Dick's Sporting Goods 2010 Annual Report Download

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2010 ANNUAL REPORT

Table of contents

  • Page 1
    2010 ANNUAL REPORT

  • Page 2
    ...stores in 2010 and a litigation settlement charge in 2010. 2008 same store sales include Dick's Sporting Goods sales only. 2009 same store sales include Dick's Sporting Goods and Golf Galaxy sales. 2010 same store sales include Dick's Sporting Goods, Golf Galaxy and the Company's e-commerce business...

  • Page 3
    ... of any publicly held full-line sporting goods retailer in the nation. STRATEGIES FOR PROFITABLE GROWTH Expand our store network Develop our e-commerce channel Drive margin growth through: • Inventory management • Private brand sales • Regionalization • Unique vendor relationships • Store...

  • Page 4
    ... in 2009. We also opened 26 new Dick's Sporting Goods locations during 2010, representing a 6 percent growth rate. We accomplished this growth while continuing to implement our store remodeling program, and still maintaining our focus on strengthening our balance sheet. As a result, we ended the...

  • Page 5
    ... per diluted share by 36 percent to $1.63 compared with 2009 GROWTH Added 26 new Dick's Sporting Goods stores Remodeled 12 Dick's Sporting Goods stores and relocated an additional 2 stores Fueled performance in our Golf Galaxy franchise, opening two new stores and closing select locations Expanded...

  • Page 6
    ... they need it, thereby improving sales and inventory turns, and reducing future clearance. We believe we can use our regionalization strategy to generate significant margin growth, particularly in our Team Sports and Lodge stores. • Vendor relationships - We are a top customer for many of our key...

  • Page 7
    ..., footwear and fitness equipment in our Dick's Sporting Goods stores. Developed by Nike and the Lance Armstrong Foundation, the LIVESTRONG brand has become a powerful vehicle in the effort to fund cancer research, and every sale we make of this merchandise promotes this vital cause. Edward W. Stack...

  • Page 8

  • Page 9
    ...access to exclusive products and promotions, and a broad and deep inventory of high-quality merchandise for a vast range of sports and athletic pursuits. In short, we combine the premium shopping experience of a specialty store with the scale and service of a best-in-class retail chain - making Dick...

  • Page 10
    ... publicly held full-line sporting goods retailer in the United States, Dick's Sporting Goods is an undisputed retail powerhouse, with an exceptional breadth of products, an extensive range of locations, and the ability to offer such advantages as early access to new merchandise, special events...

  • Page 11
    9

  • Page 12
    ... offer expert product guidance, hands-on playing techniques and informed opinions about local courses. The Golf Pro Shop is a true golfer's destination store, featuring brand-name apparel, equipment, footwear and accessories, as well as value-added services and personalized assistance from on-site...

  • Page 13
    GOLF PRO SHOP THE LODGE

  • Page 14
    ... that are exclusive to Dick's. We also collaborate with our vendors to create exciting in-store product promotions that drive traffic and encourage customer loyalty. In 2010, we continued to enhance our service platform by piloting a shared-service concept in some of our Footwear stores that enables...

  • Page 15
    FITNESS CENTER FOOTWEAR

  • Page 16
    TEAM SPORTS As the Official Sporting Goods Retailer of Little League Baseball, we host player registrations and instructional clinics, offer exclusive discounts to local teams, and donate equipment to area coaches. Dick's Team Sports store is the definitive resource for players in a wide range of ...

  • Page 17
    TEAM SPORTS ATHLETIC APPAREL

  • Page 18
    Our Golf Galaxy stores offer an extensive assortment of tourtested golf equipment, apparel and accessories for every age and skill level, along with a host of interactive features. 16

  • Page 19
    ... can accurately test potential purchases and work on swing refinement. In short, at Golf Galaxy, we use our passion for golf to give our customers every possible advantage - so they have the confidence to play great golf every time they step onto the green. 81 STORES 1 1 1 4 4 IN 30 STATES...

  • Page 20
    ...into a new headquarters building in 2010, which united our store support operations under one roof, generating efficiencies and positioning Dick's for continued growth 2008 Opened a third distribution center in Atlanta, increasing our total network service capacity Enhanced our point-of-sale system...

  • Page 21
    ... aggregate market value of the voting common equity held by non3affiliates of the registrant was $2,389,889,293 as of July 30, 2010 based upon the closing price of the registrant's common stock on the New York Stock Exchange reported for July 30, 2010. The number of shares of common stock and Class...

  • Page 22
    ... and Management and Related Shareholder Matters . Certain Relationships and Related Transactions, and Director Independence ...Principal Accountant Fees and Services ... ... PART IV ...Item 15. Exhibits and Financial Statement Schedules ...SIGNATURES ... 2 Dick's Sporting Goods, Inc. ¬ 2010 Annual...

  • Page 23
    ... and other hazards associated with certain products we sell, such as hunting rifles and ammunition; The loss of our key executives, especially Edward W. Stack, our Chairman and Chief Executive Officer; • • • • • • • • • Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 3

  • Page 24
    ... business, including those relating to labor, employment and the sale of consumer products; Our ability to secure and protect our trademarks, patents and other intellectual property; Risks relating to operating as a multi-channel retailer, including the impact of rapid technological change, internet...

  • Page 25
    ... DBX, Acuity, Field & Stream (footwear only), Tailgate Gear and Quest are our primary trademarks. Eac" trademark, trade name or service mark of any ot"er company appearing in t"is annual report belongs to its "older. As of January 29, 2011, t"e Company operated 444 Dick's Sporting Goods stores in 42...

  • Page 26
    ... products on an exclusive basis under various brands such as Maxfli, Field and Stream, Slazenger, Reebok, adidas baseball, Umbro, Walter Hagen, Fitness Gear, DBX, Tailgate Gear, Quest and Nishiki. Merchandising We offer a full range of sporting goods and active apparel at each price point in order...

  • Page 27
    ... with videos of championship games, instructional sessions or live sports events. We also have a prototype two-level store of approximately 75,000 square feet for those trade areas that have sufficient in-profile customers to support it. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 7

  • Page 28
    ...customer service. We actively recruit sports enthusiasts to serve as sales associates because we believe that they are more knowledgeable about the products they sell. For example, we currently employ PGA and LPGA golf professionals to work in our Dick's golf departments and Golf Galaxy stores, bike...

  • Page 29
    ...to the senior vice president of operations. Support Services We believe that we further differentiate our stores from other large format sporting goods stores by offering support services for the products we sell. We offer a complete range of expert golf services, including custom club fitting, club...

  • Page 30
    ... regional distribution centers: a 725,000 square foot distribution center in Plainfield, Indiana, a 657,000 square foot distribution center near Atlanta, Georgia, and a 601,000 square foot distribution center in Smithton, Pennsylvania. Vendors 10 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 31
    ... the needs of sporting goods customers. However, Wal-Mart is currently the largest retailer of sporting goods as measured by sales. Catalog and Internet-Based Retailers These retailers either focus on a specific category or activity or sell a full line of sporting goods through the use of catalogs...

  • Page 32
    ... to 1990, he held various positions in store operations for Ames Department Stores, Inc. Timothy E. Kullman - 55, joined Dick's Sporting Goods as Senior Vice President and Chief Financial Officer in April 2007 and was promoted to Executive Vice President - Finance, Administration and Chief Financial...

  • Page 33
    ... 2010. He joined Dick's Sporting Goods in March 2010 from Radio Shack Corporation (NYSE: RSH), where he had served as Executive Vice President and General Merchandise Manager since 2007. Between 1999 and 2007, Mr. Whitsett held several senior management positions for the Kmart retail business...

  • Page 34
    ... retirement of sports superstars used in marketing various products; sports scandaps; costs repated to the cposures of existing stores; pitigation; pricing and other actions taken by our competitors; and adverse weather conditions in our markets. 14 Dick's Sporting Goods, Inc. ¬ 2010 Annuap Report

  • Page 35
    ... all of our personal propertyx excluding store and distribution center equipment and fixturesx which may further limit our access to certain capital markets or lending sources. Moreoverx the actual availability under our credit facility is Dick's Sporting Goodsx Inc. ¬ 2010 Annual Report 15

  • Page 36
    ...available retail store sites on terms acceptable to us, rising real estate prices and other costs and risks relating to new store openings could severely limit our growth opportunities. Our strategy includes opening stores in new and existing markets. We must successfully choose store sites, execute...

  • Page 37
    ... adverse effect on our business, results of operations and financial condition. In addition, any improper or illegal use by our customers of ammunition or hunting rifles sold by us could have a negative impact on our reputation and business. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 17

  • Page 38
    ... manufacturers; increases in the price of raw materials used in the manufacturing of our private brand products; and other risks generally encountered by entities that source, sell and market exclusive branded offerings for retail. Our failure to 18 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 39
    ... as taxation, privacy, data protection, pricing, content, copyrights, distribution, mobile communications, electronic contracts and other communications, consumer protection, the provision of online payment services, the design and operation of Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 19

  • Page 40
    ... properly, could disrupt our operations, including our ability to track, record and analyze the merchandise that we sell, process shipments of goods, process financial information or credit card transactions, deliver products or engage in similar normal business activities particularly if there are...

  • Page 41
    ... our business to suffer in ways that we currently cannot predict. Our geographic focus in the eastern United States may make us more vulnerable to such uncertainties than other comparable retailers who may not have a similar geographic focus. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 21

  • Page 42
    ... entered into, are at market rate rents. We generally select a new store site six to 18 months before its opening. OBr stores are primarily located in shopping centers in regional shopping areas, as well as in freestanding locations and in malls. 22 hick's Sporting Goods, Inc. ¬ 2010 AnnBal Report

  • Page 43
    ... forth the number of stores by state: State Dick's Golf Galaxy Total Alabama ...Arizona ...Arkansas ...California ...Colorado ...Connecticut ...Delaware ...Florida ...Georgia ...Idaho ...Illinois ...Indiana ...Iowa ...Kansas ...Kentucky ...Louisiana ...Maine ...Maryland...Massachusetts ...Michigan...

  • Page 44
    ... closing sales prices per share of the Company's common stock as reported by the NYSE. Fiscal Quarter Ended High Low May 1, 2010...$30.78 July 31, 2010 ...$29.72 October 30, 2010 ...$29.48 January 29, 2011 ...$37.81 $22.46 $24.39 $24.47 $28.99 24 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 45
    ... forth below should be read in conjunction with other sections of this report including Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" and our consolidated financial statements and related notes. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 25

  • Page 46
    ... 72,316 108,473 $ 2,597,536 $ 2,245,333 $ 1,961,846 $ 2,031,662 $ 1,521,435 $ 1,363,581 $ 1,083,227 $ Cost of goods sold includes the cost of merchandise, inventory shrinkage and obsolescence, freight, distribution and store occupancy costs. 26 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 47
    ... an authentic full-line sporting goods retailer offering a broad assortment of brand name sporting goods equipment, apparel and footwear in a specialty store environment. As of January 29, 2011 we operated 444 Dick's stores and 81 Golf Galaxy stores with approximately 25.9 million square feet in 43...

  • Page 48
    ... to our relocated corporate headquarters and technology and other infrastructure related costs to support our business strategies. We ended fiscal 2010 with no borrowings on our line of credit and total borrowing capacity of $418.5 million. 28 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 49
    ..., advertising, bank card charges, infmrmatimn systems, marketing, legal, accmunting, mther stmre expenses and all expenses assmciated with mperating the Cmmpany's cmrpmrate headquarters. Selling, general and administrative expenses fmr fiscal 2010 alsm include expenses relating tm future lease...

  • Page 50
    ...Duripg 2010, we opeped 26 Dick's stores apd two Golf Galaxy stores, relocated two Dick's stores, closed ope Dick's store apd closed 12 upderperformipg Golf Galaxy stores, resultipg ip ap epdipg store coupt of 525 stores with approximately 25.9 milliop square feet ip 43 states. Income from Operations...

  • Page 51
    ... Dick's store, closed one Dick's store, converted the Golf Shop to a Golf Galaxy store and converted 12 Chick's Sporting Goods stores to Dick's Sporting Goods stores, resulting in an ending store count of 510 stores, with approximately 24.8 million square feet, in 43 states. Income from Operations...

  • Page 52
    ... to promotional activities across most merchandise categories at Dick's and clearance activity at Golf Galaxy stores. The 15 basis point increase in occupancy expenses as a percentage of net sales resulted from the consolidated same store sales decline in fiscal 2009. Freight and distribution costs...

  • Page 53
    ... 2009, which related primarily to the opening of new stores, remodeling of existing locations, information systems and administrative facilities. The Company generated proceeds from the sale and leaseback of property and equipment totaling $20.0 million in fiscal 2010. The Company opened 26 Dick...

  • Page 54
    ... store and distribution center equipment and fixtures. As of Januar3 29, 2011, the Compan3 was in compliance with the terms of the Credit Agreement. The Compan3 believes that cash flows generated b3 operations and funds available under the Credit Agreement will be sufficient to satisf3 our current...

  • Page 55
    ... being reported under different conditions or using different assumptions. The Company considers the following policies to be the most critical in understanding the judgments that are involved in preparing its consolidated financial statements. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 35

  • Page 56
    ... pay a royalty in order to exploit the related benefits of these types of assets. This approach is dependent on a number of factors, including estimates of future growth and trends, royalty rates in the category of intellectual property, discount 36 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 57
    ... the future may have an adverse effect on our ability to maintain current levels of gross margin and selling, general and administrative expenses as a percentage of net sales if the selling prices of our products do not increase with these increased costs. Dick's Sporting Goods, Inc. ¬ 2010 Annual...

  • Page 58
    ... as of January 29, 2011. Deloitte & Touche LLP, an independent registered public accounting firm, has issued an attestation report on the Company's internal control over financial reporting included on the following page of this document. 38 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 59
    ... of a control system to future periods are subject to the risks that, over time, controls may become inadequate because of changes in an entity's operating environment or deterioration in the degree of compliance with policies and procedures. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 39

  • Page 60
    ... OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Boarg of Directors ang Stockholgers of Dick's Sporting Googs, Inc. Pittsvurgh, Pennsylvania We have augiteg the internal control over financial reporting of Dick's Sporting Googs, Inc. ang suvsigiaries (the "Company") as of January 29, 2011...

  • Page 61
    ...Year End", "Option Exercises and Stock Vested", "Nonqualified Deferred Compensation", "Potential Payments Upon Termination or Change-in-Control" and "Compensation Committee Interlocks and Insider Participation" in the Company's 2011 Proxy Statement. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report...

  • Page 62
    ... rights to acquire shares may be granted from time to time. Equity Compensation Plan Information Number of Outstanding Restricted Stock and Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights (a) Number of Securities Remaining Available for Future Issuance Under Equity...

  • Page 63
    ...Flows for the Fiscal Years Ended January 29, 2011, January 30, 2010 and January 31, 2009 ... 44 45 46 47 48 49 Notes to Consolidated Financial Statements for the Fiscal Years Ended January 29, 2011, January 30, 2010 and January 31, 2009 ...50-67 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 43

  • Page 64
    ... Organizations of the Treagway Commission ang our report gateg March 18, 2011, expresseg an unqualifieg opinion on the Company's internal control over financial reporting. /s/ Deloitte & Touche LLP Pittsvurgh, Pennsylvania March 18, 2011 44 Dick's Sporting Googs, Inc. ¬ 2010 Annual Report

  • Page 65
    DICK'S SPORTING GOODS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Amounts in thousands, except per share data) Fiscal Year Ended January 30, January 31, 2010 2009 January 29, 2011 Net sales ...$4,871,492 Cost of goods sold, including occupancy and distribution costs ...GROSS ...

  • Page 66
    DICK'S SPORTING GOODS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollats in thousands, except shate and pet shate data) Januaty 29, 2011 Januaty 30, 2010 ASSETS CURRENT ASSETS: Cash and cash equivalents ...Accounts receivable, net ...Income taxes receivable...Inventories, net ...Prepaid ...

  • Page 67
    DICK'S SPORTING GOODS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHEHSIVE IHCOME (LOSS) (Dollars in thousands) Fiscal Year Ended January 30, January 31, 2010 2009 January 29, 2011 NET INCOME (LOSS) ...OTHER COMPREHENSIVE (LOSS) INCOME Unrealized (loss) gain on securities available-for-...

  • Page 68
    ... - 1,198 9,352 - 21,314 16,932 - - - - - 135,359 - - - - $526,715 $548,391 - 52,912 - 24,828 20,729 - - - - 182,077 - - - - $625,184 $730,468 48 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 69
    ...ACTIVITIES: Revolving credit (pay)ents) borrowings, net ...Repay)ent of convertible notes ...Construction allowance receipts ...Pay)ents on other long-ter) debt and leasing obligations ...Proceeds fro) sale of co))on stock under e)ployee stock purchase plan ...Proceeds fro) exercise of stock options...

  • Page 70
    ... STATEMENTS 1. Basis of Presentation Operations - Dick's Sporting Goods, Inc. (together with its subsidiaries, the "Company") is a specialty retailer selling sporting goods equipment, apparel and footwear through its 525 stores, the majority of which are located throughout the eastern half of...

  • Page 71
    ...is reduced to its estimated fair value as determined based on quoted market prices or through the use of other valuation techniques. The Company recognizes a liability for costs associated with closed or relocated premises when the Company ceases to use the location. The calculation of accrued lease...

  • Page 72
    ...and field support payroll and fringe benefits, advertising, bank card cdarges, information systems, marketing, legal, accounting, otder store expenses and all expenses associated witd operating tde Company's corporate deadquarters. Advertising Costs - Production costs of advertising and tde costs to...

  • Page 73
    ... assets, tfe Company determined tfat tfe carryinv value of tfe trade name and customer list related to its Golf Galaxy reportinv unit exceeded its estimated fair value. Accordinvly, tfe Company recorded a non-casf cfarve of $53.0 million Dickxs Sportinv Goods, Inc. ¬ 2010 Annual Report 53

  • Page 74
    ... recorded $16.4 million of expenses related to the closure of 12 underperforming Golf Galaxy stores in fiscal 2010. These expenses are reflected as part of selling, general and administrative expenses in the Consolidated Statements of Operations. 54 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 75
    ...charged under the Credit Agreement. On November 19, 2008, the Company entered into an Eighth Amendment to its Credit Agreement, the effect of which was to increase the Aggregate Revolving Loan Commitment by $90 million to a total of $440 million. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 55

  • Page 76
    ... under the Credit Agreement are secured by substantially all of the personal property of the Company, excluding store and distribution center equipment and fixtures, which have a net carrying value of $111.5 million as of January 29, 2011. At January 29, 2011 and January 30, 2010, the prime rate...

  • Page 77
    ...premises are recognized as interest expense in the Consolidated Statements of Operations, reflecting an implicit interest rate of approximately 8.5%. The building is included in property and equipment, net and is depreciated using a 40 year life. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 57

  • Page 78
    ... provides for eligible employees to purchase shares of the Company's common stock. As of January 29, 2011, shares of common stock available for future issuance pursuant to the Plans and ESPP were 9,659,215 shares and 950,398 shares, respectively. 58 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 79
    ... life of the stock options. The Company suspended the ESPP in March 2009. (2) (3) (4) The assumptions used to calculate the fair value of options granted are evaluated and revised, as necessary, to reflect market conditions and experience. Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 59

  • Page 80
    ... options was approximately $15.3 million, net of estimated forfeitures, which is expected to be recognized over a weighted average period of approximately 1.98 years. The Company issues new shares of common stock upon exercise of stock options. 60 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 81
    ... a weighted average period of approximately 1.67 years. Effective July 18, 2008, two executives of the Company's Golf Galaxy subsidiary stepped down from their positions. Stock options granted to these executives exercisable for up to 630,000 shares of the Company's common stock at an exercise price...

  • Page 82
    ... price is 85% of the lesser of the fair market value of the stock on the first business day or the last business day of the semi-annual offering period. Employees may purchase shares having a fair market value of up to $25,000 for all purchases ending within the same calendar year. The total number...

  • Page 83
    ... executive officers of Golf Galaxy and the impairment of non-deductible goodwill related to the 2007 acquisition of Golf Galaxy. Components of deferred tax assets (liabilities) consist of the following as of the fiscal periods ended (in thousands): 2010 2009 Store closing expense ...Stock-based...

  • Page 84
    ...the website, order fulfillment and customer service. GSI is paid a transaction fee by the Company based on the value and type of orders placed through the website. The deferred revenue is being amortized through the term of the amended agreement. 64 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 85
    DICK'S SPORTING GOODS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) 13. Retirement Savings Plans The Combany's retirement savings blan, established bursuant to Section 40)(k) of the Internal Revenue Code, covers regular status full-time hourly and salaried embloyees...

  • Page 86
    ... 30, 2010 Assets: Unregistered common stock of GSI Commerce (see Note 12) ...$10,880 Deferred compensation plan assets held in trust (see Note 13) ...12,119 Total assets ...$22,999 $- - $- $- - $- $- - $- $- - $- The Company uses quoted prices in active markets to determine the fair value of...

  • Page 87
    DICK'S SPORTING GOODS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) 16. Quarterly Financial Information (Unaudited) Summarized quarterly financial information for fiscal 2010 and 2009 is as follows (in thousands, except earnings per share data): First Quarter Fiscal...

  • Page 88
    ... registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. DICK'S SPORTING GOODS, INC. (Registrant) By: /s/ TIMOTHY E. KULLMAN Timothy E. Kullman Executive Vice President - Finance, Administration and Chief Financial Officer Date: March 18, 2011...

  • Page 89
    ...schegule, when consigereg in relation to the vasic consoligateg financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein. /s/ Deloitte & Touche LLP Pittsvurgh, Pennsylvania March 18, 2011 Dick's Sporting Googs, Inc. ¬ 2010 Annual Report 69

  • Page 90
    ... $19,215 2,885 2,254 $10,814 5,507 65(1) $3,012 - - $ (7,674) (5,133) - $25,367 3,259 2,319 Represents increase (decrease) in the required reserve based upon the Company's evaluation of anticipated merchandise returns 70 Dick's Sporting Goods, Inc. ¬ 2010 Annual Report

  • Page 91
    ... into between Dick's Sporting Goods, Inc. and various executive officers, directors and employees Option Agreement between Dick's Sporting Goods, Inc. and Edward W. Stack Option Agreement between Dick's Sporting Goods, Inc. and Edward W. Stack Second Amended and Restated Credit Agreement dated as...

  • Page 92
    ....18 Amended and Restated Employee Stock Purchase Plan 10.19 Offer Letter between Dick's Sporting Goods, Inc. and Timothy E. Kullman, dated February 5, 2007, as amended by letter dated February 9, 2007 Amendment to Dick's Sporting Goods, Inc. Supplemental Smart Savings Plan Fourth Amendment to the...

  • Page 93
    ... 4, 2008 Fourth Amendment to the Dick's Sporting Goods Supplemental Smart Savings Plan, dated as of December 4, 2008 First Amendment to the Amended and Restated Employee Stock Purchase Plan, dated as of December 4, 2008 Separation Agreement executed on April 27, 2009 by Gwendolyn K. Manto Form of...

  • Page 94
    ... of Edward W. Stack, Chairman and Chief Executive Officer, dated as of March 18, 2011 and made pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Certification of Timothy E. Kullman, Executive Vice President...

  • Page 95
    This Page Intentionally Left Blank Dick's Sporting Goods, Inc. ¬ 2010 Annual Report 75

  • Page 96
    ... the Company's management and investors can use to compare core operating results between reporting periods. The Company has provided reconciliations below for EBITDA, ROIC, net income and earnings per share adjusted to exclude a litigation settlement charge, Golf Galaxy store closing costs, merger...

  • Page 97
    ... total capital is calculated as the sum of the current and prior year ending total capital divided by two. ROIC using GAAP amounts was derived as the quotient of GAAP Net income (loss) for ROIC not adjusted (numerator) and average total capital. Dick's Sporting Goods, Inc. | 2010 Annual Report 77

  • Page 98
    ... Galaxy Store Closing Costs1 Litigation Settlement Charge2 Non-GAAP Total Year Ended January 29, 2011 (In thousands, except per share data) As Reported Net sales Cost of goods sold, including occupancy and distribution costs Gross Profit Selling, general and administrative expenses Pre-opening...

  • Page 99
    ... Year Ended January 30, 2010 (In thousands, except per share data) As Reported Merger and Integration Costs1 Non-GAAP Total Net sales Cost of goods sold, including occupancy and distribution costs Gross Profit Selling, general and administrative expenses Merger and integration costs Pre-opening...

  • Page 100
    ...the goodwill impairment charge of $111,312. Additionally, the provision for income taxes relating to merger and integration costs includes $2.5 million reflecting the "tax impact of non-deductible executive separation costs" discussed above. 2 3 80 Dick's Sporting Goods, Inc. | 2010 Annual Report

  • Page 101
    .../01/09 07/31/09 10/30/09 01/29/10 04/30/10 07/30/10 10/29/10 01/28/11 â- DATE OF CLOSING PRICE The stock performance graph is not necessarily indicative of future performance. Dick's Sporting Goods, Inc. | 2010 Annual Report 81

  • Page 102
    ... American Stock Transfer & Trust Company 59 Maiden Lane New York, NY 10038 Independent Registered Public Accounting Firm Deloitte & Touche LLP 2500 One PPG Place Pittsburgh, PA 15222 Common Stock The shares of Dick's Sporting Goods, Inc. common stock are listed and traded on the New York Stock...

  • Page 103
    BOARD OF DIRECTORS Edward W. Stack Director since 1984 Chairman & CEO Dick's Sporting Goods, Inc. William J. Colombo Director since 2002 Vice Chairman Dick's Sporting Goods, Inc. Emanuel Chirico Director since 2003 Chairman & Chief Executive Officer Phillips-Van Heusen Corporation Jacqualyn A. Fouse...

  • Page 104
    DICK'S SPORTING GOODS, INC. 345 Court Street Coraopolis, PA 15108 724-273-3400 www.dickssportinggoods.com