Exhibit 99.1
Boot Barn Holdings, Inc. Announces Third Quarter Fiscal Year 2017 Financial Results; Updates Fiscal Year 2017 Outlook
IRVINE, Calif.--(BUSINESS WIRE)--January 31, 2017--Boot Barn Holdings, Inc. (NYSE:BOOT):
Highlights for the quarter ended December 24, 2016, were as follows:
- Net sales increased 2.9% to $199.4 million.
- Consolidated same store sales increased 0.2%.
- Net income was $10.5 million, or $0.39 per diluted share, compared to net income of $9.9 million, or $0.37 per diluted share (and compared to adjusted net income of $12.0 million, or $0.45 per diluted share) in the prior-year period.
- The Company opened six new stores.
Jim Conroy, Chief Executive Officer, commented, “I am pleased that we were able to generate our third consecutive quarter of positive same store sales growth and achieve our earnings guidance. This performance is a testament to our diversified business model as we continue to find opportunities for sales growth despite the ongoing sales pressure in markets dependent on oil and other commodities. We also continue to invest in and improve our omni-channel capabilities. In the third quarter we posted our fifth consecutive quarter of double-digit growth in e-commerce and rolled out an in store touch-screen shopping tablet which enables customers to order merchandise from both our e-commerce warehouse and directly from most of our branded vendors. I am proud of the team’s efforts as we continue to build a national lifestyle brand while navigating a complicated retail environment.”
Operating Results for the Third Quarter Ended December 24, 2016
- Net sales increased 2.9% to $199.4 million from $193.8 million in the prior-year period. Net sales increased due to 14 new stores opened over the past twelve months and a 0.2% increase in consolidated same store sales. Sales growth was partially offset by the planned closure of one Sheplers store and the closure of one Boot Barn store over the last 12 months.
- Gross profit decreased 1.3% to $63.4 million, or 31.8% of net sales, compared to gross profit of $64.2 million, or 33.1% of net sales, in the prior-year period. Excluding the amortization of inventory fair value adjustment and acquisition-related integration costs, adjusted gross profit in the prior-year period was $65.0 million or 33.5% of net sales. The decline in gross profit rate compared to the prior year was driven by a 100 basis point decline in merchandise margin rate, resulting from more e-commerce sales as a percentage of total sales, increased freight costs, higher redemption in our annual holiday bounce back promotion, and higher shrink. Also contributing to the decline in gross profit rate was a 70 basis point increase in store occupancy.
- Income from operations was $20.9 million, compared to income from operations of $20.2 million in the prior-year period. Excluding the amortization of inventory fair value adjustment, acquisition-related integration costs, loss on disposal of assets and contract termination costs, and SEC filing costs, adjusted income from operations in the prior-year period was $23.5 million. The decrease in income from operations compared to the prior-year period’s adjusted income from operations was driven primarily by a decrease in adjusted gross profit and an increase in adjusted operating expenses related to increased sales.
- The Company opened six new stores, ending the quarter with 219 stores in 31 states.
- Interest expense was flat compared to the prior-year period at $3.6 million.
- Net income was $10.5 million, or $0.39 per diluted share, compared to net income of $9.9 million or $0.37 per diluted share in the prior-year period. Excluding the amortization of inventory fair value adjustment, acquisition-related integration costs, loss on disposal of assets and contract termination costs, and SEC filing costs, adjusted net income in the third quarter of the prior year was $12.0 million, or $0.45 per diluted share.
Operating Results for the Nine Months Ended December 24, 2016
- Net sales increased 11.3% to $466.8 million from $419.6 million in the prior-year period. Net sales increased due to nine months of sales contributions from Sheplers (compared to six months in the prior-year period), the opening of 14 new stores over the last twelve months and a 0.7% increase in consolidated same store sales. Sales growth was partially offset by the planned closure of one Sheplers store and the closure of one Boot Barn store over the last 12 months.
- Gross profit increased 7.4% to $140.6 million, or 30.1% of net sales, compared to gross profit of $130.8 million, or 31.2% of net sales, in the prior-year period. Excluding the amortization of inventory fair value adjustment, acquisition-related integration costs and contract termination costs, adjusted gross profit in the prior-year period was $134.1 million or 32.0% of net sales. The decline in gross profit rate when compared to the prior year’s adjusted gross profit rate was driven primarily by a decline in merchandise margin rate, resulting from nine months of historically lower margin Sheplers sales compared to six months in the prior-year period and more e-commerce sales as a percentage of total sales. Also contributing to the decline in gross profit rate was an increase in store occupancy.
- Income from operations was $29.8 million, compared to $24.6 million in the prior-year period. Excluding the amortization of inventory fair value adjustment, acquisition-related expenses and integration costs, loss on disposal of assets and contract termination costs, and SEC filing costs, adjusted income from operations in the prior-year period was $35.0 million. The decrease in income from operations compared to the prior year’s adjusted income from operations was driven primarily by an increase in adjusted operating expenses related to nine months of the Sheplers business compared to six months in the prior-year period and the increase in adjusted operating expenses related to increased sales.
- The Company opened ten new stores, ending the period with 219 stores in 31 states.
- Net income was $11.6 million, or $0.43 per diluted share, compared to net income of $8.9 million or $0.33 per diluted share in the prior-year period. Excluding the amortization of inventory fair value adjustment, acquisition-related expenses and integration costs, loss on disposal of assets and contract termination costs, SEC filing costs and write-off of debt discount, adjusted net income in the prior-year period was $16.2 million or $0.60 per diluted share.
A reconciliation of adjusted gross profit, adjusted income from operations, adjusted net income and adjusted net income per diluted share, each a non-GAAP financial measure, to their most directly comparable GAAP financial measures is included in the accompanying financial data. Adjusted measures are not presented for the quarter and nine months ended December 24, 2016 as there were no adjustments. See also "Non-GAAP Financial Measures."
Balance Sheet Highlights as of December 24, 2016
- Cash: $31.2 million
- Inventories: Average inventory per store decreased 3.4% compared to December 26, 2015
- Total net debt: $215.8 million, including $23.0 million outstanding on revolving credit facility
Fiscal Year 2017 Outlook
For the fiscal fourth quarter ending April 1, 2017, the Company expects:
- To open two new stores.
- Consolidated same store sales growth of flat to 2.0%.
- Income from operations between $11.4 million and $12.7 million.
- Net income of $4.6 million to $5.4 million.
- Net income per diluted share of $0.17 to $0.20 based on 27.1 million weighted average diluted shares outstanding, which includes $0.03 per diluted share attributed to the additional week of the quarter.
The Company is updating its guidance for the fiscal year ending April 1, 2017 and now expects:
- To open 12 new stores, including two stores in the fourth quarter.
- Consolidated same store sales growth of approximately 1.0%.
- Income from operations between $41.0 million and $42.3 million.
- Net income of $16.1 million to $16.9 million.
- Net income per diluted share of $0.60 to $0.63 based on 26.9 million weighted average diluted shares outstanding, which includes $0.03 per diluted share attributed to the 53rd week.
Conference Call Information
A conference call to discuss the financial results for the third quarter of fiscal year 2017 is scheduled for today, January 31, 2017, at 4:30 p.m. ET (1:30 p.m. PT). Investors and analysts interested in participating in the call are invited to dial (877) 407-4018. The conference call will also be available to interested parties through a live webcast at investor.bootbarn.com. Please visit the website and select the “Events and Presentations” link at least 15 minutes prior to the start of the call to register and download any necessary software. A telephone replay of the call will be available until February 28, 2017, by dialing (844) 512-2921 (domestic) or (412) 317-6671 (international) and entering the conference identification number: 13653455. Please note participants must enter the conference identification number in order to access the replay.
About Boot Barn
Boot Barn is the nation’s leading lifestyle retailer of western and work-related footwear, apparel and accessories for men, women and children. The Company offers its loyal customer base a wide selection of work and lifestyle brands. As of the date of this release, Boot Barn operates 217 stores in 31 states, in addition to an e-commerce channel www.bootbarn.com. The Company also operates www.sheplers.com, the nation’s leading pure play online western and work retailer. Sheplers has been part of the western, outdoor, and work lifestyle for over 100 years. For more information, call 888-Boot-Barn or visit www.bootbarn.com.
Non-GAAP Financial Measures
The Company presents adjusted gross profit, adjusted income from operations, adjusted net income and adjusted net income per diluted share to help the Company describe its operating and financial performance. These financial measures are non-GAAP financial measures and should not be construed in isolation or as an alternative to actual gross profit, actual income from operations, actual net income and actual earnings per diluted share and other income or cash flow statement data (as presented in the Company’s consolidated financial statements in accordance with generally accepted accounting principles in the United States, or GAAP), or as a better indicator of operating performance or as a measure of liquidity. These non-GAAP financial measures, as defined by the Company, may not be comparable to similar non-GAAP financial measures presented by other companies. The Company’s management believes that these non-GAAP financial measures provide investors with transparency and help illustrate financial results by excluding items that may not be indicative of, or are unrelated to, the Company’s core operating results, thereby providing a better baseline for analyzing trends in the underlying business. See the table at the end of this press release for a reconciliation of adjusted gross profit to gross profit, adjusted income from operations to income from operations, adjusted net income to net income, and adjusted net income per diluted share to net income per diluted share. In addition, see the table at the end of this press release for a presentation of EBITDA, as defined in our debt agreements, and a reconciliation of such Debt Covenant EBITDA to net income.
Forward Looking Statements
This press release contains forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this press release are forward-looking statements. Forward-looking statements refer to our current expectations and projections relating to, by way of example and without limitation, our financial condition, liquidity, profitability, results of operations, margins, plans, objectives, strategies, future performance, business and industry. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as "anticipate", "estimate", "expect", "project", "plan“, "intend", "believe", “may”, “might”, “will”, “could”, “should”, “can have”, “likely”, “outlook” and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events, but not all forward-looking statements contain these identifying words. These forward-looking statements are based on assumptions that the Company’s management has made in light of their industry experience and on their perceptions of historical trends, current conditions, expected future developments and other factors they believe are appropriate under the circumstances. As you consider this press release, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond the Company’s control) and assumptions. These risks, uncertainties and assumptions include, but are not limited to, the following: decreases in consumer spending due to declines in consumer confidence, local economic conditions or changes in consumer preferences and the Company’s ability to effectively execute on its growth strategy; the failure to realize the anticipated synergies from the Sheplers acquisition and other risks of integration, to maintain and enhance its strong brand image; to compete effectively; to maintain good relationships with its key suppliers; and to improve and expand its exclusive product offerings. The Company discusses the foregoing risks and other risks in greater detail under the heading “Risk factors” in the periodic reports filed by the Company with the Securities and Exchange Commission. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Company’s actual financial results and cause them to differ materially from those anticipated in the forward-looking statements. Because of these factors, the Company cautions that you should not place undue reliance on any of these forward-looking statements. New risks and uncertainties arise from time to time, and it is impossible for the Company to predict those events or how they may affect the Company. Further, any forward-looking statement speaks only as of the date on which it is made. Except as required by law, the Company does not intend to update or revise the forward-looking statements in this press release after the date of this press release.
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| Boot Barn Holdings, Inc. |
| Consolidated Balance Sheets |
(In thousands, except per share data) |
(Unaudited) |
| | | | |
| | December 24, | | March 26, |
| | 2016 | | 2016 |
| Assets | | | | | | |
| Current assets: | | | | | | |
| Cash and cash equivalents | | $ | 31,209 | | | $ | 7,195 |
| Accounts receivable, net | | | 6,553 | | | | 4,131 |
| Inventories | | | 180,032 | | | | 176,335 |
| Prepaid expenses and other current assets | | | 16,733 | | | | 15,558 |
| Total current assets | | | 234,527 | | | | 203,219 |
| Property and equipment, net | | | 82,353 | | | | 76,076 |
| Goodwill | | | 193,095 | | | | 193,095 |
| Intangible assets, net | | | 63,246 | | | | 64,861 |
| Other assets | | | 925 | | | | 2,075 |
| Total assets | | $ | 574,146 | | | $ | 539,326 |
| Liabilities and stockholders’ equity | | | | | | |
| Current liabilities: | | | | | | |
| Line of credit | | $ | 23,020 | | | $ | 48,815 |
| Accounts payable | | | 89,496 | | | | 66,553 |
| Accrued expenses and other current liabilities | | | 48,701 | | | | 35,896 |
| Current portion of notes payable, net of unamortized debt issuance costs | | | 1,042 | | | | 1,035 |
| Total current liabilities | | | 162,259 | | | | 152,299 |
| Deferred taxes | | | 19,067 | | | | 12,255 |
| Long-term portion of notes payable, net of unamortized debt issuance costs | | | 191,783 | | | | 192,579 |
| Capital lease obligation | | | 7,941 | | | | 8,272 |
| Other liabilities | | | 16,605 | | | | 12,431 |
| Total liabilities | | | 397,655 | | | | 377,836 |
| | | | | | |
| Stockholders’ equity: | | | | | | |
Common stock, $0.0001 par value; December 24, 2016 - 100,000 shares
authorized, 26,557 shares issued; March 26, 2016 - 100,000 shares
authorized, 26,354 shares issued | | | 3 | | | | 3 |
Preferred stock, $0.0001 par value; 10,000 shares authorized, no shares issued
or outstanding | | | — | | | | — |
| Additional paid-in capital | | | 141,340 | | | | 137,893 |
| Retained earnings | | | 35,203 | | | | 23,594 |
Less: Common stock held in treasury, at cost, 12 and 4 shares at December
24, 2016 and March 26, 2016, respectively | | | (55 | ) | | | — |
| Total stockholders’ equity | | | 176,491 | | | | 161,490 |
| Total liabilities and stockholders’ equity | | $ | 574,146 | | | $ | 539,326 |
| | | | | | |
| | | | | | | | | | | | |
Boot Barn Holdings, Inc. |
Consolidated Statements of Operations |
(In thousands, except per share data) |
| (Unaudited) |
| | | | | | | | | | | | |
| | Thirteen Weeks Ended | | Thirty-Nine Weeks Ended |
| | December 24, | | December 26, | | December 24, | | December 26, |
| | 2016 | | 2015 | | 2016 | | 2015 |
| Net sales | | $ | 199,431 | | $ | 193,842 | | | $ | 466,813 | | $ | 419,554 | |
| Cost of goods sold | | | 136,068 | | | 129,891 | | | | 326,255 | | | 289,176 | |
| Amortization of inventory fair value adjustment | | | — | | | (228 | ) | | | — | | | (453 | ) |
| Total cost of goods sold | | | 136,068 | | | 129,663 | | | | 326,255 | | | 288,723 | |
| Gross profit | | | 63,363 | | | 64,179 | | | | 140,558 | | | 130,831 | |
| Operating expenses: | | | | | | | | | | | | |
| Selling, general and administrative expenses | | | 42,500 | | | 43,986 | | | | 110,803 | | | 105,323 | |
| Acquisition-related expenses | | | — | | | — | | | | — | | | 891 | |
| Total operating expenses | | | 42,500 | | | 43,986 | | | | 110,803 | | | 106,214 | |
| Income from operations | | | 20,863 | | | 20,193 | | | | 29,755 | | | 24,617 | |
| Interest expense, net | | | 3,637 | | | 3,553 | | | | 10,848 | | | 9,347 | |
| Income before income taxes | | | 17,226 | | | 16,640 | | | | 18,907 | | | 15,270 | |
| Income tax expense | | | 6,719 | | | 6,712 | | | | 7,298 | | | 6,414 | |
| Net income | | $ | 10,507 | | $ | 9,928 | | | $ | 11,609 | | $ | 8,856 | |
| | | | | | | | | | | | |
| Earnings per share: | | | | | | | | | | | | |
| Basic shares | | $ | 0.40 | | $ | 0.38 | | | $ | 0.44 | | $ | 0.34 | |
| Diluted shares | | $ | 0.39 | | $ | 0.37 | | | $ | 0.43 | | $ | 0.33 | |
| Weighted average shares outstanding: | | | | | | | | | | | |
| Basic shares | | | 26,495 | | | 26,326 | | | | 26,432 | | | 26,116 | |
| Diluted shares | | | 27,165 | | | 26,871 | | | | 26,891 | | | 27,003 | |
| | | | | | | | | | | | |
| | | | | | |
| Boot Barn Holdings, Inc. |
| Consolidated Statements of Cash Flows |
(In thousands) |
(Unaudited) |
| | | | | | |
| | Thirty-Nine Weeks Ended |
| | December 24, | | December 26, |
| | 2016 | | 2015 |
| Cash flows from operating activities | | | | | | |
| Net income | | $ | 11,609 | | | $ | 8,856 | |
| Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | |
| Depreciation | | | 10,688 | | | | 7,670 | |
| Stock-based compensation | | | 2,260 | | | | 2,143 | |
| Excess tax benefit | | | (7 | ) | | | (3,701 | ) |
| Amortization of intangible assets | | | 1,615 | | | | 1,852 | |
| Amortization and write-off of debt issuance fees and debt discount | | | 843 | | | | 1,991 | |
| Loss on disposal of property and equipment | | | 163 | | | | 237 | |
| Accretion of above market leases | | | (33 | ) | | | 54 | |
| Deferred taxes | | | 3,256 | | | | (1,060 | ) |
| Amortization of inventory fair value adjustment | | | — | | | | (453 | ) |
| Changes in operating assets and liabilities: | | | | | | |
| Accounts receivable, net | | | (2,422 | ) | | | (77 | ) |
| Inventories | | | (3,697 | ) | | | (13,859 | ) |
| Prepaid expenses and other current assets | | | 2,256 | | | | 9,057 | |
| Other assets | | | 1,150 | | | | (1,550 | ) |
| Accounts payable | | | 23,513 | | | | 23,053 | |
| Accrued expenses and other current liabilities | | | 12,762 | | | | 17,068 | |
| Other liabilities | | | 4,207 | | | | 4,387 | |
| Net cash provided by operating activities | | $ | 68,163 | | | $ | 55,668 | |
| Cash flows from investing activities | | | | | | |
| Purchases of property and equipment | | $ | (17,698 | ) | | $ | (30,094 | ) |
| Acquisition of business, net of cash acquired | | | — | | | | (146,541 | ) |
| Net cash used in investing activities | | $ | (17,698 | ) | | $ | (176,635 | ) |
| Cash flows from financing activities | | | | | | |
| Borrowings/(payments) on line of credit - net | | $ | (25,795 | ) | | $ | 13,807 | |
| Proceeds from loan borrowings | | | — | | | | 200,938 | |
| Repayments on debt and capital lease obligations | | | (1,788 | ) | | | (77,298 | ) |
| Debt issuance fees | | | — | | | | (6,487 | ) |
| Tax withholding payments for net share settlement | | | (55 | ) | | | — | |
| Excess tax benefit from stock options | | | 7 | | | | 3,701 | |
| Proceeds from the exercise of stock options | | | 1,180 | | | | 2,698 | |
| Net cash (used in)/provided by financing activities | | $ | (26,451 | ) | | $ | 137,359 | |
| | | | | | |
| Net increase in cash and cash equivalents | | | 24,014 | | | | 16,392 | |
| Cash and cash equivalents, beginning of period | | | 7,195 | | | | 1,448 | |
| Cash and cash equivalents, end of period | | $ | 31,209 | | | $ | 17,840 | |
| | | | | | |
| Supplemental disclosures of cash flow information: | | | | | | |
| Cash paid for income taxes | | $ | 1,389 | | | $ | 2,901 | |
| Cash paid for interest | | $ | 10,014 | | | $ | 7,044 | |
| Supplemental disclosure of non-cash activities: | | | | | | |
| Unpaid purchases of property and equipment | | $ | 1,422 | | | $ | 2,416 | |
| | | | | | |
| |
Boot Barn Holdings, Inc. |
Supplemental Information - Consolidated Statements of Operations |
Reconciliation of GAAP to Non-GAAP Financial Measures |
| (In thousands, except per share amounts) |
| (Unaudited) |
The tables below reconcile the non-GAAP financial measures of adjusted gross profit, adjusted income from operations, adjusted net income, and adjusted diluted earnings per share, with the most directly comparable GAAP financial measures of gross profit, income from operations, net income, and diluted earnings per share.
| | | | | | | | | | | |
| | Thirteen Weeks Ended | | Thirty-Nine Weeks Ended |
| | December 24, | | December 26, | | December 24, | | December 26, |
| | 2016 | | 2015 | | 2016 | | 2015 |
| Reconciliation of GAAP gross profit to adjusted gross profit | | | | |
| Gross profit, as reported | | $ | 63,363 | | | $ | 64,179 | | | | $ | 140,558 | | | $ | 130,831 | |
| Amortization of inventory fair value adjustment (a) | | | — | | | | (228 | ) | | | | — | | | | (453 | ) |
| Acquisition-related integration costs (b) | | | — | | | | 999 | | | | | — | | | | 3,330 | |
| Contract termination costs (c) | | | — | | | | — | | | | | — | | | | 403 | |
| Adjusted gross profit | | $ | 63,363 | | | $ | 64,950 | | | | $ | 140,558 | | | $ | 134,111 | |
| | | | | | | | | | | |
| Reconciliation of GAAP income from operations to adjusted income from operations | | | | |
| Income from operations, as reported | | $ | 20,863 | | | $ | 20,193 | | | | $ | 29,755 | | | $ | 24,617 | |
| Amortization of inventory fair value adjustment (a) | | | — | | | | (228 | ) | | | | — | | | | (453 | ) |
| Acquisition-related expenses (d) | | | — | | | | — | | | | | — | | | | 891 | |
| Acquisition-related integration costs (b) | | | — | | | | 3,153 | | | | | — | | | | 8,521 | |
| Loss on disposal of assets and contract termination costs (c) | | | — | | | | 53 | | | | | — | | | | 1,107 | |
| SEC filing costs (e) | | | — | | | | 317 | | | | | — | | | | 317 | |
| Adjusted income from operations | | $ | 20,863 | | | $ | 23,488 | | | | $ | 29,755 | | | $ | 35,000 | |
| | | | | | | | | | | |
| Reconciliation of GAAP net income to adjusted net income | | | | | | | |
| Net income, as reported | | $ | 10,507 | | | $ | 9,928 | | | | $ | 11,609 | | | $ | 8,856 | |
| Amortization of inventory fair value adjustment (a) | | | — | | | | (228 | ) | | | | — | | | | (453 | ) |
| Acquisition-related expenses (d) | | | — | | | | — | | | | | — | | | | 891 | |
| Acquisition-related integration costs (b) | | | — | | | | 3,153 | | | | | — | | | | 8,521 | |
| Loss on disposal of assets and contract termination costs (c) | | | — | | | | 53 | | | | | — | | | | 1,107 | |
| SEC filing costs (e) | | | — | | | | 317 | | | | | — | | | | 317 | |
| Write-off of debt discount (f) | | | — | | | | — | | | | | — | | | | 1,355 | |
| Provision for income taxes, as reported | | | — | | | | 6,712 | | | | | — | | | | 6,414 | |
| Adjusted provision for income taxes | | | — | | | | (7,937 | ) | | | | — | | | | (10,809 | ) |
| Adjusted net income | | $ | 10,507 | | | $ | 11,998 | | | | $ | 11,609 | | | $ | 16,199 | |
| | | | | | | | | | | |
| Reconciliation of adjusted net income per diluted share to net income per diluted share | | | | |
| Net income per share, diluted: | | | | | | | | | | | |
| Net income per share, as reported | | $ | 0.39 | | | $ | 0.37 | | | | $ | 0.43 | | | $ | 0.33 | |
| Adjustments | | | — | | | | 0.08 | | | | | — | | | | 0.27 | |
| Adjusted net income per share, diluted | | $ | 0.39 | | | $ | 0.45 | | | | $ | 0.43 | | | $ | 0.60 | |
| | | | | | | | | | | |
| Weighted average diluted shares outstanding | | | 27,165 | | | | 26,871 | | | | | 26,891 | | | | 27,003 | |
| (a) | | Represents the amortization of purchase-accounting adjustments that decreased the value of inventory acquired to its fair value. |
| (b) | | Represents certain store integration, remerchandising, inventory obsolescence and corporate consolidation costs incurred in connection with the integration of Sheplers, which we acquired in June 2015. Includes an adjustment to normalize the gross margin impact of sales of discontinued inventory from Sheplers, which was sold at a discount or written off. The adjustment assumes such inventory was sold at Sheplers' normalized margin rate. |
| (c) | | Represents loss on disposal of assets and contract termination costs from store closures and unused office and warehouse space. |
| (d) | | Includes direct costs and fees related to the acquisition of Sheplers that was completed on June 29, 2015. |
| (e) | | Represents professional fees and expenses incurred in connection with a Form S-1 Registration Statement filed in July 2015 and withdrawn in November 2015. |
| (f) | | Represents the write off of debt discounts and debt issuance costs associated with the previously extinguished Wells Fargo Credit Facility. |
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| Boot Barn Holdings, Inc. |
| Store Count |
| | | | | | | | | | | | | | | | |
| | Fiscal Year Ended | | Quarter Ended | | Quarter Ended | | Quarter Ended | | Quarter Ended | | Quarter Ended | | Quarter Ended | | Quarter Ended |
| | March 28, | | June 27, | | September 26, | | December 26, | | March 26, | | June 25, | | September 24, | | December 24, |
| | 2015 | | 2015 | | 2015 | | 2015 | | 2016 | | 2016 | | 2016 | | 2016 |
| Store Count (BOP) | | 152 | | 169 | | 176 | | 201 | | 206 | | 208 | | 210 | | 212 |
| Opened/Acquired | | 18 | | 7 | | 31 | | 5 | | 4 | | 2 | | 2 | | 6 |
| Relocated (a) | | — | | — | | — | | — | | — | | — | | — | | 1 |
| Closed Boot Barn Stores | | (1) | | — | | (1) | | — | | (1) | | — | | — | | — |
| Closed Sheplers Stores | | — | | — | | (5) | | — | | (1) | | — | | — | | — |
| Store Count (EOP) | | 169 | | 176 | | 201 | | 206 | | 208 | | 210 | | 212 | | 219 |
| (a) | | Represents a store opened during the quarter ended December 24, 2016 that replaces a store located less than a mile away whose lease expired and was closed in January 2017. |
| | | | | | | | | | |
| Debt Covenant EBITDA Reconciliation |
(Unaudited) |
| | | | | | | | | | |
| | (Thirteen Weeks Ended) |
| | December 24, | | September 24, | | June 25, | | March 26, | | December 26, |
| | 2016 | | 2016 | | 2016 | | 2016 | | 2015 |
| Boot Barn's Net income | | $ | 10,507 | | | $ | 479 | | $ | 624 | | $ | 1,012 | | | $ | 9,928 | |
| Income tax expense | | | 6,719 | | | | 313 | | | 266 | | | 1,029 | | | | 6,712 | |
| Interest expense, net | | | 3,637 | | | | 3,651 | | | 3,560 | | | 3,576 | | | | 3,553 | |
| Depreciation and intangible asset amortization | | | 4,207 | | | | 4,017 | | | 4,079 | | | 4,494 | | | | 3,593 | |
| Boot Barn's EBITDA | | $ | 25,070 | | | $ | 8,460 | | $ | 8,529 | | $ | 10,111 | | | $ | 23,786 | |
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| Non-cash stock-based compensation (a) | | $ | 754 | | | $ | 750 | | $ | 756 | | $ | 737 | | | $ | 761 | |
| Non-cash accrual for future award redemptions (b) | | | 399 | | | | 133 | | | 42 | | | (797 | ) | | | 961 | |
| Acquisition-related integration costs (c) | | | - | | | | - | | | - | | | 1,817 | | | | 3,153 | |
| Amortization of inventory fair value adjustment (d) | | | - | | | | - | | | - | | | (47 | ) | | | (228 | ) |
| (Gain)/loss on disposal of assets and contract termination costs (e) | | | (22 | ) | | | 126 | | | 59 | | | 267 | | | | 53 | |
| SEC filing costs (f) | | | - | | | | - | | | - | | | - | | | | 317 | |
| Boot Barn's Adjusted EBITDA | | $ | 26,201 | | | $ | 9,469 | | $ | 9,386 | | $ | 12,088 | | | $ | 28,803 | |
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Additional adjustments1 | | | 778 | | | | 891 | | | 1,345 | | | 959 | | | | 655 | |
| Consolidated EBITDA per Loan Agreements | | $ | 26,979 | | | $ | 10,360 | | $ | 10,731 | | $ | 13,047 | | | $ | 29,458 | |
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1 | | Adjustments to Boot Barn's Adjusted EBITDA as stipulated in the 2015 Golub Term Loan and June 2015 Wells Fargo Revolver include pre-opening costs, franchise and state taxes, and other miscellaneous adjustments. |
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(a) | | Represents non-cash compensation expenses related to stock options, restricted stock awards and restricted stock units granted to certain of our employees and directors. |
(b) | | Represents the non-cash accrual for future award redemptions in connection with our customer loyalty program. |
(c) | | Represents certain store integration, remerchandising, inventory obsolescence and corporate consolidation costs incurred in connection with the integration of Sheplers, which we acquired in June 2015. Includes an adjustment to normalize the gross margin impact of sales of discontinued inventory from Sheplers, which was sold at a discount or written off. The adjustment assumes such inventory was sold at Sheplers' normalized margin rate. |
(d) | | Represents the amortization of purchase-accounting adjustments that decreased the value of inventory acquired to its fair value. |
(e) | | Represents (gain)/loss on disposal of assets and contract termination costs from store closures and unused office and warehouse space. |
(f) | | Represents professional fees and expenses incurred in connection with a Form S-1 Registration Statement filed in July 2015 and withdrawn in November 2015. |
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CONTACT:
Investors:
ICR, Inc.
Brendon Frey, 203-682-8216
BootBarnIR@icrinc.com
or
Media:
Boot Barn Holdings, Inc.
Jim Watkins, 949-453-4400 ext. 579
Vice President, Investor Relations
BootBarnIRMedia@bootbarn.com
