-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VJypsu2nd58Alt36d9uSkhCu3xSJiZ8paEZaI1iVOKFyaXvqQQxyU8+T1heUh63C PBHM+QnhwqXeZXozn5coaw== 0001181431-07-046468.txt : 20070718 0001181431-07-046468.hdr.sgml : 20070718 20070718170153 ACCESSION NUMBER: 0001181431-07-046468 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070718 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070718 DATE AS OF CHANGE: 20070718 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KNOLL INC CENTRAL INDEX KEY: 0001011570 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FURNITURE & FIXTURES [2590] IRS NUMBER: 133873847 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12907 FILM NUMBER: 07986956 BUSINESS ADDRESS: STREET 1: 1235 WATER ST CITY: EAST GREENVILLE STATE: PA ZIP: 18041 BUSINESS PHONE: 2156797991 MAIL ADDRESS: STREET 1: 1235 WATER STREET CITY: EAST GREENVILLE STATE: PA ZIP: 18041 8-K 1 rrd166319.htm Prepared By R.R. Donnelley Financial -- Form 8-K
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 8-K
 
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported):  07/18/2007
 
Knoll, Inc.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  001-12907
 
Delaware
  
13-3873847
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
1235 Water Street, East Greenville, Pennsylvania 18041
(Address of principal executive offices, including zip code)
 
(215) 679-7991
(Registrant’s telephone number, including area code)
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

Information to be included in the report

 
Item 2.02.    Results of Operations and Financial Condition
 
On July 18, 2007, Knoll, Inc. (the "Company") issued a press release reporting its financial results for the three-month period ending June 30, 2007. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The Company is making reference to non-GAAP financial measures in the attached press release. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.

 
 
Item 9.01.    Financial Statements and Exhibits
 
(d) Exhibits

99.1   Press Release, dated July 18, 2007, concerning financial results.

The information in this report and the attached press release shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

 

Signature(s)
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
     
 
Knoll, Inc.
 
 
Date: July 18, 2007
     
By:
 
/s/    Michael A. Pollner

               
Michael A. Pollner
               
Vice President, General Counsel and Secretary
 
 


 

Exhibit Index
 
Exhibit No.

  
Description

EX-99.1
  
Press Release, dated July 18, 2007, concerning financial results
EX-99.1 2 rrd166319_20942.htm PRESS RELEASE, DATED JULY 18, 2007, CONCERNING FINANCIAL RESULTS 1235 Water Street

KNOLL, INC.

1235 Water Street

East Greenville, PA 18041

Tel 215 679-7991

Press Release

Knoll, Inc. Reports Second Quarter Results with Continued Strong Margin Expansion

EAST GREENVILLE, PA, July 18, 2007 -- Knoll, Inc. (NYSE: KNL) today announced results for the second quarter ended June 30, 2007. Net sales were $272.1 million for the quarter, an increase of 9.9% from second quarter 2006. Operating income was $37.6 million, or 13.8% of net sales, an increase of 28.8% from the second quarter 2006 and net income was $17.5 million, an increase of 18.2% over the second quarter 2006. Adjusted earnings per share was $0.37 compared to $0.28 earnings per share in the prior year, an increase of 32.1%.

"We are very pleased with our strong second quarter results," said Andrew Cogan, Chief Executive Officer. "Not only did we continue to generate better than industry top line growth but we were able to expand our industry leading operating margins as well."

"Looking ahead to the second half of the year, in spite of continued positive macro-economic fundamentals, we see orders growth flattening out as a combination of factors including low vacancy rates and rapidly rising rents dampen demand in certain key markets. It is our belief that as we enter 2008 an increased supply of new office space coupled with designs we introduced at last month's NeoCon trade show will rekindle growth in North America."

Second Quarter Results

Second quarter 2007 financial results highlights follow:

Dollars in Millions Except Per Share Data

 

Three Months Ended

 

Percent

 
   

6/30/07

 

6/30/06

 

Change

 
                   

Net Sales

 

$

272.1

 

$

247.5

 

9.9

%

Gross Profit

   

93.4

   

79.0

 

18.2

%

Operating Expenses

   

55.8

   

49.7

 

12.3

%

Operating Income

   

37.6

   

29.2

 

28.8

%

Net Income

   

17.5

   

14.8

 

18.2

%

Earnings Per Share - Diluted

   

.35

   

.28

 

25.0

%

Adjusted Earnings Per Share - Diluted

   

.37

   

.28

 

32.1

%

Backlog

   

174.1

   

169.6

 

2.7

%

 

Adjusted Earnings Per Share is calculated by excluding from Earnings Per Share items we believe to be infrequent or not indicative of our operating performance. For a reconciliation of Adjusted Earnings Per Share to Earnings Per Share, see "Reconciliation of Non-GAAP Financial Measures" below.

Net sales for the quarter were $272.1 million, an increase of $24.6 million, or 9.9%, over the second quarter of 2006 representing increased volume across all product categories and price realization from previously implemented price increases.

Backlog of unfilled orders at June 30, 2007 was $174.1 million, an increase of $4.5 million, or 2.7% compared to unfilled orders at June 30, 2006.

Gross profit for the second quarter of 2007 was $93.4 million, an increase of $14.4 million or 18.2%, over the same period in 2006. Gross margin increased to 34.3% from 31.9% in the same quarter of 2006 and sequentially increased from 34.1% in the first quarter of 2007. The increase from the second quarter of 2006 largely resulted from better pricing, moderating inflation and improved factory performance.

Operating expenses for the quarter were $55.8 million, or 20.5% of sales, compared to $49.7 million, or 20.0% of sales, for the second quarter of 2006. The increase in operating expense dollars during the second quarter of 2007 was due to investments in growth initiatives and higher variable sales and incentive compensation as a result of increased sales levels and higher operating profits.

Our operating income increased by 200 basis points to 13.8% of sales from 11.8% of sales in the same period in the prior year.

Interest expense increased $1.0 million over the second quarter 2006 due to increased average debt for the quarter coupled with higher average interest rates. Other expense for the second quarter 2007 was $2.7 million. This included $1.2 million related to the write-off of deferred financing fees as we implemented the refinancing of our old credit facility with a new $500 million revolving credit facility on June 29, 2007. Other expense also includes $1.7 million of losses from foreign currency translations offset by other income. Other income for the second quarter 2006 approximated $500 thousand and consisted of losses on foreign currency translations offset by unrealized derivative income.

The effective tax rate was 38.4% for the quarter, as compared to 39.3% for the same period last year. The decrease in the effective tax rate is largely due to the mix of pretax income in the countries in which we operate. Net income for the second quarter 2007 was $17.5 million, or $0.37 adjusted earnings per share, as compared to $14.8 million, or $0.28 earnings per share, for the same quarter in 2006.

Cash generated from operations during the second quarter 2007 was $35.1 million, compared to $21.2 million in the same period of 2006. Capital expenditures for the second quarter 2007 totaled $3.9 million compared to $2.0 million for 2006. We repurchased approximately 0.7 million shares of our stock for $16.3 million during the second quarter of 2007 compared to 0.5 million shares for $10.2 million during the second quarter of 2006. We repaid $28.0 million of debt during the second quarter of 2007 compared to repayments of $8.1 million during 2006. We also paid a quarterly dividend of $5.3 million or $0.11 per share in the second quarter of 2007 compared to $5.1 million or $0.10 per share in the second quarter of 2006.

Barry L. McCabe, Chief Financial Officer said, "Our new bank facility gives us increased flexibility to invest in new products, strategic acquisitions, stock buybacks and/or increased cash dividends. The improved interest rates in the new facility also provide for reduced borrowing costs allowing us to put our excess cash to better use."

 

Third Quarter and Full Year 2007 Outlook

The Company stated that it expects third quarter 2007 revenue to be in the range of $243-253 million, an increase of 0%-4% from the third quarter of 2006. Earnings per share estimates are between $0.33 and $0.36. For the full year, the Company expects sales to be in the range of $1,020 - $1,040 million and adjusted earnings per share to be between $1.35 and $1.45.

Reconciliation of Non-GAAP Financial Measures

Adjusted Earnings Per Share is calculated by excluding from Earnings Per Share items that we believe to be infrequent or not indicative of our operating performance. For the periods in this release such items consist of expenses associated with the write-off of deferred financing fees associated with the Company's old credit facility. We present Adjusted Earnings Per Share because we consider it an important supplemental measure of our performance and believe it is useful to show ongoing results from operations distinct from items that are infrequent or not indicative of our operating performance.

Adjusted Earnings Per Share is not a measurement of our financial performance under GAAP and should not be considered as an alternative to Earnings Per Share. Adjusted Earnings Per Share has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under GAAP. In addition, in evaluating Adjusted Earnings Per Share, you should be aware that in the future we may incur expenses similar to the adjustments in this presentation. Our presentation of Adjusted Earnings Per Share should not be construed as an inference that our future results will be unaffected by unusual or infrequent items. We compensate for these limitations by providing equal prominence of our GAAP results and using Adjusted Earnings Per Share only supplementally.

The following table reconciles Adjusted Earnings Per Share to Earnings Per Share for the periods indicated.

 

 

 

Three Months Ended

June 30,

     

2007

   

2006

 
                 

Earnings per Share - Diluted

 

$

0.35

 

  

$

0.28

 

Add back:

 

 

   

  

 

 

 

Write-off of deferred financing fees

0.02

  

-

 

         

  

     

Adjusted Earnings per Share - Diluted

$

0.37

$

0.28

 

Conference Call Information

Knoll will host a conference call on Thursday, July 19, 2007 at 10:00 A.M. EST to discuss its financial results, quarterly highlights and business outlook.

The call will include slides; participants are encouraged to listen to and view the presentation via webcast at http://www.knoll.com; go to "About Knoll" and click on "Investor Relations".

The conference call may also be accessed by dialing:

North America 800 798-2801

International 617 614-6205

Passcode 83153266

Headquartered in East Greenville, Pennsylvania, Knoll, founding sponsor of the World Monuments Fund Modernism at Risk program, serves clients worldwide. The Company operates four manufacturing sites in North America: East Greenville, Pennsylvania; Grand Rapids and Muskegon, Michigan; and Toronto, Ontario. In addition, Knoll has plants in Foligno and Graffignana, Italy. The Knoll commitment to high environmental standards is mandated by a comprehensive Environmental, Health & Safety Management Plan.

Cautionary Statement Regarding Forward-Looking Information

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements regarding Knoll, Inc.'s expected future financial position, results of operations, cash flows, business strategy, budgets, projected costs, capital expenditures, products, competitive positions, growth opportunities, plans and objectives of management for future operations, as well as statements that include words such as "anticipate," "if," "believe," "plan," "estimate," "expect," "intend," "may," "could," "should," "will," and other similar expressions are forward-looking statements. Such forward-looking statements are inherently uncertain, and readers must recognize that actual results may differ materially from the expectations of Knoll management. Knoll does not undertake a duty to update such forward-looking statements. Factors that may cause actual results to differ materially from those in the forward-looking statements include corporate spending and service-sector employment, price competition, acceptance of Knoll's new products, the pricing and availability of raw materials and components, foreign currency exchange, transportation costs, demand for high quality, well designed office furniture solutions, changes in the competitive marketplace, changes in the trends in the market for office furniture and other risks identified in Knoll's annual report on Form 10-K, and other filings with the Securities and Exchange Commission. Many of these factors are outside of Knoll's control.

Contacts

Investors: Barry L. McCabe

Senior Vice President and Chief Financial Officer

Tel 215 679-1301

bmccabe@knoll.com

Media: David E. Bright

Vice President, Communications

Tel 212 343-4135

dbright@knoll.com

KNOLL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share data)

 

 

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

     

2007

   

2006

   

2007

 

2006

 
   

(Unaudited)

   

(Unaudited)

   

(Unaudited)

   

(Unaudited)

 
                               

Sales

 

$

272,089

 

  

$

247,476

 

 

$

520,036

  

$

465,576

  

Cost of sales

 

 

178,700

 

  

 

168,511

 

 

 

342,119

  

 

316,838

  

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

93,389

 

  

 

78,965

 

 

 

177,917

  

 

148,738

  

Selling, general, and administrative expenses

 

 

55,754

 

  

 

49,729

 

 

 

109,502

  

 

97,565

  

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

 

37,635

 

  

 

29,236

 

 

 

68,415

  

 

51,173

  

Interest expense

 

 

6,463

 

  

 

5,449

 

 

 

12,955

  

 

10,796

  

Other income (expense), net

 

 

(2,737

)

  

 

525

 

 

 

(3,113

)

 

762

 
   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income tax expense

 

 

28,435

 

  

 

24,312

 

 

 

52,347

  

 

41,139

  

Income tax expense

 

 

10,921

 

  

 

9,560

 

 

 

20,005

  

 

16,134

  

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

17,514

 

  

$

14,752

 

 

$

32,342

  

$

25,005

  

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

  

 

 

 

 

 

 

  

 

 

  

Basic

 

$

.36

 

  

$

.29

 

 

$

.67

  

$

.49

  

Diluted

 

$

.35

 

  

$

.28

 

 

$

.66

  

$

.47

  

Weighted-average shares outstanding:

 

 

 

 

  

 

 

 

 

 

 

  

 

 

  

Basic

 

 

48,442,239

 

  

 

51,436,922

 

 

 

48,088,019

  

 

51,283,364

  

Diluted

 

 

49,602,989

 

  

 

53,168,659

 

 

 

49,337,304

  

 

53,060,358

  

 

KNOLL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)

 

 

 

 

 

 

 

 

 

 

 

  

June 30,

2007

   

December 31, 2006

 

   

(Unaudited)

       

ASSETS

  

 

 

 

 

 

 

 

Current assets:

  

 

 

 

 

 

 

 

Cash and cash equivalents

  

$

20,068

 

 

$

16,038

 

Customer receivables, net

  

 

127,120

 

 

 

132,970

 

Inventories

  

 

82,822

 

 

 

75,930

 

Prepaid and other current assets

  

 

16,460

 

 

 

23,446

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total current assets

  

 

246,470

 

 

 

248,384

 

Property, plant, and equipment, net

  

 

138,514

 

 

 

137,729

 

Intangible assets, net

  

 

239,237

 

 

 

238,291

 

Other noncurrent assets

  

 

6,215

 

 

 

7,733

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total Assets

  

$

630,436

 

 

$

632,137

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

  

 

 

 

 

 

 

 

Current maturities of long-term debt

  

$

118

 

 

$

2,996

 

Accounts payable

  

 

68,305

 

 

 

72,567

 

Other current liabilities

  

 

79,308

 

 

 

95,651

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total current liabilities

  

 

147,731

 

 

 

171,214

 

Long-term debt

  

 

328,525

 

 

 

347,320

 

Other noncurrent liabilities

  

 

113,136

 

 

 

109,219

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total liabilities

  

 

589,392

 

 

 

627,753

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Stockholders' equity

  

 

41,044

 

 

 

4,384

 
   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total Liabilities and Stockholders' Equity

  

$

630,436

 

 

$

632,137

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

KNOLL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

 

 

 

Six Months Ended June 30,

 

   

2007

   

2006

   
   

(Unaudited)

   

(Unaudited)

   
                   

Net income

  

$

32,342

 

 

$

25,005

 

 

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash Flows provided by Operating Activities

  

 

37,110

 

 

 

5,924

 

 

                   

Cash Flows used in Investing Activities

  

 

(6,904

)

 

 

(3,221

)

 

                   

Cash Flows used in Financing Activities

  

 

(27,559

)

 

 

(3,336

)

 

                   

Effect of exchange rate changes on cash and cash equivalents

  

 

1,383

 

 

 

1,073

 

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

Increase in cash and cash equivalents

  

 

4,030

 

 

 

440

 

 

 

 

 

Cash and cash equivalents at beginning of period

  

 

16,038

 

 

 

10,695

 

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

Cash and cash equivalents at end of period

  

$

20,068

 

 

$

11,135

 

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

 

 

 

 

 

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