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Tilly's, Inc. Announces Fiscal 2018 Fourth Quarter and Full Year Results

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4th Quarter Comp Store Net Sales Increase of 6.4% and EPS of $0.29
Beat Outlook

Introduces Fiscal 2019 First Quarter Outlook

Tilly's, Inc. (NYSE:TLYS, the ", Company", )) today announced financial
results for the fourth quarter and full year of fiscal 2018 ended
February 2, 2019.

"Tillys finished fiscal 2018 with its strongest single-quarter comp
sales result since the third quarter of fiscal 2011, and its best
consecutive three-quarter run of comp sales results since becoming a
public company in 2012," commented Ed Thomas, President and Chief
Executive Officer. "We aim to continue our operating momentum during
fiscal 2019."

Fourth Quarter Results Overview

The following comparisons refer to operating results for the fourth
quarter of fiscal 2018 (13 weeks) versus the fourth quarter of fiscal
2017 (14 weeks) ended February 3, 2018:

  • Total net sales were $170.6 million, an increase of 3.8% from $164.3
    million last year, despite last year's fourth quarter containing an
    extra week of net sales worth approximately $7.1 million to the
    quarter. The Company ended fiscal 2018 with 229 total stores,
    including four RSQ-branded pop-up stores, compared to 219 full-size
    stores last year.
  • Comparable store net sales, which includes e-commerce net sales,
    increased 6.4% compared to flat comparable store net sales during last
    year's fourth quarter. E-commerce net sales increased 49.6% and
    represented approximately 20% of total net sales this year, compared
    to a decrease of 12% and a 14% share of total net sales last year.
    Comparable store net sales in physical stores decreased 0.9% and
    represented approximately 80% of total net sales, compared to an
    increase of 2.3% and an 86% share of total net sales last year.
  • Gross profit was $52.2 million, an increase of 1.4% from $51.4 million
    last year. Gross margin, or gross profit as a percentage of net sales,
    decreased to 30.6% from 31.3% last year. This 70 basis point decrease
    in gross margin was due to a 120 basis point increase in distribution
    costs primarily as a result of higher e-commerce shipping costs
    associated with strong e-commerce net sales growth. This cost increase
    was partially offset by a 20 basis point decrease in occupancy costs
    and a 20 basis point improvement in product margins. While occupancy
    costs were approximately $0.5 million higher in total dollars due to
    having 10 net new stores compared to last year, they were lower as a
    percentage of net sales due to the Company's net sales increase.
    Product margins improved primarily due to lower total markdowns as a
    percentage of net sales, partially offset by lower initial markups
    attributable to a product mix shift toward branded merchandise.
  • Selling, general and administrative expenses ("SG&A") were $41.2
    million, or 24.2% of net sales, compared to $40.0 million, or 24.3% of
    net sales, last year. The $1.2 million increase in SG&A was primarily
    attributable to higher corporate bonus provisions of approximately
    $1.1 million associated with improved operating results for fiscal
    2018 as a whole. This year's SG&A included approximately $0.9 million
    in expense reductions related to negotiated resolutions of certain
    vendor disputes. On a non-GAAP basis, excluding these negotiated
    expense reductions, non-GAAP SG&A was $42.1 million, or 24.7% of net
    sales, compared to $40.0 million, or 24.3% of net sales, last year.
  • Operating income was $10.9 million, or 6.4% of net sales, compared to
    $11.4 million, or 7.0% of net sales, last year. The decrease in our
    operating results was attributable to last year's fourth quarter
    containing an extra week of net sales worth approximately $7.1
    million, which helped create greater leverage of our relatively fixed
    expense base last year. On a non-GAAP basis, excluding the negotiated
    expense reductions noted above, non-GAAP operating income was $10.1
    million, or 5.9% of net sales, compared to $11.4 million, or 7.0% of
    net sales, last year.
  • Income tax expense was $3.1 million, or 26.4% of pre-tax income,
    compared to $5.2 million, or 43.5% of pre-tax income, last year. The
    reduction in this year's income tax rate was attributable to the new
    corporate tax rates that went into effect for 2018. On a non-GAAP
    basis, excluding the negotiated expense reductions noted above,
    non-GAAP income tax expense was $2.9 million, or 26.4% of non-GAAP
    pre-tax income, compared to $5.2 million, or 43.5% of non-GAAP tax
    income, last year.
  • Net income was $8.7 million, or $0.29 per diluted share, compared to
    $6.7 million, or $0.23 per diluted share, last year. On a non-GAAP
    basis, excluding the negotiated expense reductions noted above,
    non-GAAP net income was $8.0 million, or $0.27 per diluted share,
    compared to $6.7 million, or $0.23 per diluted share, last year.

Fiscal 2018 Full Year Results Overview

The following comparisons refer to operating results for fiscal 2018 (52
weeks) versus fiscal 2017 (53 weeks) ended February 3, 2018:

  • Total net sales were $598.5 million, an increase of 3.7% from $576.9
    million last year, despite fiscal 2017 containing an extra week of net
    sales worth approximately $5.8 million to the year.
  • Comparable store net sales increased 4.0% in fiscal 2018, following a
    1.0% increase in fiscal 2017. Comparable store net sales in physical
    stores increased 1.4% and represented approximately 85% of total net
    sales, compared to an increase of 1.6% and a 87% share of total net
    sales last year. E-commerce net sales increased 21.7% and represented
    approximately 15% of total net sales, compared to a decrease of 2.5%
    and a 13% share of total net sales last year.
  • Gross profit was $180.9 million, an increase of 3.2% from $175.4
    million last year. Gross margin was 30.2%, compared to 30.4% last
    year. This 20 basis point decrease in gross margin was primarily
    attributable to a 50 basis point increase in distribution costs and a
    30 basis point decrease in product margins, partially offset by a 70
    basis point decrease in occupancy costs. Distribution costs increased
    primarily as a result of higher e-commerce shipping costs associated
    with e-commerce net sales growth. Product margins declined primarily
    due to lower initial markups associated with a product mix shift
    towards branded merchandise. Total occupancy expenses were
    approximately $0.4 million lower than last year, despite having 10 net
    new stores, primarily due to reductions in lease costs.
  • SG&A was $149.4 million, or 25.0% of net sales, compared to $151.4
    million, or 26.2% of net sales, last year. Last year's SG&A included
    $6.8 million in legal matter provisions. This year's SG&A included a
    $1.5 million reduction to such provisions as a result of the final
    settlement of a legal matter in early August 2018, and $0.7 million in
    costs associated with our secondary offering completed in early
    September 2018. The net year-over-year impact of these legal matter
    provisions, partially offset by our secondary offering costs,
    accounted for the improvement in SG&A as a percentage of net sales. On
    a non-GAAP basis, excluding the impact of the legal provisions from
    both years, and the secondary offering costs and the negotiated
    expense reductions noted above, non-GAAP SG&A was $151.0 million, or
    25.2% of net sales, compared to $144.6 million, or 25.1% of net sales,
    last year. Primary dollar increases in SG&A were attributable to store
    payroll of $1.9 million primarily due to minimum wage increases and
    higher comparable store net sales, online marketing costs of $1.7
    million associated with e-commerce net sales growth, corporate bonus
    provisions of $1.7 million due to improved operating results, and
    e-commerce fulfillment costs of $0.9 million due to e-commerce net
    sales growth.
  • Operating income was $31.5 million, or 5.3% of net sales, compared to
    $24.0 million, or 4.2% of net sales, last year. This 110 basis point
    improvement in operating income was primarily due to the reduction in
    legal provisions compared to last year described above. On a non-GAAP
    basis, excluding the impact of the legal provisions from both years,
    and the secondary offering costs and the negotiated expense reductions
    noted above, non-GAAP operating income was $29.9 million, or 5.0% of
    net sales, compared to $30.8 million, or 5.3% of net sales, last year.
    This decrease in our non-GAAP operating results was primarily
    attributable to the extra week of net sales in fiscal 2017 worth
    approximately $5.8 million, which helped leverage our relatively fixed
    expense base last year.
  • Income tax expense was $8.9 million, or 26.2% of pre-tax income,
    compared to $10.5 million, or 41.7% of pre-tax income, last year. The
    reduction in this year's income tax rate was attributable to the new
    corporate tax rates that went into effect in 2018. On a non-GAAP
    basis, excluding the impact of legal provisions from both years, and
    the secondary offering costs and the negotiated expense reductions
    noted above, non-GAAP income tax expense was $8.3 million, or 25.8% of
    non-GAAP pre-tax income, compared to $13.1 million, or 41.0% of
    non-GAAP pre-tax income, last year.
  • Net income was $24.9 million, or $0.84 per diluted share, compared to
    $14.7 million, or $0.51 per diluted share, last year. Of the $0.33
    improvement in year-over-year earnings per diluted share,
    approximately $0.18 was attributable to the aggregate impact of legal
    matters, the secondary offering costs and the negotiated expense
    reductions noted above, and approximately $0.15 was attributable to
    improved operating results. On a non-GAAP basis, excluding the impact
    of legal provisions from both years, and the secondary offering costs
    and the negotiated expense reductions noted above, non-GAAP net income
    was $23.9 million, or $0.80 per diluted share, compared to $18.9
    million, or $0.65 per diluted shared, last year.

Balance Sheet and Liquidity

As of February 2, 2019, the Company had $144.1 million of cash and
marketable securities and no debt outstanding under its revolving credit
facility. This compares to $136.0 million of cash and marketable
securities and no debt outstanding under its revolving credit facility
as of February 3, 2018. For the third consecutive year, the Company paid
a special cash dividend to its stockholders in February. This year's
special cash dividend was approximately $29.5 million in the aggregate,
or $1 per share.

Fiscal 2019 First Quarter Outlook

Based on current and historical trends, particularly with respect to
years in which Easter occurred later in the year, as in fiscal 2019, the
Company expects total net sales for the first quarter of fiscal 2019 to
range from approximately $128 million to $130 million based on an
assumption of a low single-digit percentage increase in comparable store
net sales. The Company's quarter-to-date comparable store net sales,
including e-commerce, have decreased by a low single-digit percentage,
primarily due to a later Easter versus the comparable prior year period
and unseasonably cold and wet weather throughout much of the country,
particularly in California where 95 of the Company's stores reside.
However, the Company continues to believe it can produce positive
comparable store net sales for the quarter. Based on an anticipated
continuation of the product mix shift towards branded merchandise, and
the e-commerce net sales momentum with attendant costs that we
experienced in the fourth quarter of fiscal 2018, we expect pre-tax
operating results to range from a loss of approximately $(0.4) million
to income of approximately $1.2 million, and earnings per share to range
from a loss of $(0.01) to income of $0.03. This compares to a comparable
store net sales increase of 0.1%, pre-tax income of $1.7 million, and
earnings per diluted share of $0.04 for the first quarter of fiscal
2018. This outlook assumes no non-cash store asset impairment charges,
an anticipated effective tax rate of approximately 27%, and weighted
average shares of approximately 30 million.

Regarding the legal settlement coupons we issued in early September
2018, less than 1.5% of the total coupons issued have been redeemed to
date. Since issuance, redemption transactions have represented less than
0.2% of total transactions and less than 0.5% of total net sales,
resulting in no material impact on our comp sales or operating results.
While there can be no guarantee that redemption activity will remain
immaterial to our total company operating results prior to coupon
expiration on September 4 of this year, we are not expecting any
meaningful impacts to our business during the final 6 months of the
redemption period.

Non-GAAP Financial Measures

In addition to reporting financial measures in accordance with GAAP, the
Company is providing certain non-GAAP financial measures including
"non-GAAP SG&A," "non-GAAP operating income," "non-GAAP income tax
expense," "non-GAAP net income," and "non-GAAP diluted income per
share." These amounts are not in accordance with, or an alternative to,
GAAP. The Company's management believes that these measures help provide
investors with insight into the underlying comparable financial results,
excluding items that may not be indicative of, or are unrelated to, the
Company's core day-to-day operating results.

For a description of these non-GAAP financial measures and
reconciliations of these non-GAAP financial measures to the most
directly comparable financial measures prepared in accordance with GAAP,
please see the accompanying table titled "Supplemental Financial
Information; Reconciliation of Select GAAP Financial Measures to
Non-GAAP Financial Measures" contained in this press release.

Conference Call Information

A conference call to discuss these financial results is scheduled for
today, March 14, 2019, at 4:30 p.m. ET (1:30 p.m. PT). Investors and
analysts interested in participating in the call are invited to dial
(877) 407-4018 at 4:25 p.m. ET (1:25 p.m. PT). The conference call will
also be available to interested parties through a live webcast at www.tillys.com.
Please visit the website and select the "Investor Relations" link at
least 15 minutes prior to the start of the call to register and download
any necessary software.

A telephone replay of the call will be available until March 28, 2019,
by dialing (844) 512-2921 (domestic) or (412) 317-6671 (international)
and entering the conference identification number: 13688013. Please note
participants must enter the conference identification number in order to
access the replay.

About Tillys

Tillys is a leading specialty retailer of casual apparel, footwear and
accessories for young men, young women, boys and girls with an extensive
assortment of iconic global, emerging, and proprietary brands rooted in
an active and social lifestyle. Tillys is headquartered in Irvine,
California and currently operates 228 total stores, including three RSQ
pop-up store, across 33 states and its website, www.tillys.com.

Forward-Looking Statements

Certain statements in this press release and oral statements made from
time to time by our representatives are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of
1995. In particular, statements regarding our future financial and
operating results, including but not limited to future comparable store
sales, future operating income, future net income, future earnings per
share, future gross, operating or product margins, anticipated tax rate,
future inventory levels, and market share and our business and strategy,
including but not limited to expected store openings and closings,
expansion of brands and exclusive relationships, development and growth
of our e-commerce platform and business, promotional strategy, and any
other statements about our future expectations, plans, intentions,
beliefs or prospects expressed by management are forward-looking
statements. These forward-looking statements are based on management's
current expectations and beliefs, but they involve a number of risks and
uncertainties that could cause actual results or events to differ
materially from those indicated by such forward-looking statements,
including, but not limited to, our ability to respond to changing
customer preferences and trends, attract customer traffic at our stores
and online, execute our growth and long-term strategies, expand into new
markets, grow our e-commerce business, effectively manage our inventory
and costs, effectively compete with other retailers, enhance awareness
of our brand and brand image, general consumer spending patterns and
levels, the effect of weather, and other factors that are detailed in
our Annual Report on Form 10-K, filed with the Securities and Exchange
Commission ("SEC"), including those detailed in the section titled "Risk
Factors" and in our other filings with the SEC, which are available from
the SEC's website at www.sec.gov
and from our website at www.tillys.com
under the heading "Investor Relations". Readers are urged not to place
undue reliance on these forward-looking statements, which speak only as
of the date of this press release. We do not undertake any obligation to
update or alter any forward-looking statements, whether as a result of
new information, future events or otherwise. This release should be read
in conjunction with our financial statements and notes thereto contained
in our Form 10-K.

Tilly's, Inc.

Consolidated Balance Sheets

(In thousands, except par value)

(unaudited)

   
February 2, February 3,
2019 2018
ASSETS
Current assets:
Cash and cash equivalents $ 68,160 $ 53,202
Marketable securities 75,919 82,750
Receivables 6,082 4,352
Merchandise inventories 55,809 53,216
Prepaid expenses and other current assets 11,171   9,534
Total current assets 217,141 203,054
Property and equipment, net 73,842 83,321
Other assets 2,185   3,736
Total assets $ 293,168   $ 290,111
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 24,207 $ 21,615
Accrued expenses 18,756 22,731
Deferred revenue 10,373 10,879
Accrued compensation and benefits 8,930 6,119
Dividends payable 29,453 29,067
Current portion of deferred rent 5,540   5,220
Total current liabilities 97,259 95,631
Long-term portion of deferred rent 30,825 31,340
Other 1,757   2,715
Total liabilities 129,841 129,686
Stockholders' equity:
Common stock (Class A), $0.001 par value; 100,000 shares authorized;
21,642 and 14,927 shares issued and outstanding, respectively
21 15
Common stock (Class B), $0.001 par value; 35,000 shares authorized;
7,844 and 14,188 shares issued and outstanding, respectively
8 14
Preferred stock, $0.001 par value; 10,000 shares authorized; no
shares issued or outstanding
Additional paid-in capital 149,737 143,984
Retained earnings 13,335 16,398
Accumulated other comprehensive income 226   14
Total stockholders' equity 163,327   160,425
Total liabilities and stockholders' equity $ 293,168   $ 290,111
 

Tilly's, Inc.

Consolidated Statements of Income

(In thousands, except per share data)

(unaudited)

       
13 Weeks 14 Weeks 52 Weeks 53 Weeks
Ended   Ended Ended   Ended
February 2, February 3, February 2, February 3,
2019 2018 2019 2018
Net sales $ 170,612 $ 164,317 $ 598,478 $ 576,899
Cost of goods sold (includes buying, distribution, and occupancy
costs)
118,455   112,877   417,582   401,529
Gross profit 52,157 51,440 180,896 175,370
Selling, general and administrative expenses 41,223   39,999   149,416   151,384
Operating income 10,934 11,441 31,480 23,986
Other income, net 856   414   2,313   1,223
Income before income taxes 11,790 11,855 33,793 25,209
Income tax expense 3,113   5,156   8,850   10,509
Net income $ 8,677   $ 6,699   $ 24,943   $ 14,700
Basic income per share of Class A and Class B common stock $ 0.29 $ 0.23 $ 0.85 $ 0.51
Diluted income per share of Class A and Class B common stock $ 0.29 $ 0.23 $ 0.84 $ 0.51
Weighted average basic shares outstanding 29,451 28,965 29,278 28,804
Weighted average diluted shares outstanding 29,836 29,471 29,768 29,074
 

Tilly's, Inc.

Supplemental Financial Information

Reconciliation of Select GAAP Financial Measures to Non-GAAP
Financial Measures

(In thousands, except per share data)

(unaudited)

       
13 Weeks 14 Weeks 52 Weeks 53 Weeks
Ended   Ended Ended   Ended
February 2, February 3, February 2, February 3,
2019 2018 2019 2018
Selling, general and administrative, as reported $ 41,223 $ 39,999 $ 149,416 $ 151,384
Legal settlement 1,458 (6,816 )
Negotiated expense reductions 878 878
Secondary offering costs     (714 )  
Non-GAAP selling, general and administrative $ 42,101   $ 39,999   $ 151,038   $ 144,568  
 
Operating income, as reported $ 10,934 $ 11,441 $ 31,480 $ 23,986
Legal settlement (1,458 ) 6,816
Negotiated expense reductions (878 ) (878 )
Secondary offering costs     714    
Non-GAAP operating income $ 10,056   $ 11,441   $ 29,858   $ 30,802  
 
Income tax expense, as reported $ 3,113 $ 5,156 $ 8,850 $ 10,509
Income tax effect of legal settlement (1) (389 ) 2,631
Income tax effect of negotiated expense reductions (1) (234 ) (234 )
Income tax effect of secondary offering costs (1) 191
Income tax effect of non-deductibility of a portion of secondary
offering costs (1)
    (130 )  
Non-GAAP income tax expense $ 2,879   $ 5,156   $ 8,288   $ 13,140  
 
Net income, as reported $ 8,677 $ 6,699 $ 24,943 $ 14,700
Legal settlement (1,458 ) 6,816
Negotiated expense reductions (878 ) (878 )
Secondary offering costs 714
Less: Income tax effects (1) 234     562   (2,631 )
Non-GAAP net income $ 8,033   $ 6,699   $ 23,883   $ 18,885  
 
Diluted income per share, as reported $ 0.29 $ 0.23 $ 0.84 $ 0.51
Legal settlement, net of taxes (1) (0.04 ) 0.14
 
Negotiated expense reductions, net of taxes (1) (0.02 ) (0.02 )
Secondary offering costs, net of taxes (1)     0.02    
Non-GAAP diluted income per share $ 0.27   $ 0.23   $ 0.80   $ 0.65  
 
Weighted average basic shares outstanding 29,451 28,965 29,278 28,804
Weighted average diluted shares outstanding 29,836 29,471 29,768 29,074
(1) The effective tax rate applied for the 13 weeks and 52 weeks
ended February 2, 2019 was 26.7%. The effective tax rate applied for
the 14 weeks and 53 weeks ended February 3, 2018 was 38.6%.
 

Tilly's, Inc.

Consolidated Statements of Cash Flows

(In thousands)

(unaudited)

 
Fiscal Year Ended
February 2,   February 3,   January 28,
2019 2018 2017
Cash flows from operating activities
Net income $ 24,943 $ 14,700 $ 11,410
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization 22,485 23,389 23,266
Stock-based compensation expense 2,212 2,411 2,572
Impairment of assets 786 848 2,352
Loss on disposal of assets 30 192 16
Gain on sales and maturities of marketable securities (1,552 ) (782 ) (251 )
Deferred income taxes 953 2,933 (1,174 )
Changes in operating assets and liabilities:
Receivables (1,730 ) (363 ) 1,395
Merchandise inventories (2,783 ) (5,448 ) 3,589
Prepaid expenses and other assets (1,641 ) (562 ) (449 )
Accounts payable 3,195 3,559 1,623
Accrued expenses (4,438 ) (2,732 ) 6,562
Accrued compensation and benefits 2,811 (1,140 ) 1,508
Deferred rent (195 ) (4,973 ) (5,464 )
Deferred revenue 1,667   676     1,554  
Net cash provided by operating activities 46,743     32,708     48,509  
Cash flows from investing activities
Purchase of property and equipment (14,923 ) (13,753 ) (17,047 )
Proceeds from sale of property and equipment 3 43
Purchases of marketable securities (136,198 ) (152,389 ) (99,675 )
Proceeds from marketable securities 144,859   125,264     95,021  
Net cash used in investing activities (6,259 ) (40,878 )   (21,658 )
Cash flows from financing activities
Dividends paid (29,067 ) (20,080 )
Proceeds from exercise of stock options 3,652 3,394 2,080
Payment of capital lease obligation (835 ) (858 )
Taxes paid in lieu of shares issued for stock-based compensation (111 ) (101 )   (99 )
Net cash (used in) provided by financing activities (25,526 ) (17,622 )   1,123  
Change in cash and cash equivalents 14,958 (25,792 ) 27,974
Cash and cash equivalents, beginning of period 53,202   78,994     51,020  
Cash and cash equivalents, end of period $ 68,160   $ 53,202     $ 78,994  
 

Tilly's, Inc.

Store Count and Square Footage

         
Stores

Open at

Beginning of Quarter

Stores

Opened

During Quarter

Stores

Closed

During Quarter

Stores

Open at

End of Quarter

Total Gross

Square Footage

End of Quarter

(in thousands)

2017 Q4 220 2 3 219 1,668
2018 Q1 219 4 1 222 1,675
2018 Q2 222 4 226 1,698
2018 Q3 226 5 4 227 1,693
2018 Q4 227 2 229 1,703

Note: Total stores opened during
fiscal 2018 includes four RSQ-branded, pop-up stores.

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