SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [ X ] Quarterly Report Pursuant To Section 13 or 15(d) of The Securities Exchange Act of 1934 For the quarterly period ended December 1, 1995 ---------------- 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 1-4365 ------- OXFORD INDUSTRIES, INC. ----------------------- (Exact name of registrant as specified in its charter) Georgia 58-0831862 - ------------------------------- ----------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 222 Piedmont Avenue, N.E., Atlanta, Georgia 30308 --------------------------------------------------- (Address of principal executive offices) (Zip Code) (404) 659-2424 -------------- (Registrant's telephone number, including area code) Not Applicable --------------- (Former name, former address and former fiscal year, if changed since last report.) 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 X No ------- ----- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Number of shares outstanding Title of each class as of January 8, 1996 - --------------------------- ---------------------------- Common Stock, $1 par value 8,801,921
PART I. FINANCIAL INFORMATION Item 1. Financial Statements. - ------------------------------ OXFORD INDUSTRIES, INC. CONSOLIDATED STATEMENT OF EARNINGS SIX MONTHS AND QUARTERS ENDED DECEMBER 1, 1995 AND DECEMBER 2, 1994 (UNAUDITED ) Six Months Ended Quarter Ended --------------------------- -------------------------- $ in thousands except December 1, December 2, December 1, December 2, per share amounts 1995 1994 1995 1994 - --------------------- ------------ ------------ ------------ ------------ Net Sales $376,320 $357,471 $187,066 $192,167 -------- -------- -------- -------- Costs and Expenses: Cost of Goods Sold 312,353 288,490 155,222 155,058 Selling, General and Administrative 50,914 48,918 25,596 25,870 Provision for environmental remediation 4,500 - - - Interest 3,717 1,705 1,876 1,041 -------- -------- -------- -------- Total Costs and Expenses 371,484 339,113 182,694 181,969 -------- -------- -------- -------- Earnings Before Income Taxes 4,836 18,358 4,372 10,198 Income Taxes 1,935 7,435 1,749 4,131 -------- -------- -------- -------- Net Earnings $2,901 $10,923 $2,623 $6,067 ======== ======== ======== ======== Net Earnings Per Common Share $ .33 $1.26 $0.30 $0.70 ===== ===== ==== ===== Average Number of Shares Outstanding 8,707,324 8,655,613 8,714,170 8,665,610 ========= ========= ========= ========= Dividends Per Share $0.40 $0.36 $0.20 $0.18 ===== ====== ===== ===== See notes to consolidated financial statements.
OXFORD INDUSTRIES, INC. CONSOLIDATED BALANCE SHEETS DECEMBER 1, 1995, JUNE 2, 1995 AND DECEMBER 2, 1994 (UNAUDITED EXCEPT FOR JUNE 2, 1995) December 1, June 2, December 2, $ in thousands 1995 1995 1994 - -------------- ------------------------------------------ Assets Current Assets: Cash $ 4,254 $ 2,225 $ 5,278 Receivables 95,674 83,962 107,226 Inventories: Finished Goods 81,981 96,013 57,308 Work in Process 17,493 31,014 28,003 Fabric, Trim & Supplies 30,896 42,951 31,405 -------- -------- -------- 130,370 169,978 116,716 Prepaid expenses 14,565 13,023 10,627 -------- -------- -------- Total Current Assets 244,863 269,188 239,847 Property, Plant & Equipment 38,961 38,650 33,212 Other Assets 7,600 1,190 1,375 -------- -------- -------- $291,424 $309,028 $274,434 ======== ======== ======== Liabilities and Stockholders' Equity Current Liabilities: Notes Payable $ 38,000 $ 43,500 $ 46,500 Trade Accounts Payable 36,022 54,331 44,586 Accrued Compensation 7,784 8,235 10,137 Other Accrued Expenses 13,580 13,039 14,796 Dividends Payable 1,745 1,739 1,561 Income Taxes - - 793 Current maturities of long-term debt 4,625 4,732 4,855 -------- -------- -------- Total Current Liabilities 101,756 125,576 123,228 Long-Term Debt, less current maturities 48,953 47,011 11,185 Non-Current liabilities 4,500 - - Deferred Income Taxes 3,825 3,862 3,878 Stockholders' Equity: Common Stock 8,730 8,694 8,672 Additional paid-in capital 7,419 7,020 6,746 Retained Earnings 116,241 116,865 120,725 -------- -------- -------- Total Stockholders' Equity 132,390 132,579 136,143 -------- -------- -------- $291,424 $309,028 $274,434 ======== ======== ======== See notes to consolidated financial statements.
OXFORD INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS SIX MONTHS ENDED DECEMBER 1, 1995 AND DECEMBER 2, 1994 (UNAUDITED) Six Months Ended ------------------------------- December 1, December 2, $ in thousands 1995 1994 - -------------- ------------------------------ Cash Flows From Operating Activities - ------------------------------------ Net earnings $ 2,901 $ 10,923 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 3,972 3,683 Gain on sale of property, plant and equipment (47) (177) Changes in working capital: Receivables (9,626) (32,061) Inventories 40,639 (2,251) Prepaid expenses (1,535) 1,775 Trade accounts payable (19,135) (437) Accrued expenses and other current liabilities 90 275 Income taxes payable - 793 Non-current liabilities 4,500 - Deferred income taxes (37) 148 Other noncurrent assets (1,193) 96 Net cash flows provided by (used in) ------- -------- operating activities 20,529 (17,233) Cash Flows From Investing Activities Acquisitions (8,763) - Proceeds from sale of business 1,273 - Purchase of property, plant and equipment (4,760) (4,161) Proceeds from sale of property, plant and and equipment 500 659 -------- -------- Net cash used in investing activities (11,750) (3,502) Cash Flows From Financing Activities Short-term borrowings (5,500) 27,000 Payments on long-term debt 1,835 (1,700) Proceeds from exercise of stock options 395 598 Dividends on common stock (3,480) (3,112) Net cash (used in) provided by ------- -------- financing activities (6,750) 22,786 Net change in Cash and Cash Equivalents 2,029 2,051 Cash and Cash equivalents at Beginning of Period 2,225 3,227 -------- -------- Cash and Cash Equivalents at End of Period $ 4,254 $ 5,278 ======== ======== Supplemental Disclosure of Cash Flow Information - ------------------------------------------------ Cash paid for: Interest $ 3,513 $ 1,676 Income taxes 44 5,710 See notes to consolidated financial statements.
OXFORD INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SIX MONTHS AND QUARTERS ENDED DECEMBER 1, 1995 AND DECEMBER 2, 1994 (UNAUDITED) 1. The foregoing unaudited consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods. All such adjustments are of a normal recurring nature. The results for interim periods are not necessarily indicative of results to be expected for the year. 2. The financial information presented herein should be read in conjunction with the consolidated financial statements included in the Registrant's Annual Report on Form 10-K for the fiscal year ended June 2, 1995. 3. The Company is involved in certain legal matters primarily arising in the normal course of business. In the opinion of management, the Company's liability under any of these matters would not materially affect its financial condition or results of operations. 4. The Company discovered a past unauthorized disposal of a substance believed to be dry cleaning fluid on one of its properties. The Company believes that remedial action will be required, including continued investigation, monitoring and treatment of ground water and soil. Based on advice from its environmental experts, the Company has provided $4,500,000 for this remediation, in the first quarter of the current fiscal year.
Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations - ----------------------------------------------------------------------- Results of Operations NET SALES Net sales for the second quarter of the 1996 fiscal year, which ended December 1, 1995, decreased by 2.7% from net sales for the second quarter of the previous year. Net sales for the first six months of the current year increased by 5.3% from net sales for the same period of the prior year. Second quarter net sales increases in the Company's Men's Shirts and Men's Slacks groups were offset by declines in Tailored Clothing and Womenswear. Sales from the Company's Ely & Walker (western shirts) division, which was acquired in the first quarter of the current year, were offset by the sale, in the second quarter, of the Company's B.J. Designs Concepts (screen printed sportswear) division. The Company continued to strengthen strategic alliances with its larger, more financially stable customers. Sales to the Company's fifty largest customers continued to outpace the Company's overall sales performance. The Company experienced an overall net sales unit volume decrease of approximately 4.0% while experiencing an overall 1.4% increase in the average sales price per unit during the second quarter of the current year. For the first six months of the current year, the Company experienced a 7.1% increase in overall net sales unit volume while incurring a 1.7% decrease in the average sales price per unit. COST OF GOODS SOLD Cost of goods sold as a percentage of net sales was 83.0% for the second quarter of both the current and prior year and 80.7% for the first six months of both the current and prior year. The Company successfully continued its targeted inventory reduction plan, reduced inventory an additional $29,000,000 in the current quarter, and $40,000,000 in the first half of the current fiscal year. The production curtailment associated with this inventory reduction negatively impacted manufacturing efficiencies and overhead absorption. The Company also reserved amounts for the impending closings of two additional sewing facilities (Bowman, GA and Monticello, GA) and the closure of a wrinkle-free men's shirt wet processing facility (Vidalia, GA). Cost of goods sold was also negatively impacted by the inventory valuation method used in the acquisition of Ely & Walker which eliminated most of that division's gross profit for the first half. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES Selling, general and administrative expenses decreased by 1.1% to $25,596,000 in the second quarter of fiscal 1996 from $25,870,000 in the same period of fiscal 1995. Selling, general and administrative expenses (excluding the environmental charge) increased by 4.1% to $50,914,000 in the first half of fiscal 1996 from $48,918,000 in the same period of fiscal 1995. As a percentage of net sales, selling, general and administrative expenses increased to 13.7% for the second quarter of fiscal 1996 from 13.5% for the second quarter of the prior year, and decreased to 13.5% for the first six months of fiscal 1996 from 13.7% for the first six months of the previous year. Included in selling, general and administrative expenses are start-up costs for the new Tommy Hilfiger Golf line which began shipments in the second fiscal quarter. Also included in selling, general and administrative are costs associated with the continued expansion and reengineering of two distribution centers. INTEREST EXPENSE Net interest expense as a percentage of net sales increased to 1.0% in the second quarter and the first half of fiscal 1996 from 0.5% for the second quarter and first half of fiscal 1995. This increase was due to an increase in average short-term borrowing and long-term debt from the same periods in the prior year.
INCOME TAXES The Company's effective income tax rate was 40.0% in fiscal 1996 for both the second quarter and the first half and 40.5% in fiscal 1995 for both the second quarter and the first half. FUTURE OPERATING RESULTS The Company does not expect the widely publicized weakness in apparel retailing to improve dramatically in the near term. Based on the latest reports of holiday apparel sales at retail and the Company's current rate of wholesale order bookings, the Company anticipates continuing difficult business conditions. The Company expects second half sales to be equal to or slightly less than sales in the prior fiscal year. The Company expects second half earnings to be improved over those of the prior year. Subsequent to the second quarter, the Company signed a licensing agreement with Nautica Apparel, Inc. The agreement is for the manufacture and sales of the Nautica men's tailored clothing collection to be launched in the Holiday 1996/Spring 1997 seasons. LIQUIDITY AND CAPITAL RESOURCES OPERATING ACTIVITIES Operating activities generated $20,529,000 during the first six months of the current year and used $17,233,000 in the first six months of the prior year. The primary factors contributing to this change were a smaller increase in receivables and a decrease in inventory offset by a decrease in net earnings and a larger decrease in trade accounts payable as compared to the first half of the previous year. The accounts receivable balance at the end of the second quarter was actually less than the balance at the end of the comparable period in the prior year due primarily to timing of shipments and, to a lesser extent, to decreased sales. The inventory reduction was the result of the planned inventory control mentioned above achieved through production curtailment. The reduction in trade accounts payable is due to the inventory reduction. INVESTING ACTIVITIES Investing activities used $11,750,000 during the first six months of the current year and used $3,502,000 in the first six months of the prior year. The primary factors contributing to this change were the acquisition of Ely & Walker in the first quarter. During the second quarter, the Company completed the sale of it Los Angeles - based B.J. Design Concepts division. B.J. Designs Concepts was the Company's smallest stand-alone operating division with annual sales of approximately $20,000,000. FINANCING ACTIVITIES Financing activities used $6,750,000 in the first half of fiscal 1996 and generated $22,786,000 in the first half of fiscal 1995. The primary factor contributing to this change was the reduction of short-term borrowings due to the operating and investing activities described above. Due to the exercise of employee stock options, a net of 38,180 shares of the Company's common stock have been issued during the six months ended December 1, 1995 and 74,610 shares have been issued since December 1, 1995 through January 8, 1996. WORKING CAPITAL Working capital increased from $116,619,000 at the end of the second quarter of fiscal 1995 to $143,612,000 at the end of the 1995 fiscal year and decreased to $143,107,000 at the end of the second quarter of fiscal 1996. The ratio of current assets to current liabilities was 1.9 at the end of the second quarter of the prior fiscal year, 2.1 at the end of the 1995 fiscal year and 2.4 at the end of the second quarter of the 1996 fiscal year. FUTURE LIQUIDITY AND CAPITAL RESOURCES The Company believes it has the ability to generate cash or has available borrowing capacity to meet its foreseeable needs. The sources of funds primarily include funds provided by operations and short-term borrowings. The uses of funds primarily include working capital requirements, capital expenditures, acquisitions, dividends and repayment of long-term debt. The Company regularly utilizes committed bank lines of credit and other uncommitted bank resources to meet working capital requirements. On December 1, 1995, the Company had available for its use lines of credit with several lenders aggregating $50,000,000. The Company has agreed to pay commitment fees for these available lines of credit. At December 1, 1995 $50,000,000 was in use under these lines. Of the $50,000,000, $40,000,000 is long term. In addition, the Company has $178,000,000 in uncommitted lines of credit, of which $88,000,000 is reserved exclusively for letters of credit. The Company pays no commitment fees for these available lines of credit. At December 1, 1995, $28,000,000 was in use under these lines of credit. Maximum short-term borrowings from all sources during the first six months of the current year were $125,500,000. The Company anticipates continued use and availability of both committed and uncommitted short-term borrowing resources as working capital needs may require. The Company is actively considering possible acquisitions of apparel-related businesses that are compatible with its long-term strategies. There are no present plans to sell securities or enter into off-balance sheet financing arrangements. ADDITIONAL INFORMATION For additional information concerning the Company's operations, cash flows, liquidity and capital resources, this analysis should be read in conjunction with the Consolidated Financial statements and the Notes to Consolidated Financial statements contained in the Company's Annual Report for fiscal 1995.
PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits. 10c 1984 Stoct Option Plan. 11 Statement re computation of per share earnings. 27 Financial Data Schedule (b) Reports on Form 8-K. The Registrant did not file any reports on Form 8-K during the quarter ended December 1, 1995. SIGNATURES Pursuant to the requirements 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. OXFORD INDUSTRIES, INC. (Registrant) /s/Ben B. Blount, Jr. --------------------- Date: January 16, 1996 Ben B. Blount Jr. Chief Financial Officer