SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 10-Q/A
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[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended January 23, 1994
[ ] 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 0-314
Pulaski Furniture Corporation
(Exact name of registrant as specified in its charter)
Virginia
(State or other jurisdiction of incorporation)
54-0594965
(IRS employer identification number)
P.O. Box 1371, Pulaski, Virginia
(Address of principal executive offices)
24301
(Zip Code)
703-980-7330
(Registrant's telephone number)
Indicate by checkmark 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:
2,866,909 shares of common stock outstanding as of March 4, 1994
<PAGE>
Pulaski Furniture Corporation
Index
PART I: Financial Statements
Consolidated Condensed Balance Sheets as of
January 23, 1994 and October 31, 1993 . . . . . . . . . . . . . . 2
Consolidated Condensed Statements of Income
Three 4-week periods ended January 23, 1994
and January 24, 1993 . . . . . . . . . . . . . . . . . . . . . . 3
Consolidated Statements of Cash Flows
Three 4-week periods ended January 23, 1994
and January 24, 1993 . . . . . . . . . . . . . . . . . . . . . . 4
Notes to Consolidated Condensed Financial Statements . . . . . . 5
Management's Discussion and Analysis of the
Consolidated Condensed Statements of Income . . . . . . . . . . . 6
Exhibit 3 - Computation of Earnings per Share . . . . . . . . . . 7
PART II: Other Information and Signatures . . . . . . . . . . . . . . 8
<PAGE>
Pulaski Furniture Corporation
Consolidated Condensed Balance Sheets
(in thousands)
January 23, October 31,
1994 1993
ASSETS ---------- ----------
Current assets:
Cash and cash equivalents $ 589 $ 763
Short-term investments 2,047 2,141
Accounts receivable, net 26,600 30,830
---------- ----------
29,236 33,734
Inventories:
Raw materials 12,557 11,680
Work-in-process 5,496 4,767
Finished goods 26,291 26,345
---------- ----------
44,344 42,792
Less LIFO reserve (13,626) (12,014)
---------- ----------
30,718 30,778
Prepaid expenses 788 596
Deferred income tax 813 1,177
---------- -----------
Total current assets 61,555 66,285
Investments and other assets 1,231 1,245
Property, plant and equipment, net 32,749 31,759
Cash surrender value of life insurance 762 762
---------- ----------
Total assets $ 96,297 $ 100,051
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued expenses:
Accounts payable $ 7,193 $ 8,482
Notes payable 7,000 7,000
Wages and commissions 2,646 3,865
Taxes withheld from employees 459 309
---------- ----------
17,298 19,656
Federal and state income taxes 738 1,375
Current portion of long-term debt 2,000 2,046
---------- ----------
Total current liabilities 20,036 23,077
Long-term notes payable 19,237 20,357
Deferred income taxes 4,365 5,148
Shareholders' equity
Common stock 6,590 5,645
Retained earnings 46,687 45,960
Unamortized restricted stock (618) (136)
---------- ----------
Total shareholders' equity 52,659 51,469
---------- ----------
Total liabilities and shareholders' equity $ 96,297 $ 100,051
========== ==========
See accompanying notes to financial statements.
<PAGE>
Pulaski Furniture Corporation
Consolidated Condensed Statements of Income
(in thousands, except for per share data)
Three 4-week periods ended
Jan. 23, Jan. 24, Incr
1994 1993 (Decr) %
--------- --------- -------- ----
Net sales $ 32,150 $ 29,593 $ 2,557 8.6%
Costs and expenses
Cost of sales 25,740 23,963 1,777 7.4
Selling & administrative 4,946 4,292 654 15.2
---------- ---------- --------
Operating income 1,464 1,338 126 9.4
Other income and expenses
Interest expense 336 285 51 17.9
Interest income (6) (52) 46 88.5
---------- ---------- --------
Total 330 233 97 41.6
Income before income taxes
and cumulative effect of
accounting change 1,134 1,105 29 2.6
Provision for taxes on income 405 381 24 6.3
---------- ---------- --------
Income before cumulative
effect of accounting change 729 724 5 0.7
Cumulative effect of change
in accounting for income taxes 396
---------- ---------- --------
Net income $ 1,125 $ 724 $ 401 55.4
========== ========== ========
Weighted average number
of shares outstanding:
Primary 2,880,823 2,829,671
Assuming full dilution 2,889,116 2,838,060
Earnings per share before cumulative
effect of accounting change:
Primary $0.25 $0.25
Assuming full dilution $0.25 $0.25
Earnings per share of cumulative
effect of accounting change:
Primary $0.14
Assuming full dilution $0.14
Earnings per share after cumulative
effect of accounting change:
Primary $0.39 $0.25
Assuming full dilution $0.39 $0.25
Cash dividends per share: $0.14 $0.13
See accompanying notes to financial statements.
<PAGE>
Pulaski Furniture Corporation
Consolidated Statements of Cash Flows
Three 4-week periods ended
January 23, January 24,
1994 1993
------------ ------------
OPERATING ACTIVITIES
Net income $ 1,125,018 $ 723,703
Adjustments to reconcile net income to net
cash provided by operating activities:
Provision for depreciation 804,199 787,444
Provision for deferred income taxes (418,592) (22,500)
Proportionate share in loss of
investee company 14,096 40,361
Changes in operating assets and liabilities:
Decrease in trade receivables 4,229,947 4,640,729
Decrease in inventories 60,330 322,744
(Increase) in prepaid expenses (192,355) (172,189)
(Decrease) in accounts payable and
accrued expenses (2,356,621) (2,889,253)
(Decrease) in federal and state
income taxes payable (637,293) (128,175)
------------ ------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 2,628,729 3,302,864
INVESTING ACTIVITIES
Purchase of property, plant and equipment (1,793,910) (206,013)
Purchase of investments 0 (2,602,800)
Sale of investments 93,814 0
------------ ------------
NET CASH USED IN INVESTING ACTIVITIES (1,700,096) (2,808,813)
FINANCING ACTIVITIES
Proceeds from issuance of common stock 461,721 428,657
Payment of dividends (397,985) (366,574)
Payments on long-term debt (1,166,667) (83,335)
------------ ------------
NET CASH USED IN FINANCING ACTIVITIES (1,102,931) (21,252)
------------ ------------
Increase (decrease) in cash and cash equivalents (174,298) 472,799
Cash and cash equivalents at beginning of period 763,438 888,266
------------ ------------
Cash and cash equivalents at end of period $ 589,140 $ 1,361,065
============ ============
See accompanying notes to financial statements.
<PAGE>
Pulaski Furniture Corporation
Notes to Consolidated Condensed Financial Statements
See notes to financial statements included in the Corporation's 10-K for the
year ended October 31, 1993, for information concerning accounting policies,
long-term debt, stock options and other financial matters.
Effective November 1, 1993, the Corporation changed its method of accounting
for income taxes from the deferred method to the liability method required
by FASB Statement No. 109, "Accounting for Income Taxes." As permitted
under the new rules, prior years' financial statements have not been
restated. The cumulative effect of adopting Statement No. 109 as of
November 1, 1993 was to increase net income by $396,000 or $0.14 per share.
The components of the deferred tax assets and liabilities at the adoption
of SFAS 109 were as follows:
Current Asset Noncurrent
(Liability) Liability
----------- ----------
(in 000's)
Depreciation $ 4,388
Deferred compensation $ 685
Receivables allowance 332
Inventory valuation (291)
Other 87
----------- ----------
$ 813 $ 4,388
=========== ==========
There have been no other material changes in financial matters since
October 31, 1993.
In the opinion of the Corporation, the accompanying unaudited consolidated
condensed financial statements contain all adjustments (consisting of only
normal accruals) necessary to present fairly the financial position as of
January 23, 1994 and October 31, 1993, and the results of operations and
cash flows for the three 4-week periods ended January 23, 1994 and January
24, 1993.
The results of operations for the three 4-week periods ended January 23,
1994 and January 24, 1993 are not necessarily indicative of the results to
be expected for the full year.
<PAGE>
Pulaski Furniture Corporation
Management's Discussion and Analysis of the
Consolidated Condensed Statements of Income
Comparison of First Quarter 1994 to First Quarter 1993 (See page 3 for
dollar and percent changes.)
- ----------------------------------------------------------------------------
The increase in sales for the 1994 fiscal quarter is due primarily to an
increased demand for the Corporation's products because of the stronger
economy.
The higher selling and administrative expenses as a percent of sales for
the 1994 quarter is mainly in the categories of compensation, information
systems, and expenses related to marketing. The increase in compensation
was primarily caused by an increase in the number of employees, rate incr-
eases, and the amortization of restricted stock expenses. The increase in
information systems expense was caused primarily by upgrades of the Corp-
oration's manufacturing and administrative systems. The increase in
marketing expenses was caused primarily by greater efforts to promote and
market the Corporation's products, as reflected in the higher sales.
The increase in interest expense is due mostly to increased short-term
borrowings.
Results of operations for fiscal 1993 and fiscal 1994 reflect plant closings
for one week's vacation in the first quarter.
Capital Resources and Liquidity
- --------------------------------
Working capital provided by operations was $1,525,000 for the first quarter
ended January 23, 1994, compared to $1,529,000 for the first quarter ended
January 24, 1993. Net working capital decreased by $1,326,000 during the
first quarter of 1994 compared with an increase of $1,300,000 in the first
quarter of 1993. The primary reason for the decrease in net working capital
between the 1994 and 1993 quarters was the use of short-term funds to finance
the significant increase in property, plant and equipment.
During the first quarter of 1994, the Corporation's average amount of
outstanding indebtedness for borrowed money was $28,820,292. The weighted
average rate of interest on such indebtedness was approximately 5.05% per
annum.
<PAGE>
Pulaski Furniture Corporation
Part I - Exhibit 3
Computation of Earnings Per Share
Three 4-week periods ended
January 23, January 24,
1994 1993
------------ ------------
PRIMARY:
Average shares outstanding 2,850,020 2,808,875
Dilutive stock options - based
on treasury stock method
using average market price 28,670 18,372
Dilutive shares under Employee
Stock Purchase Plan - based
on average shares issuable 2,133 2,424
------------ ------------
TOTAL 2,880,823 2,829,671
Net Income before cumulative effect
of accounting change $ 728,926 $ 723,703
Cumulative effect of accounting change 396,092
------------ ------------
Net Income after cumulative effect
of accounting change $ 1,125,018 $ 723,703
============ ============
Net Income per Share:
Before cumulative effect of accounting change $ 0.25 $ 0.25
Cumulative effect of accounting change 0.14
------- -------
After cumulative effect of accounting change $ 0.39 $ 0.25
======= =======
FULLY DILUTED:
Average shares outstanding 2,850,020 2,808,875
Dilutive stock options - based on
treasury stock method using the
greater of year-end market value
or average market value 36,963 26,761
Dilutive shares under Employee
Stock Purchase Plan - based
on average shares issuable 2,133 2,424
------------ ------------
TOTAL 2,889,116 2,838,060
Net Income per Share:
Before cumulative effect of accounting change $ 0.25 $ 0.25
Cumulative effect of accounting change 0.14
------- -------
After cumulative effect of accounting change $ 0.39 $ 0.25
======= =======
<PAGE>
Pulaski Furniture Corporation
Part II - Other Information
Item 4. Submission of Matters to a Vote of Security Holders
On February 11, 1994, the Corporation held its annual meeting of
shareholders, at which the following business was transacted:
John W. Stanley and Hugh V. White, Jr. were elected to serve as Class
I directors of the Corporation, each for a term of three years.
The votes for the election of the Class I directors were as follows:
FOR AGAINST ABSTAIN
---------- ---------- ----------
Mr. Stanley 2,157,348 1,268 0
Mr. White 2,158,616 0 0
The terms of the following directors continued beyond the 1994 annual
meeting: Bernard C. Wampler, Clifford A. Cutchins, III, Harry H. Warner,
John D. Munford, and John G. Wampler.
Item 5. Other Information
The Corporation is presently constructing a 75,000 square foot addition to
its manufacturing facilities in Pulaski, Virginia. The addition will house
new production equipment, including computerized woodworking machinery. It
is expected that the cost of the facility expansion will approximate $10
million, and the Corporation has secured financing for the construction
through additional bank borrowings.
All other information called for by other items of Part II of the Form 10-Q
is either inapplicable or the response to the items would be negative.
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.
PULASKI FURNITURE CORPORATION
Date: March 4, 1994 /s/ Bernard C. Wampler
---------------------------------------
Bernard C. Wampler
(Chairman and Chief Executive Officer)
/s/ Jason A. Gibbs
---------------------------------------
Jason A. Gibbs, Controller
(Principal Accounting Officer)
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<BONDS> 19237
<COMMON> 6590
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<OTHER-SE> 46069
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<LOSS-PROVISION> 130
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<INCOME-PRETAX> 1134
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