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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: November 27, 2000
SERVICE MERCHANDISE COMPANY, INC.
(Debtor-in-Possession as of March 27, 1999)
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(Exact name of registrant as specified in its charter)
Tennessee 1-9223 62-0816060
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
7100 Service Merchandise Boulevard, Brentwood, TN 37027
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (615) 660-6000
Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events
Service Merchandise Company, Inc. (the "Company") has filed a partial
monthly operating report for the period commencing November 27, 2000 and ending
December 31, 2000 (the "Operating Report") with the United States Bankruptcy
Court for the Middle District of Tennessee, 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.
399-02649.
The Company cautions readers not to place undue reliance upon the
information contained therein. The Operating Report contains unaudited
information, 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 such Operating Report.
The Company's liquidity, capital resources and results of operations are
subject to a number of risks and uncertainties including, but 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 to Exit
Facility; the ability of the Company to sublease successfully portions of its
real estate in connection with the 2000 Business Plan; the ability of the
Company to negotiate non-disturbance agreements with its landlords; the ability
of the Company to complete its store refurbishment program within cost, time and
size expectations; the successful implementation of the consolidation of its
distribution centers; the ability of the Company to operate successfully under a
Chapter 11 proceeding, achieve planned sales and margin, and create and have
approved a reorganization plan in the Chapter 11 Cases; potential adverse
developments with respect to the Company's liquidity or results of operations;
competitive pressures from other retailers, including specialty retailers and
discount stores, which may affect the nature and viability of the Company's
business strategy; trends in the economy as a whole which may affect consumer
confidence and consumer demand for the
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types of goods sold by the Company; the seasonal nature of the Company's
business and the ability of the Company to predict consumer demand as a whole,
as well as demand for specific goods; the ability of the Company to conduct
successful clearance sales in connection with the 2000 Business Plan; risks
associated with third parties seeking and obtaining Court action to terminate or
shorten the exclusivity period, the time for the Company to accept or reject
executory contracts including its store leases, and for appointment of a Chapter
11 trustee or to convert the Company's reorganization cases to liquidations
cases; the ability of the Company to obtain shipments, negotiate and maintain
terms with vendors and service providers for current orders; the ability to fund
and execute the 2000 Business Plan; the ability of the Company to achieve
cost-savings; the ability of the Company to enter into satisfactory arrangements
with third parties with respect to real estate and Internet related strategies;
the ability of the Company to attract, retain and compensate key executives and
associates; the ability of the Company to attract and retain customers;
potential adverse publicity; real estate occupancy and development costs,
including the substantial fixed investment costs associated with opening,
maintaining or closing a Company store; uncertainties with respect to continued
public trading in the Company's securities; the ability to effect conversions to
new technological systems; and the ability to develop, prosecute, confirm and
consummate one or more plans of reorganization with respect to the Chapter 11
Cases.
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SIGNATURES
Pursuant to the requirements of Section 12 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.
SERVICE MERCHANDISE COMPANY, INC.
Date: January 30, 2001 By: /s/ C. Steven Moore
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C. Steven Moore
Senior Vice President,
Chief Administrative Officer,
Secretary and General Counsel
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EXHIBIT INDEX
No. Exhibit
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99 Partial Monthly Operating Report for the period ended December
31, 2000