UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q/A
 Amendment No. 1
 
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2011
 OR
 o
    
    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: 1-8681
 
 KID BRANDS, INC.
  New Jersey
(State of or other jurisdiction of 
incorporation or organization)
    
    22-1815337
(I.R.S. Employer Identification Number)
 One Meadowlands Plaza, 8th Floor, East Rutherford, New Jersey
(Address of principal executive offices)
    
    07073
(Zip Code)
 (201) 405-2400
 (Former name, former address and former fiscal year, if changed since last report)
 þ o
 o o
 o þ o o
 o þ
  CLASS
    
    SHARES OUTSTANDINGCommon Stock, $0.10 stated value
    
    21,652,345




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EXPLANATORY NOTE
    PART I  FINANCIAL INFORMATION




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ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
  OVERVIEW
 ® ® ® ® ® ® ® ®
 
    Currency exchange rate fluctuations could increase our expenses .
  27




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Inventory and Intangible Assets
    28




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Recent Developments
 Refinancing of Senior Indebtedness
 provided Debt
Financings
 TRC Matters
  Background.
     29




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The Settlement. provided
 LaJobi Matters
  Customs Compliance Investigation




30



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Company Outlook
  
    
    focusing on design-led and branded product development at each of our
subsidiaries to enable us to continue to introduce compelling new products;
 
    
    pursuing organic growth opportunities to capture additional market share,
including:
 (i)
    
    expanding our product offerings into related categories;
 (ii)
    
    increasing our existing product penetration (selling more products
to existing customer locations);
 (iii)
    
    increasing our existing store or online penetration (selling to
more store locations within each large, national retail customer or their
associated websites); and
 (iv)
    
    expanding and diversifying of our distribution channels, with
particular emphasis on sales into international markets and non-traditional
infant and juvenile retailers;
 
    
    growing through licensing, distribution or other strategic alliances, including
pursuing acquisition opportunities in businesses complementary to ours;
 
    
    implementing strategies to further capture synergies within and between our
confederation of businesses, through cross-marketing opportunities, consolidation of
certain operational activities and other collaborative activities; and
 
    
    continuing efforts to manage costs within and across each of our businesses.
 General Economic Conditions as they Impact Our Business
 The state of the economy may
impact our business
 Further
potential disruptions in the credit markets may adversely affect the availability and
cost of short-term funds for liquidity requirements and our ability to meet long-term
commitments, which could adversely affect our results of operations, cash flows, and financial
condition
  31




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SEGMENTS
  RESULTS OF OPERATIONSTHREE MONTHS ENDED JUNE 30, 2011 AND 2010
        32




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RESULTS OF OPERATIONSSIX MONTHS ENDED JUNE 30, 2011 AND 2010
          33




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Liquidity and Capital Resources
 Debt Financings
        34




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Earnouts with Respect to Acquisitions
     Debt Financings
    35




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At June 30, 2011LIBOR Loans
    
    
    Base Rate LoansExisting Revolving
    
    
    3.44
    %
    
    
    5.50
    %
  Existing and Refinanced Credit Agreement Summaries
    Existing Credit Agreement
    36




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37




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New Credit Agreement
 provided
    38




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plus provided,
  provided
 minus
     39




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provided
 provided
 provided
        40




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Other Events and Circumstances Pertaining to Liquidity
 ,
    41




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Contractual Obligations
  Total
    
    
    2011
    
    
    2012
    
    
    2013
    
    
    2014
    
    
    2015
    
    
    ThereafterOperating Lease Obligations
    
    $
    14,906
    
    
    $
    1,391
    
    
    $
    3,060
    
    
    $
    3,165
    
    
    $
    1,916
    
    
    $
    1,982
    
    
    $
    3,392Purchase Obligations (1)
    
    
    38,678
    
    
    
    38,678
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Debt
Repayment Obligations (3)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Interest on
Debt Repayment Obligations (4)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Royalty
Obligations
    
    
    11,853
    
    
    
    2,452
    
    
    
    5,541
    
    
    
    2,661
    
    
    
    1,199
    
    
    
    
    
    
    
    Total Contractual Obligations (2)(5)
    
    $
    65,437
    
    
    $
    42,521
    
    
    $
    8,601
    
    
    $
    5,826
    
    
    $
    3,115
    
    
    $
    1,982
    
    
    $
    3,392
 
 (1)
    
    The Companys purchase obligations consist primarily of purchase orders for inventory.(2)
    
    Does not include contingent obligations under the TRC Lease (or contingent obligations under
off-balance sheet arrangements or otherwise), as the amount if any and/or timing of their potential
settlement is not reasonably estimable. See Other Events and Circumstances Pertaining to
Liquidity above and Note 10 to the Notes to Unaudited Consolidated Financial Statements. In
connection with the acquisitions of LaJobi and CoCaLo, the Company has concluded that no CoCaLo
Earnout Consideration and no LaJobi Earnout Consideration (or related finders fee) was earned or
will become payable, therefore no amounts with respect thereto are included in the table above.
(See Earnouts with respect to Acquisitions above).(3)
    
    Pursuant to the New Credit
Agreement, the Term Loan and required amortization thereon, has been
eliminated.(4)
    
    Required interest under the
New Credit Agreement is based on the outstanding debt and the applicable
interest spread and cannot be calculated. The 2011 interest on payment for this
Revolving Loan using an assumed 3.0% interest rate was $1.0 million. Such
amounts are estimates only and actual interest payments could differ
materially. The New Revolver is scheduled to mature in August 2016, at
which time any amounts outstanding are due and payable.(5)
    
    Excludes, as of June 30,
2011, approximately $66.4 million outstanding under the New Revolver under
the New Credit Agreement, all of which is classified as long-term debt and
matures in 2016. See “Debt Financings” for a description of the New
Credit Agreement, executed as of August 8, 2011, including amount and
dates of repayment obligations and provisions that create, increase and/or
accelerate obligations thereunder.   42




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Off Balance Sheet Arrangements
  CRITICAL ACCOUNTING POLICIES
    Recently Issued Accounting Standards
  Forward-Looking Statements
   43




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PART II  OTHER INFORMATION
 ITEM 6. EXHIBITS
  10.46
    
    Second Amended and Restated Credit Agreement, dated as of August 8, 2011,
among Kid Brands, Inc., Kids Line, LLC, Sassy, Inc., LaJobi, Inc., I & J
Holdco, Inc. and CoCaLo, Inc., as the Borrowers, the subsidiaries of the
Borrowers identified therein as the Guarantors, Bank of America, N.A., as
Administrative Agent, Swing Line Lender and L/C Issuer, and the other Lenders
party thereto, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Sole
Lead Arranger and Book Manager, incorporated herein by reference to the
Companys Current Report on Form 8-K filed on August 10, 2011.10.47
    
    Second Amended and Restated Security and Pledge Agreement dated as of August
8, 2011, executed by the Borrowers and the Guarantors in favor of the
Administrative Agent, incorporated herein by reference to the Companys
Current Report on Form 8-K filed on August 10, 2011.10.48
    
    Employment Agreement, dated May 26, 2011, between Kid Brands, Inc. on behalf
of Sassy, Inc. and Dean Robinson, incorporated herein by reference to the
Original Filing*31.1
    
    Certification of CEO required by Section 302 of the Sarbanes Oxley Act of
2002, incorporated herein by reference to the Original Filing.31.2
    
    Certification of CFO required by Section 302 of the Sarbanes Oxley Act of
2002, incorporated herein by reference to the Original Filing.31.3
    
    Certification of CEO required by Section 302 of the Sarbanes Oxley Act of 2002.31.4
    
    Certification of CFO required by Section 302 of the Sarbanes Oxley Act of 2002.32.1
    
    Certification of CEO required by Section 906 of the Sarbanes Oxley Act of
2002, incorporated herein by reference to the Original Filing.32.2
    
    Certification of CFO required by Section 906 of the Sarbanes Oxley Act of
2002, incorporated herein by reference to the Original Filing.32.3
    
    Certification of CEO required by Section 906 of the Sarbanes Oxley Act of 2002.32.4
    
    Certification of CFO required by Section 906 of the Sarbanes Oxley Act of 2002.




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SIGNATURES
  KID BRANDS, INC.
(Registrant)Date: August 16, 2011
    By
    /s/ Guy A. PaglincoGuy A. PaglincoVice President and Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)




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EXHIBIT INDEX
 31.3
    
    Certification of CEO required by Section 302 of the Sarbanes Oxley Act of 2002.31.4
    
    Certification of CFO required by Section 302 of the Sarbanes Oxley Act of 2002.32.3
    
    Certification of CEO required by Section 906 of the Sarbanes Oxley Act of 2002.32.4
    
    Certification of CFO required by Section 906 of the Sarbanes Oxley Act of 2002.