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8-K - FORM 8-K - TOYS R US INCtrutajllc121316form8-k.htm


Exhibit 99.1
CONDENSED CONSOLIDATED FINANCIAL DATA

Set forth below is summary condensed consolidated financial data for TRU Taj LLC (“TRU Taj”), a wholly-owned indirect subsidiary of Toys “R” Us, Inc. (the “Company”), and its subsidiaries for the thirteen and thirty-nine week periods ended October 29, 2016 and October 31, 2015, which is being furnished pursuant to the indenture relating to the 12% Senior Secured Notes due 2021 issued by TRU Taj. The condensed consolidated financial data has been presented to show the assets, liabilities and results of operations of such entities assuming the reorganization transactions (but not the exchange offers), as described in the Company’s Form 8-K, filed July 14, 2016, had been effectuated at the beginning of the periods presented. Tax balances are presented on a combined basis, allocated to TRU Taj and its subsidiaries.
The financial data set forth below was derived from the Company’s internal financial statements and has not been audited or reviewed by our independent accountants. The financial data set forth below should be read in conjunction with, and is qualified in its entirety by the Company’s Quarterly Report on Form 10-Q for the thirteen and thirty-nine week periods ended October 29, 2016.

TRU TAJ LLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED OPERATIONS DATA
(UNAUDITED)

  
 
13 Weeks Ended
 
39 Weeks Ended
(In millions)
 
October 29,
2016
 
October 31,
2015(1)
 
October 29,
2016
 
October 31,
2015(1)
Net sales
 
$
755

 
$
763

 
$
2,188

 
$
2,153

Other revenues (a)
 
67

 
67

 
205

 
203

Total revenues
 
822

 
830

 
2,393

 
2,356

Cost of sales
 
460

 
471

 
1,322

 
1,301

Gross margin
 
362

 
359

 
1,071

 
1,055

Selling, general and administrative expenses
 
287

 
287

 
854

 
846

Depreciation and amortization
 
31

 
29

 
91

 
88

Other (income) expense, net
 

 
(1
)
 
3

 
(13
)
Intercompany expense
 
21

 
22

 
56

 
66

Total operating expenses
 
339

 
337

 
1,004

 
987

Operating earnings
 
23

 
22

 
67

 
68

Interest expense
 
(53
)
 
(31
)
 
(112
)
 
(91
)
Interest income
 
1

 
1

 
2

 
2

Loss before income taxes
 
(29
)
 
(8
)
 
(43
)
 
(21
)
Income tax benefit
 
(2
)
 
(2
)
 
(8
)
 
(7
)
Net loss
 
(27
)
 
(6
)
 
(35
)
 
(14
)
Less: Net earnings attributable to noncontrolling interest
 
1

 
1

 
4

 
4

Net loss attributable to TRU Taj LLC
 
$
(28
)
 
$
(7
)
 
$
(39
)
 
$
(18
)
 
 
 
 
 
 
 
 
 
Other Operating Data:
 
 
 
 
 
 
 
 
Adjusted EBITDA (b)
 
$
54

 
$
55

 
$
169

 
$
153

Same store sales
 
(4.2
)%
 
0.5
%
 
(1.1
)%
 
0.8
%
(a)
Comprised of Toys “R” Us Property Company I, LLC’s base rents and tenant reimbursements from Toys “R” Us - Delaware, Inc.
(b)
Adjusted EBITDA is defined as EBITDA (earnings (loss) before net interest expense (income), income tax expense (benefit), depreciation and amortization), as further adjusted to exclude the effects of certain income and expense items that management believes make it more difficult to assess actual operating performance including certain items which are generally non-recurring. We have excluded the impact of such items from internal performance assessments. We believe that excluding items such as goodwill and asset impairment charges, impact of litigation, noncontrolling interest, net loss (gain) on sales of properties and other charges, helps investors compare our operating

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performance with our results in prior periods. We believe it is appropriate to exclude these items as they are not related to ongoing operating performance and, therefore, limit comparability between periods and between us and similar companies.
We believe Adjusted EBITDA is useful to investors because it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. Investors regularly request Adjusted EBITDA as a supplemental analytical measure to, and in conjunction with, our financial data prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). We understand that investors use Adjusted EBITDA, among other things, to assess our period-to-period operating performance and to gain insight into the manner in which management analyzes operating performance.
In addition, we believe that Adjusted EBITDA is useful in evaluating our operating performance compared to that of other companies in our industry because the calculation of EBITDA and Adjusted EBITDA generally eliminates the effects of financing and income taxes and the accounting effects of capital spending and acquisitions, which items may vary for different companies for reasons unrelated to overall operating performance. Using several measures to evaluate the business allows us and investors to assess our relative performance against our competitors. We also use Adjusted EBITDA for the calculation of certain ratios in accordance with our debt covenants.
Although we believe that Adjusted EBITDA can make an evaluation of our operating performance more consistent because it removes items that do not reflect our core operations, other companies, even in the same industry, may define Adjusted EBITDA differently than we do. As a result, it may be difficult to use Adjusted EBITDA or similarly named non-GAAP measures that other companies may use to compare the performance of those companies to our performance. The Company does not, and investors should not, place undue reliance on EBITDA or Adjusted EBITDA as measures of operating performance.

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A reconciliation of Net loss attributable to TRU Taj LLC and its subsidiaries to EBITDA and Adjusted EBITDA is as follows:
  
 
13 Weeks Ended
 
39 Weeks Ended
(In millions)
 
October 29,
2016
 
October 31,
2015
 
October 29,
2016
 
October 31,
2015
Net loss attributable to TRU Taj LLC
 
$
(28
)
 
$
(7
)
 
$
(39
)
 
$
(18
)
Add:
 
 
 
 
 
 
 
 
Income tax benefit
 
(2
)
 
(2
)
 
(8
)
 
(7
)
Interest expense, net
 
52

 
30

 
110

 
89

Depreciation and Amortization
 
31

 
29

 
91

 
88

EBITDA
 
53

 
50

 
154

 
152

Adjustments:
 
 
 
 
 
 
 
 
Foreign currency re-measurement (a)
 

 

 
5

 
(2
)
Net earnings attributable to noncontrolling interest (b)
 
1

 
1

 
4

 
4

Litigation (c)
 

 

 
4

 
(1
)
Severance
 

 
4

 
1

 
6

Compensation expense (d)
 

 

 
1

 
1

Net loss (gain) on sales of properties (e)
 

 

 
1

 
(7
)
Certain transaction costs
 

 

 
(1
)
 

Adjusted EBITDA
 
$
54

 
$
55

 
$
169

 
$
153

(a)
Represents the unrealized loss (gain) on foreign exchange related to intercompany balances with affiliates.
(b)
Represents noncontrolling interests in Asia JV.
(c)
Represents certain litigation expenses and settlements recorded for legal matters.
(d)
Primarily represents the incremental compensation expense related to certain one-time awards and modifications, net of forfeitures of certain officers’ awards.
(e)
Represents net loss (gain) on sale of properties.

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TRU TAJ LLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET DATA
(UNAUDITED)

(In millions)
 
October 29,
2016
 
October 31,
2015(1)
ASSETS
 
 
 
 
Current Assets:
 
 
 
 
Cash and cash equivalents
 
$
213

 
$
240

Accounts and other receivables
 
170

 
160

Merchandise inventories
 
865

 
846

Current deferred tax assets
 

 
10

Prepaid expenses and other current assets
 
82

 
96

Total current assets
 
1,330

 
1,352

Property and equipment, net
 
1,400

 
1,491

Goodwill
 
64

 
64

Deferred tax assets
 
98

 
104

Restricted cash
 
42

 
46

Straight-line rent receivable from affiliate
 
199

 
194

Other assets
 
199

 
184

Total Assets
 
$
3,332

 
$
3,435

 
 


 
 
LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ EQUITY
Current Liabilities:
 


 
 
Accounts payable
 
$
619

 
$
654

Accrued expenses and other current liabilities
 
275

 
284

Income taxes payable
 
1

 
9

Current portion of long-term debt
 
47

 
161

Total current liabilities
 
942

 
1,108

Long-term debt
 
1,929

 
1,359

Deferred tax liabilities
 
55

 
29

Deferred rent liabilities
 
153

 
157

Due to affiliates, net
 
1

 
200

Other non-current liabilities
 
128

 
145

Temporary Equity - Noncontrolling interest
 
119

 
85

Total stockholders’ equity
 
5

 
352

Total Liabilities, Temporary Equity and Stockholders’ Equity
 
$
3,332

 
$
3,435

(1)
For comparability, the October 31, 2015 Condensed Consolidated Operations Data and Balance Sheet Data have been adjusted on a proforma basis to reflect the impact of subsequent intercompany contributions made from Toys “R” Us Europe, LLC to TRU Taj and subsidiaries in the fourth quarter of fiscal 2015.



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