<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________
FORM 10-Q/A No. 1
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For 26 Weeks Ended: August 4, 1994 Commission File Number: 1-6187
ALBERTSON'S, INC.
______________________________________________________
(Exact name of Registrant as specified in its charter)
Delaware 82-0184434
_______________________________ ___________________________________
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
250 Parkcenter Blvd., P.O. Box 20, Boise, Idaho 83726
_______________________________________________ __________
(Address) (Zip Code)
Registrant's telephone number, including area code: (208) 385-6200
______________
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
_____ _____
Number of Registrant's $1.00 par value
common shares outstanding at September 1, 1994: 253,605,683
<PAGE>
The results for the 26 weeks ended August 4, 1994 have been restated
to give effect to a correction of the cumulative effect of the adoption
of Statement of Financial Accounting Standards (SFAS) No. 112,
"Employers' Accounting for Postemployment Benefits" recorded in the
first quarter. The cumulative effect (net of tax) of the adoption of
SFAS No. 112 amounted to $17.0 million, or $.07 per share, compared to
$6.4 million, or $.03 per share, as previously reported.
The undersigned Registrant hereby amends the following items,
financial statements, exhibits or other portions of its quarterly report
on Form 10-Q for the period ended August 4, 1994, (the "Form 10-Q"), as
set forth below:
Part I
Financial Information (including Notes to Consolidated Financial
Statements) which appears on pages 2 through 5 of Albertson's, Inc.
Form 10-Q, is hereby amended and restated to read in its entirety
as it appears on pages 3 through 7 of this Form 10-Q/A No. 1.
Management's Discussion and Analysis of Financial Condition and
Results of Operations which appears on pages 6 through 8 of
Albertson's, Inc. Form 10-Q, is hereby amended and restated to read
in its entirety as it appears on pages 8 through 10 of this Form
10-Q/A No. 1.
Part II
The Financial Data Schedule for the 26 weeks ended August 4, 1994
which is included as Exhibit 27 of Albertson's, Inc. Form 10-Q is
hereby amended and restated to read in its entirety as it appears in
Exhibit 27 of this Form 10-Q/A No. 1.
All other information contained in Part II which appears on pages 9
and 10 of Albertson's, Inc. Form 10-Q is included herewith, as
originally filed, and appears on pages 11 and 12 of this Form 10-Q/A
No. 1.
<PAGE>
<TABLE>
PART I. FINANCIAL INFORMATION
ALBERTSON'S, INC.
CONSOLIDATED EARNINGS
(in thousands except per share data)
(unaudited)
<CAPTION>
13 WEEKS ENDED 26 WEEKS ENDED
________________________ ________________________
August 4, July 29, August 4, July 29,
1994 1993 1994 1993
____________ ___________ ____________ ___________
<S> <C> <C> <C> <C>
Sales $2,987,680 $2,768,242 $5,897,488 $5,487,875
Cost of sales 2,236,768 2,095,665 4,423,821 4,153,811
__________ __________ __________ __________
Gross profit 750,912 672,577 1,473,667 1,334,064
Selling, general and
administrative expenses 584,491 539,512 1,151,169 1,066,397
__________ __________ __________ __________
Operating profit 166,421 133,065 322,498 267,667
Other (expenses) income:
Interest, net (15,327) (15,209) (31,473) (29,458)
Other, net 1,227 3,926 (237) 2,573
__________ __________ __________ __________
Earnings before income taxes
and cumulative effect of
accounting change 152,321 121,782 290,788 240,782
Income taxes 58,644 45,912 111,954 90,775
__________ __________ __________ __________
Earnings before cumulative
effect of accounting change 93,677 75,870 178,834 150,007
Cumulative effect of
accounting change:
Postemployment benefits (17,006)
__________ __________ __________ __________
NET EARNINGS $ 93,677 $ 75,870 $ 161,828 $ 150,007
Earnings per share before
cumulative effect of
accounting change $ .37 $ .30 $ .71 $ .59
Cumulative effect of accounting
change:
Postemployment benefits (.07)
__________ __________ __________ __________
EARNINGS PER SHARE $ .37 $ .30 $ .64 $ .59
DIVIDENDS DECLARED PER SHARE $ .11 $ .09 $ .22 $ .18
Average number of shares
outstanding 253,572 253,126 253,535 255,204
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
<TABLE>
ALBERTSON'S, INC.
CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
<CAPTION>
August 4, 1994 February 3,
(unaudited) 1994
______________ ____________
ASSETS
______
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 79,065 $ 62,463
Accounts and notes receivable 101,103 114,493
Inventories 835,274 871,719
Prepaid expenses 30,935 13,589
Deferred income tax benefits 63,482 59,967
__________ __________
TOTAL CURRENT ASSETS 1,109,859 1,122,231
OTHER ASSETS 114,360 90,810
LAND, BUILDINGS AND EQUIPMENT 3,270,558 3,109,172
Less accumulated depreciation and amortization 1,106,930 1,027,318
__________ __________
2,163,628 2,081,854
__________ __________
$3,387,847 $3,294,895
LIABILITIES AND STOCKHOLDERS' EQUITY
____________________________________
CURRENT LIABILITIES:
Accounts payable $ 566,903 $ 600,376
Notes payable 10,000
Salaries and related liabilities 114,282 101,443
Taxes other than income taxes 52,417 38,095
Income taxes 15,558 48,622
Self-insurance 65,736 58,436
Unearned income 18,900 19,927
Other current liabilities 34,759 30,277
Current maturities of long-term debt 201,511 76,692
Current portion of capitalized lease obligations 6,417 6,194
__________ _________
TOTAL CURRENT LIABILITIES 1,076,483 990,062
LONG-TERM DEBT 418,848 554,092
CAPITALIZED LEASE OBLIGATIONS 109,668 110,919
DEFERRED INCOME TAXES 10,297 28,766
UNEARNED INCOME 25,767 10,825
OTHER LONG-TERM LIABILITIES AND DEFERRED CREDITS 248,342 210,852
STOCKHOLDERS' EQUITY:
Preferred stock - $1 par value; authorized -
10,000,000 shares; issued - none
Common stock - $1 par value; authorized -
600,000,000 shares; issued - 253,571,783
shares and 253,406,983 shares, respectively 253,572 253,407
Capital in excess of par value 4,972 2,117
Retained earnings 1,239,898 1,133,855
__________ __________
1,498,442 1,389,379
__________ __________
$3,387,847 $3,294,895
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
<TABLE>
ALBERTSON'S, INC.
CONSOLIDATED CASH FLOWS
(in thousands)
(unaudited)
<CAPTION>
26 WEEKS ENDED
______________________________
August 4, July 29,
1994 1993
_____________ _____________
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings $ 161,828 $ 150,007
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Depreciation and amortization 108,878 94,517
Net deferred income taxes (14,077) 2,240
Cumulative effect of accounting change 17,006
Changes in operating assets and liabilities 26,412 37,527
__________ __________
Net cash provided by operating activities 300,047 284,291
CASH FLOWS FROM INVESTING ACTIVITIES:
Net capital expenditures excluding
noncash activities (188,846) (186,811)
Increase in other assets (23,550) (12,994)
__________ __________
Net cash used in investing activities (212,396) (199,805)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net line of credit activity (10,000) 5,000
Proceeds from long-term borrowings 252,075
Payments on long-term borrowings (78,308) (28,432)
Net commercial paper activity 64,939 (21,236)
Proceeds from stock options exercised 3,020 635
Purchase of treasury shares (517,526)
Net proceeds from issuance of treasury shares 264,527
Cash dividends (50,700) (43,954)
__________ __________
Net cash used in financing activities (71,049) (88,911)
__________ __________
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS 16,602 (4,425)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD 62,463 39,541
__________ __________
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 79,065 $ 35,116
NON-CASH ACTIVITIES:
Capital lease obligations incurred $ 4,574 $ 4,217
Capital lease obligations terminated 2,658 223
CASH PAYMENTS FOR:
Income taxes 155,076 123,850
Interest, net of amounts capitalized 27,461 23,371
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
ALBERTSON'S, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
Basis of Presentation
_____________________
The accompanying unaudited consolidated financial statements include
the results of operations, account balances and cash flows of the
Company and its wholly-owned subsidiaries. All material intercompany
balances have been eliminated.
In the opinion of management, the accompanying unaudited consolidated
financial statements include all adjustments necessary to present
fairly, in all material respects, the results of operations of the
Company for the periods presented. Such adjustments consisted only of
normal recurring items, except for the cumulative effect adjustment
associated with the adoption of Statement of Financial Accounting
Standards No. 112. The statements have been prepared by the Company
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant
to such rules and regulations. It is suggested that these consolidated
financial statements be read in conjunction with the consolidated
financial statements and the accompanying notes included in the
Company's 1993 Annual Report.
The balance sheet at February 3, 1994 has been taken from the audited
financial statements at that date.
Capital Stock
_____________
Average shares outstanding and per share data have been retroactively
adjusted to reflect the two-for-one stock split distributed on October
4, 1993.
Cumulative Effect of Accounting Change
______________________________________
At the beginning of the 1994 fiscal year, the Company adopted the
provisions of Statement of Financial Accounting Standard (SFAS) No. 112,
"Employers' Accounting for Postemployment Benefits." This statement
requires employers to recognize the obligation for benefits provided to
former or inactive employees after employment but before retirement.
The Company is self-insured for its employees' short-term and long-term
disability plans which are the primary benefits paid to inactive
employees prior to retirement. In prior years, expenses for disability
benefits were charged to earnings under the pay-as-you-go method. The
total cumulative effect of this accounting change (net of $10.6 million
in tax benefits) was to decrease net earnings by $17.0 million or $.07
per share. The impact of this change on current year operations is not
material. As of August 4, 1994, $26.7 million of the obligation for
postemployment benefits is included with other long-term liabilities and
$2.2 million is included with current salaries and related liabilities
in the Company's consolidated balance sheets.
<PAGE>
The results for the first quarter of 1994 have been restated to give
effect to a correction of the cumulative effect of the adoption of SFAS
No. 112. The cumulative effect was originally reported as $6.4 million
or $.03 per share.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
_____________________
Results for the quarter:
Sales for the 13 weeks ended August 4, 1994 increased by $219,438,000
(7.9%) over sales for the 13 weeks ended July 29, 1993. This increase
was due to improved identical store sales, inflation and the continued
expansion of net square footage. Identical store sales, sales in stores
that have been in operation for the equivalent 13 week periods of both
years, increased 3.1% and comparable store sales (which include
replacement stores) increased 3.5%. The identical store sales increase
was primarily achieved through an Everyday Low Price strategy and strong
in-store merchandising programs. Management estimates that inflation
accounted for approximately 1.1% of the identical store sales increase.
During the quarter fourteen stores were opened, three stores were closed
and seven store remodels were completed. Net retail square footage
increased 6.4% from July 29, 1993.
The following table sets forth certain income statement components
expressed as a percent to sales and the year-to-year percentage changes
in the amounts of such components:
<TABLE>
<CAPTION>
Percent to Sales Percentage Increase
___________________ _________________________
13 weeks ended Second Quarter
___________________ _________________________
8-04-94 7-29-93 1994/1993 1993/1992
_______ ________ ___________ __________
<S> <C> <C> <C> <C>
Sales 100.00% 100.00% 7.9% 6.3%
Gross profit 25.13 24.30 11.6 8.2
Selling, general and
administrative
expenses 19.56 19.49 8.3 6.4
Operating profit 5.57 4.81 25.1 16.4
Net interest
expense 0.51 0.55 0.8 28.1
Earnings before
income taxes 5.10 4.40 25.1 16.0
Net earnings 3.14 2.74 23.5 15.0
</TABLE>
Gross profit, as a percent to sales, increased due primarily to the
expansion and increased utilization of the Company's distribution
system. Utilization of the Company's distribution system has enabled
the Company to better control product costs and product distribution.
The pre-tax LIFO charge reduced gross profit by $9,700,000 (0.32% to
sales) for the 13 weeks ended August 4, 1994 and $10,400,000 (0.38% to
sales) for the 13 weeks ended July 29, 1993.
Selling, general and administrative (SG&A) expenses, as a percent to
sales, increased due primarily to increases in insurance costs. The
Company continues to emphasize its cost containment programs as well as
increased productivity to control SG&A expenses as a percent to sales.
<PAGE>
Year-to-date results:
Sales for the 26 weeks ended August 4, 1994 increased by $409,613,000
(7.5%) over sales for the 26 weeks ended July 29, 1993. This increase
was due to improved identical store sales, inflation and the continued
expansion of net square footage. Identical store sales, sales in stores
that have been in operation for the equivalent 26 week periods of both
years, increased 3.1% and comparable store sales (which include
replacement stores) increased 3.4%. The identical store sales increase
was primarily achieved through an Everyday Low Price strategy and strong
in-store merchandising programs. Management estimates that inflation
accounted for approximately 1.1% of the identical store sales increase.
During the 26 weeks 20 stores were opened, seven stores were closed, and
17 store remodels were completed. Net retail square footage increased
6.4% from July 29, 1993.
The following table sets forth certain income statement components
expressed as a percent to sales and the year-to-year percentage changes
in the amounts of such components:
<TABLE>
<CAPTION>
Percent to Sales Percentage Increase
___________________ _________________________
26 weeks ended Year-to-date
___________________ _________________________
8-04-94 7-29-93 1994/1993 1993/1992
_______ ________ ___________ __________
<S> <C> <C> <C> <C>
Sales 100.00% 100.00% 7.5% 12.0%
Gross profit 24.99 24.31 10.5 15.4
Selling, general and
administrative
expenses 19.52 19.43 7.9 9.3
Operating profit 5.47 4.88 20.5 48.8
Net interest
expense 0.53 0.54 6.8 45.5
Earnings before income
taxes and cumulative
effect of accounting
change 4.93 4.39 20.8 49.1
Net earnings 2.74 2.73 7.9 63.0
</TABLE>
Gross profit, as a percent to sales, increased due primarily to
expansion and increased utilization of the Company's distribution
system. Utilization of the Company's distribution system has enabled
the Company to better control product costs and product distribution.
The pre-tax LIFO charge reduced gross profit by $21,700,000 (0.37% to
sales) for the 26 weeks ended August 4, 1994 and $21,600,000 (0.39% to
sales) for the 26 weeks ended July 29, 1993.
Selling, general and administrative (SG&A) expenses for the 26 weeks
ended August 4, 1994 increased due primarily to increases in insurance
costs. The Company continues to emphasize its cost containment programs
as well as increased productivity to control SG&A expenses as a percent
to sales.
<PAGE>
Liquidity and Capital Resources
_______________________________
The Company's operating results continue to enhance its financial
position and ability to continue its planned expansion program. Cash
provided by operating activities during the 26 weeks ended August 4,
1994 was $300 million as compared to $284 million in the prior year.
During the 26 weeks ended August 4, 1994 the Company spent $189 million
for net capital expenditures, $51 million for the payment of dividends
and $23 million to reduce debt. The Company's commercial paper program
is utilized to supplement cash requirements resulting from seasonal
fluctuations created by the Company's capital expenditure program and
changes in working capital. Accordingly, commercial paper borrowings
will fluctuate between the Company's quarterly reporting periods.
Since 1987 the Board of Directors has continuously adopted or renewed
plans under which the Company is authorized, but not required, to
purchase shares of its common stock on the open market. The current
plan was adopted by the Board on March 7, 1994 and authorizes the
Company to purchase up to 2.5 million shares through March 31, 1995.
During the 26 weeks ended August 4, 1994 no shares were purchased
pursuant to this program.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
__________________________
There have not been any material developments in the Super Food
Services, Inc. lawsuit or the routine litigation referred to in the Form
10-K for the fiscal year ended February 3, 1994.
Item 2. Changes in Securities
______________________________
In March 1992, the Company entered into a revolving credit agreement
with several banks, whereby the Company may borrow, from time to time,
principal amounts up to $200 million at any time prior to April 1, 1997.
In accordance with this revolving credit agreement, the Company's
consolidated tangible net worth, as defined, shall not be less than $750
million.
Item 3. Defaults upon Senior Securities
________________________________________
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
____________________________________________________________
Information regarding the Company's Annual Meeting of Stock-holders
held on May 27, 1994 was included under Item 4 of Form 10-Q for the
quarter ended May 5, 1994.
Item 5. Other Information
__________________________
The Albertson's, Inc. Stockholder Rights Plan Agreement dated as of
March 2, 1987, as amended as of August 31, 1987, November 28, 1988 and
September 6, 1989 (Rights Plan) was amended on September 6, 1994 to make
the Purchase Price (as defined in the Rights Plan) $60.00 per Right.
The Rights Agent for the Rights Plan is Chemical Trust Company of
California.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K
_________________________________________
a. Exhibits
4.1.4 Fourth Amendment to the Stockholder Rights Plan
Agreement (dated September 6, 1994)
10.20.1 Amendment to the Albertson's, Inc. 1990 Deferred
Compensation Plan (dated April 12, 1994) *
27 Financial data schedule for the 26 weeks ended
August 4, 1994
* Identifies management contracts or compensatory plans or
arrangements required to be filed as an exhibit hereto.
b. The following reports on Form 8-K were filed during the
quarter:
None.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this amended report to be signed on its
behalf by the undersigned thereunto duly authorized.
ALBERTSON'S, INC.
_________________________________
(Registrant)
Date: April 6, 1995 A. Craig Olson
_____________________ _________________________________
A. Craig Olson
Senior Vice President, Finance
and Chief Financial Officer
FORM 10-Q/A No. 1
1
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS AMENDED SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
ALBERTSON'S QUARTERLY REPORT TO STOCKHOLDERS FOR THE QUARTER ENDED AUGUST 4,
1994 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> QTR-2
<FISCAL-YEAR-END> FEB-02-1995
<PERIOD-START> FEB-04-1994
<PERIOD-END> AUG-04-1994
<CASH> 79,065
<SECURITIES> 0
<RECEIVABLES> 102,518
<ALLOWANCES> 1,415
<INVENTORY> 835,274
<CURRENT-ASSETS> 1,109,859
<PP&E> 3,270,558
<DEPRECIATION> 1,106,930
<TOTAL-ASSETS> 3,387,847
<CURRENT-LIABILITIES> 1,076,483
<BONDS> 528,516
<COMMON> 253,572
0
0
<OTHER-SE> 1,244,870
<TOTAL-LIABILITY-AND-EQUITY> 3,387,847
<SALES> 5,897,488
<TOTAL-REVENUES> 5,897,488
<CGS> 4,423,821
<TOTAL-COSTS> 4,423,821
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 31,473
<INCOME-PRETAX> 290,788
<INCOME-TAX> 111,954
<INCOME-CONTINUING> 178,834
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> (17,006)
<NET-INCOME> 161,828
<EPS-PRIMARY> .64
<EPS-DILUTED> .64
</TABLE>
