-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VPWsiivBYyW67D2wwz8484E9FmlqARw3Y114kgdO0yM5KG6m8Y0wMaP/Gl9vR+cd pmhJ9snfmShYrsBHXHOdTQ== 0001157523-05-010268.txt : 20051117 0001157523-05-010268.hdr.sgml : 20051117 20051117080021 ACCESSION NUMBER: 0001157523-05-010268 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051117 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051117 DATE AS OF CHANGE: 20051117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHILDRENS PLACE RETAIL STORES INC CENTRAL INDEX KEY: 0001041859 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] IRS NUMBER: 311241495 FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23071 FILM NUMBER: 051211266 BUSINESS ADDRESS: STREET 1: 915 SECAUCUS RD CITY: SECAUCUS STATE: NJ ZIP: 07094 BUSINESS PHONE: 2015582400 MAIL ADDRESS: STREET 1: 915 SECAUCUS RD CITY: SECAUCUS STATE: NJ ZIP: 07094 8-K 1 a5023115.txt THE CHILDREN'S PLACE 8-K 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 - -------------------------------------------------------------------------------- THE CHILDREN'S PLACE RETAIL STORES, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 0-23071 31-1241495 - ---------------------------- ------------------ ------------------------- (State or other jurisdiction (Commission (IRS Employer ID of incorporation) File Number) Number) 915 Secaucus Road, Secaucus, New Jersey 07094 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's Telephone Number, including area code: (201) 558-2400 - -------------------------------------------------------------------------------- Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 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: [ ] 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, The Children's Place Retail Stores, Inc. (the "Company") issued a press release announcing certain financial information for the fiscal quarter and 9-month period ended October 29, 2005, as well as the Company's updated outlook for fiscal 2005. A copy of the Company's press release is included as Exhibit 99.1 hereto. Item 9.01 Financial Statements and Exhibits (a) Financial Statements of Business Acquired: Not applicable (b) Pro Forma Financial Information: Not applicable (c) Exhibits: 99.1 Press Release dated November 17, 2005. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE CHILDREN'S PLACE RETAIL STORES, INC. By: /s/ Hiten Patel ---------------------------- Name: Hiten Patel Title: Senior Vice President and Chief Financial Officer Dated: November 17, 2005 INDEX TO EXHIBITS Current Report on Form 8-K dated November 17, 2005 The Children's Place Retail Stores, Inc. 99.1 Press Release dated November 17, 2005. EX-99.1 2 a5023115ex99_1.txt EXHIBIT 99.1 - PRESS RELEASE Exhibit 99.1 The Children's Place Reports 2005 Third Quarter Financial Results; Third Quarter Earnings Per Share of $1.02; Earnings Per Share Before Extraordinary Gain Increased 48% to $0.96 vs. $0.65 Last Year SECAUCUS, N.J.--(BUSINESS WIRE)--Nov. 17, 2005-- Company Now Anticipates Fiscal 2005 Earnings Per Share of $2.35 to $2.40 The Children's Place Retail Stores, Inc. (Nasdaq:PLCE) today reported financial results for the third quarter and nine months ended October 29, 2005. Third Quarter -- Net sales for the third quarter increased 57% to $441.1 million, compared to $280.5 million last year. Third quarter sales were comprised of $320.0 million from The Children's Place, a 14% increase over last year, and $121.1 million in sales from Disney Store. -- Comparable store sales increased 6% in the quarter, versus an 18% increase last year. -- Net income was $29.3 million, compared to net income of $17.7 million last year. -- Diluted earnings per share were $1.02. Diluted earnings per share before extraordinary gain increased 48% to $0.96, compared to $0.65 last year. Third quarter earnings included an extraordinary gain of $1.7 million, or $0.06 per share, related to the completion of purchase accounting for the Disney Store acquisition in November 2004. Also, third quarter earnings reflect a lower effective tax rate than previously anticipated. -- The Company opened 19 Children's Place stores and closed one store during the third quarter. In addition, the Company opened 13 Disney Stores during the third quarter. Nine-Month Period -- Net sales for the nine-month period increased 62% to $1,129.0 million, from $695.4 million for the same period in 2004. Sales for the nine-month period were comprised of $815.9 million from The Children's Place, a 17% increase over last year, and $313.1 million in sales from the Company's Disney Store business. -- Comparable store sales increased 8% for the period, compared to a 15% increase for the same period last year. -- Net income was $21.2 million, compared to net income of $19.3 million in the year-ago period. -- Diluted earnings per share were $0.74 compared to diluted earnings per share of $0.70 in the 2004 period. Nine-month net income and earnings per share results include the above referenced extraordinary gain and change in effective tax rate. -- The Company opened 39 Children's Place stores during the nine-month period, and closed three. In addition, the Company opened 15 Disney Stores and closed one. "I am proud of our third quarter results and the increased profitability of our brands," said Ezra Dabah, Chairman and Chief Executive Officer of The Children's Place. "Over the past year, The Children's Place has further established itself as a leading children's specialty retailer, while we have simultaneously achieved the goals and objectives we set for the Disney Store acquisition. We are confident that we have the right strategies in place to continue to gain market share, grow profitably and drive a successful Holiday season." The Company stated that it continues to anticipate fourth quarter earnings per share of $1.61 to $1.66 including an anticipated charge of approximately $2 million due to the American Jobs Creation Act. The Company also stated that it now anticipates full year fiscal 2005 earnings of $2.35 to $2.40 per share, reflecting the extraordinary gain realized in the third quarter and a lower expected annual effective tax rate of 38% from 39%. The Children's Place will host a webcast of its third quarter conference call today at 9:00 a.m., Eastern Time. Interested parties are invited to listen to the call at the Company's web site, www.childrensplace.com. An archive of the webcast will be available on the site through Thursday, November 24, 2005. The Children's Place Retail Stores, Inc., is a leading specialty retailer of children's merchandise. The Company designs, contracts to manufacture and sells high-quality, value-priced merchandise under the proprietary "The Children's Place" and licensed "Disney Store" brand names. As of October 29, 2005, the Company owned and operated 786 The Children's Place stores and 321 Disney Stores in North America and its online store, www.childrensplace.com. This press release and above referenced call may contain certain forward-looking statements regarding future circumstances. These forward-looking statements are based upon the Company's current expectations and assumptions and are subject to various risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements including, in particular, the risks and uncertainties described in the Company's filings with the Securities and Exchange Commission. Actual results, events, and performance may differ. Readers or listeners (on the call) are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to release publicly any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. The inclusion of any statement in this release does not constitute an admission by The Children's Place or any other person that the events or circumstances described in such statement are material. THE CHILDREN'S PLACE RETAIL STORES, INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share amounts) (Unaudited) 13 Weeks Ended: 39 Weeks Ended: October 29, October 30, October 29, October 30, 2005 2004 2005 2004 ------------------------------------------------ (Restated) (Restated) Net sales $441,051 $ 280,496 $ 1,129,018 $ 695,440 Cost of sales 255,883 164,000 703,245 424,022 -------- --------- ----------- --------- Gross profit 185,168 116,496 425,773 271,418 Selling, general and administrative expenses 128,492 74,016 356,609 200,934 Depreciation and amortization 13,822 13,000 39,968 38,452 -------- --------- ----------- --------- Operating income 42,854 29,480 29,196 32,032 Interest (income) expense, net 139 (48) (291) (154) -------- --------- ----------- --------- Income before income taxes and extraordinary gain 42,715 29,528 29,487 32,186 Provision for income taxes 15,126 11,845 9,967 12,882 -------- --------- ----------- --------- Income before extraordinary gain 27,589 17,683 19,520 19,304 Extraordinary gain, net of taxes 1,665 0 1,665 0 -------- --------- ----------- --------- Net income $ 29,254 $ 17,683 $ 21,185 $ 19,304 ======== ========= =========== ========= Basic net income per common share before extraordinary gain $ 0.99 $ 0.66 $ 0.71 $ 0.72 Extraordinary gain, net of taxes 0.06 0.00 0.06 0.00 -------- --------- ----------- --------- Basic net income per common share $ 1.05 $ 0.66 $ 0.77 $ 0.72 ======== ========= =========== ========= Basic weighted average common shares outstanding 27,740 26,928 27,602 26,867 Diluted net income per common share before extraordinary gain $ 0.96 $ 0.65 $ 0.68 $ 0.70 Extraordinary gain, net of taxes 0.06 0.00 0.06 0.00 -------- --------- ----------- --------- Diluted net income per common share $ 1.02 $ 0.65 $ 0.74 $ 0.70 ======== ========= =========== ========= Diluted weighted average common shares and common share equivalents outstanding 28,736 27,393 28,794 27,475 THE CHILDREN'S PLACE RETAIL STORES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited) October 29, January 29, October 30, 2005 2005 2004 ----------- ---------- ---------- (Restated) Current assets: Cash and investments $ 122,428 $ 165,196 $ 45,344 Accounts receivable 26,702 23,987 14,249 Inventories 261,160 161,969 143,367 Other current assets 54,809 41,007 23,588 --------- --------- --------- Total current assets 465,099 392,159 226,548 Property and equipment, net 237,467 222,722 221,410 Other assets, net 14,518 12,507 15,883 --------- --------- --------- Total assets $ 717,084 $ 627,388 $ 463,841 ========= ========= ========= Current liabilities: Revolving credit facility $ 55,299 $ 37,268 $ 0 Accounts payable 87,282 78,106 40,721 Accrued expenses and other current liabilities 98,825 99,575 56,203 --------- --------- --------- Total current liabilities 241,406 214,949 96,924 Other liabilities 125,324 100,776 85,881 --------- --------- --------- Total liabilities 366,730 315,725 182,805 Stockholders' equity 350,354 311,663 281,036 --------- --------- --------- Total liabilities and stockholders' equity $ 717,084 $ 627,388 $ 463,841 ========= ========= ========= THE CHILDREN'S PLACE RETAIL STORES, INC. SEGMENT INFORMATION (In millions) (Unaudited) Thirteen Weeks Ended October 29, 2005 ----------------------------------------- The Children's Disney Shared Total Place Store Services Company ----------- --------- --------- --------- Net sales $ 320.0 $ 121.1 $ - $ 441.1 Segment operating profit (loss) 54.4 3.3 (14.8) 42.9 Operating profit (loss) as a percent of net sales 17.0% 2.7% N/A 9.7% Thirty-Nine Weeks Ended October 29, 2005 ----------------------------------------- The Children's Disney Shared Total Place Store Services Company ----------- -------- -------- ----------- Net sales $ 815.9 $ 313.1 $ - $ 1,129.0 Segment operating profit (loss) 94.2 (20.6) (44.4) 29.2 Operating profit (loss) as a percent of net sales 11.5% (6.6)% N/A 2.6% CONTACT: The Children's Place Hiten Patel, 201-902-2177 or Heather Anthony, 201-558-2865 -----END PRIVACY-ENHANCED MESSAGE-----