-----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, IFJtHL/wRBjMuDNg52D2qeFiUTJMiY6WHb2po04GodL/u/c8cybvYGITDMWMdn2J WbVLakE8JoJ4ab60NfMr6w== 0000950144-06-004362.txt : 20060504 0000950144-06-004362.hdr.sgml : 20060504 20060504080529 ACCESSION NUMBER: 0000950144-06-004362 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060504 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060504 DATE AS OF CHANGE: 20060504 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10177 FILM NUMBER: 06806024 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: WINDMERE DURABLE HOLDINGS INC DATE OF NAME CHANGE: 19970224 FORMER COMPANY: FORMER CONFORMED NAME: WINDMERE CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: SAVE WAY INDUSTRIES INC DATE OF NAME CHANGE: 19830815 8-K 1 g01288e8vk.htm APPLICA INCORPORATED Applica Incorporated
 

 
 
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): May 4, 2006
APPLICA INCORPORATED
 
(Exact name of Registrant as specified in its charter)
Commission File Number 1-10177
     
Florida   59-1028301
     
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification Number)
     
3633 Flamingo Road, Miramar, Florida   33027
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (954) 883-1000
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):
     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     o 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 May 4, 2006, Applica Incorporated issued a press release describing its results of operations for the quarter ended March 31, 2006.
Item 9.01. Financial Statements and Exhibits.
     (c) Exhibits. A copy of the press release is attached as Exhibit 99 to this report.
     This information is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements.

2


 

SIGNATURE
     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, thereunto duly authorized.
         
Date: May 4, 2006   Applica Incorporated
 
 
  By:   /s/ Terry Polistina    
    Terry Polistina, Senior Vice President and Chief  
    Financial Officer of Applica Incorporated   

3


 

         
Exhibit Index
     
Exhibit No.
  Description
 
   
 
   
99
  Applica Incorporated Press Release dated May 4, 2006

4

EX-99 2 g01288exv99.htm PRESS RELEASE Press Release
 

Exhibit 99

FOR IMMEDIATE RELEASE
         
 
  Contact:   Investor Relations Department
(954) 883-1000
investor.relations@applicamail.com
Applica Incorporated Reports 2006 First-Quarter Financial Results
     Miramar, Florida (May 4, 2006) — Applica Incorporated (NYSE: APN) today announced that first-quarter sales for 2006 were $104.0 million compared to sales of $112.5 million in the same period in 2005. Sales of Black & Decker® branded products were $84.8 million in the first quarter of 2006, an increase of 2.4% compared to first quarter of 2005. The decline in consolidated sales was primarily due to a decrease in sales of Littermaid™ branded products of $3.9 million, resulting from supply shortages related to the transition to the next generation of automatic litter boxes, and a decline in sales of professional personal care products of $5.8 million due to inventory management by key customers.
     Applica’s gross profit in the first quarter of 2006 was $24.6 million, an increase of 31.5% compared to $18.7 million for the first quarter of 2005. Gross profit margin was 23.7% in the three-month period ended March 31, 2006 as compared to 16.7% for the same period in 2005. Gross profit for the first quarter of 2006 included the following:
    $3.7 million related to a probable product recall; and
 
    the sale of products produced in Mexico that included $1.8 million of capitalized losses related to the closure of Applica’s Mexican manufacturing facility.
     Gross profit margins in the first quarter of 2006 were also negatively impacted by the decrease in sales of Littermaid branded products and professional personal care products, which generally carry higher margins.
     Gross profit in the first quarter of 2005 included the following:
    inventory write-downs of $9.4 million related to lower-than-anticipated consumer demand of certain products, primarily related to our ultrasonic stain removal appliance;
 
    higher product warranty returns and related expenses of $3.3 million; and
 
    losses of $3.0 million in the Mexico manufacturing operations related to restructuring and downsizing activities.
     Operating expenses in the first quarter of 2006 were $34.2 million, or 32.9% of sales, and included $1.1 million in consulting fees related to the engagement of Alvarez & Marsal, LLP and $500,000 in administrative expenses related to the closure of the Mexican manufacturing facility. Operating expenses for the first quarter of 2005 were $39.2 million, or 34.9% of sales.
     Applica reported a net loss for the first quarter of 2006 of $13.0 million, or $0.54 per diluted share, compared to a net loss of $23.0 million, or $0.95 per diluted share, for the 2005 first quarter.
     During the first quarter of 2006, Applica generated cash from operating activities of $31.7 million. Short-term debt

 


 

declined from $69.5 million at December 31, 2005 to $38.0 million at March 31, 2006, a reduction of $31.5 million during the first quarter of 2006. Currently, Applica has approximately $114.0 million in total debt outstanding and approximately $39.6 million of availability under its senior credit facility. Applica must maintain a minimum average monthly availability of $13 million and a minimum daily availability of $10 million.
     “Over the past year, we have made tremendous progress in our restructuring efforts at Applica. In the second half of 2005, we closed our manufacturing facility in Mexico and expanded our sourcing from third parties in China in order to lower our product costs. We amended our credit facility to improve our availability and lower our borrowing costs on the facility, and we took actions to reduce our operating expenses. The ERP system we installed in 2005 is enabling us to more efficiently manage our supply chain. We are well-positioned to achieve our goals over the balance of the year,” stated Harry D. Schulman, Chief Executive Officer and President.
     David Coles, interim Chief Operating Officer stated “The assistance that Alvarez & Marsal has provided to management in the area of sales and operations planning is beginning to pay dividends. Applica’s visibility to demand side and supply side opportunities and hurdles is much improved and sales volumes appear to be on plan and may even have some upside.”
     “As announced earlier in 2006, Applica is currently exploring strategic alternatives, which could involve the sale or merger of the Company. Applica is well-positioned at this stage to improve its business, but I continue to believe the industry will benefit from further consolidation in order to address scale, product innovation and channel strategies. As a result, we are actively exploring alternatives to increase shareholder value,” concluded Mr. Schulman.
     Applica will hold a conference call today at 11:00 a.m., Eastern Daylight Time, to discuss its first-quarter results and trends in operations. Live audio of the conference call will be simultaneously broadcast over the Internet and will be available to members of the news media, investors and the general public. The conference call is expected to last approximately one hour. Broadcast of the event can be accessed on the Company’s website, www.applicainc.com, by clicking on the Investor Relations page. You may also access the call via CCBN at www.streetevents.com. The event will be archived and available for replay through Thursday, May 11, 2006, at midnight.
     Applica Incorporated and its subsidiaries are marketers and distributors of a broad range of branded and private-label small household appliances. Applica markets and distributes kitchen products, home products, pest control products, pet care products and personal care products. Applica markets products under licensed brand names, such as Black & Decker®, its own brand names, such as Windmere®, LitterMaid®, Belson® and Applica®, and other private-label brand names. Applica’s customers include mass merchandisers, specialty retailers and appliance distributors primarily in North America, Latin America and the Caribbean. Additional information regarding the Company is available at www.applicainc.com.
     Certain matters discussed in this news release are forward-looking statements. Such statements are indicated by words or phrases such as “anticipates,” “projects,” “management believes,” “Applica believes,” “intends,” “expects,” and similar words or phrases. The forward-looking statements are subject to certain risks, uncertainties or assumptions and may be affected by certain other factors, including the follow factors:
    We purchase a large number of products from one supplier. Production-related risks, interruption of product shipments or demand for shorter credit terms from this supplier could jeopardize our ability to realize anticipated sales and profits.
 
    We are dependent on key personnel and the loss of these key personnel could have a material adverse effect on our success.
 
    The New York Stock Exchange has notified us that we are not in compliance with its continued listing criteria. If we are delisted by the NYSE, the price and liquidity of our common stock will be negatively affected.
 
    We depend on third party suppliers for the manufacturing of all of our products which subjects us to additional risks.
 
    Our business involves the potential for product recalls and product liability claims against us.

2


 

    We have announced our intent to seek strategic alternatives, but no transaction may occur. Also, if one is undertaken, we cannot be certain of its potential terms or timing.
 
    The failure of our business strategy could have a material adverse effect on our business.
 
    Our business could be adversely affected by fluctuation of the Chinese currency.
 
    We depend on purchases from several large customers and any significant decline in these purchases or pressure from these customers to reduce prices could have a negative effect on our business.
 
    Increases in costs of products will reduce our profitability.
Other risks and uncertainties are detailed in Applica’s Securities and Exchange Commission filings, including the Annual Report on Form 10-K for the year ended December 31, 2005. Should one or more of these risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results, performance, or achievements of Applica may vary materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking statements. Applica undertakes no obligation to publicly revise any forward-looking statements to reflect events or circumstances that arise after the date hereof.

3


 

Applica Incorporated and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(In thousands, except par value data)
                 
    March 31,        
    2006     December 31,  
    (Unaudited)     2005  
Assets
               
Current Assets:
               
Cash and cash equivalents
  $ 6,445     $ 4,464  
Accounts and other receivables, less allowances of $7,791 in 2006 and $8,773 in 2005
    94,785       140,479  
Inventories
    83,488       101,638  
Prepaid expenses and other
    13,213       11,137  
Refundable income taxes
    3,821       3,661  
Future income tax benefits
    1,246       1,249  
 
           
Total current assets
    202,998       262,628  
Property, Plant and Equipment - at cost, less accumulated depreciation of $48,197 in 2006 and $46,755 in 2005
    18,460       19,715  
Future Income Tax Benefits, Non-Current
    9,066       9,185  
Intangibles, Net
    1,570       1,765  
Other Assets
    3,446       3,989  
 
           
Total Assets
  $ 235,540     $ 297,282  
 
           
 
               
Liabilities and Shareholders’ Equity
               
Current Liabilities:
               
Accounts payable
  $ 28,374     $ 33,682  
Accrued expenses
    38,701       50,034  
Short-term debt
    38,031       69,524  
Current taxes payable
    3,131       3,747  
Deferred rent
    897       919  
 
           
Total current liabilities
    109,134       157,906  
Other Long-Term Liabilities
    429       475  
Long-Term Debt
    75,750       75,750  
Shareholders’ Equity:
               
Common stock — authorized: 75,000 shares of $0.10 par value; issued and outstanding: 24,279
               
shares in 2006 and 24,179 in 2005
    2,428       2,418  
Paid-in capital
    159,539       159,226  
Accumulated deficit
    (108,708 )     (95,749 )
Accumulated other comprehensive loss
    (3,032 )     (2,744 )
 
           
 
Total shareholders’ equity
    50,227       63,151  
 
           
Total Liabilities and Shareholders’ Equity
  $ 235,540     $ 297,282  
 
           

4


 

Applica Incorporated and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
                                 
    Three Months Ended March 31,  
    2006     2005  
    (In thousands, except per share data)  
Net sales
  $ 104,009       100.0 %   $ 112,450       100.0 %
Cost of goods sold
    79,384       76.3       93,722       83.3  
 
                       
Gross profit
    24,625       23.7       18,728       16.7  
 
                               
Operating expenses
    34,180       32.9       39,243       34.9  
 
                       
Operating loss
    (9,555 )     (9.2 )     (20,515 )     (18.2 )
 
                               
Other expense (income):
                               
Interest expense
    2,778       2.7       2,441       2.2  
Interest and other income
    (36 )     (0.1 )     (275 )     (0.2 )
 
                       
 
    2,742       2.6       2,166       1.9  
 
                       
 
                               
Loss before income taxes
    (12,297 )     (11.8 )     (22,681 )     (20.2 )
Income tax provision
    662       0.6       274       0.2  
 
                       
Net loss
  $ (12,959 )     (12.5 )%   $ (22,955 )     (20.4 )%
 
                       
 
                               
Loss per common share:
                               
Loss per common share — basic and diluted
  $ (0.54 )           $ (0.95 )        
 
                       

5

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