DESTINATION MATERNITY CORPORATION (NASDAQ:DEST) Files An 8-K Entry into a Material Definitive Agreement

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DESTINATION MATERNITY CORPORATION (NASDAQ:DEST) Files An 8-K Entry into a Material Definitive Agreement

Item1.01.

Entry Into a Material Definitive Agreement.

The information included under Item 2.03. Creation of a Direct
Financial Obligation or an Obligation Under an Off-Balance Sheet
Arrangement of a Registrant below is incorporated herein by
reference.

Item2.02. Results of Operations and Financial
Condition.

On April 13, 2017, Destination Maternity Corporation (the
Company) issued a press release and held a broadly accessible
conference call to discuss its financial results for the quarter
ended January28, 2017. A copy of the press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference. A
copy of the script read by management during the conference call
is attached hereto as Exhibit 99.2 and is incorporated herein by
reference.

The press release contained non-GAAP financial measures within
the meaning of the Securities and Exchange Commissions Regulation
G, including: (a)Adjusted EBITDA (operating income (loss) before
deduction for the following non-cash charges: (i)depreciation and
amortization expense; (ii)loss on impairment of tangible and
intangible assets; (iii)loss (gain) on disposal of assets; and
(iv)stock-based compensation expense), together with the
percentage of net sales represented by this measure; (b)Adjusted
EBITDA before other charges, together with the percentage of net
sales represented by this measure; and (c)Adjusted net income
(loss) (net income (loss) before certain charges or credits),
together with the per share-diluted amount represented by this
measure.

The Company believes that each of these non-GAAP financial
measures provides useful information about the Companys results
of operations and/or financial position to both investors and
management. Each non-GAAP financial measure is provided because
management believes it is an important measure of financial
performance used in the retail industry to measure operating
results, to determine the value of companies within the industry
and to define standards for borrowing from institutional lenders.
The Company uses each of these non-GAAP financial measures as a
measure of the performance of the Company. In addition, certain
of the Companys cash and equity incentive compensation plans are
based on the Companys level of achievement of Adjusted EBITDA
before other charges.

The Company provides these measures to investors to assist them
in performing their analysis of its historical operating results.
Each of these non-GAAP financial measures reflects a measure of
the Companys operating results before consideration of certain
charges and consequently, none of these measures should be
construed as an alternative to net loss or operating loss as an
indicator of the Companys operating performance, as determined in
accordance with generally accepted accounting principles. The
Company may calculate each of these non-GAAP financial measures
differently than other companies.

With respect to the non-GAAP financial measures discussed in the
press release, the Company has provided, within the financial
tables attached to such press release, a reconciliation of the
non-GAAP financial measures to the most directly comparable GAAP
financial measures.

The disclosure in this Current Report, including in the Exhibits
attached hereto, of any financial information shall not
constitute an admission that such information is material.

Item2.03. Creation of a Direct Financial Obligation or an
Obligation Under an Off-Balance Sheet Arrangement of a
Registrant.

On April7, 2017, the Company entered into (i)Amendment No.2 to
Amended and Restated Credit Agreement, relating to the Companys
$70,000,000 senior secured revolving credit facility (the Credit
Facility), (ii)Amendment No.2 to Term Loan Credit Agreement,
relating to the Companys $32,000,000 term loan agreement (the
Term Loan Agreement), and (iii)a Second Amendment to
Intercreditor Agreement relating to the intercreditor agreement
(the Intercreditor Agreement) between the agent under the Credit
Facility and the agent under the Term Loan Credit Agreement
(collectively, the Financing Amendments).

The Financing Amendments allow the Company to enter into certain
equipment financing arrangements, on the condition that a portion
of the proceeds of such financing be applied as a prepayment of
the Term Loan, and make certain adjustments to the reserves
imposed in connection with determining the amount that can be
borrowed under the Credit Facility. In the Financing Amendment to
the Term Loan Agreement, the parties also agreed to delete the
covenant requiring maintenance of a minimum level of Consolidated
EBITDA.

The foregoing description is not complete and is qualified in its
entirety by reference to the full text of the Financing
Amendments, copies of which are filed as Exhibits 10.1, 10.2 and
10.3 hereto, respectively, and incorporated herein by reference.

Item9.01 Financial Statements and Exhibits.

Exhibit No.

Description

10.1 Amendment No. 2 to Amended and Restated Credit Agreement,
dated as of April 7, 2017, by and among Wells Fargo Bank,
National Association, Destination Maternity Corporation, Cave
Springs, Inc., Mothers Work Canada, Inc. and DM Urban
Renewal, LLC.
10.2 Amendment No. 2 to Term Loan Credit Agreement, dated as of
April 7, 2017, by and among Wells Fargo Bank, National
Association, TPG Specialty Lending, Inc., Destination
Maternity Corporation, Cave Springs, Inc., Mothers Work
Canada, Inc., and DM Urban Renewal, LLC.
10.3 Second Amendment to Intercreditor Agreement, dated as of
April 7, 2017, by and among Wells Fargo Bank, National
Association, Destination Maternity Corporation, Cave Springs,
Inc., Mothers Work Canada, Inc. and DM Urban Renewal, LLC.
99.1 Press Release of the Company issued April 13, 2017.
99.2 Script for April 13, 2017 Earnings Release Conference Call.


About DESTINATION MATERNITY CORPORATION (NASDAQ:DEST)

Destination Maternity Corporation, formerly Mothers Work, Inc. is a designer and retailer of maternity apparel in the United States. The Company operates a chain of maternity apparel specialty stores. The Company operates through the design, manufacture, and sale of maternity apparel and related accessories segment. It operates approximately 1,815 retail locations, including over 540 stores in the United States, Canada and Puerto Rico, and approximately 1,280 leased departments located within department stores and baby specialty stores throughout the United States, in Puerto Rico and, in England. The Company sells merchandise on the Internet, primarily through its Motherhood.com, APeaInThePod.com and DestinationMaternity.com Websites. The Company also sells its merchandise through its Canadian Website, MotherhoodCanada.ca, through Amazon.com in the United States, and through Websites of certain of its retail partners.

DESTINATION MATERNITY CORPORATION (NASDAQ:DEST) Recent Trading Information

DESTINATION MATERNITY CORPORATION (NASDAQ:DEST) closed its last trading session down -0.04 at 3.96 with 75,934 shares trading hands.