0000950144-01-507403.txt : 20011009 0000950144-01-507403.hdr.sgml : 20011009 ACCESSION NUMBER: 0000950144-01-507403 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20011001 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APPLICA INC CENTRAL INDEX KEY: 0000217084 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC HOUSEWARES & FANS [3634] IRS NUMBER: 591028301 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10177 FILM NUMBER: 1749482 BUSINESS ADDRESS: STREET 1: 5980 MIAMI LAKES DR CITY: MIAMI LAKES STATE: FL ZIP: 33014 BUSINESS PHONE: 3053622611 MAIL ADDRESS: STREET 1: 5980 MIAMI LAKES DRIVE CITY: MIAMI LAKES STATE: FL ZIP: 33014 FORMER COMPANY: FORMER CONFORMED NAME: SAVE WAY INDUSTRIES INC DATE OF NAME CHANGE: 19830815 FORMER COMPANY: FORMER CONFORMED NAME: WINDMERE CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: WINDMERE DURABLE HOLDINGS INC DATE OF NAME CHANGE: 19970224 11-K 1 g71907e11-k.txt APPLICA INCORPORATED 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-10177 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: APPLICA INCORPORATED 2000 EMPLOYEE STOCK PURCHASE PLAN B. Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office: Applica Incorporated 5980 Miami Lakes Drive Miami Lakes, Florida 33014 2 REQUIRED INFORMATION 1. The audited Statement of Net Assets Available for Plan Benefits as of December 31, 2000 and the Statement of Changes in Net Assets Available for Plan Benefits from August 1, 2000 (effective date) through December 31, 2000, together with the notes to such financial statements and the report of Grant Thornton LLP, independent public accountants, are contained in Schedule 1 to this Annual Report. 2. The consent of Grant Thornton LLP, independent public accountants, is contained in Exhibit 23 to this Annual Report. 3 SIGNATURES THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized. APPLICA INCORPORATED 2000 EMPLOYEE STOCK PURCHASE PLAN (Name of Plan) By: /s/ Terry Polistina --------------------------------------------- Terry Polistina, Senior Vice President and Chief Financial Officer of Applica Incorporated Date: September 27, 2001 4 SCHEDULE 1 FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS C O N T E N T S
Page ----- Report of Independent Certified Public Accountants 1 Financial Statements Statement of Net Assets Available For Plan Benefits 2 Statement of Changes in Net Assets Available for Plan Benefits 3 Notes to Financial Statements 4 - 5
5 REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Trustees Applica Incorporated 2000 Employee Stock Purchase Plan We have audited the accompanying statement of net assets available for Plan benefits of Applica Incorporated 2000 Employee Stock Purchase Plan (the "Plan") as of December 31, 2000, and the related statement of changes in net assets available for Plan benefits from August 1, 2000 (effective date) through December 31, 2000. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the net assets available for Plan benefits of Applica Incorporated 2000 Employee Stock Purchase Plan as of December 31, 2000, and the changes in net assets available for Plan benefits from August 1, 2000 (effective date) through December 31, 2000, in conformity with accounting principles generally accepted in the United States of America. /s/ Grant Thornton LLP Miami, Florida September 14, 2001 6 APPLICA INCORPORATED 2000 EMPLOYEE STOCK PURCHASE PLAN STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 2000 Assets of the Plan $ -- Liabilities of the Plan -- --------------- Net assets $ -- ===============
The accompanying notes are an integral part of this statement. 2 7 APPLICA INCORPORATED 2000 EMPLOYEE STOCK PURCHASE PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS FROM AUGUST 1, 2000 (EFFECTIVE DATE) THROUGH DECEMBER 31, 2000 Increases: Employee contributions $ 173,273 Employer's expense reimbursements 13,000 --------- 186,273 Decreases: Purchases of the Applica Incorporated common stock subsequently distributed to Plan participants (41,815 shares for the period ended December 31, 2000) 173,273 Accounting and administrative expenses 13,000 --------- 186,273 Net change -- Net assets available for Plan benefits at beginning of period -- --------- Net assets available for Plan benefits at end of period $ -- =========
The accompanying notes are an integral part of this statement. 3 8 APPLICA INCORPORATED 2000 EMPLOYEE STOCK PURCHASE PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2000 NOTE A - BASIS OF PRESENTATION The accompanying financial statements of Applica Incorporated 2000 Employee Stock Purchase Plan ("the Plan") have been prepared on the accrual basis. NOTE B - PLAN DESCRIPTION AND SUMMARY OF SIGNIFICANT PLAN PROVISIONS Plan Description The Board of Directors of Applica Incorporated ("the Company") adopted the Plan on February 23, 2000 and the Plan was approved by shareholders of the Company at the annual meeting of shareholders on May 9, 2000. The Plan became effective as of August 1, 2000 and will terminate on June 30, 2010, unless terminated sooner by the sale of all shares offered under the Plan or at the discretion of the Board of Directors. There are 500,000 shares of the Company's common stock reserved under the Plan subject to adjustment as defined in the Plan document. At December 31, 2000, 458,185 shares remained available. The purpose of the Plan is to provide eligible employees with an opportunity to participate in the accumulation and potential appreciation in value of the common stock of the Company. Eligible employees are those who have completed at least one year of employment and are employees as of the first trading day of each offering period. The first offering period began on August 1, 2000 and ended on December 31, 2000. Each offering period thereafter will begin on the first trading day in January and end on the last trading day in December. Under the terms of the Plan, all eligible employees of the Company, through payroll deductions, are allowed to purchase, on each trading day ending on or before each June 30 and December 31 (exercise date), shares of common stock at a 15% discount from the lower of the fair market value on the offering date (the first trading day of each offering period), the entry date on which the employee elects to become a participant or the exercise date. Contributions are limited to 15% of compensation on each payroll date that the employee is a participant. The maximum number of shares that an employee may purchase during any exercise period may not exceed 1,000 shares. Contributions are held by the Company until invested, at which time the shares are distributed to the participants. 4 9 APPLICA INCORPORATED 2000 EMPLOYEE STOCK PURCHASE PLAN NOTES TO FINANCIAL STATEMENTS - CONTINUED DECEMBER 31, 2000 NOTE B - PLAN DESCRIPTION AND SUMMARY OF SIGNIFICANT PLAN PROVISIONS - CONTINUED Income Tax Status The Plan Administrator believes the Plan meets the qualification standards of Section 423 of the Internal Revenue Code of 1986. The Plan is not subject to the provisions of the Employee Retirement Income Security Act of 1974. All costs to administer the Plan are paid by the Company. NOTE C - SUBSEQUENT EVENT On June 29, 2001, an additional 53,335 shares of the Company's common stock were purchased under this Plan for $221,010. 5 EX-23 3 g71907ex23.txt CONSENT OF GRANT THORNTON 1 EXHIBIT 23 AUDITOR'S CONSENT We have issued our report dated September 14, 2001, accompanying the financial statements appearing in the Annual Report of the 2000 Employee Stock Purchase Plan of Applica Incorporated on Form 11-K for the year ended December 31, 2000. We hereby consent to the incorporation by reference of the aforementioned report in the Registration Statement of Applica Incorporated on Form S-8 (File No. 333-39990, effective June 23, 2000). /s/ Grant Thornton LLP Miami, Florida September 25, 2001