SECURITIES & EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) X QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 4, 1997 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 1-724 PHILLIPS-VAN HEUSEN CORPORATION (Exact name of registrant as specified in its charter) Delaware 13-1166910 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 1290 Avenue of the Americas New York, New York 10104 (Address of principal executive offices) (Zip Code) Registrant's telephone number (212) 541-5200 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 registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days. Yes X No The number of outstanding shares of common stock, par value $1.00 per share, of Phillips-Van Heusen Corporation as of May 30, 1997: 27,065,489 shares.
PHILLIPS-VAN HEUSEN CORPORATION INDEX PART I -- FINANCIAL INFORMATION Independent Accountants Review Report................................ 1 Condensed Consolidated Balance Sheets as of May 4, 1997 and February 2, 1997...................................................... 2 Condensed Consolidated Statements of Operations for the thirteen weeks ended May 4, 1997 and April 28, 1996.................................. 3 Condensed Consolidated Statements of Cash Flows for the thirteen weeks ended May 4, 1997 and April 28, 1996............................ 4 Notes to Condensed Consolidated Financial Statements.................. 5-6 Management's Discussion and Analysis of Results of Operations and Financial Condition............................................... 7-9 PART II -- OTHER INFORMATION ITEM 6 - Exhibits and Reports on Form 8-K............................. 10-13 Signatures............................................................ 14 Exhibit--Acknowledgment of Independent Accountants.................... 15 Exhibit--Financial Data Schedule...................................... 16
Independent Accountants Review Report Stockholders and Board of Directors Phillips-Van Heusen Corporation We have reviewed the accompanying condensed consolidated balance sheet of Phillips-Van Heusen Corporation as of May 4, 1997, and the related condensed consolidated statements of operations and cash flows for the thirteen week periods ended May 4, 1997 and April 28, 1996. These financial statements are the responsibility of the Company's management. We conducted our reviews in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data, and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, which will be performed for the full year with the objective of expressing an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our reviews, we are not aware of any material modifications that should be made to the accompanying condensed consolidated financial statements referred to above for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of Phillips-Van Heusen Corporation as of February 2, 1997, and the related consolidated statements of operations, stockholders' equity, and cash flows for the year then ended (not presented herein) and in our report dated March 11, 1997, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of February 2, 1997, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived. ERNST & YOUNG LLP New York, New York May 22, 1997 -1-
Phillips-Van Heusen Corporation Condensed Consolidated Balance Sheets (In thousands, except share data) <TABLE> <CAPTION> UNAUDITED AUDITED May 4, February 2, 1997 1997 <S> <C> <C> ASSETS Current Assets: Cash, including cash equivalents of $6,451 and $1,861 $ 16,220 $ 11,590 Trade receivables, less allowances of $3,607 and $3,401 98,746 91,806 Inventories 267,112 237,422 Other, including deferred taxes of $4,300 22,346 22,140 Total Current Assets 404,424 362,958 Property, Plant and Equipment 134,082 137,060 Goodwill 119,516 120,324 Other Assets, including deferred taxes of $16,617 39,813 37,094 $697,835 $657,436 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Notes payable $ 69,000 $ 20,000 Accounts payable 34,811 36,355 Accrued expenses 53,505 55,754 Current portion of long-term debt 10,157 10,157 Total Current Liabilities 167,473 122,266 Long-Term Debt, less current portion 189,399 189,398 Other Liabilities 57,270 55,614 Stockholders' Equity: Preferred Stock, par value $100 per share; 150,000 shares authorized; no shares outstanding Common Stock, par value $1 per share; 100,000,000 shares authorized; shares issued 27,063,489 and 27,045,705 27,063 27,046 Additional Capital 116,384 116,296 Retained Earnings 140,246 146,816 Total Stockholders' Equity 283,693 290,158 $697,835 $657,436 </TABLE> See accompanying notes. -2-
Phillips-Van Heusen Corporation Condensed Consolidated Statements of Operations Unaudited (In thousands, except per share data) <TABLE> <CAPTION> Thirteen Weeks Ended May 4, April 28, 1997 1996 <S> <C> <C> Net sales $285,925 $273,660 Cost of goods sold 186,957 180,563 Gross margin 98,968 93,097 Selling, general and administrative expenses 100,654 96,358 Loss before interest and taxes (1,686) (3,261) Interest expense, net 4,932 6,153 Loss before taxes (6,618) (9,414) Income tax benefit 2,078 2,860 Net loss $ (4,540) $ (6,554) Net loss per share $ (0.17) $ (0.24) Average shares outstanding 27,058 26,984 Cash dividends per share $ 0.0375 $ 0.0375 See accompanying notes. </TABLE> -3-
Phillips-Van Heusen Corporation Condensed Consolidated Statements of Cash Flows Unaudited (In thousands) <TABLE> <CAPTION> Thirteen Weeks Ended May 4, April 28, 1997 1996 <S> <C> <C> OPERATING ACTIVITIES: Net Loss $ (4,540) $ (6,554) Adjustments to reconcile net loss to net cash used by operating activities: Depreciation and amortization 6,982 7,802 Amortization of contributions from landlords (1,382) (1,617) Equity income in Pyramid Sportswear (350) (313) Changes in operating assets and liabilities: Receivables (5,398) 19,437 Inventories (29,690) (23,739) Accounts payable and accrued expenses (3,869) (15,545) Other-net (1,332) (1,542) Net Cash Used By Operating Activities (39,579) (22,071) INVESTING ACTIVITIES: Property, plant and equipment acquired (3,354) (3,805) Other-net 487 (1,724) Net Cash Used By Investing Activities (2,867) (5,529) FINANCING ACTIVITIES: Proceeds from revolving line of credit 49,001 47,577 Payments on revolving line of credit and long-term borrowings - (10,165) Exercise of stock options 105 56 Cash dividends (2,030) (2,027) Net Cash Provided By Financing Activities 47,076 35,441 Increase In Cash 4,630 7,841 Cash at beginning of period 11,590 17,533 Cash at end of period $ 16,220 $ 25,374 See accompanying notes. </TABLE> -4-
PHILLIPS-VAN HEUSEN CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (IN THOUSANDS) GENERAL The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, they do not contain all disclosures required by generally accepted accounting principles for complete financial statements. Reference should be made to the annual financial statements, including the footnotes thereto, included in the Company's Annual Report to Stockholders for the year ended February 2, 1997. The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from the estimates. The results of operations for the thirteen weeks ended May 4, 1997 and April 28, 1996 are not necessarily indicative of those for a full fiscal year due, in part, to seasonal factors. The data contained in these financial statements are unaudited and are subject to year-end adjustments; however, in the opinion of management, all known adjustments (which consist only of normal recurring accruals) have been made to present fairly the consolidated operating results for the unaudited periods. As part of its ongoing strategic and expense reduction initiatives, the Company continues to evaluate its operations. Certain reclassifications have been made to the condensed consolidated financial statements for the thirteen weeks ended April 28, 1996 to present them on a basis consistent with the thirteen weeks ended May 4, 1997. INVENTORIES Inventories are summarized as follows: May 4, February 2, 1997 1997 Raw materials $ 18,847 $ 16,670 Work in process 15,884 13,208 Finished goods 232,381 207,544 Total $267,112 $237,422 Inventories are stated at the lower of cost or market. Cost for the apparel business is determined principally using the last-in, first-out method (LIFO), except for certain sportswear inventories which are determined using the first-in, first-out method (FIFO). Cost for the footwear business is determined using FIFO. Inventories would have been approximately $13,000 higher than reported at May 4, 1997 and February 2, 1997, if the FIFO method of inventory accounting had been used for the entire apparel business. -5-
The final determination of cost of sales and inventories under the LIFO method can only be made at the end of each fiscal year based on inventory cost and quantities on hand. Interim LIFO determinations are based on management's estimates of expected year-end inventory levels and costs. Such estimates are subject to revision at the end of each quarter. Since estimates of future inventory levels and costs are subject to external factors, interim financial results are subject to year-end LIFO inventory adjustments. EARNINGS PER SHARE In February 1997, the Financial Accounting Standards Board issued Statement No. 128, "Earnings Per Share," which is required to be adopted by the Company on February 1, 1998. At that time, the Company will be required to change the method currently used to compute net income per share and restate all prior periods. Under the new requirements for calculating primary net income per share, the dilutive effect of stock options will be excluded. Implementation of the new requirements will not have a material effect on the Company. SEGMENT DATA The Company operates in two industry segments: (i) apparel - the manufacture, procurement for sale and marketing of a broad range of men's, women's and children's apparel to traditional wholesale accounts as well as through Company-owned retail stores, and (ii) footwear - the manufacture, procurement for sale and marketing of a broad range of men's, women's and children's shoes to traditional wholesale accounts as well as through Company-owned retail stores. Operating income represents net sales less operating expenses. Excluded from operating results of the segments are interest expense, net, corporate expenses and income taxes. Thirteen Weeks Ended May 4, April 28, 1997 1996 Net sales-apparel $214,425 $200,198 Net sales-footwear 71,500 73,462 Total net sales $285,925 $273,660 Operating loss-apparel $ (1,379) $ (2,306) Operating income-footwear 2,809 2,215 Total operating income (loss) 1,430 (91) Corporate expenses (3,116) (3,170) Interest expense, net (4,932) (6,153) Loss before taxes $ (6,618) $ (9,414) -6-
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION RESULTS OF OPERATIONS Thirteen Weeks Ended May 4, 1997 Compared to Thirteen Weeks Ended April 28, 1996 APPAREL Net sales of the Company's apparel business in the first quarter were $214.4 million in 1997 and $200.2 million last year, an increase of 7.1%. The sales improvement results from increases in the Company's wholesale branded businesses, particularly Dress Shirts and Izod, which more than offset the planned decrease in retail sales resulting from the Company's ongoing strategic program of contracting the retail component of its business by closing its least productive stores. Gross margin on apparel sales in the first quarter was 32.9% in 1997 compared with 33.4% in the prior year. The Company's branded businesses had margin increases continuing the trend which began in the second half of 1996 as the impact of the Company's strategic initiatives began to take hold. However, these increases were more than offset by decreases at the Company's sweater division and its golf pro shops business which experienced less demand for their products and a resulting weakening in margins. Selling, general and administrative expenses as a percentage of apparel net sales in the first quarter decreased to 33.6% this year from 34.5% last year. However, these expense levels are expected to increase as a percentage of apparel net sales, in the short-term, as the Company plans to significantly increase its marketing expenditures in the second half of this year. FOOTWEAR Net sales of the Company's footwear business in the first quarter were $71.5 million in 1997 and $73.5 million last year, a decrease of 2.7%. This was caused by the planned decrease in retail sales resulting from the Company's ongoing strategic program of contracting the retail component of its business by closing its least productive stores which more than offset the increase in the Company's wholesale business. Gross margin on footwear sales in the first quarter was 39.6% in 1997 compared with 35.8% in the prior year. The improvement in gross margin, which began in the second half of 1996 as the impact of the Company's strategic initiatives began to take hold, continued in the current quarter as evidenced by increased gross margins in the Company's wholesale business and in its outlet stores. In addition, the difficulties experienced by Bass during the first half of last year in restructuring its Puerto Rico manufacturing operations did not recur, thus adding to margin improvement. -7-
Selling, general and administrative expenses as a percentage of footwear net sales in the first quarter were 35.6% this year compared with 32.7% last year. While expense levels were essentially flat, the lower volume of sales caused the percentage relationship to net sales to increase. As in apparel, these expense levels are expected to increase as a percentage of net sales, in the short-term, as the Company plans to significantly increase its marketing expenditures in the second half of this year. INTEREST EXPENSE Interest expense in the first quarter was $4.9 million in 1997 compared with $6.2 million last year. The decrease is directly attributable to lower average borrowings which resulted from the positive cash flow generated in 1996, which enabled the Company to start 1997 with $81.7 million less debt than a year ago. INCOME TAXES Income taxes were estimated at a rate of 31.4% for the current year compared with last year's first quarter rate of 30.4%. The tax rates reflect the relationship of U.S. income taxed at normal rates versus tax exempted income from operations in Puerto Rico. CORPORATE EXPENSES Corporate expenses in the first quarter were $3.1 million in 1997 compared with $3.2 million last year. SEASONALITY The Company's business is seasonal, with higher sales and income during its third and fourth quarters, which coincide with the Company's two peak retail selling seasons: the first running from the start of the back to school and fall selling seasons beginning in August and continuing through September, and the second being the Christmas selling season beginning with the weekend following Thanksgiving and continuing through the week after Christmas. Also contributing to the strength of the third quarter is the high volume of fall shipments to wholesale customers which are generally more profitable than spring shipments. The slower spring selling season at wholesale combines with retail seasonality to make the first quarter particularly weak. LIQUIDITY AND CAPITAL RESOURCES The seasonal nature of the Company's business typically requires the use of cash to fund a build-up in the Company's inventory in the first half of each year. During the third and fourth quarters, the Company's higher level of sales tends to reduce its inventory and generate cash from operations. -8-
Net cash used by operations in the first quarter totalled $39.6 million in 1997 and $22.1 million last year. This increase is related principally to later than usual shipments in the latter part of 1995 which, in turn, created a significant increase in collections in the first quarter of 1996. This pattern did not repeat itself in 1996 and, as a result, collections in the first quarter of 1997 were significantly less then in the prior year's quarter. The Company continues to aggressively manage its net assets, particularly inventory which decreased $33.4 million or 11.1% at the end of the current quarter compared with a year ago while sales were increasing 4.5%. Capital spending in the first quarter was $3.4 million in 1997 as compared with $3.8 million last year. The Company anticipates a modest increase in overall capital spending levels for 1997 compared to 1996 levels. The Company has a credit agreement which includes a revolving credit facility under which the Company may, at its option, borrow and repay amounts within certain limits. The credit agreement also includes a letter of credit facility. The total amount available to the Company under each of the revolving credit and the letter of credit facilities is $250 million provided, however, that the aggregate maximum amount outstanding at any time under both facilities is $400 million. The Company believes that its borrowing capacity under these facilities is adequate for its 1997 peak seasonal needs. Total debt as a percentage of total capital was 48.6% as of May 4, 1997 and 55.9% as of April 28, 1996. This decrease is due principally to the Company's free cash flow in 1996 which was used to repay debt resulting in $81.7 million less debt at year end 1996 compared with year end 1995. This, in turn, results in the Company having significantly reduced debt levels at the end of the current year's first quarter compared with a year ago. * * * **************************************************************************** * * SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT * * OF 1995 * * * * Forward-looking statements in this Form 10-Q report, including without * * limitation statements relating to the Company's plans, strategies, * * objectives, expectations and intentions, are made pursuant to the safe * * harbor provisions of the Private Securities Litigation Reform Act of * * 1995. Investors are cautioned that such forward-looking statements * * involve risks and uncertainties, including without limitation the * * following: (i) the Company's plans, strategies, objectives, * * expectations and intentions are subject to change at any time at the * * discretion of the Company; (ii) the levels of sales of the Company's * * apparel and footwear products, both to its wholesale customers and in * * its retail stores, and the extent of discounts and promotional pricing * * in which the Company is required to engage; (iii) the Company's plans and* * results of operations will be affected by the Company's ability to manage* * its growth and inventory; and (iv) other risks and uncertainties * * indicated from time to time in the Company's filings with the Securities * * and Exchange Commission. * * * **************************************************************************** -9-
Part II - OTHER INFORMATION ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K (a) The following exhibits are included herein: 3.1 Certificate of Incorporation (incorporated by reference to Exhibit 5 to the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 1977). 3.2 Amendment to Certificate of Incorporation, filed June 27, 1984 (incorporated by reference to Exhibit 3B to the Company's Annual Report on Form 10-K for the fiscal year ended February 3, 1985). 3.3 Certificate of Designation of Series A Cumulative Participating Preferred Stock, filed June 10, 1986 (incorporated by reference to Exhibit A of the document filed as Exhibit 3 to the Company's Quarterly Report as filed on Form 10-Q for the period ended May 4, 1986). 3.4 Amendment to Certificate of Incorporation, filed June 2, 1987 (incorporated by reference to Exhibit 3(c) to the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 1988). 3.5 Amendment to Certificate of Incorporation, filed June 1, 1993 (incorporated by reference to Exhibit 3.5 to the Company's Annual Report on Form 10-K for the fiscal year ended January 30, 1994). 3.6 Amendment to Certificate of Incorporation, filed June 20, 1996 (incorporated by reference to Exhibit 3.1 to the Company's Report on Form 10-Q for the period ended July 28, 1996). 3.7 By-Laws of Phillips-Van Heusen Corporation, as amended through June 18, 1996 (incorporated by reference to Exhibit 3.2 to the Company's Report on Form 10-Q for the period ended July 28, 1996). 4.1 Specimen of Common Stock certificate (incorporated by reference to Exhibit 4 to the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 1981). 4.2 Preferred Stock Purchase Rights Agreement (the "Rights Agreement"), dated June 10, 1986 between PVH and The Chase Manhattan Bank, N.A. (incorporated by reference to Exhibit 3 to the Company's Quarterly Report as filed on Form 10-Q for the period ended May 4, 1986). 4.3 Amendment to the Rights Agreement, dated March 31, 1987 between PVH and The Chase Manhattan Bank, N.A. (incorporated by reference to Exhibit 4(c) to the Company's Annual Report on Form 10-K for the year ended February 2, 1987). -10-
4.4 Supplemental Rights Agreement and Second Amendment to the Rights Agreement, dated as of July 30, 1987, between PVH and The Chase Manhattan Bank, N.A. (incorporated by reference to Exhibit (c)(4) to the Company's Schedule 13E-4, Issuer Tender Offer Statement, dated July 31, 1987). 4.5 Notice of extension of the Rights Agreement, dated June 5, 1996, from Phillips-Van Heusen Corporation to The Bank of New York (incorporated by reference to Exhibit 4.13 to the Company's report on Form 10-Q for the period ended April 28, 1996). 4.6 Credit Agreement, dated as of December 16, 1993, among PVH, Bankers Trust Company, The Chase Manhattan Bank, N.A., Citibank, N.A., The Bank of New York, Chemical Bank and Philadelphia National Bank, and Bankers Trust Company, as agent (incorporated by reference to Exhibit 4.5 to the Company's Annual Report on Form 10-K for the fiscal year ended January 30, 1994). 4.7 First Amendment, dated as of February 13, 1995, to the Credit Agreement dated as of December 16, 1993 (incorporated by reference to Exhibit 4.6 to the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 1995). 4.8 Second Amendment, dated as of July 17, 1995, to the Credit Agreement dated as of December 16, 1993 (incorporated by reference to Exhibit 4.7 to the Company's report on Form 10-Q for the period ending October 29, 1995). 4.9 Third Amendment, dated as of September 27, 1995, to the Credit Agreement dated as of December 16, 1993 (incorporated by reference to Exhibit 4.8 to the Company's report on Form 10-Q for the period ending October 29, 1995). 4.10 Fourth Amendment, dated as of September 28, 1995, to the Credit Agreement dated as of December 16, 1993 (incorporated by reference to Exhibit 4.9 to the Company's report on Form 10-Q for the period ending October 29, 1995). 4.11 Fifth Amendment, dated as of April 1, 1996, to the Credit Agreement dated as of December 16, 1993 (incorporated by reference to Exhibit 4.10 to the Company's Annual Report on Form 10-K for the fiscal year ended January 28, 1996). 4.12 Note Agreement, dated October 1, 1992, among PVH, The Equitable Life Assurance Society of the United States, Equitable Variable Life Insurance Company, Unum Life Insurance Company of America, Nationwide Life Insurance Company, Employers Life Insurance Company of Wausau and Lutheran Brotherhood (incorporated by reference to Exhibit 4.21 to the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 1993). -11-
4.13 First Amendment Agreement, dated as of June 24, 1996, to the Note Agreement, dated as of October 1, 1992 (incorporated by reference to Exhibit 4.14 to the Company's report on Form 10-Q for the period ended July 28, 1996). 4.14 Indenture, dated as of November 1, 1993, between PVH and The Bank of New York, as Trustee (incorporated by reference to Exhibit 4.01 to the Company's Registration Statement on Form S-3 (Reg. No. 33- 50751) filed on October 26, 1993). 10.1 1987 Stock Option Plan, including all amendments through April 29, 1997. 10.2 1973 Employees' Stock Option Plan (incorporated by reference to Exhibit 1 to the Company's Registration Statement on Form S-8 (Reg. No. 2-72959) filed on July 15, 1981). 10.3 Supplement to 1973 Employees' Stock Option Plan (incorporated by reference to the Company's Prospectus filed pursuant to Rule 424(c) to the Registration Statement on Form S-8 (Reg. No. 2-72959) filed on March 31, 1982). 10.4 Phillips-Van Heusen Corporation Special Severance Benefit Plan, as amended as of April 16, 1996 (incorporated by reference to Exhibit 10.4 to the Company's Annual Report on Form 10-K for the fiscal year ended January 28, 1996). 10.5 Phillips-Van Heusen Corporation Capital Accumulation Plan (incorporated by reference to the Company's Report on Form 8-K filed on January 16, 1987). 10.6 Phillips-Van Heusen Corporation Amendment to Capital Accumulation Plan (incorporated by reference to Exhibit 10(n) to the Company's Annual Report on Form 10-K for the fiscal year ended February 2, 1987). 10.7 Form of Agreement amending Phillips-Van Heusen Corporation Capital Accumulation Plan with respect to individual participants (incorporated by reference to Exhibit 10(1) to the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 1988). 10.8 Form of Agreement amending Phillips-Van Heusen Corporation Capital Accumulation Plan with respect to individual participants (incorporated by reference to Exhibit 10.8 to the Company's report on Form 10-Q for the period ending October 29, 1995). 10.9 Phillips-Van Heusen Corporation Supplemental Defined Benefit Plan, dated January 1, 1991, as amended and restated on June 2, 1992 (incorporated by reference to Exhibit 10.10 to the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 1993). -12-
10.10 Phillips-Van Heusen Corporation Supplemental Savings Plan, effective as of January 1, 1991 and amended and restated as of April 29, 1997. 10.11 Non-Incentive Stock Option Agreement, dated as of December 3, 1993, between the Company and Bruce J. Klatsky (incorporated by reference to Exhibit 10.12 to the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 1995). 10.12 Amendment to 1973 Employees' Stock Option Plan, effective as of April 29, 1997. 10.13 Agreement amending Phillips-Van Heusen Corporation Capital Accumulation Plan with respect to Bruce J. Klatsky. 15. Acknowledgement of Independent Accountants. 27. Financial Data Schedule (b) Reports on Form 8-K filed during the quarter ended May 4, 1997. No reports have been filed on Form 8-K during the quarter covered by this report. -13-
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. PHILLIPS-VAN HEUSEN CORPORATION Registrant June 9, 1997 /s/ Emanuel Chirico Emanuel Chirico, Controller Vice President and Chief Accounting Officer -14-
Exhibit 15 May 22, 1997 Stockholders and Board of Directors Phillips-Van Heusen Corporation We are aware of the incorporation by reference in (i) Post-Effective Amendment No. 2 to the Registration Statement (Form S-8, No. 2-73803), which relates to the Phillips-Van Heusen Corporation Employee Savings and Retirement Plan, (ii) Registration Statement (Form S-8, No. 33-50841) and Registration Statement (Form S-8, No. 33-59602), each of which relate to the Phillips-Van Heusen Corporation Associates Investment Plan for Residents of the Commonwealth of Puerto Rico, (iii) Registration Statement (Form S-8, No. 33-59101), which relates to the Voluntary Investment Plan of Phillips-Van Heusen Corporation (Crystal Brands Division), (iv) Post-Effective Amendment No. 4 to Registration Statement (Form S-8, No. 2-72959), Post Effective Amendment No. 6 to Registration Statement (Form S-8, No. 2-64564), and Post Effective Amendment No. 13 to Registration Statement (Form S-8, No. 2-47910), each of which relate to the 1973 Employee's Stock Option Plan of Phillips-Van Heusen Corporation, and (v) Registration Statement (Form S-8, No. 33-38698), Post-Effective Amendment No. 1 to Registration Statement (Form S-8, No. 33-24057) and Registration Statement (Form S-8, No. 33-60793), each of which relate to the Phillips-Van Heusen Corporation 1987 Stock Option Plan, of our report dated May 22, 1997 relating to the unaudited condensed consolidated interim financial statements of Phillips-Van Heusen Corporation which are included in its Form 10-Q for the thirteen week period ended May 4, 1997. Pursuant to Rule 436(c) of the Securities Act of 1933, our report is not a part of the registration statements or post-effective amendments prepared or certified by accountants within the meaning of Section 7 or 11 of the Securities Act of 1933. ERNST & YOUNG LLP New York, New York -15-