Columbia Sportswear 2014 Annual Report Download

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ANNUAL REPORT
TO SHAREHOLDERS
2014

Table of contents

  • Page 1
    ANNUAL REPORT 2014 TO SHAREHOLDERS

  • Page 2
    ... Fellow Shareholders: 2014 WAS AN OUTSTANDING YEAR FOR COLUMBIA SPORTSWEAR COMPANY We strengthened our brands, reignited sales growth in North America and Europe, made significant progress on major operational technology projects, expanded our brand portfolio, established a joint venture in China...

  • Page 3
    ... of our wholesale sales function in North America, as well as direct-to-consumer operations in North America and Europe. He now also directs the brand leaders at our Mountain Hardwear® brand, headquartered in Richmond, CA, and prAna® brand, headquartered in Carlsbad, CA. In summary, 2014 was...

  • Page 4
    ...COLUMBIA SPORTSWEAR COMPANY (Exact name of registrant as specified in its charter) Oregon (State or other jurisdiction of incorporation or organization) 93-0498284 (IRS Employer Identification Number) 14375 Northwest Science Park Drive Portland, Oregon (Address of principal executive offices...

  • Page 5
    ... III Directors, Executive Officers and Corporate Governance Executive Compensation Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Certain Relationships and Related Transactions, and Director Independence Principal Accountant Fees and Services PART IV...

  • Page 6
    ..., our products have earned an international reputation for innovation, quality and performance. We design, source, market and distribute outdoor and active lifestyle apparel, footwear, accessories and equipment under four primary brands: Columbia® The Columbia brand is our largest brand, offering...

  • Page 7
    ...Part II, Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations. Products We provide high quality apparel, footwear, accessories and equipment for use in a wide range of outdoor and active lifestyle activities by men, women and youth, designed to keep consumers...

  • Page 8
    Footwear We design, develop, market and distribute footwear products for men and women under our Columbia, Sorel and Montrail brands and for youth under our Columbia and Sorel brands. Our footwear products seek to address the needs of outdoor consumers who participate in activities that typically ...

  • Page 9
    ..., New Zealand, Latin America and Asia. In addition, as of December 31, 2014, there were 151 and 256 dealer-operated, branded, outlet and shop-in-shop locations in Japan and Korea, respectively. We also sell Columbia, Mountain Hardwear, Sorel and Montrail products through e-commerce websites in...

  • Page 10
    ...merchandising display tools. We also employ teams that visit our customers' retail locations in major cities around the world to facilitate favorable in-store presentation of our products. We operate branded e-commerce websites and marketing websites in North America, Europe, Japan, Korea, and China...

  • Page 11
    ... Management As a branded consumer products company, inventory represents one of the largest and riskiest capital commitments in our business model. We begin designing and developing our seasonal product lines approximately 12 months prior to soliciting advance orders from our wholesale customers...

  • Page 12
    ...the end-use market for outdoor and active lifestyle apparel, footwear, accessories and equipment are brand strength, product innovation, product design, functionality, durability, marketing effectiveness and price. In addition to competing for end-consumer and wholesale market share, we also compete...

  • Page 13
    ... on management, financial, product design, marketing, distribution, supply chain and other resources, and we may have operating difficulties as a result. For example, in support of our strategic initiatives, we are making significant investments in our business processes and information technology...

  • Page 14
    ... on information technology. Information systems are used across our supply chain and retail operations, from design to distribution and sales, and are used as a method of communication among employees, with our subsidiaries and liaison offices overseas and with our customers and retail stores. We...

  • Page 15
    ... of service and loss of existing or potential customers that may impede our sales, manufacturing, distribution or other critical functions. We Depend on Contract Manufacturers Our products are manufactured by contract manufacturers worldwide. Although we enter into purchase order commitments...

  • Page 16
    ... may have annual purchase minimums which must be met in order to retain the distribution rights, the distributors are not otherwise obligated to purchase product. Sales to our retailers and distributors are generally on an order-by-order basis and are subject to rights of cancellation and 12

  • Page 17
    ... to human error; Consumer acceptance of our products or changes in consumer demand for products of our competitors; Unanticipated changes in general market conditions or other factors, which may result in lower advance orders from wholesale customers and independent distributors, cancellations of...

  • Page 18
    ...pursue growth through strategic acquisitions of assets or companies. Acquisitions, including our acquisition of prAna in May 2014, are subject to many risks, including potential loss of significant customers or key personnel of the acquired business as a result of the change in ownership; difficulty...

  • Page 19
    ... new employees or retain existing employees to operate the joint venture. Additionally, turnover in key management positions in China could impair our ability to execute our growth strategy, which may negatively affect the value of our investment in the joint venture and the growth of our sales...

  • Page 20
    ...by designing and marketing apparel, footwear, equipment and accessories under their own private labels. For example, in the United States and Europe, several of our largest customers have developed significant private label brands during the past decade that compete directly with our products. These...

  • Page 21
    ... Sorel and prAna brands, which are generally more sensitive to fashion trends. We also face risks because our business requires us and our customers to anticipate consumer preferences. Our decisions about product designs often are made far in advance of consumer acceptance. Although we try to manage...

  • Page 22
    ...performance of services by third parties, including those involved in shipping product to and from our distribution facilities. In the United States, we rely primarily on our distribution centers in Portland, Oregon, Robards, Kentucky and a leased facility in Carlsbad, California; in Canada, we rely...

  • Page 23
    ...is governed by French law, including a formal representation of employees by a Works Council and the application of a collective bargaining agreement. Labor disputes at contract manufacturers where our goods are produced, shipping ports, transportation carriers, retail stores or distribution centers...

  • Page 24
    ...and develop key managers, designers, sales and information technology professionals and others. We face intense competition for these individuals worldwide, and there is a significant concentration of well-funded apparel and footwear competitors in and around our headquarters in Portland, Oregon. We...

  • Page 25
    ... us: Corporate Headquarters: Portland, Oregon (1 location)-owned U.S. Distribution Facilities: Portland, Oregon (1 location)-owned Robards, Kentucky (1 location)-owned Canadian Operation and Distribution Facility: London, Ontario (1 location)-owned ----- (1) Europe Headquarters: Geneva, Switzerland...

  • Page 26
    ...Global Apparel Innovation and Design, Product Design Vice President of Global Apparel Merchandising Senior Vice President of Legal and Corporate Affairs, General Counsel and Secretary (1) Senior Vice President of Retail-North America/EMEA (1) Vice President of United States Apparel Sales Senior Vice...

  • Page 27
    ... Direct sales. Prior to joining Columbia, Mr. Fogliato served as general manager of Europe for the Billabong Group and as a member of that company's executive board. From 1997 to 2003, Mr. Fogliato held various European leadership positions with The North Face brand culminating as general manager...

  • Page 28
    ... of Global Product Manufacturing. Prior to joining Columbia, Mr. Woodside served as Vice President Global Manufacturing at VF Corporation from 2013 to 2014 and General Manager of Greater China at Nike, Inc. from 2009 to 2013, and held various other senior sourcing and supply chain roles at NIKE, Inc...

  • Page 29
    ...Market and trades under the symbol "COLM." At February 13, 2015, we had approximately 313 shareholders of record. All references below to per share amounts have been retroactively adjusted to reflect our September 26, 2014 two-for-one stock split. Following are the quarterly high and low sale prices...

  • Page 30
    Columbia Sportswear Company Stock Price Performance December 31, 2009-December 31, 2014 Total Return Analysis 12/31/2009 12/31/2010 12/31/2011 12/31/2012 12/31/2013 12/31/2014 Columbia Sportswear Co. S&P 400 Mid-Cap Index Russell 3000 Textiles Apparel Mfrs. Issuer Purchases of Equity Securities $...

  • Page 31
    ...aggregate purchase price of approximately $456,443,000. Shares of our common stock may be purchased in the open market or through privately negotiated transactions, subject to market conditions. The repurchase program does not obligate us to acquire any specific number of shares or to acquire shares...

  • Page 32
    ...-one stock split. Year Ended December 31, 2014 2013 2012 2011 2010 (In thousands, except per share amounts) Statement of Operations Data: Net sales Net income attributable to Columbia Sportswear Company Per Share of Common Stock Data: Earnings per share attributable to Columbia Sportswear Company...

  • Page 33
    ..., market and distribute outdoor and active lifestyle apparel, footwear, accessories and equipment under the Columbia, Mountain Hardwear, Sorel, prAna and Montrail brands. Our products are sold through a mix of wholesale distribution channels, independent distributors, and our own direct-to-consumer...

  • Page 34
    ... in prAna Living LLC ("prAna") for $188.5 million, net of acquired cash. PrAna is a lifestyle apparel brand sold through approximately 1,400 select specialty and online retailers across North America, as well as through five company-owned retail stores, an e-commerce site and direct-mail catalogs...

  • Page 35
    ... driving sustainable, profitable sales growth by providing innovative products at accessible prices, transforming our global supply chain and information technology platforms, managing inventory, and nurturing stronger emotional connections with consumers through compelling marketing communications...

  • Page 36
    ... in 2013. The increase in net sales in the United States was led by a net sales increase in apparel, accessories and equipment, followed by footwear, and was led by a net sales increase in our direct-to-consumer channel, followed by our wholesale business and $53.7 million of incremental prAna brand...

  • Page 37
    ... in the United States was led by our direct-to-consumer business, followed by our wholesale business and incremental prAna brand net sales. The apparel, accessories and equipment net sales increase in the LAAP region consisted of incremental sales by our China joint venture. Net sales of footwear...

  • Page 38
    ... with the China joint venture and prAna; Increased demand creation expenses; The expansion of our direct-to-consumer operations globally; Increased operating costs of our new ERP and related information technology initiatives; and Increased personnel and incentive compensation costs; partially...

  • Page 39
    ...in apparel, accessories and equipment, and was led by the Sorel brand, followed by the Columbia brand, partially offset by a net sales decrease in the Mountain Hardwear brand. The Canada net sales increase was led by direct-to-consumer sales driven by the opening of a second retail store during 2013...

  • Page 40
    ...in North America late in 2013, resulting in increased direct-to-consumer net sales. The Mountain Hardwear brand net sales decrease was led by the LAAP region, followed by the United States and Canada, partially offset by a net sales increase in the EMEA region. Sales by Product Category Net sales by...

  • Page 41
    ...million in 2013. For 2014, net cash used in investing activities primarily consisted of $188.5 million for the net cash purchase of prAna and $60.3 million for capital expenditures, including development of our ongoing global ERP system and investments in our direct-to-consumer businesses, partially...

  • Page 42
    ... with all associated covenants. Internationally, our subsidiaries have operating lines of credit in place guaranteed by the parent company with a combined limit of approximately $92.6 million at December 31, 2014, of which $2.8 million is designated as a European customs guarantee. At December 31...

  • Page 43
    ...regularly assess these risks and have established policies and business practices designed to mitigate their effects. We do not engage in speculative trading in any financial or capital market. Our primary currency exchange rate risk management objective is to mitigate the uncertainty of anticipated...

  • Page 44
    ... customer. Retail store revenues are recorded at the time of sale. Revenue is recorded net of sales taxes, value added taxes or similar taxes, which are collected on behalf of local taxing authorities. Where title passes upon receipt by the customer, predominantly in our European wholesale business...

  • Page 45
    ...compares the estimated fair value of the reporting unit with the carrying amount of that reporting unit. We estimate the fair value of our reporting units using a combination of discounted cash flow analysis, comparisons with the market values of similar publicly traded companies and other operating...

  • Page 46
    ...determined using an estimate of our annual effective tax rate, adjusted for ...value and is recognized as expense over the requisite service period using the straight-line attribution method. We estimate stock-based compensation for stock awards granted using the Black-Scholes option pricing model...

  • Page 47
    ... the United States of America. These systems are supplemented by the selection and training of qualified financial personnel and an organizational structure providing for appropriate segregation of duties. The Audit Committee is responsible for appointing the independent registered public accounting...

  • Page 48
    ... standards of the Public Company Accounting Oversight Board (United States), the Company's internal control over financial reporting as of December 31, 2014, based on the criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the...

  • Page 49
    ... Common stock (no par value); 250,000 shares authorized; 69,828 and 69,190 issued and outstanding (Note 15) Retained earnings Accumulated other comprehensive income (Note 18) Total Columbia Sportswear Company shareholders' equity Non-controlling interest (Note 5) Total equity Total liabilities...

  • Page 50
    COLUMBIA SPORTSWEAR COMPANY CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) Year Ended December 31, 2013 2012 2014 Net sales Cost of sales Gross profit Selling, general and administrative expenses Net licensing income Income from operations Interest income, net ...

  • Page 51
    COLUMBIA SPORTSWEAR COMPANY CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands) Year Ended December 31, 2014 2013 2012 Net income Other comprehensive loss: Unrealized holding gains (losses) on available-for-sale securities (net of tax (expense) benefit of ($5), ($2), and $4, ...

  • Page 52
    COLUMBIA SPORTSWEAR COMPANY CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Year Ended December 31, 2014 2013 2012 Cash flows from operating activities: Net income Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization Loss on disposal ...

  • Page 53
    ...In thousands) Columbia Sportswear Company Shareholders' Equity Common Stock Shares Outstanding Amount Retained Earnings Accumulated Other Comprehensive Income NonControlling Interest Total BALANCE, JANUARY 1, 2012 Net income Other comprehensive income (loss): Unrealized holding losses on available...

  • Page 54
    ... 1-BASIS OF PRESENTATION AND ORGANIZATION Nature of the business: Columbia Sportswear Company is a global leader in the design, sourcing, marketing and distribution of outdoor and active lifestyle apparel, footwear, accessories and equipment. Principles of consolidation: The consolidated financial...

  • Page 55
    ... Charges during the years ended December 31, 2014 and 2012 were recorded in the United States and EMEA regions for retail stores. The charge during the year ended December 31, 2013 was recorded in the EMEA region for its European distribution center. Intangible assets and goodwill: Intangible assets...

  • Page 56
    ... estimated fair value of the reporting unit with the carrying amount of that reporting unit. The Company estimates the fair value of its reporting units using a combination of discounted cash flow analysis, comparisons with the market values of similar publicly traded companies and other operating...

  • Page 57
    .... Retail store revenues are recorded at the time of sale. Revenue is recorded net of sales taxes, value added taxes or similar taxes, which are collected on behalf of local taxing authorities. Where title passes upon receipt by the customer, predominantly in the Company's European wholesale business...

  • Page 58
    ...net of acquired cash of$4,946,000. PrAna is a lifestyle apparel brand sold through approximately 1,400 select specialty and online retailers across North America, as well as through five company-owned retail stores, an ecommerce site and direct-mail catalogs. The acquisition of prAna strengthens and...

  • Page 59
    COLUMBIA SPORTSWEAR COMPANY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(Continued) PrAna contributed net sales of $53,715,000 and net loss of $2,434,000 to the Company from May 31, 2014 to December 31, 2014, including amortization of acquired assets of $7,326,000. In addition, the Company incurred ...

  • Page 60
    ...concentrations The Company's products are produced by contract manufacturers located outside the United States, principally in Southeast Asia. Apparel is manufactured in approximately 17 countries, with Vietnam and China accounting for approximately 68% of 2014 global apparel production. Footwear is...

  • Page 61
    ...% controlling interest in a joint venture formed with Swire Resources, Limited ("Swire") to support the development of the Company's business in China. The joint venture was in a formation and start-up phase during 2013 and began operations on January 1, 2014. In 2013, Swire made an initial capital...

  • Page 62
    COLUMBIA SPORTSWEAR COMPANY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Intangible assets The following table summarizes the Company's identifiable intangible assets balance (in thousands): December 31, 2014 2013 Intangible assets subject to amortization: Patents and purchased technology...

  • Page 63
    COLUMBIA SPORTSWEAR COMPANY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Euro Overnight Index Average plus 75 basis points, respectively. There was no balance outstanding under either line at December 31, 2014 or 2013. The Company's Japanese subsidiary has two separate unsecured and ...

  • Page 64
    COLUMBIA SPORTSWEAR COMPANY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(Continued) 2014 Year Ended December 31, 2013 2012 Current: Federal State and local Non-U.S. Deferred: Federal State and local Non-U.S. Income tax expense $ 42,790 3,175 20,679 66,644 (5,147) (739) (4,096) (9,982) $ 14,953 ...

  • Page 65
    ... authorities throughout the world, including such major jurisdictions as Canada, China, France, Japan, South Korea, Switzerland and the United States. The Company has effectively settled Canadian tax examinations of all years through 2009, Japanese tax examinations of all years through 2010, French...

  • Page 66
    ... 30 days of service. The Company may elect to make discretionary matching and/or non-matching contributions. All Company contributions to the plan as determined by the Board of Directors totaled $7,056,000, $5,200,000 and $4,966,000 for the years ended December 31, 2014, 2013 and 2012, respectively...

  • Page 67
    COLUMBIA SPORTSWEAR COMPANY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(Continued) The Company sponsors a nonqualified retirement savings plan for certain senior management employees whose contributions to the tax qualified 401(k) plan would be limited by provisions of the Internal Revenue Code. ...

  • Page 68
    ... in open production purchase orders. At December 31, 2014, inventory purchase obligations were $287,002,000. Litigation The Company is involved in litigation and various legal matters arising in the normal course of business, including matters related to employment, retail, intellectual property...

  • Page 69
    ..., 2014, 2013 and 2012, respectively. Stock Options Options to purchase the Company's common stock are granted at exercise prices equal to or greater than the fair market value of the Company's common stock on the date of grant. Options generally vest and become exercisable ratably on an annual basis...

  • Page 70
    .... The total cash received as a result of stock option exercises for the years ended December 31, 2014, 2013 and 2012 was $22,277,000, $19,537,000 and $14,600,000, respectively. Restricted Stock Units Service-based restricted stock units are granted at no cost to key employees and generally vest over...

  • Page 71
    COLUMBIA SPORTSWEAR COMPANY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(Continued) The fair value of service-based and performance-based restricted stock units is discounted by the present value of the estimated future stream of dividends over the vesting period using the Black-Scholes model. The ...

  • Page 72
    ... to Columbia Sportswear Company, net of related tax effects, for the years ended December 31, 2014, 2013 and 2012 (in thousands): Unrealized gains (losses) on available for sale securities Unrealized holding gains (losses) on derivative transactions Foreign currency translation adjustments Total...

  • Page 73
    ... of the Company's internal organization, management, and oversight structure. Each geographic segment operates predominantly in one industry: the design, development, marketing and distribution of outdoor and active lifestyle apparel, footwear, accessories and equipment. Intersegment net sales and...

  • Page 74
    ...extent, interest rate risk and equity market risk. The Company regularly assesses these risks and has established policies and business practices designed to mitigate them. The Company does not engage in speculative trading in any financial market. The Company actively manages the risk of changes in...

  • Page 75
    ... dollar inventory purchases and in net sales for hedges of anticipated Canadian dollar sales. Hedge ineffectiveness was not material during the years ended December 31, 2014, 2013 and 2012. The Company also uses currency forward contracts not formally designated as hedges to manage the consolidated...

  • Page 76
    COLUMBIA SPORTSWEAR COMPANY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Balance Sheet Classification December 31, 2014 2013 Derivative instruments designated as cash flow hedges: Derivative instruments in asset positions: Currency forward contracts Currency forward contracts Derivative ...

  • Page 77
    ...in active markets, that are observable, either directly or indirectly; or observable market prices in markets with insufficient volume and/or infrequent transactions; and Level 3 - unobservable inputs for which there is little or no market data available, that require the reporting entity to develop...

  • Page 78
    ... in the marketplace and quoted prices in markets with limited volume or infrequent transactions. Non-recurring fair value measurements: During the fourth quarter of 2013, the Company recorded an impairment in its EMEA segment of $8,995,000 for its European distribution center in Cambrai, France...

  • Page 79
    ...("TSAs") with Swire, the non-controlling shareholder in the joint venture, under which Swire renders administrative and information technology services and operates certain retail stores on behalf of the joint venture. The joint venture incurred service fees, valued under the TSAs at Swire's cost of...

  • Page 80
    ... First Quarter $ (0.09) $ (0.09) Second Quarter 0.94 0.93 Third Quarter $ 0.80 0.79 Fourth Quarter 2013 Net sales Gross profit Net income (loss) attributable to Columbia Sportswear Company Earnings (loss) per share Basic Diluted Item 9. $ 348,307 153,304 10,102 $ 0.15 0.15 $ 280,495 120,284...

  • Page 81
    ... financial reporting as of December 31, 2014. The total assets and total revenues of prAna represented 4% and 2%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2014. We are implementing an enterprise resource planning ("ERP") system...

  • Page 82
    ... Company Portland, Oregon We have audited the internal control over financial reporting of Columbia Sportswear Company and subsidiaries (the "Company") as of December 31, 2014, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring...

  • Page 83
    Item 9B. OTHER INFORMATION None. 79

  • Page 84
    ... 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE The sections of our 2015 Proxy Statement entitled "Election of Directors," "Corporate Governance - Code of Business Conduct and Ethics," "Corporate Governance - Board Committees," "Corporate Governance - Director Nomination Policy," and...

  • Page 85
    The sections of our 2015 Proxy Statement entitled "Ratification of Selection of Independent Registered Public Accounting Firm - Principal Accountant Fees and Services" and "Pre-Approval Policy" are incorporated herein by reference. 81

  • Page 86
    ...Exhibits to this Annual Report on Form 10-K or incorporated herein by reference. Schedule II Valuation and ...2014: Allowance for doubtful accounts $ 8,282 $ 2,299 $ (1,344) $ (294) $ Allowance for sales returns and miscellaneous claims 25,125 47,187 (43,322) (1,611) Year Ended December 31, 2013...

  • Page 87
    ...registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. COLUMBIA SPORTSWEAR COMPANY By: /s/ THOMAS B. CUSICK Thomas B. Cusick Senior Vice President of Finance and Chief Financial Officer Date: February 26, 2015 Pursuant to the requirements of...

  • Page 88
    ... Hong Kong Limited, SCCH Limited, Columbia Sportswear Company and Swire Resources Limited (incorporated by reference to exhibit 10.1 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2012) (File No. 000-23939) Share purchase agreement, dated April 28, 2014...

  • Page 89
    ...for cash awards granted on or after December 17, 2013 (incorporated by reference to exhibit 10.2(m) to the Company's Annual Report on Form 10-K for the year ended December 31, 2013) (File No. 000-23939) + 10.4 Columbia Sportswear Company Change in Control Severance Plan (incorporated by reference to...

  • Page 90
    ..., 2014) (File No. 0-23939) Form of Indemnity Agreement for Directors 1999 Employee Stock Purchase Plan, as amended (incorporated by reference to exhibit 10.21 to the Company's Annual Report on Form 10-K for the year ended December 31, 2001) (File No. 000-23939) Executive Incentive Compensation Plan...