Item 7.01.
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Regulation FD Disclosure.
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On January 20, 2021, the Company and certain
of its direct and indirect subsidiaries (collectively with the Company, the “Debtors”) filed with the Bankruptcy Court
for the Northern District of Texas, Dallas Division (the “Bankruptcy Court”), Case No. 20-31476-HDH-11, their
monthly operating report for the period beginning December 1, 2020 and ending December 31, 2020 (the “Monthly Operating Report”).
The Monthly Operating Report is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The Debtors emerged from
bankruptcy on December 31, 2020, and this will be the final monthly operating report filed by the Company. This Current Report
on Form 8-K (including the exhibit hereto) (this “Form 8-K”) will not be deemed an admission as to the materiality
of any information disclosed herein.
The Monthly Operating Report and other documents
filed with the Bankruptcy Court are available for inspection at https://dm.epiq11.com/case/tuesdaymorning/info. Documents
and other information available on such website are not part of this Form 8-K and are not deemed to be incorporated by reference
in this Form 8-K.
The information furnished in this Item 7.01
of this Current Report on Form 8-K and the Monthly Operating Report attached hereto as Exhibit 99.1 shall not be deemed “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such
section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933,
as amended, or the Securities Exchange Act of 1934, as amended.
Cautionary Statement Regarding the Monthly Operating Report
The Company cautions investors and potential
investors not to place undue reliance upon the information contained in the Monthly Operating Report, which was not prepared for
the purpose of providing the basis for an investment decision relating to any of the securities of the Company. The Monthly Operating
Report is limited in scope, covers a limited time period and has been prepared solely for the purpose of complying with the monthly
reporting requirements of the Bankruptcy Court. The Monthly Operating Report was not audited or reviewed by independent accountants,
was not prepared in accordance with generally accepted accounting principles, is in a format prescribed by applicable bankruptcy
laws or rules, and is subject to future adjustment and reconciliation. There can be no assurance that, from the perspective of
an investor or potential investor in the Company’s securities, the Monthly Operating Report is complete. Results set forth
in the Monthly Operating Report should not be viewed as indicative of future results.
Cautionary Notice Regarding Forward-Looking Statements
This Current Report on Form 8-K contains
forward-looking statements within the meaning of the federal securities laws that are based on management’s current expectations,
estimates and projections. These forward-looking statements are subject to risks and uncertainties that could cause the Company’s
actual results to differ materially from the expectations expressed in the Company’s forward-looking statements. These
risks, uncertainties and events also include, but are not limited to, the following: the challenges that we might face as a result
of our emergence from bankruptcy; the Company’s ability to complete its proposed rights offering; the effects and length
of the novel coronavirus pandemic; changes in economic and political conditions which may adversely affect consumer spending; our
ability to identify and respond to changes in consumer trends and preferences; our ability to mitigate reductions of customer traffic
in shopping centers where our stores are located; our ability to continuously attract buying opportunities for off-price merchandise
and anticipate consumer demand; our ability to obtain merchandise on varying payment terms; our ability to successfully manage
our inventory balances profitably; our ability to effectively manage our supply chain operations; loss of, disruption in operations
of, or increased costs in the operation of our distribution center facility; unplanned loss or departure of one or more members
of our senior management or other key management; increased or new competition; our ability to maintain and protect our information
technology systems and technologies and related improvements to support our growth; increases in fuel prices and changes in transportation
industry regulations or conditions; increases in the cost or a disruption in the flow of our imported products; changes in federal
tax policy including tariffs; the success of our marketing, advertising and promotional efforts; our ability to attract, train
and retain quality employees in appropriate numbers, including key employees and management; increased variability due to seasonal
and quarterly fluctuations; our ability to protect the security of information about our business and our customers, suppliers,
business partners and employees; our ability to comply with existing, changing and new government regulations; our ability to manage
risk to our corporate reputation from our customers, employees and other third parties; our ability to manage litigation risks
from our customers, employees and other third parties; our ability to manage the risk associated with product liability claims
and product recalls; the impact of adverse local conditions, natural disasters or other events; our ability to manage the negative
effects of inventory shrinkage; our ability to manage unexpected costs related to our insurance programs; increased costs or exposure
to fraud or theft resulting from payment card industry related risks and regulations; our ability to maintain an effective system
of internal controls over financial reporting; impacts from the delisting of our common stock from the Nasdaq Stock Market; and
the other factors listed in the Company’s filings with the Securities and Exchange Commission.
Except as may be required by law, the
Company disclaims any obligation to update any forward-looking statements to reflect events or circumstances after the date on
which the statements were made or to reflect the occurrence of unanticipated events. Investors are cautioned not to place undue
reliance on any forward-looking statements.