UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) SEPTEMBER 16, 2002
KMART CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
MICHIGAN 1-327 38-0729500
- --------------------------------------------------------------------------------
(STATE OR OTHER (COMMISSION (IRS EMPLOYER
JURISDICTION OF FILE NUMBER) IDENTIFICATION NO.)
INCORPORATION)
3100 WEST BIG BEAVER ROAD, TROY, MICHIGAN 48084
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE 248-463-1000
------------
NOT APPLICABLE
- --------------------------------------------------------------------------------
FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT
ITEM 9. OTHER EVENTS AND REGULATION FD DISCLOSURE
Kmart Corporation (the "Company") filed its monthly operating report
for the period commencing June 27, 2002 and ended July 31, 2002 (the
"Operating Report") with the United States Bankruptcy Court for the
Northern District of Illinois, a copy of which is attached hereto as
Exhibit 99, in connection with its voluntary petitions for
reorganization under Chapter 11 of title 11 of the United States
Bankruptcy Code in Case No. 02-B02474.
The Company cautions readers not to place undue reliance upon the
information contained therein. The Operating Report contains unaudited
information, is limited in scope, covers a limited time period and is
in a format prescribed by the applicable bankruptcy laws. There can be
no assurance that the Operating Report is complete. The Operating
Report also contains information for periods which may be shorter or
otherwise different from those contained in the Company's reports
pursuant to the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). Such information may not be indicative of the
Company's financial condition or operating results for the periods
reflected in the Company's financial statements or in its reports
pursuant to the Exchange Act and readers are cautioned to refer to the
Exchange Act filings. Moreover, the Operating Report and other
communications from the Company may include forward-looking statements
subject to various assumptions regarding the Company's operating
performance that may not be realized and are subject to significant
business, economic and competitive uncertainties and contingencies,
including those described in this report, many of which are beyond the
Company's control. Consequently such matters should not be regarded as
a representation or warranty by the Company that such matters will be
realized or are indicative of the Company's financial condition or
operating results for future periods or the periods covered in the
Company's reports pursuant to the Exchange Act. Actual results for such
periods may differ materially from the information contained in the
Operating Report and the Company undertakes no obligation to update or
revise the Operating Report.
The Operating Report, as well as other statements made by the Company,
may contain forward-looking statements that reflect, when made, the
Company's current views with respect to current events and financial
performance. Such forward looking statements are and will be, as the
case may be, subject to many risks, uncertainties and factors relating
to the Company's operations and business environment which may cause
the actual results of the Company to be materially different from any
future results, express or implied, by such forward-looking statements.
Factors that could cause actual results to differ materially from these
forward-looking statements include, but are not limited to, the
following: the ability of the Company to continue as a going concern;
the ability of the Company to operate pursuant to the terms of the DIP
facility; the Company's ability to obtain court approval with respect
to motions in the Chapter 11 proceeding prosecuted by it from time to
time; the ability of the Company to develop, prosecute, confirm and
consummate one or more plans of reorganization with respect to the
chapter 11 cases; risks associated with third parties seeking and
obtaining court approval to terminate or shorten the exclusivity period
for the Company to propose and confirm one or more plans of
reorganization, for the appointment of a chapter 11 trustee or to
convert the cases to chapter 7 cases; the ability of the Company to
obtain and maintain normal terms with vendors and service providers;
the Company's ability to maintain contracts that are critical to its
operations; the potential adverse impact of the Chapter 11 cases on the
Company's liquidity or results of operations; the ability of the
Company to fund and execute its business plan; the ability of the
Company to attract, motivate and/or retain key executives and
associates; and the ability of the Company to attract and retain
customers. Other risk factors are
listed from time to time in the Company's SEC reports, including, but
not limited to the annual report on Form 10-K for the year ended
January 30, 2002. Kmart disclaims any intention or obligation to update
or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
Similarly, these and other factors, including the terms of any
reorganization plan ultimately confirmed, can affect the value of the
Company's various pre-petition liabilities, common stock and/or other
equity securities. No assurance can be given as to what values, if any,
will be ascribed in the bankruptcy proceedings to each of these
constituencies. A plan of reorganization could result in holders of
Kmart common stock receiving no value for their interests. Because of
such possibilities, the value of the common stock is highly
speculative. Accordingly, the Company urges that the appropriate
caution be exercised with respect to existing and future investments in
any of these liabilities and/or securities.
3
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibit. Document Description
99 Monthly Operating Report for the
Period June 27, 2002 to July 31, 2002.
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 hereunto duly authorized.
Kmart Corporation
(Registrant)
Date: September 16, 2002 By: /s/ A. A. Koch
------------------------------
A. A. Koch
Chief Financial Officer
4
EXHIBIT INDEX
Exhibit
Number Document Description
99 Monthly Operating Report For The Period June 27, 2002 to
July 31, 2002.
5