Back to GetFilings.com
Page 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (Fee Required)
For the fiscal year ended December 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (No Fee Required)
For the transition period from to
Commission File Number 1-3634
CONE MILLS CORPORATION
(exact name of registrant as specified in its charter)
North Carolina 56-0367025
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3101 North Elm Street, Greensboro, N. C. 27408
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 910-379-6220
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
Common Stock, $ .10 par value New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
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 by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]
Aggregate market value of voting stock held by nonaffiliates of the
registrant as of February 29, 1996: $ 294,420,046.
Number of shares of common stock outstanding as of February 29, 1996:
27,381,933 shares.
Documents incorporated by reference: Portions of 1995 Annual Report to
Shareholders, Part II, Items 6, 7 & 8; Proxy Statement for Annual Meeting
to be held May 14, 1996, Part III, Items 10, 11, 12 and 13 of this report.
Index to Exhibits - pages 33-44
FORM 10-K Page 2
PART I
Item 1. Business
THE COMPANY
Overview
Founded in 1891, Cone Mills Corporation (the "Company" or
"Cone") is a leading textile manufacturer with net sales in
1995 of $910.2 million. The Company conducts business in two
segments, apparel fabrics and home furnishings products,
representing 77% and 23% of 1995 net sales respectively, and
currently operates nine modern manufacturing facilities
located in North Carolina and South Carolina. Cone is the
largest producer of denim fabrics in the world, the largest
domestic producer of yarn-dyed and chamois flannel shirtings
and the largest domestic commission printer of home
furnishings fabrics. Sales and marketing activities are
conducted through a worldwide distribution network. With
export sales of $180.3 million in 1995, the Company is the
largest domestic exporter of denim fabrics and a major
exporter of printed home furnishings fabrics.
The Company is recognized internationally as a primary source
of high-quality fabrics for use in the production of upper-
end, branded casual apparel. The Company is a leader in denim
styling and development, with denims accounting for
approximately 79% of apparel fabrics sales. Cone believes
that it has the largest and most versatile denim manufacturing
capacity in the world and that it produces a broader range of
fashion denims than any of its competitors. In 1995, Cone
sold over 300 different styles of denim. The Company's denim
products are primarily designed for use in garments targeted
for the upper-end market, where styling and quality generally
command premium fabric prices. The Company is the largest
supplier to Levi Strauss and the sole supplier of denim for
Levi 501R jeans. Other customers include V.F. Corporation
(Wrangler), H.I.S. (Chic), Calvin Klein, The Gap, Aalfs
(Arizona) and P.L. Industries (Hilfiger).
The Company has used its manufacturing versatility and styling
capabilities to position itself as a leader in other selected
specialty apparel fabric niches. These include yarn-dyed and
chamois flannel shirtings, specialty-dyed and printed fabrics
and high-quality, polyester/rayon sportswear fabrics.
Customers for these specialty apparel fabrics include M. Fine,
OshKosh, Woolrich, L.L. Bean and J.C. Penney.
FORM 10-K Page 3
Item 1. (continued)
The Company services the home furnishings markets through two
divisions: Cone Finishing and Cone Decorative Fabrics. Cone
Finishing consists of the Company's Carlisle and Raytex plants
and provides custom printing services to leading home
furnishings stylists and distributors. Cone Decorative Fabrics
is one of the country's leading designers and marketers of
printed and solid woven fabrics for use in upholstery,
draperies and bedspreads. The Company's home furnishings
customers include the Waverly Division of F. Schumacher & Co.,
P. Kaufmann, Covington, Richloom, Crown Crafts and Croscill.
The home furnishings segment also includes Cornwallis
Development Co., a wholly owned subsidiary that is
systematically developing previously acquired real estate not
required for manufacturing operations.
In January 1996, the Company sold its Olympic Products
Division. Olympic produced polyurethane foam and related
products used in upholstered furniture, mattresses, quilted
bedspreads, carpet padding and automotive markets.
Cone's business strategy is to focus on products and services
that generate attractive margins and in which it believes it
is an efficient international competitor. By using its
styling and development expertise and management depth and
experience, in combination with its versatile manufacturing
facilities and technical capabilities, the Company competes
effectively in worldwide markets. The Company has
deemphasized labor-intensive commodity businesses and, in the
first quarter of 1994, concluded an initiative to discontinue
its corduroy and other bottomweight commodity continuous
piece-dyed fabrics product line, the estimated costs of which
were fully provided for in its 1991 financial statements.
The Company seeks growth of its core businesses through
expansion into new markets and geographic areas, product
differentiation and development, and investment in value-added
technology. A primary goal of this strategy is to reduce the
cyclical fluctuations inherent in its existing businesses
through improved market and product balance. As a means of
new market penetration and geographic expansion, Cone actively
seeks acquisitions of and investments in businesses in which
it believes it can add value through its manufacturing and
marketing expertise. In 1993, the Company purchased an
ownership interest in Compania Industrial de Parras S.A.
("CIPSA"), the largest denim manufacturer in Mexico, and
entered into a joint venture with CIPSA to build and operate
a modern denim manufacturing facility in Mexico. The purpose
FORM 10-K Page 4
Item 1. (continued)
of the investment in CIPSA was to capture the financial
benefits of Cone's transfer of quality, productivity and
styling technology as a result of the joint venture with
CIPSA. CIPSA has the highest denim market share in Mexico.
The joint venture partners invested $60 million of equity in
the venture, with each partner providing one-half of the
investment, and the new facility began operation in the fourth
quarter of 1995. In addition, the joint venture is being
financed with approximately $74 million of debt financing
which is not guaranteed by either partner. While the domestic
denim operations of Cone Mills focus on high-quality fabrics
for use in upper-end, branded apparel, the joint venture will
produce high quality basic denims at costs that Cone believes
will be competitive with manufacturers anywhere in the world.
On December 2, 1994, Cone Mills purchased substantially all of
the assets of Golding Industries, Inc., consisting primarily
of its Raytex commission printing facility located in South
Carolina, for a purchase price of $57.6 million in cash and
the assumption of $6.0 million of liabilities. Raytex
primarily prints wide fabrics used in home furnishings,
including comforters and bedspreads. The Company believes
that this facility, which prints for many of the same
customers as Cone's existing narrow fabric print operations at
its Carlisle facility, will allow it to realize increased
marketing, operating and administrative efficiencies. In
early 1995, Cone also acquired substantially all of the assets
of Greeff Fabrics, Inc., a small but well known designer and
distributor of high-end decorative fabrics to interior
designers and specialty retailers in the U.S. and the United
Kingdom. In the fourth quarter of 1995, the Company began
production in its new jacquard weaving facility which has
further diversified its core product groups in the home
furnishings segment of its business.
In addition to its acquisition strategy, the Company has
invested heavily in machinery and equipment to improve
productivity and product quality, expand its product lines and
increase customer satisfaction. Capital expenditures for the
last five years have totaled approximately $185 million. The
Company expects to spend approximately $52 million in 1996 for
capital projects.
The Company, a North Carolina corporation, maintains its
principal executive offices at 3101 North Elm Street,
Greensboro, North Carolina 27415-6540, and its telephone
number is (910)379-6220. Unless otherwise stated, references
to "Cone" or the "Company" include Cone Mills Corporation and
its subsidiaries.
FORM 10-K Page 5
Item 1.
(continued)
Business Segments
The following table sets forth certain net sales and operating income (loss) information for each of the
Company's two business segments as well as net sales of the principal product groups included
therein, for fiscal years 1991 through 1995.
Fiscal Year (1)(2)
1995 1994 1993 1992 1991
NET SALES (dollars in millions)
Apparel
Denim $552.0 60.6 % $423.5 52.5 % $421.8 54.9 % $402.4 57.0 % $356.6 56.3 %
Specialty Sportswear 148.1 16.3 177.0 22.0 154.0 20.0 117.6 16.7 101.4 16.1
Total 700.1 76.9 600.5 74.5 575.8 74.9 520.0 73.7 458.0 72.4
Home Furnishings
Fabrics 98.4 10.8 93.7 11.6 94.4 12.3 93.0 13.2 83.7 13.2
Foam Products (3) 94.7 10.4 93.9 11.6 84.6 11.0 84.1 11.9 83.9 13.3
Real Estate and other 17.0 1.9 18.1 2.3 14.4 1.8 8.3 1.2 7.4 1.1
Total 210.1 23.1 205.7 25.5 193.4 25.1 185.4 26.3 175.0 27.6
Total net sales $910.2 100.0 % $806.2 100.0 % $769.2 100.0 % $705.4 100.0 % $633.0 100.0 %
OPERATING INCOME (LOSS) (4)
Apparel $39.9 5.7 % $47.5 7.9 % $68.8 12.0 % $67.4 13.0 % $20.4 4.5 %
Home Furnishings (0.6) (0.3) 19.0 9.2 19.5 10.1 16.3 8.8 19.2 10.9
(1) Results from continuing operations.
(2) Fiscal 1992 contained 53 weeks. The remainder of the years presented
contained 52 weeks.
(3) Foam Products represents the Olympic Products Division which was sold
in January 1996.
(4) Operating income (loss) excludes restructuring and general corporate
expenses.
Percentages reflect operating income (loss) as a percentage of segment
net sales.
FORM 10-K Page 6
Item 1. (continued)
Market Developments
Casual wear, including jeans, knit shirts, flannel shirts and
similar apparel, has been the fastest growing category within
the apparel fabrics industry in recent years. The Company
believes that this growth is the result of several factors,
including (i) the adoption of casual lifestyles by the "baby-
boom" generation, born between 1946 and 1964, and their
children, (ii) the enhanced value of casual garments to
consumers resulting from lower acquisition costs and lower
life cycle costs (elimination of alteration, dry cleaning and
pressing costs), (iii) enhanced styling of casual garments
along with greater acceptance of casual wear in the workplace
and (iv) strong brands such as Levi, Wrangler and The Gap
which continue to create fashion interest for consumers.
The Company's domestic apparel fabrics markets have been
affected by changing demographics associated with the
maturation of the baby-boom generation. As the baby-boom
generation has matured, product trends have evolved away from
commodity-type products to higher quality products with more
diverse styling. As a result, denim apparel manufacturers
desire better fabric quality and styling to meet consumer
demand, as well as faster service to reduce the risk of
changing fashion trends. The size of the 15-to 24-year-old
age category, which accounts for the largest jeans consumption
segment of the U.S. population, began to expand in the
mid-1990s when the children of baby boomers began to reach
these ages. Demand for denims is expected to increase as this
segment of the U.S. population expands. By virtue of its
styling expertise, manufacturing versatility and service
capabilities, the Company believes that it has positioned
itself to take advantage of the market opportunities presented
by these demographic changes.
Internationally, consumption of denims has increased in
industrialized countries, notwithstanding moderate population
growth, as these countries continue to adopt U.S. casual
fashion trends. In less industrialized countries, the
potential market for denim jeans has continued to grow as
youth populations expand. The Company believes that these
international market trends present opportunities for
long-term growth through the Company's international
distribution network. Apparel fabrics exports have increased
sharply in recent years with 1995 apparel fabrics export sales
at $175.7 million as compared with $135.9 million in 1994 and
$124.9 million in 1993. In 1993, the Company entered into
agreements with CIPSA, the largest denim manufacturer in
Mexico, in order to expand both market and manufacturing
FORM 10-K Page 7
Item 1. (continued)
presence into Latin America. See "Business - International
Operations".
The Company believes that the demographic trends applicable to
the U.S. markets for its home furnishings fabrics indicate
continued increases in demand as the baby boomers reach ages
traditionally associated with high levels of spending on home
furnishings. The Company also believes that the outlook for
printed home furnishings fabrics is favorable because these
products provide high fashion appearance at affordable prices.
Additionally, there has been an increased international demand
for U.S. styled home furnishings products. Accordingly, the
Company's strategy is to continue to expand its home
furnishings businesses.
Products for Apparel Markets
Denims. Cone markets and manufactures a wide variety of denim
apparel fabrics. Denims are generally "yarn-dyed", which
means that the yarn is dyed before the fabric is woven. The
result is a fabric with variations in color that give denim
its distinctive appearance. Fabric styling of denims, which
the Company believes to be critical to this market, is
supported by the Company's experienced stylists and extensive
use of computer-aided design and manufacturing systems.
The Company is a leader in denim styling and development and
believes that it produces a broader range of fashion denim
than any of its competitors. In 1995, Cone sold over 300
different styles of denim. The styling process involves the
creation of a wide array of fabric colors, shades and patterns
in a variety of both traditional and innovative weaves. After
weaving, fabrics are processed further in finishing operations
that produce different textures and other physical properties.
During this process, the Company's product development
specialists and stylists generally work in collaboration with
customers to assure that fabrics meet customer requirements
and can be manufactured efficiently. This creates a strong
working relationship that allows Cone to react quickly to its
customers' rapidly changing needs.
Although the markets and end uses for denim are very diverse,
the Company categorizes the market into heavyweight denims and
specialty weight denims. Heavyweight denim is used primarily
in jeans and is by far the largest segment of the denim
market. Within the heavyweight market, the Company further
classifies its denims as "value added" and "basic." Value
FORM 10-K Page 8
Item 1. (continued)
added denims are distinquished by styling and customer
service. Basic denims are less differentiated by styling and
customer service with competition being primarily in the form
of price.
Cone's value added denims are stylish and have broad market
appeal. The Company's largest customer in this category is
Levi Strauss, whose 501 jeans are produced solely from the
Company's proprietary fabrics. Other customers include V.F.
Corporation (Wrangler), Calvin Klein and The Gap.
Cone's basic denims, with mass market appeal, are used
primarily in garments sold through retail chains, department
stores and catalogs. Customers for this product include
Wrangler and H.I.S. Although the Company's basic denims are
designed for the upscale segment of these markets, the Company
also produces basic heavyweight blue denim to service mass
market needs of certain customers. While the Company's profit
margins from basic heavyweight blue denim are less than those
generally applicable to its other denim products, sales of
this product constituted approximately 20% of total denim
sales in 1995.
Specialty weight denims include a variety of weave
constructions, stripes, colors and weights and are used
primarily in women's and children's wear. Although these
fabrics constitute only a small portion of the denim market,
they tend to establish market trends because of their use in
higher fashion garments. Cone's customers in this group
include OshKosh, The Gap, Ruff Hewn, and Miller International.
Specialty Sportswear Fabrics. The Company is the largest
domestic producer of yarn-dyed plaid flannel and solid shade
chamois flannel shirting fabrics. The Company's manufacturing
capability for producing fabrics with a soft texture is
essential to its success in this product group. These fabrics
are primarily manufactured for use in menswear sold through
catalog stores and in lighter-weight apparel products for
women's and children's wear. Distribution channels have
expanded in recent years to include department stores and
discounters. Customers for these fabrics include M. Fine,
Woolrich, L.L. Bean, J.C. Penney, Eddie Bauer and Levi
Strauss.
Cone also serves niche markets for piece dyed fabrics based on
unique dying, finishing, and yarn formation technologies and
provides fabrics such as splashdown dyed fabrics and its new
wrinkle resistant fabric ProSpin. In addition, the Company
produces polyester/rayon sportswear fabrics distributed
primarily to the women's wear market.
FORM 10-K Page 9
Item 1 (continued)
Cone styles and distributes a line of specialty print fabrics
for a wide range of branded apparel customers. These fabrics
are printed at the Company's Carlisle plant. The markets for
these products are primarily fashion women's and children's
wear, and Cone's customers for these fabrics include OshKosh,
L.L. Bean, Healthtex, Buster Brown, Woolrich and J.C. Penney.
Through its Carlisle plant, the Company also provides fabric
printing services to converters of fashion apparel fabrics.
These converters purchase unfinished fabrics from weaving
mills, use outside sources to dye the fabrics and print their
designs, and then market the finished fabrics to apparel
manufacturers. Carlisle is well known for its quality,
service and technical capabilities in screen printing.
Marketing and Sales. The Company's marketing focus is to
serve upper-end and brandname apparel manufacturers through
the development of innovative products that are recognized in
the marketplace for their distinctive quality and styling.
The Company has also placed its apparel fabrics marketing and
manufacturing activities under the same management in an
effort designed to assure that manufacturing is market driven.
Styles of the Company's denim and other fabrics vary in color,
finish and fabrication, depending upon fashion trends and the
needs of the specific customer. The Company's stylists
monitor fashion trends by traveling throughout the United
States, Europe and the Far East to attend fashion and trade
shows, meet with garment manufacturers and retailers and
conduct market research. Together with the apparel marketing
group, stylists work directly with Cone's customers to create
fabrics that respond to rapidly changing fashion trends and
customer needs.
The Company employs an apparel fabrics marketing and sales
staff of more than 175 persons. Business management of
apparel fabrics is organized into three operating divisions:
Cone Denim North America, Cone Sportswear and Cone
International Marketing. Each division contains its own
marketing group. The Company believes that it has been able
to achieve more effective customer service and improved
efficiency through the integration of its styling,
manufacturing, marketing and customer service functions. The
Company's apparel fabrics marketing groups are headquartered
in Greensboro in proximity to apparel manufacturing facilities
so that customer requirements can be translated more
effectively into finished products. To provide a more direct
FORM 10-K Page 10
Item 1. (continued)
working relationship with its customers, the Company also
maintains sales offices located in New York, Los Angeles, San
Francisco, and Dallas. In addition, the Company maintains
marketing support offices in Brussels, Belgium, and Singapore.
The Company's marketing professionals, together with its
stylists and product development personnel, work as early as
one year in advance of a retail selling season to develop
fabric styles, colors, constructions and finishes. There are
three annual retail selling seasons: spring, fall
(back-to-school) and Christmas holiday. The Company's sales
for a particular selling season generally begin six months in
advance of that season. The Company's sales force presents
each season's line to customers in its showrooms as well as in
its customers' offices.
Manufacturing. The Company is the largest manufacturer of
denims in the world. Cone bases this conclusion upon capacity
and sales information obtained from trade sources. The
Company is aware that a large foreign-based competitor is a
substantial minority owner in a foreign manufacturing facility
and, in reaching its conclusion, the Company has attributed to
such competitor only its pro rata ownership in this facility.
Cone believes that it has the most versatile denim
manufacturing capabilities in the world. The Company's denim
facilities are modern, flexible, vertically integrated, and
encompass all manufacturing processes necessary to convert raw
fiber into finished fabrics. The Company has extensive
flexibility in its yarn spinning operations, with open-end,
ring and special stretch-yarn spinning equipment. The
Company's denim weaving facilities, which include
approximately 900 weaving machines, utilize all major cotton
weaving technologies, including double-width projectile,
air-jet and rapier machines. The Company's dyeing and
finishing facilities include a wide range of technologies,
with seven indigo long-chain dyeing machines, package and beam
dyeing, continuous overdye machinery, and raw cotton dyeing
equipment. Specialty dyeing and printing processes for
apparel fabrics are conducted at the Company's Carlisle plant,
which is one of the largest textile printing facilities in the
United States.
Cone is recognized internationally as a leader with its denim
plants being certified under the ISO 9002 process.
The Company also believes that it is a leader in customer
service. The Company's manufacturing facilities are
continually scheduled and coordinated to maximize versatility.
FORM 10-K Page 11
Item 1. (continued)
Approximately 60% of Cone's denim volume is shipped under its
just-in-time quality assurance and delivery program. Cone
also is a member of the Textile Apparel Linkage Council and
offers electronic data interchange (EDI) to its customers and
suppliers.
Product and process development is supported by special
manufacturing development groups, which have specialists
located in each facility. These groups work with the
Company's stylists and its customers' stylists to produce new
products for the marketplace. The Company uses on-line
computer-aided design systems to increase styling
effectiveness.
Raw Materials. The primary raw material for the Company's
fabric manufacturing operations is cotton. Until 1991, U.S.
cotton prices generally exceeded world price levels, which had
created a competitive disadvantage for U.S. textile
manufacturers. Because the Company's customers compete with
foreign producers, the Company could not always pass increased
cotton costs on to its customers. The Food, Agriculture,
Conservation and Trade Act of 1990 and the regulations
promulgated thereunder which became effective in August 1991
and is scheduled to expire on July 31, 1996, unless extended,
established trigger mechanisms to modify the prohibition on
cotton imports that has been in effect since 1933 and to
implement increased government supply targets. This
legislation, including certain price equalization payments
authorized under this act, reduced the Company's effective
cotton costs to world levels. Congress is presently
considering new farm legislation which is aimed at reducing
farm subsidies and allowing farmers more versatility in
planting decisions. The long-term impact of this legislation
on cotton supplies and pricing is presently unclear. However,
management believes that U.S. companies will be able to
acquire cotton at prices competitive with offshore
manufacturers but there can be no assurance that these results
will always occur.
Since cotton is an agricultural product, its supply and
quality are subject to the forces of nature. Although the
Company has always been able to acquire sufficient supplies of
cotton for its operations in the past, any shortage in the
cotton supply by reason of weather, disease or other factors
could adversely affect the Company's operations. In late 1993
and continuing through 1995, cotton prices increased
throughout the world. The Company believes that cotton prices
FORM 10-K Page 12
Item 1. (continued)
are being affected by three major trends: (i) an increase in
worldwide demand as major consuming countries have recovered
from a cyclical recession, (ii) disappointing cotton crops in
China, India and Pakistan in 1993 and 1994 and in the U.S. in
1995 resulting from poor weather, disease and insects and
(iii) financial speculation in commodities markets which tend
to exacerbate price movements. See "Item 7. Management's
Discussion and Analysis of Results of Operations and Financial
Condition."
The Company has an established cotton purchasing program,
administered in conformance with policies approved by the
board of directors, to ensure an uninterrupted supply of
appropriate quality and quantities of cotton, to hedge
committed and anticipated fabric sales and to manage margin
risks associated with price fluctuations on anticipated cotton
purchases. The Company primarily uses forward purchase
contracts and, to a lesser extent, futures and options
contracts. Management believes that its cotton purchasing
program has resulted in lower overall cotton prices than if
cotton were purchased solely on a spot market basis or by
solely matching cotton purchases with product sales. Since
prices for forward purchase contracts are sometimes fixed in
advance of shipment, the Company may benefit from its fixed
price purchases in cotton if prices thereafter rise, or fail
to benefit if prices subsequently fall.
Cone also purchases "greige goods" (fabrics that have not been
dyed or finished), yarn, synthetic fibers, and dyes and
chemicals. These raw materials have normally been available
in adequate supplies through a number of suppliers.
Competition. The textile apparel fabrics business is highly
competitive. No single company dominates the industry and
domestic and foreign competitors range from large, integrated
enterprises to small niche concerns. The domestic market for
denim fabrics, on the other hand, is dominated by four
domestic producers that comprise approximately 60 percent of
the market. There are nine major denim manufacturers in the
United States, of which Cone is the largest. Foreign
competition in domestic markets is principally in the form of
imported garments. Primary competitive factors include price,
product styling and differentiation, customer service, quality
and flexibility, with the significance of each factor
dependent upon the particular needs of the customer and the
product involved. Increased competition in the form of
imported apparel, more aggressive pricing from domestic
FORM 10-K Page 13
Item 1. (continued)
companies and the proliferation of newly styled fabrics
competing for fashion acceptance have been factors affecting
the Company's business environment.
The level of import protection in the U.S. for domestic
producers of textiles is subject to both domestic political
and foreign policy considerations. The Uruguay Round world
trade accord under the General Agreement on Tariffs and Trade
("GATT") was approved by Congress in December 1994. This
accord created a new organization, the World Trade
Organization, to oversee international trade in manufactured
goods, agriculture and intellectual property and services. In
addition, quotas are being phased out and tariffs outside of
the U.S. on textile and apparel products are being
substantially reduced over a period of ten years. U.S.
tariffs on these products also are being reduced slightly.
Although the Company's export business should benefit from
reduced tariffs, the significant reduction in import
protection for domestic textile manufacturers could adversely
affect the Company.
The North American Free Trade Agreement ("NAFTA") between
Canada, Mexico and the U.S. became effective on January 1,
1994. NAFTA eliminates textile/apparel quotas among these
three countries for products meeting rule of origin
requirements with respect to processing in one of the three
countries. Tariffs among the three countries essentially have
been eliminated. The Company believes that the removal of
tariffs on denim and denim jeans in the participating
countries presents opportunities for growth. Cone's domestic
operations may benefit from the improved access to Mexico's
consumer markets and export sales of its joint venture plant
have been favorably impacted.
The Company's domestic strategy is to compete primarily on the
basis of quality, styling and service. The Company believes
that the historically high quality of its products and
manufacturing processes has created a competitive advantage,
which it has enhanced by the extensive use of statistical
quality control and investment in modern equipment, including
manufacturing process controls. The Company also believes
that its experienced stylists and product development
specialists, its use of computer-aided design systems and its
manufacturing versatility have created a competitive advantage
in styling.
FORM 10-K Page 14
Item 1. (continued)
The Company has focused its operations on the manufacture of
fabrics for use in garments that are less vulnerable to import
penetration. The relatively low labor content and relatively
high capital investment requirements for production of these
fabrics and garments, coupled with high levels of demand for
quality, styling and service, present barriers to foreign
competition. The location of the Company's manufacturing
facilities in the U.S. and its emphasis on shortening
production and delivery times allows the Company to respond
more quickly than foreign producers to changing fashion trends
and to its domestic customers' demands for precise production
schedules and rapid delivery. The Company has invested in
technological and process improvements to meet demand for
quality and styling. Its emphasis on customer service is
supported by its just-in-time and quick response programs and
by electronic data interchange (EDI) with customers. These
efforts have improved communication, planning and processing
time in manufacturing.
The Company believes it effectively competes in foreign
markets through export sales. See "Business - International
Operations".
Seasonality. Demand for the Company's apparel products and
the level of the Company's sales fluctuate moderately during
the year. Generally, there is increased consumer demand for
garments made of denim and the Company's specialty apparel
fabrics during the fall (back-to-school) and Christmas holiday
selling seasons. As a result, demand for the Company's
apparel fabrics is generally higher during the first half of
the calendar year when apparel fabrics are produced for these
selling seasons.
Home Furnishings Products
Textile Fabrics. The Cone Finishing Division, consisting of
the Company's Carlisle and Raytex plants, is the largest
commission printer of decorative fabrics in the U.S. As
commission printers, Carlisle and Raytex prints fabrics owned
by customers on a fee basis. Customers for Carlisle's
printing services include Waverly Division of F. Schumacher &
Co., Western Textiles, Ametex, P. Kaufman, Anju/Woodridge,
Covington, Richloom, Universal and Spectrum. The home
furnishings fabrics processed at Carlisle are generally used
for upper-end upholstery and drapery prints. Customers for
Raytex include Crown Crafts, Croscill, Sunbeam, Perfect Fit,
Barkley and Whiting.
FORM 10-K Page 15
Item 1. (continued)
The Carlisle plant is a modern, one-million square foot
facility specializing in rotary screen printing. In recent
years, the Company has invested heavily in computerized
color-mixing systems and automated process controls in order
to support its competitive strategy of focusing on quality and
service. Carlisle completed its planned screen printing
expansion in 1995.
The Raytex plant is a modern 260,000 square foot facility with
six printing machines. In late 1994, a state of the art
twenty-four screen printing machine was installed which allows
for the printing of a wider range of patterns. Raytex is one
of the largest wide-fabric commission printers in the U.S.
Cone Finishing division's marketing headquarters are located
in New York City. Marketing efforts of the New York sales
staff are augmented by close working relationships between
Carlisle's and Raytex's production and technical staff and
customers' designers and stylists. Cone Finishing also
maintains a customer service center that utilizes electronic
data interchange (EDI) with major customers.
Cone Decorative Fabrics is a major "converter" of printed and
solid woven fabrics for upholstery, draperies and bedspreads.
A converter designs and markets fabrics, which are
manufactured and printed for the converter by others. The
Decorative Fabrics division's lines are printed primarily at
the Carlisle plant under the name "John Wolf Decorative
Fabrics." Recent additions of David and Dash and Greeff have
broadened the John Wolf traditional fabric lines with
contemporary designs and high-end products.
John Wolf fabrics are marketed domestically and
internationally through the division's sales staff and sales
agents. The division's sales staff handles sales to large
customers such as hotels, institutions and furniture
manufacturers, as well as "jobbers," who resell to decorators,
fabric retailers and certain smaller quantity users.
International sales and sales to other smaller customers are
made primarily through agents.
The Cone Finishing division competes directly with two large
commission printers, the Cherokee division of Spartan Mills
and Santee Print Works, as well as the Brookneal plant of the
Bibb Company. Cone Decorative Fabrics competes with a large
number of domestic and foreign suppliers of decorative
fabrics. Both divisions compete primarily on the basis of
quality and service.
FORM 10-K Page 16
Item 1. (continued)
The Cone Finishing division also competes indirectly with
other suppliers of products used in the home furnishing
industry including jacquard woven fabrics, velvets and plain
shade fabrics. From time to time consumer fashion preference
changes based upon coloration and texture. Presently,
consumer preference has shifted away from printed fabrics. In
order to smooth the effects of these shifts in consumer
preference, the Company has entered the jacquard weaving
business with the start up in 1995 of a new weaving facility.
Foam Products. In first quarter of 1996, the Company
completed the sale of its Olympic Products Division to British
Vita PLC. Proceeds will be realized in excess of $50 million
associated with the sale of fixed assets, inventories and the
liquidation of receivables. Olympic Products supplied
polyurethane foam and related products, primarily to the home
furnishings industry for use in upholstered furniture,
mattresses, carpet padding and specialty medical applications.
Olympic also supplied foam to the automotive market, for use
in interior headliners and side panels. Related products and
services included nonwoven fiber batting, specialty fabricated
cushions, quilting services and distribution of other
furniture components. Olympic has five manufacturing
facilities.
Competition in the foam products market generally occurs on a
regional basis as a result of high shipping costs relative to
price associated with these products. Olympic competes with
several larger and numerous small competitors in its foam
products markets. The Company sold Olympic because
management did not believe it was appropriate to invest
substantial amounts of capital in order to grow the business
to the size required to be an effective competitor in the
business. Taking this action allows the Company to focus on
its core strengths for the long-term.
Real Estate Activities. The Company owns approximately 900
acres of real estate in the Greensboro area, substantially all
of which were purchased originally to support the Company's
manufacturing operations. The Company has determined that the
land is no longer needed for this purpose and has adopted a
strategy to maximize the value of its real estate holdings
through the systematic development and orderly liquidation of
this property, much of which is considered prime residential
real estate. These activities are conducted through a wholly
owned subsidiary, Cornwallis Development Co. Cornwallis'
activities include residential and commercial lot development
FORM 10-K Page 17
Item 1. (continued)
and construction, primarily in the upper-end real estate
market. Financing for these activities is undertaken through
Cornwallis. Net sales from real estate activities generally
account for less than two percent of the Company's total net
revenues and these activities have been profitable.
International Operations
The Company began development of its international
distribution network over 40 years ago in response to the post
World War II growth in the popularity of jeans around the
world. Approximately 30% of the Company's denim is exported.
The Company has sales agents in Europe, Japan, Korea, Hong
Kong, Africa, and throughout Central and South America, and it
maintains extensive support services in trade financing,
traffic and transportation in order to support its
international presence. The Company's strategy is to service
its international customers with the same degree of commitment
to quality, service and fabric development as its domestic
customers. The Company believes this philosophy is
responsible for Cone's position as the dominant U.S. exporter
of denims. The Company's international customers include:
Levi International, Joker Jeans in Europe; Itochu and Shinpo
in Japan; licensees for Guess, Calvin Klein and Bosung in
Korea; Aca Joe in Mexico; and Ellis, Calvin Klein, Wrangler
and UFO brands in South America.
Principal competitive factors in the international markets for
denims are quality, price and styling. The Company believes
it has competitive advantages in the upper-end segment of the
market in quality, service and fabric development as compared
with foreign manufacturers, as a result of the economies of
scale resulting from the size of the Company's operations,
manufacturing experience and the versatility of its
manufacturing facilities. In addition, denim jeans have an
image of being uniquely American products, which complements
the Company's strategy of serving the upper-end "genuine"
jeans market.
The Company's competitiveness in other international market
segments is influenced by tariffs and shipping costs. The
Company is assessing the feasibility of manufacturing within
certain trade blocs in order to more efficiently compete in
these markets.
In 1993, the Company purchased a 20% ownership in Compania
Industrial de Parras S.A., ("CIPSA"), the largest Mexican
denim manufacturer and a significant jeans manufacturer. The
FORM 10-K Page 18
Item 1. (continued)
Company's initial investment was approximately $24 million.
In October 1995 and Decemer 1994, CIPSA elected to increase
capital through the sale of additional shares of capital
stock, and the Company retained its 20% ownership level by
additional investments of $5.7 million and $6.7 million,
respectively. Through 1995 the Company accounted for this
investment by the equity method. In December 1994, the
Mexican government devalued the peso and allowed it to freely
trade against the U.S. dollar resulting in a substantial
decline in the value of the peso versus the U.S. dollar. On
December 31, 1995, the peso was trading at 7.69 pesos per U.S.
dollar versus an exchange rate of approximately 3.45 prior to
the devaluation in December 1994. Pursuant to a December 1995
agreement, the Company reduced the carrying value of its
investment in CIPSA to expected net realizable value and in
January 1996 the Company sold 1.5 million shares of CIPSA,
approximately 10% of its holdings, for $.8 million. Based
upon the reduction in its ownership to 18% and certain other
factors, the Company will account for its investment in CIPSA
by the cost method in future periods. See "Item 7.
Management's Discussion of Analysis of Results of Operations
and Financial Condition."
The Company also entered into a 50/50 joint venture
arrangement with CIPSA to build and operate a world class
denim manufacturing plant in Mexico. The joint venture is
being financed with approximately $74 million in debt, non-
recourse to the partners, and a total equity investment of $60
million split equally between the two partners. Construction
of the joint venture facility was completed in 1995 and it
began production in fourth quarter 1995.
The Company has several objectives in pursuing these
initiatives with CIPSA. The Company is seeking access to the
Mexican distribution system to sell the Company's products and
access to lower cost cut and sew facilities in order to
increase market share with private label customers. The
Company also is seeking to gain from lower labor and other
cost advantages, while benefiting from its technological
expertise contributed to the venture. The Company plans to
export basic denims made by the joint venture throughout the
world by taking advantage of Cone's distribution network.
Cone Decorative Fabrics exports approximately 13% of its sales
volume. Styling and service are the principal competitive
factors affecting its position in these markets. The Company
FORM 10-K Page 19
Item 1. (continued)
believes that there is a growing international preference for
U.S. styling and design. This styling, and the Company's
technical printing expertise, are not easily duplicated by
foreign competitors and have given this division's products a
competitive advantage in international markets.
Trademarks and Patents
The Company owns a registered trademark containing the "Cone"
name and pine cone design. In addition, the Company holds
various other trademarks and trade names used in connection
with its business and products, both domestically and
internationally. The Company believes that the name
recognition of Cone Mills and its reputation for quality,
service and product development have value in both domestic
and international markets.
Customers
The Company has one unaffiliated customer, Levi Strauss
("Levi"), which accounts for more than 10% of consolidated
sales. Sales to this customer accounted for 39%, 34%, and 35%
of sales from continuing operations in 1995, 1994, and 1993,
respectively.
Levi has been a customer of the Company for more than 75 years
and a close, cooperative supplier/customer relationship has
evolved through the development of the Company's proprietary
fabrics for use in Levi's 501 family of jeans. In addition to
supplying fabrics for Levi's 501 family of jeans, the Company
is increasing its sales of other denim fabrics to Levi.
Because the Company is Levi's major supplier, Levi initiated
discussions with the Company in 1989 concerning ways to assure
the continuity of this relationship. As a result of these
discussions, Cone and Levi entered into an exclusive Supply
Agreement as of March 30, 1992, which confirms that Levi will
continue to use only Cone's proprietary denim fabrics in
manufacturing Levi's 501 family of jeans and that Cone will
continue to supply such fabrics solely to Levi. The volume of
purchases by Levi and the prices charged by Cone will continue
to be subject to customary negotiations between the parties.
In addition to formalizing the exclusive relationship between
the Company and Levi relating to the denim fabrics used in
Levi 501 jeans, the Supply Agreement assures Levi of a source
of such fabrics in the event that a change in control of the
Company adversely affects the long-standing working relation-
FORM 10-K Page 20
Item 1. (continued)
ship between Levi and the Company. The Supply Agreement
provides that, upon a change in control of the Company and at
Levi's election, Cone will enter into a three-year supply
arrangement with Levi pursuant to which Cone will make
available to Levi up to 30 million yards per fiscal quarter of
its proprietary denim fabrics used in Levi's 501 family of
jeans, and, so long as Levi purchases at least 10 million
yards per fiscal quarter, Cone will sell these fabrics
exclusively to Levi. If the change in control provision
becomes operative, the price for the fabric will be derived
from a formula based upon prevailing denim market prices,
adjusted to reflect the average differential between the price
for the Company's proprietary denim and the market price of
certain other denims in the market over the preceding 16
fiscal quarters, plus an additional 1.5% of the total price
paid during any quarter for which purchases by Levi are less
than 15 million yards. Although the Company believes that the
formula price will not materially vary from the price at which
the Company could have otherwise sold its proprietary denims,
there is no assurance that the formula price will reflect
then-current market prices for such denims.
For purposes of the Supply Agreement, a "change in control" is
deemed to occur upon a change in a majority of the directors
of the Company excluding persons nominated by the current
Board of Directors, or a merger, consolidation or other
transaction pursuant to which a third party obtains 50% or
more of the Company's outstanding voting shares. In the event
of a change in control followed by the Company's failure to
supply fabric to Levi in accordance with the three-year supply
arrangement, Levi will have the option to lease from Cone its
White Oak denim manufacturing plant, which is the Company's
largest denim facility, for a period not to exceed four years
from the time Levi receives notice that a change of control
occurred. The annual rents under such lease would be an
amount equal to 115% of Cone's average operating profit on the
plant for the immediately preceding three fiscal years.
The Supply Agreement expires on March 30, 1998 and is
automatically extended on each March 30, for an additional
year unless either party gives notice otherwise. Following a
change in control, the Supply Agreement would terminate at the
end of the three-year supply arrangement or of the lease term,
as the case may be. Additionally, Levi may terminate the
Supply Agreement upon 30 days' written notice and either party
may terminate the Supply Agreement in the event of the other
party's insolvency, bankruptcy or occurrence of a similar
event.
FORM 10-K Page 21
Item 1. (continued)
Other than Levi, no single customer accounted for more than
10% of the Company's net sales in 1995, 1994, and 1993.
Backlog
The Company's apparel and home furnishings order backlog was
approximately $186 million, or 54 million yards, at December
31, 1995, as compared to approximately $189 million or 60
million yards at January 1, 1995. Physical deliveries for
accepted fabric orders in the apparel industry vary in that
some products are ordered for immediate delivery only, while
others are ordered for delivery several months in the future.
In addition, the Company has an ongoing proprietary program
for which orders are issued only for nearby delivery.
Therefore, orders on hand are not necessarily indicative of
total future revenues. It is expected that substantially all
of the orders outstanding at December 31, 1995, will be filled
within the first quarter of 1996.
Research and Development
The research and development activities of the Company are
directed primarily toward improving the quality, styling and
performance of its apparel fabrics and other products and
services. The Company also is engaged in the development of
computer-aided design and manufacturing systems and other
methods of improving the interaction between the Company's
stylists and its customers. These activities are conducted at
various facilities, and expenses related to these activities
are an immaterial portion of the Company's overall operating
costs.
Governmental Regulation
Federal, state and local regulations relating to the work
place and the discharge of materials into the environment are
continually changing; therefore, it is difficult to gauge the
total future impact of such regulations on the Company.
However, existing government regulations are not expected to
have a material effect on the Company's financial position,
operating results or planned capital expenditures. The
Company currently has an active environmental protection
committee and an active workplace safety organization.
FORM 10-K Page 22
Item 1. (continued)
Discontinued Operations
At the end of 1991, the Company determined that continuation
of its corduroy and other bottomweight continuous piece-dyed
fabrics product line was no longer economically justifiable as
a result of substantial declines in demand, downward pressures
on prices and margins caused by imported garments, and the
configuration of its fabric finishing plant, which became
inefficient due to product mix changes. As a result, the
Company implemented a plan to discontinue and dispose of these
operations. The Company experienced after-tax operating
losses of $17.1 million in 1991 from its discontinued product
lines and provided for estimated after-tax costs of $17.9
million in its 1991 Consolidated Financial Statements for
expected future operating losses and losses associated with
disposal of these operations. The discontinuance of these
operations was completed in the first quarter of 1994. A gain
of $439,000 (net of tax) was recognized on discontinued
operations in 1994 and no gain or loss was recognized in 1993
and 1992.
Employees
At January 31, 1996, the Company employed approximately 7,050
persons, of whom approximately 1,350 were salaried and
approximately 5,700 were hourly employees. Of such hourly
employees, approximately 2,300 are represented by collective
bargaining units and are employed under collective bargaining
agreements that provide for annual wage negotiations in the
spring of each year. Based upon its records relating to the
withholding of union dues from employee compensation, the
Company believes that approximately 1,100 of its employees are
dues-paying union members. The Company has not suffered any
major disruptions in its operations from strikes or similar
events for more than a decade and considers its relationship
with its employees to be satisfactory.
Item 2. Property
After the sale of the Olympic Products division, the Company
operates 9 manufacturing plants - seven in North Carolina and
two in South Carolina. There are six apparel and three home
furnishings plants. The Company also operates several
distribution centers and warehouses. All significant
manufacturing facilities are held in fee and are substantially
free of any significant liens or other encumbrances. The
FORM 10-K Page 23
Item 1. (continued)
Company's manufacturing facilities total approximately 4.3
million square feet of floor space, with buildings generally
constructed of brick, steel, concrete or concrete block. All
such facilities are maintained in good condition and are
suitable for their respective purposes. Although such
facilities are substantially fully utilized, the Company
believes that it is in a position to respond to opportunities
to produce additional higher margin fabrics through changes in
product mix and through acquisition of greige goods from
outside sources for further processing and finishing by the
Company. The Company also has an ongoing capital expenditure
program that will increase its production capacity. See "Item
7. Management's Discussion and Analysis of Results of
Operations and Financial Condition". The Company leases
office buildings in Greensboro where its executive and
administrative offices are located. All of the Company's
sales offices are leased from unrelated parties.
Parras Cone de Mexico, the Company's joint venture with CIPSA,
owns 20 acres of land and a 575,000 square-foot building
completed in 1995, which provides manufacturing space and raw
materials and finished goods warehouses.
Item 3. Legal Proceedings
In November 1988, William J. Elmore and Wayne Comer (the
"Plaintiffs") former employees of the Company, instituted a
class action suit against the Company and certain other
defendants in which the Plaintiffs asserted a variety of
claims related to the Cone Mills Corporation 1983 ESOP (the
"1983 ESOP") and certain other employee benefit plans
maintained by the Company. In March 1992, the United States
District Court in Greenville, South Carolina entered a
judgment in the amount of $15.5 million (including an
attorneys' fee award) against the Company with respect to an
alleged promise to make additional Company contributions to
the 1983 ESOP and all claims unrelated to the alleged promise
were dismissed. The Company, certain individual defendants
and the Plaintiffs appealed.
On May 6, 1994, the United States Court of Appeals for the
Fourth Circuit, sitting en banc, affirmed the prior conclusion
of a panel of three of its judges and unanimously reversed the
$15.5 million judgment and unanimously affirmed all of the
District Court's rulings in favor of the Company. However,
the Court of Appeals affirmed, by an equally divided court,
FORM 10-K Page 24
Item 3. (continued)
the District Court's holding that Plaintiffs should be allowed
to proceed on an alternative theory whether, subject to proof
of detrimental reliance, Plaintiffs could establish that a
letter to salaried employees on December 15, 1983 created an
enforceable obligation that could allow recovery on a theory
of equitable estoppel. Accordingly, the case was remanded to
the District Court for a determination of whether the
Plaintiffs could establish detrimental reliance creating
estoppel of the Company.
On April 19, 1995, the District Court granted a motion by the
Company for summary judgment on the issues of equitable
estoppel and third-party beneficiary of contract which had
been remanded to it by the Court of Appeals. The court ruled
that the Plaintiffs could not forecast necessary proof of
detrimental reliance. The District Court, however, granted
Plaintiffs motion to amend the complaint insofar as they
sought to pursue a "new" claim for unjust enrichment, but
denied their motion to amend so far as they sought to add
claims for promissory estoppel and unilateral contract. The
court further denied the Company's motion to decertify the
class.
The District Court held a hearing on July 24, 1995 to decide
on the merits Plaintiffs' lone remaining claim of unjust
enrichment, and in an order entered September 25, 1995, the
District Court dismissed that claim with prejudice. On
October 20, 1995, the Plaintiffs appealed to the Court of
Appeals from the April 19, 1995 and September 25, 1995 orders
of the District Court. Due to the uncertainties inherent in
the litigation process, it is not possible to predict the
ultimate outcome of this lawsuit. However, the Company has
defended this matter vigorously, and it is the opinion of the
Company's management that the probability is remote that this
lawsuit, when finally concluded, will have a material adverse
affect on the Company's financial condition or results of
operations.
The Company is a party to various other legal claims and
actions incidental to its business. Management believes that
none of these claims or actions, either individually or in the
aggregate, will have a material adverse effect on the
financial condition of the Company or results of operations.
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable.
FORM 10-K Page 25
Item 4A. Executive Officers of the Registrant.
Name Age Position with the Company
J. Patrick Danahy 52 Director, President, and
Chief Executive Officer
John L. Bakane 45 Director,
Executive Vice President
and Chief Financial
Officer
Bud W. Willis III 53 Director and
Executive Vice President
James S. Butner 50 Vice President
Neil W. Koonce 48 Vice President and
General Counsel
Terry L. Weatherford 53 Vice President and
Secretary
David E. Bray 57 Treasurer
J. D. Holder 61 Controller
All officers of the Registrant are elected or reelected
each year at the Annual Meeting of the Board of Directors or
at other times as necessary. All officers serve at the
pleasure of the Board of Directors and until their successors
are elected and qualified.
J. Patrick Danahy joined the Company in 1971; he was
named General Manager of the Carlisle Plant in 1978 and
President of the Cone Finishing Division in September 1984.
He was elected corporate Vice President in May 1986 and
director in May 1989. He was named President and Chief
Operating Officer in August 1989 and President and Chief
Executive Officer in August 1990.
John L. Bakane joined the Company in 1975 and has served
in various administrative and staff positions involving
planning, financial management and customer service. He was
named corporate Vice President in May 1986, became Chief
Financial Officer in November 1988 and was elected to the
Board of Directors in May 1989. On February 17, 1995, he was
elected Executive Vice President of the Company.
FORM 10-K Page 26
Item 4A. (continued)
Bud W. Willis III was employed by the Company in August
1970 and has served in various management positions in the
Apparel Products Division (previously called the Textile
Products Division). In March 1985 he was named Executive Vice
President of the Textile Products Division. He was elected to
the Board of Directors in May 1988. From 1992 through 1994 he
served as the President of the Denim Division of the Textile
Products Division. Effective January 1, 1995, he was named
President of the Apparel Products Division. He served as
corporate Vice President from 1985 until February 17, 1995,
when he became Executive Vice President of the Company.
James S. Butner was employed by Celanese Corporation, a
synthetic fibers and chemical company, from 1979 to 1984, at
which time he became Director of Industrial and Public
Relations for the Company. Effective August 1, 1988, he was
named corporate Vice President for Industrial and Public
Relations.
Neil W. Koonce was employed by the Company in January
1974 as a staff attorney. He was elected Assistant General
Counsel in 1985, General Counsel in August 1987 and Vice
President in May 1989.
Terry L. Weatherford was Secretary and General Counsel of
Blue Bell, Inc., a manufacturer and distributor of wearing
apparel, from 1981 to 1987. From 1987 to 1993, he was self-
employed as an attorney except for a thirteen month period
from June 1988 when he was employed by Manufactured Homes,
Inc., a manufacturer and retailer of mobile homes, as its
General Counsel. He was employed by the Company and elected
Assistant Secretary in May 1993, and effective December 1993,
was elected Secretary. In May 1995 he was elected Vice
President and Secretary.
David E. Bray was employed in 1977 as Director of
Treasury Services. He was elected Assistant Treasurer of the
Company in May 1984 and Treasurer in November 1988.
J. D. Holder was employed by the Company in 1954 as a
Cost Accountant. He became Manager of the corporate Cost
Department in April 1970 and was elected Assistant Controller
in 1984. He was named Controller of the Company in August
1987.
FORM 10-K Page 27
PART II
Item 5. Market for the Registrant's Common Equity and
Related Stockholder Matters
The Company's Common Stock has traded on the New York Stock
Exchange under the ticker symbol "COE" since June 18, 1992,
the date of its public offering. The following table sets
forth the high and low sales prices of the Common Stock as
reported on the NYSE Composite Tape for the periods indicated.
Quarter Ended
Apr.2,1995 Jul. 2,1995 Oct.1,1995 Dec.31,1995
Common stock
prices
High 12 1/4 13 1/2 14 3/8 13 1/4
Low 10 5/8 11 12 1/2 10 3/4
Quarter Ended
Apr.3,1994 Jul. 3,1994 Oct.2,1994 Jan.1,1995
Common stock
prices
High 17 1/4 14 5/8 14 7/8 13 1/2
Low 13 1/2 12 12 3/8 11 1/8
The Company has not declared any dividends on its Common Stock
since it became a privately held company in 1984 and
anticipates that its earnings for the foreseeable future will
be retained for use in its business and to finance growth.
Payment of cash dividends in the future will depend upon the
Company's financial condition, results of operations, current
and anticipated capital requirements, and other factors deemed
relevant by the Company's Board of Directors. See "Item 7.
Management's Discussion and Analysis of Results of Operations
and Financial Condition."
The approximate number of holders of record of the Company's
Common Stock as of March 1, 1996 was 511.
FORM 10-K Page 28
Item 6. Selected Financial Data
The information appearing under the heading "Historical
Financial Data" on page 38 of the Registrant's 1995 Annual
Report to Shareholders is incorporated herein by reference.
Item 7. Management's Discussion and Analysis of Results of
Operations and Financial Condition
The information appearing under the heading "Management's
Discussion and Analysis of Results of Operations and Financial
Condition" on pages 12 thru 16 of the Registrant's 1995 Annual
Report to Shareholders is incorporated herein by reference.
Item 8. Financial Statements and Supplementary Data
The consolidated financial statements and notes thereto,
appearing on pages 18 through 37 of the Registrant's 1995
Annual Report to Shareholders, are incorporated herein by
reference.
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.
None.
PART III
Item 10. Directors and Executive Officers of the Registrant.
Information relating to directors of the Company is
presented under the heading "Election of Directors" in the
Company's definitive Proxy Statement prepared for the Annual
Meeting of Shareholders to be held on May 14, 1996, and is
hereby incorporated by reference. Information regarding
executive officers is included as Item 4A in Part I.
Item 11. Executive Compensation.
Information relating to executive compensation is
presented under the heading "Executive Compensation" in the
Company's definitive Proxy Statement prepared for the Annual
Meeting of Shareholders to be held on May 14, 1996, and is
hereby incorporated by reference.
FORM 10-K Page 29
Item 12. Security Ownership of Certain Beneficial Owners and
Management.
Information with respect to beneficial ownership of the
Company's voting securities by each director and all officers
and directors as a group, and by any person known to
beneficially own more than 5% of any class of voting security
of the Company, is presented under the heading "Security
Ownership of Directors, Nominees and Named Executive Officers"
and "Security Ownership of Certain Beneficial Owners" in the
Company's definitive Proxy Statement prepared for the Annual
Meeting of Shareholders to be held on May 14, 1996, and is
hereby incorporated by reference.
Item 13. Certain Relationships and Related Transactions.
Information with respect to certain relationships and related
transactions is presented under the headings "Compensation of
Directors" and "Certain Relationships and Related
Transactions" in the Company's definitive Proxy Statement
prepared for the Annual Meeting of Shareholders to be held on
May 14, 1996, and is hereby incorporated by reference.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and
Reports on Form 8-K
(a)(1) The following financial statements of the Registrant
are incorporated by reference in Item 8 hereof:
Report of Independent Auditor
Consolidated Statements of Operations for the Years
Ended December 31, 1995, January 1, 1995, and January
2, 1994
Consolidated Balance Sheets as of December 31, 1995
and January 1, 1995
Consolidated Statements of Stockholders' Equity for
the Years Ended December 31, 1995, January 1, 1995 and
January 2, 1994
Consolidated Statements of Cash Flows for the Years
Ended December 31, 1995, January 1, 1995 and January
2, 1994
Notes to Consolidated Financial Statements
FORM 10-K Page 30
Item 14. (continued)
(a)(2) The following Financial Statement Schedules are
presented on pages 31 through 32 hereto.
Report of Independent Auditor relating to Schedule II
Schedule II - Valuation and Qualifying Accounts
All other schedules specified under Regulation S-X are
omitted because they are not applicable, not required
or the information required appears in the
Consolidated Financial Statements or Notes thereto.
(a)(3) Exhibits. Exhibits to this report are listed on the
accompanying Index to Exhibits.
(b) Reports on Form 8-K
No report on 8-K was filed during fourth quarter 1995.
FORM 10-K Page 31
McGLADREY & PULLEN, LLP
CERTIFIED PUBLIC ACCOUNTANTS AND CONSULTANTS
INDEPENDENT AUDITOR'S REPORT ON FINANCIAL STATEMENT SCHEDULE
To the Board of Directors
Cone Mills Corporation
Greensboro, North Carolina
Our audits were made for the purpose of forming an
opinion on the basic consolidated financial statements taken
as a whole. The consolidated supplemental schedule II is
presented for purposes of complying with the Securities and
Exchange Commission's rules and is not a part of the basic
consolidated financial statements. This schedule has been
subject to the auditing procedures applied in our audits of
the basic consolidated financial statements and, in our
opinion, is fairly stated in all material respects in relation
to the basic consolidated financial statements taken as a
whole.
McGLADREY & PULLEN, LLP
McGladrey & Pullen, LLP
Greensboro, North Carolina
February 14, 1996
FORM 10-K Page 32
CONE MILLS CORPORATION AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
Years Ended December 31, 1995, January 1, 1995 and January 2, 1994
(amounts in thousands)
Column A Column B Column C Column D Column E
Additions
Balance (1) (2)
at Charged to Charged to Balance
beginning costs and other at end
Description of period expenses accounts Deductions of period
December 31, 1995
Valuation accounts deducted
from the assets to which
they apply:
Provision for doubtful
accounts $ 3,000 $ 411 $ - $ 211 (a) $ 3,200
Inventory reserves 45 - - 45 (c) -
Reserve for future losses - 2,644 - - 2,644
January 1, 1995
Valuation accounts deducted
from the assets to which
they apply:
Provision for doubtful
accounts $ 3,000 $ 232 $ - $ 232 (a) $ 3,000
Inventory reserves 393 (b) - - 348 (b)(c) 45
Reserve for future losses (b) 1,227 - - 1,227 (c) -
January 2, 1994
Valuation accounts deducted
from the assets to which
they apply:
Provision for doubtful
accounts $ 3,228 $ 246 $ - $ 474 (a) $ 3,000
Inventory reserves (b) 553 - - 160 (c) 393
Reserve for future losses (b) 2,045 - - 818 (c) 1,227
(a) Represents bad debts charged off.
(b) Represents reserves for discontinued operations (Note 19).
(c) Represents reserves charged to costs and expenses.
FORM 10-K INDEX TO EXHIBITS Page 33
Exhibit Sequential
No. Description Page No.
* 2.1 Receivables Purchase Agreement dated
as of August 11, 1992, between the
Registrant and Delaware Funding
Corporation filed as Exhibit 2.01 to
the Registrant's report on Form 8-K
dated August 13, 1992.
* 2.1(a) Amendment to Receivables Purchase
Agreement dated April 4, 1994, between
the Registrant and Delaware Funding
Corporation filed as Exhibit 2.1 to
the Registrant's report on Form 8-K
dated March 1, 1995.
* 2.1(b) Amendment to Receivables Purchase
Agreement dated June 7, 1994, between
the Registrant and Delaware Funding
Corporation filed as Exhibit 2.2 to
the Registrant's report on Form 8-K
dated March 1, 1995.
* 2.1(c) Amendment to Receivables Purchase
Agreement dated as of June 30, 1994,
between the Registrant and Delaware
Funding Corporation filed as Exhibit
2.1 to the Registrant's report on
Form 10-Q for the quarter ended
July 3, 1994.
* 2.1(d) Amendment to Receivables Purchase
Agreement dated as of November 15, 1994,
between the Registrant and Delaware
Funding Corporation filed as Exhibit
2.4 to the Registrant's report on
Form 8-K dated March 1, 1995.
* 2.1(e) Amendment to Receivables Purchase
Agreement dated as of June 30, 1995,
between the Registrant and Delaware
Funding Corporation filed as Exhibit
2.1(e) to the Registrant's report on
Form 10-Q for the quarter ended
July 2, 1995.
FORM 10-K INDEX TO EXHIBITS Page 34
Exhibit Sequential
No. Description Page No.
2.1(f) Amendment to Receivables Purchase
Agreement dated as of December 31,
1995, between the Registrant and
Delaware Funding Corporation. 45
* 2.2(a) Investment Agreement dated as of
June 18, 1993, among Compania Industrial
de Parras, S.A. de C.V., Sr. Rodolfo
Garcia Muriel, and Cone Mills
Corporation, filed as Exhibit 2.2(a)
to Registrant's report on Form 10-Q for
the quarter ended July 4, 1993, with
exhibits herein numbered 2.2(b),(c),
(d), (f), (g), and (j) attached.
* 2.2(b) Commercial Agreement dated as of June
25, 1993, among Compania Industrial de
Parras, S.A. de C.V., Cone Mills
Corporation and Parras Cone de Mexico,
S.A., filed as Exhibit 2.2(b) to
Registrant's report on Form 10-Q for the
quarter ended July 4, 1993.
* 2.2(c) Guaranty Agreement dated as of June 25,
1993, between Cone Mills Corporation and
Compania Industrial de Parras, S.A. de
C.V., filed as Exhibit 2.2(c) to
Registrant's report on Form 10-Q for the
quarter ended July 4, 1993.
* 2.2(d) Joint Venture Agreement dated as of
June 25, 1993, between Compania
Industrial de Parras, S.A. de C.V., and
Cone Mills (Mexico), S.A. de C.V. filed as
Exhibit 2.2(d) to Registrant's report on
Form 10-Q for the quarter ended
July 4, 1993.
* 2.2(e) First Amendment to Joint Venture
Agreement dated as of June 14, 1995,
between Compania Industrial de Parras,
S.A. de C.V., and Cone Mills (Mexico),
S.A. de C.V., filed as Exhibit 2.2(e)
to the Registrant's report on Form 10-Q
for the quarter ended July 2, 1995.
FORM 10-K INDEX TO EXHIBITS Page 35
Exhibit Sequential
No. Description Page No.
* 2.2(f) Joint Venture Registration Rights
Agreement dated as of June 25, 1993,
among Parras Cone de Mexico, S.A.,
Compania Industrial de Parras, S.A. de
C.V. and Cone Mills (Mexico),
S.A. de C.V. filed as Exhibit 2.2(e)
to Registrant's report on Form 10-Q
for the quarter ended July 4, 1993.
* 2.2(g) Parras Registration Rights Agreement
dated as of June 25, 1993, between Compania
Industrial de Parras, S.A. de C.V. and
Cone Mills Corporation filed as Exhibit
2.2(f) to the Registrant's report on Form
10-Q for the quarter ended July 4, 1993.
* 2.2(h) Guaranty Agreement dated as of June 14,
1995, between Compania Industrial de
Parras, S.A. de C.V. and Cone Mills
Corporation filed as Exhibit 2.2(h) to
the Registrant's report on Form 10-Q
for the quarter ended July 2, 1995.
* 2.2(i) Guaranty Agreement dated as of June 15,
1995, between Cone Mills Corporation
and Morgan Guaranty Trust Company of
New York filed as Exhibit 2.2(I) to
the Registrant's report on Form 10-Q
for the quarter ended July 2, 1995.
* 2.2(j) Support Agreement dated as of June 25,
1993, among Cone Mills Corporation, Sr.
Rodolfo L. Garcia, Sr. Rodolfo Garcia
Muriel and certain other person listed
herein ("private stockholders") filed
as Exhibit 2.2(g) to Registrant's
report on Form 10-Q for the quarter
ended July 4, 1993.
* 2.2(k) Call Option dated September 25, 1995,
between Registrant and SMM Trust, 1995
- M, a Delaware business trust, filed
as Exhibit 2.2(k) to the Registrant's
report on Form 10-Q for the quarter
ended October 1, 1995.
FORM 10-K INDEX TO EXHIBITS Page 36
Exhibit Sequential
No. Description Page No.
* 2.2(l) Put Option dated September 25, 1995,
between Registrant and SMM Trust, 1995
- M, a Delaware business trust, filed
as Exhibit 2.2(l) to the Registrant's
report on Form 10-Q for the quarter
ended October 1, 1995.
2.2(m) Letter Agreement dated January 11, 1996
among Registrant, Rodolfo Garcia Muriel,
and Compania Industrial de Parras,
S.A. de C.V. 48
* 2.3 Asset Purchase Agreement dated as
of December 2, 1994 between the
Registrant, Lancer Industries, Inc.
and M.P.M. Transportation, Inc.,
filed as Exhibit 2 to the Registrant's
Current Report on Form 8-K dated
December 2, 1994.
2.4 Olympic Division Acquisition Agreement
by and among Vitafoam Incorporated,
British Vita PLC, and Registrant
dated January 19, 1996 with related
Lease Agreement, Lease Agreement and
Option to Purchase, Sublease Agreement,
Services Agreement, License Agreement
And Hold Back Escrow Agreement, each
dated January 22, 1996. The following
exhibits and schedules to the
Acquisition Agreement have been
omitted. The Registrant hereby
undertakes to furnish supplementally
a copy of such omitted exhibit or
schedule to the Commission upon
request.
Exhibits
Exhibit A1 Form of Buyer Lease
Exhibit A2 Form of Buyer Lease
Exhibit B Form of Holdback Escrow
Agreement
Exhibit C1 Facility 1
Exhibit C2 Facility 2
Exhibit C3 Facility 3
Exhibit C4 Facility 4
Exhibit C5 Facility 5
Exhibit C6 Facility 6
Exhibit D Form of Sublease Agreement
FORM 10-K INDEX TO EXHIBITS Page 37
Exhibit Sequential
No. Description Page No.
Exhibit E Form of Opinion of Buyer's
Counsel
Exhibit F Form of Opinion of Seller's
Counsel
Exhibit G Form of Assumption Agreement
Exhibit H Form of Services Agreement
Exhibit I Inventory Valuation Principles
Exhibit J Form of License Agreement
Schedules
Schedule 1.1(a) Excluded Assets
Schedule 1.1(b) Tangible Fixed Assets
Schedule 2.8 Assigned Contracts
Schedule 2.10 Allocation of Purchase
Price
Schedule 4.3 Consents and
Authorizations
Schedule 4.7 Contracts by Category
Schedule 4.9 Litigation
Schedule 4.11 Tax Matters
Schedule 4.12 Licenses and Permits
Schedule 4.14 Tangible Personal
Property
Schedule 4.15 Employees and Wage Rates
Schedule 4.16 Insurance Policies
Schedule 4.17 Intellectual Property
Schedule 4.18 Licenses to Intellectual
Property; Third-party
Patents
Schedule 4.19 Purchases from One Party
Schedule 4.22 Real Property
Schedule 4.23 Business Names
Schedule 4.24 Environmental Matters
Schedule 9.4 Facility 5 Remediation Plan 49
* 4.1 Restated Articles of Incorporation of
the Registrant effective August 25, 1993,
filed as Exhibit 4.1 to Registrant's
report on Form 10-Q for the quarter ended
October 3, 1993.
* 4.2 Amended and Restated Bylaws of Registrant,
Effective June 18, 1992, filed as Exhibit
3.5 to the Registrant's Registration
Statement on Form S-1 (File No. 33-46907).
FORM 10-K INDEX TO EXHIBITS Page 38
Exhibit Sequential
No. Description Page No.
* 4.3 Note Agreement dated as of August 13, 1992,
between Cone Mills Corporation and The
Prudential Insurance Company of America,
with form of 8% promissory note attached,
filed as Exhibit 4.01 to the Registrant's
report on Form 8-K dated August 13, 1992.
* 4.3(a) Letter Agreement dated September 11, 1992,
amending the Note Agreement dated August 13,
1992, between the Registrant and The
Prudential Insurance Company of America
filed as Exhibit 4.2 to the Registrant's
report on Form 8-K dated March 1, 1995.
* 4.3(b) Letter Agreement dated July 19, 1993,
amending the Note Agreement dated
August 13, 1992, between the Registrant
and The Prudential Insurance Company of
America filed as Exhibit 4.3 to the
Registrant's report on Form 8-K dated
March 1, 1995.
* 4.3(c) Letter Agreement dated June 30, 1994,
amending the Note Agreement dated
August 13, 1992, between the Registrant
and The Prudential Insurance Company of
America filed as Exhibit 4.4 to the
Registrant's report on Form 8-K dated
March 1, 1995.
* 4.3(d) Letter Agreement dated November 14, 1994,
amending the Note Agreement dated
August 13, 1992, between the Registrant
and The Prudential Insurance Company of
America filed as Exhibit 4.5 to the
Registrant's report on Form 8-K dated
March 1, 1995.
* 4.3(e) Letter Agreement dated as of June 30,
1995, amending the Note Agreement dated
August 13, 1992, between the Registrant
and the Prudential Insurance Company
of America filed as Exhibit 4.3(e) to
the Registrant's report on Form 10-Q
for the quarter ended July 2, 1995.
FORM 10-K INDEX TO EXHIBITS Page 39
Exhibit Sequential
No. Description Page No.
4.3(f) Letter Agreement dated as of June 30,
1995, between the Registrant and
The Prudential Insurance Company
of America superseding Letter Agreement
filed as Exhibit 4.3(e) to the
Registrant's report on Form 10-Q
for the quarter ended July 2, 1995. 193
* 4.4 Credit Agreement dated as of August 13,
1992, among Cone Mills Corporation,
the banks listed therein and Morgan
Guaranty Trust Company of New York,
as Agent, with form of note attached
filed as Exhibit 4.02 to the Registrant's
report on Form 8-K dated August 13, 1992.
* 4.4(a) Amended and Restated Credit Agreement
dated November 18, 1994, among the
Registrant, various banks and Morgan
Guaranty Trust Company of New York,
as Agent, filed as Exhibit 4.1
to the Registrant's report on Form 8-K
dated March 1, 1995.
* 4.4(b) Amendment to Credit Agreement dated as of
June 30, 1995, amending the Amended and
Restated Credit Agreement dated
November 18, 1994, among the Registrant,
various banks and Morgan Guaranty Trust
Company of New York, as Agent filed as
Exhibit 4.4(b) to the Registrant's
report on Form 10-Q for the quarter
ended July 2, 1995.
4.4(c) Amendment No. 2 to Credit Agreement
dated as of December 31, 1995, amending
the Amended and Restated Credit
Agreement dated November 18, 1994,
among the Registrant, various banks
and Morgan Guaranty Trust Company
of New York, as Agent. 195
* 4.5 Specimen Class A Preferred Stock
Certificate, filed as Exhibit 4.5
to the Registrant's Registration
Statement on Form S-1(File No. 33-46907).
FORM 10-K INDEX TO EXHIBITS Page 40
Exhibit Sequential
No. Description Page No.
* 4.6 Specimen Common Stock Certificate,
effective June 18, 1992, filed as
Exhibit 4.7 to the Registrant's
Registration Statement on Form S-1
(File No. 33-46907).
* 4.7 Registration rights agreement dated
as of March 30, 1992, among the
Registrant and the shareholders listed
therein, filed as Exhibit 4.8 to the
Registrant's Registration Statement on
Form S-1 (File No. 33-46907).
* 4.8 The 401(k) Program of Cone Mills
Corporation, amended and restated
effective December 1, 1994, filed as
Exhibit 4.8 to the Registrant's
report on Form 10-K for year ended
January 1, 1995.
4.8(a) First Amendment to the 401(k)
Program of Cone Mills Corporation
dated May 9, 1995. 197
4.8(b) Second Amendment to the 401(k)
Program of Cone Mills Corporation
dated December 5, 1995. 199
* 4.9 Cone Mills Corporation 1983 ESOP as
amended and restated effective
December 1, 1994, filed as Exhibit
4.9 to the Registrant's report on
Form 10-K for year ended January 1,
1995.
4.9(a) First Amendment to the Cone Mills
Corporation 1983 ESOP dated
May 9, 1995. 204
4.9(b) Second Amendment to the Cone Mills
Corporation 1983 ESOP dated
December 5, 1995. 207
* 4.10 Indenture dated as of February 14,
1995, between Cone Mills Corporation
and Wachovia Bank of North Carolina,
N.A. as Trustee, filed as Exhibit 4.1
to Registrant's Registration Statement
on Form S-3 (File No. 33-57713).
FORM 10-K INDEX TO EXHIBITS Page 41
Exhibit Sequential
No. Description Page No.
* 4.11 Form of 8 1/8% Debenture in aggregate
principal amount of $100,000,000 due
March 15, 2005, filed as Exhibit 4.11
to the Registrant's report on Form 10-K
for the year ended January 1, 1995.
Management contract or compensatory plan or arrangement
(Exhibits 10.1 - 10.12)
*10.1 Employees' Retirement Plan of Cone
Mills Corporation as amended and
restated effective December 1, 1994,
filed as Exhibit 10.1 to the Registrant's
report on Form 10-K for the year ended
January 1, 1995.
10.1(a) First Amendment to the Employees'
Retirement Plan of Cone Mills
Corporation dated May 9,1995. 209
10.1(b) Second Amendment to the Employees'
Retirement Plan of Cone Mills
Corporation dated December 5, 1995. 211
10.2 Cone Mills Corporation SERP as amended
and restated as of December 5, 1995. 221
10.3 Excess Benefit Plan of Cone Mills
Corporation as amended and restated
as of December 5, 1995. 228
*10.4 1984 Stock Option Plan of Registrant
filed as Exhibit 10.7 to the Registrant's
Registration Statement on Form S-1
(File No. 33-28040).
*10.5 Form of Nonqualified Stock Option
Agreement under 1984 Stock Option Plan
of Registrant filed as Exhibit 10.8 to
the Registrant's Registration Statement
on Form S-1 (File No. 33-28040).
*10.6 Form of Incentive Stock Option Agreement
under 1984 Stock Option Plan of
Registrant filed as Exhibit 10.9 to the
Registrant's Registration Statement on
Form S-1 (File No. 33-28040).
FORM 10-K INDEX TO EXHIBITS Page 42
Exhibit Sequential
No. Description Page No.
*10.7 1992 Stock Option Plan of Registrant
filed as Exhibit 10.9 to the Registrant's
Report on Form 10-K for the year ended
December 29, 1991.
*10.8 Form of Incentive Stock Option Agreement
under 1992 Stock Option Plan filed as
Exhibit 10.10 to the Registrant's report
on Form 10-K for the year ended
January 3, 1993.
*10.9 1994 Stock Option Plan for Non-
Employee Directors of Registrant filed
as Exhibit 10.9 to Registrant's report
on Form 10-K for the year ended
January 2, 1994.
*10.10 Form of Non-Qualified Stock Option
Agreement under 1994 Stock Option
Plan for Non-Employee Directors of
Registrant filed as Exhibit 10.10 to
Registrant's report on Form 10-K for
the year ended January 2, 1994.
*10.11 Management Incentive Plan of the
Registrant filed as Exhibit 10.11(b) to
Registrant's report on Form 10-K for the
year ended January 3, 1993.
10.12 Consulting Agreement between Dewey L.
Trogdon and the Registrant dated
December 5, 1995. 235
*10.13 Form of Agreement between the Registrant
and Levi Strauss dated as of March 30,
1992, filed as Exhibit 10.14 to the
Registrant's Registration Statement on
Form S-1 (File No. 33-46907).
*10.14 First Amendment to Supply Agreement
dated as of April 15, 1992, between the
Registrant and Levi Strauss dated as of
March 30, 1992, filed as Exhibit 10.15
to Registrant's Registration Statement
on Form S-1 (No. 33-46907).
FORM 10-K INDEX TO EXHIBITS Page 43
Exhibit Sequential
No. Description Page No.
*10.15 Underwriting Agreement dated March 8,
1995 between the Registrant and J. P.
Morgan Securities, Inc., NationsBanc
Capital Markets, Inc. and Prudential
Securities Incorporated filed as Exhibit
10.15 to Registrant's report on Form 10-K
for the year ended January 1, 1995.
13 Portions of the Registrant's 1995 Annual
Report to Shareholders that are incor-
porated by reference into this Annual
Report on Form 10-K. 237
21 Subsidiaries of the Registrant. 263
23.l Consent of McGladrey & Pullen,
independent auditor, with respect to
the incorporation by reference in the
Registrant's Registration Statements
on Form S-8 (Nos. 33-31977; 33-31979;
33-51951; 33-51953; 33-53705; and
33-67800) of their reports on the
consolidated financial statements and
schedules included in this Annual
Report on Form 10-K. 264
23.2 Consent of McGladrey & Pullen,
independent auditor, with respect to
the incorporation by reference in the
Registrant's Registration Statements
on Form S-8 (Nos. 33-31979; 33-51951;
and 33-51953) of their report on the
financial statements included in the
Form 11-K Annual Report of Cone Mills
Corporation Employee Equity Plan
(to be filed by amendment).
23.3 Consent of Auditors of Compania
Industrial de Parras S.A. de C.V.
with respect to the incorporation by
reference in the Registrant's
Registration Statements on Form S-8
(Nos. 33-31977; 33-31979; 33-51951;
33-51953; 33-53705; and 33-67800)
of their report on the consolidated
financial statements to be included
in this Annual Report on Form 10-K
(to be filed by amendment).
FORM 10-K INDEX TO EXHIBITS Page 44
Exhibit Sequential
No. Description Page No.
27 Financial Data Schedule 265
99.1 Form 11-K Annual Report of Cone Mills
Corporation Employee Equity Plan
(to be filed by amendment).
99.2 Consolidated Financial Statements of
Compania Industrial de Parras S.A.
de C.V. (to be filed by amendment).
* Incorporated by reference to the statement or report indicated.