EX-99.2 3 dex992.htm SLIDES DISCUSSING THE SALE-LEASEBACK TRANSACTION Slides discussing the Sale-Leaseback transaction
Sale-Leaseback Financing
Overview
2
Transaction Summary
Spirit
Finance
has
acquired
Casual
Male’s
~755,992
square
foot
corporate
headquarters
and
distribution
center
in
Canton, MA for $57MM.
Net proceeds from the sale transaction approximate $56 million, after transaction costs of approximately $1
million.
Casual
Male’s
gain
from
sale
of
its
property
to
Spirit
Finance
produced
a
capital
gain
of
approximately
$28
million.
Casual Male has mitigated any capital gains tax liability associated with the transaction by offsetting them with a
portion
of
its
tax
loss
carry-forwards,
leaving
over
$70
million
in
tax
loss
carry
forwards
for
future
use.
Casual
Male
has
entered
into
a
20-year
lease
with
Spirit
Finance,
with
6,
5-year
renewal
options.
Casual
Male’s
initial rent in years 1-5 of the lease will be $4.56 million.
Casual Male will continue to operate and manage the property in the same manner as prior to the sale.
Spirit Finance
Casual Male
$4.56MM rent
$57.0MM
proceeds
Headquarters/DC
(Canton, MA)
Casual Male
continues to
operate / manage
the property
Sale of
Property
Long-term
Lease
2
Spirit Finance
Casual Male
$4.56MM rent
$57.0MM
proceeds
Headquarters/DC
(Canton, MA)
Casual Male
continues to
operate / manage
the property
Sale of
Property
Long-term
Lease
Exhibit 99.2


Sale-Leaseback Financing
Use of Proceeds / Financial Statement Impact
2
Transaction Summary
Use of Proceeds
Will use the net proceeds of ~$56 million primarily for debt reduction and to buffer its cash position
Payoff of existing mortgage, including early retirement penalty of $1 million
$10.0
Reduction in bank debt (revolver and Rochester Big & Tall acquisition financing)
27.0
Partial buyback of convertible note securities
5.0
Cash increase
14.0
$56.0
Earnings Impact
Transaction will be accretive in 2006 by approximately $0.02, after tax, per share as a result of:
Reduced interest expense
$3.6
Annual rent payments
(4.6)
Elimination of depreciation expense associated with the property
(non-cash)
0.8
Annual amortization of GAAP gain on building reducing annual lease expense (non cash)
1.5
$1.3
Balance Sheet Impact
Sale transaction will reduce debt from approximately $140 million prior to the transaction to approximately
$100 million, excluding cash balances of approximately $20 million
Borrowing capacity under CMRG’s
$90 million revolver facility fully available
Cash Flow Impact
CMRG’s
operating cash flow will be reduced by approximately $1.0 million
CMRG’s
free
cash
flow
to
be
used
for
further
debt
reductions
or
growth
activities