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FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended January 28, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ________________to________________
Commission File No. 0-5235
HUGHES SUPPLY, INC.
(Exact name of registrant specified in its charter)
Incorporated in the State I.R.S. EMPLOYER I.D.
of Florida Number 59-0559446
Post Office Box 2273, 20 N. Orange Avenue,
Suite 200, Orlando, FL 32801
(Address of principal executive office)
Registrant's Telephone Number, including area code: 407/841-4755
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
Common Stock ($1.00 Par Value) New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
Common Stock ($1.00 Par Value)
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.
YES [X] NO [ ]
Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. [X]
State the aggregate market value of the voting stock held by
nonaffiliates of the Registrant: $113,454,184 as of March 25, 1994.
Indicate the number of shares outstanding of each of the
Registrant's classes of common stock, as of the latest practicable
date: 5,114,361 shares of common stock ($1.00 par value) as of
March 25, 1994.
DOCUMENTS INCORPORATED BY REFERENCE
List hereunder the following documents if incorporated by reference
and the Part of the Form 10-K into which the document is
incorporated:
Part I - Annual Report to shareholders for fiscal year
ended January 28, 1994 (designated portions).
Part II - Annual Report to shareholders for fiscal year
ended January 28, 1994 (designated portions).
Part III- Proxy Statement dated April 18, 1994 (designated
portions).
Part IV - Annual Report to shareholders for fiscal year
ended January 28, 1994 (designated portions).
PART I
ITEM 1. BUSINESS
(a) General Development of Business
Hughes Supply, Inc. (the "Registrant") was founded as a
general partnership in Orlando, Florida in 1928. The Registrant
was incorporated as a Florida corporation in 1947. As used
throughout this Report, the term "Registrant" shall be deemed to
mean the Registrant and its subsidiaries, except where the context
otherwise indicates.
The Registrant is primarily engaged in the wholesale
distribution of a broad range of materials, equipment and supplies
to the construction industry. Major product lines distributed by the
Registrant include electrical, plumbing, electric utility equipment, building
materials, water and sewer equipment, air conditioning and heating
equipment and pipe, valves and fittings.
The Registrant distributes its product lines through 140
wholesale sales outlets located in Florida and 9 other states
throughout the Southeast. The Registrant operates 53 sales outlets
in Florida, 20 sales outlets in Georgia, 8 sales outlets in
Alabama, and 1 sales outlet in South Carolina under the name of
Hughes Supply, Inc. The subsidiaries of the Registrant operate a
total of 58 sales outlets in Florida, Georgia, North Carolina,
South Carolina, Mississippi, Tennessee, Kentucky, Maryland and
Virginia. In addition to its wholesale sales outlets, the
Registrant and certain of its subsidiaries operate 7 retail
showrooms which offer, principally to retail customers, a variety
of lighting or plumbing fixtures and related accessories. A
current listing of the locations of the wholesale sales outlets and
retail showrooms of the Registrant and its subsidiaries is set
forth as Exhibit 99.1 to this report.
The principal executive offices of the Registrant are located
at 20 North Orange Avenue, Suite 200, Orlando, Florida 32801
(telephone 407-841-4755).
(b) Financial Information About Industry Segments
The Registrant does not engage in significant operations in
more than one industry segment as defined in Statement of Financial
Standards No. 14.
(c) Narrative Description of Business
Products Distributed
The products sold by the Registrant may be classified into the
following seven major product lines:
Electrical fixtures and supplies - electrical supplies,
including wire, cable, cords, boxes, covers, wiring devices,
conduit, raceway duct, safety switches, motor controls, breakers,
panels, fuses and related supplies and accessories, residential,
commercial and industrial electrical fixtures, other special use
fixtures and appliances.
Plumbing, water heaters, fixtures and supplies - plumbing
fixtures and related fittings, residential, commercial and
industrial water heaters, pumps, irrigation equipment and plumbing
accessories and supplies.
Building materials - reinforcing wire, reinforcing bars,
plyform, expansion joints, lumber, doors and related hardware,
masonry and other building materials, home appliances, carpenters',
electricians' and plumbers' tools and other tools and equipment for
the mechanical and building trades.
Electric utility supplies - transformers, conductor cable,
insulators, prestressed concrete transmission and distribution
poles, and other electric utility supplies and related hardware,
accessories and tools.
Air conditioning and heating - air conditioning and heating
equipment, furnaces, heaters, heat pumps, condensing units, duct,
pipe, fittings, registers, grills, freon, insulation and other
refrigeration equipment and supplies.
Water and sewer supplies - water works and industrial
supplies, including large diameter plastic (PVC) and cast iron
pipe, fire hydrants, water meters, valves and related hardware and
accessories.
Pipe, valves and fittings - mechanical and weld pipe, valves
and related fittings, fire protection systems and supplies, high
performance valves and specialty pipe.
There has been no significant change in the nature of the
products sold by the Registrant during the last five years.
Marketing
In recent years the Registrant's marketing plan has led to the
expansion of the geographic markets served by the Registrant, as
well as the expansion of its product lines. The following table
illustrates, by company, the expansion achieved through
acquisitions over the last five fiscal years.
Method of Date of Number of State(s) of Company's Major
Acquired Company Acquisition Acquisition Locations Operation Product Lines
- -------------------- ------------- -------------- --------- ----------- ---------------------------------
Hughes-Bradley 21% equity November, 1987 1 Georgia Heating and air conditioning
Supply, Inc. (1) purchase equipment and supplies,
plumbing fixtures and supplies
Purchase June, 1989 4 Alabama electrical fixtures and
completed supplies
Atlanta branches (2) Purchase March, 1989 2 (3) Georgia Electrical fixtures and supplies
Tri Plumbing Purchase August, 1989 2 (5) Maryland Plumbing fixtures and supplies
Supply, Inc. (4)
Virginia branch (6) Purchase June, 1993 1 Virginia Plumbing fixtures and supplies
Georgia and Florida Purchase June, 1993 3 Georgia Electrical and electric
branches (7) 1 Florida utility equipment and supplies
Electrical Pooling June, 1993 1 Georgia Electrical fixtures and supplies
Distributors, Inc.
Alabama Water Works Purchase July, 1993 2 Alabama Water and sewer equipment
Supply, Inc. and supplies
Florida branches (8) Purchase December, 1993 2 Florida Building materials
Swaim Supply Pooling January, 1994 6 North Carolina Plumbing fixtures and supplies,
Company, Inc. heating and air conditioning
2 Virginia equipment and supplies
(1) Merged into the Registrant on August 31, 1990.
(2) Facilities acquired in purchase of assets from Summers Electric Company.
(3) Sales outlets closed during fiscal year ended January 25, 1991.
(4) Merged into USCO Incorporated on December 31, 1992.
(5) One sales outlet closed during fiscal year ended January 29, 1993.
(6) Facility in Falls Church, Virginia aquired in purchase of assets from
Capitol Hydronic Supply Company, Inc. Sales outlet relocated to
Arlington, Virginia.
(7) Facilities acquired in Macon, Georgia and Tallahassee, Florida in
purchase of assets from Causey Electrical Supply Company, Causey
Utility Supply Co. and Macon Lighting Center, Inc.
(8) Facilities acquired in purchase of assets from Hausman Corporation.
In addition to expansion through acquisition, the Registrant
has increased its geographic market area by opening new sales
outlets in Jacksonville, Kissimmee, Lady Lake, Ft. Myers, Tampa,
West Palm Beach, Naples, and Auburndale, Florida, in Tifton,
Hartsfield, Alpharetta, and LaGrange, Georgia, in Hickory,
Wilmington and Greensboro, North Carolina, in Dothan and Mobile,
Alabama, in Anderson, South Carolina and in Memphis, Tennessee
during the past five years. During the past year, the Registrant
also discontinued the operation of certain of its sales outlets in
Hickory, North Carolina, Warner Robins, Georgia and Winter Park,
Florida, which were operating unprofitably in areas which could be
served by others of its sales outlets.
Each of the Registrant's sales outlets handles one or more of
the Registrant's product lines. Sales are made primarily to
contractors, electric utilities, municipalities and industrial
accounts. The Registrant employs approximately 300 outside sales
representatives who call on customers and who also work with
architects, engineers and manufacturers' representatives when major
construction projects are involved. For each outside sales
representative, there are generally two inside account executives
who expedite orders, deliveries, quotations, and requests for
pricing. Most orders are taken by telephone, and materials are
delivered by Registrant-owned trucks to the customer's office or
job site.
The Registrant's wholesale and retail outlets are sales and
distribution points for the products sold by the Registrant. Each
sales outlet operates as a separate profit center with its own
sales force. Each is managed by its own manager, who is directly
responsible for customer relations, the hiring and promotion of
personnel, purchasing, sales, the maintenance of adequate inventory
levels, and cost control for the particular sales outlet.
Day to day operations of the sales outlets are the
responsibility of the respective managers, but major decisions
affecting Registrant policy, facilities or capital outlay are
reviewed by the Registrant's executive officers. Purchasing agents
generally make use of a computerized perpetual inventory system to
monitor stock levels, while central distribution centers in
Orlando, Florida, College Park, Georgia and Monroe, North Carolina
provide purchasing assistance. The Hughes Supply, Inc. general
accounting, customer billing, inventory, and accounts payable
systems are processed at the Registrant's central computer facility
in Orlando, Florida, with such processing generally handled by
discrete systems at the subsidiaries.
Over 45,000 wholesale customers are presently served by the
Registrant, and no single customer accounts for more than 2% of
total sales annually. Orders for larger construction projects
normally require long-term delivery schedules throughout the period
of construction, which in some cases may continue for several
years. The substantial majority of customer orders are shipped out
of inventory on hand. Some items are manufactured to customer
specifications and require special ordering. Additionally, some
large volume orders are shipped directly to the customer from the
manufacturer.
Sources of Supply
All products sold by the Registrant are purchased from other
manufacturers and suppliers. The Registrant regularly purchases
from over 6,000 outside manufacturers and suppliers, no single one
of which accounted for more than 6% of the Company's total
purchases during the fiscal year ended January 28, 1994.
Inventories
The Registrant is a wholesale distributor of construction
materials, which maintains significant inventories to meet rapid
delivery requirements and to assure itself of a continuous
allotment of goods from suppliers. As of January 28, 1994,
inventories constituted approximately 36% of the Registrant's total
assets.
Competition
There is strong competition throughout the marketing areas
served by the Registrant in each product line the Registrant
distributes. The main sources of competition are other
wholesalers, manufacturers who sell certain lines directly to
contractors and, to a limited extent, retailers in the markets for
plumbing, electrical fixtures and supplies, building materials and
contractor's tools. Management believes that the Registrant, on
the basis of its total sales, is the largest wholesale distributor
of its range of products in the Southeast. The principal
competitive factors in the Registrant's business are availability
of material, technical product knowledge as to application and
usage, advisory and other service capabilities and pricing of
products.
Compliance With Environmental Protection Provisions
The Registrant accrued approximately $675,000 as an operating
expense in the fiscal year ended January 31, 1992, for estimated
future costs of removing underground fuel storage tanks and
environmental clean-up costs to comply with federal, state and
local laws and regulations for the protection of the environment.
The Registrant does not expect any additional material expenses in
future years associated with fuel storage tanks. Information with
respect to this matter is also included in Management's Discussion
and Analysis of Financial Condition and Results of Operations on
pages 24 and 25 of the Annual Report to shareholders for the fiscal
year ended January 28, 1994, a copy of which is filed as an exhibit
to this report and the cited portion of which is incorporated
herein by reference.
Employees
The Registrant had a total of approximately 2,350 employees as
of January 28, 1994, consisting of approximately 20 executives, 450
managers, 750 sales personnel and 1,130 other employees, including
truck drivers, warehouse personnel, office and clerical workers.
The Registrant's work force has increased by approximately 13%
compared to the prior year in response to increased sales volume as
well as the result of business acquisitions during the current
year.
(d) Financial Information about Foreign and Domestic
Operations and Export Sales
The Registrant does not engage in material operations or
derive a material portion of its sales or revenues from customers
in foreign countries.
ITEM 2. PROPERTIES
The Registrant leases approximately 21,000 square feet of an
office building in Orlando, Florida for its headquarters. In
addition, the Registrant owns or leases 54 sales outlets in
Florida, 22 sales outlets in Georgia, 20 sales outlets in North
Carolina, 10 sales outlets in South Carolina, 11 sales outlets in
Mississippi, 9 sales outlets in Tennessee, 8 sales outlets in
Alabama, 2 sales outlets in Kentucky, 3 sales outlets in Virginia
and 1 sales outlet in Maryland. The typical sales outlet consists
of a combined office and warehouse facility ranging in size from
3,000 to 40,000 square feet, with a paved parking and storage area.
The Registrant also operates a computer center, three central
distribution warehouses, and a garage and trucking terminal. The
Registrant's subsidiary corporate office locations are set forth on
page 28 of the Annual Report to shareholders for the fiscal year
ended January 28, 1994, a copy of which is filed as an exhibit to
this report and the cited portion of which is incorporated herein
by reference.
Additional information regarding owned and leased properties
of the Registrant is set forth as Exhibit 99.1 to this report and
in Note 6 of the Notes to Consolidated Financial Statements on
pages 21 and 22 of the Annual Report to shareholders for the fiscal
year ended January 28, 1994, a copy of which is filed as an exhibit
to this report and the cited portion of which is incorporated
herein by reference.
ITEM 3. LEGAL PROCEEDINGS
There are no material pending legal proceedings to which the
Registrant or its subsidiaries is a party or of which the property
of either the Registrant or its subsidiaries is the subject which
are required to be reported in response to this item.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter was submitted to a vote of the Registrant's security
holders during the fourth quarter of the fiscal year ended January
28, 1994.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
Information with respect to the principal market for the
Registrant's common stock, stock prices and dividend information is
set forth under the captions "Shareholder Information" and "Market
Price and Dividend Data" on page 28 and page 3, respectively, of
the Annual Report to shareholders for the fiscal year ended January
28, 1994, a copy of which is filed as an exhibit to this report and
the cited portion of which is incorporated herein by reference.
ITEM 6. SELECTED FINANCIAL DATA
"Selected Financial Data" is set forth on pages 26 and 27 of
the Registrant's Annual Report to shareholders for the fiscal year
ended January 28, 1994, a copy of which is filed as an exhibit to
this report and the cited portion of which is incorporated herein
by reference.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
"Management's Discussion and Analysis of Financial Condition
and Results of Operations" is set forth on pages 24 and 25 of the
Registrant's Annual Report to shareholders for the fiscal year
ended January 28, 1994, a copy of which is filed as an exhibit to
this report and the cited portion of which is incorporated herein
by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
(a) Financial Statements
The financial statements filed with this report are set forth
in the "Index to Consolidated Financial Statements and Schedules"
following Part IV hereof.
(b) Selected Quarterly Data
"Selected Quarterly Financial Data" is set forth on page 3 of
the Registrant's Annual Report to shareholders for the fiscal year
ended January 28, 1994, a copy of which is filed as an exhibit to
this report and the cited portion of which is incorporated herein
by reference.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
The Registrant has not had any change in, or disagreement with
its accountants or reportable event which is required to be
reported in response to this item.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
(a) Identification of Directors
Information with respect to Directors of the Registrant is set
forth under "Directors and Nominees for Election as Directors of
the Company" and "Family Relationships Between Certain Directors"
on pages 2 through 5 and page 9, respectively, of the Registrant's
Proxy Statement dated April 18, 1994, which has been filed with the
Commission by the Registrant under Regulation 14A and the cited
portion of which is incorporated herein by reference.
(b) Identification of Executive Officers
Information with respect to Executive Officers of the
Registrant is set forth under "Executive Officers" on page 11 and,
with respect to Executive Officers who are also Directors is also
set forth under the captions referred to in paragraph (a) above of
this Item 10 on pages 2 through 5 and page 9 of the Registrant's
Proxy Statement dated April 18, 1994, which has been filed with the
Commission by the Registrant under Regulation 14A and the cited
portions of which are incorporated herein by reference.
(c) Compliance with Section 16(a) of the Securities Exchange Act of 1934
The information required by Item 405 of Regulation S-K is furnished
under the caption "Compliance with Section 16(a) of the Securities Exchange
Act of 1934" on page 22 of the Registrant's Proxy Statement dated April 18,
1994, which has been filed with the Commission under Regulation 14A and the
cited portion of which is incorporated herein by reference.
ITEM 11. EXECUTIVE COMPENSATION
Information with respect to executive compensation is set
forth under the caption "Executive Compensation and Other
Information" on pages 11 through 18 of the Registrant's Proxy
Statement dated April 18, 1994. Except as hereinafter set forth,
such information is deemed to have been filed with the Commission
as a part of such Proxy Statement and is incorporated by reference
herein. Notwithstanding anything to the contrary set forth in the
Company's previous filings under the Securities Act of 1933, as
amended (the "33 Act"), or the Securities Exchange Act of 1934, as
amended (the "34 Act"), that might incorporate future filings
including the Proxy Statement or this Report on Form 10-K, the
"Compensation Committee Report on Executive Compensation" on pages
12 through 14 and the section captioned "Shareholder Return" on
page 19 of the Proxy Statement are specifically excluded
from the portions of the Proxy Statement incorporated by reference
herein or into any other filing under the 33 Act or the 34 Act.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
Information as of March 25, 1994, or as of December 31, 1993,
with respect to persons known to management of the Registrant to be
the beneficial owners of more than 5% of the outstanding common
stock of the Registrant and information with respect to the
security ownership of management of the Registrant is set forth
under the captions "Ownership of Securities by Certain Beneficial
Owners" on pages 5 through 7 and "Ownership of Securities by Certain
Directors and Officers" on pages 8 and 9 of the Registrant's Proxy
Statement dated April 18, 1994, filed with the Commission pursuant
to Regulation 14A, and such information is incorporated herein by
reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Information with respect to certain relationships and related
transactions is set forth under the caption "Certain Transactions
with Management" on pages 20 through 22 of the Registrant's Proxy
Statement dated April 18, 1994, which has been filed with the
Commission pursuant to Regulation 14A and the cited portion of
which is incorporated herein by reference.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM
8-K
(a) Financial Statements and Financial Statement Schedules
Financial statements and financial statement schedules required
to be filed by item 8 of this Form 10-K are listed in a separately
designated section submitted below. Exhibits are listed in
subparagraph (c) below.
(b) Reports on Form 8-K
There were no reports on Form 8-K filed during the quarter ended
January 28, 1994.
(c) Exhibits Filed
A substantial number of the exhibits referred to below are
indicated as having been previously filed as exhibits to other reports
under the Securities and Exchange Act of 1934 or as exhibits to
registration statements under the Securities Act of 1933. Such
previously filed exhibits are incorporated by reference in this Form
10-K. Exhibits not incorporated by reference herein are filed with
this report.
(2) Plan of acquisition, reorganization, arrangement,
liquidation or succession. Not applicable.
(3) Articles of incorporation and by-laws.
3.1 Restated Articles of Incorporation (January 24,
1989), filed as Exhibit 3.1 to Form 10-K for the
fiscal year ended January 27, 1989.
3.2 Composite By-Laws, as amended, filed as Exhibit
3.2 to Form 10-K for the fiscal year ended
January 27, 1989.
(4) Instruments defining the rights of security holders,
including indentures.
4.1 Specimen Stock Certificate representing shares of
the Registrant's common stock, $1,00 par value,
filed as Exhibit 4.2 to Form 10-Q for the quarter
ended October 31, 1984.
4.2 Trust Indenture dated May 1, 1986 between the
Registrant and J. Henry Schroder Bank & Trust
Company, as Trustee for the holders of the 7%
Convertible Subordinated Debentures, filed as
Exhibit 4(b) to Registration No. 33-4714.
4.3 Specimen Copy of Certificate representing 7%
Convertible Subordinated Debenture, filed as
Exhibit 4(c) to Registration No. 33-4714.
4.4 Resolution Approving and Implementing Shareholder
Rights Plan filed as Exhibit 4.4 to Form 8-K
dated May 17, 1988.
(9) Voting trust agreement. Not applicable.
(10) Material contracts.
10.1 Lease Agreements with Hughes, Inc.
(a) Orlando Trucking, Garage and Maintenance
Operations dated December 1, 1971, filed as
Exhibit 13(n) to Registration No. 2-43900.
Letter dated April 15, 1992 extending lease
from month to month, filed as Exhibit 10.1(a)
to Form 10-K for the fiscal year ended
January 31, 1992.
(b) Leases effective March 31, 1988, filed as
Exhibit 10.1 (c) to Form 10-K for the
fiscal year ended January 27, 1989.
Sub-Item Property
(1) Clearwater
(2) Daytona Beach
(3) Fort Pierce
(4) Lakeland
(5) Lakeland - Lightstyle
(6) Leesburg
(7) Orlando Electrical Operation
(8) Orlando Plumbing Operation
(9) Orlando Utility Warehouse
(10) St. Petersburg
(11) Sarasota
(12) Venice
(13) Winter Haven
(c) Lease amendment letter between Hughes, Inc. and the
Registrant, dated December 1, 1986, amending
Orlando Truck Operations Center and Maintenance
Garage lease, filed as Exhibit 10.1(i) to Form
10-K for the fiscal year ended January 30, 1987.
(d) Lease agreement dated June 1, 1987, between
Hughes, Inc. and the Registrant, for additional
Sarasota property, filed as Exhibit 10.1(j) to Form
10-K for the fiscal year ended January 29,
1988.
(e) Leases dated March 11, 1992, filed as Exhibit
10.1(e) to Form 10-K for the fiscal year ended
January 31, 1992.
Sub-Item Property
(1) Tallahassee Electrical Operation
(2) Gainesville Electrical Operation
(3) Valdosta Electrical Operation
10.2 Hughes Supply, Inc. 1988 Stock Option Plan filed
as Exhibit A to Prospectus included in Registration
No. 33-26468.
10.3 Form of Supplemental Executive Retirement Plan
Agreement entered into between the Registrant and
eight of its executive officers, filed as Exhibit
10.6 to Form 10-K for fiscal year ended
January 30, 1987.
10.4 Directors' Stock Option Plan filed as Exhibit A
to Prospectus included in Registration No.
33-33701.
10.5 Asset Purchase Agreement with Accord Industries
Company, dated October 9, 1990, for sale of
Registrant's manufacturing operations, filed as
Exhibit 10.7 to Form 10-K for fiscal year ended
January 25, 1991.
10.6 Lease Agreement dated June 30, 1993 between Donald C.
Martin and Electrical Distributors, Inc.
10.7 Consulting Agreement dated June 30, 1993 between
Hughes Supply, Inc. and Donald C. Martin.
(11) Statement re computation of per share earnings.
11.1 Summary schedule of earnings per share
calculation.
(12) Statement re computation of ratios. Not applicable.
(13) Annual report to security holders, Form 10-Q or
quarterly report to security holders.
13.1 Information incorporated by reference into
Form 10-K from the Annual Report to shareholders
for the fiscal year ended January 28, 1994.
(16) Letter re change in certifying accountant. Not
applicable.
(18) Letter re change in accounting principles. Not
applicable.
(21) Subsidiaries of the Registrant.
21.1 Subsidiaries of the Registrant.
(22) Published report regarding matters submitted to vote
of Security holders. Not applicable.
(23) Consents of experts and counsel.
23.1 Consent of independent accountants.
(24) Power of attorney. Not applicable.
(27) Financial data schedule. Not applicable.
(28) Information from reports furnished to state insurance
regulatory authorities. Not applicable.
(99) Additional exhibits.
99.1 Location of facilities.
(d) Financial Statement Schedules
Financial statements and financial statement schedules required
by Regulation S-X which are excluded from the annual report to
shareholders by Rule 14a-3(b). Not Applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Report to
be signed on its behalf by the undersigned, thereunto duly authorized.
HUGHES SUPPLY, INC.
By: /s/ David H. Hughes
David H. Hughes, Chairman of
the Board and Chief Executive
Officer
/s/ J. Stephen Zepf
J. Stephen Zepf, Treasurer,
Chief Financial Officer,
Chief Accounting Officer
Date: April 22, 1994
Pursuant to the requirements of the Securities Exchange Act of 1934,
this Report has been signed below by the following persons on behalf
of the Registrant and in the capacities and on the dates indicated.
/s/ David H. Hughes /s/ Robert N. Blackford
David H. Hughes Robert N. Blackford
April 22, 1994 April 22, 1994
(Director) (Director)
/s/ Clifford M. Hames /s/ Vincent S. Hughes
Clifford M. Hames Vincent S. Hughes
April 22, 1994 April 22, 1994
(Director) (Director)
/s/ Herman B. McManaway
Russell V. Hughes Herman B. McManaway
April 22, 1994 April 22, 1994
(Director) (Director)
/s/ John B. Ellis /s/ A. Stewart Hall, Jr
John B. Ellis A. Stewart Hall, Jr.
April 22, 1994 April 22, 1994
(Director) (Director)
/s/ Donald C. Martin /s/ John D. Baker, II
Donald C. Martin John D. Baker, II
April 22, 1994 April 22, 1994
(Director) (Director)
HUGHES SUPPLY, INC.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES
The following consolidated financial statements of the
Registrant and its subsidiaries included in the Annual
Report of the Registrant to its shareholders for the year
ended January 28, 1994, a copy of which is filed herewith,
are incorporated by reference:
Annual
Report
Page
Consolidated Statements of Operations
for the years ended January 28, 1994,
January 29, 1993 and January 31, 1992 14
Consolidated Balance Sheets as of
January 28, 1994 and January 29, 1993 15
Consolidated Statements of Shareholders'
Equity for the years ended January 28,
1994, January 29, 1993 and January 31, 1992 16
Consolidated Statements of Cash Flows for
the years ended January 28, 1994, January
29, 1993 and January 31, 1992 17
Notes to Consolidated Financial Statements 18
Report of Independent Accountants 23
All other financial statements and schedules have been
omitted as they are either not applicable, not required or
the information is given in the financial statements or
related notes.
INDEX OF EXHIBITS FILED WITH THIS REPORT
10.6 Lease Agreement dated June 30, 1993 between Donald C.
Martin and Electrical Distributors, Inc.
10.7 Consulting Agreement dated June 30, 1993 between Hughes
Supply, Inc. and Donald C. Martin.
11.1 Computation of per share earnings.
13.1 Information incorporated by reference into Form 10-K
from the Annual Report to shareholders for fiscal year
ended January 28, 1994.
21.1 Subsidiaries of the Registrant.
23.1 Consent of Coopers & Lybrand.
99.1 Location of facilities.