ITEM 1. BUSINESS
OVERVIEW
The Timberland Company was incorporated in Delaware on December 20, 1978. It is the successor to Abington Shoe Company, which was incorporated in Massachusetts in 1933. We refer to The Timberland Company, together with its subsidiaries, as "Timberland" or the "Company".
The Company designs, develops, engineers, markets and distributes, under the Timberland(R), Mountain Athletics(TM) by Timberland, and Timberland PRO(TM) brands, premium-quality footwear and apparel and accessories products for men, women and children. These products provide functional performance, classic styling and lasting protection from the elements. The Company believes that the combination of these features makes Timberland's products an outstanding value and distinguishes Timberland from its competitors.
Timberland's products are sold primarily through independent retailers, better-grade department stores and athletic stores that reinforce the high level of quality, performance and service associated with Timberland. In addition, Timberland's products are sold in Timberland(R) specialty stores and Timberland(R) factory outlet stores dedicated exclusively to selling Timberland(R) products.
CURRENT PRODUCTS
Timberland's heritage lies in designing, developing and marketing innovative and functional footwear, apparel and accessories to meet the demands of the outdoors. The Company's products fall into two primary groups: (1) footwear and (2) apparel and accessories (including product care and licensed products). The following table presents the percentage of the Company's total product revenue (excluding royalties from third party distributors and licensees) derived from the Company's sales of footwear and of apparel and accessories for the past three years:
Footwear
In 1973, the Company produced its first pair of waterproof leather boots under the Timberland(R) brand. The Company currently offers a broad variety of footwear products for men, women and children, featuring premium materials, state-of-the-art functional design and components and advanced construction methods. The Company's footwear design and development group is organized into the following teams: men's, women's, kids', boots/Timberland PRO(TM), performance and Mountain Athletics(TM). Each team is responsible for all aspects of the footwear development process.
Timberland(R) men's 2000 footwear products span the range from casual work product to rugged outdoor performance products. Key categories included Work Casual, Casual, Boat Shoes, Sandals, Rugged and Trek Travel collections. Timberland(R) women's 2000 footwear products included the Work Casual, Rugged Casual, Casual and Sandals collections. Timberland(R) kids' footwear products are scaled-down versions of the Company's high-quality adult footwear products and in 2000 included the first kids' only product from Timberland -- the crib bootie. Timberland(R) performance footwear products for men and women included the Enthusiast, Recreational and Classic Day Hiking collections and the Walking, Amphibious and Travel Adventure Collections in 2000. Timberland(R) boots included the classic work boots for which the Company is widely recognized and in 2000 was updated to include new silhouettes, styles and colors.
In 2000, Timberland expanded the introduction of the Timberland PRO(TM) and Mountain Athletics(TM) by Timberland sub-brands, including the rollout of the Timberland PRO(TM) series in Europe during the second quarter of 2000. The Timberland PRO(TM) series of work boots provides the professional tradesperson with footwear that meets the specific needs of his or her trade and the quality and innovation of Timberland(R) work
boots. Mountain Athletics(TM) by Timberland footwear is engineered to meet the demanding needs of the outdoor athlete, and includes technical features designed specifically for such outdoor sports as trail running, fastpacking, bouldering and scrambling.
Most Timberland(R) performance footwear products and many other Timberland(R) footwear products offer advanced technologies such as Active Comfort Technology(TM) (ACT(TM)), an integrated system developed by the Company that combines some or all of the following features:
- Advanced Combination Construction -- designed to deliver forefoot flexibility for maneuverability and rear-foot stability for rugged terrain;
- B.S.F.P.(TM) motion efficiency system -- Timberland's patent pending technology designed to deliver improved traction, energy-return and length of wear;
- Guaranteed Waterproof Construction; and
- Climate Control -- moisture-wicking, breathable linings to help control foot perspiration.
Apparel and Accessories
Timberland(R) adult apparel products consist primarily of rugged outerwear, sweaters, shirts, pants and shorts for men. These products feature, in certain models, premium waterproof leathers, waterproof and water resistant fabric, rust-proof hardware, canvas, denim, high-quality specialty cotton, wool and other quality performance materials. Timberland(R) boys' apparel products are designed, manufactured and distributed pursuant to a license agreement, as is Timberland(R) girls' apparel, which was introduced in Europe in 2000. While the Company currently does not manufacture or distribute women's apparel, the Company will continue its evaluation of alternatives for women's apparel, including third party licensing. Timberland introduced Mountain Athletics(TM) apparel products in Fall 2000.
Timberland(R) and Mountain Athletics(TM) by Timberland accessories products for men, women and children include all products other than footwear and apparel products. Many of these products, including watches, men's belts, day packs and travel gear, socks and legwear, gloves, sunglasses and ophthalmic frames, hats and caps, and men's small leather goods, are designed, manufactured and distributed pursuant to licensing agreements with third parties. Timberland receives a royalty on sales of these licensed products. Third-party licensing enables the Company to expand Timberland's reach to appropriate and well-defined product categories and to benefit from the expertise of the licensees, in a manner that reduces the risks to the Company associated with pursuing such opportunities. Timberland(R) accessories also include leather care products and a limited collection of leather goods, including luggage, briefcases, handbags, wardrobe accessories and small leather goods.
PRODUCT SALES: BUSINESS SEGMENTS AND OPERATIONS BY GEOGRAPHIC AREA
Timberland's products are sold in the United States and internationally primarily through independent retailers, better-grade department stores and athletic stores which reinforce the high level of quality, performance and service associated with Timberland. In addition, Timberland's products are sold in Timberland(R) specialty stores and Timberland(R) factory outlet stores dedicated exclusively to selling Timberland(R) products. The Company plans to offer its products for sale through its website in 2001.
The Company operates in an industry which includes the designing, engineering, marketing and distribution of footwear and apparel and accessories products for men, women and children. The Company has six revenue generating business units with separate management teams and financial reporting accountability. For financial reporting purposes, the Company aggregates these business units into the following three reportable segments, each sharing similar product, distribution, marketing and economic conditions: U.S. Wholesale, U.S. Retail and International.
The U.S. Wholesale segment is comprised of the Company's worldwide product development and manufacturing/sourcing for footwear and apparel and accessories, and the sale of such products to wholesale customers in the United States. The U.S. Wholesale segment also includes royalties from licensed products
sold in the United States and the management costs and expenses associated with the Company's worldwide licensing efforts. The U.S. Retail segment includes the Company-operated specialty and factory outlet stores in the United States. The International segment consists of the marketing, selling and distribution of footwear, apparel and accessories and licensed products outside of the United States, including the Company's subsidiaries (which use wholesale and retail channels to sell footwear and apparel and accessories), independent distributors and licensees.
The following table presents the percentage of the Company's total revenue generated by each of these reporting segments for the past three years:
More detailed information regarding these reportable segments, and each of the geographic areas in which the Company operates, is set forth in Note 11 to the Company's consolidated financial statements, entitled "Business Segments and Geographical Information," appearing in the Company's 2000 Annual Report, which information is incorporated into this Form 10-K by reference.
U.S. Wholesale
The Company's wholesale customer accounts within the United States range from better-grade department and retail stores to athletic stores. Many of these wholesale accounts merchandise Timberland's products in selling areas dedicated exclusively to Timberland's products, or "concept shops." These accounts are serviced through a combination of field and corporate-based sales teams responsible for these distribution channels. The Company also services its wholesale accounts through its principal showroom in New York City and a regional showroom in Dallas, Texas.
U.S. Retail
At December 31, 2000, the Company operated 21 specialty stores and 51 factory outlet stores in the United States.
Timberland(R) Specialty Stores. These stores carry current season, first quality merchandise and provide:
- an environment to showcase Timberland's products as an integrated source of footwear and apparel and accessories;
- sales and consumer-trend information which assists the Company in developing its marketing strategies, including point-of-purchase marketing materials; and
- an opportunity to develop training and customer service programs, which also serve as models which may be adopted by the Company's wholesale customers.
Timberland(R) Factory Outlet Stores. These stores serve as a primary channel for the sale of excess, damaged or discontinued products. The Company views these factory outlet stores as a way to preserve the integrity of the Timberland name, while maximizing the return associated with the sale of such products.
International
The Company sells its products internationally through its operating divisions in the United Kingdom, France, Germany, Italy, Spain, Japan, Singapore, Malaysia, Hong Kong and Taiwan. These operating divisions provide support for the sale of Timberland's products to wholesale customers and operate Timberland(R) specialty stores and factory outlet stores in their respective countries. At December 31, 2000, the Company operated 78 specialty stores and 18 factory outlet stores in Europe and Asia.
Timberland(R) products are sold elsewhere in Europe and in the Middle East, Canada, Africa, Central America, South America, Australia and New Zealand by distributors, franchisees and commission agents, some of which also may operate Timberland(R) specialty and factory outlet stores located in their respective countries.
In 2000, the Company completed its previously announced re-acquisition of the exclusive distribution rights for the Asia-Pacific region from Inchcape plc. In connection with that transaction, the Company acquired the stock of the Inchcape plc distribution subsidiaries in Japan, Hong Kong, Malaysia and Singapore. In July 2000, the Company acquired Inchcape plc's Taiwan assets and established a branch office to operate the Taiwan business. The Company has established a new distributor in Australia and New Zealand and plans to establish a direct presence or to pursue arrangements with appropriate distributors in other markets in the Asia-Pacific region.
DISTRIBUTION
The Company distributes its products through three Company-managed distribution facilities which are located in Danville, Kentucky, Ontario, California, and Enschede, Holland.
ADVERTISING AND MARKETING
The Company designs its marketing programs and advertising campaigns to increase brand awareness among consumers and to emphasize the attributes that distinguish the Timberland(R) brand from competing brands and make the Company's products an outstanding value. The Company's distributors and licensees also fund marketing campaigns, over which the Company maintains approval rights to ensure consistent and effective brand presentation.
During 2000, the Company's international, national and regional advertising campaigns mainly appeared in the following media: active-lifestyle, fashion, business and sports-oriented consumer periodicals; trade press outlets; and outdoor advertising placements in key markets. The Company's advertising campaigns are increasingly delivered throughout the year, rather than during select seasons as has historically been the case.
The Company reinforced these advertising efforts with a variety of promotional campaigns, retail promotions, point-of-purchase displays and materials, public relations efforts, and cooperative advertising programs with its retailers, as well as retail sales clerk training and other sales incentive programs. In 2000, the Company launched the Mountain Athletics(TM) magazine and, in conjunction with Mountain Athletics(TM) by Timberland sub-brand, formed promotional partnerships with groups like USA Cycling and the All American Trail Running Association. In addition, the Company introduced the Timberland PRO(TM) mobile, a point of work program, which is touring the U.S. delivering consumer impressions of its Timberland PRO(TM) series of work boots at job sites, factories, and sports events targeted at the core work consumer. The Company maintains internet web sites for use in its marketing efforts. The Company also promotes its products at various industry trade shows in the United States and internationally.
SEASONALITY
In 2000, as has been historically the case, the Company's revenue was higher in the last two quarters of the year than in the first two quarters. Accordingly, the amount of fixed costs related to the Company's operations typically represented a larger percentage of revenue in the first two quarters of 2000 than in the last two quarters of 2000. The Company expects this seasonality to continue in 2001.
BACKLOG
At December 31, 2000, Timberland's backlog of orders from its customers was approximately $266 million, compared to $216 million at December 31, 1999 and $188 million at December 31, 1998. While all orders in the backlog are subject to cancellation by customers, the Company expects that the majority of such orders will be filled in 2001. The Company does not believe that its order backlog at year-end is representative of the orders which will be filled during 2001. The lack of reliability of backlog as an indication of orders to be
filled is due to the risk of cancellation associated with such orders, the seasonality of the Company's revenue and the difficulty of planning in advance orders scheduled for immediate fulfillment.
MANUFACTURING
The Company has two manufacturing facilities located in Puerto Rico and the Dominican Republic. During 2000, the Company manufactured approximately 15% of its footwear unit volume, compared to approximately 18% during 1999 and 20% during 1998. The remainder of the Company's footwear products and all of its apparel and accessories products were produced by independent manufacturers and licensees in Asia, Europe, Mexico, South and Central America. Approximately 60% of the Company's 2000 footwear unit volume was produced by independent manufacturers in China and Taiwan. Three of these manufacturers produced approximately 11% to 16% each of the Company's 2000 footwear volume. The Company currently plans to retain its internal manufacturing capability in order to continue benefiting from reduced lead times, favorable duty rates and tax benefits.
To the extent that the Company manufactures its products outside the United States, or is dependent upon foreign operations with unaffiliated parties, the Company is subject to the usual risks of doing business abroad. These risks potentially include, among other risks, foreign exchange rate fluctuations, import restrictions, anti-dumping investigations, political or labor disturbances, expropriation and acts of war.
The Company maintains a quality management group, which develops, reviews and updates the Company's quality and production standards. To help ensure such standards are met, the group also conducts product quality audits at the Company's and independent manufacturers' factories and distribution centers. The Company has offices in Bangkok, Thailand, Taichung, Taiwan, Zhu Hai, China and Ho Chi Minh City, Vietnam to supervise the Company's sourcing activities conducted in the Asia-Pacific region and in Leon, Mexico for Central America.
RAW MATERIALS
In 2000, five suppliers provided, in the aggregate, approximately 78% of the Company's leather purchases. One of these suppliers provided approximately 40% of the Company's leather purchases in 2000. Although the Company believes that leather will continue to be available from these or alternative sources, leather hide prices have increased and may continue to increase in 2001 due to a reduction in global beef demand caused in large part by the diseases impacting European cattle and due to reduced supply in the U.S. as a result of lower profitability of U.S. ranchers and beef packers. If leather hide prices continue to increase in 2001, then there could be an adverse impact on the Company's financial performance.
The Company has established a central network of suppliers through which the Company's manufacturing facilities and independent manufacturers can purchase raw materials. The Company seeks sources of raw materials local to manufacturers, in an effort to reduce lead times while maintaining the Company's high quality standards. The Company believes that key strategic alliances with leading raw materials vendors help reduce the cost and provide greater consistency of raw materials procured to produce Timberland(R) products and improve compliance with the Company's production standards. In 2000, the Company finalized contracts with global vendors for such raw materials as leather, leather linings, box toes and counters, synthetic laces and leather laces.
TRADEMARKS AND TRADE NAMES; PATENTS; RESEARCH & DEVELOPMENT
The Company's principal trade name is The Timberland Company and the Company's principal trademarks are TIMBERLAND and the TREE DESIGN LOGO, which have been registered in the United States and many foreign countries. Other Company trademarks or registered trademarks are; ACT; Active Comfort Technology; B.S.F.P.; Endoskeleton; For The Journey; Gear For Outdoor Athletes; Guaranteed Waterproof Construction; ISN, Independent Suspension Network; Jackson Mountain; More Quality Than You May Ever Need; Mountain Athletics; Path of Service; PRO 24-7; PRO 24-7 Plus; Pull On Your Boots; Pull On Your Boots and Make a Difference; Smart Comfort; TBL; This is a trip; This is not baggage; This is
your new best friend; Timberland PRO; Trail Grip; Weathergear; Workboots For The Professional; Z-Warp, and the following design logos:
TIMBERLAND PRODUCTS TRADEMARKS
The Company regards its trade name and trademarks as valuable assets and believes that they are important factors in marketing its products. The Company seeks to protect and defend vigorously its trade name and trademarks against infringement under the laws of the United States and other countries. In addition, the Company seeks to protect and defend vigorously its patents, designs, copyrights and all other proprietary rights under applicable laws.
The Company conducts research, design and development efforts for its products, including field testing of a number of its products to evaluate and improve product performance. However, the Company's expenses relating to research, design and development have not represented a material expenditure relative to its other expenses.
COMPETITION
The Company's footwear, apparel and accessories products are marketed in highly competitive environments that are subject to rapid changes in consumer preference. Although the footwear industry is fragmented to a great degree, many of the Company's competitors are larger and have substantially greater resources than the Company, including athletic shoe companies, many of which compete directly with some of the Company's products. In addition, the Company faces competition from retailers that are establishing products under private labels and from at least two direct mail companies in the United States.
Product quality, performance, design, styling and pricing, as well as consumer awareness, are all important elements of competition in the footwear and the apparel and accessories markets served by the Company. Although changing fashion trends generally affect demand for particular products, the Company believes that, because of the functional performance, classic styling and high quality of Timberland(R) footwear products, demand for most Timberland footwear products is less sensitive to changing trends in fashion than other products that are designed specifically to meet such trends.
The Company does not believe that any of its principal competitors offers a complete line of products that provide the same quality and performance as the complete line of Timberland(R) footwear and apparel and accessories products. However, the Company does have many competitors, some of whom have significantly greater resources than the Company, that vary significantly by category and geographic region. The competition from some of these competitors is particularly strong where such competitor's business is focused on one or a few product categories or geographic regions in which the Company also competes.
ENVIRONMENTAL MATTERS
Compliance with federal, state and local environmental regulations has not had, nor is it expected to have, any material effect on the capital expenditures, earnings or competitive position of the Company based on information and circumstances known to the Company at this time.
EMPLOYEES
At December 31, 2000, the Company had approximately 5,400 employees worldwide. Management considers its employee relations to be good. None of the Company's employees is represented by a labor union, and the Company has never suffered a material interruption of business caused by labor disputes.
EXECUTIVE OFFICERS OF THE REGISTRANT
The following table lists the names, ages and principal occupations during the past five years of the Company's executive officers. All executive officers serve at the discretion of the Company's Board of Directors.
ITEM 2.
ITEM 2. PROPERTIES
Since April 1994, the Company has leased its worldwide headquarters located in Stratham, New Hampshire. The Company entered into a new lease for such property that expires in September 2010, with the option to extend the term for two additional five-year periods. The Company considers its headquarters facilities adequate and suitable for its current needs.
The Company leases its manufacturing facilities located in Isabela, Puerto Rico, and Santiago, Dominican Republic, under 11 leasing arrangements, which expire on various dates through April 2003. The Company owns its distribution facility in Danville, Kentucky, and leases its facilities in Ontario, California, and Enschede, Holland. The Company and its subsidiaries lease all of its specialty and factory outlet stores. The Company's subsidiaries also lease office and warehouse space to meet their individual requirements.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
The Company is involved in various litigation and legal matters that have arisen in the ordinary course of business. Management believes that the ultimate resolution of any existing matter will not have a material adverse effect on the Company's consolidated financial statements.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
During the fourth quarter of the fiscal year ended December 31, 2000, no matter was submitted to a vote of security holders through the solicitation of proxies or otherwise.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
The information required by this item is included in the Company's 2000 Annual Report under the caption "Quarterly Market Information and Related Matters" and is incorporated herein by reference.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
The information required by this item is included in the Company's 2000 Annual Report under the caption "Five Year Summary of Selected Financial Data" and is incorporated herein by reference.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The information required by this item is included in the Company's 2000 Annual Report under the caption "Management's Discussion and Analysis of Financial Condition and Results of Operations" and is incorporated herein by reference.
ITEM 7A.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The information required by this item is included in the Company's 2000 Annual Report under the caption "Quantitative and Qualitative Disclosures about Market Risk" and is incorporated herein by reference.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The information required by this item is included in the Company's 2000 Annual Report and is incorporated herein by reference.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Not applicable.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Reference is made to the information set forth under the caption "Executive Officers of the Registrant" in Item 1 of Part I of this Form 10-K and to the information under the caption "Information with Respect to Nominees" in the Company's definitive Proxy Statement (the "2001 Proxy Statement") relating to its 2001 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission (the "Commission") within 120 days after the close of the Company's fiscal year ended December 31, 2000, which information is incorporated herein by reference. Reference is also made to the information set forth in the Company's 2001 Proxy Statement with respect to compliance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), which information is incorporated herein by reference.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
Reference is made to the information set forth under the caption "Executive Compensation" in the Company's 2001 Proxy Statement, which information is incorporated herein by reference.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Reference is made to the information set forth under the caption "Security Ownership of Certain Beneficial Owners and Management" in the Company's 2001 Proxy Statement, which information is incorporated herein by reference. The aggregate market value of the Class A Common Stock held by non-affiliates of the Company appearing on the cover page of this report includes the shares owned by The Sidney
W. Swartz 1982 Family Trust, The Swartz Foundation and The Sidney and Judith Swartz Charitable Remainder Unitrust.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Reference is made to the information set forth under the caption "Certain Relationships and Related Transactions" in the Company's 2001 Proxy Statement, which information is incorporated herein by reference.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a)(1) FINANCIAL STATEMENTS. The following financial statements appearing in the Company's 2000 Annual Report are incorporated by reference in this report:
ANNUAL REPORT
(a)(2) FINANCIAL STATEMENT SCHEDULE. The following additional financial data should be read in conjunction with the consolidated financial statements in the Company's 2000 Annual Report:
All other schedules for which provision is made in the applicable accounting regulations of the Commission are not required under the related instructions or are inapplicable and have, therefore, been omitted.
(b) REPORTS ON FORM 8-K. No reports on Form 8-K were filed by the Company during the fourth quarter of 2000.
(c) EXHIBITS. Listed below are all the Exhibits filed as part of this report, some of which are incorporated by reference from documents previously filed by the Company with the Commission in accordance with the provisions of Rule 12b-32 of the Exchange Act.
Pursuant to paragraph 4(iii) of Item 601(b), Regulation S-K, the Company has filed as Exhibits only the instruments defining the rights of holders of long-term debt of the Company and its consolidated subsidiaries with respect to which the total amount of securities authorized thereunder exceeds 10% of the total assets of the Company and its subsidiaries on a consolidated basis. The Company agrees to furnish to the Commission, upon its request, copies of other instruments defining the rights of holders of long-term debt of the Company and its subsidiaries, with respect to which the total amount does not exceed 10% of such assets. The Company also agrees to furnish to the Commission, upon its request, copies of any omitted schedule or exhibit to any Exhibit filed herewith.
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(1) Filed as an exhibit to Registration Statement on Form S-1, numbered 33-14319, and incorporated herein by reference.
(2) Filed as an exhibit to the Annual Report on Form 10-K for the fiscal year ended December 31, 1998, and incorporated herein by reference.
(3) Filed as an exhibit to the Annual Report on Form 10-K for the fiscal year ended December 31, 1996, and incorporated herein by reference.
(4) Filed on June 21, 1995, as an exhibit to Registration Statement on Form S-8, numbered 33-60457, and incorporated herein by reference.
(5) Filed on September 9, 1997 as an exhibit to Registration Statement on Form S-8, numbered 333-35223, and incorporated herein by reference.
(6) Filed on June 21, 1995, as an exhibit to Registration Statement on Form S-8, numbered 33-60459, and incorporated herein by reference.
(7) Filed on August 18, 1992, as an exhibit to Registration Statement on Form S-8, numbered 33-50998, and incorporated herein by reference.
(8) Filed as an exhibit to the Annual Report on Form 10-K for the fiscal year ended December 31, 1995, and incorporated herein by reference.
(9) Filed as an exhibit to the Quarterly Report on Form 10-Q for the fiscal period ended June 26, 1998, and incorporated herein by reference.
(10) Filed on December 15, 2000, as an exhibit to Registration Statement on Form S-8, numbered 333-51912, and incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
INDEPENDENT AUDITORS' REPORT
To the Board of Directors and Stockholders of The Timberland Company
Stratham, New Hampshire
We have audited the consolidated financial statements of The Timberland Company and subsidiaries (the "Company") as of December 31, 2000 and 1999, and for each of the three years in the period ended December 31, 2000, and have issued our report thereon dated January 31, 2001; such consolidated financial statements and report are included in your 2000 Annual Report to Stockholders and are incorporated herein by reference. Our audits also included the consolidated financial statement schedule of The Timberland Company listed in Item 14. This consolidated financial statement schedule is the responsibility of the Company's management. Our responsibility is to express an opinion based on our audits. In our opinion, such consolidated financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ DELOITTE & TOUCHE LLP
Boston, Massachusetts January 31, 2001
SCHEDULE II
THE TIMBERLAND COMPANY
VALUATION AND QUALIFYING ACCOUNTS (DOLLARS IN THOUSANDS)
TIMBERLAND, the TREE DESIGN LOGO, ACT, Active Comfort Technology, B.S.F.P., Endoskeleton, For The Journey, Gear For Outdoor Athletes, Guaranteed Waterproof Construction, ISN, Independent Suspension Network, Jackson Mountain, More Quality Than You May Ever Need, Mountain Athletics, Path of Service, PRO-24-7; PRO24-7 Plus; Pull On Your Boots, Pull On Your Boots and Make a Difference, Smart Comfort, TBL, This is a trip, This is not baggage, This is your new best friend, Timberland PRO, Trail Grip, Weathergear, Workboots For The Professional, Z-Warp, the PRO 24/7 and PRO 24/7 Plus logos, the PRO Series logo, the Mountain Athletics logos, the Endoskeleton logo, the Independent Suspension Network logo, the Z-Warp logo, and Smart Comfort logo are trademarks or registered trademarks of The Timberland Company.
(C)The Timberland Company 2001 All Rights Reserved.
983-10K1-01