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): May 26, 1999
(May 26, 1999)
Bradlees, Inc.
(Exact Name of Registrant As
Specified In Its Charter)
Massachusetts
(State Or Other Jurisdiction of Incorporation)
1-11134 04-3156108
(Commission File Number) (IRS Employer Identification No.)
One Bradlees
Circle; Braintree, Massachusetts 02184
(Address Of Principal Executive Offices) (Zip Code)
(781) 380-3000
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Exhibit Index on Page 3
Page 1 of 6 (Including Exhibit)
Item 5: OTHER EVENTS
Beginning on May 26, 1999, Bradlees, Inc. (the "Company")
will distribute to its banks and other credit providers
summaries of its first-quarter (thirteen-week) financial
results ended May 1, 1999,including a comparison to the
Company's summary financial plan (the "Plan") for the
fiscal year ended January 29, 2000 ("fiscal 1999"). The
fiscal 1999 first-quarter results compared to the Plan
are attached hereto as Exhibit 20. As a result of the
Company's adoption of fresh-start reporting as of
January 30, 1999, the financial summaries presented are
not comparable in certain material respects to the
prior-year period presented.
Total sales for the first quarter ended May 1, 1999 exceeded
Plan by $29.1 million, or 9.8%, due primarily to favorable
customer response to the successful merchandising and
marketing initiatives begun in 1997 and the first-quarter
liquidation of one of the Company's major competitors (Caldor
Corp.). Sales in all hardline and softline divisions exceeded
Plan. Comparable store sales increased 12.6% in the first
quarter.
EBITDA (as defined in Exhibit 20) exceeded Plan by $4.8
million due to the above-Plan sales and associated gross
margin, partially offset by above-Plan SG&A expenses. SG&A
expenses were above Plan mostly due to certain incremental
expenses, such as store payroll and other store expenses,
logistics expenses and advertising costs, incurred to handle
the higher sales volume and attract former Caldor customers.
The net loss in the first quarter was $5.6 million lower than
Plan.
Unrestricted cash was on Plan at May 1, 1999 and inventories
were well-controlled (only $0.9 million above Plan despite the
higher sales volume). Accounts payable was $26.4 million
above Plan due to continued strong vendor support, while
outstanding borrowings were $32.0 million below Plan due
principally to the above-Plan accounts payable and EBITDA
levels.
The Company is distributing the quarterly performance against
its Plan (the "Quarterly Performance Information") to its
banks and other credit providers to facilitate their credit
analyses. The Quarterly Performance Information SHOULD NOT BE
RELIED UPON FOR ANY OTHER PURPOSE and should be read in
conjunction with the Company's Form 8-K dated April 1, 1999,
and most recent Form S-1 and Form 10-K filings. The
Quarterly Performance Information is being reported publicly
solely because it is being distributed to a large number
of the Company's vendors for purposes of their credit
analyses. The Quarterly Performance Information was not
examined, reviewed or compiled by the Company's independent
public accountants. Although the Company is publicly
disclosing the Quarterly Performance Information, the
Company does not believe it is obligated to subsequently
update such information or to provide such information
indefinitely, and the Company may cease making such
disclosures at any time. The Quarterly Performance
Information may be subject to future adjustments and such
adjustments could materially affect the reported
information.
Item 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
Exhibit: 20 Quarterly Performance Information
INDEX TO EXHIBITS
Exhibit No. Exhibit Page No.
20 Quarterly Performance Information 5
BRADLEES, INC.
AND SUBSIDIARIES
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.
BRADLEES, INC.
Date: May 25, 1999 By /s/ PETER THORNER
Peter Thorner
Chairman and Chief Executive
Officer
Date: May 25, 1999 By /s/ CORNELIUS F. MOSES III
Cornelius F. Moses III
Senior Vice President, Chief
Financial Officer
BRADLEES, INC.
Exhibit 20
FIRST QUARTER RESULTS VS. PLAN Page 1 of 2
(Unaudited)
(In Millions)
First Quarter 1999
Actual Plan* | Last Year
INCOME SUMMARY: |
Owned Sales $313.8 $285.1 | $282.4
Food Service Sales 1.4 1.6 | 1.5
Leased Department Sales 9.6 9.0 | 9.4
------------------|---------
Total Sales 324.8 295.7 | 293.3
|
Comparable Store Sales % 12.6% 2.4%| 10.0%
|
Gross Margin $ 88.2 79.5 | 79.7
Gross Margin % |
(based on owned sales) 28.1% 27.9%| 28.2%
|
SG&A Expenses (100.2) (96.2)| (92.7)
|
Other Income 2.7 2.6 | 2.9
------------------|---------
EBITDA (Loss) (9.3) (14.1)| (10.1)
------------------|---------
Gain (Loss) on Disposition |
of Properties - - | (0.2)
Depreciation & Amortization Exp. (7.3) (7.6)| (8.6)
Interest and Debt Expense (6.9) (7.4)| (3.6)
Reorganization Items - - | (2.1)
------------------|----------
Net Loss ($23.5) ($29.1)| ($24.6)
=============================
BALANCE SHEET SUMMARY: Balance at End of Period
Unrestricted Cash and
Cash Equivalents $10.3 $10.3 | $10.3
Restricted Cash & |
Cash Equivalents - - | 24.6
Inventories 261.5 260.6 | 261.0
Other Current Assets 21.5 18.2 | 22.3
------------------|--------
Total Current Assets 293.3 289.1 | 318.1
Net Fixed Assets 99.1 101.9 | 145.7
Long-Term Assets 95.1 95.1 | 145.7
------------------|--------
Total Assets $487.5 $486.1 | $609.5
==================|========
|
Accounts Payable $156.7 $130.3 | $141.1
Revolver/DIP Borrowings 132.4 164.4 | 116.1
Other Current Liabilities 30.2 28.9 | 25.4
------------------|--------
Total Current Liabilities 319.4 323.6 | 282.6
Long-Term Capital |
Lease Obligations 24.8 24.9 | 26.8
Convertible Notes Payable 29.0 29.0 | -
Unfavorable Lease Liability 44.7 44.9 | -
Other Long-Term Liabilities 38.1 37.8 | 49.8
|
Liabilities Subject to Settlement - - | 560.9
|
Common Stock 55.1 55.0 | 137.1
Accumulated Deficit (23.5) (29.1)| (447.7)
-----------------|---------
Total Stockholders' |
Equity (Deficiency) 31.5 25.9 | (310.6)
-----------------|---------
Total Liabilities and |
Stockholders' Equity(Deficiency) $487.5 $486.1 | $609.5
===========================
NOTE: EBITDA as presented is earnings (loss) before interest
expense, income taxes, restructuring and non-recurring items,
gains (losses) on sale of properties, reorganization and
extraordinary items, and depreciation and amortization expense.
* Plan amounts are from the Form 8-K dated April 1, 1999.
Exhibit 20
Page 2 of 2
BRADLEES, INC.
FIRST QUARTER RESULTS VS. PLAN
(Unaudited)
(In Millions)
First Quarter 1999
Actual Plan*
CASH FLOW SUMMARY:
Beginning Unrestricted Cash &
Cash Equivalents $9.5 $9.5
Cash Provided by (Used in) Operations:
Net Loss (23.5) (29.1)
Depreciation & Amortization Expense 7.3 7.6
Amortization of Deferred Financing Costs 0.4 0.4
Inventory Increase (29.2) (28.3)
Accounts Payable Increase 37.4 11.0
Other** (6.0) (5.4)
------------------
Net Cash Used in Operations (13.6) (43.8)
------------------
Investing Activities:
Capital Spending (2.9) (5.0)
Financing Activities:
Net Borrowings under Revolver 18.0 50.0
Payments of Notes and
Capital Lease Obligations (0.7) (0.4)
------------------
Total Financing Activities 17.3 49.6
------------------
Increase in Unrestricted Cash and
Cash Equivalents 0.8 0.8
------------------
Ending Unrestricted Cash and
Cash Equivalents $10.3 $10.3
==================
* Plan amounts are from the Form 8-K dated April 1, 1999.
** Includes certain cash outlays associated with prior years'
reorganization provisions.
