-----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, C2gMuTNWOcgRcFpg4aev6Y7wUk/oeIp/K0Sz5aEjrOId1bjXa1IKo8pq2QtAAsa5 rh7y4NKw7JD1bQGOZ+1yAw== 0000096021-95-000008.txt : 19960105 0000096021-95-000008.hdr.sgml : 19960105 ACCESSION NUMBER: 0000096021-95-000008 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951109 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYSCO CORP CENTRAL INDEX KEY: 0000096021 STANDARD INDUSTRIAL CLASSIFICATION: 5140 IRS NUMBER: 741648137 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-06544 FILM NUMBER: 95588519 BUSINESS ADDRESS: STREET 1: 1390 ENCLAVE PKWY CITY: HOUSTON STATE: TX ZIP: 77077 BUSINESS PHONE: 7135841390 10-Q 1 1ST QUARTER 10-Q Page 1 of 12 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1995 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number 1-6544 SYSCO CORPORATION (Exact name of registrant as specified in its charter) Delaware 74-1648137 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 1390 Enclave Parkway Houston, Texas 77077-2099 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (713) 584-1390 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] 182,211,874 shares of common stock were outstanding as of October 27, 1995. 2 PART I. FINANCIAL INFORMATION --------------------------------------------------- Item 1. Financial Statements The following consolidated financial statements have been prepared by the Company, without audit, with the exception of the July 1, 1995 consolidated balance sheet which was taken from the audited financial statements included in the Company's Fiscal 1995 Annual Report on Form 10-K. The financial statements include consolidated balance sheets, consolidated results of operations and consolidated cash flows. In the opinion of management, all adjustments, which consist of normal recurring adjustments, necessary to present fairly the financial position, results of operations and cash flows for all periods presented, have been made. These financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company's Fiscal 1995 Annual Report on Form 10-K. A review of the financial information herein has been made by Arthur Andersen LLP, independent public accountants, in accordance with established professional standards and procedures for such a review. A letter from Arthur Andersen LLP concerning their review is included as Exhibit 15. 3 SYSCO CORPORATION and its Consolidated Subsidiaries CONSOLIDATED BALANCE SHEETS (In Thousands Except for Share Data)
Sept. 30, July 1, Oct. 1, 1995 1995 1994 ---------- --------- ----------- (Unaudited) (Audited) (Unaudited) ASSETS ---------- Current assets Cash $ 90,265 $ 133,886 $ 75,481 Accounts and notes receivable, less allowances of $22,023, $16,001 and $22,861 1,037,871 932,533 935,671 Inventories 730,550 667,861 672,385 Deferred taxes 33,851 33,935 36,508 Prepaid expenses 22,950 18,685 20,717 ---------- ---------- ---------- Total current assets 1,915,487 1,786,900 1,740,762 Plant and equipment at cost, less depreciation 926,720 896,079 826,065 Goodwill and intangibles, less amortization 256,253 258,206 264,005 Other assets 158,090 153,506 139,685 ---------- ---------- ---------- Total assets $3,256,550 $3,094,691 $2,970,517 ========== ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY ------------------------------------ Current liabilities Notes payable $ 22,190 $ 1,181 $ 35,771 Accounts payable 806,844 708,380 705,454 Accrued expenses 188,116 206,131 163,850 Accrued income taxes 52,917 22,462 53,845 Current maturities of long-term debt 6,925 6,569 5,752 ---------- --------- ---------- Total current liabilities 1,076,992 944,723 964,672 Long-term debt 535,591 541,556 535,425 Deferred taxes 204,515 204,809 188,169 Shareholders' equity Preferred stock, par value $1 per share Authorized 1,500,000 shares; issued none --- --- --- Common stock, par value $1 per share Authorized 500,000,000 shares; issued 191,293,725, 191,294 191,294 191,294 Paid-in capital 49,047 48,674 52,955 Retained earnings 1,425,444 1,379,405 1,242,608 ---------- ---------- ---------- 1,665,785 1,619,373 1,486,857 Less cost of treasury stock, 8,762,008, 8,429,203 and 7,986,583 shares 226,333 215,770 204,606 ---------- ---------- ---------- Total shareholders' equity 1,439,452 1,403,603 1,282,251 ---------- ---------- ---------- Total liabilities and shareholders' equity $3,256,550 $3,094,691 $2,970,517 ========== ========== ========== Note: The July 1, 1995 balance sheet has been taken from the audited financial statements at that date.
4 SYSCO Corporation and its Consolidated Subsidiaries CONSOLIDATED RESULTS OF OPERATIONS (Unaudited) (In Thousands Except for Share Data) 13-Week Period Ended ---------------------------- Sept. 30, Oct. 1, 1995 1994 ------------ ----------- Sales $ 3,291,910 $ 2,983,096 Costs and expenses Cost of sales 2,704,658 2,448,788 Operating expenses 469,847 429,591 Interest expense 9,372 8,453 Other income, net (444) (528) ------------ ----------- Total costs and expenses 3,183,433 2,886,304 ------------ ----------- Earnings before income taxes 108,477 96,792 Income taxes 42,306 38,426 ------------ ------------ Net earnings $ 66,171 $ 58,366 ============ ============ Average number of shares outstanding 182,791,952 183,295,130 ============ ============ Earnings per share $ 0.36 $ 0.32 ============ ============ Dividends paid per common share $ 0.11 $ 0.09 ============ ============
5 SYSCO CORPORATION and its Consolidated Subsidiaries CONSOLIDATED CASH FLOWS - (Unaudited) (In Thousands)
13- Week Period Ended ------------------------ Sept. 30, Oct. 1, 1995 1994 -------- ---------- Cash flows from operating activities: Net earnings $ 66,171 $ 58,366 Add non-cash items: Depreciation and amortization 33,916 31,819 Interest on Liquid Yield Option Notes 1,350 1,466 Deferred tax provision (210) 4,204 Provision for losses on accounts receivable 4,631 5,099 Additional investment in certain assets and liabilities net of effect of business acquired: (Increase) in receivables (109,969) (84,322) (Increase) in inventories (62,689) (70,391) (Increase) in prepaid expenses (4,265) (4,337) Increase in accounts payable 98,464 73,081 (Decrease) in accrued expenses (18,015) (12,193) Increase in accrued income taxes 30,455 24,677 (Increase) in other assets (5,969) (12,237) -------- -------- Net cash provided by operating activities 33,870 15,232 -------- -------- Cash flows from investing activities: Additions to plant and equipment (61,469) (37,975) Proceeds from sales of plant and equipment 250 719 -------- -------- Net cash used for investing activities (61,219) (37,256) -------- -------- Cash flows from financing activities: Bank and commercial paper borrowings 11,018 28,877 Other debt borrowings (repayments) 3,041 (1,084) Common stock reissued from treasury 11,415 12,721 Treasury stock purchases (21,614) (13,251) Dividends paid (20,132) (16,493) -------- -------- Net cash (used for) provided by financing activities (16,272) 10,770 -------- -------- Net decrease in cash (43,621) (11,254) Cash at beginning of period 133,886 86,735 -------- -------- Cash at end of period $ 90,265 $ 75,481 ======== ======== Supplemental disclosures of cash flow information: Cash paid during the period for: Interest $ 4,724 $ 6,128 Income taxes 10,688 8,928
6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources ------------------------------- The liquidity and capital resources discussion included on page 11 of the Company's Fiscal 1995 Annual Report on Form 10-K remains applicable, other than the common stock repurchase program described below. In Fiscal 1992, the Company began a common stock repurchase program and purchased 8,000,000 shares in Fiscal 1992 and 1993. In September 1993, the Board of Directors authorized an additional 10,000,000 shares to be purchased under its stock repurchase program. Under this program, 3,000,000 shares were purchased in Fiscal 1994, 2,100,000 shares in Fiscal 1995 and 766,000 shares in the first quarter of Fiscal 1996. Results of Operations --------------------- Sales and cost of sales increased 10.4% during the first quarter of Fiscal 1996 over the same quarter of the prior year. Operating expenses for the periods presented remained approximately the same as a percent of sales. Interest expense in the current period increased over the prior period primarily due to rates. Income taxes for the current period reflect an effective rate of 39.0% as compared to 39.7% in the prior year. The rate reduction results from the effects of several tax savings initiatives. Increases in pretax earnings, net earnings and earnings per share for the periods shown resulted from a combination of the above factors. 7 PART II. OTHER INFORMATION ------------------------- Item 6. Exhibits and Reports on Form 8-K (a) Exhibit 11, Statement re computation of per share earnings. Exhibit 15, Letter from Arthur Andersen LLP dated November 9, 1995, re unaudited financial statements. Exhibit 27, Financial data schedule. (b) No reports on Form 8-K have been filed during the quarter for which this report is filed. 8 SIGNATURES ------------------ Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SYSCO CORPORATION (Registrant) By /s/ JOHN K. STUBBLEFIELD, JR. ----------------------------- John K. Stubblefield, Jr. Senior Vice President and Chief Financial Officer Date: November 9, 1995 9 EXHIBIT INDEX ----------------------
SEQUENTIAL NO. DESCRIPTION PAGE NUMBER - - ----- ----------------------------------------- ------------- 11 SYSCO Corporation and its Consolidated Subsidiaries statement re computation of per share earnings 10 15 Letter from Arthur Andersen LLP dated November 9, 1995, re unaudited financial statements 11 27 SYSCO Corporation and its Consolidated Subsidiaries financial data schedule 12
EX-11 2 EXHIBIT 11 EPS COMP 10 Exhibit 11 SYSCO CORPORATION AND ITS CONSOLIDATED SUBSIDIARIES STATEMENT RE COMPUTATION OF PER SHARE EARNINGS 13-Week Period Ended --------------------------------- Sept. 30, 1995 Oct. 1, 1994 -------------- -------------- Calculation of Primary Earnings Per Share: - - ----------------------------------------- Net earnings applicable to common stock $ 66,171,000 $ 58,366,000 ============= ============= Average number of common shares and common stock equivalents outstanding 182,791,952 183,295,130 Dilutive effect of stock options (1) --- --- ------------- ------------- 182,791,952 183,295,130 ============= ============= Primary earnings per share $ 0.36 $ 0.32 ============= ============= Calculation of Fully Diluted Earnings Per Share: - - ------------------------------------------------ Net earnings applicable to common stock $ 66,171,000 $ 58,366,000 ============= ============= Average number of shares outstanding on a fully diluted basis - same as for calculation of primary earnings per share 182,791,952 183,295,130 Dilutive effect of stock options and Liquid Yield Option Notes (2) --- --- ------------- ------------- 182,791,952 183,295,130 ============= ============= Fully diluted earnings per share $ 0.36 $ 0.32 ============= ============= (1) Maximum possible dilutive effect of outstanding options in each period is less than 3%. (2) Maximum possible dilutive effect of outstanding effect of outstanding options and Liquid Yield Option Notes during each period is less than 3%. EX-15 3 AA LETTER 11 Exhibit 15 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Board of Directors and Shareholders of Sysco Corporation: We have reviewed the consolidated balance sheet of Sysco Corporation (a Delaware corporation) and subsidiaries as of September 30, 1995, and the related statements consolidated of results of operations and cash flows for the thirteen week period then ended included in the Company's Quarterly Report on Form 10-Q. These financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the financial statements referred to above for them to be in conformity with generally accepted accounting principles. /s/ ARTHUR ANDERSEN LLP Houston, Texas November 9, 1995 EX-27 4 ART. 5 FDS FOR 1ST QUARTER 10-Q
5 This schedule contains summary financial information extracted from the financial statements and is qualified in its entirety by reference to such financial statements. 1,000 3-MOS JUL-01-1996 SEP-30-1995 90,265 0 1,059,894 22,023 730,550 1,915,487 1,626,143 699,423 3,256,550 1,076,992 535,591 191,294 0 0 1,248,158 3,256,550 3,291,910 3,291,910 2,704,658 3,183,433 444 4,631 9,372 108,477 42,306 66,171 0 0 0 66,171 0.36 0.36
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