Edelman May Make a New Run at Lucky

Investors led by Asher B. Edelman told the Securities and Exchange Commission on Monday that they have bought 5% of Lucky Stores’ outstanding shares and may bid for control of the retailer.

Edelman had been expected to make another pass at the Dublin, Calif., food retailer despite his withdrawal last month of a $1.89-billion takeover bid. Lucky had rejected that $37-a-share offer as inadequate.

Separately, Lucky, which has been restructuring to thwart Edelman, announced a big drop in third-quarter results that reflected the elimination of the Gemco department store business and other units.

The company reported net earnings of $11.2 million for the period ended Nov. 2, less than half of the $23.2-million profit reported in last year’s quarter. That decline reflected primarily the end of Gemco, which Lucky began selling off in the third quarter, and the repeal of the investment tax credit, which increased income taxes for the quarter by about $7.5 million.

Earlier, Lucky announced plans to spin off its profitable Hancock Fabrics division to shareholders and to sell two other specialty store units--Yellow Front, a general merchandiser, and the Checker and Kragen auto parts chains. Kenneth W. Cope, vice president of administration, said that negotiations on those units are “coming close to conclusion” and that the company expects to announce buyers this week.

Taking into account only its continuing operations--the food-store business that operates Lucky and Food Basket in Southern California and other chains--Lucky reported net earnings of $10.7 million in the third quarter, down from $16.1 million in the year-ago period.

Sales in the period were $1.57 billion, up slightly from $1.53 billion. On a pretax basis, the company earned $29.2 million on continuing operations in the third quarter, essentially unchanged from last year’s $29.1 million.

Gemco’s loss in the third quarter mounted to $12.9 million, compared to a loss of $1.3 million in the same period last year. For the year to date, the discontinued chain had a loss of $40.9 million, a dramatic decline from net income of $5.1 million for the first nine months of 1985.

In a letter Monday to Lucky Chairman John M. Lillie, investor Edelman and Arbitrage Securities Co., another New York investor, said they disagreed with Lucky’s financial restructuring on the grounds that it would weaken shareholders’ voting rights.

The letter said Lucky’s attorneys have told Edelman’s lawyers that the voting rights of some shareholders would be reduced for two years as part of a planned reincorporation in Delaware designed to make the Hancock spinoff tax-free.

“It is clear to me that the disenfranchising provision has little to do with tax considerations, and is really intended to deter the accumulation of significant stock positions,” the letter said.

In trading Monday on the New York Stock Exchange, Lucky shares fell 62.5 cents to $34.