-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HnoKvfXhiEWnyq8Mw295YQrplKZsLBNE+9Jm21Z0RC9ihUTmMCrXNZZpm1jJzi1Z Qio+QayL8xEJWssvcFYjZg== 0000916641-99-000797.txt : 19990915 0000916641-99-000797.hdr.sgml : 19990915 ACCESSION NUMBER: 0000916641-99-000797 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990731 FILED AS OF DATE: 19990914 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SFW HOLDING CORP CENTRAL INDEX KEY: 0001043066 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 522014682 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 333-32825-01 FILM NUMBER: 99711366 BUSINESS ADDRESS: STREET 1: 3300 75TH AVENUE CITY: LANDOVER STATE: MD ZIP: 20785 BUSINESS PHONE: 3013068600 MAIL ADDRESS: STREET 1: 4600 FORBES BLVD CITY: LENHAM STATE: MD ZIP: 20706 10-Q 1 SFW HOLDING CORP. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (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 31, 1999 ( ) 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 333-32825 --------- SFW HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 52-2014682 - ------------------------------- -------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3300 75TH Ave. Landover, Maryland, 20785 ---------------------------------------- (Address of principal executive office) (Zip Code) (301) 226-1200 ---------------------------------------------------- (Registrant's telephone number, including area code) ---------------------------------------------------- (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 -- -- At September 14, 1999, the registrant had 1,000 shares of common stock. The common stock of SFW Holding Corp. is not publicly traded. 1 Item 1. Financial Statements - ------- -------------------- The consolidated financial statements included herein have been prepared by SFW Holding Corp.("SFW Holding" or the "Company") without audit (except for the consolidated balance sheet as of January 30, 1999, which has been derived from the audited consolidated balance sheet as of that date) pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted, although Shoppers believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and notes thereto included in SFW Holdings' Annual Report on Form 10-K for the fiscal year ended January 30, 1999. 2 SFW HOLDING CORP. AND SUBSIDIARY -------------------------------- CONSOLIDATED STATEMENTS OF INCOME (Unaudited) --------------------------------------------- (dollars and shares in thousands, except per share data)
Thirteen Weeks Ended Twenty-six Weeks Ended -------------------- ---------------------- July 31, August 1, July 31, August 1, 1999 1998 1999 1998 ----------- ------------ ---------- ------------ Sales $219,784 $224,527 $439,853 $438,525 Cost of sales 164,283 170,780 329,268 335,288 ----------- ------------ ---------- ------------ Gross Profit 55,501 53,747 110,585 103,237 Selling and administrative expenses 44,036 44,724 87,900 84,916 Depreciation and amortization 3,820 3,836 7,723 6,700 ----------- ------------ ---------- ------------ Operating income 7,645 5,187 14,962 11,621 Interest income 853 972 1,727 2,286 Interest expense 4,329 4,696 8,658 10,166 ----------- ------------ ---------- ------------ Income before income taxes 4,169 1,463 8,031 3,741 Provision for income taxes 2,253 1,341 4,415 2,412 ----------- ------------ ---------- ------------ Net Income $1,916 $ 122 $3,616 $1,329 =========== ============ ========== ============
The accompanying notes are an integral part of these statements. 3 SFW HOLDING CORP. AND SUBSIDIARY -------------------------------- CONSOLIDATED BALANCE SHEETS --------------------------- (dollars in thousands)
(Unaudited) July 31, January 30, ASSETS 1999 1999 ---------- ----------- Current Assets: Cash and cash equivalents $ 2,013 $ 6,602 Marketable debt securities 45 - Accounts receivable, net of allowance of $910 and $500 7,465 13,263 Merchandise inventories 30,051 31,477 Deferred income taxes 2,665 3,432 Prepaid expenses 2,573 1,612 ----- ------ Total current assets 44,812 56,386 ------ ------ Property and Equipment, at cost: Land and buildings 9,000 9,000 Furniture, fixtures and equipment 48,392 45,276 Leasehold improvements 3,320 2,388 ------- -------- 60,712 56,664 Accumulated depreciation and amortization 6,705 3,763 ------- -------- Net property and equipment 54,007 52,901 ------- -------- Goodwill, net of accumulated amortization of $9,689 and $5,809 309,364 311,371 Lease Rights 28,476 29,031 Note Receivable from Dart Group 40,451 38,860 Other Assets 724 1,240 ------- --------- Total assets $477,834 $489,789 ======== ========
The accompanying notes are an integral part of these balance sheets. 4 SFW HOLDING CORP. AND SUBSIDIARY -------------------------------- CONSOLIDATED BALANCE SHEETS --------------------------- (dollars in thousands)
(Unaudited) July 31, January 30, LIABILITIES AND STOCKHOLDER'S EQUITY 1999 1999 --------- ----------- Current Liabilities: Accounts payable $ 6,460 $ 12,283 Accrued expenses Salaries and benefits 4,408 5,401 Taxes other than income 3,093 2,525 Interest 1,734 2,378 Insurance 2,297 4,881 Other 4,947 5,840 Current portion of capital lease obligations 597 531 Income taxes payable 609 800 Due to affiliates 18,181 26,038 ------- ------- Total current liabilities 42,326 60,677 ------- ------- Senior Notes Due 2004 210,177 211,764 Capital Lease Obligations 12,342 12,709 Deferred Income Taxes 16,824 12,832 Other Liabilities 7,569 6,827 ------- ------- Total Liabilities 289,238 304,809 ------- ------- Commitments and Contingencies Stockholder's Equity: Common Stock, voting, par value $0.01 per share, 1,000 shares authorized, issued and outstanding Paid-in-capital 179,091 179,091 Retained earnings 9,505 5,889 ------- ------- Total stockholder's equity 188,596 184,980 ------- ------- Total liabilities and stockholder's equity $477,834 $489,789 ======= =======
The accompanying notes are an integral part of these balance sheets. 5 SFW HOLDING CORP. AND SUBSIDIARY -------------------------------- CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) ------------------------------------------------- (dollars in thousands)
Twenty-Six Weeks Ended ---------------------- July 31, August 1, 1999 1998 ---------- ---------- Cash Flows from Operating Activities: Net income $ 3,616 $ 1,329 Adjustments to reconcile net income to net cash(used in)provided by operating activities Depreciation and amortization 7,723 6,700 Amortization of deferred financing costs - 518 Amortization of bond premium (1,587) (748) Increase in deferred rent liability - 488 Change in assets and liabilities: Accounts receivable 5,798 (3,079) Merchandise inventories 1,426 3,875 Due to affiliates (7,857) (1,883) Prepaid expenses (961) (549) Other assets (1,461) 721 Prepaid income taxes - 1,217 Accounts payable (5,823) (6,293) Accrued expenses (3,902) 532 Accrued interest (644) (1,758) Income tax payable (191) 4,836 Deferred income taxes 4,759 (4,281) Deferred income - (192) Other (1,132) - --------- -------- Net cash (used in) provided by operating activities $ (236) $ 1,433 -------- --------- Cash Flows from Investing Activities: Capital expenditures $(4,053) $ (4,305) Purchase of short-term investments - (3,604) Sale/maturity of short-term investments - 4,121 ------- -------- Net cash used in investing activities $(4,053) $ (3,788) -------- -------- Cash Flows from Financing Activities: Payments for acquisition and deferred financing costs $ - $ (294) Principal payments under capital lease obligations (300) (83) --------- --------- Net cash used in financing activities $ (300) $ (377) --------- --------- Net decrease in cash and equivalents (4,589) (2,732) Cash and equivalents, beginning of period 6,602 4,027 -------- -------- Cash and equivalents, end of period $ 2,013 $ 1,295 ========= ========= Supplemental Disclosure of Cash Flow Information: Cash paid for Interest $ 9,749 $ 10,386 Income taxes 100 1,242
The accompanying notes are an integral part of these statements. 6 SFW HOLDING CORP. AND SUBSIDIARY -------------------------------- NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ------------------------------------------ July 31, 1999 and August 1, 1998 -------------------------------- (Unaudited) NOTE 1 - GENERAL The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates. The accompanying consolidated financial statements of the Company as of July 31, 1999 and for the 26 and 13 week periods ended July 31, 1999 and August 1, 1998 have been prepared without an audit. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles ("GAAP") have been omitted from the accompanying consolidated financial statements. In the opinion of the Company, the accompanying consolidated financial statements reflect all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position of the Company as of July 31, 1999, and the results of its operations for the 26 and 13 weeks ended July 31, 1999, and August 1, 1998. On May 18, 1998, Richfood Holding, Inc. (Richfood) acquired all of the outstanding stock of Dart Group Corporation, which indirectly owns 100% of the outstanding common stock of the Company (the "Dart Acquisition"). As a result of the Dart Acquisition, certain financial statement and related footnote amounts for periods prior to the Dart Acquisition are not comparable to corresponding amounts subsequent to the Dart Acquisition. In addition, the results of operations for the 26 and 13 week periods ended July 31, 1999, are not necessarily indicative of the results that may be achieved for the fiscal year ending January 29, 2000. SFW Holding's sole purpose is to own 100% of the stock of its sole subsidiary, Shoppers Food Warehouse Corp. ("Shoppers"). NOTE 2 - ACQUISITION/MERGER On June 9, 1999, Richfood announced that it had entered into an Agreement and Plan of Merger (the "Agreement"), dated as of June 9, 1999, among SUPERVALU INC., a Delaware corporation ("SUPERVALU"), Winter Acquisition, Inc., a Delaware corporation and wholly-owned subsidiary of SUPERVALU ("Acquisition"), and Richfood. On August 31, 1999, Richfood's Shareholders approved the merger of Richfood into Acquisition (the "Merger") with Acquisition being the surviving corporation. As a result, the Company is an indirect, wholly-owned subsidiary of SUPERVALU. NOTE 3 - INCOME TAXES The Company's effective income tax rate decreased to 55.0% and 54.0% for the 26 and 13 week periods ended July 31, 1999, respectively, from 64.5% and 91.7% for the 26 and 13 week periods ended August 1, 1998, respectively. The decrease is primarily attributable to increased taxable income in relation to the fixed amount of acquisition non-deductible goodwill expense. 7 NOTE 4 - TRANSACTIONS WITH AFFILIATES Transactions with Richfood - -------------------------- The July 31, 1999, Consolidated Balance Sheet includes $18.2 million due to affiliates. This amount consists primarily of amounts due to Richfood for income taxes, inventory purchases and general and administrative expenses. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Outlook - ------- Except for historical information, statements in this Management's Discussion and Analysis of Financial Condition and Results of Operations are forward-looking 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. Actual results may differ materially due to a variety of factors, including the Company's ability to open new stores and the effect of regional economic conditions. Shoppers undertakes no obligation and does not intend to update, revise or otherwise publicly release any revisions to these forward-looking statements that may be made to reflect future events or circumstances, other than through its regular quarterly and annual reports filed with the SEC. On June 9, 1999, Richfood announced that it had entered into an Agreement and Plan of Merger (the "Agreement"), dated as of June 9, 1999, among SUPERVALU INC., a Delaware corporation ("SUPERVALU"), Winter Acquisition, Inc., a Delaware corporation and wholly-owned subsidiary of SUPERVALU ("Acquisition"), and Richfood. On August 31, 1999 Richfood's shareholders approved the merger of Richfood into Acquisition (the "Merger") with Acquisition being the surviving corporation. As a result, the Company is an indirect, wholly-owned subsidiary of SUPERVALU. Results of Operations - --------------------- 26 and 13 Weeks Ended July 31, 1999 Compared with the 26 and 13 Weeks Ended August 1, 1998 Sales increased by $1.4 million, or .30%, from $438.5 million during the 26 weeks ended August 1, 1998, to $439.9 million during the 26 weeks ended July 31, 1999. The sales increase for the 26 weeks ended July 31, 1999, was primarily due to the opening of one new store in July 1998, offset, in part, by the closure of one store during the 26 week period ended July 31, 1999. Sales decreased by $4.7 million, or 2.11%, from $224.5 million during the 13 weeks ended August 1, 1998 to $219.8 million during the 13 weeks ended July 31, 1999. This decrease was due primarily to competitive new store openings and promotional strategies employed by competitors. Comparable store sales decreased 1.8% and 3.5% for the 26 weeks and 13 weeks ended July 31,1999, respectively, compared to the corresponding periods in the prior year. The decreases in comparable store sales were due primarily to the opening of new Shoppers stores and the effects of cannibalization on existing stores, as well as increased competition. 8 Gross profit increased by approximately $7.4 million (7.2%), from $103.2 million during the 26 weeks ended August 1,1998, to $110.6 million during the 26 weeks ended July 31, 1999. Gross profit increased by $1.8 million (3.4%), from $53.7 million during the 13 weeks ended August 1, 1998, to $55.5 million during the 13 weeks ended July 31, 1999. Gross profit, as a percentage of sales, increased to 25.1% during the 26 weeks ended July 31, 1999, compared to 23.5% during the 26 weeks ended August 1, 1998. Gross profit, as a percentage of sales, increased to 25.3% during the 13 weeks ended July 31, 1999, from 23.9% during the 13 weeks ended August 1, 1998. The increases in gross profit percentages during the 26 and 13 week periods of the current year over the comparable periods of the prior year were primarily attributed to a reduction of the number of items offered on special discount, higher allowance income achieved through vendor participation and reduction in product shrinkage losses. Selling and administrative expenses increased by approximately $3.0 million, from $84.9 million during the 26 weeks ended August 1, 1998, to $87.9 million during the 26 weeks ended July 31, 1999. Selling and administrative expenses decreased by $0.7 million, from $44.7 million during the 13 weeks ended August 1, 1998, to $ 44.0 million during the 13 weeks ended July 31, 1999. The increase in the 26 week period is primarily attributable to increased payroll costs associated with negotiated union rates. The effect of these increased payroll costs in the 13 week period on selling and administrative expenses is offset by a reduction in variable operating expenses associated with lower volume. Selling and administrative expenses, as a percentage of sales, increased from 19.36% and 19.92% during the 26 weeks and 13 weeks ended August 1, 1998, respectively, to 19.98% and 20.04% during the 26 weeks and 13 weeks ended July 31, 1999, respectively. Depreciation and amortization increased by $1.0 million from $6.7 million during the 26 weeks ended August 1, 1998, to $7.7 million during the 26 weeks ended July 31, 1999. The increase was primarily due to additional amortization goodwill as a result of the Dart Acquisition. Interest income decreased $0.6 million, from $2.3 million for the 26 weeks ended August 1,1998, to $1.7 million for the 26 weeks ended July 31, 1999. Interest income decreased $0.1, from $1.0 million for the 13 weeks ended August 1, 1998, to $0.9 million for the 13 weeks ended July 31, 1999. The decreases are primarily attributable to the reduction in the amount of cash available for investment purposes. The Company's effective income tax rate decreased to 55.0% and 54.0% for the 26 and 13 week periods ended July 31, 1999, respectively, from 64.5% and 91.7% for the 26 and 13 week periods ended August 1, 1998, respectively. The decrease is primarily attributable to increased taxable income in relation to the fixed amount of acquisition non-deductible goodwill associated with the Dart Acquisition. 9 Liquidity and Capital Resources - ------------------------------- The Company's principal source of liquidity is expected to be cash flow from operations. It is anticipated that Shoppers' principal uses of liquidity will be to provide working capital, finance capital expenditures and meet debt service requirements. During the 26 weeks ended July 31, 1999, operating activities used net of cash of $0.2 million, compared to generating net cash of $1.4 million during the 26 weeks ended August 1, 1998. The decrease was primarily due to cash generated from operating activities for the 26 weeks ended July 31, 1999 that was used to fund amounts due to an affiliate. The balance due to affiliate was $18.2 million at July 31, 1999, compared to $26.0 million at January 31, 1999. During the 26 weeks ended July 31, 1999, investing activities used approximately $4.0 million of capital expenditures primarily for store remodels. For the 26 weeks ended August 1, 1998, investing activities used approximately $4.3 million for capital expenditures. Financing activities used $0.3 million of the Company's funds during the 26 week period ended July 31, 1999, compared to $0.4 million during the 26 weeks ended August 1, 1998. The Company believes that cash flows from Shoppers' operations will be adequate to meet its anticipated requirements for working capital, debt service and capital expenditures. Year 2000 Compliance - -------------------- References herein to Richfood are based on information provided by Richfood to the Company. The "Year 2000" issue is the result of computer systems and software programs using only two digits rather than four to define a year. As a result, computer systems that have date--sensitive software may recognize a date using "00" as the year 1900 rather than the year 2000. Unless remedied, the Year 2000 issue could result in system failures, miscalculations, and the inability to process necessary transactions or engage in similar normal business activities. In addition to computer systems and software, any equipment using embedded chips, such as switch gear, controllers and telephone exchanges, could also be at risk. As a result of the Dart Acquisition, the Company's computer systems and software programs are being incorporated into Richfood's. Richfood has developed, and is implementing, a strategic, long--term information technology plan (the "Strategic Plan") to upgrade its core application systems. Concurrently, Richfood has developed and is implementing a plan (the "Y2K Plan") to ensure that its information systems are Year 2000 compliant. The Y2K Plan focuses on the following three major areas: 10 o Information technology systems ("IT"). o Embedded technology and other systems ("Non-IT"). o Key third party relationships. Based on the Strategic Plan and assessments conducted as part of the Y2K Plan, Richfood determined that it would be necessary to modify or replace portions of its software and certain hardware systems so that such systems will properly recognize dates beyond December 31, 1999. Richfood presently believes that with the modification or replacement of existing software and certain hardware systems, the Year 2000 issue can be significantly mitigated. However, if such modifications and replacements are not made, or are not completed in a timely manner, the Year 2000 issue could have a material adverse effect on the financial condition or results of operations of the Company. Richfood's Y2K Plan, as it pertains to the Company, involves the following three phases: o Assessment -- locating, listing and prioritizing the specific technology that is potentially subject to Year 2000 issues, assessing the actual exposure of such technology to the Year 2000 issue, and planning/scheduling the allocation of internal and third party resources for the remediation effort. o Remediation/Testing of non-compliant systems - selecting and executing the method necessary to resolve the Year 2000 issues that were identified, including replacement, upgrade, repair or abandonment, and testing the remediated or converted technology to determine the efficacy of the resolutions. o Implementation- placing remediated technology into operation. The assessment phase has been completed with respect to IT and Non--IT systems that Richfood believes could be adversely affected by the Year 2000 issue. The assessment indicated that many of the Company's significant information systems could be adversely affected, particularly the general ledger, human resources, payroll, and point of sale systems. Non-IT systems, including telephones, loss-prevention and food production systems, are also being validated; however, the Company believes that non-compliance of the Non-IT systems does not pose a significant risk to the Company's financial condition or results of operations. With respect to IT systems, the project is 90% complete. Human resources, payroll and general ledger system software upgrades were completed in August 1999. In-store systems, including point of sale, and the time and attendance will be completed by the end of September 1999. All other remaining upgrades will be completed in October 1999. 11 The majority of the Company's Non--IT systems are currently Year 2000 compliant; however, certain systems, which include telephones, will need to be upgraded or replaced. The Non--IT systems remediation/testing phase is approximately 95% complete and full implementation is expected by the end of September 1999. Richfood's evaluation of the Year 2000 readiness of the Company's material suppliers(Richfood is the Company's primary supplier), customers and other third parties, has not identified any class of third party providers that could materially impact the Company's results of operations in the event of their failure to become Year 2000 compliant. However, there can be no assurance that the failure of any unrelated third parties to become Year 2000 compliant in a timely manner would not result in a material adverse effect on the Company's results of operations or financial condition. Total costs associated with the Company's Year 2000 remediation are expected to be approximately $3.4 million. Of this amount, approximately $3.0 million has been, or is expected to be, capitalized in accordance with GAAP, with approximately $2.6 million capitalized to date. The Company expects to pay the majority of the remaining costs over the next few months. All expenditures by the Company related to the Y2K Plan will be funded by cash flow from operations and are not expected to impact other operating or investment plans. No material information technology projects have been deferred as a result of the implementation of the Y2K Plan. The aforementioned costs of the Y2K Plan and the completion dates are based on management's best estimates, which were derived from assumptions of future events, including the availability of resources, key third party modification plans and other factors. There can be no assurance that these estimates will prove to be accurate, and actual results could vary due to uncertainties. Although the Y2K Plan is expected to be adequate to address the Company's Year 2000 concerns, the Company could experience a material adverse effect on its results of operations or financial condition if its Year 2000 compliance schedule is not met, if the costs to remediate the Company's Year 2000 issues significantly exceed current estimates or if material suppliers, customers and other businesses encounter serious problems in their Year 2000 remediation efforts. Therefore, Richfood and the Company are in the process of developing plans to address such contingencies, with a focus on mission critical systems. The Company and Richfood expect to complete contingency plans by the end of September 1999 and expect that such plans may include provisions relating to, among other things, manual workarounds and adjusting staffing strategies, and will describe the communications, operations and IT activities that will be utilized if the contingency plans must be executed. Richfood's Year 2000 efforts are ongoing and the Y2K Plan will continue to evolve as new information becomes available. The failure to correct a material Year 2000 issue could result in an interruption in certain normal business activities and operations. Due to the general uncertainty inherent in the Year 2000 issue, resulting in part from the uncertainty of the Year 2000 readiness of third parties upon whom Richfood and the Company rely, the Company is unable to determine at this time whether the consequences of Year 2000 failures will have a material adverse effect on the Company's financial condition or results of operations. However, the Company believes that, with the implementation of the Y2K Plan as scheduled, the possibility of significant interruptions of normal operations should be reduced. Moreover, the Company believes that the acquisition of Richfood by SUPERVALU will not affect its year 2000 readiness plan. 12 Item 2A. Quantitative and Qualitative Disclosures about Market Risk - -------- ---------------------------------------------------------- The registrant's market risk exposure is not material. Interest on both the Company's notes receivable and Senior Notes are at fixed rates. The Company does not have any other financial instruments that result in material exposure to interest rate risk. 13 PART II ------- Item 6. Exhibits and Reports on Form 8-K - ------- -------------------------------- (A) Exhibit ------- 27.1 Financial Data Schedule (B) Reports on Form 8-K ------------------- None 14 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. SHOPPERS FOOD WAREHOUSE CORP. Date: September 14, 1999 By: /s/ Pamela K. Knous ------------------- ------------------- Pamela K. Knous Executive Vice President, Chief Financial Officer 15 EX-27 2 EXHIBIT 27.1
5 THIS SCHEDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM THE COMPANY'S CONSOLIDATED FINANCIAL STATEMENTS FOR THE TWENTY-SIX WEEK PERIOD ENDED JULY 31 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS 1,000 6-MOS JAN-29-2000 JAN-31-1999 JUL-31-1999 2,013 45 8,375 910 30,051 44,812 60,712 6,705 477,834 42,158 210,177 0 0 167 188,428 477,834 439,853 439,853 329,268 329,268 95,623 0 8,658 8,031 4,415 3,616 0 0 0 3,616 108.48 108.48
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