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8-K - 8-K - TILLY'S, INC.a8-kq22017earningsrelease.htm

Exhibit 99.1
tillyslogoa08.jpg

Tilly’s, Inc. Announces Fiscal 2017 Second Quarter Results
Introduces Fiscal 2017 Third Quarter Outlook
Second Quarter Net Sales of $138.8 Million; Comp Store Sales Increase 2.1%;
GAAP Net Loss per Share of $(0.02), Including $6.2 Million Legal Provision;
Non-GAAP Net Income per Share of $0.11, Excluding Legal Provision, Exceeds Outlook Range

Irvine, CA – August 23, 2017 – Tilly’s, Inc. (NYSE: TLYS) today announced financial results for the second quarter and first half of fiscal 2017 ended July 29, 2017.

“We believe the combination of our merchandising, marketing and operating initiatives is gaining traction, as evidenced by our positive comps and improved store traffic," commented Ed Thomas, President and Chief Executive Officer. "Our early back-to-school results are encouraging, and we believe we are well positioned to continue the momentum we have been building over recent quarters."

Second Quarter Results Overview
The following comparisons refer to operating results for the second quarter of fiscal 2017 versus the second quarter of fiscal 2016 ended July 30, 2016:

Total net sales were $138.8 million, an increase of 1.8% from $136.4 million last year.
Comparable store sales, which includes e-commerce sales, increased 2.1%. Comparable store sales increased 0.9% in the second quarter last year.
Gross profit was $40.9 million, an increase of 5.4% from $38.8 million last year. Gross margin, or gross profit as a percentage of net sales, increased to 29.5% from 28.5% last year. The 100 basis point increase in gross margin was attributable to a 60 basis point increase in product margins as a result of reduced markdowns, and a 40 basis point improvement in buying, distribution and occupancy costs due to leveraging these costs against higher total sales.
Measured in accordance with accounting principles generally accepted in the United States ("GAAP"), selling, general and administrative expenses ("SG&A") were $42.2 million, or 30.4% of net sales, compared to $36.6 million, or 26.8% of net sales, last year. This increase was attributable to a previously disclosed $6.2 million legal provision. On a non-GAAP basis, excluding the legal provision, SG&A decreased to $36.0 million, or 25.9% of net sales, primarily due to reduced marketing spend and lower non-cash store impairment charges, partially offset by expenses related to ongoing system implementations and increased store payroll as a result of minimum wage increases.
On a GAAP basis, operating loss was $(1.2) million, or (0.9)% of net sales, compared to operating income of $2.2 million, or 1.6% of net sales, last year. The decline in operating results was attributable to the previously noted $6.2 million legal provision, offset by the combination of our comparable store sales growth, gross margin increase, and other SG&A reductions noted above. On a non-GAAP basis, excluding the legal provision, operating income was $4.9 million, or 3.5% of net sales.
On a GAAP basis, income tax benefit was $(0.4) million, or 42.8% of pre-tax loss, compared to income tax expense of $0.9 million, or 38.3% of pre-tax income last year. On a non-GAAP basis, excluding the impact of the legal provision, income tax expense was $2.0 million, or 39.1% of pre-tax income.

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On a GAAP basis, net loss was $(0.6) million, or $(0.02) per share, compared to net income of $1.4 million, or $0.05 per diluted share, last year. On a non-GAAP basis, excluding the impact of the legal provision, net income was $3.1 million, or $0.11 per diluted share.

First Half Results Overview
The following comparisons refer to operating results for the first half of fiscal 2017 versus the first half of fiscal 2016 ended July 30, 2016:

Total net sales were $259.8 million, an increase of 1.2% from $256.6 million last year.
Comparable store sales, which includes e-commerce sales, increased 1.4%. Comparable store sales decreased 1.4% in the first half of last year.
Gross profit was $73.8 million, a 3.4% increase from $71.4 million last year. Gross margin was 28.4% compared to 27.8% last year. This 60 basis point increase in gross margin was primarily attributable to a $0.7 million reduction in total buying, distribution and occupancy costs. Product margins were flat to last year.
On a GAAP basis, SG&A was $75.4 million, or 29.0% of net sales, compared to $73.2 million, or 28.5% of net sales, last year. SG&A includes legal provisions of $6.2 million in the second quarter of this year compared to $1.7 million in the first quarter of last year. On a non-GAAP basis, excluding these legal provisions from both years, SG&A decreased to $69.2 million, or 26.6% of net sales, from $71.5 million, or 27.8% of net sales, last year. This $2.3 million decrease in non-GAAP SG&A was primarily due to reduced marketing and non-cash store impairment charges.
On a GAAP basis, operating loss was $(1.6) million, or (0.6)% of net sales, compared to $(1.7) million, or (0.7)% of net sales, last year. On a non-GAAP basis, excluding the impact of legal provisions from both years, operating income was $4.6 million, or 1.8% of net sales, compared to $(0.0) million last year.
On a GAAP basis, income tax benefit was $0.4 million, or 33.2% of pre-tax loss, compared to $0.3 million, or 16.3% of pre-tax loss, last year. These tax rates were attributable to discrete income tax impacts related to restricted stock and stock option expirations. On a non-GAAP basis, excluding the impact of legal provisions from both years, income tax expense was $2.1 million, or 41.2% of pre-tax income, compared to $0.4 million last year.
On a GAAP basis, net loss was $(0.8) million, or $(0.03) per share, compared to $(1.3) million, or $(0.05) per share, last year. On a non-GAAP basis, excluding the impact of legal provisions from both years, net income was $3.0 million, or $0.10 per diluted share, compared to net loss of $(0.3) million, or $(0.01) per share, last year.

Balance Sheet and Liquidity
As of July 29, 2017, the Company had $109.6 million of cash and marketable securities and no debt outstanding under its revolving credit facility. In February 2017, the Company paid a first-ever special cash dividend to its stockholders of approximately $20.1 million in the aggregate. This compares to $96.4 million of cash and marketable securities and no debt outstanding as of July 30, 2016.

Fiscal 2017 Third Quarter Outlook
Based on current and historical trends, the Company expects its third quarter comparable store sales to be in the range of flat to up low single-digits on a percentage basis, operating income to be in the range of approximately $9.0 million to $11.5 million, and income per diluted share to be in the range of $0.19 to $0.24. This compares to operating income of $10.7 million and income per diluted share of $0.22 for the

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third quarter of fiscal 2016. This assumes an anticipated effective tax rate of approximately 40% and weighted average shares of approximately 29 million.

Non-GAAP Financial Measures
In addition to reporting financial measures in accordance with GAAP, the Company is providing certain non-GAAP financial measures including “non-GAAP SG&A," "non-GAAP operating income,” "non-GAAP income tax expense," "non-GAAP net income," and “non-GAAP income per diluted share.” These amounts are not in accordance with, or an alternative to, GAAP. The Company’s management believes that these measures help provide investors with insight into the underlying comparable financial results, excluding items that may not be indicative of, or are unrelated to, the Company’s core day-to-day operating results.
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 GAAP, please see the accompanying table titled “Supplemental Financial Information; Reconciliation of Select GAAP Financial Measures to Non-GAAP Financial Measures” contained in this press release.
Conference Call Information
A conference call to discuss the financial results is scheduled for today, August 23, 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 at 4:25 p.m. ET (1:25 p.m. PT). The conference call will also be available to interested parties through a live webcast at www.tillys.com. Please visit the website and select the “Investor Relations” 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 September 7, 2017, by dialing (844) 512-2921 (domestic) or (412) 317-6671 (international) and entering the conference identification number: 13667130. Please note participants must enter the conference identification number in order to access the replay.

About Tillys
Tillys is a leading destination youth culture specialty retailer of casual apparel, footwear and accessories for young men, young women, boys and girls with an extensive assortment of the most relevant and sought-after brands rooted in the action sports, team sports, music, art and fashion inherent in the active and outdoor West Coast lifestyle. Tillys is headquartered in Irvine, California and currently operates 221 total stores across 31 states and its website, www.tillys.com.

Forward-Looking Statements
Certain statements in this press release and oral statements made from time to time by our representatives are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In particular, statements regarding our future financial and operating results, including but not limited to future comparable store sales, future operating income, future net income, future earnings per share, future gross, operating or product margins, anticipated tax rate, future inventory levels, and market share and our business and strategy, including but not limited to expected store openings and closings, expansion of brands and exclusive relationships, development and growth of our e-commerce platform and business, promotional strategy, and any other statements about our future expectations, plans, intentions, beliefs or prospects expressed by management are forward-looking statements. These forward-looking statements are based on management’s current expectations and beliefs, but they involve a number of risks and uncertainties that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including, but not limited to, our ability to respond to

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changing customer preferences and trends, attract customer traffic at our stores and online, execute our growth and long-term strategies, expand into new markets, grow our e-commerce business, effectively manage our inventory and costs, effectively compete with other retailers, enhance awareness of our brand and brand image, general consumer spending patterns and levels, the effect of weather, and other factors that are detailed in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”), including those detailed in the section titled “Risk Factors” and in our other filings with the SEC, which are available from the SEC’s website at www.sec.gov and from our website at www.tillys.com under the heading “Investor Relations”. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. We do not undertake any obligation to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise. This release should be read in conjunction with our financial statements and notes thereto contained in our Form 10-K.



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Tilly’s, Inc.
Consolidated Balance Sheets
(In thousands, except par value)
(unaudited)

 
July 29,
2017
 
January 28,
2017
 
July 30, 2016
ASSETS
 
 
 
 
 
Current assets:
 
 
 
 
 
Cash and cash equivalents
$
43,567

 
$
78,994

 
$
56,466

Marketable securities
66,064

 
54,923

 
39,926

Receivables
6,829

 
3,989

 
8,940

Merchandise inventories
75,033

 
47,768

 
76,820

Prepaid expenses and other current assets
9,391

 
9,541

 
11,131

Total current assets
200,884

 
195,215

 
193,283

Property and equipment, net
89,130

 
89,219

 
97,424

Other assets
6,843

 
6,072

 
5,258

Total assets
$
296,857

 
$
290,506

 
$
295,965

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
Current liabilities:
 
 
 
 
 
Accounts payable
$
41,729

 
$
17,584

 
$
41,408

Accrued expenses
29,097

 
23,872

 
21,269

Deferred revenue
9,277

 
10,203

 
7,390

Accrued compensation and benefits
7,834

 
7,259

 
6,755

Current portion of deferred rent
5,836

 
5,643

 
6,237

Current portion of capital lease obligation
386

 
835

 
885

Total current liabilities
94,159

 
65,396

 
83,944

Long-term portion of deferred rent
33,080

 
35,890

 
38,365

Long-term portion of capital lease obligation

 

 
386

Total liabilities
127,239

 
101,286

 
122,695

Stockholders’ equity:
 
 
 
 
 
Common stock (Class A), $0.001 par value; July 29, 2017 - 100,000 shares authorized, 13,864 shares issued and outstanding; January 28, 2017 - 100,000 shares authorized, 13,434 shares issued and outstanding; July 30, 2016 - 100,000 shares authorized, 12,479 shares issued and outstanding
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14

 
12

Common stock (Class B), $0.001 par value; July 29, 2017 - 35,000 shares authorized, 14,958 shares issued and outstanding; January 28, 2017 - 35,000 shares authorized, 15,329 shares issued and outstanding; July 30, 2016 - 35,000 shares authorized, 16,069 shares issued and outstanding
15

 
15

 
16

Preferred stock, $0.001 par value; July 29, 2017, January 28, 2017 and July 30, 2016 - 10,000 shares authorized, no shares issued or outstanding

 

 

Additional paid-in capital
139,479

 
138,102

 
134,910

Retained earnings
30,008

 
51,023

 
38,301

Accumulated other comprehensive income
102

 
66

 
31

Total stockholders’ equity
169,618

 
189,220

 
173,270

Total liabilities and stockholders’ equity
$
296,857

 
$
290,506

 
$
295,965





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Tilly’s, Inc.
Consolidated Statements of (Loss) Income
(In thousands, except per share data)
(unaudited)

 
Second Quarter Ended
 
First Half Ended
 
July 29,
2017
 
July 30,
2016
 
July 29,
2017
 
July 30,
2016
Net sales
$
138,810

 
$
136,412

 
$
259,757

 
$
256,630

Cost of goods sold (includes buying, distribution, and occupancy costs)
97,881

 
97,575

 
185,923

 
185,206

Gross profit
40,929

 
38,837

 
73,834

 
71,424

Selling, general and administrative expenses
42,168

 
36,605

 
75,402

 
73,159

Operating (loss) income
(1,239
)
 
2,232

 
(1,568
)
 
(1,735
)
Other income, net
197

 
91

 
435

 
167

(Loss) Income before income taxes
(1,042
)
 
2,323

 
(1,133
)
 
(1,568
)
Income tax (benefit) expense
(446
)
 
890

 
(376
)
 
(256
)
Net (loss) income
$
(596
)
 
$
1,433

 
$
(757
)
 
$
(1,312
)
Basic (loss) income per share of Class A and Class B common stock
$
(0.02
)
 
$
0.05

 
$
(0.03
)

$
(0.05
)
Diluted (loss) income per share of Class A and Class B common stock
$
(0.02
)
 
$
0.05

 
$
(0.03
)

$
(0.05
)
Weighted average basic shares outstanding
28,751

 
28,462

 
28,728

 
28,443

Weighted average diluted shares outstanding
28,751

 
28,466

 
28,728

 
28,443



























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Tilly’s, Inc.
Supplemental Financial Information
Reconciliation of Select GAAP Financial Measures to Non-GAAP Financial Measures
(In thousands, except per share data)
(unaudited)

 
Second Quarter Ended
 
First Half Ended
 
July 29,
2017
 
July 30,
2016
 
July 29,
2017
 
July 30,
2016
Selling, general and administrative, as reported
$
42,168

 
$
36,605

 
$
75,402

 
$
73,159

Legal settlement
(6,166
)
 

 
(6,166
)
 
(1,700
)
Selling, general and administrative, as adjusted
$
36,002

 
$
36,605

 
$
69,236

 
$
71,459

Operating (loss) income, as reported
$
(1,239
)
 
$
2,232

 
$
(1,568
)
 
$
(1,735
)
Legal settlement
6,166

 

 
6,166

 
1,700

Operating income (loss), as adjusted
$
4,927

 
$
2,232

 
$
4,598

 
$
(35
)
Income tax (benefit) expense, as reported
$
(446
)
 
$
890

 
$
(376
)
 
$
(256
)
Income tax effect of legal settlement (1)
2,447

 

 
2,447

 
664

Income tax expense, as adjusted
$
2,001

 
$
890

 
$
2,071

 
$
408

Net (loss) income, as reported
$
(596
)
 
$
1,433

 
$
(757
)
 
$
(1,312
)
Legal settlement
6,166

 

 
6,166

 
1,700

Less: Income tax effect (1)
(2,447
)
 

 
(2,447
)
 
(664
)
Net income (loss), as adjusted
$
3,123

 
$
1,433


$
2,962


$
(276
)
Diluted (loss) income per share, as reported
$
(0.02
)
 
$
0.05

 
$
(0.03
)
 
$
(0.05
)
Legal settlement, net of taxes (1)
0.13

 

 
0.13

 
0.04

Diluted income (loss) per share, as adjusted
$
0.11

 
$
0.05

 
$
0.10

 
$
(0.01
)
Weighted average basic shares outstanding
28,751

 
28,462

 
28,728

 
28,443

Weighted average diluted shares outstanding
28,923

 
28,466

 
28,912

 
28,443


(1) The effective tax rate applied for the second quarter and first half ended July 29, 2017 was 39.7%. The effective tax rate applied for the first half ended July 30, 2016 was 39.1%.

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Tilly’s, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(unaudited)

 
First Half Ended
 
July 29,
2017
 
July 30,
2016
Cash flows from operating activities
 
 
 
Net loss
$
(757
)
 
$
(1,312
)
Adjustments to reconcile net loss to net cash provided by operating activities:
 
 
 
Depreciation and amortization
11,904

 
11,650

Stock-based compensation expense
1,195

 
1,459

Impairment of assets
451

 
1,523

Loss (Gain) on disposal of assets
16

 
(16
)
Gain on sales and maturities of marketable securities
(266
)
 
(106
)
Deferred income taxes
(364
)
 
(226
)
Changes in operating assets and liabilities:
 
 
 
Receivables
(2,840
)
 
(3,543
)
Merchandise inventories
(27,265
)
 
(25,463
)
Prepaid expenses and other assets
(280
)
 
(2,150
)
Accounts payable
24,116

 
25,100

Accrued expenses
(74
)
 
1,946

Accrued compensation and benefits
575

 
1,004

Deferred rent
(2,617
)
 
(2,395
)
Deferred revenue
(926
)
 
(1,259
)
Net cash provided by operating activities
2,868

 
6,212

Cash flows from investing activities
 
 
 
Purchase of property and equipment
(6,954
)
 
(10,415
)
Proceeds from sale of property and equipment

 
43

Purchases of marketable securities
(62,898
)
 
(39,873
)
Proceeds from marketable securities
52,082

 
50,000

Net cash used in investing activities
(17,770
)
 
(245
)
Cash flows from financing activities
 
 
 
Dividends paid
(20,080
)
 

Proceeds from exercise of stock options
105

 

Payment of capital lease obligation
(449
)
 
(422
)
Taxes paid in lieu of shares issued for stock-based compensation
(101
)
 
(99
)
Net cash used in financing activities
(20,525
)
 
(521
)
Change in cash and cash equivalents
(35,427
)
 
5,446

Cash and cash equivalents, beginning of period
78,994

 
51,020

Cash and cash equivalents, end of period
$
43,567

 
$
56,466






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Tilly's, Inc.
Store Count and Square Footage

 
Stores
 Open at
 Beginning of Quarter
 
Stores
 Opened
During Quarter
 
Stores
 Closed
During Quarter
 
Stores
 Open at
 End of Quarter
 
Total Gross
 Square Footage
 End of Quarter
 (in thousands)
2016 Q3
225
 
1
 
1
 
225
 
1,716
2016 Q4
225
 
 
2
 
223
 
1,703
2017 Q1
223
 
 
1
 
222
 
1,697
2017 Q2
222
 
 
1
 
221
 
1,690


Investor Relations Contact:
Michael Henry, Chief Financial Officer
(949) 609-5599, ext. 17000
irelations@tillys.com


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