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Previous: MICHIGAN CONSOLIDATED GAS CO /MI/, S-3, 1998-06-09 |
Next: NATIONSBANK CORP, 424B2, 1998-06-09 |
<PAGE>
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): June 3, 1998
NCC INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-3305 62-0643336
(Commission File Number) (I.R.S. Employer Identification No.)
200 Madison Avenue, New York, New York 10016
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 592-0700
(Former name or former address if changed since last report)
<PAGE>
Item 5. Other Events.
On July 22, 1997, Registrant, along with its 92.8% parent company, Maidenform,
Inc. ("Maidenform") and Maidenform's 100% parent company, Maidenform
Worldwide, Inc. (collectively, with Maidenform and the Registrant, the
"Debtor Group"), filed voluntary petitions for bankruptcy under Chapter 11
of the Federal Bankruptcy Code in the United States District Court for the
Southern District of New York (the "Court").
In accordance with Securities Exchange Act Release No. 9660 (June 30, 1972),
Rule 12b-21 under the Securities Exchange Act of 1934 (the "Exchange Act"),
and the Securities and Exchange Commission's related no-action
correspondence, Registrant is herewith filing copies of the Debtor Group's
consolidated monthly financial report (the "Trustee's Report") filed with
the Court and the United States Trustee (the "Trustee") in accordance with
Bankruptcy Rule 2015 and the Trustee's "Operating Guidelines and Financial
Reporting Requirements" in lieu of quarterly and annual reports under Section
13(a) of the Exchange Act.
Accordingly, attached to this Current Report as Exhibit 99.1 is a copy of the
Trustee's Report for the Debtor Group for the month of April 1998 which was
filed with the Court and the Trustee on June 3, 1998.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Trustee's Report for the Debtor Group for the month of April
1998, which was filed with the Court and the Trustee on June 3,
1998.
2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Exchange Act, the Registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
NCC INDUSTRIES INC.
Dated: June 8, 1998 By: /s/ Steven N. Masket
--------------------------
Steven N. Masket
Duly authorized officer to execute
on behalf of Registrant
Executive Vice President-
General Counsel
3
<PAGE>
Exhibit 99.1
CONFIDENTIAL
------------
Maidenform Worldwide, Inc. and Subsidiaries
April 1998 Financial Reporting Package
<PAGE>
April 1998 Financial Reporting Package
Contents
<TABLE>
<CAPTION>
Schedule Page
- -------- ----
<S> <C>
April 1998 Month
- Income Statement 1
- Balance Sheet 2
- Cash Flow Statement 3
April 1998 YTD
- Income Statement 4
- Cash Flow Statement 5
</TABLE>
<PAGE>
Maidenform Worldwide, Inc. and Subsidiaries
April 1998 Month Income Statement
(in thousands)
<TABLE>
<CAPTION>
Actual
<S> <C>
Net sales $ 16,351
Cost of sales 11,060
-------------
Gross profit 5,291
% 32.4%
Operating expenses
Design 319
General and administrative 1,387
Advertising 81
Coop - advertising 393
Selling 1,190
Selling - Retail 1,631
Distribution 913
-------------
Total 5,914
-------------
Loss before
interest and taxes (EBIT) (623)
Interest expense 428
Reorganization cost 295
-------------
Pretax loss (1,346)
Taxes 48
-------------
Net loss $ (1,394)
-------------
-------------
</TABLE>
(1)
<PAGE>
Maidenform Worldwide, Inc. and Subsidiaries
Balance Sheets for the Periods Indicated
(in thousands)
<TABLE>
<CAPTION>
April 1998
----------
Actual
------
<S> <C>
ASSETS
Current assets
Cash and cash equivalents $ 4,332
Accounts receivable, net 17,583
Inventories, net 70,542
Other current assets 3,261
Insurance receivable 3,863
-------------
Total current assets 99,581
Property, plant & equipment, net 32,446
Other assets 4,684
-------------
Total assets $ 136,711
-------------
-------------
LIABILITIES
Current liabilities
Liabilities not subject to compromise Current Liabilities:
Accounts payable $ 6,162
Accrued expenses 11,994
Cash collateral loan 29,637
Revolver 13,622
-------------
Total current liabilities 61,415
Liabilities subject to compromise 216,010
Other liabilities 604
-------------
Total liabilities 278,029
-------------
EQUITY
Stock 5
Paid in capital 40,899
Accumulated deficit (173,178)
Year to date loss (9,044)
Total deficit (141,318)
-------------
Total liabilities and deficit $ 136,711
-------------
-------------
</TABLE>
(2)
<PAGE>
Maidenform Worldwide, Inc. & Subsidiaries
April 1998 Month Statement of Cash Flows
(in thousands)
<TABLE>
<CAPTION>
Actual
<S> <C>
Operating Activities
Net loss $ (1,394)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization 95
Changes in operating assets and liabilities:
Increase in accounts receivable (326)
Decrease in inventories 540
Increase in prepaid expenses and other assets (583)
Increase (Decrease) in accounts payable, accrued expenses, taxes and sundry
liabilities 845
-----------
Net cash used in operating activities (823)
-----------
Investing activities
Proceeds from destruction of facility 1,000
Additions to property, plant and equipment (Net) (82)
-----------
Net cash used in investing activities 918
-----------
Financing activities
Net Borrowings (repayments) under revolving credit loan (112)
-----------
Net cash provided by (used in) financing activities (112)
-----------
Decrease in cash (17)
Cash at beginning of period 4,349
-----------
Cash at end of period $ 4,332
-----------
-----------
</TABLE>
(3)
<PAGE>
Maidenform Worldwide, Inc. and Subsidiaries
April 1998 YTD Income Statement
(in thousands)
<TABLE>
<CAPTION>
Actual
<S> <C>
Net sales $ 60,967
Cost of sales 43,638
-----------
Gross profit 17,329
% 28.4%
Operating expenses
Design 1,314
General and administrative 5,209
Advertising 421
Coop - advertising 1,526
Selling 4,574
Selling - Retail 6,348
Distribution 3,886
-----------
Total 23,278
-----------
Loss before
interest and taxes (5,949)
Interest expense 1,655
Reorganization cost 1,240
Pretax loss (8,844)
Taxes 200
-----------
-----------
Net loss $ (9,044)
-----------
-----------
</TABLE>
(4)
<PAGE>
Maidenform Worldwide, Inc. & Subsidiaries
April 1998 YTD Statement of Cash Flows
(in thousands)
<TABLE>
<CAPTION>
Actual
<S> <C>
Operating Activities
Net loss $ (9,044)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation and amortization 1,402
Changes in operating assets and liabilities:
Increase in accounts receivable (634)
Increase in inventories (3,287)
Increase in prepaid expenses and other assets (33)
Decrease in accounts payable, accrued expenses, taxes
and sundry liabilities (471)
----------
Net cash used in operating activities (12,067)
----------
Investing activities
Proceeds from destruction of facility 1,000
Additions to property, plant and equipment (Net) (433)
----------
Net cash provided by (used in) investing activities 567
----------
Financing activities
Net borrowings under revolving credit loan 8,731
----------
Net cash provided by financing activities 8,731
----------
Decrease in cash (2,769)
Cash and Cash Equivalents at beginning of year 7,101
----------
Cash and Cash Equivalents at end of period $ 4,332
----------
----------
</TABLE>
(5)
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