| Antigua Enterprises, Inc. | |||
| Proposed Ticker: | ANTGF | 9319 North 94th Way | |
| Exchange: | NASDAQ-National Market | Scottsdale, AZ 85258 | |
| Industry: | Manufacturing (SIC Code 2329) | (602) 860-1444 | |
| # of Employees: | 258 | ||
| Type of Shares: | Common Shares | Filing Date: | 11/12/97 | |
| U.S. Shares Filed: | 3,000,000 | Filing Price: | $3.56 | |
| Non-U.S. Shares Filed: | 0 | Offering Amount: | $10,680,000 | |
| Primary Shares: | 3,000,000 | Expenses: | - | |
| Secondary Shares: | 0 | Shares Out After: | 7,338,365 |
| Manager | Tier | Phone |
| Cruttenden Roth Incorporated | Lead Manager | (800) 678-9147 |
| Ferris, Baker, Watts Inc. | Co-manager | (202) 429-3608 |
| Issuer's Law Firm: | Quarles & Brady |
| Bank's Law Firm: | Gray Cary Ware & Freidenrich |
| Auditor: | Arthur Andersen |
| Registrar/Transfer Agent: | Montreal Trust Company of Canada |
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: | $2.86 | $2.72 | $1.26 | Assets: | $38.38 |
| Net Income: | -$0.72 | -$1.99 | -$0.42 | Curr Assets: | $17.32 |
| EPS: | -$0.33 | -$0.77 | -$0.21 | Liabilities: | $28.66 |
| Prior EPS: | -$0.56 | -$1.63 | -$0.39 | Curr Liabilities: | $20.61 |
| Cash Flow/Oper: | -$0.75 | $14.38 | $0.80 | Equity: | $9.72 |
| Cash Flow/Fin: | $2.76 | -$13.41 | $0.40 | Cash: | $4.92 |
| Cash Flow/Inv: | -$1.35 | -$13.41 | Working Cap: | -$3.29 | |
| Business Description |
| The company designs, sources, embroiders, and markets men's and women's lifestyle apparel and casual sportswear under the distinctive Antigua label. The Company has more than 18 years of experience developing innovative seasonal and year round collections of apparel for the premium 18-80 year old men's and women's markets. The Company has developed a strong reputation by offering high quality, fashion apparel with custom embroidery, screen printing and generous fit. In addition, the Company believes it holds a competitive advantage by having the capacity and reputation necessary for quick response to "hot markets" (such as event-related garments) and corporate impulse orders, so called "at once" business. The Company sells its products through three distribution channels: golf; licensed products; and corporate identity apparel. Antigua designs all of its apparel to appeal to each of these channels. By selecting styles and color stories which can be marketed to golf, licensed product and corporate purchasers, the Company believes that it increases its sales potential and reduces the risk of obsolescence of any particular stockkeeping unit. The Company also believes that servicing three distribution channels from one inventory provides the Company with the additional competitive advantage of responding quickly to shifting demand in its three distribution channels with fewer stockkeeping units. |
| Competition |
| The Company encounters intense competition in all three of its distribution channels, much of which is from significantly larger competitors. The Company considers its main competitors in its golf distribution channel to be Ashworth, Inc., Izod Club, Polo Ralph Lauren Corporation, Tommy Hilfiger, Cutter & Buck Inc. and Sport-Haley, Inc. The Company considers its main competitors in the licensed goods channel to be Nike, Reebok, Starter, Champion Products Inc. and Vanity Fair. The Company considers its main competitors in the corporate channel to be Polo Ralph Lauren Corporation, Tommy Hilfiger, the Dockers brand of Levi Strauss & Co. and the Gear brand of L.A. Gear, Inc. Competition in these distribution channels is intense and is based primarily on brand recognition, as well as loyalty, quality, price, style, decoration (embroidery) capacity, design, service and availability of shelf space in the golf apparel and licensed apparel distribution channels. The Company also competes, particularly in its golf distribution channel, with manufacturers of high quality men's and women's sportswear and general leisure wear, including Nike, Tommy Hilfiger and Nautica Enterprises, Inc. Many of these competitors, as with competitors within particular distribution channels, have substantially greater experience, financial and marketing resources, manufacturing capacity, distribution and design capabilities than the Company. Increased competition in the fashion golf apparel market, such as Nautica's recent entry into golf apparel, from these manufacturers or others could result in price reductions, reduced margins or loss of market share, all of which could have a material adverse effect on the Company's business, operating results and financial condition. There can be no assurance that the Company will compete successfully with its present or potential competition. Further, recent entries in these distribution channels by competitors offering apparel comparable to that of the Company will likely intensify competitive pressures. There can be no assurance that the Company will be able to maintain market share, to increase its market share at the expense of its existing competition or that the Company will not experience pricing pressures as a result of intensifying competition within these markets. |
| Business Plan |
| The Company's strategic goals focus on growth in brand identity and sales in all three of its distribution channels. The Antigua corporate strategic goals are as follows: (I) Three Channel Products, (ii) Product Mix, (iii) Small and Large Customer Mix, (iv) All Seasons Products and Competitive Pricing Model and (v) Sales Expansion in Three Channels. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to repay indebtedness incurred in connection with the acquisition and for working capital and for general corporate purposes. |
| Name of Shareholder | % Owned Before | % Owned After |
| Westcoast Golf Promotions Ltd. | 32.62% | 22.25% |
| Thomas E. Dooley, Jr. | 21.99% | 14.29% |
| Louis B. Lloyd | 20.40% | 12.79% |
| James W. Lewis | 16.93% | 10.53% |
| L. Steven Haynes | 9.61% | 5.74% |
| Geovest Capital Partners, L.P. | 8.67% | 5.32% |
| Officer Name | Title | Age |
| Louis B. Lloyd | Chairman of the Board of Directors | 54 |
| Thomas E. Dooley, Jr. | Chairman of the Board of Directors of AGI, Consultant to AGI | 57 |
| L. Steven Haynes | Chief Executive Officer, Director and Chairman of the Board | 36 |
| Ronald A. McPherson | President of AGI | 47 |
| Joseph M. Blanchette | President of SEI | 45 |
| J. Christopher Woods | Secretary, Director | 48 |
| Gerald K. Whitley | Vice President of Finance of AGI | 57 |
| Brettina M. Moore | Vice President of Product Development of AGI | 37 |
| Additional Underwriter Compensation |
| Warrant to purchase 300,000 shares/units at $300.00 per share/unit. |