Mattel, Inc. (MAT)

October 24, 2011 11:00 am ET

Executives

Bryan G. Stockton - Chief Operating Officer

Drew Vollero -

Kevin M. Farr - Chief Financial Officer

Robert A. Eckert - Chairman, Chief Executive Officer and Member of Equity Grant Allocation Committee

Analysts

James Hardiman - Longbow Research LLC

Timothy A. Conder - Wells Fargo Securities, LLC, Research Division

Gregory R. Badishkanian - Citigroup Inc, Research Division

Andrew E. Crum - Stifel, Nicolaus & Co., Inc., Research Division

Gerrick L. Johnson - BMO Capital Markets U.S.

Edward Woo - Wedbush Securities Inc., Research Division

Per E. Ostlund - Jefferies & Company, Inc., Research Division

Linda Bolton-Weiser - Caris & Company, Inc., Research Division

Felicia R. Hendrix - Barclays Capital, Research Division

Sean P. McGowan - Needham & Company, LLC, Research Division

Michael Kelter - Goldman Sachs Group Inc., Research Division

John Taylor - Arcadia

Eric O. Handler - MKM Partners LLC, Research Division

Robert W. Carroll - UBS Investment Bank, Research Division

Presentation

Operator

Good day, ladies and gentlemen, and welcome to Mattel Announces Acquisition of HIT Entertainment Conference Call. [Operator Instructions] As a reminder, this conference call may be recorded. I would now like to hand the conference over to Mr. Drew Vollero, Senior Vice President of Corporate Strategy and Investor Relations. Sir, you may begin.

Drew Vollero

Good morning, everyone, and thanks for joining us on short notice to discuss Mattel's agreement to acquire HIT Entertainment. Our press release was issued a few hours ago and is now available on the investors and media section of our corporate website mattel.com. After the call, a replay and a transcript of today's remarks will be available on our website.

In a few minutes, Bob Eckert, Mattel's Chairman and CEO; Bryan Stockton, Mattel's Chief Operating Officer; and Kevin Farr, Mattel's Chief Financial Officer, will provide comments on the acquisition and then the call will be opened to your questions.

Certain comments made during the call may include forward-looking statements relating to the operation of the businesses of Mattel and HIT Entertainment and the timing, plans, benefits and Mattel's expectations for the proposed transaction. These statements are based on the current beliefs and assumptions of Mattel and HIT Entertainment management with respect to future events and they are a subject to a number of significant risks and uncertainties, which could cause our actual results to differ materially from those projected in the forward-looking statements. Additional factors that may cause results to differ materially from those described in the forward-looking statements are described in the Risk Factors section of our 2010 annual report on Form 10-K, in our 2011 quarterly reports on form 10-Q and in other filings that we make with the SEC from time-to-time, as well as in other public statements. Mattel does not update forward-looking statements and expressly disclaims any obligation to do so.

And with that, I'd turn it over to Bob.

Robert A. Eckert

Welcome, everyone. I'm pleased to announce that Mattel has signed an agreement to acquire HIT Entertainment and its portfolio of globally recognized pre-school properties, including Thomas & Friends, Barney, Bob the Builder, Fireman Sam, Angelina Ballerina and others. We're very excited about the proposed acquisition and believe that it complements our existing business, as its fits well with our strategy to own develop and grow world-class brands and intellectual properties.

As I've always said when we consider acquisitions, we have the same 3 questions. Is it the right fit at the right time at the right price? We believe that this acquisition fits the bill on all 3 accounts. Let me talk about why this acquisition is the right thing for Mattel.

The centerpiece of this acquisition is Thomas & Friends, a great carriage brand for preschoolers, which has been around for more than 60 years that is consistently ranked as one of the top toy brands in the U.S. and abroad, and is loved by generations of moms and kids around the globe. Quite frankly, brands with the great track record and evergreen nature of Thomas rarely come up for sale.

At Mattel, where the custodians are some of the most iconic brands in the toy industry. If you look at Barbie, Hot Wheels, American Girl and Fisher-Price, we've nurtured and grown these brands over the decades both in the toy aisle and consumer products.

Adding Thomas will only strengthen our position as the #1 toy company in the world and solidify one of premier preschool licenses as a Mattel brand in the perpetuity.

When I think the Thomas franchise, I think about 2 distinct but related lines of business: Toys and consumer products. We consider both businesses to be in our wheelhouse. Thomas is one of the most toy iconic brand in the industry. In 2010, we commenced a 5-year license agreement for the rights to manufacture the die-cast and plastic business that today is a major player in our Fisher-Price portfolio with more than $150 million in worldwide revenues annually. Additionally, Mattel will be in access to a number another important toy category for the brand, wooden toys. The right to manufacture and market the wooden toy products will revert to Mattel when the current license expires at the end of 2012. Historically, the sales of wood-based toys have been around half the size of the plastic and die-cast business.

With more than half of Thomas' revenues coming outside the toy aisle, we believe that depth and experience of its consumer products licensing team fits well with Mattel's key growth strategy to build and create franchises. And content is an important component of the Thomas franchise. We already know kids entertainment. This year marks the 10th anniversary of Mattel's highly successful Barbie entertainment series, which has grown into 22 chart-topping DVDs, selling 100 million copies.

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