UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10 - Q (Mark one) X QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended, April 30, 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: 0-15535 LAKELAND INDUSTRIES, INC. (Exact name of Registrant as specified in it's charter) Delaware 13-3115216 (State of incorporation) (IRS Employer Identification Number) 711-2 Koehler Avenue, Ronkonkoma, New York 11779 (Address of principal executive offices) (516) 981-9700 (Registrant's telephone number, including area code) Indicate by check mark whether, the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: Common Stock, $.01 par value, outstanding at June 8, 1995 - 2,550,000 shares. LAKELAND INDUSTRIES, INC. AND SUBSIDIARIES FORM 10-Q The following information of the Registrant and its subsidiaries is submitted herewith: PART I - FINANCIAL INFORMATION: Item 1. Financial Statements: Page Introduction 1 Condensed Consolidated Balance Sheets - - - April 30, 1995 and January 31, 1995 2 Condensed Consolidated Statements of Operations and Retained Earnings - Three Months Ended April 30, 1995 and 1994 3 Condensed Consolidated Statements of Cash Flows - Three Months Ended April 30, 1995 and 1994 4 Notes to Condensed Consolidated Financial Statements 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 6 PART II - OTHER INFORMATION: Item 6. Exhibits and Reports on Form 8-K None Signatures 7 LAKELAND INDUSTRIES, INC. AND SUBSIDIARIES PART I - FINANCIAL INFORMATION Item 1. Financial Statements: Introduction The condensed consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission and reflect all adjustments which are, in the opinion of management, necessary to present fairly the consolidated financial information required therein. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended January 31, 1995. The results of operations for the three month periods ended April 30, 1995 and 1994 are not necessarily indicative of the results to be expected for the full year. LAKELAND INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS April 30, January 31, ASSETS 1995 1995 (unaudited) Current Assets: Cash $196,086 $119,919 Accounts receivable-trade, net of allowance for doubtful accounts of $376,000 at April 30, 1995 and January 31, 1995 5,404,795 4,408,871 Inventories 9,315,664 8,858,298 Deferred income taxes 455,000 455,000 Other current assets 220,169 160,551 ------- ------- Total current assets 15,591,714 14,002,639 Property and equipment, net of accumulated depreciation of $1,259,000 at April 30, 1995 and $1,208,000 January 31,1995 734,503 691,258 Excess of cost over the fair value of net assets acquired, net of accumulated amortization of $124,000 at April 30, 1995 and $117,000 at January 31, 1995 389,019 396,428 Mortgage receivable 152,978 154,437 Other assets 312,945 317,086 ------- ------- $17,181,159 $15,561,848 =========== =========== LIABILITIES & STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable $3,380,556 $2,824,548 Current portion of long-term liabilities 4,577,302 3,615,873 Accrued expenses and other current liabilities 224,253 372,416 --------- --------- Total current liabilities 8,182,111 6,812,837 ---------- ---------- Long-term liabilities 440,915 440,915 -------- --------- Deferred income taxes 133,000 133,000 --------- --------- Commitments and Contingency Stockholders' Equity Preferred stock, $.01 par; authorized 1,500,000 shares (none issued) Common stock, $.01 par; authorized 10,000,000 shares; issued and outstanding 2,550,000 shares 25,500 25,500 Capital in excess of par value 5,981,226 5,981,226 Retained earnings 2,418,407 2,168,370 Total stockholders' equity 8,425,133 8,175,096 $17,181,159 $15,561,848 =========== =========== See notes to condensed consolidated financial statements. LAKELAND INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (UNAUDITED) THREE MONTHS ENDED April 30, 1995 1994 Net Sales $10,660,593 $8,815,846 Cost of Goods Sold 8,776,628 7,142,309 Gross Profit 1,883,965 1,673,537 Operating Expenses 1,378,002 1,202,400 ---------- --------- Income from Operations 505,963 471,137 Other Income/(expense), net 22,534 8,114 Interest Expense (113,460) (57,931) --------- -------- Income before income taxes 415,037 421,320 Provision for income taxes 165,000 135,000 --------- -------- Net Income 250,037 286,320 Retained earnings at beginning of period 2,168,370 746,892 --------- ------- Retained earnings at end of period $2,418,407 $1,033,212 ========== ========== Income per common and common equivalent share $.09 $.11 ==== ==== Number of common and common equivalent shares outstanding 2,655,797 2,594,692 ========= ========= See notes to condensed consolidated financial statements. LAKELAND INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS (Unaudited) THREE MONTHS ENDED April 30, 1995 1994 Cash Flows from Operating Activities: Net Income $250,037 $286,320 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 60,548 64,056 Decrease (increase) in accounts receivable (995,924) (83,212) Decrease (increase) in inventories (457,366) (308,513) Decrease in deferred income tax assets 0 25,000 Decrease (increase) in other current assets (59,618) 12,247 Decrease (increase) in other assets 5,600 0 Increase (decrease) in accounts payable, accrued expenses and other current liabilities 407,845 296,646 ------- ------- Net cash provided by operating activities (788,878) 292,544 Cash Flows from Investing Activities - Purchases of property and equipment - net (96,384) (31,095) Cash Flows from Financing Activities: Net borrowings (reduction) under line of credit agreement 961,429 (250,213) ------- --------- Net increase (decrease) in cash 76,167 11,236 Cash at beginning of period 119,919 13,353 ------- ------ Cash at end of period $196,086 $24,589 ======== ======= See notes to condensed consolidated financial statements. LAKELAND INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) A Inventories: Inventories consist of the following: April 30, January 31, 1995 1995 Raw materials $3,951,960 $3,097,052 Work in process 2,170,474 2,092,028 Finished goods 3,193,230 3,669,218 ---------- --------- $9,315,664 $8,858,298 ========= ========= Inventories are stated at the lower of cost or market. Cost is determined generally on the first-in, first-out method. B. Earnings Per Common and Common Equivalent Share: Earnings per share for the three month periods ended April 30, 1995 and 1994 is based on the weighted average number of common shares outstanding and common share equivalents. C. Revolving Credit Facility: At April 30, 1995, the balance outstanding under the Company's secured revolving credit facility amounted to $4,527,302. The Company was not in compliance with the loan covenant regarding the ratio of debt to net worth at April 30, 1995, but has received a waiver form the lending institution. This facility bears interest at the bank's prime rate, plus 1.5%, is collateralized by the Company's inventory and accounts receivable and expires on September 22, 1995. The Company is currently reviewing several proposals related to the renewal or replacement of its current credit facility. LAKELAND INDUSTRIES, INC. AND SUBSIDIARY MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General Three months ended April 30, 1995 compared to the three months ended April 30, 1994: Net Sales for the quarter ended April 30, 1995 increased $1,845,000 or 20.9% to $10,661,000 from $8,816,000 reported for the corresponding period of the prior year. Widening of the customer base, a price increase effective with orders received as of February 1, 1995 and increased unit shipments of various protective garment products are the principle reasons for the upward trend. This industry continues to be highly competitive. Net Sales increased 18.6% , during the quarter ended April 30, 1995 as compared to the immediate preceding quarter, principally due to volume increases of various protective garments and the price increase mentioned above. However, gross profit as a percentage of net sales decreased to 17.7% for the quarter ended April 30, 1995 from 19% reported for the corresponding period of the prior year, principally due to the cost of material increasing at the commencement of the new fiscal year, shipments to customers with the new price increase shipping later in the quarter and the Company meeting competitive pricing on it's most popular disposable products. Gross profit margins increased 5.5% during the quarter ended April 30, 1995 from the immediate preceding quarter, principally due to the recognition of certain raw and finished goods inventory write- offs during the previous quarter. Operating expenses as a percentage of net sales decreased, to 12.9% for the quarter ended April 30, 1995 from 13.6% for the corresponding period of the prior year, as cost reduction programs continue and sales continue to increase. Interst expense increased as interest rates and borrowing increased during the current year quarter. As a result of the foregoing, operating income decreased slightly to $250,000 for the quarter ended April 30, 1995 from $286,000 from the corresponding period of the prior year. LIQUIDITY and CAPITAL RESOURCES Lakeland has historically met its cash requirements through funds generated from operations and borrowings under a revolving credit facility. In September 1993, the Company entered into a $5 million, two-year, secured revolving credit agreement with a bank, replacing the $3.4 million line that was to expire in November 1993. Borrowings under this credit facility bear interest at a rate per annum equal to the higher of the prime commercial lending rate (plus 1.5%) as specified by the bank or the Federal Funds Rate (plus .5%). The Company's April 30, 1995 balance sheet shows strong current ratios and working capital position with the Company receiving a waiver for non-compliance with one covenant of its revolving credit agreement at April 31, 1995. This facility matures on September 22, 1995. Management is in negotiations with the Bank and other lenders to renew the facility or to replace this facility and believes it will ultimately be successful in obtaining a new long-term credit agreement. The Company's management believes that its positive financial position, together with a new credit agreement, will provide sufficient funds for operating purposes for the next twelve months. Item 6. Exhibits and Reports on Form 8-K: a - None b - No reports on Form 8-K were filed during the three month period ended April 30, 1995 _________________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. LAKELAND INDUSTRIES, INC. (Registrant) Date: June 9, 1995 Raymond J. Smith Raymond J. Smith, President and Chief Executive Officer Date: June 9, 1995 James M McCormick James M. McCormick, Vice President and Treasurer (Principal Accounting Officer)