1
EXHIBIT INDEX ON PAGE 13
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[XX] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended: SEPTEMBER 30, 1996
------------------------------------------------
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
------------------------- -------------------
Commission File Number: 1-6064
ALEXANDER'S, INC.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 51-0100517
- -------------------------------------------------------------------------------
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification Number)
PARK 80 WEST, PLAZA II, SADDLE BROOK, NEW JERSEY 07663
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(201)587-8541
- -------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
- -------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since
last report)
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 (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
[X] Yes [ ] No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
[ ] Yes [ ] No
As of October 25, 1996 there were 5,000,850 common shares
outstanding.
Page 1 of 43
2
ALEXANDER'S, INC.
INDEX
Page Number
-----------
PART I. FINANCIAL INFORMATION:
----------------------
Item 1. Financial Statements:
Consolidated Balance Sheets as of September 30, 1996
and December 31, 1995 . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Consolidated Statements of Operations for the Three and Nine
Months Ended September 30, 1996 and September 30, 1995 . . . . . . . . . . . 4
Consolidated Statements of Cash Flows for the Nine
Months Ended September 30, 1996 and September 30, 1995 . . . . . . . . . . . 5
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations . . . . . . . . . . . . . . . . . . . . 8
PART II. OTHER INFORMATION:
-----------------
Item 5. Other Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . . . . . . 11
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Exhibit Index . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Exhibit 3.1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Exhibit 27 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43
Page 2 of 43
3
PART I. FINANCIAL INFORMATION
ALEXANDER'S, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS EXCEPT SHARE AMOUNTS)
SEPTEMBER 30, DECEMBER 31,
1996 1995
------------ -----------
ASSETS:
Real estate, at cost:
Land $ 46,082 $ 46,082
Buildings, leaseholds and improvements
(including $34,996 of construction
in progress at December 31, 1995) 112,528 96,238
Capitalized expenses and predevelopment
costs 45,058 33,165
--------- --------
Total 203,668 175,485
Less accumulated depreciation and
amortization (38,784) (37,794)
--------- --------
164,884 137,691
Investment in unconsolidated joint
venture 11,098 12,744
--------- --------
Real estate, net 175,982 150,435
Cash and cash equivalents 10,969 8,471
Restricted cash 6,377 16,905
Accounts receivable, net of allowance for
doubtful accounts of $147 in each period 228 180
Receivable arising from the straight-lining
of rents, net 5,504 4,228
Deferred lease and other expense 8,362 10,460
Deferred debt expense 2,850 4,341
Other assets 1,579 3,521
-------- --------
TOTAL ASSETS $211,851 $198,541
======== ========
SEPTEMBER 30, DECEMBER 31,
1996 1995
------------ -----------
LIABILITIES AND DEFICIENCY IN NET ASSETS:
Liabilities:
Debt $192,599 $182,883
Amounts due to Vornado Realty Trust and
its affiliate 4,978 8,482
Liability for postretirement
healthcare benefits 14,357 15,526
Accounts payable and accrued liabilities 5,130 4,389
Other liabilities from discontinued operations 2,760 5,797
Minority interest 600 600
--------- ---------
TOTAL LIABILITIES 220,424 217,677
--------- ---------
Commitments and contingencies
Deficiency in Net Assets:
Common stock; $1.00 par value per share;
authorized, 10,000,000 shares;
issued 5,173,450 5,174 5,174
Additional capital 24,843 24,843
Deficit (37,630) (48,193)
--------- ---------
(7,613) (18,176)
Less treasury shares, 172,600 shares at
cost (960) (960)
-------- --------
Total deficiency in net assets (8,573) (19,136)
-------- --------
TOTAL LIABILITIES AND DEFICIENCY
IN NET ASSETS $211,851 $198,541
======== ========
See notes to consolidated financial statements.
Page 3 of 43
4
ALEXANDER'S, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(amounts in thousands except share amounts)
FOR THE THREE MONTHS ENDED FOR THE NINE MONTHS ENDED
---------------------------- -----------------------------
SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30,
1996 1995 1996 1995
------------ ------------- ------------- ------------
Revenues:
Property rentals $ 4,315 $ 2,571 $ 11,768 $ 7,614
Expense reimbursements 398 280 1,365 875
Equity in income of unconsolidated
joint venture 666 1,270 2,616 2,131
-------- ------- -------- -------
Total revenues 5,379 4,121 15,749 10,620
-------- ------- -------- -------
Expenses:
Operating (including management fee to
Vornado of $210 and $630 in 1996 and
$210 and $490 in 1995) 1,481 1,124 3,984 2,726
General and administrative (including
management fee to Vornado of $540
and $1,620 in 1996 and $540 and $1,260
in 1995) 961 825 3,333 3,523
Depreciation and amortization 549 460 1,372 1,393
Reorganization costs - - - 1,938
-------- ------- -------- -------
Total expenses 2,991 2,409 8,689 9,580
-------- ------- -------- -------
Operating income 2,388 1,712 7,060 1,040
Interest and debt expense (including
interest on loan from Vornado) (3,657) (3,986) (10,393) (10,208)
Other income and interest income, net 639 348 2,294 1,132
-------- ------- -------- -------
Loss before reversal of deferred taxes (630) (1,926) (1,039) (8,036)
Reversal of deferred taxes - - - 1,406
-------- ------- -------- -------
Loss from continuing operations (630) (1,926) (1,039) (6,630)
Income from discontinued operations - - 11,602 -
-------- ------- -------- -------
Net (loss)/income $ (630) $(1,926) $ 10,563 $(6,630)
======== ======= ======== =======
Net (loss)/income per share:
Continuing operations $(.13) $(.39) $(.21) $(1.33)
Discontinued operations - - 2.32 -
------ ------ ----- ------
Net (loss)/income $(.13) $(.39) $2.11 $(1.33)
===== ===== ===== ======
Weighted average number of common
shares outstanding during period 5,000,850 5,000,850 5,000,850 5,000,850
See notes to consolidated financial statements.
Page 4 of 43
5
ALEXANDER'S, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in thousands)
FOR THE NINE MONTHS ENDED
----------------------------------
SEPTEMBER 30, SEPTEMBER 30,
1996 1995
------------- --------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss from continuing operations $ (1,039) $ (6,630)
Adjustments to reconcile net loss to net cash
provided by (used in) continuing
operating activities:
Depreciation and amortization
(including debt issuance costs) 2,863 3,591
Straight-lining of rental income (1,276) (1,147)
Equity in income of unconsolidated joint
venture (net of distributions of
$4,262 in 1996 and contributions of
$951 in 1995) 1,646 (3,082)
Change in assets and liabilities:
Accounts receivable (48) (366)
Note receivable - 4,550
Amounts due to Vornado Realty Trust and its affiliate (1,585) (1,355)
Liability for postretirement healthcare benefits (1,169) (126)
Accounts payable and accrued liabilities 742 2
Other 1,620 (1,459)
-------- --------
Net cash provided by (used in) operating activities of
continuing operations 1,754 (6,022)
Net cash provided by (used in) discontinued operations 8,683 (28,425)
-------- --------
Net cash provided by (used in) operating activities 10,437 (34,447)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to real estate (28,183) (28,480)
Cash restricted for construction financing 2,126 (6,098)
Cash restricted for operating liabilities 8,402 (14,684)
-------- --------
Net cash used in investing activities (17,655) (49,262)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of debt 10,527 138,425
Debt repayments (811) (39,766)
Deferred debt expense - (5,553)
-------- --------
Net cash provided by financing activities 9,716 93,106
-------- --------
Net increase in cash and cash equivalents 2,498 9,397
Cash and cash equivalents at beginning of period 8,471 2,363
-------- --------
Cash and cash equivalents at end of period $ 10,969 $ 11,760
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash payments for interest (including capitalized
interest of $6,452 and $4,569) $ 15,354 $ 12,579
======== ========
See notes to consolidated financial statements.
Page 5 of 43
6
ALEXANDER'S, INC.
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. CONSOLIDATED FINANCIAL STATEMENTS
The consolidated balance sheet as of September 30, 1996, the
consolidated statements of operations for the three and nine months
ended September 30, 1996 and September 30, 1995, and the consolidated
statements of cash flows for the nine months ended September 30, 1996
and September 30, 1995 are unaudited. In the opinion of management, all
adjustments (which include only normal recurring adjustments) necessary
to present fairly the financial position, results of operations and
changes in cash flows have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. These condensed
consolidated financial statements should be read in conjunction with the
financial statements and notes thereto included in the Company's 1995
Annual Report to Shareholders. The results of operations for the three
and nine months ended September 30, 1996 are not necessarily indicative
of the operating results for the full year.
2. RELATED PARTY TRANSACTIONS
Under a management and development agreement (the "Management
Agreement") with Vornado Realty Trust ("Vornado"), Alexander's incurred
fees of $937,000 and $1,162,000 in the three months ended September 30,
1996 and 1995 and $4,405,000 and $2,713,000 in the nine months ended
September 30, 1996 and 1995. The fees for the nine months ended
September 30, 1996, included $1,443,000 related to the substantial
completion of the redevelopment of the Rego Park I property in the
quarter ended March 31, 1996.
The fee pursuant to the Management Agreement is in addition to
the leasing fee the Company pays to Vornado under the terms of its
leasing agreement. Subject to the payment of rents by tenants, Vornado
is due $4,357,000 at September 30, 1996 under such agreement. The lease
which Vornado had previously negotiated with Caldor on behalf of the
Company for a portion of its Rego Park I property was rejected in March
1996 in Caldor's bankruptcy proceedings, resulting in $1,717,000 of
previously recorded leasing fees payable and the corresponding deferred
lease expense being reversed in the quarter ended March 31, 1996.
In addition, the Company incurred interest on its loan from
Vornado of $1,889,000 in each of the three-month periods ended September
30, 1996 and 1995, of which $1,045,000 was capitalized this year and
$279,000 was capitalized last year. Interest on the loan was $5,627,000
and $4,087,000 in the nine months ended September 30, 1996 and 1995, of
which $2,882,000 and $900,000 were capitalized.
Page 6 of 43
7
ALEXANDER'S, INC.
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3. CONTINGENCIES
Paramus Property
Recently, the Company was notified that the State of New Jersey
had reduced the acreage that it intends to condemn to approximately 9
acres from the 10 acres it had previously sought. The land subject to
the condemnation is located on the periphery of the property and will be
used to lessen traffic congestion. The New Jersey Department of
Transportation ("DOT") amended its offer to purchase the land to
approximately $15,000,000 (previously $15,400,000) based on an appraisal
performed on its behalf for the reduced acreage. The Company is
negotiating with the DOT to attempt to reach agreement on the value and
other terms. In the event that the Company and the DOT do not reach
agreement, a formal process may be initiated by the DOT pursuant to
which, among other things, a group of independent commissioners will be
appointed by a court to adjudicate the disputed matters.
Environmental Matters
The results of a 1993 Phase I environmental study at the Kings
Plaza Shopping Center's ("Center") property show that certain adjacent
properties owned by third parties have experienced petroleum hydrocarbon
contamination. Based on this study and preliminary investigation of the
Center's property and its history, there is potential for contamination
on the property. If contamination is found on the property, the Center
may be required to engage in remediation activities; management is
unable to estimate the financial impact of potential contamination if
any is discovered in the future. If further investigations reveal that
there is contamination on its site, since the Center believes such
contamination would have resulted from activities of third parties, the
Center intends to pursue all available remedies against any of these
third parties.
The Company is aware of the presence of asbestos-containing
materials at several of its properties and believes that it manages such
asbestos in accordance with applicable laws. The Company plans to abate
or remove such asbestos as appropriate.
Caldor Corporation ("Caldor")
In September 1995, Caldor, which leases the Fordham Road and
Flushing Properties from the Company, filed for relief under Chapter 11
of the United States Bankruptcy Code. Property rentals from these two
leases represent approximately 39% of the Company's consolidated
revenues for the nine months ended September 30, 1996 and approximately
56% of the Company's consolidated revenues for the year ended December
31, 1995. Caldor leased these properties "as is", expended the entire
cost of refurbishing these stores and has not affirmed either of these
leases, but continues to pay rent on both of these locations. The loss
of property rental payments under either of these leases could have a
material adverse effect on the financial condition and results of
operations of the Company.
Caldor was also a lessee for a portion of the Rego Park I
property. Caldor received Bankruptcy Court approval to reject the lease
effective March 18, 1996. The Company has filed a claim for damages
based on such rejection.
Page 7 of 43
8
ALEXANDER'S, INC.
AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Company's revenues, which consist of property rentals, tenant
expense reimbursements and equity in income of unconsolidated joint venture
were $5,379,000 in the quarter ended September 30, 1996, compared to $4,121,000
in the prior year's quarter, an increase of $1,258,000. Revenues were
$15,749,000 for the nine months ended September 30, 1996, compared to
$10,620,000 for the prior year's nine months, an increase of $5,129,000.
Property rentals were $4,315,000 in the quarter ended September 30,
1996, compared to $2,571,000 in the prior year's quarter, an increase of
$1,744,000. Property rentals were $11,768,000 in the nine months ended
September 30, 1996, compared to $7,614,000 in the prior year's nine months, an
increase of $4,154,000. These increases resulted primarily from the
commencement of rents and paid parking at the Company's Rego Park I property in
March 1996.
The increases in tenant expense reimbursements reflect a corresponding
increase in operating expenses passed through to tenants.
Equity in income of unconsolidated joint venture ("the Kings Plaza
Shopping Center") was $666,000 in the quarter ended September 30, 1996,
compared to $1,270,000 in the prior year's quarter, a decrease of $604,000.
This decrease resulted primarily because billings to tenants for certain
reimbursable expenses in the prior year's quarter included a cumulative
adjustment and therefore represented nine months of expenses. In the current
year these expenses were billed ratably over the nine months. Equity in income
of the Kings Plaza Shopping Center was $2,616,000 for the nine months ended
September 30, 1996, compared to $2,131,000 in the prior year's nine months, an
increase of $485,000. This increase resulted primarily from an increase in
rent from mall tenants.
Operating expenses were $1,481,000 in the quarter ended September 30,
1996, compared to $1,124,000 in the prior year's quarter, an increase of
$357,000. Operating expenses were $3,984,000 in the nine months ended
September 30, 1996, compared to $2,726,000 in the prior year's nine months, an
increase of $1,258,000. These increases resulted from (i) expenses in
connection with the paid parking operations in Rego Park and (ii) real estate
taxes, maintenance and utility expenses, which were primarily passed through to
tenants.
General and administrative expenses were $961,000 in the quarter ended
September 30, 1996, compared to $825,000 in the prior year's quarter, an
increase of $136,000. Expenses were lower in the prior year's quarter as a
result of a franchise tax credit during that period. General and
administrative expenses were $3,333,000 in the nine months ended September 30,
1996 compared to $3,523,000 in the prior year's nine months, a decrease of
$190,000. This decrease resulted primarily from lower professional fees.
Interest and debt expense for the quarter and nine months ended
September 30, 1996, did not change significantly from such expense for the
prior year's periods. The increase in interest and debt expense for the
quarter and the nine months ended September 30, 1996 resulting from higher
levels of average debt was offset by an increase in interest capitalized during
development this year.
Other income and interest income, net was $639,000 in the quarter ended
September 30, 1996, compared to $348,000 in the prior year's quarter, an
increase of $291,000. Other income and interest income, net was $2,294,000 in
the nine months ended September 30, 1996, compared to $1,132,000 in the prior
year's nine months, an increase of $1,162,000. These increases resulted
primarily from (i) the amortization of deferred gains in connection with the
Company's postretirement healthcare benefits and workmen's compensation
insurance refunds aggregating $416,000 and $946,000 in the three and nine
Page 8 of 43
9
ALEXANDER'S, INC.
AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
months ended September 30, 1996 and (ii) a reimbursement of expenses of
$658,000 received in the second quarter of this year from the Company's partner
in the unconsolidated joint venture, partially offset by (iii) a decrease in
interest income of $232,000 and $521,000 as a result of lower average cash
invested this year than in the prior year.
As a result of the Company's election to be taxed as a REIT for the
year ended December 31, 1995, the deferred tax balance of $1,406,000 at
December 31, 1994 was reversed, resulting in an income tax benefit in the
quarter ended March 1995.
Discontinued Operations
The Company recorded income from discontinued operations of $11,602,000
in the quarter ended June 30, 1996 comprised of (i) $9,602,000 from the
settlement of a tax certiorari proceeding against the County of Nassau for
overpayment of taxes on its former Valley Stream Store property and (ii)
$2,000,000 from the reduction of "Other liabilities of discontinued operations"
to amounts estimated to be needed to resolve these liabilities.
LIQUIDITY AND CAPITAL RESOURCES
Nine Months Ended September 30, 1996
Cash provided by operating activities of $10,437,000 was comprised of
(i) net cash provided by discontinued operations of $8,683,000 (proceeds from
settlement of tax certiorari proceedings, net of payment of allowed general
unsecured claims) and (ii) $2,194,000 from results of operations (net loss from
continuing operations of $1,039,000 offset by non-cash items of $3,233,000),
offset by (iii) a net change in operating assets and liabilities of $440,000.
Net cash used in investing activities of $17,655,000 was comprised of
capital expenditures of $28,183,000, offset by the release of cash restricted
for operating liabilities of $10,528,000.
Net cash provided by financing activities of $9,716,000 was comprised of
proceeds from the issuance of debt of $10,527,000, offset by repayments of debt
of $811,000.
Nine Months Ended September 30, 1995
Cash used in operating activities of $34,447,000 was comprised of (i) a
net loss of $6,630,000, (ii) the payment of liabilities of discontinued
operations of $28,425,000 and (iii) non-cash items of $638,000, offset by (iv)
a net change in operating assets and liabilities of $1,246,000.
Net cash used in investing activities of $49,262,000 was comprised of
(i) capital expenditures of $28,480,000, (ii) cash restricted for construction
financing of $6,098,000 and (iii) cash restricted for operating liabilities of
$14,684,000.
Net cash provided by financing activities of $93,106,000 was comprised
of proceeds from the issuance of debt of $132,872,000 (net of deferred debt
expense), offset by repayments of debt of $39,766,000.
In connection with the redevelopment of the existing building and the
construction of a multi-level parking structure on its Rego Park I property,
the Company has expended approximately $36,500,000 and expects to expend up to
an additional $3,000,000 to complete the project. At September 30, 1996, there
was $1,700,000 available under a $60,000,000 construction loan to fund these
expenditures with the balance to be funded from existing cash. The Company
estimates that its capital expenditure requirements for other redevelopment
projects will include: (i) the redevelopment of the Paramus property at a cost
of
Page 9 of 43
10
ALEXANDER'S, INC.
AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
approximately $50,000,000 to $60,000,000 and (ii) the demising of the Kings
Plaza Store which may have an improvement cost between $5,000,000 and
$10,000,000. Further, the Company is evaluating redevelopment plans for the
Lexington Avenue site, which may involve razing the existing building and
developing a large multi-use building requiring capital in excess of
$300,000,000 to be expended. While the Company anticipates that financing will
be available for these redevelopment projects, there can be no assurance that
such financing will be obtained or if obtained, that such financings will be on
terms that are acceptable to the Company. In addition, it is uncertain as to
when these projects will commence.
On September 18, 1995, Caldor, which leases the Fordham Road and
Flushing Properties from the Company, filed for relief under Chapter 11 of the
United States Bankruptcy Code. Caldor accounted for approximately 39% of the
Company's consolidated revenues for the nine months ended September 30, 1996
and approximately 56% of the Company's consolidated revenues for the year ended
December 31, 1995. Caldor leased these properties "as is", expended the entire
cost of refurbishing these stores and continues to pay rent on both of these
locations. The loss of property rental payments under either of these leases
could have a material adverse effect on the financial condition and results of
operations of the Company.
Caldor was also a lessee for a portion of the Rego Park I property.
Caldor received Bankruptcy Court approval to reject the lease effective March
18, 1996. The Company has filed a claim for damages based on such rejection.
Alexander's current operating properties (five of its nine properties)
do not generate sufficient cash flow to pay all of its expenses. The Company's
four non-operating properties (Lexington Avenue, Paramus, the Kings Plaza Store
and Rego Park II) are in various stages of redevelopment. As rents commence
from a portion of the redevelopment properties, the Company expects that cash
flow will become positive.
The Company estimates that the fair market values of its assets are
substantially in excess of their historical cost and that there is additional
borrowing capacity. Alexander's continues to evaluate its needs for capital
which may be raised through (a) property specific or corporate borrowing, (b)
the sale of securities and (c) asset sales.
In December 1995, the Company completed a tax certiorari proceeding with
the City of New York regarding the Kings Plaza Shopping Center property. As a
result of this settlement, $6,000,000 of the $8,000,000 held in escrow for
unpaid real estate taxes was released during the nine months ended September
30, 1996 and the balance is expected to be released in the near future.
In addition, the Company may receive proceeds from condemnation
proceedings of a portion of its Paramus property -- see Note 3 - Contingencies
- - "Paramus Property".
Although there can be no assurance, the Company believes that these cash
sources will be adequate to fund cash requirements until its operations
generate adequate cash flow.
Page 10 of 43
11
ALEXANDER'S, INC.
PART II. OTHER INFORMATION
ITEM 5. OTHER MATTERS
On November 7, 1996, the Board of Directors of the
Company amended the By-Laws of the Company to require advance
written notice (a "Stockholder's Notice") of (i) any business
or proposal to be brought by any stockholder of the Company at
an annual meeting of stockholders (which notice must contain
certain specified information relating to any such business or
proposal and any such stockholder) and (ii) any stockholder's
intention to nominate a director at a stockholder meeting
(which notice must contain certain specific information
relating to any such stockholder and any such nominee). The
requirements set forth in the By-Laws are in addition to all
applicable requirements of the Securities Exchange Act of 1934,
as amended, and the rules and regulations thereunder with
respect to the matters described above. A copy of the By-Laws
of the Company, as amended, has been filed as an exhibit to the
Company's Quarterly Report on Form 10-Q for the quarter ended
September 30, 1996.
Pursuant to the By-Laws, with respect to the 1997 Annual
Meeting, a Stockholder's Notice must be delivered to or mailed
to, postage prepaid, and received at the principal executive
offices of the Company no later than March 23, 1997 and no
earlier than February 21, 1997. A Stockholder's Notice should
be addressed to the Secretary of the Company, Alexander's,
Inc., Park 80 West, Plaza II, Saddle Brook, New Jersey 07663.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits: The following exhibits are filed with this
Quarterly Report on Form 10-Q.
3.1 Amended By-Laws of the Registrant
27 Financial Data Schedule
(b) Reports on Form 8-K
None
Page 11 of 43
12
ALEXANDER'S, INC.
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.
ALEXANDER'S, INC.
--------------------------------
(Registrant)
Date: November 7, 1996 /s/ Joseph Macnow
-----------------------------------
JOSEPH MACNOW
Vice President - Chief Financial
Officer and Chief Accounting Officer
Page 12 of 43
13
ALEXANDER'S, INC.
EXHIBIT INDEX
PAGE NUMBER IN
SEQUENTIAL
EXHIBIT NO. NUMBERING
----------- --------------
3.1 Amended By-Laws of the Registrant 14
27 Financial Data Schedule 43
Page 13 of 43