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 August 1, 1998
OR
- ------ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
EXCHANGE ACT OF 1934
For the transition period from to
------ -------
Commission file number 0-14970
COST PLUS, INC.
(Exact name of registrant as specified in its charter)
California 94-1067973
(State or other jurisdiction of incorporation or (I.R.S. Employer Identification No.)
organization)
200 4th Street, Oakland, California 94607
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (510) 893-7300
Former name, former address and former fiscal year, 201 Clay Street, Oakland, California
if changed since last report. 94607
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
----- -----
The number of shares of Common Stock, $0.01 par value, outstanding on September
4, 1998 was 8,794,266.
COST PLUS, INC.
FORM 10-Q
FOR THE QUARTER ENDED AUGUST 1, 1998
INDEX
PART I. FINANCIAL INFORMATION PAGE
ITEM 1. Condensed Consolidated Financial Statements
Balance Sheets (unaudited) as of August 1, 1998,
January 31, 1998 and August 2, 1997 3
Statements of Operations (unaudited)
for the three and six months ended
August 1, 1998 and August 2, 1997 4
Statements of Cash Flows (unaudited)
for the six months ended August 1, 1998
and August 2, 1997 5
Notes to Condensed Consolidated Financial Statements 6-7
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-10
PART II. OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote of Security Holders 11
ITEM 5. Other Information 12
ITEM 6. Exhibits and Reports on Form 8-K 12
SIGNATURE PAGE 13
2
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
COST PLUS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS EXCEPT SHARE AND PER SHARE AMOUNTS, UNAUDITED)
AUGUST 1, JANUARY 31, AUGUST 2,
1998 1998 1997
---------------- ---------------- --------------------
ASSETS
Current assets:
Cash and cash equivalents $ 11,998 $ 27,434 $ 786
Merchandise inventories 61,330 56,606 50,557
Other current assets 4,431 3,137 2,609
---------------- ---------------- --------------------
Total current assets 77,759 87,177 53,952
Property and equipment, net 54,023 53,539 61,459
Other assets 11,085 11,284 8,271
---------------- ---------------- --------------------
Total assets $ 142,867 $ 152,000 $ 123,682
================ ================ ====================
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 12,024 $ 13,707 $ 10,943
Accrued compensation 5,454 7,132 5,927
Revolving line of credit -- -- 4,900
Other current liabilities 8,685 13,708 7,222
---------------- ---------------- --------------------
Total current liabilities 26,163 34,547 28,992
Capital lease obligations 15,401 15,692 13,980
Deferred income taxes 1,969 1,969 3,548
Other long-term obligations 4,953 4,183 2,854
Shareholders' equity:
Preferred stock, $.01 par value:
5,000,000 shares authorized; none
issued and outstanding -- -- --
Common stock, $.01 par value:
30,000,000 shares authorized;
issued and outstanding 8,784,738,
8,688,488 and 8,210,502 shares 88 87 82
Additional paid-in capital 101,927 103,553 91,970
Deficit (7,634) (8,031) (17,744)
---------------- ---------------- --------------------
Total shareholders' equity 94,381 95,609 74,308
---------------- ---------------- --------------------
Total liabilities and shareholders' equity $ 142,867 $ 152,000 $ 123,682
================ ================ ====================
See notes to condensed consolidated financial statements.
3
COST PLUS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS EXCEPT PER SHARE AMOUNTS, UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED
-------------------------------- ------------------------------------
AUGUST 1, AUGUST 2, AUGUST 1, AUGUST 2,
1998 1997 1998 1997
-------------- -------------- --------------- -----------------
Net sales $ 58,168 $ 47,287 $ 115,007 $ 95,819
Cost of sales and occupancy 38,079 30,558 75,851 62,364
-------------- -------------- --------------- -----------------
Gross profit 20,089 16,729 39,156 33,455
Selling, general and administrative
expenses 19,066 15,758 37,396 31,544
Store preopening expenses 598 200 678 640
-------------- -------------- --------------- -----------------
Income from operations 425 771 1,082 1,271
Net interest expense 254 460 432 781
-------------- -------------- --------------- -----------------
Income before income taxes 171 311 650 490
Provision for income taxes 66 124 253 196
-------------- -------------- --------------- -----------------
Net income $ 105 $ 187 $ 397 $ 294
============== ============== =============== =================
Net income per share
Basic $ 0.01 $ 0.02 $ 0.05 $ 0.04
Diluted $ 0.01 $ 0.02 $ 0.04 $ 0.03
Weighted average shares outstanding
Basic 8,762 8,153 8,720 8,129
Diluted 9,062 8,563 9,045 8,489
See notes to condensed consolidated financial statements.
4
COST PLUS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS, UNAUDITED)
SIX MONTHS ENDED
---------------------------------
AUGUST 1, AUGUST 2,
1998 1997
--------------- --------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 397 $ 294
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and amortization 4,402 3,874
Loss on disposal of property and equipment 29 31
Change in assets and liabilities:
Merchandise inventories (4,724) (7,952)
Other assets (1,436) (171)
Accounts payable (1,066) (3,147)
Income taxes payable (6,282) (6,095)
Other liabilities 307 (449)
--------------- --------------
Net cash used in operating activities (8,373) (13,615)
--------------- --------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (5,191) (5,494)
--------------- --------------
Net cash used in investing activities (5,191) (5,494)
--------------- --------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings under revolving line of credit -- 4,900
Principal payments on capital lease obligations (247) (208)
Proceeds from issuance of common stock, net of related costs 2,125 805
Cash used for common stock repurchases (3,750) --
--------------- --------------
Net cash (used in) provided by financing
activities (1,872) 5,497
--------------- --------------
Net decrease in cash and cash equivalents (15,436) (13,612)
Cash and cash equivalents:
Beginning of period 27,434 14,398
--------------- --------------
End of period $ 11,998 $ 786
=============== ==============
SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION:
Cash paid during the period for interest $ 453 $ 764
=============== ==============
Cash paid during the period for taxes $ 7,195 $ 6,649
=============== ==============
See notes to condensed consolidated financial statements.
5
COST PLUS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE AND SIX MONTHS ENDED AUGUST 1, 1998 AND AUGUST 2, 1997
(UNAUDITED)
1. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared from the records of the Company without audit and, in the opinion of
management, include all adjustments (consisting only of normal recurring
accruals) necessary to present fairly the financial position at August 1, 1998
and August 2, 1997; the interim results of operations for the three and six
months ended August 1, 1998 and August 2, 1997; and changes in cash flows for
the six months then ended. The balance sheet at January 31, 1998, presented
herein, has been derived from the audited financial statements of the Company
for the fiscal year then ended.
Accounting policies followed by the Company are described in Note 1 to the
audited consolidated financial statements for the fiscal year ended January 31,
1998. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted for purposes of the condensed
consolidated interim financial statements. The condensed consolidated financial
statements should be read in conjunction with the audited consolidated financial
statements, including notes thereto, for the fiscal year ended January 31, 1998.
The results of operations for the three and six month periods herein presented
are not necessarily indicative of the results to be expected for the full year.
Impact of New Accounting Standard -- Effective February 1, 1998, Cost Plus, Inc.
- ---------------------------------
adopted Statement of Financial Accounting Standards No. 130, "Reporting
---------
Comprehensive Income." This Statement requires that all items recognized under
- --------------------
accounting standards as components of comprehensive income be reported in an
annual financial statement that is displayed with the same prominence as other
annual financial statements. This Statement also requires that an entity
classify items of other comprehensive income by their nature in an annual
financial statement. For example, other comprehensive income may include
foreign currency translation adjustments, minimum pension liability adjustments,
and unrealized gains and losses on marketable securities classified as
available-for-sale. Comprehensive income does not differ from net income for
the Company for the three and six months ended August 1, 1998 and August 2,
1997.
2. REVOLVING LINE OF CREDIT AGREEMENT
On May 7, 1996, the Company entered into a revolving line of credit agreement
with a bank, which was amended on May 15, 1997 and expires June 1, 1999. The
amended agreement allows for cash borrowing and letters of credit up to $20.0
million from January 1 through June 30 and up to $35.0 million from July 1
through December 31 of each year. Interest is paid monthly at the bank's
reference rate (8.50% at August 1, 1998) or LIBOR plus 1.75%, depending on the
nature of the borrowings. The agreement is secured by the Company's inventory
and receivables. The Company is subject to certain financial covenants
customary with such agreements. At August 1, 1998, the Company had no
outstanding borrowings under the line of credit and $1.5 million outstanding
under letters of credit.
6
COST PLUS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
3. RECONCILIATION OF BASIC SHARES TO DILUTED SHARES
The following is a reconciliation of the weighted average number of shares (in
thousands) used in the Company's basic and diluted per share computations.
Three Months Ended Six Months Ended
------------------------------- ---------------------------------
August 1, August 2, August 1, August 2,
1998 1997 1998 1997
------------- ------------- ------------- -------------
Basic shares 8,762 8,153 8,720 8.129
Effect of dilutive stock options 300 410 325 360
------------- ------------- ------------- -------------
Diluted shares 9,062 8,563 9,045 8,489
============= ============= ============= =============
4. STOCK OPTION PLANS
In June 1998, the Company amended its 1995 Stock Option Plan to increase the
number of shares available for grant by 250,000 to a total of 1,674,669 shares,
less the aggregate number of shares issued or subject to options outstanding
under the 1994 Stock Option Plan.
7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
AN ASTERISK ("*") DENOTES A FORWARD-LOOKING STATEMENT REFLECTING CURRENT
EXPECTATIONS THAT INVOLVE RISKS AND UNCERTAINTIES. ACTUAL RESULTS MAY DIFFER
FROM THOSE DISCUSSED IN SUCH FORWARD-LOOKING STATEMENTS, AND SHAREHOLDERS OF
COST PLUS, INC. (THE "COMPANY" OR "COST PLUS") SHOULD CAREFULLY REVIEW THE
CAUTIONARY STATEMENTS SET FORTH IN THIS FORM 10-Q, INCLUDING, "FACTORS THAT MAY
AFFECT FUTURE RESULTS" BEGINNING ON PAGE 9 HEREOF. THE COMPANY MAY FROM TIME TO
TIME MAKE ADDITIONAL WRITTEN AND ORAL FORWARD-LOOKING STATEMENTS, INCLUDING
STATEMENTS CONTAINED IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION AND IN ITS REPORTS TO SHAREHOLDERS. THE COMPANY DOES NOT UNDERTAKE
TO UPDATE ANY FORWARD-LOOKING STATEMENT THAT MAY BE MADE FROM TIME TO TIME BY OR
ON BEHALF OF THE COMPANY.
RESULTS OF OPERATIONS
THE THREE MONTHS (SECOND QUARTER) AND SIX MONTHS (YEAR-TO-DATE) ENDED AUGUST 1,
1998 AS COMPARED TO THE THREE MONTHS (SECOND QUARTER) AND SIX MONTHS (YEAR-TO-
DATE) ENDED AUGUST 2, 1997.
NET SALES. Net sales increased $10.9 million, or 23.0%, to $58.2 million in the
- ---------
second quarter of fiscal 1998 from $47.3 million in the second quarter of fiscal
1997. Year-to-date, net sales were $115.0 million compared to $95.8 million for
the same period of fiscal 1997, an increase of $19.2 million, or 20.0%. The
increase in net sales, for the three and six months of fiscal 1998, was
attributable to new stores and an increase in comparable store sales.
Comparable stores sales rose 6.9% in the second quarter and 6.5% in the six
months, primarily as a result of a larger average transaction size. As of
August 1, 1998, the Company operated 74 stores compared to 60 stores as of
August 2, 1997. New and non-comparable stores contributed approximately $7.7
million of the second quarter increase and $14.2 million of the year-to-date
increase in net sales.
GROSS PROFIT. As a percentage of net sales, gross profit was 34.5% in the
- ------------
second quarter of fiscal 1998 compared to 35.4% in the second quarter of fiscal
1997. Year-to-date, gross profit, as a percentage of net sales, was 34.0% this
year compared with 34.9% last year. The decrease in gross profit rate resulted
from higher occupancy costs in new stores, partially offset by an improvement in
initial markon. New stores generally have higher occupancy costs, as a
percentage of net sales, until they reach maturity.
SELLING, GENERAL AND ADMINISTRATIVE ("SG&A") EXPENSES. As a percentage of net
- -----------------------------------------------------
sales, SG&A expenses improved 0.5% to 32.8% in the second quarter of fiscal
1998, from 33.3% in the second quarter of fiscal 1997. Year-to-date, SG&A
expenses decreased to 32.5% in the current fiscal year from 32.9% last year.
The decrease in SG&A expenses, as a percentage of net sales, resulted primarily
from the leveraging of store and corporate payroll expenses.
STORE PREOPENING EXPENSES. Store preopening expenses, which include grand
- -------------------------
opening advertising and preopening merchandise setup expenses, were higher in
the second quarter and first half of fiscal 1998 compared with the second
quarter and first half of fiscal 1997, primarily as a result of the timing of
store openings. Expenses are generally incurred in both the fiscal month
prior to and the fiscal month of the store opening and vary depending on the
location of a store and whether it is located in a new or existing market. The
Company opened three stores in the second quarter of fiscal 1998 compared to
none in the prior year's second quarter. Year-to-date, the Company opened four
stores in fiscal 1998 compared to two in the prior year.
NET INTEREST EXPENSE. Net interest expense, which includes capital lease
- --------------------
interest and interest expense net of interest income, was $254,000 in the second
quarter of fiscal 1998 and $460,000 in the second quarter of fiscal 1997. For
the six months, interest expense was $432,000 in fiscal 1998 compared to
$781,000 in fiscal 1997. This decrease in expense resulted from higher interest
income and lower borrowings due to cash generated from the sale of the Company's
San Francisco property and the leaseback of its store facility in September 1997
and to proceeds from a secondary offering of common stock in October 1997.
8
PROVISION FOR INCOME TAXES. The Company's effective tax rate was reduced to
- --------------------------
39.0% in fiscal 1998 from 40.0% in fiscal 1997, primarily as a result of the
Company's expansion into states with lower tax rates.
FACTORS THAT MAY AFFECT FUTURE RESULTS
The Company's business is highly seasonal, reflecting the general pattern
associated with the retail industry of peak sales and earnings during the
Christmas season. Due to the importance of the Christmas selling season, the
fourth quarter of each fiscal year has historically contributed, and the Company
expects it will continue to contribute, a disproportionate percentage of the
Company's net sales and most of its net income for the entire fiscal year. Any
factors negatively affecting the Company during the Christmas selling season in
any year, including unfavorable economic conditions, could have a material
adverse effect on the Company's financial condition and results of operations.
The Company generally experiences lower sales and earnings during the first
three quarters and, as is typical in the retail industry, has incurred and may
continue to incur losses in these quarters. The results of operations for these
interim periods are not necessarily indicative of the results for the full
fiscal year. In addition, the Company makes decisions regarding merchandise
well in advance of the season in which it will be sold, particularly for the
Christmas selling season. Significant deviations from projected demand for
products could have a material adverse effect on the Company's financial
condition and results of operations, either by lost sales due to insufficient
inventory or lost margin due to the need to mark down excess inventory.
The Company's quarterly results of operations may also fluctuate based upon such
factors as the number and timing of store openings and related store preopening
expenses, the amount of net sales contributed by new and existing stores, the
mix of products sold, the timing and level of markdowns, store closings,
refurbishments or relocations, competitive factors and general economic
conditions.
As is the case with most companies using computers in their operation, the
Company is in the process of addressing the Year 2000 Compliance issue. The
Company is currently engaged in a comprehensive project to assess and, if
necessary, modify its hardware and computer software applications to identify
and resolve the Year 2000 problems. A portion of the required modifications is
being addressed in conjunction with normal implementation and development of new
systems. An assessment of the readiness of external entities with which the
Company interfaces, such as vendors, customers, payment systems and others, is
ongoing. The development of contingency plans, based on the Company's assessment
of external entities' readiness, is ongoing and will continue into calendar
1999. Management expects to have substantially all of the systems and
application changes completed by the end of the first quarter of 1999 and
believes that its level of preparedness is appropriate.* Internal and external
resources are being used to address issues, effect any required modifications
and test compliance. The incremental costs to the Company of these Year 2000
Compliance activities is not expected to be material.* A portion of these costs
will be met from existing resources, with the remainder representing incremental
costs which will be expensed as incurred.
There can be no assurance that the systems of other companies on which the
Company's systems rely will be converted in a timely fashion, or that any such
failure to convert by another company would not have an adverse effect on the
Company's systems. Furthermore, no assurance can be given that any or all of the
Company's systems are or will be Year 2000 compliant, or that the ultimate costs
required to address the Year 2000 issue or the impact of any failure to achieve
substantial Year 2000 compliance will not have a material adverse effect on the
Company's financial condition.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary uses for cash, other than to fund operating expenses, are
to support inventory requirements and for store expansion. Historically, the
Company has financed its operations primarily from internally generated funds
and borrowings under the Company's credit facilities. The Company believes that
its cash and cash equivalents, internally generated funds and available
borrowings under its revolving line of credit will be sufficient to finance its
working capital and capital expenditures requirements for the next 12 months.*
9
Net cash used in operating activities in the first half of fiscal 1998 totaled
$8.4 million, a decrease of $5.2 million over the comparable period of the prior
fiscal year. Lower inventory purchases were required in the first half of
fiscal 1998 compared to the first half of fiscal 1997 due to a better in-stock
position at the beginning of fiscal 1998. At August 1, 1998, average inventory
levels per store was consistent with the prior year.
Net cash used in investing activities, primarily for new stores, totaled $5.2
million for the first half of fiscal 1998 compared to $5.5 million in the
comparable period of the prior fiscal year. The Company estimates that capital
expenditures will approximate $13.7 million in fiscal 1998.*
Net cash used in financing activities was $1.9 million in the first half of
fiscal 1998, primarily as a result of the repurchase of 150,001 shares of common
stock for $3.8 million from the Company's retiring Chief Executive Officer,
which was partially offset by stock issued under the Company's stock option and
stock purchase plans. Net cash provided by financing activities in fiscal 1997
was $5.5 million including $4.9 million in net borrowings under the Company's
revolving credit line.
On May 7, 1996, the Company entered into a revolving line of credit agreement
with a bank, which was amended on May 15, 1997 and expires June 1, 1999. The
amended agreement allows for cash borrowing and letters of credit up to $20.0
million from January 1 through June 30 and up to $35.0 million from July 1
through December 31 of each year. Interest is paid monthly at the bank's
reference rate (8.50% at August 1, 1998) or LIBOR plus 1.75%, depending on the
nature of the borrowings. The agreement is secured by the Company's inventory
and receivables. The Company is subject to certain financial covenants
customary with such agreements. At August 1, 1998, the Company had no
outstanding borrowings under the line of credit and $1.5 million outstanding
under letters of credit.
IMPACT OF NEW ACCOUNTING STANDARD
Effective February 1, 1998, Cost Plus, Inc. adopted Statement of Financial
Accounting Standards No. 130, "Reporting Comprehensive Income." This Statement
------------------------------
requires that all items recognized under accounting standards as components of
comprehensive income be reported in an annual financial statement that is
displayed with the same prominence as other annual financial statements. This
Statement also requires that an entity classify items of other comprehensive
income by their nature in an annual financial statement. For example, other
comprehensive income may include foreign currency translation adjustments,
minimum pension liability adjustments, and unrealized gains and losses on
marketable securities classified as available-for-sale. Comprehensive income
does not differ from net income for the Company for the three and six months
ended August 1, 1998 and August 2, 1997.
10
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the Company's 1998 Annual Meeting of Shareholders held on June 18, 1998, the
shareholders voted on the following proposals:
PROPOSAL 1. To elect seven directors for the ensuing year and until their
successors are elected.
PROPOSAL 2. To approve an amendment to the Company's 1995 Stock Option Plan to
increase the shares reserved for issuance thereunder by 250,000
shares.
PROPOSAL 3. To ratify and approve the appointment of Deloitte & Touche LLP as
independent auditors of the Company for the fiscal year ending
January 30, 1999.
1998 ANNUAL MEETING ELECTION RESULTS
PROPOSAL 1 - ELECTION OF DIRECTORS
Name FOR WITHHELD
---- --- --------
Murray H. Dashe 7,580,828 645
Ralph D. Dillon 7,580,526 947
Joseph H. Coulombe 7,580,826 647
Danny W. Gurr 7,580,793 680
Edward A. Mule 7,570,828 10,645
Olivier L. Trouveroy 7,570,828 10,645
Thomas D. Willardson 7,580,828 645
PROPOSAL 2 AND 3
BROKER
Proposal FOR AGAINST ABSTAIN NON-VOTES
- -------- --- ------- ------- ---------
Amendment to the 1995 6,346,039 1,223,199 556 11,679
Stock Option Plan
Appointment of Deloitte & 7,567,106 13,215 1,152 0
Touche LLP
11
ITEM 5. OTHER INFORMATION
Nancy J. Pedot joined the Company's Board of Directors in June of 1998,
replacing Mervin G. Morris who retired. Ms. Pedot served as President and Chief
Executive Officer of Gymboree, a specialty retailer of better children's
apparel, until February 1997. Ms. Pedot currently serves on the board of
directors of several national and community organizations.
The Company's press release of June 29, 1998 is attached as Exhibit 10.2, which
is incorporated by reference herein.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
10.1 1995 Stock Option Plan, as amended.
10.2 Press release of June 29, 1998 naming Nancy J. Pedot to the
Company's Board of Directors.
10.3 Preferred Shares Rights Agreement, dated as of June 30, 1998
between Cost Plus, Inc. and BankBoston, N.A., including the
Certificate of Determination, the form of Rights Certificate and
the Summary of Rights, incorporated by reference to Exhibit 1 to
the Form 8-A filed on July 27, 1998.
10.4 Employment Agreement, dated May 6, 1998, between the Company and
John F. Hoffner.
27 Financial Data Schedule (submitted for SEC use only).
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the Company during the period
covered by this report.
12
SIGNATURE
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.
COST PLUS, INC.
-------------------------------------------
Registrant
/s/ John F. Hoffner
-------------------------------------------
Date: September 11, 1998 By: John F. Hoffner
Executive Vice President, Administration
Chief Financial Officer
13