Dress Barn’s interesting choice of words…

Definitions can be so pesky, especially when you’re curious about what a company meant by a particular word. The word “limited” appeared several times in the proxy that The Dress Barn, Inc. (DBRN) filed Nov. 18, but it was one particular use that caught our attention.

The context was the Executive Perquisites section on p. 56, where the company disclosed some of the benefits currently enjoyed by Michael W. Rayden. Rayden came to Dress Barn as part of the Tween Brands, Inc. aquisition, and it’s clear from the long-term, performance-based bonus plan referenced in the proxy that Dress Barn wants him to stick around through at least 2015. (Tween Brands operates a retail clothing and accessories store for girls ages 7-14 known as Justice.)

Here’s the snippet that caught our eye:

“In accordance with the terms of Mr. Rayden’s employment with Justice prior to it being acquired by the Company, Mr. Rayden continues to receive limited personal use of an aircraft while Mr. Rayden serves as CEO of Justice, subject to certain limitations on use and cost.”

Now “limited personal use” is actually a pretty subjective term. What some people might consider limited, others may not. And it turns out that Rayden’s “limited personal use” of the corporate plane added up to $171,341 – a number that doesn’t sound very restrained to us.

Of course, Justice is clearly important to Dress Barn’s bottom line, as evidenced by the fact that Justice’s contribution of $290.6 million in sales helped boost Dress Barn’s first quarter FY 2011 net sales results 77 percent over the same period last year. Net sales for Dress Barn, meanwhile, decreased 3 percent over the same period.

Maybe the high-flying perk is just one of the things that Dress Barn’s directors are doing to keep Rayden happy. Still, it hardly seems necessary: Rayden’s total comp last year was $6.1 million, not appreciably less than Dress Barn CEO/President David Jaffe’s total comp of $6.7 million. By way of comparison, the proxy notes that Jaffe was “…provided with one personal flight during fiscal 2010.” The cost to shareholders? That bill was a comparatively paltry $2,051. Now that’s what we’d call limited usage.

Image source: schnaars via flickr


See more of what’s in the filings: Check out FootnotedPro, where we highlight unusual opportunities and potential problems well in advance of the market. For more information or to inquire about a trial subscription, email us at