HARRIS TEETER SUPERMARKETS, INC. 8-K 2012
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Date of Report (Date of earliest event reported):
June 1, 2012
HARRIS TEETER SUPERMARKETS, INC.
(Exact name of registrant as specified in its charter)
701 Crestdale Road
Matthews, North Carolina 28105
(Address of principal executive offices, including zip code)
(Registrants 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 2.06. MATERIAL IMPAIRMENTS.
On June 1, 2012, Harris Teeter Supermarkets, Inc. (the Registrant) determined that in connection with the purchase and sale transactions described below, it will record pre-tax impairment charges and other related expenses totaling between $23 million and $26 million during the second half of the Registrants 2012 fiscal year. The after-tax impact is expected to range between $14 million, or $0.29 per diluted share, and $16 million, or $0.32 per diluted share. The majority of these charges are expected to be recorded in the Registrants third fiscal quarter which ends on July 1, 2012 and the Registrant estimates that approximately $8 million to $9 million of the impairment charges and related expenses represents future cash expenditures.
ITEM 8.01. OTHER EVENTS.
On June 1, 2012, the Registrant issued a press release regarding a purchase and sale agreement (the Agreement) between the Registrants subsidiary Harris Teeter, Inc. (Harris Teeter) and Lowes Food Stores, Inc. (Lowes Foods). Pursuant to the Agreement, Harris Teeter will acquire ten Lowes Foods store locations in the central Carolinas region and Lowes Foods will acquire six Harris Teeter store locations in western North Carolina. During fiscal 2012, Harris Teeter intends to incur capital expenditures of approximately $20 million to remodel the acquired stores. The transaction is expected to increase Harris Teeters total square footage by 162,000 square feet. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Cautionary Statement Regarding Forward-Looking Statements
This report contains certain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts and often use words such as may, plan, contemplate, anticipate, believe, intend, expect, estimate, and similar expressions. Forward-looking statements include, among other things, estimates regarding the estimated expenditures and impairment losses.
These forward-looking statements express managements current expectations or forecasts of future events and, by their nature, are subject to risks and uncertainties and there are a number of factors that could cause actual results to differ materially from those in such statements. Factors that may cause actual results to differ materially from such forward-looking statements include, but are not limited to, changes in anticipated remodeling needs, the performance of the parties under certain covenants contained in the Agreement, or obtaining an approval that may be required for the proposed sale or obtaining an approval subject to conditions that are not anticipated, and the potential for unanticipated charges not currently expected that may occur prior to the time of closing or that charges may change based on factors existing at the time of closing. These forward-looking statements are not guarantees of future results or performance and involve certain risks and uncertainties that are based on managements beliefs and assumptions and on the information available to the Registrant at the time that this report was
prepared. Actual outcomes and results may differ materially from those expressed in, or implied by, any of these forward-looking statements. The Registrant does not assume any duty to update these statements as of any future date or revise any forward-looking statements.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
The following exhibit is furnished herewith:
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.
HARRIS TEETER SUPERMARKETS, INC.
/s/ JOHN B. WOODLIEF
John B. Woodlief
Executive Vice President
Dated: June 4, 2012
INDEX TO EXHIBITS