Form 10Q for Nortek, Inc. for 1st Quarter 2006

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 1, 2006

[ ] 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: 333-119902

Nortek, Inc.
(exact name of registrant as specified in its charter)

Delaware	05-0314991
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification Number)

50 Kennedy Plaza Providence, Rhode Island	02903-2360
(Address of principal executive offices)	(zip code)

Registrant’s Telephone Number, Including Area Code: (401) 751-1600

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

Indicate by check mark whether 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.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of “accelerated filer and large accelerated file” in Rule 12b-2 of the Exchange Act). (Check one):

Large accelerated filer [_]

Accelerated Filer [_]

Non-accelerated filer [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [_] No [X]

The aggregate market value of voting stock held by non-affiliates is zero.

The number of shares of Common Stock outstanding as of May 5, 2006 was 3,000.

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

NORTEK, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

(Dollar amounts in thousands)

	April 1,		December 31,
	2006		2005
Assets
Current Assets:
Cash and cash equivalents	$	70,158	$	77,175
Accounts receivable, less allowances of $6,694 and $6,582		302,931		272,191
Inventories:
Raw materials		77,762		75,159
Work in process		24,309		21,400
Finished goods		153,748		145,753
		255,819		242,312

Prepaid expenses		11,167		10,510
Other current assets		26,640		26,349
Prepaid income taxes		15,890		20,672
Total current assets		682,605		649,209

Property and Equipment, at Cost:
Land		10,536		8,784
Buildings and improvements		88,780		84,310
Machinery and equipment		148,758		141,112
		248,074		234,206
Less accumulated depreciation		36,680		28,717
Total property and equipment, net		211,394		205,489

Other Assets:
Goodwill		1,379,115		1,381,350
Intangible assets, less accumulated amortization of $31,581 and $27,328		114,593		114,474
Deferred debt expense		35,610		36,868
Long-term portion of receivable from affiliate		17,724		17,460
Restricted investments and marketable securities		4,018		4,015
Other assets		7,564		7,711
		1,558,624		1,561,878
	$	2,452,623	$	2,416,576
Liabilities and Stockholder’s Investment

Current Liabilities:
Notes payable and other short-term obligations	$	5,714	$	4,915
Current maturities of long-term debt		18,246		14,786
Accounts payable		180,533		159,015
Accrued expenses and taxes, net		181,026		196,721
Total current liabilities		385,519		375,437

Other Liabilities:
Deferred income taxes		19,187		20,381
Other		168,652		166,369
		187,839		186,750

Notes, Mortgage Notes and Obligations Payable, Less Current Maturities		1,354,865		1,354,080

Stockholder’s Investment:
Common stock, $0.01 par value, authorized 3,000 shares;
3,000 issued and outstanding at April 1, 2006 and December 31, 2005		---		---
Additional paid-in capital		415,312		414,964
Retained earnings		101,000		77,800
Accumulated other comprehensive income		8,088		7,545
Total stockholder's investment		524,400		500,309
Total Liabilities and Stockholder's Investment:	$	2,452,623	$	2,416,576

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

NORTEK, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

	For the three months ended
	April 1, 2006			April 2, 2005
	(Dollar amounts in thousands)

Net Sales	$	534,542		$	434,118

Costs and Expenses:
Cost of products sold		370,468			309,459
Selling, general and administrative expense		95,185			79,441
Amortization of intangible assets		4,221			4,333
		469,874			393,233
Operating earnings		64,668			40,885
Interest expense		(27,976	)		(24,285	)
Investment income		708			400
Earnings before provision for income taxes		37,400			17,000
Provision for income taxes		14,200			6,300
Net earnings	$	23,200		$	10,700

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

NORTEK, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

	For the three months ended
	April 1, 2006	April 2, 2005
	(Dollar amounts in thousands)
Cash Flows from operating activities: