-----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, Od413G313i67RZT27xE6NANRchTZevfz7V2r6tR/y03QWMfqR5tDx1Q1481hPJ12 O5XiLzNyb6pGJSVYwYyA1Q== 0001104659-04-023134.txt : 20040809 0001104659-04-023134.hdr.sgml : 20040809 20040809083037 ACCESSION NUMBER: 0001104659-04-023134 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040809 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040809 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RUSS BERRIE & CO INC CENTRAL INDEX KEY: 0000739878 STANDARD INDUSTRIAL CLASSIFICATION: DOLLS & STUFFED TOYS [3942] IRS NUMBER: 221815337 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08681 FILM NUMBER: 04959490 BUSINESS ADDRESS: STREET 1: 111 BAUER DR CITY: OAKLAND STATE: NJ ZIP: 07436 BUSINESS PHONE: 2013379000 MAIL ADDRESS: STREET 2: 111 BAUER DRIVE CITY: OAKLAND STATE: NJ ZIP: 07436 FORMER COMPANY: FORMER CONFORMED NAME: BERRIE RUSS & CO INC DATE OF NAME CHANGE: 19920703 8-K 1 a04-9039_18k.htm 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): August 9, 2004

 

Russ Berrie and Company, Inc.

(Exact Name of Registrant as Specified in Charter)

 

New Jersey

 

1-8681

 

22-1815337

(State or Other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

111 Bauer Drive, Oakland, New Jersey 07436

(Address of Principal Executive Offices)  (Zip Code)

 

Registrant’s telephone number, including area code: (201) 337-9000

 

(Former Name or Former Address, if Changed Since Last Report)

 

 



 

Item 7.                                                         Financial Statements, Pro Forma Financial Information and Exhibits.

 

 

(a)

Financial Statements.

 

Not applicable

(b)

Pro Forma Financial Information.

 

Not applicable

(c)

Exhibits.          The following exhibit is furnished as part of this report:

 

99.1                           Press Release of Russ Berrie and Company, Inc., dated August 9, 2004, announcing results of operations and financial condition for the quarter ended June 30, 2004.

 

Item 12.                                                    Results of Operations and Financial Condition.

 

On August 9, 2004, Russ Berrie and Company, Inc. issued a press release covering, among other things, results of operations and financial condition for the second quarter ended June 30, 2004.  Attached hereto as Exhibit 99.1 is a copy of the press release.

 

2



 

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.

 

Date: August 9, 2004

RUSS BERRIE AND COMPANY, INC.

 

 

 

 

By:

/s/ John D. Wille

 

 

John D. Wille

 

 

Vice President and Chief Financial Officer

 

3



 

EXHIBIT INDEX

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press Release of Russ Berrie and Company, Inc., dated August 9, 2004, announcing results of operations and financial condition for the quarter ended June 30, 2004.

 

4


EX-99.1 2 a04-9039_1ex99d1.htm EX-99.1

Exhibit 99.1

 

AT THE COMPANY:

 

AT FINANCIAL RELATIONS BOARD

John Wille — Vice President & CFO

 

Alison Ziegler

201-337-9000

 

212-445-8432

 

FOR IMMEDIATE RELEASE

 

RUSS BERRIE AND COMPANY REPORTS SECOND QUARTER RESULTS

AND UPDATES 2004 OUTLOOK

 

Oakland, N.J. — August 9, 2004 — RUSS BERRIE AND COMPANY, INC. (NYSE: RUS) today reported results for its second quarter ended June 30, 2004.  Consolidated net sales were $53.4 million compared to $67.2 million in the second quarter 2003, a decrease of 20.5%.  The net loss was $15.6 million, or $0.75 per diluted share, compared to net income of $4.2 million, or $0.20 per share, in the second quarter of 2003.  In response to strategic changes in product direction made in June 2004 under its new CEO, in the second quarter of 2004, the Company recorded a charge of $9.0 million after tax ($13.0 million pretax) for the write-down of inventory that it expects to sell through other than its normal distribution channels.  In addition, the quarter reflects compensation expense of $0.6 million after tax ($0.8 million pretax) in connection with the previously announced stock option buy-back program.  For the six months ended June 30, 2004, sales of $119.1 million were down $35.6 million or 23.0% versus the prior year period.  The net loss of $15.1 million, or $0.73 per share, compared to net income of $14.2 million, or $0.69 per share, in the first six months of 2003.

 

Andy Gatto, President and Chief Executive Officer commented, “Since my arrival in June, we focused on strategies and programs to address promising growth opportunities.  We are taking aggressive actions to realign product lines, existing and emerging channels of distribution and infrastructure in support of our strategies.  For example, we view the selective use of licensing as one way to differentiate our product.  To that end, we recently signed an agreement with Marvel Enterprises and expect to add other attractive licenses in the near future.  Also, with the strong performance of our Sassy subsidiary, which operates in the vibrant infant and juvenile products sector, we are targeting this area for significant growth.  Lastly, our core business product line is being realigned with current consumer shopping preferences.

 

Mr. Gatto concluded, “I believe 2004 will continue to be a readjustment period with temporarily limited profitability.  The inventory write-down we took in the second quarter was a necessary step in the realignment of our product line, allowing us to focus on categories with significant growth opportunity.  To complete our realignment, the Company will recognize restructuring charges in amounts not yet determined in the second half of 2004.  While this uncertain retail environment makes it difficult to forecast results, excluding any such charges, we are projecting second half earnings of approximately $0.25 per share.”

 

Second quarter sales in the Company’s core business segment declined from $52.5 million in 2003 to $38.4 million in 2004.  The Company attributes this decline to continued softness in the independent retail sales channel, weak customer acceptance of its early 2004 new product introductions and its decision not to ship Christmas related product in the second quarter of 2004.  In the second quarter of 2003, the Company reported Christmas related shipments of $6.4 million.  Sales in the non-core segment increased 2.5% in the quarter due to strong performance from Sassy.

 

1



 

Russ Berrie and Company, Inc.

Page 2

 

 

Year-to-date sales in the core segment decreased 28.6% from $125.6 million in 2003 to $89.7 million in 2004.  The Company attributes this decline to the same factors that impacted the second quarter.  International sales benefited by approximately $3.8 million from favorable foreign exchange rates.  Sales in the non-core segment increased 1.0% compared to the 2003 period.

 

The change in second quarter and year-to-date results was attributable to reduced sales in the core segment, a lower gross margin and higher selling, general and administrative expense, in addition to the previously discussed inventory write-down and stock option buy-back.

 

The Company also announced the recently completed sale of its non-core subsidiary, Bright of America for approximately $5.0 million, for which it expects to record a loss of approximately $0.01 per diluted share in the third quarter of 2004.

 

Russ Berrie and Company, Inc. will hold a conference call today, Monday, August 9, 2004 at 10:00 AM ET to discuss its financial results and continuing business plans.  Interested parties are invited to listen to the call live over the Internet at http://www.viavid.com.  A replay of the call will also be available on this website.

 

Russ Berrie and Company, Inc., a leader in the gift industry, and its wholly-owned subsidiaries, design, develop and distribute more than 8,000 gift products under the RUSS trademark through over 41,000+ specialty retail stores worldwide.  Known for its teddy bears and other plush animals, the Company’s gift line is comprised of a diverse range of everyday, seasonal and occasion-themed products, ranging from baby gifts and teen/tween accessories to simple, beautiful, home decor and lifestyle items.  Founded in 1963 by the late Russ Berrie from a rented garage in Palisades Park, New Jersey, today the Company operates offices, showrooms and distribution centers all over the world.  Headquartered in Oakland, New Jersey, the Company’s flagship 18,000-square foot showroom draws thousands of retailers annually.

 

Note: This News Release contains certain forward-looking statements.  Additional written and oral forward-looking statements may be made by the Company from time to time in Securities and Exchange Commission (SEC) filings and otherwise.  The Private Securities Litigation Reform Act of 1995 provides a safe-harbor for forward-looking statements.  These statements may be identified by the use of forward-looking words or phrases including, but not limited to, “anticipate”, “believe”, “expect”, “intend”, “may”, “planned”, “potential”, “should”, “will” or “would”.  The Company cautions readers that results predicted by forward-looking statements, including, without limitation, those relating to the Company’s future business prospects, revenues, working capital, liquidity, capital needs, interest costs and income are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements.  Specific risks and uncertainties include, but are not limited to, the Company’s ability to continue to manufacture its products in the Far East, the seasonality of revenues, the actions of competitors, ability to increase production capacity, price competition, the effects of government regulation, results of any enforcement action by the People’s Republic of China (“PRC”) authorities with respect to the Company’s PRC operations, the resolution of various legal matters, possible delays in the introduction of new products, customer acceptance of products, changes in foreign currency exchange rates, issues related to the Company’s computer systems, the ability to obtain debt financing to fund acquisitions, the current and future outlook of the global retail market, and other factors.

 

 

2



 

 

RUSS BERRIE AND COMPANY, INC.

FINANCIAL SUMMARY

(Unaudited)

(Dollars in Thousands, Except Per Share Data)

 

 

 

 

 

THREE MONTHS ENDED
JUNE 30,

 

SIX MONTHS ENDED
JUNE 30,

 

 

 

2004

 

2003

 

2004

 

2003

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

53,420

 

$

67,167

 

$

119,133

 

$

154,718

 

 

 

 

 

 

 

 

 

 

 

Cost of Sales

 

42,591

 

31,498

 

75,201

 

71,390

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

10,829

 

35,669

 

43,932

 

83,328

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative expense

 

34,029

 

30,996

 

68,471

 

65,815

 

 

 

 

 

 

 

 

 

 

 

Investment and other income-net

 

228

 

1,173

 

2,192

 

3,272

 

 

 

 

 

 

 

 

 

 

 

(Loss) income before (benefit) provision for income taxes

 

(22,972

)

5,846

 

(22,347

)

20,785

 

 

 

 

 

 

 

 

 

 

 

(Benefit) Provision for income taxes

 

(7,422

)

1,668

 

(7,233

)

6,628

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income

 

$

(15,550

)

$

4,178

 

$

(15,114

)

$

14,157

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.75

)

$

0.20

 

$

(0.73

)

$

0.69

 

Diluted

 

$

(0.75

)

$

0.20

 

$

(0.73

)

$

0.69

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares:

 

 

 

 

 

 

 

 

 

Basic

 

20,786,000

 

20,567,000

 

20,735,000

 

20,558,000

 

Diluted

 

20,786,000

 

20,677,000

 

20,735,000

 

20,656,000

 

 

 

 

 

—MORE—

 

3



 

RUSS BERRIE AND COMPANY, INC.

SELECTED BALANCE SHEET DATA

(Unaudited)

(Dollars in thousands)

 

 

 

 

June 30,

 

December 31,

 

June 30,

 

 

 

2004

 

2003

 

2003

 

 

 

 

 

 

 

 

 

Cash, cash equiv., marketable securities and other investment

 

$

86,417

 

$

232,050

 

$

237,896

 

Accounts receivable — net

 

44,483

 

82,795

 

61,212

 

Inventories — net

 

47,046

 

51,921

 

48,263

 

Other current assets

 

20,653

 

14,188

 

10,021

 

Property, plant and equipment and other assets

 

77,524

 

81,794

 

77,270

 

Total assets

 

$

276,123

 

$

462,748

 

$

434,662

 

 

 

 

 

 

 

 

 

Current liabilities

 

$

30,527

 

$

47,002

 

$

36,268

 

Deferred income taxes

 

328

 

328

 

-

 

Total liabilities

 

30,855

 

47,330

 

36,268

 

Shareholders’ equity

 

245,268

 

415,418

 

398,394

 

Total liabilities and shareholders’ equity

 

$

276,123

 

$

462,748

 

$

434,662

 

 

 

 

###

 

 

 

5


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