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8-K - 8-K - Franchise Group, Inc.a12-28560_18k.htm

Exhibit 99.1

 

Liberty Tax Service Reports Fiscal 2013 Second Quarter Results

 

Virginia Beach, VA, December 4, 2012 — JTH Holding, Inc. (NASDAQ:TAX) (the “Company”), the parent company of Liberty Tax Service, today reported a net loss for the fiscal second quarter ended October 31, 2012, of $6.7 million, or $0.51 per share, compared to a loss of $4.3 million, or $0.38 per share, in the prior year period.  Total revenue in the quarter declined 17% mainly because more area developer (AD) sales occurred in the first quarter of fiscal 2013, compared to the previous year, when more sales occurred during the second quarter.  In addition, operating expenses in the quarter included approximately $503,000 of costs associated with being a public company that were not incurred in the prior year quarter.

 

“Our second quarter results were in line with our expectations and we are making preparations for the upcoming tax season,” said Mark Baumgartner, CFO.  “As Liberty expands, we expect the losses in our first and second quarters to reflect the increase in off-season operating expenses that correlate to a growing company such as ours.”

 

Net loss for the six months ended October 31, 2012 was $12.9 million, or $1.02 per share, compared to a net loss of $9.3 million, or $0.82 per share, for the six months ended October 31, 2011.  Total revenue for the first six months of the year increased 3% compared to the prior year period.  Operating expenses for the first six months of the fiscal year included approximately $1.0 million of costs associated with being a public company that were not incurred in the prior year.

 

“During the second quarter of fiscal 2013, 197 new franchisees joined our team, a 27% increase over the prior year period.  Year-to-date, new franchisees have totaled 227, or 14% more than last year,” said John Hewitt, Chairman and CEO.  “These are tough economic times for small business, and yet an increasing number of entrepreneurs are choosing to join Liberty.  We are excited to welcome these franchisees to the team and look forward to working closely with them this coming tax season.”

 

The 197 new franchisees purchased 157 new territories during the quarter and 64 existing territories either from current or former franchisees or company owned stores.  Although territories sold to new franchisees grew, total territories sold during the second quarter decreased approximately 9% versus the prior year period because fewer new territories were sold to existing franchisees during the quarter.  In October, the Company announced that it had reached an agreement to provide tax preparation services in over 300 Walmart stores.  Because the agreement was signed relatively late in the second quarter, the sales process for current franchisees looking to expand was delayed and the ability to close those territories by the end of the quarter was affected.  In addition, more expanding franchisees are choosing the “rent to own” (RTO) option for the Walmart expansions, thus delaying the recognition of the sale to the fourth quarter of fiscal 2013, if the franchisee purchases the territory at that time.

 

“Whether the franchisee outright purchases the territory or tries the territory using our RTO option, we expand our office footprint.  We are encouraged by franchisee reception to the Walmart opportunity; however, many of the stores are in rural areas that are more difficult to sell.  As a result, we expect to operate more company stores this tax season with the expectation to sell these stores prior to future tax seasons.  We believe this will give us a foothold in parts of the country sooner than would have normally been possible,” said Hewitt.

 

Earlier this year, the Company postponed its initial public offering because of market conditions involving IPOs and because it did not need the proceeds of an offering for liquidity purposes.  In the second quarter, the Company filed an amendment to its registration statement, which had the effect of re-starting the SEC review process.  This was done for two reasons.  First, because the most recent financial statements included in previous SEC filings had been the Company’s fiscal 2011 financial statements, the

 

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Company wished to update its filing with its audited 2012 financial statements, in order to afford the greatest flexibility to move quickly if and when the Company determines that an offering will be appropriate.  Second, because there are several large shareholders whose status as affiliates effectively prevents them from having any significant liquidity in their shares, the Company continues to look for the appropriate market opportunity to conduct a public offering that would allow these shareholders the opportunity to sell stock.  The Company can advise at this time that it does not anticipate initiating an offering prior to the fiscal fourth quarter.

 

Conference Call

At 8:30 a.m. ET on Tuesday, December 4, 2012, the Company will host a conference call for analysts, investors and shareholders.  To access the call, please dial the number below approximately 5 to 10 minutes prior to the scheduled starting time:

 

U.S./Canada        (800) 215-2410

International        (617) 597-5410

Passcode:             26092040

 

The call will also be webcast in a listen-only format.  The link to the webcast may be accessed on the Company’s investor relations website at www.libertytax.com.

 

A replay of the call will be available beginning at approximately 10:30 a.m. ET on Tuesday, December 4, 2012 and continuing until Tuesday, December 11, 2012, by dialing (888) 286-8010 (U.S./Canada) or (617) 801-6888 (International).  The participant passcode is 50609516.

 

Investor Day

The company will be hosting its initial Investor Day on Wednesday, December 12, 2012, at the Millennium Broadway Hotel New York.  The company will webcast the presentations given by the management team beginning at 2:00 p.m. eastern.  In conjunction with its Investor Day, the company intends to introduce its fiscal 2013 financial guidance.  Please RSVP to Darby Schoenfeld by Wednesday, December 5, 2012.

 

Forward Looking Statements

In addition to historical information, this release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including implied and express statements regarding the Company’s anticipated growth and expansion of its business.  These forward-looking statements, as well as the Company’s guidance, are based upon the Company’s current expectations and there can be no assurance that such expectations will prove to be correct. Because forward-looking statements involve risks and uncertainties and speak only as of the date on which they are made, the Company’s actual results could differ materially from these statements. These risks and uncertainties relate to, among other things, uncertainties regarding the Company’s ability to attract and retain clients; meet its prepared returns targets; competitive factors; the Company’s effective income tax rate; litigation defense expenses and costs of judgments or settlements; and changes in market, economic, political or regulatory conditions. Information concerning these risks and uncertainties is contained in the Company’s annual report on Form 10-K and in other filings by the Company with the Securities and Exchange Commission. The Company does not undertake any duty to update any forward-looking statements, whether as a result of new information, future events, or otherwise.

 

About JTH Holding, Inc.

JTH Holding, Inc. is the parent company of Liberty Tax Service. Liberty Tax Service is the fastest-growing retail tax preparation company in the industry’s history. Founded in 1997 by CEO John T. Hewitt, a pioneer in the tax industry, Liberty Tax Service has prepared over 10 million individual income

 

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tax returns. With 43 years of tax industry experience, Hewitt stands as the most experienced CEO in the tax preparation industry, having also founded Jackson Hewitt Tax Service. Liberty Tax Service is the only tax franchise on the Forbes “Top 20 Franchises for the Buck.”

 

Contact for JTH Holding, Inc.:

Darby Schoenfeld

Director, Investor Relations

757-453-6047

darby.schoenfeld@libtax.com

 

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JTH Holding, Inc.

Condensed Consolidated Balance Sheets

Unaudited, amounts in thousands

 

 

 

October 31,

 

April 30,

 

 

 

2012

 

2012

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

1,158

 

$

19,848

 

Receivables, net

 

80,599

 

76,776

 

Prepaid expenses and other current assets

 

15,541

 

5,655

 

Total current assets

 

97,298

 

102,279

 

 

 

 

 

 

 

Property, equipment, and software, net

 

28,693

 

23,948

 

Notes receivable, excluding current portion, net

 

44,366

 

35,863

 

Goodwill

 

1,913

 

1,913

 

Other intangible assets, net

 

25,515

 

22,158

 

Other assets, net

 

5,745

 

2,580

 

 

 

 

 

 

 

Total assets

 

$

203,530

 

$

188,741

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current installments of long-term debt

 

$

3,321

 

$

2,736

 

Accounts payable and accrued expenses

 

7,921

 

14,170

 

Due to area developers

 

15,680

 

21,893

 

Income taxes payable

 

 

6,689

 

Other current liabilities

 

6,187

 

4,492

 

Total current liabilities

 

33,109

 

49,980

 

 

 

 

 

 

 

Long-term debt, excluding current installments

 

25,276

 

26,249

 

Revolving credit facility

 

39,672

 

 

Other non-current liabilities

 

16,668

 

12,310

 

Total liabilities

 

114,725

 

88,539

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

Class A preferred stock, $0.01 par value per share

 

 

2,129

 

Special voting preferred stock, $0.01 par value per share

 

 

 

Class A common stock, $0.01 par value per share

 

121

 

103

 

Class B common stock, $0.01 par value per share

 

9

 

9

 

Exchangeable shares, $0.01 par value

 

1

 

1

 

Additional paid-in capital

 

6,632

 

3,182

 

Accumulated other comprehensive income, net of taxes

 

790

 

676

 

Retained earnings

 

81,252

 

94,102

 

Total stockholders’ equity

 

88,805

 

100,202

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

203,530

 

$

188,741

 

 

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JTH Holding, Inc.

Condensed Consolidated Income Statement

Unaudited, amounts in thousands, except per share and share data

 

 

 

Three months ended
October 31,

 

Six months ended
October 31,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

Franchise fees, net

 

$

2,251

 

$

4,188

 

$

4,662

 

$

5,391

 

Royalties and advertising fees

 

762

 

810

 

1,769

 

1,828

 

Financial products

 

169

 

132

 

471

 

291

 

Interest income

 

2,966

 

2,586

 

5,625

 

4,607

 

Tax preparation fees, net of discounts

 

225

 

89

 

441

 

245

 

Other revenue

 

916

 

988

 

1,107

 

1,299

 

Total revenues

 

7,289

 

8,793

 

14,075

 

13,661

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Employee compensation and benefits

 

7,615

 

6,559

 

14,281

 

12,209

 

General and administrative expenses

 

5,960

 

5,214

 

11,576

 

9,058

 

Advertising expense

 

2,539

 

1,829

 

5,099

 

3,619

 

Depreciation, amortization, and impairment charges

 

1,738

 

1,696

 

3,629

 

3,318

 

Total operating expenses

 

17,852

 

15,298

 

34,585

 

28,204

 

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

(10,563

)

(6,505

)

(20,510

)

(14,543

)

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Foreign currency transaction gains (losses)

 

2

 

(6

)

4

 

(4

)

Interest expense

 

(512

)

(520

)

(804

)

(832

)

Loss before income taxes

 

(11,073

)

(7,031

)

(21,310

)

(15,379

)

Income tax benefit

 

(4,375

)

(2,705

)

(8,460

)

(6,074

)

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(6,698

)

$

(4,326

)

$

(12,850

)

$

(9,305

)

 

 

 

 

 

 

 

 

 

 

Net loss per share of Class A and Class B common stock

 

 

 

 

 

 

 

 

 

Basic and Diluted

 

$

(0.51

)

$

(0.38

)

$

(1.02

)

$

(0.82

)

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding

 

 

 

 

 

 

 

 

 

Basic and Diluted

 

13,027,179

 

11,286,758

 

12,601,417

 

11,323,924

 

 

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JTH Holding, Inc.

Condensed Consolidated Statements of Cash Flows

Unaudited, amounts in thousands

 

 

 

Six months ended October 31,

 

 

 

2012

 

2011

 

 

 

 

 

 

 

Net cash used in operating activities

 

$

(27,641

)

$

(20,294

)

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Issuance of operating loans to franchisees

 

(20,855

)

(19,163

)

Payments received on operating loans from franchisees

 

1,227

 

1,695

 

Purchases of assets from franchisees and area developers

 

(2,352

)

(2,027

)

Proceeds from sale of customer lists and other assets

 

1,386

 

534

 

Purchase of equity securities

 

(2,980

)

 

Purchases of property and equipment

 

(5,673

)

(5,255

)

Net cash used in investing activities

 

(29,247

)

(24,216

)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Proceeds from the exercise of stock options

 

1,592

 

21

 

Repurchase of common stock

 

(1,413

)

(2,205

)

Repayment of long-term debt

 

(1,894

)

(1,519

)

Borrowings under revolving credit facility

 

40,147

 

52,051

 

Repayments under revolving credit facility

 

(475

)

(4,331

)

Payment for debt issue costs

 

(8

)

 

Tax benefit of stock option exercises

 

269

 

458

 

Net cash provided by financing activities

 

38,218

 

44,475

 

 

 

 

 

 

 

Effect of exchange rate changes on cash, net

 

(20

)

(57

)

Net increase (decrease) in cash and cash equivalents

 

(18,690

)

(92

)

Cash and cash equivalents at beginning of period

 

19,848

 

1,662

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

 

$

1,158

 

$

1,570

 

 

 

 

 

 

 

Supplementary cash flow data:

 

 

 

 

 

Cash paid for interest, net

 

$

783

 

$

648

 

Cash paid for taxes, net

 

6,837

 

6,950

 

 

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