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Regis Reports Second Quarter 2021 Results and Takes Action on a Number of Initiatives to Position the Company for Growth

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The Company Continues To Make Progress In Its Transition To A Fully-Franchised Model With The Sale And Conversion Of An Additional 145 Company-Owned Salons To Its Franchise Portfolio During The Quarter

Second Quarter 2021 Results Were Materially Impacted By The COVID-19 Pandemic; Excluding Discrete Items, The Company Reported Second Quarter 2021 Adjusted Net Loss of $25.9 Million

As Of December 31, 2020, Approximately 84% Of The Company's Salon Portfolio Was Franchised

Regis Corporation (NYSE: RGS):

Three Months Ended December 31,

Six Months Ended December 31,

(Dollars in thousands)

2020

2019

2020

2019

Consolidated Revenue

$

104,320

$

208,765

$

215,716

$

455,803

System-wide Revenue (1)

$

261,452

$

428,731

$

523,573

$

878,019

System-wide Same-Store Sales Comps (2)

(32.0

)%

(2.3

)%

(32.3

)%

(1.7

)%

Franchise Same-Store Sales Comps (2)

(31.1

)%

(1.4

)%

(31.5

)%

(0.8

)%

Company-owned Same-Store Sales Comps

(36.2

)%

(3.6

)%

(35.4

)%

(2.7

)%

Operating Loss

$

(26,755

)

$

(7,466

)

$

(58,345

)

$

(17,372

)

Loss From Continuing Operations

$

(32,879

)

$

(16,520

)

$

(68,144

)

$

(30,698

)

Diluted Loss per Share From Continuing Operations

$

(0.92

)

$

(0.46

)

$

(1.90

)

$

(0.85

)

EBITDA (3)

$

(20,030

)

$

(9,178

)

$

(38,968

)

$

(15,020

)

as a percent of revenue

(19.2

)%

(4.4

)%

(18.1

)%

(3.3

)%

As Adjusted (3)

Net (Loss) Income, as Adjusted

$

(25,902

)

$

4,622

$

(53,833

)

$

18,522

Diluted (Loss) Income per Share, as Adjusted

$

(0.72

)

$

0.13

$

(1.50

)

$

0.50

EBITDA, as Adjusted (3)

$

(17,526

)

$

17,014

$

(36,169

)

$

46,799

as a percent of revenue

(16.8

)%

8.1

%

(16.8

)%

10.3

%

_______________________________________________________________________________

(1)

Represents total sales within the system, excluding TBG franchise sales.

(2)

System-wide and franchise same-store sales excludes TBG in both periods.

(3)

See GAAP to non-GAAP reconciliations, within the attached section titled "Non-GAAP Reconciliations".

Regis Corporation (NYSE: RGS), a leader in the haircare industry, whose primary business is franchising, owning and operating technology enabled hair salons, today reported a second quarter 2021 net loss from continuing operations of $32.9 million, or $0.92 loss per diluted share as compared to a net loss from continuing operations of $16.5 million, or $0.46 loss per diluted share in the second quarter of 2020. The Company’s second quarter reported results included $7.0 million of discrete items. Excluding discrete items, the Company reported second quarter 2021 adjusted net loss of $25.9 million, or $0.72 loss per diluted share as compared to adjusted net income of $4.6 million, or $0.13 earnings per diluted share, for the same period last year. The year-over-year decrease in adjusted net income was driven primarily by the decrease in the gain from the sale of salons to franchisees of $18.2 million due to lower proceeds per salon in the current year. The elimination of adjusted net income that had been generated in the prior year period from the 768 company-owned salons that were sold and converted to the Company’s asset-light franchise portfolio over the past twelve months also contributed to the decline, but this was partially offset by significant reductions in general and administrative expense and marketing. Additionally, the Company estimates it lost approximately $35 million in revenue due to government-mandated salon closures and lower traffic due to the COVID-19 pandemic.

Total revenue in the quarter of $104.3 million decreased $104.4 million, or 50.0%, year-over-year driven primarily by the conversion of a net 768 company-owned salons to the Company's asset-light franchise portfolio over the past 12 months and due to the impact of the COVID-19 pandemic.

Second quarter adjusted EBITDA loss of $17.5 million decreased $34.5 million, versus the same period last year. Excluding the $3.2 million adjusted loss and $15.0 million adjusted gain from the sale of company-owned salons during the current and prior year quarter, respectively, adjusted EBITDA loss of $14.3 million was $16.3 million unfavorable versus the same period last year. This was driven primarily by the elimination of adjusted EBITDA that had been generated in the prior year period from the 768 company-owned salons that were sold and converted to the Company’s asset-light franchise portfolio over the past twelve months, partially offset by significant reductions in general and administrative expense and marketing spend.

Felipe Athayde, President and Chief Executive Officer, commented, "While the effects of the pandemic are evident in our results, we remain very confident about the strength of our business and our brands. Over the past quarter, we have executed on a number of strategic initiatives including a brand-centric corporate reorganization, the implementation of a zero-based budgeting process, an evolution of our corporate salon refranchising strategy, and the launch of new salon automation functionalities to our proprietary POS and salon management technology: Opensalon® PRO. These initiatives were designed to transform Regis into a nimble, performance-driven, data-oriented organization, which we believe will position Regis well for a solid comeback."

Second Quarter Segment Results

Franchise Salons

Three Months Ended
December 31,

Increase
(Decrease)

Six Months Ended
December 31,

Increase
(Decrease)

(Dollars in millions) (1)

2020

2019

2020

2019

Revenue

Product

$

14.2

$

16.2

$

(2.0

)

$

28.0

$

28.0

$

Product sold to TBG mall locations

0.7

(0.7

)

2.0

(2.0

)

Total product

14.2

16.9

(2.7

)

28.0

30.0

(2.0

)

Royalties and fees

19.9

29.3

(9.4

)

37.9

57.4

(19.5

)

Franchise rental income

32.3

33.6

(1.3

)

64.6

65.1

(0.5

)

Total franchised salons revenue

$

66.4

$

79.8

$

(13.4

)

$

130.4

$

152.4

$

(22.0

)

Franchise Same-Store Sales Comps (2)

(31.1

)%

(1.4

)%

(31.5

)%

(0.8

)%

EBITDA, as Adjusted

$

10.8

$

13.1

$

(2.3

)

$

17.7

$

24.9

$

(7.2

)

as a percent of revenue

16.2

%

16.4

%

13.6

%

16.4

%

as a percent of adjusted revenue (3)

36.6

%

37.6

%

31.3

%

38.8

%

Total Franchise Salons

5,269

4,790

479

as a percent of total Franchise and Company-owned salons

83.6

%

67.8

%

_______________________________________________________________________________

(1)

Variances calculated on amounts shown in millions may result in rounding differences.

(2)

TBG is excluded from same-store sales in all periods.

(3)

Adjusted revenue excludes non-margin revenue. See Non-GAAP reconciliation.

Second quarter Franchise revenue was $66.4 million, a $13.4 million, or 16.8% decrease compared to the prior year quarter, and included franchise rental income of $32.3 million. Royalties and fees were $19.9 million, a $9.4 million, or 32.2% decrease versus the same period last year. Royalties and other franchise fees decreased $3.5 million due to an estimated $5.5 million decrease in royalties due to the COVID-19 pandemic, partially offset by an increase in franchisees. Advertising funds decreased $6.0 million also related to the COVID-19 pandemic. Product sales to franchisees of $14.2 million decreased $2.7 million versus the same period last year due to lower same-store retail sales due primarily to the COVID-19 pandemic. Franchise adjusted EBITDA of $10.8 million decreased $2.3 million, or 17.6% year-over-year primarily due to the decline in franchise same-store sales of 31.1% primarily related to the COVID-19 pandemic. Total franchised locations open at December 31, 2020 were 5,269 compared to 4,790 at December 31, 2019.

Company-Owned Salons

Three Months Ended
December 31,

Increase
(Decrease)

Six Months Ended
December 31,

Increase
(Decrease)

(Dollars in millions) (1)

2020

2019

2020

2019

Total Revenue

$

37.9

$

128.9

$

(91.0

)

$

85.3

$

303.4

$

(218.1

)

Company-owned Same-Store Sales Comps

(36.2

)%

(3.6

)%

(35.4

)%

(2.7

)%

Year-over-Year Ticket change

10.8

%

3.0

%

12.3

%

3.0

%

Year-over-Year Transaction change

(47.0

)%

(6.6

)%

(47.7

)%

(5.7

)%

EBITDA, as Adjusted

$

(10.7

)

$

4.2

$

(14.9

)

$

(21.4

)

$

15.7

$

(37.1

)

as a percent of revenue

(28.2

)%

3.3

%

(25.1

)%

5.2

%

Total Company-owned salons

1,037

2,277

(1,240

)

as a percent of total Franchise and Company-owned salons

16.4

%

32.2

%

_______________________________________________________________________________

(1)

Variances calculated on amounts shown in millions may result in rounding differences.

Second quarter revenue for the Company-owned salon segment decreased $91.0 million, or 70.6%, versus the prior year to $37.9 million. The year-over-year decline in revenue was driven by the decrease of a net 768 salons sold and converted to the Company's asset-light franchise portfolio over the past 12 months, the closure of a net 472 unprofitable salons over the past 12 months and a decline in revenue due to the COVID-19 pandemic. Company-owned same-store sales decreased 36.2%, primarily driven by a 47.0% decrease in transactions related to the COVID-19 pandemic, partially offset by a 10.8% increase in average ticket.

Second quarter adjusted EBITDA decreased $14.9 million, or 352.6%, versus the same period last year driven primarily by the elimination of EBITDA that had been generated in the prior year period from the 768 company-owned salons that were sold and converted to the Company's asset-light franchise portfolio over the past 12 months, the impacts of the COVID-19 pandemic, and the decline in service and product margins, partially offset by a decrease in general and administrative expense and marketing spend.

Other Key Events

  • In October 2020, Felipe Athayde joined the Company as CEO and President to lead the Company as it enters its growth phase.

  • In December 2020, the Company announced a brand-centric reorganization. This reorganization is the first major strategic initiative by Felipe Athayde, the Company's CEO, and reorients the Company to focus on the performance of its brands and the profitability of its franchisees. As part of the reorganization, Supercuts, SmartStyle and Portfolio Brands (a collection of growth and innovation concepts), are each run by a Brand President and dedicated team. This presents a departure from the Company's previous organizing principle that only distinguished between the Franchise and Company-owned businesses.

  • Continued migration of the Company's proprietary cloud-based salon management and point of commerce solution, Opensalon PRO. Approximately 1,000 salons, or 18%, of our franchise salons, have signed contracts to install Opensalon PRO, with approximately 350 salons currently live.

  • Launched a comprehensive zero-based budget and zero-based organization initiative, to align our cost structure with our brand-focused franchise strategy.

  • The Company continues its extensive lease re-negotiation efforts; since mid-May total system-wide lease savings of over $9 million have been achieved.

  • Today, the Company filed a $150 million shelf registration and $50 million prospectus supplement with the Securities and Exchange Commission under which it may offer and sell, from time to time, up to $50 million worth of its of its Class A common stock in "at-the-market offerings." Net proceeds from sales of shares under the "at-the-market" program, if any, may be used, among other things, to fund working capital requirements, repay debt, and support of our growth strategies. Such strategies may include positioning the Company for potential expansion through targeted industry acquisitions and alternatives to fund additional capital investment requirements related to potential partnership opportunities to facilitate continued growth of our proprietary technology, Opensalon PRO. The timing and amount of sales of shares, if any, will depend on a variety of factors, including prevailing market conditions, the trading price of shares, and other factors as determined by the Company.

  • The Company continues to make meaningful progress on its multi-year strategy to convert to a fully-franchised model. During the second quarter, it sold and transferred 145 company-owned salons to its asset-light franchise portfolio. The Company is still committed to converting to a fully-franchise capital-light business.

  • The impact of the transactions closed in the quarter is as follows:

Three Months Ended
December 31,

Increase
(Decrease)

Six Months Ended
December 31,

Increase
(Decrease)

2020

2019

2020

2019

(Dollars in thousands)

Salons sold to franchisees

145

443

(298

)

282

988

(706

)

Cash proceeds received

$

3,413

$

31,468

$

(28,055

)

$

7,148

$

69,414

$

(62,266

)

(Loss) gain on venditions, excluding goodwill derecognition

$

(3,226

)

$

14,993

$

(18,219

)

$

(3,888

)

$

41,213

$

(45,101

)

Non-cash goodwill derecognition

(27,400

)

27,400

(59,480

)

59,480

Loss from sale of salon assets to franchisees, net

$

(3,226

)

$

(12,407

)

$

9,181

$

(3,888

)

$

(18,267

)

$

14,379

Non-GAAP reconciliations:

For GAAP to non-GAAP reconciliations, please refer to the attached section titled "Non-GAAP Reconciliations." A complete reconciliation of reported earnings to adjusted earnings is included in this press release and is available on the Company’s website at www.regiscorp.com.

Earnings Webcast

Regis Corporation will host a conference call via webcast discussing second quarter results on February 4, 2021, at 9 a.m., Central time. Interested parties are invited to participate in the live webcast by logging on to www.regiscorp.com or participate via telephone by dialing (888) 254-3590 and entering access code 9126102. A replay of the presentation will be available later that day. The replay phone number is (888) 203-1112, access code 9126102.

About Regis Corporation

Regis Corporation (NYSE:RGS) is a leader in beauty salons and cosmetology education. As of December 31, 2020, the Company franchised, owned or held ownership interests in 6,384 worldwide locations. Regis’ franchised and corporate locations operate under concepts such as Supercuts®, SmartStyle®, Cost Cutters®, Roosters® and First Choice Haircutters®. Regis maintains an ownership interest in Empire Education Group in the U.S. For additional information about the Company, including a reconciliation of certain non-GAAP financial information and certain supplemental financial information, please visit the Investor Information section of the corporate website at www.regiscorp.com.

This press release contains or may contain "forward-looking statements" within the meaning of the federal securities laws, including statements concerning anticipated future events and expectations that are not historical facts. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements in this document reflect management’s best judgment at the time they are made, but all such statements are subject to numerous risks and uncertainties, which could cause actual results to differ materially from those expressed in or implied by the statements herein. Such forward-looking statements are often identified herein by use of words including, but not limited to, "may," "believe," "project," "forecast," "expect," "estimate," "anticipate," and "plan." In addition, the following factors could affect the Company's actual results and cause such results to differ materially from those expressed in forward-looking statements. These uncertainties include a potential material adverse impact on our business and results of operations as a result of the uncertain duration and severity of the COVID-19 pandemic, as well as the health and risk appetite of our stylists, customers and employees to return to the salon environment; the continued ability of the Company to implement its strategy, priorities and initiatives including the re-engineering of our corporate and field infrastructure; our new company-owned back office management system may not yield the intended results on timing and amounts due to the COVID-19 pandemic, efforts by our current third-party back office management system vendor to make it difficult for our franchisees to convert to our new company-owned system, and the pending litigation with that third-party vendor; the impact of the COVID-19 pandemic on our key suppliers; the ability to address rent obligations incurred during the government-mandated hibernation of our salons related to the COVID-19 pandemic and the ability to obtain long-term rent concessions; the ability to operate or sell the salons transferred back from TBG; the outcome of the review by the administrator in TBG's insolvency proceedings in the United Kingdom; compliance with credit facility covenants and access to the existing revolving credit facility; our and our franchisees' ability to attract, train and retain talented stylists; financial performance of our franchisees; success of the sale of salons to franchisees; if our capital investments in technology do not achieve appropriate returns; our ability to manage cyber threats and protect the security of potentially sensitive information about our guests, employees, vendors or Company information; the ability of the Company to maintain a satisfactory relationship with Walmart; the impact of recent actions by Walmart; marketing efforts to drive traffic to our franchisees' salons; changes in regulatory and statutory laws including increases in minimum wages; our ability to maintain and enhance the value of our brands; premature termination of agreements with our franchisees; reliance on information technology systems; reliance on external vendors; consumer shopping trends and changes in manufacturer distribution channels; competition within the personal hair care industry; continued ability to compete in our business markets; the continued ability to maintain an effective system of internal controls over financial reporting; changes in tax exposure; failure to standardize operating processes across brands; financial performance of Empire Education Group; the continued ability of the Company to implement cost reduction initiatives; changes in economic conditions; changes in consumer tastes and fashion trends; failure at our distribution centers; exposure to uninsured or unidentified risks; reliance on our management team and other key personnel or other factors not listed above. Additional information concerning potential factors that could affect future financial results is set forth under Item 1A on Form 10-K. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. However, your attention is directed to any further disclosures made in our subsequent annual and periodic reports filed or furnished with the SEC on Forms 10-K, 10-Q and 8-K and Proxy Statements on Schedule 14A.

REGIS CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited)

(Dollars in thousands, except per share data)

December 31,
2020

June 30,
2020

ASSETS

Current assets:

Cash and cash equivalents

$

50,850

$

113,667

Receivables, net

31,185

31,030

Inventories

51,483

62,597

Other current assets

17,226

19,138

Total current assets

150,744

226,432

Property and equipment, net

43,579

57,176

Goodwill

228,950

227,457

Other intangibles, net

4,532

4,579

Right of use asset

637,108

786,216

Other assets

40,237

40,934

Total assets

$

1,105,150

$

1,342,794

LIABILITIES AND SHAREHOLDERS’ EQUITY

Current liabilities:

Accounts payable

$

36,922

$

50,918

Accrued expenses

49,277

48,825

Short-term lease liability

127,649

137,271

Total current liabilities

213,848

237,014

Long-term debt, net

177,500

177,500

Long-term lease liability

540,930

680,454

Long-term financing liabilities

27,640

27,981

Other non-current liabilities

86,784

94,142

Total liabilities

1,046,702

1,217,091

Commitments and contingencies

Shareholders’ equity:

Common stock, $0.05 par value; issued and outstanding 35,768,086 and 35,625,716 common shares at December 31, 2020 and June 30, 2020, respectively

1,788

1,781

Additional paid-in capital

22,076

22,011

Accumulated other comprehensive income

8,786

7,449

Retained earnings

25,798

94,462

Total shareholders’ equity

58,448

125,703

Total liabilities and shareholders’ equity

$

1,105,150

$

1,342,794

REGIS CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)

For The Three And Six Months Ended December 31, 2020 And 2019

(Dollars and shares in thousands, except per share data amounts)

Three Months Ended
December 31,

Six Months Ended
December 31,

2020

2019

2020

2019

Revenues:

Service

$

28,987

$

101,805

$

65,395

$

243,746

Product

23,146

43,983

47,895

89,639

Royalties and fees

19,902

29,347

37,858

57,364

Franchise rental income

32,285

33,630

64,568

65,054

Total revenue

104,320

208,765

215,716

455,803

Operating expenses:

Cost of service

22,097

67,358

50,620

157,840

Cost of product

17,203

27,258

33,572

53,585

Site operating expenses

10,350

26,330

23,589

59,272

General and administrative

26,690

32,691

52,837

73,316

Rent

12,902

20,495

26,127

44,759

Franchise rent expense

32,285

33,630

64,568

65,054

Depreciation and amortization

6,388

7,747

13,764

17,127

Long-lived asset impairment

3,160

8,984

TBG mall location restructuring

722

2,222

Total operating expenses

131,075

216,231

274,061

473,175

Operating loss

(26,755

)

(7,466

)

(58,345

)

(17,372

)

Other (expense) income:

Interest expense

(3,701

)

(1,464

)

(7,463

)

(2,903

)

Loss from sale of salon assets to franchisees, net

(3,226

)

(12,407

)

(3,888

)

(18,267

)

Interest income and other, net

403

2,869

517

3,040

Loss from continuing operations before income taxes

(33,279

)

(18,468

)

(69,179

)

(35,502

)

Income tax benefit

400

1,948

1,035

4,804

Loss from continuing operations

(32,879

)

(16,520

)

(68,144

)

(30,698

)

Income from discontinued operations, net of taxes

79

452

Net loss

$

(32,879

)

$

(16,441

)

$

(68,144

)

$

(30,246

)

Net loss per share:

Basic and diluted:

Loss from continuing operations

$

(0.92

)

$

(0.46

)

$

(1.90

)

$

(0.85

)

Income from discontinued operations

0.00

0.00

0.00

0.01

Net loss per share, basic and diluted (1)

$

(0.92

)

$

(0.46

)

$

(1.90

)

$

(0.84

)

Weighted average common and common equivalent shares outstanding:

Basic and diluted

35,931

35,798

35,889

36,028

_______________________________________________________________________________

(1)

Total is a recalculation; line items calculated individually may not sum to total due to rounding.

REGIS CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)

For The Six Months Ended December 31, 2020 And 2019

(Dollars in thousands)

Six Months Ended December 31,

2020

2019

Cash flows from operating activities:

Net loss

$

(68,144

)

$

(30,246

)

Adjustments to reconcile net loss to cash used in operating activities:

Non-cash adjustments related to discontinued operations

(586

)

Depreciation and amortization

11,123

14,484

Salon asset impairment

2,643

Long-lived asset impairment

8,984

Deferred income taxes

(669

)

(6,380

)

Gain from sale of company headquarters, net

(2,513

)

Loss from sale of salon assets to franchisees, net

3,888

18,267

Stock-based compensation

89

2,139

Amortization of debt discount and financing costs

875

138

Other non-cash items affecting earnings

202

(243

)

Changes in operating assets and liabilities, excluding the effects of asset sales

(21,812

)

(17,032

)

Net cash used in operating activities

(65,464

)

(19,329

)

Cash flows from investing activities:

Capital expenditures

(7,502

)

(17,576

)

Proceeds from sale of assets to franchisees

7,148

69,414

Costs associated with sale of salon assets to franchisees

(222

)

(1,550

)

Proceeds from company-owned life insurance policies

1,200

Proceeds from sale of company headquarters

8,996

Net cash provided by investing activities

624

59,284

Cash flows from financing activities:

Repayments of revolving credit facility

(30,000

)

Repurchase of common stock

(28,246

)

Taxes paid for shares withheld

(212

)

(1,809

)

Minority interest buyout

(562

)

Distribution center lease payments

(478

)

(480

)

Net cash used in financing activities

(1,252

)

(60,535

)

Effect of exchange rate changes on cash and cash equivalents

(68

)

122

Decrease in cash, cash equivalents, and restricted cash

(66,160

)

(20,458

)

Cash, cash equivalents and restricted cash:

Beginning of period

122,880

92,379

End of period

$

56,720

$

71,921

REGIS CORPORATION

Same-Store Sales

SYSTEM-WIDE SAME-STORE SALES (1):

Three Months Ended

December 31, 2020

December 31, 2019

Service

Retail

Total

Service

Retail

Total

SmartStyle

(32.3

)%

(31.9

)%

(32.2

)%

(2.0

)%

(9.6

)%

(4.3

)%

Supercuts

(33.2

)

(29.6

)

(32.9

)

(0.4

)

(11.8

)

(1.1

)

Portfolio Brands

(30.9

)

(23.8

)

(30.0

)

(1.5

)

(8.0

)

(2.3

)

Total

(32.4

)%

(28.9

)%

(32.0

)%

(1.1

)%

(9.6

)%

(2.3

)%

Six Months Ended

December 31, 2020

December 31, 2019

Service

Retail

Total

Service

Retail

Total

SmartStyle

(33.6

)%

(31.3

)%

(33.0

)%

(0.9

)%

(8.6

)%

(3.1

)%

Supercuts

(33.5

)

(28.0

)

(33.2

)

0.2

(9.8

)

(0.4

)

Portfolio Brands

(31.2

)

(21.7

)

(30.1

)

(1.3

)

(6.7

)

(2.0

)

Total

(32.8

)%

(27.7

)%

(32.3

)%

(0.5

)%

(8.3

)%

(1.7

)%

_______________________________________________________________________________

(1)

System-wide same-store sales are calculated as the total change in sales for system-wide franchise and company-owned locations for more than one year that were open on a specific day of the week during the current period and the corresponding prior period. Quarterly and year-to-date system-wide same-store sales are the sum of the system-wide same-store sales computed on a daily basis. Franchise salons that do not report daily sales are excluded from same-store sales. Locations relocated within a one-mile radius are included in same-store sales as they are considered to have been open in the prior period. System-wide same-store sales are calculated in local currencies to remove foreign currency fluctuations from the calculation. TBG salons were not a franchise location in fiscal year 2021 so they are excluded from fiscal year 2020 same-store sales for comparability.

FRANCHISE SAME-STORE SALES (1):

Three Months Ended

December 31, 2020

December 31, 2019

Service

Retail

Total

Service

Retail

Total

SmartStyle

(29.3

)%

(33.9

)%

(30.4

)%

(5.1

)%

(14.8

)%

(7.6

)%

Supercuts

(32.7

)

(28.6

)

(32.5

)

0.1

(10.5

)

(0.5

)

Portfolio Brands

(29.5

)

(20.7

)

(28.4

)

(0.4

)

(6.8

)

(1.4

)

Total

(31.4

)%

(28.1

)%

(31.1

)%

(0.4

)%

(10.1

)%

(1.4

)%

Six Months Ended

December 31, 2020

December 31, 2019

Service

Retail

Total

Service

Retail

Total

SmartStyle

(30.2

)%

(33.3

)%

(31.0

)%

(4.3

)%

(16.6

)%

(7.6

)%

Supercuts

(33.1

)

(27.1

)

(32.7

)

0.9

(8.8

)

0.3

Portfolio Brands

(30.1

)

(18.4

)

(28.8

)

(7.3

)

(1.0

)

Total

(32.0

)%

(26.3

)%

(31.5

)%

0.3

%

(10.1

)%

(0.8

)%

_______________________________________________________________________________

(1)

Franchise same-store sales are calculated as the total change in sales for salons that have been a franchise location for more than one year that were open on a specific day of the week during the current period and the corresponding prior period. Quarterly and year-to-date franchise same-store sales are the sum of the franchise same-store sales computed on a daily basis. Franchise salons that do not report daily sales are excluded from same-store sales. Locations relocated within a one-mile radius are included in same-store sales as they are considered to have been open in the prior period. Franchise same-store sales are calculated in local currencies to remove foreign currency fluctuations from the calculation. TBG salons were not a franchise location in fiscal year 2021 so they are excluded from fiscal year 2020 same-store sales for comparability.

COMPANY-OWNED SAME-STORE SALES (2):

Three Months Ended

December 31, 2020

December 31, 2019

Service

Retail

Total

Service

Retail

Total

SmartStyle

(38.2

)%

(29.0

)%

(35.3

)%

(1.2

)%

(8.6

)%

(3.5

)%

Supercuts

(39.9

)

(40.3

)

(40.0

)

(3.9

)

(17.7

)

(5.1

)

Portfolio Brands

(35.3

)

(33.9

)

(35.1

)

(2.5

)

(9.4

)

(3.3

)

Total

(37.3

)%

(31.2

)%

(36.2

)%

(2.1

)%

(9.3

)%

(3.6

)%

Six Months Ended

December 31, 2020

December 31, 2019

Service

Retail

Total

Service

Retail

Total

SmartStyle

(38.0

)%

(29.4

)%

(35.4

)%

(0.1

)%

(7.1

)%

(2.2

)%

Supercuts

(39.7

)

(37.1

)

(39.5

)

(3.6

)

(13.4

)

(4.4

)

Portfolio Brands

(33.9

)

(30.8

)

(33.6

)

(2.4

)

(6.0

)

(2.8

)

Total

(36.6

)%

(30.3

)%

(35.4

)%

(1.6

)%

(7.2

)%

(2.7

)%

_______________________________________________________________________________

(2)

Company-owned same-store sales are calculated as the total change in sales for company-owned locations that were open on a specific day of the week during the current period and the corresponding prior period. Quarterly and year-to-date company-owned same-store sales are the sum of the company-owned same-store sales computed on a daily basis. Locations relocated within a one-mile radius are included in same-store sales as they are considered to have been open in the prior period. Company-owned same-store sales are calculated in local currencies to remove foreign currency fluctuations from the calculation.

REGIS CORPORATION

System-Wide Location Counts

December 31,
2020

June 30,
2020

FRANCHISE SALONS:

SmartStyle/Cost Cutters in Walmart Stores

1,535

1,317

Supercuts

2,368

2,508

Portfolio Brands (1)

1,207

1,217

Total North American salons

5,110

5,042

Total International Salons (2)

159

167

Total Franchise Salons

5,269

5,209

as a percent of total Franchise and Company-owned salons

83.6

%

76.1

%

COMPANY-OWNED SALONS:

SmartStyle/Cost Cutters in Walmart Stores

466

751

Supercuts

154

210

Portfolio Brands (1)

340

505

Mall-based (3)

77

166

Total Company-owned salons

1,037

1,632

as a percent of total Franchise and Company-owned salons

16.4

%

23.9

%

OWNERSHIP INTEREST LOCATIONS:

Equity ownership interest locations

78

82

Grand Total, System-wide

6,384

6,923

_______________________________________________________________________________

(1)

Portfolio Brands was previously referred to as Signature Style.

(2)

Canadian and Puerto Rican salons are included in the North American salon totals.

(3)

The mall-based salons were acquired from TBG on December 31, 2019. They are included in continuing operations under the Company-owned operating segment from January 1, 2020.

Non-GAAP Reconciliations:

We believe our presentation of non-GAAP operating loss, net (loss) income, net (loss) income per diluted share, and other non-GAAP financial measures provides meaningful insight into our ongoing operating performance and an alternative perspective of our results of operations. Presentation of the non-GAAP measures allows investors to review our core ongoing operating performance from the same perspective as management and the Board of Directors. These non-GAAP financial measures provide investors an enhanced understanding of our operations, facilitate investors’ analyses and comparisons of our current and past results of operations and provide insight into the prospects of our future performance. We also believe the non-GAAP measures are useful to investors because they provide supplemental information that research analysts frequently use to analyze financial performance.

The method we use to produce non-GAAP results is not in accordance with U.S. GAAP and may differ from methods used by other companies. These non-GAAP results should not be regarded as a substitute for corresponding U.S. GAAP measures, but instead should be utilized as a supplemental measure of operating performance in evaluating our business. Non-GAAP measures do have limitations as they do not reflect certain items that may have a material impact upon our reported financial results. As such, these non-GAAP measures should be viewed in conjunction with our financial statements prepared in accordance with U.S. GAAP.

Non-GAAP reconciling items for the three and six months ended December 31, 2020 and 2019:

The following information is provided to give qualitative and quantitative information related to items impacting comparability. Items impacting comparability are not defined terms within U.S. GAAP. Therefore, our non-GAAP financial information may not be comparable to similarly titled measures reported by other companies. We determine which items to consider as "items impacting comparability" based on how management views our business, makes financial, operating and planning decisions and evaluates the Company’s ongoing performance. The following items have been excluded from our non-GAAP results:

  • Employee litigation reserve

  • Professional fees

  • Severance expense

  • CEO transition

  • Corporate office transition

  • Benefit from lease liability decrease in excess of previously impaired ROUA ("Lease Liability Benefit")

  • Lease termination fees

  • Real estate fees

  • Asset retirement obligations

  • Long-lived asset impairment

  • TBG restructuring

  • Goodwill derecognition

  • TBG discontinued operations

REGIS CORPORATION

Reconciliation Of Selected U.S. GAAP To Non-GAAP Financial Measures

(Dollars in thousands, except per share data)

(Unaudited)

Reconciliation of U.S. GAAP operating loss and U.S. GAAP net loss to equivalent non-GAAP measures

Three Months Ended
December 31,

Six Months Ended
December 31,

U.S. GAAP financial line item

2020

2019

2020

2019

U.S. GAAP revenue

$

104,320

$

208,765

$

215,716

$

455,803

U.S. GAAP operating loss

$

(26,755

)

$

(7,466

)

$

(58,345

)

$

(17,372

)

Non-GAAP operating expense adjustments (1)

Employee litigation reserve

Site operating expenses

(600

)

(600

)

Professional fees

General and administrative

1,216

115

2,943

115

Severance

General and administrative

2,022

497

2,391

2,917

CEO Transition

General and administrative

(1,294

)

Corporate office transition

Rent

404

404

Lease liability benefit

Rent

(2,226

)

(8,286

)

Lease termination fees

Rent

1,117

6,670

Real estate fees

Rent

375

375

Asset retirement obligation

Depreciation and amortization

1,383

2,672

Long-lived asset impairment

Long-lived asset impairment

3,160

8,984

TBG restructuring

TBG restructuring

968

2,468

Total non-GAAP operating expense adjustments

7,047

1,384

14,455

5,304

Non-GAAP operating loss (1)

$

(19,708

)

$

(6,082

)

$

(43,890

)

$

(12,068

)

U.S. GAAP net loss

$

(32,879

)

$

(16,441

)

$

(68,144

)

$

(30,246

)

Non-GAAP net income adjustments:

Non-GAAP revenue adjustments

Non-GAAP operating expense adjustments

7,047

1,384

14,455

5,304

Corporate office transition

Interest income and other, net

(2,513

)

(2,513

)

Goodwill derecognition

Interest income and other, net

27,400

59,480

Income tax impact on Non-GAAP adjustments (2)

Income taxes

(70

)

(5,129

)

(144

)

(13,051

)

TBG discontinued operations, net of income tax

Loss from discontinued operations, net of tax

(79

)

(452

)

Total non-GAAP net income adjustments

6,977

21,063

14,311

48,768

Non-GAAP net (loss) income

$

(25,902

)

$

4,622

$

(53,833

)

$

18,522

_______________________________________________________________________________

(1)

Adjusted operating margins for the three months ended December 31, 2020 and 2019 were 18.9% and 2.9%, and were 20.3% and 2.6% for the six months ended December 31, 2020 and 2019, respectively, and are calculated as non-GAAP operating loss divided by U.S. GAAP revenue for each respective period.

(2)

Based on projected statutory effective tax rate analyses, the non-GAAP tax provision was calculated to be approximately 1% and 22% for the three and six months ended December 31, 2020 and 2019, respectively, for all non-GAAP operating expense adjustments.

REGIS CORPORATION

Reconciliation Of Selected U.S. GAAP To Non-GAAP Financial Measures

(Dollars in thousands, except per share data)

(Unaudited)

Reconciliation of U.S. GAAP net loss per diluted share to non-GAAP net (loss) income per diluted share

Three Months Ended December 31,

Six Months Ended December 31,

2020

2019

2020

2019

U.S. GAAP net loss per diluted share

$

(0.915

)

$

(0.459

)

$

(1.899

)

$

(0.840

)

Employee litigation reserve (1)

(0.013

)

(0.013

)

Professional fees (1)

0.034

0.002

0.081

0.002

Severance (1)

0.055

0.010

0.067

0.061

CEO Transition (1)

(0.036

)

Corporate office transition (1)

(0.044

)

(0.044

)

Lease liability benefit (1)

(0.061

)

(0.229

)

Lease termination fees (1)

0.031

0.184

Real estate fees (1)

0.010

0.010

Asset retirement obligation (1)

0.038

0.074

Long-lived asset impairment (1)

0.087

0.248

TBG restructuring (1)

0.020

0.052

Goodwill derecognition (1)

0.593

1.259

TBG discontinued operations, net of tax

(0.002

)

(0.012

)

Impact of change in weighted average shares (3)

0.018

0.031

Non-GAAP net (loss) income per diluted share (2)

$

(0.721

)

$

0.125

$

(1.500

)

$

0.496

U.S. GAAP Weighted average shares - basic

35,931

35,798

35,889

36,028

U.S. GAAP Weighted average shares - diluted

35,931

35,798

35,889

36,028

Non-GAAP Weighted average shares - diluted (3)

35,931

37,120

35,889

37,366

_______________________________________________________________________________

(1)

Based on projected statutory effective tax rate analyses, the non-GAAP tax provision was calculated to be approximately 1% and 22% for the three and six months ended December 31, 2020 and 2019, respectively, for all non-GAAP operating expense adjustments.

(2)

Total is a recalculation; line items calculated individually may not sum to total due to rounding.

(3)

Non-GAAP net (loss) income per share reflects the weighted average shares associated with non-GAAP net (loss) income, which includes the dilutive effect of common stock equivalents. The earnings per share impact of the adjustments for the three and six months ended December 31, 2019 included additional shares for common stock equivalents of 1.3 million. The impact of the adjustments described above result in the impact of the common stock equivalents to be dilutive to the non-GAAP net income per share. For the three and six months ended December 31, 2020, the impact of the adjustments described above resulted in a non-GAAP net loss, therefore, the impact of the common stock equivalents is not dilutive.

REGIS CORPORATION
Reconciliation Of Reported U.S. GAAP Net Income (Loss) To Adjusted EBITDA, A Non-GAAP Financial Measure
(Dollars in thousands)
(Unaudited)

Adjusted EBITDA

EBITDA represents U.S. GAAP net (loss) income for the respective period excluding interest expense, income taxes and depreciation and amortization expense. The Company defines adjusted EBITDA, as EBITDA excluding identified items impacting comparability for each respective period. For the three and six months ended December 31, 2020, the items impacting comparability consisted of the items identified in the non-GAAP reconciling items for the respective periods. The impacts of the income tax provision adjustments associated with the above items are already included in the U.S. GAAP reported net (loss) income to EBITDA reconciliation, therefore there is no adjustment needed for the reconciliation from EBITDA to adjusted EBITDA.

Three Months Ended December 31, 2020

Franchise

Company-
owned

Corporate

Consolidated (1)

Consolidated reported net income (loss), as reported (U.S. GAAP)

$

10,430

$

(17,370

)

$

(25,939

)

$

(32,879

)

Interest expense, as reported

3,701

3,701

Income taxes, as reported

(400

)

(400

)

Depreciation and amortization, as reported

289

4,311

1,788

6,388

Long-lived asset impairment

94

3,066

3,160

EBITDA (as defined above)

$

10,813

$

(9,993

)

$

(20,850

)

$

(20,030

)

Professional fees

1,216

1,216

Severance

2,022

2,022

Lease liability benefit

(34

)

(2,192

)

(2,226

)

Lease termination fees

1,117

1,117

Real estate fees

375

375

Adjusted EBITDA, non-GAAP financial measure

$

10,779

$

(10,693

)

$

(17,612

)

$

(17,526

)

Three Months Ended December 31, 2019

Franchise

Company-
owned

Corporate

Consolidated (1)

Consolidated reported net income (loss), as reported (U.S. GAAP)

$

12,126

$

(1,105

)

$

(27,462

)

$

(16,441

)

Interest expense, as reported

1,464

1,464

Income taxes, as reported

(1,948

)

(1,948

)

Depreciation and amortization, as reported

210

5,938

1,599

7,747

EBITDA (as defined above)

$

12,336

$

4,833

$

(26,347

)

$

(9,178

)

Professional fees

115

115

Severance

497

497

Employee litigation reserve

(600

)

(600

)

TBG restructuring

722

246

968

Corporate office transition

(2,109

)

(2,109

)

Goodwill derecognition

27,400

27,400

TBG discontinued operations, net of income tax

(79

)

(79

)

Adjusted EBITDA, non-GAAP financial measure

$

13,058

$

4,233

$

(277

)

$

17,014

_______________________________________________________________________________

(1)

Consolidated EBITDA margins for the three months ended December 31, 2020 and 2019 were (19.2)% and (4.4)%, respectively, and are calculated as EBITDA (as defined above) divided by U.S. GAAP revenue for each respective period. Consolidated adjusted EBITDA margins for the three months ended December 31, 2020 and 2019 were (16.8)% and 8.1%, respectively, and are calculated as adjusted EBITDA divided by U.S. GAAP revenue for each respective period.

Six Months Ended December 31, 2020

Franchise

Company-
owned

Corporate

Consolidated (1)

Consolidated reported net income (loss), as reported (U.S. GAAP)

$

16,776

$

(38,116

)

$

(46,804

)

$

(68,144

)

Interest expense, as reported

7,463

7,463

Income taxes, as reported

(1,035

)

(1,035

)

Depreciation and amortization, as reported

563

9,393

3,808

13,764

Long-lived asset impairment

704

8,280

8,984

EBITDA (as defined above)

$

18,043

$

(20,443

)

$

(36,568

)

$

(38,968

)

Professional fees

2,943

2,943

Severance

2,391

2,391

CEO Transition

(1,294

)

(1,294

)

Lease liability benefit

(298

)

(7,988

)

(8,286

)

Lease termination fees

6,670

6,670

Real estate fees

375

375

Adjusted EBITDA, non-GAAP financial measure

$

17,745

$

(21,386

)

$

(32,528

)

$

(36,169

)

Six Months Ended December 31, 2019

Franchise

Company-owned

Corporate

Consolidated (1)

Consolidated reported net income (loss), as reported (U.S. GAAP)

$

22,335

$

4,296

$

(56,877

)

$

(30,246

)

Interest expense, as reported

2,903

2,903

Income taxes, as reported

(4,804

)

(4,804

)

Depreciation and amortization, as reported

370

12,045

4,712

17,127

EBITDA (as defined above)

$

22,705

$

16,341

$

(54,066

)

$

(15,020

)

Professional fees

115

115

Severance

2,917

2,917

Employee litigation reserve

(600

)

(600

)

TBG restructuring

2,222

246

2,468

Corporate office transition

(2,109

)

(2,109

)

Goodwill derecognition

59,480

59,480

TBG discontinued operations

(452

)

(452

)

Adjusted EBITDA, non-GAAP financial measure

$

24,927

$

15,741

$

6,131

$

46,799

_______________________________________________________________________________

(1)

Consolidated EBITDA margins for the six months ended December 31, 2020 and 2019 were (18.1)% and (3.3)%, respectively, and are calculated as EBITDA (as defined above) divided by U.S. GAAP revenue for each respective period. Consolidated adjusted EBITDA margins for the six months ended December 31, 2020 and 2019 were (16.8)% and 10.3%, respectively, and are calculated as adjusted EBITDA divided by adjusted U.S. GAAP revenue for each respective period.

REGIS CORPORATION

Reconciliation Of Reported Franchise EBITDA As A Percent Of U.S. GAAP Revenue

To EBITDA As A Percent Of Adjusted Revenue

(Dollars in thousands)

(Unaudited)

Three Months Ended December 31,

2020

2019

As Adjusted EBITDA

$

10,779

$

13,058

U.S. GAAP revenue

66,423

79,841

As Adjusted EBITDA as a % of U.S. GAAP revenue

16.2

%

16.4

%

Non-margin revenue adjustments:

Franchise rental income

(32,285

)

(33,630

)

Ad Fund revenue

(4,715

)

(10,703

)

TBG product sales

(744

)

Adjusted revenue

$

29,423

$

34,764

As Adjusted EBITDA as a percent of adjusted revenue (1)

36.6

%

37.6

%

Six Months Ended December 31,

2020

2019

As Adjusted EBITDA

$

17,745

$

24,927

U.S. GAAP revenue

130,404

152,387

As Adjusted EBITDA as a % of U.S. GAAP revenue

13.6

%

16.4

%

Non-margin revenue adjustments:

Franchise rental income

(64,568

)

(65,054

)

Ad Fund revenue

(9,224

)

(21,129

)

TBG product sales

(2,010

)

Adjusted revenue

$

56,612

$

64,194

As Adjusted EBITDA as a percent of adjusted revenue (1)

31.3

%

38.8

%

_______________________________________________________________________________

(1)

Total is a recalculation; line items calculated individually may not sum to total due to rounding.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210203005992/en/

Contacts

REGIS CORPORATION:
Kersten Zupfer
investorrelations@regiscorp.com