UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 29, 2000
Commission file number 1-5452
ONEIDA LTD.
(Exact name of Registrant as specified in its charter)
NEW YORK 15-0405700
(State or other jurisdiction of I.R.S. Employer
incorporation or organization) Identification Number
ONEIDA, NEW YORK 13421
(Address of principal executive offices) (Zip code)
(315) 361-3636
(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 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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of June 9, 2000: 16,261,011.
<PAGE>
ONEIDA LTD.
FORM 10-Q
FOR THE THREE MONTHS ENDED April 29, 2000
INDEX
PART I FINANCIAL INFORMATION
Consolidated Statement of Operations
Consolidated Balance Sheet
Consolidated Statement of Changes in Stockholders' Equity
Consolidated Statement of Cash Flows
Notes to Consolidated Financial Statements
Management's Discussion and Analysis of Financial Condition and Results
of Operations
PART II OTHER INFORMATION
No other information required to be filed for this quarter.
Item 6 (b)
Two Form 8-k's were filed on May 26, 2000 and June 1, 2000 relating to
acquisitions.
SIGNATURES
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<TABLE>
ONEIDA LTD.
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE
THREE MONTHS ENDED
(Thousands except per APR 29, MAY 1,
share amounts) 2000 1999
<S> <C> <C>
NET SALES............................... $118,201 $118,039
COST OF SALES (Note 3).................. 72,446 74,123
------- -------
GROSS MARGIN............................ 45,755 43,916
OPERATING REVENUES...................... 262 318
------- -------
46,017 44,234
------- -------
OPERATING EXPENSES:
Selling, distribution and
administrative charges............... 31,249 33,584
Restructuring and unusual
charges (NOTE 3)..................... 32,800
------- -------
Total............................... 31,249 66,384
------- -------
INCOME (LOSS) FROM OPERATIONS........... 14,768 (22,150)
OTHER EXPENSE........................... 20 52
INTEREST EXPENSE........................ 2,858 2,650
------- -------
INCOME (LOSS) BEFORE INCOME TAXES....... 11,890 (24,852)
PROVISION (CREDIT) FOR INCOME TAXES..... 4,423 (6,421)
------- -------
NET INCOME (LOSS)....................... $7,467 ($18,431)
====== =======
EARNINGS PER SHARE OF COMMON STOCK:
Net income (loss):
Basic............................... $.45 $(1.11)
Diluted............................. .45 (1.11)
SHARES USED IN PER SHARE DATA:
Basic............................... 16,357 16,560
Diluted............................. 16,472 16,686
CASH DIVIDENDS DECLARED................. $.10 $.10
<FN>
See notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
ONEIDA LTD.
CONSOLIDATED BALANCE SHEET
APRIL 29, 2000 AND JANUARY 29, 2000
(Dollars in Thousands)
APR 29 JAN 29,
2000 2000
------- -------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash............................................... $3,213 $3,899
Accounts receivable, net of allowance for doubtful.
accounts of $1,640 and $1,409..................... 90,735 82,587
Other accounts and notes receivable................ 2,511 1,799
Inventories:
Finished goods.................................... 169,009 158,260
Goods in process.................................. 10,488 10,885
Raw materials and supplies........................ 15,469 14,367
Other current assets............................... 12,768 9,946
------- -------
Total current assets............................ 304,194 281,743
------- -------
PROPERTY, PLANT AND EQUIPMENT-At cost:
Land and buildings................................. 67,837 67,034
Machinery and equipment............................ 168,500 165,391
------- -------
Total........................................... 236,337 232,425
Less accumulated depreciation...................... 129,030 126,148
------- -------
Property, plant and equipment-net............... 107,307 106,277
------- -------
OTHER ASSETS:
Intangible assets - net............................ 27,416 28,197
Deferred income taxes.............................. 23,042 23,042
Other assets....................................... 10,463 9,979
------- -------
TOTAL.......................................... $472,423 $449,238
======= =======
<FN>
See notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
ONEIDA LTD.
CONSOLIDATED BALANCE SHEET
APRIL 29, 2000 AND JANUARY 29, 2000
(Thousands)
APR 29, JAN 29,
2000 2000
------- -------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Short-term debt............................... $52,677 $31,652
Accounts payable.............................. 34,614 31,585
Accrued liabilities........................... 36,089 45,145
Accrued income taxes.......................... 17,998 10,529
Dividends payable............................. 1,662 1,685
Current installments of long-term debt........ 15,635 16,010
------- -------
Total current liabilities.................. 158,675 136,606
------- -------
LONG-TERM DEBT................................. 97,868 98,495
------- -------
OTHER LIABILITIES:
Accrued postretirement liability.............. 57,483 57,000
Accrued pension liability..................... 16,282 16,032
Other liabilities............................. 7,569 7,798
------- -------
Total...................................... 81,334 80,830
------- -------
STOCKHOLDERS' EQUITY:
Cumulative 6% preferred stock; $25 par
value; authorized 95,660 shares, issued
86,859 and 87,009 shares,
callable at $30 per share.................... 2,171 2,175
Common stock $1 par value; authorized
48,000,000 shares, issued 17,630,503
and 17,602,808 shares........................ 17,630 17,603
Additional paid-in capital.................... 82,315 81,887
Retained earnings............................. 70,446 64,630
Currency translation adjustment............... (11,705) (11,790)
Less cost of common stock held in
treasury; 1,340,839 and 1,068,949 shares..... (24,825) (19,712)
Less unallocated ESOP shares of common
stock of 68,877.............................. (1,486) (1,486)
------- -------
Stockholders' Equity........................ 134,546 133,307
-------- --------
TOTAL..................................... $472,423 $449,238
======== ========
<FN>
See notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
Consolidated Statement of Changes
in Stockholders' Equity
For the quarters ended April 29, 2000 and May 1, 1999
Add'l
Comp. Common Common Pref'd Paid-in Retained
Income Shares Stock Stock Capital Earnings
-------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance at Jan 29, 2000.. 17,603 $17,603 $2,175 $81,887 $64,630
Stock plan activity, net. 27 27 428
Purchase/retirement of
Treasury stock, net...... (4)
Cash dividends declared
($.10 per share)...... (1,651)
Net income............... $7,467 7,467
Other comprehensive
income ............... 85
------
Comprehensive income..... $7,552
======
---------------------------------------------
Balance April 29, 2000... 17,630 $17,630 $2,171 $82,315 $70,446
=============================================
</TABLE>
<TABLE>
Accumulated
Other Comp Treasury Unallocated
Income Stock ESOP
-------------------------------------------------------
<S> <C> <C> <C>
Balance at Jan 29, 2000.. ($11,790) ($19,712) $(1,486)
Stock plan activity, net.
Purchase/retirement of
Treasury stock, net...... (5,113)
Cash dividends declared
($.10 per share)......
Net income...............
Other comprehensive
income ............... 85
Comprehensive income.....
-------------------------------------------------------
Balance April 29, 2000... $(11,705) $(24,825) $(1,486)
=======================================================
<FN>
See notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
Consolidated Statement of Changes
in Stockholders' Equity
For the quarters ended April 29, 2000 and May 1, 1999
(Continued)
Add'l
Comp. Common Common Pref'd Paid-in Retained
Income Shares Stock Stock Capital Earnings
--------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance at Jan 30, 1999.. 17,423 $17,423 $2,185 $79,737 $65,870
Stock plan activity, net. 77 77 789
Purchase/retirement of
treasury stock, net..... (10) 4
Cash dividends declared
($.10 per share)...... (1,679)
Net loss................$(18,431) (18,431)
Other comprehensive loss. (36)
-------
Comprehensive loss......$(18,467)
ESOP activity, net......========
---------------------------------------------
Balance May 1, 1999..... 17,500 $17,500 $2,175 $80,530 $45,760
=============================================
</TABLE>
<TABLE>
Accumulated
Other Comp Treasury Unallocated
Income Stock ESOP
-------------------------------------------------------
<S> <C> <C> <C>
Balance at Jan 30, 1999.. $(11,079) $(13,888)
Stock plan activity, net.
Purchase/retirement of
Treasury stock, net...... (705)
Cash dividends declared
($.10 per share)......
Net income...............
Other comprehensive
income (loss)......... (36)
Comprehensive income(loss)
ESOP activity, net....... $(1,434)
-------------------------------------------------------
Balance May 1, 1999..... $(11,115) $(14,593) $(1,434)
=======================================================
</TABLE>
<PAGE>
<TABLE>
ONEIDA LTD.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED APRIL 29, 2000 AND MAY 1, 1999
(In Thousands)
FOR THE
THREE MONTHS ENDED
APR 29, MAY 1,
2000 1999
------- -------
<S> <C> <C>
CASH FLOW FROM OPERATING ACTIVITIES:
Net income (loss)............................... $ 7,467 $(18,431)
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation................................... 3,042 2,645
Impairment of assets........................... 15,000
Amortization of intangibles.................... 702 721
Deferred taxes and other non-cash
charges and credits......................... 779 1,609
Decrease (increase) in operating assets:
Receivables.................................... (8,860) (6,140)
Inventories.................................... (11,454) (11,298)
Other current assets........................... (2,822) (2,854)
Other assets................................. (484) (1,100)
Increase in accounts payable................... 3,029 894
Increase (decrease) in accrued liabilities..... (1,610) 9,734
------- -------
Net cash used in operating activities....... (10,211) (9,220)
------- -------
CASH FLOW FROM INVESTING ACTIVITIES:
Property, plant and equipment expenditures...... (5,052) (4,344)
Minority interest............................... (204) (1,424)
Proceeds from retirement of property, plant and equipment 980 736
Other, net...................................... 7 (1,482)
------- -------
Net cash used in investing activities....... (4,269) (6,514)
------- -------
CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock.......... 454 868
Purchase of treasury stock...................... (5,117) (715)
Purchase (allocation) of ESOP shares - net...... (1,434)
Increase in short-term debt - net.............. 21,025 21,245
Payment of long-term debt....................... (1,103) (222)
Proceeds from issuance of long-term debt........ 101 102
Dividends paid.................................. (1,651) (1,678)
------- -------
Net cash provided by financing activities... 13,709 18,166
------- -------
EFFECTS OF EXCHANGE RATE CHANGES ON CASH.......... 85 (36)
------- -------
NET INCREASE (DECREASE) IN CASH................... (686) 2,396
CASH AT BEGINNING OF YEAR......................... 3,899 1,913
------- -------
CASH AT END OF PERIOD............................. $3,213 $4,309
======= =======
SUPPLEMENTAL CASH FLOW DISCLOSURES:
Interest paid ................................... $2,494 $2,179
Income taxes paid................................ 1,598 1,083
<FN>
See notes to consolidated financial statements.
</TABLE>
<PAGE>
ONEIDA LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Thousands)
1. The statements for the three months ended April 29, 2000 and May 1, 1999 are
unaudited; in the opinion of the Company such unaudited statements include all
adjustments (which comprise only normal recurring accruals) necessary for a fair
presentation of the results of such periods. The results of operations for the
three months ended April 29, 2000 are not necessarily indicative of the results
of operations to be expected for the year ending January 27, 2001. The
consolidated financial statements and notes thereto should be read in
conjunction with the financial statements and notes for the years ended in
January 2000 and 1999 included in the Company's January 29, 2000 Annual Report
to the Securities and Exchange Commission on Form 10-K.
2. The provision for income taxes is based on pre-tax income for financial
statement purposes with an appropriate deferred tax provision to give effect to
changes in temporary differences between the financial statements and tax bases
of assets and liabilities. The temporary differences arise principally from
restructuring charges, postretirement benefits, depreciation and other employee
benefits.
3. In the quarter ended May 1, 1999, the Company recorded a $35,800 charge for
restructuring and other unusual items. This total includes $3,000 of inventory
writedowns (included in cost of sales) due to discontinuing certain product
lines, $11,000 of charges related to operations restructuring, $12,000 of long-
term asset impairments and $9,800 of other unusual charges.
Key components of the restructuring included the closure of the Company's
flatware manufacturing facility in Niagara Falls, Canada; consolidation of the
Company's international operations and further elimination of positions and
underperforming product lines. The majority of the $11,000 restructuring charge
made in the first quarter of 1999 related to early retirement benefits,
severance and associated employee benefit costs. Approximately $500 of
restructuring charges were paid out in the first quarter of 2000, completing the
payment of accrued charges.
The asset writedowns were related to goodwill associated with the purchase of a
subsidiary and the writedown of manufacturing fixed assets that will no longer
be utilized due to the closing of the Oneida Canada plant and the exiting of
certain product lines. The full $12,000 of non-cash charges were recorded
against the respective assets to reduce them to net realizable value in the
first quarter of 1999. The Company recorded a $3,000 non-cash inventory reserve
charge as a component of cost of sales during the first quarter to reduce
discontinued product lines to net realizable value. This reserve was fully
utilized in fiscal 1999.
In fiscal 1999, the Company has expensed $18,300 of unusual items; $9,800 of
which was expensed in the first quarter and $8,500 which was expensed in the
third quarter. These were costs related to an unsolicited takeover attempt,
litigation costs and costs incurred to overcome unique market barriers in the
foodservice glassware market. Approximately $300 of these unusual expense
payments were made in the first quarter of 2000. The remaining $2,500 of
unusual charges will be paid out in 2000.
<PAGE>
ONEIDA LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Thousands)
4. Basic and diluted earnings per share are presented for each period in which a
statement of operations is presented. Basic earnings per share is computed by
dividing income less preferred stock dividends by the weighted average shares
actually outstanding for the period. Diluted earnings per share includes
the potentially dilutive effect of shares issuable under the employee stock
purchase and incentive stock option plans.
The following is a reconciliation of basic earnings per share to diluted
earnings per share for the three months ended April 29, 2000 and May 1, 1999:
Net Preferred Adjusted Earnings
Income Stock Net Income Average Per
(Loss) Dividends (Loss) Shares Share
--------------------------------------------------------------------------------
[S] [C] [C] [C] [C] [C]
2000:
Basic earnings
per share.............. $7,467 $(33) $7,434 16,357 $.45
Effect of stock options. 115
Diluted earnings
per share.............. 7,467 (33) 7,434 16,472 .45
--------------------------------------------------------------------------------
1999:
Basic earnings
per share.............. (18,431) (33) (18,464) 16,560 (1.11)
Effect of stock options. 126
Diluted earnings
per share.............. (18,431) (33) (18,464) 16,686 (1.11)
--------------------------------------------------------------------------------
5. Included in the long-term debt caption on the balance sheet are various
senior notes. The note agreements relating thereto contain provisions which
restrict borrowings, business investments, acquisition of the Company's stock
and payment of cash dividends. At April 29, 2000, the maximum amount available
for payment of dividends was $15,235.
6. Subsequent Events
On May 23, 2000, the Company announced it had signed a definitive agreement to
purchase substantially all of the assets of Sakura, Inc. for approximately $40
million in cash. Sakura, Inc., a privately held company based in New York City,
is a leading marketer of consumer dinnerware.
On May 30, 2000, the Company announced that its subsidiary, Oneida U.K. Limited,
had signed a definitive agreement to purchase all of the stock of Viners of
Sheffield Limited, a privately held company, for approximately $25 million in
cash. London based Viners is a long established marketer of flatware and
cookware in the United Kingdom.
On May 31, 2000, the Company announced it had signed a definitive agreement to
acquire the stock of Delco International Ltd. Inc., including its wholly owned
subsidiary, Delco Tableware International, Inc. and its ABCO International
division, for approximately $76 million in cash. Delco International,
headquartered in Long Island, N.Y. is a leading marketer of tableware products
for the foodservice industry. All three of the above agreements are expected to
close in the Company's second quarter.
On June 2, 2000, the Company entered into a new three year $275 million bank
revolving credit agreement. This facility will be utilized to fund the above
described acquisitions as well as to refinance the majority of the Company's
outstanding credit facilities and term loans. This debt carries a floating
interest rate indexed to LIBOR. Interest is payable either at the earlier of
quarterly or note maturity.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Quarter ended April 29, 2000 compared with
the quarter ended May 1, 1999
(In Thousands)
Operations
Net Sales by Product Line:
2000 1999 % Change
------- ------- -----
[S] [C] [C] [C]
Metal Products............... $79,300 $80,500 (1.5)%
Dinnerware Products.......... 29,000 24,300 19.3%
Glass products............... 8,200 7,200 13.9%
Other Products............... 1,701 6,039 (71.8)%
-------- -------- -----
Total...................... $118,201 $118,039 .1%
======== ======== =====
Consolidated net sales for the quarter ended April 29, 2000 increased $162 over
the same period a year ago, however, the prior year sales figure included $4,700
of sales of a discontinued product line. Sales of ongoing operations actually
increased 4.3% over the first quarter of 1999. Sales increases over 1999 first
quarter levels were achieved in both the consumer and foodservice markets.
Sales of metal tableware were flat this quarter while growth in dinnerware sales
included both manufactured and imported products. Glass sales to both consumer
and foodservice customers increased this year over 1999 levels. Prior year
sales of other products included the above referenced discontinued product line.
Gross margin, as a percentage of net sales, was 38.7% in the first quarter of
2000 as compared to 37.2% for the same period of 1999. 1999 cost of sales
included a $3,000 restructuring charge related to the disposal of inventory of
discontinued product lines. The decrease in ongoing gross margin this quarter
is related to product mix.
Total recurring operating expenses decreased by $2,335, or 7.0% from the same
quarter last year. As a percentage of sales, these expenses were 26.4% in the
current quarter versus 28.5% in the same period of 1999. This decrease reflects
the ongoing benefit of the Company's 1999 restructuring program. Included in
the 1999 operating expenses were restructuring and unusual charges totalling
$32,800. See Note 3 to Notes to the Financial Statements for a discussion of
these prior year costs.
Interest expense, prior to capitalized interest, was $3,073 for the quarter
ended April 29, 2000, an increase of $200 from the first quarter of 1999. This
increase is due to higher average interest rates incurred in the first quarter
of 2000.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Quarter April 29, 2000 compared with
the Quarter ended May 1, 1999
(In Thousands)
Liquidity & Financial Resources
During the three months of this year, the Company spent approximately $5,000 on
capital projects focused primarily on its distribution and manufacturing
facilities. The Company completed construction on a new 206,000 square foot
warehouse at its main facility in Sherrill, NY. This project cost approximately
$10,000. By consolidating Northeast distribution in this one facility, the
Company expects to both lower costs and provide stronger customer service.
Year to date, $5,100 was spent on purchasing common either as treasury stock.
Management believes there is sufficient liquidity to support the Company's
ongoing funding requirements from future operations as well as the availability
of bank lines of credit. At April 29, 2000, the Company had unused short-term
credit lines equal to $42,000. Working capital as of April 29, 2000 totaled
$145,519.
Subsequent Events
On May 23, 2000, the Company announced it had signed a definitive agreement to
purchase substantially all of the assets of Sakura, Inc. for approximately $40
million in cash. Sakura, Inc., a privately held company based in New York City,
is a leading marketer of consumer dinnerware.
On May 30, 2000, the Company announced that its subsidiary, Oneida U.K. Limited,
had signed a definitive agreement to purchase all of the stock of Viners of
Sheffield Limited, a privately held company, for approximately $25 million in
cash. London based Viners is a long established marketer of flatware and
cookware in the United Kingdom.
On May 31, 2000, the Company announce that it signed a definitive agreement to
acquire the stock of Delco International Ltd. Inc., including its wholly owned
subsidiary, Delco Tableware International, Inc. and its ABCO International
division, for approximately $76 million in cash. Delco International,
headquartered in Long Island, N.Y. is a leading marketer of tableware products
for the foodservice industry. All three of the above agreements are expected to
close in the Company's second quarter.
On June 2, 2000, the Company entered into a new three year $275 million bank
revolving credit agreement. This facility will be utilized to fund the above
described acquisitions as well as to refinance the majority of the Company's
outstanding credit facilities and term loans. This debt carries a floating
interest rate indexed to LIBOR. Interest is payable either at the earlier of
quarterly or note maturity.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Quarter ended April 29, 2000 compared with
the Quarter ended May 1, 1999
(In Thousands)
Year 2000 Compliance
Year 2000 issues relate to the ability of computer systems to distinguish data
which contains dates beyond December 31, 1999. The Company created and
implemented a comprehensive Year 2000 compliance plan.
As part of its compliance plan, the Company reviewed all of its software and
information processing systems and identified date sensitive functions. Those
systems were then tested and , if necessary, brought into compliance prior to
January 1, 2000. The Company also contacted and worked with its major
customers, suppliers, service providers and business partners to ensure year
2000 readiness. Finally, the Company developed and maintains a year 2000
contingency plan.
Based upon the information available as of the date hereof, all of the Company's
critical systems successfully made the year 2000 transition and neither the
Company nor its major customers, suppliers, service providers or business
partners experience significant events attributable to year 2000 issues. The
Company continues to monitor year 2000 developments closely to insure a timely
response to any issues that may arise.
Since 1998, the Company incurred a total of $500 in costs directly related to
year 2000 compliance. The Company does not expect to incur any additional,
significant direct costs related to the year 2000 issue.
Contingencies-Legal Proceedings
On December 8, 1998, the Oneida Indian Nation of New York, the Oneida Tribe of
Indians of Wisconsin and the Oneida of Thames, as Plaintiffs, along with the
United States of America, as Intervenor, moved to amend their Complaint filed on
May 3, 1974 in the United States District Court for the Northern District
of New York against the counties of Oneida and Madison, New York. The amended
Complaint seeks to add the State of New York, New York State Thruway Authority,
Utica-Rome Motorsports, Inc., Niagara Mohawk Power Corporation and the Oneida
Valley National Bank, individually and as representatives of the class of
similarly situated private landowners in Madison and Oneida counties. The
Complaint alleges that during the nineteenth century the Oneidas' lands were
improperly transferred. The Oneidas seek title to the property as well as
monetary damages. The Corporation's headquarters and main manufacturing
and distribution facilities are located within this land claim area. The
Corporation filed a motion to intervene with the United States District Court
for the Northern District of New York on February 26, 1999. The Judge's
decision on whether private landowners will be added as Defendants is pending.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Quarter ended April 29, 2000 compared with
the Quarter ended May 1, 1999
(In Thousands)
Forward Looking Information
With the exception of historical data, the information contained in this Form
10-Q, as well as those other documents incorporated by reference herein, is
forward-looking. For the purposes of the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995, the Company cautions readers that
changes in certain factors could affect the Company's future results and could
cause the Company's future consolidated results to differ materially from those
expressed herein. Such factors include, but are not limited to: general
economic conditions in the Company's markets; difficulties or delays in the
development, production and marketing of new products; the impact of competitive
products and pricing; certain assumptions related to consumer purchasing
patterns; significant increases in interest rates or the level of the Company's
indebtedness; major slowdowns in the retail, travel or entertainment industries;
the loss of several of the Company's major customers; underutilization of the
Company's plants and factories; the amount and rate of growth of the Company's
selling, general and administrative expenses.
<PAGE>
ONEIDA LTD
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 10-Q
April 29, 2000
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.
ONEIDA LTD
(Registrant)
Date: June 12, 2000
Edward W. Thoma
Senior Vice President,
Finance
