-----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, KMp3hRniD4Qjy/H10woABa8pmHh6HLeZI0anNK2DV0WweK8gyDwzaCaIcz8fArfW eojXclSgSm4E0zn5G7vfVQ== 0000950123-06-005306.txt : 20060427 0000950123-06-005306.hdr.sgml : 20060427 20060427163142 ACCESSION NUMBER: 0000950123-06-005306 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060426 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060427 DATE AS OF CHANGE: 20060427 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMSCAN HOLDINGS INC CENTRAL INDEX KEY: 0001024729 STANDARD INDUSTRIAL CLASSIFICATION: PAPERBOARD CONTAINERS & BOXES [2650] IRS NUMBER: 133911462 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-14107 FILM NUMBER: 06785668 BUSINESS ADDRESS: STREET 1: 80 GRASSLANDS ROAD CITY: ELMSFORD STATE: NY ZIP: 10523 BUSINESS PHONE: 9143452020 MAIL ADDRESS: STREET 1: 80 GRASSLANDS ROAD CITY: ELMSFORD STATE: NY ZIP: 10523 8-K 1 y20310e8vk.txt FORM 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) APRIL 26, 2006 AMSCAN HOLDINGS, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE (STATE OR OTHER JURISDICTION OF INCORPORATION) 000-21827 13-3911462 (COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NO.)
80 GRASSLANDS ROAD ELMSFORD, NY 10523 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(914) 345-2020 (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 ( see General Instruction A.2. below): [ ] 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 26, 2006, Amscan Holdings, Inc. (the "Company") announced its revenues for the first quarter ended March 31, 2006. A copy of the press release issued by the Company announcing the foregoing is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits A list of exhibits is set forth in the Exhibits Index which immediately precedes such Exhibits and is incorporated herein by reference. The information in this Current Report on Form 8-K and the exhibits attached hereto 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. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended, if such subsequent filing specifically references this Form 8-K. SIGNATURES 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. AMSCAN HOLDINGS, INC. Date: April 27, 2006 By: /S/ Michael A. Correale ------------------------------------ Michael A. Correale Chief Financial Officer EXHIBIT INDEX
Exhibit Number Description - ------- ----------- 99.1 Press Release, dated April 26, 2006, regarding revenues for the first quarter ended March 31, 2006.
EX-99.1 2 y20310exv99w1.txt EX-99.1: PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE AMSCAN HOLDINGS, INC. ANNOUNCES REVENUES FOR FIRST QUARTER 2006 ELMSFORD N.Y., APRIL 26, 2006 - AMSCAN HOLDINGS, INC., a leading designer, manufacturer and distributor of decorative party goods in the United States, the world's largest manufacturer of metallic balloons and, through its recent acquisition of Party City Corporation, America's largest party goods chain, today announced its revenues for its first quarter ended March 31, 2006, as compared to the prior year quarter ended March 31, 2005. For the quarter ended March 31, 2006, total revenue was $208.3 million, including net sales at wholesale of $107.3 million, retail net sales of $96.9 million and franchise-related revenue of $4.1 million. Assuming the December 23, 2005 acquisition of Party City Corporation had occurred on January 1, 2005, total pro forma revenue for the quarter ended March 31, 2005, was $186.5 million, including net sales at wholesale of $91.7 million, retail net sales of $91.0 million and franchise-related revenue of $3.8 million. The Company's total revenues include the revenues of all majority-owned and controlled subsidiaries for the calendar quarters ended March 31, 2006 and 2005, except for the revenues of Party City Corporation, which are included for the thirteen-week period ended April 1, 2006 and, on a pro forma basis, for the thirteen-week period ended April 2, 2005. WHOLESALE OPERATIONS Net sales at wholesale for the quarter ended March 31, 2006, after the elimination of $15.9 million of inter-company sales to Party City company-owned stores, totaled $107.3 million or 16.9% higher than the pro forma net sales for the first quarter of 2005 of $91.7 million. The pro forma net sales for the first quarter of 2005 assume the elimination of $15.0 million of historical sales from the Company to Party City company-owned stores during the quarter. RETAIL OPERATIONS Same-store net sales for company-owned stores during the first quarter 2006 totaled $95.9 million, or 6.0% higher than during the first quarter of 2005. This improvement reflects an increase of 9.5% in same-store net sales of non-seasonal merchandise, partially offset by an 8.4% decrease in same-store net sales of seasonal merchandise. The decrease in same-store net sales of seasonal merchandise reflects a sales shift as Easter Sunday fell in April 2006 as compared to in March 2005. Same-store net sales for franchise stores of $102.6 million increased 7.4%, comparing the first quarters of 2006 and 2005. Total net sales for company-owned stores were $96.9 million for the first quarter of 2006, increasing 6.5% as compared with pro forma sales of $91.0 million in the first quarter of 2005. Total chain-wide net sales (which include aggregate sales for company-owned and franchise stores) were approximately $201.2 million for the first quarter of 2006, an increase of 5.8% compared with pro forma sales of $190.2 million in the first quarter of 2005. Retail-Summary Information
Quarter Ended ----------------------------- April 1, 2006 April 2, 2005 ------------- ------------- ($ in millions) Pro Forma Total chain-wide sales $201.2 $190.2 Company-owned stores: Net sales 96.9 91.0 Same store sales 6.0% (7.1%) Number of company-owned, end of period 250 247 Franchise stores: Same Store Sales 7.4% (7.4%) Number of franchise-owned, end of period 255 259
Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause our actual results in future periods to differ materially from forecasted results. Those risks and uncertainties include, among other things, the effect of price and product competition in the party goods industry in general and in our specific market areas, our ability to anticipate customer demand for products and to design and develop products that will appeal to our customers, our ability to identify and realize acquisition synergies, the availability and terms of capital to fund capital improvements, acquisitions and ongoing operations, the effect of fluctuation in interest rates and foreign currency, our ability to manage successfully our franchise program, our ability to attract and retain qualified personnel, the effect of changes in raw material and other costs of goods and services and economic conditions in general. Please see our filings with the Securities and Exchange Commission for a more complete discussion and analysis of these and other risks and uncertainties. You are cautioned not to place undue reliance on such forward-looking statements, which are made as of the date of this release, and we have no obligation or intention to update or revise such forward-looking statements. CONTACT: Amscan Holdings Inc. James M. Harrison, President, (914) 784-4014 or Michael A. Correale, Chief Financial Officer, (914) 784-4050 -----END PRIVACY-ENHANCED MESSAGE-----