TEXTILE SERVICES IMAGE APPAREL INNOVATION VALUE Angelica Corporation 424 South Woods Mill Road Suite 300 Angelica [Logo] Chesterfield, Missouri 63017 3406 Tel: 314.854.3800 Fax: 314.854.3890 November 15, 2001 Dear Fellow Shareholder: Third quarter earnings per share of $.21 were slightly less than $.23 per share in the third quarter last year. Our largest segment, Textile Services, recorded impressive revenue and earnings increases; however, these were insufficient to counter the economic weakness affecting both the Manufacturing and Marketing and the Life Retail Stores segments. Given the very weak economic conditions existing in many of the market segments that we serve, exacerbated by the senseless acts of terrorism our country experienced in the past two months, the results achieved are a testimony to the hard work done by the management teams in each of our business segments. Combined sales and textile service revenues were $119,078,000 in the third quarter compared with $118,277,000 in the same period last year, an increase of 0.7 percent. Pretax income was $2,819,000 versus $3,165,000 last year, and net income decreased 9.5 percent to $1,805,000 from $1,994,000 in last year's third quarter. For the first three quarters of this fiscal year, combined sales and textile service revenues increased 2.9 percent to $355,553,000 compared with $345,469,000 last year. Pretax income was $6,482,000 compared with $8,536,000 for the comparable period last year. Net income decreased 22.9 percent to $4,149,000 from $5,378,000 in the prior year period, and earnings per share for the three quarters were $.48 compared with $.62 last year. As was the case in the second quarter, the Textile Services segment had a very strong quarter in terms of revenues and especially earnings. These increases were achieved despite some revenue losses at non-healthcare customers as a result of the weak economy. Revenues in this segment increased 6.8 percent to $65,336,000 compared with $61,159,000 in the third quarter last year. Operating earnings increased 52.7 percent in the quarter to $4,785,000 compared with $3,133,000 last year. In comparing the first three quarters of this year to last, revenues have increased by $13,899,000 or 7.6 percent, and earnings have increased by $2,999,000 or 26.4 percent. Plant productivity increases, continued improvement in linen management plus more efficient use of energy propelled strong earnings increases from satisfactory revenue gains. As stated in a previous report to you, we intend to reinvest in this segment and have received approval from the Board of Directors to build a new laundry processing facility in the southwestern part of the United States. Paul Anderegg, Textile Services President, and Ed Ryan, Executive Vice President of Marketing, and the rest of the management team of this segment are to be complimented on the impressive turnaround they have led. In the third quarter, the Manufacturing and Marketing segment's sales (before intersegment sales) declined 7.2 percent to $36,260,000 compared with $39,057,000 last year. Operating earnings fell to $514,000 compared with $2,000,000 in the same quarter last year, a decline of 74.3 percent. Despite these disappointing results, it should be noted that the management team reduced expenses considerably in the third quarter relative to the run-rate for the first half of the year. On an annualized basis, operating expenses and cost of sales reductions exceed $5,000,000. Another positive factor was the reduction in segment inventories to $68,239,000, down from $74,923,000 at the beginning of this year. It has been a painful year for the management team of Angelica Image Apparel, the domestic operations of Manufacturing and Marketing. However, the weak economic conditions, beginning in the fourth quarter of last year and intensifying as the new year unfolded, made cost reduction actions absolutely necessary. Had it not been for some strong sales and marketing efforts to add new customers, sales levels would have fallen even further than they did. Many of the market segments served by Manufacturing and Marketing have been severely affected by current business conditions, and the outlook for the remainder of the year is guarded as well. While the fourth quarter www.angelica-corp.com may be challenging for the Canadian operations too, because of their focus on lodging, they have had impressive sales and earnings increases in the first three quarters compared to last year. Helen Loader, President of the Canadian operations, and her management team continue to maintain market leadership in the premium and upscale lodging markets. Undoubtedly, the string of earnings increases the Manufacturing and Marketing segment has achieved in each of the preceding three fiscal years will not be continued this year. The lack of consumer confidence currently prevalent in our country that is negatively affecting apparel retailers generally caused a 6.6 percent same-store sales decline at Life Retail in the third quarter, the second quarterly decline in a row. Fortunately, we did have excellent increases in our catalogue and e-commerce sales as customers chose to "call-in and log-on" as opposed to "coming in" to retail locations. Overall, third quarter sales declined 3.8 percent to $23,930,000 compared with $24,876,000 last year. This segment had operating earnings of $812,000 compared with $1,248,000 in last year's third quarter. The current quarter's earnings compared favorably to the loss of $712,000 incurred in the second quarter this year. Gross margins have continued to improve, reflecting "fresher" merchandise in the stores and fewer markdowns. Life added three stores shortly after quarter end as a consequence of an opportunistic acquisition in the Las Vegas, NV marketplace and currently has a total of 287 stores. During the quarter, we prepaid all of the $25,000,000 of long-term debt due at the end of December. We used $13,000,000 of cash and $12,000,000 from a three-year bank loan to pay down this debt. Interest costs in the second half of the year will be reduced by $384,000, offset by less interest income as a result of less invested cash and lower investment rates. We are also pleased that total inventories, which were higher than we would have liked at the beginning of the year, have been reduced by $7,594,000 as of the end of the third quarter. The segment management teams and the corporate management team are hard at work developing our new three-year strategic plan. I must admit that the crystal ball is pretty cloudy for all of us. All indications are that it will be a number of months before any economic recovery begins. Fortunately, a high percentage of Angelica's activities are centered in the healthcare services industry, one that is less affected by reduction in travel and cutbacks in consumer spending. During this planning process we are critically evaluating the structural changes that are occurring in each of our business segments. We continue to evaluate alternative ways of adding shareholder value, recognizing that the world of business has been changed inexorably forever and that some proven practices of the past are no longer applicable. Making changes to practices that are now ineffective and inefficient is a long process and an arduous task, but it must be accomplished. We are committed to making these changes while minimizing risks as much as feasible. We realize that many of the dislocations that will occur are unavoidable, but they still must be implemented with sensitivity for our associates and customers. I must, once again, reduce our earnings expectations for the year. It now appears that we will earn between $.55 and $.60 per share. I do believe, however, that the steps we are taking will put us in excellent position to earn significantly more than this in the next fiscal year, with increases in the years following that. Respectfully 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) Third Quarter Ended Three Quarters Ended ------------------------------- ------------------------------ October 27, October 28, October 27, October 28, 2001 2000 2001 2000 ----------- ----------- ----------- ----------- Textile service revenues $ 65,336 $ 61,159 $195,669 $181,770 Net sales 53,742 57,118 159,884 163,699 -------- -------- -------- -------- 119,078 118,277 355,553 345,469 -------- -------- -------- -------- Cost of textile services 51,294 49,201 154,086 145,017 Cost of goods sold 33,315 33,967 97,748 98,619 -------- -------- -------- -------- 84,609 83,168 251,834 243,636 -------- -------- -------- -------- Gross profit 34,469 35,109 103,719 101,833 -------- -------- -------- -------- Selling, general and administrative expenses 29,415 29,760 90,816 86,850 Interest expense 1,792 2,060 5,839 6,221 Other expense, net 443 124 582 226 -------- -------- -------- -------- 31,650 31,944 97,237 93,297 -------- -------- -------- -------- Income before income taxes 2,819 3,165 6,482 8,536 Provision for income taxes 1,014 1,171 2,333 3,158 -------- -------- -------- -------- Net income $ 1,805 $ 1,994 $ 4,149 $ 5,378 ======== ======== ======== ======== Basic and diluted earnings per share * $ 0.21 $ 0.23 $ 0.48 $ 0.62 ======== ======== ======== ======== Dividends per common share $ 0.08 $ 0.08 $ 0.24 $ 0.40 ======== ======== ======== ======== Comprehensive income, consisting of net income and foreign currency translation adjustments, totaled $1,692 and $1,779 for the quarters ended October 27, 2001 and October 28, 2000, respectively; and $3,982 and $5,019 for the three quarters ended October 27, 2001 and October 28, 2000, respectively. Certain amounts in the prior year have been reclassified to conform to current year presentation. For fiscal year 2002, the effective tax rate was adjusted downward from 37.0 percent to 36.0 percent to reflect lower actual state tax expense levels. <FN> * Based upon weighted average number of common and common equivalent shares outstanding of 8,698,908 and 8,698,133 for fiscal periods of 2002 and 2001, respectively. CONSOLIDATED BALANCE SHEETS Angelica Corporation and Subsidiaries Unaudited (Dollars in thousands) October 27, January 27, 2001 2001 ----------- ----------- ASSETS - ------ Current Assets: Cash and short-term investments $ 10,019 $ 20,311 Receivables, less reserve of $3,496 and $2,581 54,923 54,983 Inventories: Raw material 20,469 27,223 Work in progress 3,055 5,895 Finished goods 60,726 58,726 --------- --------- 84,250 91,844 Linens in service 32,457 32,846 Prepaid expenses and other current assets 6,747 5,733 --------- --------- Total Current Assets 188,396 205,717 --------- --------- Property and Equipment 211,706 204,146 Less -- reserve for depreciation 125,504 119,026 --------- --------- 86,202 85,120 --------- --------- Goodwill 5,024 5,341 Other acquired assets 1,483 2,659 Cash surrender value of life insurance 23,174 22,628 Miscellaneous 2,688 4,819 --------- --------- 32,369 35,447 --------- --------- Total Assets $ 306,967 $ 326,284 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY - ------------------------------------ Current Liabilities: Current maturities of long-term debt $ 6,854 $ 27,841 Accounts payable 21,151 27,445 Accrued expenses 26,364 25,982 --------- --------- Total Current Liabilities 54,369 81,268 --------- --------- Long-Term Debt, less current maturities 67,219 60,963 Other Long-Term Obligations 18,480 19,734 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 169,740 168,677 Accumulated other comprehensive income (2,147) (1,980) Common Stock in treasury, at cost: 863,539 and 929,070 (14,362) (16,046) --------- --------- 166,899 164,319 --------- --------- Total Liabilities and Shareholders' Equity $ 306,967 $ 326,284 ========= ========= CONSOLIDATED STATEMENTS OF CASH FLOWS Angelica Corporation and Subsidiaries Unaudited (Dollars in thousands) Three Quarters Ended ---------------------------- October 27, October 28, 2001 2000 ----------- ----------- Cash Flows from Operating Activities: Net income $ 4,149 $ 5,378 Non-cash items included in net income: Depreciation 9,435 9,857 Amortization of acquisition costs 1,578 1,782 Change in working capital components, net of businesses acquired/disposed of 855 (2,488) Other, net 331 687 -------- -------- Net cash provided by operating activities 16,348 15,216 -------- -------- Cash Flows from Investing Activities: Expenditures for property and equipment, net (10,517) (7,353) Cost of businesses acquired (125) -- Disposals of businesses and property 302 5,474 -------- -------- Net cash used in investing activities (10,340) (1,879) -------- -------- Cash Flows from Financing Activities: Long-term debt repayments (26,731) (1,989) Proceeds from issuance of long-term debt 12,000 -- Dividends paid (2,062) (3,469) Repurchase of stock -- (822) Other, net 493 (315) -------- -------- Net cash used in financing activities (16,300) (6,595) -------- -------- Net (decrease) increase in cash and short-term investments (10,292) 6,742 Balance at beginning of year 20,311 15,651 -------- -------- Balance at end of period $ 10,019 $ 22,393 ======== ======== Supplemental cash flow information: Income taxes paid $ 4,292 $ 4,642 Interest paid $ 5,282 $ 5,488 - ----------------------------------------------------------------------------- Forward-Looking Statements: Any forward-looking statements made in this document reflect the Company's current views with respect to future events and financial performance and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties that may cause actual results to differ materially from those set forth in these statements. These potential risks and uncertainties include, but are not limited to, competitive and general economic conditions, the ability to retain current customers and to add new customers in competitive market environments, competitive pricing in the marketplace, delays in the shipment of orders, availability of labor at appropriate rates, availability and cost of energy and water supplies, availability of non-domestic image apparel contractors to manufacture and deliver at an appropriate cost and in a timely manner, the ability to attract and retain key personnel, unusual or unexpected cash needs for operations or capital transactions, and other factors which may be identified in the Company's filings with the Securities and Exchange Commission. - ----------------------------------------------------------------------------- BUSINESS SEGMENT INFORMATION Angelica Corporation and Subsidiaries Unaudited (Dollars in thousands) Third Quarter Ended Three Quarters Ended ---------------------------- -------------------------- October 27, October 28, October 27, October 28, 2001 2000 2001 2000 ----------- ----------- ----------- ----------- Sales and textile service revenues: Textile Services $ 65,336 $ 61,159 $195,669 $181,770 Manufacturing and Marketing 36,260 39,057 111,057 114,071 Retail Sales 23,930 24,876 68,607 69,521 Intersegment sales (6,448) (6,815) (19,780) (19,893) -------- -------- -------- -------- $119,078 $118,277 $355,553 $345,469 ======== ======== ======== ======== Earnings: Textile Services $ 4,785 $ 3,133 $ 14,356 $ 11,357 Manufacturing and Marketing 514 2,000 2,047 5,251 Retail Sales 812 1,248 39 1,938 Interest, corporate expenses and other, net (3,292) (3,216) (9,960) (10,010) -------- -------- -------- -------- $ 2,819 $ 3,165 $ 6,482 $ 8,536 ======== ======== ======== ======== Depreciation and amortization: Textile Services $ 2,408 $ 2,374 $ 7,190 $ 7,122 Manufacturing and Marketing 416 557 1,232 1,626 Retail Sales 668 703 1,999 2,187 Corporate 179 229 592 704 -------- -------- -------- -------- $ 3,671 $ 3,863 $ 11,013 $ 11,639 ======== ======== ======== ======== SUMMARY FINANCIAL POSITION DATA Angelica Corporation and Subsidiaries Unaudited (Dollars in thousands, except ratios, shares and per share amounts) Three Quarters Ended ----------------------------- October 27, October 28, 2001 2000 ----------- ----------- Working capital $ 134,027 $ 150,701 Current ratio 3.5 to 1 3.9 to 1 Long-term debt $ 67,219 $ 86,276 Shareholders' equity $ 166,899 $ 164,184 Percent long-term debt to debt and equity 28.7% 34.4% Equity per common share $ 19.39 $ 19.11 Common shares outstanding 8,607,999 8,592,268