FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 31, 1995
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 No. 001-08772
HUGHES SUPPLY, INC.
Incorporated in the State I.R.S. Employer I.D.
of Florida Number 59-0559446
Post Office Box 2273
20 North Orange Avenue, Suite 200
Orlando, Florida 32802
Registrant's Telephone Number, including area code: 407/841-4755
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 [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Common Stock Outstanding as of November 17, 1995
$1 Par Value 6,584,079
Page 1
HUGHES SUPPLY, INC.
FORM 10-Q
Index
Page No.
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets as of
October 31, 1995 and January 27, 1995 3 - 4
Consolidated Statements of Income for
the Three Months Ended October 31, 1995
and 1994 5
Consolidated Statements of Income for the
Nine Months Ended October 31, 1995 and 1994 6
Consolidated Statements of Cash Flows for the
Nine Months Ended October 31, 1995 and 1994 7
Notes to Consolidated Financial Statements 8 - 10
Item 2. Management's Discussion and Analysis of
Financial Condition and Results
of Operations 11 - 13
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K 14 - 17
Signatures 18
Index of Exhibits Filed with This Report 19
Page 2
HUGHES SUPPLY, INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets (unaudited)
(dollars in thousands)
October 31, January 27,
1995 1995
----------- -----------
(Note 3)
ASSETS
Current Assets:
Cash and cash equivalents $ 946 $ 3,192
Accounts receivable, less allowance for
losses of $7,739 and $5,042 149,530 129,869
Inventories 119,218 123,308
Deferred income taxes 10,465 8,921
Other current assets 2,176 6,542
--------- ---------
Total current assets 282,335 271,832
--------- ---------
Property, Plant and Equipment, at cost:
Land 13,910 13,360
Buildings and improvements 45,762 42,115
Transportation equipment 19,857 19,796
Furniture, fixtures and equipment 21,754 20,611
Property under capital leases 10,794 10,794
--------- ---------
Total 112,077 106,676
Less accumulated depreciation and
amortization (55,809) (52,945)
--------- ---------
Net property, plant and equipment 56,268 53,731
--------- ---------
Deferred Income Taxes 2,161 2,095
Other Assets 23,885 13,380
--------- ---------
$ 364,649 $ 341,038
========= =========
The accompanying notes are an integral part of these consolidated
financial statements.
Page 3
HUGHES SUPPLY, INC.
Consolidated Balance Sheets (unaudited) - continued
(dollars in thousands)
October 31, January 27,
1995 1995
----------- -----------
(Note 3)
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Current portion of long-term debt $ 999 $ 1,330
Accounts payable 77,758 75,888
Accrued compensation and benefits 10,921 9,723
Other current liabilities 17,595 13,000
--------- ---------
Total current liabilities 107,273 99,941
--------- ---------
Long-Term Debt, less current portion:
Notes 103,838 101,915
Capital lease obligations 2,383 3,061
--------- ---------
Total long-term debt 106,221 104,976
--------- ---------
Other Noncurrent Liabilities 1,847 1,540
--------- ---------
Total liabilities 215,341 206,457
--------- ---------
Commitments and Contingencies
Shareholders' Equity:
Preferred stock - -
Common stock-6,595,883 and
6,412,487 shares issued 6,596 6,413
Capital in excess of par value 41,356 37,824
Retained earnings 101,539 92,032
--------- ---------
149,491 136,269
Less treasury stock-11,804 and
108,988 shares, at cost (183) (1,688)
--------- ---------
Total shareholders' equity 149,308 134,581
--------- ---------
$ 364,649 $ 341,038
========= =========
The accompanying notes are an integral part of these consolidated
financial statements.
Page 4
HUGHES SUPPLY, INC.
Consolidated Statements of Income (unaudited)
(in thousands, except per share data)
Three months ended October 31,
1995 1994
----------- -----------
(Note 3)
Net Sales $ 279,039 $ 223,592
Cost of Sales 222,820 180,074
--------- ---------
Gross Profit 56,219 43,518
--------- ---------
Operating Expenses:
Selling, general and administrative 45,193 35,311
Depreciation and amortization 2,574 2,271
Provision for doubtful accounts 1,043 572
--------- ---------
Total operating expenses 48,810 38,154
--------- ---------
Operating Income 7,409 5,364
--------- ---------
Non-Operating Income and (Expenses):
Interest and other income, net 1,309 768
Interest expense (1,832) (1,269)
--------- ---------
(523) (501)
--------- ---------
Income Before Income Taxes 6,886 4,863
Income Taxes 2,858 1,961
--------- ---------
Net Income $ 4,028 $ 2,902
========= =========
Earnings Per Share:
Primary $ .60 $ .47
========= =========
Fully diluted $ .60 $ .47
========= =========
Average Shares Outstanding:
Primary 6,732 6,162
========= =========
Fully diluted 6,747 6,163
========= =========
Dividends Per Share $ .07 $ .06
========= =========
The accompanying notes are an integral part of these consolidated
financial statements.
Page 5
HUGHES SUPPLY, INC.
Consolidated Statements of Income (unaudited)
(in thousands, except per share data)
Nine months ended October 31,
1995 1994
----------- -----------
(Note 3)
Net Sales $ 805,575 $ 636,715
Cost of Sales 643,398 511,476
--------- ---------
Gross Profit 162,177 125,239
--------- ---------
Operating Expenses:
Selling, general and administrative 130,629 102,069
Depreciation and amortization 7,196 6,503
Provision for doubtful accounts 2,289 2,081
--------- ---------
Total operating expenses 140,114 110,653
--------- ---------
Operating Income 22,063 14,586
--------- ---------
Non-Operating Income and (Expenses):
Interest and other income, net 3,449 2,266
Interest expense (5,697) (3,702)
--------- ---------
(2,248) (1,436)
--------- ---------
Income Before Income Taxes 19,815 13,150
Income Taxes 8,083 5,358
--------- ---------
Net Income $ 11,732 $ 7,792
========= =========
Earnings Per Share:
Primary $ 1.77 $ 1.31
========= =========
Fully diluted $ 1.75 $ 1.28
========= =========
Average Shares Outstanding:
Primary 6,629 5,964
========= =========
Fully diluted 6,685 6,208
========= =========
Dividends Per Share $ .21 $ .16
========= =========
The accompanying notes are an integral part of these consolidated
financial statements.
Page 6
HUGHES SUPPLY, INC.
Consolidated Statements of Cash Flows (unaudited)
(in thousands)
Nine months ended October 31,
1995 1994
----------- -----------
(Note 3)
Increase (Decrease) in Cash and Cash
Equivalents:
Cash flows from operating activities:
Cash received from customers $ 787,888 $ 622,521
Cash paid to suppliers and employees (761,518) (607,128)
Interest received 2,385 1,833
Interest paid (5,374) (3,032)
Income taxes paid (10,423) (6,644)
--------- ---------
Net cash provided by
operating activities 12,958 7,550
--------- ---------
Cash flows from investing activities:
Proceeds from sale of property, plant
and equipment 1,156 561
Capital expenditures (8,641) (10,030)
Business acquisitions, net of cash (6,945) (1,341)
--------- ---------
Net cash used in
investing activities (14,430) (10,810)
--------- ---------
Cash flows from financing activities:
Net borrowing under
short-term debt arrangements 1,682 5,557
Principal payments on:
Long-term notes (1,049) (334)
Capital lease obligations (598) (544)
Proceeds from issuance of common shares
under stock option plans 874 542
Purchase of common shares (409) (210)
Dividends paid (1,274) (840)
--------- ---------
Net cash provided by (used in)
financing activities (774) 4,171
--------- ---------
Net Increase (Decrease) in Cash and
Cash Equivalents (2,246) 911
Cash and Cash Equivalents:
Beginning of period 3,192 1,078
--------- ---------
End of period $ 946 $ 1,989
========= =========
The accompanying notes are an integral part of these consolidated
financial statements.
Page 7
HUGHES SUPPLY, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited) (dollars in thousands, except per share data)
1. In the opinion of the Company, the accompanying unaudited
consolidated financial statements contain all adjustments
(consisting only of normal recurring accruals) necessary to present
fairly the financial position as of October 31, 1995, the results
of operations for the three months and nine months ended October
31, 1995 and 1994, and cash flows for the nine months then ended.
Prior period financial statements have been restated to include the
accounts of a company acquired and accounted for as a pooling of
interests (see Note 3).
2. In addition to the acquisition accounted for as a pooling of
interests, the Company acquired, during the nine months ended
October 31, 1995, several wholesale distributors of materials to
the construction industry for cash and common stock. These
acquisitions have been accounted for as purchases and did not have
a material effect on the consolidated financial statements.
Results of operations of these companies from their respective
dates of acquisition have been included in the consolidated
financial statements.
3. On August 1, 1995 the Company acquired all the common stock of
Moore Electric Supply, Inc. ("Moore") in exchange for approximately
291,000 shares of the Company's common stock. Moore is a wholesale
distributor of electrical products with five outlets in North
Carolina and South Carolina. The merger has been accounted for as
a pooling of interests and, accordingly, historical financial data
has been restated to include Moore. Moore's fiscal year-end has
been changed from March to the last Friday in January to conform to
the Company's fiscal year-end.
Net sales and net income of the separate companies for the periods
preceding the acquisition were:
Net Net
Sales Income
----------- -----------
Three months ended - July 31,
1995 (the most recent quarter
prior to pooling):
Hughes Supply, Inc. $ 260,474 $ 4,230
Moore 17,439 650
--------- ---------
Combined $ 277,913 $ 4,880
========= =========
Page 8
HUGHES SUPPLY, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued
(unaudited) (dollars in thousands, except per share data)
Net Net
Sales Income
----------- -----------
Three months ended -
October 31, 1994:
Hughes Supply, Inc. $ 210,584 $ 2,778
Moore 13,008 124
--------- ---------
Combined $ 223,592 $ 2,902
========= =========
Nine months ended -
October 31, 1994:
Hughes Supply, Inc. $ 597,104 $ 7,456
Moore 39,611 336
--------- ---------
Combined $ 636,715 $ 7,792
========= =========
4. On July 31, 1995, the Company's revolving credit and line of credit
agreement with a group of banks was amended. The agreement, as
amended, now permits the Company to borrow up to $160,000 (subject
to borrowing limitations under the agreement) - $125,000 long-term,
expiring June 30, 1998, and $35,000 line of credit convertible to
a term note due two years from conversion date.
5. The following is a reconciliation of net income to net cash
provided by (used in) operating activities:
Nine months ended October 31,
1995 1994
---------- ----------
Net income $ 11,732 $ 7,792
Adjustments to reconcile net
income to net cash provided by
(used in) operating activities:
Depreciation 5,846 5,859
Amortization 1,350 644
Provision for doubtful accounts 2,289 2,081
(Gain) on sale of property,
plant and equipment (646) (228)
Undistributed (earnings) losses
of affiliate 73 (111)
Page 9
HUGHES SUPPLY, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued
(unaudited) (dollars in thousands, except per share data)
Nine months ended October 31,
1995 1994
--------- ---------
Changes in assets and liabilities:
net of effects of acquisitions:
(Increase) decrease in:
Accounts receivable (18,178) (14,288)
Inventories 10,488 (8,741)
Other current assets 4,475 4,031
Other assets (2,435) (176)
Increase (decrease) in:
Accounts payable and accrued
expenses (326) 11,097
Accrued interest and income
taxes (407) 1,490
Other noncurrent liabilities 307 206
Decrease (increase) in deferred
income taxes (1,610) (2,106)
--------- ---------
Net cash provided by
operating activities $ 12,958 $ 7,550
========= =========
Page 10
HUGHES SUPPLY, INC.
PART I. FINANCIAL INFORMATION - continued
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
The following is management's discussion and analysis of certain
significant factors which have affected the financial condition of the
Company as of October 31, 1995, and the results of operations for the
nine months then ended.
As mentioned in Note 3 to the consolidated financial statements, on
August 1, 1995 the Company and Moore Electric Supply, Inc. entered into
a business combination accounted for as a pooling of interests.
Accordingly, all financial data in this discussion and analysis is
reported as though the companies have always been one.
Material Changes in Results of Operations
Net Sales:
Net sales were $279.0 million for the quarter ended October 31, 1995, an
increase of 25% over the prior year third quarter. Net sales for the
nine months were $805.6 million which was 27% ahead of last year.
Although residential construction activity has been slower, the
Company's strategy of expanding and diversifying into more construction
markets (commercial and industrial, as well as geographic) has
contributed to these strong sales gains. Newly-acquired and opened
wholesale outlets provided 19 and 17 percentage points of the 25% and
27% increases for the three and nine month periods, respectively.
Management expects commercial construction activity to continue at
current levels and believes that recent declines in interest rates
should positively impact residential construction for the remainder of
the year which should have a positive impact on the Company's results.
Gross Profit:
Gross profit and gross margin for the three and nine months ended
October 31, 1995 and 1994 were as follows (dollars in thousands):
<TABLE>
<CAPTION>
1995 1994
Gross Gross Gross Gross Variance
Profit Margin Profit Margin Amount %
<S> <C> <C> <C> <C> <C> <C>
Three months ended $ 56,219 20.1% $ 43,518 19.5% $ 12,701 29.2%
Nine months ended $ 162,177 20.1% $ 125,239 19.7% $ 36,938 29.5%
</TABLE>
The improvement in gross margins continues to be due to heightened
construction activity as well as purchasing economies from increased
volume.
Page 11
Operating Expenses:
Operating expenses for the three and nine month periods ended October
31, 1995 and 1994 were as follows (dollars in thousands):
<TABLE>
<CAPTION>
1995 1994
% of % of Variance
Amount Net Sales Amount Net Sales Amount %
<S> <C> <C> <C> <C> <C> <C>
Three months ended $ 48,810 17.5% $ 38,154 17.1% $ 10,656 27.9%
Nine months ended $ 140,114 17.4% $ 110,653 17.4% $ 29,461 26.6%
</TABLE>
Approximately 16 and 15 percentage points of the 28% and 27% increases
in operating expenses for the three and nine months ended October 31,
1995, respectively, are attributable to recent acquisitions and newly-
opened wholesale outlets. Higher insurance and transportation costs
continue to be primarily responsible for operating expenses increasing
over expected amounts (due to sales growth) in existing operations.
Labor costs associated with new product offerings (i.e. primarily pool
supplies) have also contributed to higher operating expenses. As sales
of the new products develop, the percentage of operating expenses to net
sales should improve.
Non-Operating Income and Expenses:
Interest expense increased from $1.3 million for the three months ended
October 31, 1994 to $1.8 million for the three months ended October 31,
1995. Approximately 35% of the increase is attributable to higher
interest rates. Higher average borrowing resulting from growth
accounted for 65% of the increase.
Interest expense for the nine months ended October 31, 1995 was $5.7
million compared to $3.7 million in the prior year. Higher borrowing
levels were responsible for approximately 53% of the increase and higher
interest rates for the remainder.
Income Taxes:
The effective tax rates for the three and nine months ended October 31,
1995 and 1994 were as follows:
1995 1994
Three months ended 41.5% 40.3%
Nine months ended 40.8% 40.7%
The change in rates is due to fluctuations of nondeductible expenses.
Net Income:
Net income for the third quarter increased 39% to $4.0 million. Fully-
diluted earnings per share for the third quarter were $.60 compared to
$.47 in the prior year. For the nine months ended October 31, 1995 net
Page 12
income reached $11.7 million, a 51% increase over the nine months ended
October 31, 1994. Fully-diluted earnings per share for the nine months
ended October 31, 1995 and 1994 were $1.75 and $1.28, respectively.
Liquidity and Capital Resources
The Company continues to maintain greater than 75% of total assets as
current assets. Working capital at October 31, 1995 amounted to $175.1
million compared to $171.9 million at January 27, 1995. The working
capital ratio remained relatively unchanged - 2.6 to 1 at October 31,
1995 compared to 2.7 to 1 at January 27, 1995. Accounts receivable at
October 31, 1995 was $19.7 million higher than at January 27, 1995.
Despite this increase, annualized accounts receivable turnover improved
from 7.3 to 7.4 times. Aided by reductions in inventories since January
27, 1995, annualized inventory turnover advanced to 7.1 from 6.7 times.
Cash payments for business acquisitions, accounted for as purchases,
totaled $6.9 million for the nine months ended October 31, 1995.
Funding was provided by borrowing under existing credit arrangements.
In addition, approximately 195,000 shares of common stock valued at $3.9
million were issued for these acquisitions. The acquisitions were for
wholesale distributors of electrical, electric utility, pool equipment
and supplies, and water systems with facilities in Pennsylvania, Ohio,
Georgia, Alabama, South Carolina, Tennessee, New Jersey, Florida and
Puerto Rico. These operations are expected to positively impact results
of operations over the remainder of the fiscal year.
Expenditures for property and equipment were $8.6 million for the nine
months ended October 31, 1995 compared to $10.0 million for the nine
months ended October 31, 1994. These expenditures are expected to be
approximately $10 million for fiscal year 1996.
The Company's bank financing has been amended to increase the Company's
borrowing capacity. It now consists of $160 million unsecured credit
facility, which includes a $125 million long-term revolving credit
facility and a $35 million line of credit convertible to a term note, as
well as a $6 million short-term line of credit. The Company's financial
condition remains strong and the Company has the resources necessary,
with approximately $63 million in unused debt capacity (subject to
borrowing limitations under long-term debt covenants), to take advantage
of growth and business acquisition opportunities and to fund ongoing
operating requirements. Future expansion will continue to be financed
on a project-by-project basis through additional borrowing, or, as
circumstances allow, through the issuance of common stock.
Page 13
HUGHES SUPPLY, INC.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits Filed.
(2) Plan of acquisition, reorganization, arrangement,
liquidation or succession - not applicable.
(3) Articles of incorporation and by-laws.
3.1 Articles of incorporation, as amended, filed as
Exhibit 3.1 to Form 10-Q for the quarter ended July
31, 1994.
3.2 Composite By-Laws, as amended, filed as Exhibit 3.2
to Form 10-Q for the quarter ended July 31, 1994.
(4) Instruments defining the rights of security holders,
including indentures.
4.1 Specimen Stock Certificate representing shares of
the Company's common stock, $1.00 par value, filed
as Exhibit 4.2 to form 10-Q for the quarter ended
October 31, 1984.
4.2 Resolution Approving and Implementing Shareholder
Rights Plan filed as Exhibit 4.4 to Form 8-K dated
May 17, 1988.
(10) Material contracts.
10.1 Lease Agreements with Hughes, Inc.
(a) Orlando Trucking, Garage and Maintenance
Operations dated December 1, 1971, filed as
Exhibit 13(n) to Registration No. 2-43900.
Letter dated April 15, 1992 extending lease
from month to month, filed as exhibit 10.1(a)
to Form 10-K for the fiscal year ended January
31, 1992.
Page 14
(b) Leases effective March 31, 1988, filed as
exhibit 10.1(c) to Form 10-K for the fiscal
year ended January 27, 1989;
Sub-item Property
(1) Clearwater
(2) Daytona Beach
(3) Fort Pierce
(4) Lakeland
(5) Lakeland - Lightstyle
(6) Leesburg
(7) Orlando Electrical Operation
(8) Orlando Plumbing Operation
(9) Orlando Utility Warehouse
(10) St. Petersburg
(11) Sarasota
(12) Venice
(13) Winter Haven
(c) Lease amendment letter between Hughes, Inc.
and the Registrant, dated December 1, 1986,
amending Orlando Truck Operations Center and
Maintenance Garage lease, filed as Exhibit
10.1(i) to Form 10-K for the fiscal year ended
January 30, 1987.
(d) Lease agreement dated June 1, 1987, between
Hughes, Inc. and the Registrant, for
additional Sarasota property, filed as Exhibit
10.1(j) to Form 10-K for the fiscal year ended
January 29, 1988.
(e) Leases dated March 11, 1992, filed as Exhibit
10.1(e) to Form 10-K for the fiscal year ended
January 31, 1992.
Sub-item Property
(1) Tallahassee Electrical Operation
(2) Gainesville Electrical Operation
(3) Valdosta Electrical Operation
10.2 Hughes Supply, Inc. 1988 Stock Option Plan
filed as Exhibit A to Prospectus included in
Registration No. 33-26468.
Page 15
10.3 Form of Supplemental Executive Retirement Plan
Agreement entered into between the Registrant
and eight of its executive officers, filed as
Exhibit 10.6 to Form 10-K for fiscal year
ended January 30, 1987.
10.4 Directors' Stock Option Plan, as amended,
filed as Exhibit 10.4 to Form 10-Q for the
quarter ended July 31, 1994.
10.5 Asset Purchase Agreement with Accord
Industries Company, dated October 9, 1990, for
sale of Registrant's manufacturing operations,
filed as Exhibit 10.7 to Form 10-K for fiscal
year ended January 25, 1991.
10.6 Lease Agreement dated June 30, 1993 between
Donald C. Martin and Electrical Distributors,
Inc., filed as Exhibit 10.6 to Form 10-K for
fiscal year ended January 28, 1994.
10.7 Consulting Agreement dated June 30, 1993
between Hughes Supply, Inc. and Donald C.
Martin, filed as Exhibit 10.7 to Form 10-K for
fiscal year ended January 28, 1994.
10.8 Written description of senior executives'
long-term incentive bonus plan for fiscal year
1996 incorporated by reference to the
description of the bonus plan set forth under
the caption "Approval of the Stock Award
Provisions of the Senior Executives' Long-Term
Incentive Bonus Plan for Fiscal Year 1996" on
pages 26 and 27 of the Registrant's Proxy
Statement Annual Meeting of Shareholders To Be
Held May 24, 1994.
10.9 Senior Executives' Long-Term Incentive Bonus
Plan, including the senior executives' long-
term incentive bonus plan for fiscal year 1997
(the "1997 Performance Plan") and the senior
executives' long-term incentive bonus plan for
fiscal year 1998 (the "1998 Performance Plan")
incorporated by reference therein, filed as
Exhibit 10.9 to Form 10-K for the fiscal year
ended January 27, 1995.
10.10 Lease Agreement dated June 30, 1994 between
Donald C. Martin and Electrical Distributors,
Inc., filed as Exhibit 10.10 to Form 10-K for
the fiscal year ended January 27, 1995.
Page 16
(11) Statement re computation of per share earnings.
11.1 Summary schedule of earnings per share calculation.
(15) Letter re unaudited interim financial information - not
applicable.
(18) Letter re change in accounting principles - not
applicable.
(19) Report furnished to security holders - not applicable.
(22) Published report regarding matters submitted to vote of
security holders - not applicable.
(23) Consents of experts and counsel - not applicable.
(24) Power of attorney - not applicable.
(27) Financial Data Schedule.
27.1 Financial Data Schedule (filed electronically
only).
27.2 Restated Financial Schedule (filed electronically
only).
(99) Additional exhibits - not applicable.
(b) Reports on Form 8-K.
There were no reports on Form 8-K filed during the quarter
ended October 31, 1995.
Page 17
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.
HUGHES SUPPLY, INC.
Date: November 29, 1995 By: /s/ David H. Hughes
David H. Hughes, Chairman of
the Board and Chief Executive
Officer
Date: November 29, 1995 By: /s/ J. Stephen Zepf
J. Stephen Zepf, Treasurer,
Chief Financial Officer and
Chief Accounting Officer
Page 18
INDEX OF EXHIBITS FILED WITH THIS REPORT
11.1 Summary schedule of earnings per share calculations.
27.1 Financial Data Schedule (filed electronically only).
27.2 Restated Financial Data Schedule (filed electronically only).
Page 19
Exhibit 11.1
HUGHES SUPPLY, INC.
SUMMARY SCHEDULE OF EARNINGS PER SHARE CALCULATIONS
(in thousands, except per share amounts)
Potentially dilutive securities:
a) Options for common stock, issued under stock option plan.
b) 7% Convertible subordinated debentures, due May 1, 2011,
redeemed April, 1994.
Three Months
Ended October 31,
1995 1994
Line
- ----
SHARES
------
1 Average shares outstanding 6,566 6,054
2 Incremental shares (options) -
Assuming options outstanding at end of period
were exercised at beginning of period (or time
of issuance, if later) and proceeds were used
to purchase shares at average market price
during the period 166 108
---------- ----------
3 Shares used in calculating Earnings Per
Common and Common Equivalent Share 6,732 6,162
4 Incremental shares (options) -
Assuming options outstanding at end of period
were exercised at beginning of period (or time
of issuance, if later) and proceeds were used
to purchase shares at the higher of the
average market price during the period or the
market price at the end of the period; and
that options exercised during the period were
exercised at the beginning of the period(or
time of issuance, if later) and the proceeds
were used to purchase shares at the market
price at the date of exercise 15 1
5 Incremental shares (debentures) -
Assuming debentures were converted at
beginning of period (or time of issuance, if
later) at most advantageous (for security
holder) conversion rate that becomes
effective within 10 years - -
---------- ----------
6 Shares used in calculating Earnings Per
Common Share - Assuming Full Dilution 6,747 6,163
========== ==========
EARNINGS
--------
7 Net income per financial statements, used in
calculating Earnings Per Common Share and
Earnings Per Common and Common Equivalent
Share $ 4,028 $ 2,902
8 Incremental earnings (debentures) -
Assuming interest charges applicable to
convertible debentures (and nondiscretionary
adjustments that would have been made based
on net income) are taken into account in
determining balance of income applicable to
common stock - -
---------- ----------
9 Earnings used in calculating Earnings Per
Common Share - Assuming Full Dilution $ 4,028 $ 2,902
========== ==========
Three Months
Ended October 31,
1995 1994
Line
- ----
RESULTING PER SHARE DATA
------------------------
10 Earnings per common share (Line 7/Line 1) $ .61 $ .48
=========== ===========
11 Earnings per common share and common
equivalent share (Line 7/Line 3) $ .60 $ .47
=========== ===========
12 Dilution 1.6% 2.1%
=========== ===========
13 Earnings per common share - assuming full
dilution (Line 9/Line 6) $ .60 $ .47
=========== ===========
14 Dilution 1.6% 2.1%
=========== ===========
15 Used in statements of income:
[ ] Line 10, if dilution less than 3%, or antidilution, exists for all
periods.
[ X ] Lines 11 and 13, if dilution >= 3% for any period.
Nine Months
Ended October 31,
1995 1994
Line
- ----
SHARES
------
1 Average shares outstanding 6,501 5,810
2 Incremental shares (options) -
Assuming options outstanding at end of period
were exercised at beginning of period (or time
of issuance, if later) and proceeds were used
to purchase shares at average market price
during the period 128 154
---------- ----------
3 Shares used in calculating Earnings Per
Common and Common Equivalent Share 6,629 5,964
4 Incremental shares (options) -
Assuming options outstanding at end of period
were exercised at beginning of period (or time
of issuance, if later) and proceeds were used
to purchase shares at the higher of the
average market price during the period or the
market price at the end of the period; and
that options exercised during the period were
exercised at the beginning of the period(or
time of issuance, if later) and the proceeds
were used to purchase shares at the market
price at the date of exercise 56 4
5 Incremental shares (debentures) -
Assuming debentures were converted at
beginning of period (or time of issuance, if
Nine Months
Ended October 31,
1995 1994
Line
- ----
later) at most advantageous (for security
holder) conversion rate that becomes
effective within 10 years - 240
---------- ----------
6 Shares used in calculating Earnings Per
Common Share - Assuming Full Dilution 6,685 6,208
========== ==========
EARNINGS
--------
7 Net income per financial statements, used in
calculating Earnings Per Common Share and
Earnings Per Common and Common Equivalent
Share $ 11,732 $ 7,792
8 Incremental earnings (debentures) -
Assuming interest charges applicable to
convertible debentures (and nondiscretionary
adjustments that would have been made based
on net income) are taken into account in
determining balance of income applicable to
common stock - 166
---------- ----------
9 Earnings used in calculating Earnings Per
Common Share - Assuming Full Dilution $ 11,732 $ 7,958
========== ==========
RESULTING PER SHARE DATA
------------------------
10 Earnings per common share (Line 7/Line 1) $ 1.80 $ 1.34
=========== ===========
11 Earnings per common share and common
equivalent share (Line 7/Line 3) $ 1.77 $ 1.31
=========== ===========
12 Dilution 1.7% 2.2%
=========== ===========
13 Earnings per common share - assuming full
dilution (Line 9/Line 6) $ 1.75 $ 1.28
=========== ===========
14 Dilution 2.8% 4.5%
=========== ===========
15 Used in statements of income:
[ ] Line 10, if dilution less than 3%, or antidilution, exists for all
periods.
[ X ] Lines 11 and 13, if dilution >= 3% for any period.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET OF HUGHES SUPPLY, INC. AS OF OCTOBER 31, 1995, AND
THE RELATED STATEMENT OF INCOME FOR THE NINE MONTHS THEN ENDED AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000049029
<NAME> HUGHES SUPPLY, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-26-1996
<PERIOD-END> OCT-31-1995
<CASH> 946
<SECURITIES> 0
<RECEIVABLES> 157,269
<ALLOWANCES> 7,739
<INVENTORY> 119,218
<CURRENT-ASSETS> 282,335
<PP&E> 112,077
<DEPRECIATION> 55,809
<TOTAL-ASSETS> 364,649
<CURRENT-LIABILITIES> 107,273
<BONDS> 106,221
<COMMON> 6,596
0
0
<OTHER-SE> 142,712
<TOTAL-LIABILITY-AND-EQUITY> 364,649
<SALES> 805,575
<TOTAL-REVENUES> 805,575
<CGS> 643,398
<TOTAL-COSTS> 643,398
<OTHER-EXPENSES> 137,825
<LOSS-PROVISION> 2,289
<INTEREST-EXPENSE> 5,697
<INCOME-PRETAX> 19,815
<INCOME-TAX> 8,083
<INCOME-CONTINUING> 11,732
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11,732
<EPS-PRIMARY> 1.77
<EPS-DILUTED> 1.75
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS OF HUGHES SUPPLY, INC. AND RELATED STATEMENTS OF
INCOME AS OF AND FOR THE PERIODS ENDED JULY 31, 1995, APRIL 30, 1995, JANUARY
27, 1995, OCTOBER 31, 1994, AND JULY 31, 1994. THIS SCHEDULE IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<CIK> 0000049029
<NAME> HUGHES SUPPLY, INC.
<MULTIPLIER> 1,000
<S> <C> <C> <C> <C> <C>
<PERIOD-TYPE> 6-MOS 3-MOS YEAR 9-MOS 6-MOS
<FISCAL-YEAR-END> JAN-26-1996 JAN-26-1996 JAN-27-1995 JAN-27-1995 JAN-27-1995
<PERIOD-END> JUL-31-1995 APR-30-1995 JAN-27-1995 OCT-31-1994 JUL-31-1994
<CASH> 2,812 1,447 3,192 1,989 2,362
<SECURITIES> 0 0 0 0 0
<RECEIVABLES> 152,236 152,536 134,911 124,995 122,396
<ALLOWANCES> 6,334 5,476 5,042 7,238 6,232
<INVENTORY> 124,707 127,133 123,308 106,784 112,454
<CURRENT-ASSETS> 286,751 290,083 271,832 234,560 239,797
<PP&E> 111,139 109,338 106,676 104,796 101,625
<DEPRECIATION> 55,075 54,262 52,945 51,400 49,213
<TOTAL-ASSETS> 366,055 368,764 341,038 298,525 302,125
<CURRENT-LIABILITIES> 102,799 115,851 99,941 83,649 82,709
<BONDS> 115,906 110,109 104,976 85,995 92,965
<COMMON> 6,609 6,611 6,413 6,413 6,413
0 0 0 0 0
0 0 0 0 0
<OTHER-SE> 138,999 134,553 128,168 121,119 118,752
<TOTAL-LIABILITY-AND-EQUITY> 366,055 368,764 341,038 298,525 302,125
<SALES> 526,536 248,623 856,560 636,715 413,123
<TOTAL-REVENUES> 526,536 248,623 856,560 636,715 413,123
<CGS> 420,578 198,274 685,601 511,476 331,402
<TOTAL-COSTS> 420,578 198,274 685,601 511,476 331,402
<OTHER-EXPENSES> 90,058 44,097 149,158 108,572 70,990
<LOSS-PROVISION> 1,246 587 1,340 2,081 1,509
<INTEREST-EXPENSE> 3,865 1,829 5,247 3,702 2,433
<INCOME-PRETAX> 12,929 4,772 18,102 13,150 8,287
<INCOME-TAX> 5,225 1,948 7,386 5,358 3,397
<INCOME-CONTINUING> 7,704 2,824 10,716 7,792 4,890
<DISCONTINUED> 0 0 0 0 0
<EXTRAORDINARY> 0 0 0 0 0
<CHANGES> 0 0 0 0 0
<NET-INCOME> 7,704 2,824 10,716 7,792 4,890
<EPS-PRIMARY> 1.17 .43 1.78 1.31 .83
<EPS-DILUTED> 1.17 .43 1.75 1.28 .81
</TABLE>
