1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------------- FORM 10-Q/A (Mark One) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 23, 2000 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: 0 - 22074 NATIONAL RECORD MART, INC. -------------------------- (Exact name of registrant as specified in its charter) DELAWARE 11-2782687 -------- ---------- (State or jurisdiction of (IRS Employer Identification No.) incorporation or organization) 507 FOREST AVENUE CARNEGIE, PENNSYLVANIA 15106-2873 --------------------------------- (Address of principal executive offices, including zip code) (412-276-6200) -------------- (Registrant's telephone number, including area code) Indicate by a check mark whether the Registrant (1) has filed all reports required to be filed by Sections 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. Yes X No ------ ----- Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date. COMMON STOCK, $.01 PAR VALUE, 5,051,667 SHARES OUTSTANDING AS OF FEBRUARY 27, 2001 EXHIBIT INDEX ON PAGE 2. THIS DOCUMENT CONSISTS OF 18 PAGES. 2 AMENDMENT NUMBER 1 OF 1 PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits: Exhibit No. Description Page No. ----------- ----------- -------- 4.18 Waiver and Amendment No. 1, dated as of February 6, 2001, by and between the Company and Fleet Capital Corporation, to the Amended and Restated Loan and Security Agreement, dated November 1, 1999, between the Company and Fleet Capital Corporation, which was filed as Exhibit 4.17 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 24, 2000, filed herewith. 4 4.19 Amendment, dated as of December 23, 2000, by and among the Company, NRM Investments, Inc., and The Chase Manhattan Bank, as Agent for the Holders, to the Senior Subordinated Secured Note Purchase Agreement, dated as of April 16, 1998, among the Company, the Guarantors from time to time party thereto, the Purchasers from time to time party thereto, and Robert Fleming, Inc., as Agent, which was filed as Exhibit 4.9 to the Company's Annual Report on Form 10-K for the fiscal year ended March 28, 1998, filed herewith. 7 4.20 Amendment, dated as of December 23, 2000, by and among the Company, NRM Investments, Inc., and The Chase Manhattan Bank, as Agent for the Holders, to the Senior Subordinated Note Purchase Agreement, dated as of April 16, 1998, among the Company, the Guarantors from time to time party thereto, the Purchasers from time to time party thereto, and Robert Fleming, Inc., as Agent, which was filed as Exhibit 4.10 to the Company's Annual Report on Form 10-K for the fiscal year ended March 28, 1998, filed herewith. 13 10.13 Amendment to Employment Agreement dated as of January 1, 2001 by and between National Record Mart, Inc., and William A. Teitelbaum, filed as Exhibit 10.13 to the Company's Quarterly Report on Form 10-Q for the quarter Ended December 23, 2000. 10.14 Amendment to Employment Agreement dated as of December 30, 2000 by and between National Record Mart, Inc. and Theresa Carlise, filed as Exhibit 10.14 to the Company's Quarterly Report on Form 10-Q for the quarter ended December 23, 2000. 10.15 Change in Control Agreement dated as of January 1, 2001 by and between National Record Mart, Inc. and William A. Teitelbaum, filed as Exhibit 10.15 to the Company's Quarterly Report on Form 10-Q for the quarter ended December 23, 2000. -2- 3 10.16 Change in Control Agreement dated as of January 1, 2001 by and between National Record Mart, Inc. and Theresa Carlise, filed as Exhibit 10.16 to the Company's Quarterly Report on Form 10-Q for the quarter ended December 23, 2000. 11 Calculation of Net Loss Per Common Share - For the thirteen and thirty nine weeks ended December 23, 2000 and December 25, 1999, filed as Exhibit 11 to the Company's Quarterly Report on Form 10-Q for the quarter ended December 23, 2000. (b) Reports on Form 8-K: There was one report filed during the thirteen weeks ended December 23, 2000. The date of report (date of earliest event reported) was November 10, 2000. The report disclosed, under Item 4 thereof, the resignation on November 10, 2000 of Ernst & Young LLP, the independent accountant previously engaged as the principal accountant to audit the financial statements of the registrant. SIGNATURE 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. NATIONAL RECORD MART, INC. By: /s/ Theresa Carlise ------------------------ Theresa Carlise Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) Date: February 27, 2001 ---------------------