EX-99.1 2 c51673exv99w1.htm EX-99.1 EX-99.1
Exhibit 99.1
(NAVARRE CORPORATION LOGO)
For Additional Information:
Navarre Investor Relations
763-535-8333
ir@navarre.com
NAVARRE CORPORATION REPORTS FINANCIAL RESULTS FOR
FOURTH QUARTER AND FISCAL YEAR 2009
Company to host conference call on June 2, 2009 at 11:00 a.m. ET
MINNEAPOLIS, MN — June 1, 2009 — Navarre Corporation (Nasdaq: NAVR), a publisher and distributor of physical and digital home entertainment and multimedia products, today reported fiscal year 2009 fourth quarter and fiscal year-end results.
Cary Deacon, Chief Executive Officer, commented, “The Quarter’s results were very positive relative to the unprecedented market conditions. We are well positioned to benefit as the economy recovers and we remain committed to efficiently serving our customers and investing in our business to build a stronger company for the future. We are optimistic and excited about our opportunities for this upcoming fiscal year.”
Financial Results Fiscal Year 2009 Fourth Quarter
    Net sales were $147.1 million, as compared to net sales of $160.2 million for the same period last year.
 
    Earnings from continuing operations, before interest, taxes, depreciation, amortization, share-based compensation expense, and impairment and other charges was $7.4 million; as compared to EBITDA from continuing operations of $5.7 million in the prior year’s fourth quarter, an increase of 30%. (See “Use of Non-GAAP Financial Information” below)
 
    Operating income, prior to a non-cash goodwill impairment charge, was $5.4 million, as compared to operating income of $3.0 million in the prior year. (See “Use of Non-GAAP Financial Information” below)
 
    Net income from continuing operations was $3.2 million during the quarter or $0.09 per diluted share; as compared to net income of $1.0 million, or $0.03 per diluted share in the prior year. Net income includes the impact of a $3.1 million pre-tax non-cash goodwill impairment charge recognized during the fourth quarter of fiscal year 2009.
 
    Debt, net of cash, on March 31, 2009 was $24.1 million; as compared to debt, net of cash, of $36.6 million on March 31, 2008.
Financial Results Fiscal Year 2009
    Net sales were $631.0 million, as compared to net sales of $658.5 million for the 2008 fiscal year.

 


 

    Earnings from continuing operations, before interest, taxes, depreciation, amortization, share-based compensation expense, and impairment and other charges was $22.7 million; as compared to EBITDA from continuing operations of $28.9 million for fiscal year 2008. (See “Use of Non-GAAP Financial Information” below)
 
    Net loss from continuing operations was $88.4 million, or a net loss of $2.44 per diluted share; as compared to net income from continuing operations during fiscal year 2008 of approximately $7.1 million, or $0.20 per diluted share. This net loss includes the impact of impairment and other pre-tax charges of $111.1 million during the 2009 fiscal year.
Reid Porter, Chief Financial Officer, commented, “Expense control was excellent during the quarter as operating expenses, prior to a goodwill impairment charge, were $4.4 million lower than the previous year’s quarter – a 21% decrease. We look forward to seeing the continued benefit of these expense initiatives as we move through our fiscal year and into periods in which we have traditionally seen higher seasonal sales volume. ”
Porter continued, “Sales continued to be soft during the fourth quarter as the retail environment remained difficult, due in part to the bankruptcy of Circuit City. However, our sales shortfall compared to the prior year began to improve late in the quarter and this trend has continued into the April period.”
Goodwill Impairment Charge
During the fourth quarter the publishing segment recognized a $3.1 million non-cash goodwill impairment charge, primarily resulting from the Company’s sustained reduction to its market capitalization. The Company has no goodwill on its balance sheet following this non-cash impairment charge. The recognition of this impairment charge does not have any impact to the Company’s compliance with the financial covenants in its credit agreement with its lender.
Publishing Segment
The publishing segment includes the results of the wholly-owned subsidiaries FUNimation Entertainment, Encore and BCI. For the fourth quarter ended March 31, 2009, the publishing segment had net sales, before inter-company eliminations, of $22.0 million, a decrease of 25.0%, as compared to net sales of $29.4 million in the fourth quarter of the prior fiscal year. Net sales at BCI contributed only $400,000 to the publishing segment’s net sales in the fourth quarter, as compared to $3.5 million during the same period of the prior year. Fiscal year 2009, net sales, before inter-company eliminations, in the publishing segment decreased by 12.4% to $102.8 million, as compared to net sales of $117.4 million for fiscal year 2008. See “Use of Non-GAAP Financial Information” below.
Operating income for the publishing segment, prior to the impact of the non-cash goodwill impairment charge, was $2.6 million, as compared to operating income of $2.7 million in the fourth quarter of the prior year. Included in operating income for the publishing segment was a $1.1 million operating loss in connection with the wind-down of the budget video business. The Company does not anticipate any significant additional wind-down costs to impact future periods. Net sales of animé products contributed substantially all operating income in the segment. See “Use of Non-GAAP Financial Information” below.

 


 

Distribution Segment
The distribution segment includes the results of the wholly-owned subsidiary Navarre Distribution Services, which distributes PC software, DVD video, video games and accessories. It should be noted that the Company has presented historical information related to the distribution segment without including the results of the independent music distribution business which was sold May 31, 2007, and is now reflected as discontinued operations.
For the fourth quarter ended March 31, 2009, the distribution segment’s net sales, before inter-company eliminations, decreased by 6.8% to $138.4 million, as compared to net sales of $148.5 million for the same period last year. For fiscal year 2009, the distribution segment achieved net sales, before inter-company eliminations, of $592.9 million, as compared to net sales of $611.0 million for fiscal year 2008, a decrease of 3.0%. See “Use of Non-GAAP Financial Information” below.
Operating income in the distribution segment was $2.7 million during the fourth quarter, as compared to $0.3 million in the same quarter of the prior year. Initiatives undertaken to improve margin and control expenses, in conjunction with efficiencies resulting from the Company’s ERP implementation, provided enhanced profitability during the fourth quarter.
Outlook
Cary Deacon commented, “While the economy is still very unstable, we feel it would be in the best interest of our stakeholder’s to provide guidance around management’s view of FY 2010. We believe that sales will continue to be soft in this environment but we feel that gross margin and expense initiatives will help deliver the following results.”
The Company’s guidance for fiscal year 2010 is as follows:
    Net sales are expected to range between $550 million and $600 million, with the shortfall from the prior year’s results primarily occurring in the first two fiscal quarters, and due in part from the impact of the wind-down of BCI and the bankruptcy of Circuit City;
 
    EBITDA is anticipated to range between $20 million and $23 million; and
 
    Cash flow from operations is anticipated to be positive for fiscal year 2010 results.
Conference Call
The Company will host a conference call at 11:00 a.m. ET, Tuesday, June 2, 2009, to discuss its fiscal year 2009 fourth quarter, and full 2009 fiscal year financial results. The conference call can be accessed by dialing (800) 510-0146, conference participant passcode “48106705”, ten minutes prior to the scheduled start time. In addition, this call will be simultaneously broadcast live over the internet and can be accessed in the “Investors” section of the Company’s web site located at www.navarre.com. Those wishing to access the call through the internet should go to the Company’s web site fifteen minutes prior to the start time to register and download any necessary software needed to listen to the call. A replay of the conference call will be available at the Company’s web site following the call’s completion.

 


 

Use of Non-GAAP Financial Information
In evaluating our financial performance and operating trends, management considers information concerning our net sales before inter-company eliminations, operating income before restructuring and other charges, EBITDA, and earnings before interest, taxes, depreciation, amortization, and share-based compensation expense, and impairment and other charges, are not calculated in accordance with generally accepted accounting principles (“GAAP”) in the United States of America. The Company’s management believes these non-GAAP measures are useful to investors because they provide supplemental information that facilitates comparisons to prior periods and for the evaluation of financial results. Management uses these non-GAAP measures to evaluate its financial results, develop budgets and manage expenditures. The method the Company uses to produce non-GAAP results is not computed according to GAAP, is likely to differ from the methods used by other companies and should not be regarded as a replacement for corresponding GAAP measures. Investors are encouraged to review the reconciliation of these preliminary non-GAAP financial measures to the comparable preliminary GAAP results, which is attached to this release and can also be found on the Company’s web site at www.navarre.com.
About Navarre Corporation
Navarre® Corporation is a publisher and distributor of physical and digital home entertainment and multimedia products, including PC software, DVD video, video games and accessories. Navarre licenses and publishes animé content through FUNimation Entertainment®, and PC software through Encore®. Navarre Distribution Services distributes this content, as well as the products of other major publishers and studios, to a broad spectrum of retail channels. Navarre was founded in 1983 and is headquartered in New Hope, Minnesota. Additional information can be found at http://www.navarre.com.
Safe Harbor
The statements in this press release that are not strictly historical are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are intended to be covered by the safe harbors provided therein. The forward-looking statements are subject to risks and uncertainties, and the actual results that the Company achieves may differ materially from these forward-looking statements due to such risks and uncertainties, including, but not limited to: difficult economic conditions that adversely affect the Company’s customers and vendors; the Company’s revenues being derived from a small group of customers; a pending investigation by the U.S. Securities and Exchange Commission (the “SEC”) or litigation arising out of this investigation may subject the Company to significant costs; the seasonal nature of the Company’s business; the potential for the Company to incur significant additional costs and to experience operational and logistical difficulties in connection with its new ERP system; the Company’s dependence on significant vendors; uncertain growth in the publishing segment; the Company’s ability to meet significant working capital requirements related to distributing products; and the Company’s ability to compete effectively in the highly competitive distribution and publishing industries. In addition to these, a detailed statement of risks and uncertainties is contained in the Company’s reports to the Securities and Exchange Commission, including in particular the Company’s Form 10-K filings, as well as its other SEC filings and public disclosures.

 


 

Investors and shareholders are urged to read this press release carefully. The Company can offer no assurances that any projections, assumptions or forecasts made or discussed in this press release will be met, and investors should understand the risks of investing solely due to such projections. The forward-looking statements included in this press release are made only as of the date of this report and the Company undertakes no obligation to update these forward-looking statements to reflect subsequent events or circumstances.
Investors and shareholders may obtain free copies of the public filings through the website maintained by the SEC at http://www.sec.gov/ or at one of the SEC’s other public reference rooms in Washington D.C., New York, New York or Chicago, Illinois. Please contact the SEC at 1-800-SEC-0330 for further information with respect to the SEC’s public reference rooms.

 


 

NAVARRE CORPORATION
Consolidated Statements of Operations
(In thousands, except per share amounts)
                                 
    (Unaudited)        
    Three Months Ended     Twelve Months Ended  
    March 31,     March 31,  
    2009     2008     2009     2008  
 
                               
Net sales
  $ 147,090     $ 160,188     $ 630,991     $ 658,472  
Cost of sales (exclusive of depreciation and amortization)
    125,245       136,307       563,944       556,913  
 
                       
Gross profit
    21,845       23,881       67,047       101,559  
Operating expenses:
                               
Selling and marketing
    4,877       6,448       25,334       27,371  
Distribution and warehousing
    2,698       3,041       12,166       12,689  
General and administrative
    6,832       8,971       32,664       34,096  
Bad debt expense (recovery)
    100       (100 )     300       (15 )
Depreciation and amortization
    1,945       2,540       10,972       9,587  
Goodwill and intangible impairment
    3,108             82,729        
 
                       
Total operating expenses
    19,560       20,900       164,165       83,728  
 
                       
Income (loss) from operations
    2,285       2,981       (97,118 )     17,831  
Other income (expense):
                               
Interest expense (1)
    (755 )     (1,270 )     (4,630 )     (6,127 )
Interest income
    37       92       86       259  
Other income (expense), net
    (168 )     (65 )     (1,255 )     366  
 
                       
Income (loss) from continuing operations before tax
    1,399       1,738       (102,917 )     12,329  
Income tax (expense) benefit
    1,772       (819 )     14,483       (5,273 )
 
                       
Net income (loss) from continuing operations
    3,171       919       (88,434 )     7,056  
Discontinued operations, net of tax:
                               
Gain on sale of discontinued operations
          178             4,892  
Loss from discontinued operations
          (411 )           (2,290 )
 
                       
Net income (loss)
  $ 3,171     $ 686     $ (88,434 )   $ 9,658  
 
                       
 
                               
Basic earnings (loss) per common share:
                               
Continuing operations
  $ 0.09     $ 0.03     $ (2.44 )   $ 0.20  
Discontinued operations
  $     $ (0.01 )   $     $ 0.07  
 
                       
Net income (loss)
  $ 0.09     $ 0.02     $ (2.44 )   $ 0.27  
 
                       
Diluted earnings (loss) per common share:
                               
Continuing operations
  $ 0.09     $ 0.03     $ (2.44 )   $ 0.20  
Discontinued operations
  $     $ (0.01 )   $     $ 0.07  
 
                       
Net income (loss)
  $ 0.09     $ 0.02     $ (2.44 )   $ 0.27  
 
                       
Weighted average shares outstanding:
                               
Basic
    36,237       36,167       36,207       36,105  
Diluted
    36,445       36,189       36,207       36,269  
 
(1)   Twelve months ended March 31, 2009 interest expense includes approximately $950,000 of a non-cash write-off of debt acquisition costs.


 

NAVARRE CORPORATION
Consolidated Condensed Balance Sheet
(In thousands)
                 
    March 31,     March 31,  
    2009     2008  
Assets
               
Current assets:
               
Cash and cash equivalents
  $     $ 4,445  
Receivables, net
    72,817       76,806  
Inventories
    26,732       32,654  
Other
    23,199       23,661  
 
           
Total current assets
    122,748       137,566  
Property and equipment, net
    15,957       17,181  
Other assets
    44,464       128,715  
 
           
Total assets
  $ 183,169     $ 283,462  
 
           
 
               
Liabilities and shareholders’ equity
               
Current liabilities:
               
Note payable — line of credit
  $ 24,133     $ 31,314  
Note payable — short-term
          150  
Accounts payable
    106,708       92,199  
Other
    14,040       18,257  
 
           
Total current liabilities
    144,881       141,920  
Long-term liabilities:
               
Note payable — long-term
          9,594  
Other
    1,281       7,537  
 
           
Total liabilities
    146,162       159,051  
Shareholders’ equity
    37,007       124,411  
 
           
Total liabilities and shareholders’ equity
  $ 183,169     $ 283,462  
 
           
NAVARRE CORPORATION
Consolidated Condensed Statements of Cash Flows
(In thousands)
                                 
    (Unaudited)        
    Three Months Ended     Twelve Months Ended  
    March 31,     March 31,  
    2009     2008     2009     2008  
Net cash provided by operating activities
  $ 25,295     $ 21,405     $ 16,469     $ 18,385  
 
                               
Net cash provided by (used in) investing activities
    1,050       (2,689 )     (334 )     (13,941 )
Net cash used in financing activities
    (26,477 )     (17,650 )     (20,580 )     (13,051 )
 
                       
 
                               
Net cash provided by (used in) continuing operations
    (132 )     1,066       (4,445 )     (8,607 )
Net cash (used in) provided by discontinued operations
          (869 )           12,086  
 
                       
Net increase (decrease) in cash
    (132 )     197       (4,445 )     3,479  
Cash at beginning of period
    132       4,248       4,445       966  
 
                       
Cash at end of period
  $     $ 4,445     $     $ 4,445  
 
                       

 


 

NAVARRE CORPORATION
Supplemental Information
(In thousands)
(Unaudited)
Reconciliation of Net Sales Before Inter-Company Eliminations to GAAP Net Sales and Business Segment Information
                                 
    Three Months Ended March 31,  
    2009     %     2008     %  
Net sales:
                               
Publishing
  $ 22,049       13.7 %   $ 29,403       16.5 %
Distribution
    138,436       86.3 %     148,505       83.5 %
 
                           
Net sales before inter-company eliminations
    160,485               177,908          
Inter-company eliminations
    (13,395 )             (17,720 )        
 
                           
Net sales as reported
  $ 147,090             $ 160,188          
 
                           
Income (loss) from continuing operations:
                               
Publishing (1)
  $ (460 )           $ 2,686          
Distribution
    2,745               295          
 
                           
Consolidated income from continuing operations
  $ 2,285             $ 2,981          
 
                       
 
(1)   Three months ended March 31, 2009 includes approximately $3.1 million of goodwill impairment charges.
                                 
    Twelve Months Ended March 31,  
    2009     %     2008     %  
Net sales:
                               
Publishing
  $ 102,828       14.8 %   $ 117,423       16.1 %
Distribution
    592,893       85.2 %     611,007       83.9 %
 
                           
Net sales before inter-company eliminations
    695,721               728,430          
Inter-company eliminations
    (64,730 )             (69,958 )        
 
                           
Net sales as reported
  $ 630,991             $ 658,472          
 
                           
Income (loss) from continuing operations:
                               
Publishing (2)
  $ (98,261 )           $ 12,693          
Distribution (3)
    1,143               5,138          
 
                           
Consolidated income (loss) from continuing operations
  $ (97,118 )           $ 17,831          
 
                           
 
(2)   Twelve months ended March 31, 2009 includes approximately $110.5 million of impairment and other pre-tax charges.
 
(3)   Twelve months ended March 31, 2009 includes approximately $591,000 of impairment and other pre-tax charges.

 


 

Reconciliation of Net Income (Loss) from Continuing Operations to EBITDA
                                 
    Three Months Ended     Twelve Months Ended  
    March 31,     March 31,  
    2009     2008     2009     2008  
Net income (loss) from continuing operations, as reported
  $ 3,171     $ 919     $ (88,434 )   $ 7,056  
Interest expense (income), net
    718       1,178       4,544       5,868  
Tax expense (benefit)
    (1,772 )     819       (14,483 )     5,273  
Depreciation and amortization
    1,945       2,540       8,943       9,587  
Impairment and other charges
    3,108             111,102        
Share-based compensation
    246       246       1,033       1,072  
 
                       
EBITDA
  $ 7,416     $ 5,702     $ 22,705     $ 28,856  
 
                       
Reconciliation of Income (Loss) from Continuing Operations to Income (Loss) Before Impairment
                         
    Three Months Ended March 31, 2009  
    Publishing     Distribution     Total  
Income (loss) from continuing operations:
  $ (460 )   $ 2,745     $ 2,285  
Impairment and other charges
    3,108             3,108  
 
                 
Income (loss) from continuing operations before impairment:
  $ 2,648     $ 2,745     $ 5,393