##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2007
 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 001-33337
 COLEMAN CABLE, INC.
  Delaware
(State or other jurisdiction of 
incorporation or organization)
    
    36-4410887
(I.R.S. Employer Identification No.)
 1530 Shields Drive, Waukegan, Illinois 60085    Registrants Telephone Number, including Area Code (847) 672-2300
 þ o
 o þ
  o o þ
 o þ




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##### 



INDEX
 PagePART I. FINANCIAL INFORMATION
    
    1Item 1. Financial Statements (unaudited)
    
    1Condensed Consolidated Statements of Operations for the three months ended
March 31, 2006 and 2007
    
    1Condensed Consolidated Balance Sheets as of December 31, 2006, March 31, 2006 and 2007
    
    2Condensed Consolidated Statements of Cash Flows for the three months ended
March 31, 2006 and 2007
    
    3Notes to Condensed Consolidated Financial Statements
    
    4Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    19Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    32Item 4. Controls and Procedures
    
    32PART II. OTHER INFORMATION
    
    33Item 1. Legal Proceedings
    
    33Item 1A.
Risk Factors
    
    33

Item 6. Exhibits
    
    33Signatures
    
    34Exhibit Index
    
    35Acquisition AgreementAmended and Restated Credit AgreementCertification of Chief Executive OfficerCertification of Chief Financial OfficerSection 1350 Certifications




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PART I.
 
 ITEM 1. Financial Statements
 
 COLEMAN CABLE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Thousands, except per share data)
 (unaudited)
 Three months ended March 31,2006
    
    
    2007NET SALES
    
    $
    90,798
    
    
    $
    109,396COST OF GOODS SOLD
    
    
    74,229
    
    
    
    92,910GROSS PROFIT
    
    
    16,569
    
    
    
    16,486SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    6,742
    
    
    
    8,480RESTRUCTURING CHARGES
    
    
    
    
    
    
    364OPERATING INCOME
    
    
    9,827
    
    
    
    7,642INTEREST EXPENSE
    
    
    4,065
    
    
    
    3,104OTHER (INCOME) LOSS
    
    
    (11
    )
    
    
    10INCOME BEFORE INCOME TAXES
    
    
    5,773
    
    
    
    4,528INCOME TAX EXPENSE
    
    
    665
    
    
    
    1,734NET INCOME
    
    $
    5,108
    
    
    $
    2,794EARNINGS PER COMMON SHARE DATANET INCOME PER SHAREBasic
    
    $
    0.40
    
    
    $
    0.17Diluted
    
    
    0.40
    
    
    
    0.17WEIGHTED AVERAGE COMMON SHARES OUTSTANDINGBasic
    
    
    12,749
    
    
    
    16,787Diluted
    
    
    12,749
    
    
    
    16,492PRO FORMA DATAPRO FORMA NET INCOMEIncome before income taxes
    
    $
    5,773Pro forma income tax expense
    
    
    2,300Pro forma net income
    
    $
    3,473PRO FORMA NET INCOME PER SHAREBasic
    
    $
    0.27Diluted
    
    
    0.27
  1




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COLEMAN
CABLE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Thousands, except per share data)
(unaudited)
 December 31,
    
    
    March 31,
    
    
    March 31,2006
    
    
    2006
    
    
    2007ASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    14,734
    
    
    $
    62
    
    
    $
    28,156Accounts receivable, less allowance for uncollectible accounts of
$2,092, $1,872 and $2,197, respectively
    
    
    62,318
    
    
    
    56,521
    
    
    
    71,127Inventories
    
    
    66,765
    
    
    
    73,489
    
    
    
    56,196Deferred income taxes
    
    
    2,136
    
    
    
    167
    
    
    
    2,215Assets held for sale
    
    
    
    
    
    
    
    
    
    
    661Prepaid expenses and other current assets
    
    
    2,739
    
    
    
    3,085
    
    
    
    5,648Total current assets
    
    
    148,692
    
    
    
    133,324
    
    
    
    164,003PROPERTY, PLANT AND EQUIPMENT:Land
    
    
    579
    
    
    
    579
    
    
    
    419Buildings and leasehold improvements
    
    
    7,636
    
    
    
    7,769
    
    
    
    6,913Machinery, fixtures and equipment
    
    
    45,125
    
    
    
    43,877
    
    
    
    44,42953,340
    
    
    
    52,225
    
    
    
    51,761Less accumulated depreciation and amortization
    
    
    (31,762
    )
    
    
    (28,986
    )
    
    
    (31,773
    )Construction in progress
    
    
    244
    
    
    
    1,355
    
    
    
    399Property, plant and equipment, net
    
    
    21,822
    
    
    
    24,594
    
    
    
    20,387GOODWILL AND INTELLECTUAL PROPERTY, NET
    
    
    60,638
    
    
    
    60,648
    
    
    
    60,635DEFERRED DEBT ISSUANCE COSTS, NET AND OTHER ASSETS
    
    
    4,593
    
    
    
    5,363
    
    
    
    4,924TOTAL ASSETS
    
    $
    235,745
    
    
    $
    223,929
    
    
    $
    249,949LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    936
    
    
    $
    887
    
    
    $
    955Accounts payable
    
    
    13,091
    
    
    
    29,257
    
    
    
    26,675Accrued liabilities
    
    
    19,582
    
    
    
    14,766
    
    
    
    17,212Total current liabilities
    
    
    33,609
    
    
    
    44,910
    
    
    
    44,842LONG-TERM DEBT
    
    
    121,571
    
    
    
    166,407
    
    
    
    121,361DEFERRED INCOME TAXES
    
    
    2,724
    
    
    
    87
    
    
    
    2,450SHAREHOLDERS EQUITY:Common stock, par value $0.001; 31,260 authorized; and 12,749 issued
and outstanding on March 31, 2006 and 16,787 on December 31, 2006 and
March 31, 2007
    
    
    17
    
    
    
    13
    
    
    
    17Additional paid-in capital
    
    
    80,421
    
    
    
    25,546
    
    
    
    81,082Retained earnings (accumulated deficit)
    
    
    (2,597
    )
    
    
    (13,034
    )
    
    
    197Total shareholders equity
    
    
    77,841
    
    
    
    12,525
    
    
    
    81,296TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    235,745
    
    
    $
    223,929
    
    
    $
    249,949
  2




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COLEMAN
CABLE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Thousands)
(unaudited)
 Three months ended March 31,2006
    
    
    2007CASH FLOW FROM OPERATING ACTIVITIES:Net income
    
    $
    5,108
    
    
    $
    2,794Adjustments to reconcile net income to net cash
flow from operating activities:Depreciation and amortization
    
    
    1,741
    
    
    
    1,346Stock-based compensation
    
    
    
    
    
    
    973Deferred tax provision
    
    
    11
    
    
    
    (353
    )(Gain) loss on disposal of fixed assets
    
    
    64
    
    
    
    (1
    )Gain on sale of investment
    
    
    (11
    )
    
    
    Changes in operating assets and liabilities:Accounts receivable
    
    
    2,319
    
    
    
    (8,809
    )Inventories
    
    
    (5,600
    )
    
    
    10,569Prepaid expenses and other assets
    
    
    (273
    )
    
    
    (3,474
    )Accounts payable
    
    
    7,141
    
    
    
    13,545Accrued liabilities
    
    
    (2,010
    )
    
    
    (2,370
    )Net cash flow from operating activities
    
    
    8,490
    
    
    
    14,220CASH FLOW FROM INVESTING ACTIVITIES:Capital expenditures
    
    
    (908
    )
    
    
    (302
    )Proceeds from sale of fixed assets
    
    
    
    
    
    
    7Proceeds from sale of investment
    
    
    82
    
    
    
    Net cash flow from investing activities
    
    
    (826
    )
    
    
    (295
    )CASH FLOW FROM FINANCING ACTIVITIES:Net repayments under revolving loan facilities
    
    
    (1,791
    )
    
    
    Common stock issuance costs
    
    
    
    
    
    
    (312
    )Repayment of long-term debt
    
    
    (215
    )
    
    
    (191
    )Dividends paid to shareholders
    
    
    (5,654
    )
    
    
    Net cash flow from financing activities
    
    
    (7,660
    )
    
    
    (503
    )INCREASE IN CASH AND CASH EQUIVALENTS
    
    
    4
    
    
    
    13,422CASH AND CASH EQUIVALENTS  Beginning of period
    
    
    58
    
    
    
    14,734CASH AND CASH EQUIVALENTS  End of period
    
    $
    62
    
    
    $
    28,156NONCASH ACTIVITYUnpaid capital expenditures
    
    
    156
    
    
    
    39SUPPLEMENTAL CASH FLOW INFORMATIONIncome taxes paid
    
    
    254
    
    
    
    1,065Interest paid
    
    
    912
    
    
    
    208
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COLEMAN CABLE, INC. AND SUBSIDIARIES
 
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 (Thousands,
except per share data)
 (unaudited)
 1. BASIS OF PRESENTATION
  Unaudited Pro Forma Data
  2. NEW ACCOUNTING PRONOUNCEMENTS
 FIN
No. 48
 Accounting for Uncertainty in Income Taxes,
    4




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SFAS
No. 157
 Fair
Value Measurement
 SFAS
No. 159
 The Fair Value Option for Financial Assets and
Financial Liabilities including an Amendment of FASB Statement No. 115
 3. RESTRUCTURING CHARGES
    Employee Severance
    
    
    EquipmentCosts
    
    
    Relocation Costs
    
    
    Other Closing Costs
    
    
    TotalBalance-December 31, 2006
    
    $
    70
    
    
    $
    
    
    
    $
    
    
    
    $
    70Provision
    
    
    21
    
    
    
    199
    
    
    
    144
    
    
    
    364Uses
    
    
    (69
    )
    
    
    (199
    )
    
    
    (144
    )
    
    
    (412
    )Balance March 31, 2007
    
    $
    22
    
    
    $
    
    
    
    $
    
    
    
    $
    22
 5




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4. INVENTORIES
  December 31, 2006
    
    
    March 31, 2006
    
    
    March 31, 2007FIFO cost:Raw materials
    
    $
    11,975
    
    
    $
    18,265
    
    
    $
    11,754Work in progress
    
    
    3,293
    
    
    
    3,388
    
    
    
    4,454Finished products
    
    
    51,497
    
    
    
    51,836
    
    
    
    39,988Total
    
    $
    66,765
    
    
    $
    73,489
    
    
    $
    56,196
 5. ACCRUED LIABILITIES
  December 31, 2006
    
    
    March 31, 2006
    
    
    March 31, 2007Salaries, wages
and employee
benefits
    
    $
    5,117
    
    
    $
    2,928
    
    
    $
    2,774Sales incentives
    
    
    7,359
    
    
    
    3,117
    
    
    
    3,465Income taxes
    
    
    568
    
    
    
    104
    
    
    
    1,590Interest
    
    
    3,023
    
    
    
    6,038
    
    
    
    5,919Other
    
    
    3,515
    
    
    
    2,579
    
    
    
    3,464Total
    
    $
    19,582
    
    
    $
    14,766
    
    
    $
    17,212
 6. DEBT
 December 31,2006
    
    
    March 31, 2006
    
    
    March 31, 2007Revolving credit facility
    
    $
    
    
    
    $
    44,210
    
    
    $
    Senior notes
    
    
    120,000
    
    
    
    120,000
    
    
    
    120,000Capital lease obligations
    
    
    1,129
    
    
    
    1,399
    
    
    
    1,034Other long-term debt, annual interest
rates
up to 6.25%, payable through 2019
    
    
    1,378
    
    
    
    1,685
    
    
    
    1,282122,507
    
    
    
    167,294
    
    
    
    122,316Less current portion
    
    
    (936
    )
    
    
    (887
    )
    
    
    (955
    )Total long-term debt
    
    $
    121,571
    
    
    $
    166,407
    
    
    $
    121,361
  6




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7. COMMITMENTS AND CONTINGENCIES
 Operating Leases
  7




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Capital Leases
   Employee Benefits
  Legal Matters
    Self-Insurance
  8




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Tax Matters Agreement
  8. EARNINGS PER SHARE
  2006
    
    2007Basic weighted average shares outstanding
    
    
    12,749
    
    
    
    16,787Dilutive effect of stock options
    
    
    
    
    
    
    (295
    )Diluted weighted average share outstanding
    
    
    12,749
    
    
    
    16,492
 9. STOCK BASED COMPENSATION
    9




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Weighted-Average
    
    
    Weighted-AverageExercise
    
    
    Remaining
    
    
    Aggregate IntrinsicShares
    
    
    Price
    
    
    Contractual Terms
    
    
    ValueOutstanding January 1, 2007
    
    
    825
    
    
    $
    15.00Granted
    
    
    3
    
    
    
    18.02Exercised
    
    
    
    
    
    
    Forfeited or expired
    
    
    
    
    
    
    Outstanding March 31, 2007
    
    
    828
    
    
    
    15.01
    
    
    
    9.53
    
    
    
    4,709Vested or
expected to vest
    
    
    796
    
    
    
    15.01
    
    
    
    9.53
    
    
    
    4,528Exercisable
    
    
    
    
    
    
    
    
    
    
    Fair value of options granted
    
    
    
    
    
    
    8.09
  10. RELATED PARTIES
   11. INVENTORY THEFT
  12. BUSINESS SEGMENT INFORMATION
  Disclosure about Segments of an
Enterprise
 10




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and Related Information.
    Three months ended March 31,2006
    
    
    2007Net Sales:Electrical/Wire and Cable Distributors
    
    $
    32,013
    
    
    $
    35,682Specialty Distributors and OEMs
    
    
    48,844
    
    
    
    55,569Consumer Outlets
    
    
    9,941
    
    
    
    18,145Total
    
    $
    90,798
    
    
    $
    109,396Operating Income:Electrical/Wire and Cable Distributors
    
    $
    4,959
    
    
    $
    2,762Specialty Distributors and OEMs
    
    
    5,708
    
    
    
    4,321Consumer Outlets
    
    
    106
    
    
    
    1,990Total
    
    
    10,773
    
    
    
    9,073Corporate
    
    
    (946
    )
    
    
    (1,431
    )Consolidated operating income
    
    $
    9,827
    
    
    $
    7,642
 13. SUPPLEMENTAL GUARANTOR INFORMATION
   11




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COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2006
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalNET SALES
    
    $
    73,105
    
    
    $
    22,174
    
    
    $
    (4,481
    )
    
    $
    90,798COST OF GOODS SOLD
    
    
    57,188
    
    
    
    17,041
    
    
    
    
    
    
    
    74,229GROSS PROFIT
    
    
    15,917
    
    
    
    5,133
    
    
    
    (4,481
    )
    
    
    16,569SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    7,804
    
    
    
    3,419
    
    
    
    (4,481
    )
    
    
    6,742OPERATING INCOME
    
    
    8,113
    
    
    
    1,714
    
    
    
    
    
    
    
    9,827INTEREST EXPENSE
    
    
    3,834
    
    
    
    231
    
    
    
    
    
    
    
    4,065OTHER INCOME
    
    
    (11
    )
    
    
    
    
    
    
    
    
    
    
    (11
    )INCOME BEFORE INCOME TAXES
    
    
    4,290
    
    
    
    1,483
    
    
    
    
    
    
    
    5,773INCOME TAX EXPENSE
    
    
    229
    
    
    
    436
    
    
    
    
    
    
    
    665INCOME FROM GUARANTOR SUBSIDIARIES
    
    
    1,047
    
    
    
    
    
    
    
    (1,047
    )
    
    
    NET INCOME
    
    $
    5,108
    
    
    $
    1,047
    
    
    $
    (1,047
    )
    
    $
    5,108
 COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2007
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalNET SALES
    
    $
    105,290
    
    
    $
    7,640
    
    
    $
    (3,534
    )
    
    $
    109,396COST OF GOODS SOLD
    
    
    89,144
    
    
    
    3,766
    
    
    
    
    
    
    
    92,910GROSS PROFIT
    
    
    16,146
    
    
    
    3,874
    
    
    
    (3,534
    )
    
    
    16,486SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    8,527
    
    
    
    3,487
    
    
    
    (3,534
    )
    
    
    8,480RESTRUCTURING CHARGES
    
    
    364
    
    
    
    
    
    
    
    
    
    
    
    364OPERATING INCOME
    
    
    7,255
    
    
    
    387
    
    
    
    
    
    
    
    7,642INTEREST EXPENSE
    
    
    2,906
    
    
    
    198
    
    
    
    
    
    
    
    3,104OTHER LOSS
    
    
    10
    
    
    
    
    
    
    
    
    
    
    
    10INCOME BEFORE INCOME TAXES
    
    
    4,339
    
    
    
    189
    
    
    
    
    
    
    
    4,528INCOME TAX EXPENSE
    
    
    1,675
    
    
    
    59
    
    
    
    
    
    
    
    1,734INCOME FROM GUARANTOR SUBSIDIARIES
    
    
    130
    
    
    
    
    
    
    
    (130
    )
    
    
    NET INCOME
    
    $
    2,794
    
    
    $
    130
    
    
    $
    (130
    )
    
    $
    2,794
 12




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COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2006
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    14,719
    
    
    $
    15
    
    
    $
    
    
    
    $
    14,734Accounts receivablenet of allowances
    
    
    60,789
    
    
    
    1,529
    
    
    
    
    
    
    
    62,318Intercompany receivable
    
    
    
    
    
    
    16,168
    
    
    
    (16,168
    )
    
    
    Inventories
    
    
    60,007
    
    
    
    6,758
    
    
    
    
    
    
    
    66,765Deferred income taxes
    
    
    1,931
    
    
    
    205
    
    
    
    
    
    
    
    2,136Prepaid expenses and other current assets
    
    
    2,268
    
    
    
    1,838
    
    
    
    (1,367
    )
    
    
    2,739Total current assets
    
    
    139,714
    
    
    
    26,513
    
    
    
    (17,535
    )
    
    
    148,692PROPERTY, PLANT AND EQUIPMENT, NET
    
    
    16,197
    
    
    
    5,625
    
    
    
    
    
    
    
    21,822GOODWILL AND INTELLECTUAL PROPERTY, NET
    
    
    60,497
    
    
    
    141
    
    
    
    
    
    
    
    60,638DEFERRED DEBT ISSUANCE COSTS, NET AND OTHER
ASSETS
    
    
    4,590
    
    
    
    3
    
    
    
    
    
    
    
    4,593INVESTMENT IN SUBSIDIARIES
    
    
    22,480
    
    
    
    
    
    
    
    (22,480
    )
    
    
    TOTAL ASSETS
    
    $
    243,478
    
    
    $
    32,282
    
    
    $
    (40,015
    )
    
    $
    235,745LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    356
    
    
    $
    580
    
    
    $
    
    
    
    $
    936Accounts payable
    
    
    12,245
    
    
    
    846
    
    
    
    
    
    
    
    13,091Intercompany payable
    
    
    12,676
    
    
    
    3,492
    
    
    
    (16,168
    )
    
    
    Accrued liabilities
    
    
    17,049
    
    
    
    3,900
    
    
    
    (1,367
    )
    
    
    19,582Total current liabilities
    
    
    42,326
    
    
    
    8,818
    
    
    
    (17,535
    )
    
    
    33,609LONG-TERM DEBT
    
    
    120,686
    
    
    
    885
    
    
    
    
    
    
    
    121,571DEFERRED INCOME TAXES
    
    
    2,625
    
    
    
    99
    
    
    
    
    
    
    
    2,724SHAREHOLDERS EQUITY:Common stock
    
    
    17
    
    
    
    
    
    
    
    
    
    
    
    17Additional paid-in capital
    
    
    80,421
    
    
    
    1
    
    
    
    (1
    )
    
    
    80,421Retained earnings (accumulated deficit)
    
    
    (2,597
    )
    
    
    22,479
    
    
    
    (22,479
    )
    
    
    (2,597
    )Total shareholders equity
    
    
    77,841
    
    
    
    22,480
    
    
    
    (22,480
    )
    
    
    77,841TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    243,478
    
    
    $
    32,282
    
    
    $
    (40,015
    )
    
    $
    235,745
 13




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##### Table of Contents



COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING BALANCE SHEET AS OF MARCH 31, 2006
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    43
    
    
    $
    19
    
    
    $
    
    
    
    $
    62Accounts receivablenet of allowances
    
    
    54,275
    
    
    
    2,246
    
    
    
    
    
    
    
    56,521Intercompany receivable
    
    
    
    
    
    
    14,948
    
    
    
    (14,948
    )
    
    
    Inventories
    
    
    67,962
    
    
    
    5,527
    
    
    
    
    
    
    
    73,489Deferred income taxes
    
    
    
    
    
    
    167
    
    
    
    
    
    
    
    167Prepaid expenses and other current assets
    
    
    2,511
    
    
    
    1,784
    
    
    
    (1,210
    )
    
    
    3,085Total current assets
    
    
    124,791
    
    
    
    24,691
    
    
    
    (16,158
    )
    
    
    133,324PROPERTY, PLANT AND EQUIPMENT, NET
    
    
    18,354
    
    
    
    6,240
    
    
    
    
    
    
    
    24,594GOODWILL AND INTELLECTUAL PROPERTY, NET
    
    
    60,507
    
    
    
    141
    
    
    
    
    
    
    
    60,648DEFERRED DEBT ISSUANCE COSTS, NET AND OTHER
ASSETS
    
    
    5,360
    
    
    
    3
    
    
    
    
    
    
    
    5,363INVESTMENT IN SUBSIDIARIES
    
    
    21,775
    
    
    
    
    
    
    
    (21,775
    )
    
    
    TOTAL ASSETS
    
    $
    230,787
    
    
    $
    31,075
    
    
    $
    (37,933
    )
    
    $
    223,929LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    335
    
    
    $
    552
    
    
    $
    
    
    
    $
    887Accounts payable
    
    
    28,286
    
    
    
    971
    
    
    
    
    
    
    
    29,257Intercompany payable
    
    
    11,505
    
    
    
    3,443
    
    
    
    (14,948
    )
    
    
    Accrued liabilities
    
    
    12,978
    
    
    
    2,998
    
    
    
    (1,210
    )
    
    
    14,766Total current liabilities
    
    
    53,104
    
    
    
    7,964
    
    
    
    (16,158
    )
    
    
    44,910LONG-TERM DEBT
    
    
    165,158
    
    
    
    1,249
    
    
    
    
    
    
    
    166,407DEFERRED INCOME TAXES
    
    
    
    
    
    
    87
    
    
    
    
    
    
    
    87SHAREHOLDERS EQUITY:Common stock
    
    
    13
    
    
    
    
    
    
    
    
    
    
    
    13Additional paid-in capital
    
    
    25,546
    
    
    
    1
    
    
    
    (1
    )
    
    
    25,546Retained earnings (accumulated deficit)
    
    
    (13,034
    )
    
    
    21,774
    
    
    
    (21,774
    )
    
    
    (13,034
    )Total shareholders equity
    
    
    12,525
    
    
    
    21,775
    
    
    
    (21,775
    )
    
    
    12,525TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    230,787
    
    
    $
    31,075
    
    
    $
    (37,933
    )
    
    $
    223,929
 14




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##### Table of Contents



COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING BALANCE SHEET AS OF MARCH 31, 2007
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    28,134
    
    
    $
    22
    
    
    $
    
    
    
    $
    28,156Accounts receivablenet of allowances
    
    
    68,848
    
    
    
    2,279
    
    
    
    
    
    
    
    71,127Inventories
    
    
    50,715
    
    
    
    5,481
    
    
    
    
    
    
    
    56,196Deferred income taxes
    
    
    1,999
    
    
    
    216
    
    
    
    
    
    
    
    2,215Assets held for sale
    
    
    661
    
    
    
    
    
    
    
    
    
    
    
    661Intercompany
receivable
    
    
    
    
    
    
    11,843
    
    
    
    (11,843
    )
    
    
    Prepaid expenses and other current assets
    
    
    4,574
    
    
    
    2,388
    
    
    
    (1,314
    )
    
    
    5,648Total current assets
    
    
    154,931
    
    
    
    22,229
    
    
    
    (13,157
    )
    
    
    164,003PROPERTY, PLANT AND EQUIPMENT, NET
    
    
    14,957
    
    
    
    5,430
    
    
    
    
    
    
    
    20,387GOODWILL AND INTELLECTUAL PROPERTY, NET
    
    
    60,494
    
    
    
    141
    
    
    
    
    
    
    
    60,635DEFERRED DEBT ISSUANCE COSTS, NET AND OTHER
ASSETS
    
    
    4,921
    
    
    
    3
    
    
    
    
    
    
    
    4,924INVESTMENT IN SUBSIDIARIES
    
    
    22,610
    
    
    
    
    
    
    
    (22,610
    )
    
    
    TOTAL ASSETS
    
    $
    257,913
    
    
    $
    27,803
    
    
    $
    (35,767
    )
    
    $
    249,949LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    366
    
    
    $
    589
    
    
    $
    
    
    
    $
    955Accounts payable
    
    
    25,443
    
    
    
    1,232
    
    
    
    
    
    
    
    26,675Intercompany payable
    
    
    11,843
    
    
    
    
    
    
    
    (11,843
    )
    
    
    Accrued liabilities
    
    
    16,016
    
    
    
    2,510
    
    
    
    (1,314
    )
    
    
    17,212Total current liabilities
    
    
    53,668
    
    
    
    4,331
    
    
    
    (13,157
    )
    
    
    44,842LONG-TERM DEBT
    
    
    120,591
    
    
    
    770
    
    
    
    
    
    
    
    121,361DEFERRED INCOME TAXES
    
    
    2,358
    
    
    
    92
    
    
    
    
    
    
    
    2,450SHAREHOLDERS EQUITY:Common Stock
    
    
    17
    
    
    
    
    
    
    
    
    
    
    
    17Additional paid-in capital
    
    
    81,082
    
    
    
    1
    
    
    
    (1
    )
    
    
    81,082Retained earnings
    
    
    197
    
    
    
    22,609
    
    
    
    (22,609
    )
    
    
    197Total shareholders equity
    
    
    81,296
    
    
    
    22,610
    
    
    
    (22,610
    )
    
    
    81,296TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    257,913
    
    
    $
    27,803
    
    
    $
    (35,767
    )
    
    $
    249,949
 15




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##### Table of Contents



COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2006
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalCASH FLOW FROM OPERATING ACTIVITIES:Net income
    
    $
    5,108
    
    
    $
    1,047
    
    
    $
    (1,047
    )
    
    $
    5,108Adjustments to reconcile net income to net cash
flow from operating activities:Depreciation and amortization
    
    
    1,526
    
    
    
    215
    
    
    
    
    
    
    
    1,741Deferred tax provision
    
    
    
    
    
    
    11
    
    
    
    
    
    
    
    11Loss on disposal of fixed assets
    
    
    64
    
    
    
    
    
    
    
    
    
    
    
    64Gain on sale of investment
    
    
    (11
    )
    
    
    
    
    
    
    
    
    
    
    (11
    )Equity in consolidated subsidiaries
    
    
    (1,047
    )
    
    
    
    
    
    
    1,047
    
    
    
    Changes in operating assets and liabilities:Accounts receivable
    
    
    3,127
    
    
    
    (808
    )
    
    
    
    
    
    
    2,319Inventories
    
    
    (6,680
    )
    
    
    1,080
    
    
    
    
    
    
    
    (5,600
    )Prepaid expenses and other assets
    
    
    (564
    )
    
    
    (919
    )
    
    
    1,210
    
    
    
    (273
    )Accounts payable
    
    
    7,140
    
    
    
    1
    
    
    
    
    
    
    
    7,141Intercompany accounts
    
    
    (811
    )
    
    
    811
    
    
    
    
    
    
    
    Accrued liabilities
    
    
    359
    
    
    
    (1,159
    )
    
    
    (1,210
    )
    
    
    (2,010
    )Net cash flow from operating activities
    
    
    8,211
    
    
    
    279
    
    
    
    
    
    
    
    8,490CASH FLOW FROM INVESTING ACTIVITIES:Capital expenditures
    
    
    (763
    )
    
    
    (145
    )
    
    
    
    
    
    
    (908
    )Proceeds from the sale of investment
    
    
    82
    
    
    
    
    
    
    
    
    
    
    
    82Net cash flow from investing activities
    
    
    (681
    )
    
    
    (145
    )
    
    
    
    
    
    
    (826
    )CASH FLOW FROM FINANCING ACTIVITIES:Net repayment under revolving loan facilities
    
    
    (1,791
    )
    
    
    
    
    
    
    
    
    
    
    (1,791
    )Repayment of long-term debt
    
    
    (80
    )
    
    
    (135
    )
    
    
    
    
    
    
    (215
    )Dividends paid to shareholders
    
    
    (5,654
    )
    
    
    
    
    
    
    
    
    
    
    (5,654
    )Net cash flow from financing activities
    
    
    (7,525
    )
    
    
    (135
    )
    
    
    
    
    
    
    (7,660
    )INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
    
    
    5
    
    
    
    (1
    )
    
    
    
    
    
    
    4CASH AND CASH EQUIVALENTS  Beginning of period
    
    
    38
    
    
    
    20
    
    
    
    
    
    
    
    58CASH AND CASH EQUIVALENTS  End of period
    
    $
    43
    
    
    $
    19
    
    
    $
    
    
    
    $
    62NONCASH ACTIVITYUnpaid capital expenditures
    
    
    156
    
    
    
    
    
    
    
    
    
    
    
    156SUPPLEMENTAL
CASH FLOW INFORMATIONIncome taxes paid
    
    
    175
    
    
    
    79
    
    
    
    
    
    
    
    254Interest paid
    
    
    879
    
    
    
    33
    
    
    
    
    
    
    
    912
 16




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##### Table of Contents



COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2007
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalCASH FLOW FROM OPERATING ACTIVITIES:Net income
    
    $
    2,794
    
    
    $
    130
    
    
    $
    (130
    )
    
    $
    2,794Adjustments to reconcile net income to net cash
flow from operating activities:Depreciation and amortization
    
    
    1,099
    
    
    
    247
    
    
    
    
    
    
    
    1,346Deferred tax provision
    
    
    (335
    )
    
    
    (18
    )
    
    
    
    
    
    
    (353
    )Stock-based compensation
    
    
    973
    
    
    
    
    
    
    
    
    
    
    
    973Gain on sale of fixed assets
    
    
    (1
    )
    
    
    
    
    
    
    
    
    
    
    (1
    )Equity in consolidated subsidiaries
    
    
    (130
    )
    
    
    
    
    
    
    130
    
    
    
    Changes in operating assets and liabilities:Accounts receivable
    
    
    (8,059
    )
    
    
    (750
    )
    
    
    
    
    
    
    (8,809
    )Inventories
    
    
    9,292
    
    
    
    1,277
    
    
    
    
    
    
    
    10,569Prepaid expenses and other assets
    
    
    (2,871
    )
    
    
    (550
    )
    
    
    (53
    )
    
    
    (3,474
    )Accounts payable
    
    
    13,159
    
    
    
    386
    
    
    
    
    
    
    
    13,545Intercompany accounts
    
    
    (833
    )
    
    
    833
    
    
    
    
    
    
    
    Accrued liabilities
    
    
    (1,033
    )
    
    
    (1,390
    )
    
    
    53
    
    
    
    (2,370
    )Net cash flow from operating activities
    
    
    14,055
    
    
    
    165
    
    
    
    
    
    
    
    14,220CASH FLOW FROM INVESTING ACTIVITIES:Capital expenditures
    
    
    (250
    )
    
    
    (52
    )
    
    
    
    
    
    
    (302
    )Proceeds from sale of fixed assets
    
    
    7
    
    
    
    
    
    
    
    
    
    
    
    7Net cash flow from investing activities
    
    
    (243
    )
    
    
    (52
    )
    
    
    
    
    
    
    (295
    )CASH FLOW FROM FINANCING ACTIVITIES:Common stock issuance costs
    
    
    (312
    )
    
    
    
    
    
    
    
    
    
    
    (312
    )Repayment of long-term debt
    
    
    (85
    )
    
    
    (106
    )
    
    
    
    
    
    
    (191
    )Net cash flow from financing activities
    
    
    (397
    )
    
    
    (106
    )
    
    
    
    
    
    
    (503
    )INCREASE IN
CASH AND CASH EQUIVALENTS
    
    
    13,415
    
    
    
    7
    
    
    
    
    
    
    
    13,422CASH AND CASH EQUIVALENTS  Beginning of period
    
    
    14,719
    
    
    
    15
    
    
    
    
    
    
    
    14,734CASH AND CASH EQUIVALENTS  End of period
    
    $
    28,134
    
    
    $
    22
    
    
    $
    
    
    
    $
    28,156NONCASH ACTIVITYUnpaid capital expenditures
    
    
    39
    
    
    
    
    
    
    
    
    
    
    
    39SUPPLEMENTAL
CASH FLOW INFORMATIONIncome taxes paid
    
    
    1,065
    
    
    
    
    
    
    
    
    
    
    
    1,065Interest paid
    
    
    202
    
    
    
    6
    
    
    
    
    
    
    
    208
 17




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##### Table of Contents



14.
SUBSEQUENT EVENTS
      18




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##### Table of Contents



ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 The following discussion contains forward-looking statements that involve risks and
uncertainties. Our actual results may differ materially from those anticipated in these
forward-looking statements as a result of a variety of risks and uncertainties, including those
described in this report under Cautionary Note Regarding Forward-Looking Statements and under
Item 1A.Risk Factors in our Annual Report on Form 10-K, for the fiscal year ended December 31,
2006. We assume no obligation to update any of these forward-looking statements. You should read
the following discussion in conjunction with our condensed consolidated financial statements and
the notes thereto included in this report.
 Overview
 General
     19




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##### Table of Contents



Recent Development
    20




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##### Table of Contents




    
    diversifies our end markets, expands our customer base and strengthens our
competitive position in the industry by adding Copperfields relationships and
niche market leadership. The acquisition of Copperfield deepens our penetration
into several of our distribution channels, including the automotive, electrical distribution, wire
and cable, RV and industrial contractor channels, and adds new relationships with a
diversified group of OEM customers, including agriculture, appliance, battery
cable, marine, motors/transformers and welding.
    
    increases our scale and diversifies our product portfolio.
    
    mitigates the sensitivity of our operating results to the fluctuations in prices
for our raw material inputs such as copper. Copperfields cost-plus pricing
methodology has provided stability to Copperfields gross profit despite
wide fluctuations in copper pricing. We believe that combining our operations with
Copperfield will offset the effect of copper price fluctuations on our financial
results.
    
    provides opportunities for operational synergies and cost savings through
capitalizing on joint purchasing opportunities, engineering and working capital
management and reduction in overhead costs, as well as increasing productivity by
implementing best practices.
    
    maximizes our manufacturing and distribution efficiency and reach through the
restructuring and realignment of our combined nationwide footprint.
    
    provides additional depth to our existing management team by adding two senior
executives with a combined 56 years of industry experience and a proven track
record in developing and sustaining efficient manufacturing operations.
  Business Segment Information
  21




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##### Table of Contents



Consolidated Results of Operations
  Three Months Ended March 31,2006
    
    
    2007Amount
    
    
    %
    
    
    Amount
    
    
    %Net sales
    
    $
    90,798
    
    
    
    100.0
    %
    
    $
    109,396
    
    
    
    100.0
    %Gross profit
    
    
    16,569
    
    
    
    18.2
    
    
    
    16,486
    
    
    
    15.1Selling,
engineering, general and administrative expenses
    
    
    6,742
    
    
    
    7.4
    
    
    
    8,480
    
    
    
    7.8Restructuring charges
    
    
    
    
    
    
    0.0
    
    
    
    364
    
    
    
    0.3Operating income
    
    
    9,827
    
    
    
    10.8
    
    
    
    7,642
    
    
    
    7.0Interest expense
    
    
    4,065
    
    
    
    4.5
    
    
    
    3,104
    
    
    
    2.8Other
(income) expense
    
    
    (11
    )
    
    
    0.0
    
    
    
    10
    
    
    
    0.0Income before income taxes
    
    
    5,773
    
    
    
    6.4
    
    
    
    4,528
    
    
    
    4.2Income tax expense
    
    
    665
    
    
    
    0.7
    
    
    
    1,734
    
    
    
    1.6Net income
    
    $
    5,108
    
    
    
    5.6
    
    
    $
    2,794
    
    
    
    2.6Pro Forma
DataIncome
before income taxes
    
    $
    5,773
    
    
    
    6.4Pro forma
income tax expense
    
    
    2,300
    
    
    
    2.6Pro forma
net income
    
    $
    3,473
    
    
    
    3.8Capital expenditures
    
    $
    908
    
    
    
    
    
    
    $
    302Depreciation expense
    
    $
    1,504
    
    
    
    
    
    
    $
    1,109
 22




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##### Table of Contents



Three Months Ended March 31, 2007 Compared with Three Months Ended March 31, 2006
 Net sales
 Gross profit margin
 Selling, engineering, general and administrative (SEG&A)
 Restructuring Charges
 Interest expense, net 
 Income tax expense
 23




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##### Table of Contents



Segment Results
  Three Months Ended March 31,2006
    
    
    2007Amount
    
    
    %
    
    
    Amount
    
    
    %(In thousands)Net sales:Electrical/Wire and Cable Distributors
    
    $
    32,013
    
    
    
    35.3
    %
    
    $
    35,682
    
    
    
    32.6
    %Specialty Distributors and OEMs
    
    
    48,844
    
    
    
    53.8
    
    
    
    55,569
    
    
    
    50.8Consumer Outlets
    
    
    9,941
    
    
    
    10.9
    
    
    
    18,145
    
    
    
    16.6Total
    
    $
    90,798
    
    
    
    100.0
    %
    
    $
    109,396
    
    
    
    100.0
    %Operating income:Electrical/Wire and Cable Distributors
    
    $
    4,959
    
    
    
    15.5
    %
    
    $
    2,762
    
    
    
    7.7
    %Specialty Distributors and OEMs
    
    
    5,708
    
    
    
    11.7
    
    
    
    4,321
    
    
    
    7.8Consumer Outlets
    
    
    106
    
    
    
    1.1
    
    
    
    1,990
    
    
    
    11.0Total
    
    
    10,773
    
    
    
    
    
    
    
    9,073Corporate
    
    
    (946
    )
    
    
    
    
    
    
    (1,431
    )Consolidated operating income
    
    $
    9,827
    
    
    
    10.8
    
    
    $
    7,642
    
    
    
    7.0
 Three Months Ended March 31, 2007 Compared with Three Months Ended March 31, 2006
 Electrical/Wire and Cable Distributors
   Specialty Distributors and OEMs
   24




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##### Table of Contents



Consumer Outlets
   Liquidity and Capital Resources
 Debt
  As ofMarch 31, 2007Senior notes
    
    $
    120,000Capital lease obligations
    
    
    626Other long-term debt
    
    
    735Total long-term debt
    
    $
    121,361
 Senior Secured Revolving Credit Facility
   25




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
    
    require us to maintain a leverage ratio that does not exceed 6.5 to 1.0 as of the last day
of each fiscal quarter, and
    
    require us to maintain a fixed charge coverage ratio of not less than 1.1 to 1.0 as of the
last day of each fiscal quarter.
      26




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##### Table of Contents




    
    require us to maintain a fixed charge coverage ratio of not less than 1.1 to 1.0 for any
month during which excess availability under the credit facility
falls below $30.0 million, and
    
    require us to maintain excess availability under the credit facility of not less than
$10.0 million.
 Senior Notes
     
 27




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##### Table of Contents



Current and Future Liquidity
   
    
    our historical earnings and cash flow performance;
    
    managements assessment of our future working capital needs;
    
    our current and projected debt service expenses;
    
    managements planned capital expenditures; and
    
    our ability to borrow additional funds under the terms of our
credit facility.
    28




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Seasonality
  29




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##### Table of Contents



Contractual Obligations
  Payments Due by PeriodLess than
    
    
    
    
    
    
    
    
    
    AfterContractual Obligations
    
    Total
    
    1 Year
    
    2-3 Years
    
    4-5 Years
    
    5 Years(Dollars in thousands)Current and long-term debt obligations
(including interest)
    
    
    186,589
    
    
    
    12,496
    
    
    
    36,166
    
    
    
    137,810
    
    
    
    117Capital lease obligations (including interest)
    
    
    1,191
    
    
    
    509
    
    
    
    682
    
    
    
    
    
    
    
    Operating lease obligations
    
    
    7,620
    
    
    
    2,208
    
    
    
    3,162
    
    
    
    1,127
    
    
    
    1,123Purchase obligations
    
    
    31,749
    
    
    
    31,749
    
    
    
    
    
    
    
    
    
    
    
    
 Other
Obligations
     Off-Balance Sheet Assets and Obligations
  New Accounting Pronouncements
 Accounting for Uncertainty in
Income Taxes
 Fair Value
Measurement
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##### Table of Contents



The Fair Value Option for Financial Assets and
Financial Liabilities including an Amendment of FASB Statement No, 115
 Cautionary Note Regarding Forward-Looking Statements
  www.sec.gov
  
    
    fluctuations in the supply or price of copper and other raw materials;
    
    increased competition from other wire and cable manufacturers, including foreign
manufacturers;
    
    pricing pressures causing margins to decrease;
    
    general economic conditions and changes in the demand for our products by key customers;
    
    the consummation of acquisitions, including Copperfield;
    
    failure to identify, finance or integrate acquisitions; and
 31




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##### Table of Contents




    
    other risks and uncertainties, including those described under Item 1A.Risk
Factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2006.
  
 ITEM 3. Quantitative and Qualitative Disclosures about Market Risk
  Commodity Risk.
 Interest Rate Risk.
 
 ITEM 4. Controls and Procedures
   32




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##### Table of Contents



PART II OTHER INFORMATION
 
 ITEM 1. Legal Proceedings
  
 ITEM 1A. Risk Factors
  We may have difficulty integrating the operations of Copperfield. Should we fail to integrate
their operations, our results of operations and profitability could be negatively impacted.
  
 ITEM 6. Exhibits
 See Index to Exhibits
 33




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##### Table of Contents



SIGNATURES
  COLEMAN CABLE, INC.
(Registrant)Date: May 9, 2007
    By
    /s/ G. Gary YetmanChief Executive Officer and PresidentDate: May 9, 2007
    By
    /s/ Richard N. BurgerChief Financial Officer, ExecutiveVice President, Secretary and
Treasurer 34




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##### Table of Contents



Item No.
    
    
    
    Description2.0
    
    
    
    Equity Interest Purchase Agreement
dated as of March 11, 2007, among Coleman Cable, Inc., the
Copperfield Sellers defined therein and, solely with respect to
Section 10.10 thereof, the additional signatures thereto.3.1
    
    
    
    Certificate of Incorporation of Coleman Cable, Inc., as filed
with the Delaware Secretary of State on October 10, 2006,
incorporated herein by reference to our Quarterly Report on Form
10-Q for the quarter ended September 30, 2006.3.2
    
    
    
    Amended and Restated By-Laws of Coleman Cable, Inc., effective
as of October 11, 2006, incorporated herein by reference to our
Quarterly Report on Form 10-Q for the quarter ended September 30,
2006.4.1
    
    
    
    Registration Rights Agreement dated September 28, 2004 between
Coleman Cable, Inc. and Wachovia Capital Markets, LLC, as Initial
Purchaser under the Purchase Agreement, incorporated herein by
reference to our Form S-4 filed on April 26, 2005.4.2
    
    
    
    Indenture dated as of September 28, 2004 among Coleman Cable, Inc.,
the Note Guarantors from time to time party thereto and Deutsche
Bank Trust Company Americas, as Trustee, incorporated herein by
reference to our Form S-4 filed on April 26, 2005.4.3
    
    
    
    Registration Rights Agreement, dated October 11, 2006 between
Coleman Cable, Inc. and Friedman, Billings, Ramsey & Co., Inc.,
incorporated herein by reference to our Quarterly Report on Form
10-Q for the quarter ended September 30, 2006.4.4
    
    
    
    Shareholders Agreement, dated October 11, 2006 between Coleman
Cable, Inc. and its Existing Holders, incorporated herein by
reference to our Quarterly Report on Form 10-Q for the quarter ended
September 30, 2006.10.1
    
    
    
    Credit Agreement dated as of September 28, 2004 among Coleman Cable,
Inc. and certain of its U.S. Subsidiaries, as Borrowers, the Lenders
named therein, Wachovia Bank, National Association, as
Administrative Agent, ING Capital LLC and National City Business
Credit, Inc., as Syndication Agents, and PNC Bank, National
Association and Associated Bank, National Association, as
Documentation Agents, incorporated herein by reference to our Form
S-4 filed on April 26, 2005.10.2
    
    
    
    First Amendment and Waiver to Credit Agreement dated as of September
30, 2004 among Coleman Cable, Inc. and certain of its U.S.
Subsidiaries, as Borrowers, the Lenders named therein, and Wachovia
Bank, National Association, as administrative agent, incorporated
herein by reference to our Form S-4 filed on April 26, 2005.10.3
    
    
    
    Second Amendment to Credit Agreement dated as of September 30, 2004
among Coleman Cable, Inc. and certain of its U.S. Subsidiaries, as
Borrowers, the Lenders named therein, and Wachovia Bank, National
Association, as administrative agent, incorporated herein by
reference to our Form S-4 filed on April 26, 2005.10.4
    
    
    
    Lease dated as of September 11, 2003, by and between Panattoni
Development Company, LLC and Coleman Cable, Inc., as subsequently
assumed by HQ2 Properties, LLC pursuant to an
 35




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##### Table of Contents



Item No.
    
    
    
    DescriptionAssignment and
Assumption of Lease, dated as of August 15, 2005, amended by First
Amendment to Lease, dated as of August 15, 2005, by and between HQ2
Properties, LLC and Coleman Cable, Inc., incorporated herein by
reference to our Quarterly Report on Form 10-Q for the quarter ended
September 30, 2005.10.5
    
    
    
    Third Amendment to Credit Agreement dated as of November 2, 2005
among Coleman Cable, Inc. and certain of its U.S. Subsidiaries, as
Borrowers, the Lenders named therein, and Wachovia Bank, National
Association, as administrative agent, incorporated herein by
reference to our Quarterly Report on Form 10-Q for the quarter ended
September 30, 2005.10.6
    
    
    
    Fourth Amendment to Credit Agreement dated as of August 14,
2006, among Coleman Cable, Inc. and certain of its U.S.
Subsidiaries, as Borrowers, the Lenders named therein, and Wachovia
Bank, National Association, as administrative agent, incorporated
herein by reference to our Quarterly Report on Form 10-Q for the
quarter ended September 30, 2006.10.7
    
    
    
    Amended and Restated Credit Agreement dated as of April 2, 2007,
among Coleman Cable, Inc. and certain of its U.S. Subsidiaries, as
Borrowers, the Lenders named therein, and Wachovia Bank, National
Association, as administrative agent.31.1
    
    
    
    Certification of Chief Executive Officer pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002.31.2
    
    
    
    Certification of Chief Financial Officer pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002.32.1
    
    
    
    Certification of Chief Executive Officer and Chief Financial Officer
pursuant to 18 U.S.C. Section 1350, adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
 
  36