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Balancing the Books

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Even if beauty, or economic unsightliness, is in the eye of the beholder, such charges can trigger important provisions in loan agreements or cast in a new light deals that were inked when the market was at a high.

"It doesn't mean the acquisition was bad strategically," said Ed Henderson, vice president and senior analyst at Moody’s Investors Service. "Given this market, it just looks like almost everybody overpaid. The amount that is reflective of that is goodwill."

Macy's, which used to be known as Federated Department Stores, could have one of the quarter's largest write-offs. Or the firm's accountants might also determine that charges are not needed.

When Macy's purchased rival May Department Stores in 2005, it took on $12 billion in debt and acquired assets valued at $23.79 billion. Among the assets, stores, inventory and other physical assets were worth $14.2 billion. So Macy's, as accounting standards dictate, classified much of the remainder as either goodwill—$8.95 billion—or intangible assets—$679 million. As of Nov. 1, Macy's had goodwill of $9.12 billion on its balance sheet.

The financial crisis, the recession and Macy's performance drove the value of all of its shares down to a total of $3.95 billion Thursday, meaning the firm’s accountants might have to wipe away a big chunk of its goodwill to restore balance to its finances.

For example, earlier this month, grocery chain Supervalu Inc. registered a $2.9 billion loss for its third quarter, the result of a $3.1 billion aftertax charge to write down goodwill and intangible assets. On a smaller scale, Claiborne's loss of $435.7 million in the fourth quarter of 2007 was driven by a $343.1 million goodwill charge.

A large charge could have been a serious problem for Macy's, but the firm renegotiated its bank agreement in December so a writedown for goodwill would not impact its access to credit.

With the credit markets tied up in knots, refinancing has been more expensive and difficult to execute. Macy’s had to pay lenders a fee to amend its credit arrangement, while agreeing to higher fees and interest rates. Other firms, including Claiborne and Jones, recently refinanced to smaller, more expensive credit deals. Claiborne's eliminated leverage and asset coverage covenants, while Jones’ covenants were "adjusted to provide Jones with greater flexibility in the operation of its businesses during these unprecedented economic times," the company said in December. Failure to conform to performance covenants in credit arrangements can result in termination of credit lines or force companies to renegotiate them.

If Macy's does end up taking a goodwill writedown, it might take the opportunity to do some additional housecleaning.

"There is a chance that, if they announce a writedown, that they would close stores in conjunction with that," said Deborah Weinswig, equity analyst at Citigroup Global Markets, noting the retailer could shutter at least another 50 of its 848 stores. Macy’s recently said it would close 11 locations, and Weinswig said it could also consolidate its four Macy’s divisions into one unit this year.

Although a big writedown might make for 10-digit losses, Wall Street would probably not be fazed since the company rejiggered its credit agreement.

"I don’t think this would catch people by too much surprise," Weinswig said. "If this is part of a new, longer-term strategy, I think investors would applaud it, whatever that strategy might be."


Evan Clark is an associate financial editor and contributor to WWD.

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