-----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, NHZbupUsH9S2C1d3RUmeATEPu4hoq0iBG8lMHy8O9x0ElAUhBRusDtc8Wlqau11B 7sIft1R+X1Q0p78/2PQdfQ== /in/edgar/work/20000808/0000081061-00-000022/0000081061-00-000022.txt : 20000921 0000081061-00-000022.hdr.sgml : 20000921 ACCESSION NUMBER: 0000081061-00-000022 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000624 FILED AS OF DATE: 20000808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIX SUPER MARKETS INC CENTRAL INDEX KEY: 0000081061 STANDARD INDUSTRIAL CLASSIFICATION: [5411 ] IRS NUMBER: 590324412 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-00981 FILM NUMBER: 688370 BUSINESS ADDRESS: STREET 1: 1936 GEORGE JENKINS BLVD CITY: LAKELAND STATE: FL ZIP: 33815 BUSINESS PHONE: 9416887407 MAIL ADDRESS: STREET 1: 1936 GEORGE JENKINS BLVD CITY: LAKELAND STATE: FL ZIP: 33815 10-Q 1 0001.txt FORM 10-Q 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 June 24, 2000 ------------- 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 0-981 ---------------------------- PUBLIX SUPER MARKETS, INC. ------------------------------------------------------ (Exact name of Registrant as specified in its charter) Florida 59-0324412 - ------------------------------- ------------------------------------ (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 1936 George Jenkins Blvd. Lakeland, Florida 33815 - ---------------------------------------- --------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (863) 688-1188 -------------- 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 outstanding of the Registrant's common stock, $1.00 par value, as of July 28, 2000 was 210,152,501. Page 1 of 11 pages PART I. FINANCIAL INFORMATION Item 1. Financial Statements - -----------------------------
PUBLIX SUPER MARKETS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Amounts are in thousands, except share amounts) ASSETS June 24, 2000 December 25, 1999 ------------- ----------------- (Unaudited) Current Assets - -------------- Cash and cash equivalents $ 500,203 $ 626,636 Short-term investments 22,199 28,233 Trade receivables 80,409 107,185 Merchandise inventories 706,719 769,454 Deferred tax assets 62,288 57,065 Prepaid expenses 8,201 2,442 ---------- ---------- Total Current Assets 1,380,019 1,591,015 ---------- ---------- Long-term investments 403,074 398,865 Other noncurrent assets 22,753 22,682 Property, plant and equipment 3,435,183 3,307,387 Accumulated depreciation (1,250,751) (1,252,217) ---------- ---------- Total Assets $3,990,278 $4,067,732 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities - ------------------- Accounts payable $ 588,520 $ 634,995 Accrued contribution to retirement plans 150,567 182,981 Accrued salaries and wages 79,692 52,591 Accrued self-insurance reserves 73,578 69,356 Federal and state income taxes 23,740 32,496 Other 110,635 103,339 ---------- ---------- Total Current Liabilities 1,026,732 1,075,758 ---------- ---------- Deferred tax liabilities, net 140,740 135,413 Self-insurance reserves 106,423 100,154 Accrued postretirement benefit cost 59,320 55,735 Other noncurrent liabilities 21,267 24,528 Stockholders' Equity - -------------------- Common stock of $1 par value. Authorized 300,000,000 shares; issued 215,914,742 shares at June 24, 2000 and 215,567,950 shares at December 25, 1999 215,915 215,568 Additional paid-in capital 211,972 196,352 Reinvested earnings 2,484,136 2,271,323 ---------- ---------- 2,912,023 2,683,243 Less 5,927,008 treasury shares at June 24, 2000, at cost (267,168) --- Accumulated other comprehensive earnings (9,059) (7,099) ---------- ---------- Total Stockholders' Equity 2,635,796 2,676,144 ---------- ---------- Total Liabilities and Stockholders' Equity $3,990,278 $4,067,732 ========== ==========
See accompanying notes to condensed consolidated financial statements. -2-
PUBLIX SUPER MARKETS, INC. CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Amounts are in thousands, except per share and share amounts) Three Months Ended June 24, 2000 June 26, 1999 ------------- ------------- (Unaudited) Revenues - -------- Sales $ 3,476,602 $ 3,137,587 Other income, net 37,428 34,878 ------------ ------------ Total revenues 3,514,030 3,172,465 ------------ ------------ Costs and expenses - ------------------ Cost of merchandise sold, including store occupancy, warehousing and delivery expenses 2,569,497 2,322,824 Operating and administrative expenses 744,266 668,815 ------------ ------------ Total costs and expenses 3,313,763 2,991,639 ------------ ------------ Earnings before income tax expense 200,267 180,826 Income tax expense 72,001 64,727 ------------ ------------ Net earnings $ 128,266 $ 116,099 ============ ============ Weighted average number of common shares outstanding 212,300,255 216,255,811 ============ ============ Basic earnings per common share $ .60 $ .54 ============ ============ Cash dividends per common share $ .27 $ .22 ============ ============
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (Amounts are in thousands) Three Months Ended June 24, 2000 June 26, 1999 ------------- ------------- (Unaudited) Net earnings $ 128,266 $ 116,099 Other comprehensive earnings - unrealized gain on investment securities available-for-sale, net of tax effect of $898 and $197 in 2000 and 1999, respectively 1,430 314 Reclassification adjustment for net realized loss on investment securities available-for-sale, net of tax effect of $120 and $90 in 2000 and 1999, respectively 191 143 ------------ ------------ Comprehensive earnings $ 129,887 $ 116,556 ============ ============
See accompanying notes to condensed consolidated financial statements. -3-
PUBLIX SUPER MARKETS, INC. CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Amounts are in thousands, except per share and share amounts) Six Months Ended June 24, 2000 June 26, 1999 ------------- ------------- (Unaudited) Revenues - -------- Sales $ 7,090,924 $ 6,500,835 Other income, net 72,357 66,050 ------------ ------------ Total revenues 7,163,281 6,566,885 ------------ ------------ Costs and expenses - ------------------ Cost of merchandise sold, including store occupancy, warehousing and delivery expenses 5,261,327 4,860,802 Operating and administrative expenses 1,479,461 1,338,730 ------------ ------------ Total costs and expenses 6,740,788 6,199,532 ------------ ------------ Earnings before income tax expense 422,493 367,353 Income tax expense 151,864 132,686 ------------ ------------ Net earnings $ 270,629 $ 234,667 ============ ============ Weighted average number of common shares outstanding 213,066,482 216,350,691 ============ ============ Basic earnings per common share $ 1.27 $ 1.08 ============ ============ Cash dividends per common share $ .27 $ .22 ============ ============
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (Amounts are in thousands) Six Months Ended June 24, 2000 June 26, 1999 ------------- ------------- (Unaudited) Net earnings $ 270,629 $ 234,667 Other comprehensive earnings - unrealized loss on investment securities available-for-sale, net of tax effect of ($2,221) and ($1,835) in 2000 and 1999, respectively (3,536) (2,931) Reclassification adjustment for net realized loss on investment securities available-for-sale, net of tax effect of $990 and $1,808 in 2000 and 1999, respectively 1,576 2,889 ------------ ------------ Comprehensive earnings $ 268,669 $ 234,625 ============ ============
See accompanying notes to condensed consolidated financial statements. -4-
PUBLIX SUPER MARKETS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Amounts are in thousands) Six Months Ended June 24, 2000 June 26, 1999 ------------- ------------- (Unaudited) Cash Flows From Operating Activities - ------------------------------------ Cash received from customers $ 7,163,292 $ 6,560,042 Cash paid to employees and suppliers (6,375,222) (5,944,062) Income taxes paid (159,285) (112,079) Payment for self-insured claims (71,571) (66,959) Other, net 26,754 23,955 ----------- ----------- Net Cash Provided by Operating Activities 583,968 460,897 ----------- ----------- Cash Flows From Investing Activities - ------------------------------------ Payment for property, plant and equipment (246,819) (242,692) Payment for investment securities - available-for-sale (33,230) (112,983) Proceeds from sale of investment securities - available-for-sale 26,951 94,543 Other, net 1,601 (6,160) ----------- ----------- Net Cash Used in Investing Activities (251,497) (267,292) ----------- ----------- Cash Flows From Financing Activities - ------------------------------------ Proceeds from sale of common stock 47,445 175,377 Payment for acquisition of common stock (448,402) (256,417) Dividends paid (57,816) (47,846) Other, net (131) (131) ----------- ----------- Net Cash Used in Financing Activities (458,904) (129,017) ----------- ----------- Net (decrease) increase in cash and cash equivalents (126,433) 64,588 Cash and cash equivalents at beginning of period 626,636 669,326 ----------- ----------- Cash and cash equivalents at end of period $ 500,203 $ 733,914 =========== ===========
See accompanying notes to condensed consolidated financial statements. -5- PUBLIX SUPER MARKETS, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. The accompanying condensed consolidated financial statements included herein are unaudited; however, in the opinion of management, such information reflects all adjustments (consisting solely of normal recurring adjustments) which are necessary for the fair statement of results for the interim period. These condensed consolidated financial statements should be read in conjunction with the fiscal 1999 Form 10-K Annual Report of the Company. 2. Due to the seasonal nature of the Company's business, the results for the three months and six months ended June 24, 2000 are not necessarily indicative of the results for the entire 2000 fiscal year. 3. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. 4. In June 1998, the Financial Accounting Standards Board issued Statement of Financial Accounting Standard No. 133, "Accounting for Derivative Instruments and Hedging Activities," (SFAS 133) effective for fiscal years beginning after June 15, 1999. SFAS 133 requires that derivatives be carried at fair value and provides for hedge accounting when certain conditions are met. In June 1999, the Financial Accounting Standards Board issued Statement of Financial Accounting Standard No. 137, "Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133" (SFAS 137) which deferred the effective date of adoption of SFAS 133 for one year. The Company is currently evaluating the effect of adopting SFAS 133. -6- PUBLIX SUPER MARKETS, INC. Item 2. Management's Discussion and Analysis of Financial Condition and - ----------------------------------------------------------------------- Results of Operations - --------------------- Liquidity and Capital Resources - ------------------------------- Operating activities continue to be the Company's primary source of liquidity. Net cash provided by operating activities was approximately $584.0 million in the six months ended June 24, 2000, as compared with $460.9 million in the six months ended June 26, 1999. Cash and cash equivalents totaled $500.2 million as of June 24, 2000, as compared with $733.9 million as of June 26, 1999. Capital expenditures totaled approximately $246.8 million in the six months ended June 24, 2000. These expenditures were primarily incurred in connection with the opening of 27 new stores and remodeling or expanding 31 stores. Significant expenditures were also incurred in the expansion of a warehouse in Lakeland, Florida. In addition, the Company closed four stores. The net impact of new and closed stores (net new stores) added an additional 1.1 million square feet in the six months ended June 24, 2000, a 3.8% increase. Capital expenditures totaled approximately $242.7 million in the six months ended June 26, 1999. These expenditures were primarily incurred in connection with the opening of 14 new stores and remodeling or expanding of 37 stores. Significant expenditures were also incurred in the purchase of nine additional store sites from A & P in the greater Atlanta area. In addition, the Company closed seven stores. Net new stores added an additional .39 million square feet in the six months ended June 26, 1999, a 1.5% increase. Capital expenditures for the remainder of 2000, primarily made up of new store, warehouse, and office construction and the remodeling or expanding of many existing stores, are expected to be approximately $388.2 million. The capital program is subject to continuing change and review. The remaining 2000 capital expenditures are expected to be financed by internally generated funds and current liquid assets. In the normal course of operations, the Company replaces stores and closes unprofitable stores. The impact of future store closings is not expected to be material. Cash generated in excess of the amount needed for current operations and capital expenditures is invested in short-term and long-term investments. Management believes the Company's liquidity will continue to be strong. Operating Results - ----------------- Sales increased 10.8% in the second quarter of 2000 to $3.5 billion, an increase of $339.0 million compared to the same quarter in 1999. This reflects an increase of $134.9 million or 4.3% in sales from stores that were open for all of both quarters (comparable stores) and sales of $204.1 million or 6.5% from net new stores since March 27, 1999. Sales increased 9.1% in the six months ended June 24, 2000, to $7.1 billion, an increase of $590.1 million over the six months ended June 26, 1999. This reflects an increase of $219.7 million or 3.4% in sales from comparable stores and sales of $370.4 million or 5.7% from net new stores since the beginning of 1999. Cost of merchandise sold including store occupancy, warehousing and delivery expenses, as a percentage of sales, was approximately 73.9% and 74.0% in the quarters ended June 24, 2000 and June 26, 1999, respectively. These cost of sales percentages were 74.2% and 74.8% for the six months ended June 24, 2000 and June 26, 1999, respectively. The decreases in cost of merchandise sold, as a percentage of sales, were primarily due to continuing improvements in buying practices and merchandising efficiencies. -7- Operating and administrative expenses, as a percentage of sales, were approximately 21.4% and 21.3% for the quarters ended June 24, 2000 and June 26, 1999, respectively. The operating and administrative expenses, as a percentage of sales, were 20.9% and 20.6% for the six months ended June 24, 2000 and June 26, 1999, respectively. The significant components of operating and administrative expenses are payroll costs, employee benefits, rent and depreciation. Year 2000 - --------- As of July 2000, the Company has not experienced any significant Year 2000 problems prior to or after January 1, 2000. The Company does not anticipate that it will experience any material Year 2000 problems in its mission-critical functions, processes and systems. From a forward-looking perspective, Year 2000 problems may affect the Company for some period of time after January 1, 2000. However, the extent and magnitude of these Year 2000 problems is difficult to predict or quantify. If, despite the Company's reasonable efforts under its Year 2000 Plan, there are mission-critical Year 2000 related failures that create substantial disruptions to the Company's business, the adverse impact on the Company's business could be material. Cautionary Note Regarding Forward-Looking Statements - ---------------------------------------------------- From time to time, information provided by the Company, including written or oral statements made by its representatives, may contain forward-looking information about the future performance of the Company which is based on management's assumptions and beliefs in light of the information currently available to them. When used in this document, the words "plan," "estimate," "project," "intend," "believe" and other similar expressions, as they relate to the Company, are intended to identify such forward-looking statements. These forward-looking statements are subject to uncertainties and other factors that could cause actual results to differ materially from those statements including, but not limited to: competitive practices and pricing in the food and drug industries generally and particularly in the Company's principal markets; changes in the general economy; changes in consumer spending; and other factors affecting the Company's business in or beyond the Company's control. These factors include changes in the rate of inflation, changes in state and Federal legislation or regulation, adverse determinations with respect to litigation or other claims, ability to recruit and train employees, ability to construct new stores or complete remodels as rapidly as planned, stability of product costs, and issues arising from addressing Year 2000 IT and non-IT problems. Other factors and assumptions not identified above could also cause the actual results to differ materially from those set forth in the forward-looking statements. The Company assumes no obligation to update publicly these forward-looking statements. -8- PUBLIX SUPER MARKETS, INC. PART II. OTHER INFORMATION Item 1. Legal Proceedings - --------------------------- In the Company's Form 10-K for the fiscal year ended December 25, 1999, the Company discussed the class action pending in the Federal District Court for the Middle District of Florida (the "Court") by Lemuel Middleton and other present or former employees of the Company, individually and on behalf of all other persons similarly situated (the "Middleton case"). As previously reported, the Middleton case is set for trial by jury beginning March 3, 2001. Also in its Form 10-K for the year ended December 25, 1999, the Company discussed the purported class action filed against the Company in the Court by Shirley Dyer and other present and former employees of the Company, individually and on behalf of all other persons similarly situated (the "Dyer case"). As reported in the Company's Form 8-K of March 21, 2000, the Court on March 21, 2000 entered an order denying the Dyer case plaintiff's request for class certification. The Company has asked the Court to sever the Dyer case into eleven different individual cases, but the plaintiffs have opposed that request and are seeking an opportunity to add or substitute additional plaintiffs and again to request class certification. Also in its Form 10-K for the year ended December 25, 1999, the Company discussed the purported class action filed against the Company in the Court by Lisa Lisenby, individually and on behalf of all other persons similarly situated (the "Lisenby case"). In the Lisenby case, the plaintiff alleges that the Company has violated and is currently violating Federal statutory law by discriminating against female applicants and employees in the Company's manufacturing plants and distribution centers. The case has been transferred to the Federal District Court for the Northern District of Georgia, where the parties have briefed the class certification issue and are awaiting a ruling. The Company denies the allegations of the plaintiffs in the Middleton, Dyer, and Lisenby cases and is vigorously defending the actions. Although these cases are subject to the uncertainties inherent in the litigation process, based on the information presently available to the Company, management does not expect the ultimate resolution of these actions to have a material adverse effect on the Company's financial condition or results of operations. The Company is also a party in various legal claims and actions considered in the normal course of business. In the opinion of management, the ultimate resolution of these legal proceedings will not have a material adverse effect on the Company's financial condition or results of operations. -9- Item 2. Changes in Securities - ------------------------------- Not Applicable. Item 3. Defaults Upon Senior Securities - ----------------------------------------- Not Applicable. Item 4. Results of Votes of Security Holders - ---------------------------------------------- The Annual Meeting of Stockholders of the Company was held on May 17, 2000, for the purpose of electing a board of directors. Proxies for the meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934 and there were no solicitations in opposition to management's solicitation. All of management's nominees for directors as listed in the proxy statement were elected. Item 5. Other Information - --------------------------- Not Applicable. Item 6(a) Exhibits - ------------------ 27. Financial Data Schedule for the six months ended June 24, 2000. Item 6(b) Reports on Form 8-K - ----------------------------- No reports on Form 8-K were filed during the quarter ended June 24, 2000. -10- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed in its behalf by the undersigned thereunto duly authorized. PUBLIX SUPER MARKETS, INC. Date: August 4, 2000 /s/ John A. Attaway Jr. ------------------------------------------ John A. Attaway Jr., Secretary Date: August 4, 2000 /s/ David P. Phillips ------------------------------------------ David P. Phillips, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) -11- EX-27 2 0002.txt FINANCIAL DATA SCHEDULE
5 This schedule contains summary financial information extracted from the financial statements for the six months ended June 24, 2000, and is qualified in its entirety by reference to such financial statements. 1,000 US Dollars 6-Mos Dec-30-2000 Dec-26-1999 Jun-24-2000 1 500,203 22,199 80,409 0 706,719 1,380,019 3,435,183 (1,250,751) 3,990,278 1,026,732 0 0 0 215,915 2,419,881 3,990,278 7,090,924 7,163,281 5,261,327 6,740,788 0 0 0 422,493 151,864 270,629 0 0 0 270,629 1.27 1.27
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