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8-K - FORM 8-K - CLAIRES STORES INC | d508165d8k.htm |
Exhibit 99.1
NEWS BULLETIN
RE: CLAIRES STORES, INC.
2400 WEST CENTRAL ROAD, HOFFMAN ESTATES, ILLINOIS 60192
CLAIRES STORES, INC. REPORTS FISCAL 2012
FOURTH QUARTER AND FULL YEAR RESULTS
CHICAGO, March 20, 2013. Claires Stores, Inc. (the Company) is one of the worlds leading specialty retailers of fashionable jewelry and accessories for young women, teens, tweens, and kids. The Company today reported its financial results for the fiscal 2012 fourth quarter and fiscal year, which ended February 2, 2013.
Fourth Quarter Results
The Company reported net sales of $493.4 million for the fiscal 2012 fourth quarter, an increase of $58.5 million, or 13.4% compared to the fiscal 2011 fourth quarter. Fiscal 2012 fourth quarter included 14 weeks of operations compared to fiscal 2011 fourth quarter which included 13 weeks. Net sales for the additional week of operations were $23.6 million. The balance of the sales increase was attributable to an increase in same store sales, new store sales, increases in shipments to franchisees, and foreign currency translation effect of our non-U.S. sales, partially offset by the effect of store closures. Excluding the extra week of net sales in fiscal 2012 fourth quarter, net sales would have increased 8.0% or 7.6%, excluding the impact from foreign currency exchange rate changes.
During fiscal 2012 fourth quarter, the Company entered two new countries, opening three stores in China and two stores in Italy.
Consolidated same store sales increased 5.4% for the 13 weeks ended January 26, 2013 compared to the 13 weeks ended January 28, 2012, with North America same store sales increasing 5.9%, and Europe same store sales increasing 4.4%. Our first quarter consolidated quarter-to-date same store sales performance is currently in the low to mid positive single digits. We compute same store sales on a local currency basis, which eliminates any impact from changes in foreign exchange rates and the additional week.
Gross profit percentage increased 180 basis points to 54.5% during the fiscal 2012 fourth quarter compared to 52.7% during the prior year quarter. Excluding the additional week of operations, the gross profit percentage increased 140 basis points to 54.1%. This increase in gross profit percentage consisted of a 150 basis point decrease in occupancy costs and a 10 basis point decrease in buying and buying-related costs, partially offset by a 20 basis points decrease in merchandise margin. The improvement in occupancy rate resulted primarily from the leveraging effect of an increase in same store sales. The decrease in merchandise margin resulted primarily from an increase in shrink and a reduction in initial markup.
Selling, general and administrative expenses increased $19.0 million, or 15.4%, and was 50 basis points higher as a percentage of sales compared to the fiscal 2011 fourth quarter. Excluding the additional week of operations and an unfavorable $0.3 million foreign currency translation effect, selling, general and administrative expenses would have increased $10.4 million, or 20 basis points as a percentage of sales. The majority of this increase was due to compensation related expenses, such as non-cash stock compensation, bonuses and salaries.
Adjusted EBITDA for the 14 weeks ended February 2, 2013 was $129.6 million compared to $102.7 million in the 13 week fiscal 2011 fourth quarter. Adjusted EBITDA for the additional week of operations was $6.2 million. The Company defines Adjusted EBITDA as earnings before provision for income taxes, gain (loss) on early debt extinguishment, net interest expense, impairment, and depreciation and amortization. Adjusted EBITDA excludes severance, management fees, the impact of transaction-related costs and other non-recurring or non-cash expenses, and normalizing occupancy costs for certain rent-related adjustments. Net income for the 2012 fourth quarter was $42.2 million. A reconciliation of net income to Adjusted EBITDA is provided below.
At February 2, 2013, cash and cash equivalents were $167.0 million. The Companys Amended $115 million Revolving
Credit Facility remains undrawn. The fiscal 2012 fourth quarter cash balance increase of $104.3 million consisted of positive impacts of $129.6 million of Adjusted EBITDA and $44.0 million from seasonal working capital and reductions for $38.5 million of cash interest, $25.4 million of capital expenditures, and $5.4 million of tax payments and other cash items.
Fiscal 2012 Results
Net sales in fiscal 2012 were $1,557.0 million, an increase of $61.1 million, or 4.1%, compared to 2011. Fiscal 2012 included 53 weeks of operations compared to 52 weeks in Fiscal 2011. Excluding the extra week of net sales in Fiscal 2012, net sales would have increased 2.5% or 4.3%, excluding the impact from foreign currency exchange rate changes. Consolidated same store sales increased 1.8% for the 52 weeks ended January 26, 2013 compared to the 52 weeks ended January 28, 2012, with North America same stores increasing 1.9% and Europe same stores increasing 1.7%.
Adjusted EBITDA for the 53 weeks ended February 2, 2013 was $308.0 million, compared to $274.7 million in fiscal 2011 which consisted of 52 weeks. Net income for fiscal 2012 was $1.3 million. A reconciliation of net income to Adjusted EBITDA is provided below.
Store Count as of: |
February 2, 2013 | October 27, 2012 | January 28, 2012 | |||||||||
North America |
1,921 | 1,939 | 1,953 | |||||||||
Europe |
1,161 | 1,149 | 1,118 | |||||||||
China |
3 | | | |||||||||
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Subtotal Company-Owned |
3,085 | 3,088 | 3,071 | |||||||||
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Franchise |
392 | 381 | 381 | |||||||||
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Total |
3,477 | 3,469 | 3,452 | |||||||||
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Conference Call Information
The Company will host its fourth quarter conference call on March 21, 2013 at 10:00 am. (EDT). The call-in number is 210-839-8081 and the password is Claires. A replay will be available through April 21, 2013. The replay number is 800-391-9851 and the password is 6582. The conference call is also being webcast and archived until April 21, 2013 on the Companys corporate website at http://www.clairestores.com, where it can be accessed by clicking on the Events link located under Financial Information for a replay or download as an MP3 file.
Company Overview
Claires Stores, Inc. is one of the worlds leading specialty retailers of fashionable jewelry and accessories for young women, teens, tweens and girls ages 3 to 35. The Company operates through its two store concepts: Claires® and Icing®. As of February 2, 2013, Claires Stores, Inc. operated 3,085 stores in North America, Europe, and China. The Company also franchised 392 stores in Japan, the Middle East, Turkey, Greece, Guatemala, Malta, Ukraine, Mexico, India, Dominican Republic, El Salvador, Venezuela, Panama, Honduras, and Indonesia. More information regarding Claires Stores is available on the Companys corporate website at http://www.clairestores.com.
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Forward-looking Statements
This press release contains forward-looking statements which represent the Companys expectations or beliefs with respect to future events. Statements that are not historical are considered forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated. Those factors include, without limitation: changes in consumer preferences and consumer spending; competition; our level of indebtedness; general economic conditions; general political and social conditions such as war, political unrest and terrorism; natural disasters or severe weather events; currency fluctuations and exchange rate adjustments; uncertainties generally associated with the specialty retailing business, such as decreases in mall traffic due to high gasoline prices or other general economic conditions; disruptions in our supply of inventory; inability to increase same store sales; inability to renew, replace or enter into new store leases on favorable terms; increase in our cost of merchandise; significant increases in our merchandise markdowns; inability to grow our store base in Europe and China or expand our international franchising operations; inability to design and implement new information systems or disruptions in adapting our information systems to allow for e-commerce sales; delays in anticipated store openings or renovations; uncertainty that definitive financial results may differ from preliminary financial results due to, among other things, final U.S. GAAP adjustments; results from any future asset impairment analysis; changes in applicable laws, rules and regulations, including changes in federal, state or local regulations governing the sale of our merchandise, particularly regulations relating to the content in our merchandise, general employment laws, including laws relating to overtime pay and employee benefits, health care laws, tax laws and import laws; product recalls; loss of key members of management; increases in the cost of labor; labor disputes; unwillingness of vendors and service providers to supply goods or services pursuant to historical customary credit arrangements; increases in the cost of borrowings; unavailability of additional debt or equity capital; and the impact of our substantial indebtedness on our operating income and our ability to grow. These and other applicable risks, cautionary statements and factors that could cause actual results to differ from the Companys forward-looking statements are included in the Companys filings with the SEC, specifically as described in the Companys Annual Report on Form 10-K for the fiscal year ended January 28, 2012 filed with the SEC on April 4, 2012. The Company undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events or circumstances. The historical results contained in this press release are not necessarily indicative of the future performance of the Company.
Additional Information
Note: Other Claires Stores, Inc. press releases, a corporate profile and the most recent Form 10-K and Form 10-Q reports are available on Claires business website at: http://www.clairestores.com.
Contact Information
J. Per Brodin, Executive Vice President and Chief Financial Officer
Phone: (847) 765-1100 or E-mail, investor.relations@claires.com
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CLAIRES STORES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF OPERATIONS
(In thousands)
FOURTH FISCAL QUARTER
Three Months Ended February 2, 2013 |
Three Months Ended January 28, 2012 |
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Net sales |
$ | 493,398 | $ | 434,907 | ||||
Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) |
224,544 | 205,529 | ||||||
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Gross profit |
268,854 | 229,378 | ||||||
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Other expenses: |
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Selling, general and administrative |
143,132 | 124,051 | ||||||
Depreciation and amortization |
16,647 | 18,218 | ||||||
Severance and transaction-related costs |
1,660 | 5,979 | ||||||
Other income, net |
(3,451 | ) | (3,544 | ) | ||||
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157,988 | 144,704 | |||||||
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Operating income |
110,866 | 84,674 | ||||||
Gain on early debt extinguishment |
| 1,937 | ||||||
Interest expense, net |
60,854 | 42,362 | ||||||
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Income before income tax expense |
50,012 | 44,249 | ||||||
Income tax expense |
7,806 | 4,775 | ||||||
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Net income |
$ | 42,206 | $ | 39,474 | ||||
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YEAR TO DATE
Twelve
Months Ended February 2, 2013 |
Twelve
Months Ended January 28, 2012 |
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Net sales |
$ | 1,557,020 | $ | 1,495,900 | ||||
Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) |
755,996 | 724,775 | ||||||
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Gross profit |
801,024 | 771,125 | ||||||
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Other expenses: |
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Selling, general and administrative |
503,254 | 504,360 | ||||||
Depreciation and amortization |
64,879 | 68,753 | ||||||
Severance and transaction-related costs |
2,828 | 6,928 | ||||||
Other income, net |
(6,105 | ) | (1,254 | ) | ||||
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564,856 | 578,787 | |||||||
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Operating income |
236,168 | 192,338 | ||||||
Gain (loss) on early debt extinguishment |
(9,707 | ) | 6,405 | |||||
Interest expense, net |
210,797 | 176,475 | ||||||
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Income before income tax expense |
15,664 | 22,268 | ||||||
Income tax expense |
14,382 | 10,636 | ||||||
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Net income |
$ | 1,282 | $ | 11,632 | ||||
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CLAIRES STORES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
February 2, 2013 | January 28, 2012 | |||||||
(In thousands, except share and per share amounts) | ||||||||
ASSETS |
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Current assets: |
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Cash and cash equivalents and restricted cash of $0 and $4,350, respectively |
$ | 166,956 | $ | 174,374 | ||||
Inventories |
157,549 | 142,104 | ||||||
Prepaid expenses |
19,701 | 20,010 | ||||||
Other current assets |
29,621 | 25,423 | ||||||
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Total current assets |
373,827 | 361,911 | ||||||
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Property and equipment: |
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Furniture, fixtures and equipment |
234,209 | 207,620 | ||||||
Leasehold improvements |
312,789 | 281,774 | ||||||
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546,998 | 489,394 | |||||||
Less accumulated depreciation and amortization |
(325,618 | ) | (281,874 | ) | ||||
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221,380 | 207,520 | |||||||
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Leased property under capital lease: |
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Land and building |
18,055 | 18,055 | ||||||
Less accumulated depreciation and amortization |
(2,708 | ) | (1,805 | ) | ||||
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15,347 | 16,250 | |||||||
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Goodwill |
1,550,056 | 1,550,056 | ||||||
Intangible assets, net of accumulated amortization of $57,672 and $49,270, respectively |
547,433 | 549,768 | ||||||
Deferred financing costs, net of accumulated amortization of $27,156 and $55,818, respectively |
41,381 | 33,025 | ||||||
Other assets |
49,848 | 44,495 | ||||||
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2,188,718 | 2,177,344 | |||||||
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Total assets |
$ | 2,799,272 | $ | 2,763,025 | ||||
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LIABILITIES AND STOCKHOLDERS DEFICIT |
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Current liabilities: |
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Trade accounts payable |
$ | 73,445 | $ | 60,704 | ||||
Income taxes payable |
10,508 | 10,228 | ||||||
Accrued interest payable |
68,254 | 31,859 | ||||||
Accrued expenses and other current liabilities |
99,529 | 104,525 | ||||||
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Total current liabilities |
251,736 | 207,316 | ||||||
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Long-term debt |
2,373,366 | 2,386,382 | ||||||
Obligation under capital lease |
17,232 | 17,290 | ||||||
Deferred tax liability |
120,968 | 120,452 | ||||||
Deferred rent expense |
29,859 | 28,861 | ||||||
Unfavorable lease obligations and other long-term liabilities |
20,551 | 25,020 | ||||||
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2,561,976 | 2,578,005 | |||||||
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Commitments and contingencies |
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Stockholders deficit: |
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Common stock par value $0.001 per share; authorized 1,000 shares;issued and outstanding 100 shares |
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Additional paid-in capital |
618,403 | 619,453 | ||||||
Accumulated other comprehensive income (loss), net of tax |
3,273 | (4,351 | ) | |||||
Accumulated deficit |
(636,116 | ) | (637,398 | ) | ||||
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(14,440 | ) | (22,296 | ) | |||||
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Total liabilities and stockholders deficit |
$ | 2,799,272 | $ | 2,763,025 | ||||
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Net Income Reconciliation to EBITDA and Adjusted EBITDA
EBITDA represents net income before provision for income taxes, gain (loss) on early debt extinguishment, interest income and expense, impairment and depreciation and amortization. Adjusted EBITDA represents EBITDA further adjusted to exclude non-cash and unusual items. Management uses Adjusted EBITDA as an important tool to assess our operating performance. Management considers Adjusted EBITDA to be a useful measure in highlighting trends in our business and in analyzing the profitability of similar enterprises. Management believes that Adjusted EBITDA is effective, when used in conjunction with net income, in evaluating asset performance, and differentiating efficient operators in the industry. Furthermore, management believes that Adjusted EBITDA provides useful information to potential investors and analysts because it provides insight into managements evaluation of our results of operations. Our calculation of Adjusted EBITDA may not be consistent with EBITDA for the purpose of the covenants in the agreements governing our indebtedness.
EBITDA and Adjusted EBITDA are not measures of financial performance under U.S. GAAP, are not intended to represent cash flow from operations under U.S. GAAP and should not be used as an alternative to net income as an indicator of operating performance or to cash flow from operating, investing or financing activities as a measure of liquidity. Management compensates for the limitations of using EBITDA and Adjusted EBITDA by using it only to supplement our U.S. GAAP results to provide a more complete understanding of the factors and trends affecting our business. Each of EBITDA and Adjusted EBITDA has its limitations as an analytical tool, and you should not consider them in isolation or as a substitute for analysis of our results as reported under U.S. GAAP.
Some of the limitations of EBITDA and Adjusted EBITDA are:
| EBITDA and Adjusted EBITDA do not reflect our cash used for capital expenditures; |
| Although depreciation and amortization are non-cash charges, the assets being depreciated or amortized often will have to be replaced and EBITDA and Adjusted EBITDA do not reflect the cash requirements for such replacements; |
| EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital requirements; |
| EBITDA and Adjusted EBITDA do not reflect the cash necessary to make payments of interest or principal on our indebtedness; and |
| EBITDA and Adjusted EBITDA do not reflect extraordinary items and non-recurring expenses such as one-time write-offs to inventory and reserve accruals. |
While EBITDA and Adjusted EBITDA are frequently used as a measure of operations and the ability to meet indebtedness service requirements, they are not necessarily comparable to other similarly titled captions of other companies due to potential inconsistencies in the method of calculation.
While management believes that these measures provide useful information to investors, the SEC may require that EBITDA and Adjusted EBITDA be presented differently or not at all in future filings we will make with the SEC.
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CLAIRES STORES, INC. AND SUBSIDIARIES
ADJUSTED EBITDA
(UNAUDITED)
(In Thousands)
Three
Months Ended February 2, 2013 |
Three
Months Ended January 28, 2012 |
Twelve
Months Ended February 2, 2013 |
Twelve
Months Ended January 28, 2012 |
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Net income (a) |
$ | 42,206 | $ | 39,474 | $ | 1,282 | $ | 11,632 | ||||||||
Income tax expense |
7,806 | 4,775 | 14,382 | 10,636 | ||||||||||||
Loss (gain) on early debt extinguishment |
| (1,937 | ) | 9,707 | (6,405 | ) | ||||||||||
Interest expense |
60,971 | 42,465 | 210,996 | 176,856 | ||||||||||||
Interest income |
(117 | ) | (103 | ) | (199 | ) | (381 | ) | ||||||||
Depreciation and amortization |
16,647 | 18,218 | 64,879 | 68,753 | ||||||||||||
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Reported EBITDA |
127,513 | 102,892 | 301,047 | 261,091 | ||||||||||||
stock compensation, book to cash rent, intangible amortization (b) |
690 | (3,242 | ) | 857 | 1,875 | |||||||||||
management fee, consulting (c) |
839 | 750 | 3,518 | 3,000 | ||||||||||||
other (d) |
531 | 2,291 | 2,612 | 8,766 | ||||||||||||
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Adjusted EBITDA |
$ | 129,573 | $ | 102,691 | $ | 308,034 | $ | 274,732 | ||||||||
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a) | Fiscal 2011 includes a $3.4 million and $2.0 million gain for the three and twelve months ended January 28, 2012, respectively, to remeasure the Euro loan at the period end foreign exchange rate. |
b) | Includes: non-cash stock compensation expense, net non-cash rent expense, amortization of rent free periods, the inclusion of cash landlord allowances, and the net accretion of favorable (unfavorable) lease obligations and non-cash amortization of lease rights. |
c) | Includes: the management fee paid to Apollo Management and Morgan Joseph Tri-Artisan Capital Partners and non-recurring consulting expenses. |
d) | Includes: non-cash losses on property and equipment primarily associated with remodels, relocations and closures; costs, including third party charges and compensation, incurred in conjunction with the relocation of new employees; non-cash foreign exchange gains/losses resulting from intercompany transactions and remeasurements of U.S. dollar denominated cash accounts and foreign currency denominated debt of our foreign entities into their functional currency; and severance and transaction related costs. |
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