UNITED STATES
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 (Date of Earliest Event Reported): February 9, 2007
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HASBRO, INC.
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(Exact name of registrant as specified in its charter)
RHODE ISLAND 1-6682 05-0155090
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(State of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
1027 NEWPORT AVE., PAWTUCKET, RHODE ISLAND 02862
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(Address of Principal Executive Offices) (Zip Code)
(401) 431-8697
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(Registrant's telephone number, including area code)
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:
[ ] 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 Operations and Financial Condition.
On February 9, 2007, we announced our financial results for the
fiscal quarter and fiscal year ended December 31, 2006, and certain
other information. The press release, which has been attached as
Exhibit 99, discloses a financial measure, Earnings before Interest,
Taxes, Depreciation and Amortization ("EBITDA"), that is considered
a non-GAAP financial measure as defined under SEC rules. Generally,
a non-GAAP financial measure is a numerical measure of a company's
performance, financial position, or cash flows that either excludes
or includes amounts that are not normally excluded or included in
the most directly comparable measure calculated and presented in
accordance with generally accepted accounting principles. Management
believes that EBITDA is one of the appropriate measures for
evaluating our operating performance, because it reflects the
resources available for strategic opportunities including, among
others, to invest in the business, strengthen the balance sheet and
make strategic acquisitions. However, this measure should be
considered in addition to, and not as a substitute for, or superior
to, net earnings or other measures of financial performance prepared
in accordance with generally accepted accounting principles as more
fully discussed in our financial statements and filings with the
SEC. The EBITDA measures included in our press release have been
reconciled to the most directly comparable GAAP measures as is
required under SEC rules regarding the use of non-GAAP financial
measures.
This press release also includes the Company's 2005 segment
operating profit and diluted earnings per share adjusted for the
impact of stock-based compensation as disclosed under Statement of
Financial Accounting Standards No. 123. Management believes that
the presentation of adjusted 2005 segment operating profit and
diluted earnings per share is appropriate in order to provide a
comparison to 2006 segment operating results and diluted earnings
per share on a consistent basis.
This press release further discusses diluted earnings per share for the
fourth quarter and full year of 2006 excluding the impact of the mark
to market adjustment for the Lucas warrants. Management believes that
the presentation of diluted earnings per share absent the impact of the
Lucas warrant mark to market adjustment is helpful to an investor's
understanding of the results of the Company's underlying operations and
business as the mark to market adjustment is primarily based on changes
in the Company's stock price which are beyond the control of
management. Finally, this press release includes 2005 diluted earnings
per share absent the impact of the repatriation of foreign earnings.
Management believes that the presentation of 2005 earnings, excluding
the tax expense associated with the repatriation of foreign earnings
under the American Jobs Creation Act of 2004 increases the
comparability of the prior year results by eliminating a tax charge in
2005 associated with a non-recurring event.
As used herein, "GAAP" refers to accounting principles generally
accepted in the United States of America.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99 Press Release, dated February 9, 2007, of Hasbro, Inc.
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 hereunto duly authorized.
HASBRO, INC.
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(Registrant)
Date: February 9, 2007 By: /s/ David D.R. Hargreaves
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David D. R. Hargreaves
Senior Vice President and
Chief Financial Officer
(Duly Authorized Officer and
Principal Financial Officer)
HASBRO, INC.
Current Report on Form 8-K
Dated February 9, 2007
Exhibit Index
Exhibit
No. Exhibits
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99 Press Release, dated February 9, 2007, of Hasbro, Inc.