UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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 23, 2007
(Exact Name of Registrant as specified in its charter)
| Delaware | 1-14987 | 31-1333930 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File No.) | (IRS Employer Identification Number) |
8323 Walton Parkway
New Albany, Ohio 43054
(614) 775-3500
(Address, including zip code, and telephone number
including area code of Registrant’s
principal executive offices)
New Albany, Ohio 43054
(614) 775-3500
(Address, including zip code, and telephone number
including area code of Registrant’s
principal executive offices)
(Former name or former address, 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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 23, 2007, Tween Brands, Inc. (the “Company”) issued a press release
announcing its financial results for the first quarter ended May 5, 2007. A copy of the Company’s
press release is furnished as an exhibit to this Form 8-K and is incorporated herein by reference.
The Company will also present its financial results for the first quarter ended May
5, 2007 during a conference call on May 23, 2007 at 9:00 a.m. EDT, which will be broadcast via
Internet webcast. Investors can listen to the call through the Company’s website,
www.tweenbrands.com.
The information contained or incorporated by reference in this Form 8-K contains various
“forward-looking statements” specifically related to the company’s earnings outlook and store
growth plans for 2007 within the meaning of the Private Securities Litigation Reform Act of 1995
and other applicable securities laws. Such statements can be identified by the use of the
forward-looking words “anticipate,” “estimate,” “project,” “target,” “predict,” “believe,”
“intend,” “plan,” “expect,” “hope,” “risk,” “could,” “pro forma,” “potential,” “prospect,”
“outlook,” or similar words. These statements discuss future expectations, contain projections
regarding future developments, operations or financial conditions, or state other forward-looking
information. These forward-looking statements involve various important risks, uncertainties and
other factors that could cause our actual results for 2007 and beyond to differ materially from
those expressed. The following factors, among others, could affect our future financial performance
and cause actual future results to differ materially from those expressed or implied in any
forward-looking statements included in this Form 8-K:
| • | Changes in consumer spending patterns, consumer preferences and overall economic conditions; | ||
| • | Decline in the demand for our merchandise; | ||
| • | The impact of competition and pricing; | ||
| • | Effectiveness of our brand awareness and marketing programs; | ||
| • | A significant change in the regulatory environment applicable to our business; | ||
| • | Risks associated with our sourcing and logistics functions; | ||
| • | The impact of modifying and implementing new information technology systems; | ||
| • | Changes in existing or potential trade restrictions, duties, tariffs or quotas; | ||
| • | Currency and exchange risks; | ||
| • | Availability of suitable store locations at appropriate terms; | ||
| • | Ability to develop new merchandise; | ||
| • | Ability to hire and train associates; | ||
| • | The potential impact of health concerns relating to severe infectious diseases, particularly on manufacturing operations of our vendors in Asia and elsewhere; | ||
| • | Acts of terrorism in the U.S. or worldwide; and | ||
| • | Other risks that may be described in other reports and filings we make with the Securities and Exchange Commission. |
Future economic and industry trends that could potentially impact revenue and profitability
are difficult to predict. Therefore, there can be no assurance that the forward-looking statements
included herein will prove to be accurate. The inclusion of forward-looking statements should not
be regarded a representation by us, or any other person, that our objectives will be achieved. The
forward-looking statements made herein are based on information presently available to us, as the
management of the Company. We assume no obligation to publicly update or revise our
forward-looking statements even if experience or future changes make it clear
that any projected results expressed or implied therein will not be realized.
Item 9.01. Exhibits.
(c) Exhibits.
| Exhibit No. | Description | |
99.1 *
|
Press Release, dated May 23, 2007, entitled “Tween Brands Reports Record First Quarter Sales and Earnings per Share.” |
* Furnished with this report.
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.
| TWEEN BRANDS, INC. |
||||
| Date: May 23, 2007 | By: | /s/ Paul C. Carbone | ||
| Paul C. Carbone | ||||
| Senior Vice President of Finance (Principal Financial and Accounting Officer) |
||||
EXHIBIT INDEX
| Exhibit No. | Description | |
99.1 *
|
Press Release, dated May 23, 2007, entitled “Tween Brands Reports Record First Quarter Sales and Earnings per Share.” |
* Furnished with this report.