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Form 8-K Vitamin Shoppe, Inc. For: Nov 02

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November 2, 2016 6:14 AM EDT


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
 
FORM 8-K
 
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 2, 2016
 
 
 
 
Vitamin Shoppe, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
 
11-3664322
(State or Other Jurisdiction of
Incorporation or Organization)
 
(IRS Employer
Identification No.)
001-34507
(Commission File Number)
300 Harmon Meadow Blvd.
Secaucus, New Jersey 07094
(Addresses of Principal Executive Offices, including Zip Code)
(201) 868-5959
(Registrant’s Telephone Number, Including Area Code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






ITEM 2.02    RESULTS OF OPERATIONS & FINANCIAL CONDITIONS
On November 2, 2016, Vitamin Shoppe, Inc. issued a press release containing its preliminary unaudited financial results for its fiscal third quarter ended September 24, 2016. A copy of the press release is attached hereto as Exhibit 99.1.

ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS
 
(d)
Exhibits.
Exhibit No.
 
 
 
99.1
Earnings release issued by Vitamin Shoppe, Inc., dated November 2, 2016.
This Form 8-K and the attached Exhibit are furnished to comply with Item 2.02, and Item 9.01 of Form 8-K. Neither this Form 8-K nor the attached Exhibit are to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall this Form 8-K nor the attached Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933 (except as shall be expressly set forth by specific reference in such filing).





SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
Vitamin Shoppe, Inc.
 
 
 
 
 
Date: November 2, 2016
 
By:
/s/ Brenda Galgano
 
 
 
 
Name:
 
Brenda Galgano
 
 
 
 
Title:
 
EVP and Chief Financial Officer
 





Exhibit 99.1

VITAMIN SHOPPE, INC.
  
 
300 Harmon Meadow Blvd
Secaucus, NJ 07094
(201) 868-5959
www.vitaminshoppe.com
  
NEWS
RELEASE
  
  
  


Vitamin Shoppe, Inc. Announces Third Quarter 2016 Results

Third Quarter 2016 Highlights:

- Total revenue essentially flat and total comparable sales down 1.9%

- GAAP fully diluted earnings per share of $0.48, and adjusted fully diluted earnings per share of $0.50

SECAUCUS, N.J., November 2, 2016 -- Vitamin Shoppe, Inc. (NYSE: VSI), a multi-channel, specialty retailer and manufacturer of nutritional products, today announced preliminary results for the three months ended September 24, 2016. Total net sales in the third quarter were $314.9 million, essentially flat with the same period of the prior year. Reported fully-diluted earnings per share in third quarter 2016 were $0.48, flat with third quarter 2015. Results in third quarter 2016 and 2015 include approximately $1.4 million and $1.6 million (pre-tax) respectively, of net costs related to certain reinvention initiatives. Excluding these items in both periods, adjusted EPS was $0.50 and $0.52, in third quarter 2016 and third quarter 2015, respectively. (The items affecting comparability of results are detailed and reconciled in Table 4 at the end of this press release.)
Commenting on the quarter’s results, Colin Watts, Chief Executive Officer of the Vitamin Shoppe stated, “Third quarter results were generally in line with our expectations. Product margins improved as we reduced our promotional activity in the quarter, but the top line continues to be soft with lower comparable store sales.”
“We are pleased by the progress we made during the quarter with our Reinvention plan, including continued growth of our Private Brands, a high level of engagement for our Loyalty program and the opening of our fully redesigned Vitamin Shoppe test-format store, integrating several elements of our work to reinvent our customer experience. While still early, we are pleased with customer response since the re-opening. We also made good progress with cost savings and margin improvement initiatives related to cost of goods sold and store level expenses which will yield operating margin benefits in 2017 and beyond,” concluded Mr. Watts.
Third Quarter 2016 Results
Total sales of $314.9 million in the quarter increased 0.3% over the same period of the prior year. Total comparable sales were down 1.9% in the quarter driven by a 2.3% decline in retail store comparable sales partially offset by a 1.7% increase in e-commerce comparable sales. Manufacturing third party sales increased 11.2% from the same period of the prior year. The Company opened five stores in the quarter and closed two.




Cost of goods sold, which includes product, distribution, manufacturing and store occupancy costs, increased $3.6 million, or 1.7%, to $212.8 million for the three months ended September 24, 2016, compared with $209.2 million for the three months ended September 26, 2015.
Gross profit of $102.1 million was down 2.5% from $104.7 million in third quarter 2015. Gross profit as a percentage of net sales was 32.4% in third quarter 2016, compared to 33.4% in 2015. The decrease was primarily due to occupancy and supply chain deleverage as well as lower gross margins for Nutri-Force and was partially offset by improved product margins.
Selling, general and administrative expenses (SG&A), including operating payroll and related benefits, advertising expense and depreciation and amortization, increased $0.5 million, or 0.6%, to $81.9 million for the quarter ended September 24, 2016, compared with $81.4 million for the quarter ended September 26, 2015. SG&A includes approximately $2.3 million of professional fees related to implementation of the Company’s cost reduction initiatives as well as a $0.9 million reversal of lease liabilities related to the closure of the Canadian stores. SG&A for third quarter 2015 included total costs of $1.6 million related to reinvention costs and integration related expenses. Excluding these items for both periods, SG&A as a percent of revenue was 25.6% in third quarter 2016 and 25.4% in third quarter 2015. (For further information on adjustments see Table 4 at the end of this release.) The increase in the SG&A rate was driven by deleverage in store payroll and advertising, partially offset by leverage from Nutri-Force as well as lower corporate costs.
Income from operations in third quarter 2016 of $20.3 million compared to $23.4 million in the same period of the prior year. As a percentage of net sales, income from operations was 6.4% for third quarter 2016 compared with 7.4% for third quarter 2015. Adjusted for the items noted in the preceding paragraph, income from operations as a percentage of sales was 6.9% in third quarter 2016 and 8.0% in third quarter 2015. (See Table 4).
Net income was $11.4 million for third quarter 2016 compared to $14.1 million in the same period of the prior year. Reported earnings per diluted share were $0.48 in third quarter 2016, flat with third quarter 2015. EPS, on an adjusted basis (for the items described in Table 4), was $0.50 for third quarter 2016 and $0.52 for third quarter 2015.
Balance Sheet and Cash Flow
Cash and equivalents at September 24, 2016 were $2.0 million. At quarter end, the Company had $6.0 million drawn on the revolving line of credit and a convertible notes liability of $119.4 million.
Capital expenditures were $10.2 million in the quarter. Funds were primarily expended on new stores, supply chain, digital and other IT investments.
During the quarter, the Company repurchased 0.2 million shares of its common stock, or 1.0% of the shares outstanding, for a total purchase price of $5.0 million.
2016 Outlook
Management is providing the following outlook for 2016:
•
Total comparable sales growth flat to slightly negative
•
The opening of 27 new stores
•
GAAP fully diluted earnings per share narrowed to the range of $1.89 - $1.99 (See Table 5) and adjusted earnings per diluted share in the range of $2.10 to $2.20 for the full-year of 2016
•
Capital expenditures of approximately $40 million




Non-GAAP Financial Measures
Adjusted information is non-GAAP financial information. These supplemental non-GAAP measures should not be considered superior to, or a substitute for, and should be considered in conjunction with the GAAP financial measures presented. The Company believes such non-GAAP financial information provides additional perspective regarding how it evaluates it financial results and what it considers to be the core operating performance of the business. Accordingly, the Company believes this supplemental information will enhance the understanding of readers of trends in its historical results. A reconciliation of adjusted financial information to the most directly comparable financial measures calculated and presented in accordance with GAAP is shown in Tables 4 and 5.
Webcast
Management will host a conference call to discuss the third quarter 2016 results at 8:30a.m. Eastern Time (ET) today. Interested investors and other parties may listen to the simultaneous webcast of the conference call by logging onto the Investor Relations section of the Company's website at www.vitaminshoppe.com. A telephonic replay will be available beginning at 11:30a.m. ET on November 2, 2016 and can be accessed by dialing 1-844-512-2921 or 1-412-317-6671 for international callers. The passcode for the replay is 3905590. The telephonic replay will be available until 11:59 p.m. ET on November 9, 2016. The webcast will also be archived on the company’s website at www.vitaminshoppe.com in the investor relations section.
About the Vitamin Shoppe, Inc. (NYSE: VSI)
Vitamin Shoppe is a multi-channel, specialty retailer and contract manufacturer of nutritional products based in Secaucus, New Jersey. In its stores and on its website, the Company carries a comprehensive retail assortment including: vitamins, minerals, specialty supplements, herbs, sports nutrition, homeopathic remedies, green living products, and beauty aids. In addition to offering products from approximately 850 national brands, the Vitamin Shoppe also carries products under The Vitamin Shoppe®, BodyTech®, True Athlete®, MyTrition®, plnt®, ProBioCare®, Next Step® and Betancourt Nutrition® brands. The Vitamin Shoppe conducts business through more than 750 company-operated retail stores under The Vitamin Shoppe and Super Supplements retail banners, and primarily through its website, www.vitaminshoppe.com. Follow the Vitamin Shoppe on Facebook at http://www.facebook.com/THEVITAMINSHOPPE and on Twitter at http://twitter.com/VitaminShoppe.
Forward Looking Statements
This press release contains "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including without limitation, statements under the caption "2016 Outlook", statements regarding future financial results and performance, share repurchases, future business prospects, revenue, new stores, product offerings, store growth, working capital, liquidity, capital expenditures, capital needs and interest costs, industry based factors, including the level of competition in the vitamin, mineral and supplement industry, continued demand from the primary markets the Company serves, consumer perception of the Company’s products, the availability of raw materials as well as economic conditions generally and factors more specific to the Company such as compliance with manufacturing regulations, certifications and practices and restrictions imposed by the Company’s revolving credit facility, including financial covenants and limitations on the Company’s ability to incur additional indebtedness and the Company’s future capital requirements, and other risks, uncertainties and factors set forth under Item 1A., entitled “Risk Factors”, in the Company’s Annual Report on Form 10-K for the fiscal year ended December 26, 2015 and in the Company’s other reports and documents filed with the SEC. These forward-looking statements can be identified by the use of words such as “outlook”, “believes”, “expects”, “potential”, “continues”, “may”, “will”, “should”, “seeks”, “predicts”, “intends”, “plans”, “estimates”, “anticipates”, “target”, “could” or the negative version of these words or other comparable words.  These statements are subject to various




risks and uncertainties, many of which are outside the Company’s control, including, among others the strength of the economy, changes in the overall level of consumer spending, the performance of the Company's products within the prevailing retail environment, trade restrictions, availability of suitable store locations at appropriate terms, the availability of raw material and other specific factors discussed herein and in other Company SEC filings (including reports on Forms 10-K and 10-Q filed with the SEC).  The Company believes that all forward-looking statements are based on reasonable assumptions when made; however, it is impossible to predict actual results or outcomes or the effects of risks, uncertainties or other factors on anticipated results or outcomes with certainty and that, accordingly, one should not place undue reliance on these statements. Forward-looking statements speak only as of the date when made and the Company undertakes no obligation to update these statements in light of subsequent events or developments. Actual results may differ materially from anticipated results or outcomes discussed in any forward-looking statement.
 
CONTACTS:
 
 
Investors:
  
Media / PR Agency:
Kathleen Heaney
  
Kaplow
646-912-3844 OR 201-552-6430
  
212-221-1713
  







TABLE 1
VITAMIN SHOPPE, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share and per share data)
(Unaudited)
 

 
Three Months Ended
 
Nine Months Ended
 
September 24, 2016
 
September 26, 2015
 
September 24, 2016
 
September 26, 2015
Net sales
$
314,887

 
$
313,886

 
$
984,378

 
$
973,059

Cost of goods sold
212,762

 
209,177

 
658,182

 
645,441

Gross profit
102,125

 
104,709

 
326,196

 
327,618

Selling, general and administrative expenses
81,852

 
81,352

 
257,937

 
249,742

Income from operations
20,273

 
23,357

 
68,259

 
77,876

Interest expense, net
2,363

 
172

 
6,977

 
515

Income before provision for income taxes
17,910

 
23,185

 
61,282

 
77,361

Provision for income taxes
6,547

 
9,087

 
24,704

 
30,322

Net income
$
11,363

 
$
14,098

 
$
36,578

 
$
47,039

 
 
 
 
 
 
 
 
Weighted average common shares outstanding
 
 
 
 
 
 
 
Basic
23,578,334

 
28,988,779

 
24,048,201

 
29,238,808

Diluted
23,769,726

 
29,190,454

 
24,239,254

 
29,504,418

Net income per common share
 
 
 
 
 
 
 
Basic
$
0.48

 
$
0.49

 
$
1.52

 
$
1.61

Diluted
$
0.48

 
$
0.48

 
$
1.51

 
$
1.59








TABLE 2
VITAMIN SHOPPE, INC. AND SUBSIDIARY
SEGMENT DATA, KEY PERFORMANCE INDICATORS AND STORE INFO
($ in thousands)
(Unaudited)

 
 
Three Months Ended
 
Nine Months Ended
 
 
September 24, 2016
 
September 26, 2015
 
September 24, 2016
 
September 26, 2015
Net sales:
 
 
 
 
 
 
 
 
Retail
$
270,756

 
$
270,213

 
$
847,058

 
$
836,396

 
Direct
30,321

 
31,254

 
98,946

 
96,444

 
Manufacturing
24,357

 
20,693

 
65,695

 
67,185

 
Segment net sales
325,434

 
322,160

 
1,011,699

 
1,000,025

 
Elimination of intersegment revenues
(10,547
)
 
(8,274
)
 
(27,321
)
 
(26,966
)
Net sales
$
314,887

 
$
313,886

 
$
984,378

 
$
973,059

 
 
 
 
 
 
 
 
 
Income from operations:
 
 
 
 
 
 
 
 
Retail
$
45,397

 
$
47,890

 
$
152,529

 
$
155,562

 
Direct
4,498

 
5,324

 
14,184

 
15,976

 
Manufacturing
(734
)
 
(222
)
 
(2,818
)
 
(1,433
)
 
Corporate costs
(28,888
)
 
(29,635
)
 
(95,636
)
 
(92,229
)
Income from operations
$
20,273

 
$
23,357

 
$
68,259

 
$
77,876

 
 
 
 
 
 
 
 
 
Increase (Decrease) in total comparable net sales
(1.9
)%
 
0.1
%
 
(0.5
)%
 
0.1
 %
Increase (Decrease) in comparable store net sales
(2.3
)%
 
0.1
%
 
(1.4
)%
 
0.3
 %
Increase (Decrease) in e-commerce comparable net sales
1.7
 %
 
0.6
%
 
6.8
 %
 
(2.1
)%
 
 
 
 
 
 
 
 
 
Gross profit as a percent of net sales
32.4
 %
 
33.4
%
 
33.1
 %
 
33.7
 %
Income from operations as a percent of net sales
6.4
 %
 
7.4
%
 
6.9
 %
 
8.0
 %
 
 
 
 
 
 
 
 
 
Capital Expenditures
$
10,223

 
$
9,646

 
$
31,228

 
$
30,172

Depreciation and Amortization
$
9,372

 
$
9,707

 
$
28,812

 
$
28,457

 
 
 
 
 
 
 
 
 
Store Data:
 
 
 
 
 
 
 
 
Stores open at beginning of period
771

 
734

 
758

 
717

 
    Stores opened
5

 
15

 
23

 
39

 
    Stores closed
(2
)
 
(1
)
 
(7
)
 
(8
)
 
Stores open at end of period
774

 
748

 
774

 
748

 
 
 
 
 
 
 
 
 
Total retail square footage at end of period (in thousands)
2,710

 
2,634

 
2,710

 
2,634








TABLE 3
VITAMIN SHOPPE, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
(Unaudited)

 
September 24, 2016
 
December 26, 2015
ASSETS
 
 
 
Current assets:
 
 
 
  Cash and cash equivalents
$
2,023

 
$
15,104

  Accounts receivable, net of allowance of $1,163 and $897 in 2016 and 2015, respectively
6,958

 
7,437

  Inventories
223,672

 
226,830

  Prepaid expenses and other current assets
29,602

 
25,194

     Total current assets
262,255

 
274,565

Property and equipment, net of accumulated depreciation and amortization of $297,016
  and $274,222 in 2016 and 2015, respectively
140,492

 
140,158

Goodwill
243,269

 
243,269

Other intangibles, net
86,314

 
87,270

Other assets
4,187

 
3,429

Total assets
$
736,517

 
$
748,691

 
 
 
                                 

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
                                 

Current liabilities:
 
 
 
  Revolving credit facility
$
6,000

 
$
8,000

  Accounts payable
50,911

 
41,217

  Accrued expenses and other current liabilities
60,137

 
68,259

     Total current liabilities
117,048

 
117,476

Convertible notes, net
119,413

 
115,410

Deferred rent
38,387

 
39,889

Other long-term liabilities
1,876

 
615

 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
Stockholders' equity:
 
 
                                 

  Preferred stock, $0.01 par value; 250,000,000 shares authorized and no shares issued
    and outstanding at September 24, 2016 and December 26, 2015
—

 
—

  Common stock, $0.01 par value; 400,000,000 shares authorized, 23,970,736 shares issued
    and 23,810,726 shares outstanding at September 24, 2016, and 25,993,715 shares issued
    and 25,873,581 shares outstanding at December 26, 2015
240

 
260

  Additional paid-in capital
88,876

 
139,827

  Treasury stock, at cost; 160,010 shares at September 24, 2016 and 120,134 shares
    at December 26, 2015
(6,400
)
 
(5,225
)
  Accumulated other comprehensive loss
—

 
(60
)
  Retained earnings
377,077

 
340,499

           Total stockholders’ equity
459,793

 
475,301

Total liabilities and stockholders' equity
$
736,517

 
$
748,691

 
 
 
                                 







TABLE 4
VITAMIN SHOPPE, INC. AND SUBSIDIARY
SUPPLEMENTAL OPERATING DATA
(Unaudited)

Amounts in millions except per share data
 
 
 
 
 
 
 
 
 
Figures may not sum due to rounding
 
 
 
 
 
 
 
 
 
 
Gross
 
 
 
Operating
 
Net
 
Diluted
 
Profit
 
SG&A
 
Income
 
Income
 
EPS
Three months ended September 24, 2016:
 
 
 
 
 
 
 
 
 
As Reported
$
102.1

 
$
81.9

 
$
20.3

 
$
11.4

 
$
0.48

  Cost reduction project (1)
—

 
(2.3
)
 
2.3

 
1.4

 
0.06

  Canada stores closing costs (2)
—

 
0.9

 
(0.9
)
 
(0.9
)
 
(0.04
)
As Adjusted
$
102.1

 
$
80.5

 
$
21.6

 
$
11.8

 
$
0.50

 
 
 
 
 
 
 
 
 
 
Three months ended September 26, 2015:
 
 
 
 
 
 
 
 
 
As Reported
$
104.7

 
$
81.4

 
$
23.4

 
$
14.1

 
$
0.48

  Reinvention strategy costs (3)
—

 
(1.0
)
 
1.0

 
0.6

 
0.02

  Integration costs (4)
—

 
(0.6
)
 
0.6

 
0.4

 
0.01

As Adjusted
$
104.7

 
$
79.7

 
$
25.0

 
$
15.1

 
$
0.52

 
 
 
 
 
 
 
 
 
 
Nine months ended September 24, 2016:
 
 
 
 
 
 
 
 
 
As Reported
$
326.2

 
$
257.9

 
$
68.3

 
$
36.6

 
$
1.51

  Cost reduction project (1)
—

 
(3.8
)
 
3.8

 
2.3

 
0.10

  Canada stores closing costs (2)
(0.2
)
 
(2.1
)
 
1.9

 
1.9

 
0.08

  Super Supplements conversion costs (5)
(0.2
)
 
(1.3
)
 
1.0

 
0.6

 
0.03

  Reinvention strategy costs (3)
—

 
(0.5
)
 
0.5

 
0.3

 
0.01

As Adjusted
$
325.8

 
$
250.3

 
$
75.5

 
$
41.7

 
$
1.72

 
 
 
 
 
 
 
 
 
 
Nine months ended September 26, 2015:
 
 
 
 
 
 
 
 
 
As Reported
$
327.6

 
$
249.7

 
$
77.9

 
$
47.0

 
$
1.59

  Management realignment charges (6)
—

 
(2.2
)
 
2.2

 
1.3

 
0.05

  Integration costs (4)
—

 
(1.4
)
 
1.4

 
0.9

 
0.03

  Account receivable bad debt reserve charge (7)
—

 
(1.4
)
 
1.4

 
0.8

 
0.03

  Reinvention strategy costs (3)
—

 
(1.0
)
 
1.0

 
0.6

 
0.02

As Adjusted
$
327.6

 
$
243.8

 
$
83.8

 
$
50.7

 
$
1.72

 
 
 
 
 
 
 
 
 
 
(1) Outside consulting costs relating to a project to identify and implement cost reduction opportunities.
(2) Charges primarily related to lease terminations. The credit during the three months ended September 24, 2016 relates to a reversal of lease liabilities previously accrued.
(3) The costs represent outside consultants fees in connection with the Company's "reinvention strategy".
(4) Represents integration costs related to the acquisition of Nutri-Force, consisting primarily of professional fees.
(5) Costs primarily related to the closure of the Seattle distribution center.
(6) Management realignment charges primarily consist of severance, sign-on bonuses, recruiting and relocation costs.
(7) Charge for accounts receivable for one wholesale customer which were deemed uncollectible.
 
 
 
 
 
 
 
 
 
 





TABLE 5
VITAMIN SHOPPE, INC. AND SUBSIDIARY
ADJUSTED EARNINGS PER SHARE GUIDANCE
(Unaudited)

Figures may not sum due to rounding
 
 
Fiscal Year
Ended
December 31, 2016
(Projected)
 
 
Diluted EPS - GAAP basis
 $ 1.89 to $ 1.99

Cost reduction project
0.10

Canada stores closing costs
0.08

Super Supplements conversion costs
0.03

Reinvention strategy costs
0.01

Diluted EPS - Non-GAAP basis*
 $ 2.10 to $ 2.20

 
 

* The adjustments to GAAP basis EPS represent the full year impact of the amounts referenced in Table 4 for the nine months ended September 24, 2016. No additional adjustments are expected for the fourth quarter of fiscal 2016.





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