<PAGE>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------
FORM 10-Q
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended May 2, 1998
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File Number 0-15542
Lamonts Apparel, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware #75-2076160
(State of Incorporation) (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)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes /X/ No / /
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS: Indicate by check mark whether the Registrant has filed
all documents and reports required to be filed by Sections 12,13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of securities
under a plan confirmed by the court.
Yes /X/ No / /
As of May 29, 1998, there were 9,000,000 shares of the Registrant's Class A
Common Stock, par value $0.01 per share, outstanding and 10 shares of
Registrant's Class B Common Stock, par value $0.01 per share, outstanding.
Exhibit Index on Page 13
1
<PAGE>
LAMONTS APPAREL, INC.
FORM 10-Q
MAY 2, 1998
INDEX
-----
<TABLE>
<CAPTION>
Part I. Financial Information Page
<S> <C>
Item 1 Consolidated Financial Statements
> Consolidated Balance Sheets - May 2, 1998 and January 3
31, 1998
> Consolidated Statements of Operations and Accumulated
Deficit for the quarters ended May 2, 1998 and May 3, 1997 4
> Consolidated Statements of Cash Flows for the quarters
ended May 2, 1998 and May 3, 1997 5
> Notes to Consolidated Financial Statements 7
Item 2 > Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
Part II. Other Information
Item 1 > Legal Proceedings 13
Item 6 > Exhibits and Reports on Form 8-K 13
</TABLE>
2
<PAGE>
LAMONTS APPAREL, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
MAY 2, 1998 JANUARY 31, 1998
---------------- -------------------
<S> <C> <C>
Current Assets:
Cash $ 1,949 $ 1,301
Receivables 1,878 1,703
Inventories 44,795 38,617
Prepaid expenses and other 1,434 1,500
Restricted cash and deposits 227 1,543
---------------- -------------------
Total current assets 50,283 44,664
Property and equipment - net of accumulated depreciation and
amortization of $1,391 and $0, respectively 41,462 42,494
Leasehold interests 7,899 8,281
Restricted cash and deposits 1,130 1,130
Other assets 864 899
---------------- -------------------
Total assets $ 101,638 $ 97,468
---------------- -------------------
---------------- -------------------
Current Liabilities:
Borrowings under the Revolver $ 25,972 18,967
Accounts payable 19,293 15,186
Accrued payroll and related costs 1,896 3,106
Accrued taxes 1,319 865
Accrued interest 1,127 1,007
Accrued reorganization expenses 1,167 2,497
Other accrued expenses 6,141 6,804
Current maturities of long-term debt 503 403
Current maturities of obligations under capital leases 1,477 1,454
---------------- -------------------
Total current liabilities 58,895 50,289
Long-term debt, net of current maturities 10,336 10,536
Obligations under capital leases, net of current maturities 13,477 13,835
Other 1,755 2,852
---------------- -------------------
Total liabilities 84,463 77,512
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value, 10,000,000 shares authorized;
no shares issued and outstanding - -
Common stock, $.01 par value; 40,000,000 shares authorized;
Class A: 9,000,000 shares issued and outstanding 90 90
Class B: 10 shares issued and outstanding - -
Additional paid-in-capital 19,866 19,866
Accumulated deficit (2,781) -
---------------- -------------------
Total stockholders' equity 17,175 19,956
---------------- -------------------
Total liabilities and stockholders' equity $ 101,638 $ 97,468
---------------- -------------------
---------------- -------------------
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
3
<PAGE>
LAMONTS APPAREL, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
AND ACCUMULATED DEFICIT
(UNAUDITED)
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
QUARTER ENDED
----------------------------
MAY 2, 1998 MAY 3, 1997
---------- -----------
<S> <C> <C>
Revenues $ 39,471 $ 37,648
Cost of merchandise sold 25,342 24,567
---------- -----------
Gross profit 14,129 13,081
---------- -----------
Operating and administrative expenses 13,608 14,380
Depreciation and amortization 1,871 1,872
---------- -----------
Operating costs 15,479 16,252
---------- -----------
Loss from operations before other income (expense),
and reorganization expenses (1,350) (3,171)
Other income (expense):
Interest expense (1,436) (1,212)
Other income (expense) 5 3
---------- -----------
Loss from operations before reorganization expenses (2,781) (4,380)
Reorganization expenses - (399)
---------- -----------
Net loss (2,781) (4,779)
Accumulated deficit, beginning of period - (122,704)
---------- -----------
Accumulated deficit, end of period ($2,781) ($127,483)
---------- -----------
---------- -----------
Basic and Diluted Loss per Common Share ($ 0.31) ($ 0.27)
---------- -----------
---------- -----------
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements
4
<PAGE>
LAMONTS APPAREL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
QUARTER ENDED
--------------------------------
MAY 2, 1998 MAY 3, 1997
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net loss ($ 2,781) ($ 4,779)
Adjustments to reconcile net loss to net cash used
by operating activities:
Depreciation and amortization 1,871 1,872
Curtailment gain (1,001) -
Reorganization expenses - 399
Non-cash interest, including amortization of debt discount 235 23
Stock option expense - 12
Net change in current assets and liabilities (3,715) (516)
Other (97) -
----------- -----------
Net cash used by operating activities (5,488) (2,989)
----------- -----------
Cash flows from investing activities:
Capital expenditures (359) (204)
Other (75) 233
----------- -----------
Net cash provided (used) by investing activities (434) 29
----------- -----------
Cash flows from financing activities:
Net borrowings under Revolver 7,005 -
Net borrowings under DIP Facility - 2,947
Payments on long-term debt (100) -
Principal payments on obligations under capital leases (335) (212)
Other - (14)
----------- -----------
Net cash provided by financing activities 6,570 2,721
----------- -----------
Net increase (decrease) in cash 648 (239)
Cash, beginning of period 1,301 2,066
----------- -----------
Cash, end of period $ 1,949 $ 1,827
----------- -----------
----------- -----------
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements
5
<PAGE>
LAMONTS APPAREL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
QUARTER ENDED
----------------------------
MAY 2, 1998 MAY 3, 1997
----------- -----------
<S> <C> <C>
Reconciliation of net change in current assets and liabilities:
(Increase) decrease in:
Receivables ($ 175) ($ 433)
Inventories (6,178) (3,863)
Prepaid expenses and other (156) (8)
Restricted cash and deposits 1,316 (99)
Increase (decrease) in:
Accounts payable 4,107 2,564
Accrued payroll and related costs (1,210) (381)
Accrued taxes 454 490
Accrued interest 120 107
Accrued reorganization expenses (1,330) (931)
Accrued store closure costs - (58)
Other accrued expenses (663) 2,096
----------- -----------
($ 3,715) ($ 516)
----------- -----------
----------- -----------
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash interest payments made $ 1,082 $ 1,088
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements
6
<PAGE>
LAMONTS APPAREL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
MAY 2, 1998
NOTE 1 - BASIS OF PRESENTATION
The consolidated financial statements present the consolidated financial
position and results of operations of the Company and its subsidiaries. All
subsidiaries of the Company are inactive. All significant intercompany
transactions and account balances have been eliminated in consolidation. The
consolidated financial statements have been prepared pursuant to the rules and
regulations of the Securities and Exchange Commission ("SEC"). Accordingly,
certain information and footnote disclosures normally included in the
consolidated financial statements prepared in accordance with generally accepted
accounting principles have been omitted pursuant to such rules and regulations.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included. The
consolidated financial statements included herein, and related notes, should be
read in conjunction with the audited, annual consolidated financial statements,
and notes thereto, for the 52 weeks ended January 31, 1998 ("Fiscal 1997"),
included in the Company's Annual Report on Form 10-K, as amended.
NOTE 2 - REORGANIZATION, EMERGENCE FROM CHAPTER 11 AND FRESH-START REPORTING
On January 6, 1995, the Company filed a voluntary petition for relief under
Chapter 11 ("Chapter 11") of title 11 of the United States Code in the United
States Bankruptcy Court for the Western District of Washington at Seattle. The
Company's Modified and Restated Plan of Reorganization (the "Plan") was
confirmed by the Bankruptcy Court on December 18, 1997 and the Company emerged
from bankruptcy on January 31, 1998 ("Plan Effective Date").
Pursuant to the guidance provided by the American Institute of Certified Public
Accountants in Statement of Position 90-7, "Financial Reporting by Entities in
Reorganization Under the Bankruptcy Code" (also referred to as "Fresh-Start
Reporting"), the Company adopted Fresh-Start Reporting for financial reporting
purposes as of January 31, 1998. Therefore, the consolidated results of
operations for the quarter ended May 2, 1998 are not comparable to the
consolidated results of operations for the quarter ended May 3, 1997.
Accordingly, a vertical black line is shown to separate post-emergence
operations from those ended prior to January 31, 1998 in the consolidated
results of operations.
NOTE 3 - PRO FORMA CONSOLIDATED RESULTS OF OPERATIONS (UNAUDITED)
The following unaudited pro forma summary information reflects the financial
results of the Company during the quarter ended May 3, 1997 as if the Plan had
been consummated on February 2, 1997. The pro forma information does not
purport to be indicative of the results of operations that would actually have
been reported had such transactions actually been consummated on such date or of
the results of operations that may be reported by the Company in the future.
<TABLE>
<CAPTION>
Pro forma Summary Information
Quarter Ended
May 3, 1997
------------------------------
(dollars in thousands,
except per share data)
(unaudited)
<S> <C>
Total revenue $37,648
Net loss (4,263)
Basic and diluted loss per common share ($0.47)
</TABLE>
7
<PAGE>
The adjustments reflected in the unaudited pro forma summary information above
include:
i) An adjustment to depreciation and amortization expense due to the
change in the fair value of identifiable assets, property and
equipment and leasehold interests.
ii) The elimination of historical reorganization costs.
iii) The elimination of the historical amortization of excess of cost
over net assets acquired.
iv) The elimination of historical amortization of deferred financing
fees associated with outstanding warrants to purchase common stock
which were canceled on the Plan Effective Date.
v) The elimination of historical interest expense, recording of
interest expense related to facility fees on the working capital
facility, and an incremental increase in interest expense associated
with debt arising from deferred priority tax claims and deferred
cure payments.
vi) The elimination of historical rent expense for several stores where
the landlord has agreed to concessions upon assumption of the lease.
vii) The adjustment to the loss per common share based on the new common
stock issued under the Plan.
NOTE 4 - LOSS PER COMMON SHARE
The Company adopted Statement of Financial Accounting Standards No. 128,
"Earnings per Share" beginning with its fourth quarter ended January 31, 1998.
All prior period loss per common share data have been restated to conform to the
provisions of this statement.
Basic and diluted loss per common share was determined based on the weighted
average number of shares outstanding for the quarters ended May 2, 1998, and May
3, 1997 of 9,000,010 and 17,900,053, respectively.
As of May 2, 1998 and May 3, 1997, options and warrants to purchase common stock
were not included in the computation of diluted loss per common share as the
effect of assuming their exercise would be anti-dilutive.
NOTE 5 - COMMITMENTS AND CONTINGENCIES
The Company is involved in various matters of litigation arising in the ordinary
course of business. In the opinion of management, the ultimate outcome of all
such matters should not have a material adverse effect on the financial position
of the Company, but, if decided adversely to the Company, could have a material
effect upon the Company's operating results during the period in which the
litigation is resolved.
In March 1995, the Company brought an action against one of its landlords,
Hickel Investment Company ("Hickel"), to recover overpayments of common area
maintenance and other charges made to Hickel. On February 20, 1998, the United
States District Court for the District of Alaska entered a final judgment
against Hickel for an amount in excess of $1.8 million. Hickel has since
appealed the judgment and posted a bond in the amount of $2.1 million to obtain
a stay pending appeal. There can be no assurance that the Company will be
successful on such appeal. As a result, no amounts related to this judgment
have been recorded in the consolidated financial statements.
NOTE 6 - PENSION PLAN
On February 26, 1998, the Board approved an amendment to the Lamonts Apparel,
Inc. Employees Retirement Trust which provided that, effective April 1, 1998,
benefits to participants would cease to accrue. In addition, the entry of new
participants would be prohibited. Participants that are not yet vested will
continue to accrue vesting service after April 1, 1998. In accordance with
Statement of Financial Accounting Standards No. 88, "Employers' Accounting for
Settlements and Curtailments of Defined Benefit Pension Plans and for
Termination Benefits," the projected benefit obligation decreased, and a
curtailment gain of $1.0 million was recognized during the quarter ended
May 2, 1998. This curtailment gain is included in operating and administrative
expenses in the consolidated statements of operations and accumulated deficit.
8
<PAGE>
NOTE 7 - STOCKHOLDERS' EQUITY
On June 1, 1998, as compensation to Gordian Group, L.P. for investment banking
services rendered to the Company during the Company's Chapter 11 case, the
Company issued warrants exercisable for the purchase of 161,937 shares of Class
A common stock ("Common Stock") with an exercise price of $1.24 per share.
On May 26, 1998, the Compensation Committee of the Board of Directors granted
options to purchase Common Stock to certain executive officers of the Company
and certain other senior and middle level managers and reserved an additional
35,000 shares of Common Stock for issuance upon exercise of such options, in
each case pursuant to the Lamonts Apparel, Inc. 1998 Stock Option Plan. Such
options have a per share exercise price of $1.00, a term of 10 years and vest as
follows: 25% on the date of grant; and 25% on each annual anniversary of the
date of grant.
9
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The information contained herein, including, without limitation, statements
containing the words "believes," "anticipates," "expects," and words of similar
import, constitute "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties, and other factors
that may cause the actual results, performance, or achievements of the Company,
or industry results, to be materially different from any future results,
performance, or achievements expressed or implied by such forward-looking
statements. Such factors include, among others, (i) national and local general
economic and market conditions, (ii) demographic changes, (iii) liability and
other claims asserted against the Company, (iv) competition, (v) the loss of a
significant number of customers or suppliers, (vi) fluctuations in operating
results, (vii) changes in business strategy or development plans, (viii)
business disruptions, (ix) the ability to attract and retain qualified
personnel, (x) ownership of Common Stock, (xi) volatility of stock price, and
(xii) the additional risk factors identified in the Company's Registration
Statement on Form S-1 (No. 333-44311) initially filed with the SEC on January
15, 1998. The Company disclaims any obligations to update any such factors or
to announce publicly the result of any revisions to any of the forward-looking
statements contained or incorporated by reference herein to reflect untrue
events or developments.
RESULTS OF OPERATIONS
FRESH-START REVALUATION
Because Fresh-Start Reporting was adopted as of January 31, 1998, the
consolidated results of operations for the quarter ended May 2, 1998 are not
comparable to the consolidated results of operations for the quarter ended May
3, 1997. Accordingly, a vertical black line is shown to separate post-emergence
operations from those ended prior to January 31, 1998 in the consolidated
results of operations.
The following discussion and analysis provides information with respect to the
results of operations for the quarter ended May 2, 1998 ("1st Quarter 1998")
compared to the quarter ended May 3, 1997 ("1st Quarter 1997").
REVENUES. Comparable store revenues (i.e., stores open since the beginning
of each of the periods presented)of $39.5 million for the 1st Quarter 1998
increased $1.8 million or 4.8% from $37.7 million for the 1st Quarter 1997.
Comparable store revenues were equal to total store revenues for the 1st
Quarter 1998 and for the 1st Quarter 1997. Management believes that revenues
have increased due to higher average inventory levels and continued
improvement in the quality of the merchandise offered in the stores compared
to the prior period. There can be no assurance that a continuation of such
factors will increase revenues in future periods.
GROSS PROFIT. Gross profit as a percentage of revenues increased 1.1%, from
34.7% for the 1st Quarter 1997, to 35.8% for the 1st Quarter 1998. Gross profit
a year ago was negatively impacted by markdowns associated with severe winter
storms.
OPERATING AND ADMINISTRATIVE EXPENSES. Operating and administrative expenses
were $13.6 million or 34.5% of sales for the 1st Quarter 1998, compared to $14.4
million or 38.2% of sales for the 1st Quarter 1997. Excluding the curtailment
gain of $1.0 million (see Note 6 to the consolidated financial statements),
operating and administrative expenses for the 1st Quarter 1998 were 37.0% of
sales. Increased sales together with the continued implementation of expense
savings initiatives accounted for the decrease as a percent to sales. This was
offset by Year 2000 costs included in operating and administrative expenses for
1st Quarter 1998 of approximately $0.1 million. There were no Year 2000 costs
incurred in the 1st Quarter 1997.
DEPRECIATION AND AMORTIZATION. Depreciation and amortization expense was $1.9
million for the 1st Quarter 1998 and the 1st Quarter 1997.
10
<PAGE>
INTEREST EXPENSE. Interest expense was $1.4 million in 1st Quarter 1998
compared to $1.2 million for 1st Quarter 1997. Interest expense is primarily
related to outstanding borrowings under the Company's BankBoston Facility,
referred to below.
REORGANIZATION EXPENSES. Reorganization expenses of $0.4 million for the 1st
Quarter 1997 represent costs directly related to the Company's Chapter 11 case
and consists primarily of professional fees. No such costs were incurred in the
1st Quarter 1998.
NET LOSS. As a result of the foregoing, the Company recorded a net loss of $2.8
million for the 1st Quarter 1998, compared to a net loss of $4.8 million for the
1st Quarter 1997.
LIQUIDITY AND CAPITAL RESOURCES
CASH FLOW
In the 1st Quarter 1998, $5.5 million of cash was used by operating activities
as compared to $3.0 million of cash used by operating activities in the 1st
Quarter 1997. The increase is primarily due to an increase in cash used for
inventory purchases, reduction of accrued expenses related to the payment of
bonuses, reorganization and other expenses, and partially offset by a decrease
in the net loss, after giving effect to the curtailment gain.
In the 1st Quarter 1998, $0.4 million of cash was used by investing activities
as compared to $0.03 million provided by investing activities in the 1st Quarter
1997. The increase of approximately $0.5 million used by investing activities
is attributable to an increase of $0.2 million incurred for capital expenditures
as compared to that of the prior year. Additionally, in the 1st Quarter 1997,
the Company received approximately $0.2 million from the sale of land.
During the 1st Quarter 1998, $6.6 million of cash was received from financing
activities as compared to $2.7 million in the 1st Quarter 1997, the result of
higher net borrowings under the Revolver.
The Company believes that borrowings under the BankBoston Facility, referred
to below, trade credit, and cash generated from operations will provide the
cash necessary to fund the Company's cash requirements for the next twelve
months.
CAPITAL RESOURCES
The Company entered into the Amended and Restated Debtor-in-Possession and Exit
Financing Loan Agreement, dated as of September 26, 1997 (the "Loan Agreement"),
between the Company and BankBoston, N.A. ("BankBoston"), pursuant to which
BankBoston provides Lamonts with (i) a revolving line of credit (the "Revolver")
with a maximum borrowing capacity of $32 million; and (ii) a term loan in the
amount of $10 million (the "Term Loan" and, together with the Revolver, the
"BankBoston Facility").
The Company has expensed fees of approximately $0.3 million and $0.2 million for
the BankBoston Facility during the 1st Quarter 1998 and the 1st Quarter 1997,
respectively.
As of June 3, 1998, the Company had $24.5 million of borrowings outstanding
under the Revolver (with additional borrowing capacity thereunder of $5.4
million) and $10.0 million outstanding under the Term Loan.
SEASONALITY
The Company's sales are seasonal, with the fourth quarter the strongest quarter
as a result of the Christmas Season.
11
<PAGE>
YEAR 2000
The Company has established a compliance program to modify or replace existing
information technology systems so that such systems will not generate invalid or
incorrect results in connection with processing year dates for the year 2000 and
later years. The Company believes that it will achieve Year 2000 compliance by
the middle of the 52 weeks ending January 29, 2000 and does not currently
anticipate any material disruption in its operations as a result of any failure
by the Company to achieve compliance. For the quarter ended May 2, 1998, the
Company spent approximately $0.1 million to make its computer systems Year 2000
compliant.
Additionally, suppliers of the Company and other third parties exchange
information with the Company or rely on the Company's merchandising systems for
certain sales and stock information. The Company currently does not have any
information concerning the compliance status of its suppliers or such other
third parties. However, because third-party failures could have a material
adverse impact on the Company's ability to conduct business, confirmations are
being requested from the Company's major suppliers to certify that plans are
being developed to address the Year 2000 issues.
12
<PAGE>
PART II. OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
No material change has occurred in the litigation described in "Item 3 - Legal
Proceedings" on page 7 of the Company's Annual Report on Form 10-K for the
fiscal year ended January 31, 1998, for which such item is incorporated herein
by reference.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION OF EXHIBIT
----------- ----------------------
<S> <C>
3.1 Second Restated Certificate of Incorporation of the
Registrant. (4)
3.2 Amended and Restated By-laws of the Registrant. (4)
4.1 Specimen Class A Common Stock certificate. (4)
4.2 Specimen Class B Common Stock certificate. (4)
4.3 Warrant Agreement dated January 31, 1998 between the
Registrant and Norwest Bank Minnesota, N.A., as Warrant
Agent. (2)
4.4 Warrant Agreement dated January 31, 1998 between the
Registrant and Specialty Investment I LLC. (2)
4.5 Warrant Agreement dated January 31, 1998 between the
Registrant and Gordian Group, L.P. (3)
4.6 Form of Warrant Agreement dated January 31, 1998 between
Registrant and each of Alan R. Schlesinger, Loren R.
Rothschild, Debbie A. Brownfield, E.H. Bulen and Gary
Grossblatt. (2)
27.1 Financial Data Schedule *
99.1 Modified and Restated Plan of Reorganization Under Chapter
11 of the Bankruptcy Code. (1)
99.2 Supplemented and Restated Disclosure Statement (As Amended)
re Debtor's Plan of Reorganization Under Chapter 11 of the
Bankruptcy Code. (1)
-----------
* filed herewith
(1) Incorporated by reference from Quarterly Report on Form 10-Q
of the Registrant as filed with Commission on December 16,
1997.
(2) Incorporated by reference from the Company's Registration
Statement on Form 8-A (File No. 000-15542) filed with the
Commission on February 2, 1998.
</TABLE>
13
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION OF EXHIBIT
----------- ----------------------
<S> <C>
(3) Incorporated by reference from the Company's Registration
Statement on Form S-8 (File No. 333-45455) filed with the
Commission on February 2, 1998.
(4) Incorporated by reference from the Company's Registration
Statement on Form S-1 (File No. 333-44311) initially filed
with the Commission on January 15, 1998.
</TABLE>
(b) Reports filed on Form 8-K:
None
14
<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: June 15, 1998 By: /s/ Debbie A. Brownfield
-----------------------------------
Debbie A. Brownfield
Executive Vice President,
Chief Financial Officer, Treasurer,
and Secretary
15
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-Q
FOR THE QUARTER ENDED MAY 2, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENT.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-30-1999
<PERIOD-START> FEB-01-1998
<PERIOD-END> MAY-02-1998
<CASH> 1,949
<SECURITIES> 0
<RECEIVABLES> 1,878
<ALLOWANCES> 0
<INVENTORY> 44,795
<CURRENT-ASSETS> 50,283
<PP&E> 41,462<F1>
<DEPRECIATION> 0
<TOTAL-ASSETS> 101,638
<CURRENT-LIABILITIES> 58,895
<BONDS> 0
0
0
<COMMON> 90
<OTHER-SE> 19,866
<TOTAL-LIABILITY-AND-EQUITY> 101,638
<SALES> 39,471
<TOTAL-REVENUES> 39,471
<CGS> 25,342
<TOTAL-COSTS> 15,479<F2>
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,436
<INCOME-PRETAX> (2,781)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,781)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,781)
<EPS-PRIMARY> (0.31)
<EPS-DILUTED> (0.31)
<FN>
<F1>AMOUNT IS NET OF ACCUMULATED DEPRECIATION OF $1,391.
<F2>INCLUDES OPERATING AND ADMINISTRATIVE EXPENSES OF $13,608, AND DEPRECIATION AND
AMORTIZATION OF $1,871.
</FN>
</TABLE>
