LOS ANGELES--Dec. 15, 1995--Pan Pacific
Fisheries, the last remaining U.S.-based cannery, was acquired
Tuesday in a bankruptcy auction in federal court in Los Angeles by
Tri-Marine International Inc., the world's largest trading company
in tuna and related products.
The transaction included all of the fixed assets of Pan Pacific
Fisheries located on Terminal Island, Calif. The announcement was
made by Renato Curto, chief executive officer of Tri-Marine.
"One of the key concerns that played a major role in the heated
auction focused on whether Pan Pacific would remain an American
cannery or follow the fate of the Bumble Bee Seafoods and Van Camp
(Chicken of the Sea brand) canneries, and be acquired by Asian
competitors," said Curto.
Significantly, the lead bidder at the auction was the largest
tuna cannery in Thailand. The auction lasted almost three hours
before victory was finally awarded to Tri-Marine. The winning
auction price was $6.8 million.
Pan Pacific has changed hands a number of times in the past
several years and appeared to be falling victim to increased labor
and other cost competition in the international tuna market. The
Tri-Marine acquisition will ensure that Pan Pacific will remain an
American-owned cannery, packing American tuna with American
unionized labor for the U.S. market.
Tri-Marine brings to this acquisition a highly successful
history of worldwide tuna trading. In addition to its historically
strong international procurement of raw materials, Tri-Marine will
have access to the raw fish caught by the local fishing fleets based
in San Pedro, Calif., and San Diego.
These local fleets have faced a deteriorating market for their
fish because Star-Kist, Chicken of the Sea and Bumble Bee brands
have abandoned their continental U.S. canneries for overseas
locations.
"With the advantages Tri-Marine enjoys in the procurement of raw
material, the support of the local fishing fleets, the unionized
workers and the Port of Los Angeles, Tri-Marine believes that it can
utilize the assets of Pan Pacific profitably in targeted segments of
the American tuna market.
"Keeping in mind the seasonal nature of tuna fishing, Tri-Marine
also expects to focus on procurement and marketing of other locally
caught fish, including mackerel, sardines and squid," said Curto.
Tri-Marine is the world's largest trading company in tuna and
related products with a significant presence in the United States,
Singapore, Japan, Korea, Thailand, Taiwan, Italy, Spain, Mexico and
other Latin American countries. The firm's U.S. operations is
located at 150 W. Seventh St., San Pedro, Calif., 310/548-6245.
CONTACT: Tri-Marine International Inc., Los Angeles,
Steve Farno, 310/548-6245
or
The Hoyt Organization,
Leeza L. Hoyt, 310/373-0103
RANCHO CUCAMONGA, Calif.--Dec. 15, 1995--Cadiz
Land Company, Inc., Nasdaq symbol CLCI ("CLCI"), announced today it
has signed an agreement with the Unsecured Creditors' Committee of
Sun World International, Inc.
("Sun World"), whereby the Committee
will support a plan for the acquisition by CLCI of Sun World. The
Committee has also agreed not to solicit any further offers for the
purchase and sale of Sun World.
The execution of this Plan Support Agreement provides
significant support for CLCI's contemplated acquisition of Sun World
and is expected to facilitate the required bankruptcy court
approvals. Nevertheless, the completion of this acquisition remains
subject to various contingencies.
CLCI will continue to report on material developments as they occur.
CONTACT: Cadiz Land Company, Inc.,
Keith Brackpool, 909/980-2738
CHICO, Calif.--Dec. 14, 1995--Sinecure
Financial Corp. (NASDAQ Bulletin Board SCUF), announced today that
its' Team Players of Nevada, Inc.
(TPN) subsidiary, which operates
five billiards clubs formerly known as Fats Billiards in the
California cities of Citrus Heights, La Mesa, San Diego and
Riverside, has filed for reorganization under Chapter 11.
"The filing resulted from certain actions recently taken by a
creditor of Fats Billiards that proved extremely disruptive to the
company's operations," said Pat Murphy, president of TPN.
Jeff Hilgert, president of Sinecure, which also operates Team
Players, Inc. of Chico, CA and Team Players of New Mexico, Inc. of
Albuquerque, N.M. which are not involved in this filing, said, "It
is unfortunate that TPN determined it necessary to seek Chapter 11
protection for the former Fats Billiards Clubs at this time because
it will cause Sinecure and American Recreation Centers ("ARC") to
suspend efforts to close the sale of our Team Players billiard asset
until the matter is resolved."
Murphy also said, "We anticipate no significant business
interruption as a result of the filing. Our goal is to reorganize
the company in a manner consistent with our original plan of sale,
which should provide satisfactory resolution to the matter."
CONTACT: Sinecure Financial Corp., Chico,
Chuck Tritten, 916/898-9550
DALLAS--Dec. 15, 1995--I.C.H.
Corporation
(ICHD--OTC) has completed the previously announced sale of its
principal insurance companies -- Southwestern Life Insurance Company
and Union Bankers Life Insurance Company, and their subsidiaries,
Constitution Life Insurance Company and Marquette National Life
Insurance Company -- to Southwestern Financial Corporation, a
company newly formed by Knightsbridge Capital Fund I, L.P. and
PennCorp Financial Group, Inc., for gross consideration of $260
million, consisting of $210 million cash and $50 million of
securities. ICH, which has been operating under U.S. Bankruptcy
Court protection since October 10, 1995, said that, with the sale
concluded, it would begin addressing a plan of reorganization in the
near future.
CONTACT: I.C.H. Corporation, Dallas,
Gerald J. Kohout, 214/954-7414
NEW YORK--December 15, 1995--PennCorp Financial
Group, Inc. (NYSE:PFG), announced today that Southwestern Financial
Corporation, a newly formed company organized by PennCorp Financial
Group, Inc. and Knightsbridge Capital Fund I, L.P., consummated the
previously announced acquisition of Southwestern Life Insurance
Company and Union Bankers Insurance Company, which were subsidiaries
of I.C.H. Corporation.
I.C.H. commenced a proceeding for reorganization under Chapter
11 of the Bankruptcy Code in early October, 1995. Southwestern
Financial Corporation purchased Southwestern Life and Bankers for a
total consideration of $260 million. For the 12 months ending Sept.
30, 1995 the acquired companies had combined revenues of
approximately $405 million and assets of approximately $2.0 billion.
Southwestern Financial Corporation is a newly formed company
organized by PennCorp Financial Group, Inc. and Knightsbridge
Capital Fund I, L.P., a merchant banking fund formed in association
with PennCorp.
PennCorp Financial Group, Inc. is an insurance holding company.
Through its subsidiaries, the company underwrites and markets life
insurance and fixed benefit accident and sickness insurance to the
middle market throughout the United States, Canada, Puerto Rico and
the Caribbean.
CONTACT: Analysts' Contact:
Steven Fickes
301/656-1777
or
Media Contact:
Carol Spencer
212/832-0700
VANCOUVER, Dec. 15, 1995 -- Goldrush Casino & Mining
Corporation (the ``Company'') is pleased to announce that it has
completed an interim loan and has received funds in the amount of US
$5,355,000.00 Million dollars. The funds will be used to retire
debt and to remove its wholly owned subsidiary, href="chap11.goldrush.html">Goldrush Casino &
Mining Inc., from its present chapter 11 status in Central City,
Colorado.
The interim financing's intended use is to eliminate debt and
clearing the Colorado Casino site from its chapter 11 status. This
will greatly assist Goldrush's intention to secure financing for the
funding and construction of the hotel casino that Goldrush intends
to build in Central City, Colorado.
The interim loan has a term of twelve months and bears an
interest rate of 14.5 percent, payable monthly. It is intended that
the loan will be retired with the closing of the Cambria LLC
Venture, anticipated to close in late February, 1996.
The Corporation is traded on the Vancouver Stock Exchange
(GDH.V) and on the NASDAQ Bulletin Board (GRCMF) and is
headquartered at 1120 Kerwan Avenue, Coquitlam, B.C. V3J 2J8
Canada.
/For further information: Gary Zahlen, President (604)
684-0370/
ELKIN, N.C., Dec. 15, 1995 -- href="chap11.brendle.html">Brendle's Incorporated
(Nasdaq: BRDL) today reported results for the three months ending
October 28, 1995, which is the third quarter of its Fiscal year
which ends January 27, 1996 ("Fiscal 1996"). The Company's revenues
for the quarter were $29,541,000 compared with revenues of
$32,747,000 for the same period last year. The Company incurred a
net loss of $2,859,000, or ($.22) per share, compared with a net
loss of $4,462,000, or ($.35) per share in the same period last
year.
David R. Renegar, the Company's Chief Financial Officer, stated
that comparing the net loss for the third quarter of Fiscal 1995 and
1996 is somewhat complicated due to unusual financial events during
the third quarters of both years. The Company emerged from
bankruptcy proceedings in the first quarter of Fiscal 1995 and the
results for the third quarter of Fiscal 1995 reflected some unusual
financial occurrences associated with the bankruptcy proceeding,
while the third quarter of Fiscal 1996 reflected gains from life
insurance proceeds. The net loss for the third quarter of Fiscal
1995 included reorganization costs of $1,348,000 and debt
forgiveness of $1,639,000. The third quarter of Fiscal 1996
reflects a gain from life insurance proceeds of $2,555,000.
Mr. Renegar further explained that looking at a comparison of
the Company's earnings (loss) before interest, taxes, depreciation,
amortization, reorganization items, and other gains (EBITDA) better
reflects the Company's actual operating results. EBITDA for the
third quarter of Fiscal 1996 was a loss of $3,741,000 compared to a
loss of $3,105,000 for the third quarter of Fiscal 1995. The
Company's business is seasonal with a substantial portion of its
revenues being realized during the Christmas season.
Commenting on the third quarter performance, Joseph M. McLeish,
Jr., the Company's President and Chief Executive Officer, stated,
"The results for the quarter reflect the continued weak retail
environment and the decision to reduce our promotional flyer
circulation by approximately 6% in order to offset paper and postage
cost increases." McLeish commented further, "In light of the current
retail environment, Management is pleased that jewelry sales
continued to be strong during the third quarter and gross margin
percentages improved over the same quarter last year. Furthermore,
during the third quarter, the Company completed installation of its
Party Universe Department in twelve of its stores, opened its thirty-
first store on October 26, 1995 in Rock Hill, South Carolina, and
completed the relocation of its Chapel Hill, North Carolina store to
Cary, North Carolina, on October 12, 1995."
The Company also reported results for the nine months ended
October 28, 1995. Revenues for the nine months ended October 28,
1995 were $83,803,000, compared with revenues of $91,499,000 for the
same period last year. The Company incurred a net loss of
$9,395,000, or ($.74) per share, compared with a net income of
$17,939,000, or $1.59 per share for the same period last year. Net
income for the nine-month period last year included reorganization
costs of $2,194,000 and debt forgiveness of $31,889,000. EBITDA for
the nine months ended October 28, 1995 was a loss of $7,986,000
compared with $7,529,000 loss for the same period last year.
Brendle's Incorporated Financial Highlights
000s Nine Months Ended Three Months Ended
Oct. 28, Oct. 29, Oct. 28, Oct. 29,
1995 1994 1995 1994
Total Revenues $83,803 $91,499 $29,541 $32,747
Loss before interest,
taxes, depreciation,
amortization,
reorganization, other
gains, and
extraordinary items (7,986) (7,529) (3,741) (3,105)
Interest (2,421) (1,558) (897) (740)
Depreciation and
Amortization (2,507) (2,669) (784) (908)
Reorganization 1 (2,194) -- (1,348)
Gain on sale of
facilities 963 -- 8 --
Gain on life insurance
proceeds 2,555 -- 2,555 --
Extraordinary Income -- 31,889 -- 1,639
Net Income (Loss) $(9,395) $17,939 $(2,859) $(4,462)
Earnings (Loss)
Per Share $(.74) $1.59 $(.22) $(.35)
Average Shares
Outstanding 12,758 11,308 12,757 12,761
SOUTH PLAINFIELD, N.J., Dec. 15, 1995 -- Rickel
Home
Centers, Inc. today announced that it will not pay interest due
today on its Senior Notes due 2001. The Senior Notes will be in
default if such interest payment is not made within the 30-day grace
period set forth in the governing documents for the Notes. Given
the current weak retail environment in the Northeast, particularly
the downturn in the home improvement market, and the Company's
recent difficulties in obtaining sufficient trade credit, Rickel
expects to report in its Quarterly Report on Form 10-Q to be filed
on Monday, December 18 that gross sales for the 13 weeks and the 39
weeks ended October 28, 1995, were $127.4 million and $443.4
million, respectively, resulting in a net loss for these respective
periods of $15.0 million and $24.8 million.
In light of the foregoing, Rickel is actively exploring various
alternatives, including a consensual restructuring of its
outstanding obligations, pursuing additional lease dispositions and
obtaining additional financing.
The Company cannot predict the timing or outcome of such efforts
and there can be no assurances that any consensual restructuring or
leasehold sales will be consummated, or that the Company will be
able to obtain any additional financing. In such an event, it may
be necessary to consider other restructuring alternatives, including
the filing of a voluntary petition for relief under Chapter 11 of
the Bankruptcy Code.
Rickel Home Centers, Inc., a privately held company, is a full-
service home improvement retailer serving the do-it-yourself
marketplace. Based in South Plainfield, New Jersey, Rickel operates
90 stores in New Jersey, Pennsylvania, New York, Delaware and
Maryland.
/CONTACT: Dawn Dover, Jim Fingeroth, or Andrea Bergofin, all of
Kekst and Company, 212-593-2655/
VIRGINIA BEACH, Va.--Dec. 15, 1995--Jackson
Hewitt Tax Service announced today the sales and earnings results
for the second quarter and first six months of 1996.
Jackson Hewitt reported a net loss for the second quarter of
1996 of $1.6 million or $0.32 per share compared to a net loss of
$1.2 million, or $0.31 per share, during the same period in 1995.
For the first six months of 1996, losses were $2.9 million or $0.59
per share as compared to $2.6 million or $0.67 per share for the
same period in 1995. Loss per share for 1996 was reduced by the
impact of stock purchase warrants issued to Nations Bank.
The total revenue for the second quarter of 1996 was $1.2
million as compared to $1.0 million for the second quarter of 1995.
Total revenue for the first six months of 1996 increased $0.6
million to $1.9 million from $1.3 million for the first six months
of 1995. As the company's business is highly seasonal, 88% of its
total revenue has been generated in the period January 1 through
April 30 for the past two years. Consequently, the company operates
at a loss during the first three quarters of each fiscal year. The
results of the second quarter are not necessarily indicative of
results that will ensue from the entire fiscal year due to its
seasonal nature.
Total franchise fee revenue net of the allowance for refunds was
$0.6 million for the second quarter of 1996, unchanged from the
second quarter of 1995. Had the company not deferred revenue from
franchise sales in the second quarter of 1995 and the six months
ended October 31, 1994, franchise fee revenue would have been $0.4
million and $0.6 million less than the previous year. Operating
losses from sales of franchises approximated $0.1 million and $0.7
million for the second quarter of 1996 and 1995, respectively, and
$0.2 million and $0.6 million for the six months ended October 31,
1995 and 1994, respectively.
Selling, general and administrative ("SG&A") expenses increased
13% to $3.7 million for the second quarter of 1996 as compared to
$3.3 million for the second quarter of the previous year. During
the first six months of 1996, SG&A expenses increased 13% or $0.8
million, from $6.1 million to $6.9 million. SG&A expenses for
corporate administrative functions remained unchanged for the second
quarter of 1996 and increased $0.3 million for the six months ended
October 31, 1995. This increase is primarily a result of extra
costs associated with personnel increases in existing support
departments, additional advertising and professional services.
Field operations expenses increased $0.4 million for the second
quarter of 1996 and $0.5 million for the six months ended October
31, 1995 primarily as a result of expanding the number of Copy, Pack
and Ship stores.
Other income and expense remained the same at $0.3 million for
the second quarter of 1996 and decreased to $0.4 million from $0.5
million for the six months ended October 31, 1995. The decrease is
primarily attributable to an increase in interest expense.
The company experienced a significant amount of growth in 1995,
with the number of franchise offices increasing from 742 to 1,087.
The financing for a large number of these franchises was provided by
the company, funded primarily through bank borrowings. As a result
of several actions taken by the IRS just prior to the 1995 tax
season, the company and its franchisees experienced a difficult year
in 1995, adversely affecting revenue and cash flow. Consequently, a
number of franchisees are past due on amounts owed under notes and
trade accounts receivable. These 1995 results, coupled with the
seasonal nature of the company, have created a strain on cash
resources during the "off season" and have presented the company
with the challenge of securing additional short-term capital.
In July 1995, the company's lender renewed the company's working
capital facility through July 31, 1996 and amended its $3.5 million
term facility. At October 31, 1995, the company had borrowed $3.6
million against the working capital facility and $3.5 million under
the term facility. This amendment required the company to raise at
least $3.0 million of additional capital by August 15, 1995. As of
that date the company had not raised the capital and was in default
with respect to the facilities and the mortgage on the company's
office building with an outstanding balance of $1.0 million at July
31, 1995. This default ensued in a cross default of two other notes
with outstanding balances of $1.0 million at July 31, 1995.
In October of 1995, the company's lender provided an additional
$3.0 million short-term capital facility which bears interest at
prime plus 2.5% through April 30, 1996. At October 31, 1995, the
company had borrowed $0.8 million against the short-term facility.
Under the terms of the short-term facility, the interest rate on the
working capital facility and the term facility increased to prime
plus 2.50%. The bank revised the expiration of the term facility
such that $1.0 million will expire May 31, 1996, and the remaining
$2.5 million will expire April 30, 1997, provided the company
achieves a $3.0 million operating profit in fiscal 1996 and raises
$3.0 million of additional capital prior to April 30, 1996.
Although highly unlikely, if the company were to raise $4.0 million
prior to April 30, 1996, and pay down the short-term facility by
December 31, 1995, the term facility would be extended in its
entirety through April 30, 1997. Under the existing agreement,
their term facility expires in its entirety on May 31, 1996.
Under these conditions, the company is required to maintain a
current ratio of 1.50 to 1, a debt service coverage ratio at not
less than 1.50 on a rolling four quarter basis at April 30, 1996, a
debt to tangible net worth ratio of 1.25 to 1 at August 31, 1995,
1.50 to 1 at October 31, 1995, 2.00 to 1 at Jan. 31, 1996 and 1.00
to 1 at April 30, 1996. All amounts advanced under the short-term
facility will be treated as equity. As of Oct. 31, 1995, the
company was in default under certain of its financial covenant
ratios. The lender of the facilities waived the financial covenant
defaults for the period ended Oct. 31, 1995.
The company believes the short-term capital facility should
resolve the company's short-term capital shortfall, but continues to
explore longer term capital alternatives in order to finance its
future operations and planned expansion beyond the expiration dates
of the facilities and the commitment. Financial alternatives will
continue to be explored, despite the uncertainty of whether or not
sufficient sources of capital can be secured. The financing of
franchisees has been curtailed in an effort to conserve cash for the
future.
This decrease in financed franchise sales has manifested in a
$0.6 million decrease in cash flows used in operations. The company
used $5.1 million in operations in the six months ended Oct. 31,
1995, as compared with $5.7 million for the six months ended Oct.
31, 1994. The company used $0.2 million in investing activities in
1996 as compared with $1.8 million in 1995, a decrease that ensued
from a $1.1 million decrease in loans made to franchisees and a $0.2
million increase in note receivable payments from franchisees. The
company's financing activities for the six months ended Oct. 31,
1995 provided $4.0 million compared with $4.5 million provided in
the six months ended Oct. 31, 1994. This decrease can be ascribed
to a decrease in borrowings under the company's working capital
facility of $0.5 million.
The company's current assets at Oct. 31, 1995 were $9.1 million
compared to $11.4 million at April 30, 1995. The decrease was a
result primarily from a net decrease of $1.1 million in receivables
and a decrease of $1.2 million in cash. During the six months ended
Oct. 31, 1995, the company acquired customer lists and other assets
from 23 franchisees for a total purchase price of $1.8 million. As
consideration for these acquisitions, the company canceled notes
receivable obligations of $1.7 million, gave notes totaling $0.1
million, reversed deferred revenue of $0.3 million, redeemed 3,433
shares and issued 111,125 shares of Jackson Hewitt common stock.
The maturation of the tax preparation program and return
processing portion of the business has allowed John Hewitt, who is
currently the company's president and chief executive officer, to
refocus his efforts and channel his energy into the development and
training of franchisees. Mr. Hewitt will remain as the company's
president and chief executive officer until the end of the 1996 tax
season, at which time, he will focus more directly on strategic
planning, franchise sales and franchise relations and will continue
to serve as the company's founder and chairman of the board of
directors.
The company is currently interviewing candidates to serve as
president and chief executive officer, effective May 1, 1996. This
person will be a professional manager, hired to streamline the day
to day operations. If the company has not hired an individual by
May 1, Mr. Hewitt will agree to continue in that role until it has
been filled.
Jackson Hewitt is the nation's second largest income tax
preparation firm. The company trades publicly on the National Market
System of NASDAQ under the symbol JTAX. -0-
JACKSON HEWITT
Audited Financial Highlights
Three Months Ended Oct. 31
1995 1994
Revenue (millions) $ 1.2 $ 1.0
SG&A expenses (millions) $ 3.7 $ 3.3
Net loss per share $ (32 cents) $ (31 cents)
Weighted average
shares outstanding 5,330,554 4,245,014
Six Months Ended Oct. 31
1995 1994
Revenue (millions) $ 1.9 $ 1.3
SG&A expenses (millions) $ 6.9 $ 6.1
Net loss per share $ (59 cents) $ (67 cents)
Weighted average
shares outstanding 5,332,450 4,203,474
ROSWELL, Ga.--Dec. 15, 1995--Harry's Farmers
Market Inc. (NASDAQ:HARY) announced financial results for its third
fiscal quarter ended Nov. 1, 1995.
As had been previously announced in late October 1995, the
company's results were affected significantly by the closing of its
Clayton County, Ga. megastore on Nov. 5, 1995 and the one-time non-
cash charge of $4.4 million associated in reserving amounts for the
write-down of real estate and equipment to estimated fair market
value and other closing costs.
The company reported a net loss for the quarter of $7,382,000,
or ($1.20) per common share, compared to a loss of $1,397,000, or
($0.23) per common share, for the same period last year. Of the
loss for the third quarter of the company's 1996 fiscal year, $4.4
million, or approximately 60%, resulted from non-cash amounts
reserved due to the closing of the Clayton County store.
The loss for the quarter, exclusive of the $4.4 million write-
down, was $2,952,000, or ($0.48) per common share, compared to a
loss of $1,397,000, or ($0.23) per common share, for the same period
last year. For the 39-week period ended Nov. 1, 1995, the company
incurred a net loss of $9,403,000, or ($1.53) per common share,
compared with a loss of $5,119,000, or ($0.83) per common share, for
the same period last year. Approximately 47% of the loss for the 39-
week period of the company's 1996 fiscal year was a result of the
non-cash charge taken due to the closing of the Clayton County
store.
The company reported sales of $36.7 million for the quarter,
compared to sales of $35 million for the same period last year. For
the 39-week period sales were $112.6 million compared to sales of
$107.7 million for the same period last year, an increase of 4.5%
during the period.
The increase in revenues for the 39-week period resulted from
the opening of the Clayton County store in May 1995. On a
comparable store basis, sales declined by 6.2% and 3.7% for the
quarter and the 39-week period, respectively.
Gross profit as a percentage of net sales decreased to 23.6%
for the quarter from 24.7% for the comparable quarter in 1995 and to
24.2% for the 39-week period from 24.4% in the comparable period in
1995. The decrease for the quarter was primarily the result of
higher levels of retail waste in the company's third quarter which
was the result of the initiation during Blazer's absence as chief
executive officer of a program of ordering manufacturing products at
store level which proved to be unsuccessful, increased promotional
pricing at the Clayton County store and lower produce margins
resulting from severe weather conditions in growing areas which
affected price, availability and quantity of grade outs.
Due to the financial results for the quarter, the company
announced that it was not in compliance with certain financial and
other covenants with respect to its senior credit facility and with
a financial covenant with respect to the mortgage loan from another
lender on its bakery facility and distribution center.
The company has been able to obtain a waiver from its lenders
under the senior credit facility of the financial covenants and
received a conditional agreement of such lenders to forbear
declaring a cross-default as a result of the breach of the financial
covenant under the mortgage loan.
The company has been unable to obtain a waiver for the
violation under the mortgage loan, however, it continues to
negotiate with the mortgage lender for a waiver and believes that an
agreement with such lender will be reached in short order.
Harry A. Blazer, chairman and chief executive officer and
president of the company, said, "The loss for the third quarter is
consistent with what has been previously reported. Now that the
Clayton store closing is behind us as well as our board and
corporate restructuring, we can concentrate on our stated objective
of returning the company to profitability as quickly as possible.
The morale of our staff is high. We are focused, determined and
optimistic."
The company is pursuing a combination of tactics to reduce
losses and return to profitability. In September, a corporate
restructuring took place which is expected to streamline operations
and save approximately $2 million annually. In October, the company
announced the closing of the Clayton County store due to
insufficient volume which it effected on Nov. 5, 1995 and as a
result is expected to realize ingoing savings of at least $2 million
annually after the initial non-cash write-off.
A program initiated during Blazer's absence as chief executive
officer involving the ordering of manufactured products at store
level was unsuccessful and caused an increase in store waste. Since
Blazer's return, this program has been abandoned and waste and out-
of-stocks at store level in bakery and prepared foods are at an
historic low. This new waste control program, coupled with newly
realized efficiencies in manufacturing are currently producing
higher gross margins than have been realized during the last 2-1/2
years.
The company is exploring other areas in order to achieve
additional cost savings. For example, the consolidation of the
produce distribution function at the Alpharetta megastore is
expected to save the company in the range of approximately $250,000
to $500,000 annually. Emphasis is also being placed on improving
sales, including implementing improvements in store operations with
response to customer service, merchandising, stock fulfillment and
increased cut-throughs to improve accessibility and ease of
shopping. In addition, the company has introduced more new prepared
food items during the last three months than in all of the prior two
year period, and plans in the near future to (i) introduce a new hot
bread program at all megastores, (ii) expand salad bar and hot food
offerings at the rotisserie case, (iii) expand ethnic product
offerings at the Gwinnett megastore, (iv) increase the sale of
manufactured products externally and (v) increase advertising and
promotional activities.
Separately, efforts to improve profitability through the sale of
non-performing or under-utilized assets are progressing as planned.
Such sales are expected to impact profitability positively by
reducing the costs associated with the carrying of such assets
(i.e., taxes, insurance, security, monitoring, etc.) and by using
the proceeds from the sales to reduce the company's indebtedness
and, therefore, the related interest expenses. The company has
entered into an agreement for the sale of the real property it owns
in Nashville, Tennessee, and is in what it believes to be the final
stages of negotiation for an agreement for the sale of the real
property and improvements at the Clayton County, Ga., location where
the megastore had been operated. Although the Nashville agreement
is subject to certain conditions and the Clayton County agreement,
if finalized, will be subject to certain conditions, the company
anticipates that they will close during the first quarter of the
company's next fiscal year. The contract on the Nashville property
provides for net proceeds to company in excess of book value. In
addition, final negotiations are in process for the sale of several
out-parcels at the Gwinnett megastore location. The sale and lease-
back of the company's distribution center and bakery facility is
also being actively pursued.
Harry's Farmers Market Inc. owns and operates concept megastores
and convenience stores specializing in fresh food products, as well
as specialty and gourmet food products that complement the fresh
food offerings. Harry's currently owns and operates three
megastores and two Harry's in a Hurry convenience fresh food outlets
in the metropolitan Atlanta area.
CONTACT: Harry's Farmers Market, Roswell,
Terry Ransom, 770/664-6300
ST. LOUIS, Dec. 15, 1995 -- Edison
Brothers Stores, Inc.,
(NYSE: EBS) today filed a motion with the U.S. Bankruptcy Court in
Wilmington, Delaware, seeking approval of a plan to sell the assets
of its Edison Brothers Mall Entertainment and Horizon Entertainment
divisions by February 2, 1996. Those divisions operate
approximately 126 game rooms and larger entertainment centers.
The motion includes a letter of intent executed by Edison
Brothers and Sun Capital Partners, Inc., of West Palm Beach,
Florida, outlining the terms of Sun Capital's proposed purchase of
the assets of Edison's entertainment divisions. In addition, the
motion, if approved by the Court, provides the opportunity for other
interested parties to submit competing offers by January 12, 1996.
A hearing on this motion has been scheduled for December 27, 1995.
Parties interested in complete details on the proposed bidding
procedure may contact Alan A. Sachs, General Counsel, Edison
Brothers Stores, Inc., 501 North Broadway, St. Louis, MO 63102.
Edison Brothers Stores, Inc., filed for voluntary reorganization
under Chapter 11 on November 3, 1995. The company operates
approximately 2,700 apparel, footwear, and entertainment specialty
stores and is in process of closing approximately 500 of its apparel
and footwear stores by January 31, 1996.
/CONTACT: David B. Cooper, Jr., CFO, 314-331-6531, or Judy Smith,
Dir. Comm., 314-331-7504, both of Edison Brothers Stores/
MESA, Ariz., Dec. 15, 1995 -- href="chap11.megafoods.html">MEGAFOODS STORES, INC. (OTC
BULLETIN BOARD: MEGFQ) and its subsidiary companies announced today
that its has filed a joint reorganization plan with the U.S.
Bankruptcy Court in Phoenix that will allow the company to emerge
from Chapter 11 bankruptcy proceedings.
The plan calls for Megafoods to retain the new management team
that has led the company through the Chapter 11 process and ensures
that the Company will continue to occupy its niche as the low-price
leader in the Arizona markets it serves. Additionally, Megafoods'
Handy Andy subsidiary will continue to serve the greater San
Antonio, Texas market as the conveniently located, service oriented
neighborhood shopping alternative.
Under the plan, a combination of cash payments, new notes and
returned collateral will be provided to secured creditors, while
unsecured creditors will receive shares of new common stock.
Megafoods and its subsidiaries filed for protection from
creditors under Chapter 11 of the U.S. Bankruptcy Code in August
1994 following a dispute with its major supplier. Since then, the
Company has restructured by strengthening its holdings to
concentrate on the Arizona and greater San Antonio, Texas markets.
Megafoods operates 17 stores in Arizona and 23 Handy Andy stores in
Texas.
The Company believes that the reorganization plan has the
support of the unsecured creditors who will become its new
stockholders. It is anticipated that Certified Grocers of
California and The Grocers Supply Company of Houston will continue
to be the Company's major suppliers in Arizona and Texas,
respectively.
The plan must be confirmed by the Bankruptcy Court after
creditors vote on the plan. The Company anticipates filing its
disclosure statement, which will accompany the ballots sent to
creditors, next month.
Megafoods Chairman Greg Anderson said he expects Megafoods to
emerge from bankruptcy proceedings in the next four to five months.
"We are absolutely confident the plan will position Megafoods and
Handy Andy in a good position to compete and grow in the markets we
serve," Anderson said. During the next five years, Megafoods will
embark on a plan of controlled, strategic growth that will include
the construction of up to three stores in Arizona and two in Texas
annually. Megafoods is a deep discount supermarket chain with an
innovative combination of warehouse shopping with traditional
supermarket variety and customer services.
/CONTACT: Archie C. Fitzgerald, Investor Relations of Megafoods
Stores, 602-926-1087, ext. 224; or Denise D. Resnick, Public
Relations
Consultant, 602-956-8834/
PORTLAND, Ore.--Dec. 15, 1995--href="chap11.colwest.html">Columbia Western
Inc. (formerly Riedel Environmental Technologies Inc.), which
filed
for protection under Chapter 11 of the U.S. Bankruptcy Code on May
17, 1995, and Pine Brook Capital Inc. (Pine Brook), a newly formed
company, announced the occurrence on Dec. 12, 1995, of the effective
date of Columbia Western's plan of reorganization (the plan).
The plan was accepted by more than 97 percent of all creditors
and interest holders who voted on the plan. Under the plan, all of
the creditors of Columbia Western holding secured claims, priority
tax claims, priority wage claims and administrative expense claims
will be paid in full.
Pursuant to the plan, Columbia Western's general unsecured
creditors were given the option of receiving either cash or stock of
Pine Brook, or a combination thereof, in exchange for their claims.
Each unsecured creditor who elected or was deemed to have
elected to receive Pine Brook stock will receive one share of Pine
Brook common stock for each $3.50 of its allowed claim; those who
elected to receive cash will receive their pro rata share of
available cash from Development Specialists Inc., the consummation
agent under the plan.
The Consummation Agent will also pay approximately $3.6 million
to Pine Brook, which will constitute Pine Brook's initial operating
capital.
Columbia Western's general unsecured creditors will receive
approximately 99 percent of the total outstanding capital stock of
Pine Brook, before the exercise of any warrants discussed below and
subject to further adjustments as contemplated by the plan.
Former stockholders of Columbia Western will receive, in the
aggregate, warrants to purchase approximately 7.5 percent of the
total amount of Pine Brook common stock issued under the plan,
subject to adjustment.
Gordian Group L.P., formerly the financial advisor to Columbia
Western, will receive warrants to purchase, at nominal price,
approximately 20 percent of the total amount of Pine Brook common
stock issued under the plan, subject to adjustment.
The members of Pine Brook's board of directors are Stanford
Springel and Michael McMahon. Pine Brook's president and CEO is
Peter S. Kaufman who is also employed by Gordian Group L.P.
Springel, Columbia Western's president and CEO, remarked, "We
are pleased that the reorganization has been effected and that a
significant number of creditors have elected to reorganize through
the formation of Pine Brook. This reorganization provides the
creditors with a possibility of maximizing their recovery. It also
provides the former stockholders of Columbia Western with a
possibility for a recovery, which would not have been available if
Columbia Western had simply been liquidated."
Kaufman, on behalf of Pine Brook, stated, "We are delighted to
have the opportunity to serve Columbia Western's former creditors as
shareholders of Pine Brook. We intend to work diligently to
identify strategic acquisitions on behalf of Pine Brook; however,
there can be no assurance that any appropriate acquisitions can be
consummated.
"Therefore the Pine Brook securities -- which are currently
unlisted -- remain a speculative investment."
Pine Brook currently expects to register its common stock under
the Securities Exchange Act of 1934 and to commence SEC filings in
1996, after preparation of Pine Brook's 1995 audited financial
statements.
At such time, Pine Brook also intends to have its common stock
traded on the OTC Bulletin Board. Kaufman cautioned, however, that
"no assurance can be given that an active trading market for the
common stock will be established"
Pine Brook's initial capitalization is comprised of
approximately $3.6 million of cash and 2,992,365 shares of common
stock. Pine Brook has also acquired, pursuant to the plan, all of
the outstanding stock of World Security Corp., an alarm security
monitoring company formerly owned by Columbia Western, with annual
revenues of approximately $1 million.
CONTACT: Deborah L. White, 212/486-3600