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Previous: NATIONAL STANDARD CO, 10-Q, 1998-08-11 |
Next: NEW BRUNSWICK SCIENTIFIC CO INC, 10-Q, 1998-08-11 |
<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): July 31, 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 June 1998, which was
filed with the Court and the Trustee on July 31, 1998.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Trustee's Report for the Debtor Group for the month of June 1998,
which was filed with the Court and the Trustee on July 31, 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: August 10, 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
JUNE 1998 FINANCIAL REPORTING PACKAGE
<PAGE>
JUNE 1998 FINANCIAL REPORTING PACKAGE
CONTENTS
Schedule Page
- -------- ----
June 1998 Month
- Income Statement 1
- Balance Sheet 2
- Cash Flow Statement 3
June 1998 YTD
- Income Statement 4
- Cash Flow Statement 5
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
JUNE 1998 INCOME STATEMENT
(in thousands)
ACTUAL
----------
Net sales
Wholesale $ 16,415
Retail 5,238
----------
Total 21,653
Cost of sales 14,509
----------
Gross profit 7,144
% 33.0%
Operating expenses
Design 449
General and administrative 1,314
Advertising 176
Coop - advertising 546
Selling 1,408
Selling - Retail 1,856
Distribution 1,108
----------
Total 6,857
----------
Income (Loss) before
interest and taxes (EBIT) 287
Interest expense 537
Reorganization cost 203
----------
Pretax loss (453)
Taxes 44
----------
Net loss $ (497)
----------
----------
EBIT $ 287
Depreciation 391
----------
EBITDAR $ 678
----------
----------
(1)
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
BALANCE SHEET FOR THE PERIOD INDICATED
(in thousands)
AS OF
JUNE 30, 1998
-------------
ACTUAL
----------
ASSETS
Current assets
Cash and cash equivalents $ 5,351
Accounts receivable, net 21,855
Inventories, net 69,759
Other current assets 3,069
Insurance receivable 3,106
----------
Total current assets 103,140
Property, plant & equipment, net 32,700
Other assets 4,516
----------
TOTAL ASSETS $ 140,356
----------
----------
LIABILITIES
Current liabilities
Liabilities not subject to compromise
Current Liabilities:
Accounts payable $ 7,419
Accrued expenses 14,049
Cash collateral loan 29,637
Revolver 15,525
----------
Total current liabilities 66,630
Liabilities subject to compromise 215,811
Other liabilities 622
----------
TOTAL LIABILITIES 283,063
----------
EQUITY
Stock 5
Paid in capital 40,899
Accumulated deficit (173,178)
Year to date loss (10,433)
----------
Total deficit (142,707)
TOTAL LIABILITIES AND DEFICIT $ 140,356
----------
----------
(2)
<PAGE>
MAIDENFORM WORLDWIDE, INC. & SUBSIDIARIES
JUNE 1998 MONTH STATEMENT OF CASH FLOWS
(in thousands)
ACTUAL
----------
OPERATING ACTIVITIES
Net loss $ (497)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization 392
Changes in operating assets and liabilities:
Increase in accounts receivable (1,276)
(Increase) Decrease in inventories (165)
Increase in prepaid expenses and other assets (317)
Increase (decrease) in accounts payable,
accrued expenses, taxes and sundry liabilities 1,534
----------
Net cash used in operating activities (329)
----------
INVESTING ACTIVITIES
Additions to property, plant and equipment (Net) (887)
----------
Net cash used in investing activities (887)
----------
FINANCING ACTIVITIES
Net Borrowings under revolving credit loan 427
----------
Net cash provided by financing activities 427
----------
Decrease in cash (789)
Cash at beginning of period
6,140
----------
Cash at end of period $ 5,351
----------
----------
(3)
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
June 1998 YTD Income Statement
(in thousands)
ACTUAL
----------
Net sales
Wholesale $ 75,504
Retail 24,299
----------
Total 99,803
Cost of sales 69,726
----------
Gross profit 30,077
% 30.1%
Operating expenses
Design 2,056
General and administrative 7,793
Advertising 763
Coop - advertising 2,527
Selling 7,010
Selling - Retail 9,807
Distribution 6,002
----------
Total 35,958
----------
Loss before interest and taxes (EBIT) (5,881)
Interest expense 2,639
Reorganization cost 1,626
----------
Pretax loss (10,146)
Taxes 287
Net loss $ (10,433)
----------
----------
EBIT $ (5,881)
Depreciation 2,475
----------
EBITDAR $ (3,406)
----------
----------
(4)
<PAGE>
MAIDENFORM WORLDWIDE, INC. & SUBSIDIARIES
JUNE 1998 YTD STATEMENT OF CASH FLOWS
(in thousands)
ACTUAL
----------
OPERATING ACTIVITIES
Net loss $ (10,433)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation and amortization 2,475
Changes in operating assets and liabilities:
Increase in accounts receivable (4,906)
Increase in inventories (2,504)
Decrease in prepaid expenses and other assets 2,061
Increase (decrease) in accounts payable, accrued expenses,
taxes and sundry liabilities 2,683
----------
Net cash used in operating activities (10,624)
----------
INVESTING ACTIVITIES
Additions to property, plant and equipment (Net) (1,760)
----------
Net cash used in investing activities (1,760)
----------
FINANCING ACTIVITIES
Net borrowings under revolving credit loan 10,634
----------
Net cash provided by financing activities 10,634
----------
Decrease in cash (1,750)
Cash and Cash Equivalents at beginning of year 7,101
----------
Cash and Cash Equivalents at end of period $ 5,351
----------
----------
(5)
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