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8-K - 8-K - REGIS CORPa8-k.htm

 
Exhibit No. 99
CONTACT: REGIS CORPORATION: 
Mark Fosland – SVP, Finance and Investor
 
Relations, 952-806-1707

For Immediate Release

REGIS REPORTS FOURTH QUARTER 2014 RESULTS

MINNEAPOLIS, August 26, 2014 -- Regis Corporation (NYSE: RGS), a leader in the haircare industry, whose primary business is owning, operating and franchising hair salons, today reported results for its fiscal fourth quarter ended June 30, 2014 versus the prior year as noted below.

As a result of the Company's valuation allowance against most of its deferred tax assets, associated reported and as adjusted results of operations are not tax-effected. Consequently, current period results are not comparable to tax-effected prior periods.

Sales of $483.9 million, a decline of $18.3 million. Same-store sales declined 1.8%.
Same-store service and product sales declined 0.2% and 8.4%, respectively.
GAAP net loss of $(17.0) million or $(0.30) per diluted share.
Includes ($0.29) per share of noncash losses relating to Empire Education Group.
EBITDA, as adjusted, of $25.9 million compared to $37.0 million in the prior year quarter.
Decrease of $3.8 million from same-store sales declines.
Decline of $7.3 million mainly from higher labor costs largely associated with stylist hours, increased marketing, and lease termination costs, partly offset by improved cost of product and cost savings.
Diluted EPS, as adjusted, was $(0.10) compared to $0.06 in the prior year quarter.
Decrease of $(0.04) per share from same-store sales declines.
Decline of $(0.05) per share mainly from higher labor costs largely associated with stylist hours, increased marketing, and lease termination costs, partly offset by improved cost of product, cost savings and reduced depreciation.
Decline of $(0.07) per share from noncash equity in losses of Empire Education Group.
The current quarter includes net discrete expense of $11.5 million. The prior year quarter includes net discrete after-tax expense of $2.8 million. See non-GAAP reconciliations.



Dan Hanrahan, President and Chief Executive Officer commented, “During the last earnings call I outlined the path we have taken since joining Regis in August, 2012. I highlighted there was, and still is, a clear need for transformational change to lay the foundation for the turnaround. I also said, although early, we are seeing the first signs of transitioning from disruption to execution. During our fourth quarter we saw additional movement toward execution as our best operators continued to make progress. Consolidated same-store service sales declined 0.2% in the fourth quarter. Across the board, a greater percentage of our field leaders posted positive same-store service sales during the fourth quarter than in any previous quarter during the fiscal year. Where we have effective leaders using processes and metrics to drive results, we are beginning to win. While these early signs of transformation are encouraging, significant work is ahead of us before we achieve similar results across 7,000 salons.”

Mr. Hanrahan continued, “Our strategy, dedicated to making it easy for stylists to succeed, so they can provide an experience that creates guests for life, is beginning to take hold. However, we are still early on the transitional path of continuous improvement focused on people, process and metrics. While our same-store service sales were near flat, we did benefit from a late Easter. In addition, we still have too wide a range in performance across our salon base. A significant number of salons have yet to see traction and continue to comp negatively. Additionally, during the fourth quarter our same store retail sales were down 8.4%. I am cautiously encouraged by early signs of improvement, however, all of us at Regis understand how much work we still have to do.”

Technology. In the fourth quarter, we made further advances in improving SuperSalon’s speed and transaction efficiency in the salon. Going forward, achieving salon network availability which enables our stylists to be successful and delivers an excellent guest experience will provide a reliable base for management, training, real-time reporting and marketing related business applications in the salon.

Organization. Developing our field and salon leaders is central to our success. Leveraging work that began last quarter on role clarity, coupled with performance expectations and talent assessments, we began to make necessary changes to develop and upgrade our leadership talent. We developed training curriculum to serve as the foundation for ongoing leadership development. We gained further traction during the quarter on our performance management platform implemented at the start of the fiscal year to drive execution and accountability. This has changed the dialogue in field operations and salons. We are seeing business conversations at all levels in the organization, fostering best practice sharing and friendly competition, while focusing the field organization on improving guest traffic and selling retail products. The build out of the Asset Protection team is nearly complete and beginning to spread loss prevention awareness and disciplines.



As expected, the impact from Asset Protection to date has been modest, however, where executed it is making a difference.

Key Priorities. Our key priorities and activities will continue to follow the theme of people, process and metrics enabled by real time information to make good business decisions and drive execution. Successful execution is dependent upon strong leaders helping stylists have successful and satisfying careers. To that end, we will continue to make investments in our people by providing leadership development, stylist training, actionable information and incentives that motivate performance aligned with shareholders’ interests. Our focus will be on three areas to improve execution and performance in 2015. First, we will build our Asset Protection capabilities. Second, we will continue to train and develop field leadership talent and capabilities and leverage recruitment pipelines we are building. Third, we will invest in our stylists by strengthening our technical education programs.

Mr. Hanrahan concluded, “Because we are a people organization providing services, investments we make often flow through our earnings instead of our balance sheet. While this impacts near-term profitability, these investments will provide significant operating leverage once we turn around our business. We think of all investments whether funded by earnings or through our balance sheet as cash outlays. Consistent with our capital allocation policy to maximize shareholder value, we will stay focused on cash flow and diligently manage the investments necessary to turn Regis around. Funding investments and managing inflation through disciplined cost management and rigorous review of all spending will ensure we continue to protect the strong balance sheet we have built. Improving profitability will be dependent on our ability to drive same-store sales growth.”





Comparable Profitability Measures (1)
 
 
(Unaudited)
 
 
 
 
 
 
Three Months Ended June 30,
 
Twelve Months Ended June 30,
 
 
2014
 
2013
 
2014
 
2013
 
 
(Dollars in millions)
Revenue
 
$
483.9

 
$
502.3

 
$
1,892.4

 
$
2,018.7

 
 
 
 
 
 
 
 
 
Revenue decline %
 
(3.6
)
 
(5.0
)
 
(6.3
)
 
(4.9
)
 
 
 
 
 
 
 
 
 
Same-Store Sales %
 
(1.8
)
 
(3.1
)
 
(4.8
)
 
(2.4
)
Same-Store Average Ticket % Change
 
1.3

 
0.6

 
1.3

 
0.6

Same-Store Guest Count % Change
 
(3.1
)

(3.7
)

(6.1
)

(3.0
)
 
 
 
 
 
 
 
 
 
Cost of Service and Product % (2)
 
59.0

 
60.3

 
59.1

 
58.6

Cost of Service and Product %, as re-casted (2) (3)
 
N/A

 
61.2

 
N/A

 
59.6

Cost of Service and Product %, as adjusted (2)
 
59.0

 
58.7

 
59.1

 
59.0

Cost of Service % (2)
 
61.2

 
58.9

 
61.3

 
59.5

Cost of Service %, as re-casted (2) (3)
 
N/A

 
60.0

 
N/A

 
60.9

Cost of Product % (2)
 
50.3

 
65.8

 
50.4

 
55.0

Cost of Product %, as adjusted (2)
 
50.3

 
53.5

 
50.2

 
52.0

 
 
 
 
 
 
 
 
 
Site operating expense as % of total revenues, U.S. GAAP reported
 
10.6

 
9.5

 
10.7

 
10.1

Site operating expense as % of total revenues, as re-casted (3)
 
N/A

 
9.9

 
N/A

 
10.5

Site operating expense as % of total revenues, as adjusted
 
10.8

 
9.9

 
10.8

 
10.6

 
 
 
 
 
 
 
 
 
General and administrative as % of total revenues, U.S. GAAP reported
 
9.3

 
11.6

 
9.1

 
11.2

General and administrative as % of total revenues, as re-casted (3)
 
N/A

 
10.4

 
N/A

 
9.8

General and administrative as % of total revenues, as adjusted
 
9.1

 
9.0

 
9.1

 
9.4

 
 
 
 
 
 
 
 
 
Operating (loss) income as % of total revenues, U.S. GAAP reported
 
0.5

 
(1.8
)
 
(1.8
)
 
0.6

Operating income as % of total revenues, as adjusted
 
0.4

 
2.3

 
0.0

 
1.7

 
 
 
 
 
 
 
 
 
EBITDA
 
10.5

 
33.6

 
57.4

 
148.5

EBITDA, as adjusted
 
25.9

 
37.0

 
101.8

 
125.4

____________________________________
1)
As of September 30, 2012, the Company classified the results of operations of the Hair Restoration Centers segment as discontinued operations.
2)
Excludes depreciation and amortization.
3)
During the fourth quarter of fiscal year 2013, the Company reorganized its field organization, excluding salons within the North American Premium segment. Beginning in the first quarter of fiscal year 2014, costs associated with field leaders that were previously recorded within General and Administrative expenses are now reported within Cost of Service and Site Operating expenses.

Fourth Quarter Results:
Starting in fiscal year 2014, in connection with our field reorganization, components of our expenses have been recategorized. Previously, field leaders did not work on the salon floor daily. As reorganized, field leaders now spend their time on the salon floor leading and mentoring stylists, and serving guests. Accordingly, field leader costs, including labor and travel, now directly arise from the management of salon operations. As a result, district and senior district leader labor costs are reported within Cost of Service rather than General and Administrative expenses, and their travel costs are reported within Site Operating expenses rather than General and Administrative expenses. This expense classification does not have a financial impact on the Company's reported operating income (loss), reported net income (loss) or cash flows from operations. Recategorized historical annual and quarterly financial statements can be found on the Company’s website.
Beginning in the second quarter of fiscal year 2014, the Company redefined its operating segments to reflect




how the chief operating decision maker evaluates the business. These segments relate to the restructuring of the North American field organization that took place in the fourth quarter of fiscal year 2013 and was completed during the second quarter of fiscal year 2014.
Revenues. Revenues were $483.9 million, a decline of $18.3 million, or 3.6%, compared to the prior year quarter. Same-store sales declined 1.8% compared to the prior year quarter. Management estimates the shift of Easter from March of last year to April of this year positively impacted same-store sales by approximately 70 basis points during the fourth quarter of the current year.
Service revenues were $380.2 million, a reduction of $9.9 million, or 2.5%, compared to the prior year quarter. During this period, same-store service sales declined 0.2%, driven by a decrease in guest traffic of 1.5%, partly offset by an increase in average ticket price of 1.3%. The remaining 230 basis point decline in service revenues was primarily due to a net reduction of 167 North American salons.
Product revenues were $92.6 million, a decline of $9.3 million, or 9.2%, compared to the prior year quarter. Product same-store sales declined 8.4%, lapping significant clearance activity last year in anticipation of plan-o-gram standardization.
Royalties and fees were $11.1 million, an increase of $0.9 million, or 8.4% compared to the prior year quarter. Franchisees posted positive same-store sales during the quarter and the Company added 97 net franchised locations in the last twelve months.
Cost of Service and Product. Cost of service and product, as a percent of service and product revenues, decreased to 59.0%, or 130 basis points, compared to the prior year quarter. Excluding the impact of discrete items in the prior year and the prior year change in expense categorization, cost of service and product as a percent of service and product revenues increased 30 basis points compared to the prior year quarter.
Cost of service as a percent of service revenues was 61.2%, an increase of 230 basis points compared to the prior year quarter. Excluding the impact of the prior year change in expense categorization, cost of service as a percent of service revenues increased 120 basis points compared to the prior year quarter. The primary driver of this increase was stylist hours which were up 3.5% versus the prior year. Also, increases in minimum wages, incentives and the shift of Easter holiday pay into the fourth quarter were essentially offset by savings from the field reorganization.
Cost of product as a percent of product revenues was 50.3%, an improvement of 1,550 basis points when compared to the prior year quarter. Excluding the impact of discrete items in the prior year, cost of product as a percent of product revenues improved 320 basis points compared to the prior year quarter. This improvement was primarily the result of lapping clearance sales in the prior year.
Site Operating Expenses. Site operating expenses of $51.1 million increased $3.1 million compared to the prior year quarter. Excluding impacts of discrete items in the current year and the prior year change in expense categorization, site operating expenses, as adjusted, increased $3.0 million compared to the prior year quarter. This was primarily driven by increased marketing expenses and lapping last year’s favorable adjustment to self-insurance reserves, partly offset by lower freight costs.
General and Administrative. General and administrative expenses of $45.0 million decreased $13.2 million compared to the prior year quarter. Excluding the impact of discrete items in both periods and the change in expense categorization, general and administrative expenses, as adjusted, decreased $1.4 million compared




to the prior year quarter. This improvement was primarily driven by lapping SuperSalon rollout costs in the prior year quarter, cost savings, and reduced healthcare costs. These were partly offset by the lapping of favorable adjustments to reduce incentives and certain other costs in the prior year quarter, and purposeful investments in asset protection capabilities in the current year quarter.
Rent. Rent expense was $83.3 million, or 17.2% of revenues, representing an increase of 90 basis points over the prior year quarter. This basis point increase is primarily the result of negative leverage due to a decline in same-store sales and the impact of lease termination costs.
Depreciation and Amortization. Depreciation and amortization was $22.9 million compared to $26.4 million in the prior year quarter, a decrease of $3.5 million. The decrease was primarily due to salon closings and lower fixed asset impairment charges recorded during the current year quarter.
Equity in Affiliates. Loss from equity method investments and affiliated companies was $16.4 million compared to break-even in the prior year quarter, a decrease of $16.4 million. Excluding the impact of discrete items in the current year, equity in affiliates decreased $3.8 million compared to the prior year quarter primarily due to intangible and fixed asset impairment charges recorded by Empire Education Group.
EBITDA. EBITDA of $10.5 million declined $23.1 million compared to the prior year quarter. Excluding the impact of discrete items in both periods, EBITDA, as adjusted, was $25.9 million, a decrease of $11.1 million compared to the prior year quarter.
Discrete Items. Discrete items for the current quarter netted to $11.5 million of expense, comprised of the following items:

Expense:
Legal fees of $1.0 million.
Regis' portion of Empire Education Group goodwill impairment charge of $12.6 million.

Income:
Insurance reserve adjustments of $1.3 million.
Tax benefit of $0.7 million associated with a discontinued operation.

A complete reconciliation of reported earnings to adjusted earnings is included in this press release and is available on the Company’s website at www.regiscorp.com.
Regis Corporation will host a conference call via webcast discussing fourth quarter results today, August 26, 2014, at 10 a.m., Central time. Interested parties are invited to participate in the live webcast by logging on to www.regiscorp.com or participate by phone by dialing 888-631-5926. A replay of the presentation will be available later that day. The replay phone number is 800-101-2009, access code 1131937.
About Regis Corporation
Regis Corporation (NYSE:RGS) is the leader in beauty salons and cosmetology education. As of June 30, 2014, the Company owned, franchised or held ownership interests in 9,674 worldwide locations. Regis’ corporate and franchised locations operate under concepts such as Supercuts, SmartStyle, MasterCuts, Regis Salons, Sassoon Salon, Cost Cutters and First Choice Haircutters. Regis maintains ownership interests in Empire Education Group in the U.S. and the MY Style concepts in Japan. For additional information about the Company, including a




reconciliation of certain non-GAAP financial information and certain supplemental financial information, please visit the Investor Information section of the corporate website at www.regiscorp.com. To join Regis Corporation’s email alert list, click on this link:
http://www.b2i.us/irpass.asp?BzID=913&to=ea&Nav=1&S=0&L=1

This press release may contain “forward-looking statements” within the meaning of the federal securities laws, including statements concerning anticipated future events and expectations that are not historical facts. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements in this document reflect management’s best judgment at the time they are made, but all such statements are subject to numerous risks and uncertainties, which could cause actual results to differ materially from those expressed in or implied by the statements herein. Such forward-looking statements are often identified herein by use of words including, but not limited to, “may,” “believe,” “project,” “forecast,” “expect,” “estimate,” “anticipate,” and “plan.” In addition, the following factors could affect the Company’s actual results and cause such results to differ materially from those expressed in forward-looking statements. These factors include the impact of significant initiatives, changes in our management and organizational structure and our ability to attract and retain our executive management team; negative same-store sales; the success of our stylists and our ability to attract, train and retain talented stylists; changes in regulatory and statutory laws; the effect of changes to healthcare laws; our ability to protect the security of sensitive information about our guests, employees, vendors or Company information; the Company's reliance on management information systems; the continued ability of the Company to implement cost reduction initiatives; reliance on external vendors; changes in distribution channels of manufacturers; compliance with debt covenants; financial performance of our franchisees; competition within the personal hair care industry; changes in economic conditions; failure to standardize operating processes across brands; the ability of the Company to maintain satisfactory relationships with certain companies and suppliers; financial performance of our investment with Empire Education Group; changes in interest rates and foreign currency exchange rates; changes in consumer tastes and fashion trends; or other factors not listed above. Additional information concerning potential factors that could affect future financial results is set forth in the Company’s Annual Report on Form 10-K for the year ended June 30, 2014. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. However, your attention is directed to any further disclosures made in our subsequent annual and periodic reports filed or furnished with the SEC on Forms 10-K, 10-Q and 8-K and Proxy Statements on Schedule 14A.





REGIS CORPORATION (NYSE: RGS)
CONSOLIDATED BALANCE SHEET (Unaudited)
(Dollars in thousands, except per share data)
 
 
 
 
 
 
 
June 30, 2014
 
June 30, 2013
ASSETS
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
378,627

 
$
200,488

Receivables, net
 
25,808

 
33,062

Inventories
 
137,151

 
139,607

Deferred income taxes
 
133

 
24,145

Income tax receivable
 
6,461

 
33,346

Other current assets
 
65,086

 
57,898

Total current assets
 
613,266

 
488,546

 
 
 
 
 
Property and equipment, net
 
266,538

 
313,460

Goodwill
 
425,264

 
460,885

Other intangibles, net
 
19,812

 
21,496

Investment in affiliates
 
28,611

 
43,319

Other assets
 
62,458

 
62,786

 
 
 
 
 
Total assets
 
$
1,415,949

 
$
1,390,492

 
 
 

 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 

 
 

Current liabilities:
 
 
 
 

Long-term debt, current portion
 
$
173,501

 
$
173,515

Accounts payable
 
68,491

 
66,071

Accrued expenses
 
142,720

 
137,226

Total current liabilities
 
384,712

 
376,812

 
 
 
 
 
Long-term debt and capital lease obligations
 
120,002

 
1,255

Other noncurrent liabilities
 
190,454

 
155,011

Total liabilities
 
695,168

 
533,078

 
 
 
 
 
Shareholders’ equity:
 
 

 
 

Common stock, $0.05 par value; issued and outstanding, 56,651,166 and 56,630,926 common shares at June 30, 2014 and 2013, respectively
 
2,833

 
2,832

Additional paid-in capital
 
337,837

 
334,266

Accumulated other comprehensive income
 
22,651

 
20,556

Retained earnings
 
357,460

 
499,760

 
 
 
 
 
Total shareholders’ equity
 
720,781

 
857,414

 
 
 
 
 
Total liabilities and shareholders’ equity
 
$
1,415,949

 
$
1,390,492


– more –





REGIS CORPORATION (NYSE: RGS)
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
(Dollars in thousands, except per share data)
 
 
Three Months Ended June 30,
 
Twelve Months Ended June 30,
 
 
2014
 
2013
 
2014
 
2013
Revenues:
 
 
 
 
 
 
 
 
Service
 
$
380,187

 
$
390,039

 
$
1,480,103

 
$
1,563,890

Product
 
92,633

 
101,965

 
371,454

 
415,707

Royalties and fees
 
11,106

 
10,247

 
40,880

 
39,116

 
 
483,926

 
502,251

 
1,892,437

 
2,018,713

Operating expenses:
 
 
 
 

 
 

 
 

Cost of service
 
232,522

 
229,573

 
907,294

 
930,687

Cost of product
 
46,573

 
67,105

 
187,204

 
228,577

Site operating expenses
 
51,099

 
47,956

 
202,359

 
203,912

General and administrative
 
45,035

 
58,273

 
172,793

 
226,740

Rent
 
83,317

 
81,901

 
322,105

 
324,716

Depreciation and amortization
 
22,918

 
26,421

 
99,733

 
91,755

Goodwill impairment
 

 

 
34,939

 

Total operating expenses
 
481,464

 
511,229

 
1,926,427

 
2,006,387

 
 
 
 
 
 
 
 
 
Operating income (loss)
 
2,462

 
(8,978
)
 
(33,990
)
 
12,326

 
 
 
 
 
 
 
 
 
Other (expense) income:
 
 
 
 
 
 
 
 
Interest expense
 
(6,334
)
 
(17,760
)
 
(22,290
)
 
(37,594
)
Interest income and other, net
 
808

 
215

 
1,952

 
35,366

 
 
 
 
 
 
 
 
 
(Loss) income before income taxes and equity in (loss) income of affiliated companies
 
(3,064
)
 
(26,523
)
 
(54,328
)
 
10,098

 
 
 
 
 
 
 
 
 
Income taxes
 
1,683

 
11,245

 
(71,129
)
 
10,024

Equity in (loss) income of affiliated companies, net of income taxes
 
(16,385
)
 
20

 
(11,623
)
 
(15,956
)
 
 
 
 
 
 
 
 
 
(Loss) income from continuing operations
 
(17,766
)
 
(15,258
)
 
(137,080
)
 
4,166

 
 
 
 
 
 
 
 
 
Income from discontinued operations, net of taxes
 
744

 
15,933

 
1,353

 
25,028

 
 
 
 
 
 
 
 
 
Net (loss) income
 
$
(17,022
)
 
$
675

 
$
(135,727
)
 
$
29,194

 
 
 
 
 
 
 
 
 
Net (loss) income per share:
 
 
 
 
 
 
 
 
Basic and diluted:
 
 
 
 
 
 
 
 
(Loss) income from continuing operations
 
(0.31
)

(0.27
)
 
(2.43
)
 
0.07

Income from discontinued operations
 
0.01


0.28

 
0.02

 
0.44

Net (loss) income per share, basic and diluted (1)
 
$
(0.30
)

$
0.01

 
$
(2.40
)
 
$
0.51

 
 
 
 
 
 
 
 
 
Weighted average common and common equivalent shares outstanding:
 
 
 
 
 
 
 
 
Basic
 
56,524

 
56,360

 
56,482

 
56,704

Diluted
 
56,524

 
56,360

 
56,482

 
56,846

 
 
 
 
 
 
 
 
 
Cash dividends declared per common share
 
$

 
$
0.06

 
$
0.12

 
$
0.24

____________________________________

(1)
Total is a recalculation; line items calculated individually may not sum to total due to rounding.

– more –




REGIS CORPORATION (NYSE: RGS)
CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS (Unaudited)
(Dollars in thousands)
 
 
Three Months Ended June 30,
 
Twelve Months Ended June 30,
 
 
2014
 
2013
 
2014
 
2013
Net (loss) income
 
$
(17,022
)
 
$
675

 
$
(135,727
)
 
$
29,194

Other comprehensive income (loss), net of tax:
 
 

 
 

 
 

 
 

Foreign currency translation adjustments:
 
 

 
 

 
 

 
 

Foreign currency translation adjustments during the period
 
3,155

 
(1,950
)
 
1,930

 
(1,349
)
Reclassification adjustments for gains included in net (loss) income
 

 

 

 
(33,842
)
Net current period foreign currency translation adjustments
 
3,155


(1,950
)
 
1,930

 
(35,191
)
Recognition of deferred compensation and other
 
165

 
656

 
165

 
656

Change in fair market value of financial instruments designated as cash flow hedges
 

 

 

 
(23
)
Other comprehensive income (loss)
 
3,320


(1,294
)
 
2,095

 
(34,558
)
Comprehensive loss
 
$
(13,702
)

$
(619
)
 
$
(133,632
)
 
$
(5,364
)

– more –





REGIS CORPORATION (NYSE: RGS)
CONSOLIDATED STATEMENT OF CASH FLOW (Unaudited)
(Dollars in thousands)
 
 
Twelve Months Ended June 30,
 
 
2014
 
2013
Cash flows from operating activities:
 
 

 
 

Net (loss) income
 
$
(135,727
)
 
$
29,194

Adjustments to reconcile net (loss) income to net cash provided by operating activities:
 
 

 
 

Depreciation and amortization
 
81,406

 
84,018

Equity in loss of affiliated companies
 
11,623

 
15,328

Dividends received from affiliated companies
 

 
1,095

Deferred income taxes
 
68,781

 
10,322

Accumulated other comprehensive income reclassification adjustments
 

 
(33,842
)
Gain on from sale of discontinued operations
 

 
(17,827
)
Loss on write down of inventories
 
854

 
12,557

Goodwill impairment
 
34,939

 

Salon asset impairments
 
18,327

 
8,224

Note receivable bad debt recovery
 

 
(333
)
Stock-based compensation
 
6,400

 
5,881

Amortization of debt discount and financing costs
 
8,152

 
7,346

Other noncash items affecting earnings
 
224

 
394

Changes in operating assets and liabilities, excluding the effects of acquisitions
 
 
 
 
Receivables
 
5,681

 
(4,332
)
Inventories
 
2,555

 
(10,745
)
Income tax receivable
 
26,884

 
(23,421
)
Other current assets
 
(6,503
)
 
(8,064
)
Other assets
 
(103
)
 
239

Accounts payable
 
1,907

 
19,086

Accrued expenses
 
3,505

 
(26,431
)
Other noncurrent liabilities
 
(11,502
)
 
459

Net cash provided by operating activities
 
117,403

 
69,148

 
 
 
 
 
Cash flows from investing activities:
 
 
 
 

Capital expenditures
 
(49,439
)
 
(105,857
)
Proceeds from sale of assets
 
14

 
163,916

Salon acquisitions, net of cash acquired
 
(15
)
 

Proceeds from loans and investments
 
5,056

 
131,581

Restricted cash used to collateralize insurance reserves
 

 
(24,500
)
Net cash (used in) provided by investing activities
 
(44,384
)
 
165,140

 
 
 
 
 
Cash flows from financing activities:
 
 
 
 

Borrowings on revolving credit facilities
 

 
5,200

Payments on revolving credit facilities
 

 
(5,200
)
Proceeds from issuance of long-term debt, net of fees
 
118,058

 

Repayments of long-term debt and capital lease obligations
 
(7,059
)
 
(118,223
)
Repurchase of common stock
 

 
(14,868
)
Dividends paid
 
(6,793
)
 
(13,708
)
Net cash provided by (used in) financing activities
 
104,206

 
(146,799
)
 
 
 
 
 
Effect of exchange rate changes on cash and cash equivalents
 
914

 
1,056

 
 
 
 
 
Increase in cash and cash equivalents
 
178,139

 
88,545

 
 
 
 
 
Cash and cash equivalents:
 
 
 
 

Beginning of period
 
200,488

 
111,943

End of period
 
$
378,627

 
$
200,488


– more –




SAME-STORE SALES (1):
 
 
For the Three Months Ended
 
 
June 30, 2014
 
June 30, 2013
 
 
Service
 
Retail
 
Total
 
Service
 
Retail
 
Total
SmartStyle
 
1.9
 %
 
(9.8
)%
 
(2.0
)%
 
0.6
 %
 
(4.4
)%
 
(1.1
)%
Supercuts
 
7.0

 
(0.7
)
 
6.2

 
(4.9
)
 
(4.0
)
 
(4.8
)
MasterCuts
 
(3.5
)
 
(17.5
)
 
(6.2
)
 
(7.5
)
 
(5.6
)
 
(7.1
)
Other Value
 
(2.6
)
 
(6.3
)
 
(3.0
)
 
(4.3
)
 
4.0

 
(3.5
)
North American Value
 
0.9
 %
 
(8.8
)%
 
(1.0
)%
 
(3.4
)%
 
(2.9
)%
 
(3.3
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
North American Premium
 
(4.3
)%
 
(7.8
)%
 
(4.9
)%
 
(3.0
)%
 
(2.4
)%
 
(2.9
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
International
 
(0.7
)%
 
(6.2
)%
 
(2.2
)%
 
1.1
 %
 
(8.4
)%
 
(1.7
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated
 
(0.2
)%
 
(8.4
)%
 
(1.8
)%
 
(3.1
)%
 
(3.3
)%
 
(3.1
)%

 
 
For the Twelve Months Ended
 
 
June 30, 2014
 
June 30, 2013
 
 
Service
 
Retail
 
Total
 
Service
 
Retail
 
Total
SmartStyle
 
(2.6
)%
 
(11.0
)%
 
(5.4
)%
 
(0.1
)%
 
(3.1
)%
 
(1.1
)%
Supercuts
 
1.7

 
(9.4
)
 
0.5

 
(0.5
)
 
(2.4
)
 
(0.7
)
MasterCuts
 
(7.7
)
 
(16.3
)
 
(9.4
)
 
(4.8
)
 
(6.0
)
 
(5.1
)
Other Value
 
(4.9
)
 
(9.8
)
 
(5.4
)
 
(2.9
)
 
(2.4
)
 
(2.8
)
North American Value
 
(2.9
)%
 
(11.1
)%
 
(4.5
)%
 
(1.7
)%
 
(3.2
)%
 
(2.0
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
North American Premium
 
(6.0
)%
 
(9.5
)%
 
(6.7
)%
 
(3.1
)%
 
(3.0
)%
 
(3.1
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
International
 
(0.3
)%
 
(4.2
)%
 
(1.5
)%
 
(1.0
)%
 
(11.4
)%
 
(4.3
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated
 
(3.4
)%
 
(10.3
)%
 
(4.8
)%
 
(2.0
)%
 
(3.9
)%
 
(2.4
)%
____________________________________

(1) Same-store sales are calculated on a daily basis as the total change in sales for company-owned locations that were open on a specific day of the week during the current period and the corresponding prior period. Quarterly and fiscal year same-store sales are the sum of the same-store sales computed on a daily basis. Locations relocated within a one-mile radius are included in same-store sales as they are considered to have been open in the prior period. International same-store sales are calculated in local currencies to remove foreign currency fluctuations from the calculation.

– more –





REGIS CORPORATION (NYSE: RGS)
System-wide location counts
 
 
June 30, 2014
 
June 30, 2013
COMPANY-OWNED SALONS:
 
 
 
 
 
 
 
 
 
SmartStyle/Cost Cutters in Walmart Stores
 
2,574

 
2,490

Supercuts
 
1,176

 
1,210

MasterCuts
 
505

 
532

Other Value
 
1,846

 
1,990

Regis salons
 
816

 
862

Total North American Salons (1)
 
6,917


7,084

Total International Salons (2)
 
360

 
351

Total Company-owned Salons
 
7,277


7,435

 
 
 
 
 
FRANCHISE SALONS:
 
 
 
 
 
 
 
 
 
SmartStyle/Cost Cutters in Walmart Stores
 
126

 
123

Supercuts
 
1,213

 
1,116

Other Value
 
840

 
843

Total North American Salons (1)
 
2,179

 
2,082

Total International Salons (2)
 

 

Total Franchise Salons
 
2,179

 
2,082

 
 
 
 
 
OWNERSHIP INTEREST LOCATIONS:
 
 
 
 
 
 
 
 
 
Equity ownership interest locations
 
218

 
246

 
 
 
 
 
Grand Total, System-wide
 
9,674

 
9,763

____________________________________

(1) The North American Value operating segment is comprised primarily of the SmartStyle, Supercuts, MasterCuts and Other Value salon brands. The North American Premium operating segment is comprised primarily of the Regis salon brands.
(2) Canadian and Puerto Rican salons are included in the North American salon totals.

– more –






Non-GAAP Reconciliations

We believe our presentation of non-GAAP operating income, net income, net income per diluted share, and other non-GAAP financial measures provides meaningful insight into our ongoing operating performance and an alternative perspective of our results of operations. Presentation of the non-GAAP measures allows investors to review our core ongoing operating performance from the same perspective as management and the Board of Directors. These non-GAAP financial measures provide investors an enhanced understanding of our operations, facilitate investors’ analyses and comparisons of our current and past results of operations and provide insight into the prospects of our future performance. We also believe the non-GAAP measures are useful to investors because they provide supplemental information research analysts frequently use to analyze financial performance.

The method we use to produce non-GAAP results is not in accordance with U.S. GAAP and may differ from methods used by other companies. These non-GAAP results should not be regarded as a substitute for corresponding U.S. GAAP measures but instead should be utilized as a supplemental measure of operating performance in evaluating our business. Non-GAAP measures do have limitations in that they do not reflect certain items that may have a material impact upon our reported financial results. As such, these non-GAAP measures should be viewed in conjunction with both our financial statements prepared in accordance with U.S. GAAP and the reconciliation of the selected U.S. GAAP to non-GAAP financial measures, which are located in the Investor Information section of the corporate website at www.regiscorp.com.

Non-GAAP reconciling items for the three and twelve months ended June 30, 2014 and 2013:
 
The following information is provided to give qualitative and quantitative information related to items impacting comparability. Items impacting comparability are not defined terms within U.S. GAAP. Therefore, our non-GAAP financial information may not be comparable to similarly titled measures reported by other companies. We determine which items to consider as “items impacting comparability” based on how management views our business, makes financial, operating and planning decisions and evaluates the Company’s ongoing performance. The following items have been excluded from our non-GAAP results:

Inventory reserves attributed to our inventory simplification program.
Self-insurance reserve adjustments.
Expense associated with legal cases.
Professional fees associated with the evaluation and sale of non-core assets.
Deferred compensation adjustments.
Expenses associated with senior management and field restructuring charges.
Recovery of bad debt expense associated with the outstanding note receivable with Pure Beauty.
Accelerated depreciation related to our corporate office consolidation.
Goodwill impairment charge related to our Regis salon concept reporting unit.
Expense associated with make-whole payments and other fees associated with the prepayment of debt.
Recognition in earnings of amounts previously classified within accumulated other comprehensive income (AOCI) that were associated with the liquidation of foreign entities denominated in the Euro related to the sale of its investment in Provalliance.
Recovery of previously impaired investments in an affiliate.
Impairment recorded on our investment in Empire Education Group and our portion of a goodwill impairment charge recorded by Empire Education Group.
Other than temporary impairment recorded on our investment in Provalliance, partially offset by a gain recorded for the reduction in the fair value of the equity put option associated with our investment in Provalliance.
Operations of our Hair Restoration Centers and professional fees associated with the disposition of our Hair Restoration Centers on April 9, 2013 and tax benefits associated with a discontinued operation.
Tax benefit associated with prior year Work Opportunity Tax Credits.

Non-GAAP tax provision adjustments primarily relate to changes in taxable income or loss resulting from the non-GAAP reconciling items addressed above. During the twelve months ended June 30, 2014, the Company recorded valuation reserves against the Company's United States and United Kingdom deferred tax assets. As a result of the valuation reserves, the Company did not record any tax effect for the non-GAAP adjustments during the three and six months ended June 30, 2014. The non-GAAP weighted average shares adjustments are due to the change in non-GAAP net income (loss) as compared to the U.S. GAAP net income (loss), resulting from the non-GAAP reconciling items addressed herein. Non-GAAP net income (loss) per share reflects the weighted average shares associated with non-GAAP net income, which may include the dilutive effect of common stock and convertible share equivalents.

– more –

 




REGIS CORPORATION
Reconciliation of selected U.S. GAAP to non-GAAP financial measures (Unaudited)
(Dollars in thousands, except per share data)
Reconciliation of U.S. GAAP operating income (loss) and net (loss) income to equivalent non-GAAP measures
 
 
 
 
Three Months Ended 
 June 30,
 
Twelve Months Ended 
 June 30,
 
 
U.S. GAAP financial line item
 
2014
 
2013
 
2014
 
2013
U.S. GAAP revenue
 
 
 
$
483,926

 
$
502,251

 
$
1,892,437

 
$
2,018,713

 
 
 
 
 
 
 
 
 
 
 
U.S. GAAP operating income (loss)
 
 
 
$
2,462

 
$
(8,978
)
 
$
(33,990
)
 
$
12,326

 
 
 
 
 
 
 
 
 
 
 
Non-GAAP operating expense adjustments:
 
 
 
 
 
 
 
 
 
 
Inventory reserves
 
Cost of product
 

 
12,557

 
854

 
12,557

Self-insurance reserves adjustments
 
Site operating expense
 
(1,334
)
 

 
(2,007
)
 
(1,127
)
Legal fees
 
General and administrative
 
978

 
1,244

 
3,671

 
1,244

Professional fees
 
General and administrative
 
21

 

 
360

 

Deferred compensation adjustments
 
General and administrative
 

 

 
(3,703
)
 

Restructuring costs
 
General and administrative
 

 
5,556

 

 
7,407

Self-insurance reserves adjustments
 
General and administrative
 

 

 

 
5

Pure Beauty note receivable recovery
 
General and administrative
 

 

 

 
(333
)
Corporate office consolidation accelerated depreciation
 
Depreciation and amortization
 

 
1,119

 
746

 
1,865

Goodwill impairment
 
Goodwill impairment
 

 

 
34,939

 

Total non-GAAP operating expense adjustments
 
 
 
(335
)
 
20,476

 
34,860

 
21,618

Non-GAAP operating income (1)
 
 
 
$
2,127

 
$
11,498

 
$
870

 
$
33,944

 
 
 
 
 
 
 
 
 
 
 
U.S. GAAP net (loss) income
 
 
 
$
(17,022
)
 
$
675

 
$
(135,727
)
 
$
29,194

 
 
 
 
 
 
 
 
 
 
 
Non-GAAP net (loss) income adjustments:
 
 
 
 
 
 
 
 
 
 
Non-GAAP operating expense adjustments
 
 
 
(335
)
 
20,476

 
34,860

 
21,618

Make-whole and other fees associated with debt prepayment
 
Interest expense
 

 
10,607

 

 
10,607

AOCI adjustments
 
Interest income and other, net
 

 

 

 
(33,842
)
Tax provision adjustments (2)
 
Income taxes
 

 
(12,375
)
 
77,663

 
(12,335
)
Recovery of previously impaired investments in affiliate
 
Equity in (loss) income of affiliated companies, net of taxes
 

 

 
(3,077
)
 

Empire Education Group impairments
 
Equity in (loss) income of affiliated companies, net of taxes
 
12,590

 

 
12,590

 
17,899

Provalliance impairment and equity put liability adjustment
 
Equity in (loss) income of affiliated companies, net of taxes
 

 

 

 
2,048

Hair Restoration Center discontinued operations
 
Income from discontinued operations, net of taxes
 

 
(15,933
)
 

 
(25,028
)
Tax benefit associated with a discontinued operation
 
Income from discontinued operations, net of taxes
 
(744
)
 

 
(1,353
)
 

Total non-GAAP net (loss) income adjustments
 
 
 
11,511

 
2,775

 
120,683

 
(19,033
)
Non-GAAP net (loss) income
 
 
 
$
(5,511
)
 
$
3,450

 
$
(15,044
)
 
$
10,161

____________________________________
Notes:
(1)
Adjusted operating margins for the three months ended June 30, 2014, and 2013, were 0.4% and 2.3%, respectively, and were 0.0% and 1.7% for the twelve months ended June 30, 2014 and 2013, respectively, and are calculated as non-GAAP operating income divided by U.S. GAAP revenue for each respective period.

(2)
The non-GAAP tax provision was based on a projected statutory effective tax rate analysis to be approximately 37% for the six months ended December 31, 2013, for all non-GAAP operating expense adjustments except the goodwill impairment. The goodwill impairment had a tax benefit of approximately $6.3 million for the twelve months ended June 30, 2014, as the charge was only partly deductible for income tax purposes. During the twelve months ended June 30, 2014, the Company recorded $84.4 million for establishing a valuation reserve against the Company’s U.S. and U.K. deferred tax assets. As a result of the valuation reserve, the Company did not record any tax effect for the non-GAAP adjustments during the three and six months ended June 30, 2014. Based on projected statutory effective tax rate analyses, the non-GAAP tax provision was calculated to be approximately 38% for the three and twelve months ended June 30, 2013, respectively, for all non-GAAP operating expense adjustments, except the AOCI adjustments during the twelve months ended June 30, 2013. The AOCI adjustments were primarily non-taxable. The tax provision adjustment for twelve months ended June 30, 2013 also includes a $1.2 million benefit for prior year Work Opportunity Tax Credits.

– more –




REGIS CORPORATION
Reconciliation of selected U.S. GAAP to non-GAAP financial measures (Unaudited)
(Dollars in thousands, except per share data)
Reconciliation of U.S. GAAP net (loss) income per diluted share to non-GAAP net (loss) income per diluted share
 
Three Months Ended 
 June 30,
 
Twelve Months Ended 
 June 30,
 
2014
 
2013
 
2014
 
2013
U.S. GAAP net (loss) income per diluted share
 
$
(0.301
)
 
$
0.012

 
$
(2.403
)
 
$
0.514

Inventory reserves (1) (2)
 

 
0.136

 
0.009

 
0.136

Self-insurance reserves adjustments (1) (2)
 
(0.024
)
 

 
(0.031
)
 
(0.012
)
Legal fees (1) (2)
 
0.017

 
0.014

 
0.052

 

Professional fees (1) (2)
 

 

 
0.003

 
0.014

Deferred compensation adjustments (1) (2)
 

 

 
(0.049
)
 

Restructuring costs (1) (2)
 

 
0.061

 

 
0.081

Pure Beauty note receivable recovery (1) (2)
 

 

 

 
(0.004
)
Corporate office consolidation accelerated depreciation (1) (2)
 

 
0.012

 
0.008

 
0.020

Goodwill impairment (1) (2)
 

 

 
0.506

 

Make-whole and other fees associated with debt prepayment (1)(2)
 

 
0.118

 

 
0.118

AOCI adjustments (1) (2)
 

 
(0.011
)
 

 
(0.577
)
Deferred tax asset valuation (1) (2)
 

 

 
1.494

 

Impact of income tax rate difference (1) (2)
 

 

 
(0.002
)
 

Work opportunity tax credits (1) (2)
 

 

 

 
(0.021
)
Recovery of previously impaired investments in affiliate (1) (2)
 

 

 
(0.054
)
 

Empire Education Group impairments (1) (2)
 
0.223

 

 
0.223

 
0.315

Provalliance impairment and equity put liability adjustment (1) (2)
 

 

 

 
0.036

Hair Restoration Center discontinued operations (1) (2)
 

 
(0.282
)
 

 
(0.440
)
Tax benefit associated with a discontinued operation (1) (2)
 
(0.013
)
 

 
(0.024
)
 

Non-GAAP net (loss) income per diluted share (2) (3)
 
$
(0.097
)
 
$
0.061

 
$
(0.266
)
 
$
0.179

 
 
 
 
 
 
 
 
 
U.S. GAAP Weighted average shares - basic 
 
56,524

 
56,360

 
56,482

 
56,704

U.S. GAAP Weighted average shares - diluted 
 
56,524

 
56,360

 
56,482

 
56,846

Non-GAAP Weighted average shares - diluted (2) 
 
56,524

 
56,505

 
56,482

 
56,846

____________________________________
Notes:
(1)
The non-GAAP tax provision was based on a projected statutory effective tax rate analysis to be approximately 37% for the six months ended December 31, 2013, for all non-GAAP operating expense adjustments except the goodwill impairment. The goodwill impairment had a tax benefit of approximately $6.3 million for the twelve months ended June 30, 2014, as the charge was only partly deductible for income tax purposes. During the twelve months ended June 30, 2014, the Company recorded $84.4 million for establishing a valuation reserve against the Company’s U.S. and U.K. deferred tax assets. As a result of the valuation reserve, the Company did not record any tax effect for the non-GAAP adjustments during the three and six months ended June 30, 2014. Based on projected statutory effective tax rate analyses, the non-GAAP tax provision was calculated to be approximately 38% for the three and twelve months ended June 30, 2013, respectively, for all non-GAAP operating expense adjustments, except the AOCI adjustments during the twelve months ended June 30, 2013. The AOCI adjustments were primarily non-taxable. The tax provision adjustment for three and twelve months ended June 30, 2013 also includes a $1.2 million benefit for prior year Work Opportunity Tax Credits.

(2)
Non-GAAP net (loss) income per share reflects the weighted average shares associated with non-GAAP net (loss) income, which includes the dilutive effect of common stock and convertible share equivalents.

(3)
Total is a recalculation; line items calculated individually may not sum to total due to rounding.

REGIS CORPORATION
Summary of Pre-Tax, Income Taxes, and Net Income Impact for Q4 FY14 Discrete Items (Unaudited)
(Dollars in thousands)
 
Pre-Tax
 
Income Taxes
 
Net Income
 
 
 
 
 
 
Self-insurance reserves adjustment
$
(1,334
)
 
$

 
$
(1,334
)
Legal fees
978

 

 
978

Professional fees
21

 

 
21

Regis' portion of Empire Education Group goodwill impairment charge
12,590

 

 
12,590

Release of income tax reserves related to discontinued operations

 
(744
)
 
(744
)
Total
$
12,255


$
(744
)
 
$
11,511


– more –




REGIS CORPORATION
Reconciliation of reported U.S. GAAP net (loss) income to adjusted EBITDA, a non-GAAP financial measure
(Dollars in thousands)
(Unaudited)

Adjusted EBITDA
EBITDA represents U.S. GAAP net (loss) income for the respective period excluding interest expense, income taxes and depreciation and amortization expense. The Company defines adjusted EBITDA, as EBITDA excluding equity in (loss) income of affiliated companies, and identified items impacting comparability for each respective period. For the three and twelve months ended June 30, 2014 and 2013, the items impacting comparability consisted of the items identified in the non-GAAP reconciling items for the respective periods. The impact of the income tax provision adjustments associated with the above items, the deferred tax valuation and accelerated depreciation related to the corporate office consolidation are already included in the U.S. GAAP reported net (loss) income to EBITDA reconciliation, therefore there is no adjustment needed for the reconciliation from EBITDA to adjusted EBITDA. The impacts of the recovery of a previously impaired investment in an affiliate, impairments of Empire Education Group and net Provalliance impairment and gain for the settlement of a portion of the Provalliance equity put are already included by excluding the impact of the Company’s equity in (loss) income of affiliated companies, net of taxes, as reported.

 
 
Three Months Ended 
 June 30,
 
Twelve Months Ended 
 June 30,
 
 
2014
 
2013
 
2014
 
2013
Consolidated reported net (loss) income, as reported (U.S. GAAP)
 
$
(17,022
)
 
$
675

 
$
(135,727
)
 
$
29,194

Interest expense, as reported
 
6,334

 
17,760

 
22,290

 
37,594

Income taxes, as reported
 
(1,683
)
 
(11,245
)
 
71,129

 
(10,024
)
Depreciation and amortization, as reported
 
22,918

 
26,421

 
99,733

 
91,755

EBITDA (as defined above)
 
$
10,547

 
$
33,611

 
$
57,425

 
$
148,519

 
 
 
 
 
 
 
 
 
Equity in loss (income) of affiliated companies, net of income taxes, as reported
 
16,385

 
(20
)
 
11,623

 
15,956

Inventory reserves
 

 
12,557

 
854

 
12,557

Self-insurance reserves adjustments
 
(1,334
)
 

 
(2,007
)
 
(1,122
)
Legal fees
 
978

 
1,244

 
3,671

 

Professional fees
 
21

 

 
360

 
1,244

Deferred compensation adjustment
 

 

 
(3,703
)
 

Senior management restructure
 

 
5,556

 

 
7,407

Pure Beauty note receivable recovery
 

 

 

 
(333
)
Goodwill impairment
 

 

 
34,939

 

AOCI adjustments
 

 

 

 
(33,842
)
Income from discontinued operations, net of taxes, as reported
 
(744
)
 
(15,933
)
 
(1,353
)
 
(25,028
)
Adjusted EBITDA, non-GAAP financial measure
 
$
25,853

 
$
37,015

 
$
101,809

 
$
125,358

 
 
 
 
 
 
 
 
 

REGIS CORPORATION
Reconciliation of reported U.S. GAAP revenue change to same-store sales (Unaudited)

 
Three Months Ended 
 June 30,
 
Twelve Months Ended 
 June 30,
 
2014
 
2013
 
2014
 
2013
Revenue decline, as reported (U.S. GAAP)
 
(3.6
)%
 
(5.0
)%
 
(6.3
)%
 
(4.9
)%
Effect of new stores and conversions
 
(0.7
)
 
(1.1
)
 
(0.8
)
 
(1.3
)
Effect of closed salons
 
2.3

 
3.4

 
2.6

 
3.3

Other
 
0.2

 
(0.4
)
 
(0.3
)
 
0.5

Same-store sales, non-GAAP
 
(1.8
)%
 
(3.1
)%
 
(4.8
)%
 
(2.4
)%

– end –