SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: May 5, 2011
(Date of earliest event reported)
SALLY BEAUTY HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
1-33145 |
|
36-2257936 |
(State or other jurisdiction of |
|
(Commission file number) |
|
(I.R.S. Employer |
3001 Colorado Boulevard
Denton, Texas 76210
(Address of principal executive offices)
(940) 898-7500
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On May 5, 2011, Sally Beauty Holdings, Inc. (the Company) issued the news release attached hereto as Exhibit 99.1 reporting the financial results of the Company for the quarter ended March 31, 2011 (the Earnings Release). In the Earnings Release, the Company utilized the non-GAAP financial measures and other items discussed in the attached Appendix A, which is incorporated herein by this reference. Appendix A also contains statements of the Companys management regarding the use and purposes of the non-GAAP financial measures utilized in the Earnings Release. A reconciliation of the non-GAAP financial measures discussed in the Earnings Release to the most directly comparable GAAP financial measures is attached to the Earnings Release.
ITEM 7.01. REGULATION FD DISCLOSURE
The Earnings Release also provides an update on the Companys strategy and business outlook.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) See exhibit index.
All of the information furnished in Items 2.02, 7.01 and 9.01 of this report and the accompanying appendix and exhibit shall not be deemed to be filed for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, unless expressly incorporated by reference therein.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: May 5, 2011
|
SALLY BEAUTY HOLDINGS, INC. | |
|
| |
|
| |
|
By: |
/s/ Raal H. Roos |
|
Name: |
Raal H. Roos |
|
Title: |
Senior Vice President, Secretary and General Counsel |
EXHIBIT INDEX
Exhibit Number |
|
Description |
|
|
|
Exhibit 99.1 |
|
News release reporting financial results for the quarter ended March 31, 2011, issued by Sally Beauty Holdings, Inc. on May 5, 2011. |
Appendix A
USE OF NON-GAAP FINANCIAL MEASURES
Sally Beauty Holdings, Inc. (the Company) occasionally utilizes financial measures and terms not calculated in accordance with generally accepted accounting principles in the United States (GAAP) in order to provide investors with an alternative method for assessing our operating results in a manner that enables investors to more thoroughly evaluate our current performance as compared to past performance. We also believe these non-GAAP measures provide investors with a more informed baseline for modeling the Companys future financial performance. Our management uses these non-GAAP measures for the same purpose. We believe that our investors should have access to, and that we are obligated to provide, the same set of tools that we use in analyzing our results. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. We have provided definitions below for certain non-GAAP financial measures, together with an explanation of why management uses these measures and why management believes that these non-GAAP financial measures are useful to investors. In addition, in our Earnings Release we have provided tables to reconcile the non-GAAP financial measures utilized to GAAP financial measures. We have provided adjusted net earnings and adjusted EPS metrics solely for the purpose of adjusting for non-cash interest expense or income from mark-to-market changes in the fair value of the Companys interest rate swaps. Excluding this non-cash mark-to-market adjustment provides investors with a better depiction of the Companys core operating results and provides a more informed baseline for modeling future earnings expectations. We intend to adjust for all share-based compensation expense recognized in accordance with FAS 123R, including stock option expense and expense related to restricted shares, when calculating certain cash flow measures such as Adjusted EBITDA. The Company believes adjusting for all share-based compensation expense is appropriate, as it is a non-cash expense, and adjusting is consistent with how a number of debt and equity analysts track that measure.
ADJUSTED EBITDA
We define the measure Adjusted EBITDA as GAAP Net Earnings before depreciation and amortization, share-based compensation, interest expense, and income taxes. Our management uses Adjusted EBITDA as a supplemental measure in the evaluation of our businesses and believes that Adjusted EBITDA provides a meaningful measure of our ability to meet our future debt service, capital expenditures and working capital requirements. Adjusted EBITDA is not a financial measure under GAAP. Accordingly, it should not be considered in isolation or as a substitute for net income, operating income, cash flow provided by (used in) operating activities or other income or cash flow
data prepared in accordance with GAAP. When evaluating Adjusted EBITDA, investors should consider, among other factors, (i) increasing or decreasing trends in Adjusted EBITDA, (ii) whether Adjusted EBITDA has remained at positive levels historically, and (iii) how Adjusted EBITDA compares to levels of interest expense. We provide a reconciliation of Adjusted EBITDA to GAAP Net Earnings. Because Adjusted EBITDA excludes some, but not all, items that affect net earnings and may vary among companies, the Adjusted EBITDA presented by the Company may not be comparable to similarly titled measures of other companies. Although we believe that Adjusted EBITDA may provide additional information with respect to our ability to meet our future debt service, capital expenditures and working capital requirements, our functional or legal requirements may require us to utilize available funds for other purposes.
ADJUSTED NET EARNINGS
This measure consists of GAAP Net Earnings, which is then adjusted solely for the purpose of adjusting for non-cash interest expense or income from marked-to-market changes in the fair value of the Companys interest rate swaps. Excluding this non-cash marked-to-market adjustment provides investors with a better depiction of the Companys core operating results and provides a more informed baseline for modeling future earnings expectations. Adjusted Net Earnings does not provide a complete position of our results of operations, as the historical items excluded in the related reconciliation are included in net earnings presented under GAAP. We recommend a review of net earnings on both a non-GAAP basis and GAAP basis be performed to get a comprehensive view of our results. We provide a reconciliation of Adjusted Net Earnings to GAAP Net Earnings.
ADJUSTED EARNINGS PER SHARE (ADJUSTED EPS)
We define this non-GAAP financial measure as the portion of the Companys GAAP Net Earnings assigned to each share of stock, excluding non-cash interest expense or income from marked-to-market changes in the fair value of the Companys interest rate swaps. Excluding this non-cash marked-to-market adjustment provides investors with a better depiction of the Companys core operating results and provides a more informed baseline for modeling future earnings expectations. We recommend a review of diluted EPS on both a non-GAAP basis and GAAP basis be performed to get a comprehensive view of our results. We provide a reconciliation of Adjusted Net Earnings to GAAP Net Earnings, as well as information on how these share calculations are made.
Exhibit 99.1
|
Contact: |
Karen Fugate |
|
|
Investor Relations |
|
|
940-297-3877 |
Sally Beauty Holdings, Inc. Delivers Another Quarter of Strong Results
· 2Q11 consolidated net sales of $801.8 million, up 11%
· Growth in same store sales of 6.0% compared to 4.8% in 2Q10
· Operating margin expansion of 150 bps to reach 13.2%
· 2Q11 net earnings of $49.3 million up 43% vs. 2Q10 net earnings
· 2Q11 diluted earnings per share of $0.26
· Adjusted EBITDA of $122.9 million, growth of 24%
DENTON, Texas, May 5, 2011 Sally Beauty Holdings, Inc. (NYSE: SBH) (the Company) today announced strong financial results for fiscal 2011 second quarter. The Company will hold a conference call today at 10:00 a.m. (Central) to discuss these results and its business.
Our financial performance in the second quarter is the result of strong execution across all of our businesses, stated Gary Winterhalter, President and Chief Executive Officer. Consolidated sales reached $802 million, surpassing the $800 million mark for the first time in a quarter. Same store sales growth was strong at 6% and gross profit margin expanded 110 basis points. Adjusted EBITDA grew 24% while net earnings reached $49 million for growth of 43%. During the quarter, we reduced our total debt balance by $60 million, further deleveraging the balance sheet. As we head into the second half of the year, we believe we will continue to build on the momentum realized in the first half of fiscal 2011.
FISCAL 2011 SECOND QUARTER FINANCIAL HIGHLIGHTS
Net Sales: For the fiscal 2011 second quarter, consolidated net sales were $801.8 million, an increase of 11.3% from the fiscal 2010 second quarter. This sales increase is attributed to same store sales growth, acquisitions and the addition of new stores. The favorable impact from changes in foreign currency exchange rates in the fiscal 2011 second quarter was $4.1 million or 0.6% of sales on a consolidated basis. Consolidated same store sales growth in the fiscal 2011 second quarter was 6.0%.
Gross Profit: Consolidated gross profit for the fiscal 2011 second quarter was $391.8 million, an increase of 13.8% over the fiscal 2010 second quarter. Gross profit as a percentage of sales was 48.9%, a 110 basis point improvement from the fiscal 2010 second quarter.
Selling, General and Administrative Expenses: For the fiscal 2011 second quarter, consolidated selling, general and administrative (SG&A) expenses, including unallocated corporate expenses and share-based compensation, were $271.4 million or 33.8% of sales, a 60 basis point improvement from the fiscal 2010 second quarter metrics of 34.4% of sales and total SG&A expenses of $247.5 million. Fiscal 2011 second quarter SG&A expenses increased $23.9 million primarily due to expenses associated with acquired businesses and the opening of new stores such as rent, occupancy, and payroll expenses.
Note: SG&A expenses include unallocated corporate expenses, as detailed in the Companys segment information on Schedule B.
Interest Expense: Interest expense for the fiscal 2011 second quarter was $27.8 million, down $0.6 million from the fiscal 2010 second quarter of $28.4 million.
Provision for Income Taxes: Income taxes were $28.6 million for the fiscal 2011 second quarter versus $21.4 million in the fiscal 2010 second quarter. The Companys effective tax rate in the fiscal 2011 second quarter was 36.7% versus 38.2% in the fiscal 2010 second quarter. For fiscal year 2011, the Companys effective tax rate is expected to be in the range of 37.0% to 38.0%.
Net Earnings and Diluted Net Earnings per Share (EPS) (2): Net earnings in the fiscal 2011 second quarter were $49.3 million; growth of 42.6% over net earnings of $34.6 million in the fiscal 2010 second quarter. Diluted earnings per share in the fiscal 2011 second quarter were $0.26; growth of 36.8% over diluted earnings per share of $0.19 in the fiscal 2010 second quarter.
Adjusted (Non-GAAP) EBITDA(2): Adjusted EBITDA for the fiscal 2011 second quarter was $122.9 million, an increase of 23.9% from $99.2 million for the fiscal 2010 second quarter.
(1)A detailed table reconciling 2011 and 2010 GAAP net earnings to adjusted net earnings, adjusted EPS and adjusted EBITDA is included in Supplemental Schedule C.
Financial Position, Capital Expenditures and Working Capital: Cash and cash equivalents as of March 31, 2011, were $59.1 million. The Companys asset-based loan (ABL) revolving credit facility began the 2011 second quarter with a $43.2 million balance and ended the fiscal 2011 second quarter with a zero balance. In the fiscal 2011 second quarter, the Company reduced total debt by $60.2 million, including a $17.0 million prepayment of its senior term loan B and a $43.2 million reduction of the ABL facility. Borrowing capacity on the ABL facility was approximately $341.6 million at the end of the fiscal 2011 second quarter. The Companys debt, excluding capital leases, totaled $1.5 billion as of March 31, 2011.
For the first six months of fiscal year 2011, the Companys capital expenditures totaled $29.4 million. Capital expenditures for the fiscal year 2011 are projected to be in the range of $50 million to $55 million, excluding acquisitions.
Working capital (current assets less current liabilities) increased $31.3 million to $418.5 million at March 31, 2011 compared to $387.1 million at September 30, 2010. Inventory as of March 31, 2011 was $636.9 million, an increase of $58.0 million or growth of 10.0% from March 31, 2010 inventory. This increase is primarily due to sales growth from existing stores, and additional inventory from new store openings and acquisitions.
Business Segment Results:
Sally Beauty Supply
Fiscal 2011 Second Quarter Results for Sally Beauty Supply
· Sales of $490.8 million, up 8.2% from $453.6 million in the fiscal 2010 second quarter. The positive impact of favorable foreign currency exchange on net sales was $2.3 million, or 0.5% of sales.
· Same store sales growth of 6.2% versus 4.3% in the fiscal 2010 second quarter.
· Gross margin of 54.4%, a 130 basis point improvement from 53.1% in the fiscal 2010 second quarter.
· Segment earnings of $93.9 million, up 18.1% from $79.5 million in the fiscal 2010 second quarter.
· Segment operating margins increased 160 basis points to 19.1% of sales from 17.5% in the fiscal 2010 second quarter.
· Net store base increased by 137 or 4.7% over the fiscal 2010 second quarter for total store count of 3,083. This increase is principally from organic store growth.
Sales growth in the fiscal 2011 second quarter was driven by same store sales, new store openings and favorable foreign currency exchange. Gross profit margin expansion of 130 basis points resulted from a shift in product and customer mix and low-cost sourcing initiatives. Segment operating earnings and margin were positively impacted by improvement in gross profit and SG&A leverage in the International businesses.
Beauty Systems Group
Fiscal 2011 Second Quarter Results for Beauty Systems Group
· Sales of $311.0 million, up 16.5% from $266.8 million in the fiscal 2010 second quarter. The positive impact of favorable foreign currency exchange on net sales was $1.8 million, or 0.7% of sales. Growth from acquisition-related revenue was 10.5%.
· Same store sales growth of 5.6% versus 6.1% in the fiscal 2010 second quarter.
· Gross margin of 40.1%, up 140 basis points from 38.7% in the fiscal 2010 second quarter.
· Segment earnings of $33.5 million, up 28.8% from $26.0 million in the fiscal 2010 second quarter.
· Segment operating margins increased by 100 basis points to 10.8% of sales from 9.8% in the fiscal 2010 second quarter.
· Net store base increased by 117 stores or 11.6% over the fiscal 2010 second quarter. Total store count for the fiscal 2011 second quarter was 1,124, including 158 franchised locations.
· Total BSG distributor sales consultants at the end of the fiscal 2011 second quarter were 1,119 versus 1,106 at the end of the fiscal 2010 second quarter.
Sales growth for the Beauty Systems Group was primarily driven by growth in same store sales, acquisitions and new store openings. Segment earnings growth is primarily due to improvement in gross profit and synergies realized from prior acquisitions.
Conference Call and Where You Can Find Additional Information
As previously announced, at approximately 10:00 a.m. (Central) today the Company will hold a conference call and audio webcast to discuss its financial results and its business. During the conference call, the Company may discuss and answer one or more questions concerning business and financial matters and trends affecting the Company. The Companys responses to these questions, as well as other matters discussed during the conference call, may contain or constitute material information that has not been previously disclosed. Simultaneous to the conference call, an audio webcast of the call will be available via a link on the Companys website, investor.sallybeautyholdings.com. The conference call can be accessed by dialing 800-288-8967 (International: 612-332-0228). The teleconference will be held in a listen-only mode for all participants other than the Companys current sell-side and buy-side investment professionals. If you are unable to listen in this conference call, the replay will be available at about 1:00 p.m. (Central) May 5, 2011 through May 14, 2011 at 11:59 p.m. (Central) by dialing 1-800-475-6701 or if international dial 320-365-3844 and reference the conference ID number 201172. Also, a website replay will be available on investor.sallybeautyholdings.com
About Sally Beauty Holdings, Inc.
Sally Beauty Holdings, Inc. (NYSE: SBH) is an international specialty retailer and distributor of professional beauty supplies with revenues of more than $2.9 billion annually. Through the Sally Beauty Supply and Beauty Systems Group businesses, the Company sells and distributes through over 4,000 stores, including approximately 200 franchised units, throughout the United States, the United Kingdom, Belgium, Chile, France, Canada, Puerto Rico, Mexico, Ireland, Spain and Germany. Sally Beauty Supply stores offer more than 6,000 products for hair, skin, and nails through professional lines such as Clairol, LOreal, Wella and Conair, as well as an extensive selection of proprietary merchandise. Beauty Systems Group stores, branded as CosmoProf or Armstrong McCall stores, along with its outside sales consultants, sell up to 9,800 professionally branded products including Paul Mitchell, Wella, Sebastian, Goldwell, and TIGI which are targeted exclusively for professional and salon use and resale to their customers. For more information about Sally Beauty Holdings, Inc., please visit sallybeautyholdings.com.
Cautionary Notice Regarding Forward-Looking Statements
Statements in this news release and the schedules hereto which are not purely historical facts or which depend upon future events may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as anticipate, believe, estimate, expect, intend, plan, project, target, can, could, may, should, will, would, or similar expressions may also identify such forward-looking statements.
Readers are cautioned not to place undue reliance on forward-looking statements as such statements speak only as of the date they were made. Any forward-looking statements involve risks and uncertainties that could cause actual events or results to differ materially from the events or results described in the forward-looking statements, including, but not limited to, risks and uncertainties related to: the highly competitive nature of, and the increasing consolidation of, the beauty products distribution industry; anticipating changes in consumer preferences and buying trends and managing our product lines and inventory; potential fluctuation in our same store sales and quarterly financial performance; our dependence upon manufacturers who may be unwilling or unable to continue to supply products to us; the possibility of material interruptions in the supply of beauty supply products by our manufacturers;
products sold by us being found to be defective in labeling or content; compliance with laws and regulations or becoming subject to additional or more stringent laws and regulations; product diversion; the operational and financial performance of our franchise business; the success of our Internet-based business; successfully identifying acquisition candidates or successfully completing desirable acquisitions; integrating businesses acquired in the future; opening and operating new stores profitably; the impact of a continued downturn in the economy upon our business; the success of our cost control plans; protecting our intellectual property rights, specifically our trademarks; conducting business outside the United States; disruption in our information technology systems; natural disasters or acts of terrorism; the preparedness of our accounting and other management systems to meet financial reporting and other requirements; being a holding company, with no operations of our own, and depending on our subsidiaries for cash; our substantial indebtedness; the possibility that we may incur substantial additional debt; restrictions and limitations in the agreements and instruments governing our debt; generating the significant amount of cash needed to service all of our debt and refinancing all or a portion of our indebtedness or obtaining additional financing; changes in interest rates increasing the cost of servicing our debt; the potential impact on us if the financial institutions we deal with become impaired; the representativeness of our historical consolidated financial information with respect to our future financial position, results of operations or cash flows; our reliance upon Alberto-Culver for the accuracy of certain historical services and information; the share distribution of Alberto-Culver common stock in our separation from Alberto-Culver not constituting a tax-free distribution; actions taken by certain large shareholders adversely affecting the tax-free nature of the share distribution of Alberto-Culver common stock; the voting power of our largest stockholder discouraging third party acquisitions of us at a premium; and the interests of our largest stockholder differing from the interests of other holders of our common stock.
Additional factors that could cause actual events or results to differ materially from the events or results described in the forward-looking statements can be found in our most recent Annual Report on Form 10-K for the fiscal year ended September 30, 2010, as filed with the Securities and Exchange Commission. Consequently, all forward-looking statements in this release are qualified by the factors, risks and uncertainties contained therein. We assume no obligation to publicly update or revise any forward-looking statements.
Note Concerning Non-GAAP Measurement Tools
We have provided detailed explanations of our non-GAAP financial measures in our Form 8-K filed this morning, which is available on our website.
Supplemental Schedules
Consolidated Statement of Earnings |
|
A |
Segment Information |
|
B |
Non-GAAP Financial Measures Reconciliations |
|
C |
Store Count and Same Store Sales |
|
D |
Selected Financial Data and Debt |
|
E |
Supplemental Schedule A
SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES
Consolidated Statements of Earnings
(In thousands, except per share data)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Six Months Ended |
| ||||||||||||
|
|
March 31, |
|
March 31, |
| ||||||||||||
|
|
2011 |
|
2010 |
|
% CHG |
|
2011 |
|
2010 |
|
% CHG |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Net sales |
|
$ |
801,805 |
|
$ |
720,467 |
|
11.3 |
% |
$ |
1,595,369 |
|
$ |
1,425,318 |
|
11.9 |
% |
Cost of products sold and distribution expenses |
|
409,991 |
|
376,183 |
|
9.0 |
% |
824,164 |
|
747,819 |
|
10.2 |
% | ||||
Gross profit |
|
391,814 |
|
344,284 |
|
13.8 |
% |
771,205 |
|
677,499 |
|
13.8 |
% | ||||
Selling, general and administrative expenses (1) |
|
271,381 |
|
247,496 |
|
9.7 |
% |
544,289 |
|
498,268 |
|
9.2 |
% | ||||
Depreciation and amortization |
|
14,777 |
|
12,430 |
|
18.9 |
% |
28,888 |
|
24,320 |
|
18.8 |
% | ||||
Operating earnings |
|
105,656 |
|
84,358 |
|
25.2 |
% |
198,028 |
|
154,911 |
|
27.8 |
% | ||||
Interest expense (2) |
|
27,793 |
|
28,414 |
|
-2.2 |
% |
57,316 |
|
56,894 |
|
0.7 |
% | ||||
Earnings before provision for income taxes |
|
77,863 |
|
55,944 |
|
39.2 |
% |
140,712 |
|
98,017 |
|
43.6 |
% | ||||
Provision for income taxes |
|
28,585 |
|
21,384 |
|
33.7 |
% |
50,485 |
|
37,331 |
|
35.2 |
% | ||||
Net earnings |
|
$ |
49,278 |
|
$ |
34,560 |
|
42.6 |
% |
$ |
90,227 |
|
$ |
60,686 |
|
48.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Net earnings per share: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Basic |
|
$ |
0.27 |
|
$ |
0.19 |
|
42.1 |
% |
$ |
0.49 |
|
$ |
0.33 |
|
48.5 |
% |
Diluted |
|
$ |
0.26 |
|
$ |
0.19 |
|
36.8 |
% |
$ |
0.48 |
|
$ |
0.33 |
|
45.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Weighted average shares: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Basic |
|
182,831 |
|
181,942 |
|
|
|
182,644 |
|
181,915 |
|
|
| ||||
Diluted |
|
187,724 |
|
183,975 |
|
|
|
187,431 |
|
183,885 |
|
|
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
Basis Pt |
|
|
|
|
|
Basis Pt |
| ||||
Comparison as a % of Net sales |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Sally Beauty Supply Segment Gross Profit Margin |
|
54.4 |
% |
53.1 |
% |
130 |
|
53.8 |
% |
52.8 |
% |
100 |
| ||||
BSG Segment Gross Profit Margin |
|
40.1 |
% |
38.7 |
% |
140 |
|
39.8 |
% |
38.7 |
% |
110 |
| ||||
Consolidated Gross Profit Margin |
|
48.9 |
% |
47.8 |
% |
110 |
|
48.3 |
% |
47.5 |
% |
80 |
| ||||
Selling, general and administrative expenses |
|
33.8 |
% |
34.4 |
% |
(60 |
) |
34.1 |
% |
35.0 |
% |
(90 |
) | ||||
Consolidated Operating Profit Margin |
|
13.2 |
% |
11.7 |
% |
150 |
|
12.4 |
% |
10.9 |
% |
150 |
| ||||
Net Earnings Margin |
|
6.1 |
% |
4.8 |
% |
130 |
|
5.7 |
% |
4.3 |
% |
140 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Effective Tax Rate |
|
36.7 |
% |
38.2 |
% |
(150 |
) |
35.9 |
% |
38.1 |
% |
(220 |
) |
(1) Selling, general and administrative expenses include share-based compensation of $2.4 million for each of the three months ended March 31, 2011 and 2010; and $10.3 million and $7.4 million for the six months ended March 31, 2011 and 2010, respectively.
(2) Interest expense, net of interest income of $0.2 million and $0.1 million for the six months ended March 31, 2011 and 2010, respectively, includes non-cash income of $2.4 million of marked-to-market adjustments for certain interest rate swaps for the six months ended March 31, 2010. Those interest rate swaps were subject to a marked-to-market adjustments until their expiration in November 2009.
Supplemental Schedule B
SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES
Segment Information
(In thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Six Months Ended |
| ||||||||||||
|
|
March 31, |
|
March 31, |
| ||||||||||||
|
|
2011 |
|
2010 |
|
% CHG |
|
2011 |
|
2010 |
|
% CHG |
| ||||
Net sales: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Sally Beauty Supply |
|
$ |
490,845 |
|
$ |
453,634 |
|
8.2 |
% |
$ |
971,851 |
|
$ |
891,949 |
|
9.0 |
% |
Beauty Systems Group |
|
310,960 |
|
266,833 |
|
16.5 |
% |
623,518 |
|
533,369 |
|
16.9 |
% | ||||
Total net sales |
|
$ |
801,805 |
|
$ |
720,467 |
|
11.3 |
% |
$ |
1,595,369 |
|
$ |
1,425,318 |
|
11.9 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Operating earnings: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Sally Beauty Supply |
|
$ |
93,945 |
|
$ |
79,520 |
|
18.1 |
% |
$ |
177,497 |
|
$ |
150,626 |
|
17.8 |
% |
Beauty Systems Group |
|
33,527 |
|
26,027 |
|
28.8 |
% |
68,669 |
|
51,624 |
|
33.0 |
% | ||||
Segment operating earnings |
|
$ |
127,472 |
|
$ |
105,547 |
|
20.8 |
% |
$ |
246,166 |
|
$ |
202,250 |
|
21.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Unallocated corporate expenses (1) |
|
(19,379 |
) |
(18,806 |
) |
3.0 |
% |
(37,863 |
) |
(39,968 |
) |
-5.3 |
% | ||||
Share-based compensation |
|
(2,437 |
) |
(2,383 |
) |
2.3 |
% |
(10,275 |
) |
(7,371 |
) |
39.4 |
% | ||||
Interest expense |
|
(27,793 |
) |
(28,414 |
) |
-2.2 |
% |
(57,316 |
) |
(56,894 |
) |
0.7 |
% | ||||
Earnings before provision for income taxes |
|
$ |
77,863 |
|
$ |
55,944 |
|
39.2 |
% |
$ |
140,712 |
|
$ |
98,017 |
|
43.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
Basis Pt Chg |
|
|
|
|
|
Basis Pt Chg |
| ||||
Segment operating profit margin: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Sally Beauty Supply |
|
19.1 |
% |
17.5 |
% |
160 |
|
18.3 |
% |
16.9 |
% |
140 |
| ||||
Beauty Systems Group |
|
10.8 |
% |
9.8 |
% |
100 |
|
11.0 |
% |
9.7 |
% |
130 |
| ||||
Consolidated operating profit margin |
|
13.2 |
% |
11.7 |
% |
150 |
|
12.4 |
% |
10.9 |
% |
150 |
|
(1) Unallocated expenses consist of corporate and shared costs.
Supplemental Schedule C
SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES
Non-GAAP Financial Measures Reconciliations
(In thousands, except per share data)
(Unaudited)
|
|
Three Months Ended |
|
Six Months Ended |
| ||||||||||||
|
|
March 31, |
|
March 31, |
| ||||||||||||
|
|
2011 |
|
2010 |
|
% CHG |
|
2011 |
|
2010 |
|
% CHG |
| ||||
Adjusted EBITDA: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Net earnings (per GAAP) |
|
$ |
49,278 |
|
$ |
34,560 |
|
42.6 |
% |
$ |
90,227 |
|
$ |
60,686 |
|
48.7 |
% |
Add: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Depreciation and amortization |
|
14,777 |
|
12,430 |
|
18.9 |
% |
28,888 |
|
24,320 |
|
18.8 |
% | ||||
Share-based compensation (1) |
|
2,437 |
|
2,383 |
|
2.3 |
% |
10,275 |
|
7,371 |
|
39.4 |
% | ||||
Interest expense (2) |
|
27,793 |
|
28,414 |
|
-2.2 |
% |
57,316 |
|
56,894 |
|
0.7 |
% | ||||
Provision for income taxes |
|
28,585 |
|
21,384 |
|
33.7 |
% |
50,485 |
|
37,331 |
|
35.2 |
% | ||||
Adjusted EBITDA (Non-GAAP) |
|
$ |
122,870 |
|
$ |
99,171 |
|
23.9 |
% |
$ |
237,191 |
|
$ |
186,602 |
|
27.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Net earnings (per GAAP) |
|
$ |
49,278 |
|
$ |
34,560 |
|
|
|
$ |
90,227 |
|
$ |
60,686 |
|
|
|
Add (Less): |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Marked-to-market adjustment for certain interest rate swaps (2) |
|
|
|
|
|
|
|
|
|
(2,356 |
) |
|
| ||||
Tax provisions for the marked-to-market adjustment (3) |
|
|
|
|
|
|
|
|
|
919 |
|
|
| ||||
Adjusted net earnings, excluding the interest rate swaps (Non-GAAP) |
|
$ |
49,278 |
|
$ |
34,560 |
|
42.6 |
% |
$ |
90,227 |
|
$ |
59,249 |
|
52.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Adjusted net earnings per share (Non-GAAP): |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Basic |
|
$ |
0.27 |
|
$ |
0.19 |
|
42.1 |
% |
$ |
0.49 |
|
$ |
0.33 |
|
48.5 |
% |
Diluted |
|
$ |
0.26 |
|
$ |
0.19 |
|
36.8 |
% |
$ |
0.48 |
|
$ |
0.32 |
|
50.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Weighted average shares: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Basic |
|
182,831 |
|
181,942 |
|
|
|
182,644 |
|
181,915 |
|
|
| ||||
Diluted |
|
187,724 |
|
183,975 |
|
|
|
187,431 |
|
183,885 |
|
|
|
(1) Share-based compensation for the six months ended March 31, 2011 and 2010 includes $5.0 million and $2.5 million, respectively, of accelerated expense related to certain retirement-eligible employees who are eligible to continue vesting awards upon retirement.
(2) Interest expense includes non-cash income of $2.4 million of marked-to-market adjustments for certain interest rate swaps for the six months ended March 31, 2010. Those interest rate swaps were subject to a marked-to-market adjustments until their expiration in November 2009.
(3) The tax provisions for the marked-to-market adjustments were calculated using an estimated effective tax rate of 39.0% for the six months ended March 31, 2010.
Supplemental Schedule D
SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES
Store Count and Same Store Sales
(Unaudited)
|
|
As of March 31, |
|
|
| ||
|
|
2011 |
|
2010 |
|
CHG |
|
|
|
|
|
|
|
|
|
Number of retail stores (end of period): |
|
|
|
|
|
|
|
Sally Beauty Supply: |
|
|
|
|
|
|
|
Company-operated stores |
|
3,055 |
|
2,920 |
|
135 |
|
Franchise stores |
|
28 |
|
26 |
|
2 |
|
Total Sally Beauty Supply |
|
3,083 |
|
2,946 |
|
137 |
|
Beauty Systems Group: |
|
|
|
|
|
|
|
Company-operated stores (1) |
|
966 |
|
848 |
|
118 |
|
Franchise stores |
|
158 |
|
159 |
|
(1 |
) |
Total Beauty System Group |
|
1,124 |
|
1,007 |
|
117 |
|
Total |
|
4,207 |
|
3,953 |
|
254 |
|
|
|
|
|
|
|
|
|
BSG distributor sales consultants (end of period) (2) |
|
1,119 |
|
1,106 |
|
13 |
|
|
|
2011 |
|
2010 |
|
Basis Pt Chg |
|
Second quarter company-operated same store sales growth (3) |
|
|
|
|
|
|
|
Sally Beauty Supply |
|
6.2 |
% |
4.3 |
% |
190 |
|
Beauty Systems Group |
|
5.6 |
% |
6.1 |
% |
(50 |
) |
Consolidated |
|
6.0 |
% |
4.8 |
% |
120 |
|
|
|
|
|
|
|
Basis Pt Chg |
|
Six months ended March 31 company-operated same store sales growth (3) |
|
|
|
|
|
|
|
Sally Beauty Supply |
|
6.3 |
% |
4.0 |
% |
230 |
|
Beauty Systems Group |
|
6.7 |
% |
5.2 |
% |
150 |
|
Consolidated |
|
6.4 |
% |
4.3 |
% |
210 |
|
(1) BSG company-operated stores, at March 31, 2011, include 82 stores resulting from the October 1, 2010 acquisition of Aerial Company, Inc.
(2) Includes 395 distributor sales consultants as reported by our franchisees at March 31, 2011 and 2010. Our current period distributor sales consultants include approximately 70 distributor sales consultants related to the October 1, 2010 acquisition of Aerial Company, Inc.
(3) Same stores are defined as company-operated stores that have been open for at least 14 months as of the last day of a month. Our same store sales calculation includes internet-based sales for the periods presented and store expansions, but does not generally include sales of stores relocated.
Supplemental Schedule E
SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES
Selected Financial Data and Debt
(In thousands)
(Unaudited)
|
|
March 31, 2011 |
|
September 30, 2010 |
| ||
Financial condition information (at period end): |
|
|
|
|
| ||
Working capital |
|
$ |
418,459 |
|
$ |
387,123 |
|
Cash and cash equivalents |
|
59,102 |
|
59,494 |
| ||
Property and equipment, net |
|
180,549 |
|
168,119 |
| ||
Total assets |
|
1,707,024 |
|
1,589,412 |
| ||
Total debt, including capital leases |
|
1,545,329 |
|
1,562,636 |
| ||
Total stockholders (deficit) equity |
|
$ |
(341,328 |
) |
$ |
(461,272 |
) |
|
|
As of |
|
|
| |
|
|
March 31, 2011 |
|
Interest Rates |
| |
Debt position excluding capital leases (at period end): |
|
|
|
|
| |
Revolving ABL Facility |
|
$ |
|
|
(i) Prime + 1.25-1.75% or |
|
Senior Term Loan B (1) |
|
826,856 |
|
(i) Prime + 1.25-1.50% or |
| |
Other (2) |
|
6,224 |
|
4.05% to 7.00% |
| |
Senior Notes |
|
430,000 |
|
9.25% |
| |
Senior Subordinated Notes |
|
275,000 |
|
10.50% |
| |
Total debt |
|
$ |
1,538,080 |
|
|
|
Debt maturities excluding capital leases (3) |
|
|
|
|
| |
FY2011 |
|
$ |
2,079 |
|
|
|
FY2012 |
|
5,825 |
|
|
| |
FY2013 |
|
10,061 |
|
|
| |
FY2014 |
|
814,997 |
|
|
| |
FY2015 |
|
430,118 |
|
|
| |
Thereafter |
|
275,000 |
|
|
| |
Total debt |
|
$ |
1,538,080 |
|
|
|
(1) The interest rates on $300.0 million of this loan are fixed by interest rate swaps which expire in May 2012.
(2) Represents pre-acquisition debt of Pro-Duo NV and Sinelco Group BVBA.
(3) Amounts shown for specific years do not reflect payments that might be required after fiscal year 2011 as a result of the excess cash-flows test of the term loan.