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): February 18, 2011 (February 15, 2011)
ABERCROMBIE & FITCH CO.
(Exact name of registrant as specified in its charter)
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| Delaware
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1-12107
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31-1469076 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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6301 Fitch Path,
New Albany, Ohio
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43054 |
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(Zip Code) |
Registrant’s telephone number, including area code: (614) 283-6500
Not Applicable
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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
February 16, 2011, Abercrombie & Fitch Co. (the “Registrant”) issued a press release (the
“Release”) reporting the Registrant’s unaudited financial results for the thirteen weeks (quarterly
period) and fifty-two weeks (fiscal year) ended January 29, 2011. A copy of the Release is
furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by
reference.
The Registrant also made available in conjunction with the Release additional unaudited
quarterly financial information as of and for the quarterly periods in the fiscal years ended
January 29, 2011 and January 30, 2010. Additional financial information was made available for the
fiscal years ended January 31, 2009, February 2, 2008 and February 3, 2007. The additional
financial information is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is
incorporated herein by reference.
The Registrant also made available in conjunction with the Release an investor presentation of
results for the quarterly period and fiscal year ended January 29, 2011. The presentation, which
is available under the “Investor Presentations” tab in the “Investors” section of the Registrant’s
website, located at www.abercrombie.com, is furnished as Exhibit 99.3 to this Current Report on
Form 8-K and is incorporated herein by reference.
The Registrant’s management conducted a conference call on February 16, 2011, at approximately
8:30 a.m., Eastern Time, to review the Registrant’s financial results for the thirteen week and
fifty-two week periods ended January 29, 2011. A copy of the transcript of the conference call is
furnished as Exhibit 99.4 to this Current Report on Form 8-K and is incorporated herein by
reference.
Item 2.06. Material Impairments.
Based
on the impact of current sales trends on the profitability of a
number of stores, the Registrant recorded non-cash asset impairment
charges of $48.4 million in connection with the fiscal year-end
review of long-lived store assets. The impairment charge, which was
recorded in respect of the thirteen weeks ended January 29, 2011
is related to long-lived store assets associated with one
Abercrombie &
Fitch Store, one abercrombie kids store, six Hollister stores
and 13 Gilly Hicks stores.
Item 8.01. Other Events.
In
the Release, the Registrant noted it recorded exit charges associated
with the closure of 56 domestic stores during the thirteen weeks
ended January 29, 2011 of $4.0 million, primarily related to
lease obligations.
In the Release, the Registrant also announced that the Board of Directors of the Registrant
had declared a quarterly cash dividend of $0.175 per share in respect of the Registrant’s Class A
Common Stock. The dividend was declared on February 15, 2011 and is payable on March 15, 2011 to
shareholders of record at the close of business on February 25, 2011.
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