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): March 25, 2004
0-15898
(Commission File Number)
______________________________
CASUAL MALE RETAIL GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 04-2623104
(State of Incorporation) (IRS Employer
Identification Number)
555 Turnpike Street, Canton, Massachusetts 02021
(Address of registrant's principal executive office)
(781) 828-9300
(Registrant's telephone number)
______________________________
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
Exhibit No. Description
99.1 Press Release announcing Casual Male Retail Group,
Inc.'s Fourth Quarter and Fiscal 2003 Results.
ITEM 12. Results of Operations and Financial Condition.
On March 25, 2004, Casual Male Retail Group, Inc. (the "Company") issued
a press release announcing, among other things, results for the fourth
quarter and fiscal year ended January 31, 2004 ("fiscal 2003"). A copy
of the press release is attached hereto as Exhibit 99.1 and is incorporated
by reference herein.
The Company's press release, in addition to containing results that are
determined in accordance with accounting principles generally accepted in the
United States of America, also contains pro forma financial information, as
if the Company operated its Casual Male business for the full fiscal year
which ended February 1, 2003. On May 14, 2002, during the second quarter of
the prior fiscal year, the Company completed the acquisition of substantially
all of the assets of Casual Male Corp. and certain of its subsidiaries for a
purchase price of approximately $170 million, plus the assumption of certain
operating liabilities. In view of the significance of the Casual Male
acquisition to the growth and future identity of the Company, pro forma
financial information for the Casual Male business is included in the
Company's press release.
Further, the press release also contains earnings, and related earnings per
share, for the fourth quarter of fiscal 2003 and fiscal 2002 excluding
restructuring related charges and early debt retirement losses. These
measures are considered non-GAAP measures and accordingly the Company has
provided a reconciliation of the non-GAAP measure to Net Loss as reported for
both periods. The Company believes that the inclusion of such non-GAAP measure
is necessary to help investors identify the operating results of the company's
continuing business as compared to the prior fourth quarter. This information
also helps the investor gain a better understanding of our core operating
results and future prospects.
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.
CASUAL MALE RETAIL GROUP, INC.
By: /s/ Dennis R. Hernreich
---------------------------
Name: Dennis R. Hernreich
Title: Executive Vice President
and Chief Financial Officer
Date: March 25, 2004