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: August 31, 1999
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 Incorporation) (Commission File No.) (IRS Id. No.)
Exhibit Index on Page 4
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 July 31, 1999, January 30, 1999 and August 1, 1998 and the
Unaudited Consolidated Statements of Cash Flows for the 26 weeks
ended July 31, 1999 and August 1, 1998, 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 30, 1999. Because of the seasonal nature of the
department store business, the cash flows for the 26 weeks ended
July 31, 1999 and August 1, 1998 (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 July 31, 1999, January 30, 1999 and August 1, 1998.
99.2 Unaudited Consolidated Statements of Cash Flows of
Federated for the 26 weeks ended July 31, 1999 and
August 1, 1998.
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 August 31, 1999 /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 July 31, 1999, January 30, 1999
and August 1, 1998
99.2 Unaudited Consolidated Statements of Cash Flows of
Federated for the 26 weeks ended July 31, 1999
and August 1, 1998
Exhibit 99.1
FEDERATED DEPARTMENT STORES, INC.
Consolidated Balance Sheets
(Unaudited)
(millions)
July 31, January 30, August 1,
1999 1999 1998
ASSETS:
Current Assets:
Cash $ 357 $ 307 $ 281
Accounts receivable 3,512 2,209 2,111
Merchandise inventories 3,635 3,259 3,361
Supplies and prepaid expenses 221 117 118
Deferred income tax assets 142 80 105
Total Current Assets 7,867 5,972 5,976
Property and Equipment - net 6,689 6,572 6,381
Intangible Assets - net 1,807 631 677
Other Assets 516 289 317
Total Assets $16,879 $13,464 $13,351
LIABILITIES AND SHAREHOLDERS' EQUITY:
Current Liabilities:
Short-term debt $ 1,402 $ 524 $ 34
Accounts payable and
accrued liabilities 2,905 2,446 2,517
Income taxes 46 98 67
Total Current Liabilities 4,353 3,068 2,618
Long-Term Debt 4,704 3,057 3,890
Deferred Income Taxes 1,240 1,060 977
Other Liabilities 586 570 557
Shareholders' Equity 5,996 5,709 5,309
Total Liabilities and
Shareholders' Equity $16,879 $13,464 $13,351
Exhibit 99.2
FEDERATED DEPARTMENT STORES, INC.
Consolidated Statements of Cash Flows
(Unaudited)
(millions)
26 Weeks Ended 26 Weeks Ended
July 31, 1999 August 1, 1998
Cash flows from operating activities:
Net income $ 224 $ 167
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 324 298
Amortization of intangible assets 36 13
Amortization of financing costs 3 4
Amortization of unearned restricted stock - 1
Changes in assets and liabilities:
Decrease in accounts receivable 178 331
Increase in merchandise inventories (211) (122)
Increase in supplies and prepaid expenses (19) (3)
(Increase) decrease in other assets not
separately identified (20) 4
Increase in accounts payable and accrued
liabilities not separately identified 30 45
Decrease in current income taxes (52) (21)
Increase (decrease) in deferred income taxes 1 (9)
Decrease in other liabilities not separately
identified (7) (8)
Net cash provided by operating activities 487 700
Cash flows from investing activities:
Acquisition of Fingerhut Companies, Inc.,
net of cash acquired (1,539) -
Purchase of property and equipment (241) (189)
Capitalized software (21) -
Investments in affiliated companies (49) -
Disposition of property and equipment 23 22
Decrease in notes receivable - 200
Net cash provided (used) by
investing activities (1,827) 33
Cash flows from financing activities:
Debt issued 1,299 300
Financing costs (10) (7)
Debt repaid (31) (851)
Increase in outstanding checks 81 79
Acquisition of treasury stock - (154)
Issuance of common stock 51 39
Net cash provided (used) by
financing activities 1,390 (594)
(Continued)
FEDERATED DEPARTMENT STORES, INC.
Consolidated Statements of Cash Flows
(Unaudited)
(millions)
26 Weeks Ended 26 Weeks Ended
July 31, 1999 August 1, 1998
Net increase in cash $ 50 $ 139
Cash at beginning of period 307 142
Cash at end of period $ 357 $ 281
Supplemental cash flow information:
Interest paid $ 144 $ 147
Interest received 4 11
Income taxes paid (net of refunds received) 194 150
Schedule of non cash 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 -
