0000063416-95-000018.txt : 19950816 0000063416-95-000018.hdr.sgml : 19950816 ACCESSION NUMBER: 0000063416-95-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19950815 ITEM INFORMATION: Other events FILED AS OF DATE: 19950815 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAY DEPARTMENT STORES CO CENTRAL INDEX KEY: 0000063416 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 430398035 STATE OF INCORPORATION: NY FISCAL YEAR END: 0201 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00079 FILM NUMBER: 95564130 BUSINESS ADDRESS: STREET 1: 611 OLIVE ST CITY: ST LOUIS STATE: MO ZIP: 63101 BUSINESS PHONE: 3143426300 8-K 1 FORM 8-K DATED AUGUST 15, 1995 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 (Date of earliest event reported): August 3, 1995 THE MAY DEPARTMENT STORES COMPANY (Exact name of Registrant as specified in its charter) New York I-79 43-0398035 (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 5. Other Events. On August 3, 1995, Registrant reported preliminary sales of $801.4 million for the four-week period ended July 29, a 10.1% increase over $727.8 million in the similar fiscal period last year. Department store sales for the month of July totaled $635.1 million, up 8.1% or $47.7 million over last year. Sales for Payless ShoeSource were $166.3 million, an increase of 18.4% or $25.9 million over last year's similar period. On August 7, 1995, Registrant reported that fully diluted earnings per share for the 13 weeks ended July 29 increased 8.2% to $.53, compared with $.49 per share for the quarter in 1994. Net earnings were $141 million, compared with $130 million a year ago. Sales were $2.87 billion, up 9.4% from $2.62 billion during the same period in 1994. For the six months ending July 29, the Registrant's fully diluted earnings per share were $.95, an increase of 5.6% compared with $.90 in 1994. Net earnings were $255 million, compared with $242 million a year ago. Sales increased 8.1% to $5.56 billion compared with $5.15 billion last year. On August 8, 1995, the Registrant and J.C. Penney Company, Inc. announced that they will acquire John Wanamaker and Woodward & Lothrop stores in the Philadelphia, Washington and Baltimore market areas. The United States Bankruptcy Court of the Southern District of New York approved a Registrant/J.C. Penney joint bid in the amount of $460 million of net distributable value to creditors. Under the joint bid, the Registrant will acquire 14 Wanamaker stores in the Philadelphia area, 13 of which it will operate as Hecht's stores and one of which it will sell to a third party, and three Woodward & Lothrop stores in the Washington area, two of which it will operate as Lord & Taylor stores and one of which it will operate as a Hecht's store. In addition, the Registrant will acquire two distribution centers, one of which it will operate and one of which it will sell to a third party. The Registrant expects that the transaction will close later in August. Page 2 Item 7. Financial Statements and Exhibits. (c) Exhibits. The following documents are filed as Exhibits. Sequential Numbering System Exhibit No. Exhibit Page Number 99-1 Press Release dated August 3, 1995 6 99-2 Press Release dated August 7, 1995 7 99-3 Press Release dated August 8, 1995 10 Page 3 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: August 15, 1995 By: /s/ Richard A. Brickson Richard A. Brickson Secretary and Senior Counsel Page 4 INDEX TO EXHIBITS Sequential Numbering System Exhibit No. Exhibit Page Number 99-1 Press Release dated August 3, 1995 6 99-2 Press Release dated August 7, 1995 7 99-3 Press Release dated August 8, 1995 10 Page 5 EX-99.1 2 AUGUST 15, 1995 8-K EXHIBIT 99-1 For Immediate Release Contact: Jim Abrams (314) 342-6343 SALES INCREASE 10.1% FOR THE MONTH OF JULY FOR THE MAY DEPARTMENT STORES COMPANY ST. LOUIS, August 3, 1995 -- The May Department Stores Company today reported preliminary sales of $801.4 million for the four-week period ended July 29, a 10.1% increase over $727.8 million in the similar fiscal period last year. Sales for the first six months of fiscal 1995 were $5.56 billion, up 8.1% from sales of $5.15 billion during the same period a year ago. Department store sales for the month of July totaled $635.1 million, up 8.1% or $47.7 million over last year. Sales for Payless ShoeSource were $166.3 million, an increase of 18.4% or $25.9 million over last year's similar period. Sales were as follows: JULY SALES (Millions) Fiscal Fiscal Percent Store-for-Store* 1995 1994 Increase Increase Department stores $ 635.1 $ 587.4 8.1% 5.0% Payless ShoeSource 166.3 140.4 18.4 3.0 TOTAL $ 801.4 $ 727.8 10.1% 4.6% YEAR-TO-DATE SALES (Millions) Fiscal Fiscal Percent Store-for-Store* 1995 1994 Increase Inc/(Dec) Department stores $4,371.2 $4,084.2 7.0% 3.7% Payless ShoeSource 1,192.2 1,061.2 12.3 (3.0) TOTAL $5,563.4 $5,145.4 8.1% 2.3% * 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. Year-to-date revenues, including sales of nonreplaced closed stores and finance charge revenue, were $5.74 billion in 1995 and $5.33 billion in 1994. On August 1, May opened a new Hecht's department store at Crabtree Valley Mall in Raleigh, N.C. Year-to-date, May has opened three of the 23 department stores scheduled to open in 1995. During July, May opened three net new Payless ShoeSource stores for a total of 151 year-to-date, and 11 Payless Kids expansion stores for a total of 102 year-to-date. The May Department Stores Company operates 315 department stores and 4,586 Payless ShoeSource stores. # # # EX-99.2 3 AUGUST 15, 1995 8-K EXHIBIT 99-2 FOR REPEATS CALL WIRE NEWS (314) 231-2104 - - - THE MAY DEPARTMENT STORES COMPANY - - - BUSINESS EDITOR / NEWS DIRECTOR - - - FOR IMMEDIATE RELEASE THE MAY DEPARTMENT STORES COMPANY REPORTS RECORD SECOND QUARTER AND FIRST SIX MONTHS RESULTS ST. LOUIS (WIRE NEWS), August 7, 1995 -- Earnings per share, net earnings and sales of The May Department Stores Company for the second quarter and first six months of fiscal 1995 reached record levels, David C. Farrell, May Company chairman and chief executive officer, announced today. For the 13 weeks ending July 29, fully diluted earnings per share increased 8.2% to $.53, compared with $.49 per share in the second quarter of 1994. Net earnings were $141 million, compared with $130 million a year ago. Sales were $2.87 billion, up 9.4% from $2.62 billion during the same period in 1994. For the six months ending July 29, the company's fully diluted earnings per share were $.95, an increase of 5.6%, compared with $.90 in 1994. Net earnings were $255 million, compared with $242 million a year ago. Sales increased 8.1% to $5.56 billion compared with $5.15 billion last year. On August 1, May opened a new Hecht's department store at Crabtree Valley Mall in Raleigh, N.C. This brings to three the number of new department stores opened year-to-date, including the Lord & Taylor store at Woodfield Mall in Schaumburg, Ill., and the Foley's store at Temple Mall in Temple, Tex., both of which opened in March. Another 20 department stores are scheduled to open by year-end: three stores each for Lord & Taylor and Hecht's, seven stores for Kaufmann's, four stores for Filene's, and one store each for Foley's, Robinsons- May, and Famous-Barr. The 23 total new stores planned for 1995 are a record number for May in a single year, adding more than 3.3 million square feet of retail space. During the quarter, May opened 17 net new Payless ShoeSource stores, for a total of 151 year-to-date, and 35 new Payless Kids expansion stores, for a total of 102 year-to-date. The May Department Stores Company operates 315 department stores and 4,586 Payless ShoeSource stores. THE MAY DEPARTMENT STORES COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED RESULTS OF OPERATIONS (Unaudited) 13 Weeks Ended 13 Weeks Ended (Millions, except per share) July 29, 1995 July 30, 1994 % to % to $ Revenues $ Revenues Net Retail Sales: Department stores $ 2,243 $ 2,075 Payless ShoeSource 623 544 Total Net Retail Sales $ 2,866 $ 2,619 Revenues $ 2,948 $ 2,706 Cost of sales 2,071 70.2% 1,891 69.9% Selling, general and administrative expenses 583 19.8 540 20.0 Interest expense, net 57 2.0 57 2.0 Earnings before income taxes 237 8.0 218 8.1 Provision for income taxes 96 40.5* 88 40.5* Net Earnings $ 141 4.8% $ 130 4.8% Primary Earnings per Share $ .55 $ .50 Fully Diluted Earnings per Share $ .53 $ .49 Dividends Paid per Common Share $ .28-1/2 $ .26 Primary Average Shares and Equivalents 250.2 249.9 Fully Diluted Average Shares and Equivalents 265.7 265.2 26 Weeks Ended 26 Weeks Ended (Millions, except per share) July 29, 1995 July 30, 1994 % to % to $ Revenues $ Revenues Net Retail Sales: Department stores $ 4,371 $ 4,084 Payless ShoeSource 1,192 1,061 Total Net Retail Sales $ 5,563 $ 5,145 Revenues $ 5,735 $ 5,328 Cost of sales 4,017 70.0% 3,711 69.6% Selling, general and administrative expenses 1,175 20.5 1,095 20.6 Interest expense, net 115 2.0 116 2.2 Earnings before income taxes 428 7.5 406 7.6 Provision for income taxes 173 40.5* 164 40.5* Net Earnings $ 255 4.4% $ 242 4.5% Primary Earnings per Share $ .98 $ .93 Fully Diluted Earnings per Share $ .95 $ .90 Dividends Paid per Common Share $ .54-1/2 .49 Primary Average Shares and Equivalents 249.7 249.9 Fully Diluted Average Shares and Equivalents 265.4 265.2 * Percent represents effective income tax rate NET RETAIL SALES - PERCENT INCREASE VERSUS LAST YEAR Net retail sales represent the sales of stores operating at the end of the latest period. They exclude finance charge revenue and the sales of stores which have been closed and not replaced. Store-for-store sales represent sales of those stores open during both periods. 13 Weeks Ended 26 Weeks Ended July 29, 1995 July 29, 1995 Store-for- Store-for Total Store Total Store Department stores 8.1% 5.0% 7.0% 3.7% Payless ShoeSource 14.3 (1.4) 12.3 (3.0) Total 9.4% 3.7% 8.1% 2.3% THE MAY DEPARTMENT STORES COMPANY AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED RESULTS OF OPERATIONS Interim Results. The unaudited condensed consolidated results of operations have been prepared in accordance with the company's accounting policies as described in the 1994 Annual Report to Shareowners and should be read in conjunction with that report. In the opinion of management, this information is fairly presented and all adjustments (consisting only of normal recurring adjustments) necessary for a fair statement of the results for the interim periods have been included; however, certain items are included in this statement based on estimates for the entire year. Also, operating results of periods which exclude the Christmas season may not be indicative of the operating results that may be expected for the full fiscal year. Inventories. Department store merchandise inventories are stated on the LIFO (last-in, first-out) cost basis. The LIFO provision for the second quarter was $8 million in 1995 and 1994. The year-to-date LIFO provision was $16 million in 1995 and 1994. Trailing Years' Results. Operating results for the trailing years were as follows (millions, except per share): 52 Weeks Ended July 29, 1995 July 30, 1994 Net retail sales $ 12,293 $ 11,406 Revenues $ 12,630 $ 11,849 Net earnings $ 795 $ 740 Fully diluted earnings per share $ 2.97 $ 2.76 Reclassifications. Certain prior period amounts have been reclassified to conform with current year presentation. CONTACT: Jim Abrams, (314) 342-6343, The May Department Stores Company EX-99.3 4 AUGUST 15, 1995 8-K EXHIBIT 99-3 CONTACT: Jim Abrams Hank Rusman The May Department Stores Company JC Penney (314) 342-6343 (214) 431-1316 THE MAY DEPARTMENT STORES COMPANY AND JCPENNEY CO. TO PURCHASE WANAMAKER AND WOODWARD & LOTHROP ST. LOUIS, MO, AND PLANO, TX , August 8, 1995 -- The May Department Stores Company and J.C. Penney Company, Inc. today announced that they will acquire John Wanamaker and Woodward & Lothrop stores in the Philadelphia, Washington and Baltimore market areas. A revised May/JCPenney joint bid in the amount of $460 million of net distributable value to creditors was approved at a hearing today in the United States Bankruptcy Court of the Southern District of New York. May and JCPenney also announced that they have executed the purchase agreement with Woodward & Lothrop and John Wanamaker. In addition, May executed an agreement with the Center City landlord for Hecht's to operate in the Center City Wanamaker location in downtown Philadelphia. Under the joint bid, May will acquire 14 Wanamaker stores in the Philadelphia area and three Woodward & Lothrop stores in Washington, and JCPenney will acquire seven Woodward & Lothrop stores in the Washington/Baltimore area. Other details of the bid remain the same as were announced on July 27, 1995. David C. Farrell, chairman and chief executive officer of The May Department Stores Company, said, "We are very pleased to bring Hecht's to the Philadelphia market and to strengthen both Hecht's and Lord & Taylor in the Washington market. Hecht's and Lord & Taylor look forward to serving new customers in these markets." "JCPenney is gratified and excited to get greater access to this very important Baltimore/Washington market and to have an opportunity to serve customers there much more meaningfully and conveniently," said James E. Oesterreicher, vice chairman and chief executive officer of J. C. Penney Company, Inc., commenting on the results of the bidding process. The court order will enable JCPenney to add seven new stores to its fourteen existing locations in the Baltimore/Washington area. May and JCPenney expect that the transaction will be completed late this month. # # #