10-Q 1 tenq.txt 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended August 4, 2001 ------------------------------------------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended _______________________ to ______________________ --------------------------------------------------------- Commission File No. 0-20234 ------- Today's Man, Inc. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 23-1743137 -------------------------------------------------------------------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 835 Lancer Drive, Moorestown, NJ 08057 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number 856-235-5656 --------------------------------------------------- Not Applicable -------------------------------------------------------------------------------- Former name, former address and former fiscal year, if changed since last report 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, and (2) has been subject to such filing requirements for the past 90 days. YES X NO . --------- ------------ APPLICABLE ONLY TO REGISTRANTS INVOLVED IN A BANKRUPTCY DURING THE PRECEDING FIVE YEARS Indicate by check mark whether the Registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES X NO . --------- ------------ 27,040,725 common shares were outstanding as of September 12, 2001.

TODAY'S MAN INC. ---------------- INDEX ----- PAGE ---- PART I. FINANCIAL INFORMATION: Item 1. Condensed Consolidated Financial Statements - Unaudited Consolidated Balance Sheets ~~May~~August 54, 2001 and February 3, 2001......................................................~~...~~1 Consolidated Statements of Operations Thirteen weeks ended ~~May~~August 54, 2001 and ~~April~~July 29, 2000......................................2 Consolidated Statements of ~~Cash~~Operations ~~Flows~~Twenty-six ~~Thirteen~~ weeks ended ~~May~~August 54, 2001 and ~~April~~July 29, 2000..................................3 Consolidated Statements of Cash Flows Twenty-six weeks ended August 4, 2001 and July 29, 2000....3..............................4 Notes to Consolidated Financial Statements...............................................45 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations..............................................................56-79 Item 3. Quantitative and Qualitative Disclosures about Market Risks..............................89 PART II. OTHER INFORMATION Item 1. Legal Proceedings........................................................................910 Item 2. Changes in Securities and Use of Proceeds................................................910 Item 3. Defaults Upon Senior Securities..........................................................910 Item 4. Submission of Matters to a Vote of ~~Security Holders~~Shareholders......................................~~9 Item 5~~. ~~Other Information~~..~~......................................................................9~~10 Item 65. Exhibits and Reports on Form 8-K.........................................................910 Signatures.......................................................................................1011

~~May~~TODAY'S 5MAN, INC. CONSOLIDATED BALANCE SHEETS August 4, 2001 February 3, 2001 ~~2001~~ -------------- ---------------- (Unaudited) ASSETS Current assets: Cash $ 125,~~300~~800 $ 480,200 Due from credit card companies and other receivables, net 1,~~632~~053,000 1,576,000 Inventory 3027,~~906~~744,~~900~~700 30,941,100 Prepaid expenses and other current assets 1781,~~216,200~~700 1,024,700 Prepaid inventory purchases ~~776~~758,300 1,589,300 ------------ ------------ Total current assets 3430,~~656~~463,~~700~~500 35,611,300 Property and equipment, less accumulated depreciation and amortization 2625,~~947~~623,~~300~~000 27,976,100 Rental deposits and other noncurrent assets 2,~~170~~504,~~300~~400 1,992,300 ------------ ------------ $63 58,~~774~~590,~~300~~900 $ 65,579,700 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 109,~~476~~696,~~600~~800 $ 11,555,500 Accrued expenses and other current liabilities 45,~~923~~494,~~300~~600 6,318,900 Current maturities of capital lease obligations 224,100 224,100 Current portion of long term debt - 3,000,000 ------------ ------------ Total current liabilities 15,~~624~~415,~~000~~500 21,098,500 Capital lease obligations, less current maturities ~~610~~527,200 713,500 Deferred rent and other 5,~~464~~592,~~700~~900 2,684,800 Obligation under revolving credit facility 1816,~~902~~642,~~100~~000 15,706,000 ------------ ------------- 4038,~~601~~177,~~000~~600 40,202,800 Shareholders' equity: Preferred stock, no par value, 5,000,000 shares authorized, none issued - - Common stock, no par value, 100,000,000 shares authorized, 27,040,725 shares issued and outstanding 48,513,700 48,513,700 Accumulated deficit (2528,~~340~~100,400) (23,136,800) ------------ ------------- Total shareholders' equity 2320,~~173~~413,300 25,376,900 ------------ ------------- $63 58,~~774~~590,~~300~~900 $ 65,579,700 ============ =============

See accompanying notes. 1

TODAY'S MAN, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) FOR THIRTEEN WEEKS ENDED ~~May~~August 54, ~~April~~2001 July 29, ~~2001~~ 2000 -------------- ------------- Net sales $31 34,~~564~~916,~~900~~500 $ 41,~~071~~617,~~400~~300 Cost of goods sold 1820,~~722~~790,~~000~~900 2526,~~157~~390,~~200~~600 -------------- ------------- Gross profit 1214,~~842~~125,~~900~~600 15,~~914~~226,~~200~~700 Selling, general and administrative expenses ~~(includes $3~~16,~~987~~531,~~600~~300 ~~in asset impairment charges and lease termination costs in fiscal 2000) 14~~17,~~629~~033,~~100~~800 ~~20,541,900~~ -------------- ------------- Loss from operations (12,~~786~~405,~~200~~700) (41,~~627~~807,~~700~~100) Interest expense and other income, net ~~417~~354,~~400~~300 ~~605~~626,~~700~~000 -------------- ------------- Loss before income taxes (2,~~203~~760,~~600~~000) (52,~~233~~433,~~400~~100) ~~Provision~~Income ~~for~~tax ~~income~~benefit ~~taxes~~ - - -------------- ------------- Net loss $ (2,~~203~~760,~~600~~000) $ (52,~~233~~433,~~400~~100) ============== ============= Loss per share - basic and diluted $ (0.0810) $ (0.1909) ~~=========== ===========~~ Weighted average shares outstanding - basic and diluted 27,040,725 27,040,725 ============== =============

See accompanying notes. 2

TODAY'S MAN, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) FOR ~~THIRTEEN~~TWENTY-SIX WEEKS ENDED ~~May~~August 54, 2001 ~~April~~July 29, 2000 ----------- --- ------------- ~~Operating activities~~ Net ~~loss~~sales $ (266,~~203~~481,~~600)~~400 $ (582,~~233~~688,~~400)~~700 ~~Adjustments~~Cost toof ~~reconcile~~goods ~~net~~sold ~~loss to net cash used in operating activities: Depreciation and amortization 1~~39,~~179~~512,~~000~~900 151,~~021~~547,~~600~~800 ~~Reserve~~-------------- ~~for~~------------- ~~asset~~Gross ~~impairment~~profit ~~charges - 2~~26,~~216~~968,500 ~~Deferred rent and other (220~~31,~~100)~~140,900 ~~(54~~Selling,~~800)~~ ~~Changes~~general ~~in operating assets~~ and ~~liabilities:~~administrative ~~Increase in receivables~~ expenses(~~56,000)~~includes ~~(923~~$3,~~800) Decrease in inventory 34~~987,~~200 1,906,~~600 ~~Decrease~~ in ~~prepaid~~store ~~expenses~~closing and other ~~current~~unusual ~~assets~~charges ~~and prepaid inventory purchases 621,500 747,300 Increase~~ in ~~rental~~fiscal ~~deposits and other non current assets (178,000~~2000) ~~(405~~31,~~000)~~160,400 ~~Decrease in payables and accrued expenses (2~~37,~~474~~575,~~500)~~700 ~~(457,100)~~ ------------ --~~----------~~ ~~Total adjustments (1,093,900) 4,051,300~~ ------------ -~~------------~~ ~~Net~~Loss ~~cash~~from ~~used~~operations ~~in operating activities~~ (34,~~297~~191,~~500~~900) (16,~~182~~434,~~100~~800) ~~Cash~~Interest ~~flow~~expense ~~used~~and inother ~~investing~~income, ~~activities:~~net ~~Capital expenditures (150~~771,~~200)~~700 ~~(342~~1,~~200)~~231,700 -------------- ------------- ~~Net~~Loss ~~cash~~before ~~used~~income intaxes ~~investing activities~~ (~~150~~4,~~200) (342~~963,~~200~~600) ~~Cash flow provided by financing activities: Repayment of capital leases~~ (~~103~~7,~~300) (255~~666,~~200~~500) ~~Borrowings~~Income ~~under~~tax ~~revolving~~benefit ~~credit~~- ~~facility 33,075,000 40,498,000 Repayments of revolving credit facility (32,878,900) (38,384,600) Advances from landlord 3,000,000~~ - -------------- ------------- Net ~~cash~~loss ~~provided~~$ ~~by financing activities 3~~(4,~~092~~963,~~800 1,858,200 Net (decrease~~600) ~~increase~~$ ~~in cash~~ (~~354~~7,~~900~~666,500) ~~333,900~~============== ~~Cash~~============= atLoss ~~beginning~~per ofshare ~~period 480,200 392,700~~ -~~-----------~~ ~~-------------~~basic ~~Cash~~and atdiluted ~~end of period~~ $ ~~125,300~~(0.18) $ ~~726,600~~(0.28) ============== ============= Weighted average shares outstanding - basic and diluted 27,040,725 27,040,725

See accompanying notes. 3 TODAY'S MAN, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

~~PERCENTAGE~~FOR OFTWENTY-SIX ~~NET SALES THIRTEEN~~ WEEKS ENDED ~~May~~August 54, ~~April~~2001 July 29, ~~2001~~ 2000 -------------- -------------- Operating activities Net ~~sales~~loss ~~100.0%~~$ ~~100.0%~~(4,963,600) ~~Cost~~$ of(7,666,500) ~~goods~~Adjustments ~~sold~~to ~~59.~~reconcile net loss to cash (used in) provided by operating activities: Depreciation and amortization 2,574,900 2,043,200 Reserve for asset impairment charges and lease termination costs - 3,987,600 ~~61.~~Deferred credits (91,900) (437,700) Reserve of loans to shareholders - 228,400 Changes in operating assets and liabilities: Decrease (increase) in receivables 523,000 (258,400) Decrease in inventory 3,196,400 4,724,700 Decrease in prepaid expenses and other current assets and prepaid inventory purchases 1,074,000 1,091,100 Increase in rental deposits and other non current assets (512,100) (698,500) Decrease in accounts payable, accrued expenses, and other liabilities (2,683,000) (2,878,200) -------------- -------------- ~~Gross~~Total ~~profit~~adjustments ~~40.7~~4,081,300 ~~38.~~(7,802,200) ~~Selling~~-------------- ------------- Net cash (used in) provided by operating activities (882,300) ~~general~~135,700 ~~and~~Cash ~~administrative~~flow ~~expenses~~used ~~46.4~~in ~~50.0~~investing activities: Capital expenditures (221,800) (391,900) -------------- -------------- ~~Loss~~Net ~~from~~cash ~~operations~~used in investing activities (~~5.7~~221,800) (~~11.3~~391,900) ~~Interest~~Cash ~~expense~~flow ~~and~~provided ~~other~~by ~~income~~(used in) financing activities: Repayments on capital lease obligations (186,300) ~~net~~(352,900) 1.Borrowings under revolving credit facility 64,544,000 78,309,500 Repayments of revolving credit facility (66,608,000) (77,966,900) Advances from landlord 3,000,000 ~~1.5~~- -------------- -------------- ~~Loss~~Net ~~before~~cash ~~income~~provided ~~taxes~~by (~~7.0~~used in) financing activities 749,700 (~~12.8~~10,300) ~~Income~~Net ~~taxes~~decrease in cash and cash equivalents (~~0.0~~354,400) (~~0.0~~266,500) Cash and cash equivalents at beginning of period 480,200 392,700 -------------- -------------- ~~Net~~Cash ~~loss~~and ~~(7.0%)~~cash ~~(12.8%)~~equivalents at end of period $ 125,800 $ 126,200 ============== ==============

See accompanying notes. 4 TODAY'S MAN, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. Basis of Financial Statement Presentation The accompanying unaudited consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. All significant intercompany transactions and accounts have been eliminated in consolidation. In the opinion of management, all adjustments (consisting of normal recurring accruals and the store closing and other unusual charges disclosed in Note 3) considered necessary for a fair presentation have been included. Due to the seasonal nature of the Company's sales, operating results for the interim period are not necessarily indicative of results that may be expected for the fiscal year ending February 2, 2002. For further information, refer to the consolidated financial statements and footnotes thereto which are included in the Company's Annual Report on Form 10-K for the fiscal year ended February 3, 2001. 2. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. 3. Store Closings During the thirteen weeks ended April 29, 2000, the Company recorded store closing and other unusual charges of $3,987,600 to cover estimated lease terminations costs and asset impairment charges primarily related to store closings. As of August 4, 2001, $981,300 of these charges, have not been paid and are reported in accrued expenses and other current liabilities. 5 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Investment Considerations In analyzing whether to make, or to continue, an investment in the Company, investors should consider, among other factors, certain investment considerations more particularly described in "Item 1: Business - Investment Considerations" in the Company's Annual Report on Form 10-K for the year ended February 3, 2001, a copy of which can be obtained, without charge except for exhibits to the Report, upon written request to Mr. Frank E. Johnson, Executive Vice President and Chief Financial Officer, Today's Man, Inc., 835 Lancer Drive, Moorestown, New Jersey 08057. Safe Harbor Statement under Private Securities Litigation Reform Act of 1995 Certain statements in this Form 10-Q which are not historical facts, including, without limitation, statements as to the Company's plans for 2001 or as to management's beliefs, expectations, or opinions, are forward looking statements that involve risks and uncertainties and are subject to change at any time. Certain factors, including, without limitation the risk that the assumptions upon which the forward-looking statements are based ultimately may prove incorrect, risks relating to the Company's growth strategy, small store base and geographic concentration, the declining unit sales of men's tailored clothing, seasonality and global economic conditions, and the other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission, including, without limitation, its Annual Report on Form 10-K, can cause actual results and developments to be materially different from those expressed or implied by such forward-looking statements. See "Investment Considerations" above, for instructions on how to receive a copy of the Company's Annual Report. RESULTS OF OPERATIONS: ---------------------- The following table sets forth, as a percentage of net sales, certain items appearing in the consolidated statements of operations for the thirteen and twenty-six week periods ended August 4, 2001 and July 29, 2000, respectively.

6 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) THIRTEEN WEEKS ENDED AUGUST 4, 2001 AND JULY 29, 2000: ------------------------------------------------------ NET SALES. Net sales decreased $6,700,800 or 16.1% in the second quarter of fiscal 2001 compared to the year ago period. Comparative store sales decreased 9.4%. The decrease in net sales was a result of decline in foot traffic the Company has experienced. There were 25 and 28 superstores in operation at August 4, 2001 and July 29, 2000, respectively. GROSS PROFIT. Gross profit as a percentage of net sales increased to 40.5% for the second quarter of fiscal 2001 compared to 36.6% for second quarter of fiscal 2000. The increase in gross profit percentage was a result of the Company's strategy of higher initial mark-ups to accommodate pre-planned markdowns. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and administrative expenses decreased $502,500 or 3.0% in the second quarter of fiscal 2001, and increased as a percentage of sales to 47.4% from 40.9% in the second quarter of fiscal 2000. This dollar decrease is primarily attributable to a reduction in store payroll and credit card expenses as a result of operating 25 stores in the second quarter of fiscal 2001 versus 28 stores in the second quarter of fiscal 2000. INTEREST EXPENSE AND OTHER INCOME, NET. Interest expense, interest income and other expense, net decreased by $271,700 from the second quarter of fiscal 2000. The decrease in interest expense was attributable to the decreased amount of average borrowings incurred as well as the decrease in the interest rate charged under the Company's Amended Loan and Security Agreement with LaSalle Bank, N.A. (successor to Mellon Bank). The Company had average borrowings under its revolving credit facility of $16,180,500 during the second quarter of fiscal 2001 as compared to average borrowings of $21,545,800 under its revolving credit facility during the second quarter of fiscal 2000. The interest rate in effect was 7.88% as of August 4, 2001 as compared to 10.25% as of July 29, 2000. As a result of revolving credit borrowings, the Company recorded interest expense of $354,300 during the second quarter of fiscal 2001 as compared to $626,000 during the second quarter of fiscal 2000. TWENTY-SIX WEEKS ENDED AUGUST 4, 2001 AND JULY 29, 2000: -------------------------------------------------------- NET SALES. Net sales decreased $16,207,300 or 19.6% for the first six months of fiscal 2001 compared to the year ago period. Comparative store sales decreased 13.4%. The decrease in net sales was a result of the decline in foot traffic the Company has experienced. There were 25 and 28 superstores in operation at August 4, 2001 and July 29, 2000, respectively. GROSS PROFIT. Gross profit as a percentage of net sales increased to 40.6% for the first six months of 2001 compared to 37.7% for the first six months 2000. The increase in the gross profit percentage was a result of the Company's strategy of higher initial mark-ups to accommodate pre-planned markdowns. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and administrative expenses decreased $6,415,300 or 17.1% in the first six months of fiscal 2001, and increased as a percentage of sales to 46.9% from 45.4% in the comparable period of fiscal 2000. The sixth month period ended July 29, 2000 included $3,987,600 in store closing and other unusual charges for underperforming stores closed in fiscal 2000. Store payroll, rent and occupancy, and credit card expenses decreased $2,114,300 in the six month period ended August 4, 2001 as a result of operating 25 stores in the six month period ended August 4, 2001 versus 28 stores in the six month period ended July 29, 2000. 7 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) INTEREST EXPENSE AND OTHER INCOME, NET. Interest expense, interest income and other expense, net decreased by $460,000 from the first six months of fiscal 2000. The decrease in interest expense is attributable to the decreased amount of average borrowings incurred as well as the decrease in the interest rate charged under the Company's Amended Loan and Security Agreement with LaSalle Bank, N.A. (successor to Mellon Bank). The Company had average borrowings of $17,187,600 under its revolving credit facility during the six month period ended August 4, 2001 as compared to average borrowings of $22,905,400 for the six month period ended July 29, 2000. As a result of revolving credit borrowings the Company recorded interest expense of $771,700 for the six month period ended August 4, 2001 and $1,231,700 for the six month period ended August 4, 2001. LIQUIDITY AND CAPITAL RESOURCES ------------------------------- The Company's primary sources of working capital are cash flow from operations and borrowings under the revolving credit facility. At August 4, 2001, the Company had working capital of $15,048,000 as compared with $14,512,800 at February 3, 2001. On December 4, 1998, the Company entered into a Loan and Security Agreement with LaSalle Bank, N.A. (successor to Mellon Bank, N.A.), individually and as agent. The Loan and Security Agreement, as amended, provides for a $28.0 million revolving credit facility with a $15.0 million sublimit for letters of credit. The facility bears interest at 1.125% per annum above LaSalle's prime rate and expires on August 31, 2002. Availability under the revolver is determined by a formula based on inventory and credit card receivables, less applicable reserves. The amended agreement provides for an over-advance facility. The agreement contains financial covenants including tangible net worth, indebtedness to tangible net worth, maximum net loss per month and limitations on new store openings and capital expenditures as well as restrictions on the payment of dividends. The Company granted LaSalle Bank a lien on its tangible and intangible assets to secure this facility. Additionally, Mr. David Feld, Chairman of the Board and principal shareholder of the Company, provided additional collateral to secure the credit facility. On June 14, 2001, the Company and LaSalle Bank entered into Amendment 9 to the revolving credit facility. The amendment recasts certain of the Company's financial covenants and extends the term of the loan to August 31, 2002 from March 14, 2002. The permitted out-of-formula advances may not exceed $2,000,000 from February 28, 2001 to May 15, 2001. The overadvance facility is then reduced to $1,250,000 on May 16, 2001, $0 on June 16, 2001, increases to $2,000,000 on July 16, 2001, reduces to $1,500,000 on December 1, 2001, $1,000,000 on December 15, 2001, $500,000 on December 21, 2001, and expires on December 30, 2001. The Company must pay a termination fee of $1,050,000 if the facility is terminated after March 15, 2001 but on or before August 31, 2002. In January 2001, the Company retained investment banker Berwind Financial, L.P. to explore opportunities for raising additional capital and enhancing shareholder value. In fiscal 2000, the Company closed four under-performing stores. The Company also closed its e-commerce website, Todaysman.com. The closing of the four stores and e-commerce website resulted in a charge to operations in fiscal 2000 of approximately $6.3 million for the write-off of furniture and fixtures and the accrual of lease termination costs. 8 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) The Company has been substantially dependent upon borrowings under its credit facility to finance it operations and received an amended credit facility from LaSalle, which allows the Company additional liquidity through an over-advance facility until December 30, 2001 as discussed above. Additionally, the Company is in the process of implementing a plan to reverse the trend of losses noted above. Management's plans implemented thus far, as well as actions initiated that will continue into fiscal 2001, include the execution of the amended credit facility, a layoff of non-operating personnel in January 2001, the closing of four under-performing stores in fiscal 2000 and the closing of the e-commerce website. Management believes the Company's cash requirements in 2001 will be generated by operations and borrowings under the Company's credit facility. Management also believes that the actions initiated and its 2001 plans will result in the successful funding of its working capital and cash requirements while enabling the Company to meet its financial covenants under its credit facility. Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS -------------------------------------------------------------------- The Company is a retail company doing business within the United States. Its primary market risk is exposure to interest rates fluctuations on its debt instruments. The Company's bank revolving credit facility bears interest at variable rates. The variable interest rate is the rate in effect at the quarter ended August 4, 2001, and it fluctuates with the lending bank's prime rate. The change in interest expense of the Company's bank revolving credit facility resulting from a hypothetical 2% increase in interest rates would not be material. 9 PART II - OTHER INFORMATION Item 1. Legal Proceedings ----------------- None - not applicable Item 2. Changes in Securities and Use of Proceeds ----------------------------------------- None - not applicable Item 3. Defaults Upon Senior Securities ------------------------------- None - not applicable Item 4. Submission of Matters to a Vote of Shareholders ----------------------------------------------- The Annual Meeting of Shareholders of the Company was held on July 27, 2001. At the Annual Meeting, the shareholders elected David Feld and Neal J. Fox for a term of four years as described below: Name For Withheld Authority ---- --- ------------------ David Feld 23,450,340 257,373 Neal J. Fox 23,517,430 190,283 In addition, the terms of the following directors continued after the Annual Meeting: Bruce Weitz Larry Feld Verna Gibson Eli Katz Leonard Wasserman Item 5. Exhibits and Reports on Form 8-K -------------------------------- Exhibits 10.26 Ninth Amendment to Loan and Security Agreement with LaSalle Bank, N.A. (successor to Mellon Bank, N.A.) Reports on Form 8-K None - not applicable 10 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TODAY'S MAN, INC. (Registrant) Date: September 18, 2001 /s/David Feld ------------------------------ David Feld Chairman of the Board Date: September 18, 2001 /s/Bruce Weitz ------------------------------ Bruce Weitz President and Chief Executive Officer Date: September 18, 2001 /s/Frank E. Johnson ------------------------------ Frank E. Johnson Executive Vice President, Chief Financial Officer and Treasurer Principal Financial Officer Date: September 18, 2001 /s/Barry S. Pine ------------------------------ Barry S. Pine Vice President and Controller Principal Accounting Officer 11

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