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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 September 30, 2006
 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 333-124334
 
 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
  (847) 672-2300
 
 þ o
  o o þ
 o þ




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##### 



INDEX
 PagePART I. FINANCIAL INFORMATIONItem 1. Financial Statements.Condensed Consolidated Statements of Operations for the three and nine months ended
September 30, 2005 and 2006
    
    
    1Condensed Consolidated Balance Sheets as December 31, 2005, September 30, 2005 and 2006
    
    
    2Condensed Consolidated Statements of Cash Flows for the nine months ended
September 30, 2005 and 2006
    
    
    3Condensed
Consolidated Statements of Changes in Shareholders Equity for the nine months ended
September 30, 2005 and 2006
    
    
    4Notes to Condensed Consolidated Financial Statements
    
    
    5Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    21Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    35Item 4. Controls and Procedures
    
    
    35PART II. OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    37Item 1A. Risk Factors
    
    
    37Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    39Item 4. Submission of Matters to a Vote of Security Holders
    
    
    40Item 6. Exhibits
    
    
    40Signatures
    
    
    41Exhibit Index
    
    
    42Exhibit 1.1 - Purchase/Placement AgreementExhibit 3.1 - Amended and Restated Certificate of IncorporationExhibit 3.2 - Amended and Restated By-LawsExhibit 4.3 - Registration Rights AgreementExhibit 4.4 - Shareholders AgreementExhibit 10.1 - Fourth Amendment to the Credit AgreementExhibit 10.2 - Amended and Restated Employment Agreement - G. Gary YetmanExhibit 10.3 - Amended and Restated Employment Agreement - Richard N. BurgerExhibit 10.4 - Amended and Restated Employment Agreement - Jeffrey D. JohnstonExhibit 10.5 - Consulting Agreement - David BistricerExhibit 10.6 - Consulting Agreement - Nachum SteinExhibit 10.7 - 2006 Long-Term Stock Incentive PlanExhibit 10.8 - Miami Lease Termination and Release AgreementExhibit 10.9 - Tax Matters AgreementExhibit 31.1 - Certification of CEO Pursuant to Section 302Exhibit 31.2 - Certification of CFO Pursuant to Section 302Exhibit 32.1 - Certification of CEO and CFO Pursuant to Section 906




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PART I  FINANCIAL INFORMATION
 
 ITEM 1. Financial Statements
 COLEMAN CABLE, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 (Dollars in thousands except share data)
 (unaudited)
 Three months ended September 30,
    
    
    Nine months ended September 30,2005
    
    
    2006
    
    
    2005
    
    
    2006NET SALES
    
    $
    93,625
    
    
    $
    114,925
    
    
    $
    251,251
    
    
    $
    320,137COST OF GOODS SOLD
    
    
    78,948
    
    
    
    90,697
    
    
    
    214,724
    
    
    
    254,712GROSS PROFIT
    
    
    14,677
    
    
    
    24,228
    
    
    
    36,527
    
    
    
    65,425SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    6,487
    
    
    
    9,158
    
    
    
    18,230
    
    
    
    23,049RESTRUCTURING CHARGES
    
    
    
    
    
    
    891
    
    
    
    
    
    
    
    1,210OPERATING INCOME
    
    
    8,190
    
    
    
    14,179
    
    
    
    18,297
    
    
    
    41,166INTEREST EXPENSE
    
    
    3,948
    
    
    
    4,185
    
    
    
    11,445
    
    
    
    12,506OTHER INCOME
    
    
    
    
    
    
    
    
    
    
    (1,264
    )
    
    
    (11
    )INCOME BEFORE INCOME TAXES
    
    
    4,242
    
    
    
    9,994
    
    
    
    8,116
    
    
    
    28,671INCOME TAX EXPENSE
    
    
    816
    
    
    
    235
    
    
    
    1,971
    
    
    
    1,009NET INCOME
    
    $
    3,426
    
    
    $
    9,759
    
    
    $
    6,145
    
    
    $
    27,662Basic and diluted net income per share:
    
    $
    0.27
    
    
    $
    0.77
    
    
    $
    0.48
    
    
    $
    2.17Basic and diluted weighted average shares outstanding:
    
    
    12,749,400
    
    
    
    12,753,150
    
    
    
    12,749,400
    
    
    
    12,750,650
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COLEMAN CABLE, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED BALANCE SHEETS
 (Dollars in thousands except share data)
 (unaudited)
 December 31,
    
    
    September 30,
    
    
    September 30,2005
    
    
    2005
    
    
    2006ASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    58
    
    
    $
    69
    
    
    $
    52Accounts receivable, less allowance for uncollectible accounts of
$1,876, $1,905 and $2,262, respectively
    
    
    58,840
    
    
    
    61,867
    
    
    
    73,672Inventories
    
    
    67,889
    
    
    
    68,161
    
    
    
    80,377Deferred income taxes
    
    
    206
    
    
    
    
    
    
    
    104Prepaid expenses and other current assets
    
    
    2,890
    
    
    
    2,879
    
    
    
    4,133Total current assets
    
    
    129,883
    
    
    
    132,976
    
    
    
    158,338PROPERTY, PLANT AND EQUIPMENT:Land
    
    
    579
    
    
    
    579
    
    
    
    579Buildings and leasehold improvements
    
    
    7,732
    
    
    
    7,733
    
    
    
    7,535Machinery, fixtures and equipment
    
    
    44,894
    
    
    
    43,853
    
    
    
    44,68453,205
    
    
    
    52,165
    
    
    
    52,798Less accumulated depreciation and amortization
    
    
    (28,889
    )
    
    
    (27,699
    )
    
    
    (30,634
    )Construction in progress
    
    
    948
    
    
    
    1,175
    
    
    
    693Property, plant and equipment, net
    
    
    25,264
    
    
    
    25,641
    
    
    
    22,857GOODWILL AND INTELLECTUAL PROPERTY, NET
    
    
    60,651
    
    
    
    60,654
    
    
    
    60,642DEFERRED DEBT ISSUANCE COSTS, NET AND OTHER ASSETS
    
    
    5,590
    
    
    
    5,824
    
    
    
    4,826TOTAL ASSETS
    
    $
    221,388
    
    
    $
    225,095
    
    
    $
    246,663LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    874
    
    
    $
    3,364
    
    
    $
    44,973Accounts payable
    
    
    22,126
    
    
    
    36,572
    
    
    
    36,589Accrued liabilities
    
    
    16,776
    
    
    
    16,886
    
    
    
    19,458Deferred income taxes
    
    
    
    
    
    
    517
    
    
    
    Total current liabilities
    
    
    39,776
    
    
    
    57,339
    
    
    
    101,020LONG-TERM DEBT
    
    
    168,426
    
    
    
    159,292
    
    
    
    121,721DEFERRED INCOME TAXES
    
    
    115
    
    
    
    119
    
    
    
    160SHAREHOLDERS EQUITY:Common
stock, par $0.001; 31,260,790 shares authorized and 12,749,400
issued and outstanding on December 31, 2005 and September 30,
2005, and 12,786,900 on September 30, 2006
    
    
    13
    
    
    
    13
    
    
    
    13Additional paid-in capital
    
    
    25,546
    
    
    
    25,546
    
    
    
    26,077Accumulated deficit
    
    
    (12,488
    )
    
    
    (17,214
    )
    
    
    (2,328
    )Total shareholders equity
    
    
    13,071
    
    
    
    8,345
    
    
    
    23,762TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    221,388
    
    
    $
    225,095
    
    
    $
    246,663
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COLEMAN CABLE, INC. AND SUBSIDIARIES





CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


(Dollars in thousands)


(unaudited)


Nine months ended September 30,2005
    
    
    2006CASH FLOW FROM OPERATING ACTIVITIES:Net income
    
    $
    6,145
    
    
    $
    27,662Adjustments to reconcile net income to net cash
flow from operating activities:Depreciation and amortization
    
    
    4,346
    
    
    
    4,799Noncash interest income
    
    
    (110
    )
    
    
    Director stock compensation
    
    
    
    
    
    
    531Deferred tax provision
    
    
    146
    
    
    
    147Loss on disposal of fixed assets  net
    
    
    5
    
    
    
    313Gain on sale of investment  net
    
    
    (1,264
    )
    
    
    (11
    )Changes in operating assets and liabilities:Accounts receivable
    
    
    (13,254
    )
    
    
    (14,832
    )Inventories
    
    
    (18,027
    )
    
    
    (12,488
    )Prepaid expenses and other assets
    
    
    (1,398
    )
    
    
    (1,251
    )Accounts payable
    
    
    16,597
    
    
    
    14,583Accrued liabilities
    
    
    2,222
    
    
    
    2,682Net cash flow from operating activities
    
    
    (4,592
    )
    
    
    22,135CASH FLOW FROM INVESTING ACTIVITIES:Capital expenditures
    
    
    (5,525
    )
    
    
    (2,157
    )Proceeds from sale of fixed assets
    
    
    
    
    
    
    42Proceeds from sale of investment
    
    
    4,379
    
    
    
    82Net cash flow from investing activities
    
    
    (1,146
    )
    
    
    (2,033
    )CASH FLOW FROM FINANCING ACTIVITIES:Net borrowings (repayments) under revolving loan facility
    
    
    9,320
    
    
    
    (1,950
    )Early retirement of debt
    
    
    (3,822
    )
    
    
    Repayment of long-term debt
    
    
    (725
    )
    
    
    (656
    )Dividends paid to shareholders
    
    
    
    
    
    
    (17,502
    )Net cash flow from financing activities
    
    
    4,773
    
    
    
    (20,108
    )DECREASE IN CASH AND CASH EQUIVALENTS
    
    
    (965
    )
    
    
    (6
    )CASH AND CASH EQUIVALENTS  Beginning of period
    
    
    1,034
    
    
    
    58CASH AND CASH EQUIVALENTS  End of period
    
    $
    69
    
    
    $
    52NONCASH ACTIVITYReduction in carrying value of Oswego fixed assets and capital lease obligation
    
    $
    1,878
    
    
    
    Capital lease obligations
    
    
    34
    
    
    
    Unpaid capital expenditures
    
    
    
    
    
    
    46CASH PAID FOR:Interest
    
    $
    7,929
    
    
    $
    8,865Taxes
    
    
    1,405
    
    
    
    387


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COLEMAN CABLE, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY
 (Dollars in thousands
except for share data)
 (unaudited)
 RelatedCommon
    
    
    Common
    
    
    Additional
    
    
    EarningsStock
    
    
    Stock
    
    
    Paid-in
    
    
    (AccumulatedOutstanding
    
    
    Issued
    
    
    Capital
    
    
    Deficit)
    
    
    TotalBALANCE-January 1, 2005
    
    12,749,400
    
    
    $
    13
    
    
    $
    25,546
    
    
    $
    (23,359
    )
    
    $
    2,200Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,145
    
    
    
    6,145BALANCE-September 30, 2005
    
    12,749,400
    
    
    $
    13
    
    
    $
    25,546
    
    
    $
    (17,214
    )
    
    $
    8,345BALANCE-January 1, 2006
    
    12,749,400
    
    
    $
    13
    
    
    $
    25,546
    
    
    $
    (12,488
    )
    
    $
    13,071Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    27,662
    
    
    
    27,662Dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    (17,502
    )
    
    
    (17,502
    )Director
stock compensation
    
    37,500
    
    
    
    
    
    
    
    531
    
    
    
    
    
    
    
    531BALANCE-September 30, 2006
    
    12,786,900
    
    
    $
    13
    
    
    $
    26,077
    
    
    $
    (2,328
    )
    
    $
    23,762
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COLEMAN CABLE, INC. AND SUBSIDIARIES
 
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
 (Dollars in thousands except share data)
 1.
    
    BASIS OF PRESENTATIONThe condensed consolidated financial statements as of and for the three and nine months ended
September 30, 2005 and 2006 included herein are unaudited. In addition, certain information
and footnote disclosures normally included in financial statements prepared in accordance with
United States generally accepted accounting principles (GAAP) have been condensed or
omitted. The interim condensed consolidated financial statements reflect all adjustments
(consisting only of normal recurring accruals) which are, in the opinion of management,
necessary for a fair presentation in conformity with GAAP. The interim condensed consolidated
financial statements should be read in conjunction with the consolidated financial statements
and notes thereto included in the Companys Annual Report on Form 10-K for the fiscal year
ended December 31, 2005. The results of operations for the interim periods should not be
considered indicative of results to be expected for the full year.
The financial statements and footnotes reflect retroactive
presentation for the 312.6079 for 1 stock split that occurred on
October 10, 2006.2.
    
    NEW ACCOUNTING PRONOUNCEMENTSIn November 2004, the FASB issued SFAS No. 151, Inventory Costs  An Amendment of ARB No. 43,
Chapter 4.SFAS No. 151 amends the guidance in ARB No. 43, Chapter 4, Inventory Pricing,to
clarify the accounting for abnormal amounts of idle facility expense, freight, handling costs,
and wasted material (spoilage). SFAS No. 151 is effective for fiscal years beginning after
June 15, 2005 and was required to be adopted in the first quarter of 2006. Adoption of SFAS
No. 151 did not have a material impact on the Companys financial position or results of
operations.In July 2006, the FASB issued Interpretation (FIN) No. 48, Accounting for Uncertainty in
Income Taxes.FIN No. 48 establishes a more-likely-than-not recognition threshold that must
be met before a tax benefit can be recognized in the financial statements. FIN No. 48 also
offers guidelines to determine how much of a tax benefit to recognize in the financial
statements. Under FIN No. 48, the largest amount of tax benefit that is greater than fifty
percent likely of being realized upon ultimate settlement with the taxing authority should be
recognized. FIN No. 48 is effective for fiscal years beginning after December 15, 2006 and is
required to be adopted by the Company in the first quarter of 2007. The Company does not
expect the adoption of FIN No. 48 to have a material impact on the Companys financial
position or results of operation.In September 2006, the FASB issued SFAS No. 157, Fair Value Measurement.SFAS No. 157 defines
fair value, establishes a framework for measuring fair value in generally accepted accounting
principles (GAAP), and expands disclosures about fair value measurements. The Statement does
not require any new fair value measurements in accounting pronouncements where fair value is
the relevant measurement attribute. However, for some entities, the application of this
statement will change current practice for financial statements. SFAS No. 157 is effective
for fiscal years beginning after November 15, 2007, and is required to be adopted by the
Company in the first quarter of 2008. The Company does not expect the adoption of SFAS No. 157
to have a material impact on the Companys financial position or results of operations.In December 2004, the FASB issued the revised SFAS No. 123, Share-Based Payment. SFAS No. 123R
supersedes APB No. 25 and requires the recognition of compensation expense over the vesting
period for all share-base payments, including stock options, based on the fair value of the
instrument at the grant date. SFAS No. 123R is effective starting with the first interim
period beginning after
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June 15, 2005. The Company will apply SFAS No. 123R to the 1,650,000 shares of its common
stock reserved for issuance under its stock incentive plan (see Stock Incentive Plan in
Note 12).3.
    
    INVENTORIESInventories consisted of the following:
 December 31, 2005
    
    
    September 30, 2005
    
    
    September 30, 2006FIFO cost:Raw materials
    
    $
    16,295
    
    
    $
    17,189
    
    
    $
    15,789Work in progress
    
    
    3,537
    
    
    
    4,609
    
    
    
    3,803Finished products
    
    
    48,057
    
    
    
    46,363
    
    
    
    60,785Total
    
    $
    67,889
    
    
    $
    68,161
    
    
    $
    80,377
 4.
    
    ACCRUED LIABILITIESAccrued liabilities consisted of the following:
 December 31, 2005
    
    
    September 30, 2005
    
    
    September 30, 2006Salaries, wages
and employee
benefits
    
    $
    4,814
    
    
    $
    3,198
    
    
    $
    3,821Sales incentives
    
    
    6,093
    
    
    
    5,470
    
    
    
    6,793Income taxes
    
    
    24
    
    
    
    
    
    
    
    Interest
    
    
    3,121
    
    
    
    6,076
    
    
    
    6,051Other
    
    
    2,724
    
    
    
    2,142
    
    
    
    2,793Total
    
    $
    16,776
    
    
    $
    16,886
    
    
    $
    19,458
 5.
    
    DEBT
 December 31, 2005
    
    
    September 30, 2005
    
    
    September 30, 2006Revolving credit facility
    
    $
    46,000
    
    
    $
    39,140
    
    
    $
    44,050Senior notes
    
    
    120,000
    
    
    
    120,000
    
    
    
    120,000Capital lease obligations
    
    
    1,489
    
    
    
    1,579
    
    
    
    1,222Other debt, annual interest rates
up to 6.25%, payable through 2019
    
    
    1,811
    
    
    
    1,937
    
    
    
    1,422169,300
    
    
    
    162,656
    
    
    
    166,694Less current portion
    
    
    (874
    )
    
    
    (3,364
    )
    
    
    (44,973
    )Total long-term debt
    
    $
    168,426
    
    
    $
    159,292
    
    
    $
    121,721
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The indenture governing the Companys 9.875% unsecured notes due in 2012 (the Notes)
contains covenants that, among other things, limit the ability of the Company and certain of
its subsidiaries to: incur additional indebtedness; make restricted payments; create liens;
pay dividends; consolidate, merge or sell substantially all of its assets; enter into sale and
leaseback transactions; and enter into transactions with affiliates. As of September 30,
2006, the Company was in compliance with all of the covenants contained in the indenture.
 The Companys senior secured revolving credit facility (the Revolving Credit Facility) will
mature on September 28, 2009 and is an asset-based lending agreement whereby the Company can
receive advances based on the lesser of $75,000 or the sum of 85% of eligible accounts
receivable and 55% of eligible inventories. The Revolving Credit Facility contains a $5,000
limit for letters of credit, with outstanding letters of credit reducing the total amount
available for borrowing under the Revolving Credit Facility. The Revolving Credit Facility is
secured by substantially all of the Companys assets, including accounts receivable, inventory
and any other tangible and intangible assets. Interest is payable at the banks prime rate
plus a range of 0.25% to 1.25%, or at the option of the Company, LIBOR plus 1.75% to 2.75%.
The Revolving Credit Facility accrued interest in the three and nine months ended September
30, 2006 at an average rate of 7.06% and 7.03%, and the Companys average borrowed amount was
$46,417 and $46,434, none of which was against the limit for letters of credit. As of
September 30, 2006, the Company had $30,950 of additional borrowing capacity.The Revolving Credit Facility contains more restrictive covenants than the indenture governing
the Notes, which consist of certain financial covenants, including, but not limited to, a
fixed charge coverage ratio and a leverage ratio. In addition, the Revolving Credit Facility
contains other customary affirmative and negative covenants relating to limitations on
dividends and other restricted payments, indebtedness, liens, investments, guarantees, mergers
and acquisitions, sales of assets, affiliate transactions, maintaining excess cash, issuing
capital stock, sale and lease back transactions and leases.On August 14, 2006, the Company entered into an amendment to the Revolving Credit Facility
which (i) modified the change of control provision to narrow the circumstances that would
amount to a default, (ii) allowed the Company to alter its certificate of incorporation to
increase the authorized share capital of the company to effect an equity issuance, and (iii)
added a provision that allowed the Company to issue up to 9,980,000 shares of its common stock on or before December 1, 2006 for proceeds that
would be used to repurchase up to 5,980,000 shares of common stock of the Company and pay down the lesser of $75,000 or the outstanding principal
of the Revolving Credit Facility on the date of the equity issuance.The Company was in compliance at September 30, 2006 with all covenants in the Revolving Credit
Facility.The Notes and the Revolving Credit Facility both have restrictions on dividend distributions
to shareholders, including but not limited to, a percentage of net income (less distributions
for tax purposes). The distributions for tax purposes are computed at the shareholder
applicable tax rate. Distributions for tax purposes are not restricted so long as the Company
qualifies as an S corporation. The Company paid $12,852 of tax distributions in the nine
months ended September 30, 2006 of which $8,207 were paid in the third quarter. The Company
paid $4,650 of discretionary dividends to shareholders in the nine months ended September 30,
2006.The Revolving Credit Facility is recorded in current liabilities as of September 30, 2006
because the Company paid down the revolver on October 11, 2006.
 7




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After the consummation of the private offering (see Note 12), and as early as the fourth
quarter of 2006, the Company may terminate its existing credit facility and put a new, more
favorable credit facility in place. The termination of the existing credit facility could
result in a non-cash pre-tax charge to earnings of up to $900 in the financial statements for
the period in which the termination occurs.In connection with the purchase of the Oswego Wire Incorporated facility (Oswego) and
certain related equipment in 1987, Oswego acquired the rights and assumed the capital lease
obligation of Copperweld Corporation (Copperweld) under a certain Amended and Restated Sale
Agreement (Sale Agreement) between Copperweld and the County of Oswego Industrial
Development Agency (IDA). Terms of the Sale Agreement specified payment of $5,700 on July 1,
2012 with interest to be paid quarterly through that date on the outstanding balance at a rate
of 55% of the prime rate. In order to secure payment of the loan, in 1987, the Company
purchased and placed in a dedicated fund $675 of 8.7% zero coupon bonds issued by the
Municipal Authority of Westmoreland County, Pennsylvania, redeemable in the amount of $5,700
on July 1, 2012. Upon maturity, the proceeds of the investment in the zero coupon bonds were
to be used to fulfill the obligation under the Sale Agreement. The bonds were expected to be
held to maturity, and were carried at their original cost of $675 plus accumulated interest of
$2,330 and were included in other assets.On May 16, 2005, Oswego and Copperweld reached a definitive agreement regarding the
accelerated payment of the $5,700 lease obligation due under the Sale Agreement. Oswego sold
the zero coupon bonds for $4,382 and made a cash payment of $3,822 to Copperweld, in exchange
for complete settlement of Oswegos obligations under the Sale Agreement and the conveyance by
Copperweld to Oswego of all of Copperwelds rights, title and interest in and to the Oswego
facility, free and clear of any liens and encumbrances held by Oswego County. The Company
recognized a gain of $1,267 in the second quarter of 2005 related to the sale of the zero
coupon bonds, which is included in Other income and reduced the carrying value of the Oswego
fixed assets by $1,878, the amount by which the lease obligation exceeded the amount paid to
settle the obligation.6.
    
    COMMITMENTS AND CONTINGENCIESOperating LeasesThe Company leases certain of its buildings, machinery and equipment under
operating lease agreements that expire at various dates over the next ten years. Rent expense
for all operating leases for the three months ended September 30, 2005 and September 30, 2006
was $784 and $1,105 respectively. Rent expense for all operating leases for the nine months
ended September 30, 2005 and September 30, 2006 was $2,320 and $2,615, respectively.Capital LeasesThe Company leases various manufacturing, office and warehouse properties and
office equipment under capital leases that expire at various dates through 2009. The assets
are amortized/depreciated over the shorter of their related lease terms or their estimated
productive lives. Obligations under capital leases are included with debt in the accompanying
condensed consolidated balance sheets.Legal ProceedingsThe Company is a party to various environmental and other claims and
lawsuits that have arisen in the ordinary course of business. Estimates of related costs and
losses have been accrued in the financial statements. In determining these accruals, the
Company does not discount environmental or legal accruals and does not reduce them by
anticipated insurance recoveries. The Company believes that its accruals related to
environmental, litigation and other
 8




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claims are sufficient and that, based on the information currently available, these items and
the Companys rights to available insurance and indemnity will be resolved without material
adverse effect on the Companys consolidated financial position, cash flow or results of
operations. There can be no assurance, however, that this will be the case.On March 16, 2005 the Company received notice from a PRP Group that the Company had potential
liability at the HIMCO Dump site in Elkhart, Indiana as a result of the activities of Riblet
Products Corporation, and the Company could resolve those potential liabilities by a
commitment to pay a cashout settlement and an administrative assessment to cover past and
future group expenses on a per capita basis. The Company recorded an accrual in 2004 for $71
for this liability, and the accrual remained unchanged as of December 31, 2005. On September
20, 2006, the Company settled the pending lawsuit with HIMCO for $86, which resulted in an
additional charge of $15 in the third quarter of 2006.Employment AgreementsThe Company has amended the employment agreements of Messers. Yetman,
Burger and Johnston to provide for an annual CPI-adjusted salary, plus a bonus of up to 100%
of base salary for each year as determined by the board of directors based on attainment of
performance goals conveyed to the employee. The cash performance bonus may be increased in
any year at the discretion of the board of directors or an appropriate board committee.The term of each employment agreement shall be for a rolling three year period such that upon
each day of service, each agreement will automatically renew for one additional day, unless
terminated by either party.Employee BenefitsThe Company provides
defined contribution savings plans for management and other
employees. The plans provide for fixed matching contributions based
on the terms of such plans to the accounts of plan participants.
Additionally, the Company, with the approval of the board of
directors, may make discretionary contributions. The Company
expensed $105 and $145 related to these plans for the three months
ended September 30, 2005 and 2006, respectively. The Company expensed
$338 and $559 related to these plans for the nine months ended
September 30, 2005 and 2006, respectively.
 7.
    
    BUSINESS SEGMENT INFORMATIONThe Company has three reportable business segments: Electrical/Wire and Cable Distributors,
Specialty Distributors and OEMs, and Consumer Outlets. These segment classifications are based
on an aggregation of customer groupings and distribution channels
because this is the way the Companys chief operating decision maker evaluates the results of each operating segment.The Company has aggregated operating segments into three reportable business segments in
accordance with the criteria defined in SFAS No. 131, Disclosure about Segments of an
Enterprise and Related Information.The Companys operating segments have common production
processes and manufacturing capacity. Accordingly, the Company does not identify all of its
net assets to its operating segments. Depreciation expense is not allocated to segments but is
included in manufacturing overhead cost pools and is absorbed into product cost (and
inventory) as each product passes through the Companys numerous manufacturing work centers.
Accordingly, as products are sold across multiple segments, it is impracticable to determine
the amount of depreciation expense included in the operating results of each operating
segment.No one customer or group of customers under common control accounted for more than 10% of
consolidated net sales. Export sales are not material. Intercompany
sales among segments
represent primarily the sale of fabricated bare wire products by Oswego Wire, which is
included in the Companys Specialty Distributors and OEMs segment, to other segments and are
eliminated in consolidation; in the fourth quarter of 2005, the
Company changed its intercompany billings for copper purchases.Segment operating income represents income from continuing operations before interest income
or expense, other income and income taxes. Corporate consists of items not charged or
allocated to a particular segment, including costs for employee relocation, discretionary
bonuses, professional fees, restructuring, management fees and intangible amortization.
 9




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Financial data for the Companys business segments is as follows:
 Three months ended September 30,
    
    
    Nine months ended September 30,2005
    
    
    2006
    
    
    2005
    
    
    2006Net Sales:Electrical/Wire and Cable Distributors
    
    $
    30,621
    
    
    $
    40,540
    
    
    $
    84,314
    
    
    $
    111,447Specialty Distributors and OEMs
    
    
    46,757
    
    
    
    73,517
    
    
    
    129,078
    
    
    
    215,729Consumer Outlets
    
    
    17,335
    
    
    
    16,060
    
    
    
    41,259
    
    
    
    38,260Intercompany eliminations
    
    
    (1,088
    )
    
    
    (15,192
    )
    
    
    (3,400
    )
    
    
    (45,299
    )Total
    
    $
    93,625
    
    
    $
    114,925
    
    
    $
    251,251
    
    
    $
    320,137Operating Income:Electrical/Wire and Cable Distributors
    
    $
    3,866
    
    
    $
    7,238
    
    
    $
    9,373
    
    
    $
    20,058Specialty Distributors and OEMs
    
    
    3,890
    
    
    
    8,829
    
    
    
    9,672
    
    
    
    24,227Consumer Outlets
    
    
    1,490
    
    
    
    1,542
    
    
    
    2,121
    
    
    
    2,424Total
    
    
    9,246
    
    
    
    17,609
    
    
    
    21,166
    
    
    
    46,709Corporate
    
    
    (1,056
    )
    
    
    (3,430
    )
    
    
    (2,869
    )
    
    
    (5,543
    )Consolidated operating income
    
    $
    8,190
    
    
    $
    14,179
    
    
    $
    18,297
    
    
    $
    41,166
 8.
    
    RELATED PARTIESIn July 2004, the Company entered into an operating lease for the corporate office located in
Waukegan, Illinois (the Corporate Office) with a third-party lessor. The lease was
negotiated at the then-prevailing market terms. In 2005, substantially all of the shareholders
of the Company contributed cash equity to form HQ2 Properties, LLC
(HQ2), which then
purchased the Corporate Office in August 2005. HQ2 assumed the existing lease on the same
terms from the previous lessor, with the exception of the lease term, which was extended from
2014 to 2015. Rent expense paid to HQ2 for the three months ended September 30, 2005 and 2006
was $57 and $90, respectively. Rent expense paid to HQ2 for the nine months ended September
30, 2005 and 2006 was $57 and $268, respectively.Two of the Companys shareholders have consulting arrangements with the Company whereby, in
addition to their service as directors of the Company, they provide advice and counsel on
business planning and strategy, including advice on potential acquisitions. Pursuant to these
arrangements, and for their service as directors, the Company paid each eligible individual
$63 for the three months ended September 30, 2005 and September 30, 2006, respectively, and
paid each eligible individual $188 for the nine months ended September 30, 2005 and September
30, 2006, respectively.On September 4, 2006, the Companys board of directors approved a payment to one of its
directors of $750 in cash and 37,500 shares of its common stock for additional services rendered
to the Company in connection with the exploration and development of strategic alternatives
and certain other matters. The Company expensed and paid $1,281 of professional fees related
to these services in the three and nine months ended September 30, 2006.9.
    
    INVENTORY THEFTDuring the third quarter ended September 30, 2005, the Company experienced a theft of
inventory as a result of break-ins at the manufacturing facility located in Miami Lakes,
Florida. The Company believes it will recover the amount of the loss, net of deductibles,
under its insurance policy. As a result of the loss, the cost of inventory was reduced by
$1,280 and an insurance receivable was
 10




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##### Table of Contents



recorded and is included in prepaid expenses and other current assets in the condensed
consolidated balance sheets.10.
    
    RESTRUCTURING CHARGESOn April 14, 2006, the Company announced the closing of its leased manufacturing and
distribution facility located in Miami Lakes, Florida based on an evaluation of this facility
in the long term operation of its business.The following table summarizes the restructuring activity from April 1, 2006 through September
30, 2006.
 Employee
    
    Lease
    
    Equipment
    
    Otherseverance costs
    
    termination costs
    
    relocation costs
    
    closing costs
    
    TotalBalance-3/31/2006
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    Additions
    
    
    77
    
    
    
    7
    
    
    
    144
    
    
    
    91
    
    
    
    319Uses
    
    
    (58
    )
    
    
    (7
    )
    
    
    (144
    )
    
    
    (91
    )
    
    
    (300
    )Balance-6/30/06
    
    
    19
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    19Additions
    
    
    
    
    
    
    648
    
    
    
    70
    
    
    
    173
    
    
    
    891Uses
    
    
    (19
    )
    
    
    (648
    )
    
    
    (70
    )
    
    
    (173
    )
    
    
    (910
    )Balance-9/30/2006
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
 As of September 30, 2006, the Company has spent $1,210 to close the Miami Lakes facility.
The charges consist of $77 of employee severance costs, $655 of lease termination costs, $214
of equipment relocation costs and $264 for other closing costs. The Company estimates spending
an additional $100 consisting of other costs relating to the closure. The Company expects to
complete these activities by the end of 2006.11.
    
    SUPPLEMENTAL GUARANTOR INFORMATIONThe payment obligations of the Company under the Notes and the Revolving Credit Facility
(see Note 5) are guaranteed by certain of the Companys wholly owned subsidiaries (Guarantor
Subsidiaries). Such guarantees are full, unconditional and joint and several. The following
unaudited supplemental financial information sets forth, on a combined basis, balance sheets,
statements of operations and statements of cash flows for Coleman Cable, Inc. (the Parent)
and the Companys Guarantor Subsidiaries  CCI Enterprises, Inc., Oswego Wire Incorporated and
CCI International.
 11




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COLEMAN CABLE, INC. AND SUBSIDIARIES
 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalNET SALES
    
    $
    87,376
    
    
    $
    9,049
    
    
    $
    (2,800
    )
    
    $
    93,625COST OF GOODS SOLD
    
    
    75,263
    
    
    
    3,685
    
    
    
    
    
    
    
    78,948GROSS PROFIT
    
    
    12,113
    
    
    
    5,364
    
    
    
    (2,800
    )
    
    
    14,677SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    6,023
    
    
    
    3,264
    
    
    
    (2,800
    )
    
    
    6,487OPERATING INCOME
    
    
    6,090
    
    
    
    2,100
    
    
    
    
    
    
    
    8,190INTEREST EXPENSE
    
    
    3,832
    
    
    
    116
    
    
    
    
    
    
    
    3,948INCOME BEFORE INCOME TAXES
    
    
    2,258
    
    
    
    1,984
    
    
    
    
    
    
    
    4,242INCOME TAX EXPENSE
    
    
    65
    
    
    
    751
    
    
    
    
    
    
    
    816INCOME FROM GUARANTOR SUBSIDIARIES
    
    
    1,233
    
    
    
    
    
    
    
    (1,233
    )
    
    
    NET INCOME
    
    $
    3,426
    
    
    $
    1,233
    
    
    $
    (1,233
    )
    
    $
    3,426
 COLEMAN CABLE, INC. AND SUBSIDIARIES
 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalNET SALES
    
    $
    95,604
    
    
    $
    23,225
    
    
    $
    (3,904
    )
    
    $
    114,925COST OF GOODS SOLD
    
    
    71,777
    
    
    
    18,920
    
    
    
    
    
    
    
    90,697GROSS PROFIT
    
    
    23,827
    
    
    
    4,305
    
    
    
    (3,904
    )
    
    
    24,228SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    9,704
    
    
    
    3,358
    
    
    
    (3,904
    )
    
    
    9,158RESTRUCTURING CHARGES
    
    
    891
    
    
    
    
    
    
    
    
    
    
    
    891OPERATING INCOME
    
    
    13,232
    
    
    
    947
    
    
    
    
    
    
    
    14,179INTEREST EXPENSE
    
    
    3,960
    
    
    
    225
    
    
    
    
    
    
    
    4,185INCOME BEFORE INCOME TAXES
    
    
    9,272
    
    
    
    722
    
    
    
    
    
    
    
    9,994INCOME TAX EXPENSE
    
    
    177
    
    
    
    58
    
    
    
    
    
    
    
    235INCOME FROM GUARANTOR SUBSIDIARIES
    
    
    664
    
    
    
    
    
    
    
    (664
    )
    
    
    NET INCOME
    
    $
    9,759
    
    
    $
    664
    
    
    $
    (664
    )
    
    $
    9,759
 12




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COLEMAN CABLE, INC. AND SUBSIDIARIES
 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalNET SALES
    
    $
    233,422
    
    
    $
    25,505
    
    
    $
    (7,676
    )
    
    $
    251,251COST OF GOODS SOLD
    
    
    203,945
    
    
    
    10,779
    
    
    
    
    
    
    
    214,724GROSS PROFIT
    
    
    29,477
    
    
    
    14,726
    
    
    
    (7,676
    )
    
    
    36,527SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    16,826
    
    
    
    9,080
    
    
    
    (7,676
    )
    
    
    18,230OPERATING INCOME
    
    
    12,651
    
    
    
    5,646
    
    
    
    
    
    
    
    18,297INTEREST EXPENSE
    
    
    11,142
    
    
    
    303
    
    
    
    
    
    
    
    11,445OTHER INCOME
    
    
    
    
    
    
    (1,264
    )
    
    
    
    
    
    
    (1,264
    )INCOME BEFORE INCOME TAXES
    
    
    1,509
    
    
    
    6,607
    
    
    
    
    
    
    
    8,116INCOME TAX EXPENSE
    
    
    98
    
    
    
    1,873
    
    
    
    
    
    
    
    1,971INCOME FROM GUARANTOR SUBSIDIARIES
    
    
    4,734
    
    
    
    
    
    
    
    (4,734
    )
    
    
    NET INCOME
    
    $
    6,145
    
    
    $
    4,734
    
    
    $
    (4,734
    )
    
    $
    6,145COLEMAN CABLE, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006GuarantorParent
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalNET SALES
    
    $
    262,162
    
    
    $
    69,532
    
    
    $
    (11,557
    )
    
    $
    320,137COST OF GOODS SOLD
    
    
    198,633
    
    
    
    56,079
    
    
    
    
    
    
    
    254,712GROSS PROFIT
    
    
    63,529
    
    
    
    13,453
    
    
    
    (11,557
    )
    
    
    65,425SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    24,696
    
    
    
    9,910
    
    
    
    (11,557
    )
    
    
    23,049RESTRUCTURING CHARGES
    
    
    1,210
    
    
    
    
    
    
    
    
    
    
    
    1,210OPERATING INCOME
    
    
    37,623
    
    
    
    3,543
    
    
    
    
    
    
    
    41,166INTEREST EXPENSE
    
    
    11,875
    
    
    
    631
    
    
    
    
    
    
    
    12,506OTHER INCOME
    
    
    (11
    )
    
    
    
    
    
    
    
    
    
    
    (11
    )INCOME BEFORE INCOME TAXES
    
    
    25,759
    
    
    
    2,912
    
    
    
    
    
    
    
    28,671INCOME TAX EXPENSE
    
    
    435
    
    
    
    574
    
    
    
    
    
    
    
    1,009INCOME FROM GUARANTOR SUBSIDIARIES
    
    
    2,338
    
    
    
    
    
    
    
    (2,338
    )
    
    
    NET INCOME
    
    $
    27,662
    
    
    $
    2,338
    
    
    $
    (2,338
    )
    
    $
    27,662
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COLEMAN CABLE, INC. AND SUBSIDIARIES
 CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2005
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    38
    
    
    $
    20
    
    
    $
    
    
    
    $
    58Accounts receivablenet of allowances
    
    
    57,402
    
    
    
    1,438
    
    
    
    
    
    
    
    58,840Intercompany receivable
    
    
    
    
    
    
    16,449
    
    
    
    (16,449
    )
    
    
    Inventories, net
    
    
    61,282
    
    
    
    6,607
    
    
    
    
    
    
    
    67,889Deferred income taxes
    
    
    
    
    
    
    206
    
    
    
    
    
    
    
    206Prepaid expenses and other current assets
    
    
    2,025
    
    
    
    865
    
    
    
    
    
    
    
    2,890Total current assets
    
    
    120,747
    
    
    
    25,585
    
    
    
    (16,449
    )
    
    
    129,883PROPERTY, PLANT AND EQUIPMENT, NET
    
    
    18,954
    
    
    
    6,310
    
    
    
    
    
    
    
    25,264GOODWILL AND INTELLECTUAL PROPERTY, NET
    
    
    60,510
    
    
    
    141
    
    
    
    
    
    
    
    60,651DEFERRED DEBT ISSUANCE COSTS, NET AND OTHER
ASSETS
    
    
    5,587
    
    
    
    3
    
    
    
    
    
    
    
    5,590INVESTMENT IN SUBSIDIARIES
    
    
    20,728
    
    
    
    
    
    
    
    (20,728
    )
    
    
    TOTAL ASSETS
    
    $
    226,526
    
    
    $
    32,039
    
    
    $
    (37,177
    )
    
    $
    221,388LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    322
    
    
    $
    552
    
    
    $
    
    
    
    $
    874Accounts payable
    
    
    21,156
    
    
    
    970
    
    
    
    
    
    
    
    22,126Intercompany payable
    
    
    12,316
    
    
    
    4,133
    
    
    
    (16,449
    )
    
    
    Accrued liabilities
    
    
    12,619
    
    
    
    4,157
    
    
    
    
    
    
    
    16,776Total current liabilities
    
    
    46,413
    
    
    
    9,812
    
    
    
    (16,449
    )
    
    
    39,776LONG-TERM DEBT
    
    
    167,042
    
    
    
    1,384
    
    
    
    
    
    
    
    168,426DEFERRED INCOME TAXES
    
    
    
    
    
    
    115
    
    
    
    
    
    
    
    115SHAREHOLDERS EQUITY:Common stock
    
    
    13
    
    
    
    
    
    
    
    
    
    
    
    13Additional paid-in capital
    
    
    25,546
    
    
    
    1
    
    
    
    (1
    )
    
    
    25,546Retained earnings (accumulated deficit)
    
    
    (12,488
    )
    
    
    20,727
    
    
    
    (20,727
    )
    
    
    (12,488
    )Total shareholders equity
    
    
    13,071
    
    
    
    20,728
    
    
    
    (20,728
    )
    
    
    13,071TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    226,526
    
    
    $
    32,039
    
    
    $
    (37,177
    )
    
    $
    221,388
 14




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COLEMAN CABLE, INC. AND SUBSIDIARIES
 CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2005
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    39
    
    
    $
    30
    
    
    $
    
    
    
    $
    69Accounts receivablenet of allowances
    
    
    
    
    
    
    61,867
    
    
    
    
    
    
    
    61,867Intercompany receivable
    
    
    41,923
    
    
    
    1,245
    
    
    
    (43,168
    )
    
    
    Inventoriesnet
    
    
    66,152
    
    
    
    2,009
    
    
    
    
    
    
    
    68,161Prepaid expenses and other current assets
    
    
    5,471
    
    
    
    708
    
    
    
    (3,300
    )
    
    
    2,879Total current assets
    
    
    113,585
    
    
    
    65,859
    
    
    
    (46,468
    )
    
    
    132,976PROPERTY, PLANT AND EQUIPMENT, NET
    
    
    19,162
    
    
    
    6,479
    
    
    
    
    
    
    
    25,641GOODWILL AND INTELLECTUAL PROPERTY, NET
    
    
    60,513
    
    
    
    141
    
    
    
    
    
    
    
    60,654DEFERRED DEBT ISSUANCE COSTS, NET AND OTHER
ASSETS
    
    
    5,821
    
    
    
    3
    
    
    
    
    
    
    
    5,824INVESTMENT IN SUBSIDIARIES
    
    
    19,960
    
    
    
    
    
    
    
    (19,960
    )
    
    
    TOTAL ASSETS
    
    $
    219,041
    
    
    $
    72,482
    
    
    $
    (66,428
    )
    
    $
    225,095LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    2,821
    
    
    $
    543
    
    
    $
    
    
    
    $
    3,364Accounts payable
    
    
    35,544
    
    
    
    1,028
    
    
    
    
    
    
    
    36,572Intercompany payable
    
    
    
    
    
    
    43,168
    
    
    
    (43,168
    )
    
    
    Accrued liabilities
    
    
    14,567
    
    
    
    5,619
    
    
    
    (3,300
    )
    
    
    16,886Deferred income taxes
    
    
    
    
    
    
    517
    
    
    
    
    
    
    
    517Total current liabilities
    
    
    52,932
    
    
    
    50,875
    
    
    
    (46,468
    )
    
    
    57,339LONG-TERM DEBT
    
    
    157,764
    
    
    
    1,528
    
    
    
    
    
    
    
    159,292DEFERRED INCOME TAXES
    
    
    
    
    
    
    119
    
    
    
    
    
    
    
    119SHAREHOLDERS EQUITY:Common stock
    
    
    13
    
    
    
    
    
    
    
    
    
    
    
    13Additional paid-in capital
    
    
    25,546
    
    
    
    1
    
    
    
    (1
    )
    
    
    25,546Retained earnings (accumulated deficit)
    
    
    (17,214
    )
    
    
    19,959
    
    
    
    (19,959
    )
    
    
    (17,214
    )Total shareholders equity
    
    
    8,345
    
    
    
    19,960
    
    
    
    (19,960
    )
    
    
    8,345TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    219,041
    
    
    $
    72,482
    
    
    $
    (66,428
    )
    
    $
    225,095
 15




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##### Table of Contents



COLEMAN CABLE, INC. AND SUBSIDIARIES
 CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2006
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    33
    
    
    $
    19
    
    
    $
    
    
    
    $
    52Accounts receivablenet of allowances
    
    
    71,387
    
    
    
    2,285
    
    
    
    
    
    
    
    73,672Intercompany receivable
    
    
    
    
    
    
    15,950
    
    
    
    (15,950
    )
    
    
    Inventories
    
    
    72,087
    
    
    
    8,290
    
    
    
    
    
    
    
    80,377Deferred income taxes
    
    
    
    
    
    
    104
    
    
    
    
    
    
    
    104Prepaid expenses and other current assets
    
    
    3,325
    
    
    
    2,484
    
    
    
    (1,676
    )
    
    
    4,133Total current assets
    
    
    146,832
    
    
    
    29,132
    
    
    
    (17,626
    )
    
    
    158,338PROPERTY, PLANT AND EQUIPMENT, NET
    
    
    16,893
    
    
    
    5,964
    
    
    
    
    
    
    
    22,857GOODWILL AND INTELLECTUAL PROPERTY, NET
    
    
    60,501
    
    
    
    141
    
    
    
    
    
    
    
    60,642DEFERRED DEBT ISSUANCE COSTS, NET AND OTHER
ASSETS
    
    
    4,823
    
    
    
    3
    
    
    
    
    
    
    
    4,826INVESTMENT IN SUBSIDIARIES
    
    
    23,066
    
    
    
    
    
    
    
    (23,066
    )
    
    
    TOTAL ASSETS
    
    $
    252,115
    
    
    $
    35,240
    
    
    $
    (40,692
    )
    
    $
    246,663LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    44,395
    
    
    $
    578
    
    
    $
    
    
    
    $
    44,973Accounts payable
    
    
    35,342
    
    
    
    1,247
    
    
    
    
    
    
    
    36,589Intercompany payable
    
    
    10,465
    
    
    
    5,485
    
    
    
    (15,950
    )
    
    
    Accrued liabilities
    
    
    17,370
    
    
    
    3,764
    
    
    
    (1,676
    )
    
    
    19,458Total current liabilities
    
    
    107,572
    
    
    
    11,074
    
    
    
    (17,626
    )
    
    
    101,020LONG-TERM DEBT
    
    
    120,781
    
    
    
    940
    
    
    
    
    
    
    
    121,721DEFERRED INCOME TAXES
    
    
    
    
    
    
    160
    
    
    
    
    
    
    
    160SHAREHOLDERS EQUITY:Common stock
    
    
    13
    
    
    
    
    
    
    
    
    
    
    
    13Additional paid-in capital
    
    
    26,077
    
    
    
    1
    
    
    
    (1
    )
    
    
    26,077Retained earnings (accumulated deficit)
    
    
    (2,328
    )
    
    
    23,065
    
    
    
    (23,065
    )
    
    
    (2,328
    )Total shareholders equity
    
    
    23,762
    
    
    
    23,066
    
    
    
    (23,066
    )
    
    
    23,762TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    252,115
    
    
    $
    35,240
    
    
    $
    (40,692
    )
    
    $
    246,663
 16




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##### Table of Contents



COLEMAN CABLE, INC. AND SUBSIDIARIES
 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalCASH FLOW FROM OPERATING ACTIVITIES:Net income
    
    $
    6,145
    
    
    $
    4,734
    
    
    $
    (4,734
    )
    
    $
    6,145Adjustments to reconcile net income to net cash
flow from operating activities:Depreciation and amortization
    
    
    3,636
    
    
    
    710
    
    
    
    
    
    
    
    4,346Noncash interest income
    
    
    
    
    
    
    (110
    )
    
    
    
    
    
    
    (110
    )Deferred tax provision
    
    
    
    
    
    
    146
    
    
    
    
    
    
    
    146Loss on disposal of fixed assets  net
    
    
    5
    
    
    
    
    
    
    
    
    
    
    
    5Gain on sale
of investment  net
    
    
    
    
    
    
    (1,264
    )
    
    
    
    
    
    
    (1,264
    )Equity in consolidated subsidiaries
    
    
    (4,734
    )
    
    
    
    
    
    
    4,734
    
    
    
    Changes in operating assets and liabilities:Accounts receivable
    
    
    
    
    
    
    (13,254
    )
    
    
    
    
    
    
    (13,254
    )Inventories
    
    
    (18,949
    )
    
    
    922
    
    
    
    
    
    
    
    (18,027
    )Prepaid expenses and other assets
    
    
    (2,388
    )
    
    
    (10
    )
    
    
    1,000
    
    
    
    (1,398
    )Accounts payable
    
    
    16,280
    
    
    
    317
    
    
    
    
    
    
    
    16,597Intercompany accounts
    
    
    (7,534
    )
    
    
    7,534
    
    
    
    
    
    
    
    Accrued liabilities
    
    
    2,867
    
    
    
    355
    
    
    
    (1,000
    )
    
    
    2,222Net cash flow from operating activities
    
    
    (4,672
    )
    
    
    80
    
    
    
    
    
    
    
    (4,592
    )CASH FLOW FROM INVESTING ACTIVITIES:Capital expenditures
    
    
    (5,308
    )
    
    
    (217
    )
    
    
    
    
    
    
    (5,525
    )Proceeds from the sale of investment
    
    
    
    
    
    
    4,379
    
    
    
    
    
    
    
    4,379Net cash flow from investing activities
    
    
    (5,308
    )
    
    
    4,162
    
    
    
    
    
    
    
    (1,146
    )CASH FLOW FROM FINANCING ACTIVITIES:Net borrowings under revolving loan facility
    
    
    9,320
    
    
    
    
    
    
    
    
    
    
    
    9,320Early retirement of debt
    
    
    
    
    
    
    (3,822
    )
    
    
    
    
    
    
    (3,822
    )Repayment of long-term debt
    
    
    (325
    )
    
    
    (400
    )
    
    
    
    
    
    
    (725
    )Net cash flow from financing activities
    
    
    8,995
    
    
    
    (4,222
    )
    
    
    
    
    
    
    4,773DECREASE IN CASH AND CASH EQUIVALENTS
    
    
    (985
    )
    
    
    20
    
    
    
    
    
    
    
    (965
    )CASH AND CASH EQUIVALENTS  Beginning of period
    
    
    1,024
    
    
    
    10
    
    
    
    
    
    
    
    1,034CASH AND CASH EQUIVALENTS  End of period
    
    $
    39
    
    
    $
    30
    
    
    $
    
    
    
    $
    69NON CASH ACTIVITYReduction in carrying value of Oswego fixed assets
and capital lease
obligation
    
    $
    
    
    
    $
    1,878
    
    
    $
    
    
    
    $
    1,878Capital lease obligations
    
    
    
    
    
    
    34
    
    
    
    
    
    
    
    34CASH PAID FOR:Interest
    
    $
    7,815
    
    
    $
    114
    
    
    $
    
    
    
    $
    7,929Taxes
    
    
    
    
    
    
    1,405
    
    
    
    
    
    
    
    1,405
 17




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COLEMAN CABLE, INC. AND SUBSIDIARIES
 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006
 GuarantorParent
    
    Subsidiaries
    
    Eliminations
    
    TotalCASH FLOW FROM OPERATING ACTIVITIES:Net income
    
    $
    27,662
    
    
    $
    2,338
    
    
    $
    (2,338
    )
    
    $
    27,662Adjustments to reconcile net income to net cash
flow from operating activities:Depreciation and amortization
    
    
    4,151
    
    
    
    648
    
    
    
    
    
    
    
    4,799Director stock compensation
    
    
    531
    
    
    
    
    
    
    
    
    
    
    
    531Deferred tax provision
    
    
    
    
    
    
    147
    
    
    
    
    
    
    
    147Loss on disposal of fixed assets  net
    
    
    313
    
    
    
    
    
    
    
    
    
    
    
    313Gain on sale of investment  net
    
    
    (11
    )
    
    
    
    
    
    
    
    
    
    
    (11
    )Equity in consolidated subsidiaries
    
    
    (2,338
    )
    
    
    
    
    
    
    2,338
    
    
    
    Changes in operating assets and liabilities:Accounts receivable
    
    
    (13,985
    )
    
    
    (847
    )
    
    
    
    
    
    
    (14,832
    )Inventories
    
    
    (10,805
    )
    
    
    (1,683
    )
    
    
    
    
    
    
    (12,488
    )Prepaid expenses and other assets
    
    
    (1,308
    )
    
    
    (1,619
    )
    
    
    1,676
    
    
    
    (1,251
    )Accounts payable
    
    
    14,306
    
    
    
    277
    
    
    
    
    
    
    
    14,583Intercompany accounts
    
    
    (1,851
    )
    
    
    1,851
    
    
    
    
    
    
    
    Accrued liabilities
    
    
    4,751
    
    
    
    (393
    )
    
    
    (1,676
    )
    
    
    2,682Net cash flow from operating activities
    
    
    21,416
    
    
    
    719
    
    
    
    
    
    
    
    22,135CASH FLOW FROM INVESTING ACTIVITIES:Capital expenditures
    
    
    (1,855
    )
    
    
    (302
    )
    
    
    
    
    
    
    (2,157
    )Proceeds from the sale of fixed assets
    
    
    42
    
    
    
    
    
    
    
    
    
    
    
    42Proceeds from sale of investment
    
    
    82
    
    
    
    
    
    
    
    
    
    
    
    82Net cash flow from investing activities
    
    
    (1,731
    )
    
    
    (302
    )
    
    
    
    
    
    
    (2,033
    )CASH FLOW FROM FINANCING ACTIVITIES:Net repayments under revolving loan facility
    
    
    (1,950
    )
    
    
    
    
    
    
    
    
    
    
    (1,950
    )Repayment of long-term debt
    
    
    (238
    )
    
    
    (418
    )
    
    
    
    
    
    
    (656
    )Dividends paid to shareholders
    
    
    (17,502
    )
    
    
    
    
    
    
    
    
    
    
    (17,502
    )Net cash flow from financing activities
    
    
    (19,690
    )
    
    
    (418
    )
    
    
    
    
    
    
    (20,108
    )DECREASE IN CASH AND CASH EQUIVALENTS
    
    
    (5
    )
    
    
    (1
    )
    
    
    
    
    
    
    (6
    )CASH AND CASH EQUIVALENTS  Beginning of period
    
    
    38
    
    
    
    20
    
    
    
    
    
    
    
    58CASH AND CASH EQUIVALENTS  End of period
    
    $
    33
    
    
    $
    19
    
    
    $
    
    
    
    $
    52NON CASH ACTIVITYUnpaid capital expenditures
    
    
    46
    
    
    
    
    
    
    
    
    
    
    
    46CASH PAID FOR:Interest
    
    $
    8,779
    
    
    $
    86
    
    
    $
    
    
    
    $
    8,865Taxes
    
    
    
    
    
    
    387
    
    
    
    
    
    
    
    387
 18




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##### Table of Contents



12. SUBSEQUENT EVENTS
  2006 Private Placement
  Shelf Registration Statement
  Termination of S Corporation Status
    Tax Matters Agreement
  19




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##### Table of Contents



Stock Incentive Plan
   Director Compensation
    20




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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,
2005. 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
     21




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22




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Business Segment Information
  Consolidated Results of Operations
  Three Months Ended September 30,

    
    Nine Months Ended September 30,2005
     
    2006
    
    2005

    
    2006Amount
    
    %
    
    Amount
    
    %
    
    Amount
    
    %
    
    Amount
    
    %Net sales
    
    $
    93,625
    
    
    
    100.0
    %
    
    $
    114,925
    
    
    
    100.0
    %
    
    $
    251,251
    
    
    
    100.0
    %
    
    $
    320,137
    
    
    
    100.0
    %Gross profit
    
    
    14,677
    
    
    
    15.7
    
    
    
    24,228
    
    
    
    21.1
    
    
    
    36,527
    
    
    
    14.5
    
    
    
    65,425
    
    
    
    20.4Selling, engineering, general
and administrative expenses
    
    
    6,487
    
    
    
    6.9
    
    
    
    9,158
    
    
    
    8.0
    
    
    
    18,230
    
    
    
    7.2
    
    
    
    23,049
    
    
    
    7.2Restructuring charges
    
    
    
    
    
    
    0.0
    
    
    
    891
    
    
    
    0.8
    
    
    
    
    
    
    
    0.0
    
    
    
    1,210
    
    
    
    0.3Operating income
    
    
    8,190
    
    
    
    8.8
    
    
    
    14,179
    
    
    
    12.3
    
    
    
    18,297
    
    
    
    7.3
    
    
    
    41,166
    
    
    
    12.9Interest expense
    
    
    3,948
    
    
    
    4.2
    
    
    
    4,185
    
    
    
    3.6
    
    
    
    11,445
    
    
    
    4.6
    
    
    
    12,506
    
    
    
    3.9Other income
    
    
    
    
    
    
    0.0
    
    
    
    
    
    
    
    0.0
    
    
    
    (1,264
    )
    
    
    (0.5
    )
    
    
    (11
    )
    
    
    0.0Income before income taxes
    
    
    4,242
    
    
    
    4.6
    
    
    
    9,994
    
    
    
    8.7
    
    
    
    8,116
    
    
    
    3.2
    
    
    
    28,671
    
    
    
    9.0Income tax expense
    
    
    816
    
    
    
    0.9
    
    
    
    235
    
    
    
    0.2
    
    
    
    1,971
    
    
    
    0.8
    
    
    
    1,009
    
    
    
    0.3Net income
    
    $
    3,426
    
    
    
    3.7
    
    
    $
    9,759
    
    
    
    8.5
    
    
    $
    6,145
    
    
    
    2.4
    
    
    $
    27,662
    
    
    
    8.7Capital expenditures
    
    $
    2,310
    
    
    
    
    
    
    $
    604
    
    
    
    
    
    
    $
    5,525
    
    
    
    
    
    
    $
    2,157Depreciation expense
    
    $
    1,213
    
    
    
    
    
    
    $
    1,263
    
    
    
    
    
    
    $
    3,635
    
    
    
    
    
    
    $
    4,089
 23




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##### Table of Contents



Three Months Ended September 30, 2006 Compared with Three Months Ended September 30, 2005
 Net sales
 Gross profit margin
 Selling, engineering, general and administrative (SEG&A)
 Restructuring Charges
 Interest expense
 Income tax expense
 Nine Months Ended September 30, 2006 Compared with Nine Months Ended September 30, 2005
 Net sales
 24




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##### Table of Contents



Gross profit margin
 Selling, engineering, general and administrative (SEG&A)
 Restructuring Charges
 Interest expense 
 Other income 
 Income tax expense 
 25




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##### Table of Contents



Segment Results
  Three Months Ended September 30,
    
    Nine Months Ended September 30,2005
    

    2006
    

    2005
    

    2006Amount
    
    %
    
    Amount
    
    %
    
    Amount
    
    %
    
    Amount
    
    %Net Sales:Electrical / Wire and Cable
Distributors
    
    $
    30,621
    
    
    
    32.7
    %
    
    $
    40,540
    
    
    
    35.3
    %
    
    $
    84,314
    
    
    
    33.6
    %
    
    $
    111,447
    
    
    
    34.8
    %Specialty Distributors and OEMs
    
    
    46,757
    
    
    
    49.9
    
    
    
    73,517
    
    
    
    64.0
    
    
    
    129,078
    
    
    
    51.4
    
    
    
    215,729
    
    
    
    67.4Consumer Outlets
    
    
    17,335
    
    
    
    18.5
    
    
    
    16,060
    
    
    
    14.0
    
    
    
    41,259
    
    
    
    16.4
    
    
    
    38,260
    
    
    
    12.0Intercompany eliminations
    
    
    (1,088
    )
    
    
    (1.1
    )
    
    
    (15,192
    )
    
    
    (13.3
    )
    
    
    (3,400
    )
    
    
    (1.4
    )
    
    
    (45,299
    )
    
    
    (14.2
    )Total
    
    $
    93,625
    
    
    
    100.0
    %
    
    $
    114,925
    
    
    
    100.0
    %
    
    $
    251,251
    
    
    
    100.0
    %
    
    $
    320,137
    
    
    
    100.0
    %Operating Income:Electrical / Wire and Cable
Distributors
    
    $
    3,866
    
    
    
    12.6
    %
    
    $
    7,238
    
    
    
    17.9
    %
    
    $
    9,373
    
    
    
    11.1
    %
    
    $
    20,058
    
    
    
    18.0
    %Specialty Distributors and OEMs
    
    
    3,890
    
    
    
    8.3
    
    
    
    8,829
    
    
    
    12.0
    
    
    
    9,672
    
    
    
    7.5
    
    
    
    24,227
    
    
    
    11.2Consumer Outlets
    
    
    1,490
    
    
    
    8.6
    
    
    
    1,542
    
    
    
    9.6
    
    
    
    2,121
    
    
    
    5.1
    
    
    
    2,424
    
    
    
    6.3Total
    
    
    9,246
    
    
    
    
    
    
    
    17,609
    
    
    
    
    
    
    
    21,166
    
    
    
    
    
    
    
    46,709Corporate
    
    
    (1,056
    )
    
    
    
    
    
    
    (3,430
    )
    
    
    
    
    
    
    (2,869
    )
    
    
    
    
    
    
    (5,543
    )Consolidated operating income
    
    $
    8,190
    
    
    
    8.8
    %
    
    $
    14,179
    
    
    
    12.3
    %
    
    $
    18,297
    
    
    
    7.3
    %
    
    $
    41,166
    
    
    
    12.9
    %
 Three Months Ended September 30, 2006 Compared with Three Months Ended September 30, 2005
 Electrical/Wire and Cable Distributors
   Specialty Distributors and OEMs
  26




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Consumer Outlets
   Nine Months Ended September 30, 2006 Compared with Nine Months Ended September 30, 2005
 Electrical/Wire and Cable Distributors
   Specialty Distributors and OEMs
  27




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Consumer Outlets
   Liquidity and Capital Resources
 Debt
  As ofSeptember 30, 2006Revolving credit facility
    
    $
    44,050Senior notes
    
    
    120,000Capital lease obligations
    
    
    1,222Other debt
    
    
    1,422Total debt
    
    $
    166,694
 Senior Secured Credit Facility
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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 (as defined in the credit facility)
of not less than 1.1 to 1.0 as of the last day of each fiscal quarter.
  
    
    modifies a change of control provision in our credit facility so that, in contrast to
the prior version of the provision under which a default would have occurred if either G.
Gary Yetman or Richard N. Burger ceased to hold their executive positions and suitable
replacements were not found within 180 days, a change of control will now occur under the
credit facility only if either (i) we fail to own 100% of the outstanding capital stock of
the other borrowers and guarantors under the credit facility or (ii) during the twenty-four
months following the date of such amendment of the credit facility, certain members of our
board of directors cease to constitute a majority of the members of our board of directors;
    
    permits us to issue common stock;
    
    permits us to amend our certificate of incorporation as described under Description of
Capital Stock;
    
    permits us to repurchase shares of our common stock; and
    
    eliminates a restriction on our ability to maintain excess cash.
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##### Table of Contents




    
    indebtedness with respect to revolving loans, letters of credit or other obligations
under the credit facility;
    
    trade payables incurred in the ordinary course of business;
    
    purchase money indebtedness incurred to purchase fixed assets, provided that the total of
permitted purchase money indebtedness may not exceed $1.0 million at any time, the purchase
money indebtedness when incurred does not exceed the purchase price of the assets financed
and no purchase money indebtedness may be refinanced for a principal amount in excess of the
principal amount then outstanding;
    
    indebtedness under specified types of hedging agreements entered into to manage interest
rate, exchange rate or commodity risks;
    
    existing indebtedness specifically identified in schedules to the credit facility and
certain refinancings thereof; and
    
    indebtedness under the senior notes.
   
    
    changing or amending any document relating to the subordination, terms of payment or
required prepayments of our senior notes;
    
    making any covenant or event of default in the indenture relating to our senior notes
more restrictive; and
    
    making any prepayment on our senior notes, except for scheduled payments required
pursuant to the terms of the senior notes or the indenture.
  Senior Notes
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Other






Current and Future Liquidity

























31




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32




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Seasonality




Contractual Obligations




Payments Due by PeriodLessthan
    
    
    
    
    
    
    
    
    
    
    AfterContractual Obligations
    
    Total
    
    
    1 Year
    
    
    1-3 Years
    
    
    3-5 Years
    
    
    5 Years(dollars in thousands)Current and long-term debt obligations
(including interest)
    
    
    236,739
    
    
    
    56,506
    
    
    
    36,372
    
    
    
    21,513
    
    
    
    122,348Capital lease obligations (including interest)
    
    
    1,446
    
    
    
    509
    
    
    
    937
    
    
    
    
    
    
    
    Operating lease obligations
    
    
    7,546
    
    
    
    1,788
    
    
    
    3,097
    
    
    
    1,317
    
    
    
    1,344Purchase obligations
    
    
    32,379
    
    
    
    32,379
    
    
    
    
    
    
    
    
    
    
    
    








Off-Balance Sheet Assets and Obligations




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Critical
Accounting Policies
  New Accounting Pronouncements
 Inventory Costs  An Amendment of ARB No. 43,
Chapter 4 Inventory Pricing
 Accounting for Uncertainty in
Income Taxes.
 Fair Value Measurement.
 Share-Based Payment.
 Cautionary Note Regarding Forward-Looking Statements
  34




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##### Table of Contents










    
    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;
    
    failure to identify, finance or integrate acquisitions; and
    
    our level of indebtedness.







ITEM 3. Quantitative and Qualitative Disclosures about Market Risk




Commodity Risk.


Interest Rate Risk.





ITEM 4. Controls and Procedures




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##### Table of Contents



PART II  OTHER INFORMATION
 
 ITEM 1. Legal Proceedings
  
 ITEM 1A. Risk Factors
  Fluctuations in the price of copper and other raw materials, as well as fuel and energy, and
increases in freight costs could increase our cost of goods sold and affect our profitability.
   Our net sales, net income and growth depend largely on the economic strength of the markets that we
serve, and if these markets become weaker, we could suffer decreased sales and net income.
  37




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##### Table of Contents







We are dependent upon a number of key customers. If they were to cease purchasing our products, our
net sales and profitability would likely decline.




We have significant indebtedness outstanding and may incur additional indebtedness that could
negatively affect our business.







    
    our ability to obtain additional financing for capital expenditures, potential
acquisition opportunities or general corporate or other purposes may be impaired;
    
    a substantial portion of our cash flow from operations must be dedicated to the
payment of principal and interest on our indebtedness, reducing the funds available to
us for other purposes;
    
    it may place us at a competitive disadvantage compared to our competitors that
have less debt or are less leveraged; and
    
    we may be more vulnerable to economic downturns, may be limited in our ability
to respond to competitive pressures and may have reduced flexibility in responding to
changing business, regulatory and economic conditions.


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##### Table of Contents



We may not have the ability to repurchase our senior notes upon a change of control as required by
the indenture governing our senior notes.
  If our goodwill or other intangible assets become impaired, we may be required to recognize charges
that would reduce our income.
  Complying with Section 404 of the Sarbanes-Oxley Act of 2002 may strain our resources and divert
management.
  
 ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds.
  39




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##### Table of Contents



ITEM 4. Submission of Matters to a Vote of Security Holders
  
    
    amending and restating the Certificate of Incorporation;
    
    entering into the Shareholders Agreement;
    
    entering into the Tax Matters Agreement;
    
    approving and adopting a new policy regarding compensation for our non-employee
directors;
    
    authorizing and approving the payment of certain fees to Shmuel D. Levinson;
    
    amending the Consulting Agreements entered into with David Bistricer and Nachum
Stein;
    
    amending and restating the employment agreements of G. Gary Yetman, Richard N.
Burger and Jeffrey D. Johnston;
    
    approving and adopting the Stock Incentive Plan; reserving 1,650,000 shares of
common stock for issuance under the Stock Incentive Plan; approving the grant of
825,000 options to purchase shares to certain of our employees; and authorizing and
approving the Authorized Persons to cause a registration statement to be prepared
and executed on Form S-8; and
    
    authorizing and approving the Authorized Persons to cause the net proceeds of
the 2006 Private Placement to be applied as described under Current and Future
Liquidity in this 10-Q.
 
 ITEM 6. Exhibits
 See Index to Exhibits
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##### Table of Contents



SIGNATURES
  COLEMAN CABLE, INC.
(Registrant)By:
    /s/ G. Gary YetmanDate: November 7, 2006
    
    G. Gary YetmanChief Executive Officer and PresidentDate: November 7, 2006
    By:
    /s/ Richard N. BurgerRichard N. BurgerChief Financial Officer, Executive Vice
President, Secretary and Treasurer 41




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##### Table of Contents



ExhibitNo.
    
    
    
    Description1.1
    
    *
    
    Purchase/Placement Agreement, dated October 3, 2006 between Coleman Cable, Inc. and
Friedman, Billings, Ramsey & Co., Inc.3.1
    
    *
    
    Amended and Restated Certificate of Incorporation of Coleman Cable, Inc., as filed
with the Delaware Secretary of State on October 10, 2006.3.2
    
    *
    
    Amended and Restated By-Laws of Coleman Cable, Inc., effective as of October 11, 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.4.4
    
    *
    
    Shareholders Agreement, dated October 11, 2006 between Coleman Cable, Inc. and its
existing shareholders.10.1
    
    *
    
    Fourth Amendment to the 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.10.2
    
    *
    
    Amended and Restated Employment Agreement, dated as of September 1, 2006 by and
between Coleman Cable, Inc. and G. Gary Yetman.10.3
    
    *
    
    Amended and Restated Employment Agreement, dated as of September 1, 2006 by and
between Coleman Cable, Inc. and Richard N. Burger.10.4
    
    *
    
    Amended and Restated Employment Agreement, dated as of September 1, 2006 by and
between Coleman Cable, Inc. and Jeffrey D. Johnston.10.5
    
    *
    
    Consulting Agreement, dated as of October 11, 2006 by and between Coleman Cable, Inc.
and David Bistricer.10.6
    
    *
    
    Consulting Agreement, dated as of October 11, 2006 by and between Coleman Cable, Inc.
and Nachum Stein.10.7
    
    *
    
    2006 Long-Term Stock Incentive Plan.10.8
    
    *
    
    Miami Lease Termination and Release Agreement, dated as of September 20, 2006 by and
between Coleman Cable Inc. and 3-B Easton Associates.10.9
    
    *
    
    Tax Matters Agreement, dated as of September 30, 2006 between Coleman Cable Inc. and
its shareholders.
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##### Table of Contents



ExhibitNo.
    
    
    
    Description31.1
    
    *
    
    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.
 
 *
    
    Filed Herewith 43