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UNITED
STATES
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SECURITIES
AND EXCHANGE COMMISSION
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WASHINGTON,
DC 20549
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FORM
8-K
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CURRENT
REPORT
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Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
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Date
of report (Date of earliest event reported): February 5,
2009
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THE
CHILDREN’S PLACE RETAIL STORES, INC.
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(Exact
Name of Registrants as Specified in Their Charters)
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Delaware
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(State
or Other Jurisdiction of Incorporation)
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0-23071
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31-1241495
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(Commission
File Number)
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(IRS
Employer Identification No.)
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915
Secaucus Road, Secaucus, New Jersey
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07094
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(201)
558-2400
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(Registrant’s
Telephone Number, Including Area Code)
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Not
Applicable
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(Former
Name or Former Address, if Changed Since Last
Report)
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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):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
7.01 Regulation
FD Disclosure
On
February 5, 2009, The Children’s Place Retail Stores, Inc. (the “Company”)
issued a press release containing the Company's sales results for the four-week
period, fourth quarter and fiscal year ended January 31, 2009 and
preliminary range for earnings from continuing operations for the fourth quarter
and fiscal year ended January 31, 2009. A copy of the press release
is being furnished as Exhibit 99.1 to this Current Report on Form
8-K.
In accordance with General Instructions
B.2 of Form 8-K, the information in this Current Report on Form 8-K, including
Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liability of that section, nor shall it be deemed incorporated by reference in
any filing under the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such a filing.
Item
8.01 Other
Events
On
February 5, 2009, the Company issued a press release announcing (i) the
completion of its previously announced review of strategic alternatives and (ii)
its initiatives for lowering operating costs. A copy of the press
release is being furnished as Exhibit 99.2 to this Current Report on Form
8-K.
Forward Looking
Statements
This Current Report on Form 8-K,
including Exhibits 99.1 and 99.2, contains forward-looking statements made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements typically are
identified by use of terms such as “may,” “will,” “should,” “plan,” “expect,”
“anticipate,” “estimate” and similar words, although some forward-looking
statements are expressed differently. Forward-looking statements
represent the Company’s management’s judgment regarding future
events. Although the Company believes that the expectations reflected
in such forward-looking statements are reasonable, the Company can give no
assurance that such expectations will prove to be correct. All
statements other than statements of historical fact included in this Current
Report on Form 8-K are forward-looking statements. The Company cannot
guarantee the accuracy of the forward-looking statements, and you should be
aware that the Company’s actual results could differ materially from those
contained in the forward-looking statements due to a number of factors,
including the statements under the heading “Risk Factors” contained in the
Company’s filings with the Securities and Exchange Commission.
Item
9.01 Financial
Statement and Exhibits.
(d) Exhibits
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Exhibit 99.1
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Press
release, dated February 5, 2009, issued by the Company regarding the
Company's sales results for the four-week period, fourth quarter and
fiscal year ended January 31, 2009 and preliminary range for earnings for
the fourth quarter and fiscal year ended January 31, 2009 (Exhibit
99.1 is furnished as part of this Current Report on Form
8-K).
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Exhibit 99.2
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Press
release, dated February 5, 2009, issued by the Company regarding the
Company's completion of its review of strategic alternatives and the
Company's initiatives for lowering operating costs (Exhibit 99.2 is
furnished as part of this Current Report on Form
8-K).
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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 hereunto
duly authorized.
Date: February
5, 2009
| THE CHILDREN’S PLACE RETAIL STORES, INC. | |||
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By:
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/s/ Susan J. Riley | |
| Name: Susan J. Riley | |||
| Title: Executive Vice President, Finance and | |||
| and Administration | |||
FOR IMMEDIATE
RELEASE
THE
CHILDREN’S PLACE RETAIL STORES, INC. REPORTS
JANUARY
AND FISCAL YEAR 2008 SALES
Provides
Preliminary Estimated Range for Fourth Quarter and
Fiscal
Year 2008 Earnings Per Share
Secaucus, New Jersey – February 5,
2009 – The Children’s Place Retail Stores, Inc. (Nasdaq: PLCE) today
announced net sales of $80.3 million for the four-week period ended January 31,
2009, a 3% decrease compared to net sales of $82.5 million for the four-week
period ended February 2, 2008. Consolidated comparable store sales
for January 2009 decreased 11% on top of a 9% increase in January
2008. Comparable store sales in the U.S. decreased 11% during January
2009 on top of a 9% increase in January 2008; and comparable store sales in
Canada increased 5% in local currency during January 2009 on top of a 6%
decrease in January 2008.
For the
fiscal year ended January 31, 2009, net sales increased 7% to $1,630.3 million.
Consolidated comparable store sales for fiscal year 2008 increased 2% on top of
a 3% increase the previous year. Comparable store sales in the U.S. increased 3%
for fiscal year 2008 on top of a 1% increase the previous year; and comparable
stores sales in Canada were flat for fiscal year 2008 in local currency on top
of a 7% increase the previous year.
During
January 2009, the Company opened one store and closed five. During
fiscal year 2008, the Company opened 26 stores and closed 13.
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January
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4th
Quarter
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Fiscal
Year
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Net
Sales:
- In
Millions
- Change
vs. Year Ago
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2009
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2008
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2008
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2007
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2008
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2007
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$80.3
(3)%
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$82.5
(4)%
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$441.5
0%
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$443.3
+6%
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$1,630.3
+7%
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$1,520.5
+8%
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Comparable
Store Sales:
- Change
vs. Year Ago
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(11)%
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+9%
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(5)%
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+7%
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+2%
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+3%
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In fiscal
year 2009, the Company will begin reporting consolidated comparable sales based
on constant dollars, and will include e-commerce sales, which are an integral
part of its core business, in the consolidated comparable sales calculation.
This press release includes a chart that provides a comparison of consolidated
monthly comparable sales results “as reported” and based on the new methodology
for fiscal years 2006, 2007 and 2008. Also beginning in fiscal year 2009, the
Company will separately report comparable sales results for U.S. stores,
Canadian stores and the e-commerce business.
Outlook
The
Company is estimating that earnings per share from continuing operations for the
fourth quarter of 2008 will be in the range of $0.73-$0.78, including
approximately $0.08 per share for items which the Company deems to be unusual or
one-time in nature. Excluding these unusual or one-time items, the Company is
estimating adjusted earnings per share from continuing operations for the fourth
quarter of 2008 will be in the range of $0.65-$0.70, which is at the lower end
of the latest analyst estimates as reported by First Call. Adjusted earnings per
share is a non-GAAP measure which the Company believes will facilitate
comparisons of the past and future performance of its core
business.
-more-
1
PLCE
– January and Fiscal Year 2008 Sales
Page
2
Factors
which will impact the Company’s reported fourth quarter 2008 earnings per share
versus the same period last year include a stronger U.S. dollar, lower initial
mark-up, and higher levels of shrink. These variances are expected to
be largely offset by lower selling, general and administrative
expenses coupled with a lower markdown rate in the fourth quarter of 2008
compared to the same period last year.
The
Company is estimating that earnings per share from continuing operations for
fiscal year 2008 will be in the range of $2.45-$2.50, including approximately
$0.28 per share for items which the Company deems to be unusual or one-time in
nature. Excluding these unusual or one-time items, the Company is estimating
adjusted earnings per share from continuing operations for fiscal year 2008 will
be in the range of $2.17-$2.22, a significant increase over the previous fiscal
year.
In a
separate press release today, the Company announced the completion of its
strategic review process and initiatives to lower its operating costs for 2009
and beyond.
In
conjunction with today’s January sales release, you are invited to listen to the
Company’s pre-recorded monthly sales call, which will be available beginning at
7:30 a.m. Eastern Time today through Thursday, February 12, 2009. To access the
call, please dial 1-800-388-6197 or you may listen through the Investor
Relations section of the Company’s website, www.childrensplace.com.
The
Company will discuss details on the quarter when it reports fourth quarter
earnings results on Thursday, March 19, 2009. The Company will host a
conference call that day which will be broadcast live via webcast at 10:00 a.m.
Eastern Time. Interested parties are invited to listen to the call by
dialing 1-800-862-9098 and providing the Conference ID, PLCE. The
call will also be webcast live and can be accessed via the Company’s web site,
www.childrensplace.com. A
replay of the call will be available approximately one hour after the conclusion
of the call, until midnight on March 26, 2009. To access the replay,
please dial 1-800-374-0328 or you may listen to the audio archive on the
Company’s website.
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” brand name. As of January 31, 2009, the Company
owned and operated 917 The Children’s Place stores and an online store at www.childrensplace.com.
This
press release (and above referenced calls) may contain certain forward-looking
statements, including statements regarding earnings per share from continuing
operations for the fourth quarter and fiscal year of 2008, 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. Some of these risks and uncertainties are described in
the Company's filings with the Securities and Exchange Commission, including in
the “Risk Factors” section of its report on Form 10-K. The following risks and
uncertainties could cause actual results, events and performance to differ
materially: the risk that the Company will be unsuccessful in gauging fashion
trends and changing consumer preferences, and the risk resulting from the highly
competitive nature of the Company’s business and its dependence on consumer
spending patterns, which may be affected by the downturn in the economy. Readers
(or listeners on the calls) are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date they were made. The
Company undertakes 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 Company or any other person that the events or circumstances described in
such statement are material.
CONTACT:
The Children’s Place Retail Stores, Inc.
Jane
Singer, Vice President, Investor Relations, (201) 453-6955
(Table Follows)
2
Consolidated
Comparable Sales for The Children’s Place Retail Stores, Inc.
Table
Compares “New Methodology” to “As Reported” for Fiscal Years 2006, 2007,
2008
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2008
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2007
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2006
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||||
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New
Methodology
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As
Reported
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New
Methodology
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As
Reported
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New
Methodology
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As
Reported
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February
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9%
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8%
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3%
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1%
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(2)%
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(2)%
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March
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(4)%
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(3)%
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6%
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5%
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7%
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7%
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April
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17%
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15%
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0%
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(1)%
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19%
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19%
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1st
Quarter
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6%
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5%
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3%
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2%
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8%
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8%
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May
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12%
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10%
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6%
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6%
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16%
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17%
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June
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18%
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16%
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(4)%
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(4)%
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15%
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15%
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July
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2%
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0%
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(3)%
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(3)%
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17%
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16%
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2nd
Quarter
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10%
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9%
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0%
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(1)%
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16%
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16%
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August
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1%
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0%
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5%
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4%
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9%
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10%
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September
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1%
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0%
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(2)%
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(2)%
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23%
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23%
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October
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10%
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4%
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1%
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2%
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13%
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12%
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3rd
Quarter
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4%
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2%
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1%
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1%
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15%
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15%
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November
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(2)%
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(7)%
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7%
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8%
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7%
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7%
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December
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5%
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0%
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4%
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6%
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3%
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3%
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January
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(4)%
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(11)%
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8%
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9%
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(6)%
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(6)%
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4th
Quarter
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1%
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(5)%
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6%
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7%
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3%
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3%
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Fiscal
Year
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5%
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2%
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3%
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3%
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10%
|
10%
|
Note:
Beginning February 2009, the Company will begin reporting consolidated
comparable sales for The Children’s Place brand based on constant dollars, and
will include e-commerce sales, which are an integral part of its core business,
in the consolidated comparable sales calculation.
###
3
FOR IMMEDIATE
RELEASE
THE
CHILDREN’S PLACE RETAIL STORES, INC. COMPLETES
REVIEW
OF STRATEGIC ALTERNATIVES
Company
Announces Initiatives to Lower Operating Costs
Secaucus, New Jersey – February 5,
2009 – The Children’s Place Retail Stores, Inc. (Nasdaq: PLCE), today
announced that its Board of Directors has completed its previously announced
review of strategic alternatives. In addition, the Board approved a
number of actions that are expected to result in annualized savings of
approximately $20 million pre-tax beginning mid-2009.
“Our
special committee conducted a comprehensive review resulting in several
meaningful and significant actions which positively impacted The Children’s
Place business results during fiscal 2008. These actions included
exiting the Disney Store North America business, increasing profitability
through a workforce reduction, lowering inventory levels, and enhancing the
Company’s balance sheet and cash flow,” commented Sally Frame Kasaks, Acting
Chair of the Board and Lead Director.
“With the
strategic review behind us, the Board is renewing and accelerating its search
for a permanent CEO. We are very appreciative of the outstanding job Interim CEO
Chuck Crovitz has done in leading the Company through this difficult period and
we are grateful for his willingness to continue in this role until a new CEO has
been named.”
Kasaks
concluded, “The Board will continue to evaluate the Company’s business plans in
order to maximize its long-term growth potential, while the management team
turns its full attention to operating the day-to-day business in this difficult
economic environment.”
Specific
initiatives underway for fiscal 2009 include:
Relocation
of e-commerce business: On January 21, 2009, the Company announced that
it plans to relocate its rapidly-growing e-commerce business from the Secaucus,
NJ headquarters to its Southeast Distribution Center in Fort Payne Alabama, in
June 2009. This move will provide additional capacity to accommodate
continued growth while lowering the overall cost of fulfillment. This relocation
is expected to result in one-time severance costs of $0.9 million pre-tax,
capital expenditures of $2.0 million, and annualized savings of approximately
$1.8 million pre-tax beginning in the second half of 2009.
Company-wide
cost control initiatives: The Company has identified
approximately $20 million pre-tax in annualized savings which it expects to
realize from pervasive cost-control initiatives to be implemented Company-wide
during the first quarter of 2009, including spending reductions in store
operations, distribution centers, shipping, travel, marketing, real estate and
human resources. Management will provide additional detail on these initiatives
during the Company’s fourth quarter 2008 earnings conference call on March 19,
2009.
-more-
PLCE
– Completes Review of Strategic Alternatives
Page
2
“The
actions we are announcing today reflect our ongoing commitment to nurture growth
opportunities, while tightly-managing costs and expenses during this difficult
retail environment,” commented Chuck Crovitz, Interim Chief Executive Officer.
“Our e-commerce business has outgrown its current facility adjacent to our
corporate headquarters. By moving online fulfillment to our Southeast
distribution center, we are providing ample room for growth and expansion of
this important business, while optimizing usage of our existing DC facilities
and lowering fulfillment costs.”
“The
Children’s Place increased sales and earnings in 2008 in spite of the
challenging macroeconomic environment,” Crovitz continued. “However, with our
exit from the Disney Store business, it is imperative that every department
continue to right-size its staffing and optimize its efficiency to support our
single-brand, value-oriented business. We are confident that the additional
cost-reduction initiatives we are announcing today will help maximize the
performance of the Company during 2009 and beyond.”
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” brand
name. As of January 31, 2009, the Company owned and operated 917
The Children’s Place stores and an online store at www.childrensplace.com.
This
press release may contain certain forward-looking statements regarding future
circumstances, including statements regarding potential annualized savings from
cost-control initiatives. 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. Some of these risks and uncertainties are described in
the Company's filings with the Securities and Exchange Commission, including in
the “Risk Factors” section of its report on Form 10-K. The following risks and
uncertainties could cause actual results, events and performance to differ
materially: the risk that the Company will be unsuccessful in gauging fashion
trends and changing consumer preferences, and the risk resulting from the highly
competitive nature of the Company’s business and its dependence on consumer
spending patterns, which may be affected by the downturn in the
economy. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date they were made. The
Company undertakes 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 Company or any other person that the events or circumstances described in
such statement are material.
CONTACT:
The Children’s Place Retail Stores, Inc.
Jane
Singer, Vice President, Investor Relations, (201) 453-6955
###
