-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, fTTvKJO81CiUVMGh6DtL+UySiysua0RwF3qnwUZXvP/VSNu/H2dOYcoJKu9JojWO cE4OC4URzeWxFCFZ54gdWQ== 0000950123-94-001720.txt : 19941101 0000950123-94-001720.hdr.sgml : 19941101 ACCESSION NUMBER: 0000950123-94-001720 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941026 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19941026 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: HANOVER DIRECT INC /DE// CENTRAL INDEX KEY: 0000320333 STANDARD INDUSTRIAL CLASSIFICATION: 5961 IRS NUMBER: 138053260 STATE OF INCORPORATION: NV FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08056 FILM NUMBER: 94555297 BUSINESS ADDRESS: STREET 1: 1500 HARBOR BLVD CITY: WEEHAWKEN STATE: NJ ZIP: 07087 BUSINESS PHONE: 2018653800 MAIL ADDRESS: STREET 1: 1500 HARBOR BLVD CITY: WEEHAWKEN STATE: NJ ZIP: 07087 FORMER COMPANY: FORMER CONFORMED NAME: HORN & HARDART CO /NV/ DATE OF NAME CHANGE: 19920703 8-K 1 HANOVER DIRECT, INC. FORM 8-K 1 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) October 26, 1994 ---------------- HANOVER DIRECT, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) 1-12082 ------------------------ (Commission File Number) Delaware 13-0853260 - - ---------------------------- ---------- (State or other jurisdiction (I.R.S. Employer of incorporation) identification number) 1500 Harbor Boulevard, Weehawken, New Jersey 07087 --------------------- ---------- (Address of principal (Zip Code) executive offices) Registrant's telephone number, including area code (201) 863-7300 ------------------ - - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 2 Item 5. Other Events. - - ------ ------------ On October 26, 1994, Hanover Direct, Inc. issued a press release reporting its financial results for the third quarter of 1994. A copy of such press release is attached hereto as Exhibit (i) and incorporated herein by reference. Item 7. Financial Statements and Exhibits. - - ------ --------------------------------- (c) Exhibits: (i) Press release issued by Hanover Direct, Inc. on October 26, 1994 relating to its third quarter results. -2- 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 hereunto duly authorized. HANOVER DIRECT, INC. -------------------- (Registrant) October 26, 1994 /s/ Wayne P. Garten ------------------------------- Name: Wayne P. Garten Title: Executive Vice President & Chief Financial Officer -3- 4 EXHIBIT INDEX ------------- Exhibit Page No. Description No. - - ------- ------------ ----- (i) Press release issued by Hanover Direct, Inc. on October 26, 1994 relating to its third quarter results. EX-99.I 2 PRESS RELEASE, DATED OCTOBER 26, 1994 1 Exhibit (i) ---------- Hanover Direct, Inc. 1500 Harbor Boulevard Weehawken, N.J. 07087 201 863 7300 FOR IMMEDIATE RELEASE HANOVER DIRECT REPORTS THIRD QUARTER RESULTS WEEHAWKEN, N.J., OCTOBER 26, 1994 - Hanover Direct, Inc. (AMEX: HNV) today reported net income for the third quarter of 1994 of $.6 million or $.01 per share compared to $2.5 million or $.02 per share for the same period last year. Earnings before interest and taxes for the 1994 quarter were $1.0 million compared to $3.1 million in the same period in 1993. "We are disappointed in the third quarter results," commented Jack E. Rosenfeld, President and CEO. "Like other direct marketers, we prospected heavily to identify new customers prior to the 1995 postal rate increase. Unfortunately, the prospecting program continued to underperform, especially in the non-apparel area, and this increased our selling expenses. As a result, we reduced our prospecting for our fourth quarter catalogs." "Despite the earnings disappointment, we are well positioned towards achieving our long term goals," Mr. Rosenfeld said. "The construction of our new Domestications distribution center in Roanoke, Virginia is almost complete with some operations scheduled to commence in the first quarter of 1995. Our new information system has been introduced at two of our catalogs, with the roll out of the system to the balance of our catalogs scheduled for 1995. In addition, as previously announced, we recently completed an $80 million unsecured revolving credit facility, with $20 million set aside for acquisitions." For the thirty-nine weeks ended October 1, 1994, the Company reported net income of $6.6 million, or $.07 per share, compared to net income of $9.3 million, or $.09 per share, in the 1993 period. Net income applicable to common shareholders increased $0.2 million to $6.5 million from $6.3 million. The Company eliminated $2.9 million of preferred stock dividends as a result of the conversion of two preferred stock issues into common stock in the fourth quarter of 1993. The weighted average number of shares outstanding increased 27% in the 1994 period over the 1993 period. Hanover Direct, Inc. is a leading direct specialty retailer that publishes a portfolio of branded catalogs offering home furnishings, specialty hardlines and apparel. Hanover's titles include Domestications, the nation's leading specialty home textile catalog; Gump's, the well-known San Francisco retailer and a leading upscale catalog marketer of exclusive gifts; The Company Store, an upscale direct marketer of down comforters and other down and related products for the home; Colonial Garden Kitchens, a leading specialty catalog with the largest 12-month buyer 2 list in its category featuring work saving and lifestyle enhancing items for the kitchen and home; and Tweeds, the European inspired women's fashion catalog. The Company also has a licensing arrangement with Sears in which it mails several of its catalogs under the names Showplace, Great Kitchens, Right Touch and Beautiful Style to the 23 million customers of the discontinued Sears big book. Contacts: Wayne Garten Executive Vice President - Chief Financial Officer 201-319-3452 Michael P. Sherman Executive Vice President - Corporate Affairs 201-319-3403 Linda Heinberg Director, Investor Relations 201-319-3491 -5- 3 HANOVER DIRECT, INC. CONSOLIDATED OPERATING SUMMARY (IN THOUSANDS EXCEPT PER SHARE DATA AND NUMBER OF SHARES)
13 Weeks Ended 39 Weeks Ended --------------------------------- ---------------------------------- October 1, September 25, October 1, September 25, 1994 1993 1994 1993 ---------- ------------- ---------- ------------- REVENUES $178,282 $147,890 $542,621 $413,774 ---------- ---------- ---------- ---------- Earnings before interest and taxes 1,039 3,096 9,268 10,792 ---------- ---------- ---------- ---------- Income before income taxes 656 2,137 6,904 8,970 Income tax benefit (provision) (16) 355 (276) 355 ---------- ---------- ---------- ---------- NET INCOME 640 2,492 6,628 9,325 ---------- ---------- ---------- ---------- Preferred stock dividends (41) (1,006) (112) (3,011) ---------- ---------- ---------- ---------- Net income applicable to common shareholders $599 $1,486 $6,516 $6,314 ========== ========== ========== ========== NET INCOME PER SHARE: Net income $0.01 $0.02 $0.07 $0.09 ========== ========== ========== ========== Weighted average shares outstanding: For primary earnings per share 94,931,307 77,202,033 92,744,370 72,930,469 ========== ========== ========== ========== For fully diluted earnings per share 94,931,307 77,202,033 92,744,370 73,807,712 ========== ========== ========== ==========
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