-----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, D+pHCqqm6azgi/NpX8CtggsbhDCntin3HojAP3uFt9+7j1hP7H3sefPK6p0kjbNp +mPrEn5DNyU1pZWbqJTmYA== /in/edgar/work/20000602/0000794367-00-000006/0000794367-00-000006.txt : 20000919 0000794367-00-000006.hdr.sgml : 20000919 ACCESSION NUMBER: 0000794367-00-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20000602 ITEM INFORMATION: FILED AS OF DATE: 20000602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FEDERATED DEPARTMENT STORES INC /DE/ CENTRAL INDEX KEY: 0000794367 STANDARD INDUSTRIAL CLASSIFICATION: [5311 ] IRS NUMBER: 133324058 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13536 FILM NUMBER: 648423 BUSINESS ADDRESS: STREET 1: 7 W SEVENTH ST CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 2124941602 MAIL ADDRESS: STREET 1: 7 W SEVENTH ST CITY: CINCINNATI STATE: OH ZIP: 45202 FORMER COMPANY: FORMER CONFORMED NAME: R H MACY & CO INC DATE OF NAME CHANGE: 19950307 8-K 1 0001.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 2, 2000 FEDERATED DEPARTMENT STORES, INC. 151 West 34th St., New York, New York 10001 (212) 494-1602 -and- 7 West Seventh Street, Cincinnati, Ohio 45202 (513) 579-7000 Delaware 1-13536 13-3324058 (State of (Commission File No.) (IRS Id. No.) Incorporation) Item 5. Other Events This Current Report on Form 8-K is being filed with the Securities and Exchange Commission by Federated Department Stores, Inc. ("Federated") for the purpose of filing, as exhibits hereto, the Unaudited Consolidated Balance Sheets of Federated as of April 29, 2000, January 29, 2000 and May 1, 1999 and the Unaudited Consolidated Statements of Cash Flows for the 13 weeks ended April 29, 2000 and May 1, 1999, which are concurrently being posted on Federated's website at www.federated-fds.com. The Unaudited Consolidated Balance Sheets and Unaudited Consolidated Statements of Cash Flows filed herewith should be read in conjunction with the consolidated financial statements, the notes thereto and the other information contained in Federated's Annual Report on Form 10-K for the fiscal year ended January 29, 2000. Because of the seasonal nature of the retail business, the cash flows for the 13 weeks ended April 29, 2000 and May 1, 1999 (which do not include the Christmas season) are not indicative of the cash flows for the entire fiscal year. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. The following exhibits are filed herewith: 99.1 Unaudited Consolidated Balance Sheets of Federated as of April 29, 2000, January 29, 2000 and May 1, 1999. 99.2 Unaudited Consolidated Statements of Cash Flows of Federated for the 13 weeks ended April 29, 2000 and May 1, 1999. FEDERATED DEPARTMENT STORES, INC. 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 hereunto duly authorized. FEDERATED DEPARTMENT STORES, INC. Date June 2, 2000 /s/ Dennis J. Broderick Dennis J. Broderick Senior Vice President, General Counsel and Secretary EXHIBIT INDEX Exhibit Number 99.1 Unaudited Consolidated Balance Sheets of Federated as of April 29, 2000, January 29, 2000 and May 1, 1999 99.2 Unaudited Consolidated Statements of Cash Flows of Federated for the 13 weeks ended April 29, 2000 and May 1, 1999 EX-99.1 2 0002.txt Exhibit 99.1 FEDERATED DEPARTMENT STORES, INC. Consolidated Balance Sheets (Unaudited) (millions) April 29, January 29, May 1, 2000 2000 1999 ASSETS: Current Assets: Cash $ 249 $ 218 $ 239 Accounts receivable 4,031 4,313 2,165 Merchandise inventories 3,869 3,589 3,599 Supplies and prepaid expenses 217 230 200 Deferred income tax assets 176 172 142 Total Current Assets 8,542 8,522 6,345 Property and Equipment - net 6,741 6,828 6,624 Intangible Assets - net 1,720 1,735 1,889 Other Assets 652 607 572 Total Assets $ 17,655 $ 17,692 $ 15,430 LIABILITIES AND SHAREHOLDERS' EQUITY: Current Liabilities: Short-term debt $ 1,352 $ 1,284 $ 1,225 Accounts payable and accrued liabilities 3,006 3,043 2,699 Income taxes 83 225 75 Total Current Liabilities 4,441 4,552 3,999 Long-Term Debt 4,757 4,589 3,806 Deferred Income Taxes 1,448 1,444 1,236 Other Liabilities 548 555 576 Shareholders' Equity 6,461 6,552 5,813 Total Liabilities and Shareholders' Equity $ 17,655 $ 17,692 $ 15,430 The accompanying notes are an integral part of these unaudited Consolidated Financial Statements. EX-99.2 3 0003.txt Exhibit 99.2 FEDERATED DEPARTMENT STORES, INC. Consolidated Statements of Cash Flows (Unaudited) (millions) 13 Weeks Ended 13 Weeks Ended April 29, 2000 May 1, 1999 Cash flows from operating activities: Net income $ 89 $ 87 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 161 158 Amortization of intangible assets 21 15 Amortization of financing costs 2 1 Amortization of unearned restricted stock 3 - Changes in assets and liabilities: Decrease in accounts receivable 284 158 Increase in merchandise inventories (277) (175) Decrease in supplies and prepaid expenses 13 2 (Increase) decrease in other assets not separately identified (13) 43 Decrease in accounts payable and accrued liabilities not separately identified (78) (114) Decrease in current income taxes (142) (23) Increase in deferred income taxes 1 1 Decrease in other liabilities not separately identified (6) (7) Net cash provided by operating activities 58 146 Cash flows from investing activities: Purchase of property and equipment (69) (52) Capitalized software (15) (6) Investments in companies (35) (9) Acquisition of Fingerhut Companies, Inc., net of cash acquired - (1,539) Disposition of property and equipment - 3 Net cash used by investing activities (119) (1,603) Cash flows from financing activities: Debt issued 237 1,326 Financing costs - (10) Debt repaid (1) (1) Increase in outstanding checks 36 69 Acquisition of treasury stock (218) - Issuance of common stock 38 5 Net cash provided by financing activities 92 1,389 (Continued) FEDERATED DEPARTMENT STORES, INC. Consolidated Statements of Cash Flows (Unaudited) (millions) 13 Weeks Ended 13 Weeks Ended April 29, 2000 May 1, 1999 Net increase (decrease) in cash 31 (68) Cash at beginning of period 218 307 Cash at end of period $ 249 $ 239 Supplemental cash flow information: Interest paid $ 108 $ 73 Interest received 1 3 Income taxes paid (net of refunds received) 210 84 Schedule of noncash investing and financing activities: Debt assumed in acquisition - 125 Equity issued in acquisition - 12 -----END PRIVACY-ENHANCED MESSAGE-----