SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------------
FORM 10-Q
-------------------------
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 for the quarter ended October 31, 1995. OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 for the transition from ________ to _________.
Commission file number: 1-9494
TIFFANY & CO.
(Exact name of registrant as specified in its charter)
Delaware 13-3228013
(State of incorporation) (I.R.S. Employer Ident. No.)
727 Fifth Ave. New York, NY 10022
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 755-8000
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_____.
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares
outstanding of each of the issuer's classes of common stock as of the latest
practicable date: Common Stock, $.01 par value, 15,890,860 shares outstanding
at the close of business on October 31, 1995.
<PAGE>
TIFFANY & CO. AND SUBSIDIARIES
INDEX TO FORM 10-Q
FOR THE QUARTER ENDED OCTOBER 31, 1995
PART I - FINANCIAL INFORMATION PAGE
Item 1. Financial Statements
Consolidated Balance Sheets - October 31, 1995
(Unaudited) and January 31, 1995 3
Consolidated Statements of Income - for the
three and nine months ended October 31, 1995
and 1994 (Unaudited) 4
Consolidated Statements of Stockholders' Equity -
for the three and nine months ended
October 31, 1995 (Unaudited) 5
Consolidated Statements of Cash Flows - for
the nine months ended October 31, 1995
and 1994 (Unaudited) 6
Notes to Consolidated Financial Statements
(Unaudited) 7-9
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations 10-12
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 13
(a) Exhibits
(b) Reports on Form 8-K
- 2 -
<PAGE>
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
TIFFANY & CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
October 31, January 31,
1995 1995*
---------- -----------
<S> <C> <C>
(Unaudited)
ASSETS
Current assets:
Cash and short-term investments $ 38,178 $ 44,318
Accounts receivable, less allowances of
$4,912 and $5,721 68,626 61,622
Income tax receivable - 7,925
Inventories 323,384 270,075
Prepaid expenses 21,914 17,868
---------- -----------
Total current assets 452,102 401,808
Property and equipment, net 117,628 112,076
Deferred income taxes 16,526 14,094
Other assets, net 26,919 31,992
---------- -----------
$613,175 $559,970
========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Short-term borrowings $ 80,476 $ 60,696
Accounts payable and accrued liabilities 107,941 81,640
Income taxes payable 9,682 13,607
Merchandise and other customer credits 9,776 8,529
---------- -----------
Total current liabilities 207,875 164,472
Long-term trade payable 26,975 27,591
Reserve for product return 11,941 13,103
Long-term debt 101,500 101,500
Deferred income taxes - 3,298
Postretirement/employment benefit obligation 17,715 16,581
Other long-term liabilities 11,834 11,728
Commitments and contingencies
Stockholders' equity:
Common Stock, $.01 par value; authorized
30,000 shares, issued 15,811 and 15,703 158 157
Additional paid-in capital 75,177 71,821
Retained earnings 161,464 151,032
Foreign currency translation adjustments (1,464) (1,313)
<PAGE>
---------- -----------
Total stockholders' equity 235,335 221,697
---------- -----------
$613,175 $559,970
========== ===========
* Reclassified for comparative purposes
See notes to consolidated financial statements.
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</TABLE>
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<TABLE>
<CAPTION>
TIFFANY & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(in thousands, except per share amounts)
For The For The
Three Months Ended Nine Months Ended
October 31, October 31,
------------------- ------------------
1995 1994 1995 1994
--------- --------- -------- ---------
<S> <C> <C> <C> <C>
Net sales $187,766 $160,091 $522,592 $443,555
Cost of goods sold 87,062 75,674 248,107 213,017
--------- --------- -------- ---------
Gross profit 100,704 84,417 274,485 230,538
Selling, general and administrative
expenses 88,776 72,176 242,537 202,436
Provision for uncollectible accounts 110 414 806 1,143
--------- --------- -------- ---------
Income from operations 11,818 11,827 31,142 26,959
Other expenses, net 765 3,533 6,948 9,305
--------- --------- -------- ---------
Income before income taxes 11,053 8,294 24,194 17,654
Provision for income taxes 4,779 3,574 10,452 7,608
--------- --------- --------- ---------
Net income $ 6,274 $ 4,720 $ 13,742 $ 10,046
========= ========= ========= =========
Net income per share:
Primary $ 0.39 $ 0.30 $ 0.86 $ 0.63
========= ========= ========= =========
Fully diluted $ 0.39 $ 0.30 $ 0.86 $ 0.63
========= ========= ========= =========
Weighted average number of common shares:
Primary 16,204 15,962 15,998 15,876
Fully diluted 17,106 16,884 17,058 16,873
See notes to consolidated financial statements.
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</TABLE>
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<TABLE>
<CAPTION>
TIFFANY & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Unaudited)
(in thousands)
Foreign
Total Additional Currency
Stockholders' Common Stock Paid-In Retained Translation
Equity Shares Amount Capital Earnings Adjustments
------------- ------ ------ --------- -------- -----------
<S> <C> <C> <C> <C> <C> <C>
BALANCES, January 31, 1995 $221,697 15,703 $157 $71,821 $151,032 $(1,313)
Issuance of Common Stock 598 19 - 598 - -
Exercise of stock options 231 15 - 231 - -
Tax benefit from exercise of
stock options 107 - - 107 - -
Cash dividends on Common Stock (1,101) - - - (1,101) -
Foreign currency translation
adjustments 7,893 - - - - 7,893
Net income 2,160 - - - 2,160 -
------------- ------ ------ --------- -------- -----------
BALANCES, April 30, 1995 231,585 15,737 157 72,757 152,091 6,580
------------- ------ ------ --------- -------- -----------
Exercise of stock options 113 9 - 113 - -
Tax benefit from exercise of
stock options 85 - - 85 - -
Cash dividends on Common Stock (1,102) - - - (1,102) -
Foreign currency translation
adjustments ( 949) - - - - ( 949)
Net income 5,308 - - - 5,308 -
------------- ------ ------ --------- -------- -----------
BALANCES, July 31, 1995 235,040 15,746 157 72,955 156,297 5,631
------------- ------ ------ --------- -------- -----------
Exercise of stock options 1,717 65 1 1,716 - -
Tax benefit from exercise of
stock options 506 - - 506 - -
Cash dividends on Common Stock (1,107) - - - (1,107) -
Foreign currency translation
adjustments (7,095) - - - - (7,095)
Net income 6,274 - - - 6,274 -
------------- ------ ------ --------- ---------- -----------
BALANCES, October 31, 1995 $235,335 15,811 $158 $75,177 $161,464 $(1,464)
============= ====== ====== ========= ========== ===========
See notes to consolidated financial statements.
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</TABLE>
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<TABLE>
<CAPTION>
TIFFANY & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended
October 31,
--------------------
1995 1994*
<S> <C> <C>
-------- --------
Cash Flows From Operating Activities:
Net income $13,742 $10,046
Adjustments to reconcile net income to net
cash (used in)/provided by operating activities:
Depreciation and amortization 14,454 12,067
Provision for uncollectible accounts 806 1,143
Reduction in reserve for product return (1,162) (427)
Provision for inventories 2,673 1,867
Deferred income taxes (5,891) (1,365)
Income tax receivable 7,925 4,592
Gain on liquidation of subsidiary (2,330) -
Impairment loss on certain assets 2,519 -
Loss on sale of fixed assets 1,482 -
Provision for postretirement/employment benefit 1,134 1,882
(Increase)/decrease in assets and increase/
(decrease) in liabilities:
Accounts receivable (7,351) 7,634
Inventories (58,394) (28,556)
Prepaid expenses (4,233) (4,857)
Other assets, net 3,257 (5,124)
Accounts payable 22,246 8,720
Accrued liabilities 7,630 46
Income taxes payable (3,978) (6,961)
Merchandise and other customer credits 1,247 450
Other long-term liabilities 97 (318)
-------- --------
Net cash (used in)/provided by operating activities (4,127) 839
-------- --------
Cash Flows From Investing Activities:
Capital expenditures (21,323) (12,581)
Proceeds from sale of fixed assets 159 -
Other - (133)
-------- --------
Net cash used in investing activities (21,164) (12,714)
-------- --------
Cash Flows From Financing Activities:
Increase in short-term borrowings 19,104 14,153
Issuance of Common Stock 598 -
Proceeds from exercise of stock options 2,061 461
Tax benefit from exercise of stock options 698 132
Cash dividends on Common Stock (3,310) (3,292)
-------- -------- <PAGE>
Net cash provided by financing activities 19,151 11,454
-------- -------
Net decrease in cash and short-term investments (6,140) (421)
Cash and short-term investments at beginning
of year 44,318 4,994
-------- --------
Cash and short-term investments at end of nine
months $ 38,178 $ 4,573
======== =========
Supplemental Disclosure Of Cash Flow Information:
Cash paid during the nine months for:
Interest expense $ 7,124 $ 8,523
======== =========
Income taxes (Net of $7,925 Federal income
tax refund in 1995) $ 10,848 $ 12,871
======== =========
*Reclassified for comparative purposes
See notes to consolidated financial statements.
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</TABLE>
<PAGE>
TIFFANY & CO. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. CONSOLIDATED FINANCIAL STATEMENTS
The accompanying consolidated financial statements include the accounts
of Tiffany & Co. and all majority-owned domestic and foreign
subsidiaries (the "Company"). All material intercompany balances and
transactions have been eliminated. The statements are without audit
and, in the opinion of management, include all adjustments (which
include only normal recurring adjustments except for the adjustment
necessary as a result of the LIFO method of inventory valuation, which
is based on assumptions as to inflation rates and projected fiscal year-
end inventory levels) necessary to present fairly the Company's
financial position as of October 31, 1995 and the results of operations
and cash flows for the interim periods presented. The financial
statements for January 31, 1995 are derived from the audited financial
statements which are included in the Company's Form 10-K filing, but do
not include all disclosures required by generally accepted accounting
principles.
Since the Company's business is seasonal, with a higher proportion of
sales and income generated in the last quarter of the fiscal year, the
results of operations for the three and nine months ended October 31,
1995 and 1994 are not necessarily indicative of the results of the
entire fiscal year.
2. INVENTORIES
Inventories at October 31, 1995 and January 31, 1995 are
summarized as follows:
<TABLE>
<CAPTION>
October 31, January 31,
1995 1995
----------- -----------
(in thousands)
<S> <C> <C>
Finished goods $268,749 $227,412
Raw materials 49,519 38,262
Work-in-process 7,264 6,869
----------- -----------
325,532 272,543
Reserves (2,148) (2,468)
----------- -----------
$323,384 $270,075
=========== ============
</TABLE>
At October 31, and January 31, 1995, $230,222,000 and $189,943,000,
respectively, of inventories were valued using the LIFO method. The
excess of such inventories valued at replacement cost over the value
based upon the LIFO method was approximately $11,870,000 and $9,770,000
at October 31, 1995 and January 31, 1995, respectively. The LIFO
valuation method had the effect of decreasing net income by $0.03 per
share, for the three month period ended October 31, 1995 and had no
effect on net income for the three month period ended October 31, 1994.
The LIFO valuation method had the effect of decreasing net income by
$0.07 and $0.05 per share for the nine month periods ended October 31,
1995 and 1994, respectively.
- 7 -
<PAGE>
3. REVOLVING CREDIT FACILITY
In June 1995, the Company entered into an agreement for a new five-year
$130,000,000 multicurrency revolving credit facility which replaced a
$100,000,000 revolving credit facility and yen 2,500,000,000
($28,275,000) non-collateralized line of credit, both of which expired
in July 1995. The new syndicated non-collateralized facility entitles
the Company to borrow up to $25,000,000 on a pro-rata basis from each of
four banks and up to $30,000,000 from the agent bank at interest rates
based upon a prime rate or reserve-adjusted LIBOR.
4. BUSINESS RESTRUCTURING
During the third quarter, the Company restructured its watch operations
in Switzerland, outsourcing watch assembly and divesting its assembly
operations. In conjunction with this transaction, the Company
repatriated approximately $15.7 million in cash dividends from its Swiss
subsidiary, sold its Swiss subsidiary for $3.5 million and recorded a
pretax gain of $2.3 million included as a component of Other Expenses,
net. This gain was primarily due to the recognition of previously
deferred foreign currency translation adjustments on the Swiss
subsidiary's equity.
5. IMPAIRMENT OF LONG-LIVED ASSETS
In March 1995, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards (SFAS) No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of" to account for long-lived assets, identifiable intangibles and
goodwill related to those assets. The statement requires that long-
lived assets be reviewed for impairment whenever events or changes in
circumstances indicate that the asset carrying value may not be
recoverable. It establishes guidelines for determining recoverability
based on future net cash flows from the use of the asset and for the
measurement of the impairment loss. Impairment loss under SFAS No. 121
is calculated as the difference between the asset's carrying value and
its estimated fair value. Any impairment loss is recorded in the current
period in which the recognition criteria are first applied and met.
The Company adopted SFAS No. 121 in the third quarter of 1995 and, as a
result of evaluating its long-lived assets at the retail store level,
together with continued difficult operating conditions in certain of its
European markets, recorded an impairment loss on certain assets. A
pretax charge of $2.5 million was included in the Company's Selling,
General and Administrative expenses in the third quarter as required
under SFAS No. 121. The impairment loss was calculated as the
difference between the asset carrying value and the present value of
projected net cash flows, giving consideration to recent operating
performance and pricing trends and applying a 15% discount rate.
These projections represent the Company's best estimate of fair value
based on the information available.
- 8 -
<PAGE>
6. LEASE COMMITMENTS
During the third quarter, the Company entered into a lease agreement for
a 270,000 square foot distribution, office and manufacturing facility
that will consolidate its existing New Jersey facilities. Under the
terms of the agreement, the Company's operating lease commitment will
approximate $3,600,000 annually over a 12-year period expected to
commence in late 1996.
7. EARNINGS PER SHARE
Primary earnings per common share data has been computed by dividing net
income by the weighted average number of shares outstanding during the
period, including dilutive stock options. Fully diluted earnings per
common share has been computed by dividing net income, after giving
effect to the elimination of interest expense and bond amortization
fees, net of income tax effect, applicable to the convertible
subordinated debentures, by the weighted average number of shares
outstanding including dilutive stock options and the assumed conversion
of the subordinated debentures using the "if converted" method.
8. SUBSEQUENT EVENT
On November 16, 1995, Tiffany's Board of Directors declared a quarterly
dividend of $0.07 per common share. This dividend will be paid on
January 10, 1996 to stockholders of record on December 20, 1995.
- 9 -
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Company operates three channels of distribution: U.S. Retail includes
retail sales in Company-operated stores in the U.S. and wholesale sales to
independent retailers in North America; Direct Marketing includes corporate
(business-to-business) and catalog sales; and International Retail includes
retail sales through Company-operated stores and boutiques, corporate sales,
and wholesale sales to independent retailers and distributors in Asia-Pacific,
Europe, Canada and the Middle East.
Net sales in the three-month period (third quarter) ended October 31, 1995
increased 17% over 1994 and rose 18% in the nine-month period (year-to-date)
ended October 31, 1995. Sales by channel of distribution were as follows:
<TABLE>
<CAPTION>
Three months ended Nine months ended
October 31, October 31,
(in thousands) 1995 1994 1995 1994
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
U.S. Retail $ 87,372 $ 72,256 $ 231,281 $ 197,273
Direct Marketing 20,820 20,796 59,940 60,284
International Retail 79,574 67,039 231,371 185,998
---------- ---------- ---------- ----------
$ 187,766 $ 160,091 $ 522,592 $ 443,555
========== ========== ========== ==========
</TABLE>
U.S. Retail sales increased 21% in the third quarter and 17% in the year-to-
date. Comparable U.S. store sales increased 14% in the third quarter and 13%
in the year-to-date. Sales in the Company's New York store rose 9% in the
third quarter and 10% in the year-to-date, while comparable branch store sales
increased 18% in the third quarter and 15% in the year-to-date. Sales growth
resulted from a higher number of transactions and a higher average transaction
size, and was generated by both local-resident consumers as well as foreign
tourists. U.S. Retail sales also benefited from strong sales performance in
new stores opened in 1995 in White Plains, New York and Short Hills, New
Jersey.
Direct Marketing sales rose slightly in the third quarter and declined 1% in
the year-to-date. Corporate sales declined 3% and 6% in the third quarter and
year-to-date, reflecting continued cautious spending by the corporate
division's customers. Catalog sales rose 6% in the third quarter and 11% in
the year-to-date.
International Retail sales increased 19% in the third quarter and rose 24% in
the year-to-date. Comparable store sales in Japan (the Company's largest
international market) increased 11% in local currency in both the third
quarter and year-to-date. Retail sales growth was also achieved in
other Asia-Pacific markets and in Europe. Year-to-date International Retail
sales growth also benefited from the translation effect of a weak U.S. dollar
on sales made in foreign currencies, especially in Japanese yen.
- 10 -
<PAGE>
The Company's reported sales and earnings results benefit from a strengthening
Japanese yen and are adversely affected by a strengthening U.S. dollar. The
Company maintains a foreign currency hedging program for merchandise purchase
transactions initiated from Japan in order to reduce the potential negative
impact on the Company's financial results of a significant strengthening of
the U.S. dollar against the yen. The Company's pretax expense related to its
hedging program was $244,000 in 1995's third quarter and $734,000 in the year-
to-date, compared with $271,000 and $637,000 in the corresponding 1994
periods.
Gross margins (gross profit as a percentage of net sales) of 53.6% in the
third quarter and 52.5% in the year-to-date were above prior year levels,
reflecting favorable shifts in sales mix toward the Company's retail
businesses, particularly in Japan, that achieve gross margins above the
Company's average.
Operating expenses (selling, general and administrative expenses and the
provision for uncollectible accounts) increased 22% in the third quarter and
rose 20% in the year-to-date over the corresponding 1994 periods. The
increases were largely due to: incremental occupancy, staffing and marketing
expenses related to the Company's worldwide expansion program; sales-related
variable expenses (including fees paid to department stores in Japan); the
third-quarter launch of the Company's new fragrance; the adoption of SFAS No.
121 (see Note 5 to consolidated financial statements); and, in the year-to-
date, the effect of a weakened U.S. dollar on the translation of overseas
operating expenses into U.S. dollars.
As discussed in Notes 4 and 5 to consolidated financial statements, the
Company's adoption of SFAS 121 in the third quarter of fiscal 1995 resulted in
a pretax charge of $2.5 million in the third quarter which is included in
Selling, General and Administrative expenses; the restructuring of its watch
assembly operations in the third quarter of fiscal 1995 resulted in the
recognition of a pretax gain of $2.3 million which is included in Other
Expenses, net.
The above factors led to net income in the third quarter increasing 33% to
$6,274,000, or $0.39 per share, and in the year-to-date increasing 37% to
$13,742,000, or $0.86 per share.
FINANCIAL CONDITION
Management believes that the Company's financial condition at October 31, 1995
provides sufficient liquidity and resources to support current business
activity and planned expansion. Working capital and the current ratio were
$244,227,000 and 2.2:1 at October 31, 1995 compared with $237,336,000 and
2.4:1 at January 31, 1995. Inventories (representing the largest component of
the Company's working capital and assets) at October 31, 1995 were 20% higher
than at January 31, 1995, due to merchandise purchases to support seasonal
sales growth, new stores and expanded product offerings. Inventory turnover
was 1.0 times at October 31, 1995 and 0.9 times at January 31, 1995.
The Company's objective is to continue to improve inventory performance
through: refinement of replenishment systems; merchandising management's
focus on the specialized disciplines of product development, assortment
planning and inventory management; improving the presentation and management
of display inventories in each store; and assortment editing by product
category.
- 11 -
<PAGE>
Capital expenditures were $21,323,000 in 1995's year-to-date, compared with
$12,581,000 in the corresponding 1994 period. The increase was related to the
opening and/or renovation of retail stores, as well as relocations and/or
renovations of certain administrative and manufacturing facilities. On the
basis of current expansion plans, the Company expects that capital
expenditures in fiscal 1995 will be approximately $30,000,000, compared with
$18,977,000 in fiscal 1994.
The Company incurred a net cash outflow from operating activities of
$4,127,000 in 1995's year-to-date, compared with an inflow of $839,000 in
1994's year-to-date. Net-debt (short-term borrowings and long-term debt, less
cash and short-term investments) and the ratio of net-debt to total capital
(net-debt and stockholders' equity) was $143,798,000 and 38% at October 31,
1995, compared with $117,878,000 and 35% at January 31, 1995. In addition,
the Company had a long-term trade payable of yen 2,750,000,000 ($26,975,000)
at October 31, 1995 and yen 2,750,000,000 ($27,591,000) at January 31, 1995,
which relates to certain merchandise repurchased in 1993 as part of the
Company's realignment of its Japan business and is payable to Mitsukoshi Ltd.
on or before February 28, 1998. It is management's goal, on an annual basis,
to improve inventory turnover and generate excess cash flow to reduce the
ratio of net-debt to total capital.
The Company's sources of working capital are internally generated cash flow
and funds available under a five-year, $130,000,000 multicurrency revolving
credit facility established in June 1995, which replaced a $100,000,000
revolving credit facility and a yen 2,500,000,000 ($28,275,000) line of
credit. Management anticipates that internally generated funds and funds
available under the new facility will be sufficient to support the Company's
planned worldwide business expansion, as well as seasonal working capital
increases typically required during the third and fourth quarters of each
year.
In August 1995, the Company entered into a lease agreement for a 270,000
square foot distribution, office and manufacturing facility that will
consolidate its existing New Jersey facilities. Under the terms of the
agreement, the Company's operating lease commitment will approximate
$3,600,000 annually over a 12-year period expected to commence in late 1996.
The Company's business is seasonal in nature, with the fourth quarter
typically representing a proportionally greater percentage of annual sales,
income from operations, net income and cash flow. Management expects such
seasonality to continue in the future.
- 12 -
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
11 Statement re Computation of Per Share Earnings.
27 Financial Data Schedule (SEC/EDGAR only).
(b) Reports on Form 8-K
None.
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.
TIFFANY & CO.
(Registrant)
Date: December 13, 1995 By: /s/ James N. Fernandez
James N. Fernandez
Senior Vice President - Finance
and Chief Financial Officer
(principal financial officer)
- 13 -
<PAGE>
EXHIBIT INDEX
Exhibit Sequentially
Number Numbered Page
11 Statement re Computation of 15
Per Share Earnings
27 Financial Data Schedule --
(submitted to SEC only)
- 14 -
<PAGE>
<TABLE>
<CAPTION>
Item 6. TIFFANY & CO. AND SUBSIDIARIES
EXHIBIT 11 STATEMENT RE COMPUTATION OF PER SHARE EARNINGS
(Unaudited)
(in thousands, except per share data)
For The For The
Three Months Ended Nine Months Ended
October 31, October 31,
1995 1994 1995 1994
-------- -------- -------- --------
<S> <C> <C> <C> <C>
PRIMARY EARNINGS PER SHARE:
Net income on which primary
earnings per share are based $ 6,274 $ 4,720 $13,742 $10,046
======== ======== ======== =======
Weighted average number of
common shares 15,810 15,682 15,764 15,673
Add:
Weighted average effect of the
exercise of stock options 394 280 234 203
-------- -------- -------- --------
Weighted average number of shares on
which primary earnings are based 16,204 15,962 15,998 15,876
======== ======== ======== ========
Primary net income per common share $ 0.39 $ 0.30 $ 0.86 $ 0.63
======== ======== ======== ========
FULLY DILUTED EARNINGS PER SHARE:
Net income on which primary earnings
per share are based $ 6,274 $ 4,720 $13,742 $10,046
Add:
Interest and fees on convertible
subordinated debt, net of
applicable income taxes 428 428 1,298 1,416
-------- -------- -------- --------
Net income on which fully diluted
earnings per share are based $ 6,702 $ 5,148 $15,040 $11,462
======== ======== ======== ========
Weighted average number of common
shares used in calculating
fully diluted earnings per share 16,213 15,991 16,165 15,980
Add:
Shares assumed upon conversion
of convertible debt, using the
"if converted" method 893 893 893 893
-------- -------- -------- --------
Weighted average number of shares
used in calculating fully diluted
earnings per share 17,106 16,884 17,058 16,873
======== ======== ======== ========
<PAGE>
Fully diluted net income per common share $ 0.39 $ 0.30 $ 0.86 $ 0.63
======== ======== ======== ========
NOTE: In anticipation of the 6 3/8% Convertible Subordinated Debenture's dilutive effect in
the fourth quarter, fully diluted earnings per share reflects the weighted average number
of common shares outstanding under the "if converted" method which assumes conversion as
of the bond issuance date of the Debentures. Since the "if converted" method had the
effect of increasing fully diluted earnings per share (anti-dilutive) for the three and
nine months ended October 31, 1995 and 1994, primary earnings per share was used for
financial statement purposes.
</TABLE>
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000098246
<NAME> TIFFANY & CO.
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