<PAGE>
<PAGE>
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 January 29, 2000
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 1-11577
FALCON PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 43-0730877
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
9387 DIELMAN INDUSTRIAL DRIVE 63132
ST. LOUIS, MISSOURI (Zip Code)
(Address of principal executive offices)
(314) 991-9200
(Registrant's telephone number, including area code)
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 twelve months, and (2) has been subject to
such filing requirements for the past 90 days. YES X NO
--- ---
As of March 13, 2000, the registrant had 8,712,774 shares of common stock,
$.02 par value, outstanding.
1
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PART I - FINANCIAL INFORMATION
Item 1. - Financial Statements
--------------------
<TABLE>
Falcon Products, Inc. and Subsidiaries
--------------------------------------
Consolidated Statements of Earnings
-----------------------------------
(Unaudited)
<CAPTION>
Thirteen Weeks Ended
-----------------------------
(In thousands, except per share data) January 29, January 30,
2000 1999
----------- -----------
<S> <C> <C>
Net sales $75,073 $34,595
Cost of sales 53,762 24,693
------- -------
Gross margin 21,311 9,902
Selling, general and administrative expenses 13,294 6,613
------- -------
Operating profit 8,017 3,289
Interest expense, net 4,300 289
Minority interest in consolidated subsidiary 15 (6)
------- -------
Earnings before income taxes 3,702 3,006
Income tax expense 1,637 1,142
------- -------
Net earnings $ 2,065 $ 1,864
======= =======
Basic and diluted earnings per share $ 0.24 $ 0.21
======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
2
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<PAGE>
<TABLE>
Falcon Products, Inc. and Subsidiaries
--------------------------------------
Consolidated Balance Sheets
---------------------------
(Unaudited)
<CAPTION>
(In thousands, except share data)
Jan. 29, Oct. 30,
2000 1999
-------- --------
<S> <C> <C>
Assets
- ------
Current assets:
Cash and cash equivalents $ 937 $ 2,878
Accounts receivable, less allowances
of $1,298 and $1,352, respectively 38,833 47,733
Inventories 51,134 49,078
Prepayments and other current assets 5,179 5,080
-------- --------
Total current assets 96,083 104,769
-------- --------
Property, plant and equipment:
Land 3,368 3,368
Buildings and improvements 25,453 25,284
Machinery and equipment 42,997 42,034
-------- --------
71,818 70,686
Less accumulated depreciation 23,029 21,845
-------- --------
Net property, plant and equipment 48,789 48,841
-------- --------
Other assets, net of accumulated amortization:
Goodwill 123,573 124,381
Other 14,011 14,215
-------- --------
Total other assets 137,584 138,596
-------- --------
Total Assets $282,456 $292,206
======== ========
Liabilities and Stockholders' Equity
- ------------------------------------
Current liabilities:
Accounts payable $ 16,783 $ 20,890
Customer deposits 10,727 11,765
Accrued liabilities 16,382 22,872
Current maturities of long-term debt 2,049 2,443
-------- --------
Total current liabilities 45,941 57,970
Long-term obligations:
Long-term debt 162,004 162,063
Minority interest in consolidated subsidiary 801 786
Other 2,145 2,086
-------- --------
Total liabilities 210,891 222,905
-------- --------
Stockholders' equity:
Common stock, $.02 par value:
authorized 20,000,000 shares;
issued 9,915,117 shares 198 198
Additional paid-in capital 47,376 47,376
Treasury stock, at cost (1,202,343 and
1,265,151 shares, respectively) (14,601) (15,455)
Cumulative translation adjustments (125) (221)
Retained earnings 38,717 37,403
-------- --------
Total stockholders' equity 71,565 69,301
-------- --------
Total Liabilities and Stockholders' Equity $282,456 $292,206
======== ========
See accompanying notes to consolidated financial statements.
</TABLE>
3
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<PAGE>
<TABLE>
Falcon Products, Inc. and Subsidiaries
--------------------------------------
Consolidated Statements of Stockholders' Equity
-----------------------------------------------
Thirteen Weeks Ended January 29, 2000, and January 30, 1999
-----------------------------------------------------------
(Unaudited)
<CAPTION>
(In thousands)
Additional Cumulative Total
Common Paid-in Treasury Translation Retained Stockholders'
Stock Capital Stock Adjustments Earnings Equity
------ ---------- -------- ------------ -------- -------------
<S> <C> <C> <C> <C> <C> <C>
Balance, October 31, 1998 $198 $47,376 $(13,557) $ (19) $37,948 $71,946
Net earnings -- -- -- -- 1,864 1,864
Translation adjustments -- -- -- (280) -- (280)
---- ------- -------- ----- ------- -------
Comprehensive income 1,584
Cash dividends -- -- -- -- (359) (359)
Issuance of stock to Employee
Stock Purchase Plan -- -- 574 -- (226) 348
Exercise of employee incentive
stock options -- -- 73 -- (26) 47
Issuance of stock for acquisition -- -- 92 -- (26) 66
---- ------- -------- ----- ------- -------
Balance, January 30, 1999 $198 $47,376 $(12,818) $(299) $39,175 $73,632
==== ======= ======== ===== ======= =======
Balance, October 30, 1999 $198 $47,376 $(15,455) $(221) $37,403 $69,301
Net earnings -- -- -- -- 2,065 2,065
Translation adjustments -- -- -- 96 -- 96
---- ------- -------- ----- ------- -------
Comprehensive income 2,161
Cash dividends -- -- -- -- (348) (348)
Issuance of stock to Employee
Stock Purchase Plan -- -- 692 -- (314) 378
Exercise of employee incentive
stock options -- -- 72 -- (54) 18
Issuance of stock for acquisition -- -- 90 -- (35) 55
---- ------- -------- ----- ------- -------
Balance, January 29, 2000 $198 $47,376 $(14,601) $(125) $38,717 $71,565
==== ======= ======== ===== ======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
4
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<PAGE>
<TABLE>
Falcon Products, Inc. and Subsidiaries
--------------------------------------
Consolidated Statements of Cash Flows
-------------------------------------
(Unaudited)
<CAPTION>
Thirteen Weeks Ended
-----------------------------
(In thousands) January 29, January 30,
2000 1999
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 2,065 $ 1,864
Adjustments to reconcile net earnings to net cash used in
operating activities:
Depreciation and amortization 2,371 688
Translation adjustments during period 96 (280)
Minority interest in consolidated subsidiary 15 (6)
Change in assets and liabilities:
Accounts receivable, net 8,900 1,712
Inventories (2,056) (1,859)
Prepayments and other current assets (99) (641)
Other assets, net (309) (1,928)
Accounts payable and customer deposits (5,145) 2,207
Accrued liabilities (6,490) (2,322)
Other liabilities 59 (151)
------- -------
Cash used in operating activities (593) (716)
Cash flows from investing activities:
Additions to property, plant and equipment, net (998) (605)
------- -------
Cash used in investing activities (998) (605)
------- -------
Cash flows from financing activities:
Common stock issuances 451 461
Cash dividends (348) (359)
Additions to (repayment of) long-term debt, net (453) 575
------- -------
Cash provided by (used in) financing activities (350) 677
------- -------
Decrease in cash and cash equivalents (1,941) (644)
Cash and cash equivalents-beginning of period 2,878 5,186
------- -------
Cash and cash equivalents-end of period $ 937 $ 4,542
======= =======
Supplemental cash flow information:
Cash paid for interest $ 6,524 $ 291
======= =======
Cash paid for taxes $ 140 $ 1,817
======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
5
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Falcon Products, Inc. and Subsidiaries
--------------------------------------
Notes to Consolidated Financial Statements
------------------------------------------
For the Thirteen Weeks Ended January 29, 2000
---------------------------------------------
Note 1 - Interim Results
The financial statements contained herein are unaudited. In the opinion
of management, these financial statements reflect all adjustments,
consisting only of normal recurring adjustments, which are necessary for a
fair presentation of the results of the interim periods presented.
Reference is made to the footnotes to the consolidated financial statements
contained in the Company's Annual Report on Form 10-K for the year ended
October 30, 1999, filed with the Securities and Exchange Commission.
Note 2 - Business Acquisition
The Company's results for the first quarter of 2000 include Shelby
Williams Industries, Inc. and its subsidiaries ("Shelby Williams") for the
thirteen-week period. Shelby Williams was acquired during June 1999, and
was accounted for under the purchase method. Accordingly, the results of
operations of Shelby Williams are not included in the reported results for
the first quarter of 1999.
Note 3 - Comprehensive Income
In fiscal 1999, the Company adopted Statement of Financial Accounting
Standards No. 130 "Reporting Comprehensive Income", which reports
Comprehensive Income and its components within the Consolidated Statements
of Stockholders' Equity. Comprehensive Income represents the change in
stockholders' equity from transactions and other events and circumstances
from non-owner sources which occur during the period. It included all
changes in equity except those resulting from investments by owners and
distribution to owners.
Note 4 - Inventories
Inventories at January 29, 2000, and October 30, 1999, consisted of the
following:
<TABLE>
<CAPTION>
In thousands January 29, October 30,
2000 1999
----------- -----------
<S> <C> <C>
Raw materials $31,935 $28,840
Work in process 9,717 11,570
Finished goods 9,482 8,668
------- -------
$51,134 $49,078
======= =======
</TABLE>
Note 5 - Special and Nonrecurring Item
In connection with the acquisition of Shelby Williams, the Company
recorded a pre-tax integration charge of $14.0 million to cover the
anticipated costs of combining its existing business with the acquired
business. The charge related to the closing of certain duplicative
manufacturing facilities. During 1999, the Company utilized $12.4 million
of this charge. In the first quarter of 2000, the Company utilized $1.0
million of the charge. At January 29, 2000, the remaining amount of $.6
million
6
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<PAGE>
relates to severance and real estate exit costs for which payment is
anticipated during the remainder of fiscal year 2000.
Note 6 - Earnings Per Share
The following table reconciles net earnings and weighted average shares
outstanding to the amounts used to calculate basic and diluted earnings per
share for the periods ended January 29, 2000, and January 30, 1999.
<TABLE>
<CAPTION>
In thousands January 29, January 30,
except per-share data 2000 1999
----------- -----------
<S> <C> <C>
Net earnings $2,065 $1,864
Average shares outstanding 8,704 8,958
Assumed exercise of
options (treasury method) 20 84
----------- -----------
Average shares outstanding
adjusted for dilutive effects 8,724 9,042
=========== ===========
Basic earnings per share $0.24 $0.21
=========== ===========
Diluted earnings per share $0.24 $0.21
=========== ===========
</TABLE>
Basic earnings per share was computed by dividing earnings available
to common stockholders by the weighted average shares of common stock
outstanding during the period. Diluted earnings available to common
stockholders was determined assuming the options issued and outstanding
were exercised as of the first day of the respective year of the grant
date. Outstanding options to purchase shares were not included in the
computation of diluted earnings per share if the exercise price was greater
than the average market price of the common stock.
Note 7 - Guarantor Subsidiaries
In June 1999, the Company entered into a new $120.0 million senior
secured credit facility (the "Senior Secured Credit Facility") with a group
of financial institutions which provided for (1) a six year term loan of
$70.0 million (the "Term Loan") and (2) a six year revolving credit
facility of up to $50.0 million (the "Revolving Credit Facility").
All of the Company's domestic subsidiaries have guaranteed the Senior
Secured Credit Facility. A first priority security interest in
substantially all of the Company's properties and assets of its domestic
subsidiaries, including a pledge of all of the stock of the Company's
domestic subsidiaries and 66% of the stock of its foreign subsidiaries,
secures the Senior Secured Credit Facility.
The Company's senior subordinated notes are fully and unconditionally
(as well as jointly and severally) guaranteed on an unsecured, senior
subordinated basis by each subsidiary of the Company (the "Guarantor
Subsidiaries") other than Howe Europe a/s, Falcon Products (Shenzhen)
Limited, Falcon Mimon, a.s., Falcon De Juarez, S.A. de C.V., Falcon De Baja
California, S.A. de C.V. and Industrial Mueblera Shelby Williams, S.A. de
C.V. (the "Non-Guarantor Subsidiaries"). Each of the Guarantor
7
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<PAGE>
Subsidiaries and Non-Guarantor Subsidiaries is wholly-owned by the Company,
except for Falcon Mimon, a.s., which is 87.4% owned by the Company.
The following condensed consolidating financial statements of the
Company include the combined accounts of the Company and its Guarantor
Subsidiaries and the combined accounts of the Non-Guarantor Subsidiaries.
Given the size of the Non-Guarantor Subsidiaries, relative to the Company
and its Guarantor Subsidiaries on a consolidated basis, separate financial
statements of the respective Company and its Guarantor Subsidiaries are not
presented because management has determined that such information is not
material is assessing the Company and its Guarantor Subsidiaries.
8
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<TABLE>
Falcon Products, Inc.
Consolidating Statement of Earnings
For the Thirteen Weeks Ended January 29, 2000
<CAPTION>
Total Total
Guarantor Non-Guarantor Eliminations Total
--------------------------------------------------------
<S> <C> <C> <C> <C>
Net sales $72,609 $4,831 $(2,367) $75,073
Cost of sales 51,685 4,444 (2,367) 53,762
Selling, general and adminstrative expenses 12,634 660 - 13,294
--------------------------------------------------------
Operating profit (loss) 8,290 (273) - 8,017
Interest expense, net 4,280 20 - 4,300
Minority interest in consolidated subsidiary 15 - - 15
--------------------------------------------------------
Earnings (loss) before income taxes 3,995 (293) - 3,702
Income tax expense 1,581 56 - 1,637
--------------------------------------------------------
Net earnings (loss) $ 2,414 $ (349) $ - $ 2,065
========================================================
</TABLE>
<TABLE>
Falcon Products, Inc.
Consolidating Statement of Earnings
For the Thirteen Weeks Ended January 30, 1999
<CAPTION>
Total Total
Guarantor Non-Guarantor Eliminations Total
--------------------------------------------------------
<S> <C> <C> <C> <C>
Net sales $32,623 $5,135 $(3,163) $34,595
Cost of sales 23,404 4,452 (3,163) 24,693
Selling, general and adminstrative expenses 6,134 479 - 6,613
--------------------------------------------------------
Operating profit 3,085 204 - 3,289
Interest expense, net 284 5 - 289
Minority interest in consolidated subsidiary (6) - - (6)
--------------------------------------------------------
Earnings before income taxes 2,807 199 - 3,006
Income tax expense 1,066 76 - 1,142
--------------------------------------------------------
Net earnings $ 1,741 $ 123 $ - $ 1,864
========================================================
</TABLE>
9
<PAGE>
<PAGE>
<TABLE>
Falcon Products, Inc.
Consolidating Balance Sheet
As of January 29, 2000
<CAPTION>
Total Total
Guarantor Non-Guarantor Eliminations Total
--------------------------------------------------------
<S> <C> <C> <C> <C>
Assets
Cash and cash equivalents $ (665) $ 1,602 $ - $ 937
Accounts receivable 37,028 1,805 - 38,833
Inventories 46,593 4,541 - 51,134
Other current assets 4,431 748 - 5,179
--------------------------------------------------------
Total current assets 87,387 8,696 - 96,083
Property, plant and equipment, net 34,712 14,077 - 48,789
Investment in subsidiaries 10,255 - (10,255) -
Intangibles and other assets 137,584 - - 137,584
--------------------------------------------------------
Total assets $269,938 $22,773 $(10,255) $282,456
========================================================
Liabilities and Stockholders' Equity
Current liabilities $ 41,952 $ 3,989 $ - $ 45,941
Long-term debt 160,172 1,832 - 162,004
Other long-term liabilities 2,946 - - 2,946
Intercompany payable (receivable) (6,697) 6,697 - -
--------------------------------------------------------
Total liabilities 198,373 12,518 - 210,891
Stockholders' equity
Common stock 198 9,144 (9,144) 198
Additional paid-in capital 47,376 1,015 (1,015) 47,376
Treasury stock (14,601) - - (14,601)
Cumulative translation adjustments (125) - - (125)
Retained earnings 38,717 96 (96) 38,717
--------------------------------------------------------
Total stockholders' equity 71,565 10,255 (10,255) 71,565
--------------------------------------------------------
Total liabilities and stockholders' equity $269,938 $22,773 $(10,255) $282,456
========================================================
</TABLE>
10
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<PAGE>
<TABLE>
Falcon Products, Inc.
Consolidating Balance Sheet
As of October 30, 1999
<CAPTION>
Total Total
Guarantor Non-Guarantor Eliminations Total
--------------------------------------------------------
<S> <C> <C> <C> <C>
Assets
Cash and cash equivalents $ 899 $ 1,979 $ - $ 2,878
Accounts receivable 45,507 2,226 - 47,733
Inventories 44,436 4,642 - 49,078
Other current assets 4,200 880 - 5,080
--------------------------------------------------------
Total current assets 95,042 9,727 - 104,769
Property, plant and equipment, net 35,089 13,752 - 48,841
Investment in subsidiaries 10,604 - (10,604) -
Intangibles and other assets 138,596 - - 138,596
--------------------------------------------------------
Total assets $279,331 $23,479 $(10,604) $292,206
========================================================
Liabilities and Stockholders' Equity
Current liabilities $ 53,355 $ 4,615 $ - $ 57,970
Long-term debt 160,222 1,841 - 162,063
Other long-term liabilities 2,872 - - 2,872
Intercompany payable (receivable) (6,419) 6,419 - -
--------------------------------------------------------
Total liabilities 210,030 12,875 - 222,905
Stockholders' equity
Common stock 198 9,144 (9,144) 198
Additional paid-in capital 47,376 1,015 (1,015) 47,376
Treasury stock (15,455) - - (15,455)
Cumulative translation adjustments (221) - - (221)
Retained earnings 37,403 445 (445) 37,403
--------------------------------------------------------
Total stockholders' equity 69,301 10,604 (10,604) 69,301
--------------------------------------------------------
Total liabilities and stockholders' equity $279,331 $23,479 $(10,604) $292,206
========================================================
</TABLE>
11
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<PAGE>
<TABLE>
Falcon Products, Inc.
Consolidating Statement of Cash Flows
For the Thirteen Weeks Ended January 29, 2000
<CAPTION>
Total Total
Guarantor Non-Guarantor Eliminations Total
--------------------------------------------------------
<S> <C> <C> <C> <C>
Cash used in operating activities $ (601) $ 8 $ - $ (593)
Cash flows used in investing activities
Additions to property, plant and equipment, net (622) (376) - (998)
--------------------------------------------------------
Cash used in investing activities (622) (376) - (998)
Cash flows used in financing activities
Common stock issuances 451 - - 451
Cash dividends (348) - - (348)
Additions to (repayment of) long-term debt, net (444) (9) - (453)
--------------------------------------------------------
Cash used in financing activities (341) (9) - (350)
--------------------------------------------------------
Net change in cash and cash equivalents $(1,564) $(377) $ - $(1,941)
========================================================
</TABLE>
<TABLE>
Falcon Products, Inc.
Consolidating Statement of Cash Flows
For the Thirteen Weeks Ended January 30, 1999
<CAPTION>
Total Total
Guarantor Non-Guarantor Eliminations Total
--------------------------------------------------------
<S> <C> <C> <C> <C>
Cash used in operating activities $(793) $ 77 $ - $(716)
Cash flows used in investing activities
Additions to property, plant and equipment, net (581) (24) - (605)
--------------------------------------------------------
Cash used in investing activities (581) (24) - (605)
Cash flows used in financing activities
Common stock issuances 461 - - 461
Cash dividends (359) - - (359)
Additions to (repayment of) long-term debt, net 575 - - 575
--------------------------------------------------------
Cash provided by financing activities 677 - - 677
--------------------------------------------------------
Net change in cash and cash equivalents $(697) $ 53 $ - $(644)
========================================================
</TABLE>
12
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<PAGE>
Item 2. - Management's Discussion and Analysis of Results of Operations and
-----------------------------------------------------------------
Financial Condition
-------------------
Certain information presented herein includes "forward-looking
statements" within the meaning of the Private Securities Litigation Reform
Act of 1995. However, there can be no assurance that the Company's actual
results will not differ materially from its expectations. The matters
referred to in forward-looking statements may be affected by risks and
uncertainties affecting the Company's business.
The Company's results for the first quarter of 2000 include Shelby
Williams for the thirteen-week period. Shelby Williams was acquired during
June 1999 and was accounted for under the purchase method. Accordingly,
the results of operations of Shelby Williams are not included in the
reported results for the first quarter of 1999.
RESULTS OF OPERATIONS
General
The following table sets forth, for the periods presented, certain
information relating to the continuing operations of the Company, expressed
as a percentage of net sales:
<TABLE>
<CAPTION>
Thirteen Weeks Ended
---------------------------
January 29, January 30,
2000 1999
----------- -----------
<S> <C> <C>
Net sales 100.0% 100.0%
Cost of sales 71.6 71.4
Gross margin 28.4 28.6
Selling, general and administrative expenses 17.7 19.1
Operating profit 10.7 9.5
Interest expense, net 5.8 0.8
Minority interest in consolidated subsidiary 0.0 0.0
Earnings before income taxes 4.9 8.7
Income tax expense 2.1 3.3
Net earnings 2.8 5.4
</TABLE>
Thirteen weeks ended January 29, 2000, compared to the thirteen weeks ended
January 30, 1999
Net earnings were $2.1 million in the first quarter of fiscal 2000,
and $1.9 million in 1999. Increased operating profit from revenue growth
was largely offset by increased interest charges related to indebtedness
incurred by the Company to finance the Shelby Williams acquisition, which
occurred in June 1999. Net earnings per share were $.24 in 2000, and $.21
in 1999, an increase of 14.3%. Weighted average shares outstanding
decreased to 8.7 million shares in the first quarter of 2000, from 9.0
million shares in the first quarter of 1999.
Net sales for the first quarter of 2000 were $75.1 million, an
increase of 117.0% over the 1999 first quarter net sales of $34.6 million.
This increase was primarily due to additional sales related to the Shelby
Williams acquisition.
13
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<PAGE>
Cost of sales was $53.8 million for the 2000 first quarter, an
increase of 117.7% from $24.7 million in the first quarter of 1999. The
overall increase is a result of the increased sales volume related to the
Shelby Williams acquisition. Gross margin increased to $21.3 million for
the first quarter of 2000, from $9.9 million in the same quarter of 1999.
Gross margin as a percentage of net sales remained relatively stable at
28.4% in 2000, compared to 28.6% in 1999.
Selling, general and administrative expenses were $13.3 million in
the first quarter of 2000, compared to $6.6 million in the first quarter of
1999. The increase is primarily attributable to the Shelby Williams
acquisition. Selling, general and administrative expenses as a percentage
of net sales were 17.7% for the first quarter of 2000, compared to 19.1%
for the first quarter of 1999. The decrease in the expense rate is
primarily due to the acquisition of Shelby Williams, which historically
operated with a lower selling, general and administrative expense structure
than that of the Company's.
The effective income tax rate for the first quarter of 2000 was 44.2%
compared to 38.0% for the first quarter of 1999. The higher rate includes
goodwill amortization associated with the acquisition of Shelby Williams.
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital at January 29, 2000, was $50.1 million
and its ratio of current assets to current liabilities was 2.1 to 1.0,
compared with $46.8 million and 1.8 to 1.0 at October 30, 1999.
The Company has a $50.0 million unsecured revolving line of credit
agreement with a group of financial institutions. The revolving line of
credit bears annual interest at the Company's option, at the Prime Rate,
Federal Funds Rate or LIBOR adjusted for a spread based on the Company's
leverage ratio. As of January 29, 2000, there was no outstanding balance
under the revolving line of credit.
The Company expects that it will meet its ongoing working capital and
capital requirements from a combination of existing cash, internally
generated funds and available borrowings under its revolving credit
facility. The Company's operating cash flows constitute its primary
internal source of liquidity.
Item 3. - Quantitative and Qualitative Disclosures About Market Risk
----------------------------------------------------------
Not-applicable.
PART II - OTHER INFORMATION
Item 1. - Legal Proceedings
-----------------
From time to time, the Company is subject to legal proceedings and
other claims arising in the ordinary course of its business. The Company
maintains insurance coverage against potential claims in an amount it
believes to be adequate. There are no material pending legal proceedings,
other than routine litigation incidental to the business, to which the
Company is a party or of which any of the Company's property is the
subject.
14
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<PAGE>
Item 2. - Changes in Securities
---------------------
None.
Item 3. - Defaults Upon Senior Securities
-------------------------------
None.
Item 4. - Submission of Matters to a Vote of Security Holders
---------------------------------------------------
None.
Item 5. - Other Information
-----------------
None.
Item 6. - Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
Exhibit 27 - Financial Data Schedule (filed in EDGAR
version only), filed herewith.
(b) Reports on Form 8-K
None.
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.
FALCON PRODUCTS, INC.
Date: March 13, 2000 /s/ Franklin A. Jacobs
----------------------
Franklin A. Jacobs
Chief Executive Officer
and Chairman of the Board
Date: March 13, 2000 /s/ Michael J. Dreller
----------------------
Michael J. Dreller
Vice President and
Chief Financial Officer
15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from SEC
Form 10-Q for the period ended January 29, 2000 and is qualified
in its entirety by reference to such statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-28-2000
<PERIOD-END> JAN-29-2000
<CASH> 937
<SECURITIES> 0
<RECEIVABLES> 38,833
<ALLOWANCES> 1,298
<INVENTORY> 51,134
<CURRENT-ASSETS> 96,083
<PP&E> 71,818
<DEPRECIATION> 23,029
<TOTAL-ASSETS> 282,456
<CURRENT-LIABILITIES> 45,941
<BONDS> 162,004
<COMMON> 198
0
0
<OTHER-SE> 71,367
<TOTAL-LIABILITY-AND-EQUITY> 282,456
<SALES> 75,073
<TOTAL-REVENUES> 75,073
<CGS> 53,762
<TOTAL-COSTS> 53,762
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,300
<INCOME-PRETAX> 3,702
<INCOME-TAX> 1,637
<INCOME-CONTINUING> 2,065
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,065
<EPS-BASIC> 0.24
<EPS-DILUTED> 0.24
</TABLE>
