-----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, KRrqqrs3uam5ydwd5rXa4H09wFLKHl2Heh6o/67JXT/qnEPei3K4zzLgJd3nSJJ+ xa8DuxmoLbhDesfmRICXMA== 0001116502-07-001352.txt : 20070716 0001116502-07-001352.hdr.sgml : 20070716 20070716171726 ACCESSION NUMBER: 0001116502-07-001352 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070711 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070716 DATE AS OF CHANGE: 20070716 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PARLUX FRAGRANCES INC CENTRAL INDEX KEY: 0000802356 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 222562955 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15491 FILM NUMBER: 07982182 BUSINESS ADDRESS: STREET 1: 3725 S W 30TH AVE CITY: FT LAUDERDALE STATE: FL ZIP: 33312 BUSINESS PHONE: 9543169008 MAIL ADDRESS: STREET 1: 3725 S W 30TH AVENUE CITY: FT LAUDERDALE STATE: FL ZIP: 33312 8-K 1 parlux8k.htm CURRENT REPORT United States Securities & Exchange Commission EDGAR Filing


 

 

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):  July 11, 2007

______________

PARLUX FRAGRANCES, INC.

(Exact name of registrant as specified in its charter)

______________


DELAWARE

0-15491

22-2562955

(State or Other Jurisdiction

(Commission

(I.R.S. Employer

of Incorporation)

File Number)

Identification No.)

3725 S.W. 30th Avenue, Fort Lauderdale, Florida 33312

(Address of Principal Executive Office) (Zip Code)

954-316-9008

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ 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 July 11, 2007, Parlux Fragrances, Inc. issued a press release announcing its audited results of operations for the fiscal year ended March 31, 2007 and the filing of its Annual Report on Form 10-K for the fiscal year ended March 31, 2007. A copy of the press release is incorporated herein by reference and attached hereto as Exhibit 99.1 and furnished according to this item

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.

 

Description

 

     

 

99.1

 

Press Release of the Company dated July 11, 2007 announcing audited results of operations for the fiscal year ended March 31, 2007 and filing of its Form 10-K for the fiscal year ended March 31, 2007.




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.


         

PARLUX FRAGRANCES, INC.

 

 

  

 

 

 

 

By:  

/s/  RAYMOND J. BALSYS

 

 

Raymond J. Balsys,

Vice President and Chief Financial Officer

(Principal Financial and Principal Accounting

Officer)

 

 

Date:  July 16, 2007




3



INDEX TO EXHIBITS


Exhibit No.

 

Description

 

     

 

99.1

 

Press Release of the Company dated July 11, 2007 announcing audited results of operations for the fiscal year ended March 31, 2007 and filing of its Form 10-K for the fiscal year ended March 31, 2007.






EX-99.1 2 exhibit991.htm PRESS RELEASE United States Securities & Exchange Commission EDGAR Filing

Exhibit 99.1

For Immediate Release

 

PARLUX FILES ITS FORM 10-K

FOR FISCAL YEAR ENDED MARCH 31, 2007


FORT LAUDERDALE, FLORIDA July 11, 2007.  Parlux Fragrances, Inc. (NASDAQ:PARL) (“Parlux”) announced today it has filed its Form 10-K for the fiscal year ended March 31, 2007. Sales from continuing operations were $134,365,094 compared to prior year of $106,363,683, an increase of 26%.  Loss from continuing operations, net of taxes, was $27,864,295 compared to prior year income from continuing operations of $692,633, net of taxes.  Income from discontinued operations, net of taxes, was $30,746,527 compared to prior year income from discontinued operations of $22,043,143, net of taxes.  Net income was $2,882,232, or $0.16 per diluted share, compared to prior year net income of $22,735,776 or $1.07 per diluted share.


Operating expenses for the year ended March 31, 2007, were $101,614,716, as compared to $60,292,567 in the prior year.  Included in the current year were certain charges, including approximately $18,947,000 of non-cash, share-based compensation costs, fees and expenses of $6,753,000 in connection with various litigation and the recent consent solicitation, and a $1,719,000 increase in professional fees relating to the special Audit Committee investigation as a result of allegations made in certain litigation, which has been dismissed, and to Sarbanes-Oxley compliance.


In addition, during the March 31, 2007 fiscal year, the Company sold the Perry Ellis fragrance brand license and related assets.  All activity related to Perry Ellis has been presented as discontinued operations. In accordance with Generally Accepted Accounting Principles, the Company has not allocated certain overhead expenses to these discontinued operations.


Mr. Neil Katz, Chairman and CEO, noted, "Fiscal 2007 was a year in which the Company faced multiple challenges.  I believe that the major disruptions are behind us, and that we can look forward to building our core businesses of Paris Hilton and GUESS? fragrances, and complementing that base with exciting new licenses such as Jessica Simpson."


On July 9, 2007, the Company announced that it had received a notice from Nasdaq that its failure to timely file its Annual Report on Form 10-K constituted a failure to satisfy the filing requirement for continued listing under Nasdaq Marketplace Rule 4310(c) (14). The Company requested an appeal and hearing, but believes that this filing will bring it fully compliant with all NASDAQ filing requirements.


Conference Call

Due to shareholder interest, the Company has changed the date of its conference call from Friday, July 20, 2007 at 11:00 a.m. to an earlier date of Wednesday, July 18, 2007 at 11:00 a.m. (EDT) to discuss the Company’s quarterly and annual results and to provide additional outlook on the next quarter.  To participate, please call: Participant Toll Free: 866-542-4239 or Participant International: 416-641-6125.  A replay of the conference call will also be available from Wednesday, July 18, 2007, after 1:00 p.m., until midnight July 25, 2007.  To access the rebroadcast, Digital Replay Toll Free: 800-408-3053 or Digital Replay International: 416-695-5800 (Digital Pin: 3227865).


About Parlux

Parlux Fragrances, Inc. is a manufacturer and international distributor of prestige products.  It holds licenses for Paris Hilton fragrances, watches, cosmetics, sunglasses, handbags and other small leather accessories in addition to licenses to manufacture and distribute the designer fragrance brands of GUESS?, Jessica Simpson, XOXO, Ocean Pacific (OP), Maria Sharapova, Andy Roddick, babyGund, and Fred Hayman Beverly Hills.


Certain Information Regarding Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, our plans, strategies and prospects, both business and financial.  Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of Parlux or its industry to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks and uncertainties include, among others, future trends in sales and Parlux’s ability to successfully introduce, acquire, or launch new brands, licenses, or products in a cost-effective manner, general economic conditions and continued compliance with the covenants in our credit facility.  Additional risk factors are set forth in the Company's periodic reports filed with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date thereof. Parlux undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.


FOR:

Parlux Fragrances, Inc.  (954) 316-9008

CONTACT:

Neil J. Katz, Ext. 8116  

Raymond J. Balsys, Ext. 8106

Web site:

http://www.parlux.com






PARLUX FRAGRANCES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS


Three Months Ended March 31,

 

2007

 

 

2006

 

Net sales:

     

 

 

     

 

 

 

  Unrelated customers

 

$

17,149,933

 

$

22,052,573

 

  Related customers

 

 

18,430,049

 

 

11,936,682

 

 

 

 

35,579,982

 

 

33,989,255

 

Cost of goods sold:

 

 

 

 

 

 

 

    Unrelated customers

 

 

11,403,050

 

 

9,083,615

 

    Related customers

 

 

9,923,710

 

 

5,347,397

 

 

 

 

21,326,760

 

 

14,431,012

 

Operating expenses:

 

 

 

 

 

 

 

  Advertising and promotional

 

 

6,134,895

 

 

8,048,975

 

  Selling and distribution

 

 

3,446,992

 

 

2,303,640

 

  General and administrative

 

 

13,638,663

 

 

1,977,255

 

  Royalties

 

 

2,907,200

 

 

4,022,008

 

  Depreciation and amortization  

 

 

1,818,483

 

 

483,255

 

        Total operating expenses

 

 

27,946,233

 

 

16,835,132

 

Operating (loss) income

 

 

(13,693,011

)

 

2,723,111

 

Interest income (expense) and exchange gains and losses, net

 

 

(121,010

)

 

(365,913

)

(Loss) income from continuing operations before income taxes

 

 

(13,814,021

)

 

2,357,198

 

Income tax benefit (provision)

 

 

8,182,814

 

 

(873,463

)

Net (loss) income from continuing operations

 

 

(5,631,207

)

 

1,483,735

 

Discontinued operations:

 

 

 

 

 

 

 

   (Loss) income from operations of Perry Ellis brand

 

 

(234,687

)

 

10,154,407

 

   (Loss) income tax provision related to Perry Ellis brand

 

 

1,280,907

 

 

(3,149,821

)

Income from discontinued operations

 

 

1,046,220

 

 

7,004,586

 

Net income

 

$

(4,584,987

)

$

8,488,321

 

Diluted income (loss) per common share

 

 

 

 

 

 

 

   Continuing operations

 

$

(0.31

)

$

0.07

 

   Discontinued operations

 

$

0.06

 

$

0.33

 

Total

 

$

(0.25

)

$

0.40

 

Weighted average shares outstanding

 

 

18,157,024

 

 

21,117,748

 

 

 

 

 

 

 

 

 

Fiscal Year Ended March 31,

 

2007

 

2006

 

Net sales:

 

 

 

 

 

 

 

  Unrelated customers

 

$

82,527,269

 

$

72,191,060

 

  Related customers

 

 

51,837,825

 

 

34,172,623

 

 

 

 

134,365,094

 

 

106,363,683

 

Cost of goods sold:

 

 

 

 

 

 

 

    Unrelated customers

 

 

48,620,015

 

 

29,334,256

 

    Related customers

 

 

27,367,271

 

 

15,075,892

 

 

 

 

75,987,286

 

 

44,410,148

 

Operating expenses:

 

 

 

 

 

 

 

  Advertising and promotional

 

 

38,250,475

 

 

34,041,501

 

  Selling and distribution

 

 

13,024,413

 

 

9,156,891

 

  General and administrative

 

 

36,772,270

 

 

7,077,679

 

  Royalties

 

 

10,078,824

 

 

8,120,060

 

 Depreciation and amortization  

 

 

3,488,734

 

 

1,896,436

 

          Total operating expenses

 

 

101,614,716

 

 

60,292,567

 

Gain on sale of property held for sale

 

 

494,465

 

 

 

Operating (loss) income

 

 

(42,742,443

)

 

1,660,968

 

Interest income (expense) and exchange gains and losses,

and gain on sale of investment in affiliate in 2007, net

 

 

(459,627

)

 

(579,736

)

(Loss) income from continuing operations before income taxes

 

 

(43,202,070

)

 

1,081,232

 

Income tax benefit (provision)

 

 

15,337,775

 

 

(388,599

)

Net (loss) income from continuing operations

 

 

(27,864,295

)

 

692,633

 

Discontinued operations:

 

 

 

 

 

 

 

    Income from operations of Perry Ellis fragrance brand, including

     a gain of $34,302,565 on sale of the brand in 2007

 

 

47,669,033

 

 

34,410,344

 

    Income tax provision related to Perry Ellis brand

 

 

(16,922,506

)

 

(12,367,201

)

Income from discontinued operations

 

 

30,746,527

 

 

22,043,143

 

Net income

 

$

2,882,232

 

$

22,735,776

 

Diluted income (loss) per common share:

 

 

 

 

 

 

 

   Continuing operations

 

$

(1.53

)

$

0.03

 

   Discontinued operations

 

$

1.69

 

$

1.04

 

Total

 

$

0.16

 

$

1.07

 

Weighted average shares outstanding

 

 

18,154,190

 

 

21,098,773

 


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