FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the period ended July 4, 1999; 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 Number: 0-19797
WHOLE FOODS MARKET, INC.
(Exact name of registrant as specified in its charter)
Texas 74-1989366
(State of (IRS employer
incorporation) identification no.)
601 N. Lamar
Suite 300
Austin, Texas 78703
(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code:
512-477-4455
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
The number of shares of the registrant's common stock, no par value,
outstanding as of July 4, 1999 was 26,265,094 shares.
Page 1 of 1
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<TABLE>
<CAPTION>
Part 1. Financial Information
Item 1. Financial Statements
Whole Foods Market, Inc. And Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited) (In thousands)
July 4, 1999 and September 27, 1998
1999 1998
----------------------
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 13,527 36,674
Marketable securities -- 27,019
Merchandise inventories 95,492 85,628
Accounts receivable and other 40,632 34,772
----------------------
Total current assets 149,651 184,093
----------------------
Net property and equipment 375,002 291,478
Excess of cost over net assets acquired, net 47,073 35,802
Other assets 38,379 33,435
----------------------
$ 610,105 544,808
======================
Liabilities And Shareholders' Equity
Current liabilities:
Current installments of long-term debt $ 957 343
Trade accounts payable 39,952 34,137
Accrued payroll, bonus and employee benefits 28,361 26,670
Accrued expenses and other 43,953 29,879
----------------------
Total current liabilities 113,223 91,029
----------------------
Long-term debt, less current installments 179,291 158,673
Other long-term liabilities 17,494 17,833
----------------------
Total liabilities 310,008 267,535
----------------------
Shareholders' equity:
Common stock, no par value, 100,000 shares authorized;
26,873 and 26,500 shares issued; 26,265 and 26,500
shares outstanding 224,511 219,189
Common stock in treasury, at cost (18,939) --
Accumulated other comprehensive income -- 211
Retained earnings 94,525 57,873
----------------------
Total shareholders' equity 300,097 277,273
----------------------
$ 610,105 544,808
======================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
Page 2 of 12
<PAGE>
<TABLE>
<CAPTION>
Whole Foods Market, Inc. And Subsidiaries
Condensed Consolidated Income Statements (Unaudited) (In thousands, except per share data)
Twelve weeks ended Forty weeks ended
July 4 July 5 July 4 July 5
1999 1998 1999 1998
-------------------------- --------------------------
<S> <C> <C> <C> <C>
Sales $ 377,580 330,999 $ 1,192,691 1,063,598
Cost of goods sold and occupancy costs 247,134 220,167 784,795 706,075
-------------------------- --------------------------
Gross profit 130,446 110,832 407,896 357,523
Selling, general and administrative expenses 108,124 90,887 339,913 293,411
Pre-opening and relocation costs 809 1,024 3,052 3,551
Merger expenses -- -- -- 1,699
-------------------------- --------------------------
Income from operations 21,513 18,921 64,931 58,862
Interest expense (2,014) (2,079) (6,617) (5,611)
Investment and other income 254 779 1,771 1,119
-------------------------- --------------------------
Income before income taxes 19,753 17,621 60,085 54,370
Income taxes 7,703 6,520 23,433 20,117
-------------------------- --------------------------
Net income $ 12,050 11,101 $ 36,652 34,253
========================== ==========================
Basic earnings per share $ 0.46 0.42 $ 1.39 1.31
========================== ==========================
Diluted earnings per share $ 0.44 0.40 $ 1.34 1.24
========================== ==========================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
Page 3 of 12
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<TABLE>
<CAPTION>
Whole Foods Market, Inc. And Subsidiaries
Condensed Consolidated Statements Of Cash Flows (Unaudited) (In thousands)
Forty weeks ended
July 4 July 5
1999 1998
----------------------
<S> <C> <C>
Net cash flow from operating activities $ 77,358 55,628
Cash flow from investing activities:
Acquisition of property and equipment (100,386) (71,064)
Acquisition of leasehold rights (3,611) (2,555)
Proceeds from marketable securities available for sale 27,633 --
Purchase of marketable securities available for sale (543) (26,446)
Payments for purchase of acquired entities, net of cash acquired (24,500) (2,154)
----------------------
Net cash flow used in investing activities (101,407) (102,219)
----------------------
Cash flow from financing activities:
Net proceeds from bank borrowings 15,000 11,000
Net proceeds from the sale of convertible debentures -- 111,749
Payments on long-term debt (481) (73,744)
Proceeds from issuance of common stock 5,322 15,333
Purchase of treasury stock (18,939) --
Cash acquired in pooling-of-interests -- 54
----------------------
Net cash flow from financing activities 902 64,392
----------------------
Net increase (decrease) in cash and cash equivalents (23,147) 17,801
Cash and cash equivalents at beginning of period 36,674 13,395
----------------------
Cash and cash equivalents at end of period $ 13,527 31,196
----------------------
Supplemental disclosure of cash flow information:
Interest and income taxes paid:
Interest $ 2,768 5,242
======================
Federal and state income taxes $ 12,483 16,179
======================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
Page 4 of 12
<PAGE>
Whole Foods Market, Inc. And Subsidiaries
Notes To Condensed Consolidated Financial Statements (Unaudited)
July 4, 1999
(1) Basis of Presentation
The accompanying unaudited condensed consolidated financial statements of Whole
Foods Market, Inc. and subsidiaries ("Company") have been prepared in accordance
with generally accepted accounting principles for interim financial statements
and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the
opinion of management, all adjustments, consisting of normal recurring accruals,
considered necessary for a fair presentation have been included. Certain
information and footnote disclosure normally included in annual financial
statements prepared in conformity with generally accepted accounting principles
have been condensed or omitted pursuant to the rules and regulations of the
Securities and Exchange Commission. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Company's Annual Report on Form 10K for the fiscal year ended September 27,
1998.
The Company's fiscal year ends on the last Sunday in September. The first fiscal
quarter is sixteen weeks, the second and third quarters each are twelve weeks
and the fourth quarter is twelve or thirteen weeks.
(2) Earnings Per Share
The computation of basic earnings per share is based on the number of weighted
average common shares outstanding during the period. The computation of diluted
earnings per share includes the dilutive effect of common stock equivalents
consisting of common shares deemed outstanding from the assumed exercise of
stock options. A reconciliation of the denominators of the basic and diluted
earnings per share calculations follows (in thousands):
<TABLE>
Twelve weeks ended Forty weeks ended
July 4 July 5 July 4 July 5
1999 1998 1999 1998
-------------------------- --------------------------
<S> <C> <C> <C> <C>
Denominator for basic earnings per
share: weighted average shares 26,205 26,279 26,384 26,077
Additional shares deemed
outstanding from the assumed
exercise of stock options 1,223 1,601 1,052 1,643
-------------------------- --------------------------
Denominator for diluted earnings
per share: adjusted weighted average
shares and assumed exercises 27,428 27,880 27,436 27,720
========================== ==========================
</TABLE>
The computation of diluted earnings per share for the twelve and forty week
periods ended July 4, 1999 and July 5, 1998 does not include 1,643,000 shares of
common stock related to the zero coupon convertible subordinated debentures
because to do so would be antidilutive. The computation of diluted earnings per
share for the twelve and forty week periods ended July 4, 1999 does not include
options to purchase 1,477,000 and 1,529,000 shares of common stock because to do
so would be antidilutive. The computation of diluted earnings per share for the
twelve and forty week periods ended July 5, 1998 does not include options to
purchase 1,465,000 and 506,000 shares of common stock because to do so would be
antidilutive.
Page 5 of 12
<PAGE>
(3) Business Combinations
During the third quarter of fiscal 1999, the Company acquired the outstanding
stock of Nature's Heartland, Inc., which operated four natural foods
supermarkets in the greater Boston metropolitan area, in exchange for
approximately $25 million in cash. This transaction was accounted for using the
purchase method and, accordingly, the purchase price was allocated to net assets
acquired based on their estimated fair values at the date of acquisition,
pending final determination of certain acquired balances. This preliminary
allocation has resulted in acquired goodwill of approximately $11 million, which
is being amortized on a straight-line basis over 40 years. Pro forma results of
operations are not presented due to the immaterial effect of the acquired
company's results on consolidated results of operations.
(4) Segments
Effective the beginning of the first quarter of fiscal 1999, the Company adopted
Statement of Financial Accounting Standards No. 131, "Disclosures about Segments
of an Enterprise and Related Information." This statement establishes standards
for reporting information about operating segments in interim and annual
financial statements. The Company identifies its segments based on management
responsibility and the nature of products and services. The natural foods
supermarkets segment includes the Company's stores and supporting operations.
The direct marketing segment consists of Amrion. The "Other" category consists
of Allegro Coffee Company and operations, including start-up costs, of the
Company's internet commerce subsidiary, WholeFoods.com.
Sales by segment were as follows (in thousands):
<TABLE>
Twelve weeks ended Forty weeks ended
July 4 July 5 July 4 July 5
1999 1998 1999 1998
---------------------------- -------------------------------
<S> <C> <C> <C> <C>
Natural foods supermarkets $ 359,304 311,482 $ 1,128,932 995,436
Direct marketing 17,479 18,458 60,766 61,772
Other 2,915 2,943 10,401 10,979
---------------------------- -------------------------------
380,698 332,883 1,201,099 1,068,187
Intersegment sales (2,118) (1,884) (7,408) (4,589)
---------------------------- -------------------------------
Total sales $ 377,580 330,999 $1, 192,691 1,063,598
============================ ===============================
Income from operations and reconciliation to income before income taxes are as follows (in thousands):
Twelve weeks ended Forty weeks ended
July 4 July 5 July 4 July 5
1999 1998 1999 1998
---------------------------- ------------------------------
Natural foods supermarkets $ 21,330 17,633 $ 61,693 51,702
Direct marketing 952 1,221 5,058 6,784
Other (769) 67 (1,820) 376
---------------------------- ------------------------------
Income from operations 21,513 18,921 64,931 58,862
Interest expense (2,014) (2,079) (6,617) (5,611)
Investment and other income 254 779 1,771 1,119
---------------------------- ------------------------------
Income before income taxes $ 19,753 17,621 $ 60,085 54,370
============================ ==============================
</TABLE>
Page 6 of 12
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(5) Comprehensive Income
Effective the beginning of the first quarter of fiscal 1999, the Company adopted
Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive
Income", which establishes standards for reporting comprehensive income and its
components in financial statements. Accumulated other comprehensive income
reported on the Company's consolidated balance sheets consists of unrealized
gains and losses, net of tax, on available-for-sale securities. Comprehensive
income, net of related tax effects, is as follows (in thousands):
<TABLE>
Twelve weeks ended Forty weeks ended
July 4 July 5 July 4 July 5
1999 1998 1999 1998
---------------------------- ------------------------------
<S> <C> <C> <C> <C>
Net income $ 12,050 11,101 $ 36,652 34,253
Unrealized gain (loss), net 0 20 (140) 138
---------------------------- ------------------------------
Comprehensive income $ 12,050 11,121 $ 36,512 34,391
============================ ==============================
</TABLE>
(6) Recent Pronouncements
The American Institute of Certified Public Accountants (AICPA) issued Statement
of Position (SOP) 98-1, "Accounting for the Costs of Computer Software Developed
or Obtained for Internal Use" in March 1998. SOP 98-1 is effective for fiscal
years beginning after December 15, 1998 and establishes criteria for
capitalizing certain internal use software costs. The Company will adopt SOP
98-1 in fiscal year 2000. The adoption of SOP 98-1 will not have a material
impact on the Company's financial statements.
The AICPA issued SOP 98-5, "Reporting on the Costs of Start-up Activities" in
April 1998. SOP 98-5 requires costs of start-up activities and organization
costs to be expensed as incurred and is effective for financial statements for
fiscal years beginning after December 15, 1998. The Company plans to adopt SOP
98-5 in fiscal year 2000, with the initial application recognized as the
cumulative effect of a change in accounting principle. The Company currently
capitalizes pre-opening costs and expenses such amounts in the quarter of the
location opening. Capitalized pre-opening costs at July 4, 1999 and July 5, 1998
totaled approximately $652,000 and $3,000, respectively. The Company does not
expect the adoption of SOP 98-5 to have a material effect on the Company's
consolidated financial statements; however, the ultimate effect of adoption will
depend upon the level of capitalized pre-opening costs at such date.
Page 7 of 12
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations - Twelve and forty weeks ended July 4, 1999 compared to
the same periods of the prior year.
General
The Company reports its results of operations on a fifty-two or fifty-three week
fiscal year ending on the last Sunday in September. The first fiscal quarter is
sixteen weeks, the second and third quarters each are twelve weeks and the
fourth quarter is twelve or thirteen weeks. The following table sets forth the
Company's results of operations data expressed as a percentage of sales:
<TABLE>
Twelve weeks ended Forty weeks ended
July 4 July 5 July 4 July 5
1999 1998 1999 1998
---------------------------- ------------------------------
<S> <C> <C> <C> <C>
Sales 100.0% 100.0% 100.0% 100.0%
Cost of goods sold
and occupancy costs 65.5 66.5 65.8 66.4
---------------------------- ------------------------------
Gross profit 34.6 33.5 34.2 33.6
Selling, general and
administrative expenses 28.6 27.5 28.5 27.6
Pre-opening and relocation costs 0.2 0.3 0.3 0.3
Merger and reorganization expenses 0.0 0.0 0.0 0.2
---------------------------- ------------------------------
Income from operations 5.7 5.7 5.4 5.5
Interest expense (0.5) (0.6) (0.6) (0.5)
Investment and other income 0.1 0.2 0.2 0.1
---------------------------- ------------------------------
Income before income taxes 5.2 5.3 5.0 5.1
Income taxes 2.0 2.0 2.0 1.9
---------------------------- ------------------------------
Net income 3.2% 3.4% 3.0% 3.2%
============================ ==============================
Figures may not add due to rounding.
</TABLE>
Sales
Sales increased 14% for the third fiscal quarter and 12% for the forty weeks
compared to the same periods of the prior fiscal year due to new stores opened
and acquired since last year and comparable store sales increases of
approximately 8.5% and 7.5% respectively. These increases were partially offset
by a net sales decrease at Amrion that resulted from a decline in international
market sales and increased competition in the supplement category. Comparable
store sales increases generally result from an increase in the number of
customer transactions and in average transaction amounts, reflecting an increase
in market share as the stores mature in a particular market.
Gross Profit
Gross profit consists of sales less cost of goods sold and occupancy costs plus
contribution from non-retail distribution and food preparation operations. The
Company's consolidated gross profit as a percentage of sales was 34.6% and 34.2%
for the twelve and forty weeks ended July 4, 1999 compared to 33.5% and 33.6%,
respectively, for the same periods of the prior year. These increases reflect
increased national buying and private label initiatives which continue to lower
the cost of product purchased on a national basis, and continued improvement by
new stores with respect to product procurement, merchandising and controlling
spoilage. Gross profit was also positively affected by reductions in product
cost as a percentage of sales at Amrion.
Selling, General and Administrative Expenses
Selling, general and administrative expenses as a percentage of sales for the
twelve and forty weeks ended July 4, 1999 were 28.6% and 28.5% compared to 27.5%
and 27.6% respectively, for the same periods of the prior year. These increases
reflect an increase in the number of administrative and support personnel at the
regional and national levels to support current and planned growth and the
implementation of new management information systems, costs incurred to address
the Company's Year 2000 issues, and start-up costs associated with
WholeFoods.com. Additionally, selling, general and administrative expenses as a
percentage of sales at Amrion increased as a result of higher market development
costs and a decline in international market sales.
Page 8 of 12
<PAGE>
Pre-Opening and Relocation Costs
Pre-opening costs include hiring and training personnel, supplies, and certain
occupancy and miscellaneous costs related to new store and facility openings and
are expensed in the quarter of the opening. Relocation costs consist of losses
on dispositions of fixed assets and inventories, remaining lease payments, other
costs of holding replaced facilities and other related expenses. Pre-opening and
relocation costs for the twelve and forty weeks ended July 4, 1999 totaled
$800,000 and $3.1 million, respectively, for the opening of two new stores in
the third quarter and the opening of one new store and the relocation of one
store in the second quarter. In the prior year, pre-opening and relocation costs
for the twelve and forty weeks totaling $1.0 million and $3.6 million,
respectively, were associated with the opening of one new store and the
relocation of two stores during the first quarter, the opening of two new stores
in the second quarter and the opening of two new stores and the relocation of
one store during the third quarter.
Interest Expense
Interest expense consists of costs related to the convertible subordinated
debentures and senior notes payable, net of capitalized interest associated with
new store development. Net interest expense for the twelve and forty weeks ended
July 4, 1999 was approximately $2.0 million and $6.6 million compared to
approximately $2.1 million and $5.6 million for the same periods of the prior
year.
Investment and Other Income
Investment and other income consist primarily of interest income earned on a
short-term corporate bond portfolio and a prime money market portfolio.
Investment and other income for the third quarter of fiscal 1999 was
approximately $254,000 as compared to approximately $779,000 for the same period
of the prior year. During the third quarter, the Company liquidated its
remaining investment portfolios to help finance the Nature's Heartland
acquisition.
Liquidity and Capital Resources and Changes in Financial Condition
During the first fiscal quarter, the Company purchased a 381,000 square foot
manufacturing, distribution, warehousing and administrative facility in
Thornton, Colorado for approximately $15 million. The Company expects to spend
an additional $15 million on improvements and equipment for the facility of
which $3 million has been spent as of July 4, 1999. During the second fiscal
quarter, the Company's Board of Directors authorized a plan to repurchase up to
$25 million in outstanding shares of Company common stock, and the Company
subsequently repurchased 608,000 shares of its common stock for approximately
$18.9 million. During the third quarter, the Company acquired the outstanding
stock of Nature's Heartland Inc., in exchange for approximately $25 million in
cash.
Whole Foods Market's principal historical capital requirements have been the
funding of the development or acquisition of new stores, expansions and
improvements in existing stores and increases in overall working capital
requirements. The Company estimates that cash requirements to open a new store
will range from $5 million to $12 million (after giving effect to any landlord
construction allowance). This excludes new store inventory of approximately
$750,000, a substantial portion of which is financed by the vendors of Whole
Foods Market. Subsequent to the end of the third quarter the Company has opened
one new store, and four store openings are scheduled for the remainder of the
current fiscal year. The Company has thirty-one stores currently under
development that are expected to open during the next three fiscal years,
including 15 to 20 stores in fiscal 2000. During the third quarter the Company
replaced and expanded its current credit facility with a new $100 million, three
year, revolving line of credit funded by a consortium of financial institutions
led by Chase Bank of Texas. All amounts borrowed under this agreement bear
interest at the Company's option of either a defined base rate or the Eurodollar
rate plus a premium. At July 4, 1999 the Company had $15 million outstanding
under the line. The Company expects that cash generated from operations and cash
available under its line of credit agreement will be sufficient to finance
planned expansion and other anticipated working capital and capital expenditure
requirements.
Page 9 of 12
<PAGE>
Year 2000 Issues
During fiscal 1998, the Company established a project team to coordinate
existing Year 2000 activities and address remaining Year 2000 issues. The
Company adopted a Year 2000 plan consisting of five phases: Phase I - inventory
and ranking of the Company's systems and components, equipment, and suppliers
that may be vulnerable to Year 2000 problems; Phase II - assessment of items
identified in Phase I; Phase III - remediation or replacement of non-compliant
systems and components; Phase IV - testing and implementation of systems for
which remediation or replacement is complete; and Phase V - development of
contingency plans to mitigate the potential adverse effects on the Company's
operations that have been determined to be most reasonably likely based upon the
results of Phases I through IV. The Company has completed Phases I and II and
estimates that Phases III and IV have been completed for approximately 96% of
inventoried items to date. The replacement of non-compliant personal computers
is the primary step remaining in Phases III and IV, and is expected to be
complete by September 30, 1999. This completion status includes all information
systems (IS) software and hardware and non-IS equipment with embedded systems.
Phase V, contingency planning, is in process and will be ongoing for the
remainder of 1999.
The Company has identified significant third parties upon which it relies and
has communicated with these third parties through questionnaires and interviews
or otherwise obtained information to determine, to the extent practical, their
Year 2000 readiness. The Company understands that the majority of these third
parties are or expect to be ready for the Year 2000, but many are still
addressing Year 2000 issues. Therefore the Company will continue to monitor the
progress of these third parties as necessary.
The Company estimates that the expense associated with the Year 2000 Plan will
be approximately $1.5 million, of which approximately $625,000 has been incurred
to date. Additionally, the Company estimates that hardware and software
purchases totaling approximately $2.5 million will be capitalized pursuant to
the Year 2000 Plan, of which approximately $800,000 has been capitalized to
date.
The Company believes that the Year 2000 Plan will address its Year 2000 issues
but can make no assurance that its efforts will be fully effective or that Year
2000 issues will not have a material adverse impact on the Company's results of
operations. Should the Company or significant third parties upon which it relies
have a Year 2000 systems failure, the Company believes that the most significant
impact would likely be the inability of one or more stores to electronically
process customer sales, to conduct operations due to the failure of utility
companies to provide services or to receive products from certain vendors. The
Company is developing contingency plans that include performing certain
processes manually and securing products from alternative sources to address
these and other potential risks. Due to the general uncertainty inherent in Year
2000 issues, the contingency planning process is ongoing and will continue to be
updated as additional information becomes available.
Risk Factors
The Company wishes to caution readers that inherent risks and uncertainties
including those listed in the Company's Annual Report on Form 10-K for the year
ended September 27, 1998, among others, could cause the actual results of Whole
Foods Market to differ materially from those indicated by forward-looking
statements made in this Quarterly Report on Form 10-Q and other written
communications, as well as oral forward-looking statements made from time to
time by representatives of the Company. Except for historical information, the
matters discussed in such oral and written communications are forward looking
statements that involve risks and uncertainties, including but not limited to
general business conditions, the timely and successful development and opening
of new or relocated stores, the impact of competition and other factors which
are often beyond the control of the Company.
Page 10 of 12
<PAGE>
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Company is exposed to market risk from changes in interest rates, which may
affect its financial position, results of operations and cash flows. In seeking
to minimize the risks from interest rate fluctuations, the Company manages
exposures through its ongoing operating and financing activities. The Company
does not use financial instruments for trading or other speculative purposes.
The Company's exposure to interest rate risk currently consists of its senior
notes, subordinated convertible debentures and revolving line of credit. At July
4, 1999, the Company had $40 million in senior notes outstanding which bear
interest at a fixed rate of 7.29%. At July 4, 1999, the estimated fair value of
the senior notes exceeded the carrying amount by approximately $400,000. At July
4, 1999, the zero coupon subordinated convertible debentures have an effective
yield to maturity of 5% and a carrying amount of approximately $123.0 million.
At July 4, 1999, the estimated fair value of the convertible debentures was
approximately $112.5 million. Should interest rates increase or decrease, the
estimated fair values of the senior notes and the zero coupon subordinated
debentures would decrease or increase accordingly. At July 4, 1999 the Company
had $15 million outstanding on its revolving line of credit at an interest rate
of 6.125%.
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) The following exhibit is filed with this report
Exhibit 27 Financial Data Schedule
(b) The Company did not file any reports on Form 8-K during the fiscal quarter
ended July 4, 1999.
Page 11 of 12
<PAGE>
SIGNATURE
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.
Whole Foods Market, Inc.
------------------------
Registrant
Date: August 16, 1999 By: Glenda Flanagan
--------------- ---------------
Glenda Flanagan
Vice President and
Chief Financial Officer
(Duly authorized officer and
principal financial officer)
Page 12 of 12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE WHOLE FOODS MARKET 1999 FORM 10-Q
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS
</LEGEND>
<CIK> 0000865436
<NAME> Whole Foods Market, Inc.
<MULTIPLIER> 1,000
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> SEP-26-1999
<PERIOD-START> MAY-04-1999
<PERIOD-END> JUL-04-1999
<EXCHANGE-RATE> 1
<CASH> 13,527
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 95,492
<CURRENT-ASSETS> 149,651
<PP&E> 375,002
<DEPRECIATION> 0
<TOTAL-ASSETS> 610,105
<CURRENT-LIABILITIES> 113,223
<BONDS> 122,982
0
0
<COMMON> 205,572
<OTHER-SE> 94,525
<TOTAL-LIABILITY-AND-EQUITY> 610,105
<SALES> 1,192,691
<TOTAL-REVENUES> 1,192,691
<CGS> 784,795
<TOTAL-COSTS> 784,795
<OTHER-EXPENSES> 341,194
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6,617
<INCOME-PRETAX> 60,085
<INCOME-TAX> 23,433
<INCOME-CONTINUING> 36,652
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 36,652
<EPS-BASIC> 1.39
<EPS-DILUTED> 1.34
</TABLE>
