UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Thirteen Weeks Ended April 29, 1995
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 No. 1-4844
ECKERD CORPORATION
(Exact name of registrant as specified in charter)
DELAWARE 13-3302437
(State of incorporation) (I.R.S. Employer Identification No.)
8333 Bryan Dairy Road
Largo, Florida 34647
(Address and zip code of principal executive offices)
(813) 399-6000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
----- -----
As of May 27, 1995 32,143,900 shares of Common Stock, $.01 par value, were
outstanding.
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<CAPTION>
ECKERD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS EXCEPT SHARE DATA)
Unaudited Audited
ASSETS 4/29/95 1/28/95
-------------- --------------
<S> <C> <C>
Current assets:
Cash and short-term interest bearing deposits $ 9,985 8,898
Receivables, less allowance for doubtful
receivables of $3,000 77,794 52,487
Merchandise inventories 750,833 771,122
Prepaid expenses and other current assets 2,206 2,366
-------------- --------------
Total current assets 840,818 834,873
-------------- --------------
Property, plant and equipment, at cost 561,815 542,191
Less accumulated depreciation 260,448 249,214
-------------- --------------
Net property, plant and equipment 301,367 292,977
-------------- --------------
Excess of cost over net assets acquired, less
accumulated amortization 27,524 27,667
Favorable lease interests, less accumulated amortization 146,279 153,664
Unamortized debt expense 9,760 10,138
Other assets 20,958 23,028
-------------- --------------
$ 1,346,706 1,342,347
============== ==============
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Bank debit balances $ 9,667 44,373
Current installments of long-term debt 1,453 1,452
Accounts payable 275,828 287,551
Accrued expenses 213,343 221,208
-------------- --------------
Total current liabilities 500,291 554,584
-------------- --------------
Other noncurrent liabilities 131,325 124,944
Long-term debt, excluding current installments 806,996 785,561
Stockholders' deficit:
Preferred stock of $.01 par value.
Authorized 20,000,000 shares; none issued -- --
Voting common stock of $.01 par value.
Authorized 96,481,272 shares; issued 32,136,898
and 32,105,774 321 321
Nonvoting common stock of $.01 par value.
Authorized 3,518,728 shares; none issued -- --
Capital in excess of par value 234,319 234,027
Retained deficit (326,546) (357,090)
-------------- --------------
Total stockholders' deficit (91,906) (122,742)
-------------- --------------
$ 1,346,706 1,342,347
============== ==============
See accompanying notes to condensed consolidated financial statements.
</TABLE>
2
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<TABLE>
<CAPTION>
ECKERD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(IN THOUSANDS EXCEPT PER SHARE DATA)
Thirteen Weeks Ended
-------------------------
4/29/95 4/30/94
----------- -----------
<S> <C> <C>
Sales and other operating revenue $ 1,219,594 1,136,195
----------- -----------
Costs and expenses:
Cost of sales, including store occupancy,
warehousing and delivery expense 939,488 866,083
Operating and administrative expenses 220,591 217,846
----------- -----------
Earnings before interest expense 59,515 52,266
Interest expense:
Interest expense, net 19,817 22,212
Amortization of original issue discount
and deferred debt expenses 539 1,689
----------- -----------
Total interest expense 20,356 23,901
----------- -----------
Earnings before income taxes 39,159 28,365
Income tax provision 8,615 1,420
----------- -----------
Net earnings for the period $ 30,544 26,945
=========== ===========
Net earnings per common share $ .93 .84
=========== ===========
See accompanying notes to condensed consolidated financial statements.
</TABLE>
3
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<TABLE>
<CAPTION>
ECKERD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(IN THOUSANDS)
Thirteen Weeks Ended
--------------------
Cash flows from operating activities: 4/29/95 4/30/94
-------- --------
<S> <C> <C>
Net earnings for the period $ 30,544 26,945
Adjustments to reconcile net earnings for the period
to net cash provided by operating activities:
Depreciation and amortization 19,537 18,643
Amortization of original issue discount
and deferred debt expenses 539 1,689
Decrease (increase) in receivables,
merchandise inventories and prepaid
expenses (4,858) 11,943
Decrease in accounts payable and accrued
expenses (16,568) (95,249)
-------- --------
Net cash provided by (used in)
operating activities 29,194 (36,029)
-------- --------
Cash flows from investing activities:
Additions to property, plant and equipment* (15,694) (10,047)
Sale of property, plant and equipment 395 95
Acquisition of certain drug store assets (1,424) (376)
Net cash proceeds from sale of Vision Group -- 23,654
Other 1,754 3,447
-------- --------
Net cash provided by (used in)
investing activities (14,969) 16,773
-------- --------
Cash flows from financing activities:
Decrease in bank debit balances (34,706) (24,746)
Additions to long-term debt 312 23
Reductions of long-term debt (489) (579)
Net additions under current credit agreement 21,453 44,265
Other, including deferred financing costs 292 (468)
-------- --------
Net cash provided by (used in)
financing activities (13,138) 18,495
-------- --------
Net increase (decrease) in cash and cash equivalents 1,087 (761)
Cash and short-term interest bearing deposits
at beginning of period 8,898 12,110
-------- --------
Cash and short-term interest bearing deposits
at end of period $ 9,985 11,349
======== ========
* Total capital expenditures for thirteen weeks ended April 29, 1995 and April
30, 1994 were $20,417 and $14,059, of which $4,723 and $4,012 were acquired
under a deferred payment arrangement.
See accompanying notes to condensed consolidated financial statements.
</TABLE>
4
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ECKERD CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
Note 1.
-------
The condensed consolidated financial statements include the accounts of
the Company and its subsidiaries, and were prepared from the books and
records of the Company without audit or verification and in the opinion
of management include all adjustments (none of which were other than
recurring accruals) necessary to present a fair statement of results
for such periods. It is suggested that these condensed consolidated
financial statements should be read in conjunction with the financial
statements and notes filed as part of the Form 10-K405 report for the
fiscal year ended January 28, 1995. The results of operations of the
periods indicated should not be considered as necessarily indicative of
operations for the full year.
Note 2.
-------
Substantially all inventories are determined on a last-in, first-out
(LIFO) cost basis. At April 29, 1995 and January 28, 1995 inventories
would have been greater by approximately $79,800 and $76,900,
respectively, if inventories were valued on a first-in, first-out
(FIFO) cost basis. The cost of merchandise sold is calculated primarily
on estimated inventory values and inflation rates based on physical
inventories taken at all locations at least once during the fiscal
year.
Note 3.
-------
The weighted average number of shares outstanding for thirteen weeks
ended April 29, 1995 and April 30, 1994 were 32,813 in 1995 and 32,224
in 1994.
Note 4.
-------
Certain amounts have been reclassified in the fiscal 1994 condensed
consolidated statements of operations and statements of cash flows to
conform to the fiscal 1995 condensed consolidated financial statement
presentation.
5
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<CAPTION>
ECKERD CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 5. ECKERD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Thirteen Weeks Ended
------------------------------------
April 29, 1995 April 30, 1994
---------- -----------------------
Actual Actual(A) Adjusted(B)
---------- ---------- ----------
<S> <C> <C> <C>
Sales and other operating income $1,219,594 1,136,195 1,108,639
Cost of sales 939,488 866,083 847,444
Operating and administrative expenses 212,812 209,819 202,464
Amortization of intangibles 7,779 8,027 7,946
---------- ---------- ----------
Operating profit 59,515 52,266 50,785
Interest expense 20,356 23,901 21,770
---------- ---------- ----------
Earnings before income taxes 39,159 28,365 29,015
Income taxes 8,615 1,420 1,451
---------- ---------- ----------
Net earnings $ 30,544 26,945 27,564
========== ========== ==========
Net earnings per common share $ .93 .84 .86
Weighted average number of shares
outstanding 32,813 32,224 32,224
Earnings before interest, income taxes,
depreciation and amortization
(EBITDA) $ 79,052 70,544 68,646
(A) Certain amounts have been reclassified to conform to the 1995 actual
financial statement presentation.
(B) The adjusted financial data is based on the historical financial
statements of the Company, adjusted to give effect to the Company's sale
of the Insta-Care Pharmacy Services operations which was sold effective
November 15, 1994, and the use of the net proceeds therefrom as if such
transaction had occurred as of the beginning of the thirteen week period
ended April 30, 1994.
</TABLE>
6
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ECKERD CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Results of Operations
The Company sold its Insta-Care Pharmacy Services ("Insta-Care")
operations effective November 15, 1994. The following results of
operations discussion will compare the first quarter of fiscal 1995 to
the adjusted first quarter of fiscal 1994 (thirteen weeks ended April
29, 1995 and April 30, 1994) which gives effect to the Company's sale
of the Insta-Care operations. See "footnote 5 of Notes to Condensed
Consolidated Financial Statements."
The Company's sales and other operating revenue for the first quarter
of fiscal 1995 were $1,219.6 million, a 10.0% increase over the first
quarter of fiscal 1994. Sales benefited from significant increases in
prescription sales as well as by increases in front end sales from
strong Valentine and Easter selling seasons. Prescription sales for the
first quarter of fiscal 1995 were $647.7 million, a 17.1% increase over
the first quarter of fiscal 1994. In addition, front end sales
increased to $569.5 million, a 3.1% increase over the first quarter of
fiscal 1994. Front end sales in the first quarter of fiscal 1995 were
positively affected primarily by increased sales of non-prescription
items in the health, greeting card, convenience food and photofinishing
categories. Comparable drug store sales (stores open for one year or
more) increased 8.9% for the first quarter of fiscal 1995, compared to
a 7.4% increase for the first quarter of fiscal 1994.
Prescription sales as a percentage of drug store sales was
approximately 53.1% for the first quarter of fiscal 1995 as compared
with approximately 49.9% for the first quarter of fiscal 1994. The
growth in prescription sales for the first quarter was primarily the
result of increased third-party prescription sales and the Company's
competitive cash pricing strategy. These strong sales were aided by a
more severe cough, cold and flu season compared to the first quarter of
fiscal 1994. Third-party prescription sales increased to approximately
68.9% of the Company's prescription sales for the first quarter of
fiscal 1995 from approximately 62.6% in fiscal 1994. The Company
expects prescription sales to third-party payors, in terms of both
dollar volume and as a percentage of total prescription sales, to
continue to increase in fiscal 1995 and for the foreseeable future.
Third-party payors typically negotiate lower prescription prices than
those on non third-party prescriptions, resulting in decreasing gross
profit margins on the Company's prescription sales. However, contracts
with third-party payors generally increase the volume of prescription
sales and gross profit dollars.
7
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Cost of sales and related expenses for the first quarter of fiscal 1995
were $939.5 million, a 10.9% increase over the first quarter of fiscal
1994. As a percentage of sales, cost of sales and related expenses were
77.0% compared to 76.4% for the first quarter of fiscal 1995 and 1994,
respectively. The increase in cost of sales and related expenses as a
percentage of sales resulted primarily from the continued increase in
third-party prescription sales with typically lower gross profit
margins than non third-party prescription sales. The LIFO charge was
$2.9 million compared to $2.5 million for the first quarter of fiscal
1995 and 1994, respectively.
Operating and administrative expense for the first quarter of fiscal
1995 were $220.6 million, a 4.8% increase over the first quarter of
fiscal 1994. As a percentage of sales, operating and administrative
expenses decreased to 18.1% for the first quarter of fiscal 1995 from
19.0% for the first quarter of fiscal 1994. The decrease in operating
and administrative expenses as a percentage of sales resulted primarily
from operating efficiencies related to higher sales, and cost controls
which helped produce lower costs as a percentage of sales in such
expense categories as payroll, advertising and insurance. Additionally,
non-cash tax deductible amortization of intangibles included in
operating and administrative expenses for the first quarter of fiscal
1995 and 1994 were $7.7 million, compared to $7.9 million,
respectively, a decrease of 2.5%.
Earnings before interest expense and income taxes were $59.5 million, a
17.2% increase over the first quarter of fiscal 1994. The increase in
earnings before interest expense and income taxes was due primarily to
the increase in gross profit dollars as a result of higher sales and
other operating revenue, and the decrease in operating and
administrative expenses as a percentage of sales in the first quarter
of fiscal 1995 compared to the first quarter of fiscal 1994.
Total interest expense was $20.4 million for the first quarter of
fiscal 1995, a decrease of 6.5% from the first quarter of fiscal 1994.
The decrease was due primarily to lower average borrowings in the first
quarter of fiscal 1995 compared to the first quarter of fiscal 1994.
The average interest rate on borrowings in the first quarter of fiscal
1995 and 1994 were substantially the same.
Income taxes for the first quarter of fiscal 1995 and 1994 were $8.6
million and $1.5 million, respectively. The effective income tax rate
of 22% in the first quarter of fiscal 1995 was higher than the first
quarter of fiscal 1994 (5%). Income taxes represent alternative minimum
8
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and state income taxes for the Company, and reflect the utilization of
net operating loss carryforwards.
As a result of the foregoing factors, the Company had net earnings for
the first quarter of fiscal 1995 of $30.5 million, compared to $27.5
million for the first quarter of fiscal 1994, an increase of $3.0
million or 10.8%.
At April 29, 1995 the Company operated 1,727 Eckerd Drug stores and 495
Eckerd Express Photo labs.
Financial Condition and Liquidity
With respect to the balance sheet at April 29, 1995 compared to the
balance sheet at January 28, 1995, merchandise inventories decreased
$20.3 million (net of the LIFO charge of $2.9 million) to $750.8
million, accounts receivable increased $25.3 million to $77.8 million
and property, plant and equipment increased $19.6 million to $561.8
million. The inventory decrease is a result of strong first quarter
sales and good inventory management and control. The receivables
increase is attributable primarily to the increase in receivables from
third-party prescription sales and the timing of cash collections on
such receivables. Additions to property, plant and equipment of $20.4
million were primarily due to the installation of point-of-sale product
scanning equipment along with other improvements to existing stores and
facilities and the addition of new stores.
At April 29, 1995, the Company had $476.8 million in borrowings
outstanding under the credit agreement ($424.8 million under the term
loan facility, $38.0 million under the revolving loan facility and
$14.0 million of banker's acceptances) and the Company had unused and
available borrowing commitments under the revolving loan facility of
$209.4 million which is net of $88.6 million of letters of credit. The
term loan facility of $424.8 million amortizes in unequal quarterly
payments and matures in full in July 2000. The revolving loan facility
of $350.0 million matures in full at the end of July 2000. At April 29,
1995 the Company had excess availability under the revolving loan
commitment and accordingly did not treat the required amortization
repayments as current.
On April 29, 1995 the Company had working capital of $340.5 million and
a current ratio of 1.7 to 1 compared to $280.3 million and 1.5 to 1 at
January 28, 1995. Cash flow provided by operating activities increased
$65.2 million to $29.2 million for the first quarter of fiscal 1995
9
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compared to a cash deficit of $36.0 million for the first quarter of
fiscal 1994. This increase was principally due to the higher than
normal cash payments to merchandise vendors in the first quarter of
fiscal 1994, resulting in the reduction of accounts payable from an
abnormally high balance at January 29, 1994 primarily from the timing
of vendor payment due dates, and offset partially by an increase in
receivables from third-party prescription sales in the first quarter of
fiscal 1995.
Net cash from investing activities for the first quarter of fiscal 1995
and 1994 used $15.0 million and provided $16.8 million, respectively.
Uses of cash were principally for capital expenditures of $15.6 million
and $10.0 million for fiscal 1995 and 1994, respectively, for
point-of-sale product scanning equipment, additions to the Company's
drug stores, and Express Photo units and improvements to existing
stores. In addition, in fiscal 1994, additions to property, plant and
equipment were for the installation of satellite communication
equipment. In the first quarter of fiscal 1994, a source of cash to the
Company from investing activities was provided by a partial payment for
the sale of the Vision Group operations. Capital improvements for
fiscal 1995, including those to be acquired under a deferred payment
arrangement and through operating leases, are expected to total
approximately $119 million. Funds for the cash capital expenditures are
expected to come from cash flow from operating activities and available
borrowings, if necessary.
Financing activities for the first quarter of fiscal 1995 used $13.1
million. Uses of cash were primarily for the reduction of $34.7 million
of bank debit balances. Funds were provided by $21.5 million of bank
borrowings. Financing activities for the first quarter of fiscal 1994
provided $18.5 million primarily from bank borrowings of $44.3 million
to support working capital needs and for the reduction of $24.7 million
of bank debit balances.
On May 12, 1995 the Company redeemed $16.64 million of the 11-1/8%
Subordinated Debentures due 2001.
The Company anticipates that the combination of amortization of
intangibles and interest on debt will have a negative impact upon
future earnings and, to a lesser degree, cash flow from operating
activities. The Company does not believe, however, that the impact of
such planned amortization and interest expense upon earnings indicates
a present or future impairment of liquidity. Based upon the Company's
ability to generate cash flow from operating activities, the available
unused portion of the revolving loan facility under the bank credit
agreement and other existing sources, the Company believes that it will
10
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have the funds necessary to meet the principal and interest payments on
its debt as they become due and to operate and expand its businesses.
REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
The Company's independent public accountants have made a limited review
of the financial information furnished herein in accordance with
standards established by the American Institute of Certified Public
Accountants. The Auditors' Report is presented on page 12 of this
report.
11
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Auditors' Report
The Board of Directors
Eckerd Corporation:
We have reviewed the condensed consolidated balance sheet of Eckerd
Corporation and subsidiaries as of April 29, 1995 and the related
condensed consolidated statements of operations and cash flows for the
thirteen weeks ended April 29, 1995. These condensed consolidated
financial statements are the responsibility of the Company's
management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accounts. A review of interim
financial information consists principally of applying analytical
procedures to financial data and making inquiries of persons
responsible for financial and accounting matters. It is substantially
less in scope than an audit conducted in accordance with generally
accepted auditing standards, the objective of which is the expression
of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the accompanying condensed consolidated
financial statements for them to be in conformity with generally
accepted accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet as of January 28,
1995, and the related consolidated statements of operations,
stockholders' equity (deficit), and cash flows, for the year then ended
(not presented herein); and in our report dated March 20, 1995, we
expressed an unqualified opinion on those consolidated financial
statements. In our opinion, the information set forth in the
accompanying condensed balance sheet as of January 28, 1995 is fairly
stated in all material respects in relation to the consolidated balance
sheet from which it has been derived.
KPMG PEAT MARWICK LLP
June 10, 1995
12
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PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
The Company's Annual Meeting of Stockholders was held on May 24, 1995.
As of that date proxies covering 26,516,483 shares of 32,127,007 shares
outstanding were entitled to vote. The following Class II directors
were elected to the Company's Board of Directors for a term of three
years until the Annual Meeting in 1998.
Withheld
Nominee In Favor Authority
------- -------- ---------
Donald F. Dunn 26,174,594 341,889
Alexis P. Michas 26,116,755 399,728
Francis A. Newman 26,044,506 471,977
Albert J. Fitzgibbons, III, Lewis W. Lehr and Stewart Turley are Class
III directors and their terms expire on the date of the Annual Meeting
in 1996. John W. Boyle, Dr. James T. Doluisio and Rupinder S. Sidhu are
Class I directors and their terms expire on the date of the Annual
Meeting in 1997.
The results of voting by stockholders on the adoption of a resolution
ratifying the appointment of KPMG Peat Marwick LLP, by the Board of
Directors as independent auditors of the Company for the ensuing year
was as follows:
In Favor Opposed Abstained
-------- ------- ---------
26,476,370 10,708 29,405
The results of voting by stockholders on the approval of the Company's
Key Management Bonus Plan, Executive Three Year Bonus Plan and 1995
Stock Option and Incentive Plan was as follows:
(1) Approval of Key Management Bonus Plan:
In Favor Opposed Abstained Broker No Vote
-------- ------- --------- --------------
24,136,162 506,633 59,949 1,813,739
(2) Approval of Executive Three Year Bonus Plan:
In Favor Opposed Abstained Broker No Vote
-------- ------- --------- --------------
24,116,327 523,189 63,218 1,813,749
(3) Approval of 1995 Stock Option and Incentive Plan:
In Favor Opposed Abstained Broker No Vote
-------- ------- --------- --------------
19,330,556 5,313,747 58,431 1,813,749
13
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Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
15.1 Letter re unaudited interim financial information
27 Financial Data Schedule
(b) Reports on Form 8-K
The Company did not file any reports on Form 8-K during the
thirteen weeks ended April 29, 1995.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
ECKERD CORPORATION
(Registrant)
June 12, 1995 /s/ Samuel G. Wright
----------------------
Samuel G. Wright
Executive Vice President -
Chief Financial Officer
(Principal Accounting Officer)
14
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Exhibit Index
Eckerd Corporation
Form 10-Q
Exhibit No. Description of Exhibit Page
----------- ---------------------- ----
15.1 Letter re unaudited interim financial information
27 Financial Data Schedule
15
<PAGE>
EXHIBIT 15.1
Eckerd Corporation and Subsidiaries
8333 Bryan Dairy Road
Largo, Florida 34647
Gentlemen:
RE: Registration Statement on Form S-3 (No. 33-50223)
Registration Statement on Form S-8 (No. 33-49977)
Registration Statement on Form S-3 (No. 33-10721)
Registration Statement on Form S-8 (No. 33-50755)
Registration Statement on Form S-3 (No. 33-56261)
With respect to the above referenced registration statements, we
acknowledge our awareness of the incorporation by reference therein of
our report dated June 10, 1995 related to our review of interim
financial information, which report was included in the Form 10-Q of
Eckerd Corporation and Subsidiaries for the thirteen weeks ended April
29, 1995.
Pursuant to Rule 436(c) under the Securities Act of 1933, such report
is not considered a part of a registration statement prepared or
certified by an accountant or a report prepared or certified by an
accountant within the meaning of Sections 7 and 11 of the Act.
KPMG PEAT MARWICK LLP
Tampa, Florida
June 10, 1995
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000031364
<NAME> ECKERD CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> FEB-03-1996
<PERIOD-END> APR-29-1995
<CASH> 9,985
<SECURITIES> 0
<RECEIVABLES> 80,794
<ALLOWANCES> 3,000
<INVENTORY> 750,833
<CURRENT-ASSETS> 840,818
<PP&E> 561,815
<DEPRECIATION> 260,448
<TOTAL-ASSETS> 1,346,706
<CURRENT-LIABILITIES> 500,291
<BONDS> 806,996
<COMMON> 321
0
0
<OTHER-SE> (92,227)
<TOTAL-LIABILITY-AND-EQUITY> 1,346,706
<SALES> 1,219,594
<TOTAL-REVENUES> 1,219,594
<CGS> 939,488
<TOTAL-COSTS> 939,488
<OTHER-EXPENSES> 219,885
<LOSS-PROVISION> 706
<INTEREST-EXPENSE> 20,356
<INCOME-PRETAX> 39,159
<INCOME-TAX> 8,615
<INCOME-CONTINUING> 30,544
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 30,544
<EPS-PRIMARY> 0.93
<EPS-DILUTED> 0.93
</TABLE>
