<PAGE>
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 the Thirty-Six Weeks Ended September 10, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-3838
FEDERAL PAPER BOARD COMPANY, INC.
(Exact name of Registrant as specified in its charter)
NORTH CAROLINA 22-0904830
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
75 CHESTNUT RIDGE ROAD, MONTVALE, NEW JERSEY 07645
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (201) 391-1776
Indicate by check mark ("X") 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 twelve 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 of the issuer's
common stock, as of the latest practicable date.
CLASS OUTSTANDING AT OCTOBER 8, 1994
Common stock, par value $5 share 42,327,156
<PAGE>
FEDERAL PAPER BOARD COMPANY, INC.
INDEX
PAGE
PART 1 FINANCIAL INFORMATION
Item 1. Financial Statements:
Condensed Consolidated Balance Sheet 3
Condensed Consolidated Statement of Income 4
Condensed Consolidated Statement of Cash Flows 5
Notes to Condensed Consolidated Financial Statements 6-8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9-13
PART II OTHER INFORMATION *
Item 6. Exhibits and Reports on Form 8-K 14
Signatures 14
Exhibit Index 15
* Item numbers which are inapplicable or to which the answer is
negative have been omitted.
-2-
<PAGE>
<TABLE>
FEDERAL PAPER BOARD COMPANY, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited)
Restated
September 10, January 1,
In thousands 1994 1994
<S> <C> <C>
ASSETS
Cash $ 295 $ 271
Receivables-net 82,323 52,062
Inventories:
Raw materials 60,362 58,720
Work in process 15,389 15,469
Finished goods 91,209 99,329
Supplies 51,010 51,701
Subtotal 217,970 225,219
LIFO reserve (3,036) (2,819)
Total inventories 214,934 222,400
Other current assets 34,357 32,392
Total Current Assets 331,909 307,125
Property, plant and equipment 2,756,537 2,666,423
Accumulated depreciation (857,726) (769,869)
Property, plant and equipment-net 1,898,811 1,896,554
Timber and timberlands 189,005 189,674
Goodwill and other intangibles 117,008 118,418
Other assets 53,075 50,132
Total Assets $2,589,808 $2,561,903
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable $ 88,423 $ 90,356
Current portion of long-term debt 28,696 56,148
Short-term bank debt 25,705 25,304
Accrued interest 27,747 18,885
Accrued pensions 17,950 8,166
Other current liabilities 90,441 75,284
Total Current Liabilities 278,962 274,143
Long-term debt 987,932 973,825
Other liabilities 85,227 78,872
Deferred tax liability 343,296 342,757
Capital stock 214,213 214,111
Other capital 251,087 249,800
Retained earnings 430,808 432,961
Treasury stock, at cost (1,717) (4,566)
Total Shareholders' Equity 894,391 892,306
Total Liabilities and Shareholders'
Equity $2,589,808 $2,561,903
<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>
-3-
<PAGE>
<TABLE>
FEDERAL PAPER BOARD COMPANY,INC.
CONDENSED CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
For the For the
Twelve Weeks Ended Thirty-Six Weeks Ended
Restated Restated
Sept. 10, Sept. 11, Sept. 10, Sept. 11,
1994 1993 1994 1993
In thousands, except per share amounts
<S> <C> <C> <C> <C>
Net sales $373,871 $324,025 $1,041,301 $973,448
Cost and expenses:
Cost of products sold 272,140 249,427 779,054 729,735
Depreciation, amortization and cost of
timber harvested 34,389 32,757 100,206 99,813
Selling and administrative expenses 15,954 14,308 47,304 43,005
Interest expense 20,259 19,888 59,097 60,008
Other-net 6,476 4,181 21,712 31,150
Total costs and expenses 349,218 320,561 1,007,373 963,711
Income before taxes 24,653 3,464 33,928 9,737
Provision for income taxes 9,453 10,664 10,028 13,037
Net income (loss) 15,200 (7,200) 23,900 (3,300)
Preferred dividend requirements 1,524 1,525 4,573 4,576
Net income (loss) available to common shares $ 13,676 $ (8,725) $ 19,327 $ (7,876)
Average Common Shares Outstanding:
Assuming no dilution 42,265 41,991 42,216 41,977
Assuming full dilution 43,293 41,991 43,225 41,977
Earnings (Loss) Per Common Share:
$0.32 ($0.21) $0.46 ($0.19)
Assuming no dilution $0.32 ($0.21) $0.45 ($0.19)
Assuming full dilution
Dividends Per Common Share $0.25 $0.25 $0.75 $0.75
<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>
-4-
<PAGE>
<TABLE>
FEDERAL PAPER BOARD COMPANY,INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
For the Thirty-Six Weeks Ended
Restated
Sept. 10, Sept. 11,
In thousands 1994 1993
<S> <C> <C>
CASH FLOWS FROM OPERATIONS: $ 23,900 $ (3,300)
Net income (loss)
Adjustments to reconcile net income (loss)
to net cash provided by operations:
Depreciation, amortization and cost
of timber harvested 100,206 99,813
Deferred income tax provision 3,920 12,650
Net loss on disposals of plant, property
and equipment and timber 2,958 1,408
Net loss on financial instrument transactions 19,415 29,805
Other-net (8,644) (11,950)
Net changes in current assets and liabilities 1,643 30,021
NET CASH PROVIDED BY OPERATIONS 143,398 158,447
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (93,976) (107,994)
Proceeds from the disposal of property, plant
and equipment 251 1,306
Net payments on financial instrument transactions (3,475) (2,138)
Proceeds received on settlement of note receivable - 10,000
Other (989) (1,126)
NET CASH USED FOR INVESTING ACTIVITIES (98,189) (99,952)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash dividends paid (34,954) (34,785)
Increase in long-term debt 25,758 731
Payments on long-term debt (39,232) (27,979)
Issuance of equity capital 2,916 769
Change in short-term bank debt 327 2,743
NET CASH USED FOR FINANCING ACTIVITIES (45,185) (58,521)
INCREASE (DECREASE) IN CASH 24 (26)
Cash: Beginning of year 271 280
End of period $ 295 $ 254
<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>
-5-
<PAGE>
FEDERAL PAPER BOARD COMPANY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. The accompanying unaudited interim financial statements for 1993
have been restated to reflect revisions in the market valuation of
certain financial instruments. The Company previously accounted for
certain interest rate swap agreements based on settlement accounting
but has now determined that settlement accounting was not an
appropriate accounting method. As a result, these instruments have
been marked to market at the end of each quarter. Further information
on this restatement can be obtained from the Company's Annual Report on
Form 10-K, as amended, for the fiscal year ended January 1, 1994. The
effects of the restatement on the Company's financial results are as
follows (in thousands, except per share amounts):
<TABLE>
For the For the
Twelve Weeks Ended Thirty-Six Weeks Ended
Sept. 11, 1993 Sept. 11, 1993
<S> <C> <C>
Net income (loss) as previously reported $(5,971) $ 12,929
Adjustment (1,229) (16,229)
Restated net income (loss) $(7,200) $ (3,300)
Restated earnings (loss) per common share:
Assuming no dilution:
As reported ($0.18) $0.20
Adjustment (0.03) (0.39)
Restated earnings (loss) per common share ($0.21) ($0.19)
Assuming full dilution:
As reported ($0.18) $0.20
Adjustment (0.03) (0.39)
Restated earnings (loss) per common share ($0.21) ($0.19)
</TABLE>
2. In the opinion of management, the accompanying unaudited interim
financial statements reflect all adjustments, of a normal recurring
nature, necessary to present fairly the results for the interim periods
presented.
3. Net income (loss) used in the computation of earnings (loss) per
common share assuming no dilution is reduced by preferred dividend
requirements. Earnings (loss) per common share assuming full dilution
for both periods of 1994 excludes the conversion of the Company's
$2.875 convertible preferred stock as the effect is antidilutive.
Earnings (loss) per common share assuming full dilution for both
periods of 1993 excludes the conversion of the Company's convertible
preferred stocks and other common stock equivalents as the effects are
antidilutive.
-6-
<PAGE>
FEDERAL PAPER BOARD COMPANY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
4. The third quarter 1994 dividend was declared on September 19,
1994 and is presented in the accompanying Condensed Consolidated
Statement of Income for presentation purposes only.
5. The 1994 provision for income taxes in the Condensed Consolidated
Statement of Income includes a favorable adjustment of $3.2 million due
to the settlement of prior year tax audits. The 1993 provision for
income taxes includes a charge of $9.2 million due to the change in the
Federal statutory tax rate. The overall effective tax rate for the
thirty-six weeks ended September 10, 1994 was 29.6%. The overall
effective tax rate for the full year 1994 is estimated to be
approximately 34.2%.
6. The Company manages certain portions of its exposure to foreign
currency fluctuations through a variety of financial instruments
with off-balance-sheet market risk including foreign currency option
and foreign currency forward contracts. The risk of loss to the
Company in the event of non-performance by any party under these
agreements is not significant. The Company has sold certain foreign
exchange contracts. The sold nonhedged contracts outstanding at
September 10, 1994 were foreign currency call option contracts with
notional amounts of 41.4 million U.S. dollars and foreign currency
put option contracts with notional amounts of 20.0 million U.S.
dollars and 54.6 million German marks. The Company has also purchased
certain foreign exchange contracts. The purchased nonhedged
contracts outstanding at September 10, 1994 were foreign currency
call option contracts with notional amounts of 51.7 million U.S.
dollars and 55.1 million German marks and foreign currency put option
contracts with notional amounts of 39.4 million U.S. dollars. The
Company's market risk under the agreements discussed above is
subject to currency rate differentials therefore, the value of the
Company's instruments change as currency markets fluctuate. In
addition, at September 10, 1994, the Company had nonhedged forward
foreign exchange contracts outstanding which it had sold with notional
amounts of 15.0 million U.S. dollars in which the Company's market risk
is subject to currency rate changes of the British pound sterling and
the German mark, along with changes in U.S. and German interest rates.
The estimated fair value of all nonhedged foreign exchange instruments
at September 10, 1994 was a loss of $12.1 million. The Company does
not believe any reasonably likely change in the estimated fair value of
these contracts would be material to its financial condition and
results of operations.
7. The Company has entered into a variety of interest rate swap
agreements to manage the impact of interest rate fluctuations. At
September 10, 1994, the Company had nonhedged interest rate swap
agreements outstanding with notional principal amounts of $340.0
million. The Company's market risk under these agreements is primarily
subject to changes in the London Interbank Offered Rate (LIBOR) and
various interest rate spreads. The Company does not believe a
reasonably likely change in LIBOR rates would have a material impact on
its financial position and results of operations. The estimated fair
value of these interest rate swap agreements at September 10, 1994 was
a loss of $17.8 million.
-7-
<PAGE>
FEDERAL PAPER BOARD COMPANY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
8. Effective January 2, 1994, the Company adopted Statement of
Financial Accounting Standards (SFAS) No. 112, "Employers' Accounting
for Postemployment Benefits". SFAS No. 112 requires the Company to
accrue for postemployment benefits provided to former or inactive
employees, their beneficiaries and covered dependents after employment
but before retirement. The impact of adopting this Statement was not
material to the Company's financial position and results of operations
for the thirty-six weeks ended September 10, 1994.
-8-
<PAGE>
<TABLE>
FEDERAL PAPER BOARD COMPANY, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Unaudited)
For the For the
Twelve Weeks Ended Thirty-Six Weeks Ended
Sept. 10, Sept. 11, Sept. 10, Sept. 11,
1994 1993 1994 1993
In thousands
<S> <C> <C> <C> <C>
NET SALES:
Paper, Paperboard and Pulp $244,080 $211,135 $ 697,487 $660,775
Wood Products 65,315 53,981 184,267 161,420
Converting Operations 89,477 83,728 237,665 229,547
Intersegment Eliminations (25,001) (24,819) (78,118) (78,294)
Total $373,871 $324,025 $1,041,301 $973,448
INCOME BEFORE TAXES: Restated Restated
Paper, Paperboard and Pulp $ 34,231 $ 16,990 $ 70,025 $ 65,826
Wood Products 16,791 11,555 53,275 46,462
Converting Operations 5,629 4,759 7,955 4,828
Intersegment Eliminations (154) 224 277 (216)
General Corporate Items-Net (11,585) (10,176) (38,507) (47,155)
Interest Expense (20,259) (19,888) (59,097) (60,008)
Total $ 24,653 $ 3,464 $ 33,928 $ 9,737
</TABLE>
RESULTS OF OPERATIONS :
Paper, Paperboard and Pulp
Results for this segment were higher for both sales and operating
profits for both periods presented compared to the prior year. Net
sales of paper, paperboard and pulp increased approximately 16% and 6%
compared to the prior year for the third quarter and year-to-date
periods, respectively. The increase in sales during the third quarter
was primarily due to an increase in the average selling prices of
market pulp and uncoated free-sheet paper coupled with increased
shipments of paperboard and uncoated free-sheet paper, partially offset
by a decline in shipments of market pulp and average selling prices of
paperboard. The year-to-date period was influenced by the same
factors, except that shipments of market pulp increased on a year-to-
date basis compared to the prior year.
Operating profits for paper, paperboard and pulp increased
approximately 101% and 6% compared to the prior year for the third
quarter and year-to-date periods, respectively. Third quarter 1994
operating profits reflect an improvement in overall economic conditions
in the United States and Europe. On a year-to-date basis, the increase
in operating profits for 1994 compared to the prior year reflects an
improvement in economic conditions, partially offset by adverse factors
which occurred during the first quarter of this year. These factors
included weaknesses in certain segments of the bleached paperboard
market, weather related factors and operating problems which resulted
in lost production and higher costs at our major mills.
-9-
<PAGE>
Management's Discussion and Analysis of Financial Condition and Results
of Operations (Cont.)
Operating results for market pulp increased substantially over the
prior year reflecting price increases which were implemented during the
first three quarters of 1994. This product line returned to
profitability during the third quarter and another price increase is
scheduled to be implemented during the fourth quarter of 1994. Demand
for market pulp has been improving with shipments through the third
quarter of 1994 increasing 6% over the comparable period of the prior
year.
The bleached paperboard market strengthened during the quarter with an
improvement in order backlogs. Due to improving market conditions, the
Company implemented a price increase on most of its bleached paperboard
grades during the third quarter of 1994. For the year-to-date period
of 1994, the grade mix has begun to change towards higher margin
paperboard. Operating results, despite these improving market
conditions, remained below the prior year due to decreased average
selling prices in 1994 compared to the same period of the prior year.
However, the outlook for the remainder of 1994 is favorable for this
product.
Operating profits for the Company's uncoated free-sheet operation
improved significantly compared to the prior year for the third quarter
and year-to-date periods. A combination of improved average selling
prices and increased shipments in 1994 has increased profits for this
product. Improved market conditions for this product have enabled the
Company to implement four price increases through the third quarter,
with a further improvement in prices expected in the fourth quarter.
Operating profits for recycled paperboard decreased 12% and 40% for the
year-to-date period and third quarter, respectively. The decreases in
operating profits for the year-to-date and third quarter periods are
primarily attributable to a 5% decline in the average selling price of
recycled paperboard compared to the prior year for both periods
presented coupled with an increase in wastepaper costs compared to the
prior year.
Wood Products
The wood products segment achieved higher net sales and operating
profits for the third quarter and year-to-date periods. Market
conditions for lumber have continued to be favorable in 1994, with
average selling prices increasing approximately 20% and 12% compared to
the prior year for the third quarter and year-to-date periods,
respectively. The increase in selling price is primarily attributable
to the reduced availability of timber from government-owned lands in
the Pacific Northwest and from unfavorable weather conditions
experienced throughout the country in the earlier part of 1994.
Shipments of this product have increased approximately 3% compared to
the prior year for both the third quarter and year-to-date periods.
-10-
<PAGE>
Management's Discussion and Analysis of Financial Condition and Results
of Operations (Cont.)
Converting Operations
Net sales for the converting operations increased 7% and 4% compared to
the prior year for the third quarter and year-to-date periods,
respectively. The increase in the third quarter is attributable to an
increase in sales by both the Company's cup and packaging operations.
Shipments of cups increased 3% while shipments of folding cartons
increased 35% in the third quarter compared to the prior year. Year-to-
date, the increase in net sales is primarily attributable to an
increase in sales by the Company's cup operations compared to the prior
year reflecting an increase in shipments of 9%. Lower average selling
prices for cups in the third quarter and year-to-date periods of 1994
compared to the prior year partially offset the sales increases.
Operating profits for this segment increased 18% and 65% compared to
the prior year for the third quarter and year-to-date periods,
respectively. The major factor contributing to the increase for the
third quarter is improved earnings from the packaging operations, as a
result of increased sales in the third quarter of 1994 as compared to
the prior year. The major factor contributing to the year-to-date
increase is improved earnings from the cup operations. Improved sales
coupled with cost savings realized in 1994, for the cup operations, are
responsible for the increase in year-to-date earnings compared to the
prior year. The cost savings realized by the Company's cup operations
in 1994 can be attributed to a reduction in payroll expense due to a
salaried payroll headcount reduction; the addition of new machinery to
these operations which have added to production efficiencies and the
increased use of technology which requires fewer employees than in
prior years.
Interest Expense
Interest expense for the third quarter of 1994 was 2% higher than the
same period last year. The major factors contributing to the increase
in interest expense for the third quarter were decreased savings from
the Company's interest rate swap agreements, partially offset by a
higher level of capitalized interest. Interest expense for the third
quarter of 1994 and 1993 includes $.2 million and $1.0 million of
savings, respectively, from the Company's interest rate swap
agreements. Year-to-date interest expense decreased 2% compared to the
prior year. The major factors contributing to the decreased costs
were a reduction in the average borrowings outstanding in 1994 and a
higher level of capitalized interest, partially offset by decreased
savings from the Company's interest rate swap agreements. Capitalized
interest increased significantly compared to the prior year due to
higher capital spending on projects qualifying for interest
capitalization. Year-to-date, the interest savings from the Company's
interest rate swap agreements was $1.0 million and $4.2 million,
respectively.
-11-
<PAGE>
Management's Discussion and Analysis of Financial Condition and Results
of Operations (Cont.)
Other Items
The Company enters into nonhedged off-balance-sheet financial
instrument transactions. The value of these instruments changes as
currency markets and interest rates fluctuate, therefore an adjustment
of the market value is recorded. In the third quarter of both 1994 and
1993, pre-tax charges of $3.7 million were recorded associated to
nonhedged financial instrument transactions. On a year-to-date basis,
these costs were $19.4 million and $29.8 million for 1994 and 1993,
respectively. These charges are included in Other-net in the
accompanying Condensed Consolidated Statement of Income.
Income Taxes
The 1994 provision for income taxes includes a favorable non-cash
adjustment of $3.2 million which was recorded due to the settlement of
prior year tax audits. During the third quarter of 1993, the Company
recorded a non-cash charge of approximately $9.3 million as a result of
the change in the Federal statutory tax rate from 34% to 35%. This
charge includes the cumulative recalculation of the deferred tax
liability under Statement of Financial Accounting Standards No. 109,
"Accounting for Income Taxes," which bases future taxes on the current
statutory rate. The overall effective tax rate for the full year 1994
is expected to be approximately 34.2%.
Accounting Matters
Effective January 2 ,1994, the Company adopted SFAS No. 112 "Employers'
Accounting for Postemployment Benefits". The impact of adopting this
Statement, in 1994, was not material to the Company's financial
position and results of operations.
CAPITAL RESOURCES AND LIQUIDITY :
Cash provided by operations declined 9% compared to the comparable
period of the prior year. The reasons for this decline were a lower
deferred income tax provision partially offset by increased operating
earnings in 1994 and a change in working capital in the current year.
The deferred income tax provision for 1994 includes a favorable
adjustment of $3.2 million due to the settlement of prior year tax
audits. The deferred income tax provision for 1993 includes a charge
of $9.2 million due to the recalculation of the deferred tax liability
due to an increase in the Federal statutory tax rate. The major
changes within the components of working capital were an increase in
receivables in 1994 slightly offset by a decrease in 1994 inventory
levels. The increase in receivables for 1994 is primarily due to an
increase in sales. Improving market conditions for most of the
Company's product lines have caused a reduction in inventory levels
from the end of the prior year.
-12-
<PAGE>
Management's Discussion and Analysis of Financial Condition and Results
of Operations (Cont.)
Cash used for investing activities decreased approximately 2% compared
to the prior year. In both periods presented, the majority of cash
used for investing activities was related to capital expenditures.
Capital spending in 1994 and 1993 was predominantly related to a
program to expand and modernize the No. 18 paperboard machine at the
Riegelwood mill. Capital spending in 1994 also includes amounts
related to the construction of a new warehouse for the Company's cup
operations. The Company expects capital expenditures to total
approximately $160 million for the year.
The Company believes it has adequate resources to finance its
operations and future capital spending programs. The Company is a
party to two revolving credit agreements with total commitments of $300
million. At September 10, 1994, $80 million was outstanding under
these agreements. In addition, the Company has $75 million remaining
under a previously filed shelf registration statement which can be used
for future debt financings.
Future Outlook:
The outlook for the remainder of 1994 is for continued improvement in
market conditions for our major product lines. Selling price
increases that have been implemented for our market pulp and uncoated
free-sheet paper products have enabled the Company to improve
profitability in the third quarter. Future price increases scheduled
for the fourth quarter for market pulp should improve profitability
further for the Company.
-13-
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
A list of the exhibits required to be filed as part of
this Report on Form 10-Q is set forth in the "Exhibit
Index" which, immediately precedes such exhibits, and is
incorporated herein by reference.
(b) There were no reports on Form 8-K filed for the twelve
weeks ended September 10, 1994.
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.
FEDERAL PAPER BOARD COMPANY, INC.
(Registrant)
Date: October 19, 1994
/s/QUENTIN J. KENNEDY
Quentin J. Kennedy, Executive Vice
President and Secretary
Date: October 19, 1994
/s/ROGER L. SANDERS, II
Roger L. Sanders, II, Controller
(Principal Accounting Officer)
-14-
<PAGE>
FEDERAL PAPER BOARD COMPANY, INC.
EXHIBIT INDEX
Exhibit No. Description Page No.
11 Statement of Computation of Earnings (Loss)
per Common Share 16
27 Financial Data Schedule 17
-15-
<PAGE>
<TABLE>
FEDERAL PAPER BOARD COMPANY, INC. EXHIBIT 11
STATEMENT OF COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE
(Unaudited)
For the For the
Twelve Weeks Ended Thirty-Six Weeks Ended
Restated Restated
Sept. 10, Sept. 11, Sept. 10, Sept. 11,
In thousands, except per share amounts 1994 1993 1994 1993
<S> <C> <C> <C> <C>
Assuming No Dilution:
Net income (loss) $15,200 $(7,200) $23,900 $(3,300)
(Deduct) dividends on convertible preferred stock (1,524) (1,525) (4,573) (4,576)
Net income (loss) available to common shares $13,676 $(8,725) $19,327 $(7,876)
Actual weighted average number of common shares
outstanding 42,265 41,991 42,216 41,977
Earnings (loss) per common share assuming no dilution $0.32 ($0.21) $0.46 ($0.19)
Assuming Full Dilution:
Net income (loss) $15,200 $(7,200) $23,900 $(3,300)
(Deduct) dividends on convertible preferred stock (1,509) (1,525) (4,527) (4,576)
Net income (loss) applicable to common shares, common
equivalent shares and dilutive securities $13,691 $(8,725) $19,373 $(7,876)
Shares:
Adjusted weighted average number of common shares
outstanding 42,259 41,991 42,208 41,977
Dilutive common equivalent shares issuable under stock
option plans 755 (a) 728 (a)
Common shares issuable upon conversion of $1.20
convertible preferred stock 279 (a) 289 (a)
Common shares issuable upon conversion of $2.875
convertible preferred stock (a) (a) (a) (a)
Weighted average number of common and diluted
common equivalent shares and dilutive securities 43,293 41,991 43,225 41,977
Earnings (loss) per common share assuming full dilution $0.32 ($0.21) $0.45 ($0.19)
Primary Earnings Per Share:
Weighted average number of common shares outstanding 42,265 41,991 42,216 41,977
Dilutive common equivalent shares issuable under stock
option plans 513 (a) 381 (a)
Weighted average number of common and dilutive
common equivalent shares 42,778 41,991 42,597 41,977
Primary earnings (loss) per common share assuming no
dilution from common equivalent shares $0.32 ($0.21) $0.45 ($0.19)
<FN>
(a) Antidilutive issue.
(b) The calculation of primary earnings per share is presented in accordance
with Securities Exchange Act of 1934 Release No. 9083 although not
required by footnote 3 paragraph 14 of APB Opinion No. 15 because it
results in dilution of less than 3%. Earnings (loss) applicable to
common shares are the same as in the calculation assuming no dilution.
</FN>
</TABLE>
-16-
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> QTR-3
<FISCAL-YEAR-END> JAN-1-1994
<PERIOD-END> SEP-10-1994
<CASH> 295
<SECURITIES> 0
<RECEIVABLES> 82,323
<ALLOWANCES> 0
<INVENTORY> 214,934
<CURRENT-ASSETS> 331,909
<PP&E> 2,756,537
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0
0
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<EPS-PRIMARY> .45
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</TABLE>
