0000950123-95-002329.txt : 19950815
0000950123-95-002329.hdr.sgml : 19950815
ACCESSION NUMBER: 0000950123-95-002329
CONFORMED SUBMISSION TYPE: 10-Q
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 19950630
FILED AS OF DATE: 19950814
SROS: NYSE
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: GALOOB LEWIS TOYS INC /DE/
CENTRAL INDEX KEY: 0000751968
STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944]
IRS NUMBER: 941716574
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 10-Q
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-09599
FILM NUMBER: 95563304
BUSINESS ADDRESS:
STREET 1: 500 FORBES BLVD
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
BUSINESS PHONE: 4159521678
10-Q
1
FORM 10-Q
1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
--- EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1995
----------------------------------------
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
--- EXCHANGE ACT OF 1934
For the transition period from to
------------- -------------
Commission file number 1-9599
-------------
LEWIS GALOOB TOYS, INC.
-------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 94-1716574
-------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
500 Forbes Boulevard, South San Francisco, California 94080
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (415) 952-1678
-------------------
Former name, former address and former fiscal year,
if changed since last report
Indicate by check whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares
outstanding of each of the issuer's classes of common stock, as of the latest
practicable date.
Common stock, par value $.01, 10,070,889 as of June 30, 1995.
2
LEWIS GALOOB TOYS, INC. AND SUBSIDIARIES
INDEX
PART I - FINANCIAL INFORMATION
--------------------------------
Item 1 Page
- Condensed Consolidated Balance Sheets 1
- Condensed Consolidated Statements of Operations 2
- Condensed Consolidated Statements of Cash Flows 3
- Notes to Condensed Consolidated Financial Statements 4-5
Item 2
- Management's Discussion and Analysis of
Financial Condition and Results of Operations 6-9
PART II - OTHER INFORMATION
-----------------------------
Item 1
- Legal Proceedings 10
Item 3
- Defaults Upon Senior Securities 10
Item 4
- Submission of Matters to a Vote of Security Holders 11
Item 6
- Exhibits and Reports on Form 8-K 11
SIGNATURE 12
---------
3
LEWIS GALOOB TOYS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
(Unaudited) (Unaudited) (Audited)
June 30 June 30 December 31
ASSETS 1995 1994 1994
------ ---------- ---------- -----------
CURRENT ASSETS:
Cash and cash equivalents $ 1,106 $ 2,524 $ 2,225
Accounts receivable 43,189 36,636 57,883
Inventories 18,004 14,528 16,824
Tooling and related costs 8,095 4,507 8,379
Prepaid expenses and other assets 14,535 8,578 5,492
------- ------- --------
TOTAL CURRENT ASSETS 84,929 66,773 90,803
LAND, BUILDING AND EQUIPMENT, NET 8,233 8,452 8,400
OTHER ASSETS 1,586 1,379 1,563
------- ------- --------
$94,748 $76,604 $100,766
======= ======= ========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES:
Notes payable $17,147 $ 0 $ 6,971
Accounts payable 12,768 8,260 14,973
Accrued expenses 9,467 14,701 14,939
Income taxes payable 272 400 499
Current portion of long-term debt 213 205 202
------- ------- -------
TOTAL CURRENT LIABILITIES $39,867 $23,566 $37,584
LONG-TERM DEBT 18,309 18,510 18,414
SHAREHOLDERS' EQUITY:
Preferred stock
Authorized 1,000,000 shares
Issued and outstanding 183,950
shares of $17 Convertible
Exchangeable Preferred Stock
at $200 liquidation value
per share 36,790 36,790 36,790
Common stock, par value $.01 per share
Authorized 50,000,000 shares
Issued and outstanding 10,070,889
shares, 10,065,589 shares and
10,055,089 shares 101 101 101
Additional paid-in capital 31,638 31,585 31,506
Retained earnings (deficit) (31,510) (33,501) (23,182)
Cumulative translation adjustment (447) (447) (447)
------- ------- --------
TOTAL SHAREHOLDERS' EQUITY 36,572 34,528 44,768
------- ------- --------
$94,748 $76,604 $100,766
======= ======= ========
The accompanying notes are an integral part of these Consolidated Financial
Statements.
1
4
LEWIS GALOOB TOYS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(Unaudited)
Three Months Ended Six Months Ended
June 30 June 30
---------------------- ---------------------
1995 1994 1995 1994
------- ------- ------- -------
Net revenues $38,219 $33,720 $71,560 $63,955
Costs of products sold 27,088 21,119 49,576 38,681
------- ------- ------- -------
Gross margin 11,131 12,601 21,984 25,274
Operating expenses:
Advertising and promotion 5,358 6,253 9,662 12,216
Other selling and administrative 7,067 5,546 14,836 11,326
Research and development 2,130 2,485 4,466 4,540
------- ------- ------- -------
Total operating expenses 14,555 14,284 28,964 28,082
------- ------- ------- -------
Earnings (loss) from operations (3,424) (1,683) (6,980) (2,808)
Net proceeds from Nintendo award 0 12,124 0 12,124
Interest expense (737) (576) (1,387) (1,133)
Other income (expense), net 74 202 109 236
------- ------- ------- -------
Earnings (loss) before
income taxes (4,087) 10,067 (8,258) 8,419
Provision for income taxes 0 314 0 314
------- ------- ------- -------
Net earnings (loss) (4,087) 9,753 (8,258) 8,105
Preferred stock dividends
in arrears 782 782 1,564 1,564
------- ------- ------ -------
Net earnings (loss) applicable
to common shares $(4,869) $ 8,971 $ (9,822) $ 6,541
======= ======= ======== =======
Common shares and common share
equivalents outstanding - average 10,067 9,881 10,064 9,889
Net earnings (loss) per
common share:
Primary ($0.48) $0.91 ($0.98) $0.66
Fully diluted ($0.48) $0.74 ($0.98) $0.62
The accompanying notes are an integral part of these Consolidated Financial
Statements.
2
5
LEWIS GALOOB TOYS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
Six Months Ended June 30
---------------------------
1995 1994
-------- -------
CASH FLOW FROM OPERATING ACTIVITIES:
Net earnings (loss) $ (8,259) $ 8,105
Adjustments to reconcile net earnings
(loss) to net cash provided by (used in)
operating activities:
Depreciation 130 331
Changes in assets and liabilities:
Accounts receivable 14,695 (3,253)
Inventories (1,180) (1,549)
Tooling and related costs 284 513
Prepaid expenses and other assets (9,066) 2,311
Accounts payable (2,205) (2,574)
Accrued expenses (5,461) (3,701)
Income taxes payable (227) 118
-------- -------
Net cash provided by (used in) operating
activities (11,289) 301
-------- -------
CASH FLOW FROM INVESTING ACTIVITIES:
Investment in land, building and
equipment, net 37 (221)
-------- -------
Net cash provided by (used in) investing
activities 37 (221)
-------- -------
CASH FLOW FROM FINANCING ACTIVITIES:
Net borrowings under notes payable 10,176 -
Repayments under long-term debt agreements (105) (96)
Proceeds from issuance of common stock 62 241
Other, net 0 (26)
-------- -------
Net cash provided by (used in) financing
activities 10,133 119
-------- -------
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (1,119) 199
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 2,225 2,325
-------- -------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 1,106 $ 2,524
======== =======
The accompanying notes are an integral part of these Consolidated Financial
Statements.
3
6
LEWIS GALOOB TOYS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED JUNE 30, 1995
(Unaudited)
NOTE A - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The condensed consolidated balance sheets as of June 30, 1995 and 1994 and the
condensed consolidated statements of operations for the three and six month
periods ended June 30, 1995 and 1994 and the condensed consolidated statements
of cash flows for the six month periods ended June 30, 1995 and 1994 have been
prepared by the Company without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position, results of operations and cash flows for
all periods presented have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been omitted. It is suggested that these condensed consolidated financial
statements be read in conjunction with the financial statements and notes
thereto included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1994.
The results of operations for the three and six month periods ended June 30,
1995 and 1994 are not necessarily indicative of the operating results for the
full year. Certain amounts in the financial statements of prior years have
been reclassified to conform with the current year's presentation.
NOTE B - CREDIT AGREEMENT
The Company was party to a loan and security agreement (the "Loan Agreement")
with Congress Financial Corporation (Central) (the "Lender") which made
available to the Company through March 31, 1995 a line of credit up to $30
million. Borrowing availability was determined by a formula based on accounts
receivable. The interest rate was prime plus 2%.
On March 31, 1995, the Company entered into an amended and restated loan and
security agreement (the "New Agreement") with the Lender. The New Agreement
extends the loan term through March 31, 1997 and provides a line of credit of
$40 million, with a provision to increase the line to $60 million at the
option of the Company. Borrowing availability is determined by a formula
based on both accounts
4
7
LEWIS GALOOB TOYS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED JUNE 30, 1995
(Unaudited)
receivable and inventories. The interest rate is prime plus 1% (1% lower
than the rate applicable to the Loan Agreement). In consideration for entering
into the New Agreement, the Company paid a $100,000 fee; additional fees will
be due if the Company exercises its option to increase the line. The Company
has also agreed to pay an unused line fee of 0.25% and certain management fees.
The New Agreement provides that the preferred dividend payments may not be made
without the prior consent of the Lender.
NOTE C - INVENTORIES
(in thousands)
June 30 December 31
------------------------ -----------
1995 1994 1994
------- ------- -------
Finished goods $17,120 $11,195 $15,596
Raw materials and parts 884 3,333 1,228
------- ------- -------
$18,004 $14,528 $16,824
======= ======= =======
NOTE D - INCOME TAXES
At December 31, 1994, the Company had federal and California net operating loss
carryforwards for income tax purposes of approximately $11,500,000 and
$1,000,000, respectively. The federal and California carryforwards expire in
different years through the year 2008 and 1998, respectively. The Company also
has federal minimum tax credit carryforwards of $944,000 that are allowed to be
carried forward indefinitely and federal research and development credits of
$765,000, which will expire in different years through the year 2003. If
certain substantial changes in the Company's ownership should occur, there
would be an annual limitation on the amount of operating loss carryforwards
which can be utilized. The Company expects to utilize a substantial amount of
its net operating loss carryforwards by 1996.
No domestic deferred taxes have been provided on undistributed earnings of the
company's foreign subsidiary. All such earnings are expected to be reinvested
in the subsidiary. Undistributed earnings were approximately $5,500,000 as of
December 31, 1994. No foreign taxes will be withheld on the distribution of the
untaxed earnings.
NOTE E - LEGAL PROCEEDINGS
The current status of litigation is described in Part II, Item 1, herein.
5
8
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations
The following table sets forth for the periods indicated the percentage
relationships between revenues and certain expense and earnings items:
Percentage of Net Revenues
-------------------------------------------------------
Three Six
Months Ended Months Ended
June 30 June 30
---------------------- --------------------
1995 1994 1995 1994
------ ------ ------ ------
Net revenues 100.0% 100.0% 100.0% 100.0%
Costs of products sold 70.9 62.6 69.3 60.5
------ ------ ------ ------
Gross margin 29.1 37.4 30.7 39.5
Advertising and promotion 14.0 18.5 13.5 19.1
Other selling and
administrative 18.5 16.5 20.7 17.7
Research and development 5.6 7.4 6.3 7.1
------ ------ ------ ------
Earnings (loss) from
operations (9.0) (5.0) (9.8) (4.4)
Net proceeds from Nintendo
award -- 35.9 -- 19.0
Interest expense (1.9) (1.7) (1.9) (1.8)
Other income (expense), net 0.2 0.6 0.2 0.4
Provision for income taxes 0.0 (0.9) 0.0 (0.5)
------ ------- ------ -------
Net earnings (loss) (10.7%) 28.9% (11.5%) 12.7%
====== ======= ====== =======
1995 Compared to 1994
Net revenues of $38.2 million in the second quarter of 1995 represented a 13%
increase from net revenues of $33.7 million in the second quarter of 1994. The
sales increase was led by continuing strong worldwide demand for the Sky
Dancers(TM) flying doll and record overall international sales over the same
period in 1994.
Sky Dancers(TM) sales were $14.3 million in the second quarter of 1995. This
product was first introduced in late 1994. International sales overall were
$18.8 million in 1995 as compared to $10.7 million over the same period in
1994. The Company's international group has now set sales records in four
consecutive quarters.
Micro Machines(TM) sales were $14.6 million in the second quarter of 1995 as
compared to $20.3 million in the same period in 1994. The decrease in sales is
mainly attributable to the Micro Machines Z-Bots segment and the decline in the
Z-Bots segment is expected to continue.
6
9
LEWIS GALOOB TOYS, INC., AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
continued
Biker Mice from Mars(TM) sales were $6.0 million in the second quarter of 1995
as compared to $9.4 million in 1994. Domestic sales to retailers have
discontinued as planned, while international sales continue to be strong.
Net revenues of $71.6 million in the six months period ended June 30, 1995
represented a 12% increase from net revenues of $64.0 million in the same
period in 1994. Sky Dancers(TM) and My Pretty Dollhouse(TM) sales were $19.8
million and $3.9 million, respectively. Micro Machines(TM) sales were $28.1
million as compared to $34.1 million in 1994. Biker Mice(TM) Sales were $12.1
million as compared to $18.9 million in 1994. These sales trends reflect the
same factors as noted for the second quarter.
Gross margins were $11.1 million in the second quarter of 1995 as compared to
$12.6 million in the same period in 1994. The higher sales volume increased
gross margins by $1.7 million offset by $3.2 million decrease from a lower
gross margin rate. The gross margin rate decreased to 29.1% in 1995 from 37.4%
in 1994 due mainly to three factors. First, foreign sales as a percentage of
worldwide revenues were higher in 1995 compared to 1994. The Company's gross
margin on foreign sales is significantly lower than domestic sales because
foreign prices are lower as the customer is responsible for the cost of
importing and promoting the product. Second, other cost of sales which include
tooling costs, were a higher percent of revenues in 1995 as compared to 1994,
because of planned increased spending in support of the Company's expanded
product lines. Third, international gross margins were lower due to a change
in product mix.
Gross margins were $22.0 million in the six months period ended June 30, 1995
as compared to $25.3 million in the same period in 1994. The higher sales
volume increased gross margins by $3.0 million offset by $6.3 million decrease
from a lower gross margin rate. The gross margin rate decrease to 30.7% in
1995 from 39.5% in 1994 is due mainly to the same three factors as noted for
the second quarter.
Advertising and promotion expenses were $5.4 million in the second quarter of
1995 as compared to $6.3 million in the same period in 1994. For the six
months period ended June 30, 1995 these expenses were $9.7 million in 1995 as
compared to $12.2 million in 1994. The lower expenses were a result of a
decrease in planned television expense as a percent of sales domestically
combined with lower domestic sales in both the second quarter and for the six
months period ended June 30, 1995 as compared to the same periods in 1994.
7
10
LEWIS GALOOB TOYS, INC., AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
continued
Other selling and administrative expenses were $7.1 million in the second
quarter of 1995 as compared to $5.5 million in the same period in 1994. For
the six months period ended June 30, 1995, these expenses were $14.8 million
in 1995 as compared to $11.3 million in the same period in 1994. The increase
in expenses was due mainly to higher planned personnel costs as a result of
increased marketing and selling efforts in the second quarter 1995 as compared
to 1994. For the six months period ended June 30, 1995 the increase in
expenses was due mainly to higher planned personnel costs, higher legal
expenses and higher freight costs.
Research and development expenses were $2.1 million in the second quarter of
1995 as compared to $2.5 million in the same period in 1994. For the six
months period ended June 30, 1995 these expenses were $4.5 million in 1995 and
in 1994. The second quarter decrease was due to timing of expenditures in 1995
as compared to 1994.
In 1994, the net proceeds from the Nintendo award represents the receipt, net
of associated legal and related expenses, of the Company's share of proceeds
from the Nintendo litigation.
Interest expense was $0.7 million in the second quarter of 1995 as compared to
$0.6 million in the same period in 1994. For the six months period ended June
30, 1995 this expense was $1.4 million in 1995 as compared to $1.1 million in
the same period in 1994. The increase was due to higher average borrowings and
a higher interest rate in 1995 as compared to 1994.
In 1995, no tax provisions were recorded due to the Company's net operating
loss and tax credit carryforwards. In 1994, the income tax provision reflects
the quarterly application of the estimated annual rate based on the projected
full year earnings and includes the utilization of net operating loss
carryforwards.
The Company's products are produced principally in China which currently is
designated with "most favored nation" ("MFN") status by the United States.
This allows products imported into the United States from China to be accorded
the most favored import duties. In late 1994, Congress approved the GATT
(Uruguay round) unconditional duty-free entry from any nation with MFN status.
Generally, the trade negotiations between China and the United States have been
difficult, but both sides have shown their willingness to resolve trade
disputes and avoid punitive sanctions. Punitive sanctions could result in the
United States imposing higher duties on selective Chinese-made products
imported into the United States (these sanctions would be put in place through
Section 301). In the past Section 301 sanctions proposed by the
8
11
LEWIS GALOOB TOYS, INC., AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
continued
United States did not include sanctions or punitive duties against toy imports
from China. As such, the Company would be unaffected. The loss of MFN status
for China would result in a substantial increase in import duty for the
Company's products produced in China and imported into the United States. This
increase in duty would be large enough that it could materially affect the
Company's business. Products shipped to other countries should not be
affected. Other toy companies also source product from China and would be
affected to similar degrees. However, the impact on the Company from any
significant change in duties on its Chinese produced product would depend on
several factors including, but not limited to, the Company's ability to: (1)
procure alternative manufacturing sources outside of China; (2) retrieve its
tooling located in China; (3) relocate its production in sufficient time to
meet demand; and (4) pass resultant cost increases through as product price
increases.
Liquidity, Financial Resources and Capital Expenditures
On March 31, 1995, the Company entered into the New Agreement with the Lender.
(See Note B of the Notes to Condensed Consolidated Financial Statements.)
Working capital was $45.1 million at June 30, 1995 compared to $53.2 million at
December 31, 1994 and $43.2 million at June 30, 1994. The ratio of current
assets to current liabilities was 2.1 to 1.0 at June 30, 1995 compared to 2.4
to 1.0 at December 31, 1994 and 2.8 to 1.0 at June 30, 1994.
The Company had no material commitments for capital expenditures at June 30,
1995.
The Company believes that with its assets, the results of operations and the
New Agreement it has adequate liquidity and capital resources to meet its
current and anticipated operating needs.
9
12
LEWIS GALOOB TOYS, INC., AND SUBSIDIARIES
Item 1. Legal Proceedings
The Company is involved in various legal and/or litigation matters which are
being defended and handled in the ordinary course of business. None of these
matters is expected to result in outcomes having a material adverse effect on
the Company's consolidated financial position.
Item 3. Defaults Upon Senior Securities
On June 10, 1992, the Company announced it would not pay the July 1, 1992
$0.425 per share quarterly dividend on its Depositary Shares which represent
shares of the Company's Preferred Stock. The Company has not paid the
subsequent quarterly dividends. As of June 30, 1995 the dividend was
cumulatively thirteen quarters in arrears, representing a total dividend
arrearage of $10.2 million. By the terms of the Certificate of Designations for
the Company's Preferred Stock, the Company is not legally obligated to pay any
such arrearage. The Company believes that it is in its best interest not to
reinstate the dividend until the Company has generated consistent net income
from operations and continuation of such profitability can be reasonably
expected. The net earnings (loss) per share calculation includes a provision
for the Preferred Stock dividends in arrears. No common stock dividends may be
paid unless all preferred dividend payments are current. As a result of the
cumulative dividend being six or more quarters in arrears, on July 15, 1994 the
holders of the Preferred Stock exercised their right to elect two directors to
the Board of Directors of the Company.
10
13
LEWIS GALOOB TOYS, INC., AND SUBSIDIARIES
Item 4. Submission of Matters to a Vote of Security Holders
The Company's Annual Meeting of Shareholders was held on June 20, 1995. At the
Annual Meeting, the following matters were approved by the common shareholders:
1. The election of Scott R. Heldfond, Paul A. Gliebe, Jr., and Roger
Kowalsky to the Board of Directors for a term expiring at the 1998 Annual
Meeting of Shareholders and until the election and qualification of their
respective successors. There were 8,054,853 votes in favor of Mr.
Heldfond and 63,931 withheld. There were 8,050,966 votes in favor of Mr.
Gliebe and 67,818 withheld. There were 8,055,764 votes in favor of Mr.
Kowalsky and 63,020 withheld. Mark Goldman, Martin Nussbaum, S.Lee Kling
and Andrew J. Cavanaugh are other directors of the Company whose terms
continue after the meeting.
2. The approval of the 1995 non-employee Directors' Stock Option Plan.
There were 7,487,018 votes in favor, 538,531 votes against and 93,235
abstentions.
3. The ratification of the appointment of Price Waterhouse LLP as the
Company's independent accountants for fiscal 1995. There were 8,045,945
votes in favor, 36,755 against and 36,084 abstentions.
Holders of the Company's Preferred Stock also were present, in person or by
proxy, at the Annual Meeting and voted for the election of two directors.
165,559 of 183,950 shares issued and outstanding were represented at the
meeting and not less than 164,556 shares voted in favor of the election of
Hoffer Kaback and George Riordan as directors to hold office until the earlier
to occur of (a) the next Annual Meeting of Shareholders or (b) the date on
which the holders of Preferred Stock shall no longer be entitled to designate
directors.
Item 6. Exhibits, and Reports on Form 8-K
(a) Exhibits - Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K - None
11
14
LEWIS GALOOB TOYS, INC., AND SUBSIDIARIES
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.
LEWIS GALOOB TOYS, INC.
(Registrant)
DATE: August 14, 1995 BY: /s/ William B. Towne
----------------- William B. Towne
Executive Vice President,
Finance and Chief
Financial Officer
(Principal Accounting
Officer)
12
15
EXHIBIT INDEX
Exhibit 27 - Financial Data Schedule
EX-27
2
FINANCIAL DATA SCHEDULE
5