UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended August 3, 1996.
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 0-22504
Pet Food Warehouse, Inc.
(Exact name of registrant as specified in its charter)
Minnesota 41-1663962
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
600 South Highway 169, Suite 701
St. Louis Park, Minnesota 55426
(Address of principal executive offices; Zip Code)
(612) 542-0123
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed
since last report)
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____
Shares of Common Stock, $0.01 per share par value, outstanding on September 13,
1996: 9,439,324.
<TABLE>
<CAPTION>
PET FOOD WAREHOUSE, INC.
Table of Contents
PAGE
----
PART I - FINANCIAL INFORMATION
<S> <C>
Item 1. Financial Statements (Unaudited)
Condensed Balance Sheets as of August 3, 1996 and February 3, 1996 2
Condensed Statements of Operations for the Quarters and Six Months
Ended August 3, 1996 and July 29, 1995 3
Condensed Statements of Cash Flows for the Six Months Ended
August 3, 1996 and July 29, 1995 4
Notes to Condensed Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 6
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders 10
Item 5. Other Information 10
Item 6. Exhibits and Reports on Form 8-K 10
Signatures 11
Exhibit Index 12
</TABLE>
<TABLE>
<CAPTION>
PET FOOD WAREHOUSE, INC.
Condensed Balance Sheets
(Unaudited; in thousands, except per share data)
August 3, February 3,
1996 1996
--------- -----------
ASSETS
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 5,399 $ 5,103
Accounts receivable, less allowance for doubtful
accounts of $141 and $145 789 664
Inventories, net 6,922 6,319
Prepaid expenses and other 1,016 717
-------- --------
Total current assets 14,126 12,803
PROPERTY AND EQUIPMENT, net 8,492 8,468
OTHER ASSETS 205 172
-------- --------
$ 22,823 $ 21,443
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 1,431 $ 1,114
Current maturities of capital lease obligations 154 149
Accrued liabilities 2,344 1,996
-------- --------
Total current liabilities 3,929 3,259
CAPITAL LEASE OBLIGATIONS, less current maturites 270 349
DEFERRED RENT CREDITS AND OTHER 1,279 1,200
SHAREHOLDERS' EQUITY:
Undesignated stock, $0.01 par value; 5,000 shares
authorized; none issued and outstanding -- --
Common stock, $0.01 par value; 11,429 shares authorized;
9,394 and 9,342 issued and outstanding, respectively 94 93
Additional paid-in capital 25,682 25,579
Accumulated deficit (8,431) (9,037)
-------- --------
Total shareholders' equity 17,345 16,635
-------- --------
$ 22,823 $ 21,443
======== ========
See accompanying notes to condensed financial statements.
</TABLE>
<TABLE>
<CAPTION>
PET FOOD WAREHOUSE, INC.
Condensed Statements of Operations
(Unaudited; in thousands, except per share data)
Quarter Ended Six Months Ended
--------------------- ----------------------
August 3, July 29, August 3, July 29,
1996 1995 1996 1995
--------- -------- --------- ---------
<S> <C> <C> <C> <C>
NET SALES $ 15,699 $ 13,531 $ 31,903 $ 26,767
COST OF SALES 11,619 10,546 23,630 20,971
-------- -------- -------- --------
GROSS PROFIT 4,080 2,985 8,273 5,796
-------- -------- -------- --------
Store operating expenses 2,976 2,739 5,896 5,511
Preopening expenses -- 246 241 401
General and administrative expenses 841 1,143 1,641 1,923
-------- -------- -------- --------
Operating income (loss) 263 (1,143) 495 (2,039)
INTEREST INCOME, net 45 109 111 239
-------- -------- -------- --------
Income (loss) before provision for taxes 308 (1,034) 606 (1,800)
PROVISION FOR INCOME TAXES -- -- -- --
-------- -------- -------- --------
Net income (loss) $ 308 $ (1,034) $ 606 $ (1,800)
======== ======== ======== ========
NET INCOME (LOSS) PER SHARE $ 0.03 $ (0.11) $ 0.06 $ (0.19)
======== ======== ======== ========
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 9,436 9,328 9,422 9,328
======== ======== ======== ========
See accompanying notes to condensed financial statements.
</TABLE>
<TABLE>
<CAPTION>
PET FOOD WAREHOUSE, INC.
Condensed Statements of Cash Flows
(Unaudited; in thousands)
Six Months Ended
--------- ---------
August 3, July 29,
1996 1995
--------- ---------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income (loss) $ 606 $(1,800)
Adjustments to reconcile net income (loss) to net
cash provided by (used for) operating activities-
Depreciation and amortization 628 610
Loss on sale or disposal of property and equipment 13 --
Changes in operating assets and liabilities:
Accounts receivable (125) 200
Inventories (603) (1,178)
Prepaid expenses and other (422) (175)
Accounts payable 317 (12)
Accrued liabilities 348 862
Deferred rent credits and other 79 111
------- -------
Net cash provided by (used for) operating activities 841 (1,382)
------- -------
INVESTING ACTIVITIES:
Payments from notes receivable 79 29
Proceeds from sale of property and equipment 1,572 --
Purchase of property and equipment (2,226) (1,862)
------- -------
Net cash used for investing purposes (575) (1,833)
------- -------
FINANCING ACTIVITIES:
Proceeds from exercising of stock options 70 --
Proceeds from sale of stock 34 --
Payments of long-term obligations, net (74) (54)
------- -------
Net cash provided by (used for) financing activities 30 (54)
------- -------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS 296 (3,269)
CASH AND CASH EQUIVALENTS AT BEGINNING OF
PERIOD 5,103 9,462
------- -------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 5,399 $ 6,193
======= =======
See accompanying notes to condensed financial statements.
</TABLE>
PET FOOD WAREHOUSE, INC.
Notes to Condensed Financial Statements
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying interim financial statements of Pet Food Warehouse, Inc. (the
Company) are unaudited; however, in the opinion of management, all adjustments
necessary for a fair presentation of such financial statements have been
reflected in the interim periods presented. Such adjustments consisted only of
normal recurring items. Given the timing and number of new store openings,
interim results may not be indicative of results for a full year. The
significant accounting policies and certain financial information which are
normally included in financial statements prepared in accordance with generally
accepted accounting principles, but which are not required for interim reporting
purposes, have been condensed or omitted. The accompanying financial statements
of the Company should be read in conjunction with the Company's audited
financial statements for the fiscal years ended February 3, 1996 and January 28,
1995 and the notes thereto, included in the Company's annual report on Form
10-KSB.
2. NET INCOME (LOSS) PER SHARE
Net income (loss) per share amounts are computed by dividing net income (loss)
by the weighted average number of common and common equivalent shares
outstanding. Common stock equivalents related to stock options are anti-dilutive
for the net losses in the quarter and six months ended July 29, 1995.
3. DISPOSITION OF STORES
In November 1995, the Company exited the Michigan/Ohio market. Accordingly, the
Company sold certain assets of its eight retail locations in Michigan and Ohio
(MI/OH stores) for $2,426,000 in cash to SuperPetz, Inc. pursuant to an Asset
Purchase Agreement and Addendum.
The disposition of the MI/OH stores and the relative maturity of the stores
involved affect the comparability of results between periods. Had the sale of
the MI/OH stores occurred at the beginning of the quarter and six months ended
July 29, 1995, the selected unaudited pro forma results would have been as
follows (in thousands, except per share data):
Quarter Ended Six Months Ended
July 29, 1995 July 29, 1995
------------- ----------------
Revenues $ 11,249 $ 22,322
Operating loss (351) (707)
Net loss (217) (423)
Net loss per share $ (0.02) $ (0.04)
4. NOTES PAYABLE
The Company had a revolving bank line of credit arrangement that provided for
borrowings up to $2.0 million. The line of credit expired May 31, 1996. There
were no amounts outstanding against this credit facility at February 3, 1996.
Effective May 31, 1996, the Company obtained a new three-year credit facility,
which provides for a line equal to the lesser of the Company's borrowing base,
as defined, or $10,000,000. The credit facility will accrue interest on the
outstanding balance at an index rate (30-day high-grade unsecured commercial
paper) plus 3.0% and is collateralized by the Company's inventories,
receivables, investments and general intangibles. The Company will pay a
facility fee of 0.375% per annum. The facility fee will not be applicable on the
committed amount in excess of $5,000,000 until outstanding borrowings exceed
$5,000,000 for the first time and thereafter, such fee will not be applicable on
the committed amount in excess of $7,500,000 until outstanding borrowings exceed
$7,500,000 for the first time. There were no amounts outstanding against this
credit facility at August 3, 1996.
PET FOOD WAREHOUSE, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
GENERAL
The Company operated twenty-five (seventeen excluding the MI/OH stores as of
July 29, 1995) warehouse superstores as of August 3, 1996 (second quarter fiscal
1997) and July 29, 1995 (second quarter fiscal 1996). The Company currently
operates twenty-eight stores and plans to operate approximately thirty-three
warehouse superstores in the Upper Midwest by the end of fiscal year 1997.
Comparable store sales, for second quarter fiscal 1997 compared to second
quarter fiscal 1996, increased 1.4%. The Company anticipates that the rate of
comparable store sales growth will remain relatively consistent in future
periods as existing warehouse superstores mature and additional warehouse
superstores are opened in existing markets. Also, impacting comparable store
sales growth is the opening of five stores in the Minneapolis/St. Paul
metropolitan area in first quarter fiscal 1997 by a national superstore
competitor.
The Company's operations are relatively "young" with an average age of the
Company's twenty-five stores of approximately two years. Future operating
results may be adversely affected by costs associated with the opening of a
significant number of new stores over a relatively short period of time. The
Company expects downward pressure on its gross profit and operating profit
margins because certain store level expenses, primarily occupancy and payroll,
are higher as a percentage of sales for new warehouse superstores than for
mature warehouse superstores due to the relatively lower sales of the new
warehouse superstores. Store operating expenses decreased as a percentage of net
sales in second quarter fiscal 1997 primarily due to the disposition of the
underperforming MI/OH market stores in fourth quarter fiscal 1996. Excluding
the MI/OH stores, store operating expenses increased as a percentage of net
sales due to increased saturation and competition primarily in the
Minneapolis/St. Paul market.
General and administrative expenses as a percentage of sales decreased from 8.4%
(6.7% excluding a one time charge in separation expenses) in the second quarter
of fiscal 1996 to 5.3% in the second quarter of fiscal 1997 as sales growth
outpaced the general and administrative expenses incurred to support the
Company's expansion. Management expects general and administrative expenses will
continue to decrease as a percentage of sales.
The Company charges preopening costs, which are estimated to be approximately
$75,000 to $85,000 for each new warehouse superstore, to expense in the quarter
the warehouse superstore opens. Therefore, the opening of a large number of new
warehouse superstores in a given quarter will adversely affect the Company's
results of operations for that quarter. In addition, although the pet food
supply industry does not experience the same degree of seasonal fluctuations as
many retailers, a mature warehouse superstore's sales are typically higher than
average during the winter and lower than average during the summer. As a result
of the foregoing, period to period comparisons of financial results may not be
meaningful and the results of operations for historical periods may not be
indicative of future results.
The disposition of the MI/OH stores and the relative maturity of the stores
involved affect the comparability of results between periods. Had the sale of
the MI/OH stores occurred at the beginning of the quarter and six months ended
July 29, 1995, the selected unaudited pro forma results would have been as
follows (in thousands, except per share data):
Quarter Ended Six Months Ended
July 29, 1995 July 29, 1995
------------- ----------------
Revenues $ 11,249 $ 22,322
Operating loss (351) (707)
Net loss (217) (423)
Net loss per share $ (0.02) $ (0.04)
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, certain statements of
operations items as a percentage of net sales:
<TABLE>
<CAPTION>
Quarter Ended Six Months Ended
---------------------------------- -----------------------------------
August 3, July 29, August 3, July 29,
1996 1995 1996 1995
--------------- ---------------- ---------------- ----------------
<S> <C> <C> <C> <C>
Net sales 100.0% 100.0% 100.0% 100.0%
Gross profit 26.0% 22.1% 25.9% 21.7%
Store operating expenses 19.0% 20.3% 18.5% 20.6%
Store contribution 7.0% 1.8% 7.4% 1.1%
Preopening expenses 0.0% 1.8% 0.8% 1.5%
General and administrative expenses 5.3% 8.4% 5.1% 7.2%
Operating income (loss) 1.7% -8.4% 1.5% -7.6%
Interest income, net 0.3% 0.8% 0.4% 0.9%
Net income (loss) 2.0% -7.6% 1.9% -6.7%
</TABLE>
SECOND QUARTER FISCAL 1997 COMPARED TO SECOND QUARTER FISCAL 1996
NET SALES increased 16.0% (39.6% excluding the MI/OH stores) to $15.7 million
for the quarter ended August 3, 1996 from $13.5 million for the quarter ended
July 29, 1995. The increase is primarily due to the nine warehouse superstores
opened since July 29, 1995, offset by the disposition of eight MI/OH stores in
November 1995 which were opened prior to the end of second quarter fiscal 1996.
In addition, the Company's fiscal 1997 second quarter comparable store sales
increased 1.4%. (Same stores are those stores open twelve months or longer.)
GROSS PROFIT, defined as net sales less cost of sales, including distribution,
purchasing, store occupancy costs and direct grooming payroll, improved as a
percentage of net sales for the quarter ended August 3, 1996 to 26.0% from 22.1%
(24.7% excluding the MI/OH stores) for the quarter ended July 29, 1995. This
improvement reflects increased product margins primarily due to revised
marketing and distribution programs. In addition, store occupancy costs declined
as a percentage of sales as stores continued to mature.
STORE OPERATING EXPENSES decreased as a percentage of net sales to 19.0% for the
quarter ended August 3, 1996 from 20.3% (17.2% excluding the MI/OH stores) for
the quarter ended July 29, 1995. Store operating expenses decreased as a
percentage of net sales in second quarter fiscal 1997 primarily due to the
disposition of the underperforming MI/OH market stores in fourth quarter fiscal
1996. Excluding the MI/OH stores, store operating expenses increased as a
percentage of net sales due to increased saturation and competition primarily in
the Minneapolis/St. Paul market.
PREOPENING EXPENSES were 0.0% of net sales for the quarter ended August 3, 1996
compared to 1.8% of net sales for the quarter ended July 29, 1995. Average
preopening expenses per store for the three stores opened during second quarter
fiscal 1996 was $82,000. The Company did not open any new stores in second
quarter fiscal 1997.
GENERAL AND ADMINISTRATIVE EXPENSES decreased as a percentage of net sales to
5.3% for the quarter ended August 3, 1996 from 8.4% (10.0% excluding MI/OH
stores) for the quarter ended July 29, 1995. Sales growth outpaced the general
and administrative expenses incurred to build the corporate infrastructure to
support the Company's expansion plans. Included in second quarter fiscal 1996
general and administrative expenses were approximately $242,000 (1.8% of net
sales) for separation expenses associated with the resignation of the Company's
President and Chief Executive Officer.
NET INTEREST INCOME was $45,000 for the quarter ended August 3, 1996 compared to
$109,000 for the quarter ended July 29, 1995. The decline is due to the decrease
of available cash and cash equivalents for temporary investment.
PROVISION FOR INCOME TAXES for the quarter ended August 3, 1996 was not recorded
by the Company due to sufficient net operating loss carryforwards available at
February 3, 1996 to offset income tax liabilities. No provision for income taxes
was recorded for the quarter ended July 29, 1995 due to the Company's net
operating loss.
NET INCOME for the quarter ended August 3, 1996 was $308,000 ($0.03 per share)
compared to a net loss of $1,034,000 ($0.11 per share) for the quarter ended
July 29, 1995. The Company's net loss for the quarter ended July 29, 1995,
excluding MI/OH stores, was $217,000 ($0.02 per share).
SIX MONTHS ENDED AUGUST 3, 1996 COMPARED TO SIX MONTHS ENDED JULY 29, 1995
NET SALES increased 19.2% (42.9% excluding MI/OH stores) to $31.9 million for
the six months ended August 3, 1996 from $26.8 million for the six months ended
July 29, 1995. The increase is due to comparable store sales growth and the
eight warehouse superstores opened since July 29, 1995, offset by the
disposition of eight MI/OH stores in November 1995 which were opened prior to
the end of second quarter fiscal 1996. The Company's fiscal 1997 comparable
store sales increased 6.9% over fiscal 1996 comparable store sales.
GROSS PROFIT, defined as net sales less cost of sales, including distribution,
purchasing and store occupancy costs, increased as a percentage of net sales for
the six months ended August 3, 1996 to 25.9% from 21.7% (24.0% excluding MI/OH
stores) for the six months ended July 29, 1995. This improvement reflects
increased product margins primarily due to revised marketing and distribution
programs. In addition, store occupancy costs declined as a percentage of sales
as stores continued to mature.
STORE OPERATING EXPENSES decreased as a percentage of net sales to 18.5% for the
six months ended August 3, 1996 from 20.6% (17.8% excluding MI/OH stores) for
the six months ended July 29, 1995. Store operating expenses decreased as a
percentage of net sales in second quarter fiscal 1997 primarily due to the
disposition of the underperforming MI/OH market stores in fourth quarter fiscal
1996. Excluding the MI/OH stores, store operating expenses increased as a
percentage of net sales due to increased saturation and competition primarily in
the Minneapolis/St. Paul market.
PREOPENING EXPENSES decreased as a percentage of net sales to 0.8% for the six
months ended August 3, 1996 from 1.5% for the six months ended July 29, 1995.
Average preopening expenses per store for the three stores opened during the
first six months of fiscal 1997 was $80,000 compared to $80,000 ($77,000
excluding MI/OH stores) for the five stores opened during the first six months
of fiscal 1996.
GENERAL AND ADMINISTRATIVE EXPENSES decreased as a percentage of net sales to
5.1% for the six months ended August 3, 1996 from 7.2% (8.4% excluding MI/OH
stores) for the six months ended July 29, 1995. Sales growth outpaced the growth
in general and administrative expenses incurred to build the corporate
infrastructure to support the Company's expansion plans. Included in fiscal 1996
general and administrative expenses were approximately $242,000 (0.9% of net
sales) for separation expenses associated with the resignation of the Company's
President and Chief Executive Officer.
NET INTEREST INCOME was $111,000 for the six months ended August 3, 1996
compared to $239,000 for the six months ended July 29, 1995. The decline is due
to the decrease of available cash and cash equivalents for temporary investment.
PROVISION FOR INCOME TAXES for the six months ended August 3, 1996 was not
recorded by the Company due to sufficient net operating loss carryforwards
available at February 3, 1996 to offset income tax liabilities. No provision for
income taxes was recorded for the six months ended July 29, 1995 due to the
Company's net operating loss.
NET INCOME for the six months ended August 3, 1996 was $606,000 ($0.06 per
share) compared to a net loss of $1,800,000 ($0.19 per share) for the six months
ended July 29, 1995. The Company's net loss for the six months ended July 29,
1995, excluding MI/OH stores, was $423,000 ($0.04 per share).
LIQUIDITY AND CAPITAL RESOURCES
Historically, the Company has financed its operations and growth primarily
through the sale of equity securities. The Company has financed the purchase of
its computer hardware and software systems with capital lease arrangements under
which $424,000 is outstanding at August 3, 1996. The Company's net working
capital at August 3, 1996 was $10.2 million and at February 3, 1996 was $9.5
million.
The Company's primary capital requirement is related to the opening of new
warehouse superstores. All of the Company's existing warehouse superstores are
in leased facilities, and the Company intends to continue to lease, rather than
purchase, new warehouse superstore facilities. The Company estimates the average
expenditures for opening a new warehouse superstore to be $650,000, including an
average of $235,000 for inventory (net of vendor payables), $330,000 for
equipment, fixture and leasehold improvements and $85,000 for preopening
expenses. The Company plans to open an additional five new superstores during
the remainder of fiscal 1997. The success of the Company's remaining fiscal 1997
expansion plans will depend on various business and economic factors.
Net cash provided by operating activities for the six months ended August 3,
1996 was $841,000 compared to net cash used for operating activities of
$1,382,000 for the six months ended July 29, 1995. The cash provided by
operating activities for the six months ended August 3, 1996 was primarily from
the Company's operating profits. Cash used was primarily for purchasing
inventory for new store openings. The cash used in operations for the six months
ended July 29, 1995 was primarily for purchasing inventory for new stores, the
funding of the Company's net losses and the timing of payments to vendors.
The Company's primary use of cash for investing activities in the six months of
fiscal 1997 and 1996 related to leasehold improvements and equipment additions,
including computer hardware and software, for warehouse superstore expansion. In
second quarter fiscal 1997, the Company received proceeds of $1,566,000 related
to the sale-leaseback of property and equipment.
The Company had a revolving bank line of credit arrangement that provided for
borrowings up to $2.0 million. The line of credit expired May 31, 1996. There
were no amounts outstanding against this credit facility at February 3, 1996.
Effective May 31, 1996, the Company obtained a new three-year credit facility,
which provides for a line equal to the lesser of the Company's borrowing base,
as defined, or $10,000,000. The credit facility will accrue interest on the
outstanding balance at an index rate (30-day high-grade unsecured commercial
paper) plus 3.0% and is collateralized by the Company's inventories,
receivables, investments and general intangibles. The Company will pay a
facility fee of 0.375% per annum. The facility fee will not be applicable on the
committed amount in excess of $5,000,000 until outstanding borrowings exceed
$5,000,000 for the first time and thereafter, such fee will not be applicable on
the committed amount in excess of $7,500,000 until outstanding borrowings exceed
$7,500,000 for the first time. There were no amounts outstanding against this
credit facility at August 3, 1996.
The Company does not believe that inflation is likely to have a material impact
on its sales or results of operations.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
The statements in this filing that are forward looking are based on current
expectations and actual results may differ materially from the forward looking
statements which involve numerous risks and uncertainties including, but not
limited to, the timing of store openings, the availability of additional
external sources of financing, the impact of competition, the effect of changing
economic or business conditions and other risks and uncertainties detailed from
time to time in the Company's SEC reports and filings.
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The Annual Meeting of the Registrant's shareholders was held on
Wednesday, June 19, 1996.
(b) At the Annual Meeting a proposal to set the number of directors at
seven was adopted by a vote of 6,796,914 shares in favor, with 14,664 shares
against, 14,556 shares abstaining and -0- shares represented by broker
non-votes.
(c) Proxies for the Annual Meeting were solicited pursuant to
Regulation 14A under the Securities Exchange Act of 1934. There was no
solicitation in opposition to management's nominees. The following persons were
elected directors of the Registrant to serve until the next annual meeting of
shareholders and until their successors shall have been duly elected and
qualified:
Nominee Number of Votes For Number of Votes Withheld
- ------- ------------------- ------------------------
Marvin W. Goldstein 6,797,478 28,656
Paul D. Finkelstein 6,800,322 25,812
Stanley Goldberg 6,796,092 30,042
Roe H. Hatlen 6,797,378 28,756
Reid Johnson 6,792,478 33,656
George E. Kline 6,797,378 28,756
Gordon F. Stofer 6,796,664 29,470
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
11 Computation of Per Share Earnings
27 Financial Data Schedule (filed electronically only)
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: September 13, 1996 PET FOOD WAREHOUSE, INC.
By: /s/ Marvin W. Goldstein
-------------------------------------
Marvin W. Goldstein
Chairman, President and Chief Executive
Officer
(Principal Executive Officer)
By: /s/ Sharon K. Link
--------------------------------------
Sharon K. Link
Vice President-Finance and Chief
Financial Officer
(Principal Financial and Accounting
Officer)
EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBITS
- ------- --------
11 Computation of Per Share Earnings
27 Financial Data Schedule (filed electronically only)
EXHIBIT 11
<TABLE>
<CAPTION>
PET FOOD WAREHOUSE, INC.
Computation of Per Share Earnings
(Unaudited; in thousands, except per share data)
Quarter Ended Six Months Ended
--------------------- ----------------------
August 3, July 29, August 3, July 29,
1996 1995 1996 1995
--------- -------- --------- --------
<S> <C> <C> <C> <C>
PRIMARY:
Net income (loss) $ 308 $(1,034) $ 606 $ (1,800)
======= ======= ======= ========
Weighted average number of common and common
equivalent shares outstanding:
Weighted average common shares outstanding 9,385 9,328 9,363 9,328
Dilutive effect of stock options after
application of treasury-stock method 51 0 59 0
------- ------- ------- --------
9,436 9,328 9,422 9,328
======= ======= ======= ========
Net income (loss) per share $ 0.03 $ (0.11) $ 0.06 $ (0.19)
======= ======= ======= ========
FULLY DILUTED:
Net income (loss) $ 308 $(1,034) $ 606 $ (1,800)
======= ======= ======= ========
Weighted average number of common and common
equivalent shares outstanding:
Weighted average common shares outstanding 9,385 9,328 9,363 9,328
Dilutive effect of stock options after
application of treasury-stock method 24 0 34 0
------- ------- ------- --------
9,409 9,328 9,397 9,328
======= ======= ======= ========
Net income (loss) per share $ 0.03 $ (0.11) $ 0.06 $ (0.19)
======= ======= ======= ========
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF PET FOOD WAREHOUSE, INC. FOR THE SIX MONTHS ENDED
AUGUST 3, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> AUG-03-1996
<CASH> 5,399,000
<SECURITIES> 0
<RECEIVABLES> 930,000
<ALLOWANCES> 141,000
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0
0
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</TABLE>
