-----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, FknZX9IRQLI1JWhBvsI0BtEu2NhpB8kzICwMhPZo0g/L4gJKuupRwNoFBy+tiWnP KlZ1DfyoY9LSXkRNu/4BHQ== 0001181431-08-025256.txt : 20080416 0001181431-08-025256.hdr.sgml : 20080416 20080416170547 ACCESSION NUMBER: 0001181431-08-025256 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080416 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080416 DATE AS OF CHANGE: 20080416 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: 08760398 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 rrd203091.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):  04/16/2008
 
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))
 

 
Item 2.02.    Results of Operations and Financial Condition
 
On April 16, 2008, Knoll, Inc. (the "Company") issued a press release reporting its financial results for the three-month period ending March 31, 2008. A copy of this 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 April 16, 2008, 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 of 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: April 16, 2008
     
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 April16, 2008, concerning financial results.
EX-99.1 2 rrd203091_24034.htm PRESS RELEASE, DATED APRIL16, 2008, CONCERNING FINANCIAL RESULTS. 1235 Water Street

Knoll

1235 Water Street
East Greenville, PA 18041

Tel 215 679-7991

Press Release

Knoll, Inc. Starts 2008 with Continued Growth in Sales, Profits and Earnings Per Share

Net Income and Earnings Per Share Grow by Double Digits

EAST GREENVILLE, PA, April 16, 2008 -- Knoll, Inc. (NYSE: KNL) today announced results for the first quarter ended March 31, 2008. Net sales were $267.8 million for the quarter, an increase of 8.0% from first quarter 2007. Operating income was $31.9 million, or 11.9% of net sales, an increase of 3.6% from the first quarter 2007, net income was $17.3 million, an increase of 16.9% over the first quarter 2007, and earnings per share grew 20% to $0.36 from $0.30 in the prior year.

"We are pleased to kick off 2008 by reporting continued growth in our sales, profits and earnings per share," said Andrew Cogan, CEO. "The increasing diversity of our client base, product lines and sales geographies is enabling us to deliver growth in spite of a challenging macroeconomic environment. This coupled with our disciplined management of operating expenses and the benefit of significantly reduced interest expense and share count has led to continued double digit earnings per share growth for our shareholders."

First Quarter Results

First quarter 2008 financial results highlights follow:

Dollars in Millions Except Per Share Data

 

Three Months Ended

 

Percent

 
   

3/31/08

 

3/31/07

 

Change

 
                   

Net Sales

 

$

267.8

 

$

247.9

 

8.0

%

Gross Profit

   

90.3

   

84.5

 

6.9

%

Operating Expenses

   

58.4

   

53.7

 

8.8

%

Operating Income

   

31.9

   

30.8

 

3.6

%

Net Income

   

17.3

   

14.8

 

16.9

%

Earnings Per Share - Diluted

   

.36

   

.30

 

20.0

%

Backlog

   

204.4

   

193.5

 

5.6

%

 

 

Net sales for the quarter were $267.8 million, an increase of $19.9 million, or 8.0%, over the first quarter of 2007. Our Specialty products experienced the strongest growth during the quarter and we continue to see our international business grow at a greater pace than North America. Backlog of unfilled orders at March 31, 2008 was $204.4 million, an increase of $10.9 million, or 5.6% compared to unfilled orders at March 31, 2007.

Gross profit for the first quarter of 2008 was $90.3 million, an increase of $5.8 million or 6.9%, over the same period in 2007. Gross margin decreased to 33.7% from 34.1% in the same quarter of 2007. The decrease from the first quarter of 2007 largely resulted from foreign exchange pressures. During the quarter, we were able to mitigate some of these pressures through price realization, continuous improvement in our factories, and our global sourcing efforts.

Operating expenses for the quarter were $58.4 million, or 21.8% of sales, compared to $53.7 million, or 21.7% of sales, for the first quarter of 2007. The increase in operating expenses during the first quarter of 2008 was in large part due to the acquisition of Edelman Leather which was completed in the fourth quarter of 2007.

Our operating income decreased to 11.9% of sales from 12.4% of sales in the same period in the prior year.

Interest expense decreased $1.6 million due to lower average interest rates. Other expense decreased approximately $0.2 million due to foreign currency translation.

The effective tax rate was 35.5% for the quarter, as compared to 38.0% 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 and lower statutory tax rates. Net income for the first quarter 2008 was $17.3 million, or $0.36 per share, as compared to $14.8 million, or $0.30 earnings per share, for the same quarter in 2007.

Cash generated from operations during the first quarter 2008 was $6.2 million, compared to $2.0 million the year before. Capital expenditures for the period totaled $2.4 million compared to $3.0 million for 2007. The Company had net borrowings during the first quarter of 2008 of $4.7 million primarily to fund working capital compared to net borrowings of $6.3 million during 2007. The Company also paid a quarterly dividend of $5.7 million or $0.12 per share in the first quarter of 2008 compared to $5.3 million or $0.11 per share in the first quarter of 2007.

The company continues to use its strong financial position and ample liquidity to acquire shares under its discretionary share repurchase program. As of April 10, 2008, approximately $57 million remains available for additional share repurchases under this program. Year to date, under all programs, the company has acquired 1,065,675 shares at an average price of $12.22.

"In order to address the worsening inflationary challenges, we decided to take action to bring our costs in line with the reality of the environment that we are facing," said Barry McCabe, CFO.

During the first week of April, the company took actions; including job eliminations, spending reductions, and product pruning that will save the company approximately $10 million dollars annually. The restructuring costs related to some of these actions, which will be reflected in the second quarter, will be approximately $3.3 million dollars.

Second Quarter 2008 Outlook

The Company stated that it expects second quarter 2008 revenue to be in the $275 to $285 million range, an increase of 1% to 4.8% from the second quarter of 2007. Adjusted Earnings per share estimates, without restructuring, are between $0.39 and $0.41.

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 our second quarter 2008 outlook such items consist of expenses relating to our second quarter restructuring. 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.

 

 

Second Quarter 2008 Outlook

               

Earnings per Share - Diluted

 

$

0.35

 

  

$

0.37

Add back:

 

 

   

  

 

 

Restructuring charges

0.04

  

0.04

         

  

   

Adjusted Earnings per Share - Diluted

$

0.39

$

0.41

 

 

Conference Call Information

Knoll will host a conference call on Thursday, April 17, 2008 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 866 770-7129

International 617 213-8067

Passcode 36760455

A replay of the webcast can be viewed by visiting the Investor Relations section of the Knoll corporate website.

In addition, an audio replay of the conference call will be available through April 24 by dialing 888 286-8010. International replay: 617 801-6888 (Passcode: 15871213).

About Knoll

Since 1938, Knoll has been recognized internationally for creating workplace and residential furnishings that inspire, evolve and endure. Today, our commitment to modern design, our understanding of the workplace and our dedication to sustainable design has yielded a unique portfolio of products that respond and adapt to changing needs. Knoll is aligned with the U.S. Green Building Council and can help companies, healthcare organizations and educational institutions achieve Leadership in Energy and Environmental Design (LEED(R)) workplace certification. Knoll is the contract furniture industry's first member of the Chicago Climate Exchange (CCX(R)) and is the founding sponsor of the World Monuments Fund Modernism at Risk program.

 

 

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," "goals, " "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 materiall y 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

Executive Vice President and Chief Financial Officer

Tel 215 679-1301

bmccabe@knoll.com

Media: David E. Bright

Senior 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

March 31,

     

2008

   

2007

 
   

(Unaudited)

   

(Unaudited)

 
                 

Sales

 

$

267,808

 

  

$

247,947

 

Cost of sales

 

 

177,485

 

  

 

163,419

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Gross profit

 

 

90,323

 

  

 

84,528

 

Selling, general, and administrative expenses

 

 

58,422

 

  

 

53,748

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Operating income

 

 

31,901

 

  

 

30,780

 

Interest expense

 

 

4,934

 

  

 

6,492

 

Other expense, net

 

 

195

 

  

 

376

 
   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Income before income tax expense

 

 

26,772

 

  

 

23,912

 

Income tax expense

 

 

9,494

 

  

 

9,084

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Net income

 

$

17,278

 

  

$

14,828

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

  

 

 

 

Basic

 

$

.36

 

  

$

.31

 

Diluted

 

$

.36

 

  

$

.30

 

Weighted-average shares outstanding:

 

 

 

 

  

 

 

 

Basic

 

 

47,725,944

 

  

 

47,729,863

 

Diluted

 

 

47,905,879

 

  

 

49,105,744

 

 

KNOLL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)

 

 

 

 

 

 

 

 

 

 

 

  

March 31,

2008

   

December 31, 2007

 

   

(Unaudited)

       

ASSETS

  

 

 

 

 

 

 

 

Current assets:

  

 

 

 

 

 

 

 

Cash and cash equivalents

  

$

14,484

 

 

$

17,975

 

Customer receivables, net

  

 

143,518

 

 

 

137,001

 

Inventories

  

 

100,085

 

 

 

92,087

 

Prepaid and other current assets

  

 

14,544

 

 

 

16,381

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total current assets

  

 

272,631

 

 

 

263,444

 

Property, plant, and equipment, net

  

 

140,259

 

 

 

143,643

 

Intangible assets, net

  

 

301,200

 

 

 

302,367

 

Other noncurrent assets

  

 

7,616

 

 

 

7,988

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total Assets

  

$

721,706

 

 

$

717,442

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

  

 

 

 

 

 

 

 

Current maturities of long-term debt

  

$

140

 

 

$

136

 

Accounts payable

  

 

84,315

 

 

 

83,107

 

Other current liabilities

  

 

83,308

 

 

 

93,748

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total current liabilities

  

 

167,763

 

 

 

176,991

 

Long-term debt

  

 

373,113

 

 

 

368,440

 

Other noncurrent liabilities

  

 

101,500

 

 

 

97,290

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total liabilities

  

 

642,376

 

 

 

642,721

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Stockholders' equity

  

 

79,330

 

 

 

74,721

 
   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

Total Liabilities and Stockholders' Equity

  

$

721,706

 

 

$

717,442

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

KNOLL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

 

 

 

Three Months Ended March 31,

 

   

2008

   

2007

   
   

(Unaudited)

   

(Unaudited)

   
                   

Net income

  

$

17,278

 

 

$

14,828

 

 

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash Flows provided by Operating Activities

  

 

6,206

 

 

 

2,040

 

 

                   

Cash Flows used in Investing Activities

  

 

(2,386)

 

 

 

(3,002

)

 

                   

Cash Flows (used in) provided by Financing Activities

  

 

(7,033)

 

 

 

5,077

 

 

                   

Effect of exchange rate changes on cash and cash equivalents

  

 

(278)

 

 

 

132

 

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

(Decrease) Increase in cash and cash equivalents

  

 

(3,491)

 

 

 

4,247

 

 

 

 

 

Cash and cash equivalents at beginning of period

  

 

17,975

 

 

 

16,038

 

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

Cash and cash equivalents at end of period

  

$

14,484

 

 

$

20,285

 

 

   

 

 

 

 

 

 

 

   

 

 

 

 

 

 

 

 

   

 

 

 

 

 

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