UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-Q
(Mark One)
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 30,June 29, 2013
or
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: 0-14938
STANLEY FURNITURE COMPANY, INC.
(Exact name of registrant as specified in its charter)
Delaware |
| 54-1272589 | |||||
|
| ||||||
1641 Fairystone Park Highway, Stanleytown, VA 24168200 North Hamilton Street, High Point, North Carolina, 27260
(Address of principal executive offices, Zip Code)
(276) 627- 2010(336-884-7701)
(Registrant’s telephone number, including area code)
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)(x) No ( )
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes (X) No ( )
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act, (check one):
Large accelerated filer |
| Accelerated filer | |
| |||
Non-accelerated filer x | Smaller reporting company o | ||
| (Do not check if a smaller reporting company) |
|
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes ( ) No (X)(x)
As of AprilJuly 12, 2013, 14,486,02214,513,204 shares of common stock of Stanley Furniture Company, Inc., par value $.02value$.02 per share, were outstanding.
PART I. FINANCIAL INFORMATION
ITEM 1.FINANCIAL STATEMENTS
STANLEY FURNITURE COMPANY, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
(unaudited)
| March 30, |
| December 31, | ||
| 2013 |
| 2012 | ||
ASSETS |
|
|
|
|
|
Current assets: |
|
|
|
|
|
Cash | $ | 6,605 |
| $ | 10,930 |
Restricted cash |
| 1,737 |
|
| 1,737 |
Short-term investments |
| 20,000 |
|
| 25,000 |
Accounts receivable, less allowances of $779 and $654 |
| 12,071 |
|
| 10,028 |
Inventories: |
|
|
|
|
|
Finished goods |
| 31,113 |
|
| 30,980 |
Work-in-process |
| 2,107 |
|
| 1,845 |
Raw materials |
| 2,127 |
|
| 2,235 |
Total inventories |
| 35,347 |
|
| 35,060 |
|
|
|
|
|
|
Prepaid and other current assets |
| 3,526 |
|
| 3,438 |
Deferred taxes |
| 846 |
|
| 962 |
Total current assets |
| 80,132 |
|
| 87,155 |
|
|
|
|
|
|
Property, plant and equipment, net |
| 20,423 |
|
| 19,870 |
Other assets |
| 3,815 |
|
| 3,691 |
Total assets | $ | 104,370 |
| $ | 110,716 |
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
Accounts payable |
| 5,552 |
|
| 8,667 |
Accrued salaries, wages and benefits |
| 3,115 |
|
| 3,826 |
Other accrued expenses |
| 2,380 |
|
| 2,421 |
Total current liabilities |
| 11,047 |
|
| 14,914 |
|
|
|
|
|
|
Deferred income taxes |
| 846 |
|
| 962 |
Other long-term liabilities |
| 7,471 |
|
| 7,601 |
Total liabilities |
| 19,364 |
|
| 23,477 |
|
|
|
|
|
|
STOCKHOLDERS’ EQUITY |
|
|
|
|
|
Common stock, $.02 par value, 25,000,000 shares authorized,14,487,111 and 14,566,099 shares issued and outstanding |
| 282 |
|
| 284 |
Capital in excess of par value |
| 14,914 |
|
| 15,018 |
Retained earnings |
| 70,327 |
|
| 72,421 |
Accumulated other comprehensive loss |
| (517) |
|
| (484) |
Total stockholders’ equity |
| 85,006 |
|
| 87,239 |
Total liabilities and stockholders’ equity | $ | 104,370 |
| $ | 110,716 |
| June 29, 2013 |
| December 31, 2012 | ||
|
| ||||
ASSETS |
|
|
|
|
|
Current assets: |
|
|
|
|
|
Cash | $ | 12,778 |
| $ | 10,930 |
Restricted cash |
| 1,737 |
|
| 1,737 |
Short-term investments |
| 10,000 |
|
| 25,000 |
Accounts receivable, less allowances of $867 and $654 |
| 12,744 |
|
| 10,028 |
Inventories: |
|
|
|
|
|
Finished goods |
| 28,112 |
|
| 30,980 |
Work-in-process |
| 1,688 |
|
| 1,845 |
Raw materials |
| 1,940 |
|
| 2,235 |
Total inventories |
| 31,740 |
|
| 35,060 |
|
|
|
|
|
|
Prepaid and other current assets |
| 4,111 |
|
| 3,438 |
Deferred taxes |
| 724 |
|
| 962 |
Total current assets |
| 73,834 |
|
| 87,155 |
|
|
|
|
|
|
Property, plant and equipment, net |
| 21,517 |
|
| 19,870 |
Other assets |
| 6,700 |
|
| 3,691 |
Total assets | $ | 102,051 |
| $ | 110,716 |
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
Accounts payable | $ | 5,054 |
| $ | 8,667 |
Accrued salaries, wages and benefits |
| 4,969 |
|
| 3,826 |
Other accrued expenses |
| 2,290 |
|
| 2,421 |
Total current liabilities |
| 12,313 |
|
| 14,914 |
|
|
|
|
|
|
Deferred income taxes |
| 724 |
|
| 962 |
Other long-term liabilities |
| 7,347 |
|
| 7,601 |
Total liabilities |
| 20,384 |
|
| 23,477 |
|
|
|
|
|
|
STOCKHOLDERS’ EQUITY |
|
|
|
|
|
Common stock, $.02 par value, 25,000,000 shares authorized,14,513,204 and 14,566,099 shares issued and outstanding |
| 283 |
|
| 284 |
Capital in excess of par value |
| 15,137 |
|
| 15,018 |
Retained earnings |
| 66,798 |
|
| 72,421 |
Accumulated other comprehensive loss |
| (551) |
|
| (484) |
Total stockholders’ equity |
| 81,667 |
|
| 87,239 |
Total liabilities and stockholders’ equity | $ | 102,051 |
| $ | 110,716 |
|
|
|
|
|
|
The accompanying notes are an integral part of the consolidated financial statements.
2
STANLEY FURNITURE COMPANY, INC.
CONSOLIDATED STATEMENTS OF INCOMEOPERATIONS
(in (in thousands, except per share data)
(unaudited)
| Three Months | Three Months Ended |
| Six Months Ended | ||||||||||||
| Ended |
| ||||||||||||||
| March 30, |
| March 31, |
| June 29, |
| June 30, |
| June 29, |
| June 30, | |||||
| 2013 |
| 2012 |
| 2013 |
|
| 2012 |
|
| 2013 |
|
| 2012 | ||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Net sales | $ | 26,052 |
| $ | 26,781 | $ | 24,166 |
| $ | 24,428 |
| $ | 50,218 |
| $ | 51,209 |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Cost of sales |
| 22,667 |
|
| 23,184 |
| 21,986 |
|
| 21,350 |
|
| 44,653 |
|
| 44,534 |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Gross profit |
| 3,385 |
| 3,597 |
| 2,180 |
| 3,078 |
| 5,565 |
| 6,675 | ||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Selling, general and administrative expenses |
| 4,857 |
|
| 4,581 | |||||||||||
Selling, general, and administrative expenses |
| 5,108 |
|
| 4,484 |
|
| 9,965 |
|
| 9,065 | |||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Operating loss |
| (1,472) |
| (984) |
| (2,928) |
| (1,406) |
| (4,400) |
| (2,390) | ||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Income from Continued Dumping and Subsidy Offset Act,net |
| - |
| 39,361 |
| - |
| 39,361 | ||||||||
Other income, net |
| 2 |
| 21 |
| 16 |
| 20 |
| 18 |
| 41 | ||||
Interest income |
| 21 |
| 6 |
| 22 |
| 19 |
| 43 |
| 25 | ||||
Interest expense |
| 652 |
|
| 602 |
| 648 |
|
| 518 |
|
| 1,300 |
|
| 1,120 |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Loss before income taxes |
| (2,101) |
| (1,559) | ||||||||||||
(Loss) income before taxes |
| (3,538) |
| 37,476 |
| (5,639) |
| 35,917 | ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Income tax expense (benefit) |
| (7) |
|
| 4 | |||||||||||
Income tax (benefit) expense |
| (9) |
| 616 |
|
| (16) |
| 620 | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Net loss | $ | (2,094) |
| $ | (1,563) | |||||||||||
Net (loss) income | $ | (3,529) |
| $ | 36,860 |
| $ | (5,623) |
| $ | 35,297 | |||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Loss per share: |
|
|
|
| ||||||||||||
|
|
|
|
| ||||||||||||
(Loss) income per share: |
|
|
|
|
|
|
|
| ||||||||
Basic | $ | (.15) |
| $ | (.11) | $ | (.25) |
| $ | 2.57 |
| $ | (.40) |
| $ | 2.46 |
Diluted | $ | (.15) |
| $ | (.11) | $ | (.25) |
| $ | 2.54 |
| $ | (.40) |
| $ | 2.44 |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Weighted average shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
|
| ||||||||||||
Basic |
| 14,162 |
|
| 14,345 |
| 14,127 |
|
| 14,345 |
|
| 14,148 |
|
| 14,345 |
Diluted |
| 14,162 |
|
| 14,345 |
| 14,127 |
|
| 14,493 |
|
| 14,148 |
|
| 14,444 |
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the consolidated financial statements.
STANLEY FURNITURE COMPANY, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands, except per share data)
| Three MonthsEnded | ||||
| March 30, |
| March 31, | ||
| 2013 |
| 2012 | ||
|
|
|
|
|
|
Net loss | $ | (2,094) |
| $ | (1,563) |
Other comprehensive loss: |
|
|
|
|
|
Amortization of prior service benefit |
| (41) |
|
| (45) |
Amortization of actuarial loss |
| 8 |
|
| 7 |
Adjustments to net periodic benefit cost |
| (33) |
|
| (38) |
Comprehensive loss | $ | (2,127) |
| $ | (1,601) |
|
|
|
|
|
|
The accompanying notes are an integral part of the consolidated financial statements. |
4
STANLEY FURNITURE COMPANY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOW (LOSS)
(in thousands)
(unaudited)
| Three Months Ended | ||||
| March 30, |
| March 31, | ||
| 2013 |
| 2012 | ||
Cash flows from operating activities: |
|
|
|
|
|
Cash received from customers | $ | 23,960 |
| $ | 26,097 |
Cash paid to suppliers and employees |
| (30,909) |
|
| (29,234) |
Interest received, net |
| 18 |
|
| 3 |
Income taxes paid, net |
| (96) |
|
| (68) |
Net cash used by operating activities |
| (7,027) |
|
| (3,202) |
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Sale of short-term securities |
| 5,000 |
|
|
|
Capital expenditures |
| (1,151) |
|
| (1,835) |
Purchase of other assets |
| (761) |
|
| (401) |
Net cash provided (used) by investing activities |
| 3,088 |
|
| (2,236) |
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
Purchase and retirement of common stock |
| (353) |
|
|
|
Capital lease payments |
| (33) |
|
| (33) |
Net cash used by financing activities |
| (386) |
|
| (33) |
|
|
|
|
|
|
Net decrease in cash |
| (4,325) |
|
| (5,471) |
Cash at beginning of period |
| 10,930 |
|
| 15,700 |
Cash at end of period | $ | 6,605 |
| $ | 10,229 |
|
|
|
|
|
|
Reconciliation of net loss to net cash used by operating activities: |
|
|
|
|
|
Net loss | $ | (2,094) |
| $ | (1,563) |
Depreciation and amortization |
| 448 |
|
| 415 |
Stock-based compensation |
| 247 |
|
| 187 |
|
|
|
|
|
|
Changes in assets and liabilities: |
|
|
|
|
|
Accounts receivable |
| (2,043) |
|
| (633) |
Inventories |
| (287) |
|
| (648) |
Prepaid expenses and other current assets |
| (88) |
|
| 235 |
Accounts payable |
| (2,962) |
|
| (778) |
Accrued salaries, wages and benefits |
| (721) |
|
| (951) |
Other accrued expenses |
| (79) |
|
| 19 |
Other assets |
| 649 |
|
| 599 |
Other long-term liabilities |
| (97) |
|
| (84) |
Net cash used by operating activities | $ | (7,027) |
| $ | (3,202) |
| Three Months Ended |
| Six Months Ended | ||||||||
|
| ||||||||||
|
| June 29, |
|
| June 30, |
|
| June 29, |
|
| June 30, |
|
| 2013 |
|
| 2012 |
|
| 2013 |
|
| 2012 |
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income | $ | (3,529) |
| $ | 36,860 |
| $ | (5,623) |
| $ | 35,297 |
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
|
|
Amortization of prior service benefit |
| (42) |
|
| (44) |
|
| (84) |
|
| (89) |
Amortization of actuarial loss |
| 8 |
|
| 7 |
|
| 17 |
|
| 14 |
Adjustments to net periodic benefit cost |
| (34) |
|
| (37) |
|
| (67) |
|
| (75) |
Comprehensive (loss) income | $ | (3,563) |
| $ | 36,823 |
| $ | (5,690) |
| $ | 35,222 |
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the consolidated financial statements.
STANLEY FURNITURE COMPANY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
| Six Months Ended | ||||
|
| June 29, |
|
| June 30, |
|
| 2013 |
|
| 2012 |
Cash flows from operating activities: |
|
|
|
|
|
Cash received from customers | $ | 47,430 |
| $ | 50,995 |
Cash paid to suppliers and employees |
| (55,712) |
|
| (56,080) |
Cash from Continued Dumping and Subsidy Offset Act |
| - |
|
| 39,856 |
Interest paid, net |
| (2,378) |
|
| (2,265) |
Income taxes paid, net |
| (124) |
|
| (728) |
Net cash (used) provided by operating activities |
| (10,784) |
|
| 31,778 |
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Sale of short-term securities |
| 15,000 |
|
| - |
Purchase of short-term securities |
| - |
|
| (20,000) |
Capital expenditures |
| (2,715) |
|
| (2,635) |
Purchase of other assets |
| (1,670) |
|
| (1,266) |
Proceeds from sale of assets |
| - |
|
| 47 |
Net cash provided (used) by investing activities |
| 10,615 |
|
| (23,854) |
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
Purchase and retirement of common stock |
| (358) |
|
| - |
Proceeds from insurance policy loans |
| 2,416 |
|
| 2,283 |
Proceeds from exercise of stock options |
| 25 |
|
| - |
Capital lease payments |
| (66) |
|
| (66) |
Net cash provided by financing activities |
| 2,017 |
|
| 2,217 |
|
|
|
|
|
|
Net increase in cash |
| 1,848 |
|
| 10,141 |
Cash at beginning of period |
| 10,930 |
|
| 15,700 |
Cash at end of period | $ | 12,778 |
| $ | 25,841 |
|
|
|
|
|
|
Reconciliation of net (loss) income to net cash used by operating activities: |
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income | $ | (5,623) |
| $ | 35,297 |
Depreciation and amortization |
| 991 |
|
| 884 |
Stock-based compensation |
| 450 |
|
| 388 |
Gain on disposal of assets |
| - |
|
| (43) |
|
|
|
|
|
|
Changes in assets and liabilities: |
|
|
|
|
|
Accounts receivable |
| (2,716) |
|
| (176) |
Inventories |
| 3,320 |
|
| 1,543 |
Prepaid expenses and other current assets |
| (2,938) |
|
| (2,422) |
Accounts payable |
| (3,738) |
|
| (3,915) |
Accrued salaries, wages and benefits |
| 1,139 |
|
| 411 |
Other accrued expenses |
| (209) |
|
| 449 |
Other assets |
| (1,272) |
|
| (1,170) |
Other long-term liabilities |
| (188) |
|
| 532 |
Net cash (used) provided by operating activities | $ | (10,784) |
| $ | 31,778 |
|
|
|
|
|
|
The accompanying notes are an integral part of the consolidated financial statements.
STANLEY FURNITURE COMPANY, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except per share data)
(unaudited)
1. Preparation of Interim Unaudited Consolidated Financial Statements
The consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). In our opinion, these statements include all adjustments necessary for a fair presentation of the results of all interim periods reported herein. All such adjustments are of a normal recurring nature.Certainnature. Certain information and footnote disclosures prepared in accordance with generally accepted accounting principles have been either condensed or omitted pursuant to SEC rules and regulations. However, we believe that the disclosures made are adequate for a fair presentation of results of operations and financial position. Operating results for the interim periods reported herein may not be indicative of the results expected for the year. We suggest that these consolidated financial statements be read in conjunction with the consolidated financial statements and accompanying notes included in our latest Annual Report on Form 10-K.
Revision of 2012 Comprehensive Income
A correction of an immaterialpresentation error was made in the Consolidated Statements of Comprehensive Income for the prior year quarter.
three and six month periods.
2. Property, Plant and Equipment
| March 30, |
| December 31, | June 29, 2013 |
| December 31, 2012 | ||||
| 2013 |
| 2012 |
| ||||||
Land and buildings | $ | 13,896 |
| $ | 13,896 | $ | 13,896 |
| $ | 13,896 |
Machinery and equipment |
| 28,406 |
|
| 28,406 |
| 28,406 |
| 28,406 | |
Office furniture and equipment |
| 1,153 |
|
| 1,153 |
| 1,153 |
| 1,153 | |
Construction in process |
| 1,520 |
|
| 522 |
| 3,084 |
| 522 | |
Property, plant and equipment, at cost |
| 44,975 |
|
| 43,977 |
| 46,539 |
| 43,977 | |
Less accumulated depreciation |
| 24,552 |
|
| 24,107 |
| 25,022 |
| 24,107 | |
Property, plant and equipment, net | $ | 20,423 |
| $ | 19,870 | $ | 21,517 |
| $ | 19,870 |
3. Income taxes
During the threesix months of 2013, we recorded a non-cash charge to our valuation allowance of $973,000$2.5 million, increasing our valuation allowance against deferred tax assets to $4.5$6.0 million at March 30, 2013.TheJune 29, 2013. The primary assets covered by this valuation allowance are net operating losses. The valuation allowance was calculated in accordance with the provisions of ASC 740, Income Taxes, which requires an assessment of both positive and negative evidence when measuring the need for a valuation allowance.Ourallowance. Our results over the most recent three-year period were heavily affected by our business restructuring activities.Ouractivities. Our cumulative operating loss in the most recent three-year period, in our view, represented sufficient negative evidence to require a valuation allowance under the provisions of ASC 740, Income Taxes. We intend to maintain a valuation allowance until sufficient positive evidence exists to support its reversal. Although realization is not assured, we have concluded that the remaining net deferred tax asset in the amount of $846,000$724 will be realized based on the reversal of existingdeferredexisting deferred tax liabilities. The amount of the deferred tax assets actually realized, however, could vary if there are differences in the timing or amount of future reversals of existing deferred tax liabilities. Should we determine that we will not be able to realize all or part of our deferred tax asset in the future, an adjustment to the deferred tax asset will be charged to income in the period such determination is made.
During the six months of 2012, we utilized $39.4 million of our net operating loss carry forwards against the income recognized by proceeds from the Continued Dumping and Subsidy Offset Act distributed by U.S. Customs and Border Protection in April of 2012. The income tax expense recognized during the three and six month periods was primarily generated from the federal alternative minimum tax. The alternative minimum tax limited our ability to offset income generated during the period with net operating loss carry forwards.
The major reconciling items between our effective income tax rate and the federal statutory rate are the increasechanges in our valuation allowance and the cash surrender value on life insurance policies.
6
4. Employee BenefitsBenefit Plans
Components of other postretirement benefit cost:
| Three Months Ended |
| Six Months Ended | |||||||||||||
| Three Months Ended |
| ||||||||||||||
| March 30, |
| March 31, | June 29, 2013 |
| June 30, 2012 |
| June 29, 2013 |
| June 30, 2012 | ||||||
| 2013 |
| 2012 |
|
|
| ||||||||||
Interest cost | $ | 25 |
| $ | 33 | $ | 25 |
| $ | 32 |
| $ | 50 |
| $ | 65 |
Amortization of prior service benefit |
| (41) |
|
| (45) | (42) |
| (44) |
| (84) |
| (89) | ||||
Amortization of accumulated loss |
| 8 |
|
| 7 | |||||||||||
Net periodic postretirement benefit income | $ | (8) |
| $ | (5) | |||||||||||
Amortization of actuarial loss |
| 8 |
|
| 7 |
|
| 17 |
|
| 14 | |||||
Net periodic postretirement benefit cost (benefit) | $ | (9) |
| $ | (5) |
| $ | (17) |
| $ | (10) |
5. Stockholders’ Equity
Basic earnings per common share are based upon the weighted average shares outstanding.Outstandingoutstanding. Outstanding stock options and restricted stock are treated as potential common stock for purposes of computing diluted earnings per share.Basicshare. Basic and diluted earnings per share are calculated using the following share data:
| Three Months Ended | ||
| March 30, |
| March 31, |
| 2013 |
| 2012 |
|
|
|
|
Weighted average shares outstanding for basic calculation | 14,162 |
| 14,345 |
Add: Effect of dilutive stock options |
|
|
|
Weighted average shares outstanding,adjusted for diluted calculation | 14,162 |
| 14,345 |
| Three Months |
| Six Months | ||||
| Ended |
| Ended | ||||
| June 29, |
| June 30, |
| June 29, |
| June 30, |
| 2013 |
| 2012 |
| 2013 |
| 2012 |
Weighted average shares outstanding for basic calculation | 14,127 |
| 14,345 |
| 14,148 |
| 14,345 |
Add: Effect of dilutive stock options and restricted stock | - |
| 148 |
| - |
| 99 |
Weighted average shares outstanding adjusted for diluted calculation | 14,127 |
| 14,493 |
| 14,148 |
| 14,444 |
InDuring the 2013three and 2012 first quartersix month periods ended June 29, 2013, the dilutive effect of outstanding stock options and restricted stock is not recognized since we have a net loss.loss for those periods. Approximately 2.1 million shares in 2013 and 1.8 million shares in 2012 arewere issuable upon the exercise of stock options. During the three and six month periods ended June 30, 2012, approximately 700,000 stock options which were not included inexcluded from the diluted per share calculation becauseas they werewould be anti-dilutive. Also, 367,000381,000 shares in 2013 and 179,000 shares in 2012 of restricted stock in 2013 were not included because they were anti-dilutive.
A reconciliation of the activity in Stockholders’ Equity accounts for the quarter ended March 30,first half of 2013 is as follows:
|
Common Stock |
|
Capital in Excess of Par Value |
|
Retained Earnings |
|
Accumulated Other Comprehensive Loss | ||||
Balance, December 31, 2012 | $ | 284 |
| $ | 15,018 |
| $ | 72,421 |
| $ | (484) |
Net loss | - |
| - |
| (5,623) |
| - | ||||
Stock repurchased | (1) |
| (356) |
| - |
| - | ||||
Stock-based compensation | - |
| 450 |
| - |
| - | ||||
Exercise of stock options | - |
| 25 |
| - |
| - | ||||
Adjustment to net periodic benefit cost |
| - |
|
| - |
|
| - |
|
| (67) |
Balance, June 29,2013 | $ | 283 |
| $ | 15,137 |
| $ | 66,798 |
| $ | (551) |
|
|
|
| Capital in Excess of Par Value |
|
|
|
| Accumulated Other Comprehensive Loss | ||
| Common Stock |
|
| Retained Earnings |
| ||||||
|
|
|
| ||||||||
Balance, December 31, 2012 | $ | 284 |
| $ | 15,018 |
| $ | 72,421 |
| $ | (484) |
Net loss |
|
|
|
|
|
|
| (2,094) |
|
|
|
Stock repurchased |
| (2) |
|
| (351) |
|
|
|
|
|
|
Stock-based compensation |
|
|
|
| 247 |
|
|
|
|
|
|
Adjustment to net periodic benefit cost |
|
|
|
|
|
|
|
|
|
| (33) |
Balance, March 30,2013 | $ | 282 |
| $ | 14,914 |
| $ | 70,327 |
| $ | (517) |
6. Restructuring and Related Charges
In 2011, we evaluated our overall warehousing and distribution requirements for our Stanley Furniture product line and concluded only a portion of the leased warehouse space in Stanleytown, Virginia would be required. Therefore, a restructuring charge for future lease obligations of $499,000 was taken in 2011, and an additional charge of $418,000 was taken in the 2nd quarter of 2012 for the portions of the Stanleytown warehouse facility no longer used.
In 2012, we made the strategic decision to consolidate our corporate office and High Point showroom into a single multi-purpose facility in High Point, North Carolina.During the current quarter, six month period, we recorded $260,000$522 in restructuring charges in selling, general and administrative expenses for severance and relocation costs associated with this move and consolidation.
Restructuring accrual activity for the threesix months ending March 30,June 29, 2013 was as follows:
| Lease Obligations |
| Severance and other termination costs |
| Total | |||
Accrual at January 1, 2013 | $ | 732 |
| $ | - |
| $ | 732 |
Charges to expense | - |
|
| 522 |
| 522 | ||
Cash payments |
| (122) |
|
| (235) |
|
| (357) |
Accrual at June 29, 2013 | $ | 610 |
| $ | 287 |
| $ | 897 |
| Lease Obligations |
| Severance and other termination costs |
|
|
| ||
|
|
| Total | |||||
Accrual at January 1, 2013 | $ | 732 |
|
|
|
| $ | 732 |
Charges to expense |
|
|
| $ | 260 |
|
| 260 |
Cash payments |
| (61) |
|
| (54) |
|
| (115) |
Accrual at March 30, 2013 | $ | 671 |
| $ | 206 |
| $ | 877 |
Restructuring accrual activity for the threesix months ending March 31,June 30, 2012 was as follows:
| Lease Obligations |
| Severance and other termination costs |
|
|
|
| |||||||||||||||
|
|
| Other Cost |
| Total | Lease Obligations |
| Severance and other termination costs |
| Other Cost |
| Total | ||||||||||
Accrual at January 1, 2012 | $ | 499 |
| $ | 57 |
| $ | 50 |
| $ | 606 | $ | 499 |
| $ | 57 |
| $ | 50 |
| $ | 606 |
Charges and adjustments to expense |
|
|
|
| 49 |
| (40) |
|
| 9 | 418 |
| 17 |
| (40) |
| 395 | |||||
Cash payments |
| (31) |
|
| (52) |
|
| (10) |
|
| (93) |
| (63) |
|
| (74) |
|
| (10) |
|
| (147) |
Accrual at March 31, 2012 | $ | 468 |
| $ | 54 |
| $ | - |
| $ | 522 | |||||||||||
Accrual at June 30, 2012 | $ | 854 |
| $ | - |
| $ | - |
| $ | 854 |
The restructuring accrual is classified as “Other accrued expenses”.
8
ITEM 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations
Results of Operations
The following table sets forth the percentage relationship to net sales of certain items included in the Consolidated Statements of Income:
| Three Months Ended |
| Three Months Ended |
| Six Months Ended | |||||||||
| March 30, |
|
| March 31, |
| June 29, |
| June 30, |
| June 29, |
| June 30, | ||
| 2013 |
|
| 2012 |
| 2013 |
| 2012 |
| 2013 |
| 2012 | ||
Net sales | 100.0 | % |
| 100.0 | % | 100.0% |
| 100.0% |
| 100.0% |
| 100.0% | ||
Cost of sales | 87.0 |
|
| 86.6 |
| 91.0 |
| 87.4 |
| 88.9 |
| 87.0 | ||
Gross profit | 13.0 |
|
| 13.4 |
| 9.0 |
| 12.6 |
| 11.1 |
| 13.0 | ||
Selling, general and administrative expenses | 18.6 |
|
| 17.1 |
| 21.1 |
| 18.4 |
| 19.8 |
| 17.7 | ||
Operating loss | (5.6) |
|
| (3.7) |
| (12.1) |
| (5.8) |
| (8.7) |
| (4.7) | ||
CDSOA income, net | - |
| 161.1 |
| - |
| 76.9 | |||||||
Other income, net |
|
|
| .1 |
| .1 |
| .1 |
| - |
| .1 | ||
Interest expense, net | 2.4 |
|
| 2.2 |
| 2.6 |
| 2.0 |
| 2.5 |
| 2.2 | ||
Loss before income taxes | (8.0) |
|
| (5.8) |
| |||||||||
Income tax (benefit) |
|
|
|
|
| |||||||||
Net loss | (8.0) | % |
| (5.8) | % | |||||||||
|
|
|
|
| ||||||||||
(Loss) income before income taxes | (14.6) |
| 153.4 |
| (11.2) |
| 70.1 | |||||||
Income tax | - |
| 2.5 |
| - |
| 1.2 | |||||||
Net (loss) income | (14.6)% |
| 150.9% |
| (11.2)% |
| 68.9% |
Net sales decreased $729,000, or 2.7%, for the three month period ended March 30,June 29, 2013 decreased $262,000, or 1.1%, from the comparable 2012 period. For the six month period which was our strongest quarter in 2012.ended June 29, 2013, net sales decreased $991,000, or 1.9% from the comparable 2012 six month period. The decrease was due primarily to lower average selling pricesunit volume and, to a lesser extent, lower unit volume.average selling prices. The lower average selling prices are primarily related to promotions anddiscounting of existing designs from the Stanley Furniture product line as part of a sales growth initiative to gain retail floor sample placements, but also are related to the discounting of obsolete inventory on the Young America product line.
Gross profit for the current three month period was $2.2 million, or 9.0% of net sales. Gross profit decreased from $3.1 million, or 12.6% of net sales, from the comparable three month period of 2012. Gross profit for the first three monthshalf of 2013 decreased to $3.4$5.6 million, or 11.1% of net sales, from $6.7 million, or 13.0% of net sales, from $3.6 million, or 13.4% of net sales, for the comparable threesix months of 2012. The slightcomparable prior year three and six month periods include restructuring related charges associated with the consolidation of our Virginia warehousing operations of $474,000. The reduction in gross profit for both periods was driven mostly by the increased discountingon our Young America product lineand inflation on imported product most of which was offset by continuedthe Stanley Furniture line. Continued operating improvements at ourthe Young America manufacturing facility in Robbinsville, NC.NC have provided some offset to these increased costs.
Selling, general and administrative expenses increased to $4.9 million, or 18.6%for the three and six month periods of 2013 as a percentage of net sales were 21.1% and 19.8%, respectively, compared to 18.4% and 17.7% for the comparable 2012periods. The higher percentage in the current three and six month periods is primarily the result of increased expenditures and, to a lesser extent, lower sales. Selling, general and administrative expenses for the three and six month periods increased $624,000 and $900,000, respectively, compared to the 2012 periods. The current year expenses include restructuring charges associated with consolidating the corporate offices of $262,000 for the three month period of 2013 from $4.6 million, or 17.1% of net sales,and $522,000 for the comparable threesix month period of 2012.The current year expenses include a $260,000 restructuring charge associated with consolidating our corporate offices and High Point showroom into a single multi-purpose facility in High Point, North Carolina.Excludingperiod. Excluding these one-time costs, ourhigher current year expenditures were essentially flat with prior year. We expect to incur an additional $300,000 to $350,000 during the second quarter of 2013 to complete our consolidation.driven by increased showroom, marketing and advertising costs.
As a result, of the above, operating loss including the restructuring charge, as a percentage of net sales was 5.6%12.1% and 8.7% for the three and six month periodperiods of 2013 compared to a loss of 3.7%5.8% and 4.7% for the comparable 2012 period.periods.
During the prior year three month period we recorded income, net of expenses, of $39.4 million from the receipt of funds under the Continued Dumping and Subsidy Offset Act (CDSOA).
Net interest expense for the three month period of 2013 increased $35,000$127,000 from the comparable 2012 period and $162,000 for the six month period. Interest expense is primarily composed of interest on insurance policy loans from a legacy deferred compensation plan.plan, which increases annually based on growth in cash surrender value.
Our effective tax rate for the current three and six months is essentially zero since we have established a full valuation allowance for our deferred tax assets in excess of our deferred tax liabilities. The expense in the prior year period is primarily the result of federal alternative minimum tax on the receipt of proceeds from the CDSOA distributed by U.S. Customs and Border Protection in April of last year. Federal alternative minimum tax regulations limit the ability to offset all of the income generated in the period with net operating loss carry forwards.
Financial Condition, Liquidity and Capital Resources
Sources of liquidity include cash on hand and cash generated from operations. We expect cash on hand to be adequate for ongoing operational and capital expenditures for the foreseeable future. At March 30,June 29, 2013, we had $6.6$12.8 million in cash, $1.7 million in restricted cash and $20.0$10.0 million of short-term investments.
Working capital, excluding cash, restricted cash and short-term investments, increased to $40.7$37.0 million at March 30,June 29, 2013 from $34.6 million on December 31, 2012. The increase was primarily the result of a reduction of $3.7 million in accounts payable and an increase of $2.7 million in accounts receivable. Partially offsetting this working capital increase was a reduction in inventories of $3.3 million and other miscellaneous accruals of $700,000.
Cash used by operations was $7.0$10.8 million in the current quartersix month period of 2013 compared to $3.2cash provided by operations of $31.8 million in the comparable prior year quarter.period. The increase in cash used by operations in 2013 was primarily relateda result of operating losses and to a decreasefund working capital. The cash provided by operations in cash receivedthe prior year was the result of the receipt of $39.9 million in proceeds from customers during the period, driven primarily by lower fourth quarter sales and higher cash paid to suppliers for finished goods that support our import business and raw materials to support our domestic operations.CDSOA.
Net cash provided by investing activities was $3.1$10.6 million in the current quartersix month period of 2013 compared to a use of $2.2$23.9 million in the comparable prior year quarter. During the first quartersix month period of 2013, we invested $750,000$2.1 million in capital expenditures for the consolidation of our corporate offices and High Point showroom and $400,000$640,000 in final equipment purchases as part of the modernization of our Young America manufacturing operation in Robbinsville, North Carolina that started in early 2011. We spent $760,000$1.7 million as part of our continued investment in improved information systems.our Enterprise Resource Planning (ERP) system. Offsetting these uses of cash was the maturity of a short term investment of $5.0$15.0 million. Cash usedDuring the first six months of 2012, we invested $20.0 million of our CDSOA proceeds in the prior year quarter was for the investment of $1.8short-term investments. In addition, we invested $2.6 million in capital expenditures foras part of the modernization of our Young America manufacturing operation in Robbinsville, North Carolina and $401,000 invested$1.3 million as part of our investment in improved information systems.We expect to spend approximately $1.5 million$500,000 in capital for the remainder of the year for completion of our corporate office and showroom and in normal capital expenditures, with $900,000 of that coming in the second quarter.expenditures. We plan to spend $1.3 million$400,000 on our information systemsERP system improvements for the remainder of 2013, with the majority of that amount occurring in the second quarter as well.2013.
Net cash usedprovided by financing activities was $386,000$2.0 million in the first quartercurrent six months of 2013 compared to $33,000$2.2 million in the comparable prior year quarter.period. Approximately $353,000$358,000 was used in the first quartersix months of 2013 to purchase and retire 78,98880,077 shares of our common stock. The remainingIn both years, cash was provided from loans against the cash surrender value of insurance policies. These proceeds were used to pay interest due on outstanding policy loans which is shown as a use of $33,000 during the current and prior periods was to fund our capital lease obligation.cash in operating activities.
Continued Dumping and Subsidy Offset Act (“CDSOA”)
The CDSOA provides for distribution of monies collected by U.S. Customs and Border Protection (“Customs”) for imports covered by antidumping duty orders entering the United States through September 30, 2007 to eligible domestic producers that supported a successful antidumping petition (“Supporting Producers”) concerningfor wooden bedroom furniture imported from China. Antidumping duties for merchandise entering the U.S. after September 30, 2007 have remainedremain with the U.S. Treasury.
9
Certain manufacturers who did not support the antidumping petition (“Non-Supporting Producers”) filed actions in the United States Court of International Trade, challenging the CDSOA’s “support requirement” and seeking to share in the distributions. As a result, Customs held back a portion of those distributions (the “Holdback”) pending resolution of the Non-Supporting Producers’ claims. The Court of International Trade dismissed all oftheof the actions of the Non-Supporting Producers, who appealed to the United States Court of Appeals for the Federal Circuit. Customs advised that it expected to distribute the Holdback to the Supporting Producers after March 9, 2012. The Non-Supporting Producers sought injunctions first from the Court of International Trade and, when those efforts were unsuccessful, from the Federal Circuit directing Customs to retain the Holdback until the Non-Supporting Producers’ appeals were resolved.
On March 5, 2012, the Federal Circuit denied the motions for injunction, “without prejudicing the ultimate disposition of these cases.” As a result, we received a CDSOA distribution in the amount of $39.9 million in April 2012.If2012. If the Federal Circuit were to reverse the decisions of the Court of International Trade and determine that the Non-Supporting Producers were entitled to CDSOA distributions, it is possible that Customs may seek to have us return all or a portion of our company’s share of that distribution.Therecent distribution. The Federal Circuit held oral arguments on March 8, 2013 concerning the appeals of two of the Non-Supporting Producers. Based on what we know today, we believe that the chance Customs will seek and be entitled to obtain a return is remote. We therefore recorded income, net of expenses, of $39.4 million in April 2012 as a result of the receipt of these funds.
In addition, according to Customs, as of October 1, 2012, approximately $8.9 million in duties had been secured by cash deposits and bonds on unliquidated entries of wooden bedroom furniture that are subject to the CDSOA, and this amount is potentially available for distribution under the CDSOA to eligible domestic producers in connection with the case involving wooden bedroom furniture imported from China. The amount ultimately distributed will be impacted by appeals concerning the results of the annual administrative review process, which can retroactively increase or decrease the actual duties owed on entries secured by cash deposits and bonds, by collection efforts concerning duties that may be owed, and by any applicable legislation and Customs’Custom’s interpretation of that legislation. Assuming that such funds are distributed and that our percentage allocation in future years is the same as it was for the 2011 distribution (approximately 30% of the funds distributed) and the $8.9 million in estimated antidumping duties secured by antidumping duty cash deposits and bondsthe government does not change as a result of appeals from the annual administrative review process or otherwise, we could receive approximately $2.7 million more in CDSOA funds.
In November 2012, Customs disclosed that it has again withheld funds from any available distribution associated with any cases involved in ongoing litigation until the amounts at issue in the pending litigation have been resolved.Customs withheld a total of $3.0$3.0 million in funds related to the antidumping duty order on wooden bedroom furniture from China which is in addition tothat was otherwise available for distribution until the amounts secured by cash deposits and bonds discussedat issue in the previous paragraph. pending litigation have been resolved. It is expected that Customs will continue withholding such funds until a final decision is reached in the pending litigation. Therefore,litigation.Therefore, no distributions were made in December 2012 for the case involving wooden bedroom furniture imported from China.
Recently, Customs also disclosed that as of April 30, 2013, an additional $1.1 million of total collected duties was potentially available for distribution in 2013 to eligible domestic manufacturers of wooden bedroom furniture. Customs noted that the final amounts available for distribution in 2013 could be higher or lower than the preliminary amounts due to liquidations, re-liquidations, protests, or other events affecting entries. This amount, at least in part, may have come from the security held by Customs as of October 1, 2012, but Customs has not updated the amount of duties that remain secured by cash deposits and bonds on un-liquidated entries of wooden bedroom furniture. We expect Customs to withhold these funds from distribution if a final decision is not reached in the pending litigation before the end of the fourth quarter of 2013.
Due to the uncertainty of the various legal and administrative processes, we cannot provide assurances as to the amount of additional CDSOA funds that ultimately will be received, if any, and we cannot predict when we may receive any additional CDSOA funds.
Critical Accounting Policies
There have been no material changes to our critical accounting policies and estimates from the information provided in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, included in our 2012 Annual Report on Form 10-K.
Forward-Looking Statements
Certain statements made in this report are not based on historical facts, but are forward-looking statements. These statements can be identified by the use of forward-looking terminology such as “believes,” “estimates,” “expects,” “may,” “will,” “should,” “could”, or “anticipates,” or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy.Thesestrategy. These statements reflect our reasonable judgment with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such risks and uncertainties include our success in profitably producing Young America products in our domestic manufacturing facility, a failure or interruption of our information technology infrastructure, disruptions in foreign sourcing including those arising from supply or distribution disruptions or those arising from changes in political, economic and social conditions, as well as laws and regulations, in countries from which we source products, international trade policies of the United States and countries from which we source products, lower sales due to worsening of current economicconditions,economic conditions, the cyclical nature of the furniture industry, business failures or loss of large customers, the inability to raise prices in response to inflation and increasing costs,a failure or interruption of our information technology infrastructure, failure to anticipate or respond to changes in consumer tastes and fashions in a timely manner, competition in the furniture industry including competition from lower-cost foreign manufacturers, the inability to obtain sufficient quantities of quality raw materials in a timely manner, environmental, health, and safety compliance costs, limited use of operating loss carry forwards due to ownership change, extended business interruption at our manufacturing facility, and the possibility that U.S. Customs and Border Protection may seek to reclaim all or a portion of the $39.9 million of Continued Dumping and Subsidy Offset Act (CDSOA) proceeds received in the second quarter of 2012. In addition, we have made certain forward looking statements with respect to payments we expect to receive under the CDSOA, which are subject to the risks and uncertainties described in our discussion of those payments that may cause the actual payments to be subject to claims for recovery or to differ materially from those in the forward looking statements. Any forward-looking statement speaks only as of the date of this filing, and we undertake no obligation to update or revise any forward-looking statements, whether as a result of new developments or otherwise.
10
ITEM 3.Quantitative and Qualitative Disclosures about Market Risk
None of our foreign sales or purchases are denominated in foreign currency and we do not have any foreign currency hedging transactions. While our foreign purchases are denominated in U.S. dollars, a relative decline in the value of the U.S. dollar could result in an increase in the cost of our products obtained from offshore sourcing and reduce our earnings or increase our losses, unless we are able to increase our prices for these items to reflect any such increased cost.
(a) Evaluation of disclosure controls and procedures. Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the Exchange Act). Based on this evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this quarterly report.
(b) Changes in internal controls over financial reporting. ThereWe implemented our new enterprise resource planning system in the second quarter of 2013. This system change was undertaken to improve our ability to support and enhance our business and customer base. Our core processes did not change with the implementation, but were enhanced to a more automated platform. As such, the implementation did not result in material changes to our internal control over financial reporting. Consequently, there were no changes in our internal control over financial reporting that occurred during the firstsecond quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Part II. OTHER INFORMATION
Item 2.Unregistered Sales of Equity Securities and UseofProceeds
The following table summarizes the repurchases of our equity securities during the 3-month period ended March 30,June 29, 2013:
Period |
|
| Total Number of Shares Purchased |
| Average Price Paid per Share |
| Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1) |
| Approximate Dollar Value of Shares that May Yet be Purchased under the Plans or Programs(1) | ||
|
| ||||||||||
| January 1 to February 2, 2013 |
| - |
|
|
| - |
| 4,339,172 | ||
| February 3 to March 2, 2013 |
| 68,438 |
| 4.46 |
| 68,438 |
| 4,033,988 | ||
| March 3 to March 30, 2013 |
| 10,550 |
| 4.53 |
| 10,550 |
| 3,986,203 | ||
Three months ended March 30, 2013 |
| 78,988 |
|
|
| 78,988 |
|
| |||
| March 31 to May 4, 2013 |
| 1,089 |
| 4.53 |
| 1,089 |
| 3,981,271 | ||
| May 5 to June 1, 2013 |
| - |
|
|
| - |
| 3,981,271 | ||
| June 2 to June 29, 2013 |
| - |
|
|
| - |
| 3,981,271 | ||
Three months ended June 29, 2013 |
| 1,089 |
|
|
| 1,089 |
|
| |||
Six months ended June 29, 2013 |
| 80,077 |
|
|
| 80,077 |
|
| |||
|
|
|
|
|
|
|
|
| |||
(1) | In July 2012, the Board of Directors authorized the purchase of up to $5.0 million of our common stock. These repurchases may be made from time to time in the open market, in privately negotiated transactions, or otherwise, at prices the company deems appropriate. | ||||||||||
Period |
| Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1) | Approximate Dollar Value of Shares that MayYet be Purchased under the Plans or Programs(1) | ||||
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| January 1 to February 2, 2013 |
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|
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| 4,339,172 |
| February 3 to March 2, 2013 |
| 68,438 |
| 4.46 |
| 68,438 |
| 4,033,988 |
| March 3 to March 30, 2013 |
| 10,550 |
| 4.53 |
| 10,550 |
| 3,986,203 |
Three months ended March 30, 2013 |
| 78,988 |
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|
| 78,988 |
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(1) | In July 2012, the Board of Directors authorized the purchase of up to $5.0 million of our common stock. These repurchases may be made from time to time in the open market, in privately negotiated transactions, or otherwise, at prices the company deems appropriate. |
Item6. Item 6. ExhibitsExhibits
3.1 | Restated Certificate of Incorporation of the Registrant as amended (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 10-Q (Commission File No. 0-14938) for the quarter ended July 2, 2005). |
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3.2 | By-laws of the Registrant as amended (incorporated by reference to Exhibit |
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31.1 | Certification by Glenn Prillaman, our Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.(1) |
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31.2 | Certification byMicah S. Goldstein, our Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1) |
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32.1 | Certification of Glenn Prillaman, our Chief Executive Officer, pursuant to 18 U. S. C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002. (1) |
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32.2 | Certification ofMicah S. Goldstein, our Chief Financial Officer, pursuant to 18 U. S. C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002. (1) |
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101 | The following financial statements from the Company's Quarterly Report on Form 10-Q for the quarter ended | |
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(1)Filed herewith
(2) Under Rule 406T of Regulation S-T, this exhibit is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise is not subject to liability under those sections.
11
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: |
| STANLEY FURNITURE COMPANY, INC. |
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| By:/s/ Micah S. Goldstein |
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| Micah S. Goldstein |
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| Chief Financial Officer |
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| (Principal Financial and Accounting Officer) |