-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, WiZ1MOA5+hrW0aSsF4jc5hDN3h2VaPjcRPrnd8Fg4ylq9s8iJJHd4GDfvfqQiw15 fc5yFXpRZHw9K1WWtT8M8A== 0000950152-95-001396.txt : 199506290000950152-95-001396.hdr.sgml : 19950629 ACCESSION NUMBER: 0000950152-95-001396 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950128 FILED AS OF DATE: 19950628 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONSOLIDATED STORES CORP /DE/ CENTRAL INDEX KEY: 0000768835 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] IRS NUMBER: 061119097 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08897 FILM NUMBER: 95550267 BUSINESS ADDRESS: STREET 1: 300 PHILIP ROAD STREET 2: TREASURY DEPT CITY: COLUMBUS STATE: OH ZIP: 43228-1310 BUSINESS PHONE: 614-278-6800 MAIL ADDRESS: STREET 1: 1105 NORTH MARKET STREET STREET 2: SUITE 1300 CITY: WILMINGTON STATE: DE ZIP: 19899 10-K/A 1 CONSOLIDATED STORES CORP FORM 10-K/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A [X] AMENDMENT NO.1 TO ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the fiscal year ended January 28, 1995 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 1-8897 CONSOLIDATED STORES CORPORATION (Exact name of registrant as it appears in its charter) Delaware 06-1119097 State of incorporation I.R.S. Employer Identification Number 1105 North Market Street, Suite 1300 P.O. Box 8985 Wilmington, Delaware 19899 (Address of principal executive offices) (302) 478-4896 Securities registered pursuant to Section 12(b) of the Act: ----------------------------------------------------------- Name of each Exchange Title of each class on which registered ------------------- ----------------------- Common Stock $.01 par value New York Stock Exchange Preferred Stock Purchase Rights New York Stock Exchange Indicate whether the Registrant (1) has filed all reports to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate if the 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 the registrant's knowledge, in a definitive proxy or information statement incorporated by reference in Part III of this FORM 10-K or any amendment to this FORM 10-K [ ] The aggregate market value (based on the closing price on the New York Stock Exchange) of the Common Stock of the Registrant held by non affiliates of the Registrant was $948,695,418 on March 31, 1995. For the purposes of this response, executive officers and directors are deemed to be the affiliates of the Registrant and the holdings by non affiliates was computed as 47,140,145 shares. The number of shares of Common Stock $.01 par value per share, outstanding as of March 31, 1995, was 47,255,618 and there were no shares of Non-Voting Common Stock, $.01 par value per share outstanding at that date. DOCUMENTS INCORPORATED BY REFERENCE ----------------------------------- Portions of the Registrant's Proxy Statement are incorporated into Part III. 2 Pursuant to Rule 15d-21 under the Securities Exchange Act of 1934, the undersigned registrant hereby amends its annual report on Form 10-K for the fiscal year ended January 28, 1995 to include the following information and financial statements required by Form 11-K with respect to the Consolidated Stores Savings Plan (Plan) for the year ended December 31, 1994. CONSOLIDATED STORES CORPORATION SAVINGS PLAN TABLE OF CONTENTS Page No. -------- Independent Auditors' Report 3 Financial Statements: Statement of Net Assets Available for Benefits as of December 31, 1994 and December 31, 1993 4 Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 1994 5 Notes to Financial Statements 6 Supplemental Schedules: Schedule of Assets Held for Investment as of December 31, 1994 12 Schedule of Reportable Transactions in Excess of Five Percent of Current Value of Plan Assets for the Year Ended December 31, 1994 13 Exhibits: Independent Auditors' Consent 14 Signatures 15
2 3 INDEPENDENT AUDITORS' REPORT ---------------------------- To the Plan Administrator of the Consolidated Stores Corporation Savings Plan: We have audited the accompanying statements of net assets available for benefits of the CONSOLIDATED STORES CORPORATION SAVINGS PLAN (the Plan) as of December 31, 1994 and 1993, and the related statement of changes in net assets available for benefits for the year ended December 31, 1994. These financial statements are the responsibility of the Plan Administrator. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinon. In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 1994 and 1993 and the changes in net assets available for the benefits for the year ended December 31, 1994, in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of (1) assets held for investment as of December 31, 1994, and (2) reportable transactions in excess of five percent of the current value of Plan assets for the year ended December 31, 1994, are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Income Security Act of 1974. These schedules are the responsibility of the Plan's administrator. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 1994 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. DELOITTE & TOUCHE LLP Dayton, Ohio June 27, 1995 3 4 CONSOLIDATED STORES CORPORATION SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, ----------------- 1994 1993 ---- ----- ASSETS Investment in securities: Consolidated Stores Corporation Common Shares $ 7,947,483 $ 6,840,014 Mutual funds 3,012,445 2,278,871 Money market funds 3,011,055 2,289,869 Cash and temporary cash investments 39,770 44,134 Contribution receivable from Consolidated Stores Corporation 1,278,215 1,340,569 Interest receivable 14,118 92 Loans receivable 1,155,355 1,023,211 Receivable from participants 77,148 - Receivable from nonqualified plan 216,335 251,887 ----------- ----------- 16,751,924 14,068,647 ----------- ----------- LIABILITIES Payable to Plan participants 41,410 15,864 Payable to others 9,269 53,892 ----------- ----------- 50,679 69,756 ----------- ----------- Net assets $16,701,245 $13,998,891 =========== ===========
See notes to financial statements. 4 5 CONSOLIDATED STORES CORPORATION SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS December 31, 1994 -------------- INCREASES IN PLAN ASSETS: Contributions: Participant contributions $ 3,050,405 Company contribution 1,219,196 Investment Income: Interest 1,027 Dividends 326,217 Loan Repayments, including interest 589,522 ------------- Total increases 5,186,367 ------------- DECREASES IN PLAN ASSETS: Distributions to Plan participants 1,925,009 Net depreciation in fair value of investments 559,004 ------------- Total decreases 2,484,013 ------------- NET INCREASE IN PLAN ASSETS 2,702,354 NET ASSETS - Begining of year 13,998,891 ------------- NET ASSETS - End of year $16,701,245 =============
See notes to financial statements. 5 6 CONSOLIDATED STORES CORPORATION SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS PLAN DESCRIPTION - ---------------- On December 31, 1994, there were 9,664 employees eligible to participate in the Plan. On that date 3,224 were participating. The following brief description of the Consolidated Stores Corporation Savings Plan ("Plan") provides only general information. Participants should refer to the Plan document for more complete information. The purposes of the Plan are to encourage employee savings, to facilitate employee ownership of the Common Stock of Consolidated Stores Corporation, and to provide benefits during the employee's participation in the Plan and upon retirement, death, disability or termination of employment. The administrator of the Plan is Consolidated Stores Corporation Savings Plan Committee ("Committee"). Effective January 15, 1993, State Street Bank and Trust Company was appointed as successor trustee to Merrill Lynch Trust Company. (see TRUST AGREEMENT). All employees of Consolidated Stores Corporation and any of its subsidiaries ("Company") which have adopted the Plan are eligible to participate. Participants must have attained age twenty-one and have completed one year of service prior to eligibility. Eligible employees may begin participation on the January 1, April 1, July 1, or October 1 ("Participation Date") coinciding with or next following the date they have met the age and service requirements described above. For any plan year, participants may contribute to the Plan any whole dollar amount not less than 1% of their compensation for such plan year but not more than the lesser of $7,000 (or such larger amount in accordance with Code Section 415(d) which is $9,240 as of January 1, 1994) or 15% of their compensation for the plan year. The Company made matching contributions to the Plan on behalf of participants in an amount equal to 100% of the first 1%, 75% of the second 1%, and 50% of the next 4%, of the employee's first 6% contribution. The Company's matching contributions will always be made in the form of Common Stock of the Company. Participants may elect to allocate their elective contribution to any of the Investment Funds (See INVESTMENT PROGRAMS) in increments of 25%. Additionally, this allocation may be revised or investment balances may be transferred by the participant upon notifying participant services by telephone. Each participant shall be fully vested in the Company's matching contributions allocable to their account in the event of retirement or other termination of employment on or after his or her 65th birthday, on account of disability, as defined, or by reason of death. 6 7 CONSOLIDATED STORES CORPORATION SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (Continued) PLAN DESCRIPTION -- CONTINUED - ----------------------------- A participant whose employment terminates under circumstances other than those described in the preceding paragraph will be vested in a portion of the Company's matching contribution based on years of service as follows:
Vested Years of Service Percentage --------------------------- ------------ Less than 2 -- At least 2 but less than 3 25 At least 3 but less than 4 50 At least 4 but less than 5 75 5 or more 100
The portion of the Company's matching contribution that is not fully vested will be forfeited at the time employment terminates. The Company has the right to terminate or amend the Plan at any time. In the event of termination, the Plan assets will be distributed to the participants, after payment of any expenses properly chargeable thereto, in proportion to their respective account balances. Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as a transfer to the Loan and Short Term Investment fund from the Participant investment funds. One loan per participant may be outstanding at any time and the loan term may not exceed 5 years. Loans are secured by the balance in the participant's account and bear interest at the prime rate plus 1% (rounded to the next 1/4%) as quoted in THE WALL STREET JOURNAL when the loan application is approved. Loan repayments, including interest, are through regular payroll deductions. Loan balance may be paid off at any time without penalty. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - ------------------------------------------ BASIS OF ACCOUNTING. The financial statements of the Plan are prepared on the accrual basis of accounting. INVESTMENTS. Investments are reflected in the accompanying statement of net assets available for benefits at market value, which is the valuation of the security or interest in an equity fund at year-end as determined by the quoted market price. NET APPRECIATION (DEPRECIATION) ON INVESTMENTS. Realized gains and losses are determined on a first-in, first-out basis utilizing a revalued cost which is calculated using beginning of the year market values, or purchase price if acquired during theyear. Unrealized appreciation (depreciation) of investments is calculated as the market value at the end of the year less the market value at the beginning of the year, or purchase price if acquired during the year. BENEFITS PAYABLE. As of December 31, 1994, net assets available for benefits included benefits of $41,410 due to participants who have withdrawn from participation in the Plan. 7 8 CONSOLIDATED STORES CORPORATION SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (Continued) TRUST AGREEMENT - --------------- Under a trust agreement, State Street Bank and Trust Company is responsible for investing the participants' contributions in the funds designated by each participant. In addition, the trustee processes and distributes all distributions from the Plan based on information provided by the Company. Administrative fees due under the trust agreement are paid by the Company. INVESTMENT PROGRAMS - ------------------- During the years ended December 31, 1994 and 1993, participants could direct their contributions to different funds of the Plan as described below: MERRILL LYNCH RETIREMENT PRESERVATION TRUST. The Merrill Lynch Preservation Trust (the "RP Trust") is a collective trust fund that invests primarily in Investment Contracts (GICs) and United States Government and United States Government Agency securities. The RP Trust invests a lesser portion of the portfolio in high quality, money market instruments. The RP Trusts primary objective is to achieve high current income consistent with preservation of capital and liquidity. Dividends are declared and invested daily. Mutual Funds - ------------ MERRILL LYNCH BASIC VALUE FUND, INC. The Merrill Lynch Basic Value Fund, Inc. (The "BV Fund") is a diversified, open-end, investment company seeking capital appreciation and, secondarily, income by investing in securities, primarily equities, that management of the BV Fund believes are undervalued and therefore represent basic investment value. The BV Fund seeks special opportunities in securities that are selling at a discount either from book values or historical price-earnings ratios, or seem capable of recoving from temporarily out of favor conditions. Particular emphasis is placed on securities which provide an above average dividend return and sell at below average price-earnings ratio. MERRILL LYNCH CAPITAL FUND, INC. The Merrill Lynch Capital Fund, Inc. (the "Capital Fund") seeks to achieve the highest total investment return consistent with prudent risk through a fully managed investment policy utilizing equity, debt and convertible securities. This permits management of the Capital Fund to vary investment policy based on evaluation of changes in economic and market trends. Total investment return is the aggregate of income and capital value changes. Consistent with this policy, the Capital Fund's portfolio may, at any given time, be invested substantially in equity securities, corporate bonds or money market securities. It is the expectation of the Capital Fund's management that, over a longer period, a major portion of the Capital Fund's portfolio will consist of equity securities of larger market capitalization, quality companies. 8 9 CONSOLIDATED STORES CORPORATION SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (Continued) INVESTMENT PROGRAMS -- CONTINUED - -------------------------------- Mutual Funds -- Continued - ------------------------- MERRILL LYNCH GLOBAL ALLOCATION FUND, INC. The Merrill Lynch Global Allocation Fund, Inc. ("Global Fund") is a non-diversified mutual fund seeking high total investment return, consistent with prudent risk, through a fully-managed investment policy utilizing United States and foreign equity, debt, and money market instruments, the combination of which will be varied from time to time both with respect to types of securities and markets in response to changing market and economic trends. Total investment return is the aggregate of capital value changes and income. The Global Fund may employ a variety of instruments and techniques to enhance income and to hedge against market and currency risk. Company Stock Fund - ------------------ CONSOLIDATED STORES CORPORATION STOCK FUND. Contributions are invested in Common Shares of Consolidated Stores Corporation. All employer matching contributions are made to this fund. TAX STATUS - ---------- The Plan and its Trust qualify for special tax treatment under Sections 401(a), 401(k), and 501(a) of the Internal Revenue Code of 1986, as amended. Qualification under these sections means the Plan is exempt from Federal income tax. Accordingly, no provision for Federal income taxes has been made in the accompanying financial statements. 9 10 CONSOLIDATED STORES CORPORATION SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT PROGRAM - ------------------------------------------------------- DECEMBER 31, 1994 ------------------------------------------------------------------------------------------------- LOAN AND NUMBER SHORT TERM RETIREMENT GLOBAL OF SHARES INVESTMENT PRESERVATION BASIC VALUE CAPITAL ALLOCATION COMPANY FUND TRUST FUND FUND FUND STOCK FUND TOTAL --------- ---------- ------------ ----------- ------- ---------- ---------- --------- ASSETS Consolidated Stores Corporation Common Shares 426,710 $ - $ - $ - $ - $ - $7,947,483 $7,947,483 Investment in Mutual Funds: Basic Value Fund 82,901 - - 1,852,842 - - - 1,852,842 Capital Fund 18,512 - - - 475,766 - - 475,766 Global Allocation Fund 55,915 - - - - 683,837 - 683,837 Investment in Money Market Funds 3,011,055 - 3,011,055 - - - - 3,011,055 Cash and temporary cash investments 2,704 2 - 2 - 37,062 39,770 Contribution receivable from Consolidated Store Corporation - - - - - 1,278,215 1,278,215 Participants - 25,485 14,424 4,636 6,659 25,944 77,148 Interest receivable 12 13,954 - - - 152 14,118 Loans receivable 1,155,355 - - - - - 1,155,355 Receivable from nonqualified plan - 23,514 40,173 14,369 36,755 101,524 216,335 ---------- ---------- ---------- -------- -------- ---------- ----------- 1,158,071 3,074,010 1,907,439 494,773 727,251 9,390,380 16,751,924 LIABILITIES Payable to plan participants - 16,350 11,109 2,566 3,311 8,074 41,410 Payable to others - - - - - 9,269 9,269 ---------- ---------- ---------- ------- -------- ---------- ----------- - 16,350 11,109 2,566 3,311 17,343 50,679 ---------- ---------- ---------- ------- -------- ---------- ----------- NET ASSETS $1,158,071 $3,057,660 $1,896,330 $492,207 $723,940 $9,373,037 $16,701,245 ========== ========== ========== ======== ======== ========= =========== DECEMBER 31, 1993 ------------------------------------------------------------------------------------------------- ASSETS Consolidated Stores Corporation Common Shares 344,152 $ - $ - $ - $ - $ - $6,840,014 $6,840,014 Investment in Mutual Funds: Basic Value Fund 63,400 - - 1,481,667 - - - 1,481,667 Capital Fund 10,533 - - - 294,621 - - 294,621 Global Allocation Fund 38,017 - - - - 502,583 - 502,583 Investment in Money Market Funds 2,289,869 - 2,289,869 - - - - 2,289,869 Cash and temporary cash investments 2,636 1 - - - 41,497 44,134 Contribution receivable from Consolidated Store Corporation - - - - - 1,340,569 1,340,569 Interest receivable 6 - - - - 86 92 Loans receivable 1,023,211 - - - - - 1,023,211 Receivable from nonqualified plan - 29,862 37,951 22,887 32,604 128,583 251,887 ---------- ---------- ---------- -------- -------- ---------- ----------- 1,025,853 2,319,732 1,519,618 317,508 535,187 8,350,749 14,068,647 LIABILITIES Payable to plan participant - 4,900 5,417 44 1,424 4,079 15,864 Payable to others - 8,894 3,835 1,395 1,433 38,335 53,892 ---------- ---------- ---------- ------- -------- ---------- ----------- - 13,794 9,252 1,439 2,857 42,414 69,756 ---------- ---------- ---------- ------- -------- ---------- ----------- NET ASSETS $1,025,853 $2,305,938 $1,510,366 $316,069 $532,330 $8,308,335 $13,998,891 ========== ========== ========== ======== ======== ========== =========== 10 11 CONSOLIDATED STORES CORPORATION SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (Continued) CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT PROGRAM - ------------------------------------------------------------------ DECEMBER 31, 1994 ------------------------------------------------------------------------------- LOAN AND SHORT TERM RETIREMENT BASIC GLOBAL INVESTMENT PRESERVATION VALUE CAPITAL ALLOCATION COMPANY FUND TRUST FUND FUND FUND STOCK FUND TOTAL ---------- ---------- ---------- -------- -------- ---------- ----------- INCREASES IN NET ASSETS: Participant contributions $ -- $ 938,461 $ 567,749 $215,509 $313,215 $1,015,471 $ 3,050,405 Company contribution -- -- -- -- -- 1,219,196 1,219,196 Interest 123 -- -- -- -- 904 1,027 Dividends -- 142,336 108,143 37,426 38,312 -- 326,217 Loan repayments, including interest 589,522 -- -- -- -- -- 589,522 ---------- ---------- ---------- -------- -------- ---------- ----------- TOTAL INCREASES 589,645 1,080,797 675,892 252,935 351,527 2,235,571 5,186,367 DECREASES IN NET ASSETS: Distributions to Plan participants -- 296,304 166,303 34,822 81,309 695,771 1,274,509 Loan distributions 650,500 -- -- -- -- -- 650,500 Net depreciation in fair value of investments -- -- 78,952 35,488 53,673 390,891 559,004 Interfund transfers -- net (193,073) 32,771 44,673 6,487 24,935 84,207 -- ---------- ---------- ---------- -------- -------- ---------- ----------- TOTAL DECREASES 457,427 329,075 289,928 76,797 159,917 1,170,869 2,484,013 ---------- ---------- ---------- -------- -------- ---------- ----------- NET INCREASE IN NET ASSETS 132,218 751,722 385,964 176,138 191,610 1,064,702 2,702,354 NET ASSETS -- Beginning of year 1,025,853 2,305,938 1,510,366 316,069 532,330 8,308,335 13,998,891 ---------- ---------- ---------- -------- -------- ---------- ----------- NET ASSETS -- End of year $1,158,071 $3,057,660 $1,896,330 $492,207 $723,940 $9,373,037 $16,701,245 ========== ========== ========== ======== ======== ========== ===========
11 12 CONSOLIDATED STORES CORPORATION SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT DECEMBER 31, 1994
Purchase Cost Market Value No. of -------------------------- ---------------------------- Shares/ Share/ Share/ Security Description Units Unit Total Unit Total - ------------------------------------------------- --------- ------- ---------- ------- ---------- COMPANY STOCK FUND - ------------------ Consolidated Stores Corporation Common Shares 426,710 $17.847 $7,615,399 $18.625 $7,947,483 MUTUAL FUNDS - ------------ Merrill Lynch Basic Value Fund 82,901 21.932 1,818,142 22.350 1,852,842 Merrill Lynch Global Allocation Fund 55,915 12.729 711,760 12.230 683,837 Merrill Lynch Capital Fund 18,512 27.234 504,163 25.700 475,766 MONEY MARKET FUNDS - ------------------ Merrill Lynch Retirement Preservation Trust 3,011,055 1.000 3,011,055 1.000 3,011,055
12 13 CONSOLIDATED STORES CORPORATION SAVINGS PLAN SCHEDULE OF REPORTABLE TRANSACTIONS IN EXCESS OF FIVE PERCENT OF CURRENT VALUE OF PLAN ASSETS YEAR ENDED DECEMBER 31, 1994
No. of Type/No. of Shares or Purchase Gain Security Description Transactions Units Cost Proceeds (Loss) - ----------------------------------- ------------ --------- -------- -------- ------- COMPANY STOCK FUND - ------------------ Consolidated Stores Corporation Common Shares Sale/87 42,883 $ 836,538 $702,488 $(134,050) Consolidated Stores Corporation Common Shares Purchase/103 125,441 2,212,311 -- -- MUTUAL FUNDS - ------------ Merrill Lynch Basic Value Fund Sale/64 9,008 210,760 210,975 215 Merrill Lynch Basic Value Fund Purchase/94 28,509 661,102 -- -- Merrill Lynch Global Allocation Fund Sale/53 10,356 137,346 137,317 (29) Merrill Lynch Global Allocation Fund Purchase/80 28,254 372,244 -- -- Merrill Lynch Capital Fund Sale/52 1,550 43,280 42,688 (592) Merrill Lynch Capital Fund Purchase/77 9,529 259,323 -- -- MONEY MARKET FUNDS - ------------------ Merrill Lynch Retirement Preservation Trust Sale/64 287,269 287,269 287,269 -- Merrill Lynch Retirement Preservation Trust Purchase/99 1,008,455 1,008,455 -- --
13 14 INDEPENDENT AUDITOR'S CONSENT ----------------------------- We consent to the incorporation by reference in (i) Registration Statement No. 33-42502 on Form S-8 pertaining to Consolidated Stores Corporation Director Stock Option Plan (ii) Registration Statement No. 33-42692 on Form S-8 pertaining to Consolidated Stores Corporation Supplemental Savings Plan (iii) Post Effective Amendment No. 2 to Registration Statement No. 33-6068 on Form S-8 pertaining to Consolidated Stores Corporation Executive Stock Option and Stock Appreciation Rights Plan (iv) Post Effective Amendment No. 1 to Registration Statement No. 33-19378 on Form S-8 pertaining to Consolidated Stores Corporation 1987 Restricted Stock Plan and (v) Post Effective Amendment No. 1 to Registration Statement No. 33-19309 on Form S-8 pertaining to Consolidated Stores Corporation Savings Plan of our report dated June 27, 1995, accompanying the financial statements of the Consolidated Stores Corporation Savings Plan on Form 10K/A Amendment No. 1 to the Annual Report on Form 10-K of Consolidated Stores Corporation for the fiscal year ended January 28, 1995. DELOITTE & TOUCHE LLP Dayton, Ohio June 27, 1995 14 15 SIGNATURES ---------- Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant and the administrators of the Plan have duly caused this amendment to its annual report on Form 10-K to be signed on its behalf by the undersigned hereunto duly authorized. CONSOLIDATED STORES CORPORATION By: /s/ William G. Kelley ------------------------------------ William G. Kelley, Chairman and Chief Executive Officer By: /s/ Michael J. Potter ------------------------------------ Michael J. Potter, Senior Vice President, Chief Financial Officer and Principal Accounting Officer CONSOLIDATED STORES CORPORATION SAVINGS PLAN By: /s/ M. Steven Bromet ------------------------------------ M. Steven Bromet, Senior Vice President Information Services Dated: June 27, 1995 15 -----END PRIVACY-ENHANCED MESSAGE-----