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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
April 16, 1999
Date of Report (Date of
earliest event reported)
THE COSMETIC CENTER, INC.
(Exact name of registrant as specified in its charter)
Commission File No. 0-14756
Delaware 52-1266697
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or jurisdiction)
8700 Robert Fulton Drive
Columbia, Maryland 21046
(Address of principal (Zip Code)
executive offices)
(301) 497-6800
Registrant's telephone number, including area code:
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(Former names or former address, if changed since last report)
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Item 3. Bankruptcy or Receivership.
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On April 16, 1999, The Cosmetic Center, Inc. (the "Company") filed in the United
States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"),
Bankruptcy Case No. 99-888 (PJW), a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code. On April 16, 1999 the Company also
disseminated the press release filed with this Current Report on Form 8-K as
Exhibit 99.1.
Item 5. Other Events.
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The Company also reported in the attached press release that Betsy
Burton, President and Chief Executive Officer, and Dwight Crawley, Chief
Financial Officer, have resigned. Kevin Regan, a 23 year retail veteran and
currently a director with the firm of PricewaterhouseCoopers, has assumed the
position of Chief Executive Officer, effective April 16, 1999. Kemp Woollen,
formerly Controller of Financial Reporting for the Company, has been promoted to
Vice President-Chief Accounting Officer. In addition, the Company announced that
Ms. Burton, Thomas Brown and Robert Germano have resigned from its Board of
Directors. Mr. Regan and Robert Ramsey, Senior Vice President-Merchandising and
Marketing of the Company, have been appointed to the Board, effective April 16,
1999. Mr. Ramsey, who will also serve as Vice Chairman, has previously held
senior positions in a number of national retail organizations, including Drug
Emporium and Total Beverage, an affiliate of the Dart Group.
Item 7. Financial Statements and Exhibits.
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Exhibits. The following exhibits are furnished as part of this report:
Exhibit Description
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99.1 Press Release, dated April 16, 1999, issued by
The Cosmetic Center, Inc.
FORWARD LOOKING STATEMENTS
This Report contains forward-looking statements. The words, "believe",
"expect", and "anticipate" and similar expressions identify such
forwarding-looking statements. These forward-looking statements reflect the
Company's views with respect to future events and financial performance. Such
statements are subject to risks and uncertainties that could cause the Company's
actual results and financial position to differ materially from those projected
in the forward-looking statements. Risks associated with the Company's
forward-looking statements include, but are not limited to, those risk factors
described in the Company's Form 10-K under the caption "Business Risk Factors".
Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of their dates. The Company undertakes no
obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise.
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SIGNATURES
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.
THE COSMETIC CENTER, INC.
By:
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Name: Kemp Woollen
Title: Vice President - Chief Accounting Officer
Dated: April 27, 1999
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EXHIBIT INDEX
Exhibit Description
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99.1 Press Release, dated April 16, 1999, issued by
The Cosmetic Center, Inc.
COSMETIC
CENTER
Contact: Wendi Kopsick or Michael Freitag
Kekst and Company
(212) 521-4800
For Immediate Release
COSMETIC CENTER TO REORGANIZE UNDER CHAPTER 11
- Company Secures $50 Million Debtor-in-Possession Financing -
COLUMBIA, MARYLAND, April 16, 1999 -- The Cosmetic Center, Inc. (Nasdaq: COSCC)
today announced that it has filed a voluntary petition to reorganize under
Chapter 11 of the Bankruptcy Code. The Company believes the filing will enable
it to take the necessary steps to revitalize its business and position the
Company for success in the future.
In connection with today's court filing, the Company said it has received a
commitment for a $50 million debtor-in-possession financing facility from
BankBoston Retail Finance and Congress Financial Corporation. Financing is
subject to final documentation and court approval. This financing is expected to
provide funding for all post-petition trade and employee obligations, as well as
the Company's ongoing operating needs during the restructuring process.
Separately, the Company also reported that Betsy Burton, President and Chief
Executive Officer, and Dwight Crawley, Chief Financial Officer, have resigned.
Kevin Regan, a 23-year retail veteran and currently a director with the firm of
PricewaterhouseCoopers, will assume the position of Chief Executive Officer,
effective immediately. Kemp Woolen, formerly Controller of Financial Reporting
for the Company, has been promoted to Vice President-Chief Accounting Officer.
In addition, the Company said that Ms. Burton, Thomas Brown and Robert Germano
have resigned from its Board of Directors. Mr. Regan and Robert Ramsey, Senior
Vice President-Merchandising and Marketing of Cosmetic Center, have been
appointed to the Board, effective immediately. Mr. Ramsey, who will also serve
as Vice Chairman, has previously held senior positions in a number of national
retail organizations, including Drug Emporium and Total Beverage, an affiliate
of the Dart Group.
Following the previously announced closing of 116 underperforming stores and
corporate downsizing, the Company will operate 31 Cosmetic Center stores
primarily in Maryland and Virginia and 93 Prestige Fragrances & Cosmetics outlet
stores in 27 states.
Certain statements contained in this press release are "forward-looking"
statements within the meaning of the Private Securities Litigation Reform Act of
1995, such as statements referring to future business development activities,
and are thus prospective. Such forward-looking statements are subject to risks,
uncertainties and other factors which could cause actual results to differ
materially from future results expressed or implied by such forward-looking
statements. Potential risks and uncertainties include, but are not limited to,
economic conditions, competition and other uncertainties detailed from time to
time in the Company's Securities and Exchange Commission filings.
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