Wisconsin
(State
or other jurisdiction of
incorporation
or organization)
|
39-1536083
(I.R.S.
Employer Identification No.)
|
Index
|
Page
No.
|
|||
PART
I
|
FINANCIAL
INFORMATION
|
|||
Item
1.
|
Financial
Statements
|
|||
|
1
|
|||
|
2
|
|||
|
3
|
|||
|
4
|
|||
Item
2.
|
|
13
|
||
Item
3.
|
|
22
|
||
Item
4.
|
|
23
|
||
PART
II
|
OTHER
INFORMATION
|
|||
Item
6.
|
|
23
|
||
|
24
|
|||
|
25
|
(thousands,
except per share data)
|
Three
Months Ended
|
|||||||
December
28
2007
|
December
29
2006
|
|||||||
Net
sales
|
$ | 75,967 | $ | 71,427 | ||||
Cost
of sales
|
46,678 | 42,907 | ||||||
Gross
profit
|
29,289 | 28,520 | ||||||
Operating
expenses:
|
||||||||
Marketing
and selling
|
20,167 | 18,598 | ||||||
Administrative
management, finance and information systems
|
10,678 | 9,305 | ||||||
Research
and development
|
3,025 | 2,850 | ||||||
Total
operating expenses
|
33,870 | 30,753 | ||||||
Operating
loss
|
(4,581 | ) | (2,233 | ) | ||||
Interest
income
|
(288 | ) | (171 | ) | ||||
Interest
expense
|
1,080 | 1,023 | ||||||
Other
expenses, net
|
54 | 1 | ||||||
Loss
before income taxes
|
(5,427 | ) | (3,086 | ) | ||||
Income
tax benefit
|
(1,803 | ) | (1,774 | ) | ||||
Loss
from continuing operations
|
(3,624 | ) | (1,312 | ) | ||||
Loss
from discontinued operations, net of income tax benefit of $626 and
$151,
respectively
|
(1,066 | ) | (257 | ) | ||||
Net
loss
|
$ | (4,690 | ) | $ | (1,569 | ) | ||
Loss
per common Class A and B shares, basic and diluted:
|
||||||||
Continuing
operations
|
$ | (0.40 | ) | $ | (0.14 | ) | ||
Discontinued
operations
|
$ | (0.12 | ) | $ | (0.03 | ) | ||
Net
loss per common Class A and B share, basic and diluted
|
$ | (0.52 | ) | $ | (0.17 | ) | ||
Dividends
per share:
|
||||||||
Class
A Common Stock
|
$ | (0.055 | ) | $ |
–
|
|||
Class
B Common Stock
|
$ | (0.050 | ) | $ |
–
|
(thousands,
except share data)
|
December
28
2007
(unaudited)
|
September
28
2007
(audited)
|
December
29
2006
(unaudited)
|
|||||||||
Assets
|
||||||||||||
Current
assets:
|
||||||||||||
Cash
and temporary cash investments
|
$ | 37,181 | $ | 39,232 | $ | 48,548 | ||||||
Accounts
receivable, less allowance for doubtful accounts of $2,473, $2,267
and
$2,437, respectively
|
69,127 | 57,275 | 56,518 | |||||||||
Inventories,
net
|
106,850 | 87,726 | 82,078 | |||||||||
Income
taxes refundable
|
642 | –– | 741 | |||||||||
Deferred
income taxes
|
11,551 | 11,029 | 9,421 | |||||||||
Other
current assets
|
9,875 | 8,253 | 10,726 | |||||||||
Assets
held for sale
|
359 | 1,706 | 2,075 | |||||||||
Total
current assets
|
235,585 | 205,221 | 210,107 | |||||||||
Property,
plant and equipment, net
|
36,740 | 36,406 | 32,068 | |||||||||
Deferred
income taxes
|
13,503 | 13,097 | 14,546 | |||||||||
Goodwill
|
54,714 | 51,454 | 44,435 | |||||||||
Intangible
assets, net
|
6,654 | 6,638 | 4,572 | |||||||||
Other
assets
|
7,155 | 6,868 | 6,340 | |||||||||
Total
assets
|
$ | 354,351 | $ | 319,684 | $ | 312,068 | ||||||
Liabilities
And Shareholders' Equity
|
||||||||||||
Current
liabilities:
|
||||||||||||
Short-term
notes payable
|
$ | 72,000 | $ | 22,000 | $ | 48,000 | ||||||
Current
maturities of long-term debt
|
10,002 | 10,800 | 10,801 | |||||||||
Accounts
payable
|
27,931 | 23,051 | 22,030 | |||||||||
Accrued
liabilities:
|
||||||||||||
Salaries,
wages and benefits
|
11,063 | 15,485 | 10,319 | |||||||||
Accrued
discounts and returns
|
5,740 | 5,524 | 6,002 | |||||||||
Accrued
interest payable
|
249 | 610 | 437 | |||||||||
Income
taxes payable
|
–– | 2,192 | – | |||||||||
Other
|
15,509 | 16,619 | 14,044 | |||||||||
Liabilities
held for sale
|
24 | 938 | 139 | |||||||||
Total
current liabilities
|
142,518 | 97,219 | 111,772 | |||||||||
Long-term
debt, less current maturities
|
3 | 10,006 | 10,005 | |||||||||
Other
liabilities
|
14,888 | 12,294 | 8,296 | |||||||||
Total
liabilities
|
157,409 | 119,519 | 130,073 | |||||||||
Shareholders'
equity:
|
||||||||||||
Preferred
stock: none issued
|
–– | – | –– | |||||||||
Common
stock:
|
||||||||||||
Class
A shares issued:
December
28, 2007, 7,989,049;
September
28, 2007, 7,949,617;
December
29, 2006, 7,903,932
|
399 | 397 | 395 | |||||||||
Class
B shares issued (convertible into Class A):
December
28, 2007, 1,217,409;
September
28, 2007, 1,217,409;
December
29, 2006, 1,217,977
|
61 | 61 | 61 | |||||||||
Capital
in excess of par value
|
57,165 | 56,835 | 55,747 | |||||||||
Retained
earnings
|
121,063 | 126,253 | 116,446 | |||||||||
Accumulated
other comprehensive income
|
18,254 | 16,619 | 9,346 | |||||||||
Total
shareholders' equity
|
196,942 | 200,165 | 181,995 | |||||||||
Total
liabilities and shareholders' equity
|
$ | 354,351 | $ | 319,684 | $ | 312,068 |
(thousands)
|
Three
Months Ended
|
|||||||
December
28
2007
|
December
29
2006
|
|||||||
Cash
Used For Operating Activities
|
||||||||
Net
loss
|
$ | (4,690 | ) | $ | (1,569 | ) | ||
Adjustments
to reconcile net loss to net cash used for operating
activities:
|
||||||||
Depreciation
|
2,382 | 2,133 | ||||||
Amortization
of intangible assets
|
68 | 25 | ||||||
Amortization
of deferred financing costs
|
28 | 44 | ||||||
Stock
based compensation
|
142 | 142 | ||||||
Deferred
income taxes
|
(361 | ) | 71 | |||||
Change
in operating assets and liabilities, net of effect of businesses
acquired
or sold:
|
||||||||
Accounts
receivable, net
|
(7,736 | ) | (3,362 | ) | ||||
Inventories,
net
|
(13,349 | ) | (18,578 | ) | ||||
Accounts
payable and accrued liabilities
|
(9,679 | ) | (6,056 | ) | ||||
Other
current assets
|
(888 | ) | (3,561 | ) | ||||
Other,
net
|
1,078 | (131 | ) | |||||
(33,005 | ) | (30,842 | ) | |||||
Cash
Used For Investing Activities
|
||||||||
Payments
for purchase of business
|
(5,977 | ) | (1,491 | ) | ||||
Additions
to property, plant and equipment
|
(2,386 | ) | (2,657 | ) | ||||
(8,363 | ) | (4,148 | ) | |||||
Cash
Provided By Financing Activities
|
||||||||
Net
borrowings from short-term notes payable
|
50,000 | 48,000 | ||||||
Principal
payments on senior notes and other long-term debt
|
(10,800 | ) | (17,001 | ) | ||||
Excess
tax benefits from stock based compensation
|
15 | 4 | ||||||
Dividends
paid
|
(499 | ) | – | |||||
Common
stock transactions
|
175 | 168 | ||||||
38,891 | 31,171 | |||||||
Effect
of foreign currency fluctuations on cash
|
426 | 678 | ||||||
Decrease
in cash and temporary cash investments
|
(2,051 | ) | (3,141 | ) | ||||
Cash
And Temporary Cash Investments
|
||||||||
Beginning
of period
|
39,232 | 51,689 | ||||||
End
of period
|
$ | 37,181 | $ | 48,548 |
Three
Months Ended
|
||||||||
December
28
2007
|
December
29
2006
|
|||||||
Loss
from continuing operations
|
$ | (3,624 | ) | $ | (1,312 | ) | ||
Loss
from discontinued operations, net of income tax benefit of $626 and
$151,
respectively
|
(1,066 | ) | (257 | ) | ||||
Net
loss
|
$ | (4,690 | ) | $ | (1,569 | ) | ||
Weighted
average common Class A and B shares – Basic
|
9,071,265 | 9,005,615 | ||||||
Dilutive
stock options and restricted stock
|
– | – | ||||||
Loss
per common Class A and B share, basic and diluted:
|
||||||||
Continuing
operations
|
$ | (0.40 | ) | $ | (0.14 | ) | ||
Discontinued
operations
|
$ | (0.12 | ) | $ | (0.03 | ) | ||
Net
loss per common Class A and B share, basic and diluted
|
$ | (0.52 | ) | $ | (0.17 | ) |
Shares
|
Weighted
Average
Exercise
Price
|
Weighted
Average Remaining Contractual Term (Years)
|
Aggregate
Intrinsic Value
|
|||||||||||||
Outstanding
at September 28, 2007
|
286,393 | $ | 8.66 | 3.0 | $ | 3,713 | ||||||||||
Granted
|
– | |||||||||||||||
Exercised
|
(10,000 | ) | 17.50 | 44 | ||||||||||||
Outstanding
and exercisable at December 28, 2007
|
276,393 | $ | 8.34 | 2.9 | $ | 3,830 |
Shares
|
Weighted
Average
Grant
Price
|
|||||||
Unvested
restricted stock at September 28, 2007
|
105,102 | $ | 17.39 | |||||
Restricted
stock grants
|
29,432 | 22.34 | ||||||
Unvested
restricted stock at December 28, 2007
|
134,534 | $ | 18.47 |
Three
Months Ended
|
||||||||
December
28
2007
|
December
29
2006
|
|||||||
Components
of net periodic benefit cost:
|
||||||||
Service
cost
|
$ | 158 | $ | 176 | ||||
Interest
on projected benefit obligation
|
251 | 231 | ||||||
Less
estimated return on plan assets
|
(231 | ) | (218 | ) | ||||
Amortization
of unrecognized:
|
||||||||
Net
loss
|
23 | 67 | ||||||
Prior
service cost
|
– | – | ||||||
Transition
asset
|
2 | 2 | ||||||
Net
amount recognized
|
$ | 203 | $ | 258 |
December
28
2007
|
September
28
2007
|
December
29
2006
|
||||||||||
Raw
materials
|
$ | 38,592 | $ | 34,585 | $ | 31,666 | ||||||
Work
in process
|
3,964 | 3,850 | 3,400 | |||||||||
Finished
goods
|
68,543 | 53,315 | 50,510 | |||||||||
111,099 | 91,750 | 85,576 | ||||||||||
Less
inventory reserves
|
4,249 | 4,024 | 3,498 | |||||||||
$ | 106,850 | $ | 87,726 | $ | 82,078 |
Total
current assets
|
$ | 8,481 | ||
Property,
plant and equipment
|
55 | |||
Other
intangibles
|
24 | |||
Goodwill
|
2,519 | |||
Total
assets acquired
|
11,079 | |||
Total
liabilities assumed
|
5,102 | |||
Net
purchase price
|
$ | 5,977 |
December
28
2007
|
December
29
2006
|
|||||||
Balance
at beginning of quarter
|
$ | 51,454 | $ | 42,947 | ||||
Amount
attributable to Geonav acquisition
|
2,519 | - | ||||||
Amount
attributable to Lendal acquisition
|
- | 844 | ||||||
Amount
attributable to movements in foreign currencies
|
741 | 644 | ||||||
Balance
at end of quarter
|
$ | 54,714 | $ | 44,435 |
December
28
2007
|
December
29
2006
|
|||||||
Balance
at beginning of quarter
|
$ | 4,290 | $ | 3,844 | ||||
Expense
accruals for warranties issued during the period
|
837 | 1,166 | ||||||
Less
current period warranty claims paid
|
975 | 722 | ||||||
Balance
at end of quarter
|
$ | 4,152 | $ | 4,288 |
Three
Months Ended
|
||||||||
December
28
2007
|
December
29
2006
|
|||||||
Net
loss
|
$ | (4,690 | ) | $ | (1,569 | ) | ||
Translation
adjustments
|
2,446 | 2,393 | ||||||
Loss
on cash flow hedge, net of tax
|
(811 | ) | – | |||||
Comprehensive
income (loss)
|
$ | (3,055 | ) | $ | 824 |
Employee
Termination
Costs
|
Contract
Exit Costs
|
Total
|
||||||||||
Accrued
liabilities as of September 28, 2007
|
$ | 147 | $ | 116 | $ | 263 | ||||||
Activity
during quarter ended December 28, 2007:
|
||||||||||||
Additional
charges (recoveries)
|
||||||||||||
Charges
to earnings
|
– | – | – | |||||||||
Settlement
payments and other
|
(147 | ) | (27 | ) | (174 | ) | ||||||
Accrued
liabilities as of December 28, 2007
|
$ | – | $ | 89 | $ | 89 |
Three
Months Ended
|
||||||||
December
28
2007
|
December
29
2006
|
|||||||
Net
sales:
|
||||||||
Marine
electronics:
|
||||||||
Unaffiliated
customers
|
$ | 33,255 | $ | 29,456 | ||||
Interunit
transfers
|
8 | 10 | ||||||
Outdoor
equipment:
|
||||||||
Unaffiliated
customers
|
7,975 | 13,683 | ||||||
Interunit
transfers
|
10 | 7 | ||||||
Watercraft:
|
||||||||
Unaffiliated
customers
|
13,439 | 11,455 | ||||||
Interunit
transfers
|
15 | 12 | ||||||
Diving:
|
||||||||
Unaffiliated
customers
|
21,240 | 16,777 | ||||||
Interunit
transfers
|
290 | 142 | ||||||
Other/Corporate
|
58 | 56 | ||||||
Eliminations
|
(323 | ) | (171 | ) | ||||
$ | 75,967 | $ | 71,427 | |||||
Operating
profit (loss):
|
||||||||
Marine
electronics
|
$ | 263 | $ | 204 | ||||
Outdoor
equipment
|
(382 | ) | 1,643 | |||||
Watercraft
|
(2,113 | ) | (1,984 | ) | ||||
Diving
|
560 | 631 | ||||||
Other/Corporate
|
(2,909 | ) | (2,727 | ) | ||||
$ | (4,581 | ) | $ | (2,233 | ) | |||
Total
assets (end of period):
|
||||||||
Marine
electronics
|
$ | 120,885 | $ | 90,176 | ||||
Outdoor
equipment
|
28,247 | 30,531 | ||||||
Watercraft
|
63,029 | 59,727 | ||||||
Diving
|
120,248 | 103,124 | ||||||
Other/Corporate
|
21,583 | 26,435 | ||||||
Assets
held for sale
|
359 | 2,075 | ||||||
$ | 354,351 | $ | 312,068 |
|
§
|
Marine
Electronics revenues increased 12.9% over the prior year quarter,
driven
by increased sales of Humminbird fishfinder / GPS combo units and
export
sales.
|
|
§
|
Watercraft
revenues were up 17.3% versus prior year on the strength of new
paddlesport products, which drove growth in sales to large retail
customers and specialty retail accounts.
|
|
§
|
Diving
revenues increased 27.2% due to strong sales of new products, the
Seemann
acquisition, and favorable foreign currency translation. New product
sales, including the Galileo dive computer, comprised 45% of total
revenues for Diving for the current quarter.
|
|
§
|
Outdoor
Equipment revenues were down 41.6% as the expected slowing of military
sales continued, declining 57.6% versus the prior year quarter. Consumer
products were down 23.4%, largely due to a special promotional program
in
the prior year quarter which was not repeated in the current year
quarter.
|
Year
Ended
|
|
|||||||||||||||||||||||
September
28, 2007
|
September
29, 2006
|
September
30, 2005
|
||||||||||||||||||||||
Quarter
Ended
|
Net
Sales
|
Operating
Profit
(Loss)
|
Net
Sales
|
Operating
Profit
(Loss)
|
Net
Sales
|
Operating
Profit
(Loss)
|
||||||||||||||||||
December
|
17 | % | (15 | )% | 19 | % | (4 | )% | 20 | % | – | % | ||||||||||||
March
|
28 | 23 | 27 | 40 | 28 | 54 | ||||||||||||||||||
June
|
35 | 82 | 34 | 67 | 32 | 76 | ||||||||||||||||||
September
|
20 | 10 | 20 | (3 | ) | 20 | (30 | ) | ||||||||||||||||
100 | % | 100 | % | 100 | % | 100 | % | 100 | % | 100 | % |
(millions)
|
Three
Months
Ended
|
|||||||
December
28
2007
|
December
29
2006
|
|||||||
Net
sales:
|
||||||||
Marine
electronics
|
$ | 33.3 | $ | 29.5 | ||||
Outdoor
equipment
|
8.0 | 13.7 | ||||||
Watercraft
|
13.5 | 11.5 | ||||||
Diving
|
21.5 | 16.9 | ||||||
Other/eliminations
|
(0.3 | ) | (0.2 | ) | ||||
Total
|
$ | 76.0 | $ | 71.4 | ||||
Operating
profit (loss):
|
||||||||
Marine
electronics
|
$ | 0.3 | $ | 0.2 | ||||
Outdoor
equipment
|
(0.4 | ) | 1.6 | |||||
Watercraft
|
(2.1 | ) | (2.0 | ) | ||||
Diving
|
0.6 | 0.6 | ||||||
Other/eliminations
|
(3.0 | ) | (2.6 | ) | ||||
Total
|
$ | (4.6 | ) | $ | (2.2 | ) |
(millions)
|
Three
Months Ended
|
|||||||
December
28
2007
|
December
29
2006
|
|||||||
Cash
provided by (used for):
|
||||||||
Operating
activities
|
$ | (33.0 | ) | $ | (30.8 | ) | ||
Investing
activities
|
(8.4 | ) | (4.1 | ) | ||||
Financing
activities
|
38.9 | 31.2 | ||||||
Effect
of exchange rate changes
|
0.4 | 0.6 | ||||||
Decrease
in cash and temporary cash investments
|
$ | (2.1 | ) | $ | (3.1 | ) |
Payment
Due by Period
|
||||||||||||||||||||
(millions)
|
Total
|
Remainder 2008
|
2009/10 | 2011/12 |
2013
&
After
|
|||||||||||||||
Long-term
debt
|
$ | 10.0 | $ | 10.0 | $ | – | $ | – | $ | – | ||||||||||
Short-term
debt
|
72.0 | 72.0 | – | – | – | |||||||||||||||
Operating
lease obligations
|
26.3 | 4.4 | 8.0 | 5.6 | 8.3 | |||||||||||||||
Open
purchase orders
|
74.3 | 74.3 | – | – | – | |||||||||||||||
Contractually
obligated interest payments
|
1.0 | 0.6 | 0.4 | – | – | |||||||||||||||
Total
contractual obligations
|
$ | 183.6 | $ | 161.3 | $ | 8.4 | $ | 5.6 | $ | 8.3 |
(millions)
|
Estimated
Impact on
|
|||||||
Fair
Value
|
Earnings
Before Income Taxes
|
|||||||
Interest
rate instruments
|
$ | 0.1 | $ | 0.1 |
JOHNSON
OUTDOORS INC.
|
|
Signatures
Dated: February 6, 2008
|
|
/s/
Helen P.
Johnson-Leipold
|
|
Helen
P. Johnson-Leipold
Chairman
and Chief Executive Officer
|
|
/s/
David W.
Johnson
|
|
David
W. Johnson
Vice
President and Chief Financial Officer
(Principal
Financial and Accounting Officer)
|
Exhibit
Number
|
Description
|
31.1
|
|
31.2
|
|
32
(1)
|
2)
|
Based
on my knowledge, this report does not contain any untrue statement
of a
material fact or omit to state a material fact necessary to make
the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
report;
|
3)
|
Based
on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects
the
financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
|
4)
|
The
registrant’s other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a)
|
Designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to
ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is
being
prepared;
|
|
b)
|
Designed
such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision,
to
provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles;
|
|
c)
|
Evaluated
the effectiveness of the registrant’s disclosure controls and procedures
and presented in this report our conclusions about the effectiveness
of
the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation; and
|
|
d)
|
Disclosed
in this report any change in the registrant’s internal control over
financial reporting that occurred during the registrant’s most recent
fiscal quarter (the registrant’s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely
to
materially affect, the registrant’s internal control over financial
reporting; and
|
|
a)
|
All
significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s ability to record,
process, summarize and report financial information; and
|
|
b)
|
Any
fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant’s internal control
over financial reporting.
|
Date:
|
February
6, 2008
|
/s/ Helen P. Johnson-Leipold | |
Helen
P. Johnson-Leipold
Chairman
and Chief Executive Officer
|
1)
|
I
have reviewed this Quarterly Report on Form 10-Q of Johnson Outdoors
Inc.;
|
2)
|
Based
on my knowledge, this report does not contain any untrue statement
of a
material fact or omit to state a material fact necessary to make
the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
report;
|
3)
|
Based
on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects
the
financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
|
4)
|
The
registrant’s other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a)
|
Designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to
ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is
being
prepared;
|
|
b)
|
Designed
such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision,
to
provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles;
|
|
c)
|
Evaluated
the effectiveness of the registrant’s disclosure controls and procedures
and presented in this report our conclusions about the effectiveness
of
the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation; and
|
|
d)
|
Disclosed
in this report any change in the registrant’s internal control over
financial reporting that occurred during the registrant’s most recent
fiscal quarter (the registrant’s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely
to
materially affect, the registrant’s internal control over financial
reporting; and
|
5)
|
The
registrant’s other certifying officer and I have disclosed, based on our
most recent evaluation of internal control over financial reporting,
to
the registrant’s auditors and the audit committee of registrant’s board of
directors (or persons performing the equivalent functions):
|
|
a)
|
All
significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s ability to record,
process, summarize and report financial information; and
|
|
b)
|
Any
fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant’s internal control
over financial reporting.
|
Date:
|
February
6, 2008
|
/s/ David W. Johnson | |
David
W. Johnson
Vice
President and Chief Financial Officer
Treasurer
|
/s/ Helen P. Johnson-Leipold |
Helen
P. Johnson-Leipold
Chairman
and Chief Executive Officer
February
6, 2008
|
/s/ David W. Johnson |
David
W. Johnson
Vice
President and Chief Financial Officer
Treasurer
February
6, 2008
|