<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED OCTOBER 31, 1996
Commission file number 1-13026
BLYTH INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 36-2984916
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
100 FIELD POINT ROAD, GREENWICH, CONNECTICUT, 06830
(Address of principal executive offices) (Zip Code)
(203) 661-1926
(Registrant's telephone number, including area code)
NOT APPLICABLE
(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 registrant's classes of
common stock, as of the latest practicable date.
30,743,927 COMMON SHARES AS OF NOVEMBER 29, 1996.
PAGE 1 OF 15
<PAGE>
BLYTH INDUSTRIES, INC.
INDEX
PAGE
Form 10-Q Cover Page . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Form 10-Q Index. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Part I. Financial Information:
Item 1. Financial Statements:
Consolidated Balance Sheets. . . . . . . . . . . . . . . . 3
Consolidated Statements of Earnings. . . . . . . . . . . 4-5
Consolidated Statements of Stockholders' Equity. . . . . . 6
Consolidated Statements of Cash Flows. . . . . . . . . . . 7
Notes to Consolidated Financial Statements . . . . . . . . 8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations . . . . . . .9-12
Part II. Other Information
Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . .13
Item 2. Changes in Securities . . . . . . . . . . . . . . . . . . . . .13
Item 3. Defaults upon Senior Securities . . . . . . . . . . . . . . . .13
Item 4. Submission of Matters to a Vote of Security Holders . . . . . .13
Item 5. Other Information . . . . . . . . . . . . . . . . . . . . . . .13
Item 6. Exhibits and Reports on Form 8-K. . . . . . . . . . . . . . . .14
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15
PAGE 2 OF 15
<PAGE>
Part I. FINANCIAL INFORMATION
Item I. FINANCIAL STATEMENTS
BLYTH INDUSTRIES, INC. AND SUBSIDIARIES
<TABLE>
<CAPTION>
OCTOBER 31, JANUARY 31,
(In thousands, except share data) 1996 1996
- -------------------------------------------------------------------------------------
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 11,335 $ 46,509
Accounts receivable, less allowance for doubtful
receivables of $696 and $570, respectively 56,701 24,889
Inventories (Note 2) 106,765 73,176
Prepaid expenses 152 288
Deferred income taxes 600 600
- -------------------------------------------------------------------------------------
Total current assets 175,553 145,462
PROPERTY, PLANT AND EQUIPMENT
Less accumulated depreciation $26,465 and
$21,030 respectively) 82,429 58,159
OTHER ASSETS
Investments 4,908 6,586
Excess of cost over fair value of assets acquired, net of
accumulated amortization of $842 and $207 respectively 11,349 3,925
Deposits 545 590
- -------------------------------------------------------------------------------------
$ 274,784 $ 214,722
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Bank line of credit $ 8,094 $ -
Current maturities of long-term debt 524 514
Accounts payable 27,269 18,856
Accrued expenses 32,157 18,961
Income taxes 1,515 93
- -------------------------------------------------------------------------------------
Total current liabilities 69,559 38,424
DEFERRED INCOME TAXES 3,750 3,000
LONG-TERM DEBT, less current maturities 27,099 27,504
EXCESS OF FAIR VALUE OVER COST OF ASSETS ACQUIRED, NET OF
ACCUMULATED AMORTIZATION OF $541 AND $451 RESPECTIVELY 863 953
MINORITY INTEREST 1,570 1,487
STOCKHOLDERS' EQUITY:
Preferred stock, authorized 10,000,000 shares of $0.01
par value; no shares issued and outstanding - -
Common stock, authorized 100,000,000 shares of $0.02
par value; issued and outstanding, 30,743,927 and
30,707,220, respectively 615 614
Additional contributed capital 87,180 86,701
Retained earnings 84,148 56,039
- -------------------------------------------------------------------------------------
171,943 143,354
- -------------------------------------------------------------------------------------
$ 274,784 $ 214,722
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PAGE 3 OF 15
<PAGE>
BLYTH INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
- --------------------------------------------------------------------------------
NINE MONTHS ENDED OCTOBER 31 (In thousands, except per share data)
<TABLE>
<CAPTION>
1996 1995
- -------------------------------------------------------------------------------------
<S> <C> <C>
Net sales $ 346,411 $ 234,910
Cost of goods sold 154,894 113,494
- -------------------------------------------------------------------------------------
Gross profit 191,517 121,416
Selling and Shipping 113,396 73,733
Administrative 29,978 18,716
- -------------------------------------------------------------------------------------
143,374 92,449
- -------------------------------------------------------------------------------------
Operating profit 48,143 28,967
Other expense (income)
Interest expense 1,734 1,013
Interest income (748) (225)
Equity in earnings of investees (337) (356)
- -------------------------------------------------------------------------------------
649 432
- -------------------------------------------------------------------------------------
Earnings before income tax expense
and minority interest 47,494 28,535
Income tax expense 19,138 11,252
- -------------------------------------------------------------------------------------
Earnings before minority interest 28,356 17,283
Minority interest 246 301
- -------------------------------------------------------------------------------------
NET EARNINGS $ 28,110 $ 16,982
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
Net earnings per common and common
equivalent share $ 0.91 $ 0.60
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
Weighted average number of shares outstanding 31,068 28,450
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PAGE 4 OF 15
<PAGE>
BLYTH INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
- --------------------------------------------------------------------------------
THREE MONTHS ENDED OCTOBER 31 (In thousands, except per share data)
<TABLE>
<CAPTION>
1996 1995
- -------------------------------------------------------------------------------------
<S> <C> <C>
Net sales $ 139,583 $ 99,014
Cost of goods sold 62,225 47,218
- -------------------------------------------------------------------------------------
Gross profit 77,358 51,796
Selling and Shipping 42,868 28,758
Administrative 9,871 7,030
- -------------------------------------------------------------------------------------
52,739 35,788
- -------------------------------------------------------------------------------------
Operating profit 24,619 16,008
Other expense (income)
Interest expense 671 619
Interest income (50) (71)
Equity in earnings of investees (230) (266)
- -------------------------------------------------------------------------------------
391 282
- -------------------------------------------------------------------------------------
Earnings before income tax expense
and minority interest 24,228 15,726
Income tax expense 9,758 6,193
- -------------------------------------------------------------------------------------
Earnings before minority interest 14,470 9,533
Minority interest 216 266
- -------------------------------------------------------------------------------------
NET EARNINGS $ 14,254 $ 9,267
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
Net earnings per common and common
equivalent share $ 0.46 $ 0.33
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
Weighted average number of shares outstanding 31,096 28,558
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PAGE 5 OF 15
<PAGE>
BLYTH INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(UNAUDITED)
- --------------------------------------------------------------------------------
OCTOBER 31, (In thousands, except share data)
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------------
ADDITIONAL TOTAL
COMMON STOCK CONTRIBUTED RETAINED STOCKHOLDERS'
SHARES AMOUNT CAPITAL EARNINGS EQUITY
- ----------------------------------------------------------------------------------------------------------------------------------
FOR THE NINE MONTHS ENDED OCTOBER 31, 1995:
<S> <C> <C> <C> <C> <C>
Balance, February 1, 1995 28,191,412 $ 282 $ 31,218 $ 32,322 $ 63,822
Net earnings for the period - - - 16,982 16,982
Common stock issued in connection with
investment in European candle manufacturer 99,808 1 1,405 - 1,406
Common stock issued in connection with
exercise of stock options 11,200 - 92 - 92
Common stock issued upon completion of
secondary public offering 2,400,000 24 53,947 0 53,971
--------------------------------------------------------------------------
Balance, October 31, 1995 30,702,420 $ 307 $ 86,662 $ 49,304 $ 136,273
- ----------------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------------
FOR THE NINE MONTHS ENDED OCTOBER 31, 1996:
Balance, February 1, 1996 30,707,220 $ 614 $ 86,701 $ 56,039 $ 143,354
Net earnings for the period - - - 28,110 28,110
Common stock issued in connection with
exercise of stock options and other 36,707 1 479 - 480
--------------------------------------------------------------------------
Balance, October 31, 1996 30,743,927 $ 615 $ 87,180 $ 84,148 $ 171,943
- ----------------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PAGE 6 OF 15
<PAGE>
BLYTH INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
NINE MONTHS ENDED OCTOBER 31 (In thousands) 1996 1995
- -------------------------------------------------------------------------------------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 28,110 $ 16,982
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Depreciation and amortization 6,160 3,548
Deferred income taxes 750 200
Equity in earnings of investees (337) (356)
Minority interest 246 301
Changes in operating assets and liabilities, net of
effect of business acquisition:
Accounts receivable (30,643) (18,835)
Inventories (30,348) (27,678)
Prepaid expenses 135 (53)
Other assets 45 (234)
Accounts payable 5,241 7,728
Accrued expenses 13,725 7,699
Income taxes 1,463 836
- -------------------------------------------------------------------------------------
Total adjustments (33,563) (26,844)
- -------------------------------------------------------------------------------------
Net cash used in operating activities (5,453) (9,862)
Purchases of property, plant, and equipment (27,620) (21,262)
Investments in investees - (2,898)
Purchase of businesses net of cash acquired (8,893) (7,116)
- -------------------------------------------------------------------------------------
Net cash used in investing activities (36,513) (31,276)
- -------------------------------------------------------------------------------------
Proceeds from issuance of common stock 381 54,065
Borrowings from bank line of credit 21,265 43,565
Repayments on bank line of credit (14,465) (43,565)
Proceeds from issuance of long-term debt - 25,000
Payments on long-term debt (389) (335)
- -------------------------------------------------------------------------------------
Net cash provided by financing activities 6,792 78,730
- -------------------------------------------------------------------------------------
Net increase (decrease) in cash (35,174) 37,592
Cash and cash equivalents at beginning of period 46,509 9,081
- -------------------------------------------------------------------------------------
Cash and cash equivalents at end of period $ 11,335 $ 46,673
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PAGE 7 OF 15
<PAGE>
BLYTH INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. BASIS OF PRESENTATION
The consolidated financial statements include the accounts of the Company,
its subsidiaries and their subsidiaries. All significant inter-company
accounts and transactions have been eliminated. In the opinion of the
Management, the accompanying unaudited consolidated financial statements
include all accruals (consisting only of normal recurring accruals)
necessary for fair presentation of the Company's consolidated financial
position at October 31, 1996 and the consolidated results of its operations
and cash flows for the three and nine month periods ended October 31, 1996
and 1995. In December 1995, the Company effected a two-for-one stock split
in the form of a stock dividend. All share quantities, per share amounts
and options data have been retroactively restated to reflect the stock
split. These interim statements should be read in conjunction with the
Company's consolidated financial statements for the year ended January 31,
1996, as set forth in the Company's Form 10-K Annual Report. Operating
results for the nine months ended October 31, 1996 are not necessarily
indicative of the results that may be expected for the year ending January
31, 1997
2. INVENTORIES
The components of inventory consist of the following (in thousands):
October 31, 1996 January 31, 1996
---------------------------------------------
Finished goods $92,784 $60,940
Work in progress 2,269 1,803
Raw materials 11,712 10,433
---------------------------------------------
$106,765 $73,176
-------- -------
-------- -------
PAGE 8 OF 15
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS:
NET SALES
Net sales increased $111.5 million, or 47.5%, from $234.9 million in the
first nine months of fiscal 1996 to $346.4 million in the first nine
months of fiscal 1997. Net sales increased $40.6 million, or 41.0%,
from $99.0 million in the quarter ended October 31, 1995 to $139.6
million in the quarter ended October 31, 1996. Virtually all of these
increases were attributable to unit growth in sales of the Company's
consumer everyday and seasonal holiday products in the United States,
Canada and Europe. Several factors contributed to the increase in unit
sales. Sales to new customers continued to represent at least 50% of
the net sales increase. The increase in sales to new domestic customers
was attributable to improved penetration of existing channels of
distribution and to geographic expansion in the United States,
particularly by the Company's direct selling activities. In addition,
the Company was able to increase sales to existing customers,
particularly mass merchandisers and specialty chains, and to a lesser
extent, department and gift stores.
Sales of Ambria, the Company's new line of coordinated home fragrance
and decorative lighting products, contributed to the increase in sales.
This coordinated line replaced certain single product lines. Sales to
Hallmark Gold Crown Stores also contributed, to a lesser extent, to the
increase in domestic sales, compared to fiscal 1996 in which the Company
did not have a strategic partnering arrangement with Hallmark Cards,
Incorporated. For the nine months ended October 31, 1996, international
sales (which accounted for 11% of net sales, compared to 10% in fiscal
1996) continued to grow at a substantially higher rate than domestic
sales.
Sales of scented candles and accessories, which are typically higher
gross profit margin products, also continued to grow at a substantially
faster rate than unscented products. Consumable products (which consist
of candles, citronella candles and potpourri) accounted for
approximately 65% of the Company's net sales for the nine months ended
October 31, 1996. Candle accessories continued to account for the
balance of net sales.
GROSS PROFIT
Gross profit increased $70.1 million, or 57.7%, from $121.4 million in
the first nine months of fiscal 1996 to $191.5 million in the first nine
months of fiscal 1997. Gross profit margin increased from 51.7% for the
first nine months of fiscal 1996 to 55.3% for the first nine months of
fiscal 1997. Gross profit increased $25.6 million, or 49.4%, from $51.8
million in the quarter ended October 31, 1995 to $77.4 million in the
quarter ended October 31, 1996. Gross profit margin increased from
52.3% for the quarter ended October 31, 1995 to 55.4% for the quarter
ended October 31, 1996. Such increases were due, in substantial part,
to the continued increased sales of the Company's products to the
consumer market, which products generally carry higher gross profit
margins than other of the Company's products, as well as to a continued
shift in the mix of the Company's products for the consumer market to a
greater percentage of higher gross profit margin products, such as
scented candles and candle accessories. As in fiscal 1996 and 1995,
manufacturing efficiencies due to higher unit volume and process
technology improvements continued to have a favorable impact on gross
profit margins.
PAGE 9 OF 15
<PAGE>
SELLING AND SHIPPING EXPENSE
Selling and shipping expense increased $39.7 million, or 53.9%, from
$73.7 million in the first nine months of fiscal 1996 (31.4% of net
sales), to $113.4 million in the first nine months of fiscal 1997 (32.7%
of net sales). Selling and shipping expense increased $14.1 million, or
49.0%, from $28.8 million in the quarter ended October 31, 1995 (29.1%
of net sales), to $42.9 million in the quarter ended October 31, 1996
(30.7% of net sales). The increases were primarily attributable to
increased sales through the Company's home party plan direct selling
activities, in which sales expenses, as a percentage of sales, are
relatively higher. In addition, the Company's consumer products
generally require a higher level of product development and sales and
marketing expense than the Company's food service and religious
products.
ADMINISTRATIVE EXPENSE
Administrative expense increased $11.3 million, or 60.4%, from $18.7
million in the first nine months of fiscal 1996 (8.0% of net sales) to
$30.0 million in the first nine months of fiscal 1997 (8.7% of net
sales). Administrative expense increased $2.9 million, or 41.4%, from
$7.0 million in the quarter ended October 31, 1995 (7.1% of net sales)
to $9.9 million in the quarter ended October 31, 1996 (7.1% of net
sales). Such increases were a result of increases in personnel (from
approximately 288 administrative employees at October 31, 1995 to
approximately 373 administrative employees at October 31, 1996),
expenses incurred in connection with new distribution facilities,
substantially improved information and data processing capabilities and
increases in leased and owned office space. In connection with
anticipated growth in its consumer product sales, which generally
require somewhat greater administrative expenditures, the Company
expects further increases in administrative expenses due to expected
increases in the number of employees. The Company also expects
additional infrastructure spending associated with improvements in
information and administrative support systems.
INTEREST EXPENSE
Interest expense increased $.7 million, or 70.0%, from $1.0 million in
the first nine months of fiscal 1996 to $1.7 million in the first nine
months of fiscal 1997. Interest expense increased $.1 million, or
16.7%, from $0.6 million in the quarter ended October 31, 1995 to $0.7
in the quarter ended October 31, 1996. Interest expense was generally
higher due to increased borrowings during most of such nine month
period. On July 7, 1995, certain of the Company's subsidiaries issued
$25.0 million aggregate principal amount of senior notes.
INCOME TAX EXPENSE
Income tax expense increased $7.8 million, or 69.0%, from $11.3 million
in the first nine months of fiscal 1996 to $19.1 million in the first
nine months of fiscal 1997. Income tax expense increased $3.6 million,
or 58.1%, from $6.2 million in the quarter ended October 31, 1995 to
$9.8 million in the quarter ended October 31, 1996. The effective
income tax rate was approximately 40.0% for the first nine months of
fiscal 1996 and fiscal 1997.
NET EARNINGS
As a result of the foregoing, net earnings increased $11.1 million, or
65.3%, from $17.0 million in the first nine months of fiscal 1996 to
$28.1 million in the first nine months of fiscal 1997. Net earnings
increased $5.0 million, or 53.8%, from $9.3 million in the quarter ended
October 31, 1995 to $14.3 million in the quarter ended October 31, 1996.
PAGE 10 OF 15
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES:
Operating assets and liabilities increased from January 31, 1996 to
October 31, 1996 due to the Company's internally generated growth. To
meet increases in current and anticipated demand during the first nine
months of fiscal 1997, the Company increased its inventory at a greater
rate than in the past. Inventory increased from $73.2 million at
January 31, 1996 to $106.8 million at October 31, 1996. Measured in
terms of number of days' worth of cost of goods sold, inventory
increased from 169 days' worth of inventory at the end of fiscal 1996 to
186 days' worth of inventory at October 31, 1996. This increase was
primarily due to the build up of inventory for the rollout of Colonial
Candle of Cape Cod and Mrs. Baker brand candles to Hallmark stores, the
introduction of our new Ambria brand and build-up of inventory in
anticipation of the end of year holiday season. As a result of
shipments of products for the end of year season and the continued roll-
out of Ambria during the third quarter, inventory decreased from 200
days' worth of inventory at July 31, 1996 to 186 days' worth at October
31, 1996. After giving effect to these recent fluctuations, the Company
expects to manage its inventory in the ordinary course to meet increased
demand and to improve customer service. Accounts receivable increased
$31.8 million, or 127.7%, from $24.9 million at the end of fiscal 1996
to $56.7 million at October 31, 1996. Such increase is due to normal
seasonal fluctuation and expanded sales. As compared to October 31,
1995 accounts receivable at October 31, 1996 increased $13.0 million or
29.7%. Accounts payable and accrued expenses increased $21.6 million,
or 57.1%, from $37.8 million at the end of fiscal 1996 to $59.4 million
at October 31, 1996. The increase in accounts payable and accrued
expenses is attributable to the increases in operating assets and the
Company's overall growth. The increase in the Company's outstanding
balance under its revolving credit facility at October 31, 1996 is
attributable to working capital and capital expenditure needs. In
addition, in October 1995, the Company used a portion of the proceeds of
its secondary offering of equity securities to pay an outstanding amount
under the revolving credit facility.
Capital expenditures for property, plant and equipment were $27.6
million in the first nine months of fiscal 1997. Capital expenditures
were primarily investments in new plant and equipment and improvements
to existing plant and equipment. The Company anticipates total capital
spending of approximately $50.0 million for fiscal 1997, of which
approximately $18.0 million will be used for a new distribution facility
in Elkin, North Carolina, approximately $25.0 million will be used for
machinery and equipment, including machinery and equipment for the new
facilities and upgrades to machinery and equipment in existing
facilities, and approximately $7.0 million will be used for information
systems and office expansion. The Company announced the groundbreaking
of its new candle manufacturing facility in the United Kingdom for
which capital expenditures are expected to total approximately $20.0
million with most of this spending occurring in fiscal 1998. In
addition, during fiscal 1998, the Company expects that it will be
required to make further substantial capital expenditures for increased
manufacturing and distribution capacity.
The Company has grown in part through acquisitions and, as part of its
growth strategy, the Company expects to continue from time to time in
the ordinary course of its business to evaluate and pursue opportunities
to acquire other companies, assets and product lines that either
complement or expand its existing business. The Company expects to
effect one or more such acquisitions in the next twelve months, although
the Company currently has no arrangements, agreements or
understandings with respect to any such acquisitions. In the first
nine months of fiscal 1996, the Company expended an aggregate of $8.9
million in connection with its acquisition of a product line from
Hallmark Cards, Incorporated and the Company's increase in equity
ownership in two of the Company's subsidiaries.
PAGE 11 OF 15
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED):
The Company's primary capital requirements are for working capital to
fund the increased inventory and accounts receivable to sustain the
Company's sales growth and for capital expenditures (including capital
expenditures related to planned facilities expansion). The Company is
building its inventory to meet increased demand. The Company believes
that cash on hand, cash from operations and available borrowings under
the Credit Facility described below, will be sufficient to fund its
operating requirements, capital expenditures and all other obligations
for the next twelve months. However, the Company anticipates that it
will finance up to $20.0 million for construction and equipment for the
new Elkin, North Carolina distribution facility in the form of a term
loan. In addition, the Company plans to finance approximately $15.0
million in the form of a pound denominated term loan for construction
and equipment for the new U.K. candle manufacturing facility.
In July 1996, the Company extended and improved the terms of it's credit
facility (the "Credit Facility") with Harris Trust and Savings Bank
("Harris") and the Bank of America Illinois (together with Harris, the
"Banks") through July 21, 1998. Pursuant to the Credit Facility the
Banks have agreed, subject to certain conditions, to provide an
unsecured revolving credit facility to the Company in an aggregate
amount of up to $21.0 million to fund ongoing working capital
requirements, letter of credit requirements and general corporate
purposes of the Company. Amounts which may be outstanding under the
Credit Facility bear interest, at the Company's option, at Harris' prime
rate (8.25% at October 31, 1996) or at LIBOR plus 0.40%. In connection
with the Credit Facility, the Company pays a commitment fee of 0.125%
per annum on the unused portion of the revolving credit facility. The
Credit Facility contains standard covenants, including maintenance of
certain financial ratios and limitations on certain restricted payments,
including dividends. The Company does not believe that such covenants
will have a material adverse effect on its operations.
Net cash used in operating activities amounted to $5.5 million in the
first nine months of fiscal 1997 an improvement of $4.4 million when
compared to $9.9 million in the first nine months of fiscal 1996. At
October 31, 1996, $6.8 million was outstanding under the Credit Facility
and approximately $1.9 million face amount of letters of credit were
outstanding under the Credit Facility as of October 31, 1996.
PAGE 12 OF 15
<PAGE>
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
PAGE 13 OF 15
<PAGE>
Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
11. Statement regarding computation of per share earnings
27. Financial data schedule as of and for the period ended
October 31, 1996
(b) Reports on Form 8-K
There were no reports on Form 8-K filed by the Company
during the fiscal quarter ended October 31, 1996.
PAGE 14 OF 15
<PAGE>
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.
BLYTH INDUSTRIES, INC.
Date: December 12, 1996 By:/s/ Robert B. Goergen
--------------------------------
Robert B. Goergen
Chief Executive Officer
Date: December 12, 1996 By:/s/ Howard E. Rose
--------------------------------
Howard E. Rose
Chief Financial Officer
PAGE 15 OF 15
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION PAGE NO.
11. Statement regarding computation of per share earnings.
27. Financial data schedule as of and for the period ended October 31, 1996
<PAGE>
EXHIBIT 11
BLYTH INDUSTRIES, INC.
COMPUTATIONS OF EARNINGS PER COMMON SHARE
(IN THOUSANDS EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
I. Nine months ended October 31: 1996 1995
----------------------
<S> <C> <C>
Average number of shares outstanding during the period 30,725 28,283
Common equivalent shares:
Shares issuable under outstanding options which are
dilutive 567 489
Shares which could have been purchased based upon the
market value for the period 224 322
----------------------
343 167
Weighted average number of common and common
equivalent shares outstanding 31,068 28,450
Net earnings $28,110 $16,982
Earnings per common and common equivalent share $0.91 $0.60
II. Three months ended October 31: 1996 1995
----------------------
Average number of shares outstanding during the period 30,742 28,329
Common equivalent shares:
Shares issuable under outstanding options which are
dilutive 567 489
Shares which could have been purchased based upon the
market value for the period 213 260
----------------------
354 229
Weighted average number of common and common
equivalent shares outstanding 31,096 28,558
Net earnings $14,254 $9,267
Earnings per common and common equivalent share $0.46 $0.33
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AT OCTOBER 31, 1996 AND THE CONSOLIDATED
STATEMENT OF EARNINGS, STOCKHOLDERS' EQUITY AND CASH FLOWS FOR THE NINE
MONTHS ENDED OCTOBER 31, 1996, AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
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0
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