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      The Gymboree Corporation Reports First Fiscal Quarter 2014 Results


      News provided by

      The Gymboree Corporation

      Jun 12, 2014, 03:00 ET

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      SAN FRANCISCO, June 12, 2014 /PRNewswire/ -- The Gymboree Corporation (the "Company") today reported consolidated financial results for the first fiscal quarter ended May 3, 2014.

      First Quarter Results (13-weeks ended May 3, 2014 versus 13-weeks ended May 4, 2013)

      • Net sales were $272.0 million, compared to $292.8 million in the first quarter of fiscal 2013.
      • Comparable sales (including online stores) declined 10%.
      • Gross profit was $108.4 million, or 39.8% of net sales, compared to $121.0 million, or 41.3% of net sales, for the first quarter of fiscal 2013.
      • Adjusted gross profit was $110.2 million, or 40.5% of net sales, compared to $123.6 million, or 42.2% of net sales, for the first quarter of fiscal 2013. Adjusted gross profit excludes purchase accounting adjustments of $1.8 million and $2.6 million for the first quarter of fiscal 2014 and the first quarter of fiscal 2013, respectively, relating to the November 2010 acquisition of the Company by investment funds sponsored by Bain Capital Partners, LLC (the "Acquisition") (see Exhibit D for relevant reconciliation information).
      • SG&A expense was $102.3 million, or 37.6% of net sales, compared to $104.1 million, or 35.6% of net sales, for the first quarter of fiscal 2013.
      • Adjusted SG&A expense was $101.8 million, or 37.4% of net sales, compared to $100.3 million, or 34.2% of net sales, in the first quarter of fiscal 2013. Adjusted SG&A excludes $0.5 million and $3.9 million, respectively, of additional costs resulting from the Acquisition, including the effect of purchase accounting adjustments and non-recurring adjustments (see Exhibit D for relevant reconciliation information).
      • Net loss attributable to The Gymboree Corporation was $13.4 million compared to a net loss of $2.5 million for the first quarter of fiscal 2013.
      • Adjusted EBITDA, defined as net loss attributable to The Gymboree Corporation before interest income/expense, income taxes and depreciation and amortization, adjusted for other items described above, was $22.0 million compared to $36.0 million for the first quarter of fiscal 2013.
      • Adjusted EBITDA is not a financial measure under U.S. generally accepted accounting principles ("GAAP"). For a description of these measures, see "Non-GAAP Financial Measures" below. A reconciliation of net loss attributable to The Gymboree Corporation to Adjusted EBITDA presented herein is included in Exhibit D of this press release.

      Balance Sheet Highlights

      • There were $10.0 million in borrowings outstanding under the Company's $225 million asset-backed loan facility and approximately $118 million of undrawn availability after deducting for Letters of Credit and outstanding borrowings at the end of the first quarter of fiscal 2014.
      • Cash balances were at $24.8 million at the end of the first quarter of fiscal 2014, a decrease of $14.6 million from $39.4 million at the end of fiscal 2013.
      • Capital expenditures were $9.4 million during the first quarter of fiscal 2014.
      • Inventory balances at the end of the first quarter of fiscal 2014 were $170.4 million, compared to $180.8 million at the end of the first quarter of fiscal 2013. On a per square foot basis, inventory cost declined 10% and inventory units declined in the low teens.

      Fiscal 2014 Business Outlook

      The Company's fiscal 2014 outlook is based on current economic environment trends, as well as management expectations for the remainder of the year.

      Full Year

      For the full year, the Company expects Adjusted EBITDA to be approximately flat compared to fiscal 2013. Based on this guidance, the Company expects to have sufficient liquidity during fiscal 2014 to service its debt and invest in the business to drive long-term growth. Furthermore, the Company anticipates utilizing its ABL facility throughout the course of the year to support seasonal working capital needs and does not anticipate having any outstanding borrowings by fiscal year end.

      New Stores

      During fiscal 2014, the Company plans to open approximately 50 new stores, distributed fairly evenly across the brands, and close approximately 25 to 30 stores. 

      Capital Expenditures

      During fiscal 2014, the Company now anticipates spending approximately $35 million to $40 million for capital expenditures.

      Non-GAAP Financial Measures

      The Company defines "Adjusted EBITDA" as net income (loss) attributable to The Gymboree Corporation before interest income/expense, income taxes, and depreciation and amortization ("EBITDA") adjusted for other items including non-cash share-based compensation, loss on disposal/impairment of assets and sponsor management fees and expenses, as well as the impact of purchase accounting adjustments resulting from the Acquisition and other non-recurring or unusual items.

      Adjusted EBITDA is a non-GAAP measure but is considered an important supplemental measure of the Company's performance and is believed to be used frequently by securities analysts, investors and other interested parties in the evaluation of similar retail companies. Adjusted EBITDA is not a presentation made in accordance with GAAP and the Company's computation of Adjusted EBITDA may vary from others in the industry. Adjusted EBITDA should not be considered an alternative to operating income or net income, as a measure of operating performance or cash flow, or as a measure of liquidity.  Adjusted EBITDA has important limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of the Company's results as reported under GAAP (see Exhibit D for a reconciliation of Adjusted EBITDA to net loss attributable to The Gymboree Corporation).

      Management Presentation

      The live broadcast of the discussion of first quarter fiscal 2014 financial results and our business outlook will be available to interested parties at 1:00 p.m. PT (4:00 p.m. ET) on Thursday, June 12, 2014.  To listen to the live broadcast over the internet, please log on to www.gymboree.com, click on "Company Information" at the bottom of the page, go to "Investors & Media" and then "Conference Calls & Webcasts."  A replay of the call will be available two hours after the broadcast through midnight PT, Wednesday, June 18, 2014, at 855-859-2056, passcode 32200008.

      About The Gymboree Corporation

      The Gymboree Corporation's specialty retail brands offer unique, high-quality products delivered with personalized customer service. As of May 3, 2014, the Company operated a total of 1,337 retail stores: 627 Gymboree® stores (574 in the United States, 46 in Canada, 1 in Puerto Rico and 6 in Australia), 168 Gymboree Outlet stores (166 in the United States and 2 in Puerto Rico), 146 Janie and Jack® shops and 396 Crazy 8® stores in the United States. The Company also operates online stores at www.gymboree.com, www.janieandjack.com and www.crazy8.com, and offers directed parent-child developmental play programs at 698 franchised and Company-operated Gymboree Play & Music® centers in the United States and 41 other countries.

      Forward-Looking Statements

      The foregoing financial information for the first fiscal quarter of 2014 is unaudited and subject to quarter-end and year-end adjustments.  This press release includes forward-looking statements, including statements relating to The Gymboree Corporation's anticipated future financial performance, especially those set forth under the heading "Fiscal 2014 Business Outlook."  These forward-looking statements generally can be identified by the use of words such as "anticipate," "expect," "plan," "could," "may," "will," "believe," "estimate," "forecast," "goal," "project," and other words of similar meaning.  Each forward-looking statement contained in this press release is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statement.  The Company presently considers the following risks and uncertainties to be important factors that could cause actual results to differ materially from the Company's expectations:  the ongoing volatility in the commodities market for cotton, uncertainties relating to high levels of unemployment and consumer debt, volatility in the financial markets, general economic conditions, the Company's ability to anticipate and timely respond to changes in trends, consumer preferences and customer reactions to new merchandise and concepts, competitive market conditions, success in meeting the Company's delivery targets, the Company's promotional activity, gross margin achievement, the Company's ability to appropriately manage inventory, effects of future embargos from countries used to source product, the Company's ability to attract and retain key personnel and other qualified team members, and other factors, including those discussed under "Risk Factors" in "Item 1A. Risk Factors," of the Company's Annual Report on Form 10-K for the fiscal year ended February 1, 2014, filed with the Securities and Exchange Commission ("SEC") on May 2, 2014.  The Company cautions investors to carefully consider the risks associated with, and not to place considerable reliance on, the forward-looking statements contained in this press release. The forward-looking statements in this press release speak only as of the date of this document, and the Company undertakes no obligation to update or revise any of these statements.  

      Gymboree, Janie and Jack, Crazy 8, and Gymboree Play & Music are registered trademarks of The Gymboree Corporation. 

      EXHIBIT A

      THE GYMBOREE CORPORATION

      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

      (In thousands)

      (Unaudited)














      13 Weeks Ended






      May 3, 2014


      May 4, 2013

      Net sales:







      Retail



      $   259,124


      $   280,877


      Gymboree Play & Music 



      6,832


      6,328


      Retail Franchise



      6,054


      5,578



      Total net sales



      272,010


      292,783


      Cost of goods sold, including buying and occupancy expenses



      (163,652)


      (171,810)



      Gross profit



      108,358


      120,973


      Selling, general and administrative expenses



      (102,290)


      (104,129)



      Operating income



      6,068


      16,844


      Interest income



      47


      41


      Interest expense



      (20,374)


      (20,402)


      Other income (expense), net



      (368)


      9



      Loss before income taxes



      (14,627)


      (3,508)


      Income tax (expense) benefit



      (376)


      660



      Net loss



      (15,003)


      (2,848)



      Net loss  attributable to noncontrolling interest



      1,572


      312



      Net loss attributable to The Gymboree Corporation



      $    (13,431)


      $      (2,536)

      EXHIBIT B

      THE GYMBOREE CORPORATION


      CONDENSED CONSOLIDATED BALANCE SHEETS

      (In thousands)

      (Unaudited)













      May 3,


      February 1,


      May 4,





      2014


      2014


      2013


      ASSETS








      Current assets:









      Cash and cash equivalents


      $       24,773


      $       39,429


      $       43,146



      Accounts receivable


      22,394


      21,882


      22,124



      Merchandise inventories


      170,411


      175,495


      180,796



      Prepaid income taxes


      2,986


      1,979


      3,076



      Prepaid expenses


      18,623


      18,801


      16,809



      Deferred income taxes


      14,236


      13,454


      30,647



          Total current assets


      253,423


      271,040


      296,598











      Property and equipment, net


      203,476


      206,308


      205,985


      Goodwill


      758,777


      758,777


      898,983


      Other intangible assets, net


      559,003


      559,824


      578,456


      Deferred financing costs


      30,754


      32,455


      38,419


      Other assets


      10,288


      11,700


      7,443












          Total assets


      $  1,815,721


      $  1,840,104


      $  2,025,884




















      LIABILITIES AND STOCKHOLDERS' EQUITY








      Current liabilities:









      Accounts payable


      $       73,345


      $     101,959


      $       57,753



      Accrued liabilities


      107,648


      100,303


      107,095



      Line of credit


      10,000


      -


      -



      Current obligation under capital lease


      515


      503


      -



          Total current liabilities


      191,508


      202,765


      164,848











      Long-term liabilities:









      Long-term debt


      1,113,817


      1,113,742


      1,138,524



      Long-term obligation under capital lease


      3,269


      3,402


      -



      Lease incentives and other liabilities


      50,534


      50,432


      43,432



      Unrecognized tax benefits


      6,304


      6,157


      8,135



      Deferred income taxes


      215,232


      214,464


      231,540



          Total liabilities


      1,580,664


      1,590,962


      1,586,479











      Stockholders' equity


      235,057


      249,142


      439,405












      Total liabilities and stockholders' equity


      $  1,815,721


      $  1,840,104


      $  2,025,884


      EXHIBIT C


      THE GYMBOREE CORPORATION

      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

      (In thousands)

      (Unaudited)











      13 Weeks Ended





      May 3, 2014


      May 4, 2013


      CASH FLOWS FROM OPERATING ACTIVITIES:





      Net loss

      $     (15,003)


      $       (2,848)


      Adjustments to reconcile net loss to net cash (used in)





        provided by operating activities:






      Depreciation and amortization

      11,178


      12,822



      Amortization of deferred financing costs and accretion of original issue discount

      1,776


      1,690



      Interest rate cap contracts - adjustment to market

      461


      183



      Loss on disposal/impairment of assets

      359


      -



      Deferred income taxes

      (33)


      (2,210)



      Share-based compensation expense

      1,276


      1,497



      Other

      18


      314



      Change in assets and liabilities:







      Accounts receivable

      (553)


      5,443




      Merchandise inventories

      4,776


      17,244




      Prepaid income taxes

      (1,013)


      (179)




      Prepaid expenses and other assets

      1,087


      409




      Accounts payable

      (28,602)


      (32,377)




      Accrued liabilities

      8,897


      13,395




      Lease incentives and other liabilities

      693


      4,335



      Net cash (used in) provided by operating activities

      (14,683)


      19,718









      CASH FLOWS FROM INVESTING ACTIVITIES:





      Capital expenditures

      (9,353)


      (10,658)


      Other


      (56)


      (93)



      Net cash used in investing activities

      (9,409)


      (10,751)









      CASH FLOWS FROM FINANCING ACTIVITIES:





      Proceeds from ABL facility

      78,000


      -


      Payments on ABL facility

      (68,000)


      -


      Payments on capital lease

      (121)


      -


      Dividend payment to Parent

      -


      (201)


      Capital contribution received by noncontrolling interest

      -


      1,007



      Net cash provided by financing activities

      9,879


      806


      Effect of exchange rate fluctuations on cash and cash equivalents

      (443)


      45


      Net (decrease) increase in cash and cash equivalents

      (14,656)


      9,818


      CASH AND CASH EQUIVALENTS:





      Beginning of period

      39,429


      33,328


      End of period

      $      24,773


      $      43,146


      EXHIBIT D

      THE GYMBOREE CORPORATION

      RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

      (In thousands)

      (Unaudited)









      ADJUSTED EBITDA:

      The Company defines "Adjusted EBITDA" as net income (loss) attributable to The Gymboree Corporation before interest expense, interest income, income tax expense/benefit, and depreciation and amortization ("EBITDA") adjusted for other items, including, non-cash share-based compensation, loss on disposal/impairment of assets, sponsor management fees and expenses, as well as the impact of purchase accounting adjustments resulting from the acquisition of the Company by investment funds sponsored by Bain Capital Partners, LLC (the "Acquisition"), non-recurring and unusual items.

      Adjusted EBITDA is not a performance measure under U.S. generally accepted accounting principles ("GAAP"), but is considered an important supplemental measure of the Company's performance and is believed to be used frequently by securities analysts, investors and other interested parties in the evaluation of similar retail companies. Adjusted EBITDA is not a presentation made in accordance with GAAP and the Company's computation of Adjusted EBITDA may vary from others in the industry. Adjusted EBITDA should not be considered an alternative to operating income or net income, as a measure of operating performance or cash flow, or as a measure of liquidity. Adjusted EBITDA has important limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of the Company's results as reported under GAAP.

      The table below provides a reconciliation of net loss attributable to The Gymboree Corporation to Adjusted EBITDA:














      13 Weeks Ended






      May 3, 2014


      May 4, 2013










      Net loss attributable to The Gymboree Corporation




      $    (13,431)


      $      (2,536)


      Reconciling items (a):








         Interest expense 




      20,374


      20,402


         Interest income 




      (52)


      (26)


         Income tax expense (benefit)




      599


      (861)


         Depreciation and amortization (b)




      10,786


      12,620


         Non-cash share-based compensation expense 




      1,276


      1,497


         Loss on disposal/impairment on assets




      330


      300


         Acquisition-related adjustments (c)




      2,944


      4,093


         Other (d)




      (795)


      489


      Adjusted EBITDA




      $     22,031


      $     35,978










      (a) Excludes amounts related to noncontrolling interest, which are already excluded from net loss attributable to The Gymboree Corporation.









      (b) Includes the following:








      Amortization of intangible assets (impacts SG&A)




      $          384


      $       2,258


      Amortization of below and above market leases (impacts COGS)




      (247)


      (386)






      $          137


      $       1,872










      (c) Includes the following:








      Additional rent expense recognized due to the elimination of deferred rent and construction allowances in purchase accounting (impacts COGS)




      $       2,068


      $       2,232


      Sponsor fees, legal and accounting, as well as other costs incurred as a result of the Acquisition or refinancing (impacts SG&A)




      876


      1,120


      Decrease in net sales due to the elimination of deferred revenue related to the Company's co-branded credit card program in purchase accounting (impacts net sales)




      -


      741






      $       2,944


      $       4,093










      (d) Other is comprised of a non-recurring change in reserves and restructuring charges.
















      OTHER NON-GAAP FINANCIAL MEASURES:




















      13 Weeks Ended






      May 3, 2014


      May 4, 2013










      Gross profit as reported




      $   108,358


      $   120,973


      Acquisition-related adjustments




      1,821


      2,587


      Adjusted gross profit excluding Acquisition-related adjustments (non-GAAP measure)




      $   110,179


      $   123,560






















      13 Weeks Ended






      May 3, 2014


      May 4, 2013










      SG&A as reported




      $  (102,290)


      $  (104,129)


      Acquisition-related adjustments




      1,260


      3,378


      Other adjustments




      (795)


      489






      465


      3,867


      Adjusted SG&A excluding Acquisition-related and other adjustments (non-GAAP measure)




      $  (101,825)


      $  (100,262)


      EXHIBIT E

      THE GYMBOREE CORPORATION

      CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

      (In thousands)

      (Unaudited)












      For the 13 Weeks Ended May 3, 2014



      Balance Before 









      Consolidation of VIEs


      VIEs*


      Eliminations


      As Reported

      Net sales

      $                      269,144


      $  5,404


      $        (2,538)


      $     272,010

      Cost of goods sold, including buying and occupancy expenses

      (162,438)


      (1,302)


      88


      (163,652)


      Gross profit

      106,706


      4,102


      (2,450)


      108,358

      Selling, general and administrative expenses

      (98,960)


      (5,793)


      2,463


      (102,290)


      Operating income (loss)

      7,746


      (1,691)


      13


      6,068

      Other non operating expense

      (20,591)


      (104)


      -


      (20,695)


      Loss before income taxes

      (12,845)


      (1,795)


      13


      (14,627)

      Income tax (expense) benefit

      (599)


      223


      -


      (376)


      Net loss

      (13,444)


      (1,572)


      13


      (15,003)


      Net loss attributable to noncontrolling interest

      -


      1,572


      -


      1,572


      Net loss attributable to The Gymboree Corporation

      $                      (13,444)


      $        -


      $              13


      $      (13,431)





















      For the 13 Weeks Ended May 4, 2013



      Balance Before 









      Consolidation of VIEs


      VIEs*


      Eliminations


      As Reported

      Net sales

      $                      289,480


      $  4,634


      $        (1,331)


      $     292,783

      Cost of goods sold, including buying and occupancy expenses

      (170,782)


      (1,230)


      202


      (171,810)


      Gross profit

      118,698


      3,404


      (1,129)


      120,973

      Selling, general and administrative expenses

      (101,631)


      (3,646)


      1,148


      (104,129)


      Operating income (loss)

      17,067


      (242)


      19


      16,844

      Other non operating (expense) income

      (20,483)


      131


      -


      (20,352)


      Loss before income taxes

      (3,416)


      (111)


      19


      (3,508)

      Income tax benefit (expense)

      861


      (201)


      -


      660


      Net loss

      (2,555)


      (312)


      19


      (2,848)


      Net loss attributable to noncontrolling interest

      -


      312


      -


      312


      Net loss attributable to The Gymboree Corporation

      $                        (2,555)


      $        -


      $              19


      $        (2,536)


      EXHIBIT E (continued)

      THE GYMBOREE CORPORATION

      CONDENSED CONSOLIDATING BALANCE SHEETS

      (In thousands)

      (Unaudited)




      May 3, 2014




      Balance Before 










      Consolidation of VIEs


      VIEs*


      Eliminations


      As Reported

      Current assets

      $                      238,320


      $  17,334


      $        (2,231)


      $     253,423

      Non-current assets

      1,557,828


      4,470


      -


      1,562,298

      Total assets

      $                   1,796,148


      $  21,804


      $        (2,231)


      $  1,815,721











      Current liabilities

      $                      185,467


      $    8,131


      $        (2,090)


      $     191,508

      Non-current liabilities

      1,388,802


      354


      -


      1,389,156

      Total liabilities

      $                   1,574,269


      $    8,485


      $        (2,090)


      $  1,580,664











      Total stockholders' equity

      221,879


      -


      (141)


      221,738

      Noncontrolling interest

      -


      13,319


      -


      13,319

      Total liabilities and stockholders' equity

      $                   1,796,148


      $  21,804


      $        (2,231)


      $  1,815,721














      February 1, 2014




      Balance Before 










      Consolidation of VIEs


      VIEs*


      Eliminations


      As Reported

      Current assets

      $                      253,764


      $  18,764


      $        (1,488)


      $     271,040

      Non-current assets

      1,564,620


      4,444


      -


      1,569,064

      Total assets

      $                   1,818,384


      $  23,208


      $        (1,488)


      $  1,840,104











      Current liabilities

      $                      196,631


      $    7,490


      $        (1,356)


      $     202,765

      Non-current liabilities

      1,387,828


      370


      (1)


      1,388,197

      Total liabilities

      $                   1,584,459


      $    7,860


      $        (1,357)


      $  1,590,962











      Total stockholders' equity

      233,925


      -


      (131)


      233,794

      Noncontrolling interest

      -


      15,348


      -


      15,348

      Total liabilities and stockholders' equity

      $                   1,818,384


      $  23,208


      $        (1,488)


      $  1,840,104














      May 4, 2013




      Balance Before 










      Consolidation of VIEs


      VIEs*


      Eliminations


      As Reported

      Current assets

      $                      288,822


      $  13,131


      $        (5,355)


      $     296,598

      Non-current assets

      1,726,636


      2,650


      -


      1,729,286

      Total assets

      $                   2,015,458


      $  15,781


      $        (5,355)


      $  2,025,884











      Current liabilities

      $                      157,669


      $  12,321


      $        (5,142)


      $     164,848

      Non-current liabilities

      1,421,443


      188


      -


      1,421,631

      Total liabilities

      $                   1,579,112


      $  12,509


      $        (5,142)


      $  1,586,479











      Total stockholders' equity

      436,346


      -


      (213)


      436,133

      Noncontrolling interest

      -


      3,272


      -


      3,272

      Total liabilities and stockholders' equity

      $                   2,015,458


      $  15,781


      $        (5,355)


      $  2,025,884











      *  The Variable Interest Entities ("VIEs") include the results of Gymboree (China) Commercial and Trading Co. Ltd. and Gymboree (Tianjin) Educational Information Consultation Co. Ltd.  While the Company does not control these two entities, they have been determined to be variable interest entities and their results have been consolidated by the Company.

      SOURCE The Gymboree Corporation

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