blythinc10ka040109.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-K/A
(Amendment No. 1)

 
(Mark One)
    
 
x
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
  
   
For the fiscal year ended January 31, 2008
 
  
   
or
 
  
 
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
  
   
For the transition period from ______________ to ______________
 
  
 
Commission File Number 1-13026
 
BLYTH, INC.
(Exact Name of Registrant as Specified in Its Charter)

 
Delaware
36-2984916
  
 
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)
  
 
One East Weaver Street
Greenwich, Connecticut
 
06831
  
 
(Address of Principal Executive Offices)
(Zip Code)
  
 
 
 
 
    
 
 Registrant’s telephone number, including area code: (203) 661-1926
 
    
   Securities registered pursuant to Section 12(b) of the Act:    

 

 
 
Title of each class
Name of each exchange
on which registered
  
 
Common Stock, par value $0.02 per share
New York Stock Exchange
  

Securities registered pursuant to Section 12(g) of the Act:  None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes ¨  No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes   ¨   No   x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes   xNo   ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer  ¨
  
Accelerated filer  x
  
Non-accelerated filer  ¨
 (Do not check if a smaller reporting company)
  
Smaller reporting company  ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes   ¨   No   x

The aggregate market value of the voting common equity held by non-affiliates of the registrant was approximately $616.8 million based on the closing price of the registrant's Common Stock on the New York Stock Exchange on July 31, 2007 and based on the assumption, for purposes of this computation only, that all of the registrant's directors and executive officers are affiliates.

As of March 31, 2008, there were 36,232,976 outstanding shares of Common Stock.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the 2008 Proxy Statement for the Annual Meeting of Shareholders to be held on June 4, 2008 (Incorporated into Part III).

 
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Explanatory Note
 

 
This Amendment No. 1 on Form 10-K/A to our Annual Report on Form 10-K for the fiscal year ended January 31, 2008 is being filed solely to file revised Section 302 certifications.  Other than the revised certifications, there are no other changes to our  Annual Report on Form 10-K for the fiscal year ended January 31, 2008 as filed with the Securities and Exchange Commission on April 14, 2008.
 

 

 
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Item 15.  Exhibits and Financial Statement Schedules
 
(a)(3) Exhibits
 
Exhibit No.                                Description of Exhibit
 
31.1                      Section 302 Certification of Chairman and Chief Executive Officer
 
31.2                      Section 302 Certification of Vice President and Chief Financial Officer
 

 
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SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
 
 
Date:  April 1, 2009
 
 
BLYTH, INC.
 
 
   
By: /s/ Robert B. Goergen
Name: Robert B. Goergen
Title: Chairman and Chief Executive Officer
 



Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


 
Signature
 
Title
Date
  
 
/s/ Robert B. Goergen
Robert B. Goergen
 
Chairman and Chief Executive Officer;
Director (Principal Executive Officer)
April 1, 2009
  
 
/s/ Robert H. Barghaus
Robert H. Barghaus
 
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
April 1, 2009
  
 
/s/ Anne M. Busquet
Anne M. Busquet
 
Director
April 1, 2009
  
 
/s/ Pamela M. Goergen
Pamela M. Goergen
 
Director
April 1, 2009
  
 
/s/ Neal I. Goldman
Neal I. Goldman
 
Director
April 1, 2009
  
 
/s/ Carol J. Hochman
Carol J. Hochman
 
Director
April 1, 2009
  
 
/s/ Wilma H. Jordan
Wilma H. Jordan
 
Director
April 1, 2009
  
 
/s/ James M. McTaggart
James M. McTaggart
 
Director
April 1, 2009
  
 
/s/ Howard E. Rose
Howard E. Rose
Director
April 1, 2009
  

 
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