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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549


                                    FORM 10-Q


          [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                For the quarterly period ended December 28, 2001

                                       OR

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

              For the transition period from _________ to _________

                         Commission file number 0-16255

                              JOHNSON OUTDOORS INC.
             (Exact name of Registrant as specified in its charter)


            Wisconsin                                    39-1536083
 (State or other jurisdiction of            (I.R.S. Employer Identification No.)
 incorporation or organization)


                  1326 Willow Road, Sturtevant, Wisconsin 53177
                    (Address of principal executive offices)


                                 (262) 884-1500
              (Registrant's telephone number, including area code)


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [ X ] No [ ]

As of January 31, 2002, 6,947,360 shares of Class A and 1,222,729 shares of
Class B common stock of the Registrant were outstanding.

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                              JOHNSON OUTDOORS INC.


                        Index                                          Page No.
- -----------------------------------------------------------------    -----------

PART I   FINANCIAL INFORMATION

         Item 1.  Financial Statements

                  Consolidated Statements of Operations - Three months
                  ended December 28, 2001 and December 29, 2000             1

                  Consolidated Balance Sheets - December 28, 2001,
                  September 28, 2001 and December 29, 2000                  2

                  Consolidated Statements of Cash Flows - Three months
                  ended December 28, 2001 and December 29, 2000             3

                  Notes to Consolidated Financial Statements                4

         Item 2.  Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                       8

         Item 3.  Quantitative and Qualitative Disclosures About Market
                  Risk                                                     12

PART II  OTHER INFORMATION

         Item 6.  Exhibits and Reports on Form 8-K                         12

                  Signatures



PART I     FINANCIAL INFORMATION

Item 1.    Financial Statements

                              JOHNSON OUTDOORS INC.

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)
- ------------------------------------------------------------------------------------------------------- (thousands, except per share data) Three Months Ended - ------------------------------------------------------------------------------------------------------- December 28 December 29 2001 2000 - ------------------------------------------------------------------------------------------------------- Net sales $ 59,738 $ 58,751 Cost of sales 34,448 34,945 - ------------------------------------------------------------------------------------------------------- Gross profit 25,290 23,806 - ------------------------------------------------------------------------------------------------------- Operating expenses: Marketing and selling 15,015 15,248 Administrative management, finance and information systems 6,932 6,866 Research and development 1,615 1,823 Amortization and write-down of intangibles 83 3,227 Profit sharing 193 211 Strategic charges 461 -- - ------------------------------------------------------------------------------------------------------- Total operating expenses 24,299 27,375 - ------------------------------------------------------------------------------------------------------- Operating profit (loss) 991 (3,569) Interest income (146) (164) Interest expense 1,552 2,082 Other (income) expense, net 245 (81) - ------------------------------------------------------------------------------------------------------- Loss before income taxes (660) (5,406) Income tax benefit (264) (2,177) - ------------------------------------------------------------------------------------------------------- Loss before cumulative effect of change in accounting principle (396) (3,229) Cumulative effect of change in accounting principle, net of tax of $845 -- 1,755 - ------------------------------------------------------------------------------------------------------- Net loss $ (396) $ (1,474) ======================================================================================================= BASIC EARNINGS (LOSS) PER COMMON SHARE: Loss before cumulative effect of change in accounting principle $ (0.05) $ (0.40) Cumulative effect of change in accounting principle -- 0.22 - ------------------------------------------------------------------------------------------------------- Net loss $ (0.05) $ (0.18) ======================================================================================================= DILUTED EARNINGS (LOSS) PER COMMON SHARE: Loss before cumulative effect of change in accounting principle $ (0.05) $ (0.40) Cumulative effect of change in accounting principle -- 0.22 - ------------------------------------------------------------------------------------------------------- Net loss $ (0.05) $ (0.18) =======================================================================================================
The accompanying notes are an integral part of the consolidated financial statements. -1- JOHNSON OUTDOORS INC. CONSOLIDATED BALANCE SHEETS (unaudited)
- ------------------------------------------------------------------------------------------------------------------- December 28 September 28 December 29 (thousands, except share data) 2001 2001 2000 - ------------------------------------------------------------------------------------------------------------------- ASSETS Current assets: Cash and temporary cash investments $ 9,719 $ 16,069 $ 14,896 Accounts receivable, less allowance for doubtful accounts of $3,586, $3,739 and $4,048, respectively 48,165 45,585 55,829 Inventories 68,327 61,700 80,106 Deferred income taxes 5,262 5,269 3,822 Other current assets 7,779 4,557 5,198 - ------------------------------------------------------------------------------------------------------------------- Total current assets 139,252 133,180 159,851 Property, plant and equipment 29,606 35,879 37,569 Deferred income taxes 19,619 19,577 17,256 Intangible assets 54,736 55,288 56,895 Other assets 910 989 1,470 - ------------------------------------------------------------------------------------------------------------------- Total assets $ 244,123 $ 244,913 $ 273,041 =================================================================================================================== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Short-term debt and current maturities of long-term debt $ 26,535 $ 12,985 $ 97,068 Accounts payable 13,685 12,157 13,933 Accrued liabilities: Salaries and wages 5,775 5,968 5,926 Income taxes (665) 1,206 (3,274) Other 14,083 17,237 14,088 - ------------------------------------------------------------------------------------------------------------------- Total current liabilities 59,413 49,553 127,741 Long-term debt, less current maturities 78,272 84,550 40,829 Other liabilities 4,442 5,031 5,038 - ------------------------------------------------------------------------------------------------------------------- Total liabilities 142,127 139,134 173,608 - ------------------------------------------------------------------------------------------------------------------- Shareholders' equity: Preferred stock: none issued -- -- -- Common stock: Class A shares issued: December 28, 2001, 6,947,360; September 28, 2001, 6,946,012; December 29, 2000, 6,924,630 347 347 346 Class B shares issued (convertible into Class A): 1,222,729 61 61 61 Capital in excess of par value 44,411 44,411 44,291 Retained earnings 79,766 80,162 73,323 Contingent compensation (19) (44) (69) Accumulated other comprehensive income: Cumulative foreign currency translation adjustment (22,570) (19,158) (18,519) - ------------------------------------------------------------------------------------------------------------------- Total shareholders' equity 101,996 105,779 99,433 - ------------------------------------------------------------------------------------------------------------------- Total liabilities and shareholders' equity $ 244,123 $ 244,913 $ 273,041 ===================================================================================================================
The accompanying notes are an integral part of the consolidated financial statements. -2- JOHNSON OUTDOORS INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
- ---------------------------------------------------------------------------------------------------------------------------- (thousands) Three Months Ended - ---------------------------------------------------------------------------------------------------------------------------- December 28 December 29 2001 2000 - ---------------------------------------------------------------------------------------------------------------------------- CASH USED FOR OPERATIONS Net loss $ (396) $ (1,474) Less income from cumulative effect of change in accounting principle -- 1,755 - ---------------------------------------------------------------------------------------------------------------------------- Loss before cumulative effect of change in accounting principle (396) (3,229) Adjustments to reconcile income to net cash used for operating activities: Depreciation and amortization 2,446 3,100 Deferred income taxes 7 660 Impairment of goodwill -- 2,526 Change in assets and liabilities, net of effect of businesses acquired or sold: Accounts receivable (3,365) (176) Inventories (7,544) (15,642) Accounts payable and accrued liabilities (3,721) (17,522) Other, net (4,434) (923) - ---------------------------------------------------------------------------------------------------------------------------- (17,007) (31,206) - ---------------------------------------------------------------------------------------------------------------------------- CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES Proceeds from sale of property, plant and equipment 4,982 -- Payments for purchase of business, net of cash acquired -- (339) Net additions to property, plant and equipment (1,207) (2,662) - ---------------------------------------------------------------------------------------------------------------------------- 3,775 (3,001) - ---------------------------------------------------------------------------------------------------------------------------- CASH PROVIDED BY FINANCING ACTIVITIES Issuance of senior notes 50,000 -- Principal payments on senior notes and other long-term debt (8,000) (6,000) Net change in short-term debt (34,706) 36,947 - ---------------------------------------------------------------------------------------------------------------------------- 7,294 30,947 - ---------------------------------------------------------------------------------------------------------------------------- Effect of foreign currency fluctuations on cash (412) 793 - ---------------------------------------------------------------------------------------------------------------------------- Decrease in cash and temporary cash investments (6,350) (2,467) CASH AND TEMPORARY CASH INVESTMENTS Beginning of period 16,069 17,363 - ---------------------------------------------------------------------------------------------------------------------------- End of period $ 9,719 $ 14,896 ============================================================================================================================
The accompanying notes are an integral part of the consolidated financial statements. -3- JOHNSON OUTDOORS INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 1 Basis of Presentation The consolidated financial statements included herein are unaudited. In the opinion of management, these statements contain all adjustments (consisting of only normal recurring items) necessary to present fairly the financial position of Johnson Outdoors Inc. and subsidiaries (the Company) as of December 28, 2001 and the results of operations and cash flows for the three months ended December 28, 2001. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's 2001 Annual Report on Form 10-K. Because of seasonal and other factors, the results of operations for the three months ended December 28, 2001 are not necessarily indicative of the results to be expected for the full year. All monetary amounts, other than share and per share amounts, are stated in thousands. Certain amounts as previously reported have been reclassified to conform with the current period presentation. 2 Change in Accounting Principle Effective September 30, 2000, the Company adopted SFAS 133, which establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts and for hedging activities. All derivatives, whether designated in hedging relationships or not, are required to be recorded on the balance sheet at fair value. If the derivative is designated as a fair value hedge, the changes in fair value of the derivative and the hedged item are recognized in earnings. If the derivative is designated as a cash flow hedge, changes in the fair value of the derivative are recorded in other comprehensive income and are recognized in earnings when the hedged item affects earnings. The adoption of SFAS 133 resulted in an effect of change in accounting principle after tax gain of $1,755 in 2001. 3 Income Taxes The provision for income taxes includes deferred taxes and is based upon estimated annual effective tax rates in the tax jurisdictions in which the Company operates. 4 Inventories Inventories related to continuing operations at the end of the respective periods consist of the following: ------------------------------------------------------------------------- December 28 September 28 December 29 2001 2001 2000 ------------------------------------------------------------------------- Raw materials $ 23,259 $ 19,892 $ 28,477 Work in process 2,634 2,592 2,947 Finished goods 45,534 42,620 51,584 ------------------------------------------------------------------------- 71,427 65,104 83,008 Less reserves 3,100 3,404 2,902 ------------------------------------------------------------------------- $ 68,327 $ 61,700 $ 80,106 ========================================================================= -4- 5 Earnings Per Share The following table sets forth the computation of basic and diluted earnings per common share before cumulative effect of change in accounting principle: ------------------------------------------------------------------------ Three Months Ended ------------------------------------------------------------------------ December 28 December 29 2001 2000 ------------------------------------------------------------------------ Loss before cumulative effect of change in accounting principle for basic and diluted earnings per share $ (396) $(3,229) ------------------------------------------------------------------------ Weighted average common shares outstanding 8,168,934 8,147,359 Less nonvested restricted stock 14,193 14,500 ------------------------------------------------------------------------ Basic and diluted average common shares 8,154,741 8,132,859 ------------------------------------------------------------------------ Basic and diluted earnings per common share before cumulative effect of change in accounting principle $ (0.05) $(0.40) ------------------------------------------------------------------------ 6 Stock Ownership Plans A summary of stock option activity related to the Company's plans is as follows: ------------------------------------------------------------------------- Weighted Average Shares Exercise Price ------------------------------------------------------------------------- Outstanding at September 28, 2001 1,086,795 $10.20 Granted 248,280 7.42 Cancelled (100,899) 16.25 ------------------------------------------------------------------------- Outstanding at December 28, 2001 1,234,176 $ 9.14 ========================================================================= Options to purchase 1,131,497 shares of common stock with a weighted average exercise price of $10.88 per share were outstanding at December 29, 2000. 7 Comprehensive Income Comprehensive income includes net income and changes in shareholders' equity from non-owner sources. For the Company, the elements of comprehensive income excluded from net income are represented primarily by the cumulative foreign currency translation adjustment. Comprehensive loss for the respective periods consists of the following: ------------------------------------------------------------------------- Three Months Ended ------------------------------------------------------------------------- December 28 December 29 2001 2000 ------------------------------------------------------------------------- Net loss $ (396) $ (1,474) Translation adjustment (3,412) 3,041 Reclassification adjustment for change in accounting principle -- (2,974) ------------------------------------------------------------------------- Comprehensive loss $ (3,808) $ (1,407) ========================================================================= -5- 8 Related Party Transaction On November 30, 2001, the Company entered into a sale/leaseback transaction for its headquarters facility with a related party. The Company sold the facility for $4,982 in cash and entered into a month-to-month lease agreement with the related party. The Company and the related party engaged an independent appraiser to determine the sale price of the facility. Additionally, due to the related party nature of the transaction, the Company deferred the gain on the sale and will recognize it over the useful life of the facility. The deferred gain is recorded as a contra-asset within the property, plant and equipment section of the balance sheet. 9 Accounting Change Effective September 29, 2001 the Company adopted SFAS No. 142, "Goodwill and Other Intangible Assets" (SFAS 142). In response to the adoption of this new standard, the Company ceased the amortization of goodwill. As such, net income for fiscal 2002 will be increased by approximately $1,500 when compared to fiscal 2001. As required under SFAS 142, the Company has performed a phase one goodwill impairment test at September 29, 2001, which identified the reporting units with potential for goodwill impairment. The phase two analysis, used to measure the amount of any impairment loss, will be completed by the end of the second quarter of fiscal 2002. The preliminary analysis indicates a range of potential goodwill impairment of $5,000 to $25,000. Any adjustment will be recorded as a cumulative effect of a change in accounting principle net of tax and reflected as of the beginning of the fiscal year, with the first quarter 10-Q restated accordingly. 10 Segments of Business The Company conducts its worldwide operations through separate global business units, each of which represent major product lines. Operations are conducted in the United States and various foreign countries, primarily in Europe, Canada and the Pacific Basin. The Company does not believe it has unusual risk related to concentrations in volume of business with a particular customer or supplier, or concentrations in revenue from a particular product. Net sales and operating profit include both sales to customers, as reported in the Company's consolidated statements of operations, and interunit transfers, which are priced to recover cost plus an appropriate profit margin. Identifiable assets represent assets that are used in the Company's operations in each business unit at the end of the periods presented. -6- A summary of the Company's operations by business unit is presented below: -------------------------------------------------------------------------- Three Months Ended -------------------------------------------------------------------------- December 28 December 29 2000 2000 -------------------------------------------------------------------------- Net sales: Outdoor equipment: Unaffiliated customers $ 22,715 $ 21,165 Interunit transfers 10 14 Diving: Unaffiliated customers 13,823 16,167 Interunit transfers -- 1 Motors: Unaffiliated customers 12,492 10,005 Interunit transfers 61 164 Watercraft: Unaffiliated customers 10,703 11,385 Interunit transfers 33 35 Other 5 29 Eliminations (104) (214) -------------------------------------------------------------------------- $ 59,738 $ 58,751 ========================================================================== Operating profit (loss): Outdoor equipment $ 2,586 $ 1,298 Diving 1,484 1,816 Motors 550 (3,301) Watercraft (1,348) (1,114) Other (2,281) (2,268) -------------------------------------------------------------------------- $ 991 $ (3,569) ========================================================================== Identifiable assets (end of period): Outdoor equipment $ 46,623 $ 47,848 Diving 81,912 95,178 Motors 28,816 32,985 Watercraft 70,638 74,220 Other 16,134 22,810 -------------------------------------------------------------------------- $ 244,123 $ 273,041 ========================================================================== -7- Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations The following discussion includes comments and analysis relating to the Company's results of operations and financial condition for the three months ended December 28, 2001 and December 29, 2000. This discussion should be read in conjunction with the consolidated financial statements and related notes that immediately precede this section, as well as the Company's 2001 Annual Report on Form 10-K. Forward Looking Statements Certain matters discussed in this Form 10-Q are "forward-looking statements," intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified as such because the context of the statement includes phrases such as the Company "expects," "believes" or other words of similar meaning. Similarly, statements that describe the Company's future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties which could cause actual results or outcomes to differ materially from those currently anticipated. Factors that could affect actual results or outcomes include changes in consumer spending patterns, actions of companies that compete with the Company, the Company's success in managing inventory, movements in foreign currencies or interest rates and adverse weather conditions. Shareholders, potential investors and other readers are urged to consider these factors in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included herein are only made as of the date of this Form 10-Q and the Company undertakes no obligations to publicly update such forward-looking statements to reflect subsequent events or circumstances. Results of Operations Net sales for the three months ended December 28, 2001 totaled $59.7 million, an increase of 1.7% or $1.0 million, compared to $58.8 million in the three months ended December 29, 2000. Foreign currency translations did not have a material impact on first quarter sales volume. Two of the four business units showed sales growth over the prior year, led by the Motors business which had a $2.4 million increase due to a shift in distributor buying patterns and recovery in the OEM market. The Outdoor Equipment business had an increase of $1.5 million driven by strong growth in the Jack Wolfskin business. The Diving business was adversely impacted by reduced travel as the market reacts to recent global events. Gross profit as a percentage of sales was 42.3% for the three months ended December 28, 2001 compared to 40.5% in the corresponding period in the prior year. Margins in the Watercraft, Outdoor Equipment and Motors businesses were improved over the prior year, while the Diving business saw margins decline. The Watercraft business experienced operational improvements from business changes implemented over the prior year. The Outdoor Equipment business benefited from improved pricing driven by smaller average order quantities on its military contracts. The Motors business benefited from new products and mix. The Company recognized operating profit of $1.0 million for the three months ended December 28, 2001 compared to an operating loss of $3.6 million for the corresponding period of the prior year. Included in the operating loss for the three months ended December 29, 2000 was a $2.5 million write-down for impaired goodwill related to the Airguide brand in the Motors business. The current quarter benefited from a $0.6 million reduction in amortization expense related to the adoption of SFAS No. 142. The current quarter also included $0.5 million of strategic charges related to the ongoing restructuring efforts in the Watercraft business. On a comparable basis, excluding the unusual items noted above, operating expenses decreased $0.4 million and operating profit rose by $1.9 million in the first quarter versus a year ago. Strong gross profits in the Motors and Outdoor Equipment business drove the increase in operating profits. Watercraft operating profit was flat with prior year, on lower sales volume, excluding the impact of -8- SFAS No. 142 and strategic charges. The Diving business reduced operating expenses by $1.0 million, mitigating a portion of the impact of sales and margin declines on operating profits. Interest expense totaled $1.6 million for the three months ended December 28, 2001 compared to $2.1 million for the corresponding period of the prior year. In the current year, the Company benefited from reductions in overall debt due to reductions in working capital. In addition, the Company benefited from declining interest rates on the floating rate facilities. The Company's effective tax rate for the three months ended December 28, 2001 was 40.0%, consistent with the effective tax rate for the corresponding period of the prior year. Change in Accounting Principle Effective September 30, 2000, the Company adopted SFAS 133, which establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts and for hedging activities. All derivatives, whether designated in hedging relationships or not, are required to be recorded on the balance sheet at fair value. If the derivative is designated as a fair value hedge, the changes in fair value of the derivative and the hedged item are recognized in earnings. If the derivative is designated as a cash flow hedge, changes in the fair value of the derivative are recorded in other comprehensive income and are recognized in earnings when the hedged item affects earnings. The adoption of SFAS 133 resulted in an effect of change in accounting principle after tax gain of $1.8 million in 2001. Net loss Net loss for the three months ended December 28, 2001 was $0.4 million, or $0.05 per diluted share, compared to a loss of $1.5 million, or $0.18 per diluted share, for the corresponding period of the prior year. Financial Condition The following discusses changes in the Company's liquidity and capital resources related to continuing operations. Operations Cash flows used for operations totaled $17.0 million for the three months ended December 28, 2001 and $31.2 million for the corresponding period of the prior year. Accounts receivable seasonally increased $3.4 million for the three months ended December 28, 2001, compared to an increase of $0.2 million in the year ago period. However, the end-of-period balance is over $7 million lower than the corresponding period of the prior year due to improved management of working capital assets. Average days of sales outstanding are lower than the prior year by 12 days. The Company has also worked to reduce inventory levels at all businesses. Inventories increased by $7.5 million for the three months ended December 28, 2001 compared to an increase of $15.6 million in the prior year period. Inventories at December 28, 2001 were $12.2 million lower than the same period a year ago. The Company is producing products at levels adequate to meet consumer demand for the upcoming outdoor season. Accounts payable and accrued liabilities decreased $3.7 million for the three months ended December 28, 2001 and decreased $17.5 million for the corresponding period of the prior year. Depreciation and amortization charges were $2.4 million for the three months ended December 28, 2001 and $3.1 million for the corresponding period of the prior year. The decline from prior year is primarily related to the adoption of SFAS No. 142. -9- The Company recorded a write-down of impaired goodwill for $2.5 million related to the Airguide brand in the Motors business during the quarter ended December 29, 2000. Investing Activities Expenditures for property, plant and equipment were $1.3 million for the three months ended December 28, 2001 and $2.7 million for the corresponding period of the prior year. The Company's recurring investments are made primarily for tooling for new products and enhancements. In 2002, capitalized expenditures are anticipated to be consistent with those of the prior year. These expenditures are expected to be funded by working capital or existing credit facilities. The Company sold its headquarters facility to a related party in the first quarter. Proceeds from the sale were $5.0 million. A gain on the sale is being deferred due to the related party nature of the transaction. Financing Activities Cash flows from financing activities totaled $7.3 million for the three months ended December 28, 2001 and $30.9 million for the corresponding period of the prior year. The Company made principal payments on senior notes of $8.0 million in the current year and $6.0 million in the prior year. The Company consummated a private placement of long-term debt totaling $50.0 million during the first quarter. Proceeds from the private placement were used to reduce outstanding indebtedness under the Company's primary revolving credit facility. Market Risk Management The Company is exposed to market risk stemming from changes in foreign exchange rates, interest rates and, to a lesser extent, commodity prices. Changes in these factors could cause fluctuations in earnings and cash flows. In the normal course of business, exposure to certain of these market risks is managed by entering into hedging transactions authorized under Company policies that place controls on these activities. Hedging transactions involve the use of a variety of derivative financial instruments. Derivatives are used only where there is an underlying exposure, not for trading or speculative purposes. Foreign Operations The Company has significant foreign operations, for which the functional currencies are denominated primarily in Swiss and French francs, German marks, Italian lire, Japanese yen and Canadian dollars. As the values of the currencies of the foreign countries in which the Company has operations increase or decrease relative to the U.S. dollar, the sales, expenses, profits, assets and liabilities of the Company's foreign operations, as reported in the Company's Consolidated Financial Statements, increase or decrease, accordingly. The Company mitigates a portion of the fluctuations in certain foreign currencies through the purchase of foreign currency swaps, forward contracts and options to hedge known commitments, primarily for purchases of inventory and other assets denominated in foreign currencies. Interest Rates The Company's debt structure and interest rate risk are managed through the use of fixed and floating rate debt. The Company's primary exposure is to United States interest rates. The Company also periodically enters into interest rate swaps, caps or collars to hedge its exposure and lower financing costs. -10- Commodities Certain components used in the Company's products are exposed to commodity price changes. The Company manages this risk through instruments such as purchase orders and non-cancelable supply contracts. Primary commodity price exposures are metals, plastics and packaging materials. Sensitivity to Changes in Value The estimates that follow are intended to measure the maximum potential fair value or earnings the Company could lose in one year from adverse changes in foreign exchange rates or market interest rates under normal market conditions. The calculations are not intended to represent actual losses in fair value or earnings that the Company expects to incur. The estimates do not consider favorable changes in market rates. Further, since the hedging instrument (the derivative) inversely correlates with the underlying exposure, any loss or gain in the fair value of derivatives would be generally offset by an increase or decrease in the fair value of the underlying exposures. The positions included in the calculations are foreign exchange forwards, currency swaps and fixed rate debt. The calculations do not include the underlying foreign exchange positions that are hedged by these market risk sensitive instruments. The table below presents the estimated maximum potential one year loss in fair value and earnings before income taxes from a 10% movement in foreign currencies and a 100 basis point movement in interest rates on market risk sensitive instruments outstanding at December 28, 2001: - -------------------------------------------------------------------------------- (millions) Estimated Impact on - -------------------------------------------------------------------------------- Earnings Before Income Fair Value Taxes - -------------------------------------------------------------------------------- Foreign exchange rate instruments $0.2 $0.2 Interest rate instruments 2.1 0.7 ================================================================================ Other Factors The Company has not been significantly impacted by inflationary pressures over the last several years. The Company anticipates that changing costs of basic raw materials may impact future operating costs and, accordingly, the prices of its products. The Company is involved in continuing programs to mitigate the impact of cost increases through changes in product design and identification of sourcing and manufacturing efficiencies. Price increases and, in certain situations, price decreases are implemented for individual products, when appropriate. Accounting Change Effective September 29, 2001 the Company adopted SFAS No. 142, "Goodwill and Other Intangible Assets" (SFAS 142). In response to the adoption of this new standard, the Company ceased the amortization of goodwill. As such, net income for fiscal 2002 will be increased by approximately $1.5 million when compared to fiscal 2001. As required under SFAS 142, the Company has performed a phase one goodwill impairment test at September 29, 2001, which identified the reporting units with potential for goodwill impairment. The phase two analysis, used to measure the amount of any impairment loss, will be completed by the end of the second quarter of fiscal 2002. The preliminary analysis indicates a range of potential goodwill impairment of $5 to $25 million. Any adjustment will be recorded as a cumulative effect of a change in accounting principle net of tax and reflected as of the beginning of the fiscal year, with the first quarter 10-Q restated accordingly. -11- Pending Accounting Change In August 2001, the FASB issued SFAS No. 144, Accounting for Impairment or Disposal of Long-Lived Assets (SFAS 144). SFAS 144 establishes a single accounting model for long-lived assets to be disposed of by sale and provides additional implementation guidance for assets to be held and used and assets to be disposed of other than by sale. There will be no financial implication related to the adoption of SFAS 144, and the guidance will be applied on a prospective basis. The Company is required to adopt SFAS 144 in the first quarter of fiscal 2003. Item 3. Quantitative and Qualitative Disclosures About Market Risk Information with respect to this item is included in Management's Discussion and Analysis of Financial Condition and Results of Operations under the heading "Market Risk Management." PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) The following exhibits are filed as part of this Form 10-Q None (b) Reports on Form 8-K. No reports on Form 8-K were filed during the three months ended December 28, 2001. -12- JOHNSON OUTDOORS INC. SIGNATURES 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. JOHNSON OUTDOORS INC. Date: February 11, 2002 /s/ Helen P. Johnson-Leipold ------------------------------------------- Helen P. Johnson-Leipold Chairman and Chief Executive Officer /s/ Paul A. Lehmann ------------------------------------------- Paul A. Lehmann Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) -13-