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8-K - THE PANTRY, INC. FORM 8K 5_8_2012 - PANTRY INCform8k.htm

 
 
 

 
   Exhibit 99.1
   
For Immediate Release
Contact: Berry Epley
May 8, 2012
(919) 774-6700

                                                      Exhibit
THE PANTRY ANNOUNCES SECOND QUARTER FISCAL 2012 FINANCIAL RESULTS
 
Cary, North Carolina, May 8, 2012 - The Pantry, Inc. (NASDAQ: PTRY), the leading independently operated convenience store chain in the southeastern U.S., today announced financial results for its fiscal second quarter and six months ended March 29, 2012.

Second Quarter Summary:
 
·  
Net loss was $9.7 million or $0.43 per share.  This compares to a net loss of $0.3 million or $0.01 per share in last year’s second quarter.  Excluding the impact of impairment charges and loss on extinguishment of debt, the net loss for the second quarter of fiscal 2012 was $6.7 million or $0.30 per share compared to earnings per share of $0.01 in the prior year (see reconciliation below).
 
·  
Adjusted EBITDA was $38.9 million, compared to $50.5 million a year ago.
 
 
·  
Merchandise gross margin was 33.4%, compared to 34.3% a year ago.
 
·  
Fuel gross profit was $43.3 million, compared to $61.8 million a year ago.
 
o  
Comparable store gallons improved 1.1%.
 
o  
Retail fuel margin per gallon declined to $0.096 from $0.137 a year ago.
 
·  
Long-term debt was reduced by $48.5 million of principal in the second quarter of fiscal 2012 and $94.0 million of principal, or down 12% in the first six months of fiscal 2012.
 

President and Chief Executive Officer Dennis G. Hatchell said, “We were pleased with our positive comparable store merchandise sales and fuel gallon trends within the quarter.  Fuel gross profit was negatively impacted by consistently rising wholesale fuel costs, which was partially offset by our ongoing expense management efforts.  In addition, we continue to reduce our indebtedness and have repaid $94 million of long term debt this fiscal year.”
 
 
Comparable store merchandise sales in the second quarter increased 4.8% in total and 7.9% excluding cigarettes.  Total merchandise gross profit for the quarter was $145.4 million, an increase of $0.4 million from the second quarter a year ago.

Fuel gross profit decreased 30.0% in the second quarter of fiscal 2012 compared to the same period a year ago due to a reduction in retail fuel margin per gallon to $0.096 from $0.137 a year ago.  From the end of December 2011 through March 2012, the average retail fuel price per gallon increased by approximately 20%, rising to $3.82 per gallon as a result of wholesale cost increases.  Retail fuel gallons sold in the second quarter of fiscal 2012 were flat overall and increased 1.1% on a comparable store basis as compared to last year’s second quarter.

Total store operating and general and administrative expenses for the second quarter were $149.8 million, a decrease of $6.4 million from the second quarter last year.  This decrease was due to lower general and administrative expenses primarily as a result of a $2.9 million reduction in personnel costs and a $3.2 million favorable variance from various property transactions.

The Company had $113.2 million in cash on hand and $123.6 million in available capacity under its revolving credit facilities as of March 29, 2012.

Fiscal 2012 Outlook

The Company announced the following updated guidance ranges for its expected performance (excluding potential acquisitions) in fiscal 2012:

 
Q3 FY11
 
Q3 FY12 Guidance
   
FY11
 
FY12 Guidance
 
Actual
 
Low
 
High
   
Actual
 
Low
 
High
                         
Merchandise sales ($B)
$0.47
 
$0.475
 
$0.485
   
$1.78
 
$1.81
 
$1.83
                         
Merchandise gross margin
34.0%
 
33.0%
 
33.8%
   
33.9%
 
33.1%
 
33.6%
                         
Retail fuel gallons (B)
0.48
 
0.45
 
0.46
   
1.89
 
1.80
 
1.83
                         
Retail fuel margin per gallon
$0.166
 
$0.125
 
$0.145
   
$0.135
 
$0.115
 
$0.124
                         
Store operating expenses ($M)
$130
 
$130
 
$134
   
$524
 
$518
 
$526
                         
General & administrative expenses ($M)
$25
 
$23
 
$24
   
$104
 
$94
 
$96
                         
Depreciation & amortization ($M)
$30
 
$29
 
$30
   
$117
 
$115
 
$117
                         
Interest expense ($M) *
$22
 
$20
 
$21
   
$88
 
$82
 
$83
                         
Capital expenditures, net ($M)
$18
 
$15
 
$18
   
$93
 
$75
 
$85
                         
*Excludes loss on extinguishment of debt
                       

 
Conference Call
 
 
Interested parties are invited to listen to the second quarter earnings conference call scheduled for Tuesday, May 8, 2012 at 8:30 a.m. Eastern Time.  The call will be broadcast live over the Internet and will be accessible through either the Investors section of the Company's website at www.thepantry.com or www.companyboardroom.com. An online archive will be available immediately following the call and will be accessible for 30 days.
 

 
 

 


 
Use of Non-GAAP Measures
 
 
Adjusted EBITDA
 
Adjusted EBITDA is defined by the Company as net income (loss) before interest expense, net, gain/loss on extinguishment of debt, income taxes, impairment charges and depreciation and amortization.  Adjusted EBITDA is not a measure of operating performance or liquidity under generally accepted accounting principles in the United States of America (“GAAP”) and should not be considered as a substitute for net income, cash flows from operating activities or other income or cash flow statement data.  The Company has included information concerning Adjusted EBITDA because it believes investors find this information useful as a reflection of the resources available for strategic opportunities including, among others, to invest in the Company’s business, make strategic acquisitions and to service debt. Management also uses Adjusted EBITDA to review the performance of the Company's business directly resulting from its retail operations and for budgeting and compensation targets.  Adjusted EBITDA does not include impairment of long-lived assets and other charges.  The Company excluded the effect of impairment losses because it believes that including them in Adjusted EBITDA is not consistent with reflecting the ongoing performance of its remaining assets.  Adjusted EBITDA does not include gain/loss on extinguishment of debt because it represents financing activities and is not indicative of the ongoing performance of the Company’s remaining stores.
 
Net Income/(Loss) and Net Income/(Loss) Per Share Excluding Certain Items
 
 
In addition to net income/(loss) and net income/(loss) per share presented in accordance with GAAP, the Company has also presented net income/(loss) and net income/(loss) per share for the three and six months ended March 29, 2012 and March 31, 2011 excluding the after-tax impact of non-cash charges related to impairment and loss on extinguishment of debt.  Management believes that investors find this information useful as a reflection of the Company’s underlying operating performance and that this information facilitates comparisons between the Company and other companies in its industry.  Management uses these measures as part of its preparation of operating plans, budgets and forecasts and in its assessment of the Company’s historical performance.
 
 
Additional Information Regarding Non-GAAP Measures
 
 
Any measure that excludes interest expense, gain/loss on extinguishment of debt, depreciation and amortization, impairment charges, or income taxes has material limitations because the Company uses debt and lease financing in order to finance its operations and acquisitions, uses capital and intangible assets in its business and must pay income taxes as a necessary element of its operations.  Due to these limitations, the Company uses non-GAAP measures in addition to and in conjunction with results and cash flows presented in accordance with GAAP. The Company strongly encourages investors to review its consolidated financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.
 

 
 

 


 
Because non-GAAP financial measures are not standardized, the measures referenced above, each as defined by the Company, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare the Company's use of these measures with non-GAAP financial measures having the same or similar names used by other companies.
 
 
About The Pantry
 
 
Headquartered in Cary, North Carolina, The Pantry, Inc. is the leading independently operated convenience store chain in the southeastern United States and one of the largest independently operated convenience store chains in the country. As of May 7, 2012, the Company operated 1,607 stores in thirteen states under select banners, including Kangaroo Express®, its primary operating banner. The Pantry's stores offer a broad selection of merchandise, as well as fuel and other ancillary services designed to appeal to the convenience needs of its customers.
 
 
Safe Harbor Statement
 
 
Statements made by the Company in this press release relating to future plans, events, or financial condition or performance are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements can generally be identified by the use of words such as “expect,” “plan,” “anticipate,” “outlook,” “guidance,” “believes,” “target,” “goal,” “forecast,” “will,” “may” or words of similar meaning.  Forward-looking statements are likely to address matters such as the Company’s anticipated sales, expenses, margins, capital expenditures, profits, cash flows, liquidity and debt levels, as well as our pricing strategies and their anticipated impact and our expectations relating to the costs and benefits of our merchandising initiatives. These forward-looking statements are based on the Company's current plans and expectations and involve a number of risks and uncertainties that could cause actual results and events to vary materially from the results and events anticipated or implied by such forward-looking statements.  Any number of factors could affect actual results and events, including, without limitation; the Company's ability to enhance its operating performance through its in-store initiatives; fluctuations in domestic and global petroleum and fuel markets; realizing expected benefits from the Company's fuel supply agreements; changes in the competitive landscape of the convenience store industry, including fuel stations and other non-traditional retailers located in the Company's markets; the effect of national and regional economic conditions on the convenience store industry and the Company's markets; the global financial crisis and uncertainty in global economic conditions; wholesale cost increases of, and tax increases on, tobacco products; the effect of regional weather conditions and climate change on customer traffic and spending; legal, technological, political and scientific developments regarding climate change; financial difficulties of suppliers, including the Company's principal suppliers of fuel and merchandise, and their ability to continue to supply its stores; the Company's financial leverage and debt covenants; a disruption of our IT systems or a failure to protect sensitive customer, employee or vendor data; the ability of the Company to take advantage of expected synergies in connection with acquisitions; the actual operating results of stores acquired; the ability of the Company to divest non-core assets; environmental risks associated with selling petroleum products; and governmental laws and regulations, including those relating to the environment. These and other risk factors are discussed in the Company's Annual Report on Form 10-K and in its other filings with the Securities and Exchange Commission. In addition, the forward-looking statements included in this press release are based on the Company's estimates and plans as of May 8, 2012.  While the Company may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so.

 
 

 


The Pantry, Inc.
Unaudited Condensed Consolidated Statements of Operations and Selected Financial Data
(In thousands, except per share and per gallon amounts, margin data and store count)
               
   Three Months Ended    Six Months Ended
   March 29, 2012    March 31, 2011    March 29, 2012    March 31, 2011
 
(13 weeks)
 
(13 weeks)
 
(26 weeks)
 
(26 weeks)
Revenues:
             
Merchandise
 $434,902
 
 $422,494
 
 $863,258
 
 $842,359
Fuel
 1,627,260
 
 1,473,216
 
 3,161,880
 
 2,857,157
Total revenues
 2,062,162
 
 1,895,710
 
 4,025,138
 
 3,699,516
Costs and operating expenses:
             
Merchandise cost of goods sold
289,511
 
 277,531
 
 575,658
 
 556,847
Fuel cost of goods sold
 1,583,961
 
 1,411,385
 
 3,062,671
 
 2,744,577
Store operating
 127,301
 
 127,200
 
 256,170
 
 259,084
General and administrative
 22,530
 
 29,047
 
 48,024
 
 56,397
Asset impairment
 2,388
 
 797
 
 2,910
 
 797
Depreciation and amortization
 29,275
 
 29,356
 
 56,641
 
 58,187
Total costs and operating expenses
 2,054,966
 
 1,875,316
 
 4,002,074
 
 3,675,889
Income from operations
7,196
 
 20,394
 
 23,064
 
 23,627
   Other expenses:
             
Loss on extinguishment of debt
2,457
 
 -
 
2,539
 
 -
Interest on lease finance obligations
11,197
 
 10,946
 
22,288
 
 21,632
Interest expense - all other, net
9,005
 
 10,855
 
 19,262
 
 21,906
Total other expenses
 22,659
 
 21,801
 
 44,089
 
 43,538
   Loss before income taxes
 (15,463)
 
 (1,407)
 
 (21,025)
 
 (19,911)
   Income tax benefit
 5,805
 
 1,138
 
 8,438
 
 7,445
      Net loss
 $(9,658)
 
 $(269)
 
 $(12,587)
 
 $(12,466)
Loss per share:
             
Net loss per diluted share
 $(0.43)
 
 $(0.01)
 
 $(0.56)
 
 $(0.56)
Shares outstanding
 22,561
 
 22,455
 
 22,538
 
 22,429
 
Selected financial data:
             
     Adjusted EBITDA $38,859    $50,547    $82,615    $82,611 
     Payments made for lease finance obligations $12,802    $12,534    $25,500    $24,710 
     Merchandise gross profit $145,391    $144,963   $287,600    $285,512 
     Merchandise margin 33.4%    34.3%    33.3%    33.9% 
     Retail fuel data:              
        Gallons 447,538    448,578    902,780    835,720 
        Margin per gallon $0.096    $0.137    $0.109    $0.120 
        Retail price per gallon(1) $3.57    $3.24    $3.45    $3.02 
     Total fuel gross profit (1) $43,299    $61,831    $99,209    $112,580 
 
Comparable store data:
             
     Merchandise sales % 4.8%    2.0%     3.3%   1.7% 
     Fuel gallons % 1.1%    -6.9%    -3.2%    -6.0% 
 
Number of stores:
             
    End of period 1,611    1,660    1,611    1,660 
     Weighted-average store count 1,618    1,663    1,626    1,654 
    

(1)  
Fuel margin per gallon represents fuel revenue less cost of product and expenses associated with credit card processing
fees and repairs and maintenance on fuel equipment. Fuel margin per gallon as presented may not be comparable to
similarly titled measures reported by other companies.

 
 

 




The Pantry, Inc.
Unaudited Condensed Consolidated Balance Sheets
(In thousands)
       
       
 
March 29, 2012
 
September 29, 2011
ASSETS
 
  
 
Cash and cash equivalents
 $113,216
   
 $213,768
Receivables, net
 94,431
   
 98,144
Inventories
 156,180
   
 133,383
Other current assets
 47,185
   
 37,620
Total current assets
 411,012
   
 482,915
       
Property and equipment, net
 964,269
   
 991,308
Goodwill
 435,765
   
 435,765
Other noncurrent assets
 22,238
   
 24,357
Total assets
 $1,833,284
  
 $1,934,345
   
  
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
  
 
Current maturities of long-term debt
 $63,193
   
 $31,883
Current maturities of lease finance obligations
 9,655
   
 8,212
Accounts payable
 170,845
   
 151,835
Other accrued liabilities
 105,004
   
 117,639
Total current liabilities
 348,697
   
 309,569
   
   
 
Long-term debt
 594,134
   
 715,275
Lease finance obligations
 443,579
   
 449,255
Deferred income taxes
 63,575
   
 61,579
Deferred vendor rebates
 13,567
   
 18,714
Other noncurrent liabilities
 56,941
   
 57,633
Total shareholders' equity
 312,791
   
 322,320
Total liabilities and shareholders' equity
 $1,833,284
  
 $1,934,345


 
 

 



Reconciliation of Non-GAAP Financial Measures
(In thousands)
               
 
Quarter Ended
 
Six Months Ended
               
 
March 29, 2012
March 31, 2011
 
March 29, 2012
March 31, 2011
               
Adjusted EBITDA
 $38,859
 
 $50,547
 
 $82,615
 
 $82,611
Impairment charges
 (2,388)
 
 (797)
 
 (2,910)
 
 (797)
Loss on debt extinguishment
(2,457)
 
--
 
(2,539)
 
--
Interest expense, net
 (20,202)
 
 (21,801)
 
 (41,550)
 
 (43,538)
Depreciation and amortization
 (29,275)
 
 (29,356)
 
 (56,641)
 
 (58,187)
Income tax benefit
 5,805
 
 1,138
 
 8,438
 
 7,445
Net loss
 $(9,658)
 
 $(269)
 
 $(12,587)
 
 $(12,466)
               
Adjusted EBITDA
 $38,859
 
 $50,547
 
 $82,615
 
 $82,611
Loss on debt extinguishment
(2,457)
 
--
 
(2,539)
 
--
Interest expense, net
 (20,202)
 
 (21,801)
 
(41,550)
 
 (43,538)
Income tax benefit
 5,805
 
 1,138
 
 8,438
 
 7,445
Stock-based compensation expense
 706
 
 979
 
 1,624
 
 1,686
Changes in operating assets and liabilities
 8,332
 
 (23,636)
 
 (10,435)
 
 (54,094)
Provision (benefit) for deferred income taxes
(6,268)
 
 (668)
 
(9,395)
 
 12,214
Other
 3,848
 
 2,142
 
6,556
 
 4,176
Net cash provided by operating activities
 $28,623
 
 $8,701
 
 $35,314
 
 $10,500
               
Additions to property and equipment, net
 $(13,840)
 
 $(26,080)
 
 $(36,195)
 
 $(47,332)
Acquisitions of businesses, net
--
 
 --
 
--
 
 (47,564)
Net cash used in investing activities
 $(13,840)
 
 $(26,080)
 
 $(36,195)
 
 $(94,896)
               
Net cash used in financing activities
 $(52,232)
 
 $(8,233)
 
 $(99,671)
 
 $(9,600)
               
Net increase (decrease) in cash
 $(37,449)
 
 $(25,612)
 
 $(100,552)
 
 $(93,996)


                       
 
Quarter Ended
 
Quarter Ended
 
March 29, 2012
 
March 31, 2011
                       
 
Pre Tax
 
After Tax
 
EPS
 
Pre Tax
 
After Tax
 
EPS
Loss, as reported
 $(15,463)
 
 $(9,658)
 
 $(0.43)
 
 $(1,407)
 
 $(269)
 
 $(0.01)
Impairment charges
2,388
 
1,460
 
0.06
 
797
 
487
 
0.02
Loss on debt extinguishment
2,457
 
1,502
 
0.07
 
--
 
--
 
 --
Income/(loss), as adjusted
 $(10,618)
 
 $(6,696)
 
 $(0.30)
 
 $(610)
 
 $218
 
 $0.01
                       
                       
 
Six Months Ended
 
Six Months Ended
 
March 29, 2012
 
March 31, 2011
                       
 
Pre Tax
 
After Tax
 
EPS
 
Pre Tax
 
After Tax
 
EPS
Loss, as reported
 $(21,025)
 
 $(12,587)
 
 $(0.56)
 
 $(19,911)
 
 $(12,466)
 
 $(0.56)
Impairment charges
2,910
 
1,780
 
0.08
 
797
 
487
 
0.02
Loss on debt extinguishment
2,539
 
1,552
 
0.07
 
--
 
--
 
--
Income/(loss), as adjusted
 $(15,576)
 
 $(9,255)
 
 $(0.41)
 
 $(19,114)
 
 $(11,979)
 
 $(0.53)