REGIS CORP quarterly report, Q2 FY2023

Regis Corporation 10-Q Summary

Business Context and Reporting Period

Regis Corporation operates a primarily franchise-based salon platform under brands including Supercuts, SmartStyle, Cost Cutters, First Choice Haircutters, Magicuts and Roosters. As of December 31, 2022, the company had 5,347 system-wide locations, including 5,196 franchise salons, 75 company-owned salons and 76 equity-interest locations, and 545 employees. The filing covers the three and six months ended December 31, 2022, the second quarter and first half of fiscal 2023.

Financial Performance and Position

MetricThree months ended Dec. 31, 2022Six months ended Dec. 31, 2022
Total revenue$60.0 million$121.8 million
Operating income$0.7 million$3.2 million
Operating marginApproximately 1.2%Approximately 2.6%
Loss from continuing operations$2.5 million$4.4 million
Net loss$2.4 million, or $0.05 per diluted share$0.9 million, or $0.02 per diluted share
Net marginApproximately (4.0%)Approximately (0.8%)
Segment adjusted EBITDA$7.8 million$11.7 million
Cash used in operating activities$6.9 million for the six-month period
  • Consolidated system-wide same-store sales increased 4.5% in both the quarter and year-to-date period, compared with increases of 22.1% and 22.6% in the prior-year periods.
  • Franchise adjusted EBITDA was $7.5 million for the quarter and $12.5 million year to date, versus $5.7 million and $2.3 million, respectively, in the prior-year periods.
  • Cash and cash equivalents were $9.4 million at December 31, 2022; cash, cash equivalents and restricted cash totaled $22.5 million.
  • Total assets were $687.7 million, while total liabilities were $719.3 million and shareholders’ deficit was $31.6 million.
  • Debt consisted of a $173.8 million term loan and $9.0 million drawn on the revolving facility, with debt reported net of financing fees at $174.8 million.
  • Total liquidity under the credit agreement was $43.7 million, including $34.3 million of available revolving credit. The company reported compliance with its covenants.
  • Operating lease liabilities totaled $446.2 million on a present-value basis, including $93.9 million current and $352.2 million long term.

Material Changes Versus the Prior Comparable Period

  • Revenue declined 13.4% for the quarter and 16.6% year to date. The primary drivers were lower franchise rental income, reduced company-owned salon revenue and the transition from wholesale product sales to a third-party distribution model.
  • Product sales to franchisees fell 54.2% for the quarter and 84.6% year to date, to $1.1 million and $1.6 million, respectively. Management expects this revenue and related cost to remain lower following the merchandising transition.
  • Franchise rental income decreased 14.5% for the quarter and 12.3% year to date, primarily because of a lower franchise salon count.
  • Company-owned salon revenue declined 48.0% for the quarter and 56.2% year to date, reflecting salon closures and lower product sales. Company-owned salons decreased to 75 from 150 a year earlier.
  • General and administrative expense decreased 22.5% for the quarter and 27.3% year to date, primarily due to lower compensation, reduced distribution-center-related costs and a favorable actuarial adjustment.
  • Operating income improved from a $0.5 million loss to $0.7 million of income for the quarter and from a $5.4 million loss to $3.2 million of income year to date.
  • Interest expense increased $1.2 million for the quarter and $1.9 million year to date because of higher borrowing costs and amortization of fees related to the credit agreement amendment.
  • Net loss improved from $4.9 million to $2.4 million for the quarter and from $15.3 million to $0.9 million year to date. The year-to-date improvement includes a $3.4 million gain from discontinued operations related primarily to additional proceeds from the sale of Opensalon Pro.
  • Cash used in operations improved from $24.3 million to $6.9 million year to date. Investing activities provided $3.6 million, primarily from Opensalon Pro sale proceeds, while financing activities used $1.6 million, including $4.4 million of debt refinancing fees.

Guidance, Outlook, Risks and Unusual Items

  • The filing does not provide formal revenue, earnings or same-store-sales guidance. Management stated that it expects sufficient liquidity, cash on hand and borrowing capacity to meet obligations for the next twelve months and beyond.
  • In August 2022, Regis amended its credit agreement, converting $180.0 million of revolving debt to a term loan, reducing the revolver commitment to $55.0 million and extending the facility maturity to August 2025. The minimum liquidity covenant was reduced to $10.0 million.
  • The current term-SOFR margin is 3.875%; it is scheduled to increase to 6.25% in March 2023, including 2.00% of payment-in-kind interest, and to 7.25% in March 2024, including 3.00% payment-in-kind interest.
  • Unusual or non-recurring items included a $2.6 million accelerated depreciation charge related to corporate-office consolidation, a $1.2 million inventory reserve, a $1.1 million North Carolina COVID-19 relief grant, and $3.4 million of year-to-date discontinued-operation gains.
  • The company incurred litigation expense of $0.4 million in the quarter and $0.9 million year to date. Management states that litigation outcomes are unpredictable and future judgments or settlements could materially affect results in a particular period.
  • Key risks include franchisee financial health, salon closures, labor availability and wage increases, consumer spending, reliance on Walmart and franchise royalties, third-party distribution arrangements, technology migration and cybersecurity, debt covenant compliance, rising interest rates, lease obligations, impairment of long-lived assets or goodwill, and litigation.
  • Management identified triggering events for long-lived-asset impairment testing but recorded no related impairment charge in the current quarter or year-to-date period. Future impairment losses remain possible if salon performance or assumptions deteriorate.

Important Facts for Investors to Verify

  • Whether same-store sales growth can offset the effects of continued salon closures and the structurally lower product-sales revenue model.
  • The company’s ability to maintain at least $10.0 million of required liquidity as interest margins increase and payment-in-kind interest accumulates.
  • Franchisee rent collections, franchise salon closures and the sustainability of improved franchise adjusted EBITDA.
  • Future cash generation, including the effect of lease payments, working-capital needs, litigation payments and debt service.
  • Potential impairment charges for goodwill, right-of-use assets and other long-lived assets.
  • The status and financial effect of pending litigation, technology migration, third-party vendor dependencies and other contingencies.
  • That the financial statements are unaudited and interim results are not necessarily indicative of full-year performance.