UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
Commission file number 000-20382
A. Full title of the plan and the address of the plan, if different from that
of the issuer name below:
DANSKIN, INC. SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
530 Seventh Avenue
New York, New York 10018
<PAGE>
CONTENTS
Page
----
Report of Independent Certified Public Accountants F-3
Financial Statements
Statements of Net Assets Available for Plan
Benefits with Fund information as of
December 31, 1998 and December 31, 1997 F-4
Statements of Changes in Net Assets
Available for Plan Benefits for the Years
ended December 31, 1998 and December 31,
1997 F-5 - F-6
Notes to Financial Statements F-7 - F-12
Supplemental Schedules
Report of Independent Certified Public
Accountants on Supplemental Schedules F-14
Line 27a - Schedule of Assets Held for
Investment Purposes as of December 31,
1998 F-15
Line 27d - Schedule of Reportable
Transactions for the year ended December
31, 1998 F-16 - F-17
Exhibit
23.1 Consent of Independent Certified Public Accountants
<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Trustees
Danskin, Inc. Savings Plan
We have audited the accompanying statements of net assets available for plan
benefits of Danskin, Inc. Savings Plan (the "Plan") as of December 31, 1998 and
December 31, 1997 and the related statements of changes in net assets available
for plan benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted an audits in accordance with generally accepted auditing standards.
These standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of Danskin,
Inc. Savings Plan as of December 31, 1998 and December 31, 1997 and the changes
in net assets available for plan benefits for the years then ended, in
conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The fund information in the statements of
changes in net assets available for benefits is presented for purposes of
additional analysis rather than to present the changes in net assets available
for benefits of each fund. The fund information has been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/ Grant Thornton LLP
New York, New York
June 16, 1999
F-3
<PAGE>
Danskin, Inc. Savings Plan
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
December 31, 1998 and 1997
<TABLE>
<CAPTION>
Participant Directed
------------------------------------------------------------------------
Fidelity Advisor
Money Market Travelers Insurance Growth Opportunities
Obligations Trust Capital Preservation Fund Portfolio
------------------ ------------------------- -----------------------
December 31, December 31, December 31,
------------------ ------------------------- -----------------------
1998 1997 1998 1997 1998 1997
------- -------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Assets
Investments (Note B)
Pooled funds
(cost $1,891,474 and $2,120,828, respectively) $1,891,475 $2,120,828
Mutual funds
(cost $3,628,129 and $3,686,708, respectively) $2,442,114 $2,291,246
Danskin, Inc. common stock
82,169 shares and 110,125 shares, cost
$195,945 and $293,447, respectively)
------- -------- ---------- ---------- ---------- ----------
1,891,475 2,120,828 2,442,114 2,291,246
------- -------- ---------- ---------- ---------- ----------
Receivables
Loans receivable from participants
------- -------- ---------- ---------- ---------- ----------
------- -------- ---------- ---------- ---------- ----------
Cash and cash equivalents $74,262 $213,912
------- -------- ---------- ---------- ---------- ----------
74,262 213,912
------- -------- ---------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $74,262 $213,912 $1,891,475 $2,120,828 $2,442,114 $2,291,246
======= ======== ========== ========== ========== ==========
<CAPTION>
Participant Directed
-------------------------------------------------------------------------
Fidelity Advisor
Series III Danskin, Inc. MFS Service Trust II
High Yield Fund Company Stock Fund Emerging Growth Fund
-------------------- -------------------- ------------------------
December 31, December 31, December 31,
-------------------- -------------------- ------------------------
1998 1997 1998 1997 1998 1997
-------- -------- ------- ------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Assets
Investments (Note B)
Pooled funds
(cost $1,891,474 and $2,120,828, respectively)
Mutual funds
(cost $3,628,129 and $3,686,708, respectively) $692,258 $744,481 $1,110,416 $1,050,027
Danskin, Inc. common stock
82,169 shares and 110,125 shares, cost
$195,945 and $293,447, respectively) $82,170 $55,063
-------- -------- ------- ------- ---------- ----------
692,258 744,481 82,170 55,063 1,110,416 1,050,027
-------- -------- ------- ------- ---------- ----------
Receivables
Loans receivable from participants
-------- -------- ------- ------- ---------- ----------
-------- -------- ------- ------- ---------- ----------
Cash and cash equivalents
-------- -------- ------- ------- ---------- ----------
-------- -------- ------- ------- ---------- ----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $692,258 $744,481 $82,170 $55,063 $1,110,416 $1,050,027
======== ======== ======= ======= ========== ==========
<CAPTION>
Vanguard Index Trust
Portfolio Participant Loan Fund Total
----------------------- --------------------- -----------------------
December 31, December 31, December 31,
----------------------- --------------------- -----------------------
1998 1997 1998 1997 1998 1997
-------- -------- -------- -------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Assets
Investments (Note B)
Pooled funds
(cost $1,891,474 and $2,120,828, respectively) $1,891,475 $2,120,828
Mutual funds
(cost $3,628,129 and $3,686,708, respectively) $819,924 $516,877 5,064,712 4,602,631
Danskin, Inc. common stock
82,169 shares and 110,125 shares, cost
$195,945 and $293,447, respectively) 82,170 55,063
-------- -------- -------- -------- ---------- ----------
819,924 516,877 7,038,357 6,778,522
-------- -------- -------- -------- ---------- ----------
Receivables
Loans receivable from participants $250,974 $187,217 250,974 187,217
-------- -------- -------- -------- ---------- ----------
250,974 187,217 250,974 187,217
-------- -------- -------- -------- ---------- ----------
Cash and cash equivalents 74,262 213,912
-------- -------- -------- -------- ---------- ----------
74,262 213,912
-------- -------- -------- -------- ---------- ----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $819,924 $516,877 $250,974 $187,217 $7,363,593 $7,179,651
======== ======== ======== ======== ========== ==========
</TABLE>
The accompanying notes are an integral part of these statements.
F-4
<PAGE>
Danskin, Inc. Savings Plan
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
Year ended December 31, 1998
<TABLE>
<CAPTION>
Fidelity
Travelers Fidelity Advisor
Insurance Advisor Series III Danskin, Inc.
Money Market Capital Growth High Company
Obligations Preservation Opportunities Yield Stock
Trust Fund Portfolio Fund Fund
------------ ------------ ------------- ----------- -------------
<S> <C> <C> <C> <C> <C>
Net assets available for plan benefits
Beginning of year $ 213,912 $ 2,120,828 $ 2,291,246 $ 744,481 $ 55,063
----------- ----------- ----------- ----------- -----------
Additions (deductions) to (from) net
assets attributed to
Net (depreciation) appreciation
in fair value of investments 420,986 (75,435) 101,648
Interest and dividends 6,191 108,313 58,178
----------- ----------- ----------- ----------- -----------
6,191 108,313 420,986 (17,257) 101,648
----------- ----------- ----------- ----------- -----------
Contributions
Employer 31,992 37,481 19,455 717
Employee 143,284 165,213 81,847 1,199
Rollovers 1,167 1,167 2,684
----------- ----------- ----------- ----------- -----------
176,443 203,861 103,986 1,916
----------- ----------- ----------- ----------- -----------
Total additions 6,191 284,756 624,847 86,729 103,564
----------- ----------- ----------- ----------- -----------
Deductions from net assets attributed to
Withdrawals 500,332 379,012 146,618 101,009
Forfeitures 1,139 6,717 4,092 3,441
Administrative expenses 29,695
----------- ----------- ----------- ----------- -----------
29,695 501,471 385,729 150,710 104,450
----------- ----------- ----------- ----------- -----------
Transfers between funds, net (116,146) (12,638) (88,250) 11,758 27,993
----------- ----------- ----------- ----------- -----------
Net increase (decrease) in net assets
available for plan benefits (139,650) (229,353) 150,868 (52,223) 27,107
----------- ----------- ----------- ----------- -----------
Net assets available for plan
benefits at end of year $ 74,262 $ 1,891,475 $ 2,442,114 $ 692,258 $ 82,170
=========== =========== =========== =========== ===========
<CAPTION>
MFS Service
Trust III Vanguard
Emerging Index Participant
Growth Trust Loan
Fund Portfolio Fund Total
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net assets available for plan benefits
Beginning of year $ 1,050,027 $ 516,877 $ 187,217 $ 7,179,651
----------- ----------- ----------- -----------
Additions (deductions) to (from) net
assets attributed to
Net (depreciation) appreciation
in fair value of investments 200,835 158,746 808,780
Interest and dividends 8,692 8,009 189,383
----------- ----------- ----------- -----------
202,835 167,438 8,009 998,163
----------- ----------- ----------- -----------
Contributions
Employer 26,408 19,975 136,028
Employee 120,296 91,413 603,252
Rollovers 4,900 3,502 13,420
----------- ----------- ----------- -----------
151,604 114,890 752,700
----------- ----------- ----------- -----------
Total additions 354,439 282,328 8,009 1,750,863
----------- ----------- ----------- -----------
Deductions from net assets attributed to
Withdrawals 215,446 168,245 1,510,662
Forfeitures 6,752 4,423 26,564
Administrative expenses 29,695
----------- ----------- ----------- -----------
222,198 172,668 1,566,921
----------- ----------- ----------- -----------
Transfers between funds, net (71,852) 193,387 55,748
----------- ----------- ----------- -----------
Net increase (decrease) in net assets
available for plan benefits 60,389 303,047 63,757 183,942
----------- ----------- ----------- -----------
Net assets available for plan
benefits at end of year $ 1,110,416 $ 819,924 $ 250,974 $ 7,363,593
=========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
F-5
<PAGE>
Danskin, Inc. Savings Plan
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
Year ended December 31, 1997
<TABLE>
<CAPTION>
Fidelity
Travelers Fidelity Advisor
Insurance Advisor Series III Danskin, Inc.
Money Market Capital Growth High Company
Obligations Preservation Opportunities Yield Stock
Trust Fund Portfolio Fund Fund
------------ ------------ ------------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Net assets available for plan benefits
Beginning of year $ 175,778 $ 2,250,901 $ 1,899,143 $ 701,206 $ 191,824
----------- ----------- ----------- ----------- -----------
Additions (deductions) to (from) net
assets attributed to
Net (depreciation) appreciation
in fair value of investments 801 502,295 43,277 (173,549)
Interest and dividends 5,548 111,789 23,729 46,912
----------- ----------- ----------- ----------- -----------
5,548 112,590 526,024 90,189 (173,549)
----------- ----------- ----------- ----------- -----------
Contributions
Employer 33,185 34,689 17,047 51,971
Employee 157,778 176,880 79,420 8,506
Rollovers 7,648 5,099
----------- ----------- ----------- ----------- -----------
190,963 219,217 101,566 60,477
----------- ----------- ----------- ----------- -----------
Total additions 5,548 303,553 745,241 191,755 (113,072)
----------- ----------- ----------- ----------- -----------
Deductions from net assets attributed to
Withdrawals 312,697 281,015 126,374 11,494
Forfeitures 3,194 4,684 1,423 2,047
----------- ----------- ----------- ----------- -----------
315,891 285,699 127,797 13,541
----------- ----------- ----------- ----------- -----------
Transfers between funds, net 32,586 (117,735) (67,439) (20,683) (10,148)
----------- ----------- ----------- ----------- -----------
Net increase (decrease) in net assets
available for plan benefits 38,134 (130,073) 392,103 43,275 (136,761)
----------- ----------- ----------- ----------- -----------
Net assets available for plan
benefits at end of year $ 213,912 $ 2,120,828 $ 2,291,246 $ 744,481 $ 55,063
=========== =========== =========== =========== ===========
<CAPTION>
MFS Service
Trust III Vanguard
Emerging Index Participant
Growth Trust Loan
Fund Portfolio Fund Total
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net assets available for plan benefits
Beginning of year $ 883,442 $ 375,571 $ 177,280 $ 6,655,145
----------- ----------- ----------- -----------
Additions (deductions) to (from) net
assets attributed to
Net (depreciation) appreciation
in fair value of investments 191,274 114,462 678,560
Interest and dividends 4,298 5,116 197,392
----------- ----------- ----------- -----------
191,274 118,760 5,116 875,952
----------- ----------- ----------- -----------
Contributions
Employer 27,444 13,781 178,117
Employee 134,259 64,370 621,613
Rollovers 12,746 25,493
----------- ----------- ----------- -----------
161,703 90,897 825,223
----------- ----------- ----------- -----------
Total additions 352,977 209,657 5,116 1,701,175
----------- ----------- ----------- -----------
Deductions from net assets attributed to
Withdrawals 147,652 275,834 1,155,066
Forfeitures 1,877 7,978 21,203
----------- ----------- ----------- -----------
149,529 283,812 1,176,269
----------- ----------- ----------- -----------
Transfers between funds, net (36,863) 215,461 4,821
----------- ----------- ----------- -----------
Net increase (decrease) in net assets
available for plan benefits 166,585 141,306 9,937 524,506
----------- ----------- ----------- -----------
Net assets available for plan
benefits at end of year $ 1,050,027 $ 516,877 $ 187,217 $ 7,179,651
=========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
F-6
<PAGE>
Danskin, Inc. Savings Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 1998 and 1997
NOTE A - DESCRIPTION OF PLAN
The following description of the Danskin, Inc. (the "Company" or
"Sponsor") Savings Plan (the "Plan") is provided for general information
purposes only. Participants should refer to the Plan document for a more
complete description of the Plan's provisions.
The Plan is a defined contribution plan subject to the requirements of the
Employee Retirement Income Security Act of 1974, as amended ("ERISA"). The
Plan became effective July 22, 1986 and was established to provide
deferred compensation to all nonunion, full-time salaried employees
following attainment of age 21, and all nonunion part-time salaried
employees following completion of "Eligibility Service," as defined in the
Plan document.
Contributions
Each participant may elect to contribute to the Plan by any whole
percentage between 1% and 15%. Employee contributions up to 6% of the
employee's salary are matched by the Company at a rate of 25%. The Company
may, at its discretion, make an additional annual contribution to the Plan
which is allocated to employees based upon their compensation. Effective
January 1, 1994, the Plan was amended to allow such discretionary
contributions to be made in cash or in shares of Danskin, Inc. Common
Stock. These employee, Company match and discretionary Company
contributions are all deposited in the investment programs made available
by the Plan in multiples of 10% as directed by the participant. In the
case of discretionary contributions made in shares of Danskin, Inc. Common
Stock, such contribution is deposited in the Danskin, Inc., Company Stock
Fund. Such election by the participant may be revised on a monthly basis.
In addition, the participant may transfer assets among funds as of the
first of the month, but no more often than once every three consecutive
months.
Any amounts forfeited by terminated participants are used to reduce
Company matching contributions. For the years ended December 31, 1998 and
1997, respectively, approximately $26,564 and $21,203 were forfeited and
used to reduce the Company match.
Allocations and Vesting
Investment income by fund is allocated to individual accounts monthly
based on the proportion each account bears to the total of all account
balances within the Fund which earned the income.
F-7
<PAGE>
Danskin, Inc. Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE A (continued)
Plan participants are at all times 100% vested in the value of their
contributions and rollover accounts. Participants who were eligible
participants on June 30, 1989 are 100% vested in the value of their
Company match and discretionary Company contributions. For employees who
became eligible participants in the Plan after June 30, 1989, all
company-matching contributions vest in accordance with the following
schedule:
Years of Company Service Percentage Vested
------------------------ -----------------
Less than 3 0%
3 33%
4 66%
5 100%
Participants also become 100% vested in their Company match and
discretionary Company contribution accounts upon termination of employment
due to death or disability, retirement or termination of the Plan.
Upon termination of employment, any portion of a participant's
company-matching account that is not vested is forfeited. Forfeitures are
used to reduce subsequent Company contributions.
Benefit Distributions
Upon termination for any reason, participants are entitled to all of their
vested balances in a lump-sum payment, or with respect to the Danskin,
Inc. Company Stock Fund, may elect to receive that portion of their
distribution is shares of Company stock.
The Plan includes a loan feature whereby participants may borrow up to 50%
of their vested account balances (minimum $1,000, maximum $50,000). Such
loans are at the discretion of the Employee Benefits Committee and are
repayable within five years (up to ten years for loans to buy a primary
residence) and bear interest at a rate in conformity with Department of
Labor Regulations. The Plan also includes a provision for withdrawals
under certain circumstances, as defined in the Plan, under which
participants may withdraw all or a portion of their vested account
balances. Under the Plan, a participant may not replace any amounts
voluntarily withdrawn.
The Company has the right to modify or amend the Plan in whole or in part
at any time, provided such amendment does not reduce accrued benefits.
F-8
<PAGE>
Danskin, Inc. Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1. Basis of Presentation
The accompanying financial statements have been prepared on the
accrual basis of accounting; however, obligations for withdrawals
and distributions are recorded when paid.
2. Valuation of Investments
Investments include in the statements of net assets available for
plan benefits are recorded in the following manner.
Travelers Insurance Capital Preservation Fund - Twelve-month
instruments bearing interest at market rates which are valued at
cost, which approximates market value.
Fidelity Advisor Growth Opportunities Portfolio - at fair value
based on quotation from NASDAQ.
Fidelity Advisor High Yield Fund - at fair value based on quotation
from NASDAQ.
MSF Emerging Growth Fund - at fair value based on quotation from
NASDAQ.
Vanguard Index Fund - at fair value based on quotation from NASDAQ.
Danskin, Inc. Company Stock Fund - at fair value based on bid
quotations from the "pink slips" published by the National
Quotation Bureau
3. Administrative Expenses
Beginning January 1, 1998, administrative expenses are absorbed by
the Plan. Prior to January 1, 1998, administrative expenses incurred
by the Plan have been absorbed by the Sponsor of the Plan. Such
administrative expenses are not significant to the accompanying
financial statements.
4. Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make
significant estimates and assumptions that affect the reported
F-9
<PAGE>
Danskin, Inc. Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE B (continued)
amounts of assets and liabilities and disclosures of contingent
assets and liabilities at the date of the financial statements and
the reported amounts of additions and deductions during the
reporting period. Actual results could differ from those estimates.
5. Risks and Uncertainties
The Plan provides for various investment options in any combination
of stocks, mutual funds, and other investment securities. Investment
securities are exposed to various risks, such as interest rate,
market and credit. Due to the level of risk associated with certain
investment securities and the level of uncertainty related to
changes in the value of investment securities, it is at least
reasonably possible that changes in risks in the near term would
materially affect participants' account balances and the amounts
reported in the statement of net assets available for plan benefits
and the statement of changes in net assets available for plan
benefits.
NOTE C - MONEY MARKET OBLIGATIONS TRUST
All investment and withdrawal activity is processed through liquid assets
holding accounts held by the Trustee. Such accounts are considered cash
equivalents and all funds deposited remain for periods not to exceed
ninety days. These accounts are not participant-directed investment
options, but rather a flow-through vehicle for processing investment and
withdrawal activity.
NOTE D - INVESTMENT FUNDS
The Plan offers six investment funds. The Travelers Insurance Capital
Preservation Fund invests in twelve-month instruments which bear interest
at the market rate. The Fidelity Growth Opportunities Portfolio consists
of investments in common and preferred stocks of various companies. The
Fidelity Advisor High Yield Fund primarily invests in U.S. government
securities and bonds. The Danskin, Inc. Company Stock Fund invests in the
common stock of Danskin, Inc. which is purchased either from the Company
or in the market at prevailing market rates. The MFS Service Trust II
Emerging Growth Fund consists of common stocks of emerging smaller size
companies with new or innovative products. The Vanguard Index Trust
Portfolio invests in the common stock of companies included in the
Standard & Poor's 500 index.
F-10
<PAGE>
Danskin, Inc. Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE D (continued)
Participants may reinvest their contributions, matching company
contributions, discretionary company contributions and rollover
contributions in multiples of 10% in any combination among these funds.
The number of participants in each fund was as follows:
December 31,
---------------
1998 1997
---- ----
Travelers Insurance Capital Preservation Fund 183 194
Fidelity Advisory Growth Opportunities Portfolio 178 170
Fidelity Advisor High Yield Fund Class B 135 123
MFS Service Trust II Emerging Growth Fund Class A 137 128
Vanguard Index Trust Portfolio 105 89
Danskin, Inc. Company Stock Fund 220 263
NOTE E - TERMINATION OF THE PLAN
Although it has not expressed any intent to do so, the Company, by action
of its Board of Directors, may terminate the Plan for any reason and at
any time subject to the provisions of ERISA. Upon termination of the Plan,
the rights of participants to the benefits accrued under the Plan to the
date of termination become fully vested.
NOTE F - TAX STATUS
The Plan is intended to be qualified under section 401(a) of the Internal
Revenue Code of 1986 (the "Code") and is intended to be exempt from
taxation under section 501(a) of the Code. The Plan received a favorable
IRS determination letter dated February 2, 1996. The Plan has been amended
since receiving the determination letter. However, the Plan administrator
believes that the Plan is currently designed and being operated in
compliance with the applicable requirements of the Internal Revenue Code
and the related trust was tax-exempt as of the financial statement date.
Therefore, no provision for income taxes has been included in the Plan's
financial statements.
F-11
<PAGE>
Danskin, Inc. Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE G - ACCOUNTING FOR DISTRIBUTION TO WITHDRAWN PARTICIPANTS
All amounts elected to be withdrawn by participants are recorded only when
disbursed by the Plan. As of December 31, 1998 and December 31, 1997,
$19,147 and $173,357, respectively, has been allocated to accounts of
persons who have withdrawn from participation in the earnings and
operations of the Plan, but for which disbursement of these funds from the
Plan has not yet been made.
The following is a reconciliation of net assets available for plan
benefits reported on the financial statements to the Form 5500:
December 31,
-----------------------
1998 1997
---------- ----------
Net assets available for plan benefits per
the financial statements $7,363,593 $7,179,651
Amounts allocated to withdrawing participants (19,147) (173,357)
---------- ----------
Net assets available for plan benefits
per the Form 5500 $7,334,446 $7,006,294
========== ==========
The following is a reconciliation for withdrawals per the financial statements
to the Form 5500:
December 31,
-----------------------
1998 1997
---------- ----------
Withdrawals per the financial statements $1,510,662 $1,155,066
Add current amounts allocated to withdrawals 19,147 173,357
Less prior year withdrawal allocations (173,357) (342,745)
---------- ----------
Withdrawals per the Form 5500 $1,356,452 $ 985,678
========== ==========
Amounts allocated to withdrawing participants are recorded on the Form
5500 for benefits processed and approved for payment prior to December 31,
1998 and December 31, 1997, but not yet paid as of that date.
F-12
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
ON SUPPLEMENTAL SCHEDULES
Danskin, Inc. Savings Plan
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements, taken as a whole, of the Danskin, Inc. Savings Plan, as
of, and for the years ended, December 31, 1998 and 1997. The supplemental
schedules, shown on pages 15 to 17, are presented for the purpose of additional
analysis, and are not a required part of the basic financial statements, but are
supplementary information required by the Rules and Regulations of the
Department of Labor for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974. The supplemental schedules are the responsibility
of the management of the Plan. The supplemental schedules have been subjected to
the auditing procedures applied in the audits of the basic financial statements
and, in our opinion, are fairly stated, in all material respects, in relation to
the basic financial statements taken as a whole.
/s/ Grant Thornton LLP
New York, New York
June 16, 1999
F-14
<PAGE>
Danskin, Inc. Savings Plan
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
FORM 5500, LINE 27(a)
December 31, 1998
Employer Identification Number 72-1284179
Number of
shares/ Market
par value Cost value
--------- ---------- ----------
Pooled Funds
Travelers Insurance
Capital Preservation Fund 1,891,475 $1,891,475 $1,891,475*
Mutual Funds
Fidelity Advisory Growth Opportunity 48,638 1,620,900 2,442,114*
Fidelity Advisor High Yield Fund 61,100 738,231 692,258*
MFS Service Trust II - Emerging Growth
Fund Class A 24,897 716,461 1,110,416*
Vanguard Index Trust 500 Portfolio 7,195 552,537 819,924*
Common Stock
Danskin, Inc. 82,169 195,945 82,170
---------- ----------
Total investments 5,715,549 7,038,357
Loan (8.5% interest rate) 250,976 250,974
Cash and cash equivalents 74,262 74,262 74,262
---------- ----------
Total assets held for investments
purposes $6,040,787 $7,363,593
========== ==========
* Type of investment exceeds 5% of the Plan's net assets at the beginning of
the Plan year.
F-15
<PAGE>
Danskin, Inc. Savings Plan
SCHEDULE OF 5% REPORTABLE TRANSACTIONS
FORM 5500, LINE 27(d)
Year ended December 31, 1998
SINGLE TRANSACTIONS
There were no reportable single transactions.
F-16
<PAGE>
Danskin, Inc. Savings Plan
SCHEDULE OF 5% REPORTABLE TRANSACTIONS
FORM 5500, LINE 27(d)
Year ended December 31, 1998
Series of transactions in the same security and with the same person
Net gain
Description Purchase Sales Cost or (loss)
- ----------- -------- ----- ---- ---------
Pooled Funds
Travelers Insurance Capital
Preservation Fund 101,307 441,921 441,921
Number of transactions 6 7
Mutual Funds
Fidelity Advisors Growth
Opportunities Portfolio 72,756 347,866 243,862 104,004
Number of transactions 5 8
Cash and cash equivalents
Trust for Federal Securities
Treasury Trust Fund 335,729 549,641 549,641
Number of transactions 12 14
Money Market Obligations Trust 1,043,489 993,274 993,274
Number of transactions 50 27
There were no reportable series of nonsecurity transactions with the same
person.
F-17
EXHIBIT 23.1
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
We consent to the incorporation by reference in the registration statements of
Danskin, Inc. on Forms S-8 (Registration Nos. 33-89692, 33-53852 and 33-67644)
of our report dated June 16, 1999 on our audits of the financial statements and
supplemental schedules of Danskin, Inc. Savings Plan as of December 31, 1998 and
1997 and for the years then ended, which report is included in this Annual
Report on Form 11-K.
/s/ Grant Thornton LLP
New York, New York
June 16, 1999
<PAGE>
Pursuant to the requirement of the Securities Exchange Act of 1934, the
undersigned member of the Employee Benefits Committee has duly caused this
annual report to be signed on behalf of the Danskin, Inc. Savings Plan by the
undersigned thereunto duly authorized.
DANSKIN, INC. SAVINGS PLAN
By: /s/ Margie B. Pritchard
--------------------------
Margie B. Pritchard
Chairperson of the Employee
Benefits Committee
Dated
