-----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, FE+zaKvEBDmEYgwcOu4H88kk+XV+6No0lRtPMGBWAYwT2o7jRi2/Z5DnTI0Cge+i 1ehv0fIJOt2ACIgTZpV+xw== 0000950124-95-003705.txt : 19951119 0000950124-95-003705.hdr.sgml : 19951119 ACCESSION NUMBER: 0000950124-95-003705 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951113 SROS: CSX SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEE SARA CORP CENTRAL INDEX KEY: 0000023666 STANDARD INDUSTRIAL CLASSIFICATION: SAUSAGE, OTHER PREPARED MEAT PRODUCTS [2013] IRS NUMBER: 362089049 STATE OF INCORPORATION: MD FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-03344 FILM NUMBER: 95590114 BUSINESS ADDRESS: STREET 1: THREE FIRST NATL PLZ STE 4600 CITY: CHICAGO STATE: IL ZIP: 60602 BUSINESS PHONE: 3127262600 MAIL ADDRESS: STREET 1: THREE FIRST NATL PLZ STREET 2: SUITE 4600 CITY: CHICAGO STATE: IL ZIP: 60602 FORMER COMPANY: FORMER CONFORMED NAME: CONSOLIDATED FOODS CORP DATE OF NAME CHANGE: 19850402 FORMER COMPANY: FORMER CONFORMED NAME: CONSOLIDATED GROCERD CORP DATE OF NAME CHANGE: 19731220 10-Q 1 FORM 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1995 ------------------ OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-3344 ----------------------------- Sara Lee Corporation ------------------------------------------------------- (Exact name of registrant as specified in its charter) Maryland 36-2089049 - ------------------------ --------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Three First National Plaza, Suite 4600, Chicago, Illinois 60602-4260 - ----------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (312) 726-2600 ------------------------------------------------------- (Registrant's telephone number, including area code) 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 ----------- ---------- On September 30, 1995, the Registrant had 483,861,001 outstanding shares of common stock $1.33 1/3 par value, which is the registrant's only class of common stock. The document contains 18 pages. Page 1 2 SARA LEE CORPORATION AND SUBSIDIARIES INDEX PART I - FINANCIAL STATEMENTS - Preface 3 Condensed Consolidated Balance Sheets - At September 30, 1995 and July 1, 1995 4 Consolidated Statements of Income - For the thirteen weeks ended September 30, 1995 and October 1, 1994 5 Consolidated Statements of Common Stockholders' Equity - For the period July 2, 1994 to September 30, 1995 6 Consolidated Statements of Cash Flows - For the thirteen weeks ended September 30, 1995 and October 1, 1994 7 Note to Consolidated Financial Statements 8 MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION 9 PART II - ITEM 4. - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 12 ITEM 6. - EXHIBITS AND REPORTS ON FORM 8-K 13 SIGNATURE 14 EXHIBIT 11 - Computation of Net Income Per Common Share 15 EXHIBIT 12.1 - Computation of Ratio of Earnings to Fixed Charges 16 EXHIBIT 12.2 - Computation of Ratio of Earnings to Fixed Charges and Preferred Stock Dividend Requirements 17 EXHIBIT 27 - Financial Data Schedule 18 Page 2 3 PART I SARA LEE CORPORATION AND SUBSIDIARIES Preface The consolidated financial statements for the thirteen weeks ended September 30, 1995 and October 1, 1994 and the balance sheet as of September 30, 1995 included herein have not been examined by independent public accountants, but, in the opinion of Sara Lee Corporation ("Corporation"), all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position at September 30, 1995 and the results of operations and the cash flows for the periods presented herein have been made. The results of operations for the thirteen weeks ended September 30, 1995 are not necessarily indicative of the operating results for the full fiscal year. The consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Although the Corporation believes that the disclosures made are adequate to make the information presented not misleading, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such regulations. These consolidated financial statements should be read in conjunction with the financial statements and the notes thereto included in the Corporation's Form 10-K for the year ended July 1, 1995. Page 3 4 SARA LEE CORPORATION AND SUBSIDIARIES Condensed Consolidated Balance Sheets at September 30, 1995 and July 1, 1995 (in millions)
Sept. 30, July 1, 1995 1995 ------------ ------------ ASSETS Cash and Equivalents $ 222 $ 202 Trade Accounts Receivable, less Allowances 1,882 1,653 Inventories: Finished Goods 1,898 1,782 Work in Process 407 423 Materials and Supplies 643 625 ------- ------- 2,948 2,830 Other Current Assets 235 243 ------- ------- Total Current Assets 5,287 4,928 Investments in Associated Companies 93 109 Trademarks and Other Assets 456 506 Property, Net 2,938 2,964 Intangible Assets 3,861 3,924 ------- ------- $12,635 $12,431 ======= ======= LIABILITIES AND EQUITY Notes Payable $ 1,019 $ 559 Accounts Payable 1,244 1,436 Accrued Liabilities 2,566 2,628 Current Maturities of Long-Term Debt 84 221 ------- ------- Total Current Liabilities 4,913 4,844 Long-Term Debt 1,873 1,817 Deferred Income Taxes 258 273 Other Liabilities 689 705 Minority Interest in Subsidiaries 526 519 Auction Preferred Stock 300 300 ESOP Convertible Preferred Stock 327 331 Unearned Deferred Compensation (297) (297) Common Stockholders' Equity 4,046 3,939 ------- ------- $12,635 $12,431 ======= =======
See accompanying Note to Consolidated Financial Statements. Page 4 5 SARA LEE CORPORATION AND SUBSIDIARIES Consolidated Statements of Income For the Thirteen Weeks Ended September 30, 1995 and October 1, 1994 (in millions, except per share data)
THIRTEEN WEEKS ENDED --------------------------------- Sept. 30, Oct. 1, 1995 1994 ----------- ----------- Net Sales $ 4,656 $ 4,290 ------- --------- Cost of Sales 2,931 2,672 Selling, General and Administrative Expenses 1,396 1,319 Interest Expense 59 55 Interest Income (12) (10) ------- --------- 4,374 4,036 ------- --------- Income Before Income Taxes 282 254 Income Taxes 96 89 ------- --------- Net Income 186 165 Preferred Dividend Requirements, Net of Tax 7 6 ------- --------- Net Income Available for Common Stockholders $ 179 $ 159 ======= ========= Net Income Per Common Share - Primary $ 0.37 $ 0.33 ======= ========= Average Shares Outstanding 483 481 ======= ========= Net Income Per Common Share - Fully Diluted $ 0.36 $ 0.32 ======= ========= Average Shares Outstanding 502 499 ======= ========= Cash Dividends Per Common Share $ 0.17 $ 0.16 ======= =========
See accompanying Note to Consolidated Financial Statements. Page 5 6 SARA LEE CORPORATION AND SUBSIDIARIES Consolidated Statements of Common Stockholders' Equity For the Period July 2, 1994 to September 30, 1995 (in millions, except per share data)
UNEARNED COMMON CAPITAL RETAINED TRANSLATION RESTRICTED TOTAL STOCK SURPLUS EARNINGS ADJUSTMENTS STOCK ------- ------- --------- --------- ----------- ---------- Balances at July 2, 1994 $3,326 $ 641 $ 76 $2,799 $ (170) $ (20) Net Income 165 -- -- 165 -- -- Cash Dividends - Common ($.16 per share) (77) -- -- (77) -- -- Auction preferred ($877.33 per share) (3) -- -- (3) -- -- ESOP convertible preferred ($1.359 per share) (6) -- -- (6) -- -- Stock Issuances - Stock option and benefit plans 13 1 12 -- -- -- Restricted stock, less amortization of $1 1 -- 9 -- -- (8) Reacquired Shares (17) (1) (16) -- -- -- Translation Adjustments 22 -- -- -- 22 -- ESOP Tax Benefit 3 -- -- 3 -- -- Other 1 -- 1 (1) -- 1 ------- ------- --------- --------- ---------- ---------- Balances at October 1, 1994 3,428 641 82 2,880 (148) (27) Net Income 639 -- -- 639 -- -- Cash Dividends - Common ($.51 per share) (243) -- -- (243) -- -- Auction preferred ($3,310.67 per share) (10) -- -- (10) -- -- ESOP convertible preferred ($4.0785 per share) (19) -- -- (19) -- -- Stock Issuances - Stock option and benefit plans 44 3 41 -- -- -- Restricted stock, less amortization of $6 6 -- 4 -- -- 2 Reacquired Shares (76) (4) (72) -- -- -- Translation Adjustments 151 -- -- -- 151 -- ESOP Tax Benefit 7 -- -- 7 -- -- Other 12 -- 12 (2) -- 2 ------- ------- --------- --------- ---------- ---------- Balances at July 1, 1995 3,939 640 67 3,252 3 (23) Net Income 186 -- -- 186 -- -- Cash Dividends - Common ($.17 per share) (82) -- -- (82) -- -- Auction preferred ($1,091.33 per share) (3) -- -- (3) -- -- ESOP convertible preferred ($1.359 per share) (6) -- -- (6) -- -- Stock Issuances - Business acquisition 55 3 52 -- -- -- Stock option and benefit plans 19 1 18 -- -- -- Restricted stock, less amortization of $3 3 1 14 -- -- (12) Reacquired Shares (28) (1) (27) -- -- -- ESOP Share Redemption 4 -- 4 -- -- -- Translation Adjustments (52) -- -- -- (52) -- ESOP Tax Benefit 2 -- -- 2 -- -- Other 9 1 8 -- -- -- ------- ------- --------- --------- ---------- ---------- Balances at September 30, 1995 $ 4,046 $ 645 $ 136 $3,349 $ (49) $ (35) ======== ======= ========= ========= ========== ==========
See accompanying Note to Consolidated Financial Statements. Page 6 7 SARA LEE CORPORATION AND SUBSIDIARIES Consolidated Statements of Cash Flows For the Thirteen Weeks Ended September 30, 1995 and October 1, 1994 (in millions)
THIRTEEN WEEKS ENDED ---------------------- Sept. 30, Oct. 1, 1995 1994 ---------- ---------- OPERATING ACTIVITIES - Net income $ 186 $ 165 Adjustments for non-cash charges included in net income: Depreciation and amortization of intangibles 159 149 Increase in deferred income taxes 2 25 Other 3 (10) Changes in current assets and liabilities, excluding businesses acquired and sold (574) (380) -------- ------- Net cash used in operating activities (224) (51) -------- ------- INVESTING ACTIVITIES - Purchases of property and equipment (83) (96) Acquisitions of businesses (23) (27) Dispositions of businesses -- 11 Returns from associated companies 14 3 Sales of property 12 11 Other 3 1 -------- ------- Net cash used in investing activities (77) (97) -------- ------- FINANCING ACTIVITIES - Issuances of common stock 19 13 Purchases of common stock (28) (17) Borrowings of long-term debt 84 127 Repayments of long-term debt (140) (21) Short-term borrowings, net 483 159 Payments of dividends (91) (86) -------- ------- Net cash from financing activities 327 175 -------- ------- Effect of changes in foreign exchange rates on cash (6) 3 -------- ------- Increase in cash and equivalents 20 30 Cash and equivalents at beginning of year 202 189 -------- ------- Cash and equivalents at end of quarter $ 222 $ 219 ======== ======= COMPONENTS OF THE CHANGES IN CURRENT ASSETS AND LIABILITIES: (Increase) in trade accounts receivable $ (249) $ (277) (Increase) in inventories (141) (14) (Increase) decrease in other current assets (10) 16 (Decrease) in accounts payable (179) (216) Increase in accrued liabilities 5 111 -------- ------- Changes in current assets and liabilities $ (574) $ (380) ======== =======
See accompanying Note to Consolidated Financial Statements. Page 7 8 SARA LEE CORPORATION AND SUBSIDIARIES Note to Consolidated Financial Statements 1. During the first quarter of fiscal 1996, the Corporation issued common stock having a value of $55,181,000 in settlement of a deferred purchase price obligation associated with the fiscal 1995 acquisition of the Consolidated Foodservice Companies. Page 8 9 SARA LEE CORPORATION AND SUBSIDIARIES Management's Discussion and Analysis of Results of Operations and Financial Condition The following is a discussion of the results of operations for the first quarter of fiscal 1996 compared to the first quarter of fiscal 1995 and the changes in financial condition during the first three months of fiscal 1996. RESULTS OF OPERATIONS Current quarter sales of $4.66 billion were $366 million or 8.5% above the $4.29 billion reported in the first quarter of last year. Packaged Foods sales increased 14.0% to $2.34 billion while Packaged Consumer Products sales increased 3.4% to $2.32 billion. Businesses acquired net of businesses sold subsequent to the start of the first quarter of last year increased sales by approximately 4.1 percentage points. The weakening of the U.S. dollar relative to foreign currencies had the effect of increasing sales in fiscal 1996 by approximately 1.4 percentage points. Thus, on a comparable basis sales increased approximately 3.0%. After adjusting for business acquisitions and dispositions as well as foreign currency fluctuations, comparable Packaged Foods sales increased 1.3% while comparable Packaged Consumer Products sales increased 4.5% as compared to the first quarter of last year. Cost of sales increased by $259 million or 9.7% while the gross profit margin was 37.1% in the current quarter compared to 37.7% in the first quarter of last year. Packaged Foods gross margin percentages declined and the mix of sales was more heavily weighted toward Packaged Foods which have lower gross profit margins than Packaged Consumer Products. Gross margin percentages for Packaged Consumer Products increased as compared to the first quarter of fiscal 1995. Selling, general and administrative expenses of $1.40 billion were $77 million or 5.8% higher than the first quarter of last year. The increase was primarily due to acquisitions, the weakening of the U.S. dollar relative to foreign currencies and increases in advertising and promotion expense. Net interest expense increased from $45 million last year to $47 million in the current year primarily as a result of higher interest rates. The effective tax rate decreased from 35.0% to 34.0% of income before income taxes. This decrease was largely due to the impact of lower foreign taxes. Net income increased 12.6% to $186 million. Net income per share increased 12.1% to $.37 per share from the $.33 reported last year. The lower percentage increase in earnings per share compared to net income is primarily attributable to higher preferred dividends and average shares outstanding. Page 9 10 FINANCIAL CONDITION During the first quarter of fiscal 1996, cash and equivalents increased by $20 million while borrowings increased by $379 million. The increase in borrowing is primarily attributable to seasonal changes in working capital requirements. RESTRUCTURING On June 6, 1994, the Corporation announced a restructuring of its worldwide operations which will result in the closure of 94 manufacturing and distribution facilities and the severance of 9,900 employees. Through September 30, 1995, 46 facilities have been closed and 6,349 employees severed. A reconciliation of the restructuring reserves through September 30, 1995, is presented on page 11 of this document. Restructuring actions are expected to be substantially completed by 1996, and the Corporation expects to fund the costs of the plan from internal sources and available borrowing capacity. Actions taken as part of the restructuring plan lowered operating costs by $38 million in the first quarter of fiscal 1996; however, a significant portion of this benefit has been used for business building and profit improvement initiatives. The Corporation expects the restructuring plan to generate increasing savings in subsequent years, growing to an annual savings of approximately $250 million in fiscal 1998. Savings from the planned actions will be used for both business building initiatives and profit improvements. Page 10 11 SARA LEE CORPORATION AND SUBSIDIARIES RECONCILIATION OF RESTRUCTURING RESERVES AS OF SEPTEMBER 30, 1995 (in millions)
WRITEDOWN OF PROPERTY RECOGNITION OF AND INVESTMENTS CURTAILMENT RESTRUCTURING ORIGINAL TO NET LOSS AND SPECIAL FOREIGN RESERVES RESTRUCTURING REALIZABLE TERMINATION CASH EXCHANGE AS OF RESERVES VALUE BENEFITS PAYMENTS IMPACTS SEPTEMBER 30,1995 ------------- ----------- ---------------- -------- ---------- ------------------ ANTICIPATED LOSSES ASSOCIATED WITH DISPOSAL OF LAND, BUILDINGS AND IMPROVEMENTS, AND MACHINERY AND EQUIPMENT $ 289 $ (289) $ -- $ -- $ -- $ -- ANTICIPATED EXPENDITURES TO CLOSE AND DISPOSE OF IDLE FACILITIES - INCLUDES $33 OF NON-CANCELABLE LEASE OBLIGATIONS 112 -- -- (33) -- 79 ANTICIPATED SEVERANCE BENEFITS 239 -- -- (116) -- 123 PENSION BENEFITS ASSOCIATED WITH SEVERED EMPLOYEE GROUP 33 -- (33) -- -- -- ANTICIPATED LOSSES ASSOCIATED WITH THE DISPOSAL OF CERTAIN BUSINESSES 59 (15) -- (44) -- -- ---------- ------- --------- ------- ----- --------- 732 (304) (33) (193) -- 202 FOREIGN EXCHANGE IMPACTS -- -- -- -- 18 18 ---------- ------- --------- -------- ----- --------- TOTAL RESTRUCTURING RESERVES $ 732 $ (304) $ (33) $ (193) $ 18 $ 220 ========== ======= ========= ======= ===== =========
Page 11 12 PART II ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS (a) The Registrant's 1995 Annual Meeting of Stockholders was held on October 26, 1995, in Chicago, Illinois ("Annual Meeting"). (b) Not applicable. (c) (i) A total of 410,870,683 votes (81.0% of all votes entitled to vote at the Annual Meeting) were represented by proxy or ballot at the Annual Meeting. The stockholders of the Registrant were requested to elect 18 directors as nominated by management. All nominees were elected as indicated by the following voting tabulation:
NAME FOR WITHHELD --------------------------- ------------- ----------- Paul A. Allaire 408,619,686 2,250,997 Frans H.J.J. Andriessen 408,675,010 2,195,673 John H. Bryan 408,569,200 2,301,483 Duane L. Burnham 408,731,296 2,139,387 Charles W. Coker 408,695,854 2,174,829 Willie D. Davis 408,474,288 2,396,395 Donald J. Franceschini 408,634,281 2,236,402 Allen F. Jacobson 408,518,493 2,352,190 Vernon E. Jordan, Jr. 408,226,832 2,643,851 James L. Ketelsen 408,686,855 2,183,828 Hans B. van Liemt 408,674,336 2,196,347 Joan D. Manley 408,654,338 2,216,345 C. Steven McMillan 408,543,272 2,327,411 Newton N. Minow 408,667,527 2,203,156 Michael E. Murphy 408,752,994 2,117,689 Sir Arvi H. Parbo A.C. 408,604,239 2,266,444 Rozanne L. Ridgway 408,409,510 2,461,173 Richard L. Thomas 408,749,101 2,121,582
(ii) The stockholders were requested to consider and vote upon the adoption of the Sara Lee Corporation Performance-Based Annual Incentive Plan (the "Annual Incentive Plan"). The purpose of the Annual Incentive Plan is to advance the interests of Sara Lee and its stockholders by providing certain of Sara Lee's key executives with annual incentive compensation which is tied to the achievement of preestablished and objective performance goals. The proposal was ratified by stockholders, as 395,156,790 votes were cast for adoption of the plan, 10,718,615 were cast against adoption of the plan, and 4,995,278 votes abstained. Page 12 13 (iii) The stockholders were requested to consider and vote upon the adoption of the Sara Lee Corporation 1995 Long-Term Incentive Stock Plan (the "1995 Plan"). The 1995 Plan would replace the 1989 Incentive Stock Plan ("Prior Plan"). The 1995 Plan is designed to permit the granting of long-term incentive stock-based awards in different forms, including stock options, stock appreciation rights, and other stock awards. The 1995 Plan authorizes the issuance of up to 25,000,000 shares of Sara Lee Corporation common stock ("Common Stock"), plus any shares of Common Stock remaining available under the Prior Plan. The proposal was ratified by stockholders, as 288,707,879 votes were cast for adoption of the plan, 69,048,037 votes were cast against adoption of the plan, 6,441,290 votes abstained, and 46,673,477 votes were broker non-votes. (iv) The stockholders were requested to consider and vote upon the adoption of the Sara Lee Corporation 1995 Non-Employee Director Stock Plan (the "Director Stock Plan"). The Director Stock Plan is designed to facilitate the ownership of Common Stock by outside directors by providing for the grant of stock options to outside directors, and by permitting such directors to elect to receive all or a portion of their annual retainer in Common Stock, options to purchase Common Stock or a combination thereof. The proposal was ratified by stockholders, as 286,273,026 votes were cast for adoption of the plan, 71,141,538 votes were cast against adoption of the plan, 6,787,678 votes abstained, and 46,668,441 votes were broker non-votes. (v) The stockholders were requested to ratify the appointment of Arthur Andersen LLP as the independent public accountants of the Corporation for its fiscal year 1996. The appointment of Arthur Andersen LLP was ratified by the stockholders, as 406,934,529 votes were cast for the proposal, 1,879,856 votes were cast against the proposal, and 2,056,298 votes abstained. (d) Not applicable. ITEM 6. - EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits (numbered in accordance with Item 601 of Regulation S-K)
PAGE NUMBER OR EXHIBIT INCORPORATED HEREIN NUMBER DESCRIPTION BY REFERENCE TO ------ --------------------------- --------------------------- 11 Computation of Net Income 15 Per Common Share 12.1 Computation of Ratio of Earnings to Fixed Charges 16 12.2 Computation of Ratio of Earnings to Fixed Charges and Preferred Stock Dividend Requirements 17 27 Financial Data Schedule 18
(b) Reports on Form 8-K No reports on Form 8-K have been filed by the Corporation during the quarter for which this report is filed. Page 13 14 S I G N A T U R E 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. SARA LEE CORPORATION (Registrant) By: /s/Wayne R. Szypulski ____________________________ Wayne R. Szypulski Vice President and Controller DATE: November 13, 1995 Page 14 EX-11 2 NET INCOME PER COMMON SHARE 1 EXHIBIT 11 SARA LEE CORPORATION AND SUBSIDIARIES COMPUTATION OF NET INCOME PER COMMON SHARE (in millions except per share data)
Thirteen Weeks Ended Thirteen Weeks Ended September 30, 1995 October 1, 1994 --------------------- --------------------- Fully Fully Primary Diluted Primary Diluted --------- ---------- --------- ---------- EARNINGS: Net income $ 186 $ 186 $ 165 $ 165 Less: Dividends on Preferred Stocks, net of tax benefits (7) (3) (6) (3) Adjustment attributable to conversion of ESOP Convertible Preferred Stock -- (2) -- (2) ------ ------ ------ ------ Net Income Available for Common Stockholders $ 179 $ 181 $ 159 $ 160 ====== ====== ====== ====== SHARES: Average Shares Outstanding 480 480 479 479 Add: Common Stock Equivalents - Stock options 2 2 1 1 ESOP Convertible Preferred Stock -- 18 -- 18 Restricted stock and other 1 2 1 1 ------ ------ ------ ------ Adjusted Weighted Average Shares Outstanding 483 502 481 499 ====== ====== ====== ====== Net Income Per Common Share: $ 0.37 $ 0.36 $ 0.33 $ 0.32 ====== ====== ====== ======
Page 15 EX-12.1 3 RATIO OF EARNINGS 1 EXHIBIT 12.1 SARA LEE CORPORATION AND SUBSIDIARIES COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in millions except ratios)
Thirteen Weeks Ended ----------------------- Sept. 30, Oct. 1, 1995 1994 ---------- ----------- Fixed charges: Interest expense $ 59 $ 55 Interest portion of rental expense 21 21 --------- -------- Total fixed charges before capitalized interest 80 76 Capitalized interest 3 3 --------- -------- Total fixed charges $ 83 $ 79 ========= ======== Earnings available for fixed charges: Income before income taxes $ 282 $ 254 Less undistributed income in minority owned companies (2) (3) Add minority interest in majority-owned subsidiaries 10 10 Add amortization of capitalized interest 5 5 Add fixed charges before capitalized interest 80 76 --------- --------- Total earnings available for fixed charges $ 375 $ 342 ========= ========= Ratio of earnings to fixed charges 4.5 4.3 ========= =========
Page 16 EX-12.2 4 RATIO OF EARNINGS TO FIXED CHARGES PREFERRED STOCK 1 EXHIBIT 12.2 SARA LEE CORPORATION AND SUBSIDIARIES COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND PREFERRED STOCK DIVIDEND REQUIREMENTS (in millions except ratios)
Thirteen Weeks Ended ----------------------- Sept. 30, Oct. 1, 1995 1995 ---------- ----------- Fixed charges and preferred stock dividend requirements: Interest expense $ 59 $ 55 Interest portion of rental expense 21 21 ---------- ----------- Total fixed charges before capitalized interest and preferred stock dividend requirements 80 76 Capitalized interest 3 3 Preferred stock dividend requirements (1) 11 10 ---------- ----------- Total fixed charges and preferred stock dividend requirements $ 94 $ 89 ========== =========== Earnings available for fixed charges and preferred stock dividend requirements: Income before income taxes $ 282 $ 254 Less undistributed income in minority owned companies (2) (3) Add minority interest in majority-owned subsidiaries 10 10 Add amortization of capitalized interest 5 5 Add fixed charges before capitalized interest and preferred stock dividend requirements 80 76 ---------- ----------- Total earnings available for fixed charges and preferred stock dividend requirements $ 375 $ 342 ========== =========== Ratio of earnings to fixed charges and preferred stock dividend requirements 4.0 3.8 ========== ===========
(1) Preferred stock dividends in the computation have been increased to an amount representing the pretax earnings that would have been required to cover such dividends. Page 17 EX-27 5 FDS
5 THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED STATEMENT OF INCOME AND CONSOLIDATED BALANCE SHEET AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS JUN-29-1996 SEP-30-1995 191 31 2,097 215 2,948 5,287 5,747 2,809 12,635 4,913 1,873 645 0 330 3,401 12,635 4,656 4,656 2,931 2,931 0 45 47 282 96 186 0 0 0 186 .37 .36
-----END PRIVACY-ENHANCED MESSAGE-----