-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, ViGhWSUG8/4fdQhfDoylqvTMDJ31j2WOypucPJewan1tvZKGyiZbeKKfOU6ThOFL pR4UD8MR+kA6o0/LYexKIA== 0000075042-95-000001.txt : 19950109 0000075042-95-000001.hdr.sgml : 19950109 ACCESSION NUMBER: 0000075042-95-000001 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940930 FILED AS OF DATE: 19950106 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: OSHKOSH B GOSH INC CENTRAL INDEX KEY: 0000075042 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 390519915 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-13365 FILM NUMBER: 95500475 BUSINESS ADDRESS: STREET 1: 112 OTTER AVE STREET 2: P O BOX 300 CITY: OSHKOSH STATE: WI ZIP: 54901 BUSINESS PHONE: 4142318800 10-Q/A 1 AMENDMENT TO INCLUDE FINANCIAL DATA SCHEDULE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) /X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1994 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 0-13365 OSHKOSH B'GOSH, INC. (Exact name of registrant as specified in charter) Delaware 39-0519915 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 112 Otter Avenue Oshkosh, Wisconsin 54901 (Address of principal executive offices) (Zip code) (414)231-8800 (Registrant's telephone number) 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 As of September 30, 1994, there were outstanding 12,482,067 shares of Class A Common Stock and 1,282,933 shares of Class B Common Stock. FORM 10-Q OSHKOSH B'GOSH, INC. AND SUBSIDIARIES INDEX Page PART I. Financial Information Item 1. Financial Statements Condensed Consolidated Balance Sheets - September 30, 1994 and December 31, 1993 3 Unaudited Condensed Consolidated Statements of Income - Three Months and Nine Months Ended September 30, 1994 and 1993 4 Unaudited Condensed Consolidated Statements of Cash Flow - Nine Months Ended September 30, 1994 and 1993 5 Notes to Condensed Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Part II. Other Information 9 Signatures 9 OSHKOSH B'GOSH, INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (Dollars in thousands) September 30, December 31, 1994 1993 (Unaudited) * ASSETS Current assets Cash and cash equivalents $ 2,884 $ 17,853 Accounts receivable 43,968 19,477 Inventories 96,882 99,999 Prepaid expenses and other current assets 2,377 3,810 Deferred income taxes 11,034 10,716 Total current assets 157,145 151,855 Property, plant and equipment 118,419 114,397 Less accumulated depreciation and amortization 47,678 42,642 Net property, plant and equipment 70,741 71,755 Other assets 6,149 5,521 Total assets $234,035 $229,131 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Current maturities of long-term debt $ 239 $ 536 Accounts payable 6,491 9,720 Accrued expenses 33,183 29,805 Total current liabilities 39,913 40,061 Long-term debt 13,621 757 Other liabilities 18,042 16,315 Shareholders' equity Preferred stock -- -- Common stock: Class A 125 133 Class B 13 13 Additional paid-in capital -- 2,971 Retained earnings 161,918 169,182 Cumulative foreign currency translation adjustments 403 (301) Total shareholders' equity 162,459 171,998 Total liabilities and shareholders' equity $234,035 $229,131 * Condensed from audited financial statements. OSHKOSH B'GOSH, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Income (In thousands, except per share amounts) (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, 1994 1993 1994 1993 Net sales $ 118,397 $ 103,114 $271,949 $259,654 Cost of products sold 83,363 73,617 195,070 186,531 Gross profit 35,034 29,497 76,879 73,123 Selling, general and administrative expenses 27,154 21,451 69,999 57,896 Operating income 7,880 8,046 6,880 15,227 Other income (expense): Interest expense (433) (235) (758) (468) Interest income 253 165 721 642 Royalty income 1,295 1,106 2,399 2,820 Other 255 (72) 276 (153) Net other income (expense) 1,370 964 2,638 2,841 Income before taxes 9,250 9,010 9,518 18,068 Income taxes 3,978 3,616 4,093 7,390 Net income $ 5,272 $ 5,394 $ 5,425 $ 10,678 Average number of shares outstanding 13,887 14,586 14,338 14,586 Net income per common share $ .38 $ .37 $ .38 $ .73 Cash dividends per common share Class A $ .1025 $ .1025 $ .3075 $ .3075 Class B $ .09 $ .09 $ .27 $ .27 See notes to condensed consolidated financial statements. OSHKOSH B'GOSH, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flow (Dollars in thousands) (Unaudited) Nine Months Ended September 30, 1994 1993 Cash flows from operating activities Net income for the period $ 5,425 $ 10,678 Items in income not affecting cash 9,451 6,164 Changes in current assets (19,941) (12,648) Changes in current liabilities 149 4,280 Net cash provided by (used in) operating activities (4,916) 8,474 Cash flows from investing activities Property, plant and equipment additions (8,030) (6,732) Other (243) (517) Proceeds from disposal of assets 1,321 1,088 Net cash used in investing activities (6,952) (6,161) Cash flows from financing activities Proceeds from long-term debt 12,872 -- Payments of long-term debt (305) (7,335) Cash dividends paid (4,366) (4,422) Repurchase of common stock (11,302) -- Net cash used in financing activities (3,101) (11,757) Net decrease in cash and cash equivalents $(14,969) $ (9,444) See notes to condensed consolidated financial statements. OSHKOSH B'GOSH, INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) Note 1. Basis of Presentation The condensed financial statements included herein have been prepared by the Company without audit. However, the foregoing statements contain all adjustments (consisting only of normal recurring adjustments) which are, in the opinion of Company management, necessary to present fairly the financial position as of September 30, 1994, the results of operations for the three- month and nine-month periods ended September 30, 1994 and 1993 and cash flows for the nine-month periods ended September 30, 1994 and 1993. 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 the rules and regulations of the Securities and Exchange Commission. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's 1993 Annual Report. Note 2. Inventories A summary of inventories follows: September 30, December 31, 1994 1993 (Dollars in thousands) Finished goods $77,161 $82,737 Work in process 6,839 5,008 Raw materials 12,882 12,254 Total $ 96,882 $99,999 The replacement cost of inventory exceeds the above LIFO costs by $15,689 and $14,716 at September 30, 1994 and December 31, 1993, respectively. MANAGEMENTS' DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Net sales for the three months ended September 30, 1994 were $118.4 million, an increase of approximately $15.3 million (14.8%) from the $103.1 million in sales for the same period in 1993. Net sales for the nine months ended September 30, 1994 were $272 million, an increase of $12.3 million over the same nine month period in 1993. The Company's domestic wholesale business of approximately $74 million for the third quarter of 1994 was approximately .7% less than the 1993 third quarter domestic wholesale sales. For the nine month period ended September 30, 1994, sales of domestic wholesale products were $183.5 million, an 8.5% decrease from the comparable period sales in 1993. The Company's 1994 third quarter and year to date unit shipments were down 1.0% and 7.2%, respectively, from comparable periods in 1993. The decrease in domestic wholesale unit shipments related primarily to the effects of the competitive environment in the children's wear business with decreased wholesale sales of both fashion and basic product offerings. The Company currently anticipates its domestic wholesale unit shipments for the remainder of 1994 will be down moderately in comparison with unit shipments for the same time period in 1993. The Company's spring, 1995 children's offering has been well received. The Company currently anticipates that unit shipments of its spring, 1995 wholesale product offering will exceed spring, 1994 by over 10%. Company retail sales at its Oshkosh B'Gosh branded outlet stores and Genuine Kids stores were approximately $33.5 million for the third quarter of 1994, a 48.2% increase over 1993 third quarter retail sales of approximately $22.6 million. For the nine month period ended September 30, 1994, Company retail sales were approximately $64.4 million, a 48.4% increase over the first nine months of 1993 retail sales of approximately $43.4 million. Retail sales increases resulted primarily from the opening of additional retail stores during 1993 and 1994. The Company's comparable store sales for the first nine months of 1994 were up 1.2%. During the first nine months of 1994, the Company has opened 37 additional retail outlets (both Oshkosh B'Gosh and Genuine Kids stores) and anticipates opening an additional 9 retail stores during the remainder of 1994. The Company currently anticipates that increased retail sales through the remainder of 1994 will more than offset the reduction anticipated in the domestic wholesale business. Gross profit margin as a percent of sales was 29.6% for the three months ended September 30, 1994 compared to 28.6% for the same period in 1993. For the nine months ended September 30, 1994, gross margin as a percent of sales was 28.3% compared to 28.2% for the first nine months of 1993. The Company's third quarter and year to date 1994 gross margin improvement was due primarily to the impact of the Company's increased retail sales at higher gross margins relative to its domestic wholesale business. The favorable impact of the Company's retail gross margins was offset in part by the domestic wholesale gross margin, which was down for both the third quarter and year to date 1994, primarily as a result of reduced unit sales and slightly lower pricing to wholesale customers. The Company currently anticipates that its fourth quarter, 1994 gross margins will exceed fourth quarter, 1993 gross margins, primarily as a result of increased retail sales activity. Selling, general and administrative expenses for the third quarter of 1994 increased $5.7 million over the third quarter of 1993. Selling, general and administrative expenses for third quarter of 1994 and year to date 1994 as a percent of sales were 22.9% and 25.7%, respectively, as compared to 20.8% and 22.3% in the same periods of 1993. The Company's catalog division, initiated in the second half of 1993, added approximately $.5 million and $1.7 million to its third quarter and year to date 1994 selling, general and administrative expenses, respectively. In addition, the Company's increasing focus on its international operations resulted in increases in third quarter and year to date 1994 selling, general and administrative expenses of approximately $.8 million and $2.1 million, respectively. The primary reason for the remaining increases in selling, general and administrative expenses is the Company's growth in its retail business. Net other income for the third quarter of 1994 was $1.4 million, compared to $1.0 million in the third quarter of 1993. This increase relates in part to additional royalty income earned in the third quarter. Financial Condition and Liquidity The Company's financial condition remains strong. Net working capital at September 30, 1994 was $117.2 million, as compared to $111.8 million at the end of 1993 and $118.9 million at September 30, 1993. The Company's current ratio was 3.9 to 1 at September 30, 1994, compared to 3.8 to 1 at the end of 1993 and 4.7 to 1 at September 30, 1993. On June 14, 1994, the Company announced a stock repurchase program for up to 1,500,000 shares of its Class A Common Stock in open market transactions at prevailing prices. Through September 30, 1994, the Company has repurchased approximately 820,000 shares of its Class A Common Stock. At September 30, 1994, the Company had $13.6 million of long-term debt outstanding as compared with $.8 million at the end of 1993 and $1 million at September 30, 1993. The increase is due primarily to the repurchase of Class A Common Stock during 1994, which is being financed under the Company's three year unsecured revolving credit line, which was finalized in June, 1994. The Company's long-term debt as a percentage of total capitalization (long-term debt plus shareholders' equity) was 7.7% and .5% at September 30, 1994 and 1993, respectively. PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a Exhibits EX-27 Financial Data Schedule (b) Reports on Form 8-K None SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. OSHKOSH B'GOSH, INC. Date: 11/2/94 /s/Douglas W. Hyde President, Chief Executive Officer and Director Date: 11/2/94 /s/David L. Omachinski Vice President-Finance, Chief Financial Officer and Treasurer EX-27 2
5 1,000 QTR-3 DEC-31-1994 SEP-30-1994 2,884 0 43,968 0 96,882 157,145 118,419 47,678 234,035 39,913 0 138 0 0 162,321 234,035 118,397 118,397 83,363 110,517 (1,803) 0 433 9,250 3,978 5,272 0 0 0 5,272 .38 0
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