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 period ended: July 22, 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 number: 0-16226
ENTREE CORPORATION
(Exact name of Registrant as specified in its charter)
DELAWARE 39-1566009
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8200 W. Brown Deer Road, Suite 200, Milwaukee, WI 53223
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (414) 355-0037
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
At August 15, 1995, the registrant had issued and outstanding an
aggregate of 8,000,000 shares of its common stock.
<PAGE>
Part I - Financial Information
Item 1. Financial Statements
Entree Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
(Dollars in Thousands)
<TABLE>
<CAPTION>
July 22, April 1,
1995 1995
---------- --------
(Unaudited)
Assets
<S> <C> <C>
Current assets
Cash $ 1,472 $ 1,653
Receivables 8,170 9,658
Inventories 3,779 4,343
Other current assets 284 262
------- -------
Total current assets 13,705 15,916
Property and equipment 7,374 7,236
Less accumulated depreciation (4,052) (3,863)
------- -------
3,322 3,373
Intangible assets 872 881
Other assets 362 399
------- -------
$ 18,261 $ 20,569
======= =======
</TABLE>
<TABLE>
<CAPTION>
Liabilities and Shareholders' Deficit
<S> <C> <C>
Current liabilities
Accounts payable $ 5,652 $ 8,089
Accrued liabilities 809 535
Current portion of long-term debt 519 405
------- -------
Total current liabilities 6,980 9,029
Notes payable to parent 2,025 1,993
Long-term debt 4,846 4,869
Preferred stock of subsidiary owned by parent 6,000 6,000
Shareholders' deficit
Common stock 80 80
Additional paid-in capital 14,590 14,590
Accumulated deficit (16,260) (15,992)
------- -------
Total shareholders' deficit (1,590) (1,322)
------- -------
$ 18,261 $ 20,569
======= =======
</TABLE>
See notes to condensed consolidated financial statements.
1
<PAGE>
Entree Corporation and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
(In Thousands, Except Per Share Amounts)
<TABLE>
<CAPTION>
16 Weeks Ended
July 22, July 23,
1995 1994
-------- --------
<S> <C> <C>
Net sales $ 75,287 $ 65,937
Other income 7 7
------- -------
75,294 65,944
Cost of sales 73,924 64,579
Selling and administrative expenses 1,285 1,231
------- -------
Operating earnings 85 134
Interest expense (325) (304)
Equity in earnings (loss) of
unconsolidated subsidiary (28) 17
------- -------
Net loss $ (268) $ (153)
======= =======
Loss per common share $ (.03) $ (.02)
======= =======
Weighted average number of common shares
outstanding 8,000 8,000
======= =======
</TABLE>
See notes to condensed consolidated financial statements.
2
<PAGE>
Entree Corporation and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
16 Weeks Ended
July 22, July 23,
1995 1994
-------- --------
<S> <C> <C>
Operating activities:
Net loss $ (268) $ (153)
Reconciliation of net loss to net cash
provided (used) by operating activities:
Depreciation and amortization 207 180
Provision for doubtful accounts 40 40
Equity in (earnings) loss of
unconsolidated subsidiary 28 (17)
Change in operating assets and
liabilities (173) 2,356
------- -------
Net cash provided (used) by operating activities (166) 2,406
Investing activities:
Purchases of property and equipment (138) (66)
Financing activities:
Payments of long-term debt (11) (49)
Net change in line of credit 102 (2,299)
Change in notes payable to parent 32 26
------- -------
Net cash provided (used) by financing activities 123 (2,322)
------- -------
Increase (decrease) in cash (181) 18
Cash at beginning of period 1,653 1,031
------- -------
Cash at end of period $ 1,472 $ 1,049
======= =======
</TABLE>
See notes to condensed consolidated financial statements.
3
<PAGE>
Entree Corporation and Subsidiaries
Notes to Condensed Consolidated Financial Statements
July 22, 1995
(Unaudited)
NOTE 1 - Basis of Presentation
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions to
Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include
all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the sixteen weeks ended July 22, 1995 are not necessarily
indicative of the results that may be expected for the fiscal year ended
March 30, 1996. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's annual report on
Form 10-K for the fiscal year ended April 1, 1995.
The computation of loss per common share is based on the weighted
average number of common shares.
NOTE 2 - Notes Payable to Parent
Notes payable to parent consisted of the following at July 22, 1995 and
April 1, 1995 (in thousands):
July 22, April 1,
1995 1995
-------- --------
Long-term
---------
Unsecured term note payable,
interest at the prime rate plus
2%, due on demand................ $ 625 $ 593
Unsecured term note payable,
interest at the prime rate plus
2.5%, due on demand.............. 1,400 1,400
----- -----
$2,025 $1,993
===== =====
The term notes payable have been classified as noncurrent liabilities
because of restrictions under a loan and security agreement. Interest
expense on all borrowings from the parent was $70,000 and $56,000 for the
sixteen weeks ended July 22, 1995 and July 23, 1994, respectively.
NOTE 3 - Preferred Stock of Subsidiary owned by Parent
The Diana Corporation ("Diana") owns 6,000,000 shares of Atlanta
Provision Company, Inc's ("APC") non-voting preferred stock. The preferred
stock earns dividends at an annual rate of $.10 per share, cumulative from
April 1, 1992. Dividends are payable quarterly commencing July 1, 1995,
however, no dividends have been declared by APC. At July 22, 1995, dividends
in arrears on the preferred stock were $1,950,000. The preferred stock may
be redeemed at any time at APC's option for $1.00 per share plus accrued and
unpaid dividends. The declaration of dividends and redemption of preferred
stock are restricted by a loan and security agreement.
4
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
RESULTS OF OPERATIONS
The following is a summary of sales by significant product line for the
first quarter of fiscal 1996 and 1995 (in thousands):
1996 1995
---- ----
Beef 36,056 34,200
Pork 16,500 13,486
Other 22,731 18,251
------ ------
$ 75,287 $ 65,937
====== ======
For the sixteen weeks ended July 22, 1995, APC's overall volume (based
on tonnage) increased by 6.6% and net sales increased $9,350,000 or 14.2%
over fiscal 1995 first quarter net sales. The average sales price per pound
increased from $1.21 in fiscal 1995 to $1.29 in fiscal 1996 due to a change
in the product mix. The increase in net sales is attributable to increased
business resulting from the addition of Sam's Club as a customer in December
1994. Sales to Sam's Club during the first quarter of fiscal 1996 accounted
for more than 25% of APC's net sales.
For the sixteen weeks ended July 22, 1995, gross profit increased by
$5,000 or .4% from the corresponding period in fiscal 1995. Gross profit as
a percentage of net sales was 1.8% in the first quarter of fiscal 1996 as
compared to 2.1% in fiscal 1995. The relatively small increase in gross
profit dollars as compared to the increase in net sales and the reduction in
the gross profit percentage is attributable to continuation of inefficiencies
incurred in APC's transportation operations. Transportation expenses as a
percentage of net sales remained unchanged from levels attained during the
fourth quarter of fiscal 1995, however, as a percentage of net sales these
expenses increased .2% from the first quarter of fiscal 1995. During the
first quarter of fiscal 1996 APC hired a general manager whose initial focus
is cost containment and reduction. In addition, in May 1995 APC entered into
a new two year collective bargaining agreement with certain of its warehouse
and transportation employees. This agreement provided for, among other
things, a one time signing bonus for eligible employees which was expensed
during the first quarter of fiscal 1996 and the implementation of health
insurance coverage partially covered by APC. The additional costs incurred
by APC during the first quarter of fiscal 1996 resulting from this agreement
amounted to approximately $70,000 or .1% of net sales.
For the sixteen weeks ended July 22, 1995, selling and administrative
expenses increased $54,000 or 4.4% from the same period in fiscal 1995. This
increase is primarily attributable to increased administrative payroll,
insurance and consulting expenses partially offset by lower selling expenses.
As a percentage of net sales, selling and administrative expenses were 1.7%
in the first quarter of fiscal 1996, compared to 1.9% in the first quarter of
fiscal 1995.
For the sixteen weeks ended July 22, 1995, interest expense increased by
$21,000 from the same period in fiscal 1995. The increase is primarily
attributable to an increase in interest rates partially offset by lower
borrowings by APC under its line of credit.
5
<PAGE>
Equity in earnings (loss) of unconsolidated subsidiary decreased $45,000
from fiscal 1995. The reason for the decrease is due to a loss from APC's
subsidiary resulting from lower sales and increased operating expenses.
Liquidity and Capital Resources
The Company recorded cash used by operating activities of $166,000
during the first quarter of fiscal 1996 as compared to cash provided by
operating activities of $2,406,000 for the same period of time in fiscal
1995. The fiscal 1995 cash flow from operating activities included inventory
reductions of $2,069,000. The cash outflow from operating activities during
the first quarter of fiscal 1996 is primarily attributable to the following
changes in operating assets and liabilities: a) inventories decreased by
$564,000 or 13% from April 1, 1995 due to better management of inventory
through a reduction in inventory levels and increased inventory turnover;
b) receivables decreased $1,488,000 or 15.4% from April 1, 1995 primarily due
to faster collection of receivables from Sam's Club and c) accounts payable
decreased $2,437,000 or 30.1% from April 1, 1995 primarily due to lower
inventory levels and management's intent to reduce the accounts payable to
inventory ratio from that at April 1, 1995.
Capital expenditures for property and equipment during the sixteen weeks
ended July 22, 1995 were $138,000. Fiscal 1996 capital expenditures are
limited to $550,000 pursuant to restrictions in APC's credit facility.
APC's credit facility provides a revolving line of credit of up to
$9,500,000 with interest at the prime rate plus 2% through November 1997. A
$2 million letter of credit facility is included within the total credit
facility. At July 22, 1995, APC borrowed $4,343,000 and had letters of
credit of $1,500,000 issued on its behalf. At July 22, 1995, APC had
available unused borrowing capacity of $2,158,000. APC management estimates
that the minimum level of borrowings that will be outstanding for the
remainder of the fiscal year will be approximately $4,000,000 and has
classified $343,000 of the amount outstanding as a current liability. In
August 1995, APC and its lender entered into a waiver and amendment agreement
relating to the Loan and Security Agreement in order to avoid violating
certain financial covenants in fiscal 1996.
Diana continues to provide certain financial support to the Company and
has loaned the Company $2,025,000 in the aggregate as of July 22, 1995. In
addition, Diana has provided other financial support to satisfy certain
requirements of the Company. Diana has no obligation to provide any
additional financial support.
6
<PAGE>
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
4.1 - Amendment to Loan and Security Agreement between
Atlanta Provision Company, Inc. and Shawmut
Capital Corporation dated August 31, 1995.
10.1 - Agreement dated May 14, 1995 between Atlanta
Provision Company, Inc. and The United Food &
Commercial Workers Union Local 1996.
27 - Financial Data Schedule
(b) No reports on Form 8-K were filed by the Company for the
quarter covered by this report.
7
<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
undersigned thereunto duly authorized.
ENTREE CORPORATION
/s/ Richard Y. Fisher
Richard Y. Fisher
President and Director
(Principal Executive Officer)
/s/ R. Scott Miswald
R. Scott Miswald
Secretary and Treasurer
(Principal Financial and
Accounting Officer)
DATE: September 1, 1995
8
WAIVER AND FIFTH AMENDMENT
TO LOAN AND SECURITY AGREEMENT
August 31, 1995
Atlanta Provision Company, Inc.
1400 West Marietta Street, N.W.
Atlanta, GA 30318
Attention: G. Michael Coggins
Ladies and Gentlemen:
Reference is made to that certain Loan and Security Agreement
dated as of November 24, 1992, between Atlanta Provision Company,
Inc. ("Borrower") and Shawmut Capital Corporation (successor in
interest to Barclays Business Credit, Inc. ("Lender")), as amended
to date (the "Loan Agreement"). Unless otherwise defined herein,
all capitalized terms used herein shall have the same meanings
provided for such terms in the Loan Agreement.
Borrower has informed Lender that an Event of Default has
occurred under the Loan Agreement because of Borrower's failure to
achieve Net Cash Flow in excess of negative One Hundred Twenty-Five
Thousand Dollars (-$125,000) for the period ending July 22, 1995 as
required under subsection 9.3(c) of the Loan Agreement (the
"Existing Default").
Borrower has requested that Lender (i) waive the Existing
Default and (ii) amend certain provisions of the Loan Agreement,
and Lender has agreed to such requests on the terms and conditions
set forth herein.
1. Waiver. Lender hereby waives the Existing Default.
The foregoing waiver is limited to the Existing Default
specified and shall not constitute a waiver of any other existing
or future Default or Event of Default or of any rights that Lender
may have under the Loan Agreement or applicable law with respect
thereto, all of which rights Lender hereby expressly reserves.
2. Amendments. The Loan Agreement is hereby amended as
follows:
a. Section 9.3(a) of the Loan Agreement (Minimum Adjusted
Tangible Net Worth) is amended and restated in its entirety, as
follows:
"(a) Minimum Adjusted Tangible Net Worth. Maintain at all
times Consolidated Adjusted Tangible Net Worth of not less than the
amount shown below for the period corresponding thereto:"
1
<PAGE>
Atlanta Provision Company, Inc.
August 31, 1995
Page 2
Period Amount
April 1, 1995 through $4,000,000
March 29, 1996
March 30, 1996 through $4,350,000
March 28, 1997
March 29, 1997 and thereafter $4,850,000
b. Section 9.3(b) of the Loan Agreement (Profitability) is
amended and restated in its entirety, as follows:
"(b) Profitability. Achieve Consolidated Adjusted Net
Earnings From Operations of not less than $8,000 for fiscal year
1996 and $500,000 for each fiscal year thereafter."
c. Section 9.3(c) of the Loan Agreement (Net Cash Flow) is
amended and restated in its entirety, as follows:
"(c) Net Cash Flow. Achieve a Net Cash Flow on a rolling
thirteen (13) period basis (measured at the end of each four (4)
week period commencing July 22, 1995) of not less than the amount
set forth below opposite the last day of the applicable period:"
Period Amount
August 19, 1995 ($200,000)
September 16, 1995 ($215,000)
October 14, 1995 ($190,000)
November 11, 1995 ($190,000)
December 9, 1995 ($140,000)
January 6, 1996 ($115,000)
February 3, 1996 $205,000
March 2, 1996 and at all times thereafter $500,000
3. Effectiveness. This Waiver and Fifth Amendment to Loan
and Security Agreement shall be effective as of the date hereof
when duly executed by both parties and delivered to Lender. Except
as expressly amended hereby, the Loan Agreement shall remain in
full force and effect as executed.
2
<PAGE>
Atlanta Provision Company, Inc.
August 31, 1995
Page 3
4. Counterparts. This Waiver and Fifth Amendment to Loan
and Security Agreement may be executed in counterparts all of
which, taken together, shall constitute but one instrument.
Very truly yours,
SHAWMUT CAPITAL CORPORATION
By:/s/ Robert J. Lund
Robert J. Lund
Vice President
Acknowledged and agreed to
this 31st day of August, 1995
ATLANTA PROVISION COMPANY, INC.
By:/s/ R. Scott Miswald
Its: Secretary
3
AGREEMENT
BETWEEN
ATLANTA PROVISION COMPANY
AND
THE UNITED FOOD & COMMERCIAL
WORKERS UNION LOCAL 1996
EFFECTIVE MAY 14, 1995
THRU MAY 10, 1997
<PAGE>
INDEX
PAGE
CONTRACT OF AGREEMENT 4
ARTICLE I RECOGNITION 4
ARTICLE II MANAGEMENT 5
ARTICLE III NON-DISCRIMINATION 5
ARTICLE IV CHECK-OFF FORM -- DUES DEDUCTION AUTHORIZATION 5
ARTICLE V WORKING HOURS AND OVERTIME 7
ARTICLE VI SENIORITY 11
ARTICLE VII MILITARY LEAVE 14
ARTICLE VIII HOLIDAYS 15
ARTICLE IX LEAVES OF ABSENCE 18
ARTICLE X LUNCH PERIODS 20
ARTICLE XI CLOTHES AND TOOLS 21
ARTICLE XII GRIEVANCES 22
ARTICLE XIII MISCELLANEOUS PROVISIONS 25
ARTICLE XIV VACATIONS 26
ARTICLE XV SHIFT PREFERENCE & DRIVER BIDDING 33
ARTICLE XVI JURY DUTY 34
ARTICLE XVII LEAVE OF ABSENCE FOR PREGNANCY OR DEATH IN 35
IMMEDIATE FAMILY
ARTICLE XVIII RIGHTS OF EMPLOYEES IN BARGAINING UNIT 36
ARTICLE XIX VISITATION 37
ARTICLE XX NIGHT PREMIUMS 38
ARTICLE XXI INSURANCE AND HOSPITAL INSURANCE 38
ARTICLE XXII PENSION 39
ARTICLE XXIII TERMINATION 42
<PAGE>
EXHIBIT I JOB CLASSIFICATION AND RATES 43
EXHIBIT II WAREHOUSE INCENTIVE BONUS 44
EXHIBIT III DRIVERS' INCENTIVE BONUS 46
WORK RULES 49
<PAGE>
CONTRACT OF AGREEMENT
This Agreement is entered into by and between ATLANTA PROVISION COMPANY,
INC., at Atlanta, Georgia, (hereinafter referred to as "the Company"), and
THE UNITED FOOD & COMMERCIAL WORKERS UNION LOCAL 1996, (hereinafter referred
to as "the Union").
It is the intent and purpose of the parties hereto that this Agreement shall
promote and improve working and economic relations between the Company and
its employees, and set conditions to be observed between the parties hereto.
It is mutually agreed that this Agreement supersedes and replaces any and all
other Agreements between the parties hereto.
ARTICLE I
RECOGNITION
The Company shall recognize the local representatives of the Union as sole
bargaining agents in all matters of collective bargaining which have to do
with wages, hours of work, and working conditions for all employees as
specified in the certification from the U.S. National Labor Relations Board,
dated September 25, 1967.
The Company agrees that it will not bargain collectively with any other labor
organization on matters affecting the employees covered by this Agreement
during the life of such Agreement.
ARTICLE II
MANAGEMENT
The management of the plant and the direction of the working force, including
the right to hire; promote; demote; suspend; discharge for cause; assign and
reassign employees to jobs; continue to administer its wage incentive and
production bonus plans; transfer employees from department to department;
increase and decrease the working force; determine the products to be
handled, processed, produced, or manufactured; the schedules of production;
the schedule and methods of working hours; processes and means of production;
or handling is vested exclusively in the Company, provided that this will not
be used for the purpose of discrimination against any employee or against the
Union.
ARTICLE III
NON-DISCRIMINATION
The Company and the Union agrees it will continue not to discriminate against
any employee because of race, creed, nationality, sex, disability, membership
or non-membership in the Union, all in accordance with existing law.
ARTICLE IV
CHECK-OFF - DUES DEDUCTION AUTHORIZATION
1. For the duration of the present contract, or any renewal thereof, the
Employer agrees to deduct Union initiation fees and dues, on a monthly
basis and remit to the Local Union once each month in such amount as
<PAGE>
Local 1996 shall determine and provide for its members generally from
the pay of each employee who has signed a properly approved
authorization card. The Union shall officially, in writing, notify the
Employer of its current initiation fee and monthly dues, and if there is
any change, notice of the change will be given to the Employer in
writing.
2. It is understood that initiation fees shall be deducted from the next
monthly pay of the employee so authorizing the deduction, and
thereafter, Union dues shall be deducted from the employee's pay each
month.
3. In the interest of promoting cooperative relations, at any shift meeting
where there are newly hired warehouse employees, the shift manager will
start the meeting by introducing the Shop Steward to the employee. All
other Union business or informational contact with that newly hired
employee, shall take place during other than business hours, except as
otherwise permitted in this Agreement.
4. The Employer will make deductions once a year from employees who have
signed an Active Ballot Club check-off card and the money collected will
be forwarded to the President of UFCW Local 1996 at the conclusion of
each operating quarter.
ARTICLE V
WORKING HOURS AND OVERTIME
1. The basic work week for full-time employees will be forty (40) hours.
The basic work day will be eight (8) hours except as specifically set
forth in Paragraph 6. If, in the opinion of the Company, it becomes
necessary for employees to work longer than eight (8) hours in any one
day, or forty (40) hours in any one week, the employee shall do so.
This is not to be construed as a guarantee of hours.
2. Time and one-half (1-1/2) the regular rate of pay shall be paid for all
hours worked in excess of forty (40) hours in any one week.
3. Time and one-half (1-1/2) shall be allowed for all hours worked on a
scheduled Saturday shift by such employees as are not regular employed
on Saturday. Employees regularly employed on Saturday shall receive time
and one-half (1-1/2) their regular rate of pay if required to work on
the sixth day of their work schedule.
4. Except as hereinafter provided: All hourly paid employees are
guaranteed thirty-six (36) hours of pay in weeks they report for work on
the first day of the work week and are subject to call and available for
the balance of the week. The thirty- six (36) hour guarantee will apply
only to straight time hours worked. Any employee who is not available
for work on any day or who cannot report to work shall have his
thirty-six (36) hour guarantee reduced proportionately, i.e., if he is
off for one day for personal reasons, his guarantee would be reduced by
one-fifth (1/5). Any employee starting to work after the first of the
payroll week, shall be guaranteed that fraction of thirty six (36)
<PAGE>
hours. No employee guaranteed thirty-six (36) hours shall be laid off
until the end of the payroll week unless he has made thirty-six (36)
hours at the time of reduction or will be paid for thirty-six (36)
hours. The above is not to be interpreted to include temporary
employees who would normally work a period of less than five (5)
consecutive days and are not considered regular employees and subject to
call each week.
5. The Company may designate jobs within any classification as four (4) ten
(10) hour day or night jobs. These jobs will be posted for bid as jobs
scheduled to work four (4) ten (10) hour days or nights a week.
Work performed on the fifth day will be paid at time and one-half
(1-1/2) the employee's regular rate of pay. Those employees who are
required to work on the sixth and seventh day will be paid at time and
one-half (1-1/2) their regular rate. This does not constitute a
guarantee. Four (4) ten (10) hour day or night jobs will be treated as
separate classification for bidding purposes. The Company may
discontinue these four (4) ten (10) hour shifts and return to the
regular work week at the end of any four (4) ten (10) hour schedule.
The Company has the right to select any four (4) or five (5) days (not
necessarily consecutive) it chooses for any such shift and may change
the days at the end of any given work week. Work schedules cannot be
changed during the current work week without mutual agreement.
6. Time and one-half (1-1/2) the regular rate of pay shall be paid for all
hours worked on a scheduled Sunday or holiday shift unless an employee
regularly works on these days, in which case time and one-half (1-1/2)
time will apply on those shifts worked on the employee's designated day
off in lieu of these days.
7. Any employee who has completed his day's work, has left the plant
premises and is, after having left the plant premises, recalled to
perform work within twenty-four (24) hours from the time he started such
day's work, shall be paid for all time worked, pursuant to such recall,
within such twenty-four (24) hour period at time and one-half (1-1/2)
his regular rate and will be guaranteed a minimum of four (4) hours work
at time and one-half (1-1/2) in addition to his pay for hours worked
after the start of his new day's work, in accordance with his pre
arranged starting time. This shall not apply:
A. When shifts are being changed, or
B. When the starting time of a gang or an employee is being changed, or
C. To any work performed by an employee after he has started a new
day's work in accordance with his pre-arranged starting time.
8. Time and one-half (1-1/2) the regular rate of pay shall be paid for all
hours worked on Saturday except that the provisions of this Section 7
shall not apply:
<PAGE>
A. When a holiday falls on Saturday or any employee's designated day of
rest in lieu of Saturday. Work performed on such days shall be
paid for as provided in Section 3 of this Article;
B. To casual employees;
C. To newly hired employees in the first week of their employment;
D. To any employee whose regularly scheduled work week includes
Saturday;
E. To employees who are absent from work or fail to work the hours as
scheduled during the work week without permission for such absence.
An employee will be considered as being absent with permission only
when he has secured permission for such from his supervisor or his
absence is due to sickness or accident.
9. Any employee who reports for work as ordered shall be guaranteed at
least four (4) hours of work on such call-in or four (4) hours of pay in
lieu thereof at the regular rate.
10. There shall be a break of a minimum of eight (8) hours between the time
an employee leaves a shift and returns to work on their next shift.
11. Premium pay shall be paid for time worked as provided for in any section
of this Article or any other Section of this Agreement for the same
hours worked.
12. When an employee is required to work in the place of another employee
receiving a higher rate of pay, such employee shall receive the higher
rate of pay for the full day when as many as four (4) hours are worked
and for the week when as many as twenty (20) hours are worked.
ARTICLE VI
SENIORITY
1. Seniority shall be as follows:
A. In cases of lay-offs and recalls, seniority on a plant basis shall
be the determining factor, provided the employee involved can
properly perform the job or learn the job within a reasonable
period of time according to Management's requirements. Short work
days in a department will be construed to be a lay-off for which
the exercise of seniority will be permitted.
B. In recalling, employees will be put back to work on the basis of
seniority, providing they are qualified for the job which is open
and subject to the provisions of this Agreement. The Company will
notify employee on lay-off by certified mail of their recall to
work prior to being put on the schedule. Copy of letter to be sent
to Local Union 1996. Each employee is responsible for maintaining
his/her current address and telephone number. Failure to report for
work within ten (10) days of postmark of certified letter will be
considered as a voluntary resignation.
<PAGE>
C. Promotions within the bargaining unit will be based on seniority,
provided the employee can perform the operation or provided further
that the employee can learn the job within a reasonable period of
time to the satisfaction of Management and still further provided
that this shall not be used for the purpose of discrimination
against any employee. Permanent openings will be posted for five
(5) working days. Temporary openings will be filled by Management
assignment.
2. Actual time on the payroll will be accumulated in determining employee's
total seniority, subject to provisions of Section 4.
3. A probationary period of sixty (60) working days shall apply in the case
of each new employee during which he shall be considered a temporary
employee and may be laid off without reference to seniority. There is
no obligation to rehire such employee. There will be no extension of
this period without mutual agreement between the Union and the Company.
4. The seniority of an employee will be considered broken, all rights
forfeited, and there is no obligation to rehire when he:
A. Voluntarily leaves the service of the Company or is discharged for
cause;
B. Fails to return to work when recalled at last known address. Each
employee is responsible for maintaining his home address and phone
number with the Company;
C. Has been out on an approved leave of absence, for any reason
whatsoever, from the Company for a period of twelve (12) months or
longer, provided that enforcement under this Paragraph C does not
violate the Americans With Disabilities Act or any other laws.
5. The Company shall make available a seniority list to the Union once a
month.
6. Employees who leave the bargaining unit to accept another position with
the Company shall lose all seniority rights if away from the unit six
(6) months or more. This period of time may be extended in individual
cases by mutual written agreement of both parties.
ARTICLE VII
MILITARY LEAVE
1. A regular employee having more than one (1) year of continuous service
(excluding casual and part-time employees) who is granted a leave of
absence to perform summer encampment training under the National Armed
Forces Reserves, including Army, Navy or Marine Corps Reserves or State
National Guard, shall be paid for the period of such duty, not to exceed
two (2) weeks in any calendar year, except where required by Federal Law
to provide in excess of two (2) weeks, the difference between his pay
while performing such training and the compensation he would have
<PAGE>
received at his regular hourly straight time rate had he worked the
number of hours which his regular gang worked (not to exceed forty (40)
hour per week), during such two-week period. Overtime hours will not be
included under this provision. All fringes shall be excluded from this
calculation.
2. This provision does not apply to employees who perform such training
duties during period of lay-off, vacation, or during any other
recognized leave of absence. This provision does not apply unless the
employee works on his last scheduled work day prior to the leave granted
and his first scheduled work day thereafter.
ARTICLE VIII
HOLIDAYS
The following shall be considered as holidays: New Year's Day, Martin Luther
King's Birthday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day,
Christmas Day, Employee's Birthday (after one (1) year of service).
Should any of the above holidays fall on Sunday, the following Monday will be
observed as a holiday (if so locally observed). Holidays of local importance
may be substituted by mutual agreement for the above holidays.
2. For the purpose of paying holiday pay, the holiday shall be from
midnight to midnight for all employees in the bargaining unit, except
for the night shipping operation whose holiday shall commence from the
starting time preceding the holiday when such work schedule overlaps two
calendar days.
3. All regular full-time hourly paid employees, including probationary
employees hired before May 10, 1992, who have actually worked forty (40)
hours out of the four (4) days immediately preceding the holiday (not
including casual and part-time employees), shall be paid for eight (8)
hours at their basic hourly rate of pay, for each of the holidays set
forth in this Article, providing they meet the requirements set forth in
Section 4 of this Article.
4. In order to qualify for payment for time not worked on holiday as set
forth in Section 3:
A. An employee must report for work and work the hours as ordered on
the work day before and the work day after the holiday.
B. If one or more of the above holidays occur while the employee is on
leave of absence, the employee shall receive no pay for such
holiday or holidays not worked.
5. Employees who are laid off during the week preceding the week in which
a holiday occurs, who are called back to work, and work the hours as
ordered for the day or days subsequent to the holiday during the week in
which such holiday occurs, shall be paid for the holiday not worked, as
provided in Section 3 of this Article, except that Section 4A of Article
VIII shall not apply to such employees.
<PAGE>
6. Eight (8) hours pay of the total pay provided in this Article shall
apply as pay in computing the weekly guarantee covered by Article VI.
7. Employees will be paid straight time if required to work beyond
thirty-two (32) hours and up to forty (40) hours during a holiday week.
Employees who work more than forty (40) hours per week in a holiday week
shall receive additional compensation for each hour worked in the work
week in excess of forty (40) hours as set forth in Article V.
8. When a holiday falls on an employee's regular day off, the employee will
receive an additional day off within thirty (30) days of the holiday or
receive pay in lieu thereof at the employee's discretion. The days
selected will be by mutual agreement between the Company and the
employee. Should more than one employee apply for the same day,
seniority will prevail. There will be no more than one (1) employee off
per day without the approval of management.
9. Absence Due to Vacation: If an eligible employee qualified for vacation
pay takes his vacation during the week in which a holiday occurs, the
amount of his vacation pay is to be increased by eight (8) hours at his
regular rate, to compensate him for the holiday pay to which he would
have been entitled had he not been on vacation. Said holiday pay will
be paid at the time the employee is paid his vacation pay prior to
leaving on his vacation.
10. Employees absent from work due to sickness or accident on a holiday who
are entitled to sickness and accident benefit payments, shall be paid as
provided in Section 3 of this Article VIII, less the amount actually
paid under the sickness and accident benefit provision of Article XVII
for that day.
ARTICLE IX
LEAVES OF ABSENCE
1. Employees (not to exceed one (1) agreed on by Management and Local Union
representative, chosen by the Union to attend to Union business outside
the plant, with permission of the Management, shall be granted leave of
absence without pay, not exceeding thirty (30) days. Employees (not to
exceed one (1) from the plant, elected or appointed to a full-time
position with the Union, upon proper notice, shall be granted leave of
absence without pay, not to exceed the life of this Agreement, and upon
one (1) week's notice of their desire to again return to work for the
Company, shall be placed upon the job previously held without loss of
seniority.
2. The Union shall notify the Company promptly when the employee of the
Company on leave of absence as provided in Paragraph above ceases to
occupy the full-time position as provided in paragraph above.
3. The leave of absence shall become void and seniority rights forfeited if
an employee on leave of absence as provided for in the first paragraph
accepts other employment or engages in other work.
<PAGE>
4. Leaves of absence of longer duration than those provided for above may
be granted by the Company, at its discretion, for such reasons as it
considers proper.
5. In the event an employee is required by law to enter the Military
Service of the United States (or in the event he is subject to such
requirements under the law and enlists in the Military Service in
anticipation of early induction), he shall have the right to be
reinstated in accordance with the provisions of the Selective Service
Act or such other legislation governing his reinstatement rights as may
be applicable. Such employee, upon being honorably discharged from
Military Service and being otherwise eligible under said act to be
reinstated shall have such seniority as he would have had, had he
continued in the employment of the company during the period of service.
6. The Company shall provide the minimum benefits required by the Family
and Medical Leave Act (FMLA). The Company has initial discretion in
determining an employees' eligibility for, and entitlement to,
accommodations and other benefits, and any decision by the Company shall
be subject to the grievance and arbitration procedure. If the Family
Medical Leave Act is eliminated as law, or the benefits or rights
contained therein are reduced, the provisions of this Agreement, with
respect thereto, shall remain in effect for the remainder of the term of
this Agreement.
ARTICLE X
LUNCH PERIODS
1. The Company shall designate a lunch period consisting of at least thirty
(30) minutes each day.
2. If an employee is required to work more than five and one-half (5-1/2)
consecutive hours without said meal period, all time in excess of five
and one-half (5-1/2) hours and until a meal period is granted shall be
paid at the rate of time and one-half (1-1/2) the regular rate.
3. When inside employees are required to work more than five and one-half
(5-1/2) consecutive hours after the first meal period, the Company shall
furnish meal or pay the employee three dollars ($3.00) in lieu of
furnishing such meal. Employees so furnished a meal shall be allowed
twenty (20) minutes off, with pay, in which to eat such meal. This
shall not be applicable where in excess of six (6) hours is worked after
the first meal period and in order to complete a day's work or in case
of a breakdown.
4. The Company agrees to continue meal allowance of three dollars ($3.00)
for everyone. The Company also agrees to pay all reasonable food and
lodging expense up to $70.00 per night for all drivers required to
lay-over. Receipts for such expenses must be turned in at the
conclusion of each trip. Three dollars ($3.00) will be paid in lieu of
furnishing meals when drivers work beyond ten (10) hours in any one day,
except as specified on four-ten (4-10) shifts.
<PAGE>
5. There shall be two (2) rest periods per day; one before noon and one
after noon, as near the middle of the work shift as possible, not to
exceed fifteen (15) minutes each.
ARTICLE XI
CLOTHES AND TOOLS
1. The Company agrees to make available a supply and keep laundered any
outer protective garments which it requires the employees to wear, such
as gloves, frocks, aprons, coveralls, and caps. When these garments
become unusable due to age, the employee can secure a new one by turning
in the old one. If these garments become lost or show undue abuse, they
shall be paid for by the employee. Past practice on driver uniform
supply shall be continued.
2. The Company will furnish those knives, steels, whetstones, and meat
hooks which are necessary for the work. Tools so furnished will remain
Company property. The Company shall continue its present practice with
respect to furnishing heavy tools, safety devices, and equipment. If
these tools are lost or show undue abuse, they will be paid for by the
employee.
ARTICLE XII
GRIEVANCES
1. It is agreed the members of the Union may elect or appoint their shop
stewards from among employees to handle grievances. Shop stewards will
be allowed necessary time off without pay to attend grievance meetings
with the Company's designated representatives for the purpose of
settling any and all disputes as provided for therein. If it is
necessary for an employee representative to leave his job in order to
handle a grievance with Company's representatives, he shall not leave
his job without first securing permission to do so from his immediate
supervisor.
2. Should differences arise between the Company and the Union; between the
Company and the employees; between employees of the Company; or should
local trouble of any kind arise in the unit, there shall be no strike,
stoppage, slowdown, or suspension of work by the Union or by any
employees within the bargaining unit, or lockout by the Company. Such
differences shall be settled in accordance with the following procedure:
STEP 1: The grievance shall first be taken up by the employee with the
shift supervisor or his assistant. The employee may, if desired, be
accompanied by a Union representative. In the first step, the Union
representative must be an employee of the plant, if available, or a
business representative of the Union.
STEP 2: If the matter is not disposed of between the employee (with or
without his Union representative) and the shift supervisor, the employee
(with or without his Union representative) may take the matter up with
the warehouse or transportation manager. The grievance will be reduced
to writing for presentation to the warehouse or transportation manager.
<PAGE>
STEP 3: If the matter is not disposed of in either of the first two
steps of the grievance procedure, the employee (with or without his
Union representative) may take the matter up with the Operations
Manager.
STEP 4: If the matter is not disposed of in either of the three (3)
preceding steps, and either party desires to arbitrate the question, it
shall be referred to an arbitrator mutually acceptable to the Company
and the Union whose decision shall be final and binding upon the
employee, the Union and the Company. Either party desiring to go to
arbitration must provide notice to the other party within three (3)
months of the final decision in Step 3. The arbitrator's expenses shall
be equally divided between the Company and the Union. In making his
decisions, the arbitrator shall be bound and governed by the provisions
of this Agreement, and restricted in his award to its application to the
facts presented to him which are involved in the grievance. In the event
the parties are unable to mutually agree upon an arbitrator within
thirty (30) days after filing an appeal under this Article XII, or such
longer period as is mutually agreed upon, they will, within five (5)
days, jointly request the American Arbitration Association to supply a
list of seven (1) arbitrators for each grievance appealed to
arbitration, pursuant to the rules of the American Arbitration
Association.
3. No grievance shall be processed under the procedure set forth in the
Article XII unless presented by the employee or the Union to the Company
in the first step within ten (10) calendar days from the time the
aggrieved acquires knowledge of such grievance or differences.
4. If the grievance is processed beyond the first step, it shall be put in
writing. All settlements shall be final and binding on all parties
concerned. Settlements made beyond the first step shall be in writing.
5. All grievance presentations are to be made on the employee's and Union
representative's own time and at times involving the least amount of
lost time.
6. Replies to grievances will be due in forty-eight (48) hours at the first
step and within ten (10) days at the second and third steps. Appeals
from grievance answers must be made within ten (10) days of date
Management's reply is due or the subject will be deemed waived.
7. At any step in this grievance procedure, the Union shall have the final
authority, in respect to any aggrieved employee covered by this
Agreement, to decline to process a grievance, complaint, difficulty, or
dispute further if, in the judgement of the Union, such grievance or
dispute lacks merit or justification under the terms of this Agreement.
8. It is understood that all employees within the bargaining unit covered
by this contract must exercise all their rights, privileges, or
necessary procedures under this contract, International or District
Union Constitution, in settlement of any and all complaints or
grievances filed by such employees before taking action outside the
scope of this contract for the settlement of such grievance.
<PAGE>
ARTICLE XIII
MISCELLANEOUS PROVISIONS
1. Union notices may be posted on regular bulletin boards, subject to the
approval of the superintendent or the manager.
2. Employees governed by this Agreement shall continue to receive their pay
once each week on a designated day.
3. A dismissed employee will be advised of the reason for which he is
dropped.
4. Contributions to charity and membership in insurance or welfare
associations is entirely voluntary on the part of the employee.
5. There shall be no split shifts.
6. The Company agrees to provide two (2) locks to each driver. The locks
will be replaced by the Company if broken. Lost locks will be replaced
at the driver's expense.
ARTICLE XIV
VACATIONS
1. An employee's continuous service for vacation purposes shall begin with
his continuous service date (as defined in the next Section below), and
shall be broken when an employee has quit; has been discharged; has
remained in the status of lay-off for a continuous period of one (1)
year; or has been otherwise separated from the Company's employment. If
an employee whose continuous service has been broken is later
re-employed, he will thereafter, if retained in the Company's
employment, establish a new continuous service date in the same manner
as other newly hired employees.
2. The continuous service date of an employee shall be:
A. In the case of employees hired hereafter and employees presently on
the payroll who have not as yet established seniority, the date on
which the employee first establishes his continuous service date on
the plant payroll.
B. In the case of employees presently on the payroll who have
established seniority, the plant continuous service date in effect
is used for determining such vacation eligibility for such
employee.
3. The anniversary date of an employee shall mean each anniversary of the
employee's last established continuous service date.
4. Vacations for all employees will be granted on a calendar year basis in
accordance with the following eligibility requirements:
<PAGE>
A. Full-time employees who have one or more years of continuous service
as of January 1st (except for new employees provided for below)
will be granted vacations during the calendar year January 1st to
December 31st, provided they have worked a minimum of one hundred
fifty (150) days during the previous calendar year:
1. Days actually worked.
2. Holidays paid for but not worked.
3. Five (5) days for each week of paid vacation.
B. A new full-time employee shall become eligible for his first
vacation with pay upon his first anniversary date provided he has
worked a minimum of one hundred fifty (150) days during his first
anniversary year, counting as days worked as set forth in the
preceding paragraph, the following January 1st he shall be eligible
for a vacation with pay in accordance with the provisions as set
forth in the preceding paragraph.
5. Subject to qualifying in accordance with provisions of the foregoing
sections:
A. Full-time employees will be entitled to a one (1) week vacation with
pay upon qualifying for their first vacation as set forth in
Section 4 of this Article XIV.
B. Full-time employees will be entitled to a one (1) week vacation with
pay in the calendar year following their first anniversary date.
C. Full-time employees will be entitled to two (2) weeks vacation with
pay in the calendar year in which he will complete two (2) years of
continuous service and in each calendar year thereafter up to and
including the calendar year in which he will complete seven (7)
years of continuous service, and in each calendar year thereafter.
D. Full-time employees will be entitled to three (3) weeks vacation
with pay in the calendar year in which he will complete eight (8)
years of continuous service up to and including the calendar year
in which he will complete fourteen (14) years of continuous
service, and in each calendar year thereafter.
E. Full-time employees will be entitled to four (4) weeks vacation with
pay in the calendar year in which he will complete fifteen (15)
years of continuous service, including the calendar year in which
he will have completed fifteen (15) years of continuous service,
and in each calendar year thereafter.
F. Full-time employees will be entitled to five (5) weeks vacation with
pay in the calendar year in which he will complete twenty (20)
years of continuous service including the calendar year in which he
<PAGE>
will have completed twenty (20) years of continuous service, and in
each calendar year thereafter.
6. Vacation pay for each week of vacation which an employee is entitled to
receive, shall be computed by determining the total money earned from
January 1st of the year in which the vacation is taken through the last
payroll week ending one week prior to the date of the vacation and
dividing that sum by the number of weeks worked since January 1st
through such payroll week. If an employee has lost time since January
1st, the earnings of the weeks in which lost time has occurred, holiday
weeks, and the number of those weeks shall be excluded from the
computation. "Lost Time" means an absence amounting to one or more days
of work.
7. An employee who becomes eligible to receive a vacation under the
provisions of these sections, but who, prior to receiving such vacation,
becomes laid off or absent due to sickness, is permitted to take his
first Monday following the date of lay-off or following the end of the
second week of disability, as the case may be. If the request is made
later than either of said dates, the employee's vacation shall start on
the first Monday following the date of request, provided no holiday
falls in such requested period. An employee who selects his vacation
period under Section 7 may not return to work until the end of the
selected vacation period even though his seniority or his health would
otherwise permit his doing so.
8. A. Employees entering military service under circumstances provided
for in Article VII shall be permitted, at the time of entering
military service, to take the vacation, if any, and if such
vacation has not previously been taken, for which they have
qualified as of the preceding January 1st (or in the case of an
employee who has qualified for his first vacation but not for his
second year vacation, as of his first anniversary date).
B. Employees returning from military service who are reinstated in
accordance with Article VII shall be permitted to take a vacation
after they have actually returned to work and have passed the next
succeeding January 1st without a break in continuous service. They
shall be entitled to a vacation in the said calendar year following
the date of the their return to work based on the years of
continuous service which they will complete in the said calendar
year subject to the requirements of these Sections, but without
respect to the number of days worked during the preceding calendar
year.
9. A. If an employee who has become eligible as of January 1st (or, for
a new employee, as of his first anniversary date) to receive a
vacation under the provisions of this Agreement, thereafter and
before receiving such vacation, voluntarily leaves the service of
the Company or dies, the amount which such employee would otherwise
have received as vacation pay shall be paid to such employee,
providing a five (5) calendar day notice of intention to quit is
<PAGE>
given or, in the case of death, to the beneficiary of his group
insurance.
B. In the event an employee is discharged for theft of Company
property or willful destruction of equipment, employee shall not
receive any vacation pay to which he would otherwise be entitled.
10. A. Vacations will, as far as practicable, be granted for the period
selected by the employee, but final allocation of vacation periods
is left to the Company in order to assure orderly operation of the
plant. If other considerations are equal, preferences in the
choice of vacation dates shall be given to the employee with the
greatest departmental seniority.
B. Vacations will be granted only during the twelve (12) month period
following January 1st (or, if a new employee, his first anniversary
date), and may not be carried over and taken during any subsequent
periods.
C. Vacations will be granted only for continuous full week periods and
will not be split into periods shorter than one (1) week except as
provided in Section 12 of this Article XIV.
11. Except as herein provided in this Section 9A, employees shall not be
allowed to take money in lieu of vacation.
12. Full-time employees may elect to use vacation time for sick days on a
limited basis without doctor's notice. The employee will be responsible
to notify the company at least one (1) hour prior to shift start time
and limited to one (1) day per vacation week earned in any year. The
Company reserves the right to cancel this provision should it be abused,
but will first initiate discussion with the Union. However, any
cancellation of this provision will not be subject to the grievance and
arbitration procedure.
ARTICLE XV
SHIFT PREFERENCE BIDDING AND DRIVER BIDDING
1. If, in the case of departments who work both day and night, an employee
in the night gang desires to be assigned to a job in the day gang, he
may file a written request with his foreman that he be so assigned.
When a vacancy occurs, the employee with the most seniority who has so
requested assignment from the day gang, shall be assigned to the job
provided he has more seniority than the employee to whom the job would
normally be given, and provided he can perform the job, and still
further provided that an employee is available who can satisfactorily
perform the job being vacated by the employee being so assigned. Such
assignment may be delayed not more than thirty (30) days to permit the
Company to train an employee for such job.
2. The Company will post a Driver Schedule Bid Board.
<PAGE>
A. Schedules will be bid every six (6) months for the routes, to be
selected by seniority. After the selection, the driver will be
required to stay on his/her bid schedule for the duration of the
bid period.
B. Driver schedules shall consist of combinations of routes determined
by the Company and a combination of stops determined by the
Company. A driver may bid off of a schedule if there is a
substantial change in the schedule.
C. In the event a schedule becomes vacant within the six (6) month
period, it will be filled for the duration of that six month
period from the extra board, after which it will be subject to
re-bidding.
D. In the event of a temporary assignment during a bid period, a
driver may be pulled off his bid schedule. The least senior
qualified driver will be pulled first.
E. During holiday weeks, low tonnage weeks, inventory weeks, or other
abnormal weeks beyond the control of the employer, bid schedules
will be followed as closely as possible.
ARTICLE XVI
JURY DUTY
1. All regular full-time employees (not including casual, probationary or
part-time employees) who have been in the continuous service of the
Company for thirty (30) days or more, shall be paid wages amounting to
the difference between the amount paid them for jury services and the
amount they would have earned at their regular hourly rate not to exceed
forty (40) hours per week.
2. No difference payments shall be paid if the employee receives a greater
amount for jury service than he would have earned working at this
regular hourly rate.
3. Employees who are absent due to lay-off, vacation, sickness or injury,
or other excused leave of absence, shall not be entitled to receive
difference payments under this Article XVI during such period of
absence.
4. No difference payments for jury service shall be paid to employees who
fail to report to work and work the hours on any scheduled work day.
However, employees who are released on or after 12:30 p.m. shall not be
required to report to work in order to receive his forty (40) hours pay.
ARTICLE XVII
LEAVE OF ABSENCE FOR PREGNANCY OR DEATH IN THE IMMEDIATE FAMILY
1. Pregnancy - When an employee becomes pregnant, the pregnancy shall be
treated as any other illness.
<PAGE>
2. Funeral Leave - When a regular full-time employee who has completed his
probationary period is absent from work because of the necessity of
arranging for or attending the funeral of a member of his immediate
family, the Company will pay him for eight (8) hours at his regular rate
of pay for each day of such absence up to a maximum of three consecutive
scheduled work days, provided that:
A. The employee is on the active payroll on the date of the death of
the member of his immediate family; and
B. The employee notifies his supervisor of the necessity of his
absence not later than the first day of such absence; and
C. Payment will be made for a day of absence only if such day is one
of the three days either commencing with the day of such death or
with the day immediately following the day of such death, and is a
day during which the gang in which the employee would have worked
had it not been for the absence; and
D. No payment will be made for any day of absence which is later than
the day of such funeral, except where the employee attends the
funeral at a location where the necessary time for travel extends
the absence beyond the day of such funeral; and
E. The employee, when requested, furnishes proof satisfactory to the
Company of the death, his relationship to the deceased, the date of
the funeral, and the employee's actual attendance at such funeral.
3. For the purposes of this Article, a member of an immediate family means
only the employee's spouse, child, stepchild, foster child, mother,
father, sister, brother, mother-in-law, father-in-law, grandparents and
grandchildren.
ARTICLE XVIII
RIGHTS OF EMPLOYEES IN BARGAINING UNIT
No supervisor will be used on work of the same nature as that performed by
employees in the bargaining unit, except as follows:
1. For the purposes of breaking in new operators or operators on a new job,
and instruction operations; and
2. For the purpose of preventing blockage or other interruptions in the
even flow of work in any emergency, or for the purpose of taking an
operator's place in such cases as failure to show up for work or who had
to be relieved due to injury or sickness, or who, for other reasons, is
temporarily absent from the job.
ARTICLE XIX
VISITATION
Duly authorized representatives of the Union, not on the payroll of the
Company, will be permitted to visit the plant during normal daytime business
hours for the purpose of inspecting working conditions, possible OSHA
<PAGE>
Violations, settling grievances and seeing that this Agreement is being
carried out by all Company Management and shippers. Proper advance notice
will be given to Management for visits to the plant after normal daytime
business hours for the purpose stated above.
ARTICLE XX
NIGHT PREMIUMS
There shall be a night shift premium compensation of thirty-five cents ($.35)
per hour and twenty-five cents ($.25) per hour paid for the mid-shift.
ARTICLE XXI
INSURANCE AND HOSPITAL INSURANCE
The Company agrees to offer to eligible employees at the Company'S expense:
Hospital, Dental, a Prescription Plan, and a Major Medical Insurance Plan,
similar to that in effect now, with no fewer or lesser benefits than at the
date of execution of this Agreement. The Company agrees to pay one hundred
percent (100%) of the premium on a monthly basis for single coverage for such
Insurance beginning May 14, 1995. The Company will continue the payment of
the same amount of premium for life insurance that it pays as of the
effective date of this Agreement. The term "eligible employee" shall mean
any employee who has been employed for a period of twelve (12) consecutive
calendar weeks immediately preceding the first of any month and during said
twelve (12) week period has worked at least three hundred and thirty-six
(336) hours. Such an employee becomes eligible for health and welfare
benefits on the first day of the month immediately following completion of
the twelve (12) week period (336 hours) and such date shall hereinafter be
referred to as his eligibility date.
ARTICLE XXII
PENSION
The Company agrees to participate in and contribute to a Pension Fund in
accordance with the following conditions:
1. The Plan must be actuarially sound and jointly trustee administered and
regulated in accordance with existing and future laws.
2. The Fund must have and maintain Treasury Department approval as well as
approval of other governmental agencies having jurisdiction thereof.
3. The Jointly Administered Company-Union Pension Fund shall be
administered by an equal number of Trustees representing the Union and
an equal number of Trustees representing the Company. Said Pension Fund
shall be used to provide pension benefits for eligible employees of the
Company as provided in a Pension Plan, the terms and provisions of which
are to be agreed upon by the Trustees of said Pension Plan; and shall,
among other things, provide that all benefits under the plan and costs,
charges, expenses of administering the Plan, and all taxes leveled or
assessed upon or in respect to said Plan or Trust of any income
there-from shall be paid out of the Pension Fund.
<PAGE>
4. The Company agrees to pay $50.40 per month on employees pension in order
to retain same benefit level as they have now.
5. The term "eligible employee" means an employee who on or after January
1, 1976 has worked an average of twenty-eight (28) hours or more per
week (112 hours per month) for the previous month or an employee who on
January 1, 1976, is off from work because of a compensable injury
(pension contributions shall be made on such employee off from work
because of compensable injury for a period not to exceed three (3)
months). New employees will become eligible employees for the purpose
of this Article XXII, (provided they work the required hours as outlined
above), and contributions will be made on them the first of the month
succeeding the month in which thirty (30) days employment has been
completed.
6. Contributions to the Pension Fund shall be discontinued as of the first
of the month immediately following:
A. A lay-off or leave of absence of thirty (30) days or more except as
otherwise provided below.
B. The employee ceasing to be an eligible employee due to his failure
the first of any month to work an average of twenty-eight (28)
hours or more per week (112 hours per month), for the previous
month. Contributions to the Pension Fund, discontinued as set
forth in Section 6A above shall be resumed as of the first of the
month following 40 return from lay-off or leave of absence and/or
the first of the month after the monthly work requirements have
been met.
7. Contributions to the Pension Fund shall be continued under the following
condition. In case of compensable injury, three (3) months'
contribution following the month in which the injury occurs.
ARTICLE XXIII
TERMINATION
This Agreement shall be effective May 14, 1995 to May 10, 1997, and shall
automatically be renewed from year to year thereafter unless either party
serves notice in writing to the other party sixty (60) days prior to the
expiration date or prior to an anniversary date thereafter of a desire for
termination of or for changes in this Agreement.
IN WITNESS WHEREOF the said parties have caused duplicate copies to be
executed by their duly authorized representatives this 18th day of July,
1995.
ATLANTA PROVISION COMPANY, INC. UNITED FOOD & COMMERCIAL
ATLANTA, GEORGIA WORKERS UNION LOCAL 1996
<PAGE>
EXHIBIT I
JOB CLASSIFICATIONS AND RATES
JOB CLASSIFICATION CURRENT RATE
DELIVERY:
TRUCK DRIVER "Class A" $9.48
TRUCK DRIVER "Class B" 9.23
TRUCK DRIVER Trainee 9.08
YARD MAN (SPOTTER) 9.08
WAREHOUSE
UTILITY WAREHOUSEMAN $9.45
FORKLIFT OPERATOR 9.23
ORDER SELECTOR (FC) 9.08
ORDER SELECTOR 9.23
RECEIVER 9.23
RETURNS 9.48
PORTER 9.08
PROCESSING:
MEAT BONERS - PRIMAL AND PORTION CUT $9.78
PROCESSING ROOM 8.98
SCALER & WRAPPER (PROCESSING ONLY) 9.05
UTILITY CUTTER 9.40
Newly hired employees after May 10, 1992 will start at not less than $8.50
per hour, receive an increase after each three (3) months and go to their
respective classification rate within six (6) months.
EXHIBIT II
WAREHOUSE INCENTIVE BONUS
The Company agrees that once it has properly set a standard, it shall remain
in effect, unless:
1. Methods change or if a change in equipment, material, tools, or job
duties make a difference of three percent (3%) in the earned time
required to perform the job. As a result of such changes, a revision
may be made in the standard by restudying those elements effected by
these methods, equipment, material, tools, or job duty changes. In any
grievance or dispute concerning incentive standards, the Union will be
allowed to bring in their own time study engineer to consult with the
Company's engineering staff and study the job, if necessary.
2. If the Company determines that a standard should be changed, the
Company, before implementation, will first discuss the standard with the
Union and provide all relevant information requested. Should agreement
not be reached, the standard will be implemented and will be subject to
the grievance and arbitration procedure.
<PAGE>
3. The bonus percentage brackets will not be changed during the term of the
Agreement.
4. Receivers, Hi/Lo's (day and night) and returns personnel will receive
incentive bonuses based on the night shift selector team average and
will be paid on average selection hours. Should individual incentives
for these positions be established, the Company will first discuss the
standards with the Union and provide all relevant information requested.
Should agreement not be reached, the standard will be implemented and
will be subject to the grievance and arbitration procedure.
5. Incentive grievances will be moved to the third step of the grievance
procedure after the first step has been exhausted.
SELECTOR/HI/LO/RECEIVERS/RETURNS PERSONNEL
PERFORMANCE = BONUS PERFORMANCE = BONUS
85% = 5% 115% = 35%
90% = 10% 120% = 40%
95% = 15% 125% = 45%
100% = 20% 130% = 50%
105% = 25% 135% = 55%
110% = 30% 140% = 60%
Incentives will be paid based on percentage of performance to standard.
Incentives will continue to be paid on actual selection hours only. The
minimum standard will be 80% performance of standard.
EXHIBIT III
DRIVERS' INCENTIVE BONUS
Standard time is calculated for each route by the Roadnet computer system as
the routes are constructed. The standard time is based on driving time,
unloading time, and stop set-up time and can be adjusted by approved delay
time. All drivers receive a "Driver" Manifest each day which details the
allowed standard time for unloading at each stop, as well as the projected
arrival time for each stop and completion time of the run. At the right side
of the manifest a space is provided to record the actual time in and time out
at each location beside the computer projected time in and time out. There
is also a space provided for comments which is to be used to record "delays",
such as breakdowns, waiting for payment collection, etc. (Please note the
Transportation Department must be notified immediately by telephone, of any
delay or breakdown).
<PAGE>
The bonus is paid on a percentage of actual time compared to standard time.
Outlined below is an example:
STANDARD DELAY PRE-TRIP/ ACTUAL
DAY TIME TIME POST-TRIP TIME %
Monday 13.5 .5 1.0 11.3 119.0
Tuesday 9.7 .0 1.0 7.9 123.0
Wednesday 10.2 .0 1.0 9.5 107.0
Thursday 7.6 .5 1.0 7.0 109.0
Friday 11.5 2.5 1.0 11.6 99.0
TOTAL 52.5 3.5 5.0 47.3 111.4
BONUS = $75.00
PERCENTAGE SCALE
100 -- 104.9% ACHIEVEMENT = $ 0.00
105 -- 109.9% ACHIEVEMENT = 50.00
110 -- 114.9% ACHIEVEMENT = 75.00
115 -- 119.9% ACHIEVEMENT = 100.00
120 AND ABOVE ACHIEVEMENT = 125.00
DRIVERS MUST WORK A MINIMUM OF THIRTY (30) HOURS PER WEEK TO QUALIFY.
It is the responsibility of each employee to read, fully understand and abide
by these rules and regulations as a condition of employment. These rules are
subject to be updated or revised at the discretion of Management. As a
condition of my employment, I_______________________________, agree to abide
by all rules and regulations as set forth by Management. I understand that
failure to comply with the Company rules and regulations could result in the
termination of my employment.
Employee's Signature Supervisor's Signature
Date Date
<PAGE>
WORK RULES
RULES - CLASS 1 OFFENSE FIRST SECOND THIRD
OFFENSE OFFENSE OFFENSE
1. Theft or unauthorized
consumption, destruction or
removal of company property. DISCHARGE
2. Unauthorized possession of
firearms or illegal weapons
while on duty, operating
company vehicles or on
Company property. DISCHARGE
3. Reporting to work under the
influence of any intoxicant
or narcotic. DISCHARGE
4. Possession of any Intoxicant
or narcotic while on duty,
operating Company vehicles or
on Company property. DISCHARGE
5. Provocation of, or participation
in, any act of physical
confrontation or aggression
against any Company employee,
contractor, customer or visitor. DISCHARGE
6. Intimidation or coercion of
supervision or fellow employees. DISCHARGE
7. Absolute refusal to follow the
direction of a supervisor. DISCHARGE
8. Unauthorized ringing of the
time card for another employee. DISCHARGE
9. Intentional falsification or
altering of any Company document
including, but not limited to,
time cards, doctor excuses,
receiving documents, truck
seals, etc. DISCHARGE
10. Sleeping on the job. DISCHARGE
11. Failure to immediately report
any accident involving personal
injury or property damage to a
supervisor, unless physically
unable to do so. DISCHARGE
12. Absolute refusal to work
required hours as directed by
management, Including overtime. DISCHARGE
13. Refusal to cooperate with an
investigation concerning theft
or drugs. DISCHARGE
<PAGE>
14. Refusal to comply with a request
for Inspection or search of
employee's locker, lunch box,
or personal vehicle while on
company premises. DISCHARGE
15. Receiving three (3) written
warnings for any rule violations
within a six (6) month period. DISCHARGE
16. Gross negligence or recklessness
resulting in personal injury or
property damage. DISCHARGE
17. Immoral conduct on duty, in
company vehicles, or on company
property. DISCHARGE
18. Unauthorized secondary employment
by any vendor, customer,
contractor, etc. DISCHARGE
19. Conviction of a felony offense. DISCHARGE
FIRST SECOND THIRD
CLASS CLASS CLASS
RULE (CLASS 2 OFFENSE)
20. Reporting to work under the Written warning
of prescribed drug medication to discharge --
which impairs depending upon depending upon
the employee's ability to severity.
perform the duties of the job.
21. Marking or removing a Written 1 Day Discharge
USDA or Company Warning Susp
rejection/retention tag.
22. Failure to follow the Written 1 Day Discharge
instructions of a USDA Warning Susp
Company R/R Tag.
23. Obstruction or covering Written 1 Day Discharge
of the inspection legend, Warning Susp
product identification label,
or weight label on any case.
24. Creating or contributing Written 1 Day Discharge
to unsanitary conditions, Warning Susp
including, but not limited to,
throwing label backings or
other litter on the floor.
25. Defacing Company property. Written 1 Day Discharge
Warning Susp
<PAGE>
26. Insubordination not covered Written 1 Day Discharge
by Work Rule 7 including, Warning Susp
but not limited to, verbal
abuse of supervision.
27. Substandard work performance Written 1 Day Discharge
including, but not limited Warning Susp
to, quantity and quality of
work.
28. Violations of established Written 1 Day Discharge
safe working practices. Warning Susp
29. Unauthorized or excessive Written 1 Day Discharge
breaks or leaving the Warning Susp
assigned work area without
permission of a supervisor.
30. Exceeding the allowed Written 1 Day Discharge
weekly limits established Warning Susp
for order selector over-pulls
(.02% or one (1) case
over-pulled per 5,000 cases
selected within the same week).
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS OF ENTREE CORPORATION AS OF AND FOR THE 16
WEEKS ENDED JULY 22, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-30-1996
<PERIOD-END> JUL-22-1995
<CASH> 1472
<SECURITIES> 0
<RECEIVABLES> 8587
<ALLOWANCES> (417)
<INVENTORY> 3779
<CURRENT-ASSETS> 13705
<PP&E> 7374
<DEPRECIATION> (4052)
<TOTAL-ASSETS> 18261
<CURRENT-LIABILITIES> 6980
<BONDS> 4846
<COMMON> 80
0
0
<OTHER-SE> (1670)
<TOTAL-LIABILITY-AND-EQUITY> 18261
<SALES> 75287
<TOTAL-REVENUES> 75294
<CGS> 73924
<TOTAL-COSTS> 73294
<OTHER-EXPENSES> 1285
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 325
<INCOME-PRETAX> (268)
<INCOME-TAX> 0
<INCOME-CONTINUING> (268)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (268)
<EPS-PRIMARY> (.03)
<EPS-DILUTED> (.03)
</TABLE>
