UNITED STATES
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 (Date of earliest event reported): November 10, 2016
e.l.f. Beauty, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-37873 | 46-4464131 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
570 10th Street
Oakland, CA 94607
(Address of principal executive offices, including Zip Code)
Registrants telephone number, including area code: (510) 778-7787
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:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | 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 November 10, 2016, e.l.f. Beauty, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2016, a copy of which is attached hereto as Exhibit 99.1.
The information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commissions rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) | Exhibits. |
Exhibit |
Description | |
99.1 | Press release dated November 10, 2016 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
e.l.f. Beauty, Inc. | ||||||
Date: November 10, 2016 | By: | /s/ John P. Bailey | ||||
John P. Bailey | ||||||
President and Chief Financial Officer |
EXHIBIT INDEX
Exhibit |
Description | |
99.1 | Press release dated November 10, 2016 |
Exhibit 99.1
e.l.f. Beauty, Inc. Announces Third Quarter 2016 Results
- Delivers double digit net sales growth over Q3 2015 -
OAKLAND, California; November 10, 2016 e.l.f. Beauty, Inc. (NYSE: ELF), today announced results for the three- and nine-month periods ended September 30, 2016.
Tarang Amin, Chairman and Chief Executive Officer stated, We are pleased to report strong third quarter results reflecting double-digit growth in net sales, significant gross margin expansion and progress toward our mission to make luxurious beauty accessible for all women to play beautifully®. This performance is especially gratifying as we drove sales growth on top of the launch to 6,900 CVS stores in the third quarter of 2015.
Three Months Results Ended September 30, 2016
Net sales increased 11%, or $5.5 million to $56.3 million, from the third quarter of 2015, primarily driven by growth in leading national retailers. Gross margin expanded by approximately 650 basis points to 58% from 51% in the third quarter of 2015, primarily as a result of margin accretive innovation.
Selling, general and administrative expenses (SG&A) increased to 55% of net revenue, compared to 38% of net revenue in the third quarter of 2015, primarily due to continued investment to support long-term growth. SG&A includes $6.8 million of costs and expenses that are non-cash or that management does not believe are reflective of the Companys ongoing operations. Adjusted SG&A, excluding the aforementioned $6.8 million of costs and non-cash expenses, was 43% of net revenue, compared to 33% of net revenue in the same period in fiscal 2015.
On a GAAP basis, net loss attributable to common stockholders was $373.6 million, or $73.13 per share, based on a weighted-average share count of 5.1 million shares. This compares to a net loss attributable to common stockholders of $4.7 million, or $154.42 per share, based on a weighted-average share count of 30,400 shares in the third quarter of 2015. In both periods, the net loss attributable to common stockholders included non-cash preferred stock accretion charges that do not impact net income.
Adjusted net income increased 17% to $4.5 million, or $0.09 per share, based on a pro forma diluted share count of 50.3 million shares. This compares to adjusted net income of $3.9 million, or $0.08 per share, based on a pro forma share count of 50.3 million shares in the third quarter of 2015.
Adjusted EBITDA (EBITDA excluding the items identified in the reconciliation table below) was $11.7 million compared to Adjusted EBITDA of $12.3 million in the third quarter of 2015.
Nine Months Results Ended September 30, 2016
Net sales increased 22%, or $27.2 million to $153.1 million, from the first nine months of 2015, primarily driven by growth in leading national retailers. Gross margin expanded by approximately 500 basis points to 57% from 52% in the first nine months of 2015, primarily as a result of margin accretive innovation.
SG&A increased to 51% of net revenue, compared to 40% of net revenue in the first nine months of 2015, primarily due to continued investment to support long-term growth. SG&A includes $12.9 million of costs and expenses that are non-cash or that management does not believe are reflective of the Companys ongoing operations. Adjusted SG&A, excluding the aforementioned $12.9 million of costs and non-cash expenses, was 43% of net revenue compared to 37% of net revenue in the first nine months of 2015.
On a GAAP basis, net loss attributable to common stockholders was $504.1 million, or $234.34 per share, based on a weighted-average share count of 2.2 million shares. This compares to a net loss attributable to common stockholders of $7.9 million, or $276.81 per share, based on a weighted-average share count of 28,600 shares in the first nine months of 2015. In both periods, the net loss attributable to common stockholders included non-cash preferred stock accretion charges that do not impact net income.
Adjusted net income increased 29% to $8.8 million, or $0.17 per share, based on a pro forma diluted share count of 50.3 million shares. This compares to adjusted net income of $6.8 million, or $0.13 per share, based on a pro forma diluted share count of 50.3 million shares in the first nine months of 2015.
Adjusted EBITDA (EBITDA excluding the items identified in the reconciliation table below) was $31.7 million, compared to Adjusted EBITDA of $28.6 million in the first nine months of 2015.
Initial Public Offering
On September 27, 2016, the Company completed its initial public offering of 9,583,333 shares of common stock at a public offering price of $17.00 per share. Selling stockholders sold 5,583,333 shares of common stock (including 1,250,000 shares sold pursuant to the underwriters over-allotment option), and the Company sold 4,000,000 shares of common stock resulting in total net proceeds to the Company of $63.2 million after deducting underwriters discounts and commissions. The Company incurred offering costs of $8.3 million in connection with the initial public offering, which were charged to additional paid-in capital. The Company used a portion of the net proceeds to repay $40.0 million in principal amount of indebtedness, which represented a repayment in full of its $40.0 million second lien term loan facility. The repayment resulted in a loss on extinguishment of debt in the amount of approximately $0.9 million, which was recognized in interest expense in the third quarter of 2016.
2
Company Outlook
Full Year 2016 Outlook |
Full Year 2015 Actual Results |
|||||||
Net Sales |
$ | 227 million | $ | 191 million | ||||
Adjusted EBITDA |
$ | 50 million | $ | 46 million | ||||
Adjusted Net Income |
$ | 15 million | $ | 14 million | ||||
Adjusted Pro Forma Diluted EPS |
$ | 0.30 | $ | 0.27 |
Third Quarter 2016 Conference Call
The Company will hold a conference call today November 10, 2016 at 4:30 p.m. Eastern Time to discuss the Companys third quarter 2016 results. Investors and analysts interested in participating in the call are invited to dial (888) 686-9699 approximately ten minutes prior to the start of the call. The conference call will also be webcast live at: http://investor.elfcosmetics.com/ and remain available for 90 days. A telephone replay of this call will be available at 7:30 p.m. ET on November 10, 2016 until 11:59 p.m. ET on November 17, 2016 and can be accessed by dialing (877) 870-5176 and entering replay pin number 5626822.
About e.l.f. Beauty, Inc.
e.l.f. makes luxurious beauty accessible for all women to play beautifully®. Established in 2004 as an e-commerce business (www.elfcosmetics.com), e.l.f. has become a true multi-channel brand through its own stores and national distribution at Target, Walmart, CVS, Old Navy and other leading retailers. By engaging young, diverse makeup enthusiasts with innovative, high-quality cosmetics at an extraordinary value, e.l.f. has become one of the fastest growing cosmetics companies in the U.S.
For more information about e.l.f., visit the Companys website at http://www.elfcosmetics.com.
Note Regarding Non-GAAP Financial Measures
This press release includes references to Adjusted SG&A, Adjusted Net Income, EBITDA, Adjusted EBITDA and Adjusted Pro Forma EPS. The Company presents these measures because its management uses these as supplemental measures in assessing its operating performance, and believes they are helpful to investors, securities analysts and other interested parties, in evaluating the Companys performance. The measures referenced above are not measurements of financial performance under GAAP and they should not be considered as alternatives to measures of performance derived in accordance with GAAP. In addition, these alternative measures should not be construed as an inference that the Companys future results will be unaffected by unusual or non-recurring items. These alternative measures have limitations as analytical tools, and you should not consider such measures either in isolation or as substitutes for analyzing the Companys results as reported under GAAP. The Companys definitions and calculations of these alternative measures are not necessarily comparable to other similarly titled measures used by other companies due to different methods of calculation. These non-GAAP financial measures are defined and reconciled to the most comparable GAAP measures later in the tables at the end of this press release. With respect to the Companys expectations under Company Outlook above, the Company is not able to provide a quantitative reconciliation of the
3
Adjusted EBITDA, Adjusted Net Income and Adjusted Pro Forma Diluted EPS guidance non-GAAP measures to the corresponding Net Income and Diluted EPS GAAP measures without unreasonable efforts. The Company cannot provide meaningful estimates of the non-recurring charges and credits excluded from these non-GAAP measures due to the forward-looking nature of these estimates and their inherent variability and uncertainty. For the same reasons, the Company is unable to address the probable significance of the unavailable information.
Forward-Looking Statements
This press release contains 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. Forward-looking statements discuss the Companys current expectations, estimates and projections relating to its financial condition, results of operations, plans, objectives, future performance and business. These statements, including those under the heading Company Outlook, are based on the Companys current plans and expectations and involve risks and uncertainties which are, in many instances, beyond the Companys control, and which could cause actual results to differ materially from those included in or contemplated or implied by the forward-looking statements. Such risks and uncertainties include, but are not limited to: the Companys ability to grow Net Sales, Adjusted EBITDA, Adjusted Net Income and Adjusted Pro Forma Diluted EPS as anticipated; the Companys ability to effectively compete with other cosmetics companies; the Companys ability to successfully introduce new products; the loss of one or more of the Companys key retail customers or if the general business performance of its key retail customers declines; the consequences if the Company fails to maintain the quality, performance and safety of its products; the Companys ability to successfully implement its growth strategy; the Companys ability to grow its business at historic rates, or at all, and to manage growth effectively; any damage to the Companys reputation or brand; the loss of, or damage to, the Companys warehouse and distribution center and/or the manufacturing facilities or distribution centers of its third-party manufacturers and suppliers; the loss of the third-party suppliers, manufacturers, distributors and other vendors that the Company relies on to produce products or provide services that are consistent with its standards or applicable regulatory requirements; the Companys ability to effectively manage its inventory; the Companys ability to manage its debt obligations; the Companys ability to maintain sufficient liquidity to sustain its business and meet seasonal working capital requirements; the Companys ability to protect against service interruptions, data corruption, cyber-based attacks or network security breaches, and to effectively resolve issues in a timely manner if they occur; the Companys ability to protect sensitive information of its consumers and information technology systems against security breaches; the Companys ability to manage the political, legal and economic risks associated with its operations in China; and other risks and uncertainties that may be described from time to time in the Companys reports and filings with the Securities and Exchange Commission, including the risks and uncertainties set forth in the Companys prospectus filed with the Securities and Exchange Commission on September 22, 2016 pursuant to Rule 424(b) under the Securities Act of 1933, as amended. Any forward-looking statements are made pursuant to the Private Securities Litigation Reform Act of 1995, as amended, and speak only as of the date hereof. The Company undertakes no obligation to update forward-looking statements to reflect developments or information obtained after the date hereof and disclaims any obligation to do so other than as may be required by law.
4
e.l.f. Beauty, Inc. and subsidiaries
Condensed consolidated statements of operations
(unaudited)
(in thousands, except share and per share data)
Three months ended September 30, |
Nine months ended September 30, |
|||||||||||||||
2015 | 2016 | 2015 | 2016 | |||||||||||||
Net sales |
$ | 50,783 | $ | 56,312 | $ | 125,977 | $ | 153,132 | ||||||||
Cost of sales |
24,781 | 23,834 | 60,677 | 66,217 | ||||||||||||
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Gross profit |
26,002 | 32,478 | 65,300 | 86,915 | ||||||||||||
Selling, general, and administrative expenses |
19,498 | 31,002 | 50,666 | 78,807 | ||||||||||||
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Operating income |
6,504 | 1,476 | 14,634 | 8,108 | ||||||||||||
Other income (expense), net |
(4,172 | ) | 288 | (917 | ) | 2,253 | ||||||||||
Interest expense, net |
(3,194 | ) | (5,192 | ) | (9,475 | ) | (11,588 | ) | ||||||||
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|
|
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|
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Income (loss) before provision for income taxes |
(862 | ) | (3,428 | ) | 4,242 | (1,227 | ) | |||||||||
Income tax benefit (provision) |
114 | 1,051 | (2,312 | ) | (61 | ) | ||||||||||
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|
|
|
|
|
|||||||||
Net income (loss) |
$ | (748 | ) | $ | (2,377 | ) | $ | 1,930 | $ | (1,288 | ) | |||||
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|
|
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|
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Comprehensive income |
$ | (748 | ) | $ | (2,377 | ) | $ | 1,930 | $ | (1,288 | ) | |||||
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Net loss per share basic and diluted: |
$ | (154.42 | ) | $ | (73.13 | ) | $ | (276.81 | ) | $ | (234.34 | ) | ||||
Weighted average number of shares outstanding basic and diluted: |
30,443 | 5,109,016 | 28,553 | 2,151,324 |
5
e.l.f. Beauty, Inc. and subsidiaries
Condensed consolidated balance sheets
(unaudited)
(in thousands, except share and per share data)
September 30, 2015 |
December 31, 2015 |
September 30, 2016 |
||||||||||
Assets |
||||||||||||
Current assets: |
||||||||||||
Cash |
$ | 1,323 | $ | 14,004 | $ | 21,084 | ||||||
Accounts receivable, net |
19,677 | 22,475 | 33,931 | |||||||||
Inventories |
48,827 | 31,261 | 41,308 | |||||||||
Prepaid expenses and other current assets |
4,801 | 2,978 | 10,065 | |||||||||
|
|
|
|
|
|
|||||||
Total current assets |
74,628 | 70,718 | 106,388 | |||||||||
Property and equipment, net |
8,835 | 9,854 | 15,019 | |||||||||
Intangible assets, net |
123,350 | 121,282 | 115,074 | |||||||||
Goodwill |
157,264 | 157,264 | 157,264 | |||||||||
Deferred tax assets |
240 | 262 | 14 | |||||||||
Other assets |
1,803 | 1,692 | 1,699 | |||||||||
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Total assets |
$ | 366,120 | $ | 361,072 | $ | 395,458 | ||||||
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Liabilities, convertible preferred stock and stockholders equity (deficit) |
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Current liabilities: |
||||||||||||
Current portion of long-term debt and capital lease obligations |
$ | 15,425 | $ | 10,325 | $ | 4,619 | ||||||
Accounts payable |
17,625 | 11,114 | 21,493 | |||||||||
Accrued expenses and other current liabilities |
11,550 | 13,713 | 32,822 | |||||||||
Due to related parties |
423 | | | |||||||||
Foreign currency forward contracts, current portion |
5,052 | 10,702 | 2,369 | |||||||||
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|
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|
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Total current liabilities |
50,075 | 45,854 | 61,303 | |||||||||
Long-term debt and capital lease obligations |
134,982 | 134,594 | 156,831 | |||||||||
Deferred tax liabilities |
43,201 | 42,126 | 42,072 | |||||||||
Foreign currency forward contracts, net of current portion |
2,244 | | | |||||||||
Other long-term liabilities |
1,296 | 1,601 | 2,498 | |||||||||
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Total liabilities |
231,798 | 224,175 | 262,704 | |||||||||
Convertible preferred stock, par value of $0.01 per share; 200,000 shares authorized and 135,041 shares issued and outstanding as of December 31, 2015; liquidation preference of $197,295 as of December 31, 2015; no shares authorized, issued or outstanding as of September 30, 2016 |
155,162 | 197,295 | | |||||||||
Stockholders equity (deficit): |
||||||||||||
Preferred stock, par value of $0.01 per share; no shares authorized, issued or outstanding as of December 31, 2015; 30,000,000 shares authorized as of September 30, 2016; no shares issued and outstanding as of September 30, 2016 |
| | | |||||||||
Common stock, par value of $0.01 per share; 13,800,000 and 250,000,000 shares authorized as of December 31, 2015 and September 30, 2016, respectively; 34,493 and 45,255,757 shares issued and outstanding as of December 31, 2015 and September 30, 2016, respectively |
| | 437 | |||||||||
Additional paid-in capital |
6,637 | 6,785 | 699,364 | |||||||||
Accumulated deficit |
(27,477 | ) | (67,183 | ) | (567,047 | ) | ||||||
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Total stockholders equity (deficit) |
(20,840 | ) | (60,398 | ) | 132,754 | |||||||
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Total liabilities, convertible preferred stock and stockholders equity (deficit) |
$ | 366,120 | $ | 361,072 | $ | 395,458 | ||||||
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6
e.l.f. Beauty, Inc. and subsidiaries
Condensed consolidated statements of cash flows
(unaudited)
(in thousands)
Nine months ended September 30, |
||||||||
2015 | 2016 | |||||||
Cash flows from operating activities: |
||||||||
Net income (loss) |
$ | 1,930 | $ | (1,288 | ) | |||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||
Amortization of intangible assets |
6,177 | 6,209 | ||||||
Depreciation of property and equipment |
1,215 | 3,369 | ||||||
Stock-based compensation expense |
356 | 5,589 | ||||||
Amortization of debt issuance costs and discount on debt |
802 | 1,504 | ||||||
Deferred income taxes |
(2,836 | ) | 193 | |||||
Debt prepayment penalty |
| 400 | ||||||
Loss on disposal of fixed assets |
| 235 | ||||||
Compensation expense paid to seller |
489 | | ||||||
Loss/(gain) on foreign currency forward contracts |
1,336 | (8,333 | ) | |||||
Other, net |
23 | (93 | ) | |||||
Changes in operating assets and liabilities: |
||||||||
Accounts receivable |
7,247 | (11,503 | ) | |||||
Inventories |
(19,714 | ) | (9,907 | ) | ||||
Prepaid expenses and other assets |
(2,212 | ) | (8,315 | ) | ||||
Accounts payable and accrued expenses |
8,797 | 23,592 | ||||||
Other liabilities |
482 | 897 | ||||||
Due to related parties |
(731 | ) | | |||||
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Net cash provided by operating activities |
3,361 | 2,549 | ||||||
Cash flows from investing activities: |
||||||||
Purchase of property and equipment |
(7,812 | ) | (5,553 | ) | ||||
Proceeds from sale of property and equipment |
| 84 | ||||||
Acquisition of intangible assets |
(100 | ) | | |||||
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Net cash used in investing activities |
(7,912 | ) | (5,469 | ) | ||||
Cash flows from financing activities: |
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Proceeds from revolving line of credit |
25,400 | 5,500 | ||||||
Repayment of revolving line of credit |
(22,250 | ) | (13,200 | ) | ||||
Deferred offering costs paid |
| (5,574 | ) | |||||
Proceeds from long term debt |
| 62,294 | ||||||
Repayment of long term debt |
(1,969 | ) | (42,369 | ) | ||||
Cash received from issuance of common stock |
25 | 64,034 | ||||||
Proceeds from repayment of employee note receivable |
| 7,912 | ||||||
Dividend paid |
| (68,000 | ) | |||||
Debt prepayment penalty |
| (400 | ) | |||||
Other, net |
| (197 | ) | |||||
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|
|||||
Net cash provided by financing activities |
1,206 | 10,000 | ||||||
Net increase / (decrease) in cash |
(3,345 | ) | 7,080 | |||||
Cash beginning of period |
4,668 | 14,004 | ||||||
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Cash end of period |
$ | 1,323 | $ | 21,084 | ||||
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7
e.l.f. Beauty, Inc. and subsidiaries
Reconciliation of GAAP Net income (loss) to non-GAAP Adjusted EBITDA
(unaudited)
(in thousands)
Three months ended September 30, |
Nine months ended September 30, |
|||||||||||||||
2015 | 2016 | 2015 | 2016 | |||||||||||||
Net income (loss) |
$ | (748 | ) | $ | (2,377 | ) | $ | 1,930 | $ | (1,288 | ) | |||||
Interest expense |
3,194 | 5,192 | 9,475 | 11,588 | ||||||||||||
Provision (benefit) for income taxes |
(114 | ) | (1,051 | ) | 2,312 | 61 | ||||||||||
Depreciation and amortization |
2,796 | 3,347 | 7,392 | 9,578 | ||||||||||||
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EBITDA |
$ | 5,128 | $ | 5,111 | $ | 21,109 | $ | 19,939 | ||||||||
Transaction-related expenses (a) |
126 | | 705 | | ||||||||||||
Costs related to restructuring of operations (b) |
1,168 | 807 | 1,589 | 4,651 | ||||||||||||
Initial public offering costs (c) |
316 | 551 | 635 | 945 | ||||||||||||
Stock-based compensation |
158 | 4,433 | 356 | 5,589 | ||||||||||||
Management fee (d) |
312 | 400 | 662 | 875 | ||||||||||||
Pre-opening costs (e) |
5 | 577 | 64 | 807 | ||||||||||||
Customer expansion costs (f) |
(124 | ) | | 755 | 350 | |||||||||||
Other non-cash and non-recurring costs |
122 | | 122 | | ||||||||||||
(Gains) / losses on foreign currency contracts (g) |
5,097 | (191 | ) | 2,615 | (1,502 | ) | ||||||||||
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Adjusted EBITDA |
$ | 12,308 | $ | 11,688 | $ | 28,612 | $ | 31,654 | ||||||||
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(a) Represents transaction-related expenses related to the acquisition of e.l.f. Cosmetics, Inc.
(b) Represents costs associated with the restructuring of the Companys operations including the transition of the Companys New Jersey warehouse and distribution center in 2016 and the reorganization of its operations in China in 2015.
(c) Represents expenses related to preparing for and completing the Companys initial public offering.
(d) Represents management fees paid to TPG Growth II Management, LLC.
(e) Represents costs associated with e.l.f. stores incurred prior to the store opening, including legal-related costs, rent and occupancy expenses, marketing and other store operating supply expenses.
(f) Represents costs associated with securing additional distribution space, slotting expense, freight and certain costs related to installation of fixtures.
(g) Represents non-cash (gains) / losses on the Companys foreign currency contracts.
8
e.l.f. Beauty, Inc. and subsidiaries
Reconciliation of GAAP SG&A to non-GAAP SG&A
(unaudited)
(in thousands)
Three months ended September 30, |
Nine months ended September 30, |
|||||||||||||||
2015 | 2016 | 2015 | 2016 | |||||||||||||
Selling, general, and administrative expenses |
$ | 19,498 | $ | 31,002 | $ | 50,666 | $ | 78,807 | ||||||||
Transaction-related expenses (a) |
(126 | ) | | (705 | ) | | ||||||||||
Costs related to restructuring of operations (b) |
(1,168 | ) | (807 | ) | (1,589 | ) | (4,651 | ) | ||||||||
Initial public offering costs (c) |
(316 | ) | (551 | ) | (635 | ) | (945 | ) | ||||||||
Stock-based compensation |
(158 | ) | (4,433 | ) | (356 | ) | (5,589 | ) | ||||||||
Management fee (d) |
(312 | ) | (400 | ) | (662 | ) | (875 | ) | ||||||||
Pre-opening costs (e) |
(5 | ) | (577 | ) | (64 | ) | (807 | ) | ||||||||
Customer expansion costs (f) |
(311 | ) | | (311 | ) | | ||||||||||
Other non-cash and non-recurring costs |
(122 | ) | | (122 | ) | | ||||||||||
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Adjusted selling, general, and administrative expenses |
$ | 16,980 | $ | 24,234 | $ | 46,222 | $ | 65,940 | ||||||||
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(a) Represents transaction-related expenses related to the acquisition of e.l.f. Cosmetics, Inc.
(b) Represents costs associated with the restructuring of the Companys operations including the transition of the Companys New Jersey warehouse and distribution center in 2016 and the reorganization of its operations in China in 2015.
(c) Represents expenses related to preparing for and completing the Companys initial public offering.
(d) Represents management fees paid to TPG Growth II Management, LLC.
(e) Represents costs associated with e.l.f. stores incurred prior to the store opening, including legal-related costs, rent and occupancy expenses, marketing and other store operating supply expenses.
(f) Represents costs associated with securing additional distribution space, freight and certain costs related to installation of fixtures.
9
e.l.f. Beauty, Inc. and subsidiaries
Reconciliation of GAAP Net income (loss) to non-GAAP Adjusted net income
(in thousands, except share and per share data)
Three months ended September 30, |
Nine months ended September 30, |
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2015 | 2016 | 2015 | 2016 | |||||||||||||
Net income (loss) |
$ | (748 | ) | $ | (2,377 | ) | $ | 1,930 | $ | (1,288 | ) | |||||
Transaction-related expenses (a) |
126 | | 705 | | ||||||||||||
Costs related to restructuring of operations (b) |
1,168 | 807 | 1,589 | 4,651 | ||||||||||||
Initial public offering costs (c) |
316 | 551 | 635 | 945 | ||||||||||||
Stock-based compensation |
158 | 4,433 | 356 | 5,589 | ||||||||||||
Management fee (d) |
312 | 400 | 662 | 875 | ||||||||||||
Pre-opening costs (e) |
5 | 577 | 64 | 807 | ||||||||||||
Customer expansion costs (f) |
(124 | ) | | 755 | 350 | |||||||||||
Other non-cash and non-recurring costs |
122 | | 122 | | ||||||||||||
(Gains) / losses on foreign currency contracts (g) |
5,097 | (191 | ) | 2,615 | (1,502 | ) | ||||||||||
Interest expense (h) |
| 932 | | 932 | ||||||||||||
Tax Impact (i) |
(2,578 | ) | (626 | ) | (2,647 | ) | (2,587 | ) | ||||||||
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Adjusted Net Income |
$ | 3,854 | $ | 4,506 | $ | 6,786 | $ | 8,772 | ||||||||
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Fully-diluted pro forma share count (j) |
50,276,316 | 50,276,316 | 50,276,316 | 50,276,316 | ||||||||||||
Adjusted pro forma diluted earnings per share |
$ | 0.08 | $ | 0.09 | $ | 0.13 | $ | 0.17 |
(a) Represents transaction-related expenses related to the acquisition of e.l.f. Cosmetics, Inc.
(b) Represents costs associated with the restructuring of the Companys operations including the transition of the Companys New Jersey warehouse and distribution center in 2016 and the reorganization of its operations in China in 2015.
(c) Represents expenses related to preparing for and completing the Companys initial public offering.
(d) Represents management fees paid to TPG Growth II Management, LLC.
(e) Represents costs associated with e.l.f. stores incurred prior to the store opening, including legal-related costs, rent and occupancy expenses, marketing and other store operating supply expenses.
(f) Represents costs associated with securing additional distribution space, slotting expense, freight and certain costs related to installation of fixtures.
(g) Represents non-cash (gains) or losses related to the Companys foreign currency contracts.
(h) Represents the prepayment penalty and acceleration of deferred financing fees related to the repayment of the Companys second lien term loan with proceeds from the Companys initial public offering.
(i) Represents the tax impact of the above adjustments, as well as the exclusion of the impact of a one-time deferred tax rate adjustment.
(j) Presented on a fully-diluted basis utilizing the treasury stock method, and reflects the number of shares issued with the initial public offering in September 2016 as if they had been outstanding as of January 1, 2015.
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Investor Relations Contact:
ICR, Inc.
Investors:
Allison Malkin / Anne Rakunas
(203) 682-8200 / (310) 954-1113
or
Media:
Brittany Rae Fraser
(646) 277-1231
ELF-ER
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