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)
|
April
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))
|
Item
1.01 Entry into a Material Definitive Agreement
(a)
Susan
Riley Offer Letter
As
previously reported in the Company’s Form 8-K filed with
the
Securities and Exchange Commission
(the
“Commission”) on March 8, 2006, Susan Riley (previously the Company’s Senior
Vice President, Finance) became the Company’s Chief Financial Officer effective
April 15, 2006. Ms. Riley’s annual base salary is $400,000 and based on the
Company’s performance to profit goals her targeted bonus is 40% of her base
salary. In
addition to benefits that are generally available to all of the Company’s
employees, Ms. Riley’s offer letter provides that in the event her employment is
terminated without cause she will be entitled to six months of severance.
Mario
Ciampi Severance Agreement and Release
As
previously reported in the Company’s Form 8-K filed with
the
Commission
on April
6, 2006, Mario
Ciampi, President of Disney Store, voluntarily resigned from the Company. Mr.
Ciampi’s resignation will
become effective on April 30, 2006. In
connection with Mr. Ciampi’s resignation the Company entered
into a Severance
Agreement and Release
dated
April 14, 2006 with Mr. Ciampi ("Mr. Ciampi’s Severance Agreement").
In
addition, Mr. Ciampi
agrees to release the Company from any claims or liabilities arising out of
Mr.
Ciampi's
employment or resignation. Mr. Ciampi
will also be subject to certain confidentiality, non-disparagement,
non-solicitation and non-interference covenants.
Hiten
Patel Severance Agreement and Release
As
previously reported in the Company’s Form 8-K filed with
the
Commission
on March
8, 2006, Hiten Patel,
the
Company’s Senior
Vice President and Chief Financial Officer, voluntarily resigned from the
Company. Mr. Patel’s resignation became effective on
April
15, 2006. In
connection with Mr. Patel’s resignation the Company entered
into a Severance
Agreement and Release
dated
April 19, 2006 with Mr. Patel (“Mr. Patel’s Severance Agreement").
Pursuant
to Mr. Patel’s Severance Agreement, (i) Mr. Patel will receive a severance
payment in the total amount of $180,000 and a $27,692 payment for accrued but
unused vacation and personal days, and (ii) transfer restrictions with respect
to certain of Mr. Patel’s vested options to acquire 50,000 shares of the
Company’s common stock will be waived.
In
addition, Mr. Patel agrees to release the Company from any claims or liabilities
arising out of Mr. Patel's employment or resignation. Mr. Patel will also be
subject to certain confidentiality, non-competition, non-solicitation and
non-interference covenants.
Item
5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
(b)
As
discussed above in Item 1.01, Hiten
Patel,
the
Company’s Senior
Vice President and Chief Financial Officer, voluntarily resigned from the
Company. Mr. Patel’s resignation became effective on
April
15, 2006.
(c)
As
discussed above in Item 1.01, effective on April 15, 2006, Susan Riley
(previously the Company’s Senior Vice President, Finance) became the Company’s
Chief Financial Officer. Prior to joining the Company, Ms.
Riley
most recently served as Chief Financial Officer of Klinger Advanced Aesthetics.
Prior to that, Ms. Riley served as Senior Vice President, Chief Financial
Officer of Abercrombie & Fitch. Before Abercrombie & Fitch, Ms. Riley
served as Chief Financial Officer of The Mount Sinai Medical Center in New
York.
Previously in her career, Ms. Riley held the Chief Financial Officer position
at
both the Dial Corporation and at Tambrands, Inc.
In
addition, that portion of Item 1.01 regarding Susan Riley’s offer letter is
incorporated by reference into this Item 5.02.
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/ Neal Goldberg | |
|
Name:
Neal
Goldberg, President
|
||