================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Quarter Ended Commission File April 29, 2000 Number 1-5674 ANGELICA CORPORATION (Exact name of Registrant as specified in its charter) MISSOURI 43-0905260 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 424 South Woods Mill Road CHESTERFIELD, MISSOURI 63017 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (314) 854-3800 ____________________________________________________ Former name, former address and former fiscal year if changed since last report Indicate by check mark whether the registrant (1) has filed all reports 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 ------ ------- The number of shares outstanding of Registrant's Common Stock, par value $1.00 per share, at June 1, 2000 was 8,688,719 shares. ================================================================================ ANGELICA CORPORATION AND SUBSIDIARIES INDEX TO FINANCIAL STATEMENTS AND SUPPORTING SCHEDULES FOR APRIL 29, 2000 FORM 10-Q QUARTERLY REPORT Page Number Reference ---------------------- Quarterly Report to Form 10-Q Shareholders --------- ------------ PART I. FINANCIAL INFORMATION: Consolidated Statements of Income - First Quarter Ended April 29, 2000 and May 1, 1999 3 Consolidated Balance Sheets - April 29, 2000 and January 29, 2000 4 Consolidated Statements of Cash Flows - First Quarter Ended April 29, 2000 and May 1, 1999 5 Notes to Consolidated Financial Statements 2 Management's Discussion and Analysis of Operations and Financial Condition 3-4 Exhibit A - Quarterly Report to Shareholders 5 PART II. OTHER INFORMATION 6-10 ANGELICA CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS QUARTER ENDED APRIL 29, 2000 (1) The accompanying consolidated condensed financial statements are unaudited, and it is suggested that these consolidated statements be read in conjunction with the fiscal 2000 Annual Report, including Notes to Financial Statements. However, it is the opinion of the Company that all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results during the interim period have been included. (2) See Index to Financial Statements and Supporting Schedules on page 1. Those pages of the Angelica Corporation and Subsidiaries Quarterly Report to Shareholders for the quarter ended April 29, 2000, listed in such index are incorporated herein by reference. The pages of the Quarterly Report to Shareholders which are not listed on the index and therefore not incorporated herein by reference are furnished for the information of the Commission but are not to be deemed "filed" as a part of this report. The Quarterly Report to Shareholders referred to herein is located immediately following page 4 of this report. (3) For purposes of the Consolidated Statements of Cash Flows, the Company considers short-term, highly liquid investments which are readily convertible into cash, as cash equivalents. 2 ANGELICA CORPORATION AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION QUARTER ENDED APRIL 29, 2000 Analysis of Operations - ---------------------- In the quarter ended April 29, 2000, combined sales and textile service revenues decreased 7.4 percent compared with last year's first quarter. Revenues of the Textile Services segment decreased 5.9 percent in the first quarter, primarily due to the loss of several large customers in the preceding year. Earnings of this segment declined 14.7 percent as a result of the decline in revenue and higher labor costs compared with the first quarter last year. Sales of the Manufacturing and Marketing segment decreased 13.8 percent compared with the same quarter last year due to the absence of large customer rollout programs in this year's first quarter. The 33.4 percent decrease in earnings of this segment is primarily the result of the decline in revenues and modestly lower results for the Canadian Operations, partially offset by a 9.8 percent increase in the gross margin percentage from increased offshore sourcing and resulting lower product cost. Life Retail Stores had a 5.2 percent increase in first quarter sales, as a result of a 7.7 percent same-store sales increase, offset by having 17 fewer stores than last year. Earnings decreased 38.6 percent, primarily due to increased compensation expenses and discounting in certain geographical areas which lowered gross margins. Selling, general and administrative expenses increased 1.8 percent in the first quarter compared with the same period last year. These expenses increased as a percent of combined sales and textile service revenues from 23.3 percent to 25.6 percent in the first quarter. The declines in revenues in the Manufacturing and Marketing and Textile Services segments and the planned increases in sales efforts have contributed to this increase. Net interest expense was $79,000 lower in the quarter as a result of lower long-term debt balances due to sinking fund payments and increased interest income on higher cash balances. Financial Condition - ------------------- The Company had working capital of $144,237,000 and a current ratio of 4.2 to 1 at April 29, 2000, up from $141,469,000 and 4.0 to 1 a year ago and compared with $141,122,000 and 3.9 to 1 at the beginning of the year. The ratio of long-term debt to debt-plus-equity was 34.9 percent at the close of the quarter, down from 35.1 percent a year ago and 35.0 percent at the beginning of the year. Operating activities provided a total cash flow of $5,046,000 in the first quarter compared with $2,276,000 in the same period last year, with the increase being due to decreased working capital requirements. Cash used in investing activities was $272,000 compared with cash provided a year ago of $2,267,000. The difference is due to increased capital expenditures of $815,000 in the current year first quarter and a decrease in disposals of businesses and property of $1,867,000. Cash flows used in financing activities reflect normal sinking fund payments of long-term debt and the payment of dividends. No material change in the Company's future aggregate cash requirements is foreseen at the present time. 3 Based on the Company's cash generation from operations, as well as its strong working capital position, current ratio and ratio of long-term debt to debt-plus-equity, Management believes that internal funds available from operations plus external funds available from the issuance of additional debt and/or equity as needed in the future, will be sufficient for all planned operating and capital requirements, including acquisitions. Forward-Looking Disclosure - -------------------------- The Private Securities Litigation Reform Act of 1995 provides a "safe- harbor" for forward-looking statements. This report contains forward- looking statements that reflect the Company's current views with respect to future events and financial resources. These forward-looking statements are subject to certain risks and uncertainties, including delays in the shipment of backlogs or unusual or unexpected cash needs for operations or capital transactions, that could cause actual results to differ materially from historical results or those anticipated. Actual future results and trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, competitive and general economic conditions, the ability to retain current customers and to add new customers in competitive market environments, the achievement of operating efficiencies and optimizing costs without deterioration in customer service. 4 EXHIBIT A TEXTILE SERVICES IMAGE APPAREL INNOVATION VALUE Angelica Corporation 424 South Woods Mill Road [Angelica logo] Chesterfield, Missouri 63017-3406 Tel: 314.854.3800 May 19, 2000 Dear Shareholder: While results for the first quarter of fiscal 2001 at $.18 per share are measurably below those for the first quarter last year at $.29 per share, they did meet our expectations. Last year's first quarter was the strongest of the year, failing to reflect either the full impact of an abnormal loss of existing textile services business or the impact of sharply higher labor costs in certain areas experienced later in the year. Both of these factors depressed last year's results as the year progressed. It is important to note that first quarter results this year in each of our three business segments are considerably better than in the fourth quarter last year, confirming our belief that the turnaround is progressing. Combined sales and textile service revenues decreased 7.4 percent to $112,159,000 in this year's first quarter compared with $121,132,000 last year. Pretax income was $2,503,000 in the quarter compared with $4,017,000 last year. Net income decreased 36.7 percent to $1,577,000 from $2,491,000 in the comparable prior period. The Textile Services segment had a decline in first quarter revenue from $64,523,000 last year to $60,691,000 this year, or 5.9 percent. However, new business added (on an annual revenue basis) totaled $12,000,000 for the first quarter compared with $24,000,000 for all of the prior year. Cancellations were also at lower levels after having been at historically high levels for much of last year. This combination suggests improved revenues and earnings in the balance of the year. The investments we made last year in revitalizing our sales and marketing efforts are beginning to be reflected in improved performance. As a consequence of the lower revenue level and higher labor costs compared with the first quarter last year, operating earnings decreased 14.7 percent to $4,356,000 from $5,107,000 in the first quarter this year. Our labor costs have increased dramatically in this segment, as entry level labor is extremely tight in many localities, causing higher wage rates as well as increased turnover and lower productivity. In addition to increasing our capital investments in labor-saving equipment, we are aggressively implementing price increases throughout this segment to offset these higher costs and are maintaining our strategy of pricing responsibly for new business. The Manufacturing and Marketing segment's sales for the first quarter were $34,943,000 compared with $40,541,000 or 13.8 percent below last year. The sales decline was due to the absence of large "rollouts" for new or existing customers during this year's first quarter. We do have a number of large rollouts on the books for the remainder of this year, which make us optimistic for improved sales and earnings as the year unfolds. Operating earnings of $1,196,000 were 33.4 percent below last year's level of $1,795,000 but up significantly from the fourth quarter of last year. The closing of an additional domestic sewing facility was announced in March, furthering our strategy to source our product requirements more cost effectively. We now will have five domestic facilities, down from 16 just two years ago. In the first quarter, Life Retail Stores had a same-store sales increase of 7.7 percent. This is the fifth quarter in a row where same-store sales have increased. Overall, sales increased 5.2 percent to $23,291,000 compared with $22,137,000 in the previous year first quarter, the difference being 17 fewer stores than last year. Included in this reduction in number of stores are three under-performing stores closed in the first quarter. Operating earnings decreased to $543,000 from $884,000 in the previous year, a reduction of 38.6 percent. As with the other segments, first quarter earnings this year exceeded significantly the results of the fourth quarter last year. Life Retail is on schedule to enter the catalogue and to expand the e-commerce distribution channels during the third quarter of this year. Interest expense declined 3.6 percent in the first quarter, reflecting lower debt and increased interest income on cash balances. Cash flow also was strong in the quarter, and we ended the period with $17,441,000 in the bank. There is little question that our efforts to add value to shareholders more timely through a sale or merger of the Company or its segments negatively affected financial performance for the first quarter, both in terms of non-recurring expenses as well as negative impact in the marketplace and heightened anxiety internally. Now that we have ended these efforts, we will be better able to focus upon improved performance. We believe that this attempt to add value through a sale or merger was prudent, although in retrospect our timing was not favorable. The subsequent decision to reduce the dividend payout from $.96 to $.32 per share annually and to repurchase up to 2.0 million shares of our stock over the next three years provides us with optimum flexibility to add future value for shareholders. Our goal is to use cash to grow the business first and to repurchase stock second. Under our long-term debt indentures, if net worth (shareholders' equity) falls below $160,000,000, we would be required to repay all of our debt and would incur a significant prepayment penalty. By reducing the payout of earnings through dividends and by improving our earnings over time, we will increase net worth, avoid early payment of our debt, avoid the prepayment penalty and be able to complete the stock repurchase program. As mentioned above, we have committed to increased capital investment at Textile Services to reduce the amount of labor required in our plants. The investments approved have very favorable paybacks and will help to reduce labor costs in the future. We have announced a decision to centralize certain administrative functions and are planning to close down the Textile Services administrative headquarters in Raleigh, North Carolina and move them into existing facilities in St. Louis. We are increasing the number of sales representatives at the Manufacturing and Marketing segment to insure that new customer rollouts become more routine. Because we are more cost competitive than previously as a consequence of improved product sourcing, the addition of sales representatives is more practical. We also are combining the two Canadian operations into one and expect that this will lower costs and improve earnings in that marketplace as well. In summary, the first quarter was not as good as last year's first quarter, but it did reach our expectations. It was encouraging that the first quarter sales and earnings were higher than those achieved in the fourth quarter. We expect subsequent quarters this year will show favorable comparisons to prior year quarters, and that we will exceed the earnings results in the most recent fiscal year. We believe we have built a solid foundation for future growth in revenue and earnings. Respectively submitted, /s/ Don W. Hubble Don W. Hubble Chairman, President and Chief Executive Officer CONSOLIDATED STATEMENTS OF INCOME Angelica Corporation and Subsidiaries Unaudited (Dollars in thousands, except per share amounts) First Quarter Ended --------------------------- April 29, 2000 May 1, 1999 -------------- ----------- Textile service revenues $ 60,691 $ 64,523 Net sales 51,468 56,609 -------- -------- 112,159 121,132 -------- -------- Cost of textile services 47,869 50,871 Cost of goods sold 30,810 35,356 -------- -------- 78,679 86,227 -------- -------- Gross profit 33,480 34,905 -------- -------- Selling, general and administrative expenses 28,728 28,236 Interest expense 2,092 2,171 Other expense, net 157 481 -------- -------- 30,977 30,888 -------- -------- Income before income taxes 2,503 4,017 Provision for income taxes 926 1,526 -------- -------- Net income $ 1,577 $ 2,491 ======== ======== Basic and diluted earnings per share <F*> $ 0.18 $ 0.29 ======== ======== Dividends per common share $ 0.24 $ 0.24 ======== ======== Comprehensive income consisting of net income and foreign currency translation adjustments, totaled $1,420 and $3,036 for the quarters ended April 29, 2000 and May 1, 1999, respectively. Certain amounts in the prior year have been reclassified to conform to current year presentation. <FN> <F*> Based upon weighted average number of common and common equivalent shares outstanding of 8,675,517 and 8,682,370 for fiscal periods of 2001 and 2000, respectively. CONSOLIDATED BALANCE SHEETS Angelica Corporation and Subsidiaries Unaudited (Dollars in thousands) April 29, January 29, 2000 2000 --------- ----------- ASSETS - ------ Current Assets: Cash and short-term investments $ 17,441 $ 15,651 Receivables, less reserve of $3,193 and $2,792 53,634 55,700 Inventories: Raw material 21,000 20,377 Work in progress 4,634 4,446 Finished goods 56,352 55,182 -------- -------- 81,986 80,005 Linens in service 31,289 33,075 Prepaid expenses 4,178 4,423 Income taxes 1,257 458 -------- -------- Total Current Assets 189,785 189,312 -------- -------- Property and Equipment 208,544 210,308 Less -- reserve for depreciation 119,394 118,121 -------- -------- 89,150 92,187 -------- -------- Goodwill 5,652 5,765 Other acquired assets 4,079 4,575 Cash surrender value of life insurance 21,199 20,954 Miscellaneous 5,484 6,802 -------- -------- 36,414 38,096 -------- -------- Total Assets $315,349 $319,595 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY - ------------------------------------ Current Liabilities: Current maturities of long-term debt $ 2,902 $ 3,026 Accounts payable 22,065 23,535 Accrued expenses 20,581 21,629 -------- -------- Total Current Liabilities 45,548 48,190 -------- -------- Long-Term Debt, less current maturities 87,299 87,916 Other Long-Term Obligations 19,756 20,077 Shareholders' Equity: Preferred Stock: Class A, Series 1, $1 stated value, authorized 100,000 shares, outstanding: None -- -- Class B, authorized 2,500,000 shares, outstanding: None -- -- Common Stock, $1 par value, authorized 20,000,000 shares, issued: 9,471,538 9,472 9,472 Capital surplus 4,196 4,196 Retained earnings 166,068 166,574 Accumulated other comprehensive income (1,856) (1,699) Common Stock in treasury, at cost: 796,173 and 795,856 (15,134) (15,131) -------- -------- 162,746 163,412 -------- -------- Total Liabilities and Shareholders' Equity $315,349 $319,595 ======== ======== CONSOLIDATED STATEMENTS OF CASH FLOWS Angelica Corporation and Subsidiaries Unaudited (Dollars in thousands) First Quarter Ended --------------------------- April 29, 2000 May 1, 1999 -------------- ----------- Cash Flows from Operating Activities: Net income $ 1,577 $ 2,491 Non-cash items included in net income: Depreciation 3,309 3,225 Amortization of acquisition costs 602 810 Change in working capital components, net of businesses acquired/disposed of: (1,201) (3,638) Other, net 759 (612) ------- ------- Net cash provided by operating activities 5,046 2,276 ------- ------- Cash Flows from Investing Activities: Expenditures for property and equipment, net (2,146) (1,331) Cost of businesses acquired - (143) Disposals of businesses and property 1,874 3,741 ------- ------- Net cash (used in) provided by investing activities (272) 2,267 ------- ------- Cash Flows from Financing Activities: Long-term debt repayments (741) (3,429) Dividends paid (2,082) (2,081) Other, net (161) 79 ------- ------- Net cash used in financing activities (2,984) (5,431) ------- ------- Net increase (decrease) in cash and short-term investments 1,790 (888) Balance at beginning of year 15,651 6,876 ------- ------- Balance at end of period $17,441 $ 5,988 ======= ======= Supplemental cash flow information: Income taxes paid $ 1,217 $ 172 Interest paid $ 769 $ 1,408 BUSINESS SEGMENT INFORMATION Angelica Corporation and Subsidiaries Unaudited (Dollars in thousands) First Quarter Ended --------------------------- April 29, 2000 May 1, 1999 -------------- ----------- Sales and textile service revenues: Textile Services $ 60,691 $ 64,523 Manufacturing and Marketing 34,943 40,541 Retail Sales 23,291 22,137 Intersegment sales (6,766) (6,069) -------- -------- $112,159 $121,132 ======== ======== Earnings: Textile Services $ 4,356 $ 5,107 Manufacturing and Marketing 1,196 1,795 Retail Sales 543 884 Interest, corporate expenses and other, net (3,592) (3,769) -------- -------- $ 2,503 $ 4,017 ======== ======== SUMMARY FINANCIAL POSITION DATA Angelica Corporation and Subsidiaries Unaudited (Dollars in thousands, except ratios, shares and per share amounts) First Quarter Ended --------------------------- April 29, 2000 May 1, 1999 -------------- ----------- Working capital $ 144,237 $ 141,469 Current ratio 4.2 to 1 4.0 to 1 Long-term debt $ 87,299 $ 90,184 Shareholders' equity $ 162,746 $ 166,748 Percent long-term debt to debt and equity 34.9% 35.1% Equity per common share $ 18.76 $ 19.23 Common shares outstanding 8,675,365 8,669,848 PART II. OTHER INFORMATION Item 6. Exhibit and Reports on Form 8-K --------------------------------------- (a) See Exhibit Index included herein on pages 7-10. (b) Reports on Form 8-K - A report on Form 8-K was filed on April 28, 2000, announcing in a press release the reduction of the quarterly dividend to $.08 per share from $.24 per share, effective with the July 1 dividend, and the authorization by the Board of Directors of a stock repurchase program of up to 2,000,000 shares during the next three years. 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. Angelica Corporation -------------------- (Registrant) Date: June 7, 2000 /s/ T. M. Armstrong -------------------------------------- T. M. Armstrong Senior Vice President - Finance and Administration Chief Financial Officer (Principal Financial Officer) /s/ James W. Shaffer -------------------------------------- James W. Shaffer Vice President and Treasurer (Principal Accounting Officer) 6 EXHIBIT INDEX - ------------- Exhibit Number Exhibit - ------ ------- [FN] <F*>Asterisk indicates exhibits filed herewith. <F**>Incorporated by reference from the document listed. 3.1 Restated Articles of Incorporation of the Company, as currently in effect. Filed as Exhibit 3.1 to the Form 10-K for the fiscal year ended January 26, 1991.<F**> 3.2 Current By-Laws of the Company, as last amended February 29, 2000. Filed as Exhibit 3.2 to Form 10-K for the fiscal year ended January 29, 2000.<F**> 4.1 Shareholder Rights Plan dated August 25, 1998. Filed as Exhibit 1 to Registration Statement on Form 8-A on August 28, 1998.<F**> 4.2 10.3% and 9.76% Senior Notes to insurance company due annually to 2004, together with Note Facility Agreement. Filed as Exhibit 4.2 to the Form 10-K for the fiscal year ended January 27, 1990.<F**> 4.3 9.15% Senior Notes to insurance companies due December 31, 2001, together with Note Agreements and First Amendment thereto. Filed as Exhibit 4.3 to the Form 10-K for the fiscal year ended February 1, 1992.<F**> 4.4 8.225% Senior Notes to Nationwide Life Insurance Company, American United Life Insurance Company, Aid Association for Lutherans (reissued to Nimer & Co. as of August 1, 1998), and Modern Woodmen of America due May 1, 2006, together with Note Agreement. Filed as Exhibit 4.4 to the Form 10-Q for the fiscal quarter ended July 29, 1995.<F**> Note: No other long-term debt instrument issued by the Registrant exceeds 10% of the consolidated total assets of the Registrant and its subsidiaries. In accordance with Item 601(b) (4) (iii) (A) of Regulation S-K, the Registrant will furnish to the Commission upon request copies of long-term debt instruments and related agreements. 10.1 Angelica Corporation 1994 Performance Plan (as amended 1/31/95). Filed as Exhibit 10.1 to the Form 10-K for fiscal year ended January 28, 1995.<F**> 10.2 Form of Participation Agreement for the Angelica Corporation Management Retention and Incentive Plan (filed as Exhibit 10.3 to the Form 10-K for fiscal year ended 7 1/30/93 and incorporated herein by reference) with revised schedule setting out executive officers covered under such agreements and the "Benefit Multiple" listed for each.<F**> 10.3 Angelica Corporation Stock Option Plan (As amended November 29, 1994). Filed as Exhibit 10.7 to the Form 10-K for fiscal year ended January 28, 1995.<F**> 10.4 Angelica Corporation Stock Award Plan. Filed as Exhibit 10 to the Form 10-K for fiscal year ended February 1, 1992.<F**> 10.5 Angelica Corporation Retirement Savings Plan, as amended and restated. Filed as Exhibit 19.3 to the Form 10-K for fiscal year ended January 27, 1990, incorporating all amendments thereto through the date of this filing.<F**> 10.6 Supplemental Plan. Filed as Exhibit 19.10 to the Form 10-K for fiscal year ended January 27, 1990, incorporating all amendments thereto through the date of this filing. The last amendment thereto was filed as Exhibit 10.31 to Form 10-K for fiscal year ended January 25, 1997.<F**> 10.7 Deferred Compensation Option Plan for Selected Management Employees. Filed as Exhibit 19.9 to the Form 10-K for fiscal year ended January 26, 1991, incorporating all amendments thereto through the date of this filing. The last amendment thereto was filed as Exhibit 10.34 to Form 10-K for fiscal year ended January 25, 1997.<F**> 10.8 Deferred Compensation Option Plan for Directors. Filed as Exhibit 19.8 to the Form 10-K for fiscal year ended January 26, 1991, incorporating all amendments thereto through the date of this filing.<F**> 10.9 Supplemental and Deferred Compensation Trust. Filed as Exhibit 19.5 to the Form 10-K for fiscal year ended February 1, 1992.<F**> 10.10 Management Retention Trust. Filed as Exhibit 19.4 to the Form 10-K for fiscal year ended February 1, 1992.<F**> 10.11 Performance Shares Plan for Selected Senior Management (restated). Filed as Exhibit 19.3 to the Form 10-K for fiscal year ended January 26, 1991.<F**> 10.12 Management Retention and Incentive Plan (restated). Filed as Exhibit 19.1 to the Form 10-K for fiscal year ended January 26, 1991.<F**> 10.13 Non-Employee Directors Stock Plan. Filed as Exhibit 10.3 to the Form 10-K for fiscal year ended January 27, 1990, incorporating all amendments thereto through the date of this filing.<F**> 8 10.14 Restated Deferred Compensation Plan for Non-Employee Directors. Filed as Exhibit 10 (v) to the Form 10-K for fiscal year ended January 28, 1984, incorporating all amendments thereto through the date of this filing. The last amendment thereto was filed as Exhibit 10.25 to Form 10-K for the fiscal year ended January 28, 1995.<F**> 10.15 Restated Angelica Corporation Stock Bonus and Incentive Plan (Incorporating Amendments Adopted Through August 1, 1999). Filed as Exhibit 10.16 to Form 10-K for the fiscal year ended January 29, 2000.<F**> 10.16 Angelica Corporation Pension Plan as Amended and Restated. Filed as Exhibit 19.7 to the Form 10-K for fiscal year ended January 26, 1991, incorporating all amendments thereto through the date of this filing. The last amendment thereto was filed as Exhibit 10.23 to Form 10-Q for fiscal quarter ended July 27, 1996.<F**> 10.17 Angelica Corporation 1994 Non-Employee Directors Stock Plan. Filed as Appendix A of the Company's Proxy Statement for the Annual Meeting of Shareholders held on May 23, 1995 and incorporating all amendments thereto through the date of this filing. The last amendment thereto was filed as Exhibit 10.35 to Form 10-K for fiscal year ended January 31, 1998.<F**> 10.18 Specimen form of Stock Option Agreement under the Angelica Corporation Stock Option Plan. Filed as Exhibit 10.20 to the Form 10-K for fiscal year ended January 27, 1996.<F**> 10.19 Form of Stock Option Agreement under the Angelica Corporation 1994 Performance Plan (filed as Exhibit 10.21 to Form 10-K for fiscal year ended January 27, 1996) with one of the Company's executive officers, together with schedule identifying the officer and setting forth the material details in which the agreement differs from the form of agreement that is filed. Filed as Exhibit 10.21 to the Form 10-K for fiscal year ended January 25, 1997.<F**> 10.20 Specimen form of Stock Option Agreement under the Angelica Corporation 1999 Performance Plan. Filed as Exhibit 10.21 to Form 10-K for the fiscal year ended January 29, 2000.<F**> 10.21 Form of Indemnification Agreement between the Company and each of its directors and executive officers (filed as Exhibit 10.22 to Form 10-K for fiscal year ended January 30, 1999), with a schedule identifying the directors and current executive officers executing such agreements.<F**> 9 10.22 Employment Agreement between the Company and Theodore M. Armstrong, dated January 1, 2000. Filed as Exhibit 10.23 to Form 10-K for the fiscal year ended January 29, 2000.<F**> 10.23 Employment Agreement between the Company and Don W. Hubble, dated December 12, 1997. Filed as Exhibit 10.30 to the Form 10-K for fiscal year ended January 31, 1998.<F**> 10.24 Retirement Benefit Agreement between the Company and Don W. Hubble dated January 1, 1998. Filed as Exhibit 10.31 to the Form 10-K for fiscal year ended January 31, 1998.<F**> 10.25 Non-Qualified Stock Option Agreement between the Company and Don W. Hubble dated January 2, 1998. Filed as Exhibit 10.32 to the Form 10-K for fiscal year ended January 31, 1998.<F**> 10.26 Description of restricted stock granted to Don W. Hubble effective January 2, 1998. Filed as Exhibit 10.33 to the Form 10-K for fiscal year ended January 31, 1998.<F**> 10.27 Employment Agreement between the Company and Charles D. Molloy, Jr., dated October 1, 1999. Filed as Exhibit 10.29 to the Form 10-Q for fiscal quarter ended October 30, 1999.<F**> 10.28 Employment Agreement between the Company and Steven L. Frey, dated March 1, 1999. Filed as Exhibit 10.34 to the Form 10-K for fiscal year ended January 30, 1999.<F**> 10.29 Angelica Corporation 1999 Performance Plan. Filed as Appendix A of the Company's Proxy Statement for the Annual Meeting of Shareholders held May 25, 1999.<F**> 10.30 Employment Agreement between the Company and Denis R. Raab, dated August 23, 1999. Filed as Exhibit 10.32 to the Form 10-Q for fiscal quarter ended October 30, 1999.<F**> 10.31 Employment Agreement between the Company and Daniel J. Westrich, dated October 1, 1999. Filed as Exhibit 10.33 to the Form 10-Q for fiscal quarter ended October 30, 1999.<F**> 10.32 Employment Agreement between the Company and James W. Shaffer, dated October 1, 1999. Filed as Exhibit 10.34 to the Form 10-Q for fiscal quarter ended October 30, 1999.<F**> 10.33 Employment Agreement between the Company and Edward P. Ryan, dated November 5, 1999.<F*> 27 Financial Data Schedule<F*> 10