SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR
[X] 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended NOVEMBER 2, 1997
Commission File Number 33-57990
PAMIDA, INC
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 47-0626426
- ------------------------------- ----------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
8800 "F" Street, Omaha, Nebraska 68127
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(402) 339-2400
----------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days. YES [X] NO [ ]
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date:
Class of Common Stock Outstanding at November 14, 1997
- --------------------- --------------------------------
Common Stock 1,000 Shares
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
PAMIDA INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)
(Unaudited)
<S> <C> <C>
November 2, February 2,
1997 1997
ASSETS: ----------- -----------
Current assets:
Cash $ 9,022 $ 6,973
Accounts receivable, less allowance for
doubtful accounts of $50 10,302 6,935
Merchandise inventories 187,243 157,490
Prepaid expenses 3,618 2,993
Property held for sale -- 1,748
-------- --------
Total current assets 210,185 176,139
Property, buildings and equipment, less accumulated
depreciation and amortization of $66,639 and $61,364 42,922 42,403
Leased property under capital leases, less accumulated
amortization of $16,548 and $14,604 25,769 27,713
Deferred financing costs 2,903 3,124
Other assets 21,059 19,773
-------- --------
$302,838 $269,152
LIABILITIES AND STOCKHOLDER'S EQUITY:
Current liabilities:
Accounts payable $ 85,232 $ 54,245
Loan and security agreement 57,111 57,115
Accrued compensation 5,802 3,860
Accrued interest 2,684 6,857
Store closing reserve 1,532 4,521
Other accrued expenses 15,795 10,112
Income taxes - deferred and current payable 12,713 8,956
Current maturities of long-term debt 47 47
Current obligations under capital leases 1,733 1,781
-------- --------
Total current liabilities 182,649 147,494
Long-term debt, less current maturities 140,329 140,364
Obligations under capital leases, less current obligations 32,711 33,999
Other long-term liabilities 5,458 4,825
Commitments and contingencies -- --
Common stockholder's equity:
Common stock, $.01 par value; 10,000 shares authorized;
1,000 shares issued and outstanding, -- --
Additional paid-in capital 17,000 17,000
Accumulated deficit (75,309) (74,530)
-------- --------
Total common stockholder's equity (58,309) (57,530)
-------- --------
$302,838 $269,152
======== ========
</TABLE>
See notes to consolidated financial statements.
<TABLE>
<CAPTION>
PAMIDA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in Thousands)
(Unaudited)
<S> <C> <C> <C> <C>
THREE MONTHS ENDED NINE MONTHS ENDED
------------------------ ------------------------
November 2, October 27, November 2, October 27,
1997 1996 1997 1996
---------- ---------- ---------- -----------
Sales $158,749 $151,980 $466,530 $439,583
Cost of goods sold 120,895 115,534 353,906 334,466
-------- -------- -------- --------
Gross profit 37,854 36,446 112,624 105,117
-------- -------- -------- --------
Expenses:
Selling, general and
administrative 29,876 28,815 94,116 89,272
Interest 6,327 6,318 19,287 18,458
-------- -------- -------- --------
36,203 35,133 113,403 107,730
-------- -------- -------- --------
Income (loss) before income
tax provision (credit) 1,651 1,313 (779) (2,613)
Income tax provision -- -- -- --
-------- -------- -------- --------
Net income (loss) $ 1,651 $ 1,313 $ (779) $ (2,613)
======== ======== ======== ========
</TABLE>
See notes to consolidated financial statements.
<TABLE>
<CAPTION>
PAMIDA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
(Unaudited)
<S> <C> <C>
NINE MONTHS ENDED
------------------------
November 2, October 27,
1997 1996
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (779) $ (2,613)
--------- ---------
Adjustments to reconcile net loss to net cash
from operating activities:
Depreciation and amortization of fixed assets
and intangibles 8,881 8,427
Provision for LIFO inventory valuation 716 450
Gain on disposal of assets (139) (40)
Increase in merchandise inventories (30,469) (33,246)
Increase in other operating assets (8,046) (6,322)
Increase in accounts payable 30,987 27,440
Increase (decrease) in other operating liabilities 7,507 (5,998)
Decrease in store closing reserve (2,654) (4,663)
--------- ---------
Total adjustments 6,783 (13,952)
--------- ---------
Net cash from operating activities 6,004 (16,565)
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from disposal of assets 1,969 795
(Increase) decrease in constructed stores to be
refinanced through lease financing 1,794 (5,207)
Capital expenditures (6,131) (4,521)
Assets acquired for sale, net -- (391)
Other 13 12
--------- ---------
Net cash from investing activities (2,355) (9,312)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under loan and security agreement, net (4) 31,209
Principal payments on capital lease obligations (1,336) (1,367)
Payments for deferred finance costs (225) (50)
Principal payments on long-term debt (35) (1,323)
--------- ---------
Net cash from financing activities (1,600) 28,469
--------- ---------
Net increase in cash 2,049 2,592
Cash at beginning of year 6,973 7,298
--------- ---------
Cash at end of period $ 9,022 $ 9,890
========= =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
(1) Cash paid (received) during the period for:
Interest $ 23,460 $ 22,317
Income taxes:
Payments to taxing authorities 42 312
Refunds received from taxing authorities (3,798) (170)
</TABLE>
See notes to consolidated financial statements.
PAMIDA INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NINE MONTHS ENDED NOVEMBER 2, 1997 AND OCTOBER 27, 1996
(Unaudited)
(Dollars in Thousands)
1. MANAGEMENT REPRESENTATION
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information. In the opinion of management, all
adjustments necessary for a fair presentation of the results of operations
for the interim periods have been included. All such adjustments are of a
normal recurring nature. Because of the seasonal nature of the business,
results for interim periods are not necessarily indicative of a full year's
operations. The accounting policies followed by Pamida Inc. (the "Company")
and additional footnotes are reflected in the consolidated financial
statements contained in the Form 10-K Annual Report of the Company for the
fiscal year ended February 2, 1997.
2. INVENTORIES
Substantially all inventories are stated at the lower of cost (last-in,
first-out) or market. Total inventories would have been higher at November
2, 1997 and February 2, 1997 by $7,290 and $6,574 respectively, had the
FIFO (first-in, first-out) method been used to determine the cost of all
inventories. Quarterly LIFO inventory determinations reflect assumptions
regarding fiscal year-end inventory levels and the estimated impact of
annual inflation. Actual inventory levels and annual inflation could vary
from estimates made on a quarterly basis.
3. RECLASSIFICATIONS
Certain reclassifications have been made to the prior year's financial
statements to conform to the current year's presentation.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Dollars in Thousands)
The following is management's discussion and analysis of certain significant
factors which have affected the Company's results of operations and financial
condition for the periods included in the accompanying consolidated financial
statements.
RESULTS OF OPERATIONS
The following table sets forth an analysis of various components of the
Consolidated Statements of Operations as a percentage of sales for the three and
nine months ended November 2, 1997 and October 27, 1996:
Three Months Ended Nine Months Ended
-----------------------------------------
Nov. 2, Oct.27, Nov. 2, Oct.27,
1997 1996 1997 1996
--------- --------- -------- --------
Sales 100.0% 100.0% 100.0% 100.0%
Cost of goods sold 76.2% 76.0% 75.9% 76.1%
--------- --------- -------- --------
Gross profit 23.8% 24.0% 24.1% 23.9%
Selling, general and
administrative expenses 18.8% 19.0% 20.2% 20.3%
--------- --------- -------- --------
Operating income 5.0% 5.0% 3.9% 3.6%
Interest expense 4.0% 4.1% 4.1% 4.2%
--------- --------- -------- --------
Income (loss) before income taxes 1.0% 0.9% (0.02%) (0.6%)
Income taxes -- -- -- --
--------- --------- -------- --------
Net income (loss) 1.0% 0.9% (0.02%) (0.6%)
========= ========= ======== ========
SALES - During the third quarter and first nine months of fiscal 1998, sales in
comparable stores increased $6,071 or 4.1% and $19,849 or 4.7%, respectively, as
compared to the third quarter and first nine months last year. Total sales for
the third quarter and the first nine months of fiscal 1998 increased by $6,769
or 4.5% and $26,947 or 6.1%, respectively, as compared to the same periods last
year.
The Company operated 149 stores at the end of the third quarter of both fiscal
1998 and 1997. Since October 27, 1996, the Company has opened one store in a new
market, relocated two stores and closed one store.
The Company experienced sales increases in most merchandise categories during
the third quarter of fiscal 1998 even though sales were adversely affected by an
unseasonably warm September. The largest dollar increases were in the pharmacy
prescriptions, candy, women's shoes, housewares, seasonal, appliances,
electrical and groceries categories. The Company experienced sales declines in
several categories, with men's fashions, automotive, boy's fashions and lawn and
garden experiencing the largest decreases.
GROSS PROFIT increased $1,408 or 3.9% and $7,507 or 7.1% for the third quarter
and first nine months, respectively, of fiscal 1998 compared to the same periods
last year. As a percentage of sales, gross profit decreased to 23.8% from 24.0%
for the third quarter and increased to 24.1% from 23.9% for the first nine
months of fiscal 1998 compared to the same periods last year. The Company
improved its in-stock positions in most merchandise categories during the third
quarter of fiscal 1998 as compared with the third quarter of fiscal 1997. Sales
improved in most merchandise categories during the first nine months of the year
as compared with the same period last year, with a marked increase in sales of
higher margin basic goods which experienced substantial out-of-stocks during the
second and third quarters last year. Also, the Company realized substantial
decreases in warehousing and distribution costs during the first nine months of
fiscal 1998 compared to last year. During the second and third quarters last
year, the Company incurred higher than normal labor costs in the warehouse and
distribution areas due to implementation issues related to a warehouse
management system. The decrease in gross profit as a percent of sales during the
third quarter was due primarily to an increased LIFO provision this year
compared to last year's third quarter. No other items contributed significantly
to the decrease.
SELLING, GENERAL AND ADMINISTRATIVE (SG&A) Expense increased $1,061 or 3.7% for
the third quarter of fiscal 1998 compared to the third quarter of fiscal 1997
and increased $4,844 or 5.4% for the first nine months of fiscal 1998 compared
to the same period last year. As a percentage of sales, SG&A expense was 18.8%
and 19.0%, respectively, for the third quarter of fiscal 1998 and 1997. As a
percentage of sales, SG&A expense was 20.2% and 20.3%, respectively, for the
first nine months of fiscal 1998 and 1997.
Most of the total net increase in SG&A expense for the third quarter of fiscal
1998 as compared to the third quarter last year was attributable to higher
corporate general and administrative expenses, primarily involving planned
increases in payroll and incentive compensation. Store occupancy costs also
increased over last year to accommodate the higher sales activity.
Most of the total net increase in SG&A expense for the first nine months of
fiscal 1998 as compared to the first nine months of last year was attributable
to higher corporate general and administrative expenses, primarily involving
increases in payroll, incentive compensation expenses and professional fees.
Store payroll, occupancy and controllable costs also increased over last year to
accommodate the higher sales activity. These increases were offset partially by
a $183 increase in other income primarily due to a gain on the sale of a parcel
of land and business interruption insurance settlements related to two stores.
INTEREST expense increased $9 or 0.1% for the third quarter of fiscal 1998
compared to the same period of fiscal 1997 and increased $829 or 4.5% for the
first nine months of fiscal 1998 compared to the same period of fiscal 1997. The
increases were due primarily to increased revolver borrowings to support higher
investments in basic inventory and the Company's seasonal operating pattern.
INCOME TAX BENEFIT - No income tax benefit on losses will be recorded until the
Company can establish with a reasonable degree of certainty the potential
utilization of certain tax loss carryforwards from prior year store closing
charges.
LIQUIDITY AND CAPITAL RESOURCES
The Company's business is seasonal with first quarter sales (February through
April) being lower than sales during the other three quarters. Fourth quarter
sales (November through January) have represented approximately 30% of the full
year's sales in recent years and normally involve a greater proportion of higher
margin sales. Funds provided by operating activities were $6,004 in the first
nine months of fiscal 1998 compared to funds used totaling $16,565 in the first
nine months of fiscal 1997. This $22,569 improvement in net cash generated by
operating activities during the first nine months of fiscal 1998 resulted
primarily from changes in other operating liabilities, accrued compensation, and
accounts payable as well as increases in inventories and improvements in
operations.
Effective March 17, 1997, the term of the Company's committed Loan and Security
Agreement (the Agreement) was extended to March 2000 and the maximum borrowing
limit of the facility was increased to $95,000. Prior to March 17, 1997,
borrowings under the Agreement bore interest at a rate of 0.75% per annum
greater than the applicable prime rate. Effective March 17, 1997, borrowings
under the Agreement bear interest at a rate 0.50% per annum greater than the
applicable prime rate or a rate which is tied to the London Interbank Offered
Rate (LIBOR), generally at the Company's discretion. The amounts the Company is
permitted to borrow are determined by a formula based upon the amount of the
Company's eligible inventory. Such borrowings are secured by security interests
in all of the current assets (including inventory) of the Company and by liens
on certain real estate interests and other property of the Company. Pamida
Holdings Corporation (Holdings) and two subsidiaries of the Company have
guaranteed the payment and performance of the Company's obligations under the
Agreement and have pledged some or all of their respective assets, including the
stock of the Company owned by Holdings, to secure such guarantees.
The Agreement contains provisions imposing operating and financial restrictions
on the Company. Certain provisions of the Agreement require the maintenance of
specified amounts of tangible net worth (as defined) and working capital (as
defined) and the achievement of specified minimum amounts of cash flow (as
defined). Other restrictions in the Agreement and those provided under the
Indenture relating to the Senior Subordinated Notes of the Company will affect,
among other things, the ability of the Company to incur additional indebtedness,
pay dividends, repay indebtedness prior to its stated maturity, create liens,
enter into leases, sell assets or engage in mergers or acquisitions, make
capital expenditures and make investments. These covenants currently have not
had an impact on the Company's ability to fully utilize the revolving credit
facility. However, certain of the covenants, such as those which restrict the
ability of the Company to incur indebtedness or encumber its property or which
impose restrictions on or otherwise limit the Company's ability to engage in
sale-leaseback transactions, may at some future time prevent the Company from
pursuing its store expansion program at the rate that the Company desires.
Obligations under the Agreement were $57,111 at November 2, 1997 and $62,797 at
October 27, 1996. As noted above, this facility expires in March 2000, and the
Company intends to refinance any outstanding balance by such date. Borrowings
under the Agreement are senior to the Senior Subordinated Notes of the Company.
The Company had long-term debt and obligations under capital leases of $173,040
at November 2, 1997 and $175,801 at October 27, 1996. The Company's ability to
satisfy scheduled principal and interest payments under such obligations in the
ordinary course of business is dependent primarily upon the sufficiency of the
Company's operating cash flow and continued access to financial markets. At
November 2, 1997, the Company was in compliance with all covenants contained in
its various financing agreements.
Since Holdings conducts no operations of its own, the only cash requirement of
Holdings relates to preferred stock dividends in the aggregate annual amount for
fiscal 1998 totaling approximately $503; and the Company is expressly permitted
under its existing credit facilities to pay dividends to Holdings to fund such
preferred stock dividends. However, the General Corporation Law of the State of
Delaware, under which the Company and Holdings are incorporated, generally
allows a corporation to declare or pay a dividend only from its surplus or from
the current or the prior year's earnings. Due to the accumulated deficit
resulting primarily from the store closings and the write-off of goodwill and
other long-lived assets recognized in the fourth quarter of fiscal 1996, the
Company and Holdings did not declare or pay any cash dividends in fiscal 1997 or
the first nine months of fiscal 1998. See "Subsequent Event" below for a
discussion of the payment of the promissory notes of Holdings and the
reclassification of the preferred stock of Holdings into common stock of
Holdings, effective November 18, 1997.
The Company made capital expenditures of $6,131 in the first nine months of
fiscal 1998 compared to $4,521 during the first nine months of fiscal 1997. The
Company has opened one store in a new market and relocated two stores in fiscal
1998 and will consider additional opportunities for new store locations as they
arise. Total capital expenditures are expected to total approximately $10,500 in
fiscal 1998. The Company expects to fund these expenditures from cash flow from
its operations. The costs of buildings and land for new store locations are
expected to be financed by operating or capital leases with unaffiliated
landlords. The Company's expansion program also will require inventory of
approximately $1,000 to $1,200 for each new market store, which the Company
expects to finance through trade credit, borrowings under the Agreement and cash
flow from operations.
The recent changes to the Agreement, along with expected improvements in the
Company's cash flow from operations, should provide adequate resources to meet
the Company's near-term liquidity requirements. On a long-term basis, the
Company's expansion will require continued investments in store locations,
working capital and distribution and infrastructure enhancements. The Company
expects to continue to finance some of these investments through leases from
unaffiliated landlords, trade credit, borrowings under the Agreement and cash
flow from operations but ultimately will need to explore additional sources of
funds which may include capital structure changes. Currently, it is not possible
for the Company to predict with any certainty either the timing or the
availability of such additional financing.
SUBSEQUENT EVENT - On July 22, 1997, Holdings announced that it had entered into
an agreement with 399 Venture Partners, Inc., a Citicorp subsidiary, providing
for the payment of all of the outstanding Senior Promissory Notes, Subordinated
Promissory Notes and Junior Subordinated Promissory Notes (the Notes) of
Holdings with shares of newly issued common stock and nonvoting common stock of
Holdings at the rate of one share for each $9.00 of principal and accrued
interest as of the effective date of the transaction. 399 Venture Partners, Inc.
owned approximately 82.75% of such Notes. In connection with such agreement, the
preferred stockholders of Holdings agreed to simultaneously change and
reclassify all of the outstanding shares of preferred stock of Holdings into
shares of common stock at the rate of one share of common stock for each $9.00
of preferred stock liquidation value plus accrued dividends as of the effective
date. The details of these agreements, proposals and related items are described
in the definitive Proxy Statement filed by Holdings dated October 14, 1997. On
November 14, 1997, Holdings' stockholders approved the foregoing transactions.
Such transactions became effective on November 18, 1997.Accordingly, Holdings
has been relieved of the obligation to repay the Notes in 2003 and to redeem the
preferred stock (including the payment of accrued dividends) in December 2001.
These transactions eliminate any requirement for any funds of the Company to be
utilized to pay dividends to Holdings to retire the Notes or to pay dividends on
or redeem the preferred stock of Holdings.
The Company and Holdings file consolidated tax returns. For tax purposes, the
reclassification of Holdings' preferred stock into common stock is a tax-free
reorganization for Holdings and will have no direct tax impact on Holdings.
However, with respect to the payment of the Notes, the difference, if any,
between the recorded value of the Notes and the fair value of the common stock
and nonvoting common stock issued in payment of the Notes as of November 18,
1997 will result in a taxable gain or loss for Holdings which will be taxed as
ordinary income or loss for federal income tax purposes. The amount of income
taxes attributable to the taxable income or loss which may result from this
transaction would increase or reduce the Company's existing net operating loss
and tax credit carryforwards. For tax purposes, the quoted trading price of
Holdings' stock on the effective date of the transaction would normally serve as
the primary reference for the fair value of the stock issued in this type of
transaction. However, due to factors such as the low number of shares of
Holdings stock available for purchase, the related low trading volume of the
stock and the magnitude of the number of new shares issued in this transaction,
management believes that, in the Company's circumstances, fair value should be
determined by other means. Accordingly, an independent appraiser will be engaged
to determine an appropriate value of the stock issued in this transaction. If
the valuation of the stock issued in this transaction is determined to be
substantially less than the $9/share exchange value utilized for the
transaction, or if Holdings is unsuccessful in supporting its valuation
position, the issuance of common stock and nonvoting common stock of Holdings in
payment of the Notes may require a substantial portion of the Company's tax loss
carryforwards to be utilized, and therefore such tax loss carryforwards would
not be available to offset taxable income in future periods. Until this
valuation issue is resolved, the impact of the tax consequences of the Note
payment transaction cannot be determined.
INFLATION
The Company uses the LIFO method of inventory valuation in its financial
statements; as a result, the cost of merchandise sold approximates current
costs. The Company's rental expense is generally fixed and, except for small
amounts of percentage rents and rentals adjusted by cost-of-living increases
tied to the Consumer Price Index or interest rates, has not been affected by
inflation.
FORWARD-LOOKING STATEMENTS
This management's discussion and analysis contains certain forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995 (the "1995 Act"). Such statements are made in good faith by the Company
pursuant to the safe-harbor provisions of the 1995 Act. In connection with these
safe-harbor provisions, this management's discussion and analysis contains
certain forward-looking statements which reflect management's current views and
estimates of future economic circumstances, industry conditions, company
performance and financial results. The statements are based on many assumptions
and factors including sales results, expense levels, competition and interest
rates as well as other risks and uncertainties inherent in the Company's
business, capital structure and the retail industry in general. Any changes in
these factors could result in significantly different results for the Company.
The Company further cautions that the forward-looking information contained
herein is not exhaustive or exclusive. The Company does not undertake to update
any forward-looking statements which may be made from time to time by or on
behalf of the Company.
PART II - OTHER INFORMATION
ITEMS 1 -5:
None.
ITEM 6:
(a) Exhibits.
- 27.1 Financial Data Schedule (EDGAR version only)
(b) Reports on Form 8-K.
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.
PAMIDA, INC.
(Registrant)
Date: December 17, 1997 By: /s/ Steven S. Fishman
Steven S. Fishman, Chairman,
President and Chief Executive
Officer
Date: December 17, 1997 By: /s/ Todd D. Weyhrich
Todd D. Weyhrich
Chief Accounting Office
PART II - OTHER INFORMATION
ITEMS 1 -5:
None.
ITEM 6:
(a) Exhibits.
- 27.1 Financial Data Schedule (EDGAR version only)
(b) Reports on Form 8-K.
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.
PAMIDA , INC.
(Registrant)
Date: December 17, 1997 By: /s/ Steven S. Fishman
Steven S. Fishman, Chairman,
President and Chief Executive
Officer
Date: December 17, 1997 By: /s/ Todd D. Weyhrich
Todd D. Weyhrich
Chief Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from the
Consolidated Balance Sheet of Pamida, Inc. and Subsidiaries as of November 3,
1997 and the related Consolidated Statement of Operations for the 13 weeks then
ended and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<CIK> 0000808304
<NAME> Pamida, Inc.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> FEB-01-1998
<PERIOD-END> NOV-02-1998
<CASH> 9,022
<SECURITIES> 0
<RECEIVABLES> 10,352
<ALLOWANCES> 50
<INVENTORY> 187,243
<CURRENT-ASSETS> 210,185
<PP&E> 109,561
<DEPRECIATION> 66,639
<TOTAL-ASSETS> 302,838
<CURRENT-LIABILITIES> 182,649
<BONDS> 173,040
0
0
<COMMON> 0
<OTHER-SE> (58,309)
<TOTAL-LIABILITY-AND-EQUITY> 302,838
<SALES> 158,749
<TOTAL-REVENUES> 158,749
<CGS> 120,895
<TOTAL-COSTS> 29,876
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6,327
<INCOME-PRETAX> 1,651
<INCOME-TAX> 0
<INCOME-CONTINUING> 1,651
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,651
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
