-----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, RFnaTdqROEkJn3bPZ5mLkohKhj2AsLLDq2IG7hY7IaEWsEA+CD4ZXtQBwgcZVDQE R5hzuVYn+scWwOI3Zw7A3Q== 0000060667-94-000021.txt : 19940914 0000060667-94-000021.hdr.sgml : 19940914 ACCESSION NUMBER: 0000060667-94-000021 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 11 CONFORMED PERIOD OF REPORT: 19940731 FILED AS OF DATE: 19940912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LOWES COMPANIES INC CENTRAL INDEX KEY: 0000060667 STANDARD INDUSTRIAL CLASSIFICATION: 5211 IRS NUMBER: 590620505 STATE OF INCORPORATION: NC FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-07898 FILM NUMBER: 94548719 BUSINESS ADDRESS: STREET 1: PO BOX 1111 CITY: NORTH WILKESBORO STATE: NC ZIP: 28656 BUSINESS PHONE: 9196514000 MAIL ADDRESS: STREET 1: PO BOX 1111 CITY: NORTH WILKESBORO STATE: NC ZIP: 28656 10-Q 1 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, 1994 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 1-7898 LOWE'S COMPANIES, INC. (Exact name of registrant as specified in its charter) NORTH CAROLINA 56-0578072 (State of other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) P.O. BOX 1111, NORTH WILKESBORO, N.C. 28656 (Address of principle executive offices) (Zip Code) (919) 651-4000 (registrant's telephone number, including area code) NONE (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 preceeding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO . Indicate the number of shares outstanding of each issuer's classes of common stock, as of the latest practicable date. Class Outstanding at August 31, 1994 Common Stock, $.50 par value 159,158,501 14 TOTAL PAGES EX-1 2 LOWE'S COMPANIES, INC. INDEX PART I Financial Information: Page No. Consolidated Condensed Balance Sheets July 31, 1994 and January 31, 1994. 3 Consolidated Condensed Statements of Current and Retained Earnings three months and six months ended July 31, 1994 and 1993. 4 Consolidated Condensed Statements of Cash Flows three months and six months ended July 31, 1994 and 1993. 5 Notes to Consolidated Condensed Financial Statements. 6 - 7 Management's Discussion and Analysis of Results of Operations and Financial Condition. 8 - 10 Independent Accountants' Report. 11 PART II Other Information Item 6 (a) - Exhibits. Exhibit Computation of per share earnings 12 Exhibit Financial Data Schedule 13 Item 6 (b) - Reports on Form 8-K. 14 EX-2 3 Consolidated Condensed Balance Sheets Lowe's Companies, Inc. and Subsidiary Companies Dollars in thousands July 31, January 31, 1994 1994 ___________ ____________ Assets ________ Current assets:
Cash and cash equivalents $246,181 $73,253 Short-term investments 185,551 35,215 Accounts receivable - net 97661 53,301 Merchandise inventory 941714 853,707 Other assets 38,819 68,431 ____________ ____________ Total current assets 1509926 1083907 Property, less accumulated depreciation 1159408 1,020,234 Long-term investments 42447 40,408 Other assets 57993 57,099 ____________ ____________ Total assets $2,769,774 $2,201,648 Liabilities and Shareholders' Equity Current liabilities: Current maturities of long-term debt $33,916 $49,547 Short-term notes payable 1952 2,281 Accounts payable 516141 467,278 Employee retirement plans 35418 34,422 Accrued salaries and wages 44680 45,883 Other current liabilities 135622 81,765 ____________ ____________ Total current liabilities 767729 681176 Long-term debt, excluding current maturitie 628856 592,333 Deferred income taxes 32281 26,165 Accrued store restructuring costs 20,204 28,305 ____________ ____________ Total liabilities 1449070 1327979 ____________ ____________ Shareholders' equity Common stock - $.50 par value; Page 1 &F Issued and Outstanding July 31, 1994 159,045,775 January 31, 1994 147,886,770 79523 73,943 Capital in excess of par 537402 202,962 Unearned compensation-restricted stock awar -2672 Retained earnings 706782 596,764 Unrealized holding losses for available-for -331 ____________ ____________ Total shareholders' equity 1320704 873669 ___________ ____________ Total liabilities and shareholders' equity $2,769,774 $2,201,648 See accompanying notes to consolidated condensed financial statements and Independent Accountants' Report.
EX-3 4 Consolidated Condensed Statements of Current and Retained Earnings Lowe's Companies, Inc. and Subsidiary Companies Dollars In Thousands, Except Per Share Data Three months ended Six months ended July 31, 19 July 31, 1993 July 31, 199 July 31, 1993 Current Earnings Amount Percent Amount Percent Amount Percent Amount Percent
Net sales 1,647,019 100.00 1,241,691 100.00 3,044,027 100.00 2,233,803 100.00 Cost of sales 1,243,459 75.50 949,211 76.45 2,303,759 75.68 1,707,156 76.42 Gross margin 403,560 24.50 292,480 23.55 740,268 24.32 526,647 23.58 Expenses: Selling, general and administrative 239,790 14.55 183,751 14.78 446,004 14.65 340,413 15.24 Store opening costs 7,345 0.45 6,520 0.53 14,737 0.48 9,449 0.42 Depreciation 26,174 1.59 19,484 1.57 50,162 1.65 38,171 1.71 Employee retirement plans 13,135 0.80 10,629 0.86 24,246 0.80 19,435 0.87 Interest 7,345 0.45 3,545 0.29 15,728 0.52 7,370 0.33 Total expenses 293,789 17.84 223,929 18.03 550,877 18.10 414,838 18.57 Pre-tax earnings 109,771 6.66 68,551 5.52 189,391 6.22 111,809 5.01 Income tax provision 38,420 2.33 23,591 1.90 66,287 2.18 37,401 1.68 Net earnings 71,351 4.33 44,960 3.62 123,104 4.04 74,408 3.33 Shares outstanding (weighted average) 152,576 147,305 150,417 146,952 Earnings per common & common equivalent share 0.47 0.31 0.82 0.51 Earnings per common share - assuming full dilution 0.45 0.30 0.79 0.51 Balance at beginning of period 642,587 512,492 596,764 489,033 Net earnings 71,351 44,960 123,104 74,408 Cash dividends (7,156) (5,886) (13,086) (11,745) Stock Split 0 (170) 0 (300) Balance at end of period 706,782 551,396 706,782 551,396 See accompanying notes to consolidated condensed financial statements and Independent Accountants' Report. Page 1 &F
EX-4 5 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS Lowe's Companies, Inc. and Subsidiary Companies Dollars in Thousands For the six months ended July 31 ____________________________________ 1994 1993
Cash Flows From Operating Activities: Net Earnings 123,104 74,408 Adjustments to Reconcile Net Earnings to Net Cash Provided By (Used In) Operating Activities: Depreciation 50,162 38,171 Amortization of Original Issue Discount 1,572 0 Increase (Decrease) in Deferred Income Taxes 5,610 (904) Loss on Disposition/Writedown of Fixed and Other Assets 2,798 3,508 Decrease (Increase) in Operating Assets: Accounts Receivable - Net (44,360) (23,125) Merchandise Inventory (88,007) (147,461) Other Operating Assets 29,479 (9,480) Increase (Decrease) in Operating Liabilities: Accounts Payable 48,863 14,458 Employee Retirement Plans 20,996 17,543 Accrued Store Restructuring (4,348) (4,380) Other Operating Liabilities 45,806 30,919 Net Cash Provided by (Used in) Operating Activities 191,675 (6,343) Cash Flows from Investing Activities: Decrease (Increase) in Investment Assets: Short-Term Investments (150,452) (82,935) Purchases of Long-Term Investments (13,800) (9,750) Proceeds from Sale/Maturity of Long-Term Investments 11,368 3,284 Other Long-Term Assets (1,663) 976 Fixed Assets Acquired (161,051) (137,387) Proceeds from the Sale of Fixed and Other Long-Term Assets 5,184 7,956 Net Cash Used in Investing Activities (310,414) (217,856) Cash Flows from Financing Activities: Sources: Long-Term Debt Borrowings 500 281,915 Net Decrease in Short-Term Borrowings (329) (275) Net Proceeds from Issuance of Common Stock 316,193 Stock Options Exercised 916 586 Total Financing Sources 317,280 282,226 Uses: Repayment of Long-term Debt (19,606) (2,150) Cash Dividend Payments (5,929) (11,745) Common Stock Purchased for Retirement (78) Total Financing Uses (25,613) (13,895) Net Cash Provided by Financing Activities 291,667 268,331 Net Increase in Cash and Cash Equivalents 172,928 44,132 Cash and Cash Equivalents, Beginning of Period 73,253 48,949 Cash and Cash Equivalents, End of Period 246,181 93,081 See accompanying notes to consolidated condensed financial statements and Independent Accountants' Report. Page 1 &F
EX-4 6 -6- Lowe's Companies, Inc. and Subsidiary Companies Notes to Consolidated Condensed Financial Statements
Note 1:The accompanying Consolidated Condensed Financial Statements (unaudited) have been reviewed by an independent Certified Public Accountant, and in the opinion of management, they contain all adjustments necessary to present fairly the financial position as of July 31, 1994, and the results of operations for the three-month and six- month periods ended July 31, 1994 and 1993, and the cash flows for the six-month periods ended July 31, 1994 and 1993. Note 2:The results of operations for the six-month periods ended July 31, 1994 and 1993 are not necessarily indicative of the results to be expected for the full year. Note 3:Interest and loan expense is net of interest income of $2,444,000 and $1,075,000 for the three-month periods ended July 31, 1994 and 1993, respectively, and $3,638,000 and $1,749,000 for the six month periods ended July 31, 1994 and 1993, respectively. In addition, interest on construction in progress was capitalized in the amount of $882,000 and $906,000 for the three-month periods ended July 31, 1994 and 1993, respectively, and $1,601,000 and $1,716,000 for the six-month periods ended July 31, 1994 and 1993, respectively. Note 4:If the FIFO method of inventory accounting had been used, inventories would have been $72,224,000 higher at July 31, 1994 and $64,541,000 higher at January 31, 1994. Note 5:Stock options exercised consisted of 26,200 and 57,400 shares resulting in proceeds of $167,000 and $294,000 for the three-month periods ended July 31, 1994 and 1993, respectively, and 110,800 and 107,620 shares resulting in proceeds of $916,000 and $586,000 for the six-month periods ended July 31, 1994 and 1993, respectively. Note 6:Property is shown net of accumulated depreciation of $331,422,000 at July 31, 1994 and $296,788,000 at January 31, 1994. Note 7:Supplemental disclosures of cash flow information: Six months ended July 31 1994 1993 Cash paid for interest (net of capitalized) $19,808,000 $9,238,000 Cash paid for income taxes 52,996,000 29,603,000 Non-cash investing and financing activities: Common stock issued to ESOP 20,000,000 18,249,000 Fixed assets acquired under capital lease 38,435,000 4,169,000 Common stock issued to executives and directors 2,981,000 Conversion of debt to common stock 10,000 Note 8:On January 31, 1994, the Board of Directors authorized the funding of the Fiscal 1994 ESOP contribution primarily with the issuance of new shares of the Company's common stock. During the first half of Fiscal 1994, the Company issued 605,223 shares with a market value of $20.0 million. The remaining shares will be issued by the end of the third quarter. Page 1 &F -7- Note 9:On January 10, 1994, the Company filed with the Securities and Exchange Commission a shelf registration statement covering $500 million of "unallocated" debt or equity securities. The shelf registration enables the Company to issue common stock, preferred stock, senior unsecured debt securities or subordinated unsecured debt securities from time to time. On June 27, 1994, the Company sold 10,350,000 shares of common stock under the shelf registration discussed above. The Company received proceeds, net of the underwriting discount, of $316,193,000. The proceeds will be used to finance the Company's large store expansion program and for general corporate purposes. Note 10:During the second quarter, the Company purchased interest rate caps on its interest rate swap agreements. The caps limit the Company's floating interest rate exposure to approximately 75 basis points over the fixed rate received in the agreements. The costs of the caps are amortized over the life of the agreements. Note 11:During the first quarter of Fiscal 1994, $10,000 principal of the Company's 3% Convertible Subordinated Notes were converted into 382 shares of the Company's common stock. Note 12:Costs associated with the relocation and closing of stores during the three months and six months ended July 31, 1994, which were recognized through the restructuring charge in Fiscal 1991, totaled $6,176,000 and $10,860,000, respectively. Comparable costs incurred during the three months and six months ended July 31, 1993 were $2,379,000 and $4,381,000, respectively. Note 13:Unearned Compensation - Restricted Stock Awards of $2,672,000 included in Shareholders' Equity on the balance sheet is the result of stock grants totaling 95,000 shares made to certain executives and directors. The amount will be amortized as earned over periods not exceeding seven years. Note 14:The Company considers its debt and equity securities portfolio, presented herein as both long and short-term investments, to be available for sale under the provisions of Statement of Financial Accounting Standards (SFAS) No. 115. At July 31, 1994, the unrealized holding loss on available-for-sale securities was $331,000. Note 15:Earnings per common and common equivalent share is computed based upon the weighted average number of common shares outstanding during the period plus the dilutive effect of common shares contingently issuable from stock options. Earnings per common share - assuming full dilution reflects the potential dilutive effect of dilutive common share equivalents and the Company's 3% Convertible Subordinated Notes issued July 22, 1993. These notes are due July 22, 2003.
EX-5 7 -8- MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
RESULTS OF OPERATIONS Results of operations for the second quarter ended July 31, 1994, improved on the record results of the first quarter. Quarterly sales were up 33% to a record $1.647 billion. Comparable store sales, representing an average of 251 stores in the quarter, were up 13%. Net earnings increased 59% to $71.351 million. Earnings per share (fully diluted) were $.45 compared to $.30 in the comparable quarter of last year. The earnings increase is attributable to a managed increase in margins of 38% and the leveraging of expenses that increased only 31% relative to the 33% sales increase. For the six months ended July 31, 1994, sales were up 36% to $3.044 billion and net earnings were up 65% to $123.104 million. Earnings per share (fully diluted) were $.79 compared to $.51 for the first six months last year. Sales in the second quarter were enhanced by the addition of 4.4 million square feet of retail selling space at new and existing locations since last year's second quarter. Selling prices of lumber and plywood were about 9% higher than in last year's second quarter; however prices were lower on average in most other categories. In net, changing prices accounted for about 2% of the quarter's sales increase. Gross margin was 24.50% of sales for the quarter ended July 31, 1994, versus 23.55% in last year's quarter. For the six months ended July 31, 1994, gross margin was 24.32%, compared with the prior year's 23.58%. The increase in gross margin percentage in the quarter was primarily the result of favorable changes in our product mix. The successful implementation of our Everyday Competitive Pricing strategy is self-evident as customers are buying with confidence every day, increasing sales and margin dollars. Selling, general and administrative expenses (SG&A) were $239.8 million for the quarter ended July 31, 1994, a 30% increase over last year's second quarter. We experienced positive leverage however, as SG&A dropped from 14.78% of sales to 14.55% due to the 33% sales increase. For the six months ended July 31, 1994, SG&A was up 31% but declined as a percentage of sales from 15.24% to 14.65%. The positive leverage came from several factors. The increase in store salaries (excluding those in opening costs) was 31%, due primarily to the staffing requirements for our new and relocated stores, compared to our 33% sales gain. General office salaries rose just 17% and advertising rose 20%, both providing positive leverage. These same factors account for the six month improvement relative to sales. For the quarter ended July 31, 1994, store opening costs were $7.3 million versus $6.5 million last year, representing costs associated with the opening of 10 stores this year (7 new and 3 relocated) compared to 16 stores in last year's second quarter (6 new and 10 relocated). Store opening costs averaged $430,000 per project for the second quarter of 1993 and $700,000 per project in 1994. Advertising and staff training expenditures have been accelerated, as we now have a training coordinator in every new store. For the six months ended July 31, 1994, store opening costs were $14.7 million versus $9.4 million last year representing costs associated with the opening of 21 stores this year (13 new and 8 relocated) versus 23 stores last year (9 new and 14 relocated). -9- Depreciation was $26.2 million for the quarter ended July 31, 1994, and $50.2 million for the six months ended July 31, 1994, increases of 34% and 31% over the comparable periods last year, respectively. The increases are due primarily to fixtures, displays and computer equipment for our store expansion program. Employee retirement plans expense increased 24% to $13.1 million for the three months ended July 31, 1994, due to a 29% increase in total salaries offset by a lower percentage of employees qualifying for the plans, both of which are positive in relation to the quarter's 33% sales gain. For the six months ended July 31, 1994, employee retirement plans expense was up 25%. Interest expense increased $8.4 million to $15.7 million for the six months ended July 31, 1994. This is the result of an increase of $4.6 million in the first quarter and an increase of $3.8 million in the second quarter. The increases are primarily due to interest on our convertible notes and other long-term debt. The Company's effective income tax rate was 35.00% for the three months ended July 31, 1994, compared to 34.41% for the comparable three months last year. For the six months ended July 31, 1994, the effective tax rate was 35.00% compared to 33.45% for the previous year. The current year's higher rates are due to a slight increase in the effective state rate and the effect of fixed dollar tax credits in relation to higher profitability. LIQUIDITY AND CAPITAL RESOURCES The uses of cash in the first six months have continued to lay the groundwork for successfully implementing our strategic plan. Merchandise inventory has increased $88.0 million, about half due to the increased merchandise assortments in our new and relocated stores and half due to seasonal increases in inventory. Real property has increased in line with the Company's strategic plan to continue expansion of sales floor square footage by relocating from older, smaller stores to larger stores and to expand into new markets. The Company's 1994 capital budget will range between $575 and $600 million, inclusive of $220 million in operating leases. Over 80% of this planned investment is for our store expansion program. Present plans are to finance our 1994 expansion through the net proceeds from our equity offering, funds from operations, operating leases, and issuance of about $30 million in common stock to our ESOP (see Note 8). On June 27, the Company sold 10.4 million shares of common stock. The proceeds (net of the underwriting discount) of $316.2 million were added to the general funds of the Company and will be used to finance the store expansion program and for general corporate purposes. The shares were included in a registration statement covering $500 million of "unallocated" equity or debt securities (see Note 9). Additional financings that may be made from time-to-time over an approximate two-year period will be used for our ongoing expansion program and for general corporate purposes. In addition to these sources, the Company had available at July 31, 1994, agreements for up to $130 million in unsecured short- term borrowings and $142 million in lines of credit for issuing documentary and standby letters of credit. Another $275 million is available for the purpose of short-term borrowings on a bid basis from various banks. -10- Lowe's ended the second quarter with 324 stores and 15.9 million square feet of retail selling space, a 38% increase over last July's selling space. Our expansion plans for 1994 envision about 50 new stores with half in new markets and half relocations, for approximately 4.4 million square feet of incremental selling space. During the first six months of Fiscal 1994 we have completed 21 of our projected 50 store projects for the year and added 1.8 million square feet of selling space. We also closed 2 smaller, older stores. Our expansion plans for the remainder of this year include 16 relocations and 13 stores in new markets. By the close of Fiscal 1994 our plans are to have approximately 19 million square feet, double our Fiscal 1992 year end square footage. Page 2 &F Lowe's expansion plans for Fiscal 1995 and 1996 are to expand our store count from the present base of 324 stores to approximately 400 by January 31, 1997. This a planned growth of about 25% in stores in 30 months. From 1992 through 1995, almost 60% of our new store investment was and will be in existing markets, with therefore, only a portion of the new store sales being incremental. In 1996 and beyond, with relocations at a lower level, about 80% of our new store investment will be in new markets, which is expected to create an additional boost in incremental sales volume.
EX-6 8 -11- INDEPENDENT ACCOUNTANTS' REPORT The Board of Directors Lowe's Companies, Inc.:
We have reviewed the accompanying consolidated condensed balance sheet of Lowe's Companies, Inc. and subsidiary companies as of July 31, 1994, and the related consolidated condensed statements of current and retained earnings for the three-month and six-month periods ended July 31, 1994 and 1993 and cash flows for the six month periods ended July 31, 1994 and 1993. These financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and of making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to such consolidated condensed financial statements for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of Lowe's Companies, Inc. and subsidiary companies as of January 31, 1994, and the related consolidated statements of current and retained earnings and cash flows for the year then ended (not presented herein); and in our report dated March 9, 1994, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated condensed balance sheet as of January 31, 1994 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived. /s/ Deloitte & Touche LLP Charlotte, North Carolina August 10, 1994
EX-7 9 12 Part II OTHER INFORMATION 6 (a) - Exhibits Exhibit 11 - Computation of per share earnings Three Months Ended Six Months Ended July 31 July 31 1994 1993 1994 1993
(c> Earnings per Common & Common Equivalent Share: Net Earnings $71,351 $44,960 $123,104 $74,408 Weighted Average Shares Outstanding 152,436 146,931 150,277 146,582 Dilutive Effect of Common Stock Equivalents 140 374 140 370 Weighted Average Shares, as Adjusted 152,576 147,305 150,417 146,952 Earnings per Common & Common Equivalent Share $0.47 $0.31 $0.82 $0.51 Earnings per Common Share - Assuming Full Dilution: Net Earnings $71,351 $44,960 $123,104 $74,408 Interest (After Taxes) on Convertible Debt 1,913 164 3,824 164 Net Earnings, as Adjusted $73,264 $45,124 $126,928 $74,572 Weighted Average Shares Outstanding 152,436 146,931 150,277 146,582 Dilutive Effect of Common Stock Equivalents 140 366 140 364 Shares Added if All Debt Converted 11,003 1,196 11,003 608 Weighted Average Shares, as Adjusted 163,579 148,493 161,420 147,554 Earnings per Common Share - Assuming Full Dilution $0.45 $0.30 $0.79 $0.51
EX-27 10
5 1000 QTR-2 JAN-31-1994 JUL-31-1994 246181 185551 100627 (2966) 941714 1509926 1490831 (331422) 2769774 767729 628856 79523 0 0 1241181 2769774 1647019 1647019 1243459 1243459 286444 0 7345 109771 38420 71351 0 0 0 71351 .47 .45
EX-8 11 14-
Part II OTHER INFORMATION 6 (b) - Reports on Form 8 K A report on Form 8-K was filed by the registrant on July 5, 1994, in order to file with the Securities and Exchange Commission certain items that were incorporated by reference into its Registration Statement on Form S-3 (Registration No. 33-51865) in connection with the completion on July 5, 1994, of the public offering of 10,350,000 shares of the Company's common stock, par value $.50 per share. Exhibits filed were as follows: 1(a) U.S. Purchase Agreement dated June 27, 1994, among the Company and Montgomery Securities and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representatives of the Several Underwriters 1(b) International Purchase Agreement dated June 27, 1994, among the Company and Montgomery Securities and Merrill Lynch International Limited, as Co-lead Managers of the Several Managers 3(a) Restated and Amended Charter of the Company, amended as of June 22, 1994. 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. LOWE'S COMPANIES, INC. September 12, 1994 \s\ Richard D. Elledge Date Richard D. Elledge, Vice President and Chief Accounting Officer
-----END PRIVACY-ENHANCED MESSAGE-----