Hot Topic, Inc.
Ticker: HOTT 3410 Pomona Boulevard
Exchange: NASDAQ-National Market Pomona, California 91768
Industry: Retail (909) 869-6373

Type of Shares:Common Shares Filing Date:6/27/96
U.S. Shares:1,300,000 Offer Date:9/23/96
Non-U.S. Shares:0 Filing Range:$14.00 - $16.00
Primary Shares:1,300,000 Offer Price:$18.00
Secondary Shares:0 Gross Spread:$1.26
Offering Amount: $19,500,000 Selling:$0.70
Expenses:$500,000 Reallowance:$0.10
Shares Out After:4,369,895

ManagerTierPhone
Montgomery SecuritiesLead Manager 4156272220
Robertson, Stephens & CompanyCo-manager (415) 989-8500

Auditor: Ernst & Young
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 8/3/96 7/29/95 8/3/96
Revenue:$23.63$15.40$7.65Assets:$15.69
Net Income:$0.44-$0.09-$0.58Liabilities:$3.67
EPS:$0.14-$0.03-$0.19Equity:$12.02

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company operates 51 stores that sell music-licensed and music influenced apparel, accessories and gift items for teens and young adults. The company operates under the slogan "Everything But the Music", sells items including T-shirts, caps, & posters Hot Topic, Inc. is a rapidly growing specialty retailer of music-licensed and music-influenced apparel, accessories and gift items for young men and women principally between the ages of 12 and 22. As of August 3, 1996, the company operated 62 stores in both metropolitan and middle markets in 18 states throughout the Western, Midwestern and Northeastern regions of the United States. Hot Topic's stores are located in shopping malls and average approximately 1,300 square feet. Management believes that fashions and products associated with popular associated with popular music artists have a significant influence on teenagers, who often want to emulate their favorite stars.

Use of Proceeds
The proceeds from the proposed offering will be used to finance store openings and remodelings and for working capital and other general corporate purposes.

Last updated: 10/28/96

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