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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): JUNE 3, 1999
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WINDMERE-DURABLE HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
FLORIDA
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(State or other jurisdiction of incorporation)
1-10177 59-1028301
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(Commission File Number) (IRS Employer Identification No.)
5980 MIAMI LAKES DRIVE
MIAMI LAKES, FLORIDA 33014
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (305) 362-2611
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NOT APPLICABLE
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
See the press release attached hereto as Exhibit 99.1 for information
regarding the execution by Windmere-Durable Holdings, Inc. (the "Company") of a
definitive agreement to purchase certain assets of Newtech Electronics
Industries, Inc. ("Newtech"). The Company owns a 50% equity interest in
Newtech.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 The Company's June 3, 1999 press release announcing the
execution by the Company of a definitive agreement to
purchase certain assets of Newtech.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
WINDMERE-DURABLE HOLDINGS, INC.
Dated: June 10, 1999 By: /s/ Terry Polistina
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Terry Polistina, Senior Vice President
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE Contact: Cindy Solovei
Treasurer
(305) 362-2611
WINDMERE-DURABLE HOLDINGS TO ACQUIRE ASSETS FROM NEWTECH
ELECTRONICS INDUSTRIES, INC. THAT INCLUDE THE RIGHTS TO
THE WHITE-WESTINGHOUSE TRADEMARK
MIAMI LAKES, FLORIDA (June 3, 1999)--Windmere-Durable Holdings, Inc. (NYSE:WND)
announced today that it has entered into a definitive asset purchase agreement
subject to certain conditions, with Newtech Electronics Industries, Inc.
(Newtech) and Newtech's other 50 percent owner to purchase substantially all of
Newtech's assets. The purchase includes inventory, accounts receivable, certain
trademarks and other intangibles, as well as the assumption of certain
liabilities relating to the business.
Under the terms of the agreement, Windmere-Durable Holdings will acquire the
exclusive right and license to use the White-Westinghouse Trademark in North
America for the design, manufacture, and sale of certain consumer electronic
products. Windmere-Durable Holdings will also be assigned Newtech's rights
under the long-term supply contracts with the Kmart Corporation in the United
States and Zellers in Canada. According to the terms of the contracts,
Windmere-Durable Holdings will supply Kmart and Zellers consumer electronics
under the White-Westinghouse brand. The remaining term under the Kmart contract
can be extended up to 2011 upon mutual consent. The recently signed Zellers
contract expires in 2004. It is anticipated that the acquisition will result in
a one-time non-cash charge of approximately $8.3 million after tax. This charge
for the write down of Windmere's 50 percent equity interest in Newtech will be
recorded as equity in net loss in joint ventures in the company's statement of
operations.
David M. Friedson, Chairman, Chief Executive Officer and President stated: "As
we had previously discussed in the Company's financial filings, Newtech is in
default with its senior lenders. Windmere will purchase Newtech's assets, which
are in excess of the liabilities which will be assumed. By purchasing Newtech's
assets, including the licensed rights to the White Westinghouse Trademark for
consumer electronics, we will have better control of a situation that reduces
our exposure to future joint venture losses. It also represents an opportunity
to increase our future pre-tax profits under the agreement we originally helped
to negotiate."
Certain matters discussed in this news release are forward-looking statements
that are subject to certain risks and uncertainties that could cause actual
results to differ materially from those set forth in the forward-looking
statements. These factors include economic conditions and the retail
environment; the satisfaction of certain conditions including the consents of
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White Consolidated Industries, Kmart Corporation and Zellers; the Company's
dependence on the timely development, introduction and customer acceptance of
products; competitive products and pricing; reliance on key customers;
dependence on foreign suppliers and supply and manufacturing constraints;
cancellation or reduction of orders; the effects of the class action litigation
filed by certain shareholders and other risks and uncertainties detailed from
time to time in the Company's Securities and Exchange Commission filings.
Windmere-Durable Holdings, Inc., through its subsidiaries and investments, is a
diversified manufacturer and distributor of a broad range of personal care
products, kitchen electric appliances, and seasonal products for major
retailers and appliance distributors primarily in North American and Latin
America. Its Household Products, Inc. subsidiary, acquired from Black & Decker
in June 1998, designs small kitchen and garment care appliances under Black &
Decker licenses and markets these products to retailers and distributors in
North America and Latin America. Durable Electrical Metal Factory, Ltd., the
Company's wholly-owned manufacturing operation located in the People's Republic
of China, provides Windmere-Durable with a low-cost manufacturing source for
its Black & Decker, Windmere and private-label products. The Company also
operates a manufacturing facility in Queretaro, Mexico, which manufactures
Black & Decker labeled products for distribution to both North America and
Latin America.
