GOTTSCHALKS INC - FORM 8-K - EX-99.1 - MOR

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EX-99.1 - MOR - GOTTSCHALKS INC	exhibit99-1.pdf
8-K - 8-K - GOTTSCHALKS INC	body8k.htm

Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

In re Gottschalks, Inc.

Case No. 09-10157 (KJC)
Reporting Period: July 4, 2010 - July 31, 2010

MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days after end of month.

Submit copy of report to any official committee appointed in the case.

		Document	Available	Affidavit/Supplement
REQUIRED DOCUMENTS	Form No.	Attached	Upon Request	Attached
Schedule of Cash Receipts and Disbursements	MOR-1	X
Bank Reconciliation (or copies of debtor's bank reconciliations)	MOR-1a		X
Schedule of Professional Fees Paid	MOR-1b	X
Listing of bank account numbers and balances		X
Cash disbursements journals		X
Statement of Operations	MOR-2	X
Balance Sheet	MOR-3	X
Status of Postpetition Taxes	MOR-4	X
Copies of IRS Form 6123 or payment receipt		N/A
Copies of tax returns filed during reporting period		N/A
Summary of Accounts Payables	MOR-4	X
Accounts Receivable Aging		N/A
Debtor Questionnaire	MOR-5	X

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents
are true and correct to the best of my knowledge and belief.

/s/ J. Gregory Ambro
Signature of Debtor

August 19, 2010
Date

Signature of Joint Debtor

Date

/s/ J. Gregory Ambro
Signature of Authorized Individual*

August 19, 2010
Date

J. Gregory Ambro
Printed Name of Authorized Individual

Executive Vice President and Chief Operating Officer
Title of Authorized Individual

*Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor
is a partnership; a manager or member if debtor is a limited liability company.

Page 1 of 9

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

In re Gottschalks, Inc.

Case No. 09-10157 (KJC)
Reporting Period: July 4, 2010 - July 31, 2010

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS [1]

		BANK ACCOUNTS						CURRENT MONTH		FILING TO DATE
		GEN OPER.	STORE WORKING FUNDS	UTILITY DEP	SALES TAX	PROF FEES RESERVE	ALASKA	ACTUAL	PROJECTED [2]	ACTUAL
CASH (LOAN BALANCE) BEGINNING OF MONTH		$ 9,394	$ -	$ 281	$ -	$ -	$ -	$ 9,675	$ 9,200	$ (68,811)

RECEIPTS
CASH SALES		-						-	-	83,387
CREDIT CARD RECEIVABLES		-						-	-	20,495
LOANS AND ADVANCES		-						-	-	-
SALE OF ASSETS		-						-	-	117,620
OTHER RECEIPTS	[3]	933						933	-	69,980
TRANSFERS (FROM DIP ACCTS)		-			-	-		-	-	-

TOTAL RECEIPTS		$ 933	$ -	$ -	$ -	$ -	$ -	$ 933	$ -	$291,482

DISBURSEMENTS
ADVERTISING		-						-	-	3,223
MERCHANDISE (INCLUDING FREIGHT)		-						-	-	53,228
RENT		76						76	81	14,466
PAYROLL, PAYROLL TAXES, AND BENEFITS		69						69	64	51,004
UTILITIES		4						4	14	4,729
INSURANCE		-						-	-	1,114
SALES AND OTHER TAXES		14						14	-	33,073
GENERAL OPERATING		15						15	22	8,725
FINLAY LICENSE		-						-	-	11,814
FINANCING EXPENSES		-						-	-	3,524
PROFESSIONAL FEES		337						337	200	17,867
OTHER		39						39	-	7,724
TOTAL DISBURSEMENTS		$ 554	$ -	$ -	$ -	$ -	$ -	$ 554	$ 381	$210,491

DRAW ON LC		-						-	-	4,648
ADJUSTMENTS		-						-	-	2,522
NET CASH FLOW		$ 379	$ -	$ -	$ -	$ -	$ -	$ 379	$ (381)	$ 78,865
(RECEIPTS LESS DISBURSEMENTS)

CASH (LOAN BALANCE)- END OF MONTH		$ 9,773	$ -	$ 281	$ -	$ -	$ -	$ 10,054	$ 8,819	$ 10,054

^[1] The cash balances and activity on this schedule represents the following balance sheet items: Unrestricted Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, and Revolver Line of Credit. The balance of the revolver line of credit as of 7/31/10 was $0.
^[2] 'Projected' amounts reflect projections per the winddown budget.
^[3] Receipts include $624K from GE Capital related to the release of held funds, $265K escrow refund from Forever 21, and $41K utility deposit refunds.

Page 2 of 9

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

In re Gottschalks, Inc.

Case No. 09-10157 (KJC)
Reporting Period: July 4, 2010 - July 31, 2010

SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID
This schedule is to include all retained professional payments from case inception to current month.

(Actual $)
				AMOUNT PAID		TOTAL PAID TO DATE
	PERIOD	DATE OF COURT ORDER	AMOUNT					TOTAL INCURRED
PAYEE	COVERED	AUTHORIZING PAYMENT	APPROVED	FEES	EXPENSES	FEES	EXPENSES	AND UNPAID
O'Melveny & Meyers	7/4/10 to 7/31/10	7/12/2010	227,160	220,654	6,506	6,197,581	203,329	411,485
FTI Consulting	7/4/10 to 7/31/10					2,989,958	132,806	45,311
Richards, Layton & Finger	7/4/10 to 7/31/10	7/21/2010	26,494	25,246	1,248	862,422	63,606	35,339
Kurtzman Carson Consultants	7/4/10 to 7/31/10	n/a	n/a	22,364	8,841	1,098,775	155,539	-
Cooley Godward Kronish	7/4/10 to 7/31/10	7/19/2010	33,826	33,368	458	811,825	31,291	84,411
Loughlin Meghji & Company	7/4/10 to 7/31/10	7/19/2010	16,723	16,723	-	821,120	824	66,323
Benesch	7/4/10 to 7/31/10	7/19/2010	3,096	2,732	364	154,685	3,911	4,844
GE Capital Third Party Legal [1]	7/4/10 to 7/31/10	n/a	n/a			578,731	5,505	-
Financial Dynamics	7/4/10 to 7/31/10					29,377	-	-
Other	7/4/10 to 7/31/10				-	215,683	717	6,868

TOTAL PAYMENTS TO PROFESSIONALS			$ 307,299	$ 321,087	$ 17,417	$ 13,760,157	$ 597,528	$ 654,581

^[1] Amounts paid to GE Capital's legal advisors represent disbursements related to advisory work on the Credit Agreement.

Page 3 of 9

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

In re Gottschalks, Inc.

Case No. 09-10157 (KJC)
Reporting Period: July 4, 2010 - July 31, 2010

STATEMENT OF OPERATIONS - Income Statement

The Statement of Operations is to be prepared on an accrual basis. The accrual basis of accounting recognizes
revenue when it is realized and expenses when they are incurred, regardless of when cash is actually received or paid.

		Cumulative
REVENUES	Month ($ in 000's)	Filing to Date ($ in 000's)
Net Sales	-	93,101
Net Leased Department Revenue	-	1,791
Net Credit Revenue	-	1,758
Total Revenues	-	96,650
COST OF GOODS SOLD
Cost of Goods Sold	-	73,936
Gross Profit	-	22,714
OPERATING EXPENSES
Advertising	-	2,108
Bad Debts	-	61
Contributions	-	9
Employee Benefits Programs	7	2,382
Insider Compensation	43	1,375
Insurance	14	1,409
Repairs and Maintenance [1]	(166)	1,275
Rent and Lease Expense	76	4,792
Salaries/Commissions/Fees	13	21,674
Supplies	1	1,921
Taxes	25	3,907
Travel and Entertainment	-	132
Utilities	13	1,649
Other (attach schedule)	10	97,620
Total Operating Expenses Before Depreciation	36	140,314
Depreciation/Depletion/Amortization	12	5,445
Net Profit (Loss) Before Other Income & Expenses	(48)	(123,045)
OTHER INCOME AND EXPENSES
Other (Income (attach schedule)	10	(4,218)
Interest Expense	-	1,656
Net Profit (Loss) Before Reorganization Items	(58)	(120,483)
REORGANIZATION ITEMS
Professional Fees	121	14,974
U. S. Trustee Quarterly Fees	3	109
Other Reorganization Expenses (attach schedule)	-	2,809
Total Reorganization Expenses	124	17,892
Income Taxes	-	76
Net Profit (Loss)	$ (182)	$ (138,451)

^[1] Credit balance relates to a refund received from F21 for fees held on closing of property transaction for sign removal.

Page 4 of 9

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

In re Gottschalks, Inc.

Case No. 09-10157 (KJC)
Reporting Period: July 4, 2010 - July 31, 2010

STATEMENT OF OPERATIONS - continuation sheet

		Cumulative
BREAKDOWN OF "OTHER" CATEGORY	Month ($ in 000s)	Filing to Date ($ in 000s)

Other Operational Expenses
Services Purchased	6	5,640
Unclassified	-	(1,120)
Communications	2	676
Postage	-	223
Professional Fees	2	11
Costs capitalized under Uniform Capitalization Rules [1]	-	(1,099)
Loss on Sale of Assets	-	93,245
Store Closure Costs	-	44

Total Other Operational Expenses	10	97,620
Other Income
Rental income	-	(135)
Miscellaneous income	10	(4,083)

Total Other Income	10	(4,218)
Other Reorganization Expenses
Amortization of DIP loan fees	-	2,809
		-
Total Other Reorganization Expenses	-	2,809

^[1] Uniform Capitalization Rules require capitalization of certain indirect buying, handling and distribution costs to align these costs with the related sales.

Page 5 of 9

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

In re Gottschalks, Inc.

Case No. 09-10157 (KJC)
Reporting Period: July 4, 2010 - July 31, 2010

BALANCE SHEET

The Balance Sheet is to be completed on an accrual basis only. Pre-petition liabilities must be classified separately from postpetition obligations.

	BOOK VALUE AT END OF	BOOK VALUE
ASSETS	CURRENT REPORTING MONTH	PETITION DATE
CURRENT ASSETS	($ in 000's)	($ in 000's)
Unrestricted Cash and Cash Equivalents	$ 9,708	$ 7,408
Restricted Cash and Cash Equivalents [1]	281	-
Accounts Receivable (Net)	2,887	2,944
Inventories	-	126,552
Prepaid Expenses (attach schedule)	1,806	3,849
Professional Retainers	320	493
Other Current Assets (attach schedule)	6,314	8,216
TOTAL CURRENT ASSETS	$ 21,316	$ 149,462
PROPERTY AND EQUIPMENT
Real Property and Improvements	-	60,652
Machinery and Equipment	-	61,313
Furniture, Fixtures and Office Equipment	-	89,942
Leasehold Improvements	3,981	65,463
Vehicles	-	420
Construction in progress	-	2,187
Less Accumulated Depreciation	(2,460)	(151,228)
TOTAL PROPERTY & EQUIPMENT	$ 1,521	$ 128,749
OTHER ASSETS
Loans to Insiders	-	-
Other Assets (attach schedule)	2,207	5,166
TOTAL OTHER ASSETS	$ 2,207	$ 5,166

TOTAL ASSETS	$ 25,044	$ 283,377

	BOOK VALUE AT END OF	BOOK VALUE
LIABILITIES AND OWNER EQUITY	CURRENT REPORTING MONTH	PETITION DATE
*LIABILITIES NOT SUBJECT TO COMPROMISE (Postpetition)*
Accounts Payable	7
Taxes Payable (refer to FORM MOR-4)	940
Wages Payable	9
Rent / Leases - Building/Equipment	1,289
Secured Debt / Adequate Protection Payments	-
Professional Fees	655
Amounts Due to Insiders	22
Other Postpetition Liabilities (attach schedule)	17,548
TOTAL POSTPETITION LIABILITIES	$ 20,470	$ -
*LIABILITIES SUBJECT TO COMPROMISE (Pre-Petition)*
Secured Debt	990	76,069
Priority Debt	-	37
Unsecured Debt	53,116	54,533
Other Pre-petition Liabilities (attach schedule)	273	64,099
TOTAL PRE-PETITION LIABILITIES	$ 54,379	$ 194,738

TOTAL LIABILITIES	$ 74,849	$ 194,738
OWNER EQUITY
Capital Stock	137	137
Additional Paid-In Capital	78,007	78,002
Retained Earnings - Pre-Petition	11,987	11,987
Retained Earnings - Postpetition	(138,449)	-
Adjustments to Owner Equity (attach schedule)	(1,487)	(1,487)
NET OWNER EQUITY	(49,805)	88,639

TOTAL LIABILITIES AND OWNERS' EQUITY	$ 25,044	$ 283,377

^[1] Restricted Cash and Cash Equivalents represents cash held in separate accounts for utility adequate assurance.

Page 6 of 9

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

In re Gottschalks, Inc.

Case No. 09-10157 (KJC)
Reporting Period: July 4, 2010 - July 31, 2010

BALANCE SHEET - continuation sheet

		BOOK VALUE AT END OF	BOOK VALUE
ASSETS		CURRENT REPORTING MONTH	PETITION DATE
Prepaid Expenses		($ in 000's)	($ in 000's)
	Prepaid insurance	51	1,167
	Workers compensation prepaid	1,739	889
	Prepaid advertising	-	219
	Prepaid health and other	16	122
	Prepaid rent	-	-
	Prepaid expenses	-	1,094
	Prepaid property taxes	-	358

	Total Prepaid Expenses	1,806	3,849
Other Current Assets
	Supplies	-	1,534
	Workers compensation reserves	6,118	6,118
	Deferred loan fees	-	4
	Other receivables	196	373
	Salary support receivable	-	184
	Other	-	3

	Total Other Current Assets	6,314	8,216
Other Assets
	Intangibles - lease rights	-	813
	Investment in partnership	1,809	1,810
	Deposits	398	-
	Straightline lease	-	2,543
	Prepaid rent	-

	Total Other Assets	2,207	5,166
		BOOK VALUE AT END OF	BOOK VALUE
LIABILITIES AND OWNER EQUITY		CURRENT REPORTING MONTH	PETITION DATE
Other Postpetition Pre-petition Liabilities
	Other Postpetition Liabilities
	Accrued expenses	2,729
	Gift and merchandise cards	3,595
	Vacation payable	33
	Payroll deductions payable	-
	Sales return reserve	-		[1]
	Workers compensation insurance reserves	6,118	-	[1]
	Other insurance reserves	329	-	[1]
	Deferred revenue	-	-
	Deferred rent	-
	Intangibles - lease rights	-
	Fin 48 liability	1,008
	Deferred taxes	3,736
	Capital leases	-
	Total Other Postpetition Liabilities	17,548

	Other Prepetition Liabilities
	Accrued expenses	-	5,162	[2]
	Gift and merchandise cards	-	7,738	[2]
	Sales and payroll taxes payable	-	10,495	[2]
	Wages payable	-	2,030	[2]
	Vacation payable	25	2,990
	Payroll deductions payable	-	304	[2]
	Accrued accounting fees	151	520
	Pension liability	97	97
	Other accruals prepetition	-	599
	Store party fund	-	63
	Vendor supported events	-	220
	Sales return reserve	-	1,663	[1]
	Workers compensation insurance reserves	-	6,118	[1]
	Other insurance reserves	-	259	[1]
	Deferred revenue	-	6,699
	Deferred rent	-	5,466
	Intangibles - lease rights	-	208
	Fin 48 liability	-	1,008
	Deferred taxes	-	3,512
	Capital leases	-	8,948

	Total Other Prepetition Liabilities	273	64,099
Adjustments to Owner Equity
	Treasury stock	(1,487)	(1,487)

	[1] Represents reserves that are reevaluated on a quarterly basis.
	[2] Represents employee programs that were continued postpetition per Court order.

Page 7 of 9

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

In re Gottschalks, Inc.

Case No. 09-10157 (KJC)
Reporting Period: July 4, 2010 - July 31, 2010

STATUS OF POSTPETITION TAXES

The beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero.
Attach photocopies of IRS Form 6123 or payment receipt to verify payment or deposit of federal payroll taxes.
Attach photocopies of any tax returns filed during the reporting period.

(Actual $)
	Beginning	Amount		Ending
	Tax	Withheld or	Amount	Tax
	Liability	Accrued	Paid	Liability
Federal
Withholding	6,615	6,499	(13,114)	-
FICA	2,055	3,039	(4,081)	1,013
Unemployment	-	-	-	-
Total Federal Taxes	$ 8,670	$ 9,538	$ (17,195)	$ 1,013
State and Local
Withholding	2,466	2,420	(4,886)	-
Sales & Excise	-	-	-	-
Unemployment	-	-	-	-
Real Property	486,905	18,489	(66,039)	439,355
Personal Property [1]	499,580	-	-	499,580
Workers Compensation	-	-	-	-
Other: Local	-	-	-	-
Total State and Local	988,951	20,909	(70,925)	938,935
Total Taxes	$ 997,621	$ 30,447	$ (88,120)	$ 939,948

^[1] Personal Property Taxes are paid on an annual basis.
^* Copies of tax returns are available upon request.

SUMMARY OF ACCOUNTS PAYABLE

Attach aged listing of accounts payable.

Note: The Company does not analyze or prepare the aging of its accounts payable.

Page 8 of 9

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

In re Gottschalks, Inc.

Case No. 09-10157 (KJC)
Reporting Period: July 4, 2010 - July 31, 2010

ACCOUNTS RECEIVABLE AGING

Accounts Receivable Aging	Amount

Note: The Company does not analyze or prepare the aging of its accounts receivable.


DEBTOR QUESTIONNAIRE

Must be completed each month	Yes	No
1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.		X
2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.		X
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below.	X
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.	X
5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.		X

Page 9 of 9

GOTTSCHALKS INC - FORM 8-K - EX-99.1 - MOR - August 23, 2010

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