Washington, D.C. 20549
____________
FORM 10-K/A
[X] Annual Report under section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended August 25, 2001, 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 1-10714
AUTOZONE, INC.
(Exact name of registrant as specified in its charter)
123 South Front Street, Memphis, Tennessee 38103
(Address of principal executive offices) (Zip Code)
(901) 495-6500
Registrant's telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act:
on which registered | |
($.01 par value) |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K § 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]
The aggregate market value of the 70,984,627 shares of voting stock of the registrant held by non-affiliates of the registrant (excluding, for this purpose, shares held by officers, directors, or 10% stockholders) was $4,026,957,889 based on the last sales price of the Common Stock on October 15, 2001, as reported on the New York Stock Exchange. The number of shares of Common Stock outstanding as of October 15, 2001, was 107,807,339.
Documents Incorporated By Reference
Portions of the definitive Proxy Statement dated November 7, 2001, for the Annual Meeting of Stockholders to be held December 13, 2001, are incorporated by reference into Part III.
Portions of the Annual Report to Stockholders for the year ended August 25, 2001, filed as Exhibit 13.1 hereto, are incorporated by reference into Part II.
NOTE:
This amended Form 10-K is being filed to physically attach excerpts from the Annual Report to Stockholders as Exhibit 13.1. The Annual Report had previously been provided as EDGAR form type ARS and incorporated by reference. The information contained in Exhibit 13.1 is unchanged from the information contained in the Annual Report as previously provided.
Item 5. Market for Registrant's Common Stock and Related Stockholder Matters Common Stock Market Prices for our common stock as traded on the New York Stock Exchange as shown in the section labeled "Quarterly Summary" of Exhibit 13.1 attached hereto are incorporated herein by reference. At October 15, 2001, we had 3,550 stockholders of record, which does not include the number of beneficial owners whose shares were represented by security position listings. Item 6. Selected Financial Data Selected financial data contained in the section entitled "Ten-Year Review" of Exhibit 13.1 attached hereto are incorporated herein by reference. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations The section entitled "Financial Review" of Exhibit 13.1 attached hereto is incorporated herein by reference. Item 7A. Quantitative and Qualitative Disclosures About Market Risk The subsection entitled "Financial Market Risk" of the section entitled "Financial Review" of Exhibit 13.1 attached hereto is incorporated herein by reference. Item 8. Financial Statements and Supplementary Data The financial statements and related notes and the section entitled "Quarterly Summary" of Exhibit 13.1 attached hereto are incorporated herein by reference. PART IV Item 14. Exhibits, Financial Statement Schedules, and Reports On Form 8-K (a) 1. Financial Statements The following financial statements included in the Annual Report to Stockholders for the fiscal year ended August 25, 2001, are incorporated herein by reference to Item 8: Consolidated Statements of Income for the fiscal years ended August 25, 2001, August 26, 2000, and August 28, 1999 Consolidated Balance Sheets as of August 25, 2001, and August 26, 2000 Consolidated Statements of Stockholders' Equity for the fiscal years ended August 25, 2001, August 26, 2000, and August 28, 1999 Consolidated Statements of Cash Flows for the fiscal years ended August 25, 2001, August 26, 2000, and August 28, 1999 Notes to Consolidated Financial Statements All other schedules are omitted because the information is not required or because the information required is included in the financial statements or notes thereto. 3. The following exhibits are filed as a part of this report: (b) Reports on Form 8-K. The Company filed a Current Report on Form 8-K dated May 23, 2001, that contained a press release announcing the Company's financial results for the quarter ended May 5, 2001. The Company filed a Current Report on Form 8-K dated June 8, 2001, that contained a press release announcing that the Company would take a nonrecurring charge in the fourth quarter of the 2001 fiscal year. The Company filed a Current Report on Form 8-K dated July 10, 2001, that contained a press release announcing that the Company: had retained an advisor for the sale of its TruckPro, Inc., subsidiary, had hired Lisa Kranc as senior vice president of marketing, had increased its share repurchase authorization, and had updated sales trends for the fiscal quarter. SIGNATURES
3.1 3.2 4.1 4.2 4.3 *10.1 *10.2 *10.3 10.4 *10.5 *10.6 *10.7 *10.8 *10.9 *10.10 *10.11 *10.12 *10.13 *10.14 *10.15 *10.16 *10.17 10.18 10.19 10.20 13.1 21.1 23.1
*Management contract or compensatory plan or arrangement.
**Previously filed.
Pursuant to the requirements of Section 13 or 15(d) 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.
AUTOZONE, INC.
By: /s/ Harry L. Goldsmith
Harry L. Goldsmith
Senior Vice President & Secretary
Dated: March 4, 2001
SCHEDULE II -- VALUATION AND QUALIFYING ACCOUNTS
AUTOZONE, INC.
(In thousands)
Beginning of Period | And Expenses | End of Period | |||||||
YEAR ENDED AUGUST 28, 1999: | |||||||||
$20,786 | $90,310 | $3,473 | $81,619 | $32,950 | |||||
14,296 | 94,640 | ||||||||
YEAR ENDED AUGUST 26, 2000: | |||||||||
32,950 | 100,381 | 83,317 | 50,014 | ||||||
94,640 | 57,585 | ||||||||
YEAR ENDED AUGUST 25, 2001: | |||||||||
50,014 | 101,318 | 87,865 | 63,467 | ||||||
57,585 | 98,689 | ||||||||
(1) | Cost of product for warranty replacements, net of salvage and amounts collected from customers. | ||||||||
(2) | Purchase accounting adjustments related to acquisition of Chief Auto Parts Inc. | ||||||||
(3) | Amount includes items classified in other accrued expenses and other long-term liabilities. |
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*Management contract or compensatory plan or arrangement.
** Previously filed.