0
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended January 28, 1995
Commission File Number 1-5452
ONEIDA LTD.
ONEIDA, NEW YORK 13421-2829
(315) 361-3636
NEW YORK 15-0405700
(State of Incorporation) (I.R.S. Employer
Identification No)
Securities registered pursuant to Section 12(b) of the Act:
Name of exchange
Title of Class on which registered
Common Stock, par value New York Stock Exchange
$1.00 per share
with attached
Preferred Stock purchase
rights
Securities registered pursuant to Section 12(g) of the Act:
6% Cumulative Preferred Stock, par value $25 per share
(Title Of Class)
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 l934
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 by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10 -K or any amendment to
this Form 10 -K. ( X )
The aggregate market value of the voting stock held by non-affiliates of the
registrant as of the close of business on March 13, 1995 was $156,089,196.
The number of shares of Common stock ($1.00 par value) outstanding as of March
13, 1995 was 10,906,939.
Documents Incorporated by Reference
1. Portions of Oneida Ltd.'s Annual Report to Stockholders for the fiscal year
ended January 28, 1995 (Parts I and II of Form 10-K).
2. Portions of Oneida Ltd.'s Definitive Proxy Statement dated April 28, 1995
(Part III of Form 10-K).
1
PART I
ITEM 1. BUSINESS.
General.
The Company (unless otherwise indicated by the context, the term "Company" means
Oneida Ltd. and its wholly-owned subsidiaries) was incorporated in New York in
1880 under the name Oneida Community, Limited. In 1935, the Company's name was
changed to Oneida Ltd. It maintains its executive offices in Oneida, New York.
Since its inception, the Company has manufactured and marketed tableware,
initially sterling and later silverplated and stainless steel products. By
acquiring subsidiaries and expanding its tableware lines, the Company has
diversified into the fabrication of copper wire, the manufacture of commercial
china tableware and the marketing of other tableware and gift items, most
notably, crystal.
Financial Information About Industry Segments.
The Company operates in two principal industries: Tableware and Industrial Wire
Products.
Information regarding the Company's operations by industry segment for the
years ended January 28, 1995, January 29, 1994 and January 30, 1993 is set forth
on page 26 of the Company's Annual Report to Shareholders for the year ended
January 28, 1995, parts of which are incorporated herein by reference.
Narrative Description of Business.
The following is a description of the business of the Company in the Tableware
and Industrial Wire Products industries.
TABLEWARE
In the tableware industry, the Company is organized to serve two markets:
consumer and foodservice. This is accomplished by an organizational structure
designed to serve four marketing focal points: the Consumer Retail Division;
Consumer Direct Division; Foodservice Division and the International Division.
Consumer operations focus on individual consumers, both in the United States and
around the world, offering an array of tabletop and giftware products including
stainless steel, silverplated and sterling flatware; silverplated and stainless
steel holloware; cutlery; and crystal stemware and decorative pieces.
Flatware and holloware are manufactured primarily at the Company's facilities in
Sherrill, New York. Increasingly, however, its operations have been harmonized
with the Company's other two North American manufacturing facilities to maximize
the efficiency of producing a comprehensive product line for domestic and
international markets. Production at Oneida Canada, Limited, a wholly owned
subsidiary in Niagara Falls, Ontario, has been integrated with operations at
the Sherrill plant with each facility producing complementary items in similar
product lines. Meanwhile, Oneida Mexicana, S.A., which is operated as a
maquiladora in Toluca, Mexico, manufactures cutlery and consumer flatware
patterns which are not produced at the Company's other facilities. The Company
also imports consumer products from several international sources.
The Company's wide-ranging consumer marketing activities are coordinated by the
Oneida Silversmiths Division from its central offices in Oneida, New York.
Responsibilities are divided between the Consumer Retail and Consumer Direct
divisions.
The Consumer Retail Division serves retail accounts, particularly major retail
outlets, primarily on a direct basis. For some accounts, orders direct from the
retailer to the Company are fulfilled by Oneida's wholly-owned subsidiary,
Oneida Distribution Services, Inc., which has two distribution centers. Oneida
Distribution Services, Inc. also provides sales and merchandising support
services to retail accounts.
2
The Consumer Direct Division is responsible for managing Special Sales, which
focus on serving business customers in the premium, incentive, mail order and
direct selling markets. This division also includes Kenwood Silver Company,Inc.,
another wholly-owned subsidiary which plays a significant role in the overall
marketing of the Company's products. Kenwood Silver has grown to sixty-eight
retail factory store outlets located in resort and destination shopping areas
across the United States. Two additional factory stores are operated in Canada
by Oneida Canada, Ltd., in Niagara Falls and near
Montreal.
Foodservice operations manufacture and import stainless steel and silverplated
tableware, vitreous, porcelain and bone china, and crystal, which are sold
to restaurants and hotel chains, food distributors, airlines, institutions and
other related customers. These operations are consolidated within the Oneida
Foodservice Division.
Flatware for the foodservice market is sourced primarily from the Company's
manufacturing facilities in Sherrill, Niagara Falls and Toluca, while
foodservice holloware is primarily imported. Buffalo China, Inc., a wholly-
owned subsidiary located in Buffalo, New York, is a leading manufacturer of
vitreous china for the foodservice industry. Buffalo China also owns a
subsidiary organized as a maquiladora in Juarez, Mexico. This subsidiary,
Ceramica de Juarez, S.A., produces bisque china which is finished in Buffalo.
The Foodservice Division is also the exclusive distributor of certain china
products manufactured by Schonwald and Noritake Co., Inc. for the United States
foodservice and institutional markets.
International operations in both the consumer and foodservice markets are
overseen by the Oneida International Division. The International Division
coordinates the marketing of Oneida's domestic products overseas as well as
the distribution of the products of Oneida Silversmiths' United Kingdom branch.
The Company is 80% owner of Oneida International, Inc., a joint venture formed
to market tabletop products of Italian design which are sourced internationally.
Oneida International, Inc. sells these products through its wholly-owned Italian
subsidiary, Sant'Andrea S.r.l., in the international foodservice market. The
foodservice and consumer markets in Mexico, Central America and South America
are served by Oneida Mexicana, S.A.
The percentage of tableware sales to total consolidated sales for the fiscal
years, which end in January, is as follows:
1995 1994 1993
68% 71% 69%
The principal raw materials and supplies used by the Company for metal tableware
are stainless steel, silver and various copper alloys. For china, they are
various clays, flint and aluminum oxide. These materials are purchased in the
open market to meet current requirements. The Company does not anticipate any
delays or difficulties in obtaining raw materials or supplies.
Although the Company maintains design and engineering departments to develop new
products and improve existing products and methods of manufacturing,
expenditures in these research activities are not material. The Company owns
number of design patents in the United States and foreign countries, but these
patents are not material to the Company.
Both consumer and institutional operations use a number of trademarks and trade
names which are advertised or promoted extensively including ONEIDA, COMMUNITY,
HEIRLOOM, ROGERS, LTD, BUFFALO CHINA, SANT'ANDREA, DJ and NORTHLAND.
Although consumer operations normally do a greater volume of business during
October, November and December, primarily because of holiday-related orders
for tableware products, the total tableware business is not considered
seasonal.
No material part of the Company's tableware business is dependent upon a
single customer or a few customers, the loss of whom would have a materially
adverse effect. Sufficient inventories of tableware products are maintained by
the Company to respond promptly to orders.
3
Tableware operations had order backlogs of $12,465,000 as of March 18, 1995
and $17,600,000 as of April 2, 1994. This backlog is expected to be filled
during the current fiscal year. The amount of backlog is reasonable for the
tableware industry.
The Company is the only domestic manufacturer of a complete line of stainless
steel, silverplated and sterling tableware products. The Company believes that
it is the largest producer of stainless steel and silverplated flatware in the
world. The Company faces competition from several smaller domestic companies
that market both imported and domestically manufactured lines and from at
least thirty importers engaged exclusively in marketing foreign-made tableware
products.
The consumer tableware business is highly competitive. The principal factors
affecting domestic competition in this market are design, price and quality.
Other factors that have an effect on competition are availability of replacement
pieces and product warranties. In the opinion of the Company, no one factor is
dominant, and the significance of the different competitive factors varies
from customer to customer.
The foodservice tableware business is highly competitive. The principal factors
affecting competition in this market are price, service and quality. The
Oneida foodservice operation's products and service are highly regarded in this
industry, and it is one of the largest sources of commercial china, stainless
steel and silverplated tableware in the United States.
INDUSTRIAL WIRE PRODUCTS
The Company manufactures copper wire and cable products through Camden Wire Co.,
Inc. ("Camden"), a wholly-owned subsidiary. Camden, a supplier of copper
conductor wire, produces bare and tinned copper wire in bunched and concentric
stranded, braided and extra flexible stranded forms, as well as tin or alloy
electroplated wire. Camden's customers include integrated and non-integrated
manufacturers of insulated wire and cable, primarily in the
electronics/computer, consumer and automotive industries, and manufacturers of
carbon brushes, circuit-breakers, resistors and capacitors for use in
transformers, generators, motors and appliances. Camden has expanded its
ability to serve customers in its high value-added, fine wire markets by
diversifying into more highly technical wire fabrication through its Shunt
Technology division.
The percentage of sales of wire and cable to total consolidated sales for the
fiscal years, which end in January, is as follows:
1995 1994 1993
32% 29% 31%
The principal raw materials used by Camden are copper rod and tin ingots which
are purchased and readily available in the open market. No delay or difficulty
in obtaining such raw materials is anticipated.
Camden owns certain mechanical patents; however, these are not believed to be
material.
Camden's business is not seasonal. Sufficient inventories of products are
maintained by Camden to respond promptly to orders.
No material part of Camden's business is dependent upon a single customer or a
few customers, the loss of whom would have a permanent and materially adverse
effect on profits. Camden had an order backlog of $17,900,000 as of March 6,
1995 and $17,700,000 as of April 2, 1994.
4
Camden is one of more than three hundred firms that participate in the
nonferrous wire drawing and insulating industry. However, Camden actually
competes in a segment of this industry: wire fabricators without rod mills or
insulating facilities. While Camden is a leader in this industry segment, it
faces competition from approximately twenty other similar domestic companies.
Foreign competition is increasing on both a direct and indirect basis as the
wire in many products exported to the United States is sourced from wire
manufacturers located in the exporting country.
The principal factors affecting competition in this subindustry are price,
quality, service and the range and selection of wire and cable products. No one
factor is dominant and the significance of the different competitive factors
varies from customer to customer.
Other Matters.
Research and Development
The Company's research activities in connection with the development of
new or improved products and services and related expenditures during the past
three fiscal years have not been material.
Environmental
The Company does not anticipate that compliance with federal, state and
local environmental laws and regulations will have any material effect upon the
capital expenditures, earnings or competitive position of the Company. The
Company does not anticipate any material capital expenditures for environmental
control facilities for the remainder of the current fiscal year or the
succeeding fiscal year.
Employees and Employee Relations
The Company and its wholly-owned subsidiaries employ approximately 4,570
employees in domestic operations and 1,020 employees in foreign operations.
ITEM 2. PROPERTIES
The principal properties of the Company and its subsidiaries are situated at the
following locations and have the following characteristics:
Tableware Approximate
Square Feet
Oneida, New York Executive Administrative
Offices 95,000
Sherrill, New York Manufacturing Stainless
Steel, Silverplated and
Sterling Tableware 1,082,000
Sherrill, New York Manufacturing Knives 135,000
Buffalo, New York Office and Warehouse 82,000
Buffalo, New York Manufacturing China 257,000
Ontario, California Warehouse 21,000
Nashville, Tennessee Warehouse 25,000
Niagara Falls, Ontario Manufacturing Stainless Steel
and Silverplated Flatware 120,000
Bangor, N. Ireland Office and Warehouse 32,000
5
Toluca, Mexico Manufacturing Stainless
Steel Flatware 75,000
Juarez, Mexico Manufacturing Bisque China 65,000
Industrial Wire
Camden, New York Administrative Offices and
Manufacturing Wire and Cable
Products 414,000
Pine Bluff, Arkansas Office and Manufacturing
Wire and Cable Products 167,000
All of these buildings are owned by the Company with the following exceptions:
The offices and warehouses in Ontario, California; Nashville, Tennessee and
Bangor, Northern Ireland are leased.
120,000 square feet of the 167,000 square foot Pine Bluff, Arkansas
manufacturing properties is subject to a mortgage in the amount of $9,000,000
covering real property and equipment to secure a like amount of Industrial
Development Revenue Bonds. Pursuant to an Installment Sale Agreement with the
City of Pine Bluff, Arkansas, dated August 1,1985, Camden Wire Co., Inc. is
purchasing this portion of the Pine Bluff properties over a twenty-year period
and will take title to the property upon retirement of the bonds on or before
August 1, 2005. The remaining 47,000 square feet of the Pine Bluff, Arkansas
properties is owned outright by Camden Wire Co., Inc.
The Buffalo, New York manufacturing property is subject to a mortgage in the
principal amount of approximately $1,846,000 covering both real property and
equipment to secure a like amount of Industrial Revenue Bonds. Pursuant to the
terms of a Lease Agreement dated February 1, 1980, the real property is leased
by Buffalo China from the Erie County Industrial Development Agency for a term
of twenty years upon the expiration of which the property will be conveyed back
to Buffalo China.
In addition to the land primarily associated with its manufacturing operations,
the Company owns approximately 500 additional acres in the cities of Sherrill
and Oneida and the Town of Vernon, New York.
The Company leases sales offices and/or showrooms in New York, Los Angeles,
Dallas, Atlanta and London, England. The Company and its subsidiaries lease
warehouse space in various locations throughout the United States. The Company
also leases retail outlet space through its wholly-owned subsidiary, Kenwood
Silver Company, Inc., in various locations throughout the United States.
In January 1983, the Company entered into a 25-year lease for an office facility
in Redmond, Washington. The remaining lease commitment for this facility is
$26,186,290. The company has sublet substantially all of the building through
1998. The sublease income projected through 1999 is $3,448,794.
The Company's buildings are located on sufficient property to accommodate any
further expansion or development. The properties are served adequately by
transportation facilities, are well maintained and are adequate for the purposes
for which used.
ITEM 3. LEGAL PROCEEDINGS
Management believes there is no ongoing or pending litigation with a material
effect on the financial position of the Company.
ITEM 4. SUBMISSIONS OF MATTERS TO A VOTE OF
STOCKHOLDERS.
None.
6
PART II
Information required to be furnished under this Part (Items 5 through 9) is set
forth in the Company's Annual Report to Shareholders for the year ended January
28, 1995, at the respective pages indicated, and incorporated by reference.
ITEM 5. MARKET FOR THE COMPANY'S COMMON STOCK AND
RELATED SECURITY HOLDER MATTERS.
Pages 28 and 30 of the Company's Annual Report.
ITEM 6. SELECTED FINANCIAL DATA.
Page 31 of the Company's Annual Report.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.
Pages 29 and 30 of the Company's Annual Report
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Pages 17 through 31 of the Company's Annual Report.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE.
None.
PART III
Some of the information required to be furnished under this Part (Items 10
through 13) is set forth in the Company's definitive Proxy Statement dated April
28, 1995 (File 1-5452) at the respective pages indicated, and incorporated by
reference.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE
REGISTRANT.
Pages 2 through 4 of the Company's definitive Proxy Statement.
Executive Officers of the Registrant
The persons named below are the executive officers of the Company and have been
elected to serve in the capacities indicated at the pleasure of the Oneida Ltd.
Board of Directors.
Name, Age and Positions Principal Business Affiliations
with Corporation During Past Five Years
Thomas A. Fetzner, 47 Mr. Fetzner has been Corporate
Vice President and Controller and Vice President
Corporate Controller for more than the past five years.
7
Terry M. French, 51 Mr. French has been President of
President Camden Wire Co., Inc. for more
Camden Wire Co., Inc. than the past five years.
Barry G. Grabow, 51 Mr. Grabow has been Treasurer
Treasurer of the company for more than the past five years.
Glenn B. Kelsey, 43 Mr. Kelsey has been President
President of Foodservice Operations for
Oneida Foodservice more than the past five years.
and International In 1991, he was given the
Divisions; and a additional responsibility of
Director President, Oneida International Division
William D. Matthews, 60 Mr. Matthews has been Chairman
Chairman of the Board, Of the Board and Chief Executive
Chief Executive Officer Officer for more than the past five years.
and a Director
Gary L. Moreau, 40 Mr. Moreau was elected President
President, Chief and Chief Operating Officer
Operating Officer of the Company in 1991. Mr. Moreau
and a Director had been President and Chief Operating Officer of
the Oneida Silversmiths Division since 1987.
Walter A. Stewart, 62 Mr. Stewart has been Senior Vice
Senior Vice President, President, Manufacturing and Engineering, for
Manufacturing and more than the past five years.
Engineering, Oneida
Silversmiths Division
and a Director
Catherine H. Suttmeier, 38 Ms. Suttmeier was elected General Counsel
Vice President, General and Secretary in January 1992 and Vice President
Counsel and Secretary in December 1992. She had served as Associate
Counsel and Assistant Secretary since 1986.
Edward W. Thoma, 49 Mr. Thoma has been Senior Vice
Senior Vice President President, Finance for more
Finance than the past five years.
ITEM 11. EXECUTIVE COMPENSATION.
Pages 5 through 8 of the Company's definitive Proxy Statement.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT.
Pages 1 through 4 of the Company's definitive Proxy Statement.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Pages 2 through 4 of the Company's definitive Proxy Statement.
8
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
ON FORM 8K.
(a)1. Financial statements incorporated by reference from the Company's 1995
Annual Report to Shareholders and filed as part of this Report:
Consolidated Statement of Operations for the fiscal years ended
1995, 1994 and 1993 (page 17 of the Company's Annual Report).
Consolidated Balance Sheet for the fiscal years ended in 1995 and 1994
(pages 18 and 19 of the Company's Annual Report).
Consolidated Statement of Cash Flows for the fiscal years ended
1995, 1994 and 1993 (page 20 of the Company's Annual Report).
Notes to Consolidated Financial Statements (pages 21-28 of the
Company's Annual Report).
Independent Auditors' Report (page 28 of the Annual Report).
2. Financial Statement Schedules:
Schedules for the fiscal years ended 1995, 1994 and 1993:
Property, Plant and Equipment (Schedule V)(page 13 of this Report).
Accumulated Depreciation of Property, Plant and Equipment (Schedule
VI) (page 14 of this Report).
Valuation and Qualifying Accounts (Schedule VIII)(page 15 of this
Report).
Short-term Borrowings (Schedule IX)(page 16 of this Report).
Supplementary Income Statement Information (Schedule X)(page 17 of
this Report).
Report of Independent Public Accountants (page 12 of this Report).
All other schedules have been omitted because of the absence of conditions under
which they are required or because the required information is included in the
financial statements submitted.
3. Exhibits:
(3) The Restated Certificate of Incorporation and the By-Laws, as
previously amended, which are incorporated by reference to the Registrant's
Annual Report on Form 10-K for the year ended January 29, 1994.
9
(4)(a) Note Agreement dated as of January 1 1992 between Oneida Ltd. and
Allstate Life Insurance and Pacific Mutual Life Insurance Company, which is
incorporated by reference to the Registrant's Annual Report on Form 10-K for the
year ended January 25, 1992. Letter of Credit, Bond Purchase and Guaranty
Agreement dated August 1, 1990 between Oneida Ltd. and Chemical Bank, N.A.,
which is incorporated by reference to the Registrant's Annual Report on Form 10-
K for the year ended January 26, 1991. Two Amendments dated March 30, 1992 and
November 9, 1992, respectively, to the Letters of Credit,Bond Purchase and
Guaranty Agreement dated August 1, 1990, which are incorporated by reference to
the Registrant's Annual Report on Form 10-K for the year ended January 30, 1993.
Revolving Credit Agreement dated as of January 21, 1994 between Oneida Ltd. and
The Chase Manhattan Bank, N.A., Chemical Bank, and Nationsbank of North
Carolina, N.A., which is incorporated by reference to the Registrant's Annual
Report on Form 10-K for the year ended January 29, 1994.
(b) Shareholder Rights Agreement dated December 13,1989. Assignment and
Assumption Agreement dated November 1, 1991.
(c) Loan Agreement dated as of August 19, 1992 between Oneida Ltd. and
New York State Urban Development Corporation, which is incorporated by reference
to the Registrant's Annual Report on Form 10-K for the year ended January 30,
1993.
(10)(a) Employment agreements for two executive employees of the Company
dated October 1, 1982.
(b) Oneida Ltd. Management Incentive Plan adopted by the Board of
Directors on February 24, 1988, which provides for the payment of bonus awards
to senior management employees.
(c) Oneida Ltd. 1987 Stock Option Plan, which is incorporated by
reference to the Registrant's Annual Report on Form 10-K for the year ended
January 30, 1993.
(d) Oneida Ltd. Employee Security Plan adopted by the Board of Director
on July 26, 1989.
(e) Employment Agreements with five executive employees of the Company
dated July 26, l989.
(f) Oneida Ltd. Restricted Stock Award Plan as adopted by the Board of
Directors on November 29, 1989 and approved by shareholders on May 30, 1990 for
the granting of common stock to key employees, which is incorporated by
reference to the Registrant's Annual Report on Form 10-K for the year ended
January 26, 1991.
(g) Oneida Ltd. Deferred Compensation Plan for Key Employees as adopted
by the Board of Directors on October 27, 1993, which is incorporated by
reference to the Registrant's Annual Report on Form 10-K for the year ended
January 29, 1994.
(11) Computation of per share earnings.
(13) Portions of the Oneida Ltd. Annual Report to Shareholders for the
fiscal year ended January 28, 1995, which have been incorporated by reference in
this Form 10-K.
(22) Subsidiaries of the Registrant.
(b) No reports on Form 8-K were filed by the Registrant during the quarter ended
January 28, 1995.
10
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
ONEIDA LTD.
By: /s/ WILLIAM D. MATTHEWS
William D. Matthews
Chairman of the Board and
Chief Executive Officer
March 29, 1995
Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated:
Signature Title Date
Principal Executive Officer
/s/ WILLIAM D. MATTHEWS Chairman of the Board March 29, 1995
William D. Matthews and Chief Executive
Officer
Principal Financial Officer
/s/ EDWARD W. THOMA Senior Vice President March 29, 1995
Edward W. Thoma Finance
Principal Accounting Officer
/s/ THOMAS A. FETZNER Vice President and March 29, 1995
Thomas A. Fetzner Corporate Controller
The Board of Directors
/s/ ROBERT F. ALLEN Director March 29, 1995
Robert F. Allen
/s/ WILLIAM F. ALLYN Director March 29, 1995
William F. Allyn
/s/ R. QUINTUS ANDERSON Director March 29, 1995
R. Quintus Anderson
/s/ GEORGIA S. DERRICO Director March 29, 1995
Georgia S. Derrico
/s/ EDWARD W. DUFFY Director March 29, 1995
Edward W. Duffy
11
/s/ DAVID E. HARDEN Director March 29, 1995
David E. Harden
/s/ GLENN B. KELSEY Director March 29, 1995
Glenn B. Kelsey
/s/ WILLIAM D. MATTHEWS Director March 29, 1995
William D. Matthews
/s/ GARY L. MOREAU Director March 29, 1995
Gary L. Moreau
/s/ RAYMOND T. SCHULER Director March 29, 1995
Raymond T. Schuler
/s/ WALTER A. STEWART Director March 29, 1995
Walter A. Stewart
12
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS ON FINANCIAL STATEMENT SCHEDULES
To the Board of Directors and Stockholders of Oneida Ltd.
We have audited the accompanying consolidated balance sheet of Oneida Ltd. as of
January 28, 1995 and January 29, 1994, and the related consolidated statement of
operations and cash flows for each of the three years in the period ended
January 28, 1995. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of Oneida Ltd. as of
January 28, 1995 and January 29, 1994, and the consolidated results of its
operations and its cash flows for each of the three years in the period ended
January 28, 1995 in conformity with generally accepted accounting principles.
As discussed in Note 9 to the financial statements, the Company changed its
methods of accounting for postemployment and postretirement benefits other than
pensions in 1993.
COOPERS & LYBRAND, L.L.P.
a professional services firm
/s/ Coopers & Lybrand, L.L.P.
Syracuse, New York
February 22, 1995
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
We consent to the incorporation by reference in the registration statements of
Oneida Ltd. on Form S-8 (File No. 2-84304) and Form S-3 (File No. 2-66234) of
our report dated February 22, 1995 on our audits of the consolidated financial
statements and financial statement schedules of Oneida Ltd. as of January 28,
1995 and January 29, 1994, and for each of the three years in the period ended
January 28, 1995 which reports are either included or incorporated by reference
in this Annual Report on Form 10-K.
COOPERS & LYBRAND, L.L.P.
a professional services firm
/s/ Coopers & Lybrand, L.L.P.
Syracuse, New York
April 20, 1995
13
SCHEDULE V
ONEIDA LTD.
AND CONSOLIDATED SUBSIDIARIES
PROPERTY, PLANT AND EQUIPMENT
For the Years Ended January 1995, 1994 and 1993
(Thousands)
Column A Column B Column C Column D Column E Column F
Balance at Balance
Beginning Additions Other Charges at End
Classification of Period at Cost Retirements Add (Deduct) of Period
YEAR ENDED JANUARY 28, 1995:
Land ......... $ 1,824 $ 1,824
Buildings and
improvements ...... 53,054 $ 898 $ 521 $ 2,311(a) 55,742
Machinery and
equipment ........ 165,668 11,587 1,761 2,951(a) 178,445
Construction
in progress ........ 6,744 4,705 (5,262)(a) 6,187
Total ....... $227,290 $17,190 $2,282 $242,198
YEAR ENDED JANUARY 29, 1994:
Land ........... $ 1,827 $ 3 $ 1,824
Buildings and
improvements ...... 52,533 424 4 $ 101(a) 53,054
Machinery and
equipment ........ 156,817 10,259 2,199 791(a) 165,668
Construction
in progress......... 5,039 2,597 (892)(a) 6,744
Total ....... $216,216 $13,280 $2,206 $227,290
YEAR ENDED JANUARY 30, 1993:
Land .............$ 1,833 $ 6 $ 1,827
Buildings and
improvements ...... 52,510 $ 147 376 $ 252(a) 52,533
Machinery and
equipment ....... $148,922 10,548 4,728 2,075(a) 156,817
Construction
in progress ........ 4,249 3,468 351 (2,327)(a) 5,039
Total ....... $207,514 $14,163 $5,461 $216,216
(a) Reclassifications
14
SCHEDULE VI
ONEIDA LTD.
AND CONSOLIDATED SUBSIDIARIES
ACCUMULATED DEPRECIATION OF PROPERTY, PLANT AND EQUIPMENT
FOR THE YEARS ENDED JANUARY 1995, 1994 AND 1993
(Thousands)
Column A Column B Column C Column D Column E Column F
Additions
Balance at Charged to Other Balance at
Beginning Costs and Changes End of
Description of Period Expenses Retirements Add(Deduct) Period
YEAR ENDED JANUARY 28, 1995:
Buildings and
improvements ...... $ 21,967 $ 1,795 $ 304 $ 23,458
Machinery
and equipment ...... 94,529 12,551 632 106,448
Total ......... $116,496 $14,346 $ 936 $129,906
YEAR ENDED JANUARY 29, 1994:
Buildings and
improvements ..... $ 20,174 $ 1,807 $ 14 $ 21,967
Machinery
and equipment ....... 84,123 12,272 1,866 94,529
Total.......... $104,297 $14,079 $ 1,880 $116,496
YEAR ENDED JANUARY 30, 1993:
Buildings and
improvements ...... $ 18,618 $ 1,768 $ 212 $ 20,174
Machinery and
equipment .......... 76,416 11,660 3,953 84,123
Total ....... $ 95,034 $13,428 $4,165 $104,297
Note: Depreciation is provided over the estimated useful lives of the related
assets, generally using the straight-line method. Annual depreciation rates are
as follows:
Buildings and improvements, 2% to 5%
Machinery and equipment, 5% to 33%
15
SCHEDULE VIII
ONEIDA LTD.
AND CONSOLIDATED SUBSIDIARIES
VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED JANUARY 1995, 1994 AND 1993
(Thousands)
Column A Column B Column C Column D Column E
Additions
Balance at Charged to
Beginning Costs and Balance at
Description of Period Expenses Deductions End of Period
YEAR ENDED JANUARY 28, 1995:
Reserves deducted from
assets to which they
apply:
Doubtful accounts
receivable ......... $2,066 $ 788 $1,189(a) $1,665
Other reserves:
Rebate program ... $ 605 $ 1,977 $2,111(b) $ 471
YEAR ENDED JANUARY 29, 1994:
Reserves deducted from
assets to which they
apply:
Doubtful accounts
receivable ......... $1,728 $1,749 $1,411(a) $2,066
Other reserves:
Rebate program . $ 427 $1,208 $1,030(b) $ 605
YEAR ENDED JANUARY 30, 1993:
Reserves deducted from
assetsto which they
apply:
Doubtful accounts
receivable .... . $3,332 $1,841 $3,445 $1,728
Other reserves:
Rebate program ......... $ 226 $1,219 $1,018(b) $ 427
(a) Adjustments and doubtful accounts written off.
(b) Payments under rebate program
16
SCHEDULE IX
ONEIDA LTD.
AND CONSOLIDATED SUBSIDIARIES
SHORT-TERM BORROWINGS
For the Years Ended January 1995, 1994 and 1993
(Thousands)
Column A Column B Column C Column D Column E Column F
Category of Weighted Maximum Amount Average Amount Weighted
Aggregate Balance at Average Outstanding Outstanding Average
Short-Term End of Period Interest During the During the Interest
Borrowings Rate Period Period Rate
During the
Period
JANUARY 28, 1995
Notes payable
to banks ........$23,555 6.5% $30,341 $22,040 5.0%
Bankers'
acceptances .....$ 4,000 6.7% $23,000 $16,109 4.9%
JANUARY 29, 1994
Notes payable
to banks ........$11,186 4.0% $34,686 $18,131 3.8%
Bankers'
acceptances .....$17,000 3.9% $30,000 $25,014 4.2%
JANUARY 30, 1993
Notes payable
to banks .......$11,167 4.0% $45,124 $27,100 5.1%
Bankers'
acceptances ....$24,000 6.7% $35,500 $28,800 6.4%
Note: The average amounts outstanding and the weighted average interest
rates for each period were computed based on daily outstanding balances and the
respective rates on those balances.
17
SCHEDULE X
ONEIDA LTD.
AND CONSOLIDATED SUBSIDIARIES
SUPPLEMENTARY INCOME STATEMENT INFORMATION
For the Years ended January 1995, 1994 and 1993
(Thousands)
Column A Column B
Amount
Charged to Costs and Expenses
Item Description 1995 1994 1993
Maintenance and repairs.......................$14,007 $12,456 $13,161
Advertising costs.............................$ 6,254 $ 6,639 $ 7,133
18