-----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, Na6R2nx3la23mJSZtqnUqXVETYsZfraXEW/hnBX/jUNSUVM7B1b5e999oqGL4t++ Vbeh2O0f7CTJcAW4WEGqAw== 0000085149-95-000037.txt : 19951229 0000085149-95-000037.hdr.sgml : 19951229 ACCESSION NUMBER: 0000085149-95-000037 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19951202 ITEM INFORMATION: Changes in control of registrant FILED AS OF DATE: 19951228 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROSES STORES INC CENTRAL INDEX KEY: 0000085149 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] IRS NUMBER: 560382475 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-00631 FILM NUMBER: 95604835 BUSINESS ADDRESS: STREET 1: PO DRAWER 947 STREET 2: 218 S GARNETT ST CITY: HENDERSON STATE: NC ZIP: 27536 BUSINESS PHONE: 9194302600 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 2, 1995 ROSE'S STORES, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 0-631 56-0382475 (Commission File Number) (IRS Employer Identification No.) 218 S. Garnett Street Henderson, North Carolina 27536 (Address of principal executive offices) (Zip Code) (919) 430-2600 (Registrant's telephone number, including area code) PAGE Item 5: OTHER EVENTS Beginning December 28, 1995, the Company will distribute to its banks and other lenders, principal trade vendors and factors, the monthly and year-to- date financial results and other financial data for the period ended December 2, 1995 (fiscal November), together with projected financial information for similar periods as contained in the Company's revised plan for the year ending January 27, 1996 (the "Revised Plan"). Such financial results are attached hereto as Exhibit 20, and are incorporated by reference herein. Such financial monthly results and other financial data and information concerning the Revised Plan are being reported publicly solely because they are being distributed to a large number of the Company's principal trade vendors, banks, and other lenders and factors to facilitate their credit analyses. These results should not be relied upon for any other purpose and should be read in conjunction with the Company's Form 10-K for fiscal 1994 and Forms 10-Q for the first quarter, second quarter, and third quarter of 1995. Although the Company is publicly reporting its monthly results during fiscal 1995, the Company does not believe it is obligated to provide such information indefinitely and may cease making such disclosures and updates at any time. Moreover, the Company does not believe that it is obligated to update monthly results to reflect subsequent events or developments. For information concerning the Revised Plan, including the limitations thereof and certain assumptions made in its formulation, reference is made to the Company's Current Report on Form 8-K, dated September 2, 1995. Item 7: PROJECTIONS, FINANCIAL STATEMENTS Exhibit: 20 Unaudited financial results for the five weeks and 44 weeks ended December 2, 1995 (fiscal November) 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. ROSE'S STORES, INC. Date: December 28, 1995 By:/s/ Jeanette R. Peters Jeanette R. Peters Senior Vice President Chief Financial Officer PAGE Exhibit 20 Page 1 of 4 ROSE'S STORES, INC. NOVEMBER INCOME STATEMENTS (Amounts in 000's)
1995 1995 | 1994 NOVEMBER NOVEMBER | NOVEMBER ACTUAL REV. PLAN| ACTUAL | Gross Sales 85,206 86,894 | 89,912 Less: Lease department sales 2,346 2,738 | 2,845 Net Sales 82,860 84,156 | 87,067 | FIFO Gross Margin 20,357 22,377 | 21,822 % to Sales 24.57% 26.59% | 25.06% | Leased Department Income 596 608 | 628 SG&A 15,206 15,865 | 14,452 _________________________________________________________________________________________ EBITDA - PRE-LIFO 5,747 7,120 | 7,998 _________________________________________________________________________________________ Depreciation & Amortization Expense (Benefit) (332) (324) | 721 Interest Expense 794 878 | 456 LIFO Expense (Benefit) - - | (344) Reorganization Costs (Benefit) - - | 1,769 Non-cash Income Tax Expense (Benefit) 1,679 1,994 | - ________________________________________________________________________________________ NET INCOME (LOSS) 3,606 4,572 | 5,396 ________________________________________________________________________________________ Note (1): The Company currently operates 105 stores compared to 113 last year. Note (2): Beginning in May, 1995, the income statements reflect the application of Fresh Start accounting as described in the Company's quarterly report on Form 10-Q, dated April 29, 1995, and are therefore not comparable to the prior year.
PAGE Exhibit 20 Page 2 of 4 ROSE'S STORES, INC. NOVEMBER YTD INCOME STATEMENTS (Amounts in 000's)
1995 1995 | 1994 NOVEMBER NOVEMBER | NOVEMBER YTD YTD | YTD ACTUAL REV. PLAN| ACTUAL | Gross Sales 576,038 577,854 | 618,257 Less: Lease department sales 18,222 18,931 | 20,815 Net Sales 557,816 558,923 | 597,442 | FIFO Gross Margin 135,740 138,123 | 146,709 % to Sales 24.33% 24.71% | 24.56% | Leased Department Income 4,028 4,040 | 4,326 SG&A 130,145 131,346 | 133,352 ____________________________________________________________________________________________ EBITDA - PRE-LIFO 9,623 10,817 | 17,683 ____________________________________________________________________________________________ Depreciation & Amortization Expense (Benefit) (167) (37) | 7,829 Interest Expense 5,194 5,429 | 5,381 LIFO Expense (Benefit) (364) (364) | (2,423) Reorganization Costs (69,644) (69,644) | 56,515 Non-cash Income Tax Expense (Benefit) 1,679 1,994 | - ____________________________________________________________________________________________ NET INCOME (LOSS) 72,925 73,439 | (49,619) ____________________________________________________________________________________________ Note (1): The Company currently operates 105 stores compared to 113 last year. Note (2): Beginning in May 1995, the income statements reflect the application of Fresh Start accounting as described in the Company's quarterly report on Form 10-Q, dated April 29, 1995, and are therefore not comparable to the prior year. If the Company had emerged from Chapter 11 at the beginning of the year, the application of Fresh Start accounting would have resulted in year-to-date net income on a pro forma basis of approximately $3,832. Note (3): Reorganization costs for 1995 include a gain on debt discharge of $90,924. Reorganization costs for 1994 include a $43,000 provision to close 59 stores in the second quarter of 1994.
PAGE Exhibit 20 Page 3 of 4 ROSE'S STORES, INC. BALANCE SHEETS (Amounts in 000's)
1995 1995 | 1994 NOVEMBER NOVEMBER | NOVEMBER ACTUAL REV. PLAN| ACTUAL ASSETS | CASH 748 3,000 | 3,563 INVENTORIES 191,466 194,897 | 159,857 OTHER CURRENT ASSETS 20,667 22,575 | 34,764 _______ _______ | ______ TOTAL CURRENT ASSETS 212,881 220,472 | 198,184 | NET PROPERTY 4,476 4,662 | 35,746 | LONG TERM ASSETS - - | 6,719 | TOTAL ASSETS 217,357 225,134 | 240,649 ======= ======= | ======= | LIABILITIES & EQUITY | ACCOUNTS PAYABLE 34,398 37,609 | 37,523 SHORT-TERM DEBT 71,821 76,995 | 29,615 OTHER CURRENT LIABILITIES 26,004 21,581 | 31,746 _______ _______ | _______ TOTAL CURRENT LIABILITIES 132,223 136,185 | 98,884 | PRE-PETITION CLAIMS - - | 166,241 EXCESS OF ASSETS OVER VALUE 38,730 42,051 | - OTHER LIABILITIES 5,900 5,597 | 6,920 DEFERRED INCOME 1,086 1,054 | 2,127 STOCKHOLDERS' EQUITY (DEFICIT) 39,418 40,247 | (33,523) | TOTAL DEBT & EQUITY 217,357 225,134 | 240,649 ======= ======= | ======= Note (1): The 1995 balance sheets reflect the application of Fresh Start accounting as described in the Company's quarterly report on Form 10-Q, dated April 29, 1995, and are therefore not comparable to the prior year. Note (2): The 1995 actual and planned inventories are for 106 stores. The 1994 inventories are for 113 stores and include a reserve for LIFO that was written off as part of Fresh Start accounting.
PAGE Exhibit 20 Page 4 of 4 ROSE'S STORES, INC. NOVEMBER YTD CHANGES IN CASH (Amounts in 000's)
1995 1995 | 1994 NOVEMBER NOVEMBER | NOVEMBER YTD YTD | YTD ACTUAL REV. PLAN| ACTUAL | Net earnings (loss) 72,925 73,439 | (49,619) Closed store provision - - | 43,000 Non-cash income tax expense (benefit) 1,679 1,994 | - Non-cash fresh start adjustments (73,491) (73,491) | - Other (542) (404) | 5,128 _______ _______ | _______ CASH PROVIDED (USED) BY OPERATIONS | BEFORE ASSET & LIABILITY CHANGES 571 1,538 | (1,491) | (Inc.) dec. in Inventories (46,628) (50,059) | 45,716 Inc. (dec.) in Accounts Payable 11,117 14,328 | (1,277) All other (15,956) (16,569) | (21,228) _______ _______ | _______ CASH PROVIDED (USED) BY OPERATIONS (50,896) (50,762) | 21,720 | INVESTING ACTIVITIES (4,663) (4,986) | (712) | FINANCING ACTIVITIES | Proceeds (payments) of pre-petition claims (30,249) (30,163) | (57,240) Proceeds (payments) of short-term debt 71,221 76,395 | 29,615 Capital lease payments (566) (574) | (1,775) Other 14,551 11,740 | - _______ _______ | _______ CASH PROVIDED (USED) BY FINANCING 54,957 57,398 | (29,400) | (DECREASE) INCREASE IN CASH (602) 1,650 | (8,392) ======== ======== | ======== Note (1): Beginning in May, 1995, the cash flows reflect the application of Fresh Start accounting as described in the Company's quarterly report on Form 10-Q, dated April 29, 1995, and are therefore not comparable to the periods prior to May, 1995.
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