-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, J0DbyDwkjZK5M34ypLrJU31EELI5l0waQuJObp3fg/GlL0sN5xIbTEX0L4FjHhOo Shk/s3A65x6yPMe28Gd6ZA== 0000098246-95-000018.txt : 19951214 0000098246-95-000018.hdr.sgml : 19951214 ACCESSION NUMBER: 0000098246-95-000018 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951031 FILED AS OF DATE: 19951213 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TIFFANY & CO CENTRAL INDEX KEY: 0000098246 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-JEWELRY STORES [5944] IRS NUMBER: 133228013 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-09494 FILM NUMBER: 95601207 BUSINESS ADDRESS: STREET 1: 727 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127558000 10-Q 1 10-Q P/E 10/31/95 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------- FORM 10-Q ------------------------- (Mark One) X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarter ended October 31, 1995. OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition from ________ to _________. Commission file number: 1-9494 TIFFANY & CO. (Exact name of registrant as specified in its charter) Delaware 13-3228013 (State of incorporation) (I.R.S. Employer Ident. No.) 727 Fifth Ave. New York, NY 10022 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 755-8000 Former name, former address and former fiscal year, if changed since last report _________. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ___X___. No_____. APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date: Common Stock, $.01 par value, 15,890,860 shares outstanding at the close of business on October 31, 1995. TIFFANY & CO. AND SUBSIDIARIES INDEX TO FORM 10-Q FOR THE QUARTER ENDED OCTOBER 31, 1995 PART I - FINANCIAL INFORMATION PAGE Item 1. Financial Statements Consolidated Balance Sheets - October 31, 1995 (Unaudited) and January 31, 1995 3 Consolidated Statements of Income - for the three and nine months ended October 31, 1995 and 1994 (Unaudited) 4 Consolidated Statements of Stockholders' Equity - for the three and nine months ended October 31, 1995 (Unaudited) 5 Consolidated Statements of Cash Flows - for the nine months ended October 31, 1995 and 1994 (Unaudited) 6 Notes to Consolidated Financial Statements (Unaudited) 7-9 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 10-12 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 13 (a) Exhibits (b) Reports on Form 8-K - 2 -
PART I. FINANCIAL INFORMATION ITEM I. FINANCIAL STATEMENTS TIFFANY & CO. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in thousands, except per share amounts) October 31, January 31, 1995 1995* ---------- ----------- (Unaudited) ASSETS Current assets: Cash and short-term investments $ 38,178 $ 44,318 Accounts receivable, less allowances of $4,912 and $5,721 68,626 61,622 Income tax receivable - 7,925 Inventories 323,384 270,075 Prepaid expenses 21,914 17,868 ---------- ----------- Total current assets 452,102 401,808 Property and equipment, net 117,628 112,076 Deferred income taxes 16,526 14,094 Other assets, net 26,919 31,992 ---------- ----------- $613,175 $559,970 ========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Short-term borrowings $ 80,476 $ 60,696 Accounts payable and accrued liabilities 107,941 81,640 Income taxes payable 9,682 13,607 Merchandise and other customer credits 9,776 8,529 ---------- ----------- Total current liabilities 207,875 164,472 Long-term trade payable 26,975 27,591 Reserve for product return 11,941 13,103 Long-term debt 101,500 101,500 Deferred income taxes - 3,298 Postretirement/employment benefit obligation 17,715 16,581 Other long-term liabilities 11,834 11,728 Commitments and contingencies Stockholders' equity: Common Stock, $.01 par value; authorized 30,000 shares, issued 15,811 and 15,703 158 157 Additional paid-in capital 75,177 71,821 Retained earnings 161,464 151,032 Foreign currency translation adjustments (1,464) (1,313) ---------- ----------- Total stockholders' equity 235,335 221,697 ---------- ----------- $613,175 $559,970 ========== =========== * Reclassified for comparative purposes See notes to consolidated financial statements. - 3 -
TIFFANY & CO. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (in thousands, except per share amounts) For The For The Three Months Ended Nine Months Ended October 31, October 31, ------------------- ------------------ 1995 1994 1995 1994 --------- --------- -------- --------- Net sales $187,766 $160,091 $522,592 $443,555 Cost of goods sold 87,062 75,674 248,107 213,017 --------- --------- -------- --------- Gross profit 100,704 84,417 274,485 230,538 Selling, general and administrative expenses 88,776 72,176 242,537 202,436 Provision for uncollectible accounts 110 414 806 1,143 --------- --------- -------- --------- Income from operations 11,818 11,827 31,142 26,959 Other expenses, net 765 3,533 6,948 9,305 --------- --------- -------- --------- Income before income taxes 11,053 8,294 24,194 17,654 Provision for income taxes 4,779 3,574 10,452 7,608 --------- --------- --------- --------- Net income $ 6,274 $ 4,720 $ 13,742 $ 10,046 ========= ========= ========= ========= Net income per share: Primary $ 0.39 $ 0.30 $ 0.86 $ 0.63 ========= ========= ========= ========= Fully diluted $ 0.39 $ 0.30 $ 0.86 $ 0.63 ========= ========= ========= ========= Weighted average number of common shares: Primary 16,204 15,962 15,998 15,876 Fully diluted 17,106 16,884 17,058 16,873 See notes to consolidated financial statements. - 4 -
TIFFANY & CO. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) (in thousands) Foreign Total Additional Currency Stockholders' Common Stock Paid-In Retained Translation Equity Shares Amount Capital Earnings Adjustments ------------- ------ ------ --------- -------- ----------- BALANCES, January 31, 1995 $221,697 15,703 $157 $71,821 $151,032 $(1,313) Issuance of Common Stock 598 19 - 598 - - Exercise of stock options 231 15 - 231 - - Tax benefit from exercise of stock options 107 - - 107 - - Cash dividends on Common Stock (1,101) - - - (1,101) - Foreign currency translation adjustments 7,893 - - - - 7,893 Net income 2,160 - - - 2,160 - ------------- ------ ------ --------- -------- ----------- BALANCES, April 30, 1995 231,585 15,737 157 72,757 152,091 6,580 ------------- ------ ------ --------- -------- ----------- Exercise of stock options 113 9 - 113 - - Tax benefit from exercise of stock options 85 - - 85 - - Cash dividends on Common Stock (1,102) - - - (1,102) - Foreign currency translation adjustments ( 949) - - - - ( 949) Net income 5,308 - - - 5,308 - ------------- ------ ------ --------- -------- ----------- BALANCES, July 31, 1995 235,040 15,746 157 72,955 156,297 5,631 ------------- ------ ------ --------- -------- ----------- Exercise of stock options 1,717 65 1 1,716 - - Tax benefit from exercise of stock options 506 - - 506 - - Cash dividends on Common Stock (1,107) - - - (1,107) - Foreign currency translation adjustments (7,095) - - - - (7,095) Net income 6,274 - - - 6,274 - ------------- ------ ------ --------- ---------- ----------- BALANCES, October 31, 1995 $235,335 15,811 $158 $75,177 $161,464 $(1,464) ============= ====== ====== ========= ========== =========== See notes to consolidated financial statements. - 5 -
TIFFANY & CO. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands) Nine Months Ended October 31, -------------------- 1995 1994* -------- -------- Cash Flows From Operating Activities: Net income $13,742 $10,046 Adjustments to reconcile net income to net cash (used in)/provided by operating activities: Depreciation and amortization 14,454 12,067 Provision for uncollectible accounts 806 1,143 Reduction in reserve for product return (1,162) (427) Provision for inventories 2,673 1,867 Deferred income taxes (5,891) (1,365) Income tax receivable 7,925 4,592 Gain on liquidation of subsidiary (2,330) - Impairment loss on certain assets 2,519 - Loss on sale of fixed assets 1,482 - Provision for postretirement/employment benefit 1,134 1,882 (Increase)/decrease in assets and increase/ (decrease) in liabilities: Accounts receivable (7,351) 7,634 Inventories (58,394) (28,556) Prepaid expenses (4,233) (4,857) Other assets, net 3,257 (5,124) Accounts payable 22,246 8,720 Accrued liabilities 7,630 46 Income taxes payable (3,978) (6,961) Merchandise and other customer credits 1,247 450 Other long-term liabilities 97 (318) -------- -------- Net cash (used in)/provided by operating activities (4,127) 839 -------- -------- Cash Flows From Investing Activities: Capital expenditures (21,323) (12,581) Proceeds from sale of fixed assets 159 - Other - (133) -------- -------- Net cash used in investing activities (21,164) (12,714) -------- -------- Cash Flows From Financing Activities: Increase in short-term borrowings 19,104 14,153 Issuance of Common Stock 598 - Proceeds from exercise of stock options 2,061 461 Tax benefit from exercise of stock options 698 132 Cash dividends on Common Stock (3,310) (3,292) -------- -------- Net cash provided by financing activities 19,151 11,454 -------- ------- Net decrease in cash and short-term investments (6,140) (421) Cash and short-term investments at beginning of year 44,318 4,994 -------- -------- Cash and short-term investments at end of nine months $ 38,178 $ 4,573 ======== ========= Supplemental Disclosure Of Cash Flow Information: Cash paid during the nine months for: Interest expense $ 7,124 $ 8,523 ======== ========= Income taxes (Net of $7,925 Federal income tax refund in 1995) $ 10,848 $ 12,871 ======== ========= *Reclassified for comparative purposes See notes to consolidated financial statements. - 6 -
TIFFANY & CO. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. CONSOLIDATED FINANCIAL STATEMENTS The accompanying consolidated financial statements include the accounts of Tiffany & Co. and all majority-owned domestic and foreign subsidiaries (the "Company"). All material intercompany balances and transactions have been eliminated. The statements are without audit and, in the opinion of management, include all adjustments (which include only normal recurring adjustments except for the adjustment necessary as a result of the LIFO method of inventory valuation, which is based on assumptions as to inflation rates and projected fiscal year- end inventory levels) necessary to present fairly the Company's financial position as of October 31, 1995 and the results of operations and cash flows for the interim periods presented. The financial statements for January 31, 1995 are derived from the audited financial statements which are included in the Company's Form 10-K filing, but do not include all disclosures required by generally accepted accounting principles. Since the Company's business is seasonal, with a higher proportion of sales and income generated in the last quarter of the fiscal year, the results of operations for the three and nine months ended October 31, 1995 and 1994 are not necessarily indicative of the results of the entire fiscal year. 2. INVENTORIES Inventories at October 31, 1995 and January 31, 1995 are summarized as follows:
October 31, January 31, 1995 1995 ----------- ----------- (in thousands) Finished goods $268,749 $227,412 Raw materials 49,519 38,262 Work-in-process 7,264 6,869 ----------- ----------- 325,532 272,543 Reserves (2,148) (2,468) ----------- ----------- $323,384 $270,075 =========== ============
At October 31, and January 31, 1995, $230,222,000 and $189,943,000, respectively, of inventories were valued using the LIFO method. The excess of such inventories valued at replacement cost over the value based upon the LIFO method was approximately $11,870,000 and $9,770,000 at October 31, 1995 and January 31, 1995, respectively. The LIFO valuation method had the effect of decreasing net income by $0.03 per share, for the three month period ended October 31, 1995 and had no effect on net income for the three month period ended October 31, 1994. The LIFO valuation method had the effect of decreasing net income by $0.07 and $0.05 per share for the nine month periods ended October 31, 1995 and 1994, respectively. - 7 - 3. REVOLVING CREDIT FACILITY In June 1995, the Company entered into an agreement for a new five-year $130,000,000 multicurrency revolving credit facility which replaced a $100,000,000 revolving credit facility and yen 2,500,000,000 ($28,275,000) non-collateralized line of credit, both of which expired in July 1995. The new syndicated non-collateralized facility entitles the Company to borrow up to $25,000,000 on a pro-rata basis from each of four banks and up to $30,000,000 from the agent bank at interest rates based upon a prime rate or reserve-adjusted LIBOR. 4. BUSINESS RESTRUCTURING During the third quarter, the Company restructured its watch operations in Switzerland, outsourcing watch assembly and divesting its assembly operations. In conjunction with this transaction, the Company repatriated approximately $15.7 million in cash dividends from its Swiss subsidiary, sold its Swiss subsidiary for $3.5 million and recorded a pretax gain of $2.3 million included as a component of Other Expenses, net. This gain was primarily due to the recognition of previously deferred foreign currency translation adjustments on the Swiss subsidiary's equity. 5. IMPAIRMENT OF LONG-LIVED ASSETS In March 1995, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS) No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of" to account for long-lived assets, identifiable intangibles and goodwill related to those assets. The statement requires that long- lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the asset carrying value may not be recoverable. It establishes guidelines for determining recoverability based on future net cash flows from the use of the asset and for the measurement of the impairment loss. Impairment loss under SFAS No. 121 is calculated as the difference between the asset's carrying value and its estimated fair value. Any impairment loss is recorded in the current period in which the recognition criteria are first applied and met. The Company adopted SFAS No. 121 in the third quarter of 1995 and, as a result of evaluating its long-lived assets at the retail store level, together with continued difficult operating conditions in certain of its European markets, recorded an impairment loss on certain assets. A pretax charge of $2.5 million was included in the Company's Selling, General and Administrative expenses in the third quarter as required under SFAS No. 121. The impairment loss was calculated as the difference between the asset carrying value and the present value of projected net cash flows, giving consideration to recent operating performance and pricing trends and applying a 15% discount rate. These projections represent the Company's best estimate of fair value based on the information available. - 8 - 6. LEASE COMMITMENTS During the third quarter, the Company entered into a lease agreement for a 270,000 square foot distribution, office and manufacturing facility that will consolidate its existing New Jersey facilities. Under the terms of the agreement, the Company's operating lease commitment will approximate $3,600,000 annually over a 12-year period expected to commence in late 1996. 7. EARNINGS PER SHARE Primary earnings per common share data has been computed by dividing net income by the weighted average number of shares outstanding during the period, including dilutive stock options. Fully diluted earnings per common share has been computed by dividing net income, after giving effect to the elimination of interest expense and bond amortization fees, net of income tax effect, applicable to the convertible subordinated debentures, by the weighted average number of shares outstanding including dilutive stock options and the assumed conversion of the subordinated debentures using the "if converted" method. 8. SUBSEQUENT EVENT On November 16, 1995, Tiffany's Board of Directors declared a quarterly dividend of $0.07 per common share. This dividend will be paid on January 10, 1996 to stockholders of record on December 20, 1995. - 9 - PART I. FINANCIAL INFORMATION ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS The Company operates three channels of distribution: U.S. Retail includes retail sales in Company-operated stores in the U.S. and wholesale sales to independent retailers in North America; Direct Marketing includes corporate (business-to-business) and catalog sales; and International Retail includes retail sales through Company-operated stores and boutiques, corporate sales, and wholesale sales to independent retailers and distributors in Asia-Pacific, Europe, Canada and the Middle East. Net sales in the three-month period (third quarter) ended October 31, 1995 increased 17% over 1994 and rose 18% in the nine-month period (year-to-date) ended October 31, 1995. Sales by channel of distribution were as follows:
Three months ended Nine months ended October 31, October 31, (in thousands) 1995 1994 1995 1994 ---------- ---------- ---------- ---------- U.S. Retail $ 87,372 $ 72,256 $ 231,281 $ 197,273 Direct Marketing 20,820 20,796 59,940 60,284 International Retail 79,574 67,039 231,371 185,998 ---------- ---------- ---------- ---------- $ 187,766 $ 160,091 $ 522,592 $ 443,555 ========== ========== ========== ==========
U.S. Retail sales increased 21% in the third quarter and 17% in the year-to- date. Comparable U.S. store sales increased 14% in the third quarter and 13% in the year-to-date. Sales in the Company's New York store rose 9% in the third quarter and 10% in the year-to-date, while comparable branch store sales increased 18% in the third quarter and 15% in the year-to-date. Sales growth resulted from a higher number of transactions and a higher average transaction size, and was generated by both local-resident consumers as well as foreign tourists. U.S. Retail sales also benefited from strong sales performance in new stores opened in 1995 in White Plains, New York and Short Hills, New Jersey. Direct Marketing sales rose slightly in the third quarter and declined 1% in the year-to-date. Corporate sales declined 3% and 6% in the third quarter and year-to-date, reflecting continued cautious spending by the corporate division's customers. Catalog sales rose 6% in the third quarter and 11% in the year-to-date. International Retail sales increased 19% in the third quarter and rose 24% in the year-to-date. Comparable store sales in Japan (the Company's largest international market) increased 11% in local currency in both the third quarter and year-to-date. Retail sales growth was also achieved in other Asia-Pacific markets and in Europe. Year-to-date International Retail sales growth also benefited from the translation effect of a weak U.S. dollar on sales made in foreign currencies, especially in Japanese yen. - 10 - The Company's reported sales and earnings results benefit from a strengthening Japanese yen and are adversely affected by a strengthening U.S. dollar. The Company maintains a foreign currency hedging program for merchandise purchase transactions initiated from Japan in order to reduce the potential negative impact on the Company's financial results of a significant strengthening of the U.S. dollar against the yen. The Company's pretax expense related to its hedging program was $244,000 in 1995's third quarter and $734,000 in the year- to-date, compared with $271,000 and $637,000 in the corresponding 1994 periods. Gross margins (gross profit as a percentage of net sales) of 53.6% in the third quarter and 52.5% in the year-to-date were above prior year levels, reflecting favorable shifts in sales mix toward the Company's retail businesses, particularly in Japan, that achieve gross margins above the Company's average. Operating expenses (selling, general and administrative expenses and the provision for uncollectible accounts) increased 22% in the third quarter and rose 20% in the year-to-date over the corresponding 1994 periods. The increases were largely due to: incremental occupancy, staffing and marketing expenses related to the Company's worldwide expansion program; sales-related variable expenses (including fees paid to department stores in Japan); the third-quarter launch of the Company's new fragrance; the adoption of SFAS No. 121 (see Note 5 to consolidated financial statements); and, in the year-to- date, the effect of a weakened U.S. dollar on the translation of overseas operating expenses into U.S. dollars. As discussed in Notes 4 and 5 to consolidated financial statements, the Company's adoption of SFAS 121 in the third quarter of fiscal 1995 resulted in a pretax charge of $2.5 million in the third quarter which is included in Selling, General and Administrative expenses; the restructuring of its watch assembly operations in the third quarter of fiscal 1995 resulted in the recognition of a pretax gain of $2.3 million which is included in Other Expenses, net. The above factors led to net income in the third quarter increasing 33% to $6,274,000, or $0.39 per share, and in the year-to-date increasing 37% to $13,742,000, or $0.86 per share. FINANCIAL CONDITION Management believes that the Company's financial condition at October 31, 1995 provides sufficient liquidity and resources to support current business activity and planned expansion. Working capital and the current ratio were $244,227,000 and 2.2:1 at October 31, 1995 compared with $237,336,000 and 2.4:1 at January 31, 1995. Inventories (representing the largest component of the Company's working capital and assets) at October 31, 1995 were 20% higher than at January 31, 1995, due to merchandise purchases to support seasonal sales growth, new stores and expanded product offerings. Inventory turnover was 1.0 times at October 31, 1995 and 0.9 times at January 31, 1995. The Company's objective is to continue to improve inventory performance through: refinement of replenishment systems; merchandising management's focus on the specialized disciplines of product development, assortment planning and inventory management; improving the presentation and management of display inventories in each store; and assortment editing by product category. - 11 - Capital expenditures were $21,323,000 in 1995's year-to-date, compared with $12,581,000 in the corresponding 1994 period. The increase was related to the opening and/or renovation of retail stores, as well as relocations and/or renovations of certain administrative and manufacturing facilities. On the basis of current expansion plans, the Company expects that capital expenditures in fiscal 1995 will be approximately $30,000,000, compared with $18,977,000 in fiscal 1994. The Company incurred a net cash outflow from operating activities of $4,127,000 in 1995's year-to-date, compared with an inflow of $839,000 in 1994's year-to-date. Net-debt (short-term borrowings and long-term debt, less cash and short-term investments) and the ratio of net-debt to total capital (net-debt and stockholders' equity) was $143,798,000 and 38% at October 31, 1995, compared with $117,878,000 and 35% at January 31, 1995. In addition, the Company had a long-term trade payable of yen 2,750,000,000 ($26,975,000) at October 31, 1995 and yen 2,750,000,000 ($27,591,000) at January 31, 1995, which relates to certain merchandise repurchased in 1993 as part of the Company's realignment of its Japan business and is payable to Mitsukoshi Ltd. on or before February 28, 1998. It is management's goal, on an annual basis, to improve inventory turnover and generate excess cash flow to reduce the ratio of net-debt to total capital. The Company's sources of working capital are internally generated cash flow and funds available under a five-year, $130,000,000 multicurrency revolving credit facility established in June 1995, which replaced a $100,000,000 revolving credit facility and a yen 2,500,000,000 ($28,275,000) line of credit. Management anticipates that internally generated funds and funds available under the new facility will be sufficient to support the Company's planned worldwide business expansion, as well as seasonal working capital increases typically required during the third and fourth quarters of each year. In August 1995, the Company entered into a lease agreement for a 270,000 square foot distribution, office and manufacturing facility that will consolidate its existing New Jersey facilities. Under the terms of the agreement, the Company's operating lease commitment will approximate $3,600,000 annually over a 12-year period expected to commence in late 1996. The Company's business is seasonal in nature, with the fourth quarter typically representing a proportionally greater percentage of annual sales, income from operations, net income and cash flow. Management expects such seasonality to continue in the future. - 12 - PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 11 Statement re Computation of Per Share Earnings. 27 Financial Data Schedule (SEC/EDGAR only). (b) Reports on Form 8-K None. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TIFFANY & CO. (Registrant) Date: December 13, 1995 By: /s/ James N. Fernandez James N. Fernandez Senior Vice President - Finance and Chief Financial Officer (principal financial officer) - 13 - EXHIBIT INDEX Exhibit Sequentially Number Numbered Page 11 Statement re Computation of 15 Per Share Earnings 27 Financial Data Schedule -- (submitted to SEC only) - 14 -
Item 6. TIFFANY & CO. AND SUBSIDIARIES EXHIBIT 11 STATEMENT RE COMPUTATION OF PER SHARE EARNINGS (Unaudited) (in thousands, except per share data) For The For The Three Months Ended Nine Months Ended October 31, October 31, 1995 1994 1995 1994 -------- -------- -------- -------- PRIMARY EARNINGS PER SHARE: Net income on which primary earnings per share are based $ 6,274 $ 4,720 $13,742 $10,046 ======== ======== ======== ======= Weighted average number of common shares 15,810 15,682 15,764 15,673 Add: Weighted average effect of the exercise of stock options 394 280 234 203 -------- -------- -------- -------- Weighted average number of shares on which primary earnings are based 16,204 15,962 15,998 15,876 ======== ======== ======== ======== Primary net income per common share $ 0.39 $ 0.30 $ 0.86 $ 0.63 ======== ======== ======== ======== FULLY DILUTED EARNINGS PER SHARE: Net income on which primary earnings per share are based $ 6,274 $ 4,720 $13,742 $10,046 Add: Interest and fees on convertible subordinated debt, net of applicable income taxes 428 428 1,298 1,416 -------- -------- -------- -------- Net income on which fully diluted earnings per share are based $ 6,702 $ 5,148 $15,040 $11,462 ======== ======== ======== ======== Weighted average number of common shares used in calculating fully diluted earnings per share 16,213 15,991 16,165 15,980 Add: Shares assumed upon conversion of convertible debt, using the "if converted" method 893 893 893 893 -------- -------- -------- -------- Weighted average number of shares used in calculating fully diluted earnings per share 17,106 16,884 17,058 16,873 ======== ======== ======== ======== Fully diluted net income per common share $ 0.39 $ 0.30 $ 0.86 $ 0.63 ======== ======== ======== ======== NOTE: In anticipation of the 6 3/8% Convertible Subordinated Debenture's dilutive effect in the fourth quarter, fully diluted earnings per share reflects the weighted average number of common shares outstanding under the "if converted" method which assumes conversion as of the bond issuance date of the Debentures. Since the "if converted" method had the effect of increasing fully diluted earnings per share (anti-dilutive) for the three and nine months ended October 31, 1995 and 1994, primary earnings per share was used for financial statement purposes.
EX-27 2
5 0000098246 TIFFANY & CO. 1,000 3-MOS JAN-31-1996 AUG-01-1995 OCT-31-1995 38,178 0 64,915 (2,370) 323,384 452,102 178,225 (60,597) 613,175 207,875 101,500 158 0 0 235,335 613,175 187,766 187,766 87,062 175,948 765 110 2,891 11,053 4,779 6,274 0 0 0 6,274 0.39 0.39 -----END PRIVACY-ENHANCED MESSAGE-----