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): November 14, 2011

Smith & Wesson Holding Corporation
(Exact name of registrant as specified in its charter)

         
Nevada   001-31552   87-0543688
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
2100 Roosevelt Avenue
Springfield, Massachusetts
  01104
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (800) 331-0852

 
 
(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:

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))

 
 

 

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Item 7.01 Regulation FD Disclosure.

On November 7, 2011, we initiated a limited recall of Thompson Center Venture Rifles manufactured from August 1, 2011 to October 28, 2011 based upon the results of internal technical analyses. After further technical review, on November 11, 2011, we expanded the recall to include all Thompson Center Venture Rifles manufactured since the product’s introduction in mid 2009. To our knowledge, there have been no injuries as a result of the issues related to the recall, but the recall has been expanded so that each firearm can be inspected by our technicians and repaired, if necessary. We estimate that the total cost of the recall will be between $2.0 million and $2.5 million, and we have accrued those costs in our fiscal second quarter ended October 31, 2011. Despite the unanticipated recall expense, we currently expect to meet or exceed our previously issued financial guidance for the quarter ended October 31, 2011 because the expense of the recall will be offset by our lower than expected operating expenses and higher than expected gross margin dollars.

This information may be amended or updated at any time and from time to time through another Form 8-K, a later company filing, or other means.

The information in this Current Report on Form 8-K is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information in the Report that is required to be disclosed solely by Regulation FD.

We do not have, and expressly disclaim, any obligation to release publicly any updates or any changes in our expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.

The text included with this Report on Form 8-K is available on our website located at www.smith-wesson.com, although we reserve the right to discontinue that availability at any time.

Certain statements contained in this Report on Form 8-K may be deemed to be forward-looking statements under federal securities laws, and we intend that such forward-looking statements be subject to the safe-harbor created thereby. Such forward-looking statements include, but are not limited to, statements regarding the results of the recall of Thompson Center Venture Rifles, our expectations that we will meet or exceed our previously issued financial guidance for the quarter ended October 31, 2011, and our expectations that the expense of the recall will be offset by lower than expected operating expenses and higher than expected gross margin dollars. We caution that these statements are qualified by important factors that could cause actual results to differ materially from those reflected by such forward-looking statements. Such factors include the demand for our products; the costs and ultimate conclusion of the recall; the position of our hunting products in the consumer discretionary marketplace and distribution channel; our ability to introduce new products; the success of new products; and other risks detailed from time to time in our reports filed with the SEC, including our Form 10-K Report for the fiscal year ended April 30, 2011.

 

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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.

     
    SMITH & WESSON HOLDING CORPORATION
 
 
Date: November 14, 2011
  By: /s/ Jeffrey D. Buchanan                                  
 
  Jeffrey D. Buchanan
 
  Executive Vice President,
Chief Financial Officer, Secretary, and Treasurer

 

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