1
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 December 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number 1-6544
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
----- -----
669,085,434 shares of common stock were outstanding as of January 26, 2001.
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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 1, 2000,
consolidated balance sheet which was taken from the audited financial
statements included in the Company's Fiscal 2000 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 2000 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(a).
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SYSCO CORPORATION and its Consolidated Subsidiaries
CONSOLIDATED BALANCE SHEETS
(In Thousands Except for Share Data)
Dec. 30, 2000 July 1, 2000 Jan. 1, 2000
------------- ------------ ------------
(Unaudited) (Audited) (Unaudited)
ASSETS
Current assets
Cash $ 117,506 $ 159,128 $ 95,851
Accounts and notes receivable, less
allowances of $48,390, $27,628 and $38,903 1,567,018 1,519,038 1,444,083
Inventories 1,021,084 937,899 961,846
Deferred taxes 81,666 72,041 43,243
Prepaid expenses 43,188 45,109 31,075
---------- ---------- ----------
Total current assets 2,830,462 2,733,215 2,576,098
Plant and equipment at cost, less depreciation 1,404,459 1,344,693 1,265,320
Goodwill and intangibles, less amortization 518,574 503,039 403,621
Other assets 234,823 233,008 173,424
---------- ---------- ----------
Total other assets 753,397 736,047 577,045
---------- ---------- ----------
Total assets $4,988,318 $4,813,955 $4,418,463
========== ========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Notes payable $ 26,116 $ 31,109 $ 13,273
Accounts payable 1,197,479 1,186,721 1,060,440
Accrued expenses 574,660 527,233 456,820
Accrued income taxes 14,769 17,914 3,422
Current maturities of long-term debt 22,863 19,958 20,833
---------- ---------- ----------
Total current liabilities 1,835,887 1,782,935 1,554,788
Long-term debt 1,069,355 1,023,642 1,132,976
Deferred taxes 243,496 245,810 229,247
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
765,174,900 shares and 382,587,450 shares 765,175 382,587 382,587
Paid-in capital 16,261 76,967 35,255
Retained earnings 2,242,270 2,332,238 2,165,683
---------- ---------- ----------
3,023,706 2,791,792 2,583,525
Less cost of treasury stock, 101,426,852,
51,102,663 and 53,032,124 shares 1,184,126 1,030,224 1,082,073
---------- ---------- ----------
Total shareholders' equity 1,839,580 1,761,568 1,501,452
---------- ---------- ----------
Total liabilities and shareholders' equity $4,988,318 $4,813,955 $4,418,463
========== ========== ==========
Note: The July 1, 2000 balance sheet has been taken from the audited financial
statements at that date. Share information has been adjusted for the 2-for-1
stock split on December 15, 2000.
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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
------------------------------ ------------------------------
Dec. 30, 2000 Jan. 1, 2000 Dec. 30, 2000 Jan. 1, 2000
------------- ------------- ------------- -------------
Sales $ 10,650,704 $ 9,308,569 $ 5,290,530 $ 4,651,535
Costs and expenses
Cost of sales 8,573,771 7,565,198 4,250,987 3,771,998
Operating expenses 1,583,171 1,369,662 795,674 695,418
Interest expense 35,435 34,624 18,034 16,680
Other, net (587) 1,565 46 1,754
------------- ------------- ------------- -------------
Total costs and expenses 10,191,790 8,971,049 5,064,741 4,485,850
------------- ------------- ------------- -------------
Earnings before income taxes 458,914 337,520 225,789 165,685
Income taxes 175,535 129,945 86,364 63,789
------------- ------------- ------------- -------------
Earnings before cumulative
effect of accounting change 283,379 207,575 139,425 101,896
Cumulative effect of accounting
change -- (8,041) -- --
Net earnings $ 283,379 $ 199,534 $ 139,425 $ 101,896
============= ============= ============= =============
Earnings before accounting change:
Basic earnings per share $ 0.43 $ 0.32 $ 0.21 $ 0.16
============= ============= ============= =============
Diluted earnings per share $ 0.42 $ 0.31 $ 0.21 $ 0.15
============= ============= ============= =============
Cumulative effect of accounting change:
Basic earnings per share $ -- $ (0.01) $ -- $ --
============= ============= ============= =============
Diluted earnings per share $ -- $ (0.01) $ -- $ --
============= ============= ============= =============
Net earnings:
Basic earnings per share $ 0.43 $ 0.30 $ 0.21 $ 0.16
============= ============= ============= =============
Diluted earnings per share $ 0.42 $ 0.30 $ 0.21 $ 0.15
============= ============= ============= =============
Average shares outstanding 664,070,815 657,403,438 664,089,758 656,956,410
============= ============= ============= =============
Diluted shares outstanding 675,428,912 667,372,268 675,760,002 667,088,036
============= ============= ============= =============
Dividends paid per common share $ 0.12 $ 0.10 $ 0.06 $ 0.05
============= ============= ============= =============
Note: All share information has been adjusted for the 2-for-1 stock split on
December 15, 2000.
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SYSCO CORPORATION and its Consolidated Subsidiaries
CONSOLIDATED CASH FLOWS (Unaudited)
(In Thousands)
26 - Week Period Ended
-----------------------------
Dec. 30, 2000 Jan. 1, 2000
------------- ------------
Operating activities:
Net earnings $ 283,379 $ 199,534
Add non-cash items:
Cumulative effect of accounting change -- 8,041
Depreciation and amortization 118,950 106,932
Deferred tax (benefit) (12,016) (14,538)
Provision for losses on accounts receivable 16,472 13,052
Additional investment in certain assets and liabilities,
net of effect of businesses acquired:
(Increase) in receivables (57,345) (93,478)
(Increase) in inventories (78,315) (95,694)
Decrease (increase) in prepaid expenses 2,083 (961)
Increase in accounts payable 4,713 31,037
Increase in accrued expenses 45,960 79,605
(Decrease) increase in accrued income taxes (3,145) 1,762
(Increase) in other assets (7,546) (29,708)
--------- ---------
Net cash provided by operating activities 313,190 205,584
--------- ---------
Investing activities:
Additions to plant and equipment (159,357) (126,319)
Sales and retirements of plant and equipment 2,549 6,727
Acquisition of businesses, net of cash acquired (4,136) (69,218)
--------- ---------
Net cash used for investing activities (160,944) (188,810)
--------- ---------
Financing activities:
Bank and commercial paper borrowings 42,858 135,219
Other debt (repayments) (4,475) (281)
Common stock reissued from treasury 47,410 31,277
Treasury stock purchases (199,615) (170,522)
Dividends paid (80,046) (65,919)
--------- ---------
Net cash used for financing activities (193,868) (70,226)
--------- ---------
Net (decrease) in cash (41,622) (53,452)
Cash at beginning of period 159,128 149,303
--------- ---------
Cash at end of period $ 117,506 $ 95,851
========= =========
Supplemental disclosures of cash flow information:
Cash paid during the
period for:
Interest $ 35,432 $ 34,556
Income taxes 187,977 129,051
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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 2000 Annual Report on Form 10-K remains
applicable, other than the items described below. All share information
has been adjusted for the 2-for-1 stock split on December 15, 2000, as
applicable.
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 160,000,000 shares of common stock.
The Board of Directors authorized the repurchase of an additional
16,000,000 shares in July 1999. Under this authorization, 16,000,000
shares were purchased through December 30, 2000, including 7,563,200
shares bought in the first two quarters of Fiscal 2001. The increase in
treasury stock purchases in the period ended December 30, 2000 primarily
reflects shares repurchased for acquisitions. In November 2000, the
Board authorized the repurchase of an additional 16,000,000 shares.
As of December 30, 2000, SYSCO's borrowings under its commercial paper
program were $298,058,000. Such borrowings were $373,371,000 as of
January 27, 2001. During the 26-week period ended December 30, 2000,
commercial paper and short-term bank borrowings ranged from
approximately $157,631,000 to approximately $395,745,000.
Long-term debt to capitalization ratio was 36.8% at December 30, 2000,
within the Company's 35% to 40% targeted ratio. The long-term
debt-to-capitalization ratio may from time to time exceed the target
range in order to take advantage of acquisition and internal growth
opportunities. The ratio may also fall below the target range due to
strong cash flow from operations and relatively low share repurchases.
On November 28, 2000, the Company filed with the Securities and Exchange
Commission a shelf registration covering 15,000,000 shares of common
stock to be issued from time to time in connection with acquisitions.
No shares can be issued in connection with additional acquisitions under
the Company's shelf registration filed on February 10, 2000.
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Results of Operations
Sales increased 14.4% during the 26 weeks and 13.7% in the second
quarter of Fiscal 2001 over comparable periods of the prior year. Cost
of sales also increased 13.3% during the 26 weeks and 12.7% in the
second quarter of Fiscal 2001. Real sales growth for the 26 weeks of
Fiscal 2001 was 7.9% after eliminating the effects of 4.9% due to
acquisitions and a 1.6% inflation in food costs, due primarily to higher
costs for fresh and frozen meat and paper and disposables. Real sales
growth for the quarter was 7.6% after adjusting for a 4.6% increase due
to acquisitions and 1.5% for food cost inflation primarily due to higher
costs for paper and disposables and produce.
Operating expenses for the periods presented remained approximately the
same as a percent of sales.
Interest expense in Fiscal 2000 included interest income in the amount
of $3,000,000 related to a Federal income tax refund on an amended
return. After adjusting for this refund, interest expense in the current
Fiscal 2001 periods decreased from the prior periods, primarily due to
decreased borrowings.
Income taxes for the periods presented reflect an effective rate of
38.25% this year compared to 38.5% last year.
Pretax earnings and net earnings for the 26 weeks, before the accounting
change, increased 36.0% and 36.5%, respectively, over the prior year.
Pretax earnings and net earnings for the 13 weeks increased 36.3% and
36.8%, 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 territorial street
customers and increasing sales of SYSCO brand products, both of which
generate higher margins.
Basic and diluted earnings per share increased 34.4% and 35.5%,
respectively, for the 26 weeks, before the accounting change, and 31.3%
and 40.0%, respectively, for the quarter. The increases were caused by
the factors discussed above.
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The following table sets forth the computation of basic and diluted net earnings
per share:
26-Week Period Ended 13-Week Period Ended
---------------------------- ---------------------------
Dec. 30, 2000 Jan. 1, 2000 Dec. 30, 2000 Jan. 1, 2000
------------- ------------ ------------- ------------
Numerator:
Numerator for basic earnings per share --
income available to common shareholders $283,379,000 $199,534,000 $139,425,000 $101,896,000
============ ============ ============ ============
Denominator:
Denominator for basic earnings per share --
weighted-average shares 664,070,815 657,403,438 664,089,758 656,956,410
Effect of dilutive securities:
Employee and director stock options 11,358,097 9,968,830 11,670,244 10,131,626
------------ ------------ ------------ ------------
Denominator for diluted earnings per share --
adjusted for weighted-average shares 675,428,912 667,372,268 675,760,002 667,088,036
============ ============ ============ ============
Basic earnings per share $ 0.43 $ 0.30 $ 0.21 $ 0.16
============ ============ ============ ============
Diluted earnings per share $ 0.42 $ 0.30 $ 0.21 $ 0.15
============ ============ ============ ============
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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
Georgia based distributor 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. In January 2000, SYSCO acquired Watson
Foodservice Inc., a broadline foodservice distributor located in
Lubbock, Texas. In March 2000, SYSCO acquired FreshPoint Inc., a North
America based distributor of produce.
In December 2000, SYSCO acquired North Douglas Distributors, Ltd., a
broadline foodservice distributor operating on Vancouver Island, British
Columbia and Albert M. Briggs Company, a specialty meat distributor in
Washington, D.C.
The transactions were accounted for using the purchase method of
accounting and the accompanying financial statements for the 13 weeks
and 26 weeks ended December 30, 2000 and 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 consolidated operating results or financial position from
these transactions.
The purchase price was allocated to the net assets acquired based on the
estimated fair value at the date of acquisition. The balances included
in the Consolidated Balance Sheets related to acquisitions are based
upon preliminary information and are subject to change when final asset
and liability valuations are obtained. Material changes to the
preliminary allocations are not anticipated by management.
Subsequent Events
On January 16, 2001, SYSCO acquired certain operations of the Freedman
Companies, a specialty meat supplier based in Houston, Texas.
On January 22, 2001, SYSCO entered into a definitive merger agreement
and plan of reorganization pursuant to which SYSCO will acquire Guest
Supply, Inc., through an exchange offer followed by a merger. Guest
Supply is a specialty distributor to the lodging industry headquartered
in Monmouth Junction, New Jersey.
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New Accounting Pronouncements
In the first quarter of Fiscal 2001, SYSCO adopted SFAS No. 133,
"Accounting for Derivative Instruments and Hedging Activities." The
adoption of SFAS No. 133 did not have a significant effect on SYSCO's
consolidated results of operations or financial position.
In December 1999, the Securities and Exchange Commission staff released
Staff Accounting Bulletin (SAB) No. 101, "Revenue Recognition." SAB 101
provides guidance on the recognition, presentation and disclosure of
revenue in financial statements. SYSCO is required to and will adopt SAB
101 in the fourth quarter of fiscal 2001 and believes that adoption will
not have a significant effect on its consolidated results of operations
or financial position.
In September 2000, the FASB issued its final consensus on Emerging
Issues Task Force Issue No. 00-10 "Accounting for Shipping and Handling
Fees and Costs" (EITF 00-10). SYSCO is required to and will adopt EITF
00-10 in the fourth quarter of Fiscal 2001 and believes that adoption
will not have a significant effect on SYSCO's consolidated results of
operations or financial position.
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
December 30, 2000 the Company had outstanding $298,058,000 of commercial
paper at variable rates of interest with maturities through March 14,
2001. The Company's remaining long-term debt obligations of $771,297,000
were primarily at fixed rates of interest. Because a relatively small
portion of the Company's long-term debt bears interest at variable
rates, SYSCO has no significant cash flow exposure due to interest rate
changes for long-term debt obligations.
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Forward-Looking Statements
Certain statements made herein are forward-looking statements under the
Private Securities Litigation Reform Act of 1995. They include
statements regarding potential future repurchases under the share
repurchase program, market risks, the impact of ongoing legal
proceedings, anticipated capital expenditures, and SYSCO's ability to
meet cash requirements while maintaining proper liquidity. These
statements involve risks and uncertainties and are based on management's
current expectations and estimates; actual results may differ
materially. Those risks and uncertainties that could impact these
statements include the risks relating to the foodservice distribution
industry's relatively low profit margins and sensitivity to general
economic conditions; SYSCO's leverage and debt risks; the ultimate
outcome of litigation, and internal factors such as the ability to
control expenses. In addition, share repurchases could be affected by
market prices for the Company's securities 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. For a discussion of additional factors
that could cause actual results to differ from those contained in the
forward-looking statements, see SYSCO's Form 10-K for the fiscal year
ended July 1, 2000 filed with the Securities and Exchange Commission.
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.
On December 7, 2000, in connection with the acquisition by merger of
North Douglas Distributors, Ltd. ("North Douglas"), a subsidiary of
SYSCO issued 376,520 Dividend Access Shares to the former owners of
North Douglas. Each Dividend Access Share is convertible at any time
into one share of SYSCO common stock. The right to convert will expire
on December 7, 2010.
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During the 26 weeks ended December 30, 2000, in connection with certain
acquisitions completed during the fiscal year ended July 1, 2000, and
pursuant to certain escrow or earnout arrangements, the Company issued
the following unregistered, restricted shares to the former owners of
the following companies:
Newport Meat Co., Inc. 32,011 shares
Buckhead Beef Company, Inc. 32,225 shares
Malcolm Meats 11,765 shares
The shares were issued pursuant to the exemption from registration
provided by Section 4 (2) of the Securities Act of 1933, as amended.
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 3,
2000 ("2000 Annual Meeting"). At the 2000 Annual Meeting the following
persons were elected to serve as directors of the Company for three-year
terms: Charles H. Cotros, Jonathan Golden, Thomas E. Lankford and
Richard J. Schnieders.
The terms of the following persons as directors of the Company continued
after the 2000 Annual Meeting: John W. Anderson, Gordon M. Bethune,
Colin T. Campbell, Judith B. Craven, M.D., Frank A. Godchaux III,
Richard G. Merrill, Frank H. Richardson, Phyllis S. Sewell and John F.
Woodhouse. Mr. Bethune subsequently resigned on November 8, 2000.
At the 2000 Annual Meeting, the stockholders voted upon the directors as
noted above and on:
(a) Approval of the SYSCO Corporation 2000 Management Incentive
Plan; and
(b) Approval of the SYSCO Corporation 2000 Stock Incentive Plan.
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The results of such votes were as follows:
NUMBER OF VOTES CAST
-------------------------------------------------------------------
Against/ Broker
Matter Voted Upon For Withheld Abstained Non-Votes
----------------- ----------- --------- --------- ----------
Election as Director:
Charles H. Cotros 267,592,309 2,640,808 N/A N/A
Jonathan Golden 265,870,273 4,362,843 N/A N/A
Thomas E. Lankford 267,393,202 2,839,915 N/A N/A
Richard J. Schnieders 267,619,845 2,613,271 N/A N/A
Approval of 2000 Management
Incentive Plan 221,924,679 13,172,643 1,688,369 33,357,263
Approval of the 2000 Stock
Incentive Plan 170,051,541 65,075,580 1,653,172 33,362,661
Item 5. Other Information
None
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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 May 12, 1999, incorporated by reference to
Exhibit 3(b) to 3(b) 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
increasing authorized shares, incorporated by reference to
Exhibit 3(d) to Form10-Q for the quarter ended January 1, 2000
(File No. 1-6544).
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 for 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 Indenture, 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 National 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 National 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, incorporated by reference to Exhibit 4(j) to Form 10-Q
for the quarter ended January 1, 2000 (File No. 1-6544).
*15(a) Letter from Arthur Andersen LLP dated February 9, 2001,
re: unaudited financial statements.
*15(b) Acknowledgement letter from Arthur Andersen LLP.
------------
* Filed herewith.
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(b) Reports on Form 8-K:
On October 20, 2000, the Company filed a Form 8-K to attach a press release
dated October 18, 2000 announcing results of operations for the 13 weeks
ended September 30, 2000. (File No. 1-6544).
On October 26, 2000, the Company filed a Form 8-K to update the description
of its capital stock. (File No. 1-6544).
On November 6, 2000, the Company filed a Form 8-K to attach a press release
dated November 3, 2000 announcing a two-for-one stock split, an increase in
the quarterly cash dividend and approval of the repurchase of 16 million
shares of the Company's stock. (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
-----------------------------------
John K. Stubblefield, Jr.
Executive Vice President,
Finance and Administration
Date: February 9, 2001
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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 9, 2001
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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 May 12, 1999, incorporated by reference to
Exhibit 3(b) 3(b) 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
increasing authorized shares, incorporated by reference to
Exhibit 3(d) to Form10-Q for the quarter ended January 1, 2000
(File No. 1-6544).
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 for 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).
20
4(d) Senior Debt Indenture, 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 National 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 National 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, incorporated by reference to Exhibit 4(j) to Form 10-Q
for the quarter ended January 1, 2000 (File No. 1-6544).
21
*15(a) Letter from Arthur Andersen LLP dated February 9, 2001,
re: unaudited financial statements.
*15(b) Acknowledgement letter from Arthur Andersen LLP.
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* Filed herewith.