SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 11, 2000
SYSCO CORPORATION
(Exact name of registrant as specified in charter)
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<CAPTION>
<S> <C> <C>
Delaware 1-06544 74-1648137
(State or other jurisdiction (Commission File Number) (IRS Employer Identification No.)
incorporation)
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1390 Enclave Parkway
Houston, Texas 77077-2099
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number including area code (281) 584-1390
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On April 11, 2000, SYSCO Corporation ("SYSCO") issued a press release (the
"Press Release") announcing that Charles H. Cotros, chief executive officer of
SYSCO, will continue in that capacity and also will become Chairman of the Board
and that Richard J. Schnieders, who is currently chief operating officer, will
maintain his current position and assume additional responsibilities as
president of SYSCO. Mr. Cotros succeeds Bill M. Lindig, who is retiring from
SYSCO after a 30-year career with SYSCO in a number of various positions. Mr.
Cotros' and Mr. Schnieders' appointments are in accordance with management's
long-range succession plan and are effective July 2, the beginning of SYSCO's
fiscal year 2001. SYSCO hereby incorporates by reference herein the information
set forth in its Press Release dated April 11, 2000, a copy of which is annexed
hereto as Exhibit 99.1.
Except for the historical information contained in this report, the
statements made by SYSCO are forward looking statements that involve risks and
uncertainties. All such statements are subject to the safe harbor created by the
Private Securities Litigation Reform Act of 1995. For further information on
such risk factors, please refer to the "Risk Factors" section of SYSCO's
Registration Statement on Form S-3 (333-34036) filed with the Securities and
Exchange Commission on April 5, 2000.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Exhibit
Number Description
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99.1 Press Release dated April 11, 2000
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, SYSCO
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
SYSCO CORPORATION
Date: April 13, 2000 By: /s/ John K. Stubblefield, Jr.
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John K. Stubblefield, Jr.
Executive Vice President, Finance
and Administration
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SYSCO CEO Cotros to Assume Additional Role as Chairman of the Board; Chief
Operating Officer Schnieders Elected President
HOUSTON, April 11/PRNewswire/ -- SYSCO Corporation (NYSE:SYY) North America's
largest foodservice marketing and distribution organization, today announced
that Charles H. Cotros, chief executive officer of the corporation, will
continue in that capacity and also will become Chairman of the Board. Richard J.
Schnieders, who is currently chief operating officer, will maintain his current
position and assume additional responsibilities as president of SYSCO. Mr.
Cotros succeeds Bill M. Lindig, who is retiring from the company after a 30-year
career of distinguished service with SYSCO in a number of various positions. Mr.
Cotros' and Mr. Schnieders' appointments are in accordance with management's
long-range succession plan and are effective July 2, the beginning of the
company's fiscal year 2001.
Mr. Cotros said he is excited about the ever-growing opportunities available to
SYSCO to service our customers' requirements. "As the leading foodservice
distributor in North America, SYSCO is in the position of being able to continue
the expansion of its product expertise. With a broad array of 275,000 products,
SYSCO can provide virtually any item our customers desire to create the most
diverse and innovative menus imaginable. For me personally, it is exciting to be
leading SYSCO as we forge new pathways and take advantage of new products and
services, as well as the new technologies that will allow us to remain the
frontrunner in our industry."
Mr. Schnieders added, "The industry we serve is truly a dynamic force in North
America's economy. Consumers expect a variety of interesting dining experiences
and more and more seek out and return to those establishments that meet their
expectations. To assist our customers in meeting consumers" desires, our entire
force of more than 39,000 employees is committed to supporting their endeavors
by providing outstanding service to each and every customer and helping them be
successful."
Reflecting on his lengthy career with SYSCO, Mr. Lindig said, "My long and
enjoyable association with both SYSCO and the foodservice distribution industry
has been one of the highlights of my life. During my career, the industry has
grown from approximately $15 billion in 1970 to its current estimated $165
billion to $175 billion. Having been actively involved in the success of SYSCO
and helping our customers create memorable dining experiences for consumers has
been most rewarding. SYSCO's management succession has been well planned and the
company is fortunate to have the experience of Messrs. Cotros and Schnieders to
lead this company far into the future."
Mr. Cotros, 62, began his career in the foodservice industry in 1960 with his
family's business, Tri-State General Food Supply, following his graduation from
Christian Brothers College (Memphis, Tennessee). When the company merged with
SYSCO in 1974, he served as president of the Memphis operation from 1975 to 1977
and 1982 to 1988. During the 1977 to 1982 interim, he was president of SYSCO's
Jackson, Mississippi operation. Upon returning to Memphis in 1982, he was that
operation's chief executive officer while simultaneously serving as chairman of
SYSCO companies in Arkansas, Louisiana, Mississippi and Kentucky. He was elected
a member of SYSCO'S board of directors in 1986 and in 1988 was appointed
executive vice president of the corporation and president, foodservice
operations. He was elected chief operating officer of SYSCO in 1995 and assumed
the additional role of president of the corporation in 1999. Mr. Cotros became
chief executive officer in January 2000. He is a member of the board of
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directors of Metamor Worldwide, has served on the Christian Brothers University
Board of Trustees since 1992, and is an honorary member of the board of
directors of the Children's Assessment Center Foundation. He and his wife Connie
have three grown children and eight grandchildren and are residents of Houston.
Mr. Schnieders, 52, joined SYSCO's Memphis, Tennessee operation in 1982 in the
executive development program. He subsequently served as director of supplies
and equipment, vice president of merchandising and executive vice president,
then was promoted to president and chief executive officer of the Memphis
operating company in 1988 and later became chairman of that company. In 1992 he
was appointed senior vice president of SYSCO's corporate merchandising services
department in Houston and he assumed additional responsibility for multi-unit
sales in 1997. Later that year, he was elected a director of the corporation and
in 1998 became executive vice president of foodservice operations. In January of
this year, Mr. Schnieders assumed the role of chief operating officer of the
corporation. He also is a member of the board of directors of Aviall Inc. Mr.
Schnieders is a native of Remsen, Iowa and graduated from the University of Iowa
in Iowa City in 1970 with a B.A. in mathematics. He and his wife Beth are the
parents of two grown daughters and live in Houston.
Mr. Lindig began his career at SYSCO in 1970 when he was selected to be
executive vice president of Zero Foods Company, one of the original nine
founding companies that formed SYSCO. He was elected a director of SYSCO in 1983
and became president of the foodservice division in 1984. In early 1985, he was
named SYSCO's executive vice president and chief operating officer and later
that year added to his responsibilities as president of the corporation. Mr.
Lindig was elected chief executive officer in January 1995 and assumed the
position of chairman of the board on January 1, 1999. Since he became chief
executive officer, SYSCO's sales have grown from $10 billion to annualized
projected sales in excess of $19 billion for fiscal 2000 and the price of the
stock has increased 207 percent. His activities in the community include the
establishment of the Lindig Men's Wellness Center at Memorial Hermann Healthcare
System, and he currently serves on Memorial Hermann Healthcare System's Board of
Directors. He is also a director of Burlington Northern Santa Fe Corporation and
a trustee of Johnson & Wales University. He and his wife Bobetta have two grown
sons and reside in Houston.
SYSCO is the largest foodservice marketing and distribution organization in
North America. Generating projected sales in excess of $19 billion for fiscal
2000, the company provides products and services to about 325,000 customers,
including restaurants, healthcare and educational institutions, lodging
establishments and other foodservice operations. The SYSCO distribution network
currently extends throughout the entire contiguous United States and Alaska as
well as portions of Canada.
Forward-Looking Statements.
Certain statements made herein are forward-looking statements under the Private
Securities Litigation Reform Act of 1995. They include statements regarding
fiscal 2000 annualized sales projections, industry leadership, industry growth,
SYSCO's ability to realize efficiencies from new technologies, product
expansion, customer service and the continued strengthening of the company's
relationship with its customers. These statements involve risks and
uncertainties and are based on current expectations and management's estimates;
actual results may differ materially. Those risks and uncertainties that could
impact these statements include the risks relating to the foodservice
distribution industry's relatively low profit margins and sensitivity to
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economic conditions; SYSCO's leverage and debt risks; the successful completion
and integration of acquisitions; the risk of interruption of supplies due to
lack of long-term contracts, severe weather, work stoppages or otherwise; and
other risk factors detailed in SYSCO's Form S-3 (File No. 333-34036) filed with
the Securities and Exchange Commission on April 5, 2000.
SOURCE SYSCO Corporation
CONTACT: Toni R. Spigelmyer, Assistant Vice President, Investor and Media
Relations of SYSCO Corporation, 281-584-1390.
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