-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UvS9YaoPBhKISng4nYzxB1ePQdNc8ckxh3qWS90omHH/8uebozhjrdAiFmKacoMK twHFLgs5bryhUGyVtmFpDw== 0001010192-05-000147.txt : 20051123 0001010192-05-000147.hdr.sgml : 20051123 20051123125356 ACCESSION NUMBER: 0001010192-05-000147 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20051117 ITEM INFORMATION: Material Impairments FILED AS OF DATE: 20051123 DATE AS OF CHANGE: 20051123 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEST MARINE INC CENTRAL INDEX KEY: 0000912833 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 770355502 STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22512 FILM NUMBER: 051223902 BUSINESS ADDRESS: STREET 1: 500 WESTRIDGE DR CITY: WATSONVILLE STATE: CA ZIP: 95076-4100 BUSINESS PHONE: 4087282700 MAIL ADDRESS: STREET 1: 500 WESTRIDGE DRIVE CITY: WATSONVILLE STATE: CA ZIP: 95076 8-K 1 wm8k-9.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 17, 2005 West Marine, Inc. ---------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-22512 77-0355502 ----------------- --------------- ------------------ (State or other (Commission File (I.R.S. Employer jurisdiction of Number) Identification No.) incorporation) 500 Westridge Drive 95076 Watsonville, California -------------------------------- ------------ (Address of principal executive offices) (Zip Code) (831) 728-2700 ----------------------- (Registrant's telephone number, including area code) 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)) Item 2.06. Material Impairments. On November 17, 2005, the Board of Directors of West Marine, Inc. resolved to phase out West Marine's use of the BoatU.S. trade name in its stores, based upon management's determination that the conversion of nearly all of West Marine's BoatU.S.-branded stores to West Marine-branded stores will reduce some costs and allow West Marine to operate more efficiently. As a result of the phase-out of the BoatU.S. trade name, West Marine will be required to recognize a non-cash impairment charge to non-current assets of approximately $2.0 million in the fourth quarter of 2005. West Marine's rebranding of its BoatU.S.-branded stores also is expected to result in approximately $1.3 million of future cash expenditures by West Marine, primarily to replace BoatU.S. signage and promotional materials. Special Note Regarding Forward-Looking Statements This Form 8-K includes "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, including forward-looking statements concerning expectations and statements that are predictive or express expectations that depend on future events or conditions that affect financial performance and that involve a number of risks and uncertainties. These forward-looking statements include, among other things, statements that relate to West Marine's future plans and expectations and similar projections, as well as facts and assumptions underlying these statements or projections. Actual results may differ materially from the expectations expressed or implied in these forward-looking statements due to various risks, uncertainties or other factors. Risks and uncertainties include West Marine's ability to maintain revenues, customer traffic and brand loyalty at BoatU.S. stores that are rebranded as West Marine stores, cash expenditures associated with the BoatU.S. rebranding that may exceed West Marine's current expectations and other risk factors described from time to time in West Marine's filings with the Securities and Exchange Commission, including West Marine's quarterly report on Form 10-Q for the period ended October 1, 2005. Except as required by applicable law, West Marine assumes no responsibility to update any forward-looking statements as a result of new information, future events or otherwise. SIGNATURE 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 hereunto duly authorized. WEST MARINE, INC. Date: November 23, 2005 By: /s/ Eric Nelson ------------------------------ Eric Nelson Senior Vice President and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----