K2 Inc. reported that net sales for the second quarter ended June 30, 2003 increased 27.0% to $199.7 million from $157.2 million in the 2002 second quarter, and operating income rose 23.2% to $10.1 million from $8.2 million in the comparable prior-year period.

Sales for the six months ended June 30, 2003 increased 17.1% to $356.8 million from $304.7 million, and operating income rose 13.2% to $18.9 million from $16.7 million in the comparable prior-year period.

In the second quarter of 2003, net income was $5.8 million and earnings per diluted share was $0.19, including $0.03 per diluted share relating to a gain on the sale of utility and light pole assets, as compared to $3.8 million, or $0.21 per diluted share, in the 2002 second quarter. Diluted shares for the second quarter 2003 of 30.7 million shares versus 18.0 million shares in the same quarter 2002 is due to 8.8 million shares issued in the acquisition of Rawlings Sporting Goods, Inc. on March 26, 2003 and 3.4 million weighted average shares relating to K2’s issuance of $100 million of convertible debt in the first and second quarters of 2003 that management believes will not be dilutive in future quarters in 2003. Net income for the six months ended June 30, 2003 was $5.9 million, or $0.26 per diluted share, including a first quarter charge of $0.19 per diluted share for the early extinguishment of debt, as compared to $7.7 million, or $0.43 per diluted share, in the 2002 comparable six-month period. The impact on earnings per share caused by the acquisition of Rawlings, the charge associated with the early extinguishment of debt, the gain on the sale of utility and light pole assets, and the issuance of convertible debt is more fully explained in the “Pro Forma Results” section below.

“Our second quarter results reflect a continuation of K2’s first quarter trends of steady growth in sales and increases in operating income,” said Richard J. Heckmann, chairman and chief executive officer. “Consistent with trends in the first quarter, our gross margin in the second quarter improved to 30.2% from 28.8% in the 2002 second quarter, as we continue to transition production to our own China facilities from third party suppliers. Further, we continued to strengthen our balance sheet and position K2 for additional growth through the sale of utility and light pole assets, which is our last non-strategic industrial asset sale, and through the issuance of $75 million of 7 year, 5% senior convertible notes. Total debt is basically flat at $122 million as compared to last year’s amount despite the inclusion of Rawlings debt. As of June 30, 2003, we had $41 million in cash, a $205 million bank facility that currently has no borrowings, and a 28% debt to capital ratio.”

Net income and earnings per diluted share for the second quarter and six months ended June 30, 2003 were impacted by the previously announced acquisition of Rawlings Sporting Goods on March 26, 2003 and the first quarter 2003 after-tax charge of $4.4 million, or $0.19 per diluted share, relating to the early extinguishment of debt. In the second quarter of 2003, net income was $5.8 million and earnings per diluted share was $0.19, including $0.03 per diluted share, for the gain on the sale of utility and light pole assets, versus pro forma net income of $3.5 million and pro forma earnings per diluted share of $0.11 for the second quarter of 2002. Pro forma net income for the first six months of 2003 was $14.9 million and pro forma earnings per diluted share was $0.48, including the results of Rawlings on a pro forma basis for the first quarter ($0.15 per diluted share), excluding the early extinguishment of debt charges ($0.14 per diluted share), and including the gain on the sale of utility and light pole assets ($0.03 per diluted share). Pro forma net income and pro forma earnings per diluted share for the comparable six-month period in 2002 was $13.4 million and $0.44, respectively. The pro forma net income, pro forma earnings per diluted share and pro forma number of fully diluted shares were based on a number of shares outstanding as if the Rawlings acquisition had occurred on January 1, 2003 and 2002 for the applicable periods, and after giving effect to the issuance of $100 million of convertible notes in two separate transactions in the first six months of 2003.

Division Review

The K2 recreational group, which includes skis, snowboards, in-line skates and bikes, generated sales of $49.3 million in the second quarter which was up 12.8% from the 2002 second quarter, and was fueled by sales of in-line skates of $28.3 million, up 15.3% from the previous year’s comparable period. Sales for the six-month period were $98.2 million, up 8.9% from the previous year. Margins for the 2003 second quarter and six months continued to improve as compared to the prior year periods due to fewer close-out sales.

Shakespeare had worldwide fishing tackle sales of $43.3 million for the second quarter, down 3.3% from the 2002 period, due principally to poor weather. Sales for the six months ended June 30, 2003 were $85.1 million, down 2.2% from the 2002 period, again due to weather conditions partially offset by strong sell-through in Pflueger reels, and kits and combos. Margins were steady in this division.

Rawlings generated sales of $36.2 million in the second quarter, and $97.2 million for the six months ended June 30, 2003. Comparisons to the 2002 period are not provided since Rawlings previously reported earnings on a February and May quarter-end basis. Margins improved at Rawlings in the second quarter as compared to the prior years quarter due to the positive impact of higher levels of manufacturing in our facilities in Costa Rica of products previously manufactured in the U.S.

Stearns sales for the second quarter were $29.5 million, up 4.7% from 2002, with strong sell-through in rain gear, and the Mad Dog hunting accessories line. Sales for the six month period ended June 30, 2003 were $55.6 million, up 10.3% from the comparable year period, and margins benefited from lower product costs as the result of higher levels of manufacturing in K2’s plant in China.

Shakespeare monofilament sales for the second quarter were $21.8 million, up 13.7% over the 2002 second quarter, and for the six month period were $40.8 million, up 12.8% for the comparable period in 2002. Sales of monofilament products benefited from the unusually wet weather in many parts of the country which generated higher levels of sales for weed trimmer applications. Margins in this division remained steady.

Sale of Utility and Light Pole Assets

On May 27, 2003, K2 sold its utility and light pole assets for $19 million in cash. The estimated gain on the sale of these assets was $1.5 million and is reflected in other income for the quarter and six months ended June 30, 2003.

Issuance of Convertible Senior Notes

On June 10, 2003, K2 privately placed $75 million principal amount of 5% convertible senior unsecured notes due June 2010. The senior, unsecured notes are convertible into approximately 5.7 million shares of K2 common stock at a conversion price of $13.14 per share. K2 has used the net proceeds of the debt placement to repay debt under its $205 million revolving credit facility, which increased the company’s borrowing availability under this credit facility, and used the excess for general corporate purposes.

K2’s balance sheet continued to strengthen, supporting the company’s growth objectives. At June 30, 2003, cash and receivables totaled $202.5 million (including $32.2 million of Rawlings receivables) as compared to $158.5 million at June 30, 2002. Inventories increased to $177.2 million (including $38.6 million of Rawlings inventories) from $144.6 million in the prior-year period. Compared with the 2002 first quarter, the company’s debt, including the $75 million of senior notes discussed above, increased only slightly to $122.3 million (which included the repayment of $64 million of Rawlings seasonal working capital and other term debt in the 2003 first quarter) from $121.1 million. As a result of the acquisition of Rawlings in the first quarter, the company increased its number of shares of common stock outstanding by 8.8 million shares to 26.8 million shares outstanding at June 30, 2003 as compared to 18.0 million shares outstanding at June 30, 2002.

                               K2 INC.
                        SUMMARY OF OPERATIONS
                             (unaudited)
              (thousands except for per share figures)

                              SECOND QUARTER          SIX MONTHS
                              ended June 30         ended June 30
                           --------------------  --------------------
                               2003       2002       2003       2002
                           ---------  ---------  ---------  ---------

Net sales                  $199,671   $157,213   $356,791   $304,676
Cost of products sold       139,454    111,945    249,430    217,289
                           ---------  ---------  ---------  ---------
   Gross profit              60,217     45,268    107,361     87,387

Selling expenses             30,444     21,355     53,614     41,829
General and administrative
 expenses                    19,679     15,688     34,899     28,853
                           ---------  ---------  ---------  ---------
   Operating income          10,094      8,225     18,848     16,705

Interest expense (a)          2,814      2,310     11,353      4,867
Other (income) expense,
 net (b)                     (1,604)         4     (1,600)        13
                           ---------  ---------  ---------  ---------
Income before provision
 for income taxes             8,884      5,911      9,095     11,825

Provision for income taxes    3,110      2,069      3,184      4,139
                           ---------  ---------  ---------  ---------

   Net income                $5,774     $3,842     $5,911     $7,686
                           =========  =========  =========  =========


Basic earnings per share:
   Net income                  0.22       0.21       0.27       0.43
                           =========  =========  =========  =========

Diluted earnings per share:
    Net income                $0.19      $0.21      $0.26      $0.43