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8-K - FORM 8-K - SCHOOL SPECIALTY INCform8k.htm

EXHIBIT 99.1


schslogo.JPG 

W6316 Design Drive, Greenville, WI 54942

P.O. Box 1579, Appleton, WI 54912-1579

 

School Specialty Provides Fiscal 2019 Results

 

Fiscal 2019 Revenue of $626.3 million  

Fiscal 2019 Adjusted EBITDA of $23.9 million  

Fiscal 2019 Free Cash Flow of $1.0 million, an improvement of $20.4 million from 2018  

 

GREENVILLE, Wis., April 6, 2020 – School Specialty, Inc. (OTCQB: SCOO) (“School Specialty”, “SSI” or “the Company”), a leading provider of innovative products and solutions that support integrated learning environments for improved student social, emotional, mental and physical well-being, today provided results for its fiscal fourth quarter and fiscal year ended December 28, 2019.

 

Ryan Bohr, Executive Vice President and Chief Operating Officer, stated, “The core takeaways from our 2019 performance are that we delivered very effectively for our customers during the back-to-school season and successfully executed pricing and business strategies that had begun to steadily improve our margins in the second half of the year and position us for growth.  Success in these areas had contributed to an exceptionally strong start to 2020 however this was curtailed by the global COVID-19 pandemic.”  Mr. Bohr further stated, “The health of our employees, suppliers and customers is a priority for us and we have focused on safeguarding and supporting their well-being during this challenging time by enabling substantially all of our team to work remotely and implementing additional sanitation and distancing measures in our fulfillment centers. As we adapt to this unprecedented and fluid situation, we have also taken important steps to scale back our cost structure.  We remain operational as an essential business and available to support the needs of our districts, educators and students across the country. When schools start to take the steps necessary to prepare for the 2020/21 school year and School Specialty fully intends to be there to support them.”

 

Mr. Bohr concluded, “With the additional complexities of the COVID-19 situation, our process to address our capital structure is exclusively focused on discussions with our current senior secured lenders.  We have recently executed amendments and forbearance extensions that enable those discussions to continue.  While we do not expect those discussions to result in a transaction that provides meaningful value to our shareholders, we do currently expect we will arrive a transaction that will improve our liquidity position and allow our Company to continue as a going concern.”

 

Fiscal 2019 Results

Revenue was $626.3 million for the fiscal year ended December 28, 2019, as compared to $673.5 million in fiscal 2018, representing a decrease of 7.0%. Fiscal fourth quarter 2019 revenue of $91.0 million was down 20.6% compared to the prior year period; however, the impact of prior year fulfillment center issues resulted in delaying over $10.0 million of shipments from Q3 into Q4 2018.  With the strong operational performance in 2019, the fourth quarter of 2019 did not experience a shift in shipment timing.  Weaker orders in November and December also contributed to the year-over-year revenue decreases in Q4 2019 across all product categories.  A portion of the revenue decline experienced in the fiscal year and the fourth quarter can be attributed to decisions not to pursue certain large, low-margin Supply and Furniture revenue opportunities. 




The Company reported a gross profit margin for the year ended December 28, 2019 of 33.2% as compared to 33.9% reported in 2018. Fourth quarter 2019 gross profit margin was 32.5% compared to 31.5% in the prior year period. 

oWe have seen consistent improvement in year-over-year gross margin trends throughout fiscal 2019, particularly in our Supplies and Furniture product categories.  Supplies gross margin was up approximately 50 bps YOY for full year 2019 and up 350 bps YOY in the fourth quarter of 2019 compared to the prior year’s fourth quarter.  Furniture gross margin was up approximately 110 bps for full year 2019 and up 230 bps in Q4 2019. 

 

Selling, general and administration (“SG&A”) expenses were $217.9 million for the year ended December 28, 2019, which represents a $4.2 million decrease year-over-year.  Excluding incremental restructuring costs in SG&A, SG&A expenses declined by $14.3 million year-over-year, reflecting a continued focus on lowering fixed expenses throughout the Company. SG&A for the fiscal fourth quarter 2019 of $50.5 million was down $1.1 million, or 2.2% below the comparable prior year period. Excluding incremental fourth quarter restructuring costs in SG&A, SG&A expenses declined by $5.7 million, or 11.2%, compared to the fourth quarter of 2018. 

 

The Company reported adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”) of approximately $23.9 million for the year ended December 28, 2019 compared to $35.1 million in the year ended December 29, 2018.  Approximately $7.3 million of the decrease related to our Agendas product category.  The Agendas product category generated negative EBITDA of approximately $5.3 million in 2019 and the Company exited the product line at the end of 2019.  Fourth quarter Adjusted EBITDA in 2019 was -$9.9 million as compared to -$8.4 million in the prior year fourth quarter. 

 

Free cash flow in 2019 was $1.0 million as compared to -$19.4 million in 2018.  The successful normalization of working capital provided $18.0 million of positive cash flow impact in 2019 as compared to working capital providing a negative cash flow impact of $17.8 million in 2018. Reduced capital expenditures and product development expenditures contributed an additional $3.8 million free cash flow improvement.  These year-over-year improvements to free cash flow were partially offset by $11.2 million of lower EBITDA in 2019, $10.2 million of incremental restructuring and restructuring-related costs and $2.2 million of incremental cash interest in 2019. 

 

School Specialty will be hosting a teleconference and webcast on Tuesday, April 7, 2020 at 9:00 a.m. ET to discuss its results and outlook. Speaking from management will be Michael C. Buenzow, Interim President and Chief Executive Officer; Ryan M. Bohr, Executive Vice President and Chief Operating Officer; and Kevin L. Baehler, Executive Vice President and Chief Financial Officer.

Conference Call Information

 

Toll-free number: 844-882-7832 / International number: 574-990-9706 / Conference ID: 7689336

Replay number: 855-859-2056 / International replay number: 404-537-3406 / Conference ID: 7689336

 

Interested parties can also participate on the webcast by visiting the Investor Relations section of School Specialty’s website at http://investors.schoolspecialty.com. For those who are unable to participate on the live conference call and webcast, a replay will be available approximately one hour after the completion of the call.




About School Specialty, Inc.

School Specialty is a leading provider of educational products and services to the Pre-K- 12th grade market in the U.S. and Canada. The company designs, manufactures and distributes a broad assortment of furniture & equipment, educational technology, general and specialty classroom supplies, facility supplies, safety and security products, and core and supplemental curriculum for science, math and English language arts. These include trusted national brands, as well as well-recognized proprietary brands, like Sax art products, Childcraft furniture and FOSS Science Curriculum. School Specialty also provides expert guidance, design services and professional development within the categories we support. At its core, School Specialty is a purpose-driven organization. Everything offered, from crayons to curriculum to complete learning environments, is designed to support educators, raise student outcomes and ultimately, transform more than classrooms.

 

School Specialty serves the U.S. and Canada through a comprehensive network of distribution centers powered by a multi-channel approach. For more information, visit  https://corporate.schoolspecialty.com/ or connect with us on Facebook, Twitter, Instagram, and Pinterest. Find ideas, resources and inspiration by visiting our blog: https://blog.schoolspecialty.com/.

Statement Concerning Forward-Looking Information

Any statements made in this press release about School Specialty’s future financial condition, results of operations, expectations, plans, or prospects the information regarding our Fiscal 2019 financial performance and business objectives outlook, constitute forward-looking statements. Forward-looking statements also include those preceded or followed by the words "anticipates," "believes," "could," "estimates," "expects," "intends," "may," "plans," “projects,” “should,” "targets" and/or similar expressions. These forward-looking statements are based on School Specialty's current estimates and assumptions and, as such, involve uncertainty and risk. Forward-looking statements are not guarantees of future performance, and actual results may differ materially from those contemplated by the forward-looking statements because of a number of factors, including the risk factors described in Item 1A of School Specialty's Form 10-K for the fiscal year ended December 28, 2019, which risk factors are incorporated herein by reference. Any forward-looking statement in this release speaks only as of the date on which it is made. Except to the extent required under the federal securities laws, School Specialty does not intend to update or revise the forward-looking statements.

 

Non-GAAP Financial Information

This press release includes references to Adjusted EBITDA, a non-GAAP financial measure. Adjusted EBITDA represents net income (loss) adjusted for: provision for (benefit from) income taxes; purchase accounting deferred revenue adjustments; restructuring costs; restructuring-related costs included in SG&A; impairment charges; depreciation and amortization expense; amortization of development costs; net interest expense; and stock-based compensation. Free Cash Flow represents Adjusted EBITDA adjusted for: capital expenditures; product development expenditures; proceeds from asset sales; unrealized foreign exchange gains and losses; other; changes in working capital; Cash Interest and Cash Taxes.

 

The Company considers Adjusted EBITDA a relevant supplemental measure of its financial performance and Free Cash Flow a relevant supplemental measure of liquidity. The Company believes these non-GAAP financial measures provide useful supplemental information for investors regarding trends and performance of our ongoing operations and is useful for year-over-year comparisons of such results. We also use these non-GAAP financial measures in making operational and financial decisions and in establishing operational goals.

 

In summary, we believe that providing these non-GAAP financial measures to investors, as a supplement to GAAP financial measures, helps investors to (i) evaluate our operating and financial performance and future prospects, (ii) compare financial results across accounting periods, (iii) better understand the long-term performance of our core business, (iv) evaluate trends in our business, (v) evaluate our ability to generate cash and improve liquidity, and (vi) assess the Company’s ability to fund both its operating activities and reinvestments into the business, as well as service its debt, including debt repayments, all consistent with how management evaluates such performance and trends.




Adjusted EBITDA and Free Cash Flow do not represent, and should not be considered, an alternative to net income or operating income, or an alternative to cashflow from operations, as determined by GAAP, and our calculation may not be comparable to similarly titled measures reported by other companies.

 

 

Company Contacts

Ryan Bohr, EVP and Chief Operating OfficerKevin Baehler, EVP and Chief Financial Officer 

Ryan.bohr@schoolspecialty.comKevin.baehler@schoolspecialty.com 

Tel: 920-882-5868Tel: 920-882-5882 

 

Investor and Media Relations Contact

Mark Barbalato – FTI Consulting

Mark.barbalato@fticonsulting.com

Tel: 212-850-5707




SCHOOL SPECIALTY, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(In Thousands, Except Share and Per Share Amounts)

 

 

 

 

 

 

 

 

December 28, 2019

 

December 29, 2018

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$2,077

 

$1,030

 

Accounts receivable, less allowance for doubtful accounts

 

61,718

 

77,888

 

Inventories, net

 

71,424

 

90,061

 

Prepaid expenses and other current assets

 

17,956

 

 15,763

 

Refundable income taxes

 

431

 

1,019

 

 

Total current assets

 

153,606

 

185,761

Property, plant and equipment, net

 

27,429

 

 31,902

Operating lease right-of-use asset

 

14,768

 

-   

Goodwill

 

 

-   

 

4,580

Intangible assets, net

 

24,733

 

 33,306

Development costs and other

 

13,740

 

 14,807

Deferred taxes long-term

 

466

 

320

 

 

Total assets

 

$234,742

 

$270,676

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

Current liabilities:

 

 

 

 

 

Current maturities - long-term debt

 

$145,194

 

$30,352

 

Current operating lease liability

 

4,886

 

-   

 

Accounts payable

 

24,011

 

 41,277

 

Accrued compensation

 

8,929

 

 7,302

 

Contract liabilities

 

7,006

 

 5,641

 

Accrued royalties

 

1,992

 

 2,678

 

Other accrued liabilities

 

13,439

 

11,379

 

 

Total current liabilities

 

205,457

 

98,629

Long-term debt - less current maturities

 

-  

 

103,583

Opearting lease liability

 

10,008

 

-

Other liabilities

 

493

 

1,101

 

 

Total liabilities

 

215,958

 

203,313

 

 

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

Preferred stock, $0.001 par value per share, 500,000 

 

 

 

 

 

 

shares authorized; none outstanding

 

 

 

 

-   

 

-

 

Common stock, $0.001 par value per share, 50,000,000 shares authorized;

 

 

 

 

 

 

 

 

7,025,219  and 7,000,000 shares issued and outstanding, respectively 

 

 

7

 

7

 

Capital in excess of par value

 

125,793

 

125,072

 

Treasury stock, at cost 5,145; 0 and 0 shares, respectively 

 

 

(34)

 

-

 

Accumulated other comprehensive loss

 

(1,797)

 

 (2,079)

 

Accumulated deficit 

 

 

 

 

(105,185)

 

 (55,637)

 

 

Total stockholders' equity

 

18,784

 

67,363

 

 

Total liabilities and stockholders' equity

 

$234,742

 

$270,676




SCHOOL SPECIALTY, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands, Except Per Share Amounts)

 

 

 

 

 

 

For the Three Months Ended

 

For the Twelve Months Ended

 

 

 

 

 

December 28, 2019

 

December 29, 2018

 

December 28, 2019

 

December 29, 2018

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$ 91,020

 

$114,613

 

$626,073

 

$  673,452

Cost of revenues

 

61,471

 

78,467

 

418,475

 

444,937

 

Gross profit

 

29,549

 

36,146

 

207,598

 

228,515

Selling, general and administrative expenses

 

50,505

 

51,615

 

217,921

 

222,168

Impairment charge

 

-   

 

22,262

 

4,863

 

22,262

Facility exit costs and restructuring

 

391

 

1,314

 

2,681

 

2,463

Loss on asset sold

 

4,089

 

-   

 

4,089

 

  -   

 

Operating income (loss)

 

(25,436)

 

(39,045)

 

(21,956)

 

(18,378)

Other expense:

 

 

 

 

 

 

 

 

 

Interest expense

 

5,591

 

4,197

 

20,519

 

 15,548

 

Loss on early extinguishment of debt

 

 

 

8,032

 

-   

 

8,032

 

  -   

 

Change in fair value of derivatives

 

(1,238)

 

-   

 

82

 

   -   

Income (loss) before benefit from income taxes

 

(37,821)

 

(43,242)

 

(50,589)

 

(33,926)

Provision for (benefit from) income taxes

 

(1,240)

 

(4,605)

 

(1,041)

 

4,815

 

Net income (loss)

 

$ (36,581)

 

$  (38,637)

 

$  (49,548)

 

$  (38,741)

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

7,025

 

7,000

 

7,016

 

7,000

 

Diluted

 

7,025

 

7,000

 

7,016

 

7,000

 

 

 

 

 

 

 

 

 

 

 

 

Net Loss per Share:

 

 

 

 

 

 

 

 

 

Basic

 

$ (5.21)

 

$  (5.52)

 

$ (7.06)

 

$  (5.53)

 

Diluted

 

$ (5.21)

 

$ (5.52)

 

$ (7.06)

 

$  (5.53)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 28, 2019

 

December 29, 2018

 

December 28, 2019

 

December 29, 2018

 

Adjusted Earnings before interest, taxes, depreciation, 

 

 

 

 

 

 

 

 

 

 

 

 amortization, change in value of derivatives,  restructuring

 

 

 

 

 

 

 

 

 

 

 

 and impairment charges (EBITDA) reconciliation:

 

 

 

 

 

 

 

 

 

 

 

 Net income (loss)

 

 

 

$  (36,581)

 

$ (38,637)

 

$ (49,548)

 

$  (38,741)

 

 Provision for (benefit from) income taxes

 

 

 

(1,240)

 

(4,605)

 

(1,041)

 

4,815

 

 Purchase accounting deferred revenue adjustment

 

 

 

-   

 

17

 

-   

 

732

 

Loss on early extinguishment of debt 

 

 

 

8,032

 

-   

 

8,032

 

       -   

 

Loss on asset sold

 

 

 

4,089

 

-   

 

4,089

 

      -   

 

Impairment charge   

 

 

 

-   

 

22,262

 

4,863

 

 22,262

 

Restructuring costs   

 

 

 

391

 

1,314

 

2,681

 

2,463

 

Restructuring-related costs incl in SG&A  

 

 

 

5,085

 

456

 

12,468

 

2,458

 

Change in fair value of derivatives

 

 

 

(1,238)

 

-   

 

82

 

   -   

 

Depreciation and amortization expense

 

 

 

4,797

 

4,310

 

17,915

 

17,917

 

Amortization of development costs

 

 

 

994

 

1,412

 

4,465

 

5,602

 

Net interest expense

 

 

 

5,591

 

4,197

 

20,519

 

 15,548

 

Stock-based compensation

 

 

 

182

 

842

 

(589)

 

 2,020

 

Adjusted EBITDA

 

 

 

$ (9,898)

 

$ (8,432)

 

$  23,936

 

$ 35,076