UNITED STATES

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 11-K

 

 

[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

 

For the fiscal year ended June 30, 2007

 

OR

 

[     ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

 

For the transition period from _____________ to ______________

 

Commission file number 000-20969

 

 

A.

Full title of the Plan and the address of the Plan, if different from that of the issuer named below:

 

 

HIBBETT SPORTS, INC.

2005 EMPLOYEE STOCK PURCHASE PLAN

 

 

B.

Name of issuer of security held pursuant to the Plan and the address of its principal executive office:

 

Hibbett Sports, Inc.

451 Industrial Lane

Birmingham, Alabama 35211

 

 

 

 

 

 

 



 

 

INDEX

 

 

 

 

Page

 

 

 

Report of Independent Registered Public Accounting Firm

3

 

 

 

Financial Statements

 

 

 

 

 

Statements of Net Assets Available for Benefits as of June 30, 2007 and 2006

4

 

 

 

 

Statements of Changes in Net Assets Available for Benefits for the Years

4

 

Ended June 30, 2007, 2006 and 2005

 

 

 

 

 

Notes to Financial Statements

5

 

 

 

Exhibits

6

                                                                                                                                                                                                               

 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Date:

September 28, 2007

 

By:

/s/ Gary A. Smith

 

 

 

 

Gary A. Smith

 

 

 

 

Vice President and Chief

 

 

 

 

Financial Officer

 

 

 

 

 

 

 

 

 

 

2

 



 

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

 

The Administrator

Hibbett Sports, Inc. 2005 Employee Stock Purchase Plan:

 

We have audited the accompanying statements of net assets available for benefits of Hibbett Sports, Inc. 2005 Employee Stock Purchase Plan as of June 30, 2007 and 2006, and the related statements of changes in net assets available for benefits for each of the years in the three-year period ended June 30, 2007. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of Hibbett Sports, Inc. 2005 Employee Stock Purchase Plan as of June 30, 2007 and 2006, and the changes in net assets available for benefits for each of the years in the three-year period ended June 30, 2007 in conformity with accounting principles generally accepted in the United States of America.

 

                

Birmingham, Alabama

KPMG LLP

September 26, 2007

 

 

 

 

 

 

 

 

 

 

 

 

 

3



 

 

HIBBETT SPORTS, INC.

2005 EMPLOYEE STOCK PURCHASE PLAN

 

Statements of Net Assets Available for Benefits

June 30, 2007 and 2006

 

 

 

 

 

 

 

2007

 

2006

 

 

 

 

 

 

Receivable from Hibbett Sports, Inc.

$

93,369

 

$

84,133

Total net assets

$

93,369

 

$

84,133

 

 

 

 

 

 

 

See accompanying notes to financial statements.

 

 

 

HIBBETT SPORTS, INC.

2005 EMPLOYEE STOCK PURCHASE PLAN

 

Statements of Changes in Net Assets Available for Benefits

Years ended June 30, 2007, 2006 and 2005

 

 

 

2007

 

2006

 

2005

 

 

 

 

 

 

 

 

 

 

 

 

Net assets, beginning of period

$

84,133

 

 

$

72,533

 

 

$

44,732

 

 

 

 

 

 

 

 

 

 

 

 

 

Participant deposits

 

381,379

 

 

 

399,895

 

 

 

254,475

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits used for stock purchases

 

 

 

 

 

 

 

 

 

 

 

on behalf of participants

(

372,143

)

 

(

388,295

)

 

(

226,674

)

 

 

 

 

 

 

 

 

 

 

 

 

Net assets, end of period

$

93,369

 

 

$

84,133

 

 

$

72,533

 

 

 

See accompanying notes to financial statements.

 

 

4

 



 

 

HIBBETT SPORTS, INC.

2005 EMPLOYEE STOCK PURCHASE PLAN

Notes to Financial Statements

June 30, 2007, 2006 and 2005

 

1.

DESCRIPTION OF PLAN

 

The following description of the Hibbett Sports, Inc. 2005 Employee Stock Purchase Plan is provided for general information only. Participants should refer to the Plan Agreement for a more complete description of the Plan’s provisions.

 

On September 13, 1996, the Board of Directors of Hibbett Sports, Inc. (the “Company”) approved the adoption of Hibbett Sporting Goods, Inc. Employee Stock Purchase Plan (the “1996 Plan”). The 1996 Plan was replaced with the 2005 Hibbett Sports, Inc. Employee Stock Purchase Plan (the “2005 Plan”) through a vote of the Company’s stockholders at the Annual Meeting on May 31, 2005. Effective July 1, 2005, any unissued shares and unused contributions from the 1996 Plan were rolled into the 2005 Plan. On February 9, 2007, the Company changed its name from Hibbett Sporting Goods, Inc. to Hibbett Sports, Inc., and the 2005 Plan changed its name from the Hibbett Sporting Goods, Inc. 2005 Employee Stock Purchase Plan to the Hibbett Sports, Inc., 2005 Employee Stock Purchase Plan.

 

The 2005 Plan provides employees of the Company an opportunity to purchase shares of common stock of the Company. The 2005 Plan is intended to qualify as an employee stock purchase plan under Section 423 of the Internal Revenue Code of 1986, as amended, and is therefore not subject to Federal and state income taxes. The 2005 Plan is not subject to the Employee Retirement Income Security Act of 1974.

 

Participants of the 2005 Plan may purchase shares of the Company’s common stock through payroll deductions during the plan year. Payroll deductions may be from a minimum of 1% up to a maximum of 10% of the participant’s eligible pay each period. On the first day of each calendar quarter, a participant is deemed to have been granted an option to purchase a maximum number of shares of common stock of the Company as defined in the 2005 Plan.

 

The Company establishes a withholding account for each participant and all payroll deductions made for a participant are credited to his or her account under the 2005 Plan. Amounts are held in these accounts and, on a quarterly basis, the options are exercised at a price equal to the lower of 85% of the fair value of the common stock on the first day of the calendar quarter or 85% of the fair value of the common stock on the last day of the calendar quarter.

 

The 2005 Plan is administered by a committee appointed by the Board of Directors consisting of not less than two Board members.

 

2.

PARTICIPANT AND PLAN TERMINATIONS

 

Although it has not expressed any intent to do so, the Company has the right under the 2005 Plan to alter, suspend, amend or terminate the 2005 Plan. In the event of plan termination, the participant’s rights to acquire stock continues until the end of the current option period, at which time the balance of a participant’s withholding account would be returned to the participant and no further contributions would be accepted. Subject to the right of the Board of Directors to terminate the 2005 Plan prior thereto, the 2005 Plan will terminate and there will be no further offerings upon the earlier of: (1) the issuance of 379,688 shares of common stock reserved for employee purchase as defined in the 2005 Plan Agreement, or (2) the end of the fortieth quarterly offering.

 

3.

ACCOUNTING POLICY

 

The accompanying financial statements have been prepared on the accrual basis of accounting. The preparation of financial statements in conformity with accounting principles generally accepted in the United States

 

5

 



 

of America requires the 2005 Plan’s management to use estimates and assumptions that affect the accompanying financial statements and disclosures. Actual results could differ from these estimates.

 

4.

PLAN OBLIGATIONS

 

As of June 30, 2007, 2006 and 2005, the 2005 Plan was obligated to purchase 3,921, 3,864 and 2,271 shares of the Company’s common stock for participants of the 2005 Plan, respectively. The fair value of the Company’s common stock on June 30, 2007, and April 1, 2007, was $27.38 and $28.59 per share, respectively, on June 30, 2006 and April 1, 2006, was $23.90 and $32.99 per share, respectively, and on June 30, 2005 and April 1, 2005, was $37.84 and $29.95, respectively. All common stock acquired in connection with the 2005 Plan is distributed directly to participants.

 

5.

INCOME AND EXPENSES

 

All expenses of the 2005 Plan are paid by the Company on behalf of the 2005 Plan. The Company is not required to, and does not, pay interest on amounts held in withholding accounts for participants of the 2005 Plan. Participants are not taxed upon receipt or exercise of options. Participants are taxed upon disposition of shares purchased under the 2005 Plan.

 

 

INDEX TO EXHIBITS

 

 

Exhibit Number

 

 

 

4.1

Hibbett Sporting Goods, Inc. Employee Stock Purchase Plan (incorporated by reference to exhibit filed in Amendment No. 2 to the Company’s Registration Statement on Form S-1 (Registration No. 333-07023), filed with the Securities and Exchange Commission September 16, 1996).

 

 

4.2

Summary Plan Description of Hibbett Sporting Goods, Inc. Employee Stock Purchase Plan (incorporated by reference to exhibit filed in Amendment No. 2 to the Company’s Registration Statement on Form S-1 (Registration No. 333-07023), filed with the Securities and Exchange Commission September 16, 1996).

 

 

4.3

Hibbett Sports, Inc. 2005 Employee Stock Purchase Plan (incorporated by reference to exhibit filed in the Company’s Registration Statement on Form S-8 (Registration No. 333-126316), filed with the Securities and Exchange Commission June 30, 2005).

 

 

23

Consent of Independent Registered Public Accounting Firm *

 

 

 

 

* Filed herewith

 

 

6