SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended October 29, 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 1-724
PHILLIPS-VAN HEUSEN CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 13-1166910
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1290 Avenue of the Americas New York, New York 10104
(Address of principal executive offices) (Zip Code)
Registrant's telephone number (212) 541-5200
Indicate by check mark whether 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 registrant was
required to file such reports), and (2) has been subject to such filing
requirement for the past 90 days.
Yes X No
The number of outstanding shares of common stock, par value $1.00 per
share, of Phillips-Van Heusen Corporation as of November 28, 1995: 26,791,801
shares.
PHILLIPS-VAN HEUSEN CORPORATION
INDEX
PART I -- FINANCIAL INFORMATION
Independent Accountants Review Report.................................. 1
Consolidated Balance Sheets as of October 29, 1995 and
January 29, 1995...................................................... 2
Consolidated Statements of Income for the thirteen weeks and
thirty-nine weeks ended October 29, 1995 and October 30, 1994.......... 3
Consolidated Statements of Cash Flows for the thirty-nine weeks
ended October 29, 1995 and October 30, 1994........................... 4
Notes to Consolidated Financial Statements............................ 5-7
Management's Discussion and Analysis of Results of Operations
and Financial Condition............................................... 8-11
PART II -- OTHER INFORMATION
ITEM 6 - Exhibits and Reports on Form 8-K............................. 12-14
Signatures............................................................ 15
Exhibit--Acknowledgment of Independent Accountants.................... 16
Exhibit--Financial Data Schedule...................................... 17
Independent Accountants Review Report
Stockholders and Board of Directors
Phillips-Van Heusen Corporation
We have reviewed the accompanying condensed consolidated balance sheet of
Phillips-Van Heusen Corporation as of October 29, 1995, and the related
condensed consolidated statements of income and cash flows for the 13 and 39
week periods ended October 29, 1995 and October 30, 1994. These financial
statements are the responsibility of the Company's management.
We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to financial data, and making inquiries of persons responsible for financial
and accounting matters. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, which will
be performed for the full year with the objective of expressing an opinion
regarding the financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our reviews, we are not aware of any material modifications that
should be made to the accompanying condensed consolidated financial statements
referred to above for them to be in conformity with generally accepted
accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of Phillips-Van Heusen Corporation
as of January 29, 1995, and the related consolidated statements of income,
stockholders' equity, and cash flows for the year then ended (not presented
herein) and in our report dated March 14, 1995, we expressed an unqualified
opinion on those consolidated financial statements. In our opinion, the
information set forth in the accompanying condensed consolidated balance sheet
as of January 29, 1995, is fairly stated, in all material respects, in
relation to the consolidated balance sheet from which it has been derived.
ERNST & YOUNG LLP
New York, New York
November 14, 1995
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Phillips-Van Heusen Corporation
Consolidated Balance Sheets
(In thousands, except per share data)
UNAUDITED AUDITED
October 29, January 29,
1995 1995
ASSETS
Current Assets:
Cash, including cash equivalents of $11,446 and $68,586 $ 22,311 $ 80,473
Trade receivables, less allowances of $4,951 and $1,617 148,086 77,527
Inventories 357,212 255,244
Other, including deferred taxes of $9,754 and $7,108 18,808 16,426
Total Current Assets 546,417 429,670
Property, Plant and Equipment 135,996 136,297
Goodwill 137,205 17,733
Other Assets, including deferred taxes of $9,502
at January 29, 1995 14,798 12,584
$834,416 $596,284
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Notes payable $118,417 $ 0
Accounts payable 50,384 38,759
Accrued expenses 94,888 75,014
Current portion of long-term debt 280 260
Total Current Liabilities 263,969 114,033
Long-Term Debt, less current portion 239,403 169,679
Other Liabilities, including deferred taxes of $2,795
at October 29, 1995 62,202 37,112
Stockholders' Equity:
Preferred Stock, par value $100 per share; 150,000
shares authorized, no shares outstanding
Common Stock, par value $1 per share; 100,000,000 shares
authorized; shares issued 26,781,801 and 26,610,310 26,782 26,610
Additional Capital 113,856 112,801
Retained Earnings 128,204 136,049
Total Stockholders' Equity 268,842 275,460
$834,416 $596,284
See accompanying notes.
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Phillips-Van Heusen Corporation
Consolidated Statements of Income
Unaudited
(In thousands, except per share amounts)
Thirteen Weeks Thirty-Nine Weeks
Ended Ended
October 29, October 30, October 29, October 30,
1995 1994 1995 1994
Net sales $448,007 $379,406 $1,080,487 $902,074
Cost of goods sold 308,952 256,019 724,431 604,764
Gross profit 139,055 123,387 356,056 297,310
Selling, general and administrative expenses 116,749 93,582 322,209 257,412
Plant, store closing and restructuring
expenses 25,000 - 25,000 -
(Loss) income before interest and taxes (2,694) 29,805 8,847 39,898
Interest expense, net 6,559 3,377 17,281 10,061
(Loss) income before taxes (9,253) 26,428 (8,434) 29,837
Income tax (benefit) expense (4,879) 8,578 (4,594) 9,783
Net (loss) income $ (4,374) $ 17,850 $ (3,840) $ 20,054
Net (loss) income per share $ (0.16) $ 0.66 $ (0.14) $ 0.74
Cash dividends per share $ 0.0375 $ 0.0375 $ 0.1125 $ 0.1125
See accompanying notes.
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Phillips-Van Heusen Corporation
Consolidated Statements of Cash Flows
Unaudited
(In thousands)
Thirty-Nine Weeks Ended
October 29, October 30,
1995 1994
OPERATING ACTIVITIES:
Net (loss) income $ (3,840) $ 20,054
Adjustments to reconcile net (loss) income to net
cash used by operating activities:
Depreciation and amortization 22,498 17,273
Write-off of fixed assets 11,000
Other-net (3,480) (3,135)
Changes in operating assets and liabilities:
Receivables (50,618) (41,150)
Inventories (65,688) (20,501)
Accounts payable and accrued expenses (23,072) 22,692
Other-net (150) (3,036)
Net Cash Used By Operating Activities (113,350) (7,803)
INVESTING ACTIVITIES:
Acquisition of the Apparel Group of Crystal Brands (114,503) -
Plant and equipment acquired (25,029) (37,233)
Contributions from landlords 6,930 10,561
Other-net 2,411 1,908
Net Cash Used By Investing Activities (130,191) (24,764)
FINANCING ACTIVITIES:
Proceeds from revolving line of credit and long-
term borrowings 204,737 -
Payments on revolving line of credit and long-
term borrowings (16,580) (245)
Exercise of stock options 1,227 996
Payment of dividends (4,005) (3,983)
Net Cash Provided (Used) By Financing Activities 185,379 (3,232)
DECREASE IN CASH (58,162) (35,799)
Cash at beginning of period 80,473 68,070
Cash at end of period $ 22,311 $ 32,271
Note: Net loss for the thirty-nine weeks ended October 29, 1995 includes a
$25,000 pre-tax charge for plant, store closing and restructuring expenses.
See accompanying notes.
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Phillips-Van Heusen Corporation
Notes To Consolidated Financial Statements
Unaudited
(In thousands, except per share amounts)
GENERAL
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information. Accordingly, they do not contain all
disclosures required by generally accepted accounting principles for complete
financial statements. Reference should be made to the annual financial
statements, including the footnotes thereto, included in the Company's Annual
Report to Stockholders for the year ended January 29, 1995.
The results of operations for the thirteen and thirty-nine weeks ended October
29, 1995 and October 30, 1994 are not necessarily indicative of those for a
full fiscal year because of seasonal factors. The data contained in these
financial statements are unaudited and are subject to year-end adjustments;
however, in the opinion of management, all known adjustments (which consist
only of normal recurring accruals) have been made to present fairly the
consolidated operating results for the unaudited periods.
Certain reclassifications have been made to the segment information for the
thirteen and thirty-nine weeks ended October 30, 1994 to present that
information on a basis consistent with the thirteen and thirty-nine weeks
ended October 29, 1995.
INVENTORIES
Inventories are summarized as follows:
October 29, January 29,
1995 1995
Raw materials $ 8,988 $ 19,849
Work in process 17,186 17,026
Finished goods 331,038 218,369
Total $357,212 $255,244
Inventories are stated at the lower of cost or market. Cost for the apparel
business is determined principally using the last-in first-out method (LIFO),
except for certain sportswear inventories which are determined using the
first-in first-out method (FIFO). Cost for the footwear business is
determined using FIFO. Inventories would have been $15,960 and $12,700 higher
than reported at October 29, 1995 and January 29, 1995, respectively, if the
FIFO method of inventory accounting had been used for the entire apparel
business.
The determination of cost of sales and inventories under the LIFO method can
only be made at the end of each fiscal year based on inventory cost and
quantities on hand. Interim LIFO determinations are based on management's
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estimates of expected year-end inventory levels and costs. Such estimates are
subject to revision at the end of each quarter. Since estimates of future
inventory levels and costs are subject to external factors, interim financial
results are subject to year-end LIFO inventory adjustments.
SEGMENT DATA
The Company operates in two industry segments: (i) apparel - the manufacture,
procurement for sale and marketing of a broad range of men's and women's
apparel to wholesale customers as well as through Company-owned retail stores,
and (ii) footwear - the manufacture, procurement for sale and marketing of a
broad range of men's, women's and children's shoes to wholesale customers as
well as through Company-owned retail stores.
Operating income represents net sales less operating expenses. Excluded from
operating results of the segments are interest expense, net, corporate
expenses and income taxes.
Thirteen Weeks Thirty-Nine Weeks
Ended Ended
October 29, October 30, October 29, October 30,
1995 1994 1995 1994
Net sales-apparel $343,625 $271,524 $ 804,560 $621,762
Net sales-footwear 104,382 107,882 275,927 280,312
Total net sales $448,007 $379,406 $1,080,487 $902,074
Operating (loss) income-apparel* $ (2,624) $ 19,971 $ 2,379 $ 22,067
Operating income-footwear* 4,704 13,086 16,496 25,440
Total operating income* 2,080 33,057 18,875 47,507
Corporate expenses (4,774) (3,252) (10,028) (7,609)
Interest expense, net (6,559) (3,377) (17,281) (10,061)
(Loss) income before taxes $ (9,253) $ 26,428 $ (8,434) $ 29,837
* Operating income for the thirteen and thirty-nine weeks ended October 29,
1995 includes a $25,000 pre-tax charge, of which $23,000 and $2,000 relate
to the Company's apparel and footwear businesses, respectively. These
charges relate to plant, store closing and restructuring expenses as
described in the accompanying footnote.
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ACQUISITION
On February 17, 1995, the Company completed the acquisition of the Apparel
Group of Crystal Brands, Inc. for $114,503 in cash, net of cash acquired, and
subject to certain adjustments. This acquisition was accounted for as a
purchase. The acquired operations are included in the Company's consolidated
financial statements since February 17, 1995.
In connection with the acquisition, the Company acquired assets with a fair
value estimated to be $190,427 (including $121,164 of excess of cost over net
assets acquired) and assumed liabilities estimated to be $75,924. The Company
has not yet determined either the final value of the assets acquired and
liabilities assumed or the allocation of these assets and liabilities within
the Company's consolidated balance sheet. Accordingly, adjustments to the
Company's consolidated balance sheet at October 29, 1995 may be required.
If the acquisition had occurred on the first day of fiscal 1994 instead of on
February 17, 1995, the Company's proforma consolidated results of operations
would have been:
Thirty-Nine Weeks Ended
October 29, October 30,
1995 1994
Net sales $1,086,618 $1,073,021
Net (loss) income $ (3,903) $ 20,388
Net (loss) income per share $ (0.15) $ 0.75
PLANT, STORE CLOSING AND RESTRUCTURING EXPENSES
On September 13, 1995, the Company adopted and began to implement a plan
designed to reduce costs and realign the product distribution mix primarily
within the Company's apparel business. Significant components of the plan
include the closure of three domestic apparel manufacturing facilities before
year-end and the closing of approximately 200 less profitable retail outlet
stores. As a result, the Company has recorded a pre-tax charge of $25,000 in
the third quarter of 1995. Approximately $11,000 of this charge relates to
the write-off of fixed assets located in such factories and retail outlet
stores. The remaining $14,000 relates to termination benefits for
approximately twelve hundred employees impacted by this restructuring. The
Company believes these changes will improve future profitability through lower
operating costs and improved margins. As part of its ongoing expense and cost
reduction initiatives, the Company will continue to evaluate its operating
structure.
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL
CONDITION
RESULTS OF OPERATIONS
Thirteen Weeks Ended October 29, 1995 Compared to Thirteen Weeks Ended
October 30, 1994
APPAREL
Net sales of the Company's apparel segment in the third quarter were $343.6
million in 1995 and $271.5 million last year, an increase of approximately
26.6%. The acquisition of the Apparel Group of Crystal Brands, Inc. (Gant and
Izod) on February 17, 1995, primarily accounted for this increase.
Gross profit on apparel sales was 30.0% in the third quarter of 1995 compared
to 30.4% in last year's third quarter. Increased promotional selling was
mostly offset by higher margins from the newly acquired Izod and Gant
businesses. In addition, the third quarter LIFO charge was $2.0 million in
1995 compared to $1.0 million last year.
Selling, general and administrative expenses as a percent of apparel sales in
the third quarter were 24.0% in 1995 and 23.1% in 1994. The increased
percentage relates principally to the inability to fully leverage in-store
expenses during this period of retail weakness.
FOOTWEAR
Net sales of the Company's footwear segment were $104.4 million in the third
quarter of 1995 and $107.9 million last year, a decrease of approximately
3.2%.
Gross profit on footwear sales was 34.6% in the third quarter of 1995 compared
to 37.8% in last year's third quarter. The current quarter contained
increased promotional selling, resulting in large part from an exceptionally
weak back to school selling season.
Selling, general and administrative expenses as a percent of footwear sales in
the third quarter were 28.2% in 1995 and 25.6% in 1994. The increased
percentage relates principally to the inability to fully leverage in-store
expenses during this extended period of retail weakness.
INTEREST EXPENSE
Net interest expense was $6.6 million in the third quarter of 1995 compared
with $3.4 million last year. This increase resulted from the cash purchase of
the Apparel Group of Crystal Brands, Inc.
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INCOME TAXES
The Company's 1995 estimated tax rate reflects the substantially greater
weight of its tax exempt operations in Puerto Rico due to the depressed level
of overall income, further reduced by the $25 million plant, store closing and
restructuring expense.
CORPORATE EXPENSES
Corporate expenses were $4.8 million in the third quarter of 1995 compared to
$3.3 million in 1994. A general increase in corporate expenses included an
increase in professional fees related to certain brand research and marketing
projects.
Thirty-Nine Weeks Ended October 29, 1995 Compared to Thirty-Nine Weeks Ended
October 30, 1994
APPAREL
Net sales of the Company's apparel segment were $804.6 million during the
first nine months of 1995, an increase of 29.4% from the prior year's $621.8
million. The acquisition of the Apparel Group of Crystal Brands, Inc. on
February 17, 1995, primarily accounted for this increase.
Gross profit on apparel sales was 31.5% in the first nine months of 1995
compared to 31.0% in last year's first nine months. The increased percentage
relates principally to higher margins on products sold under the newly
acquired Izod and Gant businesses. In addition, the current year includes a
LIFO charge of $3.3 million compared with a charge of $3.2 million in the
prior year.
Selling, general and administrative expenses as a percent of apparel sales in
the first three quarters were 28.4% in 1995 and 27.4% in 1994. The increased
percentage relates principally to the inability to fully leverage in-store
expenses during this extended period of retail weakness.
FOOTWEAR
Net sales of the Company's footwear segment were $275.9 million compared to
the prior year's $280.3 million, a decrease of approximately 1.6%.
Gross profit on footwear sales was 37.2% in the first nine months of 1995
compared to 37.4% last year. The prior year's first half was impacted by
significant clearance markdowns to clear slower moving merchandise from
inventory. The Company began the current year with a much improved inventory
mix, which in turn reduced clearance markdowns in the first half. Offsetting
this positive trend were promotional markdowns in the Company's retail stores
in the third quarter due to an exceptionally weak back to school selling
season.
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Selling, general and administrative expenses as a percent of footwear sales in
the first nine months were 30.5% in 1995 and 28.3% in 1994. The increased
percentage relates principally to the inability to fully leverage in-store
expenses during this extended period of retail weakness.
INTEREST EXPENSE
Net interest expense was $17.3 million in the first nine months of 1995
compared with $10.1 million last year. This increase resulted from the cash
purchase of the Apparel Group of Crystal Brands, Inc.
INCOME TAXES
The Company's 1995 estimated tax rate reflects the substantially greater
weight of its tax exempt operations in Puerto Rico due to the depressed level
of overall income, further reduced by the $25 million plant, store closing and
restructuring expense.
CORPORATE EXPENSES
Corporate expenses were $10.0 million in the first nine months of 1995
compared to $7.6 million in 1994. A general increase in corporate expenses
included an increase in professional fees related to certain brand research
and marketing projects. In addition, the prior year included a credit to the
Company's unfunded supplemental savings plan liability.
SEASONALITY
The Company's business is seasonal, with higher sales and income during its
third and fourth fiscal quarters, which coincide with the Company's two peak
retail selling seasons: the first running from the start of the summer
vacation period in late May and continuing through September; the second being
the Christmas selling season beginning with the weekend following Thanksgiving
and continuing through the week after Christmas.
Also contributing to the relative strength of the third fiscal quarter is the
high volume of fall shipments to wholesale customers which are generally more
profitable than spring shipments. The slower spring selling season at
wholesale combined with retail seasonality makes the first fiscal quarter
particularly weak.
LIQUIDITY AND CAPITAL RESOURCES
The seasonal nature of the Company's business typically requires the use of
cash to fund a build-up in the Company's inventory in the first half of each
fiscal year. During the third and fourth quarters, the Company's higher level
of sales tends to reduce its inventory and generate cash from operations.
While this seasonal pattern has continued in 1995, various factors have caused
a significant use of cash in the first three quarters of 1995.
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Cash used by operations in the first nine months totalled $113.4 million in
1995 compared with $7.8 million last year. Integration costs resulting from
the acquisition of the Apparel Group of Crystal Brands, Inc. and an inventory
build-up for a planned increase in fourth quarter sales, also resulting from
the acquisition, were the primary reasons for the increase. In addition, a
reduced level of earnings, resulting in large part from a $25.0 million pre-
tax charge for plant, store closing and restructuring expenses in the third
quarter of 1995, contributed to this increase.
The Company has a revolving credit agreement under which the Company may, at
its option, borrow and repay amounts (including letters of credit) up to a
maximum of $400 million. The Company believes that its borrowing capacity
under this facility is adequate for the coming year. At the end of the third
quarter, the Company estimated that $70 million of the outstanding cash
borrowings under this facility are non-current. The acquisition of the
Apparel Group of Crystal Brands, Inc. for cash was funded from the Company's
cash reserves and from borrowings under this facility. The resulting increase
in long-term debt has increased the Company's long-term debt (net of invested
cash) as a percentage of total capital to 45.9% at the end of the current
quarter compared with 34.8% at the end of last year's third quarter.
PLANT, STORE CLOSING AND RESTRUCTURING EXPENSES
On September 13, 1995, the Company adopted and began to implement a plan
designed to reduce costs and realign the product distribution mix primarily
within the Company's apparel business. Significant components of the plan
include the closure of three domestic apparel manufacturing facilities before
year-end and the closing of approximately 200 less profitable retail outlet
stores. As a result, the Company has recorded a pre-tax charge of $25 million
in the third quarter of 1995. Approximately $11 million of this charge
relates to the write-off of fixed assets located in such factories and retail
outlet stores. The remaining $14 million relates to termination benefits for
approximately twelve hundred employees impacted by this restructuring. The
Company believes these changes will improve future profitability through lower
operating costs and improved margins. As part of its ongoing expense and cost
reduction initiatives, the Company will continue to evaluate its operating
structure.
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ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) The following exhibits are included herein:
4.1 Specimen of Common Stock certificate (incorporated by reference to
Exhibit 4 to the Company's Annual Report on Form 10-K for the
fiscal year ended January 31, 1981).
4.2 Preferred Stock Purchase Rights Agreement (the "Rights Agreement"),
dated June 10, 1986 between PVH and The Chase Manhattan Bank, N.A.
(incorporated by reference to Exhibit 3 to the Company's Quarterly
Report as filed on Form 10-Q for the period ended May 4, 1986).
4.3 Amendment to the Rights Agreement, dated March 31, 1987 between PVH
and The Chase Manhattan Bank, N.A. (incorporated by reference to
Exhibit 4(c) to the Company's Annual Report on Form 10-K for the
year ended February 2, 1987).
4.4 Supplemental Rights Agreement and Second Amendment to the Rights
Agreement, dated as of July 30, 1987, between PVH and The Chase
Manhattan Bank, N.A. (incorporated by reference to Exhibit (c)(4)
to the Company's Schedule 13E-4, Issuer Tender Offer Statement,
dated July 31,1987).
4.5 Credit Agreement, dated as of December 16, 1993, among PVH, Bankers
Trust Company, The Chase Manhattan Bank, N.A., Citibank, N.A., The
Bank of New York, Chemical Bank and Philadelphia National Bank, and
Bankers Trust Company, as agent (incorporated by reference to
Exhibit 4.5 to the Company's Annual Report on Form 10-K for the
fiscal year ended January 30, 1994).
4.6 First Amendment, dated as of February 13, 1995, to the Credit
Agreement dated as of December 16, 1993 (incorporated by reference
to Exhibit 4.6 to the Company's Annual Report on Form 10-K for the
fiscal year ended January 29, 1995).
4.7 Second Amendment, dated as of July 17, 1995, to the Credit
Agreement dated as of December 16, 1993.
4.8 Third Amendment, dated as of September 27, 1995, to the Credit
Agreement dated as of December 16, 1993.
4.9 Fourth Amendment, dated as of September 28, 1995, to the Credit
Agreement dated as of December 16, 1993.
4.10 Note Agreement, dated October 1, 1992, among PVH, The Equitable
Life Assurance Society of the United States, Equitable Variable
Life Insurance Company, Unum Life Insurance Company of America,
Nationwide Life Insurance Company, Employers Life Insurance Company
of Wausau and Lutheran Brotherhood (incorporated by reference to
Exhibit 4.21 to the Company's Annual Report on Form 10-K for the
fiscal year ended January 31, 1993).
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4.11 Indenture, dated as of November 1, 1993, between PVH and The Bank
of New York, as Trustee (incorporated by reference to Exhibit 4.01
to the Company's Registration Statement on Form S-3 (Reg. No. 33-
50751) filed on October 26, 1993).
*10.1 1987 Stock Option Plan, including all amendments through June 13,
1995.
*10.2 1973 Employees' Stock Option Plan (incorporated by reference to
Exhibit 1 to the Company's Registration Statement on Form S-8 (Reg.
No. 2-72959) filed on July 15, 1981).
*10.3 Supplement to 1973 Employees' Stock Option Plan (incorporated by
reference to the Company's Prospectus filed pursuant to Rule 424(c)
to the Registration Statement on Form S-8 (Reg. No. 2-72959) filed
on March 31, 1982).
*10.4 Phillips-Van Heusen Corporation Special Severance Benefit Plan, as
amended and restated as of June 13, 1995.
*10.5 Phillips-Van Heusen Corporation Capital Accumulation Plan
(incorporated by reference to the Company's Report on Form 8-K
filed on January 16, 1987).
*10.6 Phillips-Van Heusen Corporation Amendment to Capital Accumulation
Plan (incorporated by reference to Exhibit 10(n) to the Company's
Annual Report on Form 10-K for the fiscal year ended February 2,
1987).
*10.7 Form of Agreement amending Phillips-Van Heusen Corporation Capital
Accumulation Plan with respect to individual participants
(incorporated by reference to Exhibit 10(1) to the Company's
Annual Report on Form 10-K for the fiscal year ended January 31,
1988).
*10.8 Form of Agreement amending Phillips-Van Heusen Corporation Capital
Accumulation Plan with respect to individual participants.
*10.9 Phillips-Van Heusen Corporation Supplemental Defined Benefit Plan,
dated January 1, 1991, as amended and restated on June 2, 1992
(incorporated by reference to Exhibit 10.10 to the Company's Annual
Report on Form 10-K for the fiscal year ended January 31, 1993).
*10.10 Phillips-Van Heusen Corporation Supplemental Savings Plan, dated as
of January 1, 1991 and amended and restated as of January 1, 1992
(incorporated by reference to Exhibit 10.29 to the Company's Annual
Report on Form 10-K for the fiscal year ended February 2, 1992).
10.11 Asset Sale Agreement, dated January 24, 1995, Among the Company and
Crystal Brands, Inc., Crystal Apparel, Inc., Gant Corporation,
Crystal Sales, Inc., Eagle Shirtmakers, Inc., and Crystal Brands
(Hong Kong) Limited (incorporated by reference to Exhibit 1 to the
Company's Report on Form 8-K dated March 6, 1995).
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*10.12 Agreement, dated as of April 28, 1993, between Bruce J. Klatsky,
Lawrence S. Phillips and the Company (incorporated by reference to
Exhibit 10.11 to the Company's Annual Report on Form 10-K for the
fiscal year ended January 29, 1995).
*10.13 Non-Incentive Stock Option Agreement, dated as of April 28, 1993,
between the Company and Bruce J. Klatsky. Non-Incentive Stock
Option Agreement, dated as of December 3, 1993, between the Company
and Bruce J. Klatsky (reload of April 28, 1993 Non-Incentive Stock
Option Agreement) (incorporated by reference to Exhibit 10.12 to
the Company's Annual Report on Form 10-K for the fiscal year ended
January 29, 1995).
*10.14 Amendment, dated December 6, 1993, to the Agreement, dated April
28, 1993, between Bruce J. Klatsky, Lawrence S. Phillips and the
Company (incorporated by reference to Exhibit 10.13 to the
Company's Annual Report on Form 10-K for the fiscal year ended
January 29, 1995).
*10.15 Consulting and non-competition agreement, dated February 14, 1995,
between the Company and Lawrence S. Phillips (incorporated by
reference to Exhibit 10.14 to the Company's Annual Report on Form
10-K for the fiscal year ended January 29, 1995).
*10.16 Performance Restricted Stock Plan, effective as of April 18, 1995
(incorporated by reference to Exhibit 10.15 to the Company's Annual
Report on Form 10-K for the fiscal year ended January 29, 1995).
15. Acknowledgement of Independent Accountants.
27. Financial Data Schedule.
* Management contract or compensatory plan or arrangement required to be
identified pursuant to Item 14(a) of this report.
(b) Reports on Form 8-K
No reports have been filed on Form 8-K during the quarter covered by this
report.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
PHILLIPS-VAN HEUSEN CORPORATION
Registrant
December 11, 1995 /s/ Emanuel Chirico
Emanuel Chirico, Controller
Vice President and
Chief Accounting Officer
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Exhibit 15
November 14, 1995
Stockholders and Board of Directors
Phillips-Van Heusen Corporation
We are aware of the incorporation by reference in the Registration Statement
(Form S-8, No. 33-59101), Registration Statement (Form S-8, No. 33-59602),
Registration Statement (Form S-8, No. 33-38698), Post-Effective amendment No.
1 to the Registration Statement (Form S-8, No. 33-24057), Post-Effective
amendment No. 2 to the Registration Statement (Form S-8, No. 2-73803), Post-
Effective amendment No. 4 to the Registration Statement (Form S-8, No. 2-
72959), Post-Effective amendment No. 6 to the Registration Statement (Form S-
8, No. 2-64564), and Post-Effective amendment No. 13 to the Registration
Statement (Form S-8, No. 2-47910), of Phillips-Van Heusen Corporation of our
report dated November 14, 1995 relating to the unaudited condensed
consolidated interim financial statements of Phillips-Van Heusen Corporation
which are included in its Form 10-Q for the three month period ended October
29, 1995.
Pursuant to Rule 436(c) of the Securities Act of 1933, our report is not a
part of the registration statements or post-effective amendments prepared or
certified by accountants within the meaning of Section 7 or 11 of the
Securities Act of 1933.
ERNST & YOUNG LLP
New York, New York
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