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8-K - FORM 8-K - Party City Holdco Inc.d390967d8k.htm

Exhibit 99.1

 

LOGO

Party City Announces First Quarter 2017 Results

ELMSFORD, N.Y., May 9, 2017 — Party City Holdco Inc. (NYSE: PRTY) today announced financial results for the first quarter ended March 31, 2017.

James M. Harrison, Chief Executive Officer, stated, “2017 is off to a solid start with first quarter results that were in line with our expectations. A compelling assortment, good in-store execution and strong holiday performance were all positive contributors in our retail business. In our consumer products business, we realized over 17% growth internationally in constant currency, driven by category growth and continued channel expansion throughout the U.K., continental Europe and Australia.”

Highlights for the first quarter:

 

    Total revenues increased 4.2% on a reported basis or 4.8% on a constant currency basis

 

    Completed the strategic acquisition of Granmark to expand manufacturing and distribution capabilities in Latin America

 

    Expanded company-owned store base by acquiring 36 franchise stores in the southeastern U.S.

 

    Share of shelf1 increased 200bps, to 77.4% during the first quarter

 

    Reported net loss of $4.7 million or ($0.04) on a per share basis, which includes $9.2 million of one-time restructuring charges; adjusted net income increased 27.1% to $6.1 million or $0.05 on a per share basis from $0.04 in the prior year period

 

    Adjusted EBITDA increased 5.6% to $49 million

 

    Generated free cash flow2 of $38 million, and reduced net debt leverage ratio to 4.4 times4

Mr. Harrison continued, “We made significant progress on the acquisition front, strengthening our vertical model, expanding our company-owned footprint and increasing our global presence. We are building on our successful track record of making highly accretive acquisitions, and we have a robust pipeline of further opportunities.

“In addition, we have entered into an agreement to develop an online, easy-to-use party marketplace that will help party throwers design a party with a broad spectrum of vetted party service providers and party supplies. While this project is still in the early stages, we believe there are natural synergies to be realized by bringing these services together to enhance our share of the party wallet.

Mr. Harrison concluded, “Our business offers multiple levers for sustainable top and bottom-line growth, and we remain focused on delivering against our strategic initiatives. We are reiterating our previously provided guidance for 2017 with respect to our topline, brand comp and adjusted earnings.”

First quarter summary:

 

    Reported net loss of $4.7 million compared to a net loss of $0.4 million in the first quarter of 2016. The first quarter of 2017 includes $9.2 million of one-time charges associated with Company restructuring, and primarily represents related severance charges. Of this amount, $5.9 million relates to the Transition and Consulting Agreement entered into with Gerald Rittenberg dated March 15, 20173.

 

1  The percentage of our retail product cost of sales supplied by our wholesale operations
2  Defined as adjusted EBITDA less capital expenditures
3  For more information, please refer to the Form 8K filed on March 17, 2017.
4  Defined as net debt to adjusted EBITDA

 

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    Adjusted net income increased 27.1% to $6.1 million, compared to $4.8 million for the prior year quarter.

 

    Adjusted EBITDA increased 5.6% to $49.1 million, compared to $46.5 million in the first quarter of 2016.

 

    Reported diluted loss per share totaled $0.04 compared to $0.00 in the prior year quarter. Adjusted diluted income per share improved 25% to $0.05 from $0.04 in the first quarter of 2016.

 

    Total revenues of $477.0 million increased 4.2% on a reported basis and 4.8% on a constant currency basis.

 

    Retail sales increased 6.2% on a reported basis (6.3% on a constant currency basis) driven primarily by increased store count through both acquired franchise stores (36) and new store growth (17 net new Party City stores added in the past twelve months) and growth in brand comparable sales.

 

    Brand comparable sales increased 1.7% during the first quarter.

 

    Net third-party wholesale revenues were flat on a reported basis (increased 4.1% on an adjusted basis when adjusting for the currency effect as well as the impact of eliminating $3.0 million in intercompany sales for the 36 franchise store acquisitions over the last twelve months).

 

    Total gross profit margin increased 30 basis points (50 basis points when excluding the negative effects of foreign exchange) to 37.0% of net sales, primarily due to higher share of shelf and the benefits associated with improved product sourcing, partially offset by increased occupancy costs and the strengthening of the U.S. dollar.

 

    Operating expenses totaled 34.3% of revenues, and increased 8.8% over the first quarter of 2016 to $163.6 million. After adjusting for the one-time costs associated with the Company’s restructuring, operating expenses totaled 32.4% of revenues and increased 2.7%.

 

    During the quarter, the Company opened two new stores, acquired 36 franchise stores and closed four stores.

 

    In January 2017, the Company entered into an agreement to design, develop, test, refine and launch an online, easy-to-use centralized digital marketplace for party-related services, connecting suppliers and consumers, and allowing a consumer to select, schedule and pay for party services, including entertainment, activities, food and decorations, from various screened vendors.

Balance sheet highlights as of March 31, 2017:

The Company ended the quarter with $1,709 million in debt (net of cash) resulting in net debt leverage4 of 4.4 times and approximately $299 million in availability under its asset-based revolving credit facility.

Fiscal 2017 Outlook:

For 2017, the Company is reiterating the following guidance:

 

    Total revenue of $2.35 to $2.45 billion

 

    Brand comparable sales growth of 1% - 1.5%

 

    Adjusted EBITDA of $400 to $417 million

 

    Adjusted net income of $148 to $158 million

 

    Adjusted diluted EPS of $1.23 to $1.30

 

    Net debt leverage of approximately 3.5X times by the end of 2017

Given the $9.2 million of non-recurring restructuring charges incurred in the quarter, the Company is updating its GAAP guidance as follows:

 

    GAAP net income of $123 to $133 million

 

    GAAP diluted EPS of $1.02 to $1.10

The Company has reconciled Non-GAAP outlook measures to the most directly comparable GAAP measures later in this release. See “Non-GAAP Information” and “Reconciliation of 2017 Outlook” for a more detailed explanation, including definitions of the various Non-GAAP terms used in this release.

 

4  Defined as net debt to adjusted EBITDA

 

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Conference Call Information:

A conference call to discuss the first quarter 2017 financial results is scheduled for today, May 9, 2017, at 8:00 a.m. Eastern Time. Investors and analysts interested in participating in the call are invited to dial 877-201-0168 (U.S. domestic) and 647-788-4901 (international), and enter conference ID#10322948, approximately 10 minutes prior to the start of the call. The conference call will also be webcast at http://investor.partycity.com/. To listen to the live call, please go to the website at least 15 minutes early to register and download any necessary audio software. The webcast will be accessible for one year after the call.

Website Information:

We routinely post important information for investors on the Investor Relations section of our website, http://investor.partycity.com/. We intend to use this website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Accordingly, investors should monitor the Investor Relations section of our website, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document.

Non-GAAP Information:

This press release includes non-GAAP measures including Adjusted EBITDA and Adjusted Net Income/Loss and Adjusted Earnings per Share. We present these non-GAAP financial measures because we believe they assist investors in comparing our performance across reporting periods on a consistent basis by eliminating items that we do not believe are indicative of our core operating performance. In addition, we use Adjusted EBITDA: (i) as a factor in determining incentive compensation, (ii) to evaluate the effectiveness of our business strategies and (iii) because our credit facilities use Adjusted EBITDA to measure compliance with certain covenants. The Company has reconciled these non-GAAP financial measures with the most directly comparable GAAP financial measures in tables accompanying this release. We also evaluate our results of operations on both an as reported and a constant currency basis. The constant currency presentation, which is a non-GAAP measure, excludes the impact of fluctuations in foreign currency exchange rates. We calculate constant currency percentages by converting our prior-period local currency financial results using the current period exchange rates and comparing these adjusted amounts to our current period reported results. We also provide free cash flow, defined as Adjusted EBITDA less capital expenditures, and net debt leverage, which is calculated by adding Loans and Notes Payable, Current Portion of Long Term Obligations and Long Term Obligations, Excluding Current Portion, subtracting Cash and Cash Equivalents and dividing by Adjusted EBITDA for the trailing twelve month period. Adjusted Earnings per Share is calculated by dividing Adjusted Net Income by the Weighted Average Number of Common Shares-Diluted. We believe providing these non-GAAP measures provides valuable supplemental information regarding our results of operations and leverage, consistent with how we evaluate our performance. In evaluating these non-GAAP financial measures, investors should be aware that in the future the Company may incur expenses or be involved in transactions that are the same as or similar to some of the adjustments in this presentation. The Company’s presentation of non-GAAP financial measures should not be construed to imply that its future results will be unaffected by any such adjustments. The Company has provided this information as a means to evaluate the results of its core operations. Other companies in the Company’s industry may calculate these items differently than it does. Each of these measures is not a measure of performance under GAAP and should not be considered as a substitute for the most directly comparable financial measures prepared in accordance with GAAP. Non-GAAP financial measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the Company’s results as reported under GAAP.

Forward-Looking Statements:

This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give current expectations or forecasts of future events or our future financial or operating performance, and include Party City’s expectations regarding revenues, brand comparable sales, Adjusted EBITDA, Adjusted net income/loss, adjusted diluted earnings per share, average common shares outstanding and the effective tax rate. The forward-looking statements contained in this press release are based on management’s good-faith belief and reasonable judgment based on current information, and these statements are qualified by important risks and uncertainties, many of which are beyond our control, that could cause our actual results to differ materially from those forecasted or indicated by such forward-looking statements. These risks and uncertainties include: our ability to compete effectively in a competitive industry; fluctuations in commodity prices; our ability to appropriately respond to changing merchandise trends and consumer preferences; successful implementation of our store growth strategy; decreases in our Halloween sales; disruption to the transportation system or increases in transportation costs; product recalls or product liability; economic slowdown affecting consumer spending and general economic conditions; loss or actions of third party vendors and loss of the right to use licensed material; disruptions at our manufacturing facilities; and the additional risks and uncertainties set forth in “Risk Factors” in Party City’s latest Form 10-K and in subsequent reports filed with or furnished to the Securities and Exchange Commission. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future events,

 

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outlook, guidance, results, actions, levels of activity, performance or achievements. Readers are cautioned not to place undue reliance on these forward looking statements. Except as may be required by any applicable laws, Party City assumes no obligation to publicly update or revise such forward-looking statements, which are made as of the date hereof or the earlier date specified herein, whether as a result of new information, future developments or otherwise.

About Party City

Party City Holdco Inc. is the leading party goods company by revenue in North America and, we believe, the largest vertically integrated supplier of decorated party goods globally by revenue. The Company is a popular one-stop shopping destination for party supplies, balloons, and costumes. In addition to being a great retail brand, the Company is a global, world-class organization that combines state-of-the-art manufacturing and sourcing operations, and sophisticated wholesale operations complemented by a multi-channel retailing strategy and e-commerce retail operations. The Company is the leading player in its category, vertically integrated and unique in its breadth and depth. Party City Holdco designs, manufactures, sources and distributes party goods, including paper and plastic tableware, metallic and latex balloons, Halloween and other costumes, accessories, novelties, gifts and stationery throughout the world. The Company’s retail operations include over 900 specialty retail party supply stores (including approximately 150 franchise stores) throughout North America operating under the names Party City and Halloween City, and e-commerce websites, principally through the domain name PartyCity.com.

Contact Information

ICR

Farah Soi and Rachel Schacter

(203) 682-8200

InvestorRelations@partycity.com

 

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PARTY CITY HOLDCO INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

 

     March 31,     December 31,  
     2017     2016  
     Unaudited        

ASSETS

    

Current assets:

    

Cash and cash equivalents

   $ 40,367     $ 64,610  

Accounts receivable, net

     120,580       134,091  

Inventories, net

     620,764       613,868  

Prepaid expenses and other current assets

     69,312       68,255  
  

 

 

   

 

 

 

Total current assets

     851,023       880,824  

Property, plant and equipment, net

     293,663       292,904  

Goodwill

     1,622,129       1,572,568  

Trade names

     566,729       566,599  

Other intangible assets, net

     72,887       76,581  

Other assets, net

     7,229       4,502  
  

 

 

   

 

 

 

Total assets

   $ 3,413,660     $ 3,393,978  
  

 

 

   

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current liabilities:

    

Loans and notes payable

   $ 198,269     $ 120,138  

Accounts payable

     99,979       163,415  

Accrued expenses

     159,218       149,683  

Income taxes payable

     36,467       46,675  

Current portion of long-term obligations

     13,327       13,348  
  

 

 

   

 

 

 

Total current liabilities

     507,260       493,259  

Long-term obligations, excluding current portion

     1,537,448       1,539,604  

Deferred income tax liabilities

     279,769       278,819  

Deferred rent and other long-term liabilities

     71,407       65,507  
  

 

 

   

 

 

 

Total liabilities

     2,395,884       2,377,189  

Stockholders’ equity:

    

Common stock (119,527,894 and 119,515,894 shares issued and outstanding at March 31, 2017 and December 31, 2016, respectively)

     1,195       1,195  

Additional paid-in capital

     912,629       910,167  

Retained earnings

     152,983       157,666  

Accumulated other comprehensive loss

     (49,031     (52,239
  

 

 

   

 

 

 

Total stockholders’ equity

     1,017,776       1,016,789  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 3,413,660     $ 3,393,978  
  

 

 

   

 

 

 

 

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PARTY CITY HOLDCO INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME

(In thousands, except share and per share data)

 

     Three Months Ended March 31,  
     2017     2016  

Revenues:

    

Net sales

   $ 473,963     $ 454,286  

Royalties and franchise fees

     3,036       3,454  
  

 

 

   

 

 

 

Total revenues

     476,999       457,740  

Expenses:

    

Cost of sales

     298,719       287,767  

Wholesale selling expenses

     15,627       15,842  

Retail operating expenses

     90,730       86,709  

Franchise expenses

     3,317       3,563  

General and administrative expenses

     48,137       38,926  

Art and development costs

     5,798       5,377  
  

 

 

   

 

 

 

Total expenses

     462,328       438,184  

Income from operations

     14,671       19,556  

Interest expense, net

     20,692       22,652  

Other expense (income), net

     1,162       (2,978
  

 

 

   

 

 

 

Loss before income taxes

     (7,183     (118

Income tax (benefit) expense

     (2,500     276  
  

 

 

   

 

 

 

Net loss

   ($ 4,683   ($ 394
  

 

 

   

 

 

 

Comprehensive (loss) income

   ($ 1,475   $ 1,539  
  

 

 

   

 

 

 

Net loss per common share-Basic

   ($ 0.04     —    
  

 

 

   

 

 

 

Net loss per common share-Diluted

   ($ 0.04     —    
  

 

 

   

 

 

 

Weighted-average number of common shares-Basic

     119,523,867       119,291,974  

Weighted-average number of common shares-Diluted

     119,523,867       119,291,974  

 

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PARTY CITY HOLDCO INC.

RECONCILIATION OF ADJUSTED EBITDA

(In thousands)

 

     Three Months Ended March 31,  
     2017     2016  

Net loss

   ($ 4,683   ($ 394

Interest expense, net

     20,692       22,652  

Income taxes

     (2,500     276  

Depreciation and amortization

     20,701       20,889  
  

 

 

   

 

 

 

EBITDA

     34,210       43,423  

Non-cash purchase accounting adjustments

     1,850       1,401  

Restructuring, retention and severance (a)

     7,814       —    

Deferred rent (b)

     363       1,983  

Store closing expenses (c)

     1,367       1,420  

Foreign currency gains, net

     (537     (3,164

Equity based compensation (d)

     2,398       948  

Undistributed loss in unconsolidated joint venture

     716       147  

Corporate development expenses (e)

     723       266  

Other

     218       109  
  

 

 

   

 

 

 

Adjusted EBITDA

   $ 49,122     $ 46,533  
  

 

 

   

 

 

 

Adjusted EBITDA margin

     10.3     10.2
  

 

 

   

 

 

 

 

(a) During the first quarter of 2017, the Company recorded restructuring charges. Of this amount, $4,510 relates to the Transition and Consulting Agreement with Gerald Rittenberg dated March 15, 2017. For further details on this agreement, please refer to the Form 8-K filed on March 17, 2017. Also, during the three months ended March 31, 2017, the Company recorded a $3,304 severance charge related to a restructuring of its Retail segment. See Note (d) below for further restructuring details.
(b) The deferred rent adjustment reflects the difference between accounting for rent and landlord incentives in accordance with GAAP and the Company’s actual cash outlay for such items.
(c) Charges incurred related to closing unprofitable stores.
(d) The first quarter of 2017 includes a $1,362 stock option modification charge for Gerald Rittenberg.
(e) Principally represents third-party costs related to acquisitions (primarily legal expenses and diligence fees). Such costs are excluded from the definition of “Consolidated Adjusted EBITDA” that is utilized for certain covenants in the Company’s credit agreements.

 

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PARTY CITY HOLDCO INC.

RECONCILIATION OF ADJUSTED NET INCOME

(In thousands, except share and per share data)

 

     Three Months Ended March 31,  
     2017      2016  

Loss before income taxes

   ($ 7,183    ($ 118

Intangible asset amortization

     3,713        4,145  

Non-cash purchase accounting adjustments (a)

     2,004        1,956  

Amortization of deferred financing costs and original issuance discount

     1,233        1,274  

Restructuring, retention and severance (b)

     7,814        —    

Equity based compensation (c)

     2,398        948  
  

 

 

    

 

 

 

Adjusted income before income taxes

     9,979        8,205  

Adjusted income tax expense (d)

     3,928        3,446  
  

 

 

    

 

 

 

Adjusted net income

   $ 6,051      $ 4,759  
  

 

 

    

 

 

 

Adjusted net income per common share - diluted

   $ 0.05      $ 0.04  
  

 

 

    

 

 

 

Weighted-average number of common shares-diluted

     120,862,319        120,141,598  
  

 

 

    

 

 

 

 

(a) On July 27, 2012, PC Merger Sub, Inc., which was our wholly-owned indirect subsidiary, merged into Party City Holdings Inc. (“PCHI”), with PCHI being the surviving entity (the “Transaction”). As a result of the Transaction, the Company applied the acquisition method of accounting and increased the value of certain property, plant and equipment. The impact of such adjustments on depreciation expense increased the Company’s expenses. These property, plant and equipment depreciation amounts are included in “Non-cash purchase accounting adjustments” for purposes of calculating “adjusted net income,” but are excluded from “Non-cash purchase accounting adjustments” for purposes of calculating adjusted EBITDA since they are included in depreciation expense.
(b) During the first quarter of 2017, the Company recorded restructuring charges. Of this amount, $4,510 relates to the Transition and Consulting Agreement with Gerald Rittenberg dated March 15, 2017. For further details on this agreement, please refer to the Form 8-K filed on March 17, 2017. Also, during the three months ended March 31, 2017, the Company recorded a $3,304 severance charge related to a restructuring of its Retail segment. See Note (c) below for further restructuring details.
(c) The first quarter of 2017 includes a $1,362 stock option modification charge for Gerald Rittenberg.
(d) Represents income tax expense/benefit after excluding the specific tax impacts for each of the pre-tax adjustments. The tax impacts for each of the adjustments were determined by applying to the pre-tax adjustments the effective income tax rates for the specific legal entities in which the adjustments were recorded.

 

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PARTY CITY HOLDCO INC.

RECONCILIATION OF 2017 OUTLOOK

(In millions)

UNAUDITED

 

     Full year 2017
     Outlook

Net income:

   $123 - $133

Intangible asset amortization, net of tax:

   9

Amortization of deferred financing costs and original issuance discount, net of tax:

   3

Restructuring, retention and severance, net of tax:

   6

Equity based compensation, net of tax:

   3

Non-cash purchase accounting adjustments, net of tax:

   4
  

 

Adjusted net income (a):

   $148 - $158
  

 

Net income:

   $123 - $133

Income taxes:

   74 - 80

Interest expense, net:

   88 - 86

Depreciation and amortization:

   87
  

 

EBITDA:

   $372 - $386

Deferred rent:

   8 - 9

Equity based compensation:

   5

Non-cash purchase accounting adjustments:

   6

Restructuring, retention and severance:

   8 - 9

Undistributed loss in unconsolidated joint ventures:

   1 - 2
  

 

Adjusted EBITDA (a):

   $400 - $417
  

 

 

(a) Amounts may not total due to rounding.

 

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PARTY CITY HOLDCO INC.

SEGMENT INFORMATION

(In thousands except percentages)

 

     Three Months Ended March 31,  
     2017     2016  
Total Revenues    Dollars in
thousands
    Percentage of
Total Revenues
    Dollars in
thousands
    Percentage of
Total Revenues
 

Net Sales:

        

Wholesale

   $ 270,692       56.7   $ 259,821       56.8

Eliminations

     (135,998     (28.5 %)      (125,091     (27.3 %) 
  

 

 

   

 

 

   

 

 

   

 

 

 

Net wholesale

     134,694       28.2     134,730       29.4

Retail

     339,269       71.1     319,556       69.8
  

 

 

   

 

 

   

 

 

   

 

 

 

Total net sales

     473,963       99.4     454,286       99.2

Royalties and franchise fees

     3,036       0.6     3,454       0.8
  

 

 

   

 

 

   

 

 

   

 

 

 

Total revenues

   $ 476,999       100.0   $ 457,740       100.0
  

 

 

   

 

 

   

 

 

   

 

 

 
     Three Months Ended March 31,  
     2017     2016  
Total Gross Profit    Dollars in
thousands
    Percentage of
Net Sales
    Dollars in
thousands
    Percentage of
Net Sales
 

Retail

   $ 132,581       39.1   $ 124,026       38.8

Wholesale

     42,663       31.7     42,493       31.5
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 175,244       37.0   $ 166,519       36.7
  

 

 

   

 

 

   

 

 

   

 

 

 

 

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PARTY CITY HOLDCO INC.

OPERATING METRICS

 

     Three Months Ended March 31,  
     2017     2016  

Store Count

    

Corporate Stores:

    

Beginning of period

     750       712  

New stores opened

     2       2  

Acquired

     36       19  

Closed

     (4     (2
  

 

 

   

 

 

 

End of period

     784       731  

Franchise Stores:

    

Beginning of period

     184       200  

Opened

     —         1  

Sold to Party City

     (36     (19

Closed

     (2     (1
  

 

 

   

 

 

 

End of period

     146       181  
  

 

 

   

 

 

 

Grand Total

     930       912  
  

 

 

   

 

 

 
     Three Months Ended March 31,  
     2017     2016  

Share of Shelf (a)

     77.4     75.4
  

 

 

   

 

 

 
     Three Months Ended March 31,  
     2017     2016  

Brand comparable sales (b)

     1.7     -1.5
  

 

 

   

 

 

 

 

(a) Share of shelf represents the percentage of our retail product cost of sales supplied by our wholesale operations.
(b) Party City brand comparable sales include North American e-commerce sales.

 

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