-----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, Fhg1Qxcg02OFL20ciX89f1+yyQnDn2R5EXep5jjFJ+vXmfBqNjycO7pn+mCwGCEP fAMVqMYjZBRyIexnrbZFmQ== 0001047469-98-009752.txt : 19980317 0001047469-98-009752.hdr.sgml : 19980317 ACCESSION NUMBER: 0001047469-98-009752 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980304 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980313 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NCC INDUSTRIES INC CENTRAL INDEX KEY: 0000070855 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', CHILDREN'S & INFANTS' UNDERGARMENTS [2340] IRS NUMBER: 620643336 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-03305 FILM NUMBER: 98565081 BUSINESS ADDRESS: STREET 1: 165 MAIN ST CITY: CORTLAND STATE: NY ZIP: 13045 BUSINESS PHONE: 6077562841 MAIL ADDRESS: STREET 1: JOHN E DAILEY STREET 2: 165 MAIN STREET CITY: CORTLAND STATE: NY ZIP: 13045 FORMER COMPANY: FORMER CONFORMED NAME: NCC LEASING INC DATE OF NAME CHANGE: 19701102 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL CREDIT CORP DATE OF NAME CHANGE: 19681126 8-K 1 FORM 8-K 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): March 4, 1998 NCC INDUSTRIES, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 0-3305 62-0643336 (Commission File Number) (I.R.S. Employer Identification No.) 475 Park Avenue South, New York, New York 10016 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 685-1555 Not Applicable (Former name or former address if changed since last report) Item 5. Other Events. On July 22, 1997, Registrant, along with its 92.8% parent company, Maidenform, Inc. ("Maidenform") and Maidenform's 100% parent company, Maidenform Worldwide, Inc. (collectively, with Maidenform and the Registrant, the "Debtor Group"), filed voluntary petitions for bankruptcy under Chapter 11 of the Federal Bankruptcy Code in the United States District Court for the Southern District of New York (the "Court"). In accordance with Securities Exchange Act Release No. 9660 (June 30, 1972), Rule 12b-21 under the Securities Exchange Act of 1934 (the "Exchange Act"), and the Securities and Exchange Commission's related no-action correspondence, Registrant is herewith filing copies of the Debtor Group's consolidated monthly financial report (the "Trustee's Report") filed with the Court and the United States Trustee (the "Trustee") in accordance with Bankruptcy Rule 2015 and the Trustee's "Operating Guidelines and Financial Reporting Requirements" in lieu of quarterly and annual reports under Section 13(a) of the Exchange Act. Accordingly, attached to this Current Report as Exhibit 99.1 is a copy of the Trustee's Report for the Debtor Group for the month of January 1998 which was filed with the Trustee and the Court on March 4, 1998 and March 5, 1998, respectively. On an unrelated matter, Registrant appointed Paul Mischinski as new Chief Executive Officer of Registrant and the other members of the Debtor Group, effective as of March 9, 1998. Registrant hereby incorporates by reference the description of the matters set forth in its press release dated March 5, 1998 (such press release being Exhibit 99.2 attached hereto). Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 Trustee's Report for the Debtor Group for the month of January 1998, which was filed with the Trustee and the Court on March 4, 1998 and March 5, 1998, respectively. 99.2 Press Release of Registrant dated March 5, 1998 SIGNATURES Pursuant to the requirements of the Exchange Act, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. NCC INDUSTRIES, INC. Dated: March 11, 1998 By: /s/ Frank Stull ----------------------------------- Frank Stull Duly authorized officer to execute on behalf of Registrant Executive Vice President Chief Financial Officer EX-99.1 2 FINANCIAL REPORTING PACKAGE EXHIBIT 99.1 CONFIDENTIAL ------------ MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES JANUARY 1998 FINANCIAL REPORTING PACKAGE JANUARY 1998 FINANCIAL REPORTING PACKAGE CONTENTS Schedule Page - -------- ---- January 1998 - Income Statement 1 - Balance Sheet 2 - Cash Flow Statement 3 MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES JANUARY 1998 INCOME STATEMENT (in thousands) ACTUAL ------ Net sales $ 11,301 Cost of sales 8,872 --------- Gross profit 2,429 % 21.5% Operating expenses Design 289 General and administrative 1,087 Advertising 406 Selling 2,474 Distribution 938 --------- Total 5,194 --------- Loss before interest and taxes (EBIT) (2,765) Interest expense 321 Reorganization cost 498 Other 135 --------- Pretax loss (3,719) Taxes 19 --------- Net loss $ (3,738) --------- --------- EBIT (2,765) Depreciation 439 --------- EBITDAR (2,326) Per covenant $ (2,700) --------- --------- (1) MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES PRELIMINARY BALANCE SHEETS FOR THE PERIODS INDICATED (in thousands) JANUARY 1998 ------------ ACTUAL ------ ASSETS Current assets Cash and cash equivalents $ 5,354 Accounts receivable, net 16,172 Inventories, net 74,881 Other current assets 10,377 --------- Total current assets 106,784 --------- --------- Property, plant & equipment, net 35,409 Other assets 49,174 --------- TOTAL ASSETS $ 191,367 --------- --------- LIABILITIES Current liabilities Liabilities not subject to compromise Current Liabilities: Accounts payable $ 8,119 Accrued expenses 27,669 Revolver 5,208 --------- Total current liabilities 40,996 Liabilities subject to compromise 242,556 Other liabilities 2,464 --------- TOTAL LIABILITIES 286,016 --------- EQUITY Stock 5 Paid in capital 40,899 Accumulated deficit (129,738) Year to date loss (3,738) Minimum pension liability adj. (2,077) --------- Total deficit (94,649) --------- TOTAL LIABILITIES AND DEFICIT $ 191,367 --------- --------- (2) MAIDENFORM WORLDWIDE, INC. & SUBSIDIARIES JANUARY 1998 STATEMENT OF CASH FLOWS (in thousands) ACTUAL ------ OPERATING ACTIVITIES Net loss $ (3,738) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 439 Pension expense 100 Minority interest in loss of subsidiary 35 Provisions for accounts receivable allowances 112 Changes in operating assets and liabilities: Decrease in accounts receivable 1,764 Increase in inventories (2,597) Increase in prepaid expenses and other assets (320) Increase in accounts payable, accrued expenses, taxes and sundry liabilities 2,942 --------- Net cash used in operating activities (1,263) --------- INVESTING ACTIVITIES Additions to property, plant and equipment, net (21) --------- Net cash used in investing activities (21) --------- FINANCING ACTIVITIES Net borrowings under revolving credit loan 317 --------- Net cash provided by financing activities 317 --------- Decrease in cash (967) Cash and cash equivalents at beginning of year 6,321 --------- Cash and cash equivalents at end of period $ 5,354 --------- --------- (3) EX-99.2 3 PRESS RELEASE EXHIBIT 99.2 MAIDENFORM, INC. MAIDENFORM APPOINTS PAUL MISCHINSKI AS NEW CHIEF EXECUTIVE Experienced Industry Leader to Build on Operational, Financial Improvements; Priority Goal to Leverage Outstanding Maidenform Brand Portfolio New York, NY, March 5, 1998 -- Maidenform Worldwide, Inc. announced today that Paul Mischinski, 43, will assume the position of Chief Executive Officer of the company, effective immediately. Mr. Mischinski will also serve as CEO of NCC Industries, Inc. [OTC: NCCD]. NCC is 92.8% owned by Maidenform, Inc. Mr. Mischinski, who was elected to the Board of Directors of Maidenform in December, 1997, is a veteran executive of the intimate apparel industry. He has extensive experience in a wide range of marketing, manufacturing, and senior management positions, including Chief Executive Officer of Bali Company. Mr. Mischinski succeeds Ted Stenger, a Principal with Jay Alix & Associates who has served as interim Maidenform CEO and Director since November, 1997. Mr. Stenger will remain on Maidenform's Board of Directors and will continue his contributions to the company's ongoing financial and operational restructuring program. James A. Williams, Chairman of the Board of Directors of Maidenform, Inc., said "Paul Mischinski brings an exceptional record of operational success in the intimate apparel industry as well as superb financial acumen to Maidenform. During more than fifteen years in the intimate apparel industry, Paul has played key roles in developing, manufacturing and marketing some of the leading products in our business." Ted Stenger added, "As I have witnessed first-hand since he joined our Board of Directors last year, Paul brings a genuine passion to his work and a proven ability to inspire those around him. Paul is the ideal leader to complete our operational restructuring, reestablish our market share and deliver long-term profitability." Paul Mischinski said, "I am very excited to be joining Maidenform at this key juncture in the company's history. I believe that Ted Stenger and the management team have done an outstanding job of stabilizing the organization, identifying and addressing key operational and financial issues, and positioning Maidenform for a return to profitability and growth. I look forward to working with the Maidenform team to accomplish our business objectives. Our priority objectives, beginning immediately, include: - Continuing to improve on our commitment to consistently deliver exciting, quality product to our retail partners; - Leveraging our wonderful brand portfolio to rebuild market share; and - Intensifying cost and process improvements currently in process." Mr. Mischinski most recently was President of Phoenix Partners, an investment partnership based in Winston-Salem, North Carolina. Previously, he was President and Chief Executive Officer of Bali Company, a manufacturer and marketer of intimate apparel under the Bali, WonderBra, Hanes Her Way, Just My Size and other brands. Mr. Mischinski also served in a wide range of management positions as an executive of the Playtex Apparel unit of the Sara Lee Corporation. He is a graduate of Bucknell University and earned his MBA from Wharton Business School, University of Pennsylvania. Maidenform is one of the largest privately-owned manufacturers of women's intimate apparel in the United States and in the world. # # # Contact: Don Nathan 212-484-7782 -----END PRIVACY-ENHANCED MESSAGE-----