-----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, EQ8VsD2wOsuTdsf0NsIFkwZ0kXZbXqpH4veCw2CR59VgSme9mSjACE4B4vsWlKjB JLU90Wa49KoZi8/owmvsJA== 0000096021-95-000004.txt : 19950530 0000096021-95-000004.hdr.sgml : 19950530 ACCESSION NUMBER: 0000096021-95-000004 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19950401 FILED AS OF DATE: 19950512 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYSCO CORP CENTRAL INDEX KEY: 0000096021 STANDARD INDUSTRIAL CLASSIFICATION: 5140 IRS NUMBER: 741648137 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-06544 FILM NUMBER: 95537528 BUSINESS ADDRESS: STREET 1: 1390 ENCLAVE PKWY CITY: HOUSTON STATE: TX ZIP: 77077 BUSINESS PHONE: 7135841390 10-Q 1 3RD QUARTER 10-Q Page 1 of 12 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 April 1, 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 1-6544 SYSCO CORPORATION (Exact name of registrant as specified in its charter) Delaware 74-1648137 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 1390 Enclave Parkway Houston, Texas 77077-2099 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (713) 584-1390 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 [ ] 182,352,833 shares of common stock were outstanding as of May 5, 1995. 2 PART I. FINANCIAL INFORMATION --------------------------------------------------- Item 1. Financial Statements The following consolidated financial statements have been prepared by the Company, without audit, with the exception of the July 2, 1994 consolidated balance sheet which was taken from the audited financial statements included in the Company's Fiscal 1994 Annual Report on Form 10-K. The financial statements include consolidated balance sheets, consolidated results of operations and consolidated cash flows. In the opinion of management, all adjustments, which consist of normal recurring adjustments, necessary to present fairly the financial position, results of operations and cash flows for all periods presented, have been made. These financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company's Fiscal 1994 Annual Report on Form 10- K. A review of the financial information herein has been made by Arthur Andersen LLP, independent public accountants, in accordance with established professional standards and procedures for such a review. A letter from Arthur Andersen LLP concerning their review is included as Exhibit 15. 3 SYSCO CORPORATION and its Consolidated Subsidiaries CONSOLIDATED BALANCE SHEETS (In Thousands Except for Share Data)
April 1, July 2, April 2, 1995 1994 1994 (Unaudited) (Audited) (Unaudited) ----------- --------- ----------- ASSETS ---------- Current assets: Cash $ 78,065 $ 86,735 $ 64,128 Accounts and notes receivable, less allowances of $34,449, $15,999 and $33,046 934,482 856,448 859,284 Inventories 677,293 601,994 612,534 Deferred taxes 24,153 38,091 36,026 Prepaid expenses 21,783 16,380 22,097 ---------- ---------- ---------- Total current assets 1,735,776 1,599,648 1,594,069 Plant and equipment at cost, less depreciation 875,687 817,221 801,794 Goodwill and intangibles, less amortization 260,139 266,021 263,603 Other assets 149,677 128,839 112,675 ---------- ---------- ---------- Total assets $3,021,279 $2,811,729 $2,772,141 ========== ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY ------------------------------------ Current liabilities: Notes payable $ 50,830 $ 5,247 $ 27,903 Accounts payable 702,605 632,373 647,512 Accrued expenses 189,500 176,043 163,191 Accrued income taxes 14,088 29,168 30,221 Current maturities of long-term debt 5,234 3,730 6,307 ---------- --------- ---------- Total current liabilities 962,257 846,561 875,134 Long-term debt 530,268 538,711 512,332 Deferred taxes 196,619 185,548 173,776 Shareholders' equity Preferred stock, par value $1 per share: Authorized 1,500,000 shares; issued none --- --- --- Common stock, par value $1 per share: Authorized 500,000,000 shares; issued 191,293,725 shares 191,294 191,294 191,294 Paid-in capital 51,282 60,003 61,446 Retained earnings 1,322,345 1,200,735 1,149,860 ---------- ---------- ---------- 1,564,921 1,452,032 1,402,600 Less cost of treasury stock, 9,099,381, 8,224,505 and 7,457,639 shares 232,786 211,123 191,701 ---------- ---------- ---------- Total shareholders' equity 1,332,135 1,240,909 1,210,899 ---------- ---------- ---------- Total liabilities and shareholders' equity $3,021,279 $2,811,729 $2,772,141 ========== ========== ========== Note: The July 2, 1994 balance sheet has been taken from the audited financial statements at that date.
4 SYSCO Corporation and its Consolidated Subsidiaries CONSOLIDATED RESULTS OF OPERATIONS (Unaudited) (In Thousands Except for Share Data)
39-Week Period Ended 13-Week Period Ended ---------------------------- ----------------------------- April 1, April 2, April 1, April 2, 1995 1994 1995 1994 ------------ ------------ ------------ ----------- Sales $ 8,956,114 $ 8,060,610 $ 2,966,355 $ 2,684,854 Costs and expenses Cost of sales 7,345,041 6,613,160 2,432,677 2,209,780 Operating expenses 1,294,310 1,165,433 436,443 391,844 Interest expense 28,738 27,898 10,317 7,949 Other income, net (1,697) (1,630) (624) (496) ------------ ----------- ------------ ------------ Total costs and expenses 8,666,392 7,804,861 2,878,813 2,609,077 ------------ ----------- ------------ ------------ Earnings before income taxes 289,722 255,749 87,542 75,777 Income taxes 115,019 106,432 34,754 30,083 ------------ ------------ ------------ ------------ Net earnings $ 174,703 $ 149,317 $ 52,788 $ 45,694 ============ ============ ============ ============ Average number of shares outstanding 182,905,450 184,624,948 182,531,301 184,201,317 ============ ============ ============ ============ Earnings per share $ 0.96 $ 0.81 $ 0.29 $ 0.25 ============ ============ ============ ============ Dividends paid per common share $ 0.29 $ 0.23 $ 0.11 $ 0.09 ============ ============ ============ ============ (/Table) 5
SYSCO CORPORATION and its Consolidated Subsidiaries CONSOLIDATED CASH FLOWS - (Unaudited) (In Thousands)
39-Week Period Ended ------------------------ April 1, April 2, 1995 1994 -------- ---------- Cash flows from operating activities: Net earnings $ 174,703 $149,317 Add non-cash items: Depreciation and amortization 97,224 88,961 Interest on Liquid Yield Option Notes 4,500 4,273 Deferred tax provision 25,009 13,784 Provision for losses on accounts receivable 14,209 14,346 Additional investment in certain assets and liabilities net of effect of business acquired: (Increase) in receivables (92,243) (85,751) (Increase) in inventories (75,299) (68,822) (Increase) in prepaid expenses (5,403) (2,111) Increase in accounts payable 70,232 88,916 Increase in accrued expenses 13,457 2,658 (Decrease) increase in accrued income taxes (15,080) 3,131 (Increase) in other assets (24,941) (33,514) -------- -------- Net cash provided by operating activities 186,368 175,188 -------- -------- Cash flows from investing activities: Additions to plant and equipment (149,514) (117,494) Proceeds from sales of plant and equipment 3,809 1,976 Acquisitions of business, net of cash acquired --- (11,897) -------- -------- Net cash used for investing activities (145,705) (127,415) -------- -------- Cash flows from financing activities: Bank and commercial paper borrowings 40,406 34,451 Other debt repayments (6,257) (8,983) Common stock reissued from treasury 20,122 19,354 Treasury stock purchases (50,511) (54,712) Dividends paid (53,093) (42,514) -------- -------- Net cash used for financing activities (49,333) (52,404) -------- -------- Net (decrease) in cash (8,670) (4,631) Cash at beginning of period 86,735 68,759 -------- -------- Cash at end of period $ 78,065 $ 64,128 ======== ======== Supplemental disclosures of cash flow information: Cash paid during the period for: Interest $ 26,697 $ 26,022 Income taxes 104,536 91,341
6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources ------------------------------- The liquidity and capital resources discussion included on page 11 of the Company's Fiscal 1994 Annual Report on Form 10-K remains applicable, other than the common stock repurchase program described below. In Fiscal 1992, the Company began a common stock repurchase program and purchased 8,000,000 shares in Fiscal 1992 and 1993. In September 1993, the Board of Directors authorized an additional 10,000,000 shares to be purchased under this stock repurchase program. Under this program, 3,000,000 shares were purchased in Fiscal 1994 and 2,000,000 shares through April 1, 1995. Results of Operations --------------------- Sales increased 11% during the 39 weeks and 10% in the third quarter of Fiscal 1995 over the comparable periods of the prior year. Cost of sales increased 11% during the 39 weeks and 10% in the third quarter of Fiscal 1995 which is generally in line with the sales increases. Operating expenses for the periods presented remained approximately the same as a percent of sales. Interest expense in the current periods increased from the prior periods due increased borrowings and rates. Income taxes for the prior 39 weeks includes a $4.9 million provision relating to the retroactive impact of the Omnibus Budget Reconciliation Act of 1993. Excluding this charge, the effective tax rate for the current and prior periods was 39.7%, reflecting the current federal tax rate of 35%. Increases in pretax earnings, net earnings and earnings per share for the periods shown resulted from a combination of the above factors. 7 PART II. OTHER INFORMATION ------------------------- Item 6. Exhibits and Reports on Form 8-K (a) Exhibit 11, Statement re computation of per share earnings. Exhibit 15, Letter from Arthur Andersen LLP dated May 12, 1995, re unaudited financial statements. Exhibit 27, Financial Data Schedule. (b) No reports on Form 8-K have been filed during the quarter for which this report is filed. 8 SIGNATURES ------------------ Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SYSCO CORPORATION (Registrant) By /s/ JOHN K. STUBBLEFIELD, JR. ----------------------------- John K. Stubblefield, Jr. Senior Vice President & Chief Financial Officer Date: May 12, 1995 9 EXHIBIT INDEX ----------------------
SEQUENTIAL NO. DESCRIPTION PAGE NUMBER - - - - - - ----- ----------------------------------------- ------------- 11 SYSCO Corporation and its Consolidated Subsidiaries statement re computation of per share earnings 10 15 Letter from Arthur Andersen LLP dated May 12, 1995, re unaudited financial statements 11 27 SYSCO Corporation and its Consolidated Subsidiaries Financial Data Schedule 12
EX-11 2 EXHIBIT 11 EPS COMP 10 Exhibit 11 SYSCO CORPORATION AND ITS CONSOLIDATED SUBSIDIARIES STATEMENT RE COMPUTATION OF PER SHARE EARNINGS
39-Week Period Ended 13-Week Period Ended ---------------------------- ---------------------------- April 1, 1995 April 2, 1994 April 1, 1995 April 2, 1994 ------------- ------------- ------------- ------------- Calculation of Primary Earnings Per Share: - - - - - - ----------------------------------------- Net earnings applicable to common stock $ 174,703,000 $ 149,317,000 $ 52,788,000 $ 45,694,000 ============= ============= ============= ============= Average number of common shares and common stock equivalents outstanding 182,905,450 184,624,948 182,531,301 184,201,317 Dilutive effect of stock options --- --- --- --- ------------- ------------- ------------- ------------- 182,905,450 184,624,948 182,531,301 184,201,317 ============= ============= ============= ============= Primary earnings per share $ 0.96 $ 0.81 $ 0.29 $ 0.25 ============= ============= ============= ============= Calculation of Fully Diluted Earnings Per Share: - - - - - - ------------------------------------------------ Net earnings applicable to common stock $ 174,703,000 $ 149,317,000 $ 52,788,000 $ 45,694,000 ============= ============= ============= ============= Average number of shares outstanding on a fully diluted basis - same as for calculation of primary earnings per share 182,905,450 184,624,948 182,531,301 184,201,317 Dilutive effect of stock options and Liquid Yield Option Notes --- --- --- --- ------------- ------------- ------------- ------------ 182,905,450 184,624,948 182,531,301 184,201,317 ============= ============= ============= ============ Fully diluted earnings per share $ 0.96 $ 0.81 $ 0.29 $ 0.25 ============= ============= ============= ============ Maximum possible dilutive effect of outstanding options in each period is less than 3%. Maximum possible dilutive effect of outstanding options and Liquid Yield Option Notes during each period is less than 3%.
EX-15 3 AA LETTER 11 Exhibit 15 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Board of Directors and Shareholders of Sysco Corporation: We have reviewed the consolidated balance sheet of Sysco Corporation (a Delaware corporation) and subsidiaries as of April 1, 1995, and the related consolidated statements of results of operations and cash flows for the thirty-nine week and thirteen week periods then ended included in the Company's Quarterly Report on Form 10-Q. 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 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 the financial statements referred to above for them to be in conformity with generally accepted accounting principles. /s/ ARTHUR ANDERSEN LLP Houston, Texas May 12, 1995 EX-27 4 ART. 5 FDS FOR 3RD QUARTER 10-Q
5 This schedule contains summary financial information extracted from Item 1. Financial Statements and is qualified in its entirety by reference to such financial statements. 1,000 9-MOS JUL-01-1995 APR-01-1995 $ 78,065 0 968,931 (34,449) 677,293 1,735,776 1,531,002 (655,315) 3,021,279 962,257 530,268 0 0 191,294 1,140,841 3,021,279 8,956,114 8,956,114 7,345,041 8,666,392 0 14,209 28,738 289,722 115,019 174,703 0 0 0 174,703 0.96 0.96
-----END PRIVACY-ENHANCED MESSAGE-----