-----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, Az0qAPdmy2IWFZ+iSQrHE7Ct5ivGis3t19S01W6Ai1H1Q6atH+2NzFS/EqgQ6vZN KkEAmj42jRjH1jgqIRUnHQ== 0000893220-00-001389.txt : 20001212 0000893220-00-001389.hdr.sgml : 20001212 ACCESSION NUMBER: 0000893220-00-001389 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001028 FILED AS OF DATE: 20001211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BON TON STORES INC CENTRAL INDEX KEY: 0000878079 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 232835229 STATE OF INCORPORATION: PA FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-19517 FILM NUMBER: 786705 BUSINESS ADDRESS: STREET 1: 2801 E MARKET ST CITY: YORK STATE: PA ZIP: 17402-2406 BUSINESS PHONE: 7177577660 MAIL ADDRESS: STREET 1: P O BOX 2821 CITY: YORK STATE: PA ZIP: 17405-2821 10-Q 1 w43238e10-q.txt FORM 10-Q FOR THE BON-TON STORES, INC. 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter ended October 28, 2000 Commission File Number 0-19517 THE BON-TON STORES, INC. 2801 EAST MARKET STREET YORK, PENNSYLVANIA 17402 (717) 757-7660 INCORPORATED IN PENNSYLVANIA IRS NO. 23-2835229 --------------------- 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, and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------ ------ As of November 24, 2000 there were 12,226,769 shares of Common Stock, $0.01 par value, and 2,989,853 shares of Class A Common Stock, $0.01 par value, outstanding. 2 PART I: FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS THE BON-TON STORES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
October 28, January 29, (In thousands except share and per share data) 2000 2000 - ---------------------------------------------- ---- ---- (Unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 12,682 $ 10,807 Trade and other accounts receivable, net of allowance for doubtful accounts of $2,751 and $3,167 at October 28, 2000 and January 29, 2000, respectively 27,246 27,782 Merchandise inventories 258,379 203,489 Prepaid expenses and other current assets 14,490 12,371 Deferred income taxes 623 1,926 --------- --------- Total current assets 313,420 256,375 --------- --------- PROPERTY, FIXTURES AND EQUIPMENT AT COST, less accumulated depreciation and amortization 149,761 144,715 OTHER ASSETS 15,216 16,402 --------- --------- TOTAL ASSETS $ 478,397 $ 417,492 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 92,023 $ 67,353 Accrued payroll and benefits 7,374 10,016 Accrued expenses 17,255 26,262 Current portion of long-term debt 6,607 682 Current portion of obligations under capital leases 469 442 Income taxes payable -- 9,832 --------- --------- Total current liabilities 123,728 114,587 --------- --------- LONG-TERM DEBT, LESS CURRENT MATURITIES 162,926 106,247 OBLIGATIONS UNDER CAPITAL LEASES, LESS CURRENT MATURITIES 1,077 1,431 DEFERRED INCOME TAXES 517 1,362 OTHER LONG-TERM LIABILITIES 8,447 3,174 --------- --------- TOTAL LIABILITIES 296,695 226,801 --------- --------- COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY Common Stock - authorized 40,000,000 shares at $0.01 par value; issued and outstanding shares of 12,226,769 and 12,276,860 at October 28, 2000 and January 29, 2000, respectively 122 123 Class A Common Stock - authorized 20,000,000 shares at $0.01 par value; issued and outstanding shares of 2,989,853 at October 28, 2000 and January 29, 2000 30 30 Additional paid-in-capital 106,891 108,083 Deferred compensation (375) (2,172) Retained earnings 75,034 84,627 --------- --------- TOTAL SHAREHOLDERS' EQUITY 181,702 190,691 --------- --------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 478,397 $ 417,492 ========= =========
The accompanying notes are an integral part of these consolidated statements. 2 3 THE BON-TON STORES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS
THIRTEEN THIRTY-NINE WEEKS ENDED WEEKS ENDED ----------- ----------- (In thousands except per share data) October 28, October 30, October 28, October 30, (Unaudited) 2000 1999 2000 1999 - ----------- ---- ---- ---- ---- NET SALES $ 174,924 $ 168,474 $ 483,405 $ 460,322 OTHER INCOME, NET 468 477 1,579 1,515 --------- --------- --------- --------- 175,392 168,951 484,984 461,837 --------- --------- --------- --------- COSTS AND EXPENSES: Costs of merchandise sold 110,178 106,469 308,777 292,378 Selling, general and administrative 56,010 59,950 164,210 161,821 Depreciation and amortization 4,677 4,194 12,919 10,595 Unusual expense -- -- 6,485 -- --------- --------- --------- --------- INCOME (LOSS) FROM OPERATIONS 4,527 (1,662) (7,407) (2,957) INTEREST EXPENSE, NET 2,906 2,211 8,066 6,179 --------- --------- --------- --------- INCOME (LOSS) BEFORE INCOME TAXES 1,621 (3,873) (15,473) (9,136) INCOME TAX EXPENSE (BENEFIT) 615 (1,472) (5,882) (3,472) --------- --------- --------- --------- INCOME (LOSS) BEFORE EXTRAORDINARY ITEM 1,006 (2,401) (9,591) (5,664) EXTRAORDINARY ITEM - loss on early extinguishment of debt, net of income tax benefit of $232 -- -- -- (378) --------- --------- --------- --------- NET INCOME (LOSS) $ 1,006 $ (2,401) $ (9,591) $ (6,042) ========= ========= ========= ========= PER SHARE AMOUNTS: BASIC: Income (loss) before extraordinary item $ 0.07 $ (0.16) $ (0.64) $ (0.38) Effect of extraordinary item -- -- -- (0.03) --------- --------- --------- --------- Net income (loss) $ 0.07 $ (0.16) $ (0.64) $ (0.41) ========= ========= ========= ========= BASIC SHARES OUTSTANDING 15,051 14,781 14,889 14,733 DILUTED: Income (loss) before extraordinary item $ 0.07 $ (0.16) $ (0.64) $ (0.38) Effect of extraordinary item -- -- -- (0.03) --------- --------- --------- --------- Net income (loss) $ 0.07 $ (0.16) $ (0.64) $ (0.41) ========= ========= ========= ========= DILUTED SHARES OUTSTANDING 15,051 14,781 14,889 14,733
The accompanying notes are an integral part of these consolidated statements. 3 4 THE BON-TON STORES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
THIRTY-NINE WEEKS ENDED ----------- (In thousands) October 28, October 30, (Unaudited) 2000 1999 - ----------- ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (9,591) $ (6,042) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 12,919 10,595 Proceeds from sale of accounts receivable, net (6,500) (5,000) Changes in operating assets and liabilities, net (39,890) (40,256) --------- --------- Net cash used in operating activities (43,062) (40,703) CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures, net (17,351) (34,723) Proceeds from sale of property, fixtures and equipment 10 419 Payment for the acquisition of business, net of cash received -- (2,192) --------- --------- Net cash used in investing activities (17,341) (36,496) CASH FLOWS FROM FINANCING ACTIVITIES: Payments on long-term debt and capital lease obligations (183,673) (181,617) Proceeds from issuance of long-term debt 245,950 259,600 Exercised stock options 1 16 --------- --------- Net cash provided by financing activities 62,278 77,999 Net increase in cash and cash equivalents 1,875 800 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 10,807 10,607 --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 12,682 $ 11,407 --------- --------- SUPPLEMENTAL CASH FLOW INFORMATION: Interest paid $ 8,301 $ 6,027 Income taxes paid $ 7,620 $ 7,318
The accompanying notes are an integral part of these consolidated statements. 4 5 THE BON-TON STORES, INC. AND SUBSIDIARIES The Bon-Ton Stores, Inc., a Pennsylvania corporation, was incorporated on January 31, 1996 as the successor of a company established on January 31, 1929 and currently operates, as one business segment, 73 retail department stores located in Pennsylvania, New York, New Jersey, Maryland, Connecticut, Massachusetts, New Hampshire, Vermont and West Virginia. 1. BASIS OF PRESENTATION: The accompanying unaudited consolidated financial statements include accounts of The Bon-Ton Stores, Inc. and its wholly-owned subsidiaries (the "Company"). All intercompany transactions and balances have been eliminated in consolidation. The unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and do not include all information and footnotes required by generally accepted accounting principles. In the opinion of management, all adjustments (primarily consisting of normal recurring accruals) considered necessary for a fair presentation for interim periods have been included. The Company's business is seasonal in nature and the results of operations for the interim periods presented are not necessarily indicative of the results for the full fiscal year. It is suggested these consolidated financial statements be read in conjunction with the financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 2000 (the "1999 Annual Report"). 2. RECLASSIFICATIONS: Certain prior year balances have been reclassified to conform with the current year presentation. 3. PER SHARE AMOUNTS: The presentation of earnings per share (EPS) requires a reconciliation of the numerators and denominators used in the basic and diluted EPS calculations. The numerator, net income or loss, is identical in both calculations. The following table presents a reconciliation of the shares outstanding for the respective calculations for each period presented on the accompanying Consolidated Statements of Operations:
THIRTEEN THIRTY-NINE WEEKS ENDED WEEKS ENDED ----------- ----------- October 28, October 30, October 28, October 30, 2000 1999 2000 1999 ---- ---- ---- ---- Basic Calculation 15,051,000 14,781,000 14,889,000 14,733,000 Dilutive Securities --- Restricted Shares -- -- -- -- Options -- -- -- -- ---------- ---------- ---------- ---------- Diluted Calculation 15,051,000 14,781,000 14,889,000 14,733,000 ---------- ---------- ---------- ---------- Antidilutive shares and options --- Restricted Shares 166,000 487,000 350,000 535,000 Options 1,171,000 1,283,000 1,324,000 1,288,000
Antidilutive shares and options, consisting of restricted shares and options to purchase shares outstanding, were excluded from the computation of dilutive securities in the thirteen week period ended October 28, 2000 due to exercise prices greater than the average market price. In addition, antidilutive shares and options to purchase shares were excluded from the computation of dilutive securities due to the Company's net loss position in the thirty-nine week period ended October 28, 2000 and the thirteen week and thirty-nine week periods ended October 30, 1999. 5 6 THE BON-TON STORES, INC. AND SUBSIDIARIES The following table reflects the approximate dilutive securities calculated under the treasury stock method had the Company reported a profit for the thirteen week period ended October 30, 1999 and the thirty-nine week periods ended October 28, 2000 and October 30, 1999:
THIRTEEN THIRTY-NINE WEEKS ENDED WEEKS ENDED ----------- ----------- October 28, October 30, October 28, October 30, 2000 1999 2000 1999 ---- ---- ---- ---- Approximate Dilutive Securities --- Restricted Shares -- 124,000 -- 98,000 Options -- 15,000 -- 32,000 Antidulitive Options 1,171,000 1,233,000 1,324,000 1,051,000
Antidilutive options, options to purchase shares with exercise prices greater than the average market price, were excluded from the above table. 4. UNUSUAL EXPENSE: The Company recorded $6.5 million in unusual expenses related to announcements made in June 2000. On June 9, 2000, the Company announced a workforce reduction of 187 corporate and store personnel. The workforce reduction affected 137 employees and eliminated 50 unfilled positions. Additionally, on June 27, 2000, the Company announced the early retirement of Heywood Wilansky, the Company's President and Chief Executive Officer, and the realignment and elimination of certain senior management positions. As of October 28, 2000, the remaining accrual was $4.6 million. 6 7 THE BON-TON STORES, INC. AND SUBSIDIARIES ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS The following table summarizes the changes in selected operating indicators, illustrating the relationship of various income and expense items expressed as a percentage of net sales for each period presented:
THIRTEEN THIRTY-NINE WEEKS ENDED WEEKS ENDED ----------- ----------- October 28, October 30, October 28, October 30, 2000 1999 2000 1999 ---- ---- ---- ---- NET SALES 100.0% 100.0% 100.0% 100.0% OTHER INCOME, NET 0.3 0.3 0.3 0.3 ----- ----- ----- ----- 100.3 100.3 100.3 100.3 ===== ===== ===== ===== COSTS AND EXPENSES: Costs of merchandise sold 63.0 63.2 63.9 63.5 Selling, general and administrative 32.0 35.6 34.0 35.2 Depreciation and amortization 2.7 2.5 2.7 2.3 Unusual expense -- -- 1.3 -- ----- ----- ----- ----- INCOME (LOSS) FROM OPERATIONS 2.6 (1.0) (1.5) (0.6) INTEREST EXPENSE, NET 1.7 1.3 1.7 1.3 ----- ----- ----- ----- INCOME (LOSS) BEFORE INCOME TAXES 0.9 (2.3) (3.2) (2.0) INCOME TAX EXPENSE (BENEFIT) 0.4 (0.9) (1.2) (0.8) ----- ----- ----- ----- INCOME (LOSS) BEFORE EXTRAORDINARY ITEM 0.6 (1.4) (2.0) (1.2) EXTRAORDINARY ITEM - loss on early extinguishment of debt -- -- -- (0.1) ----- ----- ----- ----- NET INCOME (LOSS) 0.6% (1.4)% (2.0)% (1.3)% ===== ===== ===== =====
THIRTEEN WEEKS ENDED OCTOBER 28, 2000 COMPARED TO THIRTEEN WEEKS ENDED OCTOBER 30, 1999 For the purposes of the following discussions, all references to "third quarter of 2000" and "third quarter of 1999" are to the Company's thirteen week period ended October 28, 2000 and October 30, 1999, respectively. NET SALES. Net sales were $174.9 million for the thirteen weeks ended October 28, 2000, an increase of 3.8% over the same period last year. Comparable store sales increased 1.4% for the period, with coats, misses sportswear, womens, petites, juniors, home, accessories, cosmetics, shoes, mens sportswear/furnishings and intimate achieving sales increases during the quarter. OTHER INCOME, NET. Net other income, which consisted mainly of income from leased departments, remained constant at 0.3% of net sales in the third quarter of 2000 compared to the third quarter of 1999. COSTS AND EXPENSES. Gross profit, in the third quarter of 2000, increased $2.7 million compared to the third quarter of 1999, primarily reflecting the increase in sales. Gross profit as a percentage of net sales increased 0.2 percentage points to 37.0% for the thirteen week period ended October 28, 2000 from 36.8% for the comparable period last year reflecting a reduction in promotional activity in the third quarter of 2000. Selling, general and administrative expenses for the third quarter of 2000 were $56.0 million, or 32.0% of net sales, as compared to $60.0 million, or 35.6% of net sales, in the third quarter of 1999. The decrease in the third quarter of 2000 was primarily attributable to the expense reduction initiatives implemented in the second 7 8 THE BON-TON STORES, INC. AND SUBSIDIARIES quarter of 2000 and a reduction in pre-opening expenses of $2.1 million in the third quarter of 2000 compared to the third quarter of 1999, partially offset by the costs associated with operating new stores. Depreciation and amortization increased to 2.7% of net sales in the third quarter of 2000 compared to 2.5% in the third quarter of 1999. The increase was primarily due to $46.5 million of fixed asset additions in fiscal 1999. INCOME (LOSS) FROM OPERATIONS. Income from operations in the third quarter of 2000 amounted to $4.5 million, or 2.6% of net sales, compared to a loss from operations of $1.7 million, or 1.0% of net sales, in the third quarter of 1999. The Company sells receivables through its accounts receivable facility to provide additional working capital. On a pro-forma basis, if the Company had on-balance sheet financing, it would have reduced selling, general and administrative expenses by $2.2 million in the third quarter of 2000 and $1.8 million in the third quarter of 1999. The lower selling, general and administrative expenses would have been offset by a corresponding increase in interest expense for both periods. The net result of the pro-forma reclassification would reflect income from operations of $6.7 million in the third quarter of 2000 and income from operations of $0.2 million for the third quarter of 1999. INTEREST EXPENSE, NET. Net interest expense increased $695,000 to 1.7% of net sales in the third quarter of 2000 from $2.2 million, or 1.3% of net sales, in the third quarter of 1999. The increase in interest expense was primarily attributable to increased average borrowing levels and rates. NET INCOME (LOSS). Net income in the third quarter of 2000 amounted to $1.0 million compared to a net loss of $2.4 million in the third quarter of 1999. Due to the seasonal nature of the Company's business, the results for the current period are not necessarily indicative of the results that may be achieved for the full fiscal year of 2000. THIRTY-NINE WEEKS ENDED OCTOBER 28, 2000 COMPARED TO THIRTY-NINE WEEKS ENDED OCTOBER 30, 1999 For the purposes of the following discussions, all references to "2000" and "1999" are to the Company's thirty-nine week period ended October 28, 2000 and October 30, 1999, respectively. NET SALES. Net sales were $483.4 million for the thirty-nine weeks ended October 28, 2000, an increase of 5.0% over the same period last year. Comparable store sales decreased 0.5% for the period, with coats, cosmetics, womens, petites, home, accessories, mens sportswear/furnishings and misses sportswear achieving sales increases. OTHER INCOME, NET. Net other income, which consisted mainly of income from leased departments, remained constant at 0.3% of net sales in 2000 and 1999. COSTS AND EXPENSES. Gross profit in 2000 increased $6.7 million compared to 1999, reflecting the increase in sales. Gross profit as a percentage of net sales decreased 0.4 percentage points to 36.1% for the thirty-nine week period ended October 28, 2000 from 36.5% for the comparable period last year primarily reflecting increased promotional activity in the form of markdowns during the first six months of 2000. Selling, general and administrative expenses for 2000 were $164.2 million, or 34.0% of net sales, as compared to $161.8 million, or 35.2% of net sales, in 1999. The increase of $2.4 million in 2000 was primarily attributable to the costs associated with operating seven new stores, including additional payroll costs, rent expense, utilities and insurance costs, partially offset by a reduction in corporate expenses 8 9 THE BON-TON STORES, INC. AND SUBSIDIARIES attributable to the expense initiatives implemented in the second quarter of 2000 and a reduction in pre-opening expenses of $3.0 million in 2000 as compared to 1999. Depreciation and amortization increased to 2.7% of net sales in 2000 from 2.3% of net sales in 1999. The increase was primarily due to the addition of $46.5 million of new assets in fiscal 1999. Unusual expense of $6.5 million was incurred in the second quarter of 2000 relating to the early retirement of Mr. Heywood Wilansky as President and Chief Executive Officer, the realignment and elimination of certain senior management positions and headcount reduction initiatives implemented by the Company. LOSS FROM OPERATIONS. The loss from operations in 2000 amounted to $7.4 million, or 1.5% of net sales, compared to a loss from operations of $3.0 million, or 0.6% of net sales, in 1999. The Company sells receivables through its accounts receivable facility to provide additional working capital. On a pro-forma basis, if the Company had on-balance sheet financing, it would have reduced selling, general and administrative expenses by $6.6 million in 2000 and $5.4 million in 1999. The lower selling, general and administrative expenses would have been offset by a corresponding increase in interest expense for both periods. The net result of the pro-forma reclassification would reflect a loss from operations of $0.9 million in 2000 and income from operations of $2.4 million in 1999. INTEREST EXPENSE, NET. Net interest expense increased to $8.1 million, or 1.7% of net sales, in 2000 from $6.2 million, or 1.3% of net sales, in 1999. The increase was primarily attributable to higher average borrowing levels and rates. EXTRAORDINARY ITEM. The Company amended its revolving credit facility on April 7, 1999 (see Note 2 of the 1999 Annual Report). As a result of this transaction, the Company incurred an extraordinary charge of $0.4 million, net of a $0.2 million income tax benefit, in 1999. NET LOSS. The net loss in 2000 amounted to $9.6 million compared to a net loss of $6.0 million in 1999. Due to the seasonal nature of the Company's business, the results for the current period are not necessarily indicative of the results that may be achieved for the full fiscal year of 2000. LIQUIDITY AND CAPITAL RESOURCES The Company's working capital requirements are currently met through a combination of cash, borrowings under its revolving credit facility and proceeds from its accounts receivable facility. The following table summarizes material measures of the Company's liquidity and capital resources:
October 28, October 30, (Dollars in millions) 2000 1999 - --------------------- ---- ---- Working capital $189.7 $176.6 Current ratio 2.53:1 2.29:1 Funded debt to total capitalization 0.48:1 0.47:1 Unused availability under lines of credit $33.4 $36.1
9 10 THE BON-TON STORES, INC. AND SUBSIDIARIES For the thirty-nine weeks ended October 28, 2000, net cash used in operating activities amounted to $43.1 million as compared to net cash used of $40.7 million for the comparable period last year. The increase in net cash used in 2000 as compared to 1999 was primarily attributable to an increase in the Company's loss and increased working capital requirements, partially offset by the non-cash portion of the unusual expense recorded in the second quarter of 2000. The increase in working capital requirements primarily reflects the increase in the number of stores and sales in fiscal 2000 compared to fiscal 1999. Net cash used in investing activities amounted to $17.3 million in 2000 compared to $36.5 million for the comparable period last year. The decrease in net cash used for the thirty-nine week period ended October 28, 2000 primarily reflects a reduction in capital expenditures. Net cash provided by financing activities amounted to $62.3 million for 2000 compared to $78.0 million for the comparable period of 1999. The decrease in cash provided by financing activities in 2000 was primarily attributable to increased payments on the Company's long-term debt and decreased advances from the Company's revolving credit facility. The Company anticipates its cash flows from operations, supplemented by borrowings under its revolving credit facility and proceeds from its accounts receivable facility will be sufficient to satisfy its operating cash requirements. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company does not believe its interest rate risks, as described in the 1999 Annual Report, have changed materially. "SAFE HARBOR" STATEMENT Certain information included in this report and other materials filed or to be filed by the Company with the Securities and Exchange Commission contains statements that are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements, which may be identified by words such as "may," "will," "plan," "expect," "anticipate," "estimate," "project," "intend" or other similar expressions, involve important risks and uncertainties that could significantly affect anticipated results in the future and, accordingly, such results may differ from those expressed in any forward-looking statements made by or on behalf of the Company. These risks and uncertainties include, but are not limited to, uncertainties affecting retail in general, such as consumer confidence and demand for soft goods; risks relating to leverage and debt service; competition within markets in which the Company's stores are located; and the need for, and costs associated with, store renovations and other capital expenditures. PART II: OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS There have been no material developments in any legal proceedings since the Company's disclosure in its 1999 Annual Report. 10 11 THE BON-TON STORES, INC. AND SUBSIDIARIES ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) The following exhibits are filed pursuant to the requirements of Item 601 of Regulation S-K: Exhibit No. Description 27 Financial Data Schedule (b) Reports on Form 8-K filed during the quarter. None. 11 12 THE BON-TON STORES, INC. AND SUBSIDIARIES 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. THE BON-TON STORES, INC. DATE: December 11, 2000 BY: /s/ Michael L. Gleim ----------------------- --------------------------------- Michael L. Gleim Vice Chairman and Chief Operating Officer DATE: December 11, 2000 BY: /s/ James H. Baireuther ----------------------- --------------------------------- James H. Baireuther Executive Vice President and Chief Financial Officer 12 EX-27 2 w43238ex27.txt FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS FINANCIAL INFORMATION EXTRACTED FROM THE COMPANY'S QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED OCTOBER 28, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 9-MOS FEB-03-2001 JAN-30-2000 OCT-28-2000 12,682 0 27,246 2,751 258,379 313,420 269,263 119,502 478,397 123,728 164,003 0 0 152 181,550 478,397 483,405 484,984 308,777 492,391 0 0 8,066 (15,473) (5,882) (9,591) 0 0 0 (9,591) (0.64) (0.64)
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