- --------------------------------------------------------------------------- ------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------------------------------------------- FORM 8-K ----------------------------------------------------------- CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE THE SECURITIES EXCHANGE ACT OF 1934 ------------------------------------------------------------ DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) AUGUST 19, 2004 ------------------------------------------------------------ NORDSTROM, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) ------------------------------------------------------------ WASHINGTON 001-15059 91-0515058 (STATE OR OTHER JURISDICTION (COMMISSION FILE (I.R.S. EMPLOYER OF INCORPORATION) NUMBER) IDENTIFICATION NO.) 1617 SIXTH AVENUE, SEATTLE, WASHINGTON 98101 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) ----------------------------------------------------------- REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (206) 628-2111 ------------------------------------------------------------ INAPPLICABLE (FORMER NAME OR FORMER ADDRESS IF CHANGED SINCE LAST REPORT) ---------------------------------------------------------------------- ------------------------------------------------- ITEM 9. REGULATION FD DISCLOSURE On August 19, 2004, Nordstrom, Inc. issued a press release announcing its results of operations for the quarter ended July 31, 2004. A copy of this press release is attached as Exhibit 99.1. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On August 19, 2004, Nordstrom, Inc. issued a press release announcing its results of operations for the quarter ended July 31, 2004. A copy of this press release is attached as Exhibit 99.1. 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. NORDSTROM, INC. By: /s/ Peter F. Collins ----------------------- Peter F. Collins Divisional Vice President and Corporate Controller Dated: August 19, 2004 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION 99.1 Nordstrom earnings release dated August 19, 2004 relating to the Company's results of operations for the quarter ended July 31, 2004.
Exhibit 99.1 For Immediate Release - --------------------- August 19, 2004 NORDSTROM SECOND QUARTER EARNINGS INCREASE 62 PERCENT ----------------------------------------------------- Board Approves Quarterly Dividend Increase of 18 Percent SEATTLE - August 19, 2004 - Nordstrom, Inc. (NYSE: JWN) today reported net earnings of $106.9 million, or $0.75 per diluted share, for the second quarter ended July 31, 2004, ahead of company guidance of $0.70 to $0.74. For the same period last year, net earnings and earnings per diluted share were $65.9 million and $0.48, respectively. Total sales for the second quarter of 2004 increased 9.4 percent, to $2.0 billion, compared to sales of $1.8 billion in the same period last year. Second quarter same-store sales increased 6.8 percent. SECOND QUARTER HIGHLIGHTS Second quarter earnings increased 62 percent, reflecting ongoing improvement in merchandise execution, inventory management and expense control. Results can also be attributed to a successful Anniversary Sale, as this event has a significant impact on overall quarterly performance. The company is committed to delivering superior fundamental performance in all aspects of its business. - Same-store sales were better than plan increasing 6.8 percent for the quarter. Color, newness and fashion drove strong regular price selling across all categories and price points. - As a percent of sales, gross profit increased 180 basis points due to strong sell-through resulting in lower markdowns compared to the prior year. - Selling, general and administrative expenses improved 20 basis points compared to last year due to leverage on core operating expenses. FULL YEAR RESULTS Year-to-date net earnings increased 89 percent to $175.6 million for the period ended July 31, 2004, compared to net earnings of $93.0 million for the same period last year. Earnings per share for the same periods were $1.23 and $0.68, respectively. Year-to-date total sales increased 11.8 percent to $3.5 billion compared to prior year sales of $3.1 billion. Same-store sales increased 9.5 percent. EXPANSION UPDATE During the second quarter Nordstrom did not open any stores. The company plans to open one additional store this year; a full-line store at Dadeland Mall in Miami scheduled to open in November. Gross square footage for the year is expected to increase approximately 2 percent, from 19,138,000 to 19,439,000. QUARTERLY DIVIDEND The company's Board of Directors approved a quarterly dividend of $0.13 per share, an increase of 18 percent or $0.02 per share from prior quarters, payable on September 15, 2004, to shareholders of record on August 31, 2004. 2004 OUTLOOK The company is providing the following third quarter forecast as well as raising full-year expectations from previously stated guidance of $2.42 - $2.46: CONFERENCE CALL INFORMATION: Company management will be hosting a conference call and webcast to discuss second quarter results at 4:15p.m. (EDT) today. Access to the conference call is open to the press and general public in a listen only mode. To participate, please dial, 517-319-9282 ten minutes prior to the call (passcode: NORD). A telephone replay will be available for 48 hours beginning approximately one hour after the conclusion of the call by dialing 866-499- 4574. Interested parties may also access the call over the Internet by visiting the Investor Relations section of the company's corporate website at http://about.nordstrom.com/aboutus/investor/webcasts.asp. An archived version of the webcast will be available at this location for 30 days. GAAP SALES PERFORMANCE The additional information provided in this section is to comply with the Securities and Exchange Commission's Regulation G. The company converted to a 4-5-4 Retail Calendar at the beginning of 2003. Year-to-date results for 2003 includes one more day than the year-to-date for 2004. The company believes that adjusting for this difference provides a more comparable basis from which to evaluate sales performance. The following reconciliation bridges the year- to-date 2003 GAAP sales to the 4-5-4 comparable sales.
3rd Quarter 2004 Full-Year 2004 ---------------- -------------- Comp-store Sales 1%-3% increase 4%-6% increase Gross Profit (%) 20-30 basis point increase 100-130 basis point increase Selling, General and Administrative Expense (%) Flat to last year 70-90 basis point decrease Service Charge Income ($) Flat to last year $11-$13 million increase Interest Expense $11-$12 million decrease $11-$13 million decrease Effective Tax Rate 39% 39% Earnings per Share $0.35 - $0.40 $2.46 - $2.50 Diluted Shares Outstanding 145.1 144.1 Prior Year Diluted EPS $0.33 $1.76 Nordstrom, Inc. is one of the nation's leading fashion specialty retailers, with 149 US stores located in 27 states. Founded in 1901 as a shoe store in Seattle, Nordstrom today operates 93 full-line stores, 49 Nordstrom Racks, five U.S. Faconnable boutiques, one freestanding shoe store, and one clearance store. Nordstrom also operates 31 international Faconnable boutiques, primarily in Europe. Additionally, Nordstrom Direct serves customers through its online presence at http://www.nordstrom.com and through its direct mail catalogs. Certain statements in this news release contain "forward-looking" information (as defined in the Private Securities Litigation Reform Act of 1995) that involves risks and uncertainties, including anticipated results, store openings and distribution channels, planned capital expenditures, and trends in company operations. Actual future results and trends may differ materially from historical results or current expectations depending upon factors including, but not limited to, the company's ability to predict fashion trends, consumer apparel buying patterns, the company's ability to control costs, weather conditions, hazards of nature such as earthquakes and floods, trends in personal bankruptcies and bad debt write-offs, changes in interest rates, employee relations, the company's ability to continue its expansion plans, and the impact of economic and competitive market forces, including the impact of terrorist activity or the impact of a war on the company, its customers and the retail industry. Our SEC reports may contain other information on these and other factors that could affect our financial results and cause actual results to differ materially from any forward-looking information we may provide. NORDSTROM, INC. CONSOLIDATED STATEMENTS OF EARNINGS - 2nd Quarter -------------------------------------------------- (unaudited; amounts in thousands, except per share data and percentages)
Dollar % Change % Change Sales Reconciliation ($M) YTD 2003 YTD 2004 Increase Total Sales Comp Sales -------- -------- ---------- ----------- ---------- Number of Days GAAP 183 182 GAAP Sales $3,120.3 $3,489.0 $368.7 11.8% 8.8% Less Feb. 1, 2003 sales ($18.2) --- --------- ------- Reported 4-5-4 sales $3,102.1 $3,489.0 $386.9 12.5% 9.5% ======== ======== 4-5-4 Adjusted Days 182 182 ADDITIONAL DATA - --------------- Average number of shares outstanding
Quarter % of sales Quarter % of sales ended (except as ended (except as 7/31/04 indicated) 8/2/03 indicated) ------ --------- ------ --------- Net sales $1,953,480 100.0% $1,784,849 100.0% Cost of sales and related buying & occupancy costs (1,270,892) (65.1%) (1,194,429) (66.9%) --------- --------- Gross profit 682,588 34.9% 590,420 33.1% Selling, general and administrative expenses (536,233) (27.4%) (492,296) (27.6%) -------- -------- Operating income 146,355 7.5% 98,124 5.5% Interest expense, net (14,091) (0.7%) (26,134) (1.4%) Service charge income and other, net 43,002 2.2% 36,081 2.0% -------- -------- Earnings before income taxes 175,266 9.0% 108,071 6.1% Income tax expense (68,351) (39.0%)(1) (42,200) (39.0%)(1) -------- -------- Net earnings $106,915 5.5% $65,871 3.7% ======== ======== Earnings per share Basic $ 0.76 $ 0.48 Diluted $ 0.75 $ 0.48
Basic 140,735 135,844 Diluted 143,497 136,338 NORDSTROM, INC. CONSOLIDATED STATEMENTS OF EARNINGS - Year-to-Date -------------------------------------------------- (unaudited; amounts in thousands, except per share data and percentages) ADDITIONAL DATA - --------------- Average number of shares outstanding
Year-to-Date % of sales Year-to-Date % of sales ended (except as ended (except as 7/31/04 indicated) 8/2/03 indicated) ------ --------- ------ --------- Net sales $3,488,970 100.0% $3,120,321 100.0% Cost of sales and related buying & occupancy costs (2,243,824) (64.3%) (2,080,524) (66.7%) --------- --------- Gross profit 1,245,146 35.7% 1,039,797 33.3% Selling, general and administrative expenses (988,967) (28.4%) (912,622) (29.2%) -------- -------- Operating income 256,179 7.3% 127,175 4.1% Interest expense, net (50,775) (1.5%) (46,362) (1.5%) Service charge income and other, net 82,489 2.5% 71,713 2.3% -------- -------- Earnings before income taxes 287,893 8.3% 152,526 4.9% Income tax expense (112,251) (39.0%)(1) (59,500) (39.0%)(1) -------- -------- Net earnings $175,642 5.0% $93,026 3.0% ======== ======== Earnings per share Basic $ 1.26 $ 0.69 Diluted $ 1.23 $ 0.68 Investor Contact: Media Contact: Stephanie Allen, 206-303-3262 Deniz Anders, 206-373-3038 (1) Percent of earnings before income taxes.
Basic 139,922 135,710 Diluted 142,741 136,016