-----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, BPqiocdKURZ/9GHAW72tSnzlPgJTmlpMiZ24CDAUaecJPA+scUaadMHv7MTkftgc K7dogoH1/BcUsx4ws6cKWg== 0000813298-05-000016.txt : 20050331 0000813298-05-000016.hdr.sgml : 20050331 20050331085926 ACCESSION NUMBER: 0000813298-05-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050331 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050331 DATE AS OF CHANGE: 20050331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CASUAL MALE RETAIL GROUP INC CENTRAL INDEX KEY: 0000813298 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] IRS NUMBER: 042623104 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15898 FILM NUMBER: 05716484 BUSINESS ADDRESS: STREET 1: 555 TURNPIKE STREET CITY: CANTON STATE: MA ZIP: 02021 BUSINESS PHONE: 7818215900 MAIL ADDRESS: STREET 1: 555 TURNPIKE STREET CITY: CANTON STATE: MA ZIP: 02021 FORMER COMPANY: FORMER CONFORMED NAME: DESIGNS INC DATE OF NAME CHANGE: 19920703 8-K 1 form8kfiscal.txt FORM 8-K DATED MARCH 31, 2005 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 EX-99 2 fiscal04earn.txt PRESS RELEASE DATED MARCH 31, 2005 ANNOUNCING FISCAL 2004 RESULTS 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 ========== ========= -----END PRIVACY-ENHANCED MESSAGE-----