Enesco Announces Divestiture of Dartington Crystal; Company Closes Deal In Management Buyout
2006年5月2日 - 5:30AM
ビジネスワイヤ(英語)
Enesco Group, Inc. (NYSE:ENC), a leader in the giftware, and home
and garden decor industries, today announced the divestiture of its
Dartington Crystal operation from Enesco Limited, Enesco's
subsidiary in the United Kingdom. The Company sold the business and
assets of Dartington in a management buyout transaction, effective
April 28, 2006. Following a review of its product strategy in the
fourth quarter of 2005, Enesco determined that glassware was not a
strategic fit for the Company and began to actively market the sale
of the Dartington operation. The assets sold include the inventory,
machinery and equipment, leasehold properties and intellectual
property rights of the Dartington business. The employees,
including their accumulated rights and benefits, have transferred
with the business to the new owners. The receivables and payables
of the business have been retained, and respectively will be
collected and settled by Enesco Limited. The owned factory in
Torrington, England also has been retained and is being leased to
the purchaser. The total consideration for the sale is dependent
upon the yet to be finalized value of inventory at the date of
closing, but is estimated to be approximately $2.4 million, of
which $0.5 million was received in cash at closing and the balance
of which is due in installments between May and December 2006.
Title to the inventory is being retained by Enesco Limited to the
extent of the remaining deferred consideration. Enesco Limited
acquired Dartington Crystal, a designer and manufacturer of uncut
crystal products, in 2004 for approximately $7 million in cash.
Total goodwill recorded on this acquisition was $1.2 million. In
the fourth quarter of 2005, Enesco performed its first annual
impairment analysis on the Dartington goodwill, and concluded that
impairment existed at December 31, 2005. A complete write-off of
the Dartington goodwill balance as of November 30, 2005 of $1.1
million was recorded in the fourth quarter. The loss on sale,
including professional costs, is $2.4 million pre-tax. In 2005,
Dartington had a $2.5 million operating loss, including the $1.1
million write-off, and is expected to have a $0.5 million loss in
the first quarter of 2006. "As part of our Operating Improvement
Plan, we evaluated the performance and profitability of our
European operations, and found that Dartington was not a strategic
fit with our product mix and core channels of distribution," said
Cynthia Passmore, President and CEO of Enesco. "While the sale will
negatively impact our financials in the second quarter of this
year, we believe it will positively impact our financials longer
term." About Enesco Group, Inc. Enesco Group, Inc. is a world
leader in the giftware, and home and garden decor industries.
Serving more than 44,000 customers worldwide, Enesco distributes
products to a wide variety of specialty card and gift retailers,
home decor boutiques, as well as mass-market chains and direct mail
retailers. Internationally, Enesco serves markets operating in the
United Kingdom, Canada, Europe, Mexico, Australia and Asia. With
subsidiaries located in Europe and Canada, and a business unit in
Hong Kong, Enesco's international distribution network is a leader
in the industry. Enesco's product lines include some of the world's
most recognizable brands, including Border Fine Arts, Bratz, Circle
of Love, Foundations, Halcyon Days, Jim Shore Designs, Lilliput
Lane, Pooh & Friends, Walt Disney Classics Collection, and Walt
Disney Company, among others. Further information is available on
Enesco's web site at www.enesco.com. This press release contains
forward-looking statements, which reflect management's current
assumptions and beliefs and are based on information currently
available to management. Enesco has tried to identify such
forward-looking statements by use of such words as "expects,"
"intends," "anticipates," "could," "estimates," "plans," and
"believes," and similar expressions, but these words are not the
exclusive means of identifying such statements. Such statements are
subject to various risks, uncertainties and other factors, which
could cause actual results to vary materially from those
anticipated, estimated, expected or projected. Important factors
that may cause actual future events or results to differ materially
and adversely from those described in the forward-looking
statements include, but are not limited to: Enesco's success in
implementing its comprehensive plan for operating improvement and
achieving its goals for cost savings and market share increases;
Enesco's success in developing new products and consumer reaction
to Enesco's new products; Enesco's ability to secure, maintain and
renew popular licenses, particularly our Cherished Teddies, Disney
and Jim Shore Designs licenses; Enesco's ability to grow revenues
in mass and niche market channels; Enesco's ability to comply with
covenants contained in its credit facility; changes in general
economic conditions, as well as specific market conditions;
fluctuations in demand for our products; manufacturing lead times;
the timing of orders and shipments and our ability to predict
customer demands; inventory levels and purchase commitments
exceeding requirements based upon forecasts; collection of accounts
receivable; changes in the regulations and procedures affecting the
importation of goods into the United States; changes in foreign
exchange rates; price and product competition in the giftware
industry; variations in sales channels, product costs or mix of
products sold; and, possible future terrorist attacks, epidemics,
or acts of war. In addition, Enesco operates in a continually
changing business environment and does not intend to update or
revise the forward-looking statements contained herein, which speak
only as of the date hereof. Additional information regarding
forward-looking statement risk factors is contained in Enesco's
reports and filings with the Securities and Exchange Commission. In
light of these risks and uncertainties, the forward-looking
statements contained herein may not occur and actual results could
differ materially from those set forth herein. Accordingly, you
should not rely on these forward-looking statements as a prediction
of actual future results.
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