0000078239-95-000018.txt : 19950915 0000078239-95-000018.hdr.sgml : 19950915 ACCESSION NUMBER: 0000078239-95-000018 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950730 FILED AS OF DATE: 19950913 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHILLIPS VAN HEUSEN CORP /DE/ CENTRAL INDEX KEY: 0000078239 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 131166910 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-07572 FILM NUMBER: 95573570 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125415200 10-Q 1 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 July 30, 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 1-724 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 August 25, 1995: 26,722,879 shares. PHILLIPS-VAN HEUSEN CORPORATION INDEX PART I -- FINANCIAL INFORMATION Independent Accountants Review Report.................................. 1 Consolidated Balance Sheets as of July 30, 1995 and January 29, 1995...................................................... 2 Consolidated Statements of Income for the thirteen weeks and twenty-six weeks ended July 30, 1995 and July 31, 1994................ 3 Consolidated Statements of Cash Flows for the twenty-six weeks ended July 30, 1995 and July 31, 1994................................. 4 Notes to Consolidated Financial Statements............................ 5-7 Management's Discussion and Analysis of Results of Operations and Financial Condition............................................... 8-11 PART II -- OTHER INFORMATION ITEM 4 - Submission of Matters to a Vote of Stockholders.............. 12 ITEM 6 - Exhibits and Reports on Form 8-K............................. 13-15 Signatures............................................................ 16 Exhibit--Acknowledgment of Independent Accountants.................... 17 Exhibit--Financial Data Schedule...................................... 18 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 July 30, 1995, and the related condensed consolidated statements of income and cash flows for the 13 and 26 week periods ended July 30, 1995 and July 31, 1994. 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 January 29, 1995, and the related consolidated statements of income, stockholders' equity, and cash flows for the year then ended (not presented herein) and in our report dated March 14, 1995, 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 January 29, 1995, 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 September 13, 1995 -1- Phillips-Van Heusen Corporation Consolidated Balance Sheets (In thousands, except share data)
UNAUDITED AUDITED July 30, January 29, 1995 1995 ASSETS Current Assets: Cash, including cash equivalents of $9,215 and $68,586 $ 15,646 $ 80,473 Trade receivables, less allowances of $4,852 and $1,617 92,675 77,527 Inventories 384,410 255,244 Other, including deferred taxes of $7,108 16,231 16,426 Total Current Assets 508,962 429,670 Property, Plant and Equipment 143,440 136,297 Goodwill 123,952 17,733 Other Assets, including deferred taxes of $10,412 and $9,502 25,123 12,584 $801,477 $596,284 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Notes payable $113,095 $ 0 Accounts payable 38,592 38,759 Accrued expenses 77,192 75,014 Current portion of long-term debt 260 260 Total Current Liabilities 229,139 114,033 Long-Term Debt, less current portion 239,682 169,679 Other Liabilities 58,960 37,112 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 26,713,445 and 26,610,310 26,713 26,610 Additional Capital 113,400 112,801 Retained Earnings 133,583 136,049 Total Stockholders' Equity 273,696 275,460 $801,477 $596,284 See accompanying notes.
-2- Phillips-Van Heusen Corporation Consolidated Statements of Income Unaudited (In thousands, except per share amounts)
Thirteen Weeks Twenty-Six Weeks Ended Ended July 30, July 31, July 30, July 31, 1995 1994 1995 1994 Net sales $349,493 $283,771 $632,480 $522,668 Cost of goods sold 229,896 189,010 415,479 348,745 Gross profit 119,597 94,761 217,001 173,923 Selling, general and administrative expenses 107,704 82,459 205,460 163,830 Income before interest and taxes 11,893 12,302 11,541 10,093 Interest expense, net 5,939 3,362 10,722 6,684 Income before taxes 5,954 8,940 819 3,409 Income taxes 2,060 3,205 285 1,205 Net income $ 3,894 $ 5,735 $ 534 $ 2,204 Net income per share $ 0.15 $ 0.21 $ 0.02 $ 0.08 Cash dividends per share $ 0.0375 $ 0.0375 $ 0.075 $ 0.075 See accompanying notes.
-3- Phillips-Van Heusen Corporation Consolidated Statements of Cash Flows Unaudited (In thousands) Twenty-Six Weeks Ended July 30, July 31, 1995 1994 OPERATING ACTIVITIES: Net Income $ 534 $ 2,204 Adjustments to reconcile net income to net cash used by operating activities: Depreciation and amortization 14,627 11,458 Other-net (2,704) (2,028) Changes in operating assets and liabilities: Receivables 6,984 (9,147) Inventories (91,322) (25,041) Accounts payable and accrued expenses (43,551) (8,188) Other-net (492) (2,634) Net Cash Used By Operating Activities (115,924) (33,376) INVESTING ACTIVITIES: Acquisition of the Apparel Group of Crystal Brands (114,503) Plant and equipment acquired (19,512) (20,736) Contributions from landlords 4,393 4,010 Other-net (78) 1,283 Net Cash Used By Investing Activities (129,700) (15,443) FINANCING ACTIVITIES: Proceeds from revolving line of credit and long- term borrowings 185,300 Payments on revolving line of credit and long- term borrowings (2,205) Exercise of stock options 702 694 Payment of dividends (3,000) (2,987) Net Cash (Used) Provided By Financing Activities 180,797 (2,293) DECREASE IN CASH (64,827) (51,112) Cash at beginning of period 80,473 68,070 Cash at end of period $ 15,646 $ 16,958 See accompanying notes. -4- Phillips-Van Heusen Corporation Notes To Consolidated Financial Statements Unaudited (In thousands) GENERAL The accompanying unaudited 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 January 29, 1995. The results of operations for the thirteen and twenty-six weeks ended July 30, 1995 and July 31, 1994 are not necessarily indicative of those for a full fiscal year because of 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. Certain reclassifications have been made to the segment information for the thirteen and twenty-six weeks ended July 31, 1994 to present that information on a basis consistent with the thirteen and twenty-six weeks ended July 30, 1995. INVENTORIES Inventories are summarized as follows: July 30, January 29, 1995 1995 Raw materials $ 16,570 $ 19,849 Work in process 17,920 17,026 Finished goods 349,920 218,369 Total $384,410 $255,244 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 $14,000 and $12,700 higher than reported at July 30, 1995 and January 29, 1995, respectively, if the FIFO method of inventory accounting had been used for the entire apparel business. The 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 -5- 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. 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 and women's apparel to wholesale customers 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 wholesale customers 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 Twenty-Six Weeks Ended Ended July 30, July 31, July 30, July 31, 1995 1994 1995 1994 Net sales-apparel $255,944 $191,135 $460,935 $350,238 Net sales-footwear 93,549 92,636 171,545 172,430 Total net sales $349,493 $283,771 $632,480 $522,668 Operating income-apparel $ 6,336 $ 3,821 $ 5,003 $ 2,097 Operating income-footwear 8,435 10,438 11,792 12,355 Total operating income 14,771 14,259 16,795 14,452 Corporate expenses (2,878) (1,957) (5,254) (4,359) Interest expense, net (5,939) (3,362) (10,722) (6,684) Income before taxes $ 5,954 $ 8,940 $ 819 $ 3,409 ACQUISITION On February 17, 1995, the Company completed the acquisition of the Apparel Group of Crystal Brands, Inc. for $114,503 in cash, net of cash acquired, and subject to certain adjustments. This acquisition was accounted for as a purchase. The acquired operations are included in the Company's consolidated financial statements since February 17, 1995. -6- The Company acquired assets with a fair value estimated to be $181,170 (including $106,400 of excess of cost over net assets acquired) and assumed liabilities estimated to be $66,667. The Company has not yet determined both the final value of the assets acquired and liabilities assumed, and the allocation of these assets and liabilities within the Company's consolidated balance sheet. Accordingly, adjustments to the Company's consolidated balance sheet at July 30, 1995 may be required. If the acquisition had occurred on the first day of fiscal 1994 instead of on February 17, 1995, the Company's proforma consolidated results of operations would have been: Twenty-Six Weeks Ended July 30, July 31, 1995 1994 Net sales $638,611 $631,243 Net income $ 471 $ 1,464 Net income per share $ 0.02 $ 0.05 SUBSEQUENT EVENT - PLANT AND STORE CLOSINGS AND OTHER EVENTS On September 13, 1995, the Company adopted and began to implement a plan designed to reduce costs and realign the product distribution mix primarily within the Company's apparel business. Significant components of the plan include the closure of three domestic apparel manufacturing facilities before year-end and the closing of approximately 200 less profitable retail outlet stores. As a result, the Company will record a pre-tax charge of approximately $23,000 in the third quarter of 1995. Approximately one half of this charge relates to noncash items. This charge principally relates to the cost of termination benefits for approximately twelve hundred employees and the write-off of certain fixed assets located in the affected manufacturing facilities and outlet stores. The Company believes these changes will improve future profitability through lower operating costs and improved margins. As part of its ongoing expense and cost reduction initiatives, the Company will continue to evaluate its operating structure. -7- MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION RESULTS OF OPERATIONS Thirteen Weeks Ended July 30, 1995 Compared to Thirteen Weeks Ended July 31, 1994 APPAREL Net sales of the Company's apparel segment in the second quarter were $255.9 million in 1995 and $191.1 million last year, an increase of approximately 33.9%. The acquisition of the Apparel Group of Crystal Brands, Inc. on February 17, 1995, coupled with growth in the Company's Geoffrey Beene and Bass Apparel retail operations, accounted for most of this increase. Gross profit on apparel sales was 32.7% in the second quarter of 1995 compared to 30.8% in last year's second quarter. Better margins on most wholesale product lines as well as on merchandise sold under the Izod and Gant labels acquired from Crystal Brands accounted for this increase. In addition, the second quarter LIFO charge was $0.4 million in 1995 compared to $1.8 million last year. Selling, general and administrative expenses as a percent of apparel sales in the second quarter were 30.3% in 1995 and 28.8% in 1994. The increased percentage relates principally to the higher marketing and selling costs associated with the newly acquired Izod and Gant businesses. FOOTWEAR Net sales of the Company's footwear segment were $93.5 million in the second quarter of 1995 and $92.6 million last year, an increase of approximately 1.0%. Gross profit on footwear sales was 38.3% in the second quarter of 1995 compared to 38.8% in last year's second quarter. The decrease primarily relates to promotional markdowns taken this year in the Company's retail stores to clear spring and summer merchandise from inventory. Selling, general and administrative expenses as a percent of footwear sales in the second quarter were 29.3% in 1995 and 27.5% in 1994. Growth of the Company's retail operations, which are seasonally weak in the first half of the year, was the primary reason for this increase. INTEREST EXPENSE Net interest expense was $5.9 million in the second quarter of 1995 compared with $3.4 million last year. This increase resulted from the cash purchase of the Apparel Group of Crystal Brands, Inc. -8- INCOME TAXES Income tax was estimated at rates of 34.6% and 34.8% for the second quarter and year of 1995 compared with last year's rates of 35.9% and 18.7% for the second quarter and year, respectively. The effective rate for the full year 1994, excluding the effect of reversals of estimated tax liabilities and restructuring expenses, would have been approximately 31.5%. The increase in the 1995 rate is due principally to normally taxed income increasing more rapidly than tax exempt income from operations in Puerto Rico. CORPORATE EXPENSES Corporate expenses were $2.9 million in the second quarter of 1995 compared to $2.0 million in 1994. The second quarter of 1994 included a credit to the Company's unfunded supplemental savings plan liability. Twenty-Six Weeks Ended July 30, 1995 Compared to Twenty-Six Weeks Ended July 31, 1994 APPAREL Net sales of the Company's apparel segment were $460.9 million during the first six months of 1995, an increase of 31.6% from the prior year's $350.2 million. The acquisition of the Apparel Group of Crystal Brands, Inc. on February 17, 1995, coupled with the growth in the Company's Geoffrey Beene and Bass Apparel retail operations, accounted primarily for this increase. Gross profit on apparel sales was 32.7% in the first half of 1995 compared to 31.4% in last year's first half. Better margins on merchandise sold under the Izod and Gant labels acquired from Crystal Brands accounted primarily for this increase. In addition, the current year includes a LIFO charge of $1.3 million compared with a charge of $2.2 million in the prior year. Selling, general and administrative expenses as a percent of apparel sales in the first half were 31.6% in 1995 and 30.8% in 1994. The increased percentage relates principally to the higher marketing and selling costs associated with the newly acquired Izod and Gant businesses. FOOTWEAR Net sales of the Company's footwear segment were $171.5 million compared to the prior year's $172.4 million. Gross profit on footwear sales was 38.7% in the first half of 1995 compared to 37.1% in last year's first half. The prior year's first half was impacted by significant clearance markdowns to clear slower moving merchandise from inventory. The Company began the current year with a much improved inventory mix, which in turn reduced clearance markdowns. Offsetting this positive trend, in part, were promotional markdowns in the Company's retail stores in the second quarter which related to sluggish sales of spring and summer merchandise. -9- Selling, general and administrative expenses as a percent of footwear sales in the first half were 31.8% in 1995 and 29.9% in 1994. Growth of the Company's retail operations, which are seasonally weak in the first half of the year, accounted primarily for this increase. In addition, the prior year included the benefit of certain accrual reversals. INTEREST EXPENSE Net interest expense was $10.7 million in the first half of 1995 compared with $6.7 million last year. This increase resulted from the cash purchase of the Apparel Group of Crystal Brands, Inc. INCOME TAXES Income tax was estimated at a rate of 34.8% for the first half and year of 1995 compared with last year's rates of 35.3% and 18.7% for the first half and year, respectively. The effective rate for the full year 1994, excluding the effect of reversals of estimated tax liabilities and restructuring expenses, would have been approximately 31.5%. The increase in the 1995 rate is due principally to normally taxed income increasing more rapidly than tax exempt income from operations in Puerto Rico. CORPORATE EXPENSES Corporate expenses were $5.3 million in the first half of 1995 compared to $4.4 million in 1994. The second quarter of 1994 included a credit to the Company's unfunded supplemental savings plan liability. SEASONALITY The Company's business is seasonal, with higher sales and income during its third and fourth fiscal quarters, which coincide with the Company's two peak retail selling seasons: the first running from the start of the summer vacation period in late May and continuing through September; 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 fiscal 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 combined with retail seasonality makes the first fiscal 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 fiscal year. During the third and fourth quarters, the Company's higher level of sales tends to reduce its inventory and generate cash from operations. Cash used by operations in the first half totalled $115.9 million in 1995 and $33.4 million last year. The seasonal build up in inventory for sales planned for the second half of the year was greater in the first half 1995 due to growth in the Company's business, including the acquisition of the Apparel Group of Crystal Brands. -10- The Company has a revolving credit agreement under which the Company may, at its option, borrow and repay amounts up to a maximum of $185 million, except that for the Company's third quarter, during which period its borrowings peak, the maximum amount available to the Company is $200 million. The acquisition of Crystal Brands for cash was funded from the Company's cash reserves and from borrowings under this facility. The Company believes that its borrowing capacity under this facility is adequate for its 1995 peak seasonal needs. At the end of the second quarter, the Company estimated that $70 million of the outstanding borrowings under this facility are non-current. The resulting increase in long-term debt, offset in part by earnings generated over the past year, has increased the Company's long-term debt (net of invested cash) as a percentage of total capital to 45.7% at the end of the current quarter compared with 38.7% at the end of last year's second quarter. PLANT AND STORE CLOSINGS AND OTHER EVENTS On September 13, 1995, the Company adopted and began to implement a plan designed to reduce costs and realign the product distribution mix primarily within the Company's apparel business. Significant components of the plan include the closure of three domestic apparel manufacturing facilities before year-end and the closing of approximately 200 less profitable retail outlet stores. As a result, the Company will record a pre-tax charge of approximately $23,000 in the third quarter of 1995. This charge principally relates to the cost of termination benefits for approximately twelve hundred employees and the write-off of certain fixed assets located in the affected manufacturing facilities and outlet stores. The Company believes these changes will improve future profitability through lower operating costs and improved margins. As part of its ongoing expense and cost reduction initiatives, the Company will continue to evaluate its operating structure. -11- Part II - OTHER INFORMATION ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF STOCKHOLDERS The annual stockholders' meeting was held on June 13, 1995. The total shares of Common Stock entitled to vote were 24,109,913. There were present in person or by proxy holders of 90.4% of these shares. The following directors were elected to serve for a term of three years: For Vote Withheld Edward H. Cohen 23,925,056 184,857 Estelle Ellis 23,930,103 179,810 Maria Elena Lagomasino 23,917,723 192,190 William S. Scolnick 23,907,876 202,037 The Company's Stock Option Plan was amended to increase the number of shares of Common Stock which may be granted under the Option Plan from 2,500,000 to 3,150,000. The vote was 18,882,993 For and 5,130,739 Against. The Company's Performance Restricted Stock Plan was adopted with a vote of 22,953,054 For and 1,065,495 Against. Ernst & Young was appointed to serve as the Company's independent auditors until the next stockholders' meeting. The vote was 24,008,989 For and 60,768 Against. The resolution proposed by two stockholders that new Directors be elected annually and not by classes, as is now provided, was defeated with a vote of 14,638,220 Against and 5,875,956 In Favor. ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K (a) The following exhibits are included herein: 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). -12- 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 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). 4.6 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). 4.7 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). 4.8 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 March 30, 1993 (incorporated by reference to Exhibit 10.2 to the Company's Annual Report on Form 10-K for the fiscal year ended January 30, 1994). *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 (incorporated by reference to the Company's Report on Form 8-K filed on January 16, 1987). *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). -13- *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 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). *10.9 Phillips-Van Heusen Corporation Supplemental Savings Plan, dated as of January 1, 1991 and amended and restated as of January 1, 1992 (incorporated by reference to Exhibit 10.29 to the Company's Annual Report on Form 10-K for the fiscal year ended February 2, 1992). 10.10 Asset Sale Agreement, dated January 24, 1995, Among the Company and Crystal Brands, Inc., Crystal Apparel, Inc., Gant Corporation, Crystal Sales, Inc., Eagle Shirtmakers, Inc., and Crystal Brands (Hong Kong) Limited (incorporated by reference to Exhibit 1 to the Company's Report on Form 8-K dated March 6, 1995). *10.11 Agreement, dated as of April 28, 1993, between Bruce J. Klatsky, Lawrence S. Phillips and the Company (incorporated by reference to Exhibit 10.11 to the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 1995). *10.12 Non-Incentive Stock Option Agreement, dated as of April 28, 1993, between the Company and Bruce J. Klatsky. Non-Incentive Stock Option Agreement, dated as of December 3, 1993, between the Company and Bruce J. Klatsky (reload of April 28, 1993 Non-Incentive Stock Option Agreement) (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). *10.13 Amendment, dated December 6, 1993, to the Agreement, dated April 28, 1993, between Bruce J. Klatsky, Lawrence S. Phillips and the Company (incorporated by reference to Exhibit 10.13 to the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 1995). *10.14 Consulting and non-competition agreement, dated February 14, 1995, between the Company and Lawrence S. Phillips (incorporated by reference to Exhibit 10.14 to the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 1995). *10.15 Performance Restricted Stock Plan, effective as of April 18, 1995 (incorporated by reference to Exhibit 10.15 to the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 1995). -14- 15. Acknowledgement of Independent Accountants. 27. Financial Data Schedule. * Management contract or compensatory plan or arrangement required to be identified pursuant to Item 14(a) of this report. (b) Reports on Form 8-K No reports have been filed on Form 8-K during the quarter covered by this report. -15- 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 September 11, 1995 /s/ Emanuel Chirico Emanuel Chirico, Controller Vice President and Chief Accounting Officer -16- Exhibit 15 September 13, 1995 Stockholders and Board of Directors Phillips-Van Heusen Corporation We are aware of the incorporation by reference in the Registration Statement (Form S-8, No. 33-59101), Registration Statement (Form S-8, No. 33-59602), Registration Statement (Form S-8, No. 33-38698), Post-Effective amendment No. 1 to the Registration Statement (Form S-8, No. 33-24057), Post-Effective amendment No. 2 to the Registration Statement (Form S-8, No. 2-73803), Post- Effective amendment No. 4 to the Registration Statement (Form S-8, No. 2- 72959), Post-Effective amendment No. 6 to the Registration Statement (Form S- 8, No. 2-64564), and Post-Effective amendment No. 13 to the Registration Statement (Form S-8, No. 2-47910), of Phillips-Van Heusen Corporation of our report dated August 15, 1995 relating to the unaudited condensed consolidated interim financial statements of Phillips-Van Heusen Corporation which are included in its Form 10-Q for the three month period ended July 30, 1995. 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 -17- EX-27 2
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE PHILLIPS-VAN HEUSEN CORPORATION FINANCIAL STATEMENTS INCLUDED IN ITS 10-Q REPORT FOR THE QUARTER ENDED JULY 30, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 6-MOS JAN-28-1996 JUL-30-1995 15,646 0 97,527 4,852 384,410 508,962 143,440 0 801,477 229,139 239,682 26,713 0 0 246,983 801,477 632,480 632,480 415,479 415,479 205,460 0 10,722 819 285 0 0 0 0 534 0.02 0.02 Property, plant and equipment is presented net of accumulated depreciation. Provision for doubtful accounts is included in other costs and expenses.