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 April 30, 1994 / / 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 0-12994 Nordstrom Credit, Inc. ______________________________________________________ (Exact name of Registrant as specified in its charter) Colorado 91-1181301 ______________________________ ________________ (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 13531 East Caley, Englewood, Colorado 80111 ____________________________________________________ (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: 303-397-4700 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 ____ ____ On June 1, 1994 Registrant had 10,000 shares of Common stock ($.50 par value) outstanding; all such shares are owned by Registrant's parent, Nordstrom, Inc. The Registrant meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing this form with the reduced disclosure format. page 1 of 7 NORDSTROM CREDIT, INC. ---------------------- INDEX ----- Page Number ------ PART I. FINANCIAL INFORMATION Item 1. Financial Statements Statements of Earnings Three months ended April 30, 1994 and 1993 (Unaudited) 3 Balance Sheets April 30, 1994 and 1993 and January 31, 1994 (Unaudited) 4 Statements of Cash Flows Three months ended April 30, 1994 and 1993 (Unaudited) 5 Notes to Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 6 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 7 page 2 of 7 NORDSTROM CREDIT, INC. STATEMENTS OF EARNINGS (dollars in thousands) (unaudited) Three Months Ended April 30, --------------- 1994 1993 ---- ---- Service charge income $22,726 $23,464 Expenses: Interest, net 6,882 7,495 Service fees paid to Nordstrom National Credit Bank 5,262 5,889 General and administrative 414 402 ------- ------- Total expenses 12,558 13,786 ------- ------- Earnings before income taxes 10,168 9,678 Income taxes 3,660 3,445 ------- ------- Net earnings $ 6,508 $ 6,233 ======= ======= Ratio of earnings available for fixed charges to fixed charges 2.47 2.28 ======= ======= These statements should be read in conjunction with the Notes to Financial Statements contained herein and in the Nordstrom Credit, Inc. Annual Report on Form 10-K for the year ended January 31, 1994. page 3 of 7 NORDSTROM CREDIT, INC. BALANCE SHEETS (in thousands) (unaudited) April 30, January 31, April 30, 1994 1994 1993 ----------- ----------- ----------- ASSETS - - ------ Cash and cash equivalents $ 5,256 $ 1,694 $ 687 Customer accounts receivable, net of holdback allowance of $23,494, $23,145 and $23,595 513,935 564,495 518,087 Property, building and equipment, net 5,900 5,987 6,095 Other assets 1,607 1,677 1,885 Other accounts receivable - 3,977 1,165 -------- -------- -------- $526,698 $577,830 $527,919 ======== ======== ======== LIABILITIES AND INVESTMENT OF NORDSTROM, INC. - - --------------------------------------------- Notes payable to Nordstrom, Inc. $ 41,000 $112,500 $ - Commercial paper 27,146 15,337 77,842 Notes payable to banks 25,000 25,000 25,000 Accrued interest, taxes and other 11,716 9,665 9,188 Long-term debt 265,600 265,600 280,600 -------- -------- -------- Total liabilities 370,462 428,102 392,630 Investment of Nordstrom, Inc. 156,236 149,728 135,289 -------- -------- -------- $526,698 $577,830 $527,919 ======== ======== ======== These statements should be read in conjunction with the Notes to Financial Statements contained herein and in the Nordstrom Credit, Inc. Annual Report on Form 10-K for the year ended January 31, 1994. page 4 of 7 NORDSTROM CREDIT, INC. STATEMENTS OF CASH FLOWS (in thousands) (unaudited) Three Months Ended April 30, --------------- 1994 1993 ---- ---- OPERATING ACTIVITIES: Net earnings $ 6,508 $ 6,233 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 157 157 Change in: Customer accounts receivable, net 50,560 65,124 Other accounts receivable 3,977 2,543 Accrued interest, taxes and other 2,051 (781) ------- ------- Net cash provided by operating activities 63,253 73,276 ------- ------- FINANCING ACTIVITIES: Decrease in notes payable to Nordstrom, Inc. (71,500) (112,500) Increase in commercial paper 11,809 64,523 Principal payments on long-term debt - (25,000) ------- ------- Net cash used in financing activities (59,691) (72,977) ------- ------- Net increase in cash and cash equivalents 3,562 299 Cash and cash equivalents at beginning of period 1,694 388 ------- ------- Cash and cash equivalents at end of period $ 5,256 $ 687 ======= ======= These statements should be read in conjunction with the Notes to Financial Statements contained herein and in the Nordstrom Credit, Inc. Annual Report on Form 10-K for the year ended January 31, 1994. page 5 of 7 NORDSTROM CREDIT, INC. NOTES TO FINANCIAL STATEMENTS (unaudited) Note 1: The balance sheets of Nordstrom Credit, Inc. as of April 30, 1994 and 1993, and the related statements of earnings and cash flows for the periods then ended, have been prepared from the accounts without audit. The financial information is applicable to interim periods and is not necessarily indicative of the results to be expected for the year ending January 31, 1995. It is not considered necessary to include detailed footnote information as of April 30, 1994 and 1993. The financial statements should be read in conjunction with the Notes to Financial Statements contained in the Nordstrom Credit, Inc. Annual Report on Form 10-K for the year ended January 31, 1994. In the opinion of management, the financial information includes all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the financial position of Nordstrom Credit, Inc. as of April 30, 1994 and 1993, and the results of its operations and cash flows for the periods then ended, in accordance with generally accepted accounting principles applied on a consistent basis. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Service charge income decreased compared to the first quarter of the prior year due primarily to lower levels of accounts receivable outstanding during the quarter. Interest expense decreased when compared to the same period in 1993 due to lower levels of debt outstanding during the quarter. Service fees paid to Nordstrom National Credit Bank (the "Bank") decreased when compared to the same period in 1993 due primarily to a decrease in the servicing fee rate from 1.82% to 1.59%, effective November 1, 1993. In May 1994, the Bank commenced its VISA card program. Receivables generated through the use of the card will be purchased by the Company without recourse, except for sales occurring at Nordstrom, Inc. stores. This is expected to increase the external financing needs of the Company. Service charges earned on these receivables are expected to be sufficient to offset additional expenses generated through this activity. All other operations of the Company will remain substantially the same. page 6 of 7 PART II - OTHER INFORMATION --------------------------- Item 6. Exhibits and Reports on Form 8-K No reports on Form 8-K were filed during the quarter for which this report is filed. 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 CREDIT, INC. (Registrant) /s/ John A. Goesling __________________________________________ John A. Goesling, Executive Vice President and Treasurer (Principal Financial and Accounting Officer) Date: June 3, 1994 ____________________ page 7 of 7