DICK'S SPORTING GOODS
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UNITED STATES
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 March 23, 2004

Commission File No. 001-31463

DICK’S SPORTING GOODS, INC.

(Exact name of registrant as specified in its charter)
     
Delaware   16-1241537
(State or other jurisdiction of   (I.R.S. Employer
incorporation or organization)   Identification No.)
     
200 Industry Drive, RIDC Park West, Pittsburgh,    
Pennsylvania   15275
(Address of principal executive offices)   (Zip Code)

(412) 809-0100

(Registrant’s telephone number, including area code)

Former name or former address, if changed since last report: N/A

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 EXHIBIT 99.1

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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

     Exhibit 99.1 Portions of the electronic slides used in the presentation by Dick’s Sporting Goods, Inc. at the Merrill Lynch Retailing Leaders & Consumer Products Conference on March 23, 2004, furnished herewith.

ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     This information and the exhibits hereto are being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act of 1934, as amended. The information contained in this report shall not be incorporated by reference into any filing of the Registrant with the SEC, whether made before or after the date hereof, regardless of any general incorporation language in such filings.

     On March 23, 2004, Dick’s Sporting Goods, Inc. (the “Company”) presented at the Merrill Lynch Retailing Leaders & Consumer Products Conference. Portions of electronic slides used in that presentation are being furnished hereunder pursuant to Item 12 of Form 8-K. A copy of all the electronic slides from the presentation and the reconciliations of the non-GAAP measures used therein are posted on the investor relations portion of the Company’s website.

     Because the electronic slides being furnished hereunder also include certain non-GAAP financial information, the Company is also required as part of this Form 8-K to include in the form certain reconciliations. The following tables set forth reconciliations of that non-GAAP financial information in the furnished slides to the most directly comparable GAAP information for the stated periods. This non-GAAP financial information is as follows: EBITDA and ROIC for fiscal 2003 of $107.4 million and 11.8%, respectively and EBITDA for the 13 weeks ended January 31, 2004 of $48.2 million.

     EBITDA should not be considered as an alternative to net income or any other generally accepted accounting principles measure of performance or liquidity. EBITDA, as the Company has calculated it, may not be comparable to similarly titled measures reported by other companies. EBITDA is a key metric used by the Company that provides a measurement of profitability that eliminates the effect of changes resulting from financing decisions, tax regulations, and capital investments.

     ROIC, as the Company has calculated it, may not be comparable to similarly titled measures reported by other companies. ROIC is a key metric used by the Company in evaluating the efficiency of its use of capital including debt and lease commitments.

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    13 Weeks    
EBITDA   Ended January 31,   Fiscal
(Dollars in thousands)   2004   2003
Net income
  $ 25,988     $ 52,819  
Provision for income taxes
    17,326       35,212  
Interest expense, net
    285       1,831  
Depreciation and amortization
    4,561       17,554  
 
               
EBITDA
  $ 48,160     $ 107,416  
 
               
 
Return On Invested Capital (ROIC)   Fiscal   Fiscal
(Dollars in thousands)   2003   2002
Net income
  $ 52,819     $ 38,264  
(Gain) on sale / loss on write-down of non cash investment — after tax
    (2,122 )     1,468  
 
               
Adjusted net income
    50,697       39,732  
 
               
 
               
Net Income for ROIC Calculation
    50,697       39,732  
Interest expense, net, after tax
    1,099       1,718  
Rent expense, net, after tax
    60,294       52,910  
 
               
Net Income for ROIC after adjustments (numerator)
  $ 112,090     $ 94,360  
 
               
Total stockholders’ equity for ROIC calculation
  $ 242,981     $ 140,499  
 
               
 
               
Total debt
    3,916       3,577  
Operating leases capitalized at 8x annual rent expense
    803,912       705,464  
 
               
Total debt and operating leases capitalized at 8x annual rent expense
    807,828       709,041  
 
               
 
               
Total capital (total stockholders’ equity + total debt and operating leases capitalized at 8x annual rent expense)
    1,050,809       849,540  
 
               
Average total capital (denominator) 1
  $ 950,175     $ 796,425  
 
ROIC
    11.8 %     11.8 %
 
ROIC using GAAP amounts 2
    12.0 %     11.7 %

 

1   Average total capital is calculated as the sum of the current and prior year ending total capital divided by two.
 
2   ROIC using GAAP amounts was derived as the quotient of Net Income for ROIC not adjusted for the after tax (gain) on sale / loss on write-down of non-cash investment (numerator) and average total capital (denominator).

The after-tax amounts were calculated using a 40% effective tax rate.

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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 thereunto duly authorized.

     
    DICK’S SPORTING GOODS, INC.
 
   
 
   
Date: March 25, 2004
  By: /S/ MICHAEL F. HINES
  Name: Michael F. Hines
  Title: Chief Financial Officer

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INDEX TO EXHIBITS

     Exhibit 99.1 Portions of the electronic slides used in the presentation by Dick’s Sporting Goods, Inc. at the Merrill Lynch Retailing Leaders & Consumer Products Conference on March 23, 2004, furnished herewith.

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