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United States
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended January 1, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 1-6544
SYSCO CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 74-1648137
(State or other jurisdiction of (IRS employer
incorporation or organization) identification number)
1390 Enclave Parkway
Houston, Texas 77077-2099
(Address of principal executive offices)
(Zip code)
Registrant's telephone number, including area code: (281) 584-1390
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
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330,007,564 shares of common stock were outstanding as of January 28, 2000.
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
The following consolidated financial statements have been prepared by
the Company, without audit, with the exception of the July 3, 1999,
consolidated balance sheet which was taken from the audited financial
statements included in the Company's Fiscal 1999 Annual Report on Form
10-K. The financial statements include consolidated balance sheets,
consolidated results of operations and consolidated cash flows. In the
opinion of management, all adjustments, which consist of normal
recurring adjustments, necessary to present fairly the financial
position, results of operations and cash flows for all periods
presented, have been made.
These financial statements should be read in conjunction with the
audited financial statements and notes thereto included in the
Company's Fiscal 1999 Annual Report on Form 10-K.
A review of the financial information herein has been made by Arthur
Andersen LLP, independent public accountants, in accordance with
established professional standards and procedures for such a review. A
letter from Arthur Andersen LLP concerning their review is included as
Exhibit 15.
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SYSCO CORPORATION and its Consolidated Subsidiaries
CONSOLIDATED BALANCE SHEETS
(In Thousands Except for Share Data)
Jan. 1, 2000 July 3, 1999 Dec. 26, 1998
------------ ------------ -------------
(Unaudited) (Audited) (Unaudited)
ASSETS
Current assets
Cash $ 95,851 $ 149,303 $ 109,246
Accounts and notes receivable, less
allowances of $38,903, $21,095 and $35,539 1,444,083 1,334,371 1,310,972
Inventories 961,846 851,965 888,088
Deferred taxes 43,243 43,353 34,757
Prepaid expenses 31,075 29,775 27,934
---------- ---------- ----------
Total current assets 2,576,098 2,408,767 2,370,997
Plant and equipment at cost, less depreciation 1,265,320 1,227,669 1,196,871
Goodwill and intangibles, less amortization 403,621 302,100 306,931
Other 173,424 158,046 156,330
---------- ---------- ----------
Total other assets 577,045 460,146 463,261
---------- ---------- ----------
Total assets $4,418,463 $4,096,582 $4,031,129
========== ========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Notes payable $ 13,273 $ 13,377 $ 10,812
Accounts payable 1,060,440 1,013,302 1,001,364
Accrued expenses 456,820 374,271 279,951
Accrued income taxes 3,422 6,103 5,274
Current maturities of long-term debt 20,833 20,487 115,387
---------- ---------- ----------
Total current liabilities 1,554,788 1,427,540 1,412,788
Long-term debt 1,132,976 997,717 975,496
Deferred taxes 229,247 244,129 224,548
Shareholders' equity
Preferred stock, par value $1 per share
Authorized 1,500,000 shares, issued none - - -
Common stock, par value $1 per share
Authorized 1,000,000,000 shares, issued
382,587,450 shares 382,587 382,587 382,587
Paid-in capital 35,255 872 1,524
Retained earnings 2,165,683 2,032,068 1,909,068
---------- ---------- ----------
2,583,525 2,415,527 2,293,179
Less cost of treasury stock, 53,032,124,
52,915,065 and 49,271,826 shares 1,082,073 988,331 874,882
---------- ---------- ----------
Total shareholders' equity 1,501,452 1,427,196 1,418,297
---------- ---------- ----------
Total liabilities and shareholders' equity $4,418,463 $4,096,582 $4,031,129
========== ========== ==========
Note: The July 3, 1999 consolidated balance sheet has been taken from the
audited financial statements at that date.
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SYSCO CORPORATION and its Consolidated Subsidiaries
CONSOLIDATED RESULTS OF OPERATIONS (Unaudited)
(In Thousands Except for Share Data)
26-Week Period Ended 13-Week Period Ended
---------------------------------- ---------------------------------
Jan. 1, 2000 Dec. 26, 1998 Jan. 1, 2000 Dec. 26, 1998
-------------- -------------- -------------- --------------
Sales $ 9,308,569 $ 8,439,305 $ 4,651,535 $ 4,246,675
Costs and expenses
Cost of sales 7,565,198 6,895,541 3,771,998 3,469,496
Operating expenses 1,369,662 1,224,711 695,418 616,899
Interest expense 34,624 35,328 16,680 18,397
Other, net 1,565 415 1,754 245
-------------- -------------- -------------- --------------
Total costs and expenses 8,971,049 8,155,995 4,485,850 4,105,037
-------------- -------------- -------------- --------------
Earnings before income taxes 337,520 283,310 165,685 141,638
Income taxes 129,945 110,491 63,789 55,239
-------------- -------------- -------------- --------------
Net earnings before cumulative
effect of accounting change 207,575 172,819 101,896 86,399
Cumulative effect of accounting
change (8,041) -- -- --
-------------- -------------- -------------- --------------
Net earnings $ 199,534 $ 172,819 $ 101,896 $ 86,399
============== ============== ============== ==============
Earnings before accounting change:
Basic earnings per share $ 0.63 $ 0.52 $ 0.31 $ 0.26
============== ============== ============== ==============
Diluted earnings per share $ 0.62 $ 0.51 $ 0.31 $ 0.26
============== ============== ============== ==============
Cumulative effect of accounting change:
Basic earnings per share $ (0.02) $ -- $ -- $ --
============== ============== ============== ==============
Diluted earnings per share $ (0.02) $ -- $ -- $ --
============== ============== ============== ==============
Net earnings:
Basic earnings per share $ 0.61 $ 0.52 $ 0.31 $ 0.26
============== ============== ============== ==============
Diluted earnings per share $ 0.60 $ 0.51 $ 0.31 $ 0.26
============== ============== ============== ==============
Average number of shares outstanding 328,701,719 334,367,309 328,478,205 333,885,574
============== ============== ============== ==============
Diluted average number of
shares outstanding 333,686,134 338,039,496 333,544,018 337,894,965
============== ============== ============== ==============
Dividends paid per common share $ 0.20 $ 0.18 $ 0.10 $ 0.09
============== ============== ============== ==============
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SYSCO CORPORATION and its Consolidated Subsidiaries
CONSOLIDATED CASH FLOWS (Unaudited)
(In Thousands)
26 - Week Period Ended
-------------------------------
Jan. 1, 2000 Dec. 26, 1998
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Operating activities:
Net earnings $ 199,534 $ 172,819
Add non-cash items:
Cumulative effect of accounting change 8,041 --
Depreciation and amortization 106,932 98,093
Deferred (tax benefit) (14,538) (5,329)
Provision for losses on accounts receivable 13,052 11,893
Additional investment in certain assets and liabilities,
net of effect of businesses acquired:
(Increase) in receivables (93,478) (107,255)
(Increase) in inventories (95,694) (97,587)
(Increase) in prepaid expenses (961) (1,339)
Increase in accounts payable 31,037 152,205
Increase (decrease) in accrued expenses 79,605 (12,304)
Increase (decrease) in accrued income taxes 1,762 (20,249)
(Increase) in other assets (29,708) (21,063)
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Net cash provided by operating activities 205,584 169,884
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Investing activities:
Additions to plant and equipment (126,319) (147,589)
Sales and retirements of plant and equipment 6,727 10,549
Acquisition of businesses, net of cash acquired (69,218) --
------------ ------------
Net cash used for investing activities (188,810) (137,040)
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Financing activities:
Bank and commercial paper borrowings (repayments) 135,219 (142,366)
Other debt (repayments) borrowings (281) 219,791
Common stock reissued from treasury 31,277 22,175
Treasury stock purchases (170,522) (73,247)
Dividends paid (65,919) (60,239)
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Net cash used for financing activities (70,226) (33,886)
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Net (decrease) in cash (53,452) (1,042)
Cash at beginning of period 149,303 110,288
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Cash at end of period $ 95,851 $ 109,246
============ ============
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 34,556 $ 29,331
Income taxes, net of refund 129,051 130,244
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Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Liquidity and Capital Resources
The liquidity and capital resources discussion included in
Management's Discussion and Analysis of Financial Condition and
Results of Operations of the Company's Fiscal 1999 Annual Report on
Form 10-K remains applicable, other than the items described below.
In Fiscal 1992, the Company began a common stock repurchase program
which continued into the second quarter of Fiscal 2000, resulting in
the cumulative repurchase of 80,000,000 shares of common stock.
The Board of Directors authorized the repurchase of an additional
8,000,000 shares in July 1999. Under this latest authorization,
3,805,400 shares were purchased for $124,984,000 through January 1,
2000. The increase in treasury stock purchases in the period ended
January 1, 2000 primarily reflects shares repurchased for
acquisitions.
As of January 1, 2000, SYSCO's borrowings under its commercial paper
program were $349,115,000. During the 26 weeks ended January 1, 2000,
commercial paper and short-term bank borrowings ranged from
approximately $199,028,000 to $545,407,000.
Long-term debt to capitalization ratio was 43% at January 1, 2000,
exceeding the 35% to 40% target ratio due to the shares repurchased
and cash paid for acquisitions. SYSCO may exceed this target ratio
periodically to take advantage of acquisition and internal growth
opportunities.
The increase in paid-in capital at January 1, 2000 related primarily
to shares issued from treasury in conjunction with acquisitions.
On February 10, 2000, the Company filed with the Securities and
Exchange Commission a shelf registration covering 2,850,000 shares of
common stock to be offered from time to time in connection with
acquisitions.
Results of Operations
For the period ended October 2, 1999, the Company recorded a one-time,
after-tax, non-cash charge of $8,000,000 to comply with the required
adoption of AICPA Statement of Position 98-5 (SOP 98-5), "Reporting on
the Costs of Start-up Activities." SOP 98-5 required the write-off of
any unamortized costs of start-up activities and organization costs.
Going forward such costs have been expensed as incurred.
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Sales increased 10.3% during the 26 weeks and 9.5% in the second
quarter of Fiscal 2000 over comparable periods of the prior year. Cost
of sales also increased 9.7% during the 26 weeks and 8.7% in the
second quarter of Fiscal 2000. Real sales growth for the 26 weeks of
Fiscal 2000 was 8.9% after eliminating the effects of 1.8% due to
acquisitions and a 0.4% deflation in food costs, due primarily to
lower costs for dairy and poultry products. Real sales growth for the
quarter was 7.7% after adjusting for a 2.4% increase due to
acquisitions and a 0.6% for food cost deflation.
Operating expenses for the current periods presented were above the
prior periods due primarily to expenses related to the closing of a
facility and one-time non-recurring costs associated with the
completion of the SYSCO Uniform Systems implementation. There was also
a charge to other non-operating expenses in connection with the
facility closing. The costs described above were approximately
$13,000,000.
Interest expense in Fiscal 2000 is lower than the prior periods due to
interest income received in the amount of $3,000,000 related to a
Federal income tax refund on an amended return. Without this income,
interest expense would have been above last year due to higher
borrowings.
Income taxes for the periods presented reflect an effective rate of
38.5% this year compared to 39% last year.
Pretax earnings and net earnings for the 26 weeks, before the
accounting change, increased 19.1% and 20.1%, respectively, over the
prior year. Pretax earnings and net earnings for the 13 weeks
increased 17.0% and 17.9%, respectively, over the prior year. The
increases were due to the factors discussed above as well as the
Company's success in its continued efforts to increase sales to the
Company's higher margin territorial street customers and increasingly
higher sales of SYSCO brand products.
Basic and diluted earnings per share increased 21.2% and 21.5%,
respectively, for the 26 weeks, before the accounting change, and
19.2% for the quarter. The increases were caused by the factors
discussed above, along with the decrease in average shares outstanding
for the periods presented, reflecting purchases of shares made through
the Company's share repurchase program.
A reconciliation of basic and diluted earnings per share follows.
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The following table sets forth the computation of basic and diluted earnings per
share:
26-Week Period Ended 13-Week Period Ended
--------------------------------- ---------------------------------
Jan. 1, 2000 Dec. 26, 1998 Jan. 1, 2000 Dec. 26, 1998
-------------- -------------- -------------- --------------
Numerator:
Numerator for basic earnings per share --
income available to common shareholders $ 199,534,000 $ 172,819,000 $ 101,896,000 $ 86,399,000
============== ============== ============== ==============
Denominator:
Denominator for basic earnings per share --
weighted-average shares 328,701,719 334,367,309 328,478,205 333,885,574
Effect of dilutive securities:
Employee and director stock options 4,984,415 3,672,187 5,065,813 4,009,391
-------------- -------------- -------------- --------------
Denominator for diluted earnings per share --
adjusted for weighted-average shares 333,686,134 338,039,496 333,544,018 337,894,965
============== ============== ============== ==============
Basic earnings per share $ 0.61 $ 0.52 $ 0.31 $ 0.26
============== ============== ============== ==============
Diluted earnings per share $ 0.60 $ 0.51 $ 0.31 $ 0.26
============== ============== ============== ==============
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Acquisitions
In July 1999, SYSCO acquired Newport Meat Co. Inc., a southern
California based distributor of fresh aged beef and other meats,
seafood and poultry products. In August 1999, the company acquired
Doughtie's Foods, Inc., a food distributor located in Virginia and
bought substantially all of the assets of Buckhead Beef Company, Inc.,
a distributor located in Georgia of custom-cut fresh steaks and other
meats, seafood and poultry products. In November 1999, SYSCO acquired
Malcolm Meats, an Ohio based distributor of custom-cut fresh steaks
and other meat and poultry products.
The transactions were accounted for using the purchase method of
accounting and the financial statements for the 26 weeks and 13 weeks
ended January 1, 2000 include the results of the acquired companies
from the respective dates they joined SYSCO. There was no material
effect, individually or in the aggregate, on SYSCO's operating results
or financial position from these transactions.
Subsequent Events
On January 6, 2000, SYSCO entered into a letter of intent to acquire
by merger FreshPoint Holdings, Inc., located in Dallas, Texas.
FreshPoint is primarily a wholesale produce distributor in North
America.
On January 26, 2000, SYSCO acquired Watson Foodservice, Inc., a
broadline foodservice distributor located in Lubbock, Texas.
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Year 2000
SYSCO is not aware of any significant failures of its systems,
software, hardware or those of its suppliers or customers as a result
of the occurrence of the Year 2000 date change. The total costs
incurred by SYSCO in its Year 2000 readiness effort did not have a
material impact on the financial statements of the Company. While
SYSCO continues to monitor the Year 2000 issue, it does not believe
there will be a material adverse effect to its consolidated results of
operations or financial position as a result of the Year 2000 issue.
Item 3. Quantitative and Qualitative Disclosures about Market Risks
SYSCO does not utilize financial instruments for trading purposes and
holds no derivative financial instruments which could expose the
Company to significant market risk. SYSCO's exposure to market risk
for changes in interest rates relates primarily to its long-term
obligations. At January 1, 2000 the Company had outstanding
$349,115,000 of commercial paper with maturities through February 22,
2000. The Company's remaining long-term debt obligations of
$783,861,000 were primarily at fixed rates of interest. SYSCO has no
significant cash flow exposure due to interest rate changes for
long-term debt obligations.
-----------------------------
Statements made herein regarding continuation of the share repurchase
program, the impact of Year 2000 and SYSCO's market risks are forward-looking
statements under the Private Securities Litigation Reform Act of 1995. These
statements involve risks and uncertainties and are based on current
expectations and management's estimates; actual results may differ
materially. Share repurchases could be affected by market prices of the
Company's stock as well as management's decision to utilize its capital for
other purposes. The effect of market risks could be impacted by future
borrowing levels and certain economic factors, such as interest rates. Those
risks and uncertainties that could impact these statements include the risks
relating to the foodservice industry's relatively low profit margins and
sensitivity to economic conditions, SYSCO's leverage and debt risks and other
risks detailed in the Company's Fiscal 1999 Annual Report on Form 10-K.
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
SYSCO is engaged in various legal proceedings which have arisen but
have not been fully adjudicated. These proceedings, in the opinion of
management, will not have a material adverse effect upon the
consolidated financial position or results of operations of the
company when ultimately concluded.
Item 2. Changes in Securities and Use of Proceeds.
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
The Company's Annual Meeting of Stockholders was held on November 5,
1999 ("1999 Annual Meeting"). At the 1999 Annual Meeting the following
persons were elected to serve as directors of the Company for
three-year terms: John W. Anderson, Judith B. Craven, Bill M. Lindig,
Richard G. Merrill and Phyllis S. Sewell.
The terms of the following persons as directors of the Company
continued after the 1999 Annual Meeting: Gordon M. Bethune, Colin G.
Campbell, Charles H. Cotros, Frank A. Godchaux III, Jonathan Golden,
Frank H. Richardson, Richard J. Schnieders, Arthur J. Swenka, Thomas
B. Walker and John F. Woodhouse.
At the 1999 Annual Meeting, the stockholders voted upon the directors
as noted above, and on the approval of SYSCO Corporation's proposal to
increase the number of authorized shares to one billion
(1,000,000,000) shares.
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The results of such votes were as follows:
NUMBER OF VOTES CAST
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Withheld & Broker
Matter Voted Upon For Against Abstained Non-votes
- ---------------------------------- -------------- -------------- -------------- --------------
Election as Director:
John W. Anderson 280,020,105 N/A 2,396,678 None
Judith B. Craven 230,614,683 N/A 51,802,100 None
Bill M. Lindig 280,022,619 N/A 2,394,164 None
Richard G. Merrill 280,020,980 N/A 2,395,803 None
Phyllis S. Sewell 280,050,492 N/A 2,366,291 None
Approval of proposal to increase
authorized shares to 1,000,000,000 264,931,181 16,159,101 1,326,501 None
Item 5. Other Information
On February 9, 2000, the Board of Directors announced a regular
quarterly cash dividend of $0.12 per common share.
On February 14, 2000 the Company issued a press release announcing a
shelf registration covering 2,850,000 shares of common stock. The
press release is filed herewith as Exhibit 99.1.
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PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
3(a) Restated Certificate of Incorporation incorporated by
reference to Exhibit 3(a) to Form 10-K for the year
ended June 28, 1997 (File No. 1-6544).
3(b) Bylaws, as amended, incorporated by reference to
Exhibit 3(a) to Form 10-K for the year ended July 3,
1999 (File No. 1-6544).
3(c) Form of Amended Certificate of Designation
Preferences and Rights of Series A Junior
Participating Preferred Stock, incorporated by
reference to Exhibit 3(c) to Form 10-K for the year
ended June 29, 1996 (File No. 1-6544).
3(d)# Certificate of Amendment of Certificate of
Incorporation of SYSCO Corporation to increase
authorized shares.
4(a) Sixth Amendment and Restatement of Competitive
Advance and Revolving Credit Facility Agreement dated
May 31, 1996, incorporated by reference to Exhibit
4(a) to Form 10-K in the year ended June 27, 1996
(File No. 1-6544).
4(b) Agreement and Seventh Amendment to Competitive
Advance and Revolving Credit Facility Agreement dated
as of June 27, 1997 incorporated by reference to
Exhibit 4(a) to Form 10-K for the year ended June 28,
1997 (File No. 1-6544).
4(c) Agreement and Eighth Amendment to Competitive Advance
and Revolving Credit Facility Agreement dated as of
June 22, 1998, incorporated by reference to Exhibit
4(c) to Form 10-K for the year ended July 3, 1999
(File No. 1-6544).
4(d) Senior Debt, dated as of June 15, 1995, between Sysco
Corporation and First Union National Bank of North
Carolina, Trustee, incorporated by reference to
Exhibit 4(a) to Registration Statement on Form S-3
filed June 6, 1995 (File No. 33-60023).
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4(e) First Supplemental Indenture, dated June 27, 1995,
between Sysco Corporation and First Union Bank of
North Carolina, Trustee as amended, incorporated by
reference to Exhibit 4(e) to Form 10-K for the year
ended June 29, 1996 (File No. 1-6544).
4(f) Second Supplemental Indenture, dated as of May 1,
1996, between Sysco Corporation and First Union Bank
of North Carolina, Trustee as amended, incorporated
by reference to Exhibit 4(f) to Form 10-K for the
year ended June 29, 1996 (File No. 1-6544).
4(g) Third Supplemental Indenture, dated as of April 25,
1997, between Sysco Corporation and First Union
National Bank of North Carolina, Trustee incorporated
by reference to Exhibit 4(g) to Form 10-K for the
year ended June 28, 1997 (File No. 1-6544).
4(h) Fourth Supplemental Indenture, dated as of April 25,
1997, between Sysco Corporation and First Union
National Bank of North Carolina, Trustee incorporated
by reference to Exhibit 4(h) to Form 10-K for the
year ended June 28,1997 (File No. 1-6544).
4(i) Fifth Supplemental Indenture, dated as of July 27,
1998 between Sysco Corporation and First Union
National Bank, Trustee incorporated by reference to
Exhibit 4 (h) to Form 10-K for the year ended June
27, 1998 (File No. 1-6554).
4(j)# Agreement and Ninth Amendment to Competitive Advance
and Revolving Credit Facility Agreement dated as of
December 1, 1999.
10(m)+# Sysco Corporation Split Dollar Life Insurance Plan.
10(n)+# Executive Compensation Adjustment Agreement - Bill M.
Lindig.
10(o)+# Executive Compensation Adjustment Agreement - Charles
H. Cotros.
10(p)+# First Amendment to Fifth Amended and Restated Sysco
Corporation Supplemental Executive Retirement Plan
dated effective June 29, 1997.
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10(q)+# First Amendment to Amended and Restated Sysco
Corporation Executive Deferred Compensation Plan
dated effective June 29, 1997.
10(r)+# First Amendment to Sysco Corporation 1995
Management Incentive Plan dated effective June 29,
1997.
15# Letter from Arthur Andersen LLP dated February 10,
2000, re: unaudited interim consolidated financial
statements.
27# Financial Data Schedule
99.1# Press release dated February 14, 2000.
+ Executive Compensation Arrangement pursuant to 601(b)(10)
(iii)(A) of Regulation S-K.
# Filed Herewith
(b) Reports on Form 8-K:
On October 21, 1999, the Company filed a Form 8-K to
attach a press release dated October 20, 1999 announcing
results of operations for the first quarter ended October
2, 1999 (File No. 1-6544).
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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.
SYSCO CORPORATION
(Registrant)
By /s/ JOHN K. STUBBLEFIELD JR.
------------------------------
John K. Stubblefield Jr.
Executive Vice President,
Finance and Administration
Date: February 10, 2000
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EXHIBIT INDEX
NO. DESCRIPTION
- -------- -----------------------------------------------------------------------
3(a) Restated Certificate of Incorporation incorporated by reference to
Exhibit 3(a) to Form 10-K for the year ended June 28, 1997 (File No.
1-6544).
3(b) Bylaws, as amended, incorporated by reference to Exhibit 3(a) to Form
10-K for the year ended July 3, 1999 (File No. 1-6544).
3(c) Form of Amended Certificate of Designation Preferences and Rights of
Series A Junior Participating Preferred Stock, incorporated by
reference to Exhibit 3(c) to Form 10-K for the year ended June 29, 1996
(File No. 1-6544).
3(d)# Certificate of Amendment of Certificate of Incorporation of SYSCO
Corporation to increase authorized shares.
4(a) Sixth Amendment and Restatement of Competitive Advance and Revolving
Credit Facility Agreement dated May 31, 1996, incorporated by reference
to Exhibit 4(a) to Form 10-K in the year ended June 27, 1996 (File No.
1-6544).
4(b) Agreement and Seventh Amendment to Competitive Advance and Revolving
Credit Facility Agreement dated as of June 27, 1997 incorporated by
reference to Exhibit 4(a) to Form 10-K for the year ended June 28, 1997
(File No. 1-6544).
4(c) Agreement and Eighth Amendment to Competitive Advance and Revolving
Credit Facility Agreement dated as of June 22, 1998, incorporated by
reference to Exhibit 4(c) to Form 10-K for the year ended July 3, 1999
(File No. 1-6544).
4(d) Senior Debt, dated as of June 15, 1995, between Sysco Corporation and
First Union National Bank of North Carolina, Trustee, incorporated by
reference to Exhibit 4(a) to Registration Statement on Form S-3 filed
June 6, 1995 (File No. 33-60023).
4(e) First Supplemental Indenture, dated June 27, 1995, between Sysco
Corporation and First Union Bank of North Carolina, Trustee as amended,
incorporated by reference to Exhibit 4(e) to Form 10-K for the year
ended June 29, 1996 (File No. 1-6544).
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NO. DESCRIPTION
- -------- -----------------------------------------------------------------------
4(f) Second Supplemental Indenture, dated as of May 1, 1996, between Sysco
Corporation and First Union Bank of North Carolina, Trustee as amended,
incorporated by reference to Exhibit 4(f) to Form 10-K for the year
ended June 29, 1996 (File No. 1-6544).
4(g) Third Supplemental Indenture, dated as of April 25, 1997, between Sysco
Corporation and First Union National Bank of North Carolina, Trustee
incorporated by reference to Exhibit 4(g) to Form 10-K for the year
ended June 28, 1997 (File No. 1-6544).
4(h) Fourth Supplemental Indenture, dated as of April 25, 1997, between
Sysco Corporation and First Union National Bank of North Carolina,
Trustee incorporated by reference to Exhibit 4(h) to Form 10-K for the
year ended June 28,1997 (File No. 1-6544).
4(i) Fifth Supplemental Indenture, dated as of July 27, 1998 between Sysco
Corporation and First Union National Bank, Trustee incorporated by
reference to Exhibit 4 (h) to Form 10-K for the year ended June 27,
1998 (File No. 1-6554).
4(j)# Agreement and Ninth Amendment to Competitive Advance and Revolving
Credit Facility Agreement dated as of December 1, 1999.
10(m)+# Sysco Corporation Split Dollar Life Insurance Plan.
10(n)+# Executive Compensation Adjustment Agreement - Bill M. Lindig.
10(o)+# Executive Compensation Adjustment Agreement - Charles H. Cotros.
10(p)+# First Amendment to Fifth Amended and Restated Sysco Corporation
Supplemental Executive Retirement Plan dated effective June 29, 1997.
10(q)+# First Amendment to Amended and Restated Sysco Corporation Executive
Deferred Compensation Plan dated effective June 29, 1997.
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10(r)+# First Amendment to Sysco Corporation 1995 Management Incentive Plan
dated effective June 29, 1997.
15# Letter from Arthur Andersen LLP dated February 10, 2000, re: unaudited
interim consolidated financial statements.
27# Financial Data Schedule
99.1# Press release dated February 14, 2000.
+ Executive Compensation Arrangement pursuant to 601(b)(10)(iii)(A) of
Regulation S-K.
# Filed Herewith