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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 31, 2005
0-15898
(Commission File Number)
______________________________
CASUAL MALE RETAIL GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 04-2623104
(State of Incorporation) (IRS Employer
Identification Number)
555 Turnpike Street, Canton, Massachusetts 02021
(Address of registrant's principal executive office)
(781) 828-9300
(Registrant's telephone number)
______________________________
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 (see General Instruction A.2. below):
[ ] 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 2.02 Results of Operations and Financial Condition
On March 31, 2005, Casual Male Retail Group, Inc. (the "Company") issued a
press release announcing the Company's results of operations for the fourth
quarter and fiscal year ended January 29, 2005. A copy of this press release is
attached hereto as Exhibit 99.1.
The press release contains certain non-GAAP measures which the Company believes
is important for investors to help gain a better understanding of the Company.
The release includes a reconciliation of such non-GAAP measures.
ITEM 9.01 Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
----------- ------------
99.1 Press Release announcing results of operations for
the fourth quarter and fiscal year ended January 29, 2005
for Casual Male Retail Group, Inc.
SIGNATURES
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, thereunto duly authorized.
CASUAL MALE RETAIL GROUP, INC.
By: /s/ Dennis R. Hernreich
---------------------------
Name: Dennis R. Hernreich
Title: Executive Vice President
and Chief Financial Officer
Date: March 31, 2005
For Information, Contact:
Jeff Unger
Vice President of Investor Relations
Casual Male Retail Group, Inc.
561-514-0115
Andrew Bard
Weber Shandwick
212-445-8368
CASUAL MALE RETAIL GROUP INC.
REPORTS FOURTH QUARTER AND FISCAL 2004 RESULTS
CMRG earns $0.15 in the Fourth Quarter of Fiscal 2004
CANTON, MA (March 31, 2005) -- Casual Male Retail Group, Inc. (NASDAQ/NMS:
"CMRG"), retail brand operator of Casual Male Big & Tall, Rochester Big & Tall
and the exclusive retailer of George Foreman's clothing collection, announced
its operating results for the fourth quarter and fiscal year ended January 29,
2005 ("fiscal 2004").
For the fourth quarter of fiscal 2004, net income was $7.9 million, or $0.22 per
diluted share, compared to a net loss of $(8.8) million, or $(0.25) per diluted
share for the fourth quarter of fiscal 2003. Income from continuing operations
for the fourth quarter of fiscal 2004 was $8.3 million, or $0.23 per diluted
share, compared to a loss from continuing operations of $(7.6) million, or
$(0.21) per diluted share in the fourth quarter of fiscal 2003. Assuming a
normalized tax rate of 37%, earnings per share, on a continuing basis, for the
fourth quarter of fiscal 2004 was $0.15 per diluted share compared to loss of
$(0.14) per diluted share for the fourth quarter of fiscal 2003. Results from
continuing operations for fiscal 2004 included the operating results of
Rochester Big & Tall Clothing since October 29, 2004, the date of the Company's
acquisition of Rochester. Continuing operations for the fourth quarter of
fiscal 2003 included approximately $13.7 million of costs associated with the
early retirement of long-term debt.
For fiscal 2004, the Company reported net income of $1.5 million, or $0.04 per
diluted share, compared to a net loss of $(12.1) million, or $(0.34) per diluted
share in fiscal 2003. Income from continuing operations for fiscal 2004 was
reduced by approximately $0.07 per diluted share from previously reported
results for the first nine months of fiscal 2004 due to the divestiture of the
Levi's?/Dockers? outlet business and the reclassification of its operating
results to discontinued operations. The results from continuing operations for
fiscal 2003 include $14.1 million of costs associated primarily with the early
retirement of long-term debt.
Dennis Hernreich, Executive Vice President, COO and CFO stated, "Fiscal 2004 was
a very significant year in the Company's turnaround, Casual Male divested its
non-core businesses and the proceeds were used to acquire the premier big and
tall clothing store chain, Rochester Big & Tall. The Company posted solid sales
and operating income results for the fourth quarter of the year, and the Company
is very well positioned for the continued positive trends in sales and operating
income into fiscal 2005."
Operating Results by Business Segment
The table below reflects results from continuing operations on a segment basis
for the Company for the three months ended January 29, 2005 compared to the
results from continuing operations for the three months ended January 31, 2004.
The Company's Big & Tall Apparel business includes the operating results from
the Company's Casual Male business and since October 29, 2004, the operations of
its Rochester business. The Company's Other Branded Apparel business includes
the results of operations for its Ecko Unltd.(r) outlet stores through July 30,
2004, the date the Company sold its interest in the Ecko Unltd.(r) joint
venture.
The operating results for the Company's Levi's(r)/Dockers(r) outlet stores,
which have historically been included in the Other Branded Apparel business
segment, have been reclassed to discontinued operations for all periods.
For the three months
ended: January 29, 2005 January 31, 2004
(in millions) Other Other
Big & Tall Branded Big & Tall Branded
Apparel Apparel Combined Apparel Apparel Combined
business business Company business business Company
----------------------------------------------------------
Sales $ 118.2 $ - $ 118.2 $ 94.5 $ 7.6 $ 102.1
Gross margin,
net of occupancy
costs 50.3 - 50.3 40.0 3.1 43.1
Gross margin rate 42.6% 42.6% 42.3% 40.8% 42.2%
Selling, general
and administrative 37.4 - 37.4 30.0 2.5 32.5
Depreciation and
amortization 2.6 - 2.6 1.8 0.3 2.1
----------------------------------------------------------
Operating income $ 10.3 $ - $ 10.3 $ 8.2 $ 0.3 $ 8.5
==========================================================
Investors are invited to listen to a broadcast of the Company's conference call
to discuss its fiscal 2004 earnings results. The conference call will broadcast
live today on Thursday, March 31, 2005 at 11:00 a.m. Eastern Time at
www.casualmale.com/investor. The call will be archived online within one hour
after its completion. Participating in the call will be David Levin, President
and Chief Executive Officer and Dennis Hernreich, Executive Vice President,
Chief Operating Officer and Chief Financial Officer.
In addition to the financial measures prepared in accordance with generally
accepted accounting principles (GAAP), our above discussion refers to a
normalized tax rate, which is a non-GAAP measure. Normalized tax basis reflects
a 37% effective tax rate on pre-tax income (loss). The Company believes that the
inclusion of this non-GAAP measure helps investors to gain a better
understanding of the Company's performance, especially when comparing such
results to previous periods or forecasts. However, this non-GAAP financial
measure included in this press release is not meant to be considered superior to
or as a substitute for results of operations prepared in accordance with GAAP.
The following table shows the reconciliation of income from continuing
operations of $0.15 per diluted share for the fourth quarter of fiscal 2004 as
compared to a loss of $(0.14) per diluted share for the fourth quarter of fiscal
2003 on a GAAP basis effected for the adjustment for normalized taxes:
For the three months ended: January 29, 2005 January 31, 2004
(in millions, except for per
share amounts) Earnings
Per Loss Per
$ Share $ Share
-------------------- ---------------------
Income (loss) from
continuing operations, as
reported $ 8.3 $ 0.23 $ (7.6) $(0.21)
Income tax (provision)
benefit, assuming normalized
tax rate of 37% (3.1) (0.08) 2.8 0.07
--------------------- ---------------------
Adjusted income (loss) from
continuing operations, after
normalized tax benefit $ 5.2 $ 0.15 $ (4.8) $(0.14)
==================== =====================
Weighted average shares
Outstanding -diluted 35.7 35.2
Casual Male will be presenting at the Sidoti & Company, LLC, Ninth Annual New
York Emerging Growth Institutional Investor Forum on April 7, 2005 at 9:05 AM.
The presentation will not be web cast, however, the presentation material will
be posted on Casual Male's corporate web site at www.casualmale.com/investor.
CMRG, the largest retailer of big and tall men's apparel with retail operations
throughout the United States, London, England and Canada, operates 493 Casual
Male Big & Tall stores, the Casual Male e-commerce site, Casual Male catalog
business, 13 Casual Male at Sears-Canada stores and 22 Rochester Big & Tall
stores and a direct to consumer business. The Company is headquartered in
Canton, Massachusetts and its common stock is listed on the Nasdaq National
Market under the symbol "CMRG."
The discussion of forward-looking information requires management of the Company
to make certain estimates and assumptions regarding the Company's strategic
direction and the effect of such plans on the Company's financial results. The
Company's actual results and the implementation of its plans and operations may
differ materially from forward-looking statements made by the Company. The
Company encourages readers of forward-looking information concerning the Company
to refer to its prior filings with the Securities and Exchange Commission that
set forth certain risks and uncertainties that may have an impact on future
results and direction of the Company. The Company does not report on its
progress during a quarter until after the quarter has been completed and its
results have been appropriately disclosed.
Tables to follow.
CASUAL MALE RETAIL GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
For the For the
three months ended the twelve months ended
1/29/2005 1/31/2004 1/29/2005 1/31/2004
---------------------- -----------------------
Sales $ 118,150 $ 102,121 $ 365,047 $ 339,305
Cost of goods sold
including occupancy 67,827 58,982 214,607 199,129
--------- --------- ---------- --------
Gross profit 50,323 43,139 150,440 140,176
Expenses:
Selling, general and
administrative 37,379 32,463 132,554 115,570
Depreciation and amortization 2,643 2,136 9,858 7,478
-------- --------- --------- ---------
Total expenses 40,022 34,599 142,412 123,048
Operating income 10,301 8,540 8,028 17,128
Other income (expense), net - (13,688) 308 (14,113)
Interest expense, net (2,030) (2,193) (8,064) (11,189)
-------- --------- --------- ---------
Income (loss) from continuing
operations before minority interest
and income taxes 8,271 (7,341) 272 (8,174)
Minority interest - 225 (701) 280
Income taxes - - - -
--------- --------- -------- -------
Income (loss) from
continuing operations 8,271 (7,566) 973 (8,454)
Income (loss) from discontinued
operations (386) (1,195) 551 (3,607)
---------- --------- --------- --------
Net income (loss) $ 7,885 $ (8,761) $ 1,524 $(12,061)
========== ========= ========= ========
Net income(loss) per share -basic
Income(loss) from continuing
operations $ 0.24 $ (0.21) $ 0.03 $ (0.24)
Income (loss) from discontinued
operations $ (0.01) $ (0.04) $ 0.01 $ (0.10)
--------- --------- --------- ---------
Net income (loss) $ 0.23 $ (0.25) $ 0.04 $ (0.34)
Net income(loss) per share -diluted
Income(loss) from continuing
operations $ 0.23 $ (0.21) $ 0.03 $ (0.24)
Income (loss) from discontinued
operations $ (0.01) $ (0.04) $ 0.01 $ (0.10)
--------- --------- --------- ---------
Net income (loss) $ 0.22 $ (0.25) $ 0.04 $ (0.34)
Weighted-average number
of common shares
outstanding:
Basic 34,224 35,240 34,511 35,702
Diluted 35,670 35,240 36,733 35,702
CASUAL MALE RETAIL GROUP, INC.
CONSOLIDATED BALANCE SHEETS
January 29, 2005 and January 31, 2004
(In thousands)
January 29, January 31,
2005 2004
----------- -----------
ASSETS
Cash and investments $ 5,731 $ 4,179
Inventories 79,858 98,673
Other current assets 9,178 10,831
Property and equipment, net 74,651 68,345
Goodwill and other intangibles 87,893 81,306
Other assets 10,477 9,408
--------- ---------
Total assets $ 267,788 $ 272,742
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable, accrued expenses
and other liabilities $ 53,729 $ 59,155
Notes payable 19,311 3,623
Restructuring reserves - 2,945
Long-term debt, net of current
portion 117,784 122,374
Minority interest - 3,804
Stockholders' equity 76,964 80,841
---------- ---------
Total liabilities and
stockholders' equity $ 267,788 $ 272,742
========== =========