EX-99.1 3 a09-4011_1ex99d1.htm EX-99.1

Exhibit No. 99.1

 

 

CONTACT:

REGIS CORPORATION:

 

 

Mark Fosland – Vice President, Finance

 

 

952-806-1707

 

 

Alex Forliti – Director, Finance-Investor Relations

 

 

952-806-1767

 

For Immediate Release

 

REGIS ANNOUNCES SALE OF TRADE SECRET DIVISION AND REPORTS SECOND
QUARTER 2009 RESULTS

— Second Quarter Operational Earnings were $0.36 per Diluted Share —

 

MINNEAPOLIS, January 27, 2009 — Regis Corporation (NYSE:RGS), the global leader in the $170 billion hair care industry, today announced the signing of a definitive agreement to sell its Trade Secret retail product division to Premier Salons Beauty, Inc.   In addition, the Company reported financial results for its second fiscal quarter ended December 31, 2008.

 

After reviewing our strategic options, we made a decision to sell our Trade Secret division.  This division had been highly profitable over many years, but based on current sales trends, Trade Secret was forecasted to have operating losses of over $23 million on a fully allocated basis in fiscal 2009,” commented Paul D. Finkelstein, Chairman and Chief Executive Officer.  “This category continues to face many challenges including product diversion and increased competition, and the many new initiatives we have tried have been met with limited success.  The decision to sell Trade Secret was difficult; however, with the likelihood of significant ongoing operating losses and capital investments, it is the right decision.  The sale of the division will immediately strengthen our financial ratios and improve our overall profitability.”

 

Highlights of Trade Secret Transaction

 

·                  The Company will not receive any proceeds from the sale transaction.

·                  The Company expects to receive an income tax benefit and corresponding cash refund of $56 million as a result of the transaction.  Half of this amount should be realized in fiscal 2009 and the other half in fiscal 2010.

·                  The Company recorded a $171.8 million pre-tax, non-cash charge within discontinued operations during its second fiscal quarter.

·                  The sale is primarily a stock transaction and is expected to close on February 15, 2009.

 

As a result of this pending transaction, the Company will be reporting the Trade Secret operations and non-cash charge as discontinued operations.  As required by Statement of Financial Accounting Standards No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets (“SFAS No. 144”), the results of the Trade Secret operations will be reported in the December 2008 10-Q Unaudited Condensed Consolidated Statement of Operations as discontinued operations for all periods presented.

 



 

Second Quarter Results

 

The Company is reporting a second quarter net loss of $3.34 per diluted share.  These results include a primarily non-cash, net pre-tax charge of $217.7 million consisting of several non-operational items, the largest of which relates to the write-off of net assets associated with the sale of Trade Secret.  Absent these non-operational items, second quarter operational earnings, including the quarterly operational results of Trade Secret, were $0.36 per diluted share. A complete reconciliation of reported earnings to operational earnings is included in today’s press release.  A more comprehensive reconciliation is available on the Company’s website at www.regiscorp.com.

 

Second quarter non-operational charges, which netted to $217.7 million on a pre-tax basis, consisted of the following items:

 

·                  $171.8 million related to the non-cash write-off of net assets associated with sale of Trade Secret (the charge of $115.8 million, net of tax, is included in the loss from discontinued operations);

·                  Non-cash goodwill impairment of $41.7 million related to the Company’s U.K. salon division;

·                  Non-cash write-off of $7.8 million related to the Company’s investment in and loans to Intelligent Nutrients (the charge of $4.8 million, net of tax, is included in equity in loss of affiliated companies);

·                  Lease termination costs of $1.3 million ($0.8 million included in continuing operations, with $0.5 million pre-tax, or $0.3 million net of tax, included in loss from discontinued operations);

·                  Trade Secret transformation costs of $1.9 million ($1.9 million pre-tax, or $1.2 million net of tax, is included in the loss from discontinued operations); and

·                  A benefit of $6.8 million to reduce estimated prior years’ workers’ compensation claim reserves ($6.7 million included in continuing operations, with $0.1 million included, net of tax, in loss from discontinued operations).

 

Commenting on second quarter results, Mr. Finkelstein stated, “The current economic environment creates huge challenges for virtually all industries.  However, Regis is financially strong and even in these tough times our operations are very profitable.  For the remainder of fiscal 2009 and throughout fiscal 2010, our strategy continues to be strengthening our balance sheet, significantly reducing investments in salon unit growth, reducing debt levels and controlling expenses.  We are right on plan to achieve our previously announced target for reducing costs by over $20 million in fiscal 2009, and we expect our debt levels to be below $700 million by the end of our fiscal year on June 30, 2009.  We remain in full compliance with all of our debt covenants.  At the end of the quarter, our fixed charge coverage ratio stood at 1.59, well above the minimum covenant requirement of 1.50.  The Trade Secret sale transaction and the related discontinued operations accounting treatment, coupled with the significant progress we have made on our cost control initiatives, have added additional cushion to this covenant.

 

Mr. Finkelstein continued, “In this current economic environment, it is impossible to predict how long and how deep this recession will be.  Thus, we have made the decision to discontinue providing quarterly and annual sales and earning guidance, at least until conditions normalize.  However, to provide a reference point, our total January same-store sales are currently trending at a negative five percent.  If same-store sales were to continue at this level for the entire quarter, operationally, we would expect our earnings per share from continued operations to be in excess of $0.40 for our third quarter.”

 



 

In conclusion, Mr. Finkelstein stated, “Regis continues to be the world’s leading beauty salon company, offering affordable services in over 12,700 locations.  Although this year will likely be the exception, we have never had a negative same-store service year.  We have a great business model as we are in the quintessential replenishment business.  We believe it is only a matter of time until our customer visitation patterns normalize.  With no threat of technological obsolescence, a highly predictable business model and favorable demographics with an aging population, we are very bullish about our future.”

 

As of December 31, 2008 Regis Corporation owned, franchised, or held ownership interest in 13,605 worldwide locations including the Trade Secret concept which is expected to be sold as described earlier.  In the second quarter, capital expenditures for maintenance and new locations totaled $27.5 million.  Acquisition spend was $77,000 in the quarter.

 

Regis Corporation will host a conference call discussing second quarter results tomorrow, January 28, 2008 at 10 a.m., Central time. Interested parties are invited to listen by logging on to www.regiscorp.com or dialing 800-240-2134. A replay of the call will be available later that day. The replay phone number is 800-405-2236, access code 11124042#.

 

About Regis Corporation

 

Regis Corporation (NYSE:RGS) is the beauty industry’s global leader in beauty salons, hair restoration centers and cosmetology education. As of December 31, 2008, the Company owned, franchised or held ownership interests in over 13,600 worldwide locations.  Regis’ corporate and franchised locations operate under concepts such as Supercuts, Sassoon Salon, Regis Salons, MasterCuts, SmartStyle, Cost Cutters, Trade Secret, PureBeauty, BeautyFirst and Hair Club for Men and Women.  In addition, Regis maintains an ownership interest in Provalliance, which operates salons primarily in Europe, under the brands of Jean Louis David, Franck Provost and Saint Algue.  Regis also maintains ownership interests in Empire Education Group and various other salon concepts such as Cool Cuts 4 Kids and the MY Style concepts in Japan.  System-wide, these and other concepts are located in the U.S. and in over 30 other countries in North America, South America, Europe, Africa and Asia. Regis also maintains a 49 percent ownership interest in Intelligent Nutrients, a business that provides a wide variety of certified organic products for health and beauty.  For additional information about the company, including management’s current financial outlook and a reconciliation of non-GAAP financial information, please visit the Investor Information section of the corporate website at www.regiscorp.com. To join Regis Corporation’s email alert list, click on this link:

http://www.b2i.us/irpass.asp?BzID=913&to=ea&Nav=1&S=0&L=1

 

This press release contains “forward-looking statements” within the meaning of the federal securities laws, including statements concerning anticipated future events and expectations that are not historical facts. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements in this document reflect management’s best judgment at the time they are made, but all such statements are subject to numerous risks and uncertainties, which could cause actual results to differ materially from those expressed in or implied by the statements herein. Such forward-looking statements are often identified herein by use of words including, but not limited to, “may,” “believe,” “project,” “forecast,” “expect,” “estimate,” “anticipate” and “plan.” In addition, the following factors could affect the Company’s actual results and cause such results to differ materially from those expressed in forward-looking statements. These factors include competition within the personal hair care industry, which remains strong, both domestically and internationally; price sensitivity; changes in economic conditions; changes in consumer tastes and fashion trends; the ability of the Company to implement its planned spending and cost reduction plan and to continue to maintain compliance with the financial covenants in its credit agreements; labor and benefit costs; legal claims; risk inherent to international development (including currency fluctuations); the continued ability of the Company and its franchisees to obtain suitable locations for new salon development; governmental initiatives such as minimum wage rates, taxes and possible franchise legislation; the ability of the Company to successfully identify, acquire and integrate salons that support its growth objectives; the ability of the Company to maintain satisfactory relationships with suppliers; the ability of the Company to consummate the planned closure of salons and the related

 



 

realization of the anticipated costs, benefits and time frame; the ability of the Company to consummate the planned sale transaction of Trade Secret; or other factors not listed above. The ability of the Company to meet its expected revenue growth is dependent on salon acquisitions, new salon construction and same-store sales increases, all of which are affected by many of the aforementioned risks. Additional information concerning potential factors that could affect future financial results is set forth in the Company’s Annual Report on Form 10-K for the year ended June 30, 2008. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. However, your attention is directed to any further disclosures made in our subsequent annual and periodic reports filed or furnished with the SEC on Forms 10-K, 10-Q and 8-K and Proxy Statements on Schedule 14A.

 

(TABLES TO FOLLOW)

 



 

REGIS CORPORATION (NYSE: RGS)
CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited)
as of December 31, 2008 and June 30, 2008
(In thousands, except per share data)

 

 

 

December 31, 2008

 

June 30, 2008

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

64,303

 

$

127,627

 

Receivables, net

 

36,423

 

37,824

 

Inventories

 

194,459

 

212,468

 

Deferred income taxes

 

72,179

 

15,954

 

Other current assets

 

47,659

 

51,278

 

Total current assets

 

415,023

 

445,151

 

 

 

 

 

 

 

Property and equipment, net

 

415,270

 

481,851

 

Goodwill

 

759,751

 

870,993

 

Other intangibles, net

 

130,390

 

144,291

 

Investment in affiliates

 

232,157

 

247,102

 

Other assets

 

46,266

 

46,483

 

 

 

 

 

 

 

Total assets

 

$

1,998,857

 

$

2,235,871

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Long-term debt, current portion

 

$

114,952

 

$

230,224

 

Accounts payable

 

77,037

 

69,693

 

Accrued expenses

 

195,231

 

207,605

 

Total current liabilities

 

387,220

 

507,522

 

 

 

 

 

 

 

Long-term debt and capital lease obligations

 

617,579

 

534,523

 

Other noncurrent liabilities

 

205,202

 

217,640

 

Total liabilities

 

1,210,001

 

1,259,685

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Common stock, $0.05 par value; issued and outstanding 43,213,321 and 43,070,927 common shares at December 31, 2008 and June 30, 2008, respectively

 

2,160

 

2,153

 

Additional paid-in capital

 

150,363

 

143,265

 

Accumulated other comprehensive income

 

39,757

 

101,973

 

Retained earnings

 

596,576

 

728,795

 

 

 

 

 

 

 

Total shareholders’ equity

 

788,856

 

976,186

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

1,998,857

 

$

2,235,871

 

 

-more-

 



 

REGIS CORPORATION (NYSE: RGS)

CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)

 (In thousands, except per share data)

 

 

 

Three Months Ended
December 31,

 

Six Months Ended
December 31,

 

 

 

2008

 

2007

 

2008

 

2007

 

Revenues:

 

 

 

 

 

 

 

 

 

Service

 

$

445,078

 

$

450,851

 

$

914,113

 

$

903,614

 

Product

 

132,774

 

142,256

 

266,957

 

275,916

 

Royalties and fees

 

9,574

 

21,559

 

19,885

 

42,466

 

 

 

587,426

 

614,666

 

1,200,955

 

1,221,996

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Cost of service

 

256,838

 

259,402

 

523,915

 

516,055

 

Cost of product

 

65,078

 

69,036

 

130,697

 

132,648

 

Site operating expenses

 

47,620

 

44,079

 

96,022

 

93,410

 

General and administrative

 

72,531

 

83,060

 

150,295

 

166,316

 

Goodwill impairment

 

41,661

 

 

41,661

 

 

Rent

 

81,981

 

89,191

 

174,192

 

176,440

 

Lease termination costs

 

847

 

 

1,998

 

 

Depreciation and amortization

 

27,519

 

28,254

 

54,787

 

56,537

 

Total operating expenses

 

594,075

 

573,022

 

1,173,567

 

1,141,406

 

 

 

 

 

 

 

 

 

 

 

Operating (loss) income

 

(6,649

)

41,644

 

27,388

 

80,590

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Interest expense

 

(10,878

)

(11,716

)

(21,098

)

(22,229

)

Interest income and other, net

 

3,462

 

2,090

 

5,197

 

4,245

 

 

 

 

 

 

 

 

 

 

 

(Loss) income from continuing operations before income taxes and equity in (loss) income of affiliated companies

 

(14,065

)

32,018

 

11,487

 

62,606

 

 

 

 

 

 

 

 

 

 

 

Income taxes

 

(9,383

)

(11,679

)

(19,340

)

(22,485

)

Equity in (loss) income of affiliated companies, net of income taxes

 

(2,338

)

386

 

(1,846

)

52

 

 

 

 

 

 

 

 

 

 

 

(Loss) income from continuing operations

 

(25,786

)

20,725

 

(9,699

)

40,173

 

 

 

 

 

 

 

 

 

 

 

(Loss) income from discontinued operations, net of tax

 

(117,466

)

1,831

 

(119,066

)

2,982

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income

 

$

(143,252

)

$

22,556

 

$

(128,765

)

$

43,155

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

Basic:

 

 

 

 

 

 

 

 

 

(Loss) income from continuing operations

 

(0.60

)

0.48

 

(0.23

)

0.92

 

(Loss) income from discontinued operations, net of tax

 

(2.74

)

0.04

 

(2.78

)

0.07

 

Net (loss) income per share, basic

 

$

(3.34

)

$

0.52

 

$

(3.01

)

$

0.99

 

 

 

 

 

 

 

 

 

 

 

Diluted:

 

 

 

 

 

 

 

 

 

(Loss) income from continuing operations

 

(0.60

)

0.47

 

(0.23

)

0.91

 

(Loss) income from discontinued operations, net of tax

 

(2.74

)

0.04

 

(2.78

)

0.07

 

Net (loss) income per share, diluted

 

$

(3.34

)

$

0.51

 

$

(3.01

)

$

0.98

 

 

 

 

 

 

 

 

 

 

 

Weighted average common and common equivalent shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

42,897

 

43,369

 

42,842

 

43,559

 

Diluted

 

42,897

 

43,915

 

42,842

 

44,172

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per common share

 

$

0.04

 

$

0.04

 

$

0.08

 

$

0.08

 

 

-more-

 



 

REGIS CORPORATION (NYSE: RGS)
SELECTED CASH FLOW DATA
(In thousands)

 

 

 

Six Months Ended
December 31,

 

 

 

2008

 

2007

 

 

 

 

 

 

 

Net cash provided by operating activities

 

$

73,974

 

$

92,269

 

Net cash used in investing activities

 

(75,908

)

(117,434

)

Net cash (used in) provided by financing activities

 

(43,245

)

3,115

 

Effect of exchange rate changes on cash and cash equivalents

 

(18,145

)

10,120

 

Decrease in cash and cash equivalents

 

(63,324

)

(11,930

)

 

 

 

 

 

 

Cash and cash equivalents:

 

 

 

 

 

Beginning of period

 

127,627

 

184,785

 

End of period

 

$

64,303

 

$

172,855

 

 

-more-

 



 

REGIS CORPORATION (NYSE: RGS)

Salon / School / Hair Restoration Center Counts and Revenues

 

 

 

December 31,
2008

 

June 30,
2008

 

SYSTEM-WIDE LOCATIONS:

 

 

 

 

 

 

 

 

 

 

 

Company-owned salons

 

7,979

 

8,582

 

Franchise salons

 

2,040

 

2,163

 

Company-owned hair restoration centers

 

61

 

57

 

Franchise hair restoration centers

 

33

 

35

 

Ownership interest locations

 

2,771

 

2,714

 

Trade Secret salons held for sale (3)

 

721

 

 

Total, system-wide

 

13,605

 

13,551

 

 

SALON LOCATION SUMMARY

 

 

 

December 31,
2008

 

June 30,
2008

 

NORTH AMERICAN SALONS:

 

 

 

 

 

REGIS SALONS

 

 

 

 

 

Open at beginning of period

 

1,078

 

1,099

 

Salons constructed

 

7

 

14

 

Acquired

 

23

 

4

 

Less relocations

 

(5

)

(11

)

Salon openings

 

25

 

7

 

Conversions

 

 

1

 

Salons closed

 

(18

)

(29

)

Total, Regis Salons

 

1,085

 

1,078

 

 

 

 

 

 

 

MASTERCUTS

 

 

 

 

 

Open at beginning of period

 

615

 

629

 

Salons constructed

 

12

 

7

 

Acquired

 

 

 

Less relocations

 

(8

)

(6

)

Salon openings

 

4

 

1

 

Conversions

 

 

 

Salons closed

 

(7

)

(15

)

Total, MasterCuts Salons

 

612

 

615

 

 

 

 

 

 

 

TRADE SECRET

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

674

 

613

 

Salons constructed

 

8

 

16

 

Acquired

 

 

65

 

Franchise buybacks

 

 

5

 

Less relocations

 

(3

)

(11

)

Salon openings

 

5

 

75

 

Conversions

 

 

5

 

Salons closed

 

(19

)

(19

)

Salons held for sale (3)

 

(659

)

 

Total company-owned salons

 

1

 

674

 

 

- more -

 



 

 

 

December 31,
2008

 

June 30,
2008

 

 

 

 

 

 

 

Franchise salons:

 

 

 

 

 

Open at beginning of period

 

106

 

19

 

Salons constructed

 

1

 

2

 

Acquired

 

 

93

 

Less relocations

 

 

(1

)

Salon openings

 

1

 

94

 

Franchise buybacks

 

 

(5

)

Salons closed

 

(2

)

(2

)

Salons held for sale (3)

 

(62

)

 

Total franchise salons

 

43

 

106

 

 

 

 

 

 

 

Total, Trade Secret Salons

 

44

 

780

 

 

 

 

 

 

 

SMARTSTYLE/COST CUTTERS IN WAL-MART

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

2,212

 

2,000

 

Salons constructed

 

37

 

207

 

Acquired

 

 

 

Franchise buybacks

 

23

 

12

 

Less relocations

 

 

(3

)

Salon openings

 

60

 

216

 

Conversions

 

 

 

Salons closed

 

 

(4

)

Total company-owned salons

 

2,272

 

2,212

 

 

 

 

 

 

 

Franchise salons:

 

 

 

 

 

Open at beginning of period

 

146

 

151

 

Salons constructed

 

1

 

7

 

Acquired

 

 

 

Less relocations

 

 

 

Salon openings

 

1

 

7

 

Conversions

 

 

 

Franchise buybacks

 

(23

)

(12

)

Salons closed

 

 

 

Total franchise salons

 

124

 

146

 

 

 

 

 

 

 

Total, SmartStyle/Cost Cutters in Wal-Mart Salons

 

2,396

 

2,358

 

 

 

 

 

 

 

STRIP CENTERS

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

3,531

 

3,317

 

Salons constructed

 

30

 

66

 

Acquired

 

3

 

138

 

Franchise buybacks

 

58

 

133

 

Less relocations

 

(7

)

(14

)

Salon openings

 

84

 

323

 

Conversions

 

 

(5

)

Salons closed

 

(75

)

(104

)

Total company-owned salons

 

3,540

 

3,531

 

 

- more -

 



 

 

 

December 31,
2008

 

June 30,
2008

 

Franchise salons:

 

 

 

 

 

Open at beginning of period

 

1,911

 

1,998

 

Salons constructed

 

55

 

120

 

Acquired (2)

 

 

 

Less relocations

 

(8

)

(11

)

Salon openings

 

47

 

109

 

Conversions

 

 

 

Franchise buybacks

 

(58

)

(133

)

Salons closed

 

(27

)

(63

)

Total franchise salons

 

1,873

 

1,911

 

 

 

 

 

 

 

Total, Strip Center Salons

 

5,413

 

5,442

 

 

 

 

 

 

 

INTERNATIONAL SALONS (1)

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

472

 

481

 

Salons constructed

 

3

 

15

 

Acquired

 

 

25

 

Franchise buybacks

 

 

 

Less relocations

 

 

(1

)

Salon openings

 

3

 

39

 

Conversions

 

 

1

 

Affiliate joint ventures

 

 

(40

)

Salons closed

 

(6

)

(9

)

Total company-owned salons

 

469

 

472

 

 

 

 

 

 

 

Franchise salons:

 

 

 

 

 

Open at beginning of period

 

 

1,574

 

Salons constructed

 

 

50

 

Acquired (2)

 

 

 

Less relocations

 

 

 

Salon openings

 

 

50

 

Conversions

 

 

3

 

Franchise buybacks

 

 

 

Affiliate joint ventures

 

 

(1,587

)

Salons closed

 

 

(40

)

Total franchise salons

 

 

 

 

 

 

 

 

 

Total, International Salons

 

469

 

472

 

 

 

 

December 31,
2008

 

June 30,
2008

 

TOTAL SYSTEM-WIDE SALONS:

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

8,582

 

8,139

 

Salons constructed

 

97

 

325

 

Acquired

 

26

 

232

 

Franchise buybacks

 

81

 

150

 

Less relocations

 

(23

)

(46

)

Salon openings

 

181

 

661

 

Conversions

 

 

2

 

Affiliate joint ventures

 

 

(40

)

Salons closed

 

(125

)

(180

)

Salons held for sale (3)

 

(659

)

 

Total company-owned salons

 

7,979

 

8,582

 

 

-more -

 



 

 

 

December 31,
2008

 

June 30,
2008

 

Franchise salons:

 

 

 

 

 

Open at beginning of period

 

2,163

 

3,742

 

Salons constructed

 

57

 

179

 

Acquired (2)

 

 

93

 

Less relocations

 

(8

)

(12

)

Salon openings

 

49

 

260

 

Conversions

 

 

3

 

Franchise buybacks

 

(81

)

(150

)

Affiliate joint ventures

 

 

(1,587

)

Salons closed

 

(29

)

(105

)

Salons held for sale(3)

 

(62

)

 

Total franchise salons

 

2,040

 

2,163

 

 

 

 

 

 

 

Total Salons

 

10,019

 

10,745

 

 

 

 

 

 

 

BEAUTY SCHOOLS

 

 

 

 

 

Open at beginning of period

 

 

56

 

Salons constructed

 

 

 

Less closures

 

 

 

Acquired

 

 

 

Less relocations

 

 

 

Conversions

 

 

(5

)

Affiliate joint ventures

 

 

(51

)

Total Beauty Schools

 

 

 

 

 

 

 

 

 

HAIR RESTORATION CENTERS:

 

 

 

 

 

Company-owned hair restoration centers:

 

 

 

 

 

Open at beginning of period

 

57

 

49

 

Salons constructed

 

4

 

3

 

Acquired

 

 

 

Franchise buybacks

 

2

 

6

 

Less relocations

 

(2

)

(1

)

Salon openings

 

4

 

8

 

Conversions

 

 

 

Sites closed

 

 

 

Total company-owned hair restoration centers

 

61

 

57

 

 

- more -

 



 

 

 

December 31,
2008

 

June 30,
2008

 

Franchise hair restoration centers:

 

 

 

 

 

Open at beginning of period

 

35

 

41

 

Salons constructed

 

 

2

 

Acquired

 

 

 

Less relocations

 

 

(2

)

Salon openings

 

 

 

Franchise buybacks

 

(2

)

(6

)

Sites closed

 

 

 

Total franchise hair restoration centers

 

33

 

35

 

 

 

 

 

 

 

Total Hair Restoration Centers

 

94

 

92

 

 

 

 

 

 

 

Ownership interest locations

 

2,771

 

2,714

 

 

 

 

 

 

 

Trade Secret salons held for sale (3)

 

721

 

 

 

 

 

 

 

 

Grand Total, System-wide

 

13,605

 

13,551

 

 


(1) Canadian and Puerto Rican salons are included in the Regis Salons, Strip Center, MasterCuts and Trade Secret concepts and not included in the International salon totals.

(2) Represents primarily the acquisition of franchise networks.

(3)  On January 27, 2009 the Company announced the signing of a definitive agreement to sell Trade Secret.  As a result of this pending transaction, the Company is reporting the Trade Secret operations as discontinued operations as of December 31, 2008. Of the 780 total Trade Secret salons operating as of June 30, 2008, only one of the company-owned salons and 43 franchise salons are not included in discontinued operations.

 

Relocations represent a transfer of location by the same salon concept.

Conversions represent the transfer of one salon concept to another concept.

 

- more -

 



 

REVENUES BY CONCEPT:

 

 

 

Three Months Ended
December 31,

 

Six Months Ended
December 31,

 

(Dollars in thousands)

 

2008

 

2007

 

2008

 

2007

 

North American salons:

 

 

 

 

 

 

 

 

 

Regis

 

$

121,020

 

$

128,971

 

$

243,343

 

$

256,568

 

MasterCuts

 

42,083

 

43,879

 

85,514

 

87,468

 

SmartStyle

 

127,785

 

122,179

 

259,041

 

244,282

 

Strip Centers (1)

 

220,525

 

213,476

 

453,450

 

426,555

 

Other (2)

 

 

 

 

5,558

 

Total North American salons (5)

 

511,413

 

508,505

 

1,041,348

 

1,020,431

 

 

 

 

 

 

 

 

 

 

 

International salons (1)(3)

 

41,268

 

73,056

 

89,715

 

136,337

 

Hair restoration centers (1)

 

34,745

 

33,105

 

69,892

 

65,228

 

Consolidated revenues

 

$

587,426

 

$

614,666

 

$

1,200,955

 

$

1,221,996

 

 

 

 

 

 

 

 

 

 

 

Percent change from prior year

 

(4.4

)%

5.2

%

(1.7

)%

5.5

%

 

 

 

 

 

 

 

 

 

 

Same-store sales (decrease) increase (4)

 

(3.8

)%

0.1

%

(1.9

)%

1.0

%

 


(1) Includes aggregate franchise royalties and fees of $9.6 and $21.6 million for the three months ended December 31, 2008 and 2007, respectively, and $19.9 and $42.5 million for the six months ended December 31, 2008 and 2007, respectively.  North American salon franchise royalties and fees represented 93.6 and 45.4 percent of total franchise revenues in the three months ended December 31, 2008 and 2007, respectively, and 93.7 and 46.7 percent of total franchise revenues in the six months ended December 31, 2008 and 2007, respectively.

 

(2) On August 1, 2007, the Company contributed 51 of its accredited cosmetology schools to Empire Education Group, Inc.  Accordingly, revenue growth was negatively impacted as a result of the deconsolidation. For the six months ended December 31, 2007, the results of operations for the month ended July 31, 2007 for the accredited cosmetology schools are reported in the North American salons segment. The Company retained ownership of its one North America and four United Kingdom Sassoon schools. Subsequent to August 1, 2007 results of operations for the Sassoon schools are included in the respective North American and international salon segments.

 

(3) On January 31, 2008, the Company deconsolidated the results of operations of its European franchise salon operations. Accordingly, revenue growth was negatively impacted as a result of the deconsolidation.

 

(4) Salon same-store sales increases or decreases are calculated on a daily basis as the total change in sales for company-owned salons which were open on a specific day of the week during the current period and the corresponding prior period.  Quarterly and year-to-date salon same-store sales increases are the sum of the same-store sales increases computed on a daily basis.  Relocated salons are included in same-store sales as they are considered to have been open in the prior period.  International same-store sales are calculated in local currencies so that foreign currency fluctuations do not impact the calculation.  Management believes that same-store sales, a component of organic growth, are useful in order to help determine the increase in salon revenues attributable to its organic growth (new salon construction and same-store sales growth) versus growth from acquisitions.

 

(5) As of December 31, 2008, the Trade Secret concept within the North American reportable segment was accounted for as a discontinued operation. All periods presented reflect Trade Secret as a discontinued operation.  Accordingly, Trade Secret revenues are excluded from this presentation.

 

- more -

 



 

FINANCIAL INFORMATION BY SEGMENT:

 

Financial information concerning the Company’s salon, school and hair restoration businesses is shown in the following tables.

 

 

 

For the Three Months Ended December 31, 2008(1)

 

 

 

Salons

 

Hair
Restoration

 

Unallocated

 

 

 

(Dollars in thousands)

 

North America

 

International

 

Centers

 

Corporate

 

Consolidated

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

399,961

 

$

28,823

 

$

16,294

 

$

 

$

445,078

 

Product

 

102,491

 

12,445

 

17,838

 

 

132,774

 

Royalties and fees

 

8,961

 

 

613

 

 

9,574

 

 

 

511,413

 

41,268

 

34,745

 

 

587,426

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Cost of service

 

232,126

 

15,670

 

9,042

 

 

256,838

 

Cost of product

 

52,762

 

7,052

 

5,264

 

 

65,078

 

Site operating expenses

 

42,801

 

3,535

 

1,284

 

 

47,620

 

General and administrative

 

30,086

 

4,387

 

7,750

 

30,308

 

72,531

 

Goodwill impairment

 

 

41,661

 

 

 

41,661

 

Rent

 

69,057

 

10,088

 

2,272

 

564

 

81,981

 

Lease termination costs

 

847

 

 

 

 

847

 

Depreciation and amortization

 

18,538

 

1,466

 

2,780

 

4,735

 

27,519

 

Total operating expenses

 

446,217

 

83,859

 

28,392

 

35,607

 

594,075

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

65,196

 

(42,591

)

6,353

 

(35,607

)

(6,649

)

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

(10,878

)

(10,878

)

Interest income and other, net

 

 

 

 

3,462

 

3,462

 

Income (loss) from continuing operations before income taxes and equity in (loss) income of affiliated companies

 

$

65,196

 

$

(42,591

)

$

6,353

 

$

(43,023

)

$

(14,065

)

 


(1) As of December 31, 2008, the Trade Secret concept within the North American reportable segment was accounted for as a discontinued operation. All comparable periods will reflect Trade Secret as a discontinued operation, which is excluded from this presentation.

 

- more -

 



 

 

 

For the Three Months Ended December 31, 2007(1)

 

 

 

Salons

 

Hair
Restoration

 

Unallocated

 

 

 

(Dollars in thousands)

 

North America

 

International

 

Centers

 

Corporate

 

Consolidated

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

392,360

 

$

43,224

 

$

15,267

 

$

 

$

450,851

 

Product

 

106,363

 

19,133

 

16,760

 

 

142,256

 

Royalties and fees

 

9,782

 

10,699

 

1,078

 

 

21,559

 

 

 

508,505

 

73,056

 

33,105

 

 

614,666

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Cost of service

 

227,092

 

24,091

 

8,219

 

 

259,402

 

Cost of product

 

53,993

 

10,117

 

4,926

 

 

69,036

 

Site operating expenses

 

39,064

 

3,708

 

1,307

 

 

44,079

 

General and administrative

 

30,310

 

11,786

 

7,357

 

33,607

 

83,060

 

Rent

 

72,747

 

14,284

 

1,728

 

432

 

89,191

 

Depreciation and amortization

 

18,340

 

2,589

 

2,552

 

4,773

 

28,254

 

Total operating expenses

 

441,546

 

66,575

 

26,089

 

38,812

 

573,022

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

66,959

 

6,481

 

7,016

 

(38,812

)

41,644

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

(11,716

)

(11,716

)

Interest income and other, net

 

 

 

 

2,090

 

2,090

 

Income (loss) from continuing operations before income taxes and equity in (loss) income of affiliated companies

 

$

66,959

 

$

6,481

 

$

7,016

 

$

(48,438

)

$

32,018

 

 


(1) As of December 31, 2008, the Trade Secret concept within the North American reportable segment was accounted for as a discontinued operation. All comparable periods will reflect Trade Secret as a discontinued operation, which is excluded from this presentation.

 

- more -

 



 

 

 

For the Six Months Ended December 31, 2008(1)

 

 

 

Salons

 

Hair
Restoration

 

Unallocated

 

 

 

(Dollars in thousands)

 

North America

 

International

 

Centers

 

Corporate

 

Consolidated

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

817,511

 

$

64,221

 

$

32,381

 

$

 

$

914,113

 

Product

 

205,204

 

25,494

 

36,259

 

 

266,957

 

Royalties and fees

 

18,633

 

 

1,252

 

 

19,885

 

 

 

1,041,348

 

89,715

 

69,892

 

 

1,200,955

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Cost of service

 

471,781

 

34,421

 

17,713

 

 

523,915

 

Cost of product

 

105,676

 

14,078

 

10,943

 

 

130,697

 

Site operating expenses

 

87,141

 

6,179

 

2,702

 

 

96,022

 

General and administrative

 

61,656

 

8,554

 

16,454

 

63,631

 

150,295

 

Goodwill impairment

 

 

41,661

 

 

 

41,661

 

Rent

 

146,364

 

22,434

 

4,324

 

1,070

 

174,192

 

Lease termination costs

 

1,998

 

 

 

 

1,998

 

Depreciation and amortization

 

36,730

 

3,282

 

5,484

 

9,291

 

54,787

 

Total operating expenses

 

911,346

 

130,609

 

57,620

 

73,992

 

1,173,567

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

130,002

 

(40,894

)

12,272

 

(73,992

)

27,388

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

(21,098

)

(21,098

)

Interest income and other, net

 

 

 

 

5,197

 

5,197

 

Income (loss) from continuing operations before income taxes and equity in (loss) income of affiliated companies

 

$

130,002

 

$

(40,894

)

$

12,272

 

$

(89,893

)

$

11,487

 

 


(1) As of December 31, 2008, the Trade Secret concept within the North American reportable segment was accounted for as a discontinued operation. All comparable periods will reflect Trade Secret as a discontinued operation, which is excluded from this presentation.

 

- more -

 



 

 

 

For the Six Months Ended December 31, 2007(1)(2)

 

 

 

Salons

 

Hair
Restoration

 

Unallocated

 

 

 

(Dollars in thousands)

 

North America

 

International

 

Centers

 

Corporate

 

Consolidated

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

792,544

 

$

81,653

 

$

29,417

 

$

 

$

903,614

 

Product

 

208,074

 

34,426

 

33,416

 

 

275,916

 

Royalties and fees

 

19,813

 

20,258

 

2,395

 

 

42,466

 

 

 

1,020,431

 

136,337

 

65,228

 

 

1,221,996

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Cost of service

 

455,573

 

44,512

 

15,970

 

 

516,055

 

Cost of product

 

104,161

 

18,728

 

9,759

 

 

132,648

 

Site operating expenses

 

83,918

 

6,915

 

2,577

 

 

93,410

 

General and administrative

 

60,208

 

23,600

 

14,516

 

67,992

 

166,316

 

Rent

 

145,229

 

26,913

 

3,385

 

913

 

176,440

 

Depreciation and amortization

 

36,936

 

5,048

 

5,049

 

9,504

 

56,537

 

Total operating expenses

 

886,025

 

125,716

 

51,256

 

78,409

 

1,141,406

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

134,406

 

10,621

 

13,972

 

(78,409

)

80,590

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

(22,229

)

(22,229

)

Interest income and other, net

 

 

 

 

4,245

 

4,245

 

Income (loss) from continuing operations before income taxes and equity in (loss) income of affiliated companies

 

$

134,406

 

$

10,621

 

$

13,972

 

$

(96,393

)

$

62,606

 

 


(1) On August 1, 2007, the Company contributed substantially all of its accredited cosmetology schools to Empire Education Group, Inc.  For the six months ended December 31, 2007 the results of operations for the month ended July 31, 2007 are reported in the North American salons segment.  The Company retained ownership of its one North America and four United Kingdom Vidal Sassoon schools. Results of operations for the Vidal Sassoon schools are included in the respective North American and international salon segments.

 

(2) As of December 31, 2008, the Trade Secret concept within the North American reportable segment was accounted for as a discontinued operation. All comparable periods will reflect Trade Secret as a discontinued operation, which is excluded from this presentation.

 

- more -

 



 

REGIS CORPORATION (NYSE: RGS)

NON-GAAP FINANCIAL MEASURES (Unaudited)

 

The Company’s press release announcing results of operations for the three month period ended December 31, 2008 includes references to the following “non-GAAP financial measures” as defined by Regulation G of the Securities and Exchange Commission:

 

·                  Second quarter diluted net loss per share absent the impact of six non-operational items.

·                  $171.8 million related to the non-cash write-off of net assets associated with sale of Trade Secret (the charge of $115.8 million, net of tax, is included in the loss from discontinued operations);

·                  Non-cash goodwill impairment of $41.7 million related to the Company’s U.K. salon division ($40.3 million, net of tax);

·                  Non-cash write-off of $7.8 million related to the Company’s investment in and loans to Intelligent Nutrients ($4.8 million, net of tax);

·                  Lease termination costs of $1.3 million ($0.8 million included in continuing operations, with $0.5 million pre-tax, or $0.3 million net of tax, included in loss from discontinued operations);

·                  Trade Secret transformation costs of $1.9 million ($1.9 million pre-tax, or $1.2 million net of tax, is included in the loss from discontinued operations); and

·                  A benefit of $6.8 million to reduce estimated prior years’ workers’ compensation claim reserves ($6.7 million, or $4.1 million net of tax, included in continuing operations, with $0.1 million included, net of tax, in loss from discontinued operations).

 

·                  Diluted net loss per share for the three month period ended December 31, 2008 included several non-operational items which reduced earnings per diluted share by $3.70.  Absent these items, earnings for the three month period ended December 31, 2008 were $0.36 per diluted share.

 

Non-GAAP Diluted Net Income Per Share

 

The table below is provided to assist the reader’s understanding of earnings for the three and six month periods ending December 31, 2008.  The Company believes that adjusted earnings per diluted share, a non-GAAP financial measure, is a useful basis to compare the Company’s results against, because unusual items during the three and six month periods ending December 31, 2008, impacted the Company’s reported net loss (see “Adjustments” in table below).  The presentation below reconciles as reported net loss per diluted share (U.S. GAAP amounts) to earnings per diluted share, as adjusted..  The adjusted earnings per diluted share information should not be construed as an alternative to reported results under U.S. GAAP.

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

December 31, 2008

 

December 31, 2008

 

 

 

(Dollars)

 

 

 

Diluted net income (loss) per share, as reported (U.S. GAAP)

 

$

(3.34

)

$

(3.01

)

 

 

 

 

 

 

Adjustments:

 

 

 

 

 

Sale of Trade Secret (1)

 

$

2.70

 

$

2.70

 

U.K goodwill impairment (2)

 

0.94

 

0.94

 

Intelligent Nutrients impairment (3)

 

0.11

 

0.11

 

Lease termination costs (4)

 

0.02

 

0.04

 

Trade Secret transformation costs (5)

 

0.03

 

0.07

 

Workers’ compensation (6)

 

(0.10

)

(0.10

)

 

 

 

 

 

 

Diluted earnings per share, as adjusted, absent the impact of the six non-operational items above

 

$

0.36

 

$

0.75

 

 


(1) The second quarter ending December 31, 2008 included $171.8 million in pre-tax expense related to the non-cash write-off of net assets associated with sale of Trade Secret.

 

(2) The second quarter ending December 31, 2008 included a $41.7 million pre-tax non-cash goodwill impairment charge related to the Company’s U.K. salon division.

 

- more -

 



 

(3) The second quarter ending December 31, 2008 included a $7.8 million pre-tax non-cash write-off related to the Company’s investment in and loans to Intelligent Nutrients.

 

(4) The three and six months ending December 31, 2008 included $1.3 and $2.5 million, respectively, in pre-tax expense associated with the lease termination costs as part of the store closing plan of up to 160 underperforming company-owned salons.

 

(5) The three and six months ending December 31, 2008 included $1.9 and $4.6 million, respectively, in pre-tax expenses associated with the Trade Secret transformation initiative.

 

(6) The second quarter ending December 31, 2008 included a $6.8 million benefit related to an unplanned adjustment to estimated prior years’ workers’ compensation claim reserves.

 

- END -