-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UentqE3XJFnr79ExBlk/Pm98RoXJZlHBLg+mYZCoZbWVwvzKrgX+qIDAeGR5Frrw 0pif/vOx/S68BeTn6lZjHg== 0000929624-99-000617.txt : 19990403 0000929624-99-000617.hdr.sgml : 19990403 ACCESSION NUMBER: 0000929624-99-000617 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19990331 ITEM INFORMATION: FILED AS OF DATE: 19990401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTH FACE INC CENTRAL INDEX KEY: 0001013749 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 943204082 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-28596 FILM NUMBER: 99586172 BUSINESS ADDRESS: STREET 1: 407 MERRILL AVENUE CITY: CARBONDALE STATE: CO ZIP: 81623 BUSINESS PHONE: 9707042300 MAIL ADDRESS: STREET 1: 407 MERRILL AVENUE CITY: CARBONDALE STATE: CO ZIP: 81623 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 11, 1999 THE NORTH FACE, INC. -------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware ---------------------------------------------- (State or other jurisdiction of incorporation) 0-28596 94-3204082 - ---------------------- ------------------------------------ (Commission File No.) (IRS Employer Identification Number) 407 Merrill Avenue Carbondale, Colorado 81623 ---------------------------------------- (Address of Principal Executive Offices) (970) 704-2300 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Item 5. Other Events ------------ On March 11, 1999, The North Face, Inc. issued a press release announcing the evaluation of the accounting treatment of certain transactions by the audit committee of the Board of Directors. On March 12, 1999, The North Face, Inc. issued a press release announcing that in connection with the audit of its financial statements for the year ended December 31, 1998, Deloitte & Touche informed the audit committee of the Board of Directors that it had questions regarding certain transactions. On March 31, 1999, The North Face, Inc. issued a press release announcing the completion of the investigation of the accounting treatment of certain transactions by the audit committee of the Board of Directors. (a) Exhibits: 99.1 Press Release dated March 11, 1999 99.2 Press Release dated March 12, 1999 99.3 Press Release dated March 31, 1999 2 SIGNATURE 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 hereunto duly authorized. THE NORTH FACE, INC. Dated: April 1, 1999 By: /s/ James G. Fifield -------------------- James G. Fifield President and Chief Executive Officer 3 INDEX TO EXHIBITS Exhibit No. Description ----------- ----------- 99.1 Press Release dated March 11, 1999. 99.2 Press Release dated March 12, 1999. 99.3 Press Release dated March 31, 1999. 4 EX-99.1 2 PRESS RELEASE DATED MARCH 11, 1999 Exhibit 99.1 THE NORTH FACE, INC. TO REVIEW PRIOR RESULTS CARBONDALE, COLORADO (March 11, 1999) - The North Face, Inc. (Nasdaq: TNFI) announced today that the Audit Committee of the Company's Board of Directors is evaluating the accounting treatment of certain transactions recorded during the fourth quarter of 1997 and the first quarter of 1998. This evaluation is likely to result in the restatement of previously announced year ended December 31, 1997 and first quarter 1998 financial statements. The Audit Committee is in the process of engaging independent accountants to work with the Company's outside counsel to assist in this evaluation. This process will result in postponement of the completion of the Company's year-end 1998 audit. The Company stated that the Transaction Agreement that was announced on February 27, 1999 remains in effect. Quote for reference ticker symbols: TNFI The North Face, Inc. designs and distributes technically sophisticated outerwear, snowsports apparel, functional sportswear, tents, sleeping bags, backpacks, daypacks, accessories and rugged footwear under The North Face name. Through its subsidiaries, La Sportiva s.r.L. and La Sportiva USA, the Company designs, manufactures and distributes rock climbing shoes, mountaineering boots and other rugged footwear under the La Sportiva name. The Company sells its products primarily to select specialty retailers throughout the United States, Europe and Canada. CONTACT: John Batelli, Director, Investor Relations of The North Face, Inc., 510-618-3631; or Chris Danne of Morgen-Walke Associates, 415-296-7383. EX-99.2 3 PRESS RELEASE DATED MARCH 12, 1999 Exhibit 99.2 THE NORTH FACE TO RESTATE 1997 AND INTERIM 1998 FINANCIAL STATEMENTS CARBONDALE, COLORADO (March 12, 1999) - The North Face, Inc. (Nasdaq: TNFI) announced today that in connection with the audit of the Company's financial statements for the year ended December 31, 1998, Deloitte & Touche informed the audit committee it has certain questions about previously recorded barter transactions which were made by the Company in December 1997 and January 1998 aggregating $7.6 million in revenue (fourth quarter 1997 amount: $5.2 million in revenue; first quarter 1998 amount: $2.4 million in revenue) and also about the Company's repurchase of certain inventory relating to these transactions in February 1999. Additionally, Deloitte & Touche has asked the audit committee to investigate the appropriateness of recognizing revenue on a $2.5 million licensing transaction in the fourth quarter of 1998. Deloitte & Touche also indicated that they were reviewing whether the Company's July 1998 investment in La Sportiva s.r.L. (approximately $6.3 million) should have been consolidated and has asked the audit committee to investigate this transaction. Deloitte & Touche has requested that the audit committee investigate whether there are any other transactions entered into by the Company that warrant further inquiry. As previously publicly noted, the audit committee of the Company is conducting an independent investigation into these matters and is in the process of engaging an independent accounting firm to assist in the investigation. Management has determined that, upon completion of the investigation, it will restate the 1997 financial statements and 1998 interim financial statements. Determination of the extent of the restatement is expected within 2 weeks. Based upon information currently available to the Company and recognizing that these matters are subject to further review and have not been conclusively resolved, the Company believes the resolution of these matters will not affect its compliance with applicable Nasdaq continued listing requirements. Quote for reference ticker symbols: TNFI The North Face, Inc. designs and distributes technically sophisticated outerwear, snowsports apparel, functional sportswear, tents, sleeping bags, backpacks, daypacks, accessories and rugged footwear under The North Face name. Through its subsidiaries, La Sportiva s.r.L. and La Sportiva USA, the Company designs, manufactures and distributes rock climbing shoes, mountaineering boots and other rugged footwear under the La Sportiva name. The Company sells its products primarily to select specialty retailers throughout the United States, Europe and Canada. CONTACT: John Batelli, Director, Investor Relations of The North Face, Inc., 510-618-3631; or Chris Danne of Morgen-Walke Associates, 415-296-7383, for The North Face, Inc. EX-99.3 4 PRESS RELEASE DATED MARCH 31, 1999 Exhibit 99.3 THE NORTH FACE, INC. COMPLETES INVESTIGATION BY AUDIT COMMITTEE CARBONDALE, COLORADO (March 31, 1999) - The North Face, Inc. (Nasdaq: TNFI) announced today that its Board of Directors has received an oral summary of the conclusions of the audit committee of the Board of Directors relating to the audit committee's investigation of the accounting treatment of certain transactions. The Company currently anticipates that the aggregate restatement to the financial statements will be a reduction in revenue of approximately $5.1 million for 1997, and approximately $16.2 million for 1998, and a reduction in net income of approximately $3 million, or 26 cents per share, for 1997, and approximately $4 million, or 32 cents per share, for 1998. The North Face previously announced on March 12, 1999, that its audit committee was conducting an investigation as to the accounting treatment of certain transactions in 1997 and 1998 and whether there were any other transactions entered into by the Company that require further inquiry. The Company also stated today that it will not file its annual report on Form 10-K on or before March 31, 1999 and has filed for a fifteen-day extension. The Company's external auditors, Deloitte & Touche LLP, are in the process of completing their audit procedures. The Company intends to file its annual report on Form 10-K on or before April 15, 1999. The Company believes that these restatements to its 1997 and 1998 financial statements will not affect its compliance with applicable Nasdaq continued listing requirements. Quote for reference ticker symbols: TNFI The North Face, Inc. designs and distributes technically sophisticated outerwear, snowsports apparel, functional sportswear, tents, sleeping bags, backpacks, daypacks, accessories and rugged footwear under The North Face name. Through its subsidiary, La Sportiva USA, and its affiliate, La Sportiva S.r.L, the Company designs, manufactures and distributes rock climbing shoes, mountaineering boots and other rugged footwear under the La Sportiva name. The Company sells its products primarily to select specialty retailers throughout the United States, Europe and Canada. Statements included in this press release which are not historical in nature, are intended to be, and are hereby identified as, "forward-looking statements" for purposes of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934, as amended by Public Law 104-67. Specifically, the statements relating to the anticipated amount of the aggregate restatement to the Company's 1997 and 1998 financial statements and the Company's intent to file its Form 10-K are forward-looking statements. The Company cautions readers that actual results or events may differ from those indicated in the forward- looking statements as a result of the audit procedures of Deloitte & Touche. CONTACT: John Batelli, Director, Investor Relations of The North Face, Inc., 510-618-3631. -----END PRIVACY-ENHANCED MESSAGE-----