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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 15, 1996
PROFFITT'S, INC.
(Exact name of registrant as specified in its charter)
TENNESSEE
(State or other jurisdiction of incorporation)
0-15907 62-0331040
(Commission File Number) (IRS Employer Identification No.)
P.O. Box 9388
Alcoa, TN 37701
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(615) 983-7000
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Item 5. Other Events.
On January 15, 1996, Proffitt's, Inc. and Younkers, Inc.
announced performance updates for the fourth quarter and
fiscal year ending February 3, 1996. Pursuant to General
Instruction F to Form 8-K, the Press Release issued January
15, 1996 in connection the foregoing is incorporated herein
by reference and is attached hereto as Exhibit 20.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
The following exhibits are filed as part of this report:
Exhibit
Number Description
20. Press Release dated January 15, 1996
-2-
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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.
PROFFITT'S, INC.
Date: January 16, 1996 /s/ R. Brad Martin
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R. Brad Martin
(Printed)
Chairman of the Board
and Chief Executive
Officer
(Title)
PROFFITT'S, INC.
PROFFITT'S, INC. AND YOUNKERS, INC. GIVE PERFORMANCE UPDATES
FOR IMMEDIATE RELEASE
CONTACT: Julia Bentley
423/983-7000
Knoxville, Tennessee and Des Moines, Iowa (January 15, 1996)--Department store
companies Proffitt's, Inc. and Younkers, Inc. today gave performance updates on
the fourth quarter and year ending February 3, 1996.
Proffitt's, Inc. Chairman and Chief Executive Officer, R. Brad Martin, stated,
"While our November comparable store sales performance of 13% exceeded
expectations, we experienced weaker than expected sales in December in one of
the most difficult retail environments in recent history. We estimate this sales
and resulting gross margin shortfall will negatively impact the Company's fourth
quarter earnings by approximately $.15 per share (on a primary basis). In
addition, winter storm conditions have adversely affected January sales
performance, particularly at the Proffitt's Division, and we will be unable to
recover the December sales shortfall. Based upon the circumstances, we
anticipate earnings per share for the fourth quarter, prior to an estimated $.03
charge for the closing of our Proffitt's Eastgate store in Chattanooga, will
approximate last year's fourth quarter operating earnings of $1.14 per share on
a primary basis and $.93 on a fully diluted basis. However, while we are
disappointed in our anticipated fourth quarter revenue and earnings performance,
we expect 1995 to be a record earnings year with primary earnings per share of
approximately $1.72 and fully diluted earnings per share of approximately
$1.61."
W. Thomas Gould, Chairman and Chief Executive Officer of Younkers, Inc.
commented, "We are pleased to announce that we anticipate the fourth quarter
earnings performance of Younkers will be stronger than expected, resulting in
anticipated operating earnings for 1995 of approximately $1.86 per share,
excluding store closing costs and costs associated with the sale of two units.
Excluding the non-recurring costs associated with the attempted takeover of
Younkers by Carson Pirie Scott & Co., 1995 operating earnings are expected to
approximate $2.07 per share."
Anticipated earnings results noted for each company above are subject to normal
year-end adjustments, such as inventory shrinkage results and markdown recovery
from vendors. The expected results also do not include anticipated non-recurring
charges related to the direct costs of the merger of Proffitt's and Younkers or
charges related to the combination of the operations of the businesses.
Mr. Martin and Mr. Gould commented, "Inventories at both companies are on plan
and expected to be well assorted and properly balanced as we enter the spring
season."
Mr. Martin and Mr. Gould further noted, "We are pleased to relate that the
management of our two companies has made much progress during the last three
months in identifying synergies and best practices and in determining the
appropriate corporate structure to support our combined organization. We have
identified tangible synergies and best practices, many of which are ready for
immediate implementation upon the closing of the transaction, that will reduce
total operating expenses in excess of
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$10 million on an annualized basis, which is well ahead of the $6 million
annualized target previously identified. Going forward, we are committed to
continued operating improvement and running the combined organization with the
appropriate people, processes, and systems."
Mr. Martin and Mr. Gould continued, "We are confident that the merger is in the
best strategic interests of our shareholders, associates, and customers and
expect the business combination to produce meaningfully accretive results,
subsequent to one-time charges associated with the transaction."
If the merger and related transactions are approved by the shareholders of both
companies, the merger of Proffitt's, Inc. and Younkers, Inc. is scheduled to
close by February 3, 1996, Proffitt's fiscal year end. Proffitt's, Inc. is a
leading regional specialty department store company currently operating two
divisions - the Proffitt's Division with 26 stores in Tennessee, Virginia,
Georgia, Kentucky, and North Carolina and the McRae's Division with 28 stores in
Alabama, Mississippi, Florida, and Louisiana. Younkers, Inc. is a leading
regional department store company with 53 stores in Iowa, Wisconsin, Nebraska,
Michigan, Illinois, Minnesota, and South Dakota. On a combined basis, the
company will operate over 100 stores in sixteen states with annualized revenues
in excess of $1.3 billion.
