<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 5(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the quarterly period ended MARCH 31, 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 1-9169
BERNARD CHAUS, INC.
(Exact Name of Registrant as Specified in its Charter)
New York 13-2807386
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. employer identification
incorporation or organization) number)
530 Seventh Avenue, New York, New York 10018
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (212) 354-1280
1410 Broadway, New York, New York 10018
- --------------------------------------------------------------------------------
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.
Date Class Shares Outstanding
---- ----- ------------------
04/14/00 Common Stock, $0.01 par value 27,215,907
- -------------- ----------------------------- ------------------
<PAGE>
INDEX
PART I FINANCIAL INFORMATION
- ------ ---------------------
Item 1. Condensed Consolidated Financial Statements (Unaudited) PAGE
Condensed Consolidated Balance Sheets as of
March 31, 2000, June 30, 1999 and
March 31, 1999 3
Condensed Consolidated Statements of Operations for the
Quarters and Nine Months ended March 31, 2000 and 1999 4
Condensed Consolidated Statements of Cash Flows
for the Nine Months ended March 31, 2000 and 1999 5
Notes to Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
PART II OTHER INFORMATION
- ------- -----------------
Item 6. Exhibits and Reports on Form 8-K 13
SIGNATURES 14
2
<PAGE>
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements
BERNARD CHAUS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except number of shares and per share amounts)
<TABLE>
<CAPTION>
March 31, June 30, March 31,
2000 1999 1999
------------------ ------------------ -----------------
(Unaudited) (*) (Unaudited)
<S> <C> <C> <C>
ASSETS
Current Assets
Cash and cash equivalents $ 129 $ 6,208 $ 74
Accounts receivable - net 50,558 26,756 41,661
Inventories 13,798 18,806 13,836
Prepaid expenses 880 684 558
--------- --------- ---------
Total current assets 65,365 52,454 56,129
Fixed assets - net 4,039 760 840
Other assets 334 270 266
--------- --------- ---------
Total assets $ 69,738 $ 53,484 $ 57,235
========= ========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Revolving credit borrowings $ 12,715 - 8,131
Accounts payable 15,396 17,499 15,315
Accrued expenses 5,503 4,625 4,683
Term loan - current 1,000 1,000 1,000
--------- --------- ---------
Total current liabilities 34,614 23,124 29,129
Term loan 11,750 12,500 12,750
--------- --------- ---------
Total liabilities 46,364 35,624 41,879
--------- --------- ---------
STOCKHOLDERS' EQUITY
Preferred stock, $.01 par value, -- -- --
Authorized shares - 1,000,000;
outstanding shares - none
Common stock, $.01 par value, 273 272 272
Authorized shares - 50,000,000;
issued shares - 27,278,177 at March 31,
2000 and 27,178,177 at June 30, 1999 and
March 31, 1999
Unearned compensation (107) -- --
Additional paid-in capital 125,473 125,224 125,224
Deficit (100,785) (106,156) (108,660)
Less: Treasury stock at cost -
62,270 shares at March 31, 2000, June
30, 1999 and March 31, 1999 (1,480) (1,480) (1,480)
--------- --------- ---------
Total stockholders' equity 23,374 17,860 15,356
--------- --------- ---------
Total liabilities and stockholders' equity $ 69,738 $ 53,484 $ 57,235
========= ========= =========
</TABLE>
*Derived from audited financial statements at June 30, 1999
See accompanying notes to condensed consolidated financial statements.
3
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except number of shares and per share amounts)
<TABLE>
<CAPTION>
For the Quarter Ended For the Nine Months Ended
March 31, March 31, March 31, March 31,
2000 1999 2000 1999
--------- --------- --------- ---------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
Net sales $ 51,600 $ 52,129 $ 148,294 $ 146,471
Cost of goods sold 40,879 37,694 114,204 108,541
---------- ---------- ---------- ----------
Gross profit 10,721 14,435 34,090 37,930
Selling, general and administrative expenses 9,747 9,431 26,925 27,536
---------- ---------- ---------- ----------
Income from operations 974 5,004 7,165 10,394
Interest expense, net 540 603 1,684 1,880
---------- ---------- ---------- ----------
Income before provision for income taxes 434 4,401 5,481 8,514
Provision for income taxes 9 89 110 173
---------- ---------- ---------- ----------
Net income $ 425 $ 4,312 $ 5,371 $ 8,341
========== ========== ========== ==========
Basic and diluted earnings per share $ 0.02 $ 0.16 $ 0.20 $ 0.31
========== ========== ========== ==========
Weighted average number of common shares
outstanding - basic 27,216,000 27,116,000 27,160,000 27,116,000
========== ========== ========== ==========
Weighted average number of common and
common equivalent shares outstanding - diluted 27,218,000 27,116,000 27,261,000 27,145,000
========== ========== ========== ==========
</TABLE>
See accompanying notes to condensed consolidated financial statements
4
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
<TABLE>
<CAPTION>
For the Nine Months Ended
-------------------------
March 31, March 31,
2000 1999
--------- ---------
(Unaudited)
OPERATING ACTIVITIES
<S> <C> <C>
Net income $ 5,371 $ 8,341
Adjustments to reconcile net income to net cash
used in operating activities:
Depreciation and amortization 302 1,174
Provision for losses on accounts receivable 191 20
Non-cash compensation expense 143 --
Non-cash interest expense 21 23
Changes in operating assets and liabilities:
Accounts receivable (23,993) (24,392)
Inventories 5,008 3,650
Prepaid expenses and other assets (290) (293)
Accounts payable (2,103) 2,310
Accrued expenses 878 191
-------- --------
Net Cash Used In Operating Activities (14,472) (8,976)
-------- --------
INVESTING ACTIVITIES
Purchases of fixed assets (3,572) (226)
Purchases of other assets -- (144)
-------- --------
Net Cash Used In Investing Activities (3,572) (370)
-------- --------
FINANCING ACTIVITIES
Net proceeds from short-term borrowings 12,715 8,131
Principal payments on term loan (750) (750)
-------- --------
Net Cash Provided By Financing Activities 11,965 7,381
-------- --------
Decrease in cash and cash equivalents (6,079) (1,965)
Cash and cash equivalents, beginning of period 6,208 2,039
-------- --------
Cash and cash equivalents, end of period $ 129 $ 74
======== ========
Cash Paid for:
Taxes $ 171 $ 325
======== ========
Interest $ 1,611 $ 1,711
======== ========
Supplemental schedule of non-cash financing activities:
Issuance of restricted stock $ 250 $ --
======== ========
</TABLE>
5
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Nine Months Ended March 31, 2000 and March 31, 1999
1. Summary of Significant Accounting Policies
Basis of Presentation: The accompanying unaudited condensed
consolidated financial statements have been prepared in accordance with
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included. All
significant intercompany balances and transactions were eliminated. Operating
results for the quarter and nine months ended March 31, 2000 are not necessarily
indicative of the results that may be expected for the year ending June 30, 2000
or any other period. The balance sheet at June 30, 1999 has been derived from
the audited financial statements at that date. For further information, refer to
the financial statements and footnotes thereto included in the Company's Annual
Report on Form 10-K for the year ended June 30, 1999.
Earnings Per Share: Basic earnings per share has been computed by
dividing the applicable net income by the weighted average number of common
shares outstanding. Diluted earnings per share has been computed by dividing the
applicable net income by the weighted average number of common shares
outstanding and common stock equivalents.
New Accounting Pronouncements: In June 1998, the FASB issued SFAS No.
133, Accounting for Derivative Instruments and Hedging Activities. The statement
establishes accounting and reporting standards requiring that derivative
instruments (including certain derivative instruments embedded in other
contracts) be recorded in the balance sheet as either an asset or liability
measured at fair value. The statement requires that changes in a derivative's
fair value be recognized currently in earnings unless specific hedge accounting
criteria are met. Special accounting for qualifying hedges allows a derivative's
gains and losses to offset related results on the hedged item in the income
statement and requires that a company formally document, designate and assess
the effectiveness of transactions that receive hedge accounting. In June 1999,
the FASB issued SFAS No. 137 which deferred the effective date of SFAS No. 133
to fiscal years beginning after June 15, 2000. The Company is currently
evaluating the effect of this statement on its accounting and reporting,
however, the Company does not presently use derivative instruments.
2. Inventories
Inventories (principally finished goods) are stated at the lower of
cost, using the first-in first-out (FIFO) method, or market. Included in
inventories is merchandise in transit of approximately $4.7 million at March 31,
2000, $10.6 million at June 30, 1999 and $7.0 million at March 31, 1999.
6
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
3. Financing Agreement
The Company and BNY Financial Corporation ("BNYF"), a wholly owned
subsidiary of General Motors Acceptance Corp. ("GMAC"), entered into a financing
agreement in July 1991, which was amended and restated on several occasions.
On October 10, 1997, the Company and BNYF entered into a new revolving
credit facility (the "Revolving Facility") and a new term loan facility (the
"Term Loan" and, together with the Revolving Facility, the "Financing
Agreement"). The Financing Agreement consisted of two facilities: (i) the
Revolving Facility which was a $66.0 million five-year revolving credit line
with a $20.0 million sublimit for letters of credit, and (ii) the Term Loan
which was a $15.0 million term loan facility. On June 3, 1998, the Company and
BNYF amended the Revolving Facility to provide for a $45.5 million five-year
revolving credit line with a $34.0 million sublimit for letters of credit and
amended the Term Loan to provide for a $14.5 million term loan facility. Each
facility matures on December 31, 2002. At March 31, 2000, the Company had
availability of approximately $13.6 million (inclusive of overadvance
availability) under the Financing Agreement. The Company had borrowings of $12.7
million at March 31, 2000 under the Revolving Facility.
Interest on the Revolving Facility accrues at 1/2 of 1% above the Prime
Rate (9.00% at March 31, 2000) and is payable on a monthly basis, in arrears.
Interest on the Term Loan accrues at an interest rate ranging from 1/2 of 1%
above the Prime Rate to 1 1/2% above the Prime Rate, which interest rate will be
determined, from time to time, based upon the Company's availability under the
Revolving Facility.
Amortization payments in the amount of $250,000 are payable quarterly
in arrears in connection with the Term Loan. Seven amortization payments have
been made resulting in a balance of $12.8 million at March 31, 2000. A balloon
payment in the amount of $10.25 million is due on December 31, 2002. In the
event of the earlier termination by the Company of the Financing Agreement, the
Company will be liable for termination fees initially equal to $2.8 million, and
declining to $2.2 million after October 8, 2000. The Company's obligations under
the Financing Agreement are secured by a first priority lien on substantially
all of the Company's assets, including the Company's accounts receivable,
inventory and trademarks.
The Financing Agreement contains financial covenants requiring, among
other things, the maintenance of minimum levels of tangible net worth, working
capital and minimum permitted profit (maximum permitted loss). The Financing
Agreement also contains certain restrictive covenants which, among other things,
limit the Company's ability to incur additional indebtedness or liens and to pay
dividends.
4. Stock Exchange Listing Requirements
The Company has received a notice from the New York Stock Exchange (the
"NYSE"), that based upon new continued listing requirements adopted by the NYSE,
the Company is currently below NYSE criteria in respect of the requirements that
total market capitalization be not less than $50 million and stockholders'
equity be not less than $50 million. As of March 31, 2000, the Company's
stockholders' equity was approximately $23.4 million and its total market
capitalization was approximately $45.9 million. The NYSE has requested that the
Company submit to the NYSE a business plan for attaining compliance with the new
continued listing standards
7
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
over the 18 month period ending September 30, 2001. The Company intends to
submit a plan which will call for attaining compliance through a combination of
earnings generated from operations and strategic transactions. If such plan is
accepted, the Company will be monitored by the NYSE on a quarterly basis for
compliance with the plan. There can be no assurance that the Company's plan will
be accepted or that, if accepted, the Company will remain in compliance with the
plan. If the plan is not accepted or the Company falls out of compliance with
the plan, the Company will be subject to delisting of its common stock from the
NYSE. In such event, the Company would consider listing its common stock on an
alternative exchange, if available, or trading its common stock in the over the
counter market.
8
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations
Net sales for the quarter ended March 31, 2000 decreased 1.0% or $0.5
million to $51.6 million as compared to $52.1 million for the quarter ended
March 31, 1999. The decrease in sales was primarily due to an increase in
customer discounts as a result of the highly promotional environment which has
continued since the holiday season, partially offset by a 7.2% increase in units
shipped.
Net sales for the nine months ended March 31, 2000 increased by 1.2% or
$1.8 million to $148.3 million as compared to $146.5 for the nine months ended
March 31, 1999. The increase was due primarily to an increase in sales of the
Company's Chaus product lines of $6.0 million (primarily in the first quarter),
partially offset by a decrease of $4.2 million in sales associated with the
Company's Nautica product line which was terminated in October 1998.
Gross profit for the quarter ended March 31, 2000 decreased $3.7
million as compared to the quarter ended March 31, 1999. As a percentage of net
sales, gross profit decreased to 20.8% for the quarter ended March 31, 2000 from
27.7% for the quarter ended March 31, 1999.
Gross profit for the nine months ended March 31, 2000 decreased $3.8
million as compared to the nine months ended March 31, 1999. As a percentage of
sales, gross profit decreased to 23.0% for the nine months ended March 31, 2000
from 25.9% for the nine months ended March 31, 1999. The decrease in gross
profit for the quarter and nine months ended March 31, 2000 is primarily the
result of increased customer discounts.
SG&A expenses increased by $0.3 million for the quarter ended March 31,
2000 as compared with the quarter ended March 31, 1999. Approximately $0.2
million of this increase was associated with the relocation of the Company's
corporate headquarters. As a percentage of net sales, SG&A expenses increased to
18.9% for the quarter ended March 31, 2000 as compared with 18.1% for the
corresponding quarter last year.
SG&A expenses decreased by $0.6 million for the nine months ended March
31, 2000 as compared with the nine months ended March 31, 1999. The decrease
resulted from the elimination of $2.5 million of expenses attributable to the
Nautica licensed product line which was terminated during the second quarter of
fiscal 1999, partially offset by an increase of $1.9 million in SG&A expenses
associated with the Company's Chaus product lines including expenses related to
the new marketing and advertising program. As a percentage of net sales, SG&A
expenses decreased to 18.2% for the nine months this year from 18.8% for the
nine months ended March 31, 1999.
In connection with the termination of the Company's former Chief
Executive, Andrew Grossman, the Company became obligated to pay up to $1.66
million over a period of 20 months in consideration of Mr. Grossman's agreement
not to compete for twelve months. Such amounts are charged to expense ratably
over the twelve-month non-competition period. In addition, the Company became
obligated to make bonus payments in an amount equal to 2.5% of net profits for
fiscal years 1999 and 2000, and the pro-rated portion of the fiscal year 2001
9
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
(i.e. 1/6 of such year). Such bonus payments are being expensed over the
respective fiscal years. The Company continued such payments until April 1999
when Mr. Grossman commenced employment with another company. The company is
currently involved in an arbitration proceeding with Mr. Grossman in connection
with a dispute as to the amount, if any, of the remaining payments due to Mr.
Grossman. The Company is seeking a determination in such proceedings that Mr.
Grossman is not entitled to any further payments by reason of his having taken a
position with another women's apparel company and that, even if payments are
due, they are subject to offset by an amount equal to his post-severance salary
and bonus.
Interest expense for the quarter and nine months ended March 31, 2000
decreased by $0.1 million and $0.2 million , respectively, from the comparable
periods last year due to decreases in bank borrowings offset by higher interest
rates.
Net income for the quarter ended March 31, 2000 decreased to $0.4
million from $4.3 million from the comparable period last year. Net income for
the nine months ended March 31, 2000 decreased to $5.4 million from $8.3 million
for the comparable period last year. Net income for the nine months ended March
31, 1999 includes a net loss of $2.9 million, or $0.11 per diluted share,
associated with the licensed Nautica business which was discontinued in the
second quarter of fiscal 1999.
Financial Position, Liquidity and Capital Resources
General
Net cash used in operating activities was approximately $14.5 million
for the nine months ended March 31, 2000 as compared to $9.0 million for the
nine months ended March 31, 1999. Cash used in operating activities in the nine
months ended March 31, 2000 resulted primarily from an increase in accounts
receivable ($24.0 million) and a decrease in accounts payable ($2.1 million)
offset by net income of $5.4 million and decreases in inventory ($5.0 million).
Cash used in investing activities in the nine months ended March 31, 2000 was
for capital expenditures of $3.6 million compared to $0.2 million in the
previous year. The Company anticipates additional capital expenditures of
approximately $1.5 million in fiscal 2000.
Financing Agreement
The Company and BNY Financial Corporation ("BNYF"), a wholly owned
subsidiary of General Motors Acceptance Corp. ("GMAC"), entered into a financing
agreement in July 1991, which was amended and restated on several occasions.
On October 10, 1997, the Company and BNYF entered into a new revolving
credit facility (the "Revolving Facility") and a new term loan facility (the
"Term Loan" and, together with the Revolving Facility, the "Financing
Agreement"). The Financing Agreement consisted of two facilities: (i) the
Revolving Facility which was a $66.0 million five-year revolving credit line
with a $20.0 million sublimit for letters of credit, and (ii) the Term Loan
which was a $15.0 million term loan facility. On June 3, 1998, the Company and
BNYF amended the Revolving Facility to provide for a $45.5 million five-year
revolving credit line with a $34.0 million sublimit for letters of
10
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
credit and amended the Term Loan to provide for a $14.5 million term loan
facility. Each facility matures on December 31, 2002. At March 31, 2000, the
Company had availability of approximately $13.6 million (inclusive of
overadvance availability) under the Financing Agreement. The Company had
borrowings of $12.7 million at March 31, 2000 under the Revolving Facility.
Interest on the Revolving Facility accrues at 1/2 of 1% above the Prime
Rate (9.0% at March 31, 2000) and is payable on a monthly basis, in arrears.
Interest on the Term Loan accrues at an interest rate ranging from 1/2 of 1%
above the Prime Rate to 1 1/2% above the Prime Rate, which interest rate will be
determined, from time to time, based upon the Company's availability under the
Revolving Facility.
Amortization payments in the amount of $250,000 are payable quarterly
in arrears in connection with the Term Loan. Seven amortization payments have
been made resulting in a balance of $12.8 million at March 31, 2000. A balloon
payment in the amount of $10.25 million is due on December 31, 2002. In the
event of the earlier termination by the Company of the Financing Agreement, the
Company will be liable for termination fees initially equal to $2.8 million, and
declining to $2.2 million after October 8, 2000. The Company's obligations under
the Financing Agreement are secured by a first priority lien on substantially
all of the Company's assets, including the Company's accounts receivable,
inventory and trademarks.
The Financing Agreement contains financial covenants requiring, among
other things, the maintenance of minimum levels of tangible net worth, working
capital and minimum permitted profit (maximum permitted loss). The Financing
Agreement also contains certain restrictive covenants which, among other things,
limit the Company's ability to incur additional indebtedness or liens and to pay
dividends.
License Agreement with Nautica
In September 1995, the Company entered into a license agreement (the
"Nautica License Agreement") with Nautica Apparel, Inc. ("Nautica"), a leading
name in men's apparel, pursuant to which the Company obtained an exclusive
license to design, contract for the manufacture of and market a new women's
apparel line under the Nautica brand name. Effective October 1998, the Company
and Nautica agreed to terminate the Nautica License Agreement.
New Accounting Pronouncements
In June 1998, the FASB issued SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities. The statement establishes accounting and
reporting standards requiring that derivative instruments (including certain
derivative instruments embedded in other contracts) be recorded in the balance
sheet as either an asset or liability measured at fair value. The statement
requires that changes in a derivative's fair value be recognized currently in
earnings unless specific hedge accounting criteria are met. Special accounting
for qualifying hedges allows a derivative's gains and losses to offset related
results on the hedged item in the income statement and requires that a company
formally document, designate and assess the effectiveness of transactions that
receive hedge accounting. In June 1999, the FASB issued SFAS No. 137 which
deferred the effective date of SFAS No. 133 to fiscal years beginning after June
15, 2000. The Company is currently evaluating the effect of this statement on
its accounting and reporting, however, the Company does not presently use
derivative instruments.
11
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
Year 2000 Compliance
Pursuant to the Company's Year 2000 Plan, the Company's information
technology ("IT") and non-IT systems have been upgraded and tested for Year 2000
compliance. As of April 14, 2000, there have been no business interruptions
related to the Year 2000 issue. The Company will continue to monitor its
systems. In some cases, the Company's computer systems are linked to its major
customers and it has virtually no computer interfaces with its vendors. Although
the Company has not experienced any Year 2000 related issues with its customers
and vendors, the Company will continue to monitor these relationships and
develop contingency plans, if needed, should any issues be identified.
Future Financing Requirements
At March 31, 2000, the Company had working capital of $30.8 million.
The Company's business plan requires the availability of sufficient cash flow
and borrowing capacity to finance its product lines. The Company expects to
satisfy such requirements through cash flow from operations and borrowings under
the Financing Agreement. The Company believes that it has adequate resources to
meet its needs for the foreseeable future.
The foregoing discussion contains forward-looking statements which are
based upon current expectations and involve a number of uncertainties, including
the Company's ability to maintain its borrowing capabilities under the Financing
Agreement or an alternative facility, retail market conditions and consumer
acceptance of the Company's products.
Other Matters
The Company has received a notice from the New York Stock Exchange (the
"NYSE"), that based upon new continued listing requirements adopted by the NYSE,
the Company is currently below NYSE criteria in respect of the requirements that
total market capitalization be not less than $50 million and stockholders'
equity be not less than $50 million. As of March 31, 2000, the Company's
stockholders' equity was approximately $23.4 million and its total market
capitalization was approximately $45.9 million. The NYSE has requested that the
Company submit to the NYSE a business plan for attaining compliance with the new
continued listing standards over the 18 month period ending September 30, 2001.
The Company intends to submit a plan which will reflect that a portion of the
shortfall in shareholders' equity is expected to be attained through earnings
over such period and that the Company will consider additional alternatives to
meet the balance of the shortfall, so long as those alternatives are consistent
with the Company's long-term objectives. If such plan is accepted, the Company
will be monitored by the NYSE on a quarterly basis for compliance with the plan.
If such plan is not accepted by the NYSE, the Company's common stock will no
longer be traded on the NYSE. There can be no assurance that the Company's
plan will be accepted or that, if accepted, the Company will remain in
compliance with the plan. In such event, the Company would consider listing its
common stock on an alternative exchange, if available, or trading its common
stock in the over the counter market.
12
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
- ---------------------------
Item 5. Other Information
Effective January 15, 2000, Stuart Levy, the Company's Chief Financial
Officer, left the Company to pursue other business interests. He is currently
serving as consultant to the Company. Barton Heminover has assumed Mr. Levy's
responsibilities and is serving as Vice President of Finance.
Item 6. Exhibits and Reports on Form 8-K.
(a) Attached hereto as Exhibits are the following:
27 Financial Data Schedules
(b) The Company filed no reports on Form 8-K during the quarter
ended March 31, 2000.
13
<PAGE>
BERNARD CHAUS, INC. AND SUBSIDIARIES
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.
BERNARD CHAUS, INC.
(Registrant)
Date: May 11, 2000 By: /s/ Josephine Chaus
-------------------
JOSEPHINE CHAUS
Chairwoman of the Board,
Chief Executive Officer
Date: May 11, 2000 By: /s/ Barton Heminover
--------------------
BARTON HEMINOVER
Vice President - Finance
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C> <C> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS 9-MOS 9-MOS
<FISCAL-YEAR-END> JUN-30-2000 JUN-30-1999 JUN-30-2000 JUN-30-1999
<PERIOD-START> JAN-1-2000 JAN-1-1999 JUL-1-1999 JUL-1-1998
<PERIOD-END> MAR-31-2000 MAR-31-1999 MAR-31-2000 MAR-31-1999
<EXCHANGE-RATE> 1 1 1 1
<CASH> 129 74 129 74
<SECURITIES> 0 0 0 0
<RECEIVABLES> 52,330 43,368 52,330 43,368
<ALLOWANCES> 1,772 1,707 1,772 1,707
<INVENTORY> 13,798 13,836 13,798 13,836
<CURRENT-ASSETS> 65,365 56,129 65,365 56,129
<PP&E> 8,483 4,960 8,483 4,960
<DEPRECIATION> 4,444 4,120 4,444 4,120
<TOTAL-ASSETS> 69,738 57,235 69,738 57,235
<CURRENT-LIABILITIES> 34,614 29,129 34,614 29,129
<BONDS> 0 0 0 0
0 0 0 0
0 0 0 0
<COMMON> 273 272 273 272
<OTHER-SE> 23,101 15,084 23,101 15,084
<TOTAL-LIABILITY-AND-EQUITY> 69,738 57,235 69,738 57,235
<SALES> 51,600 52,129 148,294 146,471
<TOTAL-REVENUES> 51,600 52,129 148,294 146,471
<CGS> 40,879 37,694 114,204 108,541
<TOTAL-COSTS> 50,626 47,125 141,129 136,077
<OTHER-EXPENSES> 0 0 0 0
<LOSS-PROVISION> 0 0 0 0
<INTEREST-EXPENSE> 540 603 1,684 1,880
<INCOME-PRETAX> 434 4,401 5,481 8,514
<INCOME-TAX> 9 89 110 173
<INCOME-CONTINUING> 425 4,312 5,371 8,341
<DISCONTINUED> 0 0 0 0
<EXTRAORDINARY> 0 0 0 0
<CHANGES> 0 0 0 0
<NET-INCOME> 425 4,312 5,371 8,341
<EPS-BASIC> .02 .16 .20 .31
<EPS-DILUTED> .02 .16 .20 .31
</TABLE>
