UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarter ended May 20, 2000
[ ] 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: 33-63372
PUEBLO XTRA INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 65-0415593
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(State or other jurisdiction of (I.R.S. employer identification no.)
incorporation or organization)
1300 N.W. 22nd Street
Pompano Beach, Florida 33069
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (954) 977-2500
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
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 by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-Q or any
amendment to this Form 10-Q. [X]
No voting stock of the Registrant is held by non-affiliates of the
Registrant.
Number of shares of the Registrant's Common Stock, $ .10 par value,
outstanding as of June 30, 2000 -- 200.
INDEX
PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>
ITEM 1. FINANCIAL STATEMENTS
Page(s)
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<S> <C>
Consolidated Balance Sheets -
May 20, 2000 (Unaudited) and January 29, 2000 . . . . . . . . 3-4
Consolidated Statements of Operations (Unaudited) -
Sixteen weeks ended May 20, 2000
and May 22, 1999. . . . . . . . . . . . . . . . . . . . . . . 5
Consolidated Statements of Cash Flows (Unaudited)-
Sixteen weeks ended May 20, 2000
and May 22, 1999. . . . . . . . . . . . . . . . . . . . . . . 6
Notes to Consolidated Financial Statements (Unaudited). . . . . . . . . . 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
</TABLE>
CONSOLIDATED BALANCE SHEETS
PUEBLO XTRA INTERNATIONAL, INC. AND SUBSIDIARIES
(Dollars in thousands)
<TABLE>
<CAPTION>
(Unaudited) (Audited)
May 20, January 29,
2000 2000
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<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 67,184 $ 95,711
Accounts receivable 4,341 4,012
Inventories 58,887 57,161
Prepaid expenses 15,515 7,871
Deferred income taxes 3,489 3,489
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TOTAL CURRENT ASSETS 149,416 168,244
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PROPERTY AND EQUIPMENT
Land and improvements 6,306 6,215
Buildings and improvements 39,970 39,221
Furniture, fixtures and equipment 113,142 120,103
Leasehold improvements 38,935 39,605
Construction in progress 15,423 9,928
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213,776 215,072
Less accumulated depreciation
and amortization 105,530 107,254
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108,246 107,818
Property under capital leases, net 14,130 14,445
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TOTAL PROPERTY AND EQUIPMENT 122,376 122,263
GOODWILL, net of accumulated amortization of
$34,694 at May 20, 2000 and $33,146 at
January 29, 2000 164,287 165,835
DEFERRED INCOME TAX 7,124 7,137
TRADE NAMES 28,706 28,973
DEFERRED CHARGES AND OTHER ASSETS 28,087 29,112
--------- ---------
TOTAL ASSETS $ 499,996 $ 521,564
========= =========
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
CONSOLIDATED BALANCE SHEETS
PUEBLO XTRA INTERNATIONAL, INC. AND SUBSIDIARIES
(Dollars in thousands, except share data)
<TABLE>
<CAPTION>
(Unaudited) (Audited)
May 20, January 29,
2000 2000
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<S> <C> <C>
LIABILITIES AND STOCKHOLDER'S EQUITY
CURRENT LIABILITIES
Accounts payable $ 80,547 $ 84,366
Accrued expenses 27,043 41,226
Salaries, wages and benefits payable 8,271 9,724
Current obligations under capital leases 638 714
Current installment long-term debt 10,000 10,000
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TOTAL CURRENT LIABILITIES 126,499 146,030
NOTES PAYABLE 260,034 259,645
CAPITAL LEASE OBLIGATIONS, net of
current portion 13,216 13,346
RESERVE FOR SELF-INSURANCE CLAIMS 3,931 5,610
DEFERRED INCOME TAXES 23,427 23,100
OTHER LIABILITIES AND DEFERRED CREDITS 32,799 32,927
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TOTAL LIABILITIES 459,906 480,658
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STOCKHOLDER'S EQUITY
Common stock, $.10 par value; 200 shares
authorized and issued - -
Additional paid-in capital 91,500 91,500
Accumulated deficit (51,410) (50,594)
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TOTAL STOCKHOLDER'S EQUITY 40,090 40,906
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TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ 499,996 $ 521,564
=========== ===========
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
CONSOLIDATED STATEMENTS OF OPERATIONS
PUEBLO XTRA INTERNATIONAL, INC. AND SUBSIDIARIES
(Dollars in thousands)
<TABLE>
<CAPTION>
(Unaudited)
For the 16 Weeks Ended
--------------------------------
May 20, 2000 May 22, 1999
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<S> <C> <C>
Net sales $197,074 $217,217
Cost of goods sold 133,072 147,612
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GROSS PROFIT 64,002 69,605
OPERATING EXPENSES
Selling, general and administrative expenses 49,194 47,800
Gain on insurance settlement (2,464) -
Depreciation and amortization 10,124 10,115
-------------- --------------
OPERATING PROFIT 7,148 11,690
Interest expense on debt (8,873) (8,913)
Interest expense on capital lease obligations (598) (289)
Interest and investment income, net 1,046 526
Loss on sale/leaseback of real property - (1,291)
-------------- --------------
(LOSS) INCOME BEFORE TAXES (1,277) 1,723
Income tax benefit (expense) 461 (158)
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NET (LOSS) INCOME $(816) $1,565
============== ==============
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS
PUEBLO XTRA INTERNATIONAL, INC. AND SUBSIDIARIES
(Dollars in thousands)
<TABLE>
<CAPTION> (Unaudited)
For the 16 Weeks Ended
---------------------------------
May 20, 2000 May 22, 1999
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income $(816) $1,565
Adjustments to reconcile net (loss) income to net cash
used in operating activities, net of
effects of disposal of Florida retail operations:
Depreciation and amortization of property and equipment 5,827 5,750
Amortization of intangible and other assets 4,297 4,365
Amortization of bond discount 389 350
Loss on sale/leaseback of real estate - 1,291
Gain on insurance settlement (2,464) -
(Gain) loss on disposal of property and equipment, net (48) 89
(Benefit) Amortization in other liabilities and deferred credits (128) 3,324
Benefit from reduction of reserves for self-insurance claims (1,679) (2,372)
Changes in operating assets and liabilities:
(Increase) decrease in:
Accounts receivable (329) (2,094)
Inventories (3,643) (4,349)
Prepaid expenses (7,644) (7,530)
Other assets 460 469
Increase (decrease) in:
Accounts payable and accrued expenses (16,841) (19,663)
Deferred income tax liability 340 (434)
--------------- ---------------
(22,279) (19,239)
Decrease attributable to disposal
of Florida retail operations - (3,022)
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Net cash used in operating activities (22,279) (22,261)
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (6,110) (2,320)
Proceeds from disposal of property and equipment 68 86
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Net cash used in investing activities (6,042) (2,234)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on capital lease obligations (206) (189)
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Net cash used in financing activities (206) (189)
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Net decrease in cash and cash equivalents (28,527) (24,684)
Cash and cash equivalents at beginning of period 95,711 55,500
--------------- ---------------
Cash and cash equivalents at end of period $67,184 $30,816
=============== ===============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest $13,442 $13,173
Income taxes, net of refunds $4,134 $401
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
PUEBLO XTRA INTERNATIONAL, INC. AND SUBSIDIARIES
NOTE 1 -- INTERIM FINANCIAL STATEMENTS
With respect to the unaudited financial information for the 16 weeks
ended May 20, 2000 and May 22, 1999, it is the opinion of management of Pueblo
Xtra International, Inc. and its wholly-owned subsidiaries (collectively, the
"Company") that the adjustments necessary to prepare a fair statement of the
results for such interim periods have been included. Such adjustments, other
than those related to the final accounting for the property portion settlement
of the Hurricane Georges insurance claim as detailed herein, were of a normal
and recurring nature.
Operating results for the 16 weeks ended May 20, 2000 and May 22, 1999
are not necessarily indicative of results that may be expected for the full
fiscal years. The Company's fiscal year ends on the last Saturday in January.
Reclassifications
Certain amounts in the prior year's consolidated financial statements
and related notes have been reclassified to conform to the current year's
presentation.
NOTE 2 -- INVENTORY
The results of the Company's operations reflect the application of the
last-in, first-out ("LIFO") method of valuing certain inventories of grocery,
non-food and dairy products. Since an actual valuation of inventories under
the LIFO method is only made at the end of a fiscal year based on inventory
levels and costs at that time, interim LIFO calculations are based on
management's estimates of expected year-end inventory levels and costs and are
subject to year-end adjustments.
NOTE 3 -- DISCLOSURE ON OPERATING SEGMENTS
The Company has two primary operating segments: retail food sales and
video tape rentals and sales. The Company's retail food division consists of
50 supermarkets, 44 of which are in Puerto Rico and 6 of which are in the
Virgin Islands. The Company also has the exclusive franchise rights to
Blockbuster video stores for Puerto Rico and the Virgin Islands operated
through 43 Blockbuster stores, 41 of which are in Puerto Rico and 2 of which
are in the Virgin Islands. Most of the Blockbuster stores are adjacent to or
a separate section within a retail food supermarket. Administrative
headquarters are in Florida. Although the Company maintains data by
geographic location, its segment decision making process is based on its two
product lines.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PUEBLO XTRA INTERNATIONAL, INC. AND SUBSIDIARIES
NOTE 3 -- DISCLOSURE ON OPERATING SEGMENTS (Continued)
Reportable operating segment financial information is as follows (dollars in
thousands):
<TABLE>
<CAPTION>
Retail Food Videotape Total
<S> <C> <C> <C>
For the 16 Weeks Ended and as of May 20, 2000:
Net sales $ 183,741 $ 13,333 $ 197,074
Depreciation and amortization (7,489) (2,635) (10,124)
Operating profit (a), (b) 6,482 666 7,148
Total assets 474,063 25,933 499,996
Capital expenditures (6,082) (28) (6,110)
For the 16 Weeks Ended May 22, 1999:
Net sales $ 201,109 $ 16,108 $ 217,217
Depreciation and amortization (7,330) (2,785) (10,115)
Operating profit (b) 9,689 2,001 11,690
Capital expenditures (2,211) (109) (2,320)
As of January 29, 2000:
Total assets $ 494,482 $ 27,082 $ 521,564
</TABLE>
Because the Retail Food and Videotape Divisions are not segregated by
corporate entity structure, the operating segment amounts shown above do not
represent totals for any subsidiary of the Company. All overhead expenses
including depreciation on assets of administrative departments are allocated
to operations. Amounts shown in the total column above correspond to amounts
in the consolidated financial statements.
(a) The Retail Food Division includes a $2.5 million gain (before income
taxes) realized upon completion of the repairs for the damages caused by
Hurricane Georges in September 1998 and the related final accounting for such.
(b) See Management's Discussion and Analysis for discussions of gross profit
and selling, general and administrative expenses.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Overview and Basis of Presentation
The following discussion of the Company's financial condition and results
of operations should be read in conjunction with the consolidated financial
statements and notes thereto included elsewhere in this Form 10-Q.
Hurricane Georges
Hurricane Georges struck all of the Company's operating facilities on
September 20 and 21, 1998. All of the Company's stores, with the exception of
two, were reopened. During fiscal 2000, the Company settled the property
portion of its hurricane insurance claim. As a result, during the fiscal year
(52 weeks) ended January 29, 2000 the Company received $41.3 million in cash
reimbursement from its insurance carriers under the settlement and recorded a
$8.1 million gain net of applicable income taxes. During the quarter (16
weeks ended May 20, 2000), the Company recorded an additional $1.5 million
gain, net of applicable income taxes, realized upon completion of the repairs
for the damages caused by the hurricane and the related final accounting for
such. The impact of the gain on EBITDA was $2.5 million.
The Company's insurance policy also includes business interruption
coverage which provides for reimbursement for lost profits as a result of the
storm. On December 2, 1999 the Company presented its initial interim business
interruption claim covering the 35 weeks ended on May 22, 1999, the period
immediately subsequent to the storm. The total claim, when completed, will
involve the period from the date of the storm through 12 months after the date
the Company's reconstruction efforts are deemed to have been substantially
completed. The interim claim is for a material amount of lost profits as will
be the total claim when completed. As of this filing, no substantive
activities to adjust the interim business interruption insurance claim
submitted by the Company have taken place and as a result, the Company is
unable to estimate both the total claim and time frame for the
adjustment/settlement process. The accompanying financial statements do not
include any anticipated recovery from the business interruption claim as all
recoveries will be pretax gains which may be included only at such time as
they are settled and realized.
Selected Operating Results
(as a percentage of sales)
<TABLE>
<CAPTION)
16 WEEKS ENDED
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May 20, 2000 May 22, 1999
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<S> <C> <C>
Gross Profit 32.5 % 32.0%
Selling, General & Administrative Expenses 25.0 22.0
Gain on insurance settlement 1.3 -
EBITDA, as defined (1) 8.8 10.0
Depreciation & Amortization 5.1 4.7
Operating Profit 3.6 5.4
(Loss) Income Before Income Taxes (0.7) 0.8
Net (Loss) Income (0.4) 0.7
</TABLE>
----------
(1) EBITDA, as defined, is Earnings Before Interest expense-net, income
Taxes, Depreciation, and Amortization and the loss on the sale/
leaseback transaction. EBITDA, as defined and disclosed herein, is
neither a measurement pursuant to accounting principles generally
accepted in the United States of America nor a measurement of
operating results and is included for informative purposes only.
Results of Operations
As of May 20, 2000, the Company operated a total of 50 supermarkets and
43 Blockbuster locations in Puerto Rico and the U. S. Virgin Islands. Between
May 22, 1999 and May 20, 2000, the Company closed one Blockbuster Store in
Puerto Rico. The history of store openings and closings from the end of the
first quarter of the prior year on May 22, 1999 through the end of the first
quarter of the current year on May 20, 2000, as well as the store composition,
is set forth in the tables below:
<TABLE>
<CAPTION>
<S> <C>
Stores in Operation:
At May 22, 1999. . . . . . . . . . . . . . 94
Stores opened:
Supermarkets . . . . . . . . . . . . . 0
Blockbuster video stores . . . . . . . 0
Stores closed:
Puerto Rico - Supermarket . . . . . . . 0
Puerto Rico - Blockbuster . . . . . . . 1
-------
At May 20, 2000. . . . . . . . . . . . . . 93
=======
Remodels . . . . . . . . . . . . . . . . . . 8
=======
May 20, 2000 May 22, 1999
------------ ------------
Store Composition at Quarter-End:
By division:
Supermarkets . . . . . . . . . . . . 50 50
Blockbuster video stores . . . . . . 43 44
------- -------
Total 93 94
======= =======
By location:
Puerto Rico . . . . . . . . . . . . . 85 86
U.S. Virgin Islands . . . . . . . . . 8 8
------- -------
Total 93 94
======= =======
</TABLE>
The following is the summary of total and comparable store sales:
<TABLE>
<CAPTION>
Percentage increase, (decrease) in sales
for the 16 weeks ended May 20, 2000
------------------------------------------
<S> <C>
Total Sales (9.3)%
=======
Comparable Stores:
Retail Food Division (8.6)%
=======
Blockbuster Video (16.7)%
=======
Total Comparable Store Sales (9.2)%
=======
</TABLE>
Total sales for the first quarter (16 weeks ended May 20, 2000) were
$197.1 million, versus $217.2 million in sales for the first quarter of the
prior year, a 9.3% decrease. For the comparable 16 week period same store
sales were $197.1 million versus $217.1 million for the prior year, a decline
of 9.2%. "Same stores" are defined as those stores that were open as of the
beginning of both periods and remained open through the end of the periods.
Same store sales in the Retail Food Division declined 8.6%. The principal
factors contributing to the decline in same stores sales in the Retail Food
Division are increased competition, the disruption over the past 20 months
caused by repairing and replacing components of the stores damaged by
Hurricane Georges and its related impact on customers, and the disruption
associated with remodeling stores. Blockbuster Division same store sales
decreased 16.7% for the quarter from the comparable period of the prior year.
The decrease in Blockbuster same store sales for the quarter was a result of
increased competition and a lack of popular new releases of both rental and
sell-through videos. Increased competition has been in two forms. One is new
competing video outlets. The second, and more significant factor, is
increased competition from mass merchandising of self-activated cellular
phones and prepaid phone cards on the island of Puerto Rico.
The net decline in gross profit for the quarter (16 weeks ended May 20,
2000) was $5.6 million to $64.0 million from $69.6 million for the same
quarter of the prior year (16 weeks ended May 22 1999). The net decline
includes a decline of $8.3 million resulting from a combination of the decline
in sales and retail pricing adjustments in the Retail Food Division made as
part of the fiscal 2001 marketing plan to reintroduce the consumers in our
markets to the "new Pueblo". This decline was partially offset by a $2.7
million increase which was a result of reevaluation of the methodology and
need for certain product reserves. The rate of gross profit (as a percentage
of sales), for the quarter (16 weeks ended May 20, 2000) was 32.5% compared to
32.0% for the same quarter of the prior year (16 weeks ended May 22, 1999).
The impact of the $2.7 million increase resulting from evaluation of reserves
was to increase the rate 1.4% over the comparable period of the prior year.
The rate of gross profit excluding the impact of this adjustment was 31.1%
for the quarter (16 weeks ended May 20, 2000), a decline of 1.0% as a
percentage of sales. The primary reason for the decline in the rate of gross
profit was the retail pricing adjustments made as part of the fiscal 2001
marketing plan.
Selling, general and administrative expenses were $49.2 million for the
quarter (16 weeks ended May 20, 2000) compared to $47.8 million for the same
quarter of the prior year (16 weeks ended May 22, 1999), an increase of $1.4
million. The sale/leaseback transaction that occurred on June 1, 1999
resulted in an increase in rent expense, net of rental income, of $1.4 million
for the quarter (16 weeks ended May 20, 2000) versus the comparable period of
the prior year. Furthermore, benefits of the Company's on going
re-engineering programs in the areas of health insurance and general liability
claims costs, and the disposition of its Florida retail locations, also
impacted the comparability of selling, general and administrative costs for
the quarters (16 weeks) ended May 20, 2000 and May 22, 1999. The
re-engineering programs resulted in reductions of selling, general and
administrative costs by $1.2 million for the quarter (16 weeks ended May 20,
2000) whereas they reduced selling, general and administrative costs for the
quarter ended May 22, 1999 by $3.3 million. The final disposition of, and
related accounting for, the Company's Florida retail locations reduced
selling, general and administrative costs for the quarter ended May 22, 1999
by $1.2 million.
The net loss for the quarter (16 weeks ended May 20, 2000) was $0.8
million, a decrease of $2.4 million from the net profit of $1.6 million in the
first quarter of the prior fiscal year (16 weeks ended May 22, 1999). EBITDA,
as defined, Earnings Before Interest expense-net, income Taxes, Depreciation
and Amortization and the loss on the sale/leaseback transaction was $17.3
million for this quarter (16 weeks ended May 20, 2000), versus $21.8 million
for the first quarter of the prior year (16 weeks ended May 22, 1999). The
impact on earnings of the decline in sales was offset somewhat by cost
reductions and a gain related to the Company's hurricane Georges property
damage insurance settlement. The net loss for the quarter ended May 20, 2000
includes a $1.5 million gain realized upon completion of the repairs for the
damages caused by the hurricane and the related final accounting for such.
The impact of the gain on EBITDA was $2.5 million. The quarter ended May 22,
1999 includes a loss on a sale-leaseback transaction which reduced net income
by $1.2 million.
Liquidity and Capital Resources
Company operations have historically provided a cash flow which, along
with the available credit facility, have provided adequate liquidity for the
Company's operational needs.
Net cash used in operating activities for both periods presented was
$22.3 million.
Net cash used in investing activities for purchases of property and
equipment, net of proceeds on sales of property and equipment, was $6.0
million for the 16 weeks ended May 20, 2000 versus $2.2 million for the
comparable period of the prior year.
Net cash used in financing activities was $0.2 million in the first
quarters of both fiscal 2001 and fiscal 2000 and was entirely for payment on
capital lease obligations.
Working capital increased during the first quarter by $0.7 million to
$22.9 million as of May 20, 2000 from $22.2 million as of January 29, 2000
producing an improved current ratio of 1.18:1 versus 1.15:1.
Outstanding borrowings with a governmental agency of Puerto Rico from
the issuance of industrial revenue bonds were $10.0 million as of May 20,
2000. Management anticipates that the principal payments due October 1, 2000
will be financed by operations.
The Company's management believes that the cash flows generated by its
normal business operations together with its available revolving credit
facility will be adequate for its liquidity and capital resource needs.
Impact of Inflation, Currency Fluctuations, and Market Risk
The inflation rate for food prices continues to be lower than the
overall increase in the U.S. Consumer Price Index. The Company's primary
costs, products and labor, usually increase with inflation. Increases in
inventory costs can typically be passed on to the customer. Other cost
increases must be recovered through operating efficiencies and improved gross
margins. Currency in Puerto Rico and the U.S. Virgin Islands is the U.S.
dollar. As such, the Company has no exposure to foreign currency
fluctuations.
The Company is exposed to certain market risks from transactions that
are entered into during the normal course of business. The Company does not
trade or speculate in derivative financial instruments. The Company's primary
market risk exposure relates to interest rate risk. The Company manages its
interest rate risk in order to balance its exposure between fixed and variable
rates while attempting to minimize its interest costs. As detailed in Note 4
of the Form 10 - K for the year ended January 29, 2000 -- Debt in the finan-
cial statements, the Company's long-term debt consists of: (i) senior notes
of $265 million at a fixed rate of 9 1/2% due in 2003 and (ii) variable rate
revenue bonds due in 2001 of $10 million upon which the weighted average
interest rate was 5.03% and 4.40% at May 20, 2000 and January 29, 2000,
respectively.
Forward Looking Statements
Statements, other than statements of historical information, under the
caption "Management's Discussion and Analysis of Financial Condition and
Results of Operations" and elsewhere in this Form 10-Q may constitute forward
looking statements within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Such statements include, among others, statements concerning: (1)
management's belief that cash flows generated by the Company's normal business
operations together with its available credit facility will be adequate for
its liquidity and capital resource needs, (2) insurance recovery expectations,
and, (3) the extent to which future operations may be inhibited by, and the
expected period to recover from, effects of the hurricane. These statements
are based on Company management's expectations and are subject to various
risks and uncertainties. Actual results could differ materially from those
anticipated due to a number of factors, including but not limited to the
Company's substantial indebtedness and high degree of leverage, which continue
as a result of the Refinancing Plan described in the Company's fiscal year
2000 10-K (including limitations on the Company's ability to obtain additional
financing and trade credit, to apply operating cash flow for purposes in
addition to debt service, to respond to price competition in economic
downturns and to dispose of assets pledged to secure such indebtedness or to
freely use proceeds of any such dispositions), the Company's limited
geographic markets and competitive conditions in the markets in which the
Company operates, buying patterns of consumers, and the outcome of the claims
process with insurers.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27 Financial Data Schedule.
(b) Reports on Form 8-K
None.
SIGNATURE
Pursuant to the requirement 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.
PUEBLO XTRA INTERNATIONAL, INC.
Dated: June 30, 2000 /s/ Daniel J. O'Leary
-----------------------------
Daniel J. O'Leary,
Executive Vice President
and Chief Financial Officer