Printer Friendly

RALPHS GROCERY CO. ANNOUNCES CONSUMMATION OF PLAN OF REORGANIZATION

RALPHS GROCERY CO. ANNOUNCES CONSUMMATION OF PLAN OF REORGANIZATION
 LOS ANGELES, Feb. 3 /PRNewswire/ -- Ralphs Grocery Co., a Delaware corporation, today announced consummation of the plan of reorganization for Federated Stores Inc., Ralphs' former parent, and the expected finalization of the plan for Federated Department Stores Inc. and Allied Stores Corp., former sister corporations of Ralphs. With the completion of these plans of reorganization, Ralphs will continue to operate as a separate Delaware corporation.
 Ralphs' Senior Vice President, General Counsel and Secretary, Jan Charles Gray, announced as part of the reorganization the formation of Ralphs Holding Co. According to Gray, "Ralphs Holding Co. will own all the shares of Ralphs Grocery Co." The new shareholders of the holding company are as follows:
 The Edward J. DeBartolo Corp. 60.34 percent
 Bank of Montreal 10.13 percent
 Banque Paribas 10.13 percent
 Camdev Corp. 12.80 percent
 Federated Department Stores Inc. 6.59 percent
 In conjunction with the reorganization, Ralphs announced the finalization of settlement agreements concerning the previous tax liability of Federated Stores Inc., Federated Department Stores Inc. and Allied Stores Corp. According to Alan Reed, senior vice president and chief financial officer, "With the completion of the reorganization, all of the contingent liabilities have been resolved with what is expected to be only minimal cost to Ralphs."
 Going forward, Ralphs also announced it had entered into a tax indemnity agreement with Federated Department Stores Inc., the new department store company formed from the combination of Federated and Allied. Federated will be responsible for any and all tax liability going forward in exchange for a payment from Ralphs at the approximate discounted present value of a minimum payment of $8 million and a maximum payment of $20 million.
 Byron Allumbaugh, chairman and chief executive officer, said, "We are extremely pleased to have the tax cloud removed from our company which shall tremendously improve our strength in the financial community."
 Allumbaugh also announced new boards of directors for Ralphs Holding Co. and Ralphs Grocery Co. Management of Ralphs remains unchanged under an amended management incentive program. The new boards consist of the following individuals:
 Allumbaugh, chairman and chief executive officer of Ralphs
 Patrick Collins, president and chief operating officer of Ralphs
 Edward J. DeBartolo Jr., president and chief administrative officer,
 The Edward J. DeBartolo Corp.
 Anthony W. Liberati, senior vice president, corporate planning-
 finance, The Edward J. DeBartolo Corp.
 Richard S. Sokolov, Esq., senior vice president, development/general
 counsel, The Edward J. DeBartolo Corp.
 Richard Posen, Esq., partner in the law firm of Willkie, Farr &
 Gallagher-New York
 Peter J. Solomon, chairman and chief executive officer, Peter J.
 Solomon Co., Investment Bankers.
 G. William Miller, president, G. William Miller & Co., and former
 secretary of the treasury.
 The anticipated financial results for the fiscal year ending Feb. 2, 1992 are as follows: preliminary unaudited estimated operating cash flow (defined as earnings before interest, taxes, depreciation, amortization, equity appreciation rights and adjustments for LIFO and FAS 106) for the 52 weeks ended Sunday, Feb. 2, 1992, of $225.5 million.
 Additional preliminary unaudited estimated data shows sales of $2.9 billion, cash flow at a rate of 7.8 percent on sales and a cash interest coverage ratio of 1.9 times. This cash flow rate makes Ralphs one of the top grocery performers in the United States. For financial reporting purposes, the company will show a loss but it will be substantially less than the prior year. The company expects to release unaudited financial data on or about May 4, 1992, concurrent with its annual 10-K filing with the Securities and Exchange Commission.
 Chairman Allumbaugh commented on the company's 1991 performance, "We continue to experience a high level of cash flow. At Ralphs, we look forward to strong performance in 1992."
 DeBartolo, chairman and chief executive officer, The Edward J. DeBartolo Corp., stated, "The FSI reorganization has been a long and difficult process. We are pleased with the outcome and the potential for our investment in Ralphs."
 DeBartolo continued, "We share the enthusiasm of the company and our fellow shareholders in moving forward together with Ralphs' strong management team toward significant accomplishments in 1992."
 -0- 2/3/92
 /CONTACT: Jan Charles Gray (media), 310-637-7791, or Alan J. Reed (investors), 310-605-4516, both of Ralphs Grocery/ CO: Ralphs Grocery Co. ST: California IN: FOD SU:


AL -- LA035 -- 6368 02/03/92 16:53 EST
COPYRIGHT 1992 PR Newswire Association LLC
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 1992 Gale, Cengage Learning. All rights reserved.

Article Details
Printer friendly Cite/link Email Feedback
Publication:PR Newswire
Date:Feb 3, 1992
Words:729
Previous Article:CANONSBURG GENERAL HOSPITAL ISSUES STATEMENT
Next Article:TORCHMARK REPORTS 1991 EARNINGS
Topics:


Related Articles
RALPHS GROCERY CO. ANNOUNCES THIRD QUARTER RESULTS
RALPHS GROCERY CO. ANNOUNCES CONSUMMATION OF PLAN OF REORGANIZATION
RALPHS LAUNCHES 'BE COOL TO YOUR SCHOOL '94' RECEIPT TAPE PROGRAM OFFERING BOOKS, SPORTS EQUIPMENT, COMPUTERS AND MORE
FOOD 4 LESS OPENS IN PALMDALE
FOOD 4 LESS OPENS IN NORTH LONG BEACH
Ralphs Promotes James Patitucci To Senior Vice President, Sales & Marketing.
RALPHS PLANS TO CLOSE 15 SUPERMARKETS RALPHS CLOSING 15 SUPERMARKETS.

Terms of use | Copyright © 2016 Farlex, Inc. | Feedback | For webmasters