SEC Info - Mercantile Stores Co Inc - ‘10-K’ for 1/28/95

SEC Info℠

Home

Help

Please Sign In

Mercantile Stores Co Inc – ‘10-K’ for 1/28/95

As of: Thursday, 4/20/95 · For: 1/28/95 · Accession #: 64923-95-2 · File #: 1-03339

  As Of                Filer                Filing    For·On·As Docs:Size

 4/20/95  Mercantile Stores Co Inc          10-K        1/28/95    7:91K

Annual Report — Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                          9     43K 
 2: EX-13       Registrants Annual Report                             35±   140K 
 3: EX-21       Subsidiaries of Registrant                             1      7K 
 4: EX-23       Consent of Experts                                     1      5K 
 5: EX-24       Power of Attorney                                      1      7K 
 6: EX-27       Financial Data Schedule                                1      9K 
 7: EX-99       Litigation Summary                                     1      6K

10-K — Annual Report
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Business Certain Relationships and Related Transactions Changes in and Disagreements with Accountants on Accounting and Financial Disclosures Directors and Executive Officers of the Registrant Executive Compensation Exhibits, Financial Statement Schedules and Reports on Form 8-K Financial Statements and Supplementary Data Legal Proceedings Management's Discussion and Analysis of Financial Condition and Results of Operations Market for Registrant's Common Equity and Related Stockholder Matters Properties Security Ownership of Certain Beneficial Owners and Management Selected Financial Data Submission of Matters to a Vote of Security Holders
1	1st Page - Filing Submission
2	Item 1. Business
"	Item 2. Properties
"	Item 3. Legal Proceedings
"	Item 4. Submission of Matters to a Vote of Security Holders
3	Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
"	Item 6. Selected Financial Data
"	Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
"	Item 8. Financial Statements and Supplementary Data
"	Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures
4	Item 10. Directors and Executive Officers of the Registrant
"	Item 11. Executive Compensation
"	Item 12. Security Ownership of Certain Beneficial Owners and Management
"	Item 13. Certain Relationships and Related Transactions
5	Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K

10-K 1st Page of 9 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION                      
Washington, D.C. 20549                      

FORM 10-K                     

X    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)                              
OF THE SECURITIES EXCHANGE ACT OF 1934                          
For the fiscal year ended January 28, 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 1-3339                         
MERCANTILE STORES COMPANY, INC.                       
(Exact name of registrant as specified in its charter)                

Delaware                           51-0032941                   
(State or other                    (I.R.S. Employer                   
jurisdiction of incorporation)     Identification No.)                

9450 Seward Road, Fairfield, Ohio  45014                              
(Address of principal executive offices)(Zip Code)                    

Registrant's telephone number,                                        
including area code:                   (513) 881-8000                 

Securities registered pursuant to Section 12(b) of the                
Act:                                                                  

           NAME OF EACH EXCHANGE
TITLE OF EACH CLASS           ON WHICH REGISTERED                     
Common stock $.14 2/3         The New York Stock                      
par value                        Exchange                           

Securities registered pursuant to Section 12(g)                       
of the Act: NONE                                                    

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                  

Indicate  by check  mark if disclosure  of delinquent filers                    
pursuant to Item 405 of Regulation S-K is not contained                         
herein, and will not be contained, to the best of                               
registrant's knowledge, in definitive proxy or information                      
statements incorporated by reference in Part III of this                        
Form 10-K or any amendment to this Form 10-K.  [  ]                             

The aggregate market value of the Company's voting stock                        
held by non-affiliates  based on the closing price on the                       
New York Stock Exchange at April 17, 1995 was $972,888,800.                     

The number of shares outstanding of the registrant's common                     
stock, $.14 2/3 par value was 36,844,050 at April 17, 1995.                     

DOCUMENTS INCORPORATED BY REFERENCE:                        

1.  Portions of Registrant's 1994 Annual Report to                              
Stockholders are incorporated into Parts I and II.                      
2.  Portions of Proxy Statement relating to the Annual                          
Meeting of Stockholders to be held on May 24, 1995 (to                  
be filed pursuant to Regulation 14A within 120 days                     
after the close of the fiscal year covered by this                      
report on Form 10-K) are incorporated by reference in                   
to Parts I and III of this Form 10-K.                                   

10-K 2nd Page of 9 TOC 1st Previous Next ↓Bottom Just 2nd
PART I                      

Item 1.    Business.                                                            

Mercantile Stores Company, Inc.  ("Company" or "Registrant")                    
was incorporated under the laws of the State of Delaware on                     
January 10, 1919.  The Company is listed on the New York                        
Stock Exchange (NYSE designation of MST) and is engaged in                      
general merchandise department store retailing.                                 

The Company's business is highly competitive.  Its stores                       
compete with other national, regional and local retail                          
establishments, including department stores, specialty                          
stores, and discount stores, which carry similar lines of                       
merchandise.  The Company's competitive methodology focuses                     
on customer service, value, fashion, selection, advertising                     
and store location.                                                             

The Company regularly employs on a full or part-time basis                      
an average of approximately 30,500 persons, of which                            
approximately 19,000 are considered full-time equivalents.                      

The following portions from the Registrant's Annual Report                      
to Stockholders for the fiscal year ended January 28, 1995                      
are incorporated herein by reference: Inside Front Cover;                       
Financial Highlights (page 1); Management's Discussion and                      
Analysis (pages 9-12); Note 1 (page 19) and Note 2 (page 20)                    
of Notes to Consolidated Financial Statements; Ten-Year                         
Selected Financial Data (pages 28-29).                                          

Item 2.    Properties.                                                          

The following table summarizes the property ownership and                       
accompanying square footage of the one hundred department                       
stores and three specialty stores operated by Mercantile                        
Stores Company, Inc., as of January 28, 1995:                                   

Number of   Square        
Stores    Footage     

Owned Stores     60      8,954,971                  
Leased Stores    43      7,529,418                  
Total           103     16,484,389                  

Store Divisions and Locations (pages 30-31) from the                            
Registrant's Annual Report to Stockholders for fiscal year                      
ended January 28, 1995 is incorporated herein by reference.                     

Item 3.    Legal Proceedings.                                                   

Information required by Item 3 is incorporated by reference                     
to Note 9 (page 26) from the Registrant's Annual Report to                      
Stockholders for fiscal year ended January 28, 1995 and to                      
the information set forth under the caption "Litigation" to                     
be included in the Registrant's definitive Proxy Statement                      
relating to the Annual Meeting of Stockholders to be held on                    
May 24, 1995 and to be filed pursuant to Regulation 14A                         
within 120 days after the close of the fiscal year covered                      
by this report on Form 10-K.                                                    

Item 4.    Submission of Matters to a Vote of Security                          
Holders.                                                  

Not applicable                                                                  

10-K 3rd Page of 9 TOC 1st Previous Next ↓Bottom Just 3rd
PART II                     

Item 5.    Market for Registrant's Common Equity and Related                    
Stockholder Matters.                                      

Market and Dividend Information (page 13) and Stockholder                       
Information (page 33) from the Registrant's Annual Report to                    
Stockholders for the fiscal year ended January 28, 1995 are                     
incorporated herein by reference.                                               

Item 6.    Selected Financial Data.                                             

The Ten-Year Selected Financial Data (pages 28-29) and Notes                    
to Consolidated Financial Statements (pages 19-26) from the                     
Registrant's Annual Report to Stockholders for the fiscal                       
year ended January 28, 1995 are incorporated herein by                          
reference.                                                                      

Item 7.    Management's Discussion and Analysis of Financial                    
Condition and Results of Operations.                      

Management's Discussion and Analysis (pages 9-12) and Notes                     
to Consolidated Financial Statements (pages 19-26) from the                     
Registrant's Annual Report to Stockholders for the                              
fiscal year ended January 28, 1995 are incorporated herein                      
by reference.                                                                   

Item 8.    Financial Statements and Supplementary Data.                         

The Consolidated Financial Statements (pages 15-18), Notes                      
to Consolidated Financial Statements (pages 19-26), Report                      
of Independent Public Accountants, which includes an                            
explanatory paragraph that describes the change in the                          
methods of accounting for postemployment benefits discussed                     
in Note 6, accounting for income taxes discussed in Note                        
5 and accounting for postretirement benefits other than                         
pensions discussed in Note 6 of Notes to Consolidated                           
Financial Statements (page 14), and Quarterly Results (page                     
27) from the Registrant's Annual Report to Stockholders for                     
the fiscal year ended January 28, 1995 are incorporated                         
herein by reference.                                                            

Item 9.    Changes in and Disagreements with Accountants on                     
Accounting and Financial Disclosures.                     

None.                                                                           

10-K 4th Page of 9 TOC 1st Previous Next ↓Bottom Just 4th
PART III                      

Item 10.   Directors and Executive Officers of the                              
Registrant.                                               

The information set forth under the captions "Election of                       
Directors", "Other Executive Officers", and "Compliance with                    
Section 16(a) of the Exchange Act" to be included in the                        
Registrant's definitive Proxy Statement relating to the                         
Annual Meeting of Stockholders to be held on may 24, 1995                       
and to be filed pursuant to Regulation 14A within 120 days                      
after the close of the fiscal year covered by this report on                    
Form 10-K, is incorporated herein by reference.                                 

Item 11.   Executive Compensation.                                              

The information set forth under the captions "Management                        
Remuneration", "Compensation Committee Interlocks and                           
Insider Participation", "Pension Plans", and "Directors'                        
Compensation" to be included in the Registrant's definitive                     
Proxy Statement relating to the Annual Meeting of                               
Stockholders to be held on may 24, 1995 and to be filed                         
pursuant to Regulation 14A within 120 days after the close                      
of the fiscal year covered by this report on Form 10-K, is                      
incorporated herein by reference.  Notwithstanding the                          
foregoing, (i) the information set forth in said Proxy                          
Statement under the caption "Report of the Compensation                         
Committee" and (ii) the information set forth under the                         
caption "Performance Graph" in said Proxy Statement, is not                     
incorporated herein by reference or in any other filing of                      
the Registrant.                                                                 

Item 12.  Security Ownership of Certain Beneficial Owners                       
and Management.                                                                 

The information set forth under the captions "Stock                             
Ownership of Management" and "Stock Ownership of Certain                        
Beneficial Owners" to be included in the Registrant's                           
definitive Proxy Statement relating to the Annual Meeting of                    
Stockholders to be held on May 24, 1995 and to be filed                         
pursuant to Regulation 14A within 120 days after the close                      
of the fiscal year covered by this report on Form 10-K, is                      
incorporated herein by reference.                                               

Item 13.   Certain Relationships and Related Transactions.                      

The information set forth under the caption "Transactions                       
with Management and Others" to be included in the                               
Registrant's definitive Proxy Statement relating to the                         
Annual Meeting of Stockholders to be held on May 24,1 995                       
and to be file pursuant to Regulation 14A within 120 days                       
after the close of the fiscal year covered by this report on                    
Form 10-K, is incorporated herein by reference.                                 

10-K 5th Page of 9 TOC 1st Previous Next ↓Bottom Just 5th
PART IV                     

Item 14.   Exhibits, Financial Statement Schedules and                          
Reports on Form 8-K.                                      

A.  1.  The following Consolidated Financial Statements of                      
Mercantile Stores Company, Inc., Notes to Consolidated                          
Financial Statements and Report of Independent Public                           
Accountants, from the Registrant's Annual Report to                             
Stockholders for the fiscal year ended January 28, 1995 are                     
incorporated herein by reference:                                               

(a) Statements of Consolidated Income and                 
Retained Earnings for the fiscal years            
ended January 28, 1995, January 29, 1994          
and January 31, 1993 - page 15.                   

(b) Consolidated Balance Sheets as of January 28,         
1995 and January 29, 1994 - pages 16 and 17.      

(c) Statements of Consolidated Cash Flows for the         
fiscal years ended January 28, 1995, January      
29, 1994 and January 31, 1993 - page 18.          

(d) Notes to Consolidated Financial Statements -          
pages 19-26.                                      

(e) Report of Independent Public Accountants,             
which includes an explanatory paragraph that      
describes the change in the methods of            
accounting for postemployment benefits            
discussed in Note 6, accounting for income        
taxes discussed in Note 5 and accounting for      
postretirement benefits other than pensions       
discussed in Note 6 of Notes to Consolidated      
Financial Statements - page 14.                   

2.  Financial Statement Schedules of the Registrant                 
and Consolidated Subsidiaries included herein:              

(a) Report of Independent Public Accountants,           
which includes an explanatory paragraph that    
describes the change in the methods of          
accounting for postemployment benefits          
discussed in Note 6, accounting for income      
taxes discussed in Note 5 and accounting for    
postretirement benefits other than pensions     
discussed in Note 6 of Notes to Consolidated    
Financial Statements, on the schedule listed    
below.                                          

(b) Schedule II -  Valuation and Qualifying             
Accounts                                        

All other schedules have been omitted as they are                               
inapplicable or the information required is shown in the                        
Consolidated Financial Statements or the Notes thereto.                         

10-K 6th Page of 9 TOC 1st Previous Next ↓Bottom Just 6th
3.  Exhibits:                                                         

(3a)- The Restated Certificate of Incorporation of            
Mercantile Stores Company, Inc., as amended,      
is incorporated herein by reference from the      
Registrant's Form 10-K for the fiscal year        
ended January 31, 1989.                           

(3b)- The Registrant's Bylaws, as amended, are                
incorporated herein by reference from the         
Registrant's Form 10-K for the fiscal year        
ended January 31, 1989.                           

(4)- The Indenture agreement between Mercantile             
Stores Company, Inc. and The Fifth Third          
Bank, as Trustee, dated as of July 1, 1992,       
is incorporated herein by reference from          
Registration No. 33-50604,  Exhibit 4.1.          

(10)- The Agreement, dated as of February 10, 1992,           
among Mercantile Stores Company, Inc., MST        
Acquisition Co., New MB, Inc., Maison             
Blanche, Inc. and all of the Owners and           
Registered Holders of All of the Issued and       
Outstanding Capital Stock of Maison Blanche,      
Inc. and the Agreement of Purchase and Sale,      
dated as of February 10, 1992, by and between     
G/MB Leasing Company, Limited Partnership and     
Maison Blanche, Inc., is incorporated herein      
by reference from the Current Report on Form      
8-K of the Company dated February 10, 1992,       
as amended by Amendment No. 1 dated April 24,     
1992 and Amendment No. 2 dated May 12, 1992.      

(13)-  The Registrant's Annual Report to                      
Stockholders for the fiscal year ended          
January 28, 1995.                               

(21)-  A listing of the subsidiaries of the                   
Registrant.                                     

(23)-  Consent of Independent Public Accountants.             

(24)-  Power of Attorney.                                     

(27)-  Financial Data Schedule.                               

(99)-  Litigation Summary                                     

B. No reports on Form 8-K have been filed during the fourth                     
quarter of the fiscal year ended January 28, 1995.                        

Pursuant to the requirements of Section 13 or 15(d) 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.                                         

MERCANTILE STORES COMPANY, INC.                                       
(Registrant)                                                

BY:  s/ David L. Nichols                                              
David L. Nichols                                            
Chairman of the Board                                       

Date: April 20, 1995.                                                           

10-K 7th Page of 9 TOC 1st Previous Next ↓Bottom Just 7th
Pursuant to the requirements of the Securities and Exchange                     
Act of 1934, this report has been signed below by the                           
following persons on behalf of the Registrant and in the                        
capacities and on the dates indicated:                                          

s/   David L. Nichols                                                           
______________________        ______________________                            
David L. Nichols         * Thomas J. Malone                           
(Chairman of the Board)       (Director)                                        
As Principal Executive                                                          
Officer                                                           

s/  James M. McVicker                                                           
______________________        ______________________                            
James M. McVicker          * Rene C. McPherson                            
(Senior Vice President and         (Director)                                   
Chief Financial Officer)                                                      

______________________        ______________________                            
* John A. Herdeg            * Gerrish H. Milliken                           
(Director)                      (Director)                                

_______________________       ________________________                          
* Roger K. Smith           * Minot K. Milliken                            
(Director)                    (Director)                              

_______________________       _______________________                           
* George S. Moore          * Roger Milliken                               
(Director)                   (Director)                             

_______________________       _______________________                           
* Francis G. Rodgers       * H. Keith H. Brodie, MD                       
(Director)                   (Director)                             

* BY:  s/  David L. Nichols                                                     
David L. Nichols                                                  

Date: April 20, 1995                                                            

An original Power of Attorney authorizing David L. Nichols,                     
James M. McVicker and William A. Carr and each of them to                       
sign this report hereto as Attorneys for Directors of                           
the Registrant is being filed concurrently with the                             
Securities and Exchange Commission.                                             

10-K 8th Page of 9 TOC 1st Previous Next ↓Bottom Just 8th
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS                    

To the Stockholders and Board of Directors of                                   
Mercantile Stores Company, Inc.:                                            

We have audited in accordance with generally accepted                           
auditing standards, the consolidated financial statements                       
included in Mercantile Stores Company, Inc.'s annual report                     
to stockholders incorporated by reference in this Form 10-K,                    
and have issued our report thereon dated April 1, 1995.  Our                    
report on the consolidated financial statements includes an                     
explanatory paragraph with respect to the change in the                         
method of accounting for postemployment benefits in 1994,                       
income taxes in 1993 and postretirement benefits other than                     
pensions in 1992 as discussed in Notes 5 and 6 to the                           
consolidated financial statements.  Our audit was made for                      
the purpose of forming an opinion on those statements taken                     
as a whole.  The schedule listed in Item 14(A)(2)(b) is the                     
responsibility of the Company's management and is presented                     
for the purpose of complying with the securities and                            
Exchange Commission's rules and is not a port of the basic                      
financial statements.  This schedule has been subjected to                      
the auditing procedures applied in the audit of the basic                       
financial statements and, in our opinion, fairly states in                      
all material respects the financial data required to be set                     
forth therein in relation to the basic financial statements                     
taken as a whole.                                                               

         Arthur Andersen LLP

Cincinnati, Ohio                                                                
April 1, 1995                                                                   

10-K Last Page of 9 TOC 1st Previous Next ↓Bottom Just 9th
                                                                [Download Table]

                  MERCANTILE STORES COMPANY, INC.                            
                           SCHEDULE  II                                      
                 VALUATION AND QUALIFYING ACCOUNTS                           
                          (in thousands)                                     

Column A       Column B    Column C - Additions      Column D     Column E   
              Balance at    Charged to  Charged to   Deductions    Balance at
               beginning     costs and    other       write offs     end of  
Description    of period     expenses   accounts     of recoveries    period 

Allowance for Doubtful Accounts:                                             
                                                                             
Year Ended                                                                   
January 28, 1995   $0        $  1,462   $  3,130 (A)  $  1,492     $  3,100  

Year Ended                                                                   
Janaury 29, 1994    Not Required                                             

Year Ended                                                                   
Janaury 31, 1993    Not Required                                             

<FN>                                                                         
Note:                                                                        
 (A) - Prior to November 1993, the Company sold all Maison Blanche customer  
       receivables to MB Funding Trust, an unaffiliated company.  This       
       agreement was terminated during fiscal 1994 (see Note 3 of Notes to   
       Consolidated Financial Statements).  Upon completion of the           
       termination process, the customer receivables, net of an allowance for
       doubtful accounts, were transferred to the Company from MB Funding    
       Trust.

10-K	1st Page of 9	TOC	↑Top	Previous	Next	↓Bottom	Just 1st

10-K	2nd Page of 9	TOC	1st	Previous	Next	↓Bottom	Just 2nd

10-K	3rd Page of 9	TOC	1st	Previous	Next	↓Bottom	Just 3rd

10-K	4th Page of 9	TOC	1st	Previous	Next	↓Bottom	Just 4th

10-K	5th Page of 9	TOC	1st	Previous	Next	↓Bottom	Just 5th

10-K	6th Page of 9	TOC	1st	Previous	Next	↓Bottom	Just 6th

10-K	7th Page of 9	TOC	1st	Previous	Next	↓Bottom	Just 7th

10-K	8th Page of 9	TOC	1st	Previous	Next	↓Bottom	Just 8th

10-K	Last Page of 9	TOC	1st	Previous	Next	↓Bottom	Just 9th

Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘10-K’ Filing	Date	First	Last	Other Filings

	5/24/95	1	4
Filed on:	4/20/95	6	7
	4/17/95	1
	4/1/95	8
For Period End:	1/28/95	1	9
	1/29/94	5		10-K, DEF 14A
	1/31/93	5
	7/1/92	6
	5/12/92	6
	4/24/92	6
	2/10/92	6
				List all Filings

↑Top

Filing Submission 0000064923-95-000002 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Mercantile Stores Co Inc – ‘10-K’ for 1/28/95

As of: Thursday, 4/20/95 · For: 1/28/95 · Accession #: 64923-95-2 · File #: 1-03339

Previous ‘10-K’: ‘10-K’ on 4/26/94 for 1/29/94 · Next: ‘10-K’ on 4/29/96 for 2/3/96 · Latest: ‘10-K’ on 4/27/98 for 1/31/98

Annual Report — Form 10-KFiling Table of Contents

10-K — Annual ReportDocument Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Annual Report — Form 10-K
Filing Table of Contents

10-K — Annual Report
Document Table of Contents