FORM 10-Q
SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
(MARK ONE)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended December 31, 1994
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period From ... to ...
Commission File No. 1-8739
Burlington Coat Factory Warehouse Corporation
________________________________________________
(Exact name of registrant as specified in its charter)
Delaware 22-1970303
- ------------------------------ -------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1830 Route 130 North
Burlington, New Jersey 08016
- ------------------------------ -------------------------------
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code (609)387-7800
Indicate by check mark whether the
Registrant (1) has filed all reports
required 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 issuer's classes of common
stock, as of the latest practicable date.
Class Outstanding at February 8, 1995
- -------------------------- --------------------------------
Common stock, par value $1 41,130,306
Page 1 of 14
<PAGE>
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION
AND SUBSIDIARIES
I N D E X
Page
Part I - Financial Information:
Item 1. Financial Statements:
Condensed consolidated balance sheets - December 31, 1994 3
(unaudited), July 2, 1994 and January 1, 1994 (unaudited)
Condensed consolidated statements of operations - Six and 4
three months ended December 31, 1994 and January 1, 1994
(unaudited)
Condensed consolidated statements of cash flows - Six and 5
three months ended December 31, 1994 and January 1, 1994
(unaudited)
Notes to condensed consolidated financial statements 6
Item 2. Management's discussion and analysis of results 7 -11
of operations and financial condition
Part II - Other Information:
Item 1. Legal Proceedings 12
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 6. Exhibits and reports on Form 8-K 13
SIGNATURES 13
* * * * * * * * * * * *
Page 2 of 14<PAGE>
<TABLE>
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(All amounts in thousands)
<CAPTION>
December 31, January 01,
1994 July 02, 1994
(Unaudited) 1994 (Unaudited)
----------- -------- -----------
ASSETS
- ------
<S> <C> <C> <C>
Current Assets:
Cash and Cash Equivalents $ 47,270 $ 21,236 $114,350
Short-Term Investments -- -- 33,057
Accounts Receivable 14,663 13,915 16,364
Merchandise Inventories 529,898 468,921 399,155
Deferred Tax Asset 7,928 6,782 4,982
Prepaid and Other Current Assets 13,958 17,968 3,933
------- ------- -------
Total Current Assets 613,717 528,822 571,841
Property and Equipment Net of Accumulated
Depreciation and Amortization 210,784 184,590 169,632
Other Assets 17,945 12,027 10,296
Total Assets $ 842,446 $725,439 $751,769
========= ======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
Current Liabilities:
Accounts Payable $ 207,969 $133,706 $179,691
Notes Payable 24,500 65,020 --
Income Taxes Payable 15,493 454 21,371
Other Current Liabilities 82,977 50,998 70,320
Current Maturities of Long Term Debt 62 54 54
--------- -------- --------
Total Current Liabilities 331,001 250,232 271,436
Long Term Debt 91,332 91,369 91,399
Other Liabilities 7,413 7,151 6,617
Deferred Tax Liability 7,522 6,830 5,821
Stockholders' Equity:
Net Unrealized Loss on Noncurrent Marketable
Equity Securities (20) (20) (11)
Equity Adjustment for Translation (47) 284 --
Preferred Stock -- -- --
Common Stock 41,130 41,122 41,071
Capital in Excess of Par Value 24,647 24,592 23,774
Retained Earnings 341,318 305,729 313,512
Less Treasury Stock at Cost (1,850) (1,850) (1,850)
--------- --------- ---------
Total Stockholders' Equity $ 405,178 $ 369,857 $ 376,496
--------- --------- ---------
Total Liabilities and
Stockholders' Equity $ 842,446 $ 725,439 $ 751,769
========= ========= =========
<FN>
See notes to the condensed consolidated financial statements.
</TABLE>
<TABLE> Page 3 of 14<PAGE>
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION
AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(unaudited)
(All amounts in thousands except per share data)
<CAPTION>
Six Months Ended Three Months Ended
December 31, January 1, December 31, January 1,
1994 1994 1994 1994
------------------------ ------------------------
<S> <C> <C> <C> <C>
REVENUES:
Net Sales $ 955,734 $ 866,635 $ 656,492 $625,420
Other Income 5,507 5,457 3,392 3,246
------- --------- --------- --------
961,241 872,092 659,884 628,666
------- --------- --------- --------
COSTS AND EXPENSES:
Cost of Sales (Exclusive of
Depreciation
and Amortization) 631,550 562,266 438,183 406,496
Selling and Administrative
Expenses 252,720 207,918 142,336 124,089
Depreciation and
Amortization 12,251 11,217 6,126 5,638
Interest Expenses 7,364 4,963 3,682 2,447
------- ------- ------- -------
903,885 786,364 590,327 538,670
Income Before Provision for
Income Taxes 57,356 85,728 69,557 89,996
Provision For Income Taxes 21,767 32,562 26,442 33,914
------- ------- ------- -------
Net Income $35,589 $53,166 $43,115 $56,082
======= ======= ======= =======
Earnings Per Share:
Net Income Per Share $0.87 $1.31 $1.06 $1.38
Weighted Average Shares
Outstanding 40,699,864 40,608,266 40,701,527 40,617,979
========== ========== ========== ==========
Dividends Per Share -- -- -- --
========== ========== ========== ==========
<FN>
See notes to the condensed consolidated financial statements.
</TABLE>
<TABLE> Page 4 of 14<PAGE>
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION
AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(All amounts in thousands)
<CAPTION>
Six Months Ended
December 31, January 01,
1994 1994
------------ -----------
<S> <C> <C>
OPERATING ACTIVITIES
Net Income $ 35,589 $ 53,166
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation and Amortization 12,251 11,217
Provision for Deferred Income Taxes (454) (36)
Gain on Disposition of Fixed Assets (4) (10)
Rent Expense and Other 3,743 1,253
Changes in Operating Assets and Liabilities:
Accounts Receivable (3,784) (6,894)
Merchandise Inventories (60,977) (40,144)
Prepaids and Other Current Assets 4,010 13,047
Accounts Payable 74,263 59,684
Other Current Liabilities 46,343 47,106
------- -------
Net Cash Provided by Operating Activities 110,980 138,389
------- -------
INVESTING ACTIVITIES
Acquisition of Property and Equipment (38,474) (38,274)
Short Term Investments-Net -- (16,636)
Proceeds From Sale of Fixed Assets 4 17
Issuance of Long Term Notes Receivable (4,216) (1,339)
Receipts Against Long Term Notes Receivable 973 361
Acquisition of Leaseholds (2,502) (2,000)
Minority Interest 67 603
Other (312) 313
-------- --------
Net Cash (Used) by Investing Activities (44,460) (56,955)
-------- --------
FINANCING ACTIVITIES
Principal Payments on Long Term Debt (29) (88)
Issuance of Common Stock Upon Exercise of
Stock Options 63 221
Repayment of Borrowings Under Lines of Credit (40,520) (2,098)
-------- -------
Net Cash (Used) in Financing Activities (40,486) (1,965)
-------- -------
Increase in Cash and Cash Equivalents 26,034 79,469
Cash and Cash Equivalents at Beginning
of Period 21,236 34,881
------- -------
Cash and Cash Equivalents at End of Period $ 47,270 $114,350
Interest Paid: $7,415 $ 4,930
Income Taxes Paid: $ 6,274 $16,985
<FN>
See notes to the condensed consolidated financial statements.
</TABLE>
Page 5 of 14<PAGE>
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SIX AND THREE MONTHS ENDED DECEMBER 31, 1994 AND JANUARY 1, 1994
1. The condensed consolidated financial statements include the accounts
of the Company and all its subsidiaries. All significant intercompany
accounts and transactions have been eliminated. The accompanying financial
statements are unaudited, but in the opinion of management reflect all
adjustments, which include normal recurring accruals, necessary for a fair
presentation of the results of operations for the interim period. Because
the Company's business is seasonal in nature, the operating results for the
six and three months ended December 31, 1994 and the corresponding periods
ended January 1, 1994 are not necessarily indicative of results for the
fiscal year.
2. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. It is suggested that
these condensed consolidated financial statements be read in conjunction
with the financial statements and notes thereto included in the Company's
Annual Report on Form 10-K filed with the Securities and Exchange
Commission on September 30, 1994.
3. Inventories as of December 31, 1994 and January 1, 1994 are valued by
the gross profit method and are stated at the lower of cost or market.
Inventories as of July 2, 1994 were valued by the retail inventory method.
4. As of December 31, 1994, the Company had a deferred tax liability of
$7.5 million and a current deferred tax asset of $7.9 million. As of
January 1, 1994, the Company had a deferred tax liability of $5.8 million
and a current deferred tax asset of $5.0 million. Valuation allowances
were not required. Deferred tax assets consisted primarily of certain
operating costs, provisions for uncollectible receivables, and certain
inventory related costs, not currently deductible for tax purposes.
Deferred tax liabilities primarily reflected the excess of tax depreciation
over book depreciation.
5. Licensee department sales, included in net sales, amounted to $13.9
million and $9.8 million for the six and three month periods ended December
31, 1994 compared with $10.6 million and $6.5 million for the similar
periods of fiscal 1994.
6. Other current liabilities primarily consisted of sales tax payable,
accrued operating expenses, payroll taxes payable and other miscellaneous
items.
7. Certain reclassifications have been made to the prior year's condensed
consolidated financial statements to conform to the classifications used
in the current year.
8. On December 6, 1993, the Company acquired 100% ownership of a
Northeastern regional retail chain (Decelle, Inc.) for approximately $.2
million and at closing repaid Decelle bank debt of approximately $2.1
million. The chain is comprised of eight stores in Massachusetts and New
Hampshire. Net sales for the Decelle, Inc. chain amounted to $19.1 million
and $10.8 million for the six and three month periods ended December 31,
1994. For the period December 6, 1993 through January 1, 1994, the Decelle
stores contributed $3.8 million to net sales.
Page 6 of 14<PAGE>
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION
AND SUBSIDIARIES
Item 2. Management's Discussion and Analysis of Results of Operations and
Financial Condition.
Results of Operations
- ---------------------
The following table sets forth certain items in the condensed consolidated
statements of operations as a percentage of net sales for the six and three
month periods ended December 31, 1994 and January 1, 1994.
Percentage of Net Sales
-----------------------
Six Months Ended Three Months Ended
---------------- ------------------
December 31, January 1, December 31, January 1,
1994 1994 1994 1994
Net Sales 100.0% 100.0% 100.0% 100.0%
Costs and expenses:
Cost of sales 66.1 64.9 66.8 65.0
Selling & adminis-
trative expenses 26.4 24.0 21.7 19.8
Depreciation &
amortization 1.3 1.3 .9 .9
Interest expense .8 .5 .5 .4
------- ------- ------- ------
94.6 90.7 89.9 86.1
------- ------- -------- -------
Other income .6 .6 .5 .5
------- ------- -------- -------
Income before income
taxes 6.0 9.9 10.6 14.4
Provision for income
taxes 2.8 3.8 4.0 5.4
-------- -------- -------- -------
Net income 3.7% 6.1% 6.6% 9.0%
======== ======== ======== =======
Page 7 of 14<PAGE>
Six and Three Months Ended December 31, 1994 and January 1, 1994
- ----------------------------------------------------------------------
Net sales increased $89.1 million (10.3%) for the six month period
ended December 31, 1994 compared with the similar period a year ago.
Comparative store sales decreased 5.2%. New Burlington Coat Factory
Warehouse stores opened subsequent to January 1, 1994 contributed
$81.6 million to this year's sales. Stores which were in operation a
year ago, but which were closed prior to this year, contributed
$8.6 million to last year's sales. The Cohoes stores showed a
comparative stores sales decrease of 7.7%, while contributing $22.7
million to consolidated sales for the period. In addition, one new
Cohoes store was opened subsequent to January 1, 1994 which contributed
$2.8 million to the Company's net sales total. Sales in the six month
period for the Decelle stores were $19.1 million. Sales for the period
December 6, 1993 through January 1, 1994 for the Decelle stores amounted
to $3.8 million. "New Concept" stores opened subsequent to last years's
second fiscal quarter, including three Totally 4 Kids stores, one Baby
Depot store and one Fit For Men store, contributed sales of $5.6
million to the current six month period. Sales from leased
departments, included in the six month net sales figure, were $13.9
million compared with $10.6 million for the similar period of a year
ago.
For the three month period ended December 31, 1994, net sales
increased 5.0% to $656.5 million compared with the similar period of
a year ago. Comparative store sales decreased 8.3%. New Burlington
Coat Factory Warehouse stores opened subsequent to January 1, 1994
contributed $67.9 million to the second quarter's net sales volume.
Cohoes comparative store sales decreased $2.2 million (15.3%) for the
second quarter of fiscal 1995 compared with the similar period of
fiscal 1994. The new Cohoes store contributed $1.6 million to this
year's second quarter sales. The "New Concept" stores contributed
$4.0 million to this year's second quarter sales. Sales for the
Decelle chain were $10.8 million for the three months ended December
31, 1994. Leased department sales, included in net sales, were $9.8
million for the second fiscal quarter this year compared with $6.5
million in last year's similar period.
Other income (consisting primarily of rental income from leased
departments, investment income and miscellaneous items) amounted to
$5.5 million for both the six months ended December 31, 1994 and the
comparable six months ended January 1, 1994. For the three months
ended December 31, 1994, other income was $3.4 million compared with
$3.2 million for the similar period of fiscal 1994. For the three and
six months ended December 31, 1994 compared with the similar periods
of a year ago, slight increases in miscellaneous income items were
partially offset by decreases in investment income.
Cost of sales increased by $69.3 million (12.3%) for the six month
period ended December 31, 1994 compared with the similar period a year
ago and by $31.7 million (7.8%) for the quarter ended December 31,
1994 compared with the similar period a year ago. Cost of sales as
a percentage of net sales increased from 64.9% to 66.1% for the six
month period and increased from 65.0% to 66.8% for the quarter ended
December 31, 1994 compared to the similar periods a year ago. These
increases in cost of sales for both the six month and second quarter periods
primarily are due to increases in markdowns taken as a result of the weaker
sales. Initial mark-ups remained relatively unchanged compared to the
prior year.
Page 8 of 14<PAGE>
Selling and administrative expenses increased by $44.8 million (21.5%)
for the six month period ended December 31, 1994 compared with the
similar period a year ago. As a percentage of sales, selling and
administrative expenses increased to 26.4% from 24.0% in the
comparable six month periods. For the three months ended December 31,
1994 selling and administrative expenses increased $18.2 million to
$142.3 million (14.7%). As a percentage of sales, selling and
administrative expenses were 21.7% compared with 19.8% for the similar
period of a year ago. For both the six and three month periods ended
December 31, 1994, compared with the similar periods of a year ago,
the dollar increases in selling and administrative expenses are
primarily due to an increase in the number of stores in operation.
The percentage increases are primarily due to the decreases in
comparative store sales in both the six and three month periods.
Interest expense increased $2.4 million for the six months ended
December 31, 1994 compared with the similar period of fiscal 1994.
For the three month period ended December 31, 1994, interest expense
increased $1.2 million to $3.7 million compared with the three months
ended January 1, 1994. The three and six month increases in interest
expense are the result of increases in interest rate and borrowing
levels associated with the borrowings made by the Company under its
revolving credit and term loan agreements.
The provision for income taxes decreased to $21.8 million for the six
months ended December 31, 1994 from $32.6 million for the similar
period of fiscal 1994. For the three months ended December 31, 1994
the provision for income taxes decreased to $26.4 million from $33.9
million for the comparable period of a year ago. The effective tax
rates were 38.0% for the six and three month periods ended December
31, 1994 compared with 38.0% and 37.7 % for the comparable six and
three month periods of fiscal 1994.
Net income decreased $17.6 million to $35.6 million for the six months
ended December 31, 1994 from $53.2 million for the comparative period
of fiscal 1994. Income per share was $.87 per share for the current
year's six month period compared with $1.31 for the similar period of
a year ago. Net income was $43.1 million for the three month period
ended December 31, 1994 compared with $56.1 million for the three
months ended January 1, 1994. Net income per share decreased to $1.06
per share for the three months ended December 31, 1994 compared with
$1.38 for the similar period of a year ago.
The decrease in net income in both the three and six month periods is
due primarily to lower outerwear sales on a comparative store basis
and the corresponding markdowns taken as a result of the lower than
planned sales. Excluding outerwear sales, comparative store sales for
the Company's other departments increased 3.1% for the six month
period and .3% for the three month period. The Company believes that
the decrease in outerwear sales is related to the unusually warm
weather experienced during these periods.
The Company's business is seasonal, with its highest sales occurring
in the months of October, November, and December of each year. The
Company's net income generally reflects the same seasonal pattern as
its net sales. In the past, substantially all of the Company's
profits have been derived from operations during the months of
October, November and December.
Page 9 of 14
<PAGE>
The devaluation of the Mexican peso in late December, 1994 had an
immediate impact on sales at the six Burlington Coat Factory stores
along the U.S. border with Mexico, but has so far not had a material
effect on the Company as a whole. The Company believes sales at the
stores along the border will continue to be adversely affected so long
as the situation continues.
Liquidity and Capital Resources
- -------------------------------
During the six months ended December 31, 1994, the Company opened
seventeen Burlington Coat Factory Warehouse stores. In addition, the
Company opened one specialty men's store, "Fit for Men", five new
"Luxury Linen stores", two "Totally 4 Kids" stores and one "Baby
Depot" store. The Company estimates spending between $8.0 million and
$10.0 million to open approximately five Burlington Coat Factory
Warehouse stores during the remaining six months of fiscal 1995.
Expenditures incurred to acquire, set up and fixture new stores through
the first six months of fiscal 1995 were approximately $25.5 million.
Net cash provided by operating activities of $111.0 million, for the
six months ended December 31, 1994, decreased from $138.4 million for
the comparable period of fiscal 1994. This decrease is primarily the
result of increases in merchandise inventories associated with the
opening of new stores during the period and inventory growth at
existing stores due to lower comparative store sales. The inventory
increases were financed by cash generated from sales and by increases
in accounts payable and short term borrowings.
The Company believes that its current capital expenditure and
operating requirements will be satisfied from internally generated
funds, and from short-term borrowings under its revolving credit and
term loan agreements as well as uncommitted lines of credit. The
Company may consider replacing some of its short term borrowings with
long term financing. Furthermore, to the extent that the Company
decides to purchase additional store locations, it may be necessary
to finance such acquisitions with additional long term borrowings.
The Company has in place a committed line of credit agreement in the
amount of $40 million. The Company also has uncommitted lines of
credit of $140 million. During the first quarter of fiscal 1995 the
Company had maximum borrowings of $123.3 million. The average
borrowing during the quarter amounted to $91.8 million at an average
interest rate of 5.2%. During the second quarter of fiscal 1995, the
Company had maximum borrowings under these agreements of $145.9
million. The average borrowing during this period was $92.9 million
with an average borrowing interest rate of 5.5%. During the first
quarter of fiscal 1994 the Company had maximum borrowings under these
agreements of $31.4 million. The average borrowing during the first
quarter amounted to $12.1 million at an average interest rate of 3.6%.
During the second quarter of fiscal 1994, the Company had maximum
borrowings under these agreements of $20.8 million with an average
borrowing of $6.9 million at an average interest rate of 3.6%. As
of December 31, 1994 borrowings under these lines of credit amounted
to $24.5 million. As of January 1, 1994 all borrowings under these
agreements had been repaid.
Page 10 of 14<PAGE>
The Company's long-term borrowings at December 31, 1994 include $80
million of long term subordinated notes issued by the Company to
institutional investors in June 1990 (the Notes) and an industrial
development bond of $10 million issued by the New Jersey Economic
Development Authority.
The Notes mature on June 27, 2005 and bear interest at the rate of
10.6% per annum. The Notes have an average maturity of ten years and
are subject to mandatory prepayment in installments of $8 million each
without premium on June 27 of each year beginning in 1996. The Notes
are subordinated to senior debt, including, among others, bank debt
and indebtedness for borrowed money. The interest rate on the
industrial development bond financing is fixed at 9.78% over the life
of these serial and term bonds.
On or about September 23, 1994 three separate class actions were filed
against the Company. In November 1994, these three actions were consolidated,
and an amended complaint was served on January 17, 1995. (See Part II -
Other Information, Item 1 Legal Proceedings.) The Company is unable
to determine the probability of any potential loss with respect to
these class actions suits or the materiality thereof at this time and
accordingly has not established any reserve for this matter.
Historically, the Company has been able to increase its selling
prices as the costs of merchandising and related operating expenses
have increased and, therefore, inflation has not had a significant
effect on operations.
New Accounting Standards
In November 1992, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 112, "Employers'
Accounting for Post Employment Benefits". This pronouncement did not
have an effect on the Company's condensed consolidated financial
statements as the benefits covered in the pronouncement are not
provided by the Company.
Page 11 of 14<PAGE>
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION
AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 1 Legal Proceedings
In late September 1994, three putative class action
lawsuits, P. Gregory Buchanan v. Monroe G. Milstein, et al., No. 94-
CV-4663, Jacob Turner v. Monroe G. Milstein, et al., No. 94-CV-4737,
and Ronald Abramoff v. Monroe G. Milstein, et al., No. 94-CV-4751
(collectively, the "Class Actions"), were filed against the Company,
Monroe G. Milstein, Stephen E. Milstein and Robert L. LaPenta, Jr. in
the United States District Court for the District of New Jersey. By
Order entered November 15, 1994, the Court consolidated the Class
Actions under the caption, In re Burlington Coat Factory Securities
Litigation. On January 17, 1995, plaintiffs served their Consolidated
Amended and Supplemental Class Action Complaint (the "Amended
Complaint"), naming as defendants, in addition to those originally
named in September 1994, Andrew R. Milstein and Mark A. Nesci. The
Amended Complaint seeks unspecified damages in connection with
alleged violations of Sections 10(b) (and Rule 10b-5 promulgated
thereunder) and 20(a) of the Securities Exchange Act of 1934, as
amended. The Amended Complaint alleges material misstatements and
omissions by the Company and certain of its officers and directors
that plaintiffs allege caused the Company's common stock to be
artificially inflated during the proposed Class Period, which is
defined in the Amended Complaint as the period from October 4, 1993
through September 23, 1994. Although the Company is unable at this
time to assess the probable outcome of the Class Actions or the
materiality of the risk of loss in connection therewith (given that
the Amended Complaint does not allege damages with any
particularity), the Company believes that the Class Actions are
without merit and intends to vigorously defend them.
Item 4 Submission of Matters to a Vote of Security Holders
The Company's annual meeting of stockholders was held on November 10,
1994. At the meeting, the following actions were taken: 1)
stockholders elected directors to serve until the next annual meeting
of stockholders and until their successors are duly elected and
qualified; and 2) stockholders ratified the appointment of Deloitte
& Touche LLP as independent certified public accountants for the
Company for the fiscal year ending July 1, 1995. The following tables
set forth the results of the votes cast at the meeting for each matter
submitted to stockholders:
Broker
1) Election of Directors Votes For Votes Withheld Non-Votes
Monroe G. Milstein 37,081,896 204,822 3,413,875
Henrietta Milstein 37,081,896 204,822 3,413,875
Andrew R. Milstein 37,081,896 204,822 3,413,875
Irving Drillings 37,081,359 205,359 3,413,875
Harvey Morgan 37,077,259 209,459 3,413,875
Stephen E. Milstein 37,081,896 204,822 3,413,875
Mark A. Nesci 37,081,896 204,822 3,413,875
Page 12 of 14<PAGE>
2) Ratify appointment of Deloitte & Touche LLP as independent
Certified Public Accountants:
Votes For 37,226,776
Votes Against 49,445
Votes Abstained 10,497
Broker Non-Vote 3,413,875
Item 6 Exhibits and Reports on Form 8-K
Page No.
a. Exhibits
27. Financial Data Schedule 14
b. No reports on Form 8-K have been filed during the
quarter for which this report is filed
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.
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION
/s/ Monroe G. Milstein
Monroe G. Milstein
President & Chief Executive Officer
/s/ Robert L. LaPenta, Jr.
Robert L. LaPenta, Jr.
Corporate Controller & Chief Accounting
Officer
Date: February 14, 1995
Page 13 of 14
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUL-01-1995
<PERIOD-END> DEC-31-1994
<CASH> 47,270,000
<SECURITIES> 0
<RECEIVABLES> 22,190,000
<ALLOWANCES> (7,527,000)
<INVENTORY> 529,898,000
<CURRENT-ASSETS> 613,717,000
<PP&E> 324,149,000
<DEPRECIATION> (113,365,000)
<TOTAL-ASSETS> 842,446,000
<CURRENT-LIABILITIES> 331,001,000
<BONDS> 91,332,000
<COMMON> 41,130,000
0
0
<OTHER-SE> 364,048,000
<TOTAL-LIABILITY-AND-EQUITY> 842,446,000
<SALES> 955,734,000
<TOTAL-REVENUES> 961,241,000
<CGS> 631,550,000
<TOTAL-COSTS> 631,550,000
<OTHER-EXPENSES> 262,439,000
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<EPS-PRIMARY> .87
<EPS-DILUTED> .87
</TABLE>
