-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LMxJawao70NNMORruUl7eB7YrxPf7YeQwbe7WDvpX3isaEqfACbOTYjwMzF4DDXg w2VfMR8HAWrEuk/bD05YBw== 0000950133-00-001383.txt : 20000403 0000950133-00-001383.hdr.sgml : 20000403 ACCESSION NUMBER: 0000950133-00-001383 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000328 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BASSETT FURNITURE INDUSTRIES INC CENTRAL INDEX KEY: 0000010329 STANDARD INDUSTRIAL CLASSIFICATION: WOOD HOUSEHOLD FURNITURE, (NO UPHOLSTERED) [2511] IRS NUMBER: 540135270 STATE OF INCORPORATION: VA FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-00209 FILM NUMBER: 591559 BUSINESS ADDRESS: STREET 1: MAIN ST STREET 2: P O BOX 626 CITY: BASSETT STATE: VA ZIP: 24055 BUSINESS PHONE: 7036296000 MAIL ADDRESS: STREET 1: MAIN ST STREET 2: P O BOX 626 CITY: BASSETT STATE: VA ZIP: 24055 8-K 1 FORM 8-K 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION ---------------------------------- WASHINGTON, D.C. 20599 FORM 8-K -------- CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 28, 2000 ------------------
BASSETT FURNITURE INDUSTRIES, INCORPORATED ------------------------------------------ (Exact name of registrant as specified in its charter) VIRGINIA 0-209 54-0135270 - -------------------------------- ----------------------- ----------------------- (State or other jurisdiction of (Comission File No.) (I.R.S. Employer incorporation or organization) Identification No.)
3525 FAIRYSTONE PARK HIGHWAY BASSETT, VIRGINIA 24055 -------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 540/629-6000 -------------------- Item 5. Other Events On March 28, 2000, Bassett Furniture Industries issued the news release attached hereto as Exhibit (99) to this report (the "News Release")relating to, among other things, the election of Robert H. Spilman, Jr., formerly president and chief operating officer, as chief executive officer. The News Release is incorporated herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits. (99) New release issued March 28, 2000 2 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 hereunto duly authorized. BASSETT FURNITURE INDUSTRIES, INCORPORATED Date: March 28, 2000 By: /s/ BARRY C. SAFRIT ----------------------------- Barry C. Safrit Title: Vice President, Chief Accounting Officer 3 EXHIBIT INDEX Description Exhibit No. News release issued March 28,2000 EX-99 2 PRESS RELEASE ISSUED MARCH 28, 2000 1 Exhibit 99 [BASSETT LOGO] Bassett Furniture Industries, Inc. Grover S. Elliott, Investor Relations P.O. Box 626 (336) 725-7996 - Investors Bassett, VA 24055 (336) 725-7993 - Fax Jay S. Moore, Dir. Of Corporate Affairs (540) 629-6450 - Media For Immediate Release Bassett Furniture News Release BASSETT HOLDS ANNUAL MEETING, ANNOUNCES SPILMAN CEO AND FIRST QUARTER EARNINGS - ---------------------------------------------------------------------------- (Thomasville, NC) - March 28, 2000 - Bassett Furniture Industries, Inc., a leading manufacturer and marketer of branded home furnishings, in its annual meeting of shareholders today announced that Robert H. Spilman Jr., formerly president and chief operating officer, has been elected chief executive officer. The company also announced earnings results for the first quarter of fiscal 2000, which ended February 26. Speaking to shareholders, outgoing CEO Paul Fulton, said, "Bassett's board of directors this morning elected Rob Spilman Jr. chief executive officer. He continues as president. I will remain board chairman, but effective immediately, I will be a non-executive chairman. This company is in excellent hands with Rob Spilman as its leader. He knows the company and the industry better than anyone, and he has demonstrated again and again his ability to lead Bassett into its very bright future." Commenting on the transformation of Bassett during Fulton's three years as chief executive, Spilman described a consolidation of manufacturing capacity from 42 to 14 plants, refinement of distribution channels to focus on major retailers, Bassett Furniture Direct stores (BFD) and At Home with Bassett retailers, a major investment in development of the Bassett brand, a four percentage point improvement in manufacturing gross margin, and a doubling of operating profit. Mr. Spilman outlined long range plans that include a continued aggressive expansion of BFD stores and significant top line growth. For the first quarter of fiscal 2000, diluted earnings per share were $.39 before the cumulative effect of an accounting change versus $.34 in the prior year. Net sales for the quarter were $95.0 million, down from $99.8 million; sales declined because of the spin off of two operations, the bedding division and retail operations, from sales since the first quarter of 1999. The bedding division was sold in May 1999; Bassett continues to receive royalties on sales of bedding under the Bassett brand name. The company's retail stores were consolidated in December 1999 with those of the licensed Bassett Furniture Direct (BFD) stores operated by Phillip and Ronnie Ladin, forming a joint venture known as The Ladin Retail Group (LRG). Bassett's interest in profits and losses from this joint venture are reported in other income. The consolidation of the retail business with the LRG joint venture was a factor in lower levels of both gross profit and selling, general and administrative expenses in 2000 versus 1999. Also, the Company's new table top plant negatively impacted Wood Division gross margins, due to continued startup related costs. Other income was $3.7 million in 2000, versus $3.4 million in 1999. Other income was affected by Bassett's share of the loss in the LRG joint venture, which approximated $1 million; this loss was more than offset by income from other investments. In the first quarter of fiscal 2000, the Company recognized a cumulative effect of an accounting change of $535,000 ($364,000 after tax) or $.03 per diluted share as result of changing its accounting policy regarding start-up costs. Pursuant to the AICPA issued SOP 98-5, "Reporting on the Costs of Start-up Activities," any previously 2 capitalized start-up costs were required to be written-off as a cumulative effect of an accounting change. Accordingly, the Company has written-off the unamortized balance of the previously capitalized store opening related start-up costs. Commenting on earnings for the quarter, Robert H. Spilman Jr., stated, "We are generally pleased with the results, particularly with the strength in sales volume of our wood products. The transition of our retail operations to the LRG joint venture is moving somewhat more slowly that originally expected, but we are beginning to see good progress. Retail sales were strong in both January and February, and we anticipate that our media advertising in March will result in further positive comparisons." At the meeting of shareholders, Bassett stated that it is continuing its share repurchase program and has increased the number of shares it is authorized to repurchase under the current program. As of February 26, approximately 63% of the current $40 million share repurchase program had been completed. Also today, Bassett's Board of Directors declared a regular quarterly dividend of $.20 per share payable June 1, 2000, to shareholders of record May 16, 2000. Bassett Furniture Industries, Inc., based in Bassett, Va., is a manufacturer and marketer of branded home furnishings. The company operates 14 plants in five states, and licenses 52 Bassett Furniture Direct stores nationwide. The company's common stock is traded on the NASDAQ market under the symbol BSET. More information about Bassett is available on the company's new Internet site at www.bassettfurniture.com. CERTAIN OF THE STATEMENTS IN THE IMMEDIATELY PRECEDING PARAGRAPHS, PARTICULARLY THOSE PRECEDED BY, FOLLOWED BY OR INCLUDING THE WORDS "BELIEVES," "EXPECTS," "ANTICIPATES," "INTENDS," "ESTIMATES," OR SIMILAR EXPRESSIONS, OR THOSE RELATING TO OR ANTICIPATING FINANCIAL RESULTS FOR PERIODS BEYOND THE FIRST QUARTER OF FISCAL YEAR 2000, PROFITABLE GROWTH POTENTIAL, INCREASED FUTURE EARNINGS, IMPROVED MARGINS AND THE IMPACT OF MEDIA ADVERTISING ON RETAIL SALES CONSTITUTE "FORWARD LOOKING STATEMENTS" WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED. FOR THOSE STATEMENTS, BASSETT CLAIMS THE PROTECTION OF THE SAFE HARBOR FOR FORWARD LOOKING STATEMENTS CONTAINED IN THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. IN MANY CASES, BASSETT CANNOT PREDICT WHAT FACTORS WOULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE INDICATED IN THE FORWARD LOOKING STATEMENTS. EXPECTATIONS INCLUDED IN THE FORWARD-LOOKING STATEMENTS ARE BASED ON PRELIMINARY INFORMATION AS WELL AS CERTAIN ASSUMPTIONS WHICH MANAGEMENT BELIEVES TO BE REASONABLE AT THIS TIME. THE FOLLOWING IMPORTANT FACTORS AFFECT BASSETT AND COULD CAUSE THOSE RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED IN THE FORWARD LOOKING STATEMENTS: ACTUAL PRE-TAX LOSSES FOR THE LRG RETAIL OPERATION, SUCCESSFUL COMPLETION OF THE ACTIONS DESCRIBED IN THIS PRESS RELEASE, AND OTHER ITEMS. IN ADDITION TO THE FACTORS SET FORTH IN THIS PRESS RELEASE, THE ECONOMIC, COMPETITIVE, GOVERNMENTAL, TECHNOLOGICAL AND OTHER FACTORS IDENTIFIED IN BASSETT'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION COULD AFFECT THE FORWARD LOOKING STATEMENTS IN THIS PRESS RELEASE. ##### 3 BASSETT FURNITURE INDUSTRIES, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Operations - Unaudited (Stated in thousands of dollars except for per share data)
Quarter Ended Quarter Ended February 26, 2000 February 27, 1999 --------------------------------------------------------------- Percent of Percent of Percent Amount Net Sales Amount Net Sales Change --------------------------------------------------------------- Net sales $ 94,981 100.0% $ 99,809 100.0% (4.8)% Cost of sales 76,408 80.4% 80,233 80.4% (4.8)% Selling, general and administrative 15,293 16.1% 16,530 16.6% (7.5)% ----------- ------------ 91,701 96.5% 96,763 96.9% (5.2)% ----------- ------------ Income from operations 3,280 3.5% 3,046 3.1% 7.7% Other income, net 3,658 3.8% 3,352 3.4% 9.1% ----------- ------------ Income before income taxes 6,938 7.3% 6,398 6.4% 8.4% Income taxes 2,220 2.3% 1,983 2.0% 12.0% ----------- ------------ Income before cumulative effect of accounting change 4,718 $ 4,415 6.9% Cumulative effect of accounting change (net of income taxes of $171) (364) - ----------- ------------ NET INCOME $ 4,354 4.6% $ 4,415 4.4% (1.4)% =========== ============ Basic Earnings per share: Income before cumulative effect of accounting change $ 0.39 $ 0.34 Cumulative effect of accounting change (0.03) - ----------- ------------ Net income per share $ 0.36 $ 0.34 =========== ============ Diluted Earnings per share: Income before cumulative effect of accounting change 0.39 0.34 Cumulative effect of accounting change (0.03) - ----------- ------------ Net income per share 0.36 0.34 =========== ============
4
BASSETT FURNITURE INDUSTRIES, INC. AND SUBSIDIARIES Consolidated Balance Sheets Preliminary and Unaudited February 26, 2000 November 27, 1999 ----------------- ----------------- ASSETS - ------ CURRENT ASSETS Cash and cash equivalents $2,599 $5,740 Trade accounts receivable, net 69,556 64,731 Inventories, net of LIFO 49,584 50,206 Prepaid expenses 4,583 5,260 Refundable income taxes 1,006 1,006 Deferred income taxes 9,314 9,314 --------------------------- --------------------------- 136,642 136,257 --------------------------- --------------------------- PROPERTY AND EQUIPMENT Cost 233,317 227,439 Less accumulated depreciation 135,964 134,284 --------------------------- --------------------------- 97,353 93,155 --------------------------- --------------------------- OTHER ASSETS Investment securities 21,964 23,057 Investment in affiliated companies 71,803 67,558 Investment in joint venture 4,768 0 Other 21,332 22,802 --------------------------- --------------------------- 119,867 113,417 --------------------------- --------------------------- $353,862 $342,829 =========================== =========================== LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------ CURRENT LIABILITIES Accounts payable $26,606 $30,122 Accrued liabilities 20,662 26,806 --------------------------- --------------------------- 47,268 56,928 --------------------------- --------------------------- LONG-TERM LIABILITIES Employee benefits 10,919 10,998 Deferred income taxes 3,429 1,152 Notes payable 37,000 18,000 --------------------------- --------------------------- 51,348 30,150 --------------------------- --------------------------- STOCKHOLDERS' EQUITY Common stock 59,446 60,474 Additional paid in capital 0 0 Retained earnings 188,904 187,973 Unrealized holding gains, net of tax 7,174 7,993 Unamortized stock compensation (278) (689) --------------------------- --------------------------- 255,246 255,751 --------------------------- --------------------------- $353,862 $342,829 =========================== ===========================
5 BASSETT FURNITURE INDUSTRIES, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows - Unaudited/Preliminary
Quarter Ended Quarter Ended February February 26, 2000 27, 1999 ------------------------ ------------------------ Net income $4,354 $4,415 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 2,677 2,161 Equity in undistributed income of affiliated companies (4,080) (2,288) Deferred income taxes 2,277 1,202 Net (gain) loss from sales of investment securities - (391) Net (gain) loss from sales of property and equipment - - Compensation earned under restricted stock plan 60 60 Changes in long-term liabilities (79) (117) Changes in operating assets and liabilities: Trade accounts receivable (5,054) (5,006) Inventories (5,386) 1,506 Prepaid expenses 481 (400) Income taxes - 820 Accounts payable and accrued liabilities (739) (2,360) ------------------------ ------------------------ Net cash provided by (used in) operating activities (5,489) (398) ------------------------ ------------------------ Investing Activities: Purchases of property and equipment (7,979) (5,411) Proceeds from sales of property and equipment 0 970 Proceeds from sales of investment securities 0 14,076 Investments in affiliated companies (4,200) (5,850) Other 863 308 ------------------------ ------------------------ Net cash provided by (used in) investing activities (11,316) 4,093 ------------------------ ------------------------ Financing Activities: Borrowings under notes payable 19,000 0 Issuance of common stock 0 15 Repurchases of common stock (2,943) (3,778) Cash dividends (2,393) (2,551) ------------------------ ------------------------ Net cash provided by (used in) financing activities 13,664 (6,314) ------------------------ ------------------------ Change in Cash and Cash Equivalents (3,141) (2,619) ------------------------ ------------------------ Cash and Cash Equivalents, beginning of year 5,740 5,499 ------------------------ ------------------------ Cash and Cash Equivalents, end of quarter $2,599 $2,880 ======================== ========================
Note: Changes in operating assets and liabilities include the contribution of retail segment net operating assets and liabilities of $1.6 million to the LRG joint venture. -----END PRIVACY-ENHANCED MESSAGE-----