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                                   FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

           (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

    FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 1995

                                       OR


          /  /  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

    For the transition period from ________________ to _________________

    Commission File No. 0-209


                   BASSETT FURNITURE INDUSTRIES, INCORPORATED
             (Exact name of Registrant as specified in its charter)

                                               
                       Virginia                             54-0135270 
      -----------------------------------------         ---------------
           (State or other jurisdiction                    (I.R.S. Employer
      of incorporation or organization)                 Identification No.)
Bassett, Virginia 24055 ----------------------------- (Address of principal executive offices) (Zip Code) (540) 629-6000 (Registrant's telephone number, including area code) 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, and (2) has been subject to such filing requirements for the past 90 days. Yes X No --------- --------- At August 31, 1995, 14,047,653 shares of common stock of the Registrant were outstanding. Page 1 of 9 2 PART I - FINANCIAL INFORMATION BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF INCOME AND RETAINED EARNINGS - UNAUDITED
NINE MONTHS ENDED AUGUST 31, THREE MONTHS ENDED AUGUST 31, ---------------------------- ----------------------------- 1995 1994 1995 1994 ---- ---- ---- ---- Net sales $361,752,321 $381,271,061 $119,183,765 $124,967,415 Costs and expenses Cost of sales 301,097,044 314,128,874 98,472,087 103,459,715 Selling, general and administrative 48,839,196 49,360,201 16,332,759 16,733,016 ------------ ------------ ------------ ------------ 349,936,240 363,489,075 114,804,846 120,192,731 ------------ ------------ ------------ ------------ Income from operations 11,816,081 17,781,986 4,378,919 4,774,684 Other income, net 10,295,806 6,606,876 3,796,872 1,963,367 ------------ ------------ ------------ ------------ Income before income taxes and cumulative effect of a change in accounting principle 22,111,887 24,388,862 8,175,791 6,738,051 Income taxes (6,457,500) (7,390,000) (2,394,500) (2,149,000) ------------ ------------ ------------- ------------ Income before cumulative effect of a change in accounting principle 15,654,387 16,998,862 5,781,291 4,589,051 Cumulative effect of a change in accounting principle -0- (510,200) -0- -0- ------------ ------------ ------------ ------------ NET INCOME 15,654,387 16,488,662 5,781,291 4,589,051 Retained earnings - beginning of period 221,949,817 216,211,676 226,188,020 220,014,909 ------------ ------------ ------------ ------------ 237,604,204 232,700,338 231,969,311 224,603,960 Cash dividends (8,444,424) (8,593,977) (2,809,531) (2,837,897) Retirement of purchased common stock (777,743) (5,135,861) (777,743) (2,795,563) ------------ ------------ ------------ ------------ Retained earnings - end of period $228,382,037 $218,970,500 $228,382,037 $218,970,500 ============ ============ ============ ============ EARNINGS PER SHARE: Income before cumulative effect of a change in accounting principle $1.11 $ 1.18 $.41 $ .32 Cumulative effect of a change in accounting principle -0- (.04) -0- -0- ------ ------ ----- ----- NET INCOME PER SHARE $ 1.11 $ 1.14 $ .41 $ .32 ====== ====== ===== ===== DIVIDENDS PER SHARE $ .60 $ .60 $ .20 $ .20 ====== ====== ===== =====
- -------------------------------- The accompanying notes are an integral part of the condensed consolidated financial statements. Page 2 of 9 3 PART I - FINANCIAL INFORMATION - CONTINUED BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEET - UNAUDITED
ASSETS AUGUST 31, 1995 NOVEMBER 30, 1994 - ------ ----------------- ----------------- Current Assets Cash and cash equivalents $ 57,507,504 $ 42,314,957 Trade accounts receivable, less allowances for doubtful accounts and discounts 66,180,271 71,936,750 Inventories: Finished goods 47,100,731 45,243,596 Work in process 15,484,490 15,588,696 Raw materials and supplies 44,047,255 44,588,519 ------------ ------------ 106,632,476 105,420,811 Less LIFO adjustment 26,646,000 25,346,000 ------------ ------------ 79,986,476 80,074,811 Prepaid expenses 2,354,976 2,206,736 Prepaid income taxes -0- 274,675 Deferred income taxes 1,891,000 1,823,000 ------------ ------------ 207,920,227 198,630,929 Property, Plant and Equipment Cost 212,659,126 207,227,241 Less allowances for depreciation 158,642,057 152,673,335 ------------ ------------ 54,017,069 54,553,906 Other Assets Investment in securities 41,614,463 43,638,983 Investment in affiliated companies 38,150,587 35,080,525 Other 10,439,413 8,593,887 ------------ ------------ 90,204,463 87,313,395 ------------ ------------ $352,141,759 $340,498,230 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------- Current Liabilities Accounts payable $ 30,306,148 $ 29,786,395 Accrued compensation 4,864,902 5,215,159 Income taxes 2,222,893 -0- ------------ ------------ 37,393,943 35,001,554 Deferrals Deferred liabilities 10,073,078 9,529,784 Deferred income taxes 1,723,500 774,000 ------------ ------------ 11,796,578 10,303,784 Stockholders' Equity Common stock 70,238,265 70,434,075 Retained earnings 228,382,037 221,949,817 Unrealized holding gains, net of tax 4,330,936 2,809,000 ------------ ------------ 302,951,238 295,192,892 ------------ ------------ $352,141,759 $340,498,230 ============ ============
- -------------------------------- The accompanying notes are an integral part of the condensed consolidated financial statements. Page 3 of 9 4 PART I - FINANCIAL INFORMATION - CONTINUED BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS - UNAUDITED
NINE MONTHS ENDED AUGUST 31, ------------------------------------------- 1995 1994 ---- ---- NET CASH PROVIDED BY OPERATING ACTIVITIES $25,808,844 $12,268,484 INVESTING ACTIVITIES Changes in investment securities 7,155,646 (2,709,344) Purchases of property, plant and equipment (6,523,427) (6,920,480) Proceeds from sale of property, plant and equipment 59,000 224,616 Dividends from affiliated company 817,129 817,129 Increase in cash surrender value of life insurance (2,838,284) (2,277,400) Other 131,616 306,908 ----------- ----------- (1,198,320) (10,558,571) FINANCING ACTIVITIES Exercise of stock options 48,733 -0- Purchase of common stock (1,022,286) (6,857,240) Cash dividends (8,444,424) (8,593,976) ------------ ------------ (9,417,977) (15,451,216) ------------ ------------ CHANGE IN CASH AND CASH EQUIVALENTS 15,192,547 (13,741,303) CASH AND CASH EQUIVALENTS - beginning of period 42,314,957 52,957,556 ----------- ----------- CASH AND CASH EQUIVALENTS - end of period $57,507,504 $39,216,253 =========== ===========
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS A. Per share amounts are based on 14,082,213 and 14,349,932 weighted average number of shares outstanding at August 31, 1995 and 1994, respectively. B. Effective December 1, 1993, the Company adopted the provisions of FASB Statement No. 109 and reported the cumulative effect of the change in the method of accounting for income taxes in the financial statements for 1994 in the amount of $510,200. The principal cause of this adjustment was due to the basis difference of an acquisition made in a prior year which was accounted for as a purchase transaction. C. Effective December 1, 1993, the Company adopted the provisions of FASB Statement No. 115 "Accounting for Certain Investments in Debt and Equity Securities" and initially reported the effects thereof in the 1994 financial statements. Under Statement No. 115 the Company classifies its investment in securities as available-for-sale, which is reported at fair value. Unrealized holding gains and losses (net of tax effect) are reported as a separate component of stockholders' equity. The fair value and cost of the investment in securities was $41.6 million and $34.6 million at August 31, 1995, respectively. Page 4 of 9 5 PART I - FINANCIAL INFORMATION - CONTINUED BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS: Major components of net income, expressed as a percentage of net sales, are reflected below:
Nine Months Ended August 31, Three Months Ended August 31, ---------------------------- ------------------------------ 1995 1994 1995 1994 ---- ---- ---- ---- Cost of sales 83.23% 82.39% 82.62% 82.79% Selling, general and admin. 13.50 12.95 13.70 13.39 Income from operations 3.27 4.66 3.68 3.82 Other income, net 2.84 1.74 3.18 1.57 Income before income taxes 6.11 6.40 6.86 5.39 Income taxes 1.78 1.94 2.01 1.72 Accounting change -0- .13 -0- -0- Net income 4.33 4.33 4.85 3.67
NET SALES Net sales for the third quarter were up slightly over second quarter ($119.2 million vs. $119.0 million). Moreover, the year to year decline in net sales in the third quarter was approximately one third the decline experienced in the second quarter. Net sales for the 1995 third quarter were $119.2 million, a decrease of $5.8 million from $125 million in 1994. This compares to the $15.6 million decline experienced in the second quarter of 1995 compared to 1994. The order backlog improved in the third quarter from the low levels reached in the second quarter, reflecting an improved incoming order rate. This improvement has generally been across all the Company's Divisions. COSTS AND EXPENSES Cost of sales, as a percentage of net sales, was 82.62% for the 1995 third quarter, down from 82.79% in 1994 and also, down from 83.76% in the second quarter of 1995. The components of cost of sales, expressed as a percentage of net sales, are reflected below:
Nine Months Ended August 31, Three Months Ended August 31, ----------------------------- ----------------------------- 1995 1994 1995 1994 ---- ---- ---- ---- Materials 49.51% 48.81% 49.82% 49.36% Labor 21.33 21.57 20.83 21.49 Overhead 12.39 12.01 11.97 11.94 ----- ----- ----- ----- 83.23% 82.39% 82.62% 82.79%
Page 5 of 9 6 PART I - FINANCIAL INFORMATION - CONTINUED BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - CONTINUED COSTS AND EXPENSES - continued Raw material costs continued to escalate in the third quarter without the Company being able to pass the increases through to the retail sector. This is exemplified by the fact that the Consumer Price Index for household furnishings has remained flat in 1995 compared to 1994. Overhead costs decreased in the third quarter to 11.97% from 12.83% in the second quarter. Third quarter of 1995 was flat compared to 1994, despite a decrease in net sales of $5.8 million from 1994 to 1995. This reflects the progress made to reduce and control production overhead costs. Selling, general and administrative expenses, expressed as a percentage of net sales, were 13.70% in the 1995 third quarter, down from 13.86% in the second quarter. However, after nine months in 1995, these expenses are at 13.50% up from 12.95% in 1994. Through nine months of 1995, variable costs have maintained their relationship to net sales, but some fixed costs, primarily those associated with the marketing and merchandising efforts, have not decreased in proportion to the decrease in net sales. OTHER INCOME, NET Major sources of other income are shown below (in thousands):
Nine Months Ended August 31, Three Months Ended August 31, ---------------------------- ----------------------------- 1995 1994 1995 1994 ---- ---- ---- ---- Equity in unremitted income of affiliated companies $3,566 $3,078 $1,125 $1,011 Interest (principally tax exempt) 1,756 1,231 633 419 Dividends 1,736 1,700 526 533 Gain from sales of securities 2,676 357 1,312 (5) Other 562 241 201 5 ------- ------ ------ ------ $10,296 $6,607 $3,797 $1,963 ======= ====== ====== ======
INCOME TAXES The effective income tax rate reflects the federal rate of 35% plus an effective state rate of approximately 3%. This combined rate is next subject to reduction due primarily to the effects of: (i) dividends received exclusion; (ii) tax exempt interest, (iii) unremitted affiliate income, and (iv) corporate owned life insurance. LIQUIDITY AND CAPITAL RESOURCES: The current ratio was 5.6 to 1 at August 31, 1995, 6.5 to 1 at May 31, 1995 and 5.7 to 1 at November 30, 1994. Working capital has remained stable in the past year; varying between $171 million at August 31, 1995 and $164 million at November 30, 1994. Cash provided by operations increased to $26 million for the nine months of 1995 compared to $12 million in the same period of 1994; $9 million of this amount was generated in the 1995 third quarter compared to $6 million in the 1994 third quarter. Cash provided by operating activities is expected to be adequate for normal future cash requirements. There were no significant commitments for capital expenditures at August 31, 1995. Capital expenditures that will be made in the future for normal requirements are expected to be made from funds generated by operating activities. Page 6 of 9 7 PART II - OTHER INFORMATION BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a. Exhibits (27) Financial Data Schedule 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. BASSETT FURNITURE INDUSTRIES, INCORPORATED /s/ ROBERT H. SPILMAN - ----------------------------------------------------------------------- Robert H. Spilman, Chairman of the Board, and Chief Executive Officer DATE: 10/6/95 ------------------------------- /s/ PHILIP E. BOOKER - ----------------------------------------------------------------------- Philip E. Booker, Vice President, Controller (Chief Accounting Officer) DATE: 10/6/95 ------------------------------- Page 7 of 9 8 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT For the quarter ended Commission File Number August 31, 1995 0-209 BASSETT FURNITURE INDUSTRIES, INCORPORATED EXHIBIT INDEX
Exhibit No. Exhibit Description Page No. ------------ ------------------- -------- 27 Financial Data Schedule page - 9
Page 8 of 9
 

5 1,000 9-MOS NOV-30-1995 DEC-1-1994 AUG-31-1995 57,508 41,614 66,180 0 79,986 207,920 212,659 158,642 352,142 37,394 0 70,238 0 0 232,713 352,142 361,752 372,048 301,097 349,936 0 471 0 22,112 6,458 15,654 0 0 0 15,654 1.11 0