-----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, L9HdIdwKeNNH3p9A9w3+0233Gx/RV9MV4JioeGHQKNfh9Sbw5mcPh9sEjk3nXGJz iPuroSHcM0VPXgfb8uGu2Q== 0000950123-98-008893.txt : 19981012 0000950123-98-008893.hdr.sgml : 19981012 ACCESSION NUMBER: 0000950123-98-008893 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980829 FILED AS OF DATE: 19981009 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: NAUTICA ENTERPRISES INC CENTRAL INDEX KEY: 0000093736 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 952431048 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-06708 FILM NUMBER: 98723229 BUSINESS ADDRESS: STREET 1: 40 WEST 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125415990 MAIL ADDRESS: STREET 1: 40 W 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: STATE O MAINE INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PACIFIC COAST KNITTING MILLS INC DATE OF NAME CHANGE: 19751124 10-Q 1 NAUTICA ENTERPRISES, INC. 1 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 August 29, 1998 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 0-6708 Nautica Enterprises, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 95-2431048 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 40 West 57th Street, New York, N.Y. 10019 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, including Area Code (212) 541-5757 (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), and (2) has been subject to such filing requirements for the past 90 days. Yes X No APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13, or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court Yes No APPLICABLE ONLY TO CORPORATE ISSUERS The number of shares of Common Stock outstanding as of October 9, 1998 was 37,235,000. 2 NAUTICA ENTERPRISES, INC. AND SUBSIDIARIES AUGUST 29, 1998 (Unaudited) INDEX
Page No. -------- Part I - Financial Information: Item 1. Financial Statements (Unaudited): Condensed Consolidated Balance Sheets As of August 29, 1998 and February 28, 1998.........................2 Condensed Consolidated Statements of Earnings For the Six and Three Month Periods Ended August 29, 1998 and August 31, 1997.................................3 Condensed Consolidated Statements of Cash Flows For the Six Month Periods Ended August 29, 1998 and August 31, 1997.................................4 Notes to Condensed Consolidated Financial Statements................5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.......................7 Part II - Other information........................................11
3 NAUTICA ENTERPRISES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Amounts in thousands, except share data)
ASSETS (unaudited) August 29, February 28, 1997 1998 -------- -------- Current assets: Cash and cash equivalents $ 2,138 $ 34,616 Short-term investments 37,062 52,680 Accounts receivable - net 102,134 81,135 Inventories 98,598 66,726 Prepaid expenses and other current assets 5,674 4,882 Deferred tax benefit 6,163 6,093 -------- -------- Total current assets 251,769 246,132 Property, plant and equipment, net of accumulated depreciation and amortization 62,830 56,273 Other assets 10,256 8,046 -------- -------- $324,855 $310,451 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Current maturities of long-term debt $ 50 $ 50 Accounts payable - trade 40,466 18,743 Accrued expenses and other current liabilities 34,656 34,158 Income taxes payable 9,168 5,826 -------- -------- Total current liabilities 84,340 58,777 Long-term debt -net 50 100 Minority interest 120 405 Stockholders' equity: Preferred stock - par value $.01, authorized, 2,000,000 shares; no shares issued Common stock - par value $.10, authorized, 100,000,000 shares; issued 42,570,000 shares at August 29, 1998 and 42,443,000 shares at February 28, 1998 4,257 4,244 Additional paid-in capital 65,578 64,932 Retained earnings 246,163 217,174 -------- -------- 315,998 286,350 Less: Common stock in treasury - at cost; 4,735,070 shares at August 29, 1998 and 3,070,070 at February 28, 1998 75,653 35,181 -------- -------- Total stockholders' equity 240,345 251,169 -------- -------- $324,855 $310,451 ======== ========
The accompanying notes are an integral part of these statements. -2- 4 NAUTICA ENTERPRISES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Amounts in thousands, except per share data)
(unaudited) (unaudited) Six Months Six Months Three Months Three Months Ended Ended Ended Ended August 29, 1998 August 31, 1997 August 29, 1998 August 31, 1997 --------------- --------------- --------------- --------------- Net Sales $ 261,868 $ 228,067 $ 150,888 $ 132,260 Cost of goods sold 137,466 122,368 78,241 70,880 --------- --------- --------- --------- Gross profit 124,402 105,699 72,647 61,380 Selling, general and administrative expenses 82,391 72,448 43,575 38,676 Net royalty income (3,002) (2,306) (1,389) (1,111) --------- --------- --------- --------- Operating profit 45,013 35,557 30,461 23,815 Investment income, net 2,616 1,483 1,206 674 Minority interest in consolidated subsidiary 285 592 (31) 358 --------- --------- --------- --------- Earnings before provision for income taxes 47,914 37,632 31,635 24,847 Provision for income taxes 18,926 15,053 12,496 9,939 --------- --------- --------- --------- NET EARNINGS $ 28,988 $ 22,579 $ 19,139 $ 14,908 ========= ========= ========= ========= Net earnings per share of common stock Basic $ 0.74 $ 0.58 $ 0.49 $ 0.39 ========= ========= ========= ========= Diluted $ 0.69 $ 0.54 $ 0.46 $ 0.36 ========= ========= ========= ========= Weighted average number of common shares outstanding Basic 39,341 38,988 39,262 38,721 ========= ========= ========= ========= Diluted 41,785 41,727 41,607 41,484 ========= ========= ========= ========= Cash dividends per common share none none none none ========= ========= ========= =========
The accompanying notes are an integral part of these statements. -3- 5 NAUTICA ENTERPRISES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Amounts in thousands)
(unaudited) Six Months Six Months Ended Ended August 29, 1998 August 31, 1997 --------------- --------------- Cash flows from operating activities: Net earnings $ 28,988 $ 22,579 -------- -------- Adjustments to reconcile net earnings to net cash provided by operating activities: Minority interest in consolidated subsidiary (285) (591) Depreciation and amortization 6,149 4,657 Provision for accounts receivable allowances and sales returns and discounts 936 623 Changes in operating assets and liabilities Accounts receivable (21,935) (31,122) Inventories (31,872) (26,275) Prepaid expenses and other current assets (791) (1,757) Other assets (2,495) (577) Accounts payable - trade 21,722 14,670 Accrued expenses and other current liabilities 499 5,664 Income taxes payable 3,342 5,185 -------- -------- Total adjustments (24,731) (29,523) -------- -------- Net cash provided by (used in) operating activities 4,257 (6,944) -------- -------- Cash flows from investing activities: Proceeds from minority shareholders of consolidated subsidiary -- 680 Purchase of property, plant and equipment (12,420) (9,954) Proceeds from sale (Purchases) of short-term investments 15,443 (34,750) -------- -------- Net Cash provided by (used in) investing activities 3,023 (44,024) -------- -------- Cash flows from financing activities: Principal payments on long-term debt (50) (50) Purchase of treasury stock (40,472) (17,872) Proceeds from issuance of common stock 764 228 -------- -------- Net cash used in financing activities (39,758) (17,694) -------- -------- Decrease in cash and cash equivalents (32,478) (68,662) Cash and cash equivalents at beginning of period 34,616 71,887 -------- -------- Cash and cash equivalents at end of period $ 2,138 $ 3,225 -------- -------- Supplemental Information: Cash payments for the periods ended: Income taxes $ 15,548 $ 9,868 ======== ========
The accompanying notes are an integral part of these statements. -4- 6 NAUTICA ENTERPRISES, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AUGUST 29, 1998 (Unaudited) NOTE 1 - The accompanying financial statements have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. 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 rules and regulations. These statements include all adjustments, consisting only of normal recurring accruals, considered necessary for a fair presentation of financial position and results of operations. The financial statements included herein should be read in conjunction with the financial statements and notes thereto included in the latest annual report on Form 10-K. NOTE 2 - Effective March 1, 1998, the Company changed its fiscal year end to a 52/53 week year. There was no impact on the results of operations. NOTE 3 - The results of operations for the six and three month periods ended August 29, 1998 are not necessarily indicative of the results to be expected for the full year. NOTE 4 - The Company utilized the last-in, first-out "Lifo" method for inventories as at August 29, 1998 and February 28, 1998 and for the three month periods ended August 29, 1998 and August 31, 1997. The "Lifo" inventory for the three month periods ended August 29, 1998 and August 31, 1997 are based upon end of year estimates. Inventories at August 29, 1998 and February 28, 1998 consist primarily of finished goods. NOTE 5 - On March 1, 1998, the Company adopted Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income," which requires companies to report certain changes in equity during a period, as comprehensive income, which includes net earnings and the effects of changes in unrealized gains and losses on securities, as follows:
Six Six Three Three Months Months Months Months ended Ended ended ended August 29, August 31, August 29, August 31, (AMOUNTS IN THOUSANDS) 1998 1997 1998 1997 ---- ---- ---- ---- Net earnings $28,988 $22,579 $19,139 $14,908 Changes in unrealized gains and losses on securities, net of tax (105) 0 (48) 0 ----- - ---- - Comprehensive Income $28,883 $14,908 $19,091 $14,908 ======= ======= ======= =======
-5- 7 NAUTICA ENTERPRISES, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) AUGUST 29, 1998 (Unaudited) NOTE 6 - Short-term investments consist primarily of government and agency bonds, tax exempt municipal bonds and corporate bonds. At August 29, 1998, all securities were designated as available for sale. As of August 29, 1998, gross unrealized gains of $190,000 and gross unrealized losses of $15,000 (less deferred tax of $70,000) were credited to stockholders' equity. For the six month period ended August 29, 1998, gross realized gains and losses on sales of investments totaled $308,000 and $31,000, respectively. For the three month period ended August 29, 1998, gross realized gains and losses on sales of investments totaled $247,000 and $4,000, respectively. NOTE 7 - Basic net earnings per share excludes dilution and is computed by dividing income available to common shareholders by the weighted-average common shares outstanding for the period. Diluted net earnings per share reflects the weighted-average common shares outstanding plus the potential dilutive effect of options which are convertible into common shares. The effect of stock options which were excluded from the calculation of diluted weighted-average shares was not material to the financial statements. NOTE 8 - During 1997, the FASB issued SFAS No. 131 "Disclosures about Segments of an Enterprise and Related Information". Adoption of this statement will not impact the Company's consolidated financial position, results of operations or cash flows, and will be limited to the form and content of its disclosures. This statement is effective for fiscal years beginning after December 15, 1997. In accordance with SFAS No. 131, the Company has elected to defer the initial application until the fiscal year end. -6- 8 NAUTICA ENTERPRISES, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS AUGUST 29, 1998 (Unaudited) RESULTS OF OPERATIONS For the Six Months Ended August 29, 1998: Net sales increased 15% to $261.9 million in the six months ended August 29, 1998 from $228.1 million in the comparable prior year period. Wholesale sales increased due to the growth of Nautica's in-store shop program, including new shops and expansions of existing shops. Nautica retail sales increased as a result of opening additional outlet stores and increased sales at existing stores. The increase in sales is due primarily to increased unit volume rather than price increases. Gross profit for the period was 47.5% compared to 46.3% in the comparable prior year period. The increase resulted primarily from a shift to higher margin Nautica wholesale products and an increase in retail outlet store sales. The Nautica wholesale products achieved higher margins due primarily to changes in the mix of products sold. Total selling, general and administration expenses increased by $10.0 million to $82.4 million from $72.4 million. The increase was principally a result of increased retail outlet store expenses and increased retail development costs. Selling, general and administrative expenses as a percentage of net sales decreased to 31.5% from 31.8% in the comparable prior year period. The net decrease resulted from the ability to leverage these expenses with increased sales volume. Net royalty income increased by $.7 million to $3.0 million from $2.3 million in the comparable prior year period. The increased royalty revenue was generated from both new and existing licensees. Investment income increased by $1.1 million to $2.6 million from $1.5 million in the comparable prior year period. The increase is primarily the result of higher average cash balances and higher rates of return on investments. The provision for income taxes decreased to 39.5% from 40.0% of earnings before income taxes in the comparable prior year period. The decrease is due primarily to a reduction in the effective state income tax rates. Net earnings increased 28% to $29.0 million from $22.6 million in the comparable prior year period as a result of the factors discussed above. -7- 9 For the Three Months Ended August 29, 1998: Net sales increased 14% to $150.9 million in the three months ended August 29, 1998 from $132.3 million in the comparable prior year period. Wholesale sales increased due to the growth of Nautica's in-store shop program, including both new shops and expansions of existing shops. Nautica retail sales increased as a result of opening additional outlet stores and increased sales at existing stores. The increase in sales is due primarily to increased unit volume rather than price increases. Gross profit for the period was 48.1% compared to 46.4% in the comparable prior year period. The increase resulted primarily from a shift to higher margin Nautica wholesale products and an increase in retail outlet store sales. The Nautica wholesale products achieved higher margins due primarily to changes in the mix of products sold. Total selling, general and administration expenses increased by $4.9 million to $43.6 million from $38.7 million. The increase was principally a result of increased retail development and retail outlet store expenses. Selling, general and administrative expenses as a percentage of net sales decreased to 28.9% from 29.2% in the comparable prior year period. The net decrease resulted from the ability to leverage these expenses with increased sales volume. Net royalty income increased by $.3 million to $1.4 million from $1.1 million in the comparable prior year period. The increased royalty revenue was generated from both new and existing licensees. Investment income increased by $.5 million to $1.2 million from $.7 million in the comparable prior year period. The increase is primarily the result of higher average cash balances and higher rates of return on investments. The provision for income taxes decreased to 39.5% from 40.0% of earnings before income taxes in the comparable prior year period. The decrease is due primarily to a reduction in the effective state income tax rates. Net earnings increased 28% to $19.1 million from $14.9 million in the comparable prior year period as a result of the factors discussed above. -8- 10 LIQUIDITY AND CAPITAL RESOURCES During the six months ended August 29, 1998, the Company generated cash from operating activities of $4.3 million principally from net earnings. Increases in accounts receivable and inventory of $21.9 and $31.9 million, respectively, resulted from increased sales, and were financed principally by cash generated from net earnings, and increases in accounts payable. Accounts receivable and inventory balances were higher by 12% and 13%, respectively, than balances in the prior year. These increases were commensurate with sales increases. During the six months ended August 31, 1997, the Company used cash related to operating activities of approximately $6.9 million. The cash used was principally attributable to increases in accounts receivable and inventory of $31.1 and $26.3 million, respectively, resulting from increased sales. The increases in accounts receivable and inventory were principally offset by cash generated from net earnings, increases in accounts payable, accrued expenses and income taxes payable. Accounts receivable and inventory balances were higher by 34% and 31%, respectively, than balances in the prior year. These increases were commensurate with sales increases. During the six months ended August 29, 1998, the Company's principal investing activities related to the continued expansion of the Nautica in-store shop program and amounts related to the expansion of showroom space. The Company expects to continue to incur capital expenditures to expand the in-store shop program. At August 29, 1998, there were no other material commitments for capital expenditures. During the year ended February 28, 1998 and the six months ending August 29, 1998, the Board of Directors approved two stock repurchase programs, authorizing the Company to repurchase up to a total of 2,000,000 shares of its common stock. During the six months ended August 29, 1998, the Company repurchased 1,665,000 shares at a cost of $40.5 million. During the month of September 1998, the Company completed the balance of the repurchase programs at an additional cost of $7.6 million. The Company has a total of $100.0 million in lines of credit with two commercial banks available for short-term borrowings and letters of credit. These lines are collateralized by imported inventory and accounts receivable. At August 29, 1998, letters of credit outstanding under the lines were $50.7 million and there were no short-term borrowings outstanding. Historically, the Company has experienced its lowest level of sales in the first quarter and its highest level in the third quarter. This pattern has resulted primarily from the timing of shipments to retail customers for spring and fall seasons. In the future, the timing of seasonal shipments may vary by quarter. INFLATION AND CURRENCY FLUCTUATIONS The Company believes that inflation and the effect of fluctuations of the dollar against foreign currencies have not had a material effect on the cost of imports or the Company's results of operations. -9- 11 YEAR 2000 The Company recognizes the need to ensure that its systems, applications and hardware will recognize and process transactions for the year 2000 and beyond. The Company expects to implement successfully the systems and programming changes necessary to address year 2000 issues with respect to its internal systems and does not believe that the cost of such actions will have a material adverse effect on its results of operations or financial condition. The Company has established a plan which identifies all systems applications, a timeframe for ensuring it's year 2000 readiness and a responsible party in the organization for the particular system. This plan encompasses both information system technologies and non-information technologies. The Company expects to have all systems ready by the middle of 1999 while the majority of the systems are expected to be year 2000 compliant by the end of December 1998. The Company does not have a contingency plan in place at this time but will initiate development of such a plan depending upon the criticality of the particular system if the anticipated deadlines are not met. The Company also has initiated discussions with its significant suppliers, customers and financial institutions to ensure that those parties have appropriate plans to remediate year 2000 issues when their systems interface with the Company's systems or may otherwise impact operations. Although the Company is not aware of any material operational issues or costs associated with preparing its internal systems for the year 2000, there can be no assurance that there will not be a delay in, or increased costs associated with, the implementation of the necessary systems and changes to address the year 2000 issues. The Company's current estimate of costs to be incurred is less than $500,000, which is mostly being incurred internally and does not reflect significant incremental costs. The Company and its' significant suppliers, customers, and financial institutions' inability to implement such systems and changes could have an adverse effect on future results of operations. FORWARD-LOOKING AND CAUTIONARY STATEMENTS Certain statements included in this report, including the words "believes," "anticipates," "expects" and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties which could cause actual results to differ materially from those projected. Readers are cautioned not to place undue reliance on these forward-looking statements which speak only as of the date hereof. The Company undertakes no obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Readers are also urged to carefully review and consider the various disclosures made by the Company in this report, as well as the Company's periodic reports on Forms 10-K and 10-Q and other filings with the Securities and Exchange Commission. NEW ACCOUNTING PRONOUNCEMENTS During 1997, the FASB issued SFAS No. 131 "Disclosures about Segments of an Enterprise and Related Information". Adoption of this statement will not impact the Company's consolidated financial position, results of operations or cash flows, and will be limited to the form and content of its disclosures. This statement is effective for fiscal years beginning after December 15, 1997. In accordance with SFAS No. 131, the Company has elected to defer the initial application until the fiscal year end. -10- 12 PART II OTHER INFORMATION Items I through 9. - All items are inapplicable except: Item 4. Submission of Matters to a Vote of Security-Holders (a) The Annual Meeting of Stockholders of Nautica Enterprises, Inc. was held on July 1, 1998. (b) The directors named in the Proxy Statement constituting the entire Board of Directors were elected to one-year terms expiring in 1999, as follows:
FOR WITHHELD --- -------- Harvey Sanders 35,958,396 218,764 David Chu 35,967,744 209,416 George Greenberg 35,958,643 218,517 Robert B. Bank 36,008,660 168,500 Israel Rosenzweig 36,004,374 172,786 Charles Scherer 35,967,967 209,193 Ronald G. Weiner 36,006,543 170,617
The Notice of Annual Meeting of Stockholders and Proxy Statement for Nautica Enterprises, Inc. dated June 5, 1998 was filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Act. Item 6. Exhibits and Reports on Form 8-K (a) EXHIBIT INDEX Exhibit No. Distribution 3(a) Registrant's By-laws as currently in effect are incorporated herein by reference to Registrant's Registration statement on Form S-1 (Registration No. 33-21998). 3(b) Registrant's Certificate of Incorporation is incorporated by reference to the Registration statement on Form S-3 (Registration No. 33-71926), as amended by a Certificate of Amendment dated June 29,1995 and July 2, 1996, incorporated by reference to the Registrant Annual Report on Form 10-K for the year ended February 29, 1996, and the Quarterly Report on Form 10-Q for the quarter ended May 31, 1996, respectively. 10(iii)(a) Registrant's Executive Incentive Stock Option Plan is incorporated by reference herein from the Registrant's Registration Statements on Form S-8 (Registration Number 33-1488), as amended by the Company's Registration Statement on Form S-8 (Registration Number 33-45823). -11- 13 10 (iii) (b) Registrant's 1989 Employee Incentive Stock Option Plan is incorporated by reference herein from the Registrant's Registration Statements on Form S-8 (Registration Number 33-36040). 10 (iii) (c) Registrant's 1994 Incentive Compensation Plan is incorporated by reference herein from the Registrant's Annual Report on Form 10-K for the year ended February 29, 1996. 10 (iii) (d) Registrant's 1996 Stock Incentive Plan is incorporated by reference herein from the Registrant's Annual report on Form 10-K for the year ended February 28, 1997. 10 (iii) (e) Registrant's Deferred Compensation Plan is incorporated by reference herein from the Registrant's Annual Report on Form 10-K for the year ended February 28, 1998. 10 (iii) (f) Option Agreement and Royalty Agreement, each dated July 1, 1987 by and among the Registrant and David Chu are incorporated herein by reference from the Registrant's Registration Statement on Form S-1 (Registration No. 33-21998) and the Letter Agreement dated May 1, 1998 between Mr. Chu and the Registrant is incorporated by reference from the Registrant's Annual Report on Form 10-K (as amended by form 10-K/A) for the year ended February 28, 1998. Certain portions of the Letter Agreement have been omitted based upon a request for confidential treatment made by the Registrant with the Securities Exchange Commission. Such omitted portions have been filed separately with the Securities and Exchange Commission. 27 Financial Data Schedule. (b) Reports on Form 8-K. None -12- 14 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. NAUTICA ENTERPRISES, INC. By: s/Harvey Sanders ----------------------------------- Harvey Sanders Chairman of the Board and President Date: October 9, 1998 By: s/Neal S. Nackman ----------------------------------- Neal S. Nackman V.P. Finance and Chief Accounting Officer Date: October 9, 1998 -13- EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED STATEMENTS OF THE COMPANY AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 6-MOS FEB-27-1999 MAR-1-1998 AUG-29-1998 2,138 37,062 105,136 3,002 98,598 251,769 91,285 28,455 324,855 84,340 0 0 0 4,257 236,088 324,855 261,868 267,486 137,466 137,466 0 0 0 47,914 18,926 28,988 0 0 0 28,988 0.74 0.69
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