<PAGE>
FORM 10-Q
------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended October 30, 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 number 0-21182
-------------
ORCHARD SUPPLY HARDWARE STORES CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 95-4214109
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
6450 Via Del Oro, San Jose, California 95119
- ---------------------------------------- ------------------------------------
(Address of principal executive offices) (Zip Code)
(408) 281-3500
- ----------------------------
(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
----- -----
At October 30, 1994 there were 6,983,121 shares of the registrant's Common
Stock, $0.01 par value, outstanding.
Page 1 of 14
<PAGE>
ORCHARD SUPPLY HARDWARE STORES CORPORATION AND SUBSIDIARY
INDEX
PART I. FINANCIAL INFORMATION PAGE NO.
Item 1. Financial Statements
Condensed Consolidated Balance Sheets:
October 30, 1994 and January 30, 1994 3
Condensed Consolidated Statements of Income:
Three Month and Nine Month Periods Ended
October 30, 1994 and October 31, 1993 4
Condensed Consolidated Statements of Cash Flows:
Nine Month Periods Ended October 30, 1994 and
October 31, 1993 5
Notes to Condensed Consolidated Financial
Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 14
2
<PAGE>
PART 1 - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENT
ORCHARD SUPPLY HARDWARE STORES CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
<TABLE>
<CAPTION>
October 30, January 30,
1994 1994
----------- -----------
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 17,495 $ 75,588
Accounts receivable, net 15,285 13,245
Inventories 97,355 82,494
Prepaid expenses and other 8,013 6,575
Assets held for disposal 6,133 6,133
----------- -----------
Total current assets 144,281 184,035
PROPERTY, PLANT AND EQUIPMENT, net 126,955 105,874
OTHER ASSETS, net 18,795 19,826
----------- -----------
Total assets $ 290,031 $ 309,735
----------- -----------
----------- -----------
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable, accrued and other liabilities $ 66,752 $ 56,818
Notes payable 925 1,494
Current portion of capital leases
and long term debt 1,700 30,727
----------- -----------
Total current liabilities 69,377 89,039
OTHER LIABILITIES, net of current portion 1,497 2,596
CAPITAL LEASES AND LONG-TERM DEBT,
net of current portion 135,442 156,273
----------- -----------
Total liabilities 206,316 247,908
----------- -----------
STOCKHOLDERS' EQUITY:
Common stock 70 69
Preferred stock 8 --
Additional paid-in-capital 91,152 72,275
Less notes receivable from
sale of common stock (155) (171)
Accumulated deficit (7,360) (10,346)
----------- -----------
Total equity 83,715 61,827
----------- -----------
Total liabilities and stockholders' equity $ 290,031 $ 309,735
----------- -----------
----------- -----------
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
3
<PAGE>
ORCHARD SUPPLY HARDWARE STORES CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In Thousands, Except Per Share Data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
--------------------------- ---------------------------
October 30, October 31, October 30, October 31,
1994 1993 1994 1993
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Sales $ 111,790 $ 88,888 $ 333,911 $ 280,455
Cost of goods sold 70,747 56,751 213,292 180,629
----------- ----------- ----------- -----------
Gross margin 41,043 32,137 120,619 99,826
Selling, general and administrative expenses 36,665 26,637 101,424 79,022
Pre-opening expenses 595 466 6,973 1,713
----------- ----------- ----------- -----------
Operating income 3,783 5,034 12,222 19,091
Interest expense 3,185 2,565 9,236 9,096
----------- ----------- ----------- -----------
Income before provision for income taxes
and extraordinary item 598 2,469 2,986 9,995
Income tax provision -- -- -- --
----------- ----------- ----------- -----------
Income before extraordinary item 598 2,469 2,986 9,995
Extraordinary item -- -- -- (5,363)
----------- ----------- ----------- -----------
Net income 598 2,469 2,986 4,632
Preferred stock dividends 303 -- 823 814
----------- ----------- ----------- -----------
Net income available to common stock $ 295 $ 2,469 $ 2,163 $ 3,818
----------- ----------- ----------- -----------
----------- ----------- ----------- -----------
Income per common and equivalent share:
Income before extraordinary item $ 0.04 $ 0.35 $ 0.31 $ 1.64
Extraordinary item -- -- -- (0.96)
----------- ----------- ----------- -----------
Net income $ 0.04 $ 0.35 $ 0.31 $ 0.68
----------- ----------- ----------- -----------
----------- ----------- ----------- -----------
Weighted average number of common and
common equivalent shares outstanding 6,990 6,970 6,985 5,613
----------- ----------- ----------- -----------
----------- ----------- ----------- -----------
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
4
<PAGE>
ORCHARD SUPPLY HARDWARE STORES CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
Nine Months Ended
------------------------------------
October 30, 1994 October 31, 1993
---------------- ----------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 2,986 $ 4,632
Non-cash adjustments to net income-
Depreciation and amortization 6,110 5,062
Accretion of debt discount -- 57
Loss on asset disposals 789 65
Write-off of deferred financing costs -- 1,315
Premium on repayment of subordinated debentures -- 4,048
Changes in assets and liabilities-
Increase in accounts receivable (2,040) (1,433)
Increase in inventories (14,861) (3,959)
Increase in prepaid expenses and other (1,438) (1,070)
Increase in accounts payable, accrued and other liabilities 11,122 4,722
---------------- ----------------
Total Adjustments (318) 8,807
---------------- ----------------
Net cash provided by operating activities 2,668 13,439
---------------- ----------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property, plant and equipment, net (26,563) (7,953)
---------------- ----------------
Net cash used in investing activities (26,563) (7,953)
---------------- ----------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from public stock offering -- 48,396
Proceeds from issuance of preferred stock 19,400 --
Common stock issued upon exercise of warrants and options 439 58
Payment of notes receivable from sale of capital stock 16 204
Principal payments on capital leases and long-term debt (49,858) (45,025)
Premium on redemption of long term debt (2,287) (4,048)
Payment of preferred stock dividend (660) (2,500)
Transaction costs (679) (64)
Repayment of notes payable, net (569) (777)
Repurchase of capital stock -- (6)
---------------- ----------------
Net cash provided by (used in) financing activities (34,198) (3,762)
---------------- ----------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (58,093) 1,724
CASH AND CASH EQUIVALENTS, beginning of period 75,588 4,475
---------------- ----------------
CASH AND CASH EQUIVALENTS, end of period $ 17,495 $ 6,199
---------------- ----------------
---------------- ----------------
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
5
<PAGE>
ORCHARD SUPPLY HARDWARE STORES CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
The condensed consolidated financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission (SEC). Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations. However, the Company believes that the
disclosures are adequate to make the information presented not misleading.
These condensed consolidated financial statements should be read in conjunction
with the financial statements and the notes thereto for the year ended January
30, 1994 included in the Company's Form 10-K.
The unaudited condensed consolidated financial statements included herein
reflect all adjustments (which include only normal, recurring adjustments) that
are, in the opinion of management, necessary to state fairly the results for the
periods presented. The results for such periods are not necessarily indicative
of the results to be expected for the full fiscal year.
2. EARNINGS PER SHARE
Net income (loss) per common and equivalent share is computed by dividing net
income (loss) available to common stock (net income less preferred stock
dividend requirements) by the weighted average number of common and equivalent
shares. Common and common equivalent shares include common stock issuable upon
exercise of stock options and warrants (using the treasury stock method) less
shares assumed repurchased with the proceeds from the management notes. Common
equivalents included in the weighted average number of shares assume the
conversion of options outstanding under the Non-qualified Stock Option Plan and
the warrants, unless antidilutive. Certain options granted to the President are
excluded from the calculation due to their contingent nature.
Pursuant to Securities and Exchange Commission Staff Accounting Bulletin No. 83,
common stock issued by the Company during the 12-month period prior to the
initial public offering and stock options and warrants granted during the same
period for which a measurement date has been established have been included in
the calculation of common and common equivalent shares using the treasury stock
method as if they were outstanding for all applicable periods.
6
<PAGE>
ORCHARD SUPPLY HARDWARE STORES CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
3. PREFERRED STOCK ISSUANCE AND REDEMPTION OF LONG-TERM DEBT
On February 25, 1994, the Company consummated a series of transactions
consisting of the following:
1. Issuance to an affiliate of 800,000 shares of 6% Cumulative Convertible
Preferred Stock at a price of $24.25 per share ("Preferred Stock Offering").
2. Retirement of the remaining $19.3 million 14.5% Senior Subordinated Discount
Notes with the proceeds from the Preferred Stock Offering.
3. Retirement of $30.0 million 9.0% Senior Notes ("Old Senior Notes") with
proceeds from the offering of 9 3/8% Senior Notes ("Notes") which were
issued in January, 1994.
4. INCREASE IN AUTHORIZED SHARES OF STOCK
On May 20, 1994 the stockholders approved an increase in the number of shares of
Common Stock that the Company is authorized to issue from 8,000,000 to
16,000,000.
5. PRE-OPENING EXPENSES
Costs relating to the preparation and opening of new stores are expensed as
incurred. These expenses consist principally of store merchandising and
stocking expenses, personnel recruitment and training costs and grand-opening
advertising and promotional expenses.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
GENERAL
The Company completed the acquisition of six former Builders Emporium store
sites (Pasadena, Burbank, Van Nuys and Hollywood in metropolitan Los Angeles,
and Pismo Beach and Redding in Central and Northern California, respectively) on
November 16, 1993 and completed the acquisition of three other sites (South
Pasadena and West Los Angeles in metropolitan Los Angeles and Goleta in the
Santa Barbara area) on December 22, 1993 (the "Expansion"). All of the
Expansion stores were opened for business by May, 1994. In addition, the
Company opened four stores in Northern California through the end of the third
quarter of fiscal 1994 and one store in November, 1994 to complete its 1994
program of 14 store openings.
The Company has incurred substantial pre-opening expenses in connection with
opening stores amounting to $6.9 million for the first nine months of 1994.
These pre-opening expenses, consist principally of store merchandising and
stocking expenses, personnel recruitment and training costs and grand-opening
advertising and promotional expenses.
As the Company implements its new store opening program, operating expenses as a
percent of sales for the new stores will initially be higher, adversely
affecting overall operating margins until these new stores achieve sales
maturity. In addition, the Company expects that it will generally experience
higher marketing, distribution and occupancy costs in its new stores in the
metropolitan Los Angeles market. The Company believes, however, that these
higher expenses will be offset by higher sales at these stores than are typical
of mature Orchard stores in Northern and Central California. The Company
expects that the impact of these factors will be to reduce operating margins in
fiscal 1994 and thereafter so long as the Company continues to open a large
number of stores relative to its existing store base.
8
<PAGE>
RESULTS OF OPERATIONS
The following table sets forth selected results of operations as percentages of
sales for the periods indicated:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
-------------------------- --------------------------
October 30, October 31, October 30, October 31,
1994 1993 1994 1993
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Sales 100.0% 100.0% 100.0% 100.0%
Gross margin 36.7 36.2 36.1 35.6
Selling general and
administrative
expenses 32.8 30.0 30.4 28.2
Pre-opening expense 0.5 0.5 2.1 0.6
----- ----- ----- -----
Operating income 3.4 5.7 3.7 6.8
Interest expense, net 2.8 2.9 2.8 3.2
----- ----- ----- -----
Income before provision
for income taxes and
extraordinary item 0.5 2.8 0.9 3.6
Income tax provision -- -- -- --
----- ----- ----- -----
Income before extra-
ordinary items 0.5 2.8 0.9 3.6
Extraordinary items -- -- -- (1.9)
----- ----- ----- -----
Net income 0.5% 2.8% 0.9% 1.7%
----- ----- ----- -----
----- ----- ----- -----
</TABLE>
THREE MONTHS ENDED OCTOBER 30, 1994 AND OCTOBER 31, 1993
Sales for the third quarter ended October 30, 1994 increased by 25.8% to
$111.8 million from $88.9 million in the third quarter of 1993. The increase
reflects 13 new stores opened since the third quarter of last year and a 0.4%
increase in comparable store sales. Comparable store sales were impacted by the
eight competing warehouse home centers that opened in Orchard markets,
principally in the second half of 1993.
Gross margin increased $8.9 million from $32.1 million for the third quarter of
fiscal 1993 to $41.0 million for the comparable period this year. Gross margin
as a percent of sales increased from 36.2% for the third quarter of fiscal 1993
to 36.7% for the third quarter of fiscal 1994. The increase in gross margin
percentage resulted from an increase in purchase markup due mainly to a
reduction in the cost of merchandise as well as reduced permanent markdowns.
Selling, general and administrative expenses for the third quarter of fiscal
1994 were 32.8% of sales compared with 30.0% of sales for the third quarter of
fiscal 1993, an increase of 2.8% of sales. The increase is attributable to
higher advertising, rent and payroll costs as a percent of sales for the 13 new
stores opened since the third quarter of fiscal 1993 which have not yet achieved
sales maturity and higher administrative expense to accommodate the Company's
rapid expansion. In addition, the limited magnitude of the increase in
comparable store sales contributed to higher selling, general and administrative
expenses as a percent of sales.
9
<PAGE>
Operating income decreased by $1.2 million from $5.0 million for the third
quarter of 1993 to $3.8 million for the comparable period of 1994, after
pre-opening expenses of $0.6 million for the third quarter of fiscal 1994 and
$0.5 million for the third quarter of fiscal 1993. Pre-opening expenses are
expensed as incurred. The income decline is due primarily to the aforementioned
comparable store sales performance and increase in administrative expense.
Interest expense increased from $2.6 million for the third quarter of fiscal
1993 to $3.2 million for the third quarter of fiscal 1994. The increase is due
primarily to additional interest resulting from the issuance by the Company in
January 1994 of $100 million aggregate principal amount of 9 3/8% Notes which
was partially offset by reduced interest due to the retirement of $19.3 million
of 14.5% Senior Subordinated Discount Notes and $30.0 million of 9% Old Senior
Notes on February 25, 1994.
The Company did not record a tax provision or tax benefit as a result of the
benefit of net operating loss carry forwards against which a valuation allowance
has previously been provided.
NINE MONTHS ENDED OCTOBER 30, 1994 AND OCTOBER 31, 1993
Sales for the nine months ended October 30, 1994 were $333.9 million, a 19.1%
increase over sales of $280.5 million for the comparable period of 1993.
Comparable store sales declined 1.5% in the first nine months of 1994 due to
unfavorable weather conditions in Northern California during a five week period
in April and May 1994 and the impact of the eight warehouse home centers opened
in 1993.
Gross margin increased $20.8 million from $99.8 million for the first nine
months of fiscal 1993 to $120.6 million for the comparable period of fiscal
1994. As a percentage of sales gross margin increased from 35.6% for the first
nine months of fiscal 1993 to 36.1% for the first nine months of fiscal 1994.
The increase in gross margin percentage resulted from an increase in purchase
markup due mainly to a reduction in the cost of merchandise, as well as reduced
permanent markdowns.
Selling, general and administrative expenses for the first nine months of fiscal
1994 were 30.4% of sales compared with 28.2% of sales for the first nine months
of fiscal 1993, an increase of 2.2% of sales. The increase is partially
attributable to higher advertising, rent and payroll costs as a percent of sales
for the 13 new stores opened since the first nine months of fiscal 1993 which
have not yet achieved sales maturity. The negative impact of the comparable
store sales decline on the sales base also contributed to higher selling,
general and administrative expenses as a percentage of sales.
Operating income decreased $6.9 million from $19.1 million for the first nine
months of 1993 to $12.2 million for the comparable period of 1994, primarily
due to a $5.3 million increase in pre-opening expenses associated with the
Company's increased expansion program.
10
<PAGE>
Interest expense increased from $9.1 million for the first nine months of 1993
to $9.2 million for the first nine months of 1994. Additional interest cost of
$1.5 million resulted from an increase in outstanding long term debt as
discussed above. However, the Company capitalized an additional $0.9 million of
construction period interest of new store construction projects completed in the
first nine months of 1994. The first nine months of 1994 included additional
interest income of $0.5 million.
The Company did not record a tax provision or tax benefit as a result of the
benefit of net operating loss carryforwards against which a valuation allowance
has previously been provided.
The results of operations for the first nine months of fiscal 1993 include an
extraordinary charge of $5.4 million from the early extinguishment of
$44.7 million of 14.5% Subordinated Notes on April 30, 1993.
LIQUIDITY AND CAPITAL RESOURCES
The Company's liquidity needs arise primarily from the funding of the Company's
capital expenditures, working capital requirements, ongoing expansion program,
and debt service on indebtedness.
The Company's wholly-owned subsidiary, Orchard Supply Hardware Corporation
("Orchard Supply"), has funded debt obligations including (i) up to
$20.0 million of revolving credit availability under Orchard Supply's senior
revolving credit facility (the "Financing Agreement") (with an $8.0 million
sublimit for guarantees of letters of credit) of which no borrowings and
$4.6 million of guarantees of letters of credit were outstanding as of
October 30, 1994, (ii) $20.9 million outstanding under a store mortgage
facility, (iii) $13.7 million aggregate principal amount of warehouse mortgage
notes, (iv) $1.0 million of store mortgages assumed in connection with the
acquisition of a former Builders Emporium store site and (v) $100.0 million
aggregate principal amount of Notes. Orchard Supply's debt instruments contain
financial and operating covenants including, among other things, requirements
that the company maintain certain financial ratios and satisfy certain financial
tests and limitations on the Company's ability to make capital expenditures, to
incur other indebtedness, and to pay dividends. As of October 30, 1994, the
Company and Orchard Supply were in compliance with all covenants contained in
such debt instruments.
On February 25, 1994, the Company used the proceeds of the Preferred Stock
Offering to redeem the remaining 14.5% Subordinated Notes at their stated
redemption price of 107.25% of their principal amount, resulting in a call
premium of $1.4 million which was paid with available cash from operations. The
net proceeds from the Notes were applied as follows: (i) $30.9 million to retire
the Old Senior Notes at their stated redemption price of 103.0% of the principal
amount thereof, (ii) $20.0 million to repay additional borrowings under the
Financing Agreement used to finance the Expansion, (iii) $35.0 million to fund
additional investments required to open the nine Expansion stores and (iv) the
remainder for general corporate purposes. Aggregate scheduled principal
repayments on the Company's long term debt for fiscal 1994, 1995 and 1996 are
$0.7 million, $1.7 million and $2.0 million, respectively.
11
<PAGE>
The Company's business strategy requires that it maintain broad product lines
and large inventories, however, the effect of this strategy on working capital
is somewhat minimized through the receipt of trade credit. The Company's
working capital is also affected by accounts receivable arising from its
proprietary credit card which had an average monthly balance for fiscal 1993 of
$11.3 million. The Company will fund its working capital needs through a
combination of funds from operations and borrowings under the Financing
Agreement. The Financing Agreement permits borrowings based on percentages of
the Company's eligible inventory and accounts receivable and is to be used for
working capital and general corporate purposes. As of October 30, 1994, Orchard
Supply had no outstanding borrowings and $4.6 million in guarantees of letters
of credit and had additional borrowing capacity under the Financing Agreement of
$15.4 million. The Financing Agreement remains effective through October 29,
1995.
In connection with Orchard's expansion plans, the Company anticipates capital
expenditures of approximately $900,000 for furniture, fixtures and equipment for
each new store opened, a portion of which may be leased under operating leases.
Pre-opening expenses for the nine Expansion stores (approximately $5.3 million
in the aggregate) averaged approximately $650,000 for the six metropolitan Los
Angeles stores and $450,000 for the remaining stores. The Company expects that
for its subsequent metropolitan Los Angeles stores, pre-opening expenses will
average approximately $600,000 (compared to $450,00 in its Northern and Central
California markets). The initial inventory requirement for new stores net of
trade credit is estimated at $900,000 per store. In the event that the Company
is responsible for the renovation or remodeling of the existing space to be
leased, the Company anticipates incurring additional capital expenditures of
approximately $500,000 to $1,200,000 per store. If the Company elects to
purchase the real estate, the capital expenditure would range from approximately
$2,500,000 for owned store improvements constructed on leased land to $4,000,000
- - $6,000,000 if the entire property were to be owned by the Company. The
Company's capital expenditure plan for fiscal 1994 includes three owned stores,
nine leased stores and the construction of two stores on ground leases.
The Company's three-year capital expenditure plan for fiscal 1994, 1995 and 1996
provides for annual capital expenditures of $27.0 million, $14.0 million and
$15.9 million, respectively. The 1994 plan includes approximately $2.2 million
for furniture, fixtures and equipment and $7.4 million for tenant improvements
for all the Expansion stores combined. This capital expenditure plan includes
the expenditures of approximately $4.0 million to $4.5 million annually for the
maintenance of existing facilities. The remainder of the annual budgeted
amounts will be used primarily for the opening of other new stores, including
fixtures and leasehold improvements with respect to the new stores, and computer
equipment. The Company has historically obtained some of its equipment through
operating leases, and expects to be able to procure such arrangements in the
future. The inability of the Company to procure such arrangements for its
capital expenditure program may have a negative impact on the ability of the
company to make capital expenditures.
12
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
EXHIBIT NUMBER
27.1 Financial data schedule for the nine months ended October 30,
1994.
(b) Reports on Form 8-K.
None.
13
<PAGE>
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.
ORCHARD SUPPLY HARDWARE STORES CORPORATION
Date: December 12, 1994 By: /s/ Maynard Jenkins
----------------------- -----------------------------
Maynard Jenkins
Chief Executive Officer
Date: December 12, 1994 By: /s/ Stephen M. Hilberg
----------------------- -----------------------------
Stephen M. Hilberg
Chief Financial Officer and
Vice President-Finance
14
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
- ------- -----------
<S> <C>
27.1 Financial Data Schedule for the Nine Month Period
Ended October 30, 1994.
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED BALANCE SHEETS AND CONDENSED CONSOLIDATED STATEMENTS
OF INCOME ON PAGES 3 AND 4 OF THE COMPANY'S FORM 10-Q FOR THE QUARTER ENDED
OCTOBER 30, 1994 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-29-1995
<PERIOD-START> JAN-31-1994
<PERIOD-END> OCT-30-1994
<CASH> 17,495
<SECURITIES> 0
<RECEIVABLES> 16,465
<ALLOWANCES> (1,180)
<INVENTORY> 97,355
<CURRENT-ASSETS> 144,281
<PP&E> 154,313
<DEPRECIATION> (27,358)
<TOTAL-ASSETS> 290,031
<CURRENT-LIABILITIES> 69,377
<BONDS> 135,442
<COMMON> 70
0
8
<OTHER-SE> 83,637
<TOTAL-LIABILITY-AND-EQUITY> 290,031
<SALES> 333,911
<TOTAL-REVENUES> 333,911
<CGS> 213,619
<TOTAL-COSTS> 213,619
<OTHER-EXPENSES> 108,397
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9,236
<INCOME-PRETAX> 2,986
<INCOME-TAX> 0
<INCOME-CONTINUING> 2,986
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,986
<EPS-PRIMARY> 0.31
<EPS-DILUTED> 0.31
</TABLE>