Item 2.05 Costs Associated with Exit or Disposal Activities.
On July 21, 2020, Tailored Brands, Inc. (the "Company") announced that, as a
result of the unprecedented and industrywide business disruptions resulting from
the coronavirus pandemic, it is implementing a series of organizational changes.
Specifically, the Company will make organizational changes that will result in
the elimination of approximately 20% of its corporate positions by the end of
the fiscal second quarter. In connection with the corporate workforce reduction,
the Company expects to record a pre-tax charge of approximately $6 million in
the second quarter of fiscal 2020 for severance payments and other termination
costs, all of which are cash costs.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Jack Calandra, the Company's current Executive Vice President, Chief Financial
Officer and Treasurer, will be leaving the Company. This event occurred on July
15, 2020. Mr. Calandra will remain employed by the Company through July 31, 2020
and, in accordance with the terms of his separation agreement, will receive a
lump sum of $600,000 upon his departure, which is the equivalent of one year's
base salary. Pursuant to his separation agreement, Mr. Calandra provides a full
release of all claims related to his employment with and/or separation from the
Company and agrees not to work for certain named competitors of the Company or
solicit employees from the Company for a period of twelve months following his
termination date. The Company has no immediate plans to replace Mr. Calandra. In
the near term, Mr. Calandra's responsibilities will be divided between Dinesh
Lathi, President and Chief Executive Officer, and Holly Etlin, a Managing
Director at AlixPartners who has been appointed to a newly created role of Chief
Restructuring Officer with the Company.
Effective August 2, 2020, John Vazquez, age 43, has been appointed Chief
Accounting Officer and Treasurer of the Company and will also serve as the
Company's principal financial officer. Mr. Vazquez joined the Company in July
2013 as Director- Financial Reporting and was promoted to Vice
President-Financial Reporting in January 2015. Mr. Vazquez also became
responsible for the Company's corporate finance and treasury functions in March
2016. Prior to joining the Company, Mr. Vazquez was director of financial
reporting for Chico's FAS, Inc. for ten years and a senior auditor with Ernst
and Young LLP and Arthur Andersen LLP.Mr. Vazquez is a Certified Public
Accountant licensed in the state of Florida.
There is no arrangement or understanding between Mr. Vazquez and any other
persons pursuant to which Mr. Vazquez was selected as an officer. Neither Mr.
Vazquez nor any related person of Mr. Vazquez has a direct or indirect material
interest in any existing or currently proposed transaction to which the Company
is or may become a party. Mr. Vazquez is not related to any of the executive
officers or directors of the Company.
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Mr. Vazquez will receive an annual base salary of $250,000. His 2020 annual
incentive and long term incentives will be determined in due course by the
Company's Compensation and Organizational Development Committee at the same time
the determination is made for other executives of the Company. Mr. Vazquez also
participates in the Company's Vice President Change in Control Severance Plan.
The foregoing summary description of Mr. Calandra's separation agreement does
not purport to be complete and is subject to, and qualified in its entirety by,
the full text of his separation agreement, a copy of which is filed as Exhibit
10.1 hereto and incorporated by reference herein.
Item 8.01 Other Events.
On July 21, 2020, the Company issued a press release announcing its plans to
reduce headcount and close stores, Mr. Calandra's departure and the appointment
of Holly Etlin, a Managing Director at AlixPartners, to a newly created role as
Chief Restructuring Officer with the Company.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are included in this Form 8-K:
10.1 Separation Agreement by and between Tailored Shared Services, LLC and
Jack Calandra.
99.1 Press Release dated July 21, 2020.
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded
in the Inline XBRL document contained in Exhibit 101).
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