-----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, L8ZhA1dQS0G0uNsFwaJWAOUDH4mw5wjzfHD91m1TAX6lQ/l5eBGErSEXIfSDvxW4 CBeoaEHsZtf9WW6zsWfLTA== 0000792570-96-000007.txt : 19960624 0000792570-96-000007.hdr.sgml : 19960624 ACCESSION NUMBER: 0000792570-96-000007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19960504 FILED AS OF DATE: 19960621 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BAKER J INC CENTRAL INDEX KEY: 0000792570 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-SHOE STORES [5661] IRS NUMBER: 042866591 STATE OF INCORPORATION: MA FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-14681 FILM NUMBER: 96583693 BUSINESS ADDRESS: STREET 1: 555 TURNPIKE ST CITY: CANTON STATE: MA ZIP: 02021 BUSINESS PHONE: 6178289300 MAIL ADDRESS: STREET 1: P O BOX 231 CITY: HYDE PARK STATE: MA ZIP: 02136 10-Q 1 FOR THE QUARTER ENDED 05/04/96 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 May 4, 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 0-14681 J. BAKER, INC. (Exact name of registrant as specified in its charter) Massachusetts 04-2866591 (State of Incorporation) (I.R.S. Employer Identification Number) 555 Turnpike Street, Canton, Massachusetts 02021 (Address of principal executive offices) (617) 828-9300 (Registrant's telephone number, including area code) 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 (or for such period that the registrant was required to file such reports), and (2) has been subject to filing such reports for the past 90 days. YES [X] NO The number of shares outstanding of the registrant's common stock as of May 4, 1996 was 13,880,352. 1 J. BAKER, INC. AND SUBSIDIARIES Consolidated Balance Sheets May 4, 1996 (unaudited) and February 3, 1996 May 4, February 3, Assets 1996 1996 ------ -------- ------- Current assets: Cash and cash equivalents $ 1,545,371 $ 3,287,141 Accounts receivable: Trade, net 28,303,029 19,514,985 Other 3,008,729 3,219,862 ---------- ---------- 31,311,758 22,734,847 ---------- ---------- Merchandise inventories 316,462,108 285,703,289 Prepaid expenses 9,754,709 8,600,990 Income tax receivable - 7,236,732 Deferred income taxes 7,913,078 9,198,000 ----------- ----------- Total current assets 366,987,024 336,760,999 ----------- ----------- Property, plant and equipment, at cost: Land and buildings 25,064,423 25,064,423 Furniture, fixtures and equipment 118,506,277 115,099,770 Leasehold improvements 45,567,191 43,442,932 ----------- ----------- 189,137,891 183,607,125 Less accumulated depreciation 67,484,325 62,524,262 ----------- ----------- Net property, plant and equipment 121,653,566 121,082,863 ----------- ----------- Deferred income taxes 6,939,000 6,939,000 Other assets, at cost, less accumulated amortization 57,767,325 61,298,880 ----------- ----------- $553,346,915 $526,081,742 =========== =========== Liabilities and Stockholders' Equity Current liabilities: Current portion of long-term debt $ 1,500,000 $ 1,500,000 Accounts payable 101,388,982 105,113,721 Accrued expenses 17,770,710 25,066,874 ----------- ----------- Total current liabilities 120,659,692 131,680,595 ----------- ----------- Other liabilities 2,641,438 2,598,026 Long-term debt, net of current portion 172,000,000 133,000,000 Senior subordinated debt 2,922,386 4,412,711 Convertible subordinated debt 70,353,000 70,353,000 Stockholders' equity 184,770,399 184,037,410 ----------- ----------- $553,346,915 $526,081,742 =========== ===========
See accompanying notes to consolidated financial statements. 2 J. BAKER, INC. AND SUBSIDIARIES Statements of Consolidated Earnings For the quarters ended May 4, 1996 and April 29, 1995 (Unaudited) May 4, 1996 April 29, 1995 ----------- -------------- Sales $195,530,209 $231,384,692 Cost of sales 104,909,360 127,852,826 ----------- ----------- Gross profit 90,620,849 103,531,866 Selling, administrative and general expenses 79,284,091 93,101,690 Depreciation and amortization 7,208,503 6,971,000 ----------- ----------- Operating income 4,128,255 3,459,176 Net interest expense 2,777,695 2,422,523 ----------- ----------- Earnings before income taxes 1,350,560 1,036,653 Taxes on earnings 525,000 399,000 ----------- ----------- Net earnings $ 825,560 $ 637,653 ========== =========== Net earnings per common share: Primary $ 0.06 $ 0.05 ========== ========== Fully diluted $ 0.06 $ 0.05 ========== ========== Number of shares used to compute net earnings per common share: Primary 13,874,323 13,845,796 ========== ========== Fully diluted 13,941,926 13,968,470 ========== ========== Dividends declared per share $ 0.015 $ 0.015 ========== ==========
See accompanying notes to consolidated financial statements. 3 J. BAKER, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows For the quarters ended May 4, 1996 and April 29, 1995 (Unaudited) May 4, 1996 April 29, 1995 ----------- -------------- Cash flows from operating activities: Net earnings $ 825,560 $ 637,653 Adjustments to reconcile net earnings to net cash used in operating activities: Depreciation and amortization: Fixed assets 4,960,063 4,754,000 Deferred charges, intangible assets and deferred financing costs 2,258,115 2,228,968 Deferred income taxes 1,284,922 - Change in: Accounts receivable (8,576,911) (6,085,874) Merchandise inventories (30,758,819) (14,953,060) Prepaid expenses (1,153,719) (809,786) Accounts payable (3,724,739) (10,273,185) Accrued expenses (7,296,164) (4,500,432) Income taxes payable/receivable 7,236,732 (472,357) Other liabilities 73,328 3,905 ----------- ----------- Net cash used in operating activities (34,871,632) (29,470,168) ----------- ----------- Cash flows from investing activities: Capital expenditures for: Property, plant and equipment (5,530,766) (11,896,055) Other assets (459,801) (2,286,769) Payments received on notes receivable 1,713,000 - ----------- ------------- Net cash used in investing activities (4,277,567) (14,182,824) ----------- ----------- Cash flows from financing activities: Repayment of senior debt (1,500,000) - Proceeds from long-term debt 39,000,000 40,600,000 Proceeds from issuance of common stock 115,621 11,903 Payment of dividends (208,192) (207,700) ----------- ------------ Net cash provided by financing activities 37,407,429 40,404,203 ----------- ------------ Net decrease in cash (1,741,770) (3,248,789) Cash and cash equivalents at beginning of year 3,287,141 4,915,491 ----------- ----------- Cash and cash equivalents at end of period $ 1,545,371 $ 1,666,702 =========== =========== Supplemental disclosure of cash flow information Cash paid (received) for: Interest $ 1,528,273 $ 1,331,164 Income taxes 984,192 1,426,645 Income taxes refunded (8,315,483) - =========== ===========
See accompanying notes to consolidated financial statements 4 J. BAKER, INC. AND SUBSIDIARIES NOTES 1] The accompanying unaudited consolidated financial statements, in the opinion of management, include all adjustments (which consist only of recurring accruals) necessary for a fair presentation of the Company's financial position and results of operations. The results for the interim periods are not necessarily indicative of results that may be expected for the entire fiscal year. 2] Primary earnings per share is based on the weighted average number of shares of Common Stock outstanding during such period. Stock options and warrants are excluded from the calculation since they have less than a 3% dilutive effect. Fully diluted earnings per share is based on the weighted average number of shares of Common Stock outstanding during such period. Included in this calculation is the dilutive effect of stock options and warrants. The common stock issuable under the 7% convertible subordinated notes were not included in the calculation for the quarters ended May 4, 1996 and April 29, 1995 because they were antidilutive. 3] On May 22, 1996, the Company announced that it had agreed with Bain Capital ("Bain") to terminate their letter of intent executed on April 19, 1996 with respect to the proposed sale of the Company's SCOA division to an entity which was to be formed by Bain along with Dennis B. Tishkoff, SCOA's president, and division management. The Company intends to continue its efforts to sell the SCOA division on terms satisfactory to the Company. Sales in the Company's SCOA division were $44.7 million for the quarter ended May 4, 1996. 4] On September 5, 1995, the Company announced its intent to dispose of its Fayva footwear division by the end of fiscal 1996. When the Company acquired Morse in early 1993, it did so primarily for the strategic fit of the Morse and Baker licensed footwear divisions. In addition, the Company believed, at that time, that it could improve the operations of Morse's Fayva division. Fayva's profitability had suffered in the years prior to the Company's acquisition of Morse due, in part, to the financial difficulties of Morse. The Company believed that by bringing additional financial resources to Fayva, along with making divisional management changes, it could restore the division to profitability. However, after operating Fayva for two and one half years, the Company decided to dispose of Fayva due to the continued operating losses generated by the division, along with Fayva's declining market share in an already crowded discount retail footwear industry. During the third quarter of fiscal 1996, the Company recorded restructuring charges of $69.3 million ($41.6 million or $3.00 per share on an after tax basis) related to the disposal of Fayva. Such charges include the costs to exit from and dispose of the Fayva division, including the loss on the disposal of inventory, severance payments, the write off of fixed assets and the costs to dispose of store leases. Accrued at May 4, 1996 are costs of $5.2 million, primarily related to lease termination costs, which are expected to be paid by the end of fiscal 1997. As part of its Fayva exit strategy, the Company engaged a third party to maximize the Company's net recovery from the liquidation of the Fayva inventory. All of Fayva's inventory was liquidated by the end of fiscal 1996. The Company also hired a consultant to mitigate the disposition costs of the Fayva store leases. Sales in the Company's Fayva division for the quarter ended April 29, 1995 and fiscal year ended February 3, 1996 were $37.3 million and $106.0 million, respectively. 5] On June 23, 1995, Bradlees Stores, Inc. ("Bradlees"), a licensor of the Company, filed for protection under Chapter 11 of the United States Bankruptcy Code. At the time of the bankruptcy filing, the Company had outstanding accounts receivable of approximately $1.8 million due from Bradlees. Under bankruptcy law, Bradlees has the option of continuing (assuming) the existing license agreement with the Company or terminating (rejecting) that agreement. If the license agreement is assumed, Bradlees must cure all defaults under the agreement and the Company will collect in full the outstanding past due receivable. The Company has no assurance that the agreement will be assumed or that Bradlees will continue in business. Although the Company believes that the rejection of the license agreement or the cessation of Bradlees' business is not probable, in the event that the agreement is rejected or Bradlees does not continue in business, the Company believes it will have a substantial claim for damages. If such a claim is necessary, the amount realized by the Company, relative to the carrying values of the Company's Bradlees-related assets, will be based on the relevant facts and circumstances. The Company does not expect this filing under the Bankruptcy Code to have a material adverse effect on future earnings. The Company's sales in the Bradlees chain for the quarter ended May 4, 1996 were $12.2 million. 5 6] On October 18, 1995, Jamesway Corporation ("Jamesway"), then a licensor of the Company, filed for protection under Chapter 11 of the United States Bankruptcy Code and announced its intention to liquidate its inventory, fixed assets and real estate and to cease operation of its business in all of its 90 stores. During the quarter ended February 3, 1996, the Company participated in Jamesway's going out of business sales and liquidated substantially all of its footwear inventory in the 90 Jamesway stores during the going out of business sales. At the time of the bankruptcy filing, the Company had outstanding accounts receivable of approximately $1.4 million due from Jamesway. Since Jamesway ceased operation of its business, the Company believes that rejection of its license agreement is probable and has asserted a substantial claim for damages. The Company does not expect the closing of the Jamesway stores to have a material adverse effect on future earnings. The Company's sales in the Jamesway chain for the quarter ended April 29, 1995 and fiscal year ended February 3, 1996 were $5.6 million and $24.3 million, respectively. 7] On November 10, 1993, a federal jury in Minneapolis, MN returned a verdict assessing royalties of $1,550,000, and additional damages of $1,500,000 against the Company in a patent infringement suit brought by Susan Maxwell with respect to a device used to connect pairs of shoes. Certain post trial motions were filed by Susan Maxwell seeking treble damages, attorney's fees and injunctive relief, which motions were granted on March 10, 1995. Judgment was entered for Maxwell. The Company appealed the judgment. On June 11, 1996, the United States Court of Appeals for the Federal Circuit reversed the trial court's findings in part, affirmed the trial court's findings in part and vacated the award to Maxwell of treble damages, attorney's fees and injunctive relief. The case has been remanded to the trial court for a redetermination of damages consistent with the opinion of the appellate court. A complaint was also filed by Susan Maxwell in November, 1992 against Morse Shoe, Inc. ("Morse"), a subsidiary of the Company, alleging infringement of the patent referred to above. The Morse trial was stayed pending the outcome of the J. Baker appeal. In light of the decision of the appeal court, a trial date may be set in the next several months. 6 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. All references herein to fiscal 1997 and fiscal 1996 relate to the years ending February 1, 1997 and February 3, 1996, respectively. Results of Operations First Quarter Fiscal 1997 versus First Quarter Fiscal 1996 Net sales decreased by $35.9 million to $195.5 million in the first quarter of fiscal 1997 from $231.4 million in the first quarter of fiscal 1996. Sales in the Company's footwear operations decreased by $46.5 million primarily due to a $37.3 million sales decrease in the Company's Fayva division (which is the result of the closing of all 357 Fayva stores in the third quarter of fiscal 1996), a 3.7% decrease in comparable retail footwear store sales (Comparable retail footwear store sales increases/decreases are based upon comparisons of weekly sales volume in licensed departments and Parade of Shoes stores which were open in corresponding weeks of the two comparison periods), and a decrease in the number of discount licensed shoe departments in operation during the first quarter of fiscal 1997 versus the first quarter of fiscal 1996 (which was due in large part to Jamesway ceasing operations). Sales in the Company's apparel operations increased by $10.6 million primarily due to an increase in the number of Casual Male Big & Tall stores and Work 'n Gear stores in operation during the first quarter of fiscal 1997 over the first quarter of fiscal 1996 and a 4.9% increase in comparable specialty apparel store sales. (Comparable apparel store sales increases/decreases are based upon comparisons of weekly sales volume in Casual Male Big & Tall stores and Work 'n Gear stores which were open in corresponding weeks of the two comparison periods.) Cost of sales constituted 53.7% of sales in the first quarter of fiscal 1997 as compared to 55.3% of sales in the first quarter of fiscal 1996. Cost of sales in the Company's footwear operations was 55.1% of sales in the first quarter of fiscal 1997 as compared to 56.6% of sales in the first quarter of fiscal 1996. The decrease in such percentage was primarily attributable to lower markdowns as a percentage of sales partially offset by a lower initial markup on merchandise purchases. Cost of sales in the Company's apparel operations was 50.6% of sales in the first quarter of fiscal 1997 which was comparable to the 50.7% of sales in the first quarter of fiscal 1996. Selling, administrative and general expenses decreased $13.8 million or 14.8% in the first quarter of fiscal 1997 as compared to the first quarter of fiscal 1996 primarily due to the closing of all 357 stores in the Company's Fayva division in the third quarter of fiscal 1996. As a percentage of sales, selling, administrative and general expenses were 40.5% in the first quarter of fiscal 1997 as compared to 40.2% in the first quarter of fiscal 1996 primarily due to the relative increase in sales in the Company's apparel operations, which have higher selling, administrative and general expenses as a percentage of sales than the Company's footwear operations. Selling, administrative and general expenses in the Company's footwear operations were 39.5% of sales in the first quarter of fiscal 1997 as compared to 39.4% of sales in the first quarter of fiscal 1996. This increase was primarily the result of the decline in comparable retail footwear store sales. Selling, administrative and general expenses in the Company's apparel operations were 42.8% of sales in the first quarter of fiscal 1997 as compared to 43.0% in the first quarter of fiscal 1996. This decrease was primarily the result of the increase in comparable apparel store sales. Depreciation and amortization expense increased by $238,000 in the first quarter of fiscal 1997 as compared to the first quarter of fiscal 1996 due to an increase in depreciable and amortizable assets. This increase was partially offset by the write-off of furniture, fixtures and leasehold improvements as a result of the closing of the Company's Fayva division in the third quarter of fiscal 1996. As a result of the above described effects, the Company's operating income increased by 19.3% to $4.1 million in the first quarter of fiscal 1997 from $3.5 million in the first quarter of fiscal 1996. As a percentage of sales, operating income was 2.1% in the first quarter of fiscal 1997 as compared to 1.5% in the first quarter of fiscal 1996. Net interest expense increased $355,000 to $2.8 million in the first quarter of fiscal 1997 from $2.4 million in the first quarter of fiscal 1996 primarily due to higher rates on borrowings. 7 Taxes on earnings for the first quarter of fiscal 1997 were $525,000 yielding an effective tax rate of 38.9%, as compared to taxes of $399,000, yielding an effective tax rate of 38.5% in the first quarter of fiscal 1996. Net earnings for the first quarter of fiscal 1997 were $826,000 as compared to net earnings of $638,000 in the first quarter of fiscal 1996, an increase of 29.5%. Financial Condition May 4, 1996 versus February 3, 1996 The increase in accounts receivable at May 4, 1996 from February 3, 1996 is primarily due to seasonal factors, licensed sales in April being higher than licensed sales in January. Merchandise inventories at May 4, 1996 were higher than at February 3, 1996 primarily due to a seasonal increase in the average inventory level per location. The decrease in income tax receivable is due to receipt of the estimated federal income tax refund recorded at February 3, 1996 which related to the federal income tax carryback benefits resulting from the disposal of the Fayva division. The decrease in other assets is primarily due to the recording of amortization expense and collections on notes receivable in the first quarter of fiscal 1997. The ratio of accounts payable to merchandise inventory was 32.0% at May 4, 1996 as compared to 36.8% at February 3, 1996. This decrease is primarily due to seasonal factors. The ratio of accounts payable to merchandise inventory was 31.7% at April 29, 1995. Accrued expenses at May 4, 1996 decreased from the balance at February 3, 1996 primarily due to payments of costs related to the disposal of the Fayva division. Debt increased $37.5 million to $245.3 million at May 4, 1996 from $207.8 million at February 3, 1996 primarily due to additional borrowings under the Company's revolving line of credit to meet seasonal working capital needs and to fund capital expenditures. Liquidity and Capital Resources The Company currently has a $240 million revolving credit facility on an unsecured basis with Fleet National Bank of Massachusetts, The First National Bank of Boston, NatWest Bank N.A., The Yasuda Trust and Banking Co., Ltd., Bank Hapoalim B.M., National City Bank, Columbus, Standard Chartered Bank and Citizens Savings Bank (the "Banks"). As amended to date, the aggregate commitment amount will be reduced by $10 million on December 29, 1996. Borrowings under the revolving credit facility bear interest at variable rates and, at the discretion of the Company, can be in the form of loans, bankers' acceptances and letters of credit. This facility expires in June, 1997. Consistent with prior practices, the Company will attempt to extend or renegotiate the revolving credit facility prior to the end of fiscal 1997. As of May 4, 1996, the Company had outstanding obligations under the revolving credit facility of $217.9 million, consisting of loans, obligations under bankers' acceptances and letters of credit. 8 Following is a table showing actual and planned store openings by division for fiscal 1997: Actual Openings Planned Openings Total First Second - Fourth Actual/Planned Division Quarter Fiscal 1997 Quarters Fiscal 1997 Openings -------- ------------------- -------------------- -------- Licensed 35 45 80 Parade of Shoes 42 0 42 Casual Male 26 18 44 Work 'n Gear 0 0 0
Offsetting the above actual and planned store openings, the Company closed 64 licensed departments, 3 Casual Male stores, 7 Parade of Shoes stores and 2 Work 'n Gear stores during the first quarter of fiscal 1997. The Company has plans to close approximately an additional 98 licensed departments during the second through fourth quarters of fiscal 1997, 49 of which are due to the termination of the license agreement at the end of the second quarter with Younkers, Inc. ("Younkers"), a licensor of the SCOA division. Also, the Company plans to close approximately 2 Casual Male stores, 4 Parade of Shoes stores and 1 Work 'n Gear store during the second through fourth quarters of fiscal 1997. The information on store openings and closings reflects management's current plans and should not be interpreted as an assurance of actual future developments. The Company believes that amounts available under its revolving credit facility, along with internally generated funds, will be sufficient to meet its operating and capital requirements under ordinary circumstances through the end of the current fiscal year. 9 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) The Exhibits in the Exhibit Index are filed as part of this report. (b) No reports on Form 8-K were filed by the registrant during the quarter for which this report is filed. 10 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. J. BAKER, INC. By:/s/Alan I. Weinstein Alan I. Weinstein Senior Executive Vice President and Principal Financial Officer Date: Canton, Massachusetts June 14, 1996 By:/s/Philip Rosenberg Philip Rosenberg First Senior Vice President, Treasurer and Corporate Controller (Chief Accounting Officer) Date: Canton, Massachusetts June 14, 1996 11 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ------------------- EXHIBITS Filed with Quarterly Report on Form 10-Q of J. BAKER, INC. 555 Turnpike Street Canton, MA 02021 For the Quarter ended May 4, 1996 12 EXHIBIT INDEX Exhibit Page No. - ------- -------- 10. Material Contracts (.01) Amendment to Employment Agreement between Stuart M. Needleman * and J. Baker, Inc., dated April 5, 1996, attached. 11. Computation of Primary and Fully Diluted Earnings Per Share, attached. * 27. Financial Data Schedule **
* Included herein ** This exhibit has been filed with the Securities and Exchange Commission as part of J. Baker, Inc.'s electronic submission of this Form 10-Q under EDGAR filing requirements. It has not been included herein. 13 EX-11 2 COMPUTATION OF EARNINGS EXHIBIT 11 J. BAKER, INC. AND SUBSIDIARIES Computation of Primary and Fully Diluted Earnings Per Share* (Unaudited) Quarter Ended May 4, April 29, 1996 1995 -------- ------ PRIMARY: Net Earnings $ 825,560 $ 637,653 ========== ========== Weighted average number of common shares outstanding 13,874,323 13,845,796 ========== ========== Earnings Per Share $0.060 $0.046 ========== ========== ASSUMING FULL DILUTION: Net Earnings $ 825,560 $ 637,653 ========= =========== Weighted average number of common shares outstanding 13,874,323 13,845,796 Dilutive effect of outstanding stock options 67,603 122,674 --------- ---------- Weighted average number of common shares as adjusted 13,941,926 13,968,470 ========== ========== Earnings per share $0.059 $0.046 ========== ==========
* This calculation is submitted in accordance with Item 601(b)(11) of Regulation S-K. 14 EX-10 3 AMENDMENT TO EMPLOYMENT AGREEMENT EXHIBIT 10.01 THIRD AMENDMENT TO EMPLOYMENT AGREEMENT DATED MARCH 25, 1993 Reference is made to the Executive Employment Agreement dated as of November 1, 1993, as amended by an Amendment dated February 8, 1995 and a Second Amendment dated November 1, 1995 (the "Agreement") by and between J. Baker, Inc. and Stuart Needleman. Pursuant to paragraph 19 of the Agreement and in order to further amend certain provisions of the Agreement, the Agreement is hereby amended as follows: 1. Paragraph 6 of the Agreement is hereby amended by deleting the phrase "ending on April 1, 1996" in the fifth line thereof and inserting in its place the phrase "ending on April 1, 1997". 2. All other terms of the Agreement shall remain unchanged and continue in full force and effect. J. BAKER, INC. By:/s/ Jerry M. Socol April 5, 1996 --------------------------- ------------- Jerry M. Socol Date President and Chief Executive Officer /s/ Stuart M. Needleman April 5, 1996 - ---------------------------- ------------- Stuart Needleman Date 15 EX-27 4 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS OF J. BAKER, INC. FOR THE QUARTER ENDED MAY 4, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS FEB-01-1997 MAY-04-1996 1,545,371 0 34,421,063 3,109,305 316,462,108 366,987,024 189,137,691 67,484,325 553,346,915 120,659,692 245,275,386 0 0 6,940,112 177,830,287 553,346,915 195,530,209 195,530,209 104,909,360 104,909,360 0 0 2,777,695 1,350,560 525,000 825,560 0 0 0 825,560 0.06 0.06
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