SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20049
Form 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended October 27, 1995 Commission File Number 33-19645
PIGGLY WIGGLY ALABAMA DISTRIBUTING CO., INC.
(Exact name of registrant as specified in its charter)
ALABAMA 63-0393676
(State of Incorporation) (I.R.S. Employer identification No.)
2400 J. Terrell Wooten Drive, Bessemer, Alabama 35020
(Address of principal executive office and zip code)
Registrant's telephone number, including area code (205) 481-2300
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 of
such filing requirements for the past 90 days. Yes X No
Indicate the number of shares outstanding of each for the issuer's class of
common stock, as of the latest practical date.
Class Outstanding at October 27, 1995
------ -------------------------------
Common 76,870
PIGGLY WIGGLY ALABAMA DISTRIBUTING CO., INC.
INDEX
Part 1. Financial Information
Balance Sheets - October 27, 1995 and July 28, 1995 3-4
Statements of Income - Thirteen weeks ended October
27, 1995 and October 28, 1994 5
Statements of Stockholders' Equity - Thirteen weeks
ended October 27, 1995 and October 28, 1994 6
Statements of Cash Flows - Thirteen weeks ended October
27, 1995 and October 28, 1994 7-8
Notes to Financial Statements 9
Management's Discussion and Analysis of Financial
Conditions and Results of Operations 10
Part II. OTHER INFORMATION 11
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
October 27, 1995
Piggly Wiggly Alabama Distributing Co., Inc. and July 28, 1995
Assets October July
Current assets
Short-term investments $ 110,675 $ 110,675
Receivables
Trade accounts 10,821,719 10,426,382
Other 156,900 160,494
Inventories 21,268,426 18,219,615
Prepaid expenses 448,273 54,063
Advanced taxes 7,700 7,700
----------- -----------
Total current assets 32,813,693 28,978,929
Deferred accounts receivable 1,232,552 1,273,710
Property, plant and equipment, at cost
net of accumulated depreciation of
$10,040,014 (1995, $10,453,925) 28,853,976 23,043,157
Leased property under capital leases,
net of amortization of $658,732
(1995, $504,185) 2,651,564 2,806,111
Other assets
Unamortized loan costs 430,830 448,332
Property held for sale or lease 1,397,503 1,397,503
Construction in progress - 5,926,364
----------- -----------
Total other assets 1,828,333 7,772,199
----------- -----------
Total Assets $67,380,118 $63,874,106
----------- -----------
----------- -----------
<FN>
See accompanying notes to unaudited financial information.
</FN>
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
October 27, 1995
Piggly Wiggly Alabama Distributing Co., Inc. and July 28, 1995
Liabilities and Stockholders' Equity October July
Current liabilities
Checks outstanding - net $ 2,261,932 $ 822,440
Current installments on long-term
debt 2,091,000 2,039,845
Notes payable - operators 3,220,427 3,115,427
Accounts payable - trade 14,687,208 16,403,289
Accrued income taxes 36,000 -
Accrued expenses 879,552 1,933,105
Accrued patronage dividend 2,533,234 2,018,506
----------- -----------
Total current liabilities 25,709,353 26,332,612
Long-term debt, excluding current
installments
Notes payable 13,668,269 9,931,732
Capitalized lease obligations 2,281,176 2,420,177
Patronage notes 8,930,520 8,573,059
Deferred compensation 171,476 171,585
Deferred income taxes 372,300 372,300
----------- -----------
Total long-term debt 25,423,741 21,468,853
----------- ----------
Total liabilities $51,133,094 $47,801,465
Stockholders' equity
Common stock of $.01 par value
per share, authorized 200,000
shares, issued 76,870
(1995, 73,236) shares $ 769 $ 732
Additional paid-in capital 14,123,649 13,252,912
Common stock purchase deposits 330,254 1,006,262
Retained earnings 1,792,352 1,812,734
----------- -----------
Total stockholders' equity $16,247,024 $16,072,640
----------- -----------
Total liabilities and stock-
holders' equity $67,380,118 $63,874,105
----------- -----------
----------- -----------
<FN>
See accompanying notes to unaudited financial information.
</FN>
Piggly Wiggly Alabama Distributing Co., Inc.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
Thirteen Weeks Ended
---------------------------
October 27, October 28,
1995 1994
Sales $104,721,329 $ 99,096,026
Cost of sales 99,582,647 94,191,398
------------ ------------
Gross profit on sales 5,138,682 4,904,628
Purchase discounts 1,600,797 1,489,382
Other operating income 783,769 359,221
------------ ------------
Gross profit 7,523,248 6,753,231
Depreciation & amortization 703,113 530,869
Other operating expenses 5,215,974 4,721,562
------------ ------------
Total operating expenses 5,919,087 5,252,431
------------ ------------
Operating income 1,604,161 1,500,800
Interest expense 503,045 441,776
Patronage dividends 1,001,116 959,024
------------ ------------
Income before income
taxes 100,000 100,000
Provision for income
taxes 36,000 36,000
------------ ------------
Net income $ 64,000 $ 64,000
------------ ------------
------------ ------------
Earnings per common share
and common share equivalent $ 0.81 $ 0.86
------ ------
------ ------
Earnings per common share
and common share equivalent -
assuming full dilution $ 0.81 $ 0.86
------ ------
------ ------
<FN>
See accompanying notes to unaudited financial information.
</FN>
Piggly Wiggly Alabama Distributing Co., Inc.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(UNAUDITED)
Thirteen Weeks Ended
---------------------------
October 27, October 28,
1995 1994
Common Stock
Beginning balance $ 732 $ 690
New issues 51 53
Redemptions (14) (16)
----------- -----------
Ending balance $ 769 $ 727
Additional Paid-in
Capital
Beginning balance $13,252,912 $12,213,162
Premiums received 1,105,165 1,136,552
Refund of premiums
upon redemption (234,428) (246,438)
----------- -----------
Ending balance $14,123,649 $13,103,274
Common Stock
Purchase Deposits
Beginning balance $ 1,006,262 $ 1,031,944
Cash collections 429,208 446,325
Stock issued (1,105,216) (1,136,605)
----------- -----------
Ending balance $ 330,254 $ 341,664
Retained Earnings
Beginning balance $ 1,812,734 $ 1,682,413
Net income 64,000 64,000
Excess of stock
redemption price
over purchase price (84,382) (95,135)
----------- -----------
Ending balance $ 1,792,352 $ 1,651,278
Total Stockholders'
equity $16,247,024 $15,096,943
----------- -----------
----------- -----------
<FN>
See accompanying notes to unaudited financial information.
</FN>
Piggly Wiggly Alabama Distributing Co., Inc.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Thirteen Weeks Ended
-----------------------------
October 27, October 28,
1995 1994
Cash flows from operating
activities:
Received from customers $104,320,678 $ 98,143,532
Paid for cost of sales
& inventories (103,646,889) (95,666,997)
Paid to other
supplies & employees (5,743,441) (4,985,196)
Paid for patronage dividends 14,170 -
Interest received 34,286 64,782
Interest paid (518,755) (453,130)
Income taxes paid - (15,850)
Miscellaneous income received 739,922 280,083
------------ ------------
Net cash provided (used) by
operating activities (4,800,029) (2,632,776)
Cash flows from investing
activities:
Purchase of equipment (433,021) (219,524)
Loan costs 17,501 (159,860)
Construction in process - (476,077)
Notes receivable - net 44,752 193,823
Proceeds - sale of property 14,875 14,135
------------ ------------
Net cash provided (used) by
investing activities (355,893) (647,503)
Cash flows from financing
activities:
Checks outstanding - net 1,439,492 1,212,260
Proceeds - operator loans 105,000 475,000
Proceeds - bank loan 5,000,000 -
Debt reduction - long-term (1,498,954) (1,326,968)
Proceeds from collections
on stock subscriptions 429,208 446,322
Redemption cost of common stock (318,824) (341,588)
------------ ------------
Net cash provided (used) by
financing activities 5,155,922 465,026
Net increase (decrease) in
cash and cash equivalents $ - $ (2,815,253)
Cash and cash equivalents at
beginning of the period - 2,815,253
------------ ------------
Cash and cash equivalents at
end of the period $ - $ -
------------ ------------
------------ ------------
<FN>
See accompanying notes to unaudited financial information.
</FN>
Piggly Wiggly Alabama Distributing Co., Inc.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Thirteen Weeks Ended
--------------------------
October 27, October 28,
1995 1994
Reconciliation of net income
to net cash provided by
operating activities:
Net income $ 64,000 $ 64,000
Adjustments to reconcile
net income to net cash
provided by operating
activities:
Depreciation & amortization 703,113 530,869
(Gain) on sale of property,
plant & equipment (14,875) (5,095)
Changes in assets and liabilities:
(Increase) in trade
receivables (395,337) (961,755)
(Increase) in inventories (3,048,811) (4,113,205)
(Increase) in prepaid expense (394,210) (328,085)
Increase (decrease) in
accounts payable and
accrued expenses (2,769,634) 1,197,303
Increase in accrued income
taxes payable 36,000 20,150
Increase in deferred patronage
dividends payable 1,015,286 959,024
Increase in deferred compensa-
tion payable 4,439 4,018
----------- -----------
Net cash (used) by
operating activities $(4,800,029) $(2,632,776)
----------- -----------
----------- -----------
<FN>
See accompanying notes to unaudited financial information.
</FN>
Notes to Quarterly Financial Statements
(UNAUDITED)
October 27, 1995 and October 28, 1994
1. Primary earnings per common share and common share equivalent
were computed by dividing net income by the weighted average
number of shares and share equivalents outstanding during the
period. Fully diluted earnings per common share and common
share equivalents were computed as above, except that the issue
of common shares under subscription is assumed to take place at
the beginning of the fiscal year when the result is dilutive.
2. In the opinion of management all adjustments have been made
which are necessary to reflect a fair statement of the results
of operations of the interim periods. These adjustments were
of a normal recurring nature and there were no unusual or
nonrecurring adjustments necessary.
The accounting policies followed by the Company are set forth
in note 1 of the Company's financial statements in the Form
10-K report for the year ended July 28, 1995 which is
incorporated by reference.
3. The results of operations for the thirteen weeks ended October
27, 1995 and October 28, 1994 are not necessarily indicative of
the results to be expected for the full year.
4. Bad debts are charged to expense when deemed uncollectible
under the specific write-off method, which approximates the
amount of bad debts had the reserve method been used. These
statements include no bad debt expense. Bad debts have not
exceeded 0.01% of sales in any year in the last 5 years.
5. Property held for sale or lease is valued at the lower of cost
or net realizable value; currently that is cost.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources - During the quarters presented,
cash was used by operating activities, primarily due to the
increase in inventories.
During the quarter ended October 27, 1995, cash was used in
financing activities to retire long-term debt. The $5,000,000
proceeds relate to the construction line of credit which is due in
three years. During the 1995 quarter, $105,000 was borrowed from
the operators at 80% of the prime rate. These loans are due on
demand. Other sources and uses of cash in financing activities
were the routine sale of stock and reduction in long-term debt.
Operating Results - During the thirteen weeks ended October 27,
1995 compared to the thirteen weeks ended October 28, 1994, sales
increased 5.7% ($5,625,000) and gross profits increased 11.4%
($770,000). Gross profits increased at a greater rate than sales
due to increases in other operating income ($425,000). Operating
expenses increased 12.7% ($667,000) due to increases in costs of
labor resulting from improvements in output quality by the shipping
departments and increased depreciation from the warehouse
expansion. Due to the above mentioned changes, operating income
increased 6.9% ($103,000) and, combined with a 13.9% ($61,000)
increase in interest expense due to loans for the warehouse
expansion, resulted in a 4.4% ($42,000) increase in patronage
dividends for the period.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits - None
(b) Reports of Form 8-K - There were no reports on form
8-K for the thirteen weeks ended October 27, 1995.
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 hereto duly authorized.
PIGGLY WIGGLY ALABAMA DISTRIBUTING CO., INC.
(Registrant)
Dated: __________________ _________________________________________
D.T. Stewart, President and Chief
Executive Officer
Dated: __________________ _________________________________________
Bobby L. Martin, Vice-President of
Finance and Controller