-----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, B2mhfhe8qIV65BC5RZkcssYy+/Sogdio7mdS0HNzu6eU92GYJutmAjn4ZmSrAsfS OVY4K5j/M0d3mntoQsExOA== 0000898430-99-003944.txt : 19991025 0000898430-99-003944.hdr.sgml : 19991025 ACCESSION NUMBER: 0000898430-99-003944 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991022 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991022 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MATTEL INC /DE/ CENTRAL INDEX KEY: 0000063276 STANDARD INDUSTRIAL CLASSIFICATION: DOLLS & STUFFED TOYS [3942] IRS NUMBER: 951567322 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-05647 FILM NUMBER: 99732036 BUSINESS ADDRESS: STREET 1: 333 CONTINENTAL BLVD CITY: EL SEGUNDO STATE: CA ZIP: 90245 BUSINESS PHONE: 3102522000 8-K 1 FORM 8-K 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: October 22, 1999 MATTEL, INC. ------------ (Exact name of registrant as specified in its charter) Delaware 001-05647 95-1567322 - ------------------------------------------------------------------------------ (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File No.) Identification No.) 333 Continental Boulevard, El Segundo, California 90245-5012 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (310) 252-2000 ---------------------------- N/A - ------------------------------------------------------------------------------ (Former name or former address, if changed since last report) Item 5. Other Events - ------- ------------ Mattel, Inc. hereby incorporates by reference herein its press release dated October 21, 1999 regarding its 1999 third quarter results of operations, a copy of which is included as Exhibit 99.0 attached hereto. Item 7. Financial Statements and Exhibits - ------- --------------------------------- (a) Financial statements of businesses acquired: None (b) Pro forma financial information: None (c) Exhibits: 99.0 Press release dated October 21, 1999 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. MATTEL, INC. Registrant By: /s/ Robert Normile ------------------------- Robert Normile Senior Vice President, General Counsel and Secretary Date: October 22, 1999 ---------------------- Page 2 EX-99 2 PRESS RELEASE - DATED OCTOBER 21, 1999 EXHIBIT 99.0 FOR IMMEDIATE RELEASE CONTACT: October 21, 1999 News Media Investor Relations Glenn Bozarth Jessica Fisher 310-252-3521 310-252-2703 MATTEL REPORTS 1999 THIRD QUARTER RESULTS ----------------------------------------- LOS ANGELES, October 21 - Mattel, Inc. (NYSE:MAT) today reported that earnings for the third quarter ended September 30, 1999 totaled $135.3 million or $.32 per share, versus $233.8 million or $.54 before after-tax charges of $65.1 million in the 1998 third quarter. Sales for the 1999 quarter were $1.83 billion, compared with $1.88 billion in 1998. As Mattel advised in its October 4 press release, these results were adversely affected by issues at its Learning Company division. "While we are most disappointed in developments at The Learning Company, and by continuing difficulties in international markets, we are encouraged by U.S. sales increases in the quarter for our core Barbie(R), Fisher-Price(R), Wheels and American Girl(R) brands," Jill E. Barad, Mattel's chairman and chief executive officer, said. Mattel said that The Learning Company division incurred an after-tax loss of approximately $105 million in the quarter, versus the $50 million profit that had been expected earlier. The significant contributors to this earnings shortfall were distributor and retailer returns and allowances of $58 million, stemming in large part from the merger of Mattel and The Learning Company; increased bad debt reserves of $56 million, primarily involving one major distributor, and Mattel's decision not to complete a significant Learning Company licensing agreement that had been budgeted since June to produce $60 million in earnings. -more- For the first nine months of 1999, earnings totaled $205.8 million or $.49 per share before $269.7 million in after-tax charges related to integration, restructuring and other non-recurring costs. This compares with $263.9 million or $.62 per share in the 1998 nine months, before one-time, after-tax charges of $146.5 million. Net sales for the period were $3.74 billion, versus $3.80 billion for the 1998 nine months. "Although we believe the major problems at The Learning Company are behind us, we are not yet projecting that it will return to substantial profitability in the fourth quarter," Barad said. "As a result, it is our present estimate that Mattel's earnings for 1999 will be in the range of $.70 to $.80 per share." Mattel is a worldwide leader in the design, manufacture and marketing of family products. With headquarters in El Segundo, California, Mattel has offices and facilities in 36 countries and sells its products in more than 150 nations throughout the world. Note: - ---- Forward-looking statements included in this release with respect to the financial condition, results of operations and business of the company, which include, but are not limited to sales levels, restructuring and integration charges, special charges, other non-recurring charges, cost savings, operating efficiencies and profitability, are subject to certain risks and uncertainties that could cause actual results to differ materially from those set forth in such statements. These include without limitation: the company's dependence on the timely development, introduction and customer acceptance of new products; significant changes in buying patterns of major customers; possible weaknesses of international markets; the impact of competition on revenues and margins; the company's ability to successfully integrate the operations of The Learning Company following its merger into the company; the effect of currency fluctuations on reportable income; unanticipated negative results of litigation, governmental proceedings or environmental matters; and other risks and uncertainties as may be detailed from time to time in the company's public announcements and SEC filings. -###-
MATTEL, INC. AND SUBSIDIARIES ========================================================================================================================= CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE FOR THE THREE MONTHS ENDED NINE MONTHS ENDED ----------------------------- ------------------------------ SEPT. 30, SEPT. 30, SEPT. 30, SEPT. 30, (In thousands, except per share amounts) 1999 1998(a) 1999(a) 1998(a) ---------------------------------------- ------------- ------------ --------------- ------------ Net Sales $1,825,247 $1,884,843 $3,744,360 $3,802,852 Cost of sales 957,961 888,753 1,926,076 1,857,634 ---------- ---------- ---------- ---------- Gross Profit 867,286 996,090 1,818,284 1,945,218 Advertising and promotion expenses 296,436 281,726 549,670 535,931 Other selling and administrative expenses 331,934 278,059 836,562 783,553 Charge for incomplete technology (b) 0 0 0 56,826 Restructuring and other charges (b) 0 97,088 348,889 133,205 Other (income) expense, net (846) 8,870 (8,845) (1,199) ---------- ---------- ---------- ---------- Operating Profit Before Amortization 239,762 330,347 92,008 436,902 Amortization of intangibles 22,765 20,674 65,193 103,365 ---------- ---------- ---------- ---------- Operating Profit 216,997 309,673 26,815 333,537 Interest expense 41,019 42,346 102,463 83,609 ---------- ---------- ---------- ---------- Income (Loss) Before Income Taxes 175,978 267,327 (75,648) 249,928 Provision (benefit) for income taxes 40,645 98,593 (11,696) 132,573 ---------- ---------- ---------- ---------- Net Income (Loss) 135,333 168,734 (63,952) 117,355 Less: dividends on convertible preferred stock 0 1,990 3,980 5,970 ---------- ---------- ---------- ---------- Net Income (Loss) Applicable to Common Shares $ 135,333 $ 166,744 $ (67,932) $ 111,385 ========== ========= ========== ========== Net Income (Loss) Per Share - Basic (c) (d) $ 0.32 $ 0.42 $ (0.17) $ 0.29 ========== ========= ========= ========== Average Number of Common Shares Outstanding - Basic (d) 425,148 399,218 410,316 387,020 ========== ========= == ======= ========== Net Income (Loss) Per Share - Diluted (c) (d) $ 0.32 $ 0.39 $ (0.17) $ 0.27 ========== ========= ========== ========== Average Number of Common and Common Equivalent Shares Outstanding - Diluted (d) 429,455 435,123 410,316 419,870 ========== ========= ========== ========== MATTEL, INC. AND SUBSIDIARIES ========================================================================================================================= CONDENSED CONSOLIDATED BALANCE SHEETS SEPT. 30, SEPT. 30, DEC. 31, (In thousands) 1999 1998(a) 1998(a) - -------------- --------------- ----------- -------------- Assets Cash $ 92,714 $ 377,385 $ 469,213 Accounts receivable, net 2,000,868 1,898,943 1,150,051 Inventories 742,704 808,555 644,270 Prepaid expenses and other current assets 471,147 377,053 371,772 ---------- ---------- ---------- Total current assets 3,307,433 3,461,936 2,635,306 Property, plant and equipment, net 727,941 742,691 763,121 Other assets 1,700,483 1,774,757 1,748,958 ---------- ---------- ---------- Total Assets $5,735,857 $5,979,384 $5,147,385 ========== ========== ========== Liabilities and Stockholders' Equity Short-term borrowings $ 945,447 $ 917,228 $ 199,006 Current portion of long-term liabilities 133,285 13,769 33,666 Accounts payable and accrued liabilities 1,213,872 1,246,344 1,111,304 Income taxes payable 194,162 280,257 299,058 ---------- ---------- ---------- Total current liabilities 2,486,766 2,457,598 1,643,034 Senior notes 500,955 590,955 600,955 Medium-term notes 540,500 520,500 540,500 Long-term debt 42,893 43,154 43,007 Other long-term liabilities 159,581 143,362 149,086 Stockholders' equity 2,005,162 2,223,815 2,170,803 ---------- ---------- ---------- Total Liabilities and Stockholders' Equity $5,735,857 $5,979,384 $5,147,385 ========== ========== ==========
(a) Consolidated results are restated for the May 1999 merger with The Learning Company. (b) Represents nonrecurring charges of $270 million and $147 million, net of taxes, for integration, restructuring and other charges recorded in the first nine months of 1999 and 1998, respectively. Charges for the third quarter of 1998 represent restructuring and other nonrecurring charges of $65 million, net of taxes. (c) Income per share for the 1998 quarter, before the $0.15 per share effect of the nonrecurring charges, was $0.54 per share. Income per share for the nine months ended September 1999, before the $0.66 per share effect of the nonrecurring charges, was $0.49 per share. Income per share for the nine months ended September 1998, before the $0.35 per share effect of the nonrecurring charges, was $0.62 per share. (d) Share and per share data for all periods presented reflect the retroactive effect of shares issued pursuant to the merger with The Learning Company. 3 -----END PRIVACY-ENHANCED MESSAGE-----