-----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, TutJV5SnSogguFPD80nCMbF/9UqS1w19hXIGNgmJSQp7ijDzFUVgF3uHvn4LcKFP nikF2WPI7pc15fYxaVtRqA== 0000950123-97-004442.txt : 19970520 0000950123-97-004442.hdr.sgml : 19970520 ACCESSION NUMBER: 0000950123-97-004442 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970329 FILED AS OF DATE: 19970515 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: HANOVER DIRECT INC CENTRAL INDEX KEY: 0000320333 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 138053260 STATE OF INCORPORATION: NV FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08056 FILM NUMBER: 97609731 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 10-Q/A 1 HANOVER DIRECT, INC. 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A1 AMENDMENT TO QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended MARCH 29, 1997 Commission file number 1-12082 HANOVER DIRECT, INC. (Exact name of registrant as specified in its charter) DELAWARE 13-0853260 (State of incorporation) (IRS Employer Identification No.) 1500 HARBOR BOULEVARD, WEEHAWKEN, NEW JERSEY 07087 (Address of principal executive offices) (Zip Code) (201) 863-7300 (Telephone number) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO Common stock, par value $.66 2/3 per share: 144,371,983 shares outstanding as of May 8, 1997. 2 Explanatory Note This Form 10 - Q/A1 is being filed by Hanover Direct, Inc., a Delaware corporation (the "Company"), as an amendment to its Quarterly Report on Form 10 - - Q for the fiscal quarter ended March 29, 1997, filed May 13, 1997 (the "March 29 10 - Q"), to (1) change from current to noncurrent the classification of certain liabilities at March 29, 1997 as reclassified in the Company's Condensed Consolidated Balance Sheets at March 29, 1997 contained in Part I, Item 1 of such Report and (2) change the amount of working capital and the current ratio at March 29, 1997 to reflect such reclassification contained in Part I, Item 2 of such Report. 3 The following page of the Company's Condensed Consolidated Balance Sheets is substituted for the identical page in the March 29 10 - Q. HANOVER DIRECT, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED) DECEMBER 28, 1996 AND MARCH 29, 1997 (UNAUDITED) (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)
DECEMBER 28, MARCH 29, 1996 1997 --------- --------- LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Current portion of long-term debt and capital lease obligations $ 11,452 $ 10,979 Accounts payable 79,587 59,657 Accrued liabilities 37,782 35,379 Customer prepayments and credits 4,717 3,706 --------- --------- Total Current Liabilities 133,538 109,721 --------- --------- Noncurrent Liabilities: Long-term debt 53,255 61,973 Obligations under receivable financing -- 24,723 Capital lease obligations 482 361 Other 1,812 1,543 --------- --------- Total Noncurrent Liabilities 55,549 88,600 --------- --------- Total Liabilities 189,087 198,321 --------- --------- Commitments and Contingencies Shareholders' Equity: Series B Preferred Stock, convertible, $.01 par value, authorized and issued 634,900 shares in 1996 and 1997 5,748 5,795 Common Stock, $.66 2/3 par value, authorized 225,000,000 shares; issued 145,039,915 shares in 1996 and 1997 96,693 96,693 Capital in excess of par value 270,097 270,007 Accumulated deficit (336,586) (343,255) --------- --------- 35,952 29,240 Less: Treasury stock, at cost (392,017 shares in 1996 and 1997) (813) (813) Notes receivable from sale of Common Stock (3,399) (3,414) --------- --------- Total Shareholders' Equity 31,740 25,013 --------- --------- Total Liabilities and Shareholders' Equity $ 220,827 $ 223,334 ========= =========
See Notes to Condensed Consolidated Financial Statements. 4 The following paragraph is substituted for the first paragraph under the caption "Liquidity and Capital Resources" contained in Item 2, Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations contained in the March 29 10 - Q. Liquidity and Capital Resources Working Capital. At March 29, 1997, the Company had $1.5 million in cash and cash equivalents, compared to $5.2 million at December 28, 1996. Working capital and the current ratio were $28.4 million and 1.26 to 1 at March 29, 1997 versus ($1.5) million and .99 to 1 at December 28, 1996. The $11.2 million of cash used in operations in the first thirteen weeks of 1997 was primarily used to fund operating losses, reduce accounts payable and to fund a seasonal increase in prepaid catalog costs. The cash used in operations was provided by reductions in accounts receivable and inventory and through additional borrowings under the Credit Facility. 5 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. HANOVER DIRECT, INC. Registrant By: /s/ Larry J. Svoboda -------------------------------------------------------------------- Larry J. Svoboda Senior Vice-President and Chief Financial Officer (on behalf of the Registrant and as principal financial officer) May 15, 1997 -----END PRIVACY-ENHANCED MESSAGE-----