HAHN AUTOMOTIVE WAREHOUSE INC
8-K, 1997-07-28
MOTOR VEHICLE SUPPLIES & NEW PARTS
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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


Date of Report (Date of earliest event reported):  NOT APPLICABLE



                HAHN AUTOMOTIVE WAREHOUSE, INC.
     (Exact name of registrant as specified in its charter)



  NEW YORK              0-20984              16-0467030

(State or other     (Commission File         (IRS Employer
 jurisdiction of         Number)           Identification No.)
 incorporation)



         415 W. Main Street, Rochester, New York  14608
          (Address of principal executive offices)    (Zip Code)



Registrant's telephone number, including area code:(716) 235-1595


                                  1


Item 5 - Other Events

     The Registrant deems of importants to its stockholders the
press release set forth in Exhibit 1 attached hereto.


Item 7 - Financial Statements and Exhibits

     Press release dated July 25, 1997

                           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.


                    HAHN AUTOMOTIVE WAREHOUSE, INC.
                              (Registrant)


Dated:  July 25, 1997    By:s// Eli N. Futerman
                         Title: President


                         Exhibit Index



     1.   Press Release dated July 25, 1997
     
                           Exhibit 1

                                2


NEWS BULLETIN

              RE:  Hahn Automotive Warehouse, Inc.
                     415 West Main Street
                  Rochester, New York 14608


For Further Information:

AT THE COMPANY

Eli N. Futerman, President
Daniel J. Chessin, Executive Vice President
(716) 235-1595

FOR IMMEDIATE RELEASE
July 25, 1997

         Auto Works, Inc. Files Chapter 11 Bankruptcy;
            Hahn Automotive Warehouse, Inc. to Exit
                       AutoWorks Business


ROCHESTER, NY JULY 25, 1997   HAHN AUTOMOTIVE WAREHOUSE, INC.
(NASDAQ: HAHN) announced today its decision to exit the AutoWorks
retail business.  In a related development, Hahn announced that
its AutoWorks, Inc. subsidiary filed for protection under Chapter
11 of the Bankruptcy Code late yesterday in order to assure the
orderly administration of the subsidiary's assets and
liabilities.  The AutoWorks bankruptcy case is pending in the
United States Bankruptcy Court for the Western District of New
York.  Hahn itself is not in bankruptcy.

Hahn is a major distributor of automotive aftermarket products in
the Northeast, Mid-Atlantic and Mid-South states and in the
Midwest.  The AutoWorks business sells automotive aftermarket
products through retail locations in the Midwest.

Under Chapter 11, the subsidiary will continue operations as a
debtor-in-possession while seeking to restructure its debts.
Efforts to maximize the value of AutoWorks will continue in the
Chapter 11 proceeding through the sale or liquidation of assets.

Hahn also announced that it expects to take a third quarter
charge in the range of $23.5 to $27.5 million ($4.95 to $5.80 per
weighted average outstanding share) in connection with write-
downs of assets, store closing expenses, reserves for retained
liabilities and other items, net of a projected $7.5 million in
related present and projected future tax benefits.

Hahn also reported the existence of financial covenant
violations, related to Auto Works operating losses and the
related charge, in its Credit Facility Agreement with a syndicate
of banks and in its Senior Secured Notes, although no defaults

                              3

have been called by these creditors.  "We are, and have always
been, current in all of our scheduled payments to the banks and
the noteholder and are actively negotiating a forbearance
agreement under which the violations would be waived for an
interim period.  We are optimistic that our lenders will
recognize the soundness of our decision to exit the AutoWorks
business and agree to the necessary modifications so that Hahn
will no longer be in covenant violation," said Daniel Chessin,
Executive Vice President of Hahn.   "We are also actively
negotiating with another lender for an alternative to the bank
credit facility," Mr. Chessin added.

The banks have agreed to waive any default arising solely from
the AutoWorks bankruptcy filing.

Unless the covenant violations are waived, the banks' credit
facility and Senior Secured Notes are subject to acceleration at
any time, and the banks could refuse to advance funds under
Hahn's operating line.  Either such event would have a material
adverse effect on Hahn's liquidity, financial position and
ability to continue operations.

Eli Futerman, President of Hahn, said he is confident about the
future of Hahn's core business, stating that "The traditional
wholesale business faces competitive challenges in the
marketplace, but we believe that the refocus and rededication of
Hahn's management will stabilize the Company and provide further
growth.  The exit from the retail business reflects our
determination that Hahn should not continue to bear AutoWorks'
operating losses.  The difficulties at AutoWorks, Inc. have been
tremendously distracting to management.  I believe that this
decision will let us concentrate on moving forward in the
business we know and understand best."


                     Safe Harbor Statement
   Under the Private Securities Litigation Reform Act of 1995
The statements contained in this press release which are not
historical facts are forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
These matters are subject to risks and uncertainties that could
cause actual developments to differ materially from those
contemplated, including, without limitation:  (i) the decisions
and actions of lenders and Hahn's ability to renegotiate or
replace its credit facilities, and the future expense of such
credit facilities; (ii) additional facts and developments, not
now known (including, among others, actual sales and
profitability of AutoWorks stores pending liquidation or sale
thereof, actual proceeds of inventory liquidation, the time until
AutoWorks stores can be sold or liquidated and the expense of
maintaining such stores for such time, changes and developments

                                4

in the plan for liquidating AutoWorks stores, the actual expense
to Hahn under certain AutoWorks leases and contracts on which
Hahn is liable, and Hahn's ability to use the tax benefits of the
losses associated with the exit from AutoWorks, including its
ability to generate future income against which to offset them)
which could cause the actual earnings charge to differ materially
from the estimate above; (iii) the risks of future litigation by
creditors of AutoWorks, Inc. and the risks and uncertainties of
bankruptcy court actions; and (iv) the reaction of common vendors
to Hahn and AutoWorks, Inc. to the bankruptcy and related events.

Reference is also made to the considerations discussed under the
heading "Important Information Regarding Forward-Looking
Statements" in Hahn's Annual Report on Form 10-K dated
December 26, 1996 filed with the Securities and Exchange
Commission and subsequent periodic filings.  Hahn assumes no
responsibility to update the information included in this press
release.



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