|
|
|
|
|
|
|
|
|
|
|
|
|
|
Previous: NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORP /DC/, 424B3, 1999-07-06 |
Next: NEW BRUNSWICK SCIENTIFIC CO INC, 4, 1999-07-06 |
<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 30, 1999
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 May 1999, which was filed
with the Court and the Trustee on June 30, 1999.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Trustee's Report for the Debtor Group for the month of May
1999, which was filed with the Court and the Trustee on June
30, 1999.
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: July 1, 1999 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
Alan B. Miller, Esq. (AM 2817)
Stephen Karotkin, Esq. (SK 7357)
WEIL, GOTSHAL & MANGES LLP
Attorneys for Debtors and
Debtors in Possession
767 Fifth Avenue
New York, New York 10153
(212) 310-8000
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
- ------------------------------------------
:
:
In re : Chapter 11 Case
:
MAIDENFORM WORLDWIDE, INC., ET AL., : No. 97 B 44869 (CB)
:
Debtors. : (Jointly Administered)
:
- ------------------------------------------:
DEBTORS' MAY 1999 FINANCIAL REPORTING
PACKAGE PURSUANT TO UNITED STATES TRUSTEE'S
OPERATING GUIDELINES AND REPORTING REQUIREMENTS
<PAGE>
Alan B. Miller, Esq. (AM 2817)
Stephen Karotkin, Esq. (SK 7357)
WEIL, GOTSHAL & MANGES LLP
Attorneys for Debtors and
Debtors in Possession
767 Fifth Avenue
New York, New York 10153
(212) 310-8000
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
- ------------------------------------------
:
:
In re : Chapter 11 Case
:
MAIDENFORM WORLDWIDE, INC., ET AL., : No. 97 B 44869 (CB)
:
Debtors. : (Jointly Administered)
:
- ------------------------------------------:
VERIFICATION OF DEBTORS' MAY 1999 FINANCIAL
REPORTING PACKAGE PURSUANT TO UNITED STATES
TRUSTEE'S OPERATING GUIDELINES AND REPORTING REQUIREMENTS
The undersigned, having reviewed the attached report and assisted in
its preparation and being familiar with the Debtors' financial affairs, verifies
under the penalty of perjury, that the information contained therein is
complete, accurate and truthful to the best of my knowledge.
DATE: JUNE 30, 1999 BY: /s/ FRANK STULL
---------------------------
Mr. Frank Stull
Chief Financial Officer
<PAGE>
CONFIDENTIAL
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
MAY 1999 FINANCIAL REPORTING PACKAGE
<PAGE>
May Financial Reporting Package
Contents
Schedule Page
- -------- ----
May 1999 Month and Y-T-D
- Income Statement 1-2
- Balance Sheet 3
- Cash Flow Statement 4
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
MAY 1999 MONTH INCOME STATEMENT
(in thousands)
<TABLE>
<CAPTION>
Actual
------
<S> <C>
Net sales
Wholesale $ 12,749
Retail 4,102
----------------
Total 16,851
Cost of sales 10,518
----------------
Gross profit 6,333
% 37.6%
Operating expenses
Advertising 416
Coop - advertising 455
----------------
Subtotal 870
Design 328
General and administrative 1,271
Selling 1,113
Selling - Retail 1,699
Distribution 877
----------------
Total 6,158
----------------
Income (Loss) before
interest and taxes (EBIT) 175
Interest expense 544
Reorganization cost 232
----------------
Pretax loss (601)
Taxes 50
----------------
Net loss $ (651)
================
EBIT $ 175
Depreciation 366
----------------
EBITDAR $ 541
================
</TABLE>
1
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
MAY 1999 YTD INCOME STATEMENT
(in thousands)
<TABLE>
<CAPTION>
Actual
------
<S> <C>
Net sales
Wholesale $ 63,863
Retail 17,501
----------------
Total 81,364
Cost of sales 52,689
----------------
Gross profit 28,675
% 35.2%
Operating expenses
Advertising 3,296
Coop - advertising 1,929
----------------
Subtotal 5,225
Design 1,727
General and administrative 6,420
Selling 5,847
Selling - Retail 7,881
Distribution 4,607
----------------
Total 31,707
----------------
Income (Loss) before
interest and taxes (EBIT) (3,032)
Interest expense 2,453
Reorganization cost 987
----------------
Pretax loss (6,472)
Taxes 275
Net loss $ (6,747)
================
EBIT $ (3,032)
Depreciation 1,830
----------------
EBITDAR $ (1,202)
================
</TABLE>
2
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
BALANCE SHEETS FOR THE PERIODS INDICATED
(in thousands)
<TABLE>
<CAPTION>
As of
May 25, 1999
------------
Actual
------
<S> <C>
ASSETS
Current Assets
Cash and cash equivalents $ 2,938
Accounts receivable, net 24,211
Inventories, net 73,033
Other current assets 1,159
Insurance receivable 1,397
----------------
Total current assets 102,738
Property, plant & equipment, net 34,166
Other assets 4,092
----------------
TOTAL ASSETS $ 140,996
================
LIABILITIES
Current Liabilities
Liabilities not subject to compromise
Current Liabilities:
Accounts payable $ 10,188
Accrued expenses 13,881
Cash collateral loan 29,637
Revolver 30,235
----------------
Total current liabilities 83,941
Liabilities subject to compromise 215,230
Other liabilities 1,968
----------------
TOTAL LIABILITIES 301,139
----------------
EQUITY
Stock 5
Paid in capital 40,899
Accumulated deficit (194,052)
Minimum Pension Liability (248)
Year to date loss (6,747)
----------------
TOTAL DEFICIT (160,143)
----------------
TOTAL LIABILITIES AND DEFICIT $ 140,996
================
</TABLE>
3
<PAGE>
MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES
MAY 1999 YTD STATEMENT OF CASH FLOWS
(in thousands)
<TABLE>
<CAPTION>
Actual
------
<S> <C>
OPERATING ACTIVITIES
Net loss $ (6,747)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization 1,830
Pension expense 500
Changes in operating assets and liabilities:
Decrease in accounts receivable, net (1,087)
Increase in inventories, net (12,803)
Increase in prepaid expenses and other 2,441
Decrease in accounts payable, accrued expenses,
taxes and sundry liabilities (5,088)
----------------
Net used in operating activities (20,954)
----------------
INVESTING ACTIVITIES
Proceeds from sale of Jacksonville D.C. 2,830
Proceeds from sale of Luker Rd. 1,085
Additions for Vallodolid expansion (969)
Additions to property, plant and equipment (net) (1,780)
----------------
Net cash used in investing activities 1,166
----------------
FINANCING ACTIVITIES
Net borrowings under revolving credit loan 18,261
----------------
Net cash used in financing activities 18,261
----------------
Decrease in cash (1,527)
Cash and cash equivalents at beginning of year 4,465
----------------
Cash and cash equivalents at end of year $ 2,938
================
</TABLE>
4
|
|