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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2002 or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934. For the transition period from ______ to ______.
Commission File No. 015767
THE SPORTSMAN'S GUIDE, INC.
(Exact name of registrant as specified in its charter)
MINNESOTA 41-1293081
(State or other jurisdiction (I.R.S. Employer Identification Number)
of incorporation or organization)
411 FARWELL AVE., SO. ST. PAUL, MINNESOTA 55075
(Address of principal executive offices)
(651) 451-3030
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
As of August 14, 2002, there were 4,753,810 shares of the registrant's Common
Stock outstanding.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
THE SPORTSMAN'S GUIDE, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(In thousands of dollars)
ASSETS June 30, December 31,
2002 2001
----- ----
CURRENT ASSETS
Cash and cash equivalents $ 3,938 $ 8,592
Accounts receivable - net 1,613 2,759
Inventory 21,728 21,076
Promotional material 2,845 3,614
Prepaid expenses 1,376 933
Deferred income taxes 1,710 1,482
-------- --------
Total current assets 33,210 38,456
PROPERTY AND EQUIPMENT - NET 3,139 3,632
-------- --------
Total assets $ 36,349 $ 42,088
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 10,744 $ 15,201
Accrued expenses 1,999 2,782
Income taxes payable 346 2,184
Deferred revenue 3,047 2,993
Returns reserve 1,301 1,402
Customer deposits and other liabilities 1,009 942
-------- --------
Total current liabilities 18,446 25,504
LONG-TERM LIABILITIES
Deferred income taxes 198 241
-------- --------
Total liabilities 18,644 25,745
COMMITMENTS AND CONTINGENCIES -- --
SHAREHOLDERS' EQUITY
Common Stock-$.01 par value; 36,800,000 shares authorized;
4,753,810 shares issued and outstanding at June 30, 2002
and 4,748,810 shares issued and outstanding at December 31, 2001 47 47
Additional paid-in capital 11,588 11,565
Stock subscription receivable -- (238)
Retained earnings 6,070 4,969
-------- --------
Total shareholders' equity 17,705 16,343
-------- --------
Total liabilities and shareholders' equity $ 36,349 $ 42,088
======== ========
See accompanying notes to consolidated financial statements.
2
THE SPORTSMAN'S GUIDE, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
For the Three Months and Six Months Ended
June 30, 2002 and 2001
(In thousands, except per share data)
Three Months Ended June 30, Six Months Ended June 30,
------------------------------------ ----------------------------------
2002 2001 2002 2001
---- ---- ---- ----
Sales $ 34,928 $ 31,796 $ 76,559 $ 70,727
Cost of sales 24,240 21,316 52,402 48,507
-------- -------- -------- --------
Gross profit 10,688 10,480 24,157 22,220
Selling, general and administrative expenses 10,194 10,618 22,447 22,372
-------- -------- -------- --------
Earnings (loss) from operations 494 (138) 1,710 (152)
Interest expense (24) (80) (42) (148)
Miscellaneous income (expense), net 28 11 75 (53)
-------- -------- -------- --------
Earnings (loss) before income taxes 498 (207) 1,743 (353)
Income tax expense 181 -- 642 21
-------- -------- -------- --------
Net earnings (loss) $ 317 $ (207) $ 1,101 $ (374)
======== ======== ======== ========
Net earnings (loss) per share:
Basic $ .07 $ (.04) $ .23 $ (.08)
======== ======== ======== ========
Diluted $ .06 $ (.04) $ .22 $ (.08)
======== ======== ======== ========
Weighted average common and common
equivalent shares outstanding:
Basic 4,753 4,749 4,751 4,749
======== ======== ======== ========
Diluted 5,047 4,749 4,966 4,749
======== ======== ======== ========
See accompanying notes to consolidated financial statements.
3
THE SPORTSMAN'S GUIDE, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the Six Months Ended
June 30, 2002 and 2001
(In thousands of dollars)
2002 2001
---- ----
Cash flows from operating activities:
Net earnings (loss) $ 1,101 $ (374)
Adjustments to reconcile net earnings (loss) to net cash
used in operating activities:
Depreciation and amortization 759 948
Deferred income taxes (271) --
Other (5) 56
Changes in operating assets and liabilities:
Accounts receivable 1,146 1,547
Inventory (652) 1,570
Promotional material 769 (603)
Prepaid expenses (443) 59
Income taxes (1,838) 769
Accounts payable (4,457) (3,356)
Accrued expenses (783) (423)
Customer deposits and other liabilities 25 (332)
------- -------
Cash flows used in operating activities (4,649) (139)
Cash flows from investing activities:
Purchases of property and equipment (266) (151)
Other -- 21
------- -------
Cash flows used in investing activities (266) (130)
Cash flows from financing activities:
Net proceeds from revolving credit line -- 652
Payments on long-term debt -- (10)
Proceeds from exercise of stock options 23 --
Proceeds from payment of stock subscription receivable 238 --
------- -------
Cash flows provided by financing activities 261 642
------- -------
Increase (decrease) in cash and cash equivalents (4,654) 373
Cash and cash equivalents at beginning of the period 8,592 1,344
------- -------
Cash and cash equivalents at end of the period $ 3,938 $ 1,717
======= =======
Supplemental disclosure of cash flow information
Cash paid during the periods for:
Interest $ 99 $ 284
Income taxes 2,751 176
======= =======
See accompanying notes to consolidated financial statements.
4
THE SPORTSMAN'S GUIDE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1: Basis of Presentation
The accompanying financial statements are unaudited and reflect all
adjustments which are normal and recurring in nature, and which, in
the opinion of management, are necessary for a fair presentation.
Reclassifications have been made to prior year financial information
wherever necessary to conform to the current year presentation.
Results of operations for the interim periods are not necessarily
indicative of full-year results.
The accompanying financial statements include the accounts of The
Sportsman's Guide, Inc. and its wholly-owned subsidiary. All
intercompany balances and transactions have been eliminated.
Amounts billed to customers for shipping and handling are recorded in
revenues. Sales include shipping and handling revenues of $4.6 million
and $4.5 million for the three months ended June 30, 2002 and 2001 and
$10.2 million and $10.0 million for the six months ended June 30, 2002
and 2001.
In preparing the Company's financial statements, management is
required to make estimates and assumptions that affect reported
amounts of assets and liabilities and related revenues and expenses.
Actual results could differ from the estimates used by management.
The Company's fiscal quarter ends on the Sunday nearest June 30 for
2002 and 2001, but for clarity of presentation, all periods are
described as if the three and six month periods end June 30. Second
fiscal quarters 2002 and 2001 each consisted of thirteen weeks.
Note 2: Net Earnings (Loss) Per Share
The Company's basic net earnings (loss) per share amounts have been
computed by dividing net earnings (loss) by the weighted average
number of outstanding common shares. Diluted net earnings per share
amounts have been computed by dividing net earnings by the weighted
average number of outstanding common shares and common share
equivalents relating to the stock options and warrants, when dilutive.
For the three months and six months ended June 30, 2002, 294,144 and
215,156 share equivalents were included in the computation of diluted
net earnings per share.
For the three months and six months ended June 30, 2001, no common
share equivalents were included in the computation of diluted net loss
per share. If the Company had reported net income in the three months
and six months ended June 30, 2001, 6,704 and 4,261 common share
equivalents would have been included in the computation of diluted net
earnings per share.
Options and warrants to purchase 114,950 and 642,156 shares of common
stock with a weighted average exercise price of $8.48 and $5.83 were
outstanding during the three months ended June 30, 2002 and 2001, but
were not included in the computation of diluted earnings per share
because their exercise price exceeded the average market price of the
common shares during the period.
Options and warrants to purchase 282,863 and 644,106 shares of common
stock with a weighted average exercise price of $7.22 and $5.83 were
outstanding during the six months ended June 30, 2002 and 2001, but
were not included in the computation of diluted earnings per share
because their exercise price exceeded the average market price of the
common shares during the period.
Note 3: Litigation
We previously reported that the Company along with approximately 60
firearms wholesalers/distributors were named as defendants in a
lawsuit filed by the National Association for the Advancement of
Colored People ("NAACP") pending in the United States District Court
for the Eastern District of New York (Case No. 99 CV 7037). The NAACP
alleges that the defendants' firearms distribution practices are
resulting in a public
5
nuisance and seeks an order requiring the defendants to modify their
firearms distribution practices at an estimated cost of $20 million.
The Company is not a firearms distributor and in June 2002 the NAACP
dismissed all claims against the Company without prejudice.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
OVERVIEW
We are a leading marketer of value priced outdoor gear and general merchandise,
with a special emphasis on outdoor clothing, equipment and footwear. We market
and sell our merchandise through main, specialty and Buyer's Club Advantage(TM)
catalogs and two e-commerce Web sites. Our catalogs as well as our Web sites
offer high quality products at low prices. Our catalogs are advertised as The
"Fun-to-Read" Catalog(R) and our primary Web site is advertised as the
"Fun-to-Browse" Website(R). Our Web sites include www.sportsmansguide.com, our
online retail store modeled on our print catalogs and www.bargainoutfitters.com,
our online liquidation outlet.
Our business was started in 1970 by Gary Olen, our Chairman. Over time, our
product offerings and marketing efforts have broadened from the deer hunter to
include those interested in pursuing and living the outdoor lifestyle in general
and the value-oriented outdoorsman in particular. In 1992, we began our value
pricing strategy of offering outdoor equipment and supplies at discount prices,
later adding government surplus, manufacturers' close-outs and other merchandise
lines. In 1994, we began to publish specialty catalogs which allowed us to
utilize a customized marketing plan to individual customer groups.
Sales generated through the Internet have grown rapidly over the last several
years. We launched our online retail store in April 1998 and began posting our
catalogs and full product offerings on the site in February 1999. Our e-commerce
offerings generated over $36.0 million in sales in 2001 compared to $1.3 million
in 1998. Product sales on the sites accounted for approximately 28% of our sales
in the first half of 2002 compared to less than 1% for all of 1998.
In the fall of 2000, we began to aggressively promote and sell the Buyer's Club
membership program. In addition, unique Buyer's Club Advantage(TM) catalogs were
developed and promoted exclusively to members allowing us to maximize sales and
profitability from our best customers.
We believe that our value pricing, specialty catalog titles, the Internet and
Buyer's Club memberships have been important to our growth in sales and
profitability. Our sales have increased from $43 million in 1992 to
approximately $170 million in 2001.
CRITICAL ACCOUNTING POLICIES
Sales are recorded at the time of shipment along with a provision for
anticipated merchandise returns, net of exchanges, which is recorded based upon
historical experience and current expectations. Amounts billed to customers for
shipping and handling are recorded in sales at the time of shipment.
Customers can purchase one year memberships in our Buyer's Club for a $29.99
annual fee. We also offer two year memberships for $49.99. Club members receive
merchandise discounts of 10% on regularly priced items and 5% on ammunition.
Membership fees are deferred and recognized in income as the individual members
place orders and receive discounts. Any remaining deferred membership fees are
recognized in income after the expiration of the membership.
The cost of producing and mailing catalogs is deferred and expensed over the
estimated useful lives of the catalogs. Catalog production and mailing costs are
amortized over periods ranging from four to six months from the in-home date of
the catalog with the majority of the costs amortized within the first month. We
estimate the in-home date to be one week from the known mailing date of the
catalog. The ongoing cost of developing and maintaining our customer list is
charged to operations as incurred. All other advertising costs are expensed as
incurred.
6
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, information from our
Consolidated Statements of Operations expressed as a percentage of sales:
Three Months Ended June 30, Six Months Ended June 30,
----------------------------- -----------------------------
2002 2001 2002 2001
---- ---- ---- ----
Sales 100.0% 100.0% 100.0% 100.0%
Cost of sales 69.4 67.0 68.4 68.6
----- ----- ----- -----
Gross profit 30.6 33.0 31.6 31.4
Selling, general and administrative expenses 29.2 33.4 29.3 31.6
----- ----- ----- -----
Earnings (loss) from operations 1.4 (0.4) 2.3 (0.2)
Interest and miscellaneous income (expense) -- (0.3) -- (0.3)
----- ----- ----- -----
Earnings (loss) before income taxes 1.4 (0.7) 2.3 (0.5)
Income tax expense 0.5 -- 0.9 --
----- ----- ----- -----
Net earnings (loss) 0.9% (0.7)% 1.4% (0.5)%
===== ===== ===== =====
Three months and six months ended June 30, 2002 compared to three months and six
months ended June 30, 2001
SALES. Sales for the three months and six months ended June 30, 2002 of $34.9
million and $76.6 million were $3.1 million or 9.7% and $5.8 million or 8.2%
higher than sales of $31.8 million and $70.7 million during the same periods
last year. The increase in sales for the second quarter and first half of 2002
was primarily due to higher sales generated from unique product offerings on the
Internet as well as the catalog related product offerings. For the second
quarter of 2002, sales generated through the catalogs increased approximately 2%
in spite of a 15% planned reduction in our catalog circulation. The negative
impact on sales of reducing the catalog circulation was more than offset by
improved customer response rates and increased order size. For the first half of
2002, sales generated through the catalogs increased by approximately 2%
primarily as a result of an increase in customer order size partially offset by
lower customer response rates and a planned reduction in catalog circulation.
As of the end of the second quarter 2002, the Buyer's Club membership had
increased to approximately 274,000, up 8% over the 254,000 reported at December
31, 2001 and up 51% over the membership count one year ago.
Sales generated through the Internet for the second quarter and first half of
2002 were approximately 30% and 28% of total sales, compared to 21% and 20%,
respectively, during the same periods last year. We define sales generated
through the Internet as sales that are derived from our web sites, catalog
orders processed online and online offers placed by telephone.
Gross returns and allowances for the three months and six months ended June 30,
2002 were $2.5 million or 6.8% of gross sales and $5.9 million or 7.2% of gross
sales compared to $2.7 million or 7.8% of gross sales and $5.8 million or 7.6%
of gross sales during the same periods last year. The decrease in gross returns
and allowances, as a percentage of sales, for the three months and six months
ended June 30, 2002 was primarily due to lower than expected customer returns on
several of the 2001 catalogs.
GROSS PROFIT. Gross profit for the three months and six months ended June 30,
2002 was $10.7 million or 30.6% of sales and $24.2 million or 31.6% of sales
compared to $10.5 million or 33.0% of sales and $22.2 million or 31.4% of sales
during the same periods last year. The decrease in gross profit percentage for
the second quarter was primarily due to promotional pricing and a shift of sales
within various product categories. We used promotional pricing in the second
quarter of 2002 to maintain our competitive position. Sales in the higher gross
profit product categories of footwear and government surplus were down compared
to the prior year with the elimination of two specialty catalogs, specifically a
footwear and a government surplus catalog. In addition, sales increased in lower
gross profit product categories such as optics and electronics. The gross profit
percentage for the first half of 2002 was virtually flat compared to the
previous year. The decrease in gross profit experienced in the second quarter
was more than offset by the increase in gross profit in the first quarter which
was primarily due to fewer markdowns to clearance aged inventory.
7
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses for the three months and six months ended June 30, 2002
were $10.2 million or 29.2% of sales and $22.4 million or 29.3% of sales
compared to $10.6 million or 33.4% of sales and $22.4 million or 31.6% of sales
for the same periods last year. For the three months ended June 30, 2002, the
decrease in dollars, compared to the same period last year, was primarily due to
lower advertising costs from the planned reduction in catalog circulation. For
the three months and six months ended June 30, 2002, selling, general and
administrative expenses, as a percentage of sales, were lower compared to the
same periods a year ago primarily due to higher Internet sales, improved catalog
productivity and lower order fulfillment costs as a result of the increase in
sales generated through the Internet.
Total catalog circulation during the second quarter and first half of 2002 was
8.3 million and 20.1 million catalogs compared to 9.8 million and 20.9 million
catalogs during the same periods last year. We mailed eight catalog editions
consisting of three main catalogs, three Buyer's Club Advantage(TM) catalogs and
two specialty catalog editions during the three months ended June 30, 2002
compared to ten catalog editions consisting of three main catalogs, three
Buyer's Club Advantage(TM) catalogs and four specialty catalog editions during
the same period last year. We mailed 19 catalog editions consisting of six main
catalogs, six Buyer's Club Advantage(TM) catalogs and seven specialty catalog
editions during the six months ended June 30, 2002 compared to 20 catalog
editions consisting of six main catalogs, five Buyer's Club Advantage(TM)
catalogs and nine specialty catalog editions during the same period last year.
Advertising expense for the three months and six months ended June 30, 2002 was
$5.7 million or 16.4% of sales and $12.9 million or 16.8% of sales compared to
$6.2 million or 19.7% of sales and $13.1 million or 18.5% of sales for the same
periods last year. The decrease in advertising expense for the second quarter
and first half of 2002, as a percentage of sales, compared to the same periods
last year was primarily due to the increase in sales generated through the
Internet and improved catalog productivity.
The decrease in advertising dollars for the second quarter and first half of
2002, compared to the same periods last year, was primarily due to the planned
reduction in the catalog circulation partially offset by the impact of postage
increases and increased catalog page counts.
EARNINGS (LOSS) FROM OPERATIONS. Earnings from operations for the three months
and six months ended June 30, 2002 was $0.5 million and $1.7 million compared to
losses of $(0.1) million and $(0.2) million for the same periods last year.
INTEREST EXPENSE. Interest expense for the three months and six months ended
June 30, 2002 was $24,000 and $42,000 compared to $80,000 and $148,000 for the
same periods last year. The decrease in interest expense for the quarter and
year to date was primarily due to lower levels of bank borrowings.
NET EARNINGS (LOSS). Net earnings for the three months and six months ended June
30, 2002 was $0.3 million and $1.1 million compared to losses of $(0.2) million
and $(0.4) million for the same periods last year.
8
SEASONALITY AND QUARTERLY RESULTS
The majority of our sales historically occur during the second half of the year.
The seasonal nature of our business is due to our focus on outdoor merchandise
and related accessories for the fall, as well as winter apparel and gifts for
the holiday season. We expect this seasonality will continue in the future. In
anticipation of increased sales activity during the third and fourth fiscal
quarters, we incur significant additional expenses for hiring employees and
building inventory levels.
The following table sets forth certain unaudited financial information for each
of the quarters shown:
First Second Third Fourth
Quarter Quarter Quarter Quarter
------- ------- ------- -------
2002
Sales $41,631 $34,928
Gross profit 13,469 10,688
Earnings from operations 1,216 494
Net earnings 784 317
Net earnings per share, diluted .16 .06
2001
Sales $38,931 $31,796 $36,472 $62,476
Gross profit 11,740 10,480 11,897 22,472
Earnings (loss) from operations (14) (138) 9 4,482
Net earnings (loss) (167) (207) (124) 3,251
Net earnings (loss) per share, diluted (.04) (.04) (.03) .68
LIQUIDITY AND CAPITAL RESOURCES
We meet our operating cash requirements through funds generated from operations
and borrowings under our revolving line of credit.
WORKING CAPITAL. We had working capital of $14.8 million as of June 30, 2002
compared to $13.0 million as of December 31, 2001, with current ratios of 1.8 to
1 and 1.5 to 1, respectively. We purchase large quantities of manufacturers'
closeouts and direct imports, particularly in footwear and apparel merchandise
categories. The seasonal nature of the merchandise may require that it be held
for several months before being offered in a catalog. This can result in
increased inventory levels and lower inventory turnover, thereby increasing our
working capital requirements and related carrying costs.
We offer our Buyer's Club members an installment credit plan with no finance
fees, known as the "Buyer's Club 4-Pay Plan". Each of the four consecutive
monthly installments is billed directly to customers' credit cards. We had
installment receivables of $1.2 million at June 30, 2002 compared to $2.1
million at December 31, 2001. The installment plan will continue to require the
allocation of working capital, which we expect to fund from operations and
availability under our revolving credit facility.
We have a Credit and Security Agreement with Wells Fargo Bank Minnesota,
National Association, providing a revolving line of credit up to $20.0 million,
subject to an adequate borrowing base, expiring in December 2002. The revolving
line of credit is for working capital and letters of credit. Letters of credit
may not exceed $10.0 million at any one time. Funding under the credit facility
consists of a collateral base of 45% of eligible inventory plus 80% of eligible
trade accounts receivable. Borrowings bear interest at the bank's prime rate.
The revolving line of credit is collateralized by substantially all of our
assets. All borrowings are subject to various covenants. The most restrictive
covenants include a limit on quarterly measurements of year-to-date earnings
(loss), minimum gross margin percentage, maximum days inventory levels (as
defined) and maximum annual spending levels for capital assets. The agreement
also prohibits the payment of dividends to shareholders. We had no borrowings
against the revolving credit line as of June 30, 2002 and December 31, 2001.
9
Outstanding letters of credit were $2.1 million at June 30, 2002 compared to
$2.4 million at December 31, 2001.
OPERATING ACTIVITIES. Cash flows used in operating activities for the six months
ended June 30, 2002 were $4.6 million compared to $0.1 million for the same
period last year. The increase in cash flows used in operating activities was
primarily the result of a payment of income taxes due for the year ended
December 31, 2001 and an increase in inventory as a result of several seasonal,
opportunistic product purchases.
INVESTING ACTIVITIES. Cash flows used in investing activities during the six
months ended June 30, 2002 were $0.3 million compared to $0.1 million during the
same period last year.
FINANCING ACTIVITIES. Cash flows provided by financing activities during the six
months ended June 30, 2002 were $0.3 million compared to $0.6 million during the
same period last year. The change in cash flows provided by financing activities
during the first half of 2002 versus last year was due to a reduction in the net
proceeds from the revolving line of credit.
We believe that cash flows from operations and borrowing capacity under our
revolving credit facility will be sufficient to fund operations and future
growth for the next twelve months.
FORWARD-LOOKING STATEMENTS
This report may contain forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934. We use words such as "may," "believe," "estimate," "plan," "expect,"
"intend," "anticipate" and similar expressions to identify forward-looking
statements. These forward-looking statements involve risk and uncertainties.
Actual results could differ materially from those projected in the
forward-looking statements due to a number of factors, including general
economic conditions, a changing market environment for our products and the
market acceptance of our product offerings as well as the factors set forth in
Exhibit 99 "Risk Factors" to the Company's Annual Report on Form 10-K for the
year ended December 31, 2001 filed with the Securities and Exchange Commission.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK.
The Company does not have any material, near-term, market rate risk.
10
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We previously reported that the Company along with approximately 60 firearms
wholesalers/distributors were named as defendants in a lawsuit filed by the
National Association for the Advancement of Colored People ("NAACP") pending in
the United States District Court for the Eastern District of New York (Case No.
99 CV 7037). The NAACP alleges that the defendants' firearms distribution
practices are resulting in public nuisance and seeks an order requiring the
defendants to modify their firearms distribution practices at an estimated cost
of $20 million. The Company is not a firearms distributor and in June 2002 the
NAACP dismissed all claims against the Company without prejudice.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
10.1 Agreement between the Company and Gary Olen dated June 28,
2002 for use of name, likeness and services.
99.1 Certification pursuant to 18 U.S.C. Section 1350 as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the three months ended
June 30, 2002.
11
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE SPORTSMAN'S GUIDE, INC.
Date: August 14, 2002 /s/ Charles B. Lingen
--------------------------------------
Charles B. Lingen
Executive Vice President of Finance
and Administration/CFO
12