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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
For the fiscal year ended January 29, 1994
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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 1-5674
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ANGELICA CORPORATION
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(Exact name of Registrant as specified in its charter)
Missouri 43-0905260
- ------------------------------- -------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
424 South Woods Mill Road, Chesterfield, Missouri 63017-3406
- ------------------------------------------------- -------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 314-854-3800
-------------------------
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
- ----------------------------- -------------------------------------------
Common Stock, $1.00 par value New York Stock Exchange
- ----------------------------- ----------------------------------------
Preferred Stock Purchase Rights issuable pursuant to
Registrant's Shareholder Protection Rights Plan New York Stock Exchange
- ---------------------------------------------------- -----------------------
Securities registered pursuant to Section 12(g) of the Act:
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None
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(Title of Class)
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. X
----
State the aggregate market value of the voting stock held by
non-affiliates of the Registrant. The aggregate market value
shall be computed by reference to the price at which the stock
was sold, or the average bid and asked prices of such stock, as
of a specified date within 60 days prior to the date of filing.
$228,031,245 April 4, 1994
- ---------------------- -----------------------
Value Date of Valuation
Indicate the number of shares outstanding of each of the
Registrant's classes of common stock, as of April 4, 1994.
Common Stock, $1.00 par value, 9,099,457 shares outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
1) Portions of the Annual Report to Shareholders for year ended
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1/29/94 are incorporated in Parts I, II & IV; 2) Portions of
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the Proxy Statement dated 4/15/94 are incorporated in Part III
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2
PART I
------
ITEM 1. BUSINESS
- -----------------
GENERAL DEVELOPMENT OF BUSINESS
(a) Angelica Corporation (the "Company") and its subsidiaries
provide products and services to a wide variety of
institutions and individuals, which are in primarily three
markets: health services, hospitality and other service
industries. The Company was founded in 1878 and was
incorporated as Angelica Corporation in 1968.
(b) The Company's businesses are reported in three industry
segments: Rental Services, Manufacturing and Marketing and
Retail Sales. Information about the Company's industry
segments appears on page 23 of the Company's Annual Report to
Shareholders for the year ended January 29, 1994 and is
incorporated by reference. This information includes sales
and rental service revenues, earnings, identifiable assets for
each segment, depreciation and capital additions for each of
the five years in the period ended January 29, 1994.
(c) 1 (i) RENTAL SERVICES
---------------
This segment has 35 plants generally in or near major
metropolitan areas in the United States providing
textile rental and laundry services for health care
institutions, presently servicing 865 institutions with
approximately 136,000 beds. This segment also provides
general linen services in selected areas, principally
to hotels, casinos, motels and restaurants.
MANUFACTURING AND MARKETING
---------------------------
The Company's Manufacturing and Marketing operations
consist of the Angelica Uniform Group in the United
States and operations in Canada, and the United
Kingdom, collectively engaged in the manufacture and
sale of uniforms and business career apparel for a wide
variety of institutions and businesses.
RETAIL SALES
------------
The Retail Sales segment is a specialty retailer
offering uniforms and duty shoes primarily for nurses
and other health care professionals through a
nationwide chain of 244 retail stores, located
primarily in malls and strip shopping centers.
(ii) Not applicable.
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(iii) The raw materials used by the Company (principally by
the Angelica Uniform Group) in the conduct of its
business consist principally of textile piece goods,
thread, and trimmings, such as buttons, zippers and
labels. The Company purchases piece goods from most
major United States manufacturers of textile products.
These materials are available from a number of sources.
(iv) The Company does not hold any material patents,
licenses, franchises or concessions.
(v) The Company does not consider its business to be
seasonal to any significant extent.
(vi) Not applicable.
(vii) No segment of the Company's business is dependent on a
single customer or a few customers.
(viii) Since the bulk of the Company's sales are to
institutional users which buy on a regular recurring
basis, the Company's backlog of orders at any given
time consists principally of firm orders in the process
of being filled and is not considered significant to
the Company's business.
(ix) Not applicable.
(x) The markets in which the Rental Services segment
operates are very competitive. Industry statistics are
not available, but the Company believes that its Rental
Services segment constitutes the largest supplier of
textile rental and laundry services to health care
institutions in the United States. Competition is on
the basis of quality, reliability and price.
The Manufacturing and Marketing operations compete with
more than four dozen firms, including divisions of
larger corporations, in the United States, Canada and
England. Competition is also provided by local firms
in most major metropolitan areas. The nature and
degree of competition varies with the customer and
market where it occurs. Industry statistics are not
available, but the Company believes that it is the
leading supplier of garments to hospitals, hotels and
motels, and food service establishments and one of the
leading suppliers of uniforms to linen suppliers in the
United States. Competition is extensive and is based
on many factors, including design, quality, consistency
of product, delivery, price and distribution.
The Company believes there are approximately 2,000
retail stores in the U.S. offering merchandise
comparable to
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that offered by the Company's Retail Sales segment. Retail
operations are conducted under highly competitive conditions
in the local area where each of the Company's stores is
located, with competition being on the basis of store
location, merchandise selection and value. Industry
statistics are not available, but the Company believes its
Retail Sales segment is the nation's largest specialty
retailer offering uniforms and duty shoes to nurses and
other health care professionals.
(xi) The Angelica Uniform Group carries on research,
development and testing programs both internally and in
cooperation with independent laboratories and research
institutions, and works with suppliers to develop
specialized fabrics to improve performance and to meet
specific technological requirements. The dollar amount
spent is not significant.
(xii) The Company does not expect any material expenditures
will be required in order to comply with any Federal,
state or local environmental regulations.
(xiii) The Company employs approximately 9,500 persons
(including approximately 690 part-time employees).
(d) The information required by Section (d) of this Item is hereby
incorporated by reference to Note 9 of "Notes to Consolidated
Financial Statements" appearing on page 23 of the Company's
Annual Report to Shareholders for the year ended January 29,
1994.
ITEM 2. PROPERTIES
- -------------------
The Company's real estate, both owned and leased, which is
used in its Manufacturing and Marketing segment, at January 29,
1994 was comprised of 16 manufacturing plants in the United States,
one plant in Canada, one plant in Costa Rica, and one plant in
Great Britain, plus appropriate warehouses and sales facilities in
the United States, Canada and the United Kingdom. As of January
29, 1994, 35 laundries plus warehouse facilities located in 15
states were used in the Rental Services segment, and 244 retail
specialty stores located in 36 states were used in the Retail Sales
segment. In the opinion of the Company, all such facilities are
maintained in good condition and are adequate and suitable for the
purposes for which they are used. The manufacturing facilities are
normally fully utilized and operate generally on a one-shift basis.
Laundry facilities generally are not fully utilized, although some
of them operate on a multi-shift basis. The Company estimates that
output of these facilities could be increased by 20 percent with
existing equipment by working longer hours and by an additional 25
percent (for a total of 45 percent) by working longer hours plus
installation of additional equipment. A substantial portion of the
real estate utilized by the Company is leased. Capitalized leases,
primarily
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utilized by the Manufacturing and Marketing segment, represent
approximately .01% of the net book value of all fixed assets at January
29, 1994. No difficulty in renewing leases which expire in the near
future is anticipated by the Company.
Real estate which is owned by the Company is approximately
50.8% of the net book value of all fixed assets. There is no
individual parcel of real estate owned or leased which is of
material significance to the Company's total assets.
ITEM 3. LEGAL PROCEEDINGS
- --------------------------
Management believes that liabilities, if any, resulting from
pending routine litigation in the ordinary course of the Company's
business should not materially affect the financial condition or
operations of the Company.
ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
- ----------------------------------------------------------
No matters were submitted to a vote of shareholders during the
fourth quarter of the Company's year ended January 29, 1994.
EXECUTIVE OFFICERS OF THE REGISTRANT
- ------------------------------------
Present Position (and Year First
Prior Offices During Past Elected As
Name Five Years) (1) (2) An Officer Age
---- ------------------------- ---------- ---
Lawrence J. Young (3) Chairman of the Board, 1975 49
President, Chief Executive
Officer and Director
Theodore M. Armstrong Senior Vice President- 1986 54
Finance and Administration
and Chief Financial Officer
Gene P. Byrd (4) Vice President; President, 1989 53
Angelica Uniform Group
John S. Aleman Vice President-Human Resources 1985 58
Jill Witter (5) Vice President, General Counsel 1985 39
and Secretary
L. Linden Mann Controller and Assistant 1978 54
Secretary; Vice President,
Angelica Healthcare Services Group
Thomas M. Degnan (6) Treasurer 1993 38
Michael E. Burnham (7) Vice President; President, 1993 42
Life Uniform and Shoe Shops
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(1) Except as set forth below, the principal occupations of the
officers throughout the past five years have been the
performance of the functions of the offices shown above.
(2) All officers serve at the pleasure of the Board of Directors.
(3) Lawrence J. Young has been Chairman of the Board since
November 1, 1990, Chief Executive Officer of the Company since
November 1, 1989, and President and Chief Operating Officer
since February 1, 1988.
(4) Gene P. Byrd has been a Vice President of the Company and
President of Angelica Uniform Group since May 23, 1989. He
was Executive Vice President of Angelica Uniform Group from
June 29, 1988 to May 23, 1989.
(5) Jill Witter has been Vice President, General Counsel and
Secretary since July 25, 1989. She was Secretary and House
Counsel from May 28, 1985 to July 25, 1989.
(6) Thomas M. Degnan has been Treasurer of the Company since March
30, 1993. He was Assistant Treasurer from May 23, 1989 to
March 30, 1993.
(7) Michael E. Burnham has been a Vice President of the Company
since May 25, 1993 and President of Life Uniform and Shoe
Shops ("Life Uniform") since August 1, 1990. Prior to that he
was Vice President of Operations of Life Uniform from May 1,
1988 to July 31, 1990.
None of the executive officers of the Company are related to each
other.
There are no arrangements or understandings between any executive
officer of the Company and any other person pursuant to which such
officer was selected.
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7
PART II
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ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
- -----------------------------------------------------------
STOCKHOLDER MATTERS
- -------------------
The Company's Common Stock is listed on the New York Stock Exchange
under the symbol AGL. The quarterly market price ranges of the
Common Stock and dividends per share paid during fiscal 1994 and
fiscal 1993 were as follows:
Quarter 1st 2nd 3rd 4th
- -----------------------------------------------------------------------------
Fiscal 1994
High $ 27 1/8 $ 26 3/8 $ 26 $ 29 1/2
Low 23 1/2 22 1/2 22 3/4 24 1/4
Dividend $.23 $.23 $.235 $.235
- -----------------------------------------------------------------------------
Fiscal 1993
High $ 37 5/8 $ 31 1/4 $ 31 3/8 $ 26 3/4
Low 30 28 1/4 22 1/4 22 1/2
Dividend $.23 $.23 $.23 $.23
- -----------------------------------------------------------------------------
The number of shareholders of record was 1,822 at April 4, 1994.
The Company's Board of Directors regularly reviews the dividends
paid, and the Company expects to continue to pay dividends.
However, there can be no assurance that dividends will be paid in
the future since they are dependent on earnings, the financial
condition of the Company and other factors.
ITEM 6. SELECTED FINANCIAL DATA
- --------------------------------
The information required by this item is included under the caption
"Financial Summary-11 Years" on pages 26 and 27 of the Company's
Annual Report to Shareholders for the year ended January 29, 1994
and is incorporated herein by reference.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
- ----------------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS
- -----------------------------------
The information required by this item is included in the text
contained under the caption "FINANCIAL REVIEW" on pages 13 and 14
of the Company's Annual Report to Shareholders and is incorporated
herein by reference. The Company does not believe the effects of
inflation and changing prices have been, or will be, material to
the Company's results of operations. The Company believes that it
is not affected by inflation except to the extent that the economy
in general is affected thereby.
-6-
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
- ----------------------------------------------------
The information required by this item appears on pages 15 through
24 of the Company's Annual Report to Shareholders for the year
ended January 29, 1994 and is incorporated herein by reference.
The financial statement schedules listed at Item 14(a)(2) are
incorporated herein by reference.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
- ---------------------------------------------------------
ACCOUNTING AND FINANCIAL DISCLOSURE
- -----------------------------------
Not Applicable.
-7-
9
PART III
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ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
- ------------------------------------------------------------
Information with respect to directors of the Company under the
captions "Information About Nominees for Directors" and
"Information About Directors Continuing in Office," on page 3 of
the Company's Proxy Statement for the Annual Meeting of
Shareholders to be held on May 24, 1994 is incorporated herein by
reference. Information with respect to executive officers of the
Company appears under the caption "Executive Officers of the
Registrant" on pages 4 through 5 of Part I of this Form 10-K.
ITEM 11. EXECUTIVE COMPENSATION
- --------------------------------
Information with respect to executive compensation under the
captions "Compensation of Directors and Other Information
Concerning the Board and its Committees" on pages 4-5, "Summary
Compensation Table" on page 7, "Option Grants in Last Fiscal Year"
on page 8, "Aggregated Option Exercises in Last Fiscal Year and
Fiscal Year-End Option Values" on page 9, "Employment Contracts and
Termination of Employment and Change-In-Control Arrangements" on
page 9, and "Pension Plan" on page 12 of the Company's Proxy
Statement for the Annual Meeting of Shareholders to be held on May
24, 1994 is incorporated by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
- -------------------------------------------------------------
MANAGEMENT
- ----------
Information with respect to security ownership of certain
beneficial owners and management under the caption "Beneficial
Ownership of the Company's Securities" on pages 5 and 6 of the
Company's Proxy Statement for the Annual Meeting of Shareholders to
be held on May 24, 1994 is incorporated by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
- --------------------------------------------------------
Not applicable.
-8-
10
PART IV
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ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
- --------------------------------------------------------------------------
Annual Report
(a) Document List Page
------------- -------------
1. Financial Statements
--------------------
The following financial statements are
incorporated by reference herein and in
Item 8 above from the Company's Annual Report
to Shareholders for the year ended
January 29, 1994:
(i) Consolidated Statements of Income - 15
Years ended January 29, 1994, January
30, 1993, and February 1, 1992
(ii) Consolidated Balance Sheets - January 16
29, 1994 and January 30, 1993
(iii) Consolidated Statements of Share- 17
holders' Equity - Years ended January
29, 1994, January 30, 1993 and February
1, 1992
(iv) Consolidated Statements of Cash Flows- 18
Years ended January 29, 1994, January 30,
1993 and February 1, 1992
(v) Notes to Consolidated Financial State- 19-24
ments
(vi) Report of Independent Public 25
Accountants
-9-
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2. Supplementary Data and Financial Statement Schedules
----------------------------------------------------
(i) The supplementary data entitled
"Unaudited Quarterly Financial Data"
is incorporated by reference herein
and in Item 8 above from page 24 of
the Company's Annual Report to
Shareholders for the year ended
January 29, 1994.
(ii) The following financial statement
schedules are submitted as a separate
section of this report beginning at
page 14:
(A) Schedule V - Property and
Equipment - For the Three
Years Ended January 29, 1994
(B) Schedule VI - Reserves for
Depreciation and Investment
Tax Credit - For the Three
Years Ended January 29, 1994
(C) Schedule VIII - Valuation
and Qualifying Accounts -
For the Three Years Ended
January 29, 1994
All other schedules are not submitted because they are not applicable
or not required or because the information is included in the
financial statements or notes thereto.
(iii) Report of Independent Public Accountants
on Schedules appears at page 13 of the
Form 10-K
3. Exhibits
--------
See Exhibit Index on pages 17-20 hereof for a list of all
management contracts, compensatory plans and arrangements
required by this item (Exhibit Nos. 10.1 through 10.21) and
all other Exhibits filed or incorporated by reference as a
part of this report.
(b) Reports on Form 8-K
-------------------
The Registrant filed no reports on Form 8-K during the last
quarter of the year ended January 29, 1994.
-10-
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Other Matters
- -------------
For the purposes of complying with the amendments to the rules
governing Form S-8 (effective July 13, 1990), under the Securities
Act of 1933, as amended, the undersigned registrant hereby
undertakes as follows, which undertaking is hereby incorporated by
reference into registrant's Registration Statements on Form S-8
Nos. 33-5524 (filed May 8, 1986), 33-22850 (filed June 29, 1988),
2-77932 (filed June 9, 1982), 2-97291 (filed April 25, 1985), and
33-625 (filed October 3, 1985).
Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the registrant pursuant to the foregoing
provisions, or otherwise, the registrant has been advised that in
the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the
Securities Act of 1933 and is, therefore, unenforceable. In the
event that a claim for indemnification against such liabilities
(other than the payment by the registrant of expenses incurred or
paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is
asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant
will, unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed
by the final adjudication of such issue.
-11-
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SIGNATURE
---------
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused
this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
ANGELICA CORPORATION
-----------------------------
(Registrant)
By: /s/ L. J. Young
----------------------------------------------
L.J. Young
Chairman of the Board,
President and Chief Executive
Officer (Principal Executive
Officer)
Date: April 25, 1994
Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the Registrant and in the capacities and on the date
indicated.
By: /s/ T. M. Armstrong By: /s/ L. Linden Mann
-------------------------------- -----------------------------------
T.M. Armstrong L. Linden Mann
Senior Vice President- Controller
Finance and Administration (Principal Accounting Officer)
Chief Financial Officer
(Principal Financial Officer)
Earle H. Harbison, Jr. * Lee M. Liberman *
- ----------------------------------- -----------------------------------
(Earle H. Harbison, Jr.) (Lee M. Liberman)
Director Director
Leslie F. Loewe * Martin Sneider *
- ----------------------------------- -----------------------------------
(Leslie F. Loewe) (Martin Sneider)
Director Director
Elliot H. Stein * William P. Stiritz *
- ----------------------------------- -----------------------------------
(Elliot H. Stein) (William P. Stiritz)
Director Director
H. Edwin Trusheim *
- -----------------------------------
(H. Edwin Trusheim)
Director
By his signature below, L.J. Young has signed this Form 10-K on
behalf of each person named above whose name is followed by an
asterisk, pursuant to power of attorney filed with this Form 10-K.
/s/ L. J. Young
---------------------------------------
L.J. Young, as attorney-in-fact
Date: April 25, 1994
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REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To Angelica Corporation:
We have audited in accordance with generally accepted auditing
standards, the consolidated financial statements included in the
Annual Report to Shareholders of Angelica Corporation and
subsidiaries incorporated by reference in this Form 10-K, and have
issued our report thereon dated March 15, 1994. Our audit was made
for the purpose of forming an opinion on those statements taken as
a whole. The schedules listed in Item 14(a)2(ii) on page 10 are
the responsibility of the Corporation's management and are
presented for purposes of complying with the Securities and
Exchange Commission's rules and are not part of the basic
consolidated financial statements. These schedules have been
subjected to the auditing procedures applied in the audit of the
basic consolidated financial statements and, in our opinion, fairly
state in all material respects the financial data required to be
set forth therein in relation to the basic consolidated financial
statements taken as a whole.
/s/ Arthur Andersen & Co.
ARTHUR ANDERSEN & CO.
St. Louis, Missouri,
March 15, 1994
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Schedule V
ANGELICA CORPORATION AND SUBSIDIARIES
SCHEDULE V - PROPERTY AND EQUIPMENT
FOR THE THREE YEARS ENDED JANUARY 29, 1994
(In Thousands)
------------------------------------------
Balance at Balance
Beginning Additions Retirements at End of
of Period at Cost or Sales Other(a) Period
---------- --------- ----------- -------- --------
YEAR ENDED JANUARY 29, 1994
---------------------------
Land $ 5,080 $ -- $ 5 $ 50 $ 5,125
Buildings
& leasehold
improvements 60,500 2,491 1,178 1,647 63,460
Machinery &
equipment 114,158 6,472 2,654 1,495 119,471
Capitalized leases 1,849 -- -- -- 1,849
-------- ------- ------ ------ --------
$181,587 $ 8,963 $3,837 $3,192 $189,905
======== ======= ====== ====== ========
YEAR ENDED JANUARY 30, 1993
---------------------------
Land $ 5,115 $ 21 $ 56 $ -- $ 5,080
Buildings
& leasehold
improvements 58,058 2,687 856 611 60,500
Machinery &
equipment 108,181 8,327 2,480 130 114,158
Capitalized leases 1,849 -- -- -- 1,849
-------- ------- ------ ------ --------
$173,203 $11,035 $3,392 $ 741 $181,587
======== ======= ====== ====== ========
YEAR ENDED FEBRUARY 1, 1992
---------------------------
Land $ 4,287 $ 133 $ -- $ 695 $ 5,115
Buildings
& leasehold
improvements 48,887 3,018 639 6,792 58,058
Machinery &
equipment 98,661 10,123 2,994 2,391 108,181
Capitalized leases 1,849 -- -- -- 1,849
-------- ------- ------ ------ --------
$153,684 $13,274 $3,633 $9,878 $173,203
======== ======= ====== ====== ========
(a) Represents the fair value of fixed assets at the date of business acquisitions.
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Schedule VI
ANGELICA CORPORATION AND SUBSIDIARIES
SCHEDULE VI - RESERVES FOR DEPRECIATION AND INVESTMENT TAX CREDIT
FOR THE THREE YEARS ENDED JANUARY 29, 1994
(In Thousands)
-----------------------------------------------------------------
Additions
Balance at Charged to Balance
Beginning Costs and Retirements at End of
of Period Expenses Other(a) or Sales Period
--------- ---------- -------- ----------- ---------
YEAR ENDED JANUARY 29, 1994
---------------------------
Buildings & leasehold
improvements $19,332 $ 3,346 $ -- $1,075 $21,603
Machinery &
equipment 66,098 9,567 -- 2,570 73,095
Investment tax
credit 181 (83) -- -- 98
Capitalized leases 1,098 43 -- -- 1,141
------- ------- ---- ------ -------
$86,709 $12,873 $ -- $3,645 $95,937
======= ======= ==== ====== =======
YEAR ENDED JANUARY 30, 1993
---------------------------
Buildings & leasehold
improvements $16,586 $ 3,154 $ -- $ 408 $19,332
Machinery &
equipment 58,466 9,480 -- 1,848 66,098
Investment tax
credit 281 (100) -- -- 181
Capitalized leases 1,054 44 -- -- 1,098
------- ------- ---- ------ -------
$76,387 $12,578 $ -- $2,256 $86,709
======= ======= ==== ====== =======
YEAR ENDED FEBRUARY 1, 1992
---------------------------
Buildings & leasehold
improvements $14,320 $ 2,890 $ -- $ 624 $16,586
Machinery &
equipment 52,144 8,936 280 2,894 58,466
Investment tax
credit 407 (126) -- -- 281
Capitalized leases 1,011 43 -- -- 1,054
------- ------- ---- ------ -------
$67,882 $11,743 $280 $3,518 $76,387
======= ======= ==== ====== =======
(a) Represents the reserve balance of fixed assets at the date of business acquisitions.
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Schedule VIII
ANGELICA CORPORATION AND SUBSIDIARIES
SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS
FOR THE THREE YEARS ENDED JANUARY 29, 1994
(In Thousands)
-------------------------------------------------
Balance at Charged Balance
Beginning to Costs at End of
Description of Period and Expenses Deductions (a) Period
- ----------- ---------- ------------ -------------- ---------
Reserve for doubtful
accounts - deducted
from receivables in
the balance sheet
YEAR ENDED JANUARY 29, 1994
---------------------------
$3,386 $ 778 $1,534 $2,630
====== ======= ====== ======
YEAR ENDED JANUARY 30, 1993
---------------------------
$2,583 $ 2,442 $1,639 $3,386
====== ======= ====== ======
YEAR ENDED FEBRUARY 1, 1992
---------------------------
$2,602 $ 775 $ 794 $2,583
====== ======= ====== ======
(a) Doubtful accounts written off against reserve provided, net of recoveries.
-16-
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EXHIBIT INDEX
- -------------
Exhibit
Number Exhibit
- ------- -------
*Asterisk indicates exhibits filed herewith.
**Management contract or compensatory plan incorporated by
reference from the document listed.
3.1 Restated Articles of Incorporation of the Company, as
currently in effect. Said Articles were last filed as
Exhibit 3.1 to the Form 10-K for the fiscal year ended
1/26/91.
3.2 Current By-Laws of the Company, as last amended February
22, 1994.*
4.1 Shareholder Protection Rights Plan. Filed as Registration
Statement on Form 8-A dated August 24, 1988 and
incorporated herein by reference.
4.2 10.3% and 9.76% Senior Notes to insurance company due
annually to 2004, together with Note Facility Agreement.
Filed as Exhibit 4.2 to the Form 10-K for the fiscal year
ended 1/27/90.
4.3 9.15% Senior Notes to insurance companies due December 31,
2001, together with Note Agreements and First Amendment
thereto. Filed as Exhibit 4.3 to the Form 10-K for the
fiscal year ended 2/1/92.
Note: No other long-term debt instrument issued by the
Registrant exceeds 10% of the consolidated total assets of
the Registrant and its subsidiary. In accordance with
Item 601(b) (4) (iii) (A) of Regulation S-K, the
Registrant will furnish to the Commission upon request
copies of long-term debt instruments and related
agreements.
10.1 Angelica Corporation 1994 Performance Plan, incorporated
by reference to Appendix A of the Company's Proxy
Statement for the Annual Meeting of Shareholders to be
held on May 24, 1994. Subject to approval of shareholders
at the Annual Meeting before becoming effective.**
10.2 Eleventh Amendment to Angelica Corporation Retirement
Savings Plan. Said Plan was last filed as Exhibit 19.3 to
the Form 10-K for the fiscal year ended 1/27/90 and the
last amendment thereto was filed as Exhibit 19.2 to the
Form 10-K for the fiscal year ended 1/30/93.*
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Exhibit
Number Exhibit
- ------- -------
10.3 Form of Participation Agreement for the Angelica
Corporation Management Retention and Incentive Plan with
attachment setting out officers covered under such
agreements and the "Benefit Multiple" listed for each -
Form 10-K for fiscal year ended 1/30/93, Exhibit 10.3.**
10.4 Performance Shares Plan Agreement between the Company and
T.M. Armstrong dated February 20, 1989 - Form 10-K for
fiscal year ended 1/30/93, Exhibit 10.4.**
10.5 Performance Shares Plan Agreement between the Company and
G.P. Byrd dated February 20, 1989 - Form 10-K for fiscal
year ended 1/30/93, Exhibit 10.5.**
10.6 Performance Shares Plan Agreement between the Company and
L.J. Young dated February 20, 1989 - Form 10-K for fiscal
year ended 1/30/93, Exhibit 10.7.**
10.7 Angelica Corporation Stock Option Plan (restated) - Form
10-K for fiscal year ended 2/1/92, exhibit 19.1.**
10.8 Angelica Corporation Stock Award Plan - Form 10-K for
fiscal year ended 2/1/92, exhibit 10.**
10.9 Angelica Corporation Retirement Savings Plan, as amended
and restated - Form 10-K for fiscal year ended 1/27/90,
exhibit 19.3, incorporating all amendments thereto through
the date of this filing.**
10.10 Supplemental Plan - Form 10-K for fiscal year ended
1/27/90, exhibit 19.10, incorporating all amendments
thereto through the date of this filing.**
10.11 Incentive Compensation Plan (restated) - Form 10-K for
fiscal year ended 1/27/90, exhibit 19.11.**
10.12 Deferred Compensation Option Plan for Selected Management
Employees - Form 10-K for fiscal year ended 1/26/91,
exhibit 19.9, incorporating all amendments thereto filed
through the date of this filing.**
10.13 Deferred Compensation Option Plan for Directors - Form 10-
K for fiscal year ended 1/26/91, exhibit 19.8,
incorporating all amendments thereto filed through the
date of this filing.**
10.14 Supplemental and Deferred Compensation Trust - Form 10-K
for fiscal year ended 2/1/92, exhibit 19.5.**
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Exhibit
Number Exhibit
- ------- -------
10.15 Management Retention Trust - Form 10-K for fiscal year
ended 2/1/92, exhibit 19.4.**
10.16 Performance Shares Plan for Selected Senior Management
(restated) - Form 10-K for fiscal year ended 1/26/91,
exhibit 19.3.**
10.17 Management Retention and Incentive Plan (restated) - Form
10-K for fiscal year ended 1/26/91, exhibit 19.1.**
10.18 Non-Employee Directors Stock Plan - Form 10-K for fiscal
year ended 1/27/90, exhibit 10.3, incorporating all
amendments thereto through the date of this filing.**
10.19 Restated Deferred Compensation Plan for Non-Employee
Directors - Form 10-K for fiscal year ended 1/28/84,
exhibit 10 (v).**
10.20 Angelica Corporation Stock Bonus and Incentive Plan -
Registration Statement No. 33-50960, exhibit 4.4, filed
August 18, 1992, incorporating all amendments thereto
through the date of this filing.**
10.21 Angelica Corporation Pension Plan as Amended and Restated
- Form 10-K for fiscal year ended 1/26/91, exhibit 19.7.**
13 Certain portions of the Annual Report to Shareholders for
the fiscal year ended January 29, 1994, which have been
incorporated by reference.*
21 Subsidiaries*
23 Consent of Independent Public Accountants*
24 Power of Attorney*
99.1 Annual Report on Form 11-K for the Angelica Corporation
Retirement Savings Plan.*
99.2 Annual Report on Form 11-K for the Angelica Corporation
Collinwood 401(k) Plan.*
99.3 Annual Report on Form 11-K for the Angelica Corporation
Savannah 401(k) Plan.*
99.4 Annual Report on Form 11-K for the Angelica Corporation
Missouri Plants 401(k) Plan.*
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The Company will furnish to any record or beneficial shareholder
requesting a copy of this Annual Report on Form 10-K a copy of any
exhibit indicated in the above list as filed with this Annual Report on
Form 10-K upon payment to it of its expenses in furnishing such exhibit.
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