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8-K - FORM 8-K - FIVE BELOW, INCq42014fivebelowpressrelease.htm


 

NEWS RELEASE
Five Below, Inc. Announces Fourth Quarter and Fiscal 2014 Financial Results
Reports fourth quarter sales growth of 24.4% to $263.8 million
Reports fourth quarter diluted EPS of $0.61
PHILADELPHIA, PA – (March 25, 2015) – Five Below, Inc. (NASDAQ: FIVE) today announced financial results for the thirteen weeks and fifty-two weeks ended January 31, 2015.

For the thirteen weeks ended January 31, 2015:
Net sales increased by 24.4% to $263.8 million from $212.0 million in the fourth quarter of fiscal 2013; comparable store sales increased by 3.2%.
Operating income increased to $52.9 million from $40.3 million in the fourth quarter of fiscal 2013. Adjusted operating income, which excludes the impact of the founders’ transaction in the fourth quarter of fiscal 2013 (see GAAP to Non-GAAP reconciliation table), increased to $52.9 million from $41.9 million in the fourth quarter of fiscal 2013.
The Company opened one new store and ended the quarter with 366 stores in 21 states. This represents an increase of 20% from the end of the fourth quarter of fiscal 2013.
U.S. generally accepted accounting principles, or GAAP, net income was $33.3 million compared to $24.8 million in the fourth quarter of fiscal 2013. Adjusted net income, which excludes the impact of the founders’ transaction in the fourth quarter of fiscal 2013 (see GAAP to Non-GAAP reconciliation table), was $33.3 million compared to $25.8 million for the fourth quarter of fiscal 2013.
GAAP diluted income per common share was $0.61 compared to $0.45 in the fourth quarter of fiscal 2013. Adjusted diluted income per common share, which is adjusted net income on an adjusted diluted weighted average shares outstanding basis in the fourth quarter of fiscal 2013 (see GAAP to Non-GAAP reconciliation table), was $0.61 per share compared to $0.47 per share in the fourth quarter of fiscal 2013.


Joel Anderson, CEO stated: “We are pleased to have delivered a 24% increase in sales and a 30% increase in adjusted EPS for the fourth quarter. For the full year, we grew our store base by 20% and delivered a same store sales increase of 3.4%, resulting in a full year sales increase of 27% and an adjusted EPS increase of 31%. We continue to see strong productivity out of our new stores as our brand, our merchandise offering and our price points continue to resonate with customers in both new and existing markets alike.”

Mr. Anderson continued, “We look forward to an exciting year in 2015 for Five Below. We plan to open 70 new stores and generate a same store sales increase of approximately 3% while simultaneously making long-term investments in people, systems and infrastructure to support our future growth. Looking ahead to 2016, as we leverage these investments, we expect to deliver net income growth of 25% +.”






For the fifty-two weeks ended January 31, 2015:
Net sales increased by 27.0% to $680.2 million from $535.4 million in the comparable period in fiscal 2013; comparable store sales increased by 3.4%.
Operating income was $77.0 million compared to $53.7 million in the comparable period in fiscal 2013. Adjusted operating income, which excludes the impact of the founders' transaction in both periods and the fees incurred related to the Company's secondary public offering in the second quarter of fiscal 2013 (see GAAP to Non-GAAP reconciliation table), increased to $77.9 million compared to $60.8 million in the comparable period in fiscal 2013.
The Company opened 62 new stores compared to 60 net new stores opened in fiscal 2013.
GAAP net income was $48.0 million compared to $32.1 million in the comparable period in fiscal 2013. Adjusted net income, which excludes the impact of the founders' transaction in both periods and the fees incurred related to the Company's secondary public offering in the second quarter of fiscal 2013 (see GAAP to Non-GAAP reconciliation table), was $48.6 million compared to $36.9 million in the comparable period in fiscal 2013.
GAAP diluted income per common share was $0.88 compared to $0.59 per share in the comparable period in fiscal 2013. Adjusted diluted income per common share, which is adjusted net income on an adjusted diluted weighted average common shares outstanding basis in both periods (see GAAP/Non-GAAP reconciliation table), was $0.89 per share compared to $0.68 per share in the comparable period in fiscal 2013.


Balance sheet highlights as of January 31, 2015:
Cash and cash equivalents: $63.2 million
Total liquidity (cash and cash equivalents plus availability on a $20 million revolver facility): $83.2 million


First Quarter and Fiscal 2015 Outlook:
For the first quarter of fiscal 2015, net sales are expected to be in the range of $150 million to $152 million based on opening 18 new stores and assuming a 1.0% to 2.0% increase in comparable store sales. GAAP net income is expected to be in the range of $3.2 million to $3.8 million, with a GAAP diluted income per common share range of $0.06 to $0.07 on approximately 54.8 million estimated diluted weighted average shares outstanding.

For fiscal 2015, net sales are expected to be in the range of $816 million to $824 million based on opening 70 new stores for the full year and assuming an approximate 3% increase in comparable store sales. GAAP net income is expected to be in the range of $55.9 million to $57.7 million, with a GAAP diluted income per common share of $1.02 to $1.05 on approximately 55.0 million estimated diluted weighted average shares outstanding.


Conference Call Information:
A conference call to discuss the fourth quarter and full fiscal 2014 financial results is scheduled for today, March 25, 2015, at 4:30 p.m. Eastern Daylight Time. Investors and analysts interested in participating in the call are invited to dial 888-554-1431 (international callers please dial 719-325-2111) approximately 10 minutes prior to the start of the call. A live audio webcast of the conference call will be available online at investor.fivebelow.com in the investor relations section of the website.

A taped replay of the conference call will be available within two hours of the conclusion of the call and can be accessed both online and by dialing 877-870-5176 (toll/international 858-384-5517). The pin number to access the telephone replay is 6309138. The replay will be available until April 1, 2015.







Non-GAAP Information:
This press release includes non-GAAP adjusted operating income, adjusted net income, adjusted diluted weighted average shares outstanding and adjusted diluted income per common share, each a non-GAAP financial measure. The Company has reconciled these non-GAAP financial measures with the most directly comparable GAAP financial measures in tables accompanying this release. The Company believes that these non-GAAP financial measures not only provide its management with comparable financial data for internal financial analysis but also provide meaningful supplemental information to investors. Specifically, these non-GAAP financial measures allow investors to better understand the performance of the Company’s business and facilitate a meaningful evaluation of its quarterly and fiscal year 2014 diluted income per common share and actual results on a comparable basis with its quarterly and fiscal year 2013 results. In evaluating these non-GAAP financial measures, investors should be aware that in the future the Company may incur expenses or be involved in transactions that are the same as or similar to some of the adjustments in this presentation. The Company’s presentation of non-GAAP financial measures should not be construed to imply that its future results will be unaffected by any such adjustments. The Company has provided this information as a means to evaluate the results of its ongoing operations. Other companies in the Company’s industry may calculate these items differently than it does. Each of these measures is not a measure of performance under GAAP and should not be considered as a substitute for the most directly comparable financial measures prepared in accordance with GAAP. Non-GAAP financial measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the Company’s results as reported under GAAP.



Forward-Looking Statements:
This news release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 as contained in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which reflect management's current views and estimates regarding the Company's industry, business strategy, goals and expectations concerning its market position, future operations, margins, profitability, capital expenditures, liquidity and capital resources and other financial and operating information. Investors can identify these statements by the fact that they use words such as "anticipate," "assume," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "future" and similar terms and phrases. The Company cannot assure investors that future developments affecting the Company will be those that it has anticipated. Actual results may differ materially from these expectations due to risks relating to the Company's strategy and expansion plans, the availability of suitable new store locations, risks that consumer spending may decline and that U.S. and global macroeconomic conditions may worsen, risks related to the Company's continued retention of its senior management and other key personnel, risks relating to changes in consumer preferences and economic conditions, risks relating to lack of online sales, risks relating to extreme weather, risks relating to the Company's distribution centers, quality or safety concerns about the Company's merchandise, events that may affect the Company's vendors, increased competition from other retailers including online retailers, risks relating to cyber security, risks relating to trade restrictions, and risks associated with leasing substantial amounts of space. For further details and a discussion of these and risks and uncertainties, see the Company's periodic reports, including the annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, filed with or furnished to the Securities and Exchange Commission and available at www.sec.gov. If one or more of these risks or uncertainties materialize, or if any of the Company's assumptions prove incorrect, the Company's actual results may vary in material respects from those projected in these forward-looking statements. Any forward-looking statement made by the Company in this news release speaks only as of the date on which the Company makes it. Factors or events that could cause the Company's actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.








About Five Below:
Five Below is a rapidly growing specialty value retailer offering a broad range of trend-right, high-quality merchandise targeted at the teen and pre-teen customer. Five Below offers a dynamic, edited assortment of exciting products in a fun and differentiated store environment, all priced at $5 and below, including select brands and licensed merchandise across a number of category worlds: Style, Room, Sports, Tech, Crafts, Party, Candy, and Now. Five Below is headquartered in Philadelphia, Pennsylvania. For more information, visit www.fivebelow.com.


###
Investor Contact:
ICR, Inc.
Farah Soi
203-682-8200
Farah.soi@icrinc.com
Media Contact:
ICR, Inc.
Alecia Pulman/Jessica Liddell
203-682-8200
FivePR@icrinc.com






FIVE BELOW, INC.
Consolidated Balance Sheets
(Unaudited)
(in thousands)
 
 
 
January 31, 2015
 
February 1, 2014
Assets
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
63,186

 
$
50,184

Inventories
 
115,652

 
89,377

Prepaid income taxes
 
1,939

 
1,497

Deferred income taxes
 
8,623

 
4,586

Prepaid expenses and other current assets
 
18,180

 
15,255

Total current assets
 
207,580

 
160,899

Property and equipment, net
 
86,998

 
70,381

Deferred income taxes
 

 
232

Other assets
 
284

 
542

 
 
$
294,862

 
$
232,054

 
 
 
 
 
Liabilities and Shareholders’ Equity
 
 
 
 
Current liabilities:
 
 
 
 
Line of credit
 
$

 
$

Current portion of note payable
 

 
19,500

Accounts payable
 
39,222

 
34,013

Income taxes payable
 
14,442

 
6,007

Accrued salaries and wages
 
5,275

 
2,672

Other accrued expenses
 
20,462

 
17,550

Total current liabilities
 
79,401

 
79,742

Deferred rent and other
 
40,450

 
35,439

Deferred income taxes
 
742

 

Total liabilities
 
120,593

 
115,181

Shareholders’ equity:
 
 
 
 
Common stock
 
544

 
542

Additional paid-in capital
 
293,992

 
284,622

Accumulated deficit
 
(120,267
)
 
(168,291
)
Total shareholders’ equity
 
174,269

 
116,873

 
 
$
294,862

 
$
232,054








FIVE BELOW, INC.
Consolidated Statements of Operations
(Unaudited)
(in thousands, except share and per share data)
 
 
 
Thirteen weeks ended
 
Fifty-two weeks ended
 
 
January 31, 2015
 
February 1, 2014
 
January 31, 2015
 
February 1, 2014
Net sales
 
$
263,756

 
$
211,964

 
$
680,218

 
$
535,402

Cost of goods sold
 
157,428

 
127,795

 
442,427

 
347,386

Gross profit
 
106,328

 
84,169

 
237,791

 
188,016

Selling, general and administrative expenses
 
53,389

 
43,828

 
160,775

 
134,279

Operating income
 
52,939

 
40,341

 
77,016

 
53,737

Interest expense, net
 
37

 
290

 
125

 
1,513

Loss on debt extinguishment
 

 

 
244

 
266

Other income
 
(12
)
 

 
(12
)
 

Income before income taxes
 
52,914

 
40,051

 
76,659

 
51,958

Income tax expense
 
19,601

 
15,225

 
28,635

 
19,816

Net income
 
33,313

 
24,826

 
48,024

 
32,142

Net income attributable to participating securities
 

 
(314
)
 
(20
)
 
(465
)
Net income attributable to common shareholders
 
$
33,313

 
$
24,512

 
$
48,004

 
$
31,677

Basic income per common share
 
$
0.61

 
$
0.46

 
$
0.89

 
$
0.59

Diluted income per common share
 
$
0.61

 
$
0.45

 
$
0.88

 
$
0.59

Weighted average shares outstanding:
 
 
 
 
 
 
 
 
Basic shares
 
54,390,927

 
53,487,300

 
54,219,801

 
53,294,805

Diluted shares
 
54,656,375

 
53,956,802

 
54,573,855

 
53,741,860








FIVE BELOW, INC.

Consolidated Statements of Cash Flows
(Unaudited)
(in thousands)
 
 
 
Fifty-two weeks ended
 
 
January 31, 2015
 
February 1, 2014
Operating activities:
 
 
 
 
Net income
 
$
48,024

 
$
32,142

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
Depreciation and amortization
 
17,202

 
13,469

Loss on debt extinguishment
 
244

 
266

Loss on disposal of property and equipment
 
175

 
515

Amortization of deferred financing costs
 
25

 
251

Share-based compensation expense
 
5,931

 
10,092

Deferred income tax benefit
 
(3,063
)
 
(5,074
)
Changes in operating assets and liabilities:
 
 
 
 
Prepaid income taxes
 
(442
)
 
(1,461
)
Inventories
 
(26,275
)
 
(28,546
)
Prepaid expenses and other assets
 
(2,936
)
 
(3,597
)
Accounts payable
 
3,060

 
4,083

Income taxes payable
 
8,435

 
(1,076
)
Accrued salaries and wages
 
2,603

 
(1,532
)
Deferred rent
 
5,669

 
8,384

Other accrued expenses
 
2,778

 
3,271

Net cash provided by operating activities
 
61,430

 
31,187

Investing activities:
 
 
 
 
Capital expenditures
 
(32,322
)
 
(25,931
)
Net cash used in investing activities
 
(32,322
)
 
(25,931
)
Financing activities:
 
 
 
 
Repayment of note payable under Term Loan Facility
 
(19,500
)
 
(15,000
)
Borrowing on note payable under Revolving Credit Facility
 
7,000

 

Repayment of note payable under Revolving Credit Facility
 
(7,000
)
 

Cash paid for debt financing costs
 

 
(40
)
Net proceeds from issuance of common stock
 
179

 
148

Proceeds from exercise of options to purchase common stock
 
1,481

 
1,484

Repurchase of common stock
 
(314
)
 

Repurchase of unvested restricted shares related to stock option exercises
 
(1
)
 
(7
)
Excess tax benefit related to restricted shares and exercise of stock options
 
2,049

 
2,262

Net cash used in financing activities
 
(16,106
)
 
(11,153
)
Net increase (decrease) in cash and cash equivalents
 
13,002

 
(5,897
)
Cash and cash equivalents at beginning of year
 
50,184

 
56,081

Cash and cash equivalents at end of year
 
$
63,186

 
$
50,184








FIVE BELOW, INC.
GAAP to Non-GAAP Reconciliation of Consolidated Statements of Operations
(Unaudited)
(in thousands, except share and per share data)
 
Reconciliation of operating income, as reported, to adjusted operating income
 
 
Thirteen weeks ended
 
Fifty-two weeks ended
 
 
January 31, 2015
 
February 1, 2014
 
January 31, 2015
 
February 1, 2014
Operating income, as reported
 
$
52,939

 
$
40,341

 
$
77,016

 
$
53,737

Adjustments:
 
 
 
 
 


 
 
Founders’ transaction (1)
 

 
1,515

 
858

 
6,060

Secondary public offering fees (2)
 

 

 

 
1,000

Adjusted operating income
 
$
52,939

 
$
41,856

 
$
77,874

 
$
60,797

 
 
 
 
 
 
 
 
 
Reconciliation of net income attributable to common shareholders, as reported, to adjusted net income
 
 
Thirteen weeks ended
 
Fifty-two weeks ended
 
 
January 31, 2015
 
February 1, 2014
 
January 31, 2015
 
February 1, 2014
Net income attributable to common shareholders, as reported
 
$
33,313

 
$
24,512

 
$
48,004

 
$
31,677

Adjustments:
 
 
 
 
 
 
 
 
Net income attributable to participating securities, as reported
 

 
314

 
20

 
465

Net income, as reported
 
33,313

 
24,826

 
48,024

 
32,142

Adjustments:
 
 
 
 
 
 
 
 
Founders’ transaction (1)
 

 
1,515

 
858

 
6,060

Secondary public offering fees (2)
 

 

 

 
1,000

Less tax benefit
 

 
(559
)
 
(324
)
 
(2,311
)
Adjusted net income
 
$
33,313

 
$
25,782

 
$
48,558

 
$
36,891

 
 
 
 
 
 
 
 
 
Reconciliation of diluted weighted average shares outstanding, as reported, to adjusted diluted weighted average shares outstanding
 
 
Thirteen weeks ended
 
Fifty-two weeks ended
 
 
January 31, 2015
 
February 1, 2014
 
January 31, 2015
 
February 1, 2014
Diluted weighted average shares outstanding, as reported
 
54,656,375

 
53,956,802

 
54,573,855

 
53,741,860

Adjustments:
 
 
 
 
 
 
 
 
Unvested and vested restricted stock (3)
 

 
683,885

 
88,818

 
783,166

Adjusted diluted weighted average shares outstanding
 
54,656,375

 
54,640,687

 
54,662,673

 
54,525,026






FIVE BELOW, INC.
GAAP to Non-GAAP Reconciliation of Consolidated Statements of Operations
(Unaudited)
(in thousands, except share and per share data)
Reconciliation of diluted income per common share, as reported, to adjusted diluted income per common share
 
 
 
Thirteen weeks ended
 
Fifty-two weeks ended
 
 
January 31, 2015
 
February 1, 2014
 
January 31, 2015
 
February 1, 2014
Diluted income per common share, as reported
 
$
0.61

 
$
0.45

 
$
0.88

 
$
0.59

Adjustments to numerator:
 
 
 
 
 
 
 
 
Founders’ transaction and secondary public offering fees per share (1) (2)
 

 
0.03

 
0.02

 
0.13

Income tax benefit per share
 

 
(0.01
)
 
(0.01
)
 
(0.04
)
Adjusted diluted income per common share
 
$
0.61

 
$
0.47

 
$
0.89

 
$
0.68

 
(1)
Founders’ transaction relates to the expense recognition for the options granted to the founders in fiscal 2010 and their modification in March 2012, which cancelled the fiscal 2010 option award to purchase 2,020,620 shares of common stock and granted an equal number of restricted shares that vested through March 2014.
(2)
During the second quarter of fiscal 2013, the Company incurred approximately $1.0 million of non tax deductible expenses related to legal, accounting, and other fees in connection with its secondary public offering that closed in July 2013.
(3)
Assumes the impact of all unvested and vested restricted stock related to the Founders' transaction as of the beginning of the period.