Attached files

file filename
8-K - 8-K - PACIFIC SUNWEAR OF CALIFORNIA INCq420148-k.htm


CONTACT:                                        
Michael W. Kaplan
Chief Financial Officer
(714) 414-4003


PACIFIC SUNWEAR ANNOUNCES FOURTH QUARTER OPERATING RESULTS;
ISSUES FIRST QUARTER GUIDANCE

- Comparable store sales up 6%
- Twelfth straight quarter of positive comparable store sales


ANAHEIM, Calif., March 25, 2015 --- Pacific Sunwear of California, Inc. (NASDAQ: PSUN) (the “Company”), announced today that net sales for the fourth quarter of fiscal 2014 ended January 31, 2015, were $231.6 million versus net sales of $218.6 million for the fourth quarter of fiscal 2013 ended February 1, 2014. Comparable store sales for the fourth quarter of fiscal 2014 increased 6%. The Company ended the fourth quarter of fiscal 2014 with 605 stores versus 618 stores a year ago.

"We are very pleased with our Q4 results led by a 6% increase in same-store sales and a $7 million improvement in our operating results," said Gary H. Schoenfeld, President and CEO. "This also marks our 12th straight quarter of positive comparable store sales and for fiscal 2014, a 500 basis point increase in gross margins over this same three year period which has been characterized as a highly promotional environment for our industry."

"Building on a strong finish to 2014, we continue to believe in the distinct positioning that we are creating for PacSun which includes developing the most relevant Men's and Women's brands for our targeted 17-24 year old customers and showcasing the creativity, diversity and optimism that embodies Southern California lifestyle," Mr. Schoenfeld said. "We are excited as we begin the new year and believe that our brand initiatives for 2015 have never been more compelling in the 35 year history of PacSun."

Mr. Schoenfeld added, "Looking ahead, we are similarly focused on our financial goals for fiscal 2015 which include:  continuing to achieve positive comparable store sales; furthering our gross margins through elevated merchandising and inventory productivity; and incrementally leveraging expenses.  This year will also include investments in key omni-channel initiatives which we believe will further strengthen our position for the long-term."

Fourth Quarter Results

On a GAAP basis, the Company reported a loss from continuing operations of $26.0 million, or $(0.38) per diluted share, for the fourth quarter of fiscal 2014, compared to a loss from continuing operations of $22.0 million, or $(0.32) per diluted share, for the fourth quarter of fiscal 2013. The loss from continuing operations for the Company's fourth quarter of fiscal 2014 included a non-cash loss of $14.3 million, or $(0.21) per diluted share, compared to a non-cash loss of $3.6 million, or $(0.05) per diluted share, for the fourth quarter of fiscal 2013, related to the derivative liability that resulted from the issuance of Convertible Series B Preferred Stock (the “Series B Preferred”) in connection with the term loan financing the Company completed in December 2011.

On a non-GAAP basis, excluding the non-cash loss on the derivative liability, other one-time charges, and assuming a tax benefit of approximately $4.0 million, the Company would have incurred a loss from continuing operations for the fourth quarter of fiscal 2014 of $7.1 million, or $(0.10) per diluted share, as compared to a loss from continuing operations of $11.8 million, or $(0.17) per diluted share, for the same period a year ago.





Full Year Results

Net sales for fiscal 2014 were $826.8 million versus net sales of $797.8 million for fiscal 2013. Comparable store sales increased 3% during fiscal 2014.

On a GAAP basis, the Company reported a loss from continuing operations of $29.4 million, or $(0.42) per diluted share, for the 2014 fiscal year, compared to a loss from continuing operations of $47.0 million, or $(0.69) per diluted share for the 2013 fiscal year. The loss from continuing operations for the 2014 fiscal year included a non-cash gain of $2.3 million, or $0.03 per diluted share, compared to a non-cash loss of $10.6 million, or $(0.16) per diluted share for the 2013 fiscal year, related to the derivative liability.

On a non-GAAP basis, excluding the non-cash gain on derivative liability, and assuming a tax benefit of approximately $10.9 million, the Company would have incurred a loss from continuing operations for the 2014 fiscal year of $18.5 million, or $(0.27) per diluted share, as compared to a loss from continuing operations of $23.1 million, or $(0.34) per diluted share, for the 2013 fiscal year.

Financial Outlook for First Quarter of Fiscal 2015
The Company's guidance range for the first quarter of fiscal 2015 contemplates a non-GAAP loss per diluted share from continuing operations of between $(0.14) and $(0.11), compared to $(0.11) in the first quarter of fiscal 2014. The Company stated that it believes the disruption at the Southern California ports, coupled with severe cold weather in many parts of the country has adversely affected comparable store sales by 2-3% and its first quarter non-GAAP loss per diluted share by approximately $(0.03) to $(0.04).
 
The first quarter non-GAAP guidance range is based on the following assumptions:
Comparable store sales from minus 1% to plus 2%;
Revenue from $167 million to $173 million;
Gross margin rate, including buying, distribution and occupancy, of 26% to 28%;
SG&A expenses in the range of $51 million to $53 million; and
Applicable non-GAAP adjustments are tax effected using a normalized annual income tax rate.

The Company's first quarter of fiscal 2015 guidance range excludes the quarterly impact of the change in the fair value of the derivative liability due to the inherently variable nature of this financial instrument.

Derivative Liability
In fiscal 2011, as a result of the issuance of the Series B Preferred in connection with the Company's $60 million senior secured term loan financing with an affiliate of Golden Gate Capital, the Company recorded a derivative liability equal to approximately $15 million, which represented the fair value of the Series B Preferred upon issuance. In accordance with applicable U.S. GAAP, the Company has marked this derivative liability to fair value through earnings and will continue to do so on a quarterly basis until the shares of Series B Preferred are either converted into shares of the Company's common stock or until the conversion rights expire (December 2021).
 
About Pacific Sunwear of California, Inc.
Pacific Sunwear of California, Inc. and its subsidiaries (collectively, “PacSun” or the “Company”) is a leading specialty retailer rooted in the action sports, fashion and music influences of the California lifestyle. The Company sells a combination of branded and proprietary casual apparel, accessories and footwear designed to appeal to teens and young adults. As of March 25, 2015, the Company operates 605 stores in all 50 states and Puerto Rico. PacSun's website address is www.pacsun.com.






The Company will be hosting a conference call today at 4:30 p.m. Eastern time to review the results of its fourth fiscal quarter. A telephonic replay of the conference call will be available, beginning approximately two hours following the call, for one week and can be accessed in the United States and Canada at (855) 859-2056 or internationally at (404) 537-3406; passcode: 8519739. For those unable to listen to the live Web broadcast or utilize the call-in replay, an archived version will be available on the Company's investor relations website through midnight, May 27, 2015.

About Non-GAAP Financial Measures
This press release and the accompanying tables include non-GAAP financial measures. For a description of these non-GAAP financial measures and reconciliations of these non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with Generally Accepted Accounting Principles ("GAAP"), please see the accompanying table titled “Reconciliation of Selected GAAP Measures to Non-GAAP Measures” and the section following such table titled “About Non-GAAP Financial Measures.”

Pacific Sunwear Safe Harbor
This press release contains “forward-looking statements” including, without limitation, the statements made by Mr. Schoenfeld in the second, third and fourth paragraphs, and the statements made by the Company under the heading “Financial Outlook for First Quarter of Fiscal 2015.” In each case, these statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company intends that these forward-looking statements be subject to the safe harbors created thereby. These statements are not historical facts and involve estimates, assumptions and uncertainties that could cause actual results to differ materially from those expressed in such forward-looking statements. Uncertainties that could adversely affect the Company's business and results include, among others, the following factors: increased sourcing and product costs; adverse changes in U.S. and world economic conditions generally; adverse changes in consumer spending; changes in consumer demands and preferences; adverse changes in same-store sales; higher than anticipated markdowns and/or higher than estimated selling, general and administrative costs; currency fluctuations; competition from other retailers and uncertainties generally associated with apparel retailing; merchandising/fashion risk; lower than expected sales from private label merchandise; reliance on key personnel; economic impact of natural disasters, terrorist attacks or war/threat of war; shortages of supplies and/or contractors as a result of natural disasters or terrorist acts, which could cause unexpected delays in store relocations, renovations or expansions; reliance on foreign sources of production; and other risks outlined in the Company's filings with the Securities and Exchange Commission (“SEC”), including but not limited to the Company's Annual Report on Form 10-K for the fiscal year ended February 1, 2014, and subsequent periodic reports filed with the SEC. Historical results achieved are not necessarily indicative of future prospects of the Company. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company assumes no obligation to update or revise any such forward-looking statements to reflect events or circumstances that occur after such statements are made. Nonetheless, the Company reserves the right to make such updates from time to time by press release, periodic report or other method of public disclosure without the need for specific reference to this press release. No such update shall be deemed to indicate that other statements not addressed by such update remain correct or create an obligation to provide any other updates.








PACIFIC SUNWEAR OF CALIFORNIA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited, in thousands, except per share data)

 
For the Fourth Quarter Ended
 
For the Fiscal Year Ended
 
January 31, 2015
 
February 1, 2014
 
January 31, 2015
 
February 1, 2014
 
 
 
 
 
 
 
 
Net sales
$
231,593

 
$
218,591

 
$
826,777

 
$
797,792

Gross margin
60,348

 
43,704

 
223,233

 
199,244

SG&A expenses
67,766

 
58,260

 
238,374

 
220,677

Operating loss
(7,418
)
 
(14,556
)
 
(15,141
)
 
(21,433
)
Loss (gain) on derivative liability
14,268

 
3,638

 
(2,272
)
 
10,638

Interest expense, net
3,939

 
3,556

 
15,759

 
14,108

Loss from continuing operations before income taxes
(25,625
)
 
(21,750
)

(28,628
)

(46,179
)
Income taxes
365

 
283

 
727

 
797

Loss from continuing operations
(25,990
)
 
(22,033
)

(29,355
)

(46,976
)
Loss from discontinued operations, net of tax effects

 
(504
)
 

 
(1,745
)
Net loss
$
(25,990
)
 
$
(22,537
)

$
(29,355
)

$
(48,721
)
 
 
 
 
 
 
 
 
Loss from continuing operations per share:
 
 
 
 
 
 
 
Basic and diluted
$
(0.38
)
 
$
(0.32
)
 
$
(0.42
)
 
$
(0.69
)
Loss from discontinued operations per share:
 
 
 
 
 
 
 
Basic and diluted
$

 
$
(0.01
)
 
$

 
$
(0.02
)
Net loss per share:
 
 
 
 
 
 
 
Basic and diluted
$
(0.38
)
 
$
(0.33
)
 
$
(0.42
)
 
$
(0.71
)
Weighted-average shares outstanding:
 
 
 
 
 
 
 
Basic and diluted
69,261

 
68,586

 
69,079

 
68,465







PACIFIC SUNWEAR OF CALIFORNIA, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited, in thousands)

 
 
January 31, 2015
 
February 1, 2014
 
ASSETS
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
22,588

 
$
27,769

Inventories
 
81,658

 
83,073

Prepaid expenses
 
12,692

 
13,404

Other current assets
 
3,992

 
6,089

     Total current assets
 
120,930

 
130,335

Property and equipment, net
 
88,751

 
96,797

Other assets
 
42,598

 
45,507

Total assets
 
$
252,279

 
$
272,639


LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY
Current liabilities:
Accounts payable
 
$
36,775

 
$
46,034

Derivative liability
 
28,448

 
30,720

Other current liabilities
 
48,183

 
37,286

     Total current liabilities
 
113,406

 
114,040

Deferred lease incentives
 
10,804

 
12,889

Deferred rent
 
14,694

 
15,440

Long-term debt
 
94,424

 
86,075

Other liabilities
 
28,368

 
26,046

Total liabilities
 
261,696

 
254,490

Total shareholders' (deficit) equity
 
(9,417
)
 
18,149

Total liabilities and shareholders' (deficit) equity
 
$
252,279

 
$
272,639








PACIFIC SUNWEAR OF CALIFORNIA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited, in thousands)

 
For the Fiscal Year Ended
 
January 31, 2015
 
February 1, 2014
Cash flows from operating activities:
 
 
 
Net loss
$
(29,355
)
 
$
(48,721
)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
 
 
 
Depreciation and amortization
24,013

 
25,511

Asset impairment
3,323

 
3,204

Non-cash stock-based compensation
1,621

 
2,643

Amortization of debt discount
2,997

 
2,164

(Gain) loss on derivative liability
(2,272
)
 
10,638

Loss on disposal of property and equipment
278

 
150

Gain on lease terminations
(191
)
 
(209
)
Changes in assets and liabilities:
 
 
 
     Inventories
1,415

 
7,608

     Accounts payable and other current liabilities
1,503

 
(11,175
)
     Other assets and liabilities
7,400

 
463

          Net cash provided by (used in) operating activities
10,732

 
(7,724
)
Cash flows from investing activities:
 
 
 
     Purchases of property, equipment, and intangible assets
(15,595
)
 
(12,337
)
Cash flows from financing activities:
 
 
 
     Proceeds from credit facility borrowings
15,000

 

     Payments under credit facility borrowings
(15,000
)
 

     Proceeds from mortgage borrowings
618

 

     Principal payments under mortgage borrowings
(554
)
 
(576
)
     Payments for debt issuance costs
(116
)
 

     Principal payments under capital lease obligations
(639
)
 
(569
)
     Proceeds from exercise of stock options
373

 
242

          Net cash used in financing activities
(318
)
 
(903
)
Net decrease in cash and cash equivalents
(5,181
)
 
(20,964
)
Cash and cash equivalents, beginning of period
27,769

 
48,733

Cash and cash equivalents, end of period
$
22,588

 
$
27,769








PACIFIC SUNWEAR OF CALIFORNIA, INC.
SELECTED STORE OPERATING DATA

 
January 31, 2015
 
February 1, 2014
Stores open at beginning of year
618
 
644
Stores opened during the period
5
 
4
Stores closed during the period
(18)
 
(30)
Stores open at end of period
605
 
618
 
January 31, 2015
 
February 1, 2014
 
# of Stores
 
Square Footage
(000s)
 
# of Stores
 
Square Footage
(000s)
PacSun Core stores
485
 
1,907
 
502
 
1,965
PacSun Outlet stores
120
 
485
 
116
 
467
Total stores
605
 
2,392
 
618
 
2,432







PACIFIC SUNWEAR OF CALIFORNIA, INC.
RECONCILIATION OF SELECTED GAAP MEASURES TO NON-GAAP MEASURES
(Unaudited, in thousands, except per share data)

 
For the Fourth Quarter Ended
 
For the Fiscal Year Ended
 
January 31, 2015
 
February 1, 2014
 
January 31, 2015
 
February 1, 2014
 
 
 
 
 
 
 
 
GAAP loss from continuing operations
$
(25,990
)
 
$
(22,033
)
 
$
(29,355
)
 
$
(46,976
)
  Store closure charge (markdown allowance)
(171
)
 

 

 

  Software impairment

 

 
987

 

  Termination benefits
442

 

 
442

 

  Derivative liability
14,268

 
3,638

 
(2,272
)
 
10,638

  Deferred tax valuation allowance
4,369

 
6,624

 
11,670

 
13,271

Non-GAAP loss from continuing operations
$
(7,082
)
 
$
(11,771
)
 
$
(18,528
)
 
$
(23,067
)
 
 
 
 
 
 
 
 
GAAP loss from continuing operations per share
$
(0.38
)
 
$
(0.32
)
 
$
(0.42
)
 
$
(0.69
)
  Store closure charge (markdown allowance)

 

 

 

  Software impairment

 

 
0.01

 

  Termination benefits
0.01

 

 

 

  Derivative liability
0.21

 
0.05

 
(0.03
)
 
0.16

  Deferred tax valuation allowance
0.06

 
0.10

 
0.17

 
0.19

Non-GAAP loss from continuing operations per share
$
(0.10
)
 
$
(0.17
)
 
$
(0.27
)
 
$
(0.34
)
Shares used in calculation
69,261

 
68,586

 
69,079

 
68,465


ABOUT NON-GAAP FINANCIAL MEASURES
The accompanying press release dated March 25, 2015 contains non-GAAP financial measures. These non-GAAP financial measures include non-GAAP loss from continuing operations and non-GAAP loss from continuing operations per diluted share for the fourth quarters and fiscal years 2014 and 2013, respectively, and non-GAAP loss from continuing operations per diluted share guidance for the first quarter of fiscal 2015. Non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures do not reflect a comprehensive system of accounting, differ from GAAP measures with the same names and may differ from non-GAAP financial measures with the same or similar names that are used by other companies. The Company computes non-GAAP financial measures using the same consistent method from quarter to quarter and year to year. The Company may consider whether other significant items that arise in the future should be excluded from the non-GAAP financial measures. The Company has excluded the following items from all of its non-GAAP financial measures:
 
- Store closure charge (markdown allowance)
- Software impairment
- Termination benefits
- Derivative liability
- Deferred tax valuation allowance
 
 
The Company believes that these non-GAAP financial measures provide meaningful supplemental information regarding the Company's operating results primarily because they exclude amounts that are not considered part of ongoing operating results when planning and forecasting and when assessing the performance of the organization, individual operating segments or its senior management. In addition, the Company believes that non-GAAP financial information is used by analysts and others in the investment community to analyze the Company's historical results and in providing estimates of future performance and that failure to report these non-GAAP measures, could result in confusion among analysts and others and create a misplaced perception that the Company's results have underperformed or exceeded expectations.