| Condensed Consolidating Balance Sheet |
MACY’S, INC.
Condensed Consolidating Balance Sheet
As of January 28, 2017
(millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Subsidiary
Issuer
|
|
Other
Subsidiaries
|
|
Consolidating
Adjustments
|
|
Consolidated |
ASSETS: |
|
|
|
|
|
|
|
|
|
Current Assets: |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
$ |
938 |
|
|
$ |
81 |
|
|
$ |
278 |
|
|
$ |
— |
|
|
$ |
1,297 |
|
Receivables |
— |
|
|
169 |
|
|
353 |
|
|
— |
|
|
522 |
|
Merchandise inventories |
— |
|
|
2,565 |
|
|
2,834 |
|
|
— |
|
|
5,399 |
|
Prepaid expenses and other current assets |
— |
|
|
84 |
|
|
324 |
|
|
— |
|
|
408 |
|
Total Current Assets |
938 |
|
|
2,899 |
|
|
3,789 |
|
|
— |
|
|
7,626 |
|
Property and Equipment – net |
— |
|
|
3,397 |
|
|
3,620 |
|
|
— |
|
|
7,017 |
|
Goodwill |
— |
|
|
3,315 |
|
|
582 |
|
|
— |
|
|
3,897 |
|
Other Intangible Assets – net |
— |
|
|
51 |
|
|
447 |
|
|
— |
|
|
498 |
|
Other Assets |
— |
|
|
47 |
|
|
766 |
|
|
— |
|
|
813 |
|
Deferred Income Taxes |
26 |
|
|
— |
|
|
— |
|
|
(26 |
) |
|
— |
|
Intercompany Receivable |
375 |
|
|
— |
|
|
2,428 |
|
|
(2,803 |
) |
|
— |
|
Investment in Subsidiaries |
3,137 |
|
|
3,540 |
|
|
— |
|
|
(6,677 |
) |
|
— |
|
Total Assets |
$ |
4,476 |
|
|
$ |
13,249 |
|
|
$ |
11,632 |
|
|
$ |
(9,506 |
) |
|
$ |
19,851 |
|
LIABILITIES AND SHAREHOLDERS’ EQUITY: |
|
|
|
|
|
|
|
|
|
Current Liabilities: |
|
|
|
|
|
|
|
|
|
Short-term debt |
$ |
— |
|
|
$ |
306 |
|
|
$ |
3 |
|
|
$ |
— |
|
|
$ |
309 |
|
Merchandise accounts payable |
— |
|
|
590 |
|
|
833 |
|
|
— |
|
|
1,423 |
|
Accounts payable and accrued liabilities |
15 |
|
|
1,064 |
|
|
2,484 |
|
|
— |
|
|
3,563 |
|
Income taxes |
71 |
|
|
16 |
|
|
265 |
|
|
— |
|
|
352 |
|
Total Current Liabilities |
86 |
|
|
1,976 |
|
|
3,585 |
|
|
— |
|
|
5,647 |
|
Long-Term Debt |
— |
|
|
6,544 |
|
|
18 |
|
|
— |
|
|
6,562 |
|
Intercompany Payable |
— |
|
|
2,803 |
|
|
— |
|
|
(2,803 |
) |
|
— |
|
Deferred Income Taxes |
— |
|
|
688 |
|
|
781 |
|
|
(26 |
) |
|
1,443 |
|
Other Liabilities |
66 |
|
|
500 |
|
|
1,311 |
|
|
— |
|
|
1,877 |
|
Shareholders’ Equity: |
|
|
|
|
|
|
|
|
|
|
Macy's, Inc. |
4,323 |
|
|
738 |
|
|
5,939 |
|
|
(6,677 |
) |
|
4,323 |
|
Noncontrolling Interest |
— |
|
|
— |
|
|
(1 |
) |
|
— |
|
|
(1 |
) |
Total Shareholders’ Equity |
4,323 |
|
|
738 |
|
|
5,938 |
|
|
(6,677 |
) |
|
4,322 |
|
Total Liabilities and Shareholders’ Equity |
$ |
4,475 |
|
|
$ |
13,249 |
|
|
$ |
11,633 |
|
|
$ |
(9,506 |
) |
|
$ |
19,851 |
|
|
| Condensed Consolidating Statement of Cash Flows |
MACY’S, INC.
Condensed Consolidating Statement of Cash Flows
For 2014
(millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Subsidiary
Issuer
|
|
Other
Subsidiaries
|
|
Consolidating
Adjustments
|
|
Consolidated |
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net income |
$ |
1,526 |
|
|
$ |
563 |
|
|
$ |
1,589 |
|
|
$ |
(2,152 |
) |
|
$ |
1,526 |
|
Impairments, store closing and other costs |
— |
|
|
45 |
|
|
42 |
|
|
— |
|
|
87 |
|
Equity in earnings of subsidiaries |
(1,528 |
) |
|
(624 |
) |
|
— |
|
|
2,152 |
|
|
— |
|
Dividends received from subsidiaries |
1,088 |
|
|
1 |
|
|
— |
|
|
(1,089 |
) |
|
— |
|
Depreciation and amortization |
— |
|
|
454 |
|
|
582 |
|
|
— |
|
|
1,036 |
|
Increase (decrease) in working capital |
9 |
|
|
74 |
|
|
(69 |
) |
|
— |
|
|
14 |
|
Other, net |
(20 |
) |
|
(177 |
) |
|
243 |
|
|
— |
|
|
46 |
|
Net cash provided by
operating activities |
1,075 |
|
|
336 |
|
|
2,387 |
|
|
(1,089 |
) |
|
2,709 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Purchase (disposition) of property and equipment and capitalized software, net |
— |
|
|
(260 |
) |
|
(636 |
) |
|
— |
|
|
(896 |
) |
Other, net |
— |
|
|
(12 |
) |
|
(62 |
) |
|
— |
|
|
(74 |
) |
Net cash used by
investing activities |
— |
|
|
(272 |
) |
|
(698 |
) |
|
— |
|
|
(970 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Debt repaid, net of debt issued |
— |
|
|
177 |
|
|
(3 |
) |
|
— |
|
|
174 |
|
Dividends paid |
(421 |
) |
|
— |
|
|
(1,089 |
) |
|
1,089 |
|
|
(421 |
) |
Common stock acquired, net of
issuance of common stock |
(1,643 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(1,643 |
) |
Proceeds from noncontrolling interest |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Intercompany activity, net |
927 |
|
|
(283 |
) |
|
(644 |
) |
|
— |
|
|
— |
|
Other, net |
15 |
|
|
52 |
|
|
57 |
|
|
— |
|
|
124 |
|
Net cash used by
financing activities |
(1,122 |
) |
|
(54 |
) |
|
(1,679 |
) |
|
1,089 |
|
|
(1,766 |
) |
Net increase (decrease) in cash
and cash equivalents |
(47 |
) |
|
10 |
|
|
10 |
|
|
— |
|
|
(27 |
) |
Cash and cash equivalents at
beginning of period |
1,955 |
|
|
84 |
|
|
234 |
|
|
— |
|
|
2,273 |
|
Cash and cash equivalents at
end of period |
$ |
1,908 |
|
|
$ |
94 |
|
|
$ |
244 |
|
|
$ |
— |
|
|
$ |
2,246 |
|
MACY’S, INC.
Condensed Consolidating Statement of Cash Flows
For 2015
(millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Subsidiary
Issuer
|
|
Other
Subsidiaries
|
|
Consolidating
Adjustments
|
|
Consolidated |
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net income |
$ |
1,072 |
|
|
$ |
89 |
|
|
$ |
1,402 |
|
|
$ |
(1,493 |
) |
|
$ |
1,070 |
|
Impairments, store closing and other costs |
— |
|
|
170 |
|
|
118 |
|
|
— |
|
|
288 |
|
Equity in earnings of subsidiaries |
(1,072 |
) |
|
(421 |
) |
|
— |
|
|
1,493 |
|
|
— |
|
Dividends received from subsidiaries |
1,086 |
|
|
— |
|
|
— |
|
|
(1,086 |
) |
|
— |
|
Depreciation and amortization |
— |
|
|
440 |
|
|
621 |
|
|
— |
|
|
1,061 |
|
(Increase) decrease in working capital |
25 |
|
|
(340 |
) |
|
(81 |
) |
|
— |
|
|
(396 |
) |
Other, net |
(8 |
) |
|
(78 |
) |
|
47 |
|
|
— |
|
|
(39 |
) |
Net cash provided (used) by
operating activities |
1,103 |
|
|
(140 |
) |
|
2,107 |
|
|
(1,086 |
) |
|
1,984 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Purchase of property and equipment and capitalized software, net |
— |
|
|
(88 |
) |
|
(821 |
) |
|
— |
|
|
(909 |
) |
Other, net |
— |
|
|
83 |
|
|
(266 |
) |
|
— |
|
|
(183 |
) |
Net cash used by
investing activities |
— |
|
|
(5 |
) |
|
(1,087 |
) |
|
— |
|
|
(1,092 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Debt issued, net of debt repaid |
— |
|
|
348 |
|
|
(1 |
) |
|
— |
|
|
347 |
|
Dividends paid |
(456 |
) |
|
— |
|
|
(1,086 |
) |
|
1,086 |
|
|
(456 |
) |
Common stock acquired, net of
issuance of common stock |
(1,838 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(1,838 |
) |
Proceeds from noncontrolling interest |
— |
|
|
— |
|
|
5 |
|
|
— |
|
|
5 |
|
Intercompany activity, net |
12 |
|
|
(243 |
) |
|
231 |
|
|
— |
|
|
— |
|
Other, net |
12 |
|
|
37 |
|
|
(136 |
) |
|
— |
|
|
(87 |
) |
Net cash provided (used) by financing activities |
(2,270 |
) |
|
142 |
|
|
(987 |
) |
|
1,086 |
|
|
(2,029 |
) |
Net increase (decrease) in
cash and cash equivalents |
(1,167 |
) |
|
(3 |
) |
|
33 |
|
|
— |
|
|
(1,137 |
) |
Cash and cash equivalents at
beginning of period |
1,908 |
|
|
94 |
|
|
244 |
|
|
— |
|
|
2,246 |
|
Cash and cash equivalents at
end of period |
$ |
741 |
|
|
$ |
91 |
|
|
$ |
277 |
|
|
$ |
— |
|
|
$ |
1,109 |
|
MACY’S, INC.
Condensed Consolidating Statement of Cash Flows
For 2016
(millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Subsidiary
Issuer
|
|
Other
Subsidiaries
|
|
Consolidating
Adjustments
|
|
Consolidated |
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net income (loss) |
$ |
619 |
|
|
$ |
(208 |
) |
|
$ |
1,074 |
|
|
$ |
(874 |
) |
|
$ |
611 |
|
Impairments, store closing and other costs |
— |
|
|
295 |
|
|
184 |
|
|
— |
|
|
479 |
|
Settlement charges |
— |
|
|
34 |
|
|
64 |
|
|
— |
|
|
98 |
|
Equity in earnings of subsidiaries |
(619 |
) |
|
(255 |
) |
|
— |
|
|
874 |
|
|
— |
|
Dividends received from subsidiaries |
957 |
|
|
575 |
|
|
— |
|
|
(1,532 |
) |
|
— |
|
Depreciation and amortization |
— |
|
|
407 |
|
|
651 |
|
|
— |
|
|
1,058 |
|
(Increase) decrease in working capital |
110 |
|
|
(482 |
) |
|
92 |
|
|
— |
|
|
(280 |
) |
Other, net |
28 |
|
|
51 |
|
|
(244 |
) |
|
— |
|
|
(165 |
) |
Net cash provided by
operating activities |
1,095 |
|
|
417 |
|
|
1,821 |
|
|
(1,532 |
) |
|
1,801 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Purchase of property and equipment and capitalized software, net |
— |
|
|
12 |
|
|
(251 |
) |
|
— |
|
|
(239 |
) |
Other, net |
— |
|
|
32 |
|
|
20 |
|
|
— |
|
|
52 |
|
Net cash provided (used) by investing activities |
— |
|
|
44 |
|
|
(231 |
) |
|
— |
|
|
(187 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Debt repaid, net of debt issued |
— |
|
|
(750 |
) |
|
1 |
|
|
— |
|
|
(749 |
) |
Dividends paid |
(459 |
) |
|
— |
|
|
(1,532 |
) |
|
1,532 |
|
|
(459 |
) |
Common stock acquired, net of
issuance of common stock |
(280 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(280 |
) |
Proceeds from noncontrolling interest |
— |
|
|
— |
|
|
4 |
|
|
— |
|
|
4 |
|
Intercompany activity, net |
(144 |
) |
|
255 |
|
|
(111 |
) |
|
— |
|
|
— |
|
Other, net |
(15 |
) |
|
24 |
|
|
49 |
|
|
— |
|
|
58 |
|
Net cash used by
financing activities |
(898 |
) |
|
(471 |
) |
|
(1,589 |
) |
|
1,532 |
|
|
(1,426 |
) |
Net increase (decrease) in cash
and cash equivalents |
197 |
|
|
(10 |
) |
|
1 |
|
|
— |
|
|
188 |
|
Cash and cash equivalents at
beginning of period |
741 |
|
|
91 |
|
|
277 |
|
|
— |
|
|
1,109 |
|
Cash and cash equivalents at
end of period |
$ |
938 |
|
|
$ |
81 |
|
|
$ |
278 |
|
|
$ |
— |
|
|
$ |
1,297 |
|
|