Form 8-K HD Supply Holdings, Inc. For: Sep 07
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): September 7, 2016
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Commission File |
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Exact name of Registrant as specified in its |
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State of |
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I.R.S. Employer |
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001-35979 |
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HD SUPPLY HOLDINGS, INC. 3100 Cumberland Boulevard, Suite 1480 |
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Delaware |
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26-0486780 |
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333-159809 |
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HD SUPPLY, INC. 3100 Cumberland Boulevard, Suite 1480 |
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Delaware |
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75-2007383 |
Not Applicable
(Former name or former address, if changed since last report.)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 and Financial Condition.
On September 7, 2016, HD Supply Holdings, Inc. (the Company or HD Supply), HD Supply, Inc.s parent company, issued a press release, filed as Exhibit 99.1 and incorporated herein by reference, announcing the Companys financial results for the three months ended July 31, 2016.
The information contained in Item 7.01 concerning the presentation to HD Supply investors is hereby incorporated into this Item 2.02 by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 7.01. Regulation FD Disclosure.
The slide presentation attached hereto as Exhibit 99.2, and incorporated herein by reference, will be presented to certain investors of HD Supply on September 7, 2016 and may be used by HD Supply in various other presentations to investors.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2 attached hereto, shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description of Exhibit |
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99.1 |
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Press Release HD Supply Holdings, Inc. Announces Fiscal 2016 Second-Quarter Results, dated September 7, 2016. |
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99.2 |
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HD Supply presentation to investors. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: September 7, 2016 |
HD Supply Holdings, Inc. | |
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By: |
/s/ Dan S. McDevitt |
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Dan S. McDevitt |
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General Counsel and Corporate Secretary |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: September 7, 2016 |
HD Supply, Inc. | |
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By: |
/s/ Dan S. McDevitt |
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Dan S. McDevitt |
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General Counsel and Corporate Secretary |
EXHIBIT INDEX
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Exhibit No. |
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Description of Exhibit |
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99.1 |
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Press Release HD Supply Holdings, Inc. Announces Fiscal 2016 Second-Quarter Results, dated September 7, 2016. |
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99.2 |
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HD Supply presentation to investors. |
Exhibit 99.1
![]()
Investor Contact:
Charlotte McLaughlin
HD Supply Investor Relations
770-852-9100
Media Contact:
Quiana Pinckney
HD Supply Public Relations
770-852-9057
HD Supply Holdings, Inc. Announces Fiscal 2016 Second-Quarter Results
ATLANTA, GA September 7, 2016 HD Supply Holdings, Inc. (NASDAQ: HDS), one of the largest industrial distributors in North America, today reported Net sales of $2.0 billion for the second quarter of fiscal 2016 ended July 31, 2016, an increase of $79 million, or 4.1 percent, as compared to the second quarter of fiscal 2015. The company believes its sales performance represents growth of approximately 100 basis points in excess of its market growth estimate.
We delivered solid growth, operating leverage and cash conversion in the quarter while simultaneously investing in long-term productivity and growth. stated Joe DeAngelo, Chairman and CEO of HD Supply. We intend to continuously invest to ensure our customer experience is exceptional and to extend and evolve our leading market positions.
Gross profit increased $32 million, or 4.9 percent, to $680 million for the second quarter of fiscal 2016 as compared to $648 million for the second quarter of fiscal 2015. Gross profit was 33.7 percent of Net sales for the second quarter of fiscal 2016, up approximately 20 basis points from 33.5 percent of Net sales for the second quarter of fiscal 2015.
Operating income increased $14 million, or 6.3 percent, to $237 million for the second quarter of fiscal 2016 as compared to $223 million for the second quarter of fiscal 2015. Operating income as a percentage of Net sales was 11.8 percent for the second quarter of fiscal 2016, up approximately 30 basis points from 11.5 percent for the second quarter of fiscal 2015.
Income from Continuing Operations declined $2 million to $102 million for the second quarter of fiscal 2016 as compared to $104 million for the second quarter of fiscal 2015, reflecting the normalization of the companys effective tax rate following the reversal of the deferred tax asset valuation allowance in the fourth quarter of fiscal 2015. Income from Continuing Operations per diluted share decreased $0.01 to $0.51 for the second quarter of fiscal 2016, as compared to $0.52 for the second quarter of fiscal 2015.
Net Income declined $11 million to $98 million for the second quarter of fiscal 2016 as compared to $109 million for the second quarter of fiscal 2015. Net Income per diluted share decreased $0.05 to $0.49 for the second quarter of fiscal 2016, as compared to $0.54 for the second quarter of fiscal 2015.
Adjusted EBITDA increased $16 million, or 6.2 percent, to $273 million for the second quarter of fiscal 2016 as compared to $257 million for the second quarter of fiscal 2015. Adjusted EBITDA as a percentage of Net sales was
13.5 percent for the second quarter of fiscal 2016, up approximately 20 basis points from 13.3 percent for the second quarter of fiscal 2015.
Adjusted net income increased $57 million to $171 million for the second quarter of fiscal 2016 as compared to $114 million for the second quarter of fiscal 2015. Adjusted net income per diluted share was $0.85 for the second quarter of fiscal 2016, as compared to $0.56 for the second quarter of fiscal 2015.
As of July 31, 2016, HD Supplys combined liquidity of approximately $1,513 million was comprised of $313 million in cash and cash equivalents and $1,200 million of additional available borrowings under HD Supply, Inc.s senior asset-backed lending facility, based on qualifying inventory and receivables.
For the second quarter of fiscal 2016, the ratio of Net debt(1) to Adjusted EBITDA was 4.4 times.
Business Unit Performance
Facilities Maintenance
Net sales increased $8 million, or 1.1 percent, to $741 million for the second quarter of fiscal 2016, as compared to $733 million for the second quarter of fiscal 2015. Adjusted EBITDA decreased $5 million, or (3.2) percent, to $151 million for the second quarter of fiscal 2016 as compared to $156 million for the second quarter of fiscal 2015. Adjusted EBITDA as a percentage of Net sales was 20.4 percent for the second quarter of fiscal 2016, down approximately 90 basis points from 21.3 percent for the second quarter of fiscal 2015.
Waterworks
Net sales increased $31 million, or 4.4 percent, to $733 million for the second quarter of fiscal 2016, as compared to $702 million for the second quarter of fiscal 2015. Adjusted EBITDA increased $4 million, or 6.1 percent, to $70 million for the second quarter of fiscal 2016 as compared to $66 million for the second quarter of fiscal 2015. Adjusted EBITDA as a percentage of Net sales was 9.5 percent for the second quarter of fiscal 2016, up approximately 10 basis points from 9.4 percent for the second quarter of fiscal 2015.
Construction & Industrial White Cap
Net sales increased $34 million, or 7.5 percent, to $489 million for the second quarter of fiscal 2016, as compared to $455 million for the second quarter of fiscal 2015. Adjusted EBITDA increased $15 million, or 33.3 percent, to $60 million for the second quarter of fiscal 2016 as compared to $45 million for the second quarter of fiscal 2015. Adjusted EBITDA as a percentage of Net sales was 12.3 percent for the second quarter of fiscal 2016, up approximately 240 basis points from 9.9 percent for the second quarter of fiscal 2015.
Second-Quarter Monthly Sales Performance
Net sales for May, June and July of fiscal 2016 were $609 million, $622 million and $785 million, respectively. There were 20 selling days in May, 19 selling days in June and 24 selling days in July. Average year-over-year daily sales growth for May, June and July of fiscal 2016 was 3.6 percent, 6.2 percent and 3.0 percent, respectively.
Sale of Interior Solutions
On May 31, 2016 we sold our Interior Solutions business unit, formerly known as Creative Touch Interiors. In accordance with Accounting Standards Codification 205-20, Discontinued Operations, the results of Interior Solutions are classified as discontinued operations for all periods presented.
(1) Net Debt: Total of Long Term debt and Current installments of long-term debt, less cash and cash equivalents.
Preliminary August Sales Results
Preliminary Net sales in August were approximately $639 million, which represents year-over-year average daily sales growth of approximately 2 percent. Preliminary August year-over-year average daily sales growth by business was Waterworks approximately 2 percent, Construction & Industrial approximately 6 percent and Facilities Maintenance flat. There were 20 selling days in both August 2016 and August 2015.
Third-Quarter 2016 Outlook
For our third-quarter 2016, we anticipate revenue to be in the range of $1,985 million and $2,035 million, Adjusted EBITDA(2) in the range of $258 million and $268 million and Adjusted Net Income per diluted share(2) in the range of $0.77 and $0.82. Our Adjusted Net Income per diluted share range assumes a fully diluted weighted average share count of approximately 202 million. At the mid-point of the ranges, our third-quarter sales and Adjusted EBITDA translate into approximately +4 percent growth and flat, respectively, versus prior year.
Based on year-to-date progress and the current third quarter outlook, we now estimate that we will achieve between flat and 300 basis points of sales growth in excess of market for the fiscal year 2016 This equates to approximately 3 to 6 percent annual year over year sales growth. Additionally, based on year-to-date progress and the current third quarter outlook, we estimate that we will achieve an operating leverage range for the fiscal year 2016 of between 1.0 and 1.5 times. We continue to believe that 300 basis points of growth in excess of market growth and 1.5 to 2.0 times operating leverage in 2017 and beyond is the appropriate target.
Fiscal 2016 Second-Quarter Conference Call
As previously announced, HD Supply will hold a conference call on Wednesday September 7th, 2016 at 8:00 a.m. (Eastern Time) to discuss its second-quarter fiscal 2016 results. The conference call and presentation materials can be accessed via webcast by logging on from the Investor Relations section of the companys Web site at hdsupply.com. The online replay will remain available for a limited time following the call.
Non-GAAP Financial Measures
HD Supply supplements its reporting of net income (loss) with non-GAAP measurements, including Adjusted EBITDA, Adjusted net income (loss), Adjusted net income (loss) per share and Net Debt. This supplemental information should not be considered in isolation or as a substitute for the GAAP measurements. Additional information regarding Adjusted EBITDA, Adjusted net income (loss) and Adjusted net income (loss) per share referred to in this press release is included below under Reconciliation of Non-GAAP Measures.
About HD Supply
HD Supply (www.hdsupply.com) is one of the largest industrial distributors in North America. The company provides a broad range of products and value-add services to approximately 500,000 customers with leadership positions in maintenance, repair and operations, infrastructure and specialty construction sectors. Through approximately 500 locations across 48 states and six Canadian provinces, the companys approximately 13,000 associates provide localized, customer-driven services including jobsite delivery, will call or direct-ship options, diversified logistics and innovative solutions that contribute to its customers success.
(2) No reconciliation of the forecasted range for Adjusted EBITDA to Net income and Adjusted net income per diluted share to Net income per diluted share for the third quarter of fiscal 2016 is included in this press release because we are unable to quantify certain amounts that would be required to be included in the GAAP measure without unreasonable efforts. In addition, the company believes such reconciliations would imply a degree of precision that would be confusing or misleading to investors.
Forward-Looking Statements and Preliminary Results
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements are based on managements beliefs and assumptions and information currently available to management and are subject to known and unknown risks and uncertainties, many of which may be beyond our control. We caution you that the forward-looking information presented in this press release is not a guarantee of future results, and that actual results may differ materially from those made in or suggested by the forward-looking information contained in this press release. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as may, plan, seek, comfortable with, will, expect, intend, estimate, anticipate, believe or continue or the negative thereof or variations thereon or similar terminology. A number of important factors could cause actual events to differ materially from those contained in or implied by the forward-looking statements, including those Risk factors in our annual report on Form 10-K, for the fiscal year ended January 31, 2016, filed on March 18, 2016 and those described from time to time in our, and HD Supply, Inc.s, other filings with the U.S. Securities and Exchange Commission, which can be found at the SECs website www.sec.gov. Any forward-looking information presented herein is made only as of the date of this press release, and we do not undertake any obligation to update or revise any forward-looking information to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.
Estimates for Net sales are preliminary estimates and are subject to risks and uncertainties, including, among others, changes in connection with quarter-end adjustments. Any variation between HD Supplys actual results and the preliminary financial data set forth above may be material.
HD SUPPLY HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
Amounts in millions, except share and per share data, Unaudited
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Three Months Ended |
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Six Months Ended |
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July 31, |
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August 2, |
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July 31, |
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August 2, |
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Net Sales |
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$ |
2,016 |
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$ |
1,937 |
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$ |
3,797 |
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$ |
3,597 |
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Cost of sales |
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1,336 |
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1,289 |
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2,508 |
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2,390 |
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Gross Profit |
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680 |
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648 |
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1,289 |
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1,207 |
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Operating expenses: |
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Selling, general and administrative |
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414 |
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397 |
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815 |
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773 |
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Depreciation and amortization |
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24 |
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28 |
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47 |
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55 |
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Restructuring |
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5 |
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12 |
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Total operating expenses |
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443 |
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425 |
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874 |
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828 |
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Operating Income |
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237 |
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223 |
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415 |
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379 |
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Interest expense |
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69 |
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106 |
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154 |
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212 |
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Loss on extinguishment of debt |
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115 |
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Other (income) expense, net |
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1 |
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1 |
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Income from Continuing Operations Before Provision (Benefit) for Income Taxes |
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168 |
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116 |
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146 |
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166 |
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Provision (benefit) for income taxes |
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66 |
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12 |
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58 |
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(172 |
) | ||||
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Income from Continuing Operations |
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102 |
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104 |
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88 |
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338 |
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Income (loss) from discontinued operations, net of tax |
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(4 |
) |
5 |
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(4 |
) |
13 |
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Net Income |
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$ |
98 |
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$ |
109 |
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$ |
84 |
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$ |
351 |
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Other comprehensive income (loss) foreign currency translation adjustment |
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(2 |
) |
(7 |
) |
2 |
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(2 |
) | ||||
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Total Comprehensive Income |
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$ |
96 |
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$ |
102 |
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$ |
86 |
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$ |
349 |
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Weighted Average Common Shares Outstanding (thousands) |
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Basic |
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199,250 |
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196,893 |
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199,029 |
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196,120 |
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Diluted |
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201,978 |
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201,809 |
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201,615 |
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201,221 |
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Basic Earnings Per Share(1): |
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Income from Continuing Operations |
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$ |
0.51 |
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$ |
0.53 |
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$ |
0.44 |
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$ |
1.72 |
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Income (Loss) from Discontinued Operations |
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$ |
(0.02 |
) |
$ |
0.03 |
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$ |
(0.02 |
) |
$ |
0.07 |
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Net Income |
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$ |
0.49 |
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$ |
0.55 |
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$ |
0.42 |
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$ |
1.79 |
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Diluted Earnings Per Share(1): |
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Income from Continuing Operations |
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$ |
0.51 |
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$ |
0.52 |
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$ |
0.44 |
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$ |
1.68 |
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Income (Loss) from Discontinued Operations |
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$ |
(0.02 |
) |
$ |
0.03 |
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$ |
(0.02 |
) |
$ |
0.06 |
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Net Income |
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$ |
0.49 |
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$ |
0.54 |
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$ |
0.42 |
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$ |
1.74 |
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(1)May not foot due to rounding.
HD SUPPLY HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
Amounts in millions, except per share data, Unaudited
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July 31, |
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January 31, |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
313 |
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$ |
269 |
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Receivables, less allowance for doubtful accounts of $13 and $13 |
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1,101 |
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872 |
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Inventories |
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887 |
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770 |
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Current assets of discontinued operations |
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43 |
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Other current assets |
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42 |
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29 |
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Total current assets |
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2,343 |
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1,983 |
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Property and equipment, net |
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306 |
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310 |
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Goodwill |
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2,869 |
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2,869 |
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Intangible assets, net |
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119 |
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127 |
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Deferred tax asset |
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633 |
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685 |
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Non-current assets of discontinued operations |
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20 |
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Other assets |
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19 |
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22 |
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Total assets |
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$ |
6,289 |
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$ |
6,016 |
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LIABILITIES AND STOCKHOLDERS EQUITY |
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Current liabilities: |
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|
|
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Accounts payable |
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$ |
721 |
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$ |
490 |
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Accrued compensation and benefits |
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117 |
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142 |
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Current installments of long-term debt |
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9 |
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9 |
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Current liabilities of discontinued operations |
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30 |
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Other current liabilities |
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200 |
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200 |
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Total current liabilities |
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1,047 |
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871 |
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Long-term debt, excluding current installments |
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4,299 |
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4,302 |
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Non-current liabilities of discontinued operations |
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1 |
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Other liabilities |
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102 |
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98 |
| ||
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Total liabilities |
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5,448 |
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5,272 |
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Stockholders equity: |
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|
|
|
| ||
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Common stock, par value $0.01; 1 billion shares authorized; 200.9 million and 200.1 million shares issued and outstanding at July 31, 2016 and January 31, 2016, respectively |
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2 |
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2 |
| ||
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Paid-in capital |
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3,934 |
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3,909 |
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Accumulated deficit |
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(3,076 |
) |
(3,150 |
) | ||
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Accumulated other comprehensive loss |
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(14 |
) |
(16 |
) | ||
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Treasury stock, at cost, 0.13 million and 0.06 million shares at July 31, 2016 and January 31, 2016, respectively |
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(5 |
) |
(1 |
) | ||
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Total stockholders equity |
|
841 |
|
744 |
| ||
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Total liabilities and stockholders equity |
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$ |
6,289 |
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$ |
6,016 |
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HD SUPPLY HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Amounts in millions, Unaudited
|
|
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Six Months Ended |
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|
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July 31, 2016 |
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August 2, 2015 |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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|
|
|
| ||
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Net income |
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$ |
84 |
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$ |
351 |
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Reconciliation of net income to net cash provided by (used in) operating activities: |
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|
|
|
| ||
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Depreciation and amortization |
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51 |
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72 |
| ||
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Provision for uncollectibles |
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3 |
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4 |
| ||
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Non-cash interest expense |
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9 |
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| ||
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Loss on extinguishment of debt |
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115 |
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|
| ||
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Stock-based compensation expense |
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11 |
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10 |
| ||
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Deferred income taxes |
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52 |
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19 |
| ||
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(Gain) Loss on sale of a business |
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3 |
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| ||
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Other |
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|
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(1 |
) | ||
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Changes in assets and liabilities, net of the effects of acquisitions & dispositions: |
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|
|
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| ||
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(Increase) decrease in receivables |
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(232 |
) |
(252 |
) | ||
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(Increase) decrease in inventories |
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(118 |
) |
(153 |
) | ||
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(Increase) decrease in other current assets |
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(9 |
) |
(2 |
) | ||
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Increase (decrease) in accounts payable and accrued liabilities |
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196 |
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217 |
| ||
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Increase (decrease) in other long-term liabilities |
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(1 |
) |
(181 |
) | ||
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Net cash provided by (used in) operating activities |
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164 |
|
98 |
| ||
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CASH FLOWS FROM INVESTING ACTIVITIES: |
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|
|
|
| ||
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Capital expenditures |
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(32 |
) |
(43 |
) | ||
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Proceeds from sales of property and equipment |
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1 |
|
1 |
| ||
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Proceeds from sale of a business |
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37 |
|
|
| ||
|
Net cash provided by (used in) investing activities |
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6 |
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(42 |
) | ||
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CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
| ||
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Proceeds from issuance of common stock under employee benefit plans |
|
14 |
|
41 |
| ||
|
Purchase of treasury shares |
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(14 |
) |
(31 |
) | ||
|
Borrowings of long-term debt |
|
1,000 |
|
|
| ||
|
Repayments of long-term debt |
|
(1,110 |
) |
(16 |
) | ||
|
Borrowings on long-term revolver debt |
|
|
|
562 |
| ||
|
Repayments on long-term revolver debt |
|
|
|
(526 |
) | ||
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Debt issuance and modification costs |
|
(15 |
) |
|
| ||
|
Other financing activities |
|
(2 |
) |
(1 |
) | ||
|
Net cash provided by (used in) financing activities |
|
(127 |
) |
29 |
| ||
|
Effect of exchange rates on cash and cash equivalents |
|
1 |
|
(1 |
) | ||
|
Increase (decrease) in cash and cash equivalents |
|
$ |
(44 |
) |
$ |
84 |
|
|
Cash and cash equivalents at beginning of period |
|
269 |
|
85 |
| ||
|
Cash and cash equivalents at end of period |
|
$ |
313 |
|
$ |
169 |
|
HD SUPPLY HOLDINGS, INC.
SEGMENT REPORTING
Amounts in millions, Unaudited
|
|
|
Facilities |
|
Waterworks |
|
Construction & |
|
Corporate & |
|
Total |
| |||||
|
Three Months Ended July 31, 2016 |
|
|
|
|
|
|
|
|
|
|
| |||||
|
Net sales |
|
$ |
741 |
|
$ |
733 |
|
$ |
489 |
|
$ |
53 |
|
$ |
2,016 |
|
|
Adjusted EBITDA |
|
151 |
|
70 |
|
60 |
|
(8 |
) |
273 |
| |||||
|
Depreciation(1) & Software Amortization |
|
7 |
|
3 |
|
7 |
|
5 |
|
22 |
| |||||
|
Other Intangible Amortization |
|
2 |
|
|
|
|
|
1 |
|
3 |
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
|
Three Months Ended August 2, 2015 |
|
|
|
|
|
|
|
|
|
|
| |||||
|
Net sales |
|
$ |
733 |
|
$ |
702 |
|
$ |
455 |
|
$ |
47 |
|
$ |
1,937 |
|
|
Adjusted EBITDA |
|
156 |
|
66 |
|
45 |
|
(10 |
) |
257 |
| |||||
|
Depreciation(1) & Software Amortization |
|
11 |
|
3 |
|
7 |
|
5 |
|
26 |
| |||||
|
Other Intangible Amortization |
|
2 |
|
|
|
|
|
1 |
|
3 |
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
|
Six Months Ended July 31, 2016 |
|
|
|
|
|
|
|
|
|
|
| |||||
|
Net sales |
|
$ |
1,418 |
|
$ |
1,338 |
|
$ |
936 |
|
$ |
105 |
|
$ |
3,797 |
|
|
Adjusted EBITDA |
|
285 |
|
118 |
|
103 |
|
(18 |
) |
488 |
| |||||
|
Depreciation(1) & Software Amortization |
|
15 |
|
5 |
|
14 |
|
9 |
|
43 |
| |||||
|
Other Intangible Amortization |
|
3 |
|
1 |
|
|
|
3 |
|
7 |
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
|
Six Months Ended August 2, 2015 |
|
|
|
|
|
|
|
|
|
|
| |||||
|
Net sales |
|
$ |
1,368 |
|
$ |
1,272 |
|
$ |
862 |
|
$ |
95 |
|
$ |
3,597 |
|
|
Adjusted EBITDA |
|
278 |
|
111 |
|
79 |
|
(22 |
) |
446 |
| |||||
|
Depreciation(1) & Software Amortization |
|
23 |
|
5 |
|
13 |
|
9 |
|
50 |
| |||||
|
Other Intangible Amortization |
|
3 |
|
1 |
|
|
|
3 |
|
7 |
| |||||
(1) Depreciation includes amounts recorded within Cost of sales in the Consolidated Statements of Operations.
Reconciliation of Non-GAAP Measures
Adjusted EBITDA and Adjusted net income are not recognized terms under GAAP and do not purport to be alternatives to Net income (loss) as a measure of operating performance. We present Adjusted EBITDA and Adjusted net income because each is a primary measure used by management to evaluate operating performance. In addition, we present Adjusted net income (loss) to measure our overall profitability as we believe it is an important measure of our performance. We believe the presentation of Adjusted EBITDA and Adjusted net income enhances investors overall understanding of the financial performance of our business.
Adjusted EBITDA is based on Consolidated EBITDA, a measure which is defined in our senior credit facilities and used in calculating financial ratios in several material debt covenants. Adjusted EBITDA is defined as Net income (loss) less Income (loss) from discontinued operations, net of tax, plus (i) Interest expense and Interest income, net, (ii) Provision (benefit) for income taxes, (iii) depreciation and amortization and further adjusted to exclude loss on extinguishment of debt, non-cash items and certain other adjustments to Consolidated Net Income permitted in calculating Consolidated EBITDA under our senior credit facilities.
Adjusted net income is defined as Net income (loss) less Income (loss) from discontinued operations, net of tax, further adjusted for loss on extinguishment of debt, certain non-cash, non-recurring or unusual items, net of tax.
We compensate for the limitations of using non-GAAP financial measures by using them to supplement GAAP results to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. Because not all companies use identical calculations, our presentation of Adjusted EBITDA and Adjusted net income (loss) may not be comparable to other similarly titled measures of other companies.
Adjusted EBITDA and Adjusted net income have limitations as analytical tools and should not be considered in isolation or as substitutes for analyzing our results as reported under GAAP. Some of these limitations are:
· Adjusted EBITDA and Adjusted net income do not reflect changes in, or cash requirements for, our working capital needs;
· Adjusted EBITDA does not reflect our interest expense, or the requirements necessary to service interest or principal payments on our debt;
· Adjusted EBITDA does not reflect our income tax expenses or the cash requirements to pay our taxes;
· Adjusted EBITDA and Adjusted net income do not reflect historical cash expenditures or future requirements for capital expenditures or contractual commitments; and although depreciation and amortization charges are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Adjusted EBITDA does not reflect any cash requirements for such replacements.
Adjusted EBITDA
The following table presents a reconciliation of Net income and Income from Continuing Operations, the most directly comparable financial measures under GAAP, to Adjusted EBITDA for the periods presented (amounts in millions):
|
|
|
Three Months Ended |
|
Six Months Ended |
| ||||||||
|
|
|
July 31, |
|
August 2, |
|
July 31, |
|
August 2, |
| ||||
|
Net income |
|
$ |
98 |
|
$ |
109 |
|
$ |
84 |
|
$ |
351 |
|
|
Less income (loss) from discontinued operations, net of tax |
|
(4 |
) |
5 |
|
(4 |
) |
13 |
| ||||
|
Income from continuing operations |
|
102 |
|
104 |
|
88 |
|
338 |
| ||||
|
Interest expense, net |
|
69 |
|
106 |
|
154 |
|
212 |
| ||||
|
Provision (benefit) for income taxes (1) |
|
66 |
|
12 |
|
58 |
|
(172 |
) | ||||
|
Depreciation and amortization (2) |
|
25 |
|
29 |
|
50 |
|
57 |
| ||||
|
Loss on extinguishment of debt (3) |
|
|
|
|
|
115 |
|
|
| ||||
|
Restructuring charges (4) |
|
5 |
|
|
|
12 |
|
|
| ||||
|
Stock-based compensation |
|
5 |
|
5 |
|
11 |
|
10 |
| ||||
|
Costs related to public offerings (5) |
|
|
|
1 |
|
|
|
1 |
| ||||
|
Other |
|
1 |
|
|
|
|
|
|
| ||||
|
Adjusted EBITDA |
|
$ |
273 |
|
$ |
257 |
|
$ |
488 |
|
$ |
446 |
|
(1) During the six months ended August 2, 2015, the Company recorded a reduction in unrecognized tax benefits as a result of IRS and state audit settlements. See Note 5, Income Taxes.
(2) Depreciation and amortization includes amounts recorded within Cost of sales in the Consolidated Statements of Operations.
(3) Represents the loss on extinguishment of debt including the premium paid to redeem the debt as well as the write-off of unamortized deferred financing costs and other assets or liabilities associated with such debt.
(4) Represents the costs incurred for strategic alignment of our workforce. These costs include severance, relocation costs and other related costs.
(5) Represents the costs expensed in connection with secondary offerings of Holdings common stock by certain of Holdings stockholders.
Adjusted Net Income
The following table presents a reconciliation of Net income and Income from Continuing Operations, the most directly comparable financial measures under U.S. GAAP, to Adjusted net income for the periods presented (amounts in millions):
|
|
|
Three Months Ended |
|
Six Months Ended |
| ||||||||
|
|
|
July 31, |
|
August 2, |
|
July 31, |
|
August 2, |
| ||||
|
Net income |
|
$ |
98 |
|
$ |
109 |
|
$ |
84 |
|
$ |
351 |
|
|
Less income (loss) from discontinued operations, net of tax |
|
(4 |
) |
5 |
|
(4 |
) |
13 |
| ||||
|
Income from continuing operations |
|
102 |
|
104 |
|
88 |
|
338 |
| ||||
|
Plus: Provision (benefit) for income taxes (1) |
|
66 |
|
12 |
|
58 |
|
(172 |
) | ||||
|
Less: Cash income taxes |
|
(5 |
) |
(6 |
) |
(6 |
) |
(9 |
) | ||||
|
Plus: Amortization of acquisition-related intangible assets (other than software) |
|
3 |
|
3 |
|
7 |
|
7 |
| ||||
|
Plus: Loss on extinguishment & modification of debt (2) |
|
|
|
|
|
115 |
|
|
| ||||
|
Restructuring charges (3) |
|
5 |
|
|
|
12 |
|
|
| ||||
|
Costs related to public offerings (4) |
|
|
|
1 |
|
|
|
1 |
| ||||
|
Adjusted Net Income |
|
$ |
171 |
|
$ |
114 |
|
$ |
274 |
|
$ |
165 |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
Diluted weighted average common shares outstanding |
|
201,978 |
|
201,809 |
|
201,615 |
|
201,221 |
| ||||
|
Adjusted net income per share diluted |
|
$ |
0.85 |
|
$ |
0.56 |
|
$ |
1.36 |
|
$ |
0.82 |
|
(1) During the six months ended August 2, 2015, the Company recorded a reduction in unrecognized tax benefits as a result of IRS and state audit settlements. See Note 5, Income Taxes.
(2) Represents the loss on extinguishment of debt including the premium paid to redeem the debt as well as the write-off of unamortized deferred financing costs and other assets or liabilities associated with such debt.
(3) Represents the costs incurred for strategic alignment of our workforce. These costs include severance, relocation costs and other related costs.
(4) Represents the costs expensed in connection with secondary offerings of Holdings common stock by certain of Holdings stockholders.
No reconciliation of the forecasted range for Adjusted EBITDA to Net income and Adjusted net income per diluted share to Net income per diluted share for the third quarter of fiscal 2016 is included in this press release because we are unable to quantify certain amounts that would be required to be included in the GAAP measure without unreasonable efforts. In addition, the company believes such reconciliations would imply a degree of precision that would be confusing or misleading to investors.
Exhibit 99.2
2016 Second-Quarter Performance September 7, 2016 Financial Results and Company Highlights

Disclaimers Forward-Looking Statements and Preliminary Results This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements are based on managements beliefs and assumptions and information currently available to management and are subject to known and unknown risks and uncertainties, many of which may be beyond our control. We caution you that the forward-looking information presented in this presentation is not a guarantee of future results, and that actual results may differ materially from those made in or suggested by the forward-looking information contained in this presentation. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as may, plan, seek, comfortable with, will, expect, intend, estimate, anticipate, believe or continue or the negative thereof or variations thereon or similar terminology. A number of important factors could cause actual events to differ materially from those contained in or implied by the forward-looking statements, including those Risk factors in our annual report on Form 10-K, for the fiscal year ended January 31, 2016, filed on March 18, 2016 and those described from time to time in our, and HD Supply, Inc.s, other filings with the U.S. Securities and Exchange Commission, which can be found at the SECs website www.sec.gov. Any forward-looking information presented herein is made only as of the date of this presentation, and we do not undertake any obligation to update or revise any forward-looking information to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise. Estimates for Net sales are preliminary estimates and are subject to risks and uncertainties, including, among others, changes in connection with quarter-end adjustments. Any variation between HD Supplys actual results and the preliminary financial data set forth herein may be material. Non-GAAP Financial Measures HD Supply supplements its financial results that are determined in accordance with accounting principles generally accepted in the United States of America (GAAP) with non-GAAP measurements, including Adjusted EBITDA, Adjusted net income (loss) and Adjusted net income (loss) per share and Free Cash Flow. This supplemental information should not be considered in isolation or as a substitute for the GAAP measurements. Additional information regarding Adjusted EBITDA, Adjusted net income (loss) and Adjusted net income (loss) per share referred to in this presentation is included at the end of this presentation under Reconciliation of Non-GAAP Measures.

Q216 Execution Highlights Strategic and Disciplined Execution 1 Operating Leverage is defined as Adjusted EBITDA growth divided by total Net sales growth 2 Free Cash Flow is defined as Operating Cash Flow Capital Expenditures (including Cash Flow from Discontinued Operations) Note: VPY denotes Versus Prior Year +4% Sales Growth Versus Prior Year (VPY) +6% Operating Income Growth VPY -2% Income from Continuing Operations VPY; +45% Income from Continuing Operations Before Income Taxes VPY +6% Adjusted EBITDA Growth VPY 1.5x Operating Leverage1 +52% Adjusted Net Income per Diluted Share Growth VPY $413M LTM Free Cash Flow2 +74% Increase VPY +20 Basis Points Gross Margin Improvement VPY Talent and One Team Culture

Controllable Execution Extend Leadership Positions Sell More to Existing Customers Introduce New Products and Services Expand and Integrate Channels to Reach Our Customers Acquire New Customers Enter New Geographies Deliver Operating Leverage Execute Category Management Save as We Grow Generate Cash Accelerate Debt Reduction Disciplined People, Thought and Action

Facilities Maintenance Supply Chain Update Transformational Execution to Enhance Customer Experience Priority Execution to Transform Supply Chain Capabilities Investment to Improve Legacy Practices Intense, Daily Operating Cadence as One Team Talent Infusion and Alignment to Enhance Next Generation Capabilities Revised Execution Timing and Cost Expectations Impact for FY16 Execution Clarity to Enable Growth and Productivity

Other Execution Considerations Disciplined People, Thought and Action Solid Non-Residential Demand and Mixed Water Infrastructure Free Cash Flow Allocation Strategies Cash Generative Operating Model Across Scenario Analyses Numerous Differentiated Investment Choices 2.0x to 3.0x Net Debt to Adjusted EBITDA Long-term Target for HD Supply Medium-term Focus on Delevering to 3.0x Opportunity to Create Value with Potential Refinancing Transaction 2H16 Execution Challenge Investment to Drive Disciplined Transformation

$413M LTM Free Cash Flow1 +74% VPY 4.4x Net Debt to Adjusted EBITDA LTM July Industry-wide Methodical Transition to 410A Quarterly Pre-tax Profit to Utilize NOL Carryforward Disciplined Execution and Continued Momentum Cautiously Optimistic; Solid Activity Remains Intense; Focused on Controllable Execution Topics of Recent Investor Interest Free Cash Flow is defined as Operating Cash Flow Capital Expenditures (including Cash Flow from Discontinued Operations) Topic Consideration Free Cash Flow Financial Leverage HVAC 6. Taxes 4. Digital Evolution 5. Category Management 8. Construction Markets Friction Free Customer-Centric Execution 7. Competitive Market 1 Free Cash Flow is defined as Operating Cash Flow Capital Expenditures (including Cash Flow from Discontinued Operations) Focused on Controllable Execution

Q216 Financial Results $1,937M $2,016M +4% Gross Profit Gross Margin % Operating Income Adj. EBITDA % Op. Income % $648M $680M 33.5% 33.7% $257M $273M $223M $237M 13.3% 13.5% 11.8% +5% +20 BPs +20 BPs +6% ($ in millions, except per share data) $114M $171M +6% Net Sales 1 See appendix slides 27 and 28 for a reconciliation of Adjusted EBITDA and Adjusted Net Income (Loss) to Net Income (Loss) and Net Income (Loss) per Diluted Share 2 Management estimate; market estimate is management estimate of the growth of our markets based on multiple quantitative and qualitative inputs 3 Operating Leverage is defined as Adjusted EBITDA growth divided by total Net sales growth Note: VPY denotes Versus Prior Year Q215 Adj. EBITDA1 VPY Adj. Net Income1 11.5% +30 BPs Q216 $0.56 $0.85 +52% Per Diluted Share +$79M 100 Basis Points in Excess of Market Growth Estimate2 +20 Basis Points Gross Margin Improvement VPY +6% Adjusted EBITDA Growth VPY 1.5x Operating Leverage3 +4% Sales Growth, 1.5x Operating Leverage +50% Net Income $109M $98M -$11M $0.54 $0.49 -$0.05 Per Diluted Share

Q216 Segment Performance Q216 $741M $733M $489M Adj. EBITDA $151M $70M $60M Operating Leverage1 nm 1.4x 4.4x Net Sales ($ in millions) Solid Performance Below Internal Expectations Q215 $733M $702M $455M $156M $66M +4% VPY +1% -3% VPY VPY +6% +8% +33% $45M 1 Operating Leverage is defined as Adjusted EBITDA growth divided by total Net sales growth Note: VPY denotes Versus Prior Year. nm denotes Not Meaningful Q216 Q215 Q216 Q215

FM Adj. EBITDA Q216 Reconciliation Incremental Facility Cost Incremental Freight Cost Adjusted EBITDA Incremental Labor Cost Reconciled EBITDA $151M $3M $4M $161M Operating Leverage1 nm ~3.0x Investment for Long-term Growth $3M Illustrative Facilities Maintenance Q216 Adj. EBITDA Reconciliation 1 Operating Leverage is defined as Adjusted EBITDA growth divided by total Net sales growth Note: VPY denotes Versus Prior Year. nm denotes Not Meaningful

Q216 Taxes and Cash Flow Taxes Cash Flow Favorable Tax Asset with Significant Gross Federal Net Operating Loss Carryforwards of Approximately $1.9 Billion ~$800M Tax-affected Amount of Federal and State NOLs Cash Taxes $5M in Q216 $5M Estimated for Q316 $10M $15M Estimated for FY16 GAAP Taxes Normalized at Approximately 39% - 40% $4.0B Net Debt at the End of Q216 4.4x Net Debt to Adjusted EBITDA Optionality on $1.275B 7.5% Senior Unsecured Notes Potential September Transaction1 ~$200M Repayment with Cash ~$500M - ~$600M Refinancing Remainder Utilization of ABL Approximately $50M - $60M Interest Savings Improve Pre-payment Flexibility $15M of Capital Expenditures in Q216 Disciplined Action Note: Contains forward looking information; please see Disclaimer on page 2 1 Subject to Market Conditions and Other Unforeseeable Circumstances. Illustrative Only.

Q216 Monthly Average Daily Sales (%) +4% Q216 Average Daily Sales Growth 1 Adjusted to eliminate the effect of Acquisitions and Divestitures; Note: VPY denotes Versus Prior Year 1.4% 1.9% 6.4% 2.3% Aug. 0.2% 1.5% 6.3% 1.7% 15 Selling Days 24 20 20 7.9% 10.0% Facilities Maintenance Waterworks Construction & Industrial (Preliminary) 3.6% 6.2% 3.0% 0.4% 4.6% 6.6% 19 6.2% 6.4% May Jun. Jul. Prior Year $785M $639M $622M HD Supply Net Sales $609M 5.5% 9.0% 14 Selling Days 24 20 20 19 Q216 9.1% 2.5% 8.3% $625M 6.6% 10.9% 10.3% $762M 7.0% 1.0% 10.2% $616M 7.1% 3.6% 9.1% $559M HD Supply Average Daily Sales Growth VPY1 16 Selling Days 24 20 19 20 Current Year

FY16 End Market Current Outlook ~3% End Market Growth for FY16 Residential Construction Water Infrastructure Living Space MRO Primary End Market Non- Residential Construction ~3% FY16 End Market Estimates1 1% to 2% Current View as of September 16 Mid-Single Digit Low Single Digits to Low Single Digits 1 Management estimate; market estimate is management estimate of the growth of our end markets based on multiple quantitative and qualitative inputs Note: Contains forward looking information; please see Disclaimer on page 2 Mid-Single Digit DC-Based Branch-Based

+2% -2% +5% +2% Q316 Guidance 4% Sales Growth VPY at Midpoint $2,035M $1,985M $263M $1,942M $268M $258M VPY Q315 Q316 Q315 Q316 Q316 Net Sales Adj. EBITDA Adj. Net Income Per Diluted Share1 VPY 1 Q316 Adjusted Net Income per Share range assumes a fully diluted weighted average share count of 202 million Note: Contains forward looking information; please see Disclaimer on page 2 $0.82 $0.77 VPY ($ in millions, except per share amounts) $0.65 . . . . Q315 +26% +19% Midpoint $2,010M +4% $263M --% $0.80 +23%

Revised HD Supply FY16 Outlook Revised FY16 Outlook ~3% End Market Growth VPY 3% to 6% Sales Growth VPY Flat to +300 BPs in Excess of Market Growth 1.0x to 1.5x Operating Leverage1 $910M to $940M Adj. EBITDA FM 0.0x to 0.5x Operating Leverage WW 1.0x to 1.5x Operating Leverage C&I 2.0x to 3.0x Operating Leverage Sales Growth +300 Basis Points in Excess of Market Growth and 1.5x to 2.0x Operating Leverage1 Appropriate Framework Going Forward 1 Operating Leverage is defined as Adjusted EBITDA growth divided by total Net sales growth Note: VPY denotes Versus Prior Year. nm denotes Not Meaningful Note: Contains forward looking information; please see Disclaimer on page 2

FY16 Outlook Adj. EBITDA Reconciliation Revised FY16 Outlook Reconciliation Revised HDS Sales Outlook Original FY16 Adj. EBITDA Expectations ~$965M Sales Estimate ~$7,550M HD Supply FY16 Revised Adj. EBITDA Reconciliation Revised FY16 Adj. EBITDA Expectations $940M ~$925M $910M ~$7,450M Fac. Maintenance Supply Chain Investment ($15M) ($25M) Illustrative Note: Contains forward looking information; please see Disclaimer on page 2

HD Supply Outlook Summary Focused on Controllable Execution Q316 FY16 +4% Net Sales Growth VPY at Midpoint of Range Flat Adjusted EBITDA VPY at Midpoint of Range +23% Adjusted Net Income per Diluted Share Increase VPY at Midpoint of Range 202M Diluted Share Count Illustrative 1 Management estimate; market estimate is management estimate of the growth of our markets based on multiple quantitative and qualitative inputs 2 Long-term average growth target based on management estimates and projections. 3 Operating Leverage is defined as Adjusted EBITDA growth divided by Total Net sales growth; target based on management estimates and projections. Note: Contains forward looking information; please see Disclaimer on page 2 ~3% End Market Growth Estimate1 Flat to 300 Basis Points of Growth in Excess of Market Estimate2 3% to 6% Total Net Sales Growth VPY $7,400M to $7,500M Sales 1.0x to 1.5x Operating Leverage3 $910M to $940M Adj. EBITDA

Q&A

Concluding Remarks Solid But Below Internal Expectations Q216 Performance +4% Sales Growth VPY +6% Adjusted EBITDA Growth VPY +52% Adjusted Net Income per Diluted Share Growth VPY +74% Free Cash Flow VPY Revised FY16 Outlook 1H16 Performance Challenge and 2H16 Clawback Investment in Long-term Capabilities to Achieve Full Potential Disciplined People, Thought and Action Earned with Hard Work and One Team Execution Disciplined People, Thought and Action Note: VPY Denotes Versus Prior Year

Appendix

Capital Structure Overview Q216 Debt Balances Sec. ABL Sec. Term Loan Sec. 1st Lien Notes Sr. Unsecured Notes Sr. Unsecured Notes $ 1,250 1,000 1,275 6/28/18 8/13/21 12/15/21 7/15/20 Outstanding Debt Less Cash Net Debt $3,995 (313) $4,369 Balance Maturity 1 Represents the stated rate of interest, without including the effect of discounts or premiums 2 Subject to applicable redemption price terms 3 Represents the unamortized portion of discounts and deferred financing costs $4B Net Debt ($ in millions, unless otherwise noted) 3.75% 5.25% 7.5% Interest Rate1 844 n/a now 12/15/17 10/15/16 Soft Call Date2 5.75% 4/15/24 04/15/19 Less Discount3 (10) Less Deferred Debt Costs3 (51) Gross Debt $4,308

Illustrative Adjusted EPS Calculation Adjusted EBITDA Adjusted Net Income per Diluted Share Illustrative Adjusted EPS Calculation Adjusted Net Income3 = = Diluted Shares Outstanding ÷ TBD TBD TBD ~202M FY16 $167M $0.27 $55M ~201M Q415 ($ in millions, except per share data) Q116 TBD TBD TBD ~202 Q416 Estimates ~202M Q216 TBD TBD TBD ~202 Q316 Depreciation and Amortization1 ( ) ($28M) (~25) ($100M) (~25) Amortization of Acquired Intangibles ( + ) ~$15M $4M ~4 $3M ~4 Interest Expense (GAAP)2 ( ) ($83M) ~($290M) Cash Income Taxes ( ) ($10M $15M) ($2M) Stock-based Compensation ( ) ($2M) (~70) (~70) (~3) (~5) 1 Includes Amounts Recorded within Cost of Sales 2 Does not reflect potential Q3 Refinancing of 7.5% Senior Notes 3 May not foot due to rounding Note: Contains forward looking information; please see Disclaimer on page 2 Actual (~5) ($5M) (~5) (~$20M) $273M ($25M) ($69M) $171M $0.85 ($5M) $215M ($25M) $4M ($85M) ($1M) ($6M) $0.51 $103M ~201M Illustrative Other ($1M) - ($1M) (~2) (~$3M) $1M ( + )

Monthly Net Sales ($) $639M Preliminary August Sales FY15 Facil. Maint. Waterworks Const. & Ind. 16 Selling Days 15 Selling Days ($ in millions) HD Supply Net Sales (Preliminary) FY16 Jul. Aug. Sep. Oct. Nov. Dec. Jan. Feb. Mar. Apr. May Jun. Jul. Aug. 24 20 19 25 18 20 23 20 20 25 20 19 24 20 24 20 19 25 18 19 24 20 20 25 19 20 24 20 $762M $625M $582M $735M $514M $484M $586M $502M $550M $729M $609M $622M $785M $639M $291 $237 $215 $264 $187 $184 $235 $198 $209 $270 $220 $226 $295 $277 $227 $211 $267 $182 $163 $188 $160 $187 $258 $225 $226 $282 $177 $146 $141 $185 $129 $123 $147 $129 $138 $180 $148 $153 $188 $237 $231 $155

HD Supply Organic Average Daily Sales Growth VPY1 +4% Average Daily Sales Growth in Q216 (VPY%) 1 Adjusted for Acquisitions, Divestitures, and Selling Days Note: VPY denotes Versus Prior Year Facil. Maint. Waterworks Const. & Ind. (Preliminary) 16 Selling Days 15 Selling Days 24 20 19 25 18 20 23 20 20 25 20 19 24 20 24 20 19 25 18 19 24 20 20 25 19 20 24 20 FY15 FY16 Jul. Aug. Sep. Oct. Nov. Dec. Jan. Feb. Mar. Apr. May Jun. Jul. Aug. 9.0% 6.4% 5.5% 5.5% 7.0% 12.0% 4.5% 9.2% 7.9% 5.6% 3.6% 6.2% 3.0% 6.6% 9.1% 9.0% 7.3% 7.4% 12.2% 6.3% 9.5% 5.7% 5.4% 0.4% 1.7% 1.4% 10.9% 2.5% (0.1%) 1.5% 3.9% 7.8% (0.9%) 6.4% 8.5% 4.2% 4.6% 7.9% 1.9% 10.3% 8.3% 8.9% 8.3% 10.4% 17.4% 8.6% 12.2% 11.1% 7.3% 6.6% 10.0% 6.4% 0.2% 1.5% 6.3% 2.3% Average Daily Sales Organic1 (VPY%) 14 Selling Days 24 20 19 25 18 19 24 20 20 25 19 20 24 20

Average Daily Sales Organic1 (VPY%) +4% Average Daily Sales Growth in Q216 1 Adjusted to Exclude Acquisitions, Divestitures, and Selling Days Note: VPY Denotes Versus Prior Year (VPY%) Selling Days Facil. Maintenance Waterworks Construction & Industrial HD Supply 65 6.6% 6.1% 9.8% 7.3% Facil. Maintenance Waterworks Construction & Industrial HD Supply Selling Days 12.3% 11.0% 16.9% 12.6% 258 13.7% 17.1% 22.1% 16.5% 65 11.4% 6.3% 18.8% 10.9% 63 14.5% 12.8% 14.4% 13.6% 64 10.1% 9.3% 13.2% 10.3% 66 Facil. Maintenance Waterworks HD Supply Selling Days 7.5% 8.2% 11.3% 8.7% 253 Construction & Industrial 9.6% 8.2% 15.7% 10.6% 65 9.4% 9.5% 9.1% 9.3% 63 64 3.9% 10.6% 10.3% 7.8% 6.9% 3.3% 10.3% 6.4% 61 Facil. Maintenance Waterworks HD Supply Selling Days 7.7% 5.4% 9.9% 7.3% 65 Construction & Industrial 7.5% 10.6% 15.3% 10.4% 63 8.2% 9.8% 15.7% 10.6% 64 7.3% 9.8% 13.4% 9.4% 61 7.7% 9.0% 13.7% 9.5% 253 FY Q1 Q2 Q3 Q4 Facil. Maintenance Waterworks HD Supply Selling Days 5.1% 3.4% 11.5% 6.1% 65 Construction & Industrial 2016 2012 2013 2014 2015 6.9% 5.6% 9.9% 7.1% 63 8.5% 1.4% 8.5% 5.8% 64 8.2% 3.3% 12.1% 7.5% 61 7.2% 3.4% 10.4% 6.6% 253 63 1.1% 4.4% 7.5% 4.1%

Operating Leverage1 1.5x Operating Leverage in Q216 (VPY) 1 Operating Leverage is Defined as Adjusted EBITDA Growth Divided by Adjusted Net Sales Growth (adjusted for the 53rd Week in fiscal 2012) Not Meaningful (nm) when Sales Growth is Negative and when Prior Period Adjusted EBITDA is Negative. Note: VPY Denotes Versus Prior Year 1.5x 1.1x 2.7x 1.9x Facil. Maintenance Waterworks Construction & Industrial HD Supply 1.4x 1.7x 8.7x 2.3x 1.3x 1.8x nm 3.2x 1.3x 1.7x nm 2.1x 1.2x 2.9x 6.5x 2.1x Facil. Maintenance Waterworks Construction & Industrial HD Supply 1.6x 1.0x 4.6x 2.2x 2.7x 3.7x 7.7x 4.2x 1.6x 2.4x 3.5x 2.0x 1.4x 2.7x 4.2x 2.0x 1.3x 2.0x 3.8x 1.6x Facil. Maintenance Waterworks HD Supply Construction & Industrial HD Supply 1.6x 2.1x 1.9x 1.7x 1.2x 1.5x 5.4x 2.3x 1.5x 1.3x 1.9x 1.7x Facil. Maintenance Waterworks HD Supply Construction & Industrial 2.0x 1.7x 1.7x 1.4x 2.1x 2.0x 3.2x 2.1x 1.7x 1.6x 2.5x 1.8x FY Q1 Q2 Q3 Q4 2016 2012 2013 2014 2015 2.3x 2.9x 4.2x 2.4x Facil. Maintenance Waterworks HD Supply Construction & Industrial 1.8x 2.8x 2.9x 2.0x 0.8x 6.7x 4.0x 2.8x nm 4.2x 4.1x 1.2x 1.1x 3.6x 3.6x 2.1x nm 1.4x 4.4x 1.5x

Reconciliation of Non-GAAP Measures: Net Income to Adjusted EBITDA ($ in millions) 1 During the six months ended August 2, 2015, the Company recorded a reduction in unrecognized tax benefits as a result of IRS and state audit settlements. 2 Depreciation and amortization includes amounts recorded within Cost of sales in the Consolidated Statements of Operations. 3 Represents the loss on extinguishment of debt including the premium paid to redeem the debt as well as the write-off of unamortized deferred financing costs and other assets or liabilities associated with such debt. 4 Represents the costs incurred for strategic alignment of our workforce. These costs include severance, relocation costs and other related costs. 5 Represents the costs expensed in connection with secondary offerings of Holdings common stock by certain of Holdings stockholders. Three Months Ended July 31, 2016 August 2, 2015 Net income (loss) $ 98 $ 109 Less income (loss) from discontinued operations, net of tax (4) 5 Income (loss) from continuing operations 102 104 Interest expense, net 69 106 Provision (benefit) for income taxes 1 12 Depreciation and amortization 2 25 29 Loss on extinguishment of debt Restructuring charges 3 5 Stock-based compensation 4 5 5 Other 1 Adjusted EBITDA $ 273 $ 257 66 Six Months Ended July 31, 2016 August 2, 2015 $ 84 $ 351 (4) 13 88 338 154 212 (172) 50 57 115 12 11 10 $ 488 $ 446 58 Costs related to public offerings 1 1 5

Reconciliation of Non-GAAP Measures: Net Income to Adjusted Net Income and Adjusted Net Income Per Share ($ in millions, except share and per share amounts) 1 During the six months ended August 2, 2015, the Company recorded a reduction in unrecognized tax benefits as a result of IRS and state audit settlements. 2 Represents the loss on extinguishment of debt including the premium paid to redeem the debt as well as the write-off of unamortized deferred financing costs and other assets or liabilities associated with such debt. 3 Represents the costs incurred for strategic alignment of our workforce. These costs include severance, relocation costs and other related costs. 4 Represents the costs expensed in connection with secondary offerings of Holdings common stock by certain of Holdings stockholders. Weighted average common shares outstanding (in thousands) Basic Diluted Adjusted Net Income Per Share - Basic Adjusted Net Income Per Share - Diluted Net income $ 98 $ 109 Less income (loss) from discontinued operations, net of tax 5 Income (loss) from continuing operations 102 104 Provision (benefit) for income taxes 1 66 12 Cash paid for income taxes (5) (6) Amortization of acquisition related intangible assets (other than - software) Restructuring charges 3 5 Loss on extinguishment of debt 2 Adjusted net income $ 171 $ 114 Three Months Ended July 31, 2016 August 2, 2015 199,250 196,893 201,978 201,809 $0.86 $0.58 $0.85 $0.56 (4) 3 3 $ 84 $ 351 13 88 338 58 (172) (6) (9) 12 115 $ 274 $ 165 Six Months Ended July 31, 2016 August 2, 2015 199,029 196,120 201,978 201,221 $1.38 $0.84 $1.36 $0.82 (4) 7 7 Costs related to public offerings 4 1 1

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