WALGREEN CO
10-K, EX-13, 2000-11-29
DRUG STORES AND PROPRIETARY STORES
Previous: WALGREEN CO, 10-K, 2000-11-29
Next: WALGREEN CO, 10-K, EX-21, 2000-11-29

Eleven-Year Summary of Selected Consolidated Financial Data

Walgreen Co. and Subsidiaries

(Dollars in Millions, except per share data)

Fiscal Year

2000

1999

1998

1997

1996

1995

1994

1993

1992

1991

1990

Net Sales

$21,206.9

$17,838.8

$15,306.6

$13,363.0

$11,778.4

$10,395.1

$9,235.0

$8,294.8

$7,475.0

$6,733.0

$6,047.5

Costs and Deductions

 

 

 

 

 

 

 

 

 

 

 

Cost of sales

15,465.9

12,978.6

11,139.4

9,681.8

8,514.9

7,482.3

6,614.4

5,959.0

5,377.7

4,829.2

4,356.4

Selling, occupancy and administration

4,516.9

3,844.8

3,332.0

2,972.5

2,659.5

2,392.7

2,164.9

1,929.6

1,738.8

1,582.7

1,406.9

Other (income) expense (1)

(39.2)

(11.9)

(41.9)

(3.9)

(2.9)

(3.6)

(2.7)

6.5

5.5

9.1

3.3

Total Costs and Deduction

19,943.6

16,811.5

14,429.5

12,650.4

11,171.5

9,871.4

8,776.6

7,895.1

7,122.0

6,421.0

5,766.6

Earnings

 

 

 

 

 

 

 

 

 

 

 

Earnings before income tax provision and cumulative effect of accounting changes

1,263.3

1,027.3

877.1

712.6

606.9

523.7

458.4

399.7

353.0

312.0

280.9

Income tax provision

486.4

403.2

339.9

276.1

235.2

202.9

176.5

154.4

132.4

117.0

106.3

Earnings before cumulative effect of accounting changes

776.9

624.1

537.2

436.5

371.7

320.8

281.9

245.3

220.6

195.0

174.6

Cumulative effect of accounting changes (2)

-

-

(26.4)

-

-

-

-

(23.6)

-

-

-

Net Earnings

$ 776.9

$ 624.1

$ 510.8

$ 436.5

$ 371.7

$ 320.8

$ 281.9

$ 221.7

$ 220.6

$ 195.0

$ 174.6

Per Common Share (3)

 

 

 

 

 

 

 

 

 

 

 

Net earnings (2)

 

 

 

 

Basic

$ .77

$ .62

$ .51

$ .44

$ .38

$ .33

$ .29

$ .23

$ .22

$ .20

$ .18

Diluted

.76

.62

.51

.44

.37

.32

.29

.23

.22

.20

.18

Dividends declared

.14

.13

.13

.12

.11

.11

.09

.08

.07

.06

.05

Book value

4.19

3.47

2.86

2.40

2.08

1.82

1.60

1.40

1.25

1.10

.96

Non-Current Liabilities

 

 

 

 

Long-term debt

$ 18.2

$ 18.0

$ 13.6

$ 3.3

$ 3.4

$ 2.4

$ 1.8

$ 6.2

$ 18.7

$ 123.0

$ 146.7

Deferred income taxes

101.6

74.8

89.1

112.8

 145.2

 142.3

 137.7

 144.2

 171.8

 155.3

 138.9

Other non-current liabilities

446.2

405.8

369.9

279.2

259.9

237.6

213.8

176.2

103.8

85.1

77.1

Assets and Equity

 

 

 

 

 

 

 

 

 

 

 

Total assets

$ 7,103.7

$ 5,906.7

$ 4,901.6

$ 4,207.1

$ 3,633.6

$ 3,252.6

$2,872.8

$2,506.0

$2,346.9

$2,074.4

$1,896.1

Shareholders' equity

4,234.0

3,484.3

2,848.9

2,373.3

 2,043.1

 1,792.6

 1,573.6

 1,378.8

 1,233.3

 1,081.2

 947.2

Return on average shareholders' equity

20.1%

19.7%

19.6%

19.8%

19.4%

19.1%

19.1%

18.8%

19.1%

19.2%

19.7%

Drugstore Units

 

 

 

 

 

 

 

 

 

 

 

Year-end: Units (4)

3,165

2,821

2,549

2,358

2,193

2,085

1,968

1,836

1,736

1,646

1,564

 

(1) Fiscal 2000 includes pre-tax income of $33.5 million ($20.5 million after-tax or $.02 per share) from the partial payment of the brand name prescription drugs litigation settlement. Fiscal 1998 includes a pre-tax gain of $37.4 million ($22.9 million after-tax or $.02 per share) from the sale of the company's long-term care pharmacy business.

(2) Fiscal 1998 includes the $26.4 million ($.03 per share) charge from the cumulative effect of accounting change for system development costs. Fiscal 1993 includes the $23.6 million ($.02 per share) costs from the cumulative effect of accounting changes for postretirement benefits and income taxes.

(3) Per share data have been adjusted for two-for-one stock splits in 1999, 1997, 1995 and 1991.

(4) Units include mail service facilities

 

MANAGEMENT'S DISCUSSION AND ANALYSIS

OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Results of Operations

Fiscal 2000 was the twenty-sixth consecutive year of record sales and earnings. Net earnings were $776.9 million or $.76 per share (diluted), an increase of 24.5% from last year's earnings of $624.1 million or $.62 per share. Included in this year's results was a $33.5 million pre-tax gain ($.02 per share) for a partial payment of the company's share of the brand name prescription drugs antitrust litigation settlement. Excluding the gain, fiscal year earnings rose 21.2% to $756.3 million or $.74 per share (diluted).

[BAR GRAPH] S,G&A Expense
(as a percent to sales)
1998 1999 2000
21.8% 21.6% 21.3%

Total net sales increased by 18.9% to $21.2 billion in fiscal 2000 compared to increases of 16.5% in 1999 and 14.5% in 1998. Drugstore sales increases resulted from sales gains in existing stores and added sales from new stores, each of which include an indeterminate amount of market-driven price changes. Comparable drugstore (those open at least one year) sales were up 11.7% in 2000, 11.2% in 1999 and 9.4% in 1998. New store openings accounted for 10.6% of the sales gains in 2000, 10.0% in 1999 and 10.4% in 1998. The company operated 3,165 drugstores as of August 31, 2000, compared to 2,821 a year earlier.

Prescription sales increased 25.3% in 2000, 23.3% in 1999 and 20.6% in 1998. Comparable drugstore prescription sales were up 19.0% in 2000, 19.4% in 1999 and 15.6% in 1998. Prescription sales were 55.2% of total sales for fiscal 2000 compared to 52.4% in 1999 and 49.6% in 1998. Store-level third party sales, where reimbursement is received from managed care organizations and government and private insurance, were 85.1% of pharmacy sales in 2000, 82.4% in 1999 and 79.4% in 1998. Pharmacy sales trends are expected to continue primarily because of expansion into new markets, increased penetration in existing markets, availability of new drugs and demographic changes such as the aging population.

Gross margins as a percent of sales were 27.1% in 2000 and 27.2% in 1999 and 1998. The increase in third party sales as a percent of prescription sales, as well as a modest decrease in generic utilization rates, resulted in lower overall pharmacy margins. Margins improved slightly in the rest of the store.

The company uses the last-in, first-out (LIFO) method of inventory valuation. The effective LIFO inflation rates were 1.36% in 2000, 1.84% in 1999 and 2.15% in 1998, which resulted in charges to cost of sales of $38.8 million in 2000, $45.2 million in 1999 and $46.5 million in 1998. Inflation on prescription inventory was 3.5% in 2000, 5.2% in 1999 and 5.5% in 1998.

Selling, occupancy and administration expenses were 21.3% of sales in fiscal 2000, 21.6% of sales in fiscal 1999 and 21.8% of sales in fiscal 1998. The decrease in fiscal 2000, as a percent to sales, was caused by lower headquarters expenses and other fixed costs which are being spread over a larger base of stores. In addition to lower headquarters expenses, lower payroll and advertising expenses also contributed to the fiscal 1999 decline.

Interest income decreased in 2000 principally from lower investment levels. Average net investment levels were approximately $64 million in 2000, $220 million in 1999 and $72 million in 1998.

The effective tax rate decreased to 38.50% this fiscal year compared to 39.25% in fiscal 1999 and 38.75% in fiscal 1998. The decrease was principally the result of lower state income taxes and the settlement of various IRS matters.

   

Financial Condition

Cash and cash equivalents were $12.8 million at August 31, 2000, compared to $141.8 million at August 31, 1999. Short-term investment objectives are to maximize yields while minimizing risk and maintaining liquidity. To attain these objectives, investment limits are placed on the amount, type and issuer of securities.

Net cash provided by operating activities for fiscal 2000 was $971.7 million compared to $652.0 million a year ago. The company's profitability is the principal source for providing funds for expansion and remodeling programs, dividends to shareholders and funding for various technological improvements.

Net cash used for investing activities was $1,037.4 million in fiscal 2000 and $645.5 million in 1999. Additions to property and equipment were $1,119.1 million compared to $696.3 million last year. During the year, 462 new or relocated drugstores were opened. This compares to 386 new or relocated drugstores opened in the same period last year. New stores are owned or leased. There were 253 owned locations opened during the year or under construction at August 31, 2000, versus 131 for the same period last year. During fiscal 2000, the surrender of certain corporate-owned life insurance policies resulted in net proceeds of $47.7 million.

Capital expenditures for fiscal 2001 are expected to reach $1.4 billion. The company expects to open 500 new stores in fiscal 2001 and have a total of 6,000 drugstores by the year 2010. The company is continuing to relocate stores to more convenient and profitable freestanding locations. In addition to new stores, a significant portion of the expenditures will be made for technology and distribution centers. Two new distribution centers are under construction in West Palm Beach, Florida, and the Dallas metropolitan area. Another is planned in northern Ohio, and an existing center in Woodland, California, will be expanded. This growth may necessitate future long-term borrowings.

[PIE CHART] CAPITAL EXPENDITURES-FISCAL YEAR 2001
$1.4 billion to be spent

Net cash used for financing activities was $63.3 million compared to $9.1 million a year ago. At August 31, 2000, the company had approximately $149 million in unused bank lines of credit and $100 million of unissued authorized debt securities, previously filed with the Securities and Exchange Commission.

During the first quarter of fiscal 2000, the company implemented Statement of Position 98-1, "Accounting for the Costs of Computer Software Developed or Obtained for Internal Use." This pronouncement provides guidance on the capitalization of costs related to internal use software. The adoption of this pronouncement has not had, nor is it expected to have, a material impact on the company's consolidated financial position or results of operations.

 

Cautionary Note Regarding Forward-Looking Statements

Certain statements and projections of future results made in this report constitute forward-looking information that is based on current market, competitive and regulatory expectations that involve risks and uncertainties. Those risks and uncertainties include changes in economic conditions generally or in the markets served by the company; consumer preferences and spending patterns; changes in state or federal legislation or regulations; the availability and cost of real estate and construction; competition; and risks of new business areas. Please see Walgreen Co.'s Form 10-K for the period ended August 31, 2000, for a discussion of certain other important factors as they relate to forward-looking statements. Actual results could differ materially.

 

Consolidated Statements of Earnings and Shareholders' Equity

Walgreen Co. and Subsidiaries

For the Years Ended August 31, 2000, 1999 and 1998

(Dollars in Millions, except per share data)

Earnings

2000

1999

1998

Net Sales

$21,206.9

$17,838.8

$15,306.6

Costs and Deductions

 

 

 

Cost of sales

15,465.9

12,978.6

11,139.4

Selling, occupancy and administration

4,516.9

3,844.8

3,332.0

 

19,982.8

16,823.4

14,471.4

Other (Income) Expense

 

 

 

Interest income

(6.1)

(12.3)

(5.6)

Interest expense

.4

.4

1.1

Other income

(33.5)

-

(37.4)

 

(39.2)

(11.9)

(41.9)

Earnings

 

 

 

Earnings before income tax provision and cumulative effect of accounting change

1,263.3

1,027.3

877.1

Income tax provision

486.4

403.2

339.9

Earnings before cumulative effect of accounting change

776.9

624.1

537.2

Cumulative effect of accounting change for system development costs

-

-

(26.4)

Net Earnings

$ 776.9

$ 624.1

$ 510.8

Net Earnings per Common Share

 

 

 

Basic

 

 

 

Earnings before cumulative effect of accounting change

$ .77

$ .62

$ .54

Cumulative effect of accounting change for system development costs

-

-

(.03)

Net Earnings

$ .77

$ .62

$ .51

Diluted

 

 

 

Earnings before cumulative effect of accounting change

$ .76

$ .62

$ .54

Cumulative effect of accounting change for system development costs

-

-

(.03)

Net Earnings

$ .76

$ .62

$ .51

       

Average shares outstanding

1,007,393,572

1,000,363,234

992,169,240

Dilutive effect of stock options

12,495,236

13,918,481

13,523,672

Average shares outstanding assuming dilution

1,019,888,808

1,014,281,715

1,005,692,912

 

         Common Stock

Paid-in

Retained

Shareholders' Equity

Shares

Amount

Capital

Earnings

Balance, August 31, 1997

987,579,932

$77.2

$ 29.8

$2,266.3

Net earnings

-

-

-

510.8

Cash dividends declared ($.125 per share)

-

-

-

(124.1)

Employee stock purchase and option plans

8,907,112

.6

88.3

-

Balance, August 31, 1998

996,487 044

77.8

118.1

2,653.0

Net earnings

-

-

-

624.1

Cash dividends declared ($.13 per share)

-

-

-

(130.1)

Employee stock purchase and option plans

7,535,214

.6

140.8

Balance, August 31, 1999

1,004,022,258

78.4

258.9

3,147.0

Net earnings

-

-

-

776.9

Cash dividends declared ($.135 per share)

-

-

-

(136.1)

Employee stock purchase and option plans

6,796,632

.6

108.3

-

Balance, August 31, 2000

1,010,818,890

$79.0

$367.2

$3,787.8

The accompanying Statement of Major Accounting Policies and the Notes to Consolidated Financial Statements are integral parts of these statements.

 

Consolidated Balance Sheets

Walgreen Co. and Subsidiaries

At August 31, 2000 and 1999

(Dollars in Millions)

Assets

2000

1999

Current Assets

 

 

 

Cash and cash equivalents

$ 12.8

$ 141.8

 

Accounts receivable, net

614.5

486.5

 

Inventories

2,830.8

2,462.6

 

Other current assets

92.0

130.8

 

Total Current Assets

3,550.1

3,221.7

Non-Current Assets

 

 

 

Property and equipment, at cost, less accumulated depreciation and amortization

3,428.2

2,593.9

 

Other non-current assets

125.4

91.1

Total Assets

$7,103.7

$5,906.7

 

 

 

 

Liabilities and Shareholders' Equity

 

 

Current Liabilities

 

 

 

Trade accounts payable

$1,364.0

$1,130.3

 

Accrued expenses and other liabilities

847.7

730.1

 

Income taxes

92.0

63.4

 

Total Current Liabilities

2,303.7

1,923.8

Non-Current Liabilities

 

 

 

Deferred income taxes

101.6

74.8

 

Other non-current liabilities

464.4

423.8

 

Total Non-Current Liabilities

566.0

498.6

 

 

 

 

Shareholders' Equity

 

 

 

Preferred stock, $.0625 par value; authorized   32 million shares; none issued

-

-

 

Common stock, $.078125 par value; authorized   3.2 billion shares; issued and outstanding   1,010,818,890 in 2000 and 1,004,022,258 in   1999

79.0

78.4

 

Paid-in capital

367.2

258.9

 

Retained earnings

3,787.8

3,147.0

 

Total Shareholders' Equity

4,234.0

3,484.3

Total Liabilities and Shareholders' Equity

$7,103.7

$5,906.7

The accompanying Statement of Major Accounting Policies and the Notes to Consolidated Financial Statements are integral parts of these statements.

 

Consolidated Statements of Cash Flows

Walgreen Co. and Subsidiaries

For the Years Ended August 31, 2000, 1999 and 1998

(In Millions)

Fiscal Year

2000

1999

1998

Cash Flows from Operating Activities

 

 

 

 

Net earnings

$ 776.9

$624.1

$510.8

 

Adjustments to reconcile net earnings to net cash provided by operating activities -

 

 

 

 

 

Cumulative effect of accounting change for system development costs

-

-

26.4

 

 

Depreciation and amortization

230.1

210.1

189.6

 

 

Deferred income taxes

21.0

(9.4)

(.8)

 

 

Gain on sale of long-term care pharmacies

-

-

(37.4)

 

 

Income tax savings from employee stock plans

38.5

26.8

25.3

 

 

Other

13.6

12.2

28.7

 

 

Changes in operating assets and liabilities -

 

 

 

 

 

 

Inventories

(368.2)

(435.7)

(298.8)

 

 

 

Trade accounts payable

233.7

223.4

94.2

 

 

 

Accounts receivable, net

(135.4)

(106.0)

(19.7)

 

 

 

Accrued expenses and other liabilities

101.2

103.7

99.3

 

 

 

Income taxes

28.6

8.6

(17.2)

 

 

 

Other

31.7

(5.8)

(3.9)

 

Net cash provided by operating activities

971.7

652.0

596.5

Cash Flows from Investing Activities

 

 

 

 

Additions to property and equipment

(1,119.1)

(696.3)

(641.0)

 

Disposition of property and equipment

22.9

41.7

71.9

 

Net borrowing from corporate-owned life insurance

11.1

9.1

8.8

 

Proceeds from the surrender of corporate-owned   life insurance

47.7

-

58.0

 

Net cash used for investing activities

(1,037.4)

(645.5)

(502.3)

Cash Flows from Financing Activities

 

 

 

 

Cash dividends paid

(134.6)

(128.6)

(122.6)

 

Proceeds from employee stock plans

79.2

105.0

79.8

 

Other

(7.9)

14.5

20.1

 

Net cash used for financing activities

(63.3)

(9.1)

(22.7)

Changes in Cash and Cash Equivalents

 

 

 

 

Net (decrease) increase in cash and cash equivalents

(129.0)

(2.6)

71.5

 

Cash and cash equivalents at beginning of year

141.8

144.4

72.9

 

Cash and cash equivalents at end of year

$ 12.8

$141.8

$144.4

 

The accompanying Statement of Major Accounting Policies and the Notes to Consolidated Financial Statements are integral parts of these statements.

 

Statement of Major Accounting Policies

Description of Business

The company is principally in the retail drugstore business. Stores are located in 43 states and Puerto Rico. At August 31, 2000, there were 3,162 retail drugstores and three mail service facilities. Prescription sales were 55.2% of total sales for fiscal 2000 compared to 52.4% in 1999 and 49.6% in 1998.

In June 1997, the Financial Accounting Standards Board issued SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information," which establishes annual and interim reporting standards for an enterprise's operating segments and related disclosures about its products, services, geographic areas and major customers. The company's operations are within one reportable segment.

Accounting Change

The EITF (Emerging Issues Task Force) consensus reached on November 20, 1997, "EITF 97-13," requires that the cost of business process reengineering activities that are part of a project to acquire, develop or implement internal use software, whether done internally or by third parties, be expensed as incurred. Previously, the company capitalized these costs as systems development costs. The change, effective as of September 1, 1997, resulted in a cumulative pre-tax charge of $43.1 million, or $.03 per share, recorded in the quarter ended November 30, 1997.

Basis of Presentation

The consolidated statements include the accounts of the company and its subsidiaries. All significant intercompany transactions have been eliminated. The financial statements are prepared in accordance with generally accepted accounting principles and include amounts based on management's prudent judgments and estimates. Actual results may differ from these estimates.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and all highly liquid investments with an original maturity of three months or less. The company's cash management policy provides for the bank disbursement accounts to be reimbursed on a daily basis. Checks issued but not presented to the banks for payment of $211 million and $191 million at August 31, 2000 and 1999, respectively, are included in cash and cash equivalents as reductions of other cash balances.

Financial Instruments

The company had approximately $89 million and $57 million of outstanding letters of credit at August 31, 2000 and 1999, respectively, which guaranteed foreign trade purchases. Additional outstanding letters of credit of $62 million and $43 million at August 31, 2000 and 1999, respectively, guaranteed payments of casualty claims. The casualty claim letters of credit are annually renewable and will remain in place until the casualty claims are paid in full. The company pays a nominal facility fee to the financing bank to keep this line of credit facility active. The company also had purchase commitments of approximately $525 million and $342 million at August 31, 2000 and 1999, respectively, related to the purchase of store locations. There were no investments in derivative financial instruments during fiscal 2000 and 1999.

Inventories

Inventories are valued on a lower of last-in, first-out (LIFO) cost or market basis. At August 31, 2000 and 1999, inventories would have been greater by $574.8 million and $536.0 million, respectively, if they had been valued on a lower of first-in, first-out (FIFO) cost or market basis. Cost of sales is primarily derived from an estimate based upon point-of-sale scanning information and adjusted based on periodic inventories.

 

Property and Equipment

Depreciation is provided on a straight-line basis over the estimated useful lives of owned assets. Leasehold improvements and leased properties under capital leases are amortized over the estimated physical life of the property or over the term of the lease, whichever is shorter. Estimated useful lives range from 12½ to 39 years for land improvements, buildings and building improvements and 5 to 12½ years for equipment. Major repairs, which extend the useful life of an asset, are capitalized in the property and equipment accounts. Routine maintenance and repairs are charged against earnings. The composite method of depreciation is used for equipment; therefore, gains and losses on retirement or other disposition of such assets are included in earnings only when an operating location is closed, completely remodeled or impaired resulting in the carrying amount not being recoverable. Impaired assets write-offs are measured by comparing the present value of the estimated future cash flows to the carrying value of the assets. The present value of future lease costs is charged against earnings when a commitment makes it probable that the location will close before the end of the lease term. Fully depreciated property and equipment are removed from the cost and related accumulated depreciation and amortization accounts.

Property and equipment consists of (In Millions):

 

2000

1999

Land and land improvements

 

 

 

Owned stores

$ 821.8

$ 513.7

 

Distribution centers

33.3

21.1

 

Other locations

14.9

12.2

Buildings and building improvements

 

 

 

Owned stores

870.4

564.2

 

Leased stores (leasehold improvements only)

354.4

366.3

 

Distribution centers

203.4

171.3

 

Other locations

61.4

48.8

Equipment

 

 

 

Stores

1,266.8

1,068.6

 

Distribution centers

219.6

214.3

 

Other locations

452.8

390.0

Capitalized system development costs

99.8

79.4

Capital lease properties

21.1

22.8

 

 

4,419.7

3,472.7

Less: accumulated depreciation and amortization

991.5

878.8

 

 

$3,428.2

$2,593.9

The company capitalizes costs that primarily relate to the application development stage of significant internally developed software. These costs principally relate to Intercom Plus, a pharmacy computer and workflow system. These costs are amortized over a five-year period. Amortization of these costs was $13.1 million in 2000, $15.6 million in 1999 and $13.0 million in 1998. Unamortized costs as of August 31, 2000 and 1999, were $65.2 million and $51.3 million, respectively.

Income Taxes

The company provides for federal and state income taxes on items included in the Consolidated Statements of Earnings regardless of the period when such taxes are payable. Deferred taxes are recognized for temporary differences between financial and income tax reporting based on enacted tax laws and rates.

Insurance

The company obtains insurance coverage for catastrophic exposures as well as those risks required to be insured by law. It is the company's policy to retain a significant portion of certain losses related to worker's compensation, property losses, business interruptions relating from such losses and comprehensive general, pharmacist and vehicle liability. Provisions for these losses are recorded based upon the company's estimates for claims incurred. Such estimates use certain assumptions followed in the insurance industry.

Pre-Opening Expenses

Non-capital expenditures incurred prior to the opening of a new or remodeled store are charged against earnings when they are incurred.

Advertising Costs

Advertising costs are expensed as incurred, and were $76.7 million in 2000, $58.7 million in 1999 and $59.7 million in 1998.

Notes to Consolidated Financial Statements

Interest Expense

The company capitalized $4.0 million, $2.6 million and $1.6 million of interest expense as part of significant construction projects during fiscal 2000, 1999 and 1998. Interest paid, net of amounts capitalized, was $.2 million in 2000, $.4 million in 1999 and $.8 million in 1998.

Other Income

In July 2000, the company received a partial payment of the brand name prescription drugs antitrust litigation settlement for pre-tax income of $33.5 million ($20.5 million after-tax or $.02 per share). The company was involved in the pharmacy class action against drug manufacturers, which resulted in a $700 million settlement for all recipients. The timing and amount of any future payments have yet to be determined.

The fiscal 1998 gain of $37.4 million ($22.9 million after-tax or $.02 per share) resulted from the sale of its long-term care pharmacy business.

Leases

Although some locations are owned, the company generally operates in leased premises. Original non-cancelable lease terms typically are 20 years and may contain escalation clauses, along with options that permit renewals for additional periods. The total amount of the minimum rent is expensed on a straight-line basis over the term of the lease. In addition to minimum fixed rentals, most leases provide for contingent rentals based upon sales.

Minimum rental commitments at August 31, 2000, under all leases having an initial or remaining non-cancelable term of more than one year are shown below (In Millions):

2001

$ 673.7

2002

715.2

2003

704.0

2004

691.3

2005

679.8

Later

7,702.9

Total minimum lease payments

$11,166.9

 

The above minimum lease payments include minimum rental commitments related to capital leases amounting to $16.2 million at August 31, 2000. The present value of net minimum capital lease payments, due after 2001, are reflected in the accompanying Consolidated Balance Sheets as part of other non-current liabilities. Total minimum lease payments have not been reduced by minimum sublease rentals of approximately $32.8 million on leases due in the future under non-cancelable subleases.

Rental expense was as follows (In Millions):

 

2000

1999

1998

Minimum rentals

$605.7

$482.0

$405.8

Contingent rentals

31.4

34.8

35.2

Less: Sublease rental income

(7.6)

(5.4)

(3.7)

 

$629.5

$511.4

$437.3

 

Income Taxes

The provision for income taxes consists of the following (In Millions):

 

 

2000

1999

1998

Current provision -

 

 

 

 

Federal

$400.9

$350.5

$290.2

 

State

64.5

62.1

50.5

 

465.4

412.6

340.7

Deferred provision -

 

 

 

 

Federal

17.7

(8.0)

(2.2)

 

State

3.3

(1.4)

1.4

 

 

21.0

(9.4)

(.8)

 

 

$486.4

$403.2

$339.9

 

 

 

 

 

The components of the deferred provision were (In Millions):

 

 

2000

1999

1998

Accelerated depreciation

$ 51.5

$ 9.7

$ 22.2

Employee benefit plans

(17.7)

(12.2)

(10.4)

Accrued rent

(5.2)

(8.7)

(5.9)

Inventory

(2.3)

11.1

(2.6)

Other

(5.3)

(9.3)

(4.1)

 

 

$ 21.0

$ (9.4)

$ (.8)

 

 

The deferred tax assets and liabilities included in the Consolidated Balance Sheets consist of the following (In Millions):

 

 

2000

1999

Deferred tax assets -

 

 

 

Employee benefit plans

$135.4

$117.8

 

Accrued rent

54.9

49.7

 

Insurance

52.6

41.6

 

Inventory

23.6

17.6

 

Other

38.9

42.4

 

 

305.4

269.1

Deferred tax liabilities -

 

 

 

Accelerated depreciation

292.0

240.5

 

Inventory

69.8

66.0

 

Other

13.0

11.0

 

 

374.8

317.5

Net deferred tax liabilities

$ 69.4

$ 48.4

 

Income taxes paid were $398.4 million, $377.3 million and $332.8 million during the fiscal years ended August 31, 2000, 1999 and 1998, respectively. The difference between the statutory income tax rate and the effective tax rate is principally due to state income tax provisions.

Short-Term Borrowings

The company obtained funds through the placement of commercial paper, as follows (Dollars in Millions):

 

2000

1999

1998

Average outstanding during the year

$ 14.0

$ 9.6

$ 17.8

Largest month-end balance

98.0

100.0

50.0

 

(Nov)

(Nov)

(Oct)

Weighted average interest rate

5.9%

5.1%

5.7%

At August 31, 2000, the company had approximately $149 million of available bank lines of credit. The credit lines are renewable annually at various dates and provide for loans of varying maturities at the prime rate. There are no compensating balance arrangements.

Contingencies

The company is involved in various legal proceedings incidental to the normal course of business. Company management is of the opinion, based upon the advice of General Counsel, that although the outcome of such litigation cannot be forecast with certainty, the final disposition should not have a material adverse effect on the company's consolidated financial position or results of operations.

Capital Stock

The company's common stock is subject to a Rights Agreement under which each share has attached to it a Right to purchase one one-hundredth of a share of a new series of Preferred Stock, at a price of $37.50 per Right. In the event an entity acquires or attempts to acquire 15% of the then outstanding shares, each Right, except those of an acquiring entity, would entitle the holder to purchase a number of shares of common stock pursuant to a formula contained in the Agreement. These non-voting Rights will expire on August 21, 2006, but may be redeemed at a price of $.0025 per Right at any time prior to a public announcement that the above event has occurred.

As of August 31, 2000, 100,327,778 shares of common stock were reserved for future stock issuances under the company's various employee benefit plans. Preferred stock of 10,108,189 shares have been reserved for issuance upon the exercise of Preferred Share Purchase Rights.

Stock Compensation Plans

The Walgreen Co. Executive Stock Option Plan provides for the granting to key employees of options to purchase company common stock over a 10-year period, at a price not less than the fair market value on the date of the grant. Under this Plan, options may be granted until October 9, 2006, for an aggregate of 38,400,000 shares of common stock of the company. The options granted during fiscal 2000, 1999 and 1998 have a minimum three-year holding period.

The Walgreen Co. Stock Purchase/Option Plan (Share Walgreens) provides for the granting of options to purchase company common stock over a period of 10 years to eligible employees upon the purchase of company shares subject to certain restrictions. Under the terms of the Plan, the option price cannot be less than 85% of the fair market value at the date of grant. Compensation expense related to the Plan was less than $1 million in fiscal 2000, 1999 and 1998. Options may be granted under this Plan until September 30, 2002, for an aggregate of 40,000,000 shares of common stock of the company. The options granted during fiscal 2000, 1999 and 1998 have a two-year holding period.

On May 11, 2000, substantially all employees, in conjunction with opening the company's 3,000th store, were granted a stock option award to purchase from 75 to 500 shares, based on years of service. The stock option award, issued at fair market value on the date of the grant, represents a total of 14,859,275 shares of Walgreen Co. common stock. The options vest after three years and are exercisable up to ten years after the grant date.

A summary of information relative to the company's stock option plans follows:

 

Options Outstanding

Options Exercisable

 

Shares

Weighted-Average Exercise Price

Shares

Weighted-Average Exercise Price

August 31, 1997

33,565,832

$ 5.70

 

 

Granted

1,972,162

14.02

 

 

Exercised

(5,667,682)

3.78

 

 

Canceled/Forfeited

(264,356)

8.54

 

 

August 31, 1998

29,605,956

$ 6.59

18,255,338

$4.62

Granted

2,606,350

19.70

 

 

Exercised

(3,644,250)

5.71

 

 

Canceled/Forfeited

(88,818)

9.81

August 31, 1999

28,479,238

$ 7.89

21,821,426

$5.91

Granted

17,040,383

28.43

 

 

Exercised

(5,055,842)

5.59

 

 

Canceled/Forfeited

(1,086,118)

27.39

 

 

August 31, 2000

39,377,661

$16.55

19,267,211

$6.45

The following table summarizes information concerning currently outstanding and exercisable options:

 

Options Outstanding

Options Exercisable

Range of Exercise Prices

Number Outstanding at 08/31/00

Weighted-Average Remaining Contractual Life

Weighted Average Exercise Price

Number Exercisable at 8/31/00

Weighted-Average Remaining Contractual Life

$ 1 to 5

11,677,822

3.12 yrs.

$ 4.75

11,677,822

$ 4.75

6 to 13

8,701,577

6.23     

9.62

7,588,949

9.07

14 to 32

18,998,262

9.35     

26.99

440

20.94

$ 1 to 32

39,377,661

6.81 yrs.

$16.55

19,267,211

$ 6.45

 

Under the Walgreen Co. 1982 Employees Stock Purchase Plan, eligible employees may purchase company stock at 90% of the fair market value at the date of purchase. Employees may purchase shares through cash purchases, loans or payroll deductions up to certain limits. The aggregate number of shares for which all participants have the right to purchase under this Plan is 64,000,000.

The Walgreen Co. Restricted Performance Share Plan provides for the granting of up to 32,000,000 shares of common stock to certain key employees, subject to restrictions as to continuous employment except in the case of death, normal retirement and total and permanent disability. Restrictions generally lapse over a four-year period from the date of grant. Compensation expense is recognized in the year of grant. Compensation expense related to the Plan was $5.1 million in fiscal 2000, $3.7 million in fiscal 1999 and $4.6 million in fiscal 1998. The number of shares granted was 84,746 in 2000, 95,038 in 1999 and 130,350 in 1998.

The company applies Accounting Principles Board (APB) Opinion No. 25 and related interpretations in accounting for its plans. Accordingly, no compensation expense has been recognized based on the fair value of its grants under these plans. Had compensation costs been determined consistent with the method of FASB Statement No. 123 for options granted in fiscal 2000, 1999 and 1998, pro forma net earnings and net earnings per common share would have been as follows (In Millions, except per share data):

 

 

2000

1999

1998

Net earnings

 

 

 

 

As reported

$776.9

$624.1

$510.8

 

Pro forma

754.3

605.3

497.2

Net earnings per common share - Basic

 

 

 

 

As reported

.77

.62

.51

 

Pro forma

.75

.61

.50

Net earnings per common chare - Diluted

 

 

 

 

As reported

.76

.62

.51

 

Pro forma

.74

.60

.50

The weighted-average fair value and exercise price of options granted for fiscal 2000, 1999 and 1998 were as follows:

 

 

2000

1999

1998

Granted at market price -

 

 

 

 

Weighted-average fair value

$12.17

$ 6.99

$ 5.27

 

Weighted-average exercise price

28.44

19.61

14.08

Granted below market price -

 

 

 

 

Weighted-average fair value

10.56

9.45

4.81

 

Weighted-average exercise price

24.12

20.89

13.83

The fair value of each option grant used in the pro forma net earnings and net earnings per share was determined using the Black-Scholes option pricing model with weighted-average assumptions used for grants in fiscal 2000, 1999 and 1998:

 

2000

1999

1998

Risk-free interest rate

6.64%

5.11%

6.19%

Average life of option (years)

7

7

7

Volatility

25.86%

21.78%

20.39%

Dividend yield

.27%

.32%

.53%

 

Retirement Benefits

The principal retirement plan for employees is the Walgreen Profit-Sharing Retirement Trust to which both the company and the employees contribute. The company's contribution, which is determined annually at the discretion of the Board of Directors, has historically related to pre-tax income. The profit-sharing provision was $112.4 million in 2000, $91.4 million in 1999 and $78.7 million in 1998.

The company provides certain health and life insurance benefits for retired employees who meet eligibility requirements, including age and years of service. The costs of these benefits are accrued over the period earned. At August 31, 2000, the unrecognized actuarial loss was $5.1 million compared to a $.7 million gain at August 31, 1999. The company's postretirement health and life benefit plans currently are not funded.

Components of net periodic benefit costs (In Millions):

 

2000

1999

1998

Service cost

$ 4.7

$ 5.2

$ 4.3

Interest cost

7.7

7.3

6.8

Amortization of actuarial loss

-

.4

-

Total postretirement healthcare benefits costs

$12.4

$12.9

$11.1

Change in benefit obligation (In Millions):

 

2000

1999

Benefit obligation at September 1

$104.6

$105.6

Service cost

4.7

5.2

Interest cost

7.7

7.3

Actuarial loss(gain)

5.7

(9.9)

Benefit payments

(4.9)

(4.4)

Participants contributions

.8

.8

Benefit obligation at August 31

$118.6

$104.6

The discount rate assumptions used to compute the postretirement benefit obligation at year-end were 7.5% for 2000 and 1999.

Future benefit costs were estimated assuming medical costs would increase at a 6.5% annual rate decreasing to 5% over the next 5 years and then remaining at a 5% annual growth rate thereafter. A one percentage point change in the assumed medical cost trend rate would have the following effects (In Millions):

 

         1%

         1%

 

Increase

Decrease

Effect on service and interest cost

$ 3.5

$ (2.6)

Effect on postretirement obligation

23.9

(18.5)

Supplementary Financial Information

Included in the Consolidated Balance Sheets captions are the following assets and liabilities (In Millions):

Accounts receivable -

2000

1999

 

Accounts receivable

$631.4

$495.5

 

Allowances for doubtful accounts

(16.9)

(9.0)

 

$614.5

$486.5

 

 

 

Accrued expenses and other liabilities -

 

 

 

Accrued salaries

$266.4

$239.4

 

Taxes other than income taxes

125.4

104.1

 

Profit sharing

110.7

89.5

 

Other

345.2

297.1

 

 

$847.7

$730.1

   

Summary of Quarterly Results (Unaudited)

(Dollars in Millions, except per share data)

 

 

Quarter Ended

Fiscal Year

 

 

November

February

May

August

 

Fiscal 2000

 

 

 

 

 

 

Net sales

$4,823.2

$5,608.8

$5,394.1

$5,380.8

$21,206.9

 

Gross profit

1,272.2

1,543.5

1,451.0

1,474.3

5,741.0

 

Net earnings

127.8

238.9

193.6

216.6

776.9

Per Common Share -

 

 

 

 

 

 

Basic

$ .13

$ .23

$ .20

$ .21

$ .77

 

Diluted

.13

.23

.19

.21

.76

 

 

 

 

 

 

 

Fiscal 1999

 

 

 

 

 

 

Net sales

$4,016.4

$4,691.0

$4,571.4

$4,560.0

$17,838.8

 

Gross profit

1,074.7

1,298.6

1,240.7

1,246.2

4,860.2

 

Net earnings

104.0

200.2

159.3

160.6

624.1

Per Common Share -

 

 

 

 

 

 

Basic

$ .10

$ .20

$ .16

$ .16

$ .62

 

Diluted

.10

.20

.16

.16

.62

Comments on Quarterly Results: In further explanation of and supplemental to the quarterly results, the 2000 fourth quarter LIFO adjustment was a credit of $8.7 million compared to a 1999 credit of $.7 million. If the 2000 interim results were adjusted to reflect the actual inventory inflation rates and inventory levels as computed at August 31, 2000, earnings per share would have been higher in the first quarter by $.01 and lower in the fourth quarter by $.01. Similar adjustments in 1999 would have increased earnings per share in the second quarter by $.01 and decreased the fourth quarter by $.01.

The quarter ended August 31, 2000, includes the pre-tax income of $33.5 million ($20.5 million after-tax or $.02 per share) from the partial payment of the brand name prescription drugs litigation settlement.

Common Stock Prices

Below are the New York Stock Exchange high and low for each quarter of fiscal 2000 and 1999.

 

 

Quarter Ended

Fiscal Year

 

 

November

February

May

August

 

Fiscal 2000

High

$29 5/16

$32 3/4

$29 3/16

$35 1/4

$35 1/4

 

Low

23 9/16

25 13/16

22 3/4

27 9/16

22 3/4

Fiscal 1999

High

$27 3/8

$33 1/16

30 15/16

$29 7/8

$33 1/16

 

Low

20 3/8

26 5/16

23 1/4

23 3/16

20 3/8

Report of Independent Public Accountants

To the Board of Directors and Shareholders of Walgreen Co.:

We have audited the accompanying consolidated balance sheets of Walgreen Co. (an Illinois corporation) and Subsidiaries as of August 31, 2000 and 1999, and the related consolidated statements of earnings, shareholders' equity and cash flows for each of the three years in the period ended August 31, 2000. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Walgreen Co. and Subsidiaries as of August 31, 2000 and 1999 and the results of their operations and their cash flows for each of the three years in the period ended August 31, 2000 in conformity with accounting principles generally accepted in the United States.

/s/ Arthur Andersen LLP

Chicago, Illinois,
  October 6, 2000

Management's Report

The primary responsibility for the integrity and objectivity of the consolidated financial statements and related financial data rests with the management ofWalgreen Co. The financial statements were prepared in conformity with generally accepted accounting principles appropriate in the circumstances andincluded amounts that were based on management's most prudent judgments andestimates relating to matters not concluded by fiscal year-end. Management believes that all material uncertainties have been either appropriately accounted for or disclosed. All other financial information included in this annual report is consistent with the financial statements.

The firm of Arthur Andersen LLP, independent public accountants, was engaged to render a professional opinion on Walgreen Co.'s consolidated financial statements. Their report contains an opinion based on their audit, which was made in accordance with generally accepted auditing standards and procedures, which they believed were sufficient to provide reasonable assurance that the consolidated financial statements, considered in their entirety, are not misleading and do not contain material errors.

Four outside members of the Board of Directors constitute the company's Audit Committee, which meets at least quarterly and is responsible for reviewing and monitoring the company's financial and accounting practices. Arthur Andersen LLP and the company's General Auditor meet alone with the Audit Committee, which also meets with the company's management to discuss financial matters, auditing and internal accounting controls.

The company's systems are designed to provide an effective system of internal accounting controls to obtain reasonable assurance at reasonable cost that assets are safeguarded from material loss or unauthorized use and transactions are executed in accordance with management's authorization and properly recorded. To this end, management maintains an internal control environment which is shaped by established operating policies and procedures, an appropriate division of responsibility at all organizational levels, and a corporate ethics policy which is monitored annually. The company also has an Internal Control Evaluation Committee, composed primarily of senior management from the Accounting and Auditing Departments, which oversees the evaluation of internal controls on a company-wide basis. Management believes it has appropriately responded to the internal auditors' and independent public accountants' recommendations concerning the company's internal control system.

 

 /s/ L. Daniel Jorndt  /s/ William M. Rudolphsen
 Chairman of the Board  Controller
 and Chief Executive Officer  and Chief Accounting Officer
   
 /s/ Roger L. Polark  

Senior Vice President

 
and Chief Financial Officer  

 

3,000 and Growing

State 1999 2000
Alabama  5 8
Arizona 144 154
Arkansas 12 14
California 212 234
Colorado 55 59
Connecticut 31 31
Florida 442 494
Georgia 0 9
Idaho 1 6
Illinois 371 398
Indiana 106 116
Iowa 36 40
Kansas 22 27
Kentucky 40 45
Louisiana 61 69
Maryland 0 3
Massachusetts 76 80
Michigan 61 88
 Minnesota 67 72
Mississippi 13 14
Missouri 93 112
Nebraska 33 35
Nevada 28 32
New Hampshire 10 10
New Jersey 41 46
New Mexico 40 42
New York 41 48
North Carolina 5 8
North Dakota 1 1
Ohio 82 93
Oklahoma 30 36
Oregon 13 15
Pennsylvania 10 15
Rhode Island 15 15
South Carolina 2 3
South Dakota 2 4
Tennessee 96 111
Texas 304 333
Utah 0 1
Virginia 19 24
Washington 26 33
Wisconsin 128 136
Wyoming 0 1
Puerto Rico 47 50
Total  2,821 3,165

All information on this page is provided as of fiscal year-end.



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission