Michaels Stores, Inc. Reports Third Quarter Results

IRVING, Texas, Dec. 10, 2013 /PRNewswire/ -- Michaels Stores, Inc. (the "Company") today reported unaudited financial results for the third quarter ended November 2, 2013.

(Logo:  http://photos.prnewswire.com/prnh/20121114/MM13787LOGO)

Third Quarter Financial Highlights

  • Comparable store sales increased 7.9% driven by a 3.9% increase in transactions and a 3.8% increase in the Company's average ticket in addition to a 20 basis point positive impact from deferred custom framing revenue.
  • Net sales increased 10.3% to $1.12 billion from $1.01 billion during the third quarter of fiscal 2012.
  • Gross profit for the quarter increased 12.7% to $453 million from $402 million during the third quarter of fiscal 2012. Gross profit increased approximately 90 basis points to 40.5% as a percent of net sales.  The increase in the Company's gross profit rate was driven by occupancy cost expense leverage on higher sales and improved merchandise margin, partially offset by increased freight and distribution costs.
  • Selling, general, and administrative expense ("SG&A") increased 11.6% to $309 million from $277 million during the third quarter of fiscal 2012.  SG&A increased approximately 40 basis points to 27.6% as a percent of sales.  The increase in the Company's SG&A rate was driven by an increase in performance based bonus expense and investments in the Company's strategic initiatives, partially offset by expense leverage in advertising and store operating costs due to the Company's 7.9% increase in comparable store sales.  
  • Operating income for the quarter increased 15.4% to $135 million and as a percent of net sales increased approximately 60 basis points to 12.1%.
  • Net income for the quarter increased 65.7% to $58 million and as a percent of net sales increased approximately 170 basis points to 5.2%.

Year-to-date Financial Highlights

  • Comparable store sales increased 2.1% driven by a 2.9% increase in the Company's average ticket, partially offset by a 0.8% decrease in transactions.
  • Net sales increased 4.5% to $3.02 billion from $2.88 billion over the same period in fiscal 2012.
  • Gross profit increased 4.4% to $1.20 billion. As a percent of net sales the Company's gross profit was relatively flat at 39.8%.
  • Selling, general, and administrative expense ("SG&A") increased 6.1% to $835 million from $787 million over the same period last year.  SG&A increased approximately 40 basis points to 27.7% as a percent of sales.  The increase in the Company's SG&A rate was driven by an increase in performance based bonus expense, investments in the Company's strategic initiatives and increased health care costs, partially offset by the timing of advertising expenses.
  • Operating income decreased 0.9% to $334 million and as a percent of net sales decreased 60 basis points to 11.1%. In addition to the net impact from gross profit and SG&A, operating income was also negatively impacted by an increase in share based compensation of $6 million or approximately 20 basis points on a rate basis.
  • Net income increased 27.4% to $121 million and as a percent of net sales increased 70 basis points to 4.0%.    

Balance Sheet and Cash Flow

  • The Company ended the third quarter with $68 million in cash, $3.08 billion in debt and approximately $401 million in availability under its asset-based revolving credit facility.
  • Inventory at the end of the quarter was $1.11 billion. Average Michaels store inventory, inclusive of distribution centers, was $946,000, an increase of 0.2% from last year's balance of $944,000.

Store Information

  • During the third quarter of fiscal 2013, the Company opened 19 Michaels stores, relocated six and closed one store.
  • The Company operated 33 net new Michaels stores and Aaron Brothers at the end of the third quarter of fiscal 2013 as compared to the same period in fiscal 2012. The Company opened 40, relocated 14 and closed two Michaels stores year to date. Additionally, the Company relocated two and closed four Aaron Brothers stores year to date. The Company now operates 1,259 stores including 1,137 Michaels stores and 122 Aaron Brothers stores.

Restatement of Previously Issued Interim Financial Statements

On November 22, 2013, the Audit Committee of the Company's Board of Directors determined that the Company's previously issued unaudited interim consolidated financial statements for the three and six month periods ended August 3, 2013, contained an error with respect to Accounting Standards Codification Topic 718, Compensation – Stock Compensation.  See Supplemental Schedule Restatement Adjustments  for a reconciliation of previously reported GAAP results to restated amounts, amended statements for the above periods were filed on December 9, 2013. 

The Company will host a conference call to discuss third quarter financial results at 8:00 a.m. Central time on Tuesday, December 10. Those who wish to participate in the call may do so by dialing 866-425-6198, conference ID# 19222186. Due to the quiet period associated with our S-1 filing, there will not be a question and answer session at the end of the call. The conference call will also be webcast at www.michaels.com. To listen to the live call, please go to the website at least 15 minutes early to register and download any necessary audio software. The webcast will be accessible for 30 days after the call.

Irving, Texas-based Michaels Stores, Inc. is North America's largest specialty retailer of arts, crafts, framing, floral, wall decor and seasonal merchandise for the hobbyist and do-it-yourself home decorator. As of November 2, 2013, the Company owns and operates 1,137 Michaels stores in 49 states and Canada and 122 Aaron Brothers stores, and produces 11 exclusive private brands including Recollections®, Studio Decor®, Bead Landing®, Creatology®, Ashland®, Celebrate It®, Art Minds®, Artist's Loft®, Craft Smart®,  Loops & Threads® and Imagin8®. For more information visit www.michaels.com or www.facebook.com/Michaels or follow Michaels on Twitter and Pinterest @MichaelsStores.

This news release may contain forward-looking statements that reflect our plans, estimates and beliefs. Any statements contained herein (including, but not limited to, statements to the effect that the Company or its management "plans," "estimates," "believes" and other similar expressions) that are not statements of historical fact should be considered forward-looking statements. Important factors that could cause actual results to differ materially from our expectations are more fully described in our other filings with the Securities and Exchange Commission. Specific examples of forward-looking statements include, but are not limited to, forecasts of same-store sales growth, operating income, planned capital expenditures, new store openings and other financial performance. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of risks, uncertainties and other factors, many of which are outside of our control, that could cause actual results to materially differ from such statements. Such risks, uncertainties and other factors include, but are not necessarily limited to: risks related to general economic conditions; risks related to our substantial indebtedness; our growth depends on our ability to open new stores; our reliance on foreign suppliers; damage to the reputation of the Michaels brand or our private and exclusive brands; significant increases in inflation or commodity prices such as petroleum, natural gas, electricity, steel, wood and paper may adversely affect our costs, including cost of merchandise; our suppliers may fail us; risks associated with the vendors from whom our products are sourced could materially adversely affect our revenue and gross profit; product recalls and/or product liability, as well as changes in product safety and other consumer protection laws; unexpected or unfavorable consumer responses to our promotional or merchandising programs could materially adversely affect our sales, operating results and cash flow; improvements to our supply chain may not be fully successful; changes in customer demand; our success will depend on how well we manage our business; competition, including internet-based competition, could negatively impact our business; failure to adequately maintain security and prevent unauthorized access to our electronic and other confidential information and data breaches could materially adversely affect our financial condition and operating results; we may be subject to information technology system failures or network disruptions, or our information systems may prove inadequate, resulting in damage to our reputation, business operations, and financial conditions; our disclosed material weakness in our internal control over financial reporting related to our accounting for share-based compensation expense could adversely affect our ability to report our financial results of operations or cash flows accurately and on a timely basis; failure to attract or retain senior management could adversely affect our performance; a weak fourth quarter would materially adversely affect our operating results; changes in newspaper subscription rates may result in reduced exposure to our circular advertisements; changes in regulations or enforcement may adversely impact our business; our debt agreements contain restrictions that limit our flexibility in operating our business; disruptions in the capital markets could increase our costs of doing business; our real estate leases generally obligate us for long periods, which subjects us to various financial risks; we have co-sourced certain of our information technology, accounts payable, payroll, accounting and human resources functions and may co-source other administrative functions, which make us more dependent upon third parties; we are exposed to fluctuations in exchange rates between the U.S. and Canadian dollar, which is the functional currency of our Canadian subsidiaries; failure to attract and retain quality sales, distribution center or experienced buying and management personnel could adversely affect our performance; catastrophic events, including geo-political events and weather, may adversely impact our results; the interests of our indirect parent company and sponsors may conflict with the Company's interests and the interests of our debt investors; and other factors as set forth in our prior filings with the Securities and Exchange Commission.  We intend these forward-looking statements to speak only as of the time of this release and do not undertake to update or revise them as more information becomes available.

This press release is also available on the Michaels Stores, Inc. website (www.michaels.com).

Michaels Stores, Inc.
Supplemental Disclosures Regarding Non-GAAP Financial Information

The following table sets forth the Company's Earnings before Interest, Taxes, Depreciation, Amortization and losses on early extinguishment of debt. ("EBITDA (excluding refinancing costs and losses on early extinguishment of debt)").  The Company defines EBITDA (excluding refinancing costs and losses on early extinguishment of debt) as net income before interest, income taxes, depreciation, amortization and refinancing costs and losses on early extinguishment of debt. Additionally, the table presents Adjusted Earnings before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA").  The Company defines Adjusted EBITDA as EBITDA (excluding refinancing costs and losses on early extinguishment of debt) adjusted for certain defined amounts that are added to, or subtracted from, EBITDA (excluding refinancing costs and losses on early extinguishment of debt) (collectively, the "Adjustments") in accordance with the Company's $1.6 billion Senior secured term loan and $650 million Asset-based revolving credit facility. The Adjustments are described in further detail in the footnotes to the table below.

The Company has presented EBITDA (excluding refinancing costs and losses on early extinguishment of debt) and Adjusted EBITDA in this press release to provide investors with additional information to evaluate our operating performance and our ability to service our debt.  The Company uses EBITDA (excluding refinancing costs and losses on early extinguishment of debt), among other metrics, to evaluate operating performance, to plan and forecast future periods' operating performance and as an element of its incentive compensation targets for certain management personnel. Adjusted EBITDA is a required calculation under the Company's Senior secured term loan and its Asset-based revolving credit facility. As it relates to the Senior secured term loan, Adjusted EBITDA is used in the calculation of the fixed charge coverage ratio, which, under certain circumstances, may result in limitations on the Company's ability to make restricted payments as well as the determination of mandatory repayments of the loans. Under the Asset-based revolving facility, Adjusted EBITDA is used in the calculation of fixed charge coverage ratios, which, under certain circumstances, may restrict the Company's ability to make certain payments (characterized as restricted payments), investments (including acquisitions) and debt repayments.

As EBITDA (excluding refinancing costs and losses on early extinguishment of debt) and Adjusted EBITDA are not measures of operating performance or liquidity calculated in accordance with U.S. GAAP, these measures should not be considered in isolation of, or as a substitute for, net income, as an indicator of operating performance, or net cash provided by operating activities as an indicator of liquidity.  Our computation of EBITDA (excluding refinancing costs and losses on early extinguishment of debt) and Adjusted EBITDA may differ from similarly titled measures used by other companies. As EBITDA (excluding refinancing costs and losses on early extinguishment of debt) and Adjusted EBITDA exclude certain financial information compared with net income and net cash provided by operating activities, the most directly comparable GAAP financial measures, users of this financial information should consider the types of events and transactions which are excluded. The table below shows a reconciliation of EBITDA (excluding refinancing costs and losses on early extinguishment of debt) and Adjusted EBITDA to net income and net cash provided by operating activities.

Joshua Moore
Vice President – Investor Relations, Treasury & Corporate Finance
(972) 409-1527

 




Michaels Stores, Inc.

Consolidated Balance Sheets

(In millions, except share data)

(Unaudited)








November 2,


February 2,


October 27,


2013


2013


2012

ASSETS



(Restated)


(Restated)

Current assets:






   Cash and equivalents

$                 68


$              56


$               161

   Merchandise inventories

1,119


862


1,078

   Prepaid expenses and other

99


86


91

   Receivable from Parent

1


-


-

   Deferred income taxes

38


37


42

   Income tax receivable

20


3


17

      Total current assets

1,345


1,044


1,389

Property and equipment, at cost

1,570


1,502


1,478

Less accumulated depreciation and amortization

(1,217)


(1,164)


(1,134)

      Property and equipment, net

353


338


344

Goodwill

94


94


95

Debt issuance costs, net of accumulated amortization of $57, $54, and $77, respectively

38


46


53

Deferred income taxes

29


30


32

Long-term receivable from Parent

5


-


-

Other assets

2


3


4

      Total non-current assets

168


173


184

Total assets

$            1,866


$         1,555


$            1,917







LIABILITIES AND STOCKHOLDERS' DEFICIT






Current liabilities:






   Accounts payable

$               467


$            263


$               374

   Accrued liabilities and other

342


367


424

   Share-based compensation liability

21


35


30

   Current portion of long-term debt

203


150


180

   Deferred income taxes

4


4


1

   Income taxes payable

6


37


6

      Total current liabilities

1,043


856


1,015

Long-term debt

2,878


2,891


3,188

Deferred income taxes

2


2


11

Share-based compensation liability

28


27


24

Other long-term liabilities

86


83


86

      Total long-term liabilities

2,994


3,003


3,309

            Total liabilities

4,037


3,859


4,324

Commitments and contingencies



Stockholders' deficit:





   Common Stock, $0.10 par value, 100 shares authorized; 100 shares issued and outstanding






-


-


-

   Additional paid-in capital

63


49


51

   Accumulated deficit

(2,238)


(2,359)


(2,464)

   Accumulated other comprehensive income

4


6


6

      Total stockholders' deficit

(2,171)


(2,304)


(2,407)

Total liabilities and stockholders' deficit

$            1,866


$         1,555


$            1,917

 










Michaels Stores, Inc.

Consolidated Statements of Comprehensive Income

(In millions)

(Unaudited)












Quarter Ended


Nine Months Ended



November 2,


October 27,


November 2,


October 27,



2013


2012


2013


2012





(Restated)




(Restated)

Net sales


$         1,118


$         1,014


$          3,015


$          2,884

Cost of sales and occupancy expense


665


612


1,816


1,736

Gross profit


453


402


1,199


1,148

Selling, general, and administrative expense


309


277


835


787

Share-based compensation


4


2


15


9

Related party expenses


3


3


10


10

Store pre-opening costs


2


3


5


5

Operating income


135


117


334


337

Interest expense


45


60


137


187

Refinancing costs and losses on early extinguishment of debt


-


3


7


3

Other (income) and expense, net


-


-


1


(1)

Income before income taxes


90


54


189


148

Provision for income taxes


32


19


68


53

Net income


58


35


121


95










Other comprehensive income, net of tax: 









Foreign currency translation adjustment and other


-


-


(2)


-

Comprehensive income


$              58


$              35


$             119


$               95










 



Michaels Stores, Inc.

Consolidated Statements of Cash Flows

(In millions)

(Unaudited)



Nine Months Ended



November 2,


October 27,



2013


2012





(Restated)

Operating activities:





   Net income


$             121


$              95

   Adjustments:





      Depreciation and amortization


74


71

      Share-based compensation expense


19


15

      Debt issuance costs amortization


6


12

      Accretion of long-term debt


(1)


-

      Refinancing costs and losses on early extinguishment of debt


7


3

      Changes in assets and liabilities:





         Merchandise inventories


(254)


(233)

         Prepaid expenses and other


(13)


(11)

         Accounts payable


211


72

         Accrued interest


(29)


36

         Accrued liabilities and other


(21)


(15)

         Income taxes


(49)


(33)

         Other long-term liabilities


3


1

            Net cash provided by operating activities


74


13






Investing activities:





   Additions to property and equipment


(82)


(85)

            Net cash used in investing activities


(82)


(85)






Financing activities:





   Issuance of senior notes due 2018

-


213

   Redemption of senior subordinated notes due 2016


-


(127)

   Repurchase of subordinated discount notes due 2016


(142)


-

   Repayments on senior secured term loan facility


(8)


(209)

   Borrowings on asset-based revolving credit facility


389


-

   Payments on asset-based revolving credit facility


(203)


-

   Payments of debt issuance costs

-


(8)

   Payment of capital leases


-


(2)

   Change in cash overdraft


(9)


(5)

   Payments on behalf of Parent

(7)


-

            Net cash provided by (used in) financing activities


20


(138)






Net increase (decrease) in cash and equivalents


12


(210)

Cash and equivalents at beginning of period


56


371

Cash and equivalents at end of period


$               68


$            161






  Cash paid for interest


$             160


$            138

  Cash paid for income taxes


$             115


$              85






 

 

 

Michaels Stores, Inc.


Summary of Operating Data


(Unaudited)














The following table sets forth the percentage relationship to net sales of each line item of our unaudited consolidated statements of operations:















Quarter Ended



Nine Months Ended



November 2,



October 27,



November 2,



October 27,



2013



2012



2013



2012






(Restated)






(Restated)


Net sales

100.0

%


100.0

%


100.0

%

100.0

%

Cost of sales and occupancy expense

59.5



60.4



60.2



60.2


Gross profit

40.5



39.6



39.8



39.8


Selling, general, and administrative expense

27.6



27.3



27.7



27.3


Share-based compensation

0.4



0.2



0.5



0.3


Related party expenses

0.3



0.3



0.3



0.3


Store pre-opening costs

0.2



0.3



0.2



0.2


Operating income

12.1



11.5



11.1



11.7


Interest expense

4.0



5.9



4.5



6.5


Refinancing costs and losses on early extinguishment of debt

-



0.3



0.2



0.1


Other (income) and expense, net

-



-



-



-


Income before income taxes

8.1



5.4



6.3



5.1


Provision for income taxes

2.9



1.9



2.3



1.8


Net income

5.2

%


3.5

%

4.0

%

3.3

%













The following table sets forth certain of our unaudited operating data:













Quarter Ended



Nine Months Ended



November 2,



October 27,



November 2,



October 27,



2013



2012



2013



2012






(Restated)






(Restated)


Michaels stores:












   Retail stores open at beginning of period

1,119



1,074



1,099



1,064


   Retail stores opened during the period

19



26



40



36


   Retail stores opened (relocations) during the period

6



3



14



13


   Retail stores closed during the period

(1)



(1)



(2)



(1)


   Retail stores closed (relocations) during the period

(6)



(3)



(14)



(13)


   Retail stores open at end of period

1,137



1,099



1,137



1,099














Aaron Brothers stores:












   Retail stores open at beginning of period

122



128



125



134


   Retail stores opened (relocations) during the period

-



-



2



-


   Retail stores closed during the period

-



(1)



(4)



(7)


   Retail stores closed (relocations) during the period

-



-



(1)



-


   Retail stores open at end of period

122



127



122



127














Total store count at end of period

1,259



1,226



1,259



1,226














Other operating data:












   Average inventory per Michaels store (in thousands)

$             946



$            944



$            946



$         944


   Comparable store sales (decrease) increase

7.9 %



(0.2)%



2.1 %



1.4 %














 

















Michaels Stores, Inc. 








Reconciliation of Adjusted EBITDA








(In millions)










Quarter Ended


Nine Months Ended



November 2,


October 27,


November 2,


October 27,



2013


2012


2013


2012





(Restated)




(Restated)



(in millions)

Net cash provided by (used in) operating activities


$               88


$              93


$               74


$               13

Depreciation and amortization


(24)


(25)


(74)


(71)

Share-based compensation


(6)


(4)


(19)


(15)

Debt issuance costs amortization


(2)


(4)


(6)


(12)

Refinancing costs and losses on early extinguishment of debt


-


(3)


(7)


(3)

Changes in assets and liabilities


2


(22)


153


183

Net income


58


35


121


95

Interest expense


45


60


137


187

Refinancing costs and losses on early extinguishment of debt


-


3


7


3

Provision for income taxes


32


19


68


53

Depreciation and amortization


24


25


74


71

EBITDA (excluding refinancing costs and losses on early extinguishment of debt)


159


142


407


409

Adjustments:









  Share-based compensation


6


4


19


15

  Sponsor fees


3


3


10


10

  Termination expense


1


1


2


1

  Store pre-opening costs


2


3


5


5

  Store remodel costs


2


1


6


1

  Foreign currency transaction losses (gains)


-


-


1


(1)

  Sign on bonuses


-


-


2


-

  Moving and relocation expenses


1


-


2


2

  Store closing costs


3


-


4


2

  Other (1)


-


-


1


-

Adjusted EBITDA


$             177


$            154


$             459


$             444



















(1) Other adjustments relate to items such as franchise taxes and certain legal settlements.

 



Michaels Stores, Inc.

Restatement Adjustments

(In millions)

(Unaudited)








Consolidated Balance Sheet


As of October 27, 2012


(unaudited)


As
Reported


Share-based
compensation
Adjustment


As
Restated

Merchandise inventories

$ 1,076


$ 2


$ 1,078

Total current assets

1,387


2


1,389

Deferred income taxes

18


14


32

Total non-current assets

170


14


184

Share-based compensation

-


30


30

Income taxes payable

8


(2)


6

Total current liabilities

987


28


1,015

Share-based compensation

-


24


24

Total long-term liabilities

3,285


24


3,309

Additional paid-in capital

61


(10)


51

Accumulated deficit

(2,438)


(26)


(2,464)

Total stockholders' deficit

(2,371)


(36)


(2,407)








Consolidated Statements of Comprehensive Income


Quarter Ended October 27, 2012


(unaudited)


As
Reported


Share-based
compensation
Adjustment


As
Restated

Cost of sales and occupancy expense

$ 611


$ 1


$ 612

Gross Profit

403


(1)


402

Selling, general and administrative expense

278


(1)


277

Share-based compensation expense

-


2


2

Operating income

119


(2)


117

Income before income taxes

56


(2)


54

Provision for income taxes

20


(1)


19

Net income

36


(1)


35

Comprehensive income

36


(1)


35














Consolidated Statements of Comprehensive Income


Nine Months Ended October 27, 2012


(unaudited)


As
Reported


Share-based
compensation
Adjustment


As
Restated

Cost of sales and occupancy expense

$ 1,730


$ 6


$ 1,736

Gross Profit

1,154


(6)


1,148

Selling, general and administrative expense

790


(3)


787

Share-based compensation expense

-


9


9

Operating income

349


(12)


337

Income before income taxes

160


(12)


148

Provision for income taxes

58


(5)


53

Net income

102


(7)


95

Comprehensive income

102


(7)


95








Cash Flow Data


Nine Months Ended October 27, 2012


(unaudited)


As
Reported


Share-based
compensation
Adjustment


As
Restated

Operating Activities:






Net income

$ 102


$ (7)


$ 95

Share-based compensation

4


11


15

Merchandise inventories

(236)


3


(233)

Accrued liabilities and other

(11)


(4)


(15)

Income taxes

(27)


(6)


(33)

Net cash provided by operating activities

16


(3)


13

Repurchase of Common Stock

(10)


10


-

Proceeds from stock options exercised

7


(7)


-

Net cash used in financing activities

(141)


3


(138)













 

 

SOURCE Michaels Stores, Inc.



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