-----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, AH8z8UCjNbLyXmKg21powZRfuhgmaHUKInXbBbRCQ8IbIuVLGJA8CS0uf/gZ9x5X 8q4gku5OgIxZd87Rr2fdBw== 0001047469-99-000403.txt : 19990108 0001047469-99-000403.hdr.sgml : 19990108 ACCESSION NUMBER: 0001047469-99-000403 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981231 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990107 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: 99502082 BUSINESS ADDRESS: STREET 1: 200 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2125920700 MAIL ADDRESS: STREET 1: 200 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 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): December 31, 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.) 200 Madison Avenue, New York, New York 10016 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 592-0700 (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 November 1998, which was filed with the Court and the Trustee on December 31, 1998. Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 Trustee's Report for the Debtor Group for the month of November 1998, which was filed with the Court and the Trustee on December 31, 1998. 2 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: January 5, 1999 By: /s/ Frank Stull ------------------------------------ Frank Stull Duly authorized officer to execute on behalf of Registrant Executive Vice President - Chief Financial Officer 3 EX-99.1 2 TRUSTEE'S REPORT FOR THE DEBTORS GROUP. EXHIBIT 99.1 CONFIDENTIAL ------------ MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES NOVEMBER 1998 FINANCIAL REPORTING PACKAGE NOVEMBER 1998 FINANCIAL REPORTING PACKAGE Contents SCHEDULE PAGE - -------- ---- November 1998 Month - Income Statement 1 - Balance Sheet 2 - Cash Flow Statement 3 November 1998 YTD - Income Statement 4 - Cash Flow Statement 5 MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES NOVEMBER 1998 MONTH INCOME STATEMENT UNAUDITED (in thousands)
ACTUAL ------ Net sales Wholesale $12,427 Retail 3,622 ------- Total 16,049 Cost of sales 10,892 ------- Gross profit 5,157 % 32.1% Operating expenses Design 312 General and administrative 1,692 Advertising 187 Coop - advertising 514 Selling 1,159 Selling - Retail 1,800 Distribution 881 ------- Total 6,545 ------- Income (Loss) before interest and taxes (EBIT) (1,388) Interest expense 409 Reorganization cost 248 ------- Pretax loss (2,045) Taxes 30 ------- Net loss $(2,075) ======= EBIT $(1,388) Depreciation 455 ------- EBITDAR $ (933) =======
(1) MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES BALANCE SHEETS FOR THE PERIODS INDICATED UNAUDITED (in thousands)
AS OF NOVEMBER 24, 1998 ----------------- ACTUAL ------ ASSETS Current assets Cash and cash equivalents $ 6,117 Accounts receivable, net 22,614 Inventories, net 62,667 Other current assets 2,276 Insurance receivable 3,939 --------- Total current assets 97,613 Property, plant & equipment, net 32,377 Other assets 4,558 ========= TOTAL ASSETS $ 134,548 ========= LIABILITIES Current liabilities Liabilities not subject to compromise Current Liabilities: Accounts payable $ 8,919 Accrued expenses 13,673 Cash collateral loan 29,637 Revolver 13,310 --------- Total current liabilities 65,539 Liabilities subject to compromise 215,844 Other liabilities 558 --------- TOTAL LIABILITIES 281,941 --------- EQUITY Stock 5 Paid in capital 40,899 Accumulated deficit (173,178) Year to date loss (15,119) --------- TOTAL DEFICIT (147,393) ========= TOTAL LIABILITIES AND DEFICIT $ 134,548 =========
(2) MAIDENFORM WORLDWIDE, INC. & SUBSIDIARIES NOVEMBER 1998 MONTH STATEMENT OF CASH FLOWS UNAUDITED (in thousands)
ACTUAL ------ OPERATING ACTIVITIES Net loss $(2,075) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 455 Changes in operating assets and liabilities: (Increase) Decrease in accounts receivable (318) Decrease in inventories 1,044 Decrease in prepaid expenses and other assets 179 Increase in insurance receivable (593) Increase in accounts payable, accrued expenses, taxes and sundry liabilities 807 ------- Net cash (used in) provided by operating activities (501) ------- INVESTING ACTIVITIES Additions for Vallodolid expansion (340) Assets lost in Higuey fire, included in insurance receivable above 277 Additions to property, plant and equipment (Net) (325) ------- Net cash used in investing activities (388) ------- FINANCING ACTIVITIES Net borrowings (repayments) under revolving credit loan 2,847 ------- Net cash provided by (used in) financing activities 2,847 ------- Increase in cash 1,958 Cash at beginning of period 4,159 ------- Cash at end of period $ 6,117 =======
(3) MAIDENFORM WORLDWIDE, INC. AND SUBSIDIARIES NOVEMBER 1998 YTD INCOME STATEMENT UNAUDITED (in thousands)
ACTUAL ------ Net sales Wholesale $ 144,531 Retail 47,805 --------- Total 192,336 Cost of sales 131,659 --------- Gross profit 60,677 % 31.5% Operating expenses Design 3,591 General and administrative 16,235 Advertising 1,543 Coop - advertising 4,606 Selling 12,750 Selling - Retail 18,623 Distribution 10,650 --------- Total 67,998 --------- Loss before interest and taxes (EBIT) (7,321) Interest expense 4,794 Reorganization cost 2,552 --------- Pretax loss (14,667) Taxes 452 --------- Net loss $ (15,119) ========= EBIT $ (7,321) Depreciation 4,428 --------- EBITDAR $ (2,893) =========
(4) MAIDENFORM WORLDWIDE, INC. & SUBSIDIARIES NOVEMBER 1998 YTD STATEMENT OF CASH FLOWS UNAUDITED (in thousands)
ACTUAL ------ OPERATING ACTIVITIES Net loss $(15,119) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 4,428 Changes in operating assets and liabilities: Increase in accounts receivable (5,665) Decrease in inventories 7,735 Decrease in prepaid expenses and other assets 1,972 Increase in insurance receivable (3,939) Increase (decrease) in accounts payable, accrued expenses, taxes and sundry liabilities 3,843 -------- Net cash used in operating activities (6,745) -------- INVESTING ACTIVITIES Additions for Vallodolid expansion (908) Assets lost in Higuey fire, included in insurance receivable above 1,008 Additions to property, plant and equipment (Net) (2,759) -------- Net cash used in investing activities (2,659) -------- FINANCING ACTIVITIES Net borrowings under revolving credit loan 8,420 -------- Net cash provided by financing activities 8,420 -------- Decrease in cash (984) Cash and Cash Equivalents at beginning of year 7,101 -------- Cash and Cash Equivalents at end of period $ 6,117 ========
(5)
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