View:
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): November 17, 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 November 17, 2005, Casual Male Retail Group, Inc. (the "Company") issued a
press release announcing the Company's results of operations for the third
quarter and first nine months ended October 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 third quarter and first nine months ended
October 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: November 17, 2005
For Information Contact:
Company Contact:
Jeff Unger, Investor Relations
(561) 514-0115
Andrew Bard, Weber Shandwick Worldwide
(212) 445-8368
Casual Male Retail Group, Inc. Reports Operating Results for the
Third Quarter of Fiscal 2005
CANTON, MA, November 17, 2005 -- Casual Male Retail Group, Inc.
(NASDAQ/NMS: "CMRG"), retail brand operator of Casual Male Big & Tall
and Rochester Big & Tall, today reported its operating results for the
third quarter and first nine months of fiscal 2005.
For the 13 week period ended October 29, 2005, the Company reported a
loss from continuing operations of $2.8 million, or $0.08 per diluted
share, compared to a loss of $3.4 million, or $0.10 per diluted share,
which excludes the results of discontinued operations, for the
corresponding 13 week period ended October 30, 2004. This year's third
quarter results include a $0.7 million gain or $0.02 per diluted share
related to the Visa/MasterCard class action settlement. Last year's
third quarter results benefited from a $1.7 million or $0.05 per
diluted share adjustment associated with certain accrued liabilities
which were revised based upon more recent experience.
Previously, the Company reported comparable store sales for the third
quarter of 2005 increased by 3.7% when compared to the third quarter of
fiscal 2004 and comparable store sales for the nine months ended
October 29, 2005 increased by 3.1% when compared to the nine months of
the prior year.
On an overall basis, for the 13 week period ended October 29, 2005, the
Company reported a net loss of $2.8 million, or $0.08 per diluted
share, compared to a net loss of $1.4 million, or $0.04 per diluted
share, for the corresponding 13 week period ended October 30, 2004.
Results for the third quarter of fiscal 2004 included income from
discontinued operations of $2.0 million, or $0.06 per diluted share
related to the divested Levi's(r)/Dockers(r) outlet stores.
Notwithstanding the Company's $100 million tax loss carry forward,
assuming a normalized tax rate of 37%, the net loss per share for the
third quarter of fiscal 2005 was $0.05 per diluted share compared to a
net loss of $0.03 per diluted share for the third quarter of fiscal
2004.
For the nine months ended October 29, 2005, the net loss from
continuing operations was $2.7 million, or $0.08 per diluted share,
compared to a net loss from continuing operations of $7.3 million or
$0.21 per diluted share for the prior year's nine months ended October
30, 2004. Included in the prior year's results are sales of $12.6
million and an operating loss of $0.7 million, or $0.02 per diluted
share, related to the Ecko Unltd.(r) outlet stores, which were divested
in July 2004. Additionally, for the prior year's nine months ended
October 30, 2004, the Company recorded income from discontinued
operations of $0.9 million, or $0.03 per diluted share related to the
divested Levi's(r)/Dockers(r) outlet stores, which reduced the prior year's
nine months net loss from $0.21 to $0.18 per diluted share.
Results for the third quarter and nine months of fiscal 2005 include
the operating results of the Company's Rochester Big & Tall stores,
which were acquired by the Company on October 29, 2004. Accordingly,
the third quarter and nine months of fiscal 2004 only include the
operating results of the Rochester stores for the last two days of the
prior year's third quarter.
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 measurement.
Normalized tax basis reflects a 37% effective tax rate on pre-tax
incomes. 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 the net loss of $0.05
per diluted share for the third quarter of fiscal 2005 as compared to
the net loss of $0.03 per diluted share for the third quarter of fiscal
2004 on a GAAP basis affected for the adjustment for normalized taxes:
For the 13 weeks ended: October 29, 2005 October 30, 2004
(dollars and shares
in millions, except
per share amounts) Net Loss Per Share Net Loss Per Share
-------- --------- -------- ---------
Loss from continuing
operations $(2.8) $(0.08) $(3.4) $(0.10)
Income from discontinued
operations - - 2.0 $0.06
------ ------- ------ -------
Net loss, as reported $(2.8) $(0.08) $(1.4) $(0.04)
Income tax, assuming
normalized tax rate of 37% 1.0 0.03 0.5 0.01
Adjusted net loss, after ------- ------- -------- -------
normalized tax benefit $(1.8) $(0.05) $(0.9) $(0.03)
Weighted average shares
Outstanding - diluted 34.3 34.2
CMRG will host a conference call with security analysts beginning at
11:00 a.m. ET today, Thursday, November 17, 2005, to review the
operating results for the third quarter ended October 29, 2005. The
call is being web cast by CCBN and can be accessed at
www.casualmale.com/investor. During the conference call the Company may
discuss and answer questions concerning business and financial
developments and trends. The Company's responses to questions, as well
as other matters discussed during the conference call, may contain or
constitute information that has not been disclosed previously.
Casual Male Retail Group, Inc., the largest retailer of big and tall
men's apparel with retail operations throughout the United States,
Canada and London, England, operates 491 Casual Male Big & Tall stores,
the Casual Male e-commerce site, Casual Male catalog business, 13
Casual Male at Sears-Canada stores and 24 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,
including without limitation , its Current Report Form 8-K filed on
April 8, 2005, that set forth certain risks and uncertainties that may
have an impact on future results and direction of the Company.
###
CASUAL MALE RETAIL GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
For the three months ended For the nine months ended
10/29/2005 10/30/2005 10/29/2005 10/30/2005
---------------------- -----------------------
Sales $ 93,770 $ 74,646 $ 291,688 $ 246,897
Cost of goods sold
including occupancy 55,185 44,414 169,191 146,780
--------- --------- ---------- --------
Gross profit 38,585 30,232 122,497 100,117
Expenses:
Selling, general and
administrative 36,175 29,276 109,942 95,175
Depreciation and amortization 3,131 2,480 9,106 7,215
-------- --------- --------- ---------
Total expenses 39,306 31,756 119,048 102,390
Operating income (loss) (721) (1,524) 3,449 (2,273)
Other income, net - - - 308
Interest expense, net (2,114) (1,878) (6,145) (6,034)
-------- --------- --------- ---------
Loss from continuing operations
before minority interest and
income taxes (2,835) (3,402) (2,696) (7,999)
Minority interest - - - (701)
Income taxes - - - -
--------- --------- -------- -------
Loss from continuing operations (2,835) (3,402) (2,696) (7,298)
Income from discontinued
operations - 2,036 - 937
---------- --------- --------- --------
Net loss $ (2,835) $ (1,366) $ (2,696) $ (6,361)
========= ========= ========= =========
Net loss per share - basic and diluted
Loss from continuing operations ($0.08) ($0.10) ($0.08) ($0.21)
Income from discontinued
operations $0.00 $0.06 $0.00 $0.03
---------- --------- --------- ---------
Net loss ($0.08) ($0.04) ($0.08) ($0.18)
Weighted-average number
of common shares
outstanding:
Basic and Diluted 34,345 34,209 34,288 34,607
CASUAL MALE RETAIL GROUP, INC.
CONSOLIDATED BALANCE SHEETS
October 30, 2004 and January 31, 2004
(In thousands)
October 29 January 29,
2005 2005
----------- -----------
ASSETS (unaudited)
Cash and investments $ 6,483 $ 5,731
Inventories 107,108 79,858
Other current assets 8,598 9,178
Property and equipment, net 76,797 74,651
Goodwill and other intangibles 89,700 89,349
Other assets 8,742 9,021
--------- ---------
Total assets $ 297,428 $ 267,788
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable, accrued expenses
and other liabilities $ 66,034 $ 53,729
Notes payable 41,659 19,311
Long-term debt, net of current
portion 114,870 117,784
Stockholders' equity 74,865 76,964
---------- ---------
Total liabilities and
stockholders' equity $ 297,428 $ 267,788
========== =========