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Monthly Operating Report |
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Entities: |
Comerica Bank; Crane Co.; Dillard’s, Inc.; Jg Industries Inc; Liz Claiborne, Inc. |
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Date: |
2002 |
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4 k71431exv99w2.txt MONTHLY OPERATING REPORT FOR PERIOD OF 06/02/02
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF MICHIGAN
In re: Jacobson Credit Corp. Case No. 02-40961-DTS
Debtors Hon. David T. Stosberg
Reporting Period: June 2, 2002 to July 6, 2002
MONTHLY OPERATING REPORT
File with Court and submit copy to United States
Trustee within 20 days after end of month
Submit copy of report to any official committee appointed in the case.
DOCUMENT EXPLANATION
REQUIRED DOCUMENTS FORM NO. ATTACHED ATTACHED
-------------------------------------------------------------------- --------------- -------- -----------
Debtor Affirmations MOR - 1 Yes
Schedule of Cash Receipts and Disbursements MOR - 2 Yes
Bank Account Reconciliations MOR - 2 (CON'T) Yes
Statement of Operations MOR - 3 Yes
Balance Sheet MOR - 4 Yes
Status of Postpetition Taxes MOR - 5 N/A
Summary of Unpaid Postpetition Debts MOR - 5 N/A
Listing of aged accounts payable MOR - 5 N/A
Schedule of Insurance - Listing of Policies MOR - 6 N/A
Appendix A - Copy of Company's 7-10-02 Letter to Merchandise Vendors A1 Yes
Appendix B - Copy of Company's 7-25-02 Press Release B1 Yes
The statements contained within have been completed on an ACCRUAL BASIS. I
understand that any false statement may subject me to sanctions as provided for
in Bankr. R. Pro. 9011.
JACOBSON CREDIT CORP.
--------------------------------------
Debtor in Possession
/s/ Paul W. Gilbert 8/5/02
------------------------------------- -----------
Signature of Authorized Individual Date
Paul W. Gilbert Vice Chairman
--------------------------------------------------------------------------------
Printed Name of Authorized Individual Title of Authorized Individual
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF MICHIGAN
In re: Jacobson Credit Corp. Case No. 02-40961-DTS
Debtors Hon. David T. Stosberg
Reporting Period: June 2, 2002 to July 6, 2002
DEBTOR AFFIRMATION
AS DEBTOR IN POSSESSION, I AFFIRM: TRUE FALSE
--------------------------------------------------------------------------- ---- -----
1. That the insurance, as described in section 5 of the Notice of Operating
Instructions and Reporting Requirements, is in effect. X
2. That all post petition taxes, as described in section 9 of the Notice of
Operating Instructions and Reporting Requirements, are current. X
3. No professional fees (accountant, attorneys, etc.) have been paid without
specific court authorization. If no, provide an explanation below. X
Additional Explanation (if necessary):
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
I understand that any false statement may subject me to sanctions as provided
for in Bankr. R. Pro. 9011.
JACOBSON CREDIT CORP.
------------------------------------------
Debtor in Possession
/s/ Paul W. Gilbert 8/5/02
------------------------------------------ ------------
Signature of Authorized Individual Date
Paul W. Gilbert Vice Chairman
--------------------------------------------------------------------------------
Printed Name of Authorized Individual Title of Authorized Individual
Page 2 of 9
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF MICHIGAN
In re: Jacobson Credit Corp. Case No. 02-40961-DTS
Debtors Hon. David T. Stosberg
Reporting Period: June 2, 2002 to July 6, 2002
SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS
JACOBSON CREDIT CORP.
CUMULATIVE
FILING TO
BANK ACCOUNTS CURRENT MONTH DATE
OPERATING ACTUAL ACTUAL
------------------------------------------------------------------------------------
CASH - BEGINNING OF MONTH $ - $ - $ - $ - $ 84 $ 84
========= ========= ========== ========== ========== ==========
RECEIPTS SEE SCHEDULE A FOR DETAIL
-------- -------------------------
INTERNAL TRANSFERS - - - - - -
INTEREST INCOME - - - - - -
ACCOUNTS RECEIVABLE - CREDIT &
COLL. - - - - - -
ACCOUNTS RECEIVABLE - LOCKBOX - - - - - -
RETAIL STORE DEPOSITS - - - - - -
GOB JOINT VENTURE PROCEEDS - OZER - -
REVOLVER BORROWINGS - FLEET - - - - - -
RETURN ITEMS REDEPOSITED - - - - - -
MISCELLANEOUS - - - - - -
BANKCARD CASH RECEIPTS - - - - - -
EMPLOYEE BENEFIT PLANS - - - - - -
--------- --------- ---------- ---------- ---------- ----------
TOTAL RECEIPTS $ - $ - $ - $ - $ - $ -
========= ========= ========== ========== ========== ==========
DISBURSEMENTS SEE SCHEDULE A FOR DETAIL
------------- -------------------------
INTERNAL TRANSFERS - - - - - -
ELECTRONIC PAYROLL TAXES PAYMENTS - - - - - -
PAYROLL - - - - - -
- - - - - -
VENDOR PAYMENTS - - - - - -
ELECTRONIC SALES TAX PAYMENTS - - - - - -
RECEIPTS APPLIED TO REVOLVER
BALANCE - - - - - -
CUSTOMER REFUNDS - -
EMPLOYEE BENEFIT PLAN PAYMENTS - -
BANK FEES - - - - - -
RETURN ITEMS - - - - - -
MISCELLANEOUS - -
- - - - - -
--------- --------- ---------- ---------- ---------- ----------
TOTAL DISBURSEMENTS $ - $ - $ - $ - - -
========= ========= ========== ========== ========== ==========
NET CASH FLOW $ - $ - $ - $ - $ - $ -
========= ========= ========== ========== ========== ==========
CASH - END OF MONTH $ - $ - $ - $ - $ 84 $ 84
========= ========= ========== ========== ========== ==========
DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES (FROM CURRENT MONTH COLUMN)
TOTAL DISBURSEMENTS $ -
LESS: TRANSFERS TO DEBTOR IN POSSESSION ACCOUNTS -
PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES -
TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES $ -
Page 3 of 9
SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS - SCHEDULE A
TOTAL REPORTING PERIOD
JCC CURRENT MONTH
1840421752 ACTUAL
---------- -------------
Cash - Beg $ 83.51 $ 84
========== =============
Receipts
Internal Transfers - -
Interest Income - -
Accounts Receivable - Credit & Collections - -
Accounts Receivable - Lockbox - -
Retail Cash/Check Sales & J-Card Store Payments - -
GOB Joint Venture Receipts - Ozer - -
Revolver Borrowings - Fleet - -
Return Items Redeposited - -
Misc Deposits/Credits - -
Bankcard Receipts - -
Employee Benefit Plans - Payments from Providers - -
Total Receipts $ - $ -
========== =============
Disbursements -
Internal Transfers - -
Electronic Payroll Tax Payments - -
Payroll - -
- -
Vendor Payments - -
Electronic Sales Tax Payments - -
Receipts applied to Revolver Balance - Fleet - -
Customer Refunds - -
Employee Benefit Plan Payments - -
Bank Fees - -
Return Items - -
Miscellaneous - -
---------- -------------
Total Disbursements $ - $ -
========== =============
Net Cash Flow $ - $ -
========== =============
Cash End of Month $ 84 $ 84
========== =============
Page 4 of 9
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF MICHIGAN
In re: Jacobson Credit Corp. Case No. 02-40961-DTS
Debtors Hon. David T. Stosberg
Reporting Period: June 2, 2002 to July 6, 2002
BANK RECONCILIATION
JACOBSON CREDIT CORP.
BANK ACCOUNTS
-------------
BALANCE PER BOOKS
$ - $ - $ - $ -
=========== ========== ============ ==========
Bank Balance SEE ATTACHED SCHEDULE B - -
Plus: Deposits In Transit - - - -
Less: Outstanding Checks - - - -
Other - - - -
----------- ---------- ------------ ----------
ADJUSTED BANK BALANCE $ - $ - $ - $ -
=========== ========== ============ ==========
OTHER
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Page 5 of 9
BANK RECONCILIATION SCHEDULE - SCHEDULE B
COMERICA TOTAL
JCC
1840421752
---------- -----------
Balance Per Books $ - $ -
========= ===========
Bank Balance 84 84
Plus: Deposits in Transit - Booked Not Banked -
Less: Outstanding Checks/Wire Transfers -
Less: Deposits in Transit - Banked not Booked -
Misposted Entries -
Checks issued not on Books -
Encoding Error Deposit not on Books -
Return of Direct Deposit Funds not on Books -
Checks Cleared not O/S on Books -
Overdraft Charges not on Books -
Returned Items not on Books -
Interest Expense not on Books -
Bank Fees not on Books -
Misc Deposit not on Books -
Bankcard Fees not on Books -
Bankcard Debits on Books not Bank -
Misc variance (84) (84)
--------- -----------
ADJUSTED BANK BALANCE $ - $ -
========= ===========
Page 6 of 9
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF MICHIGAN
In re: Jacobson Credit Corp. Case No. 02-40961-DTS
Debtors Hon. David T. Stosberg
Reporting Period: June 2, 2002 to July 6, 2002
STATEMENT OF OPERATIONS
(dollars in thousands)
(Amounts subject to potential fiscal year-end audit adjustments)
Cumulative
Filing to date
June Totals
---------- --------------
Net Sales $ - $ -
Cost of Goods Sold - -
---------- -------------
Gross Profit - -
Operating Expenses - -
---------- -------------
Operating Income / (Loss) - -
Interest Expense - -
Other Income - -
---------- -------------
Net Income / (Loss) b/4 Restructuring Costs and Taxes - -
Reorganization Expenses - (incl. Professional Fees) - -
Income Taxes - Benefit / (Expense) - -
---------- -------------
Net Income / (Loss) $ - $ -
========== =============
Page 7 of 9
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF MICHIGAN
In re: Jacobson Credit Corp. Case No. 02-40961-DTS
Debtors Hon. David T. Stosberg
Reporting Period: June 2, 2002 to July 6, 2002
BALANCE SHEET
(dollars in thousands)
(Amounts subject to potential fiscal year-end audit adjustments)
ASSETS
------
CURRENT ASSETS
--------------
CASH AND CASH EQUIVALENTS $ -
ACCOUNTS RECEIVABLE, NET 0
DUE FROM VENDORS 0
INTERCOMPANY RECEIVABLE 8,524
INVENTORIES 0
DEFERRED FINANCING 0
OTHER PREPAIDS 0
REFUNDABLE INCOME TAXES 0
------------
TOTAL CURRENT ASSETS 8,524
TOTAL P, P & E: 0
LESS: ACCUMULATED DEPR. 0
------------
PROPERTY, PLANT & EQUIPMENT, NET -
OTHER ASSETS:
NET GOODWILL 0
LIFE INSURANCE - CSV 0
PREPAID PENSION 0
OTHER 0
------------
TOTAL OTHER ASSETS -
------------
TOTAL ASSETS $ 8,524
============
Page 8 of 9
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF MICHIGAN
In re: Jacobson Credit Corp. Case No. 02-40961-DTS
Debtors Hon. David T. Stosberg
Reporting Period: June 2, 2002 to July 6, 2002
BALANCE SHEET
(dollars in thousands)
(Amounts subject to potential fiscal year-end audit adjustments)
LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
POST-PETITION LIABILITIES & ACCRUED EXPENSES:
ACCOUNTS PAYABLE $ --
AMOUNTS DUE TO INSIDERS 0
ACCRUED PAYROLL 0
ACCRUED PROPERTY TAXES 0
ACCRUED PAYROLL TAXES 0
ACCRUED STATE INCOME TAXES 0
ACCRUED SALES & USE TAXES 0
ACCRUED INTEREST 0
ACCRUED PROFESSIONAL FEES 0
ACCRUED RENT/LEASE 0
ACCRUED OTHER 0
------
SUBTOTAL 0
OTHER POST-PETITION LIABILITIES:
NOTES PAYABLE - REVOLVER 0
INTERCOMPANY LIABILITIES 0
RESTRUCTURING RESERVE 0
DEFERRED RENT 0
BANK FLOAT / OVERDRAFTS 0
OTHER LIABILITIES 0
------
SUBTOTAL 0
------
TOTAL CURRENT POST-PETITION LIABILITIES 0
LIABILITIES SUBJECT TO COMPROMISE:
ACCOUNTS PAYABLE 0
ACCRUED GOM CAPITAL LEASE OBLIGATION 0
ACCRUED VACATION 0
ACCRUED WORKERS COMPENSATION 0
ACCRUED INTEREST 0
ACCRUED PROPERTY TAXES 0
OFFICER'S DEFERRED COMPENSATION 0
MORTGAGES 0
DEBENTURES 0
OTHER LIABILITIES 0
------
SUBTOTAL 0
------
TOTAL LIABILITIES --
STOCKHOLDERS' EQUITY
COMMON STOCK 1,700
PAID IN SURPLUS 0
TREASURY STOCK 0
RETAINED EARNINGS, BEGINNING 6,824
CURRENT PERIOD EARNINGS 0
------
SUBTOTAL 8,524
------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $8,524
======
Page 9 of 9
Dear Vendor:
As you are aware, on January 15, 2002, Jacobson Stores Inc., and its
corporate affiliates (collectively, the "Company") each filed voluntary
petitions for bankruptcy protection under Title 11 of the United States Code
(the "Bankruptcy Code"). Since that time, the Company has devoted a great deal
of effort to attempt to reorganize its business and return the Company to a
profitable and successful retail operation. On behalf of the Company, we would
like to thank you for your support during this very difficult time.
Despite the Company's efforts, as a result of lower than expected
sales, coupled with the current retail environment, the Company has been unable
to meet certain of its sales covenants under its post-Chapter 11 secured,
revolving credits facility, dated January 30, 2002 (the "Revolving Credit
Facility"). As a result, by letter dated July 1, 2002, the lenders under the
Revolving Credit Facility (the "Lenders") declared an Event of Default under the
Revolving Credit Facility (the "Default Letter"). The Lenders' delivery of the
Default Letter triggered various other provisions of the Revolving Credit
Facility, including, but not limited, the Lenders' right, in their sole
discretion, to (a) refuse to continue to lend money to the Company, and/or (b)
restrict the Company's cash outlays; and/or (c) refuse to issue, extend or renew
any outstanding letters of credit beyond the current terms thereof, until such
time as the Revolving Credit Facility has been re-paid in full. Needless to say,
the declaration of an Event of Default materially altered the Company's ability
to maintain its operations and caused the Company to file an expedited motion
with the Bankruptcy Court, seeking authority to dispose of its assets by means
of a Comprehensive Sale Transaction or through the conduct of
"going-out-of-business" sales. An auction for certain of the Company's assets is
scheduled for July 24, 2002 (the "Auction").
In light of the Company's need to maintain operations and continue to
preserve and maximize the value recovered for its assets at the Auction, the
Company has prepared a budget pursuant to which it anticipates that the Lenders
would continue to fund certain of the Company's operational costs (the
"Wind-Down Budget"), including payment, in the ordinary course for certain
merchandise scheduled to be delivered to the Company during the month of July,
that was ordered under duly authorized Company Purchase Orders and in compliance
with such Purchase Orders as to all terms and conditions and pay for such orders
in the normal course of business.
Unfortunately, based on its current cash flow projections and the
Wind-Down Budget, the Company does not have sufficient liquidity to, at this
point in time, pay for merchandise that was received by the Company prior to
July 1, 2002. The Company is disclosing this information to you, not to alarm
you, but to explain, in advance, why there may be a delay in your receipt of
payment. However, it is the Company's intention, and in fact its obligation
under the Bankruptcy Code, to treat its unpaid obligations for goods that were
sold and delivered to the Company after January 15, 2002, as administrative
expense claims. The Company anticipates that upon the completion of the sale of
all of the Company's assets (including the Company's real estate interests,
which the Company anticipates will occur in September, 2002) and payment in full
to the Lenders, the Company will have sufficient cash flow in October, 2002, to
tender payment in full on account of all its outstanding post-petition invoices.
We hope that those of you who continue to have outstanding purchase orders
scheduled for delivery in July will continue to work with the Company to enable
the Company to receive the merchandise that the Company needs to carry itself
through to the end of July. A representative from our Buyers department will be
in contact with you to coordinate shipment and receipt of such necessary
merchandise, as well as to coordinate the cancellation of certain other purchase
orders for which the Company neither has the money to pay, nor, unfortunately,
after the end of July, the need for.
We cannot express in words the Company's sincere disappointment at this
turn of events and we again, thank you for your support of the Company.
Very truly yours,
Jacobson Stores, Inc.
A-1
FOR IMMEDIATE RELEASE CONTACT: Paul W. Gilbert
517-764-6400
JACOBSON'S TO BEGIN LIQUIDATION PROCESS AT ALL 18 STORES
JACKSON, Mich., July 25, 2002 - Jacobson Stores Inc. today received
authorization to begin liquidating over $100 million of merchandise inventory in
its 18 remaining stores. Closing sales begin Friday, July 26, 2002.
The United States Bankruptcy Court for the Eastern District of
Michigan, Southern Division approved two bids, one to purchase the Company's
merchandise and another to purchase its accounts receivable.
Approval of the liquidation process follows the Company's unsuccessful
attempts to sell the business as a going concern.
A joint venture group comprised of Gordon Brothers Retail Partners LLC,
SB Capital Group, LLC, Tiger Capital Group, LLC, and Buxbaum & Associates, Inc.
will manage the liquidation sales for the 134-year-old specialty retailer.
The going out of business sales will continue until all merchandise has
been sold. The sales will offer storewide discounts off the lowest ticketed
prices in categories such as men's, women's and children's clothing, home
furnishings, giftware and fine jewelry.
"This is a great opportunity for Jacobson's customers to find the
distinctive merchandise assortments and fine gifts that they have come to expect
at Jacobson's at significant discounts," said Gary Kulp of Boston-based Gordon
Brothers Group, on behalf of the joint venture. "Since many of the most popular
designer brand-name products will be featured in the sales, we know the stores
will sell out very quickly."
Jacobson's currently operates 18 specialty stores in Michigan, Indiana,
Kentucky, Kansas and Florida. The Company's web site is located at
www.jacobsons.com.
###
B-1
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF MICHIGAN
In re: Jacobson Stores, Inc. Case No. 02-40957-DTS
Debtors Hon. David T. Stosberg
Reporting Period: June 2, 2002 to July 6, 2002
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within
20 days after end of month
Submit copy of report to any official committee appointed in the case.
DOCUMENT EXPLANATION
REQUIRED DOCUMENTS FORM NO. ATTACHED ATTACHED
------------------ -------- -------- -----------
Debtor Affirmations MOR - 1 Yes
Schedule of Cash Receipts and Disbursements MOR - 2 Yes
Bank Account Reconciliations MOR - 2 Yes
Statement of Operations MOR - 3 Yes
Balance Sheet MOR - 4 Yes
Status of Postpetition Taxes MOR - 5 Yes
Summary of Unpaid Postpetition Debts MOR - 5 Yes
Listing of aged accounts payable MOR - 5 Yes
Schedule of Insurance - Listing of Policies MOR - 6 Yes
Appendix A - Copy of Company's 7-10-02 Letter to Merchandise Vendors A1 Yes
Appendix B - Copy of Company's 7-25-02 Press Release B1 Yes
The statements contained within have been completed on an ACCRUAL BASIS. I
understand that any false statement may subject me to sanctions as provided for
in Bankr. R. Pro. 9011.
JACOBSON STORES, INC.
------------------------------------------
Debtor inPossession
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