[TEXT]
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
January 18, 1994
Date of Report
(Date of earliest event 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 Identi-
of incorporation) Number) fication 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
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Item 5. Other Events
On January 18, 1994, Fleming made a press release announcing details of
its planned restructuring. The text of that press release is presented
below.
Fleming Companies said today that it will take a pre-tax charge of
approximately $101 million in the fourth quarter of 1993. The charge is
principally to cover costs associated with planned consolidations of
facilities, the re-engineering of operating processes and organizational
realignment at Fleming over the next two years. As a result, net earnings
for the quarter and year will be reduced by approximately $62 million or
$1.68 per share.
"As we announced last December 16, Fleming was in the process of a
thorough review of all its operations and business strategies that might
result in the kinds of actions we are now taking," said Robert E. Stauth,
president and chief executive officer. "The program outlined today is the
result of that review and is consistent with our strategy to improve company
performance through development of larger, more productive distribution
centers and by eliminating functions and operations, including our five
regional offices, that do not add economic value."
When fully implemented, these actions are expected to reduce employment
by at least 2,000, or 9% of the company work force, and lower operating
costs by at least $65 million per year.
Stauth said that the company will move immediately to eliminate its
five regional staff offices. Fleming will also consolidate and realign
several of its operating divisions while re-engineering operational
processes throughout the company. In addition, the charge provides for
write-downs of some physical retail store assets, primarily in the former
Mid-South and Southern regions, that are no longer of strategic value to the
company.
"An important distinction here is that we are not simply restructuring
the company -- we are re-engineering the way we operate," Stauth said.
"Rather than merely dividing the same work among fewer people, we are
eliminating functions that are redundant, inefficient or that do not add
economic value. All of our efforts are focused on the clear objective of
increasing shareholder value through consistent growth in earnings over the
long term. Turning around a company this large is not an easy task. It
will take us some time to accomplish all we have planned and, as we
indicated in December, we do not expect earnings improvement in core
operations this year. Although our plan for 1994 is still under review,
our primary focus is to implement the changes we have outlined today, as
opposed to maximizing near-term results. During 1995, however, we expect
earnings to benefit from the new initiatives disclosed today and for the
company to begin to demonstrate a pattern of earnings growth."
Separately, the company announced today several changes in its
operations management and reporting relationships in support of the planned
consolidations of facilities and organizational realignment that are part of
the restructuring program outlined above.
Divisional support activities of the company's five regional staff
offices will now be assumed by corporate departments. The company's
operating divisions will now report to three corporate operating officers.
These are James E. Stuard, executive vice president, Dixon E. Simpson, vice
president, and Mark K. Batenic, recently elected vice president. The
company's general merchandise operations will report to Ronald C. Anderson,
vice president-general merchandise. In addition, Glenn E. Mealman, formerly
executive vice president-Mid-America region, has been appointed executive
vice president-national accounts.
Fleming markets food, food-related products and services through more
than 2,900 supermarkets in 36 states.
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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 hereunto duly authorized.
FLEMING COMPANIES, INC.
(Registrant)
Date: January 20, 1994 By: /s/ Donald N. Eyler
Senior Vice President-Controller
