-----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, UAItYcw227kRfJehgBfAzrwTTeYAQQBTlt28jOZJwRAz7Gg70KBiO2/TSXrFXuEk BvaexrgLQcfuNs81sO15OA== /in/edgar/work/20000816/0000891092-00-000722/0000891092-00-000722.txt : 20000922 0000891092-00-000722.hdr.sgml : 20000922 ACCESSION NUMBER: 0000891092-00-000722 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000531 FILED AS OF DATE: 20000816 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NANTUCKET INDUSTRIES INC CENTRAL INDEX KEY: 0000069623 STANDARD INDUSTRIAL CLASSIFICATION: [2320 ] IRS NUMBER: 580962699 STATE OF INCORPORATION: DE FISCAL YEAR END: 0225 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 033-08955 FILM NUMBER: 704142 BUSINESS ADDRESS: STREET 1: 510 BROADHOLLOW RD STREET 2: STE 300 CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 9178530475 MAIL ADDRESS: STREET 1: 73 FIFTHA VENUE SUITE 6A CITY: NEW YORK STATE: NY ZIP: 10003 FORMER COMPANY: FORMER CONFORMED NAME: NANTUCKET LINGERIE INC DATE OF NAME CHANGE: 19690715 10-Q/A 1 0001.txt AMENDMENT TO FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) [X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended May 31, 2000 [ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-8509 NANTUCKET INDUSTRIES, INC. (Exact Name of Issuer as Specified in Its Charter) Delaware 58-0962699 (State or other jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 73 Fifth Avenue, Suite 6A, New York, NY 10003 (Address of Principal executive offices) (917) 853-0475 (Issuer's telephone number, including area code) ---------- (Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report Check whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the issuer was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes X No___ APPLICABLE ONLY TO CORPORATE ISSUERS As of July 15, 2000, the Registrant had outstanding 3,238,796 shares of common stock not including 3,052 shares classified as Treasury Stock. 1 Nantucket Industries, Inc. (Debtor-in-Possession) ---------- TABLE OF CONTENTS PART I Item 1 - Financial Information (unaudited) Page ---- Nantucket Industries, Inc. and Subsidiaries Consolidated Balance Sheet as of May 31, 2000.............................................. 3 Consolidated Statements of Operations for the three month periods ended May 31, 2000 and May 29, 1999........................4 Consolidated Statements of Cash Flows for the three-month periods ended May 31, 2000 and May 29, 1999........................5 Notes to Financial Statements..................................6 The financial statements are unaudited. However, the management of the issuer believes that all necessary adjustments (which include only normal recurring adjustments) have been reflected to present fairly the financial position of registrant at May 31, 2000 and the results of its operations and changes in its financial position for the three month periods ended May 31, 2000 and May 29, 1999. 2 Nantucket Industries, Inc. and Subsidiaries (Debtor-in-Possession) CONSOLIDATED BALANCE SHEETS (unaudited)
May 31, February 27, 2000 2000 ------------- ------------ (unaudited) (1) Assets CURRENT ASSETS Cash $ 1,452 $ 1,452 Accounts receivable Inventories Other current assets 20,331 20,331 ------------- ------------ Total current assets 21,783 21,783 ------------- ------------ Property, plant and equipment, net 0 0 Other assets, net 0 0 ------------- ------------ $ 21,783 $ 21,783 ============= ============ LIABILITIES AND STOCKHOLDERS' DEFICIT CURRENT LIABILITIES Convertible subordinated debentures $ 826,825 $ 826,825 Current portion of capital lease obligations 93,070 93,070 Accounts payable 244,764 244,764 Accrued salaries and employee benefits 11,031 11,031 Accrued unusual charge 77,083 77,083 Accrued expenses and other liabilities 129,515 129,515 Accrued royalties 319,048 319,048 ------------- ------------ Total current liabilities 1,701,356 1,701,356 CAPITAL LEASE OBLIGATIONS, NET OF CURRENT PORTION 0 0 1,701,356 1,701,356 ------------- ------------ COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY Preferred stock, $.10 par value; 500,000 shares authorized, of which 5,000 shares have been designated as non-voting with liquidating preference of $200 per share and are issued and outstanding 500 500 Common stock, $.10 par value; authorized 20,000,000 shares; issued 3,241,848 324,185 324,185 Additional paid-in capital 12,539,503 12,539,503 Deferred issuance cost (61,069) (61,069) Accumulated deficit (14,462,755) (14,462,755) ------------- ------------ (1,659,636) (1,659,636) Less 3,052 shares of common stock held in treasury, at cost 19,937 19,937 ------------- ----------- (1,679,573) (1,679,573) ------------- ------------ $ 21,783 $ 21,783 ============= ============
(1) Derived from audited financial statements. The accompanying notes are an integral part of these statements. 3 Nantucket Industries, Inc. and Subsidiaries (Debtor-in-Possession) CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) May 31, May 29, 2000 1999 ----------- ---------- Net sales $ 0 $2,182,275 Cost of sales 0 1,496,609 ----------- ---------- Gross profit 0 685,666 ----------- ---------- Selling, general and administrative expenses 0 658,825 ----------- ---------- Operating (loss) profit 0 26,841 ----------- ---------- Other income 0 0 Interest expense 0 (95,592) ----------- ---------- Net income (loss) 0 (68,751) ----------- ---------- Net income (loss) per share - basic and diluted (0.02) ----------- ---------- Weighted average common shares outstanding 3,238,796 3,238,796 =========== ========== The accompanying notes are an integral part of these statements. 4 Nantucket Industries, Inc. and Subsidiaries (Debtor-in-Possession) Consolidated Statements of Cash Flows (unaudited)
Thirteen Weeks Ended ------------------------------ May 31, May 29, 2000 1999 -------- ------- Cash flows from operating activities: Net (loss) earnings $ 0 $ (68,751) Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation and amortization 0 58,453 Provision for doubtful accounts 0 7,489 Gain on sale of fixed assets 0 0 Provision for obsolete and slow-moving inventory 0 0 (Increase) decrease in assets Accounts receivable 0 (819,214) Inventories 0 378,109 Other current assets 0 (66,492) Increase (decrease) in liabilities Accounts payable 0 197,843 Accrued expenses and other liabilities 0 (81,671) Accrued unusual charge 0 (8,333) -------- -------- Net cash (used in) provided by operating activities 0 (402,567) -------- -------- Cash flows from investing activities (Additions) removals to property, plant and equipment 0 (5,186) Proceeds from sale of fixed assets 0 0 Decrease in other assets 0 0 -------- -------- Net cash used in investing activities 0 (5,186) -------- -------- Cash flows from financing activities Repayments under line of credit agreement, net 0 0 Payments of capital lease obligations 0 (13,671) Repayments of long-term debt 0 0 -------- -------- Net cash used in financing activities 0 (13,671) -------- -------- NET (DECREASE) INCREASE IN CASH 0 (421,424) Cash at beginning of period 0 622,268 -------- -------- Cash at end of period $ 0 $200,844 ======== ======== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period: Interest $ 0 $ 3,119 ======== ======== Income taxes $ 0 $0 ======== ========
The accompanying notes are an integral part of these statements. 5 NANTUCKET INDUSTRIES, INC.AND SUBSIDIARIES ------------------------------------------ NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ------------------------------------------ THIRTEEN WEEKS ENDED MAY 31, 2000 AND MAY 29, 1999 -------------------------------------------------- (unaudited) The following notes to the consolidated financial statements should be read in light of the following: As a result of the following, all information which appears in the financial statements included in this report, is purely historical and will have no impact on future operations and results, if any. For an explanation of the Company's historical accounting policies and data, reference is made to the Notes to the Financial Statements included in the Company's annual report on Form 10-K for the fiscal year ended February 27, 2000. The Company experienced significant losses from operations in recent years which resulted in severe cash flow deficiencies. As a result of such losses and the Company's inability to raise financing to continue operations, it became insolvent and, finally, it terminated all business operations in October 1999. On March 3, 2000, the Company filed a Voluntary Petition under Chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York. The goal of the projected reorganization will be for the Company and each of its subsidiaries to be merged with, or to acquire the assets or the capital stock of, existing businesses, or to effect similar business combinations. No assurance can be given that this goal will be achieved. Management will have sole discretion to determine which businesses, if any, may be merged or acquired, as well as the terms of any merger or acquisition. The Plan of Reorganization and the Disclosure Statement, which Management intends to file with the Bankruptcy Court, will propose that the Company acquire, in a "reverse acquisition", Accutone Inc., a Delaware Corporation ("Accutone") controlled by John H. Treglia, the Company's current president. In a "reverse acquisition", the shareholders of the company which is acquired (in this case, Accutone) will end up owning the preponderance of the issued and outstanding capital stock of the company which was the acquirer (in this case, Nantucket Industries, Inc.). Before it can be put into effect, the proposed Plan of Reorganization will have to be approved by the Company's creditors, confirmed by the Bankruptcy Court, and not objected to after the fact by the court-appointed Trustee for the Creditors. A hearing before the Bankruptcy Court with respect to the aforesaid is currently scheduled for September 7, 2000. Management is completely unable to predict or to even venture an opinion as to whether all such required approvals and confirmations will be forthcoming. As a result, no prediction can be made with respect to whether the reverse acquisition of Accutone by the Company will ever take place. If it should occur, such acquisition would not be considered to be an arm's length transaction. While any transaction between the Company and any of its affiliates could present management with a conflict of interest, it is the intention of management that if such transaction should occur, the 6 terms thereof will be no less beneficial to the Company than if such transaction had been effected on an arms length basis. If a Plan of Reorganization is not confirmed by the Bankruptcy Court, or is confirmed, but management is not able to successfully complete a merger or acquisition, the Company will cease to exist. 7 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized. NANTUCKET INDUSTRIES, INC. Date: August 15, 2000 By /s/ John H. Treglia -------------------------------------- John H. Treglia, President, Secretary and CFO Date: August 15, 2000 By /s/ Marsha C. Ellis -------------------------------------- Marsha C. Ellis, Treasurer and Chief Accounting Officer 8 -----END PRIVACY-ENHANCED MESSAGE-----