-----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, VVIk22rhzOxNGnCMfaQzTHvKv4xUX695xoYRgTom6PSmTdU0lUwXWEizb2zN7jQy N090t6NhVQZaRq+BHTFJ1g== 0000081061-02-000014.txt : 20020514 0000081061-02-000014.hdr.sgml : 20020514 ACCESSION NUMBER: 0000081061-02-000014 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020330 FILED AS OF DATE: 20020514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIX SUPER MARKETS INC CENTRAL INDEX KEY: 0000081061 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 590324412 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-00981 FILM NUMBER: 02647045 BUSINESS ADDRESS: STREET 1: PO BOX 407 CITY: LAKELAND STATE: FL ZIP: 33802 BUSINESS PHONE: 8636881188 MAIL ADDRESS: STREET 1: PO BOX 407 CITY: LAKELAND STATE: FL ZIP: 33802 10-Q 1 q12002.txt FORM 10-Q QUARTER ENDED 03/30/2002 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 March 30, 2002 -------------- 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 April 30, 2002 was 197,669,393. 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 March 30, 2002 December 29, 2001 -------------- ----------------- (Unaudited) Current Assets - -------------- Cash and cash equivalents $ 462,410 251,337 Short-term investments 2,558 5,176 Trade receivables 142,772 129,435 Merchandise inventories 803,341 840,115 Deferred tax assets 63,995 54,172 Prepaid expenses 8,762 3,001 ---------- ---------- Total Current Assets 1,483,838 1,283,236 ---------- ---------- Long-term investments 335,028 339,048 Other noncurrent assets 48,895 43,911 Property, plant and equipment 4,289,162 4,142,807 Accumulated depreciation (1,466,111) (1,403,217) ---------- ---------- Total Assets $4,690,812 4,405,785 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities - ------------------- Accounts payable $ 707,143 691,071 Accrued contribution to retirement plans 118,948 232,925 Accrued salaries and wages 80,055 56,560 Accrued self-insurance reserves 112,664 103,048 Federal and state income taxes 120,822 13,030 Other 209,858 152,863 ---------- ---------- Total Current Liabilities 1,349,490 1,249,497 ---------- ---------- Deferred tax liabilities, net 180,743 172,440 Self-insurance reserves 138,880 137,474 Accrued postretirement benefit cost 70,001 70,151 Other noncurrent liabilities 11,861 13,672 Stockholders' Equity - -------------------- Common stock of $1 par value. Authorized 300,000,000 shares; issued 199,053,347 shares at March 30, 2002 and 197,111,536 shares at December 29, 2001 199,053 197,112 Additional paid-in capital 421,711 343,834 Reinvested earnings 2,356,286 2,226,768 ---------- ---------- 2,977,050 2,767,714 Less 758,141 treasury shares at March 30, 2002, at cost (31,084) --- Accumulated other comprehensive earnings (6,129) (5,163) ---------- ---------- Total Stockholders' Equity 2,939,837 2,762,551 ---------- ---------- Total Liabilities and Stockholders' Equity $4,690,812 4,405,785 ========== ========== See accompanying notes to condensed consolidated financial statements.
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PUBLIX SUPER MARKETS, INC. CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Amounts are in thousands, except per share and share amounts) Three Months Ended March 30, 2002 March 31, 2001 -------------- -------------- (Unaudited) Revenues - -------- Sales $ 4,194,016 3,917,490 Other operating income 23,645 21,330 ------------ ----------- Total revenues 4,217,661 3,938,820 ------------ ----------- Costs and expenses - ------------------ Cost of merchandise sold, including store occupancy, warehousing and delivery expenses 3,050,945 2,896,455 Operating and administrative expenses 865,509 823,790 ------------ ----------- Total costs and expenses 3,916,454 3,720,245 ------------ ----------- Operating profit 301,207 218,575 ------------ ----------- Investment income, net 6,144 12,616 Other income, net 4,724 4,520 ------------ ----------- Earnings before income tax expense 312,075 235,711 Income tax expense 116,906 84,825 ------------ ----------- Net earnings $ 195,169 150,886 ============ =========== Weighted average number of common shares outstanding 196,920,363 205,241,255 ============ =========== Basic and diluted earnings per common share based on weighted average shares outstanding $ .99 .74 ============ =========== Cash dividends paid per common share None None
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (Amounts are in thousands) Three Months Ended March 30, 2002 March 31, 2001 -------------- -------------- (Unaudited) Net earnings $ 195,169 150,886 Other comprehensive earnings Unrealized (loss) gain on investment securities available-for-sale, net of tax effect of ($763) and $1,949 in 2002 and 2001, respectively (1,215) 3,103 Reclassification adjustment for net realized loss (gain) on investment securities available-for-sale, net of tax effect of $156 and ($265) in 2002 and 2001, respectively 249 (422) ------------ ----------- Comprehensive earnings $ 194,203 153,567 ============ =========== See accompanying notes to condensed consolidated financial statements.
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PUBLIX SUPER MARKETS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Amounts are in thousands) Three Months Ended March 30, 2002 March 31, 2001 -------------- -------------- (Unaudited) Cash flows from operating activities - ------------------------------------ Cash received from customers $ 4,208,902 3,956,095 Cash paid to employees and suppliers (3,640,130) (3,515,285) Dividends and interest received 6,872 13,220 Income taxes paid (10,027) (25,230) Payment for self-insured claims (45,135) (41,134) Other operating cash receipts 234 218 Other operating cash payments (2,664) (1,464) ----------- ---------- Net cash provided by operating activities 518,052 386,420 ----------- ---------- Cash flows from investing activities - ------------------------------------ Payment for property, plant and equipment (158,843) (155,665) Proceeds from sale of property, plant and equipment 920 502 Payment for investment securities - available-for-sale (AFS) (64,017) (49,163) Proceeds from sale and maturity of investment securities - AFS 68,357 22,303 Other, net (4,916) (6,031) ----------- ---------- Net cash used in investing activities (158,499) (188,054) ----------- ---------- Cash flows from financing activities - ------------------------------------ Proceeds from sale of common stock 27,592 25,817 Payment for acquisition of common stock (175,930) (133,260) Other, net (142) --- ----------- ---------- Net cash used in financing activities (148,480) (107,443) ----------- ---------- Net increase in cash and cash equivalents 211,073 90,923 Cash and cash equivalents at beginning of period 251,337 396,906 ----------- ---------- Cash and cash equivalents at end of period $ 462,410 487,829 =========== ========== See accompanying notes to condensed consolidated financial statements.
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PUBLIX SUPER MARKETS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) (Amounts are in thousands) Three Months Ended March 30, 2002 March 31, 2001 -------------- -------------- (Unaudited) Reconciliation of net earnings to net cash provided by operating activities Net earnings $ 195,169 150,886 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 72,600 60,867 Retirement contributions paid or payable in common stock 72,891 61,840 Deferred income taxes (913) (6,513) Loss on sale of property, plant and equipment 1,873 4,497 Loss (gain) on sale of investments 405 (687) Self-insurance reserves in excess of current payments 11,022 10,710 Postretirement accruals (less than) in excess of current payments (150) 1,439 Decrease in advance purchase allowances (1,680) (1,566) Other, net 241 1,152 Change in cash from: Trade receivables (13,337) 12,899 Merchandise inventories 36,774 40,287 Prepaid expenses (5,761) (5,331) Accounts payable and accrued expenses 41,126 (10,168) Federal and state income taxes 107,792 66,108 --------- ------- Total adjustments 322,883 235,534 --------- ------- Net cash provided by operating activities $ 518,052 386,420 ========= ======= 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 2001 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 ended March 30, 2002 are not necessarily indicative of the results for the entire 2002 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. Certain 2001 amounts have been reclassified to conform with the 2002 presentation. 5. In June 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standard No. 143, "Accounting for Asset Retirement Obligations," (SFAS 143) effective for fiscal years beginning after June 15, 2002. SFAS 143 addresses the financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. SFAS 143 requires the Company to record the fair value of an asset retirement obligation as a liability in the period in which it incurs a legal obligation associated with the retirement of tangible long-lived assets. The Company would also record a corresponding asset which is depreciated over the life of the asset. Subsequent to the initial measurement of the asset retirement obligation, the obligation will be adjusted at the end of each period to reflect the passage of time and changes in the estimated future cash flows underlying the obligation. The Company is currently evaluating the effect of adopting SFAS 143. -6- PUBLIX SUPER MARKETS, INC. Item 2. Management's Discussion and Analysis of Financial Condition and - -------------------------------------------------------------------------------- Results of Operations - --------------------- Liquidity and Capital Resources - ------------------------------- Cash and cash equivalents, short-term and long-term investments totaled approximately $800.0 million at March 30, 2002, compared to $973.7 million at March 31, 2001. Net cash provided by operating activities was approximately $518.1 million for the three months ended March 30, 2002, as compared with $386.4 million for the three months ended March 31, 2001. Any net cash in excess of the amount needed for current operations is invested in short-term and long-term investments. Net cash used in investing activities was approximately $158.5 million for the three months ended March 30, 2002, as compared with $188.1 million for the three months ended March 31, 2001. The primary use of net cash in investing activities was funding capital expenditures. During the three months ended March 30, 2002, capital expenditures totaled approximately $158.8 million. These expenditures were primarily incurred in connection with the opening of 16 new stores and remodeling or expanding 26 stores. In addition, the Company closed five stores. The net impact of new and closed stores (net new stores) added an additional .51 million square feet in the first quarter of 2002, a 1.65% increase. During the three months ended March 31, 2001, capital expenditures totaled approximately $155.7 million. These expenditures were primarily incurred in connection with the opening of 11 new stores and remodeling or expanding 19 stores. In addition, the Company closed nine stores. Net new stores added an additional .17 million square feet in the first quarter of 2001, a .59% increase. Significant expenditures were also incurred in the expansion of warehouses in Lakeland, Florida and the development of an online grocery shopping service, PublixDirect. Capital expenditures for the remainder of 2002, primarily made up of new store, warehouse and office construction, remodeling and expanding of certain existing stores and new or enhanced information technology applications, are expected to be approximately $606.2 million. This capital program is subject to continuing change and review. The remaining 2002 capital expenditures are expected to be financed by internally generated funds, liquid assets or the committed line of credit described below. In the normal course of operations, the Company replaces stores and closes stores that are not meeting performance expectations. The impact of future store closings is not expected to be material. Net cash used in financing activities was approximately $148.5 million for the three months ended March 30, 2002, as compared with $107.4 million for the three months ended March 31, 2001. The primary use of net cash in financing activities was funding net common stock repurchases. The Company currently repurchases common stock at the stockholders' request in accordance with the terms of the Company's Employee Stock Purchase Plan. Net common stock repurchases under this plan totaled approximately $148.3 million for the three months ended March 30, 2002, as compared with $107.4 million for the three months ended March 31, 2001. The Company expects to continue to repurchase its common stock, as offered by its stockholders from time to time, at its then currently appraised value. However, such purchases are not required and the Company retains the right to discontinue them at any time. On February 26, 2002, the Company declared a cash dividend on its common stock of $.33 per share or $65.4 million, payable on June 3, 2002, to stockholders of record as of the close of business March 29, 2002. -7- In December 2001, the Company executed an agreement for a committed line of credit totaling $100 million. This 364-day line of credit facility is available to fund liquidity requirements if necessary. The interest rate is based on LIBOR or prime. There were no amounts outstanding on this line of credit as of March 30, 2002. Based on the Company's financial position, it is expected that short-term and long-term borrowings would be readily available to support the Company's liquidity requirements if needed. Results of Operations - --------------------- Sales for the first quarter ended March 30, 2002, were $4.2 billion as compared with $3.9 billion in the same quarter in 2001, a 7.1% increase. This reflects an increase of $86.2 million or 2.2% in comparable store sales (stores open for the same weeks in both periods, including replacement stores) and $190.3 million or 4.9% from net new store sales since the beginning of the first quarter of 2001. Additionally, the first quarter of 2002 benefited from the early Easter holiday, which was in the second quarter of 2001. During the first quarter of 2002, the Company modified its calculation of comparable store sales to include replacement stores. The comparable store sales calculation was modified to improve the comparability of this key performance measure to others in the food retailing industry. If the current comparable store sales calculation had been used for the quarter ended March 31, 2001, the comparable store sales increase would have been 4.8%, as compared to the previously reported comparable store sales increase of 4.1%. Cost of merchandise sold including store occupancy, warehousing and delivery expenses, as a percentage of sales, was approximately 72.7% and 73.9% for the three months ended March 30, 2002 and March 31, 2001, respectively. The decrease in cost of merchandise sold, as a percentage of sales, was primarily due to continuing improvements in buying practices including centralized product procurement, promotional efficiencies including category management, shrink reduction, a shifting of the sales mix toward higher margin value-added products and more efficient distribution channels. Operating and administrative expenses, as a percentage of sales, were approximately 20.6% and 21.0% for the three months ended March 30, 2002 and March 31, 2001, respectively. The decrease in operating and administrative expenses, as a percentage of sales, was primarily due to decreases in payroll and other general expenses. These decreases were partially offset by increases in employee benefit costs and depreciation. Net earnings were $195.2 million or $.99 per share and $150.9 million or $.74 per share for the three months ended March 30, 2002 and March 31, 2001, respectively. -8- 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 and stability of product costs. 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. Item 3. Quantitative and Qualitative Disclosures About Market Risk - -------------------------------------------------------------------- The Company does not have any material exposure to market risk associated with activities in derivative financial instruments, other financial instruments and derivative commodity instruments. -9- PUBLIX SUPER MARKETS, INC. PART II. OTHER INFORMATION Item 1. Legal Proceedings - --------------------------- As reported in the Company's Form 10-K for the year ended December 29, 2001, the Company is 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, results of operations or cash flows. Item 2. Changes in Securities - ------------------------------- Not Applicable. Item 3. Defaults Upon Senior Securities - ----------------------------------------- Not Applicable. Item 4. Submission of Matters to a Vote of Security Holders - ------------------------------------------------------------- Not Applicable. Item 5. Other Information - --------------------------- Not Applicable. Item 6(a) Exhibits - ------------------ 21. Subsidiaries of the Registrant. Item 6(b) Reports on Form 8-K - ----------------------------- No reports on Form 8-K were filed during the quarter ended March 30, 2002. -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: May 10, 2002 /s/ John A. Attaway, Jr. ------------------------------------------ John A. Attaway, Jr., Secretary Date: May 10, 2002 /s/ David P. Phillips ------------------------------------------ David P. Phillips, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) -11- EX-21 4 q12002ex-21.txt EX-21, SUBSIDIARIES OF THE REGISTRANT EXHIBIT 21 PUBLIX SUPER MARKETS, INC. Subsidiaries of the Registrant Publix Alabama, LLC (filed in Alabama) PublixDirect, LLC (filed in Florida) Publix Asset Management Company (filed in Florida) -----END PRIVACY-ENHANCED MESSAGE-----