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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) October 26, 1994
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HANOVER DIRECT, INC.
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(Exact name of registrant as specified in its charter)
1-12082
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(Commission File Number)
Delaware 13-0853260
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(State or other jurisdiction (I.R.S. Employer
of incorporation) identification number)
1500 Harbor Boulevard,
Weehawken, New Jersey 07087
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(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code (201) 863-7300
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
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On October 26, 1994, Hanover Direct, Inc. issued a press release
reporting its financial results for the third quarter of 1994. A copy of such
press release is attached hereto as Exhibit (i) and incorporated herein by
reference.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits:
(i) Press release issued by Hanover Direct, Inc. on October 26, 1994
relating to its third quarter results.
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SIGNATURES
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 hereunto duly authorized.
HANOVER DIRECT, INC.
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(Registrant)
October 26, 1994 /s/ Wayne P. Garten
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Name: Wayne P. Garten
Title: Executive Vice President &
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit Page
No. Description No.
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(i) Press release issued by Hanover Direct, Inc.
on October 26, 1994 relating to its third
quarter results.
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Exhibit (i)
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Hanover Direct, Inc.
1500 Harbor Boulevard
Weehawken, N.J. 07087
201 863 7300
FOR IMMEDIATE RELEASE
HANOVER DIRECT REPORTS
THIRD QUARTER RESULTS
WEEHAWKEN, N.J., OCTOBER 26, 1994 - Hanover Direct, Inc. (AMEX: HNV) today
reported net income for the third quarter of 1994 of $.6 million or $.01 per
share compared to $2.5 million or $.02 per share for the same period last year.
Earnings before interest and taxes for the 1994 quarter were $1.0 million
compared to $3.1 million in the same period in 1993.
"We are disappointed in the third quarter results," commented Jack E.
Rosenfeld, President and CEO. "Like other direct marketers, we prospected
heavily to identify new customers prior to the 1995 postal rate increase.
Unfortunately, the prospecting program continued to underperform, especially in
the non-apparel area, and this increased our selling expenses. As a result, we
reduced our prospecting for our fourth quarter catalogs."
"Despite the earnings disappointment, we are well positioned towards achieving
our long term goals," Mr. Rosenfeld said. "The construction of our new
Domestications distribution center in Roanoke, Virginia is almost complete with
some operations scheduled to commence in the first quarter of 1995. Our new
information system has been introduced at two of our catalogs, with the roll
out of the system to the balance of our catalogs scheduled for 1995. In
addition, as previously announced, we recently completed an $80 million
unsecured revolving credit facility, with $20 million set aside for
acquisitions."
For the thirty-nine weeks ended October 1, 1994, the Company reported net
income of $6.6 million, or $.07 per share, compared to net income of $9.3
million, or $.09 per share, in the 1993 period. Net income applicable to
common shareholders increased $0.2 million to $6.5 million from $6.3 million.
The Company eliminated $2.9 million of preferred stock dividends as a result of
the conversion of two preferred stock issues into common stock in the fourth
quarter of 1993. The weighted average number of shares outstanding increased
27% in the 1994 period over the 1993 period.
Hanover Direct, Inc. is a leading direct specialty retailer that publishes a
portfolio of branded catalogs offering home furnishings, specialty hardlines
and apparel. Hanover's titles include Domestications, the nation's leading
specialty home textile catalog; Gump's, the well-known San Francisco retailer
and a leading upscale catalog marketer of exclusive gifts; The Company Store,
an upscale direct marketer of down comforters and other down and related
products for the home; Colonial Garden Kitchens, a leading specialty catalog
with the largest 12-month buyer
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list in its category featuring work saving and lifestyle enhancing items for
the kitchen and home; and Tweeds, the European inspired women's fashion
catalog. The Company also has a licensing arrangement with Sears in which it
mails several of its catalogs under the names Showplace, Great Kitchens, Right
Touch and Beautiful Style to the 23 million customers of the discontinued Sears
big book.
Contacts: Wayne Garten
Executive Vice President - Chief Financial Officer
201-319-3452
Michael P. Sherman
Executive Vice President - Corporate Affairs
201-319-3403
Linda Heinberg
Director, Investor Relations
201-319-3491
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HANOVER DIRECT, INC.
CONSOLIDATED OPERATING SUMMARY
(IN THOUSANDS EXCEPT PER SHARE DATA AND NUMBER OF SHARES)
<TABLE>
<CAPTION>
13 Weeks Ended 39 Weeks Ended
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October 1, September 25, October 1, September 25,
1994 1993 1994 1993
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<S> <C> <C> <C> <C>
REVENUES $178,282 $147,890 $542,621 $413,774
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Earnings before interest and taxes 1,039 3,096 9,268 10,792
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Income before income taxes 656 2,137 6,904 8,970
Income tax benefit (provision) (16) 355 (276) 355
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NET INCOME 640 2,492 6,628 9,325
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Preferred stock dividends (41) (1,006) (112) (3,011)
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Net income applicable to common
shareholders $599 $1,486 $6,516 $6,314
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NET INCOME PER SHARE:
Net income $0.01 $0.02 $0.07 $0.09
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Weighted average shares outstanding:
For primary earnings per share 94,931,307 77,202,033 92,744,370 72,930,469
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For fully diluted earnings per share 94,931,307 77,202,033 92,744,370 73,807,712
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</TABLE>
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