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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
January 17, 1996
THE MAY DEPARTMENT STORES COMPANY
(Exact name of Registrant as specified in its charter)
New York I-79 43-0398035
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
611 Olive Street, St. Louis, Missouri 63101
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code:
(314) 342-6300
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Item 5. Other Events.
On January 17, 1996, Registrant announced that it intends to
spin-off Payless ShoeSource, Inc., its chain of self-service
family shoe stores, as an independent company. The shares of
Payless will be distributed to Registrant's shareowners in a tax-
free transaction. The spin-off is expected to be completed in
late Spring 1996. Following the anticipated spin-off, senior
management of Payless, including Steven J. Douglass, chairman and
chief executive officer of Payless, and Richard A. Jolosky,
President of Payless, would continue with Payless.
Item 7. Financial Statements and Exhibits.
(c) Exhibits. The following documents are filed as Exhibits.
Sequential
Numbering
System
Exhibit No. Exhibit Page Number
99-1 Press Release dated January 17, 1996 5
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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.
THE MAY DEPARTMENT STORES COMPANY
Dated: January 17, 1996 By: /s/ Richard A. Brickson
Richard A. Brickson
Secretary and Senior Counsel
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INDEX TO EXHIBITS
Sequential
Numbering
System
Exhibit No. Exhibit Page Number
99-1 Press Release dated January 17, 1996 5
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(MA)
MAY NEWS
For Immediate Release
Contact Jim Abrams (314) 342-6343
THE MAY DEPARTMENT STORES COMPANY ANNOUNCES PLANNED
SPIN-OFF OF PAYLESS SHOESOURCE, INC.
St. Louis, MO, January 17, 1996 - The May Department Stores
Company (NYSE: MA) announced today that it intends to spin-off
Payless ShoeSource, Inc., its chain of self-service family shoe
stores, as an independent, industry-leading company.
David C. Farrell, chairman and chief executive officer of
May, said, "Payless is a terrific business that we expect will
perform well as an independent entity. The company, which
currently sells one out of every five pairs of shoes in the
United States, will be the leading competitor in its segment of
the retail industry, have strong cash flow and be well-positioned
for future growth with a strengthened management team and
streamlined operating structure.
The spin-off of Payless will allow May to focus totally on
operating its expanding department store business. May's strong
financial position will be enhanced, increasing its flexibility
for future acquisitions or stock repurchases.
"We believe that separating our two businesses into two,
independent companies is in the best interest of our
shareowners."
Shares in the new company will be distributed to May
shareowners in a tax-free transaction. May expects to complete
the transaction in late Spring 1996.
The current senior management of Payless will continue to
guide the company moving forward. Steven J. Douglass will remain
chairman and chief executive officer of Payless and Richard A.
Jolosky will continue as president of the company.
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Steven J. Douglass, chairman and chief executive officer of
Payless, said, "We are excited by the opportunity to operate as
an independent company with $2.3 billion in sales and over $1
billion in assets. This is a tremendous opportunity for Payless
and its 25,000 associates across the country. As a stand-alone
company with our own common stock, we will be able to structure
our incentive and benefits programs to reflect Payless' earnings
and equity performance more directly."
The management team at Payless announced Payless will close
or relocate about 450 stores. The costs related to the store
closings and certain costs of the spin-off will be taken as a
charge by May in its fourth quarter. That charge is estimated to
be approximately $70 million. Payless ShoeSource will be treated
as discontinued operations of May for financial reporting
purposes.
May is one of the largest retailers in the United States.
It currently operates 346 department stores in 30 states and the
District of Columbia. Payless, headquartered in Topeka, Kansas,
will be the largest independent shoe retailer in the country; it
currently operates 4,557 self-service family shoe stores in 49
states, the District of Columbia, Puerto Rico and the Virgin
Islands.
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The May Department Stores Company
Department Stores
Business: The May Department Stores Company is one of the
country's leading department store companies operating 346
quality department stores nationwide. Each of our department
store companies holds a leading position in its region. The May
Department Stores Company was founded in 1877, incorporated in
New York in 1910 and listed on the New York Stock Exchange in
1911. In 1994, May achieved its 20th consecutive year of record
sales and earnings per share. In December, 1995, May paid its
337th consecutive dividend, completing 84 years of consecutive
dividends without interruption.
Operating
Division 1994 Sales Stores* Markets*
Lord & Taylor $1.5 bil. 57 24 markets, including:
New York City, Chicago,
Boston, Washington, D.C.,
Detroit, Dallas-Fort
Worth,
Atlanta and Miami
Hecht's $1.4 bil. 62 17 markets, including:
Washington, D.C.,
Philadelphia, Baltimore,
Richmond and Norfolk
Foley's $1.6 bil. 51 16 markets, including:
Houston, Dallas-Fort
Worth, Denver, San Antonio,
Oklahoma City and Tucson
Robinsons-May $1.5 bil. 53 9 markets, including:
Los Angeles, San Diego,
Orange County, Phoenix and
Riverside-San Bernardino
Kaufmann's $1.3 bil. 46 20 markets, including:
Pittsburgh, Cleveland,
Buffalo, Rochester, Akron
and Syracuse
Filene's $1.2 bil. 39 16 markets, including:
Boston, New Haven-
Bridgeport-Danbury-
Stamford-Waterbury,
Hartford and Providence
Famous-Barr $947 mil. 30 14 markets, including:
St. Louis, Indianapolis,
Fort Wayne and South Bend
Meier & Frank $347 mil. 8 4 markets: Portland-
Vancouver, Salem, Eugene
and Medford
* Number of stores and markets as of January, 1996
No. of Employees 95,000
Headquarters St. Louis, MO
Payless ShoeSource
Business: Payless ShoeSource, Inc. is the largest chain of
self-service family shoe stores in the nation, with 1994 sales of
over $2.1 billion. Payless sold 185 million pairs of shoes in
1994 - one of every five pairs sold in the United States.
Payless (formerly known as Volume Shoe Corporation) was founded
in 1956 and incorporated in Missouri in 1961. The May Department
Stores Company acquired Payless in 1979.
Stores More than 4,550 stores in 49 states,
the District of Columbia, Puerto Rico and
the Virgin Islands.
Payless Kids In 1992, Payless introduced Payless Kids
expansion stores, adding these units adjacent
to existing Payless stores. There are now
773 Payless Kids stores.
No. of Employees 25,000
Headquarters Topeka, Kansas
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The May Department Stores Company
Preliminary Condensed Results of Operations
(Unaudited)
(Millions, except per share) 1995
1st 2nd 3rd
Qtr Qtr Qtr YTD
<S> <C> <C> <C> <C>
Net Retail Sales $2,128 $2,243 $2,489 $6,860
Revenues $2,218 $2,325 $2,569 $7,112
Cost of Sales 1,543 1,625 1,798 4,966
Selling, general and
administrative expenses 470 463 526 1,459
Interest expense, net 58 57 61 176
Earnings before income taxes 147 180 184 511
Provision for income taxes 60 73 74 207
Net Earnings from continuing operations $87 $107 $110 $304
Net Earnings from discontinued operation 27 34 25 86
Net Earnings $114 $141 $135 $390
Net Earnings Per Share:
Continuing operations $0.32 $0.40 $0.41 $1.13
Discontinued operation 0.10 0.13 0.09 0.32
Net Earnings per share $0.42 $0.53 $0.50 $1.45
Fully Diluted Average Shares
and Equivalents 264.5 265.7 265.3 264.9
</TABLE>
<TABLE>
1994 1993
1st 2nd 3rd 4th Full Full
Qtr Qtr Qtr YTD Qtr Year Year
<S> <C> <C> <C> <C> <C> <C> <C>
Net Retail Sales $2,010 $2,074 $2,324 $6,408 $3,351 $9,759 $9,020
Revenues $2,105 $2,162 $2,404 $6,671 $3,436 $10,107 $9,562
Cost of Sales 1,463 1,510 1,679 4,652 2,227 6,879 6,537
Selling, general and
administrative expenses 452 439 494 1,385 531 1,916 1,824
Interest expense, net 59 56 56 171 62 233 244
Earnings before income taxes 131 157 175 463 616 1,079 957
Provision for income taxes 54 64 70 188 241 429 379
Net Earnings from continuing operations $77 $93 $105 $275 $375 $650 $578
Net Earnings from discontinued operation 35 37 34 106 26 132 133
Net Earnings $112 $130 $139 $381 $401 $782 $711
Net Earnings Per Share:
Continuing operations $0.28 $0.35 $0.38 $1.01 $1.42 $2.43 $2.15
Discontinued operation 0.13 0.14 0.13 0.40 0.09 0.49 0.50
Net Earnings per share $0.41 $0.49 $0.51 $1.41 $1.51 $2.92 $2.65
Fully Diluted Average Shares
and Equivalents 265.3 265.2 264.7 265.0 264.4 264.9 265.5
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