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): MARCH 8, 2006
LIFETIME BRANDS, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
0-19254 11-2682486
(Commission File Number) (IRS Employer Identification No.)
ONE MERRICK AVENUE, WESTBURY, NEW YORK, 11590
(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):
|_| 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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On March 8, 2005, Lifetime Brands, Inc. (the "Company") announced that it had
signed an agreement to acquire the business and certain assets of Syratech
Corporation ("Syratech"), a major designer, importer and manufacturer of a
diverse portfolio of tabletop, home decor and picture frame products. Syratech's
sales for 2005 were approximately $138 million.
Founded in 1986, Syratech owns many key brands in home fashion, including
Wallace Silversmiths(R), Towle Silversmiths(R), International Silver Company(R),
Melannco International(R) and Elements(R). In addition, Syratech licenses the
Cuisinart(R) brand for tabletop products and recently secured the license for
Kenneth Cole Reaction Home(R). Syratech's products are broadly distributed
through better department stores, specialty stores, big box retailers warehouse
clubs, and catalogs.
Assuming that the transaction closes in April, the Company expects the Syratech
business to contribute approximately $100 million in revenues in 2006 and to be
nominally profitable for the year. The transaction is subject to customary
closing conditions and adjustments. The terms and conditions of the agreement
are set forth in the Asset Purchase Agreement filed as exhibit 99.1 to this Form
8-K.
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.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Asset Purchase Agreement dated as of March 8, 2006 among
Syratech Corporation, Wallace International de P.R., Inc., Chi
International, Inc. and Syratech (H.K.) Limited, as the
sellers, and Syratech Acquisition Corporation as the
purchaser, and Lifetime Brands, Inc.
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 authorized.
Lifetime Brands, Inc.
By: /s/ Robert McNally
------------------------------------
Robert McNally
Vice President of Finance and
Chief Financial Officer
Date: March 8, 2006