<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): December 18, 1997
LAMONTS APPAREL, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-15542 #75-2076160
(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification Number)
12413 WILLOWS ROAD N.E., KIRKLAND, WASHINGTON 98034
(Address of Principal Executive Offices)
(425) 814-5700
(Registrant's Telephone Number, including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
1
<PAGE>
ITEM 3 - BANKRUPTCY OR RECEIVERSHIP.
(b)(1)-(2) On December 18, 1997, the order confirming Debtor's Modified
and Restated Plan of Reorganization Under Chapter 11 of the
Bankruptcy Code (the "Plan of Reorganization") of Lamonts
Apparel, Inc. (the "Company") was entered by the United
States Bankruptcy Court for the Western District of
Washington at Seattle.
(3) A summarization of the material features of the Plan of
Reorganization are set forth in Article II.D. of the
Supplemented and Restated Disclosure Statement (As Amended)
re Debtor's Plan of Reorganization Under Chapter 11 of the
Bankruptcy Code (the "Disclosure Statement") under the
caption "Overview of the Plan." The Plan of Reorganization
and the Disclosure Statement were filed as Exhibits 99.7 and
99.8, respectively, to the Company's Form 10-Q for the
quarter ended November 1, 1997 (the "Form 10-Q"), and are
incorporated by reference herein.
(4) Share information as of November 1, 1997 is as follows:
Shares Reserved (a) For
Future Issuance in Respect
of Claims and Interests
Description Shares Issued Filed and/or Allowed Under Aggregate
of Security and Outstanding the Plan of Reorganization Total Shares
- --------------- --------------- -------------------------- ------------
Common Stock,
par value
$.01
per share (b) 17,900,053 0 17,900,053
Class A
Common Stock,
par value
$.01 per
share 0 17,147,939 (c) (d) 17,147,939
Class B
Common Stock,
par value
$.01 per
share (e) 0 10 10
- ---------------
(a) Reservation of the shares is as of the effective date of the Plan of
Reorganization (the "Plan Effective Date").
(b) To be canceled on the Plan Effective Date.
(c) The Plan of Reorganization provides for the issuance, as of the Plan
Effective Date, of 9,000,000 shares of Class A Common Stock, par value $.01
per share (the "Class A Common Stock") of the Company as follows: (a)
8,800,000 shares to the holders of Allowed General Unsecured Claims (as
defined in the Plan of Reorganization) and (b) 200,000 shares to holders of
Allowed Equity Interests (as defined in the Plan of Reorganization). The
Plan of Reorganization also provides for the issuance of (i) employee
stock options to purchase 1,333,729 shares of Class A Common Stock, (ii)
Class A Warrants to purchase an aggregate of 2,203,320 shares of Class A
Common Stock, (iii) Class B Warrants to purchase an aggregate of 800,237
shares of Class A Common Stock and (iv) Class C Warrants to purchase an
aggregate of 3,810,653 shares of Class A Common Stock.
(d) Excludes shares of Class A Common Stock issuable upon exercise of the
Gordian Warrants (as defined in the Plan of Reorganization), which are not
issuable by the Company until 120 days following the Plan Effective Date.
2
<PAGE>
(e) The Class B Common Stock has the same rights, privileges and preferences as
the Class A Common Stock, except that the Class B Common Stock has certain
special voting rights in the event of certain occurrences under the
Company's working capital facility.
(5) For information as to the assets and liabilities of the
Company, reference is made to the balance sheet as of
November 1, 1997 contained in the Form 10-Q, which balance
sheet is incorporated by reference herein.
On December 18, 1997, the Company issued a press release which described,
among other things, confirmation of the Plan of Reorganization, a copy of
which is filed herewith as Exhibit 99.1 and is incorporated by reference
herein.
ITEM 7 -FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits:
Exhibit No. Description of Exhibit
---------- ----------------------
2.1 Debtor's Modified and Restated Plan of Reorganization
Under Chapter 11 of the Bankruptcy Code. (1)
2.2 Supplemented and Restated Disclosure Statement (As
Amended) re Debtor's Plan of Reorganization Under
Chapter 11 of the Bankruptcy Code. (1)
99.1 Press Release dated December 18, 1997, issued by
Lamonts Apparel, Inc. *
- ------------
* Filed herewith
(1) Incorporated by reference from Quarterly Report on Form 10-Q of the
Registrant as filed with the Commission on December 16, 1997.
3
<PAGE>
SIGNATURE
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, thereunto duly authorized.
Registrant: LAMONTS APPAREL, INC.
Date: December 30, 1997 BY: /s/ Debbie Brownfield
-----------------------
Debbie Brownfield
Executive Vice President
Chief Financial Officer
4
<PAGE>
EXHIBIT 99.1
NEWS RELEASE
SITRICK AND COMPANY INC.
Los Angeles/New York
Contact: Rivian Bell
Sitrick And Company
(310) 788-2850
(800) 686-1910 (24-hour pager)
FOR IMMEDIATE RELEASE
Court Approves Lamonts' Reorganization Plan;
Company to Emerge from Chapter 11
Kirkland, Wash. - Dec. 18, 1997 - Lamonts Apparel, Inc., which operates 38
family apparel stores in five northwestern states, announced today that U.S.
Bankruptcy Court in Seattle has confirmed the company's Plan of Reorganization,
which describes the manner in which Lamonts will restructure its debt. The Plan
is expected to become effective on Jan. 31, 1998, at which time Lamonts will
emerge from Chapter 11 protection. The company will exit with $42 million of
financing under the terms of its existing agreement with BankBoston, N.A.
"This is a momentous day for Lamonts' 1,600 associates, 1,200 vendors, and
many thousands of customers across the Northwest," stated Alan R. Schlesinger,
chairman and chief executive officer. "The Lamonts reorganization could not
have occurred without the hard work and dedication of Lamonts' associates, each
of whom works unstintingly to ensure that our stores are well stocked and our
customers are well served. And we owe a special thanks to our vendor partners
whose strong and continuous support allows Lamonts to bring the best everyday
value to our customers.
"Our success in delivering products hand-picked for the Northwestern
lifestyle is reflected in the hundreds of supportive cards and letters we have
received from loyal customers. Lamonts' customers have also voted their support
with their purchasing dollars, as evidenced by the sales increases at Lamonts'
stores in the past two years. To our customers, associates and vendors, we
offer a sincere and heartfelt thanks for the unprecedented level of enthusiasm
that has brought Lamonts its current success and great promise for the future."
Mr. Schlesinger recalled that "When new management came on board three
years ago, we found a retail chain that was unfocused in its merchandising and
marketing strategies. A number of stores had not operated profitably and were
subsequently closed in order to redirect resources to profitable operations.
"Today, Lamonts is a smaller but stronger competitor and the preferred
source of casual family clothing for the customer seeking popular branded
apparel at value pricing. Our position as a Northwest-based regional retailer
gives us a competitive advantage in assessing and meeting the needs of families
in the five Northwestern states. The seasoned managers we have attracted to our
team are continually fine-tuning our merchandising strategy to expand and
improve our product offerings."
Lamonts also announced a new five-member board of directors, which will
commence responsibilities once the company emerges from Chapter 11. The new
board will include Mr. Schlesinger and Loren R. Rothschild, Lamonts' current
vice chairman, as continuing director; as well as Paul M. Buxbaum, chief
executive officer of The Buxbaum Group; Stanford Springel, management
consultant; and John J. Wiesner, former chief executive officer of C.R. Anthony
Company.
Confirmation of the Plan followed a hearing to assure that all
reorganization requirements had been met under the Bankruptcy Code, including
approval by the requisite majorities of creditor and shareholder classes. The
Plan calls for creditors and shareholders to receive an initial distribution of
nine million shares of new common stock in the reorganized company. Various
classes of warrants will also be distributed as detailed in the Plan and
Disclosure Statement. The old common stock and notes will be canceled when the
Plan takes effect.
5
<PAGE>
Lamonts Apparel, Inc. operates 38 family apparel stores in Alaska, Idaho,
Oregon, Utah, and Washington. The company is well-known as a retailer of such
brand name apparel as Levi, Liz Claiborne, Lee, Bugle Boy, Jockey, Alfred
Dunner, Koret, OshKosh, and Health-Tex, as well as the company's private
Northwest Outfitters label. Lamonts is headquartered in Kirkland, Wash. in the
greater Seattle area and employs approximately 1,600 people.
Lamonts filed under Chapter 11 of the U.S. Bankruptcy Code on Jan. 6, 1995.
###
6
