<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): FEBRUARY 25, 1999
EAGLE HARDWARE & GARDEN, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
WASHINGTON 0-19830 91-1465348
(STATE OF INCORPORATION) (COMMISSION (IRS EMPLOYER
FILE NUMBER) IDENTIFICATION NO.)
981 POWELL AVENUE
RENTON, WASHINGTON 98055
(425) 227-5740
(ADDRESS AND TELEPHONE NUMBER OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
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ITEM 5. OTHER EVENTS.
On February 25, 1999, Eagle Hardware & Garden issued a press release
announcing fourth quarter and fiscal 1998 financial results. A copy of the press
release is attached as an exhibit to this filing.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) EXHIBITS.
99.1 Press release dated February 25, 1999 announcing fourth quarter
and fiscal 1998 financial results.
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 hereunto duly authorized.
EAGLE HARDWARE & GARDEN, INC.
Date: March 3, 1999
By: /s/ RICHARD T. TAKATA
-------------------------------------
Richard T. Takata
President and Chief Executive Officer
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EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
99.1 Press release dated February 25, 1999 announcing fourth quarter and
fiscal 1998 financial results.
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[LOGO]
CONTACT:
Richard T. Takata, President & CEO
Ronald P. Maccarone, Chief Financial Officer
(425) 227-5740
EAGLE HARDWARE & GARDEN REPORTS RECORD SALES AND EARNINGS FOR FISCAL 1998
FOURTH QUARTER AND YEAR
FOURTH QUARTER NET INCOME INCREASES 15%; SAME STORE SALES INCREASE 6%
RENTON, Washington (February 25, 1999) -- Eagle Hardware & Garden, Inc. (Nasdaq
NM:EAGL) today reported record sales and earnings for its fiscal year and fourth
quarter ended January 29, 1999.
For fiscal 1998, sales increased 12% to $1.1 billion from $971.5
million in the prior fiscal year. Net income for fiscal 1998 increased 21% to
$36.3 million, or $1.16 per share, diluted, from $29.9 million, or $0.98 per
share, diluted, in the prior fiscal year. Same store sales increased 5% for the
year.
For the fourth quarter of fiscal 1998, sales increased 14% to $253.2
million from $222.5 million in the fourth quarter of fiscal 1997. Same store
sales increased 6% for the quarter. Net income for the quarter increased 15% to
$4.0 million, or $0.14 per share, from net income of $3.5 million, or $0.12 per
share, in the same quarter last year. Net income included the impact of $2.9
million in preopening expenses associated with the opening of four new stores in
the fourth quarter, compared to $0.6 million and one store opening in the same
quarter of the prior year. Net income in the fourth quarter of fiscal 1998 also
included $1.5 million in merger-related expenses.
In addition to the four new stores opened during the fourth quarter,
the Company has opened two more stores in the month of February. These stores
are located in Norwalk, California and Aurora, Colorado.
On November 22, 1998, the Company announced the signing of a definitive
merger agreement with Lowe's Companies, Inc., the nation's second largest
retailer of home improvement products, pursuant to which the Company would
become a wholly-owned subsidiary of Lowe's. The transaction is subject to
certain regulatory approvals and other conditions and is currently expected to
close in the first quarter of fiscal 1999.
Eagle Hardware & Garden operates 38 warehouse home improvement centers
in ten western states. The Company's home centers average 130,000 square feet of
retail selling space and feature over 70,000 products under its "More of
Everything"-Registered Trademark- merchandising philosophy.
(financial statements follow)
981 POWELL AVE. S.W.
RENTON, WA 98055
PHONE 425-227-5740
FAX 425-204-5160
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MORE OF EVERYTHING
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CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
(UNAUDITED)
JANUARY 29, JANUARY 30,
1999 1998
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<S> <C> <C>
ASSETS
- ------------------------------------------------
Cash and cash equivalents $6,165 $63,557
Accounts receivable, net 3,164 4,463
Merchandise inventories 241,247 202,833
Other current assets 8,123 6,791
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Total current assets 258,699 277,644
Property and equipment, net 448,881 316,133
Preopening costs 2,154 1,055
Other assets 10,019 6,823
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Total assets $719,753 $601,655
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LIABILITIES & SHAREHOLDERS' EQUITY
- ------------------------------------------------
Outstanding checks, not cleared by the bank $13,952 $11,008
Accounts payable 73,414 55,097
Other current liabilities 71,546 38,934
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Total current liabilities 158,912 105,039
Deferred income taxes 15,109 11,084
Other long-term liabilities 3,209 3,159
Long-term debt 81,186 145,836
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Total liabilities 258,416 265,118
Shareholders' equity 461,337 336,537
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Total liabilities & shareholders' equity $719,753 $601,655
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</TABLE>
These condensed financial statements should be read in conjunction with the
financial statements and accompanying footnotes included in the Eagle Hardware &
Garden, Inc. Annual Report on Form 10-K for the fiscal year ended January 29,
1999, to be filed with the Securities and Exchange Commission.
EAGLE HARDWARE & GARDEN, INC.
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
(UNAUDITED) (UNAUDITED)
13 WEEKS 13 WEEKS 52 WEEKS 52 WEEKS
ENDED ENDED ENDED ENDED
JANUARY 29, JANUARY 30, JANUARY 29, JANUARY 30,
1999 1998 1999 1998
------------ ------------ ------------ -------------
<S> <C> <C> <C> <C>
Net sales $253,157 $222,453 $1,085,658 $971,488
Cost of sales 180,400 160,583 778,313 698,136
------------ ------------ ------------ -------------
Gross margin 72,757 61,870 307,345 273,352
Operating expenses 59,944 54,259 237,533 217,829
Merger expenses 1,530 0 1,530 0
Preopening expenses 2,890 578 3,920 2,667
------------ ------------ ------------ -------------
Operating income 8,393 7,033 64,362 52,856
Other income (expense):
Net interest (expense) (1,409) (1,606) (6,206) (6,048)
Other income (expense) 69 63 (204) 277
------------ ------------ ------------ -------------
Income before tax 7,053 5,490 57,952 47,085
Income tax provision 3,042 2,001 21,620 17,169
------------ ------------ ------------ -------------
Net income $4,011 $3,489 $36,332 $29,916
------------ ------------ ------------ -------------
------------ ------------ ------------ -------------
Net income per share, basic $0.14 $0.12 $1.24 $1.03
Net income per share, diluted $0.14 $0.12 $1.16 $0.98
</TABLE>
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
<TABLE>
<CAPTION>
(UNAUDITED)
-------------------------------
JANUARY 29, JANUARY 30,
1999 1998
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<S> <C> <C>
OPERATING ACTIVITIES
- -------------------------------------------------------
Net income $36,332 $29,916
Expenses not requiring use of cash 21,833 17,831
Changes in current assets and current liabilities, net (12,324) (22,121)
Other (4,239) (3,990)
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Net cash provided by operating activities 41,602 21,636
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INVESTING ACTIVITIES
- -------------------------------------------------------
Capital expenditures for property and equipment (150,067) (53,454)
Net sales of short-term investments 0 31,330
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Net cash used in investing activities (150,067) (22,124)
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FINANCING ACTIVITIES
- -------------------------------------------------------
Advances on note payable to bank, net 24,600 0
Proceeds on long-term borrowings, net 24,140 41,529
Other 2,333 1,778
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Net cash provided by financing activities 51,073 43,307
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(Decrease) increase in cash and cash equivalents ($57,392) $42,819
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EAGLE HARDWARE & GARDEN, INC.
