|
Deferred income taxes reflect the net tax effects of the
temporary differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax purposes.
The Companys income tax (provision) benefit for continuing operations for the years ended
December 31 consisted of the following:
|
In millions |
Federal |
State |
Total |
|
1998: |
Current |
$(197.3) |
$(41.4) |
$(238.7) |
Deferred |
(51.2) |
(25.0) |
(76.2) |
|
|
$(248.5) |
$(66.4) |
$(314.9) |
|
1997: |
Current |
$(182.5) |
$(68.5) |
$(251.0) |
Deferred |
82.1 |
28.1 |
110.2 |
|
|
$(100.4) |
$(40.4) |
$(140.8) |
|
1996: |
Current |
$(195.6) |
$(54.9) |
$(250.5) |
Deferred |
(17.7) |
(2.8) |
(20.5) |
|
|
$(213.3) |
$(57.7) |
$(271.0) |
|
Following is a reconciliation of the statutory income tax rate to the Companys effective
tax rate for the years ended December 31:
|
|
1998 |
1997 |
1996 |
|
Statutory income tax rate |
35.0% |
35.0% |
35.0% |
State income taxes, net of federal tax benefit |
5.8 |
6.6 |
5.5 |
|
Goodwill and other |
1.2 |
1.4 |
1.6 |
|
Effective tax rate before merger-related costs |
42.0 |
43.0 |
42.1 |
Merger-related costs(1) |
2.3 |
21.8 |
|
|
Effective tax rate |
44.3% |
64.8% |
42.1% |
|
(1) Includes state tax effect.
Income taxes paid (refunded) were $102.6 million, $258.9 million and $(33.8) million during the
years ended December 31, 1998, 1997 and 1996, respectively.
Following is a summary of the significant components of
the Companys deferred tax assets and liabilities as of December 31:
|
In millions |
1998 |
1997 |
|
Deferred tax assets: |
Employee benefits |
$84.5 |
$119.0 |
Other assets |
185.5 |
253.8 |
|
Total deferred tax assets |
$270.0 |
$372.8 |
|
Deferred tax liabilities: |
Property and equipment |
$(44.0) |
$(27.0) |
Inventories |
(1.6) |
(29.9) |
Other liabilities |
|
(10.7) |
|
Total deferred tax liabilites |
(45.6) |
(67.6) |
|
Net deferred tax assets |
$224.4 |
$305.2 |
|
|
Based on historical pre-tax earnings, the Company believes it is more likely than not that
the deferred tax assets will be realized.
As of December 31, 1998, the Company had federal net operating loss carryforwards ("NOLs")
of $3.7 million that are attributable to Revco for periods prior to its emergence from
Chapter 11. The benefits realized from these NOLs should reduce reorganization goodwill.
Accordingly, the tax benefit of such NOLs utilized during the three years ended December 31,
1998, $7.2 million, $69.4 million and $15.3 million for 1998, 1997 and 1996, respectively,
has not been included in the computation of the Companys income tax provision, but instead
has been reflected as reductions of reorganization goodwill.
On October 12, 1996, the Company completed the Footstar Distribution which is believed to be
tax-free to the Company and its shareholders based on a legal opinion provided by outside
counsel. However, since opinions of counsel are not binding on the Internal Revenue Service
or the courts, it could ultimately be determined that the Footstar Distribution does not
qualify as a tax-free distribution. If such occurred, the Company would be required to
recognize a capital gain for tax purposes equal to the difference between the fair market
value of the shares of Footstar stock distributed and the Companys basis in such shares. The
Company, however, believes the likelihood of the Footstar Distribution not
qualifying as a tax-free distribution to be remote.
The Company currently operates a Retail segment and a Pharmacy Benefit Management ("PBM")
segment. The Companys business segments are operating units that
offer different products and services, and require distinct technology and marketing strategies.
The Retail segment, which is described in Note 1, is the Companys only reportable segment.
The PBM segment provides a full range of prescription
benefit management services to managed care and other organizations. These services include
plan design and administration, formulary management, mail order pharmacy services, claims
processing and generic substitution.
The accounting policies of the segments are substantially the same as those described in Note 1.
The Company evaluates segment performance based on operating profit, before the effect of
nonrecurring charges and gains and intersegment profits.
Following is a reconciliation of the significant components of each segments sales to
consolidated net sales for the years ended December 31:
|
|
1998 |
1997 |
1996 |
|
Pharmacy(1) |
57.6% |
54.7% |
51.6% |
Front store |
42.4 |
45.3 |
48.4 |
|
Consolidated net sales |
100.0% |
100.0% |
100.0% |
|
(1) Pharmacy sales includes the Retail segments pharmacy sales, the PBM segments total
sales and the effect of the intersegment sales elimination discussed in the table below.
Following is a reconciliation of the Companys business segments to the consolidated financial
statements:
|
In millions |
Retail Segment |
PBM Segment |
Intersegment Eliminations(1) |
Other Adjustments(2) |
Consolidated Totals |
|
1998: |
Net sales |
$15,081.1 |
$488.4 |
$(295.9) |
$ |
$15,273.6 |
Operating profit |
927.8 |
12.7 |
|
(168.3) |
772.2 |
Depreciation and   amortization |
248.6 |
1.1 |
|
|
249.7 |
Total assets |
6,652.1 |
119.6 |
(35.5) |
|
6,736.2 |
Capital expenditures |
498.0 |
4.3 |
|
|
502.3 |
|
1997: |
Net sales |
$13,649.4 |
$320.7 |
$(220.5) |
$ |
$13,749.6 |
Operating profit |
771.2 |
7.9 |
|
(517.7) |
261.4 |
Depreciation and   amortization |
237.8 |
0.4 |
|
|
238.2 |
Total assets |
5,937.3 |
60.6 |
(19.0) |
|
5,978.9 |
Capital expenditures |
339.6 |
2.0 |
|
|
341.6 |
|
1996: |
Net sales |
$11,766.3 |
$208.9 |
$(143.6) |
$ |
$11,831.6 |
Operating profit |
602.5 |
2.2 |
|
(12.8) |
591.9 |
Depreciation and   amortization |
205.2 |
0.2 |
|
|
205.4 |
Total assets |
6,003.5 |
32.8 |
(21.4) |
|
6,014.9 |
Capital expenditures |
326.9 |
2.0 |
|
|
328.9 |
|
(1) Intersegment eliminations relate to intersegment sales and accounts receivables that occur
when a PBM segment customer uses a Retail segment store to purchase covered merchandise.
When this occurs, both segments record the sale on a stand-alone basis.
(2) Other adjustments relate to the merger and restructuring charges discussed in Note 3
and a $12.8 million charge that was recorded when Rite Aid Corporation withdrew its tender
offer to acquire Revco. This event took place in 1996 before the CVS/Revco Merger. The merger
and restructuring charges are not considered when management assesses the stand-alone
performance of the Companys business segments.
Following is a reconciliation of basic and diluted earnings per common share for the years
ended December 31:
|
In millions, except per share amounts |
1998 |
|
1997 |
|
1996 |
|
Numerator for earnings per common share calculation: |
Earnings from continuing operations before extraordinary item |
$396.4 |
|
$76.5 |
|
$372.4 |
Preference dividends, net of tax benefit |
(13.6) |
|
(13.7) |
|
(14.5) |
|
Earnings from continuing operations
available to common
shareholders, basic |
$382.8 |
|
$62.8 |
|
$357.9 |
|
Earnings (loss) from discontinued operations |
|
|
17.5 |
|
(164.2) |
Extraordinary loss |
|
|
(17.1) |
|
|
|
Net earnings available to common shareholders, basic |
$382.8 |
|
$63.2 |
|
$193.7 |
|
Earnings from continuing operations before extraordinary item |
$396.4 |
|
$76.5 |
|
$372.4 |
Effect of dilutive securities: |
Preference dividends, net of tax benefit |
|
|
(13.7) |
|
|
Dilutive earnings adjustments |
(0.8) |
|
|
|
(7.5) |
|
Earnings from continuing operations available to common shareholders, diluted |
$395.6 |
|
$62.8 |
|
$364.9 |
|
Earnings (loss) from discontinued operations |
|
|
17.5 |
|
(164.2) |
Extraordinary loss |
|
|
(17.1) |
|
|
|
Net earnings available to common shareholders, diluted |
$395.6 |
|
$63.2 |
|
$200.7 |
|
Denominator for earnings per common share calculation: |
Weighted average common shares, basic |
387.1 |
|
377.2 |
|
366.9 |
Effect of dilutive securities: |
Preference stock |
10.5 |
|
|
|
11.7 |
Stock options |
7.6 |
|
7.9 |
|
5.0 |
|
Weighted average common shares, diluted |
405.2 |
|
385.1 |
|
383.6 |
|
Basic earnings per common share: |
Earnings from continuing operations before extraordinary item |
$0.99 |
|
$0.17 |
|
$0.98 |
Earnings (loss) from discontinued operations |
|
|
0.05 |
|
(0.45) |
Extraordinary item, net of tax benefit |
|
|
(0.05) |
|
|
|
Net earnings |
$0.99 |
|
$0.17 |
|
$0.53 |
|
Diluted earnings per common share: |
Earnings from continuing operations before extraordinary item |
$0.98 |
|
$0.16 |
|
$0.95 |
Earnings (loss) from discontinued operations |
|
|
0.05 |
|
(0.43) |
Extraordinary item, net of tax benefit |
|
|
(0.05) |
|
|
|
Net earnings |
$0.98 |
|
$0.16 |
|
$0.52 |
|
In connection with certain business dispositions completed between 1991 and 1997, the Company
continues to guarantee lease obligations for approximately 1,600 former stores. The Company
is indemnified for these obligations by the respective purchasers. Assuming that each respective
purchaser became insolvent, an event which the Company believes to be highly unlikely, management
estimates that it could settle these obligations for approximately $1.1 billion as of December
31, 1998.
In the opinion of management, the ultimate disposition of these guarantees will not have a
material adverse effect on the Companys consolidated financial condition, results of operations
or future cash flows.
The Company is also a defendant in various lawsuits arising in the ordinary course of business.
In the opinion of management and the Companys outside counsel, the
ultimate disposition of these lawsuits, exclusive of potential insurance recoveries, will
not have a material adverse effect on the Companys consolidated financial condition, results
of operations or future cash flows.
|
In millions, except per share amounts |
1st Quarter |
|
2nd Quarter |
|
3rd Quarter |
|
4th Quarter |
|
Net sales: |
1998 |
$3,601.5 |
$3,755.9 |
$3,725.1 |
$4,191.1 |
1997 |
3,397.8 |
3,406.8 |
3,328.7 |
3,616.3 |
|
Gross margin: |
1998 |
$1,006.9 |
$1,020.5 |
$995.3 |
$1,106.5 |
1997 |
967.9 |
873.0 |
905.6 |
971.8 |
|
Earnings (loss) from continuing operations before extraordinary item: |
1998 |
$132.0 |
$16.2 |
$102.4 |
$145.8 |
1997 |
92.1 |
(221.4) |
82.2 |
123.6 |
|
Net earnings (loss): |
1998 |
$132.0 |
$16.2 |
$102.4 |
$145.8 |
1997 |
92.2 |
(221.1) |
82.2 |
123.6 |
|
Earnings (loss) per common share from continuing operations before extraordinary item: |
1998: Basic |
$0.34 |
$0.03 |
$0.25 |
$0.37 |
Diluted |
0.33 |
0.03 |
0.25 |
0.36 |
1997: Basic |
0.24 |
(0.60) |
0.21 |
0.31 |
Diluted |
0.23 |
(0.60) |
0.20 |
0.31 |
|
Net earnings (loss) per common share: |
1998: Basic |
$0.34 |
$0.03 |
$0.25 |
$0.37 |
Diluted |
0.33 |
0.03 |
0.25 |
0.36 |
1997: Basic |
0.24 |
(0.60) |
0.21 |
0.31 |
Diluted |
0.23 |
(0.60) |
0.20 |
0.31 |
|
Market price per common share (New York Stock Exchange): |
1998: High |
$377/16 |
$395/8 |
$461/2 |
$5511/16 |
Low |
311/16 |
333/8 |
363/8 |
421/16 |
1997: High |
24 |
267/8 |
30 |
35 |
Low |
191/2 |
221/8 |
257/16 |
275/16 |
|
Dividends declared per common share: |
1998 |
$0.0550 |
$0.0550 |
$0.0575 |
$0.0575 |
1997 |
0.0550 |
0.0550 |
0.0550 |
0.0550 |
|
Number of registered common shareholders at year-end: |
1998 |
|
|
|
10,500 |
|
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