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
October 19, 1994
Date of Report
(Date of earliest report reported)
FLEMING COMPANIES, INC.
(Exact name of Registrant as specified in its charter)
OKLAHOMA 1-8140 48-0222760
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification
Number)
6301 Waterford Boulevard, Box 26647
Oklahoma City, Oklahoma 73126
(Address of Principal Executive Offices)
(405) 840-7200
Registrant's telephone number,
including area code
<PAGE>
Item 5. Other events - The company announced third quarter results on October
19, 1994.
Net earnings for the quarter, 12 weeks ended October 1, were $2.7 million,
versus $20.3 million for the third quarter of 1993, a decrease of 87%.
Quarterly earnings per share were seven cents, compared with 55 cents the
previous year, a decline of 87%.
Year to date, net sales were $11.06 billion, compared with $9.95 billion in the
same quarter in 1993, an increase of 11%. Net earnings were $45.7 million,
down 46% from $84.5 million in 1993. Earnings per share were $1.23, down 47%
from $2.30 for the same 1993 quarter.
Excluding sales from the recently acquired Scrivner, Fleming's sales for the
third quarter were $2.79 billion, a decrease of 5%, and year to date were $9.71
billion, a decrease of 2%. Sales comparisons, excluding Scrivner, were affected
by the anticipated loss of business from Albertson's and Wal-Mart, and the
sale of a New Jersey perishables distribution facility. The partial loss of
Megafoods' business will affect future sales comparisons. An absence of
significant food inflation also contributed to the disappointing results.
These losses were partially offset by new business from Randall's and Kmart.
Basic operating profits from food and general merchandise distribution centers
improved during the quarter, but a combination of other factors more than off-
set that performance. A major factor was the greater-than-expected losses from
certain company-owned stores, principally 21 Florida stores that have been
repositioned in the market, and the 23 recently acquired Consumers Markets in
Missouri, Arkansas and Kansas.
Third quarter credit loss expense was $21.6 million, compared to $9.3 million
in 1993, due to the continuing difficult retail environment and the bank-
ruptcy of Megafoods.
Other factors adversely affecting third quarter results included a higher tax
rate, lower sales in certain distribution centers, and larger losses from
equity investments compared to 1993.
The current estimated annual tax rate for 1994 is 47.5%, up from 44.1% in 1993.
Scrivner-related goodwill amortization and its operations in higher tax rate
states account for much of this increase. To reach that higher level for the
year required a 73.2% effective rate in the third quarter.
The company experienced a LIFO charge of $4.7 million, compared to a LIFO
credit of $2 million in 1993. In addition, Fleming experienced higher
interest expense, as expected, from debt related to the Scrivner acquisition.
Fleming Companies, Inc.
Consolidated Condensed Statements of Earnings
For the 12 weeks ended October 1, 1994, and October 2, 1993
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
________________________________________________________________
%
Third Interim Period 1994 1993 Change
________________________________________________________________
<S> <C> <C> <C>
Net sales $4,141,538 $2,936,010 41.1
Costs and expenses:
Cost of sales 3,818,129 2,767,074 38.0
Selling and administrative 289,449 125,106 131.4
Interest expense 37,498 17,796 110.7
Interest income (18,821) (14,885) 26.4
Equity investment results 5,130 2,952 73.8
----------- ---------- -----
Total costs and expenses 4,131,385 2,898,043 42.6
----------- ---------- -----
Earnings before taxes 10,153 37,967 (73.3)
Taxes on income 7,437 17,662 (57.9)
----------- ---------- -----
Net earnings $ 2,716 $ 20,305 (86.6)
=========== ========== =====
Net earnings per share $.07 $.55 (87.3)
Dividends paid per share $.30 $.30 ---
Weighted average shares
outstanding 37,344 36,833 1.4
- ----------------------------------------------------------------
</TABLE>
Note: Cost of sales includes expense of $4.7 million and income of $2.3
million in 1994 and 1993, respectively, resulting from the LIFO method of
inventory valuation.
Fleming Companies, Inc.
Consolidated Condensed Statements of Earnings
For the 40 weeks ended October 1, 1994, and October 2, 1993
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
- -----------------------------------------------------------------
%
Year to Date 1994 1993 Change
- -----------------------------------------------------------------
<S> <C> <C> <C>
Net sales $11,057,167 $9,945,559 11.2
Costs and expenses:
Cost of sales 10,295,126 9,357,706 10.0
Selling and administrative 635,141 417,365 52.2
Interest expense 75,692 59,081 28.1
Interest income (46,885) (47,902) (2.1)
Equity investment results 11,027 5,824 89.3
Facilities consolidation --- 6,500 ---
----------- ---------- -----
Total costs and expenses 10,970,101 9,798,574 12.0
----------- ---------- -----
Earnings before taxes 87,066 146,985 (40.8)
Taxes on income 41,356 62,469 (33.8)
----------- ---------- -----
Net earnings $ 45,710 $ 84,516 (45.9)
=========== ========== =====
Net earnings per share $1.23 $2.30 (46.5)
Dividends paid per share $.90 $.90 ---
Weighted average shares
outstanding 37,208 36,773 1.2
- ------------------------------------------------------------------
</TABLE>
Note: Cost of sales includes expense of $2.2 million and income of $13.7
million in 1994 and 1993, respectively, resulting from the LIFO method of
inventory valuation.
<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 under-
signed hereunto duly authorized.
FLEMING COMPANIES, INC.
By: /s/ Donald N. Eyler
Senior Vice President-Controller
Date: October 25, 1994
