-----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, UGF5DmcIfhXAHH7+oM5ILehm2xP3UUJbd0CFRy02Zov4+moQQIHGqoIY5Hz7I6zO dBX9AUObM8KDq0UvOcVQsA== 0000794367-00-000021.txt : 20001204 0000794367-00-000021.hdr.sgml : 20001204 ACCESSION NUMBER: 0000794367-00-000021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20001201 ITEM INFORMATION: FILED AS OF DATE: 20001201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FEDERATED DEPARTMENT STORES INC /DE/ CENTRAL INDEX KEY: 0000794367 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [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: 782040 BUSINESS ADDRESS: STREET 1: 151 WEST 34TH STREET CITY: NEW YORK STATE: NY ZIP: 10001 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: December 1, 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 October 28, 2000, January 29, 2000 and October 30, 1999 and the Unaudited Consolidated Statements of Cash Flows for the 39 weeks ended October 28, 2000 and October 30, 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 39 weeks ended October 28, 2000 and October 30, 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 October 28, 2000, January 29, 2000 and October 30, 1999. 99.2 Unaudited Consolidated Statements of Cash Flows of Federated for the 39 weeks ended October 28, 2000 and October 30, 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 December 1, 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 October 28, 2000, January 29, 2000 and October 30, 1999 99.2 Unaudited Consolidated Statements of Cash Flows of Federated for the 39 weeks ended October 28, 2000 and October 30, 1999 EX-99.1 2 0002.txt Exhibit 99.1 FEDERATED DEPARTMENT STORES, INC. Consolidated Balance Sheets (Unaudited) (millions) October 28, January 29, October 30, 2000 2000 1999 ASSETS: Current Assets: Cash $ 303 218 $ 595 Accounts receivable 3,826 4,313 3,731 Merchandise inventories 5,045 3,589 4,741 Supplies and prepaid expenses 269 230 269 Deferred income tax assets 255 172 162 Total Current Assets 9,698 8,522 9,498 Property and Equipment - net 6,808 6,828 6,739 Intangible Assets - net 913 1,735 1,771 Other Assets 627 607 551 Total Assets $18,046 $17,692 $18,559 LIABILITIES AND SHAREHOLDERS' EQUITY: Current Liabilities: Short-term debt $ 2,593 $ 1,284 $ 2,078 Accounts payable and accrued liabilities 3,859 3,043 3,688 Income taxes 3 225 84 Total Current Liabilities 6,455 4,552 5,850 Long-Term Debt 4,033 4,589 4,658 Deferred Income Taxes 1,485 1,444 1,345 Other Liabilities 548 555 582 Shareholders' Equity 5,525 6,552 6,124 Total Liabilities and Shareholders' Equity $18,046 $17,692 $18,559 EX-99.2 3 0003.txt Exhibit 99.2 FEDERATED DEPARTMENT STORES, INC. Consolidated Statements of Cash Flows (Unaudited) (millions) 39 Weeks Ended 39 Weeks Ended October 28, 2000 October 30, 1999 Cash flows from operating activities: Net income (loss) $ (516) $ 347 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 486 493 Amortization of intangible assets 62 57 Amortization of financing costs 5 5 Amortization of unearned restricted stock 5 1 Asset impairment and restructuring charges 795 - Changes in assets and liabilities: Decrease in accounts receivable 489 109 Increase in merchandise inventories (1,489) (1,317) Increase in supplies and prepaid expenses (39) (67) Increase in other assets not separately identified (44) (18) Increase in accounts payable and accrued liabilities not separately identified 688 741 Decrease in current income taxes (220) (64) Increase in deferred income taxes 52 17 Increase (decrease) in other liabilities not separately identified (6) 3 Net cash provided by operating activities 268 307 Cash flows from investing activities: Purchase of property and equipment (490) (470) Capitalized software (62) (34) Investments in companies (31) (90) Acquisition of Fingerhut Companies, Inc., net of cash acquired - (1,539) Disposition of property and equipment 62 32 Net cash used by investing activities (521) (2,101) Cash flows from financing activities: Debt issued 802 2,055 Financing costs (4) (10) Debt repaid (50) (158) Increase in outstanding checks 101 140 Acquisition of treasury stock (551) - Issuance of common stock 40 55 Net cash provided by financing activities 338 2,082 Net increase in cash $ 85 $ 288 Cash at beginning of period 218 307 Cash at end of period $ 303 $ 595 Supplemental cash flow information: Interest paid $ 317 $ 259 Interest received 5 8 Income taxes paid (net of refunds received) 251 278 Schedule of noncash investing and financing activities: Debt assumed in acquisition - 125 Equity issued in acquisition - 12 Consolidation of net assets and debt of previously unconsolidated subsidiary - 1,132 -----END PRIVACY-ENHANCED MESSAGE-----