The Children's Place Reaches Agreement With Ezra Dabah
Provides Preliminary Estimated Ranges for Second Quarter EPS and Comparable Store Sales
SECAUCUS, N.J.,
In connection with the transaction, Mr. Dabah and his father-in-law,
Mr. Dabah has advised the Company that the Committee of Concerned Shareholders (the "Committee") will withdraw its slate of three nominees for election at the Company's 2009 Annual Meeting of Stockholders to be held
The Company expects the purchase of the 2.45 million shares from Mr. Dabah to be approximately 8-12% accretive to 2009 earnings per share including one-time benefits, and approximately 4-6% accretive excluding such benefits. In 2010 and beyond, the Company expects this transaction to be approximately 7-10% accretive to earnings per share annually. The Children's Place will fund the purchase with approximately
The Company also announced that it is pre-paying the
Chuck Crovitz, a director and interim Chief Executive Officer, said, "We are very pleased to have reached this agreement with Mr. Dabah to buy back half of his shares, which will be accretive to earnings, and we believe is in the best interests of The Children's Place stockholders. The agreement will also allow the Board to provide unified leadership going forward as we continue to execute on our balanced growth strategy to create long-term value for our stockholders."
Sally Frame Kasaks, Acting Chair and Lead Director of the Company, said, "The Company is committed to naming a permanent CEO this year and believes this development will create positive momentum in naming a highly qualified successor. On behalf of the entire Company and Board of Directors, we want to thank Ezra for his many contributions to the Company's growth and development over the years. We wish him and Stanley the best in their future endeavors."
Outlook
- The Company expects second quarter 2009 comparable retail sales, which include online sales, to decline in the range of 8-9% compared to a 10% increase during the same period last year.
- The Company estimates that its loss per share from continuing
operations for the second quarter of 2009 will be in the range of
$(0.25)-$(0.30), including a net gain of approximately
$0.18 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 estimates
its adjusted loss per share from continuing operations for the
second quarter of 2009 will be in the range of $(0.43)-$(0.48).
Adjusted loss per share is a non-GAAP measure which the Company
believes will facilitate comparisons of the past and future
performance of its core business. Items which the Company considers
to be unusual or one time in nature are the favorable settlement of
an IRS employment tax audit related to stock options of
$4.7 million pre-tax and income generated by the repatriation of foreign cash of approximately$4.8 million after tax, partially offset by$2.0 million pre-tax for expenses incurred in connection with the proxy contest,$1.6 million pre-tax for expenses associated with the pre-payment of its term loan, and$0.3 million pre-tax of expense for previously announced restructuring programs.
Mr. Crovitz added, "As we expected, our second quarter results have been negatively impacted by the difficult economic environment as well as unfavorable foreign currency moves. In addition, our second quarter 2009 results are being compared to the best second quarter performance in the Company's history in 2008. Looking ahead, we remain confident that the strategic initiatives we are pursuing, combined with our trend-right fashion and great value pricing, position us to achieve our longer-term growth targets."
The Children's Place also announced that in conjunction with its July sales release, it will host a pre-recorded monthly sales call on
About The
The
Forward-Looking Statements
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. Some of these risks and uncertainties are described in the Company's filings with the
Important Information
The Company filed a definitive proxy statement and other relevant documents concerning the 2009 Annual Meeting of Stockholders with the
The Company, its directors, some of its executive officers and certain other of its employees are participants in the solicitation of proxies in respect of the matters to be considered at the 2009 Annual Meeting of Stockholders. Information about the participants is set forth in the definitive proxy statement. Information about the participants' direct or indirect interests in the matters to be considered at the Annual Meeting is also contained in the proxy statement referred to above.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities described herein. No registration statement relating to the securities described above has yet been filed with the
CONTACT: The
Investors
(201) 453-6955
Media:
George Sard
(212) 687-8080