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Previous: MONMOUTH REAL ESTATE INVESTMENT CORP, S-3D, 1998-09-02 |
Next: NORTHWESTERN CORP, 4, 1998-09-02 |
<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): August 28, 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 July 1998, which was
filed with the Court and the Trustee on August 28, 1998.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Trustee's Report for the Debtor Group for the month of July 1998,
which was filed with the Court and the Trustee on August 28,
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: September 1, 1998 By: /s/ Frank Stull
-----------------------------------
Frank Stull
Duly authorized officer to execute
on behalf of Registrant
Executive Vice President -
Chief Financial Officer
3
<PAGE>
Exhibit 99.1
CONFIDENTIAL
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
JULY 1998 FINANCIAL REPORTING PACKAGE
(UNAUDITED)
<PAGE>
JULY 1998 FINANCIAL REPORTING PACKAGE
CONTENTS
--------
Schedule Page
- -------- ----
July 1998 Month
- Income Statement 1
- Balance Sheet 2
- Cash Flow Statement 3
July 1998 YTD
- Income Statement 4
- Cash Flow Statement 5
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
JULY 1998 MONTH INCOME STATEMENT
(in thousands)
ACTUAL
---------
Net sales
Wholesale $13,967
Retail 5,203
--------
Total 19,170
Cost of sales 13,091
--------
Gross profit 6,079
% 31.7%
Operating expenses
Design 310
General and administrative 1,943
Advertising 145
Coop - advertising 228
Selling 918
Selling - Retail 1,627
Distribution 845
--------
Total 6,016
--------
Income (Loss) before
interest and taxes (EBIT) 63
Interest expense 419
Reorganization cost 211
--------
Pretax loss (567)
Taxes 23
--------
Net loss ($590)
========
EBIT $ 63
Depreciation 408
--------
EBITDAR $471
========
(1)
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
BALANCE SHEETS FOR THE PERIODS INDICATED
(in thousands)
AS OF
JULY 28, 1998
ACTUAL
--------
ASSETS
Current assets
Cash and cash equivalents $ 5,274
Accounts receivable, net 23,978
Inventories, net 66,627
Other current assets 2,615
Insurance receivable 3,509
---------
Total current assets 102,003
Property, plant & equipment, net 32,600
Other assets 4,411
---------
TOTAL ASSETS $ 139,014
=========
LIABILITIES
Current liabilities
Liabilities not subject to compromise
Current Liabilities:
Accounts payable $ 8,064
Accrued expenses 14,159
Cash collateral loan 29,637
Revolver 13,983
---------
Total current liabilities 65,843
Liabilities subject to compromise 215,838
Other liabilities 630
---------
TOTAL LIABILITIES 282,311
---------
EQUITY
Stock 5
Paid in capital 40,899
Accumulated deficit (173,178)
Year to date loss (11,023)
---------
TOTAL DEFICIT (143,297)
---------
TOTAL LIABILITIES AND DEFICIT $ 139,014
==========
(2)
<PAGE>
MAIDENFORM WORLDWIDE, INC. & SUBSIDIARIES
JULY 1998 MONTH STATEMENT OF CASH FLOWS
(in thousands)
ACTUAL
--------
OPERATING ACTIVITIES
Net loss $ (590)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization 408
Changes in operating assets and liabilities:
Increase in accounts receivable (2,123)
Decrease in inventories 3,132
Decrease in prepaid expenses and other assets 160
Increase in accounts payable, accrued expenses,
taxes and sundry liabilities 786
--------
Net cash provided by (used in) operating activities 1,773
--------
INVESTING ACTIVITIES
Additions to property, plant and equipment (Net) (308)
--------
Net cash used in investing activities (308)
--------
FINANCING ACTIVITIES
Net (repayments) borrowings under revolving credit loan (1,542)
--------
Net cash (used in) provided by financing activities (1,542)
--------
Decrease in cash (77)
Cash at beginning of period 5,351
--------
Cash at end of period $ 5,274
========
(3)
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
JULY 1998 YTD INCOME STATEMENT
(in thousands)
ACTUAL
--------
Net sales
Wholesale $ 89,471
Retail 29,502
---------
Total 118,973
Cost of sales 82,817
---------
Gross profit 36,156
% 30.4%
Operating expenses
Design 2,366
General and administrative 9,736
Advertising 908
Coop - advertising 2,755
Selling 7,928
Selling - Retail 11,434
Distribution 6,847
---------
Total 41,974
---------
Loss before
interest and taxes (EBIT) (5,818)
Interest expense 3,058
Reorganization cost 1,837
---------
Pretax loss (10,713)
Taxes 310
Net loss $ (11,023)
---------
EBIT $ (5,818)
Depreciation 2,883
---------
EBITDAR $ (2,935)
=========
(4)
<PAGE>
MAIDENFORM WORLDWIDE, INC. & SUBSIDIARIES
JULY 1998 YTD STATEMENT OF CASH FLOWS
(in thousands)
ACTUAL
--------
OPERATING ACTIVITIES
Net loss $ (11,023)
Adjustments to reconcile net loss to net cash used in
Operating activities:
Depreciation and amortization 2,883
Changes in operating assets and liabilities:
Increase in accounts receivable (7,029)
Decrease in inventories 628
Decrease in prepaid expenses and other assets 2,221
Increase (decrease) in accounts payable, accrued
expenses, taxes and sundry Liabilities 3,469
---------
Net cash used in operating activities (8,851)
---------
INVESTING ACTIVITIES
Additions for Vallodolid expansion (300)
Additions to property, plant and equipment (Net) (1,768)
---------
Net cash used in investing activities (2,068)
---------
FINANCING ACTIVITIES
Net borrowings under revolving credit loan 9,092
---------
Net cash provided by financing activities 9,092
---------
Decrease in cash (1,827)
Cash and Cash Equivalents at beginning of year 7,101
---------
Cash and Cash Equivalents at end of period $ 5,274
=========
(5)
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