Nine Months Ended September 30, 2008 vs. Nine Months Ended
September 30, 2007
Consolidated
:
Total net sales for the
nine-month period ended September 30, 2008 increased by 3% to $337,949 from
$328,305 for the comparable period of 2007. Net sales in the Retail Division
increased 5% and net sales in the Wholesale Division increased by 2%. During the
nine months ended September 30, 2008, gross margin remained unchanged from the
same period in 2007 at 41%. Operating expenses increased in the first nine
months of this year to $117,097 from $103,922 in the same
period last year. $4,921 of this increase is due to the charges related to the
resignation of our former Chief Executive Officer and Chairman of the Board in
March of this year. Additional expenses associated with our Compo business
acquired in the second quarter of last year and our new Steve Maddens Fix
Division which began shipping product in the fourth quarter of last year also
contributed to the increase in operating expenses. The additional stores in
operation during the first half of this year (which ranged from a net of five
additional stores on January 1, 2008 to a net of two additional stores on June
30, 2008) resulted in an increase in payroll, rent and depreciation expenses. Commission
and licensing fee income was $11,056 in the first nine months of 2008 compared
to $15,450 in the first nine months of 2007. The decrease was due to the
decision of one of our large private label customers to source product
directly, and by other private label customers scaling back their orders in
response to the soft retail environment. Income from operations was $32,690 in
the first nine months of this year compared to $45,960 in the same period last
year. Our effective tax rate increased to 38.6% in the first nine months of
2008 compared to 35.9% in the same period last year due to our filing of
amended New York State and New York City returns on a combined basis for the
years 2003 through 2005 that resulted in a one-time tax benefit recognized in
the third quarter of 2007. Net income decreased to $20,774 in the first nine
months of this year compared to $30,990 in the same period last year. The
decrease in income was primarily due to the increase in operating expenses and
the reduction in net commission and licensing fee income.
Wholesale
Division:
Net sales from the Wholesale
Division accounted for $252,329 or 75%, and $246,913 or 75% of our total net
sales for the first nine months of 2008 and 2007, respectively. The increase in
sales was primarily driven by a significant sales growth in two of our
wholesale divisions. In the Madden Girl Division, a 64% increase in net sales
was the result of a deeper market penetration and a strong product performance
at retail. A 20% increase in net sales in the Daniel Friedman Division was due
to the strong performance of Betsey Johnson handbags and net sales increases in
Steve Madden and Steven handbags. In addition, our Steven Division achieved a
5% increase in net sales due to a significant decrease in markdowns and
allowances. Finally, our new Madden Fix Division, which began shipping product
during the fourth quarter of 2007, contributed net sales of $2,052 during the
nine months ended September 30, 2008. These net sales increases were partially
offset by net sales decreases in the Mens, Candies and Stevies Divisions.
These net sales decreases are primarily the result of the challenging economic
environment.
Gross profit margin
increased to 36.1% in the first nine months of this year from 35.6% in the same
period last year, primarily due to a decrease in allowances. In the first nine
months of 2008, operating expenses increased to $62,517 from $56,916 in the
same period of 2007. The increase is primarily due to the $4,921 of the charges
related to the resignation of our former Chief Executive Officer and Chairman
of the Board in March of this year. Income from operations for the Wholesale
Division decreased to $30,743 for the nine-month period ended September 30,
2008 compared to $33,765 for the same period of 2007, primarily due to the
increase in operating expenses.
Retail Division:
In the first nine months of
2008 net sales from the Retail Division accounted for $85,620 or 25% of our
total net sales compared to $81,392 or 25% in the same period last year. We
opened six new stores and closed seven under-performing stores during the
twelve months ended September 30, 2008. As a result, we had 99 retail stores as
of September 30, 2008 compared to 100 stores as of September 30, 2007. The 99
stores in operation on September 30, 2008, include 93 under the Steve Madden
brand, five under the Steven brand and one e-commerce website. Comparable store
sales (sales of those stores, including the e-commerce website, that were open
throughout the first nine months of 2008 and 2007) increased 0.4% in the first
nine months of this year. The gross margin in the Retail Division decreased to
55.6% in the nine months ended September 30, 2008 from 57.3% in the first nine
months of 2007 primarily due to an increase in promotional activity reflective
of the challenging economic environment. During the nine months ended September
30, 2008, operating expenses increased to $54,580 from $47,006 in the same
period of last year. Several factors contributed to the increase of operating
expenses during the nine months ended September 30, 2008. The additional stores
in operation during the first half of this year (which ranged from a net of
five additional stores on January 1, 2008 to a net of two additional stores on
June 30, 2008) resulted in an increase in payroll, rent and depreciation
expenses. Five of the stores opened this year are freestanding street stores
which have higher operating costs than the mall stores that were closed during
the year. Incremental costs associated with our Compo business that was
acquired in the middle of the second quarter of last year also contributed to
the increase in operating expenses. In addition, a non-cash write-off of
unamortized assets associated with the closing of five stores resulted in an
increase in operating expenses. Loss from operations for the Retail Division
was $6,994 in the first nine months of this year compared to a loss from
operations of $383 for the same period in 2007.
21
First Cost Division:
The First Cost Division
generated income from operations of $8,941 for the nine-month period ended
September 30, 2008, compared to $12,578 for the comparable period of 2007. The
decrease was due to the decision of one of our large private label customers to
source product directly and by other private label
customers scaling back their orders in response to the soft retail environment.
The decrease was partially offset by an increase in our international business.
LIQUIDITY AND CAPITAL RESOURCES
($ in thousands)
We had working capital of
$133,172 at September 30, 2008 compared to $121,138 at December 31, 2007. The
increase is primarily due to an increase in due from factor caused by an
increase in sales in the third quarter, an increase in inventories required to
fulfill the increase in sales orders for the month of October and a decrease of
accounts payable and accrued expenses. These increases were partially offset by
the completion of our tender offer in which we repurchased 2,600,000 shares of
our common stock at a total cost of $44,200.
Under the terms of a
factoring agreement with GMAC, we are eligible to borrow 80% against our
receivables at an interest rate equal to the lower of the prime rate less
0.875% or the 30-day London Interbank Offered Rate plus 1.375%. This agreement,
which has no specific expiration date and can be terminated by either party
with 60 days written notice after June 30, 2009, provides us with a $50 million
credit facility with a $25 million sub-limit on the aggregate face amount of
letters of credit with some other stipulations. We had no outstanding
borrowings as of September 30, 2008 and September 30, 2007.
At December 31, 2007, we
held $37,325 in auction rate securities. The contractual maturities of the
investments underlying the auction rate securities matured at various dates
through 2046, however, all our auction rate securities, or ARSs, had a reset period
of 28 days. Subsequent to December 31, 2007 we reduced the amount of its ARSs
via successful auctions to $16,300, however, in February of 2008, the liquidity
in the ARS market evaporated causing the ARSs to fail at auction, resulting in
our continuing to hold these securities and the issuers paying interest at the
maximum contractual rate. Accordingly, $16,300 of the auction rate securities
were classified as long term as of December 31, 2007. The lack of liquidity in
the ARS market continued during the first quarter of 2008, and as a result, we
recorded an unrealized loss in other comprehensive loss on our ARSs of $230 as
of March 31, 2008. Beginning in June of 2008, a market developed for certain
ARSs based on the quality and the collateral of the underlying securities. During
the months of June and July, we were able to sell $16,225 of our ARSs at full
face value thereby reducing our holdings in ARSs to $75 as of September 30,
2008. Therefore, the ARS balance of $75 as of September 30, 2008 has been
classified as short term and the unrealized loss of $230 provided for in the
first quarter of this year was reversed in the second quarter of the year. As a
result, we did not incur any losses with respect to our investments in ARSs.
Management believes that
based upon our current financial position and available cash and marketable
securities, we will meet all of our financial commitments and operating needs
for at least the next twelve months.
OPERATING ACTIVITIES
($ in thousands)
During the nine-month period
ended September 30, 2008, net cash provided by operating activities was $548. The
primary source of cash was the net income for the nine months ended September
30, 2008. An additional source of cash was provided by the decrease in prepaid
expenses, deposits and other assets of $2,116. The primary uses of cash were an
increase in due from factor of $17,525, an increase in inventory of $13,543 and
a decrease in accounts payable and other accrued expenses of $990.
INVESTING ACTIVITIES
($ in thousands)
During the nine-month period
ended September 30, 2008, we invested $13,944 in marketable securities and
received $69,660 from the maturities and sales of securities. We also invested
$4,923 in additional acquisition costs for Daniel Friedman. Additionally, we
made capital expenditures of $6,285, principally for the two new stores opened during the period, the
construction of a new stores scheduled to open in the third quarter of 2008,
the remodeling of three existing stores, leasehold improvements to corporate
office space and for upgrades to our computer systems.
22
FINANCING ACTIVITIES
($ in thousands)
During the nine-month period
ended September 30, 2008, we completed a Tender Offer to purchase 2,600,000
shares of our common stock for treasury at a total cost of $44,200 or $17.00
per share. We also received $2,051 in cash and realized a tax benefit of $762
in connection with the exercise of stock options.
CONTRACTUAL OBLIGATIONS
($ in thousands)
Our contractual obligations
as of September 30, 2008 were as follows:
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Payment due by period
|
|
|
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|
|
Contractual
Obligations
|
|
Total
|
|
Remainder of
2008
|
|
2009-2010
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|
2011-2012
|
|
2013 and
after
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|
|
|
|
|
|
|
|
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|
|
|
|
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|
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|
Operating lease obligations
|
|
$
|
119,694
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|
$
|
4,201
|
|
$
|
33,650
|
|
$
|
31,077
|
|
$
|
50,766
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
Purchase obligations
|
|
|
51,619
|
|
|
51,619
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|
|
0
|
|
|
0
|
|
|
0
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|
|
|
|
|
|
|
|
|
|
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|
|
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Other long-term
liabilities (future minimum royalty payments)
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|
|
5,715
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|
|
55
|
|
|
3,464
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|
|
2,196
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|
|
0
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|
|
|
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|
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|
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|
|
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|
|
|
|
|
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|
|
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Total
|
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$
|
177,028
|
|
$
|
55,875
|
|
$
|
37,114
|
|
$
|
33,273
|
|
$
|
50,766
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|
|
|
|
|
|
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At September 30, 2008, we
had un-negotiated open letters of credit for the purchase of inventory of
approximately $4,076.
We have an employment
agreement with Steven Madden, our founder and Creative and Design Chief, which
provides for an annual base salary of $600 subject to certain specified
adjustments through June 30, 2015. The agreement also provides for annual
bonuses based on EBITDA, revenue of any new business and royalty income over $2
million, plus an equity grant and a non-accountable expense allowance.
On February 7, 2006, we
acquired all of the equity interest of Daniel M. Friedman. The acquisition was
completed for consideration of $23,686, including transaction costs. In addition,
the purchase agreement includes certain earn-out provisions based on financial
performance through 2008.
We have employment
agreements with certain executive officers, which provide for the payment of
compensation aggregating approximately $2,235 in 2008, $2,420 in 2009 and $940
in 2010. In addition, some of the employment agreements provide for a
discretionary bonus and some provide for incentive compensation based on
various performance criteria as well as other benefits including stock options.
Our Chief Operating Officer is entitled to deferred compensation calculated as
a percentage of his base salary.
Approximately ninety-nine
percent (99%) of our products are produced at overseas locations, the majority
of which are located in China, with a small percentage located in Mexico,
Brazil, Spain, Italy and India. We have not entered into any long-term
manufacturing or supply contracts with any of these foreign companies. We
believe that a sufficient number of alternative sources exist outside of the
United States for the manufacture of its products. We currently make
approximately 99% of our purchases in U.S. dollars.
23
INFLATION
We do not believe that the
inflation experienced over the last few years in the United Sates, where we primarily
compete, has had a significant effect on sales or profitability. Historically,
we have minimalized the impact of product cost increases by improving operating
efficiencies, changing suppliers and increasing prices. However, no assurance
can be given that we will be able to offset such inflationary cost increases in
the future.
CRITICAL ACCOUNTING POLICIES AND THE USE OF ESTIMATES
Managements Discussion and
Analysis of Financial Condition and Results of Operations is based upon our
consolidated financial statements which have been prepared in accordance with
GAAP. The preparation of these financial statements requires management to make
estimates and judgments that affect the reported amounts of assets,
liabilities, sales and expenses, and related disclosure of contingent assets
and liabilities. Estimates by their nature are based on judgments and available
information. Our estimates are made based upon historical factors, current
circumstances and the experience and judgment of management. Assumptions and
estimates are evaluated on an ongoing basis and we may employ outside experts
to assist in evaluations. Therefore, actual results could materially differ
from those estimates under different assumptions and conditions. Management
believes the following critical accounting estimates are more significantly
affected by judgments and estimates used in the preparation of our condensed
consolidated financial statements: allowance for bad debts, returns, and
customer chargebacks; inventory reserves; valuation of intangible assets;
litigation reserves and cost of sales.
Allowances for bad debts, returns and customer chargebacks
. We provide reserves against our trade
accounts receivables for future customer chargebacks, co-op advertising
allowances, discounts, returns and other miscellaneous deductions that relate
to the current period. The reserve against our non-factored trade receivables
also includes estimated losses that may result from customers inability to
pay. The amount of the reserve for bad debts, returns, discounts and compliance
chargebacks are determined by analyzing aged receivables, current economic
conditions, the prevailing retail environment and historical dilution levels
for customers. We evaluate anticipated customer markdowns and advertising
chargebacks by reviewing several performance indicators for our major
customers. These performance indicators (which include inventory levels at the
retail floors, sell through rates and gross margin levels) are analyzed by key
account executives and the Vice President of Wholesale Sales to estimate the
amount of the anticipated customer allowance. Failure to correctly estimate the
amount of the reserve could materially impact our results of operations and
financial position.
Inventory reserves
. Inventories are stated at lower of cost or market, on a first-in,
first-out basis. We review inventory on a regular basis for excess and slow
moving inventory. The review is based on an analysis of inventory on hand,
prior sales, and expected net realizable value through future sales. The
analysis includes a review of inventory quantities on hand at period-end in
relation to year-to-date sales and projections for sales in the foreseeable
future as well as subsequent sales. We consider quantities on hand in excess of
estimated future sales to be at risk for market impairment. The net realizable
value, or market value, is determined based on the estimate of sales prices of
such inventory through off-price or discount store channels. The likelihood of
any material inventory write-down is dependent primarily on the expectation of
future consumer demand for our product. A misinterpretation or misunderstanding
of future consumer demand for our product, the economy, or other failure to
estimate correctly, in addition to abnormal weather patterns, could result in
inventory valuation changes, either favorably or unfavorably, compared to the
valuation determined to be appropriate as of the balance sheet date.
Valuation of intangible assets
. SFAS No. 142, Goodwill and Other
Intangible Assets, requires that goodwill and intangible assets with
indefinite lives no longer be amortized, but rather be tested for impairment at
least annually. This pronouncement also requires that intangible assets with
finite lives be amortized over their respective lives to their estimated
residual values, and reviewed for impairment in accordance with SFAS No. 144 Accounting
for Impairment or Disposal of Long-lived Assets. In accordance with SFAS No.
144, long-lived assets, such as property, equipment, leasehold improvements and
goodwill subject to amortization, are reviewed for impairment annually or
whenever events or changes in circumstances indicate that the carrying amount
of an asset may not be recoverable. Recoverability of assets to be held and
used is measured by a comparison of the carrying amount of an asset to the
estimated undiscounted future cash flows expected to be generated by the asset.
If the carrying amount of an asset exceeds its estimated future cash flows, an
impairment charge is recognized in the amount by which the carrying amount of
the asset exceeds the fair value of the asset.
24
Litigation reserves
. Estimated amounts for litigation claims that are probable and can be
reasonably estimated are recorded as liabilities in our consolidated financial
statements. The likelihood of a material change in these estimated reserves
would be dependent on new claims as they may arise and the favorable or
unfavorable events of a particular litigation. As additional information
becomes available, management will assess the potential liability related to
the pending litigation and revise their estimates. Such revisions in managements
estimates of a contingent liability could materially impact our results of
operation and financial position.
Cost of sales.
All costs incurred to bring finished products to our distribution
center and, in the Retail Division, the costs to bring products to our stores,
are included in the cost of sales line item on our Consolidated Statement of
Operations. These include the cost of finished products, purchase commissions,
letter of credit fees, brokerage fees, material and labor and related items,
sample expenses, custom duty, inbound freight, royalty payments on licensed products,
labels and product packaging. All warehouse and distribution costs are included
in the operating expenses line item of our Consolidated Statements of
Operations. We classify shipping costs to customers, if any, as operating
expense. Our gross profit margins may not be comparable to other companies in
the industry because some companies may include warehouse and distribution as a
component of cost of sales, while other companies report on the same basis as
we do and include them in operating expenses.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
($ in thousands)
We do not engage in the
trading of market risk sensitive instruments in the normal course of business. Our
financing arrangements are subject to variable interest rates primarily based
on LIBOR and the prime rate. An analysis of our credit agreements with GMAC can
be found in Liquidity and Capital Resources section under Part I, Item 2 of
this quarterly report.
As of September 30, 2008, we
held marketable securities valued at $23,554, which consist primarily of
corporate and municipal bonds, U.S. treasury notes, certificates of deposit and
asset-backed securities that have various maturities through 2010,
as well as marketable equity securities. These investments are subject to
interest rate risk and will decrease in value if market interest rates
increase. We have the ability to hold these investments until maturity. In
addition, any decline in interest rates would be expected to reduce our
interest income.
At December 31, 2007, we
held $37,325 in auction rate securities. The contractual maturities of the
investments underlying the auction rate securities matured at various dates
through 2046, however, all our auction rate securities, or ARSs, had a reset
period of 28 days. Subsequent to December 31, 2007 we reduced the amount of our
ARSs via successful auctions to $16,300, however, in February of 2008, the
liquidity in the ARS market evaporated causing the ARSs to fail at auction,
resulting in our continuing to hold these securities and the issuers paying
interest at the maximum contractual rate. Accordingly, $16,300 of the auction
rate securities were classified as long term as of December 31, 2007. The lack
of liquidity in the ARS market continued during the first quarter of 2008, and
as a result, we recorded an unrealized loss in other comprehensive loss on its
ARSs of $230 as of March 31, 2008. Beginning in June of 2008, a market
developed for certain ARSs based on the quality and the collateral of the
underlying securities. During the months of June and July, we were able to sell
$16,225 of our ARSs at full face value thereby reducing our holdings in ARSs to
$75 as of September 30, 2008. Therefore, the ARS balance of $75 as of September
30, 2008 has been classified as short term and the unrealized loss of $230
provided for in the first quarter of this year was reversed in the second
quarter of the year. As a result, we did not incur any losses with respect to
our investments in ARSs.
ITEM 4. CONTROLS AND PROCEDURES
As required by Rule
13a-15(b) of the Securities Exchange Act of 1934 (the Exchange Act), our
management, including our Chief Executive Officer and Chief Financial Officer,
has evaluated the effectiveness of our disclosure controls and procedures as of
the end of the fiscal quarter covered by this quarterly report. Based on that
evaluation, the Chief Executive Officer and Chief Financial Officer have
concluded that our disclosure controls and procedures (as defined in Rule
13a-15(e) under the Exchange Act) were, as of the end of the fiscal quarter
covered by this quarterly report, effective to ensure that information required
to be disclosed by us in reports that we file or submit under the Exchange Act
is recorded, processed, summarized and reported within the time periods
specified in the SECs rules and forms and is accumulated and communicated to
our management, including the Chief Executive Officer and Chief Financial
Officer, to allow timely decisions regarding required disclosure.
25
As required by Rule
13a-15(d) under the Exchange Act, our management, including our Chief Executive
Officer and Chief Financial Officer, has evaluated our internal controls over
financial reporting to determine whether any changes occurred during the
quarter covered by this quarterly report that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting. Based on that evaluation, there has been no such change during the
quarter covered by this report.
Part II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
($ in thousands)
Certain legal proceedings in
which we are involved are discussed in Note S to the consolidated financial
statements and Part I, Item 3 included in the our Annual Report on Form 10-K
for the year ended December 31, 2007. The following discussion is limited to
recent developments concerning certain of our legal proceedings and should be
read in conjunction with our earlier SEC reports. Unless otherwise indicated,
all proceedings discussed in those earlier reports remain outstanding.
On or about August 7, 2008,
we were named in a class action lawsuit filed in the San Diego County Superior
Court, California. The Compliant, which seeks unspecified damages, alleges
violation of the Song-Beverly Credit Card Act, which prohibits retailers from
accumulating personal information on customers who complete their purchase with
a credit card. Specifically, it is alleged that we collected zip codes on our
credit card transactions in California. Management believes that it is not
currently possible to asses whether or not there will be any impact at all from
this action, or if there is, what effect the ultimate resolution of the matter
might have on the results of operation, financial position or cash flows.
We have been named as a
defendant in certain other lawsuits in the normal course of business. In the
opinion of management, after consulting with legal counsel, the liabilities, if
any, resulting from these matters should not have a material effect on the our
financial position or results of operations. It is the policy of management to
disclose the amount or range of reasonably possible losses in excess of
recorded amounts.
ITEM 1A. RISK FACTORS
The risk factors included in
our Annual Report on Form 10-K for the fiscal year ended December 31, 2007 have
not materially changed.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS:
There were no unregistered
sales of equity securities and we did not repurchase any of its common stock
during the quarter ended September 30, 2008.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
26
ITEM 6. EXHIBITS
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3.1
|
Certificate of Incorporation
of Steven Madden, Ltd. (incorporated by reference to Exhibit 1 to Steven
Madden, Ltd.s Current Report on Form 8-K, dated November 23, 1998,
Securities and Exchange Commission File Number 000-23702, Film Number
98757800).
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3.2
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Amended & Restated
By-Laws of Steven Madden, Ltd. (incorporated by reference to Exhibit 99.1 to
Steven Madden, Ltd.s Current Report on Form 8-K, dated March 28, 2008).
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4.1
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Specimen Certificate for
shares of Common Stock (incorporated by reference to Exhibit 4.01 to Steven
Madden, Ltd.s Registration Statement on Form SB-2/A, dated September 29,
1993).
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4.2
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Rights Agreement between
Steven Madden, Ltd. and American Stock Transfer and Trust Company
(incorporated by reference to Exhibit 4.1 to Steven Madden, Ltd.s Current
Report on Form 8-K dated November 16, 2001, SEC File Number 000-23702, Film
Number 1794721).
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31.1
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Certification of Chairman
& Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the
Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
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31.2
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Certification of Chief
Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange
Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
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32.1
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Certification of Chairman
& Chief Executive Officer pursuant to 18 U.S.C. Section 1350 Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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32.2
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Certification of Chief
Financial Officer pursuant to 18 U.S.C. Section 1350 Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
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27
Pursuant to the requirements
of the Securities Exchange Act of 1934, the Registrant has duly caused this
report on Form 10-Q to be signed on its behalf by the undersigned thereunto
duly authorized.
DATE: November 7, 2008
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STEVEN MADDEN, LTD.
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By:
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/s/ EDWARD R. ROSENFELD
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Edward R. Rosenfeld
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Chairman and Chief
Executive Officer
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By:
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/s/ ARVIND DHARIA
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Arvind Dharia
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Chief Financial Officer
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28
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Exhibit No.
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Description
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3.1
|
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Certificate of
Incorporation of Steven Madden, Ltd. (incorporated by reference to Exhibit 1
to Steven Madden, Ltd.s Current Report on Form 8-K, dated November 23, 1998,
Securities and Exchange Commission File Number 000-23702, Film Number
98757800).
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3.2
|
|
Amended & Restated
By-Laws of Steven Madden, Ltd. (incorporated by reference to Exhibit 99.1 to
Steven Madden, Ltd.s Current Report on Form 8-K, dated March 28, 2008).
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4.1
|
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Specimen Certificate for
shares of Common Stock (incorporated by reference to Exhibit 4.01 to Steven
Madden, Ltd.s Registration Statement on Form SB-2/A, dated September 29,
1993).
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4.2
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Rights Agreement between
Steven Madden, Ltd. and American Stock Transfer and Trust Company
(incorporated by reference to Exhibit 4.1 to Steven Madden, Ltd.s Current
Report on Form 8-K dated November 16, 2001, SEC File Number 000-23702, Film
Number 1794721).
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31.1
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Certification of Chairman
& Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the
Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
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31.2
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Certification of Chief
Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities
Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
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32.1
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Certification of Chairman
& Chief Executive Officer pursuant to 18 U.S.C. Section 1350 Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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32.2
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Certification of Chief
Financial Officer pursuant to 18 U.S.C. Section 1350 Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
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