##### 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 September 30, 2009
 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
    
    36-4410887(State or other jurisdiction of incorporation or organization)
    
    (I.R.S. Employer Identification No.)
 1530 Shields Drive, Waukegan, Illinois 60085
 (847) 672-2300
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
 o þ




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##### 



INDEX
  
 PagePART I. FINANCIAL INFORMATION
    
    
    3Item 1. Financial Statements (unaudited)
    
    
    3Condensed Consolidated Statements of Operations for the three and nine months ended September 30,
2009 and 2008
    
    
    3Condensed Consolidated Balance Sheets as of September 30, 2009 and December 31, 2008
    
    
    4Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2009 and 2008
    
    
    5Notes to Condensed Consolidated Financial Statements
    
    
    6Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    22Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    35Item 4. Controls and Procedures
    
    
    35PART II. OTHER INFORMATION
    
    
    36Item 1. Legal Proceedings
    
    
    36Item 6. Exhibits
    
    
    36Signatures
    
    
    37Exhibit Index
    
    
    38EX-31.1EX-31.2EX-32.1
  2




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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 September 30,
    
    
    Nine months ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008NET SALES
    
    $
    133,795
    
    
    $
    270,712
    
    
    $
    364,049
    
    
    $
    790,775COST OF GOODS SOLD
    
    
    113,475
    
    
    
    240,814
    
    
    
    310,171
    
    
    
    703,736GROSS PROFIT
    
    
    20,320
    
    
    
    29,898
    
    
    
    53,878
    
    
    
    87,039SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    9,916
    
    
    
    14,228
    
    
    
    30,408
    
    
    
    40,472ASSET IMPAIRMENTS
    
    
    300
    
    
    
    
    
    
    
    69,798
    
    
    
    INTANGIBLE ASSET AMORTIZATION
    
    
    2,071
    
    
    
    3,121
    
    
    
    6,773
    
    
    
    8,889RESTRUCTURING CHARGES
    
    
    1,692
    
    
    
    2,504
    
    
    
    4,049
    
    
    
    5,515OPERATING INCOME (LOSS)
    
    
    6,341
    
    
    
    10,045
    
    
    
    (57,150
    )
    
    
    32,163INTEREST EXPENSE
    
    
    6,242
    
    
    
    7,211
    
    
    
    19,014
    
    
    
    22,545GAIN ON REPURCHASE OF SENIOR NOTES
    
    
    (385
    )
    
    
    
    
    
    
    (3,285
    )
    
    
    OTHER (INCOME) LOSS, NET
    
    
    (674
    )
    
    
    (56
    )
    
    
    (1,068
    )
    
    
    68INCOME (LOSS) BEFORE INCOME TAXES
    
    
    1,158
    
    
    
    2,890
    
    
    
    (71,811
    )
    
    
    9,550INCOME TAX EXPENSE (BENEFIT)
    
    
    374
    
    
    
    1,153
    
    
    
    (8,125
    )
    
    
    3,716NET INCOME (LOSS)
    
    $
    784
    
    
    $
    1,737
    
    
    $
    (63,686
    )
    
    $
    5,834EARNINGS (LOSS) PER COMMON SHARE DATANET INCOME (LOSS) PER SHAREBasic
    
    $
    0.05
    
    
    $
    0.10
    
    
    $
    (3.79
    )
    
    $
    0.35Diluted
    
    
    0.05
    
    
    
    0.10
    
    
    
    (3.79
    )
    
    
    0.35WEIGHTED AVERAGE COMMON SHARES
OUTSTANDINGBasic
    
    
    16,809
    
    
    
    16,787
    
    
    
    16,809
    
    
    
    16,787Diluted
    
    
    17,180
    
    
    
    16,825
    
    
    
    16,809
    
    
    
    16,811
  3




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COLEMAN CABLE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS
(Thousands, except per share data)
(unaudited)
 September 30,
    
    
    December 31,2009
    
    
    2008ASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    6,085
    
    
    $
    16,328Accounts receivable, less allowance for uncollectible accounts of $2,618 and $3,020, respectively
    
    
    83,554
    
    
    
    97,038Inventories
    
    
    73,642
    
    
    
    73,368Deferred income taxes
    
    
    3,575
    
    
    
    4,202Assets held for sale
    
    
    4,582
    
    
    
    3,535Prepaid expenses and other current assets
    
    
    6,528
    
    
    
    10,688Total current assets
    
    
    177,966
    
    
    
    205,159PROPERTY, PLANT AND EQUIPMENT, NET
    
    
    52,733
    
    
    
    61,443GOODWILL
    
    
    29,014
    
    
    
    98,354INTANGIBLE ASSETS
    
    
    32,633
    
    
    
    39,385OTHER ASSETS
    
    
    9,047
    
    
    
    7,625TOTAL ASSETS
    
    $
    301,393
    
    
    $
    411,966LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    33
    
    
    $
    30,445Accounts payable
    
    
    27,001
    
    
    
    27,408Accrued liabilities
    
    
    29,952
    
    
    
    31,191Total current liabilities
    
    
    56,986
    
    
    
    89,044LONG-TERM DEBT
    
    
    232,600
    
    
    
    242,369OTHER LONG-TERM LIABILITIES
    
    
    3,653
    
    
    
    4,046DEFERRED INCOME TAXES
    
    
    0
    
    
    
    7,088SHAREHOLDERS EQUITY:Common stock, par value $0.001; 75,000 authorized; 17,180 and 16,787 issued and outstanding on
September 30, 2009 and December 31, 2008
    
    
    17
    
    
    
    17Additional paid-in capital
    
    
    88,030
    
    
    
    86,135Accumulated deficit
    
    
    (79,654
    )
    
    
    (15,968
    )Accumulated other comprehensive loss
    
    
    (239
    )
    
    
    (765
    )Total shareholders equity
    
    
    8,154
    
    
    
    69,419TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    301,393
    
    
    $
    411,966
  4




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COLEMAN CABLE, INC. AND SUBSIDIARIES


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Thousands)
(unaudited)
 Nine months ended September 30,2009
    
    
    2008CASH FLOW FROM OPERATING ACTIVITIES:Net income (loss)
    
    $
    (63,686
    )
    
    $
    5,834Adjustments to reconcile net income (loss) to net cash flow from operating activities:Depreciation and amortization
    
    
    17,622
    
    
    
    22,306Stock-based compensation
    
    
    1,895
    
    
    
    2,015Inventory theft insurance receivable allowance
    
    
    
    
    
    
    1,588Foreign currency transaction gain
    
    
    (1,068
    )
    
    
    Gain on repurchase of Senior Notes
    
    
    (3,285
    )
    
    
    Asset impairments
    
    
    69,798
    
    
    
    Deferred taxes
    
    
    (9,096
    )
    
    
    (5,737
    )Loss on disposal of fixed assets
    
    
    446
    
    
    
    178Changes in operating assets and liabilities:Accounts receivable
    
    
    13,418
    
    
    
    (15,183
    )Inventories
    
    
    (267
    )
    
    
    22,312Prepaid expenses and other assets
    
    
    5,037
    
    
    
    2,564Accounts payable
    
    
    (647
    )
    
    
    6,503Accrued liabilities
    
    
    (753
    )
    
    
    (15
    )Net cash flow from operating activities
    
    
    29,414
    
    
    
    42,365CASH FLOW FROM INVESTING ACTIVITIES:Capital expenditures
    
    
    (2,790
    )
    
    
    (10,930
    )Acquisition of businesses, net of cash acquired
    
    
    
    
    
    
    (708
    )Proceeds from sale of fixed assets
    
    
    123
    
    
    
    17Net cash flow from investing activities
    
    
    (2,667
    )
    
    
    (11,621
    )CASH FLOW FROM FINANCING ACTIVITIES:Net repayments under revolving loan facilities
    
    
    (24,150
    )
    
    
    (35,188
    )Debt amendment fee
    
    
    (1,012
    )
    
    
    Repayment of long-term debt
    
    
    (12,004
    )
    
    
    (1,027
    )Net cash flow from financing activities
    
    
    (37,166
    )
    
    
    (36,215
    )Effect of exchange rate changes on cash and cash equivalents
    
    
    176
    
    
    
    98DECREASE IN CASH AND CASH EQUIVALENTS
    
    
    (10,243
    )
    
    
    (5,373
    )CASH AND CASH EQUIVALENTS  Beginning of period
    
    
    16,328
    
    
    
    8,877CASH AND CASH EQUIVALENTS  End of period
    
    $
    6,085
    
    
    $
    3,504NONCASH ACTIVITYUnpaid capital expenditures
    
    
    251
    
    
    
    202Capital lease obligation
    
    
    
    
    
    
    135SUPPLEMENTAL CASH FLOW INFORMATIONIncome taxes paid (refunded), net
    
    
    (3,215
    )
    
    
    4,821Cash interest paid
    
    
    12,899
    
    
    
    16,272
  5




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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
  2. NEW ACCOUNTING PRONOUNCEMENTS
  Disclosures about Derivatives Instruments
  Subsequent Events
  Fair Value Measurements and Disclosures
  Postretirement Benefit Plan Assets
  6




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Participating Securities
  Variable Interest Entity
  3. ASSET IMPAIRMENTS
     7




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4. RESTRUCTURING ACTIVITIES
   EmployeeSeveranceand
    
    
    Lease
    
    
    Equipment
    
    
    OtherRelocation
    
    
    Termination
    
    
    Relocation
    
    
    ClosingCosts
    
    
    Costs
    
    
    Costs
    
    
    Costs
    
    
    TotalBALANCE  December 31, 2008
    
    $
    25
    
    
    $
    4,967
    
    
    $
    
    
    
    $
    24
    
    
    $
    5,016Provision
    
    
    649
    
    
    
    1,489
    
    
    
    342
    
    
    
    1,569
    
    
    
    4,049Cash payments
    
    
    (617
    )
    
    
    (2,138
    )
    
    
    (342
    )
    
    
    (1,593
    )
    
    
    (4,690
    )BALANCE  September 30, 2009
    
    $
    57
    
    
    $
    4,318
    
    
    $
    
    
    
    $
    
    
    
    $
    4,375
 5. INVENTORIES
 8




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September 30,
    
    
    December 31,2009
    
    
    2008FIFO cost:Raw materials
    
    $
    20,720
    
    
    $
    14,628Work in progress
    
    
    4,102
    
    
    
    2,038Finished products
    
    
    48,820
    
    
    
    56,702Total
    
    $
    73,642
    
    
    $
    73,368
 6. ACCRUED LIABILITIES
  September 30,
    
    
    December 31,2009
    
    
    2008Salaries, wages and employee benefits
    
    $
    4,132
    
    
    $
    3,289Sales incentives
    
    
    7,502
    
    
    
    10,416Interest
    
    
    11,370
    
    
    
    5,988Other
    
    
    6,948
    
    
    
    11,498Total
    
    $
    29,952
    
    
    $
    31,191
 9




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7. DEBT
 September 30,
    
    
    December 31,2009
    
    
    2008Revolving credit facility expiring April 2012
    
    $
    5,850
    
    
    $
    30,0009.875% Senior notes due October 2012, including
unamortized premium of $1,764 and $2,352,
respectively
    
    
    226,744
    
    
    
    242,352Capital lease obligations
    
    
    39
    
    
    
    462232,633
    
    
    
    272,814Less current portion
    
    
    (33
    )
    
    
    (30,445
    )Long-term debt
    
    $
    232,600
    
    
    $
    242,369
 9.875% Senior Notes and Repurchases
   Revolving Credit Facility
      10




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8. EARNINGS PER SHARE
  Three Months Ended September 30,
    
    
    Nine Months Ended September 30,Components of Basic and Diluted Earnings per Share
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008Numerator:Net income (loss)
    
    $
    784
    
    
    $
    1,737
    
    
    $
    (63,686
    )
    
    $
    5,834Less: Earnings allocated to
participating securities
    
    
    (17
    )
    
    
    (4
    )
    
    
    
    
    
    
    (8
    )Net income (loss) allocated to common
shareholders
    
    
    767
    
    
    
    1,733
    
    
    
    (63,686
    )
    
    
    5,826Denominator:Basic weighted average shares outstanding
    
    
    16,809
    
    
    
    16,787
    
    
    
    16,809
    
    
    
    16,787Dilutive effect of share-based awards
    
    
    371
    
    
    
    38
    
    
    
    
    
    
    
    24Diluted weighted average share outstanding
    
    
    17,180
    
    
    
    16,825
    
    
    
    16,809
    
    
    
    16,811
  9. SHAREHOLDERS EQUITY
 Stock-Based Compensation
  Stock Options
   11




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Weighted-AverageWeighted-Average
    
    
    Remaining

    
    AggregateExercise
    
    
    Contractual

    
    IntrinsicShares
    
    
    Price
    
    
    Terms

    
    ValueOutstanding January 1, 2009
    
    
    1,029
    
    
    $
    14.12
    
    
    
    7.7
    
    
    
    Granted
    
    
    290
    
    
    
    3.99
    
    
    
    9.3
    
    
    
    Exercised
    
    
    
    
    
    
    Forfeited or expired
    
    
    (18
    )
    
    
    14.30Outstanding September 30, 2009
    
    
    1,301
    
    
    $
    11.86
    
    
    
    7.8
    
    
    
    Vested or expected to vest
    
    
    1,264
    
    
    $
    12.03
    
    
    
    
    
    
    
    Exercisable
    
    
    
    
    
    
    
  Stock Awards
   Weighted-AverageGrant -DateShares
    
    
    Fair ValueNonvested at January 1, 2009
    
    
    67
    
    
    $
    8.41Granted
    
    
    326
    
    
    $
    3.99Vested
    
    
    (22
    )Forfeited
    
    
    Nonvested at September 30, 2009
    
    
    371
    
    
    $
    4.52
 Comprehensive Income
 Three Months Ended September 30,
    
    
    Nine Months Ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Net income (loss)
    
    $
    784
    
    
    $
    1,737
    
    
    $
    (63,686
    )
    
    $
    5,834Other comprehensive income:Currency translation adjustment, net of tax
    
    
    20
    
    
    
    (250
    )
    
    
    56
    
    
    
    (262
    )Derivative gains, net of tax
    
    
    100
    
    
    
    
    
    
    
    470
    
    
    
    Total comprehensive income (loss)
    
    $
    904
    
    
    $
    1,487
    
    
    $
    (63,160
    )
    
    $
    5,572
  10. RELATED PARTIES
  12




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11. COMMITMENTS AND CONTINGENCIES
 Operating Leases
  Legal Matters
    12. DERIVATIVES
    13




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At September 30, 2009Fair ValueAssets
    
    
    LiabilitiesDerivatives accounted for as hedges under the accounting rulesCopper commodity contracts accounted for as cash flow hedges
    
    $
    386
    
    
    $
    Derivatives not accounted for as hedges under the accounting rulesCopper commodity contracts
    
    $
    47
    
    
    $
    
  Gain / (Loss)Recognized in
    
    Location of GainGain Recognized in OCI
    
    Income (Ineffective
    
    Recognized in IncomeDerivatives in cash flow hedging relationships
    
    (Effective Portion)
    
    Portion)
    
    (Ineffective portion)Copper commodity contracts:Three months ended September 30, 2009
    
    
    162
    
    
    
    (2
    )
    
    Cost of goods soldNine months ended September 30, 2009
    
    
    773
    
    
    
    12
    
    
    Cost of goods sold
 Loss Recognized in
    
    Location of LossDerivatives not accounted for as hedges under the accounting rules
    
    Income
    
    Recognized in IncomeCopper commodity contracts:Three months ended September 30, 2009
    
    
    358
    
    
    Cost of goods soldNine months ended September 30, 2009
    
    
    1,396
    
    
    Cost of goods sold
  14




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13. INCOME TAXES
 Three Months Ended September 30,
    
    
    Nine Months Ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Effective Tax Rate
    
    
    32
    %
    
    
    40
    %
    
    
    11
    %
    
    
    39
    %
  14. OTHER (INCOME) LOSS
  15. BUSINESS SEGMENT INFORMATION
   Three months ended September 30,
    
    
    Nine months ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Net Sales:Distribution Segment
    
    $
    104,875
    
    
    $
    188,384
    
    
    $
    281,801
    
    
    $
    528,886OEM Segment
    
    
    28,920
    
    
    
    82,328
    
    
    
    82,248
    
    
    
    261,889Total
    
    $
    133,795
    
    
    $
    270,712
    
    
    $
    364,049
    
    
    $
    790,775Operating Income(Loss):Distribution Segment
    
    $
    10,210
    
    
    $
    18,961
    
    
    $
    24,770
    
    
    $
    51,872OEM Segment
    
    
    2,615
    
    
    
    264
    
    
    
    4,982
    
    
    
    3,730Total segments
    
    
    12,825
    
    
    
    19,225
    
    
    
    29,752
    
    
    
    55,602Corporate
    
    
    (6,484
    )
    
    
    (9,180
    )
    
    
    (86,902
    )
    
    
    (23,439
    )Consolidated operating income (loss)
    
    $
    6,341
    
    
    $
    10,045
    
    
    $
    (57,150
    )
    
    $
    32,163
   16. SUPPLEMENTAL GUARANTOR INFORMATION
  15




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COLEMAN
CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2009
 Guarantor
    
    
    Non GuarantorParent
    
    
    Subsidiary
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalNET SALES
    
    $
    122,163
    
    
    $
    
    
    
    $
    11,632
    
    
    $
    
    
    
    $
    133,795COST OF GOODS SOLD
    
    
    104,429
    
    
    
    
    
    
    
    9,046
    
    
    
    
    
    
    
    113,475GROSS PROFIT
    
    
    17,734
    
    
    
    
    
    
    
    2,586
    
    
    
    
    
    
    
    20,320SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    8,636
    
    
    
    
    
    
    
    1,280
    
    
    
    
    
    
    
    9,916INTANGIBLE ASSET AMORTIZATION
    
    
    2,047
    
    
    
    
    
    
    
    24
    
    
    
    
    
    
    
    2,071IMPAIRMENT CHARGES
    
    
    300
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    300RESTRUCTURING CHARGES
    
    
    1,692
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,692OPERATING INCOME
    
    
    5,059
    
    
    
    
    
    
    
    1,282
    
    
    
    
    
    
    
    6,341INTEREST EXPENSE, NET
    
    
    6,202
    
    
    
    
    
    
    
    40
    
    
    
    
    
    
    
    6,242GAIN ON REPURCHASE OF SENIOR NOTES
    
    
    (385
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (385
    )OTHER INCOME
    
    
    
    
    
    
    
    
    
    
    (674
    )
    
    
    
    
    
    
    (674
    )INCOME (LOSS) BEFORE INCOME TAXES
    
    
    (758
    )
    
    
    
    
    
    
    1,916
    
    
    
    
    
    
    
    1,158INCOME (LOSS) FROM SUBSIDIARIES
    
    
    1,121
    
    
    
    
    
    
    
    
    
    
    
    (1,121
    )
    
    
    INCOME TAX EXPENSE (BENEFIT)
    
    
    (421
    )
    
    
    
    
    
    
    795
    
    
    
    
    
    
    
    374NET INCOME (LOSS)
    
    $
    784
    
    
    $
    
    
    
    $
    1,121
    
    
    $
    (1,121
    )
    
    $
    784
 COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2008
 Guarantor
    
    
    Non GuarantorParent
    
    
    Subsidiary
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalNET SALES
    
    $
    257,035
    
    
    $
    
    
    
    $
    13,677
    
    
    $
    
    
    
    $
    270,712COST OF GOODS SOLD
    
    
    230,194
    
    
    
    
    
    
    
    10,620
    
    
    
    
    
    
    
    240,814GROSS PROFIT
    
    
    26,841
    
    
    
    
    
    
    
    3,057
    
    
    
    
    
    
    
    29,898SELLING, ENGINEERING, GENERAL
AND ADMINISTRATIVE EXPENSES
    
    
    13,037
    
    
    
    (2
    )
    
    
    1,193
    
    
    
    
    
    
    
    14,228INTANGIBLE ASSET AMORTIZATION
    
    
    3,095
    
    
    
    
    
    
    
    26
    
    
    
    
    
    
    
    3,121RESTRUCTURING CHARGES
    
    
    2,504
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,504OPERATING INCOME
    
    
    8,205
    
    
    
    2
    
    
    
    1,838
    
    
    
    
    
    
    
    10,045INTEREST EXPENSE, NET
    
    
    7,124
    
    
    
    
    
    
    
    87
    
    
    
    
    
    
    
    7,211OTHER (INCOME) LOSS, NET
    
    
    11
    
    
    
    
    
    
    
    (67
    )
    
    
    
    
    
    
    (56
    )INCOME BEFORE INCOME TAXES
    
    
    1,070
    
    
    
    2
    
    
    
    1,818
    
    
    
    
    
    
    
    2,890INCOME (LOSS) FROM SUBSIDIARIES
    
    
    1,167
    
    
    
    
    
    
    
    
    
    
    
    (1,167
    )
    
    
    INCOME TAX EXPENSE
    
    
    500
    
    
    
    
    
    
    
    653
    
    
    
    
    
    
    
    1,153NET INCOME (LOSS)
    
    $
    1,737
    
    
    $
    2
    
    
    $
    1,165
    
    
    $
    (1,167
    )
    
    $
    1,737
 16




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##### Table of Contents



COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2009
 Guarantor
    
    
    Non GuarantorParent
    
    
    Subsidiary
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalNET SALES
    
    $
    339,615
    
    
    $
    
    
    
    $
    24,434
    
    
    $
    
    
    
    $
    364,049COST OF GOODS SOLD
    
    
    291,292
    
    
    
    
    
    
    
    18,879
    
    
    
    
    
    
    
    310,171GROSS PROFIT
    
    
    48,323
    
    
    
    
    
    
    
    5,555
    
    
    
    
    
    
    
    53,878SELLING, ENGINEERING, GENERAL AND
ADMINISTRATIVE EXPENSES
    
    
    27,153
    
    
    
    
    
    
    
    3,255
    
    
    
    
    
    
    
    30,408INTANGIBLE ASSET AMORTIZATION
    
    
    6,691
    
    
    
    
    
    
    
    82
    
    
    
    
    
    
    
    6,773IMPAIRMENT CHARGES
    
    
    69,798
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    69,798RESTRUCTURING CHARGES
    
    
    3,989
    
    
    
    
    
    
    
    60
    
    
    
    
    
    
    
    4,049OPERATING INCOME (LOSS)
    
    
    (59,308
    )
    
    
    
    
    
    
    2,158
    
    
    
    
    
    
    
    (57,150
    )INTEREST EXPENSE, NET
    
    
    18,761
    
    
    
    
    
    
    
    253
    
    
    
    
    
    
    
    19,014GAIN ON REPURCHASE OF SENIOR NOTES
    
    
    (3,285
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,285
    )OTHER INCOME
    
    
    
    
    
    
    
    
    
    
    (1,068
    )
    
    
    
    
    
    
    (1,068
    )INCOME (LOSS) BEFORE INCOME TAXES
    
    
    (74,784
    )
    
    
    
    
    
    
    2,973
    
    
    
    
    
    
    
    (71,811
    )INCOME (LOSS) FROM SUBSIDIARIES
    
    
    1,847
    
    
    
    
    
    
    
    
    
    
    
    (1,847
    )
    
    
    INCOME TAX EXPENSE (BENEFIT)
    
    
    (9,251
    )
    
    
    
    
    
    
    1,126
    
    
    
    
    
    
    
    (8,125
    )NET INCOME (LOSS)
    
    $
    (63,686
    )
    
    $
    
    
    
    $
    1,847
    
    
    $
    (1,847
    )
    
    $
    (63,686
    )
 COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2008
 Guarantor
    
    
    Non GuarantorParent
    
    
    Subsidiary
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalNET SALES
    
    $
    760,247
    
    
    $
    
    
    
    $
    30,528
    
    
    $
    
    
    
    $
    790,775COST OF GOODS SOLD
    
    
    681,035
    
    
    
    
    
    
    
    22,701
    
    
    
    
    
    
    
    703,736GROSS PROFIT
    
    
    79,212
    
    
    
    
    
    
    
    7,827
    
    
    
    
    
    
    
    87,039SELLING, ENGINEERING, GENERAL
AND ADMINISTRATIVE EXPENSES
    
    
    37,077
    
    
    
    (2
    )
    
    
    3,397
    
    
    
    
    
    
    
    40,472INTANGIBLE ASSET AMORTIZATION
    
    
    8,805
    
    
    
    
    
    
    
    84
    
    
    
    
    
    
    
    8,889RESTRUCTURING CHARGES
    
    
    5,515
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,515OPERATING INCOME
    
    
    27,815
    
    
    
    2
    
    
    
    4,346
    
    
    
    
    
    
    
    32,163INTEREST EXPENSE, NET
    
    
    22,340
    
    
    
    
    
    
    
    205
    
    
    
    
    
    
    
    22,545OTHER LOSS, NET
    
    
    36
    
    
    
    
    
    
    
    32
    
    
    
    
    
    
    
    68INCOME BEFORE INCOME TAXES
    
    
    5,439
    
    
    
    2
    
    
    
    4,109
    
    
    
    
    
    
    
    9,550INCOME (LOSS) FROM SUBSIDIARIES
    
    
    2,633
    
    
    
    
    
    
    
    
    
    
    
    (2,633
    )
    
    
    INCOME TAX EXPENSE
    
    
    2,238
    
    
    
    
    
    
    
    1,478
    
    
    
    
    
    
    
    3,716NET INCOME (LOSS)
    
    $
    5,834
    
    
    $
    2
    
    
    $
    2,631
    
    
    $
    (2,633
    )
    
    $
    5,834
 17




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##### Table of Contents



COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2009
 Guarantor
    
    
    Non GuarantorParent
    
    
    Subsidiary
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    3,988
    
    
    $
    64
    
    
    $
    2,033
    
    
    $
    
    
    
    $
    6,085Accounts receivablenet of allowances
    
    
    75,206
    
    
    
    
    
    
    
    8,348
    
    
    
    
    
    
    
    83,554Inventories
    
    
    66,166
    
    
    
    
    
    
    
    7,476
    
    
    
    
    
    
    
    73,642Deferred income taxes
    
    
    3,480
    
    
    
    
    
    
    
    95
    
    
    
    
    
    
    
    3,575Intercompany
    
    
    730
    
    
    
    (54
    )
    
    
    (676
    )
    
    
    
    
    
    
    Asset held for sale
    
    
    4,582
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,582Prepaid expenses and other current assets
    
    
    3,627
    
    
    
    12
    
    
    
    2,889
    
    
    
    
    
    
    
    6,528Total current assets
    
    
    157,779
    
    
    
    22
    
    
    
    20,165
    
    
    
    
    
    
    
    177,966PROPERTY, PLANT AND EQUIPMENT, NET
    
    
    52,314
    
    
    
    
    
    
    
    419
    
    
    
    
    
    
    
    52,733GOODWILL
    
    
    27,598
    
    
    
    
    
    
    
    1,416
    
    
    
    
    
    
    
    29,014INTANGIBLE ASSETS, NET
    
    
    32,473
    
    
    
    
    
    
    
    160
    
    
    
    
    
    
    
    32,633OTHER ASSETS, NET
    
    
    18,757
    
    
    
    
    
    
    
    (852
    )
    
    
    (8,858
    )
    
    
    9,047INVESTMENT IN SUBSIDIARIES
    
    
    4,327
    
    
    
    
    
    
    
    
    
    
    
    (4,327
    )
    
    
    TOTAL ASSETS
    
    $
    293,248
    
    
    $
    22
    
    
    $
    21,308
    
    
    $
    (13,185
    )
    
    $
    301,393LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    33
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    33Accounts payable
    
    
    22,795
    
    
    
    
    
    
    
    4,206
    
    
    
    
    
    
    
    27,001Accrued liabilities
    
    
    26,013
    
    
    
    22
    
    
    
    3,917
    
    
    
    
    
    
    
    29,952Total current liabilities
    
    
    48,841
    
    
    
    22
    
    
    
    8,123
    
    
    
    
    
    
    
    56,986LONG-TERM DEBT
    
    
    232,600
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    232,600OTHER LONG-TERM LIABILITIES
    
    
    3,653
    
    
    
    
    
    
    
    8,858
    
    
    
    (8,858
    )
    
    
    3,653DEFERRED INCOME TAXES
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    SHAREHOLDERS EQUITY:Common stock
    
    
    17
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17Additional paid-in capital
    
    
    88,030
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    88,030Retained earnings (accumulated deficit)
    
    
    (79,654
    )
    
    
    
    
    
    
    4,886
    
    
    
    (4,886
    )
    
    
    (79,654
    )Accumulated other comprehensive loss
    
    
    (239
    )
    
    
    
    
    
    
    (559
    )
    
    
    559
    
    
    
    (239
    )Total shareholders equity
    
    
    8,154
    
    
    
    
    
    
    
    4,327
    
    
    
    (4,327
    )
    
    
    8,154TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    293,248
    
    
    $
    22
    
    
    $
    21,308
    
    
    $
    (13,185
    )
    
    $
    301,393
 18




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##### Table of Contents



COLEMAN CABLE, INC. AND SUBSIDIARIES  CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2008
 Guarantor
    
    
    Non GuarantorParent
    
    
    Subsidiary
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    12,617
    
    
    $
    49
    
    
    $
    3,662
    
    
    $
    
    
    
    $
    16,328Accounts receivablenet of allowances
    
    
    90,636
    
    
    
    
    
    
    
    6,402
    
    
    
    
    
    
    
    97,038Inventories, net
    
    
    68,002
    
    
    
    
    
    
    
    5,366
    
    
    
    
    
    
    
    73,368Deferred income taxes
    
    
    4,159
    
    
    
    
    
    
    
    43
    
    
    
    
    
    
    
    4,202Intercompany
    
    
    818
    
    
    
    (17
    )
    
    
    (801
    )
    
    
    
    
    
    
    Assets held for sale
    
    
    3,535
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,535Prepaid expenses and other current assets
    
    
    10,626
    
    
    
    9
    
    
    
    53
    
    
    
    
    
    
    
    10,688Total current assets
    
    
    190,393
    
    
    
    41
    
    
    
    14,725
    
    
    
    
    
    
    
    205,159PROPERTY, PLANT AND EQUIPMENT, NET
    
    
    60,993
    
    
    
    
    
    
    
    450
    
    
    
    
    
    
    
    61,443GOODWILL
    
    
    97,096
    
    
    
    
    
    
    
    1,258
    
    
    
    
    
    
    
    98,354INTANGIBLE ASSETS, NET
    
    
    39,164
    
    
    
    
    
    
    
    221
    
    
    
    
    
    
    
    39,385OTHER ASSETS, NET
    
    
    16,913
    
    
    
    
    
    
    
    70
    
    
    
    (9,358
    )
    
    
    7,625INVESTMENT IN SUBSIDIARIES
    
    
    2,410
    
    
    
    
    
    
    
    
    
    
    
    (2,410
    )
    
    
    TOTAL ASSETS
    
    $
    406,969
    
    
    $
    41
    
    
    $
    16,724
    
    
    $
    (11,768
    )
    
    $
    411,966LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term debt
    
    $
    30,445
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    30,445Accounts payable
    
    
    25,263
    
    
    
    10
    
    
    
    2,135
    
    
    
    
    
    
    
    27,408Accrued liabilities
    
    
    27,957
    
    
    
    31
    
    
    
    3,203
    
    
    
    
    
    
    
    31,191Total current liabilities
    
    
    83,665
    
    
    
    41
    
    
    
    5,338
    
    
    
    
    
    
    
    89,044LONG-TERM DEBT
    
    
    242,369
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    242,369OTHER LONG-TERM LIABILITIES
    
    
    4,046
    
    
    
    
    
    
    
    9,358
    
    
    
    (9,358
    )
    
    
    4,046DEFERRED INCOME TAXES
    
    
    7,470
    
    
    
    
    
    
    
    (382
    )
    
    
    
    
    
    
    7,088SHAREHOLDERS EQUITY:Common stock
    
    
    17
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17Additional paid-in capital
    
    
    86,135
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    86,135Retained earnings (accumulated deficit)
    
    
    (15,968
    )
    
    
    
    
    
    
    3,039
    
    
    
    (3,039
    )
    
    
    (15,968
    )Accumulated other comprehensive loss
    
    
    (765
    )
    
    
    
    
    
    
    (629
    )
    
    
    629
    
    
    
    (765
    )Total shareholders equity
    
    
    69,419
    
    
    
    
    
    
    
    2,410
    
    
    
    (2,410
    )
    
    
    69,419TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    406,969
    
    
    $
    41
    
    
    $
    16,724
    
    
    $
    (11,768
    )
    
    $
    411,966
 19




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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, 2009
 Guarantor
    
    
    Non GuarantorParent
    
    
    Subsidiary
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalCASH FLOW FROM OPERATING ACTIVITIES:Net income (loss)
    
    $
    (63,686
    )
    
    $
    
    
    
    $
    1,847
    
    
    $
    (1,847
    )
    
    $
    (63,686
    )Adjustments to reconcile net income to net cash flow from operating activities:Depreciation and amortization
    
    
    17,431
    
    
    
    
    
    
    
    191
    
    
    
    
    
    
    
    17,622Stock-based compensation
    
    
    1,895
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,895Foreign currency translation gain
    
    
    
    
    
    
    
    
    
    
    (1,068
    )
    
    
    
    
    
    
    (1,068
    )Gain on repurchase of Senior notes
    
    
    (3,285
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,285
    )Asset Impairments
    
    
    69,798
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    69,798Deferred taxes
    
    
    (10,296
    )
    
    
    
    
    
    
    1,200
    
    
    
    
    
    
    
    (9,096
    )Loss on disposal of fixed assets
    
    
    446
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    446Equity in consolidated subsidiaries
    
    
    (1,847
    )
    
    
    
    
    
    
    
    
    
    
    1,847
    
    
    
    Changes in operating assets and liabilities:Accounts receivable
    
    
    15,430
    
    
    
    
    
    
    
    (2,012
    )
    
    
    
    
    
    
    13,418Inventories
    
    
    1,836
    
    
    
    
    
    
    
    (2,103
    )
    
    
    
    
    
    
    (267
    )Prepaid expenses and other assets
    
    
    7,786
    
    
    
    (3
    )
    
    
    (2,746
    )
    
    
    
    
    
    
    5,037Accounts payable
    
    
    (2,584
    )
    
    
    (10
    )
    
    
    1,947
    
    
    
    
    
    
    
    (647
    )Intercompany accounts
    
    
    587
    
    
    
    37
    
    
    
    (624
    )
    
    
    Accrued liabilities
    
    
    (2,346
    )
    
    
    (9
    )
    
    
    1,602
    
    
    
    
    
    
    
    (753
    )Net cash flow from operating activities
    
    
    31,165
    
    
    
    15
    
    
    
    (1,766
    )
    
    
    
    
    
    
    29,414CASH FLOW FROM INVESTING ACTIVITIES:Capital expenditures
    
    
    (2,751
    )
    
    
    
    
    
    
    (39
    )
    
    
    
    
    
    
    (2,790
    )Proceeds from sale of fixed assets
    
    
    123
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    123Net cash flow from investing activities
    
    
    (2,628
    )
    
    
    
    
    
    
    (39
    )
    
    
    
    
    
    
    (2,667
    )CASH FLOW FROM FINANCING ACTIVITIES:Net repayments under revolving loan facilities
    
    
    (24,150
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (24,150
    )Debt amendment fee
    
    
    (1,012
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,012
    )Repayment of long -term debt
    
    
    (12,004
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (12,004
    )Net cash flow from financing activities
    
    
    (37,166
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (37,166
    )Effect of exchange rate on cash and cash equivalents
    
    
    
    
    
    
    
    
    
    
    176
    
    
    
    
    
    
    
    176INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
    
    
    (8,629
    )
    
    
    15
    
    
    
    (1,629
    )
    
    
    
    
    
    
    (10,243
    )CASH AND CASH EQUIVALENTS  Beginning of period
    
    
    12,617
    
    
    
    49
    
    
    
    3,662
    
    
    
    
    
    
    
    16,328CASH AND CASH EQUIVALENTS  End of period
    
    $
    3,988
    
    
    $
    64
    
    
    $
    2,033
    
    
    $
    
    
    
    $
    6,085NONCASH ACTIVITYUnpaid capital expenditures
    
    
    251
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    251Capital lease obligation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    SUPPLEMENTAL CASH FLOW INFORMATIONIncome taxes paid (refunded), net
    
    
    (4,186
    )
    
    
    
    
    
    
    971
    
    
    
    
    
    
    
    (3,215
    )Cash interest paid
    
    
    12,899
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12,899
 20




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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, 2008
 Guarantor
    
    
    Non GuarantorParent
    
    
    Subsidiary
    
    
    Subsidiaries
    
    
    Eliminations
    
    
    TotalCASH FLOW FROM OPERATING ACTIVITIES:Net income
    
    $
    5,834
    
    
    $
    2
    
    
    $
    2,631
    
    
    $
    (2,633
    )
    
    $
    5,834Adjustments to reconcile net income to net cash flow from operating activities:Depreciation and amortization
    
    
    22,101
    
    
    
    
    
    
    
    205
    
    
    
    
    
    
    
    22,306Stock-based compensation
    
    
    2,015
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,015Inventory theft insurance receivable allowance
    
    
    1,588
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,588Deferred taxes
    
    
    (5,677
    )
    
    
    
    
    
    
    (60
    )
    
    
    
    
    
    
    (5,737
    )Loss on disposal of fixed assets
    
    
    178
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    178Equity in consolidated subsidiaries
    
    
    (2,633
    )
    
    
    
    
    
    
    
    
    
    
    2,633
    
    
    
    Changes in operating assets and liabilities:Accounts receivable
    
    
    (11,043
    )
    
    
    
    
    
    
    (4,140
    )
    
    
    
    
    
    
    (15,183
    )Inventories
    
    
    24,919
    
    
    
    
    
    
    
    (2,607
    )
    
    
    
    
    
    
    22,312Prepaid expenses and other assets
    
    
    2,617
    
    
    
    (9
    )
    
    
    (44
    )
    
    
    
    
    
    
    2,564Accounts payable
    
    
    3,542
    
    
    
    (9
    )
    
    
    2,970
    
    
    
    
    
    
    
    6,503Intercompany accounts
    
    
    1,853
    
    
    
    39
    
    
    
    (1,892
    )
    
    
    
    
    
    
    Accrued liabilities
    
    
    416
    
    
    
    14
    
    
    
    (445
    )
    
    
    
    
    
    
    (15
    )Net cash flow from operating activities
    
    
    45,710
    
    
    
    37
    
    
    
    (3,382
    )
    
    
    
    
    
    
    42,365CASH FLOW FROM INVESTING ACTIVITIES:Capital expenditures
    
    
    (10,695
    )
    
    
    
    
    
    
    (235
    )
    
    
    
    
    
    
    (10,930
    )Acquisition of businesses, net of cash acquired
    
    
    (708
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (708
    )Proceeds from sale of fixed assets
    
    
    17
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17Net cash flow from investing activities
    
    
    (11,386
    )
    
    
    
    
    
    
    (235
    )
    
    
    
    
    
    
    (11,621
    )CASH FLOW FROM FINANCING ACTIVITIES:Net repayments under revolving loan facilities
    
    
    (35,188
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (35,188
    )Repayment of long -term debt
    
    
    (1,027
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,027
    )Net cash flow from financing activities
    
    
    (36,215
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (36,215
    )Effect of exchange rate on cash and cash equivalents
    
    
    
    
    
    
    
    
    
    
    98
    
    
    
    
    
    
    
    98INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
    
    
    (1,891
    )
    
    
    37
    
    
    
    (3,519
    )
    
    
    
    
    
    
    (5,373
    )CASH AND CASH EQUIVALENTS  Beginning of period
    
    
    3,835
    
    
    
    1
    
    
    
    5,041
    
    
    
    
    
    
    
    8,877CASH AND CASH EQUIVALENTS  End of period
    
    $
    1,944
    
    
    $
    38
    
    
    $
    1,522
    
    
    $
    
    
    
    $
    3,504NONCASH ACTIVITYUnpaid capital expenditures
    
    
    202
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    202Capital lease obligation
    
    
    135
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    135SUPPLEMENTAL CASH FLOW INFORMATIONIncome taxes paid, net
    
    
    3,660
    
    
    
    
    
    
    
    1,161
    
    
    
    
    
    
    
    4,821Cash interest paid
    
    
    16,272
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16,272
 21




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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,
2008. 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
     22




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##### Table of Contents



Consolidated Results of Operations
  Three Months Ended September 30,
    
    
    Nine Months Ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Amount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    Amount
    
    
    %(In thousands)
    
    
    (In thousands)Net sales
    
    $
    133,795
    
    
    
    100.0
    %
    
    $
    270,712
    
    
    
    100.0
    %
    
    $
    364,049
    
    
    
    100.0
    %
    
    $
    790,775
    
    
    
    100.0
    %Gross profit
    
    
    20,320
    
    
    
    15.2
    
    
    
    29,898
    
    
    
    11.0
    
    
    
    53,878
    
    
    
    14.8
    
    
    
    87,039
    
    
    
    11.0Selling, engineering, general
and administrative expenses
    
    
    9,916
    
    
    
    7.4
    
    
    
    14,228
    
    
    
    5.3
    
    
    
    30,408
    
    
    
    8.4
    
    
    
    40,472
    
    
    
    5.1Intangible amortization expense
    
    
    2,071
    
    
    
    1.5
    
    
    
    3,121
    
    
    
    1.2
    
    
    
    6,773
    
    
    
    1.9
    
    
    
    8,889
    
    
    
    1.1Asset impairments
    
    
    300
    
    
    
    0.2
    
    
    
    0
    
    
    
    0
    
    
    
    69,798
    
    
    
    19.2
    
    
    
    0
    
    
    
    0Restructuring charges
    
    
    1,692
    
    
    
    1.3
    
    
    
    2,504
    
    
    
    0.9
    
    
    
    4,049
    
    
    
    1.1
    
    
    
    5,515
    
    
    
    0.7Operating income (loss)
    
    
    6,341
    
    
    
    4.7
    
    
    
    10,045
    
    
    
    3.7
    
    
    
    (57,150
    )
    
    
    -15.7
    
    
    
    32,163
    
    
    
    4.1Interest expense
    
    
    6,242
    
    
    
    4.7
    
    
    
    7,211
    
    
    
    2.7
    
    
    
    19,014
    
    
    
    5.2
    
    
    
    22,545
    
    
    
    2.9Gain on Senior Notes repurchases
    
    
    (385
    )
    
    
    -0.3
    
    
    
    0
    
    
    
    0.0
    
    
    
    (3,285
    )
    
    
    -0.9
    
    
    
    0
    
    
    
    0.0Other (income) loss, net
    
    
    (674
    )
    
    
    -0.5
    
    
    
    (56
    )
    
    
    0.0
    
    
    
    (1,068
    )
    
    
    -0.3
    
    
    
    68
    
    
    
    0.0Income (loss) before income taxes
    
    
    1,158
    
    
    
    0.9
    
    
    
    2,890
    
    
    
    1.0
    
    
    
    (71,811
    )
    
    
    -19.7
    
    
    
    9,550
    
    
    
    1.2Income tax expense (benefit)
    
    
    374
    
    
    
    0.3
    
    
    
    1,153
    
    
    
    0.4
    
    
    
    (8,125
    )
    
    
    -2.2
    
    
    
    3,716
    
    
    
    0.5Net income (loss)
    
    $
    784
    
    
    
    0.6
    
    
    $
    1,737
    
    
    
    0.6
    
    
    $
    (63,686
    )
    
    
    -17.5
    
    
    $
    5,834
    
    
    
    0.7
  Three Months Ended September 30,
    
    
    Nine Months Ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008(In thousands)
    
    
    (In thousands)Net income (loss)
    
    $
    784
    
    
    $
    1,737
    
    
    $
    (63,686
    )
    
    $
    5,834Interest expense
    
    
    6,242
    
    
    
    7,211
    
    
    
    19,014
    
    
    
    22,545Income tax expense (benefit)
    
    
    374
    
    
    
    1,153
    
    
    
    (8,125
    )
    
    
    3,716Depreciation and amortization expense
    
    
    5,157
    
    
    
    7,294
    
    
    
    16,569
    
    
    
    21,184EBITDA
    
    $
    12,557
    
    
    $
    17,395
    
    
    $
    (36,228
    )
    
    $
    53,279
   23




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##### Table of Contents



Three Months Ended September 30,
    
    
    Nine Months Ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008(In thousands)
    
    
    (In thousands)Net cash flow from operating activities
    
    $
    (7,417
    )
    
    $
    30,055
    
    
    $
    29,414
    
    
    $
    42,365Interest expense
    
    
    6,242
    
    
    
    7,211
    
    
    
    19,014
    
    
    
    22,545Income tax expense (benefit)
    
    
    374
    
    
    
    1,153
    
    
    
    (8,125
    )
    
    
    3,716Deferred taxes
    
    
    (267
    )
    
    
    5,794
    
    
    
    9,096
    
    
    
    5,737Loss on sale of fixed assets
    
    
    (432
    )
    
    
    (110
    )
    
    
    (446
    )
    
    
    (178
    )Stock-based compensation
    
    
    (684
    )
    
    
    (693
    )
    
    
    (1,895
    )
    
    
    (2,015
    )Gain on repurchase of Senior Notes
    
    
    385
    
    
    
    
    
    
    
    3,285
    
    
    
    Asset impairments
    
    
    (300
    )
    
    
    
    
    
    
    (69,798
    )
    
    
    Foreign currency translation gain
    
    
    674
    
    
    
    
    
    
    
    1,068
    
    
    
    Changes in operating assets and liabilities
    
    
    13,982
    
    
    
    (26,015
    )
    
    
    (17,841
    )
    
    
    (18,891
    )EBITDA
    
    $
    12,557
    
    
    $
    17,395
    
    
    $
    (36,228
    )
    
    $
    53,279
 Three Months Ended September 30, 2009 Compared with Three Months Ended September 30, 2008
 Net sales
 Gross profit
 Selling, engineering, general and administrative (SEG&A) expense
 24




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##### Table of Contents



Asset impairments
 Intangible amortization expense
 Restructuring
charges
 Interest expense 
 Gain on Senior Notes repurchases 
 Other (income) loss 
 Income tax
expense
 Nine Months Ended September 30, 2009 Compared with Nine Months Ended September 30, 2008
 Net sales
 25




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##### Table of Contents



Gross profit
 Selling, engineering, general and administrative (SEG&A) expense
 Intangible amortization expense
 Asset impairments
 Restructuring charges
 Interest expense 
 Gain on Senior Notes repurchases 
 26




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##### Table of Contents



Other
(income) loss 
 Income tax expense (benefit)
 27




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##### Table of Contents



Segment Results
  Three Months Ended September 30,
    
    
    Nine Months Ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Amount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    Amount
    
    
    %(In thousands)
    
    
    
    
    
    
    (In thousands)Net Sales:Distribution
    
    $
    104,875
    
    
    
    78.4
    %
    
    $
    188,384
    
    
    
    69.6
    %
    
    $
    281,801
    
    
    
    77.4
    %
    
    $
    528,886
    
    
    
    66.9
    %OEM
    
    
    28,920
    
    
    
    21.6
    
    
    
    82,328
    
    
    
    30.4
    
    
    
    82,248
    
    
    
    22.6
    
    
    
    261,889
    
    
    
    33.1Total
    
    $
    133,795
    
    
    
    100.0
    %
    
    $
    270,712
    
    
    
    100.0
    %
    
    $
    364,049
    
    
    
    100.0
    %
    
    $
    790,775
    
    
    
    100.0
    %Operating Income
(Loss):Distribution
    
    $
    10,210
    
    
    
    9.7
    %
    
    $
    18,961
    
    
    
    10.1
    %
    
    $
    24,770
    
    
    
    8.8
    %
    
    $
    51,872
    
    
    
    9.8
    %OEM
    
    
    2,615
    
    
    
    9.0
    
    
    
    264
    
    
    
    0.3
    
    
    
    4,982
    
    
    
    6.1
    
    
    
    3,730
    
    
    
    1.4Total segments
    
    
    12,825
    
    
    
    
    
    
    
    19,225
    
    
    
    
    
    
    
    29,752
    
    
    
    
    
    
    
    55,602Corporate
    
    
    (6,484
    )
    
    
    
    
    
    
    (9,180
    )
    
    
    
    
    
    
    (86,902
    )
    
    
    
    
    
    
    (23,439
    )Consolidated
operating income
(loss)
    
    $
    6,341
    
    
    
    4.7
    %
    
    $
    10,045
    
    
    
    3.7
    %
    
    $
    (57,150
    )
    
    
    -15.7
    %
    
    $
    32,163
    
    
    
    4.1
    %
  Three Months Ended September 30, 2009 Compared with Three Months Ended September 30, 2008
 Distribution Segment
   OEM Segment
  28




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##### Table of Contents



Nine Months Ended September 30, 2009 Compared with Nine Months Ended September 30, 2008
 Distribution Segment
   OEM Segment
   29




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##### Table of Contents



Liquidity and Capital Resources
 Debt
  As of
    
    
    As ofSeptember 30,
    
    
    December 31,2009
    
    
    2008Revolving credit facility expiring April 2, 2012
    
    $
    5,850
    
    
    $
    30,000Senior notes due October 1, 2012
    
    
    226,744
    
    
    
    242,352Capital lease obligations
    
    
    39
    
    
    
    462Total long-term debt, including current portion
    
    $
    232,633
    
    
    $
    272,814
  9.875% Senior Notes and Repurchases
   Revolving Credit Facility
     30




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Current and Future Liquidity
      31




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32




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##### Table of Contents



New Accounting Pronouncements
 Disclosures about Derivatives Instruments
  Subsequent Events
  Fair Value Measurements and Disclosures
  Postretirement Benefit Plan Assets
  Participating Securities
  Variable Interest Entity
  33




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##### Table of Contents



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;
    
    further adverse changes in general economic conditions and capital market conditions;
    
    changes in the demand for our products by key customers;
    
    additional impairment charges related to our goodwill and long-lived assets;
    
    failure of customers to make expected purchases, including customers of acquired companies;
    
    changes in the cost of labor or raw materials, including PVC and fuel costs;
    
    failure to identify, finance or integrate acquisitions;
    
    failure to accomplish integration activities on a timely basis;
    
    failure to achieve expected efficiencies in our manufacturing and integration
consolidations;
    
    unforeseen developments or expenses with respect to our acquisition, integration and
consolidation efforts; and
    
    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, 2008.
  34




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##### Table of Contents



ITEM 3. Quantitative and Qualitative Disclosures about Market Risk
  Commodity Risk.
 Interest Rate Risk.
 Foreign Currency Exchange Rate Risk.
 
 ITEM 4. Controls and Procedures
   35




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##### Table of Contents



PART II OTHER INFORMATION
 
 ITEM 1. Legal Proceedings
  
 ITEM 6. Exhibits
  36




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##### Table of Contents



SIGNATURES
  COLEMAN CABLE, INC.
(Registrant)Date: November 5, 2009
    By
    /s/ G. Gary YetmanChief Executive Officer and PresidentDate: November 5, 2009
    By
    /s/ Richard N. BurgerChief Financial Officer, ExecutiveVice President, Secretary and Treasurer 37




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##### Table of Contents



Item No.
    
    Description3.1 
    
    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., incorporated herein by reference to our Current Report on Form 8-K as
filed on May 5, 2008.31.1 
    
    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.
 38