-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Buxk7+hoLYDJpvs+jvAwGoO/Nmp/oAlABS0AF5zaZufl6F88162JeqbKyOvHSvog A2cbcjSFl/2vdmKN/XfYyA== 0000950109-94-002284.txt : 19941212 0000950109-94-002284.hdr.sgml : 19941212 ACCESSION NUMBER: 0000950109-94-002284 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 19941029 FILED AS OF DATE: 19941209 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENNEY J C CO INC CENTRAL INDEX KEY: 0000077182 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 135583779 STATE OF INCORPORATION: DE FISCAL YEAR END: 0126 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-00777 FILM NUMBER: 94564031 BUSINESS ADDRESS: STREET 1: 6501 LEGACY DRIVE CITY: PLANO STATE: TX ZIP: 75024-3698 BUSINESS PHONE: 2144311000 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 --------------- FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 --------------- For the 13 and 39 week periods Commission file number 1-777 ended October 29, 1994 J. C. PENNEY COMPANY, INC. - ---------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 13-5583779 - ---------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 6501 Legacy Drive, Plano, Texas 75024 - 3698 - ---------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (214) 431-1000 ------------------------- ------------------- 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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 232,431,640 shares of Common Stock of $0.50 par value, as of October 29, 1994. -1- PART I - FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS. The following interim financial information is unaudited but, in the opinion of the Company, includes all adjustments, consisting only of normal recurring accruals, necessary for a fair presentation. The financial information should be read in conjunction with the audited consolidated financial statements included in the Company's Annual Report on Form 10-K for the 52 weeks ended January 29, 1994. Statements of Income (Amounts in millions except per share data)
13 weeks ended 39 weeks ended ---------------------- ---------------------- Oct. 29, Oct. 30, Oct. 29, Oct. 30, 1994 1993 1994 1993 ---------- ---------- ---------- ---------- Retail sales $ 5,149 $ 4,735 $ 13,741 $ 12,662 Other revenue 179 153 518 438 ---------- ---------- ---------- ---------- Total revenue 5,328 4,888 14,259 13,100 ---------- ---------- ---------- ---------- Costs and expenses Cost of goods sold, occupancy, buying, and warehousing costs 3,488 3,205 9,403 8,661 Selling, general, and administrative expenses 1,204 1,145 3,375 3,191 Costs and expenses of other businesses 141 115 399 326 Net interest expense and credit operations 48 29 57 71 ---------- ---------- ---------- ---------- Total costs and expenses 4,881 4,494 13,234 12,249 ---------- ---------- ---------- ---------- Income before income taxes, extraordinary charge, and cumulative effect of accounting change 447 394 1,025 851 Income taxes 173 173 396 346 ---------- ---------- ---------- ---------- Income before extraordinary charge and cumulative effect of accounting change 274 221 629 505 Extraordinary charge on debt redemption, net of income taxes of $23 and $33 -- (36) -- (53) Cumulative effect of accounting change for income taxes -- -- -- 51 ---------- ---------- ---------- ---------- Net income $ 274 $ 185 $ 629 $ 503 ========== ========== ========== ========== Net income per common share Primary Income before extraordinary charge and cumulative effect of accounting change $ 1.11 $ .88 $ 2.51 $ 1.99 Extraordinary charge on debt redemption -- (.15) -- (.22) Cumulative effect of accounting change for income taxes -- -- -- .21 ========== ========== ========== ========== Net income $ 1.11 $ .73 $ 2.51 $ 1.98 ========== ========== ========== ========== Fully diluted Income before extraordinary charge and cumulative effect of accounting change $ 1.04 $ .83 $ 2.39 $ 1.90 Extraordinary charge on debt redemption -- (.14) -- (.20) Cumulative effect of accounting change for income taxes -- -- -- .19 ---------- ---------- ---------- ---------- Net income $ 1.04 $ .69 $ 2.39 $ 1.89 ========== ========== ========== ========== Weighted average common shares outstanding Primary 236.8 239.0 238.2 238.7 ========== ========== ========== ========== Fully diluted 258.1 262.7 259.6 261.5 ========== ========== ========== ==========
-2- Balance Sheets (Amounts in millions)
Oct. 29, Oct. 30, Jan. 29, 1994 1993 1994 -------- -------- -------- ASSETS Current assets Cash and short term investments of $193, $263, and $156 $ 314 $ 365 $ 173 Receivables, net 4,618 3,899 4,679 Merchandise inventories 4,833 4,417 3,545 Prepaid expenses 209 196 168 -------- -------- -------- Total current assets 9,974 8,877 8,565 Properties, net of accumulated depreciation of $2,071, $2,029, and $2,001 3,864 3,768 3,818 Investments 1,352 1,131 1,182 Deferred insurance policy acquisition costs 477 414 426 Other assets 911 776 797 -------- -------- -------- $ 16,578 $ 14,966 $ 14,788 ======== ======== ========
-3- Balance Sheets (Amounts in millions)
Oct. 29, Oct. 30, Jan. 29, 1994 1993 1994 -------- -------- -------- LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable and accrued expenses $ 2,610 $ 2,485 $ 2,139 Short term debt 2,253 1,998 1,284 Current maturities of long term debt -- 887 348 Deferred taxes 110 83 112 -------- -------- -------- Total current liabilities 4,973 5,453 3,883 Long term debt 3,380 1,979 2,929 Deferred taxes 1,015 908 1,013 Bank deposits 650 558 581 Insurance policy and claims reserves 603 522 540 Other liabilities 462 566 477 -------- -------- -------- Total liabilities 11,083 9,986 9,423 Stockholders' equity Preferred stock, without par value: Authorized, 25 million shares - issued, 1 million shares of Series B ESOP convertible preferred 634 652 648 Guaranteed ESOP obligation (343) (414) (379) Common stock, par value $0.50: Authorized, 1,250 million shares - issued, 232, 236, and 236 million shares 1,042 983 1,003 -------- -------- -------- Total capital stock 1,333 1,221 1,272 -------- -------- -------- Reinvested earnings at beginning of year 4,093 3,531 3,531 Net income 629 503 940 Net unrealized change in debt and equity securities (8) (1) 1 Retirement of common stock (237) -- -- Common stock dividends declared (295) (254) (339) Preferred stock dividends declared, net of taxes (20) (20) (40) -------- -------- -------- Reinvested earnings at end of period 4,162 3,759 4,093 -------- -------- -------- Total stockholders' equity 5,495 4,980 5,365 -------- -------- -------- $16,578 $14,966 $14,788 ======== ======== ========
-4- Statements of Cash Flows (Amounts in millions)
39 weeks ended ------------------------- Oct. 29, Oct. 30, 1994 1993 ---------- ---------- Operating activities Net income $ 629 $ 503 Extraordinary charge, net of income taxes -- 53 Cumulative effect of accounting change -- (51) Depreciation and amortization 215 219 Amortization of original issue discount 4 36 Deferred taxes -- (34) Change in cash from: Customer receivables 206 345 Securitized customer receivables amortized -- (342) Inventories, net of trade payables (862) (740) Other assets and liabilities, net (102) (79) ---------- ---------- 90 (90) ---------- ---------- Investing activities Capital expenditures (365) (312) Purchases of investment securities (432) (304) Proceeds from sales of investment securities 267 173 ---------- ---------- (530) (443) ---------- ---------- Financing activities Increase in short term debt 969 1,091 Issuance of long term debt 500 -- Payments of long term debt (350) (352) Premium on debt retirement -- (16) Common stock issued, net 34 28 Retirement of common stock (258) -- Preferred stock retired (14) (14) Dividends paid, preferred and common (300) (265) ---------- ---------- 581 472 ---------- ---------- Net increase (decrease) in cash and short term investments 141 (61) Cash and short term investments at beginning of year 173 426 ---------- ---------- Cash and short term investments at end of third quarter $ 314 $ 365 ========== ==========
-5- ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Financial Condition - ------------------- Customer receivables at the end of the 1994 third quarter were $3,420 million, $574 million or 20.2 per cent higher than the prior year. Customer receivables increased due to higher sales volume, greater usage of the JCPenney credit card by customers, the addition of new credit card accounts, and a lower repayment rate in the nine months ended October 29, 1994. Also, receivables increased due to the amortization of the $425 million Series D Trust Certificates in the latter part of fiscal 1993. Total customer receivables serviced by the Company, including those sold through a Trust, were $4,145 million, $491 million or 13.4 per cent higher than the prior year. Merchandise inventories, on a FIFO basis, were $5,079 million at the end of the third quarter, an increase of 8.1 per cent from the level in the prior year. The current cost of inventories exceeded the LIFO basis amount carried on the balance sheet by approximately $246 million at October 29, 1994, $246 million at January 29, 1994, and $282 million at October 30, 1993. Capital expenditures for property, plant and equipment were $365 million in the nine months ended October 29, 1994, $53 million higher than the comparable period last year, primarily due to increased expenditures for new and existing stores. Investments, primarily JCPenney Insurance investments and asset-backed certificates held by the Company, were $1,352 million at October 29, 1994, an increase of $221 million from the end of the 1993 third quarter. The increase reflects, in part, the Company's investment of excess cash in fixed income securities totalling $117 million. JCPenney Insurance investments were $719 million, $20 million higher than the prior year's level. Effective January 30, 1994, the Company adopted Statement of Financial Accounting Standards (SFAS) No. 115, "Accounting for Certain Investments in Debt and Equity Securities". This Statement requires that securities be classified as trading, held-to-maturity, or available-for-sale. The Company's marketable investment securities, primarily held by JCPenney Insurance, are classified as available-for-sale and are required to be carried at market value. Changes in unrealized gains and losses are recorded directly to stockholders' equity, net of applicable income taxes. Adoption of this Statement had no impact on net income. Other assets were $911 million at the end of the 1994 third quarter, an increase of $135 million from the prior year. The Company made a $99 million contribution to its pension plan in the 1994 first quarter, which increased the prepaid pension asset. -6- Accounts payable and accrued expenses were $2,610 million on October 29, 1994, $125 million higher than the prior year. Trade payables were $1,461 million, $98 million above last year's level due to higher merchandise inventories. The quarterly dividend on common stock was increased to 42 cents per share beginning with the first quarter of 1994, or an indicated annual rate of $1.68 per share, as compared with $1.44 per share in 1993. Dividends payable were $99 million, $13 million higher than last year reflecting the increase in the quarterly dividend rate. Total debt on the Company's balance sheet at October 29, 1994 was $5,633 million as compared with $4,864 million at October 30, 1993, an increase of 15.8 per cent. Total debt was higher than last year to support the growth in customer receivables, the increased investment in merchandise inventories, and the Company's stock buyback program. Total debt, net of short term investments, and including off-balance-sheet debt related to operating leases and the securitization of a portion of the Company's customer receivables, was $6,493 million on October 29, 1994, as compared with $5,928 million at October 30, 1993, an increase of 9.5 per cent. The Company's debt to capital ratio was 54.2 per cent, compared with 54.3 per cent at the end of the third quarter last year. In October 1994, Moody's Investor Service raised its ratings of the Company's long-term debt to A1 from A2. On July 1, 1994, the Company established a Series A, Medium-Term Note program of up to $1 billion. Issuance and sale of the notes may be made from time to time in various amounts and maturities. This Medium-Term Note program is a component of the Company's overall debt securities program implemented pursuant to a shelf registration statement filed by the Company in April 1994. The Company anticipates using the net proceeds from Medium-Term Note sales for general corporate purposes. As of October 29, 1994, no Medium-Term Notes had been issued. On March 9, 1994, the Board of Directors approved the purchase of up to 10 million shares of the Company's common stock to offset dilution caused by the issuance of common shares under the Company's equity compensation and benefit plans. For the nine months ended October 29, 1994, the Company purchased approximately 5.0 million shares of common stock at a cost of $258 million. All shares were retired and returned to the status of authorized but unissued shares of common stock. -7- Results of Operations - --------------------- Ratios useful in analyzing the results of operations are as follows:
13 weeks ended 39 weeks ended ------------------ ------------------ Oct. 29, Oct. 30, Oct. 29, Oct. 30, 1994 1993 1994 1993 -------- -------- -------- -------- Retail sales, per cent increase 8.7 9.1 8.5 6.2 JCPenney stores sales, per cent increase 8.3 8.1 7.5 5.7 Gross margin, per cent of retail sales FIFO 32.2 32.3 31.6 31.6 LIFO 32.2 32.3 31.6 31.6 Selling, general, and adminis- trative expenses, per cent of retail sales 23.4 24.2 24.6 25.2 Effective income tax rate - operations 38.7 40.4 38.7 39.0
For the 13 weeks ended October 29, 1994, net income was a Company record for the third quarter at $274 million, or $1.04 per share, as compared with $185 million, or 69 cents per share, in the same period last year. Net income in the 1993 third quarter included an extraordinary charge related to debt redemption. Excluding the effect of this item, net income for the 1994 third quarter, at $274 million, was 24.1 per cent higher than 1993's income of $221 million, and net income per share was 25.3 per cent higher than last year's 83 cents per share. For the nine months ended October 29, 1994, net income totalled $629 million, or $2.39 per share, as compared with $503 million, or $1.89 per share, in the comparable 1993 period. The improvement in earnings in the third quarter and nine months ended October 29, 1994, reflected the increased sales performance of both JCPenney stores and catalog, and well-managed expenses. Third quarter total retail sales increased 8.7 per cent to $5,149 million from $4,735 million in last year's comparable period. Third quarter sales from JCPenney stores increased 8.3 per cent from the prior year's period. Sales from the Company's catalog operation increased 10.1 per cent in the third quarter while sales of the Thrift Drug store operation improved by 8.5 per cent over the comparable 1993 period. For the nine months ended October 29, 1994, total retail sales increased 8.5 per cent to $13,741 million from $12,662 million in the comparable 1993 period. Gross margin dollars improved $131 million or 8.5 per cent in the 1994 third quarter compared with the same 1993 period, due to increased sales volume from both stores and catalog. As a per cent of retail sales, gross margin declined slightly to 32.2 per cent from 32.3 per cent in last year's period. For the nine months ended October 29, 1994, gross margin, as a per cent of retail sales, was 31.6 per cent, the same as the comparable 1993 period. -8- Selling, general, and administrative ("SG&A") expenses, as a per cent of retail sales, declined to 23.4 per cent in the 1994 third quarter from 24.2 per cent in the 1993 comparable period. SG&A expense levels increased 5.2 per cent over last year's third quarter due to planned increases in store and catalog advertising and greater sales incentive compensation in stores. For the nine months ended October 29, 1994, SG&A, as a per cent of retail sales, declined 60 basis points to 24.6 per cent. Net interest expense and credit operations, which consists of finance charge revenue from the Company's proprietary credit card, credit operating costs, and net interest expense, was $48 million in the third quarter of 1994 compared with $29 million in the comparable period last year. Finance charge revenue was $145 million, up $26 million over the same period last year due to higher customer receivables. Credit operating costs were $120 million in the third quarter of 1994, $29 million higher than the comparable period last year. Bad debt expense, which is included in credit costs, increased from $26 million to $53 million due to higher customer receivables. Net interest expense was $73 million, up $16 million compared with last year's third quarter, due to higher borrowing levels to finance the investment in receivables and inventory, and the Company's stock buyback program. For the nine months ended October 29, 1994, net interest expense and costs from credit operations were $57 million compared with $71 million in last year's period. Total revenue from the Company's life and health insurance business was $147 million in the 1994 third quarter, an increase of $24 million or 20.8 per cent over the comparable period in the prior year. Total pre-tax income was $32 million, compared with $29 million in the prior year's third quarter. Last year's third quarter included realized gains of $3 million from the investment portfolio. Excluding the effect of these gains, operating profit in the 1994 third quarter was up $6 million or 24.6 per cent, primarily due to higher premium income. For the first nine months of 1994, total revenue increased 21.5 per cent to $423 million, and pretax income was $98 million compared with $90 million in the same period last year. Excluding the effect of realized gains in both years, operating profit for the nine months of 1994 was $91 million, 16.3 per cent higher than the same period last year. The effective income tax rate was 38.7 per cent in the 1994 third quarter, compared with the 1993 effective tax rate from operations of 40.4 per cent. Last year's rate included the retroactive impact of the Federal tax rate increase enacted in August 1993. Total income taxes in the 1993 third quarter also included a one-time charge of $14 million to adjust deferred taxes for the rate increase. The Company's business depends to a great extent on the last quarter of the year. Historically, sales for that period have averaged approximately one third of annual sales. Accordingly, the results of operations for the 39 weeks ended October 29, 1994 are not necessarily indicative of the results for the entire year. -9- PART II - OTHER INFORMATION ITEM 1 - LEGAL PROCEEDINGS. The Company has no material legal proceedings pending against it. ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K. (a) Exhibits -------- The following documents are filed as exhibits to this report: 11 Computation of net income per common share. 12(a) Computation of ratios of available income to combined fixed charges and preferred stock dividend requirement. 12(b) Computation of ratios of available income to fixed charges. 27 Financial Data Schedule for the nine months ended October 29, 1994. 99 November 9, 1994 Company press release relating to certain organizational changes. (b) Reports on Form 8-K ------------------- None. -10- SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. J. C. PENNEY COMPANY, INC. By /s/D. A. McKay ------------------------------ D. A. McKay Vice President and Controller (Principal Accounting Officer) Date: December 9, 1994
EX-11 2 COMPUTATION OF NET INCOME Exhibit 11 J. C. PENNEY COMPANY, INC. and Consolidated Subsidiaries Computation of Net Income Per Common Share ------------------------------------------- (Amounts in millions except per common share data)
39 Weeks Ended --------------------------------------------------- Oct. 29, 1994 Oct. 30, 1993 ---------------------- ---------------------- Shares Income Shares Income ------ ------ ------ ------ Primary: - ------- Income before extraordinary charge and cumulative effect of accounting change $ 629 $ 505 Dividend on Series B ESOP convertible preferred stock (after-tax) (31) (31) ------ ------ Adjusted income before extraordinary charge and cumulative effect of accounting change 598 474 Weighted average number of shares outstanding 234.8 235.6 Common stock equivalents: Stock options and other dilutive effects 3.4 3.1 ------ ------ ------ ------ 238.2 598 238.7 474 Income per common share before extraordinary charge and cumulative effect of accounting change $2.51 $1.99 Extraordinary charge on debt redemption, net of income taxes -- -- (0.22) (53) Cumulative effect of accounting change -- -- 0.21 51 ------ ------ ------ ------ ------ ------ 238.2 238.7 ====== ====== Net income $ 598 $ 472 ====== ====== Net income per common share $2.51 $1.98 ====== ====== Fully diluted: - ------------- Income before extraordinary charge and cumulative effect of accounting change $ 629 $ 505 Tax benefit differential on ESOP dividend assuming stock is fully converted (2) (2) Assumed additional contribution to ESOP if preferred stock is fully converted (5) (7) ------ ------ Adjusted income before extraordinary charge and cumulative effect of accounting change 622 496 Weighted average number of shares outstanding (primary) 238.2 238.7 Maximum dilution 0.0 0.8 Convertible preferred stock 21.4 22.0 ------ ------ ------ ------ 259.6 622 261.5 496 Income per common share before extraordinary charge and cumulative effect of accounting change $2.39 $1.90 Extraordinary charge on debt redemption, net of income taxes -- -- (0.20) (53) Cumulative effect of accounting change -- -- 0.19 51 ------ ------ ------ ------ ------ ------ 259.6 261.5 ====== ====== Net income $ 622 $ 494 ====== ====== Net income per common share $2.39 $1.89 ====== ======
EX-12.A 3 COMPUTATION OF RATIOS Exhibit 12(a) J. C. Penney Company, Inc. (the Company and all subsidiaries) Computation of Ratios of Available Income to Combined Fixed Charges and Preferred Stock Dividend Requirement
52 weeks 53 weeks ended ended -------- -------- Oct. 29, Oct. 30, 1994 1993 -------- -------- ($ Millions) Income from continuing operations (before income taxes, before capitalized interest, but after preferred stock dividend) $ 1,673 $ 1,402 -------- -------- Fixed charges Interest (including capitalized interest) On operating leases 97 96 On short term debt 73 41 On long term debt 227 258 On capital leases 8 10 Other, net (1) 11 -------- -------- Total fixed charges 404 416 Preferred stock dividend, before taxes 51 52 -------- -------- Combined fixed charges and preferred stock dividend requirement 455 468 -------- -------- Total available income $ 2,128 $ 1,870 ======== ======== Ratio of available income to combined fixed charges and preferred stock dividend requirement 4.7 4.0 ======== ========
The interest cost of the LESOP notes guaranteed by the Company is not included in fixed charges above. The Company believes that, due to the seasonal nature of its business, ratios for a period other than a 52 or 53 week period are inappropriate.
EX-12.B 4 COMPUTATION OF RATIOS Exhibit 12(b) J. C. Penney Company, Inc. (the Company and all subsidiaries) Computation of Ratios of Available Income to Fixed Charges
52 weeks 53 weeks ended ended -------- -------- Oct. 29, Oct. 30, 1994 1993 -------- -------- ($ Millions) Income from continuing operations (before income taxes and before capitalized interest) $ 1,724 $ 1,454 -------- -------- Fixed charges Interest (including capitalized interest) On operating leases 97 96 On short term debt 73 41 On long term debt 227 258 On capital leases 8 10 Other, net (1) 11 -------- -------- Total fixed charges 404 416 -------- -------- Total available income $ 2,128 $ 1,870 ======== ======== Ratio of available income to fixed charges 5.3 4.5 ======== ========
The interest cost of the LESOP notes guaranteed by the Company is not included in fixed charges above. The Company believes that, due to the seasonal nature of its business, ratios for a period other than a 52 or 53 week period are inappropriate.
EX-27 5 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED BALANCE SHEET AND RELATED CONSOLIDATED STATEMENT OF INCOME OF J. C. PENNEY COMPANY, INC. AND SUBSIDIARIES AS OF OCTOBER 29, 1994, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000,000 9-MOS JAN-28-1995 OCT-29-1994 314 0 4,690 (72) 4,833 9,974 5,935 (2,071) 16,578 4,973 3,380 1,042 0 634 3,819 16,578 13,741 14,259 9,403 12,778 137 126 193 1,025 396 629 0 0 0 629 2.51 2.39
EX-99 6 COMPANY PRESS RELEASE EXHIBIT 99 FOR IMMEDIATE RELEASE JCPENNEY ELECTS OESTERREICHER AS VICE CHAIRMAN AND CEO; AND TYGART, PRESIDENT AND COO PLANO, TX, Nov. 9 -- The board of directors of J. C. Penney Company, Inc. has elevated several key officers of the company and made other organizational changes in order to ensure a smooth transition upon the retirement of W. R. Howell, chairman of the board and chief executive officer, which is anticipated within the next few years, the company announced today. The board has elected James E. Oesterreicher as vice chairman of the board and chief executive officer and W. Barger Tygart as president and chief operating officer. The appointments are effective January 1, 1995. Oesterreicher, now president of JCPenney stores and catalog, and Tygart, senior executive vice president and director of merchandising and support operations, have been elected to the board of directors, effective the same date. "The separation of the duties of the chairman and the chief executive officer will enable the chairman to focus his energies on board and strategic issues such as international expansion," Mr. Howell stated in announcing the board action. "The changes also provide for continuity in the leadership which has made our $20-billion company a consistent performance leader in the retail sector and has positioned JCPenney as America's national department store," the chairman said. In other changes, Gale Duff-Bloom, executive vice president and director of administration, has been elected senior executive vice-president, reporting along with Mr. Tygart to Mr. Oesterreicher. John T. Cody, Jr., executive vice president and director of JCPenney stores, has been elected president of JCPenney stores. Thomas D. Hutchens, executive vice president and director of merchandising, has been elected president of merchandising worldwide. Both Messrs. Cody and Hutchens will report to Mr. Tygart. JCPENNEY CHANGES Page 2 Commenting on the board's action, Mr. Howell said, "These changes are indicative of the exceptional combined strength of our management team. They will enable the company to move aggressively forward, while maintaining its momentum of outstanding performance, which is shared by all associates, shareholders, and suppliers alike." Testifying to the company's success with consumers, Mr. Howell noted, Women's Wear Daily last month reported that JCPenney is top-rated by shoppers for women's apparel; MR ("Magazine of the Menswear Industry") named the company retailer of the year; and Consumer Reports released a survey in which JCPenney was the highest ranked national department store and drew more consumer comments than any other store. Company officers reporting to Mr. Oesterreicher, in addition to Mr. Tygart and Ms. Duff-Bloom, will be Terry S. Prindiville, executive vice president and director of support services; Charles R. Lotter, executive vice president, secretary and general counsel; and Robert E. Northam, executive vice president and chief financial officer. Officers reporting to Mr. Tygart, along with Messrs. Cody and Hutchens, will be William E. McCarthy, president of the catalog division, and four vice presidents: Anton C. Haake, director of quality assurance; Randy S. Ronning, director of special businesses; James C. Schwaninger, director of government relations; and Michael Todres, director of distribution and non-resale purchasing. # # # Contact: Hank Rusman or Duncan Muir Public Relations Financial Public Relations (214) 431-1316 (214) 431-1329
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