e424b3
Filed
Pursuant to Rule 424(b)(3)
File No. 333-138750
SUPPLEMENT TO PROSPECTUS
16,786,895 Shares
Common Stock
This
Supplement to the Prospectus, dated March 28, 2008
(this Supplement), supplements and amends the
Prospectus, dated September 13, 2007 (the
Prospectus), relating to the Common Stock of Coleman
Cable, Inc. (the Company). This Supplement should be
read in conjunction with the Prospectus.
The Prospectus is hereby supplemented as follows:
On
March 27, 2008, the Company announced its
fourth-quarter and full-year 2007 financial results in a press
release, which the Company furnished to the Securities and Exchange
Commission as an exhibit to its current report on Form 8-K. On
March 28, 2008, the Company filed its Annual Report on
Form 10-K for the year ended December 31, 2007. The Annual
Report on Form 10-K includes the Companys audited consolidated financial statements
for the year ended December 31, 2007.
2007
Fourth Quarter Results
The Company reported revenues for the 2007 fourth quarter of $254.3 million compared to revenues of
$103.2 million in the same period of last year, which represents an increase of 146 percent,
primarily due to the acquisition of Copperfield and Woods. Volume (total pounds shipped) increased
148 percent in the fourth quarter of 2007 compared to the prior-year period, also primarily due to
the acquisition of Copperfield and Woods. The Companys consolidated results of operations for
2007 include the results of Copperfield and Woods beginning with their respective acquisition
dates: April 2, 2007 for Copperfield and November 30, 2007 for Woods.
Gross profit margin for the fourth quarter of 2007 was 12.0 percent compared to 15.8 percent for
the same period of 2006 due primarily to the Copperfield acquisition. Copperfield prices its
products to earn a fixed-dollar margin per pound of goods sold, which causes Copperfields gross
profit margins to compress in higher copper price environments. Gross profit margin was also
negatively impacted by pricing pressures caused by contracting market conditions in a number of
the Companys segments, inflationary pressures related to certain raw material costs, including PVC and
fuel costs, and increased factory variances due primarily to labor inefficiencies.
Selling, engineering, general and administrative expense for the 2007 fourth quarter was $13.0
million compared to $8.7 million for the 2006 fourth quarter, with the increase resulting from
acquisitions, as well as increased corporate expenses, including most notably professional fees,
payroll, and related costs.
Intangible amortization expense for the 2007 fourth quarter was $2.6 million due primarily to the
Copperfield acquisition.
Restructuring charges for the fourth quarter of 2007 were $0.3 million as the result of integration
activities related to Copperfield. Restructuring charges for the fourth quarter of 2006 were $0.2
million as the result of the closure of the Companys facility
in Miami Lakes, Florida.
Interest expense, net, for the fourth quarter of 2007 was $8.1 million compared to $3.4 million for
the same period of 2006, due primarily to additional expense related to increased borrowings.
Income tax expense was $2.6 million in the 2007 fourth quarter compared to $1.8 million for 2006
fourth quarter. The current year expense reflects the Companys status as a C-corporation for
federal and state income tax purposes for the entire fourth quarter of 2007, and the expense in
2006 reflects the impact of the converting from an S-corporation to a
C-corporation for federal and state purposes in
October 2006.
Net income for the fourth quarter of 2007 was $4.0 million, compared to $1.7 million in the fourth
quarter of 2006. Earnings per share for the fourth quarter were $0.24 in the 2007 period compared
to $0.12 in the 2006 period.
The Company continues to work to strengthen its balance sheet. Net working capital was
approximately 21 percent of annualized net sales for the fourth quarter, more than 3.4 percentage points
less than level for the same period in 2006 mainly due to the acquisition of Copperfield. Capital expenditures
were $1.1 million in the quarter, less than half of the fourth quarters depreciation expense.
2007
Full-Year Results
Net sales for the full year of 2007 were $864.1 million compared to $423.4 million for the same
period of 2006, an increase of $440.7 million, or 104 percent. The increase includes the impact of
adding the Copperfield business on April 2, 2007, which accounted for $396.6 million of
consolidated net sales in 2007, and an increase of 93.7 percent in consolidated net sales for 2007
as compared to 2006.
Excluding Copperfield, net sales increased $44.1 million in 2007, or 10.4 percent, compared to
2006, with the increase primarily reflecting volume growth within the Companys consumer outlets
segment, including the impact of the Woods business, and the impact of price increases associated
with raw material cost increases. Total volume increased 92.6 percent in 2007, with current year
acquisitions accounting for 94.0 percent of the increase in total volume compared to 2006 levels.
Excluding the impact of acquisitions, the Companys total volume declined 1.4 percent, primarily
reflecting decreased demand from existing customers in both its Specialty Distributors and OEMs
segments and its Electrical/Wire and Cable Distributors segments.
Gross profit margin for 2007 was 12.1 percent compared to 19.3 percent for 2006 due primarily to
the Copperfield acquisition as described earlier. Additionally, the gross profit margin decrease
reflects the impact of pricing pressures throughout 2007 due to contracting market conditions in a
number of the Companys segments, inflationary pressures related to certain raw material costs,
including PVC and fuel costs, and an increase in factory variances in 2007 due primarily to labor
inefficiencies.
Selling, engineering, general and administrative expense for 2007 was $44.3 million compared to
$31.8 million for 2006 due primarily to the reasons listed above, as well as increased stock
compensation expense.
Intangible amortization expense for 2007 was $7.6 million due primarily to the Copperfield
acquisition.
Restructuring charges of $0.9 million were recorded in 2007 compared to $1.4 million in 2006.
These expenses were incurred in connection with the integration of Copperfield in 2007 (2007- $0.3
million), and the closure of our Miami Lakes and Siler City facilities in 2006 (2007- $0.6 million,
2006- $1.4 million). All actions associated with the closure of the Miami Lakes and Siler City
facilities have been substantially completed as of December 31, 2007.
Interest expense, net, for 2007 was $27.5 million compared to $15.9 million for 2006 due primarily
from the reasons listed above.
Income tax expense was $9.4 million for 2007, compared to $2.8 million for 2006 due to the
Companys change from an S-corporation to a C-corporation in October 2006.
Net income for the full year 2007 was $14.9 million, compared to $29.4 million for the full year
2006. Earnings per diluted share for the full year 2007 were $0.88 compared to $2.15 in the 2006.
Segment
Results
Financial data for the business segments is as follows:
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Year Ended December 31,
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2007
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2006
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2005
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Amount
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Percent of Total
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Amount
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Percent of Total
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Amount
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Percent of Total
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(In thousands)
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Net sales:
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Electrical/Wire and Cable Distributors
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$
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146,020
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16.9
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%
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$
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147,411
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34.8
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%
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$
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114,561
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33.0
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%
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Specialty Distributors and OEMs
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223,159
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25.8
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219,957
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52.0
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171,926
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49.8
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Consumer Outlets
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98,369
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11.4
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55,990
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13.2
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59,694
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17.2
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Copperfield
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396,596
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45.9
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Total
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$
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864,144
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100.0
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%
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$
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423,358
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100.0
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%
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$
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346,181
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100.0
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%
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Percent of
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Percent of
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Percent of
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Segment
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Segment
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Segment
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Amount
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Net Sales
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Amount
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Net Sales
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Amount
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Net Sales
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Operating income:
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Electrical/Wire and Cable Distributors
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$
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14,367
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9.8
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%
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$
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23,830
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16.2
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%
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$
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13,643
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11.9
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%
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Specialty Distributors and OEMs
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21,061
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9.4
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28,096
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12.8
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14,693
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8.5
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Consumer Outlets
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10,559
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10.7
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3,421
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6.1
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3,465
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5.8
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Copperfield
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12,888
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3.2
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Total
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58,875
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55,347
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31,801
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Corporate
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(7,050
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(6,787
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)
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(4,029
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Consolidated Operating Income
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$
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51,825
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$
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48,560
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$
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27,772
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General
Business Environment
Copper volatility as well as general market uncertainty have driven fluctuating market demand
across a number of the Companys channels, factors the Company believes are likely to continue in 2008. Looking at 2008 in total, the Company believes projected costs savings from an
integrated Copperfield and the anticipated benefit to be derived in the back half of 2008 from the
addition of Woods consumer products business, will help it in dealing with the negative impact of
current economic conditions and rising material and freight costs.
Integration
In
November 2007, the Companys board approved a planned strategy for
integrating Copperfield, including the streamlining of
manufacturing operations and cost reductions that were
considered at the time of the acquisition. As part of this plan,
Copperfield manufacturing and distribution facilities located in
Avilla, Indiana; Nogales, Arizona; and El Paso, Texas will
be closed in 2008 and operations at these locations consolidated
into a larger, state of the art facility in El Paso, Texas.
In addition, the Company has realignments planned for all remaining
Copperfield facilities. The Company expects to incur between
$3.5 million and $4.5 million in restructuring costs
in 2008 for such activities, and estimate that these measures
will result in net cash expenditures of approximately
$2.0 million to $3.0 million in 2008 depending on
various factors including the timing of the sale of owned
properties and the amount of proceeds received. The Company
anticipates
substantially completing these activities by the end of 2008,
with the expectation that the changes will result in annual cash
savings of approximately $3.0 million in 2009 and
subsequent years.
The
Company also has a major project underway to consolidate a number of
its Midwest distribution centers into a single expanded
distribution facility in Pleasant Prairie, Wisconsin. This new
500,000 square foot leased distribution center, which the
Company plans to open in April of 2008, is designed to meet the growing
demands of its business and should allow for greater efficiency
and reduced costs in conducting its distribution operations. The
new facility will handle all distribution functions currently
conducted at three separate facilities, including one the Company
acquired as part of the Woods acquisition, and the Company is confident that the new
facility will establish a platform for continuing its track
record of providing first-in-class logistics, delivery, and
customer service. The Company expects to incur
total costs between approximately $2.4 million and
$3.4 million as a result of the above-described plan,
primarily facility closure and severance-related costs. The
majority of the cash expenditures are expected to be treated as
a purchase accounting adjustment to be recorded in 2008, with
the remainder accounted for as restructuring or operating
expense in 2008. In addition, as a result of the plan, the
Company has accelerated depreciation for certain fixed assets located at the
facilities to be closed, and expects to record incremental
depreciation expense of approximately $0.2 million in 2008
due to this acceleration.
Retirement
of Executive Officer
Jeffrey D. Johnston, Executive Vice President, Operations, announced his intention to retire
effective May 2008.
Forward-Looking
Statements
This Supplement contains certain forward-looking statements.
These forward-looking statements involve risk and uncertainty.
Actual results could differ from those currently anticipated due
to a number of factors including those mentioned in the
Prospectus. Forward-looking statements are based on information
available to management at the time, and they involve judgments
and estimates that may prove to be incorrect. Factors that could cause results to differ from
expectations include: the level of market demand for our
products; competitive pressures; economic conditions in the
U.S.; price fluctuations of raw materials; environmental
matters; general economic conditions and changes in the demand
for our products by key customers; failure to identify, finance or
integrate acquisitions; failure to accomplish integration activities
on a timely basis; failure to achieve expected efficiencies in our manufacturing and integration
consolidations; changes in the cost of labor or raw materials, including PVC
and fuel costs; inaccuracies in purchase agreements relating to
acquisitions; failure of customers to make expected purchases, including customers of acquired
companies; unforeseen developments or expenses with respect to our acquisition, integration and
consolidation efforts; and other specific factors discussed in Risk Factors in
the Prospectus.