| Big Dog Holdings, Inc. | |||
| Ticker: | BDOG | 121 Gray Avenue | |
| Exchange: | NASDAQ-National Market | Santa Barbara, CA 93101 | |
| Industry: | Retail (SIC Code 5651) | (805) 963-8727 | |
| # of Employees: | 470 | ||
| Type of Shares: | Common Shares | Filing Date: | 8/7/97 | |
| U.S. Shares: | 4,000,000 | Offer Date: | 9/26/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $12.00 - $14.00 | |
| Primary Shares: | 2,800,000 | Offer Price: | $14.00 | |
| Secondary Shares: | 1,200,000 | Gross Spread: | ||
| Offering Amount: | $52,000,000 | Selling: | ||
| Expenses: | - | Reallowance: | ||
| Shares Out After: | 12,960,550 |
| Manager | Tier | Phone |
| Robertson, Stephens & Company | Lead Manager | (415) 989-8500 |
| Hambrecht & Quist Incorporated | Co-manager | (415) 439-3626 |
| Needham & Company | Co-manager | (212) 705-0344 |
| Issuer's Law Firm: | Kimball & Weiner LLP |
| Bank's Law Firm: | Brobeck, Phleger & Harrison |
| Auditor: | Deloitte & Touche |
| Registrar/Transfer Agent: | U. S. Stock Transfer Corporation |
Dollar amounts in U.S. millions except for per share data | |||||
| 6 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 6/30/97 | 6/30/96 | 6/30/97 | ||
| Revenue: | $68.68 | $31.14 | $24.35 | Assets: | $32.98 |
| Net Income: | $0.64 | -$1.80 | -$1.54 | Curr Assets: | $23.89 |
| EPS: | $0.06 | -$0.17 | -$0.15 | Liabilities: | $28.64 |
| Prior EPS: | $0.07 | -$3.45 | -$6.78 | Curr Liabilities: | $13.16 |
| Cash Flow/Oper: | -$1.76 | $6.61 | $7.32 | Equity: | $4.34 |
| Cash Flow/Fin: | $5.20 | -$2.23 | -$1.21 | Cash: | $1.65 |
| Cash Flow/Inv: | -$3.48 | -$2.23 | Working Cap: | $10.73 | |
| Business Description |
| The company develops, markets and retails a branded, lifestyle collection of unique, high quality, popular-priced consumer products, including activewear, casual sportswear, accessories and gifts. BIG DOGS-Registered Trademark- is an All-American, family-oriented brand that the Company believes has established a unique niche in its dedication to providing quality, value and fun. Big Dogs products were first sold in 1983, and operations remained limited through 1992 when the current controlling stockholders acquired the BIG DOGS-Registered Trademark- brand and related assets. Following the acquisition, Big Dogs initiated a strategy of leveraging the brand through dramatic expansion of its product line and rapid growth in its retail stores. The Company's net sales have grown from $11.4 million in 1993 (the Company's first full year of operation) to $68.7 million in 1996, a compound annual growth rate of 82%. The number of Company stores has grown from 5 in 1993 to 134 as of July 31, 1997, and over the last three years, the Company recruited a team of key executives and invested in management information systems and other infrastructure improvements that the company believes have been critical in achieving this growth and positioning it to manage its anticipated future growth. The Company attained this dramatic growth during a competitive retail environment and, despite substantial infrastructure investments, the Company achieved growing operating income in each full year of operation. |
| Competition |
| The Company competes primarily on the basis of its brand image, offering a unique combination of quality, value and fun, and on other factors including product assortment, price, store location and layout, and customer service. The markets for each of the Company's products are highly competitive. Although the level and nature of competition differ among the Company's product categories, the Company believes that its long-term competitive position will depend upon its ability to anticipate and respond effectively to changing consumer demands and to offer customers a wide variety of high-quality, fun products at competitive prices. Although the Company believes it does not compete directly with any single company with respect to its entire range of merchandise, within each merchandise category, the Company competes with well-known apparel and specialty retail companies such as The GAP, Eddie Bauer, Warner Brothers Stores and The Disney Stores, as well as a large number of national and regional department stores, specialty retailers and apparel designers and manufacturers. In addition, in recent years, the amount of casual sportswear and activewear manufactured specifically for department stores and sold under their own labels has significantly increased. Many of Big Dogs' competitors are significantly larger and more diversified and have substantially greater financial, distribution, marketing and other resources and have achieved greater recognition for their brand names than the Company. There can be no assurance that the Company will be able to compete successfully with its competitors in the future. Any failure to successfully compete could have a material adverse effect on the Company's business, financial condition and results of operations. |
| Business Plan |
| The company's mission is to build a brand that is recognized throughout the world for providing high quality, good value and fun and functional products. To achieve this goal, the company has adopted the following operating and growth strategies: (I) Promote the Big Dog Spirit of Fun, (ii) Deliver High Quality at a Good Value, (iii) Enhance Functional Products with Graphics, (iv) Target a Broad, Diverse Customer base, (v) Maintain Controlled Distribution, (vi) Create an Entertaining Shopping Experience, (vii) Emphasize Grassroots Marketing, (viii) Continue Store Expansion, (ix) Increase Sales in Existing Stores, (x) Expand Non-Retail Channels of Distribution, (xi) Pursue International opportunities and (xii) Explore Selective Brand Leveraging. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to reduce indebtedness and for working capital and general corporate purposes. |
| Name of Shareholder | % Owned Before | % Owned After |
| Fred Kayne | 65.80% | 49.20% |
| Andrew D. Feshbach | 13.30% | 9.40% |
| Officer Name | Title | Age |
| Fred Kayne | Chairman of the Board | 59 |
| Jonathan S. Howe | Chief Financial Officer and Treasurer | 44 |
| Anthony J. Wall | Executive Vice President--Business Affairs, General Counsel, Secretary and Director | 41 |
| Douglas N. Nilsen | Executive Vice President--Merchandising | 49 |
| Andrew D. Feshbach | President, Chief Executive Officer and Director | 36 |
| Roberta J. Morris | Senior Vice President--Finance and Assistant Treasurer | 37 |
| Jeffrey Cowen | Senior Vice President--Production | 44 |
| Andrew W. Wadhams | Senior Vice President--Retail | 36 |