CarParts.com (PRTS) 8-K This presentation may contain certain forward-looking statements and management may

Investor Presentation

Investor Presentation

Exhibit 99.1

Safe Harbor

2

This presentation may contain certain forward-looking statements and management may

make additional forward-looking statements in response to your questions.  These

statements do not guarantee future performance and speak only as of the date hereof, and

qualify for the safe harbor provided by Section 21E of the Securities Exchange Act of 1934,

as amended, and Section 27A of the Securities Act of 1933.  We refer all of you to the risk

factors contained in US Auto Parts Annual Report on Form 10-K and quarterly reports on

Form 10-Q filed with the Securities and Exchange Commission, for more detailed discussion

on the factors that can cause actual results to differ materially from those projected in any

forward-looking statements.

Case for Investment

3

Large and Growing Online Market

Significant Customer Reach

Significant Private Label Offering

Reduced Cost Structure

Experienced Leadership Team

4

Sales up 13% for quarter

As of 8/5/14, we anticipate to have double digit comps in the back

half of the year

Adjusted

EBITDA

was

$2.2M

up

from

$1.1M

in

Q2-13

Adjusted EBITDA less CAPEX was $0.7M up from ($1.1M) in Q2-13

Highlights from Q2-14

Earnings Call

At 9.7% online market penetration, auto parts still lags industry average in the teens.

US Auto Parts is the largest pure-play online retailer of auto parts

1

AASA estimates

2

Estimates by US Auto Parts where amounts are not publicly reported & we estimate the total online

DIY

market

to

be

larger

than

the

$3.8B

that

is

reported

in

the

2014

AAIA

Fact

Book

3

Excludes AutoAnything which is wholly owned by AutoZone

Do It Yourself (DIY) Market Size

Company

2013 Est. Rev

% of total

Marketplaces

(in million)

eBay Motors

$2,200

47.6%

Amazon

$600

13.0%

Sub Total

$2,800

60.6%

Wholesale Online

Tire Rack (online)

$440

9.5%

Other Tire Companies

$190

4.1%

Sub Total

$630

13.6%

Pure Play

US Auto Parts

$250

5.4%

Rock Auto

$180

3.9%

Summit

$170

3.7%

Auto Anything

(AutoZone)

$120

2.6%

JEGS

$70

1.5%

CarID

$60

1.3%

All Other Pure Play

$90

1.9%

Sub Total

$940

20.3%

Brick & Mortar Retailers

AutoZone (w/o AA)

3

$110

2.4%

Advance

$80

1.7%

Pep

$30

0.6%

O'Reilly

$20

0.4%

NAPA

$10

0.2%

Sub Total

$250

5.4%

Total

4,620

100.0%

Total

DIY

Market

Size

for

2013

of

47.2B

$42.6B

90.3%

$4.6B

9.7%

2

5

1

Booz & Co. estimates by 2018 that Online DIY

could reach 17% of the total DIY market

6

Online Market is Vibrant and Growing

Aftermarket e-Commerce Overview

DIY Online Penetration

Mean Light Vehicle age

Source: R.L. Polk and BB&TCM

Source: Booz & Co.

The average age of a light vehicle on the road

continues to increase each year since 1997

8.3

8.4

8.8

8.9

8.9

9.6

9.7

9.8

9.8

9.9

10.0

10.1

10.3

10.6

10.9

11.1

11.3

0

2

4

6

8

10

12

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

16.0%

18.0%

2012

2013

2014

2015

2016

2017

2018

Offline

$42.6

$43.5

$44.2

$44.8

$45.3

$45.5

Online

4.6

5.5

6.6

8.0

9.5

11.5

Total

$47.2

$49.0

$50.9

$52.8

$54.8

$56.9

% Online

9.8%

11.3%

13.0%

15.1%

17.4%

20.1%

7

Do It Yourself (DIY) Projections

1

1

Projections obtained from AAIA 2014 Digital Automotive Aftermarket Fact Book and March 2014 AASA Digital Disruption: e-tailing in the Automotive Aftermarket Report

DIY Projected Revenue (in Billions)

0.0

0.5

1.0

1.5

2.0

2.5

2013

2014

2015

2016

2017

2018

DIY Projected Y/Y Revenue Growth

Offline

Online

Total

(some overlap of monthly visitors across websites)

8

USAP traffic includes traffic from continued sales channels

Competitive sites’

traffic based on Compete March 2014 reports

US Auto Parts Dominant Reach-

Largest Pure Play Internet Retailer

0

2,000

4,000

6,000

8,000

10,000

Customer Reach is a Competitive Moat

•

Over 500 man years of hand written unique content

•

Long domain history to help indexing in search

•

Multiple website management

Broad Auto Parts Product Offering

Body Parts

Engine Parts

Performance &

Accessories

*Represents  USAP online mix  

36%

48%

16%

Revenue*

US Auto Parts has one of the largest product offerings with over

1.5 million

products across body parts, engine parts, and performance & accessories

Broad Auto Parts Product Offering

Brake

Discs

Catalytic

Converters

Radiators

Headers

Oxygen

Sensors

Alternators

Exhaust

Driveshaft

Fuel Injection /

Delivery

Lamps

Mirrors

Bumpers

Hoods

Tailgates

Doors

Grills

Wheels

Window

Regulators

Seat Covers

Car Covers

Floor Mats /

Carpeting

Cold Air

Intakes

Vent Visors

Tonneau

Covers

Nerf Bars

Bug Shields

Car Bras

9

–

Currently over 40,000 Private Label Products.

–

Adding 4,000 –

5,000 Private Label SKUs this year

–

The

Company

sources

product

directly

from

over

200

factories

in

Asia

10

Margin %

In-Stock

Private Label

(Asia Sourced)

Branded

(U.S. Sourced)

30% -

60%

15% -

30%

5% -

20%

Drop Shipped

Current Mix

Current Mix

The

breath

of

our

Private

Label

products

provides

a

significant

competitive

moat

USAP’s Supply Chain Creates

Pricing Advantage

68%

32%

55%

45%

USAP’s ability to competitively price products while maintaining healthy margins is a function of the

Company’s ability to leverage its robust private label supply chain.

Revenue

100%

Gross Margins

27% -

29%

Variable OPEX Costs

15%

Fixed Cost

0%

Incremental Flow

12% -

14%

Incremental Flow Thru

Growth and Profitability

We anticipate to have double digit comps in the back half of the year

11

12

*Excludes non-cash D&A, stock based comp and restructuring

Over $19M of costs have been reduced over a two year period

USAP has significantly reduced

operating cost

OPEX

(in

thousands)

Q1-14

% of rev

Q1-13

% of rev

$ Change

% of rev change

Fulfillment*

3,935

5.8%

3,994

6.1%

(59)

(30 bps)

Marketing*

8,691

12.8%

8,967

13.7%

(276)

(90 bps)

Technology*

1,129

1.7%

1,395

2.1%

(266)

(40 bps)

General & Administrative*

3,620

5.3%

3,873

5.9%

(252)

(60 bps)

Subtotal

17,376

25.5%

18,229

27.9%

(853)

(240 bps)

D&A and  Stock Based Comp

2,829

4.2%

4,153

6.3%

(1,324)

(210 bps)

Restructuring

-

0.0%

498  

0.8%

(498)

(80 bps)

Total OPEX

20,205

29.7%

22,880

35.0%

(2,675)

530 bps)

Fixed Cost

7,206

10.6%

8,253

12.6%

(1,047)

(200 bps)

Variable

10,170

14.9%

9,976

15.3%

193

40 bps

D&A & Stock Based Comp

2,829

4.2%

4,153

6.3%

(1,324)

(210 bps)

Restructuring

-

0.0%

498  

0.8%

(498)

(80 bps)

Total

20,205

29.7%

22,880

35.0%

(2,675)

(530 bps

CAPEX

1,558

2.3%

2,623

4.0%

(1,065)

(170 bps)

Total OPEX & CAPEX

21,763

32.0%

25,503

39.0%

(3,740)

(700 bps)

Annualized

87,053

102,012

(14,959)

13

Our business model has significant cost leverage as revenues grow

1.

2013 Revenue was $255M

2.

Excludes stock based compensation, depreciation and amortization

3.

For every incremental year required to achieve growth levels, fixed expenses increase $1.0M or 3%

Financial Sensitivity

Base

8%

18%

27%

37%

Revenue

$255

$275

$300

$325

$350

Gross Margin %

27.0%

–

29.0%

27.0%

–

29.0%

27.0%

–

29.0%

27.0%

–

29.0%

27.0%

–

29.0%

Variable:

Fulfillment

3.4%

3.4%

3.4%

3.4%

3.4%

Marketing

9.2%

9.2%

9.2%

9.2%

9.2%

Technology

0.6%

0.6%

0.6%

0.6%

0.6%

G&A

1.7%

1.7%

1.7%

1.7%

1.7%

Total Variable

14.9%

14.9%

14.9%

14.9%

14.9%

Fixed:

Fulfillment

2.5%

2.3%

2.1%

2.0%

1.8%

Marketing

3.8%

3.5%

3.2%

3.0%

2.8%

Technology

1.1%

1.1%

1.0%

0.9%

0.8%

G&A

3.8%

3.5%

3.2%

3.0%

2.8%

Total Fixed

11.2%

10.4%

9.5%

8.8%

8.2%

Adjusted EBITDA %

0.9%

–

2.9%

1.7%

–

3.7%

2.5%

–

4.5%

3.3%

–

5.3%

3.9%

–

5.9%

Adjusted EBITDA $

$2

–

$7

$5

–

$10

$8

–

$14

$11

–

$17

$14

–

$21

14

AutoMD –

Addressing the

DIFM Market

Case for Investment

15

Large and Growing Online Market

Significant Customer Reach

Significant Private Label Offering

Reduced Cost Structure

Experienced Leadership Team

16

Shane Evangelist -

Chief Executive Officer

Chief

Executive

Officer

since

October

2007

with

over

10

years

of

leading

internet

businesses

Senior Vice President and General Manager of Blockbuster Online

Vice President of Strategic Planning for Blockbuster Inc.

B.A. degree in Business Administration from the University of New

Mexico and a M.B.A. from Southern Methodist University

David Robson -

Chief Financial Officer

Chief Financial Officer since January 2012

Over

20

years

of

finance,

accounting,

and

operational

experience

and

has

held senior positions with both public and private companies

Executive Vice President and Chief Administrative Officer at Mervyns'

LLC, SVP of Finance and Principal Accounting Officer for Guitar

Center, Inc.

B.S. degree in Accounting from University of Southern California;

certified public accountant

Aaron E. Coleman -

Chief Operating Officer

Chief Operating Officer since September 2010, and was Executive

Vice President of Operations and CIO from April 2008 until September

2010 with over 18 years of e-commerce experience

Senior Vice President –

Online Systems at Blockbuster Inc.

Multiple positions with internet and technology companies including

American Airlines, Travelweb (Priceline), Baan

B.A. degree in Business Administration from Gonzaga University

Leadership Team

Charles Fischer -

Senior Vice President of Global Procurement

Senior Vice President of Global Sourcing and Procurement since May 2008 with

over 30 years of global sourcing experience

Vice President, Supply Chain Management for Keystone Automotive Industries

Director, Business Development for Modern Engineering

Multiple leadership positions with multiple companies in the automotive

aftermarket industry

17

Over $19M of costs have been reduced over a two year period

Adjusted EBITDA

(Non-GAAP Financial Measure –

in thousands)

Thirteen Weeks Ended

Twenty-Six Weeks Ended

June 28

June 29

June 28

June 29

2014

2013

2014

2013

Net loss

(2,180)

$           

(9,567)

$           

(1,979)

$           

(12,910)

$         

Interest expense, net

238

228

497

415

Income tax provision

21

69

53

90

Amortization of intangible assets

126

107

210

213

Depreciation and amortization expense

2,252

3,626

4,620

7,264

EBITDA

457

(5,537)

3,401

(4,928)

Share-based compensation expense

629

341

1,005

750

Impairment loss on property and equipment

-

4,832

-

4,832

Impairment loss on intangible assets

-

1,245

-

1,245

Inventory write-down related to Carson closure

478

-

478

-

Restructuring costs

625

225

625

723

Adjusted EBITDA

2,189

$             

1,106

$             

5,509

$             

2,622

$             

18

Consolidated Statements of Comprehensive Operations

(Unaudited, in Thousands, Except Per Share Data)

Thirteen Weeks Ended

Twenty-Six Weeks Ended

June 28

June 29

June 28

June 29

2014

2013

2014

2013

Net sales

76,947

$          

67,889

$          

144,975

$        

133,294

$        

Cost of sales

(1)

56,527

48,876

103,854

94,543

Gross profit

20,420

19,013

41,121

38,751

Operating expenses:

    Marketing

10,963

11,186

21,078

22,377

    General and administrative

4,623

4,678

8,770

9,365

    Fulfillment

5,383

4,991

10,095

10,372

    Technology

1,264

1,316

2,412

2,831

    Impairment loss on property and equipment

-

4,832

-

4,832

    Impairment loss on intangible assets

-

1,245

-

1,245

    Amortization of intangible assets

126

107

210

213

        Total operating expenses

22,359

28,355

42,565

51,235

Loss from operations

(1,939)

(9,342)

(1,444)

(12,484)

Other income (expense):

    Other income, net

18

72

15

79

    Interest expense

(238)

(228)

(497)

(415)

        Total other expense, net

(220)

(156)

(482)

(336)

Loss before income tax provision

(2,159)

(9,498)

(1,926)

(12,820)

Income tax provision

21

69

53

90

Net loss

(2,180)

(9,567)

(1,979)

(12,910)

Other comprehensive income (loss), net of tax:

    Foreign currency translation adjustments

(12)

31

(4)

         ��           

25

    Net unrealized losses on derivative instrument

(22)

-

(22)

-

    Unrealized gains on investments

-

2

-

2

        Total other comprehensive income (loss)

(34)

33

(26)

27

Comprehensive loss

(2,214)

$           

(9,534)

$           

(2,005)

$           

(12,883)

$         

Basic and diluted net loss per share

(0.07)

$              

(0.29)

$              

(0.06)

$              

(0.40)

$              

Shares used in computation of basic and

    diluted net loss per share

33,460

33,119

33,422

32,130

(1)

Excludes depreciation and amortization expense which is included in marketing, general and administrative and fulfillment expense.

19

Consolidated Balance Sheet

(Unaudited, in Thousands, Except Par and Per Share Liquidation value)

June 28

December 28

ASSETS

2014

2013

Current assets:

    Cash and cash equivalents

1,675

$                

818

$                 

    Short-term investments

786

47

    Accounts receivable, net of allowances of $295 and $213

       at June 28, 2014 and December 28, 2013, respectively

3,731

5,029

    Inventory

35,178

36,986

    Other current assets

3,000

3,234

       Total current assets

44,370

46,114

Property and equipment, net

17,936

19,663

Intangible assets, net

1,828

1,601

Other non-current assets

1,355

1,804

       Total assets

65,489

$              

69,182

$           

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

    Accounts payable

21,784

$              

19,669

$           

    Accrued expenses

7,439

5,959

    Revolving loan payable

-

6,774

    Current portion of capital leases payable

256

269

    Other current liabilities

4,180

3,682

       Total current liabilities

33,659

36,353

Capital leases payable, net of current portion

9,387

9,502

Deferred income taxes

387

335

Other non-current liabilities

1,895

2,126

       Total liabilities

45,328

48,316

Stockholders' equity:

    Series A convertible preferred stock, $0.001 par value; $1.45

        per share liquidation value or aggregate of $6,017;  4,150

       shares authorized; 4,150 shares issued and outstanding

       at June 28, 2014 and December 28, 2013, respectively

4

4

    Common stock, $0.001 par value; 100,000 shares authorized;

       33,506 shares and 33,352 shares issued and outstanding

       at June 28, 2014 and December 28, 2013, respectively

34

33

    Additional paid-in capital

170,111

168,693

    Common stock dividend distributable

60

60

    Accumulated other comprehensive income

420

446

    Accumulated deficit

(150,468)

(148,370)

       Total stockholders' equity

20,161

20,866

       Total liabilities and equity

65,489

$              

69,182

$           

Sales & Adjusted EBITDA

20

Consolidated Sales

($ In Millions)

Consolidated Adjusted EBITDA

($ In Millions)

Adj. EBITDA Margin

3%

5%

8%

7%

3%

2%

3%

5%

1.

JC Whitney was acquired in Aug 2010 adding revenue of $39.1M in 2010 and $83.4M in 2011.  Amounts not separately disclosed after 2011.

2.

Non-GAAP financial measure EBITDA consists of net income before (a) interest expense, net; (b) income tax provisions; (c) amortization of intangible assets; (d) depreciation and

amortization.  Adjusted EBITDA excludes Stock based compensation of $2.9M, $3.3M, $2.7M, $2.6M, $1.7M , $1.3M , $0.4M and $0.6M in 2008, 2009, 2010, 2011, 2012, 2013,

Q1-14 and Q2-14, respectively and restructuring costs and other one time charges of $23.4M, $0.4M, $5.8M, $12.9M, $27.5M, $6.8M, and $1.1 in 2008, 2009, 2010, 2011, 2012,

2013 and Q2-14, respectively. There were no restructuring or one time charges in Q1-14.

$153.4

$176.3

$262.3

$327.1

$304.0

$254.8

$68.0

$76.9

2008

2009

2011

2011

2012

2013

Q1-14

Q2-14

$5.2

$13.5

$19.5

$16.3

$9.4

$6.0

$3.3

$2.2

2008

2009

2011

2011

2012

2013

Q1-14

Q2-14

1

2

Source: Google

eBay Parts Sales Continue to Increase

Source: eBay filings, press releases

Google Queries for Parts Growing

Online Market is Vibrant and Growing

Aftermarket e-Commerce Overview

Online sales of automotive parts and accessories have grown in the high

teens and are expected to grow at 20% going forward

$1.0

$1.1

$1.2

$1.3

$1.4

$1.5

$1.6

$1.7

$1.8

$1.9

$2.0

$2.1

$2.2

$2.3

$1.3

$1.3

$1.2

$1.3

$1.5

$1.6

$1.5 $1.5

$1.8 $1.8

$1.9 $1.9

$2.0

$2.2

$2.1 $2.1

21