-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CVyD2U6IboyZQES074bdSIuN0uJ/3o+a8ENdiwx7w5UYf4eZvUtBUm9y6mZg+bCI 5e5kS+ikLAJGEcBUvp/7IQ== 0000063416-00-000004.txt : 20000225 0000063416-00-000004.hdr.sgml : 20000225 ACCESSION NUMBER: 0000063416-00-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20000203 ITEM INFORMATION: FILED AS OF DATE: 20000224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAY DEPARTMENT STORES CO CENTRAL INDEX KEY: 0000063416 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 431104396 STATE OF INCORPORATION: DE FISCAL YEAR END: 0201 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-00079 FILM NUMBER: 552036 BUSINESS ADDRESS: STREET 1: 611 OLIVE ST CITY: ST LOUIS STATE: MO ZIP: 63101 BUSINESS PHONE: 3143426300 8-K 1 FORM 8-K DATED 2/24/2000 (EARLIEST EVENT 2/3/2000) FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: February 24, 2000 Date of earliest event reported: February 3, 2000 THE MAY DEPARTMENT STORES COMPANY (Exact name of Registrant as specified in its charter) Delaware I-79 43-1104396 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 611 Olive Street, St. Louis, Missouri 63101 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (314) 342-6300 Page 1 Item 7. Financial Statements and Exhibits. (c) Exhibits. The following documents are filed as Exhibits. Exhibit No. Exhibit 99.1 Press Release dated February 3, 2000 99.2 Press Release dated February 10, 2000 Page 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE MAY DEPARTMENT STORES COMPANY Dated: February 24, 2000 By: /s/ Richard A. Brickson Richard A. Brickson Secretary and Senior Counsel Page 3 INDEX TO EXHIBITS Exhibit No. Exhibit 99.1 Press Release dated February 3, 2000 99.2 Press Release dated February 10, 2000 Page 4 EX-99.1 2 EXHIBIT NO. 99.1 JANUARY SALES INCREASE 4.6% FOR THE MAY DEPARTMENT STORES COMPANY ST. LOUIS, February 3, 2000 -- The May Department Stores Company [NYSE:MAY] today reported preliminary sales of $679.1 million for the four-week period ended January 29, 2000, a 4.6% increase over $649.5 million in the similar period a year ago. Store-for-store sales increased 2.3%. The company discontinued its consumer electronics business at the beginning of fiscal 1999. This penalizes sales figures by about 1% throughout the year. Sales for fiscal 1999 were $13.87 billion, an increase of 6.3% over sales of $13.05 billion in fiscal 1998. Sales were as follows: JANUARY AND YEAR-TO-DATE SALES (Millions) Fiscal Fiscal Percent Store-for-Store* 1999 1998 Increase Increase January $ 679.1 $ 649.5 4.6% 2.3% Year-to-date $13,869.4 $13,047.7 6.3% 2.6% *Store-for-store sales represent sales of those stores open during both years. Sales have been restated to exclude the sales of stores that have been closed and not replaced. Revenues, including sales of nonreplaced closed stores and finance charge revenue, were $14.22 billion in 1999 and $13.41 billion in 1998. May completed opening its 18 planned new stores for 1999 in November. The new stores include five Lord & Taylor stores, two Hecht's stores, one Strawbridge's store, two Robinsons-May stores, two Filene's stores, two Kaufmann's stores, three Famous-Barr stores, and one The Jones Store location. The Meier & Frank division also opened 13 ZCMI stores, acquired last month, on January 31, 2000. The stores are located in Utah and Idaho. The May Department Stores Company operates 421 department stores in 36 states and the District of Columbia. EX-99.2 3 EXHIBIT NO. 99.2 MAY REPORTS 25TH CONSECUTIVE YEAR OF RECORD SALES AND EARNINGS PER SHARE: EARNINGS PER SHARE INCREASE 13.0%; ANNOUNCES ADDITIONAL $650 MILLION STOCK REPURCHASE; BOARD INCREASES DIVIDEND 4.5% ST. LOUIS, February 10, 2000 -- The May Department Stores Company [NYSE:MAY] today announced the company's 25th consecutive year of record sales and earnings per share for fiscal 1999, which ended January 29, 2000. Diluted earnings per share increased 13.0% to a record $2.60, versus $2.30 in 1998. Net earnings increased to $927 million from $849 million a year ago. Sales for fiscal 1999 increased 6.3% to $13.87 billion, versus $13.05 billion in 1998. Comparable-store sales were up 2.6% for the fiscal 1999 year. May discontinued its consumer electronics business in 1999, which penalized sales comparisons by about 1% for the year. Fiscal 1999 included a record fourth quarter. Diluted earnings per share for the 13 weeks were $1.45, up 10.7% compared with $1.31 a year ago. Net earnings for the quarter were $513 million, compared with $478 million in the same period in 1998. Fourth quarter sales were $4.70 billion, an increase of 4.0% compared with $4.52 billion in 1998. May's board of directors authorized a 4.5% increase in May's annual dividend rate payable March 15, 2000, to shareowners of record as of March 1, 2000. The new annual dividend rate is 93 cents per share versus 89 cents per share in 1999. This is the 25th consecutive year of dividend increases, and marks 89 years of uninterrupted dividends. The board also authorized the company to repurchase an additional $650 million of May's shares. This continuing program has authorized May to purchase more than $2.5 billion of stock since 1996. In addition to the $650 million authorization, $139 million of the 1999 repurchase program remains to be executed. The company expects to make the purchases through open-market transactions. In announcing the results, Gene Kahn, May's president and chief executive officer, said, "In addition to the record results we reported for the fourth quarter and year, 1999 was also significant because: -- "May achieved a 24.1% return on equity. The return continues to place May well in the top quartile of the retail industry. -- "Our cash flow of $1.4 billion and strong financial position are significant assets, giving us the ability to take full advantage of the right opportunities to make acquisitions, add new stores, expand existing stores, and purchase our stock. The board authorized a stock repurchase of up to $650 million of May's shares, for a total of more than $2.5 billion in purchase authorizations since 1996. -- "We opened 18 department stores in 1999: five Lord & Taylor stores, two Hecht's stores, one Strawbridge's store, two Robinsons-May stores, two Filene's stores, two Kaufmann's stores, three Famous-Barr stores, and one The Jones Store location. The stores added 2.5 million square feet of selling space. -- "The Meier & Frank division also opened 13 ZCMI stores on January 31, 2000, bringing us to a total of 421 stores. In addition to the ZCMI stores, we will open 10 new stores in 2000 -- four Lord & Taylor stores, four Foley's stores, a Kaufmann's store, and a Famous-Barr store -- for a total of 23 new stores and 3.3 million square feet of new selling space. -- "In terms of our management team, we named John L. Dunham a vice chairman in 1999, and last week we promoted Richard W. Bennet III and William P. McNamara to vice chairmen of May. Anthony J. Torcasio continues as a vice chairman until his retirement at the end of September. Rick, Bill, and Tony will supervise the company's store divisions. Judith K. Hofer was promoted to president and chief executive officer of May Merchandising Company. We are fortunate to have these talented, career May executives prepared to take on these important responsibilities." Continuing, Mr. Kahn emphasized, "May will concentrate its efforts on becoming a more merchandise-driven, sales-driven company. Our important initiatives of capturing the younger shoppers and addressing the casualization of the American consumer will be propelled by building stronger, more interesting selections and better values that communicate youth, newness, fun, and excitement to a broad range of customers." The May Department Stores Company operates 421 department stores in 36 states and the District of Columbia. THE MAY DEPARTMENT STORES COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED RESULTS OF OPERATIONS 52 Weeks Ended January 29, 2000 January 30, 1999 (dollars in millions, % to % to except per share) $ Revenues $ Revenues Net retail sales $13,869 $13,048 Revenues $14,224 $13,413 Cost of sales (A) 9,728 68.4% 9,224 68.8% Selling, general and administrative expenses 2,686 18.9 2,516 18.7 Interest expense, net 287 2.0 278 2.1 Earnings before income taxes 1,523 10.7 1,395 10.4 Provision for income taxes 596 39.1* 546 39.1* Net earnings $ 927 6.5% $ 849 6.3% Diluted earnings per share $ 2.60 $ 2.30 Dividends paid per common share $ .89 $ .84-2/3 Diluted average shares and equivalents 355.6 367.4 Unaudited 13 Weeks Ended January 29, 2000 January 30, 1999 (dollars in millions, % to % to except per share) $ Revenues $ Revenues Net retail sales $ 4,698 $ 4,517 Revenues $ 4,789 $ 4,618 Cost of sales (A) 3,123 65.2% 3,042 65.9% Selling, general and administrative expenses 757 15.8 720 15.6 Interest expense, net 74 1.6 77 1.6 Earnings before income tax 835 17.4 779 16.9 Provision for income taxes 322 38.5* 301 38.5* Net earnings $ 513 10.7% $ 478 10.4% Diluted earnings per share $ 1.45 $ 1.31 Dividends paid per common share $ .22-1/4 $ .21-1/6 Diluted average shares and equivalents 352.6 359.3 * Percent represents effective income tax rate. (A) Merchandise inventories are stated on the LIFO (last-in, first-out) cost basis. The 1999 LIFO provision decreased cost of sales by $30 million, or 0.2% of revenues, versus a $28 million decrease, or 0.2% of revenues in 1998. The 1999 fourth quarter LIFO provision decreased cost of sales by $50 million, or 1.0% of revenues, versus a $48 million decrease, or 1.0% of revenues in the 1998 fourth quarter. Cost of sales excluding the impact of LIFO (on a first-in, first-out basis) was 68.6% of revenues in 1999, versus 69.0% of revenues in 1998. The 1999 fourth quarter cost of sales excluding the impact of LIFO was 66.2% of revenues, versus 66.9% of revenues in the 1998 fourth quarter. Net Retail Sales - Percent Increase from Prior Year Net retail sales represent the sales of stores operating at the end of the latest period. Consumer electronics was discontinued at the beginning of 1999. This penalized sales by about 1% throughout 1999. Sales exclude finance charge revenues and the sales of stores that have been closed and not replaced. Store-for-store sales represent sales of those stores open during both periods. 52 Weeks Ended 13 Weeks Ended January 29, 2000 January 29, 2000 Store-for- Store-for- Total Store Total Store 6.3% 2.6% 4.0% 1.6% THE MAY DEPARTMENT STORES COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEET (dollars in millions) January 29, January 30, ASSETS 2000 1999 Cash $ 16 $ 15 Cash equivalents 25 97 Accounts receivable, net 2,173 2,144 Merchandise inventories 2,817 2,655 Other current assets 84 76 Total Current Assets 5,115 4,987 Property and equipment, net 4,769 4,513 Goodwill and other assets 1,051 1,033 Total Assets $ 10,935 $ 10,533 LIABILITIES AND January 29, January 30, SHAREOWNERS' EQUITY 2000 1999 Current maturities of long-term debt $ 259 $ 98 Accounts payable 1,030 965 Accrued expenses 892 807 Income taxes payable 234 189 Total Current Liabilities 2,415 2,059 Long-term debt 3,560 3,825 Deferred income taxes 540 482 Other liabilities 314 309 ESOP Preference Shares 315 327 Unearned compensation (286) (305) Shareowners' equity 4,077 3,836 Total Liabilities and Shareowners' Equity $ 10,935 $ 10,533 NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION Inventories. Merchandise inventories are stated on the LIFO (last-in, first-out) cost basis. The LIFO provision was a credit of $30 million in 1999 compared with a credit of $28 million in 1998. The accumulated LIFO provision was $35 million and $65 million in 1999 and 1998, respectively. Acquisition. On December 31, 1999, May completed the acquisition of Zions Co-operative Mercantile Institution (ZCMI) stores. May's Meier & Frank division opened the 13 ZCMI stores, located in Utah and Idaho, on January 31, 2000. The transaction, which was accounted for as a purchase, did not have a material impact on May`s financial statements. Stock Repurchase program. During 1999, the board of directors authorized the repurchase of up to $552 million of May shares. As of January 29, 2000, the company has purchased $413 million of common stock, or approximately 11.5 million shares at an average price of $36 per share, which included $240 million of common stock purchases in the fourth quarter. On February 9, 2000, the board of directors authorized the company to repurchase up to $650 million May common shares as market conditions allow. Reclassification. Certain prior-period amounts have been reclassified to conform with the current-year presentation. THE MAY DEPARTMENT STORES COMPANY AND SUBSIDIARIES FINANCIAL HIGHLIGHTS (Millions, except per share) 1999 1998 1997 Net retail sales $13,869 $13,048 $12,265 Revenues $14,224 $13,413 $12,685 Operating earnings $ 1,810 $ 1,673 $ 1,578 Memo: LIFO provision (credit) included in operating earnings (30) (28) (5) Percent of Revenues 12.7% 12.5% 12.5% Memo: LIFO provision (credit) (0.2) (0.2) (0.1) Interest expense, net (287) (278) (299) Earnings before income taxes 1,523 1,395 1,279 Provision for income taxes (596) (546) (500) Net earnings $ 927 $ 849 $ 779 Diluted earnings per share $ 2.60 $ 2.30 $ 2.07 Net earnings as a percent of revenues 6.5% 6.3% 6.1% Return on beginning net assets 20.7% 19.8% 18.5% Return on shareowners' beginning equity 24.1% 22.2% 21.2% Dividends paid per common share $ .89 $ .85 $ .80 Annual dividend rate per common share effective March 15, 2000 $ .93 (Millions, except per share) 1996 1995 1994 Net retail sales $11,465 $10,347 $ 9,643 Revenues $12,000 $10,952 $10,107 Operating earnings $ 1,509 $ 1,410 $ 1,312 Memo: LIFO provision (credit) included in operating earnings (20) (53) (46) Percent of revenues 12.6% 12.9% 13.0% Memo: LIFO provision (credit) (0.2) (0.5) (0.4) Interest expense, net (277) (250) (233) Earnings before income taxes 1,232 1,160 1,079 Provision for income taxes (483) (460) (429) Net earnings $ 749 $ 700 $ 650 Diluted earnings per share $ 1.87 $ 1.75 $ 1.62 Net earnings as a percent of revenues 6.2% 6.4% 6.4% Return on beginning net assets 18.8% 20.1% 20.1% Return on shareowners' beginning equity 19.4% 20.8% 21.3% Dividends paid per common share $ .77 $ .74 $ .67 All years are 52-week fiscal years, except 1995 which included 53 weeks. Net retail sales for 1995 are shown on a 52-week basis for comparability. -----END PRIVACY-ENHANCED MESSAGE-----