-----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, Tqo0GPotc61DSbd2h9RbsX0Mcp+4MMGWymK+azRdoA8d2rtuJiLHAK82ylTxz3tg +9af0qZDrxlvzUu+R5h32Q== 0000914062-01-500351.txt : 20010804 0000914062-01-500351.hdr.sgml : 20010804 ACCESSION NUMBER: 0000914062-01-500351 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20010801 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20010802 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYSCO CORP CENTRAL INDEX KEY: 0000096021 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & RELATED PRODUCTS [5140] IRS NUMBER: 741648137 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06544 FILM NUMBER: 1695555 BUSINESS ADDRESS: STREET 1: 1390 ENCLAVE PKWY CITY: HOUSTON STATE: TX ZIP: 77077 BUSINESS PHONE: 2815841390 8-K 1 sysco8k801.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2001 SYSCO CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-06544 74-1648137 (Commission File Number) (IRS Employer Identification No.) 1390 Enclave Parkway, Houston, Texas 77077-2099 (Address of principal executive offices, including zip code) (281) 584-1390 (Registrant's telephone number, including area code) -------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. On August 1, 2001, Sysco Corporation ("SYSCO") issued two press releases announcing its results of operations for the fiscal year ended June 30, 2001 and expectations with respect to earnings per share for the first quarter of fiscal 2002. SYSCO hereby incorporates by reference herein the information set forth in its Press Releases dated August 1, 2001, copies of which are attached hereto as Exhibits 99.1 and 99.2. Except for the historical information contained in this report, the statements made by SYSCO are forward looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. SYSCO's future financial performance could differ significantly from the expectations of management and from results expressed or implied in the Press Releases. For further information on other risk factors, please refer to the "Risk Factors" contained in SYSCO's Annual Report on Form 10-K, as amended by Form 10-K/A, for the fiscal year ended July 1, 2000 as filed with the Securities and Exchange Commission. Item 7. Financial Statements and Exhibits. (a) Financial Statements. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. Exhibit Number Description -------------- ----------- 99.1 Press Release dated August 1, 2001 99.2 Press Release dated August 1, 2001 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, SYSCO has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SYSCO CORPORATION Date: August 1, 2001 By: /s/ John K. Stubblefield, Jr. ---------------------------------- Name: John K. Stubblefield, Jr. Title: Executive Vice President, Finance and Administration 3 EXHIBIT INDEX Exhibit Number Description - -------------- ----------- 99.1 Press Release dated August 1, 2001 99.2 Press Release dated August 1, 2001 4 1382556v1 EX-99.1 3 sysco8k801ex99.txt PRESS RELEASE Exhibit 99.1 NEWS RELEASE SYSCO Corporation ------------ 1390 Enclave Parkway Houston, Texas 77077-2099 (281) 584-1390 FOR MORE INFORMATION CONTACT: Diane Day Sanders Vice President and Treasurer SYSCO Posts 25th Year of Consecutive Sales and Earnings Growth With 30% Earnings Per Share Increase for Fiscal 2001 HOUSTON, August 1, 2001 -- SYSCO Corporation (NYSE: SYY) today announced diluted earnings per share of $0.88 on sales of $21.8 billion for the fiscal year ended June 30, 2001, marking the 25th year of uninterrupted sales and earnings increases. Diluted earnings per share increased 30.0 percent compared to last year's diluted earnings per share of $0.68 prior to an accounting change while sales increased 12.8 percent over the prior fiscal year's $19.3 billion. Diluted earnings per share for the fourth quarter of fiscal 2001 increased 23.8 percent, or $0.26 versus $0.21 for the same period last year, and sales of $5.8 billion were 9.8 percent greater than the $5.3 billion achieved in last year's fourth quarter. Internal sales growth for the quarter was 6.5 percent, composed of real growth of 3.0 percent and food cost inflation of 3.5 percent. Acquisitions contributed 3.3 percent to total sales growth in the final quarter. Internal growth for the fiscal year reached 8.3 percent, which included 5.8 percent real growth and 2.5 percent resulting from food cost inflation, while acquisitions added 4.5 percent. Charles H. Cotros, SYSCO's chairman and chief executive officer, said, "SYSCO's strong performance can be attributed to a number of factors, including continued strength in sales to marketing associate-served customers, a higher percentage of SYSCO Brand product sales, earnings contributions from acquisitions and productivity and efficiency measures. Our customer relationship management initiative, C.A.R.E.S. (Customers Are Really Everything to SYSCO), not only offers consistent quality proprietary brand products, but also provides a full menu of value-added services to assist our customers in achieving their goals. Our mission is to help our customers succeed. Relationships and service are key and our customers know they can depend on us," he emphasized. Mr. Cotros noted that SYSCO Brand products provide value to SYSCO's customers and a significant competitive advantage to the company's sales professionals. During the fourth quarter, SYSCO Brand sales represented 54.6 percent of marketing associate-served sales in the traditional broadline companies as compared to 51.4 percent in last year's final quarter. Continued growth in sales to marketing associate-served customers raised the percentage of these sales to total broadline company sales for the fourth quarter to 57.0 percent versus 55.7 percent during last year's final quarter. "Our broadline companies experienced an uptick in the growth of marketing associate-served sales in June as compared to the earlier weeks of the quarter," added Mr. Cotros. "This trend continued into the first three weeks of the new fiscal year with marketing associate-served sales growth at our broadline companies increasing at double-digit levels compared to the same period last year." - more - "While some segments of the foodservice industry may have seen some slowing in growth, we believe strategies we have in place will allow us to outpace the overall industry growth as we have historically. We remain focused on strengthening our relationships with existing customers and building relationships with new customers; "fold-out" organic growth as well as acquisitions that strengthen geographic reach and product penetration; significant capital expenditures that facilitate growth and efficiencies; ongoing increases in the number of marketing associates; and growing SYSCO Brand sales. We are optimistic as we enter the new fiscal year that, at a minimum, we can achieve our long-term objectives of leveraging high single-digit real sales growth at least five additional percentage points to earnings per share growth. "SYSCO's long-term performance and future success are attributable to the loyalty, competence and dedicated teamwork of our 43,000 employees, and I commend these exceptional individuals for their contributions. We are positioned to continue our consistent growth record by providing our customers the tools they need to succeed in this dynamic industry, which is buoyed by consumers' love affair and dependence upon meals-prepared-away-from-home." SYSCO is the largest foodservice marketing and distribution organization in North America. The company provides food and related products and services to approximately 370,000 restaurants, healthcare and educational facilities, lodging establishments and other foodservice customers. The SYSCO distribution network extends throughout the contiguous United States and portions of Alaska, Hawaii and Canada. Forward-Looking Statements Certain statements made herein are forward-looking statements under the Private Securities Litigation Reform Act of 1995. They include statements regarding continued strength and recognition of SYSCO Brand products, industry growth, continued competitive advantages, implementation and timing of "fold-out" operations and acquisitions, capital expenditures, SYSCO's ability to build stronger relationships with existing customers and develop new relationships with additional foodservice operators, SYSCO's ability to outpace overall foodservice industry growth, SYSCO's ability to achieve its long-term objectives with respect to real sales growth and earnings per share growth, and the continued strength of the meals-prepared-away-from-home market. These statements involve risks and uncertainties and are based on management's current expectations and estimates; actual results may differ materially. Those risks and uncertainties that could impact these statements include the risks relating to the foodservice distribution industry's relatively low profit margins and sensitivity to general economic conditions; SYSCO's leverage and debt risks; the successful completion of acquisitions and integration of acquired companies; the risk of interruption of supplies due to lack of long-term contracts, severe weather, work stoppages or otherwise; and internal factors such as the ability to control expenses. In addition, the decision to pursue acquisitions and "fold-outs" could vary due to construction schedules and the timing of other expenditures, while the implementation and timing of "fold-out" operations and acquisitions could be impacted by competitive conditions, labor issues, weather, satisfactory completion of due diligence and other matters. For a discussion of additional factors that could cause actual results to differ from those described in the forward-looking statements, see the Company's Annual Report on Form 10-K, as amended by Form 10-K/A, for the fiscal year ended July 1, 2000 as filed with the Securities and Exchange Commission. - more - The comparative financial data for the fourth quarter of fiscal years 2001 and 2000 are summarized below. ($000 omitted except for per share data)
For the 13-Week Period Ended --------------------------------------- June 30, 2001 July 1, 2000 ------------- ------------ Sales $ 5,789,297 $ 5,271,764 Costs and expenses Cost of sales 4,638,338 4,255,205 Operating expenses 849,500 764,594 Interest expense 17,843 17,854 Other, net 1,567 (131) ------------- ------------ Total costs and expenses 5,507,248 5,037,522 ------------- ------------ Earnings before income taxes 282,049 234,242 Income taxes 107,884 90,183 ------------- ------------ Net earnings $ 174,165 $ 144,059 ============= ============ Basic earnings per share $ 0.26 $ 0.22 ============= ============ Diluted earnings per share $ 0.26 $ 0.21 ============= ============ Basic average shares outstanding 667,925,830 663,296,190 ============= ============ Diluted average shares outstanding 679,805,029 673,272,656 ============= ============
- more - The comparative financial data for the 52 weeks of fiscal years 2001 and 2000 are summarized below. ($000 omitted except for per share data)
For the 52-Week Period Ended --------------------------------------------- June 30, 2001 July 1, 2000 -------------- ------------ Total sales $21,784,497 $19,303,268 Costs and expenses Cost of sales 17,513,138 15,649,551 Operating expenses 3,232,827 2,843,755 Interest expense 71,776 70,832 Other, net 101 1,522 -------------- ------------ Total costs and expenses 20,817,842 18,565,660 -------------- ------------ Earnings before income taxes 966,655 737,608 Income taxes 369,746 283,979 -------------- ------------ Earnings before cumulative effect of accounting change 596,909 453,629 Cumulative effect of accounting change 0 (8,041) -------------- ------------ Net earnings $ 596,909 $ 445,588 ============== ============ Earnings before accounting change: Basic earnings per share $ 0.90 $ 0.69 ============== ============ Diluted earnings per share $ 0.88 $ 0.68 ============== ============ Cumulative effect of accounting change: Basic earnings per share $ 0.00 $ (0.01) ============== ============ Diluted earnings per share $ 0.00 $ (0.01) ============== ============ Net earnings: Basic earnings per share $ 0.90 $ 0.68 ============== ============ Diluted earnings per share $ 0.88 $ 0.67 ============== ============ Basic average shares outstanding 665,551,228 659,164,948 ============== ============ Diluted average shares outstanding 677,949,351 669,555,856 ============== ============
# # # 1382556v1 EX-99.2 4 sysco8k801ex992.txt PRESS RELEASE Exhibit 99.2 NEWS RELEASE SYSCO Corporation ------------ 1390 Enclave Parkway Houston, Texas 77077-2099 (281) 584-1390 FOR MORE INFORMATION CONTACT: Diane Day Sanders Vice President and Treasurer SYSCO Expects EPS of $0.24 for First Quarter of Fiscal 2002 Houston, August 1, 2001 -- Charles H. Cotros, chairman and chief executive officer of SYSCO Corporation (NYSE: SYY) today appeared on the Bloomberg television network and CNNfn to discuss SYSCO's fiscal 2001 earnings which were announced earlier today and included a 12.8 percent increase in sales and a 30.0 percent increase in diluted earnings per share. Mr. Cotros expressed optimism that SYSCO would continue to meet its long-term growth objectives and expects earnings per share of $0.24 for the first quarter of fiscal 2002 that ends September 29, 2001. SYSCO is the largest foodservice marketing and distribution organization in North America, generating sales of $21.8 billion for the fiscal year 2001 that ended June 30, 2001. The company provides food and related products and services to about 370,000 customers, including restaurants, healthcare and educational institutions, lodging establishments and other foodservice operations. The SYSCO distribution network currently extends throughout the entire contiguous United States and portions of Alaska, Hawaii and Canada. Forward-Looking Statements Certain statements made herein are forward-looking statements under the Private Securities Litigation Reform Act of 1995. They include statements regarding SYSCO's ability to achieve its long-term growth objectives and expectations with respect to earnings per share for the first quarter of fiscal 2002. These statements involve risks and uncertainties and are based on management's current expectations and estimates; actual results may differ materially. Those risks and uncertainties that could impact these statements include the risks relating to the foodservice distribution industry's relatively low profit margins and sensitivity to general economic conditions; SYSCO's leverage and debt risks; the successful completion of acquisitions and integration of acquired companies; the risk of interruption of supplies due to lack of long-term contracts, severe weather, work stoppages or otherwise; and internal factors such as the ability to control expenses. In addition, the decision to pursue acquisitions and "fold-outs" could vary due to construction schedules and the timing of other expenditures, while the implementation and timing of "fold-out" operations and acquisitions could be impacted by competitive conditions, labor issues, weather, satisfactory completion of due diligence and other matters. For a discussion of additional factors that could cause actual results to differ from those described in the forward-looking statements, see the Company's Annual Report on Form 10-K, as amended by Form 10-K/A, for the fiscal year ended July 1, 2000 as filed with the Securities and Exchange Commission. ### 1382726 -----END PRIVACY-ENHANCED MESSAGE-----