99 Cents Only Stores Reports Strong Third Quarter Fiscal 2018 Results

CITY OF COMMERCE, Calif., Dec. 7, 2017 /PRNewswire/ --

Third Quarter Fiscal 2018 Highlights:

• Net sales increased to $553.6 million, up 10.7% compared to the prior year
• Same-store sales increased by 11.3% compared to the prior year
• Gross margin, as a percentage of net sales, increased to 29.4%, up from 29.0% in the prior year
• Net loss was $27.1 million compared to net loss of $37.0 million in the prior year
• Adjusted EBITDA¹ increased 91.6% to $16.5 million compared to the prior year
• Subsequent to the third quarter, the Company completed transactions to refinance its existing term loan facility

99 Cents Only Stores LLC (the "Company") announced its financial results for the third quarter ended October 27, 2017.

Geoffrey Covert, President and Chief Executive Officer, stated, "Our results in the third quarter highlight our ongoing success in executing our turnaround plan and the strong operating momentum that continues to build at 99 Cents Only Stores. I am proud of our top line performance, which drove improved profitability.  Net sales for the third quarter were $553.6 million, up 10.7% over the same period last year. On a same-store basis, sales increased 11.3%, resulting from a 5.1% increase in transaction count and a 5.8% increase in basket. Similar to recent periods, the sales growth in the quarter was driven by our ongoing emphasis on providing higher-quality merchandise, including our above $1 items and fresh offerings, as well as a better in-stock position and overall improvements in the customer shopping experience."

Mr. Covert continued, "At the bottom line, our third quarter net loss was $27.1 million, an improvement of $9.9 million or 26.9% compared to the third quarter last year. I am pleased to report that third quarter Adjusted EBITDA was $16.5 million, up 91.6% compared to the same period last year. On a year-to-date basis, Adjusted EBITDA of $42.9 million increased 57.9% compared to the same period last year.  We continue to expect to deliver strong Adjusted EBITDA growth in fiscal 2018."

Mr. Covert concluded, "In addition to our solid operational execution, during the quarter, our team dedicated significant time and energy working with our lenders to refinance the Company's debt obligations. Subsequent to the end of the quarter, we announced the amendment of the Company's existing term loan facility, which, among other things, extended the maturity date of certain first lien term loans by three years from January 2019 to January 2022, with a springing feature to June 1, 2019 if a certain percentage of the Company's existing senior notes due in 2019 remain outstanding at that time. This transaction reflects significant support from our stakeholders, and significantly improves our liquidity and debt maturity profile, providing additional runway to execute our turnaround plan and ultimately achieve our objectives of profitable long-term growth."

Third Quarter Financial Results

For the third quarter of fiscal 2018, the Company's net sales increased 10.7% to $553.6 million, compared to $500.1 million in the third quarter of fiscal 2017. Same-store sales increased 11.3% compared to the third quarter of fiscal 2017, with higher customer traffic of 5.1% in addition to higher average ticket of 5.8%. The increase in same-store sales was primarily driven by continued growth in all major categories including seasonal, general merchandise, consumables, fresh and grocery.  Also contributing to the sales increase were higher sales of above $1 products, refresh market sales performance, improved product assortment, store execution and in-stock levels.

Gross margin, as a percentage of net sales, was 29.4% in the third quarter of fiscal 2018, an increase of 40 basis points from the third quarter of fiscal 2017. Gross margin increased primarily due to lower inventory shrinkage and higher product margin. Selling, general and administrative expenses were $172.4 million, or 31.1%, as a percentage of net sales, representing a decrease of 190 basis points from the third quarter of fiscal 2017. This improvement was primarily due to an 80 basis point reduction from leveraging occupancy, depreciation and other fixed store-level expenses on higher same-store sales, a 50 basis point improvement from workers' compensation costs, as well as favorable comparison of 50 basis points relating to prior year sales tax audit liability charges. The remaining variance was primarily due to lower store operating costs in areas such as store supplies and outside services, partially offset by higher performance compensation expenses and losses on disposal of assets.

Net loss was $27.1 million in the third quarter of fiscal 2018 compared to net loss of $37.0 million in the third quarter of fiscal 2017. Net loss as a percentage of net sales was (4.9)% for the third quarter of fiscal 2018, compared to net loss as a percentage of net sales of (7.4)% for the third quarter of fiscal 2017. Adjusted EBITDA was $16.5 million in the third quarter of fiscal 2018, compared to $8.6 million in the third quarter of fiscal 2017. Adjusted EBITDA margin was 3.0% compared to 1.7% in the third quarter of fiscal 2017.

Year-to-Date Financial Results

For the first nine months fiscal 2018, the Company's net sales increased 8.7% to $1,641.6 million, compared to $1,509.5 million in the first nine months of fiscal 2017. Same-store sales increased 9.0% driven by higher customer traffic and higher average ticket. Net loss was $69.4 million in the first nine months of fiscal 2018, compared to net loss of $97.3 million for the first nine months of fiscal 2017. Net loss as a percentage of total sales was (4.2)% for the first nine months of fiscal 2018, compared to net loss as a percentage of total sales of (6.4)% for the first nine months of fiscal 2017. Adjusted EBITDA was $42.9 million in the first nine months of fiscal 2018, compared to $27.1 million for the first nine months of fiscal 2017. Adjusted EBITDA margin was 2.6% for the first nine months of fiscal 2018, compared to 1.8% for the first nine months of fiscal 2017.

Store Openings

The Company opened one new store during the third quarter of fiscal 2018. As of the end of the third quarter of fiscal 2018, the Company operated 391 stores.

Debt Recapitalization Transactions

On September 6, 2017, the Company completed an amendment of its asset-based revolving credit facility (the "ABL Facility"), to provide a last-out term loan facility in an aggregate principal amount of $25.0 million (the "FILO Facility"), which the Company has drawn in its entirety.

On November 7, 2017, the Company completed the amendment of its term loan facility, which, among other things, extended the maturity date of certain first lien term loans by three years from January 2019 to January 2022, with a springing feature to June 1, 2019 if a certain percentage of the Company's existing senior notes due in 2019 remain outstanding at that time.  In connection with the amendment, approximately $130 million of the existing first lien term loans held by the Company's equity sponsors were converted to a new pay in-kind second lien term loan facility.  In addition, the Company effected corresponding amendments to its ABL Facility to permit the transactions contemplated by the amendment, including an extension of the maturity of the ABL Facility (including the FILO Facility) to 91 days prior to the first lien term loan maturity date.

The Company also announced the launch of an exchange offer and consent solicitation to exchange its existing 11% senior notes due 2019, of which there are currently $250 million aggregate principal amount outstanding, for new senior secured notes due 2022 in respect of existing notes held by non-affiliated eligible holders. Existing notes held by affiliates of the Company's equity sponsors are proposed to be exchanged for shares of new paid in-kind preferred stock of Number Holdings, Inc., the direct parent of the Company. The Company has entered into a transaction support agreement with certain holders of existing notes pursuant to which the Company and the other parties thereto, including the equity sponsor affiliates, agreed to support the exchange offer, as amended. As amended, the exchange offer includes a minimum tender condition that at least 95% in aggregate principal amount of Existing Notes be validly tendered and not withdrawn in the exchange offer and the simultaneous Sponsor Affiliate exchange prior to the expiration date. The Company has announced that as of December 4, 2017, the Company had received tenders from holders of at least $242,228,000 in aggregate principal amount of Existing Notes, representing approximately 96.89% of the total outstanding principal amount of Existing Notes. The right to withdraw tenders of Existing Notes and related consents and the right to receive an early tender premium have expired. The exchange offer will expire later today, unless extended, and the settlement date is expected to be on or about December 14, 2017.

Fiscal 2018 Outlook

The Company is reiterating the following previously issued outlook for fiscal 2018:

• Positive same-store sales growth
• Year-over-year decrease in net loss and an increase in Adjusted EBITDA over the same period

The Company is revising the following previously issued outlook for fiscal 2018 to reflect changes in timing of select new store openings previously scheduled for the fourth quarter of fiscal 2018 and changes in its full year capital expenditure outlook, primarily due to changes in store construction and capital project timing:

• Two new store openings
• Capital expenditures of approximately $48-$53 million

The Company expects to open two new stores in the first quarter of fiscal 2019. The Company expects to close four stores by the end of fiscal 2018.

CONFERENCE CALL DETAILS

The Company's conference call to discuss its fiscal 2018 third quarter and the other matters described in this release is scheduled for Thursday, December 7, 2017 at 11:00 a.m. Pacific Time (2:00 p.m. Eastern Time).

The live call can be accessed by dialing 1-877-407-3982 (domestic) or 1-201-493-6780 (international). Please phone in approximately 10 minutes before the call is scheduled to begin and hold for an operator to assist you.  Please inform the operator that you are calling in for 99 Cents Only Stores' Fiscal 2018 Third Quarter Earnings Conference Call, and be prepared to provide the operator with your name, company name and the conference ID: 13674043. The call will also be broadcast live over the Internet, accessible through the Investor Relations section of the Company's website at www.99only.com/investor-relations.

A telephonic replay of the call will be available beginning Thursday, December 7, 2017, at 5:00 p.m. Eastern Time, through Thursday, December 21, 2017, at 11:59 p.m. Eastern Time. To access the replay, dial 1-844-512-2921 (domestic) or 1-412-317-6671 (international) and enter the replay pin number: 13674043. A replay of the webcast will also be available for 60 days upon completion of the conference call, accessible through the Investor Relations section of the Company's website at www.99only.com/investor-relations.

A copy of this earnings release and supplemental slides will be available prior to the call, accessible through the Investor Relations section of the Company's website at www.99only.com/investor-relations.

Non-GAAP Financial Measures

The Company defines EBITDA as net income before interest expense (income) and other financial costs, income taxes, depreciation and amortization.  Adjusted EBITDA is defined as EBITDA for the relevant period as adjusted by various items set forth in the reconciliation tables below, including stock-based compensation, impairment of goodwill and other assets, expenses, charges and reserves related to strategic initiatives and executive recruitment and severance, amortization of gain on sale-leaseback transactions, and other non-cash or one-time or other items as permitted by the terms of the Company's debt instruments.  Adjusted EBITDA margin is Adjusted EBITDA divided by total sales.  Adjusted EBITDA and Adjusted EBITDA margin as presented herein, are supplemental measures of the Company's performance that are not required by, or presented in accordance with, generally accepted accounting principles in the United States of America ("GAAP").  The Company's management uses EBITDA, Adjusted EBITDA and Adjusted EBITDA margin to assess its core operating performance and that of its competitors.  In addition, Adjusted EBITDA is used to determine the Company's compliance and ability to take certain actions under the covenants contained in the Company's debt instruments.  EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are not measures of the Company's financial performance under GAAP and should not be considered in isolation or as alternatives to net income, operating income or any other performance measures derived in accordance with GAAP, as measures of operating performance or operating cash flows or as measures of liquidity.

Merger and Conversion to LLC

On January 13, 2012, 99¢ Only Stores was acquired by affiliates of Ares Management LLC, Canada Pension Plan Investment Board and the Gold-Schiffer family.  The acquisition is referred to as the "Merger." Effective October 18, 2013, 99¢ Only Stores converted from a California corporation to a California limited liability company, 99 Cents Only Stores LLC.  The term the "Company" refers to 99¢ Only Stores and its consolidated subsidiaries prior to the conversion date and to 99 Cents Only Stores LLC and its consolidated subsidiaries on or after the conversion date.

About 99 Cents Only Stores

Founded in 1982, 99 Cents Only Stores LLC is the leading operator of extreme value stores in California and the Southwestern United States. The Company currently operates 391 stores located in California, Texas, Arizona and Nevada. 99 Cents Only Stores LLC offers a broad assortment of name brand and other attractively priced merchandise and compelling seasonal product offerings. For more information, visit www.99only.com. 

Investor Contact:
Addo Investor Relations
Lasse Glassen
(424) 238-6249
[email protected]

### Tables to Follow ###

The following tables reconcile EBITDA and Adjusted EBITDA to net loss for the periods indicated:

The following tables reconcile EBITDA and Adjusted EBITDA to net loss for the periods indicated:

Safe Harbor Statement

 The Company has included statements in this release that constitute "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act, as amended, and Section 27A of the Securities Act of 1933, as amended. As a general matter, forward-looking statements are those focused on future or anticipated events or trends, expectations and beliefs including, among other things, (a) trends affecting the financial condition or results of operations of the Company and (b) the business and growth strategies of the Company (including the Company's store opening growth rate) that are not historical in nature.  Such statements are intended to be identified by using words such as "believe," "expect," "intend," "estimate," "anticipate," "will," "project," "plan" and similar expressions in connection with any discussion of future operating or financial performance. Any forward-looking statements are and will be based upon the Company's then-current expectations, estimates and assumptions regarding future events and are applicable only as of the dates of such statements. Readers are cautioned not to put undue reliance on such forward-looking statements. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and actual results may differ materially from those projected in this release for the reasons, among others, discussed in the reports and other documents the Company files from time to time with the Securities and Exchange Commission, the "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" sections contained in the Company's Annual Report on Form 10-K for the fiscal year ended January 27, 2017. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

SOURCE 99 Cents Only Stores