UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_____________________
FORM 10-Q/A
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended January 8, 1997
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 1-3657
_____________________
WINN-DIXIE STORES, INC.
(Exact name of registrant as specified in its charter)
Florida 59-0514290
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
5050 Edgewood Court, Jacksonville, Florida 32254-3699
(Address of principal executive offices) (Zip Code)
(904) 783-5000
(Registrant's telephone number, including area code)
Unchanged
(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 [ ]
As of January 23, 1997, there were 150,124,492 shares outstanding of
the registrant's common stock, $1 par value.
<PAGE>
WINN-DIXIE STORES, INC.
FORM 10-Q
TABLE OF CONTENTS
Part I: Financial Information
Page
Condensed Consolidated Statements of Earnings
(Unaudited), For the 16 and 28 Weeks Ended
January 8, 1997 and January 10, 1996 1
Condensed Consolidated Balance Sheets (Unaudited),
January 8, 1997 and June 26, 1996 2
Condensed Consolidated Statements of Cash Flows
(Unaudited), For the 28 Weeks Ended
January 8, 1997 and January 10, 1996 3
Notes to Condensed Consolidated Financial Statements
(Unaudited) 4
Management's Discussion and Analysis of Financial
Condition and Results of Operations 5-7
Part II: Other Information
Item 5. Other Information 8
Item 6. Exhibits and Reports on Form 8-K 8
Signatures 9
Computation of Earnings Per Share Exhibit 11.1
<PAGE>
WINN-DIXIE STORES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
Amounts in thousands except per share data
For the 16 Weeks Ended
MOST RECENT QUARTER Jan. 8, 1997 Jan. 10, 1996
Net sales $ 4,057,174 3,972,563
Cost of sales 3,067,855 3,026,251
---------- ----------
Gross profit 989,319 946,312
Operating & administrative expenses 943,392 862,700
---------- ----------
Operating income 45,927 83,612
Cash discounts & other income 35,786 34,431
Interest expense (7,202) (6,566)
---------- ----------
Earnings before income taxes 74,511 111,477
Provision for income taxes 26,824 39,017
---------- ----------
Net earnings $ 47,687 72,460
========== ==========
Earnings per share $ 0.32 0.48
========== ==========
Dividends per share $ 0.320 0.295
========== ==========
For the 28 Weeks Ended
FISCAL YEAR-TO-DATE Jan. 8, 1997 Jan. 10, 1996
Net sales $ 7,042,876 6,907,521
Cost of sales 5,312,834 5,283,650
----------- -----------
Gross profit 1,730,042 1,623,871
Operating & administrative expenses 1,632,521 1,489,336
----------- -----------
Operating income 97,521 134,535
Cash discounts & other income 62,170 62,362
Interest expense (11,691) (14,840)
----------- -----------
Earnings before income taxes 148,000 182,057
Provision for income taxes 53,280 63,720
----------- ----------
Net earnings $ 94,720 118,337
=========== ==========
Earnings per share $ 0.63 0.78
=========== ==========
Dividends per share $ 0.480 0.435
=========== ==========
See accompanying notes to Condensed Consolidated Financial Statements.
Page 1
<PAGE>
WINN-DIXIE STORES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
Amounts in thousands
ASSETS Jan. 8, 1997 June 26, 1996
Cash and cash equivalents $ 28,661 32,208
Trade and other receivables 135,015 158,445
Merchandise inventories less LIFO reserve
of $234,341 ($222,341 at June 26, 1996) 1,280,076 1,179,126
Prepaid expenses 102,288 131,161
---------- ----------
Total current assets 1,546,040 1,500,940
Investments and other assets 147,978 126,091
Deferred income taxes 20,073 22,732
Net property, plant and equipment 1,078,475 998,849
---------- ----------
Total assets $ 2,792,566 2,648,612
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable $ 584,787 599,297
Short-term borrowings 270,500 110,000
Reserve for insurance claims and self-insurance 55,795 61,760
Accrued wages and salaries 97,429 84,691
Accrued rent 65,000 62,237
Accrued expenses 172,731 148,715
Current obligations under capital leases 4,360 2,974
Income taxes 18,475 42,554
--------- ----------
Total current liabilities 1,269,077 1,112,228
Obligations under capital leases 59,466 60,853
Defined benefit plan 37,689 34,197
Reserve for insurance claims and self-insurance 102,459 97,209
Other liabilities 1,811 1,829
Shareholders' equity:
Common stock 150,134 151,685
Retained earnings 1,171,930 1,190,611
---------- ----------
Total shareholders' equity 1,322,064 1,342,296
---------- ----------
Total liabilities and shareholders' equity $ 2,792,566 2,648,612
========== ==========
See accompanying notes to Condensed Consolidated Financial Statements.
Page 2
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WINN-DIXIE STORES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Amounts in thousands
For the 28 Weeks Ended
FISCAL YEAR-TO-DATE Jan. 8, 1997 Jan. 10, 1996
Cash flows from operating activities:
Net earnings $ 94,720 118,337
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Depreciation and amortization 150,271 124,167
Deferred income taxes (4,051) 5,892
Defined benefit plan 3,492 2,927
Reserve for insurance claims and self-insurance (715) (7,350)
Change in cash from:
Receivables 23,430 19,646
Merchandise inventories (100,950) (109,745)
Prepaid expenses 31,532 4,933
Accounts payable (13,810) 30,049
Income taxes (20,028) 5,143
Other current accrued expenses 40,267 26,293
-------- --------
Net cash provided by operating activities 204,158 220,292
-------- --------
Cash flows from investing activities:
Purchases of property, plant and equipment, net (229,898) (190,256)
Increase in investments and other assets (21,887) (12,304)
--------- ---------
Net cash used in investing activities (251,785) (202,560)
--------- ---------
Cash flows from financing activities:
Increase in short-term borrowings 160,500 70,000
Payments on capital lease obligations (1,450) (1,473)
Purchase of common stock (56,276) (17,209)
Proceeds of sales under associates' stock
purchase plan 7,224 35,120
Dividends paid (72,291) (65,471)
Other 6,373 (7,873)
-------- --------
Net cash provided by financing activities 44,080 13,094
-------- --------
Increase (decrease) in cash and cash equivalents (3,547) 30,826
Cash and cash equivalents at beginning of year 32,208 30,414
-------- --------
Cash and cash equivalents at end of period $ 28,661 61,240
========= =======
Supplemental cash flow information:
Interest paid $ 7,425 14,325
Interest and dividends received $ 725 6,938
Income taxes paid $ 77,637 57,576
See accompanying notes to Condensed Consolidated Financial Statements.
Page 3
PAGE
<PAGE>
WINN-DIXIE STORES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(A) Financial information reflects all adjustments which, in the opinion of
management, are necessary to reflect the results of operations and
financial position for the q uarters shown. These condensed financial
statements should be read in conjunction with the fiscal 1996 Form
10-K Annual Report of the Company. The consolidated financial
statements include the accounts of Winn-Dixie Stores, Inc. and its
subsidiaries which operate as a major food retailer in fourteen
states and the Bahama Islands.
(B) Merchandise inventories are stated at the lower of cost or market,
approximately 91% of which are valued under the LIFO method.
(C) Results for the quarter reflect a pretax LIFO inventory charge of $6.0
million in 1997 and $4.0 million in 1996. The cumulative current year
charge is $12.0 million as compared with $10.0 million in 1996. If the
FIFO method had been used, current quarter net earnings would
have been $51.4 million or $0.34 per share as compared with net
earnings of $74.9 million or $0.49 per share in the previous year. The
cumulative year net earnings would have been $102.1 million, or $0.68
per share as compared with $124.4 million, or $0.82 per share.
(D) The Company has an authorized $300 million Commercial Paper Program and
short-term lines of credit totaling $340 million. On January 8, 1997,
there was $260.0 million in commercial paper and $10.5 million in bank
lines of credit outstanding as compared to $110.0 million in
commercial paper and no amounts from bank lines of credit outstanding
on June 26, 1996.
(E) The provision for income taxes reflects management's best estimate of
the effective tax rate expected for the fiscal year. The effective tax
rate used for fiscal year 1997 is 36% as compared to 35% in 1996.
(F) Litigation: There are pending against the Company various claims and
lawsuits arising in the normal course of business, including suits
charging violations of certain civil rights laws. In addition, the
Company is a party to various proceedings arising under federal, state
or local regulations protecting the environment. Management is of the
opinion that any liability which might result from any such claim,
lawsuit or proceeding will not have a material adverse effect on the
Company's consolidated earnings or financial position.
(G) Reclassification: Certain prior year amounts have been reclassified to
conform with the presentation adopted in 1996.
Page 4
<PAGE>
WINN-DIXIE STORES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This analysis should be read in conjunction with the Condensed Consolidated
Financial Statements.
Results of Operations
Sales for the current quarter were $4.1 billion, an $84.6 million increase,
or 2.1% over the comparable quarter ended January 10, 1996. Year-to-date,
sales were $7.0 billion, a $135.4 million increase over the comparable
period last year. Sales increases resulted primarily from an increase in
average store sales. Average store sales increased 1.9% for the quarter and
1.8% year-to-date. Identical store sales decreased 0.6 % for the quarter
and 0.8% year-to-date.
The Company opened 45 new stores, averaging 50,300 square feet, enlarged or
remodeled 50 stores, and closed 44 older stores, averaging 29,500 square
feet. As of January 8, 1997, retail space totaled 47.0 million square feet.
The Company has 1,179 stores in operation compared with 1,180 stores last
year. Of the 1,179 stores, 859, or 72.9%, are larger than 35,000 square
feet. Currently, 63 new stores are under construction. The Company plans
to open 90 new stores and will enlarge or remodel 80 existing stores in the
current fiscal year.
Gross profit increased $43.0 million for the quarter and $106.2 million,
year-to-date. As a percent to sales, gross profit for the current quarter
was 24.4%, compared to 23.8% in the previous year. Year-to-date, gross
profit as a percent to sales was 24.6% in the current year, compared to
23.5% in the previous year. The increase in gross profit margins is a
result of an improved inventory mix in our larger stores.
Operating and administrative expenses increased $80.7 million for the
current quarter and $143.2 million year-to-date. As a percent to sales,
operating and administrative expenses for the current quarter were 23.3%,
compared to 21.7% last year. Year-to-date, operating and administrative
expenses, as a percent to sales were 23.2% for the current year and 21.6%
for the previous year. Our increase in operating and administrative expense
is due to a higher payroll percentage in our larger stores, occupancy cost
and depreciation expense.
Cash discounts and other income totaled $35.8 million in the second quarter,
compared to $34.4 million for the same quarter last year. Year-to-date,
cash discounts and other income totaled $62.2 million compared to $62.4
million last year. Investment income for the current quarter totaled $0.1
million compared to $1.0 million last year. Year-to-date, investment income
totaled $0.3 million for the current year, compared to $1.1 million in the
previous year. The decrease in investment income is a result of a decrease
in funds available for investment.
Page 5
<PAGE>
Results of Operations, continued
Interest expense totaled $7.2 million for the current quarter compared to
$6.6 million for the comparable period last year. Year-to-date, interest
expense totaled $11.7 million for the current year compared to $14.8 million
in the previous year. The decrease in interest expense for the year is
related to the reduction in the obligations under capital leases.
Earnings before income taxes were $74.5 million for the current quarter
compared to $111.5 million in the previous year. Year-to-date, earnings
before income taxes were $148.0 million in the current year and $182.1
million in the previous year. The decrease in pretax earnings is
primarily a result of the increase in operating expenses as previously
mentioned. Income taxes have been accrued at an effective rate of 36% for
the current year and 35% for the previous year. This rate is expected to
approximate the effective rate for the full 1997 fiscal year.
Net earnings amounted to $47.7 million, or $0.32 per share, for the current
quarter compared to $72.5 million, or $0.48 per share for the comparable
period last year. Year-to-date, net earnings amounted to $94.7 million, or
$0.63 per share, compared to $118.3 million, or $0.78 per share,
for the previous year. The LIFO charge reduced net earnings by $3.7 million,
or $0.02 per share, for the current quarter compared to $2.4 million, or
$0.01 per share, in the previous year. Year-to-date, the LIFO charge
reduced net earnings by $7.3 million, or $0.05 per share, compared to $6.1
million, or $0.04 per share, in the previous year.
Liquidity and Capital Resources
The Company's financial condition remains sound and strong. Cash and cash
equivalents amounted to $28.7 million at January 8, 1997, compared to $61.2
million at January 10, 1996. The reduction in cash and cash equivalents is a
reduction of cash equivalents which consist of highly liquid investments
with a maturity of three months or less. These funds were used for
payment of additional taxes and the repurchase of common stock. Net cash
provided by operating activities amounted to $204.2 million for the 28 weeks
ended January 8, 1997 compared to $220.3 million for the comparable period
last year. The decrease in net cash provided by operating activities is
primary a result of a decrease in net earnings as previously explained.
Capital expenditures totaled $229.9 million compared to $190.3 million for
the comparable period last year. These expenditures were for new store
locations, remodeling and enlargement of store locations and maintenance and
expansion of support facilities. Total capital investment in Company retail
and support facilities, including operating leases, is estimated to be
$750 million in 1997. The Company has no material construction or purchase
commitments outstanding as of January 8, 1997.
Working capital amounted to $277.0 million at January 8, 1997 compared to
$388.7 million at June 26, 1996. The decrease in working capital reflects
an increase in short-term borrowings to fund our facilities improvement
program and the repurchase of the Company's common stock.
Page 6
<PAGE>
Liquidity and Capital Resources, continued
The Company has an authorized $300 million Commercial Paper Program. In
addition, the Company has $340 million of short-term lines of credit. These
lines of credit are available when needed during the year and are renewable
on an annual basis. The Company is not required to maintain compensating
bank balances in connection with these lines of credit. As of January 8,
1997, $260.0 million of commercial paper was outstanding as compared to
$110.0 million on June 26, 1996. The average interest rate on the
commercial paper outstanding on January 8, 1997 was 5.4%, as compared to
5.5% on June 26, 1996. Short-term borrowings against our bank lines of
credit were $10.5 million as of January 8, 1997 as compared to none on June
26, 1996.
Excluding capital leases, the Company had no outstanding long-term debt as
of either January 8,1997 or June 26, 1996.
The Company's cash flow from operations and available credit facilities are
considered adequate to fund the short-term and long-term capital needs of
the Company.
The Company is a party to various proceedings arising under federal, state
or local regulations protecting the environment. Management is of the
opinion that any liability which might result from any such proceeding will
not have a material adverse effect on the Company's consolidated earnings or
financial position.
Impact of Inflation
The Company's primary costs, which are inventory and labor, increase with
inflation. Recovery of these increases has to come from improved operating
efficiencies and, to the extent permitted by our competition, through
improved gross profit margins.
Page 7
<PAGE>
WINN-DIXIE STORES, INC. AND SUBSIDIARIES
Part II - Other Information
Item 5. Other Information
Mr. Edward T. Walters, Senior Vice President of the Company and
Regional Director, retired after 38 years of service. Mr. Ronald A. Sevin,
Vice President of the Company and President of the Tampa Division, was
elected a Senior Vice President of the Company and Regional Director.
Mr. Mark A. Sellers, Vice President of the Company and Director of Produce
and Floral Operations, was promoted to President of the Tampa Division. Mr.
Daniel J. Richardson, Retail Operations Superintendent of the Montgomery
Division, was promoted to Director of Produce and Floral Operations.
Mr. Ronald D. Buday, Vice President of the Company and President of the
Orlando Division, passed away on November 14, 1996. Mr. Daniel G. Lafever,
Vice President of the Company and President of the Midwest Division,
returned to the Orlando Division as President. Mr. James A. Schlosser,
Retail Operations Superintendent of the Midwest Division, was elected a Vice
President of the Company and President of the Midwest Division.
Item 6. Exhibits and Reports on Form 8-K
Exhibits
11.1 Computation of Earnings Per Share
Reports on Form 8-K
There were no reports on Form 8-K filed for the quarter ended January 8,
1997.
Page 8
<PAGE>
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.
WINN-DIXIE STORES, INC.
Date: January 28, 1997 RICHARD P. MC COOK
Richard P. McCook
Financial Vice President and
Principal Financial Officer
Date: January 28, 1997 DAVID H. BRAGIN
David H. Bragin
Corporate Treasurer and
Principal Accounting Officer
Page 9
Exhibit 11.1
WINN-DIXIE STORES, INC. AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER SHARE
Dollars in thousands except per share data
For the 28 Weeks Ended Jan. 8, 1997 Jan. 10, 1996
Average number of shares outstanding 151,025,875 151,258,777
Net earnings $ 94,720 118,337
Earnings per share $ 0.63 0.78
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<COMMON> 150134000
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