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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended August 4, 2018
Or
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number |
| Registrant, State of Incorporation Address and Telephone Number |
| I.R.S. Employer Identification No. |
333-175075 |
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| 22-2894486 |
J.CREW GROUP, INC.
(Incorporated in Delaware)
770 Broadway
New York, New York 10003
Telephone: (212) 209-2500
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.* Yes ☐ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer |
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| Accelerated Filer |
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Non-Accelerated Filer |
| ☒ | (Do not check if a smaller reporting company) | Smaller Reporting Company |
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| Emerging growth company |
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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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Common Stock |
| Outstanding at August 24, 2018 |
Common Stock, $.01 par value per share |
| 1,000 shares |
* | The Registrant has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934, but is not required to file such reports under such sections. |
J.CREW GROUP, INC.
TABLE OF CONTENTS – FORM 10-Q
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PART I. FINANCIAL INFORMATION |
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Item 1. | Condensed Consolidated Financial Statements (unaudited): | 3 |
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| Condensed Consolidated Balance Sheets at August 4, 2018 and February 3, 2018 | 3 |
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| Condensed Consolidated Statements of Operations and Comprehensive Loss for the thirteen weeks ended August 4, 2018 and July 29, 2017 | 4 |
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| Condensed Consolidated Statements of Operations and Comprehensive Loss for the twenty-six weeks ended August 4, 2018 and July 29, 2017 | 5 |
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| Condensed Consolidated Statements of Changes in Stockholders' Deficit for the twenty-six weeks ended August 4, 2018 and the fifty-three weeks ended February 3, 2018 | 6 |
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| Condensed Consolidated Statements of Cash Flows for the twenty-six weeks ended August 4, 2018 and July 29, 2017 | 7 |
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| Notes to Unaudited Condensed Consolidated Financial Statements | 8 |
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Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 23 |
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Item 3. | Quantitative and Qualitative Disclosure About Market Risk | 37 |
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Item 4. | Controls and Procedures | 38 |
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PART II. OTHER INFORMATION |
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Item 1. | Legal Proceedings | 39 |
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Item 1A. | Risk Factors | 39 |
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Item 6. | Exhibits | 39 |
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