UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) August 3, 2005 Lifetime Brands, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-19254 11-2682486 (Commission File Number) (IRS Employer Identification No.) One Merrick Avenue, Westbury, New York 11590 (Address of Principal Executive Offices) (Zip Code) 516-683-6000 (Registrant's Telephone Number, Including Area Code) N/A (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02. Results of Operation and Financial Condition On August 3, 2005, Lifetime Brands, Inc. ("the Company") issued a press release setting forth the Company's second- quarter 2005 earnings. A copy of the Company's press release is attached hereto as Exhibit 99 and hereby incorporated by reference. Item 9.01. Financial Statements and Exhibits c) Exhibits 99 - Press Release, dated August 3, 2005. Signature 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. Lifetime Brands, Inc. By: /s/ Robert McNally Robert McNally Vice President of Finance and Chief Financial Officer Date: August 3, 2005 EXHIBIT 99 LIFETIME BRANDS ACHIEVES 40% INCREASE IN SECOND-QUARTER NET SALES; NET INCOME RISES TO $1.3 MILLION Company Updates Financial Outlook for 2005 WESTBURY, N.Y., August 3, 2005 -- LIFETIME BRANDS, INC. (NASDAQ NM: LCUT), a leading designer, marketer and distributor of nationally branded consumer products for the home, today announced results for the second quarter ended June 30, 2005. For the second quarter of 2005, net sales increased 40% to $46.2 million from $33.0 million for the same period of 2004. Not including approximately $2.3 million in net sales attributable to the Excel business Lifetime acquired in July 2004, second-quarter net sales in 2005 rose 33% to $43.9 million. The Company reported net income of $1.3 million compared to $203,000 for the second quarter of 2004. On a diluted per share basis, net income rose to $0.12 per share from $0.02 per share for the same period last year. Net sales for the six months ended June 30, 2005 totaled $89.3 million compared to $70.2 million for the same period in 2004, representing a 27% increase. Not including approximately $4.1 million in net sales attributable to the Excel business, net sales for the first six months of 2005 rose more than 21% to $85.2 million. Net income for the 2005 period was $2.3 million, or $0.21 per diluted share, compared to $548,000, or $0.05 per diluted share, last year. Jeffrey Siegel, Chairman, President and Chief Executive Officer, commented, "Lifetime Brands delivered another quarter of strong results, generating excellent growth in all of our major product categories. The gains in our cutlery category were particularly notable, reflecting both the successful introduction of new products under the Farberware(R) and KitchenAid(R) brands and increased placement with retailers. The growth initiatives we implemented in 2004, which included broadening our portfolio of brands, strengthening our overseas sourcing organization, and expanding the Company's infrastructure, also continued to have a positive impact on the Company's operations. "In July, we closed our purchase of the business and certain assets of The Pfaltzgraff Co., one of America's leading designers and marketers of dinnerware and tabletop accessories. The acquisition of this premier national brand will greatly enhance the tabletop category of our business, an area Lifetime entered in July 2004 with the Excel acquisition. Equally exciting are the additional capabilities Pfaltzgraff's proven design staff brings to our product development capabilities, an area in which Lifetime already excels. "The integration of the Pfaltzgraff business is proceeding as planned and we expect to complete the process by the end of the third quarter. We have estimated that the acquisition will contribute approximately $72 million in revenues in 2005 and will be nominally profitable for the year. "As a result of these developments, our outlook for 2005 is more positive than ever. We now expect net sales to total approximately $290 million to $300 million, rather than $220 million to $230 million. We expect earnings per share to total approximately $1.05 to $1.15, rather than $0.95 to $1.15." Lifetime has scheduled a conference call Wednesday, August 3, at 11:00 a.m. Eastern time to discuss second-quarter 2005 results and additional matters. The dial-in number for the call is (706) 634-1218. A replay of the call will also be available through Wednesday, August 10, and can be accessed by dialing (706) 645-9291, conference ID #8039496. A live webcast of the call will be broadcast at the Company's web site, www.lifetimebrands.com. For those who cannot listen to the live broadcast, an audio replay of the call will also be available on the site. Lifetime is a leading designer, marketer and distributor of kitchenware, cutlery & cutting boards, bakeware & cookware, pantryware & spices, tabletop and bath accessories, marketing its products under various trade names, including Farberware(R), KitchenAid(R), Pfaltzgraff(R), Cuisinart(R), Hoffritz(R), Sabatier(R), Nautica(R), DBK(TM)-Daniel Boulud Kitchen, Joseph Abboud Environments(R), Roshco(R), Baker's Advantage(R), Kamenstein(R), CasaModa(TM), Kathy Ireland(R), and :USE(R). Lifetime's products are distributed through almost every major retailer in the United States. The information herein contains certain forward-looking statements including statements concerning the Company's future prospects. These statements involve risks and uncertainties, including risks relating to general economic conditions and risks relating to the Company's operations, such as the risk of loss of major customers and risks relating to changes in demand for the Company's products, as detailed from time to time in the Company's filings with the Securities and Exchange Commission. COMPANY CONTACT: INVESTOR RELATIONS: Robert McNally Harriet Fried Chief Financial Officer Lippert/Heilshorn (516) 683-6000 & Associates, Inc. (212) 838-3777 or hfried@lhai.com LIFETIME BRANDS, INC. INCOME STATEMENT (in 000's, except per share data) Three Months Ended June 30, (Unaudited) % 2005 2004 Increase Net Sales $46,154 $33,029 39.7% Cost of Sales 26,959 19,154 40.7% Distribution Expenses 5,807 4,730 22.8% SG&A 10,940 8,683 26.0% Income from Operations 2,448 462 429.9% Interest Expense 291 141 106.4% Other (Income) (13) (16) Income Before Taxes 2,170 337 543.9% Tax Provision 825 134 515.4% Net Income $1,345 $203 562.8% Diluted Earnings Per Share from Net Income $0.12 $0.02 Weighted Average Shares 11,288 11,230 LIFETIME BRANDS, INC. INCOME STATEMENT (in 000's, except per share data) Six Months Ended June 30, (Unaudited) % 2005 2004 Increase Net Sales $89,272 $70,158 27.2% Cost of Sales 51,859 40,843 27.0% Distribution Expenses 11,923 10,377 14.9% SG&A 21,239 17,791 19.4% Income from Operations 4,251 1,147 270.6% Interest Expense 490 268 82.8% Other (Income) (26) (31) Income Before Taxes 3,787 910 316.2% Tax Provision 1,439 362 297.6% Net Income $2,348 $548 328.4% Diluted Earnings Per Share from Net Income $0.21 $0.05 Weighted Average Shares 11,277 11,186 LIFETIME BRANDS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) June 30, June 30, 2005 2004 (Unaudited) (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 105 $ 446 Accounts receivable, net 24,437 16,224 Merchandise inventories 67,517 55,827 Prepaid expenses and other current assets 9,903 7,946 TOTAL CURRENT ASSETS 101,962 80,443 PROPERTY AND EQUIPMENT, net 21,149 19,634 INTANGIBLES, net 31,243 25,411 OTHER ASSETS 2,476 2,033 TOTAL ASSETS $ 156,830 $ 127,521 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Short-term borrowings $ 21,300 $ 14,800 Accounts payable and trade acceptances 10,481 6,591 Other current liabilities 19,324 14,314 TOTAL CURRENT LIABILITIES 51,105 35,705 DEFERRED RENT & OTHER LONG TERM LIABILITIES 1,996 1,718 DEFERRED INCOME TAX LIABILITIES 4,602 3,593 LONG TERM DEBT 5,000 - STOCKHOLDERS' EQUITY 94,127 86,505 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 156,830 $ 127,521