SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended July 2, 1994
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from __________ to __________
Commission File
Number 1-6853
Shaw Industries, Inc.
(Exact name of registrant as specified in its charter)
Georgia 58-1032521
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
616 East Walnut Avenue,
Dalton, Georgia 30720
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: 706/278-3812
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Name of Each Exchange
Title of Each Class On Which Registered
Common Stock, No Par Value The New York Stock Exchange
$1.11 Stated Value The Pacific Stock Exchange
Rights to Purchase Series A
Participating Preferred Stock The New York Stock Exchange
$.50 Stated Value The Pacific Stock Exchange
SECURITIES REGISTERED PURSUANT TO SECTION 12 (g) OF ACT: None
Indicate by check mark whether the registrant (1) has filed all reports required
to be filled by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports and (2) has been subject to such filing
requirements for the past 90 days. Yes(x) No
Indicate 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)
Aggregate market value of the voting stock held by non-affiliates of the
registrant, computed by reference to the closing sales price on The New York
Stock Exchange on September 15, 1994 was: $ 1,678,772,693.
Indicate the number of shares outstanding of each of the registrant's classes
of common stock, as of the latest practicable date.
Title of Each Class Outstanding at September 15, 1994
Common Stock, No Par Value 139,314,302 Shares
DOCUMENTS INCORPORATED BY REFERENCE
1994 Annual Report to Shareholders --- Part II.
Definitive Proxy Statement for the 1994 Annual Meeting of Shareholders on
October 31, 1994 --- Part III.
PART I
Item I. Business
Shaw Industries, Inc. ("Shaw" or the "Company") is the world's
largest carpet manufacturer. Shaw designs and manufactures
approximately 1,600 styles of tufted and woven carpet for
residential and commercial use under the PHILADELPHIA, TRUSTMARK, CABIN
CRAFTS, SHAW COMMERCIAL CARPETS, STRATTON, NETWORX, SHAWMARK, EVANS
BLACK, SALEM, SUTTON, KOSSET, CROSSLEY, ABINGDON, REDBOOK,
MINSTER, INVICTA and TERZA trade names and under certain private
labels. The Company's manufacturing operations are fully
integrated from the processing of yarns through the finishing of
carpet. The Company's carpet is sold in a broad range of prices,
patterns, colors and textures with the majority of its sales in the
medium to high retail price range. Shaw sells its products to
retailers, distributors and commercial users throughout the United
States, Canada, Mexico, Australia and the United Kingdom and, to a
lesser degree, exports to additional overseas markets.
On July 12, 1993, the Company formed a joint venture through
which it acquired an interest in Capital Carpet Industries, Pty.,
Ltd., Melbourne, Victoria, Australia, and Invicta Group Industries,
Pty., Ltd., Braybrook, Victoria, Australia (together, "CCI"),
enabling the Company to participate in a government-supported rationalization
of the Australian carpet industry. On November 4, 1993, the Company acquired
the remaining interest in the joint venture. Until November 4, 1993,
the investment was accounted for using the equity method, and accordingly,
the Company included its share of CCI's income in other income. Subsequent
to November 4, 1993, the results of operations of CCI are included in
the Company's consolidated financial statements.
On September 10, 1993, the Company acquired Abingdon Carpets,
Gwent, Wales. Abingdon is a British producer of medium-priced
tufted carpets and carpet yarns. The acquisition has been
accounted for as a purchase transaction, and accordingly, the
results of operations of Abingdon are included in the Company's
consolidated financial statements since September 10, 1993.
On May 31, 1994, the Company entered into an agreement to form
a joint venture with Grupo Industrial Alfa, S.A. de C.V. of
Monterrey, Mexico, for the manufacture, distribution and marketing
of carpets, rugs and related products in Mexico and South America.
The Company acquired a fify-one percent interest in Terza, S.A. de
C.V., and accordingly, the subsidiary is included in consolidation
at July 2, 1994 and the results of operations of Terza are included
in the Company's consolidated financial statements since May 31, 1994.
Geographical information about the Company's sales, operating
profit and identifiable assets is incorporated by reference to page
1
19 of Exhibit 13 to this report. The results of the acquired
operations in fiscal 1994 did not have a material effect on the
Company's net income.
Products and Marketing
Substantially all carpet manufactured by the Company is tufted
carpet made from nylon and polypropylene yarn. In the tufting
process, yarn is inserted by multiple needles into a synthetic
backing, forming loops which may be cut or left uncut, depending on
the desired texture or construction. According to industry
estimates, tufted carpet accounted for over 91% of unit volume
shipments of carpet manufactured in the United States during
calendar 1993. Substantially all carpet manufactured in the United
States is made from synthetic fibers, with nylon accounting for
65.2% of the total, polypropylene 24.9%, polyester 9.4% and wool
0.5%. During fiscal 1994, the Company processed approximately 95%
of its requirements for carpet yarn in its own yarn processing facilities.
The Company believes that its significant investment in
modern, state-of-the-art equipment has been an important factor in
achieving and maintaining its leadership position in the
marketplace. During the past five fiscal years, the Company has
invested approximately $782 million in property additions. The
Company continually seeks opportunities for increasing its sales
volume and market share. For example, the Company continues to
expand its product lines of carpet manufactured from polypropylene
fiber, including fibers produced by the Company's own extrusion
equipment. The Company also has a manufacturing facility for the
production of carpet tiles for the commercial market.
The overall level of sales in the carpet industry is
influenced by a number of factors, including consumer confidence
and spending for durable goods, interest rates, turnover in
housing, the condition of the residential construction industry and
the overall strength of the economy.
The marketing of carpet is influenced significantly by current
trends in style and fashion, principally color trends. The Company
believes it has been a leader in the development of color
technology in the carpet industry and that its dyeing facilities
are among the most modern and versatile in the industry. The
Company maintains an in-house product development department to
identify developing color and style trends which are expected to
affect its customers' buying decisions. In 1994 this department
was further strengthened by the completion of the Shaw Industries
Research and Development Center. This state-of-the-art complex
includes a 75,000 square foot pilot plant featuring sample
extrusion, yarn processing, tufting, dyeing, coating and shearing
equipment, and three fiber and dye development laboratories.
2
Sales and Distribution
The Company's products are marketed domestically by
approximately 1,050 salaried sales personnel in its various
marketing divisions directly to retailers and distributors and to
large national accounts through the Company's National Accounts
Division. The Company's ten (10) regional customer service centers
and six (6) redistribution centers, along with its centralized
management information system, enable it to provide prompt delivery
of its products to both its retail customers and wholesale
distributors. The Company's substantial investment in management
information systems permits efficient production scheduling and
control of inventory levels.
The Company sells to approximately 37,250 retailers and
national accounts located throughout the United States and Canada.
Retailers and national accounts, on a combined basis, accounted for
approximately 86% of the Company's carpet sales for fiscal 1994.
Shaw also sells to approximately 100 wholesale distributors.
Approximately 4% of the Company's carpet sales in fiscal 1994 were
to distributors. Sales of Shaw products in foreign markets,
including the sales of foreign subsidiaries, accounted for
approximately 10% of total sales in fiscal 1994. No single
customer accounted for more than 2% of the Company's sales during
fiscal 1994.
Competition
The carpet industry is highly competitive with more than 200
companies engaged in the manufacture and sale of carpet in the
United States. Carpet manufacturers also face competition from the
hard surface floorcovering industry. The principal methods of
competition within the carpet industry are quality, style, price
and service. The Company believes its strategically located
regional customer service centers and redistribution centers
provide a competitive advantage to the Company by enabling it to
supply carpet on a timely basis to customers. The Company's long-
standing practice in investing in modern, state-of-the-art
equipment contributes significantly to its ability to compete
effectively on the basis of quality, style and price.
Raw Materials
The principal raw materials used by the Company are nylon
fiber and filament, and synthetic backing; additional raw materials
include polyester, polypropylene and wool fibers and filaments,
jute, latex and dye. During fiscal 1994, the Company experienced
no significant shortages of raw materials.
Employees
At July 2, 1994, the Company had approximately 24,200 full-
3
time employees. In the opinion of management, employee relations
are good. Employees are involved in the Quality Improvement
Process begun in 1985, a program designed to improve the Company's
products and services through education and training. None of the
Company's employees in the United States are represented by unions.
Employees of foreign subsidiaries are represented by unions.
Environmental Matters
Management believes the Company is currently in compliance in
all material respects with applicable federal, state and local
statutes and ordinances regulating the discharge of materials into
the environment and otherwise relating to the protection of the
environment. Management does not believe the Company will be
required to expend any material amounts in order to remain in
compliance with these laws and regulations or that compliance will
materially affect its capital expenditures, earnings or competitive
position.
Patents, Trademarks, etc.
Patent protection has not been significant to the Company's
business although the Company does hold several patents covering
machinery used in a specific carpet coloring process.
4
Item 2. Properties
Shaw's executive offices are located in Dalton, Georgia. The
principal facilities operated by Shaw and described below are owned
except as otherwise noted:
Approximate Principal Products
Location Sq. Ft. or Functions
Dalton, Georgia 46,700 Executive headquarters
Dalton, Georgia 145,000 Administrative offices
Dalton, Georgia 114,600 Administrative offices
Dalton, Georgia 229,500 Administrative offices
and distribution
Dalton, Georgia 309,800 Administrative offices
and distribution
Dalton, Georgia 291,000 Administrative offices
and distribution
Dalton, Georgia 235,500 Administrative offices
and distribution
Dalton, Georgia 372,700 Administrative offices
and distribution
Cartersville, Georgia 138,900 Administrative offices
and warehousing
Dalton, Georgia 601,000 Distribution
Dalton, Georgia 400,000 Distribution
Dalton, Georgia 303,200 Distribution
Dalton, Georgia 371,600 Distribution
Ringgold, Georgia 649,100 Distribution
Ringgold, Georgia 224,200 Distribution
Andalusia, Alabama 1,119,000 Yarn extrusion
Thomson, Georgia 258,300 Yarn extrusion
Valley Head, Alabama(1) 160,000 Yarn processing
Bainbridge, Georgia 450,000 Yarn processing
Blue Ridge, Georgia(4) 75,100 Yarn processing
Calhoun, Georgia 262,100 Yarn processing
Chatsworth, Georgia(2) 36,800 Yarn processing
Chatsworth, Georgia 117,200 Yarn processing
Lafayette, Georgia 131,900 Yarn processing
Milledgeville, Georgia 78,600 Yarn processing
Rome, Georgia 40,600 Yarn processing
Decatur, Tennessee(1) 151,000 Yarn processing
Eton, Georgia 423,000 Yarn processing and
tufting
Stevenson, Alabama 441,000 Yarn spinning
Chatsworth, Georgia 188,300 Yarn spinning
Dallas, Georgia 138,500 Yarn spinning
Dalton, Georgia 241,600 Yarn spinning
Ellijay, Georgia 157,100 Yarn spinning
Fitzgerald, Georgia 250,000 Yarn spinning
Newnan, Georgia 289,000 Yarn spinning
5
Approximate Principal Products
Location Sq. Ft. or Functions
Tifton, Georgia 142,500 Yarn spinning
Toccoa, Georgia 139,000 Yarn spinning
Trenton, Georgia 192,300 Yarn spinning
Trenton, SC 169,500 Yarn spinning
South Pittsburg, TN 187,900 Yarn spinning
Cartersville, Georgia 317,600 Tufting, dyeing &
coating
Cartersville, Georgia 171,800 Tufting, dyeing &
coating
Dalton, Georgia 650,240 Tufting, dyeing &
coating
Dalton, Georgia 461,000 Tufting, dyeing &
coating
Dalton, Georgia 326,000 Tufting, dyeing &
coating
Dalton, Georgia 354,900 Tufting, dyeing &
coating
Dalton, Georgia 579,600 Tufting, dyeing &
coating
Dalton, Georgia 376,200 Tufting & printing
Ringgold, Georgia 201,000 Tufting
Dalton, Georgia 150,000 Dyeing
Dalton, Georgia 267,000 Dyeing and coating
Dalton, Georgia 231,300 Printing, foaming &
warehousing
Cartersville, Georgia(3) 192,000 Carpet tile
manufacturing
Cartersville, Georgia 255,200 Contract carpet
manufacturing
Charlotte, N.C. 112,400 Backing manufacturing
Ringgold, Georgia(5) 248,000 Finishing and rug
manufacturing
Winchester, Tennessee 320,600 Carpet manufacturing
Chickamauga, Georgia(2) 219,500 Sample manufacturing
and warehousing
Dalton, Georgia 197,680 Sample manufacturing
and warehousing
Dalton, Georgia(2) 103,100 Sample manufacturing
and warehousing
Dalton, Georgia 147,200 Sample manufacturing and
warehousing
Dalton, Georgia (2) 154,800 Sample manufacturing and
warehousing
Dalton, Georgia (2) 45,200 Carpet store
Dalton, Georgia 55,000 Design Center
Dalton, Georgia 85,000 Research and Development
Center
Bradford, England 746,000 Tufting, weaving, coating,
distribution and
6
Approximate Principal Products
Location Sq. Ft. or Functions
administrative offices.
Gwent, Wales 265,000 Yarn extrusion, yarn
processing, tufting,
dyeing and coating
Victoria, Australia 1,425,000 Yarn extrusion, yarn
processing, tufting,
dyeing, coating,
distribution and
administrative offices
Monterrey, Mexico 288,000 Yarn processing,
tufting, dyeing,
coating, distribution
and adminstrative
offices.
(1) Leased from Industrial Development Boards.
(2) Subject to a lease expiring in calendar year 1994.
(3) Subject to a lease expiring in calendar year 1995.
(4) Subject to a lease expiring in calendar year 1997.
(5) Subject to a lease expiring in calendar year 2007.
Shaw maintains leased warehouses and customer service
facilities in or near Dallas; Los Angeles (2); Seattle; San
Francisco; Denver; Chicago; Minneapolis; Boston; and, Cranbury, New
Jersey. Each leased warehouse facility includes a sales showroom.
The Company also maintains redistribution centers in Orlando,
Florida; Columbus, Ohio; Kernersville, North Carolina;
Mechanicsburg, Pennsylvania; St. Louis, Missouri; and,
Fredericksburg, Virginia. Management of the Company believes all
of its properties are suitable and adequate for its current
operations and are substantially utilized.
7
Item 3. Legal Proceedings
From time to time the Company is subject to claims and suits
arising in the course of its business. In April 1993, the Company
became a defendant in certain litigation alleging personal injury
resulting from personal exposure to volatile organic compounds
found in carpet produced by the Company. The complaints seek
injunctive relief and unspecified money damage on all claims. The
Company has denied any liability. In May 1993, the Company became
a defendant in certain litigation alleging violation of both
federal and state laws relating to unfair competition. The
complaint seeks an injunction regarding the unfair competition
claims and money damages. The Company has denied any liability.
The Company believes that is has meritorious defenses in these
suits and that the litigation will not have a material adverse
effect on the Company's financial condition or results of
operations. The Company will vigorously defend these suits. In
June 1994, the Company and several other carpet manufacturers
received grand jury subpoenas from the Antitrust Division of the
United States Department of Justice relating to an investigation of
the industry. The Company believes that once this investigation is
completed it will not have a material adverse effect on the
Company's financial condition or results of operations.
At the end of fiscal year 1994, there were no other pending
legal proceedings to which the Company was a party or to which any
of its property was subject which, in the opinion of management,
were likely to have a material adverse effect on the Company's
business, financial condition or results of operations.
Item 4. Submission of Matters to Vote of Security Holders
Not applicable.
8
Item 4(A). Executive Officers of the Registrant
Officer
Name Age Since Position
J. C. Shaw 64 1967 Chairman of the Board
of Directors
Robert E. Shaw 63 1967 President and Chief
Executive Officer and
Director
William C. Lusk, Jr. 59 1971 Senior Vice President
and Treasurer and
Director
W. Norris Little 63 1978 Senior Vice President,
Operations and
Director
Vance D. Bell 43 1983 Vice President,
Marketing
Joseph M. DeVittorio 59 1992 Vice President,
Corporate Planning
Bennie M. Laughter 43 1986 Vice President,
Secretary and General
Counsel
Carl P. Rollins 51 1991 Vice President
Douglas H. Hoskins 59 1978 Controller
Messrs. J. C. Shaw and Robert E. Shaw are brothers. There are
no other family relationships among any of the executive officers
of the Company.
Officers of the Company are elected annually by the Board of
Directors. All of the executive officers of the Company except for
Mr. Devittorio and Mr. Rollins have served as executive officers
for the Company for more than the past five years.
Mr. DeVittorio joined the Company in October 1992, as a Vice
President. Prior to joining the Company, Mr. DeVittorio was Senior
Vice President and General Manager of Allied Signal's Fibers
Division.
Mr. Rollins joined the Company in June, 1991, as a Vice
President. Prior to June, 1991, Mr. Rollins had been engaged in
the private practice of law with the firm of McCamy, Phillips,
Tuggle, Rollins & Fordham, in Dalton, Georgia.
9
PART II
Item 5. Market for the Registrant's Common Stock and Related
Shareholder Matters
The high and low sales prices for the Company's common stock
as reported by the New York Stock Exchange and the amount of
dividends paid by quarter for the last two fiscal years are
set forth on page 2 of Exhibit 13.
Reference is made to Note 2 of Notes to Consolidated Financial Statements
on page 13 of Exhibit 13 for information concerning restrictions
on the payment of cash dividends.
At September 1, 1994, there were 2,184 holders of record of the
Company's common stock.
Item 6. Selected Financial Data
This information is set forth on pages 3-4 of the Exhibit 13
under the caption "Ten Year Financial Review."
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
This information is set forth on pages 5-6 of Exhibit 13 to
this report.
Item 8. Financial Statements and Supplementary Data
This information is set forth on pages 7-21 of Exhibit 13.
Item 9. Disagreements on Accounting and Financial Disclosure
None.
10
PART III
Item 10. Directors and Executive Officers of the Registrant
Information concerning directors is incorporated by reference
to "Election of Class of Directors" on pages 3-6 of the Proxy Statement for
the 1994 Annual Meeting of Shareholders. Reference is also made to
Item 4(A) of Part I of this report, "Executive Officers of the
Registrant," which information is incorporated herein.
Item 11. Executive Compensation
This information is incorporated by reference to "Executive
Compensation" on pages 6-11 of the Proxy Statement for the 1994
Annual Meeting of Shareholders.
Item 12. Security Ownership of Certain Beneficial Owners and
Management
This information is incorporated by reference to "Voting Rights
and Principal Shareholders" and "Election of Directors" on pages 1-
2 and 3-6 respectively, of the Proxy Statement for the 1994 Annual
Meeting of Shareholders.
11
PART IV
Item 13. Certain Relationships and Related Transactions
This information is incorporated by reference to "Certain
Relationships" on page 5 of the Proxy Statement for the 1994 Annual
Meeting of Shareholders.
Item 14. Exhibits, Financial Statement Schedules and Reports on
Form 8-K
(a) The following documents are filed as part of this report:
1. Financial Statements
Exhibit 13, a copy of which is filed with this Form 10-K,
contains the balance sheets as of July 2, 1994, and July
3, 1993, the related statements of income, shareholders'
investment and cash flows for each of the three years in
the period ended July 2, 1994, and the related report of
Arthur Andersen LLP. These financial statements and the
report of Arthur Andersen LLP. are incorporated herein by
reference. The financial statements, incorporated by
reference, include the following:
- Balance Sheets -- July 2, 1994, and July 3, 1993.
- Statements of Income and Statements of Shareholders'
Investment for the years ended July 2, 1994, July 3,
1993, and June 27, 1992.
- Statements of Cash Flows for the years ended July 2,
1994, July 3, 1993, and June 27, 1992.
- Notes to Financial Statements -- July 2, 1994, July 3,
1993, and June 27, 1992.
2. Financial Statement Schedules
- Report of Independent Public Accountants as to
Schedules:
Schedule
Number
V Property, Plant and Equipment for the Years
Ended July 2, 1994, July 3, 1993, and June 27,
1992.
VI Accumulated Depreciation and Amortization of
Property, Plant and Equipment for the Years
Ended July 2, 1994, July 3, 1993, and June 27,
1992.
12
VIII Valuation and Qualifying Accounts for the
Years Ended July 2, 1994, July 3, 1993, and
June 27, 1992.
IX Aggregate Short-term Borrowings for the Years
Ended July 2, 1994, July 3, 1993, and June 27,
1992.
13
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Shareholders of
Shaw Industries, Inc.:
We have audited, in accordance with generally accepted auditing standards, the
financial statements of Shaw Industries, Inc. included in this annual report
to shareholders on Form 10-K and have issued our report thereon dated August 8,
1994. Our audits were made for the purpose of forming an opinion on those
statements taken as a whole. Schedules V, VI, VIII, and IX are the
responsibility of the Company's management and are presented for purposes of
complying with the Securities and Exchange Commission's rules and are not part
of the basic financial statements. These schedules have been subjected to the
auditing procedures applied in the audits of the basic financial statements
and, in our opinion, fairly state, in all material respects the financial
data required to be set forth therein in relation to the basic financial
statements taken as a whole.
Arthur Andersen LLP
Atlanta, Georgia
August 8, 1994
SCHEDULE V
SHAW INDUSTRIES, INC.
PROPERTY, PLANT, AND EQUIPMENT
FOR THE YEARS ENDED JULY 2, 1994, JULY 3, 1993, AND JUNE 27, 1992
Balance at
Beginning Additions, Balance at
of Year at Cost Retirements End of Year
YEAR ENDED JUNE 27, 1992 (a):
Land and land improvements $ 12,470,000 $ 2,521,000 $ 0 $ 14,991,000
Buildings 112,697,000 50,260,000 (50,000) 162,907,000
Machinery and equipment 444,972,000 77,541,000 (22,000) 522,491,000
Leasehold improvements 2,030,000 1,774,000 0 3,804,000
Construction in progress 28,424,000 (13,860,000) 0 14,564,000
$ 600,593,000 $ 118,236,000 $ (72,000)$ 718,757,000
YEAR ENDED JULY 3, 1993 (b):
Land and land improvements $ 14,991,000 $ 2,497,000 $ (4,000)$ 17,484,000
Buildings 162,907,000 30,185,000 0 193,092,000
Machinery and equipment 522,491,000 119,133,000 (544,000) 641,080,000
Leasehold improvements 3,804,000 88,000 0 3,892,000
Construction in progress 14,564,000 5,314,000 0 19,878,000
$ 718,757,000 $ 157,217,000 $ (548,000)$ 875,426,000
YEAR ENDED JULY 2, 1994:
Land and land improvements $ 17,484,000 $ 10,771,000 $ (59,000)$ 28,196,000
Buildings 193,092,000 34,489,000 (521,000) 227,060,000
Machinery and equipment 641,080,000 110,412,000 (7,584,000) 743,908,000
Leasehold improvements 3,892,000 951,000 (11,000) 4,832,000
Construction in progress 19,878,000 94,745,000 (19,000) 114,604,000
$ 875,426,000 $ 251,368,000 $ (8,194,000)$ 1,118,600,000
(a) 1992 additions are primarily the result of the acquisition of Salem Carpet
Mills, Inc.
(b) 1993 additions are primarily the result of the acquisition of certain of the
carpet fiber manufacturing facilities of Amoco Fabrics and Fibers Company.
/TABLE
SCHEDULE VI
SHAW INDUSTRIES, INC.
ACCUMULATED DEPRECIATION AND AMORTIZATION
PROPERTY, PLANT, AND EQUIPMENT
FOR THE YEARS ENDED JULY 2, 1994, JULY 3, 1993, AND JUNE 27, 1992
Additions
Balance at Charged to
Beginning Costs and Balance at
of Year Expenses Retirements End of Year
YEAR ENDED JUNE 27, 1992:
Land and land improvements $ 1,323,000 $ 182,000 $ 0 $ 1,505,000
Buildings 21,394,000 4,481,000 (7,000) 25,868,000
Machinery and equipment 242,872,000 58,415,000 (9,000) 301,278,000
Leasehold improvements 539,000 89,000 0 628,000
$ 266,128,000 $ 63,167,000 $ (16,000)$ 329,279,000
YEAR ENDED JULY 3, 1993:
Land and land improvements $ 1,505,000 $ 257,000 $ 0 $ 1,762,000
Buildings 25,868,000 5,693,000 0 31,561,000
Machinery and equipment 301,278,000 66,870,000 (281,000) 367,867,000
Leasehold improvements 628,000 170,000 0 798,000
$ 329,279,000 $ 72,990,000 $ (281,000)$ 401,988,000
YEAR ENDED JULY 2, 1994:
Land and land improvements $ 1,762,000 $ 366,000 $ 0 $ 2,128,000
Buildings 31,561,000 7,127,000 0 38,688,000
Machinery and equipment 367,867,000 76,337,000 (5,038,000) 439,166,000
Leasehold improvements 798,000 256,000 (11,000) 1,043,000
$ 401,988,000 $ 84,086,000 $ (5,049,000)$ 481,025,000
/TABLE
SCHEDULE VIII
SHAW INDUSTRIES, INC.
VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED JULY 2, 1994, JULY 3, 1993, AND JUNE 27, 1992
Additions
Balance at Charged to
Beginning Costs and Balance at
of Year Expenses Deductions End of Year
YEAR ENDED JUNE 27, 1992:
Allowance for doubtful accounts
and discounts $ 5,941,000 $ 58,804,000 $ 55,461,000 $ 9,284,000
YEAR ENDED JULY 3, 1993:
Allowance for doubtful accounts
and discounts $ 9,284,000 $ 91,418,000 $ 86,360,000 $ 14,342,000
YEAR ENDED JULY 2, 1994:
Allowance for doubtful accounts
and discounts $ 14,342,000 $ 107,179,000 $ 103,066,000 $ 18,455,000
/TABLE
SCHEDULE IX
SHAW INDUSTRIES, INC.
AGGREGATE SHORT-TERM BORROWINGS
FOR THE YEARS ENDED JULY 2, 1994, JULY 3, 1993, AND JUNE 27, 1992
Average Weighted
Weighted Maximum Amount Average
Average Amount Outstanding Interest
Balance at Interest Outstanding During Rate During
End of Year Rate During Year Year (a) Year (b)
YEAR ENDED JUNE 27, 1992 $ 45,000,000 4.43% $ 45,000,000 $ 22,917,000 4.9%
YEAR ENDED JULY 3, 1993 $ 20,000,000 3.63% $ 170,000,000 $ 72,500,000 4.2%
YEAR ENDED JULY 2, 1994 $ 135,000,000 3.60% $ 135,000,000 $ 53,333,000 3.6%
(a) The average amount outstanding during the year was computed by
dividing the total of month-end outstanding principal balances by
the number of months that balances were outstanding at month-end.
(b) The weighted average interest rate during the year was computed
by dividing the actual interest expenses related to short-term
borrowings by average short-term debt outstanding.
/TABLE
Number Description
3. Exhibits incorporated by reference or filed with this
report.
3(a) Amended and Restated Articles of Incorporation.
[Incorporated herein by reference to Exhibit
3(a) to Registrant's Registration Statement
filed with the Commission on December 28, 1993,
(File No. 33-51719).]
3(b) Bylaws. [Incorporated herein by reference to
Exhibit 3(b) to Registrant's Registration Statement
filed with the Commission on December 28, 1993,
(File No. 33-51719).]
4(a) Specimen form of Common Stock Certificate.
[Incorporated herein by reference to Exhibit 2
to Registrant's Report on Form 8-A filed with
the Securities and Exchange Commission on May
12, 1989 (File No. 1-6853).]
4(b) Articles II, V and VI of the Restated Articles of
Incorporation, as amended, contained in
Exhibit 3(a), and Articles Two and Seven and
Section 8.1 of the Bylaws of Registrant,
contained in Exhibit 3(b), and Statement of
Designation, Preferences and Rights of Series
A Participating Preferred Stock, filed as
Exhibit 3(c), are incorporated herein by
reference.
4(c) Rights Agreement dated as of April 10, 1989,
between Registrant and Citizens and Southern
Trust Company (Georgia), N.A., as Rights
Agent. [Incorporated herein by reference to
Exhibit 1 to Registrant's Current Report on
Form 8-K filed with the Securities and
Exchange Commission on May 5, 1989 (File No.
1-6853).]
10(a) Reserved
10(b)* Deferred Compensation Plan and form of
Deferred Compensation Agreement of Registrant
as adopted in April, 1980.
10(c) Reserved
10(d) Reserved
10(e) Reserved
10(f) Reserved
10(g) Loan Agreement dated February 1, 1991, between
Registrant and The Citizens and Southern
National Bank, regarding a $200,000,000
revolving credit facility. [Incorporated
herein by reference to Exhibit 10(g) to
Registrant's Report on Form 10-K for the
fiscal year ended June 29, 1991 (File No. 1-
6853).]
10(h)* 1987 Incentive Stock Option Plan of the
Registrant. [Incorporated herein by reference
to Exhibit A to Registrant's 1987 Proxy
Statement, dated September 22, 1987 (File No.
1-6853).]
10(i) Reserved
10(j)* 1989 Discounted Stock Option Plan of the
Registrant. [Incorporated herein by reference
to Exhibit A to Registrant's 1989 Proxy
Statement, dated September 21, 1989 (File No.
1-6853).]
10(k)* 1992 Incentive Stock Option Plan of the
Registrant. [Incorporated herein by reference
to Exhibit A to Registrant's 1992 Proxy
Statement, dated September 18, 1992 (File No.1-
6853).]
11 Computation of Earnings per Share for the
fiscal years ended July 2, 1994, July 3, 1993
and June 27, 1992.
13 Items Incorporated by Reference From the 1994
Annual Report to Shareholders.
21 List of Subsidiaries.
23 Consent of independent public accountants.
27 Financial Data Schedule.
* Compensatory plan or management contract required
to be filed as an exhibit to Item 14(c) of Form 10-K.
(b) No reports on Form 8-K were filed during the last quarter
of fiscal 1994.
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.
SHAW INDUSTRIES, INC.
Date: September 28, 1994 By: /S/ROBERT E. SHAW
Robert E. Shaw
President and Chief
Executive Officer
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.
Date: September 28, 1994 /S/ ROBERT E. SHAW
Robert E. Shaw
President, Chief
Executive Officer and
Director
Date: September 28, 1994 /S/ J. C. SHAW
J. C. Shaw
Chairman of the Board of
Directors
Date: September 28, 1994 /S/ WILLIAM C. LUSK, JR.
William C. Lusk, Jr.
Sr. VP, Treasurer and
Director (Principal
Financial and Accounting
Officer)
Date: September 28, 1994 /S/ W. NORRIS LITTLE
W. Norris Little
Senior VP, Operations and
Director
Date: September 28, 1994 /S/ ROBERT R. HARLIN
Robert R. Harlin
Director
Date: September 28, 1994 /S/ THOMAS G. COUSINS
Thomas G. Cousins
Director
Date: September 28, 1994 /S/ S. TUCKER GRIGG
S.Tucker Grigg
Director
Date: September 28, 1994 /S/ CLIFFORD M. KIRTLAND, Jr.
Clifford M. Kirtland, Jr.
Director
Date: September 28, 1994 /S/ J. HICKS LANIER
J. Hicks Lanier
Director
Date: September 28, 1994 /S/ R. JULIAN McCAMY
R. Julian McCamy
Director
Exhibit Page
Number Description Number
3(a) Amended and Restated Articles of Incorporation.
[Incorporated herein by reference to Exhibit
3(a) to Registrant's Registration Statement
filed with the Commission on December 28, 1993,
(File No. 33-51719).]
3(b) Bylaws. [Incorporated herein by reference to
Exhibit 3(b) to Registrant's Registration Statement
filed with the Commission on December 28, 1993,
(File No. 33-51719).]
4(a) Specimen form of Common Stock Certificate.
[Incorporated herein by reference to Exhibit 2
to Registrant's Report on Form 8-A filed with
the Securities and Exchange Commission on May
12, 1989 (File No. 1-6853).]
4(b) Articles II, V and VI of the Restated Articles of
Incorporation, as amended, contained in
Exhibit 3(a), and Articles Two and Seven and
Section 8.1 of the Bylaws of Registrant,
contained in Exhibit 3(b), and Statement of
Designation, Preferences and Rights of Series
A Participating Preferred Stock, filed as
Exhibit 3(c), are incorporated herein by
reference.
4(c) Rights Agreement dated as of April 10, 1989,
between Registrant and Citizens and Southern
Trust Company (Georgia), N.A., as Rights
Agent. [Incorporated herein by reference to
Exhibit 1 to Registrant's Current Report on
Form 8-K filed with the Securities and
Exchange Commission on May 5, 1989 (File No.
1-6853).]
10(a) Reserved
10(b)* Deferred Compensation Plan and form of
Deferred Compensation Agreement of Registrant
as adopted in April, 1980.
10(c) Reserved
10(d) Reserved
10(e) Reserved
10(f) Reserved
10(g) Loan Agreement dated February 1, 1991, between
Registrant and The Citizens and Southern
National Bank, regarding a $200,000,000
revolving credit facility. [Incorporated
herein by reference to Exhibit 10(g) to
Registrant's Report on Form 10-K for the
fiscal year ended June 29, 1991 (File No. 1-
6853).]
10(h)* 1987 Incentive Stock Option Plan of the
Registrant. [Incorporated herein by reference
to Exhibit A to Registrant's 1987 Proxy
Statement, dated September 22, 1987 (File No.
1-6853).]
10(i) Reserved
10(j)* 1989 Discounted Stock Option Plan of the
Registrant. [Incorporated herein by reference
to Exhibit A to Registrant's 1989 Proxy
Statement, dated September 21, 1989 (File No.
1-6853).]
10(k)* 1992 Incentive Stock Option Plan of the
Registrant. [Incorporated herein by reference
to Exhibit A to Registrant's 1992 Proxy
Statement, dated September 18, 1992 (File No.1-
6853).]
11 Computation of Earnings per Share for the
fiscal years ended July 2, 1994, July 3, 1993
and June 27, 1992.
13 Items Incorporated by Reference From the 1994
Annual Report to Shareholders.
21 List of Subsidiaries.
23 Consent of independent public accountants.
27 Financial Data Schedule.
* Compensatory plan or management contract required
to be filed as an exhibit to Item 14(c) of Form 10-K.
(b) No reports on Form 8-K were filed during the last quarter
of fiscal 1994.