8-K/AThe WireRoutine
Company Update
Filed Jan 22, 2008 · 18y ago · Accession 0000950134-08-000891
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Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
January 22, 2008 (November 5, 2007)
Crown Crafts, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware
1-7604
58-0678148
(State or Other
Jurisdiction of
Incorporation)
(Commission File Number)
(IRS Employer
Identification
No.)
916 South Burnside Avenue, Gonzales, LA
70737
(Address of Principal Executive Offices)
(Zip Code)
Registrants telephone number, including area code:
(225) 647-9100
(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 ( see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
EXPLANATORY NOTE
As previously reported in a Current Report on Form 8-K filed with the Securities and Exchange
Commission (the Commission) on November 9, 2007 (the Original Report), Crown Crafts Infant
Products, Inc. (CCIP), a wholly-owned subsidiary of Crown Crafts, Inc. (the Company), purchased
certain assets from, and assumed certain liabilities of, Springs Global US, Inc. (Springs) with
respect to their Baby Products Line (Springs Baby). This Amendment No. 1 on Form 8-K/A (this
Amendment) is being filed to amend Item 9.01 of the Original Report to provide certain audited
financial statements of Springs and certain unaudited pro forma financial information required by
Item 9.01 of Form 8-K.
Item 9.01. Financial Statements and Exhibits .
(a)
Financial Statements of Businesses Acquired
As a result of Springs Baby being a small part of the Springs organization during the periods
under audit, Springs Baby was not accounted for as a stand-alone business and did not maintain a
complete general ledger or prepare full financial statements. For a more detailed explanation of
the financial statements filed herewith, see Note 1 to the audited
financial statements, which are
included herein as Exhibit 99.2 to this Amendment and incorporated herein by reference.
Included herein as Exhibit 99.2 to this Amendment are the following:
Independent Auditors Report
Statements of Revenues and Direct Expenses for the Year Ended December
30, 2006, and the nine-month periods ended
September 29, 2007 and September 30, 2006,
(unaudited);
Statements of Assets to be Sold and Liabilities to be
Transferred as of December
30, 2006 and September 29, 2007 (unaudited); and
Notes to Statements.
(b)
Pro Forma Financial Information .
Included herein as Exhibit 99.3 to this Amendment are the following:
Unaudited Pro Forma Condensed Combined Balance Sheet of the Company as of
September 30, 2007;
Related Notes to Unaudited Pro Forma Condensed Combined Balance Sheet.
(d)
Exhibits.
2.1
Asset Purchase Agreement dated as of November 5, 2007 by and between
Springs Global US, Inc. and Crown Crafts Infant Products, Inc. (1)
10.1
Noncompetition and Non-Disclosure Agreement dated as of November 5,
2007 by and between Springs Global US, Inc. and Crown Crafts Infant
Products, Inc. (1)
10.2
Warehousing Agreement dated as of November 5, 2007 by and between
Springs Global US, Inc. and Crown Crafts Infant Products, Inc. (1)
10.3
Transition Services Agreement dated as of November 5, 2007 by and
between Springs Global US, Inc. and Crown Crafts Infant Products,
Inc. (1)
10.4
First Amendment to Financing Agreement dated as of November 5, 2007
by and among Crown Crafts, Inc., Churchill Weavers, Inc., Hamco,
Inc., Crown Crafts Infant Products, Inc. and The CIT Group/Commercial
Services, Inc. (1)
10.5
First Amendment to Mortgage, Assignment of Leases and Rents, and
Security Agreement dated November 5, 2007 from Churchill Weavers,
Inc. to The CIT Group/Commercial Services, Inc. (1)
23.1
Consent of Independent Auditors (2)
99.1
Press Release dated November 5, 2007 (1)
99.2
Statements of Revenues and Direct Expenses and Statements of Assets
to be Sold and Liabilities to be Transferred (2)
99.3
Unaudited Pro Forma Condensed Combined Balance Sheet (2)
(1)
Previously filed with the filing of the Original Report.
(2)
Filed herewith.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company
has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CROWN CRAFTS, INC.
By:
/s/ Amy Vidrine Samson
Amy Vidrine Samson,
Vice President and Chief Financial Officer
Chief Accounting Officer
Dated: January 22, 2008
EXHIBIT INDEX
Exhibit No.
Exhibit
2.1
Asset Purchase Agreement dated as of November 5, 2007 by and
between Springs Global US, Inc. and Crown Crafts Infant
Products, Inc. (1)
10.1
Noncompetition and Non-Disclosure Agreement dated as of
November 5, 2007 by and between Springs Global US, Inc. and
Crown Crafts Infant Products, Inc. (1)
10.2
Warehousing Agreement dated as of November 5, 2007 by and
between Springs Global US, Inc. and Crown Crafts Infant
Products, Inc. (1)
10.3
Transition Services Agreement dated as of November 5, 2007 by
and between Springs Global US, Inc. and Crown Crafts Infant
Products, Inc. (1)
10.4
First Amendment to Financing Agreement dated as of November 5,
2007 by and among Crown Crafts, Inc., Churchill Weavers, Inc.,
Hamco, Inc., Crown Crafts Infant Products, Inc. and The CIT
Group/Commercial Services, Inc. (1)
10.5
First Amendment to Mortgage, Assignment of Leases and Rents,
and Security Agreement dated November 5, 2007 from Churchill
Weavers, Inc. to The CIT Group/Commercial Services, Inc. (1)
23.1
Consent of Independent Auditors (2)
99.1
Press Release dated November 5, 2007 (1)
99.2
Statements of Revenues and Direct Expenses and Statements of
Assets to be Sold and Liabilities to be Transferred (2)
99.3
Unaudited Pro Forma Condensed Combined Balance Sheet (2)
(1)
Previously filed with the filing of the Original Report.
(2)
Filed herewith.
Filing details
- Company
- CROWN CRAFTS INC
- Ticker
- CRWS
- CIK
- 25895
- Form type
- 8-K/A
- Filing date
- Jan 22, 2008
- Report date
- Nov 5, 2007
- Document
- d53218e8vkza.htm
- Size
- 109 KB