HECHINGER CO
10-Q, 1995-06-13
LUMBER & OTHER BUILDING MATERIALS DEALERS
Previous: HARRIS PAUL STORES INC, 10-Q, 1995-06-13
Next: HERLEY INDUSTRIES INC /NEW, 10-Q, 1995-06-13



<PAGE>   1


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-Q

CHECK ONE

  x      Quarterly report pursuant to Section 13 or 15(d) of the Securities 
- -----    Exchange Act of 1934 for the thirteen weeks ended April 29, 1995 or

         Transition report pursuant to Section 13 or 15(d) of the Securities 
- -----    Exchange Act of 1934
      


COMMISSION FILE NUMBER 0-7214

                               HECHINGER COMPANY
             (Exact name of Registrant as specified in its charter)


<TABLE>
<S>                                                              <C>
                  DELAWARE                                                    52-1001530
(State or other jurisdiction of incorporation)                   (I.R.S. Employer Identification No.)


       3500 PENNSY DRIVE, LANDOVER, MARYLAND                                    20785
     (Address of principal executive offices)                                (Zip Code)
</TABLE>


      Registrant's telephone number, including area code:  (301) 341-1000



         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
                         ---------------                   --------------- 


         Indicate the number of shares outstanding of each of the registrant's
classes of Common Stock, as of June 1, 1995.

           30,834,707 shares of Class A Common Stock, $.10 par value
           11,489,803 shares of Class B Common Stock, $.10 par value






                                      1
<PAGE>   2
                               HECHINGER COMPANY

                               INDEX TO FORM 10-Q
                      THIRTEEN WEEKS ENDED APRIL 29, 1995





<TABLE>
<CAPTION>
DESCRIPTION                                                                                             PAGE
- -----------                                                                                             ----
<S>              <C>                                                                                   <C>
Part I.          Financial Information:
                 
                 
                 Item 1.  Financial Statements                                                           3
                 
                 Item 2.  Management's Discussion and Analysis of Financial
                 Condition and Results of Operations                                                   3 - 4
                 
                 
Part II.         Other Information:
                 
                 
                 Item 6.  Exhibits and Reports on Form 8-K                                               5
                 
                 Index to Exhibits                                                                       7
</TABLE>         





                                       2
<PAGE>   3
                                     PART I

ITEM 1.  FINANCIAL STATEMENTS

The information called for by this item is hereby incorporated by reference
from Exhibits 99(a) - 99(e) of this report.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

The following table sets forth the sales reported by the Company (in millions):

<TABLE>
<CAPTION>
                                                               TOTAL            TOTAL            TOTAL        COMPARABLE
                                                               SALES            SALES            SALES       STORE SALES
PERIOD                                                 APR. 29, 1995    APR. 30, 1994           CHANGE            CHANGE
- ------                                                 -------------    -------------           ------      ------------
<S>                                                           <C>              <C>                <C>               <C>
Thirteen weeks                                                $553.2           $574.3             (4)%              (2)%
</TABLE>

The sales decrease for the thirteen weeks ended April 29, 1995 was due to 14
Home Quarters stores and two Hechinger stores closed during the first quarter
of 1995 as a part of the store closing charge recorded in the fourth quarter of
1994.  In addition, weak sales of existing homes and unseasonable weather in
the Company's markets adversely impacted sales during the quarter.

The following table sets forth the number of stores operated by the Company:

<TABLE>
<CAPTION>
                                                           HECHINGER             HOME
                                                              STORES         QUARTERS            TOTAL
                                                         -----------         --------            -----
                     <S>                                         <C>             <C>              <C>
                     As of April 30, 1994                        72               56              128
                     Second quarter 1994 openings                 1                2                3
                     Second quarter 1994 closings                (1)               -               (1)

                     As of July 30, 1994                         72               58              130
                     Third quarter 1994 openings                  -                5                5
                     Third quarter 1994 closings                  -               (2)              (2)

                     As of October 29, 1994                      72               61              133
                     Fourth quarter 1994 openings                 -                -                -
                     Fourth quarter 1994 closings                 -                -                -

                     As of January 28, 1995                      72               61              133
                     First quarter 1995 openings                  -                3                3
                     First quarter 1995 closings                 (2)             (15)             (17)
                                                               ----             ----             ---- 

                     As of April 29, 1995                        70                49              119
                                                               ====              ====             ====
</TABLE>


For the thirteen weeks ended April 29, 1995, other income, which consists
primarily of interest income, was $1.0 million, .2% of sales, compared to $0.4
million, .1% of sales, for the corresponding period last year.  The increase
was primarily the result of a loss of $0.6 million on the sale of an excess
parcel of land during the first quarter of last year.

For the thirteen weeks ended April 29, 1995, cost of sales was 78.4% of sales
compared to 78.0% of sales for the corresponding period last year.
Distribution, buying and occupancy expenses are included in cost of sales and
are comprised substantially of fixed costs.  The increase in cost of sales is
due primarily to higher distribution, buying





                                       3
<PAGE>   4
and occupancy expenses as a percent to sales, which was caused by lower sales
this year compared to last year.

For the thirteen weeks ended April 29, 1995, selling, general and
administrative expenses were 20.1% of sales compared to 19.6% of sales for the
corresponding period last year.  These figures include preopening expenses of
$2.7 million for the thirteen weeks ended April 29, 1995 and $3.0 million for
the corresponding period last year.  Excluding these expenses, selling, general
and administrative expenses for the thirteen weeks ended April 29, 1995 were
19.6% of sales, as compared to 19.0% of sales for the corresponding period last
year.  This increase is due primarily to lower sales this year compared to last
year.

For the thirteen weeks ended April 29, 1995, interest expense was $7.3 million,
1.3% of sales, compared to $7.2 million, 1.3% of sales, for the corresponding
period last year.

For the thirteen weeks ended April 29, 1995, the effective tax rate was 37.0%
compared to 34.0% for the corresponding period last year.  The effective tax
rate increase was due primarily to the increase in state taxes and  expiration
of the Targeted Jobs Tax Credit program as of December 1994.  The effective tax
rates differ from the statutory Federal tax rate due primarily to the effect of
tax credits, tax-free earnings on funds available for investment and state
taxes.

For the thirteen weeks ended April 29, 1995, net earnings were $1.2 million,
$.03 per share, compared to $4.6 million, $.11 per share, for the corresponding
period last year.

As of April 29, 1995, 14 Home Quarters stores and two Hechinger stores have
been closed as a part of the store closing plan announced in the fourth quarter
of 1994.  As of April 29, 1995, $23.2 million has been recorded against the
$61.9 million store closing reserve.  The main components of the charges were
as follows:

1)  losses on liquidation of inventories totaling $9.5 million;

2)  losses on disposal of furniture, fixtures, equipment and other assets 
totaling $10.7 million;

3)  cash expenditures for carrying costs of the stores vacated, including 
rents, utilities and other expenses subsequent to the store closing of 
$1.5 million; and

4)  cash expenditures for employee termination costs of $1.5 million, including
severance pay and related benefits.

In accordance with the Company's original plan, the remaining six Hechinger 
stores are scheduled to close during the second and third quarters of 1995.  
Management believes that the remaining reserve is adequate to cover future 
losses and cash expenditures in completing this store closing plan.  Of the 
total remaining accrual of $38.7 million, $30.5 million has been recorded as a
current liability as of April 29, 1995.

Cash and cash equivalents and marketable securities were $127.4 million as of
April 29, 1995 compared to $95.2 million as of January 28, 1995.  The increase
in cash provided from operations was due primarily to the increase in accounts
payable and accrued expenses, net of the increase in inventory, compared to the
corresponding period last year.  The increase in merchandise inventories is
primarily due to the normal inventory build-up that occurs during the spring
selling season and increased inventory levels at existing stores as a result of
lower than planned sales in the first quarter of this year.  The increase in
inventories was not as large as compared to prior periods due to the
liquidation of inventories in the stores closed in the first quarter of 1995.
The increase in accounts payable and accrued expenses was due to a combination
of an unusually low accounts payable balance at January 28, 1995 and the
increase in inventory levels at April 29, 1995.  Net expenditures for property,
furniture and equipment and other assets were $29.7 million and $34.7 million
for the thirteen weeks ended April 29, 1995 and April 30, 1994, respectively.
These expenditures are related primarily to the Company's ongoing store
expansion and remodeling programs.

The Company is a party to numerous legal proceedings and claims arising in the
ordinary course of business, including several suits alleging wrongful
employment practices.  Although the outcome of such proceedings and claims
cannot be determined with certainty, based upon evaluation by legal counsel,
management believes that the outcome of such proceedings and claims will not
have a material adverse effect on the Company's consolidated financial
position.





                                       4
<PAGE>   5
                                    PART II



ITEM 1.  LEGAL PROCEEDINGS

On March 17, 1995, an action was filed against the Company and one of its
senior vice-presidents by a former employee (Circuit Court for Prince George's
County, Maryland, Case No. CAL 95-04532).  In this case, plaintiff asserts
harassment-related claims against such senior vice-president.  Plaintiff also
asserts that the Company was negligent in hiring and retaining such senior
vice-president, and that it interfered with plaintiff's subsequent employment.
Plaintiff seeks $20 million in compensatory and punitive damages, among other
relief.  The Company and such senior vice-president believe they have
meritorious defenses, and will defend this lawsuit vigorously.  They filed a
motion to dismiss all counts in the Complaint on May 18, 1995.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  EXHIBITS

<TABLE>
<CAPTION>
         EXHIBIT
         NUMBER              DOCUMENT
         ------              --------
         <S>                 <C>
         11                  Statement Regarding Computation of Earnings Per Share
         27                  Financial Data Schedule
         99(a)               Consolidated Statements of Operations
         99(b)               Consolidated Balance Sheets
         99(c)               Consolidated Statements of Cash Flows
         99(d)               Consolidated Statement of Stockholders' Equity
         99(e)               Notes to Consolidated Financial Statements
</TABLE>

(b)  REPORTS ON FORM 8-K

None.





                                       5
<PAGE>   6
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.




<TABLE>
<S>    <C>                                                       <C>
Date:  June 13, 1995                                             HECHINGER COMPANY
                                                                 -----------------
                                                                 Registrant




                                                                 /S/W. CLARK McCLELLAND
                                                                 ----------------------
                                                                 W. Clark McClelland
                                                                 Executive Vice President and Chief Financial Officer
                                                                 (Principal Financial Officer)
</TABLE>





                                       6
<PAGE>   7
                               HECHINGER COMPANY

                               INDEX TO EXHIBITS
               FORM 10-Q FOR THIRTEEN WEEKS ENDED APRIL 29, 1995





<TABLE>
<CAPTION> 
EXHIBIT NO.                                                                                                     PAGE
- -----------                                                                                                     ----
<S>                          <C>                                                                              <C>
11                           Statement Regarding Computation of Earnings Per Share                            
27                           Financial Data Schedule                                                          
99(a)                        Consolidated Statements of Operations                                            
99(b)                        Consolidated Balance Sheets                                                      
99(c)                        Consolidated Statements of Cash Flows                                            
99(d)                        Consolidated Statements of Stockholders' Equity                                  
99(e)                        Notes to Consolidated Financial Statements                                       
</TABLE>





                                       7

<PAGE>   1
EXHIBIT 11






                               HECHINGER COMPANY
             STATEMENT REGARDING COMPUTATION OF EARNINGS PER SHARE
                                  (unaudited)

<TABLE>
<CAPTION>
                                                                                                  13 WEEKS ENDED
                                                                                         APR. 29, 1995      APR. 30, 1994
                                                                                         -------------      -------------

<S>                                                                                      <C>                 <C>
Net earnings                                                                             $  1,167,000        $  4,645,000

Interest on 5-1/2% convertible debentures, net of tax benefit (1)                                -                   -
                                                                                         ------------        ------------

Net earnings for primary and fully diluted earnings per share                            $  1,167,000        $  4,645,000
                                                                                         ============        ============

Weighted average shares outstanding                                                        42,100,876          41,865,193

Dilutive effect of stock options and restricted stock and performance
share awards after application of the treasury stock method                                   208,907             378,092

Additional shares issuable assuming full conversion of the 5-1/2%
debentures into Class A common stock (1)                                                         -                   -
                                                                                         ------------        ------------

Common and common equivalent shares outstanding for primary
earnings per share                                                                         42,309,783          42,243,285

Additional dilution from stock options and restricted stock and
performance share awards after application of the treasury stock
method (1)                                                                                       -                185,916
                                                                                         ------------        ------------

Common and common equivalent shares outstanding for fully diluted
earnings per share                                                                         42,309,783          42,429,201
                                                                                         ============        ============

Primary earnings per common share                                                              $0.03               $0.11
                                                                                         ============        ============

Fully diluted earnings per common share                                                        $0.03               $0.11
                                                                                         ============        ============
</TABLE>

(1)  The 5-1/2% Convertible Subordinated Debentures, stock  options, restricted
     stock and performance share awards  were antidilutive for the 13 weeks
     ended April 29, 1995 and the 5 1/2% Convertible Subordinated Debentures
     were antidilutive for the 13 weeks ended April 30, 1994.






<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          FEB-03-1996
<PERIOD-START>                             JAN-29-1995
<PERIOD-END>                               APR-29-1995
<CASH>                                          41,370
<SECURITIES>                                    85,980
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                    501,554
<CURRENT-ASSETS>                               692,600
<PP&E>                                         510,712<F1>
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                               1,342,358
<CURRENT-LIABILITIES>                          422,542
<BONDS>                                        384,866
<COMMON>                                         4,232
                                0
                                          0
<OTHER-SE>                                     477,139
<TOTAL-LIABILITY-AND-EQUITY>                 1,342,358
<SALES>                                        553,174
<TOTAL-REVENUES>                               554,174
<CGS>                                          433,626
<TOTAL-COSTS>                                  544,985
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               7,336
<INCOME-PRETAX>                                  1,853
<INCOME-TAX>                                       686
<INCOME-CONTINUING>                              1,167
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     1,167
<EPS-PRIMARY>                                     0.03
<EPS-DILUTED>                                     0.03
<FN>
<F1>Property, furniture and equipment, net of accumulated depreciation
</FN>
        

</TABLE>

<PAGE>   1
EXHIBIT 99(a)




                               HECHINGER COMPANY
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (unaudited)
                      (in thousands except per share data)

<TABLE>
<CAPTION>
                                                                       13 WEEKS ENDED
                                                        APR. 29, 1995                  APR. 30, 1994
                                                       ---------------                ---------------

<S>                                                    <C>                            <C>
REVENUES
Net sales                                              $       553,174                $       574,301
Other (principally interest)                                     1,000                            420
                                                       ---------------                ---------------

Total Revenues                                                 554,174                        574,721

COSTS AND EXPENSES
Cost of sales                                                  433,626                        448,151
Selling, general and administrative expenses                   111,359                        112,336
Interest expense                                                 7,336                          7,197
                                                       ---------------                ---------------

Total Costs and Expenses                                       552,321                        567,684
                                                       ---------------                ---------------

EARNINGS BEFORE INCOME TAXES                                     1,853                          7,037

INCOME TAX EXPENSE                                                 686                          2,392
                                                       ---------------                ---------------

NET EARNINGS                                           $         1,167                $         4,645
                                                       ===============                ===============

PRIMARY AND FULLY DILUTED EARNINGS
PER COMMON SHARE                                                 $0.03                          $0.11
                                                       ===============                ===============

AVERAGE NUMBER OF COMMON AND COMMON
EQUIVALENT SHARES OUTSTANDING:
Primary                                                         42,310                         42,243
Fully diluted                                                   42,310                         42,429

DIVIDENDS PER SHARE:
Class A common stock                                             $0.04                          $0.04
Class B common stock                                             $0.02                          $0.02
</TABLE>


See notes to consolidated financial statements.






<PAGE>   1
EXHIBIT 99(b)



                               HECHINGER COMPANY
                          CONSOLIDATED BALANCE SHEETS
                        (in thousands except share data)
<TABLE>
<CAPTION>
                                                           (unaudited) 
                                                          APR. 29, 1995                    JAN. 28, 1995
                                                          -------------                    -------------
<S>                                                     <C>                              <C>
ASSETS

CURRENT ASSETS
Cash and cash equivalents                               $      41,370                     $        26,252
Marketable securities at fair value                            85,980                              68,911
Merchandise inventories                                       501,554                             453,529
Other current assets                                           63,696                              66,742
                                                         ------------                        ------------

Total Current Assets                                          692,600                             615,434



PROPERTY, FURNITURE AND EQUIPMENT, NET                        510,712                             504,132



COST IN EXCESS OF NET ASSETS ACQUIRED, NET                     55,001                              55,421





LEASEHOLD ACQUISITION COSTS, NET                               50,774                              52,541



OTHER ASSETS                                                   33,271                              33,701
                                                         ------------                        ------------
TOTAL ASSETS                                             $  1,342,358                        $  1,261,229
                                                         ============                        ============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Accounts payable and accrued expenses                    $    409,320                        $    327,587
Income taxes payable                                            9,698                              10,493
Current portion of long-term debt and capital lease
     obligations                                                3,524                               3,453
                                                         ------------                        ------------

Total Current Liabilities                                     422,542                             341,533

LONG-TERM DEBT                                                384,866                             384,969
CAPITAL LEASE OBLIGATIONS                                      17,761                              18,408
DEFERRED RENT                                                  27,618                              26,846
OTHER LONG-TERM LIABILITIES                                     8,200                               8,200

STOCKHOLDERS' EQUITY
 Class A common stock, $.10 par value; authorized
      50,000,000 shares; issued 30,827,095 and
      30,797,512                                                3,083                               3,080
 Class B common stock, $.10 par value, authorized
      30,000,000 shares; issued 11,494,503 and
      11,518,729                                                1,149                               1,152
Additional paid-in capital                                    238,229                             238,182
Retained earnings                                             240,940                             240,919
Unearned compensation                                          (1,339)                             (1,553)
 Less treasury stock at cost, 34,528 and 17,213
      Class A common shares and 14,497 and 14,497
      Class B common shares                                      (691)                               (507)
                                                         ------------                        ------------
TOTAL STOCKHOLDERS' EQUITY                                    481,371                             481,273
                                                         ------------                        ------------
TOTAL LIABILITIES and STOCKHOLDERS' EQUITY               $  1,342,358                        $  1,261,229
                                                         ============                        ============
</TABLE>

                 See notes to consolidated financial statements.



<PAGE>   1
EXHIBIT 99(c)


                               HECHINGER COMPANY
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (unaudited)
                                 (in thousands)
<TABLE>
<CAPTION>
                                                                                        13 WEEKS ENDED
                                                                          APR. 29, 1995                APR. 30, 1994
                                                                          -------------                -------------
<S>                                                                      <C>                         <C>
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES                   

Net earnings                                                             $          1,167             $          4,645
Adjustments to reconcile earnings to net cash provided by        
    operating activities:                                        
    Unusual charges                                                               (12,972)                      (1,698)
    Depreciation and amortization                                                  14,431                       12,277
    Deferred income taxes                                                             348                          639
    Deferred rent expense                                                             772                         (472)
                                                                         ----------------             ----------------
                                                                                    3,746                       15,391
                                                                         ----------------             ----------------

CHANGE IN OPERATING ASSETS AND LIABILITIES                       

Merchandise inventories                                                           (48,102)                     (89,224)
Other current assets                                                                3,046                       (6,932)
Accounts payable and accrued expenses                                             105,458                      111,424
Income taxes payable                                                                 (795)                       1,447
                                                                         ----------------             ----------------
                                                                                   59,607                       16,715
                                                                         ----------------             ----------------

NET CASH FLOWS PROVIDED FROM OPERATIONS                                            63,353                       32,106
                                                                         ----------------             ----------------

CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES                   

Expenditures for property, furniture, equipment and other       
     assets, net of disposals                                                     (29,668)                     (34,713)
Marketable securities:                                           
    Purchases                                                                     (46,218)                     (60,783)
    Proceeds from sales                                                            29,149                       92,584
                                                                         ----------------             ----------------

NET CASH USED IN INVESTING ACTIVITIES                                             (46,737)                      (2,912)
                                                                         ----------------             ----------------

CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES                   
Dividends paid to stockholders                                                     (1,416)                      (1,391)
Stock options exercised                                                                47                        1,422
Other                                                                                (129)                        (106)
                                                                         ----------------             ----------------

NET CASH FLOWS FROM FINANCING ACTIVITIES                                           (1,498)                         (75)
                                                                         ----------------             ----------------

INCREASE IN CASH AND CASH EQUIVALENTS                                              15,118                       29,119

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR                                     26,252                       19,675
                                                                         ----------------             ----------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                               $         41,370             $         48,794
                                                                         ================             ================
SUPPLEMENTAL INFORMATION                                         
    Cash payments for income taxes                                       $          1,250             $            290
    Cash payments for interest, net of amount capitalized                $          9,140             $          6,984
</TABLE>                                                         
                                                                 
See notes to consolidated financial statements.                  
                                                                 
                                                                 



<PAGE>   1
EXHIBIT 99(d)


                               HECHINGER COMPANY
                CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                      (in thousands except share data)
<TABLE>
<CAPTION>                                                                                                                   
                                                                      CLASS A       CLASS B       ADDITIONAL                
                                                                      COMMON        COMMON         PAID-IN        RETAINED  
                                                                       STOCK         STOCK         CAPITAL        EARNINGS  
                                                                      -------       -------       ----------      --------  
<S>                                                                    <C>          <C>            <C>            <C>       
BALANCE, JAN. 29, 1994                                                 $2,881       $1,331         $236,543       $256,836  
                                                                                                                            
Restricted stock awards earned                                              -            -                -              -  
Performance stock awards earnined and issued                                5            -              577              -  
Exercise of stock options including income tax benefit (92,670                                                              
     Class A common shares were issued from the treasury)                  15            -            1,037              -  
Conversions from Class B to Class A common stock                          179         (179)               -              -  
Conversion of 5 1/2% Convertible Subordinated Debentures into                                                               
    shares of Class a common stock)                                         -            -               25              -  
Purchase of treasury stock (17,114 Class A common shares)                   -            -                -              -  
Adjustment to fair value of marketable securities                           -            -                -           (371) 
Cash dividends, Class A common stock ($.16 per share)                       -            -                -         (4,883) 
Cash dividends, Class B common stock ($.06 per share)                       -            -                -           (752) 
Net earnings                                                                -            -                -         (9,911) 
                                                                       ------       ------         --------       --------  
                                                                                                                            
BALANCE, JAN. 28, 1995                                                  3,080        1,152          238,182        240,919  
                                                                                                                            
Restricted stock awards earned                                              -            -                -              -  
Exercise of stock options including income tax benefit                      -            -               47              -  
Conversions from Class B to Class A common stock                            3           (3)               -              -  
Purchase of treasury stock (17,315 Class A common shares)                   -            -                -              -  
Adjustment to fair value of marketable securities                           -            -                -            270  
Cash dividends, Class A common stock ($.04 per share)                       -            -                -         (1,232) 
Cash dividends, Class B common stock ($.02 per share)                       -            -                -           (184) 
Net earnings                                                                -            -                -          1,167  
                                                                       ------       ------         --------       --------  
BALANCE, APRIL 29, 1995 (UNAUDITED)                                    $3,083       $1,149         $238,229       $240,940  
                                                                       ======       ======         ========       ========  
<CAPTION>                                                                                                                   
                                                                      
                                                                        UNEARNED      TREASURY
                                                                       COMPENSATION    STOCK          TOTAL
                                                                       ------------   --------        -----
<S>                                                                      <C>            <C>           <C>
BALANCE, JAN. 29, 1994                                                   ($2,201)     ($1,523)        $493,867
                                                                      
Restricted stock awards earned                                               648            -              648
Performance stock awards earnined and issued                                   -            -              582
Exercise of stock options including income tax benefit (92,670        
     Class A common shares were issued from the treasury)                      -        1,260            2,312
Conversions from Class B to Class A common stock                               -            -                -
Conversion of 5 1/2% Convertible Subordinated Debentures into         
    shares of Class a common stock)                                            -            -               25
Purchase of treasury stock (17,114 Class A common shares)                      -         (244)            (244)
Adjustment to fair value of marketable securities                              -            -             (371)
Cash dividends, Class A common stock ($.16 per share)                          -            -           (4,883)
Cash dividends, Class B common stock ($.06 per share)                          -            -             (752)
Net earnings                                                                   -            -           (9,911)
                                                                         --------       ------        --------
                                                                      
BALANCE, JAN. 28, 1995                                                    (1,553)        (507)         481,273
                                                                      
Restricted stock awards earned                                               214            -              214
Exercise of stock options including income tax benefit                         -            -               47
Conversions from Class B to Class A common stock                               -            -                -
Purchase of treasury stock (17,315 Class A common shares)                      -         (184)            (184)
Adjustment to fair value of marketable securities                              -            -              270
Cash dividends, Class A common stock ($.04 per share)                          -            -           (1,232)
Cash dividends, Class B common stock ($.02 per share)                          -            -             (184)
Net earnings                                                                   -            -            1,167
                                                                         --------       ------        --------
BALANCE, APRIL 29, 1995 (UNAUDITED)                                      ($1,339)       ($691)        $481,371
                                                                         ========       ======        ========
</TABLE>                                                              
See notes to consolidated financial statements.




<PAGE>   1
EXHIBIT 99(e)

                               HECHINGER COMPANY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  FOR THE THIRTEEN WEEKS ENDED APRIL 29, 1995
                                  (unaudited)


A.  BASIS OF PRESENTATION

In the opinion of management of Hechinger Company (the "Company"), the
accompanying unaudited consolidated financial statements include all
adjustments (which consist of normal recurring accruals) considered necessary
for a fair statement of the results for the interim periods presented.  The
operating results for the thirteen weeks ended April 29, 1995 are not
necessarily indicative of the results to be expected for the fiscal year ending
February 3, 1996.

The financial statements presented herein should be read in conjunction with
the financial statements incorporated by reference in the Company's Annual
Report on Form 10-K for the year ended January 28, 1995.


B.  MERCHANDISE INVENTORY

An actual valuation of inventory under the LIFO method can be made only at the
end of each year based on the inventory levels and costs at that time.
Accordingly, interim LIFO calculations are based on management's estimates of
expected year-end inventory levels and costs.  Interim results are subject to
the final year-end LIFO inventory valuation.

All inventories reported at April 29, 1995 and January 28, 1995 were valued
using the LIFO inventory valuation method.  If all inventories had been valued
under the FIFO method, which approximates replacement cost, inventories would
have been $20.4 million and $18.9 million higher than reported at April 29,
1995 and January 28, 1995, respectively.


C.  TAXES ON INCOME

For the thirteen weeks ended April 29, 1995, the effective tax rate was 37.0%
compared to 34.0% for the corresponding periods last year.  The effective tax
rate increase was due primarily to the increase in the state taxes and
expiration of the Targeted Jobs Tax Credit program as of December 1994.  The
effective tax rates differ from the statutory Federal tax rate primarily due to
the effect of tax credits, tax-free earnings on funds available for investment
and state taxes.


D.  UNUSUAL CHARGE

As of April 29, 1995, 14 Home Quarters stores and two Hechinger stores have
been closed as a part of the store closing plan announced in the fourth quarter
of 1994.  As of April 29, 1995, $23.2 million has been recorded against the
$61.9 million store closing reserve.  The main components of the charges were
as follows:

1)  losses on liquidation of inventories totaling $9.5 million;

2)  losses on disposal of furniture, fixtures, equipment and other assets
totaling $10.7 million;

3)  cash expenditures for carrying costs of the stores vacated, including
rents, utilities and other expenses subsequent to the store closing of $1.5
million; and

4)  cash expenditures for employee termination costs of $1.5 million, including
severance pay and related benefits.  

In accordance with the Company's original plan, the remaining six Hechinger 
stores are scheduled to close during the second and third quarters of 
1995.  Management believes that the remaining reserve is adequate to cover 
future



<PAGE>   2
losses and cash expenditures in completing this store closing plan.  Of the 
total remaining accrual of $38.7 million, $30.5 million has been recorded 
as a current liability as of April 29, 1995.


D.  CONTINGENCIES

The Company is a party to numerous legal proceedings and claims arising in the
ordinary course of business, including several suits alleging wrongful
employment practices.  Although the outcome of such proceedings and claims
cannot be determined with certainty, based upon evaluation by legal counsel,
management believes that the outcome of such proceedings and claims will not
have a material adverse effect on the Company's consolidated financial
position.







© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission