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 February 25, 2000
-----------------
OR
[ ] Transition Report Pursuant To Section 13 or 15(d) of
The Securities Exchange Act of 1934
For the transition period from to
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Commission File Number 1-4365
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OXFORD INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
Georgia 58-0831862
- ------------------------------- ------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
222 Piedmont Avenue, N.E., Atlanta, Georgia 30308
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(Address of principal executive offices)
(Zip Code)
(404) 659-2424
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(Registrant's telephone number, including area code)
Not Applicable
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(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
----- -----
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Number of shares outstanding
Title of each class as of April 3, 2000
- --------------------------- ----------------------------
Common Stock, $1 par value 7,651,115
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
- -----------------------------
OXFORD INDUSTRIES, INC
CONSOLIDATED STATEMENT OF EARNINGS
NINE MONTHS AND QUARTER ENDED FEBRUARY 25, 2000 AND FEBRUARY 26, 1999
(UNAUDITED)
Nine Months Ended Quarter Ended
------------------------- ------------------------
$ in thousands except February 25, February 26, February 25, February 26,
per share amounts 2000 1999 2000 1999
------------ ----------- ------------ -----------
Net Sales $593,148 $637,154 $187,466 $206,027
Costs and Expenses:
Cost of goods sold 486,565 513,471 152,504 166,051
Selling, general and
administrative 77,855 86,843 26,755 28,329
Interest 2,643 3,505 823 1,274
------- ------- ------- -------
Total Costs and Expenses 567,063 603,819 180,082 195,654
------- ------- ------- -------
Earnings Before Income Taxes 26,085 33,335 7,384 10,373
Income Taxes 9,912 13,000 2,806 4,045
------- ------- ------- -------
Net Earnings $ 16,173 $20,335 $ 4,578 $ 6,328
======== ======= ======= =======
Basic Earnings Per
Common Share $2.09 $2.40 $0.60 $0.77
======= ======= ======= =======
Diluted Earnings Per
Common Share $2.08 $2.37 $0.60 $0.76
======= ======= ======= ======
Basic Number of Shares
Outstanding 7,741,770 8,480,577 7,651,115 8,259,390
========= ========= ========= =========
Diluted Number of Shares
Outstanding 7,785,557 8,597,626 7,662,566 8,342,747
========= ========= ========= =========
Dividends Per Share $0.63 $0.61 $0.21 $0.21
========= ========= ========= =========
See notes to consolidated financial statements.
OXFORD INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
FEBRUARY 25, 2000, MAY 28, 1999 AND FEBRUARY 26, 1999
(UNAUDITED EXCEPT FOR MAY 28, 1999)
$ in thousands February 25, May 28, February 26,
- -------------- 2000 1999 1999
----------- ------- -----------
Assets
- ------
Current Assets:
Cash $ 12,939 $ 11,077 $ 5,073
Receivables 119,597 114,706 137,252
Inventories:
Finished goods 85,514 92,195 98,166
Work in process 22,776 24,579 24,519
Fabric, trim & supplies 25,458 30,154 25,740
-------- -------- --------
133,748 146,928 148,425
Prepaid expenses 13,056 13,791 15,330
-------- -------- --------
Total Current Assets 279,340 286,502 306,080
Property Plant and Equipment 37,644 37,347 37,471
Other Assets 12,519 11,473 11,771
-------- -------- --------
Total Assets $329,503 $335,322 $355,322
======== ======== ========
Liabilities and Stockholders' Equity
- ------------------------------------
Current Liabilities
Notes payable $32,500 $33,000 $66,000
Trade accounts payable 55,268 61,397 50,554
Accrued compensation 9,754 12,897 10,597
Other accrued expenses 24,234 22,429 22,872
Dividends payable 1,607 1,694 1,721
Current maturities of long-
term debt 191 351 342
-------- -------- --------
Total Current Liabilities 123,554 131,768 152,086
Long-Term Debt, less
current maturities 40,607 40,689 40,776
Noncurrent Liabilities 4,500 4,500 4,500
Deferred Income Taxes 2,190 4,014 3,889
Stockholders' Equity:
Common stock 7,651 7,932 8,089
Additional paid in capital 11,310 11,244 11,149
Retained earnings 139,691 135,175 134,833
-------- -------- --------
Total Stockholders' Equity 158,652 154,351 154,071
-------- -------- --------
Total Liabilities and
Stockholders' Equity $329,503 $335,322 $355,322
======== ======== ========
See notes to consolidated financial statements.
OXFORD INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED FEBRUARY 25, 2000 AND FEBRUARY 26, 1999
(UNAUDITED)
February 25, February 26,
2000 1999
Cash Flows From Operating Activities ---------------------------------
- ------------------------------------
Net earnings $ 16,173 $ 20,335
Adjustments to reconcile net earnings to
net cash provided by (used in) operating activities:
Depreciation and amortization 6,639 6,523
Gain on sale of property, plant
and equipment (137) (439)
Changes in working capital:
Receivables (4,891) (36,411)
Inventories 13,180 12,404
Prepaid expenses 735 (1,612)
Trade accounts payable (6,129) (6,771)
Accrued expenses and other current liabilities (1,338) (946)
Deferred income taxes (1,824) (182)
Other noncurrent assets (770) 46
Net cash provided by (used in) ----------- ---------
operating activities 21,638 (7,053)
Cash Flows From Investing Activities
- ------------------------------------
Acquisitions (2,634) (21,712)
Purchase of property, plant and equipment (4,657) (4,704)
Proceeds from sale of property, plant and
and equipment 217 809
-------- ----------
Net cash used in investing activities (7,074) (25,607)
Cash Flows From Financing Activities
- ------------------------------------
Short-term borrowings (500) 54,500
Payments on long-term debt (242) (759)
Proceeds from exercise of stock options 314 512
Purchase and retirement of common stock (7,348) (21,439)
Dividends on common stock (4,926) (5,150)
Net cash (used in) provided by ------- -------
financing activities (12,702) 27,664
Net change in Cash and Cash Equivalents 1,862 (4,996)
Cash and Cash Equivalents at Beginning of Period 11,077 10,069
-------- --------
Cash and Cash Equivalents at End of Period $ 12,939 $ 5,073
======== ========
Supplemental Disclosure of Cash Flow Information
- ------------------------------------------------
Cash paid for:
Interest $ 2,447 $ 3,417
Income taxes 9,905 13,736
See notes to consolidated financial statements.
OXFORD INDUSTRIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
QUARTERS ENDED FEBRUARY 25, 2000 AND FEBRUARY 26, 1999
1. The foregoing unaudited consolidated financial statements
reflect all adjustments which are, in the opinion of management,
necessary to a fair statement of the results for the interim
periods. All such adjustments are of a normal recurring nature.
The results for interim periods are not necessarily indicative
of results to be expected for the year.
2. The financial information presented herein should be read in
conjunction with the consolidated financial statements included
in the Registrant's Annual Report on Form 10-K for the fiscal
year ended May 28, 1999.
3. The Company is involved in certain legal matters primarily
arising in the normal course of business. In the opinion of
management, the Company's liability under any of these matters would
not materially affect its financial condition or results of
operations.
4. Oxford Industries, Inc adopted SFAS No. 131, "Disclosures
about Segments of an Enterprise and Related Information", which
requires certain financial statement footnote disclosure as to the
Company's business segments, which are the Oxford Shirt Group, Lanier
Clothes, Oxford Slacks, the Oxford Womenswear Group and corporate and
other.
The Shirt Group operations encompass dress and sport shirts, and a
broad range of men's and boy's sportswear. Lanier Clothes produces
suits, sportcoats, suit separates and dress slacks. Oxford Slacks
is a producer of private label dress and casual slacks and shorts.
The Oxford Womenswear Group is a producer of budget and moderate
priced private label women's apparel. Corporate and other includes
the Company's corporate offices, transportation and logistics and
other costs and services that are not allocated to operating
groups.
Oxford Industries, Inc
Segment Information
(unaudited)
$ in thousands Nine Months Ended Three Months Ended
February 25, February 26, February 25, February 26,
2000 1999 2000 1999
Sales
Oxford Shirt Group $172,869 $246,832 $46,612 $69,871
Lanier Clothes 128,880 129,521 40,670 39,127
Oxford Slacks 71,542 74,900 22,042 23,868
Oxford Womenswear Group 219,679 184,217 78,082 72,586
Corporate and other 178 1,684 60 575
--------- --------- -------- --------
Total 593,148 637,154 187,466 206,027
Depreciation and amortization
Oxford Shirt Group 1,833 2,285 653 743
Lanier Clothes 1,367 1,438 486 451
Oxford Slacks 827 816 277 259
Oxford Womenswear Group 1,891 1,181 673 537
Corporate and other 721 803 255 253
--------- ------- ------ -------
Total 6,639 6,523 2,344 2,243
Oxford Industries, Inc
Segment Information
(unaudited)
$ in thousands Nine Months Ended Three Months Ended
February 25, February 26, February 25, February 26,
2000 1999 2000 1999
Operating profit
Oxford Shirt Group 8,876 20,433 (683) 3,668
Lanier Clothes 8,899 7,131 2,269 1,776
Oxford Slacks 3,653 5,169 759 1,525
Oxford Womenswear Group 12,703 6,822 6,159 3,889
Corporate and other (5,403) (2,715) (297) 789
--------- ------- ------ -------
Total 28,728 36,840 8,207 11,647
Interest expense, net 2,643 3,505 823 1,274
Earnings before taxes 26,085 33,335 7,384 10,373
$ in thousands February 25, February 26,
2000 1999
ASSETS
Oxford Shirt Group $99,953 127,095
Lanier Clothes 90,905 102,250
Oxford Slacks 40,578 39,241
Oxford Womenswear Group 104,377 96,264
Corporate and other (6,310) (9,528)
------- --------
Total 329,503 355,322
Purchase of property, plant and equipment
Oxford Shirt Group 1,863 1,749
Lanier Clothes 547 1,984
Oxford Slacks 466 320
Oxford Womenswear Group 394 354
Corporate and other 1,387 297
----- ------
Total 4,657 4,704
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.
RESULTS OF OPERATIONS
The following table sets forth items in the Consolidated
Statements of Earnings as a percent of net sales and the percentage
change of those items as compared to the prior year. ($ in thousands;
Percentages are calculated based on actual data, but columns may not
add due to rounding.)
NINE MONTHS ENDED THREE MONTHS ENDED
FEBRUARY FEBRUARY
------------------------ ------------------------
% %
2000 1999 CHANGE 2000 1999 CHANGE
------------------------ -------------------------
NET SALES 593,148 637,154 -6.9% 187,466 206,027 -9.0%
Cost of Goods Sold 486,565 513,471 -5.2% 152,504 166,051 -8.2%
GROSS PROFIT 106,583 123,683 -13.8% 34,962 39,976 -12.5%
Selling, General &
Admin 77,855 86,843 -10.3% 26,755 28,329 -5.6%
OPERATING INCOME 28,728 36,840 -22.0% 8,207 11,647 -29.5%
Interest 2,643 3,505 -24.6% 823 1,274 -35.4%
EARNINGS BEFORE INCOME
TAXES 26,085 33,335 -21.7% 7,384 10,373 -28.8%
Income Taxes 9,912 13,000 -23.8% 2,806 4,045 -30.6%
NET EARNINGS 16,173 20,335 -20.5% 4,578 6,328 -27.7%
========================= ========================
AS A PERCENTAGE OF SALES:
NET SALES 100.0% 100.0% 100.0% 100.0%
Cost of Goods Sold 82.0% 80.6% 81.4% 80.6%
GROSS PROFIT 18.0% 19.4% 18.6% 19.4%
Selling, General & Admin 13.1% 13.6% 14.3% 13.8%
OPERATING INCOME 4.8% 5.8% 4.4% 5.7%
Interest 0.4% 0.6% 0.4% 0.6%
EARNINGS BEFORE INCOME
TAXES 4.4% 5.2% 3.9% 5.0%
Income Taxes 1.7% 2.0% 1.5% 2.0%
NET EARNINGS 2.7% 3.2% 2.4% 3.1%
================= ==================
Total Company
Net sales for the third quarter declined 9.0% from the same
quarter of the prior year. The absence of Polo for Boys was
responsible for more than all of the sales decline. Excluding Polo
for Boys, net sales increased 2.1% over the same quarter of the prior
year. Excluding Polo, third quarter unit sales increased 8.2% and the
average unit selling price declined 5.6% reflecting a continuing shift
in product mix. Total branded sales excluding Polo increased 21.1%.
Total private label sales were even with last year.
Gross profit declined to 18.6% of net sales in the third quarter
of the current year from 19.4% in the third quarter of the previous
year. The shift in sales mix had a negative impact on gross profit.
Under absorbed manufacturing cost due to product mix and production
fluctuations also negatively impacted gross profit.
Selling, general and administrative expenses decreased in
absolute terms. The decline was primarily attributable to the change
in sales mix.
Interest expense declined in both absolute terms and as a
percent of sales. Weighted average borrowings decreased in the
current year due to the acquisition of Next Day in the prior year and
increased repurchase of the Company's common stock in the prior year.
The Company's effective tax rate was 39.0% in the prior year
and 38.0% the current year and does not differ significantly from the
Company's statutory rate.
Segment Results
Effective with the Company's 1999 fiscal year, the Company adopted Statement
of Financial Accounting Standards No. 131 "Disclosures about Segments
of an Enterprise and Related Information", as disclosed in footnote 4.
All data with respect to the Company's specific segments included
within "Management Discussion and Analysis" is presented before
applicable intercompany eliminations. ($ in thousands; percentages
are calculated based on actual data, but columns may not add due to
rounding.)
NINE MONTHS ENDED THREE MONTHS ENDED
FEBRUARY FEBRUARY
---------------------- -----------------------
% %
NET SALES 2000 1999 CHANGE 2000 1999 CHANGE
---------------------- ------------------------
Oxford Shirt Group 172,869 246,832 -30.0 46,612 69,871 -33.3
Lanier Clothes 128,880 129,521 -0.5 40,670 39,127 3.9
Oxford Slacks 71,542 74,900 -4.5 22,042 23,868 -7.7
Oxford Womenswear Group 219,679 184,217 19.3 78,082 72,586 7.6
Corporate and Other 178 1,684 -89.4 60 575 -89.6
------------------------ ----------------------
Total Net Sales 593,148 637,154 -6.9 187,466 206,027 -9.0
======================== ======================
AS A PERCENTAGE OF TOTAL SALES:
Oxford Shirt Group 29.1% 38.7% 24.9% 33.9%
Lanier Clothes 21.7% 20.3% 21.7% 19.0%
Oxford Slacks 12.1% 11.8% 11.8% 11.6%
Oxford Womenswear Group 37.0% 28.9% 41.7% 35.2%
Corporate and Other 0.0% 0.3% 0.0% 0.3%
------ ------ ------ ------
Total Net Sales 100.0% 100.0% 100.0% 100.0%
====== ====== ====== ======
NINE MONTHS ENDED THREE MONTHS ENDED
FEBRUARY FEBRUARY
OPERATING INCOME 2000 1999 CHANGE 2000 1999 CHANGE
---------------------- ----------------------
Oxford Shirt Group 8,876 20,433 -56.6% (683) 3,668 -118.6%
Lanier Clothes 8,899 7,131 24.8% 2,269 1,776 27.8%
Oxford Slacks 3,653 5,169 -29.3% 759 1,525 -50.2%
Oxford Womenswear Group 12,703 6,822 86.2% 6,159 3,889 58.4%
Corporate and Other (5,403) (2,715) 99.0% (297) 789 -137.6%
---------------------- -----------------------
Total Operating Income 28,728 36,840 -22.0% 8,207 11,647 -29.5%
====================== =======================
AS A PERCENTAGE OF NET SALES:
Oxford Shirt Group 5.1% 8.3% -1.5% 5.2%
Lanier Clothes 6.9% 5.5% 5.6% 4.5%
Oxford Slacks 5.1% 6.9% 3.4% 6.4%
Oxford Womenswear Group 5.8% 3.7% 7.9% 5.4%
Corporate and Other nm -161.2% -495.0% 137.2%
-------------- ---------------
Total 4.8% 5.8% 4.4% 5.7%
============== ===============
Oxford Shirt Group
The Oxford Shirt Group reported a third quarter sales decline
of 33.3% to $46,612,000 from $69,871,000 last year. Unit sales
decreased 36.1% and average unit selling price increased 4.4%. The
absence of Polo for Boys was primarily responsible for the sales
decline. Oxford Shirtings, Tommy Hilfiger Dress Shirts and OxSport
had sales declines and Tommy Hilfiger Golf and Ely & Walker had sales
gains. Izod Club contributed nominally to sales for the quarter.
Operating profit declined from $3,668,000 last year to an operating
loss of $683,000 this year. The operating loss was attributable to
start-up costs for Izod Club, the absence of Polo for Boys,
manufacturing losses in Company-owned facilities and higher than
expected markdowns in the Tommy Hilfiger divisions.
Lanier Clothes
Lanier Clothes reported a third quarter sales increase of
3.9% to $40,670,000 from $39,127,000 last year. Growth in lower
priced product categories, particularly dress slacks, resulted in a
17.9% increase in unit sales and an 11.8% decrease in average unit
selling price. Sales gains in Geoffrey Beene and Nautica offset sales
declines in National Accounts, Specialty Catalog/Retail and Oscar de
la Renta. Lanier benefited from higher gross margins due to a more
favorable product mix and lower inventory variances. Operating profit
increased 27.8% to $2,269,000 from $1,776,000 last year.
Oxford Slacks
Oxford Slacks reported a third quarter sales decline of 7.7%
to $22,042,000 from $23,868,000 last year. Unit sales declined 8.5%
and the average selling price increased 0.9%. The Mature Men's and
Specialty Catalog divisions had sales increases and the Mass Merchant
and Young Men's divisions had sales declines. Operating profit
declined 50.2% to $759,000 from $1,525,000 last year due primarily to
lower gross margins.
Oxford Womenswear Group
The Oxford Womenswear Group reported third quarter sales of
$78,082,000 up 7.6% from last year's sales of $72,586,000. Unit sales
grew 12.3% and the average unit selling price declined 4.3%.
Sportswear Separates and Sportswear Collections reported sales
increases and Catalog and Special Markets and Next Day Apparel
reported sales declines. Operating profit increased 58.4% to
$6,159,000 from $3,889,000 last year. The operating margin improved to
7.9% from 5.4% in the prior period.
FUTURE OPERATING RESULTS
During the third quarter, the Company signed a licensing
agreement with Levi Strauss & Co. to market a Slates collection of
soft suitings, tailored components and sportcoats. The line will be
introduced for Spring 2001 delivery.
During the third quarter, the Company signed a licensing
agreement with Donna Karan International to market DKNY Kids in the
United States and Canada. The license includes girls 7-16, 4-6,
infants, toddler and layette, as well as boys 8-20, 4-7, infant,
toddler and layette. The Fall 2000 line will be shipped by the
Company.
The Company anticipates a strong fourth quarter and expects
no more than a mid single digit decline in sales and earnings per
share for the full year.
LIQUIDITY AND CAPITAL RESOURCES
Operating Activities
Operating activities generated $21,638,000 through nine
months in the current year and used $7,053,000 in the first nine
months of the prior year. The primary factors contributing to this
change were a smaller increase in receivables in the current year than
in the prior year offset by the decrease in net earnings.
Investing Activities
Investing activities used $7,074,000 in the first nine months
of the current year and used $25,607,000 in the comparable period of
the prior year. The primary difference was the acquisition of Next
Day Apparel in the prior year.
Financing Activities
Financing activities used $12,702,000 in the first nine
months of the current year and generated $27,664,000 in the same
period of the prior year. The primary factors contributing to this
change was the reduction in short borrowings in the current year as
compared to an increase in the prior year, offset by the reduced
purchase and retirement of the Company's common stock from the prior
year.
During the first nine months of the current year, the Company
purchased and retired 296,500 shares of the Company's common acquired
in the open market. No shares were purchased in the third quarter.
Working Capital
Working capital increased from $153,994,000 at the end of
the third quarter of the prior year to $154,734,000 at the end of the
1999 fiscal year and increased to $155,786,000 at the end of the third
quarter of the current year. The ratio of current assets to current
liabilities was 2.0 at the end of the third quarter of the prior year,
2.2 at the end of the 1999 fiscal year and 2.3 at the end of the third
quarter of the current year.
FUTURE LIQUIDITY AND CAPITAL RESOURCES
The Company believes it has the ability to generate cash
and/or has available borrowing capacity to meet its foreseeable needs.
The sources of funds primarily include funds provided by operations
and both short-term and long-term borrowings. The uses of funds
primarily include working capital requirements, capital expenditures,
acquisitions, stock repurchases, dividends and repayment of short-term
and long-term debt. The Company regularly utilizes committed bank
lines of credit and other uncommitted bank resources to meet working
capital requirements. On February 25, 2000 the Company had available
for its use lines of credit with several lenders aggregating
$52,000,000. The Company has agreed to pay commitment fees for these
available lines of credit. On February 25, 2000, $52,000,000 was in
use under these lines, of which $40,000,000 was long-term. In
addition, the Company has $216,500,000 in uncommitted lines of credit,
of which $128,500,000 is reserved exclusively for letters of credit.
The Company pays no commitment fees for these available lines of
credit. On February 25, 2000, $20,500,000 was in use under these
lines of credit. Maximum borrowings from all these sources during the
current year were $82,500,000 of which $40,000,000 was long-term. The
Company anticipates continued use and availability of both committed
and uncommitted resources as working capital needs may require.
The Company considers possible acquisitions of apparel-
related businesses that are compatible with its long-term strategies.
The Company's Board of Directors has authorized the Company to
purchase shares of the Company's common stock on the open market and
in negotiated trades as conditions and opportunities warrant. There
are no present plans to sell securities (other than through employee
stock option plans and other employee benefits) or enter into off-
balance sheet financing arrangements.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM
ACT OF 1995
Certain statements included herein contain forward-looking
statements with respect to anticipated future results, which are
subject to risks and uncertainties that could cause actual results to
differ materially from anticipated results. These risks and
uncertainties include, but are not limited to, general economic and
apparel business conditions, continued retailer and consumer
acceptance of Company products, and global manufacturing costs.
ADDITIONAL INFORMATION
For additional information concerning the Company's operations,
cash flows, liquidity and capital resources, this analysis should be
read in conjunction with the Consolidated Financial Statements and the
Notes to Consolidated Financial Statements contained in the Company's
Annual Report for the fiscal year ended May 28, 1999.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
- ------------------------------------------
(a) Exhibits.
---------
10(i) Note Agreement between the Company and Sun Trust of Georgia
Dated February 18, 2000 covering the Company's long term note due
August 18, 2001.
27 Financial Data Schedule.
(b) Reports on Form 8-K.
--------------------
The Registrant did not file any reports on Form 8-K during the
quarter ended February 25, 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.
OXFORD INDUSTRIES, INC.
-----------------------
(Registrant)
/s/Ben B. Blount, Jr.
--------------------------
Date: April 5, 2000 Ben B. Blount, Jr.
--------------- Chief Financial Officer
EXHIBIT 10(i)
SunTrust
Single Payment Note
(Nondisclosure)
Single Disbursement Note
Multiple Disbursement
Master Note
X Multiple Disbursement
Revolving Note
(For Explanation See
Reverse Side)
Date February 18, 2000
The "Bank' referred to in this Note is SunTrust Bank,
Atlanta, Center Code 904 One Park Place, N.E., Atlanta,
Georgia 30303.
549 days after date, the obligor
promises to pay to the order of Bank the principal sum
of $ 40,000,000.00. The obligor will also pay
interest upon the unpaid principal balance from date
until maturity at the Note Rate specified below.
Interest payments will
be due on DAILY OR END OF INTEREST PERIOD and upon
maturity. Should the obligor fail for any reason to pay
this note in full on the maturity date or on the date
of acceleration of payment, the obligor further promises
to pay (a) interest on the unpaid amount from such date
until the date of final payment at a Default Rate equal
to the Note Rate plus 4%, and (b) a late fee equal to
five percent (5%) of any amount that remains wholly or
partially unpaid for more than fifteen (15) days after
such amount was due and payable, not to exceed the sum
of fifty dollars ($50.00). Should legal action or an
attorney at law be utilized to collect any amount due
hereunder, the obligor further promises to pay all costs
of collection, including 15% of such unpaid amount as
attorneys' fees. All amounts due hereunder may be paid
at any office of Bank.
The Note Rate hereon shall be TO BE DETERMINED
----------------
If not stated above, the Note Rate in effect on the
date this note is executed is _______%
The amount of interest accruing and payable
hereunder shall be calculated by multiplying the
principal balance outstanding each day by 1/360th of
the Note Rate on such day and adding together the daily
interest amounts. The principal balance of this note
shall conclusively be deemed to be the unpaid principal
balance appearing on the Bank's records unless such
records are manifestly in error.
As security for the payment of this and any
other liability of any obligor to the holder, direct or
contingent, irrespective of the nature of such
liability or the time it arises, each obligor hereby
grants a security interest to the holder in all property
of such obligor in or coming into the possession,
control or custody of the holder, or in which the holder
has or hereafter acquires a lien, security interest, or
other right. Upon default, holder may, without notice,
immediately take possession of and then sell or
otherwise dispose of the collateral, signing any
necessary documents as obligor's attorney in fact, and
apply the proceeds against any liability of obligor to
holder. Upon demand, each obligor will furnish such
additional collateral, and execute any appropriate
documents related thereto, deemed necessary by the
holder for its security. Each obligor further authorizes
the holder, without notice, to set-off any deposit or
account and apply any indebtedness due or to become due
from the holder to the obligor in satisfaction of any
liability described in this paragraph, whether or not
matured. The holder may, without notice, transfer or
register any property constituting security for this
note into its or its nominee name with or without any
indication of its security interest therein.
This note shall immediately mature and become
due and payable, without notice or demand, upon the
filing of any petition or the commencement of any
proceeding by any Debtor for relief under bankruptcy or
insolvency laws, or any law relating to the relief of
debtors, readjustment of indebtedness, debtor
reorganization, or composition or extension of debt.
Furthermore, this note shall, at the option of the
holder, immediately mature and become due and payable,
without notice or demand, upon the happening of any one
or more of the following events: (1) nonpayment on the
due date of any amount due hereunder; (2) failure of
any Debtor to perform any other obligation to the
holder; (3) failure of any Debtor to pay when due any
amount owed another creditor under a written agreement
calling for the payment of money; (4) the death or
declaration of incompetence of any Debtor; (5) a
reasonable belief on the part of the holder that any
Debtor is unable to pay his obligations when due or is
otherwise insolvent; (6) the filing of any petition or
the commencement of any proceeding against any Debtor
for relief under bankruptcy or insolvency laws, or any
law relating to the relief of debtors, readjustment of
indebtedness, debtor reorganization, or composition or
extension of debt, which petition or proceeding is not
dismissed within 60 days of the date of filing thereof;
(7) the suspension of the transaction of the usual
business of any Debtor, or the dissolution, liquidation
or transfer to another party of a significant portion
of the assets of' any Debtor; (8) a reasonable belief on
the part of the holder that any Debtor has made a
false representation or warranty in connection with any
loan by or other transaction with any lender, lessor or
other creditor; (9) the issuance or filing of any levy,
attachment, garnishment, or lien against the property of
any Debtor which is not discharged within 15 days;
(10) the failure of any Debtor to satisfy immediately
any final judgment, penalty or fine imposed by a court
or administrative agency of any government; (11 )
failure of any Debtor, after demand, to furnish
financial information or to permit inspection of any
books or records; (12) any other act or circumstance
leading the holder to deem itself insecure.
The failure or forbearance of the holder to
exercise any right hereunder, or otherwise granted by
law or another agreement, shall not affect or release
the liability of any obligor, and shall not constitute a
waiver of such right unless so stated by the holder in
writing. The holder may enforce its rights against any
Debtor or any property securing this note without
enforcing its rights against any other Debtor, property,
or indebtedness due or to become due to any Debtor.
Each obligor agrees that the holder shall have no
responsibility for the collection or protection of any
property securing this note, and expressly consents
that the holder may from time to time, without notice,
extend the time for payment of this note, or any part
thereof, waive its rights with respect to any property
or indebtedness, and release any other Debtor from
liability, without releasing such obligor from any
liability to the holder. This note is governed By
Georgia law.
The term "obligor" means any party or other
person signing this note, whether as maker, endorser or
otherwise. The term "Prime Rate", if used herein,
shall mean that rate of interest designated by Bank from
time to time as its "Prime Rate" which rate is not
necessarily the Bank's best rate. Each obligor agrees
to be both jointly and severally liable hereon. The term
"holder" means Bank and any subsequent transferee or
endorsee hereof. The term "Debtor" means any obligor
or any guarantor of this note. The principal of this
note will be disbursed in accordance with the
disbursement provision identified above and further
described in the additional provisions set forth on the
reverse side hereof which are incorporated herein by
this reference.
PRESENTMENT AND NOTICE OF DISHONOR ARE HEREBY WAIVED BY
EACH OBLIGOR
ADDRESS
222 PIEDMONT AVENUE, N.E.
ATLANTA, GEORGIA 30308
NAME:/S/ JIM WOLD
OXFORD INDUSTRIES, INC.
NAME: David Penter
Director-Senior Relationship Manager
Credit To
August 18, 2001 904
Maturity Date Treasurer Check Number Center
Code
Account Number Renewal Increase Reduction /S/David Penter 91302
Officer Name Officer Number
WHITE: Bank Copy YELLOW: Customer Copy PINK: File
Copy
1984, 1987, SunTrust Banks of Georgia, Inc.
900362 (9/95)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from SEC Form 10Q
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-02-2000
<PERIOD-END> FEB-25-2000
<CASH> 12,939
<SECURITIES> 0
<RECEIVABLES> 122,812
<ALLOWANCES> 3,215
<INVENTORY> 133,748
<CURRENT-ASSETS> 279,340
<PP&E> 114,672
<DEPRECIATION> 77,028
<TOTAL-ASSETS> 329,503
<CURRENT-LIABILITIES> 123,554
<BONDS> 0
0
0
<COMMON> 7,651
<OTHER-SE> 151,001
<TOTAL-LIABILITY-AND-EQUITY> 329,503
<SALES> 593,148
<TOTAL-REVENUES> 593,148
<CGS> 486,565
<TOTAL-COSTS> 486,565
<OTHER-EXPENSES> 77,855
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,643
<INCOME-PRETAX> 26,085
<INCOME-TAX> 9,912
<INCOME-CONTINUING> 9,912
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9,912
<EPS-BASIC> 2.09
<EPS-DILUTED> 2.08
</TABLE>
EXHIBIT 99
INDEX OF EXHIBITS
INCLUDED HERIN, FORM 10-Q
FEBRUARY 25, 2000
SEQUENTIAL
EXHIBIT PAGE
NUMBER DESCRIPTION NUMBER
- -----------------------------------------------------------------
10(i) Note Agreement between the Company and Suntrust
of Georgia dated February 18, 2000 covering the
Company's long term note due August 18, 2001 14-16
27 Financial Data Schedule 17
