SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8‑K
CURRENT
REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date
of earliest event reported):
October
21, 2004
UNIFI, INC.
(Exact name of
registrant as specified in its charter)
|
New
York |
1-10542 |
11-2165495 |
7201 West Friendly
Avenue
Greensboro, North
Carolina 27410
(Address
of principal executive offices)
(336) 294-4410
(Registrant's
telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
- -------------------------------------------------------------
Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
==========================================================
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On October 21, 2004, Unifi, Inc. (the "Registrant") issued a press release announcing the results for its first quarter of fiscal year 2005 ending September 26, 2004. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated by reference herein.
ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS
(b) As previously disclosed in the Registrant's proxy statement, Mr. G. Alfred Webster, a director of the Company, did not stand for re-election at the Company's Annual Meeting held on October 21, 2004.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
The following exhibit is filed herewith:
|
EXHIBIT NO. |
DESCRIPTION OF EXHIBIT |
|
99.1 |
News Release disseminated on October 21, 2004 by Unifi, Inc. announcing the financial results for its first quarter of fiscal year 2005 ending September 26, 2004. |
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 hereunto duly authorized.
UNIFI, INC.
By: /s/ CHARLES F. MCCOY
Charles F. McCoy
Vice President, Secretary and
General
Counsel
Dated: October 21, 2004
INDEX TO EXHIBITS
|
EXHIBIT NO. |
DESCRIPTION OF EXHIBIT |
|
99.1 |
News Release disseminated on October 21, 2004 by Unifi, Inc. concerning the financial results for its first quarter of fiscal year 2005 ending September 26, 2004. |
Exhibit 99.1
For more information, contact:
William M. Lowe, Jr.
Vice President
Chief Operating Officer
Chief Financial Officer
(336) 316-5664
Unifi Announces First Quarter Results
GREENSBORO, N.C. - October 21, 2004 - Unifi, Inc. (NYSE:UFI) today released operating results for its first quarter ending September 26, 2004.
The Company reported a net loss from continuing operations of $1.3 million or $0.02 per share for the quarter ending September 26, 2004 compared to a net loss of $2.6 million or $0.05 per share for the prior year September quarter. Net income, including discontinued operations, was a net loss of $22.6 million or $0.43 per share, which includes the operations and associated charges related to the closure of the Company's facility in Ireland.
Net sales from continuing operations for the September quarter of $180.2 million were up $16.5 million or 10.1% compared to net sales of $163.7 million for the prior year September quarter. Sales volume from continuing operations increased 7.4% this quarter over the prior comparable quarter.
"The Company recorded an operating profit from continuing operations of $1.0 million in the current quarter compared to a loss of $1.0 million in the prior year quarter, indicating that the broad set of actions taken over this calendar year has strengthened our underlying business," said Bill Lowe, Chief Operating Officer and CFO for Unifi. "This also marks the second consecutive quarter in which we posted an operating profit, which is significant in that we have accomplished this as raw materials have risen by approximately 25 percent since the prior comparable quarter. There are more challenges ahead, but we are making steady progress in stabilizing our base business."
-continued-
Unifi Announces First Quarter Results - page 2
Selling, general and administrative expenses were 5.3% of sales from continuing operations compared to 7.6% of last year's comparable quarter. Cash-on-hand at September 26, 2004 was $45.7 million.
"One can clearly see the combined impact of our business building and consolidation efforts reflected in the operating results of our continuing operations," said Brian Parke, Chairman and Chief Executive Officer of Unifi. "Our cost structure today is closely aligned with current market demands, and the strength of our balance sheet allows us to pursue strategic business opportunities. We will continue to be proactive in our efforts to maximize growth in the global supply chain and manage costs and capacity relative to market conditions."
Unifi is a diversified producer and processor of textured yarns. Its primary business is the texturing, dyeing, twisting, covering, and beaming of multi-filament polyester and nylon yarns. Unifi's textured yarns are found in home furnishings, apparel and industrial fabrics, automotive, upholstery, hosiery, and sewing thread.
###
Financial Statements to Follow
-continued-
Unifi Announces First Quarter Results - page 3
|
UNIFI, INC. |
|||
|
CONSOLIDATED STATEMENTS OF OPERATIONS |
|||
|
(UNAUDITED) (In Thousands Except Per Share Data) |
|||
|
For the Quarters Ended |
|||
|
September 26, 2004 |
September 28, 2003 |
||
|
Net sales |
$ 180,155 |
$ 163,721 |
|
|
Cost of goods sold |
169,595 |
152,262 |
|
|
Selling, general & administrative expense |
9,514 |
12,423 |
|
|
Operating profit (loss) |
1,046 |
(964) |
|
|
Interest expense |
4,667 |
4,741 |
|
|
Interest income |
413 |
742 |
|
|
Other (income) expense, net |
458 |
576 |
|
|
Equity in earnings of |
|||
|
unconsolidated affiliates |
1,117 |
257 |
|
|
Minority interest income |
188 |
955 |
|
|
Loss before income tax benefit |
(2,361) |
(4,327) |
|
|
Benefit for income taxes |
(1,105) |
(1,730) |
|
|
Loss from continuing operations |
(1,256) |
(2,597) |
|
|
Loss from discontinued operations - net of tax |
(21,299) |
(1,965) |
|
|
Net loss |
$ (22,555) |
$ (4,562) |
|
|
Earnings (losses) per common share |
|||
|
(basic and diluted): |
|||
|
Net loss - continuing operations |
$ (0.02) |
$ (0.05) |
|
|
Net loss - discontinued operations |
$ (0.41) |
$ (0.04) |
|
|
Average diluted shares outstanding |
52,077 |
52,746 |
|
-continued-
Unifi Announces First Quarter Results - page 4
|
UNIFI, INC. |
|||
|
CONSOLIDATED BALANCE SHEETS |
|||
|
(UNAUDITED) (In Thousands) |
|||
|
September 26, 2004 |
June 27, 2004 |
||
|
Assets |
|||
|
Cash and cash equivalents |
$ 45,726 |
$ 65,221 |
|
|
Receivables |
129,514 |
125,949 |
|
|
Inventories |
117,870 |
116,995 |
|
|
Deferred income taxes |
13,721 |
12,237 |
|
|
Assets held for sale |
13,225 |
13,899 |
|
|
Other current assets |
10,129 |
10,657 |
|
|
Total current assets |
330,185 |
344,958 |
|
|
Property, plant and equipment |
332,171 |
341,559 |
|
|
Investment in unconsolidated affiliates |
165,124 |
163,941 |
|
|
Other noncurrent assets |
19,861 |
22,077 |
|
|
$ 847,341 |
$ 872,535 |
||
|
Liabilities and Shareholders' Equity |
|||
|
Accounts payable |
$ 70,311 |
$ 75,504 |
|
|
Accrued expenses |
45,250 |
44,850 |
|
|
Income taxes payable |
2,142 |
1,523 |
|
|
Current maturities of long-term debt |
|||
|
and other current liabilities |
8,820 |
8,497 |
|
|
Total current liabilities |
126,523 |
130,374 |
|
|
Long-term debt and other liabilities |
264,103 |
263,779 |
|
|
Deferred income taxes |
67,968 |
71,921 |
|
|
Minority interests |
4,371 |
4,560 |
|
|
Shareholders' equity |
384,376 |
401,901 |
|
|
$ 847,341 |
$ 872,535 |
||
-continued-
Unifi Announces First Quarter Results - page 5
|
UNIFI, INC. |
||||
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
|
|
||
|
(UNAUDITED) (In Thousands) |
||||
|
|
For the Quarters Ended |
|||
|
September 26, 2004 |
September 28, 2003 |
|||
|
Cash and cash equivalents at beginning of year |
$ 65,221 |
$ 76,801 |
||
|
Cash and cash equivalents provided by (used in) |
||||
|
continuing operations: |
||||
|
Net loss |
(1,256) |
(2,597) |
||
|
Income charges not affecting cash: |
||||
|
Net earnings of unconsolidated equity affiliates, |
||||
|
net of distributions |
(1,117) |
(118) |
||
|
Depreciation |
12,675 |
14,773 |
||
|
Amortization |
307 |
322 |
||
|
Net gain on asset sales |
(337) |
- |
||
|
Deferred income tax |
(5,406) |
(2,227) |
||
|
Provision for bad debts and quality claims |
820 |
482 |
||
|
Other noncurrent assets |
4,109 |
- |
||
|
Other |
(292) |
1,405 |
||
|
Change in assets and liabilities, excluding |
||||
|
effects of acquisitions and foreign |
||||
|
currency adjustments |
(8,328) |
(3,937) |
||
|
Net cash provided by operating activities |
1,175 |
8,103 |
||
|
Cash used in investing activities of continuing |
||||
|
operations: |
||||
|
Capital expenditures |
(1,551) |
(2,257) |
||
|
Strategic investment costs |
(1,145) |
(332) |
||
|
Investment in foreign restricted assets |
(1,261) |
(404) |
||
|
Collection of notes receivable |
101 |
94 |
||
|
Issuance of notes receivable |
(139) |
- |
||
|
Proceeds from sale of capital assets |
368 |
- |
||
|
Other |
(9) |
99 |
||
|
Net cash used in investing activities |
(3,636) |
(2,800) |
||
|
Cash provided by (used in) financing activities |
||||
|
of continuing operations: |
||||
|
Purchase and retirement of Company stock |
(2) |
(7,458) |
||
|
Other |
983 |
(911) |
||
|
Cash provided by (used in) financing activities |
981 |
(8,369) |
||
|
Discontinued operations and net change in |
||||
|
assets held for sale |
(20,485) |
(536) |
||
|
Effect of exchange rate changes on cash |
2,470 |
(936) |
||
|
Net decrease in cash and cash equivalents |
(19,495) |
(4,538) |
||
|
Cash and cash equivalents at end of period |
$ 45,726 |
$ 72,263 |
||
-continued-
Unifi Announces First Quarter Results - page 6
CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS
Certain statements included herein contain forward-looking statements within the meaning of federal security laws about Unifi, Inc.'s (the "Company") financial condition and results of operations that are based on management's current expectations, estimates and projections about the markets in which the Company operates, management's beliefs and assumptions made by management. Words such as "expects," "anticipates," "believes," "estimates," variations of such words and other similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in, or implied by, such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's judgment only as of the date hereof. The Company undertakes no obligation to update publicly any of these forward-looking statements to reflect new information, future events or otherwise.
Factors that may cause actual outcome and results to differ materially from those expressed in, or implied by, these forward-looking statements include, but are not necessarily limited to, availability, sourcing and pricing of raw materials, pressures on sales prices and volumes due to competition and economic conditions, reliance on and financial viability of significant customers, operating performance of joint ventures, alliances and other equity investments, technological advancements, employee relations, changes in construction spending, capital expenditures and long-term investments (including those related to unforeseen acquisition opportunities), continued availability of financial resources through financing arrangements and operations, outcomes of pending or threatened legal proceedings, negotiation of new or modifications of existing contracts for asset management and for property and equipment construction and acquisition, regulations governing tax laws, other governmental and authoritative bodies' policies and legislation, the continuation and magnitude of the Company's common stock repurchase program and proceeds received from the sale of assets held for disposal. In addition to these representative factors, forward-looking statements could be impacted by general domestic and international economic and industry conditions in the markets where the Company competes, such as changes in currency exchange rates, interest and inflation rates, recession and other economic and political factors over which the Company has no control. Other risks and uncertainties may be described from time to time in the Company's other reports and filings with the Securities and Exchange Commission.
-end-