UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 1996 Commission file Number 1-9457 SHELBY WILLIAMS INDUSTRIES, INC. (Exact name of registrant as specified in its charter.) Delaware 62-0974443 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 11-111 Merchandise Mart Chicago, Illinois 60654 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (312) 527-3593 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 of 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 [ ] At April 29, 1996, there were 8,847,200 shares of registrant's common stock outstanding. PART I - FINANCIAL INFORMATION SHELBY WILLIAMS INDUSTRIES, INC. Consolidated Statements of Income Three Months Ended March 31, 1996 and 1995 (Unaudited) (Amounts in thousands, except per share data) 1996 1995 _________ ________ Net sales $40,734 $39,301 Cost of goods sold 31,643 30,901 ______ ______ Gross profit 9,091 8,400 Selling, general and administrative expenses 6,252 6,340 ______ ______ 2,839 2,060 Other deductions (income): Interest expense 281 337 Interest and dividend income (2) (2) Miscellaneous expense (income) 35 (40) ______ ______ 314 295 ______ ______ Income before income taxes 2,525 1,765 ______ ______ Income taxes: Current 721 381 Deferred 59 59 ______ ______ 780 440 ______ ______ Net income $ 1,745 $ 1,325 ====== ====== Net income per share $ .20 $ .15 ====== ====== Weighted average number of common shares outstanding 8,884 8,979 ====== ====== <FN> SHELBY WILLIAMS INDUSTRIES, INC. Consolidated Balance Sheets March 31, 1996 and December 31, 1995 (Unaudited) (Amounts in thousands, except per share data) March 31, 1996 December 31, 1995 _______________ _________________ ASSETS Current assets: Cash and cash equivalents $ 2,050 $ 2,376 Accounts receivable, less allowance for doubtful accounts of $410 at March 31, 1996 and $423 at December 31, 1995 24,798 25,198 Inventories: Raw materials 13,097 12,349 Work in process 4,184 4,598 Finished goods 11,470 11,488 ______ ______ 28,751 28,435 Prepaid expense 3,180 3,247 ______ ______ Total current assets 58,779 59,256 Excess of cost over net assets of acquired company 176 178 Property, plant and equipment at cost: Land and land improvements 2,876 2,876 Buildings and leasehold improvements 25,425 25,408 Machinery and equipment 25,121 25,029 Construction in progress 151 - ______ ______ 53,573 53,313 Less accumulated depreciation and amortization 24,734 24,082 ______ ______ 28,839 29,231 Other assets 1,258 1,242 ______ ______ $89,052 $89,907 ====== ====== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Short-term borrowings $ 4,500 $ 5,900 Accounts payable 11,624 10,425 Customer deposits on orders in process 4,192 3,245 Accrued liabilities 4,462 6,787 Income taxes 907 828 Current portion of long- term debt 55 55 ______ ______ Total current liabilities 25,740 27,240 Long-term debt 8,826 8,840 Deferred income taxes 2,162 2,103 Stockholder's equity: Common stock, $.05 par value; authorized 30,000 shares; issued 11,779 shares (1995-11,779 shares) 589 589 Capital in excess of par value 7,855 7,855 Retained earnings 64,519 63,398 Pension liability adjustment (908) (908) ______ ______ 72,055 70,934 Less common stock held in treasury; 2,926 shares at cost (1995-2,879) 19,731 19,210 ______ ______ Total stockholders' equity 52,324 51,724 $89,052 $89,907 ====== ====== <FN> SHELBY WILLIAMS INDUSTRIES, INC. Consolidated Statements of Cash Flows Three Months Ended March 31, 1996 and 1995 (Unaudited) (Amounts in thousands) 1996 1995 ___________________________ Cash flows from operating activities: Net income $1,745 $1,325 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amoritzation 697 715 Provision for losses on accounts receivable 15 75 Change in assets and liabilities: Accounts receivable 385 1,927 Inventories (316) 284 Prepaid expenses 67 (190) Accounts payable and accrued liabilities (179) (62) Income taxes payable 79 381 Increase in deferred taxes 59 59 Other (16) (79) _____ _____ Net cash provided by operating activities 2,536 4,435 _____ _____ Cash flows from investing activities: Proceeds from disposal of property, plant and equipment - 13 Capital expenditures (303) (325) _____ _____ Net cash used by investing activities (303) (312) _____ _____ Cash flows from financing activities: Net repayment of short-term borrowings (1,400) (2,350) Principal payments of long-term debt (14) (12) Sale of common stock under stock option plan - 23 Purchase of common stock for the treasury (521) (181) Dividends declared and paid (624) (630) _____ _____ Net cash used by financing activities (2,559) (3,150) _____ _____ Net increase (decrease) in cash (326) 973 Cash and cash equivalents at beginning of period 2,376 1,633 _____ _____ Cash and cash equivalents at end of period $2,050 $2,606 ===== ===== Supplemental cash flow information: Cash paid during the period for: Interest $ 280 $ 340 Income taxes 642 - _____ _____ $ 922 $ 340 ===== ===== <FN> SHELBY WILLIAMS INDUSTRIES, INC. March 31, 1996 Item 1. Financial Statements See attached unaudited statements as follows: Consolidated Statements of Income for three months ended March 31, 1996 and 1995. Consoldiated Balance Sheets at March 31, 1996 and December 31, 1995. Consolidated Statements of Cash Flows for three months ended March 31, 1996 and 1995. Item 2. Managements' Discussion and Analysis of Financial Condition and Results of Operations Material Changes in Financial Condition During the first quarter of 1996, interest bearing debt was reduced by $1.4 million. During the same period, the Company purchased 47,000 shares of its common stock for $522,000 at an average repurchase price of $11.16 per share. These repurchases were made to use in connection with exercise of options granted and to be granted under the Company's stock option plans and for other proper corporate purposes. The Board of Directors has authorized the repurchase of an additional 106,000 shares. The Company may purchase these shares from time to time in the future, with purchase decisions to be dependent on market conditions and other factors. At quarter's end, shareholders' equity was $52,324,000, or $5.91 per share, and working capital totaled $33 million, reflecting a 2.3-to-1 current ratio. There were no major capital expenditures in the first quarter and none are planned for 1996. Material Changes in Results of Operation Volume from strength in all of the Company's key markets resulted in a 4 percent sales increase for the quarter ended March 31, 1996 to $40.7 million from $39.3 million in 1995. Net income totaled $1.7 million, a 32% increase over $1.3 million in the first quarter of 1995. Earnings per share of $.20 for the first quarter increased 33% from $.15 in the same period in 1995. Increased efficiencies contributed to gross margin improvement to 22.3 percent from 21.4 percent. Quarterly results improved in spite of three lost production days due to winter storms. The Company's Hotel and Food Service Division, recorded its best month ever in terms of new orders in March. The Company's backlog of unshipped orders was approximately $31 million at both March 31, 1996 and 1995. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K a. Exhibits 27 Financial Data Schedule (EDGAR only). B. Reports on Form 8-K No reports have been filed on Form 8-K during this quarter. SHELBY WILLIAMS INDUSTRIES, INC. SIGNATURES Pursuant to the requirement 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. SHELBY WILLIAMS INDUSTRIES, INC. (Registrant) April 29, 1996 S/Robert P. Coulter ________________________________ Robert P. Coulter President and Director (Principal Operating Officer) April 29, 1996 S/Sam Ferrell ________________________________ Sam Ferrell Vice President of Finance, Treasurer and Assistant Secretary (Principal Financial Officer)