Chico's FAS, Inc. Reports Third Quarter Results in Line with Outlook
- None.
- None.
- Reported third quarter diluted EPS of
; adjusted diluted EPS of$0.04 .11$0 - Delivered total Company net sales of
$505 million - Achieved gross margin of
38.9% , at high end of outlook - Ended the quarter with
in cash and marketable securities$127 million
/PRNewswire/ -- Chico's FAS, Inc. (NYSE: CHS) ("Company" or "Chico's FAS") today announced its financial results for the thirteen weeks ended October 28, 2023 ("third quarter").
"We delivered third quarter results in line with our outlook," said Molly Langenstein, Chico's FAS Chief Executive Officer and President. "Our results reflect our team's continued execution on our four strategic pillars of customer led, product obsessed, digital first, and operationally excellent."
Langenstein added, "We are excited about the next chapter in our Company's future with the pending acquisition by Sycamore Partners. We believe they will provide Chico's FAS with additional expertise, financial resources, and strategic flexibility to further fuel our growth. Our commitment to providing solutions, building communities, and creating memorable experiences to bring women confidence and joy is shared by Sycamore Partners. We look forward to working with them to unlock Chico's FAS's full potential."
Business Highlights
The Company's third quarter highlights include:
- Consistent profitability: For the third quarter, the Company reported net income per diluted share of
and adjusted net income per diluted share of$0.04 (as presented in the accompanying GAAP to non-GAAP reconciliation), excluding costs associated with the pending acquisition by Sycamore Partners. (See below.)$0.11 - Solid balance sheet: The Company ended the third quarter with
in cash and marketable securities and total liquidity of$126.6 million , with$361.7 million in long-term debt.$24.0 million - Pending Merger: On September 27, 2023, the Company entered into a definitive agreement to be acquired by Sycamore Partners, a private equity firm specializing in retail, consumer, and distribution-related investments, pursuant to which the Company's shareholders would receive
per share in cash ("Merger"). If the Merger is successful, Chico's FAS will become a privately held company. The Merger is expected to close by the end of the first calendar quarter of 2024, subject to both the approval by the Company's shareholders and customary closing conditions. The Go-Shop Period has ended, and the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, has expired. In addition, the Company filed its Definitive Merger Proxy Statement on Schedule 14A with the Securities and Exchange Commission on November 29, 2023. The transaction is not subject to a financing condition.$7.60
Overview of Financial Results
For the third quarter, the Company reported net income of
Sales
The Company reported third quarter net sales of
The following table depicts comparable sales percentages for Chico's FAS, Chico's, WHBM, and Soma:
Thirteen Weeks Ended | Thirty-Nine Weeks Ended | ||||||
October 28, | October 29, | October 28, | October 29, | ||||
Chico's | 0.0 % | 28.8 % | 0.7 % | 36.0 % | |||
White House Black Market | (6.7) | 17.0 | (6.8) | 35.6 | |||
Soma | (3.1) | (6.1) | (2.0) | (5.8) | |||
Total Company | (2.7) | 16.5 | (2.1) | 24.7 |
Gross Margin
For the third quarter, gross profit was
Selling, General, and Administrative Expenses
For the third quarter, selling, general, and administrative expenses were
Merger-Related Costs
Merger-related costs of
Income from Operations
Third quarter income from operations was
Income Taxes
The third quarter effective tax rate was
Balance Sheet
At the end of the third quarter, cash and marketable securities totaled
Long-term debt at the end of the third quarter totaled
At the end of the third quarter, inventories totaled
Conference Call and Outlook
Given the pending acquisition by Sycamore Partners, the Company is not conducting a conference call for the third quarter. In addition, the Company is not providing a financial outlook and is withdrawing its previously issued outlook for fiscal 2023.
ABOUT CHICO'S FAS, INC.
Chico's FAS is a
Our Company has a passion for fashion, and each day, we provide clothing, shoes and accessories, intimate apparel, and expert styling in our brick-and-mortar boutiques, digital online boutiques, and through StyleConnect®, the Company's customized, branded, digital styling tool that enables customers to conveniently shop wherever, whenever, and however they prefer.
As of October 28, 2023, the Company operated 1,256 stores in the
To learn more about Chico's FAS, please visit our corporate website at www.chicosfas.com. The information on our corporate website is not, and shall not be deemed to be, a part of this press release or incorporated into our federal securities law filings.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This press release may contain statements concerning our current expectations, assumptions, plans, estimates, judgments, and projections about our business and our industry, and other statements that are not historical facts. These statements, including, without limitation, the quote from Ms. Langenstein and the section captioned "Business Highlights," are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. In most cases, words or phrases such as "aim," "anticipates," "believes," "could," "estimates," "expects," "intends," "target," "may," "will," "plans," "path," "outlook," "project," "should," "strategy," "potential," "confident," "assumptions," and similar expressions identify forward-looking statements. These forward-looking statements are based largely on information currently available to our management and are subject to various risks and uncertainties that could cause actual results to differ materially from historical results or those expressed or implied by such forward-looking statements. Although we believe our expectations are based on reasonable estimates and assumptions, our expectations are not guarantees of performance. There is no assurance that our expectations will occur or that our estimates or assumptions will be correct, and we caution investors and all others not to place undue reliance on such forward-looking statements. Factors that could cause actual results to differ include, but are not limited to, those factors described in our Definitive Merger Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on November 29, 2023; in Item 1A, "Risk Factors" in our most recent Annual Report on Form 10-K; and, from time to time, in Item 1A, "Risk Factors" in our Quarterly Reports on Form 10-Q, and the following: the ability of our suppliers, logistics providers, vendors, and landlords to meet their obligations to us in light of financial stress, labor shortages, liquidity challenges, bankruptcy filings by other industry participants, and supply chain and other disruptions; our ability to sufficiently staff our retail stores; changes in general economic conditions, including, but not limited to, consumer confidence and spending patterns; the impacts of rising inflation, gasoline prices, and interest rates on consumer spending; the availability of, and interest rates on, consumer credit; the impact of consumer debt levels and consumers' ability to meet credit obligations; market disruptions, including pandemics or significant health hazards, severe weather conditions, natural disasters, terrorist activities, financial crises, adverse developments affecting the financial services industry, political and social crises, war and other military conflicts (such as the war in
These factors should be considered in evaluating forward-looking statements contained herein. All forward-looking statements that are made, or are attributable to us, are expressly qualified in their entirety by this cautionary notice. The forward-looking statements included herein are only made as of the date of this press release. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Investor Relations Contact:
Julie MacMedan
Chico's FAS, Inc.
(239) 346-4384
julie.macmedan@chicos.com
Chico's FAS, Inc. • 11215 Metro Parkway •
Chico's FAS, Inc. and Subsidiaries Condensed Consolidated Statements of Income (Unaudited) (in thousands, except per share amounts) | |||||||||||||||
Thirteen Weeks Ended | Thirty-Nine Weeks Ended | ||||||||||||||
October 28, 2023 | October 29, 2022 | October 28, 2023 | October 29, 2022 | ||||||||||||
Amount | % of Sales | Amount | % of Sales | Amount | % of Sales | Amount | % of Sales | ||||||||
Net Sales: | |||||||||||||||
Chico's | $ 252,221 | 49.9 % | $ 255,341 | 49.3 % | $ 800,088 | 50.5 % | $ 801,584 | 49.5 % | |||||||
White House Black Market | 147,498 | 29.2 | 157,451 | 30.4 | 451,016 | 28.4 | 485,061 | 30.0 | |||||||
Soma | 105,407 | 20.9 | 105,540 | 20.3 | 333,891 | 21.1 | 331,322 | 20.5 | |||||||
Total Net Sales | 505,126 | 100.0 | 518,332 | 100.0 | 1,584,995 | 100.0 | 1,617,967 | 100.0 | |||||||
Cost of goods sold | 308,677 | 61.1 | 310,892 | 60.0 | 946,637 | 59.7 | 962,448 | 59.5 | |||||||
Gross Profit | 196,449 | 38.9 | 207,440 | 40.0 | 638,358 | 40.3 | 655,519 | 40.5 | |||||||
Selling, general, and administrative expenses | 178,643 | 35.4 | 175,841 | 33.9 | 520,672 | 32.8 | 520,296 | 32.1 | |||||||
Merger-related costs | 7,277 | 1.4 | — | — | 7,277 | 0.5 | — | — | |||||||
Income from Operations | 10,529 | 2.1 | 31,599 | 6.1 | 110,409 | 7.0 | 135,223 | 8.4 | |||||||
Interest expense, net | (389) | (0.1) | (1,080) | (0.2) | (1,439) | (0.1) | (3,111) | (0.2) | |||||||
Income before Income Taxes | 10,140 | 2.0 | 30,519 | 5.9 | 108,970 | 6.9 | 132,112 | 8.2 | |||||||
Income tax provision | 5,100 | 1.0 | 5,900 | 1.2 | 4,700 | 0.3 | 30,600 | 1.9 | |||||||
Net Income | $ 5,040 | 1.0 % | $ 24,619 | 4.7 % | $ 104,270 | 6.6 % | $ 101,512 | 6.3 % | |||||||
Per Share Data: | |||||||||||||||
Net income per common share – basic | $ 0.04 | $ 0.20 | $ 0.87 | $ 0.84 | |||||||||||
Net income per common and common | $ 0.04 | $ 0.20 | $ 0.85 | $ 0.82 | |||||||||||
Weighted average common shares | 119,457 | 120,333 | 119,424 | 119,776 | |||||||||||
Weighted average common and common | 122,735 | 124,887 | 122,500 | 124,016 |
Chico's FAS, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (Unaudited) (in thousands) | |||||
October 28, 2023 | January 28, 2023 | October 29, 2022 | |||
ASSETS | |||||
Current Assets: | |||||
Cash and cash equivalents | $ 101,944 | $ 153,377 | $ 117,726 | ||
Marketable securities, at fair value | 24,702 | 24,677 | 23,017 | ||
Inventories | 342,721 | 276,840 | 304,127 | ||
Prepaid expenses and other current assets | 51,086 | 48,604 | 47,208 | ||
Income taxes receivable | 9,181 | 11,865 | 15,430 | ||
Total Current Assets | 529,634 | 515,363 | 507,508 | ||
Property and Equipment, net | 200,980 | 192,165 | 183,153 | ||
Right of Use Assets | 466,888 | 435,321 | 432,018 | ||
Other Assets: | |||||
Goodwill | 16,360 | 16,360 | 16,360 | ||
Other intangible assets, net | 5,000 | 5,000 | 5,000 | ||
Other assets, net | 45,853 | 23,632 | 18,890 | ||
Total Other Assets | 67,213 | 44,992 | 40,250 | ||
$ 1,264,715 | $ 1,187,841 | $ 1,162,929 | |||
LIABILITIES AND SHAREHOLDERS' EQUITY | |||||
Current Liabilities: | |||||
Accounts payable | $ 153,401 | $ 156,262 | $ 107,400 | ||
Current lease liabilities | 150,053 | 153,202 | 157,687 | ||
Other current and deferred liabilities | 138,887 | 141,698 | 155,133 | ||
Total Current Liabilities | 442,341 | 451,162 | 420,220 | ||
Noncurrent Liabilities: | |||||
Long-term debt | 24,000 | 49,000 | 69,000 | ||
Long-term lease liabilities | 373,823 | 349,409 | 346,560 | ||
Other noncurrent and deferred liabilities | 1,956 | 2,637 | 2,612 | ||
Total Noncurrent Liabilities | 399,779 | 401,046 | 418,172 | ||
Commitments and Contingencies | |||||
Shareholders' Equity: | |||||
Preferred stock | — | — | — | ||
Common stock | 1,234 | 1,250 | 1,250 | ||
Additional paid-in capital | 516,323 | 513,914 | 510,374 | ||
Treasury stock, at cost | (514,168) | (494,395) | (494,395) | ||
Retained earnings | 419,292 | 315,022 | 307,536 | ||
Accumulated other comprehensive loss | (86) | (158) | (228) | ||
Total Shareholders' Equity | 422,595 | 335,633 | 324,537 | ||
$ 1,264,715 | $ 1,187,841 | $ 1,162,929 |
Chico's FAS, Inc. and Subsidiaries Condensed Consolidated Cash Flow Statements (Unaudited) (in thousands) | |||
Thirty-Nine Weeks Ended | |||
October 28, 2023 | October 29, 2022 | ||
Cash Flows from Operating Activities: | |||
Net income | $ 104,270 | $ 101,512 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Inventory write-offs | — | 826 | |
Depreciation and amortization | 31,283 | 33,350 | |
Non-cash lease expense | 135,679 | 137,184 | |
Loss on disposal and impairment of property and equipment, net | 83 | 1,804 | |
Deferred tax benefit | (15,825) | (381) | |
Share-based compensation expense | 9,136 | 10,321 | |
Changes in assets and liabilities: | |||
Inventories | (65,881) | 18,436 | |
Prepaid expenses and other assets | (10,480) | (2,591) | |
Income tax receivable | 2,684 | (1,732) | |
Accounts payable | (2,778) | (73,120) | |
Accrued and other liabilities | (6,924) | 13,583 | |
Lease liability | (145,729) | (155,561) | |
Net cash provided by operating activities | 35,518 | 83,631 | |
Cash Flows from Investing Activities: | |||
Purchases of marketable securities | (13,913) | (26,376) | |
Proceeds from sale of marketable securities | 13,938 | 3,083 | |
Purchases of property and equipment | (35,460) | (21,207) | |
Proceeds from sale of assets | — | 2,772 | |
Net cash used in investing activities | (35,435) | (41,728) | |
Cash Flows from Financing Activities: | |||
Payments on borrowings | (25,000) | (30,000) | |
Payments of debt issuance costs | — | (706) | |
Proceeds from issuance of common stock | 329 | 239 | |
Repurchase of treasury stock under repurchase program | (19,805) | — | |
Payments of tax withholdings related to share-based awards | (7,040) | (8,815) | |
Net cash used in financing activities | (51,516) | (39,282) | |
Net (decrease) increase in cash and cash equivalents | (51,433) | 2,621 | |
Cash and Cash Equivalents, Beginning of period | 153,377 | 115,105 | |
Cash and Cash Equivalents, End of period | $ 101,944 | $ 117,726 |
Supplemental Detail on Net Income per Common Share Calculation
In accordance with accounting guidance, unvested share-based payment awards that include non-forfeitable rights to dividends, whether paid or unpaid, are considered participating securities. As a result, such awards are required to be included in the calculation of income per common share, pursuant to the "two-class" method. For the Company, participating securities are comprised entirely of unvested restricted stock awards granted prior to fiscal 2020.
Net income per share is determined using the two-class method when it is more dilutive than the treasury stock method. Basic net income per share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding during the period, including participating securities. Diluted net income per share reflects the dilutive effect of potential common shares from non-participating securities, such as restricted stock awards granted after fiscal 2019, stock options, performance-based restricted stock units, and restricted stock units. For the thirty-nine weeks ended October 28, 2023 and October 29, 2022, potential common shares were excluded from the computation of diluted income per common share to the extent they were antidilutive.
The following unaudited table sets forth the computation of net income per basic and diluted common share shown on the face of the accompanying condensed consolidated statements of income (in thousands, except per share amounts):
Thirteen Weeks Ended | Thirty-Nine Weeks Ended | |||||||
October 28, 2023 | October 29, 2022 | October 28, 2023 | October 29, 2022 | |||||
Numerator: | ||||||||
Net income | $ 5,040 | $ 24,619 | $ 104,270 | $ 101,512 | ||||
Net income allocated to participating securities | (2) | (47) | (113) | (370) | ||||
Net income available to common shareholders | $ 5,038 | $ 24,572 | $ 104,157 | $ 101,142 | ||||
Denominator: | ||||||||
Weighted average common shares outstanding – basic | 119,457 | 120,333 | 119,424 | 119,776 | ||||
Dilutive effect of non-participating securities | 3,278 | 4,554 | 3,076 | 4,239 | ||||
Weighted average common and common equivalent | 122,735 | 124,887 | 122,500 | 124,016 | ||||
Net income per common share: | ||||||||
Basic | $ 0.04 | $ 0.20 | $ 0.87 | $ 0.84 | ||||
Diluted | $ 0.04 | $ 0.20 | $ 0.85 | $ 0.82 |
GAAP to Non-GAAP Reconciliation
The Company reports information in accordance with
The below reconciliations exclude costs related to the pending acquisition by Sycamore Partners incurred during the third quarter and the favorable non-cash impact of the tax valuation allowance reversal in this year's second quarter.
GAAP to Non-GAAP Reconciliation of Income from Operations (Unaudited) (in thousands) | ||||
Thirteen Weeks Ended | Thirty-Nine Weeks Ended | |||
October 28, 2023 | ||||
Income from Operations: | ||||
Income from Operations (GAAP basis) | $ 10,529 | $ 110,409 | ||
Merger-related costs | 7,277 | 7,277 | ||
Adjusted Income from Operations (Non-GAAP adjusted basis) | $ 17,806 | $ 117,686 | ||
Income from Operations % of Net Sales: | ||||
Income from Operations % of Net Sales (GAAP basis) | 2.1 % | 7.0 % | ||
Merger-related costs % of net sales | 1.4 | 0.5 | ||
Adjusted Income from Operations % of Net Sales (Non-GAAP adjusted | 3.5 % | 7.5 % |
The table below presents a reconciliation of net income and income per diluted share on a GAAP basis to adjusted net income and adjusted net income per diluted share on a non-GAAP basis for the thirteen and thirty-nine weeks ended October 28, 2023.
GAAP to Non-GAAP Reconciliation of Adjusted Net Income and Adjusted Net Income per Diluted Share (Unaudited) (in thousands) | ||||
Thirteen Weeks Ended | Thirty-Nine Weeks Ended | |||
October 28, 2023 | ||||
Net Income: | ||||
Net Income (GAAP basis) | $ 5,040 | $ 104,270 | ||
Merger-related costs (1) | 7,977 | 7,952 | ||
Tax valuation allowance reversal | — | (25,575) | ||
Adjusted Net Income (Non-GAAP adjusted basis) | $ 13,017 | $ 86,647 | ||
Net income per common and common equivalent share – diluted: | ||||
Net income per common and common share equivalent (GAAP basis) | $ 0.04 | $ 0.85 | ||
Merger-related costs per common share equivalent | 0.07 | 0.07 | ||
Tax valuation allowance reversal per common share equivalent | — | (0.21) | ||
Adjusted net income per common and common equivalent share – diluted | $ 0.11 | $ 0.71 |
(1) Merger-related costs are inclusive of both |
GAAP to Non-GAAP Reconciliation of Adjusted Effective Tax Rate (Unaudited) (in thousands) | ||||
Thirteen Weeks Ended | Thirty-Nine Weeks Ended | |||
October 28, 2023 | ||||
Effective Tax Rate (GAAP basis) | 50.3 % | 4.3 % | ||
Tax valuation allowance reversal | 23.5 | |||
Anticipated nondeductible Merger-related costs | (17.9) | (1.7) | ||
Change in projected income before income taxes | (11.7) | (1.1) | ||
Net discrete benefits | 3.5 | 0.3 | ||
Other | 1.1 | 0.2 | ||
Adjusted Effective Tax Rate (Non-GAAP adjusted basis) | 25.3 % | 25.5 % |
Chico's FAS, Inc. and Subsidiaries Store Count and Square Footage Thirteen Weeks Ended October 28, 2023 (Unaudited) | |||||||||
July 29, 2023 | New Stores | Closures | October 28, 2023 | ||||||
Store Count: | |||||||||
Chico's frontline boutiques | 484 | — | (1) | 483 | |||||
Chico's outlets | 120 | — | (1) | 119 | |||||
WHBM frontline boutiques | 322 | — | (1) | 321 | |||||
WHBM outlets | 53 | — | — | 53 | |||||
Soma frontline boutiques | 259 | 1 | — | 260 | |||||
Soma outlets | 20 | — | — | 20 | |||||
Total Chico's FAS, Inc. | 1,258 | 1 | (3) | 1,256 | |||||
July 29, 2023 | New Stores | Closures | Other Changes in | October 28, 2023 | |||||
Net Selling Square Footage | |||||||||
Chico's frontline boutiques | 1,317,346 | — | (2,876) | (1,544) | 1,312,926 | ||||
Chico's outlets | 301,647 | — | (2,148) | — | 299,499 | ||||
WHBM frontline boutiques | 754,198 | — | (2,656) | (1,028) | 750,514 | ||||
WHBM outlets | 110,394 | — | — | — | 110,394 | ||||
Soma frontline boutiques | 477,505 | 1,234 | — | (754) | 477,985 | ||||
Soma outlets | 37,539 | — | — | — | 37,539 | ||||
Total Chico's FAS, Inc. | 2,998,629 | 1,234 | (7,680) | (3,326) | 2,988,857 |
As of October 28, 2023, the Company's franchise operations consisted of 58 international retail locations in |
Chico's FAS, Inc. and Subsidiaries Store Count and Square Footage Thirty-Nine Weeks Ended October 28, 2023 (Unaudited) | |||||||||
January 28, 2023 | New Stores | Closures | October 28, 2023 | ||||||
Store count: | |||||||||
Chico's frontline boutiques | 488 | — | (5) | 483 | |||||
Chico's outlets | 121 | — | (2) | 119 | |||||
WHBM frontline boutiques | 328 | — | (7) | 321 | |||||
WHBM outlets | 53 | — | — | 53 | |||||
Soma frontline boutiques | 259 | 2 | (1) | 260 | |||||
Soma outlets | 20 | — | — | 20 | |||||
Total Chico's FAS, Inc. | 1,269 | 2 | (15) | 1,256 | |||||
January 28, 2023 | New Stores | Closures | Other Changes in | October 28, 2023 | |||||
Net Selling Square Footage: | |||||||||
Chico's frontline boutiques | 1,326,251 | — | (13,526) | 201 | 1,312,926 | ||||
Chico's outlets | 304,487 | — | (4,988) | — | 299,499 | ||||
WHBM frontline boutiques | 767,063 | — | (17,215) | 666 | 750,514 | ||||
WHBM outlets | 110,394 | — | — | — | 110,394 | ||||
Soma frontline boutiques | 476,669 | 2,445 | (1,533) | 404 | 477,985 | ||||
Soma outlets | 37,539 | — | — | — | 37,539 | ||||
Total Chico's FAS, Inc. | 3,022,403 | 2,445 | (37,262) | 1,271 | 2,988,857 |
As of October 28, 2023, the Company's franchise operations consisted of 58 international retail locations in |
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SOURCE Chico's FAS, Inc.
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