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: March 20, 1997
MATTEL, INC.
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(Exact name of registrant as specified in its charter)
Delaware 001-05647 95-1567322
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File No.) Identification No.)
333 Continental Boulevard, El Segundo, California 90245-5012
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (310) 252-2000
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events
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Mattel, Inc. hereby incorporates by reference herein its
press release dated March 20, 1997, regarding its
announcement of the Mattel/Tyco merger to be completed by
March 31, a copy of which is included as Exhibit 99.0
attached hereto.
Item 7. Financial Statements and Exhibits
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(a) Financial statements of businesses acquired: None
(b) Pro forma financial information: None
(c) Exhibits:
99.0 Press release dated March 20, 1997.
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
MATTEL, INC.
Registrant
By: /s/ Leland P. Smith
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Leland P. Smith
Assistant Secretary and
Date: March 20, 1997 Assistant General Counsel
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EXHIBIT 99.0
FOR IMMEDIATE RELEASE CONTACT:
March 20, 1997 Mattel, Inc.
News Media Investor Relations
Glenn Bozarth Mike Salop
310-252-3521 310-252-2703
MATTEL/TYCO MERGER TO BE COMPLETED BY MARCH 31
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INTEGRATION/RESTRUCTURING TO RESULT IN
$700 MILLION IN SAVINGS OVER 5 YEARS
LOS ANGELES, March 20 -- Mattel, Inc. today announced that its merger with
Tyco Toys, Inc. has cleared the Federal Trade Commission, and that the two
companies plan to consummate the merger by March 31, 1997.
"The merger of these two companies will be an excellent strategic fit that
will maximize the value of some of the world's greatest toy brands," Jill
E. Barad, Mattel's president and chief executive officer, said. "This
merger will produce benefits for our shareholders that would not have been
realized by the two companies operating alone."
Barad said that Mattel is already moving ahead with a new strategy that
capitalizes on the strength of its core businesses. "We will simplify and
focus our business by concentrating on those global brands and categories
in which we have a leadership position and maximum profit potential," she
said.
"The integration of Tyco's well-known brands such as Matchbox and Sesame
Street with the Mattel brands of Barbie, Fisher-Price, Disney and Hot
Wheels will strengthen our portfolio," Barad said. "And the combination
of the two companies will provide efficiencies resulting in significant
cost savings.
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"As part of our previously announced strategy, we will exit those product
lines that do not meet our core brand criteria, while at the same time
reducing the cost structure of Mattel's worldwide organization," she said.
"Our Tyco integration planning has helped us discover additional
efficiencies available through a Mattel restructuring."
Barad said that the combined result of the Tyco integration and Mattel
restructuring will be an anticipated one-time, pre-tax charge of
approximately $275 million to be taken in the 1997 first quarter.
Approximately $175 million of the charge is related to Tyco integration and
$100 million is related to Mattel restructuring.
"As a result of these actions, we expect to generate cost savings of more
than $700 million over the next 5 years," Barad said. She also said that
the company expects to achieve cost savings of approximately $60 million
during the remainder of 1997.
The integration and restructuring charge will include expenses for
transaction fees related to the merger, a realignment of U.S. and
international operations, limited disposition of certain businesses and
overhead reduction. The integration and restructuring will result in the
elimination of approximately 2,700 positions worldwide from the combined
company.
"The benefits of our new strategy will not affect our first quarter
performance," she said. "Demand for Barbie and Hot Wheels products has
remained excellent, with consumer take-away for both brands increasing by
more than 20 percent over the 1996 first quarter. But as a result of the
Fisher-Price inventory carried over from 1996, as well as continued
weakness in Europe and the strong dollar, we
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expect earnings before the charge to be in the range of $.01 to $.04 per
share for the 1997 first quarter, compared with $.ll in 1996," Barad said.
"The benefits of this cost rationalization will be seen later in the year.
Based on these actions, we believe that earnings per share for 1997, before
the charge, will be in the range of $1.65 to $1.70, including the negative
currency impact, versus $1.44 before the impact of one-time charges in
1996," she said.
"Our company is in the best strategic position in its 52-year history,"
Barad said. "The merger with Tyco brings us valuable new franchises,
which will allow us to focus even more on brand building."
Mattel, Inc. is the worldwide leader in the design, manufacture and
marketing of children's toys. With headquarters in El Segundo, California,
Mattel has offices and facilities in 36 countries and sells its products in
more than 140 nations throughout the world.
Note:
Forward-looking statements included in this release with respect to the
financial condition, results of operations and business of the company,
which include, but are not limited to, the restructuring charge, cost
savings and profitability, are subject to certain risks and uncertainties
that could cause actual results to differ materially from those set forth
in such statements. These include without limitation: the company's
dependence on the timely development, introduction and customer acceptance
of new products; possible weaknesses of international markets; the impact
of competition on revenues and margins; the effect of currency fluctuations
on reportable income; and other risks and uncertainties as may be detailed
from time to time in the company's public announcements and SEC filings.
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