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FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarter Ended June 28, 1997 Commission File No. 0-11577
LADD FURNITURE, INC.
- ---------------------------------------------------------------------
(Exact name of registrant as specified in charter)
North Carolina 56-1311320
- --------------------- ---------------------
(State or other juris- (I.R.S. Employer
diction of incorpora- Identification No.)
tion or organization)
One Plaza Center, Box HP-3, High Point, North Carolina 27261-1500
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(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code: (910) 889-0333
---------------------
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 August 8, 1997 there were 7,758,903 shares of Common Stock ($.30 par
value) of the registrant outstanding.
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<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
LADD FURNITURE, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
For the thirteen weeks and twenty-six weeks ended June 29, 1996 and
June 28, 1997
(Amounts in thousands, except per share data)
(Unaudited)
<TABLE>
<CAPTION>
13 Weeks Ended 26 Weeks Ended
------------------------------ ------------------------------
June 29, June 28, June 29, June 28,
1996 1997 1996 1997
--------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Net sales $ 123,483 125,572 258,743 248,940
Cost of sales 100,220 101,393 216,258 202,830
--------------- -------------- -------------- --------------
Gross profit 23,263 24,179 42,485 46,110
Selling, general and
administrative expenses 19,110 18,561 40,898 36,113
Restructuring expense (279) 0 4,870 -
--------------- -------------- -------------- --------------
Operating income (loss) 4,432 5,618 (3,283) 9,997
--------------- -------------- -------------- --------------
Other deductions:
Interest expense 3,058 2,719 5,718 5,724
Other, net 317 194 1,601 715
--------------- -------------- -------------- --------------
3,375 2,913 7,319 6,439
--------------- -------------- -------------- --------------
Earnings (loss) before income taxes 1,057 2,705 (10,602) 3,558
Income tax expense (benefit) (108) 1,055 (4,772) 1,388
--------------- -------------- -------------- --------------
Net earnings (loss) $ 1,165 1,650 (5,830) 2,170
=============== ============== ============== ==============
Net earnings (loss) per common share $ 0.15 0.21 (0.76) 0.28
Weighted average number of
common shares outstanding 7,723 7,737 7,724 7,728
</TABLE>
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<PAGE>
LADD FURNITURE, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
December 28, 1996 and June 28, 1997
(Amounts in thousands, except share data)
<TABLE>
<CAPTION>
ASSETS
December 28, June 28,
1996 * 1997
(Restated) (Unaudited)
------------------ ------------------
<S> <C> <C>
Current assets:
Cash $ 469 191
Trade accounts receivable, less allowances
for doubtful receivables, discounts,
returns and allowances of $3,005 and $2,646,
respectively 66,730 71,016
Inventories 85,920 97,091
Prepaid expenses and other current assets 5,768 7,536
------------------ ------------------
Total current assets 158,887 175,834
------------------ ------------------
Property, plant and equipment, net 74,729 67,648
Intangible and other assets, net 81,415 79,668
------------------ ------------------
$ 315,031 323,150
================== ==================
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current installments of long-term debt $ 5,093 6,633
Trade accounts payable 24,358 26,807
Accrued expenses and other current liabilities 30,696 30,030
------------------ ------------------
Total current liabilities 60,147 63,470
------------------ ------------------
Long-term debt, excluding current installments 125,859 121,231
Deferred and other liabilities 5,125 12,027
------------------ ------------------
Total liabilities 191,131 196,728
------------------ ------------------
Shareholders' equity:
Preferred stock of $100 par value. Authorized
500,000 shares; no shares issued - -
Common stock of $.30 par value. Authorized
50,000,000 shares; issued 7,719,567 shares
and 7,737,873 shares, respectively 2,316 2,321
Additional paid-in capital 49,736 49,995
Retained earnings 72,183 74,353
------------------ ------------------
124,235 126,669
Less unamortized value of restricted stock (335) (247)
------------------ ------------------
Total shareholders' equity 123,900 126,422
------------------ ------------------
$ 315,031 323,150
================== ==================
</TABLE>
* Derived from the Company's 1996 audited Consolidated Financial Statements.
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<PAGE>
LADD FURNITURE, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the twenty-six weeks ended June 29, 1996 and June 28, 1997
(Amounts in thousands)
(Unaudited)
<TABLE>
<CAPTION>
26 Weeks Ended
-----------------------------------
June 29, June 28,
1996 1997
---------------- ----------------
<S> <C> <C>
Cash flows from operating activities:
Net earnings (loss) $ (5,830) 2,170
Adjustments to reconcile net earnings (loss) to net
cash provided by operating activities:
Depreciation of property, plant and equipment 5,446 5,088
Amortization 2,358 2,107
Restructuring expense 4,870 -
Provision for losses on trade accounts receivable 2,951 154
Gain on sales of assets (42) (95)
Provision for deferred income taxes (2,585) 777
Increase (decrease) in deferred and other liabilities (2,918) 69
Change in assets and liabilities, net of effects from divestitures:
(Increase) decrease in trade accounts receivable 394 (4,440)
Increase in inventories (4,493) (11,171)
Decrease in prepaid expenses and other
current assets 1,444 1,593
Increase in trade accounts payable 3,277 2,449
Increase (decrease) in accrued expenses and other
current liabilities (2,131) 1,800
---------------- ----------------
Total adjustments 8,571 (1,669)
---------------- ----------------
Net cash provided by operating activities 2,741 501
---------------- ----------------
Cash flows from investing activities:
Additions to property, plant and equipment (5,610) (2,577)
Purchase leased manufacturing equipment (4,648) -
Proceeds from sales of property, plant and equipment 137 16
Proceeds from sale of business 5,284 -
(Additions to) reductions in intangible and other assets 212 (272)
---------------- ----------------
Net cash used in investing activities (4,625) (2,833)
---------------- ----------------
Cash flows from financing activities:
Proceeds from borrowings 41,818 8,501
Repayments of sales of trade accounts receivable (36,000) -
Proceeds from sale leaseback of assets - 5,141
Principal payments on borrowings (4,633) (11,589)
Other (133) 1
---------------- ----------------
Net cash provided by financing activites 1,052 2,054
---------------- ----------------
Effect of exchange rate changes on cash (10) -
---------------- ----------------
Net decrease in cash (842) (278)
Cash at beginning of period 1,272 469
---------------- ----------------
Cash at end of period $ 430 191
================ ================
Supplemental disclosures of cash flow information:
Cash paid during the period for interest $ 6,345 5,888
Cash paid (net of refunds received) for income taxes 16 (2,945)
================ ================
</TABLE>
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<PAGE>
LADD FURNITURE, INC. AND SUBSIDIARIES
Consolidated Statements of Shareholders' Equity
(Amounts in thousands, except share data)
<TABLE>
<CAPTION>
Unamortized
Number Additional value of Total
of shares Common paid-in Retained restricted shareholders'
issued stock capital earnings stock equity
---------------- -------- ------------- ------------- -------------- ------------------
<S> <C> <C> <C> <C> <C> <C>
BALANCE AT DECEMBER 30, 1995
(RESTATED) 7,726,993 $ 2,318 49,905 74,618 (855) 125,986
Purchase of restricted
stock (7,426) (2) (169) - 169 (2)
Amortization of employee
restricted stock awards - - - - 351 351
Net loss - - - (2,435) - (2,435)
---------------- -------- ------------- ------------- -------------- ------------------
BALANCE AT DECEMBER 28, 1996
(RESTATED) 7,719,567 2,316 49,736 72,183 (335) 123,900
Shares issued in connection
with incentive stock
option plan 100 - 1 - - 1
Shares issued in connection
with employee defined
contribution plan 18,206 5 258 - - 263
Amortization of employee
restricted stock awards - - - - 88 88
Net earnings - - - 2,170 - 2,170
---------------- -------- ------------- ------------- -------------- ------------------
BALANCE AT JUNE 28, 1997
(UNAUDITED) 7,737,873 $ 2,321 49,995 74,353 (247) 126,422
================ ======== ============= ============= ============== ==================
</TABLE>
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<PAGE>
Notes:
(1) Quarterly Financial Data
The quarterly consolidated financial data are unaudited but include, in
the opinion of management, all adjustments necessary for a fair
statement of the operating results for the interim periods indicated.
All such adjustments are of a normal recurring nature.
(2) Inventories
A summary of inventories follows (in thousands):
<TABLE>
<CAPTION>
December 28,
1996 June 28,
(Restated) 1997
Inventories on the FIFO cost method:
<S> <C> <C>
Finished goods $ 45,459 55,140
Work in process 14,093 14,992
Raw materials and supplies 35,613 35,938
------------ ------------
Total inventories on
the FIFO cost method 95,165 106,070
Less adjustments of certain inven-
tories to the LIFO cost method (9,245) (8,979)
------------ ------------
$ 85,920 97,091
============ ============
</TABLE>
During the second quarter of fiscal 1997, the Company changed its method of
accounting for inventory from the last-in, first-out (LIFO) method to the
first-in, first-out (FIFO) method for one of its upholstery operations in order
to align all companies in the upholstery group under the same inventory
valuation method. Management believes that the FIFO method provides a better
current period matching of revenue and expense due to historically low inflation
and quick inventory turns in its upholstery operations. The Company has also
notified the Internal Revenue Service of its intent to change to the FIFO method
of inventory valuation for income tax reporting purposes for the upholstery
company.
As required by generally accepted accounting principles, the Company has
retroactively adjusted prior years financial statements for this change. The
effect of the restatement was to increase retained earnings at December 28, 1996
by $824,000. The effect on the consolidated statements of operations was not
material for the periods presented.
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<PAGE>
(3) Sale/Leaseback - Monroe, NC Facility
Effective March 19, 1997, the Company sold its Monroe, NC upholstery
manufacturing facility to a private partnership for $5.3 million. At
the same time, the Company entered into a seven-year agreement to lease
the facility back, with options existing to renew the lease at the end
of its term for up to eight additional years. The net proceeds from the
sale of $5.1 million were utilized to reduce the Company's outstanding
long-term debt. A deferred gain totalling $580,000 is being amortized
into operations over the life of the lease.
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<PAGE>
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations
The following table sets forth the percentage relationship of net sales
to certain items included in the Consolidated Statements of Operations:
<TABLE>
<CAPTION>
13 Weeks Ended 26 Weeks Ended
June 29, June 28, June 29, June 28,
1996 1997 1996 1997
-------- -------- ------- -------
<S> <C> <C> <C> <C>
Net sales 100.0% 100.0% 100.0% 100.0%
Cost of sales 81.2 80.7 83.6 81.5
------ ------ ------ ------
Gross profit 18.8 19.3 16.4 18.5
Selling, general and
administrative expenses 15.4 14.8 15.8 14.5
Restructuring expense (0.2) - 1.9 -
------ ------ ------ ------
Operating income (loss) 3.6 4.5 (1.3) 4.0
------ ------ ------ ------
Other deductions
Interest expense 2.5 2.2 2.2 2.3
Other, net 0.2 0.1 0.6 0.3
------ ------ ------ ------
2.7 2.3 2.8 2.6
------ ------ ------ ------
Earnings (loss) before
income taxes 0.9 2.2 (4.1) 1.4
------ ------ ------ ------
Income tax expense (benefit) (0.1) 0.9 (1.8) 0.5
------ ------ ------ ------
Net earnings (loss) 1.0% 1.3% (2.3)% 0.9%
====== ====== ====== ======
</TABLE>
Statements included in Management's Discussion and Analysis of Financial
Condition and Results of Operations which are not historical in nature are
intended to be, and are hereby identified as, "forward-looking statements" for
purposes of the safe harbor provided by Section 21E of the Securities Exchange
Act of 1934, as amended. The Company cautions readers that these forward-looking
statements, including without limitation, those relating principally to
anticipated growth in sales, anticipated selling, general and administrative
expenses, projected capital spending levels, effective income tax rate, and
decreased interest expense are subject to certain risks and uncertainties that
could cause actual results to differ materially from those indicated in the
forward-looking statements, due to several important factors herein identified
and other risks and factors identified from time to time in the Company's
reports filed with the Securities and Exchange Commission.
Net sales for the first six months of 1997 decreased 3.8% as compared to
the first six months of 1996. The decrease was attributable to the inclusion in
1996, but not in 1997, of the net sales of Fournier Furniture and Daystrom
Furniture. Fournier Furniture was sold on February 26, 1996, and Daystrom
Furniture was closed on June 28, 1996. On a pro forma basis, assuming the
divestitures of these companies had
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<PAGE>
occurred at the beginning of fiscal 1996, 1997 first half net sales would have
increased from prior year levels by 2.2%. Net sales for the 1997 second quarter
increased 1.7% as compared to the 1996 second quarter. On a similar pro forma
basis, 1997 second quarter net sales would have increased from prior year levels
by 5.7%.
Of the $125.6 million and $248.9 million in net sales recorded,
respectively, during the 1997 second quarter and first six months, residential
casegoods totalled $67.6 million and $136.2 million, respectively, up 0.3% and
down 2.5% from the year earlier periods; residential upholstery totalled $29.1
million and $60.7 million, respectively, down 4.8% and 7.1%, respectively; and
contract sales totalled $28.8 million and $52.1 million, respectively, an
increase of 38.6% and 35.8%, respectively. The decrease in 1997 residential
casegoods and residential upholstery net sales compared to 1996 amounts was
primarily due to the Company's decision to cease doing business with a large
retailer with whom profit margins were not considered to be acceptable. The
growth in contract sales in both periods relates principally to continued hotel
expansion and refurbishment. The Company anticipates that this trend in contract
sales will extend into 1998 and believes that production capacity available at
the casegoods group's manufacturing facilities and from a recently announced
expansion of the contract group's upholstery operations will be sufficient to
accommodate this anticipated contract sales growth. During the 1997 second
quarter, total orders were approximately $8.8 million greater than gross
shipments, which increased the Company's backlog by 11.0% when compared to the
backlog at the end of 1997's first quarter.
Cost of sales as a percentage of net sales decreased to 80.7% for the
second quarter of 1997 and 81.5% for the year-to-date, from 81.2% and 83.6%,
respectively, in 1996. This decrease resulted in an increase in gross profit
margins to 19.3% for the second quarter and 18.5% for the year-to-date, from
18.8% and 16.4%, respectively, in 1996. Cost of sales for the prior year periods
included a $3.7 million non-cash credit to operations resulting from the
Company's decision in 1996 to curtail its retiree health care benefits. This
credit was partially offset during the 1996 second quarter by additional
reserves recorded for discontinued products and depressed margins relating to
the liquidation of Daystrom Furniture's inventory. The improved gross margins
for the second quarter and first six months of 1997 were largely a result of the
Company minimizing plant downtime. Additionally, the Company's 1997 results were
positively impacted by the above mentioned curtailment of retiree health care
benefits and the decision in December 1996 to terminate the Company's defined
benefit plans.
Selling, general and administrative (SG&A) expenses decreased to 14.8%
of net sales for the second quarter of 1997 from 15.4% for the same period in
1996, while first half SG&A expenses decreased to 14.5% from 15.8% in 1996. The
second quarter 1996 SG&A expense reflects benefits from cost savings actions
initiated by the Company during the first quarter of 1996. These actions
included a reduction in salaried employees, consolidation of certain
administrative functions, and
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<PAGE>
reductions in advertising. The 1997 second quarter SG&A expenses of 14.8% were
greater than 1997 first quarter expenses of 14.2% due principally to costs
associated with Spring furniture market product introductions. The Company
anticipates that its SG&A expenses will be in the range of 14.0% to 14.5% of net
sales for the remainder of 1997.
During the first six months of 1996, a net non-cash restructuring charge
of $4.9 million was recorded as a result of: (i) the Company's decision to
liquidate Daystrom Furniture; (ii) a shortfall in actual versus anticipated net
proceeds from selling Fournier Furniture; and (iii) additional severance expense
relating to the continued restructuring of the Company's remaining businesses.
Other deductions represented 2.3% of net sales for the second quarter
and 2.6% for the first six months of 1997, compared to 2.7% and 2.8%,
respectively, in 1996. The first six months of 1996 expense included a
write-off of approximately $700,000 in bank fees in anticipation of the
Company's July 1996 debt refinancing. Although the Company's effective
interest rate increased approximately 0.50% over the prior year period,
interest expense for the first half of 1997 was comparable to that in 1996 as
average outstanding borrowings decreased approximately $8.5 million during the
first half of 1997 as compared to the first half of 1996.
For the first six months of 1997, the Company's net income was $2.2
million, compared with a net loss of $5.8 million in the same period of 1996.
The Company's estimated annual effective income tax rate for the first half of
1996 was 45%, as compared to a 39% estimated annual rate for the first half of
1997. The difference in the tax rates for the respective periods results from
various permanent taxable income, deductions, or credit items that increase or
decrease the normal U.S. Federal tax rate of 34% when applied to the Company's
estimated annualized pre-tax income or loss during each interim period, or
actual annual pre-tax income or loss in the case of each fiscal year end.
Liquidity and Capital Resources
The Company's current ratio increased to 2.8 to 1 at June 28, 1997 from
2.6 to 1 at December 28, 1996, and net working capital increased to $112.4
million at June 28, 1997 from $98.7 million at December 28, 1996. The increase
in working capital was primarily attributed to an increase in inventories,
principally in the Company's casegoods and contract operating groups.
During the first half of 1997, the Company generated cash from operating
activities of $0.5 million, compared to $2.7 million in the 1996 period. The
cash generated during the first half of 1997 from net earnings plus depreciation
and amortization was offset by the increase in working capital.
During the first six months of 1997, capital spending totaled $2.6
million, down from $5.6 million during the same period in 1996. The
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<PAGE>
Company's total 1997 capital expenditures are expected to be below the current
annual depreciation rate of approximately $10.2 million.
At June 28, 1997, the Company had $125.4 of bank borrowings, comprised
of a $56.7 million secured term loan and a $68.7 million secured revolving
credit loan. Additionally, the Company had approximately $2.5 million
outstanding in other long-term indebtedness at June 28, 1997, primarily
fixed-rate industrial revenue bonds. The Company's total debt ratio (total debt
as a percentage of total debt plus shareholders' equity) was 50.3% at June 28,
1997 compared to 51.4% at December 28, 1996. The decrease was primarily due to a
reduction in total debt resulting from the sale and subsequent lease back of the
Company's Monroe, NC upholstery manufacturing facility. The net cash proceeds of
$5.1 million realized from this transaction were utilized to reduce the
Company's outstanding long-term borrowings. At June 28, 1997, $34.2 million was
available for future borrowings under the Company's revolving credit loan.
Management believes that unused credit lines available under the Company's
revolving credit loan and cash generated from operations will be adequate to
fund the Company's future operations and planned capital expenditures.
-11-
<PAGE>
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
The annual meeting of shareholders of the Company was held in
High Point, North Carolina on May 1, 1997. Of the 7,719,567
shares of common stock outstanding on the record date,
6,933,192 shares were present in person or by proxy. Those
shares were voted on the following matters as set forth below:
<TABLE>
<CAPTION>
<S> <C>
A. Election of Directors:
Richard R. Allen Fred L. Schuermann, Jr.
For: 6,889,864 For: 6,913,250
Abstentions: 43,328 Abstentions: 19,942
Broker Non-Votes: 0 Broker Non-Votes: 0
Zenon S. Nie Don A. Hunziker
For: 6,912,150 For: 6,896,123
Abstentions: 21,042 Abstentions: 37,069
Broker Non-Votes: 0 Broker Non-Votes: 0
James H. Corrigan, Jr. Thomas F. Keller
For: 6,912,405 For: 6,910,139
Abstentions: 20,787 Abstentions: 23,053
Broker Non-Votes: 0 Broker Non-Votes: 0
O. William Fenn, Jr. L. Glenn Orr, Jr.
For: 6,902,572 For: 6,910,839
Abstentions: 30,620 Abstentions: 22,353
Broker Non-Votes: 0 Broker Non-Votes: 0
Charles R. Eitel
For: 6,912,484
Abstentions: 20,708
Broker Non-Votes: 0
</TABLE>
B. Proposal to approve the amendment to the Company's 1994
Incentive Stock Option Plan:
For: 4,901,974
Against: 110,177
Abstentions: 16,278
Broker Non-votes: 1,904,763
C. Proposal to ratify the election of KPMG Peat Marwick LLP
as independent auditors of the Company for 1997:
For: 6,919,317
Against: 10,047
Abstentions: 3,828
Broker Non-votes: 0
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<PAGE>
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
10.1 Preferability Letter of KPMG Peat Marwick LLP
dated August 8, 1997.
(b) Reports on Form 8-K
On April 17, 1997, the Company filed with the
Commission a Form 8-K dated March 21, 1997 which
reported under Item 5 (i) the Press Release dated
April 15, 1997 reporting the first quarter 1997
results of operations; and (ii) the sale of its
Monroe, NC upholstery manufacturing facility.
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
LADD Furniture, Inc.
Date: August 11, 1997 By: s/William S. Creekmuir
William S. Creekmuir
Executive Vice President
and Chief Financial Officer
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<PAGE>
LADD Furniture, Inc.
One Plaza Center, Box HP-3
High Point, North Carolina
August 8, 1997
Ladies and Gentlemen:
We have been furnished with a copy of Form 10-Q of LADD Furniture, Inc. and
subsidiaries for the three months ended June 28, 1997, and have read the
Company's statements contained in Note 2 to the condensed financial statements
included therein. As stated in Note 2, the Company changed its method of
accounting for inventory from the last-in, first-out (LIFO) method to the
first-in, first-out (FIFO) method for one of its upholstery operations in order
to align all companies in the upholstery group under the same inventory
valuation method and states that the newly adopted accounting principle is
preferable in the circumstances because the FIFO method provides a better
current period matching of revenue and expense due to historically low inflation
and quick inventory turns in its upholstery operations. In accordance with your
request, we have reviewed and discussed with Company officials the circumstances
and business judgment and planning upon which the decision to make this change
in the method of accounting was based.
We have not audited any financial statements of LADD Furniture, Inc. and
subsidiaries as of any date or for any period subsequent to December 28, 1996,
nor have we audited the information set forth in the aforementioned Note 2 to
the condensed financial statements; accordingly, we do not express an opinion
concerning the factual information contained therein.
With regard to the aforementioned accounting change, authoritative criteria have
not been established for evaluating the preferability of one acceptable method
of accounting over another acceptable method. However, for purposes of LADD
Furniture Inc.'s compliance with the requirements of the Securities and Exchange
Commission, we are furnishing this letter.
Based on our review and discussion, with reliance on management's business
judgment and planning, we concur that the newly adopted method of accounting is
preferable in the Company's circumstances.
Very truly yours,
s/KPMG Peat Marwick LLP
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-27-1997
<PERIOD-END> JUN-28-1997
<CASH> 191
<SECURITIES> 0
<RECEIVABLES> 71,016
<ALLOWANCES> 2,646
<INVENTORY> 97,091
<CURRENT-ASSETS> 175,834
<PP&E> 67,648
<DEPRECIATION> 0
<TOTAL-ASSETS> 323,150
<CURRENT-LIABILITIES> 63,470
<BONDS> 121,231
0
0
<COMMON> 2,321
<OTHER-SE> 124,101
<TOTAL-LIABILITY-AND-EQUITY> 323,150
<SALES> 248,940
<TOTAL-REVENUES> 248,940
<CGS> 202,830
<TOTAL-COSTS> 202,830
<OTHER-EXPENSES> 42,552
<LOSS-PROVISION> 154
<INTEREST-EXPENSE> 5,724
<INCOME-PRETAX> 3,558
<INCOME-TAX> 1,388
<INCOME-CONTINUING> 2,170
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,170
<EPS-PRIMARY> 0.28
<EPS-DILUTED> 0.28
</TABLE>