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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number:001-31829 (Exact name of registrant as specified in its charter) incorporation or organization) 3438 Peachtree Road NE,Suite 1800Atlanta,Georgia30326 (Address of principal executive offices, including zip code) (678)791-1000(Registrant's telephone number, including area code)Securities registered pursuant to Section 12(b) of the Act:Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which RegisteredCommon stock, par value $0.01 per shareCRINew York Stock ExchangeIndicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange 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.YesxNo☐ reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.Large accelerated filerxAccelerated filer☐ Emerging growth company☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐Nox Item 1Financial StatementsUnaudited Condensed Consolidated Balance Sheets as of June 28, 2025, December 28, 2024 and June 29,2024Unaudited Condensed Consolidated Statements of Operations for the fiscal quarter and two fiscal Unregistered Sales of Equity Securities and Use of Proceeds Signatures $ $0.01$$0.25$ 4,408(90,922) Net effect of exchange rate changes on cash and cash equivalentsNet decrease in cash and cash equivalents $(74,743)$Cash and cash equivalents, beginning of period412,926Cash and cash equivalents, end of period$338,183$See accompanying notes to the unaudited condensed consolidated financial statements. (unaudited) Carter’s, Inc. and its wholly owned subsidiaries (collectively, the “Company”) design, source, and market branded childrenswearunder theCarter’s, OshKosh B’gosh(or “OshKosh”), Skip Hop, Child of Mine, Just One You, Simple Joys, Little Planet, Otter Avenue,and other brands. The Company’s products are sourced through contractual arrangements with manufacturers worldwide for wholesale Company’s retail stores and eCommerce sites that market its brand name merchandise and other licensed products manufactured byother companies.Our trademarks that are referred to in this Quarterly Report on Form 10-Q, includingCarter’s,OshKosh B’gosh,OshKosh,Skip Hop, NOTE 2 –BASIS OF PRESENTATION, RECENT ACCOUNTING PRONOUNCEMENTS, AND OTHERThe accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with regulations of the U.S. Securities and Exchange Commission (the “SEC”).All intercompany transactions and balances have beeneliminated in consolidation. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all normal and statement of shareholders’ equity, and cash flows of the Company for the interim periods presented. Except as otherwise disclosed, allsuch adjustments consist only of those of a normal recurring nature. Operating results for the fiscal quarter ended June28, 2025 are not necessarily indicative of the results that may be expected for the current fiscal year ending January3, 2026.The preparation of these unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management pursuant to the rules and regulations of the SEC and the instructions to Form 10-Q. The Company operates on a 52 or 53 week fiscal calendar. Fiscal 2025 will end on January3, 2026 and includes 53 weeks. Fiscal 2024 ended on December28, 2024 and included 52 weeks. The fiscal quarters ended June28, 2025 and June29, 2024 each includedAccounting PoliciesThe accounting policies the Company follows are set forth in its most recently filed Annual Report on Form 10-K. There have been no During the second quarter of fiscal 2025, the Company identified a triggering event related to the new tariffs enacted by the TrumpAdministration and the resulting unfavorable impact on the Company’s financial forecasts, as well as a sustained decrease in the Company’s stock price since the last impairment test conducted in the fourth quarter of fiscal 2024. As a result, the Companyperformed a quantitative impairment test on the goodwill ascribed to each of the Company’s reporting units and on the value of its indefinite-lived intangible tradename assets. The goodwill impairment assessment for each reporting unit was performed in accordance with ASC 350 and compares the carryingvalue of each reporting unit to its fair value. Consistent with prior practice, the Company uses a 50% weighting of the income approach and a 50% weighting of the market approach to dete