TRANS WORLD ENTERTAINMENT CORP
8-K, 1996-02-07
RECORD & PRERECORDED TAPE STORES
Previous: CONSILIUM INC, SC 13G/A, 1996-02-07
Next: MARK VII INC, SC 13G/A, 1996-02-07




<PAGE>

                                UNITED STATES
                      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):          February 7, 1996
                                                           ----------------

                    TRANS WORLD ENTERTAINMENT CORPORATION
- ---------------------------------------------------------------------------
           (Exact name of registrant  as  specified in its charter)

New York                          0-14818                        14-1541629
- ---------------------------------------------------------------------------
(State or other                 (Commission                (I.R.S. Employer
jurisdiction of                 File Number)                 Identification
incorporation)                                                      Number)

38 Corporate Circle, Albany, New York                                 12203
- ---------------------------------------------------------------------------
(Address of principal executive offices)                         (zip code)

Registrant's telephone number,including area code            (518) 452-1242
                                                             --------------

<PAGE>

Item 5.     Other Events
            ------------

The Registrant announced four  principal  developments:   (a) the Company will
close approximately 150 underperforming stores over the next two years; (b)  a
restructuring  charge  for  its  fourth fiscal quarter ended February 3, 1996,
equal to $35,000,000 on a  pre-tax  basis,  $17,000,000 of which is a non-cash
write off of related store assets; (c) forecasted net income  for  the  fourth
fiscal  quarter  ended  February  3, 1996, before the restructuring charge, of
$1.25 to $1.40 per share; and (d) a default and accompanying waiver of certain
financial covenants contained in  its  senior  credit  facilities, all as more
fully set forth in the Press Release,  dated  February  6,  1996  (the  "Press
Release")  issued  by  the Registrant.  The description herein is qualified in
its entirety by reference  to  the  full  text  of  the Press Release filed as
Exhibit 99 hereto and incorporated herein by reference.


Item 7.     Financial Statements and Exhibits
            --------------------------------

            (c) Exhibits

                Number  Description                                   Page No.
                ------  -----------                                   --------

                  99    Press Release, dated February 6, 1996 issued
                        by Trans World Entertainment Corporation.        3


                                  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.


                                        TRANS WORLD ENTERTAINMENT
                                          CORPORATION


February 7, 1996                        By: /s/ ROBERT J. HIGGINS
- ----------------                            ---------------------
Date                                        Robert J. Higgins
                                            President and Director
                                            (Principal Executive Officer)

February 7, 1996                        By: /s/ JOHN J. SULLIVAN
- ----------------                            --------------------
Date                                        John J. Sullivan
                                            Senior Vice President - Finance
                                            (Chief Financial and
                                            Accounting Officer)



<PAGE>

                                 EXHIBIT 99


        FROM:   Trans World Entertainment Corporation
                38 Corporate Circle
                Albany, NY  12203

                MWW/Strategic Communications, Inc.
                Public Relations - (201) 507-9500
                Contact:    Michael W. Kempner E-mail: mkempner @mww.com
                            Carreen Winters E-mail: cwinters @mww.com


TRANS WORLD ENTERTAINMENT CORPORATION ANNOUNCES PLANS TO CLOSE UNDERPERFORMING
- ------------------------------------------------------------------------------
STORES
- ------

STRATEGIC PLAN  TO  IMPROVE  PROFITABILITY  AND  MAINTAIN  INDUSTRY LEADERSHIP
- ------------------------------------------------------------------------------
POSITION
- --------

    ALBANY, NY, February 6, 1996  --  Trans  World  Entertainment  Corporation
(Nasdaq:TWMC)  today  announced that as part of its plan to return the Company
to  historical  levels  of  profitability,  it  will  close  approximately 150
underperforming stores over  the  next  two  years.   These  closings  are  in
addition  to  the  180  stores closed in 1995.  After the closings the Company
will operate approximately 400 stores.

    "Trans World has a core  of  strong, profitable locations.  We expect this
continued focus on our best stores to build on the  improvements  demonstrated
by our holiday performance and maximize our profitability within the framework
of  today's  competitive  retail  environment,"  said Trans World Chairman and
Chief Executive Officer Robert J. Higgins.  "This strategic move will position
the Company with the most productive  stores,  allowing us to better serve our
customers and maintain our position as an industry leader."

    "One year ago we began  implementing  a  plan  to  improve  the  Company's
performance which included some new merchandising initiatives, a renewed focus
on  customer  service  and the elimination of some underperforming locations,"
added Higgins.  "We have learned from experience that focusing on our

<PAGE>

TRANS WORLD STORE CLOSINGS/TAKE 2

strongest markets and most profitable  locations has a significant impact, and
will be a key to building on the progress made last year.   We  will  minimize
the impact of the store closings on our employees through normal attrition and
by placing the majority of our associates in other stores within the Company."

    As  a  result of the store closings, the Company will take a restructuring
charge of $35 million in the fourth  quarter of the fiscal year ended February
3, 1996.  Approximately $17 million of the charge is a non-cash write  off  of
related  store  assets.   The  Company  currently forecasts net income for the
fourth quarter of fiscal 1995, before  the impact of the restructuring charge,
of $1.25 to $1.40 per share.  The  $35  million  restructuring  charge,  after
income  taxes,  will  reduce  the  fourth  quarter profit by approximately $23
million, or $2.38 per share.  The Company expects to report a net loss for the
quarter after the restructuring  charge  of  $.98  to $1.13.  The Company will
realize significant benefits from the  elimination  of  the  operating  losses
associated  with  these stores as scheduled closings are completed, as well as
generate significant working capital which will  be used to reduce debt and to
explore future business opportunities.

    As a result of the restructuring  charge,  the  Company  is  in  technical
default  of  certain  financial  covenants  contained  in  its  senior  credit
facilities.   The  Company  has  received  waivers  for  the defaults from its
lenders and is working with its  bank and noteholder groups to restructure the
applicable credit facilities.

    Trans World Entertainment Corporation  is  one  of  the  nation's  largest
specialty  retailers  of  prerecorded  music and video products, operating 542
stores under  several  names,  including  Record  Town,  Tape  World, For Your
Entertainment, Saturday Matinee and Coconuts Music & Movies.



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission