c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10....

25
C^1 O RI G I NAL UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF TEXAS FORT WORTH DIVISION c-rr ^'- 16 IN 11 11 13 RICHARD DAMORE, on Behalf of Himself § Civil Action No. and All Others Similarly Situated, § 17 9 Plaintiff, § vs. § RADIOSHACK CORPORATION, § § LEONARD H. ROBERTS, EVELYN V. § FOLLIT, DAVID P. JOHNSON, DAVID J. § EDMONDSON, MICHAEL D. NEWMAN, § CLAIRE H. BABROWSKI, DAVID G. § BARNES and RONALD E. ELMQUIST, Defendants. § DEMAND FOR JURY TRIAL § CLASS ACTION COMPLAINT FOR VIOLATION OF THE FEDERAL SECURITIES LAWS INTRODUCTION 1. This is a securities class action on behalf of all persons who purchased or otherwise acquired the common stock of RadioShack Corporation ("RadioShack" or the "Company") between January 14, 2003 and June 7, 2006 (the "Class Period") for violations of §§ 10(b) and 20(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and Rule I Ob-5 promulgated thereunder by the Securities and Exchange Commission ("SEC"). The defendants are RadioShack and its top officers and directors. JURISDICTION AND VENUE 2. Jurisdiction exists pursuant to §27 of the Exchange Act [15 U.S.C. § 78aa] and 28 U.S.C. §1331. The claims asserted arise under §§ 10(b) and 20 ( a) of the Exchange Act [15 U.S.C. §§78j( b) and 78t(a)] and Rule lOb-5. -1-

Transcript of c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10....

Page 1: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

C^1 O RI G I NAL UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF TEXAS

FORT WORTH DIVISION

c-rr ^'-

16 IN 11 11 13

RICHARD DAMORE, on Behalf of Himself § Civil Action No.and All Others Similarly Situated, §

17 9Plaintiff, §

vs. §

RADIOSHACK CORPORATION, §§LEONARD H. ROBERTS, EVELYN V.§FOLLIT, DAVID P. JOHNSON, DAVID J.§EDMONDSON, MICHAEL D. NEWMAN,§CLAIRE H. BABROWSKI, DAVID G.§BARNES and RONALD E. ELMQUIST,

Defendants. §

DEMAND FOR JURY TRIAL§

CLASS ACTION COMPLAINT FOR VIOLATIONOFTHE FEDERAL SECURITIES LAWS

INTRODUCTION

1. This is a securities class action on behalf of all persons who purchased or

otherwise acquired the common stock of RadioShack Corporation ("RadioShack" or the

"Company") between January 14, 2003 and June 7, 2006 (the "Class Period") for violations of

§ § 10(b) and 20(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and Rule I Ob-5

promulgated thereunder by the Securities and Exchange Commission ("SEC"). The defendants

are RadioShack and its top officers and directors.

JURISDICTION AND VENUE

2. Jurisdiction exists pursuant to §27 of the Exchange Act [15 U.S.C. § 78aa] and 28

U.S.C. §1331. The claims asserted arise under § § 10(b) and 20 (a) of the Exchange Act [15

U.S.C. §§78j(b) and 78t(a)] and Rule lOb-5.-1-

Page 2: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

a T

3. Venue is proper in this district pursuant to §27 of the Exchange Act [15 U.S.C.

§78aa] and 28 U.S.C. § 1391(b). Many of the acts giving rise to the violations complained of

occurred in this district. RadioShack is headquartered in Fort Worth, Texas.

4. Defendants used the instrumentalities of interstate commerce, the U.S. mail and

the facilities of the national securities markets.

THE PARTIES

5. As detailed in the attached certification, plaintiff Richard Damore purchased or

otherwise acquired RadioShack common stock at artificially inflated prices during the Class

Period and suffered damages when RadioShack's stock fell as the truth was revealed to the

market.

6. Defendant RadioShack was incorporated in Delaware in 1967. The Company

primarily engages in the retail sale of consumer electronics goods and services through

RadioShack store chain and non-RadioShack branded kiosk operations. At December 31, 2006,

the Company operated 4,467 company-owned stores under the RadioShack brand, located

throughout the United States, as well as in Puerto Rico, and the U.S. Virgin Islands. At

December 31, 2005, the Company operated 777 kiosks located throughout the United'States.

These kiosks are primarily inside SAM'S CLUB locations , as well as stand-alone Sprint Nextel

kiosks in major shopping malls. These locations, which are not RadioShack-branded, offer

product lines including wireless handsets and associated accessories, as well as DTH satellite

systems. The Company also provides consumers access to third-party wireless telephone

services. The Company may be served at 300 RadioShack Circle, Fort Worth, Texas 76102.

7. Defendant Leonard H. Roberts ("Roberts") was Chairman of the Board of

Directors of RadioShack from May 1999 until his term as a director expired on May 18, 2006,

and Chief Executive Officer from January 1999 until May 19, 2005, when he retired as Chief

-2-

Page 3: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

Executive Officer. Previously, Roberts was President of RadioShack from December 1995 to

December 2000. During the Class Period, Roberts sold 375,000 shares of his RadioShack stock

for illegal insider trading proceeds of $11,372,050. Defendant Roberts may be served at 4400

Overton Crest Street, Fort Worth, Texas 76109.

8. Defendant Evelyn V. Follit ("Follit") served as Vice President and Chief

Information Officer from July 1998 to May 1999, when she was appointed Senior Vice President

and Chief Information Officer. In March 2003, she was appointed Senior Vice President -

Organizational Enabling Services and Chief Information Officer and, in October 2003, she was

appointed Senior Vice President - Chief Organizational Enabling Services Officer and Chief

Information Officer. Effective February 28, 2005, Follit retired from RadioShack. During the

Class Period, Follit sold 46,544 shares of her RadioShack stock for illegal insider trading

proceeds of $1,439,590. Defendant Follit may be served at 2031 Harbour Watch Circle, Tarpon

Springs, Florida 34689.

9. Defendant David P. Johnson ("Johnson") has served as Senior Vice President-

Corporate Controller of RadioShack since May 2006. Previously Johnson served as Senior Vice

President-Chief Accounting Officer from April 2005 to May 2006 and as Senior Vice President

and Controller of Radio Shack from May 2002 to April 2005. Additionally, Johnson served as

Acting Chief Financial Officer from July 2004 through April 2005. Defendant Johnson may be

served at 112 Tree Lane, Tavernier, Florida 33070.

10. Defendant David J. Edmondson ("Edmondson") served as Senior Vice President

of RadioShack and Executive Vice President and Chief Operating Officer of the RadioShack

division from October 1998 to December 2000. Edmondson served as President and Chief

Operating Officer of RadioShack from December 2000 to May 19, 2005, when he was appointed

Chief Executive Officer of RadioShack. He received a bonus of $817,386 in 2003 and a bonus

-3-

Page 4: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

I

, of $820,219 in 2004. He resigned on February 26, 2006, after the media identified false

information on his resume. Defendant Edmondson may be served at 1306 Plantation Drive,

Southlake, Texas 76092.

11. Defendant Michael D . Newman ("Newman") served as Senior Vice President and

Chief Financial Officer of RadioShack from May 2001 until he resigned in July 2004. During

the Class Period, Newman sold 128,333 shares of RadioShack stock for insider trading proceeds

of $4,153,050. Defendant Newman may be served at 1308 Regency Court, Southlake, Texas

76092.

12. Defendant Claire H. Babrowski ("Babrowski") served as President and Acting

Chief Executive Officer from February 2006 until her resignation from the Company in August

2006. She served as Executive Vice President and Chief Operating Officer from July 2005 to

February 2006. Defendant Babrowski may be served at 1505 Rivercrest Court, Fort Worth,

Texas 76107.

13. Defendant David G. Barnes ("Barnes") was appointed Executive Vice President

in March 2006. He served as Chief Financial Officer since April 2005. Barnes served as Senior

Vice President from April 2005 to March 2006. Barnes resigned from the Company in July

2006. Defendant Barnes may be served at 165 Barcelona Drive, Boulder, Colorado 80303.

14. Defendant Ronald E. Elmquist ("Elmquist") was a director of RadioShack from

1997 until he resigned from the Board on November 2, 2006. During the Class Period, Elmquist

sold 20,000 shares of RadioShack stock for insider trading proceeds of $680,665. Defendant

Elmquist may be served at 4300 Belclaire Avenue, Highland Park, Texas 75205.

15. The individuals named in ¶¶7-14 are referred to herein as the "Individual

Defendants." Because of their positions and access to material non-public information available

to them but not to the public, the Individual Defendants knew that the adverse facts specified

-4-

Page 5: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

V

herein had not been disclosed to and were being concealed from the public and that the positive

representations which were being made were then materially false and misleading. The

Individual Defendants, by reason of their stock ownership or positions with RadioShack or

representation on RadioShack's Board, were controlling persons of RadioShack. These

controlling persons are each liable under §20(a) of the Exchange Act.

16. The Individual Defendants, because of their positions with the Company,

possessed the power and authority to control the contents of RadioShack's quarterly reports,

press releases and presentations to securities analysts, money and portfolio managers and

institutional investors, i.e., the market. The Individual Defendants were provided with copies of

the Company' s reports and press releases alleged herein to be misleading prior to or shortly after

their issuance and had the ability and opportunity to prevent their issuance or cause them to be

corrected.

DEFENDANTS' FALSE AND MISLEADING STATEMENTS

17. On January 14, 2003, RadioShack issued a press release entitled "RadioShack

Corporation Concludes Investor Conference," which stated:

RadioShack Corporation today concluded its two-day institutional investorconference. The conference featured several senior management presentations.The more salient points of the conference were as follows:

Financial

- RadioShack expects 13% - 15% annual earnings per share (EPS)growth from 2003 to 2005. The company's expectation is based on sales growthof 2% to 3%, gross margin improvement of 70 to 80 basis points, SG&A growthof 1 % to 2%, and a share repurchase program of $200 million to $250 million.

- Assumed in the EPS growth is about $0.11 per share worth ofbenefit from the company's vendor and price initiatives. Those initiatives include(but are not limited to) centralizing product procurement, driving vendor costslower, implementing sophisticated pricing software, and improving thecompany's markdown processes.

- RadioShack further detailed its 2003 sales projections by outliningits anticipated sales growth by department. Among those projections:

-5-

Page 6: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

- Wireless, 3% to 4%. The company anticipates a healthy,yet less robust wireless environment than 2002.

- Computer, 10% to 12%. RadioShack anticipatescontinuing favorable results due to its shift in emphasis towardsnetworking, digital imaging, and portable computing versus desktopcomputers and monitors.

- Home entertainment, 0% to 2%. The company anticipatesgains in home entertainment accessories and home video offset bydeclines in direct-to-home satellite

- RadioShack discussed estimated 2003-2005 sales growth rates inselected merchandise categories among different departments. These categorieswere highlighted because of their importance to the RadioShack strategy ofservicing customers' routine electronic needs.

- Computer accessories, strong double-digit percentage growth,

Home entertainment accessories , mid-single-digit percentagegrowth,

- Wireless accessories, 10% growth, and

- Batteries, high-single-digit percentage growth. This will beexecuted through better in-store space allocation, improved assortment, associatetraining, and aligned compensation.

- RadioShack has formed an internal cost team that is targeting waysto bring the company's SG&A expenses as a percent of sales to 33% - 34% by2005.

- At 21 %, RadioShack Corporation has a superior return on investedcapital versus the S&P 500, S&P Retail, and S&P Specialty Retail indexes.RadioShack's store base has improved its ROIC by 100 basis points, based on themost recent 2002 data. The company has reduced the number of its stores with anROIC of less than 10% to approximately 178 stores, down 71 from the middle oflast year.

- The company's free cash flow projections are now expected to be$215 million in 2003 and $235 million in 2004.

Merchandising & Advertising

- Radio Shack is strengthening its merchandising model bycompeting in selective product categories, shifting its focus toward specificfamily target audiences, upgrading the skills of its merchandising organization,planning its merchandising seasonally instead of annually, focusing on beingright-priced, and executing its strategy of servicing everyone's routine electronicsneeds and families' unique electronics wants.

-6-

Page 7: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

- RadioShack intends to drive sales and profitability in its accessorybusiness through product and brand innovation, depth of stock, and improvedorganizational focus (e.g. management reporting systems, compensation plans,speed to market).

Leading product categories that are expected to drive financialresults in 2003 include accessories, wireless handsets and services, specialtybatteries, digital photography, personal electronics, and portable computing.

- The company will extend its new store environment test (going onnow in Tucson and Jacksonville ) to 227 more stores in 2003. Nicknamed "Best toShop," the more contemporary looking stores have seen favorable sales trendsrecently.

18. On January 14, 2003, in response to these positive statements, RadioShack stock

climbed from $20.91 to $21.93, an increase of 4.8%. The next day RadioShack stock climbed

from $21.93 to $22.41, an increase of 2.1%.

19. On February 20, 2003, RadioShack issued a press release entitled "RadioShack

Corporation Announces Fourth Quarter 2002 Net Income of $109 Million," which stated:

RadioShack Corporation today announced fourth quarter net income of$109.1 million or $0.63 per diluted share for the quarter ended December 31,2002, compared to net income of $35.2 million or $0.18 per diluted share for thequarter ended December 31, 2001. The company also reported fourth quarterfinancial results on an adjusted basis in 2002 and in 2001. On an adjusted basis,RadioShack reported fourth quarter 2002 net income of $102.1 million or $0.59per diluted share, compared to net income of $125.7 million or $0.67 per dilutedshare in the prior year.

Comparable store sales for the fourth quarter 2002 were up 2% compared

to the prior year. Total sales in fourth quarter 2002 were $1,498 million,

compared to total sales of $1,516 million the previous year, a decline of 1 %.

"RadioShack's fourth quarter earnings are the result of respectable samestore sales in a challenging retail environment," said Leonard Roberts, chairmanand chief executive officer of RadioShack Corporation. "The company alsogenerated $375 million of free cash flow for the full year, exceeding its free cashflow guidance."

For the fiscal year-end 2002, RadioShack produced net income of $263.4

million or $1.45 per diluted share. This compares to fiscal year-end 2001 net

income of $166.7 million or $0.85 per diluted share. Adjusted for unusual items,

-7-

Page 8: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

2002 net income was $257.8 million or $1.42 per diluted share versus 2001 netincome of $292 million or $1.51 per diluted share.

Comparable store sales for the fiscal year-end 2002 were down 1%

compared to the previous year. Total sales in 2002 were $4,577 million,

compared to total sales of $4;776 million the previous year, a decline of 4%.

Financial Guidance

- For first quarter 2003, RadioShack announces it is comfortablewith the consensus earnings per diluted share estimate of $0.33. First quarter2002 earnings per diluted share were $0.31. RadioShack anticipates full year2003 earnings per share to be at least $1.60, representing a 13% increase over itsfull year adjusted 2002 earnings per share. The $1.60 is based upon the followingassumptions:

- Sales growth of 2% to 3%,

- Gross margin improvement of 70 to 80 basis points,

- SG&A growth of 1% to 2%, and

- Share buybacks of $200 million to $250 million.

. .. _20... _ On a conference .call-with analysts on the same day, defendant Newman, the CFO,

stated:

In the area of inventory, we ended the year with $971 million of inventoryversus $950 million a year before. We were $21 million user of free cash in 2002as it relates to inventory.

This performance did not meet our expectations of a 25 to $50 million

reduction in inventory for 2002 principally due to the fact that our sales fell below

our plan in the fourth quarter. While we are disappointed, we did not bring our

inventory level down year-over-year, our markdown processes this year are better

than they were a year ago.

Consequently, I believe the future is more promising in the area ofinventory management and as I stated last month at our conference, I believe thereis an opportunity for inventory reduction of up to $100 million both at the storelevel and the DC level. With better tools to start 2003 versus 2002 I believe wecan seize upon some of that opportunity in the coming months.

21. On the same call, defendant Roberts, Chairman and CEO, told the analysts:

When I was last before you folks in the investment community at our institutionalinvestor conference in January, I spoke about our solutions oriented strategy.That is to dominate cost-effective solutions to meet everyone's routine electronic

-8-

Page 9: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

needs and families' distinct electronic wants. Well today I thought I'd share withyou a few new examples of what we're up to these days to execute that strategy.

Now, some of the activities are coming up later this year. Some are beingnewly deployed right now and some of the following examples are activities wehave been -doing for a number of quarters now but you may not have been awareof them or their existence or importance.

Three, as Mike briefly mentioned, we're doing a lot more accessory

bundling which is a real winning solution for RadioShack and its customers.

Accessories bundled with end products are easy for our associates to understand

and sell. They are very favorable from a financial perspective, their value is easy

for customers to understand. And accessories bundled with end products provide

customers with a needed service to optimize performance of their digital devices.

The digital devices we are or will be bundling accessories to include digital

cameras, wireless handsets and computers.

Four, part of the reason we had a successful year in wireless

communications is because of the additional services we provide that other

retailers do not. For instance, we process deposits, we activate handsets, and we

even accept PCS bill payments in our stores. These are services we provide

which means RadioShack can satisfy customers and not have to send them to

carrier stores like other retailers.

Our strong focus on the wireless customer has truly paid off for us overthe years and I believe you will see this payoff again in the first quarter in 2003and for the rest of this year and beyond. Sticking with wireless for a moment, oursuccess in 2002, which Mike discussed, and our favorable results quarter to dateare a direct result of the solutions our people provide.

You see, you must understand that despite wireless penetration projectionsin the U.S. of over 50%, still over 9 million wireless customers chum theirhandsets every quarter and many are now coming to RadioShack looking for abetter solution than they have now. Verizon and Sprint PCS are recognizing moreand more of the RadioShack's strength in this high chum environment. Beingaligned with two of the most reliable networks in the United States should alsonot be underestimated.

22. On the same call, Danielle Fox, an analyst at J.P. Morgan, asked:

Could you just walk us through the key elements of the supply chain strategy that

you expect to drive the 70 to 80 basis points of gross margin expansion, maybe to

your top two or three initiatives, just give us an update on where you are on each

of them?

Roberts responded:

-9-

Page 10: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

- Yeah, let me take that. First of all, I think that product development andbringing new innovative products to market is a very important part of what we'refocused on. Relevant to the speed to which we bring things to market, we reallyused ZipZap and Environizer as two tests outside of our current system so theywere pilots for a new way of doing things. We brought those products to marketvery quickly. In terms of the way we got them here to the U.S., we modified thatwithout getting into a lot of details which gave us the ability actually to sell theproduct before we paid for it. Which is a good thing. We put ourselves - sothat's first one is around the whole product development.

Second is distribution logistics and replenishment. And increasing the rateat which things are shipped. For example, number of ships that come out of Asiatoday are on average three a month. And we'll move toward more daily shipping.Now, what that does is that allows the inventory to flow through the entire systemat a more even level. Thereby keeping it - putting it in a position where you don'thave to have safety stocks of inventory in certain pockets. So smoothing out thatsupply chain.

The third issue is related to vendors and how we're working with vendorsin terms of negotiating cost of goods. You'll see, for example, in certaincategories auctioning, frame agreements, and a number of other tactics that wewill use relevant to working with vendors to reduce cost of goods. And those aresome of the more relevant ones.

Pricing is probably the other aspect of it that I'll mention. And we have apricing program which is in place that will allow us to get to more right pricingacross the marketplace and. give us a position so that we'll be able to sell throughproduct faster and not have to take the same kind of markdowns. The only the -other area I would today that is in sourcing, is we're talking about both direct andindirect and we have about $700 million or so a year of indirect purchasing andthat's a target, as well.

23. In RadioShack' s annual report on Form 10-K filed with the SEC on or about

March 28, 2003, defendants represented:

Management believes we have two primary factors differentiating us fromour competition. The first is our extensive physical retail presence withapproximately 7,200 conveniently located retail outlets in virtually everyneighborhood nationwide. Our specially trained sales staff is capable of providingcost-effective solutions for our customers' routine electronics needs and distinctelectronics wants, assisting customers with service activation where applicable,and assisting with the selection of appropriate products and accessories.

Our relationships with well-recognized companies represent our otherdifferentiating factor. These relationships with such companies as Sprint, Verizon,

Thomson (RCA) and Compaq, among others, augment the strong position that wehave historically maintained in our core product categories such as batteries,communications equipment, telephony, antennas, and parts and accessories.Additionally, we are able to leverage name brand recognition, marketing efforts

-10-

Page 11: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

and advertising campaigns with these vendors and also create cross-revenue

opportunities for repair service income, residual income, consumer acquisition

fees and rebates.

Inventory: Inventory is our largest asset class. Our inventory is primarily

comprised of finished goods and is recorded at the lower of cost or market using

the average cost method. We make estimates regarding the carrying value of our

inventory on an item-by-item basis. If the amount we expect to receive from the

sale of the inventory is less than its cost, we write down the cost of the inventory

to its estimated realizable value based on assumptions about future demand and

market conditions. If actual market conditions are less favorable than those

projected by management, or if unexpected changes in technology affect demand

for certain products, we could be exposed to losses in excess of our established

reserves.

Sales in the power and technical department increased 0.8% in dollars and

also as a percentage of our total retail sales to 13.9% in 2002 from 13.3% in 2001.

These increases were primarily due to increased sales of general and special

purpose batteries, partially offset by decreased sales of bulk and packaged wire

and technical parts. We anticipate a slight sales increase in this department in

2003.

Sales in the personal electronics, toys and personal audio department

increased 2.5% in dollars, as well as increasing as a percentage of our total retail

sales to 12.8% in 2002 from 12.1% in 2001, due primarily to increased sales of

micro radio controlled cars and related accessories, in addition to unique giftables.

We expect that sales in this department will continue to grow in 2003 as a result

of our additional name brand product offerings and our product line increases in

these areas.

We anticipate that gross profit as a percentage of net sales and operating revenues

will improve by the end of 2003, when compared to 2002, enhanced by sales mix

changes towards higher margin products, such as computer accessories, batteries,

toys, and personal audio and electronics, and also enhanced by improved

efficiencies realized from supply chain management initiatives, particularly in

vendor relations and end-of-life inventory management.

In 2003, we expect SG&A expense to increase slightly in dollars, but

decrease slightly as a percentage of net sales and operating revenues due to

increased sales volume.

-11-

Page 12: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

24. . On or about April 29, 2003, RadioShack distributed its Annual Report to

Shareholders, which stated in part:

When our company entered 2002, we were squarely focused on sellingmore profitably by leaning into the more profitable portions of our business:wireless, accessories and batteries. We drove higher sales and gross profit inthese categories, which made up approximately 55% of our business at year-end.Still, 2002 was a year of poor overall financial results because Radio Shack failedto execute across all its businesses.

Sales were $4.58 billion in 2002, four percent lower than in 2001.Adjusted for unusual items, net income was $258 million or $1.42 per share lastyear, compared to $292 million or $1.51 per share in 2001. Operating margin was9.7% in 2002 versus 10.6% the prior year.

The 2002 underperformance can be attributed primarily to two productcategories : Direct-to -home satellite television and desktop computers....

While I am extremely disappointed that we failed to deliver on our 2002financial expectations, I am pleased to report that we succeeded in delivering onthe merchandise and store operations areas of opportunity that I outlined for youin last year's letter to shareholders. In that letter I wrote that in 2002 RadioShackwould carry more innovative products, offer a greater selection of accessories,and bring high-speed connectivity to our stores to improve customer service.

* *_

GREATER SELECTION OF ACCESSORIES

In 2002, RadioShack sold hundreds more accessories and batteries fordigital end-products than in 2001....

RadioShack has long been given credit by consumers as a destination foraccessories and batteries. In 2002, we fortified that perception by improving ourproduct lineup. We will further build upon this franchise in 2003.

STRATEGY

A better customer shopping experience can only come from having insight

about your customers. In 2002, we embarked upon some intensive in-depth

customer analysis which (among other things) revealed four important insights

about the way the buying public thinks about the customer electronics

marketplace and RadioShack. Our strategy, "To dominate cost-effective solutions

to meet everyone's routine electronics needs and families' distinct electronics

wants," is based upon these four critical consumer insights.

-12-

Page 13: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

r 1

Customers have many simple electronics needs (accessories, batteries, andother enabling devices) they want fulfilled in a simple, easy manner, whereconvenience, selection, quality, simplicity, answers, and fair price, matter.

This speaks to the routine, everyday electronics needs that people have,and they trust RadioShack to satisfy them because we have the assets in place toserve them: 30,000 knowledgeable associates, a vast distribution system with7,200 locations, brand names, and the products and services that will satisfy theseneeds.

Introducing new and innovative products is a mission-critical element ofour strategy. As noted earlier, we became more innovative and more relevant tothe consumer with our product offerings in 2002. We will extend this progressinto 2003.

THE OUTLOOK

Our focus on . . . families' distinct electronics wants and everyone's

routine electronics needs should help solidify RadioShack's already sound

business model. We expect annual earnings per share growth to be 13% to 15%.

That EPS growth is predicated upon:

• Modest, realistic, and conservative sales growth of 2% to 3%;

• Gross margin improvement of 70 to 80 basis points primarily from supplychain initiatives;

• Selling, general and administrative (SG&A) expense growth of 1% to 2%;and

• Share buybacks of $200 million to $250 million.

Sales from our anchor (or core) departments of wireless, accessories andbatteries are expected to grow about 4% to 6%, while other departments areexpected to grow approximately 1 %. We will continue to source strong brands ofrelevant products and be quicker to market and right-priced with them. Our morecontemporary, retrofitted store environment which we rolled out to all stores in2002 will also help drive sales. Early indicators find that the improved productadjacencies and better signage and displays lead to a store environment which iseasier for our customers to shop in, and easier for our associates to sell in.

Our projected gross margin rate gain implies RadioShack will reapbenefits of the supply chain initiatives deployed late in 2002 and early 2003. We

-13-

Page 14: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

are getting better pricing and terms from vendors in a number of ways: costreductions, coordinating and leveraging our own ordering better across ourmerchandising organization; consolidating vendors; plus many more activities.Also under the supply chain banner, we expect to benefit from our priceoptimization initiatives. We will deploy new DemandTec software and extend asuccessful 2002 test to many more markets in an effort to become right-priced ineverything we sell. Collectively, we expect to see about $40 million to $50million in gross profit improvement in 2003 from supply chain initiatives.

Our organization demonstrated commendable expense discipline in 2002.Selling, General and Administrative expense (in dollars) was flat versus 2001. Ifully expect that this discipline will continue in 2003 in order to hold SG&Aexpense growth to around 1% to 2%.

RadioShack continues to maintain a sound cash position. We ended 2002with $447 million in cash and short-term investments on our balance sheet andgenerated $375 million of free cash flow. We are committed to maintainingample liquidity and a healthy capital structure that best positions us for long-termgrowth and as protection against a continued downturn in the economy.

WE GO FORWARD A STRONG, SOUND ENTERPRISE

I'm proud that our RadioShack team made significant progress in buildinga stronger retail organization during a difficult year.

You have my whole-hearted commitment that I will do everything in mypower with the utmost in ethics to return growing profitability to your companyfor the long term. Together with 37,000 of the most capable team members inretail today, we will execute our strategy and thereby fulfill our vision to be themost powerful one-stop shop to connect people (through products and services)with the wonders of modern technology.

25. In response to these positive statements, RadioShack stock climbed over 2% from

$22.72 to $23.18. The next day, the stock rose another 3.3% to close at $23.95.

26. On April 22, 2003, RadioShack issued a press release entitled "RadioShack

Corporation Announces First Quarter 2003 Net Income of $56.6 Million, $0.33 per Share,"

which stated:

Radio Shack Corporation today announced first quarter net income of$56.6 million or $0.33 per diluted share for the quarter ended March 31, 2003,compared to net income of $57.6 million or $0.31 per diluted share for the quarterended March 31, 2002.

-14-

Page 15: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

Comparable store sales for the first quarter 2003 were up 5% compared tothe prior year. Total sales in the first quarter 2003 were up 3% to $1,070 million,compared to total sales of $1,034 million for the previous year. Wirelesscommunications department sales for the first quarter of 2003 were up 14%.

"RadioShack's first quarter financial results were driven by strong sales ofhighly relevant electronics products and services that today's customers demandand RadioShack is best-positioned to sell," said Leonard Roberts, chairman andchief executive officer of RadioShack Corporation. "Results in wireless, digitalphotography, and other successful categories were driven by sound executionfrom our associates and an improved store layout."

First quarter 2003 inventory turnover was 2.6 times versus 2.4 a year ago.

Compared to last year, first quarter 2003 inventory was only 1.6% higher despite

a 3% sales gain. Free cash flow for the first quarter of 2003 was $82 million.

Financial Guidance

- For the second quarter of 2003, RadioShack anticipates generatingdiluted earnings per share of $0.27-$0.30.

- For the full year 2003, RadioShack continues to anticipate earningsper share to be at least $1.60, representing a 13% increase over its full yearadjusted 2002 earnings per share. The $1.60 is based upon the followingassumptions:

- approximately 3.5% to 4.0% growth-in sales and SG&A,

- gross margin improvement of 0 to 20 basis points, and

average year-end shares of 168 million.

27. On May 15, 2003, RadioShack issued a press release entitled "RadioShack

Defines Strategic Differentiation at Annual Shareholders' Meeting: CEO Reiterates Confidence

in Solutions Strategy; Continued Emphasis On Corporate Governance," which stated:

RadioShack Corporation held its annual shareholder meeting today in Fort Worthwhere Chairman and Chief Executive Officer Leonard H. Roberts outlined howthe company is differentiating itself from other consumer electronics retailers aswell as detailed the company's leadership role in the area of corporategovernance. Additionally, shareholders elected 13 members of the board ofdirectors, including three new directors, to serve a one-year term.

"Only RadioShack is uniquely poised to dominate cost-effective solutionsto meet everyone's routine electronics needs and families' distinct electronicswants," Roberts said, "Our consumer research shows that solutions mean morethan just having an answer to a consumer's particular product or service need or

-15-

Page 16: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

want. It also means extensive, product selection and quality at a reasonable price.Combine these needs with our knowledgeable sales associates and it is clear thatwe have a definitive competitive edge that will differentiate RadioShack in theminds of consumers and ensure our relevance both now and in the future."

Roberts continued, "Our solutions strategy is the thread that connects

RadioShack's mission of demystifying technology in every neighborhood in

America to its vision of becoming the most powerful one-stop shop to connect

people - through products and services - to the wonders of modern technology.

The physical manifestation of this strategy is our new concept store design we're

testing in Tucson, Arizona and Jacksonville, Florida."

These new concept stores showcase the company's distinct and innovativeproducts while maintaining its convenient neighborhood locations for accessoriesand routine needs. The company plans to expand the test to 300 stores nationwidethat are slated for renovation this year.

"In terms of corporate governance, RadioShack truly measures up to thehighest standards ... and exceeds them," he said. "In fact, based on corporategovernance criteria as measured by Institutional Shareholder Services, the world'sleading provider of proxy voting and corporate governance services,RadioShack's corporate governance standards are roughly in the top 10 percent ofFortune 500 companies as well as in the top one percent of our industry. That'simpressive, and, naturally, something we're all quite proud of."

28. On July 22, 2003, RadioShack issued a press release entitled "RadioShack

Corporation Announces Second Quarter 2003 Net Income of $57.5 Million, Up 11%," which

stated:

RadioShack Corporation today announced second quarter net income of

$57.5 million or $0.34 per diluted share for the quarter ended June 30, 2003,

compared to net income of $51.8 million or $0.28 per diluted share for the quarter

ended June 30, 2002. In 2002, the company also reported adjusted second quarter

net income of $53.2 million or $0.29 per diluted share due to the effect of two

litigation settlements.

Comparable store sales for the second quarter 2003 were up 3% comparedto the prior year. Total sales in the second quarter 2003 were also up 3% to$1,025 million, compared to total sales of $998 million for the previous year.Wireless communications department sales for the second quarter of 2003 wereup 14%.

"RadioShack's second quarter financials were primarily the result ofstriking a prudent balance between sales and profitability, as executed by ourmerchants and field associates," said Leonard Roberts, chairman and chief

-16-

Page 17: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

executive officer of.RadioShack Corporation. "Strong sales in the wireless andtoy departments combined with excellent profitability improvement in thecomputer and power-technical departments, made for very respectable financialresults."

Inventory turnover through the second quarter of 2003 was 2.6 timesversus 2.5 a year ago. Free cash flow was $221 million for the six-months endedJune 30, 2003.

Financial Guidance

- For the third quarter of 2003, RadioShack anticipates generatingdiluted earnings per share of $0.27-$0.29.

- For the full year 2003, RadioShack anticipates earnings per share

to be at least $1.63, representing a 15% increase over its full year adjusted 2002

earnings per share. The new 2003 forecast is $0.03 higher than previously

anticipated and represents similar operating income assumptions with a slightly

more favorable outlook for lines below operating income. The full year

assumptions include:

- Approximately 3.5% to 4.0% growth in sales

- Wireless communications department growth will be notablyhigher than earlier estimates of 3%-to 4% -- -

- Collectively, the decline in the home entertainment, wiredcommunications, and radio communications departments will be morepronounced than earlier expectations of "down slightly to flat."

- Gross margin improvement of 0 to 20 basis points

- SG&A growth of 3.5% to 4.0%

- Average year-end diluted shares of approximately 168 million.

29. On October 17, 2003, RadioShack issued a press release entitled "RadioShack

Corporation Board of Directors Authorizes 14% Dividend Increase, Odd-Lot Stock Buyback

Program," which stated:

RadioShack Corporation announced that its board of directors todaydeclared an annual dividend of $0.25 per common share, 14% or $0.03 greaterthan that of the prior year. The dividend is payable December 26, 2003, tostockholders of record on December 8, 2003.

"This represents the 17th year in a row RadioShack has paid a dividend ofequal or greater value versus the prior year," said Leonard Roberts, chairman and

-17-

Page 18: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

chief executive officer. "RadioShack is committed to driving total return for itsstockholders through dividends, earnings growth, and share repurchases."

Separately, the RadioShack Corporation board of directors also approvedan odd-lot stock buyback program. The voluntary program, also known as a smallshareholder buyback program; -provides owners of fewer than 100 shares with aconvenient, low-cost way to liquidate or round-up their positions to 100 shares.

30. On October 21, 2003, RadioShack issued a press release entitled "RadioShack

Corporation Announces Third Quarter 2003 Financial Results; Net Income Up 27%, E.P.S. Up

36%," which stated:

RadioShack Corporation today announced third quarter net income of $57million or $0.34 per diluted share for the quarter ended September 30, 2003,compared to net income of $45 million or $0.25 per diluted share for the quarter

ended September 30, 2002. Third quarter 2003 earnings per diluted share werefavorably impacted by less than one cent from the net effect of a litigationsettlement and costs related to the rationalization of certain manufacturing andinstallation businesses.

Comparable store sales for the third quarter 2003 were up 3% compared tothe prior year. Total sales in the third quarter 2003 were up 2% to $1,064 million,compared to total sales of $1,047 million for the previous year. Wirelesscommunications department sales for the third quarter of 2003 were up 12%.RadioShack drove increases in both total sales and gross margin percentage in thesame quarter for the first time in 19 quarters.

"RadioShack is clearly on the right track. Third quarter financials werethe result of striking a very prudent balance between sales and profitability," saidLeonard Roberts, chairman and chief executive officer of RadioShackCorporation. "Our vendor initiatives, buying disciplines, and field execution aredriving higher profit and better returns for our shareholders."

Inventory turnover through the third quarter of 2003 was 2.6 times versus2.4 times a year ago. Free cash flow was $321 million for the nine-months endedSeptember 30, 2003, compared to $217 million in the prior year. As for fourthquarter 2003 guidance, RadioShack anticipates generating diluted earnings pershare of $0.67 - $0.70.

31. On January 14, 2004, RadioShack issued a press release entitled "RadioShack

Corporation Revises Fourth Quarter Earnings Per Share Guidance Higher," which stated:

RadioShack Corporation today announced that its fourth quarter 2003

earnings per share will exceed the high end of its previously stated forecast of$0.67 to $0.70. Additionally, the company reported that fourth quarter 2003 free

- is -

Page 19: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

cash flow will be approximately $420 million versus previous guidance of $310million to $350 million.

The most significant driver of RadioShack's earnings results was better

than expected gross margin. Factors impacting gross margin included:

- favorable merchandise mix,

- much higher profitability on similar products sold the previousyear,

- better results from merchandise markdowns, and

- significant benefits from supply chain management initiatives.

"Product mix and other elements of our operating plan continue topositively impact our bottom line," said Leonard Roberts, Chairman and ChiefExecutive Officer. "We overcame light traffic trends and inclement weather byselling more profitably to deliver higher earnings and greater shareholder value."

RadioShack delivered value- to customers and shareholders by sellingcompetitively priced, relevant products without compromising its financial model.In addition to the strong gross margin, slightly better-than-expected results fromoperating expenses contributed to the favorable fourth quarter earnings.

Lower sales results partially offset the benefits elsewhere on the incomestatement: RadioShack's fourth quarter 2003 total sales decreased 1%, to $1.48billion from $1.50 billion in 4Q 2002. On a comparable store basis, sales werealso down 1 % for the quarter.

32. On January 15, 2004, in response to these positive statements, RadioShack stock

climbed from $30.35 to $32.49, an increase of 7.05%.

33. On January 16, 2004, RadioShack issued a press release entitled "RadioShack

Corporation Concludes Two-Day Institutional Investor Conference; Several Salient Points

Discussed," which stated:

RadioShack Corporation today concluded an institutional investorconference at its Fort Worth, Texas, headquarters. The conference, which beganyesterday afternoon, featured presentations from four of the company's seniorexecutives: Mike Newman, senior vice president and chief financial officer; ArvinGoldberg, chief business operations officer; Dave Edmondson, president andchief operating officer; and Len Roberts, chairman and chief executive officer.

-19-

Page 20: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

W

Some of the more salient points made at the conference included thefollowing:

- The company anticipates 2004-2005 growth in the following:sales, 3% to 4%; gross margin, 50 to 70 basis points; SG&A expenses, 1.5% to2.5%; operating income, 10% to 13% and; earnings per share, 13% to 15%.

- RadioShack has terminated its exclusive agreement with RCA and

will repurpose approximately 18 linear feet of home entertainment space in all of

its stores.

- About 10 linear feet will be used for a broader assortment of homeentertainment products and brands, including RCA.

- The remainder will be used for higher-margin product categoriessuch as personal electronics, accessories, and power products.

- The wireless department is estimated to grow at a CAGR for 2004-

2005 of 5% - 8%. Number portability could provide important opportunity for

incremental growth in this department.

- Other 2004-2005 departmental sales CAGR projections were:

wired communications , (-4%) - (-5%); radio communications , 0% - 2%;

computer, 5% - 7%; home entertainment, 0%; power & technical, 4% - 5%;

toys/personal electronics/personal audio, 3% - 5%.

-The -company- will deploy disproportionate amounts of resources

towards six focus areas in 2004: the connected home, power, digital imaging,

wireless (handsets plus related products and services), gifts & toys, and wellness.

- RadioShack dropped DirecTV from its satellite television offeringand is now selling only Dish Network service. RadioShack believes this will havea neutral-to-slightly positive impact upon its satellite business.

- Benefits from RadioShack's strategic pricing initiative shouldaccelerate in 2004:

Initiative generated $6 million to $7 million of incremental grossprofit in 2003.

- Initiative impacts about 500 stock keeping units today and

approximately 1,500 by the end of 2004.

- This year the company expects to institute zone, or local market,pricing (phase 2) and more scientifically manage its markdown and sale processes(phase 3).

- Inventory turnover for 2004 is anticipated to be 2.8 to 2.9 turns.

-20-

Page 21: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

i

- Free cash flow for the years-ended 2003, 2004, and 2005 are

anticipated to be approximately $420 million, $72 million, and $250 million,

respectively.

- Radio Shack's supply chain initiatives contributed approximately$40 million in operating income benefit in 2003. They are expected to contributeanother $25 million in 2004.

- The company's new prototype stores have scored very favorablywith consumers in independent research. Today, there are 231 new prototypelocations and RadioShack plans on having 300-400 more in 2004.

- RadioShack is working on 2005 business drivers today:

- Focusing on technologies that play to RadioShack's strengths (e.g.power, communications, connected home).

Building relationships with technology partners worldwide (e.g.Mobility Electronics , Israel-based E.N.T.).

- Looking for licensing or exclusivity opportunities in return foraccelerating adoption rates through its 7,000 locations.

- Aiming to develop new sources of residual revenue.

34. On February 19, 2004, RadioShack issued a press release entitled "RadioShack

Corporation Announces Fourth Quarter and Year-End 2003 Financial Results; Fourth Quarter

Net Income Up 17%, E.P.S. Up 22%," which stated:

RadioShack Corporation today announced fourth quarter net income of$127 million or $0.77 per diluted share for the quarter ended December 31, 2003.This compares to net income of $109 million or $0.63 per diluted share for thequarter ended December 31, 2002. Last year the company also reported adjustedfourth quarter 2002 net income of $102 million or $0.59 per diluted share, dueprimarily to an unusual gain from a contract termination.

Comparable store sales for the fourth quarter 2003 were flat compared tothe prior year. Total sales in the fourth quarter 2003 were also flat at $1,490.4million, compared to total sales of $1,497.7 million for the previous year.

"Improved management of product mix, supply chain initiatives,markdowns, along with other factors related to gross margin, favorably impactedour quarterly earnings beyond our expectations," said Leonard Roberts, chairmanand chief executive officer of RadioShack Corporation. "Our organizationaldisciplines in buying, pricing, staffing and other areas are driving higher profitand better returns for our shareholders. These disciplines will bode well for us in2004 and beyond."

-21-

Page 22: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

Inventory turnover for the full year of 2003 was 2.7 times versus 2.5 timesa year ago. Free cash flow was $422 million for the 12 months ended December31, 2003, compared to $375 million in the prior year.

RadioShack reported full year 2003 net income of $298 million , or $1.77per diluted share, versus net income of $263 million, or $1.45 per diluted sharethe previous year . Excluding unusual items, 2002 net income was $258 million,or $1.42 per diluted share. Sales for 2003 were $4,649 million , up 2% versus$4,577 million the previous year.

As for financial guidance, RadioShack anticipates generating first quarter2004 earnings per share of $0.36 to $0.38. Earnings per diluted share for fiscalyear 2004 are anticipated to grow 13% to 15% year-over-year to at least $1.99.This annual earnings per share growth is predicated upon sales growth of 3% to4%, gross margin gains of 50 to 70 basis points, and SG&A growth of 1.5 to2.5%.

35. On February 19, 2004, in response to these positive statements, RadioShack stock

climbed from $33.31 to $ 35.41, an increase of 6.3%. ,

36. On March 12, 2004, RadioShack issued a press release entitled "RadioShack

Corporation Chairman and Chief Executive Officer Adopts 10b5-1 Plan," which announced:

Leonard H. Roberts; the company's chairman and chief executive officer, hasadopted a pre-arranged, systematic trading plan to sell company shares inaccordance with guidelines specified by Rule lObs-1 under the Securities andExchange Act of 1934 and by RadioShack's policies with respect to insider sales.

Rule 10b5-1 permits officers and directors of public companies to adoptpre-determined plans for selling specified amounts of stock. The plans may beentered into only when the director or officer is not in possession of material,nonpublic information and may be used to gradually diversify investmentportfolios over a period of time.

The 10b5-1 plan provides for Roberts' exercise and sell of 375,000employee stock options over a period of seven months beginning June 1, 2004.This represents approximately 10 percent of Roberts' more than 3.6 millionvested and unvested stock options as of December 31, 2003.

This trading plan enables Roberts to diversify his personal assets whilecontinuing to stay aligned with the interests of shareholders. Roberts said, "I ambullish on the long-term growth prospects of RadioShack. I am adopting the10b5-1 plan on the recommendation of my financial advisors as a way ofachieving prudent diversification on behalf of my family's investments while notappreciably diluting my interests in the company."

-22-

Page 23: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

37. On or about April 13, 2004, RadioShack distributed its Annual Report to

shareholders, which stated in part:

In my letter to you last year, I described several merchandising andoperational initiatives, including improved supply chain and store processes, thatwe believed would help deliver 2003 earnings per share (EPS) growth of 13-15%.I am pleased to be able to report to you that not only did we meet those goals in2003 - we exceeded them.

Our sales grew 2%, in line with our expectations. Our gross marginincreased by 91 basis points - ahead of our expectations - due primarily to strongresults from our supply chain initiative. Our selling, general and administrativeexpenses rose just 1%, also exceeding our expectations, as a result of manycompany-wide initiatives to reduce costs and exiting several businesses that didnot deliver shareholder value. Overall, in 2003 we delivered EPS growth of 22%,which in turn helped drive a 64% increase in the value of RadioShack stock.Coupled with a 14% dividend increase in 2003, your stock saw a total return in2003 of 65%.

Staying On Strategy

I am convinced that the main, over-arching reason why we delivered onour financial promises in 2003 (and what we believe will make us successful inthe future) is that we stayed true to our strategy "to dominate cost-effectivesolutions to meet everyone's routine electronics needs and families' distinctelectronics wants."

This is the long-term direction of our organization, and we know we havea long way to go until we literally fulfill our strategy. While we didn't expect todominate any consumer electronics categories by year's end, our merchandising,marketing and store operations decisions were all reasonably well-aligned withthis strategy statement.

We clearly met customers' routine needs for wireless communications, forexample, and posted 14% annual sales growth in this department. Our mostsuccessful results tend to come from categories that are small cube, can beaccessorized, require answers, and are convenience-driven. The wireless businesscertainly plays to those characteristics. Our wireless business succeeded becausecustomers embraced our formidable product offerings and store associatesexecuted well. Our merchants have also become highly skilled at securing,pricing and distributing these products. In 2004, we think wireless will haveanother good year due in part to a new product cycle and more accessory bundles.

-23-

Page 24: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

We also drove good sales and gross profit results from categories such asdigital imaging, power, wellness, and the connected home. Like wireless, thesecategories play to RadioShack's strengths in that they are all small cube andaccessory-ready, driven by convenience and require answers. Ongoingcommitment to these categories will further our strategy and give RadioShack itsbest opportunities for long-term financial success.

In 2003, we did make significant moves to fulfill the "cost-effectivesolutions" element of our strategy. We exited certain manufacturing operationswhich were not core to our strategy and were providing insufficient returns. Weconsolidated, closed, or sold six different businesses, including our installation,signs, fixtures, and wire and cable units. The favorable cost impact from thesemoves should be felt for most of 2004. In addition, we realized payroll savings ofapproximately $12 million from labor scheduling, simply through moremeticulous focus on and accountability for productivity results.

Supply chain management lowered costs and optimized inventory,primarily by securing better terms from vendors and tying our organization'sfocus and compensation to more appropriate merchandising metrics.

RadioShack clearly developed a more efficient supply chain in 2003.RadioShack now gets products into its stores more efficiently and at lower pricesthan ever before. The company can react better to meet customer demand, too.RadioShack has created a streamlined supply chain which is better serving ourcustomers and shareholders alike.

Opportunities to Drive Shareholder Value

While it did help us to drive better earnings, our focus on processimprovement during 2003 was not without missteps and mistakes. During ourhighest volume time of year (fourth quarter), we did not have enough traffic-driving, low-priced promotional offers. In addition, we did not buy aggressivelyenough on many hot, fast-moving products.

Now that we are sourcing product more effectively, we can maintain ourmargins in 2004 as we pick our spots to be more competitive on price. We arenow in a better position to select traffic-driving product that can be morepromotional, and we expect to drive accessory add-on opportunities, too. We alsothink we can further optimize the balance between sales, earnings, and use ofworking capital by taking calculated risks to be deeper in more product categoriesand by changing our advertising mix to more effectively reach our targetaudiences.

Our new store prototype is another opportunity to drive value in 2004. Weended 2003 with 232 prototype stores. These stores have superior sight lines with

-24-

Page 25: c-rr ^'- C^1 ORIGI NALsecurities.stanford.edu/filings-documents/1037/RSH_01/... · 2008. 10. 16. · mostrecent 2002 data. Thecompanyhasreducedthe numberofits stores with an ROICofless

more contemporary colors and signs. There is also an attractive point of sale inthe middle of the store that brings product out from behind glass counters andinstead displays them within easy reach of our customers. Checkout is convenientand customers are drawn further into the store. Research suggests that customersfind the new format neater and are more willing to return to it versus the olderformat. Customers even perceive a greater selection and value in the new format,despite the reality that the products and prices are no different from any otherstore.

While these soft improvements have yet to translate into a consistentlysatisfactory financial performance, the financial results do suggest it isworthwhile to launch more new format stores at a rate consistent with our normalcommitment to store capital expenditures. In 2004, we anticipate the rollout of aleast another 300 new format stores. And having consolidated our fixtures unit,we may see incremental financial improvement by outsourcing production of thenew format fixtures.

In 2004, we anticipate a significant opportunity to drive sales productivity.Having terminated our exclusive agreement with RCA, vast options are nowopened -up to drive -sales from the space - formerly dedicated solely to RCAproducts. This year for each store, we expect to do nearly equal sales of homeentertainment products in about 14 linear feet of space versus the 22 linear feet ofspace dedicated to home entertainment in 2003. This will be possible by carryingnew products with superior brands in the smaller space. The remaining eight feetwill be used to drive one or more of our 2004 priority merchandising categorieswhich include power, gifts and toys, and wellness, among others.

Our new product development, or technology innovation phase of ourgrowth, will begin to make modest contributions to sales and earnings growth thisyear. Our plan is for benefits to become material in late 2005 or beyond. Thefocus for now is to be actively engaged with entities worthwhile at the cuttingedge of technology development to source and sell new products in our core areasof strength, such as power and communications.

The Outlook

By staying true to our strategy again in 2004, RadioShack anticipatesdriving further value for you, our shareholders. We expect 2004 EPS growth tobe 13% to 15%. This growth is based on:

> Sales growth of 3% to 4%;

> Gross margin improvement of 50 to 70 basis points;

> SG&A expense growth of 1-1/2 % to 2-1/2%; and

-25-