UNITED STATES
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 (Date of Earliest Event Reported): December 14, 2017
COSTCO WHOLESALE CORPORATION
(Exact name of registrant as specified in its charter)
Washington | 0-20355 | 91-1223280 | ||
(State or other jurisdiction of incorporation) |
(Commission File No.) |
(I.R.S. Employer Identification No.) |
999 Lake Drive
Issaquah, WA 98027
(Address of principal executive offices and zip code)
Registrants telephone number, including area code: 425-313-8100
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. | Results of Operations and Financial Condition |
On December 14, 2017, the Company issued a press release containing its operating results for the first quarter (twelve weeks) of fiscal 2018, ended November 26, 2017. A copy of the press release is included in Item 9.01.
Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits. The following exhibit is included in this report:
99.1. | Press release dated December 14, 2017. |
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, on December 14, 2017.
COSTCO WHOLESALE CORPORATION | ||
By: | /s/ Richard A. Galanti | |
Richard A. Galanti | ||
Executive Vice President and Chief Financial Officer |
2
Exhibit 99.1
Press Release |
COSTCO WHOLESALE CORPORATION REPORTS FIRST QUARTER
FISCAL YEAR 2018 OPERATING RESULTS
ISSAQUAH, Wash., December 14, 2017- Costco Wholesale Corporation (Costco or the Company) (Nasdaq: COST) today announced its operating results for the first quarter (twelve weeks) of fiscal 2018, ended November 26, 2017.
Net sales for the first quarter were $31.12 billion, an increase of 13.3 percent from $27.47 billion during the first quarter last year.
While this years twelve-week first quarter included one less sales day in the U.S. than the first quarter last year (due to the shift of the Thanksgiving holiday this year), pre-Thanksgiving and Black Friday/Holiday weekend sales fell into the first quarter this year compared to the second quarter last year. Combined, these factors produced an estimated net benefit of approximately 1.5% in the U.S., and slightly less worldwide.
Comparable sales for the first quarter fiscal 2018 were as follows:
12 Weeks | 12 Weeks | |||||||
w/o gas inflation & FX | ||||||||
U.S. |
10.3 | % | 8.7 | % | ||||
Canada |
11.3 | % | 4.3 | % | ||||
Other International |
10.1 | % | 8.2 | % | ||||
Total Company |
10.5 | % | 7.9 | % | ||||
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E-commerce |
43.5 | % | 42.1 | % | ||||
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Reported net income for the quarter was $640 million, or $1.45 per diluted share, compared to $545 million, or $1.24 per diluted share, last year. This years first quarter benefited from a $41 million ($0.09 per diluted share) tax benefit related to a change in accounting rules for stock-based compensation. Last years first quarter benefited from a non-recurring $51 million ($0.07 per diluted share after tax) legal settlement.
Costco currently operates 746 warehouses, including 518 in the United States and Puerto Rico, 98 in Canada, 37 in Mexico, 28 in the United Kingdom, 26 in Japan, 13 in Korea, 13 in Taiwan, nine in Australia, two in Spain, one in Iceland and one in France. Costco also operates e-commerce web sites in the U.S., Canada, the United Kingdom, Mexico, Korea and Taiwan.
A conference call to discuss these results is scheduled for 2:00 p.m. (PT) today, December 14, 2017, and is available via a webcast on www.costco.com (click on Investor Relations and Play Webcast).
Certain statements contained in this document constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For these purposes, forward-looking statements are statements that address activities, events, conditions or developments that the Company expects or anticipates may occur in the future. Such forward-looking statements involve risks and uncertainties that may cause actual events, results or performance to differ materially from those indicated by such statements.
Press Release |
These risks and uncertainties include, but are not limited to, domestic and international economic conditions, including exchange rates, the effects of competition and regulation, uncertainties in the financial markets, consumer and small business spending patterns and debt levels, breaches of security or privacy of member or business information, conditions affecting the acquisition, development, ownership or use of real estate, capital spending, actions of vendors, rising costs associated with employees (including health care costs), energy and certain commodities, geopolitical conditions, and other risks identified from time to time in the Companys public statements and reports filed with the Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made, and the Company does not undertake to update these statements, except as required by law.
CONTACTS: Costco Wholesale Corporation
Richard Galanti, 425/313-8203
Bob Nelson, 425/313-8255
David Sherwood, 425/313-8239
Press Release |
COSTCO WHOLESALE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(dollars in millions, except per share data)
(unaudited)
November 26, 2017 |
November 20, 2016 |
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REVENUE |
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Net sales |
$ | 31,117 | $ | 27,469 | ||||
Membership fees |
692 | 630 | ||||||
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Total revenue |
31,809 | 28,099 | ||||||
OPERATING EXPENSES |
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Merchandise costs |
27,617 | 24,288 | ||||||
Selling, general and administrative |
3,224 | 2,940 | ||||||
Preopening expenses |
17 | 22 | ||||||
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Operating income |
951 | 849 | ||||||
OTHER INCOME (EXPENSE) |
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Interest expense |
(37 | ) | (29 | ) | ||||
Interest income and other, net |
22 | 26 | ||||||
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INCOME BEFORE INCOME TAXES |
936 | 846 | ||||||
Provision for income taxes |
285 | 291 | ||||||
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Net income including noncontrolling interests |
651 | 555 | ||||||
Net income attributable to noncontrolling interests |
(11 | ) | (10 | ) | ||||
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NET INCOME ATTRIBUTABLE TO COSTCO |
$ | 640 | $ | 545 | ||||
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NET INCOME PER COMMON SHARE ATTRIBUTABLE TO COSTCO: |
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Basic |
$ | 1.46 | $ | 1.24 | ||||
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Diluted |
$ | 1.45 | $ | 1.24 | ||||
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Shares used in calculation: (000s) |
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Basic |
437,965 | 438,007 | ||||||
Diluted |
440,851 | 440,525 | ||||||
Cash dividends declared per common share |
$ | 0.50 | $ | 0.45 |
Press Release |
COSTCO WHOLESALE CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(amounts in millions, except par value and share data)
(unaudited)
Subject to Reclassifications
November 26, 2017 |
September 3, 2017 |
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ASSETS | ||||||||
CURRENT ASSETS |
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Cash and cash equivalents |
$ | 5,689 | $ | 4,546 | ||||
Short-term investments |
1,196 | 1,233 | ||||||
Receivables, net |
1,559 | 1,432 | ||||||
Merchandise inventories |
11,213 | 9,834 | ||||||
Other current assets |
240 | 272 | ||||||
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Total current assets |
19,897 | 17,317 | ||||||
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PROPERTY AND EQUIPMENT |
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Land |
5,915 | 5,690 | ||||||
Buildings and improvements |
15,523 | 15,127 | ||||||
Equipment and fixtures |
6,859 | 6,681 | ||||||
Construction in progress |
812 | 843 | ||||||
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29,109 | 28,341 | |||||||
Less accumulated depreciation and amortization |
(10,427 | ) | (10,180 | ) | ||||
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Net property and equipment |
18,682 | 18,161 | ||||||
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OTHER ASSETS |
799 | 869 | ||||||
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TOTAL ASSETS |
$ | 39,378 | $ | 36,347 | ||||
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LIABILITIES AND EQUITY | ||||||||
CURRENT LIABILITIES |
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Accounts payable |
$ | 11,992 | $ | 9,608 | ||||
Accrued salaries and benefits |
2,791 | 2,703 | ||||||
Accrued member rewards |
973 | 961 | ||||||
Deferred membership fees |
1,590 | 1,498 | ||||||
Other current liabilities |
3,014 | 2,725 | ||||||
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Total current liabilities |
20,360 | 17,495 | ||||||
LONG-TERM DEBT, excluding current portion |
6,478 | 6,573 | ||||||
OTHER LIABILITIES |
1,184 | 1,200 | ||||||
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Total liabilities |
28,022 | 25,268 | ||||||
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COMMITMENTS AND CONTINGENCIES |
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EQUITY |
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Preferred stock $.01 par value; 100,000,000 shares authorized; no shares issued and outstanding |
0 | 0 | ||||||
Common stock $.01 par value; 900,000,000 shares authorized; 439,185,000 and 437,204,000 shares issued and outstanding |
4 | 4 | ||||||
Additional paid-in capital |
5,811 | 5,800 | ||||||
Accumulated other comprehensive loss |
(1,037 | ) | (1,014 | ) | ||||
Retained earnings |
6,300 | 5,988 | ||||||
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Total Costco stockholders equity |
11,078 | 10,778 | ||||||
Noncontrolling interests |
278 | 301 | ||||||
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Total equity |
11,356 | 11,079 | ||||||
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TOTAL LIABILITIES AND EQUITY |
$ | 39,378 | $ | 36,347 | ||||
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