-----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, D52RUyCcbt0Jt4b7Or6fuzjeMt2ARCUq/0wgRsGNHhdRGl5ryOUwwsDVGBqkhHh1 591u8xbHUie+bNa0SzuW7A== 0000950136-97-000721.txt : 19970613 0000950136-97-000721.hdr.sgml : 19970613 ACCESSION NUMBER: 0000950136-97-000721 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950902 FILED AS OF DATE: 19970612 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: DONNKENNY INC CENTRAL INDEX KEY: 0000029693 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', AND JUNIORS OUTERWEAR [2330] IRS NUMBER: 510228891 STATE OF INCORPORATION: DE FISCAL YEAR END: 1204 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-21940 FILM NUMBER: 97623051 BUSINESS ADDRESS: STREET 1: 1411 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 5402286181 MAIL ADDRESS: STREET 1: 1411 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10018 10-Q/A 1 AMENDED FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QA [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 2, 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 0-21940 ------- Donnkenny, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 51-022889 ------------------------------- ---------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1411 Broadway, New York, NY 10018 ------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (212) 730-7770 -------------- 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), Yes _X_ No ___ 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. Common Stock $0.01 par value 13,951,240 (adjusted for split) ---------------------------- ---------------------------------- (Class) (Outstanding at September 2, 1995) DONNKENNY, INC. AND SUBSIDIARIES INDEX TO CONSOLIDATED FINANCIAL STATEMENTS (FORM 10-QA)
Page ---- PART I - FINANCIAL INFORMATION Consolidated financial statements: Balance sheets as of September 2, 1995 (unaudited) and December 3, 1994 ..... I-1 Statements of operations for the three months and nine months ended September 2, 1995 and September 3, 1994 (unaudited).......................... II-1 Statements of cash flows for the nine months ended September 2, 1995 and September 3, 1994 (unaudited).......................... III-1 Notes to consolidated financial statements................................... IV-1 Management's Discussion and Analysis of Financial Condition and Results of Operations ....................................................... V-1 PART II - OTHER INFORMATION ......................................................... VI-1 Signatures .................................................................. VI-2
DONNKENNY, INC. AND SUBSIDIARIES Consolidated Balance Sheets (In Thousands) September 2, 1995 and December 3, 1994
September 2, December 3, 1995 1994 ----------- ---------- (Restated unaudited) (Restated) ASSETS CURRENT: Cash $ 851 $ 1,606 Accounts receivable - net of allowances of $1,250 and $881 in 1995 and 1994, respectively 47,564 34,349 Recoverable income taxes 5,843 2,308 Inventories (Note 2) 65,724 34,458 Deferred tax assets 1,330 1,330 Prepaid expenses and other current assets 1,540 1,260 -------- -------- TOTAL CURRENT ASSETS 122,852 75,311 Property, plant and equipment, net 12,775 9,552 Other assets 6,814 0 Intangible assets 24,456 24,316 -------- -------- Total Assets $166,897 $109,179 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT: Current portion of long-term debt $ 6,248 $ 85 Accounts payable 16,282 16,959 Accrued expenses and other current liabilities 7,593 3,975 Income tax payable 1,552 0 -------- -------- TOTAL CURRENT LIABILITIES 31,675 21,019 Long-term debt, net of current portion 69,793 28,230 Deferred income taxes 2,104 2,104 STOCKHOLDERS' EQUITY: Common stock, $.01 par value. Authorized 20,000 shares; issued and outstanding 13,952 and 13,644 shares in 1995 and 1994, respectively 139 137 Additional paid-in capital 45,616 43,585 Retained earnings 17,570 14,104 -------- -------- Total stockholders' equity 63,325 57,826 Total Liabilities and Stockholders' Equity $166,897 $109,179 ======== ========
See accompanying notes to consolidated financial statements. I - 1 DONNKENNY, INC. AND SUBSIDIARIES Consolidated Statements of Operations (In Thousands, Except Share and Per Share Data) (Unaudited)
Three Months Ended Nine Months Ended ---------------------------- --------------------------- 9/2/95 9/3/94 9/2/95 9/3/94 ------------- ------------ ------------ ------------ (Restated) (Restated) (Restated) (Restated) Net sales $ 66,442 $ 42,195 $ 112,037 $ 101,798 Cost of sales 47,079 31,051 79,582 71,757 ------------ ------------ ------------ ------------ Gross profit 19,363 11,144 32,455 30,041 Selling, general and administrative expenses 10,968 6,256 23,659 18,122 Amortization of goodwill and other related acquisition costs 298 306 674 916 Gain on sale of license (note 4) -- -- -- 1,116 ------------ ------------ ------------ ------------ Operating income 8,097 4,582 8,122 12,119 Interest expense 1,102 647 2,341 2,131 ------------ ------------ ------------ ------------ Income before income taxes 6,995 3,935 5,781 9,988 Income taxes 2,784 1,604 2,315 4,049 ------------ ------------ ------------ ------------ Income before extraordinary item 4,211 2,331 3,466 5,939 ------------ ------------ ------------ ------------ Extraordinary item (notes 3) -- -- -- 295 ------------ ------------ ------------ ------------ Net income $ 4,211 $ 2,331 $ 3,466 $ 5,644 ============ ============ ============ ============ Income per common share: Income before extraordinary item $ 0.30 $ 0.17 $ 0.25 $ 0.45 Extraordinary item -- -- -- (0.02) ------------ ------------ ------------ ------------ Net income per common share $ 0.30 $ 0.17 $ 0.25 $ 0.43 ============ ============ ============ ============ Weighted average number of common shares outstanding and common stock equivalents 13,932,420 13,917,636 13,770,202 13,257,970 ============ ============ ============ ============
See accompanying notes to consolidated financial statements. II - 1 DONNKENNY, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows (In Thousands) (Unaudited)
NINE MONTHS ENDED ----------------------------- September 2, September 3, 1995 1994 ------------ ----------- (Restated) (Restated) CASH FLOWS FROM OPERATING ACTIVITIES: Net Income before extraordinary item $ 3,466 $ 5,939 Extraordinary item -- (295) Adjustments to reconcile net income to net cash provided by operating activities: Increase in defered income tax 414 -- Depreciation and amortization of fixed assets 1,049 765 Amortization of intangibles 667 916 Accretion of debt discount 6 18 Provision for losses on accounts receivable 330 61 Changes in assets and liabilities: Increase in accounts receivable (8,392) (888) Increase in recoverable income taxes (2,553) (1,377) Increase in inventories (12,212) (19,424) Decrease in prepaid expenses and other current assets 233 130 Increase in other assets -- (27) (Decrease) increase in accounts payable (3,182) 10,006 Decrease in accrued expenses and other current liabilities (3,734) (1,016) Increase in income taxes payable 1,282 1,019 -------- -------- Net cash used in operating activities (22,626) (4,173) -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of fixed assets (496) (522) Investment in acquistion, net of acquired cash (27,126) -- -------- -------- Net cash used in investing activities (27,622) (522) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Repayment of long-term debt (18,540) (12,426) Long-term Borrowings 66,000 -- Net repayments under revolving credit line -- (12,000) Net borrowings under revolving credit line -- 20,000 Net proceeds from secondary offering -- 10,991 Exercise of stock options 2,033 -- -------- -------- Net cash provided by financing activities 49,493 6,565 -------- -------- NET (DECREASE) INCREASE IN CASH (755) 1,870 CASH, AT BEGINNING OF YEAR 1,606 927 -------- -------- CASH, AT END OF QUARTER $ 851 $ 2,797 ======== ========
See accompanying notes to consolidated financial statements. III - 1 DONNKENNY, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements (In Thousands Except Per Share Data) NOTE 1 - BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared by the Company pursuant to the Rules of the Securities and Exchange Commission ("SEC") and in the opinion of management, include all adjustments, (consisting of normal recurring accruals) necessary for the fair presentation of financial position, results of operations and cash flows. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such SEC rules. The Company believes the disclosures made are adequate to make such financial statements not misleading. The results for the interim periods presented are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the Company's December 31, 1996 Form 10-K which includes restated financial information for the 1994 and 1995 fiscal years. Balance sheet data as of December 3, 1994 has been derived from audited financial statements of the Company. NOTE 2 - INVENTORIES Inventories consist of the following: September 2, December, 3 1995 1994 ---- ---- (Restated see Note 1) Raw materials $15,801 $ 8,320 Work-in-process 6,744 4,314 Finished goods 43,179 21,824 ------- ------- $65,724 $34,458 ======= ======= NOTE 3 - PUBLIC OFFERING On May 5, 1994, the Company completed a public offering of 5,060,000 shares of common stock of which 1,177,640 shares were sold by the Company and 3,882,360 shares were sold by certain stockholders. The price per share in the offering of $10.31 resulted in proceeds of $10,885 to the Company. The net proceeds were used to repay $10,600 of indebtedness, accrued interest, and a prepayment penalty of $495. NOTE 4 - GAIN ON SALE OF LICENSE The Company sold the rights to the Ship 'N Shore trademarks in December, 1993 resulting in a one time pre-tax gain of $1,116 that equates to $0.05 per share on an after-tax basis during the first quarter of fiscal 1994 and $0.05 per share on an after-tax basis during the first nine months of fiscal 1994. NOTE 5 - ACQUISITIONS On June 5, 1995, the Company completed its acquisition of Beldoch Industries Corporation ("Beldoch"). Beldoch, is a manufacturer, importer and marketer of moderate and better-priced women's knit sportswear, under the Beldoch-Popper, Alberoy and Knitmakers labels. Beldoch also holds the license for Pierre Cardin women's wear manufactured in the U.S. IV - 1 NOTE 5 - ACQUISITIONS - continued The Company completed its acquisition of certain of the assets of the Sportswear Division of Oak Hill Sportswear Corporation (such business, "Oak Hill Sportswear") on July 24, 1995, effective as of July 1, 1995. Oak Hill Sportswear designs, imports, manufactures and markets moderately priced women's sportswear. On June 5, 1995, the Company's loan facility from Chemical Bank was increased to $85 million from $35 million to finance the acquisitions and the additional working capital needs of these businesses. The pro-forma results of operations for the nine months ended September 2, 1995, after giving effect to purchase adjustments, as if the acquisitions had taken place on December 5, 1994 are as follows (in thousands, except per share data): Net Sales $167,429 Net Income $ (1,397) Net income per share $ (0.10) NOTE 6 - STOCK SPLIT On November 17, 1995 , the Board of Directors authorized a two-for-one stock split which was paid to all holders of record on December 4, 1995. All references in the accompanying consolidated financial statements to number of shares, per share amounts, and prices of the Company's common stock for periods prior to December 4, 1995 have been restated to reflect the stock split. NOTE 7 - RESTATEMENT OF FINANCIAL INFORMATION The Company has restated its financial statements for the years ended December 2, 1995 and December 3, 1994, as well as the quarters within such years and the two quarters of fiscal 1996 because of errors discovered for those periods subsequent to the issuance of such financial statements. The financial statements for the aforementioned periods required restatement to correct the reporting for the recognition of net sales, cost of sales and certain expenses. The third quarter of fiscal 1996 was restated for the rescission of the Fashion Avenue acquisition and to reflect additional reserves for sales returns and allowances. The impact of the restatement on the Company's statement of operations and balance sheets is summarized as follows: IV - 2 3 MONTHS ENDED September 2, 1995 September 3, 1994 - --------------- ----------------------- --------------------- (As Originally (As Originally STATEMENT OF OPERATIONS Reported) (Restated) Reported) (Restated) - ----------------------- --------- ---------- --------- --------- Net Sales ................. $ 70,258 $ 66,442 $ 52,396 $ 42,195 Gross Profit .............. 20,458 19,363 15,311 11,144 Operating Income .......... 10,257 8,097 7,730 4,582 Net Income ................ 5,403 4,211 4,216 2,331 Per common share: Net Income ........ $ 0.39 $ 0.30 $ 0.30 $ 0.17 9 MONTHS ENDED September 2, 1995 September 3, 1994 - --------------- ----------------------- --------------------- (As Originally (As Originally STATEMENT OF OPERATIONS Reported) (Restated) Reported) (Restated) - ----------------------- --------- ---------- --------- --------- Net Sales ................. $149,515 $112,037 $116,120 $101,798 Gross Profit .............. 43,516 32,455 34,482 30,041 Operating Income .......... 18,749 8,122 14,425 12,119 Net Income ................ 9,684 3,466 7,690 5,644 Per common share: Net Income ........ $ 0.70 $ 0.25 $ 0.58 $ 0.43 September 2, 1995 December 3, 1994 ----------------------- --------------------- (As Originally (As Originally BALANCE SHEET Reported) (Restated) Reported) (Restated) - ------------- --------- ---------- --------- --------- Current Assets ............ $128,778 $122,852 $ 77,758 $ 75,311 Total Assets .............. 176,423 166,897 111,626 109,179 Total Liabilities ......... 104,270 103,572 51,190 51,353 Stockholders' Equity ...... 72,153 63,325 60,436 57,826 IV-3 DONNKENNY, INC AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS COMPARISON OF NINE MONTHS ENDED SEPTEMBER 2, 1995 AND SEPTEMBER 3, 1994 Net sales increased by $10.2 million or 10.1%, from $101.8 million in the first nine months of fiscal 1994 to $112.0 million in the first nine months of fiscal 1995. The increase in net sales was primarily due to net sales of $31.3 million from Beldoch and Oak Hill, which were acquired in June and July 1995, respectively, which more than offset declines in the other divisions. The Company continues to stress its strategy of diversifying its product mix while selling to a broad range of retail stores. Gross profit for the first nine months of fiscal 1995 was $32.5 million or 29.0% of net sales compared to $30.0 million or 29.5% of net sales during the first nine months of fiscal 1994. The decline in gross profit percentage was due to the lower gross margin percentages in the Donnkenny and Licensed Character lines in the first two quarters of fiscal 1995 offset in part by increases attributable to Beldoch and Oak Hill net sales. Selling, general and administrative expenses increased from $18.1 million in the first nine months of fiscal 1994 to $23.7 million in the first nine months of 1995. As a percentage of net sales these expenses increased from 17.8% in the first nine months of fiscal 1994 to 21.1% in the first nine months fiscal 1995. This increase is primarily due to the increase in expenses related to Beldoch and Oak Hill. The amortization of goodwill and other related acquisition costs were $0.7 million during the first nine months of fiscal 1995 compared to $0.9 million during the first nine months of fiscal 1994. The decrease is the result of certain acquisition costs related to prior transactions being fully amortized in February 1995 offset by increases beginning in June 1995 as a result of the acquisitions of Beldoch and Oak Hill Sportswear. The Company sold the rights to the Ship 'n Shore trademarks during the first nine months of fiscal 1994 resulting in a one-time pre-tax gain of $l.1 million that equates to a $0.05 per share on an after tax basis. There was no corresponding gain during fiscal 1995. Interest expense increased from $2.1 million in the first nine months of fiscal 1994 to $2.3 million in the first nine months or fiscal 1995. This increase was the net result of reduced borrowings under the Company's Senior Term Loan with the Prudential Insurance Company of America, Pruco Life Insurance Company of America, Pruco Life Insurance and Prudential Reinsurance Company (the "Prudential Senior Term Loan") which was paid off on February 2, 1995, and higher average borrowings under the Company's Chemical Bank credit facility required to support higher working capital needs and to finance the recent acquisitions of Beldoch and Oak Hill Sportswear. The Company provided for taxes at an effective rate of 40.0% for the first nine months of fiscal 1995 and 40.5% for the first nine months of fiscal 1994. COMPARISON OF QUARTERS ENDED SEPTEMBER 2, 1995 AND SEPTEMBER 3, 1994 Net sales increased by $24.2 million or 57.5%, from $42.2 million in the third quarter of fiscal 1994 to $66.4 million in the third quarter of fiscal 1995. The increase in net sales was due to net sales of $31.3 million from Beldoch and Oak Hill, which were acquired in June and July 1995, respectively, which more than offset declines in the other divisions. Gross profit for the third quarter of fiscal 1995 was $19.4 million or 29.1% of net sales compared to $11.1 million or 26.4% of net sales during the third quarter of fiscal 1994. The increase in gross margin is due primarily to higher gross profit from the Beldoch and Oak Hill lines and a change in the sales mix. Selling, general and administrative expenses increased from $6.3 million in the third quarter of fiscal 1994, to $11.0 million in the third quarter of 1995. As a percentage of net sales, these expenses increased from 14.8% in the third quarter of fiscal 1994 to 16.5% in the third quarter of fiscal 1995. The increase was V-1 primarily due to additional personnel attributable to the Beldoch and Oak Hill Sportswear acquisitions in June and July 1995, respectively. Interest expense increased from $0.6 million in the third quarter of fiscal 1994 to $1.1 million in the third quarter of 1995. Although the Prudential Senior Term Loan was paid off on February 2, 1995, the Company incurred greater interest expense in the third quarter or fiscal 1995 than in the third quarter of fiscal 1994 because of higher average borrowings under the Company's Chemical Bank credit facility required to support greater working capital requirements and to finance the recent acquisitions of Beldoch and Oak Hill Sportswear. The Company provided for taxes at an effective rate of 39.8% in the third quarter of 1995 and 40.8% in the third quarter of 1994. LIQUIDITY AND CAPITAL RESOURCES The Company's liquidity requirements arise from the timing of working capital needs, primarily inventory and accounts receivable, and the interest and principal payments related to certain indebtedness. The Company's borrowing requirements for working capital fluctuates throughout the year. Capital expenditures were $0.5 million in the first nine months of 1995 and 1994. The Company may spend up to $2.0 million annually on capital investments in accordance with the Chemical Bank Revolving Credit Agreement described below. The Company has no material capital expenditure commitments. During the first nine months of fiscal 1994 and fiscal 1995, the Company's operating activities used cash principally as a result increases in inventory, accounts receivable, accrued expenses and recoverable income taxes which more than offset increases in net income. Additionally, in fiscal 1994 the Company generated cash through increases in accounts payable. The Company believes that amounts available under the revolving credit facility provided by the New Chemical Bank Credit Facility will be sufficient to offset any negative operating cash flows and capital expenditures and to provide the Company with sufficient cash for its needs for the foreseeable future. The Company utilized the net proceeds from its second public offering, which closed on May 5, 1994, to repay $10.6 million of debt, accrued interest and a prepayment penalty owing pursuant to the Prudential Senior Term Loan. On February 2, 1995 the Company entered into a three year, $35.0 million secured revolving credit facility with Chemical Bank which replaced a $25.0 million secured line of credit facility with the Chemical Bank. On February 2, 1995, the Company drew down on such Chemical revolving credit facility to make a final principal payment of $12.4 million to retire the Prudential Senior Term Loan. On June 5, 1995, Donnkenny Apparel, Inc. and Beldoch Industries Corporation (both wholly owned subsidiaries of the Company) as borrowers, the Company and two of its other subsidiaries as guarantors and Chemical Bank, Bank of New York and Chase Manhattan Bank as lenders entered into a new credit facility (the "New Chemical Bank Credit Facility") in a maximum aggregate principal amount of $85 million. The New Chemical Bank Credit Facility, which replaced the earlier February 2, 1995 credit facility, is comprised of a $60 million revolving credit facility and a $25 million term loan facility. Such term loan facility was used to finance the Beldoch and Oak Hill Sportswear acquisitions. The New Chemical Bank Credit Facility requires compliance with certain financial performance tests on a quarterly basis that the Company expects to be able to meet. (See the above discussion regarding interest expense in the first nine months of fiscal 1994 and fiscal 1995 and in the third quarter of fiscal 1994 and the third quarter of fiscal 1995.) As of September 2, 1995, $11.5 million was available under the revolving credit facility provided under the New Chemical Bank Credit Facility. V-2 DONNKENNY, INC. AND SUBSIDIARIES PART II. OTHER INFORMATION Item 1. Legal Proceedings. Not applicable. Item 2. Changes in Securities. Not applicable. Item 3. Defaults Upon Senior Securities. Not applicable. Item 4. Submission of Matters to a Vote of Security Holders. Not applicable. Item 5. Other Information. Not applicable. Item 6. Exhibits and Reports on Form 8-K. (a) On June 17, 1995, the Company filed a For 8-K dated June 5, 1995 to report on its completion of its acquisition of all of the issued and outstanding shares of Beldoch Industries Corporation and the entry into a credit agreement dated June 5, 1995 among Donnkenny Apparel Inc. (a wholly owned subsidiary of the Company) and Beldoch Industries Corporation as borrowers, the company and two of its other subsidiaries as guarantors, and Chemical Bank, Bank of New York and Chase Manhattan Bank as lenders, which provides for an $85 million credit facility consisting of a $60 million revolving credit facility and a $25 million term loan facility (the New "Chemical Bank Credit Facility"). Copies of the Stock purchase agreement dated as of May 26, 1995 among Donnkenny Apparel Inc. and the holders of all outstanding shares of common stock of Beldoch Industries Corporation and the New Chemical Bank Credit Facility, together with the related Term Notes and Revolving Notes, Security Agreements and Assignments for Security were filed as exhibits to such Form 8-K. (b) On August 8, 1995, the Company filed a Form 8-K dated July 24, 1995 reporting that the Company had on July 24, 1995 completed its acquisition of certain assets of the Sportswear Division of Oak Hill Sportswear Corporation. (c ) On August 18, 1995, the Company filed a Form 8-K/A amending its Form 8-K dated June 5, 1995 to file the consolidated Financial Statements of Beldoch Industries Corporation and Subsidiary for the years ended April 2, 1995 and April 3, 1994, historical financial statements of Beldoch Industries Corporation and Subsidiary for the two month periods ended Jun 5, 1995 and June 4, 1994 and the pro-forma condensed combined balance sheet of the company and its subsidiaries as of June 3, 1995 and pro-forma consolidated statement of operations of the Company and its subsidiaries for the year ended December 3, 1994 and the six months ended June 3, 1995. VI - 1 S I G N A T U R E S 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. DONNKENNY, INC. ------------------------------ Registrant Date: June 11, 1997 ----------------- ------------------------------ Harvey Appelle Chairman of the Board Chief Executive Officer Date: June 11, 1997 ----------------- ------------------------------ Stuart S. Levy Vice President - Finance and Chief Financial Officer, (Principal Financial Officer) VI - 2 -----END PRIVACY-ENHANCED MESSAGE-----