SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (x)	Quarterly Report Pursuant to Section 13 or 15(d) of the Security Exchange Act of 1934 	For the Quarterly period ended July 1, 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 Number 1-7138 CAGLE'S, INC. 		GEORGIA		 			58-0625713 (State or other Jurisdiction of (I.R.S. Employer Identification No.) Incorporation or Organization) 2000 Hills Avenue, N.W. Atlanta, Georgia 30318 (Address of Principal Executive Offices and Zip Code) (404) 355-2820 (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 (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 issuer's classes of common stock, as of the latest practicable date Class Outstanding July 1, 1995 ------------------------------------- --------------------------------- Class A Common Stock, $1.00 Par Value	 	 5,034,182	 PART 1. FINANCIAL INFORMATION Cagle's, Inc. And Subsidary Consolidated Balance Sheets July 1, 1995 and April 1, 1995 (In Thousands, Except Par Value) (Unaudited) July 1,1995 July 2, 1994 ------------ ------------- Assets ----------------------------------------- CURRENT ASSETS Cash $1,345 $462 Accounts receivable, net of allowance for doubtful accounts of $257 and $141 at July 1, 1995 and April 1, 1995, respectively 13,581 15,013 Inventories 26,828 25,282 Other current assets 1,279 1,538 ------------ ------------ Total current assets 43,033 42,295 ------------ ------------ INVESTMENTS IN AND RECEIVABLES FROM UNCONSOLIDATED AFFILIATES 11,962 11,697 OTHER ASSETS 846 550 PROPERTY, PLANT, AND EQUIPMENT 68,779 66,897 Less accumulated depreciation (33,759) (32,668) ------------ ------------ Property, plant, and equipment, net 35,020 34,229 ------------ ------------ TOTAL ASSETS $90,861 $88,771 ============ ============ LIABILITIES & STOCKHOLDERS' EQUITY ----------------------------------------- CURRENT LIABILITIES Current Maturities $ 1,572 $ 1,572 Accounts payable 11,469 13,550 Accrued expenses 7,946 7,900 Current income taxes payable 1,420 967 Current deferred income taxes 714 714 ------------ ------------ Total Current Liabilities 23,121 24,703 ------------ ------------ LONG TERM DEBT (net of current maturities) 17,460 15,233 NONCURRENT DEFERRED INCOME TAXES 4,464 4,464 ------------ ------------ STOCKHOLDERS' EQUITY: Common stock, $1 par value; authorized 9,000 shares and 5034 shares issued 5,034 5,034 Capital in excess of par value 8,366 8,366 Retained earnings 32,416 30,971 ------------ ------------ Total stockholders' equity 45,816 44,371 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $90,861 $88,771 ============ ============ <FN> The accompanying notes are an integral part of these consolidated financial statements. Cagle's, Inc., & Subsidiary Consolidated Statements of Income For the 13 weeks ended July 1, 1995 and July 2, 1994 (Amounts in thousands, except per share data) (unaudited) 13 wks ended 13 wks ended July 1, 1995 July 2, 1994 ----------- ------------ Net Sales $89,421 $87,972 Costs and Expenses: Cost of Sales 83,623 78,630 Selling and Delivery 2,599 2,100 General and Administrative 1,607 1,925 ------- -------- Total costs and expenses 87,829 82,655 -------- -------- Income From Operations 1,592 5,317 Other Income(Expense): Interest expense (293) (287) Income from unconsolidated affiliates and other income, net 1,275 510 -------- -------- Income Before Income Taxes 2,574 5,540 Provision For Income Taxes 978 2,102 -------- -------- Net Income $1,596 $3,438 ======== ======== Weighted Average Number Of Common Shares Outstanding 5,034 5,204 ======== ======== Net Income Per Common Share $.32 $.66 ======== ======== DIVIDENDS PER COMMON SHARE $.0300 $.0250 <FN> The accompanying notes are an inteegral part of these consolidated financial statements. Cagle's, Inc & Subsidary Consolidated Statements of Cash Flows For the 13 weeks ended July 1, 1995 and July 2, 1994 (In Thousands) (unaudited) July 1, 1995 July 2, 1994 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $1,596 $3,438 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,100 1,101 (gain)loss on disposal of property, plant and equipment 0 (17) Changes in investment in and receivables from unconsolidated affiliates (265) 191 Changes in assets and liabilities: Accounts receivables, net 1,432 (2,664) Inventories (1,546) (424) Other current assets 259 299 Accounts payable (2,081) 881 Accrued expenses 46 1,065 Income taxes payable 453 (337) Deferred income taxes 0 1,255 ------- ------- Total Adjustments (602) 1,350 ------- ------- Net cash provided by operating activities 994 4,788 ------- ------- CASH FLOWS FROM INVESTING ACTIVITIES: Additions to property, plant, and equipment (1,882) (2,532) (Increase)decrease in other assets (305) (3,487) Proceeds from the sale of property, plant, and equip. 0 4 ------- ------- Net cash used in investing activities (2,187) (6,015) ------- ------- Cash Flows from financing activities: Payments of long-term debt and capital lease obligations (773) (307) Proceeds from issuance of long-term debt 3,000 5,000 Dividends Paid (151) (130) ------- ------- Net cash provided by (used in)financing activities 2,076 4,563 ------- ------- NET INCREASE(DECREASE) IN CASH 883 3,336 CASH AT BEGINNING OF PERIOD 462 875 ------- ------- CASH AT END OF PERIOD $1,345 $4,211 ======= ======= SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the period for: Interest $311 $287 ======= ======= Income Taxes paid $505 $1,133 ======= ======= <FN> The accompanying notes are an integral part of these consolidated financial statements. Cagle's, Inc. and Subsidiary Notes to Consolidated Condensed Financial Statements July 1, 1995 (Unaudited) 1. In the opinion of Management the accompanying unaudited consolidated financial statements contain all adjustments which are of a normal and recuring nature, necessary to present fairly the consolidated financial position of Cagle's, Inc. and Subsidiary (the "Company") as of July 1, 1995 and April 1, 1995 and the results of their operations and their cash flows for the 13 weeks ended July 1, 1995 and July 2, 1994. 2. The results of operations for the 13 weeks ended July 1, 1995 and July 2, 1994 are not necessarily indicative of the results expected for the full year. 3. Inventories consisted of the following (in thousands): July 1, 1995 April 1, 1995 Finished Products 7,949 7,813 Field Inventory and Breeders 14,830 13,742 Feed Eggs and Medication 2,676 2,243 Supplies 1,373 1,484 -------- --------- 26,828 25,282 4. The weighted average number of shares outstanding, cash dividends per common share and the Net Income per common share have been restated to reflect the 2 for 1 stock split to Stockholders of record in January 1995. 5. On June 24, 1995, the Company's plant in Pine Mountain Valley, Georgia was destroyed by fire. The Company believes that there is sufficient insurance coverage in place to cover all losses and costs expected to arise from the fire. However, the exact amount of recovery has not been determined as of the date. The Company plans to rebuild the facility on the original site. 6. As of May 31, 1995 the Company secured a $40 Million unsecured loan to finance the construction of its planned broiler complex in Kentucky. This facility is provided by two banks. As of July 1, 1995 no funds have been borrowed under this facility. Cagle's, Inc. and Subsidiary Management's Discussion and Analysis of Financial Condition and Results of Operations July 1, 1995 Financial Condition: Reduced earnings from operations and continued spending for capital projects caused the Company to draw down $3 Million of its $20 Million revolver during the quarter. Working capital, however, increased from the April 1, 1995, level by $2.3 Million. During the quarter the Company secured a $40 Million unsecured loan to provide construction financing for a planned facility in Kentucky. This project is currently delayed due to the fire at the Pine Mountain facility and will be reevaluated at a future date. Meanwhile, the financing is available when required. Results of Operations: Sales for the 13 weeks ended July 1, 1995 increased by 1.6% as compared to the same period of a year ago and cost of sales increased by 6.3% resulting in a reduced gross margin reduction from 10.6% for the quarter ended July 2, 1994 to 6.5% for the quarter ended July 1, 1995. This change in margin is mainly the result of $.057 per pound lower market price for broilers during the quarter as compared to the same period last year and also, additional plant costs associated with production changes in the Collinsville and Atlanta plants. The Company is proceeding to rebuild the Pine Mountain Valley Plant that was destroyed by fire on June 25, 1995 on the old site. This facility will be operated as a cost plus plant. Selling, Delivery and General and Administrative Expenses: 	 Selling, delivery and general and administrative expenses for the 13 weeks ended July 1, 1995 increased by 4.5% over the same period of a year ago with storage and brokerage expenses primarily contibuting to this increase due to higher inventory levels to support the additional sales. Interest Expense: Interest expense for the quarter ended July 1, 1995 is essentially unchanged from the comparable quarter of a year ago. While short term rates have increased, overall debt levels were slightly lower prior to borrowing under the unsecured line of credit in June of 1995. Income Taxes: The provision for income taxes for the 13 week periods ended July 1, 1995 and April 1, 1994 reflects taxes computed at statutory rates. Part II	Other Information 	Item 9. Exhibits and Reports on Form 8-K 		a. not applicative 		b. A report on Form 8-K was filed in April 1995 to disclose the Company's new unsecured revolving credit agreement. Signatures Pursuant to the requirements of the Security Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date___August 10, 1995___ _/s/ J. Douglas Cagle________________ J. Douglas Cagle Chairman and Chief Executive Officer Date___August 10, 1995___ _/S/ Kenneth_R. Barkley______________ Kenneth R. Barkley Senior Vice President Finance/Treasurer/CFO