SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
[X] Filed by the Registrant
[ ] Filed by a Party other than the Registrant
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material Under Rule 14a-12
MIKASA, INC.
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(Name of Registrant as Specified In its Charter)
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(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and
0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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[X] Fee paid previously with preliminary materials:
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[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11 (a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
statement number, or the form or schedule and the date of its filing.
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(1) Amount Previously Paid: $49,022
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(2) Form, Schedule or Registration Statement No.: Schedule 14A
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(3) Filing Party: Mikasa, Inc.
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(4) Date Filed: October 5, 2000
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<PAGE>
FOR: MIKASA, INC.
CONTACT: Brenda W. Flores
Chief Financial Officer
(201) 867-9210
For Immediate Release
Jeffrey Zack/
Laila Danesh
Media: Stacy Roth
Morgen-Walke Associates
(212) 850-5600
MIKASA, INC. REPORTS IMPROVED THIRD QUARTER AND NINE MONTH
FINANCIAL RESULTS
-- Eight consecutive quarters of improved operating profit --
Secaucus, NJ, October 27, 2000 -- Mikasa, Inc. (NYSE:MKS) today
announced improved financial results for the third quarter and nine months ended
September 30, 2000.
Net income for the third quarter ended September 30, 2000 increased
14.3% to $6.0 million, versus $5.2 million for the third quarter of 1999.
Earnings per diluted share increased to $0.35 per share, versus $0.30 per share
in the prior-year period. Net sales for the third quarter decreased 3.8% to
$103.5 million from $107.6 million in the prior-year period. Sales to retail
accounts decreased 7.8% from the third quarter of 1999, while comparable stores
sales decreased 3.6% from the prior-year period. Gross profit for the quarter
increased 3.7% to $51.9 million from $50.1 million a year ago.
"This marks our eighth consecutive quarter of improved operating
profits since moving our East Coast distribution facility to Charleston, South
Carolina," commented Raymond B. Dingman, President and Chief Executive Officer.
"Our focus on continued improvement in gross profit once again produced positive
results this quarter with gross margin expansion to
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50.2% from 46.6% in the prior-year quarter. The combination of our emphasis on
the quality of our retail accounts distribution channel and our determination to
expand margins for our direct to consumers distribution channel has led us to
forgo certain business, which is reflected in the modest decrease in sales in
the three- and nine-month periods. We believe these strategies should yield
positive long-term benefits for our brand and will also allow us to invest more
aggressively in branded advertising."
Net income for the nine-month period ended September 30, 2000 increased
significantly to $6.9 million from $4.2 million in the comparable nine-month
period of the prior year. Earnings per diluted share for the nine months
increased by 67% to $0.40 per share from $0.24 per share in the prior-year
period. Net sales for the nine months ended September 30, 2000 decreased 2.5% to
$267.8 million from $274.7 million a year earlier. Gross profit for the
nine-month period increased to $131.5 million from $127.6 million a year
earlier.
On September 11, 2000 we announced our proposed merger with J.G. Durand
Industries, S.A. at a price of $16.50 per share, which was a 69% premium over
the closing price immediately prior to the merger announcement. Since the time
of the announcement, the Company has filed the Hart-Scott-Rodino Notification
and Report Form with the Federal Trade Commission and has also filed a
preliminary proxy statement with the Securities and Exchange Commission related
to the proposed merger. We expect to close the merger late in the fourth quarter
of 2000, although this timing remains subject to the review of the
above-mentioned regulatory agencies, among other factors.
Mr. Dingman concluded, "As we look ahead, we remain confident that the
improvements in our financial performance will continue. Our efforts will
continue to focus on building the brand in order to enhance our gross margin and
improve our operating margins."
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Mikasa, Inc. is a leading designer, developer and marketer of quality
tabletop products. The Company markets its products to retail accounts,
including department stores, specialty retail stores and mass merchants, and
through Company operated retail stores.
Mikasa stockholders are advised to read the proxy statement regarding
the merger when it becomes available because it will contain important
information. Mikasa stockholders will be able to obtain a free copy of the proxy
statement (once available) and other related documents filed by Mikasa at the
SEC's website www.sec.gov. The proxy statement and the related documents may
also be obtained from Mikasa, Inc., One Mikasa Drive, Secaucus, New Jersey 07096
attention: Investor Relations. Mikasa, its directors and executive officers and
certain other persons may be deemed to be "participants" in the solicitation of
proxies in connection with the proposed transaction. Information regarding the
participants is also available on a Schedule 14A filed by Mikasa with the
Securities and Exchange Commission.
With the exception of the historical information contained in this press
release, the matters described herein contain forward-looking statements that
are made pursuant to the Safe Harbor provisions of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements involve a number of
risks, uncertainties and other factors beyond the Company's control, which may
cause material differences in actual results, performance or other expectations.
Those factors include risks and uncertainties relating to the Company's ability
to open new stores within planned parameters, the success of new product
introductions and the continued success of existing products, our ability to
enhance margins through future gains in efficiency, the ability to establish a
successful e-commerce function, the capabilities of our distribution system to
handle increased volume, the consummation of the proposed merger with J.G.
Durand Industries, S.A. and the general business risks associated with a
consumer products company. These and other factors are detailed in the Company's
registration statements and periodic reports filed with the Securities and
Exchange Commission.
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MIKASA, INC. AND SUBSIDIARIES
(In thousands, except per share data)
<TABLE>
For The Three Months For The Nine Months
Ended September 30, Ended September 30,
---------------------------- ----------------------------
2000 1999 2000 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net sales by channel of distribution:
Direct to consumers $ 55,673 $ 55,513 $ 148,527 $ 151,365
Retail accounts 38,905 42,211 91,909 98,250
International 8,948 9,870 27,329 25,133
-------- -------- --------- ---------
Total 103,526 107,594 267,765 274,748
Cost of sales 51,586 57,506 136,225 147,190
-------- -------- --------- ---------
Gross profit 51,940 50,088 131,540 127,558
Selling, general and
administrative expenses 40,702 39,769 115,984 115,710
-------- -------- --------- ---------
Income from operations 11,238 10,319 15,556 11,848
Interest expense, net 1,517 1,708 4,365 4,859
-------- -------- --------- ---------
Income before income taxes 9,721 8,611 11,191 6,989
Income tax provision 3,741 3,378 4,307 2,744
-------- -------- --------- ---------
Net income $ 5,980 $ 5,233 $ 6,884 $ 4,245
======== ======== ========= =========
Basic and diluted net income per
share of common stock $ 0.35 $ 0.30 $ 0.40 $ 0.24
======== ======== ========= =========
Weighted average number of
shares of common stock
outstanding and diluted shares of
common stock 17,125 17,659 17,062 17,713
======== ======== ========= =========
Cash dividends per share of
common stock $ 0.05 $ 0.05 $ 0.15 $ 0.15
======== ======== ========= =========
As Of September 30,
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2000 1999
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Consolidated Balance Sheet Data
Highlights:
Cash and cash equivalents $ 4,190 $ 553
Accounts receivable trade, net 38,064 41,605
Inventories 172,500 172,097
Current assets 222,532 222,294
Total assets 351,376 353,682
Current liabilities 51,362 60,795
Long-term liabilities 85,977 94,397
Stockholders' equity 214,037 198,490
</TABLE>
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