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)
|
September
15, 2006
|
THE
CHILDREN'S PLACE RETAIL STORES, INC.
|
(Exact
name of registrant as specified in its charter)
|
|
DELAWARE
(State
or other jurisdiction of
incorporation)
|
0-23071
(Commission
File
Number)
|
31-1241495
(IRS
Employer ID 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:
|
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))
|
The
Children’s Place Retail Stores, Inc. announced on September 18, 2006 that it
will request
a
hearing before the Nasdaq Listing Qualifications Panel in response to the
Company’s receipt of a Nasdaq Staff Determination letter dated September 15,
2006. The letter states that the Company is not in compliance with the filing
requirements for continued listing as set forth in Marketplace Rule 4310(c)(14)
and, therefore, its common stock is subject to delisting. The letter was issued
in accordance with Nasdaq procedures due to the delayed filing of the Company’s
Quarterly Report on Form 10-Q for the quarter ended July 29, 2006 with the
Securities and Exchange Commission. Pending a decision by the Panel, the
Company’s common stock will remain listed on The Nasdaq Stock Market.
However,
there
can
be no assurance that the Panel will grant the Company's request for continued
listing. A copy of Company’s press release is attached hereto as
Exhibit 99.1.
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 September 18, 2006.
|
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/
Susan
Riley
Name:
Susan
Riley
Title:
Senior Vice President, Chief Financial
Officer
|
FOR
IMMEDIATE RELEASE
THE
CHILDREN’S PLACE RETAIL STORES, INC. RECEIVES NOTICE FROM NASDAQ DUE TO LATE
FILING OF FORM 10-Q
SECAUCUS,
NJ, September 18, 2006 - The Children’s Place Retail Stores, Inc. (Nasdaq: PLCE)
announced today that it will request
a
hearing before the Nasdaq Listing Qualifications Panel in response to the
Company’s receipt of a Nasdaq Staff Determination letter dated September 15,
2006. The letter states that the Company is not in compliance with the filing
requirements for continued listing as set forth in Marketplace Rule 4310(c)(14)
and, therefore, its common stock is subject to delisting. The letter was
issued
in accordance with Nasdaq procedures due to the delayed filing of the Company’s
Quarterly Report on Form 10-Q for the quarter ended July 29, 2006 with the
Securities and Exchange Commission. Pending a decision by the Panel, the
Company’s common stock will remain listed on The Nasdaq Stock Market.
However,
there
can
be no assurance that the Panel will grant the Company's request for continued
listing.
On
September 7, 2006, the Company announced it would delay the filing
of
its Quarterly Report on Form 10-Q to allow the Company time to complete an
analysis of the accounting treatment for its past stock option grants and
to
determine the extent of any corrections that may be required to its previously
reported financial results.
The
Company is committed to resolving these issues as quickly as possible and
will
make a further announcement regarding its analysis of stock options and the
extent of any necessary corrections to its financial statements as soon as
additional information is available.
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 August 26, 2006, the
Company owned and operated 827 The Children’s Place stores and 325 Disney Stores
in North America and The Children’s Place online store at www.childrensplace.com.
This
press release 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 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.
| CONTACT: |
The
Children’s Place Retail Stores, Inc.
Susan
Riley, Chief Financial Officer, (201) 558-2400
Susan
LaBar, Investor Relations Analyst, (201)
453-6955
|
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