Current Report Filing (8-k)
2020年4月17日 - 6:06AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 16, 2020
RTW RETAILWINDS,
INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
|
|
1-32315
(Commission File Number)
|
|
33-1031445
(IRS Employer Identification No.)
|
330 West 34th Street
9th Floor
New York, New York 10001
(Address of principal executive offices, including Zip Code)
(212) 884-2000
(Registrant’s telephone number, including area code)
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:
¨ 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))
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
Common Stock, par value $0.001 per share
|
RTW
|
New York Stock Exchange
|
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 8.01 Other Events.
RTW
Retailwinds, Inc. (the “Company”) will be relying on the Securities and Exchange Commission’s order (Release
No. 34-88318) under Section 36 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) granting exemptions
from specified provisions of the Exchange Act and certain rules thereunder, as amended by Release No. 34-88465 issued on March
25, 2020, to delay the filing of its Annual Report on Form 10-K for the year ended February 1, 2020 (the “Report”)
due to the circumstances related to the coronavirus (COVID-19) pandemic.
COVID-19
has caused disruptions to the Company’s suppliers overseas and to its supply chain, has resulted in continued store closures,
and had led to furloughs for all store associates as well as for a significant portion of its corporate home office associates.
As a result, COVID-19 and related events have resulted in the Company’s management devoting significant time and attention
to assessing the potential impact of COVID-19 and those events on the Company’s operations and financial position and developing
operational and financial plans to address those matters. This has diverted management resources from completing all of the tasks
necessary to file the Company’s Annual Report by its April 16, 2020 due date. Notwithstanding the foregoing, the Company
expects to file its Annual Report no later than June 1, 2020 (which is 45 days from the Report’s original filing deadline
of April 16, 2020).
The
Company will supplement its risk factors previously disclosed in the Company’s Annual Report on Form 10-K for the year ended
February 2, 2019 and its subsequent Quarterly Reports on Form 10-Q with a risk factor, such as:
The recent Coronavirus outbreak
has been declared a pandemic by the World Health Organization and has spread to the United States and many other parts of the world
and may adversely affect the Company’s business operations, store traffic, employee availability, financial condition, liquidity
and cash flow.
The outbreak of
the coronavirus (“COVID-19”) continues to grow in the United States and globally, and related government and private
sector responsive actions may adversely affect our business operations. It is impossible to predict the effect and ultimate impact
of the COVID-19 pandemic as the situation is rapidly evolving.
In
March 2020, the COVID-19 outbreak in the United States initially led to reduced store traffic and the temporary reduction of operating
hours for the Company’s brick-and-mortar stores. As the impact of COVID-19 evolved, the Company took decisive action to temporarily
close of all of the Company’s brick-and-mortar stores to ensure the health and safety
of its employees, customers, and communities. As of the date of this filing, all of the Company’s
stores remain temporarily closed. The Company cannot reasonably estimate the length or severity of COVID-19 but it currently anticipates
a material adverse impact on its financial position and results of operations during fiscal year 2020.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
RTW RETAILWINDS, INC.
|
|
|
|
|
|
/s/ Sheamus Toal
|
Date: April 16, 2020
|
Name:
|
Sheamus Toal
|
|
Title:
|
Executive Vice President, Chief Operating Officer and Chief
Financial Officer
|
RTW Retailwinds (NYSE:RTW)
過去 株価チャート
から 5 2024 まで 6 2024
RTW Retailwinds (NYSE:RTW)
過去 株価チャート
から 6 2023 まで 6 2024