UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 1 to
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 15, 2008
COBRA ELECTRONICS CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware | 0-511 | 36-2479991 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
6500 West Cortland Street, Chicago, Illinois | 60707 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (773) 889-8870
N/A
(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)) |
Item 2.02. | Results of Operations and Financial Condition. |
The Annual Report on Form 10-K for the year ended December 31, 2007 of Cobra Electronics Corporation (the “Company”) filed with the Securities and Exchange Commission on March 31, 2008 included consolidated financial statements of the Company which reflect the following consolidated balance sheets and consolidated statements of operations of the Company, each of which supersedes the corresponding financial information included in the Company’s press release dated February 22, 2008, which is filed as an exhibit hereto.
Condensed Consolidated Balance Sheets
(in thousands)
December 31, 2007 | December 31, 2006 | |||||
ASSETS: | ||||||
Current assets: | ||||||
Cash | $ | 1,860 | $ | 1,878 | ||
Accounts receivable, net | 26,804 | 28,320 | ||||
Inventories, net | 33,054 | 29,039 | ||||
Other current assets | 13,621 | 14,006 | ||||
Total current assets | 75,339 | 73,243 | ||||
Net property, plant and equipment | 6,803 | 7,625 | ||||
Total other assets | 32,176 | 35,890 | ||||
Total assets | $ | 114,318 | $ | 116,758 | ||
LIABILITIES AND SHAREHOLDERS’ EQUITY: | ||||||
Current liabilities: | ||||||
Accounts payable | $ | 7,273 | $ | 6,097 | ||
Accrued liabilities | 11,151 | 11,944 | ||||
Short-term debt | 1,240 | 1,060 | ||||
Total current liabilities | 19,664 | 19,101 | ||||
Non-current liabilities: | ||||||
Long-term debt | 18,745 | 15,614 | ||||
Deferred taxes | 3,772 | 5,337 | ||||
Deferred compensation | 6,320 | 5,858 | ||||
Other long-term liabilities | 679 | 1,075 | ||||
Total non-current liabilities | 29,516 | 27,884 | ||||
Minority interest | 23 | 4 | ||||
Total shareholders’ equity | 65,115 | 69,769 | ||||
Total liabilities and shareholders’ equity | $ | 114,318 | $ | 116,758 | ||
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Condensed Consolidated Statements of Operations
(in thousands, except per share amounts)
For the Three Months Ended | For the Twelve Months Ended | |||||||||||||||
(unaudited) | ||||||||||||||||
December 31, 2007 | December 31, 2006 | December 31, 2007 | December 31, 2006 | |||||||||||||
Net sales | $ | 45,401 | $ | 53,254 | $ | 155,935 | $ | 153,695 | ||||||||
Cost of sales | 40,201 | 39,533 | 124,534 | 123,742 | ||||||||||||
Gross profit | 5,200 | 13,721 | 31,401 | 29,953 | ||||||||||||
Selling, general and administrative expense | 11,250 | 11,065 | 39,634 | 32,620 | ||||||||||||
Earnings (loss) from operations | (6,050 | ) | 2,656 | (8,233 | ) | (2,667 | ) | |||||||||
Other income (expense): | ||||||||||||||||
Interest expense | (506 | ) | (395 | ) | (1,655 | ) | (479 | ) | ||||||||
Other, net | 262 | (22 | ) | 1,089 | 63 | |||||||||||
(Loss) earnings before taxes | (6,294 | ) | 2,239 | (8,799 | ) | (3,083 | ) | |||||||||
Tax (benefit) provision | (2,628 | ) | 432 | (4,396 | ) | (1,449 | ) | |||||||||
Minority interest | (6 | ) | 4 | (19 | ) | 4 | ||||||||||
Net earnings (loss) | $ | (3,672 | ) | $ | 1,811 | $ | (4,422 | ) | $ | (1,630 | ) | |||||
Net earnings (loss) per common share: | ||||||||||||||||
Basic | $ | (0.57 | ) | $ | 0.28 | $ | (0.68 | ) | $ | (0.25 | ) | |||||
Diluted | $ | (0.57 | ) | $ | 0.27 | $ | (0.68 | ) | $ | (0.25 | ) | |||||
Weighted average shares outstanding: | ||||||||||||||||
Basic | 6,471 | 6,459 | 6,458 | 6,482 | ||||||||||||
Diluted | 6,471 | 6,662 | 6,458 | 6,482 | ||||||||||||
Item 9.01 | Exhibits. |
(d) | The following is a list of the exhibits filed herewith. |
Exhibit No. | Description of Exhibit | |
10-1* | Loan and Security Agreement dated as of February 15, 2008 among Cobra Electronics Corporation, The PrivateBank and Trust Company, as a lender and administrative agent for itself and the other lenders, and RBS Citizens, N.A., as lender. | |
99-1* | Press release dated February 22, 2008 issued by Cobra Electronics Corporation |
* | Previously filed as an exhibit to the Current Report on Form 8-K filed on February 22, 2008. |
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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.
COBRA ELECTRONICS CORPORATION | ||
By: | /s/ Michael Smith | |
Name: | Michael Smith | |
Title: | Senior Vice President and | |
Chief Financial Officer |
Date: March 31, 2008
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EXHIBIT INDEX
The following is a list of the exhibits filed herewith.
Exhibit No. | Description of Exhibit | |
10-1* | Loan and Security Agreement dated as of February 15, 2008 among Cobra Electronics Corporation, The PrivateBank and Trust Company, as a lender and administrative agent for itself and the other lenders, and RBS Citizens, N.A., as lender. | |
99-1* | Press release dated February 22, 2008 issued by Cobra Electronics Corporation |
* | Previously filed as an exhibit to the Current Report on Form 8-K filed on February 22, 2008. |