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8-K - 8-K - REGIS CORPa12-3536_18k.htm

Exhibit 99

 

 

CONTACT: REGIS CORPORATION:

 

Mark Fosland — SVP, Finance and Investor Relations

 

952-806-1707

 

Andy Larew — Director, Finance-Investor Relations

 

952-806-1425

 

For Immediate Release

 

REGIS REPORTS SECOND QUARTER 2012 RESULTS

 

-2Q12 GAAP net loss of $57.4 million; GAAP diluted loss per share of $1.01-

-2Q12 operational diluted earnings per share of $0.32 up 24.8% from $0.25 in 2Q11-

 

MINNEAPOLIS, January 26, 2012 — Regis Corporation (NYSE:RGS), the global leader in the $160 billion haircare industry, today reported a second quarter net loss of $1.01 per share.  These results include non-operational after-tax items of $77.0 million primarily related to the non-cash write-down of goodwill in its Hair Restoration Centers segment.  Absent non-operational items, second quarter operational earnings increased to $0.32 per diluted share.

 

Randy L. Pearce, President, commented, “Our second quarter operational earnings of $0.32 per share were the result of Regis’ commitment to improving financial performance while continuing to develop and implement our strategy to drive new traffic and increase customer retention rates by enhancing the salon experience.

 

Our entire organization is focused on improving the salon experience and we are confident that our long-term plan will deliver improved financial results.  However, the sales environment remains challenging and it will take time for our strategies to have a material impact on our top-line performance.  As a result, we now believe that fiscal 2012 same-store sales will be in the range of negative 3.5% to negative 2.5%.  At these lower same-store sales levels, our operational EBITDA should be in a range of $210 million to $220 million.  We expect benefits from our previously announced cost saving initiatives to offset a significant portion of the impact from the decline in sales expectations.  We continue to work hard to ensure Regis grows profitably and operates efficiently in order to enhance shareholder value.”

 

FISCAL 2012 SECOND QUARTER FINANCIAL HIGHLIGHTS

 

Consolidated Highlights

 

·                  Sales of $563.3 million, down 1.9% from $574.4 million in the second quarter of fiscal 2011.

·                  Same-store sales declined 3.0% versus a decline of 1.3% in the second quarter of fiscal 2011.

·                  Same-store customer counts for our salon businesses declined 2.4% in the second quarter of fiscal 2012.

·                  Gross margin increased 30 basis points to 44.8% of sales from 44.5% in the second quarter of fiscal 2011.

·                  Operational operating margins increased 20 basis points to 4.4% of sales from 4.2% in the second quarter of fiscal 2011. Operational net income of $19.6 million increased 28.4%, from $15.3 million in the second quarter of fiscal 2011.

 



 

·                  Operational diluted earnings per share of $0.32 increased 24.8%, from $0.25 in the second quarter of fiscal 2011

·                  Operational EBITDA of $51.9 million decreased 2.0%, from $52.9 million in the second quarter of fiscal 2011.

·                  Net store base increased by 33 over the same period a year ago for a total store count of 12,777. This increase is primarily driven by growth in the number of franchise and affiliate locations.

·                  The reported income tax rate was 5.2%, which includes the impact of the non-operational charges.  The operational income tax rate was 25.8%.

·                  As of December 31, 2011 the cash balance was $83.1 million, a decrease of $13.2 million since June 30, 2011.

·                  Debt on the balance sheet was $292.9 million, a decrease of $20.5 million since June 30, 2011.

 

Segment Results:

 

North America Salons

 

Revenues: Second quarter 2012 revenues were $492.1 million, a decrease of 1.9% from the fiscal 2011 second quarter. Service revenues were $379.7 million, a decrease of 2.3% compared to the same period a year ago.  Same-store service sales for the quarter declined 3.2%. Same-store service customer counts declined 2.1% and average ticket declined 1.1%.   Retail product revenues were $103.2 million, a decrease of 0.6%.  Retail product same-store sales declined 1.5%.

 

Service Margins: Service margin rate for the second quarter of fiscal 2012 was 42.4%, an improvement of 80 basis points over the second quarter of fiscal 2011.  The improvement in service margin was driven largely by reduced service commissions.  Labor costs improved due to increased hourly productivity in our salons, as well as the recently implemented leveraged pay plans for new salon employees.

 

Retail Product Margins: Product margin rate for the second quarter of fiscal 2012 was 49.8%, a decline of 50 basis points compared to the second quarter of fiscal 2011. Product margins were impacted by a shift in sales mix during the holiday season to slightly lower margin nail care and salon accessories.

 

Site Operating Expense: Site operating expense for the second quarter of 2012 was 30 basis points, or $2.3 million lower than the second quarter of 2011, coming in at $44.5 million or 9.0% of revenue.  Several cost savings initiatives account for a large portion of this improvement, including reduced insurance and workers’ compensation costs.   We experienced lower salon claims this year and as a result, we recorded a favorable actuarial adjustment to our insurance reserves.

 

General and Administrative Expense: General and administrative expense for the second quarter of 2012 was 70 basis points, or $3.9 million lower than the second quarter of 2011, coming in at $28.6 million or 5.8% of North American revenue.   A large portion of the decline in expense relates to the implementation of new portable technology for our field staff, which contributed to a decrease in travel.  Additionally, last year’s expenses were higher than normal due to a national salon manager meeting in our Regis Salon Division which was not conducted this year.

 

Rent Expense: Rent expense was $73.7 million, or 15.0% of North American revenue.  The increase of 40 basis points over the same period a year ago was primarily the result of deleveraging due to negative same-store sales.

 

Depreciation and Amortization Expense: Depreciation and amortization was $17.7 million, or 3.6% of North American revenues; which included non-operational charges of $0.8 million related to the accelerated depreciation on our point-of-sale system.  Operational depreciation and amortization was $16.9 million, or 3.4% of North American revenues, a decrease of 10 basis points over the second quarter of fiscal 2011.

 



 

Operating Margins: Second quarter 2012 GAAP operating margins were 11.7% of North American revenues.  Excluding non-operational items, operational operating margins were 11.8% of North American revenues, an increase of 120 basis points over the second quarter of fiscal 2011.

 

International Salons

 

Revenues: Second quarter 2012 revenues were $34.1 million, a decrease of 8.1% from the fiscal 2011 second quarter. Service revenues were $24.3 million, a decrease of 5.1% compared to the same period a year ago.  Same-store service sales for the quarter declined 6.7%.  Retail product revenues were $9.7 million, a decrease of 14.9%.  Retail product same-store sales declined 16.1%.

 

Service Margins: Service margin rate for the second quarter of fiscal 2012 was 46.1%, a decline of 200 basis points over the second quarter of fiscal 2011.  The decline in service margin was primarily driven by lower salon productivity due to reduced sales levels.

 

Retail Product Margins: Product margin rate for the second quarter of fiscal 2012 was 46.0%, an increase of 80 basis points compared to the fiscal 2011 second quarter. The increase in product margins was the result of a shift in the mix of product sales away from lower margin salon appliances.

 

Rent Expense: Rent expense was $9.1 million, or 26.6% of International revenue.  The increase of 260 basis points over the same period a year ago was primarily the result of deleveraging due to negative same-store sales.

 

Operating Margins: Second quarter 2012 GAAP operating margins were $0.2 million, or 0.6% of International revenues; which includes non-operational depreciation expense of $0.1 million related to the accelerated depreciation on our point-of-sale system.  Operational operating margins were $0.3 million, or 0.9% of International revenues, a decrease of 340 basis points compared to the second quarter of fiscal 2011.

 

Hair Restoration Centers

 

Revenues: Second quarter 2012 revenues were $37.1 million, an increase of 3.6% from the second quarter of fiscal year 2011.  Same-store sales for the quarter increased 1.7%.

 

Gross Margins: Gross margin rate for the second quarter of fiscal 2012 was 53.2%, a decline of 230 basis points over the second quarter of fiscal 2011.  The decline in gross margin was primarily driven by labor costs in acquired and new stores, as well as increased hair system costs due to wage pressure in China.

 

Operating Margins: Second quarter 2012 GAAP operating margins were a loss of $73.6 million, or -198.0% of Hair Club revenues, which includes non-operational expense related to the write-down of goodwill of $78.4 million.  Operational operating margins were $4.9 million, or 13.1% of Hair Club revenues, a decrease of 120 basis points compared to the second quarter of fiscal 2011.

 

Corporate

 

General and Administrative Expense: Corporate general and administrative expense for the second quarter of 2012 was $35.5 million, or 6.3% of consolidated revenues, which includes non-operational charges of $1.8 million.  Operational general and administrative expense for the second quarter of 2012 was $33.7 million or 6.0% of consolidated revenue, an increase of 70 basis points over the second quarter of 2011.  Contributing to the planned increase in this expense category were higher professional fees,  largely due to the timing of costs incurred for tax, legal and other corporate initiatives.   We continue to expect general and administrative expenses to be lower in the second half of the fiscal year than that incurred in the first six months.

 



 

Income Taxes

 

During the three months ended December 31, 2011, the Company recognized a tax benefit of $3.5 million with a corresponding effective tax rate of 5.2% utilizing the year-to-date method rather than utilizing its historical method of calculating an estimated annual effective tax rate.  The Company’s operational tax rate of 25.8% came in better than expected due to larger than planned job tax credits and the release of state income tax reserves.

 

Equity in Income of Affiliates

 

Income from equity method investments and affiliated companies was $5.3 million in the second quarter of 2012, an increase of $2.2 million over the second quarter of 2011.  The majority of the improvement in this category relates to the increase in Regis’ ownership percentage in Provalliance.  In March 2011, Regis acquired an additional 17% percent of Provalliance and now owns 47% of the joint venture.

 

Updated Fiscal 2012 Outlook

 

·                  The Company expects fiscal 2012 same-store sales to be in the range of negative 3.5% to to negative 2.5%.

·                  At these same-store levels, EBITDA is expected to be in a range of $210 million to $220 million and operational earnings are forecasted to be in a range of $1.11 to $1.21 per share.

·                  Regis plans to spend approximately $100 million for salon and corporate capital expenditures and up to $15 million for acquisitions.

·                  The Company expects to generate free cash flow of approximately $70 million to $80 million.

·                  As previously announced, the Company has identified a new third party point-of-sale software alternative, which it is now planning to implement in all of its company-owned salons over the next year.  The new point-of-sale system will replace the current point-of-sale system and enable the Company to accelerate its strategies and initiatives.  As a result, the Company expects to incur in the remainder of fiscal 2012 pre-tax, non-operational expense of approximately $2 million related to the acceleration of depreciation on the current point-of-sale system.

 

Second Quarter Non-Operational Items

 

Second quarter non-operational items, which netted to $77.0 million on an after-tax basis, consisted of the following items:

 

·                  As previously disclosed, the Company is reviewing alternatives for non-core assets and has retained an independent financial advisor.  In connection with this review, the Company updated the Hair Restoration Centers projections used in the fiscal 2011 annual impairment test to reflect the impact of more recent industry developments including a slow down in revenue growth and increasing supply costs.  As a result, the Company recorded a non-cash, after-tax goodwill impairment of $72.6 million.

·                  Accelerated depreciation expense of $4.0 million after-tax related the replacement of the current point-of-sale system with a new third party point-of-sale software system.

·                  $0.7 million of after-tax advisory fees and other costs related to the recent proxy contest.

·                  Senior management restructuring costs of $0.4 million after-tax.

·                  Legal settlement resulting in income of $0.7 million, after-tax.

 

A complete reconciliation of reported earnings to operational earnings is included in today’s press release and is available on the Company’s website at www.regiscorp.com.

 

Regis Corporation will host a conference call discussing second quarter results today, January 26, 2012 at 10 a.m., Central time. Interested parties are invited to listen by logging on to

 



 

www.regiscorp.com or dialing 877-941-0843. A replay of the call will be available later that day. The replay phone number is 800-406-7325, access code 4504728#.

 

As of December 31, 2011 Regis Corporation owned, franchised, or held ownership interest in 12,777 worldwide locations.

 

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, 2011, the Company owned, franchised or held ownership interests in approximately 12,800 worldwide locations.  Regis’ corporate and franchised locations operate under concepts such as Supercuts, Sassoon Salon, Regis Salons, MasterCuts, SmartStyle, Cost Cutters, Cool Cuts 4 Kids 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 in the U.S. 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.  For additional information about the company, including a reconciliation of certain non-GAAP financial information and certain supplemental 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 may contain “forward-looking statements” within the meaning of the federal securities laws, including statements concerning anticipated future events and expectations that are not historical facts. 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 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 and financing for new salon development and to maintain satisfactory relationships with landlords and other licensors with respect to existing locations; 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; or other factors not listed above. The ability of the Company to meet its expected revenue target 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, 2011. 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, 2011 and June 30, 2011

(In thousands, except per share data)

 

 

 

December 31, 2011

 

June 30, 2011

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

83,099

 

$

96,263

 

Receivables, net

 

31,944

 

27,149

 

Inventories

 

170,551

 

150,804

 

Deferred income taxes

 

15,082

 

17,887

 

Income tax receivable

 

17,322

 

22,341

 

Other current assets

 

29,681

 

32,118

 

Total current assets

 

347,679

 

346,562

 

 

 

 

 

 

 

Property and equipment, net

 

327,381

 

347,811

 

Goodwill

 

604,097

 

680,512

 

Other intangibles, net

 

106,411

 

111,328

 

Investment in and loans to affiliates

 

251,573

 

261,140

 

Other assets

 

59,820

 

58,400

 

 

 

 

 

 

 

Total assets

 

$

1,696,961

 

$

1,805,753

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Long-term debt, current portion

 

$

28,999

 

$

32,252

 

Accounts payable

 

52,541

 

55,107

 

Accrued expenses

 

175,105

 

167,321

 

Total current liabilities

 

256,645

 

254,680

 

 

 

 

 

 

 

Long-term debt and capital lease obligations

 

263,882

 

281,159

 

Other noncurrent liabilities

 

216,077

 

237,295

 

 

 

 

 

 

 

Total liabilities

 

736,604

 

773,134

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Common stock, $0.05 par value; issued and outstanding 57,650,228 and 57,710,811 common shares at December 31, 2011 and June 30, 2011, respectively

 

2,883

 

2,886

 

Additional paid-in capital

 

345,827

 

341,190

 

Accumulated other comprehensive income

 

55,661

 

77,946

 

Retained earnings

 

555,986

 

610,597

 

 

 

 

 

 

 

Total shareholders’ equity

 

960,357

 

1,032,619

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

1,696,961

 

$

1,805,753

 

 

-more-

 



 

REGIS CORPORATION (NYSE: RGS)

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)

(In thousands, except per share data)

 

 

 

Three Months Ended
December 31,

 

Six Months Ended
December 31,

 

 

 

2011

 

2010

 

2011

 

2010

 

Revenues:

 

 

 

 

 

 

 

 

 

Service

 

$

421,299

 

$

430,939

 

$

852,999

 

$

870,468

 

Product

 

132,208

 

133,824

 

259,125

 

262,429

 

Royalties and fees

 

9,771

 

9,609

 

19,903

 

19,720

 

 

 

563,278

 

574,372

 

1,132,027

 

1,152,617

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Cost of service

 

242,341

 

249,705

 

488,352

 

499,206

 

Cost of product

 

63,469

 

63,926

 

123,448

 

125,001

 

Site operating expenses

 

48,425

 

50,597

 

100,880

 

99,606

 

General and administrative

 

75,066

 

75,848

 

153,745

 

149,922

 

Rent

 

85,473

 

85,235

 

169,920

 

170,343

 

Depreciation and amortization

 

31,695

 

26,197

 

65,801

 

52,241

 

Goodwill impairment

 

78,426

 

 

78,426

 

 

Total operating expenses

 

624,895

 

551,508

 

1,180,572

 

1,096,319

 

 

 

 

 

 

 

 

 

 

 

Operating (loss) income

 

(61,617

)

22,864

 

(48,545

)

56,298

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Interest expense

 

(7,203

)

(8,738

)

(14,563

)

(17,661

)

Interest income and other, net

 

2,659

 

2,604

 

3,975

 

3,381

 

(Loss) income before income taxes and equity in income of affiliated companies

 

(66,161

)

16,730

 

(59,133

)

42,018

 

Income taxes

 

3,453

 

(5,345

)

730

 

(14,992

)

Equity in income of affiliated companies, net of income taxes

 

5,281

 

3,120

 

9,313

 

5,799

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income

 

$

(57,427

)

$

14,505

 

$

(49,090

)

$

32,825

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

(1.01

)

$

0.26

 

$

(0.86

)

$

0.58

 

Diluted

 

$

(1.01

)

$

0.24

 

$

(0.86

)

$

0.54

 

 

 

 

 

 

 

 

 

 

 

Weighted average common and common equivalent shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

56,857

 

56,684

 

56,853

 

56,657

 

Diluted

 

56,857

 

68,136

 

56,853

 

68,053

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per common share

 

$

0.06

 

$

0.04

 

$

0.12

 

$

0.08

 

 

-more-

 



 

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

 

 

 

Six Months Ended
December 31,

 

 

 

2011

 

2010

 

 

 

 

 

 

 

Net cash provided by operating activities

 

$

61,947

 

$

102,833

 

Net cash used in investing activities

 

(42,877

)

(38,750

)

Net cash used in financing activities

 

(28,942

)

(46,433

)

Effect of exchange rate changes on cash and cash equivalents

 

(3,292

)

4,769

 

(Decrease) increase in cash and cash equivalents

 

(13,164

)

22,419

 

Cash and cash equivalents:

 

 

 

 

 

Beginning of year

 

96,263

 

151,871

 

End of year

 

$

83,099

 

$

174,290

 

 

-more-

 



 

REGIS CORPORATION (NYSE: RGS)

Salon and Hair Restoration Center Counts and Revenues

 

 

 

December 31,
2011

 

June 30,
2011

 

SYSTEM-WIDE LOCATIONS:

 

 

 

 

 

 

 

 

 

 

 

Company-owned salons

 

7,851

 

7,883

 

Franchise salons

 

2,007

 

1,936

 

Company-owned hair restoration centers

 

68

 

67

 

Franchise hair restoration centers

 

29

 

29

 

Ownership interest locations

 

2,822

 

2,786

 

Total, system-wide

 

12,777

 

12,701

 

 

SALON LOCATION SUMMARY

 

 

 

December 31,
2011

 

June 30,
2011

 

NORTH AMERICAN SALONS:

 

 

 

 

 

REGIS SALONS

 

 

 

 

 

Open at beginning of period

 

1,023

 

1,049

 

Salons constructed

 

4

 

12

 

Acquired

 

 

9

 

Less relocations

 

(4

)

(10

)

Salon openings

 

 

11

 

Conversions

 

 

(1

)

Salons closed

 

(21

)

(36

)

Total, Regis Salons

 

1,002

 

1,023

 

 

 

 

 

 

 

MASTERCUTS

 

 

 

 

 

Open at beginning of period

 

588

 

600

 

Salons constructed

 

6

 

6

 

Acquired

 

 

 

Less relocations

 

(4

)

(5

)

Salon openings

 

2

 

1

 

Conversions

 

 

1

 

Salons closed

 

(3

)

(14

)

Total, MasterCuts Salons

 

587

 

588

 

 

 

 

 

 

 

SMARTSTYLE/COST CUTTERS IN WALMART

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

2,393

 

2,374

 

Salons constructed

 

32

 

65

 

Acquired

 

 

 

Franchise buybacks

 

 

 

Less relocations

 

(1

)

(1

)

Salon openings

 

31

 

64

 

Conversions

 

 

 

Salons closed

 

(1

)

(45

)

Total company-owned salons

 

2,423

 

2,393

 

 

 

 

 

 

 

Franchise salons:

 

 

 

 

 

Open at beginning of period

 

120

 

119

 

Salons constructed

 

2

 

3

 

Acquired

 

 

 

Less relocations

 

 

 

Salon openings

 

2

 

3

 

Conversions

 

 

 

Franchise buybacks

 

 

 

Salons closed

 

 

(2

)

Total franchise salons

 

122

 

120

 

 

 

 

 

 

 

Total, SmartStyle/Cost Cutters Salons in Walmart

 

2,545

 

2,513

 

 

- more -

 



 

 

 

December 31,
2011

 

June 30,
2011

 

SUPERCUTS

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

1,158

 

1,100

 

Salons constructed

 

26

 

24

 

Acquired

 

1

 

 

Franchise buybacks

 

2

 

73

 

Less relocations

 

(5

)

(3

)

Salon openings

 

24

 

94

 

Conversions

 

56

 

13

 

Salons closed

 

(26

)

(49

)

Total company-owned salons

 

1,212

 

1,158

 

 

 

 

 

 

 

Franchise salons:

 

 

 

 

 

Open at beginning of period

 

987

 

1,034

 

Salons constructed

 

37

 

43

 

Acquired

 

 

 

Less relocations

 

(1

)

(7

)

Salon openings

 

36

 

36

 

Conversions

 

5

 

10

 

Franchise buybacks

 

(2

)

(73

)

Salons closed

 

(3

)

(20

)

Total franchise salons

 

1,023

 

987

 

 

 

 

 

 

 

Total, Supercuts Salons

 

2,235

 

2,145

 

 

 

 

 

 

 

PROMENADE

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

2,321

 

2,382

 

Salons constructed

 

20

 

26

 

Acquired

 

 

18

 

Franchise buybacks

 

6

 

5

 

Less relocations

 

(7

)

(10

)

Salon openings

 

19

 

39

 

Conversions

 

(56

)

(14

)

Salons sold to franchisees

 

(5

)

 

Salons closed

 

(57

)

(86

)

Total company-owned salons

 

2,222

 

2,321

 

 

 

 

 

 

 

Franchise salons:

 

 

 

 

 

Open at beginning of period

 

829

 

867

 

Salons constructed

 

19

 

21

 

Acquired (2)

 

31

 

 

Salons purchased from the Company

 

5

 

 

Less relocations

 

(2

)

(7

)

Salon openings

 

53

 

14

 

Conversions

 

(5

)

(9

)

Franchise buybacks

 

(6

)

(5

)

Salons closed

 

(9

)

(38

)

Total franchise salons

 

862

 

829

 

 

 

 

 

 

 

Total, Promenade Salons

 

3,084

 

3,150

 

 

- more -

 



 

 

 

December 31,
2011

 

June 30,
2011

 

INTERNATIONAL SALONS (1):

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

400

 

404

 

Salons constructed

 

12

 

13

 

Acquired

 

 

 

Franchise buybacks

 

 

 

Less relocations

 

(1

)

(2

)

Salon openings

 

11

 

11

 

Conversions

 

 

 

Salons closed

 

(6

)

(15

)

Total company-owned salons

 

405

 

400

 

 

 

 

 

 

 

Total franchise salons

 

 

 

 

 

 

 

 

 

Total, International Salons

 

405

 

400

 

 

 

 

 

 

 

TOTAL SYSTEM-WIDE SALONS:

 

 

 

 

 

Company-owned salons:

 

 

 

 

 

Open at beginning of period

 

7,883

 

7,909

 

Salons constructed

 

100

 

146

 

Acquired

 

1

 

27

 

Franchise buybacks

 

8

 

78

 

Less relocations

 

(22

)

(31

)

Salon openings

 

87

 

220

 

Conversions

 

 

(1

)

Salons sold to franchisees

 

(5

)

 

Salons closed

 

(114

)

(245

)

Total company-owned salons

 

7,851

 

7,883

 

 

 

 

 

 

 

Franchise salons:

 

 

 

 

 

Open at beginning of period

 

1,936

 

2,020

 

Salons constructed

 

58

 

67

 

Acquired (2)

 

31

 

 

Salons purchased from the Company

 

5

 

 

Less relocations

 

(3

)

(14

)

Salon openings

 

91

 

53

 

Conversions

 

 

1

 

Franchise buybacks

 

(8

)

(78

)

Salons sold

 

 

 

Salons closed

 

(12

)

(60

)

Total franchise salons

 

2,007

 

1,936

 

 

 

 

 

 

 

Total, Salons

 

9,858

 

9,819

 

 

 

 

 

 

 

HAIR RESTORATION CENTERS:

 

 

 

 

 

Company-owned hair restoration centers:

 

 

 

 

 

Open at beginning of period

 

67

 

62

 

Salons constructed

 

3

 

3

 

Acquired

 

 

 

Franchise buybacks

 

 

4

 

Less relocations

 

(2

)

(1

)

Salon openings

 

1

 

6

 

Conversions

 

 

 

Sites closed

 

 

(1

)

Total company-owned hair restoration centers

 

68

 

67

 

 

-more-

 



 

 

 

December 31,
2011

 

June 30,
2011

 

Franchise hair restoration centers:

 

 

 

 

 

Open at beginning of period

 

29

 

33

 

Salons constructed

 

 

 

Acquired

 

 

 

Less relocations

 

 

 

Salon openings

 

 

 

Franchise buybacks

 

 

(4

)

Sites closed

 

 

 

Total franchise hair restoration centers

 

29

 

29

 

 

 

 

 

 

 

Total, Hair Restoration Centers

 

97

 

96

 

 

 

 

 

 

 

Ownership interest locations

 

2,822

 

2,786

 

 

 

 

 

 

 

Grand Total, System-wide

 

12,777

 

12,701

 

 


(1) Canadian and Puerto Rican salons are included in the Regis, MasterCuts, SmartStyle, Supercuts, and Promenade salon totals and not included in the International salon totals.

(2) Represents the acquisition of a franchise network.

 

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)

 

2011

 

2010

 

2011

 

2010

 

North American salons:

 

 

 

 

 

 

 

 

 

Regis

 

$

104,629

 

$

108,928

 

$

209,496

 

$

216,433

 

MasterCuts

 

40,293

 

41,295

 

80,751

 

83,335

 

SmartStyle

 

125,980

 

129,671

 

254,464

 

262,224

 

Supercuts

 

85,031

 

78,310

 

168,634

 

157,633

 

Promenade

 

136,136

 

143,245

 

276,581

 

288,757

 

Total North American salons

 

492,069

 

501,449

 

989,926

 

1,008,382

 

 

 

 

 

 

 

 

 

 

 

International salons

 

34,069

 

37,077

 

67,558

 

72,135

 

Hair restoration centers

 

37,140

 

35,846

 

74,543

 

72,100

 

Consolidated revenues

 

$

563,278

 

$

574,372

 

$

1,132,027

 

$

1,152,617

 

 

 

 

 

 

 

 

 

 

 

Percentage change from prior year

 

(1.9

)%

(0.2

)%

(1.8

)%

(2.4

)%

 

 

 

 

 

 

 

 

 

 

Same-store sales decrease (1)

 

(3.0

)%

(1.3

)%

(3.1

)%

(1.4

)%

 


(1)          Same-store sales are calculated on a daily basis as the total change in sales for company-owned locations which were open on a specific day of the week during the current period and the corresponding prior period. Quarterly and year-to-date same-store sales are the sum of the same-store sales computed on a daily basis. Locations relocated within a one mile radius 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 to remove foreign currency fluctuations from the calculation. Management believes that same-store sales, a component of organic growth, are useful in order to help determine the increase in revenues attributable to its organic growth (new locations construction and same-store sales growth) versus growth from acquisitions.

 

- more -

 



 

FINANCIAL INFORMATION BY SEGMENT:

 

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

 

 

 

For the Three Months Ended December 31, 2011

 

 

 

 

 

Hair

 

 

 

 

 

 

 

Salons

 

Restoration

 

Unallocated

 

 

 

(Dollars in thousands)

 

North America

 

International

 

Centers

 

Corporate

 

Consolidated

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

379,694

 

$

24,331

 

$

17,274

 

$

 

$

421,299

 

Product

 

103,162

 

9,738

 

19,308

 

 

132,208

 

Royalties and fees

 

9,213

 

 

558

 

 

9,771

 

 

 

492,069

 

34,069

 

37,140

 

 

563,278

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Cost of service

 

218,547

 

13,122

 

10,672

 

 

242,341

 

Cost of product

 

51,753

 

5,254

 

6,462

 

 

63,469

 

Site operating expenses

 

44,466

 

2,359

 

1,600

 

 

48,425

 

General and administrative

 

28,584

 

2,956

 

8,060

 

35,466

 

75,066

 

Rent

 

73,686

 

9,060

 

2,224

 

503

 

85,473

 

Depreciation and amortization

 

17,692

 

1,112

 

3,249

 

9,642

 

31,695

 

Goodwill impairment

 

 

 

78,426

 

 

78,426

 

Total operating expenses

 

434,728

 

33,863

 

110,693

 

45,611

 

624,895

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

57,341

 

206

 

(73,553

)

(45,611

)

(61,617

)

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

(7,203

)

(7,203

)

Interest income and other, net

 

 

 

 

2,659

 

2,659

 

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

 

$

57,341

 

$

206

 

$

(73,553

)

$

(50,155

)

$

(66,161

)

 

- more -

 



 

 

 

For the Three Months Ended December 31, 2010

 

 

 

 

 

 

 

Hair

 

 

 

 

 

 

 

Salons

 

Restoration

 

Unallocated

 

 

 

(Dollars in thousands)

 

North America

 

International

 

Centers

 

Corporate

 

Consolidated

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

388,656

 

$

25,634

 

$

16,649

 

$

 

$

430,939

 

Product

 

103,775

 

11,443

 

18,606

 

 

133,824

 

Royalties and fees

 

9,018

 

 

591

 

 

9,609

 

 

 

501,449

 

37,077

 

35,846

 

 

574,372

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Cost of service

 

226,739

 

13,314

 

9,652

 

 

249,705

 

Cost of product

 

51,622

 

6,266

 

6,038

 

 

63,926

 

Site operating expenses

 

46,739

 

2,593

 

1,265

 

 

50,597

 

General and administrative

 

32,485

 

3,259

 

8,276

 

31,828

 

75,848

 

Rent

 

73,454

 

8,903

 

2,314

 

564

 

85,235

 

Depreciation and amortization

 

17,423

 

1,161

 

3,169

 

4,444

 

26,197

 

Total operating expenses

 

448,462

 

35,496

 

30,714

 

36,836

 

551,508

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

52,987

 

1,581

 

5,132

 

(36,836

)

22,864

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

(8,738

)

(8,738

)

Interest income and other, net

 

 

 

 

2,604

 

2,604

 

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

 

$

52,987

 

$

1,581

 

$

5,132

 

$

(42,970

)

$

16,730

 

 

- more -

 



 

 

 

For the Six Months Ended December 31, 2011

 

 

 

 

 

 

 

Hair

 

 

 

 

 

 

 

Salons

 

Restoration

 

Unallocated

 

 

 

(Dollars in thousands)

 

North America

 

International

 

Centers

 

Corporate

 

Consolidated

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

769,858

 

$

49,184

 

$

33,957

 

$

 

$

852,999

 

Product

 

201,299

 

18,374

 

39,452

 

 

259,125

 

Royalties and fees

 

18,769

 

 

1,134

 

 

19,903

 

 

 

989,926

 

67,558

 

74,543

 

 

1,132,027

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Cost of service

 

441,826

 

25,812

 

20,714

 

 

488,352

 

Cost of product

 

100,197

 

9,833

 

13,418

 

 

123,448

 

Site operating expenses

 

92,762

 

5,034

 

3,084

 

 

100,880

 

General and administrative

 

58,290

 

5,881

 

17,333

 

72,241

 

153,745

 

Rent

 

146,901

 

17,824

 

4,495

 

700

 

169,920

 

Depreciation and amortization

 

35,662

 

2,418

 

6,558

 

21,163

 

65,801

 

Goodwill impairment

 

 

 

78,426

 

 

78,426

 

Total operating expenses

 

875,638

 

66,802

 

144,028

 

94,104

 

1,180,572

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

114,288

 

756

 

(69,485

)

(94,104

)

(48,545

)

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

(14,563

)

(14,563

)

Interest income and other, net

 

 

 

 

3,975

 

3,975

 

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

 

$

114,288

 

$

756

 

$

(69,485

)

$

(104,692

)

$

(59,133

)

 

- more -

 



 

 

 

For the Six Months Ended December 31, 2010

 

 

 

 

 

 

 

Hair

 

 

 

 

 

 

 

Salons

 

Restoration

 

Unallocated

 

 

 

(Dollars in thousands)

 

North America

 

International

 

Centers

 

Corporate

 

Consolidated

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

785,977

 

$

50,997

 

$

33,494

 

$

 

$

870,468

 

Product

 

203,895

 

21,138

 

37,396

 

 

262,429

 

Royalties and fees

 

18,510

 

 

1,210

 

 

19,720

 

 

 

1,008,382

 

72,135

 

72,100

 

 

1,152,617

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Cost of service

 

454,036

 

26,042

 

19,128

 

 

499,206

 

Cost of product

 

101,355

 

11,511

 

12,135

 

 

125,001

 

Site operating expenses

 

93,068

 

4,783

 

1,755

 

 

99,606

 

General and administrative

 

62,363

 

6,211

 

16,855

 

64,493

 

149,922

 

Rent

 

147,072

 

17,573

 

4,578

 

1,120

 

170,343

 

Depreciation and amortization

 

34,655

 

2,248

 

6,312

 

9,026

 

52,241

 

Total operating expenses

 

892,549

 

68,368

 

60,763

 

74,639

 

1,096,319

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

115,833

 

3,767

 

11,337

 

(74,639

)

56,298

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

(17,661

)

(17,661

)

Interest income and other, net

 

 

 

 

3,381

 

3,381

 

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

 

$

115,833

 

$

3,767

 

$

11,337

 

$

(88,919

)

$

42,018

 

 

- more -

 



 

Non-GAAP Reconciliations

 

We believe our presentation of non-GAAP operating income, net income and net income per diluted share provides meaningful insight into our ongoing operating performance and an alternative perspective of our results of operations. Presentation of the non-GAAP measures allows investors to review our core ongoing operating performance business from the same perspective as management and Board of Directors. These non-GAAP financial measures provide investors an enhanced understanding of our operations, facilitate investors’ analysis and comparisons of our current and past results of operations and provide insight into the prospects of our future performance.  We also believe that the non-GAAP measures are useful to investors because they provide supplemental information that research analysts frequently use to analyze financial performance.

 

The method we use to produce non-GAAP results is not in accordance with U.S. GAAP and may differ from methods used by other companies.  These non-GAAP results should not be regarded as a substitute for the corresponding U.S. GAAP measures but instead should be utilized as a supplemental measure of operating performance in evaluating our business.  Non-GAAP measures do have limitations in that they do not reflect certain items that may have a material impact upon our reported financial results. As such, these non-GAAP measures should be viewed in conjunction with both our financial statements prepared in accordance with U.S. GAAP and the reconciliation of the selected U.S. GAAP to non-GAAP financial measures, which are located in the Investor Information section of the corporate website at www.regiscorp.com.

 

Non-GAAP reconciling items for the three and six months ended December 31, 2011 and 2010:

 

The following information is provided to give qualitative and quantitative information related to items impacting comparability.  Items impacting comparability are not defined terms within U.S. GAAP.  Therefore, our non-GAAP financial information may not be comparable to similarly titled measures reported by other companies.  We determine which items to consider as “items impacting comparability” based on how management views our business, makes financial, operating and planning decisions and evaluates the Company’s ongoing performance.

 

Senior management restructure — We have excluded expense associated with senior management restructuring from our non-GAAP results.  During the three and six months ended December 31, 2011, we incurred expense of $0.7 and $2.3 million, respectively, associated with senior management restructuring.

 

Proxy fees - We have excluded the advisory fees and other costs associated with the recent contested proxy from our non-GAAP results.  During the three and six months ended December 31, 2011, we incurred $1.1 and $2.2 million, respectively, of advisory fees and other costs associated with the recent contested proxy.

 

Strategic alternative costs - We have excluded the fees associated our exploration of strategic alternatives during our second quarter of fiscal year 2011 from our non-GAAP results.  During the three and six months ended December 31, 2010, we incurred $1.3 million, respectively, of expense related to the exploration of strategic alternatives.

 

Point-of-sale system accelerated depreciation — We have excluded the accelerated depreciation we recorded related to our point-of-sale system from our non-GAAP results. During the three and six months ended December 31, 2011, we recorded $6.3 and $15.0 million, respectively, in accelerated depreciation related to our point-of-sale system.

 

Goodwill impairment — We have excluded the goodwill impairment charge we recorded related to our Hair Restoration Centers reportable segment from our non-GAAP results.  The Company recorded a goodwill impairment charge of $78.4 million related to our Hair Restoration Centers’ reportable segment during the three and six months ended December 31, 2011.

 

Legal settlement — We have excluded income associated with a legal settlement from our non-GAAP results.  During the three and six months ended December 31, 2011 we recorded income of $1.1 million associated with a legal settlement.

 

Tax provision adjustments — The non-GAAP tax provision adjustments are due to the change in non-GAAP taxable income as compared to U.S. GAAP taxable income or loss, resulting from the non-GAAP reconciling items addressed herein.  The non-GAAP tax provision adjustments are made to reflect the year-to-date non-GAAP tax rate for each period.

 

Weighted average shares adjustments — The non-GAAP weighted average shares adjustments are due to the change in non-GAAP net income as compared to the U.S. GAAP net income or loss, resulting from the non-GAAP reconciling items addressed herein.  Non-GAAP net income per share reflects the weighted average shares associated with non-GAAP net income, which includes the dilutive effect of common stock and convertible share equivalents.

 

- more -

 



 

REGIS CORPORATION
 Reconciliation of selected U.S. GAAP to non-GAAP financial measures
 (In thousands, except per share data)

(unaudited)

 

Reconciliation of U.S. GAAP operating (loss) income and net (loss) income to equivalent non-GAAP measures

 

 

 

 

 

Three Months Ended
December 31,

 

Six Months Ended
December 31,

 

 

 

U.S. GAAP financial line item

 

2011

 

2010

 

2011

 

2010

 

U.S. GAAP revenue

 

 

 

$

563,278

 

$

574,372

 

$

1,132,027

 

$

1,152,617

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. GAAP operating (loss) income

 

 

 

$

(61,617

)

$

22,864

 

$

(48,545

)

$

56,298

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP operating expense adjustments:

 

 

 

 

 

 

 

 

 

 

 

Senior management restructure

 

General and administrative

 

696

 

 

2,349

 

 

Proxy fees

 

General and administrative

 

1,096

 

 

2,225

 

 

Strategic alternative costs

 

General and administrative

 

 

1,253

 

 

1,253

 

Point-of-sale accelerated depreciation

 

Depreciation and amortization

 

6,338

 

 

15,037

 

 

Goodwill impairment

 

Goodwill impairment

 

78,426

 

 

78,426

 

 

Total non-GAAP operating expense adjustments

 

 

 

86,556

 

1,253

 

98,037

 

1,253

 

Non-GAAP operating income (5)

 

 

 

$

24,939

 

$

24,117

 

$

49,492

 

$

57,551

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. GAAP net (loss) income

 

 

 

$

(57,427

)

$

14,505

 

$

(49,090

)

$

32,825

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP net (loss) income adjustments:

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP operating expense adjustments

 

 

 

86,556

 

1,253

 

98,037

 

1,253

 

Legal settlement

 

Interest income and other, net

 

(1,098

)

 

(1,098

)

 

Tax provision adjustments (1)

 

Income taxes

 

(8,422

)

(481

)

(12,654

)

(481

)

Total non-GAAP net income adjustments

 

 

 

77,036

 

772

 

84,285

 

772

 

Non-GAAP net income

 

 

 

$

19,609

 

$

15,277

 

$

35,195

 

$

33,597

 

 

Reconciliation of U.S. GAAP net (loss) income per diluted share to non-GAAP net income per diluted share

 

 

 

Three Months Ended
December 31,

 

Six Months Ended
December 31,

 

 

 

2011

 

2010

 

2011

 

2010

 

U.S. GAAP net (loss) income per diluted share (2) 

 

$

(1.010

)

$

0.242

 

$

(0.863

)

$

0.542

 

Senior management restructure (1) 

 

0.006

 

 

0.022

 

 

Proxy fees (1) 

 

0.010

 

 

0.021

 

 

Strategic alternative costs (1) 

 

 

0.011

 

 

0.011

 

Point-of-sale accelerated depreciation (1) 

 

0.059

 

 

0.139

 

 

Goodwill impairment (1) 

 

1.061

 

 

1.062

 

 

Legal settlement (1) 

 

(0.010

)

 

(0.010

)

 

Dilutive effect under if-converted method (4) 

 

0.201

 

 

0.204

 

 

Non-GAAP net income per diluted share (3) (6)

 

$

0.317

 

$

0.254

 

$

0.575

 

$

0.553

 

 

 

 

 

 

 

 

 

 

 

U.S. GAAP Weighted average shares - basic 

 

56,857

 

56,684

 

56,853

 

56,657

 

U.S. GAAP Weighted average shares - diluted 

 

56,857

 

68,136

 

56,853

 

68,053

 

Non-GAAP Weighted average shares - diluted (4) 

 

68,417

 

68,136

 

68,354

 

68,053

 

 


Notes:

(1)         Based on a year-to-date tax rate analysis, the non-GAAP tax provision was calculated to be approximately 37% for the three and six months ended December 31, 2011 for all non-GAAP operating expense adjustments, except the goodwill impairment.  The goodwill impairment had a tax benefit of approximately $5.9 million for both the three and six months ended December 31, 2011, as the charge is only partially deductible for income tax purposes. The non-GAAP tax rate for the three months ended December 31, 2011 was 25.8%. The difference between the non-GAAP effective tax rate of 25.8% for the three months ended December 31, 2011 and the rate used for the tax provision adjustments is primarily the result of application of work opportunity tax credits and the release of state tax reserves during the three months ended December 31, 2011. Based on a projected statutory effective tax rate analysis, the non-GAAP tax provision was calculated to be approximately 38% for the three and six months ended December 31, 2010 for all non-GAAP operating expense adjustments.

 

(2)         For the three and six months ended December 31, 2010 U.S. GAAP net income per diluted share is calculated under the if-converted method. Under the if-converted method for the three and six months ended December 31, 2010, $2.0 and $4.0 million, respectively, of after tax interest expense on the convertible debt is added to net income to determine the net income for diluted earnings per share.

 

(3)         For the three and six months ended December 31, 2011 and 2010 non-GAAP net income per diluted share, has been calculated under the if-converted method. For the three and six months ended December 31, 2011 and 2010, $2.1, $4.1, $2.0 and $4.0 million, respectively, of after tax interest on the convertible debt is added to the non-GAAP net income to determine the non-GAAP net income per diluted earnings per share.

 

(4)         Non-GAAP net income per share reflects the weighted average shares associated with non-GAAP net income, which includes the dilutive effect of common stock and convertible share equivalents. The earnings per share impact of the adjustments for the three and six months ended December 31, 2011 included 0.4 and 0.3 million, respectively of common stock equivalents and convertible share equivalents of 11.2 million, for both periods, of additional shares under the if-converted method. The impact of the adjustments described above result in the effect of the common stock equivalents and convertible share equivalents to be dilutive to the non-GAAP net income per share.

 

(5)         Operational operating margins for the three months ended December 31, 2011, and 2010, was 4.4% and 4.2 %, respectively, and is calculated as non-GAAP operating income divided by U.S. GAAP revenue for each respective period.

 

(6)         Total is a recalculation; line items calculated individually may not sum to total due to rounding.

 

- more -

 



 

REGIS CORPORATION

Summary of Pre-Tax, Income Taxes, and Net Income for Q2 FY12 Non-Operational Items

 

 

 

Pre-Tax

 

Income Taxes

 

Net Income

 

 

 

 

 

 

 

 

 

Senior management restructuring

 

$

696

 

$

(254

)

$

442

 

Proxy fees

 

1,096

 

(404

)

692

 

Point-of-sale accelerated depreciation

 

6,338

 

(2,315

)

4,023

 

Goodwill impairment

 

78,426

 

(5,854

)

72,572

 

Legal settlement

 

(1,098

)

405

 

(693

)

Total

 

$

85,458

 

$

(8,422

)

$

77,036

 

 

REGIS CORPORATION
 Reconciliation of reported U.S. GAAP net loss to operational EBITDA, a non-GAAP financial measure

($ In thousands)

(unaudited)

 

Operational EBITDA

 

EBITDA represents U.S. GAAP net (loss) income for the respective period excluding interest expense, income taxes and depreciation and amortization expense. The Company defines operational EBITDA, as EBITDA excluding equity in income of affiliated companies, and identified items impacting comparability for each respective period. For the three months ended December 31, 2011, the items impacting comparability consisted of $0.7 million of pre-tax expense associated with our senior management restructuring, $1.1 million of pre-tax expense for advisory fees and other costs associated with the recent contested proxy, $78.4 million goodwill impairment charge related to our Hair Restoration Centers reportable segment, and $1.1 million of income associated with a legal settlement. The impact of the $6.3 million of pre-tax accelerated depreciation related to the point-of-sale system and the income tax provision adjustment is already included in the U.S. GAAP reported net loss income to EBITDA reconciliation, therefore there is no adjustment needed for the reconciliation from EBITDA to operational EBITDA. For the three months ended December 31, 2010, the items impacting comparability consisted $1.3 million of pre-tax expense for fees associated our exploration of strategic alternatives. The impact of the income tax provision adjustment is already included in the U.S. GAAP reported net loss income to EBITDA reconciliation, therefore there is no adjustment needed for the reconciliation from EBITDA to operational EBITDA.

 

 

 

Three Months Ended

 

 

 

December 31, 2011

 

December 31, 2010

 

 

 

(Dollars in thousands)

 

Consolidated reported net (loss) income, as reported (U.S. GAAP)

 

$

(57,427

)

$

14,505

 

Interest expense, as reported

 

7,203

 

8,738

 

Income taxes, as reported

 

(3,453

)

5,345

 

Depreciation and amortization, as reported

 

31,695

 

26,197

 

EBITDA (as defined above)

 

$

(21,982

)

$

54,785

 

 

 

 

 

 

 

Equity in income of affiliated companies, net of income taxes, as reported

 

(5,281

)

(3,120

)

Senior management restructuring

 

696

 

 

Proxy fees

 

1,096

 

 

Strategic alternatives costs

 

 

1,253

 

Goodwill impairment, as reported

 

78,426

 

 

Legal settlement

 

(1,098

)

 

Operational EBITDA, non-GAAP financial measure

 

$

51,857

 

$

52,918

 

 

- more -

 



 

REGIS CORPORATION’S NORTH AMERICA REPORTABLE SEGMENT

Reconciliation of selected U.S. GAAP to non-GAAP financial measures
 ($ In thousands)

(unaudited)

 

 

 

As Reported

 

 

 

Non-GAAP

 

 

 

Three
Months
Ended
December 31,
2011

 

% of
Revenues

 

Non-Operational
Adjustments (1)

 

Three
Months
Ended
December 31,
2011

 

% of
Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

379,694

 

77.1

%

$

 

 

 

 

 

Product

 

103,162

 

21.0

 

 

 

 

 

 

Royalties and fees

 

9,213

 

1.9

 

 

 

 

 

 

Total revenues

 

$

492,069

 

100.0

 

$

 

$

492,069

 

100.0

%

 

 

 

 

 

 

 

 

 

 

 

 

Cost of service (2)

 

218,547

 

57.6

 

 

 

 

 

 

Cost of product (3)

 

51,753

 

50.2

 

 

 

 

 

 

Site operating expenses

 

44,466

 

9.0

 

 

 

 

 

 

General and administrative

 

28,584

 

5.8

 

 

 

 

 

 

Rent

 

73,686

 

15.0

 

 

 

 

 

 

Depreciation and amortization

 

17,692

 

3.6

 

(828

)

16,864

 

3.4

 

Goodwill impairment

 

 

 

 

 

 

 

 

Total operating expenses

 

$

434,728

 

88.3

 

$

(828

)

$

433,900

 

88.2

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

57,341

 

11.7

 

$

828

 

$

58,169

 

11.8

 

 


(1)          The three months ended December 31, 2011 included $0.8 million pre-tax expense for the accelerated depreciation related to our point-of-sale system.

(2)          Computed as a percent of service revenues and excludes depreciation expense.

(3)          Computed as a percent of product revenues and excludes depreciation expense.

 

REGIS CORPORATION’S INTERNATIONAL REPORTABLE SEGMENT

Reconciliation of selected U.S. GAAP to non-GAAP financial measures
 ($ In thousands)

(unaudited)

 

 

 

As Reported

 

 

 

Non-GAAP

 

 

 

Three
Months
Ended
December 31,
2011

 

% of
Revenues

 

Non-Operational
Adjustments (1)

 

Three
Months
Ended
December 31,
2011

 

% of
Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

24,331

 

71.4

%

$

 

 

 

 

 

Product

 

9,738

 

28.6

 

 

 

 

 

 

Royalties and fees

 

 

 

 

 

 

 

 

Total revenues

 

$

34,069

 

100.0

 

$

 

$

34,069

 

100.0

%

 

 

 

 

 

 

 

 

 

 

 

 

Cost of service (2)

 

13,122

 

53.9

 

 

 

 

 

 

Cost of product (3)

 

5,254

 

54.0

 

 

 

 

 

 

Site operating expenses

 

2,359

 

6.9

 

 

 

 

 

 

General and administrative

 

2,956

 

8.7

 

 

 

 

 

 

Rent

 

9,060

 

26.6

 

 

 

 

 

 

Depreciation and amortization

 

1,112

 

3.3

 

(95

)

1,017

 

3.0

 

Goodwill impairment

 

 

 

 

 

 

 

 

Total operating expenses

 

$

33,863

 

99.4

 

$

(95

)

$

33,768

 

99.1

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

206

 

0.6

 

$

95

 

$

301

 

0.9

 

 


(1)          The three months ended December 31, 2011 included $0.1 million pre-tax expense for the accelerated depreciation related to our point-of-sale system.

(2)          Computed as a percent of service revenues and excludes depreciation expense.

(3)          Computed as a percent of product revenues and excludes depreciation expense.

 

- more -

 



 

REGIS CORPORATION’S HAIR RESTORATION CENTERS REPORTABLE SEGMENT

Reconciliation of selected U.S. GAAP to non-GAAP financial measures
 ($ In thousands)

(unaudited)

 

 

 

As Reported

 

 

 

Non-GAAP

 

 

 

Three
Months
Ended
December 31,
2011

 

% of
Revenues

 

Non-Operational
Adjustments (1)

 

Three
Months
Ended
December 31,
2011

 

% of
Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

17,274

 

46.5

%

$

 

 

 

 

 

Product

 

19,308

 

52.0

 

 

 

 

 

 

Royalties and fees

 

558

 

1.5

 

 

 

 

 

 

Total revenues

 

$

37,140

 

100.0

 

$

 

$

37,140

 

100.0

%

 

 

 

 

 

 

 

 

 

 

 

 

Cost of service (2)

 

10,672

 

61.8

 

 

 

 

 

 

Cost of product (3)

 

6,462

 

33.5

 

 

 

 

 

 

Site operating expenses

 

1,600

 

4.3

 

 

 

 

 

 

General and administrative

 

8,060

 

21.7

 

 

 

 

 

 

Rent

 

2,224

 

6.0

 

 

 

 

 

 

Depreciation and amortization

 

3,249

 

8.7

 

 

 

 

 

 

Goodwill impairment

 

78,426

 

211.2

 

(78,426

)

 

 

Total operating expenses

 

$

110,693

 

298.0

 

$

(78,426

)

$

32,267

 

86.9

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating (loss) income

 

$

(73,553

)

(198.0

)

$

78,426

 

$

4,873

 

13.1

 

 


(1)          The three months ended December 31, 2011 included $78.4 million pre-tax expense for the goodwill impairment related to the Company’s Hair Restoration Centers’ reportable segment.

(2)          Computed as a percent of service revenues and excludes depreciation expense.

(3)          Computed as a percent of product revenues and excludes depreciation expense.

 

- more -

 



 

REGIS CORPORATION’S UNALLOCATED CORPORATE REPORTABLE SEGMENT

Reconciliation of selected U.S. GAAP to non-GAAP financial measures
 ($ In thousands)

(unaudited)

 

 

 

As Reported

 

 

 

Non-GAAP

 

 

 

Three
Months
Ended
December 31,
2011

 

% of
Revenues (1)

 

Non-Operational
Adjustments (2)

 

Three
Months
Ended
December 31,
2011

 

% of
Revenues (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

 

%

$

 

 

 

 

 

Product

 

 

 

 

 

 

 

 

Royalties and fees

 

 

 

 

 

 

 

 

Total revenues

 

$

 

 

$

 

$

 

%

 

 

 

 

 

 

 

 

 

 

 

 

Cost of service (3)

 

 

 

 

 

 

 

 

Cost of product (4)

 

 

 

 

 

 

 

 

Site operating expenses

 

 

 

 

 

 

 

 

General and administrative

 

35,466

 

6.3

 

(1,792

)

33,674

 

6.0

 

Rent

 

503

 

0.1

 

 

 

 

 

 

Depreciation and amortization

 

9,642

 

1.7

 

(5,415

)

4,227

 

0.8

 

Goodwill impairment

 

 

 

 

 

 

 

 

Total operating expenses

 

$

45,611

 

8.1

 

$

(7,207

)

$

38,404

 

6.8

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

$

(45,611

)

(8.1

)

$

7,207

 

$

(38,404

)

(6.8

)

 


(1)          Computed as a percent of consolidated revenues.

(2)          The three months ended December 31, 2011 included $0.7 million of pre-tax expense associated with senior management restructuring, $1.1 million of pre-tax expense associated with advisory fees and other costs associated with the recent contested proxy, and $5.4 million pre-tax expense for the accelerated depreciation related to our point-of-sale system.

(3)          Computed as a percent of service revenues and excludes depreciation expense.

(4)          Computed as a percent of product revenues and excludes depreciation expense.

 

 

 

As Reported

 

 

 

Non-GAAP

 

 

 

Three
Months
Ended
December 31,
2010

 

% of
Revenues (1)

 

Non-Operational
Adjustments (2)

 

Three
Months
Ended
December 31,
2010

 

% of
Revenues (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

 

%

$

 

 

 

 

 

Product

 

 

 

 

 

 

 

 

Royalties and fees

 

 

 

 

 

 

 

 

Total revenues

 

$

 

 

$

 

$

 

%

 

 

 

 

 

 

 

 

 

 

 

 

Cost of service (3)

 

 

 

 

 

 

 

 

Cost of product (4)

 

 

 

 

 

 

 

 

Site operating expenses

 

 

 

 

 

 

 

 

General and administrative

 

31,828

 

5.5

 

(1,253

)

30,575

 

5.3

 

Rent

 

564

 

0.1

 

 

 

 

 

 

Depreciation and amortization

 

4,444

 

0.8

 

 

 

 

 

 

Goodwill impairment

 

 

 

 

 

 

 

 

Total operating expenses

 

$

36,836

 

6.4

 

$

(1,253

)

$

35,583

 

6.2

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

$

(36,836

)

(6.4

)

$

1,253

 

$

(35,583

)

(6.2

)

 


(1)          Computed as a percent of consolidated revenues.

(2)          The three months ended December 31, 2010 included $1.3 million of pre-tax expense associated our exploration of strategic alternatives.

(3)          Computed as a percent of service revenues and excludes depreciation expense.

(4)          Computed as a percent of product revenues and excludes depreciation expense.

 

-end-