UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-Q
Quarterly report pursuant to Section 13 or 15 (d)
of the Securities Exchange Act of 1934
For the Quarterly period ended July 31, 1999
Commission file number 1-5745-1
FOODARAMA SUPERMARKETS, INC.
(Exact name of Registrant as specified in its charter)
New Jersey 21-0717108
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification No.)
922 Highway 33, Freehold, N.J. 07728
(Address of principal executive offices)
Telephone #732-462-4700
(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 and (2) has been subject to
the filing requirements for at least 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 close of the latest practicable
date.
OUTSTANDING AT
CLASS September 3, 1999
Common Stock 1,117,150 shares
$1 par value
<PAGE>
FOODARAMA SUPERMARKETS, INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Unaudited Consolidated Balance Sheets
July 31, 1999 and October 31, 1998
Unaudited Consolidated Statements of
Operations for the thirteen weeks ended July
31, 1999 and August 1, 1998
Unaudited Consolidated Statements of
Operations for the thirty nine weeks ended
July 31, 1999 and August 1, 1998
Unaudited Consolidated Statements of Cash
Flows for the thirty nine weeks ended July
31, 1999 and August 1, 1998
Notes to the Unaudited Consolidated
Financial Statements
Item 2. Management's Discussion and Analysis of
Financial Condition and Results
of Operations
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
Certain information included in this report and other
Registrant filings (collectively, "SEC filings") under the Securities Act of
1933, as amended, and the Securities Exchange Act of 1934, as amended (as well
as information communicated orally or in writing between the dates of such SEC
filings) contain or may contain forward-looking information that is (i) based
upon assumptions which, if changed, could produce significantly different
results; or (ii) subject to certain risks, trends and uncertainties that could
cause actual results to differ materially from expected results. Among these
risks, trends and uncertainties are matters related to national and local
economic conditions, the effect of certain governmental regulations and programs
on the Registrant, year 2000 issues related to computer applications and
competitive conditions in the marketplace in which the Registrant operates. The
forward-looking statements are made as of the date of this Form 10-Q and the
Registrant assumes no obligation to update the forward-looking statements or
update the reasons actual results could differ from those projected in such
forward-looking statements. See "Management's Discussion and Analysis of
Financial Condition and Results of Operations."
2
<PAGE>
PART I FINANCIAL INFORMATION
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands)
July 31, October 31,
1999 1998
(Unaudited) (1)
ASSETS
Current assets:
Cash and cash equivalents $ 4,176 $ 3,905
Merchandise inventories 38,685 37,804
Receivables and other current assets 4,326 3,382
Prepaid income taxes 832 1,005
Related party receivables - Wakefern 5,349 6,860
Related party receivables - other 116 152
--------- --------
53,484 53,108
--------- --------
Property and equipment:
Land 308 308
Buildings and improvements 1,220 1,220
Leaseholds and leasehold improvements 34,891 34,031
Equipment 79,647 75,756
Property under capital leases 38,218 32,353
Construction in progress 1,651 0
--------- --------
155,935 143,668
Less accumulated depreciation and
amortization 73,543 65,389
---------- --------
82,392 78,279
---------- --------
Other assets:
Investments in related parties 10,992 9,706
Intangibles 4,019 4,562
Other 2,916 2,384
Related party receivables - Wakefern 1,508 1,370
Related party receivables - other 106 158
--------- --------
19,541 18,180
--------- --------
$ 155,417 $149,567
========= ========
(continued)
(1) Derived from the Audited Consolidated Financial Statements for the year
ended October 31, 1998.
See accompanying notes to the unaudited consolidated financial statements.
3
<PAGE>
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands - except share data)
July 31, October 31,
1999 1998
(Unaudited) (1)
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 15,011 $ 7,812
Current portion of long-term debt,
related party 517 211
Current portion of obligations under
capital leases 480 667
Deferred income tax liability 1,464 1,464
Accounts payable:
Related party - Wakefern 29,238 30,525
Others 7,133 6,446
Accrued expenses 10,343 8,708
---------- ----------
64,186 55,833
---------- ----------
Long-term debt 9,815 20,289
Long-term debt, related party 1,575 916
Obligations under capital leases 35,155 29,451
Deferred income taxes 3,685 3,508
Other long-term liabilities 6,654 6,556
---------- ----------
56,884 60,720
---------- ----------
Shareholders' equity:
Common stock, $1.00 par; authorized
2,500,000 shares; issued 1,621,627 shares;
Outstanding 1,117,150 shares 1,622 1,622
Capital in excess of par 2,351 2,351
Retained earnings 37,084 35,751
Accumulated comprehensive income:
Minimum pension liability adjustment (81) (81)
----------- ----------
40,976 39,643
Less 504,477 shares held in treasury,
at cost 6,629 6,629
---------- ----------
34,347 33,014
---------- ----------
$ 155,417 $ 149,567
========== ==========
(1) Derived from the Audited Consolidated Financial Statements for the year
ended October 31, 1998.
See accompanying notes to the unaudited consolidated financial statements.
4
<PAGE>
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Statements of Operations - Unaudited
(in thousands - except share data)
13 Weeks Ended
July 31, August 1,
1999 1998
Sales $ 203,243 $ 176,172
Cost of merchandise sold 150,475 131,538
----------- ----------
Gross profit 52,768 44,634
Operating, general and
administrative expenses 50,839 43,353
------------ ----------
Income from operations 1,929 1,281
------------ ----------
Other (expense) income:
Interest expense (1,366) ( 937)
Interest income 74 41
----------- ----------
(1,292) ( 896)
----------- -----------
Income before taxes 637 385
Income tax provision ( 216) ( 130)
----------- -----------
Net income $ 421 $ 255
============ ==========
Per share information:
Net income per common share, basic and
diluted $ .38 $ .23
============ ==========
Weighted average number of common
shares outstanding 1,117,150 1,117,150
============ ===========
Dividends per common share -0- -0-
See accompanying notes to the unaudited consolidated financial statements.
5
<PAGE>
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Statements of Operations - Unaudited
(in thousands - except share data)
39 Weeks Ended
July 31, August 1,
1999 1998
---------- ---------
Sales $ 602,270 $ 512,648
Cost of merchandise sold 444,901 383,155
---------- ---------
Gross profit 157,369 129,493
Operating, general and
administrative expenses 151,393 125,002
----------- ----------
Income from operations 5,976 4,491
----------- ----------
Other (expense) income:
Interest expense (4,182) (2,786)
Interest income 225 258
---------- ---------
(3,957) (2,528)
Income before taxes 2,019 1,963
Income tax provision ( 686) ( 667)
----------- ----------
Net income $ 1,333 $ 1,296
============ ==========
Per share information:
Net income per common share, basic and
diluted $ 1.19 $ 1.16
============ ==========
Weighted average number of common
shares outstanding 1,117,150 1,117,150
============ ============
Dividends per common share -0- -0-
See accompanying notes to the unaudited consolidated financial statements.
6
<PAGE>
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows - Unaudited
(in thousands) 39 Weeks Ended
July 31,1999 August 1,1998
Cash flows from operating activities:
Net income $ 1,333 $ 1,296
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation 8,154 5,868
Amortization, intangibles 543 403
Amortization, deferred financing costs 254 478
Amortization, deferred rent escalation ( 89) 200
Deferred income taxes (benefit) 177 ( 170)
(Increase) decrease in
Merchandise inventories ( 881) (1,968)
Receivables and other current assets ( 944) 768
Prepaid income taxes 173 140
Other assets ( 786) 263
Related party receivables-Wakefern 1,373 1,343
Increase (decrease) in
Accounts payable ( 600) 5,726
Other liabilities 1,822 421
--------- --------
10,529 14,768
Cash flows from investing activities:
Cash paid for the purchase of property
and equipment (4,224) ( 8,474)
Cash paid for construction in progress (1,651) ( 4,214)
Decrease (increase) in related party
receivables-other 88 ( 24)
--------- ---------
(5,787) (12,712)
Cash flows from financing activities:
Proceeds from issuance of debt 2,096 3,894
Principal payments under long-term debt (5,898) ( 5,615)
Principal payments under capital
lease obligations ( 348) ( 326)
Principal payments under long-term debt,
related party ( 321) ( 53)
--------- ---------
(4,471) ( 2,100)
--------- ---------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS 271 ( 44)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3,905 3,678
--------- ---------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 4,176 $ 3,634
======== ========
See accompanying notes to the unaudited consolidated financial statements.
7
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Note 1 Basis of Presentation
The unaudited Consolidated Financial Statements as of or for the period ended
July 31, 1999, included herein, have been prepared in accordance with generally
accepted accounting principles for interim financial information and with the
instructions to Form 10-Q and rule 10-01. The balance sheet at October 31, 1998
has been derived from the audited financial statements at that date. In the
opinion of the management of the Registrant, all adjustments (consisting only of
normal recurring accruals) which the Registrant considers necessary for a fair
presentation of the results of operations for the period have been made. Certain
financial information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. The reader is referred to the consolidated
financial statements and notes thereto included in the Registrant's annual
report on Form 10-K for the year ended October 31, 1998.
Certain reclassifications have been made to prior year financial statements in
order to conform to the current year presentation.
These results are not necessarily indicative of the results for the entire
fiscal year.
Note 2 Adoption of Accounting Standards
Reporting Comprehensive Income
Effective November 1, 1998, the Registrant adopted Statement of Financial
Accounting Standards (SFAS) No. 130, "Reporting Comprehensive Income". This
Statement establishes standards for reporting and display of comprehensive
income and its components (revenue, expenses, gains and losses) in a full set of
general purpose financial statements. This Statement requires that all items
that are required to be recognized under accounting standards as components of
comprehensive income be reported in a financial statement that is displayed with
the same prominence as other financial statements. There was no material impact
from adopting the provisions of SFAS No. 130 in the quarter ended July 31, 1999.
There were no comprehensive income items during the quarter ended July 31, 1999.
Disclosure about Segments of an Enterprise and Related Information
Effective November 1, 1998 the Registrant adopted SFAS No. 131, "Disclosure
about Segments of an Enterprise and Related Information." This Statement
establishes standards for the way that public business enterprises report
information about operating segments in annual financial statements and requires
that those enterprises report selected information about operating segments in
interim financial reports issued to shareholders. It also establishes standards
for related disclosures about products and services, geographic areas, and major
customers. There was no material impact from adopting the provisions of SFAS No.
131 in the quarter ended July 31, 1999.
8
<PAGE>
Part I - Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations
Financial Condition and Liquidity
The Registrant is a party to an Amended and Restated Revolving Credit and Term
Loan Agreement ("the Credit Agreement") with one financial institution. The
Credit Agreement is secured by substantially all of the Registrant's assets and
provided for a total commitment of $34,200,000, including a revolving credit
facility of up to $20,000,000 (increased from $17,500,000 on March 15, 1999) and
term loans referred to as Term Loan C in the amount of $11,000,000, the Stock
Redemption Facility in the amount of $1,700,000 and the Expansion Loan in the
amount of $1,500,000. As of July 31, 1999 the Registrant owed $2,500,000 on Term
Loan C, $1,190,000 on the Stock Redemption Facility and $1,250,000 on the
Expansion Loan. Term Loan C and the Stock Redemption Facility are to be paid
quarterly through December 31, 1999 with final payments of $500,000 and
$1,020,000, respectively, on February 15, 2000. The revolving credit facility
also matures February 15, 2000 and the Expansion Loan is payable in monthly
installments over its seven year term based on a ten year amortization, with a
final payment of $462,500 payable December 1, 2004. Interest rates are fixed on
Term Loan C and the Stock Redemption Facility at 8.38% and on the Expansion Loan
at 9.18%. The interest rate on the revolving credit facility floats at the Base
Rate (defined below) plus .25%. The Base Rate is the rate which is the greater
of (i) the bank prime loan rate as published by the Board of Governors of the
Federal Reserve System, or (ii) the Federal Funds rate, plus .50%. Additionally,
the Registrant has the ability to use the London Interbank Offered Rate
("LIBOR") plus 2.25% to determine the interest rate on the revolving credit
facility. The Credit Agreement contains certain affirmative and negative
covenants which, among other matters, will require the maintenance of a debt
service coverage ratio.
The Registrant's compliance with the major financial covenant under the Credit
Agreement was as follows as of July 31, 1999.
Actual
Financial Credit (As defined in the
Covenant Agreement Credit Agreement)
Debt Service Coverage
Ratio Not less than 1.00 to 1.00 .80 to 1.00
Although the Debt Service Coverage Ratio (the "Ratio") is below the level
required by the Credit Agreement, the Credit Agreement provides a second
criteria, if the Ratio is not met, before a default is deemed to have occurred.
Under this criteria, at all times when the Ratio is less than 1.00 to 1.00, the
amount available and undrawn on the revolving credit facility must equal or
exceed $2,500,000 which, in turn will mean that in order to remain in compliance
with this covenant, the Registrant cannot borrow the last $2,500,000 of funds
available under the revolving credit facility. After giving effect to this
restriction on borrowing, the Registrant had $7,588,000 of available credit at
July 31, 1999, under its revolving credit facility.
9
<PAGE>
No cash dividends have been paid on the Common Stock since 1979, and the
Registrant has no present intentions or ability to pay any dividends in the near
future on its Common Stock. The Credit Agreement does not permit the payment of
any cash dividends on the Registrant's Common Stock.
Year 2000
In 1997, the Registrant appointed a year 2000 task force (the "Task Force") to
review all aspects of the Registrant's operations relating to Year 2000 ("Y2K")
issues. The Task Force reports to the Registrant's Chief Financial Officer and
is staffed primarily with representatives of the Registrant's Information
Technology and Store Systems departments. Reports are made regularly to the
Registrant's Board of Directors.
The Task Force is participating with Wakefern Food Corporation ("Wakefern") in
the inventory and assessment of jointly operated store systems for Y2K
readiness. The Task Force and Wakefern, where involved, have identified all
computer-based systems and applications (including embedded chip systems) the
Registrant uses or that affect its operations that might not be Y2K compliant.
Those systems and equipment which were not Y2K compliant have been, or will be,
modified, reprogrammed or replaced. The Registrant believes that all critical
systems and applications are now Y2K compliant. The costs related to the Y2K
project are included in the normal operating and capital budgets of the
Information Technology Departments of both the Registrant and Wakefern and have
not had and are not expected to have any material effect on the Registrant's
operating results.
Both the Registrant and Wakefern are in the process of developing contingency
plans to provide viable alternatives to assure that business operations are able
to continue in the event of Y2K related system failures. Certain of the
Registrant's departments, including information technology, loss prevention,
maintenance and merchandising, have reviewed their internal procedures and, as
necessary or appropriate, amended these procedures to include contingency plans
to minimize any potential adverse impact of Y2K related system failures. In
addition, the Registrant and Wakefern have developed various contingency plans
with their critical suppliers and vendors to assure continuation of normal
business operations in the year 2000. These contingency plans include alternate
means of communication, manual operation of various systems and increasing
levels of inventory of various products. The Registrant and Wakefern will
continue to finalize the implementation of contingency plans during the balance
of 1999. The most significant impacts would likely be the inability to conduct
normal operations due to a power failure at store level or at Wakefern or a
systems failure in the banking process either at the local, federal or
electronic payment level. If the Registrant, Wakefern or third party vendors are
unable to resolve these issues in a timely manner, the failure of these systems
could result in the interruption of the Registrant's operations, which could
have a material adverse effect on the operating results and financial condition
of the Registrant.
10
<PAGE>
Working Capital
At July 31, 1999, the Registrant had a working capital deficiency of $10,702,000
compared to a deficiency of $2,725,000 at October 31, 1998 and $4,441,000 at
August 1, 1998.
The decline in working capital from October 31, 1998 was primarily due to the
reclassification of the indebtedness under the revolving credit facility from
long term to current debt. This reclassification was necessary since the credit
facility matures in less than one year.
The Registrant normally requires small amounts of working capital since
inventory is generally sold at approximately the same time that payments to
Wakefern and other suppliers are due and most sales are for cash or cash
equivalents.
Working capital ratios were as follows:
July 31, 1999 .83 to 1.0
October 31, 1998 .95 to 1.0
August 1, 1998 .91 to 1.0
Cash flows (in millions) were as follows:
39 Weeks Ended
7/31/99 8/01/98
Operating activities... $10.6 $14.8
Investing activities... (5.8) (12.7)
Financing activities... (4.5) ( 2.1)
------ ------
Totals $ 0.3 $ 0.0
====== ======
The Registrant had $7,588,000 of available credit, at July 31, 1999, under its
revolving credit facility. The amount available under the credit facility is
expected to provide the Registrant with working capital adequate to meet its
needs through the end of the first quarter of fiscal 2000. The credit facility
matures on February 15, 2000. The Registrant is presently negotiating the terms
and conditions of a new credit facility with several financial institutions and
anticipates that a new facility will be in place by the end of the first quarter
of fiscal 2000. A new credit facility is expected to allow the Registrant to
meet its operating needs, scheduled capital expenditures and debt service during
fiscal 2000 and thereafter.
For the thirty nine weeks ended July 31, 1999 depreciation was $8,154,000 while
capital expenditures totaled $4,751,000, compared to $5,868,000 and $9,080,000,
respectively, in the prior year period. The increase in depreciation was caused
by the addition of two new locations and one additional capital lease in fiscal
1998 and the modification of a capital lease in fiscal 1999.
11
<PAGE>
Results of Operation (13 weeks ended July 31, 1999 compared to 13 weeks
- --------------------
ended August 1, 1998)
Sales:
Same store sales from the twenty stores in operation in both periods increased
8.4% in the current year period versus the prior year period. Sales for the
current quarter totaled $203.2 million as compared to $176.2 million of sales in
the prior year period. A significant increase in promotional activities,
including a variety of incentive programs and double couponing, in the current
period contributed to this increase. Sales for the current quarter included the
operations of one new location opened in August 1998.
Gross Profit:
Gross profit on sales increased to 26.0% of sales in the current period compared
to 25.3% in the prior year period. Patronage dividends, applied as a reduction
of the cost of merchandise sold, were $1.4 million in the current period versus
$1.2 million in the prior year period. Gross profit improved as a result of
improved product mix, increased patronage dividends and reduced Wakefern
assessment as a percentage of sales.
Operating Expenses:
Operating, general and administrative expenses as a percent of sales were 25.0%
versus 24.6% in the prior year period. The increases in operating, general and
administrative expenses, as a percent of sales, were due to increases in certain
expense categories as a percentage of sales. As a percentage of sales, selling
expense increased 1.27% and other store expenses, which include debit and credit
card processing fees and Wakefern support services, increased .07%. The increase
in selling expense was the result of increased promotional activity, including a
variety of incentive programs and double couponing, in the Registrant's
marketing area. These increases were partially offset by decreases in labor and
related fringe benefits of .13%, supplies of .06%, insurance of .04%, occupancy
of .16%, pre-store opening costs of .06%, corporate administrative expense of
.29% and an increase in miscellaneous income of .16%.
Interest Expense:
Interest expense increased to $1,366,000 from $937,000 while interest income was
$74,000 compared to $41,000 for the prior year period. The increase in interest
expense for the current year period was due to an increase in the average
outstanding debt, including increased capitalized lease obligations, in the
thirteen weeks ended July 31, 1999 compared to the prior year period partially
offset by a decrease in the average interest rate paid on this debt.
Income Taxes:
An income tax rate of 34% has been used in both the current and prior year
periods based on the expected effective tax rate.
12
<PAGE>
Net Income:
Net income was $421,000 in the current year period as compared to $255,000 in
the prior year period. Earnings before interest, taxes, depreciation and
amortization ("EBITDA") for the thirteen weeks ended July 31, 1999 were
$4,885,000 as compared to $3,623,000 in the prior year period. Net income per
common share was $.38 in the current period compared to $.23 in the prior year
period. Per share calculations are based on 1,117,150 shares outstanding in both
periods.
Results of Operations (39 weeks ended July 31, 1999 compared
to 39 weeks ended August 1, 1998)
Sales:
Same store sales from the nineteen stores in operation in both periods increased
8.7% in the current year period versus the prior year period. Sales for the
stores in operation for the current year thirty nine week period totaled $602.3
million as compared to $512.6 million of sales from the stores operated in the
prior year period. A significant increase in promotional activities, including a
variety of incentive programs and double couponing, in the current period
contributed to this increase. Sales for the current thirty nine week period
included the operations of two new locations opened in February and August 1998.
The location opened in February 1998 replaced an older, smaller store.
Gross profit:
Gross profit on sales increased to 26.1% of sales compared to 25.3% in the prior
year period. Patronage dividends, applied as a reduction of the cost of
merchandise sold, were $4.1 million compared to $3.5 million in the prior year
period. Gross profit improved as a result of improved product mix, increased
patronage dividends, reduced Wakefern assessment as a percentage of sales and
Wakefern incentive programs for the new locations.
Operating Expenses:
Operating, general and administrative expenses as a percent of sales were 25.1%
versus 24.4% in the prior year period. The increase in operating, general and
administrative expense, as a percent of sales was primarily due to increases in
certain expense categories as a percentage of sales. As a percentage of sales,
selling expense increased 1.57% and other store expenses, which include debit
and credit card processing fees and Wakefern support services, increased .10%.
The increase in selling expense was the result of increased promotional
activity, including a variety of incentive programs and double couponing, in the
Registrant's marketing area. These increases were partially offset by decreases
in labor and related fringe benefits of .20%, supplies of .10%, occupancy of
.09%, pre-store opening costs of .08%, corporate administrative expense of .23%
and an increase in miscellaneous income of .13%.
Interest Expense:
Interest expense increased to $4,182,000 from $2,786,000 while interest income
was $225,000 compared to $258,000 for the prior year period. The increase in
interest expense for the current year period was due to an increase in the
average outstanding debt, including increased capitalized lease obligations,
since August 1, 1998 partially offset by a decrease in the average interest rate
paid on debt.
13
<PAGE>
Income Taxes:
An income tax rate of 34% has been used in both the current and prior year
periods based on the expected effective tax rate.
Net Income:
Net income was $1,333,000 in the current year period. This compares to
$1,296,000 in the prior year period. Earnings before interest, taxes,
depreciation and amortization ("EBITDA") for the current period were $14,838,000
as compared to $11,440,000 in the prior year period. Net income per common share
was $1.19 in the current period compared to $1.16 in the prior year period. Per
share calculations are based on 1,117,150 shares outstanding in both periods.
14
<PAGE>
PART II
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit (27) - Financial Data Schedule.
(b) No reports on Form 8-K were required to be filed for
the 13 weeks ended July 31, 1999.
15
<PAGE>
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.
FOODARAMA SUPERMARKETS, INC.
(Registrant)
Date: September 10, 1999 /S/ Michael Shapiro
(Signature)
Michael Shapiro
Senior Vice President
Chief Financial Officer
Date: September 10, 1999 /S/ Thomas H. Flynn
--------------------------
(Signature)
Thomas H. Flynn
Director of Accounting
Principal Accounting Officer
16
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-Mos
<FISCAL-YEAR-END> Oct-30-1999
<PERIOD-START> Nov-01-1998
<PERIOD-END> Jul-31-1999
<CASH> 4,176
<SECURITIES> 0
<RECEIVABLES> 10,339
<ALLOWANCES> (548)
<INVENTORY> 38,685
<CURRENT-ASSETS> 53,484
<PP&E> 155,935
<DEPRECIATION> (73,543)
<TOTAL-ASSETS> 155,417
<CURRENT-LIABILITIES> 64,186
<BONDS> 0
0
0
<COMMON> 1,622
<OTHER-SE> 32,725
<TOTAL-LIABILITY-AND-EQUITY> 155,417
<SALES> 602,270
<TOTAL-REVENUES> 0
<CGS> 444,901
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 151,393
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,182
<INCOME-PRETAX> 2,019
<INCOME-TAX> 686
<INCOME-CONTINUING> 1,333
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,333
<EPS-BASIC> 1.19
<EPS-DILUTED> 1.19
</TABLE>
