Just For Feet Chuck Boguslaski Martin Cullen Dean Moore 1 Just For Feet Overview • Single store founded in Birmingham, AL in 1977. Went public in 1994. • Second largest footwear retailer in USA by 1999 with annual sales of $775m. • Combined 1997 and 1998 profits of $35m of which 25% believed fraudulent. • Distressed sale to Footstar Inc. 2000 for $72m. • $708m of public shareholder value destroyed (insiders sold $50m of stock in that time). 2 Fraudulent A/R and Net Income Overstated Net Income ($M) 10 18% 8 6 Inflated Vendor Ad Payments % Pre-Tax Income Rogers Rebate 4 9% 2 5% 0 1996 1997 1998 3 “Rogers Rebate” Typical Arrangement •Pays Rogers for $1M in ads Rogers Rebate Just For Feet $1M •Rogers places ads with media outlets for $850K and earns the difference $1M Rebate Rogers Advertising Media fee Media fee •Pays Rogers for $1M in ads •JFF retains the remainder ($1Mfixed fee) •Rogers agrees to fixed fee •Fixed fee < $1M – media fee Media Outlets 4 Timeline 2) Backdate another $3mm for 1997 3) How about another $5.3mm? 4) Just overbook us so that we can pay ourselves back the $5.3mm 1) “Rogers Rebate” fraud scheme begins with $730k 5) But just to make things look better, let’s book a false $2.27mm receivable from Adidas. 6) Uh oh,..no cash. Let’s just file for bankruptcy 5 Six Executives Plead Guilty • Just For Feet - Adam J. Gilburne, President Superstore Division - Steven Davis, Advertising Director • Fila USA – Jon Epstein, CEO • Adidas-Salomon AG – Timothy McCool, former U.S. Sales Director • Converse – Steven Dodge, former VP of U.S. Sales • Logo Athletic – Thomas Shine, former President 6 Controls • Look for spikes in A/R at year/quarter end – Also, unexplained decrease in A/R turnover • Investigate large A/R transactions – Or, increases in A/R as a percent of sales • Check for back-dated transactions • Perform audit confirmation letters – But don’t assume your dealing with angels • Understand the business! – Examine advertising expenses and the associated A/R from advertisers – Why would Just For Feet record an A/R from their advertising firm??? 7