FORM 10-Q/A
Amendment No. 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended November 26, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the transition period from [ ] to [ ]
Commission File Number 1-7832
PIER 1 IMPORTS, INC.
(Exact name of registrant as specified in its charter)
Delaware 75-1729843
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
301 Commerce Street, Suite 600, Fort Worth, Texas 76102
(Address of principal executive offices including zip code)
(817) 878-8000
(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 shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes [ X ]. No [ ].
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Shares outstanding as of December 30, 1994
- ----------------------------- ------------------------------------------
Common Stock, $1.00 par value 37,729,944
<PAGE>
Items 1 and 2 of Part I and Item 6 of Part II of the Company's Quarterly
Report on Form 10-Q of the quarter ended November 26, 1994, are amended and
restated as set forth below.
PART I
------
Item 1. Financial Statements.
--------------------
PIER 1 IMPORTS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands except per share amounts)
(Unaudited)
Three Months Ended Nine Months Ended
Nov. 26, Nov. 27, Nov. 26, Nov. 27,
1994 1993 1994 1993
-------- -------- -------- --------
(as restated) (as restated)
Net sales $165,761 $163,457 $512,650 $503,491
Operating costs and expenses:
Cost of sales (including
buying and store occupancy) 99,664 100,435 310,969 312,945
Selling, general and
administrative expenses 51,146 49,115 151,770 143,448
Depreciation and amortization 4,008 3,980 11,788 11,606
-------- -------- -------- --------
154,818 153,530 474,527 467,999
-------- -------- -------- --------
Operating income 10,943 9,927 38,123 35,492
Nonoperating (income) and expense:
Interest income (701) (392) (1,425) (1,732)
Interest expense 3,453 4,634 10,792 14,562
Trading losses (Note 1) 5,749 4,550 11,445 14,758
Write-down of General Host
securities (Note 2) 7,543 -- 7,543 --
-------- -------- -------- --------
16,044 8,792 28,355 27,588
-------- -------- -------- --------
Income (loss) before income
taxes (5,101) 1,135 9,768 7,904
Provision for income taxes 425 1,643 6,799 6,575
-------- -------- -------- --------
Net income (loss) $ (5,526) $ (508) $ 2,969 $ 1,329
======== ======== ======== ========
Net income (loss) per share $(.14) $(.01) $.07 $.03
======== ======== ======== ========
Average shares outstanding
during period, including
common stock equivalents 39,683 39,560 39,642 39,505
======== ======== ======== ========
The accompany notes are an integral part of these financial statements.
<PAGE> PIER 1 IMPORTS, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands except share data)
(Unaudited)
November 26, February 26,
1994 1994
------------ ------------
(as restated)
ASSETS
Current assets:
Cash, including temporary investments of
$8,132 and $7,466, respectively $ 22,523 $ 17,123
Accounts receivable, net 64,360 51,722
Inventories 211,201 219,646
Other current assets 35,233 32,901
-------- --------
Total current assets 333,317 321,392
Properties, net 108,263 111,510
Other assets 29,419 30,400
-------- --------
$470,999 $463,302
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Notes payable and current portion of long-term
debt $ 15,892 $ 2,639
Accounts payable and accrued liabilities 77,943 89,772
-------- --------
Total current liabilities 93,835 92,411
Long-term debt 142,602 145,231
Deferred income taxes 4,399 3,407
Other non-current liabilities 25,157 21,160
Stockholders' equity:
Common stock, $1.00 par, 100,000,000 shares
authorized, 37,709,000 and 37,617,000
issued, respectively 37,709 37,617
Paid-in capital 93,013 92,670
Retained earnings 76,554 76,597
Cumulative currency translation adjustments (1,063) (964)
Less - 6,000 and 98,000 common shares in
treasury, at cost, respectively (53) (884)
Less - subscriptions receivable and unearned
compensation (1,154) (1,369)
Less - unrealized loss on marketable equity
securities -- (2,574)
-------- --------
205,006 201,093
-------- --------
$470,999 $463,302
======== ========
The accompanying notes are an integral part of these financial statements.
<PAGE> PIER 1 IMPORTS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Nine Months Ended
November 26, November 27,
1994 1993
------------ ------------
(as restated)
Cash flow from operating activities:
Net income $ 2,969 $ 1,329
Adjustments to reconcile to net cash provided
by (used in) operating activities:
Depreciation and amortization 11,788 11,606
Deferred taxes and other 5,187 2,198
Write-down of General Host securities 7,543 --
Changes in cash from:
Inventories 7,453 (19,045)
Accounts receivable and other current
assets (15,568) (24,856)
Accounts payable and accrued expenses (5,652) 1,711
Store-closing reserve (2,144) --
Other assets, liabilities and other, net (923) 1,170
------- -------
Net cash provided by (used in)
operating activities 10,653 (25,887)
------- -------
Cash flow from investing activities:
Capital expenditures (14,004) (20,521)
Proceeds from disposition of properties 238 791
Loan to Sunbelt Nursery Group, Inc. (9,600) (1,000)
Proceeds from Sunbelt Nursery Group, Inc. 11,600 2,105
Investments in The Pier Retail Group, Ltd. (1,593) --
Other investing activities -- (4,259)
------- -------
Net cash used in investing activities (13,359) (22,884)
------- -------
Cash flow from financing activities:
Cash dividends (3,009) (2,624)
Repayments of long-term debt (2,500) --
Net borrowings (payments) under line of credit
agreements 13,000 (5,500)
Proceeds from sales of capital stock, treasury
stock, and other 615 440
------- -------
Net cash provided by (used in)
financing activities 8,106 (7,684)
------- -------
Change in cash and cash equivalents 5,400 (56,455)
Cash and cash equivalents at beginning of period 17,123 73,585
------- -------
Cash and cash equivalents at end of period $22,523 $17,130
======= =======
The accompanying notes are an integral part of these financial statements.
<PAGE><TABLE>
PIER 1 IMPORTS, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED NOVEMBER 26, 1994
(In thousands) (Unaudited)
<CAPTION>
Unrealized
Cumulative Subscriptions Loss on
Currency Receivable and Marketable Total
Common Paid-in Retained Translation Treasury Unearned Equity Stockholders'
Stock Capital Earnings Adjustments Stock Compensation Securities Equity
------ ------- -------- ----------- -------- -------------- ---------- -------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance February 26, 1994 $37,617 $92,670 $76,597 $ (964) $ (884) $(1,369) $(2,574) $201,093
Purchase of treasury stock (743) (743)
Restricted stock grant and amortization (2) (61) 215 152
Stock purchase plan, exercise of stock
options and other 92 345 (3) 1,635 2,069
Currency translation adjustments (99) (99)
Realized loss on marketable equity
securities 2,574 2,574
Cash dividends, declared or paid (3,009) (3,009)
Net income (as restated) 2,969 2,969
------- ------- ------- ------- ------ ------- ------- --------
Balance November 26, 1994 (as restated) $37,709 $93,013 $76,554 $(1,063) $ (53) $(1,154) $ -- $205,006
======= ======= ======= ======= ====== ======= ======= ========
<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>
<PAGE> PIER 1 IMPORTS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The accompanying unaudited financial statements should be read in con-
junction with the Annual Report on Form 10-K, and Amendment No. 2 to Form 10-
K, for the year ended February 26, 1994. All adjustments that are, in the
opinion of management, necessary for a fair statement of the financial
position as of November 26, 1994, and the results of operations and cash
flows for the interim periods ended November 26, 1994 and November 27, 1993
have been made and consist only of normal recurring adjustments except for
net trading losses described in Note 1. The results of operations for the
three and nine months ended November 26, 1994 and November 27, 1993, as
restated, are not indicative of results to be expected for the fiscal year
because of, among other things, seasonality factors in the retail business.
Note 1 - Trading losses
In late December 1995, the Company was made aware of losses of $19.3
million resulting from trading activities in a discretionary account by a
financial consultant retained to manage the Company's excess cash and short-
term investments. Net trading losses recorded in fiscal years 1996 and 1995
were $16.5 million and $2.8 million, respectively. The Company has restated
its financial statements to record $1.5 million, $4.2 million and $5.7
million of net trading losses in the first, second and third quarters of
fiscal 1995, respectively, and $4.0 million, $6.2 million and $4.6 million of
net trading losses in the first, second and third quarters of fiscal 1994,
respectively. The Company's restatements had no effect on net income for the
full 1994 fiscal year, after recording a fourth quarter trading gain of $14.8
million. The Company has not recorded any tax benefit on these trading
losses since the realization of such benefit is not considered likely based
on the information available at this time. The effect of these net trading
losses on net income for the first, second and third quarters of fiscal years
1995 and 1994 was a reduction of $.04 per share, $.11 per share and $.15 per
share in fiscal 1995, respectively, and a reduction of $.10 per share, $.16
per share and $.11 per share in fiscal 1994, respectively.
Note 2 - Investments
At the beginning of fiscal 1995, the Company adopted Statement of
Financial Accounting Standards No. 115, "Accounting for Certain Investments
in Debt and Equity Securities." The adoption of this standard by the Company
had no effect on the Company's financial position or results of operations
for the first nine months of fiscal 1995.
In November 1994, the Company concluded that the decline in the market
value of its investment in General Host Corporation ("General Host") common
stock was 'other than temporary'. Accordingly, the Company recorded a non-
cash pre-tax charge of $7.5 million to reflect a write-down to the then
current market value of the General Host stock. At November 26, 1994, the
market value of the General Host common stock was substantially the same as
the Company's new adjusted cost of $8.4 million.
Note 3 - Net income (loss) per share
Primary net income (loss) per share was determined by dividing net
income (loss) by applicable average shares outstanding. Fully diluted net
income (loss) per share amounts are similarly computed, but include the
effect, when dilutive, of the Company's potentially dilutive securities. To
determine fully dilutive net income (loss), interest and debt issue costs,
net of any applicable taxes, have been added back to net income (loss) to
reflect assumed conversions. The computation of fully dilutive net income
(loss) per share for the three and nine months ended November 26, 1994 and
November 27, 1993 was antidilutive for all periods; therefore, the amounts
reported for primary and fully diluted net income (loss) per share are the
same.
<PAGE>
PART I
------
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Results of Operations
Pier 1 Imports, Inc. ("the Company") recorded net sales of $165.8
million and $512.7 million for the third quarter and nine-month periods of
fiscal year 1995, increases of 1.4% and 1.8%, respectively, compared to the
same periods of fiscal 1994. Reported sales for the current fiscal year do
not include sales from 49 stores that are scheduled to close under the store-
closing program, which was established at the end of fiscal 1994. Same-store
sales for the third quarter and first nine months of fiscal 1995 both
increased 3.3% compared to the same periods of fiscal 1994. The increase in
same-store sales during the first nine months of fiscal 1995 resulted from a
10.8% sales increase in hard goods merchandise, such as furniture and
decorative accessories, coupled with a 23.2% sales decrease in soft goods
merchandise which includes clothing, jewelry, and accessories. Hard goods
and soft goods sales contributed approximately 90% and 10%, respectively, of
total sales for the first nine months of fiscal 1995. The Company closed 21
of the 49 stores included in the store-closing program and opened 38 through
the third quarter of fiscal 1995. North American store count aggregated 624
at the end of the third quarter of fiscal 1995 compared to 637 at the end of
the third quarter of fiscal 1994.
Gross profit, after related buying and store occupancy costs,
expressed as a percentage of net sales, increased 1.3% to 39.9% for the third
quarter of fiscal 1995 and increased 1.5% to 39.3% for the first nine months
of fiscal 1995 compared to the same periods in fiscal 1994. These increases
are primarily the result of a continued improvement in margins on furniture
this fiscal year in addition to fewer clearance markdowns taken on clothing
this fiscal year compared to last fiscal year. Store occupancy costs, as a
percentage of net sales, improved 0.8% to 15.5% for the third quarter and to
14.8% for the first nine months of fiscal 1995 versus last fiscal year's
comparable periods. This improvement was achieved through the elimination of
the results of underperforming stores in the store-closing program.
Selling, general, and administrative expenses, expressed as a
percentage of net sales, increased 0.9% to 30.9% in the third quarter of
fiscal 1995 and 1.1% to 29.6% in the first nine months of fiscal 1995
compared to the same periods in fiscal 1994. In total dollars, expenses
increased $2.0 million during the third quarter of fiscal 1995 over the same
period in fiscal 1994 and increased $8.3 million during the first nine months
of the current fiscal year compared to the same period last fiscal year.
Fiscal 1995 third quarter expenses increased due to higher management bonus
accruals and increased marketing costs. Expenses in the fiscal 1995 nine-
month period increased as a result of these costs offset partially by lower
net credit card expenses and the elimination of the expenses of stores in the
store-closing program.
Interest expense declined $1.2 million and $3.8 million for the third
quarter and the first nine months of fiscal 1995, respectively, compared to
the same periods of fiscal 1994. These decreases are primarily attributable
to lower effective rates.
At the beginning of fiscal 1995, the Company adopted Statement of
Financial Accounting Standards No. 115, "Accounting for Certain Investments
in Debt and Equity Securities." The adoption of this standard by the Company
had no effect on the Company's financial position or results of operations
for the first nine months of fiscal 1995. In November 1994, the Company
concluded that the decline in the market value of its investment in General
Host Corporation ("General Host") common stock was 'other than temporary'.
Accordingly, the Company recorded a non-cash pre-tax charge of $7.5 million
to reflect a write-down to the then current market value of the General Host
stock. The Company concluded that it would be unable to recover all of its
initial investment in General Host after several favorable developments
relating to General Host failed to have a positive impact on the market price
of General Host common stock and after passage of a reasonable period of
time. The favorable developments relating to General Host included a store
closing and cost reduction program, a change in the senior management of a
major subsidiary of General Host, the sale in October 1994 by General Host of
its 49.5% interest in Sunbelt Nursery Group, Inc. ("Sunbelt") to a third
party for $4.2 million in cash and substantial improvement in current year
first and second quarter results.
In late December 1995, the Company was made aware of losses of $19.3
million resulting from trading activities in a discretionary account. The
Company has regularly designated a portion of its excess cash and short-term
investments for management by a financial consultant in the discretionary
account. The amount of funds deposited by the Company has varied during each
year, and the funds were generally withdrawn near the end of each fiscal
year. According to statements of the account provided by brokerage firms
that executed trading activity at the financial consultant's instructions,
the funds were invested in treasury bonds, treasury bond futures contracts
and options on treasury bond futures contracts. The futures and options
contracts were often used in a manner that provided a high degree of
speculation and leverage to the invested funds. As a result of the
investigations of the trading losses, the Company recorded $16.5 million and
$2.8 million of the net trading losses in fiscal years 1996 and 1995,
respectively. The Company has restated its financial statements to record
$11.4 million and $14.8 million of net trading losses in the first nine
months of fiscal years 1995 and 1994, respectively. The Company's
restatements had no effect on net income for the full 1994 fiscal year. The
Company has not recorded any tax benefit on these losses since the
realization of such benefit is not considered likely based on the information
available at this time. The Company and a Special Committee of the Board of
Directors investigated the matter and found no evidence to suggest that the
Company's net losses from these trading activities will exceed $19.3 million
in the aggregate.
The Company's effective tax rate for fiscal 1995 exclusive of the
aforementioned trading losses is estimated at 32.1% compared to 29.0% for the
same period of fiscal 1994. The increase is primarily due to the benefit of
tax-favored investment income last fiscal year compared to this fiscal year.
The Company expects that its effective tax rate for the 1996 fiscal year will
approximate 40%.
Operating income improved $1.0 million to $10.9 million during the
fiscal 1995 third quarter and improved $2.6 million to $38.1 million for the
nine-month period of fiscal 1995 compared to the same periods in fiscal 1994
due to slightly higher sales and improved margins. Net losses for the third
quarter of fiscal 1995 aggregated $5.5 million or $0.14 per share compared to
a loss of $0.5 million or $.01 per share for the same period of fiscal 1994.
For the nine-month period of fiscal 1995, net income aggregated $3.0 million
or $0.07 per share compared to $1.3 million or $.03 per share for the same
period of fiscal 1994.
On December 31, 1994, the U.S. Trade Representative (USTR) announced
his intention to take retaliatory trade action against the People's Republic
of China (P.R.C.) if it does not agree to address U.S. concerns about the
P.R.C.'s lack of intellectual property rights and remedies by the P.R.C. The
USTR issued a list of P.R.C. products whose tariff could be significantly
raised if the U.S. and the P.R.C. cannot resolve their differences by
February 4, 1995, the announced deadline of the current unfair trade practice
investigation initiated pursuant to Section 301 of the 1988 Omnibus Trade and
Competitiveness Act. The proposed list of goods scheduled for duty increases
includes a number of goods imported by the Company from the P.R.C. At this
time, it is not known which items would be included on such a list if it were
to be implemented, as the USTR will receive comments to the list during the
month of January with the announced date to finalize the list being February
4, 1995. Presently, the only action contemplated by the Company will be to
file its objections to the list of goods imported by the Company from the
P.R.C. that are not available in the U.S. in commercially reasonable
quantities. Representatives of the U.S. and P.R.C. are expected to meet
before February 4, 1995, to attempt to resolve the intellectual property
issues. While the outcome of these discussions cannot be predicted,
previously in 1992 the countries resolved trade barrier disagreements by a
Memorandum of Understanding which precluded the implementation of a list of
similarly sanctioned goods.
Liquidity and Capital Resources
Cash provided by operating activities was $10.7 million during the
first nine months of fiscal 1995 compared to a $25.9 million use of cash from
operations during the comparable period in fiscal 1994 after recording net
trading losses in the first nine months of fiscal years 1995 and 1994 of
$11.4 million and $14.8 million, respectively, as discussed above. This
increase was largely due to reduced inventory levels in fiscal 1995 coupled
with a slower growth of the Pier 1 credit card receivable during the first
nine months of fiscal 1995 versus the same period of fiscal 1994. Cash used
in investing activities was $13.4 million during the first nine months of
fiscal 1995 compared to $22.9 million for the same period of fiscal 1994.
The decline in the use of cash during fiscal 1995 is primarily due to a
decrease in capital expenditures and a reduction in other investing
activities. Cash provided by financing activities of $8.1 million for the
current fiscal year included $13.0 million of short-term borrowings offset
partially by $3.0 million of cash dividends paid this fiscal year and a $2.5
million sinking fund payment on long-term debt in the second quarter of
fiscal 1995. Cash used in financing activities for the first nine months of
fiscal 1994 included a $5.5 million net pay-down of short-term debt.
During the first nine months of fiscal 1995, the Company paid cash
dividends aggregating $.08 per share, and has declared a cash dividend of
$.03 per share payable on February 22, 1995 to shareholders of record on
February 8, 1995. The Company currently expects to continue to pay cash
dividends in fiscal 1996 and intends to retain most of its future earnings
for expansion of the Company's business.
Cash requirements of the Company's previously announced fiscal 1994
store-closing program are estimated to aggregate $16 million in fiscal 1995
and will be funded through working capital and operations. Forty-nine (49)
stores and the Canadian distribution center and administrative office are
planned to close through the store-closing program during fiscal 1995, of
which 21 stores have been closed and charged to the store-closing reserve.
The remaining balance of the $21.3 million reserve was $15.9 million at
November 26, 1994 which consisted of $14.5 million of lease termination
costs, $1.0 million of interim operating losses and $0.4 million of severance
and relocation costs. The components of the $5.4 million usage of the store-
closing provision during the first nine months of fiscal 1995 consist of
lease termination costs of $1.4 million, fixed asset write-downs of $2.1
million, interim operating losses of $0.7 million and inventory liquidation
costs of $1.2 million. All of the remaining stores will either be closed or
have substantially completed negotiations with landlords regarding lease
settlements by the end of fiscal 1995. A total of 50 new stores are planned
for the 1995 fiscal year, of which 38 stores were opened during the first
nine months of fiscal 1995. Financing for new store land and building costs
will be provided by operating leases. Related inventory and fixtures for the
remaining stores are estimated to cost approximately $3.4 million, which will
be funded by operations, working capital and bank lines of credit.
The minimum operating lease commitments for fiscal 1995 are $23
million, and the present value of all existing minimum operating lease
commitments is $349 million.
Working capital requirements will continue to be provided by cash and
$168.5 million in short-term revolving lines of credit. Under these lines of
credit at November 26, 1994, $13 million was outstanding in the form of
short-term borrowings and an additional $53 million was committed under
letters of credit. The Company's current ratio at the end of the third
quarter of fiscal 1995 was 3.6 to 1 compared to 3.5 to 1 at fiscal year end
1994 and 3.5 to 1 at the end of the third quarter of fiscal 1994.
In April 1993, the Company sold its 49.5% interest in Sunbelt to
General Host in exchange for 1,940,000 shares of General Host common stock.
Subsequently, General Host paid a 5% stock dividend, resulting in the
Company's holding 2,037,000 shares of General Host common stock. In
connection with the sale, the Company had committed to provide Sunbelt up to
$25 million of non-revolving store development financing and to provide
Sunbelt a credit facility aggregating $12 million. In October 1994, in
connection with the sale by General Host of its 49.5% interest in Sunbelt to
a third party, the Company agreed to extend $22.8 million of the non-
revolving store development financing to Sunbelt until June 30, 1998, at
market rental rates, and the Company received payment of the amounts owed
under the credit facility. Additionally, the Company guarantees
approximately $3.5 million of other Sunbelt store lease obligations.
In December 1994, the Company completed a private placement of $12.5
million principal amount of 8 1/2% exchangeable debentures due December 1,
2000, providing for mandatory exchange of the debentures into an aggregate of
2,037,000 shares of General Host common stock held by the Company. The net
proceeds received by the Company from the sale of the exchangeable debentures
was approximately $11 million. The Company intends to utilize the net
proceeds, together with existing financial resources, for working capital and
other general corporate purposes.
<PAGE>
PART II
-------
Item 6. Exhibits and Reports on Form 8-K.
--------------------------------
(a) Exhibits See Exhibit Index.
(b) Reports on Form 8-K
On December 1, 1994, the Company filed a Current Report
on Form 8-K, reporting a one-time non-cash pre-tax charge of
approximately $7.5 million to write down the Company's carrying
costs of its holdings of General Host common stock, and
reporting the offering of a private placement of 8 1/2%
exchangeable debentures; exchangeable at maturity into
2,037,000 shares of the common stock of General Host
Corporation held by the Company.
On January 5, 1995, the Company filed a Current Report on
Form 8-K, reporting the issuance of common share purchase
rights, payable on shares of common stock outstanding on
December 21, 1994.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this amended report to be signed on its behalf
by the undersigned thereunto duly authorized.
PIER 1 IMPORTS, INC. (Registrant)
Date: May 24, 1996 By: /s/ Clark A. Johnson
------------ ---------------------------------------
Clark A. Johnson, Chairman of the Board
and Chief Executive Officer
(Principal Executive Officer)
Date: May 24, 1996 /s/ Susan E. Barley
------------ ---------------------------------------
Susan E. Barley, Vice President and
Controller
(Principal Accounting Officer)
<PAGE>
EXHIBIT INDEX
Exhibit
No. Description
- ------- -----------
3(ii) Bylaws of the Company, Restated as of December 7, 1994,
previously filed January 10, 1995.
4 Rights Agreement, dated as of December 9, 1994, between the
Company and First Interstate Bank, N.A., as rights agent,
incorporated by reference to Exhibit 4 to the Company's
Registration Statement on Form 8-A, Reg. No. 1-7832, filed
December 20, 1994, previously filed January 10, 1995.
27 Financial Data Schedule for Nine-Month Period ended November 26,
1994, as restated.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S CONSOLIDATED STATEMENT OF OPERATIONS AND BALANCE SHEET AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> FEB-25-1995
<PERIOD-END> NOV-26-1994
<CASH> 22,523
<SECURITIES> 0
<RECEIVABLES> 66,794
<ALLOWANCES> 2,434
<INVENTORY> 211,201
<CURRENT-ASSETS> 333,317
<PP&E> 217,258
<DEPRECIATION> 108,995
<TOTAL-ASSETS> 470,999
<CURRENT-LIABILITIES> 93,835
<BONDS> 142,602
<COMMON> 37,709
0
0
<OTHER-SE> 167,297
<TOTAL-LIABILITY-AND-EQUITY> 470,999
<SALES> 512,650
<TOTAL-REVENUES> 512,650
<CGS> 310,969
<TOTAL-COSTS> 474,527
<OTHER-EXPENSES> 18,988
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 10,792
<INCOME-PRETAX> 9,768
<INCOME-TAX> 6,799
<INCOME-CONTINUING> 2,969
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,969
<EPS-PRIMARY> .07
<EPS-DILUTED> 0
</TABLE>
