-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WnGY4nBMTmabCJyBdS2dutzIFrXpaqO3g6gJwECxyqilL0V1ouwBIIYcqMwsh0yA 4Dm3cFA/xtC1yo4PCjb3zg== 0000950137-03-006017.txt : 20031117 0000950137-03-006017.hdr.sgml : 20031117 20031117172901 ACCESSION NUMBER: 0000950137-03-006017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031114 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRUSERV CORP CENTRAL INDEX KEY: 0000025095 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-HARDWARE & PLUMBING & HEATING EQUIPMENT & SUPPLIES [5070] IRS NUMBER: 362099896 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-18397 FILM NUMBER: 031008827 BUSINESS ADDRESS: STREET 1: 8600 WEST BRYN MAWR AVE CITY: CHICAGO STATE: IL ZIP: 60631-3505 BUSINESS PHONE: 7736955000 MAIL ADDRESS: STREET 1: 8600 W. BRYN MAWR AVENUE CITY: CHICAGO STATE: IL ZIP: 60631-3505 FORMER COMPANY: FORMER CONFORMED NAME: COTTER & CO DATE OF NAME CHANGE: 19920703 8-K 1 c81132e8vk.txt CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) November 14, 2003 TRUSERV CORPORATION (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 2-20910 36-2099896 (Commission File Number) (I.R.S. Employer Identification No.) 8600 WEST BRYN MAWR AVENUE, CHICAGO, ILLINOIS 60631-3505 (Address of Principal Executive Offices) (Zip Code) 773-695-5000 (Registrant's Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. TruServ Corporation issued the attached press release in connection with its third quarter 2003 earnings. Matters discussed in the attached press release may contain forward-looking statements within the meaning of the safe-harbor provisions of the Securities Exchange Act of 1934. These forward-looking statements are subject to various risks and uncertainties. Actual results may vary materially from the expectations contained therein. The factors that could cause actual results to differ materially from the projections, forecasts, estimates and expectations discussed therein may include factors that are beyond the company's ability to control or estimate precisely, such as the ultimate requirements of the company's lenders, projections about the efficiencies that may be achieved by the company's initiatives, expectations about member response to the company initiatives, estimates of future market conditions in the hardware industry, the behavior of other market participants in the industry and the actions and economic conditions in the service territories of the company's members. Other risk factors are detailed from time to time in the company's SEC reports. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as to the date of this document. The company does not undertake any obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of this letter. Item 7. Exhibit 99.1 Press release, dated November 14, 2003 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 hereunto duly authorized. TRUSERV CORPORATION (Registrant) Date: November 17, 2003 By /s/ David A. Shadduck ---------------------------------- Name: David A. Shadduck Title: Senior Vice President and Chief Financial Officer -2- EX-99.1 3 c81132exv99w1.txt PRESS RELEASE, DATED 11/14/03 Exhibit 99.1 [TRU-SERV LOGO] EARNINGS RELEASE For more information, contact: Shelley Hughes TruServ Corporation (773) 695-5258 TRUSERV ANNOUNCES THIRD QUARTER RESULTS Truserv reports year-to-date margin of $11.0 million after covering costs to refinance CHICAGO, NOV. 14, 2003- TruServ Corporation reported today Sept. 27, 2003 year-to-date net margin of $11.0 million (after a $19.2 million charge related to the refinancing of senior debt) versus $21.0 million for the same nine-month period a year ago and year-to-date revenue of $1.5 billion, versus $1.6 billion for the same period a year ago. For the third quarter TruServ reported a net loss of $9.8 million, due entirely to the $19.2 million charge associated with the financing. This compares to a net margin of $5.9 million for the same period a year ago. The co-op reported $478.8 million in revenue for the quarter, down from $499.8 million for the same period a year ago. President and Chief Executive Officer Pamela Forbes Lieberman said, "Given the progress our co-op has made, we were able to refinance our debt at an all in current rate of 4 1/2 percent versus 13 percent. This new financing will save our co-op approximately $7 million of interest and amortization costs for the balance of this year and approximately $18 million next year. In order to achieve these savings in the third quarter, we expensed $19.2 million of costs associated with our former financing agreement. We will be able to use our interest savings to stimulate co-op growth and help our members' success at retail. We are already starting to see an improvement in our sales trend." TruServ, headquartered in Chicago, is one of the world's largest member-owned wholesale hardware cooperatives with sales of $2.2 billion in 2002. The TruServ cooperative includes approximately 6,200 independent retailer locations worldwide operating under the store identities of True Value, Grand Rental Station, Taylor Rental, Party Central, Home & Garden Showplace and Induserve Supply. Additional information on TruServ and its retail identities is available at www.truserv.com. This earnings release may contain forward-looking statements that involve risks and uncertainties. The following factors could cause results to differ materially from management expectations as projected in such forward-looking statements: seasonal variations, competition, risks of new business areas, the availability and cost of real estate and construction, and changes in federal or state legislation or regulations. Members are referred to the "Cautionary Note Regarding Forward-Looking Statements" in the company's most recent Form 10-K, which Note is incorporated into this news release by reference. -###- -----END PRIVACY-ENHANCED MESSAGE-----