<PAGE> 1
FORM 10-Q
UNITED STATES 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 July 1, 2000
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 0-21768
D.I.Y. Home Warehouse, Inc.
---------------------------
(Exact name of registrant as specified in its charter)
State of Ohio 38-2560752
(State of Incorporation) (I.R.S. Employer I.D. No.)
5811 Canal Road
Valley View, Ohio 44125
(216) 328-5100
(Address of principal executive offices and telephone number)
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 Outstanding at July 1, 2000
-------------------------- ---------------------------
Common Stock, no par value 7,276,059
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D.I.Y. HOME WAREHOUSE, INC.
INDEX PAGE NO.
----- --------
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheet -
July 1, 2000 and January 1, 2000............................ 3
Condensed Statement of Operations -
Three and Six Months Ended July 1, 2000 and July 3, 1999.... 4
Condensed Statement of Stockholders' Equity -
Six Months Ended July 1, 2000............................... 5
Condensed Statement of Cash Flows -
Six Months Ended July 1, 2000 and July 3, 1999............. 6
Notes to Condensed Financial Statements.................... 7 - 8
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations........... 9 - 13
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K........................... 14 - 23
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<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
D.I.Y. HOME WAREHOUSE, INC.
CONDENSED BALANCE SHEET
July 1, 2000 January 1, 2000
------------ ---------------
Assets (Unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 214,984 $ 309,349
Refundable federal income taxes 606,170 606,170
Merchandise inventories 25,797,584 24,084,280
Deferred income taxes 1,607,048 1,636,875
Prepaid expenses and other assets 954,925 936,087
----------- -----------
Total current assets 29,180,711 27,572,761
Property and equipment, at cost 39,211,629 39,178,327
Less accumulated depreciation and amortization 16,469,801 15,142,429
----------- -----------
Property and equipment, net 22,741,828 24,035,898
Other assets 153,745 196,437
----------- -----------
Total assets $52,076,284 $51,805,096
=========== ===========
Liabilities and Stockholders' Equity
Current liabilities:
Current maturities of long-term debt $ 188,900 $ 188,900
Accounts payable 3,993,812 4,572,801
Accrued expenses and other 2,003,450 2,763,431
----------- -----------
Total current liabilities 6,186,162 7,525,132
Revolving credit 8,383,304 5,310,031
Long-term debt 6,753 100,055
Deferred income taxes 2,862,798 2,862,798
----------- -----------
Total liabilities 17,439,017 15,798,016
Stockholders' equity:
Preferred stock, authorized 1,000,000 shares,
none issued - -
Common stock, no par value, 10,000,000
authorized shares, 7,633,859 shares issued as of July
1, 2000 and January 1, 2000 22,955,462 22,955,462
Retained earnings 11,883,246 13,253,059
Treasury stock, 357,800 shares at cost (201,441) (201,441)
----------- -----------
Total stockholders' equity 34,637,267 36,007,080
----------- -----------
Total liabilities and stockholders' equity $52,076,284 $51,805,096
=========== ===========
</TABLE>
See accompanying notes to condensed financial statements.
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<TABLE>
<CAPTION>
D.I.Y. HOME WAREHOUSE, INC.
CONDENSED STATEMENT OF OPERATIONS
(Unaudited)
For the three months ended For the six months ended
July 1, 2000 July 3, 1999 July 1, 2000 July 3, 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net sales $ 26,234,256 $ 46,086,969 $ 43,363,646 $ 75,249,476
Cost of sales 19,071,154 35,813,398 31,124,153 56,565,614
------------- -------------- ------------- ------------
Gross profit 7,163,102 10,273,571 12,239,493 18,683,862
Store operating, general
and administrative expenses 7,376,673 9,917,192 14,129,500 18,978,116
Store closing costs - 1,325,326 - 1,584,982
------------- -------------- ------------- ------------
Operating loss (213,571) (968,947) (1,890,007) (1,879,236)
Other expense, net 203,279 317,059 381,154 649,139
------------- -------------- ------------- ------------
Loss before income taxes (416,850) (1,286,006) (2,271,161) (2,528,375)
Income tax benefit (170,915) (527,247) (901,348) (1,036,611)
------------- -------------- ------------- ------------
Net loss $ (245,935) $ (758,759) $ (1,369,813) $ (1,491,764)
============== ============== ============= ============
Loss per common share,
basic and diluted $(0.03) $(0.10) $(0.19) $(0.20)
====== ====== ====== ======
Weighted average common shares
outstanding, basic and diluted 7,276,059 7,276,059 7,276,059 7,276,059
========= ========= ========= =========
</TABLE>
See accompanying notes to condensed financial statements.
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<TABLE>
<CAPTION>
D.I.Y. HOME WAREHOUSE, INC.
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JULY 1, 2000
(Unaudited)
Common Stock Retained Treasury Stockholders'
Shares Amount Earnings Stock Equity
------ ------ -------- -------- -------------
<S> <C> <C> <C> <C> <C>
Balances, January 1, 2000 7,276,059 $22,955,462 $13,253,059 $(201,441) $36,007,080
Net loss - (1,369,813) - (1,369,813)
--------- ----------- ------------ ---------- ------------
Balances, July 1, 2000 7,276,059 $22,955,462 $11,883,246 $(201,441) $34,637,267
========= =========== ============ ========== ============
</TABLE>
See accompanying notes to condensed financial statements.
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<TABLE>
<CAPTION>
D.I.Y. HOME WAREHOUSE, INC.
CONDENSED STATEMENT OF CASH FLOWS
(Unaudited)
For the six months ended
July 1, 2000 July 3, 1999
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $(1,369,813) $(1,491,764)
Adjustments to reconcile net loss to net cash
(used in) provided by operating activities:
Depreciation and amortization 1,327,372 1,757,325
Deferred income tax 29,827 (1,036,611)
Net write-down of other assets and liabilities from
closed stores -- (31,691)
Gain on sale of property from closed stores -- (1,859,734)
Loss on write-off of leasehold improvements and property
and equipment from closed stores
-- 2,619,701
Changes in operating assets and liabilities:
Accounts receivable, sale of inventory -- (2,332,989)
Merchandise inventories (1,713,304) 1,379,836
Prepaid expenses and other assets 23,854 4,059
Accounts payable (578,989) 2,740,715
Accrued expenses and other current liabilities (759,981) (616,552)
---------- ----------
Net cash (used in) provided by operating activities
(3,041,034) 1,132,295
---------- ----------
Cash flows from investing activities:
Acquisition of property and equipment (33,302) (174,611)
Proceeds from sale of property, net of closing costs -- 8,096,741
---------- ----------
Net cash (used in) provided by investing activities
(33,302) 7,922,130
---------- ----------
Cash flows from financing activities:
Principal payments under capital lease obligations (93,302) (88,345)
Principal payments of note payable, affiliate -- (300,000)
Proceeds from revolving credit 4,848,761 5,367,409
Principal payments of revolving credit (1,775,488) (8,343,879)
Principal payments of long-term debt -- (5,263,231)
---------- ----------
Net cash provided by (used in) financing activities 2,979,971 (8,628,046)
---------- ----------
Net (decrease) increase in cash and cash equivalents (94,365) 426,379
Cash and cash equivalents, beginning of period 309,349 128,149
---------- ----------
Cash and cash equivalents, end of period $ 214,984 $ 554,528
========== ==========
</TABLE>
See accompanying notes to condensed financial statements.
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D.I.Y. HOME WAREHOUSE, INC.
Notes to Condensed Financial Statements
(Unaudited)
1. Basis of Presentation
In the opinion of management, the accompanying unaudited condensed
financial statements contain all adjustments (consisting of only normal
recurring adjustments) necessary to present fairly the financial position as of
July 1, 2000 and the results of operations and cash flows for the three and six
months ended July 1, 2000 and July 3, 1999. The condensed financial statements
should be read in conjunction with the financial statements and notes contained
in the Company's Annual Report filed on Form 10-K. The results of operations for
any interim period should not necessarily be considered indicative of the
results of operations for the full year.
2. Earnings Per Share
Earnings per share have been computed according to Financial Accounting
Standards Board's Statement of Financial Accounting Standards No. 128, "Earnings
Per Share" as follows:
<TABLE>
<CAPTION>
COMPUTATION OF EARNINGS PER COMMON SHARE
(BASIC AND DILUTED)
Three Months Ended Six Months Ended
July 1, 2000 July 3, 1999 July 1, 2000 July 3, 1999
------------ ------------ ------------ ------------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
Net loss applicable to common shares $ (245,935) $ (758,759) $(1,369,813) $(1,491,764)
=========== ========== =========== ===========
Weighted average common shares 7,276,059 7,276,059 7,276,059 7,276,059
outstanding, basic
Dilutive effect of stock options - - - -
---------- ---------- ----------- -----------
Weighted average common shares 7,276,059 7,276,059 7,276,059 7,276,059
outstanding, diluted ========== ========== =========== ===========
Net loss per common share:
Basic $(0.03) $(0.10) $(0.19) $(0.20)
====== ====== ====== ======
Diluted $(0.03) $(0.10) $(0.19) $(0.20)
====== ====== ====== ======
</TABLE>
Options to purchase 821,500 shares of common stock at a weighted average
exercise price of $3.01 per share were outstanding at July 1, 2000 but were not
included in the computation of diluted earnings per share for the three months
and six months then ended because the options would have had an anti-dilutive
effect on the net losses for both periods.
Options to purchase 915,000 shares of common stock at a weighted average
exercise price of $3.25 per share were outstanding at July 3, 1999 but were not
included in the
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computation of diluted earnings per share for the three months and six months
then ended because the options would have had an anti-dilutive effect on the net
losses for both periods.
3. Store Closings and Disposition of Assets
On June 15, 1999, the Company announced the closing of three stores
located in Mansfield, Ohio; Akron, Ohio; and Boardman, Ohio. Concurrent with the
announcement, the Company sold the land and buildings of its Mansfield store and
its previously closed Canton store for $8,600,000 resulting in a pre-tax gain of
$1,860,000. The Company also assigned its lease in the West Akron location to
the same purchaser of the Canton and Mansfield properties. The Boardman
location, which had a lease commitment through September 2008 for approximately
$600,000 per year, was amended to terminate on September 30, 1999. The Company
paid $463,000 in consideration for the reduced lease term. In addition, the
Company wrote-off leasehold improvements and property and equipment of
$2,620,000 in connection with the store closings. The gain on sale of land and
buildings, the lease termination fees, the write-off of closed store assets and
other closing costs of $102,000 are included as a net amount in the store
closing costs line item in the accompanying condensed statement of operations.
Concurrent with the closure of the three stores, the Company entered into
an agreement (the Agreement) with a third party to act as its agent to sell the
merchandise inventories at these closed locations. The Company received a
guaranteed amount from the inventory liquidation based on a formula outlined in
the Agreement. This Agreement resulted in inventory markdown costs of $1,773,000
which are included in the cost of sales line item of the accompanying condensed
statement of operations.
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OPERATIONS - Three Months Ended July 1, 2000
Compared to Three Months Ended July 3, 1999
Net sales for the second quarter ended July 1, 2000 decreased $19,853,000
or 43.1% to $26,234,000 from $46,087,000 during the second quarter ended July 3,
1999. The decrease in total net sales between the two periods was due to
additional competition from national warehouse retailers in the Company's
markets and fewer Company stores. Continuing store net sales, which excludes the
operations of the closed stores from the fiscal year 1999 results, decreased
$14,126,000 or 35.0% between the second quarter ended July 1, 2000 and the same
period a year ago. The decrease in continuing store net sales between the two
periods was the result of additional competition from national warehouse
retailers in the Company's markets.
The Company anticipates that net sales for the remainder of fiscal year
2000 will be below the net sales recorded during the same periods in the prior
year.
Gross profit as a percentage of net sales increased to 27.3% during the
second quarter ended July 1, 2000 from 22.3% during the second quarter ended
July 3, 1999. Negatively impacting the gross profit percentage during the second
quarter ended July 3, 1999 was $1,773,000 of inventory markdown costs included
in cost of sales for the liquidation of the merchandise inventory at the three
stores closed during that period. Continuing store gross profit as a percentage
of net sales, which excludes the operations of the closed stores from the fiscal
year 1999 results, increased to 27.3% during the second quarter ended July 1,
2000 from 26.2% during the same period a year ago. The increase in the
continuing store gross profit percentage between the two periods reflects the
positive impact of the Company's merchandising mix adjustment.
The Company anticipates that the gross profit percentage for the remainder
of fiscal year 2000 will be comparable with the gross profit percentage
experienced during fiscal year 1999.
Store operating, general and administrative expenses decreased $2,540,000
or 25.6% to $7,377,000 during the second quarter ended July 1, 2000 from
$9,917,000 during the second quarter ended July 3, 1999. The decrease in total
store operating, general and administrative expenses between the two periods was
due to the Company's continued management of controllable expenses and the
reduction of costs associated with fewer Company stores. Continuing store
operating, general and administrative expenses, which excludes the operations of
the closed stores from the fiscal year 1999 results, decreased $1,114,000 or
13.1% during the second quarter ended July 1, 2000 from comparable results
recorded during the same period a year ago. The decrease in continuing store
operating, general and administrative expenses reflects the Company's continued
management of controllable expenses. This management of controllable expenses
included lower personnel costs resulting from reduced store and corporate
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staffing levels, decreased advertising expenditures, a reduction in the
utilization of outside services and an overall reduction in general operating
expenses.
The Company anticipates that store operating, general and administrative
expenses for the remainder of fiscal year 2000 will be below the store
operating, general and administrative expenses recorded during fiscal year 1999.
During the second quarter ended July 3, 1999, the Company announced the
closure of three stores located in Boardman, Ohio; Mansfield, Ohio; and Akron,
Ohio. Concurrent with the announcement, the Company sold the land and buildings
of its Mansfield and Canton stores for $8,600,000, resulting in a pre-tax gain
of $1,860,000. The gain on the sale of the property was offset by the expenses
to close the three stores which included a $2,620,000 write-off of leasehold
improvements and property and equipment, a $463,000 lease termination fee and
other store closing costs of $102,000. The gain on the sale of property as well
as the offsetting expenses were recorded in the store closing costs line item in
the accompanying condensed statement of operations.
Other expense, net, decreased $114,000 or 35.9% to $203,000 during the
second quarter ended July 1, 2000 from $317,000 during the second quarter ended
July 3, 1999. The decrease in other expense, net between the two periods was
due primarily to the reduction in interest expense associated with the
extinguishment of the Company's mortgage loans during the second quarter of
fiscal 1999.
OPERATIONS - Six Months Ended July 1, 2000
Compared to Six Months Ended July 3, 1999
Net sales for the six months ended July 1, 2000 decreased $31,886,000 or
42.4% to $43,364,000 from $75,249,000 during the six months ended July 3, 1999.
The decrease in total net sales between the two periods was due to additional
competition from national warehouse retailers in the Company's markets and fewer
Company stores. Continuing store net sales, which excludes the operations of the
closed stores from the fiscal year 1999 results, decreased $21,532,000 or 33.2%
between the six months ended July 1, 2000 and the same period a year ago. The
decrease in continuing store net sales between the two periods was the result of
additional competition from national warehouse retailers in the Company's
markets.
Gross profit as a percentage of net sales increased to 28.2% during the
six months ended July 1, 2000 from 24.8% during the second quarter July 3, 1999.
Negatively impacting the gross profit percentage during the six months ended
July 3, 1999 was $1,773,000 of inventory markdown costs included in cost of
sales for the liquidation of the merchandise inventory at the three stores
closed during the second quarter of fiscal 1999. Continuing store gross profit
as a percentage of net sales, which excludes the operations of the closed stores
from the fiscal year 1999 results, increased to 28.2% during the six months
ended July 1, 2000 from 27.5% during the same period a year ago. The increase in
the continuing store gross profit percentage between the two periods reflects
the positive impact of the Company's merchandising mix adjustment.
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Store operating, general and administrative expenses decreased $4,849,000
or 25.5% to $14,130,000 during the six months ended July 1, 2000 from
$18,978,000 during the six months ended July 3, 1999. Continuing store
operating, general and administrative expenses, which excludes the operations of
the closed stores from the fiscal year 1999 results, decreased $1,975,000 or
12.3% during the six months ended July 1, 2000 from comparable results recorded
during the same period a year ago. The decrease in continuing stores operating,
general and administrative expenses between the two periods reflects the
Company's continued management of controllable expenses. This management of
controllable expenses included lower personnel costs resulting from reduced
store and corporate staffing levels, decreased advertising expenditures, a
reduction in the utilization of outside services and an overall reduction in
general operating expenses.
During the quarter ended April 3, 1999, the Company incurred $260,000 of
store closing costs related to the Bedford, Ohio and Canton, Ohio stores closed
during the fourth quarter of fiscal 1998. These expenses were recorded in the
store closing costs line item in the accompanying condensed statement of
operations.
During the second quarter ended July 3, 1999, the Company announced the
closure of three stores located in Boardman, Ohio; Mansfield, Ohio; and Akron,
Ohio. Concurrent with the announcement, the Company sold the land and buildings
of its Mansfield and Canton stores for $8,600,000, resulting in a pre-tax gain
of $1,860,000. The gain on the sale of the property was offset by the expenses
to close the three stores which included a $2,620,000 write-off of leasehold
improvements and property and equipment, a $463,000 lease termination fee and
other store closing costs of $102,000. The gain on the sale of property as well
as the offsetting expenses were recorded in the store closing costs line item in
the accompanying condensed statement of operations.
Other expense, net, decreased $268,000 or 41.3% to $381,000 during the six
months ended July 1, 2000 from $649,000 during the six months ended July 3,
1999. The decrease in other expense, net between the two periods was due to the
reduction in interest expense associated with the extinguishment of the
Company's mortgage loans during the second quarter of fiscal 1999 and the
current period's reduced weighted average borrowings against the revolving
credit facility.
LIQUIDITY AND CAPITAL RESOURCES
The Company's net use of cash from operating activities increased
$4,173,000 to $3,041,000 during the six months ended July 1, 2000 from net cash
provided by operating activities of $1,132,000 during the six months ended July
3, 1999. The increase in the net use of cash from operating activities between
the two periods was due primarily to the $3,320,000 cash flow impact of the
reduction in accounts payable, the $3,093,000 cash flow impact of the change in
inventory and the cash flow impact of the absence, in the current period, of the
$2,620,000 loss associated with the write-down of property and equipment from
the closed stores. These uses of cash were partially offset by the absence, in
the current period, of the cash flow impact of the $1,860,000 gain from the sale
of property from the closed stores and the $2,333,000 accounts receivable from
the sale of inventory at the closed stores, as well as
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the $1,066,000 cash flow impact of the change in deferred income taxes.
The Company's net use of cash in investing activities increased $7,955,000
to $33,000 during the six months ended July 1, 2000 from net cash provided by
investing activities of $7,922,000 during the six months ended July 3, 1999. The
increase in the net use of cash in investing activities between the two periods
was due primarily to the absence, in the current period, of the $8,097,000 in
net proceeds from the Company's sale of the land and buildings of its Mansfield
and Canton stores during the second quarter of fiscal 1999.
The Company's net cash provided by financing activities increased
$11,608,000 to $2,980,000 during the six months ended July 1, 2000 from net cash
used in financing activities of $8,628,000 during the six months ended July 3,
1999. The increase in the net cash provided by financing activities between the
two periods was due primarily to the absence, in the current period, of
$5,263,000 in long-term debt principal payments and $300,000 in note principal
payments against the note payable, affiliate. Augmenting the impact of these
principal payments was a $6,050,000 change in net borrowings against the
revolving credit facility between the two periods.
Total current and long-term debt amounted to $8,579,000 at July 1, 2000 in
comparison to $7,533,000 at July 3, 1999. Management believes that cash on hand,
cash from operations and cash available through the Company's financing
agreements will be sufficient to meet short-term and long-term working capital
requirements.
FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q may contain statements that are
forward-looking, as that term is defined by the Private Securities Litigation
Reform Act of 1995 or by the Securities and Exchange Commission in its rules,
regulations and releases. The Company intends that such forward-looking
statements be subject to the safe harbors created thereby. All forward-looking
statements are based on current expectations regarding important risk factors.
Accordingly, actual results may differ materially from those expressed in the
forward-looking statements and the making of such statements should not be
regarded as a representation by the Company or any other person that the results
expressed therein will be achieved. Important risk factors include, but are not
limited to, the following: general economic conditions; consumer spending and
debt levels; housing turnover; weather; impact on sales and margins from both
existing and new competition; changes in operating expenses; changes in product
mix; interest rates; changes in and the application of accounting policies and
practices; adverse results in significant litigation matters; adverse state and
federal regulations and legislation; the occurrence of extraordinary events
including events and acts of nature or accidents; and the risks described from
time to time in the Company's Securities and Exchange Commission filings.
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Competition
The home improvement, hardware and garden businesses are all highly
competitive. The Company competes against traditional hardware, plumbing,
electrical and home supply retailers, as well as warehouse-format and discount
retail stores and many of the Company's competitors have substantially greater
resources than the Company. Builders Square and Lowe's Company have had stores
in the Company's markets since fiscal years 1985 and 1994, respectively.
However, Builders Square exited the Northeastern Ohio marketplace during fiscal
year 1999. Lowe's has continued to expand, opening additional locations in
fiscal years 1996, 1997, 1998 and 2000. Beginning in the fourth quarter of
fiscal year 1997 and continuing into fiscal year 2000, Home Depot has opened
operations in several of the Company's markets. Both Home Depot and Lowe's have
announced further expansion plans for the remainder of fiscal year 2000. In
addition, there has been increasing consolidation within the home improvement
industry, which may provide certain entities increased competitive advantages.
Specifically, increased competition including, but not limited to, additional
competitors' store locations, price reductions, and advertising and marketing
campaigns could have a material adverse effect on the Company's business.
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PART II - OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits required by Item 601 of Regulation S-K:
3.1 Articles of Incorporation of D.I.Y. Home Warehouse, Inc., as
amended, incorporated herein by reference to Exhibit 3.1 to
the Registrant's Registration Statement No. 33-60012 on Form
S-1 filed May 18, 1993.
3.2 Amended and Restated Code of Regulations of D.I.Y. Home
Warehouse, Inc., incorporated herein by reference to Exhibit
3.2 to the Registrant's Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
10.1 Compensation and Employee Benefit Plans of the Registrant
10.1.1 D.I.Y. Home Warehouse, Inc. 1993 Long Term Incentive
Plan as Amended February 23, 1994 and Approved by
Stockholders May 25, 1994, incorporated herein by
reference to Exhibit 10.18 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
10.1.2 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and Clifford L. Reynolds,
incorporated herein by reference to Exhibit 10.22 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
10.1.3 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and R. Scott Eynon, incorporated
herein by reference to Exhibit 10.23 to the
Registrant's Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
10.1.4 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and Dennis C. Hoff, incorporated
herein by reference to Exhibit 10.24 to the
Registrant's Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
10.1.5 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and John M. Erb, incorporated herein
by reference to Exhibit 10.25 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
10.1.6 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and Fred A. Erb, incorporated herein
by reference to Exhibit 10.26 to the
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Registrant's Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
10.1.7 Tax Indemnification Agreement among D.I.Y. Home
Warehouse, Inc. and Fred A. Erb, Clifford L.
Reynolds, R. Scott Eynon, Dennis C. Hoff and John M.
Erb, incorporated herein by reference to Exhibit
10.27 to the Registrant's Registration Statement No.
33-60012 on Form S-1 filed May 18, 1993.
10.1.8 D.I.Y. Home Warehouse, Inc.'s 401K Plan,
incorporated herein by reference to Exhibit 10.28 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
10.1.9 1994 D.I.Y. Home Warehouse, Inc. Employee Bonus Plan
dated May 25, 1994, incorporated herein by reference
to Exhibit 10.48 to the Registrant's Report on Form
10-K for the fiscal year ended December 31, 1994.
10.1.10 Amended and Restated Employment Agreement between
Clifford L. Reynolds and D.I.Y. Home Warehouse, Inc.
dated January 1, 1995, incorporated herein by
reference to Exhibit 10.1 to the Registrant's Report
on Form 10-Q for the quarter ended July 1, 1995.
10.1.10.a Amended and Restated Employment
Agreement between Clifford L. Reynolds
and D.I.Y. Home Warehouse, Inc. dated
November 21, 1996, incorporated herein
by reference to Exhibit 10.51 to the
Registrant's Report on Form 10-K for the
fiscal year ended December 28, 1996.
10.1.10.b Amended and Restated Employment
Agreement between Clifford L. Reynolds
and D.I.Y. Home Warehouse, Inc. dated
May 28, 1998, incorporated herein by
reference to Exhibit 10.4 to the
Registrant's Report on Form 10-Q for the
quarter ended July 4, 1998.
10.1.10.c Amendment No. 3 to Amended and Restated
Employment Agreement between Clifford L.
Reynolds and D.I.Y. Home Warehouse, Inc.
dated March 11, 1999, incorporated
herein by reference to Exhibit 10.69 to
the Registrant's Report on Form 10-K for
the fiscal year ended January 2, 1999.
10.1.10.d Amendment No. 4 to Amended and Restated
Employment Agreement between Clifford L.
Reynolds and D.I.Y. Home Warehouse, Inc.
dated November 30, 1999, incorporated
herein by reference to Exhibit 10.1.10.d
to the Registrant's Report on Form 10-K
for the fiscal year ended January 1,
2000.
10.1.11 Amended and Restated Employment
Agreement between R. Scott Eynon and
D.I.Y. Home Warehouse, Inc. dated
15
<PAGE> 16
January 1, 1995, incorporated herein by
reference to Exhibit 10.2 to the
Registrant's Report on Form 10-Q for the
quarter ended July 1, 1995.
10.1.11.a Amended and Restated Employment
Agreement between R. Scott Eynon and
D.I.Y. Home Warehouse, Inc. dated May
28, 1998, incorporated herein by
reference to Exhibit 10.5 to the
Registrant's Report on Form 10-Q for the
quarter ended July 4, 1998.
10.1.11.b Amendment No. 2 to Amended and Restated
Employment Agreement between R. Scott
Eynon and D.I.Y. Home Warehouse, Inc.
dated March 11, 1999, incorporated
herein by reference to Exhibit 10.70 to
the Registrant's Report on Form 10-K for
the fiscal year ended January 2, 1999.
10.1.11.c Amendment No. 3 to Amended and Restated
Employment Agreement between R. Scott
Eynon and D.I.Y. Home Warehouse, Inc.
dated November 30, 1999, incorporated
herein by reference to Exhibit 10.1.11.c
to the Registrant's Report on Form 10-K
for the fiscal year ended January 1,
2000.
10.1.12 Amended and Restated Employment
Agreement between Dennis C. Hoff and
D.I.Y. Home Warehouse, Inc. dated
January 1, 1995, incorporated herein by
reference to Exhibit 10.3 to the
Registrant's Report on Form 10-Q for the
quarter ended July 1, 1995.
10.1.12.a Amended and Restated Employment
Agreement between Dennis C. Hoff and
D.I.Y. Home Warehouse, Inc. dated May
28, 1998, incorporated herein by
reference to Exhibit 10.6 to the
Registrant's Report on Form 10-Q for the
quarter ended July 4, 1998.
10.1.13 Form of Non-Qualified Stock Option Agreement under
the D.I.Y. Home Warehouse, Inc. 1993 Long Term
Incentive Plan as Amended, incorporated herein by
reference to Exhibit 10.14 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 30, 1995.
10.1.14 1995 D.I.Y. Home Warehouse, Inc. Employee Bonus Plan
dated May 24, 1995, incorporated herein by reference
to Exhibit 10.44 to the Registrant's Report on Form
10-K for the fiscal year ended December 30, 1995.
10.1.15 D.I.Y. Home Warehouse, Inc. 1996 Retainer Stock Plan
for Non-Employee Directors, incorporated herein by
reference to Exhibit 10.49 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 30, 1995.
16
<PAGE> 17
10.1.16 Employment Agreement between Eric I. Glassman and
D.I.Y. Home Warehouse, Inc. dated July 1, 1998,
incorporated herein by reference to Exhibit 10.7 to
the Registrant's Report on Form 10-Q for the quarter
ended July 4, 1998.
10.1.17 Transaction Bonus Agreement between Clifford L.
Reynolds and D.I.Y. Home Warehouse, Inc. dated July
1, 1998, incorporated herein by reference to Exhibit
10.8 to the Registrant's Report on Form 10-Q for the
quarter ended July 4, 1998.
10.1.18 Transaction Bonus Agreement between R. Scott Eynon
and D.I.Y. Home Warehouse, Inc. dated July 1, 1998,
incorporated herein by reference to Exhibit 10.9 to
the Registrant's Report on Form 10-Q for the quarter
ended July 4, 1998.
10.1.19 Transaction Bonus Agreement between Dennis C. Hoff
and D.I.Y. Home Warehouse, Inc. dated July 1, 1998,
incorporated herein by reference to Exhibit 10.10 to
the Registrant's Report on Form 10-Q for the quarter
ended July 4, 1998.
10.1.20 Transaction Bonus Agreement between Eric I. Glassman
and D.I.Y. Home Warehouse, Inc. dated July 1, 1998,
incorporated herein by reference to Exhibit 10.11 to
the Registrant's Report on Form 10-Q for the quarter
ended July 4, 1998.
10.1.21 Amendment No. 1 to Amended and Restated Employment
Agreement between Eric I. Glassman and D.I.Y. Home
Warehouse, Inc. dated March 11, 1999, incorporated
herein by reference to Exhibit 10.71 to the
Registrant's Report on Form 10-K for the fiscal year
ended January 2, 1999.
10.1.22 DIY Home Warehouse, Inc. 1993 Long Term Incentive
Plan as Amended March 17, 1999 and Approved by the
Board of Directors March 17, 1999, incorporated
herein by reference to Exhibit 10.13 to the
Registrant's Report on Form 10-Q for the quarter
ended July 3, 1999.
10.2 Material Leases of the Registrant
10.2.1 Sublease between D.I.Y. Ohio Real Estate Associates
Limited Partnership and D.I.Y. Home Warehouse, Inc.,
dated August 1, 1992, incorporated herein by
reference to Exhibit 10.1 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
10.2.2 Indenture of Lease between Smith - D.I.Y. Center
Limited Partnership and D.I.Y. Home Warehouse, Inc.,
dated December 27, 1985,
17
<PAGE> 18
incorporated herein by reference to Exhibit 10.2 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
10.2.3 Amendment to Lease between D.I.Y. Center Associates
(successor in interest to Smith - D.I.Y. Center
Limited Partnership) and D.I.Y. Home Warehouse,
Inc., dated July 2, 1991, incorporated herein by
reference to Exhibit 10.3 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
10.2.3.a Amendment to Lease between D.I.Y. Center
Associates, L.P. and D.I.Y. Home
Warehouse, Inc. dated March 21, 1995,
incorporated herein by reference to
Exhibit 10.51 to the Registrant's Report
on Form 10-K for the fiscal year ended
December 31, 1994.
10.2.4 Lease between Fred A. Erb and D.I.Y. Home Warehouse,
Inc., dated March 1, 1993, incorporated herein by
reference to Exhibit 10.4 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
10.2.5 Lease Agreement between West Park Limited, Inc. and
D.I.Y. Home Warehouse, Inc. dated August 2, 1991,
incorporated herein by reference to Exhibit 10.5 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
10.2.5.a Addendum #1 to Lease Agreement between
West Park Limited, Inc. and D.I.Y. Home
Warehouse, Inc., dated September 2,
1991, incorporated herein by reference
to Exhibit 10.6 to the Registrant's
Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
10.2.5.b Addendum #2 to Lease Agreement between
West Park Limited, Inc. and D.I.Y. Home
Warehouse, Inc., dated September 16,
1991, incorporated herein by reference
to Exhibit 10.7 to the Registrant's
Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
10.2.6 Sublease between The Wholesale Club, Inc. and D.I.Y.
Home Warehouse, Inc., dated May 14, 1992,
incorporated herein by reference to Exhibit 10.8 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
10.2.7 Sublease between The Wholesale Club, Inc. and D.I.Y.
Home Warehouse, Inc., dated November 25, 1992,
incorporated herein by reference to Exhibit 10.9 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
10.2.8 Lease between Myron S. Viny, dba Central Valley
Properties, and D.I.Y. Home Warehouse, Inc., dated
February 26, 1993, but effective beginning May 1,
1993, incorporated herein by reference to Exhibit
10.12 to the Registrant's Registration Statement No.
33-60012 on Form S-1 filed May 18, 1993.
18
<PAGE> 19
10.2.8.a Modification and Supplement to lease
between the Estate of Myron S. Viny
(formerly DBA Central Valley Properties)
and D.I.Y. Home Warehouse, Inc. dated
November 27, 1995, incorporated herein
by reference to Exhibit 10.12 to the
Registrant's Report on Form 10-K for the
fiscal year ended December 30, 1995.
10.2.8.b Modification and Supplement of lease
between the Estate of Myron S. Viny
(formerly DBA Central Valley Properties)
and D.I.Y. Home Warehouse, Inc. dated
March 30, 2000, incorporated herein by
reference to Exhibit 10.2.8.b to the
Registrant's Report on Form 10-Q for the
quarter ended April 1, 2000.
10.2.9 Agreement of Lease (Boardman Facility) between DIY
Ohio Real Estate Associates Limited Partnership and
D.I.Y. Home Warehouse, Inc. dated as of October 1,
1993, incorporated herein by reference to Exhibit
10.38 to the Registrant's Report on Form 10-K for
the fiscal year ended January 1, 1994.
10.2.9.a Second Amendment to Agreement Lease
(Boardman facility) between D.I.Y. Home
Warehouse, Inc. and D.I.Y. Ohio Real
Estate Associated Limited Partnership
(the Landlord) and assignment of the
lease to V&V 224, Limited by the
Landlord dated October 22, 1998,
incorporated herein by reference to
Exhibit 10.9 to the Registrant's Report
on Form 10-Q for the quarter ended
October 3, 1998.
10.2.10 Lease between Elmhurst Properties, Inc. and D.I.Y.
Home Warehouse, Inc., dated May 26, 1993,
incorporated herein by reference to Exhibit 10.39 to
the Registrant's Report on Form 10-K for the fiscal
year ended January 1, 1994.
10.2.11 Assignment and Assumption of Lease and Sublease
between Kmart Corporation and D.I.Y. Home Warehouse,
Inc. dated December 22, 1994, incorporated herein by
reference to Exhibit 10.49 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 31, 1994.
10.2.12 Shopping Center Lease between KCHGC, Inc. and D.I.Y.
Home Warehouse, Inc. dated January 12, 1995,
incorporated herein by reference to Exhibit 10.50 to
the Registrant's Report on Form 10-K for the fiscal
year ended December 31, 1994.
10.3 Credit Agreements of the Registrant
10.3.1 $1,250,000 Promissory Note from D.I.Y. Home
Warehouse, Inc. to Edgemere, Inc. f/k/a Erb Lumber
Co., dated July 1, 1991, incorporated herein by
reference to Exhibit 10.29 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
10.3.2 Security Agreement between D.I.Y. Home Warehouse and
Erb Lumber Co., dated November 14, 1985,
incorporated herein by reference to Exhibit 10.30 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
19
<PAGE> 20
10.3.3 Revolving Credit Agreement and Security Agreement
dated December 7, 1994 between D.I.Y. Home
Warehouse, Inc. and National City Bank, Columbus,
and Old Kent Bank and Trust Company, incorporated
herein by reference to Exhibit 10.40 to the
Registrant's Report on Form 10-K for the fiscal year
ended December 31, 1994.
10.3.4 Loan and Co-lender Agreement and Open-End Mortgage,
Assignment of Rents and Security Agreement dated
December 23, 1994 between D.I.Y. Home Warehouse,
Inc. and National City Bank, Columbus, and Old Kent
Bank and Trust Company, incorporated herein by
reference to Exhibit 10.41 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 31, 1994.
10.3.4.a First Amendment to Loan and Co-Lender
Agreement dated December 22, 1995
between D.I.Y. Home Warehouse, National
City Bank, Columbus, and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.41 to the Registrant's Report
on Form 10-K for the fiscal year ended
December 30, 1995
10.3.4.b Second Amendment to Loan and Co-Lender
Agreement dated December 23, 1996
between D.I.Y. Home Warehouse, Inc.,
National City Bank of Columbus and Old
Kent Bank, incorporated herein by
reference to Exhibit 10.52 to the
Registrant's Report on Form 10-K for the
fiscal year ended December 28, 1996.
10.3.4.c Third Amendment to Loan and Co-Lender
Agreement dated October 24, 1997 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.2 to the Registrant's Report
on Form 10-Q for the quarter ended
September 27, 1997.
10.3.4.d Fourth Amendment to Loan and Co-Lender
Agreement dated April 4, 1998 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.2 to the Registrant's Report
on Form 10-Q for the quarter ended July
4, 1998.
10.3.4.e Fifth Amendment to Loan and Co-Lender
Agreement dated October 28, 1998 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.4 to the Registrant's Report
on Form 10-Q for the quarter ended
October 3, 1998.
10.3.5 Line of Credit Agreement for Real Estate Loans,
Open-end Mortgage, Assignment of Rents and Security
Agreement, and Mortgage Notes between D.I.Y. Home
Warehouse, Inc. and National City Bank, Columbus and
Old Kent Bank dated April 28, 1995, incorporated
herein by reference to Exhibit 10.1 to the
Registrant's Report on Form 10-Q for the quarter
ended April 1, 1995.
20
<PAGE> 21
10.3.5.a First Amendment to Line of Credit
Agreement; Open-end Mortgage, Assignment
of Rents and Security Agreement
(Leasehold) for Trumbull County;
Open-end Mortgage, Assignment of Rents
and Security Agreement for Summit
County; Mortgage Note to National City
Bank, Columbus dated September 15, 1995;
Mortgage Note to Old Kent Bank dated
September 15, 1995, incorporated herein
by reference to Exhibit 10.1 to the
Registrant's Report on Form 10-Q for the
quarter ended September 30, 1995.
10.3.5.b Second Amendment to Line of Credit
Agreement dated December 22, 1995
between D.I.Y. Home Warehouse, National
City Bank, Columbus, and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.39 to the Registrant's Report
on Form 10-K for the fiscal year ended
December 30, 1995.
10.3.5.c Third Amendment to Line of Credit
Agreement Dated December 23, 1996
between D.I.Y. Home Warehouse, Inc.,
National City Bank of Columbus and Old
Kent Bank, incorporated herein by
reference to Exhibit 10.53 to the
Registrant's Report on Form 10-K for the
fiscal year ended December 28, 1996.
10.3.5.d Fourth Amendment to Line of Credit
Agreement dated October 24, 1997 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.3 to the Registrant's Report
on Form 10-Q for the quarter ended
September 27, 1997.
10.3.5.e Fifth Amendment to Line of Credit
Agreement dated April 4, 1998 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.1 to the Registrant's Report
on Form 10-Q for the quarter ended July
4, 1998.
10.3.5.f Sixth Amendment to Line of Credit
Agreement dated October 28, 1998 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.5 to the Registrant's Report
on Form 10-Q for the quarter ended
October 3, 1998.
10.3.6 First Amendment to Security Agreement dated December
22, 1995 between D.I.Y. Home Warehouse, National
City Bank, Columbus, and Old Kent Bank, incorporated
herein by reference to Exhibit 10.38 to the
Registrant's Report on Form 10-K for the fiscal year
ended December 30, 1995.
10.3.7 First Amendment to Subordination Agreement dated
December 22, 1995 between D.I.Y. Home Warehouse,
National City Bank, Columbus, and Old Kent Bank, and
Edgemere Enterprises, Inc., incorporated herein by
reference to Exhibit 10.39 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 30, 1995.
21
<PAGE> 22
10.3.8 Partial Release of Mortgage to Open-End Mortgage
Assignment of Rents and Security Agreement for
Richland County, Stark County, Summit County,
Trumball County and Medina County by Old Kent Bank
dated October 28, 1998, incorporated herein by
reference to Exhibit 10.6 to the Registrant's Report
on Form 10-Q for the quarter ended October 3, 1998.
10.3.9 Modification to Revolving Credit Agreement, Line of
Credit Agreement, and Loan and Co-lender Agreement
between D.I.Y. Home Warehouse, Inc., National City
Bank, Columbus, and Old Kent Bank dated February 20,
1996, incorporated herein by reference to Exhibit
10.42 to the Registrant's Report on Form 10-K for
the fiscal year ended December 30, 1995.
10.3.10 General Business Lease Agreement with IBM Credit
Corporation dated May 30, 1996, incorporated herein
by reference to Exhibit 10.1 to the Registrant's
Report on Form 10-Q for the quarter ended June 29,
1996.
10.3.11 Amendment No. 1 to Open-End Mortgage, Assignment of
Rents and Security Agreement for Richland County,
Stark County, Summit County, Trumball County and
Medina County between D.I.Y. Home Warehouse, Inc.,
National City Bank and Old Kent Bank dated October
28, 1998, incorporated herein by reference to
Exhibit 10.7 to the Registrant's Report on Form 10-Q
for the quarter ended October 3, 1998.
10.3.12 First Amendment to Mortgage Note between D.I.Y. Home
Warehouse, Inc. and National City Bank dated October
28, 1998, incorporated herein by reference to
Exhibit 10.8 to the Registrant's Report on Form 10-Q
for the quarter ended October 3, 1998.
10.3.13 Second Amendment to Security Agreement dated October
28, 1998 between D.I.Y. Home Warehouse, Inc.,
National City Bank and Old Kent Bank, incorporated
herein by reference to Exhibit 10.9 to the
Registrant's Report on Form 10-Q for the quarter
ended October 3, 1998.
10.3.14 Second Amendment to Subordination Agreement dated
October 28, 1998 between D.I.Y. Home Warehouse,
Inc., National City Bank and Old Kent Bank,
incorporated herein by reference to Exhibit 10.3 to
the Registrant's Report on Form 10-Q for the quarter
ended October 3, 1998.
10.3.15 Credit and Security Agreement dated October 27, 1998
among D.I.Y. Home Warehouse, Inc. and the Lenders
which are signatures hereto and National City
Commercial Finance, Inc, as agent and National City
Bank as Letter of Credit Bank, incorporated herein
by reference to Exhibit 10.1 to the Registrant's
Report on Form 10-Q for the quarter ended October 3,
1998.
10.4 Real Estate Purchase Agreement (Mansfield) between DIY Ohio
Real Estate Associates Limited Partnership and D.I.Y. Home
Warehouse, Inc. dated as of
22
<PAGE> 23
March 1, 1994, incorporated herein by reference to Exhibit
10.40 to the Registrant's Report on Form 10-K for the
fiscal year ended January 1, 1994.
10.5 Real Estate Purchase Agreement (Mansfield and Canton) between
D.I.Y. Home Warehouse, Inc. and Gabriel Brothers, Inc. dated
March 3, 1999, incorporated herein by reference to Exhibit
10.5 to the Registrant's Report on Form 10-K for the fiscal
year ended January 1, 2000.
10.6 Sale of Merchandise Agreement (Mansfield and West Market)
between D.I.Y Home Warehouse, Inc. and Schottenstein Bernstein
Capital Group, LLC, dated June 3 1999, incorporated herein by
reference to Exhibit 10.6 to the Registrant's Report on Form
10-K for the fiscal year ended January 1, 2000.
10.7 Sale of Merchandise Agreement (Boardman) between D.I.Y Home
Warehouse, Inc. and Schottenstein Bernstein Capital Group,
LLC, dated June 11, 1999, incorporated herein by reference to
Exhibit 10.7 to the Registrant's Report on Form 10-K for the
fiscal year ended January 1, 2000.
27.1 Financial Data Schedule for the six months ended July 1, 2000,
filed herewith.
(b) Reports on Form 8-K:
None.
23
<PAGE> 24
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.
D.I.Y. HOME WAREHOUSE, INC.
(Registrant)
DATED: August 10, 2000 By: /s/ Todd Ayers
-------------------------
Todd Ayers
Controller
24
<PAGE> 25
D.I.Y. Home Warehouse, Inc.
Exhibits to Form 10-Q for the Second Quarter Ended July 1, 2000
Index to Exhibits
Where
Filed
-----
* 3.1 Articles of Incorporation of D.I.Y. Home Warehouse, Inc., as
amended, incorporated herein by reference to Exhibit 3.1 to
the Registrant's Registration Statement No. 33-60012 on Form
S-1 filed May 18, 1993.
* 3.2 Amended and Restated Code of Regulations of D.I.Y. Home
Warehouse, Inc., incorporated herein by reference to Exhibit
3.2 to the Registrant's Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
10.1 Compensation and Employee Benefit Plans of the Registrant
* 10.1.1 D.I.Y. Home Warehouse, Inc. 1993 Long Term Incentive
Plan as Amended February 23, 1994 and Approved by
Stockholders May 25, 1994, incorporated herein by
reference to Exhibit 10.18 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
* 10.1.2 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and Clifford L. Reynolds,
incorporated herein by reference to Exhibit 10.22 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
* 10.1.3 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and R. Scott Eynon, incorporated
herein by reference to Exhibit 10.23 to the
Registrant's Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
* 10.1.4 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and Dennis C. Hoff, incorporated
herein by reference to Exhibit 10.24 to the
Registrant's Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
* 10.1.5 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and John M. Erb, incorporated herein
by reference to Exhibit 10.25 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
<PAGE> 26
* 10.1.6 Indemnification Agreement between D.I.Y. Home
Warehouse, Inc. and Fred A. Erb, incorporated herein
by reference to Exhibit 10.26 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
* 10.1.7 Tax Indemnification Agreement among D.I.Y. Home
Warehouse, Inc. and Fred A. Erb, Clifford L.
Reynolds, R. Scott Eynon, Dennis C. Hoff and John M.
Erb, incorporated herein by reference to Exhibit
10.27 to the Registrant's Registration Statement No.
33-60012 on Form S-1 filed May 18, 1993.
* 10.1.8 D.I.Y. Home Warehouse, Inc.'s 401K Plan,
incorporated herein by reference to Exhibit 10.28 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
* 10.1.9 1994 D.I.Y. Home Warehouse, Inc. Employee Bonus Plan
dated May 25, 1994, incorporated herein by reference
to Exhibit 10.48 to the Registrant's Report on Form
10-K for the fiscal year ended December 31, 1994.
* 10.1.10 Amended and Restated Employment Agreement between
Clifford L. Reynolds and D.I.Y. Home Warehouse, Inc.
dated January 1, 1995, incorporated herein by
reference to Exhibit 10.1 to the Registrant's Report
on Form 10-Q for the quarter ended July 1, 1995.
* 10.1.10.a Amended and Restated Employment
Agreement between Clifford L. Reynolds
and D.I.Y. Home Warehouse, Inc. dated
November 21, 1996, incorporated herein
by reference to Exhibit 10.51 to the
Registrant's Report on Form 10-K for the
fiscal year ended December 28, 1996.
* 10.1.10.b Amended and Restated Employment
Agreement between Clifford L. Reynolds
and D.I.Y. Home Warehouse, Inc. dated
May 28, 1998, incorporated herein by
reference to Exhibit 10.4 to the
Registrant's Report on Form 10-Q for the
quarter ended July 4, 1998.
* 10.1.10.c Amendment No. 3 to Amended and Restated
Employment Agreement between Clifford L.
Reynolds and D.I.Y. Home Warehouse, Inc.
dated March 11, 1999, incorporated
herein by reference to Exhibit 10.69 to
the Registrant's Report on Form 10-K for
the fiscal year ended January 2, 1999.
* 10.1.10.d Amendment No. 4 to Amended and Restated
Employment Agreement between Clifford L.
Reynolds and D.I.Y. Home Warehouse, Inc.
dated November 30, 1999, incorporated
herein by reference to Exhibit 10.1.10.d
to the Registrant's Report on Form 10-K
for the fiscal year ended January 1,
2000.
<PAGE> 27
* 10.1.11 Amended and Restated Employment Agreement between R.
Scott Eynon and D.I.Y. Home Warehouse, Inc. dated
January 1, 1995, incorporated herein by reference to
Exhibit 10.2 to the Registrant's Report on Form 10-Q
for the quarter ended July 1, 1995.
* 10.1.11.a Amended and Restated Employment
Agreement between R. Scott Eynon and
D.I.Y. Home Warehouse, Inc. dated May
28, 1998, incorporated herein by
reference to Exhibit 10.5 to the
Registrant's Report on Form 10-Q for the
quarter ended July 4, 1998.
* 10.1.11.b Amendment No. 2 to Amended and Restated
Employment Agreement between R. Scott
Eynon and D.I.Y. Home Warehouse, Inc.
dated March 11, 1999, incorporated
herein by reference to Exhibit 10.70 to
the Registrant's Report on Form 10-K for
the fiscal year ended January 2, 1999.
* 10.1.11.c Amendment No. 3 to Amended and Restated
Employment Agreement between R. Scott
Eynon and D.I.Y. Home Warehouse, Inc.
dated November 30, 1999, incorporated
herein by reference to Exhibit 10.1.11.c
to the Registrant's Report on Form 10-k
for the fiscal year ended January 1,
2000.
* 10.1.12 Amended and Restated Employment Agreement between
Dennis C. Hoff and D.I.Y. Home Warehouse, Inc. dated
January 1, 1995, incorporated herein by reference to
Exhibit 10.3 to the Registrant's Report on Form 10-Q
for the quarter ended July 1, 1995.
* 10.1.12.a Amended and Restated Employment
Agreement between Dennis C. Hoff and
D.I.Y. Home Warehouse, Inc. dated May
28, 1998, incorporated herein by
reference to Exhibit 10.6 to the
Registrant's Report on Form 10-Q for the
quarter ended July 4, 1998.
* 10.1.13 Form of Non-Qualified Stock Option Agreement under
the D.I.Y. Home Warehouse, Inc. 1993 Long Term
Incentive Plan as Amended, incorporated herein by
reference to Exhibit 10.14 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 30, 1995.
* 10.1.14 1995 D.I.Y. Home Warehouse, Inc. Employee Bonus Plan
dated May 24, 1995, incorporated herein by reference
to Exhibit 10.44 to the Registrant's Report on Form
10-K for the fiscal year ended December 30, 1995.
* 10.1.15 D.I.Y. Home Warehouse, Inc. 1996 Retainer Stock Plan
for Non-Employee Directors, incorporated herein by
reference to Exhibit 10.49 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 30, 1995.
<PAGE> 28
* 10.1.16 Employment Agreement between Eric I. Glassman and
D.I.Y. Home Warehouse, Inc. dated July 1, 1998,
incorporated herein by reference to Exhibit 10.7 to
the Registrant's Report on Form 10-Q for the quarter
ended July 4, 1998.
* 10.1.17 Transaction Bonus Agreement between Clifford L.
Reynolds and D.I.Y. Home Warehouse, Inc. dated July
1, 1998, incorporated herein by reference to Exhibit
10.8 to the Registrant's Report on Form 10-Q for the
quarter ended July 4, 1998.
* 10.1.18 Transaction Bonus Agreement between R. Scott Eynon
and D.I.Y. Home Warehouse, Inc. dated July 1, 1998,
incorporated herein by reference to Exhibit 10.9 to
the Registrant's Report on Form 10-Q for the quarter
ended July 4, 1998.
* 10.1.19 Transaction Bonus Agreement between Dennis C. Hoff
and D.I.Y. Home Warehouse, Inc. dated July 1, 1998,
incorporated herein by reference to Exhibit 10.10 to
the Registrant's Report on Form 10-Q for the quarter
ended July 4, 1998.
* 10.1.20 Transaction Bonus Agreement between Eric I. Glassman
and D.I.Y. Home Warehouse, Inc. dated July 1, 1998,
incorporated herein by reference to Exhibit 10.11 to
the Registrant's Report on Form 10-Q for the quarter
ended July 4, 1998.
* 10.1.21 Amendment No. 1 to Amended and Restated Employment
Agreement between Eric I. Glassman and D.I.Y. Home
Warehouse, Inc. dated March 11, 1999, incorporated
herein by reference to Exhibit 10.71 to the
Registrant's Report on Form 10-K for the fiscal year
ended January 2, 1999.
* 10.1.22 DIY Home Warehouse, Inc. 1993 Long Term Incentive
Plan as Amended March 17, 1999 and Approved by the
Board of Directors March 17, 1999, incorporated
herein by reference to Exhibit 10.13 to the
Registrant's Report on Form 10-Q for the quarter
ended July 3, 1999.
10.2 Material Leases of the Registrant
* 10.2.1 Sublease between D.I.Y. Ohio Real Estate Associates
Limited Partnership and D.I.Y. Home Warehouse, Inc.,
dated August 1, 1992, incorporated herein by
reference to Exhibit 10.1 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
* 10.2.2 Indenture of Lease between Smith - D.I.Y. Center
Limited Partnership and D.I.Y. Home Warehouse, Inc.,
dated December 27, 1985,
<PAGE> 29
incorporated herein by reference to Exhibit 10.2 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
* 10.2.3 Amendment to Lease between D.I.Y. Center Associates
(successor in interest to Smith - D.I.Y. Center
Limited Partnership) and D.I.Y. Home Warehouse,
Inc., dated July 2, 1991, incorporated herein by
reference to Exhibit 10.3 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
* 10.2.3.a Amendment to Lease between D.I.Y. Center
Associates, L.P. and D.I.Y. Home
Warehouse, Inc. dated March 21, 1995,
incorporated herein by reference to
Exhibit 10.51 to the Registrant's Report
on Form 10-K for the fiscal year ended
December 31, 1994.
* 10.2.4 Lease between Fred A. Erb and D.I.Y. Home Warehouse,
Inc., dated March 1, 1993, incorporated herein by
reference to Exhibit 10.4 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
* 10.2.5 Lease Agreement between West Park Limited, Inc. and
D.I.Y. Home Warehouse, Inc. dated August 2, 1991,
incorporated herein by reference to Exhibit 10.5 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
* 10.2.5.a Addendum #1 to Lease Agreement between
West Park Limited, Inc. and D.I.Y. Home
Warehouse, Inc., dated September 2,
1991, incorporated herein by reference
to Exhibit 10.6 to the Registrant's
Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
* 10.2.5.b Addendum #2 to Lease Agreement between
West Park Limited, Inc. and D.I.Y. Home
Warehouse, Inc., dated September 16,
1991, incorporated herein by reference
to Exhibit 10.7 to the Registrant's
Registration Statement No. 33-60012 on
Form S-1 filed May 18, 1993.
* 10.2.6 Sublease between The Wholesale Club, Inc. and D.I.Y.
Home Warehouse, Inc., dated May 14, 1992,
incorporated herein by reference to Exhibit 10.8 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
* 10.2.7 Sublease between The Wholesale Club, Inc. and D.I.Y.
Home Warehouse, Inc., dated November 25, 1992,
incorporated herein by reference to Exhibit 10.9 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
* 10.2.8 Lease between Myron S. Viny, dba Central Valley
Properties, and D.I.Y. Home Warehouse, Inc., dated
February 26, 1993, but effective beginning
<PAGE> 30
May 1, 1993, incorporated herein by reference to
Exhibit 10.12 to the Registrant's Registration
Statement No. 33-60012 on Form S-1 filed May 18,
1993.
* 10.2.8.a Modification and Supplement to lease
between the Estate of Myron S. Viny
(formerly DBA Central Valley Properties)
and D.I.Y. Home Warehouse, Inc. dated
November 27, 1995, incorporated herein
by reference to Exhibit 10.12 to the
Registrant's Report on Form 10-K for the
fiscal year ended December 30, 1995.
** 10.2.8.b Modification and Supplement of lease
between the Estate of Myron S. Viny
(formerly DBA Central Valley Properties)
and D.I.Y. Home Warehouse, Inc. dated
March 30, 2000, incorporated herein by
reference to Exhibit 10.2.8.b to the
Registrant's Report on Form 10-Q for the
quarter ended April 1, 2000.
* 10.2.9 Agreement of Lease (Boardman Facility) between DIY
Ohio Real Estate Associates Limited Partnership and
D.I.Y. Home Warehouse, Inc. dated as of October 1,
1993, incorporated herein by reference to Exhibit
10.38 to the Registrant's Report on Form 10-K for
the fiscal year ended January 1, 1994.
* 10.2.9.a Second Amendment to Agreement Lease
(Boardman facility) between D.I.Y. Home
Warehouse, Inc. and D.I.Y. Ohio Real
Estate Associated Limited Partnership
(the Landlord) and assignment of the
lease to V&V 224, Limited by the
Landlord dated October 22, 1998,
incorporated herein by reference to
Exhibit 10.9 to the Registrant's Report
on Form 10-Q for the quarter ended
October 3, 1998.
* 10.2.10 Lease between Elmhurst Properties, Inc. and D.I.Y.
Home Warehouse, Inc., dated May 26, 1993,
incorporated herein by reference to Exhibit 10.39 to
the Registrant's Report on Form 10-K for the fiscal
year ended January 1, 1994.
* 10.2.11 Assignment and Assumption of Lease and Sublease
between Kmart Corporation and D.I.Y. Home Warehouse,
Inc. dated December 22, 1994, incorporated herein by
reference to Exhibit 10.49 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 31, 1994.
* 10.2.12 Shopping Center Lease between KCHGC, Inc. and D.I.Y.
Home Warehouse, Inc. dated January 12, 1995,
incorporated herein by reference to Exhibit 10.50 to
the Registrant's Report on Form 10-K for the fiscal
year ended December 31, 1994.
10.3 Credit Agreements of the Registrant
<PAGE> 31
* 10.3.1 $1,250,000 Promissory Note from D.I.Y. Home
Warehouse, Inc. to Edgemere, Inc. f/k/a Erb Lumber
Co., dated July 1, 1991, incorporated herein by
reference to Exhibit 10.29 to the Registrant's
Registration Statement No. 33-60012 on Form S-1
filed May 18, 1993.
* 10.3.2 Security Agreement between D.I.Y. Home Warehouse and
Erb Lumber Co., dated November 14, 1985,
incorporated herein by reference to Exhibit 10.30 to
the Registrant's Registration Statement No. 33-60012
on Form S-1 filed May 18, 1993.
* 10.3.3 Revolving Credit Agreement and Security Agreement
dated December 7, 1994 between D.I.Y. Home
Warehouse, Inc. and National City Bank, Columbus,
and Old Kent Bank and Trust Company, incorporated
herein by reference to Exhibit 10.40 to the
Registrant's Report on Form 10-K for the fiscal year
ended December 31, 1994.
* 10.3.4 Loan and Co-lender Agreement and Open-End Mortgage,
Assignment of Rents and Security Agreement dated
December 23, 1994 between D.I.Y. Home Warehouse,
Inc. and National City Bank, Columbus, and Old Kent
Bank and Trust Company, incorporated herein by
reference to Exhibit 10.41 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 31, 1994.
* 10.3.4.a First Amendment to Loan and Co-Lender
Agreement dated December 22, 1995
between D.I.Y. Home Warehouse, National
City Bank, Columbus, and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.41 to the Registrant's Report
on Form 10-K for the fiscal year ended
December 30, 1995
* 10.3.4.b Second Amendment to Loan and Co-Lender
Agreement dated December 23, 1996
between D.I.Y. Home Warehouse, Inc.,
National City Bank of Columbus and Old
Kent Bank, incorporated herein by
reference to Exhibit 10.52 to the
Registrant's Report on Form 10-K for the
fiscal year ended December 28, 1996.
* 10.3.4.c Third Amendment to Loan and Co-Lender
Agreement dated October 24, 1997 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.2 to the Registrant's Report
on Form 10-Q for the quarter ended
September 27, 1997.
* 10.3.4.d Fourth Amendment to Loan and Co-Lender
Agreement dated April 4, 1998 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.2 to the Registrant's Report
on Form 10-Q for the quarter ended July
4, 1998.
<PAGE> 32
* 10.3.4.e Fifth Amendment to Loan and Co-Lender
Agreement dated October 28, 1998 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.4 to the Registrant's Report
on Form 10-Q for the quarter ended
October 3, 1998.
* 10.3.5 Line of Credit Agreement for Real Estate Loans,
Open-end Mortgage, Assignment of Rents and Security
Agreement, and Mortgage Notes between D.I.Y. Home
Warehouse, Inc. and National City Bank, Columbus and
Old Kent Bank dated April 28, 1995, incorporated
herein by reference to Exhibit 10.1 to the
Registrant's Report on Form 10-Q for the quarter
ended April 1, 1995.
* 10.3.5.a First Amendment to Line of Credit
Agreement; Open-end Mortgage, Assignment
of Rents and Security Agreement
(Leasehold) for Trumbull County;
Open-end Mortgage, Assignment of Rents
and Security Agreement for Summit
County; Mortgage Note to National City
Bank, Columbus dated September 15, 1995;
Mortgage Note to Old Kent Bank dated
September 15, 1995, incorporated herein
by reference to Exhibit 10.1 to the
Registrant's Report on Form 10-Q for the
quarter ended September 30, 1995.
* 10.3.5.b Second Amendment to Line of Credit
Agreement dated December 22, 1995
between D.I.Y. Home Warehouse, National
City Bank, Columbus, and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.39 to the Registrant's Report
on Form 10-K for the fiscal year ended
December 30, 1995.
* 10.3.5.c Third Amendment to Line of Credit
Agreement Dated December 23, 1996
between D.I.Y. Home Warehouse, Inc.,
National City Bank of Columbus and Old
Kent Bank, incorporated herein by
reference to Exhibit 10.53 to the
Registrant's Report on Form 10-K for the
fiscal year ended December 28, 1996.
* 10.3.5.d Fourth Amendment to Line of Credit
Agreement dated October 24, 1997 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.3 to the Registrant's Report
on Form 10-Q for the quarter ended
September 27, 1997.
* 10.3.5.e Fifth Amendment to Line of Credit
Agreement dated April 4, 1998 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.1 to the Registrant's Report
on Form 10-Q for the quarter ended July
4, 1998.
* 10.3.5.f Sixth Amendment to Line of Credit
Agreement dated October 28, 1998 between
D.I.Y. Home Warehouse, Inc., National
City Bank of Columbus and Old Kent Bank,
incorporated herein by reference to
Exhibit 10.5 to the
<PAGE> 33
Registrant's Report on Form 10-Q for the
quarter ended October 3, 1998.
* 10.3.6 First Amendment to Security Agreement dated December
22, 1995 between D.I.Y. Home Warehouse, National
City Bank, Columbus, and Old Kent Bank, incorporated
herein by reference to Exhibit 10.38 to the
Registrant's Report on Form 10-K for the fiscal year
ended December 30, 1995.
* 10.3.7 First Amendment to Subordination Agreement dated
December 22, 1995 between D.I.Y. Home Warehouse,
National City Bank, Columbus, and Old Kent Bank, and
Edgemere Enterprises, Inc., incorporated herein by
reference to Exhibit 10.39 to the Registrant's
Report on Form 10-K for the fiscal year ended
December 30, 1995.
* 10.3.8 Partial Release of Mortgage to Open-End Mortgage
Assignment of Rents and Security Agreement for
Richland County, Stark County, Summit County,
Trumball County and Medina County by Old Kent Bank
dated October 28, 1998, incorporated herein by
reference to Exhibit 10.6 to the Registrant's Report
on Form 10-Q for the quarter ended October 3, 1998.
* 10.3.9 Modification to Revolving Credit Agreement, Line of
Credit Agreement, and Loan and Co-lender Agreement
between D.I.Y. Home Warehouse, Inc., National City
Bank, Columbus, and Old Kent Bank dated February 20,
1996, incorporated herein by reference to Exhibit
10.42 to the Registrant's Report on Form 10-K for
the fiscal year ended December 30, 1995.
* 10.3.10 General Business Lease Agreement with IBM Credit
Corporation dated May 30, 1996, incorporated herein
by reference to Exhibit 10.1 to the Registrant's
Report on Form 10-Q for the quarter ended June 29,
1996.
* 10.3.11 Amendment No. 1 to Open-End Mortgage, Assignment of
Rents and Security Agreement for Richland County,
Stark County, Summit County, Trumball County and
Medina County between D.I.Y. Home Warehouse, Inc.,
National City Bank and Old Kent Bank dated October
28, 1998, incorporated herein by reference to
Exhibit 10.7 to the Registrant's Report on Form 10-Q
for the quarter ended October 3, 1998.
* 10.3.12 First Amendment to Mortgage Note between D.I.Y. Home
Warehouse, Inc. and National City Bank dated October
28, 1998, incorporated herein by reference to
Exhibit 10.8 to the Registrant's Report on Form 10-Q
for the quarter ended October 3, 1998.
<PAGE> 34
* 10.3.13 Second Amendment to Security Agreement dated October
28, 1998 between D.I.Y. Home Warehouse, Inc.,
National City Bank and Old Kent Bank, incorporated
herein by reference to Exhibit 10.9 to the
Registrant's Report on Form 10-Q for the quarter
ended October 3, 1998.
* 10.3.14 Second Amendment to Subordination Agreement dated
October 28, 1998 between D.I.Y. Home Warehouse,
Inc., National City Bank and Old Kent Bank,
incorporated herein by reference to Exhibit 10.3 to
the Registrant's Report on Form 10-Q for the quarter
ended October 3, 1998.
* 10.3.15 Credit and Security Agreement dated October 27, 1998
among D.I.Y. Home Warehouse, Inc. and the Lenders
which are signatures hereto and National City
Commercial Finance, Inc, as agent and National City
Bank as Letter of Credit Bank, incorporated herein
by reference to Exhibit 10.1 to the Registrant's
Report on Form 10-Q for the quarter ended October 3,
1998.
* 10.4 Real Estate Purchase Agreement (Mansfield) between DIY Ohio
Real Estate Associates Limited Partnership and D.I.Y. Home
Warehouse, Inc. dated as of March 1, 1994, incorporated herein
by reference to Exhibit 10.40 to the Registrant's Report on
Form 10-K for the fiscal year ended January 1, 1994.
* 10.5 Real Estate Purchase Agreement (Mansfield and Canton) between
D.I.Y. Home Warehouse, Inc. and Gabriel Brothers, Inc. dated
March 3, 1999, incorporated herein by reference to Exhibit
10.5 to the Registrant's Report on Form 10-K for the fiscal
year ended January 1, 2000.
* 10.6 Sale of Merchandise Agreement (Mansfield and West Market)
between D.I.Y Home Warehouse, Inc. and Schottenstein Bernstein
Capital Group, LLC, dated June 3 1999, incorporated herein by
reference to Exhibit 10.6 to the Registrant's Report on Form
10-K for the fiscal year ended January 1, 2000.
* 10.7 Sale of Merchandise Agreement (Boardman) between D.I.Y Home
Warehouse, Inc. and Schottenstein Bernstein Capital Group,
LLC, dated June 11, 1999, incorporated herein by reference to
Exhibit 10.7 to the Registrant's Report on Form 10-K for the
fiscal year ended January 1, 2000.
** 27.1 Financial Data Schedule for the six months ended July 1, 2000,
filed herewith.
------------------
* Previously filed
** Filed herewith
