<PAGE>
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 March 29, 1997
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 0-981
----------------------------
PUBLIX SUPER MARKETS, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-0324412
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1936 George Jenkins Blvd.
Lakeland, Florida 33815
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (941) 688-1188
--------------
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
---------- -----------
The number of shares outstanding of the registrant's common
stock, $1.00 par value, as of May 2, 1997 was 219,495,516.
Page 1 of 8 pages
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
<CAPTION>
PUBLIX SUPER MARKETS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts are in thousands, except share amounts)
ASSETS
March 29, 1997 December 28, 1996
-------------- -----------------
(Unaudited)
<S> <C> <C>
Current Assets
- --------------
Cash and cash equivalents $ 659,390 $ 457,405
Short-term investments 70,659 65,586
Trade receivables 55,681 61,221
Merchandise inventories 551,763 570,254
Deferred tax assets 77,002 71,027
Prepaid expenses 9,377 1,339
--------- ---------
Total Current Assets 1,423,872 1,226,832
--------- ---------
Long-term investments 175,877 172,486
Other noncurrent assets 7,956 11,491
Property, plant and equipment 2,783,083 2,728,466
Accumulated depreciation (1,253,842) (1,218,191)
--------- ---------
Total Assets $3,136,946 $2,921,084
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
- -------------------
Current installments of long-term debt $ 132 $ 130
Accounts payable 544,759 523,497
Accrued contribution to retirement plans 116,992 73,555
Accrued salaries and wages 55,488 47,115
Accrued self-insurance reserves 67,092 64,250
Accrued nonrecurring charge 88,915 89,000
Federal and state income taxes 68,012 21,036
Other 79,773 90,984
--------- ---------
Total Current Liabilities 1,021,163 909,567
--------- ---------
Long-term debt, excluding current installments 74 108
Deferred tax liabilities, net 106,399 100,127
Self-insurance reserves 75,304 73,336
Accrued postretirement benefit cost 38,579 37,295
Other noncurrent liabilities 46,670 49,472
Stockholders' Equity
Common stock of $1 par value. Authorized
300,000,000 shares; issued 220,293,812
shares at March 29, 1997 and 219,942,912
shares at December 28, 1996 220,294 219,943
Additional paid-in capital 99,145 91,991
Reinvested earnings 1,540,973 1,437,902
--------- ---------
1,860,412 1,749,836
Less treasury shares of 644,591
at March 29, 1997, at cost (13,470) ---
Unrealized gain on investment
securities available-for-sale, net 1,815 1,343
--------- ---------
Total Stockholders' Equity 1,848,757 1,751,179
--------- ---------
Total Liabilities and Stockholders'
Equity $3,136,946 $2,921,084
========= =========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
-2-
<PAGE>
<TABLE>
<CAPTION>
PUBLIX SUPER MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Amounts are in thousands, except per share and share amounts)
Three Months Ended
March 29, 1997 March 30, 1996
-------------- --------------
(Unaudited)
<S> <C> <C>
Revenues
- --------
Sales $ 2,914,062 $ 2,681,394
Other income, net 29,884 22,800
----------- -----------
Total revenues 2,943,946 2,704,194
----------- -----------
Costs and expenses
- ------------------
Cost of merchandise sold, including store
occupancy, warehousing and delivery
expenses 2,231,732 2,084,305
Operating and administrative expenses 548,599 484,508
Interest expense 6 67
----------- -----------
Total costs and expenses 2,780,337 2,568,880
----------- -----------
Earnings before income tax expense 163,609 135,314
Income tax expense 60,406 50,801
----------- -----------
Net earnings $ 103,203 $ 84,513
=========== ===========
Weighted average number of common
shares outstanding 219,906,746 225,149,138
=========== ===========
Net earnings per common share $ .47 $ .38
=========== ===========
Cash dividends per common share None None
</TABLE>
See accompanying notes to condensed consolidated financial statements.
-3-
<PAGE>
<TABLE>
<CAPTION>
PUBLIX SUPER MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts are in thousands)
Three Months Ended
March 29, 1997 March 30, 1996
-------------- --------------
(Unaudited)
<S> <C> <C>
Cash Flows From Operating Activities
- ------------------------------------
Cash received from customers $2,938,629 $2,698,352
Cash paid to employees and suppliers (2,629,045) (2,446,576)
Income taxes paid (13,429) (3,892)
Payment for self-insured claims (25,530) (26,082)
Other, net 8,367 5,063
--------- ---------
Net Cash Provided by Operating Activities 278,992 226,865
--------- ---------
Cash Flows From Investing Activities
- ------------------------------------
Payment for property, plant and equipment (51,702) (53,969)
Payment for investment securities -
available-for-sale (127,922) (101,558)
Proceeds from sale of investment securities -
available-for-sale 119,610 97,230
Other, net (3,444) 473
--------- ---------
Net Cash Used in Investing Activities (63,458) (57,824)
--------- ---------
Cash Flows From Financing Activities
- ------------------------------------
Payment of long-term debt (32) (393)
Proceeds from sale of common stock 16,671 6,572
Payment for acquisition of common stock (30,188) (32,673)
--------- ---------
Net Cash Used in Financing Activities (13,549) (26,494)
--------- ---------
Net increase in cash and cash equivalents 201,985 142,547
Cash and cash equivalents at beginning of
quarter 457,405 276,700
--------- ---------
Cash and cash equivalents at end of quarter $ 659,390 $ 419,247
========= =========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
-4-
<PAGE>
PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. In the opinion of management, the accompanying condensed
consolidated financial statements include all adjustments
deemed necessary to fairly reflect the financial position,
results of operations and changes in cash flows of the
Company for the interim periods presented. These condensed
consolidated financial statements should be read in
conjunction with the fiscal 1996 Form 10-K Annual Report of
the Company.
2. Due to the seasonal nature of the Company's business, the
results for the three months ended March 29, 1997 are not
necessarily indicative of the results for the entire 1997
fiscal year.
-5-
<PAGE>
PUBLIX SUPER MARKETS, INC.
Item 2. Management's Discussion and Analysis of Financial Condition
- ------------------------------------------------------------------------
and Results of Operations
-------------------------
Liquidity and Capital Resources
- -------------------------------
Operating activities continue to be the Company's primary
source of liquidity. Net cash provided by operating
activities was approximately $279.0 million in the quarter
ended March 29, 1997, as compared with $226.9 million in the
quarter ended March 30, 1996. Cash and cash equivalents
totaled $659.4 million as of March 29, 1997.
Capital expenditures totaled approximately $51.7 million in
the quarter ended March 29, 1997. These expenditures were
primarily incurred in connection with the opening of six new
stores and the remodeling or enlarging of five stores which
added .25 million square feet. In addition, the Company
closed one store. Capital expenditures totaled approximately
$54.0 million in the quarter ended March 30, 1996. These
expenditures were primarily incurred in connection with the
opening of eight new stores and the remodeling or enlarging of
two stores which added .42 million square feet.
The Company has budgeted approximately $248.3 million for
the remainder of 1997 for new store construction and the
remodeling or enlarging of several existing stores. The
capital budget is subject to continuing change and review.
The remaining capital expenditures are expected to be financed
by internally generated funds and current liquid assets.
As of March 29, 1997, the Company has committed lines of
credit for $100.0 million and one uncommitted line of credit
for $25.0 million. These lines are reviewed annually by the
banks. The interest rate for these lines is at or below the
prime rate. No amounts were outstanding as of March 29, 1997.
Cash generated in excess of the amount needed for current
operations and capital expenditures is invested in short-term
and long-term investments. Management believes the Company's
liquidity will continue to be strong.
Operating Results
- -----------------
Sales increased 8.7% in the first quarter of 1997 to
$2,914.1 million, an increase of $232.7 million compared to
the same quarter in 1996. This represents an increase of
$126.0 million or 4.7% in sales from stores that were open for
all of both quarters (comparable stores) and sales of $106.7
million or 4.0% from the net impact of new and closed stores
since the beginning of the first quarter of 1996.
Cost of merchandise sold including store occupancy,
warehousing and delivery expenses, as a percentage of sales,
was approximately 76.6% for the quarter ended March 29, 1997,
and 77.7% for the quarter ended March 30, 1996. The decrease
in cost of merchandise sold, as a percentage of sales, is due
to buying and merchandising efficiencies.
Operating and administrative expenses, as a percentage of
sales, were approximately 18.8% and 18.1% for the quarters
ended March 29, 1997 and March 30, 1996, respectively. The
significant components of operating and administrative
expenses are payroll costs, employee benefits and
depreciation.
-6-
<PAGE>
PUBLIX SUPER MARKETS, INC.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
- --------------------------
In the Company's Form 10-K for the fiscal year ended
December 28, 1996, the Company disclosed that on January 24,
1997, the Company, the the plantiffs in the Shores case and the
Equal Employment Opportunity Commission (the "EEOC") entered into
a settlement agreement (the "Shores Agreement") with respect
to all matters related to the case. On January 27, 1997, the
Court preliminarily approved the Shores agreement. No
material developments have occurred since the Form 10-K filing
and all parties continue to diligently pursue final approval
of the Shores Agreement with the Court.
A purported class action was filed against the Company on
April 3, 1997 in the Federal District Court for the Middle
District of Florida, Tampa Division, Case No. 97-760-Civ-T-
25E, by Lemuel Middleton and 15 other present or former
employees of the Company, individually and on behalf of all
other persons similarly situated. In their Complaint, the
plaintiffs allege that the Company has and is currently
engaged in a pattern and practice of race-based discriminatory
treatment of black employees and applicants with respect to
hiring, promotion, job assignment, pay, discharge,
conditions of employment,
and other employment aspects, all in violation of federal and
state law. The plaintiffs seek, among other relief, a
certification of the suit as a class action, declaratory and
injunctive relief, back pay, front pay, benefits and other
compensatory damages, and punitive damages. The Company
denies the allegations of the Complaint and intends to
vigorously defend the action.
Item 6. Exhibit and Report on Form 8-K
- ---------------------------------------
(a) Exhibit
-----------
27. Financial Data Schedule for the three
months ended March 29, 1997.
(b) Report on Form 8-K
----------------------
The Company filed a report on Form 8-K dated April 8,
1997, reporting the legal proceeding disclosed in
Part II, Item 1 above.
-7-
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be
signed in its behalf by the undersigned thereunto duly
authorized.
PUBLIX SUPER MARKETS, INC.
Date: May 9, 1997 /s/ S. Keith Billups
------------------------------------
S. Keith Billups, Secretary
Date: May 9, 1997 /s/ William H. Vass
------------------------------------
William H. Vass, Executive Vice
President (Principal Financial Officer)
-8-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements for the three months ended March 29, 1997, and is qualified
in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-27-1997
<PERIOD-START> DEC-29-1996
<PERIOD-END> MAR-29-1997
<EXCHANGE-RATE> 1
<CASH> 659,390
<SECURITIES> 70,659
<RECEIVABLES> 55,681
<ALLOWANCES> 0
<INVENTORY> 551,763
<CURRENT-ASSETS> 1,423,872
<PP&E> 2,783,083
<DEPRECIATION> (1,253,842)
<TOTAL-ASSETS> 3,136,946
<CURRENT-LIABILITIES> 1,021,163
<BONDS> 74
0
0
<COMMON> 220,294
<OTHER-SE> 1,628,463
<TOTAL-LIABILITY-AND-EQUITY> 3,136,946
<SALES> 2,914,062
<TOTAL-REVENUES> 2,943,946
<CGS> 2,231,732
<TOTAL-COSTS> 2,780,331
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6
<INCOME-PRETAX> 163,609
<INCOME-TAX> 60,406
<INCOME-CONTINUING> 103,203
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 103,203
<EPS-PRIMARY> .47
<EPS-DILUTED> .47
</TABLE>
