99 Cents Only Stores Reports Third Quarter Fiscal 2017 Results

Dec 9, 2016

CITY OF COMMERCE, Calif., Dec. 9, 2016 /PRNewswire/ --

99 Cents Only Stores LLC.

 

Third Quarter Fiscal 2017 Overview:

  • Net sales increased 1.8% to $500.1 million compared to the prior year
  • Same-store sales increased by 0.8%
  • Gross margin, as a percentage of net sales, increased to 29.0%, up from 26.8% in the prior year
  • Net loss was $37.0 million compared to net loss of $152.6 million in the prior year
  • Adjusted EBITDA1 was $8.6 million compared to $5.1 million in the prior year

99 Cents Only Stores LLC (the "Company") announced its financial results for the third quarter of fiscal 2017 ended October 28, 2016.

Geoffrey Covert, President and Chief Executive Officer, stated, "The third quarter was a productive period for 99 Cents Only Stores, highlighted by continued sales momentum, improved margins and strong year-over-year growth in Adjusted EBITDA. Net sales for the third quarter were $500.1 million, up 1.8% over the prior year period, with sales up 0.8% on a same-store basis. Importantly, Adjusted EBITDA of $8.6 million was up 68% compared to the prior year, representing our first quarter of year-over-year growth in Adjusted EBITDA since fiscal 2015. Underlying these improved results is a solid liquidity position that we believe will meet our current requirements and future growth objectives."

Mr. Covert continued, "Our performance provides strong evidence that our turnaround initiatives are on the right track, and our talented and capable management team continues to execute our strategy and drive value for our stakeholders."

Third Quarter Financial Results
For the third quarter of fiscal 2017, the Company's net sales increased 1.8%, to $500.1 million, compared to $491.5 million in the third quarter of fiscal 2016. Same-store sales increased 0.8% compared to the third quarter of fiscal 2016, with higher average ticket of 1.1% offset by lower customer traffic of 0.3%. The increase in same-store sales was primarily due to higher sales from fresh offerings, as a result of improved product availability and higher in-stock levels due to improvements in the allocation and replenishment system and the expansion of the Company's partnership with third party produce distributors. In addition, seasonal sales increased as a result of an enhanced assortment of merchandise and a uniform merchandising strategy.

Gross margin, as a percentage of net sales, was 29.0% in the third quarter of fiscal 2017, an increase of 220 basis points from the third quarter of fiscal 2016. Gross margin increased due to lower inventory shrinkage, higher product margin from lower inbound freight and duty costs as well as lower distribution and transportation costs. Selling, general and administrative expenses were $165.2 million, or 33.0% as a percentage of net sales, representing an increase of 310 basis points from the third quarter of fiscal 2016. The increase was primarily driven by an increase in the California minimum wage, higher performance-based compensation expenses and an estimated sales tax audit liability. Additionally, the prior year quarter included the one-time impact of a $5.4 million gain on sale of excess warehousing capacity, which benefitted last year's third quarter selling, general and administrative expenses by approximately 110 basis points.

During the third quarter of fiscal 2016, the Company recorded a $120.0 million non-cash goodwill impairment charge relating to the retail reporting unit. 

Net loss was $37.0 million in the third quarter of fiscal 2017 compared to net loss of $152.6 million for the third quarter of fiscal 2016. Net loss as a percentage of net sales was (7.4)% for the third quarter of fiscal 2017, compared to net loss of (31.1)% for the third quarter of fiscal 2016.  Adjusted EBITDA was $8.6 million in the third quarter of fiscal 2017, compared to $5.1 million in the third quarter of fiscal 2016. Adjusted EBITDA margin was 1.7% compared to 1.0% over the same period last year.

Year-to-Date Financial Results
For the first nine months of fiscal 2017, the Company's net sales increased 1.6% to $1,509.5 million, compared to $1,486.2 million in the first nine months of fiscal 2016. Same-store sales increased 0.6% driven by higher average ticket. Net loss was $97.3 million in the first nine months of fiscal 2017, compared to net loss of $229.6 million for the first nine months of fiscal 2016. Net loss as a percentage of total sales was (6.4)% for the first nine months of fiscal 2017, compared to net loss as a percentage of total sales of (15.4)% for the first nine months of fiscal 2016. Adjusted EBITDA was $27.1 million in the first nine months of fiscal 2017, compared to $37.1 million for the first nine months of fiscal 2016. Adjusted EBITDA margin was 1.8% for the first nine months of fiscal 2017, compared to 2.5% for the first nine months of fiscal 2016.

Store Openings
The Company did not open any new stores during the third quarter of fiscal 2017. As of the end of the third quarter of fiscal 2017, the Company operated 394 stores, an increase of 1.3% in store count over the same period of last year.

Fiscal 2017 Outlook
The Company is reiterating the following previously issued outlook for fiscal 2017:

  • Positive same-store sales growth
  • Substantial year-over-year increase in Adjusted EBITDA, and a substantial decrease in net loss over the same period
  • 5 new store openings

The Company is revising the following previously issued outlook for fiscal 2017 to reflect changes in its full year capital expenditure outlook, primarily due to the expansion of its store refresh initiative in Phoenix, an option to purchase a piece of surplus real estate and additional expenditures on store signage and maintenance:

  • Capital expenditures of approximately $45-$47 million.

The capital expenditures guidance excludes anticipated expenditures associated with the rebuild of one store in the Los Angeles area that was impacted by a fire in May 2016. The Company expects to recover a substantial portion of the expenditures through insurance reimbursements.

In the fourth quarter of fiscal 2017, the Company expects to close five stores in California upon the expiration of their leases.

CONFERENCE CALL DETAILS
The Company's conference call to discuss its third quarter of fiscal 2017 and the other matters described in this release is scheduled for Friday, December 9, 2016 at 10:00 a.m. Pacific Time (1:00 p.m. Eastern Time).

The live Third Quarter Fiscal 2017 Earnings Conference Call can be accessed by dialing 1-877-407-3982 (domestic) or 1-201-493-6780 (international). Please phone in approximately 10 minutes before the call is scheduled to begin and hold for an operator to assist you.  Please inform the operator that you are calling in for 99 Cents Only Stores' Fiscal 2017 Third Quarter Earnings Conference Call, and be prepared to provide the operator with your name, company name, position and the conference ID: 13650176. The call will also be broadcast live over the Internet, accessible through the Investor Relations section of the Company's website at www.99only.com/investor-relations.

A telephonic replay of the call will be available beginning Friday, December 9, 2016, at 4:00 p.m. Eastern Time, through Friday, December 23, 2016, at 11:59 p.m. Eastern Time. To access the replay, dial 1-844-512-2921 (domestic) or 1-412-317-6671 (international) and enter the replay pin number: 13650176. A replay of the webcast will also be available for 60 days upon completion of the conference call, accessible through the Investor Relations section of the Company's website at www.99only.com/investor-relations.

A copy of this earnings release and supplemental slides will be available prior to the call, accessible through the Investor Relations section of the Company's website at www.99only.com/investor-relations.

Non-GAAP Financial Measures
The Company defines EBITDA as net income before interest expense (income) and other financial costs, income taxes, depreciation and amortization.  Adjusted EBITDA is defined as EBITDA for the relevant period as adjusted by the following amounts: non-cash adjustments to reserve balances, stock-based compensation, fees and expenses related to the Merger (as defined below), legal settlements, non-ordinary course store closures, and other non-cash or one-time items.  Adjusted EBITDA margin is Adjusted EBITDA divided by total sales.  Adjusted EBITDA and Adjusted EBITDA margin as presented herein, are supplemental measures of the Company's performance that are not required by, or presented in accordance with, generally accepted accounting principles in the United States of America ("GAAP").  The Company's management uses EBITDA, Adjusted EBITDA and Adjusted EBITDA margin to assess its performance and that of its competitors.  In addition, Adjusted EBITDA is used to determine the Company's compliance and ability to take certain actions under the covenants contained in the Company's debt instruments.  EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are not measures of the Company's financial performance under GAAP and should not be considered in isolation or as alternatives to net income, operating income or any other performance measures derived in accordance with GAAP, as measures of operating performance or operating cash flows or as measures of liquidity.

Merger and Conversion to LLC
On January 13, 2012, 99¢ Only Stores was acquired by affiliates of Ares Management LLC, Canada Pension Plan Investment Board and the Gold-Schiffer family.  The acquisition is referred to as the "Merger." Effective October 18, 2013, 99¢ Only Stores converted from a California corporation to a California limited liability company, 99 Cents Only Stores LLC.  The term the "Company" refers to 99¢ Only Stores and its consolidated subsidiaries prior to the conversion date and to 99 Cents Only Stores LLC and its consolidated subsidiaries on or after the conversion date.

About 99 Cents Only Stores
Founded in 1982, 99 Cents Only Stores LLC is the leading operator of extreme value stores in California and the Southwestern United States. The Company currently operates 394 stores located in California, Texas, Arizona and Nevada. 99 Cents Only Stores LLC offers a broad assortment of name brand and other attractively priced merchandise and compelling seasonal product offerings. For more information, visit www.99only.com

Investor Contact:
Addo Investor Relations
Lasse Glassen
(424) 238-6249
lglassen@addoir.com


______________________

1  

EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are financial measures that are considered "non-GAAP financial measures" under the Securities and Exchange Commission regulations.  The definitions of, an explanation of how and why the Company uses, and a reconciliation to the most directly comparable GAAP measure of, these non-GAAP measures are included in this press release.

### Tables to Follow ###

The following tables reconcile EBITDA and Adjusted EBITDA to net loss for the periods indicated:


For the Third Quarter Ended


October 28,

2016


October 30,

2015


(In thousands)


(Unaudited)





Net loss

$         (36,991)


$      (152,636)

Interest expense, net

16,913


16,549

Provision for income taxes

21


607

Depreciation and amortization

18,292


16,955





EBITDA

$           (1,765)


$       (118,525)

Stock-based compensation (a)

155


48

Purchase accounting effect on leases (b)

721


624

Goodwill impairment (c)


120,000

Impairment of long-lived assets (d)

491


32

Cost of sales adjustments (e)

824


905

Inventory adjustments (f)

241


597

Employee related expenses (g)

3,742


2,379

Real estate projects termination charges (h)


116

Professional and consultant fees (i)

990


366

Gain on sales of assets (j)

(189)


(5,503)

Promotional adjustments (k)


3,660

Other (l)

3,401


440





Adjusted EBITDA

$             8,611


$             5,139







(a)   

Represents stock-based compensation expense incurred in connection with various stock-based compensation plans in which certain Company employees have participated.

(b)  

Represents purchase accounting effect on rent revenue and rent expense.

(c)   

Represents goodwill impairment charge related to the retail reporting unit.

(d)   

Represents non-cash impairment charges related to an asset held for sale, stores to be closed and fixtures to be disposed in fiscal 2017 and an impairment of equipment for fiscal 2016.

(e)   

Represents lower of cost or market adjustments, close-out inventory write-offs and other.

(f)    

Represents charges related to excess and obsolescence reserve and other.

(g)  

Represents expenses related to severance for former employees, signing and retention bonuses and other employee related expenses.

(h)  

Represents charges related to previously capitalized store real-estate development costs expensed upon termination of related projects.

(i)    

Represents professional and consultant fees.

(j)    

Represents amortization of gain related to sale-leaseback arrangements and net gain/loss on the sale of non-core assets.

(k)  

Represents promotions aimed at profitability improvement.

(l)    

Represents non-cash or other charges and income, including professional fees, legal reserve adjustments, prior year property and sales tax assessments, insurance reimbursements and other.

 

The following tables reconcile EBITDA and Adjusted EBITDA to net loss for the periods indicated:


For the First Three Quarters
  Ended


October 28,

2016


October 30,

2015


(In thousands)


(Unaudited)





Net loss

$         (97,270)


$      (229,566)

Interest expense, net

50,185


49,299

Provision for income taxes

146


32,569

Depreciation and amortization

52,687


50,510





EBITDA

$              5,748


$        (97,188)

Stock-based compensation (a)

543


1,455

Purchase accounting effect on leases (b)

2,147


1,891

Goodwill impairment (c)


120,000

Impairment of long-lived assets (d)

491


510

Cost of sales adjustments (e)

824


905

Inventory adjustments (f)

1,827


597

Employee related expenses (g)

6,938


5,987

Real estate projects termination charges (h)

11


2,949

Professional and consultant fees (i)

2,735


507

Gain on sales of assets (j)

(112)


(5,599)

Promotional adjustments (k)


3,660

Loss on extinguishment (l)

335


Other (m)

5,661


1,411





Adjusted EBITDA

$           27,148


$          37,085







(a)   

Represents stock-based compensation expense incurred in connection with various stock-based compensation plans in which certain Company employees have participated.

(b)  

Represents purchase accounting effect on rent revenue and rent expense.

(c)   

Represents goodwill impairment charge related to the retail reporting unit.

(d)   

Represents non-cash impairment charges related to an asset held for sale, stores to be closed and fixtures to be disposed in fiscal 2017 and an impairment of equipment and underperforming store in Texas in fiscal 2017.

(e)   

Represents lower of cost or market adjustments, close-out inventory write-offs and other.

(f)    

Represents charges related to excess and obsolescence reserve and other

(g)   

Represents expenses related to severance for former employees, signing and retention bonuses and other employee related expenses.

(h)   

Represents charges related to previously capitalized store and distribution center real-estate development costs expensed upon termination of related projects.

(i)    

Represents professional and consultant fees.

(j)    

Represents amortization of gain related to sale-leaseback arrangements and net gain/loss on the sale of non-core assets.

(k)    

Represents promotions aimed at profitability improvement.

(l)     

Represents loss on extinguishment of debt from amendment of the asset based lending facility in the first quarter of fiscal 2017.

(m)  

Represents non-cash or other charges and income, including professional fees, legal reserve adjustments, prior year property and sales tax assessments, insurance reimbursements and other.

 

99 CENTS ONLY STORES LLC
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)






October 28,

2016


January 29,

2016(1)


(Unaudited)



ASSETS




Current Assets:




Cash

$            2,426


$         2,312

Accounts receivable, net of allowance for doubtful accounts of $117 and $140 at October 28, 2016 and January 29, 2016, respectively

3,142


1,674

Income taxes receivable

2,235


3,665

Inventories, net

188,380


196,651

Assets held for sale

4,903


2,308

Other

11,293


18,570

Total current assets

212,379


225,180

Property and equipment, net

522,002


542,570

Deferred financing costs, net

3,992


916

Intangible assets, net

448,830


453,242

Goodwill

387,772


387,772

Deposits and other assets

8,384


7,352

Total assets

$      1,583,359


$   1,617,032





LIABILITIES AND MEMBER'S EQUITY




Current Liabilities:




Accounts payable

$           88,049


$      79,197

Payroll and payroll-related

22,034


18,421

Sales tax

15,002


13,314

Other accrued expenses

54,244


39,520

Workers' compensation

75,542


76,389

Current portion of long-term debt

6,138


6,138

Current portion of capital and financing lease obligations

30,251


989

Total current liabilities

291,260


233,968

Long-term debt, net of current portion

868,382


875,843

Unfavorable lease commitments, net

4,426


5,746

Deferred rent

29,717


29,333

Deferred compensation liability

774


709

Capital and financing lease obligation, net of current portions

46,856


34,817

Deferred income taxes

163,045


163,045

Other liabilities

7,011


5,118

Total liabilities

1,411,471


1,348,579





Commitments and contingencies




Member's Equity:




Member units – 100 units issued and outstanding at October 28, 2016 and January 29, 2016

550,769


550,226

Investment in Number Holdings, Inc. preferred stock

(19,200)


(19,200)

Accumulated deficit

(359,681)


(262,411)

Other comprehensive loss


(162)

Total equity

171,888


268,453

Total liabilities and equity

$      1,583,359


$ 1,617,032







(1)

The Consolidated Balance Sheet as of January 29, 2016  was retrospectively adjusted to reflect the adoption of Accounting Standards Update ("ASU") No. 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs" and ASU No. 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes" in the first quarter of fiscal 2017.

 

99 CENTS ONLY STORES LLC
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands)
(Unaudited)








 

For the Third Quarter Ended


For the First Three Quarters Ended


October 28,

 2016


October 30,

 2015


October 28,

 2016


October 30,

2015









Net Sales:








99¢ Only Stores

$           489,900


$           480,547


$        1,479,126


$     1,452,682

Bargain Wholesale

10,244


10,918


30,405


33,474

Total sales

500,144


491,465


1,509,531


1,486,156

Cost of sales

354,982


359,796


1,074,202


1,061,989

Gross profit

145,162


131,669


435,329


424,167

Selling, general and administrative expenses

165,219


147,149


481,933


451,865

Goodwill impairment


120,000



120,000

Operating loss

(20,057)


(135,480)


(46,604)


(147,698)

Other (income) expense:








Interest income

(7)



(45)


(3)

Interest expense

16,920


16,549


50,230


49,302

Loss on extinguishment



335


  Total other expense, net

16,913


16,549


50,520


49,299

Loss before provision for income taxes

(36,970)


(152,029)


(97,124)


(196,997)

Provision for income taxes

21


607


146


32,569

Net loss

$           (36,991)


$      (152,636)


$        (97,270)


$      (229,566)









 

99 CENTS ONLY STORES LLC
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)




For the First Three Quarters Ended


October 28,

2016


October 30,

2015





Cash flows from operating activities:




Net loss

$           (97,270)


$         (229,566)

Adjustments to reconcile net loss to net cash provided by operating activities:




Depreciation

51,375


49,179

Amortization of deferred financing costs and accretion of OID

4,457


3,542

Amortization of intangible assets

1,312


1,332

Amortization of favorable/unfavorable leases, net

1,802


1,322

Gain on disposal of fixed assets

(564)


(5,497)

Loss on interest rate hedge

514


1,119

Goodwill impairment


120,000

Loss on extinguishment of debt

335


Long-lived assets impairment

491


509

Deferred income taxes


31,704

Stock-based compensation

543


1,456

Changes in assets and liabilities associated with operating activities:




Accounts receivable

(1,468)


141

Inventories

8,271


29,804

Deposits and other assets

5,202


3,487

Accounts payable

8,190


(22,433)

Accrued expenses

19,781


3,270

Accrued workers' compensation

(847)


(1,786)

Income taxes

1,322


9,371

Deferred rent

1,339


3,266

Other long-term liabilities

3,146


1,607

 Net cash provided by operating activities

7,931


1,827





Cash flows from investing activities:




Purchases of property and equipment

(35,273)


(55,710)

Proceeds from sale of property and fixed assets

617


22,320

Insurance recoveries for replacement assets

937


Net cash used in investing activities

(33,719)


(33,390)





Cash flows from financing activities:




Payments of long-term debt

(4,604)


(4,604)

Proceeds under revolving credit facility

168,500


404,050

Payments under revolving credit facility

(174,500)


(385,350)

Payments of debt issuance costs

(4,725)


(487)

Proceeds from financing lease obligations

41,993


8,666

Payments of capital and financing lease obligations

(762)


(143)

Payments to repurchase stock options of Number Holdings, Inc


(390)

Net settlement of stock options of Number Holdings, Inc. for tax withholdings


(57)

Net cash provided by financing activities

25,902


21,685

Net increase (decrease) in cash

114


(9,878)

Cash - beginning of period

2,312


12,463

Cash - end of period

$               2,426


$                2,585





 

Safe Harbor Statement

The Company has included statements in this release that constitute "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act, as amended, and Section 27A of the Securities Act of 1933, as amended. As a general matter, forward-looking statements are those focused on future or anticipated events or trends, expectations and beliefs including, among other things, (a) trends affecting the financial condition or results of operations of the Company and (b) the business and growth strategies of the Company (including the Company's store opening growth rate) that are not historical in nature.  Such statements are intended to be identified by using words such as "believe," "expect," "intend," "estimate," "anticipate," "will," "project," "plan" and similar expressions in connection with any discussion of future operating or financial performance. Any forward-looking statements are and will be based upon the Company's then-current expectations, estimates and assumptions regarding future events and are applicable only as of the dates of such statements. Readers are cautioned not to put undue reliance on such forward-looking statements. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and actual results may differ materially from those projected in this release for the reasons, among others, discussed in the reports and other documents the Company files from time to time with the Securities and Exchange Commission, the "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" sections contained in the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 2016. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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SOURCE 99 Cents Only Stores