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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED: DECEMBER 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NO. 1-5690
GENUINE PARTS COMPANY
(Exact name of Registrant as specified in its Charter)
GEORGIA 58-0254510
(State of Incorporation) (IRS Employer Identification No.)
2999 CIRCLE 75 PARKWAY, ATLANTA, GEORGIA 30339
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (770) 953-1700.
Securities registered pursuant to Section 12(b) of the Act and the Exchange
on which such securities are registered:
Common Stock, Par Value, $1 Per Share
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
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. [ ]
The aggregate market value of the Registrant's Common Stock (based upon
the closing sales price reported by the New York Stock Exchange and published in
The Wall Street Journal for February 8, 2001) held by non-affiliates as of
February 8, 2001 was approximately $4,386,899,145.
The number of shares outstanding of Registrant's Common Stock, as of
February 8, 2001: 171,987,550
Documents Incorporated by Reference:
- Portions of the Annual Report to Shareholders for the fiscal year ended
December 31, 2000, are incorporated by reference into Parts I and II.
- Portions of the definitive proxy statement for the Annual Meeting of
Shareholders to be held on April 16, 2001 are incorporated by reference
into Part III.
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PART I.
ITEM I. BUSINESS.
Genuine Parts Company, a Georgia corporation incorporated on May 7,
1928, is a service organization engaged in the distribution of automotive
replacement parts, industrial replacement parts, office products and
electrical/electronic materials. In 2000, business was conducted throughout most
of the United States, in Canada and in Mexico from approximately 1,800
locations. As used in this report, the "Company" refers to Genuine Parts Company
and its subsidiaries, except as otherwise indicated by the context; and the
terms "automotive parts" and "industrial parts" refer to replacement parts in
each respective category.
SEGMENT DATA. The following table sets forth various segment data for the fiscal
years 2000, 1999, and 1998 attributable to each of the Company's groups of
products that the Company believes indicate segments of its business. Sales to
unaffiliated customers are the same as net sales.
2000 1999 1998
----------- ----------- -----------
(in thousands)
NET SALES
Automotive Parts $ 4,163,814 $ 4,084,775 $ 3,262,406
Industrial Parts 2,342,686 2,156,134 2,008,789
Office Products 1,336,500 1,218,367 1,122,420
Electrical/Electronic Materials 557,866 522,411 220,417
Other (31,009) (30,865) (26,456)
----------- ----------- -----------
TOTAL NET SALES $ 8,369,857 $ 7,950,822 $ 6,587,576
=========== =========== ===========
OPERATING PROFIT
Automotive Parts $ 381,250 $ 383,830 $ 330,988
Industrial Parts 206,193 186,203 176,456
Office Products 134,343 118,345 113,821
Electrical/Electronic Materials 28,010 23,343 12,030
----------- ----------- -----------
TOTAL OPERATING PROFIT 749,796 711,721 633,295
Interest Expense (63,496) (41,487) (20,096)
Corporate Expense (23,277) (22,283) (19,545)
Equity in Income from Investees -- (3,675) 3,329
Goodwill Amortization (13,843) (12,708) (5,157)
Minority Interests (2,430) (3,501) (2,709)
----------- ----------- -----------
INCOME BEFORE INCOME TAXES $ 646,750 $ 628,067 $ 589,117
=========== =========== ===========
ASSETS
Automotive Parts $ 2,099,610 $ 2,034,417 $ 1,966,774
Industrial Parts 840,585 758,206 671,454
Office Products 542,406 503,904 442,220
Electrical/Electronic Materials 190,635 174,258 147,074
Corporate Assets 17,443 18,588 18,385
Goodwill and Equity Investments 451,435 440,299 354,473
----------- ----------- -----------
TOTAL ASSETS $ 4,142,114 $ 3,929,672 $ 3,600,380
=========== =========== ===========
NET SALES
United States $ 7,665,498 $ 7,345,707 $ 6,535,020
Canada 633,715 585,504 79,012
Mexico 101,653 50,476 --
Other (31,009) (30,865) (26,456)
----------- ----------- -----------
TOTAL NET SALES $ 8,369,857 $ 7,950,822 $ 6,587,576
=========== =========== ===========
NET LONG-LIVED ASSETS
United States $ 618,818 $ 620,837 $ 545,452
Canada 201,895 207,672 187,951
Mexico 25,982 25,333 15,338
----------- ----------- -----------
TOTAL NET LONG-LIVED ASSETS $ 846,695 $ 853,842 $ 748,741
=========== =========== ===========
(For additional information regarding segment data, see Page 17 of Annual Report
to Shareholders for 2000.)
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COMPETITION - GENERAL. The distribution business, which includes all segments of
the Company's business, is highly competitive with the principal methods of
competition being product quality, sufficiency of inventory, price and the
ability to give the customer prompt and dependable service. The Company
anticipates no decline in competition in any of its business segments in the
foreseeable future.
EMPLOYEES. As of December 31, 2000, the Company employed approximately 33,000
persons.
AUTOMOTIVE PARTS GROUP.
The Automotive Parts Group, the largest division of the Company,
distributes automotive replacement parts and accessory items. The Company is the
largest member of the National Automotive Parts Association ("NAPA"), a
voluntary trade association formed in 1925 to provide nationwide distribution of
automotive parts. In addition to over 250,000 available part numbers, the
Company, in conjunction with NAPA, offers complete inventory, accounting,
cataloging, marketing, training and other programs in the automotive
aftermarket. The Automotive Parts Group is working to develop additional
channels of distribution through two separate, but coordinated, e-commerce
initiatives in business-to-consumer and business-to-business markets.
During 2000, the Company's Automotive Parts Group included NAPA
automotive parts distribution centers and automotive parts stores ("auto parts
stores" or "NAPA AUTO PARTS stores") owned in the United States by Genuine Parts
Company; automotive parts distribution centers and auto parts stores in Canada
owned and operated by UAP, a wholly-owned subsidiary; auto parts stores in the
United States operated by corporations in which Genuine Parts Company owned
either a 51% or a 70% interest; distribution centers owned by Balkamp, Inc., a
majority-owned subsidiary; rebuilding plants owned by the Company and operated
by its Rayloc division; distribution centers of ACDelco, Motorcraft and other
automotive supplies owned and operated by Johnson Industries, a wholly-owned
subsidiary; and automotive parts distribution centers and automotive parts
stores in Mexico, owned and operated by Grupo Auto Todo, S.A. de C.V. ("Auto
Todo"), a company in which a wholly-owned subsidiary of Genuine Parts Company
owns a 73% interest.
In 2000, Johnson Industries acquired Dealer Parts Service, a single
branch distribution center in Pennsylvania, as well as two California
distributors of ACDelco and Motorcraft parts.
In January 2000, the Company purchased a 15% interest in Mitchell
Repair Information ("MRIC"), a subsidiary of Snap-on Incorporated. MRIC is a
leading diagnostic and repair information company with over 35,000 North
American subscribers linked to its services and information databases. MRIC's
core product, "Mitchell ON-DEMAND", is a premier electronic repair information
source in the automotive aftermarket.
The Company's NAPA automotive parts distribution centers distribute
replacement parts (other than body parts) for substantially all motor vehicle
makes and models in service in the United States, including imported vehicles,
trucks, buses, motorcycles, recreational vehicles and farm vehicles. In
addition, the Company distributes small engines and replacement parts for farm
equipment and heavy duty equipment. The Company's inventories also include
accessory items for such vehicles and equipment, and supply items used by a wide
variety of customers in the automotive aftermarket, such as repair shops,
service stations, fleet operators, automobile and truck dealers, leasing
companies, bus and truck lines, mass merchandisers, farms, industrial concerns
and individuals who perform their own maintenance and parts installation.
Although the Company's domestic automotive operations purchase from more than
150 different suppliers, approximately 57% of 2000 automotive inventories were
purchased from 10 major suppliers. Since 1931, the Company has had return
privileges with most of its suppliers, which has protected the Company from
inventory obsolescence.
DISTRIBUTION SYSTEM. In 2000, Genuine Parts Company operated 61 domestic NAPA
automotive parts distribution centers located in 38 states and approximately 800
domestic company-owned NAPA AUTO PARTS stores located in 43 states. At December
31, 2000, Genuine Parts Company owned a 51% interest in 54 corporations and a
70% interest in 11 corporations, which operated 107 auto parts stores in 30
states.
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UAP, founded in 1926, is a Canadian leader in the distribution,
marketing, and rebuilding of replacement parts and accessories for automobiles
and trucks. UAP has annual sales of approximately $742 million Canadian ($500
million US) and employs approximately 4,640 people. UAP operates a network of 15
distribution centers supplying approximately 619 UAP/NAPA auto parts and 52
TRACTION wholesalers. These include approximately 221 company owned stores, 37
joint venture or progressive owners in which UAP owns a 50% interest, and
approximately 413 independently owned stores. UAP supplies bannered installers
and independent installers in all provinces of Canada, as well as networks of
service stations and repair shops operating under the banners of national
accounts. UAP is licensed to and uses the NAPA(R) name in Canada.
In Mexico, Auto Todo owns and operates 10 distribution centers and 18
auto parts stores. Auto Todo is licensed to and uses the NAPA(R) name in Mexico.
The Company's distribution centers serve approximately 5,000
independently owned NAPA AUTO PARTS stores located throughout the market areas
served. NAPA AUTO PARTS stores, in turn, sell to a wide variety of customers in
the automotive aftermarket. Collectively, these independent automotive parts
stores account for approximately 25% of the Company's total sales with no
automotive parts store or group of automotive parts stores with individual or
common ownership accounting for more than 0.5% of the total sales of the
Company.
PRODUCTS. Distribution centers have access to over 250,000 different parts and
related supply items. Each item is cataloged and numbered for identification and
accessibility. Significant inventories are carried to provide for fast and
frequent deliveries to customers. Most orders are filled and shipped the same
day as received. The majority of sales are on terms which require payment within
30 days of the statement date. The Company does not manufacture any of the
products it distributes. The majority of products are distributed under the
NAPA(R) name, a mark licensed to the Company by NAPA.
RELATED OPERATIONS. A majority-owned subsidiary of Genuine Parts Company,
Balkamp, Inc. ("Balkamp"), distributes a wide variety of replacement parts and
accessory items for passenger cars, heavy duty vehicles, motorcycles and farm
equipment. In addition, Balkamp distributes service items such as testing
equipment, lubricating equipment, gauges, cleaning supplies, chemicals and
supply items used by repair shops, fleets, farms and institutions. Balkamp
packages many of the approximately 24,000 part numbers which constitute the
"Balkamp" line of products which are distributed to the members of NAPA. These
products are categorized in 160 different product groups purchased from more
than 400 domestic suppliers and 130 foreign manufacturers. In addition to the
Balkamp line of products, Balkamp distributes approximately 100 part numbers of
nationally branded consumer appearance products and oils through their
Automotive Redistribution Center. These products are cataloged separately for
convenience for NAPA customers. BALKAMP(R), a federally registered trademark, is
important to the sales and marketing promotions of the Balkamp organization.
Balkamp has four distribution centers located in Indianapolis and Plainfield,
Indiana, Greenwood, Mississippi, and West Jordan, Utah.
Johnson Industries ("Johnson"), a wholly-owned subsidiary of the
Company, is an independent distributor of ACDelco, Motorcraft and other
automotive supplies. Johnson, founded in 1924, sells primarily to large fleets
and new car dealers as well as providing ACDelco products to NAPA members.
Johnson has 11 distribution centers throughout the U.S.
The Company, through its Rayloc division, also operates six plants
where certain small automotive parts are rebuilt. These products are distributed
to the members of NAPA under the NAPA brand name. Rayloc(R) is a mark licensed
to the Company by NAPA.
SEGMENT DATA. In the year ended December 31, 2000, sales from the Automotive
Parts Group approximated 50% of the Company's net sales as compared to 51% in
1999 and 49% in 1998.
SERVICE TO NAPA AUTO PARTS STORES. The Company believes that the quality and the
range of services provided to its automotive parts customers constitute a
significant part of its automotive parts distribution
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system. Such services include fast and frequent delivery, obsolescence
protection, parts cataloging (including the use of computerized NAPA AUTO PARTS
catalogs) and stock adjustment through a continuing parts classification system
which allows auto parts customers to return certain merchandise on a scheduled
basis. The Company offers its NAPA AUTO PARTS store customers various management
aids, marketing aids and service on topics such as inventory control, cost
analysis, accounting procedures, group insurance and retirement benefit plans,
marketing conferences and seminars, sales and advertising manuals and training
programs. Point of sale/inventory management is available through TAMS(R) (Total
Automotive Management Systems), a computer system designed and developed by the
Company for the NAPA AUTO PARTS store.
In association with NAPA, the Company has developed and refined an
inventory classification system to determine optimum distribution center and
auto parts store inventory levels for automotive parts stocking based on
automotive registrations, usage rates, production statistics, technological
advances and other similar factors. This system, which undergoes continuous
analytical review, is an integral part of the Company's inventory control
procedures and comprises an important feature of the inventory management
services which the Company makes available to its NAPA AUTO PARTS store
customers. Over the last 10 years, losses to the Company from obsolescence have
been insignificant, and the Company attributes this to the successful operation
of its classification system which involves product return privileges with most
of its suppliers.
COMPETITION. In the distribution of automotive parts, the Company competes with
automobile manufacturers (some of which sell replacement parts for vehicles
built by other manufacturers as well as those which they build themselves),
automobile dealers, warehouse clubs and large automotive parts retail chains. In
addition, the Company competes with the distributing outlets of parts
manufacturers, oil companies, mass merchandisers, including national retail
chains, and with other parts distributors and jobbers.
NAPA. The Company is a member of the National Automotive Parts Association, a
voluntary association formed in 1925 to provide nationwide distribution of
automotive replacement parts. NAPA, which neither buys nor sells automotive
parts, functions as a trade association whose members in 2000 operated 68
distribution centers located throughout the United States, 61 of which were
owned and operated by the Company. NAPA develops marketing concepts and programs
that may be used by its members. It is not involved in the chain of
distribution.
Among the automotive lines that each NAPA member purchases and
distributes are certain lines designated, cataloged, advertised and promoted as
"NAPA" lines. The members are not required to purchase any specific quantity of
parts so designated and may, and do, purchase competitive lines from other
supply sources.
The Company and the other NAPA members use the federally registered
trademark NAPA(R) as part of the trade name of their distribution centers and
jobbing stores. The Company contributes to NAPA's national advertising program,
which is designed to increase public recognition of the NAPA name and to promote
NAPA product lines.
The Company is a party, together with other members of NAPA and NAPA
itself, to a consent decree entered by the Federal District Court in Detroit,
Michigan, on May 4, 1954. The consent decree enjoins certain practices under the
federal antitrust laws, including the use of exclusive agreements with
manufacturers of automotive parts, allocation or division of territories among
several NAPA members, fixing of prices or terms of sale for such parts among
such members, and agreements to adhere to any uniform policy in selecting parts
customers or determining the number and location of, or arrangements with, auto
parts customers.
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INDUSTRIAL PARTS GROUP.
The Industrial Parts Group distributes industrial replacement parts and
related supplies throughout the United States, Canada and Mexico. This Group
distributes industrial bearings and power transmission equipment replacement
parts, including hydraulic and pneumatic products, material handling components,
agricultural and irrigation equipment and their related supplies. The Group is
continuing to enhance their internet-based procurement solutions.
In 2000, the Company distributed industrial parts in the United States
through Motion Industries, Inc. ("Motion"), headquartered in Birmingham,
Alabama. Motion is a wholly-owned subsidiary of the Company. In Canada,
industrial parts are distributed by another of Motion's operating divisions,
Motion Industries (Canada), Inc. ["Motion (Canada)"], comprised of the former
Oliver Industrial Supply Ltd. and Premier Industrial Division of UAP Inc., CHV
Hydraulics, Lou's Bearings and Transmissions, B. G. S. Bearings and Equipment
Ltd., and MBS Bearings Services, all wholly-owned subsidiaries of Genuine Parts
Holdings Ltd., which is a wholly-owned subsidiary of the Company. Motion
(Canada)'s service area includes seven provinces of Alberta, British Columbia,
Manitoba, Newfoundland, Ontario, Quebec, and Saskatchewan. In Mexico, industrial
parts are distributed by another operating division, Motion Industries (Mexico)
["Motion (Mexico)"], through a joint venture with power transmission specialist
Refacciones Industriales de Mexico (RIMSA). Motion (Mexico) serves the market
through seven locations in five major Mexican cities.
In 2000 the Industrial Group expanded its Canadian operations through
the acquisition of MBS Bearing Services, with 29 operations in Eastern Ontario,
Quebec, the Maritimes and a subsidiary in Plattsburgh, New York. As a result,
Motion Canada offers a national footprint, increased operational efficiencies,
and access to over 2 million parts for an unprecedented level of customer
service in Canada. The acquisition of Staley Supply, located in Delmar,
Maryland, provided additional exposure to the poultry industry as well as
broadened customer support for the northeastern United States customer base.
Additionally, Motion Industries opened 19 new branch locations and added 30
locations to its North American network through acquisition.
As of December 31, 2000, the Group served more than 165,000 customers
in all types of industries located throughout the United States, Mexico and
Canada.
DISTRIBUTION SYSTEM. In North and South America, the Industrial Parts Group
operates 509 locations including: eight distribution centers, three
re-distribution centers, and 52 service centers for fluid power, electrical and
special hose applications. The distribution centers stock and distribute more
than 200,000 different items purchased from more than 250 different suppliers.
The Group's re-distribution centers serve as collection points for excess
inventory collected from its branches for re-distribution to those branches that
need the inventory. Approximately 64% of 2000 total industrial purchases were
made from 10 major suppliers. Sales are generated from the Group's branches
located in 47 states and nine provinces in Canada, and five cities in Mexico.
Each branch has warehouse facilities that stock significant amounts of inventory
representative of the lines of products used by customers in the respective
market area served.
Motion (Canada) operates an industrial parts and agricultural supply
distribution center for the 64 Canadian locations serving industrial and
agricultural markets. Motion (Canada) also distributes irrigation systems and
related supplies.
PRODUCTS. The Industrial Parts Group distributes a wide variety of products to
its customers, primarily industrial concerns, to maintain and operate plants,
machinery and equipment. Products include such items as hoses, belts, bearings,
pulleys, pumps, valves, chains, gears, sprockets, speed reducers and electric
motors. The nature of this Group's business demands the maintenance of large
inventories and the ability to provide prompt and demanding delivery
requirements. Virtually all of the products distributed are installed by the
customer. Most orders are filled immediately from existing stock and deliveries
are normally made within 24 hours of receipt of order. The majority of all sales
are on open account.
RELATED INFORMATION. Non-exclusive distributor agreements are in effect with
most of the Group's suppliers. The terms of these agreements vary; however, it
has been the experience of the Group that the custom of the
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trade is to treat such agreements as continuing until breached by one party, or
until terminated by mutual consent.
INTEGRATED SUPPLY. Motion's integrated supply solutions continued to gain
momentum in 2000. Motion's integrated supply process not only reduces the costs
associated with MRO (Maintenance, Repair and Operation) inventory management,
but also enables the manufacturing customer to focus on its core competency,
free working capital associated with inventories, improve service levels to
end-users, and allow management to focus on more strategic concerns. Motion's
integrated supply process analyzes a customer's current operation to develop
integration goals and then provides solutions based on industry's accepted best
practices.
SEGMENT DATA. In the year ended December 31, 2000, sales from the Company's
Industrial Parts Group approximated 28% of the Company's net sales as compared
to 27% in 1999 and 31% in 1998.
COMPETITION. The Industrial Parts Group competes with other distributors
specializing in the distribution of such items, general line distributors and
others who have developed or joined integrated supply programs. To a lesser
extent, the Group competes with manufacturers that sell directly to the
customer.
OFFICE PRODUCTS GROUP.
The Office Products Group, operated through S. P. Richards Company ("S.
P. Richards"), a wholly-owned subsidiary of the Company, is headquartered in
Atlanta, Georgia. S. P. Richards is engaged in the wholesale distribution of a
broad line of office and other products which are used in the daily operation of
businesses, schools, offices and institutions. Office products fall into the
general categories of computer supplies, imaging supplies, office machines,
general office supplies, janitorial supplies, breakroom supplies, and office
furniture. Horizon USA Data Supplies, Inc., acquired by the Company in 1995, is
a computer supplies distributor headquartered in Reno, Nevada. The Office
Products Group is developing several web-based products to benefit resellers,
manufacturers and consumers.
In August 1998, the Company completed the purchase of the Canada based
Norwestra Sales (1992), Inc. ("Norwestra"). With its headquarters near
Vancouver, British Columbia, Norwestra services office product resellers
throughout Western Canada. During 1999, the Company opened a second Norwestra
branch in Toronto, Canada. In 2000, Norwestra acquired Transwest Distributors, a
furniture wholesaler headquartered in Vancouver, with warehouses in Calgary and
Winnipeg.
The Office Products Group distributes computer supplies including
diskettes, printer supplies, printout paper and printout binders; office
furniture to include desks, credenzas, chairs, chair mats, partitions, files and
computer furniture; office machines to include telephones, answering machines,
calculators, typewriters, shredders and copiers; and general office supplies to
include copier supplies, desk accessories, business forms, accounting supplies,
binders, report covers, writing instruments, note pads, envelopes, secretarial
supplies, mailroom supplies, filing supplies, art/drafting supplies, janitorial
supplies, breakroom supplies and audio visual supplies.
The Office Products Group distributes more than 30,000 items to over
6,000 office supply dealers from 44 facilities located in 28 states and Canada.
Approximately 50% of 2000 total office products purchases were made from 10
major suppliers.
The Office Products Group sells to resellers of office products.
Customers are offered comprehensive marketing programs, which include flyers,
other promotional material and personalized product catalogs. The marketing
programs are supported by all the Group's distribution centers which stock all
cataloged products and have the capability to provide overnight delivery.
While many recognized brand-name items are carried in inventory, S. P.
Richards also markets items produced for it under its own SPARCO(R) brand name,
as well as its NATURE SAVER(R) brand of recycled
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products, Elite Image(TM) printer supplies, Brittannia brand of fashionable
writing instruments, and CompuCessory(TM) brand of computer supplies and
accessories.
SEGMENT DATA. In the year ended December 31, 2000, sales from the Company's
Office Products Group approximated 16% of the Company's net sales as compared to
15% in 1999 and 17% in 1998.
COMPETITION. In the distribution of office supplies to retail dealers, S. P.
Richards competes with many other wholesale distributors as well as with
manufacturers of office products and large national retail chains.
ELECTRICAL/ELECTRONIC MATERIALS GROUP.
The Electrical/Electronic Materials Group was formed on July 1, 1998
through the acquisition of EIS, Inc. ("EIS"). This Group distributes materials
for the manufacture and repair of electrical and electronic apparatus. With
branch locations in 45 cities nationwide and in Mexico, this Group stocks over
100,000 items, from insulating and conductive materials to assembly tools and
test equipment. This Group also has three manufacturing facilities that provide
custom fabricated parts and one manufacturing plant that produces printed
circuit board drillroom products. The Electrical/Electronic Materials Group is
an important single source to original equipment manufacturers, repair shops,
the electronic assembly market, and printed circuit board manufacturers.
In 2000, the Company distributed electrical materials through EIS,
headquartered in Atlanta, Georgia. Electronic materials were distributed through
EIS's operating divisions, Com-Kyl and Circuit Supply. Both electrical and
electronic products are distributed from warehouse locations in major user
markets throughout the U.S.
PRODUCTS. The Electrical/Electronic Materials Group distributes a wide variety
of products to customers from over 400 vendors. Products include such items as
magnet wire, copper clad laminate, conductive materials, insulating and
shielding materials, assembly tools, test equipment, adhesives and chemicals,
pressure sensitive tapes, solder, anti-static products, and thermal management
products. To meet the prompt delivery demands of its customers, this Group
maintains large inventories. The majority of sales are on open account.
Approximately 50% of 2000 total Electrical/Electronic Materials Group purchases
were made from 25 major suppliers.
INTERNET. The Electrical/Electronic Materials Group actively utilizes its
E-commerce Internet site to present its products to customers, while allowing
these on-line visitors to conveniently purchase from a large product assortment.
This strategic E-commerce program, which is currently focused on the electronic
assembly market, provides a fully integrated business system solution in support
of this new sales channel. EIS plans to leverage this system to deploy web-based
storefronts for the other markets it services.
INTEGRATED SUPPLY. The Electrical/Electronic Materials Group's integrated supply
programs are a part of the marketing strategy, as a greater number of
customers--especially national accounts--are given the opportunity to
participate in this low-cost, high-service capability. The Group developed AIMS
(Advanced Inventory Management System), a totally integrated, highly automated
solution for inventory management. This year SupplyPro will be added to the
Group's Integrated Supply offering. SupplyPro is an electronic vending dispenser
used to eliminate costly tool crib, or in-house stores, at customer warehouse
facilities.
SEGMENT DATA. In the year ended December 31, 2000 sales from the Company's
Electrical/Electronic Materials Group approximated 6% of the Company's sales, as
compared to 7% in 1999.
COMPETITION. The Electrical/Electronic Materials Group competes with other
distributors specializing in the distribution of electrical and electronic
products, general line distributors, and, to a lesser extent, manufacturers that
sell directly to customers.
* * * * * * * * * *
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EXECUTIVE OFFICERS OF THE COMPANY. The table below sets forth the name and age
of each person deemed to be an executive officer of the Company as of February
8, 2001, the position or office held by each and the period during which each
has served as such. Each executive officer is elected by the Board of Directors
and serves at the pleasure of the Board of Directors until his successor has
been elected and has qualified, or until his earlier death, resignation,
removal, retirement or disqualification.
YEAR FIRST ASSUMED
NAME AGE POSITION OF OFFICE POSITION
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Larry L. Prince 62 Chairman of the Board of Directors and 1990/1989
Chief Executive Officer
Thomas C. Gallagher 53 President and Chief Operating Officer 1990
George W. Kalafut 66 Executive Vice President 1991
Jerry W. Nix 55 Executive Vice President - Finance * 2000
Edward Van Stedum 51 Senior Vice President - Human Resources 1996
* Also serves as the Company's Principal Financial and Accounting Officer.
All executive officers have been employed by and have served as
officers of the Company for at least the last five years.
ITEM 2. PROPERTIES.
The Company's headquarters are located in one of two adjacent office
buildings owned by Genuine Parts Company in Atlanta, Georgia.
The Company's Automotive Parts Group currently operates 61 NAPA
Distribution Centers in the United States distributed among eight geographic
divisions. Approximately 90% of the distribution center properties are owned by
the Company. At December 31, 2000, the Company operated approximately 800 NAPA
AUTO PARTS stores located in 43 states, and the Company owned either a 51% or
70% interest in 107 additional auto parts stores located in 30 states. Other
than NAPA AUTO PARTS stores located within Company owned distribution centers,
most of the automotive parts stores in which the Company has an ownership
interest were operated in leased facilities. In addition, UAP operated 15
distribution centers and approximately 258 automotive parts and TRACTION stores
in Canada. The Company's Automotive Parts Group also operates four Balkamp
distribution centers, six Rayloc rebuilding plants, one transfer and shipping
facility, and eleven Johnson Industries distribution centers.
The Company's Industrial Parts Group, operating through Motion, Motion
(Canada) and Motion (Mexico), operates 8 distribution centers, 3 redistribution
centers, 52 service centers and 446 branches. Approximately 90% of these
branches are operated in leased facilities.
The Company's Office Products Group operates 40 facilities in the
United States and 4 facilities in Canada distributed among the Group's five
geographic divisions. Approximately 75% of these facilities are operated in
leased buildings.
The Company's Electrical/Electronic Materials Group operates in 38
cities in the United States and 2 cities in Mexico. All of this Group's 45
facilities are operated in leased buildings except three facilities, which are
owned.
For additional information regarding rental expense on leased
properties, see "Note 5 of Notes to Consolidated Financial Statements" on Page
26 of the Company's Annual Report to Shareholders for the year ended December
31, 2000.
ITEM 3. LEGAL PROCEEDINGS.
Not applicable.
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ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not applicable.
PART II.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS.
Information required by this item is set forth under the heading
"Market and Dividend Information" on Page 16 of the Company's Annual Report to
Shareholders for the year ended December 31, 2000, and is incorporated herein by
reference. The Company has made no unregistered sales of securities during the
year ended December 31, 2000.
ITEM 6. SELECTED FINANCIAL DATA.
Information required by this item is set forth under the heading
"Selected Financial Data" on Page 16 of the Company's Annual Report to
Shareholders for the year ended December 31, 2000, and is incorporated herein by
reference.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Information required by this item is set forth under the heading
"Management's Discussion and Analysis" on Pages 18 and 19 of the Company's
Annual Report to Shareholders for the year ended December 31, 2000, and is
incorporated herein by reference.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
The information presented under the caption "Management's Discussion
and Analysis of Financial Condition and Results of Operations" on Pages 18 and
19 and presented under "Note 3 - Credit Facilities" on Pages 25 and 26 of the
Company's Annual Report to Shareholders for the year ended December 31, 2000,
and is incorporated herein by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Information required by this item is set forth in the consolidated
financial statements on Pages 17 and 21 through 29, in "Report of Independent
Auditors" on Page 20, and under the heading "Quarterly Results of Operations" on
Page 19, of the Company's Annual Report to Shareholders for the year ended
December 31, 2000, and is incorporated herein by reference.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE.
Not applicable.
PART III.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Information required by this item is set forth under the headings
"Nominees for Director" and "Members of the Board of Directors Continuing in
Office" on Pages 2 through 4 of the definitive proxy statement for the Company's
Annual Meeting to be held on April 16, 2001, and is incorporated herein by
reference. Certain information about Executive Officers of the Company is
included in Item 1 of Part I of this Annual Report on Form 10-K.
-10-
11
ITEM 11. EXECUTIVE COMPENSATION.
Information required by this item is set forth under the heading
"Executive Compensation and Other Benefits" on Pages 8 through 10, and under
the headings "Compensation Committee Interlocks and Insider Participation",
"Compensation Pursuant to Plans" and "Termination of Employment and Change of
Control Arrangements" on Pages 13 through 16 of the definitive proxy statement
for the Company's Annual Meeting to be held on April 16, 2001, and is
incorporated herein by reference. In no event shall the information contained in
the definitive proxy statement for the Company's 2001 Annual Meeting on Pages 10
through 12 under the heading "Compensation and Stock Option Committee Report on
Executive Compensation" or on Pages 17 and 18 under the heading "Performance
Graph" be incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Information required by this item is set forth under the headings
"Common Stock Ownership of Certain Beneficial Owners" and "Common Stock
Ownership of Management" on Pages 5 through 8 of the definitive proxy statement
for the Company's Annual Meeting to be held on April 16, 2001, and is
incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Information required by this item is set forth under the heading
"Certain Relationships and Related Transactions" on Page 19 of the definitive
proxy statement for the Company's 2001 Annual Meeting to be held on April 16,
2001, and is incorporated herein by reference.
PART IV.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
(a) (1) and (2) The response to this portion of Item 14 is submitted as a
separate section of this report.
(3) The following Exhibits are filed as part of this report in Item
14(c):
Exhibit 3.1 Restated Articles of Incorporation of the Company, dated
as of April 18, 1998, and as amended April 17, 1989 and
amendments to the Restated Articles of Incorporation of
the Company, dated as of November 20, 1989 and April 18,
1994. (Incorporated herein by reference from the
Company's Annual Report on Form 10-K, dated March 3,
1995.)
Exhibit 3.2 By-laws of the Company, as amended February 19, 2001.
Exhibit 4.1 Shareholder Protection Rights Agreement, dated as of
November 15, 1999, between the Company and SunTrust Bank,
Atlanta, as Rights Agent. (Incorporated herein by
reference from the Company's Report on Form 8-K, dated
November 15, 1999.)
Exhibit 4.2 Specimen Common Stock Certificate. (Incorporated herein
by reference from the Company's Registration Statement on
Form S-1, Registration No. 33-63874.)
Instruments with respect to long-term debt where the total amount of
securities authorized thereunder does not exceed 10% of the total
assets of the Registrant and its subsidiaries on a consolidated basis
have not been filed. The Registrant agrees to furnish to the Commission
a copy of each such instrument upon request.
-11-
12
Exhibit 10.1* 1988 Stock Option Plan. (Incorporated herein by
reference from the Company's Annual Meeting Proxy
Statement, dated March 9, 1988.)
Exhibit 10.2* Form of Amendment to Deferred Compensation Agreement,
adopted February 13, 1989, between the Company and
certain executive officers of the Company.
(Incorporated herein by reference from the Company's
Annual Report on Form 10-K, dated March 15, 1989.)
Exhibit 10.3* Form of Agreement adopted February 13, 1989, between
the Company and certain executive officers of the
Company providing for a supplemental employee benefit
upon a change in control of the Company. (Incorporated
herein by reference from the Company's Annual Report on
Form 10-K, dated March 15, 1989.)
Exhibit 10.4* Genuine Parts Company Supplemental Retirement Plan,
effective January 1, 1991. (Incorporated herein by
reference from the Company's Annual Report on Form
10-K, dated March 8, 1991.)
Exhibit 10.5* 1992 Stock Option and Incentive Plan, effective April
20, 1992. (Incorporated herein by reference from the
Company's Annual Meeting Proxy Statement, dated March
6, 1992.)
Exhibit 10.6* Restricted Stock Agreement dated March 31, 1994,
between the Company and Larry L. Prince. (Incorporated
herein by reference from the Company's Form 10-Q, dated
May 6, 1994.)
Exhibit 10.7* Restricted Stock Agreement dated March 31, 1994,
between the Company and Thomas C. Gallagher.
(Incorporated herein by reference from the Company's
Form 10-Q, dated May 6, 1994.)
Exhibit 10.8* The Genuine Parts Company Restated Tax-Deferred Savings
Plan, effective January 1, 1993. (Incorporated herein
by reference from the Company's Annual Report on Form
10-K, dated March 3, 1995.)
Exhibit 10.9* Amendment No. 2 to the Genuine Parts Company
Supplemental Retirement Plan, effective January 1,
1995. (Incorporated herein by reference from the
Company's Annual Report on Form 10-K, dated March 3,
1995.)
Exhibit 10.10* Genuine Partnership Plan, as amended and restated
January 1, 1994. (Incorporated herein by reference form
the Company's Annual Report on Form 10-K, dated March
3, 1995.)
Exhibit 10.11* Genuine Parts Company Pension Plan, as amended and
restated effective January 1, 1989. (Incorporated
herein by reference from the Company's Annual Report on
Form 10-K, dated March 3, 1995.)
Exhibit 10.12* Amendment No. 1 to the Genuine Partnership Plan,
effective September 1, 1995. (Incorporated herein by
reference to the Company's Form 10-K, dated March 7,
1996.)
Exhibit 10.13* Amendment No. 1 to the Genuine Parts Company Pension
Plan, effective April 1, 1995. (Incorporated herein by
reference to the Company's Form 10-K, dated March 7,
1996.)
-12-
13
Exhibit 10.14* Amendment No. 2 to the Genuine Parts Company Pension
Plan, dated September 28, 1995, effective January 1,
1995. (Incorporated herein by reference to the
Company's Form 10-K, dated March 7, 1996.)
Exhibit 10.15* Genuine Parts Company Directors' Deferred Compensation
Plan, effective November 1, 1996. (Incorporated herein
by reference to the Company's Form 10-K, dated March
10, 1997.)
Exhibit 10.16* Amendment No. 3 to the Genuine Parts Company Pension
Plan dated May 24, 1996, effective January 1, 1996.
(Incorporated herein by reference to the Company's Form
10-K, dated March 10, 1997.)
Exhibit 10.17* Amendment No. 4 to the Genuine Parts Company Pension
Plan dated December 3, 1996, effective January 1, 1996.
(Incorporated herein by reference to the Company's Form
10-K, dated March 10, 1997.)
Exhibit 10.18* Amendment No. 2 to the Genuine Partnership Plan, dated
December 3, 1996, effective November 1, 1996.
(Incorporated herein by reference to the Company's Form
10-K, dated March 10, 1997.)
Exhibit 10.19* Amendment No. 4-A to the Genuine Parts Company
Pension Plan, dated August 29, 1997, effective January
1, 1996. (Incorporated herein by reference from the
Company's Annual Report on Form 10-K, dated March 10,
1998.)
Exhibit 10.20* Amendment No. 5 to the Genuine Parts Company Pension
Plan, dated August 7, 1997. (Incorporated herein by
reference from the Company's Annual Report on Form
10-K, dated March 10, 1998.)
Exhibit 10.21* Amendment No. 6 to the Genuine Parts Company Pension
Plan, dated October 6, 1997, effective January 1, 1997.
(Incorporated herein by reference from the Company's
Annual Report on Form 10-K, dated March 10, 1998.)
Exhibit 10.22* Amendment No. 3 to the Genuine Partnership Plan, dated
August 7, 1997. (Incorporated herein by reference from
the Company's Annual Report on Form 10-K, dated March
10, 1998.)
Exhibit 10.23* Amendment No. 3 to the Genuine Parts Company
Supplemental Retirement Plan, dated August 29, 1997,
effective August 15, 1997. (Incorporated herein by
reference from the Company's Annual Report on Form
10-K, dated March 10, 1998.)
Exhibit 10.24* Genuine Parts Company Death Benefit Plan, effective
July 15, 1997. (Incorporated herein by reference from
the Company's Annual Report on Form 10-K, dated March
10, 1998.)
Exhibit 10.25* Amendment No. 4 to the Genuine Partnership Plan, dated
August 19, 1998, effective January 1, 1998.
(Incorporated herein by reference from the Company's
Annual Report on Form 10-K, dated March 10, 1999.)
Exhibit 10.26* Amendment No. 5 to the Genuine Partnership Plan, dated
December 7, 1998, effective January 1, 1999.
(Incorporated herein by reference from the Company's
Annual Report on Form 10-K, dated March 10, 1999.)
-13-
14
Exhibit 10.27* Amendment No. 6 to the Genuine Partnership Plan, dated
December 7, 1998, effective January 1, 1994.
(Incorporated herein by reference from the Company's
Annual Report on Form 10-K, dated March 10, 1999.)
Exhibit 10.28* Amendment No. 7 to the Genuine Parts Company Pension
Plan, dated August 19, 1998, effective January 1, 1998.
(Incorporated herein by reference from the Company's
Annual Report on Form 10-K, dated March 10, 1999.)
Exhibit 10.29* Genuine Parts Company 1999 Long-Term Incentive Plan.
(Incorporated herein by reference from the Company's
Annual Report on Form 10-K, dated March 10, 1999.)
Exhibit 10.30* Genuine Parts Company 1999 Annual Incentive Bonus Plan,
effective April 19, 1995. (Incorporated herein by
reference from the Company's Annual Report on Form
10-K, dated March 10, 1999.)
Exhibit 10.31* Restricted Stock Agreement dated February 25, 1999,
between the Company and Larry L. Prince. (Incorporated
herein by reference from the Company's Form 10-Q, dated
May 3, 1999.)
Exhibit 10.32* Restricted Stock Agreement dated February 25, 1999,
between the Company and Thomas C. Gallagher.
(Incorporated herein by reference from the Company's
Form 10-Q, dated May 3, 1999.)
Exhibit 10.33* Amendment No. 8 to the Genuine Parts Company Pension
Plan, dated January 26, 1999, effective September 30,
1998. (Incorporated herein by reference from the
Company's Form 10-K dated March 10, 2000.)
Exhibit 10.34* Amendment No. 9 to the Genuine Parts Company Pension
Plan, dated December 30, 1999, effective January 1,
1989; December 31, 1999; and January 1, 2000.
(Incorporated herein by reference from the
Company's Form 10-K dated March 10, 2000.)
Exhibit 10.35* Amendment to the Genuine Parts Company 1992 Stock
Option and Incentive Plan, dated April 19, 1999,
effective April 19, 1999. (Incorporated herein by
reference from the Company's Form 10-K dated
March 10, 2000.)
Exhibit 10.36* Amendment to the Genuine Parts Company Tax-Deferred
Savings Plan, dated April 19, 1999, effective April 19,
1999. (Incorporated herein by reference from the
Company's Form 10-K dated March 10, 2000.)
Exhibit 10.37* Amendment to the Genuine Parts Company Original
Deferred Compensation Plan, dated April 19, 1999,
effective April 19, 1999. (Incorporated herein by
reference from the Company's Form 10-K dated
March 10, 2000.)
Exhibit 10.38* Amendment to the Genuine Parts Company Directors'
Deferred Compensation Plan, dated April 19, 1999,
effective April 19, 1999. (Incorporated herein by
reference from the Company's Form 10-K dated
March 10, 2000.)
Exhibit 10.39* Amendment to the Genuine Parts Company Supplemental
Retirement Plan, dated April 19, 1999, effective April
19, 1999. (Incorporated herein by reference from the
Company's Form 10-K dated March 10, 2000.)
Exhibit 10.40* Amendment No. 7 to the Genuine Partnership Plan, dated
January 26, 1999, effective January 1, 1999.
(Incorporated herein by reference from the
Company's Form 10-K dated March 10, 2000.)
Exhibit 10.41* Amendment No. 8 to the Genuine Partnership Plan, dated
February 4, 1999, effective January 1, 1999.
(Incorporated herein by reference from the
Company's Form 10-K dated March 10, 2000.)
Exhibit 10.42* Amendment No. 9 to the Genuine Partnership Plan, dated
April 5, 1999, effective April 1, 1999. (Incorporated
herein by reference from the Company's Form 10-K dated
March 10, 2000.)
-14-
15
Exhibit 10.43* Amendment No. 10 to the Genuine Partnership Plan, dated
December 30, 1999, effective November 30, 1999.
(Incorporated herein by reference from the Company's
Form 10-K dated March 10, 2000.)
Exhibit 10.44* Amendment No. 11 to the Genuine Partnership Plan, dated
January 19, 2001, effective April 1, 2000.
Exhibit 10.45* Amendment No. 12 to the Genuine Partnership Plan, dated
January 19, 2001, effective December 29, 2000.
* Indicates executive compensation plans and arrangements.
Exhibit 13 The following sections and pages of the 2000 Annual
Report to Shareholders:
- Selected Financial Data on Page 16
- Market and Dividend Information on Page 16
- Management's Discussion and Analysis on
Pages 18-19
- Quarterly Results of Operations on Page 19
- Segment Data on Page 17 - Report of
Independent Auditors on Page 20
- Consolidated Financial Statements and Notes
to Consolidated Financial Statements on
Pages 21-29.
Exhibit 21 Subsidiaries of the Company
Exhibit 23 Consent of Independent Auditors
(b) Reports on Form 8-K. There were no Reports on Form 8-K filed
for the period ended December 31, 2000.
(c) Exhibits. The response to this portion of Item 14 is submitted
as a separate section of this report.
(d) Financial Statement Schedules. The response to this portion of
Item 14 is submitted as a separate section of this report.
-15-
16
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.
GENUINE PARTS COMPANY
/S/ LARRY L. PRINCE 3/12/01 /S/ JERRY W. NIX 3/12/01
- -------------------------------- --------------------------------------------
LARRY L. PRINCE (Date) JERRY W. NIX (Date)
Chairman of the Board Executive Vice President - Finance
and Chief Executive Officer (Principal Financial and Accounting Officer)
-16-
17
Pursuant to the requirements of the Securities and 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/ RICHARD W. COURTS II 2/19/01 /S/ BRADLEY CURREY, JR. 2/19/01
- ----------------------------------------------------- ----------------------------------------------------
RICHARD W. COURTS II (Date) BRADLEY CURREY, JR. (Date)
Director Director
/S/ ROBERT P. FORRESTAL 2/19/01
- ----------------------------------------------------- ----------------------------------------------------
JEAN DOUVILLE (Date) ROBERT P. FORRESTAL (Date)
Director Director
/S/ THOMAS C. GALLAGHER 2/19/01 /S/ STEPHEN R. KENDALL 2/19/01
- ----------------------------------------------------- ----------------------------------------------------
THOMAS C. GALLAGHER (Date) STEPHEN R. KENDALL (Date)
Director Director
President and Chief Operating Officer
/S/ J. HICKS LANIER 2/19/01 /S/ LARRY L. PRINCE 2/19/01
- ----------------------------------------------------- ----------------------------------------------------
J. HICKS LANIER LARRY L. PRINCE (Date)
Director Director
Chairman of the Board and Chief Executive Officer
/S/ ALANA S. SHEPHERD 2/19/01
- ----------------------------------------------------- ----------------------------------------------------
ALANA S. SHEPHERD (Date) LAWRENCE G. STEINER (Date)
Director Director
/S/ JAMES B. WILLIAMS 2/19/01
- ----------------------------------------------------- ----------------------------------------------------
JAMES B. WILLIAMS (Date) MICHAEL M. E. JOHNS (Date)
Director Director
-17-
18
ANNUAL REPORT ON FORM 10-K
ITEM 14(A)(1) AND (2), (C) AND (D)
LIST OF FINANCIAL STATEMENTS
CERTAIN EXHIBITS
YEAR ENDED DECEMBER 31, 2000
GENUINE PARTS COMPANY
ATLANTA, GEORGIA
19
Form 10-K - Item 14(a)(1) and (2)
Genuine Parts Company and Subsidiaries
Index of Financial Statements
The following consolidated financial statements of Genuine Parts Company and
subsidiaries, included in the annual report of the registrant to its
shareholders for the year ended December 31, 2000, are incorporated by reference
in Item 8:
Consolidated balance sheets - December 31, 2000 and 1999
Consolidated statements of income - Years ended December 31, 2000,
1999, and 1998
Consolidated statements of cash flows - Years ended December 31, 2000,
1999 and 1998
Notes to consolidated financial statements - December 31, 2000
The following consolidated financial statement schedule of Genuine Parts Company
and subsidiaries is included in Item 14(d):
Schedule II - Valuation and Qualifying Accounts
All other schedules for which provision is made in the applicable accounting
regulation of the Securities and Exchange Commission are not required under the
related instructions or are inapplicable, and therefore have been omitted.
20
ANNUAL REPORT ON FORM 10-K
ITEM 14(A)(3)
LIST OF EXHIBITS
The following Exhibits are filed as a part of this Report:
3.2 By-laws of the Company, as amended February 19, 2001
10.44 Amendment No. 11 to the Genuine Partnership Plan, dated January 19,
2001, effective April 1, 2000.
10.45 Amendment No. 12 to the Genuine Partnership Plan, dated January 19,
2001, effective December 29, 2000.
13 The following Sections and Pages of Annual Report to Shareholders for
2000:
- Selected Financial Data on Page 16
- Market and Dividend Information on Page 16
- Management's Discussion and Analysis on Pages 18 and 19
- Quarterly Results of Operations on Page 19
- Segment Data on Page 17
- Report of Independent Auditors on Page 20
- Consolidated Financial Statements and Notes to Consolidated
Financial Statements on Pages 21-29
21 Subsidiaries of the Company
23 Consent of Independent Auditors
The following Exhibits are incorporated by reference as set forth in Item 14 on
pages 11-15 of this Form 10-K:
- 3.1 Restated Articles of Incorporation of the Company,
dated as of April 18, 1988, and as amended April 17,
1989 and amendments to the Restated Articles of
Incorporation of the Company, dated as of November
20, 1989 and April 18, 1994.
- 4.1 Shareholder Protection Rights Agreement, dated as of
November 15, 1999, between the Company and SunTrust
Bank, Atlanta, as Rights Agent.
- 4.2 Specimen Common Stock Certificate. (Incorporated
herein by reference form the Company's Registration
Statement on Form S-1, Registration No. 33-63874).
Instruments with respect to long-term debt where the total amount of
securities authorized thereunder does not exceed 10% of the total
assets of the Registrant and its subsidiaries on a consolidated basis
have not been filed. The Registrant agrees to furnish to the Commission
a copy of each such instrument upon request.
21
- 10.1* 1988 Stock Option Plan.
- 10.2* Form of Amendment to Deferred Compensation Agreement
adopted February 13, 1989, between the Company and
certain executive officers of the Company.
- 10.3* Form of Agreement adopted February 13, 1989, between
the Company and certain executive officers of the
Company providing for a supplemental employee benefit
upon a change in control of the Company.
- 10.4* Genuine Parts Company Supplemental Retirement Plan,
effective January 1, 1991.
- 10.5* 1992 Stock Option and Incentive Plan, effective April
20, 1992.
- 10.6* Restricted Stock Agreement dated March 31, 1994,
between the Company and Larry L. Prince.
- 10.7* Restricted Stock Agreement dated March 31, 1994,
between the Company and Thomas C. Gallagher.
- 10.8* The Genuine Parts Company Restated Tax-Deferred
Savings Plan, effective January 1, 1993.
- 10.9* Amendment No. 2 to the Genuine Parts Company
Supplemental Retirement Plan, effective January 1,
1995.
- 10.10* Genuine Partnership Plan, as amended and restated
January 1, 1994.
- 10.11* Genuine Parts Company Pension Plan, as amended and
restated, effective January 1, 1989.
- 10.12* Amendment No. 1 to the Genuine Partnership Plan,
effective September 1, 1995.
- 10.13* Amendment No. 1 to the Genuine Parts Company Pension
Plan, effective April 1, 1995.
- 10.14* Amendment No. 2 to the Genuine Parts Company Pension
Plan, dated September 28, 1995, effective January 1,
1995.
- 10.15* Genuine Parts Company Directors' Deferred
Compensation Plan, effective November 1, 1996.
- 10.16* Amendment No. 3 to the Genuine Parts Company Pension
Plan, dated May 24, 1996, effective January 1, 1996.
- 10.17* Amendment No. 4 to the Genuine Parts Company Pension
Plan, dated December 3, 1996, effective January 1,
1996.
- 10.18* Amendment No. 2 to the Genuine Partnership Plan,
dated December 3, 1996, effective November 1, 1996.
- 10.19* Amendment No. 4-A to the Genuine Parts Company
Pension Plan, dated August 29, 1997, effective
January 1, 1996.
- 10.20* Amendment No. 5 to the Genuine Parts Company Pension
Plan, dated August 7, 1997.
- 10.21* Amendment No. 6 to the Genuine Parts Company Pension
Plan, dated October 6, 1997, effective January 1,
1997.
- 10.22* Amendment No. 3 to the Genuine Partnership Plan,
dated August 7, 1997.
- 10.23* Amendment No. 3 to the Genuine Parts Company
Supplemental Retirement Plan, dated August 29, 1997,
effective August 15, 1997.
- 10.24* Genuine Parts Company Death Benefit Plan, effective
July 15, 1997.
- 10.25* Amendment No. 4 to the Genuine Partnership Plan,
dated August 19, 1998, effective January 1, 1998.
- 10.26* Amendment No. 5 to the Genuine Partnership Plan,
dated December 7, 1998, effective January 1, 1999.
22
- 10.27* Amendment No. 6 to the Genuine Partnership Plan,
dated December 7, 1998, effective January 1, 1994.
- 10.28* Amendment No. 7 to the Genuine Parts Company Pension
Plan, dated August 19, 1998, effective January 1,
1998.
- 10.29* Genuine Parts Company 1999 Long-Term Incentive Plan.
- 10.30* Genuine Parts Company 1999 Annual Incentive Bonus
Plan.
- 10.31* Restricted Stock Agreement dated February 25, 1999,
between the Company and Larry L. Prince.
- 10.32* Restricted Stock Agreement dated February 25, 1999,
between the Company and Thomas C. Gallagher.
- 10.33* Amendment No. 8 to the Genuine Parts Company Pension
Plan, dated January 26, 1999, effective September 30,
1998.
- 10.34* Amendment No. 9 to the Genuine Parts Company Pension
Plan, dated December 30, 1999, effective January 1,
1989; December 31, 1999; and January 1, 2000.
- 10.35* Amendment to the Genuine Parts Company 1992 Stock
Option and Incentive Plan, dated April 19, 1999,
effective April 19, 1999.
- 10.36* Amendment to the Genuine Parts Company Tax-Deferred
Savings Plan, dated April 19, 1999, effective April
19, 1999.
- 10.37* Amendment to the Genuine Parts Company Original
Deferred Compensation Plan, dated April 19, 1999,
effective April 19, 1999.
- 10.38* Amendment to the Genuine Parts Company Directors'
Deferred Compensation Plan, dated April 19, 1999,
effective April 19, 1999.
- 10.39* Amendment to the Genuine Parts Company Supplemental
Retirement Plan, dated April 19, 1999, effective
April 19, 1999.
- 10.40* Amendment No. 7 to the Genuine Partnership Plan,
dated January 26, 1999, effective January 1, 1999.
- 10.41* Amendment No. 8 to the Genuine Partnership Plan,
dated February 4, 1999, effective January 1, 1999.
- 10.42* Amendment No. 9 to the Genuine Partnership Plan,
dated April 5, 1999, effective April 1, 1999.
- 10.43* Amendment No. 10 to the Genuine Partnership Plan,
dated December 30, 1999, effective November 30, 1999.
* Indicates executive compensation plans and arrangements.
23
Annual Report on Form 10-K
Item 14(d)
Financial Statement Schedule II - Valuation and Qualifying Accounts
Genuine Parts Company and Subsidiaries
-----------------------------------------------------------------------------------------------------------------------------------
Balance at Charged Balance at
Beginning to Costs Other End
of Period and Expenses Additions(1) Deductions(2) of Period
----------------------------------------------------------------------------------
Year ended December 31, 1998:
Reserves and allowances deducted from
asset accounts:
Allowance for uncollectible accounts $1,849,110 $7,484,733 $ 3,499,025(1) $(7,813,966)(2) $5,018,902
Year ended December 31, 1999:
Reserves and allowances deducted from
asset accounts:
Allowance for uncollectible accounts 5,018,902 14,402,137 1,479,685(1) (13,972,115)(2) 6,928,609
Year ended December 31, 2000:
Reserves and allowances deducted from
asset accounts:
Allowance for uncollectible accounts $6,928,609 $13,875,788 -- $(13,433,963)(2) $7,370,434
----------------------------------------------------------------------------------------------------------------------------------
- ----------------
(1) Allowance for uncollectible accounts related to significant acquisitions.
(2) Uncollectible accounts written off, net of recoveries.