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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[ X ] Quarterly Report Pursuant To Section 13 or 15(d) of
The Securities Exchange Act of 1934
For the quarterly period ended February 27, 1998
----------------
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 1-4365
------
OXFORD INDUSTRIES, INC.
- ------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Georgia 58-0831862
- ------------------------------- ------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
222 Piedmont Avenue, N.E., Atlanta, Georgia 30308
--------------------------------------------------
(Address of principal executive offices)(Zip Code)
(404) 659-2424
----------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
- ------------------------------------------------------------------
(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 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.
Number of shares outstanding
Title of each class as of April 6, 1998
- --------------------------- ----------------------------
Common Stock, $1 par value 8,815,212
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
- -----------------------------
OXFORD INDUSTRIES, INC
CONSOLIDATED STATEMENT OF EARNINGS
NINE MONTHS AND QUARTERS ENDED FEBRUARY 27, 1998 AND FEBRUARY 28, 1997
(UNAUDITED)
Nine Months Ended Quarter Ended
------------------------- ------------------------
$ in thousands except February 27, February 28, February 27, February 28,
per share amounts 1998 1997 1998 1997
------------ ----------- ------------ -----------
Net Sales $579,981 $543,221 $178,677 $167,470
Costs and Expenses:
Cost of goods sold 466,137 441,091 143,157 133,873
Selling, general and
administrative 80,719 74,700 26,018 25,124
Interest 2,663 3,309 664 1,142
------- ------- ------- -------
Total Costs and
Expenses 549,519 519,100 169,839 160,139
------- ------- ------- -------
Earnings Before Income
Taxes 30,462 24,121 8,838 7,331
Income Taxes 11,880 9,648 3,447 2,932
------- ------- ------- -------
Net Earnings $ 18,582 $ 14,473 $ 5,391 $ 4,399
======== ======== ======= =======
Basic Earnings
Per Share $2.10 $1.66 $0.61 $0.51
======= ======== ======= ======
Diluted Earnings
Per Share $2.07 $1.65 $0.60 $0.50
======= ======== ======= =======
Basic Number of Shares
Outstanding 8,831,809 8,738,400 8,841,924 8,732,054
========= ========= ========= ========
Diluted Number of Shares
Outstanding 8,990,065 8,786,523 8,990,301 8,845,220
========= ========= ========= =========
Dividends Per Share $0.60 $0.60 $0.20 $0.20
========= ========= ========= =========
See notes to consolidated financial statements.
OXFORD INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
FEBRUARY 27, 1998, MAY 30, 1997 AND FEBRUARY 28, 1997
(UNAUDITED EXCEPT FOR MAY 30, 1997)
$ in thousands February 27, May 30, February 28,
- -------------- 1998 1997 1997
----------- ------- -----------
Assets
- ------
Current Assets:
Cash $ 2,813 $ 3,313 $ 3,058
Receivables 110,148 77,771 105,561
Inventories:
Finished goods 85,217 87,368 70,152
Work in process 24,256 26,276 23,734
Fabric, trim & supplies 28,642 36,137 29,285
-------- -------- --------
138,115 149,781 123,171
Prepaid expenses 13,616 16,080 14,306
-------- -------- --------
Total Current Assets 264,692 246,945 246,096
Property, Plant and Equipment 33,354 34,636 33,948
Other Assets 4,871 5,536 6,163
-------- -------- --------
Total Assets $302,917 $287,117 $286,207
======== ======== ========
Liabilities and Stockholders' Equity
- ------------------------------------
Current Liabilities:
Notes payable $17,000 $ 4,000 $26,500
Trade accounts payable 46,765 59,524 40,163
Accrued compensation 11,234 11,278 9,760
Other accrued expenses 21,133 16,964 19,205
Dividends payable 1,763 1,755 1,749
Current maturities of long-
term debt 442 2,784 1,243
-------- -------- --------
Total Current Liabilities 98,337 96,305 98,620
Long-Term Debt, less
current maturities 41,503 41,790 43,487
Noncurrent Liabilities 4,500 4,500 4,500
Deferred Income Taxes 3,321 3,005 2,155
Stockholders' Equity:
Common stock 8,815 8,780 8,745
Additional paid-in
capital 11,328 9,554 8,874
Retained earnings 135,113 123,183 119,826
-------- -------- --------
Total Stockholders'
Equity 155,256 141,517 137,445
-------- -------- --------
Total Liabilities and
Stockholders' Equity $302,917 $287,117 $286,207
======== ======== ========
See notes to consolidated financial statements.
OXFORD INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED FEBRUARY 27, 1998 AND FEBRUARY 28, 1997
(UNAUDITED)
$ in thousands February 27, February 28,
- -------------- 1998 1997
Cash Flows From Operating Activities ---------------------------------
- ------------------------------------
Net earnings $ 18,582 $ 14,473
Adjustments to reconcile net earnings to
net cash (used in)provided by operating activities:
Depreciation and amortization 5,967 6,880
Gain on sale of property, plant and equipment (509) (284)
Changes in working capital:
Receivables (32,377) (20,968)
Inventories 11,666 13,618
Prepaid expenses 2,464 (559)
Trade accounts payable (12,759) (9,513)
Accrued expenses and other current liabilities 4,125 8,726
Deferred income taxes 316 369
Other noncurrent assets 51 (472)
Net cash (used in)provided by ----------- ---------
operating activities (2,474) 12,270
Cash Flows From Investing Activities
- ------------------------------------
Purchase of property, plant and equipment (4,399) (4,980)
Proceeds from sale of property, plant
and equipment 840 1,703
-------- ----------
Net cash (used in) investing activities (3,559) (3,277)
Cash Flows From Financing Activities
- ------------------------------------
Short-term borrowings 13,000 1,000
Payments on long-term debt (2,629) (1,953)
Proceeds from exercise of stock options 1,668 747
Purchase and retirement of common stock (1,215) (1,500)
Dividends on common stock (5,291) (5,244)
Net cash (used in)provided by ------ -------
financing activities 5,533 (6,950)
Net change in Cash and Cash Equivalents (500) 2,043
Cash and Cash Equivalents at Beginning of Period 3,313 1,015
-------- --------
Cash and Cash Equivalents at End of Period $ 2,813 $ 3,058
======== ========
Supplemental Disclosure of Cash Flow Information
- ------------------------------------------------
Cash paid for:
Interest $ 2,637 $ 3,286
Income taxes 10,096 10,832
See notes to consolidated financial statements.
OXFORD INDUSTRIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
QUARTERS ENDED FEBRUARY 27, 1998 AND FEBRUARY 28, 1997
1. The foregoing unaudited consolidated financial statements
reflect all adjustments which are, in the opinion of management,
necessary to a fair statement of the results for the interim
periods. All such adjustments are of a normal recurring nature.
The results for interim periods are not necessarily indicative
of results to be expected for the entire fiscal year.
2. The financial information presented herein should be read in
conjunction with the consolidated financial statements included
in the Registrant's Annual Report on Form 10-K for the fiscal
year ended May 30, 1997.
3. The Company is involved in certain legal matters primarily
arising in the normal course of business. In the opinion of
management, the Company's liability under any of these matters would
not materially affect its financial condition or results of
operations.
4. In February 1997, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards SFAS No. 128
"Earnings per Share." The new standard simplifies the computation of
earnings per share (EPS) and increases comparability to international
standards. Under SFAS No. 128, primary EPS is replaced by "Basic"
EPS, which excludes dilution and is computed by dividing income
available to common stockholders by the weighted-average number of
common shares outstanding for the period. "Diluted" EPS, which is
computed similarly to fully diluted EPS, reflects the potential
dilution that could occur if securities or other contracts into issue
common stock were exercised or converted to common stock. The
Company's required adoption date was December 15, 1997. All prior
period EPS information (including interim EPS) is required to be
restated.
5. In February 1997, the Financial Accounting Standards Board
issued SFAS No. 129, "Disclosure of Information About Capital
Structure." SFAS No. 129 requires companies to disclose descriptive
information about an entity's capital structure. It also requires
disclosure of information about the liquidation preference of
preferred stock and redeemable stock. SFAS No. 129 is effective for
the Company's year-end 1998 financial statements. Management does not
expect that SFAS No. 129 will require significant revision of prior
disclosures.
6. In June 1997, the Financial Accounting Standards Board
issued SFAS No. 130, "Reporting Comprehensive Income." SFAS No. 130
is designed to improve the reporting of changes in equity from period
to period. SFAS No. 130 is effective for the Company's year-end 1999
financial statements. Management does not expect SFAS No. 130 to have
a significant impact on the Company's financial statements.
7. In June 1997, the Financial Accounting Standards Board issued
SFAS No. 131, "Disclosures About Segments of an Enterprise and
Related Information." SFAS No. 131 requires that an enterprise
disclose certain information about operating segments. SFAS
No. 131 is effective for the Company's year-end 1999 financial
statements. Management has not yet determined the impact of
SFAS No. 131.
Item 2: Management's Discussion and Analysis of Financial Condition
and Results of Operations:
NET SALES
Net sales for the third quarter of the 1998 fiscal year, which ended
February 27, 1998, increased 6.7% from net sales for the same period
of the prior year. Net sales for the first nine months of the
current fiscal year increased 6.8% from net sales for the same
period of the prior year.
The third quarter sales increase was led by the Company's Shirt
Group which had sales increases in all six divisions: Oxford
Shirtings, Tommy Hilfiger Golf, Tommy Hilfiger Dress Shirts, Ox
Sport, Polo for Boys and Ely & Walker. Lanier Clothes, the
Company's Tailored Clothing Group, also had increases in all
divisions: Private Label, Oscar de la Renta, Nautica, and initial
shipments in its new Geoffrey Beene division. The Company's Slacks
Group had a sales decline against a very good third quarter in the
prior year. The Womenswear Group also had a decline due primarily
to some February shipments to a major customer being deferred into
March.
In the third quarter of the current year, the Company experienced an
overall net sales unit volume decrease of 2.9% while experiencing a
9.7% increase in the weighted average net sales price per unit.
Third quarter net sales included greater increased sales in the
Company's higher priced products. For the first nine months of the
current year, the Company experienced a 4.7% increase in overall net
sales unit volume while experiencing a 1.9% increase in the weighted
average net sales price per unit.
COST OF GOODS SOLD
Cost of goods sold as a percentage of net sales was 80.1% in the
third quarter of the current year as compared to 79.9% in the third
quarter of the prior year. For the first nine months of the current
fiscal year, cost of goods sold as a percentage of net sales was
80.4%, as compared to 81.2% for the first nine months of the prior
fiscal year. The increase in cost of goods sold as a percentage of
net sales for the third quarter of the current year was due
primarily to increased markdowns. The decrease in cost of goods as
a percentage of net sales for the first nine months of the current
year was due to increased sales of higher margin lines and the
continuation of the shift from domestic production to offshore
production yielding comparatively lower costs per unit.
During the third quarter, the Company announced the forthcoming
closure of its domestic sewing facilities in Giles, Virginia and
Gaffney, South Carolina. These facility closings are the direct
result of the continuing intense competitive pressures that require
the Company to utilize the most cost-effective production resources.
During the quarter, the Company approved the opening of two new
sewing facilities in Latin America and continued expansion of three
existing facilities in Latin America.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative expenses increased by 3.6% to
$26,018,000 in the third quarter of fiscal 1998 from $25,124,000 in
the same period of fiscal 1997. Selling, general and administrative
expenses increased 8.1% to $80,719,000 for the first nine months of
the current year from $74,700,000 for the first nine months of the
prior year. As a percentage of net sales, selling, general and
administrative expenses decreased to 14.6% for the third quarter of
the current year from 15.0% for the third quarter of the prior year,
and increased to 13.9% for the first nine months of the current year
from 13.8% for the first nine months of the prior year.
The major contributors to the increased selling, general and
administrative expenses were higher advertising, royalty and selling
expenses inherent in the licensed designer businesses and higher
employment costs. In addition to normal salary increases, the
higher employment costs are the result of increased group medical
insurance claims and increased accruals for management performance
bonuses.
INTEREST EXPENSE
Net interest expense declined by $478,000 to $664,000 or 0.4% of net
sales in the third quarter of the current year from $1,142,000 or
0.7% of net sales in the third quarter of the prior year. Net
interest expense declined by $646,000 to $2,663,000 or 0.5% of net
sales in the first nine months of the current year from $3,309,000
or 0.6% of net sales in the first nine months of the prior year.
The reduction in interest expense was due to lower average short-
term borrowings.
INCOME TAXES
The Company's effective tax rate was 39.0% for the third quarter and
first nine months of the current year compared to 40.0% for the
third quarter and the first nine months of the previous year, and
this effective tax rate does not differ significantly from the
Company's statutory rate.
FUTURE OPERATING RESULTS
Subsequent to the end of the third quarter, the Company announced
that its Polo/Ralph Lauren for Boys licenses which expire May 31,
1999 will not be renewed due to Polo/Ralph Lauren, L.P.'s strategic
consolidation of all children's apparel licenses.
The Company will continue shipments through the Summer 1999 season.
S. Schwab & Company("Schwab"), the consolidating licensee, will
market and ship the Fall 1999 season. A seamless transition of the
business is anticipated. Some assets of the business will be sold
by the Company to Schwab.
The transition coincides with the beginning of the Company's fiscal
year 2000. No impact on sales or earnings is expected in the
Company's fiscal years 1998 or 1999. The Polo/Ralph Lauren business
accounts for approximately 10% of the Company's sales and 10% of
operating profits.
In regards to the remainder of the current fiscal year, the Company
expects to surpass last year's fourth quarter in sales and earnings.
YEAR 2000
The Company uses software and related information technologies
throughout its business. The Company has completed its review of
these internal technologies. The Company anticipates that all
internal systems will be 100% compliant prior to the year 2000. The
Company is in the process of mailing a Year 2000 compliance survey
to each of its major suppliers and service providers, to ensure the
Company's supplier base will be able to function in the year 2000
and beyond. The Company's cost in resolving the year 2000 issue are
not expected to materially impact the Company's financial condition
or results of operations.
LIQUIDITY AND CAPITAL RESOURCES
OPERATING ACTIVITIES
Operating activities used $2,474,000 during the first nine months of
the current year and generated $12,270,000 in the first nine months
of the prior year. The primary factors contributing to this
increased use of funds was a larger increase in receivables combined
with a larger decrease in trade payables than in the prior year
offset by increased net earnings in the current year.
INVESTING ACTIVITIES
Investing activities used $3,559,000 in the current period and
$3,277,000 in the comparable period of the prior year. The change
was the result of decreased proceeds from the sale of property,
plant and equipment in the current year offset by slightly decreased
capital expenditures in the current year.
FINANCING ACTIVITIES
Financing activities generated $5,533,000 in the current period and
used $6,950,000 in the comparable period of the prior year. The
primary factor contributing to this change was a larger increase in
short-term borrowings than in the prior year.
On October 6, 1997 the resolution to adopt the 1997 Stock Option
Plan and the reservation of 500,000 shares was approved by
shareholders with a vote of 6,698,645 for the resolution, 149,939
against, 22,676 abstaining and 649,781 broker non vote.
On October 6, 1997 the resolution to adopt the 1997 Restricted Stock
Plan and the reservation of 100,000 shares was approved by the
shareholders with a vote of 7,494,675 for the resolution, 1,945
against and 24,421 abstaining.
On April 6, 1998 the Company's Board of Directors declared a cash
dividend of $.20 per share payable on May 30, 1998 to shareholders
of record on May 15, 1998.
WORKING CAPITAL
Working capital increased from $147,476,000 at the end of the third
quarter of the prior year to $150,640,000 at the end of the 1997
fiscal year and increased to $166,355,000 at the end of the third
quarter of the current year. The ratio of current assets to current
liabilities was 2.5 at the end of the third quarter of the prior
year, 2.6 at the end of the prior fiscal year, and 2.7 at the end of
the third quarter of the current year.
FUTURE LIQUIDITY AND CAPITAL RESOURCES
The Company believes it has the ability to generate cash and/or has
available borrowing capacity to meet its foreseeable needs. The
sources of funds primarily include funds provided by operations and
both short-term and long-term borrowings. The uses of funds
primarily include working capital requirements, capital
expenditures, acquisitions, dividends and repayment of short-term
and long-term debt. The Company regularly utilizes committed bank
lines of credit and other uncommitted bank resources to meet working
capital requirements. On February 27, 1998, the Company had
available for its use lines of credit with several lenders
aggregating $52,000,000. The Company has agreed to pay commitment
fees for these available lines of credit. On February 27, 1998,
$45,000,000 was in use under these, lines of which $40,000,000 is
long-term. In addition, the Company has $267,500,000 in uncommitted
lines of credit, of which $127,500,000 is reserved exclusively for
letters of credit. The Company pays no commitment fees for these
available lines of credit. At February 27, 1998, $12,000,000 was in
use under these lines of credit. Maximum borrowings from all these
sources during the first nine months of the current year were
$84,500,000 of which $44,500,000 was short-term. The Company
anticipates continued use and availability of both committed and
uncommitted resources as working capital needs may require.
The Company considers possible acquisitions of apparel-related
businesses that are compatible with its long-term strategies. The
Company's Board of Directors has authorized the Company to purchase
shares of the Company's common stock on the open market and in
negotiated trades as conditions and opportunities warrant. There
are no present plans to sell securities (other than through employee
stock option plans and other employee benefits)or enter into off-
balance sheet financing arrangements.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM
ACT OF 1995
Certain statements included herein are "forward-looking statements"
within the meaning of the federal securities laws. This includes
any statements concerning plans and objectives of management
relating to the Company's operations or economic performance, and
assumptions related thereto. In addition, the Company and its
representatives may from time to time make other oral or written
statements that are also forward-looking statements.
These forward-looking statements are made based on management's
expectations and beliefs concerning future events impacting the
Company and therefore involve a number of risks and uncertainties.
Management cautions that forward-looking statements are not
guarantees and that actual results could differ materially from
those express or implied in the forward-looking statements.
Important factors that could cause the actual results of operations
or financial condition of the Company to differ include, but are not
necessarily limited to, general economic and apparel business
conditions, continued retailer and consumer acceptance of company
products, and global manufacturing costs.
ADDITIONAL INFORMATION
For additional information concerning the Company's operations, cash
flows, liquidity and capital resources, this analysis should be read
in conjunction with the Consolidated Financial Statements and the
Notes to Consolidated Financial Statements contained in the
Company's Annual Report for fiscal 1997.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
- ------------------------------------------
(a) Exhibits.
---------
10(i) Note Agreement between the Company and Sun Trust of Georgia
Dated February 25, 1998 covering the Company's long term note due
August 23, 1999.
27 Financial Data Schedule for the Nine Months Ended
February 27, 1998.
27 Restated Financial Data Schedule for the Nine Months Ended
February 28, 1997.
(b) Reports on Form 8-K.
--------------------
On March 16, 1998, The Registrant filed a report on Form 8-K.
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.
OXFORD INDUSTRIES, INC.
-----------------------
(Registrant)
/s/Ben B. Blount, Jr.
--------------------------
Date: April 10, 1997 Ben B. Blount, Jr.
--------------- Chief Financial Officer
EXHIBIT 10(i)
SunTrust
Single Payment Note
(Nondisclosure)
Single Disbursement
Note
Multiple Disbursement
Master Note
X Multiple
Disbursement Revolving Note
(For Explanation See
Reverse Side)
Date February 25, 1998
The "Bank' referred to in this Note is SunTrust Bank,
Atlanta, Center Code 126 One Park Place, N.E., Atlanta,
Georgia 30303.
546 days after date, the obligor
promises to pay to the order of Bank the principal sum
of $ 40,000,000.00. The obligor will also pay
interest upon the unpaid principal balance from date
until maturity at the Note Rate specified below.
Interest payments will
be due on August 23, 1999 and upon maturity.
Should the obligor fail for any reason to pay this note
in full on the maturity date or on the date of
acceleration of payment, the obligor further promises to
pay (a) interest on the unpaid amount from such date
until the date of final payment at a Default Rate equal
to the Note Rate plus 4%, and (b) a late fee equal to
five percent (5%) of any amount that remains wholly or
partially unpaid for more than fifteen (15) days after
such amount was due and payable, not to exceed the sum
of fifty dollars ($50.00). Should legal action or an
attorney at law be utilized to collect any amount due
hereunder, the obligor further promises to pay all costs
of collection, including 15% of such unpaid amount as
attorneys' fees. All amounts due hereunder may be paid
at any office of Bank.
The Note Rate hereon shall be TO BE DETERMINED
----------------
If not stated above, the Note Rate in effect on the
date this note is executed is _______%
The amount of interest accruing and payable
hereunder shall be calculated by multiplying the
principal balance outstanding each day by 1/360th of
the Note Rate on such day and adding together the daily
interest amounts. The principal balance of this note
shall conclusively be deemed to be the unpaid principal
balance appearing on the Bank's records unless such
records are manifestly in error.
As security for the payment of this and any
other liability of any obligor to the holder, direct or
contingent, irrespective of the nature of such
liability or the time it arises, each obligor hereby
grants a security interest to the holder in all property
of such obligor in or coming into the possession,
control or custody of the holder, or in which the holder
has or hereafter acquires a lien, security interest, or
other right. Upon default, holder may, without notice,
immediately take possession of and then sell or
otherwise dispose of the collateral, signing any
necessary documents as obligor's attorney in fact, and
apply the proceeds against any liability of obligor to
holder. Upon demand, each obligor will furnish such
additional collateral, and execute any appropriate
documents related thereto, deemed necessary by the
holder for its security. Each obligor further authorizes
the holder, without notice, to set-off any deposit or
account and apply any indebtedness due or to become due
from the holder to the obligor in satisfaction of any
liability described in this paragraph, whether or not
matured. The holder may, without notice, transfer or
register any property constituting security for this
note into its or its nominee name with or without any
indication of its security interest therein.
This note shall immediately mature and become
due and payable, without notice or demand, upon the
filing of any petition or the commencement of any
proceeding by any Debtor for relief under bankruptcy or
insolvency laws, or any law relating to the relief of
debtors, readjustment of indebtedness, debtor
reorganization, or composition or extension of debt.
Furthermore, this note shall, at the option of the
holder, immediately mature and become due and payable,
without notice or demand, upon the happening of any one
or more of the following events: (1) nonpayment on the
due date of any amount due hereunder; (2) failure of
any Debtor to perform any other obligation to the
holder; (3) failure of any Debtor to pay when due any
amount owed another creditor under a written agreement
calling for the payment of money; (4) the death or
declaration of incompetence of any Debtor; (5) a
reasonable belief on the part of the holder that any
Debtor is unable to pay his obligations when due or is
otherwise insolvent; (6) the filing of any petition or
the commencement of any proceeding against any Debtor
for relief under bankruptcy or insolvency laws, or any
law relating to the relief of debtors, readjustment of
indebtedness, debtor reorganization, or composition or
extension of debt, which petition or proceeding is not
dismissed within 60 days of the date of filing thereof;
(7) the suspension of the transaction of the usual
business of any Debtor, or the dissolution, liquidation
or transfer to another party of a significant portion
of the assets of' any Debtor; (8) a reasonable belief on
the part of the holder that any Debtor has made a
false representation or warranty in connection with any
loan by or other transaction with any lender, lessor or
other creditor; (9) the issuance or filing of any levy,
attachment, garnishment, or lien against the property of
any Debtor which is not discharged within 15 days;
(10) the failure of any Debtor to satisfy immediately
any final judgment, penalty or fine imposed by a court
or administrative agency of any government; (11 )
failure of any Debtor, after demand, to furnish
financial information or to permit inspection of any
books or records; (12) any other act or circumstance
leading the holder to deem itself insecure.
The failure or forbearance of the holder to
exercise any right hereunder, or otherwise granted by
law or another agreement, shall not affect or release
the liability of any obligor, and shall not constitute a
waiver of such right unless so stated by the holder in
writing. The holder may enforce its rights against any
Debtor or any property securing this note without
enforcing its rights against any other Debtor, property,
or indebtedness due or to become due to any Debtor.
Each obligor agrees that the holder shall have no
responsibility for the collection or protection of any
property securing this note, and expressly consents
that the holder may from time to time, without notice,
extend the time for payment of this note, or any part
thereof, waive its rights with respect to any property
or indebtedness, and release any other Debtor from
liability, without releasing such obligor from any
liability to the holder. This note is governed By
Georgia law.
The term "obligor" means any party or other
person signing this note, whether as maker, endorser or
otherwise. The term "Prime Rate", if used herein,
shall mean that rate of interest designated by Bank from
time to time as its "Prime Rate" which rate is not
necessarily the Bank's best rate. Each obligor agrees
to be both jointly and severally liable hereon. The term
"holder" means Bank and any subsequent transferee or
endorsee hereof. The term "Debtor" means any obligor
or any guarantor of this note. The principal of this
note will be disbursed in accordance with the
disbursement provision identified above and further
described in the additional provisions set forth on the
reverse side hereof which are incorporated herein by
this reference.
PRESENTMENT AND NOTICE OF DISHONOR ARE HEREBY WAIVED BY
EACH OBLIGOR
ADDRESS
222 PIEDMONT AVENUE, N.E.
ATLANTA, GEORGIA 30308
NAME:/S/ JIM WOLD
OXFORD INDUSTRIES, INC.
NAME:
Credit To
February 11, 1997 126
Maturity Date Treasurer Check Number Center
Code
Account Number Renewal Increase Reduction /S/Jeff Drucker 145
Officer Name Officer Number
WHITE: Bank Copy YELLOW: Customer Copy PINK: File
Copy
1984, 1987, SunTrust Banks of Georgia, Inc.
900362 (9/95)
17
EXHIBIT 99
INDEX OF EXHIBITS
INCLUDED HERIN, FORM 10-Q
FEBRUARY 27, 1998
SEQUENTIAL
EXHIBIT PAGE
NUMBER DESCRIPTION NUMBER
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10(i) Note Agreement betweek the Company and Sun Trust
of Georgia dated Februaty 25, 1998 covering the
Company's long term note due August 23, 1999 12-14
27 Financial Data Schedule for the Nine Months Ended
February 27, 1998 15
28 Restated Financial Data Schedule for the
Nine Months Ended February 28, 1997 16