SECURITIES AND EXCHANGE COMMISSION

                           WASHINGTON, D.C. 20549-1004

                                    FORM 10-Q

                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

        FOR QUARTER ENDED January 23, 1999 COMMISSION FILE NUMBER 1-9656

                              LA-Z-BOY INCORPORATED
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             (Exact name of registrant as specified in its charter)

                 MICHIGAN                               38-0751137
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      (State or other jurisdiction of               (I.R.S. Employer
       incorporation or organization)               Identification No.)

    1284 North Telegraph Road, Monroe, Michigan         48162-3390
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     (Address of principal executive offices)           (Zip Code)

 REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (734) 241-4414

                                      None
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 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  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

               Yes     X                                   No

Indicate the number of shares outstanding of each issuer's classes of common 
stock, as of the last practicable date:

           Class                                Outstanding at January 23, 1999
- ---------------------------------------         -------------------------------
   Common Shares, $1.00 par value                        52,396,805

Part 1. Financial Information The Consolidated Balance Sheet and Consolidated Statement of Income required for Part 1 are contained in the Registrant's Financial Information Release dated February 2, 1999 and are incorporated herein by reference. -------------------------------------------------------------------------------------------- LA-Z-BOY INCORPORATED CONSOLIDATED STATEMENTS OF CASH FLOWS INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (Unaudited, amounts in thousands) Three Months Ended Nine Months Ended -------------------- -------------------- Jan 23, Jan 24, Jan 23, Jan 24, 1999 1998 1999 1998 -------- -------- -------- -------- Cash Flows from Operating Activities Net income .......................................... $ 17,728 $ 11,459 $ 43,359 $ 30,007 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization ................. 5,709 5,140 17,062 15,208 Change in receivables ......................... 27,209 22,393 9,755 18,407 Change in inventories ......................... (7,718) (2,485) (15,693) (10,227) Change in other assets and liabilities ........ (3,124) (8,607) 18,300 2,137 Change in deferred taxes ...................... 465 (2,553) (2,277) (4,513) -------- -------- -------- -------- Total adjustments .......................... 22,541 13,888 27,147 21,012 -------- -------- -------- -------- Cash Provided by Operating Activities....... 40,269 25,347 70,506 51,019 Cash Flows from Investing Activities Proceeds from disposals of assets ................... 20 1,108 313 1,500 Capital expenditures ................................ (6,749) (4,218) (14,982) (15,561) Change in other investments ......................... 700 (419) (1,727) (707) -------- -------- -------- -------- Cash Used for Investing Activities ......... (6,029) (3,529) (16,396) (14,768) Cash Flows from Financing Activities Retirements of debt ................................. (119) (2,428) (3,330) (4,469) Capital lease principal payments .................... (96) (507) (899) (1,547) Stock for stock option plans ........................ 226 2,299 4,914 5,402 Stock for 401(k) employee plans ..................... 545 417 1,382 1,103 Purchase of La-Z-Boy stock .......................... (8,931) (3,086) (27,694) (12,483) Payment of cash dividends ........................... (4,216) (3,749) (12,222) (11,292) -------- -------- -------- -------- Cash Used for Financing Activities ......... (12,591) (7,054) (37,849) (23,286) Effect of exchange rate changes on cash .................. (333) (233) (924) (135) -------- -------- -------- -------- Net change in cash and equivalents ....................... 21,316 14,531 15,337 12,830 Cash and equivalents at beginning of period .............. 22,721 23,681 28,700 25,382 -------- -------- -------- -------- Cash and equivalents at end of period .................... $ 44,037 $ 38,212 $ 44,037 $ 38,212 ======== ======== ======== ======== Cash paid during period -Income taxes ............... $ 10,620 $ 14,345 $ 18,498 $ 22,008 -Interest ................... $ 1,631 $ 1,016 $ 2,762 $ 2,810 For purposes of the Statement of Cash Flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.
LA-Z-BOY INCORPORATED AND OPERATING DIVISIONS NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. Basis of Presentation The financial information is prepared in conformity with generally accepted accounting principles and such principles are applied on a basis consistent with those reflected in the 1998 Annual Report filed with the Securities and Exchange Commission. The financial information included herein, other than the consolidated balance sheet as of April 25, 1998, has been prepared by management without audit by independent certified public accountants. The consolidated balance sheet as of January 23, 1999 has been prepared on a basis consistent with, but does not include all the disclosures contained in the audited consolidated financial statements for the year ended April 25, 1998. The information furnished includes all adjustments and accruals consisting only of normal recurring accrual adjustments which are, in the opinion of management, necessary for a fair presentation of results for the interim period. 2. Interim Results The foregoing interim results are not necessarily indicative of the results of operations for the full fiscal year ending April 24, 1999. 3. Forward-Looking Information Any forward-looking statements contained in this report represent management's current expectations based on present information and current assumptions. These statements can be identified by the use of forward- looking terminology such as "believes", "expects", "may", "should", or "anticipates". Forward-looking statements are inherently subject to risks and uncertainties. Actual results could differ materially from those which are anticipated or projected due to a number of factors. These factors include, but are not limited to, anticipated growth in sales; success of product introductions; fluctuations of interest rates, changes in consumer confidence/demand and other risks and factors identified from time to time in the Company's reports filed with the Securities and Exchange Commission. 4. Earnings per Share Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share" requires both basic and diluted earnings per share to be presented. Basic earnings per share is computed using the weighted-average number of shares outstanding during the period. Diluted earnings per share uses the weighted-average number of shares outstanding during the period plus the additional common shares that would be outstanding if the dilutive potential common shares were issued. This includes employee stock options.
Three Months Ended Nine Months Ended -------------------- ------------------- Jan. 23, Jan. 24, Jan. 23, Jan. 24, (Amounts in thousands) 1999 1998 1999 1998 - ---------------------- ------ ------ ------ ------ Weighted average common shares outstanding (basic) 52,680 53,630 53,061 53,716 Effect of options 245 425 270 344 ------ ------ ------ ------ Weighted average common shares outstanding (diluted) 52,925 54,055 53,331 54,060 ====== ====== ====== ======
LA-Z-BOY INCORPORATED MANAGEMENT'S DISCUSSION AND ANALYSIS Due to the cyclical nature of the Company's business, comparison of operations between the most recently completed quarter and the immediate preceding quarter would not be meaningful and could be misleading to the reader of these financial statements. For further Management Discussion, see attached Exhibit 99.(a) Financial Position The Company's strong financial position is reflected in the debt to capital percentage of 15% and a current ratio of 3.3 to 1 at the end of the third quarter. At April 25, 1998, the debt to capital percentage was 16% and the current ratio was 3.5 to 1. At the end of the preceding year's third quarter, the debt to capital percentage was 13% and the current ratio was 3.3 to 1. As of January 23, 1999, there was $116 million of unused lines of credit available under several credit arrangements. Stock Repurchase Program Approximately 14% of the 12 million shares of Company stock authorized for purchase on the open market are still available for purchase by the Company. The Company plans to be in the market for its shares as changes in its stock price and other factors present appropriate opportunities. Through the nine months ended January 23, 1999, the Company purchased $27.7 million, which is over double the $12.5 million in the prior year. Year 2000 The Year 2000 issue arises from the use of two-digit date fields used in computer programs which may cause problems as the year changes from 1999 to 2000. These problems could cause disruptions of operations or processing of transactions. To address the Year 2000 challenge, the Company established a Year 2000 Program Office guided by a steering committee consisting of senior executive management. This office serves as the central coordination point for all Year 2000 compliance efforts of the Company. The Company has included IT (Information Technologies) systems and non-IT systems as well as third party readiness in the scope of its Year 2000 project. The Company is on schedule with regards to its internal plan. Management believes that the Company is taking the steps necessary to minimize the impact of the Year 2000 challenge. The challenges the Company faces with regards to its IT systems include upgrading of operating systems, hardware and software, and modifying order entry and invoicing programs. For the IT challenges, the Company has substantially completed the inventory, assessment and remediation phases. The Company expects to have its critical IT systems compliant and compatible, with the appropriate testing completed, by September, 1999. The primary challenges the Company faces with regards to its non-IT systems include plant floor machinery and facility related items. For these systems, the inventory and assessment phases have been completed. The Company believes these systems to be compliant and compatible. The Company is presently in the testing phase of its non-IT project with expected completion by September, 1999. With respect to third party readiness, the Company continues to work with customers, suppliers, and service providers in order to prevent disruption of business activities. Multiple approaches are being used to determine compliance based on the priority assigned to the third party. Based on communications with these third parties, the Company believes that all material third parties will be sufficiently prepared for the Year 2000. For critical third parties, testing will be performed as deemed necessary. While the Company believes that it is preparing adequately for all Year 2000 concerns, there is no guarantee against internal or external systems failures. Such failures could have a material adverse effect on the Company's results of operations, liquidity and financial condition. The Company anticipates initiating an independent verification and assessment of the possible risks. The Company believes that its most likely worst case scenario would be business interruptions caused by third party failures. The Company expects to have contingency plans in place prior to the Year 2000 for IT and non-IT systems, as well as for areas of concern with relation to third parties. At the present time, the total Year 2000 related costs are estimated to be $12 to $16 million. To date, the Company has spent approximately $7.5 million. Included in the total estimated expenditures are both remediation and, in some cases, enhancement or improvement related costs that cannot easily be separated from remediation costs. Some of these enhancements or improvements were previously planned and were merely accelerated as a means to address Year 2000 challenges. PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) (27) Financial Data Schedule (EDGAR only). (99) News Releases and Financial Information Release: re Actual third quarter results and Management Discussion dated February 2, 1999. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the Quarterly Report on Form 10-Q for the quarter ended January 23, 1999 to be signed on its behalf by the undersigned thereunto duly authorized. LA-Z-BOY INCORPORATED (Registrant) Date February 2, 1999 /s/Gene M. Hardy ---------------------- Gene M. Hardy Secretary and Treasurer (Principal Accounting Officer)
 

5 1,000 9-mos APR-24-1999 JAN-23-1999 44,037 0 228,820 0 107,597 404,062 121,135 192,184 601,837 123,527 0 0 0 52,397 344,420 601,837 921,816 921,816 681,416 681,416 169,556 0 3,461 71,043 27,684 43,359 0 0 0 43,359 0.82 0.81



                                  News Release
                     LA-Z-BOY REPORTS RECORD THIRD QUARTER


NYSE & PCX: LZB                            Contact:  Gene Hardy  (734) 241-4306

    MONROE, MI.,  February 2, 1999:  La-Z-Boy Incorporated, one of the world's 
largest producers of furniture, continued reaching record levels of quarterly 
sales and profit.


Financial Details
    For the third quarter ended 1/23/99 of La-Z-Boy's 1999 fiscal year, sales 
reached $318.1 million, up 13% from last year's third quarter of $280.5 million.
Net income was up 55% to $17.7 million vs. $11.5 million.  Diluted EPS (Earnings
Per Share) increased 57% to $0.33 vs. $0.21.

    For the nine months ended 1/23/99 of La-Z-Boy's 1999 fiscal year, sales 
reached $921.8 million, up 17% from last year's $786.1 million.  Net income was 
up 44% to $43.4 million vs. $30.0 million.  Diluted EPS was up 45% to $0.81 vs. 
$0.56.


President Comments
    La-Z-Boy President and Chief Operating Officer, Gerald L. Kiser said, "An 
improvement in gross margin over last year's third quarter resulted from more 
efficient plant operations as well as higher sales volume.  With plant 
productivity rising, current capacity can meet forecasted demand, at least for 
the near-term.  However, we are expanding our Residential division and 
England/Corsair plants in Tennessee, and installing a new finishing facility at 
the Sam Moore division in Virginia.

    "We don't expect the exceptional 13% third quarter sales growth rate to 
continue into the fourth quarter.  La-Z-Boy's fourth quarter sales could rise 
4% to 6% above last year's record-setting final quarter."

Marketing 
    This month, the Residential division launches its third "Instant Win" 
Sweepstakes in Parade and USA Weekend magazines.  We expect to reach 57 million 
readers.  This "Picture Yourself in America's Favorite Recliner" campaign 
features a special 800 phone number to help consumers locate their most 
convenient La-Z-Boy participating dealers.  Over 4,000 La-Z-Boy locations are
taking part in this sweepstakes, marking the highest level of dealer support 
ever for this type of program.

    The La-Z-Boy Furniture Galleries program continues to expand with recent 
openings in Madrid, Spain and two new Canadian stores in Burlington and Ottawa, 
Ontario.

    Time Magazine recognized La-Z-Boy chairs and our founders in a special 
edition commemorating the 100 most influential inventions of the 20th century.  
And the La-Z-Boy Maxim massage chair was featured in Parade magazine, 
demonstrated by the cast of the popular Drew Carey Show and in the January 
issue of House Beautiful, in an article by the editor of the magazine.


Company Overview
    La-Z-Boy manufactures quality upholstered and casegoods home furniture as
well as office furniture.  In addition to the La-Z-Boy brand name, which is the 
most recognized home furniture brand name in North America, four other major 
brands are part of La-Z-Boy Incorporated: Kincaid, England/Corsair, Hammary and 
Sam Moore.


More Information
    La-Z-Boy Incorporated's third quarter 10-Q filing including an income 
statement, balance sheet, cash flow statement and additional management 
discussion is available now at the Company's internet site (www.lazboy.com).  
This press release is just one part of La-Z-Boy Incorporated's disclosures and 
should be read in conjunction with all other 10-Q information.  About 48 hours 
after this release, this third quarter 10-Q information should be available on 
the SEC's internet site (www.sec.gov).




2/2/99 Page 1 of 3 La-Z-Boy Incorporated Financial Information Release CONSOLIDATED STATEMENT OF INCOME (Amounts in thousands, except per share data) THIRD QUARTER ENDED (UNAUDITED) ------------------------------------------------------ January 23, January 24, % Over Percent of Sales ---------------- 1999 1998 (Under) 1999 1998 ----------- ----------- ------- ------ ------ Sales $318,105 $280,520 13% 100.0% 100.0% Cost of sales 230,923 211,688 9% 72.6% 75.5% ----------- ----------- ------- ------ ------ Gross profit 87,182 68,832 27% 27.4% 24.5% S, G & A 58,758 50,189 17% 18.5% 17.9% ----------- ----------- ------- ------ ------ Operating profit 28,424 18,643 52% 8.9% 6.6% Interest expense 1,110 1,048 6% 0.3% 0.4% Interest income 430 568 -24% 0.1% 0.2% Other income 962 240 301% 0.3% 0.2% ----------- ----------- ------- ------ ------ Pretax income 28,706 18,403 56% 9.0% 6.6% Income tax expense 10,978 6,944 58% 38.2% * 37.7% * ----------- ----------- ------- ------ ------ Net income $17,728 $11,459 55% 5.6% 4.1% =========== =========== ======= ====== ====== Diluted average shares 52,925 54,055 -2% Diluted EPS $0.33 $0.21 57% Basic EPS $0.34 $0.22 55% Dividends per share $0.08 $0.07 14% NINE MONTHS ENDED (UNAUDITED) ----------------------------------------------------- January 23, January 24, % Over Percent of Sales ---------------- 1999 1998 (Under) 1999 1998 ----------- ----------- ------- ------ ------ Sales $921,816 $786,054 17% 100.0% 100.0% Cost of sales 681,416 591,242 15% 73.9% 75.2% ----------- ----------- -------- ------ ------ Gross profit 240,400 194,812 23% 26.1% 24.8% S, G & A 169,556 145,946 16% 18.4% 18.6% ----------- ----------- -------- ------ ------ Operating profit 70,844 48,866 45% 7.7% 6.2% Interest expense 3,461 3,099 12% 0.4% 0.4% Interest income 1,478 1,562 -5% 0.2% 0.2% Other income 2,182 1,517 44% 0.2% 0.2% ----------- ----------- -------- ------ ------ Pretax income 71,043 48,846 45% 7.7% 6.2% Income tax expense 27,684 18,839 47% 39.0% * 38.6% * ----------- ----------- -------- ------ ------ Net income $43,359 $30,007 44% 4.7% 3.8% =========== =========== ======== ====== ====== Diluted average shares 53,331 54,060 -1% Diluted EPS $0.81 $0.56 45% Basic EPS $0.82 $0.56 46% Dividends per share $0.23 $0.21 10% * As a percent of pretax income, not sales.
2/2/99 Page 2 of 3 La-Z-Boy Incorporated Financial Information Release CONSOLIDATED BALANCE SHEET (Amounts in thousands, except par value) Unaudited Increase Audited ------------------------ January 23, January 24, (Decrease) Apr. 25, --------------------- 1999 1998 Dollars Percent 1998 --------- --------- --------- ------- --------- Current assets Cash & equivalents ............. $ 44,037 $ 38,473 $ 5,564 14% $ 28,700 Receivables .................... 228,820 196,879 31,941 16% 238,260 Inventories Raw materials .............. 52,122 44,478 7,644 17% 43,883 Work-in-process ............ 41,271 37,726 3,545 9% 40,640 Finished goods ............. 36,984 30,511 6,473 21% 30,193 --------- --------- --------- --------- --------- FIFO inventories ....... 130,377 112,715 17,662 16% 114,716 Excess of FIFO over LIFO (22,780) (21,550) (1,230) -6% (22,812) --------- --------- --------- --------- --------- Total inventories . 107,597 91,165 16,432 18% 91,904 Deferred income taxes .......... 18,936 24,761 (5,825) -24% 16,679 Income taxes ................... -- -- N/M N/M 936 Other current assets ........... 4,672 4,086 586 14% 6,549 -------- --------- --------- --------- --------- Total current assets ....... 404,062 355,364 48,698 14% 383,028 Property, plant & equipment ........ 121,135 117,627 3,508 3% 121,762 Goodwill ........................... 47,501 40,974 6,527 16% 49,413 Other long-term assets ............. 29,139 29,953 (814) -3% 26,148 --------- --------- --------- --------- --------- Total assets ........... $ 601,837 $ 543,918 $ 57,919 11% $ 580,351 ========= ========= ========= ========= ========= Current liabilities Current portion - l/t debt ..... $ 4,647 $ 5,107 ($ 460) -9% $ 4,822 Current portion - capital leases 1,099 1,561 (462) -30% 1,383 Accounts payable ............... 48,952 38,714 10,238 26% 36,703 Payroll/other comp ............. 39,316 33,315 6,001 18% 39,617 Income taxes ................... 4,596 4,469 127 3% -- Other current liabilities ...... 24,917 23,858 1,059 4% 25,764 --------- --------- --------- --------- --------- Total current liabilities .. 123,527 107,024 16,503 15% 108,289 Long-term debt ..................... 63,279 49,723 13,556 27% 66,434 Capital leases ..................... 204 1,111 (907) -82% 819 Deferred income taxes .............. 5,459 5,627 (168) -3% 5,478 Other long-term liabilities ........ 12,551 10,468 2,083 20% 11,122 Commitments & contingencies ........ -- -- N/M N/M -- Shareholders' equity Common shares, $1 par * ........ 52,397 53,569 (1,172) -2% 53,551 Capital in excess of par ....... 30,441 28,239 2,202 8% 29,262 Retained earnings * ............ 316,158 289,425 26,733 9% 306,445 Currency translation ........... (2,179) (1,268) (911) -72% (1,049) --------- --------- --------- --------- --------- Total shareholders' equity . 396,817 369,965 26,852 7% 388,209 Total liabilities and --------- --------- --------- --------- --------- shareholders' equity ... $ 601,837 $ 543,918 $ 57,919 11% $ 580,351 ========= ========= ========= ========= ========= * Restated to reflect three-for-one stock split, in the form of a 200% stock dividend effective September 1998.
2/2/99 Page 3 of 3 La-Z-Boy Incorporated Financial Information Release COMMENTS AND ANALYSIS Overall: Refer to today's press release for additional information. Gross profit margins: The gross profit margin increased to 27.4% of sales from 24.5% of sales in last year's third quarter on a 13% increase in sales and a 9% increase in unit volume. The absence of production disruptions associated with hardwood and plywood part delivery problems, costs associated with casegood manufacturing consolidations, and inclement weather conditions all favorably affected the gross profit margin. In addition, similar to the second quarter, favorable volume related cost reductions and unfavorable Canadian currency exchange effects were also realized. Sales in the fourth quarter is expected to increase roughly 4% to 6% over the prior year's fourth quarter, and the gross profit margin as a percentage of sales is expected to approximate last year. Inventories: Finished goods inventories were up 21% over the same period last year primarily as a result of two new casegood product line introductions increasing stock inventory levels, and increased daily production volume resulting in more finished product being staged for shipment. The stock inventory build-up for the larger of the two product line introductions is expected to be short-term. Finished goods inventory levels at the end of the upcoming fourth quarter are expected to be higher than the prior year, but not as high as at the end of the third quarter. S,G & A: Third quarter S, G & A increased to 18.5% of sales vs. 17.9% last year. The largest cause was due to an increase in Information Technology (IT) expenses relating to Year 2000 projects. As expected, performance bonus related expenses increased due to higher sales and profits. La-Z-Boy held many other S, G & A expenses at a growth rate consistent with or lower than the sales growth rate, thus somewhat offsetting the higher IT related and performance bonus increases. For the fourth quarter, IT expenses are expected to be slightly higher than last year. Higher bonus related expenses are expected to continue through the fourth quarter. Other income: Other income is volatile by nature and fluctuates from one period to another. Last year's fourth quarter included an income item related to tax refund claims. Looking forward, this is not expected to occur in this year's fourth quarter. Income tax expense: The third quarter tax rate increased to 38.2% of pretax income from 37.7% last year. This is due in part to Canadian division profit impacts creating unfavorable tax impacts. This is somewhat offset by several favorable items. This trend is expected to continue for the fourth quarter.