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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended JUNE 29, 2002
Commission file number 1-12082
HANOVER DIRECT, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 13-0853260
(State of incorporation) (IRS Employer Identification No.)
115 RIVER ROAD, BUILDING 10, EDGEWATER, NEW JERSEY 07020
(Address of principal executive offices) (Zip Code)
(201) 863-7300
(Telephone number)
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. YES X NO
Common stock, par value $.66 2/3 per share: 138,315,800 shares outstanding as of
August 9, 2002.
HANOVER DIRECT, INC.
TABLE OF CONTENTS
Page
----
Explanatory Note................................................................................................... 1
Part II - Other Information
Item 1. Legal Proceedings..................................................................................... 2
Item 4. Submission of Matters to a Vote of Security Holders................................................... 6
Item 5. Other Information..................................................................................... 6
Item 6. Exhibits and Reports on Form 8-K...................................................................... 7
Signatures..................................................................................................... 8
EXPLANATORY NOTE
Hanover Direct, Inc. (the "Company") has sought an extension on Form
12b-25 of the time to file its unaudited financial statements (including the
notes thereto) for the fiscal quarter ended June 29, 2002 and the related
Management's Discussion and Analysis of Financial Condition and Results of
Operations to be contained in this Quarterly Report on Form 10-Q for the fiscal
quarter ended June 29, 2002 due to its inability to complete such financial
statements and MD&A in a timely manner as a result of the Company changing its
independent public accountants, effective May 14, 2002, from Arthur Andersen
LLP to KPMG LLP, and KPMG having received work papers for the Company from
Arthur Andersen only recently, as well as to complete the documentation of
certain amendments to the Company's credit facility which have previously been
agreed to in principle by the Company's lender.
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PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
A class action lawsuit was commenced on March 3, 2000 entitled Edwin L.
Martin v. Hanover Direct, Inc. and John Does 1 through 10, bearing case no.
CJ2000-177 in the State Court of Oklahoma (District Court in and for Sequoyah
County). Plaintiff commenced the action on behalf of himself and a class of
persons who have at any time purchased a product from the Company and paid for
an "insurance charge." The complaint sets forth claims for breach of contract,
unjust enrichment, recovery of money paid absent consideration, fraud and a
claim under the New Jersey Consumer Fraud Act. The complaint alleges that the
Company charges its customers for delivery insurance even though, among other
things, the Company's common carriers already provide insurance and the
insurance charge provides no benefit to the Company's customers. Plaintiff also
seeks a declaratory judgment as to the validity of the delivery insurance. The
damages sought are (i) an order directing the Company to return to the plaintiff
and class members the "unlawful revenue" derived from the insurance charges,
(ii) declaring the rights of the parties, (iii) permanently enjoining the
Company from imposing the insurance charge, (iv) awarding threefold damages of
less than $75,000 per plaintiff and per class member, and (v) attorneys' fees
and costs. The Company's motion to dismiss is pending and discovery has
commenced. The plaintiff has deposed a number of individuals. On April 12, 2001,
the Court held a hearing on plaintiff's class certification motion. Subsequent
to the April 12, 2001 hearing on plaintiff's class certification motion,
plaintiff filed a motion to amend the definition of the class. On July 23, 2001,
plaintiff's class certification motion was granted, defining the class as "All
persons in the United States who are customers of any catalog or catalog company
owned by Hanover Direct, Inc. and who have at any time purchased a product from
such company and paid money which was designated to be an `insurance' charge."
On August 21, 2001 the Company filed an appeal of the order with the Oklahoma
Court of Appeals and subsequently moved to stay proceedings in the district
court pending resolution of the appeal. The appeal has been fully briefed. At a
subsequent status hearing, the parties agreed that issues pertaining to notice
to the class would be stayed pending resolution of the appeal, that certain
other issues would be subject to limited discovery, and that the issue of a stay
for any remaining issues would be resolved if and when such issues arise. The
Company believes it has defenses against the claims. It is too early to
determine the outcome or range of potential settlement, which could have a
material impact on the Company's results of operations when settled in a future
period. Defense counsel to the Company will seek to have the resolution of the
five class action cases (Martin, Teichman, Wilson, and the two Argonaut cases
which are discussed below) combined, or their effects lessened, in that there
are common issues and a substantially similar class sought to be defined in the
five cases.
On August 15, 2001, the Company was served with a summons and four-count
complaint filed in Superior Court for the City and County of San Francisco,
California, entitled Teichman v. Hanover Direct, Inc., Hanover Brands, Inc.,
Hanover Direct Virginia, Inc., and Does 1-100. The complaint was filed by a
California resident, seeking damages and other relief for herself and a class of
all others similarly situated, arising out of the $0.50 insurance fee charged by
catalogs and internet sites operated by subsidiaries of the Company. Defendants,
including the Company, have filed motions to dismiss based on a lack of personal
jurisdiction over them. In January 2002, plaintiff sought leave to name six
additional entities: International Male, Domestications Kitchen & Garden,
Silhouettes, Hanover Company Store, Kitchen & Home, and Domestications as
co-defendants. On March 12, 2002, the Company was served with the First Amended
Complaint in which plaintiff named as defendants the Company, Hanover Brands,
Hanover Direct Virginia, LWI Holdings, Hanover Company Store, Kitchen and Home,
and Silhouettes, and in which all causes of action related to state sales tax
have been removed. With the removal of sales tax issues, the Teichman case
concerns issues identical to the Martin case and may make it easier to stay the
Teichman case pending the outcome of the Martin case. On April 15, 2002, the
Company filed a Motion to Stay the Teichman action in favor of the previously
filed Martin action and also filed a Motion to quash service of summons for lack
of personal jurisdiction on behalf of defendants Hanover Direct, Inc., Hanover
Brands, Inc. and Hanover Direct Virginia, Inc. On May 14, 2002, the Court (1)
granted the Company's Motion to Quash service on behalf of Hanover Direct,
Hanover Brands, and Hanover Direct Virginia, leaving only LWI Holdings, Hanover
Company Store, Kitchen & Home, and Silhouettes, as defendants, and (2) granted
the Company's Motion to Stay the action in favor of the previously filed
Oklahoma action, so nothing will proceed on this case against the remaining
entities until the Oklahoma case is decided. The Company believes it has
defenses against the claims. It is too early to determine the outcome or range
of potential settlement, which could have a material impact on the Company's
results of operations when settled in a future period. Defense counsel to the
Company will seek to have the resolution of the five class action cases (Martin,
Teichman, Wilson, and the two Argonaut cases which are discussed below)
combined, or their effects lessened, in that there are common issues and a
substantially similar
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class sought to be defined in the five cases.
On June 28, 2001, Rakesh K. Kaul, the Company's former President and Chief
Executive Officer, filed a five-count complaint (the "Complaint") in New York
State Court against the Company, seeking damages and other relief arising out of
his separation of employment from the Company, including severance payments of
$2,531,352 plus the cost of employee benefits, attorneys' fees and costs
incurred in connection with the enforcement of his rights under his employment
agreement with the Company, payment of $149,325 for 13 weeks of accrued and
unused vacation, damages in the amount of $3,583,800, or, in the alternative, a
declaratory judgment from the court that he is entitled to all change of control
benefits under the "Hanover Direct, Inc. Thirty-Six Month Salary Continuation
Plan," and damages in the amount of $1,396,066 due to the Company's purported
breach of the terms of the "Long-Term Incentive Plan for Rakesh K. Kaul" by
failing to pay him a "tandem bonus" he alleges was due and payable to him on the
30th day following his termination of employment.
The Company removed the case to the U.S. District Court for the Southern
District of New York on July 25, 2001. Mr. Kaul filed an Amended Complaint
("Amended Complaint") in the U.S. District Court for the Southern District of
New York on September 18, 2001. The Amended Complaint repeats many of the claims
made in the original Complaint and adds ERISA claims. On October 11, 2001, the
Company filed its Answer, Defenses and Counterclaims to the Amended Complaint,
denying liability under each of Mr. Kaul's causes of action, raising several
defenses and stating nine counterclaims against Mr. Kaul. The counterclaims
include (1) breach of contract; (2) breach of the Non-Competition and
Confidentiality Agreement with the Company; (3) breach of fiduciary duty; (4)
unfair competition; and (5) unjust enrichment. The Company seeks damages,
including, without limitation, the $341,803 in severance pay and car allowance
Mr. Kaul received following his resignation, $412,336 for amounts paid to Mr.
Kaul for car allowance and related benefits, the cost of a long-term disability
policy, and certain payments made to personal attorneys and consultants retained
by Mr. Kaul during his employment, $43,847 for certain services the Company
provided and certain expenses the Company incurred, relating to the renovation
and leasing of office space occupied by Mr. Kaul's spouse at 115 River Road,
Edgewater, New Jersey, the Company's current headquarters, $211,729 on a tax
loan to Mr. Kaul outstanding since 1997 and interest, compensatory and punitive
damages and attorneys' fees. The case is pending. The discovery period has
closed, the Company has moved to amend its counterclaims, and the parties have
each moved for summary judgment. The Company requests summary judgment
dismissing Mr. Kaul's claims including, without limitation, Mr Kaul's claim for
damages in the amount of $3,583,800, or, in the alternative, a declaratory
judgment from the court that he is entitled to all change of control benefits
under the "Hanover Direct, Inc. Thirty-Six Month Salary Continuation Plan," and
summary judgment awarding damages on the Company's claim for reimbursement of a
tax loan. Mr. Kaul requests summary judgment dismissing certain of the Company's
counterclaims and defenses. The briefing on the motions is completed. No trial
date has been set. It is too early to determine the potential outcome, which
could have a material impact on the Company's results of operations when
resolved in a future period.
In January 2000 and May 2001, the Company provided its full cooperation in
an investigation by the Federal Trade Commission ("FTC") into the marketing of
discount buying clubs to see whether any of the entities investigated engaged in
(1) unfair or deceptive acts or practices in violation of Section 5 of the FTC
Act and/or (2) deceptive or abusive telemarketing acts or practices in violation
of the FTC's Telemarketing Sales Rule. It was subsequently revealed to the
Company that the FTC was conducting an investigation into the activities of
entities owned or controlled by Ira Smolev. On October 24, 2001, the FTC made
final its "Stipulated Final Judgment And Order For Permanent Injunction And
Monetary Settlement" against Ira Smolev and named defendant companies in the
case of Federal Trade Commission v. Ira Smolev, et al. (USDC So. Dist. FL, Ft.
Lauderdale Div.) (the "Order"). The named defendants included The Shopper's
Edge, LLC (the Company's private label discount buying club which is owned by
Mr. Smolev), FAR Services, LLC (the Smolev-owned contracting party to the
Company's Marketing Agreement which was terminated in January 2001) and Consumer
Data Depot, LLC (the Smolev-owned contracting party to the Company's Paymentech
Processing Agreement). The Order will directly affect only those activities of
the Company, which are "in active concert or participation with the named
defendants [i.e., The Shopper's Edge, LLC, FAR Services, LLC and Consumer Data
Depot, LLC]." The most important implication of the Order was that the Company,
as bookkeeper to the club for sustaining members of The Shopper's Edge, may not
process payments from members of The Shopper's Edge club for membership renewals
where the purported authorization of the membership occurred prior to the
effective date of the Order, without first obtaining, within 60 days prior to
the date on which the consumer is billed, an "express verifiable authorization"
of such renewal that complies with the specifications of the Order. All choices
specified for "express verifiable authorization" contained in the Order are
effectively "positive opt-in," would have required some direct mail or
technology expenditures and would have severely hurt response rates, which could
have had a material impact on the Company's profits from discount buying club
membership revenues. The last renewals of
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Shopper's Edge memberships were processed in October, 2001 by agreement between
the Company and Ira Smolev. During April 2002, the Company received an inquiry
from the FTC asking for an explanation of how the Company is complying with the
Order and, if the Company is asserting that it is not subject to the Order, to
provide an explanation of the basis for such assertion. The Company has replied
in writing to the FTC that it is not subject to the Order, and has provided an
explanation of its relationship with Mr. Smolev.
The Company was named as one of 88 defendants in a patent infringement
complaint filed on November 23, 2001 by the Lemelson Medical, Education &
Research Foundation, Limited Partnership (the "Lemelson Foundation"). The
complaint, filed in the U.S. District Court in Arizona, was not served on the
Company until March 2002. In the complaint, the Lemelson Foundation accuses the
named defendants of infringing seven U.S. patents which allegedly cover
"automatic identification" technology through the defendants' use of methods for
scanning production markings such as bar codes. The Company received a letter
dated November 27, 2001 from attorneys for the Lemelson Foundation notifying the
Company of the complaint and offering a license. The Court entered a stay of the
case on March 20, 2002, requested by the Lemelson Foundation, pending the
outcome of a related case in Nevada being fought by bar code manufacturers. The
Nevada case is scheduled to go to trial in November 2002. The Order for the stay
provides that the Company need not answer the complaint, although it has the
option to do so. The Company has been invited to join a common
interest/joint-defense group consisting of defendants named in the complaint as
well as in other actions brought by the Lemelson Foundation. The Company is
currently in the process of analyzing the merits of the issues raised by the
complaint, notifying vendors of its receipt of the complaint and letter,
evaluating the merits of joining the joint-defense group, and having discussions
with attorneys for the Lemelson Foundation regarding the license offer. A
preliminary estimate of the royalties and attorneys' fees which the Company may
pay if it decides to accept the license offer from the Lemelson Foundation range
from about $125,000 to $400,000. The Company has decided to gather further
information, but will not agree to a settlement at this time.
A class action lawsuit was commenced on February 13, 2002 entitled Jacq
Wilson, suing on behalf of himself, all others similarly situated, and the
general public v. Brawn of California, Inc. dba International Male and
Undergear, and Does 1-100 ("Brawn") in the Superior Court of the State of
California, City and County of San Francisco. Does 1-100 are internet and
catalog direct marketers offering a selection of men's clothing, sundries, and
shoes who advertise within California and nationwide. The complaint alleges that
for at least four years, members of the class have been charged an unlawful,
unfair, and fraudulent insurance fee and tax on orders sent to them by Brawn;
that Brawn was engaged in untrue, deceptive and misleading advertising in that
it was not lawfully required or permitted to collect insurance, tax and sales
tax from customers in California; and that Brawn has engaged in acts of unfair
competition under the state's Business and Professions Code. Plaintiff and the
class seek (i) restitution and disgorgement of all monies wrongfully collected
and earned by Brawn, including interest and other gains made on account of these
practices, including reimbursement in the amount of the insurance, tax and sales
tax collected unlawfully, together with interest, (ii) an order enjoining Brawn
from charging customers insurance and tax on its order forms and/or from
charging tax on the delivery, shipping and insurance charges, (iii) an order
directing Brawn to notify the California State Board of Equalization of the
failure to pay the correct amount of tax to the state and to take appropriate
steps to provide the state with the information needed for audit, and (iv)
compensatory damages, attorneys' fees, pre-judgment interest, and costs of the
suit. The claims of the individually named plaintiff and for each member of the
class amount to less than $75,000. On April 15, 2002, the Company filed a Motion
to Stay the Wilson action in favor of the previously filed Martin action. On May
14, 2002, the Court heard the argument in the Company's Motion to Stay the
action in favor of the Oklahoma action, denying the motion. The Court decided
that the California sales tax issue should be resolved in California. Discovery
is proceeding and the Company plans to conduct a vigorous defense of this
action. The Company believes it has defenses against the claims and intends to
file a motion for summary judgment in the case. It is too early to determine the
outcome or range of potential settlement, which could have a material impact on
the Company's results of operations when settled in a future period. Defense
counsel to the Company will seek to have the resolution of the five class action
cases (Martin, Teichman, Wilson, and the two Argonaut cases which are discussed
below) combined, or their effects lessened, in that there are common issues and
a substantially similar class sought to be defined in the five cases.
A class action lawsuit was commenced on February 20, 2002 entitled
Argonaut Consumer Rights Advocates Inc., suing on behalf of the General Public
v. Gump's By Mail, Inc. ("Gump's"), and Does 1-100 in the Superior Court of the
State of California, City and County of San Francisco. The plaintiff is a
non-profit public benefit corporation suing under the California Business and
Profession Code. Does 1-100 would include persons whose activities include
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the direct sale of tangible personal property to California consumers including
the type of merchandise that Gump's -- the store and the catalog -- sell, by
telephone, mail order, and sales through the web sites www.gumpsbymail.com and
www.gumps.com. The complaint alleges that for at least four years members of the
class have been charged an unlawful, unfair, and fraudulent tax and "sales tax"
on their orders in violation of California law and court decisions, including
the state Revenue and Taxation Code, Civil Code, and the California Board of
Equalization; that Gump's engages in unfair business practices; that Gump's
engaged in untrue and misleading advertising in that it was not lawfully
required to collect tax and sales tax from customers in California; is not
lawfully required or permitted to add tax and sales tax on separately stated
shipping or delivery charges to California consumers; and that it does not add
the appropriate or applicable or specific correct tax or sales tax to its
orders. Plaintiff and the class seek (i) restitution of all tax and sales tax
charged by Gump's on each transaction and/or restitution of tax and sales tax
charged on the shipping charges; (ii) an order enjoining Gump's from charging
customers for tax on orders or from charging tax on the shipping charges; and
(iii) attorneys' fees, pre-judgment interest on the sums refunded, and costs of
the suit. On April 15, 2002, the Company filed an Answer and Separate
Affirmative Defenses to the complaint, generally denying the allegations of the
complaint and each and every cause of action alleged, and denying that plaintiff
has been damaged or is entitled to any relief whatsoever. During June, 2002, the
Company filed its Answers and Objections to Plaintiff's First Set of
Interrogatories, Responses and Objections to Plaintiff's First Request for
Production of Documents, and a Stipulation and Protective Order. At a status
conference held on July 26, 2002, plaintiff moved to have the court strike a
January 2003 trial date, and re-set trial for a later date. Company counsel
filed no objection to the motion. No new trial date has been set. Discovery is
now proceeding. The Company plans to conduct a vigorous defense of this action.
The Company believes it has defenses against the claims and intends to file a
motion for summary judgment in the case. It is too early to determine the
outcome or range of potential settlement, which could have a material impact on
the Company's results of operations when settled in a future period. Defense
counsel to the Company will seek to have the resolution of the five class action
cases combined, or their effects lessened, in that there are common issues and a
substantially similar class sought to be defined in the five cases.
A class action lawsuit was commenced on March 5, 2002 entitled Argonaut
Consumer Rights Advocates Inc., suing on behalf of the General Public v.
Domestications LLC, and Does 1-100 ("Domestications") in the Superior Court of
the State of California, City and County of San Francisco. The plaintiff is a
non-profit public benefit corporation suing under the California Business and
Profession Code. Does 1-100 would include persons responsible for the conduct
alleged in the complaint, including the direct sale of tangible personal
property to California consumers including the type of merchandise that
Domestications sells, by telephone, mail order, and sales through the web site
www.domestications.com. The plaintiff claims that for at least four years
members of the class have been charged an unlawful, unfair, and fraudulent tax
and sales tax for different rates and amounts on the catalog and internet orders
on the total amount of goods, tax and sales tax on shipping charges, which are
not subject to tax or sales tax under California law, in violation of California
law and court decisions, including the state Revenue and Taxation Code, Civil
Code, and the California Board of Equalization; that Domestications engages in
unfair business practices; and that Domestications engaged in untrue and
misleading advertising in that it was not lawfully required to collect tax and
sales tax from customers in California. Plaintiff and the class seek (i)
restitution of all sums, interest and other gains made on account of these
practices; (ii) prejudgment interest on all sums wrongfully collected; (iii) an
order enjoining Domestications from charging customers for tax on their orders
and/or from charging tax on the shipping charges; and (iv) attorneys' fees and
costs of the suit. The Company filed an Answer and Separate Affirmative Defenses
to the Complaint, generally denying the allegations of the Complaint and each
and every cause of action alleged, and denying that plaintiff has been damaged
or is entitled to any relief whatsoever. On June 20, 2002, the Company filed its
Answers and Objections to plaintiff's first set of form interrogatories and
request for production of documents. The Company also submitted to plaintiff a
draft of a proposed Stipulation and Protective Order for comment. Once the
Protective Order has been agreed upon by the parties and entered by the Court,
the Company will produce the documents responsive to plaintiff's requests.
Discovery is proceeding and the Company plans to conduct a vigorous defense. The
Company believes it has defenses against the claims. It is too early to
determine the outcome or range of potential settlement, which could have a
material impact on the Company's results of operations when settled in a future
period. Defense counsel to the Company will seek to have the resolution of the
five class action cases combined, or their effects lessened, in that there are
common issues and a substantially similar class sought to be defined in the five
cases.
5
In addition, the Company is involved in various routine lawsuits of a
nature which are deemed customary and incidental to its businesses. In the
opinion of management, the ultimate disposition of these actions will not have a
material adverse effect on the Company's financial position or results of
operations.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The 2002 annual meeting of stockholders of the Company was held in
Weehawken, New Jersey on May 16, 2002. Holders of 125,761,615 shares of Common
Stock and 1,622,111 shares of Series B Participating Preferred Stock outstanding
and entitled to vote at the meeting, or 91.9% of the outstanding shares, were
present at the meeting in person or by proxy.
1. The following five directors were elected to a one-year term expiring in
2003:
NAME FOR WITHHELD
---- --- --------
Thomas C. Shull 141,475,079 507,646
E. Pendleton James 141,412,854 569,871
J. David Hakman 141,428,379 554,346
Kenneth Krushel 141,486,579 496,146
Basil P. Regan 141,476,624 506,101
2. The proposal to delegate to the Board the authority to select the Company's
independent auditors for the fiscal year ending December 28, 2002, after review
by the Audit Committee of the Board, from amongst established national audit
firm, received the following votes: 141,581,387 shares voted in favor; 368,511
shares voted against; and 32,827 shares abstained.
3. The proposal to ratify the 2002 Stock Option Plan for Directors received the
following votes: 136,642,764 shares voted in favor; 5,084,931 shares voted
against; and 255,030 shares abstained.
ITEM 5. OTHER INFORMATION
The Company entered into an agreement with the landlord and the
sublandlord to terminate its sublease of the Company's closed 497,200 square
foot warehouse and telemarketing facility located in Maumelle, Arkansas. The
agreement provided for the payment by the Company to the sublandlord of
$1,600,000, plus taxes through April 30, 2002 in the amount of $198,000. The
Company made all of the payments in four weekly installments between May 2, 2002
and May 24, 2002. Upon the satisfaction by the Company of all of its obligations
under the agreement, the sublease terminated and the Company was released from
all further obligations under the sublease. The Company's previously established
reserves for Maumelle, Arkansas were adequate based upon the terms of the final
settlement agreement.
The Company has entered into a new lease for its 72,000 square foot
warehouse and fulfillment facility located at 340 Poplar Street in Hanover,
Pennsylvania. The new lease expires on December 31, 2004 and provides for a
reduction in annual rent from the prior lease. In connection with the execution
of the new lease, the Company has transferred to the landlord under the lease
title to two lots adjoining the 340 Poplar Street facility, subject to the
Company's right to continue to use a portion of the lots for parking for the
facility.
The Board of Directors of the Company, upon recommendation of its Audit
Committee, decided to end the engagement of Arthur Andersen LLP ("Arthur
Andersen") as the Company's independent public accountants, effective after
Arthur Andersen's review of the Company's financial results for the fiscal
quarter ended March 30, 2002 and the filing of the Quarterly Report on Form 10-Q
for such quarter, which took place May 14, 2002, and authorized the engagement
of KPMG LLP ("KPMG") to serve as the Company's independent public accountants
for the fiscal year ending December 28, 2002. Arthur Andersen's report on the
Company's 2001 financial statements was issued on March 16, 2002, in conjunction
with the filing of the Company's Annual Report on Form 10-K for the fiscal year
ended December 29, 2001.
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
None.
(b) Reports on Form 8-K
1.1 Form 8-K, filed April 1, 2002 - reporting pursuant to Item 5 of such
Form an unofficial transcript of its conference call with management
to review the fiscal year 2001 full year operating results.
1.2 Form 8-K, filed May 8, 2002 - reporting pursuant to Item 5 of such
Form scheduling information regarding its conference call with
management to review the first quarter 2002 operating results.
1.3 Form 8-K, filed May 10, 2002 - reporting pursuant to Item 5 of such
Form the appointment of KPMG LLP as the Company's independent public
accountants for the fiscal year ending December 28, 2002.
1.4 Form 8-K, filed May 15, 2002 - reporting pursuant to Item 9 of such
Form operating results for the thirteen-weeks ended March 30, 2002.
1.5 Amendment No.1 to Form 8-K, filed May 16, 2002 - amendment of Form
8-K filed on May 10, 2002, reporting pursuant to Item 5 of such Form
the appointment of KPMG LLP as the Company's independent public
accountants for the fiscal year ending December 28, 2002.
1.6 Form 8-K, filed May 20, 2002 - reporting pursuant to Item 5 of such
Form an unofficial transcript of its conference call with management
to review the fiscal year 2002 first quarter operating results.
1.7 Form 8-K, filed May 21, 2002 - reporting pursuant to Items 7 and 9
of such Form slides which accompanied a presentation by Thomas C.
Shull, the Chairman of the Company's Board of Directors and the
Company's President and Chief Executive Officer, which followed the
Annual Meeting of Shareholders on May 16, 2002.
1.8 Form 8-K, filed August 2, 2002 - reporting pursuant to Item 5 of
such Form scheduling information regarding its conference call with
management to review the first half 2002 operating results.
1.9 Form 8-K, filed August 8, 2002 - reporting pursuant to Item 9 of
such Form operating results for the thirteen and twenty-six weeks
ended June 29, 2002.
1.10 Form 8-K, filed August 12, 2002 - reporting pursuant to Item 5 of
such Form an unofficial transcript of its conference call with
management to review operating results for the thirteen and
twenty-six weeks ended June 29, 2002.
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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 in the City of Edgewater, State of New
Jersey.
HANOVER DIRECT, INC.
Registrant
By: /s/ Edward M. Lambert
-------------------------------------
Edward M. Lambert
Executive Vice President and
Chief Financial Officer
(On behalf of the Registrant and as
principal financial officer)
Date: August 13, 2002
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