-----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, VNNxxAR3OBwW8qwff+Ae+e75OVaf50eXdACsMmeOP7S1K7ylJxSzFcwZMSl7maec 4wDJJ4J6psAG419x6lWwiA== 0000919607-02-000370.txt : 20021115 0000919607-02-000370.hdr.sgml : 20021115 20021114175452 ACCESSION NUMBER: 0000919607-02-000370 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021114 ITEM INFORMATION: Other events FILED AS OF DATE: 20021115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WINN DIXIE STORES INC CENTRAL INDEX KEY: 0000107681 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 590514290 STATE OF INCORPORATION: FL FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03657 FILM NUMBER: 02826806 BUSINESS ADDRESS: STREET 1: 5050 EDGEWOOD CT CITY: JACKSONVILLE STATE: FL ZIP: 32224 BUSINESS PHONE: 9047835000 MAIL ADDRESS: STREET 1: 5050 EDWOOD CT CITY: JACKSONVILLE STATE: FL ZIP: 32254 FORMER COMPANY: FORMER CONFORMED NAME: WINN & LOVETT GROCERY CO DATE OF NAME CHANGE: 19671119 FORMER COMPANY: FORMER CONFORMED NAME: WINN & LOVETT GROCERY INC DATE OF NAME CHANGE: 19710927 8-K 1 wd8k.txt INITIAL FILING ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 _____________________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 14, 2002 WINN-DIXIE STORES, INC. (Exact name of registrant as specified in its charter) Florida 59-0514290 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 5050 Edgewood Court, Jacksonville, Florida 32254-3699 (Address of principal executive offices) (Zip Code) (904) 783-5000 (Registrant's telephone number, including area code) Unchanged (Former name, former address and former fiscal year, if changed since last report) _____________________ ================================================================================ Item 5. Other Events By press release dated November 14, 2002, Winn-Dixie Stores, Inc. announces increase in earnings guidance as a result of the termination of the Canadian Imperial Bank of Commerce ("CIBC") agreements. Item 7. Financial Statements and Exhibits (a) Financial statements of business acquired: Not applicable (b) Pro forma financial information: Not applicable (c) Exhibits: 99.1 Winn-Dixie Stores, Inc. Press Release dated November 14, 2002 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: November 14, 2002 Winn-Dixie Stores, Inc. By: /s/ Allen R. Rowland ------------------------- Allen R. Rowland President and Chief Executive Officer EX-99 3 ex991.txt EXHIBIT 99.1 - PRESS RELEASE EX-99.1 Press Release November 14, 2002 EXHIBIT INDEX Exhibit Number 99.1 Winn-Dixie Stores, Inc. Press Release dated November 14, 2002 News Release No. 3016. (NYSE): WIN RELEASE DATE: NOVEMBER 14, 2002 at 9:05 a.m. MEDIA CONTACT: Mickey Clerc, Director of Public Relations, (904) 783-5409 INVESTOR CONTACT: Rick McCook, Chief Financial Officer, (904) 783-5221 Winn-Dixie Announces Increase in Earnings Guidance as a Result of the Termination of the Marketplace Bank Agreement JACKSONVILLE, FL, November 14, 2002 -- Canadian Imperial Bank of Commerce ("CIBC") announced today the termination of its in-store banking arrangements with Winn-Dixie Stores, Inc. and Safeway Inc. Under the banking arrangement, CIBC operated banks under the name "Marketplace Bank" in 184 Winn-Dixie stores in Florida. Termination of the banking arrangements followed CIBC's decision to substantially reduce or close its U.S. division that operates the Marketplace Bank and Safeway Select Bank. Under the terms of the banking agreement, CIBC paid Winn-Dixie a termination fee of $60.0 million. Winn-Dixie will be responsible for the costs associated with the de-installation of the in-store Marketplace Bank locations and other related costs, which are estimated to be approximately $7.3 million. Winn-Dixie has not determined whether to seek alternative arrangements for operating banking centers at the 184 stores or other store locations operated by Winn-Dixie and its affiliates. Winn-Dixie continues to operate other banks in various locations under arrangements with operators other than CIBC. As a result of termination of the banking agreement with CIBC, in the second quarter of fiscal 2003, the Company will record other income in the amount of $52.7 million ($33.5 million net of tax, or $0.24 per diluted share). The Company will no longer receive rental income and other reimbursements totaling $13.1 million ($8.3 million net of tax, or $0.06 per diluted share) per year as a result of the termination. The cash will be used to fund working capital needs during the holiday season. The recording of this transaction results in the Company increasing its earnings guidance for the 2nd quarter of fiscal 2003 and for the remainder of the year as follows: January 8, 2003 June 25, 2003 Low High Low High Current Guidance Net earnings $ 57,000 60,000 $ 200,000 210,000 Diluted earnings per share $ 0.40 0.42 $ 1.41 1.48 Effect of termination $ 33,465 33,465 $ 33,465 33,465 Effect of termination of rental and other reimbursement income (1,573) (1,573) (5,357) (5,357) ------ ------ ------ ------ Increase in net earnings $ 31,892 31,892 $ 28,108 28,108 Diluted earnings per share $ 0.23 0.23 $ 0.20 0.20 Revised guidance Net earnings $ 88,892 91,892 $ 228,108 238,108 Diluted earnings per share $ 0.63 0.65 $ 1.61 1.68
Headquartered in Jacksonville, FL, Winn-Dixie Stores, Inc. (NYSE: WIN) operates more than 1,070 stores in 12 states and the Bahamas. The Company, founded in 1925, is one of the largest food retailers in the nation employing more than 112,500 associates. Al Rowland serves as President and Chief Executive Officer. For more information, please visit us on the web at www.winn-dixie.com. Cautionary Statement Regarding Forward-Looking Information and Statements - -------------------------------------------------------------------------------- This news release contains forward-looking information and statements that involve risks and uncertainties that could cause actual results to differ materially from those projected. Therefore, this news release should be read in conjunction with the reports the Company has filed with the Securities and Exchange Commission. ### -----END PRIVACY-ENHANCED MESSAGE-----