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): December 3, 2007
Lifetime Brands, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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0-19254 |
11-2682486 |
1000 Stewart Avenue, Garden City, New York 11530
(Address of Principal Executive Offices)(Zip Code)
(Registrant’s Telephone Number, Including Area Code) 516-683-6000
(Former Name or Former Address, if Changed Since Last Report) N/A
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
(see
General Instruction A.2. below):
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o |
Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425) |
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o |
Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12) |
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o |
Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 Other Events
On December 3, 2007, Lifetime Brands, Inc. (the “Company”) announced that it will close 30 underperforming outlet stores. The Company also announced that it has completed the sale of its former headquarters building, is opening a new West Coast distribution center today and that the Company’s Board of Directors authorized an increase in the amount of the Company’s stock repurchase program from $20 million to $40 million. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and hereby incorporated by reference.
Item 9.01.
Financial Statements and Exhibits
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(d) |
Exhibits |
99.1 Press Release dated December 3, 2007.
Signature
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 authorize.
| Lifetime Brands, Inc |
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| By: | /s/ Laurence Winoker | |
| Laurence Winoker Senior Vice President – Finance, Treasurer and Chief Financial Officer |
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Date: December 4, 2007
Lifetime Brands to Close 30 Outlet
Stores,
Completes Building Sale, Opens New Distribution Center,
Increases Stock Repurchase
Authorization
GARDEN CITY, NY, December 3, 2007 -- Lifetime Brands, Inc. (Nasdaq: LCUT), North America's leading resource for nationally branded kitchenware, tabletop and home décor products, will close 30 underperforming outlet stores. The Company also announced that it has completed the sale of its former headquarters building, is opening a new West Coast distribution center and that its Board of Directors authorized an increase in the amount of the Company’s stock repurchase program.
Lifetime plans to close 27 Farberware®
outlet retail stores and three Pfaltzgraff® factory stores. The stores that will close
are projected to generate losses on an annual basis. The Company has entered into an
agreement with Gordon Brothers Retail Partners LLC to manage and operate
inventory clearance sales at those locations, which will begin tomorrow, Tuesday,
December 4, 2007, and are expected to be completed by the end of the first quarter 2008.
Lifetime has also entered into an agreement with RCS Real Estate Advisorswith respect to
terminating the leases for the affected stores. Following these store closings, the Company
will continue to operate 37 Pfaltzgraff® stores and nine Farberware® stores, as
well as the Pfaltzgraff® catalog business and its
www.pfaltzgraff.com
website.
The Company estimates it will record pre-tax charges related to these store closings of up
to $2.0 million, equal to net income (loss) of approximately ($0.08) per diluted share, in
2007, primarily representing non-cash write-downs of retail store fixed assets; and up to
$5.0 million, equal to net income (loss) of approximately ($0.19) per diluted share in
2008. The foregoing estimates do not take into account the results of the inventory
clearance sales or, for 2008, any mitigation of its store lease obligations. In addition to
lease termination expense and the write-downs of fixed assets, the charges will include the
costs of retention bonuses, severance payments and other expenses. As a result, the Company
now expects diluted earnings per share for 2007 to be between $1.02 and $1.12, as compared
to diluted earnings per share of $1.14 in 2006.
Jeffrey Siegel, Lifetime’s Chairman, President and Chief Executive Officer said,
“While we are very pleased with the progress that our Direct to Consumer management
team has made in revitalizing our retail stores, we determined that certain locations do
not have the potential to show meaningful profits and should be closed. We are confident
that our remaining stores and our direct response businesses do have that potential. We
will, of course, continue to monitor our on-going store base closely and will open and/or
close stores in the ordinary course as circumstances warrant.”
Separately, Lifetime confirmed that the previously announced sale of its Westbury, N.Y. office building closed on November 30, 2007. The Company applied the net proceeds of approximately $8.8 million from the sale to pay down borrowings under its revolving credit facility. The pre-tax gain on the sale of approximately $3.7 million is equal to net income of $0.15 per diluted share.
Mr. Siegel said, “The sale of our former Merrick Avenue building will reduce our
expenses in 2008 as we will no longer be paying interest and operating costs on a facility
that we vacated after moving to our new offices in January 2007.”
In addition, Lifetime will open a new West Coast distribution center today in Fontana, Ca.
When fully operational in early 2008, the new 753,000 square foot facility will replace a
former Syratech Corporation warehouse in Mira Loma, Ca. and another distribution center,
also located in Mira Loma, operated by a third-party logistics provider.
Mr. Siegel stated, “When we acquired the businesses of Excel, Salton at Home and
Syratech, each operated its own warehouse. Earlier this year, we consolidated our
operations into two facilities, and we are now completing the process by further
consolidating our West Coast distribution into a single, modern facility. After eliminating
start-up expenses and duplicate rent through June 2008, we expect this consolidation to
result in annual savings of approximately $1.0 million on a pre-tax basis.”
The Company also announced that its Board of Directors had doubled the size of the
Company’s stock repurchase authorization to $40 million from $20 million.
Mr. Siegel noted, “Our Board unanimously agreed to increase the size of our stock
repurchase program. This underscores our belief that Lifetime is in a strong position to
achieve its goals for aggressive growth and increased profitability in 2008 and
beyond.”
As of November 30, 2007, Lifetime had repurchased approximately 1,363,000 shares of common
stock on the open market for a total purchase price of approximately $22.7 million under
the share buyback program the Company announced in August 2007.
About Lifetime Brands,
Inc.
Lifetime Brands is North America’s leading designer, developer and marketer of
kitchenware, cutlery & cutting boards, bakeware & cookware, pantryware &
spices, tabletop, home décor, picture frames and bath accessories. The Company
markets its products under some of the industry’s best known brands, including
KitchenAid®, Farberware®, Pfaltzgraff®, Cuisinart®, Block® China and
Crystal, Calvin Klein®, CasaModa®, Cuisine de France®, Gorham®,
Hoffritz®, International® Silver, Joseph Abboud™, Kamenstein®, Kirk
Stieff®, Lisa Jenks®, Melannco®, Nautica®, Pedrini®, Roshco®,
Sabatier®, Sasaki®, Towle® Silversmiths, Tuttle®, Wallace®, :USE®
and Vasconia®. Lifetime’s products are distributed through almost every major
retailer in the United States.
The information herein contains certain forward-looking statements including statements concerning the Company’s future prospects. These statements involve risks and uncertainties, including risks relating to general economic conditions and risks relating to the Company’s operations, such as the risk of loss of major customers and risks relating to changes in demand for the Company’s products, as detailed from time to time in the Company’s filings with the Securities and Exchange Commission.
| COMPANY CONTACT: Christian G. Kasper Senior Vice President (516) 203-3590 chris.kasper@lifetimebrands.com |
INVESTOR RELATIONS: Harriet Fried Lippert/Heilshorn & Associates, Inc. (212) 838-3777 hfried@lhai.com |