SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended December 31, 1996
AMENDMENT NO. 1
COMMISSION FILE NUMBER: 1-12424
HORIZON GROUP, INC.
(Exact name of Registrant as specified in its Charter)
MICHIGAN 38-2559212
(State or other jurisdiction (I.R.S. employer identification no.)
of incorporation or organization)
5000 HAKES DRIVE
NORTON SHORES, MI 49441 (616) 798-9100
(Address of principal executive offices, (Registrant's telephone number,
including zip code) including area code)
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PART II
ITEM 5 - MARKET FOR REGISTRANTS' COMMON EQUITY AND RELATED
STOCKHOLDERS MATTERS
Information with respect to the principal market for the Company's
Common Stock, the high and low sales prices of the Company's Common Stock
and dividends is incorporated herein by reference to the information
contained under the caption "Stock Trading" on the inside cover page and
"Quarterly Financial Data" on page 24 of the Company's Annual Report to
Shareholders for 1996. The approximate number of holders of record of the
Common Stock was 912 as of February 14, 1997. The Company estimates that
its shares are held by more than 18,000 persons beneficially.
ITEM 6 - SELECTED FINANCIAL DATA
Information with respect to a summary of selected financial data is
incorporated herein by reference to the information set forth under the
caption "Selected Financial Data" on page 4 of the Company's Annual Report
to Shareholders for 1996.
ITEM 7 - MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The information contained under the caption "Management's Discussion
and Analysis of Results of Operations and Financial Condition" on pages 6
through 10 of the Company's Annual Report to Shareholders for 1996 is
incorporated herein by reference.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The consolidated financial statements and report of independent
auditors included on pages 11 through 24 of the Company's Annual Report to
Shareholders for 1996 are incorporated herein by reference.
ITEM 9 - CHANGES IN ACCOUNTANTS
Not applicable.
PART III
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Information with respect to directors of the Company is incorporated
herein by reference to the information under the captions entitled "Board
of Directors--Members and Nominees for Election" on pages 4, 5 and 6 and
the last sentence under the caption "Certain Transactions" on page 15 of
the Company's proxy statement for the 1997 Annual Meeting of Shareholders
(SEC File No. 1-12424).
Information with respect to executive officers of the Company is
included in Item 1, Part I hereof under the caption "Executive Officers of
the Registrant."
ITEM 11 - EXECUTIVE COMPENSATION
Information with respect to executive compensation is incorporated
herein by reference to the information under the captions "Executive
Compensation," on pages 7, 8, 9 and 10, "Board of Directors--Compensation
of Directors" on page 7 and "Stock Price Performance Graph" on page 13 of
the Company's proxy statement for the 1997 Annual Meeting of Shareholders
(SEC File No. 1-12424).
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Information with respect to security ownership of certain beneficial
owners and management of the Company is incorporated herein by reference
to the information under the caption "Principal Shareholders" on pages 2
and 3 of the Company's proxy statement for the 1997 Annual Meeting of
Shareholders. (SEC File No. 1-12424).
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Information with respect to certain relationships and transactions is
incorporated herein by reference to the information under the caption
"Certain Transactions" on pages 13, 14 and 15 of the Company's proxy
statement for the 1997 Annual Meeting of the Shareholders (SEC File No. 1-
12424).
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this amendment to
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: May 2, 1997 HORIZON GROUP, INC.
By: /S/ RONALD L. PIASECKI
Ronald L. Piasecki
Title: President (Principal Executive
Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934,
this amendment to this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the date
indicated.
SIGNATURE TITLE DATE
Norman Perlmutter* Director and Chairman of th May 2, 1997
Board of Directors
Ronald L. Piasecki* Director and May 2, 1997
President (Principal
Executive Officer)
William P. Dickey* Director May 2, 1997
Edwin N. Homer* Director May 2, 1997
Martin Sherman* Director May 2, 1997
Francis T. Vincent, Jr.* Director May 2, 1997
Joseph Cattivera* Executive Vice May 2, 1997
President (Principal
Financial Officer)
Richard A. Phillips* Vice President May 2, 1997
(Principal
Accounting Officer)
*By:/S/ RONALD L. PIASECKI Individually and as May 2, 1997
Attorney-in-Fact
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FORM 10-K -- ITEM 14(A)(1) AND (2)
HORIZON GROUP, INC. AND SUBSIDIARY
LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE
The following financial statements of Horizon Group, Inc. and
Subsidiary, included in the annual report of the registrant to its
shareholders for the year ended December 31, 1996, are incorporated by
reference in Item 8:
PAGE NO. IN
CONSOLIDATED FINANCIAL STATEMENTS 1996 ANNUAL REPORT
Consolidated Statements of Income for the years
ended December 31, 1996, 1995 and 1994 11
Consolidated Balance Sheets as of December 31, 12
1996 and 1995
Consolidated Statements of Cash Flows for the
years ended December 31, 1996, 1995 and 1994 14
Consolidated Statements of Shareholders' Equity
for the years ended December 31, 1996, 1995 and 13
1994
Notes to Consolidated Financial Statements 15-24
Report of Independent Auditors 24
The following financial statement schedules of Horizon Group, Inc. and
Subsidiary are included in Item 14(d):
Schedule III - Real Estate and Accumulated Depreciation
All other schedules for which provision is made in the applicable
accounting regulation of the Securities and Exchange Commission are not
required under the related instructions or are inapplicable, and therefore
have been omitted.
