-----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, G9mfXnk6HrjPrJNXfDj5WznrA0OUOakRWu0x4eaN3FLeaObg0WbOa7J6XdfGSm1i vQK1wvtFdEBW5BtRJ7YJPA== 0000950109-94-000821.txt : 19940516 0000950109-94-000821.hdr.sgml : 19940516 ACCESSION NUMBER: 0000950109-94-000821 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940331 FILED AS OF DATE: 19940513 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALCO STANDARD CORP CENTRAL INDEX KEY: 0000003370 STANDARD INDUSTRIAL CLASSIFICATION: 5110 IRS NUMBER: 230334400 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-05964 FILM NUMBER: 94527917 BUSINESS ADDRESS: STREET 1: P O BOX 834 CITY: VALLEY FORGE STATE: PA ZIP: 19482 BUSINESS PHONE: 2152968000 MAIL ADDRESS: STREET 1: BOX 834 CITY: VALLEY FORGE STATE: PA ZIP: 19482 FORMER COMPANY: FORMER CONFORMED NAME: ALCO CHEMICAL CORP DATE OF NAME CHANGE: 19680218 10-Q 1 FORM 10-Q 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 March 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 1-5964 ----------------------------------------------------- ALCO STANDARD CORPORATION - ----------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) OHIO 23-0334400 - ------------------------------- ------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Box 834, Valley Forge, Pennsylvania 19482 - ----------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (215) 296-8000 - ----------------------------------------------------------------------------- (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 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 --- --- * Applicable only to issuers involved in bankruptcy proceedings during the preceding five years: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No --- --- * Applicable only to corporate issuers: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of April 30, 1994. Common Stock, no par value 53,624,372 shares INDEX ALCO STANDARD CORPORATION AND SUBSIDIARIES PART I. FINANCIAL INFORMATION - ------------------------------ Item 1. Financial Statements (Unaudited) Consolidated Balance Sheets--March 31, 1994 and September 30, 1993 Consolidated Statements of Income--Three months ended March 31, 1994 and March 31, 1993; Six months ended March 31, 1994 and March 31, 1993 Consolidated Statements of Cash Flows--Six months ended March 31, 1994 and March 31, 1993 Notes to Consolidated Financial Statements-- March 31, 1994 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition and Liquidity PART II. OTHER INFORMATION - --------------------------- Item 6. Exhibits and Reports on Form 8-K SIGNATURES - ---------- PART I. FINANCIAL INFORMATION Item 1: Financial Statements ALCO STANDARD CORPORATION CONSOLIDATED BALANCE SHEETS ( in thousands )
March 31 September 30 ASSETS 1994 1993 - ------ ---------- ------------ Current Assets Cash $ 33,135 $ 36,495 Accounts receivable less allowance for doubtful accounts: 3/94 - $30,668; 9/93 - $27,528 852,441 855,666 Inventories 628,257 591,964 Prepaid expenses, deposits and deferred taxes 113,479 92,600 ---------- ---------- Total current assets 1,627,312 1,576,725 ---------- ---------- Investment in Unconsolidated Affiliate 116,256 118,060 Other Investments and Long-Term Receivables 47,551 46,813 Property and Equipment, at cost 632,282 596,901 Less accumulated depreciation 286,620 260,551 ---------- ---------- 345,662 336,350 ---------- ---------- Other Assets Excess of cost of acquired companies over equity 704,536 694,757 Miscellaneous 66,148 69,662 Deferred taxes 20,746 22,454 ---------- ---------- 791,430 786,873 ---------- ---------- Finance Subsidiaries Assets 558,214 484,069 ---------- ---------- $3,486,425 $3,348,890 ========== ==========
See notes to consolidated financial statements.
ALCO STANDARD CORPORATION CONSOLIDATED BALANCE SHEETS (in thousands) March 31 September 30 LIABILITIES AND SHAREHOLDERS' EQUITY 1994 1993 ------------ ---------------- Current Liabilities Current portion of long-term debt $ 38,342 $ 39,915 Notes payable 156,947 164,249 Trade accounts payable 396,659 426,971 Accrued salaries, wages and commissions 70,210 80,097 Deferred revenues 117,697 116,631 Restructuring costs 69,940 27,480 Other accrued expenses 146,473 164,831 ------------ ------------ Total current liabilities 996,268 1,020,174 ------------ ------------ Long-Term Debt 392,674 590,154 Other Liabilities Restructuring costs 90,000 142,459 Workers' compensation and other 135,814 113,069 ------------ ------------ 225,814 255,528 ------------ ------------ Finance Subsidiaries Liabilities; including debt of: 3/94 - $454,927; 9/93 - $413,092 482,228 437,418 Redeemable Preferred Stock of Subsidiary 25,000 25,000 Shareholders' Equity Series AA convertible preferred stock, no par value, 4,025 depositary shares issued and outstanding 198,906 197,900 Common stock, no par value: authorized 75,000 shares; Issued 3/94 - 54,522 shares; 9/93 - 48,772 shares 551,051 259,031 Retained earnings 686,747 651,373 Foreign currency translation adjustment (31,574) (23,640) Cost of common shares in treasury: 3/94 - 979 shares; 9/93 - 1,808 shares (40,689) (64,048) ------------ ------------ 1,364,441 1,020,616 ------------ ------------ $ 3,486,425 $ 3,348,890 ============ ============
See notes to consolidated financial statements. ALCO STANDARD CORPORATION CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share data)
Three Months Ended Six Months Ended March 31 March 31 ------------------------ ------------------------ 1994 1993 1994 1993 ---------- ---------- ---------- ---------- Revenues Net sales $1,952,627 $1,477,536 $3,858,616 $2,909,441 Dividends, interest and other income 899 745 1,849 1,739 Finance subsidiaries 15,898 12,312 30,739 23,869 ---------- ---------- ---------- ---------- 1,969,424 1,490,593 3,891,204 2,935,049 ---------- ---------- ---------- ---------- Costs and Expenses Cost of goods sold 1,451,184 1,102,613 2,881,318 2,177,173 Selling and administrative 437,343 324,619 856,440 636,586 Interest 10,138 9,713 22,281 21,507 Finance subsidiaries interest 6,535 5,846 12,827 11,581 ---------- ---------- ---------- ---------- 1,905,200 1,442,791 3,772,866 2,846,847 ---------- ---------- ---------- ---------- Income (Loss) from Unconsolidated Affiliate (1,157) 654 (1,893) 1,173 ---------- ---------- ---------- ---------- Income from Continuing Operations, Before Taxes 63,067 48,456 116,445 89,375 Taxes on Income 25,046 18,916 46,570 35,076 ---------- ---------- ---------- ---------- Income from Continuing Operations 38,021 29,540 69,875 54,299 Income from Discontinued Operations, net of income taxes 2,030 3,218 ---------- ---------- ---------- ---------- Income before cumulative effect of changes in accounting principles 38,021 31,570 69,875 57,517 Cumulative effect of Postretirement benefits other than pensions, net of income taxes (1,421) Income taxes 1,421 ---------- ---------- ---------- ---------- Net Income 38,021 31,570 69,875 57,517 Preferred Dividends 2,893 2,929 5,786 3,214 ---------- ---------- ---------- ---------- Net Income Available to Common Shareholders $ 35,128 $ 28,641 $ 64,089 $ 54,303 ========== ========== ========== ========== Earnings Per Share (1) Continuing operations $0.64 $0.57 $1.24 $1.09 Discontinued operations 0.04 0.07 ---------- ---------- ---------- ---------- Before cumulative effect of changes in accounting principles 0.64 0.61 1.24 1.16 Cumulative effect of Postretirement benefits other than pensions, net of income taxes (0.03) Income taxes 0.03 ---------- ---------- ---------- ---------- $0.64 $0.61 $1.24 $1.16 ========== ========== ========== ========== Cash dividends per share of common stock $0.25 $0.24 $0.50 $0.48 ===== ===== ===== =====
(1) See Exhibit 11 for computation of earnings per share. See notes to consolidated financial statements. ALCO STANDARD CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
Six Months Ended March 31, ---------------------- 1994 1993 -------- -------- Operating activities Net income $ 69,875 $ 57,517 Additions (deductions) to reconcile net income to net cash provided (used) by operating activities: Depreciation 34,352 27,631 Amortization 12,073 10,613 Provision for losses on accounts receivable 10,473 7,952 Benefit for deferred income taxes (287) (318) Change in deferred liabilities 128 (1,640) Changes in operating assets and liabilities, net of effects from acquisitions and divestitures: (Increase) decrease in accounts receivable 9 (15,213) Increase in inventories (30,936) (31,053) Increase in prepaid expenses (30,974) (8,699) Decrease in accounts payable, deferred revenues and accrued expenses (50,320) (50,558) Miscellaneous (4,429) (8,751) --------- --------- Net cash provided (used) 9,964 (12,519) Investing activities Proceeds from sale of property and equipment 9,417 5,046 Payments received on long-term receivables 6,970 4,124 Cost of companies acquired, net of cash acquired (18,357) (156,970) Expenditures for property and equipment (51,432) (38,788) Purchase of miscellaneous assets (3,579) (5,134) Finance subsidiaries receivables - additions (162,304) (129,938) Finance subsidiaries receivables - collections 98,339 77,399 --------- --------- Net cash used (120,946) (244,261) Financing activities Proceeds from issuance of long-term debt 107,995 117,960 Proceeds from option exercises and sale of treasury shares 37,165 30,559 Proceeds from issuance of common stock, net 293,511 Proceeds from issuance of preferred stock, net 196,383 Proceeds (repayments) from short-term borrowings, net (3,278) 75,948 Long-term debt repayments (318,340) (181,569) Finance subsidiaries debt - issuance 57,143 84,012 Finance subsidiaries debt - repayments (15,308) (34,000) Dividends paid (27,611) (22,296) Purchase of treasury shares (23,655) (10,411) --------- --------- Net cash provided 107,622 256,586 --------- --------- Net decrease in cash (3,360) (194) Cash at beginning of year 36,495 24,386 Cash at end of period --------- --------- $ 33,135 $ 24,192 ========= =========
See notes to consolidated financial statements. Alco Standard Corporation Notes To Consolidated Financial Statements March 31, 1994 Note 1: Accounting Changes ------------------ Effective October 1, 1993, the Company adopted SFAS No. 106, "Employer's Accounting for Post Retirement Benefits Other Than Pensions", and SFAS No. 109, "Accounting for Income Taxes". In adopting SFAS No. 106, the Company has elected to immediately recognize the transition obligation, which resulted in a cumulative effect charge of $1,421,000, net of taxes, or $.03 per share. The new standard for income taxes permitted the Company to recognize the benefit of certain deferred tax assets that was prohibited under the previous standard, SFAS No. 96, which the Company adopted for the fiscal year ended September 30, 1988. The cumulative effect of establishing the net deferred tax asset as of October 1, 1993 was to increase net income by $1,421,000, or $.03 per share. Note 2: Common Stock ------------ In December, 1993, the Company issued 5,750,000 shares of common stock in a public offering. The net proceeds from the offering of approximately $294 million were used for repayment of debt. Net income from continuing operations and earnings per share from continuing operations for the fiscal year ended September 30, 1993 would have been $13,288,000 and $.07, respectively, if the offering had occurred on October 1, 1992. Net income and earnings per share for six months ended March 31, 1994 would have been $71,144,000 and $1.20, respectively, if the offering had occurred on October 1, 1993. Note 3: Debt ---- On December 13, 1993, the Company amended its $200,000,000 credit agreement dated December 18, 1991 to extend the term of the 364 day portion of the facility to December 14, 1994 and the three year portion to December 18, 1996. On January 14, 1994, the Company amended its DM 180,000,000 credit agreement dated October 15, 1992 to extend the expiration date of the commitment to January 11, 1995. On April 20, 1994, the Company amended its $200,000,000 credit agreement dated April 21, 1993 to extend the term of the 364 day portion of the facility to April 19, 1995. The facility fee on the 364 day portion of the agreement was reduced from 1/8% per annum to 1/10%, while the facility fee on the remaining portion of the agreement was reduced from 3/16% per annum to 3/20%. ALCO STANDARD CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 1994 Note 4: Supplemental Information to Statements of Cash Flows ---------------------------------------------------- The Company has presented statements of cash flows for the periods ended March 31, 1994 and 1993 in accordance with SFAS No. 95. Interest paid for the six months ended March 31, 1994 was $34,584,000. Interest paid for the six months ended March 31, 1993 approximates the amount disclosed in the accompanying Statement of Income. Income tax payments of $40,504,000 and $38,250,000 were made during the six months ended March 31, 1994 and 1993, respectively. The total assets for acquisitions amounted to $42,969,000 during the six months ended March 31, 1994 and $171,761,000 during the six months ended March 31, 1993. The excess of cost over acquired equity included in these assets was $21,425,000 and $21,671,000, respectively. Item 2: Management's Discussion and Analysis of Results of Operations - ----------------------------------------------------------------------- and Financial Condition and Liquidity ------------------------------------- Results of Operations --------------------- The discussion of the results of operations reviews the continuing operations of the Company as contained in the Consolidated Statements of Income. Three Months Ended March 31, 1994 Compared with Three Months Ended March 31, 1993 ----------------------------------------------- Revenues and income before taxes for the second quarter of fiscal 1994 versus the second quarter of fiscal 1993 were as follows:
Revenues Income Before Taxes ----------------------- ---------------------- March 31 % March 31 % ------------ ------------- 1994 1993 Change 1994 1993 Change ---- ---- ------ ---- ---- ------ (in millions) Alco Office Products $ 544 $ 371 46.6% $ 47.8 $33.5 42.7% Unisource United States 1,268 952 33.2 34.3 28.9 18.7 Canada 159 170 (6.5) 2.9 4.3 (32.6) ------ ------ ------ ----- Total Unisource 1,427 1,122 27.2 37.2 33.2 12.0 ------ ------ ------ ----- Operating 1,971 1,493 32.0 85.0 66.7 27.4 Unconsolidated affiliate (1.2) .7 Interest (10.1) (9.7) Eliminations and non-Allocated (2) (2) (10.6) (9.2) ------ ------ ------ ----- $1,969 $1,491 32.1% $ 63.1 $48.5 30.1% ====== ====== ====== =====
Alco Office Products (AOP) contributed $173 million of additional revenues, of which $116 million related to current and prior year acquisitions. The remaining $57 million increase reflects continued internal growth in all revenue areas of AOP's base companies, inclusive of service and facilities management businesses. The $316 million increase in revenues from Unisource's U.S. operations includes $260 million from prior year acquisitions and $56 million of internal growth from its base companies. The $11 million revenue decrease in the Unisource Canadian paper businesses reflects a 6% decrease in the average foreign exchange rate. AOP's increase in operating income of $14.3 million includes $7 million from current and prior year acquisitions. The remaining $7.3 million of internal growth from its base companies is primarily the result of higher operating contributions from the service and facilities management areas of AOP's businesses, along with increased operating income related to its leasing activities through Alco Capital Resource, Inc. Operating income from Unisource's U.S. paper operations increased $5.4 million including $4.3 million from prior year acquisitions and $1.1 million from its base companies. The decrease in operating income in the Canadian paper distribution business of $1.4 million is attributable to the gross margin erosion within the Canadian paper industry along with the negative impact of foreign exchange rates. Revenues from the Company's paper and office products operations outside the U.S. was $208 million for the second quarter of fiscal 1994 compared to $191 million for the second quarter of fiscal 1993. The $17 million increase reflects internal growth along with contributions from prior year AOP acquisitions which collectively overcome the $11 million decrease in revenues from the Canadian paper distribution business. Operating income from foreign operations was $7 million for the three months ended March 31, 1994, a decline of $700,000 from the prior year which is attributed to the decrease in the operating income of the Canadian paper distribution business along with the negative impact of foreign exchange rates. The Company incurred a $1.2 million loss in the second quarter of fiscal 1994, from its investment in an unconsolidated affiliate, IMM Office Systems Gmbh (IMM). For the comparative period in fiscal 1993 the Company recorded a $700,000 equity pickup. While results have undoubtedly been hampered by the German economy, the Company believes that the present joint venture does not offer a positive basis on which to grow the business, absent a recapitalization or restructuring of its ownership. This could result in a devaluation of the Company's investment in IMM. Interest expense increased by $400,000, a result of higher average borrowing levels to fund acquisitions and working capital requirements. The increase in income before taxes of 30.1% or $14.6 million is a combined result of improved operations from base companies along with the earnings contributed by acquisitions made in the prior year. The effective income tax rate for the second quarter was 39.7% compared with 39% in fiscal 1993. Six Months Ended March 31, 1994 Compared with Six Months Ended March 31, 1993 --------------------------------------------- Revenues and income before taxes for the first half of fiscal 1994 versus the first half of fiscal 1993 were as follows:
Revenues Income Before Taxes ----------------------- ----------------------- March 31 % March 31 % --------------- ----------- 1994 1993 Change 1994 1993 Change ----- ---- ------ ---- ---- ------ (in millions) Alco Office Products $1,042 $ 719 44.9% $ 90.3 $ 62.0 45.6% Unisource United States 2,534 1,877 35.0 63.2 57.0 10.9 Canada 319 342 (6.7) 5.1 8.7 (41.4) ------ ------ ------ ------ Total Unisource 2,853 2,219 28.6 68.3 65.7 4.0 ------ ------ ------ ------ Operating 3,895 2,938 32.6 158.6 127.7 24.2 Unconsolidated affiliate (1.9) 1.2 Interest (22.3) (21.5) Eliminations and non-Allocated (4) (3) (18.0) (18.0) ------ ------ ------ ----- $3,891 $2,935 32.6% $116.4 $89.4 30.2% ====== ====== ====== ======
Alco Office Products generated $323 million in increased revenues of which $193 million relates to fiscal 1993 acquisitions and $29 million to fiscal 1994 acquisitions. The remaining $101 million increase reflects continued growth in all revenue areas of AOP's base companies, but particularly in its equipment, service and facilities management businesses. The $657 million increase in revenues from Unisource's U.S. operations includes $512 million from prior year acquisitions and $145 million of internal growth from its base companies. The $23 million revenue decrease in the Unisource Canadian paper businesses is primarily attributable to a 5% decrease in the average foreign exchange rate. AOP's operating income increase of $28.3 million includes $10.5 million from prior year acquisitions and $2.4 million from current acquisitions. The remaining $15.4 million increase reflects internal growth from its base companies which is primarily the result of higher operating contributions from the service, facilities management and supply areas of AOP's businesses, along with increased operating income related to its leasing activities through Alco Capital Resource, Inc. Operating income from Unisource's U.S. paper operations increased $6.2 million. This increase represents a contribution of $10.8 million from prior year acquisitions net of a decrease of $4.6 million from its base companies which reflects the gross margin erosion that has been experienced in the paper industry. The Canadian paper distribution business decrease in operating income of $3.6 million is the result of the carryover of certain incremental merger costs related to the Canadian merger plan implemented in fiscal 1993, gross margin erosion within the Canadian paper industry, and the effects of the declining foreign exchange rates. Geographically, revenues from the Company's paper and office products operations outside the U.S. was $413 million for the first half of fiscal 1994 compared to $384 million for the same period in the prior fiscal year. The increase reflects $48 million from prior year AOP acquisitions along with $4 million from internal growth offset by a decrease of $23 million from the Canadian paper distribution business. Operating income from foreign operations was $12.6 million for the six months ended March 31, 1994, down $2.2 million from the prior year primarily the result of the decrease in operating income of the Canadian paper distribution business along with the negative impact of foreign exchange rates. For the first six months of fiscal 1994, the Company incurred a $1.9 million loss from its investment in an unconsolidated affiliate, IMM Office Systems Gmbh., compared to a $1.2 million equity pickup for the comparative period in the prior fiscal year. The German recession has played a part in the $3.1 million decline but, as mentioned previously, the Company intends to analyze IMM's ability to achieve its long-term goals. Interest expense increased by $800,000 from the comparable period in fiscal 1993, a result of higher borrowing levels to fund acquisitions and working capital requirements. The increase in income before taxes of 30.2% or $27 million is a combined result of improved operations from our base companies along with the earnings contributed by acquisitions. The effective income tax rate for the current period was 40% compared with 39.2% in fiscal 1993. At March 31, 1994 weighted average shares were 4.7 million shares greater than the 47 million shares at March 31, 1993. This increase includes the impact of a public offering of common stock in December, 1993. The Unisource restructuring plan announced in September, 1993 is proceeding as planned, with fifty-five mergers expected to be completed by the end of the third quarter. Since September 30, 1993, Unisource has reduced its employee base by approximately 350. This excludes the data processing personnel that transferred as part of the information technology system outsourcing agreement with Integrated Systems Solutions Corporation, a subsidiary of IBM. This 10 year agreement for $300 million, which is effective January 1, 1994, will provide the information technology system to be implemented as part of the restructuring plan. During the first quarter of fiscal 1994, the Company adopted Financial Accounting Standard No. 106, "Employer's Accounting for Retirement Benefits other than Pensions" and Financial Accounting Standard No. 109, "Accounting for Income Taxes"; the combined effect on earnings of these accounting changes was neutral. Financial Condition and Liquidity --------------------------------- In December 1993, the Company issued 5,750,000 shares of common stock in a public offering, and the net proceeds of approximately $294 million were used to reduce outstanding debt. The Company's total debt (excluding finance subsidiaries) decreased to $588 million at March 31, 1994 from $794 million at September 30, 1993. At March 31, 1994 debt as a percentage of capitalization was 29.7%, and the current ratio was 1.6 to 1. Finance subsidiaries debt grew by $42 million from September 30, 1993, as a result of increased leasing activity. The Company had a total of $608 million in bank credit commitments as of March 31, 1994, of which $352 million were unused and available. In connection with the Unisource restructuring accrual, the Company estimates that total cash expenditures will amount to $148 million, of which approximately $15 million has been spent to date. Related cash expenditures in the third and fourth quarters are estimated to aggregate to $43 million. The Company believes that its operating cash flow together with unused lines of credit will be sufficient to finance current operating requirements including capital expenditure, acquisition and restructuring programs. PART II. OTHER INFORMATION --------------------------- Item 6. Exhibits and Reports on Form 8-K ----------------------------------------- (a) The following Exhibit is furnished pursuant to Item 601 of Regulation S-K: Exhibit No. (11) Computation of Earnings Per Share BASIS OF PRESENTATION --------------------- The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10Q and Rule 10-01 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended September 30, 1993. Date May 12, 1994 /s/ Michael J. Dillon --------------------- ---------------------------------- Michael J. Dillon Controller 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. This report has also been signed by the undersigned in his capacity as the chief accounting officer of the Registrant. ALCO STANDARD CORPORATION Date May 12, 1994 /s/ Michael J. Dillon --------------------- ----------------------------------- Michael J. Dillon Controller (Chief Accounting Officer) Index to Exhibits ----------------- Exhibit Number - -------------- (11) Computation of Earnings Per Share EX-11 2 COMPUTATION OF EARNINGS EXHIBIT 11 - ---------- ALCO STANDARD CORPORATION COMPUTATIONS OF EARNINGS PER SHARE (in thousands, except earnings per share)
Six Months Ended March 31 ----------------------------------------- 1994 1993 ------------------- ------------------- Fully Fully Primary Diluted(1) Primary Diluted(1) ------- ---------- ------- ---------- Average Shares Outstanding - -------------------------- Common shares 50,774 50,774 46,355 46,355 Preferred stock Considered common equivalents 9 9 69 69 Senior securities 4,508 2,452 Options 968 1,044 615 856 ------- ------- ------- ------- Total shares 51,751 56,335 47,039 49,732 ======= ======= ======= ======= Income - ------ Continuing operations $69,875 $69,875 $54,299 $54,299 Discontinued operations 3,218 3,218 ------- ------- ------- ------- Income before cumulative effect of changes in accounting principles 69,875 69,875 57,517 57,517 Cumulative effect of Postretirement benefits other than pensions (net of income taxes) (1,421) (1,421) Income taxes 1,421 1,421 ------- ------- ------- ------- Net Income 69,875 69,875 57,517 57,517 Preferred dividends 5,786 3,214 ------- ------- ------- ------- Net income available to common shareholders $64,089 $69,875 $54,303 $57,517 ======= ======= ======= ======= Earnings Per Share - ------------------ Continuing operations $1.24 $1.24 $1.09 $1.09 Discontinued operations 0.07 0.07 ------- ------- ------- ------- Before cumulative effect of changes in accounting principles 1.24 1.24 1.16 1.16 Cumulative effect of Postretirement benefits other than pensions (net of income taxes) (0.03) (0.03) Income taxes 0.03 0.03 ------- ------- ------- ------- $1.24 $1.24 $1.16 $1.16 ======= ======= ======= =======
(1) This calculation is submitted in accordance with Regulation S-K item 601(b)(11) although not required by footnote 2 to paragraph 14 of APB No. 15 because it results in dilution of less than 3%. -----END PRIVACY-ENHANCED MESSAGE-----