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8-K - 8-K - 99 CENTS ONLY STORES LLCa17-21447_18k.htm

Exhibit 99.1

 

 

99 CENTS ONLY STORES REPORTS STRONG SECOND QUARTER FISCAL 2018 RESULTS

 

Second Quarter Fiscal 2018 Highlights:

 

·                  Net sales increased to $540.5 million, up 8.9% compared to the prior year

·                  Same-store sales increased by 9.0% compared to the prior year

·                  Gross margin, as a percentage of net sales, increased to 28.8%, up from 28.4% in the prior year

·                  Net loss was $33.6 million compared to net loss of $35.1 million in the prior year

·                  Adjusted EBITDA(1) increased 93.2% to $10.1 million compared to the prior year

 

CITY OF COMMERCE, California — September 7, 2017 — 99 Cents Only Stores LLC (the “Company”) announced its financial results for the second quarter ended July 28, 2017.

 

Geoffrey Covert, President and Chief Executive Officer, stated, “The second quarter offers further evidence of the progress we have continued to make in executing our turnaround plan. Our focused strategy of improving the Company’s operating performance is yielding encouraging results.”

 

Mr. Covert continued, “Net sales for the second quarter were $540.5 million, up 8.9% over the prior year period. On a same-store basis, sales increased 9.0%, resulting from a 4.7% increase in transaction count and a 4.1% increase in basket. This was driven by our emphasis on providing higher-quality merchandise, expanding our fresh variety, enhancing our in-stock position, strengthening our marketing efforts and improving the customer shopping experience. We are also benefitting from increased sales in our above $1 products, as we believe our customers appreciate the extreme value of the merchandise that we provide. We are working to differentiate the 99 Cents Only brand by focusing on fresh, seasonal and closeout merchandise at the lowest prices.”

 

Mr. Covert concluded, “We also continue to make progress in improving overall operating efficiencies. Second quarter gross margin of 28.8% was up 40 basis points year-over-year, driven primarily by our focus on reducing shrink and managing scrap, along with increased efficiency in our logistics network. Our second quarter net loss was $33.6 million, an improvement of $1.5 million or 4.3% compared to the second quarter of fiscal 2017. Importantly, second quarter Adjusted EBITDA was $10.1 million, up 93.2% compared to $5.2 million last year. On a year-to-date basis, Adjusted EBITDA of $26.4 million is up 42.3% compared to the same period a year ago.  We are encouraged by this result and continue to expect we will achieve our guidance of improving adjusted EBITDA for fiscal 2018.”

 

Second Quarter Financial Results

 

For the second quarter of fiscal 2018, the Company’s net sales increased 8.9% to $540.5 million, compared to $496.5 million in the second quarter of fiscal 2017. Same-store sales increased 9.0% compared to the second quarter of fiscal 2017, with higher customer traffic of 4.7% in addition to higher average ticket of 4.1%. The increase in same-store sales was primarily driven by higher sales from seasonal, general merchandise and consumable categories, in part due to higher sales of above $1 products, better product assortment and improved store execution. Sales from grocery and fresh offerings also increased, driven by better product availability, improved product assortment, as well as continued improvements in store in-stock levels.

 


(1)         EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are financial measures that are considered “non-GAAP financial measures” under the Securities and Exchange Commission regulations.  The definitions of, an explanation of how and why the Company uses, and a reconciliation to the most directly comparable GAAP measure of these non-GAAP measures are included in this press release.

 



 

Gross margin, as a percentage of net sales, was 28.8% in the second quarter of fiscal 2018, an increase of 40 basis points from the second quarter of fiscal 2017. Gross margin increased primarily due to lower inventory shrinkage, partially offset by lower product margin. Selling, general and administrative expenses were $172.3 million, or 31.9%, as a percentage of net sales, representing a decrease of 20 basis points from the second quarter of fiscal 2017. This improvement was primarily due to a 60 basis point reduction from leveraging occupancy, depreciation and other fixed store-level expenses on higher same-store sales, as well as a 30 basis point improvement from lower store operating costs. These decreases were partially offset by an increase in payroll-related expenses of 40 basis points, primarily due to higher performance compensation and minimum wage increases, as well as by store impairment charges of 30 basis points.

 

Net loss was $33.6 million in the second quarter of fiscal 2018 compared to net loss of $35.1 million in the second quarter of fiscal 2017. Net loss as a percentage of net sales was (6.2)% for the second quarter of fiscal 2018, compared to net loss as a percentage of net sales of (7.1)% for the second quarter of fiscal 2017. Adjusted EBITDA was $10.1 million in the second quarter of fiscal 2018, compared to $5.2 million in the second quarter of fiscal 2017. Adjusted EBITDA margin was 1.9% compared to 1.1% in the second quarter of fiscal 2017.

 

Year-to-Date Financial Results

 

For the first half of fiscal 2018, the Company’s net sales increased 7.8% to $1,088.0 million, compared to $1,009.4 million in the first half of fiscal 2017. Same-store sales increased 7.9% driven by higher customer traffic and higher average ticket. Net loss was $42.4 million in the first half of fiscal 2018, compared to net loss of $60.3 million for the first half of fiscal 2017. Net loss as a percentage of total sales was (3.9)% for the first half of fiscal 2018, compared to net loss as a percentage of total sales of (6.0)% for the first half of fiscal 2017. Adjusted EBITDA was $26.4 million in the first half of fiscal 2018, compared to $18.5 million for the first half of fiscal 2017. Adjusted EBITDA margin was 2.4% for the first half of fiscal 2018, compared to 1.8% for the first half of fiscal 2017.

 

Sale-Leaseback Transactions

 

As previously reported, during the second quarter of fiscal 2018, the Company sold and concurrently leased back two existing stores and received net proceeds of $13.3 million, of which approximately $2.0 million was used to pay down the Company’s first lien term loan facility in accordance with the terms thereof.

 

Store Openings

 

The Company did not open any new stores during the second quarter of fiscal 2018. As of the end of the second quarter of fiscal 2018, the Company operated 390 stores. Subsequent to the end of the quarter, the Company opened one new store in California, bringing the total store count to 391.

 

Subsequent Events

 

Asset-Based Revolving Credit Facility

 

On September 6, 2017, the Company successfully completed an amendment of its asset-based revolving credit facility (the “ABL Facility”), to provide a last-out term loan facility in an aggregate principal amount of $25.0 million (the “FILO Facility”).  The Company has drawn the entire $25.0 million under the FILO Facility. Loans under the FILO Facility bear interest at a rate based, at the Company’s option, on (i) LIBOR plus 7.75% or (ii) the determined base rate (Prime Rate) plus 6.75%.

 



 

The FILO Facility will mature on the earliest of (a) April 8, 2021, (b) the date that is 90 days prior to the stated maturity date of the Company’s term loan facility, (c) the date that is 90 days prior to the stated maturity date in respect of the Company’s senior unsecured notes, and (d) the date of termination of the commitments under the ABL Facility.

 

Texas Store Impact from Hurricane Harvey

 

The Company currently operates 27 stores and one distribution center in the greater Houston, Texas metropolitan area.  Due to severe weather conditions in connection with Hurricane Harvey in late August 2017, the majority of the Company’s Houston-area stores and the distribution center were unable to open or operate for two to three days.  A total of 24 stores and the distribution center have since reopened. Three stores remain closed due to structural damage of varying magnitudes.  The Company is currently assessing the extent of damage and expected insurance proceeds to determine the potential impact on the Company’s financial condition and results of operations.

 

Fiscal 2018 Outlook

 

The Company is reiterating the following previously issued outlook for fiscal 2018:

 

·                  Positive same-store sales growth

·                  Year-over-year decrease in net loss and an increase in adjusted EBITDA over the same period

·                  3 new store openings, all in the second half of the year

·                  Capital expenditures of approximately $53-$58 million

 

The Company expects to close three under-performing stores by end of fiscal 2018 or early fiscal 2019.

 

CONFERENCE CALL DETAILS

 

The Company’s conference call to discuss its fiscal 2018 second quarter and the other matters described in this release is scheduled for Thursday, September 7, 2017 at 11:00 a.m. Pacific Time (2:00 p.m. Eastern Time).

 

The live call can be accessed by dialing 1-877-407-3982 (domestic) or 1-201-493-6780 (international). Please phone in approximately 10 minutes before the call is scheduled to begin and hold for an operator to assist you.  Please inform the operator that you are calling in for 99 Cents Only Stores’ Fiscal 2018 Second Quarter Earnings Conference Call, and be prepared to provide the operator with your name, company name and the conference ID: 13669259. The call will also be broadcast live over the Internet, accessible through the Investor Relations section of the Company’s website at www.99only.com/investor-relations.

 

A telephonic replay of the call will be available beginning Thursday, September 7, 2017, at 5:00 p.m. Eastern Time, through Thursday, September 21, 2017, at 11:59 p.m. Eastern Time. To access the replay, dial 1-844-512-2921 (domestic) or 1-412-317-6671 (international) and enter the replay pin number: 13669259. A replay of the webcast will also be available for 60 days upon completion of the conference call, accessible through the Investor Relations section of the Company’s website at www.99only.com/investor-relations.

 

A copy of this earnings release and supplemental slides will be available prior to the call, accessible through the Investor Relations section of the Company’s website at www.99only.com/investor-relations.

 



 

Non-GAAP Financial Measures

 

The Company defines EBITDA as net income before interest expense (income) and other financial costs, income taxes, depreciation and amortization.  Adjusted EBITDA is defined as EBITDA for the relevant period as adjusted by various items set forth in the reconciliation tables below, including stock-based compensation, impairment of goodwill and other assets, expenses, charges and reserves related to strategic initiatives and executive recruitment and severance, amortization of gain on sale-leaseback transactions, and other non-cash or one-time or other items as permitted by the terms of the Company’s debt instruments.  Adjusted EBITDA margin is Adjusted EBITDA divided by total sales.  Adjusted EBITDA and Adjusted EBITDA margin as presented herein, are supplemental measures of the Company’s performance that are not required by, or presented in accordance with, generally accepted accounting principles in the United States of America (“GAAP”).  The Company’s management uses EBITDA, Adjusted EBITDA and Adjusted EBITDA margin to assess its core operating performance and that of its competitors.  In addition, Adjusted EBITDA is used to determine the Company’s compliance and ability to take certain actions under the covenants contained in the Company’s debt instruments.  EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are not measures of the Company’s financial performance under GAAP and should not be considered in isolation or as alternatives to net income, operating income or any other performance measures derived in accordance with GAAP, as measures of operating performance or operating cash flows or as measures of liquidity.

 

Merger and Conversion to LLC

 

On January 13, 2012, 99¢ Only Stores was acquired by affiliates of Ares Management LLC, Canada Pension Plan Investment Board and the Gold-Schiffer family.  The acquisition is referred to as the “Merger.” Effective October 18, 2013, 99¢ Only Stores converted from a California corporation to a California limited liability company, 99 Cents Only Stores LLC.  The term the “Company” refers to 99¢ Only Stores and its consolidated subsidiaries prior to the conversion date and to 99 Cents Only Stores LLC and its consolidated subsidiaries on or after the conversion date.

 

About 99 Cents Only Stores

 

Founded in 1982, 99 Cents Only Stores LLC is the leading operator of extreme value stores in California and the Southwestern United States. The Company currently operates 391 stores located in California, Texas, Arizona and Nevada. 99 Cents Only Stores LLC offers a broad assortment of name brand and other attractively priced merchandise and compelling seasonal product offerings. For more information, visit www.99only.com.

 

Investor Contact:

 

Addo Investor Relations

Lasse Glassen

(424) 238-6249

lglassen@addoir.com

 

### Tables to Follow ###

 



 

The following tables reconcile EBITDA and Adjusted EBITDA to net loss for the periods indicated:

 

 

 

For the Second Quarter Ended

 

 

 

July 28,
2017

 

July 29,
2016

 

 

 

(In thousands)

 

 

 

(Unaudited)

 

 

 

 

 

 

 

Net loss

 

$

(33,624

)

$

(35,085

)

Interest expense, net

 

17,156

 

16,748

 

Provision for income taxes

 

72

 

52

 

Depreciation and amortization

 

17,246

 

17,656

 

 

 

 

 

 

 

EBITDA

 

$

850

 

$

(629

)

Stock-based compensation (a)

 

118

 

224

 

Purchase accounting effect on leases (b)

 

786

 

719

 

Impairment of long-lived assets (c)

 

1,515

 

 

Cost of sales adjustments (d)

 

180

 

 

Inventory adjustments (e)

 

 

623

 

Employee related expenses (f)

 

3,114

 

1,764

 

Real estate projects termination charges (g)

 

 

11

 

Professional and consultant fees (h)

 

1,166

 

1,424

 

Loss on sales of assets (i)

 

51

 

220

 

Other (j)

 

2,321

 

873

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

10,101

 

$

5,229

 

 


(a)         Represents stock-based compensation expense incurred in connection with stock-based compensation plans in which certain Company employees have participated.

 

(b)         Represents purchase accounting effect on rent revenue and rent expense.

 

(c)          Represents charges related to impairment for stores to be closed in early calendar year 2018.

 

(d)         Represents adjustment related to lower of cost or market.

 

(e)          Represents charges related to excess and obsolescence reserve and damage to inventory due to fire.

 

(f)           Represents expenses related primarily to severance, signing and retention bonuses.

 

(g)          Represents charges relating to previously capitalized distribution/corporate center real-estate development costs expensed upon termination of related projects.

 

(h)         Represents professional and consulting fees primarily related to profitability improvement and other strategic initiatives.

 

(i)             Represents amortization of gain related to sale-leaseback arrangements and net gain/loss on the sale of non-core assets.

 

(j)            Represents non-cash or other charges and income: for fiscal 2018, legal reserve adjustments, non-recurring professional fees, and other; for fiscal 2017, non-recurring professional fees, legal reserve adjustments, prior year property tax assessment, and other.

 



 

The following tables reconcile EBITDA and Adjusted EBITDA to net loss for the periods indicated:

 

 

 

For the First Half Ended

 

 

 

July 28,
2017

 

July 29,
2016

 

 

 

(In thousands)

 

 

 

(Unaudited)

 

 

 

 

 

 

 

Net loss

 

$

(42,377

)

$

(60,279

)

Interest expense, net

 

34,496

 

33,272

 

Provision for income taxes

 

87

 

125

 

Depreciation and amortization

 

34,623

 

34,395

 

 

 

 

 

 

 

EBITDA

 

$

26,829

 

$

7,513

 

Stock-based compensation (a)

 

254

 

388

 

Purchase accounting effect on leases (b)

 

1,529

 

1,426

 

Impairment of long-lived assets (c)

 

1,515

 

 

Cost of sales adjustments (d)

 

180

 

 

Inventory adjustments (e)

 

 

1,586

 

Employee related expenses (f)

 

6,361

 

3,196

 

Real estate projects termination charges (g)

 

 

11

 

Professional and consultant fees (h)

 

1,900

 

1,745

 

Gain (loss) on sales of assets (i)

 

(17,992

)

77

 

Loss on extinguishment of debt (j)

 

 

335

 

Other (k)

 

5,799

 

2,260

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

26,375

 

$

18,537

 

 


(a)         Represents stock-based compensation expense incurred in connection with stock-based compensation plans in which certain Company employees have participated.

 

(b)         Represents purchase accounting effect on rent revenue and rent expense.

 

(c)          Represents charges related to impairment for stores to be closed in the early calendar year 2018.

 

(d)         Represents adjustment related to lower of cost or market.

 

(e)          Represents charges related to excess and obsolescence reserve and damage to inventory due to fire.

 

(f)           Represents expenses related to severance, signing and retention bonuses.

 

(g)          Represents charges related to previously capitalized store real-estate development costs expensed upon termination of related projects.

 

(h)         Represents professional and consultant fees primarily related to profitability improvement and other strategic initiatives.

 

(i)             Represents amortization of gain related to sale-leaseback arrangements and net gain/loss on the sale of non-core assets.

 

(j)            Represents loss on extinguishment of debt from amendment of the asset based lending facility in the first quarter of fiscal 2017.

 

(k)         Represents non-cash or other charges and income: for fiscal 2018, legal reserve adjustments, non-recurring professional fees, and other; for fiscal 2017, non-recurring professional fees, legal reserve adjustments, property tax assessment for prior year, and other.

 



 

99 CENTS ONLY STORES LLC

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

 

 

 

July 28,
2017

 

January 27,
2017

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current Assets:

 

 

 

 

 

Cash

 

$

2,485

 

$

2,448

 

Accounts receivable, net of allowance for doubtful accounts of $17 and $122 at July 28, 2017 and January 27, 2017, respectively

 

2,927

 

3,510

 

Income taxes receivable

 

2,739

 

3,876

 

Inventories, net

 

188,846

 

175,892

 

Assets held for sale

 

4,903

 

4,903

 

Other

 

17,383

 

10,307

 

 

 

 

 

 

 

Total current assets

 

219,283

 

200,936

 

Property and equipment, net

 

466,157

 

507,620

 

Deferred financing costs, net

 

2,480

 

3,488

 

Intangible assets, net

 

444,192

 

447,027

 

Goodwill

 

380,643

 

380,643

 

Deposits and other assets

 

8,883

 

8,592

 

 

 

 

 

 

 

Total assets

 

$

1,521,638

 

$

1,548,306

 

 

 

 

 

 

 

LIABILITIES AND MEMBER’S EQUITY

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

Accounts payable

 

$

101,860

 

$

86,588

 

Payroll and payroll-related

 

30,348

 

24,110

 

Sales tax

 

15,305

 

19,389

 

Other accrued expenses

 

54,749

 

46,082

 

Workers’ compensation

 

68,941

 

69,169

 

Current portion of long-term debt

 

5,669

 

6,138

 

Current portion of capital and financing lease obligations

 

1,214

 

31,330

 

 

 

 

 

 

 

Total current liabilities

 

278,086

 

282,806

 

Long-term debt, net of current portion

 

876,658

 

865,375

 

Unfavorable lease commitments, net

 

3,371

 

3,988

 

Deferred rent

 

30,632

 

30,360

 

Deferred compensation liability

 

912

 

816

 

Capital and financing lease obligation, net of current portions

 

52,820

 

47,195

 

Deferred income taxes

 

161,450

 

161,450

 

Other liabilities

 

15,813

 

12,297

 

 

 

 

 

 

 

Total liabilities

 

1,419,742

 

1,404,287

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

Member’s Equity:

 

 

 

 

 

Member units — 100 units issued and outstanding at July 28, 2017 and January 27, 2017

 

551,172

 

550,918

 

Investment in Number Holdings, Inc. preferred stock

 

(19,200

)

(19,200

)

Accumulated deficit

 

(430,076

)

(387,699

)

 

 

 

 

 

 

Total equity

 

101,896

 

144,019

 

 

 

 

 

 

 

Total liabilities and equity

 

$

1,521,638

 

$

1,548,306

 

 



 

99 CENTS ONLY STORES LLC

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands)

(Unaudited)

 

 

 

For the Second Quarter Ended

 

For the First Half Ended

 

 

 

July 28,
2017

 

July 29,
2016

 

July 28,
2017

 

July 29,
2016

 

 

 

 

 

 

 

 

 

 

 

Net Sales:

 

 

 

 

 

 

 

 

 

99¢ Only Stores

 

$

531,288

 

$

487,460

 

$

1,069,280

 

$

989,226

 

Bargain Wholesale

 

9,162

 

8,998

 

18,682

 

20,161

 

Total sales

 

540,450

 

496,458

 

1,087,962

 

1,009,387

 

Cost of sales

 

384,587

 

355,258

 

769,746

 

719,220

 

Gross profit

 

155,863

 

141,200

 

318,216

 

290,167

 

Selling, general and administrative expenses

 

172,259

 

159,485

 

326,010

 

316,714

 

Operating loss

 

(16,396

)

(18,285

)

(7,794

)

(26,547

)

Other (income) expense:

 

 

 

 

 

 

 

 

 

Interest income

 

(5

)

(36

)

(7

)

(38

)

Interest expense

 

17,161

 

16,784

 

34,503

 

33,310

 

Loss on extinguishment

 

 

 

 

335

 

Total other expense, net

 

17,156

 

16,748

 

34,496

 

33,607

 

Loss before provision for income taxes

 

(33,552

)

(35,033

)

(42,290

)

(60,154

)

Provision for income taxes

 

72

 

52

 

87

 

125

 

Net loss

 

$

(33,624

)

$

(35,085

)

$

(42,377

)

$

(60,279

)

 



 

99 CENTS ONLY STORES LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

 

 

For the First Half Ended

 

 

 

July 28,
2017

 

July 29,
2016

 

 

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

Net loss

 

$

(42,377

)

$

(60,279

)

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

 

 

 

 

 

Depreciation

 

33,748

 

33,520

 

Amortization of deferred financing costs and accretion of OID

 

3,360

 

2,941

 

Amortization of intangible assets

 

875

 

875

 

Amortization of favorable/unfavorable leases, net

 

1,358

 

1,193

 

Loss on extinguishment of debt

 

 

335

 

(Gain) loss on disposal of fixed assets

 

(17,575

)

293

 

Long-lived assets impairment

 

1,515

 

 

Loss on interest rate hedge

 

 

514

 

Stock-based compensation

 

254

 

388

 

Changes in assets and liabilities associated with operating activities:

 

 

 

 

 

Accounts receivable

 

583

 

193

 

Inventories

 

(12,954

)

21,076

 

Deposits and other assets

 

(7,652

)

(1,548

)

Accounts payable

 

15,594

 

26,591

 

Accrued expenses

 

10,821

 

1,328

 

Accrued workers’ compensation

 

(228

)

(1,757

)

Income taxes

 

1,137

 

1,278

 

Deferred rent

 

272

 

367

 

Other long-term liabilities

 

(2,366

)

(272

)

 

 

 

 

 

 

Net cash (used in) provided by operating activities

 

(13,635

)

27,036

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Purchases of property and equipment

 

(18,918

)

(23,960

)

Proceeds from sale of property and fixed assets

 

9,396

 

612

 

 

 

 

 

 

 

Net cash used in investing activities

 

(9,522

)

(23,348

)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Payment of long-term debt

 

(3,538

)

(3,069

)

Proceeds under revolving credit facility

 

115,400

 

92,200

 

Payments under revolving credit facility

 

(103,400

)

(119,100

)

Payments of debt issuance costs

 

 

(4,725

)

Proceeds from financing lease obligations

 

15,317

 

31,503

 

Payments of capital and financing lease obligations

 

(585

)

(500

)

 

 

 

 

 

 

Net cash provided by (used in) financing activities

 

23,194

 

(3,691

)

 

 

 

 

 

 

Net increase (decrease) in cash

 

37

 

(3

)

Cash - beginning of period

 

2,448

 

2,312

 

 

 

 

 

 

 

Cash - end of period

 

$

2,485

 

$

2,309

 

 



 

Safe Harbor Statement

 

The Company has included statements in this release that constitute “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act, as amended, and Section 27A of the Securities Act of 1933, as amended. As a general matter, forward-looking statements are those focused on future or anticipated events or trends, expectations and beliefs including, among other things, (a) trends affecting the financial condition or results of operations of the Company and (b) the business and growth strategies of the Company (including the Company’s store opening growth rate) that are not historical in nature.  Such statements are intended to be identified by using words such as “believe,” “expect,” “intend,” “estimate,” “anticipate,” “will,” “project,” “plan” and similar expressions in connection with any discussion of future operating or financial performance. Any forward-looking statements are and will be based upon the Company’s then-current expectations, estimates and assumptions regarding future events and are applicable only as of the dates of such statements. Readers are cautioned not to put undue reliance on such forward-looking statements. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and actual results may differ materially from those projected in this release for the reasons, among others, discussed in the reports and other documents the Company files from time to time with the Securities and Exchange Commission, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections contained in the Company’s Annual Report on Form 10-K for the fiscal year ended January 27, 2017. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.