KIDS » Topics » TABLE OF CONTENTS

This excerpt taken from the KIDS 8-K filed Jun 18, 2008.
This excerpt taken from the KIDS DEF 14A filed May 30, 2008.

TABLE OF CONTENTS

 

QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING AND VOTING

   1

PROPOSAL: ELECTION OF CLASS I DIRECTORS

   5

Information Regarding Our Directors

   5

Director Independence

   7

Committees of the Board of Directors

   8

Director Nomination Procedures

   8

Meetings and Director Attendance

   9

Director Compensation

   9

Code of Business Conduct and Ethics

   10

Shareholder Communications with the Board of Directors

   10

EXECUTIVE OFFICERS

   10

EXECUTIVE COMPENSATION

   12

Company Compensation Objectives

   12

Summary Compensation Table

   12

Outstanding Equity Awards at Fiscal Year-End

   13

Employment Agreements

   13

TRANSACTIONS WITH RELATED PERSONS

   14

Company Equity Investment

   14

Company Loan Agreement

   14

eToys Direct, Inc. Revolving Credit Agreement

   14

Loan Agreements with Certain Officers of eToys Direct, Inc

   15

Registration Rights Agreement

   15

D. E. Shaw Laminar Lending, Inc. Guaranty

   15

Other Related Party Transactions

   15

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

   16

SECTION 16(a) BENEFICAL OWNERSHIP REPORTING COMPLIANCE

   17

AUDIT COMMITTEE REPORT

   17

INDEPENDENT AUDITORS

   18

Change in Independent Auditors

   18

Principal Accountant Fees and Services

   19

Pre-Approved Policies and Procedures for Audit and Permitted Non-Audit Services

   20

SHAREHOLDER PROPOSALS

   20

DELIVERY OF MATERIALS

   21

INCORPORATION BY REFERENCE

   21

AVAILABILITY OF SEC FILINGS, CODE OF BUSINESS CONDUCT AND ETHICS AND COMMITTEE CHARTERS

   21


Table of Contents
This excerpt taken from the KIDS 8-K filed Apr 14, 2008.

TABLE OF CONTENTS

 

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

   3

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

   3

SIGNATURES

   4

EXHIBIT INDEX

   5

PRESS RELEASE

  

TRANSCRIPT

  

 

2


Item 2.02. Results of Operations and Financial Condition.

On April 10, 2008, the registrant issued a press release announcing its financial results for its fourth quarter 2007, which press release is attached hereto as Exhibit 99.1.

Also on April 10, 2008, the registrant held a conference call to discuss its financial results for the fourth quarter 2007. The transcript of that conference call is attached hereto as Exhibit 99.2.

The information contained in Item 2.02 of this report and exhibits 99.1 and 99.2 attached hereto are furnished solely pursuant to Item 2.02 of this Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the registrant specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

The following exhibits are furnished with this document:

 

Exhibit

Number

  

Description of Exhibit

99.1    Press Release titled “The Parent Company Reports Fourth Quarter Financial Results” dated April 10, 2008.
99.2    Transcript of Conference Call held by The Parent Company on April 10, 2008.

 

3


This excerpt taken from the KIDS 8-K filed Dec 20, 2007.

TABLE OF CONTENTS

 

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

   3

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

   3

SIGNATURES

   4

EXHIBIT INDEX

   5

PRESS RELEASE

  

TRANSCRIPT

  

 

2


Table of Contents
Item 2.02. Results of Operations and Financial Condition.

On December 18, 2007, the registrant issued a press release announcing its financial results for its third quarter 2007, which press release is attached hereto as Exhibit 99.1.

Also on December 18, 2007, the registrant held a conference call to discuss its financial results for the third quarter 2007. The transcript of that conference call is attached hereto as Exhibit 99.2.

The information contained in Item 2.02 of this report and exhibits 99.1 and 99.2 attached hereto are furnished solely pursuant to Item 2.02 of this Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the registrant specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

The following exhibits are furnished with this document:

 

Exhibit

Number

  

Description of Exhibit

99.1    Press Release titled “BabyUniverse Reports Third Quarter Financial Results” dated December 18, 2007.
99.2    Transcript of Conference Call held by BabyUniverse, Inc. on December 18, 2007.

 

3


Table of Contents
This excerpt taken from the KIDS 10-Q filed Aug 14, 2006.

TABLE OF CONTENTS

Article I — Recitals

1

 

 

Article II — Term

1

 

 

Article III — Duties

1

 

 

Article IV — Compensation And Other Benefits

2

 

 

Article V — Business Expenses

3

 

 

Article VI — Vacation

3

 

 

Article VII — Termination of Employment

3

 

 

Article VIII — Resignation

4

 

 

Article IX — Non-Competition

4

 

 

Article X — Notices

5

 

 

Article XI — Construction of Contract

6

 

 

Article XII — Change in Control

6

 

 

Article XIII — Miscellaneous

6




These excerpts taken from the KIDS 10-Q filed May 15, 2006.

TABLE OF CONTENTS

Article I  - Recitals

1

 

 

Article II -  Term

1

 

 

Article III  -  Duties

1

 

 

Article IV  -  Compensation And Other Benefits

2

 

 

Article V  -  Business Expenses

4

 

 

Article VI  -  Vacation

4

 

 

Article VII  -  Termination of Employment

4

 

 

Article VIII  -  Resignation

5

 

 

Article IX  -  Non-Competition

6

 

 

Article X  -  Notices

8

 

 

Article XI  -  Construction of Contract

8

 

 

Article XII- Change in Control

9

 

 

Article XIII  -  Miscellaneous

10




TABLE OF CONTENTS

Article I  - Recitals

1

 

 

Article II -  Term

1

 

 

Article III  -  Duties

1

 

 

Article IV  -  Compensation And Other Benefits

2

 

 

Article V  -  Business Expenses

4

 

 

Article VI  -  Vacation

4

 

 

Article VII  -  Termination of Employment

4

 

 

Article VIII  -  Resignation

5

 

 

Article IX  -  Non-Competition

5

 

 

Article X  -  Notices

8

 

 

Article XI  -  Construction of Contract

8

 

 

Article XII- Change in Control

9

 

 

Article XIII  -  Miscellaneous

10



TABLE OF CONTENTS

Article I -  Recitals

1

 

 

Article II -  Term

1

 

 

Article III  -  Duties

1

 

 

Article IV  -  Compensation And Other Benefits

2

 

 

Article V  -  Business Expenses

4

 

 

Article VI  -  Vacation

4

 

 

Article VII  -  Termination of Employment

4

 

 

Article VIII  -  Resignation

5

 

 

Article IX  -  Non-Competition

5

 

 

Article X  -  Notices

7

 

 

Article XI  -  Construction of Contract

8

 

 

Article XII - Change in Control

9

 

 

Article XIII  -  Miscellaneous

10



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