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8-K - 8-K - DULUTH HOLDINGS INC.dlth-20180605x8k.htm



Exhibit 99.1





Picture 2



Duluth Holdings Inc. Announces First Quarter Fiscal 2018 Financial Results



Belleville, WI – Jun. 5, 2018  Duluth Holdings Inc. (dba, Duluth Trading Company) (“Duluth Trading” or the “Company”) (NASDAQ: DLTH), a lifestyle brand of men’s and women’s casual wear, workwear and accessories, today announced its financial results for the fiscal first quarter ended April 29, 2018.



Highlights for the First Quarter Ended April 29, 2018



·

Net sales increased 19.7% to $100.2 million compared to $83.7 million in the prior-year first quarter

·

Gross margin decreased 230 basis points to 55.8% compared to 58.1% in the prior-year first quarter

·

Operating loss of $0.3 million compared to operating income of $0.7 million in the prior-year first quarter

·

Net loss of $0.7 million, or $0.02 per diluted share compared to net income of $0.4 million, or $0.01 per diluted share in the prior year-first quarter

·

Adjusted EBITDA1 of $2.6 million compared to $2.7 million in the prior-year first quarter 

·

The Company opened two retail stores in Anchorage, AK, and West Fargo, ND, totaling approximately 40,000 gross square feet

·

33rd consecutive quarter of increased net sales year-over-year

1See Reconciliation of net income to EBITDA and EBITDA to Adjusted EBITDA in the accompanying financial tables.



Management Commentary



We achieved our 33rd consecutive quarter of increased net sales year-over-year. Our 20% top-line growth was driven by new stores, growth in the women’s business, and direct segment growth, with direct sales in established omnichannel markets growing more than double the Company average of 4%,” said Stephanie Pugliese, Chief Executive Officer of Duluth Trading. While the late arrival of spring in several regions of the country did have a slight impact on quarterly sales, we were able to control expenses and our bottom line results were in-line with our expectations. We expect to deliver on our 2018 financial guidance.”



During the first quarter, we opened two retail stores in new markets, Anchorage and West Fargo and both stores are performing above our expectations. We continue to attract new customers to our brand through retail stores, and during the quarter, new customers acquired through retail were up 56% as compared to the prior year.”



“I am pleased to report that our order management system, which has been a key technology project for the past two years, went live on May 21 and provides us the foundation to further enhance our omnichannel customer experience in 2018 and beyond.”

1

 


 

Operating Results for the First Quarter Ended April 29, 2018



Net sales increased 19.7% to $100.2 million, compared to $83.7 million in the same period a year ago. The net sales increase was driven by a  3.8% growth in direct net sales and a  70.7% growth in retail net sales, with growth in virtually all product categories and in both men’s and women’s business. The increase in retail net sales was primarily due to having 13 more stores during the first quarter of 2018 as compared to the same period a year ago.



Gross profit increased 15.0% to $55.9 million, or 55.8% of net sales, compared to $48.6 million, or 58.1% of net sales, in the corresponding prior-year period. The 230 basis point decrease in gross margin was primarily attributable to a decrease in product margins due to end of winter clearance, increase in inventory reserves and higher freight cost as a result of retail expansion, coupled with a slight decline in shipping revenues. 



Selling, general and administrative expenses increased 17.3% to $56.2 million, compared to $47.9 million in the same period a year ago. As a percentage of net sales, selling, general and administrative expenses decreased 110 basis points to 56.1%, compared to 57.2% in the corresponding prior-year period. As a percentage of net sales, advertising and marketing costs decreased 360 basis points to 21.6% compared to 25.2% in the corresponding prior-year period, primarily due to a decrease in catalog expense as a result of the adoption of the new revenue standard and a planned decrease in catalog spend as a percentage of net sales, coupled with leverage gained from a higher mix of retail sales. As a percentage of net sales, selling expenses increased 150 basis points to 16.1%, compared to 14.6% in the corresponding prior-year period, primarily due to an increase in customer service expense due to retail store growth and an increase in distribution costs,  partially offset by leverage in shipping expenses due to increased retail net sales. As a percentage of net sales, general and administrative expenses increased 100  basis points to 18.4% compared to 17.4% in the corresponding prior-year period, primarily due to depreciation, hosting fees and personnel expenses due to growth in the business.



Balance Sheet and Liquidity



The Company ended the quarter with a cash balance of approximately $1.2 million, with net working capital of $40.0 million, and $21.3 million outstanding on its $60.0 million revolving line of credit. Effective May 17, 2018, the Company terminated its $60 million revolving line of credit and entered into a new credit agreement. The new credit agreement provides for borrowings of up to $80.0 million in revolving credit and additional borrowings of $50.0 million in a delayed draw term loan, for a total credit facility of $130.0 million.



Fiscal 2018 Outlook



The Company reiterated its previously issued fiscal 2018 outlook. Its fiscal 2018 outlook is provided on a 53-week period, compared to a 52-week period in fiscal 2017.  



·

Net sales in the range of $555.0 million to $575.0 million

·

Adjusted EBITDA1 in the range of $51.0 million to $54.0 million

·

EPS in the range of $0.79 to $0.84 per diluted share, with an effective tax rate of 26%

·

Capital expenditures, net of proceeds from finance lease obligations, of $45.0 million to $55.0 million2

·

15 new store openings, adding approximately 255,000 of additional gross square footage



1See Reconciliation of forecasted net income to forecasted EBITDA and forecasted EBITDA to forecasted Adjusted EBITDA in the accompanying financial tables.

2Fiscal 2018 capital expenditures primarily include the Company’s plan to open 15 retail stores, investments in technology and infrastructure improvements.



2

 


 

The table below recaps the Company’s fiscal 2018 stores opened and signed new store leases and the anticipated opening timeframe.







 

 

 

 



 

 

 

Gross

Location

 

Timing

 

Square Footage

Anchorage, AK1

 

Opened March 1, 2018

 

25,409

West Fargo, ND

 

Opened March 22, 2018

 

14,557

Colorado Springs, CO

 

Opened May 3, 2018

 

12,410

Lubbock, TX

 

Opened May 10, 2018

 

15,536

Denton, TX

 

Opened May 17, 2018

 

14,557

Portland, OR

 

Opened May 24, 2018

 

19,075

Columbus, OH

 

Q2 Fiscal 2018

 

14,749

Arlington, TX

 

Q2 Fiscal 2018

 

15,536

Golden, CO

 

Q3 Fiscal 2018

 

20,415

Ramsey, NJ

 

Q3 Fiscal 2018

 

13,300

Canton, OH

 

Q3 Fiscal 2018

 

14,557

Greensboro, NC1

 

Q3 Fiscal 2018

 

30,508

Oklahoma City, OK

 

Q4 Fiscal 2018

 

15,536

Friendswood, TX

 

Q4 Fiscal 2018

 

16,026

South Portland, ME

 

Q4 Fiscal 2018

 

12,964



 

 

 

 

1Gross square footage includes space used for direct-to-customer fulfillment



Conference Call Information

A conference call and audio webcast with analysts and investors will be held on Tuesday, June 5, 2018 at 9:30 am Eastern Time, to discuss the results and answer questions.

·

Live conference call: 844-875-6915 (domestic) or 412-317-6711 (international)

·

Conference call replay available through June 15, 2018: 877-344-7529 (domestic) or 412-317-0088 (international)

·

Replay access code: 10120539

·

Live and archived webcast: ir.duluthtrading.com

The Company is enabling investors to pre-register for the earnings conference call so that they can expedite their entry into the call and avoid the need to wait for a live operator. In order to pre-register for the call, investors can visit http://dpregister.com/10120539  and enter in their contact information. Investors will then be issued a personalized phone number and pin to dial into the live conference call. Individuals can pre-register any time prior to the start of the conference call.



About Duluth Trading



Duluth Trading is a rapidly growing lifestyle brand for the Modern, Self-Reliant American. Based in Belleville, Wisconsin, we offer high quality, solution-based casual wear, workwear and accessories for men and women who lead a hands-on lifestyle and who value a job well-done. We provide our customers an engaging and entertaining experience.  Our marketing incorporates humor and storytelling that conveys the uniqueness of our products in a distinctive, fun way, and our products are sold exclusively through our content-rich website, catalogs, and “store like no other” retail locations. We are committed to outstanding customer service backed by our “No Bull Guarantee” - if it’s not right, we’ll fix it. Visit our website at www.duluthtrading.com







3

 


 

Non-GAAP Measurements



Management believes that non-GAAP financial measures may be useful in certain instances to provide additional meaningful comparisons between current results and results in prior operating periods. Within this release, including the tables attached hereto, reference is made to adjusted earnings before interest, taxes, depreciation and amortization (EBITDA).  See attached Table “Reconciliation of Net Income to EBITDA and EBITDA to Adjusted EBITDA,” for a reconciliation of net income to EBITDA and EBITDA to Adjusted EBITDA for the three months ended April 29, 2018, versus the three months ended April 30, 2017See also attached Table “Reconciliation of Forecasted Net Income to Forecasted EBITDA and Forecasted EBITDA to Forecasted Adjusted EBITDA,” for a reconciliation of forecasted net income to forecasted EBITDA and forecasted EBITDA to forecasted adjusted EBITDA for the fiscal year ending February 3, 2019.  Adjusted EBITDA is a metric used by management and frequently used by the financial community, which provides insight into an organization’s operating trends and facilitates comparisons between peer companies, since interest, taxes, depreciation and amortization can differ greatly between organizations as a result of differing capital structures and tax strategies. Adjusted EBITDA excludes certain items that are unusual in nature or not comparable from period to period.  The Company provides this information to investors to assist in comparisons of past, present and future operating results and to assist in highlighting the results of on-going operations.  While the Company’s management believes that non-GAAP measurements are useful supplemental information, such adjusted results are not intended to replace the Company’s GAAP financial results and should be read in conjunction with those GAAP results.



Forward-Looking Statements



This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts included in this press release, including statements concerning Duluth Trading's plans, objectives, goals, beliefs, business strategies, future events, business conditions, its results of operations, financial position and its business outlook, business trends and certain other information herein are forward-looking statements, including statements regarding Duluth Trading’s ability to execute on its growth strategies, statements under the heading “Fiscal 2018 Outlook and the forecasted results of operations in the Table “Reconciliation of Forecasted Net Income to Forecasted EBITDA and Forecasted EBITDA to Forecasted Adjusted EBITDA.” You can identify forward-looking statements by the use of words such as “may,” ”might,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “believe,” “estimate,” “project,” “target,” “predict,” “intend,” “future,” “budget,” “goals,” “potential,” “continue,” “design,” “objective,” “forecasted,” “would” and other similar expressions. The forward-looking statements are not historical facts, and are based upon Duluth Trading's current expectations, beliefs, estimates, and projections, and various assumptions, many of which, by their nature, are inherently uncertain and beyond Duluth Trading's control. Duluth Trading's expectations, beliefs and projections are expressed in good faith, and Duluth Trading believes there is a reasonable basis for them. However, there can be no assurance that management's expectations, beliefs, estimates, and projections will be achieved and actual results may vary materially from what is expressed in or indicated by the forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the forward-looking statements, including, among others, the risks, uncertainties, and factors set forth under Part 1, Item 1A Risk Factors” in the Company’s Annual Report on Form 10-K filed with the SEC on March 21, 2018, and other factors as may be periodically described in Duluth Trading’s subsequent filings with the SEC. Forward-looking statements speak only as of the date the statements are made. Duluth Trading assumes no obligation to update forward-looking statements to reflect actual results, subsequent events or circumstances or other changes affecting forward-looking information except to the extent required by applicable securities laws.







4

 


 

Investor Contacts:

Donni Case (310) 622-8224

Johan Yokay (310) 622-8241

Financial Profiles, Inc.

Duluth@finprofiles.com



# # #

(Tables Follow)



5

 


 



DULUTH HOLDINGS INC.

Condensed Consolidated Balance Sheets

(Unaudited)

(Amounts in thousands)





















 

 

 

 

 

 



 

April 29, 2018

 

January 28, 2018



 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

Cash

 

$

1,179 

 

$

2,865 

Accounts receivable

 

 

30 

 

 

52 

Other receivables

 

 

581 

 

 

273 

Inventory, net

 

 

97,997 

 

 

89,548 

Prepaid expenses & other current assets

 

 

9,707 

 

 

7,642 

Deferred catalog costs

 

 

67 

 

 

1,446 

Total current assets

 

 

109,561 

 

 

101,826 

Property and equipment, net

 

 

129,221 

 

 

109,705 

Restricted cash

 

 

2,923 

 

 

4,218 

Available-for-sale security

 

 

6,323 

 

 

6,323 

Goodwill

 

 

402 

 

 

402 

Other assets, net

 

 

579 

 

 

628 

Total assets

 

$

249,009 

 

$

223,102 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Trade accounts payable

 

$

14,595 

 

$

17,320 

Accrued expenses and other current liabilities

 

 

25,800 

 

 

25,261 

Income taxes payable

 

 

7,359 

 

 

7,631 

Line of credit

 

 

21,250 

 

 

Bank overdrafts

 

 

478 

 

 

Current maturities of long-term debt

 

 

85 

 

 

84 

Total current liabilities

 

 

69,567 

 

 

50,296 

Finance lease obligations under build-to-suit leases

 

 

34,204 

 

 

26,578 

Long-term debt, less current maturities

 

 

1,403 

 

 

1,424 

Deferred rent obligations, less current maturities

 

 

3,680 

 

 

3,355 

Deferred tax liabilities

 

 

1,763 

 

 

2,100 

Total liabilities

 

 

110,617 

 

 

83,753 

Commitments and contingencies

 

 

 

 

 

 

Shareholders' equity:

 

 

 

 

 

 

Treasury stock

 

 

(92)

 

 

(57)

Capital stock

 

 

88,452 

 

 

88,043 

Retained earnings

 

 

46,745 

 

 

48,084 

Total shareholders' equity of Duluth Holdings Inc.

 

 

135,105 

 

 

136,070 

Noncontrolling interest

 

 

3,287 

 

 

3,279 

Total shareholders' equity

 

 

138,392 

 

 

139,349 

Total liabilities and shareholders' equity

 

$

249,009 

 

$

223,102 

6

 


 



DULUTH HOLDING INC.

Consolidated Statements of Operations

(Unaudited)

(Amounts in thousands, except per share figures)

















 

 

 

 

 

 



 

Three Months Ended



 

April 29, 2018

 

April 30, 2017

Net sales

 

$

100,207 

 

$

83,687 

Cost of goods sold (excluding depreciation and amortization)

 

 

44,267 

 

 

35,044 

Gross profit

 

 

55,940 

 

 

48,643 

Selling, general and administrative expenses

 

 

56,197 

 

 

47,894 

Operating (loss) income

 

 

(257)

 

 

749 

Interest expense

 

 

821 

 

 

166 

Other income, net

 

 

163 

 

 

57 

(Loss) income before income taxes

 

 

(915)

 

 

640 

Income tax (benefit) expense

 

 

(232)

 

 

225 

Net (loss) income

 

 

(683)

 

 

415 

Less: Net income attributable to noncontrolling interest

 

 

 

 

60 

Net (loss) income attributable to controlling interest

 

$

(691)

 

$

355 

Basic earnings per share (Class A and Class B):

 

 

 

 

 

 

Weighted average shares of
   common stock outstanding

 

 

32,046 

 

 

31,822 

Net (loss) income per share attributable
   to controlling interest

 

$

(0.02)

 

$

0.01 

Diluted earnings per share (Class A and Class B):

 

 

 

 

 

 

Weighted average shares and
   equivalents outstanding

 

 

32,046 

 

 

32,320 

Net (loss) income per share attributable
   to controlling interest

 

$

(0.02)

 

$

0.01 



7

 


 



DULUTH HOLDINGS INC.

Consolidated Statements of Cash Flows

(Unaudited)

(Amounts in thousands)















 

 

 

 

 

 



 

Three Months Ended



 

April 29, 2018

 

April 30, 2017

Cash flows from operating activities:

 

 

 

 

 

 

Net (loss) income

 

$

(683)

 

$

415 

Adjustments to reconcile net (loss) income to net cash used in operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

2,309 

 

 

1,552 

Amortization of stock-based compensation

 

 

409 

 

 

324 

Deferred income taxes

 

 

40 

 

 

(22)

Changes in operating assets and liabilities:

 

 

 

 

 

 

Accounts receivable

 

 

22 

 

 

14 

Other receivables

 

 

(308)

 

 

(751)

Inventory

 

 

(10,363)

 

 

(4,453)

Prepaid expense & other current assets

 

 

(1,527)

 

 

189 

Deferred catalog costs

 

 

(814)

 

 

1,449 

Trade accounts payable

 

 

(1,441)

 

 

188 

Income taxes payable

 

 

(421)

 

 

253 

Accrued expenses and deferred rent obligations

 

 

1,790 

 

 

(2,702)

Net cash used in operating activities

 

 

(10,987)

 

 

(3,544)

Cash flows from investing activities:

 

 

 

 

 

 

Purchases of property and equipment

 

 

(14,000)

 

 

(8,327)

Change in other assets

 

 

43 

 

 

(27)

Net cash used in investing activities

 

 

(13,957)

 

 

(8,354)

Cash flows from financing activities:

 

 

 

 

 

 

Proceeds from line of credit

 

 

37,464 

 

 

Payments on line of credit

 

 

(16,214)

 

 

Payments on long term debt

 

 

(19)

 

 

(10)

Payments on capital lease obligations

 

 

(1)

 

 

(5)

Change in bank overdrafts

 

 

478 

 

 

Proceeds from finance lease obligations

 

 

266 

 

 

512 

Capital contributions to variable interest entity

 

 

 

 

269 

Shares withheld for tax payments on vested restricted shares

 

 

(35)

 

 

Other

 

 

24 

 

 

Net cash provided by financing activities

 

 

21,963 

 

 

773 

Decrease in cash and restricted cash

 

 

(2,981)

 

 

(11,125)

Cash and restricted cash at beginning of period

 

 

7,083 

 

 

25,477 

Cash and restricted cash at end of period

 

$

4,102 

 

$

14,352 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

Interest paid

 

$

737 

 

$

140 

Income taxes paid

 

$

149 

 

$

Supplemental disclosure of non-cash information:

 

 

 

 

 

 

Property and equipment acquired under build-to-suit leases

 

$

7,331 

 

$

903 

Unpaid liability to acquire property and equipment

 

$

2,507 

 

$

2,350 





8

 


 

DULUTH HOLDINGS INC.

Reconciliation of Net Income to EBITDA and EBITDA to Adjusted EBITDA

(Unaudited)

(Amounts in thousands)













 

 

 

 

 

 



 

Three Months Ended



 

April 29, 2018

 

April 30, 2017

Net (loss) income

 

$

(683)

 

$

415 

Depreciation and amortization

 

 

2,309 

 

 

1,552 

Interest expense

 

 

821 

 

 

166 

Income tax (benefit) expense

 

 

(232)

 

 

225 

EBITDA

 

$

2,215 

 

$

2,358 

Non-cash stock based compensation

 

 

409 

 

 

324 

Adjusted EBITDA

 

$

2,624 

 

$

2,682 









DULUTH HOLDINGS INC.

Segment Information

(Unaudited)

(Amounts in thousands)













 

 

 

 

 

 



 

Three Months Ended



 

April 29, 2018

 

April 30, 2017

Net sales

 

 

 

 

 

 

Direct

 

$

66,212 

 

$

63,775 

Retail

 

 

33,995 

 

 

19,912 

Total net sales

 

$

100,207 

 

$

83,687 

Operating (loss) income

 

 

 

 

 

 

Direct

 

$

(2,128)

 

$

(157)

Retail

 

 

1,871 

 

 

906 

Total operating (loss) income

 

 

(257)

 

 

749 

Interest expense

 

 

821 

 

 

166 

Other income, net

 

 

163 

 

 

57 

(Loss) income before income taxes

 

$

(915)

 

$

640 









DULUTH HOLDINGS INC.

Net Sales by Business

(Unaudited)

(Amounts in thousands)









 

 

 

 

 

 



 

Three Months Ended



 

April 29, 2018

 

April 30, 2017

Net sales

 

 

 

 

 

 

Men's

 

$

67,919 

 

$

58,634 

Women's

 

 

27,161 

 

 

20,806 

Hard goods/other

 

 

5,127 

 

 

4,247 

Total net sales

 

$

100,207 

 

$

83,687 

























9

 


 

DULUTH HOLDINGS INC.

Reconciliation of Forecasted Net Income to Forecasted EBITDA and Forecasted EBITDA to Forecasted Adjusted EBITDA

For the Fiscal Year Ending February 3, 2019

(Unaudited)

(Amounts in thousands)







 

 

 

 

 

 



 

Low

 

High

Forecasted

 

 

 

 

 

 

Net income

 

$

26,000 

 

$

27,500 

Depreciation and amortization

 

 

10,600 

 

 

11,000 

Interest expense

 

 

3,950 

 

 

4,450 

Income tax expense

 

 

9,000 

 

 

9,550 

EBITDA

 

$

49,550 

 

$

52,500 

Non-cash stock based compensation

 

 

1,450 

 

 

1,500 

Adjusted EBITDA

 

$

51,000 

 

$

54,000 



10