1994 ANNUAL REPORT - PAGE 3
MARKET PRICE AND DIVIDEND DATA
Dividends Per
Market Price (1) Share (2)
Fiscal Years (3) Fiscal Years (3)
1994 1993 1994 1993
HIGH LOW HIGH LOW
First quarter $15 3/8 $13 1/4 $13 1/4 $11 3/4 $ .03 $ .03
Second quarter $17 1/4 $13 1/2 $13 $11 1/4 $ .04 $ .03
Third quarter $19 1/2 $15 3/4 $16 3/8 $10 7/8 $ .04 $ .03
Fourth quarter $24 $17 3/8 $15 5/8 $11 7/8 $ .05 $ .03
Year's high and low $24 $13 1/4 $16 3/8 $10 7/8
Total dividends $ .16 $ .12
(1) Per share prices as reported in the Wall Street Journal for
New York Stock Exchange.
(2) See Note 3 of Notes to Consolidated Financial Statements for
dividend restrictions.
(3) The Company's fiscal year ends on the last Friday in January.
SELECTED QUARTERLY FINANCIAL DATA
(in thousands, except per share data)
Net Gross Net Earnings Per Share (1) Average Shares (1)
Sales Profit Income Primary Fully Diluted Primary Fully Diluted
Fiscal Quarter
1994
First $ 148,514 $ 28,893 $ 699 $ .15 $ .15 4,605 4,605
Second 163,950 32,746 1,718 .37 .34 4,619 5,718
Third 178,993 34,580 1,843 .40 .36 4,665 5,751
Fourth 169,481 35,001 2,026 .43 .39 4,694 5,820
Year $ 660,938 $131,220 $6,286 $ 1.35 $ 1.25 4,649 5,819
Fiscal Quarter
1993 (2)
First $ 131,119 $ 25,968 $ 183 $ .04 $ .04 4,554 4,554
Second 142,155 27,230 562 .12 .12 4,552 4,552
Third 145,237 27,879 757 .17 .17 4,578 4,578
Fourth(3) 137,285 27,346 976 .21 .21 4,591 4,593
Year $ 555,796 $108,423 $2,478 $ .54 $ .54 4,564 4,592
(1) Calculated independently for each period and, consequently,
the sum of the quarters may differ from the annual amount.
(2) Restated for 1994 pooling of interests.
(3) The fourth quarter of fiscal 1993 results included a pre-tax
gain of $810 on the sale of transportation equipment.
- --------------------------------------------------------------------------------
1994 ANNUAL REPORT - PAGE 14
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
Fiscal Years Ended
January 28, January 29, January 31,
1994 1993 1992
Net Sales $660,938 $555,796 $509,192
Cost of Sales 529,718 447,373 410,132
Gross Profit 131,220 108,423 99,060
Operating Expenses:
Selling, general and administrative 109,760 94,810 91,114
Depreciation and amortization 7,465 6,636 7,149
Provision for doubtful accounts 1,671 1,775 2,542
Total operating expenses 118,896 103,221 100,805
Operating Income (Loss) 12,324 5,202 (1,745)
Non-Operating Income and (Expenses):
Interest and other investment income 1,856 1,865 1,857
Interest expense (4,610) (4,760) (5,991)
Other, net 988 1,709 56
(1,766) (1,186) (4,078)
Income (Loss) Before Income Taxes 10,558 4,016 (5,823)
Income Taxes (Benefits) 4,272 1,538 (1,964)
Net Income (Loss) $ 6,286 $ 2,478 $ (3,859)
Earnings (Loss) Per Share:
Primary $ 1.35 $ .54 $ (.85)
Fully diluted $ 1.25 $ .54 $ (.85)
Average Shares Outstanding:
Primary 4,649 4,564 4,552
Fully diluted 5,819 4,592 4,552
See accompanying notes to consolidated financial statements.
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1994 ANNUAL REPORT - PAGE 15
CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
January 28, January 29,
ASSETS 1994 1993
Current Assets:
Cash and cash equivalents $ 1,078 $ 2,253
Accounts receivable, less allowance for
losses of $3,914 and $3,037 97,765 78,346
Inventories 94,223 84,817
Deferred income taxes 4,972 4,609
Other current assets 5,532 5,398
Total current assets 203,570 175,423
Property, Plant and Equipment, at cost:
Land 12,353 12,160
Buildings and improvements 37,097 35,249
Transportation equipment 19,674 16,145
Furniture, fixtures and equipment 14,843 13,466
Leased property under capital leases 10,794 10,794
Total 94,761 87,814
Less accumulated depreciation and
amortization (45,439) (39,892)
Net property, plant and equipment 49,322 47,922
Deferred Income Taxes 2,210 1,786
Other Assets 8,303 5,607
$ 263,405 $ 230,738
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Current portion of long-term debt $ 898 $ 2,414
Accounts payable 52,053 46,381
Accrued compensation and benefits 7,257 4,719
Other current liabilities 8,401 8,273
Total current liabilities 68,609 61,787
Long-Term Debt, less current portion:
Notes and subordinated debentures 95,367 76,736
Capital lease obligations 3,859 4,584
Total long-term debt 99,226 81,320
Other Noncurrent Liabilities 1,143 965
Total liabilities 168,978 144,072
Commitments and Contingencies
Shareholders' Equity:
Preferred stock, no par value; 10,000,000
shares authorized; none issued;
preferences, limitations and relative
rights to be established by the
Board of Directors - -
Common stock, par value $1 per share;
10,000,000 shares authorized;
5,075,670 and 5,453,249 shares issued 5,076 5,453
Capital in excess of par value 15,410 22,410
Retained earnings 80,425 72,761
100,911 100,624
Less treasury stock, 418,566 shares and
901,055 shares, at cost (6,484) (13,958)
Total shareholders' equity 94,427 86,666
$ 263,405 $ 230,738
See accompanying notes to consolidated financial statements.
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1994 ANNUAL REPORT - PAGE 16
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(dollars in thousands)
Capital in
Common Stock Excess of Retained Treasury Stock
Shares Amount Par Value Earnings Shares Amount
Balance, January 25, 1991,
as previously reported 5,079,344 $5,079 $22,740 $72,712 902,620 $(13,982)
Adjustments for Electrical
Distributors, Inc. pooling
of interests 374,998 375 (326) 2,950 - -
Balance, January 25, 1991, as restated 5,454,342 5,454 22,414 75,662 902,620 (13,982)
Net loss - - - (3,859) - -
Cash dividends - $.24 per share - - - (1,003) - -
Treasury shares issued under
stock option plans - - - (5) (1,465) 22
Purchase and retirement of
common shares (1,093) (1) (4) (10) - -
Balance, January 31, 1992 5,453,249 5,453 22,410 70,785 901,155 (13,960)
Net income - - - 2,478 - -
Cash dividends - $.12 per share - - - (502) - -
Treasury shares issued - - - - (100) 2
Balance, January 29, 1993 5,453,249 5,453 22,410 72,761 901,055 (13,958)
Net income - - - 6,286 - -
Cash dividends - $.16 per share - - - (724) - -
Issuance of treasury shares for
EDI merger (374,998) (375) (5,434) - (374,998) 5,809
Other acquisition - - (1,557) 2,158 (101,368) 1,570
Treasury shares issued under
stock option plans - - - (18) (6,123) 95
Purchase and retirement of
common shares (2,581) (2) (9) (38) - -
Balance, January 28, 1994 5,075,670 $5,076 $15,410 $80,425 418,566 $ (6,484)
See accompanying notes to consolidated financial statements.
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1994 ANNUAL REPORT - PAGE 17
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Fiscal Years Ended
January 28, January 29, January 31,
1994 1993 1992
Increase (Decrease) in Cash and Cash Equivalents:
Cash flows from operating activities:
Cash received from customers $644,667 $546,848 $503,780
Cash paid to suppliers and employees (638,724) (535,645) (490,688)
Interest and other investment income
received 1,856 1,865 1,857
Interest paid (4,693) (4,875) (6,098)
Income taxes (paid) refunded (5,361) (1,677) 1,438
Net cash provided by (used in)
operating activities (2,255) 6,516 10,289
Cash flows from investing activities:
Proceeds from sale of property, plant
and equipment 704 1,810 1,126
Capital expenditures (8,257) (8,702) (4,992)
Business acquisitions, net of cash (3,934) - -
Net cash used in investing
activities (11,487) (6,892) (3,866)
Cash flows from financing activities:
Net borrowings (payments) under short-term
debt arrangements 16,733 (2,267) 10,398
Proceeds from long-term debt - 1,444 -
Principal payments on:
Long-term notes (2,918) (1,678) (12,038)
Capital lease obligations (660) (602) (550)
Proceeds from issuance of common shares
under stock option plans 77 - 17
Purchase of common shares (49) - (15)
Dividends paid (616) (502) (1,254)
Net cash provided by (used in)
financing activities 12,567 (3,605) (3,442)
Net Increase (Decrease) in Cash and Cash
Equivalents (1,175) (3,981) 2,981
Cash and Cash Equivalents, beginning of year 2,253 6,234 3,253
Cash and Cash Equivalents, end of year $ 1,078 $ 2,253 $ 6,234
See accompanying notes to consolidated financial statements.
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1994 ANNUAL REPORT - PAGE 18
HUGHES SUPPLY, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES:
Industry:
Hughes Supply, Inc. and its subsidiaries (the "Company")
are engaged in the wholesale distribution of a broad range of materials,
equipment and supplies to the construction industry. Major product lines
distributed by the Company include electrical, plumbing and electric
utility equipment, building materials, water and sewer equipment, heating
and air conditioning equipment, and pipe, valves and fittings. The Company's
principal customers are electrical, plumbing and mechanical contractors,
electric utility companies, and municipal and industrial accounts.
Principles of Consolidation:
The consolidated financial statements include the Company
and its wholly owned subsidiaries. All significant intercompany
transactions and accounts have been eliminated. Prior period
financial statements have been restated to include the accounts
of a company acquired and accounted for as a pooling of
interests. Results of operations of companies purchased and
immaterial poolings are included from dates of acquisition. The Company's
minority investment in affiliate is accounted for by the equity method.
Fiscal Year:
The Company's fiscal year ends on the last Friday in
January. Fiscal years 1994 and 1993 contained 52 weeks; fiscal
year 1992 contained 53 weeks.
Cash Equivalents:
The Company considers all highly liquid investments with a
maturity of three months or less when purchased to be cash equivalents.
Inventories:
Inventories are carried at the lower of cost or market.
The cost of substantially all inventories of Hughes Supply, Inc.
is determined by a moving average cost method which approximates
the first-in, first-out (FIFO) method. Its subsidiaries value
their inventories principally on FIFO or on cost methods which
approximate FIFO.
Property, Plant and Equipment:
Plant and equipment is depreciated using both
straight-line and declining balance methods based on
the following estimated useful lives:
Buildings and improvements 5-40 years
Transportation equipment 2- 7 years
Furniture, fixtures and equipment 3-15 years
Leased property under capital leases 20-40 years
Maintenance and repairs are charged to expense
as incurred and major renewals and betterments are
capitalized. Gains or losses are credited or charged to
earnings upon disposition.
Other Assets:
The excess of cost over the fair value of net assets
of purchased companies is being amortized by the straight-line
method over 25 years. Debt issuance costs are deferred and
amortized by the straight-line method over the term of the
related debt, principally 25 years.
Income Taxes:
Income taxes are provided for the tax effects of
transactions reported in the financial statements and
consist of taxes currently due plus deferred taxes resulting
from temporary differences. Such temporary differences result
from differences in the carrying value of assets and liabilities
for tax and financial reporting purposes. The deferred tax
assets and liabilities represent the future tax consequences of
those differences, which will either be taxable or deductible
when the assets and liabilities are recovered or settled.
Deferred taxes are also recognized for operating losses that are
available to offset future taxable income. Valuation allowances
are established to reduce deferred tax assets to the amount expected
to be realized.
Earnings Per Common Share:
Primary earnings per share are based on the weighted
average number of shares outstanding during each year plus the
common stock equivalents issuable upon the exercise of stock
options. Unless the results are antidilutive, fully diluted
earnings per share assumes the conversion of the 7% convertible
subordinated debentures (after elimination of related interest
expense, net of income tax effect) and exercise of stock options.
Deferred Employee Benefits:
The present value of amounts estimated to be payable under
unfunded supplemental retirement agreements with certain
officers is being accrued over the remaining years of active
employment of the officers, and is included in other noncurrent
liabilities.
NOTE 2 - SHORT-TERM DEBT:
Banks:
The Company and its subsidiaries have bank lines of credit
for short-term borrowings aggregating $2,000,000 at January 28,
1994 and $26,000,000 at January 29, 1993 (subject to borrowing
limitations under the long-term debt covenants) under which
$1,500,000 and $18,754,000 was outstanding at January 28, 1994
and January 29, 1993, respectively. The lines, which generally
provide for interest at prime or money market rates, expire within
one year. During fiscal 1994, 1993 and 1992, borrowings under
these short-term debt arrangements and under revolving credit
arrangements (see Note 3) reached month-end maximums of
$46,875,000, $30,200,000 and $26,893,000, respectively. The
average daily borrowings amounted to $35,918,000 in 1994,
$22,307,000 in 1993 and $17,900,000 in 1992. Weighted average
interest rates of 3.7% in 1994, 4.3% in 1993 and 6.2% in 1992
were calculated by dividing the interest expense during the year
for such borrowings by the average daily borrowings. The
weighted average interest rate on short-term borrowings as of
January 28, 1994 and January 29, 1993 was 3.5% and 3.8%,
respectively.
Commercial Paper:
The Company has a commercial paper program backed by a
revolving credit facility ($25,000,000 as of January 28, 1994)
with a group of banks (see Note 3). Commitment fees of .125%
per annum are paid on the unused portion of the credit line.
During fiscal 1994, 1993 and 1992, commercial paper borrowings reached
- -------------------------------------------------------------------------------
1994 ANNUAL REPORT - PAGE 19
month-end maximums of $29,776,000, $29,873,000 and $28,609,000,
respectively. Average daily borrowings amounted to $25,358,000
in 1994, $26,917,000 in 1993 and $25,168,000 in 1992. Weighted
average interest rates of 3.3% in 1994, 3.9% in 1993 and 5.9% in
1992 were calculated by dividing the interest expense during the
year for such borrowings by the average daily borrowings. The
weighted average interest rate on outstanding borrowings of
$25,000,000, and $29,153,000 as of January 28, 1994 and January
29, 1993 was 3.2% and 3.5%, respectively.
The Company's credit facilities (see Note 3) enabled the
Company to refinance short-term borrowings on a long-term basis
to the extent that these credit facilities were unused.
Accordingly, $26,500,000 and $47,907,000 of short-term
borrowings at January 28, 1994 and January 29, 1993,
respectively, have been classified as long-term debt. The
carrying value of these borrowings is a
reasonable estimate of fair value since interest rates
are based on prevailing market rates.
NOTE 3 - NOTES AND DEBENTURES PAYABLE:
Consolidated notes and debentures payable consist of the
following (in thousands):
January 28, January 29,
1994 1993
7% Convertible Subordinated
Debentures, due 2011 $ 22,960 $ 22,960
Bank Notes:
Unsecured revolving notes
under $100,000,000 credit
agreement, payable April
30, 1996, fluctuating interest
(3.4% to 3.5% at
January 28, 1994) 45,375 -
Unsecured revolving note under
$5,000,000 credit agreement,
payable May 3, 1993,
fluctuating interest (4.4% at
January 29, 1993) - 4,000
9.00% unsecured promissory
note payable $500,000
annually through September
30, 1995, plus interest - 1,500
12.375% unsecured promissory
note payable $1,000,000
annually through November 1,
1993, plus interest - 1,000
Short-term instruments classified
as long-term debt (see Note 2) 26,500 47,907
Mortgage and equipment notes
payable monthly of approx-
imately $18,000, including
interest at 5% to 10%, maturities
through 1999, collateralized by
real property and equipment
carried at approximately
$964,000 at January 28, 1994 705 1,123
95,540 78,490
Less current portion (173) (1,754)
$ 95,367 $ 76,736
The 7% convertible subordinated debentures may be converted
at any time prior to maturity or redemption into shares of
common stock of the Company at a conversion price of $21.17 per
share, subject to adjustment under certain conditions. Except in
limited circumstances, the debentures are redeemable at the option
of the Company at any time after April 30, 1989, initially at 108%
of principal and decreasing annually thereafter to 100% on and
after May 1, 1994 (see Note 11). Annual sinking fund payments
commencing May 1, 2001 are calculated to retire 75% of the debentures
prior to maturity.
At January 29, 1993, the Company had revolving credit and
term note agreements with three banks which permitted the
Company to borrow up to $45,000,000 (subject to borrowing
limitations) of which $4,000,000 was outstanding under the term
note agreements. A $30,000,000 revolving credit agreement
backed commercial paper. On various dates from May, 1993 through
September, 1993 the notes generally became convertible to term
notes payable over three years, with interest rates based on various
money market rates. These agreements were replaced during fiscal
1994 by the revolving credit and line of credit agreement discussed below.
During fiscal 1994, the Company entered into a
revolving credit and line of credit agreement with a group of
banks, which permits the Company to borrow up to $100,000,000
(subject to borrowing limitations discussed below) - $75,000,000
long-term, expiring April 30, 1996, and $25,000,000 line of
credit convertible to term note due two years from conversion
date. The $25,000,000 line of credit backs commercial paper.
The agreement supports the classification of certain notes
maturing within one year as long-term debt at January 28, 1994
and January 29, 1993. Under the credit facility, interest
is payable at market rates plus applicable margins. Commitment
fees of .25% and .125% are paid on the unused portions of the
revolving and line of credit facilities, respectively.
Loan covenants require the Company to maintain
consolidated working capital of not less than $75,000,000 and a
maximum ratio of senior funded debt to total capital, as
defined, of .45 to 1.0. The covenants also restrict the
Company's activities regarding investments, liens,
borrowing and leasing, and payment of dividends other than
stock. Under the dividend covenant, approximately $4,490,000 is
available at January 28, 1994 for payment of dividends.
Maturities of long-term notes and debentures for each of
the five years subsequent to January 28, 1994 and in the
aggregate are as follows (in thousands):
Fiscal Years Ending
1995 $ 173
1996 431
1997 71,908
1998 36
1999 24
Later years 22,968
$ 95,540
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1994 ANNUAL REPORT - PAGE 20
NOTE 4 - INCOME TAXES:
In fiscal year 1992, the Company adopted Statement of
Financial Accounting Standards No. 109, Accounting for Income
Taxes. Under the provisions of SFAS No. 109, the Company elected
not to restate prior years and has determined that the
cumulative effect of implementation was immaterial. The effect
of this change on fiscal 1992's financial statement was to
decrease the net loss by approximately $450,000 ($.10 per share).
The components of the net deferred tax asset recognized in
the accompanying balance sheets are as follows (in thousands):
January 28, January 29,
1994 1993
Deferred tax asset $7,514 $6,903
Deferred tax liability (188) (333)
Valuation allowance (144) (175)
$7,182 $6,395
The types of temporary differences between the tax bases of
assets and liabilities and their financial reporting amounts
that give rise to the deferred tax liability and deferred tax
asset and their approximate tax effects are as follows (in
thousands):
January 28, January 29,
1994 1993
Depreciation $ 374 $ 142
Capital leases 646 703
Allowance for doubtful accounts 1,529 1,229
Inventory (net) 1,435 1,366
Accrued vacation 471 437
Environmental clean up costs 183 191
Deferred compensation 447 469
Other accrued expenses 2,179 1,715
Other (82) 143
$7,182 $6,395
The consolidated provision for income taxes consists of the
following (in thousands):
Fiscal Years Ended
January 28, January 29, January 31,
1994 1993 1992
Currently payable:
Federal $ 4,433 $ 2,998 $ (40)
State 626 436 173
5,059 3,434 133
Deferred:
Federal (978) (1,415) (1,774)
State 191 (481) (323)
(787) (1,896) (2,097)
$ 4,272 $ 1,538 $ (1,964)
The following is a reconciliation of tax computed at the
statutory Federal rate to the income tax expense in the
statements of operations (dollars in thousands):
Fiscal Years Ended
January 28, January 29, January 31,
1994 1993 1992
Amount % Amount % Amount %
Tax com-
puted at
statutory
Federal
rate $ 3,695 35.0 $ 1,365 34.0 $(1,980) (34.0)
Effect of:
State
income
tax,net of
Federal
income
tax
benefit 531 5.0 (30) (.7) (99) (1.7)
Nonde-
ductible
amorti-
zation of
purchase
adjust-
ments 24 .2 14 .3 21 .4
Nonde-
ductible
expenses 117 1.1 103 2.6 92 1.6
Other, net (95) (.8) 86 2.1 2 -
Income tax
expense
(benefit) $ 4,272 40.5 $ 1,538 38.3 $(1,964) (33.7)
As of January 28, 1994, the Company had operating loss
carryforwards for state and Federal income tax purposes of
approximately $2,000,000 and $400,000, respectively, which will
expire in the years 1999-2007.
NOTE 5 - EMPLOYEE BENEFIT PLANS:
Profit Sharing and Employee Stock Ownership Plans:
The Company has a 401(k) Profit Sharing Plan which provides
benefits for substantially all employees of the Company who meet
minimum age and length of service requirements. Under the plan,
employee contributions of not less than 2% to not more than 3%
of each eligible employee+s compensation are matched (in cash or
stock) 50% by the Company. Additional annual contributions may
be made at the discretion of the Board of Directors.
The Company has an employee stock ownership plan (ESOP)
covering substantially all employees of the Company, who meet
minimum age and length of service requirements. The plan is
designed to enable eligible employees to acquire a proprietary
interest in the Company. Company contributions (whether in cash
or stock) are determined annually by the Board of Directors in
an amount not to exceed the maximum allowable as
an income tax deduction.
Amounts charged to expense for these plans during the
fiscal years ended in 1994, 1993 and 1992 were $1,000,000,
$405,000 and $460,000, respectively.
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1994 ANNUAL REPORT - PAGE 21
Bonus Plans:
The Company has bonus plans, based on profitability
formulas, which provide incentive compensation for key
employees. Amounts charged to expense for bonuses to executive
officers were $533,000, $263,000 and $50,000 for the fiscal
years ended in 1994, 1993 and 1992, respectively.
Stock Option Plans:
The Company's stock option plans authorize the
granting of both incentive and non-incentive stock options for
an aggregate of 1,560,000 shares of common stock to key
executive, management, and sales employees, and, with respect to
60,000 shares, to directors. Under the plans, options are
granted at prices not less than market value on the date of grant,
and the maximum term of an option may not exceed ten years. Prices for
incentive stock options granted to employees who own 10% or more
of the Company's stock are at least 110% of market value at date
of grant. Options may be granted from time to time to May,
1998. An option becomes exercisable at such times and in such
installments as set by the Board of Directors.
The employee plan also permits the granting of stock
appreciation rights (SARs) to holders of options. Such rights
permit the optionee to surrender an exercisable option, in whole
or in part, on any date that the fair market value of the
Company's common stock exceeds the option price for the stock
and receive payment in common stock, or, if the Board of
Directors approves, in cash or any combination of cash and
common stock. Such payment would be equal to the excess of the
fair market value of the shares under the surrendered option over the
option price for such shares. The change in value of SARs is reflected in
income based upon the market value of the stock. There were no
SARs granted or exercised during the three-year period ended
January 28, 1994.
A summary of option transactions during each of the three
fiscal years in the period ended January 28, 1994 is shown below:
Number of Option Price
Shares Range
Under option, January 25, 1991
(all exercisable) 288,550 $12.25-$19.33
Granted 297,000 $12.63
Exercised (1,365) $12.25
Cancelled (161,449) $12.25-$16.08
Under option, January 31, 1992
(194,736 shares exercisable) 422,736 $12.25-$19.33
Granted 20,000 $12.00-$12.87
Exercised - -
Cancelled (36,294) $12.25-$19.33
Under option, January 29, 1993
(253,442 shares exercisable) 406,442 $12.00-$17.63
Granted 12,000 $16.25
Exercised (6,023) $12.25-$12.87
Cancelled (12,835) $12.00-$12.63
Under option, January 28, 1994
(297,584 shares exercisable) 399,584 $12.00-$17.63
There were 755,658 and 754,823 shares available for
the granting of options at January 28, 1994 and January 29,
1993, respectively.
Supplemental Executive Retirement Plan:
The Company has entered into agreements with
certain key executive officers, providing for supplemental
payments, generally for periods up to 15 years, upon retirement,
disability or death. The obligations are not funded apart from
the Company's general assets. Amounts charged to expense under
the agreements were $166,000, $158,000 and $155,000 in fiscal
1994, 1993 and 1992, respectively.
NOTE 6 - COMMITMENTS AND CONTINGENCIES:
Lease Commitments:
A portion of the Company's operations are conducted from
locations leased under capital leases from a
corporation which is owned by three of the directors of Hughes
Supply, Inc. The leases generally provide that all expenses
related to the properties are to be paid by the lessee. The
leases also generally provide for rental increases at specified
intervals. The leases all expire
within ten years; however, it is expected that they will be
renewed. Rents under these agreements amounted to $1,165,000,
$1,165,000 and $1,153,000 for the fiscal
years ended in 1994, 1993 and 1992, respectively.
Leased properties under capital leases are included
in the balance sheets as follows (in thousands):
January 28, January 29,
1994 1993
Leased property under capital leases
(consisting of land and buildings) $10,794 $10,794
Accumulated amortization (7,864) (7,270)
$ 2,930 $ 3,524
In addition, rents under operating leases paid to this
related corporation were $396,000, $399,000 and $145,000 in
1994, 1993 and 1992, respectively.
Future minimum payments, by year and in the aggregate,
under the aforementioned leases and other noncancellable
operating leases with initial or remaining terms in excess of
one year as of January 28, 1994, are as follows
(in thousands):
Capital Operating
Fiscal Years Ending Leases Leases
1995 $ 1,165 $ 5,524
1996 1,165 2,969
1997 1,165 2,209
1998 1,165 1,833
1999 562 1,444
Later years 945 2,199
Total minimum lease payments 6,167 $16,178
Less amount representing interest (1,583)
Present value of net minimum
lease payments 4,584
Less current portion (725)
$ 3,859
- -------------------------------------------------------------------------------
1994 ANNUAL REPORT - PAGE 22
Lease-related expenses are as follows (in thousands):
Fiscal Years Ended
January 28, January 29, January 31,
1994 1993 1992
Capital lease amortization $ 594 $ 594 $ 594
Capital lease interest
expense $ 505 $ 564 $ 603
Operating lease rentals
(excluding month-to-
month rents) $5,872 $5,210 $3,875
Guarantees of Affiliate Debt:
A wholly-owned subsidiary of the Company owns a 20%
interest in Accord Industries Company ("Accord"), a joint
venture formed from the Company's fiscal 1991 sale of its
manufacturing operations. As partial consideration for the
sale, the Company received $2,750,000 in notes receivable, part
of which is convertible into an additional partnership interest
in Accord of up to 29%.
In connection with the investment in Accord, the Company
has guaranteed $1,750,000 of Accord's indebtedness to a bank;
and the Company's subsidiary as a joint venturer is contingently
liable for the remaining bank debt of approximately $360,000 as
of January 28, 1994.
NOTE 7 - PREFERRED STOCK:
The Company's Board of Directors established Series A
Junior Participating Preferred Stock (Series A Stock) consisting
of 300,000 shares. Each share of Series A Stock will be
entitled to one vote on all matters submitted to a vote of
shareholders. Series A Stock is not redeemable or convertible
into any other security. Each share of Series A Stock shall
have a minimum cumulative preferential quarterly dividend rate
equal to the greater
of $1.25 per share or 100 times the aggregate per share amount
of the dividend declared on common stock.
In the event of liquidation, shares of Series A Stock will be
entitled to the greater of $100 per share plus any accrued and
unpaid dividend or 100 times the payment to be made per share of
common stock. No shares of Series A Stock are presently
outstanding, and no shares are expected to be issued except in
connection with the shareholder rights plan referred to below.
The Company has a shareholder rights plan.
Under the plan, the Company distributed to shareholders a
dividend of one right per share of the Company's
common stock. When exercisable, each right will permit the
holder to purchase from the Company a unit consisting of one
one-hundredth of a share of Series A Stock at a purchase price
of $65 per unit. The rights generally become exercisable if a
person or group acquires 20%
or more of the Company's common stock or commences a tender
offer that could result in such person or group owning 30% or
more of the Company's common stock.
If certain subsequent events occur after the rights first become
exercisable, the rights may become exercisable for the purchase
of shares of common stock of the Company, or of an acquiring
company, having a value equal to two times the exercise price of
the right. The rights may be redeemed by the Company at $.01 per
right at any time prior to ten days after 20% or more of the Company's
stock is acquired by a person or group. The rights expire on
June 2, 1998 unless sooner terminated in accordance with the rights plan.
NOTE 8 - CONCENTRATION OF CREDIT RISK:
The Company sells its products in the major areas of
construction markets throughout the Southeastern United States.
Approximately 90% of the Company's sales are credit sales which
are primarily to customers whose ability to pay is dependent
upon the construction industry economics prevailing in the
Southeast; however, concentration of credit risk with respect to
trade accounts receivable is limited due to the large number of
customers comprising the Company's customer base and no one
customer comprises more than 2% of annual sales. The Company performs
ongoing credit evaluations of its customers and in certain
situations obtains collateral sufficient to protect its credit
position. The Company maintains reserves for potential credit
losses, and such losses have been within management's
expectations.
NOTE 9 - BUSINESS COMBINATIONS:
On June 30, 1993, the Company acquired all the
common stock of Electrical Distributors, Inc. ("EDI")
in exchange for 374,998 shares of the Company's common stock.
EDI is a wholesale distributor of electrical products with one
outlet in Georgia. The transaction has been accounted for as a
pooling of interests and, accordingly, the consolidated
financial statements for all periods
presented have been restated to include the accounts of EDI.
EDI's fiscal year end has been changed from April 30 to the last
Friday in January to conform to the Company's fiscal year end.
Net sales and net income of the separate companies for the
periods preceding the acquisition were (in thousands):
Hughes
Supply, Inc. EDI Combined
Three months ended
April 30, 1993
(unaudited):
Net sales $141,636 $ 6,878 $148,514
Net income 648 51 699
Fiscal year ended
January 29, 1993:
Net sales 528,363 27,433 555,796
Net income 2,264 214 2,478
Fiscal year ended
January 31, 1992:
Net sales 481,001 28,191 509,192
Net income (loss) (4,040) 181 (3,859)
During fiscal year 1994, the Company acquired several
wholesale distributors of materials to the construction
industry. One acquisition was treated as an immaterial pooling
while the other acquisitions were accounted for as purchases.
These acquisitions, individually or in the aggregate, did not
have a material effect on the consolidated financial statements.
Results of operations of these companies from their respective
dates of acquisition have been included in the consolidated
financial statements.
- -------------------------------------------------------------------------------
1994 ANNUAL REPORT - PAGE 23
NOTE 10 - SUPPLEMENTAL
CASH FLOWS INFORMATION:
The following is a reconciliation of net income (loss)
to net cash provided by (used in) operating activities (in
thousands):
Fiscal Years Ended
January 28, January 29, January 31,
1994 1993 1992
Net income (loss) $ 6,286 $ 2,478 $ (3,859)
Adjustments to reconcile
net income(loss) to
net cash provided by
(used in) operating
activities:
Depreciation 6,703 5,863 6,084
Amortization 762 773 1,065
Provision for doubtful
accounts 1,671 1,775 2,542
(Gain) loss on sale of
property, plant and
equipment (264) (1,012) 284
Undistributed
(earnings) losses of
affiliate (171) (135) 131
Write-off of goodwill - - 468
Changes in assets and
liabilities net of
effects of business
acquisitions:
(Increase) decrease in:
Accounts receivable (16,824) (9,499) (5,789)
Inventories (4,209) 60 4,319
Refundable income
taxes - 530 1,571
Other current
assets (97) (1,195) 296
Other assets 178 31 154
Increase (decrease) in:
Accounts payable
and accrued
expenses 4,704 7,473 5,227
Accrued interest
and income taxes (461) 1,112 (107)
Other noncurrent
liabilities 178 158 -
Increase in deferred
income taxes (711) (1,896) (2,097)
Net cash provided by
(used in) operating
activities $ (2,255) $ 6,516 $ 10,289
NOTE 11 - SUBSEQUENT EVENT:
On March 8, 1994, the Company issued a call for redemption
or conversion of the outstanding 7% convertible debentures (see
Note 3). On April 7, 1994, any
debentures outstanding will be redeemed by the Company at 101%
of the principal amount, plus accrued and unpaid interest to the
redemption date. If the Company had called the redemption of
the debentures on January 30, 1993 and if all the debentures had
been converted to common stock, primary earnings per share for
fiscal year 1994 would have been $1.27. Fully diluted earnings
per share for fiscal 1994 already assumes the conversion of the
debentures.
REPORT OF INDEPENDENT ACCOUNTANTS
Shareholders and Board of Directors
Hughes Supply, Inc.
We have audited the accompanying consolidated balance sheets of
Hughes Supply, Inc. and subsidiaries as of January 28, 1994 and
January 29, 1993, and the related consolidated statements of
operations, shareholders' equity, and cash flows for each of the
three years in the period ended January 28, 1994. These
financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the consolidated
financial position of Hughes Supply, Inc. and subsidiaries as of
January 28, 1994 and January 29, 1993, and the
consolidated results of their operations and their cash flows
for each of the three years in the period ended January 28,
1994, in conformity with generally accepted accounting
principles.
As discussed in Note 4 to the financial statements, the Company
changed its method of accounting for income taxes in the period
ended January 31, 1992.
/s/ Coopers & Lybrand
Orlando, Florida
March 17, 1994
- -------------------------------------------------------------------------------
1994 ANNUAL REPORT - PAGE 24
Management's Discussion and Analysis of Financial Condition and
Results of Operations
Sales
Net sales for fiscal 1994 were $660.9 million, a 19%
increase over last year's net sales of $555.8 million.
Newly-opened and acquired branches accounted for approximately
$17 million or 16% of the increase in sales. Sales for
Electrical Distributors, Inc., ("EDI"), acquired June 1993, were
approximately $30 million and $27 million in fiscal years 1994
and 1993, respectively, and are included in the consolidated
sales of the Company because the acquisition of EDI was
accounted for as a pooling of
interests (see Note 9 of the Notes to the Consolidated Financial
Statements).
The residential construction markets were more active
during fiscal 1994 as compared to the prior two years. The
markets were driven by a favorable interest rate environment,
improved consumer confidence and the affordability of housing.
Overall market activity was up 10-12% in most of the major
markets served by the Company. Approximately 80% of the
Company's sales increase resulted from increasing its market
share. The Company anticipates
the overall construction markets to continue to improve during
fiscal 1995 as commercial construction markets start to rebound.
During fiscal 1993, the Company generated sales
of $555.8 million, a 9.2% increase over fiscal year 1992.
Existing operations accounted for approximately 80%
of the growth in sales with newly-opened branches
producing the other 20%. Overall construction activity
in the market remained flat. The increased sales volume was
achieved, despite a depressed construction market, through gains
in market share. Hurricane Andrew, and
the resulting rebuilding effort in South Florida, had a
positive but minimal impact on the Company's operations.
Gross Margin
The gross margin for fiscal 1994 was 19.9%. The Company's
recent investment in a computerized
management information system, has contributed to the Company's
economies of purchasing and inventory
management and has provided greater control over pricing and
margins. This favorable impact was somewhat offset by continued
competitive conditions in the marketplace.
In fiscal 1993, the gross margin remained the same as the
fiscal 1992 level of 19.5%. This resulted from increased
competition in down markets and the Company's efforts to gain
market share.
Operating Expenses
In fiscal 1994, operating expenses were $118.9 million, a
15.2% increase over the prior year. Newly-opened and acquired
branches accounted for approximately 20%
of the increase in operating costs. The majority of the increase
was in personnel costs essential to support the growth in the
Company's operations. As a percentage of sales, the Company
lowered its operating expenses in fiscal 1994 to 18.0% from
18.6% and 19.8% in fiscal 1993 and 1992, respectively. This
resulted from the Company's
tight control of operating costs as revenues increased.
Management believes additional operating leverage is
possible as it continues to install its management
information system into remaining operations not currently on
the system and by the elimination and centralization
of certain administrative functions.
Operating expenses for fiscal 1993 were $103.2 million, a
2.4% increase over the prior year. The $500,000 decrease in
depreciation and amortization (due to greater use of leased
versus owned equipment) and the $800,000 decrease in bad debt
expenses (due to better collection experience) were partially
offset by increased selling, general and administrative expenses
attributable to the inclusion
of newly-opened branches for a portion of the year.
In fiscal 1992, the Company accrued approximately $675,000
as an operating expense for estimated future costs of removing
underground fuel tanks and environmental clean-up. Federal,
state and local laws and regulations govern the Company's
operation of underground fuel storage tanks. Rather than incur
additional costs to restore and upgrade tanks as required by
regulations, management opted to remove the existing tanks. The
Company has removed these tanks and has identified
certain tanks with leaks which will require remedial cleanups.
The Company does not expect additional
material expenses in future years associated with fuel
storage tanks.
Non-Operating Income and Expenses
Interest and other investment income for fiscal 1994,
fiscal 1993 and fiscal 1992 remained constant totaling
$1.9 million in each year. The majority of interest income is
generated by the collection of service charge income.
Interest expense decreased in fiscal 1994 to $4.6 million,
down $150,000 from the prior year, due to lower interest rates
even though borrowing levels were higher. Interest expense in
fiscal 1993 was lower by $1.2 million compared to the prior
year, due to lower borrowing rates on
approximately the same level of debt.
In fiscal 1994, other net non-operating income was
$988,000, compared to $1.7 million in fiscal 1993 and $56,000 in
fiscal 1992. The decrease in other income in
fiscal 1994 versus the prior year is the result of decreased
gains realized on the sale of fixed assets, approximately
$300,000 versus approximately $1.0 million in fiscal 1993. The
fiscal year 1993 amount includes approximately $1.0 million gain
on the sale of transportation equipment
compared to approximately $350,000 in fiscal 1992.
Income Taxes
The effective tax rate in fiscal 1994 was 40.5% compared to
38.3% and (33.7%) in fiscal 1993 and 1992. The variation is due
to fluctuations in nondeductible expenses and an increase of 1%
in the federal tax rate in fiscal 1994. Federal tax law changes
enacted in fiscal 1994 are
expected to have minimal negative impact on the Company's future
results of operations.
- -------------------------------------------------------------------------------
1994 ANNUAL REPORT - PAGE 25
Liquidity and Capital Resources
Working capital in fiscal 1994 amounted to $135.0 million
compared to $113.6 million and $110.8 million in fiscal 1993 and
1992. The Company continues to maintain greater than 75% of
total assets as current assets. The working capital ratio was
2.97 to 1, 2.84 to 1 and 2.82 to 1 for fiscal years 1994, 1993
and 1992, respectively.
In fiscal 1994, net cash used in operating activities was
$2.3 million versus net cash provided by operating activities of
$6.5 million in fiscal 1993 and $10.3 million in fiscal 1992.
The primary drivers in fiscal 1994 were the $97.8 million
increase in cash received from customers offset by the $103.1
increase in cash paid to suppliers and employees and by the $3.7
million increase in income taxes paid.
The Company typically becomes less liquid during
expansionary periods when sales volumes are increasing requiring
higher levels of inventories and receivables to support the
growth. However, days cost of sales in average inventory in
fiscal 1994 improved to 60.86 compared to 68.26 and 76.42 in
fiscal 1993 and 1992, respectively. In fiscal 1994, days sales
in average receivables improved to 49.85 from 50.05 and 50.54 in
the prior two fiscal years, respectively.
The net cash used in investing activities for fiscal 1994
increased $4.6 million, to $11.5 million, primarily due to the
$4.0 million in business acquisitions. Capital expenditures,
excluding business acquisitions decreased $445,000 to $8.3
million. Net cash used in investing activities for
fiscal 1993 and 1992 were $6.9 million and $3.9 million,
respectively. Capital expenditures for fiscal 1995 are expected
to be approximately $13 million.
In fiscal 1994, the net cash provided by financing
activities was $12.6 million compared to net cash used in
financing activities of $3.6 million and $3.4 million in fiscal
years 1993 and 1992, respectively. To finance the increase in
working capital and recent acquisitions, net borrowings under
short term debt arrangements amounted to $16.7 million versus
$2.3 million payments under short-term debt arrangements in
fiscal 1993. These borrowings in fiscal 1994 were partially
offset by an increase of $1.2 million in principal payments on
long-term debt over fiscal year 1993.
In fiscal 1994, the Company's bank financing consisted
primarily of a $100 million unsecured credit facility which
includes a $75 million long-term revolving credit facility and a
$25 million line of credit convertible to a term note (see Note
2 and Note 3 of the Notes to Consolidated Financial Statements).
The Company's financial condition remains strong and the Company
has the resources necessary, with approximately $30 million of
unused debt capacity (subject to borrowing limitations under
long-term debt covenants), to meet future anticipated funding
requirements.
Inflation and Changing Prices
The Company is aware of the potentially adverse effects
inflationary pressures may create through higher asset
replacement costs and related depreciation, higher interest
rates and higher material costs. The Company seeks to minimize
these effects through economies of
purchasing and inventory management resulting in cost reductions
and productivity improvements as well as price increases to
maintain reasonable profit margins. Management believes,
however, that inflation and changing prices have not
significantly affected the Company's operating results or
markets in the three most recent fiscal years.
Long-Term Outlook
The Company believes its construction markets will expand
moderately over the next few years. The Company has
strategically used acquisitions over many years to diversify
from residential new construction into commercial,
infrastructure and industrial construction markets as well as
into repair and replacement markets. Streamlining of operations
during the recent severe cyclical downturn in the construction
industry has begun to produce upside leverage for the Company,
translating into a sharp upturn in the Company's profitability
when sales increase. The wholesale distribution industry, which
is highly fragmented, will continue to consolidate. The Company
will remain successful if it continues to have the capital to
assimilate new acquisitions, can finance its way through
business cycles, develop value-added services and leverage its
new technologies to improve productivity.
Accounts Receivable Turnover
Fiscal Year Ended
1992 7.13
1993 7.19
1994 7.22
Inventory Turnover
Fiscal Year Ended
1992 4.71
1993 5.27
1994 5.92
NET RECEIVABLES (in thousands)
Fiscal Year End
1992 $70,622
1993 $78,346
1994 $97,765
INVENTORY (in thousands)
Fiscal Year End
1992 $84,877
1993 $84,817
1994 $94,223
DEBT (in thousands)
Fiscal Year End
1992 $86,587
1993 $83,734
1994 $100,124
- -------------------------------------------------------------------------------
1994 ANNUAL REPORT - PAGE 26
SELECTED FINANCIAL DATA
(in thousands, except per share data and ratios)
Fiscal Years Ended (1)(2)
1994 1993 1992 1991
Net sales $ 660,938 $ 555,796 $ 509,192 $ 576,388
Cost of sales $ 529,718 $ 447,373 $ 410,132 $ 463,027
Gross margin 19.9% 19.5% 19.5% 19.7%
Selling, general and administrative expenses $ 109,760 $ 94,810 $ 91,114 $ 93,538
% of sales 16.6% 17.1% 17.9% 16.2%
Depreciation and amortization $ 7,465 $ 6,636 $ 7,149 $ 9,199
Provision for doubtful accounts $ 1,671 $ 1,775 $ 2,542 $ 2,606
Operating income (loss) $ 12,324 $ 5,202 $ (1,745) $ 8,018
Operating margin 1.9% .9% (.3%) 1.4%
Interest and other income $ 2,844 $ 3,574 $ 1,913 $ 4,078
Interest expense $ 4,610 $ 4,760 $ 5,991 $ 8,026
Income (loss) before income taxes $ 10,558 $ 4,016 $ (5,823) $ 4,070
% of sales 1.6% .7% (1.1%) .7%
Income taxes (benefits) $ 4,272 $ 1,538 $ (1,964) $ 1,654
Net income (loss) $ 6,286 $ 2,478 $ (3,859) $ 2,416
% of sales 1.0% .4% (.8%) .4%
Net income (loss) per share
Primary $ 1.35 $ .54 $ (.85) $ .51
Fully diluted $ 1.25 $ .54 $ (.85) $ .51
Average number of shares outstanding
Primary 4,649 4,564 4,552 4,731
Fully diluted 5,819 4,592 4,552 4,731
Cash dividends per share $ .16 $ .12 $ .24 $ .36
Long-term debt, less current portion $ 99,226 $ 81,320 $ 76,342 $ 85,626
Shareholders' equity $ 94,427 $ 86,666 $ 84,688 $ 89,548
Total assets $ 263,405 $ 230,738 $ 223,721 $ 226,019
Return on equity (3) 7.3% 2.9% (4.3%) 2.5%
Leverage (total assets/shareholders' equity) 2.79 2.66 2.64 2.52
Return on assets (3) 2.7% 1.1% (1.7%) 1.0%
Capital expenditures (4) $ 8,257 $ 8,702 $ 4,992 $ 7,172
(1) The Company's fiscal year ends on the last Friday in January.
(2) All data adjusted for fiscal 1986 and fiscal 1994 poolings
of interest and three-for-two stock split declared May 17, 1988.
(3) Ratios based on balance sheet at beginning of year.
(4) Excludes capital leases.
- -------------------------------------------------------------------------------
1994 ANNUAL REPORT - PAGE 27
Fiscal Years Ended (1)(2)
1990 1989 1988 1987 1986 1985 1984
$ 557,769 $ 529,306 $ 458,079 $ 372,687 $ 351,832 $ 336,466 $ 276,469
$ 443,914 $ 419,890 $ 362,355 $ 300,141 $ 284,259 $ 271,449 $ 222,390
20.4% 20.7% 20.9% 19.5% 19.2% 19.3% 19.6%
$ 86,403 $ 79,538 $ 69,097 $ 52,070 $ 48,385 $ 44,915 $ 37,270
15.5% 15.0% 15.1% 14.0% 13.8% 13.3% 13.5%
$ 9,127 $ 8,759 $ 6,742 $ 5,407 $ 4,793 $ 4,278 $ 3,749
$ 2,529 $ 1,370 $ 1,602 $ 541 $ 1,239 $ 1,139 $ 313
$ 15,796 $ 19,749 $ 18,283 $ 14,528 $ 13,156 $ 14,685 $ 12,747
2.8% 3.7% 4.0% 3.9% 3.7% 4.4% 4.6%
$ 2,800 $ 3,615 $ 2,575 $ 2,548 $ 1,761 $ 1,589 $ 1,657
$ 7,360 $ 6,628 $ 4,203 $ 3,447 $ 2,623 $ 3,362 $ 3,064
$ 11,236 $ 16,736 $ 16,655 $ 13,629 $ 12,294 $ 12,912 $ 11,340
2.0% 3.2% 3.6% 3.7% 3.5% 3.8% 4.1%
$ 4,443 $ 6,456 $ 7,211 $ 6,701 $ 5,589 $ 5,847 $ 5,305
$ 6,793 $ 10,280 $ 9,444 $ 6,928 $ 6,705 $ 7,065 $ 6,035
1.2% 1.9% 2.1% 1.9% 1.9% 2.1% 2.2%
$ 1.31 $ 1.95 $ 1.76 $ 1.32 $ 1.25 $ 1.34 $ 1.21
$ 1.24 $ 1.77 $ 1.61 $ 1.24 $ 1.25 $ 1.34 $ 1.21
5,181 5,262 5,376 5,247 5,358 5,268 4,992
6,276 6,372 6,467 6,090 5,358 5,268 4,992
$ .35 $ .31 $ .27 $ .25 $ .21 $ .21 $ .19
$ 82,855 $ 76,122 $ 63,069 $ 36,954 $ 20,908 $ 21,853 $ 23,508
$ 95,411 $ 93,656 $ 85,565 $ 78,826 $ 73,879 $ 68,117 $ 60,894
$ 242,626 $ 230,064 $ 207,618 $ 167,494 $ 139,918 $ 127,671 $ 121,282
7.3% 12.0% 12.0% 9.4% 9.8% 11.6% 15.3%
2.54 2.46 2.43 2.12 1.89 1.87 1.99
3.0% 5.0% 5.6% 5.0% 5.3% 5.8% 6.6%
$ 10,749 $ 9,856 $ 15,234 $ 11,318 $ 5,635 $ 7,866 $ 8,577
- -------------------------------------------------------------------------------
1994 ANNUAL REPORT - PAGE 28
HUGHES SUPPLY, INC.
SHAREHOLDER INFORMATION
The shares of Hughes Supply, Inc. common stock are traded on the
New York Stock Exchange under the symbol "HUG". The approximate
number of shareholders of record as of March 14, 1994 was 1,169.
A COPY OF THE HUGHES SUPPLY, INC. ANNUAL REPORT ON FORM 10-K
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION WILL BE
MADE AVAILABLE WITHOUT CHARGE, UPON WRITTEN REQUEST. REQUESTS SHOULD
BE DIRECTED TO:
J. Stephen Zepf
Treasurer and Chief Financial Officer
Hughes Supply, Inc.
Post Office Box 2273
Orlando, Florida 32802
TRANSFER AGENT AND REGISTRAR
American Stock Transfer & Trust Company
40 Wall Street
New York, New York 10005
ANNUAL MEETING
Tuesday, May 24, 1994, at 10:00 AM
3rd floor of Park Building
Sun Bank Center
200 South Orange Avenue
Orlando, Florida 32801
GENERAL COUNSEL
Maguire, Voorhis & Wells, P.A.
Orlando, Florida
AUDITORS
Coopers & Lybrand
Orlando, Florida
DIRECTORS
David H. Hughes
Chairman of the Board
Vincent S. Hughes
Russell V. Hughes
A. Stewart Hall, Jr.
Herman B. McManaway
Retired
John B. Ellis
Retired
Robert N. Blackford
Attorney, Maguire, Voorhis & Wells, P.A.
Clifford M. Hames
Retired
Donald C. Martin
Retired
John D. Baker, II
President, Florida Rock Industries, Inc.
CORPORATE OFFICE LOCATIONS AND
SUBSIDIARY EXECUTIVE OFFICERS
HUGHES SUPPLY, INC.
CORPORATE OFFICE
20 North Orange Avenue
Post Office Box 2273
Orlando, Florida 32802
Telephone: 407-841-4755
MILLS & LUPTON SUPPLY COMPANY
CORPORATE OFFICE
749 East 12th Street
Post Office Box 1639
Chattanooga, Tennessee 37401
Telephone: 615-266-6171
EXECUTIVE OFFICERS:
R. Richard Anderson
President
Harry H. Powell
Executive Vice President
ONE STOP SUPPLY, INC.
CORPORATE OFFICE
1133 Polk Avenue
Nashville, Tennessee 32710
Telephone: 615-256-9200
EXECUTIVE OFFICER
Peter J. Zabaski
President
PAINE SUPPLY COMPANY
CORPORATE OFFICE
220 One Stop Place
Pearl, Mississippi 39208
Telephone: 601-932-5556
EXECUTIVE OFFICER:
Kevin S. Walker
President
PUMP & LIGHTING COMPANY
CORPORATE OFFICE
300 East 9th Street
Post Office Box 34305
Charlotte, North Carolina 28234
Telephone: 704-377-1583
EXECUTIVE OFFICERS:
Harold D. Jordan
President
Frank W. Rush
Executive Vice President
USCO, INCORPORATED
CORPORATE OFFICE
115 Henderson Street
Post Office Box 1160
Monroe, North Carolina 28110
Telephone: 704-289-5406
EXECUTIVE OFFICERS:
James C. Plyler, Jr.
President
Kent Lee
Executive Vice President