<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the quarterly period ended October 28, 2000
-----------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended ____________to_________________
______________________________________________________________
Commission File No. 0-20234
-------
Today's Man, Inc.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Pennsylvania 23-1743137
-------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
835 Lancer Drive, Moorestown, NJ 08057
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number 856-235-5656
----------------------------
Not Applicable
--------------------------------------------------------------------------------
Former name, former address and former fiscal year,
if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing requirements
for the past 90 days.
YES X NO .
--- ---
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN A BANKRUPTCY DURING THE PRECEDING
FIVE YEARS
Indicate by check mark whether the Registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
YES X NO .
--- ---
27,040,725 common shares were outstanding as of December 8, 2000.
<PAGE>
TODAY'S MAN INC.
INDEX
<TABLE>
<CAPTION>
PAGE
----
<S> <C> <C> <C>
PART I. FINANCIAL INFORMATION:
Item 1. Condensed Consolidated Financial Statements - Unaudited
Consolidated Balance Sheets
October 28, 2000 and January 29, 2000....................................................1
Consolidated Statements of Operations
Thirteen weeks ended October 28, 2000 and October 30, 1999...............................2
Consolidated Statements of Operations
Thirty-nine weeks ended October 28, 2000 and October 30, 1999............................3
Consolidated Statements of Cash Flows
Thirty-nine weeks ended October 28, 2000 and October 30, 1999............................4
Notes to Consolidated Financial Statements.............................................5-6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.............................................................7-10
Item 3. Quantitative and Qualitative Disclosures about Market Risks.............................10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings......................................................................11
Item 2. Changes in Securities and Use of Proceeds..............................................11
Item 3. Defaults Upon Senior Securities........................................................11
Item 4. Submission of Matters to a Vote of Security Holders....................................11
Item 5. Other Information......................................................................11
Item 6. Exhibits and Reports on Form 8-K.......................................................11
Signatures......................................................................................12
</TABLE>
<PAGE>
TODAY'S MAN, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
October 28, January 29,
2000 2000
----------- -----------
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 134,600 $ 392,700
Due from credit card companies and other receivables, net 1,809,800 1,692,900
Inventory 38,113,200 39,334,700
Prepaid expenses and other current assets 2,404,300 2,270,700
Prepaid inventory purchases 480,000 1,847,900
----------- -----------
Total current assets 42,941,900 45,538,900
Property and equipment, less accumulated depreciation and
amortization $29,775,700 $34,235,300
Loans to shareholders - 228,400
Rental deposits and other noncurrent assets 3,036,600 1,864,600
----------- -----------
$75,754,200 $81,867,200
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 9,504,400 $ 9,014,700
Accrued expenses and other current liabilities 6,553,700 6,408,300
Current maturities of capital lease obligations 401,600 401,600
----------- -----------
Total current liabilities 16,459,700 15,824,600
Capital lease obligations, less current maturities 471,700 936,600
Deferred rent and other 4,033,200 4,559,800
Obligations under revolving credit facility 25,423,600 21,145,100
----------- -----------
46,388,200 42,466,100
Shareholders' equity:
Preferred stock, no par value, 5,000,000 shares authorized, none issued - -
Common stock, no par value, 100,000,000 shares authorized,
27,040,725 and 27,040,725 shares issued and outstanding at
October 28, 2000 and January 29, 2000, respectively 48,513,700 48,513,700
Accumulated deficit (19,147,700) (9,112,600)
----------- -----------
Total shareholders' equity 29,366,000 39,401,100
----------- -----------
$75,754,200 $81,867,200
=========== ===========
</TABLE>
See accompanying notes.
1
<PAGE>
TODAY'S MAN, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
FOR THIRTEEN WEEKS ENDED
October 28, October 30,
2000 1999
---- ----
<S> <C> <C>
Net sales $38,227,200 $40,214,700
Cost of goods sold 22,957,000 24,301,900
----------- ----------
Gross profit 15,270,200 15,912,800
Selling, general and administrative expenses 16,967,800 18,079,600
----------- ----------
Loss from operations (1,697,600) (2,166,800)
Interest expense and other income, net 671,000 364,400
----------- -----------
Loss before income taxes (2,368,600) (2,531,200)
Income tax benefit - (936,700)
----------- -----------
Net loss $(2,368,600) $(1,594,500)
=========== ===========
Loss per share - basic and diluted $ (0.09) $ (0.06)
=========== ===========
Weighted average shares outstanding - basic and diluted 27,040,725 27,014,635
</TABLE>
See accompanying notes.
2
<PAGE>
TODAY'S MAN, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
FOR THIRTY-NINE WEEKS ENDED
October 28, October 30,
2000 1999
---- ----
<S> <C> <C>
Net sales $120,915,900 $128,462,600
Cost of goods sold 74,504,800 79,942,900
------------ ------------
Gross profit 46,411,100 48,519,700
Selling, general and administrative expenses (includes
$3,987,600 in asset impairment charges and lease
termination costs in fiscal 2000) 54,543,500 52,379,600
------------ ------------
Loss from operations (8,132,400) (3,859,900)
Interest expense and other income, net 1,902,700 899,100
------------ ------------
Loss before income taxes (10,035,100) (4,759,000)
Income tax benefit - (1,699,200)
------------ ------------
Net loss $(10,035,100) $ (3,059,800)
============ ============
Loss per share - basic and diluted $ (0.37) $ (0.11)
============= ============
Weighted average shares outstanding - basic and diluted 27,040,725 27,014,601
</TABLE>
See accompanying notes.
3
<PAGE>
TODAY'S MAN, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
FOR THIRTY-NINE WEEKS ENDED
October 28, October 30,
2000 1999
---- ----
<S> <C> <C>
Operating activities
Net loss $(10,035,100) $(3,059,800)
Adjustments to reconcile net loss to cash used in operating
activities:
Depreciation and amortization 3,048,500 2,685,600
Reserve for asset impairment charges and lease termination
costs 3,987,600 -
Deferred credits (526,600) (169,400)
Reserve of loans to shareholders 228,400 -
Changes in operating assets and liabilities:
Increase in receivables (116,900) (641,700)
Decrease (increase) in inventory 1,221,500 (11,227,200)
Decrease in prepaid expenses and other current assets and
prepaid inventory purchases 1,234,300 479,100
Increase in rental deposits and other non current assets (1,172,000) (179,700)
(Decrease) increase in payables and accrued expenses (1,136,000) 1,467,700
------------ -------------
Total adjustments 6,768,800 (7,585,600)
------------ -------------
Net cash used in operating activities (3,266,300) (10,645,400)
Investing activities:
Capital expenditures (805,400) (2,333,400)
Fixtures and equipment in process - (1,770,000)
------------ -------------
Net cash used in investing activities (805,400) (4,103,400)
Financing activities:
Repayment of capital leases (464,900) (784,300)
Borrowings under revolving credit facility 118,317,800 130,775,800
Repayment of revolving credit facility (114,039,300) (116,298,000)
Proceeds from exercise of stock options and common stock
purchase warrants - 400
------------ -------------
Net cash provided by financing activities 3,813,600 13,693,900
Net decrease in cash and cash equivalents (258,100) (1,054,900)
Cash and cash equivalents at beginning of period 392,700 1,181,100
------------ -------------
Cash and cash equivalents at end of period $ 134,600 $ 126,200
============ =============
</TABLE>
See accompanying notes.
4
<PAGE>
TODAY'S MAN, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Financial Statement Presentation
The accompanying unaudited consolidated financial statements, which
include the accounts of the Company and its wholly owned subsidiaries, have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Rule 10-01 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. All significant intercompany transactions and accounts
have been eliminated in consolidation. In the opinion of management, all
adjustments (consisting of normal recurring accruals and the asset impairment
charges and lease termination costs disclosed in Note 5) considered necessary
for a fair presentation have been included. Due to the seasonal nature of the
Company's sales, operating results for the interim period are not necessarily
indicative of results that may be expected for the fiscal year ending February
3, 2001. For further information, refer to the consolidated financial statements
and footnotes thereto which are included in the Company's Annual Report on Form
10-K for the fiscal year ended January 29, 2000.
2. Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
3. Earnings (Loss) per Common Share
Earnings (loss) per share is calculated following Financial Accounting
Standards Board Statement No. 128 Earnings per Share. Statement 128 requires
companies to present basic and diluted earnings per share. Basic earnings per
share excludes any dilutive effect of outstanding stock options whereas diluted
earnings per share includes the effect of such items. There is no difference
between basic and diluted earnings per share for the current period because the
effect of the Company's common share equivalents would be anti-dilutive.
4. Recent Accounting Pronouncements
In December 1999, the Securities and Exchange Commission (SEC) issued
Staff Accounting Bulletin No. 101, "Revenue Recognition in Financial
Statements", which effectively changes previous guidance related to revenue
recognition and the recording of license business revenues for retail companies.
As of the thirteen weeks ended April 29, 2000, the Company changed its method of
recording licensed shoe department sales. This change reduces reported sales and
reported expenses, but has no impact on operating or net income. Net licensed
shoe department sales were $336,000 and $411,600 in the thirteen weeks ended
October 28, 2000 and October 30, 1999 respectively, and $1,230,000 and
$1,305,300 in the thirty-nine weeks ended October 28, 2000 and October 30, 1999,
respectively. Prior year sales have been reduced by $1,876,200 for the thirteen
weeks ended October 30, 1999 and $6,030,600 for the thirty-nine weeks ended
October 30, 1999 with a corresponding reduction in cost of sales. The Company
will adopt the remaining provisions of SAB 101 as of the fiscal quarter ended
February 3, 2001. The Company is currently in the process of evaluating the
impact that SAB 101 will have on its consolidated financial position and results
of operations.
In June 1998, the FASB issued Statement No. 133, "Accounting for
Derivative Instruments and Hedging Activities." This statement will be adopted
effective February 4, 2001, but it is not expected to materially impact the
Company's financial statements.
5
<PAGE>
TODAY'S MAN, INC.
NOTES TO FINANCIAL STATEMENTS (Continued)
(Unaudited)
5. Store Closings
During the thirteen weeks ended April 29, 2000, the Company recorded a
charge to operations of approximately $4.0 million relating to the announced
closing of three underperforming store locations. The Company recognized
$1,990,500 in fixed asset write-offs and $1,997,100 in lease termination costs
related to the closing of these three underperforming store locations. The
closing of the Manhasset, New York store was completed in fiscal June 2000, and
the closing of the Norwalk, CT store was completed in fiscal November 2000. The
Chestnut Street, Philadelphia, PA location is expected to close in the fourth
quarter of fiscal 2000. The Company has included $1,997,100 in accrued expenses
and other current liabilities related to the lease termination costs. The
Chestnut Street, Philadelphia, PA and the Norwalk, CT stores generated sales of
$2.3 million and $1.7 million for the thirteen weeks ended October 28,2000 and
October 30, 1999, respectively, and $6.5 million and $5.6 million in the
thirty-nine weeks ended October 28,2000 and October 30, 1999, respectively. The
Manhasset, NY store generated sales of $1.0 million in the thirteen weeks ended
October 30, 1999, and $3.1 million in the thirty-nine weeks ended October 30,
1999.
6
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Investment Considerations
In analyzing whether to make, or to continue, an investment in the
Company, investors should consider, among other factors, certain investment
considerations more particularly described in "Item 1: Business - Investment
Considerations" in the Company's Annual Report on Form 10-K for the year ended
January 29, 2000, a copy of which can be obtained, without charge except for
exhibits to the Report, upon written request to Mr. Frank E. Johnson, Executive
Vice President and Chief Financial Officer, Today's Man, Inc., 835 Lancer Drive,
Moorestown, New Jersey 08057.
Safe Harbor Statement under Private Securities Litigation Reform Act of 1995
Certain statements in this Form 10-Q which are not historical facts,
including, without limitation, statements as to the Company's plans for 2000,
e-commerce strategy, or as to management's beliefs, expectations, or opinions,
are forward looking statements that involve risks and uncertainties and are
subject to change at any time. Certain factors, including, without limitation
the risk that the assumptions upon which the forward-looking statements are
based ultimately may prove incorrect, risks relating to the Company's growth
strategy, small store base and geographic concentration, the declining unit
sales of men's tailored clothing, seasonality and global economic conditions,
and the other risks detailed from time to time in the Company's filings with the
Securities and Exchange Commission, including, without limitation, its Annual
Report on Form 10-K, can cause actual results and developments to be materially
different from those expressed or implied by such forward-looking statements.
See "Investment Considerations" above, for instructions on how to receive a copy
of the Company's Annual Report.
RESULTS OF OPERATIONS:
----------------------
The following table sets forth, as a percentage of net sales, certain
items appearing in the consolidated statements of operations for the thirteen
week and thirty-nine week periods ended October 28, 2000 and October 30, 1999,
respectively.
<TABLE>
<CAPTION>
PERCENTAGE OF NET SALES
THIRTEEN THIRTY-NINE
WEEKS ENDED WEEKS ENDED
Oct. 28, Oct. 30, Oct. 28, Oct. 30,
2000 1999 2000 1999
----------------------------- ----------------------------
<S> <C> <C> <C> <C>
Net sales 100.0% 100.0% 100.0% 100.0%
Cost of goods sold 60.0 60.4 61.6 62.2
----------------------------- ----------------------------
Gross profit 40.0 39.6 38.4 37.8
Selling, general and administrative expenses 44.4 45.0 45.1 40.8
----------------------------- ----------------------------
Loss from operations (4.4) (5.4) (6.7) (3.0)
Interest expense and other income, net 1.8 0.9 1.6 0.7
----------------------------- ----------------------------
Loss before income taxes (6.2) (6.3) (8.3) (3.7)
Income tax benefit 0.0 (2.3) 0.0 (1.3)
----------------------------- ----------------------------
Net loss (6.2)% (4.0)% (8.3)% (2.4)%
============================= ============================
</TABLE>
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
THIRTEEN WEEKS ENDED OCTOBER 28, 2000 AND OCTOBER 30, 1999:
-----------------------------------------------------------
NET SALES. Net sales decreased $1,987,500 or 4.9% in the third quarter of fiscal
2000 compared to the year ago period. Comparative store sales decreased 6.3%.
The decrease in net sales was a result of the decline in foot traffic the
Company has experienced. There were 28 and 29 superstores in operation at
October 28, 2000 and October 30, 1999, respectively.
GROSS PROFIT. Gross profit as a percentage of net sales increased to 40.0% for
the third quarter of 2000 compared to 39.6% for the third quarter of 1999. The
increase in the gross profit percentage was a result of the Company's strategy
of higher initial mark-ups on its inventory purchases.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses decreased $1,111,800 or 6.1% in the third quarter of
fiscal 2000, and decreased as a percentage of sales to 44.4% from 45.0% in the
third quarter of fiscal 1999. The dollar decrease was primarily due to a
reduction in advertising expenses of $895,100.
INTEREST EXPENSE AND OTHER INCOME, NET. Interest expense, interest income and
other expense, net increased by $306,600 for the third quarter of fiscal 2000.
The increase in interest expense was attributable to the increased amount of
average borrowings outstanding ($22,368,200 in the third quarter of fiscal 2000
versus $18,505,700 in the third quarter of fiscal 1999) due to the decline in
sales revenues as discussed above, as well as the increase in the interest rate
charged (10.25% as of October 28,2000 versus 8.25% as of October 30, 1999) under
the Company's Amended Loan and Security Agreement with Mellon Bank. As a result
of revolving credit borrowings, the Company recorded interest expense of
$671,000 during the quarter ended October 28, 2000.
THIRTY-NINE WEEKS ENDED OCTOBER 28, 2000 AND OCTOBER 30, 1999:
--------------------------------------------------------------
NET SALES. Net sales decreased $7,546,700 or 5.9% for the first nine months of
fiscal 2000 compared to the year ago period. Comparative store sales decreased
9.4%. The decrease in net sales was a result of the decline in foot traffic the
Company experienced. There were 28 and 29 superstores in operation at October
28, 2000 and October 30, 1999, respectively.
GROSS PROFIT. Gross profit as a percentage of net sales increased to 38.4% for
the first nine months of 2000 compared to 37.8% for the first nine months of
1999. The increase in gross profit percentage was a result of the Company's
strategy of higher initial mark-ups on its inventory purchases.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses increased $2,163,900 or 4.1% in the first nine months of
fiscal 2000, and increased as a percentage of sales to 45.1% from 40.8% in the
third quarter of fiscal 1999. The dollar increase was due to the charge taken in
the first quarter of fiscal 2000 related to the announced planned closing of
three underperforming store locations (two of which have been completed as of
November, 2000). The Company recognized $1,990,500 in fixed asset write-offs and
$1,997,100 in lease termination costs related to the fiscal 2000 store closings
as discussed below. Partially offsetting this increase was a decrease in
advertising expenses of $1,824,300.
INTEREST EXPENSE AND OTHER INCOME, NET. Interest expense, interest income and
other expense, net increased by $1,003,600 from the first nine months of fiscal
1999. The increase in interest expense is attributable the increased amount of
average borrowings outstanding ($22,727,200 for the nine month period ended
October 28, 2000 versus $15,118,900 for the nine month period ended October 30,
1999) due to the decline in sales revenues as discussed above, as well as the
increase in the interest rate charged (10.25% as of October 28, 2000 versus
8.25% as of October 30, 1999) under the
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
Company's Amended Loan and Security Agreement with Mellon Bank. As a result of
revolving credit borrowings, the Company recorded interest expense of $1,902,700
during the nine month period ended October 28, 2000.
LIQUIDITY AND CAPITAL RESOURCES
-------------------------------
The Company's primary sources of working capital are cash flow from
operations and borrowings under the revolving credit facility. At October 28,
2000, the Company had working capital of $26,482,200 as compared with
$29,714,300 at January 29, 2000.
In December 1998, the Company entered into a Loan and Security Agreement
with Mellon Bank, N.A., ("Mellon"). Proceeds from this loan were used to
refinance the Company's previous revolving credit facility and term loan from
Foothill Capital Corporation. The agreement, as amended, provides for a $35.0
million revolving credit facility (which reduces to $30.0 million on November
30, 2000) with a $15.0 million sublimit for letters of credit. The facility
bears interest at 0.75% per annum above Mellon Bank's prime rate (prime was
9.50% at October 28, 2000) and expires on March 15, 2002. Availability under the
revolver is determined by a formula based on inventory and credit card
receivables, less applicable reserves. The amended agreement provides for an
over-advance facility of $4.5 million above the calculated borrowing base, which
is reduced to $4.0 million on October 16, 2000 and $2.75 million on November 16,
2000 and expires on December 15, 2000. The agreement contains financial
covenants including tangible net worth, indebtedness to tangible net worth,
maximum net loss per month and limitations on new store openings and capital
expenditures as well as restrictions on the payment of dividends. The Company
granted Mellon a lien on its tangible and intangible assets to secure this
facility. Additionally, Mr. David Feld, Chairman of the Board, has provided
additional collateral to secure the credit facility. The agreement also provides
that the Company must pay a termination fee of $1,050,000 if the facility is
terminated on or before March 14, 2002.
On November 14, 2000, the Company and Mellon bank entered into Amendment
No. 7 to the revolving credit facility. The agreement amends the credit facility
to extend the expiration date of the over-advance facility of $4,500,000 from
October 15, 2000 to November 30, 2000. The over-advance is reduced to $4,250,000
on December 1, 2000, $3,500,000 on December 8, 2000, $3,000,000 on December 15,
2000, $1,500,000 on December 22, 2000 and expires on December 29, 2000. The
outstanding revolving credit facility usage (including permitted out-of-formula
advances) may not exceed $35,000,000 at any time through November 29, 2000 or
$30,000,000 at any time after November 29, 2000.
The Company announced on March 15, 2000 that it had engaged Wasserstein
Perella & Co., Inc., an investment-banking firm, to enhance the Company's
shareholder value. This may take the form of an equity investment in the Company
or debt.
In April 2000, the Company decided to close three under-performing stores,
including one store located in a building owned by Mr. David Feld, Chairman of
the Board. The planned closing of the three stores resulted in a charge to
operations in the first quarter of fiscal 2000 of $4.0 million consisting of
$1,990,500 for the write-off of furniture and fixtures and $1,997,100 for lease
termination costs. The lease termination costs are expected to be incurred
ratably from the date of the store closings through the end of the anticipated
lease terms estimated to be approximately 18 months. The Chestnut Street,
Philadelphia, PA and the Norwalk, CT stores generated sales of $2.3 million and
$1.7 million and cost of sales of $1.3 million and $1.1 million in the quarters
ended October 28, 2000 and October 30, 1999,
9
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
respectively. The three stores, which generated sales of $12,590,000 and cost of
sales of $8,156,000 in fiscal 1999, are expected to be closed by the end of
January, 2001. The closing of the Manhasset, New York store was completed in the
second quarter of fiscal 2000 and the closing of the Norwalk, Connecticut store
was completed in the fourth quarter of fiscal 2000. The closing of the
Philadelphia, Pennsylvania store is expected to be completed in the fourth
quarter of fiscal 2000. The estimated lease termination costs may increase if a
sub-lessor is not obtained within 18 months of the store closings. Also, the
Company may incur additional costs related to the store closings, such as
employee termination costs; however, these amounts are not determinable at this
time.
The Company has been substantially dependent upon borrowings under its
credit facility to finance its operations and received an amended credit
facility from Mellon, which allows the Company additional liquidity through an
over-advance facility through December 29, 2000 as discussed above.
Additionally, the Company is in the process of implementing a plan to reverse
the trend of losses noted above. Management's plans implemented thus far, as
well as actions initiated that will continue into fiscal 2001, include the
execution of the amended credit facility, a layoff of non-operating personnel in
January 2000, the reduction in advertising spending and the focus on the
Company's traditional advertising approach, and the announcement of the closing
of three under-performing stores in May 2000.
Management believes the Company's cash requirements in 2000 will be
generated by operations and borrowings on the Company's credit facility.
Management also believes that the actions initiated and its 2000 plans will
result in the successful funding of its working capital and cash requirements
while enabling the Company to meet its financial covenants under the credit
facility.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS
--------------------------------------------------------------------
The Company is a retail company doing business within the United States.
Its primary market risk is exposure to interest rates fluctuations on its debt
instruments. The Company's bank revolving credit facility bears interest at
variable rates. The variable interest rate is the rate in effect at the quarter
ended October 28, 2000, and it fluctuates with the lending bank's prime rate.
The change in interest expense of the Company's bank revolving credit facility
resulting from a hypothetical 2% increase in interest rates would not be
material.
10
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
None - not applicable
Item 2. Changes in Securities and Use of Proceeds
-----------------------------------------
None - not applicable
Item 3. Defaults Upon Senior Securities
-------------------------------
None - not applicable
Item 4. Submission of Matters to a Vote of Shareholders
-----------------------------------------------
None - not applicable
Item 5. Other Information
-----------------
None - not applicable
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
Exhibits
None - not applicable
Reports on Form 8-K
None - not applicable
11
<PAGE>
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 thereunto duly authorized.
TODAY'S MAN, INC.
(Registrant)
Date: December 8, 2000 /s/David Feld
-------------------------------------
David Feld
Chairman of the Board
Date: December 8, 2000 /s/Bruce Weitz
-------------------------------------
Bruce Weitz
President and Chief Executive Officer
Date: December 8, 2000 /s/Frank E. Johnson
-------------------------------------
Frank E. Johnson
Executive Vice President, Chief Financial
Officer and Treasurer
Principal Financial Officer
Date: December 8, 2000 /s/Barry S. Pine
-------------------------------------
Barry S. Pine
Vice President and Controller
Principal Accounting Officer
12
