<PAGE>
Registration Number
333-26083
Rule 424(b)(3)
PROSPECTUS
331,239 SHARES
BLYTH INDUSTRIES, INC.
COMMON STOCK
All of the 331,239 shares (the "Shares") of Common Stock, par value $0.02
per share (the "Common Stock"), of Blyth Industries, Inc. (the "Company") being
offered hereby are being offered by the Selling Stockholders named below. The
Shares were issued in connection with the acquisition by the Company of New
Ideas International, Inc. The Company is registering the sale of the Shares
pursuant to the Registration Rights Agreement described under "Plan of
Distribution." See "Selling Stockholders" and "Plan of Distribution." The
Company will not receive any of the proceeds from the sale of Shares by the
Selling Stockholders.
The Common Stock is traded on the New York Stock Exchange ("NYSE") under the
symbol "BTH." On May 1, 1997, the last reported sales price of the Common Stock
on the NYSE was $38 3/8 per share.
SEE "RISK FACTORS" ON PAGE 3 FOR A DISCUSSION OF CERTAIN RISK AND OTHER
FACTORS THAT SHOULD BE CONSIDERED BY PROSPECTIVE INVESTORS.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF
THIS PROSPECTUS. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
No underwriting commissions or discounts will be paid by the Company in
connection with this offering. Estimated expenses payable by the Company in
connection with this offering are $35,000. The aggregate proceeds to the Selling
Stockholders from the sale of the Shares will be the purchase price of the
Shares which are sold less the aggregate agents' commissions and underwriters'
discounts, if any, and other expenses of distribution not borne by the Company.
The Shares may be offered and sold from time to time by the Selling
Stockholders. The Selling Stockholders will act independently of the Company in
making decisions with respect to the timing, manner and size of each sale. Under
the Registration Rights Agreement described below under "Plan of Distribution,"
the Selling Stockholders have agreed to sell the Shares offered hereby only to
or through Donaldson, Lufkin & Jenrette Securities Corporation ("DLJ") (so long
as DLJ charges fees that are normal and customary for nationally-known
investment banking houses for similar transactions). Sales may be made on the
New York Stock Exchange or in private transactions or in a combination of such
methods of sale, at fixed prices that may be changed, at market prices
prevailing at the time of sale, at prices related to such prevailing market
prices or at negotiated prices. See "Plan of Distribution." The Selling
Stockholders and any agents, broker-dealers or underwriters that participate in
the distribution of the Shares may be deemed to be "underwriters" within the
meaning of the Securities Act of 1933, as amended (the "Act"), and any
commission received by them and any profit on the resale of the Common Stock
purchased by them may be deemed to be underwriting discounts or commissions
under the Act. The Company has agreed to indemnify the Selling Stockholders
against certain liabilities, including certain liabilities under the Act. See
"Plan of Distribution."
MAY 2, 1997
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THE COMPANY
Blyth Industries, Inc. designs, manufactures and markets an extensive line
of candles and home fragrance products, including scented candles, outdoor
citronella candles, potpourri and other home and auto fragrance products, and
markets a broad range of related accessories and decorative gift bags. These
products are sold under various brand names, including the names Ambria-TM-,
Aromatic's-TM-, Candle Corporation of America-Registered Trademark-,
Canterbury-TM-, Carolina Designs-TM-, Colonial Candle of Cape
Cod-Registered Trademark-, Eternalux-Registered Trademark-, FilterMate-TM-,
Jeanmarie Creations-Registered Trademark-, L'Aroma-Registered Trademark-, Mrs.
Baker's Original Recipe-Registered Trademark-, and PartyLite
Gifts-Registered Trademark-. The Company markets its products through a wide
variety of distribution channels, including a network of sales representatives
and home party plan consultants serving the consumer market and distributors
serving the food service market and the religious market. Consumable products,
which include candles, scented candles, outdoor citronella candles, potpourri,
other fragrance products and decorative gift bags, account for approximately 65%
of the Company's net sales and candle accessories account for the balance of net
sales. The Company believes that it is a leading supplier in the candle industry
based on net sales and the breadth of distribution channels served.
The Company's net sales have grown substantially in the last 5 years, with
internal growth and acquisitions contributing approximately 90% and 10%,
respectively, to such growth. Internal growth has been generated by increased
sales to the consumer market (including increased sales of acquired product
lines), the introduction of new products and product line extensions and
geographic expansion.
The Company has completed numerous acquisitions and investments since its
formation in 1977, and has successfully integrated the acquired businesses and
product lines into the Company's operations. In February 1996, the Company
entered into a strategic partnering arrangement with Hallmark Cards,
Incorporated, pursuant to which the Company acquired the Canterbury candle
product line and related manufacturing equipment and agreed to provide candles
and candle accessories to certain Hallmark stores and other accounts. In
December 1996, the Company acquired New Ideas International, Inc., a
manufacturer of home and auto fragrance products, including FilterMate, a
scented accessory for home heating and air conditioning systems. In recent
years, the Company has also increased its equity ownership of 2 European candle
manufacturers, Colony Gifts and Eclipse Candles, to 50% and 75%, respectively,
and has certain rights to acquire the remaining equity. Finally, on March 25,
1997, the Company entered into an agreement to acquire Endar Corp., a
manufacturer of potpourri, scented candles and other fragrance products. The
Company expects to issue between 1,100,000 and 1,500,000 shares of its Common
Stock in the transaction. The transaction is subject to satisfaction of certain
conditions and is anticipated to be consummated prior to the end of June 1997.
The business strategy of the Company has evolved into a strategy focusing on
the broad category of home fragrance and candle products. This strategy flows
from the Company's belief that customers "wardrobe" their homes through the use
of candles, potpourri and other fragrance products in different fragrances,
colors and forms. As a result of this, the Company believes that candles and
potpourri are replacing scented air-freshener products. The Company's strategy
is to sell high-quality fragrance and candle products, with a primary focus on
the United States and international consumer markets, which provides greater
opportunities for growth and product differentiation and higher profit margins
than do other markets for fragrance and candle products. The Company believes
that increased expenditures on the home and garden, increased emphasis on home
entertaining and home fragrance and the gain in popularity of traditional,
natural--and now scented--products have resulted in growth in demand for candles
and related products and, recently, scented products. The Company's operating
strategy has been, and will continue to be, to focus on the consumer market, to
grow through new product development and geographic expansion, to market its
products through all major domestic distribution channels with product offerings
tailored to the requirements of each channel, to emphasize customer service, to
realize efficiencies and cost improvements in manufacturing and distribution and
to grow through international expansion and acquisitions. The Company has been
successful in identifying new product opportunities to
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balance its sales and operating results throughout the fiscal year. The Company
has identified international expansion as a key opportunity for future growth.
Unless otherwise indicated, all references in this Prospectus to the Company
refer to Blyth Industries, Inc., a Delaware corporation incorporated in 1977,
and its subsidiaries. The Company's principal executive offices are located at
100 Field Point Road, Greenwich, Connecticut 06830 and its telephone number is
(203) 661-1926.
RISK FACTORS
Prospective purchasers of the Common Stock offered hereby should carefully
consider the following factors, in addition to the information contained
elsewhere in this Prospectus, in evaluating an investment in the Common Stock.
RISK OF INABILITY TO MAINTAIN GROWTH RATE
The Company has grown substantially in recent years. The Company expects
that its future growth will continue to be generated primarily by sales to the
faster growing consumer market, rather than the food service and religious
markets, which have grown more slowly than the consumer market and which the
Company expects will continue to do so. The Company believes that its ability to
continue to grow at a rate comparable to its historic growth rate will depend on
continuing market acceptance of its existing products, the successful
development and introduction of new products, the increase in production and
distribution capacity to meet demand and the continued successful implementation
of its strategy. The candle industry is driven by consumer tastes. Accordingly,
there can be no assurance that the Company's existing or future products will
maintain or achieve market acceptance. Although the Company's strategy has been
successful to date, the Company expects that, as the Company grows, it will
become more difficult to maintain its growth rate. In addition, the Company has
grown in part through acquisitions and there can be no assurance that the
Company will be able to continue to identify suitable acquisition candidates, to
consummate acquisitions on terms favorable to the Company, to finance
acquisitions or successfully to integrate acquired operations. No assurance can
be given that the Company will continue to grow at a rate comparable to its
historic growth rate.
ABILITY TO RESPOND TO INCREASED PRODUCT DEMAND
The Company's continuing and significant internal growth has necessitated
increases in personnel, expansion of its production and distribution facilities
and enhancement of its management information systems. The Company's ability to
meet future demand for its products in a timely and efficient manner will be
dependent upon its success in (1) training, motivating and managing new
employees, including a number of new senior managers, (2) bringing new
production and distribution facilities on line in a timely manner, (3) improving
management information systems in order to continue to be able to respond
promptly to customer orders and (4) improving its ability to forecast
anticipated product demand in order to continue to fill customer orders
promptly. If the Company were unable to meet future demand for its products in a
timely and efficient manner, its operating results could be materially adversely
affected.
RISKS ASSOCIATED WITH INTERNATIONAL SALES AND FOREIGN-SOURCED PRODUCTS
The Company sources a portion of its candle accessories and decorative gift
bags (which together accounted for approximately 35% of the Company's net sales
in fiscal 1997) from independent manufacturers in the Pacific Rim, Europe and
Mexico. In addition, since 1990, the Company's international business has grown
at a faster rate than sales in the United States, and international net sales
now represent approximately 15% of the Company's net sales. The Company is
subject to the following risks inherent in foreign sales and manufacturing:
fluctuations in currency exchange rates; economic and political instability;
transportation delays; difficulty in maintaining quality control; restrictive
actions by
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foreign governments; nationalizations; the laws and policies of the United
States affecting importation of goods (including duties, quotas and taxes); and
trade and foreign tax laws.
DEPENDENCE ON KEY MANAGEMENT PERSONNEL
The Company's success depends to a significant degree upon the continued
contributions of its key management personnel, particularly its Chairman, Chief
Executive Officer and President, Robert B. Goergen. The Company does not have
employment contracts with any of its key management personnel, nor does the
Company maintain any key person life insurance policies. The loss of any of the
Company's key management personnel could have a material adverse effect on the
Company.
COMPETITION
The Company's business is highly competitive, both in terms of price and new
product introductions. The candle and fragrance products industry is highly
fragmented, with numerous suppliers serving 1 or more of the distribution
channels served by the Company. The Company believes that it is the only
supplier of candles serving the breadth of distribution channels that it serves.
The Company's principal competitors include The Yankee Candle Company Inc.,
which supplies department and gift stores and specialty chains and which also
operates retail stores, and Candle Lite (a unit of Lancaster Colony
Corporation), which is the leading supplier of candles to mass merchants. The
Company's potpourri competitors include Aromatique, Inc., Tsumura International,
Inc., Seasons, Inc., Scentex, Inc. and Endar Corp. (which the Company has agreed
to acquire, as discussed above). In addition, S. C. Johnson & Son, Inc.'s
candles under the Off! and Glade brand names compete with the Company's
citronella and scented candle products. Similarly, other manufacturers of
fragrance products (such as Dial Corporation's Renuzit line of fragrance
products) compete with the Company's scented candle products, potpourri and home
fragrance products. Because there are relatively low barriers to entry to the
candle and fragrance products industry, the Company may face future competition
from other companies, which may have substantially greater financial and
marketing resources than those available to the Company. From time to time
during the year-end holiday season, the Company experiences competition from
candles manufactured in foreign countries, particularly China. In addition,
certain of the Company's competitors focus on a particular geographic or
single-product market and attempt to gain or maintain market share solely on the
basis of price.
POSSIBLE VOLATILITY OF STOCK PRICE
The market price of the Common Stock has fluctuated substantially in recent
months. The price of the Common Stock may be subject to fluctuations in the
future in response to operating results, general market movements and other
factors. In addition, the stock market in recent years has experienced price and
volume fluctuations that often have been unrelated or disproportionate to the
operating performance of companies. These fluctuations, as well as general
economic and market conditions, may adversely affect the market price of the
Common Stock.
STOCK OWNERSHIP OF AND CONTROL BY MANAGEMENT
Robert B. Goergen, the Chairman, Chief Executive Officer and President of
the Company, beneficially owns approximately 10,206,270 shares of the
outstanding Common Stock. Accordingly, although Mr. Goergen does not own a
majority of the outstanding Common Stock, he will continue to be the largest
single stockholder and therefore will have the ability effectively to control
the management and affairs of the Company. The directors and executive officers
of the Company as a group, including Mr. Goergen, beneficially own 12,070,982
shares of the outstanding Common Stock. If such persons vote their shares of
Common Stock in the same manner, they will have, as a practical matter,
sufficient voting power to elect the entire Board of Directors of the Company,
and, in general, to determine the outcome of any corporate transactions or other
matters submitted to the stockholders for approval, including mergers and sales
of
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assets, and to prevent, or cause, a change in control of the Company. Also,
because of their positions as executive officers and directors of the Company,
such persons will have the ability, if they act together, generally to direct
the business, affairs and operations of the Company.
SHARES ELIGIBLE FOR FUTURE SALE
As of April 28, 1997, a total of 31,423,168 shares of Common Stock were
outstanding, including 19,074,928 shares of Common Stock (which includes the
331,239 shares of Common Stock offered in the offering made hereby (the
"Offering")) that are tradeable in the public market without restriction unless
purchased by affiliates of the Company and approximately 12,348,240 shares of
Common Stock that may be sold subject to the holding period, volume and other
limitations of Rule 144 under the Act. Also, the Company intends to issue Common
Stock in connection with the acquisition of Endar Corp., and is expected to be
contractually obligated to register the resale of such shares in the fall of
1997. Sales of a substantial number of shares of Common Stock in the public
market, or the perception that such sales could occur, could adversely affect
the prevailing market price of the Common Stock. Under certain circumstances,
the Company may also be contractually required to register additional shares of
Common Stock of the Selling Stockholders in May 1999, as described in "Plan of
Distribution."
ANTI-TAKEOVER PROVISIONS
The Company's Restated Certificate of Incorporation and Restated By-laws and
the Delaware General Corporation Law contain provisions which may delay or
prevent, or make more costly, a change in control of the Company or the
replacement of incumbent management.
DIVIDENDS
The Company does not intend to pay cash dividends on the Common Stock for
the foreseeable future. The Company intends to retain future earnings for
reinvestment in its business.
SELLING STOCKHOLDERS
The Selling Stockholders listed below received their shares of Common Stock
in connection with the Company's acquisition of New Ideas International, Inc., a
Georgia corporation ("New Ideas"), by way of a merger (the "Merger") of New
Ideas with and into a wholly owned subsidiary of the Company. The information
set forth below and under "Plan of Distribution" is based upon information
provided by the Selling Stockholders. The Selling Stockholders may sell all,
some or none of the Shares being offered. The Selling Stockholders were
shareholders, directors, officers, and/or employees of New Ideas. Except for Mr.
Gibbs, who now serves as president of a subsidiary of the Company, and Mr. Vick,
who initially served as an employee but has ceased to so serve, none of the
Selling Stockholders has had within the past 3 years any material relationship
with the Company or any of its predecessors or affiliates.
In connection with the Merger and pursuant to the terms of a Registration
Rights Agreement (the "Registration Rights Agreement"), dated as of December 31,
1996, among the Company and the Selling Stockholders, the Company agreed to use
its best efforts to register the Common Stock issued to the
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Selling Stockholders for offer or sale to the public. The registration of the
Shares, however, does not necessarily mean that all or any of the Shares will be
sold by the Selling Stockholders.
<TABLE>
<CAPTION>
NUMBER OF SHARES NUMBER OF SHARES
OF COMMON STOCK MAXIMUM NUMBER OF OF COMMON STOCK TO PERCENTAGE
BENEFICIALLY SHARES TO BE BE BENEFICIALLY OWNERSHIP AFTER
OWNED OFFERED BY SELLING OWNED AFTER COMPLETION OF THE
PRIOR TO OFFERING STOCKHOLDER AS PART COMPLETION OF THE OFFERING (1),
SELLING STOCKHOLDER (1) OF THE OFFERING OFFERING (1), (2) (2), (3)
- ---------------------------------- ----------------- ------------------- ------------------- -------------------------
<S> <C> <C> <C> <C>
James T. Baxter 73,603 36,801 36,802 *
Langdon S. Flowers, Jr. 196,298 98,146 98,152 *
George T. Gibbs 196,298 98,146 98,152 *
Douglas M. Vick 196,298 98,146 98,152 *
</TABLE>
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* Less than 1 percent
(1) The persons named in the table have sole voting and investment power with
respect to all shares of Common Stock beneficially owned by them, subject to
community property laws, where applicable.
(2) Assumes the sale of all the Shares offered hereby.
(3) Based upon 31,423,168 shares of Common Stock outstanding on April 28, 1997.
USE OF PROCEEDS
The Company will not receive any of the proceeds from the sale of the Shares
offered hereby.
PLAN OF DISTRIBUTION
The Shares may be offered and sold from time to time by the Selling
Stockholders. The Selling Stockholders will act independently of the Company in
making decisions with respect to the timing, manner and size of each sale. Under
the Registration Rights Agreement, the Selling Stockholders have agreed to sell
the Shares offered hereby only to or through DLJ (so long as DLJ charges fees
that are normal and customary for nationally-known investment banking houses for
similar transactions). Sales may be made on the New York Stock Exchange or in
private transactions or in a combination of such methods of sale, at fixed
prices that may be changed, at market prices prevailing at the time of sale, at
prices related to such prevailing market prices or at negotiated prices. The
Selling Stockholders may from time to time enter into short sales and use the
Shares to cover such short positions. The Selling Stockholders will effect such
transactions by selling Shares to or through DLJ (so long as DLJ charges fees
that are normal and customary for nationally-known investment banking houses for
similar transactions), and DLJ (or any other brokers or other agents permitted
pursuant to the terms of the Registration Rights Agreement) may receive
compensation in the form of discounts, concessions or commissions from the
Selling Stockholders or the purchasers of the shares for whom DLJ or such other
brokers or agents may act as agents or to whom they sell as principal or both.
The Selling Stockholders and any persons who participate in the distribution of
the Shares may be deemed to be underwriters within the meaning of the Act, and
any discounts, commissions or concessions received by them and any discounts,
commissions or concessions provided pursuant to the sale of Shares by them might
be deemed to be underwriting discounts and commissions under the Act. In
addition, any Shares covered by this Prospectus which qualify for resale
pursuant to Rule 144 promulgated under the Act may be resold pursuant to Rule
144 rather than pursuant to this Prospectus.
In order to comply with the securities laws of certain states, if
applicable, the Common Stock may be sold in such jurisdictions only through
registered or licensed brokers or dealers. In addition, in certain states the
Common Stock may not be sold unless the Common Stock has been registered or
qualified for sale in such state or an exemption from registration or
qualification is available and is complied with.
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The Company has agreed in the Registration Rights Agreement to register the
shares of Common Stock received by the Selling Stockholders under applicable
federal securities laws under certain circumstances and at certain times.
Pursuant to the Registration Rights Agreement, the Company has filed a
registration statement related to the Shares offered hereby and has agreed to
keep such registration statement effective until the earlier of (i) the date on
which the Selling Stockholders may resell shares of Common Stock received by
them in the Merger pursuant to Rule 144 (January 1, 1998) and (ii) the
completion of the sale of all of the Shares registered thereunder. If any of the
Selling Stockholders are unable to sell all of the remaining shares of Common
Stock received by them in the Merger pursuant to Rule 144 within a 3-month
period on the date which is 15 business days after the date on which the Company
files its Annual Report on Form 10-K for its fiscal year ended January 31, 1999,
the Company is obligated to file another registration statement with respect to
the resale by the Selling Stockholders of those remaining shares of Common
Stock. Based upon the beneficial ownership of the Selling Stockholders, after
giving effect to the consummation of the Offering, the Company does not
presently expect that it will be required to file a registration statement in
1999 pursuant to the Registration Rights Agreement.
The Company will pay substantially all of the expenses incident to the
offering and sale of the Shares to the public, other than commissions,
concessions and discounts of underwriters, dealers or agents. Such expenses
(excluding such commissions, concessions and discounts) are estimated to be
$35,000. The Registration Rights Agreement provides for cross-indemnification of
the Selling Stockholders and the Company to the extent permitted by law for
certain liabilities, including liabilities arising under the Act.
There is no assurance that any of the Selling Stockholders will offer for
sale or sell any or all of the Shares covered by this Prospectus.
LEGAL MATTERS
Certain legal matters will be passed upon for the Company by Finn Dixon &
Herling LLP, Stamford, Connecticut. As of the date hereof, certain attorneys who
are partners of, or employed by, Finn Dixon & Herling LLP, and who have provided
advice with respect to this Offering, beneficially own an aggregate of 10,100
shares of Common Stock.
EXPERTS
The audited consolidated financial statements and schedules of the Company
as of January 31, 1996 and 1997 and for each of the 3 fiscal years ending
January 31, 1995, 1996 and 1997, incorporated by reference from the Company's
Annual Report on Form 10-K for the fiscal year ended January 31, 1997 into this
Prospectus and elsewhere in the Registration Statement of which this Prospectus
forms a part, have been incorporated by reference in reliance upon the reports
of Grant Thornton LLP, independent certified public accountants, and upon the
authority of said firm as experts in accounting and auditing.
AVAILABLE INFORMATION
A Registration Statement on Form S-3 under the Act, including amendments
thereto, relating to the Shares offered hereby has been filed by the Company
with the Securities and Exchange Commission (the "Commission"), Washington, D.C.
This Prospectus does not contain all of the information set forth in the
Registration Statement and the exhibits and schedules thereto. For further
information with respect to the Company and the Shares offered hereby, reference
is made to such Registration Statement and exhibits and schedules filed as a
part thereof. The Company also files periodic reports, proxy statements and
other information with the Commission. A copy of the Registration Statement and
such other materials may be inspected by anyone without charge at the Public
Reference Section of the Commission at Room 1024, Judiciary Plaza, 450 Fifth
Street, N.W., Washington, D.C. 20549, and at the regional offices of the
Commission located at 7 World Trade Center, Suite 1300, New York, New York 10048
and Northwest Atrium Center, 500 West Madison Street, Suite 1400, Chicago,
Illinois 60661. Copies of all or any portion
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of the Registration Statement and other such materials may be obtained from the
Public Reference Section of the Commission, 450 Fifth Street, N.W., Washington,
D.C. 20549, upon payment of prescribed fees. Copies of such documents may also
be inspected at the offices of the New York Stock Exchange located at 20 Broad
Street, New York, New York 10005. The Commission maintains a Web site that
contains reports, proxy and information statements and other information
regarding registrants that file electronically with the Commission. The address
of the Commission's Web site is http://www.sec.gov.
Statements made in this Prospectus as to the contents of any contract,
agreement or other document are not necessarily complete. With respect to each
such contract, agreement or other document filed as an exhibit to the
Registration Statement, reference is made to the exhibit for a more complete
description of the matter involved, and each such statement shall be deemed
qualified in its entirety by such reference.
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
The following documents previously filed by the Company with the Commission
pursuant to the Exchange Act are hereby incorporated by reference:
(1) The Company's Annual Report on Form 10-K for the year ended January
31, 1997, including portions of the Company's Proxy Statement dated April
29, 1997 relating to the Company's 1997 Annual Meeting of Stockholders and
portions of the Company's Annual Report to Stockholders for the fiscal year
ended January 31, 1997, which are incorporated therein by reference.
(2) The Company's Proxy Statement dated April 29, 1997.
(3) The description of the Common Stock of the Company which is
contained in the registration statement on Form 8-A filed by the Company on
April 19, 1994.
(4) The Company's Current Reports on Form 8-K filed on April 11, 1997,
April 29, 1997 and May 2, 1997.
All reports and other documents subsequently filed by the Company pursuant
to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act prior to the
termination of this offering shall be incorporated by reference into this
Prospectus and shall be deemed to be part of this Prospectus from the date of
filing of such reports and documents. Any statement contained herein or in a
document incorporated by reference shall be deemed to be modified or superseded
for purposes of this Prospectus to the extent that a statement contained in this
Prospectus or in any other subsequently filed document which also is or is
deemed to be incorporated by reference herein modifies or supersedes such
statement. Any such statement so modified or superseded shall not be deemed,
except as so modified or superseded, to constitute a part of this Prospectus.
The Company will provide, upon request, without charge to each person to
whom a copy of this Prospectus has been delivered, a copy of any or all of the
documents which have been or may be incorporated in this Prospectus by
reference, other than certain exhibits to such documents. Requests for such
copies should be directed to: Blyth Industries, Inc., 100 Field Point Road,
Greenwich, Connecticut 06830 (Attention: Investor Relations Department)
(telephone: (203) 661-1926).
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331,239 SHARES
BLYTH INDUSTRIES, INC.
COMMON STOCK
---------------------
PROSPECTUS
---------------------
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
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<S> <C>
The Company............................................................................ 2
Risk Factors........................................................................... 3
Selling Stockholders................................................................... 5
Use of Proceeds........................................................................ 6
Plan of Distribution................................................................... 6
Legal Matters.......................................................................... 7
Experts................................................................................ 7
Available Information.................................................................. 7
Incorporation of Certain Documents By Reference........................................ 8
</TABLE>
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NO DEALER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY
INFORMATION OR TO MAKE ANY REPRESENTATIONS IN CONNECTION WITH THIS OFFERING
OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS AND, IF GIVEN OR MADE, SUCH
INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED
BY THE COMPANY OR ANY SELLING STOCKHOLDER. THIS PROSPECTUS DOES NOT CONSTITUTE
AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY BY ANYONE IN ANY
JURISDICTION IN WHICH SUCH OFFER TO SELL OR SOLICITATION IS NOT AUTHORIZED, OR
IN WHICH THE PERSON MAKING THE OFFER OR SOLICITATION IS NOT QUALIFIED TO DO SO,
OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION.
NEITHER THE DELIVERY OF THIS PROSPECTUS NOR ANY SALE MADE HEREUNDER SHALL, UNDER
ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE
AFFAIRS OF THE COMPANY SINCE THE DATE HEREOF OR THAT THE INFORMATION CONTAINED
HEREIN IS CORRECT AS OF ANY DATE SUBSEQUENT TO THE DATE HEREOF.
MAY 2, 1997
