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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) OCTOBER 30, 1996
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THE TALBOTS, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
Delaware 1-12552 41-1111318
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(STATE OR OTHER JURISDICTION (COMMISSION (I.R.S. EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
175 Beal Street, Hingham, Massachusetts 02043
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (617)749-7600
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N/A
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5. OTHER EVENTS.
Certain "forward-looking" statements may be made from time to time by The
Talbots, Inc. (the "Company" or "Talbots") as part of the discussion of the
Company's business, financial results or financial condition. This would include
any statement or discussion concerning such matters as (1) future sales or sales
trends, whether relating to the Company as a whole, by concept (e.g., Talbots
Misses, Talbots Petites, Talbots Kids, etc.), by geographic region, or between
retail stores and catalog; (2) future earnings, whether with respect to a
current fiscal year or any future periods; (3) future domestic and international
store expansion, including new store openings and expansions of existing stores;
(4) test concepts; (5) future capital expenditures; (6) future inventory levels,
(7) future operating costs; (8) future debt levels; (9) future dividends; or
(10) other specific forward-looking information concerning the business,
operations, financial results or financial condition of the Company. Some of the
factors that are likely to cause actual results to differ from any such outlook,
estimate, plan or target are set forth below. The following factors are by no
means intended to be all-inclusive.
o Company sales, profitability and other financial results may be adversely
affected by fluctuations in the economy and in consumer spending.
o Retail companies such as Talbots experience cyclical variations in the
retail market for women's and children's apparel as well as continuing
changes in fashion preferences.
o The Company's profitability and sales growth depends in major part upon its
continuing ability to anticipate consumer preferences in the apparel items
sold by the Company and to timely respond to changes in such apparel
preferences. Decisions with respect to product
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designs are generally made long in advance of the time when consumer
acceptance of such products is known. Any failure by the Company to
anticipate, identify and respond to such consumer preferences can be expected
to adversely affect the Company's sales, profitability and other financial
results.
o All aspects of the women's and children's apparel business are highly
competitive. The Company's sales and earnings are dependent upon its
customers' continued attraction to the Company's classic styles and its
particular lines of apparel at the price points established by the Company.
Due to the highly competitive nature of the Company's business, sales growth
is substantially dependent upon increases in unit sales rather than price
increases. The Company competes primarily with department stores, specialty
retailers and boutiques and other catalogers engaged in the retail sale of
women's and children's apparel.
o Talbots ability to maintain and increase sales and earnings is also
dependent in part upon the success of Talbots newer concepts including
Talbots Kids, Talbots Intimates, Talbots Accessories and Shoes and Talbots
Babies, as well as any other new concepts developed by Talbots from time to
time. No assurance can be given that any particular concept will be or
continue to be successful or profitable or will meet or continue to meet
expectations or target levels, and any adverse results for any one or more of
such concepts can be expected to adversely affect sales, profitability or
other financial results of the Company as a whole.
o The Company anticipates that a significant portion of its future sales
growth will result from new store openings and the expansion in size of its
existing stores to allow for increased selling space. Such new store openings
and store expansions will be dependent upon general economic and business
conditions affecting consumer confidence and spending, the level of
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sales volume and profitability at existing store locations, the availability
of sufficient capital resources to effect expansion plans, the continuing
availability of desirable locations and the ability to negotiate acceptable
lease terms for prospective new and expanded locations. The Company's new and
expanded store strategy is continuously reviewed and may be substantially
modified if in management's view a modification or reduction is deemed
appropriate under the circumstances.
o International expansion subjects Talbots business and financial results to
risks and uncertainties in addition to those associated with the Company's
domestic business, including, among other things, Talbots brand awareness,
differences in customer and fashion tastes and preferences, differences in
spending habits and level of consumer apparel spending, and social, political
and economic differences. The Company's international business is also
subject to the risks generally associated with conducting business abroad
including fluctuations in currency exchange ratios (particularly those of the
U.S. dollars against certain foreign currencies), changes in import duties or
quotas, the imposition of taxes or other charges on imports, disruptions or
delays in shipments and transportation, foreign political or social
instabilities, labor disputes and other factors, any one which could
adversely affect sales, earnings and other financial results of Talbots for
any period.
We caution you that all forward-looking statements concerning each of the
matters set forth in the first paragraph of this Item 5 are subject to many
internal and external factors, many or all of which are subject to change and
over which the Company has limited or no control, including the factors set
forth above. NO SUCH FORWARD-LOOKING STATEMENT IS INTENDED TO BE A PREDICTION OF
FUTURE EVENTS. IN EACH CASE, ACTUAL
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RESULTS MAY DIFFER MATERIALLY FROM SUCH FORWARD-LOOKING STATEMENT.
The Company assumes no obligation to update any forward-looking statement
at any time.
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SIGNATURE
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.
Dated: October 30, 1996
THE TALBOTS, INC.
By: /s/ Edward L. Larsen
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Edward L. Larsen
Senior Vice President, Finance, and
Chief Financial Officer and Treasurer
