<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
--- ACT OF 1934
For the quarterly period ended November 30, 2000
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
--- EXCHANGE ACT OF 1934
For the transition period from...............to...............
Commission file number 0-23312
HELEN OF TROY LIMITED
---------------------
(Exact name of registrant as specified in its charter)
Bermuda 74-2692550
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Helen of Troy Plaza
El Paso, TX 79912
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (915) 225-8000
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
--- ---
As of January 15, 2001 there were 28,051,421 shares of Common Stock,
$.10 Par Value, outstanding.
<PAGE> 2
HELEN OF TROY LIMITED AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
Page No.
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1 Consolidated Condensed Balance
Sheets as of November 30, 2000 (unaudited)
and February 29, 2000...................................3
Consolidated Condensed Statements
of Income (unaudited) for the Three and Nine
Months Ended November 30, 2000 and
November 30, 1999.......................................5
Consolidated Condensed Statements
of Cash Flows (unaudited) for the Nine Months
Ended November 30, 2000 and
November 30, 1999.......................................6
Notes to Consolidated Condensed
Financial Statements....................................8
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations..........11
PART II. OTHER INFORMATION
Item 6 Exhibits and Reports on Form 8-K..............................15
SIGNATURES....................................................................16
</TABLE>
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
HELEN OF TROY LIMITED AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands, except par value and shares)
<TABLE>
<CAPTION>
November 30, February 29,
2000 2000
------------ ------------
(unaudited)
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 1,504 $ 34,265
Marketable securities, at market value 496 994
Receivables, principally trade, less allowance for
doubtful receivables of $2,865 at November 30, 2000 and
$2,514 at February 29, 2000 97,873 52,916
Inventories 97,145 96,959
Prepaid expenses 4,138 3,919
Deferred income tax benefits 6,357 4,970
-------- --------
Total current assets 207,513 194,023
Property and equipment, net of accumulated depreciation of $8,676 at November
30, 2000 and $6,212 at February 29, 2000
48,108 47,739
Goodwill, net of accumulated amortization of $6,162 at
November 30, 2000 and $4,569 at February 29, 2000 43,742 40,850
License agreements, at cost less accumulated amortization of $10,396 at
November 30, 2000 and $9,384 at February 29, 2000
8,125 5,504
Other assets, net of accumulated amortization 19,135 16,136
-------- --------
$326,623 $304,252
======== ========
</TABLE>
(Continued)
3
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HELEN OF TROY LIMITED AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands, except par value and shares)
<TABLE>
<CAPTION>
November 30, February 29,
2000 2000
------------ ------------
(unaudited)
<S> <C> <C>
Liabilities and Stockholders' Equity
Current liabilities:
Current portion of long-term debt $ 450 $ 450
Accounts payable, principally trade 11,379 6,295
Accrued expenses:
Advertising and promotional 8,500 4,602
Other 17,693 15,227
Income taxes payable 16,227 13,054
--------- ---------
Total current liabilities 54,249 39,628
Long-term debt 55,000 55,000
--------- ---------
Total liabilities 109,249 94,628
Stockholders' equity:
Cumulative preferred stock, non-voting, $1.00 par value
Authorized 2,000,000 shares; none issued -- --
Common stock, $.10 par value. Authorized 50,000,000 shares;
28,285,448 and 28,837,609 shares issued and outstanding at
November 30, 2000 and February 29, 2000, respectively 2,829 2,884
Additional paid-in capital 52,595 53,494
Retained earnings 166,804 153,246
Minority interest in deficit of acquired subsidiary (4,854) --
--------- ---------
Total stockholders' equity 217,374 209,624
Commitments and contingencies -- --
--------- ---------
$ 326,623 $ 304,252
========= =========
</TABLE>
See accompanying notes to consolidated condensed financial statements.
4
<PAGE> 5
HELEN OF TROY LIMITED AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(unaudited)
(in thousands, except shares and earnings per share)
<TABLE>
<CAPTION>
Three months ended Nine months ended
November 30, November 30,
2000 1999 2000 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net sales $ 119,106 $ 89,601 $ 283,450 $ 233,310
Cost of sales 73,708 55,950 174,306 143,714
------------ ------------ ------------ ------------
Gross profit 45,398 33,651 109,144 89,596
Selling, general and administrative expenses 34,281 25,697 90,283 70,529
------------ ------------ ------------ ------------
Operating income 11,117 7,954 18,861 19,067
Other income (expense):
Interest expense (984) (1,122) (3,004) (2,503)
Other income (net) 338 450 1,181 6,854
------------ ------------ ------------ ------------
Total other income (expense) (646) (672) (1,823) 4,351
------------ ------------ ------------ ------------
Earnings before income taxes 10,471 7,282 17,038 23,418
Income tax expense (benefit):
Current 4,389 2,096 4,405 4,316
Deferred (1,858) (792) (1,387) (862)
------------ ------------ ------------ ------------
Net earnings $ 7,940 $ 5,978 $ 14,020 $ 19,964
============ ============ ============ ============
Earnings per share:
Basic $ .28 $ .21 $ .49 $ .69
Diluted .28 20 .49 .67
Weighted average number of common and
common equivalent shares used in
computing earnings per share:
Basic 28,380,496 29,146,580 28,526,264 29,092,439
Diluted 28,625,523 29,768,370 28,845,980 30,017,525
</TABLE>
See accompanying notes to consolidated condensed financial statements.
5
<PAGE> 6
HELEN OF TROY LIMITED AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
<TABLE>
<CAPTION>
Nine months ended
November 30,
2000 1999
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 14,020 $ 19,964
Adjustments to reconcile net income to cash (used) provided by
operating activities:
Depreciation and amortization 6,365 4,823
Provision for doubtful receivables 599 850
Deferred taxes, net (1,387) (862)
Purchases of marketable securities (54) (16,340)
Proceeds from sales of marketable securities 625 21,377
Realized gain - marketable securities (14) (6,263)
Unrealized gain - marketable securities (59) (40)
Loss due to impairment of assets held for sale -- 650
Changes in operating assets and liabilities:
Accounts receivable (45,556) (17,513)
Inventory 1,216 (8,688)
Prepaid expenses (219) (621)
Accounts payable (1,744) 3,176
Accrued expenses 4,717 4,417
Income taxes payable 3,173 3,164
-------- --------
Net cash (used) provided by operating activities (18,318) 8,094
Cash flows from investing activities:
Capital and license expenditures (2,875) (7,274)
Other assets (6,093) (3,277)
Cash paid for acquisition, net of cash acquired (2,205) --
-------- --------
Net cash used by investing activities (11,173) (10,551)
</TABLE>
(Continued)
6
<PAGE> 7
HELEN OF TROY LIMITED AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
<TABLE>
<CAPTION>
Nine months ended
November 30,
2000 1999
-------- --------
<S> <C> <C>
Cash flows from financing activities:
Net borrowings (repayments) on revolving line of credit -- (5,200)
Exercise of stock options 151 698
Common stock repurchases (3,421) (1,750)
-------- --------
Net cash used by financing activities (3,270) (6,252)
Net decrease in cash and cash equivalents (32,761) (8,709)
Cash and cash equivalents, beginning of period 34,265 33,691
-------- --------
Cash and cash equivalents, end of period $ 1,504 $ 24,982
======== ========
Supplemental cash flow disclosures:
Interest paid $ 2,943 $ 3,211
Income taxes paid, net of refunds 1,165 695
</TABLE>
See accompanying notes to consolidated condensed financial statements.
7
<PAGE> 8
HELEN OF TROY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(unaudited)
November 30, 2000
Note 1 - In the opinion of the Company, the accompanying consolidated condensed
financial statements contain all adjustments (consisting of only normal
recurring adjustments) necessary to present fairly its financial
condition as of November 30, 2000 and February 29, 2000 and the results
of its operations for the three-month and nine-month periods ended
November 30, 2000 and 1999. While the Company believes that the
disclosures presented are adequate to make the information not
misleading, these statements should be read in conjunction with the
financial statements and the notes included in the Company's latest
annual report on Form 10-K. Interim results are not necessarily
indicative of results for the full year.
Note 2 - The Company is involved in various claims and legal actions arising in
the ordinary course of business. In the opinion of management, the
ultimate disposition of such claims and legal actions will not have a
material adverse effect on the financial position, results of
operations, or cash flows of the Company.
Note 3 - Basic earnings per share is computed based upon the weighted average
number of common shares outstanding during the period. Diluted earnings
per share is computed based upon the weighted average number of common
shares plus the effects of dilutive securities. The number of dilutive
securities was 245,027 and 621,790, respectively, for the three months
ended November 30, 2000 and 1999, and 319,716 and 925,086,
respectively, for the nine months ended November 30, 2000 and 1999. For
the three months ended November 30, 2000, dilutive securities consisted
of 177,554 dilutive stock options and 67,473 shares of common stock
contingently issuable as part of an October 1998 acquisition. Dilutive
securities for the nine months ended November 30, 2000 consisted of
252,243 dilutive stock options and 67,473 contingently issuable shares.
Dilutive securities for the three months ended November 30, 1999
consisted of 596,033 dilutive stock options and 25,757 shares that were
contingently issuable. Dilutive securities for the nine months ended
November 30, 1999 consisted of 839,109 dilutive stock options and
85,977 contingently issuable shares of common stock. At November 30,
2000 and November 30, 1999, 4,339,762 and 3,740,112 stock options,
respectively, were excluded from the diluted earnings per share
calculation, since to include them would have been anti-dilutive.
Note 4 - Included in other income for the three-month and nine-month periods
ended November 30, 2000 and November 30, 1999 are income and losses
related to marketable securities. For the three months and nine months
ended November 30, 2000 the Company recognized net gains of $14,000 and
$73,000, respectively, from
8
<PAGE> 9
sales of and changes in the market value of marketable securities. For
the nine months ended November 30, 2000, the Company realized $625,000
in proceeds from sales of marketable securities. For the nine months
ended November 30, 2000, the Company realized $14,000 in net gains from
sales of marketable securities and recognized $59,000 in gains from
changes in market values of marketable securities. Included in other
income for the three months and nine months ended November 30, 1999 are
$763,000 and $6,303,000, respectively, in net gains from the sale of
and changes in values of marketable securities. For the nine months
ended November 30, 1999 the Company realized $6,263,000 in net gains
from sales of marketable securities and $40,000 in net unrealized gains
from changes in the values of marketable securities.
Note 5 - On September 29, 1999, the Company's Board of Directors approved a
resolution authorizing the Company to purchase, in open market
transactions, up to 3,000,000 shares of its common stock over a period
extending to September 29, 2002. As of November 30, 2000, the Company
had repurchased 1,108,604 shares of its common stock under this
resolution at a total cost of $7,558,000. Between December 1, 2000 and
January 15, 2001, the Company repurchased 233,827 additional shares at
a total cost of $1,141,000.
Note 6 - On March 14, 2000 the Company acquired a 55 percent ownership interest
in Tactica International, Inc. (Tactica) for $2,500,000. The Company
used the purchase method of accounting to record the acquisition of
Tactica and recorded goodwill of $6,170,000. That goodwill will be
amortized over a 30-year period. The results of Tactica's operations
from the acquisition date through November 30, 2000 and Tactica's
financial position at that date are included in the Company's condensed
consolidated financial statements. Tactica's net sales and results of
operations for the three months ended November 30, 2000 were $8,293,000
and a net loss of $2,108,000, respectively. For the nine-month period
ended November 30, 2000, Tactica's net sales were $17,533,000 and its
net loss was $4,120,000.
As of the date of the acquisition, Tactica had an accumulated deficit
of approximately $6,666,000. The Company has classified the minority
interest in deficit related to this acquisition as a reduction in
stockholders' equity. The Company will record in its results of
operations 100 percent of the earnings (or losses) of Tactica until
such time as the minority interest in deficit has been satisfied.
The Company has also agreed to fund Tactica's working capital
requirements through an intercompany revolving credit facility limited
to $17,500,000. Additionally, the Company loaned $3,500,000 to
stockholders of Tactica. The notes receivable from those stockholders
are included in other assets in the consolidated condensed balance
sheets. The notes bear interest at 8.75 percent and are due March 14,
2005.
9
<PAGE> 10
Note 7 - During the fourth quarter of fiscal 2000, the Company recorded a charge
related to the discontinuance of certain products. Included as part of
that charge was a provision for certain contractual obligations in
connection with a license for a product that had been discontinued. In
December 2000, the Company entered into a transaction that resulted in
agreements that terminated that license and released the Company from
the related obligations. As part of the same transaction, the Company
also obtained favorable amendments to licenses for other products. The
amendments reduce royalties for products covered by one license and
reduce minimum sales levels that must be achieved under another
license. In exchange for the license termination, the associated
release of liability, and all license amendments, the Company paid the
licensor $4,650,000.
Note 8 - During the third quarter, the Company renewed its primary line of
credit, which expired July 31, 2000. This line facilitates short-term
borrowings and the issuance of letters of credit, allows borrowings
totaling $10,000,000, charges interest at the LIBOR rate plus a
percentage that varies based on the Company's earnings before interest,
taxes, depreciation and amortization (EBITDA), and expires July 31,
2001. At January 15, 2001, the interest rate charged under this line of
credit was 8.62 percent. This line of credit also allows for the
issuance of letters of credit up to $3,000,000. Any outstanding letters
of credit reduce the $10,000,000 maximum borrowing limit on this line
of credit on a dollar-for-dollar basis. The Company has an additional
line of credit with a different lender, specifically for the issuance
of letters of credit. That line of credit allows up to $4,000,000 in
letters of credit to be outstanding at any one time.
10
<PAGE> 11
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations
Quarter Ended November 30, 2000
Our third quarter net sales increased $29,505,000, or 32.9 percent, to
$119,106,000 for the three months ended November 30, 2000, compared to
$89,601,000 for the three months ended November 30, 1999. Sales of a new line of
hair clippers under the Sunbeam(R) brand, introductions of new quiet hair dryers
and a new line of hair care appliances that use halogen technology, and higher
international sales played significant roles in third quarter sales growth.
Third quarter sales by Tactica International Inc. (Tactica), a subsidiary in
which we acquired a 55 percent interest in fiscal 2001, also contributed to the
sales increase.
Gross profit as a percentage of sales increased to 38.1 percent for the three
months ended November 30, 2000, compared to 37.6 percent for the quarter ended
November 30, 1999. Excluding Tactica sales, gross profit as a percentage of
sales was 36.6 percent for the quarter ended November 30, 2000. The slight
decrease in gross profit as a percentage of sales, excluding Tactica, is due to
changes in the mix of products sold.
Third quarter fiscal 2001 selling, general and administrative expense as a
percentage of sales was 28.8 percent, compared to 28.7 percent for the third
quarter of fiscal 2000. Excluding Tactica's operations, selling, general, and
administrative expenses for the three-month period ended November 30, 2000 were
24.9 percent of sales. A steady level of fixed expenses, when Tactica is
excluded, combined with increased sales, played a significant role in the
reduction of selling, general, and administrative expenses as a percentage of
sales.
Interest expense decreased to $984,000 for the quarter ended November 30, 2000,
versus $1,122,000 for the same period a year earlier. The primary reason for the
decrease is interest that we incurred last year on borrowings under a line of
credit. During the quarter ended November 30, 2000, we had no such borrowings
outstanding.
Income tax expense was 24.2 percent of pre-tax income for the quarter ended
November 30, 2000, compared to 17.9 percent for the quarter ended November 30,
1999. The higher tax rate was due primarily to the fact that we recorded no tax
benefit on the losses of Tactica for the quarter. Additionally, the tax rate in
the same period last year was lower due to the tax treatment of investment
income.
11
<PAGE> 12
Nine Months Ended November 30, 2000
Net sales for the nine months ended November 30, 2000 increased to $283,450,000
from $233,310,000 for the same period last year, a 21.5 percent increase. Our
introduction of new products, including new quiet hair dryers, hair care
appliances that use halogen technology, and the new line of Sunbeam(R) hair
clippers, accounted for a significant portion of the sales growth for the first
nine months of fiscal 2001. Increased international sales, together with
Tactica's sales also contributed to our sales increase.
Gross profit as a percentage of sales for the nine months ended November 30,
2000 was 38.5 percent; a level comparable to the 38.4 percent gross margin for
the nine months ended November 30, 1999. When the effects of Tactica sales are
removed, the Company's gross profit as a percentage of sales for the first nine
months of fiscal 2001 was 36.9 percent. The decrease, after the exclusion of
Tactica sales, is due to changes in the mix of products sold.
Selling, general and administrative expenses as a percentage of sales increased
to 31.9 percent for the nine months ended November 30, 2000, compared to 30.2
percent for the same period in the prior year. Excluding Tactica's operations,
selling, general, and administrative expenses as a percentage of sales for the
nine-month period were 28.0 percent, with the drop largely due to comparable
levels of fixed expenses and increased sales, compared to the same period the
prior year.
Year-to-date interest expense for the first three quarters of fiscal 2001
increased to $3,004,000, from $2,503,000 for fiscal 2000. The increase is due to
the fact that we capitalized interest on construction of our corporate
headquarters during the first two quarters of fiscal 2000, resulting in lower
interest expense for that year.
Other income for the nine months ended November 30, 2000 totaled $1,181,000,
compared to $6,854,000 for the nine months ended November 30, 1999. Decreased
income from marketable securities produced most of the change in other income.
Other income for the nine months ended November 30, 2000 included $73,000 of net
gains related to marketable securities, compared to $6,603,000 of such gains for
the same period a year earlier.
Income tax expense was 17.7 percent of pre-tax income for the nine months ended
November 30, 2000, versus 14.7 percent for the first three quarters of the
previous fiscal year. The tax benefit recorded in connection with Tactica's net
loss for the first six months of fiscal 2001 reduced our effective tax rate. As
noted in the discussion of the three-month period ended November 30, 2000, we
did not record tax benefit on Tactica's net loss for the third quarter of fiscal
2001. Additionally, the tax treatment of investment income over the nine months
ended November 30, 1999 reduced our tax rate for that period.
12
<PAGE> 13
Liquidity and Capital Resources
Our working capital and current ratio were $153,264,000 and 3.8, respectively,
at November 30, 2000, compared to $154,395,000 and 4.9, respectively, at
February 29, 2000. The Company's cash and cash equivalents balances decreased to
$1,504,000 at November 30, 2000, from $34,265,000 at February 29, 2000.
Increases in accounts receivable, in addition to capital and license
expenditures, the Tactica transaction, and repurchases of our common stock,
represented the primary uses of cash during the first nine months of fiscal
2001. Earnings and increases in accounts payable partially offset these uses of
cash.
During the third quarter, we renewed our primary line of credit, which expired
July 31, 2000. This line of credit facilitates short-term borrowings and the
issuance of letters of credit, allows borrowings totaling $10,000,000, charges
interest at the LIBOR rate plus a percentage that varies based on our earnings
before interest, taxes, depreciation and amortization (EBITDA), and expires July
31, 2001. At January 15, 2001, the interest rate charged under the new line of
credit was 8.62 percent. The new line of credit allows for the issuance of
letters of credit up to $3,000,000. Any outstanding letters of credit reduce the
$10,000,000 maximum borrowing limit on this line of credit on a
dollar-for-dollar basis. At January 15, 2001, borrowings under this line of
credit totaled $4,000,000 and there were no outstanding letters of credit under
this facility.
The Company has an additional line of credit with a different lender,
specifically for the issuance of letters of credit. That line allows up to
$4,000,000 in letters of credit to be outstanding at any one time. As of January
15, 2001, outstanding letters of credit under this facility were $2,651,000.
We believe that our cash flow and existing credit facilities are adequate to
finance growth and to fund our ongoing liquidity needs for the foreseeable
future.
Common Stock Repurchase
On September 29, 1999, the Company's Board of Directors approved a resolution
authorizing the Company to purchase, in open market transactions, up to
3,000,000 shares of its common stock over a period extending to September 29,
2002. As of November 30, 2000, the Company had repurchased 1,108,604 shares of
its common stock under this resolution at a total cost of $7,558,000. Between
December 1, 2000 and January 15, 2001, the Company repurchased 233,827
additional shares at a total cost of $1,141,000.
Subsequent Event
During the fourth quarter of fiscal 2000, the Company recorded a charge related
to the discontinuance of certain products. Included as part of that charge was a
provision for certain contractual obligations in connection with a license for a
product that had been discontinued. In December 2000, we entered into a
favorable transaction that resulted in agreements that terminated that license
and released us from the related obligations. As part of the same transaction,
we also obtained favorable amendments to licenses for other products. The
amendments reduce royalties for products covered by one license and reduce
minimum sales levels that we must achieve under another
13
<PAGE> 14
license. In exchange for the license termination, the associated release of
liability, and all license amendments, we paid the licensor $4,650,000.
Information Relating to Forward-looking Statements
This report, some of the Company's press releases and some of the Company's
comments to the news media, contain certain forward-looking statements that are
based on management's current expectations with respect to future events or
financial performance. A number of risks or uncertainties could cause actual
results to differ materially from historical or anticipated results. Generally,
the words "anticipates," "believes," "expects" and other similar words identify
forward-looking statements. The Company cautions readers not to place undue
reliance on forward-looking statements. Forward-looking statements are subject
to risks that could cause such statements to differ materially from actual
results. Factors that could cause actual results to differ from those
anticipated include: (1) general industry conditions and competition, (2) credit
risks, (3) the Company's material reliance on individual customers or small
numbers of customers, (4) the Company's material reliance on certain trademarks,
(5) risks associated with inventory, including potential obsolescence, (6) risks
associated with new products and new product lines, (7) risks associated with
operating in foreign jurisdictions, (8) worldwide and domestic economic
conditions, (9) the impact of current and future laws, including tax laws and
litigation, (10) uninsured losses, (11) reliance on computer systems, (12)
management's reliance on the representations of third parties, (13) risks
associated with new business ventures and acquisitions, (14) risks associated
with investments in equity securities, and (15) the risks described from time to
time in the Company's reports to the Securities and Exchange Commission,
including the Company's Annual Report on Form 10-K for the year ended February
29, 2000.
New Accounting Guidance
In June 1998, the Financial Accounting Standards Board, ("FASB") issued
Statement of Financial Accounting Standards No. 133, "Accounting for Derivative
Instruments and Hedging Activities" (SFAS 133). SFAS 133 establishes accounting
and reporting standards for derivative instruments and is effective for
financial statements issued for fiscal quarters of fiscal years beginning after
June 15, 2000. Earlier application is encouraged. Based on the nature of its
current operations, the Company does not expect SFAS 133 to have a material
effect on its financial statements.
In December 1999, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 101 (SAB101). The bulletin provides guidance to a large number of
revenue recognition issues and is effective no later than the fourth quarter of
fiscal years beginning after December 15, 1999. The Company does not expect
SAB101 to have a material effect on its financial statements.
14
<PAGE> 15
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(b) Reports on Form 8-K
On October 6, 2000, the Company filed a report on Form 8-K in connection
with the public announcement of its second quarter fiscal 2001 earnings.
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SIGNATURES
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 thereunto duly authorized.
HELEN OF TROY LIMITED
-------------------------------
(Registrant)
Date January 16, 2001 /s/ Gerald J. Rubin
---------------- -------------------------------
Gerald J. Rubin
Chairman of the Board and
Chief Executive Officer
(Principal Executive Officer)
Date January 16, 2001 /s/ Russell Gibson
---------------- -------------------------------
Russell Gibson
Senior Vice-President, Finance,
and Chief Financial Officer
(Principal Financial Officer)
16