SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 1995 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ Commission File Number 0-6074 Nordstrom, Inc. ______________________________________________________ (Exact name of Registrant as specified in its charter) Washington 91-0515058 _______________________________ ___________________ (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 1501 Fifth Avenue, Seattle, Washington 98101 ____________________________________________________ (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (206) 628-2111 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO _____ _____ Common stock outstanding as of August 18, 1995: 82,142,147 shares of common stock. 1 of 9 NORDSTROM, INC. AND SUBSIDIARIES -------------------------------- INDEX ----- Page Number PART I. FINANCIAL INFORMATION Item 1. Financial Statements (unaudited) Consolidated Statements of Earnings Three and six months ended July 31, 1995 and 1994 3 Consolidated Balance Sheets July 31, 1995 and 1994 and January 31, 1995 4 Consolidated Statements of Cash Flows Six months ended July 31, 1995 and 1994 5 Notes to Consolidated Financial Information 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 PART II. OTHER INFORMATION Item 1. Legal Proceedings 8 Item 6. Exhibits and Reports on Form 8-K 8 2 of 9 NORDSTROM, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS (dollars in thousands except per share amounts) (unaudited) Three Months Six Months Ended July 31, Ended July 31, --------------------- --------------------- 1995 1994 1995 1994 ---------- ---------- ---------- ---------- Net sales $1,149,239 $1,079,501 $1,964,838 $1,841,563 Costs and expenses: Cost of sales and related buying and occupancy 779,784 723,660 1,333,518 1,233,795 Selling, general and administrative 299,838 267,596 539,261 482,460 Interest, net 9,639 7,206 17,679 15,148 Service charge income and other, net (29,087) (23,184) (60,362) (46,836) ---------- ---------- ---------- ---------- Total costs and expenses 1,060,174 975,278 1,830,096 1,684,567 ---------- ---------- ---------- ---------- Earnings before income taxes 89,065 104,223 134,742 156,996 Income taxes 35,200 41,200 53,200 62,000 ---------- ---------- ---------- ---------- Net earnings $ 53,865 $ 63,023 $ 81,542 $ 94,996 ========== ========== ========== ========== Net earnings per average share of common stock $ .65 $ .77 $ .99 $ 1.16 ========== ========== ========== ========== Cash dividends paid per share of common stock outstanding $ .125 $ .10 $ .25 $ .185 ========== ========== ========== ========== <FN> These statements should be read in conjunction with the Notes to Consolidated Financial Statements contained herein and in the Nordstrom 1994 Annual Report to Shareholders. 3 of 9 NORDSTROM, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (dollars in thousands) (unaudited) July 31, January 31, July 31, 1995 1995 1994 ---------- ---------- ---------- ASSETS Current Assets: Cash and cash equivalents $ 35,564 $ 32,497 $ 50,690 Accounts receivable, net 837,833 675,891 630,085 Merchandise inventories 696,224 627,930 639,227 Prepaid income taxes and other 59,721 61,395 51,529 ---------- ---------- ---------- Total current assets 1,629,342 1,397,713 1,371,531 Property, buildings and equipment, net 1,040,483 984,195 917,066 Other assets 15,929 14,875 23,653 ---------- ---------- ---------- $2,685,754 $2,396,783 $2,312,250 ========== ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Notes payable $ 97,207 $ 87,388 $ 115,738 Accounts payable 369,634 273,084 339,660 Accrued salaries, wages and taxes 170,493 190,501 156,600 Accrued expenses 48,423 40,990 33,230 Accrued income taxes 19,669 22,524 22,710 Current portion of long-term debt 50,997 75,967 36,179 ---------- ---------- ---------- Total current liabilities 756,423 690,454 704,117 Long-term debt 439,297 297,943 310,688 Deferred income taxes and other 88,438 64,586 48,676 Shareholders' equity: Common stock, without par value: 250,000,000 shares authorized; 82,174,647, 82,244,098 and 82,134,350 shares issued and outstanding 165,158 163,334 159,831 Retained earnings 1,236,438 1,180,466 1,088,938 ---------- ---------- ---------- Total shareholders' equity 1,401,596 1,343,800 1,248,769 ---------- ---------- ---------- $2,685,754 $2,396,783 $2,312,250 ========== ========== ========== <FN> These statements should be read in conjunction with the Notes to Consolidated Financial Statements contained herein and in the Nordstrom 1994 Annual Report to Shareholders. 4 of 9 NORDSTROM, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (dollars in thousands) (unaudited) Six Months Ended July 31, ------------------ 1995 1994 -------- -------- OPERATING ACTIVITIES: Net earnings $ 81,542 $ 94,996 Adjustments to reconcile net earnings to net cash (used in) provided by operating activities: Depreciation and amortization 61,311 50,499 Change in: Accounts receivable, net (161,942) (43,644) Merchandise inventories (68,294) (53,625) Prepaid income taxes and other 1,674 120 Accounts payable 96,550 75,605 Accrued salaries, wages and taxes (20,008) (347) Accrued expenses 7,433 (2,764) Income tax liabilities and other (4,320) (3,684) -------- -------- Net cash (used in) provided by operating activities (6,054) 117,156 -------- -------- INVESTING ACTIVITIES: Additions to property, buildings and equipment, net (92,014) (121,709) Other (240) (6,942) -------- -------- Net cash used in investing activities (92,254) (128,651) -------- -------- FINANCING ACTIVITIES: Increase in notes payable 9,819 75,401 Proceeds from issuance of long-term debt, net 140,919 - Principal payments on long-term debt (25,616) (91,707) Proceeds from issuance of common stock 1,823 2,457 Cash dividends paid (20,566) (15,188) Repurchase of common stock (5,004) - -------- -------- Net cash provided by (used in) financing activities 101,375 (29,037) -------- -------- Net increase in cash and cash equivalents 3,067 (40,532) Cash and cash equivalents at beginning of period 32,497 91,222 -------- -------- Cash and cash equivalents at end of period $ 35,564 $ 50,690 ======== ======== <FN> These statements should be read in conjunction with the Notes to Consolidated Financial Statements contained herein and in the Nordstrom 1994 Annual Report to Shareholders. 5 of 9 NORDSTROM, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands) (unaudited) Note 1: The consolidated balance sheets of Nordstrom, Inc. and subsidiaries (the "Company") as of July 31, 1995 and 1994, and the related consolidated statements of earnings and cash flows for the periods then ended, have been prepared from the accounts without audit. The consolidated financial information is applicable to interim periods and is not necessarily indicative of the results to be expected for the year ending January 31, 1996. It is not considered necessary to include detailed footnote information as of July 31, 1995 and 1994. The financial information should be read in conjunction with the Notes to Consolidated Financial Statements contained in the Nordstrom 1994 Annual Report to Shareholders. In the opinion of management, the consolidated financial information includes all adjustments (consisting only of normal, recurring adjustments) necessary to present fairly the financial position of Nordstrom, Inc. and subsidiaries as of July 31, 1995 and 1994, and the results of their operations and cash flows for the periods then ended, in accordance with generally accepted accounting principles applied on a consistent basis. Note 2: The summarized unaudited combined results of operations of Nordstrom Credit, Inc. and Nordstrom National Credit Bank are as follows: Three Months Six Months Ended July 31, Ended July 31, 1995 1994 1995 1994 ------- ------- ------- ------- Total revenue $32,315 $24,411 $61,838 $49,153 Earnings before income taxes 5,749 8,102 14,475 18,387 Net earnings 3,674 5,162 9,260 11,747 6 of 9 NORDSTROM, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion should be read in conjunction with the Management Discussion and Analysis section of the Nordstrom 1994 Annual Report to Shareholders. Results of Operations: - ---------------------- During the second quarter of 1995, sales increased 6.5% when compared with the same quarter in 1994. For the six-month period, sales increased 6.7% compared to the same period in 1994. New unit sales accounted for substantially all of the sales increase for both the quarter and six-month period, as comparable store sales increased by .4% for the quarter and .1% for the six month period. The comparable store sales results reflect disappointing sales from the Company's anniversary sale in July, as well as a continuing sluggish retail climate. The Company remains cautious with respect to sales projections for the remainder of the year. Cost of sales and related buying and occupancy costs increased as a percentage of sales for the quarter and the six-month period as compared to the corresponding periods in 1994. Buying costs increased because of spending on development and implementation of an inventory management system, and on development of the Company's own merchandise brands. Occupancy costs also increased during the quarter and the six-month period due to new stores and remodeling projects. Selling, general and administrative expenses increased as a percentage of sales during the second quarter and for the six-month period as compared to the corresponding periods in 1994. Factors that contributed to the increase included higher selling costs, higher sales promotion costs for the Company's direct sales division, increased promotional and bad debt expenses related to the Company's VISA card program, and spending on the development of a new payroll system. These costs were partially offset by lower employee benefit costs. Service charge income and other, net increased as a percentage of sales for the second quarter and for the six-month period, as compared to the same periods in 1994. For the six-month period, the increase was due primarily to one-time gains on the sale of a closed distribution facility and a full-line store, totaling $6.3 million ($.05 per share after income taxes). For both the quarter and the six-month period, net revenues resulting from the Company's VISA card program also contributed to the increase. 7 of 9 NORDSTROM, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Financial Condition: - -------------------- The Company's working capital at July 31, 1995 increased when compared to July 31, 1994 and January 31, 1995 due primarily to increased investment in accounts receivable and merchandise inventories. During the six months ended July 31, 1995, the Company issued $141 million in medium term notes to fund its expansion and general working capital needs. In August 1995, the Company opened a full-line store in Millburn, New Jersey and a rack store in Auburn, Washington. Construction is progressing as planned on new stores scheduled to open later this year and in 1996. PART II - OTHER INFORMATION Item 1. Legal Proceedings - -------------------------- The Company is not involved in any material pending legal proceedings, other than routine litigation in the ordinary course of business. Item 6. Exhibits and Reports on Form 8-K - ----------------------------------------- (a) Exhibits -------- (27.1) Financial Data Schedule is filed herein as an Exhibit. (b) Reports on Form 8-K ------------------- The Company filed a Form 8-K, dated June 19, 1995, reporting changes in its top level of management. 8 of 9 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 thereunto duly authorized. NORDSTROM, INC. (Registrant) /s/ John A. Goesling ------------------------------------------ John A. Goesling, Executive Vice President and Treasurer (Principal Financial and Accounting Officer) Date: September 5, 1995 - ------------------------ 9 of 9 NORDSTROM, INC. AND SUBSIDIARIES Exhibit Index Exhibit Method of Filing - ------- ---------------- 27.1 Financial Data Schedule Filed herewith electronically