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 24, 2000
Gottschalks Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 1-09100 77-0159791
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(State or Other Jurisdiction (Commission File Number) (IRS
of Incorporation) Identification No.)
7 River Park Place East, Fresno, California 93720
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number including area code: (559) 434-4800
Not Applicable
__________________________________________________________________________
(Former Name or Former Address, if Changed Since Last Report.)
Item 2. Acquisition or Disposition of Assets
Pursuant to an asset purchase agreement dated
as of April 24, 2000, as amended as of May 16, 2000, on
July 24, 2000 Gottschalks Inc. ("Gottschalks")
acquired the leasehold interests and certain
store fixtures and equipment in 37 department
stores from bankrupt Lamont's Apparel, Inc.
("Lamonts"), for a cash purchase price of
approximately $20.1 million. The purchase
price was determined through arms' length
negotiations between Gottschalks and Lamonts.
Gottschalks financed the acquisition with a
new $10.0 million term loan from Heller
Financial Leasing, Inc. and borrowings under
its pre-existing revolving credit facility
with Congress Financial Corporation (Western).
Concurrent with the closing of the
transaction, Gottschalks agreed to the
termination of one of the newly-acquired
department store leases in exchange for $2.5
million in cash. Subsequent to the closing,
Gottchalks sold another one of the newly-
acquired department store leases and related
fixtures and equipment for $20,000 in cash,
and agreed to the termination of another one
of the newly-acquired department store leases
for no cash consideration.
Lamonts liquidated its merchandise inventories
and closed its stores at various dates through
July 2, 2000. Gottschalks plans to convert
the stores to the Gottschalks banner, and re-
open them in stages beginning in late August,
with all stores open by mid-September. In the
meantime, Gottschalks is acquiring merchandise
inventory for the new locations, completing
certain tenant improvements, purchasing new
fixtures, modifying the store layouts to
conform to the Gottschalks model, hiring and
training store associates, installing point-of-
sale computer equipment, advertising the grand
opening of the new stores and soliciting new
customers.
Prior to the acquisition, Gottschalks operated
forty-two department stores and nineteen
specialty apparel stores throughout
California, and in Washington, Oregon and
Nevada. The acquisition of the 34 new stores,
which are located in five Western states (19
in Washington, seven in Alaska, five in Idaho,
two in Oregon and one in Utah), significantly
expands Gottschalks presence in the Pacific
Northwest.
Item 7. Financial Statements, Pro Forma
Financial Information and Exhibits
(a) Financial Statements of Business Acquired;
The Company is presently evaluating whether such financial
information will be required. In the event such information
is required, it will be filed by amendment not later than
60 days after the date which this current Report on Form 8-K
is required to be filed.
(b) Pro Forma Financial Information: See (a) above.
(c) Exhibits:
2.1 Asset Purchase Agreement
dated as April 24, 2000 by
and between Gottschalks
Inc. and Lamonts Apparel,
Inc. *
2.2 Amendment No. 1 to Asset
Purchase Agreement dated
as of May 16, 2000 by and
between Gottschalks Inc.
and Lamonts Apparel, Inc.
* Filed with the Company's Annual Report on
Form 10-K dated January 29, 2000
(File No. 1-09100).
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.
Gottschalks Inc.
(Registrant)
August 7, 2000 /s/ James R. Famalette
President and Chief Executive Officer
