UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): November 4, 2005
(October 31, 2005)
Friedman's Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-22356 58-20583
(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
171 Crossroads Parkway
Savannah, Georgia 31422
(Address of Principal Executive Offices)
(912) 233-9333
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
As previously reported, on January 14, 2005, Friedman's and certain of
its subsidiaries (collectively, the "Debtors") filed voluntary petitions for
relief under chapter 11 of title 11 of the United States Code (the "Bankruptcy
Code") in the United States Bankruptcy Court for the Southern District of
Georgia, located in Savannah (the "Bankruptcy Court") (Case No. 05-40129). On
October 31, 2005, the Company filed with the Bankruptcy Court its monthly
consolidated operating report, as required by the Bankruptcy Code, for the
period August 28, 2005 through October 1, 2005 (the "Operating Report"), the
text of which is included as Exhibit 99.1 to this Current Report on Form 8-K.
Cautionary Statement Regarding Financial and Operating Data
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The Company cautions investors and potential investors not to place
undue reliance on the information contained in the Operating Report. The
Operating Report contains financial information that has not been audited or
reviewed by independent accountants and may be subject to future reconciliation
and adjustments. The Operating Report is in a format agreed to between the
Debtors and the Office of the United States Trustee and should not be used for
investment purposes. The Operating Report contains information for periods
different from those required in the Company's reports pursuant to the
Securities Exchange Act of 1934 (the "Exchange Act"), and that information
might not be indicative of the Company's financial condition or operating
results for the period that would be reflected in the Company's financial
statements or in its reports pursuant to the Exchange Act. Results set forth in
the Operating Report should not be viewed as indicative of future results.
Cautionary Statement Regarding Forward-Looking Statements
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Some of the statements included in this Current Report on Form 8-K and
in the Operating Report, particularly those anticipating future financial
performance, business prospects, growth and operating strategies and similar
matters, are forward-looking statements that involve a number of risks and
uncertainties. For those statements, we claim the protection of the safe harbor
for forward-looking statements contained in the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are not guarantees of
future performance and a variety of factors could cause the Company's actual
results to differ materially from the anticipated or expected results expressed
in these forward-looking statements. The Company undertakes no obligation to
update or revise any such forward-looking statements. The forward-looking
statements and 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 operate as a going
concern; the ability of the Company to continue to obtain use of cash
collateral and/or debtor-in-possession (DIP) financing pursuant to the terms of
such agreements; the ability of the Company to comply with the terms and
conditions of its DIP financing, including its secured subordinated term loan
with Harbert Distressed Investment Master Fund, Ltd.; court approval of the
motions prosecuted by the Company 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 case; 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 trade credit,
and shipments and terms with vendors and service providers for current orders;
the Company's ability to maintain contracts that are critical to its
operations; potential adverse developments with respect to the Company's
liquidity and/or results of operations; competitive pressures from other
retailers; trends in the economy as a whole which may affect consumer
confidence and consumer demand for the types of goods sold by the Company; 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; the final results of the audit including the
review of the calculation of our allowance for doubtful accounts; the results
of the SEC and United States Attorney's Office for the Eastern District of New
York investigations; the results of various litigation; the effect of the
restatement on our credit facilities, including funding availability thereunder
and our relationship with our lenders; the effect of the restatement on our
future earnings, including any adjustments to previously announced earnings
forecasts; and other risks factors identified from time to time in our SEC
reports, including, but not limited to, the report on Form 10-K for the year
ended September 28, 2002.
Similarly, these and other factors, including the terms of any
reorganization plan ultimately confirmed, can affect the value of our various
prepetition 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 the Company's common stock receiving
no distribution on account of their interest and cancellation of their
interests. As described in the Company's public statements in response to the
request submitted to the United States Trustee for the appointment of a
statutory equity committee, holders of the Company's common stock (both Series
A and Series B common stock) and other equity interests (such as options and
warrants) should assume that they could receive little or no value as part of a
plan of reorganization. In addition, under certain conditions specified under
the Bankruptcy Code, a plan of reorganization may be confirmed notwithstanding
its rejection by an impaired class of creditors or equity holders and
notwithstanding the fact that equity holders do not receive or retain property
on account of their equity interests under the plan. In light of the foregoing,
the Company considers the value of the common stock to be highly speculative
and cautions equity holders that the stock may ultimately be determined to have
no value. Accordingly, the Company urges that appropriate caution be exercised
with respect to existing and future investments in the Company's common stock
or any claims relating to prepetition liabilities and/or other interests in the
Company such as warrants convertible into equity interests.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit
Number Description
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Exhibit 99.1 Monthly Operating Statements for the period August 28,
2005 through October 1, 2005
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.
FRIEDMAN'S INC.
Date: November 4, 2005 By: /s/ Ken Maher
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Ken Maher
Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number Description
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Exhibit 99.1 Monthly Operating Statements for the period August 28,
2005 through October 1, 2005