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):
MAY 15, 2006
CACHE, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
FLORIDA 0-10345 59 -1588181
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(STATE OR OTHER (COMMISSION FILE NUMBER) (IRS EMPLOYER
JURISDICTION OF IDENTIFICATION
INCORPORATION) NUMBER)
1440 BROADWAY, NEW YORK, NEW YORK 10018
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 575-3200
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:
[ ] 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
On May 15, 2006, the Company issued a press release (the "Press
Release") announcing plans to exit its Lillie Rubin business. As part of this
announcement, the Company provided certain historical results for fiscal 2005
and the first quarter of fiscal 2006, as they relate to the Cache and Lillie
Rubin businesses, and updated its guidance. The Press Release is attached as
Exhibit 99.1 to this Current Report on Form 8-K.
ITEM 2.05 COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES
As indicated in Item 2.02 above, on May 15, 2006, the Company made the
determination to exit the Lillie Rubin business due to Lillie Rubin's negative
impact on the Company's earnings over the past two years and the Company's
strategic decision to focus its efforts on growth opportunities offered by its
Cache brand. The Company intends to convert 17 Lillie Rubin locations to Cache
Luxe stores, and 2 Lillie Rubin locations to Cache stores. The remaining Lillie
Rubin locations are expected to be closed by the end of the fiscal third
quarter. The Company anticipates incurring a pre-tax charge equal to
approximately $4.5 million, $3.8 million of which will be non-cash, to close the
remaining Lillie Rubin locations. The non-cash portion of the charge consists of
the write-off of leasehold improvements, fixtures and intangibles. The cash
portion of the charge consists of severance and other employee-related costs.
The charge does not include any settlement costs for exiting leases, as such
amount is not able to be determined at this time.
ITEM 2.06 MATERIAL IMPAIRMENTS
In connection with the determination to exit the Lillie Rubin business
described in Items 2.02 and 2.05 above, on May 15, 2006, the Company concluded
that a material charge to one or more of its assets is required under generally
accepted accounting principles applicable to the Company. The impaired assets
consist of leasehold improvements, fixtures and intangibles. The Company
estimates the impairment charge to be approximately $3.8 million, all of which
will be non-cash.
The information in Item 2.02 of this Current Report on Form 8-K and
Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section
18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise
subject to the liabilities of that Section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933 or the Exchange Act,
regardless of any general incorporation language in such filing.
ITEM 9.01 EXHIBITS
99.1 Press release regarding exit from Lillie Rubin business and introduction of
Cache Luxe concept.
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES AND EXCHANGE ACT OF
1934, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY
THE UNDERSIGNED HEREUNTO DULY AUTHORIZED.
DATED: MAY 19, 2006 CACHE, INC.
BY: /s/ Brian Woolf
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BRIAN WOOLF
CHAIRMAN AND CHIEF EXECUTIVE OFFICER