<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000
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 0-14324
-------------------------------------------------------------------------------
MOORE-HANDLEY, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
DELAWARE 63-0819773
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
3140 PELHAM PARKWAY, PELHAM, ALABAMA 35124
---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
</TABLE>
(205) 663-8011
----------------------------------------------------
(Registrant's telephone number, including area code)
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
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.
<TABLE>
<S> <C>
--------------------------------------------------------------------
Common stock, $.10 par value 1,923,143 shares
--------------------------------------------------------------------
Class Outstanding July 27, 2000
--------------------------------------------------------------------
</TABLE>
1
<PAGE> 2
MOORE-HANDLEY, INC.
INDEX
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------
Item No. Page No.
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<S> <C>
PART I. FINANCIAL INFORMATION - UNAUDITED
-------------------------------------------------------------------------------------------------------------
1. Condensed Balance Sheets -
June 30, 2000 and 1999 and December 31, 1999......................................... 3
-------------------------------------------------------------------------------------------------------------
Statements of Operations -
Three Months and Six Months Ended June 30, 2000 and 1999............................. 4
-------------------------------------------------------------------------------------------------------------
Statements of Cash Flows -
Six Months Ended June 30, 2000 and 1999.............................................. 5
-------------------------------------------------------------------------------------------------------------
Notes to Financial Statements........................................................... 6
-------------------------------------------------------------------------------------------------------------
2. Management's Discussion and Analysis
of Financial Condition and Results of Operations..................................... 7-10
-------------------------------------------------------------------------------------------------------------
3. Quantitative and Qualitative Disclosures About Market Risk.............................. 10
-------------------------------------------------------------------------------------------------------------
PART II. OTHER INFORMATION
4. Submission of Matters to a Vote of Security Holders..................................... 10
-------------------------------------------------------------------------------------------------------------
6. Exhibits and Reports on Form 8-K........................................................ 11
-------------------------------------------------------------------------------------------------------------
Signatures.............................................................................. 11
-------------------------------------------------------------------------------------------------------------
</TABLE>
2
<PAGE> 3
MOORE-HANDLEY, INC.
CONDENSED BALANCE SHEETS
JUNE 30, 2000 AND 1999 AND DECEMBER 31, 1999
<TABLE>
<CAPTION>
JUNE 30,
------------------------------ DECEMBER 31,
2000 1999 1999
------------ ------------ ------------
(unaudited) (unaudited) (Note 1)
<S> <C> <C> <C>
ASSETS:
Current assets:
Cash and cash equivalents ............. $ 104,000 $ 234,000 $ 46,000
Trade receivables, net ................ 25,074,000 28,471,000 23,119,000
Other receivables ..................... 4,046,000 4,210,000 3,661,000
Merchandise inventory ................. 16,492,000 14,803,000 18,309,000
Prepaid expenses ...................... 599,000 638,000 539,000
Deferred income taxes ................. 456,000 590,000 455,000
------------ ------------ ------------
Total current assets ............. 46,771,000 48,946,000 46,129,000
Prepaid pension cost ..................... 1,078,000 1,090,000 1,101,000
Property and equipment ................... 21,708,000 20,127,000 20,964,000
Less accumulated depreciation ......... (13,405,000) (12,102,000) (12,716,000)
------------ ------------ ------------
Net property and equipment ....... 8,303,000 8,025,000 8,248,000
Deferred charges, net .................... 8,000 15,000 12,000
------------ ------------ ------------
$ 56,160,000 $ 58,076,000 $ 55,490,000
============ ============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable ...................... $ 19,526,000 $ 20,495,000 $ 19,407,000
Accrued payroll ....................... 473,000 577,000 451,000
Other accrued liabilities ............. 1,757,000 2,130,000 1,589,000
Long-term debt due within one year .... 1,253,000 1,180,000 1,254,000
------------ ------------ ------------
Total current liabilities ........ 23,009,000 24,382,000 22,701,000
Long-term debt, less amount due within one
year................................... 18,401,000 19,344,000 17,963,000
Deferred income taxes .................... 1,076,000 1,085,000 1,076,000
Stockholders' equity:
Common stock, $.10 par value;
10,000,000 shares authorized,
2,510,040 shares issued .......... 251,000 251,000 251,000
Other stockholders' equity ............ 13,423,000 13,014,000 13,499,000
------------ ------------ ------------
Total stockholders' equity ....... 13,674,000 13,265,000 13,750,000
------------ ------------ ------------
$ 56,160,000 $ 58,076,000 $ 55,490,000
============ ============ ============
</TABLE>
See accompanying notes.
3
<PAGE> 4
MOORE-HANDLEY, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Six Months
Ended June 30 Ended June 30
---------------------------- ----------------------------
2000 1999 2000 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net Sales .................................................. $ 38,642,000 $ 42,704,000 $ 82,397,000 $ 87,367,000
Cost of merchandise sold ................................... 32,136,000 35,878,000 68,975,000 74,085,000
Warehouse and delivery expense ............................. 2,547,000 2,855,000 5,203,000 5,548,000
------------ ------------ ------------ ------------
Cost of sales .............................................. 34,683,000 38,733,000 74,178,000 79,633,000
------------ ------------ ------------ ------------
Gross profit ............................................... 3,959,000 3,971,000 8,219,000 7,734,000
Selling and administrative expense ......................... 3,812,000 3,620,000 7,584,000 7,200,000
------------ ------------ ------------ ------------
Operating income ........................................... 147,000 351,000 635,000 534,000
Interest expense, net ...................................... 385,000 318,000 758,000 636,000
------------ ------------ ------------ ------------
Income (loss) before provision for income tax (benefit) .... (238,000) 33,000 (123,000) (102,000)
Income tax (benefit) ....................................... (91,000) 13,000 (47,000) (38,000)
------------ ------------ ------------ ------------
Net income (loss) .......................................... (147,000) 20,000 (76,000) (64,000)
------------ ------------ ------------ ------------
Net income (loss) per common share-basic and diluted ....... $ (.08) $ .01 $ (.04) $ (.03)
============ ============ ============ ============
Weighted average common shares outstanding ................. 1,923,000 1,875,000 1,923,000 1,875,000
============ ============ ============ ============
</TABLE>
See accompanying notes.
4
<PAGE> 5
MOORE-HANDLEY, INC.
STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(UNAUDITED)
<TABLE>
<CAPTION>
2000 1999
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) ....................................................... $ (76,000) $ (64,000)
----------- -----------
Adjustments to reconcile net (loss)
to net cash provided by (used in) operating activities:
Depreciation and amortization ........................... 693,000 609,000
Provision for doubtful accounts ......................... 367,000 150,000
Gain on sale of equipment ............................... (16,000) --
Change in assets and liabilities:
Trade and other receivables ......................... (2,707,000) (5,530,000)
Merchandise inventory ............................... 1,817,000 2,904,000
Other assets ........................................ (38,000) (194,000)
Accounts payable and accrued expenses ............... 309,000 1,040,000
----------- -----------
Total adjustments ................................... 425,000 (1,021,000)
----------- -----------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 349,000 (1,085,000)
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ............................................. (744,000) (628,000)
Proceeds from sale of equipment .................................. 16,000
----------- -----------
NET CASH USED IN INVESTING ACTIVITIES ................... (728,000) (628,000)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings of long-term debt ................................. 437,000 1,825,000
----------- -----------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES ...... 437,000 1,825,000
----------- -----------
Net increase in cash and cash equivalents ........................... 58,000 112,000
Cash and cash equivalents at beginning of period .................... 46,000 122,000
----------- -----------
Cash and cash equivalents at end of period .......................... $ 104,000 $ 234,000
=========== ===========
</TABLE>
See accompanying notes.
5
<PAGE> 6
MOORE-HANDLEY, INC.
NOTES TO FINANCIAL STATEMENTS
(INFORMATION PERTAINING TO THE SIX MONTHS
ENDED JUNE 30, 2000 AND 1999 IS UNAUDITED)
1. BASIS OF PRESENTATION
The financial statements included herein have been prepared by
Moore-Handley, Inc. (the "Company"), without audit, 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, although the Company believes
that the disclosures are adequate to make the information presented not
misleading. These financial statements should be read in conjunction with the
financial statements and the notes thereto included in the Company's Annual
Report on Form 10-K filed with the Commission on March 30, 2000.
As noted in the March, 2000 Form 10-Q, the Company receives vendor
allowances for certain promotional activities that it performs for its
customers. These allowances partially offset selling and administrative
expense. In the past, the Company recognized vendor allowances during the
specific expected benefit period of the related activity. However, the Company
has determined that these promotional activities benefited the overall sales of
the Company. In the first quarter 2000, the Company elected to change its
estimate of the benefit period of these vendor allowances and began recognizing
the vendor allowances during the interim period in relation to estimated annual
sales. The impact of the change is to increase selling and administrative
expense and to increase the reported loss before income taxes for the second
quarter of 2000 by approximately $30,000 and to reduce income before taxes
approximately $208,000 for the first six months of 2000. The effect of the
change was to increase the net loss per share by $.01 for the second quarter of
2000 and by $.07 for the first six months of 2000. This change has no impact on
annual reporting. Had operations been reported this year the same as last year,
the Company's second quarter loss would have been $.07 per share and net income
for the six months ending June 30, 2000 would have been $.03 per share.
The financial information presented herein reflects all adjustments
(consisting only of normal recurring adjustments) which are, in the opinion of
management, necessary for a fair statement of the results of the interim
periods. The results of interim periods are not necessarily indicative of
results to be expected for the year.
2. INCOME PER COMMON SHARE
Basic net income per share is based on the weighted average number of
common shares outstanding and net income. Diluted net income per share is based
on the weighted average of common shares outstanding plus the effect of
dilutive employee stock options and net income. Basic and diluted earnings per
share were the same for the first and second quarter of 2000 and 1999.
3. REVENUE RECOGNITION
The Company recognizes revenues when goods are shipped.
6
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (UNAUDITED)
SUMMARY
Net sales for the quarter ended June 30, 2000 decreased $4,062,000 or
9.5% from the same quarter in 1999. The net loss per share for the quarter
ended June 30, 2000 was $.08 per share compared to net income per share of $.01
per share for the quarter ended June 30, 1999. We attribute the decline mainly
to higher interest rates, tighter credit, and lower housing sales. Despite the
sales decrease, gross profit was down only $12,000 in the second quarter of
2000 when compared to the same period in 1999. Other operational expenses
increased $192,000 or 5.3% during the second quarter of 2000 compared to the
second quarter of 1999. Interest expense also increased $67,000 due primarily
to the increase in the prime rate. The net effect was a net loss during the
quarter ending June 30, 2000 of $147,000 compared to a net profit of $20,000
for the quarter ending June 30, 1999.
As noted in the March, 2000 Form 10-Q, the Company receives vendor
allowances for certain promotional activities that it performs for its
customers. These allowances partially offset selling and administrative
expense. In the past, the Company recognized vendor allowances during the
specific expected benefit period of the related activity. However, the Company
has determined that these promotional activities benefited the overall sales of
the Company. In the first quarter 2000, the Company elected to change its
estimate of the benefit period of these vendor allowances and began recognizing
the vendor allowances during the interim period in relation to estimated annual
sales. The impact of the change is to increase selling and administrative
expense and to increase the reported loss before income taxes for the second
quarter of 2000 by approximately $30,000 and to reduce income before taxes
approximately $208,000 for the first six months of 2000. The effect of the
change was to increase the net loss per share by $.01 for the second quarter of
2000 and by $.07 for the first six months of 2000. This change has no impact on
annual reporting. Had operations been reported this year the same as last year,
the Company's second quarter loss would have been $.07 per share and net income
for the six months ending June 30, 2000 would have been $.03 per share.
NET SALES
Warehouse shipments decreased $1,864,000 or 6.5% and factory direct
shipments decreased $2,198,000 or 15.5% during the quarter ended June 30, 2000
compared to the same quarter in 1999. For the six months, warehouse shipments
decreased only 1.7% while factory direct shipments decreased 13.0%. The Company
has been making a concerted effort through coordinated sales planning and
activities to increase the warehouse shipments as a percentage of total sales.
Gross margins on direct shipments are lower than gross margins on
warehouse shipments; however, expenses related to direct shipments are also
lower. Although factory direct shipments result in lower over all gross margin
percentages, the Company believes that direct shipments are an important part
of its business as a full-service wholesale distributor.
The following table sets forth the major elements of net sales:
<TABLE>
<CAPTION>
Three Months Ended June 30,
-------------------------------------------
2000 1999
-------------------- ------------------
(dollars in thousands)
<S> <C> <C> <C> <C>
Net Sales:
Warehouse shipments .......... $ 26,626 68.9% $ 28,490 66.7%
Factory direct shipments ..... 12,016 31.1 14,214 33.3
--------- ------ --------- -----
Net Sales ................ $ 38,642 100.00% $ 42,704 100.0%
========= ====== ========= =====
</TABLE>
<TABLE>
<CAPTION>
Six Months Ended June 30,
-------------------------------------------
2000 1999
-------------------- ------------------
(dollars in thousands)
<S> <C> <C> <C> <C>
Net Sales:
Warehouse shipments .......... $ 55,537 67.4% $ 56,487 64.7%
Factory direct shipments ..... 26,860 32.6 30,880 35.3
--------- ------ --------- -----
Net Sales ................ $ 82,397 100.0% $ 87,367 100.0%
========= ====== ========= =====
</TABLE>
OPERATIONS
7
<PAGE> 8
The following table sets forth certain financial data as a percentage
of net sales for the periods indicated:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
-------------------- --------------------
2000 1999 2000 1999
----- ----- ----- -----
<S> <C> <C> <C> <C>
Net Sales .................................................. 100.0% 100.0% 100.0% 100.0%
Gross margin ............................................... 16.8 16.0 16.3 15.2
Warehouse and delivery expense ............................. 6.6 6.7 6.3 6.3
Gross profit ............................................... 10.2 9.3 10.0 8.9
Selling and administrative expense ......................... 9.8 8.5 9.2 8.3
Operating income ........................................... 0.4 0.8 0.8 0.6
Interest expense, net ...................................... 1.0 0.7 0.9 0.7
Income (loss) before provision for income tax (benefit) .... (0.6)% 0.1% (0.1)% (0.1)%
</TABLE>
GROSS MARGIN
The gross margin percentage for the quarter ended June 30, 2000 was
16.8%, up from 16.0% in the second quarter of 1999, and for the six months
ended June 30, 2000 increased 1.1% compared to the prior year period. The
increase is due to a higher percentage of warehouse shipments and positive
competitive pricing adjustments.
The following table sets forth the gross margin dollars, gross margin
percentages and year-over-year changes for 1999 and the first and second
quarter of 2000:
<TABLE>
<CAPTION>
Increase (Decrease)
vs. Same Quarter
Gross Margin in Previous Year
-------------------------- -----------------------------
Amount Percentage Amount Percentage
Quarter (in thousands) Of Sales (in thousands) Points
------- -------------- ---------- -------------- ----------
<S> <C> <C> <C> <C>
1999 - 1st 6,456 14.5 390 (0.5)
2nd 6,826 16.0 789 0.1
3rd 6,932 15.9 972 0.5
4th 6,692 18.4 432 3.4
2000 - 1st 6,916 15.8 460 1.3
2nd 6,506 16.8 (320) 0.8
</TABLE>
WAREHOUSE AND DELIVERY EXPENSE
As a percentage of warehouse shipments, warehouse and delivery
expenses decreased to 9.6% in the second quarter of 2000 from 10.0% in the same
quarter of 1999 and decreased to 9.4% for the six months ended June 30, 2000
from 9.8% for the first half of 1999. The company continues to benefit from the
warehouse modernization program and ongoing cost reduction efforts.
The following table sets forth the trend in warehouse and delivery
expenses in 1999 and the first and second quarter of 2000:
<TABLE>
<CAPTION>
Increase (Decrease)
Warehouse and Delivery vs. Same Quarter
Expenses in Previous Year
----------------------------- -----------------------------
Percentage
Amount Of Warehouse Amount Percentage
Quarter (in thousands) Sales (in thousands) Points
------- -------------- ------------ -------------- ----------
<S> <C> <C> <C> <C>
1999 - 1st 2,693 9.6 439 0.6
2nd 2,855 10.0 635 1.3
3rd 2,802 9.9 380 0.4
4th 2,472 9.9 (6) 0.6
2000 - 1st 2,656 9.2 (37) (0.4)
2nd 2,547 9.6 (308) (0.4)
</TABLE>
8
<PAGE> 9
SELLING AND ADMINISTRATIVE EXPENSE
Selling and administrative expenses for the second quarter of 2000
increased by $192,000 or 5.3% over the same period in 1999 and increased
$384,000 or 5.3% for the six months ended June 30, 2000 compared to the same
period in 1999.
The following table sets forth the quarterly trend in selling and
administrative expenses in 1999 and the first and second quarter of 2000:
<TABLE>
<CAPTION>
Increase (Decrease)
Selling and Administrative vs. Same Quarter
Expense in Previous Year
----------------------------- -----------------------------
Amount Percentage Amount Percentage
Quarter (in thousands) of Sales (in thousands) Points
------- -------------- ------------ -------------- ----------
<S> <C> <C> <C> <C>
1999 - 1st 3,580 8.0 206 (0.3)
2nd 3,620 8.5 253 (0.4)
3rd 3,821 8.8 463 0.2
4th 3,213 8.9 (3) 1.2
2000 - 1st 3,772 8.6 192 0.6
2nd 3,812 9.8 192 1.3
</TABLE>
INTEREST EXPENSE
Interest expense increased $67,000 or 21.1% during the second quarter
of 2000 compared to the same period during 1999 and increased $122,000 or 19.2%
for the six months ended June 30, 2000 compared to the same period in 1999. The
increase was due primarily to interest on the Company's working capital line of
credit being charged at the prime rate of interest which was 7.75% during the
first six months of 1999 and averaged 8.96% during the same period in 2000.
LIQUIDITY AND CAPITAL RESOURCES
From December 31, 1999 to June 30, 2000, the Company's net trade
receivables increased by $1,955,000 or 8.5%. The increase was due to the higher
level of sales during the first six months of 2000 (which includes shipments of
orders taken at the Dealers' Mart held during June 2000) and because of
extended terms given to customers as a part of the sales promotion in
conjunction with the Dealers' Mart.
Inventories decreased by $1,817,000 or 9.9% in the six months ended
June 30, 2000.
Accounts payables increased $119,000 at June 30, 2000, or .6% from
December 31, 1999, because of extended terms received from suppliers in
connection with the Dealers' Marts.
At June 30, 2000, the Company had unused lines of credit of
$6,764,000, which it believes are adequate to finance its working capital
requirements. In March 2000, the Company executed a working capital line
increase and extension. This new line allows for a maximum borrowing of
$24,000,000 and, in addition to 85% of eligible receivables, it is secured with
50% of eligible inventory up to $6,000,000. This new line has a term of 3
years. The Company believes this credit facility is adequate to finance its
working capital needs.
9
<PAGE> 10
INTEREST RATE RISK
The following discussion about the Company's interest rate risk
includes "forward looking statements" that involve risks and uncertainties.
Actual results could differ materially from those projected in the forward
looking statements.
The Company's principal credit agreement and the Company's lease with
respect to industrial development bonds issued to finance the Company's
principal warehouse distribution facility both bear a floating interest rate
based on, in the case of the credit agreement, the prime rate or at the
Company's option 2 1/2% over LIBOR, and in the case of the industrial
development lease, based on 92% of the prime rate. Accordingly, the Company is
subject to market risk associated with changes in interest rates. At June 30,
2000, $17,236,000 was outstanding under the credit agreement and $1,294,000 was
outstanding under the industrial development lease agreement. For 1999, the
average principal amount outstanding under the credit agreement was
$15,818,000. Assuming the average amount outstanding under the credit agreement
during 2000 is equal to such average amount outstanding during 1999 and
assuming the Company makes its scheduled amortization payments on its
industrial development lease of $769,000 in 2000, a 1% increase in the
applicable interest rate during 2000 would result in additional interest
expense of approximately $170,000, which would reduce cash flow and pre-tax
earnings dollar for dollar.
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS
Certain of the statements contained in this report (other than the
financial statements and other statements of historical fact) are
forward-looking statements. Words such as "expects" and, "believes", indicate
the presence of forward-looking statements. There can be no assurance that
future developments will be in accordance with management's expectations or
that the effect of future developments on the Company will be those anticipated
by management. Among the factors that could cause actual results to differ
materially from estimates reflected in such forward-looking statements are the
following:
- competitive pressures on sales and pricing, including those from other
wholesale distributors and those from retailers in competition with
the Company's customers;
- the Company's ability to achieve projected cost savings from its
warehouse modernization program and ongoing cost reduction efforts;
- changes in cost of goods and the effect of differential terms and
conditions available to larger competitors of the Company;
- uncertainties associated with any acquisition the Company may seek to
implement and;
- changes in general economic conditions, including interest rates.
Part II. OTHER INFORMATION
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The information called for by this item is provided under the caption
"Interest Rate Risk" under Item 2 - Management's Discussion and
Analysis of Financial Condition and Results of Operations.
10
<PAGE> 11
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The annual meeting of the Registrant was held on Thursday, April 22,
2000 at 10:00 a.m. At the meeting Messrs. William Riley, Pierce E. Marks, Jr.,
L. Ward Edwards, Michael B. Stubbs and Ronald J. Juvonen were re-elected as
directors of the Registrant.
The following table sets forth the distribution of votes cast with
regard to each of the nominees:
<TABLE>
<CAPTION>
Votes Cast Votes
For Nominee Withheld
----------- --------
<S> <C> <C>
William Riley 1,835,706 2,400
Pierce E. Marks, Jr. 1,835,706 2,400
L. Ward Edwards 1,835,706 2,400
Michael B. Stubbs 1,835,706 2,400
Ronald J. Juvonen 1,835,706 2,400
</TABLE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 3(a) -- Restated Certificate of Incorporation of
Company, filed as Exhibit 3(a) to the Company's Annual Report
on Form 10-K for the year ended December 31, 1987 and
incorporated herein by reference,
3(a)-1 -- Amendment to Restated Certificate of Incorporation
dated May 7, 1987, filed as Exhibit 3(a)-1 to the Company's
Annual Report on Form 10-K for the year ended December 31,
1987 and incorporated herein by reference,
3(b) -- By-Laws of the Company, filed as Exhibit 3(d) to the
Company's Registration Statement on Form S-1 (Reg. No.
33-3032) and incorporated herein by reference,
3(b)-1 -- Article VII of By-Laws of the Company, as amended
May 7, 1987 filed as Exhibit 3(b)-1 to the Company's Annual
Report on Form 10-K for the year ended December 31, 1987 and
incorporated herein by reference,
27 -- Financial Data Schedule (For SEC Purposes Only).
(b) There were no reports on Form 8-K filed by the Company during
the three month period ended June 30, 2000.
11
<PAGE> 12
SIGNATURE
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.
<TABLE>
<S> <C>
MOORE-HANDLEY, INC.
-------------------
(Registrant)
Date: July 27, 2000 /s/ Michael J. Gaines
------------- ---------------------
Michael J. Gaines
President and
Chief Operating Officer
/s/ Judi Watson
---------------
Judi Watson
Treasurer
(Principal Accounting and
Financial Officer)
</TABLE>
12
<PAGE> 13
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION
----------- -----------
<S> <C> <C>
3 (a) Restated Certificate of Incorporation of Company, filed as
Exhibit 3(a) to the Company's Annual Report on Form 10-K
for the year ended December 31, 1987 and incorporated
herein by reference.
3 (a)-1 Amendment to Restated Certificate of Incorporation dated
May 7, 1987, filed as Exhibit 3(a)-1 to the Company's
Annual Report on Form 10-K for the year ended December 31, 1987
and incorporated herein by reference.
3 (b) By-laws of the Company, filed as Exhibit 3(d) to the
Company's Registration Statement on Form S-1 (Reg. No.
33-3032) and incorporated herein by reference.
3 (b)-1 Article VII of By-laws of the Company, as amended May 7,
1987 filed as Exhibit 3(b)-1 to the Company's Annual
Report on Form 10-K for the year ended December 31, 1987 and
incorporated herein by reference.
27 Financial Data Schedule (For SEC purposes only).
</TABLE>
13
