SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ------------------- Date of Report (Date of earliest event reported): May 22, 2003 - -------------------------------------------------------------------------------- FOOT LOCKER, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) New York No. 1-10299 13-3513936 - ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 112 West 34th Street, New York, New York 10120 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 720-3700 --------------
Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 Press Release of Foot Locker, Inc. dated May 22, 2003 reporting operating results for the first quarter of 2003. Item 9. Regulation FD Disclosure (Information Furnished in this Item 9 is Furnished under Item 12 Results of Operations and Financial Condition) On May 22, 2003, Foot Locker, Inc. issued a press release announcing its operating results for the first quarter of 2003. A copy of the press release is attached as Exhibit 99.1, which, in its entirety, is incorporated herein by reference. 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 being hereunto duly authorized. FOOT LOCKER, INC. -------------------------------- (Registrant) Date: May 22, 2003 By: /s/ Bruce L. Hartman -------------------------------- Bruce L. Hartman Executive Vice President and Chief Financial Officer 2
EXHIBIT 99.1 [FOOT LOCKER, INC. LOGO] N E W S R E L E A S E CONTACT: Peter D. Brown Vice President, Treasurer and Investor Relations Foot Locker, Inc. (212) 720-4254 FOOT LOCKER, INC. REPORTS FIRST QUARTER RESULTS o Income from Continuing Operations Increased to $0.27 Per Share o Gross Margin Rate Improves by 120 Basis Points o Debt, Net of Cash, Decreased by $67 Million from Last Year o Company Expects its Second Quarter EPS to Meet or Exceed Current Analysts' Estimates NEW YORK, NY, May 22, 2003 - Foot Locker, Inc. (NYSE: FL), the New York-based specialty athletic retailer, today reported financial results for its first quarter ended May 3, 2003. Income from continuing operations for the Company's first quarter ended May 3, 2003, increased to $39 million, or $0.27 per share, compared with $38 million, or $0.26 per share, last year. For the 13-week first quarter period, sales increased 3.5 percent to $1,128 million this year compared with sales of $1,090 million last year. First quarter comparable-store sales decreased 2.5 percent, on a constant currency rate basis. The Company's financial position remains strong with debt, net of cash, of $52 million. This represents a $67 million reduction from the same period last year. Merchandise inventories remain on plan and well positioned to support the Company's second quarter sales expectations. During the first quarter of 2003 the Company opened 17 stores, remodeled/relocated 60 stores and closed 42 stores. At May 3, 2003, the Company operated 3,600 stores in 14 countries in North America, Europe and Australia. "Our first quarter performance reflects the implementation of a series of ongoing initiatives designed to make our Company more efficient and which contributed to our increased earnings," stated Matthew D. Serra, Foot Locker, Inc.'s President and Chief Executive Officer. "We are encouraged by our first quarter performance, and in particular by our 120 basis point gross margin rate improvement. Given this success, we are somewhat more confident in our ability to increase our future quarter-over-quarter earnings per share, and we currently expect our second quarter 2003 net income from continuing operations to meet or exceed the current analysts' consensus estimate of $0.24 per share." The Company is hosting a live conference call at 10:00 am (EST) on Thursday, May 22, 2003 to review 2003 first quarter results, discuss our 2003 outlook, and respond to analysts' questions. This conference call may be accessed live from the Investor Relations section of the Foot Locker, Inc. website at http://www.footlocker-inc.com. The conference call will be available for webcast replay until 5:00 pm on Monday, May 26, 2003. Disclosure Regarding Forward-Looking Statements This press release contains forward-looking statements, which reflect management's current views of future events and financial performance. These forward-looking statements are based on many assumptions and factors detailed in the Company's filings with the Securities and Exchange Commission, including the effects of currency fluctuations, customer demand, fashion trends, competitive market forces, uncertainties related to the effect of competitive products and pricing, customer acceptance of the Company's merchandise mix and retail locations, unseasonable weather, risks associated with foreign global sourcing, including political instability, changes in import regulations and the presence of severe acute respiratory syndrome, economic conditions worldwide, any changes in business, political and economic conditions due to the threat of future terrorist activities in the United States or in other parts of the world and related U.S. military action overseas, and the ability of the Company to execute its business plans effectively with regard to each of its business units, including its plans for the marquee and launch footwear component of its business. Any changes in such assumptions or factors could produce significantly different results. The Company undertakes no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Foot Locker, Inc. 112 West 34th Street, New York, NY 10120
FOOT LOCKER, INC. Consolidated Statements of Operations (unaudited) Periods ended May 3, 2003 and May 4, 2002 (In millions, except per share amounts) First Quarter First Quarter 2003 2002 ------ ------ Sales $1,128 $1,090 Cost of sales 783 770 Selling, general and administrative expenses 241 220 Depreciation and amortization 37 36 Interest expense, net 5 7 ------ ------ 1,066 1,033 ------ ------ Income from continuing operations before income taxes 62 57 Income tax expense 23 19 ------ ------ Income from continuing operations 39 38 Loss on disposal of discontinued operations -- (18) Cumulative effect of accounting changes, net of income taxes (1) -- ------ ------ Net income $ 38 $ 20 ------ ------ Diluted EPS: Income from continuing operations $ 0.27 $ 0.26 Loss on disposal of discontinued operations -- (0.12) Cumulative effect of accounting changes, net of income taxes (1) (0.01) -- ------ ------ Net income $ 0.26 $ 0.14 ------ ------ Weighted-average diluted shares outstanding 151.3 150.9 (1) Related to adoption of SFAS No. 143, "Accounting for Asset Retirement Obligations."
FOOT LOCKER, INC. Condensed Consolidated Balance Sheets (unaudited) (In millions) May 3, May 4, 2003 2002 ------ ------ Assets CURRENT ASSETS Cash and cash equivalents $ 306 $ 278 Merchandise inventories 941 839 Assets of discontinued operations 2 3 Other current assets 90 86 ------ ------ 1,339 1,206 Property and equipment, net 626 626 Deferred tax assets 233 253 Other assets 333 280 ------ ------ $2,531 $2,365 ====== ====== Liabilities and Shareholders' Equity CURRENT LIABILITIES Accounts payable $ 344 $ 353 Accrued liabilities 254 183 Current liabilities and reserves for restructuring, discontinued operations and businesses held for sale 21 22 Current portion of long-term debt and obligations under capital leases -- 32 ------ ------ 619 590 Long-term debt and obligations under capital leases 358 365 Other liabilities 401 384 SHAREHOLDERS' EQUITY 1,153 1,026 ------ ------ $2,531 $2,365 ====== ====== -MORE-
FOOT LOCKER, INC. Store and Estimated Square Footage (unaudited) (Square footage in thousands) May 3 May 4, February 1 February 2, 2003 2002 2003 2002 ----------------------------------------------------------------- Foot Locker U.S. Number of stores 1,458 1,476 1,477 1,472 Gross square footage 5,978 6,024 6,043 6,039 Selling square footage 3,469 3,447 3,497 3,442 Lady Foot Locker Number of stores 600 618 606 632 Gross square footage 1,335 1,389 1,362 1,416 Selling square footage 754 791 781 816 Kids Foot Locker Number of stores 370 387 377 391 Gross square footage 899 937 912 944 Selling square footage 535 559 547 567 Champs Sports Number of stores 588 570 582 574 Gross square footage 3,285 3,219 3,262 3,262 Selling square footage 2,305 2,259 2,292 2,280 Foot Locker International Number of stores 584 531 583 521 Gross square footage 1,645 1,497 1,639 1,482 Selling square footage 922 855 920 837 Total Athletic Group Number of stores 3,600 3,582 3,625 3,590 Gross square footage 13,142 13,066 13,218 13,143 Selling square footage 7,985 7,911 8,037 7,942 -XXX-