COLLINS & AIKMAN CORP
8-K, 1997-02-20
CARPETS & RUGS
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                     SECURITIES AND EXCHANGE
                           COMMISSION




                     WASHINGTON, D.C. 20549



                            FORM 8-K


                         CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934




Date of Report (Date of earliest event reported): February 20, 1997


                  COLLINS & AIKMAN CORPORATION
     (Exact name of registrant as specified in its charter)
Delaware                       1-10218                      13-3489233
(State or other         (Commission  File Number)         (IRS Employer
jurisdiction of                                        Identification No.)
incorporation)                         


                      701 McCullough Drive
                Charlotte, North Carolina  28262
       (Address of principal executive offices) (Zip Code)



Registrant's telephone number, including area code: (704) 547-8500
<PAGE>

ITEM 5.    OTHER EVENTS


     On February 20, 1997, Collins & Aikman Corporation (the "Company") reported
operating results for the fiscal year ended December 28, 1996.  The fiscal  year
ended December 28, 1996 was 11 months due to the Company's change in its  fiscal
year end from the  last Saturday in  January to the  last Saturday in  December.
For comparative purposes, the Company also reported selected unaudited financial
data for additional periods  (including, among others,  the eleven months  ended
December 23, 1995 and  the twelve months ended December 28, 1996).

     For further information, see the Company's Press Release dated February 20,
1997, which is hereby incorporated herein by reference.

ITEM 7.    FINANCIAL STATEMENTS AND EXHIBITS


     (c)  The exhibits furnished in connection with this Report are as follows:


     Exhibit
     Number         Description


     99.1           Press Release dated February 20, 1997.
                                  
                                  
                                  1
<PAGE>
                            
                            SIGNATURE

     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.

                                   COLLINS & AIKMAN CORPORATION
                                   (Registrant)



Date:     February 20, 1997        By:/s/ J. Michael Stepp
                                        J. Michael Stepp
                                        Executive Vice President
                                        & Chief Financial Officer
<PAGE>





                          NEWS RELEASE


                              Contact:  A. Dennis Mahedy
                                        Treasurer
                                        (704) 548-2072

                                        J. Michael Stepp
                                        Executive Vice President
                                        & Chief Financial Officer
                                        (704) 548-2395


                 COLLINS & AIKMAN REPORTS 29% REVENUE GAIN FOR 11 MONTHS
                               ENDED DECEMBER 28

     Charlotte,  North  Carolina  -  February  20,  1997  -  Collins  &   Aikman
Corporation (NYSE: CKC) today  reported that net sales  for the 11-months  ended
December 28,  1996  rose  29%  to  $1,056 million  from  $816  million  for  the
comparable 11-month period a year before.  Operating income for the 1996  period
was $102  million, a  15% increase  from  $89 million  for the  comparable  1995
period.   EBITDA for the 11-months in 1996 was $135 million versus $110  million
in the comparable year-ago period, a 23% increase.

     The 11-month  period  ended  December  28,  1996  reflects,  as  previously
reported, the Company's  change to  a fiscal year  ending the  last Saturday  in
December from the last Saturday in  January previously.   Both 11-month  periods
reflect the  Mastercraft  Group  as  a  discontinued  operation.    The  Company
announced on  December  4,  1996  that  it  was  considering  the  sale  of  the
Mastercraft Group.

     Thomas E. Hannah, Chief Executive Officer of Collins & Aikman  Corporation,
said "The 11-month period ended December 28, 1996 was a watershed time for our

<PAGE>                             1

Company.   We completed  several transactions  and set  others in  motion  which
effectively have  transformed  Collins  &  Aikman  from  a  diversified  textile
manufacturer into a  highly competitive global  supplier of automotive  interior
systems.  In the 11-months, we acquired JPS Automotive, Perstorp Components  and
BTR Fatati, while agreeing to sell our Floorcoverings subsidiary and  announcing
our  intention  to  sell  our  Mastercraft  Group  and  to  spin  off   Imperial
Wallcoverings to our shareholders.   In addition, we went  to the market with  a
highly successful placement of $400 million in subordinated notes which  greatly
strengthened our capital structure, enabling us  to make the major  acquisitions
we did  in 1996  while placing  us in  a financial  position that  allows us  to
compete head-on with the other auto interior systems integrators."

     Hannah continued, "For the 11-months, our Canadian and Mexican  Automotive
Carpet groups operated at a record sales  and income pace, and U.S. Auto  Carpet
marked record income. The Convertible Systems business in Mexico brought in both
record sales and profit  and the Akro floor  mat group also performed  extremely
well, with record sales and a strong operating profit performance."

     Income from continuing  operations for the  11-months totaled $33  million,
versus  $55  million  in  the  1995  11-month  period.    The  change  reflected
approximately $21 million in higher interest  expense, related to the  Company's
$400 million  offering  of  Senior  Subordinated Notes  in  June  1996,  and  to
generally higher average borrowing levels  related to the Company's  acquisition
activities.  Also the Company's effective  tax rate in the 1996 11-month  period
was 42.5%,  versus 14.4%  in 1995  due  to the  recognition  of a  $150  million
deferred tax asset in January 1996.

     Net earnings were  $41 million, or  $.58 per share,  versus $76 million  or
$1.06 per share in the comparable 11-month period  of 1995.  The change was  due
to the  higher interest  and taxes  cited above,  as  well as  to a  $6  million
reduction in  earnings  from  discontinued  operations  and  a  $.09  per  share
extraordinary charge  in  June  1996  related  to  the  Company's  $400  million
subordinated debt offering.

<PAGE>                              2

     The Company  said  that  the change  in  its  fiscal year  will  align  the
financial reporting cycle with its automotive systems supply peer companies  and
with  major customers.  Sales for the 11-month period reflect the  inclusion  of
approximately two weeks  results from  JPS Automotive  and Perstorp  Components,
both of which were acquired by Collins & Aikman in December 1996.

     The Company also reported that revenues  for continuing operations for  the
11-month period were negatively impacted by approximately $34 million related to
strikes at General Motors  facilities, and stated  that in December,  Manchester
Plastics recorded one time charges amounting to approximately $4.0 million.

     Attached to this release are the following financial data:

     . Comparable  Consolidated  Statements  of  Operations  for  the  11-month
       periods ended December 1996 and 1995.

     . Consolidated Balance  Sheets as  of December  28, 1996  and January  27,
       1996.

     . Restated  Quarterly  Consolidated  Statements  of   Operations  for  the
       calendar years ended December 1996 and 1995.

     Collins &  Aikman is  a major  supplier of  automotive interior  systems  -
textile and  plastic  trim, acoustics  and  convertible  tops -  to  the  global
automotive industry.




                               ###

<PAGE>                            3

                 COLLINS & AIKMAN CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                   (in thousands, except for per share data)



                                         Eleven  Months Ended

                                      December 28,  December 23,
                                          1996          1995

Net sales......................      $1,055,931     $  815,811

Cost of goods sold.............         867,257        667,899
Selling, general and administrative
 expenses .....................          86,625         59,145

                                        953,882        727,044

Operating income...............         102,049         88,767

Interest expense, net..........          39,850         18,598
Loss on sale of receivables....           4,533          5,742
Other expense..................             113           -


Income from continuing operations
 before income taxes ..........          57,553         64,427
Income taxes...................          24,442          9,247


Income from continuing operations        33,111         55,180
Income from discontinued operations,
 net of income taxes ..........          14,323         20,440

Income before extraordinary loss         47,434         75,620
Extraordinary loss, net of income
 taxes ........................          (6,610)          -

Net income.....................      $   40,824     $   75,620



Net income per primary and fully
 diluted common share:
 Continuing operations ........      $      .47     $      .77
 Discontinued operations ......             .20            .29
 Extraordinary item ...........            (.09)           -

 Net income ...................      $      .58     $     1.06

Average common shares outstanding:
 Primary ......................          69,908         71,299
 Fully diluted ................          69,938         71,342

EBITDA.........................      $  134,581     $  110,236


<PAGE>                            4

                 COLLINS & AIKMAN CORPORATION AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                                 (in thousands)


                                               December 28,    January 27,
                                                   1996           1996
                   ASSETS
Current Assets:
 Cash and cash equivalents ........            $    14,316    $       977
 Accounts and notes receivable, net                210,263        127,376
 Inventories ......................                129,860         96,928
 Net assets of discontinued operations             212,039        161,025
 Other ............................                129,065         70,666


  Total current assets ............                695,543        456,972

Property, plant and equipment, net.                375,974        193,438
Deferred tax assets................                 92,011        132,294
Goodwill, net......................                298,239        159,347
Other assets.......................                 74,713         49,310


                                               $ 1,536,480    $   991,361



LIABILITIES AND COMMON STOCKHOLDERS' DEFICIT
Current Liabilities:
 Notes payable ....................            $     1,920    $     2,101
 Current maturities of long-term debt               38,190         49,228
 Accounts payable .................                126,927         93,603
 Accrued expenses .................                177,462         87,001

  Total current liabilities .......                344,499        231,933

Long-term debt.....................              1,138,029        710,738
Other, including postretirement benefit
  obligation.......................                248,530        276,542
Commitments and contingencies......

Common stock (150,000 shares authorized,
 70,521 shares issued and 67,723 shares
 outstanding at December 28, 1996 and 70,521
 shares issued and 69,074 outstanding at
 January 27, 1996) ................                    705            705
Other paid-in capital..............                585,207        585,469
Accumulated deficit................               (729,315)      (770,139)
Foreign currency translation adjustments           (20,798)       (23,719)
Pension equity adjustment..........                (10,165)        (9,090)
Treasury stock, at cost (2,798 shares at
 December 28, 1996 and 1,447 shares at
 January 27, 1996) ................                (20,212)       (11,078)


  Total common stockholders' deficit              (194,578)      (227,852)

                                               $ 1,536,480     $  991,361

<PAGE>                            5


                 COLLINS & AIKMAN CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                   (in thousands, except for per share data)

<TABLE>
<CAPTION>
                                                      Quarter Ended                     Year Ended
                                    March 23,   June 22, September 21,  December 28,  December 28,
                                       1996       1996        1996          1996           1996

<S>                                 <C>         <C>        <C>          <C>           <C>
Net sales........................   $ 257,677  $302,831    $  266,903   $   314,726   $1,142,137

Cost of goods sold...............     211,090   242,455       220,495       262,976      937,016
Selling, general and                   23,965    22,607        21,680        27,928       96,180
 administrative expenses ........     235,055   265,062       242,175       290,904    1,033,196

Operating income.................      22,622    37,769        24,728        23,822      108,941

Interest expense, net............       8,059     8,827        11,631        14,885       43,402
Loss on sale of receivables......       1,366     1,218         1,084         1,369        5,037
Other expense (income)...........      (1,059)      672           (15)          515          113


Income from continuing operations
 before income taxes ............      14,256    27,052        12,028         7,053       60,389
Income taxes.....................    (144,150)   11,298         5,141         2,947     (124,764)


Income from continuing operations     158,406    15,754         6,887         4,106      185,153
Income (loss) from discontinued
 operations, net of income taxes      (22,042)    4,980         4,791         5,374       (6,897)

Income before extraordinary loss      136,364    20,734        11,678         9,480      178,256
Extraordinary loss, net of income
 taxes ..........................        -       (6,610)         -             -          (6,610)


Net income.......................   $ 136,364  $ 14,124   $    11,678   $     9,480   $  171,646



Net income per primary and fully
diluted common share:
 Continuing operations ..........   $     2.26  $   .22   $       .10     $     .06   $     2.64
 Discontinued operations ........         (.31)     .07           .07           .08         (.10)
 Extraordinary item .............         -        (.09)          -             -           (.09)

 Net income .....................   $     1.95  $   .20   $       .17     $     .14        $2.45

Average common shares outstanding:
 Primary ........................       70,093   70,031        69,925        69,692       69,935
 Fully diluted ..................       70,093   70,031        69,937        69,692       69,938

EBITDA:
 Continuing operations ..........   $   30,144  $46,214   $    33,166   $    33,944   $  143,468
 Mastercraft Group ..............   $    8,064  $11,010   $    11,161   $    13,623   $   43,857
 Floorcoverings .................   $    3,614  $ 7,313   $     7,883   $     6,869   $   25,679
</TABLE>

<PAGE>                                 6


                 COLLINS & AIKMAN CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                   (in thousands, except for per share data)
<TABLE>
<CAPTION>

                                                      Quarter Ended                      Year Ended
                                    March 25,  June 24,  September 23,   December 23,  December 23,
                                       1995      1995        1995            1995           1995

<S>                                 <C>        <C>        <C>           <C>             <C>
Net sales........................   $ 236,144  $231,547   $  199,325    $  231,958      $  898,974

Cost of goods sold...............     191,348   190,353      164,668       188,211         734,580
Selling, general and                   15,218    16,183       16,457        17,106          64,964
 administrative expenses ........
                                      206,566   206,536      181,125       205,317         799,544

Operating income.................      29,578    25,011       18,200        26,641          99,430

Interest expense, net............       4,229     5,123        5,628         5,464          20,444
Loss on sale of receivables......       1,954     1,650        1,454         1,331           6,389

Income from continuing operations
before income taxes..............      23,395    18,238       11,118        19,846          72,597
Income taxes.....................       2,653     2,404        2,590         2,466          10,113

Income from continuing operations      20,742    15,834        8,528        17,380          62,484
Income from discontinued
operations, net of income taxes .       5,995     8,046        5,068         5,256          24,365

Net income.......................   $  26,737  $ 23,880  $     13,596   $   22,636     $    86,849

Net income per primary and fully
diluted common share:
 Continuing operations ..........   $     .29  $    .22  $        .12   $      .25     $       .88
 Discontinued operations ........         .08       .11           .07          .07             .34

 Net income .....................   $     .37  $    .33  $        .19   $      .32     $      1.22

Average common shares outstanding:
 Primary ........................      71,802    71,613        71,335       70,697          71,362
 Fully diluted ..................      71,802    71,613        71,348       70,697          71,365

EBITDA:
 Continuing operations ..........   $  35,366  $ 31,171    $   24,116   $   32,172      $  122,825
 Mastercraft Group ..............   $  13,222  $ 10,084    $    8,370   $   11,853      $   43,529
 Floorcoverings .................   $   3,884  $  6,835    $    8,475   $    5,975      $   25,169
</TABLE>
<PAGE                                  7



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