Current Report Filing (8-k)
04 Junio 2014 - 5:01AM
Edgar (US Regulatory)
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): May 30, 2014
KID BRANDS, INC.
(Exact
Name of Registrant as Specified in Charter)
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New Jersey |
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1-8681 |
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22-1815337 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
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301 Route 17 North, 6th Floor,
Rutherford, New Jersey |
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07070 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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)) |
Section 1 Registrants Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On May 30, 2014, Kid Brands, Inc. (the Company) entered into an engagement letter (the Engagement Letter) retaining
PricewaterhouseCoopers LLP (PWC) to provide restructuring advisory services to the Company under the direction of its Board of Directors (the Board). Under the terms of the Engagement Letter, if requested by the Company, PWC
(through a project team) will provide the following services, among others, to the Company: review and analyze cash flow forecasts, financial projections and business restructuring alternatives; identify and implement liquidity management
initiatives; advise in connection with negotiations with lenders, creditors and other parties in interest; assist in due diligence preparation and coordination with respect to potential buyers or investors; assist in the evaluation of indications of
interest and the negotiation of appropriate documentation; advise in connection with any proposed asset sales or restructuring of existing indebtedness, including proposed transactions which may potentially take place in the context of a bankruptcy
proceeding involving the Company; and assist the Company in connection with its accumulation of data and preparation of information and reports that may be required by a bankruptcy court, if necessary, and such other documentation that is
customarily issued by a debtor.
In connection with the execution of the Engagement Letter, PWC is entitled to an initial retainer in the amount of
$100,000 (and monthly invoices no more than $100,000 will be rendered to replenish the retainer), and will reimburse PWC for reasonable out-of-pocket expenses approved by the Company in advance. The Engagement Letter may be terminated at any time by
either the Company or PWC upon written notice to the other party.
Section 8 Other Events
Item 8.01 Other Events
Effective May 27, 2014:
(i) Serta, Inc. (Serta) terminated the Trademark License Agreement between Serta and the Companys LaJobi subsidiary, and demanded outstanding minimum guaranteed royalties in the amount of approximately $140,000; and
(ii) Disney Consumer Products, Inc. (Disney) terminated the license agreements between Disney and each of the Companys Kids Line subsidiary and its Sassy subsidiary. These terminations constitute additional failures of
conditions to lending and events of default under the Companys credit agreement (the Credit Agreement) with Salus Capital Partners, LLC, as Agent and lender, and the other lenders from time to time party thereto, and the Agent has
been informed of these terminations. As has been previously disclosed, on May 19, 2014, the Company received a notice of default and reservation of rights letter (the Reservation of Rights Letter) from the Agent with respect to
other specified failures of conditions to lending and events of default existing under the Credit Agreement (including a notice of breach and amendment from The William Carter Company regarding its license agreement with the Companys Sassy
subsidiary), pursuant to which the Agent and the lenders expressly reserved all rights and remedies available thereunder, in law or in equity. The Reservation of Rights Letter states that the lenders are not obligated to make additional loans
or otherwise extend credit to the Company. For a further discussion of the terms of the Reservation of Rights Letter, see the Companys Quarterly Report on Form 10-Q for the period ended March 31, 2014.
Unless and until the Company is able to secure a waiver of the failure of conditions to lending, its lenders are entitled to refuse to permit any further
draw-downs on the Companys revolvers. Unless and until the Company is able to secure a waiver of the events of default, its lenders are entitled to, among other things, accelerate the loans under the Credit Agreement, declare the
commitments thereunder to be terminated and/or refuse to permit further draw-downs on the revolvers, seize collateral or take other actions of secured creditors. Any of the foregoing will have a material adverse effect on the Companys
financial condition and results of operations, and likely cause it to become bankrupt or insolvent.
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.
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Date: June 3, 2014 |
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KID BRANDS, INC. |
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By: |
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/s/ Kerry Carr |
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Kerry Carr |
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Executive Vice President, Chief Operating Officer and Chief Financial Officer |
Kid Brands (CE) (USOTC:KIDBQ)
Gráfica de Acción Histórica
De Dic 2024 a Ene 2025
Kid Brands (CE) (USOTC:KIDBQ)
Gráfica de Acción Histórica
De Ene 2024 a Ene 2025