Attached files

file filename
EX-99.1 - PRESS RELEASE - KID BRANDS, INCd395187dex991.htm

 

 

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 14, 2012

 

 

KID BRANDS, 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.)

One Meadowlands Plaza, 8th Floor,

East Rutherford, New Jersey

  07073
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (201) 405-2400

(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))

 

 

 


Section 2 — Financial Information

Item 2.02 Results of Operations and Financial Condition

On August 14, 2012, Kid Brands, Inc. (the “Company”) issued a press release (the “Release”) announcing, among other things, financial results for the quarter ended June 30, 2012.

In the Release, certain financial measures for each of the three month period ended June 30, 2012 (“Q2 2012”), the six month period ended June 30, 2012 (the “2012 YTD Period”), the three month period ended June 30, 2011 (“Q2 2011”), and the six month period ended June 30, 2011 (the “2011 YTD Period”) are presented both in accordance with United States generally accepted accounting principles (“GAAP”), and also on a non-GAAP basis. In particular, “Adjusted net income” and “Adjusted net income per diluted share” for each of the foregoing periods are non-GAAP financial measures.

Adjusted net income is defined as reported net income/(loss), plus/minus certain items (including reversal of the relevant income tax provision or benefit), and the application of an assumed tax rate of 39% on the resulting adjusted pre-tax income.

Non-GAAP adjusted net income and adjusted net income per diluted share for Q2 2012 reflect adjustments to net income, as reported, to exclude the effect of the following items and to apply an assumed tax rate of 39% to the resulting adjusted pre-tax income: (i) an income tax benefit of $1.0 million; (ii) a $0.8 million write-off of unamortized deferred financing costs as a result of the voluntary reduction (from $175.0 million to $100.0 million) in the aggregate revolving commitment under the Company’s previous credit facility (the “Financing Write-off”); (iii) $0.2 million of professional fees incurred in connection with the Company’s internal investigations of certain Customs matters at its subsidiaries, as well as related litigation and other costs (“Customs Compliance Costs”), and (iv) $0.05 million of accrued interest related to anticipated LaJobi anti-dumping duty charges and anticipated Kids Line/CoCaLo customs duty charges (“Interest Charges”).

Non-GAAP adjusted net income and adjusted net income per diluted share for the 2012 YTD Period reflect adjustments to net loss, as reported, to exclude the effect of the following items and to apply an assumed tax rate of 39% to the resulting adjusted pre-tax income: (i) an income tax benefit of $1.4 million; (ii) $1.4 million of Customs Compliance Costs, (iii) the $0.8 million Financing Write-off; (iv) $0.6 million of severance costs; and (v) $0.1 million of Interest Charges.

Non-GAAP adjusted net income and adjusted net income per diluted share for Q2 2011 reflect adjustments to net loss, as reported, to exclude the effect of the following items and to apply an assumed tax rate of 39% to the resulting adjusted pre-tax income: (i) an income tax provision of $5.3 million; (ii) a $1.1 million accrual for potential liabilities to the landlord under a lease assigned to the buyer of the Company’s former gift business (the “TRC Lease Accrual”); (iii) $0.7 million of Customs Compliance Costs; (iv) $0.7 million in costs related to remediation activities during Q2 2011 to bring certain LaJobi cribs into compliance with new federal crib safety standards (“LaJobi Crib Compliance Costs”); (v) a $0.16 million accrual related to anticipated customs duty payment requirements for Kids Line and CoCaLo (“KL/C Customs Accrual”); (vi) $0.08 million of Interest Charges; and (vii) $2.0 million taken into income by reducing the valuation allowance previously recorded in June 2009 against the note receivable from the buyer of the Company’s former gift business (the “TRC Valuation Adjustment”).

Non-GAAP adjusted net income and adjusted net income per diluted share for the 2011 YTD Period reflect adjustments to net loss, as reported, to exclude the effect of the following items and to apply an assumed tax rate of 39% to the resulting adjusted pre-tax income: (i) an income tax provision of $5.3 million; (ii) $3.1 million of Customs Compliance Costs; (iii) the $1.1 million TRC Lease Accrual; (iv) $0.7 million in LaJobi Crib Compliance Costs; (v) a $0.4 million KL/C Customs Accrual; (vi) a $0.3 million accrual related to anticipated anti-dumping duty payment requirements for LaJobi; (vii) $0.16 million in Interest Charges; (viii) $0.1 million in fees for a March 2011 amendment to a prior credit facility; and (ix) the $2.0 million TRC Valuation Adjustment.


In addition, adjusted net income per diluted share for each of the 2012 YTD Period, Q2 2011 and the 2011 YTD Period also include an adjustment to reflect the weighted-average dilutive effect of certain shares underlying in-the-money stock appreciation rights (such shares were excluded from the weighted-average diluted share calculation used to determine net loss per diluted share, as reported for such periods, because the Company was in a net loss position for such periods, and the inclusion of such shares would have been anti-dilutive). In the computation of adjusted net income per diluted share for each of the foregoing periods, however, such shares were included.

These non-GAAP measures are not based on any comprehensive set of accounting rules or principles. We believe that non-GAAP measures have limitations in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP. However, we believe that the non-GAAP measures presented in the Release are useful to investors as they enable the Company and its investors to evaluate and compare our results from operations and cash resources generated from our business in a more meaningful and consistent manner (by excluding specific items which are not reflective of ongoing operating results) and provide an analysis of operating results using the same measures used by our chief operating decision makers to measure our performance. These non-GAAP financial measures result largely from our management’s determination that the facts and circumstances surrounding the excluded charges are not indicative of the ordinary course of the ongoing operation of our business. As a result, the non-GAAP financial measures presented by us in the Release may not be comparable to similarly titled measures reported by other companies, and are included only as supplementary measures of financial performance. This data is furnished to provide additional information and should not be considered in isolation as a substitute for measures of performance prepared in accordance with GAAP.

Reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are included in the tables attached to the Release.

The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Section 9 — Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit 99.1    Press Release of Kid Brands, Inc., dated August 14, 2012, announcing, among other things, financial results for the quarter ended June 30, 2012.


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 14, 2012     KID BRANDS, INC.
    By:  

/s/ Marc S. Goldfarb

      Marc S. Goldfarb
      Senior Vice President and General Counsel


EXHIBIT INDEX

 

Exhibit

Number

   Description
99.1    Press Release of Kid Brands, Inc., dated August 14, 2012, announcing, among other things, financial results for the quarter ended June 30, 2012.