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EX-99.1 - EX-99.1 - ANN INC.d824766dex991.htm

 

 

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 21, 2014

 

 

ANN INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-10738   13-3499319

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

7 Times Square

New York, New York 10036

(Address, including Zip Code, of Registrant’s Principal Executive Offices)

(212) 541-3300

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Names or Former Addresses, 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 (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 2.02 Results of Operations and Financial Condition.

ANN INC. (the “Company”) issued a Press Release, dated November 21, 2014, announcing its results for its fiscal third quarter. A copy of the Press Release is appended to this report as Exhibit 99.1 and is incorporated herein by reference.

The Press Release furnished with this report contains non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. The Company is providing selling, general and administrative (“SG&A”) expenses, both in dollars and as a percentage of net sales, operating income, net income and earnings per diluted share for the third quarter of Fiscal 2014, each excluding the impact of a charge related to the closure of Ann Taylor’s Madison Avenue store. In addition, for the nine month period ended November 1, 2014, the Company is providing SG&A expenses excluding the impact of this store closure charge, as well as operating income, net income and earnings per diluted share excluding the impact of both this store closure charge and the Company’s first quarter restructuring charge. Finally, the Company is providing projected SG&A expenses for the full year of Fiscal 2014 excluding the impact of this store closure charge. The Company believes that these non-GAAP financial measures assist the reader’s understanding of its ongoing business operations by removing the impact of these charges. These measures should be considered in addition to, not as a substitute for, measures of financial performance prepared in accordance with GAAP.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits.

 

99.1    Press Release issued by ANN INC. on November 21, 2014.

 

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SIGNATURES

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.

 

    ANN INC.
Date: November 21, 2014     By:  

/s/ Michael J. Nicholson

      Michael J. Nicholson
      Executive Vice President, Chief Operating Officer, Chief Financial Officer and Treasurer

 

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EXHIBIT INDEX

 

Exhibit

No.

   Description
99.1    Press Release issued by ANN INC. on November 21, 2014.

 

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