SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A NO. 1
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
For the fiscal year ended January 1, 2000
- --- TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
QUAKER FABRIC CORPORATION
(Exact name of Registrant as specified in its charter)
DELAWARE 04-1933106
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
941 Grinnell Street
Fall River, Massachusetts 02721
(Address principal executive offices) (Zip Code)
Registrant's telephone number, including area code (508) 678-1951
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Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.01
----------------------------
(Title of Class)
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: ___
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. __
The aggregate market value of the Registrant's voting stock held by
non-affiliates of the Registrant, computed by reference to the closing sales
price as quoted on NASDAQ on March 13, 2000 was approximately $65.2 million.
As of March 13, 2000, 15,690,309 shares of Registrant's common stock, par value
$0.01 per share were outstanding.
Documents Incorporated by Reference
Description of document Part of the Form 10-K
----------------------- ---------------------
Portions of the Proxy Statement to be used in Part III (Item 10 through Item 13)
connection with the Registrant's 2000 Annual and Part IV
Meeting of Stockholders.
1999 Annual Report to Shareholders Part II (Item 5 through Item 8)
EXPLANATORY NOTE
This Amendment Number 1 on Form 10-K/A amends and restates the Report
of Independent Public Accountants on the Financial Statements of the Company, as
filed under Item 14 of the Annual Report on Form 10-K filed with the Securities
and Exchange Commission on March 30, 2000 by Quaker Fabric Corporation, solely
for the purpose of correcting a typographical error in the report of independent
public accountants.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND
REPORTS ON FORM 8-K
Exhibit 13 - 1999 annual report to security holders.
Page 25
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
We have audited the accompanying consolidated balance sheets of Quaker Fabric
Corporation (a Delaware corporation) and subsidiaries as of January 1, 2000 and
January 2, 1999, and the related statements of income, changes in stockholders'
equity and cash flows for each of the three years in the period ended January 1,
2000. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the
audits to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Quaker Fabric
Corporation and subsidiaries as of January 1, 2000 and January 2, 1999, and the
results of its operations and its cash flows for each of the three years in the
period ended January 1, 2000, in conformity with accounting principles generally
accepted in the United States.
ARTHUR ANDERSEN LLP
Boston, Massachusetts
February 10, 2000
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, on April 3, 2001.
QUAKER FABRIC CORPORATION
By /s/ Larry A. Liebenow
--------------------------
Larry A. Liebenow
Chief Executive Officer,
President, and Director
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
Signature Title Date
/s/ Larry A. Liebenow Chief Executive Officer, President, April 3, 2001
- --------------------- and Director
(Larry A. Liebenow)
/s/ Paul J. Kelly Vice President -- Finance (Chief April 3, 2001
- ----------------- Financial and Accounting Officer)
(Paul J. Kelly)
/s/ Sangwoo Ahn Chairman of the Board April 3, 2001
- ---------------
(Sangwoo Ahn)
/s/ Jerry I. Porras Director April 3, 2001
- -------------------
(Jerry I. Porras)
/s/ Eriberto R. Scocimara Director April 3, 2001
- -------------------------
(Eriberto R. Scocimara)