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): July 21, 2004 CACHE INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Florida 0-10345 59-1588181 ----------------- ---------------------- ---------------- (State or other (Commission File Number) (IRS Employer jurisdiction of Identification incorporation) Number) 1440 Broadway, New York, NY 10018 ---------------------------------------- (Address of principal executive offices) Registrant's telephone number: (212) 575-3200 ITEM 5. OTHER EVENTS See the attached press release, which is incorporated herein by reference, regarding 2004 second quarter earnings, filed as Exhibit 99.1 ITEM 12. FINANCIAL STATEMENTS AND EXHIBITS (1) Financial Statements of Businesses Acquired None (2) Pro Forma Financial Information None (3) Exhibits 99.1 Press release issued by Cache, Inc. on July 21, 2004 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. Date: July 22, 2004 CACHE INC. By: /s/ Brian Woolf -------------------------------------------- Brian Woolf On behalf of Cache, Inc. and his capacity as Chairman and Chief Executive Officer (Principal Executive Officer) By: /s/ Thomas E. Reinckens -------------------------------------------- Thomas E. Reinckens On behalf of Cache, Inc. and in his capacity as President and Chief Operating Officer (Principal Financial and Accounting Officer) INDEX OF EXHIBITS Exhibit Description Page ------- ---------------------------------- ---- 99.1 Press Release issued by Cache Inc. 5 on July 21, 2004 JULY 21, 2004 FOR IMMEDIATE RELEASE CACHE, INC. NASDAQ COMMON STOCK SYMBOL CACH. CACHE REPORTS RECORD SECOND QUARTER RESULTS Diluted Earnings Per Share Increases to $0.27 Reiterates Comfort with 2004 Earnings Guidance Completes 3 for 2 Stock Split New York, New York - July 21, 2004 - Cache Inc., (NASDAQ: CACH), a specialty chain of women's apparel stores with 270 stores currently open, reported results for the 13 and 26 week periods ended June 26, 2004 with each period reflective of the 3 for 2 stock split completed on June 18, 2004. For the 13 week period ended June 26, 2004: * Net sales increased 10.5% to $62.1 million compared to $56.2 million in the second quarter of 2003 and comparable store sales gained 3%; * Operating income rose 25.4% to $7.1 million, or 11.4% of net sales, as compared to $5.7 million, or 10.1% of net sales in the second quarter of 2003; * Net income increased 23.2% to $4.4 million, or 7.0% of net sales, as compared to $3.5 million, or 6.3% of net sales in the second quarter of 2003; and * Diluted earnings per share increased 8.0% to $0.27, on 16,100,000 shares compared to $0.25, on 14,451,000 shares in the second quarter of 2003. For the 26 week period ended June 26, 2004: * Net sales increased 14.4% to $119.3 million compared to $104.3 million in the first half of 2003 and comparable store sales gained 7%; * Operating income rose 48.6% to $12.3 million, or 10.3% of net sales, as compared to $8.2 million, or 7.9% of net sales in the first half of 2003; * Net income increased 46.9% to $7.6 million, or 6.4% of net sales, as compared to $5.2 million, or 5.0% of net sales in the first half of 2003; and * Diluted earnings per share increased 33.3% to $0.48 on 15,986,000 shares compared to $0.36, on 14,442,000 shares in the first half of 2003. Mr. Brian Woolf, Cache's Chairman commented: "Our second quarter performance reflected robust sales gains early in the quarter along with a 262 basis point rise in gross profit margin. This more than offset the challenging sales comparisons we faced in June, as compared to last year and increased expenses from our accelerated store-opening plan. As a result, we reported earnings at the high end of our revised guidance range. Importantly, we are pleased with the direction of our current merchandise assortment, especially our expanded offering of denim and sportswear, which have had a positive reaction from consumers. We also continue to be excited by both the performance of our new and remodeled Cache stores and the increasing strength and growing loyalty to our Lillie Rubin chain." Additionally, during the second quarter, the Company: * Opened 12 Cache stores and its first new Lillie Rubin prototype store and at quarter-end operated 269 stores in 42 states; * Remodeled 5 stores with 39.0% of its Cache store base in the new store format at quarter-end; and * Completed a three for two stock split, increasing shares outstanding by 5.2 million shares. Gross profit in the second quarter rose by 17.0% to $29.1 million, or 47.0% of net sales, compared to $24.9 million, or 44.3% of net sales, in the second quarter of 2003. For the first half of fiscal 2004, gross profit rose by 22.0% to $54.8 million, or 46.0% of net sales, compared to $45.0 million, or 1 43.1% of net sales, in the prior year period. The improvement in gross profit margin for the second quarter and first half of fiscal 2004 reflected higher initial merchandise markups versus the prior year periods. In total, operating expenses for the second quarter were $22.0 million, or 35.5% of net sales compared to $19.2 million, or 34.3% of net sales in the second quarter of fiscal 2003. For the first half of fiscal 2004, Total operating expenses were $42.6 million, or 35.7% of net sales compared to $36.7 million, or 35.2% of net sales in the prior year period. The rise in total operating expenses for the second quarter and first half of fiscal 2004 was due to the increase in the number of stores opened since the same period last year. At June 26, 2004, cash and marketable securities totaled $40.6 million, rising $19.7 million from $20.9 million at June 28, 2003. Inventory was $27.5 million, as compared to $24.7 million at June 28, 2003. Working capital increased by $21.0 million to $50.8 million from $29.8 million at June 28, 2003. Mr. Woolf continued: "We remain excited and confident about our prospects in the second half of 2004 and beyond. We believe that Cache has become a preferred shopping destination for sportswear and dress apparel, which we expect to build upon as we expand our casual assortment, during the third quarter. We are also excited about our new street location campaign, which complements our mall locations and plan to open several street locations in the near term. We are equally enthusiastic about Lillie, which continues to gain momentum and complements our Cache format. Additionally, we continue to believe our unique ability to provide the missy customer with distinctive and stylish merchandise will afford us with significant market opportunities as we grow. We believe that these factors along with our strong balance sheet and solid infrastructure provide us with a great platform to execute our store expansion plans." A table summarizes financial results follows: Twenty-six Weeks Ended Thirteen Weeks Ended ------------------------- ------------------------- June 26, June 28, June 26, June 28, 2004 2003 2004 2003 --------- --------- --------- --------- ($ Thousands, except for per share data) Sales $ 119,281 $ 104,291 $ 62,087 $ 56,193 Operating income $ 12,253 $ 8,248 $ 7,102 $ 5,665 Net income $ 7,610 $ 5,182 $ 4,361 $ 3,541 Basic earnings per share $ 0.49 $ 0.38 $ 0.28 $ 0.26 Diluted earnings per share $ 0.48 $ 0.36 $ 0.27 $ 0.25 Basic weighted average shares outstanding 15,536,000 13,688,000 15,634,000 13,697,000 Diluted weighted average shares outstanding 15,986,000 14,442,000 16,100,000 14,451,000 Guidance -------- The Company reiterates comfort with estimates for fiscal 2004, including net sales in the range of $253 million to $260 million versus actual sales of $216.3 million in fiscal 2003. The Company continues to estimate fiscal 2004 diluted earnings per share in the range of $0.89 - $0.92 compared to actual fiscal 2003 diluted earnings per share of $0.75. This represents growth of approximately 21% at the mid-point of the Company's current earnings guidance range. For the third quarter, the Company estimates net sales to range between $52 million and $54 million compared to actual sales of $47.3 million in the third quarter of fiscal 2003. The Company estimates third quarter-diluted 2 earnings per share in the range of $0.03 to $0.05, as compared to actual diluted earnings per share of $0.04 in the third quarter of fiscal 2003. The Company also noted that its guidance is reflective of the 3 for 2 stock split completed on June 18, 2004. Store opening plans ------------------- The Company continues to expect to open approximately 35 Cache and 10 Lillie Rubin stores for a total of approximately 45 new stores in fiscal 2004. During the second quarter, the Company opened 12 new Cache stores, and its first new Lillie Rubin prototype in the Twelve Oaks Mall in Novi, Michigan. For the first half of fiscal 2004, the Company opened 16 new Cache and one new Lillie Rubin store. Following quarter end, the Company opened a new Cache street location store in Lake Tahoe, Nevada and has scheduled a total of approximately 10 store openings for the third quarter. At fiscal year-end, the Company continues to expect to operate approximately 300 stores, expanding square footage by approximately 18% to 600,000 square feet. Conference Call --------------- Interested stockholders and other persons are invited to listen to the second quarter earnings conference call scheduled for today, Wednesday, July 21, 2004 at 9:00 a.m. Eastern Time. To participate in Cache's conference call dial 1-877-692-2592 approximately five minutes prior to the 9:00am Eastern start time. The call will also be broadcast live over the Internet at http://www.cache.com. An online archive will be available immediately following the call and will be accessible until August 28, 2004. Certain matters discussed within this press release may constitute forward- looking statements within the meaning of the federal securities law. Although Cache, Inc. believes the statements are based on reasonable assumptions, there can be no assurance that these expectations will be attained. Actual results and timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including, without limitation, industry trends, merchandise and fashion trends, competition, changes in general economic conditions and consumer spending patterns, vendor procurement issues and the ability to obtain financing, as well as other risks outlined from time to time in the filings of Cache, Inc., with the Securities and Exchange Commission. Financial Tables Follow: For further information contact Thomas E. Reinckens, President, Chief Operating Officer, Cache, Inc., 1440 Broadway, New York, New York 10018, (212) 575-3246. 3 CACHE, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED) June 26, December 27, June 28, A S S E T S 2004 2003 2003 --------------- --------------- --------------- CURRENT ASSETS Cash and equivalents $ 21,446,000 $ 16,887,000 $ 16,015,000 Marketable securities 19,187,000 19,746,000 4,878,000 Receivables, net 4,895,000 4,614,000 2,675,000 Notes receivable from related parties --- --- 321,000 Inventories 27,491,000 26,724,000 24,724,000 Deferred income taxes 750,000 936,000 791,000 Prepaid expenses and other current assets 776,000 1,239,000 721,000 --------------- --------------- --------------- Total Current Assets 74,545,000 70,146,000 50,125,000 EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET 29,310,000 25,010,000 20,922,000 OTHER ASSETS 832,000 873,000 827,000 DEFERRED INCOME TAXES, NET --- --- 249,000 --------------- --------------- --------------- TOTAL ASSETS $ 104,687,000 $ 96,029,000 $ 72,123,000 =============== =============== =============== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 11,588,000 $ 14,362,000 $ 10,038,000 Income taxes payable 199,000 --- 442,000 Accrued compensation 2,865,000 4,675,000 2,180,000 Accrued liabilities 9,073,000 10,075,000 7,685,000 --------------- --------------- --------------- Total Current Liabilities 23,725,000 29,112,000 20,345,000 OTHER LIABILITIES 1,163,000 1,088,000 1,074,000 DEFERRED INCOME TAXES, NET 973,000 687,000 --- STOCKHOLDERS' EQUITY Common stock 156,000 100,000 91,000 Additional paid-in capital 34,379,000 28,361,000 19,839,000 Retained earnings 44,291,000 36,681,000 30,774,000 --------------- --------------- --------------- Total Stockholders' Equity 78,826,000 65,142,000 50,704,000 --------------- --------------- --------------- Total Liabilities and Stockholders' Equity $ 104,687,000 $ 96,029,000 $ 72,123,000 =============== =============== =============== 4 CACHE, INC. AND SUBSIDIARIES CONSOLIDATED INCOME STATEMENTS FOR THE TWENTY-SIX WEEKS ENDED (UNAUDITED) June 26, June 28, 2004 2003 --------------- --------------- Net sales $ 119,281,000 $ 104,291,000 Cost of sales, including occupancy and buying costs 64,444,000 59,341,000 --------------- --------------- Gross profit 54,837,000 44,950,000 --------------- --------------- Store operating expenses 35,337,000 30,500,000 General and administrative expenses 7,247,000 6,202,000 --------------- --------------- Total expenses 42,584,000 36,702,000 --------------- --------------- Operating income 12,253,000 8,248,000 --------------- --------------- Other income: Interest income (net) 202,000 130,000 Other income (net) 20,000 14,000 --------------- --------------- 222,000 144,000 --------------- --------------- Income before income taxes 12,475,000 8,392,000 Income tax provision 4,865,000 3,210,000 --------------- --------------- Net income $ 7,610,000 $ 5,182,000 =============== =============== Basic earnings per share $0.49 $0.38 =============== =============== Diluted earnings per share $0.48 $0.36 =============== =============== Basic weighted average shares outstanding 15,536,000 13,688,000 =============== =============== Diluted weighted average shares outstanding 15,986,000 14,442,000 =============== =============== NUMBER OF STORES OPEN AT END OF PERIOD 269 240 =============== =============== 5 CACHE, INC. AND SUBSIDIARIES CONSOLIDATED INCOME STATEMENTS FOR THE THIRTEEN WEEKS ENDED (UNAUDITED) June 26, June 28, 2004 2003 --------------- --------------- Net sales $ 62,087,000 $ 56,193,000 Cost of sales, including occupancy and buying costs 32,938,000 31,280,000 --------------- --------------- Gross profit 29,149,000 24,913,000 --------------- --------------- Store operating expenses 18,448,000 15,896,000 General and administrative expenses 3,599,000 3,352,000 --------------- --------------- Total expenses 22,047,000 19,248,000 --------------- --------------- Operating income 7,102,000 5,665,000 --------------- --------------- Other income: Interest income (net) 107,000 56,000 Other income (net) 20,000 14,000 --------------- --------------- 127,000 70,000 --------------- --------------- Income before income taxes 7,229,000 5,735,000 Income tax provision 2,868,000 2,194,000 --------------- --------------- Net income $ 4,361,000 $ 3,541,000 =============== =============== Basic earnings per share $0.28 $0.26 =============== =============== Diluted earnings per share $0.27 $0.25 =============== =============== Basic weighted average shares outstanding 15,634,000 13,697,000 =============== =============== Diluted weighted average shares outstanding 16,100,000 14,451,000 =============== =============== NUMBER OF STORES OPEN AT END OF PERIOD 269 240 =============== =============== 6