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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For The Quarter Ended Commission File
April 28, 2001 Number 1-5674
ANGELICA CORPORATION
(Exact name of Registrant as specified in its charter)
MISSOURI 43-0905260
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
424 South Woods Mill Road
CHESTERFIELD, MISSOURI 63017
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(314) 854-3800
----------------------------------------------------
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
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
--- ---
The number of shares outstanding of Registrant's Common Stock, par value
$1.00 per share, at June 1, 2001 was 8,605,103 shares.
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ANGELICA CORPORATION AND SUBSIDIARIES
INDEX TO FINANCIAL STATEMENTS AND SUPPORTING SCHEDULES
FOR APRIL 28, 2001 FORM 10-Q QUARTERLY REPORT
Page Number Reference
---------------------
Quarterly Report
to
Form 10-Q Shareholders
--------- ------------
PART I. FINANCIAL INFORMATION:
Consolidated Statements of Income -
First Quarter Ended April 28, 2001
and April 29, 2000 3
Consolidated Balance Sheets -
April 28, 2001 and January 27, 2001 4
Consolidated Statements of Cash Flows -
First Quarter Ended April 28, 2001
and April 29, 2000 5
Notes to Consolidated Financial
Statements 2
Management's Discussion and Analysis
of Operations and Financial Condition 3-4
Exhibit A - Quarterly Report to
Shareholders 5
PART II. OTHER INFORMATION 6-11
ANGELICA CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
QUARTER ENDED APRIL 28, 2001
(1) The accompanying consolidated condensed financial statements are
unaudited, and it is suggested that these consolidated statements be
read in conjunction with the fiscal 2001 Annual Report, including
Notes to Financial Statements. However, it is the opinion of the
Company that all adjustments, consisting only of normal recurring
adjustments, necessary for a fair statement of the results during the
interim period have been included.
(2) See Index to Financial Statements and Supporting Schedules on page 1.
Those pages of the Angelica Corporation and Subsidiaries Quarterly
Report to Shareholders for the quarter ended April 28, 2001, listed
in such index are incorporated herein by reference. The pages of the
Quarterly Report to Shareholders which are not listed on the index
and therefore not incorporated herein by reference are furnished for
the information of the Commission but are not to be deemed "filed" as
a part of this report. The Quarterly Report to Shareholders referred
to herein is located immediately following page 4 of this report.
(3) For purposes of the Consolidated Statements of Cash Flows, the
Company considers short-term, highly liquid investments which are
readily convertible into cash, as cash equivalents.
2
ANGELICA CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF OPERATIONS
AND FINANCIAL CONDITION
QUARTER ENDED APRIL 28, 2001
Analysis of Operations
----------------------
Combined sales and textile service revenues showed improvement over the
comparable prior year period for the third quarter in a row, increasing
5.5 percent in the quarter. First quarter sales and revenues were up
over last year for each of the three business segments for the second
consecutive quarter. However, earnings of $.17 per share in the first
quarter were lower than the $.18 per share earned in last year's first
quarter as results continue to be negatively affected by extraordinary
increases in energy costs, especially in the State of California.
Consolidated net income decreased 8.1 percent to $1,449,000 from
$1,577,000 last year.
Revenues of the Textile Services segment increased 7.9 percent in the
first quarter, as net new business additions remained strong. Earnings
of this segment increased 8.8 percent in the quarter as better
management of linen costs and productivity improvements from
installation of labor-saving equipment helped offset the sharply higher
energy costs. First quarter results of this segment were also aided by
a $500,000 gain on the sale of a small number of unproductive
hospitality accounts. Although sales of the Manufacturing and Marketing
segment increased 4.5 percent, the increase was below expectations due
largely to the lower level of new program rollouts. In addition, about
half of the sales increase was from intersegment sales which are at
lower gross margins than sales to third parties. As a result, first
quarter earnings of this segment decreased 31.6 percent, despite
another strong quarter for the smaller Canadian operations of this
segment. Life Retail Stores had a 2.6 percent increase in first quarter
sales, as a result of a small 1.5 percent same-store sales increase and
the opening of ten new stores during the quarter. However, the sales
increase was insufficient to overcome normal operating cost increases,
the negative short-term impact on earnings from the new store openings,
and higher start-up costs for the catalogue and e-commerce distribution
channels. Therefore, this segment posted an operating loss of $61,000
compared with earnings of $543,000 in the first quarter last year.
Efforts are being undertaken at both Manufacturing and Marketing and
Life Retail Stores to reduce operating expenses to offset the impact of
lower-than-expected sales levels.
Selling, general and administrative expenses increased 8.1 percent in
the first quarter compared with the same period last year. These
expenses increased as a percent of combined sales and textile service
revenues from 25.5 percent to 26.1 percent in the quarter reflecting
lower-than-planned sales volumes. Corporate expenses, including
interest expense, were 10.0 percent lower in the first quarter compared
to the year-earlier period, which included certain one-time expenses
related to the Company's strategic alternatives process.
Financial Condition
-------------------
The Company had working capital of $124,358,000 and a current ratio of
2.6 to 1 at April 28, 2001, down from $144,237,000 and 4.2 to 1 a year
ago due primarily to the reclassification from
3
long-term debt to current maturities of a $25,000,000 debt payment due
December 31, 2001. The ratio of long-term debt to debt-plus-equity was
26.7 percent at the close of the quarter, down from 34.9 percent a year
ago and 27.1 percent at the beginning of the year.
Cash flow used in operating activities of $1,283,000 in the first
quarter compared with $5,046,000 of cash flow provided in the first
quarter last year. This decrease is primarily due to payments for the
inventory build-up in last year's fourth quarter in the Manufacturing
and Marketing segment. Cash used in investing activities was $3,561,000
compared with cash used a year ago of $272,000. Capital expenditures
increased $1,717,000 in the current year, primarily to improve
productivity and reduce utility costs in the Textile Services segment.
Cash flows used in financing activities decreased $2,118,000 in the
first quarter, due mainly to a reduction in dividends paid. Cash and
short-term investments totaled $14,601,000 at April 28, 2001, down from
$17,441,000 a year ago and $20,311,000 at the beginning of the year.
As noted above, the Company's future aggregate cash requirements are
affected by the $25,000,000 of debt maturing on December 31, 2001.
Based on the Company's cash generation from operations, as well as its
strong working capital position, current ratio and ratio of long-term
debt to debt-plus-equity, Management believes that internal funds
available from operations plus external funds available from the
issuance of additional debt and/or equity as needed in the future, will
be sufficient for all planned operating and capital requirements,
including acquisitions.
Forward-Looking Statements
--------------------------
Any forward-looking statements made in this document reflect the
Company's current views with respect to future events and financial
performance and are made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Such statements are
subject to certain risks and uncertainties that may cause actual
results to differ materially from those set forth in these statements.
These potential risks and uncertainties include, but are not limited
to, competitive and general economic conditions, the ability to retain
current customers and to add new customers in competitive market
environments, competitive pricing in the marketplace, delays in the
shipment of orders, availability of labor at appropriate rates,
availability and cost of energy and water supplies, availability of
non-domestic image apparel contractors to manufacture and deliver at an
appropriate cost and in a timely manner, the ability to attract and
retain key personnel, unusual or unexpected cash needs for operations
or capital transactions, and other factors which may be identified in
the Company's filings with the Securities and Exchange Commission.
4
EXHIBIT A
TEXTILE SERVICES IMAGE APPAREL INNOVATION VALUE
Angelica Corporation
424 South Woods Mill Road
Angelica [logo] Suite 300
Chesterfield, Missouri 63017-3406
Tel: 314.854.3800
Fax: 314.854.3890
May 17, 2001
Dear Fellow Shareholder:
While results for the first quarter of fiscal 2002 at $.17 per share are
below those for the first quarter last year at $.18 per share, the decline
was caused primarily by external factors mostly outside of our control --
increased energy costs that could not be passed along to our customers. Our
Textile Services segment has eleven of its 26 laundry plants (accounting for
47 percent of our laundry processing requirements) in the State of
California, which saw unprecedented increases in energy costs during the
quarter. We estimate that our energy costs were $1,600,000 more in the first
quarter than they were a year ago, or equal to about $.11 per share before
offset for energy surcharges we are collecting from some customers.
Combined sales and textile service revenues increased 5.5 percent to
$119,473,000 compared with $113,252,000 in the same period last year, with
all three business segments showing increases for the second quarter in a
row. Pre-tax income was $2,264,000 in the quarter, compared with $2,503,000
last year, and net income was 8.1 percent lower at $1,449,000 versus
$1,577,000 in last year's first quarter.
At the Textile Services segment, revenues rose 7.9 percent in the first
quarter to $65,487,000 compared with $60,691,000 last year, and operating
earnings for the quarter were $4,740,000 versus $4,356,000, an increase of
8.8 percent. Helping to offset the impact of higher energy costs was a
$500,000 gain on the sale of a small number of unproductive hospitality
accounts from one of our plants in Florida. We were especially pleased with
the increased revenues from Textile Services, our largest segment. Based on
new business added of $10,300,000 in the first quarter against losses of
$5,000,000, net business added was $5,300,000 in annual revenues, a first
quarter record. Our customer retention is also at the highest rate in recent
history. Certainly we are pleased with this, but even more importantly, the
new business is being added at higher price levels than our current average
prices. At Textile Services, our productivity has also increased impressively
throughout the segment. This is a result of better management practices as
well as the result of capital investments that have been made in the past two
years. Capital expenditures are continuing to be made at relatively high
levels to continue to reduce labor intensity and, more recently, to install
more utility-efficient equipment in selected plants. The management team has
embraced three important value-adding processes this year: Customer
Profitability, Pricing and Customer Retention through increased customer
satisfaction. Of course, intense cost scrutiny is a daily activity in this
segment, as these efforts support responsible revenue growth.
The Manufacturing and Marketing segment's sales for the first quarter were
$37,641,000, compared with $36,036,000 or 4.5 percent above last year.
However, this increase was less than expected, as we experienced a slow-down
in the "rollouts" planned for new and existing customers during this year's
first quarter, and this shows signs of continuing into later quarters this
year. In addition, a good part of the increased sales were to the Textile
Services and Life Retail Stores segments at lower margins than outside sales.
As a result, operating earnings of $818,000 were below last year's level of
$1,196,000. Our Canadian operations, which were combined from two independent
units into one last year, had a very strong quarter with a sales increase of
19.1 percent and an operating earnings increase of 71.4 percent, although
their contribution is small relative to the U.S. operations of this segment.
With the less-than-expected sales levels, Manufacturing and Marketing
inventory levels were reduced only marginally in the quarter. Due to the
first quarter's results and the impact of a possible further weakening of the
economy, we are planning to reduce operating costs significantly in this
segment as soon as practical. The benefit of these actions should be felt in
the second half of the year.
In the first quarter, Life Retail Stores had a small same-store sales
increase of 1.5 percent. This is the ninth quarter in a row where same-store
sales have increased, which is an impressive accomplishment given the
relatively weak retail environment of the past few months. Overall, sales
increased 2.6 percent to $23,902,000, compared with $23,291,000 in the
previous year first quarter. This increase, however, was not enough to offset
the impact of normal increases in operating costs, nor the downward effect on
earnings of opening in the quarter
ten additional stores which have not yet become fully productive. As a
result, Life had a modest loss of $61,000 in the quarter, compared with
operating earnings of $543,000 in the first quarter last year. Among the new
stores opened were five stores in the Boston, MA area and three new stores in
the Atlanta, GA area. This reflects our strategy of having optimal presence
in large healthcare marketplaces. We continue to be encouraged by the gradual
growth of sales in the catalogue and e-commerce distribution channels, and we
continue to invest for the future in these important channels.
Interest income decreased in the first quarter, reflecting the use of cash
for the inventory build-up in last year's fourth quarter in the domestic
operations of Manufacturing and Marketing and for the capital investments
made to improve productivity and reduce utility costs at Textile Services.
The new stores at Life in the first quarter also required cash investments in
store fixtures and inventory. As a result, our cash levels were reduced to
$14,601,000 at the end of the quarter, down from $20,311,000 at last year
end. We are pleased that corporate expenses, including interest expense, were
10.0 percent below the level of the same quarter a year ago.
When the year began, it was expected that we would exceed last year's
earnings by 25 to 30 percent. This now appears to be a challenge, given the
economic conditions existing today and forecasted to continue throughout the
remainder of the year. While the Health Services market - our largest single
market, where we have 71 percent of our sales and revenues - is recession
resistant, it is not immune from a weak economy. Consumer confidence is
eroding nationally, and that will affect Life Retail sales along with all
other retailers. At Manufacturing and Marketing, our Lodging and Food Service
segments, along with Gaming (casinos) and Recreation (theme parks) may
experience weaker demands. The most significant factor affecting our
operating earnings, however, may not be on the revenue side, but rather on
the cost side. Our Textile Services segment has utility-intensive plants and
a large fleet of local and over-the-road vehicles. The continued increases in
the cost of energy, especially in California but not restricted to that
state, caused operating earnings to be lower than expectations. While we have
offset these a bit by better labor and linen management, as well as energy
surcharges to our customers, these savings are not sufficient to make up the
cost differences. It is likely that we will experience fuel increases for our
vehicles on a national basis this summer. We must reduce operating expenses
at the Manufacturing and Marketing and the Life Retail segments to reflect
their lower-than-planned sales levels as well.
We still expect to achieve double-digit earnings increases for the year,
despite the cost challenges that we are facing. To do this, we must continue
to reduce costs in all of our operations, avoid margin erosion, and grow our
revenues responsibly. It is extremely difficult to quantify the earnings
increase, given the uncertain economic conditions we are facing. At this
time, our goal is to achieve 15 to 20 percent earnings per share growth for
fiscal 2002. This will require hard work and intense attention to detail by
the management teams throughout our Company.
Now is the time for Angelica to build upon its position in the Health
Services market. We intend to expand our Textile Services operations in the
future and have identified the Southwest and the Carolinas as target markets
for us. These expansions will support our regional cluster strategy for this
business. The healthcare linen supply business will continue to consolidate,
and we are becoming ideally positioned to be a consolidator.
As we emerge from the slowdown in the economy and are able to incorporate the
increased costs of energy, I am confident that Angelica will add value for
our shareholders.
Respectfully submitted,
/s/ Don W. Hubble
Don W. Hubble
Chairman, President and Chief Executive Officer
CONSOLIDATED STATEMENTS OF INCOME
Angelica Corporation and Subsidiaries
Unaudited (Dollars in thousands, except per share amounts)
First Quarter Ended
----------------------------------
April 28, 2001 April 29, 2000
-------------- --------------
Textile service revenues $ 65,487 $ 60,691
Net sales 53,986 52,561
--------- ---------
119,473 113,252
--------- ---------
Cost of textile services 51,312 47,869
Cost of goods sold 32,911 31,784
--------- ---------
84,223 79,653
--------- ---------
Gross profit 35,250 33,599
--------- ---------
Selling, general and
administrative expenses 31,182 28,847
Interest expense 2,028 2,092
Other (income) expense, net (224) 157
--------- ---------
32,986 31,096
--------- ---------
Income before income taxes 2,264 2,503
Provision for income taxes 815 926
--------- ---------
Net income $ 1,449 $ 1,577
========= =========
Basic and diluted earnings per share * $ 0.17 $ 0.18
========= =========
Dividends per common share $ 0.08 $ 0.24
========= =========
Comprehensive income consisting of net income and foreign currency
translation adjustments, totaled $1,373 and $1,420 for the quarters ended
April 28, 2001 and April 29, 2000, respectively.
Certain amounts in the prior year have been reclassified to conform to
current year presentation.
In the first quarter of fiscal year 2002, the effective tax rate was adjusted
downward from 37.0 percent to 36.0 percent to reflect lower actual state tax
expense levels.
[FN]
* Based upon weighted average number of common and common equivalent shares
outstanding of 8,664,328 and 8,675,517 for fiscal periods of 2002 and 2001,
respectively.
CONSOLIDATED BALANCE SHEETS
Angelica Corporation and Subsidiaries
Unaudited (Dollars in thousands)
April 28, January 27,
2001 2001
----------- -----------
ASSETS
------
Current Assets:
Cash and short-term investments $ 14,601 $ 20,311
Receivables, less reserve of $2,930 and $2,581 55,422 54,983
Inventories:
Raw material 25,365 27,223
Work in progress 4,081 5,895
Finished goods 62,054 58,726
----------- -----------
91,500 91,844
Linens in service 33,284 32,846
Prepaid expenses and other current assets 6,415 5,733
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Total Current Assets 201,222 205,717
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Property and Equipment 207,338 204,146
Less -- reserve for depreciation 121,449 119,026
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85,889 85,120
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Goodwill 5,231 5,341
Other acquired assets 2,217 2,659
Cash surrender value of life insurance 22,873 22,628
Miscellaneous 4,751 4,819
----------- -----------
35,072 35,447
----------- -----------
Total Assets $ 322,183 $ 326,284
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Current maturities of long-term debt $ 27,841 $ 27,841
Accounts payable 21,985 27,445
Accrued expenses 27,038 25,982
----------- -----------
Total Current Liabilities 76,864 81,268
----------- -----------
Long-Term Debt, less current maturities 60,335 60,963
Other Long-Term Obligations 19,454 19,734
Shareholders' Equity:
Preferred Stock:
Class A, Series 1, $1 stated value,
authorized 100,000 shares, outstanding: None -- --
Class B, authorized 2,500,000 shares, outstanding: None -- --
Common Stock, $1 par value, authorized 20,000,000
shares, issued: 9,471,538 9,472 9,472
Capital surplus 4,196 4,196
Retained earnings 168,639 168,677
Accumulated other comprehensive income (2,056) (1,980)
Common Stock in treasury, at cost: 877,501 and 929,070 (14,721) (16,046)
----------- -----------
165,530 164,319
----------- -----------
Total Liabilities and Shareholders' Equity $ 322,183 $ 326,284
=========== ===========
CONSOLIDATED STATEMENTS OF CASH FLOWS
Angelica Corporation and Subsidiaries
Unaudited (Dollars in thousands)
First Quarter Ended
-------------------------------------
April 28, 2001 April 29, 2000
-------------- --------------
Cash Flows from Operating Activities:
Net income $ 1,449 $ 1,577
Non-cash items included in net income:
Depreciation 3,094 3,309
Amortization of acquisition costs 552 602
Change in working capital components,
net of businesses acquired/disposed of: (5,921) (1,201)
Other, net (457) 759
-------- --------
Net cash (used in) provided by operating activities (1,283) 5,046
-------- --------
Cash Flows from Investing Activities:
Expenditures for property and equipment, net (3,863) (2,146)
Disposals of businesses and property 302 1,874
-------- --------
Net cash used in investing activities (3,561) (272)
-------- --------
Cash Flows from Financing Activities:
Long-term debt repayments (628) (741)
Dividends paid (685) (2,082)
Other, net 447 (161)
-------- --------
Net cash used in financing activities (866) (2,984)
-------- --------
Net (decrease) increase in cash and
short-term investments (5,710) 1,790
Balance at beginning of year 20,311 15,651
-------- --------
Balance at end of period $ 14,601 $ 17,441
======== ========
Supplemental cash flow information:
Income taxes paid $ 866 $ 1,217
Interest paid $ 1,322 $ 769
BUSINESS SEGMENT INFORMATION
Angelica Corporation and Subsidiaries
Unaudited (Dollars in thousands)
First Quarter Ended
-----------------------------------
April 28, 2001 April 29, 2000
-------------- --------------
Sales and textile service revenues:
Textile Services $ 65,487 $ 60,691
Manufacturing and Marketing 37,641 36,036
Retail Sales 23,902 23,291
Intersegment sales (7,557) (6,766)
---------- ----------
$ 119,473 $ 113,252
========== ==========
Earnings:
Textile Services $ 4,740 $ 4,356
Manufacturing and Marketing 818 1,196
Retail Sales (61) 543
Interest, corporate expenses and other, net (3,233) (3,592)
---------- ----------
$ 2,264 $ 2,503
========== ==========
SUMMARY FINANCIAL POSITION DATA
Angelica Corporation and Subsidiaries
Unaudited (Dollars in thousands, except ratios, shares and per share amounts)
First Quarter Ended
-----------------------------------
April 28, 2001 April 29, 2000
-------------- --------------
Working capital $ 124,358 $ 144,237
Current ratio 2.6 to 1 4.2 to 1
Long-term debt $ 60,335 $ 87,299
Shareholders' equity $ 165,530 $ 162,746
Percent long-term debt to debt and equity 26.7% 34.9%
Equity per common share $ 19.26 $ 18.76
Common shares outstanding 8,594,037 8,675,365
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Forward-Looking Statements:
Any forward-looking statements made in this document reflect the Company's
current views with respect to future events and financial performance and are
made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Such statements are subject to certain risks and
uncertainties that may cause actual results to differ materially from those set
forth in these statements. These potential risks and uncertainties include, but
are not limited to, competitive and general economic conditions, the ability to
retain current customers and to add new customers in competitive market
environments, competitive pricing in the marketplace, delays in the shipment of
orders, availability of labor at appropriate rates, availability and cost of
energy and water supplies, availability of non-domestic image apparel
contractors to manufacture and deliver at an appropriate cost and in a timely
manner, the ability to attract and retain key personnel, unusual or unexpected
cash needs for operations or capital transactions, and other factors which may
be identified in the Company's filings with the Securities and Exchange
Commission.
-------------------------------------------------------------------------------
PART II. OTHER INFORMATION
Item 6. Exhibit and Reports on Form 8-K
---------------------------------------
(a) See Exhibit Index included herein on pages 7-11.
(b) Reports on Form 8-K - A report on Form 8-K was furnished under
Item 9 on May 24, 2001, containing the Quarterly Report to
Shareholders dated May 17, 2001 and mailed to Shareholders on
May 24, 2001 as an exhibit, pursuant to Regulation FD.
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.
Angelica Corporation
--------------------
(Registrant)
Date: June 5, 2001 /s/ T. M. Armstrong
-----------------------------
T. M. Armstrong
Senior Vice President -
Finance and Administration
Chief Financial Officer
(Principal Financial Officer)
/s/ James W. Shaffer
------------------------------
James W. Shaffer
Vice President and Treasurer
(Principal Accounting Officer)
6
EXHIBIT INDEX
-------------
Exhibit
Number Exhibit
------ -------
*Asterisk indicates exhibits filed herewith.
**Incorporated by reference from the document listed.
3.1 Restated Articles of Incorporation of the Company, as currently in
effect. Filed as Exhibit 3.1 to the Form 10-K for the fiscal year
ended January 26, 1991.**
3.2 Current By-Laws of the Company, as last amended March 27, 2001.
Filed as Exhibit 3.2 to the Form 10-K for the fiscal year ended
January 27, 2001.**
4.1 Shareholder Rights Plan dated August 25, 1998. Filed as Exhibit 1
to Registration Statement on Form 8-A on August 28, 1998.**
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 January 27, 1990.**
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 February
1, 1992.**
4.4 8.225% Senior Notes to Nationwide Life Insurance Company, American
United Life Insurance Company, Aid Association for Lutherans
(reissued to Nimer & Co. as of August 1, 1998), and Modern Woodmen
of America due May 1, 2006, together with Note Agreement. Filed as
Exhibit 4.4 to the Form 10-Q for the fiscal quarter ended July 29,
1995.**
Note: No other long-term debt instrument issued by the
Registrant exceeds 10% of the consolidated total assets of the
Registrant and its subsidiaries. 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 (as amended 1/31/95).
Filed as Exhibit 10.1 to the Form 10-K for fiscal year ended
January 28, 1995.**
10.2 Form of Participation Agreement for the Angelica Corporation
Management Retention and Incentive Plan (filed
7
as Exhibit 10.3 to the Form 10-K for fiscal year ended 1/30/93 and
incorporated herein by reference) with revised schedule setting
out executive officers covered under such agreements and the
"Benefit Multiple" listed for each.**
10.3 Angelica Corporation Stock Option Plan (As amended November 29,
1994). Filed as Exhibit 10.7 to the Form 10-K for fiscal year
ended January 28, 1995.**
10.4 Angelica Corporation Stock Award Plan. Filed as Exhibit 10 to
the Form 10-K for fiscal year ended February 1, 1992.**
10.5 Angelica Corporation Supplemental Plan restated as of
September 1, 2000. Filed as Exhibit 10.6 to the Form 10-Q for
fiscal quarter ended October 28, 2000.**
10.6 Deferred Compensation Option Plan for Selected Management
Employees. Filed as Exhibit 19.9 to the Form 10-K for fiscal year
ended January 26, 1991, incorporating all amendments thereto
through the date of this filing. The last amendment thereto was
filed as Exhibit 10.34 to the Form 10-K for fiscal year ended
January 25, 1997.**
10.7 Deferred Compensation Option Plan for Directors. Filed as
Exhibit 19.8 to the Form 10-K for fiscal year ended January 26,
1991, incorporating all amendments thereto through the date of
this filing.**
10.8 Supplemental and Deferred Compensation Trust. Filed as
Exhibit 19.5 to the Form 10-K for fiscal year ended February 1,
1992.**
10.9 Management Retention Trust. Filed as Exhibit 19.4 to the Form
10-K for fiscal year ended February 1, 1992.**
10.10 Performance Shares Plan for Selected Senior Management (restated).
Filed as Exhibit 19.3 to the Form 10-K for fiscal year ended
January 26, 1991.**
10.11 Management Retention and Incentive Plan (restated). Filed as
Exhibit 19.1 to the Form 10-K for fiscal year ended January 26,
1991.**
10.12 Non-Employee Directors Stock Plan. Filed as Exhibit 10.3 to the Form
10-K for fiscal year ended January 27, 1990, incorporating all
amendments thereto through the date of this filing.**
10.13 Restated Deferred Compensation Plan for Non-Employee Directors.
Filed as Exhibit 10 (v) to the Form 10-K for fiscal year ended
January 28, 1984, incorporating all
8
amendments thereto through the date of this filing. The last
amendment thereto was filed as Exhibit 10.25 to Form 10-K for the
fiscal year ended January 28, 1995.**
10.14 Restated Angelica Corporation Stock Bonus and Incentive Plan
(Incorporating Amendments Adopted Through August 1, 1999). Filed
as Exhibit 10.16 to the Form 10-K for the fiscal year ended
January 29, 2000.**
10.15 Angelica Corporation Pension Plan as Amended and Restated.
Filed as Exhibit 19.7 to the Form 10-K for fiscal year ended
January 26, 1991, incorporating all amendments thereto through the
date of this filing. The last amendment thereto was filed as
Exhibit 10.23 to the Form 10-Q for fiscal quarter ended July 27,
1996.**
10.16 Angelica Corporation 1994 Non-Employee Directors Stock Plan.
Filed as Appendix A of the Company's Proxy Statement for the
Annual Meeting of Shareholders held on May 23, 1995 and
incorporating all amendments thereto through the date of this
filing. The last amendment thereto was filed as Exhibit 10.35 to
the Form 10-K for fiscal year ended January 31, 1998.**
10.17 Specimen form of Stock Option Agreement under the Angelica
Corporation Stock Option Plan. Filed as Exhibit 10.20 to the Form
10-K for fiscal year ended January 27, 1996.**
10.18 Form of Stock Option Agreement under the Angelica Corporation
1994 Performance Plan (filed as Exhibit 10.21 to the Form 10-K for
fiscal year ended January 27, 1996) with one of the Company's
executive officers, together with schedule identifying the officer
and setting forth the material details in which the agreement
differs from the form of agreement that is filed. Filed as Exhibit
10.21 to the Form 10-K for fiscal year ended January 25, 1997.**
10.19 Specimen form of Stock Option Agreement under the Angelica
Corporation 1999 Performance Plan. Filed as Exhibit 10.21 to the
Form 10-K for the fiscal year ended January 29, 2000.**
10.20 Form of Indemnification Agreement between the Company and each of
its directors and executive officers (filed as Exhibit 10.22 to
the Form 10-K for fiscal year ended January 30, 1999).** An amended
schedule identifying the directors and current executive officers
who have executed such agreements was filed as Exhibit 10.20 to the
Form 10-K for fiscal year ended January 27, 2001.**
10.21 Employment Agreement between the Company and Theodore M. Armstrong,
dated January 1, 2000. Filed as Exhibit 10.23
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to the Form 10-K for the fiscal year ended January 29, 2000.**
10.22 Employment Agreement between the Company and Don W. Hubble,
dated December 12, 1997. Filed as Exhibit 10.30 to the Form 10-K
for fiscal year ended January 31, 1998.**
10.23 Retirement Benefit Agreement between the Company and Don W.
Hubble dated January 1, 1998. Filed as Exhibit 10.31 to the Form
10-K for fiscal year ended January 31, 1998.**
10.24 Non-Qualified Stock Option Agreement between the Company and
Don W. Hubble dated January 2, 1998. Filed as Exhibit 10.32 to the
Form 10-K for fiscal year ended January 31, 1998.**
10.25 Employment Agreement between the Company and Charles D.
Molloy, Jr., dated October 1, 1999. Filed as Exhibit 10.29 to the
Form 10-Q for fiscal quarter ended October 30, 1999.**
10.26 Employment Agreement between the Company and Steven L. Frey,
dated March 1, 2001. Filed as Exhibit 10.27 to the Form 10-K for
fiscal year ended January 27, 2001.**
10.27 Angelica Corporation 1999 Performance Plan. Filed as Appendix A
of the Company's Proxy Statement for the Annual Meeting of
Shareholders held May 25, 1999.**
10.28 Employment Agreement between the Company and Denis R. Raab,
dated August 23, 1999. Filed as Exhibit 10.32 to the Form 10-Q for
fiscal quarter ended October 30, 1999.**
10.29 Employment Agreement between the Company and Daniel J. Westrich,
dated October 1, 1999. Filed as Exhibit 10.33 to the Form 10-Q for
fiscal quarter ended October 30, 1999.**
10.30 Employment Agreement between the Company and James W. Shaffer,
dated October 1, 1999. Filed as Exhibit 10.34 to the Form 10-Q for
fiscal quarter ended October 30, 1999.**
10.31 Employment Agreement between the Company and Edward P. Ryan,
dated November 5, 1999. Filed as Exhibit 10.33 to the Form 10-Q
for fiscal quarter ended April 29, 2000.**
10.32 Employment Agreement between the Company and Paul R. Anderegg,
dated February 1, 2001. Filed as Exhibit 10.33 to the Form 10-K
for fiscal year ended January 27, 2001.**
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10.33 Restricted Stock Agreement between the Company and Edward P. Ryan,
dated April 1, 2001. Filed as Exhibit 10.34 to the Form 10-K for
fiscal year ended January 27, 2001.**
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