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Sunbeam Corp/FL · 10-K/A · For 12/28/97 · EX-99.E

Filed On 11/12/98   ·   Accession Number 950170-98-2145   ·   SEC File 1-00052

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  As Of                Filer                Filing    For/On/As Docs:Size              Issuer               Agent

11/12/98  Sunbeam Corp/FL                   10-K/A     12/28/97   17:554K                                   Donnelley Fin'l/Miami/FA

Amendment to Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K/A      Amendment to Annual Report                            68    415K 
 2: EX-3.B      Articles of Incorporation/Organization or By-Laws     10     41K 
 3: EX-4.E      Instrument Defining the Rights of Security Holders     7     26K 
 5: EX-10.BB    Material Contract                                      8     29K 
 6: EX-10.CC    Material Contract                                      8     33K 
 7: EX-10.DD    Material Contract                                     11     51K 
 8: EX-10.EE    Material Contract                                     11     51K 
 4: EX-10.F     Material Contract                                     15     80K 
 9: EX-10.FF    Material Contract                                     11     49K 
10: EX-10.GG    Material Contract                                      9     46K 
11: EX-10.HH    Material Contract                                      3     14K 
12: EX-10.II    Material Contract                                      3     14K 
13: EX-10.JJ    Material Contract                                     19     63K 
14: EX-27       Financial Data Schedule                                1     10K 
15: EX-99.C     Miscellaneous Exhibit                                  3     13K 
16: EX-99.D     Miscellaneous Exhibit                                 12     38K 
17: EX-99.E     Miscellaneous Exhibit                                  5     28K 


EX-99.E   —   Miscellaneous Exhibit
Exhibit Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
4Cautionary Statements
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EXHIBIT 99.e [SUNBEAM LOGO] Contacts: INVESTMENT COMMUNITY MEDIA Marc R. Shiffman George Sard/Maureen Bailey Sunbeam Corporation Sard Verbinnen & Co. (561) 243-2142 (212) 687-8080 SUNBEAM TO RESTATE FINANCIAL RESULTS; DISCLOSES ADJUSTMENTS FOR 1996, 1997 AND FIRST QUARTER OF 1998 -- Lenders Agree to Modify Covenants Through April 10, 1999 -- -------------------------- DELRAY BEACH, FL, OCTOBER 20, 1998--Sunbeam Corporation (NYSE: SOC) today announced that the Audit Committee of its Board of Directors, Arthur Andersen LLP, Deloitte & Touche LLP, and Sunbeam's management have completed the previously announced review of the Company's financial statements for 1996, 1997 and the first quarter of 1998. Based on their findings, Sunbeam will restate financial results for a six-quarter period from the fourth quarter of 1996 through the first quarter of 1998. Arthur Andersen is Sunbeam's auditor and was its auditor during the periods which were reviewed. Deloitte & Touche was retained as a consultant to assist in the review. On August 6, 1998, Sunbeam announced that it would be necessary to restate results for 1997, the 1998 first quarter and possibly 1996, and that the adjustments, while not then quantified, would be material. Sunbeam today said previously issued financial statements generally overstated the loss for 1996, overstated the profits for 1997 and understated the loss for the first quarter of 1998. Sunbeam concluded, based upon its review, that for certain periods revenue was incorrectly recognized (principally "bill and hold" and guaranteed sales transactions), certain costs and allowances were not accrued or were incorrectly recorded (principally allowances for sales returns, co-op advertising, customer deductions and reserves for product liability and warranty expense) and certain costs were incorrectly included in and charged to restructuring, asset impairment and other costs. Howard Kristol, Chairman of the Sunbeam Board's Audit Committee, said, "Today's announcement results from an intensive review conducted by the Audit Committee and --more--
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management over a period of nearly four months with assistance from two international accounting firms. We are satisfied that Sunbeam's restated financial results are fairly presented. The Company is putting in place controls and procedures to ensure the integrity of its financial data in the future." Jerry W. Levin, President and Chief Executive Officer of Sunbeam, said, "With the restatement behind us, we will now be able to fully focus our efforts on growing the business and restoring profitability. Our financial results for the remainder of 1998 will be negatively affected by significant charges related to operational changes, excess inventory and other non-recurring items. The adjustments being announced today and the charges for this year will be largely non-cash and therefore will not have a significant effect on Sunbeam's liquidity. In addition, an agreement with our lenders to modify covenant requirements through April 10, 1999 will provide financial resources to run our businesses and allow us to meet our obligations." Results are being restated as follows: 1996 ---- Sunbeam will restate its fourth quarter 1996 loss from continuing operations to $163.9 million, or $1.98 per share, versus the originally reported loss of $190.4 million, or $2.29 per share. The restated fourth quarter net loss is $215.0 million, or $2.59 per share, versus the originally reported net loss of $234.8 million, or $2.83 per share. The restated 1996 loss from continuing operations is $170.2 million, or $2.05 per share, versus the originally reported loss from continuing operations of $196.7 million, or $2.37 per share. The restated 1996 net loss is $208.5 million, or $2.51 per share, versus the originally reported 1996 net loss of $228.3 million or $2.75 per share. The restated 1996 results from continuing operations include $181.0 million of restructuring, restructuring-related and other one-time pretax charges. Without these items, Sunbeam would have reported income from continuing operations of $10.8 million, or $0.13 per share. In 1996, basic and diluted earnings per share were the same. 1997 ---- Sunbeam will restate 1997 revenue to $1,073.1 million, versus the originally reported $1,168.2 million. Restated 1997 earnings from continuing operations are $52.3 million, or $0.62 per basic share and $0.60 per diluted share, versus the originally reported 1997 earnings from continuing operations of $123.1 million, or $1.45 per basic share and $1.41 per diluted share. The restated 1997 net income is $38.3 million, or $0.45 per basic share and $0.44 per diluted --more--
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share, versus the originally reported 1997 net income of $109.4 million, or $1.29 per basic share and $1.25 per diluted share. Additionally, 1997 earnings from continuing operations includes approximately $59 million of non-recurring benefit primarily from the reversal of restructuring and certain operating and tax accruals. Excluding these items, Sunbeam would have reported a loss from continuing operations in 1997 of $6.4 million, $0.08 per share. FIRST QUARTER 1998 ------------------ Sunbeam will restate first quarter 1998 revenue to $247.6 million, versus the originally reported $244.3 million. The loss from continuing operations is restated to $45.5 million or $0.53 cents per share, versus the originally reported loss from continuing operations of $39.0 million or $0.45 per share. The restated first quarter 1998 net loss is $54.1 million, or $0.63 per share, versus the originally reported net loss of $44.6 million, or $0.52 per share. Additionally, the first quarter loss from continuing operations includes $3.0 million of non-recurring benefit from the reversal of an operating accrual. Excluding this item, the loss from continuing operations would have been $48.5 million, or $0.56 per share. Basic and diluted per share results were the same in the period. A summary of the effects of the restatement for the relevant periods is attached. Within the next several weeks, Sunbeam expects to file with the Securities and Exchange Commission an amended Form 10-K for the year ended December 28, 1997 (which will include restated results for 1996 and 1997) and an amended Form 10-Q for the quarter ended March 31, 1998 (which will include restated results for the quarter ended March 30, 1997.) Shortly thereafter, the Company expects to report results for the second quarter ended June 30, 1998, and for the third quarter ended September 30, 1998 (which will include restated results for the same periods in the prior year.) Sunbeam also announced that it has reached an agreement with its lenders to modify covenant requirements in Sunbeam's credit agreement through April 10, 1999. As a result, Sunbeam will continue to have access to its revolving credit facility. Sunbeam Corporation is a leading consumer products company that designs, manufactures and markets, nationally and internationally, a diverse portfolio of consumer products under such world-class brands as Sunbeam/registered trademark/, Oster/registered trademark/, Grillmaster/registered trademark/, Coleman/registered trademark/, Mr. Coffee/registered trademark/), First Alert/registered trademark/, Powermate/registered trademark/, Health o meter/registered trademark/, Eastpak/registered trademark/ and Campingaz/registered trademark/. --more--
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 CAUTIONARY STATEMENTS CERTAIN STATEMENTS IN THIS PRESS RELEASE CONSTITUTE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE, OR ACHIEVEMENTS OF SUNBEAM TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE, OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE IN THE FORWARD-LOOKING STATEMENTS DUE TO VARIOUS FACTORS, INCLUDING THOSE SET FORTH UNDER THE CAPTIONS "CAUTIONARY STATEMENTS" IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING THE COMPANY'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 1997, AND THE FORM 10-Q FOR THE QUARTER ENDED MARCH 1998, AS SUCH MAY BE AMENDED. # # # --more--
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[Enlarge/Download Table] SUNBEAM CORPORATION AND SUBSIDIARIES SUMMARY CONSOLIDATED STATEMENT OF OPERATIONS DATA THREE MONTHS ENDED MARCH 31, 1998 AND YEARS ENDED DECEMBER 28, 1997 AND DECEMBER 29, 1996 ($ IN 000S EXCEPT PER SHARE DATA) FISCAL YEARS ENDED THREE MONTHS ENDED ------------------------------------------------------- MARCH 31, DECEMBER 28, DECEMBER 29, 1998 1997 1996 --------------------------- ------------------------- -------------------------- (unaudited) AS PREVIOUSLY AS AS PREVIOUSLY AS AS PREVIOUSLY AS REPORTED RESTATED REPORTED RESTATED REPORTED RESTATED Net sales $ 244,296 $ 247,601 $ 1,168,182 $1,073,090 $ 984,236 $ 984,236 Cost of goods sold 211,459 213,828 837,683 830,956 900,573 896,938 Selling, general and administrative expense 68,841 71,139 131,056 152,653 214,029 221,655 Restructuring and impairment (benefit) charge --- --- --- (14,582) 154,869 110,122 ----------------------------------------------------------------------------------------- Operating (loss) earnings (36,004) (37,366) 199,443 104,063 (285,235) (244,479) Interest expense 5,072 5,073 11,381 11,381 13,588 13,588 Other expense (income), net 2,367 3,165 (1,218) 12 3,738 3,738 ----------------------------------------------------------------------------------------- (Loss) earnings from continuing operations before income taxes (43,443) (45,604) 189,280 92,670 (302,561) (261,805) Income tax (benefit) expense (4,458) (122) 66,152 40,352 (105,890) (91,625) ----------------------------------------------------------------------------------------- (Loss) earnings from continuing operations (38,985) (45,482) 123,128 52,318 (196,671) (170,180) Loss from discontinued operations, net --- --- (13,713) (14,017) (31,591) (38,301) Extraordinary charge (5,608) (8,624) --- --- --- --- ========================================================================================= Net (loss) earnings $ (44,593) $ (54,106) $ 109,415 $ 38,301 $ (228,262) $(208,481) ========================================================================================= (Loss) earnings per share of common stock from continuing operations: Basic $ (0.45) $ (0.53) $ 1.45 $ 0.62 $ (2.37) $ (2.05) ========================================================================================= Diluted $ (0.45) $ (0.53) $ 1.41 $ 0.60 $ (2.37) $ (2.05) ========================================================================================= Net (loss) earnings per share of common stock: Basic $ (0.52) $ (0.63) $ 1.29 $ 0.45 $ (2.75) $ (2.51) ========================================================================================= Diluted $ (0.52) $ (0.63) $ 1.25 $ 0.44 $ (2.75) $ (2.51) ========================================================================================= Average number of common and common equivalent shares outstanding: Basic 86,390 86,390 84,945 84,945 82,925 82,925 ========================================================================================= Diluted 86,390 86,390 87,542 87,542 82,925 82,925 =========================================================================================

Dates Referenced Herein   and   Documents Incorporated By Reference

Referenced-On Page
This 10-K/A Filing   Date First   Last      Other Filings
12/29/96510-K
3/30/97310-Q, 10-Q/A
For The Period Ended12/28/973510-K405
3/31/983510-Q, 10-Q/A
6/30/98310-Q, 11-K, NT 10-Q, NT 11-K
8/6/981
9/30/98310-Q, NT 10-Q
10/20/981
Filed On / Filed As Of11/12/98
11/13/98
4/10/9913
 
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Filing Submission 0000950170-98-002145   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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