Attached files
file | filename |
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EX-10.2 - EX-10.2 - Boot Barn Holdings, Inc. | a17-14427_1ex10d2.htm |
EX-10.1 - EX-10.1 - Boot Barn Holdings, Inc. | a17-14427_1ex10d1.htm |
8-K - 8-K - Boot Barn Holdings, Inc. | a17-14427_18k.htm |
Exhibit 99.1
Boot Barn Holdings, Inc. Announces Fourth Quarter and Fiscal Year 2017 Financial Results
IRVINE, California June 1, 2017Boot Barn Holdings, Inc. (NYSE: BOOT) today announced its financial results for the fourth quarter and fiscal year ended April 1, 2017.
For the fourth quarter ended April 1, 2017:
· Net sales increased 9.1% to $163.0 million;
· Consolidated same store sales declined 0.9%;
· GAAP net income was $2.6 million, or $0.10 per diluted share, compared to $1.0 million, or $0.04 per diluted share in the prior-year period. Adjusted net income was $3.3 million, or $0.12 per diluted share, compared to adjusted net income of $2.5 million, or $0.09 per diluted share in the prior-year period;
· Two new stores were opened.
For the fiscal year ended April 1, 2017:
· Net sales increased 10.7% to $629.8 million;
· Consolidated same store sales increased 0.3%;
· GAAP net income was $14.2 million, or $0.53 per diluted share, compared to $9.9 million, or $0.37 per diluted share in the prior-year period. Adjusted net income was $14.9 million, or $0.55 per diluted share, compared to adjusted net income of $18.7 million, or $0.69 per diluted share in the prior-year period;
· Twelve new stores were opened and one store was closed, bringing the total count at year-end to 219 stores.
Other developments:
· Acquired certain assets of Country Outfitter, including the countryoutfitter.com domain name, customer list and social media assets for $1.8 million of cash and assumed liabilities;
· Increased the capacity under the revolving credit facility $10 million to $135 million and extended the maturity date for two additional years;
· Amended the financial covenant under the term loan facility to increase the maximum net leverage ratio requirements.
Note: Adjusted net income is a non-GAAP measure. An explanation of the computation of this measure and a reconciliation to GAAP net income is included below. See also Non-GAAP Financial Measures.
Jim Conroy, Chief Executive Officer, commented, While we reported slightly negative consolidated same store sales for the quarter, we are pleased that comparable sales in our physical stores improved on a sequential basis, and we were able to achieve 30 basis points of improvement in our core merchandise margin. Unfortunately, our fourth quarter earnings per share fell short of our expectations due to lower than expected retail store sales, unanticipated operating expenses, and disruption in sales at sheplers.com arising from the transition of the e-commerce site to a new software platform. We are continuing to work to improve the site performance and return sheplers.com to positive sales growth.
Mr. Conroy continued, Looking ahead, we are excited to announce that we have further strengthened our position as the leading omni-channel western and work wear retailer in the U.S. with the purchase of certain assets of countryoutfitter.com, a large pure-play e-commerce retailer targeting a younger, female country customer. While more difficult than anticipated, we have also completed the transition of sheplers.com to our new e-commerce platform which now includes the newly acquired countryoutfitter.com. Additionally, we are encouraged that same store sales at our physical stores are improving and are positive fiscal year-to-date partly driven by a recovery in the oil and gas markets. We remain confident that our industry-leading position, advanced omni-channel capabilities and ongoing merchandising opportunities will allow us to continue to capture market share and drive profitable growth over the long-term.
Operating Results for the Fourth Quarter Ended April 1, 2017
· Net sales increased 9.1% to $163.0 million in the fourth quarter of fiscal year 2017 (14 weeks), from $149.5 million in the fourth quarter of fiscal year 2016 (13 weeks). Net sales increased due primarily to the extra week of sales in the fourth quarter of fiscal year 2017 and contributions from the 12 new stores opened during fiscal year 2017. Sales growth was partially offset by a decrease of 0.9% in consolidated same store sales and the closure of one store in the fourth quarter. Sales at sheplers.com declined in February and March when compared to fiscal year 2016 as a result of disruption from the conversion to a new e-commerce platform, resulting in sales below plan.
· Gross profit was $49.3 million, or 30.3% of net sales in the fourth quarter of fiscal year 2017, compared to gross profit of $42.4 million, or 28.4% of net sales, in the prior-year period. Gross profit increased $5.4 million, or 12.4%, from adjusted gross profit of $43.9 million, or 29.4% of net sales, in the prior-year period. Gross profit increased as a result of additional sales in the 14-week fourth quarter in fiscal year 2017, the opening of 12 new stores, and improvement in merchandise margin rate. As a percentage of sales, consolidated gross profit increased primarily due to merchandise margin expansion and occupancy leverage from the 14-week fourth quarter. Adjusted gross profit in the prior-year period excludes acquisition-related integration costs, contract termination costs and the amortization of inventory fair value adjustment. See Non-GAAP Financial Measures.
· On a GAAP basis, income from operations was $8.1 million in the fourth quarter of fiscal year 2017 compared to $5.6 million in the prior-year period. Adjusted income from operations was $9.2 million in the fourth quarter of fiscal year 2017, an increase of 20.6%, compared to $7.7 million in the prior-year period. In each case, the increase was driven primarily by the extra week of sales in the fourth quarter of fiscal year 2017. Adjusted income from operations was below guidance as a result of disruption in sales at sheplers.com during the quarter. Also contributing to lower income from operations
and adjusted income from operations were unanticipated store expenses, repairs and maintenance, and outside services primarily related to transitioning and operating the newly acquired Country Outfitter e-commerce site. In the fourth quarter of fiscal year 2017, adjusted income from operations excludes a store impairment charge of $1.2 million. Adjusted income from operations in fourth quarter of fiscal year 2016 excludes acquisition-related integration costs, loss on disposal of assets and contract termination costs, and the amortization of inventory fair value adjustment. See Non-GAAP Financial Measures.
· During the fourth quarter, the Company opened two stores and closed one store.
· On a GAAP basis, net income was $2.6 million, or $0.10 per diluted share, in the fourth quarter of fiscal year 2017, compared to $1.0 million or $0.04 per diluted share in the prior-year period. Adjusted net income was $3.3 million, or $0.12 per diluted share, in the fourth quarter of fiscal year 2017, compared to $2.5 million, or $0.09 per diluted share, in the prior-year period. See Non-GAAP Financial Measures.
A reconciliation of adjusted gross profit, adjusted income from operations, adjusted net income and adjusted net income per diluted share, each a non-GAAP financial measure, to their most directly comparable GAAP financial measures is included in the accompanying financial data. See Non-GAAP Financial Measures.
Operating Results for the Fiscal Year Ended April 1, 2017
· Net sales for fiscal year 2017 (53 weeks) increased 10.7% to $629.8 million from $569.0 million in fiscal year 2016 (52 weeks). Net sales increased from twelve months of sales contributions from Sheplers (compared to nine months in the prior-year period), additional sales from the 53rd week, the opening of 12 new stores over the last twelve months, and a 0.3% increase in consolidated same store sales.
· Gross profit was $189.9 million, or 30.2% of net sales, compared to gross profit of $173.2 million, or 30.4% of net sales, in fiscal year 2016. Gross profit increased 6.7% compared to adjusted gross profit of $178.0 million, or 31.3% of net sales, in the prior-year period. Gross profit increased from an entire year of Sheplers in fiscal year 2017, additional sales from the 53rd week, and the opening of 12 new stores. The decline in gross profit rate was driven primarily by an increase in store occupancy costs and a decline in merchandise margin rate. The decline in merchandise margin rate resulted from an increase in lower margin e-commerce sales penetration and twelve months of lower margin Sheplers sales compared to nine months in the prior-year period. Adjusted gross profit in fiscal year 2016 excludes acquisition-related integration costs, contract termination costs and the amortization of inventory fair value adjustment. See Non-GAAP Financial Measures.
· On a GAAP basis, income from operations was $37.8 million, compared to $30.2 million in fiscal year 2016, the increase primarily resulting from the acquisition-related expenses and integration costs in fiscal year 2016 that were not incurred in fiscal year 2017. Adjusted income from operations was $39.0 million in fiscal year 2017, a decrease of 8.6%, compared to $42.7 million in fiscal year 2016. The decrease in adjusted income from operations compared to the prior years adjusted income from operations was driven primarily by an increase in adjusted operating expenses related to twelve months of the Sheplers business compared to nine months in the prior-year period and the
increase in adjusted operating expenses related to increased sales. In fiscal year 2017, adjusted income from operations excludes a store impairment charge of $1.2 million. Adjusted income from operations in fiscal year 2016 excludes acquisition-related expenses and integration costs, loss on disposal of assets and contract termination costs, and the amortization of inventory fair value adjustment. See Non-GAAP Financial Measures.
· The Company opened 12 stores and closed one store, ending the fiscal year with 219 stores in 31 states.
· On a GAAP basis, net income was $14.2 million, or $0.53 per diluted share, compared to $9.9 million, or $0.37 per diluted in the prior-year period. Adjusted net income was $14.9 million, or $0.55 per diluted share, in fiscal year 2017, compared to $18.7 million or $0.69 per diluted share in fiscal year 2016.
A reconciliation of adjusted gross profit, adjusted income from operations, adjusted net income and adjusted net income per diluted share, each a non-GAAP financial measure, to their most directly comparable GAAP financial measures is included in the accompanying financial data. See also Non-GAAP Financial Measures.
Balance Sheet Highlights as of April 1, 2017
· Cash: $8.0 million
· Inventories: Average inventory per store decreased 5% compared to March 26, 2016
· Total net debt: $225.9 million, including $33.3 million outstanding on revolving credit facility
Fiscal Year 2018 Outlook
For the fiscal year ending March 31, 2018 the Company expects:
· To open 12 new stores.
· Flat to slightly positive consolidated same store sales growth.
· Income from operations between $37.8 million and $40.0 million.
· Net income of $14.0 million to $15.4 million.
· Net income per diluted share of $0.52 to $0.57 based on 27.1 million weighted average diluted shares outstanding. The Company estimates that $0.03 of the $0.55 adjusted net income per diluted share in fiscal year 2017 relates to the 53rd week. Therefore, fiscal year 2018 net income per diluted share will compare to $0.52 adjusted net income per diluted share in fiscal year 2017.
For the fiscal first quarter ending July 1, 2017 the Company expects:
· Flat consolidated same store sales.
· Break-even earnings per diluted share based on 27.1 million weighted average diluted shares outstanding.
Conference Call Information
A conference call to discuss the financial results for the fourth quarter of fiscal year 2017 is scheduled for today, June 1, 2017, at 4:30 p.m. ET (1:30 p.m. PT). Investors and analysts interested in participating in the call are invited to dial (877) 407-4018. The conference call will also be available to interested parties through a live webcast at investor.bootbarn.com. Please visit the website and select the Events and Presentations link at least 15 minutes prior to the start of the call to register and download any necessary software. A telephone replay of the call will be available until July 1, 2017, by dialing (844) 512-2921 (domestic) or (412) 317-6671 (international) and entering the conference identification number: 13662996. Please note participants must enter the conference identification number in order to access the replay.
About Boot Barn
Boot Barn is the nations leading lifestyle retailer of western and work-related footwear, apparel and accessories for men, women and children. The Company offers its loyal customer base a wide selection of work and lifestyle brands. As of the date of this release, Boot Barn operates 219 stores in 31 states, in addition to an e-commerce channel www.bootbarn.com. The Company also operates www.sheplers.com, the nations leading pure play online western and work retailer. Sheplers has been part of the western, outdoor, and work lifestyle for over 100 years. Beginning in February 2017, the Company has operated www.countryoutfitter.com, an e-commerce site selling to customers who live a country lifestyle. For more information, call 888-Boot-Barn or visit www.bootbarn.com.
Non-GAAP Financial Measures
The Company presents adjusted gross profit, adjusted income from operations, adjusted net income and adjusted net income per diluted share to help the Company describe its operating and financial performance. These financial measures are non-GAAP financial measures and should not be construed in isolation or as an alternative to actual gross profit, actual income from operations, actual net income and actual earnings per diluted share and other income or cash flow statement data (as presented in the Companys consolidated financial statements in accordance with generally accepted accounting principles in the United States, or GAAP), or as a better indicator of operating performance or as a measure of liquidity. These non-GAAP financial measures, as defined by the Company, may not be comparable to similar non-GAAP financial measures presented by other companies. The Companys management believes that these non-GAAP financial measures provide investors with transparency and help illustrate financial results by excluding items that may not be indicative of, or are unrelated to, the Companys core operating results, thereby providing a better baseline for analyzing trends in the underlying business. See the table at the end of this press release for a reconciliation of adjusted gross profit to gross profit, adjusted income from operations to income from operations, adjusted net income to net income, and adjusted net income per diluted share to net income per diluted share.
Forward Looking Statements
This press release contains forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this press release are forward-looking statements. Forward-looking statements refer to our current expectations and projections relating to, by way of example and without limitation, our financial condition, liquidity, profitability, results of operations, margins, plans, objectives, strategies, future performance, business and industry. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as anticipate, estimate, expect, project, plan, intend, believe, may, might, will, could, should, can have, likely, outlook and other
words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events, but not all forward-looking statements contain these identifying words. These forward-looking statements are based on assumptions that the Companys management has made in light of their industry experience and on their perceptions of historical trends, current conditions, expected future developments and other factors they believe are appropriate under the circumstances. As you consider this press release, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond the Companys control) and assumptions. These risks, uncertainties and assumptions include, but are not limited to, the following: decreases in consumer spending due to declines in consumer confidence, local economic conditions or changes in consumer preferences and the Companys ability to effectively execute on its growth strategy; the failure to maintain and enhance its strong brand image; to compete effectively; to maintain good relationships with its key suppliers; and to improve and expand its exclusive product offerings. The Company discusses the foregoing risks and other risks in greater detail under the heading Risk factors in the periodic reports filed by the Company with the Securities and Exchange Commission. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Companys actual financial results and cause them to differ materially from those anticipated in the forward-looking statements. Because of these factors, the Company cautions that you should not place undue reliance on any of these forward-looking statements. New risks and uncertainties arise from time to time, and it is impossible for the Company to predict those events or how they may affect the Company. Further, any forward-looking statement speaks only as of the date on which it is made. Except as required by law, the Company does not intend to update or revise the forward-looking statements in this press release after the date of this press release.
Investor Contact:
ICR, Inc.
Brendon Frey, 203-682-8216
BootBarnIR@icrinc.com
or
Media Contact:
Boot Barn Holdings, Inc.
Jim Watkins, 949-453-4400 ext. 579
Vice President, Investor Relations
BootBarnIRMedia@bootbarn.com
Boot Barn Holdings, Inc.
Consolidated Balance Sheets
(In thousands, except per share data)
(Unaudited)
|
|
April 1, |
|
March 26, |
| ||
|
|
2017 |
|
2016 |
| ||
Assets |
|
|
|
|
| ||
Current assets: |
|
|
|
|
| ||
Cash and cash equivalents |
|
$ |
8,035 |
|
$ |
7,195 |
|
Accounts receivable, net |
|
4,354 |
|
4,131 |
| ||
Inventories |
|
189,096 |
|
176,335 |
| ||
Prepaid expenses and other current assets |
|
22,818 |
|
15,558 |
| ||
Total current assets |
|
224,303 |
|
203,219 |
| ||
Property and equipment, net |
|
82,711 |
|
76,076 |
| ||
Goodwill |
|
193,095 |
|
193,095 |
| ||
Intangible assets, net |
|
64,511 |
|
64,861 |
| ||
Other assets |
|
961 |
|
2,075 |
| ||
Total assets |
|
$ |
565,581 |
|
$ |
539,326 |
|
Liabilities and stockholders equity |
|
|
|
|
| ||
Current liabilities: |
|
|
|
|
| ||
Line of credit |
|
$ |
33,274 |
|
$ |
48,815 |
|
Accounts payable |
|
77,482 |
|
66,553 |
| ||
Accrued expenses and other current liabilities |
|
35,983 |
|
35,896 |
| ||
Current portion of notes payable, net |
|
1,062 |
|
1,035 |
| ||
Total current liabilities |
|
147,801 |
|
152,299 |
| ||
Deferred taxes |
|
20,961 |
|
12,255 |
| ||
Long-term portion of notes payable, net |
|
191,517 |
|
192,579 |
| ||
Capital lease obligation |
|
7,825 |
|
8,272 |
| ||
Other liabilities |
|
17,568 |
|
12,431 |
| ||
Total liabilities |
|
385,672 |
|
377,836 |
| ||
|
|
|
|
|
| ||
Stockholders equity: |
|
|
|
|
| ||
Common stock, $0.0001 par value; April 1, 2017 - 100,000 shares authorized, 26,575 shares issued; March 26, 2016 - 100,000 shares authorized, 26,354 shares issued |
|
3 |
|
3 |
| ||
Preferred stock, $0.0001 par value; 10,000 shares authorized, no shares issued or outstanding |
|
|
|
|
| ||
Additional paid-in capital |
|
142,184 |
|
137,893 |
| ||
Retained earnings |
|
37,791 |
|
23,594 |
| ||
Less: Common stock held in treasury, at cost, 14 and 4 shares at April 1, 2017 and March 26, 2016, respectively |
|
(69 |
) |
|
| ||
Total stockholders equity |
|
179,909 |
|
161,490 |
| ||
Total liabilities and stockholders equity |
|
$ |
565,581 |
|
$ |
539,326 |
|
Boot Barn Holdings, Inc.
Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)
|
|
Fourteen |
|
Thirteen |
|
Fifty-Three |
|
Fifty-Two |
| ||||
|
|
April 1, |
|
March 26, |
|
April 1, |
|
March 26, |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net sales |
|
$ |
163,003 |
|
$ |
149,466 |
|
$ |
629,816 |
|
$ |
569,020 |
|
Cost of goods sold |
|
113,675 |
|
107,141 |
|
439,930 |
|
396,317 |
| ||||
Amortization of inventory fair value adjustment |
|
|
|
(47 |
) |
|
|
(500 |
) | ||||
Total cost of goods sold |
|
113,675 |
|
107,094 |
|
439,930 |
|
395,817 |
| ||||
Gross profit |
|
49,328 |
|
42,372 |
|
189,886 |
|
173,203 |
| ||||
Operating expenses: |
|
|
|
|
|
|
|
|
| ||||
Selling, general and administrative expenses |
|
41,265 |
|
36,755 |
|
152,068 |
|
142,078 |
| ||||
Acquisition-related expenses |
|
|
|
|
|
|
|
891 |
| ||||
Total operating expenses |
|
41,265 |
|
36,755 |
|
152,068 |
|
142,969 |
| ||||
Income from operations |
|
8,063 |
|
5,617 |
|
37,818 |
|
30,234 |
| ||||
Interest expense, net |
|
3,851 |
|
3,576 |
|
14,699 |
|
12,923 |
| ||||
Income before income taxes |
|
4,212 |
|
2,041 |
|
23,119 |
|
17,311 |
| ||||
Income tax expense |
|
1,624 |
|
1,029 |
|
8,922 |
|
7,443 |
| ||||
Net income |
|
$ |
2,588 |
|
$ |
1,012 |
|
$ |
14,197 |
|
$ |
9,868 |
|
|
|
|
|
|
|
|
|
|
| ||||
Earnings per share: |
|
|
|
|
|
|
|
|
| ||||
Basic shares |
|
$ |
0.10 |
|
$ |
0.04 |
|
$ |
0.54 |
|
$ |
0.38 |
|
Diluted shares |
|
$ |
0.10 |
|
$ |
0.04 |
|
$ |
0.53 |
|
$ |
0.37 |
|
Weighted average shares outstanding: |
|
|
|
|
|
|
|
|
| ||||
Basic shares |
|
26,535 |
|
26,329 |
|
26,459 |
|
26,170 |
| ||||
Diluted shares |
|
27,068 |
|
26,630 |
|
26,939 |
|
26,955 |
|
Boot Barn Holdings, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
|
|
Fiscal Year Ended |
| |||||||
|
|
April 1, |
|
March 26, |
|
March 28, |
| |||
|
|
2017 |
|
2016 |
|
2015 |
| |||
Cash flows from operating activities |
|
|
|
|
|
|
| |||
Net income |
|
$ |
14,197 |
|
$ |
9,868 |
|
$ |
13,730 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
| |||
Depreciation |
|
14,555 |
|
11,480 |
|
6,615 |
| |||
Stock-based compensation |
|
3,023 |
|
2,881 |
|
2,048 |
| |||
Excess tax benefit |
|
|
|
(3,621 |
) |
(681 |
) | |||
Amortization of intangible assets |
|
2,155 |
|
2,536 |
|
2,592 |
| |||
Amortization and write-off of debt issuance fees and debt discount |
|
1,145 |
|
2,274 |
|
3,684 |
| |||
Loss on disposal of property and equipment |
|
367 |
|
463 |
|
134 |
| |||
Store impairment charge |
|
1,164 |
|
|
|
|
| |||
Accretion of above market leases |
|
(36 |
) |
(72 |
) |
(149 |
) | |||
Deferred taxes |
|
6,175 |
|
981 |
|
1,402 |
| |||
Amortization of inventory fair value adjustment |
|
|
|
(500 |
) |
|
| |||
Changes in operating assets and liabilities, net of acquisitions: |
|
|
|
|
|
|
| |||
Accounts receivable, net |
|
(223 |
) |
1,524 |
|
(1,672 |
) | |||
Inventories |
|
(12,761 |
) |
(16,087 |
) |
(26,610 |
) | |||
Prepaid expenses and other current assets |
|
(3,805 |
) |
7,543 |
|
(1,667 |
) | |||
Other assets |
|
5 |
|
(2,713 |
) |
(362 |
) | |||
Accounts payable |
|
10,501 |
|
6,835 |
|
7,364 |
| |||
Accrued expenses and other current liabilities |
|
(483 |
) |
5,068 |
|
3,298 |
| |||
Other liabilities |
|
5,172 |
|
4,469 |
|
1,782 |
| |||
Net cash provided by operating activities |
|
$ |
41,151 |
|
$ |
32,929 |
|
$ |
11,508 |
|
Cash flows from investing activities |
|
|
|
|
|
|
| |||
Purchases of property and equipment |
|
$ |
(22,293 |
) |
$ |
(36,127 |
) |
$ |
(14,074 |
) |
Acquisition of business or assets, net of cash acquired |
|
(1,305 |
) |
(146,541 |
) |
|
| |||
Net cash used in investing activities |
|
$ |
(23,598 |
) |
$ |
(182,668 |
) |
$ |
(14,074 |
) |
Cash flows from financing activities |
|
|
|
|
|
|
| |||
Borrowings/(payments) on line of credit - net |
|
$ |
(15,541 |
) |
$ |
32,615 |
|
$ |
(12,424 |
) |
Proceeds from loan borrowings |
|
|
|
200,938 |
|
104,938 |
| |||
Repayments on debt and capital lease obligations |
|
(2,378 |
) |
(77,899 |
) |
(130,326 |
) | |||
Debt issuance fees |
|
|
|
(6,487 |
) |
(1,361 |
) | |||
Net proceeds from initial public offering |
|
|
|
|
|
82,224 |
| |||
Tax withholding payments for net share settlement |
|
(69 |
) |
|
|
|
| |||
Excess tax benefits from stock options |
|
|
|
3,621 |
|
681 |
| |||
Proceeds from the exercise of stock options |
|
1,275 |
|
2,698 |
|
464 |
| |||
Dividends paid |
|
|
|
|
|
(41,300 |
) | |||
Net cash (used in)/provided by financing activities |
|
$ |
(16,713 |
) |
$ |
155,486 |
|
$ |
2,896 |
|
|
|
|
|
|
|
|
| |||
Net increase in cash and cash equivalents |
|
840 |
|
5,747 |
|
330 |
| |||
Cash and cash equivalents, beginning of period |
|
7,195 |
|
1,448 |
|
1,118 |
| |||
Cash and cash equivalents, end of period |
|
$ |
8,035 |
|
$ |
7,195 |
|
$ |
1,448 |
|
|
|
|
|
|
|
|
| |||
Supplemental disclosures of cash flow information: |
|
|
|
|
|
|
| |||
Cash paid for income taxes |
|
$ |
4,192 |
|
$ |
3,296 |
|
$ |
8,297 |
|
Cash paid for interest |
|
$ |
13,646 |
|
$ |
10,333 |
|
$ |
11,167 |
|
Supplemental disclosure of non-cash activities: |
|
|
|
|
|
|
| |||
Unpaid purchases of property and equipment |
|
$ |
2,421 |
|
$ |
1,992 |
|
$ |
1,374 |
|
Equipment acquired through capital lease |
|
$ |
|
|
$ |
38 |
|
$ |
36 |
|
Boot Barn Holdings, Inc.
Supplemental Information - Consolidated Statements of Operations
Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share amounts)
(Unaudited)
The tables below reconcile the non-GAAP financial measures of adjusted gross profit, adjusted income from operations, adjusted net income, and adjusted net income per diluted share, to the most directly comparable GAAP financial measures of gross profit, income from operations, net income, and net income per diluted share.
|
|
Fourteen |
|
Thirteen |
|
Fifty-Three |
|
Fifty-Two |
| ||||
|
|
April 1, |
|
March 26, |
|
April 1, |
|
March 26, |
| ||||
|
|
2017 |
|
2016 |
|
2017 |
|
2016 |
| ||||
Reconciliation of GAAP gross profit to adjusted gross profit |
|
|
|
|
|
|
|
|
| ||||
Gross profit, as reported |
|
$ |
49,328 |
|
$ |
42,372 |
|
$ |
189,886 |
|
$ |
173,203 |
|
Amortization of inventory fair value adjustment (a) |
|
|
|
(47 |
) |
|
|
(500 |
) | ||||
Acquisition-related integration costs (b) |
|
|
|
1,518 |
|
|
|
4,848 |
| ||||
Contract termination costs (c) |
|
|
|
41 |
|
|
|
444 |
| ||||
Adjusted gross profit |
|
$ |
49,328 |
|
$ |
43,884 |
|
$ |
189,886 |
|
$ |
177,995 |
|
|
|
|
|
|
|
|
|
|
| ||||
Reconciliation of GAAP income from operations to adjusted income from operations |
|
|
|
|
|
|
|
|
| ||||
Income from operations, as reported |
|
$ |
8,063 |
|
$ |
5,617 |
|
$ |
37,818 |
|
$ |
30,234 |
|
Amortization of inventory fair value adjustment (a) |
|
|
|
(47 |
) |
|
|
(500 |
) | ||||
Acquisition-related expenses (d) |
|
|
|
|
|
|
|
891 |
| ||||
Acquisition-related integration costs (b) |
|
|
|
1,817 |
|
|
|
10,338 |
| ||||
Loss on disposal of assets and contract termination costs (c) |
|
|
|
267 |
|
|
|
1,374 |
| ||||
Store impairment charge (e) |
|
1,164 |
|
|
|
1,164 |
|
|
| ||||
SEC filing costs (f) |
|
|
|
|
|
|
|
317 |
| ||||
Adjusted income from operations |
|
$ |
9,227 |
|
$ |
7,654 |
|
$ |
38,982 |
|
$ |
42,654 |
|
|
|
|
|
|
|
|
|
|
| ||||
Reconciliation of GAAP net income to adjusted net income |
|
|
|
|
|
|
|
|
| ||||
Net income, as reported |
|
$ |
2,588 |
|
$ |
1,012 |
|
$ |
14,197 |
|
$ |
9,868 |
|
Amortization of inventory fair value adjustment (a) |
|
|
|
(47 |
) |
|
|
(500 |
) | ||||
Acquisition-related expenses (d) |
|
|
|
|
|
|
|
891 |
| ||||
Acquisition-related integration costs (b) |
|
|
|
1,817 |
|
|
|
10,338 |
| ||||
Loss on disposal of assets and contract termination costs (c) |
|
|
|
267 |
|
|
|
1,374 |
| ||||
Store impairment charge (e) |
|
1,164 |
|
|
|
1,164 |
|
|
| ||||
SEC filing costs (f) |
|
|
|
|
|
|
|
317 |
| ||||
Write-off of debt discount (g) |
|
|
|
|
|
|
|
1,355 |
| ||||
Provision for income taxes, as reported |
|
1,624 |
|
1,029 |
|
8,922 |
|
7,443 |
| ||||
Adjusted provision for income taxes (h) |
|
(2,073 |
) |
(1,610 |
) |
(9,371 |
) |
(12,419 |
) | ||||
Adjusted net income |
|
$ |
3,303 |
|
$ |
2,468 |
|
$ |
14,912 |
|
$ |
18,667 |
|
|
|
|
|
|
|
|
|
|
| ||||
Reconciliation of adjusted net income per diluted share to net income per diluted share |
|
|
|
|
|
|
|
|
| ||||
Net income per share, diluted: |
|
|
|
|
|
|
|
|
| ||||
Net income per share, as reported |
|
$ |
0.10 |
|
$ |
0.04 |
|
$ |
0.53 |
|
$ |
0.37 |
|
Adjustments |
|
0.02 |
|
0.05 |
|
0.02 |
|
0.32 |
| ||||
Adjusted net income per share, diluted |
|
$ |
0.12 |
|
$ |
0.09 |
|
$ |
0.55 |
|
$ |
0.69 |
|
|
|
|
|
|
|
|
|
|
| ||||
Weighted average diluted shares outstanding, as reported |
|
27,068 |
|
26,630 |
|
26,939 |
|
26,955 |
|
(a) Represents the amortization of purchase-accounting adjustments that decreased the value of inventory acquired to its fair value.
(b) Represents certain store integration, remerchandising, inventory obsolescence and corporate consolidation costs incurred in connection with the integration of Sheplers. Includes an adjustment to normalize the gross margin impact of discontinued inventory from Sheplers, which was sold at a discount or written off. The adjustment assumes such inventory was sold at Sheplers normalized margin rate.
(c) Represents loss on disposal of assets and contract termination costs from store closures and unused office and warehouse space.
(d) Includes direct costs and fees related to the Sheplers acquisition.
(e) Represents the store impairment charge recorded at three stores in order to reduce the carrying amount of the assets to their estimated fair values.
(f) Represents professional fees and expenses incurred in connection with a Form S-1 Registration Statement filed in July 2015 and withdrawn in November 2015.
(g) Represents the write off of debt discounts and debt issuance costs associated with the previously extinguished Wells Fargo Credit Facility.
(h) The provision for income taxes uses an effective tax rate of 38.6% for both the fourteen-week and fifty-three week period ended April 1, 2017, and applies it to the non-GAAP income before taxes.
Boot Barn Holdings, Inc.
Store Count
|
|
Fiscal Year Ended |
|
Fiscal Year Ended |
|
Quarter Ended |
|
Quarter Ended |
|
Quarter Ended |
|
Quarter Ended |
|
|
|
March 28, |
|
March 26, |
|
June 25, |
|
September 24, |
|
December 24, |
|
April 1, |
|
|
|
2015 |
|
2016 |
|
2016 |
|
2016 |
|
2016 |
|
2017 |
|
Store Count (BOP) |
|
152 |
|
169 |
|
208 |
|
210 |
|
212 |
|
219 |
|
Opened/Acquired |
|
18 |
|
47 |
|
2 |
|
2 |
|
6 |
|
2 |
|
Relocated (a) |
|
|
|
|
|
|
|
|
|
1 |
|
(1 |
) |
Closed Boot Barn Stores |
|
(1 |
) |
(2 |
) |
|
|
|
|
|
|
(1 |
) |
Closed Sheplers Stores |
|
|
|
(6 |
) |
|
|
|
|
|
|
|
|
Store Count (EOP) |
|
169 |
|
208 |
|
210 |
|
212 |
|
219 |
|
219 |
|
(a) Represents a store opened during the quarter ended December 24, 2016 that replaces a store located less than a mile away whose lease expired and was closed in January 2017.
Debt Covenant Calculation
EBITDA Reconciliation
|
|
Fourteen |
|
Thirteen Weeks Ended |
| |||||||||||
|
|
April 1, |
|
December 24, |
|
September 24, |
|
June 25, |
|
March 26, |
| |||||
Boot Barns Net income |
|
$ |
2,588 |
|
$ |
10,507 |
|
$ |
479 |
|
$ |
624 |
|
$ |
1,012 |
|
Income tax expense |
|
1,624 |
|
6,719 |
|
313 |
|
266 |
|
1,029 |
| |||||
Interest expense, net |
|
3,851 |
|
3,637 |
|
3,651 |
|
3,560 |
|
3,576 |
| |||||
Depreciation and intangible asset amortization |
|
4,407 |
|
4,207 |
|
4,017 |
|
4,079 |
|
4,494 |
| |||||
Boot Barns EBITDA |
|
$ |
12,470 |
|
$ |
25,070 |
|
$ |
8,460 |
|
$ |
8,529 |
|
$ |
10,111 |
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
Non-cash stock-based compensation (a) |
|
$ |
763 |
|
$ |
754 |
|
$ |
750 |
|
$ |
756 |
|
$ |
737 |
|
Non-cash accrual for future award redemptions (b) |
|
(489 |
) |
399 |
|
133 |
|
42 |
|
(797 |
) | |||||
Acquisition-related integration costs (c) |
|
|
|
|
|
|
|
|
|
1,817 |
| |||||
Amortization of inventory fair value adjustment (d) |
|
|
|
|
|
|
|
|
|
(47 |
) | |||||
Loss/(gain) on disposal of assets and contract termination costs (e) |
|
204 |
|
(22 |
) |
126 |
|
59 |
|
267 |
| |||||
Store impairment charge (f) |
|
1,164 |
|
|
|
|
|
|
|
|
| |||||
Boot Barns Adjusted EBITDA |
|
$ |
14,112 |
|
$ |
26,201 |
|
$ |
9,469 |
|
$ |
9,386 |
|
$ |
12,088 |
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
Additional adjustments (1) |
|
156 |
|
778 |
|
891 |
|
1,345 |
|
959 |
| |||||
Consolidated EBITDA per Loan Agreements |
|
$ |
14,268 |
|
$ |
26,979 |
|
$ |
10,360 |
|
$ |
10,731 |
|
$ |
13,047 |
|
(1) Adjustments to Boot Barns Adjusted EBITDA as stipulated in the 2015 Golub Term Loan and June 2015 Wells Fargo Revolver include pre-opening costs, franchise and state taxes, and other miscellaneous adjustments.
(a) Represents non-cash compensation expenses related to stock options, restricted stock awards and restricted stock units granted to certain of our employees and directors.
(b) Represents the non-cash accrual for future award redemptions in connection with our customer loyalty program.
(c) Represents certain store integration, remerchandising, inventory obsolescence and corporate consolidation costs incurred in connection with the integration of Sheplers, which we acquired in June 2015. Includes an adjustment to normalize the gross margin impact of sales of discontinued inventory from Sheplers, which was sold at a discount or written off. The adjustment assumes such inventory was sold at Sheplers normalized margin rate.
(d) Represents the amortization of purchase-accounting adjustments that decreased the value of inventory acquired to its fair value.
(e) Represents loss/(gain) on disposal of assets and contract termination costs from store closures and unused office and warehouse space.
(f) Represents the store impairment charge recorded at three stores in order to reduce the carrying amount of the assets to their estimated fair values.