EXHIBIT 13
CONSOLIDATED STATEMENTS OF OPERATIONS
ONEIDA LTD.
For the years ended January 1999, 1998 and 1997
(Thousands except per share amounts)
Year ended in January 1999 1998 1997
NET SALES $465,913 $442,866 $376,923
COST OF SALES 292,898 274,808 243,934
GROSS MARGIN 173,015 168,058 132,989
OPERATING REVENUES 825
173,840 168,058 132,989
OPERATING EXPENSES:
Selling, advertising
and distribution 91,789 78,467 67,868
General and administrative 36,993 38,890 29,231
Restructuring costs 4,980
Total 133,762 117,357 97,099
INCOME FROM OPERATIONS 40,078 50,701 35,890
OTHER INCOME (EXPENSE) 837 (1,554) (832)
INTEREST EXPENSE 8,963 6,823 6,503
INCOME FROM CONTINUING OPREATIONS
BEFORE INCOME TAXES 31,952 42,324 28,555
PROVISION FOR INCOME TAXES 12,202 16,189 11,279
INCOME FROM CONTINUING
OPERATIONS 19,750 26,135 17,276
LOSS FROM DISCONTINUED
OPERATIONS 304
GAIN ON DISPOSAL OF DISCONTINUED
OPERATIONS 2,566
NET INCOME $ 19,750 $28,701 $16,972
EARNINGS PER SHARE OF COMMON STOCK:
Continuing operations:
Basic $1.18 $1.57 $1.04
Diluted 1.16 1.55 1.02
Net income:
Basic 1.18 1.73 1.02
Diluted 1.16 1.71 1.00
See notes to consolidated financial statements.
CONSOLIDATED BALANCE SHEETS
ONEIDA LTD.
(Thousands)
ASSETS January 30, January 31,
1999 1998
CURRENT ASSETS:
Cash $1,913 $3,095
Receivables 75,696 63,922
Inventories 190,112 133,419
Other current assets 8,217 9,408
Total current assets 275,938 209,844
PROPERTY, PLANT AND EQUIPMENT:
Land and buildings 56,378 49,505
Machinery and equipment 161,660 156,767
Total 218,038 206,272
Less accumulated depreciation 123,010 121,460
Property, plant and
equipment - net 95,028 84,812
OTHER ASSETS:
Intangible assets - net
of accumulated amortization
of $7,156,000 and $3,051,000 39,202 38,885
Deferred income taxes 19,004 18,820
Other 12,896 11,225
TOTAL $442,068 $363,586
(Thousands)
LIABILITIES AND STOCKHOLDERS' EQUITY January 30, January 31,
1999 1998
CURRENT LIABILITIES:
Short-term debt $56,060 $12,717
Accounts payable 26,638 21,735
Accrued liabilities 48,384 51,347
Current installments of long-term debt 4,790 4,711
Total current liabilities 135,872 90,510
LONG-TERM DEBT 89,605 69,415
OTHER LIABILITIES:
Accrued postretirement liability 54,264 53,114
Accrued pension liability 9,584 5,317
Other liabilities 12,495 9,973
Total 76,343 68,404
STOCKHOLDERS' EQUITY:
Cumulative 6% preferred stock--
$25 par value; authorized 95,660
shares, issued 87,411 and 88,001
shares, respectively; callable
at $30 per share 2,185 2,200
Common stock--$l.00 par value; authorized
48,000,000 shares, issued 17,423,478
and 17,091,509 shares, respectively 17,423 17,091
Additional paid-in capital 79,737 76,007
Retained earnings 65,870 54,620
Accumulated other comprehensive income (11,079) (8,669)
Less cost of common stock held in
treasury; 816,284 and 468,568
shares, respectively (13,888) (5,632)
Less unallocated ESOP shares of
common stock of 13,866 (360)
Stockholders' equity 140,248 135,257
TOTAL $442,068 $363,586
See notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
ONEIDA LTD.
for the years ended January 1999, 1998 and 1997
(Thousands)
Accumulated
Additional Other Unallocated
Comp Common Common Preferred Paid-in Retained Comp Treasury ESOP
Income Shares Stock Stock Capital Earnings Income Stock Shares
Balance January 1996 11,706 $11,706 $2,225 $81,150 $28,936 $(8,614) $(8,563) $(540)
Stock plan
activity, net 162 162 2,144 248
Purchase/retirement
of treasury stock,
net (9) (191) (1,841)
Cash dividends
declared ($.35
per share) (6,015)
Net income 16,972 16,972
Other comprehensive
income 146 146
Comprehensive income $17,118
ESOP activity, net 402
Balance January 1997 11,868 11,868 2,216 83,103 39,893 (8,468) (10,156) (138)
Stock plan
activity, net 536 536 9,449 221
Purchase/retirement
of treasury stock, net (940) (940) (16) (16,545) 4,303
Cash dividends
declared ($.45 per
share) (7,765)
Net income $28,701 28,701
Other comprehensive
income (201) (201)
Comprehensive income $28,500
Effect of three-for-
two stock split 5,627 5,627 (6,209)
ESOP activity, net (222)
Balance January 1998 17,091 17,019 2,200 76,007 54,620 (8,669) (5,632) (360)
Stock plan activity, net 369 369 3,729
Purchase/retirement of
treasury stock, net (16) (16) (8,503)
Cancelled stock (21) (21) (15) 1 247
Cash dividends declared
($.50 per share) (8,500)
Net income $19,750 19,750
Other comprehensive
income (2,410) (2,410)
Comprehensive income $17,340
ESOP activity net 360
Balance January 1999 17,423 $17,423 $2,185 $79,737 $65,870 $(11,079) $(13,888)
See notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS
ONEIDA LTD.
for the years ended January 1999, 1998 and 1997
(Thousands)
Year ended in January 1999 1998 1997
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $19,750 $28,701 $16,972
Adjustments to reconcile net
income to net cash provided
by operating activities:
Depreciation 11,717 11,275 11,455
Amortization of intangibles 4,105 2,490 561
Deferred taxes and other
non-cash charges 2,915 (8,959) 1,460
Decrease (increase) in operating
assets:
Receivables (12,040) (13,910) (909)
Inventories (55,175) (7,863) 11,276
Other current assets 1,164 5,424 (2,452)
Other assets 1,210 414 582
Increase (decrease) in accounts
payable 5,432 6,362 (1,383)
Increase (decrease) in accrued
liabilities (3,615) 14,032 7,452
Discontinued operations 3,228
Net cash provided by (used
in) operating activities (24,537) 37,966 48,242
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of subsidiaries and
minority interest (5,137) (19,433) (48,100)
Property, plant and equipment
expenditures--net (21,774) (13,612) (10,895)
Other, net (937) (105) (528)
Proceeds from sale of discontinued
operations 33,762
Discontinued operations (11,319)
Net cash provided by (used
in) investing activities (27,848) 612 (70,842)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of
common stock 4,098 10,206 2,553
Purchase of treasury stock (8,306) (13,780) (2,041)
Purchase/allocation of
ESOP Shares--net 360 (222) 402
Payments of short-term
debt--net 43,343 (3,182) (8,474)
Proceeds from issuance
of long-term debt 24,928 6,000 35,388
Payment of long-term debt (4,738) (29,704) (5,436)
Dividends paid (8,500) (7,765) (6,015)
Borrowings by discontinued
operations 6,500
Net cash provided by (used)
in financing activities 51,185 (38,447) 22,877
EFFECT OF EXCHANGE RATE CHANGES ON CASH 18 (219) 59
NET INCREASE (DECREASE) IN CASH (1,182) (88) 336
CASH AT BEGINNING OF YEAR 3,095 3,183 2,847
CASH AT END OF YEAR $1,913 $3,095 $3,183
SUPPLEMENTAL CASH FLOW DISCLOSURES:
Interest paid $8,562 $7,184 $6,575
Income taxes paid 14,771 15,516 11,285
See notes to consolidated financial statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. ACCOUNTING POLICIES
Principles of Consolidation
The consolidated financial statements include the accounts of the Company and
its subsidiaries. The Company uses a 52-53 week fiscal year ending on the
last Saturday in January. Results of operations include 53 weeks in 1998. The
financial statements of certain foreign subsidiaries are consolidated with those
of the parent on the basis of years ending in December. The financial
statements reflect the acquisition of THC Systems, Inc. as of November 4,
1996. The financial statements also reflect the operations of Camden Wire
Co., Inc. which have been shown as discontinued operations as of October 26,
1996. Camden was sold on February 12, 1997. The notes to the financial
statements contain information pertaining to the continuing operations of
the Company. See Note 2 for information pertaining to the acquisition
and disposition of these subsidiaries. Certain reclassifications have been
made to the financial statements for prior years to conform to the presentation
for 1999.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
dates of the financial statements and the reported amounts of revenues and
expenses during the reporting periods. Actual results could differ from
those estimates.
Foreign Currency Translation
Assets and liabilities of certain non-U.S. subsidiaries, operating
under normal economic conditions, are translated at current exchange rates,
and related revenues and expenses are translated at average exchange rates in
effect during the period. Resulting translation adjustments are recorded as a
component of accumulated other comprehensive income. Financial results of non-
U.S. subsidiaries in highly inflationary economies are translated using a
combination of current and historical exchange rates and any translation
adjustments are included in net earnings, along with all transaction gains and
losses for the period.
Earnings Per Share
Basic and diluted earnings per share are presented for each period in
which a statement of operations is presented. Basic earnings per share is
computed by dividing income less preferred stock dividends by the weighted
average shares actually outstanding for the period. Diluted earnings per
share includes the potentially dilutive effect of shares issuable under the
employee stock purchase and incentive stock option plans.
Inventories
Inventories are valued at the lower of cost or market. Approximately
26% of inventories are valued under the last-in, first-out (LIFO) method, with
the remainder valued under the first-in, first-out (FIFO) method.
Property, Plant and Equipment
Property, plant and equipment are stated at cost. Depreciation is provided over
the estimated useful lives of the related assets, generally using the straight-
line method.
Interest relating to the cost of acquiring certain fixed assets is capitalized
and amortized over the asset's estimated useful life.
Intangible Assets
Intangible assets resulted from the allocation of the purchase price of the
acquisition of certain businesses. These assets are amortized using the
straight-line method over 15 years. The Company assesses the recoverability
of its intangible assets by determining whether the amortization over the
remaining life of its intangible assets can be recovered through undiscounted
future operating cash flows and reviews for impairment whenever events or
changes in circumstances indicate that the carrying amount of an asset may not
be fully recoverable.
Fair Value of Financial Instruments
The estimated fair market values of the Company's financial instruments,
principally long-term debt, are estimated using discounted cash flows, based
on current market rates for similar borrowings. The carrying amounts for
short-term borrowings approximate their fair values.
Revenue Recognition
Sales are recorded when goods are shipped. The Company's general policy is not
to allow customer returns unless they are specifically preauthorized.
Treasury Stock
Treasury stock purchases are recorded at cost. During 1999, 1998, and 1997
the Company purchased 363,900, and on a pre-split basis, 560,400 and 112,671
shares of treasury stock at an average cost of $23.37, $24.52 and $16.34,
respectively. The Company purchases treasury stock primarily to improve
shareholder value. During January 1998, 1,500,000 shares of treasury stock were
retired at an average cost of $12.03. As of January 1999, the Company has
been authorized by the Board of Directors to repurchase up to 377,200
additional shares.
Advertising Costs
Advertising costs are expensed as incurred. Advertising expenses amounted to
$3,867,000, $3,837,000 and $3,577,000 during 1999, 1998 and 1997, respectively.
Restructuring Costs
Included in the year ended January 1999 is a charge totaling $4,980,000
related to a restructuring program that was announced on January 4, 1999. The
program to lower annual overhead costs included a voluntary early retirement
offer that was accepted by 60 eligible employees as well as the elimination of
approximately 60 overhead positions. The costs incurred were primarily the
accrual of severance and retirement benefits. The restructuring charge
decreased diluted earnings by $.19 per share.
Comprehensive Income
Effective February 1, 1998, the Company adopted Statements of Financial
Accounting Standard No. 130, "Reporting Comprehensive Income." This
pronouncement requires the Company to report the effects of foreign currency
translation adjustments on comprehensive income. See the Consolidated
Statement of Changes in Stockholders' Equity for a summary of Comprehensive
Income.
2. ACQUISITION AND DISPOSITION
Acquisition of THC Systems, Inc.
On November 4, 1996, the Company purchased the net assets of THC Systems, Inc.
(Rego China), a leading importer of institutional china for the foodservice
industry.
The acquisition has been accounted for as a purchase and, accordingly,
the purchase price was allocated to the net assets acquired based upon their
fair values at the date of acquisition. Allocation of the cost to acquire Rego
China is summarized as
follows:
(Thousands)
Working Capital $12,800
Cost in excess of net assets acquired 35,300
Total costs to acquire Rego China $48,100
The financial statements include the results of operations of Rego from the
date of acquisition. On a pro forma basis, assuming the acquisition had
occurred at the beginning of 1997 and based on unaudited amounts for Rego for
the periods involved, the consolidated results of operations of the Company for
1997 would have been as follows:
(Thousands except per share amounts)
1997
Net sales $402,867
Net income 16,194
Net income per share of common stock:
Basic .97
Diluted .96
Other Acquisitions and Investments
On July 1, 1998, the Company purchased substantially all of the net assets of
Badgin Nominees Pty, Ltd for $5,000,000. Badgin operated two Australian-based
businesses known as Stanley Rogers & Son and Westminster China, which were
involved in the distribution of flatware and dinnerware in Australia and New
Zealand. This business has been merged with Oneida's existing distribution
efforts in the region to form a new subsidiary, Oneida Australia.
On January 8, 1998, the Company, through its Italian subsidiary, Sant'Andrea,
S.r.l., acquired Table Top Engineering and Design, S.r.l., (TTE&D) of Vercelli,
Italy for $13,000,000. TTE&D has been the primary product development and
manufacturing source used by Sant'Andrea since its formation approximately 10
years ago.
On September 30, 1997, the Company acquired a 25.1% interest in Schott Zwiesel
Glaswerke AG, a subsidiary of Schott Glaswerke, for a total cost of $9,000,000.
Schott Zwiesel, a German Corporation, is a manufacturer of tabletop glassware.
Prior to this transaction, Oneida had become the North American distributor of
Schott Zwiesel Products. The investment is accounted for under the equity
method.
Disposition of Camden Wire Co., Inc.
In October 1996, the Company adopted a plan of disposal of its Camden Wire
Co., Inc. subsidiary (Camden). Accordingly, the Company reflected the
operating results of Camden prior to the adoption of the plan as a
discontinued operation.
On February 12, 1997, Camden was sold to an unrelated third party for
$43,500,000 in cash. The sale resulted in an after tax gain of $2,566,000 (net
of applicable income taxes of $3,716,000), or $.16 per share. Operating losses
of Camden for the fourth quarter of fiscal 1997 and first quarter of 1998
(subsequent to the plan of disposal) totaling $1,200,000 were deferred and
deducted from the gain for financial statement purposes.
Revenues from Camden for 1997 were $137,960,000. Both basic and diluted
earnings per share for discontinued operations were $.16 and $(.02) in 1998 and
1997, respectively.
3. INCOME TAXES
The Company accounts for taxes in accordance with Statement of Financial
Accounting Standards (FAS) No. 109, "Accounting for Income Taxes," which
requires the use of the liability method of computing deferred income taxes.
Under the liability method, deferred income taxes are based on the tax effect
of temporary differences between the financial statement and tax bases of
assets and liabilities and are adjusted for tax rate changes as they occur.
The components of the deferred tax assets and liabilities are as follows:
(Thousands)
1999 1998
Deferred Income Taxes:
Postretirement benefits $ 20,818 $20,392
Employee benefits 10,837 8,432
Other 744 1,420
Total deferred tax assets 32,399 30,244
Depreciation 9,415 10,136
Total 22,984 20,108
Current Deferred 3,980 1,288
Non-Current Deferred $19,004 $ 18,820
The provision for income taxes, in continuing operations, consists of
the following:
(Thousands)
1999 1998 1997
Current tax expense:
U.S. Federal $11,106 $13,718 $10,097
Foreign 2,945 2,584 2,621
State 1,027 1,022 641
15,078 17,324 13,359
Deferred tax benefit 2,876 1,135 2,080
Total $12,202 $16,189 $11,279
The income tax provision from continuing operations differed from the total
income tax expense as computed by applying the statutory U.S. Federal
income tax rate to income before income taxes. The reasons for the
differences are as follows:
(Thousands)
1999 1998 1997
Statutory U.S. Federal taxes $ 11,183 $14,813 $ 9,994
Difference due to:
Foreign taxes (154) 216 153
State taxes 1,027 287 354
Other 146 873 778
Provision for taxes $12,202 $16,189 $11,279
The following presents the U.S. and non-U.S. components of income before income
taxes.
(Thousands)
1999 1998 1997
U.S. income $23,314 $34,128 $21,682
Non-U.S. income 8,638 8,196 6,873
Income from continuing operations $31,952 $42,324 $28,555
Discontinued operations are shown net of income tax (benefit) expense of
$3,716,000 and $(280,000) for 1998 and 1997, respectively.
4. RECEIVABLES
Receivables by major classification are as follows:
(Thousands)
1999 1998
Accounts receivable $74,439 $61,788
Other accounts and notes receivable 2,777 4,030
Less allowance for doubtful accounts (1,520) (1,896)
Receivables $75,696 $63,922
5. INVENTORIES
Inventories by major classification are as follows:
(Thousands)
1999 1998
Finished goods $160,888 $101,293
Goods in process 14,339 15,797
Raw materials and supplies 14,885 16,329
Total $190,112 $133,419
Excess of replacement cost over LIFO
value of inventories $ 20,000 $ 24,000
6. LEASES
The Company leases numerous factory stores, warehouses and office facilities.
Lease expense charged to operations was $6,193,000, $5,806,000, and $5,973,000
for 1999, 1998 and 1997, respectively.
Future minimum lease payments for all non-cancelable operating leases having
a remaining term in excess of one year at January 1999 are as follows:
(Thousands)
Lease
Commitment
2000 $ 5,320
2001 3,534
2002 2,650
2003 2,069
2004 1,440
Remainder 838
Total $15,851
Under the provisions of some leases, the Company pays taxes, maintenance,
insurance and other operating expenses related to leased premises.
7. SHORT-TERM DEBT AND COMPENSATING BALANCES
The Company has been granted lines of credit to borrow at interest rates
up to the prime rate from various banks. Certain credit lines call for the
maintenance of compensating balances of up to 1.14% of the credit line or fees
in lieu thereof. Fees paid in 1999 totaled approximately $20,000. At January
1999, the Company had lines of credit of $99,067,000 of which $43,007,000 was
available.
The weighted average outstanding balances of short-term debt for the fiscal
years ending January 1999 and 1998 were $51,848,000 and $10,295,000; the
weighted interest rate was 6.0% for both years.
8. ACCRUED LIABILITIES
Accrued liabilities by major classification are as follows:
(Thousands)
1999 1998
Accrued vacation pay $ 6,316 $ 6,453
Accrued wage incentive 8,510 9,609
Accrued wages and commissions 4,316 6,736
Accrued income taxes 6,388 7,966
Accrued workers' compensation 11,043 9,953
Dividends payable 1,701 1,695
Other accruals 10,110 8,935
Total $48,384 $51,347
9. LONG-TERM DEBT
Long-term debt at January 1999 and 1998 consisted of the
following:
(Thousands)
1999 1998
Senior notes, 8.52% due January 15, 2002,
payable $4,286,000 annually $12,857 $17,143
Senior notes, 7.49% due November 1, 2008,
payable $3,890,000 annually beginning
November 1, 2000 35,000 35,000
Notes payable at various interest rates
(5.63%-6.32%), due February 20, 2001 41,000 21,000
Note payable, 5% due September 30, 2000 4,534
Other debt at various interest rates
(6.50%-9.25%) due through 2001 1,004 983
Total 94,395 74,126
Less current portion 4,790 4,711
Long-term debt $89,605 $69,415
Certain note agreements restrict borrowings, business investments,
acquisition of the Company's stock and payment of cash dividends. In
addition, the agreements include certain covenants, the most restrictive of
which requires the Company to maintain specific quarterly levels of funded debt
to tangible net worth. The estimated fair value of the Company's long-term debt
at January 1999 approximates $97,225,000. The fair value estimate is
based on borrowing rates available to the Company ranging from 5.87% to 6.45%.
At January 1998, the carrying value of the Company's long-term debt approximated
fair value.
The aggregate amounts of long-term maturities due each fiscal year are as
follows:
(Thousands)
2000 $ 4,790
2001 13,183
2002 49,202
2003 3,890
2004 3,890
After 19,440
Total $94,395
Total interest costs incurred by the Company are presented net of capitalized
interest of $1,037,000, $412,000 and $276,000 for 1999, 1998 and 1997,
respectively.
10. RETIREMENT BENEFIT AND EMPLOYEE SECURITY PLANS
Pension Plans
The Company maintains defined benefit plans covering the majority of employees
in the United States and Canada. Employees of the Silversmiths Division are
covered by both an Employee Stock Ownership Plan (ESOP), and a defined
benefit floor plan.
Dividends on all ESOP shares are added to participant
accounts. Future contributions to the ESOP will be primarily in the form of
either cash or treasury shares. The Company also maintains a salary
deferral 401(k) plan covering substantially all employees.
The net periodic pension cost for the Company's various defined benefit plans
for 1999, 1998 and 1997 were as follows:
(Thousands)
1999 1998 1997
Service cost $1,934 $1,892 $1,913
Interest cost 2,499 2,680 2,537
Expected return on plan assets (2,513) (2,133) (1,859)
Net amortization (291) (113) 45
Net periodic pension cost $1,629 $2,326 $2,636
Plan assets consist primarily of stocks, bonds, and cash equivalents.
The following table presents a reconciliation of the funded status of the plans
and assumptions used at January 1999 and 1998.
(Thousands)
U.S. PLANS FOREIGN PLAN
1999 1998 1999 1998
Change in benefit obligation
Benefit obligation -
beginning of year $(28,414) $(30,396) $(6,524) $(6,351)
Service cost (1,724) (1,692) (210) (200)
Interest cost (2,083) (2,270) (416) (411)
Benefits paid 640 841 433 438
Plan amendments (314)
Employee contributions (12)
One-time charge--early
retirement (3,326)
Actuarial gain (loss) (10,049) 5,103 137
Benefit obligation - end
of year (45,270) (28,414) (6,592) (6,524)
Change in plan assets
Fair value of plan assets-
beginning of year 23,471 18,622 6,866 6,327
Actual return on plan
assets 3,906 3,984 250 943
Employer contribution 691 1,706 190 34
Employee contribution 12
Benefits paid (640) (841) (433) (438)
Fair value of plan assets-
end of year 27,428 23,471 6,885 6,866
Funded status (17,842) (4,943) 293 342
Unrecognized net (gains)
losses 6,896 (1,149) 830 814
Unrecognized prior service cost 1,268 888 1 3
Unrecognized net asset (948) (1,099) (82) (173)
Prepaid (accrued) benefit cost $(10,626) $(6,303) $1,042 $986
Weighted average assumptions
as of January 30
Discount rate 6.4% 7.0% 6.5% 6.5%
Expected return on plan assets 8.4% 8.4% 8.5% 8.5%
Rate of compensation increase 3.5% 3.3% 5.0% 5.0%
The net pension cost associated with the Company's defined contribution
plans was $2,660,000, $1,881,000 and $1,946,000, for 1999, 1998 and 1997,
respectively.
Postretirement Health Care and Life Insurance Benefits
The Company reimburses a portion of the health care and life insurance
benefits for the majority of its retired employees who have attained specified
age and service requirements.
Net periodic postretirement benefit cost for 1999, 1998 and 1997 included the
following components:
(Thousands)
1999 1998 1997
Service cost $1,273 $1,103 $1,124
Interest cost 3,309 3,216 3,048
Net amortization (666) (706) (681)
Net periodic postretirement
benefit cost $3,916 $3,613 $3,491
The following table sets forth the status of the Company's postretirement
plans, which are unfunded, at January 1999 and 1998:
(Thousands)
1999 1998
Change in benefit obligation
Benefit obligation - beginning
of year $(48,653) $(43,210)
Service cost (1,273) (1,104)
Interest cost (3,309) (3,216)
Benefits paid 3,208 3,119
Employee contributions (414) (384)
Amendments 25
Actuarial loss (3,187) (3,883)
Benefit obligation - end of
year (53,628) (48,653)
Funded status (53,628) (48,653)
Unrecognized net (gains) losses 3,290 (67)
Unrecognized prior service
cost (5,926) (6,394)
Accrued postretirement benefit cost (56,264) (55,114)
Less current portion 2,000 2,000
Accrued postretirement benefit cost $(54,264) $(53,114)
Weighted average assumptions as
of January 30
Discount rate 6.5% 7.0%
Healthcare inflation rate 7.5% 8.0%
The 1999 health care inflation rate was assumed to decrease gradually to
5% by the year 2003 and remain at that level thereafter. A 1% variation
in the assumed health care inflation rates would cause the accumulated
postretirement benefit obligation at January 1999 to increase by $5,890,000 and
decrease by $5,641,000. Additionally, this would increase and decrease the net
periodic postretirement benefit cost for 1999 by $571,000 and $542,000
respectively.
Employee Security Plan
The Company maintains an employee security plan which provides severance
benefits for all eligible employees of the Company and its subsidiaries who
lose their jobs in the event of a change in control as defined by the plan.
Employees are eligible if they have one year or more of service and are not
covered by a collective bargaining agreement. The plan provides two and one
half months of pay for each year of service, up to twenty-four months
maximum, and a continuation of health care and life insurance benefits on
the same basis.
11. STOCK PLANS
Stock Purchase Plan
At January 1999, under the terms of a stock purchase plan, the Company has
reserved 636,239 shares of common stock for issuance to its employees. The
purchase price of the stock is the lower of 90% of the market price at the time
of grant or at the time of exercise. The option price for the shares
outstanding at January 30, 1999 is $12.94 based on 90% of the current market
price at that date.
1999 1998 1997
Outstanding at beginning of year 326,912 465,571 449,413
Exercised during the year (201,120) (392,912) (123,353)
Expired during the year (176,201) (269,588) (355,039)
Granted during the year 447,230 405,565 494,550
Adjustment for stock split 118,276
Outstanding at end of year 396,821 326,912 465,571
Average per share price of
rights exercised $15.35 $19.99 $13.50
Rights to purchase are exercisable on date of grant. Unexercised rights expire
on June 30 of each year and become available for future grants. Employees are
entitled to purchase one share of common stock for each $250 of their earnings
for the calendar year preceding July 1.
The consolidated statement of operations does not contain any charges as a
result of accounting for this plan.
Stock Option Plan
At January 1999, under the terms of its incentive stock option plans, the
Company has reserved shares of common stock for issuance to selected key
employees and non-employee outside directors.
Options were granted at prices equal to the fair market value on the date of
the grant and may be paid for in cash or by tendering previously held common
stock of the Company at the time the option is exercised. Stock options are
non-transferable other than on death, vest over five years from date of grant
and expire ten years from date of grant.
Option Price
No. of Per (Thousands)
Shares Share Total
Outstanding at
January 1996 631,793 $9.00-15.00 $8,326
Exercised (56,531) 9.00-15.00 (709)
Expired (29,987) 9.00-15.00 (378)
Outstanding at
January 1997 545,275 9.00-15.00 7,239
Granted 120,000 18.63 2,236
Exercised (187,604) 9.00-15.00 (2,404)
Expired (126,951) (1,765)
Adjustment for
stock split 175,910
Outstanding at
January 1998 526,630 6.00-12.42 5,306
Granted 346,000 21.88-28.13 7,642
Exercised (140,337) 6.00-12.42 (1,271)
Outstanding at
January 1999 732,293 6.00-28.13 $11,677
Options exercisable under the plan at January 1999, 1998 and 1997 amounted to
210,538, 286,490 and 615,142, respectively. The weighted average exercise
price of options exercisable at January 1999, 1998 and 1997 were $9.60, $8.88
and $8.97, respectively.
Options Outstanding
Weighted
Average Weighted
Range of Options Remaining Life Average
Exercise Prices Outstanding In Years Exercise Price
$ 6.00- 7.58 52,865 3.98 $ 7.40
9.08-12.42 333,428 6.10 10.79
21.88-28.13 346,000 9.49 22.09
732,293
Options Exercisable
Weighted
Average Weighted
Range of Number Average
Exercise Prices Exercisable Exercise Price
$ 6.00- 7.58 52,865 $ 7.40
9.08-12.42 149,423 9.67
21.88-28.13 8,250 22.58
210,538
At the time options are exercised, the proceeds of the shares issued are
credited to the related stockholders' equity accounts. There are no charges to
income in connection with these options.
Restricted Stock Award Plan
The Company has a restricted stock award plan for key employees who are
expected to have a significant impact on the performance of the Company. The
stock is restricted from being sold, transferred or assigned and is
forfeitable until it vests, generally over a three year period. Amounts of
awards are determined by the Management Development and Executive Compensation
Committee of the Company's Board of Directors. Compensation expense relating
to awards of restricted stock are recognized over the vesting period.
Stockholder Rights Plan
The Company maintains a stockholder rights plan. The rights were distributed to
shareholders at the rate of one right per share. The rights entitle the holder
to purchase one additional share of voting common stock at a substantial
discount and are exercisable only in the event of the acquisition of 20% or more
of the Company's voting common stock, or the commencement of a tender or
exchange offer under which the offeror would own 30% or more of the Company's
voting common stock. The rights will expire on December 13, 1999.
Accounting for Stock Plans
The Company has elected to continue following APB No. 25 in accounting for its
stock-based compensation plans.
Application of the fair-value-based accounting provision of Statement No.
123 results in the following pro forma amounts of net income and earnings per
share:
(Thousands Except Per Share Amounts)
1999 1998 1997
Net Income from Continuing
Operations:
As reported $19,750 $26,135 $17,276
Pro forma 17,965 24,585 16,005
Net Income:
As reported 19,750 28,701 16,972
Pro forma 17,965 27,151 15,701
Earnings Per Share from
Continuing Operations:
As reported: Basic 1.18 1.57 1.04
Diluted 1.16 1.55 1.02
Pro forma: Basic 1.07 1.46 .96
Diluted 1.06 1.44 .95
Earnings Per Share:
As reported: Basic 1.18 1.73 1.02
Diluted 1.16 1.71 1.00
Pro forma: Basic 1.07 1.62 .94
Diluted 1.06 1.59 .93
The fair value for both the Stock Purchase Plan and Stock Option Plan was
estimated at the date of grant using a Black-Scholes options pricing model.
The valuation of the Stock Purchase Plan used the following weighted
average assumptions for 1999, 1998 and 1997: risk-free interest rates of 5.13%,
6.03% and 5.63%; dividend yields of 1.64%, 2.51% and 2.77%; volatility factors
of the expected market price of the Company's common stock of 25.9%, 29.7% and
23.7% and a weighted average expected life of the option of 9 months. The fair
value per share for the options granted during 1999, 1998 and 1997 was $7.31,
$4.40 and $2.87, respectively. The estimated fair value of the options is
expensed in the year of issue in calculating pro forma amounts.
The valuation of the Stock Option Plan used the following weighted
average assumptions for 1999 and 1998, respectively: risk free interest rate
of 5.18% and 6.42%, dividend yield of 2.0% and 3.33%, volatility factor of the
expected price of the Company's common stock of 29.6% and 26.2% and an
expected life of 5.99 and 6.50 years. The fair value per share for the options
granted during 1999 and 1998 was $7.37 and $5.30. The estimated fair value of
the options is expensed over the five-year vesting period in calculating pro
forma amounts.
12. EARNINGS PER SHARE
The following is a reconciliation of basic earnings per share to diluted
earnings per share for 1999, 1998 and 1997.
Preferred
Net Stock Adjusted Average Earnings
Income Dividends Net Income Shares Per
Share
1999: Basic earnings per share $19,750 (132) $19,618 16,670 $1.18<F1>
Effect of stock options 218
Diluted earnings per share 19,750 (132) 19,618 16,888 1.16<F1>
1998: Basic earnings per share 28,701 (132) 28,569 16,507 1.73<F2>
Effect of stock options 233
Diluted earnings per share 28,701 (132) 28,569 16,740 1.71<F2>
1997: Basic earnings per share 16,972 (133) 16,839 16,557 1.02
Effect of stock options 218
Diluted earnings per share 16,972 (133) 16,839 16,775 1.00
<FN>
<F1> The year ended January 1999 includes a restructuring charge totaling
$4,980,000 or $.19 per share. See Note 1 of Notes to Consolidated Financial
Statements.
<F2> In the year ended January 1998, the Company recognized a gain on the
sale of its Camden Wire subsidiary equal to $2,566,000 or $.16 per share.
See Note 2 of Notes to Consolidated Financial Statements.
</FN>
13. OPERATIONS BY INDUSTRY SEGMENT
The Company adopted Statement of Financial Accounting Standards (SFAS) No.
131, "Disclosures about Segments of an Enterprise and Related Information" in
1999. The information for 1998 and 1997 has been restated to conform to the
current year presentation.
The Company's operations and assets are in one principal industry:
tableware products. The Company's reportable segments are grouped around the
manufacture and distribution of three major product categories: metal
tableware, china dinnerware and glass tabletop products. The Company also
distributes a variety of other tabletop accessories. These products are sold
directly to a broad base of retail outlets including department stores, mass
merchandisers, Oneida factory stores and chain stores. Additionally, these
products are sold to special sales markets, which include customer who use them
as premiums, incentives and business gifts. The Company also sells directly or
through distributors to foodservice operations worldwide, including hotels,
restaurants, airlines, schools and healthcare facilities. The Company's
tableware operations are located in the United States, Canada, Mexico, Italy,
Australia and the United Kingdom.
The accounting policies of the reportable segments are the same as those
described in Note 1 of Notes to Consolidated Financial Statements. The Company
evaluates the performance of its segments based upon operating income excluding
interest, miscellaneous income/expenses, corporate expenses and income taxes.
The Company does not derive more than 10% of its total revenues from any
individual customer, government agency or export sales.
Segment information for the three years ended January 1999, 1998 and 1997 are
as follows:
1999 (thousands)
Metal Dinnerware Glass Other Total
Net Sales $326,375 $93,088 $17,466 $28,984 $465,913
Operating income 33,290 8,843 1,310 2,416 45,859
Depreciation and amortization 11,618 4,204 15,822
1998 (thousands)
Metal Dinnerware Glass Other Total
Net Sales $338,836 $84,744 $13,966 $5,320 $442,866
Operating income 46,383 8,500 1,300 400 56,583
Depreciation and amortization 9,418 4,347 13,765
1997 (thousands)
Metal Dinnerware Glass Other Total
Net Sales $312,389 $48,613 $10,911 $5,010 $376,923
Operating income 37,313 3,000 1,050 350 41,713
Depreciation and amortization 9,604 2,412 12,016
The following table reconciles segment operating income to pretax income:
(Thousands)
1999 1998 1997
Total segment operating income $45,859 $56,583 $41,713
Corporate expenses 5,781 5,882 5,823
Consolidated operating income 40,078 50,701 35,890
Interest expense 8,963 6,823 6,503
Miscellaneous income (expense) 837 (1,554) (832)
Pretax income $31,952 $42,324 $28,555
Financial information relating to the Company's sales and long-lived assets by
geographic area is as follows:
(Thousands)
1999 1998 1997
Net sales:
Domestic $406,518 $389,598 $329,068
Foreign operations 59,395 53,268 47,855
Total $465,913 $442,866 $376,923
Long-lived assets:
Domestic $137,883 $129,347 $114,089
Foreign operations 28,247 24,395 11,364
Total $166,130 $153,742 $125,453
14. SELECTED QUARTERLY FINANCIAL DATA (Unaudited)
(Thousands except per share amounts)
Quarter Ended
1999 May 2, August 1, October 31, January 30,
1998 1998 1998 1999
Net sales $107,055 $104,216 $128,787 $125,855
Gross margin 41,619 39,254 45,683 46,459
Net income<F1> 5,555 5,087 5,694 3,414
Earnings per share:
Net income<F1>:
Basic .33 .30 .34 .20
Diluted .32 .30 .34 .20
Quarter Ended
1998<F2><F3> April 26, July 26, October 25, January 31,
1997 1997 1997 1998
Net sales $96,977 $102,581 $116,559 $126,749
Gross margin 35,396 39,047 44,507 49,108
Income from continuing
operations 4,412 5,519 7,657 8,547
Net income 6,978 5,519 7,657 8,547
Earnings per share:
Continuing operations:
Basic .26 .34 .46 .51
Diluted .26 .34 .45 .50
Net income:
Basic .42 .34 .46 .51
Diluted .42 .34 .45 .50
<FN>
<F1> The quarter ended January 30, 1999 includes a restructuring charge
totaling $4,980,000 or $.19 per share related to a workforce reduction
plan. See Note 1 of Notes to Consolidated Financial Statements.
<F2> The quarter and year ended January 31, 1998 includes 14 and 53 weeks,
respectively, versus 13 and 52 weeks in the year ended January 30, 1999.
<F3> The first quarter of the year ended January 1998 includes a gain on the
sale of the Company's Camden Wire subsidiary equal to $2,566,000 or $.16 per
share. See Note 2 of Notes to Consolidated Financial Statements.
</FN>
INDEPENDENT AUDITOR'S REPORT
To the Board of Directors and Stockholders of Oneida Ltd.
In our opinion, the accompanying consolidated balance sheets and the related
consolidated statements of operations, stockholders' equity and cash flows
present fairly, in all material respects, the financial position of Oneida Ltd.
at January 30, 1999 and January 31, 1998, and the results of their operations
and their cash flows for each of the three years in the period ended January
30, 1999, in conformity with generally accepted accounting principles. 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 of these statements in accordance with
generally accepted auditing standards which 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,
assessing the accounting principles used and significant estimates made
by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for the opinion
expressed above.
/s/ PricewaterhouseCoopers LLP PRICEWATERHOUSECOOPERS
Syracuse, New York
February 24, 1999
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Thousands)
1999 1998<F1> 1997
Net sales:
Metal products $326,375 $338,836 $312,389
Dinnerware products 93,088 84,744 48,613
Glass products 17,466 13,966 10,911
Other products 28,984 5,320 5,010
Total 465,913 442,866 376,923
Gross margin 173,015 168,058 132,989
% Net sales 37.1% 38.0% 35.3%
Operating expenses - recurring 128,782 117,357 97,099
% Net sales 27.6% 26.5% 25.8%
<FN>
<F1> 53 week fiscal year
</FN>
Fiscal year ended January 1999 compared with fiscal year ended January 1998
Operations
1999 consolidated net sales were $23,047 or 5.2% higher than in the previous
year. Sales of the Company's metal tableware products decreased by 3.7%
from 1998. Much of the decrease is attributable to reduced domestic sales, as
several major retailers adjusted inventory levels downward. Other factors
include stiffer price competition on imported tableware and reduced sales
into Asian markets. Sales of dinnerware (both domestically produced and
imported) grew in the already strong foodservice market, as well as with the
introduction of casual consumer dinnerware. The Company's alliance with
Schott Zwiesel glass is the major factor in the 25% growth of the glass segment
in 1999. The majority of the increase in other product lines is attributable
to the Company's entry into the grocery store sales channel.
Gross margin as a percent of net sales decreased to 37.1% from 38.0% in 1998.
The decline is primarily attributable to product mix changes, due to the
Company's entry into new product lines.
Operating expenses (net of restructuring costs) increased by $11,425 or 9.7%
over 1998, due to growing sales volume, the acquisition of TTE&D and Badgin,
and the start-up of new product lines. Selling, distribution and advertising
expenses increased by $13,322. General and administrative expenses were down
$1,897 compared to 1998 levels, primarily due to decreases in employee benefit
and profit sharing costs. As a percentage net sales, total operating (net of
restructuring) costs increased to 27.6% from 26.5% in 1998.
In 1999, the Company incurred restructuring costs equal to $4,980 related to a
workforce reduction plan. The Company anticipates the future annual savings
from the restructuring program will approximate $4,000 per year.
The Company had non-recurring net miscellaneous income resulting primarily from
a one-time sale of marketable securities and the termination of three
contracts including a long-term energy supply contract, a lease on an office
building in Redmond, Washington and a long-term distribution agreement.
1999 interest expense (prior to capitalized interest) increased by $2,765 or
38.2%. This was principally due to higher debt levels. These borrowings were
incurred to finance working capital needs as well as business acquisitions
and construction of the Company's new dinnerware distribution facility in
Buffalo, New York.
Year 2000.
Year 2000 issues relate to the ability of computer systems to distinguish data
which contains dates beyond December 31, 1999. The Company has created and is in
the process of implementing a comprehensive Year 2000 compliance plan. The
Company holds regular compliance meetings to receive information and input from
all of the Company's main operating areas.
As part of its compliance plan the Company has reviewed all of its software
and information processing systems and identified date sensitive functions.
The Company began testing those systems for Year 2000 compliance in January
1999. Testing is expected to be complete by mid-summer 1999. Any systems
found to be noncompliant will be modified to ensure that they operate properly
prior to the Year 2000. The Company's main accounting, logistics, warehouse
management and payroll systems have been Year 2000 compliant since their
installations over the past several years. The Company's other major
computer systems have been Year 2000 compliant since December 1998, having been
modified, upgraded or replaced during the past year. Finally, the Company's
more minor computer systems will be Year 2000 compliant by July 1999.
To date, the Company has identified and contacted its major customers,
suppliers, service providers and business partners. Each of these entities
received a letter informing them of the Company's plans and state of readiness
and asking that they in turn share their own Year 2000 plans by returning a
questionnaire to the Company. In addition to its compliance plan, the Company
will develop a contingency plan based upon the outcomes of the systems tests
that will be conducted during the first quarter of 1999.
The Company believes it is devoting appropriate resources to resolve its
Year 2000 issues in a timely manner and believes that its compliance program
will result in all internal systems being prepared for Year 2000 processing.
The compliance plan is proceeding on schedule and to date no unforeseen
difficulties have arisen. Based upon the work performed to date, the Company
presently believes that the likelihood of the Year 2000 having a material
result on its operations, liquidity or financial position is remote. The
Company estimates that its direct Year 2000 compliance costs will not exceed
$500, of which to date approximately $300 has been incurred and expensed.
Notwithstanding the foregoing, the Company could be adversely affected if
its customers, suppliers, service providers, business partners and/or
governmental agencies continue to utilize systems that are not Year 2000
compliant. This could affect, among other things, the Company's ability to
purchase raw materials, receive orders for and ship its products and transact
business with its financial institutions, which could constitute a material and
immeasurable financial risk to the Company.
Contingencies-Legal Proceedings
On December 8, 1998 the Oneida Indian Nation of New York, the Oneida Tribe
of Indians of Wisconsin and the Oneida of the Thames, as Plaintiffs, along
with The United States of America, as Intervenor, moved to amend their
Complaint filed on May 3, 1974 in the United States District Court for the
Northern District of New York against the Counties of Oneida and Madison, New
York. The Amended Complaint seeks to add the State of New York, New York
State Thruway Authority, Utica-Rome Motorsports, Inc., Niagara Mohawk Power
Corporation and the Oneida Valley National Bank, individually and as
representatives of the class of similarly situated private landowners in
Madison and Oneida Counties. The Complaint alleges that during the nineteenth
century the Oneidas' lands were improperly transferred. The Oneidas seek
title to the property as well as monetary damages. The Corporation's
headquarters and main manufacturing and distribution facilities are located
within this land claim area. The Corporation filed a motion to intervene with
the United States District Court for the Northern District of New York on
February 26, 1999. The Judge's decision on whether private landowners
will be added as Defendants is expected in the Spring of 1999.
Liquidity and Financial Resources
During the current year, the Company invested approximately $22,000 in
capital additions, primarily in its manufacturing facilities. Construction
of the new 206,000 square foot warehouse and china decorating facility in
Buffalo, New York was completed in March 1999. The total cost of this project
amounted to $10,000, the majority of which was spent in 1999. Overall, the
Company plans to spend $27,000 on capital projects in the upcoming year. Of
this capital budget total, approximately one-third is appropriated for the
construction of a new tableware distribution facility and $7,000 will be spent
to complete major projects begun in 1999. When constructed, the new warehouse
is expected to yield significant logistical efficiencies and savings.
Inventories increased $57,000 over 1998 levels. The majority of this was due
to a build up of inventories related to new product categories, international
expansion and reduction of consumer inventory levels.
In recognition of the Company's 250th consecutive dividend, the Board of
Directors, at its May 27, 1998 meeting, authorized the payment of a special one
time dividend equal to ten cents per common share outstanding at June 10, 1998
at a cost of approximately $1,700. At the August 26, 1998 Board of Directors
meeting, approval was given to buy back an additional 500,000 shares of the
Company's common stock. The Company actually purchased 363,900 shares
throughout the year at a net cost of $8,300. Proceeds from the issuance of
stock in 1999 totaled $4,100.
Management believes there is sufficient liquidity to support the Company's
ongoing funding requirements from future operations as well as the availability
of bank lines of credit. At January 1999, the Company had unused short term
credit lines equal to $43,000 as well as availability under two long-term
revolving credit lines totaling $5,601. Working capital as of January 30, 1999
totaled $140,066.
The Company has foreign exchange exposure related to its foreign operations in
Mexico, Canada, Italy, Australia and the United Kingdom (see Note 13 for
details on the Company's foreign operations). Translation adjustments recorded
in the income statement were not of a material nature.
Management's Discussion
Fiscal year ended January 1998 compared with fiscal year ended January 1997
Operations
Net sales were $65,943 or 17.5% higher than the previous year. All production
segments recorded significant sales increases over 1997 levels. Dinnerware
sales growth was attributed to both the acquisition of Rego China in late
fiscal 1997 and strong demand for Buffalo China products. Metal product sales
increased in all sales channels. International sales of all products increased
11.3% due to growth in all major foreign markets.
Gross margin as a percent of net sales increased to 38.0% from 35.3% in 1997.
The increase was attributable to both favorable product mix and improved
manufacturing efficiencies.
Operating expenses increased by $20,258 or 20.9% over 1997. Due to growing
sales volume and the start-up of new product lines, selling, distribution and
advertising expenses increased by $10,599. As a percentage of net sales,
these costs decreased to 17.7% from 18.0% in 1997. General and administrative
expenses were up $9,659 over 1997 levels. Nearly one-half of this increase is
attributable to costs incurred as a result of the November 1996 acquisition of
Rego China. The remaining increase is principally made up of higher employee
profit sharing resulting from increased operating income.
1998 interest expense (prior to capitalized interest) increased by $456 or 6.7%.
This was principally due to higher average interest rates on the Company's
borrowings.
Forward Looking Information
With the exception of historical data, the information contained in this Annual
Report, as well as those other documents incorporated by reference herein,
is forward-looking. For the purposes of the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995, the Company cautions readers
that changes in certain factors could affect the Company's future results and
could cause the Company's future consolidated results to differ materially from
those expressed herein. Such factors include, but are not limited to: general
economic conditions in the Company's markets; difficulties or delays in the
development, production and marketing of new products; the impact of competitive
products and pricing; certain assumptions related to consumer purchasing
patterns; significant increases in interest rates or the level of the Company's
indebtedness; major slowdowns in the retail, travel or entertainment industries;
the loss of several of the Company's major consumer and/or foodservice
customers; underutilization of the Company's plants and factories; the
amount and rate of growth of the Company's selling, general and
administrative expenses; and the inability of the Company or its customers,
suppliers, service providers or business partners, as well as governmental
agencies, to resolve Year 2000 issues in a timely manner.
Dividends and Price Range of the Company's Common Stock
The Company's Common Stock is listed on the New York Stock Exchange and
trades under the symbol OCQ. The total number of stockholders of record at
January 1999 was 4,381. The following table sets forth the high and low sale
prices per share of the Company's Common Stock for the periods indicated on
the Composite Tape, and cash dividends declared for the quarters in the
Company's 1999 and 1998 fiscal years.
JANUARY 1999 JANUARY 1998
Fiscal Dividends Fiscal Dividends
Quarter High Low Per Share Quarter High Low Per Share
First $31.81 $25.31 $.10 First $13.42 $11.58 $.173
Second 31.31 25.13 .20 Second 20.17 12.33 .087
Third 26.44 12.94 .10 Third 24.25 18.75 .087
Fourth 19.13 13.50 .10 Fourth 27.63 21.96 .100
FIVE YEAR SUMMARY
ONEIDA LTD.
(Thousands except per share amounts)
Year ended January 1999 1998 1997 1996 1995
OPERATIONS
Net sales $465,913 $442,866 $376,923 $363,811 $335,831
Gross margin 173,015 168,058 132,989 127,251 113,192
Interest expense 8,963 6,823 6,503 6,877 5,922
Income from continuing
operations before income taxes 31,952 42,324 28,555 25,569 17,393
Income taxes 12,202 16,189 11,279 10,144 7,306
Income from continuing
operations 19,750 26,135 17,276 15,425 10,087
Income (loss) from discontinued
operations 2,566 (304) 2,663 3,406
Net income 19,750 28,701 16,972 18,088 13,493
Cash dividends declared--
Preferred stock 132 132 133 134 134
Common stock 8,368 7,633 5,882 5,273 5,233
PER SHARE OF COMMON STOCK
Continuing operations<F1> 1.16 1.55 1.02 .93 .62
Discontinued operations<F1> .16 (.02) .16 .21
Net income<F1> 1.16 1.71 1.00 1.09 .83
Dividends declared .50 .45 .35 .32 .32
Book value 8.31 8.01 6.98 6.31 5.69
FINANCIAL DATA
Current assets 275,938 209,844 219,491 211,930 205,168
Working capital 140,066 119,344 122,937 140,106 134,386
Total assets 442,068 363,586 350,228 306,568 297,486
Long-term debt 89,605 69,415 68,126 63,129 68,277
Other long-term liabilities 76,343 68,404 67,230 65,315 63,231
Stockholders' equity 140,248 135,257 118,318 106,300 95,196
Additions to property, plant
and equipment 21,904 13,577 11,566 12,434 12,785
Property, plant and equipment --
at cost 218,038 206,272 195,429 185,637 177,166
Accumulated depreciation 123,010 121,460 116,283 105,957 97,474
SHARES OF CAPITAL STOCK
Outstanding at end of year
Preferred 87 88 89 89 89
Common 16,607 16,609 16,640 16,499 16,353
Weighted average number of
common shares outstanding
during the year 16,670 16,507 16,557 16,331 16,176
SALES OF MAJOR PRODUCTS BY PERCENT
OF TOTAL SALES
Metal products 70% 77% 83% 83% 82%
Dinnerware products 20% 19% 13% 12% 13%
Glass products 4% 3% 3% 3% 3%
Other products 6% 1% 1% 2% 2%
AVERAGE NUMBER OF EMPLOYEES 4,824 4,637 4,525 4,690 4,534
<FN>
<F1> diluted basis
</FN>