- Current report filing (8-K)
October 29 2009 - 6:03AM
Edgar (US Regulatory)
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): October 28, 2009
ETHAN
ALLEN INTERIORS INC.
(Exact
name of registrant as specified in its charter)
Delaware
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1-11692
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06-1275288
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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Ethan Allen Drive
Danbury, CT
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06811
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
(203)
743-8000
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Not Applicable
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|
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(Former name or former address, if changed since last report)
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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))
INFORMATION TO BE INCLUDED IN REPORT
SECTION 2 – FINANCIAL INFORMATION
Item 2.02 Results of Operations and Financial Condition
The information contained within Item 2.02 of this Form 8-K and the
Exhibits attached hereto shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934 and shall not be
deemed incorporated by reference in any filing under the Securities Act
of 1933, except as shall be expressly set forth by specific reference in
such filing.
On October 28, 2009, Ethan Allen Interiors Inc. (“Ethan Allen” or the
“Company”) issued a press release which contained certain preliminary
operating results for the quarter ended September 30, 2009. A copy of
the press release is attached hereto as Exhibit 99.1 and hereby
incorporated by reference.
On October 29, 2009, Ethan Allen will conduct a conference call during
which certain unaudited, non-GAAP financial information related to the
Company’s operations for the three months ended September 30, 2009 and
September 30, 2008 will be disclosed. This information is set forth in
the attached Exhibit 99.1.
Exhibit 99.1 includes references to the Company's (i) consolidated
operating profit, (ii) wholesale operating profit, (iii) net income,
(iv) earnings per share, and (v) earnings before interest, taxes,
depreciation and amortization ("EBITDA"), all excluding the effects of
restructuring, impairment, and plant transition charges recorded during
fiscal 2009 as a result of the Company’s goodwill impairment charge and
Company’s decision to consolidate facilities, and fiscal 2008, as a
result of the Company's decisions to consolidate retail facilities. A
reconciliation of these financial measures to the most directly
comparable financial measure reported in accordance with generally
accepted accounting principles (“GAAP”) is also provided in Exhibit 99.1.
Management believes that excluding items which are deemed to be
non-recurring in nature from financial measures such as operating
profit, wholesale operating profit, net income, and earnings per share,
allows investors to more easily compare and evaluate the Company's
financial performance relative to prior periods and industry
comparables. These adjusted measures also aid investors in
understanding the operating results of the Company absent such
non-recurring or unusual events.
Management considers EBITDA an important indicator of the operational
strength and performance of its business, including the ability of the
Company to pay interest, service debt and fund capital expenditures.
Given the nature of the Company's operations, including the tangible
assets necessary to carry out its production and distribution
activities, depreciation and amortization represent Ethan Allen's
largest non-cash charges. As these non-cash charges do not affect the
Company's ability to service debt or make capital expenditures, it is
important to consider EBITDA in addition to, but not as a substitute
for, operating income, net income and other measures of financial
performance reported in accordance with GAAP, including cash flow
measures such as operating cash flow.
SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit
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Description
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99.1
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Press release dated October 28, 2009
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SIGNATURES
Pursuant to
the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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ETHAN ALLEN INTERIORS INC.
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Date:
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October 28, 2009
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By:
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/s/ David R. Callen
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David R. Callen
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Vice President, Finance and
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Treasurer
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EXHIBIT INDEX
Exhibit
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Description
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99.1
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Press release dated October 28, 2009
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