- Current report filing (8-K)
November 19 2008 - 5:14PM
Edgar (US Regulatory)
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 18, 2008
MOTHERS
WORK, INC.
(Exact name of Registrant as specified in
Charter)
Delaware
|
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0-21196
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13-3045573
|
(State or Other
Jurisdiction
of Incorporation or
Organization)
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Commission
File number
|
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(I.R.S. Employer
Identification Number)
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456 North
5th Street
Philadelphia, PA 19123
|
(Address of Principal
Executive
Offices)
|
|
(215)
873-2200
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(Registrants telephone
number,
including area code)
|
Check
the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o
Written communications pursuant to Rule 425
under the Securities Act
o
Soliciting material pursuant to Rule 14a-12
under the Exchange Act
o
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act
o
Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act
Item 2.02. Results of
Operations and Financial Condition
On
November 18, 2008, Mothers Work, Inc. (
Mothers Work
or the
Company
) issued a
press release and held a broadly accessible conference call to discuss its
financial results for its fourth fiscal quarter and fiscal year ended September 30,
2008. A copy of the press release is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
The
press release contained non-GAAP financial measures within the meaning of the
Securities and Exchange Commissions Regulation G, including: (a) Adjusted
EBITDA (operating income (loss) before deduction for the following non-cash
charges: (i) depreciation and amortization expense; (ii) loss on
impairment of long-lived assets; (iii) loss (gain) on disposal of assets;
and (iv) stock-based employee compensation expense), together with the
percentage of net sales represented by this measure, (b) Adjusted EBITDA
before restructuring and other charges, together with the percentage of net
sales represented by this measure, (c) Adjusted net income (loss) before
loss on extinguishment of debt and restructuring and other charges, (d) Adjusted
net income (loss) before loss on extinguishment of debt, restructuring and
other charges and stock compensation expense, (e) Adjusted net income
(loss) per share diluted, before loss on extinguishment of debt and
restructuring and other charges, and (f) Adjusted net income (loss) per
share diluted, before loss on extinguishment of debt, restructuring and other
charges and stock compensation expense.
Mothers
Work believes that each of these non-GAAP financial measures provides useful
information about the Companys results of operations to both investors and
management. Each non-GAAP financial measure is provided because
management believes it is an important measure of financial performance used in
the retail industry to measure operating results, to determine the value of
companies within the industry and to define standards for borrowing from
institutional lenders. Mothers Work uses each of these non-GAAP financial
measures as a measure of the performance of the Company. Mothers
Work provides these measures to investors to assist them in performing their
analysis of its historical operating results. Each of these non-GAAP
financial measures reflects a measure of the Companys operating results before
consideration of certain charges and consequently, none of these measures
should be construed as an alternative to net income or operating income as an
indicator of the Companys operating performance, or as an alternative to cash
flows from operating activities as a measure of the Companys liquidity, as
determined in accordance with generally accepted accounting principles. Mothers
Work may calculate each of these non-GAAP financial measures differently than
other companies.
With
respect to the non-GAAP financial measures discussed in the press release,
Mothers Work has provided, as an attachment to such press release, a
reconciliation of the non-GAAP financial measures to the most directly
comparable GAAP financial measures.
The
disclosure in this Current Report, including in the Exhibits attached hereto,
of any financial information shall not constitute an admission that such
information is material.
2
Item 9.01 Financial
Statements and Exhibits.
Exhibit No.
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Description
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99.1
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Press
release of Mothers Work, Inc. issued November 18, 2008.
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3
SIGNATURE
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 duly authorized.
Date: November 19, 2008
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MOTHERS WORK, INC.
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By:
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/s/ Judd P. Tirnauer
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Judd P. Tirnauer
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Chief Financial Officer
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4
EXHIBIT INDEX
Exhibit No.
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Description
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99.1
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Press
release of Mothers Work, Inc. issued November 18, 2008.
|
5
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