American Apparel, Inc. Reports Fourth Quarter and Full Year 2012 Financial Results and Provides Initial Outlook for 2013. Operating Income Improves by $24.3 Million.
LOS ANGELES--(BUSINESS WIRE)--
American Apparel, Inc. (NYSE MKT: APP), a vertically integrated
manufacturer, distributor, and retailer of branded fashion-basic
apparel, announced financial results for its fourth quarter and year
ended December 31, 2012. The Company also provided guidance with respect
to expected 2013 performance.
Financial Performance Highlights for 2012 and the Fourth Quarter of
2012
Sales:
-
Net sales: Up 13% for year; 10% for the fourth quarter.
-
Comparable retail store sales: Up 13% for the year; 7% for the fourth
quarter.
-
Online sales: Up 30% for the year; 42% for the fourth quarter.
-
Wholesale sales: Up 12% for the year; 19% for the fourth quarter.
Gross Profit:
-
For the year: Up 11% to $327.4 million in 2012 from $294.9 million in
2011.
-
For the fourth quarter: Up 11% to $93.1 million in 2012 from $83.8
million in 2011.
Operating Expenses as a Percentage of Sales:
-
For the year: Down 5.2 percentage points to 52.9% in 2012 from 58.1%
in 2011.
-
For the fourth quarter: Down 4.9 percentage points to 49.8% in 2012
from 54.7% in 2011.
Cash Generated from Operating Activities:
-
For the year: Up $21.3 million to $23.6 million in 2012 from $2.3
million in 2011.
-
For the fourth quarter: Up $9.7 million to $22.0 million in 2012 from
$12.3 million in 2011.
Operating Income:
-
For the year: Up $24.3 million to $1 million in 2012 from a loss of
$23.3 million in 2011.
-
For the fourth quarter: Up $9.2 million to $6.8 million in 2012 from a
loss of $2.4 million in 2011.
Adjusted EBITDA:
-
For the year: Up 150% to $36.6 million in 2012 from $14.5 million in
2011.
-
For the fourth quarter: Up 95% to $17.8 million in 2012 from $9.1 for
in 2011.
Earnings (Loss) per Share, Diluted:
-
For the year: Up $0.07 per share to a loss of $0.35 in 2012 from a
loss of $0.42 in 2011.
-
For the fourth quarter: Up $0.15 per share to $0.04 in 2012 from a
loss of $0.11 in 2011.
Dov Charney, Chairman and CEO of American Apparel, Inc., stated, "We are
pleased with our fourth quarter results that again show solid growth and
continuing momentum in all business segments and almost all major
geographies. Significant sales growth, operating expense control and the
acceleration of leverage of our fixed costs allowed us to increase
EBITDA performance to $17.8 million for the fourth quarter of 2012 from
$9.1 million for the fourth quarter of 2011. For the full year, EBITDA
increased to $36.6 million from $14.5 million in the prior year.
Although we are pleased with this growth, we are focused on continuing
to improve our financial performance. During this past year, we have
carefully invested in systems and infrastructure to facilitate future
growth.
Our Three to Five Year Outlook
As we look towards the longer term, we have set a goal to achieve, over
the next three to five years, an EBITDA margin of 15% or 200 basis
points higher than our previous peak reached in 2008. Our plans to
accomplish that goal include the following:
Bricks and Mortar Retail:
-
Opening 60 to 70 new stores in a disciplined fashion over the next
three to five years. We believe our store base has the potential to
exceed 500 locations. As demonstrated by our successful launch into
accessories and the growth of denim in our women's collection, we
believe we can accelerate customer visits and the velocity of sales at
our stores. For example, our goal is to increase accessories as a
percent of total sales from 2% to 15% during the next three to five
years. Also, as a result of improvements made in inventory production
planning and forecasting systems, we are in the process of
substantially eliminating back stock and increasing selling square
footage in our existing stores. This opportunity to increase sales
without additional expense should have a meaningful impact on
operating margins.
Online Retail to Consumer:
-
Our online sales of $55 million for 2012 represented 12.4% of total
retail sales, an improvement of 300 basis points in the last two years
(see Graph One). Our three to five year goal is to increase our online
sales as a percentage of total retail sales to at least 17% by
continuously improving the online experience, providing additional
categories for sale, expanding our offering of third party non-apparel
products, increasing our international reach by offering and shipping
our products to more countries, offering a shopping experience in more
languages and allowing checkouts in more currencies.
Wholesale to Screen Printers and Ad-Specialty
Dealers:
-
We have set a three to five year goal to grow our business to business
wholesale channel a minimum of 25% by improving the functionality and
offering of our wholesale online store, expanding the assortment of
product offered to our wholesale customers (such as baseball caps,
just as one example) and increasing the reach of our sales force.
Operating Expenses:
-
We have implemented disciplined processes and controls to minimize
overhead cost increases in the future. For example our new 225,000
square foot distribution center is now open and we started shipping
out of this facility last month. We will continue to wisely invest in
technology and processes in order to continue to improve efficiency.
As of the end of February, we have implemented radio frequency
identification (RFID) in a total of 213 stores, fully implemented a
workforce and labor schedule optimization system in our retail and
manufacturing locations, updated our production forecasting and
allocation systems and enhanced our online web store capabilities with
implementation of Oracle ATG web platform. We expect further benefits
from these investments in the near term.
In addition, we are focused in the near-term on improving our capital
structure. We believe we have demonstrated performance that supports
refinancing our debt at a lower cost and we are actively involved in
evaluating possible financing alternatives," concluded Charney.
Operating Results - Fourth Quarter 2012
Comparing the fourth quarter 2012 to the corresponding period last year,
net sales increased 10% to $173.0 million on an 11% increase in
comparable store sales in the retail and online business and a 19%
increase in net sales in the wholesale business.
Gross profit of $93.1 million for the fourth quarter of 2012 represented
an increase of 11% from $83.8 million reported for the fourth quarter of
2011. Foreign currency effects were minimal for the quarter. Gross
margin for the fourth quarter of 2012 was 53.8% as compared with 53.2%
for the same quarter in 2011. The gross margin improvement was due to a
shift in sales mix to higher margin online sales, reductions in
manufacturing costs, and an improvement in retail gross margin.
As a percent of revenue, operating expenses for the quarter decreased
490 basis points to 49.8% from 54.7% in the fourth quarter 2011. The
decrease was primarily due to control over and leverage of fixed
overhead expenses.
Other expense for the fourth quarter of 2012 was $0 versus $8.1 million
in the prior year quarter. In 2012, interest expense of $11.3 million
was offset by an $11.2 million mark-to-market unrealized gain on our
warrant liability. In 2011, interest expense was $9.5 million and was
partially offset by a $2.3 million mark-to-market unrealized gain on our
warrant liability. As our warrant liability is deemed to be a derivative
financial instrument it is marked-to-market based primarily upon the
change in our stock price between accounting periods. The warrant
liability will not result in a future cash outflow and will be
classified as equity when the warrants are exercised or if the related
debt is paid off. We incurred higher interest expense in 2012 due to a
higher average balance of debt outstanding and higher interest rates
related to the Crystal Credit Agreement.
Income tax provision in the fourth quarter 2012 was $1.9 million versus
$0.7 million in the 2011 fourth quarter. In accordance with U.S. GAAP,
we have discontinued recognizing potential tax benefits associated with
current operating losses. As of December 31, 2012, we had available
federal net operating loss carry forwards of approximately $95.6 million
and unused federal and state tax credits of $12.7 million.
Net income for the fourth quarter of 2012 was $4.9 million, or $0.04 per
common share on a fully-diluted basis, compared to net loss for the
fourth quarter of 2011 of $11.2 million or $0.11 per common share. The
2012 fourth quarter includes an income statement credit of $11.2 million
($0.10 per common share on a fully-diluted basis) associated with a
non-cash reduction in the fair value of outstanding warrants. The 2011
fourth quarter includes a similar credit of $2.3 million ($0.02 per
common share) for a non-cash reduction in the fair value of such
warrants. Fully-diluted weighted average shares outstanding were 115.4
million in the fourth quarter of 2012 versus 104.3 million for the
fourth quarter of 2011.
Operating Results - Full Year 2012
Net sales increased 13% to $617.3 million on a 15% increase in
comparable retail store and online sales and a 12% increase in net sales
in the wholesale business.
|
The quarter over quarter and full year changes in sales between
2012 and 2011 were as follows:
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Annual
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Annual
|
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|
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Q1
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Q2
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Q3
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Q4
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2012
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2011
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Comparable Store Sales
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14%
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14%
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20%
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7%
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13%
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—%
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Comparable Online Sales
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25%
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28%
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21%
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42%
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30%
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17%
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Comparable Retail & Online
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16%
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16%
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20%
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11%
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15%
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2%
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Wholesale Net Sales
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17%
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10%
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5%
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19%
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12%
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2%
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Total Net Sales
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14%
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13%
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15%
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10%
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13%
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3%
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Gross profit of $327.4 million in 2012 represented an increase of 11%
from $294.9 million in 2011. Foreign currency effects were minimal for
the year. Gross margin for 2012 was 53.0% as compared with 53.9% in
2011. The decrease in gross margin was due to the net sales impact of
planned promotional activities and the effect of warehouse type
clearance sales as part of our overall inventory reduction strategy, as
well as moderated production in connection with our inventory turn
improvement efforts.
Operating expenses of $326.4 million in 2012 represented a decrease of
520 basis points to 52.9% from 58.1% in 2011. Corporate overhead
expenses decreased by $4.0 million from $45.8 million in 2011 to $41.7
million in 2012. The remainder of the decrease in operating expense is
primarily due to fixed cost leverage as a result of increased sales.
Other expense in 2012 was $34.4 million versus $14.3 million in 2011. In
2012, interest expense of $41.6 million was offset by an $11.6 million
gain on extinguishment of debt related to a first quarter 2012 amendment
to the Lion Credit Agreement. Additionally in 2012, we recognized a $4.1
million mark-to-market loss on our warrant liability. In 2011, interest
expense was $33.2 million and was partially offset by a $23.5 million
mark-to-market unrealized gain on our warrant liability. Additionally,
we recognized a $3.1 million loss on extinguishment of debt related to a
first quarter 2011 amendment to the Lion Credit Agreement. We incurred
higher interest expense in 2012 due to a higher average balance of debt
outstanding and higher interest rates related to the Crystal Credit
Agreement.
Income tax provision in 2012 was $3.8 million versus $1.7 million in
2011. In accordance with U.S. GAAP, we have discontinued recognizing
potential tax benefits associated with current operating losses.
Net loss for 2012 was $37.3 million, or $0.35 per common share, compared
to net loss for 2011 of $39.3 million or $0.42 per common share. The
2012 results includes $4.1 million of expense ($0.04 per common share)
associated with a non-cash charge for an increase in the fair value of
outstanding warrants. The 2011 results include an income statement
credit of a $23.5 million ($0.25 per common share) for a non-cash
reduction in the fair value of such warrants Weighted average shares
outstanding were 106.2 million in 2012 versus 92.6 million in 2011.
As of February 28, 2013 there were approximately 107.6 million shares
outstanding.
Cash flow from operating activities was $23.6 million in 2012 as
compared with $2.3 million in 2011 primarily as a result of improvements
in sales.
Capital expenditures in 2012 were $21.6 million as compared with $11.1
million in 2011. The increase in 2012 was primarily due to investments
in our new distribution center in La Mirada, California, implementation
of our new web platform - Oracle ATG, and continued implementation of
RFID tracking systems at our stores. We have implemented RFID at 213
stores. We expect to substantially complete implementation of RFID at
all our stores in early 2013. In addition, in 2012 we continued to
invest in implementation of production forecasting and allocation
systems, store remodels and factory equipment.
Adjusted EBITDA more than doubled from $14.5 million in 2011 to $36.6
million in 2012. For a reconciliation of consolidated adjusted EBITDA, a
non-GAAP financial measure, to consolidated net income or loss, as
applicable, please refer to the Table A attached to this press release.
2013 EBITDA and Sales Guidance
For 2013, we are initially projecting adjusted EBITDA to be in the range
of $47 million to $54 million. This outlook assumes net sales between
$652 million and $660 million. Raw material costs are estimated at
current prices and foreign currency exchange rates are estimated to
remain at current levels. Capital expenditures are estimated at $18
million for the year with five new net store openings.
About American Apparel
American Apparel is a vertically integrated manufacturer, distributor
and retailer of branded fashion basic apparel based in downtown Los
Angeles, California. As of March 1, 2013 American Apparel had
approximately 10,000 employees and operated 251 retail stores in 20
countries, including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Israel, Italy,
Netherlands, Spain, Sweden, Switzerland, Australia, Japan, South Korea
and China. American Apparel also operates a global e-commerce site that
serves over 60 countries worldwide at http://www.americanapparel.net.
In addition, American Apparel also operates a leading wholesale business
that supplies high quality T-shirts and other casual wear to
distributors and screen printers.
Safe Harbor Statement
This press release, and other statements that the Company may make, may
contain forward-looking statements. Forward-looking statements are
statements that are not historical facts and include statements
regarding, among other things, the Company's future financial condition,
results of operations and plans and the Company's prospects,
expectations, goals and strategies for future growth, operating
improvements and cost savings, and the timing of any of the foregoing.
Such forward-looking statements are based upon the current beliefs and
expectations of American Apparel's management, but are subject to risks
and uncertainties, which could cause actual results and/or the timing of
events to differ materially from those set forth in the forward-looking
statements, including, among others: the ability to generate sufficient
liquidity for operations and debt service; changes in the level of
consumer spending or preferences or demand for the Company's products;
increasing competition, both in the U.S. and internationally; the
evolving nature of the Company's business; the Company's ability to hire
and retain key personnel and the Company's relationship with its
employees; suitable store locations and the Company's ability to attract
customers to its stores; the availability of store locations at
appropriate terms and the Company's ability to identify and negotiate
new store locations effectively and to open new stores and expand
internationally; effectively carrying out and managing the Company's
strategy, including growth and expansion both in the U.S. and
internationally; disruptions in the global financial markets; failure to
maintain the value and image of the Company's brand and protect its
intellectual property rights; declines in comparable store sales and
wholesale revenues; financial nonperformance by the Company's wholesale
customers; the adoption of new accounting pronouncements or changes in
interpretations of accounting principles; seasonality of the business;
consequences of the Company's significant indebtedness, including the
Company's relationships with its lenders and the Company's ability to
comply with its debt agreements, including the risk of acceleration of
borrowings thereunder as a result of noncompliance; the Company's
ability to generate cash flow to service its debt; the Company's
liquidity and losses from operations; the Company's ability to develop
and implement plans to improve its operations and financial position;
costs of materials and labor, including increases in the price of yarn
and the cost of certain related fabrics; the Company's ability to pass
on the added cost of raw materials to its wholesale and retail
customers; the Company's ability to improve manufacturing efficiency at
its production facilities; the Company's ability to effectively manage
inventory and inventory reserves; location of the Company's facilities
in the same geographic area; manufacturing, supply or distribution
difficulties or disruptions; risks of financial nonperformance by
customers; investigations, enforcement actions and litigation, including
exposure from which could exceed expectations; compliance with or
changes in U.S. and foreign government laws and regulations, legislation
and regulatory environments, including environmental, immigration, labor
and occupational health and safety laws and regulations; costs as a
result of operating as a public company; material weaknesses in internal
controls; interest rate and foreign currency risks; loss of U.S. import
protections or changes in duties, tariffs and quotas and other risks
associated with international business including disruption of markets
and foreign supply sources and changes in import and export laws;
technological changes in manufacturing, wholesaling, or retailing; the
Company's ability to upgrade its information technology infrastructure
and other risks associated with the systems that are used to operate the
Company's online retail operations and manage the Company's other
operations; adverse changes in its credit ratings and any related impact
on financing costs and structure; general economic and industry
conditions, including U.S. and worldwide economic conditions;
disruptions due to severe weather or climate change; and other risks
detailed in the Company's filings with the Securities and Exchange
Commission, including the Company's Report on Form 10-K for the year
ended December 31, 2012. The Company's filings with the SEC are
available at www.sec.gov.
You are urged to consider these factors carefully in evaluating the
forward-looking statements herein and are cautioned not to place undue
reliance on such forward-looking statements, which are qualified in
their entirety by this cautionary statement. The forward-looking
statements speak only as of the date on which they are made and the
Company undertakes no obligation to publicly update such forward-looking
statements to reflect subsequent events or circumstances.
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AMERICAN APPAREL, INC. AND SUBSIDIARIES
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
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(Amounts and shares in thousands, except per share amounts)
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(unaudited)
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Three Months Ended
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Twelve Months Ended
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December 31,
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December 31,
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2012
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2011
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2012
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2011
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Net sales
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$
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173,028
|
|
|
$
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157,576
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|
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$
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617,310
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$
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547,336
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|
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Cost of sales
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79,937
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|
|
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73,731
|
|
|
|
289,927
|
|
|
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252,436
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
93,091
|
|
|
|
83,845
|
|
|
|
327,383
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|
|
|
294,900
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
86,241
|
|
|
|
86,196
|
|
|
|
326,421
|
|
|
|
318,193
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|
|
|
|
|
|
|
|
|
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Income (loss) from operations
|
|
|
6,850
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|
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|
(2,351
|
)
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|
|
962
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|
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|
(23,293
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)
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|
|
|
|
|
|
|
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|
|
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Interest expense
|
|
|
11,285
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|
|
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9,452
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|
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41,559
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33,167
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Foreign currency transaction (gain) loss
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(21
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)
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899
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|
120
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1,679
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Unrealized (gain) loss on change in fair value of warrants and
purchase rights
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(11,216
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)
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(2,266
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)
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4,126
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(23,467
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)
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(Gain) loss on extinguishment of debt
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—
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|
|
|
—
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(11,588
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)
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|
3,114
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|
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Other expense (income)
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|
|
19
|
|
|
|
47
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|
|
|
204
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|
|
|
(193
|
)
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|
|
|
|
|
|
|
|
|
|
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Income (loss) before income taxes
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|
|
6,783
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|
|
|
(10,483
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)
|
|
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(33,459
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)
|
|
|
(37,593
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)
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|
|
|
|
|
|
|
|
|
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Income tax provision
|
|
|
1,880
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|
|
|
679
|
|
|
|
3,813
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|
|
|
1,721
|
|
|
|
|
|
|
|
|
|
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|
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Net income (loss)
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|
$
|
4,903
|
|
|
$
|
(11,162
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)
|
|
$
|
(37,272
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)
|
|
$
|
(39,314
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Earnings (loss) per share, basic
|
|
$
|
0.05
|
|
|
$
|
(0.11
|
)
|
|
$
|
(0.35
|
)
|
|
$
|
(0.42
|
)
|
|
Earnings (loss) per share, diluted
|
|
$
|
0.04
|
|
|
|
(0.11
|
)
|
|
|
(0.35
|
)
|
|
|
(0.42
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding, basic
|
|
|
106,600
|
|
|
|
104,274
|
|
|
|
105,980
|
|
|
|
92,599
|
|
|
Weighted average shares outstanding, diluted
|
|
|
115,388
|
|
|
|
104,274
|
|
|
|
105,980
|
|
|
|
92,599
|
|
|
|
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AMERICAN APPAREL, INC. AND SUBSIDIARIES
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CONDENSED CONSOLIDATED BALANCE SHEETS
|
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(Amounts in thousands)
|
|
(unaudited)
|
|
|
|
|
|
December 31, 2012
|
|
December 31, 2011
|
|
ASSETS
|
|
|
|
|
|
CURRENT ASSETS
|
|
|
|
|
|
Cash
|
|
$
|
12,853
|
|
|
$
|
10,293
|
|
|
Trade accounts receivable, net of allowances
|
|
|
22,962
|
|
|
|
20,939
|
|
|
Prepaid expenses and other current assets
|
|
|
9,589
|
|
|
|
7,631
|
|
|
Inventories, net
|
|
|
174,229
|
|
|
|
185,764
|
|
|
Restricted cash
|
|
|
3,733
|
|
|
|
—
|
|
|
Income taxes receivable and prepaid income taxes
|
|
|
530
|
|
|
|
5,955
|
|
|
Deferred income taxes, net of valuation allowance
|
|
|
494
|
|
|
|
148
|
|
|
Total current assets
|
|
|
224,390
|
|
|
|
230,730
|
|
|
|
|
|
|
|
|
|
|
|
|
PROPERTY AND EQUIPMENT, net
|
|
|
67,778
|
|
|
|
67,438
|
|
|
DEFERRED INCOME TAXES, net of valuation allowance
|
|
|
1,261
|
|
|
|
1,529
|
|
|
OTHER ASSETS, net
|
|
|
34,783
|
|
|
|
25,024
|
|
|
TOTAL ASSETS
|
|
$
|
328,212
|
|
|
$
|
324,721
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
CURRENT LIABILITIES
|
|
|
|
|
|
Cash overdraft
|
|
$
|
—
|
|
|
$
|
1,921
|
|
|
Revolving credit facilities and current portion of long-term debt
|
|
|
60,556
|
|
|
|
50,375
|
|
|
Accounts payable
|
|
|
38,160
|
|
|
|
33,920
|
|
|
Accrued expenses and other current liabilities
|
|
|
41,516
|
|
|
|
43,725
|
|
|
Fair value of warrant liability
|
|
|
17,241
|
|
|
|
9,633
|
|
|
Income taxes payable
|
|
|
2,137
|
|
|
|
2,445
|
|
|
Deferred income tax liability, current
|
|
|
296
|
|
|
|
150
|
|
|
Current portion of capital lease obligations
|
|
|
1,703
|
|
|
|
1,181
|
|
|
Total current liabilities
|
|
|
161,609
|
|
|
|
143,350
|
|
|
|
|
|
|
|
|
|
|
|
|
LONG-TERM DEBT, net of unamortized discount
|
|
|
110,012
|
|
|
|
97,142
|
|
|
CAPITAL LEASE OBLIGATIONS, net of current portion
|
|
|
2,844
|
|
|
|
1,726
|
|
|
DEFERRED TAX LIABILITY
|
|
|
262
|
|
|
|
96
|
|
|
DEFERRED RENT, net of current portion
|
|
|
20,706
|
|
|
|
22,231
|
|
|
OTHER LONG-TERM LIABILITIES
|
|
|
10,695
|
|
|
|
12,046
|
|
|
TOTAL LIABILITIES
|
|
|
306,128
|
|
|
|
276,591
|
|
|
|
|
|
|
|
|
STOCKHOLDERS' EQUITY
|
|
|
|
|
|
Common stock
|
|
|
11
|
|
|
|
11
|
|
|
Additional paid-in capital
|
|
|
177,081
|
|
|
|
166,486
|
|
|
Accumulated other comprehensive loss
|
|
|
(2,725
|
)
|
|
|
(3,356
|
)
|
|
Accumulated deficit
|
|
|
(150,126
|
)
|
|
|
(112,854
|
)
|
|
Less: Treasury stock
|
|
|
(2,157
|
)
|
|
|
(2,157
|
)
|
|
TOTAL STOCKHOLDERS' EQUITY
|
|
|
22,084
|
|
|
|
48,130
|
|
|
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
$
|
328,212
|
|
|
$
|
324,721
|
|
|
|
|
AMERICAN APPAREL, INC. AND SUBSIDIARIES
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
(Amounts in thousands)
|
|
(unaudited)
|
|
|
|
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
|
|
|
2012
|
|
|
|
2011
|
|
|
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
Cash received from customers
|
|
$
|
615,342
|
|
|
$
|
542,930
|
|
|
Cash paid to suppliers, employees and others
|
|
|
(580,685
|
)
|
|
|
(534,497
|
)
|
|
Income taxes refunded (paid)
|
|
|
(10
|
)
|
|
|
(866
|
)
|
|
Interest paid
|
|
|
(10,954
|
)
|
|
|
(5,535
|
)
|
|
Other
|
|
|
(104
|
)
|
|
|
273
|
|
|
Net cash provided by operating activities
|
|
|
23,589
|
|
|
|
2,305
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
Capital expenditures
|
|
|
(21,607
|
)
|
|
|
(11,070
|
)
|
|
Proceeds from sale of fixed assets
|
|
|
474
|
|
|
|
311
|
|
|
Restricted cash
|
|
|
(3,720
|
)
|
|
|
—
|
|
|
Net cash used in investing activities
|
|
|
(24,853
|
)
|
|
|
(10,759
|
)
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
Cash overdraft
|
|
|
(1,921
|
)
|
|
|
(1,407
|
)
|
|
Repayments of expired revolving credit facilities, net
|
|
|
(48,324
|
)
|
|
|
(6,874
|
)
|
|
Borrowings under current revolving credit facilities, net
|
|
|
28,451
|
|
|
|
—
|
|
|
Borrowings (repayments) of term loans and notes payable
|
|
|
29,987
|
|
|
|
(13
|
)
|
|
Payment of debt issuance costs
|
|
|
(5,226
|
)
|
|
|
(1,881
|
)
|
|
Net proceeds from issuance of common stock and purchase rights
|
|
|
—
|
|
|
|
21,710
|
|
|
Payment of payroll statutory tax withholding on stock-based
compensation associated with issuance of common stock
|
|
|
(393
|
)
|
|
|
(759
|
)
|
|
Proceeds from equipment lease financing
|
|
|
4,533
|
|
|
|
3,100
|
|
|
Repayment of capital lease obligations
|
|
|
(2,893
|
)
|
|
|
(1,294
|
)
|
|
Net cash provided by financing activities
|
|
|
4,214
|
|
|
|
12,582
|
|
|
|
|
|
|
|
|
EFFECT OF FOREIGN EXCHANGE RATE ON CASH
|
|
|
(390
|
)
|
|
|
(1,491
|
)
|
|
|
|
|
|
|
|
NET INCREASE IN CASH
|
|
|
2,560
|
|
|
|
2,637
|
|
|
CASH, beginning of period
|
|
|
10,293
|
|
|
|
7,656
|
|
|
CASH, end of period
|
|
$
|
12,853
|
|
|
$
|
10,293
|
|
|
|
|
AMERICAN APPAREL, INC. AND SUBSIDIARIES
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
|
|
(Amounts in thousands)
|
|
(unaudited)
|
|
|
|
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
|
|
|
2012
|
|
|
|
2011
|
|
|
RECONCILIATION OF NET LOSS TO NET CASH USED IN OPERATING
ACTIVITIES
|
|
|
|
|
|
Net loss
|
|
$
|
(37,272
|
)
|
|
$
|
(39,314
|
)
|
|
Depreciation and amortization of property and equipment, and other
assets
|
|
|
22,989
|
|
|
|
24,980
|
|
|
Retail store impairment
|
|
|
1,647
|
|
|
|
4,267
|
|
|
Loss on disposal of property and equipment
|
|
|
102
|
|
|
|
80
|
|
|
Share-based compensation expense
|
|
|
10,580
|
|
|
|
6,814
|
|
|
Unrealized loss (gain) on change in fair value of warrants and
purchase rights
|
|
|
4,126
|
|
|
|
(23,467
|
)
|
|
Amortization of debt discount and deferred financing costs
|
|
|
10,261
|
|
|
|
9,024
|
|
|
(Gain) loss on extinguishment of debt
|
|
|
(11,588
|
)
|
|
|
3,114
|
|
|
Accrued interest paid-in-kind
|
|
|
20,344
|
|
|
|
18,711
|
|
|
Foreign currency transaction loss
|
|
|
120
|
|
|
|
1,679
|
|
|
Allowance for inventory shrinkage and obsolescence
|
|
|
(1,331
|
)
|
|
|
(1,652
|
)
|
|
Bad debt expense
|
|
|
99
|
|
|
|
996
|
|
|
Deferred income taxes
|
|
|
154
|
|
|
|
701
|
|
|
Deferred rent
|
|
|
(895
|
)
|
|
|
(1,969
|
)
|
|
Changes in cash due to changes in operating assets and liabilities:
|
|
|
|
|
|
Trade accounts receivables
|
|
|
(2,067
|
)
|
|
|
(5,402
|
)
|
|
Inventories
|
|
|
13,949
|
|
|
|
(6,771
|
)
|
|
Prepaid expenses and other current assets
|
|
|
(1,829
|
)
|
|
|
1,770
|
|
|
Other assets
|
|
|
(8,455
|
)
|
|
|
(5,075
|
)
|
|
Accounts payable
|
|
|
1,779
|
|
|
|
3,944
|
|
|
Accrued expenses and other liabilities
|
|
|
(4,223
|
)
|
|
|
9,701
|
|
|
Income taxes receivable/payable
|
|
|
5,099
|
|
|
|
174
|
|
|
Net cash provided by operating activities
|
|
$
|
23,589
|
|
|
$
|
2,305
|
|
|
|
|
|
|
|
|
NON-CASH INVESTING AND FINANCING ACTIVITIES
|
|
|
|
|
|
Property and equipment acquired and included in accounts payable
|
|
$
|
3,778
|
|
|
$
|
1,323
|
|
|
Reclassification of Lion warrants from equity to debt
|
|
|
—
|
|
|
|
11,339
|
|
|
Conversion of debt to equity
|
|
|
—
|
|
|
|
4,688
|
|
|
Issuance of warrants and purchase rights at fair value
|
|
|
—
|
|
|
|
6,387
|
|
|
Exercise of purchase rights
|
|
|
—
|
|
|
|
2,857
|
|
|
|
|
AMERICAN APPAREL, INC. AND SUBSIDIARIES
|
|
BUSINESS SEGMENT INFORMATION
|
|
(Amounts in thousands)
|
|
(unaudited)
|
|
|
|
The following table presents key financial information for
American Apparel's business segments before unallocated corporate
expenses:
|
|
|
|
|
|
Three Months Ended December 31, 2012
|
|
|
|
U.S. Wholesale
|
|
U.S. Retail
|
|
Canada
|
|
International
|
|
Consolidated
|
|
Net sales to external customers
|
|
$
|
51,167
|
|
$
|
55,441
|
|
|
$
|
18,573
|
|
|
$
|
47,847
|
|
|
$
|
173,028
|
|
|
Gross profit
|
|
|
15,142
|
|
|
36,521
|
|
|
|
10,872
|
|
|
|
30,556
|
|
|
|
93,091
|
|
|
Income from segment operations
|
|
|
8,310
|
|
|
3,748
|
|
|
|
1,831
|
|
|
|
3,590
|
|
|
|
17,479
|
|
|
Depreciation and amortization
|
|
|
1,526
|
|
|
2,836
|
|
|
|
436
|
|
|
|
1,151
|
|
|
|
5,949
|
|
|
Capital expenditures
|
|
|
3,291
|
|
|
2,636
|
|
|
|
461
|
|
|
|
962
|
|
|
|
7,350
|
|
|
Deferred rent expense (benefit)
|
|
|
130
|
|
|
(197
|
)
|
|
|
(41
|
)
|
|
|
(138
|
)
|
|
|
(246
|
)
|
|
|
|
|
|
|
|
Three Months Ended December 31, 2011
|
|
|
|
U.S. Wholesale
|
|
U.S. Retail
|
|
Canada
|
|
International
|
|
Consolidated
|
|
Net sales to external customers
|
|
$
|
41,261
|
|
$
|
54,354
|
|
|
$
|
19,609
|
|
|
$
|
42,352
|
|
|
$
|
157,576
|
|
|
Gross profit
|
|
|
12,082
|
|
|
35,197
|
|
|
|
10,336
|
|
|
|
26,230
|
|
|
|
83,845
|
|
|
Income (loss) from segment operations
|
|
|
6,403
|
|
|
2,468
|
|
|
|
(1,741
|
)
|
|
|
816
|
|
|
|
7,946
|
|
|
Depreciation and amortization
|
|
|
1,742
|
|
|
2,605
|
|
|
|
321
|
|
|
|
1,203
|
|
|
|
5,871
|
|
|
Capital expenditures
|
|
|
1,459
|
|
|
1,041
|
|
|
|
198
|
|
|
|
1,088
|
|
|
|
3,786
|
|
|
Retail store impairment
|
|
|
—
|
|
|
262
|
|
|
|
166
|
|
|
|
1,403
|
|
|
|
1,831
|
|
|
Deferred rent expense (benefit)
|
|
|
46
|
|
|
(321
|
)
|
|
|
(44
|
)
|
|
|
212
|
|
|
|
(107
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended December 31, 2012
|
|
|
|
U.S. Wholesale
|
|
U.S. Retail
|
|
Canada
|
|
International
|
|
Consolidated
|
|
Net sales to external customers
|
|
$
|
182,778
|
|
$
|
198,886
|
|
|
$
|
63,669
|
|
|
$
|
171,977
|
|
|
$
|
617,310
|
|
|
Gross profit
|
|
|
51,723
|
|
|
130,498
|
|
|
|
37,500
|
|
|
|
107,662
|
|
|
|
327,383
|
|
|
Income (loss) from segment operations
|
|
|
26,634
|
|
|
4,197
|
|
|
|
(57
|
)
|
|
|
11,929
|
|
|
|
42,703
|
|
|
Depreciation and amortization
|
|
|
6,322
|
|
|
10,909
|
|
|
|
1,543
|
|
|
|
4,215
|
|
|
|
22,989
|
|
|
Capital expenditures
|
|
|
9,791
|
|
|
6,626
|
|
|
|
1,607
|
|
|
|
3,583
|
|
|
|
21,607
|
|
|
Retail store impairment
|
|
|
—
|
|
|
243
|
|
|
|
130
|
|
|
|
1,274
|
|
|
|
1,647
|
|
|
Deferred rent expense (benefit)
|
|
|
523
|
|
|
(706
|
)
|
|
|
(197
|
)
|
|
|
(515
|
)
|
|
|
(895
|
)
|
|
|
|
|
|
|
|
Twelve Months Ended December 31, 2011
|
|
|
|
U.S. Wholesale
|
|
U.S. Retail
|
|
Canada
|
|
International
|
|
Consolidated
|
|
Net sales to external customers
|
|
$
|
156,454
|
|
$
|
174,837
|
|
|
$
|
61,865
|
|
|
$
|
154,180
|
|
|
$
|
547,336
|
|
|
Gross profit
|
|
|
42,599
|
|
|
117,228
|
|
|
|
35,799
|
|
|
|
99,274
|
|
|
|
294,900
|
|
|
Income (loss) from segment operations
|
|
|
22,406
|
|
|
(4,659
|
)
|
|
|
(3,695
|
)
|
|
|
8,434
|
|
|
|
22,486
|
|
|
Depreciation and amortization
|
|
|
7,757
|
|
|
10,492
|
|
|
|
1,567
|
|
|
|
5,164
|
|
|
|
24,980
|
|
|
Capital expenditures
|
|
|
3,638
|
|
|
4,889
|
|
|
|
407
|
|
|
|
2,136
|
|
|
|
11,070
|
|
|
Retail store impairment
|
|
|
—
|
|
|
558
|
|
|
|
808
|
|
|
|
2,901
|
|
|
|
4,267
|
|
|
Deferred rent expense (benefit)
|
|
|
257
|
|
|
(1,662
|
)
|
|
|
(121
|
)
|
|
|
(443
|
)
|
|
|
(1,969
|
)
|
|
|
|
AMERICAN APPAREL, INC. AND SUBSIDIARIES
|
|
BUSINESS SEGMENT INFORMATION (continued)
|
|
(Amounts in thousands)
|
|
(unaudited)
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
Reconciliation to Income (Loss) before Income Taxes
|
|
|
2012
|
|
|
|
2011
|
|
|
|
2012
|
|
|
|
2011
|
|
|
Income from segment operations
|
|
$
|
17,479
|
|
|
$
|
7,946
|
|
|
$
|
42,703
|
|
|
$
|
22,486
|
|
|
Unallocated corporate expenses
|
|
|
(10,629
|
)
|
|
|
(10,297
|
)
|
|
|
(41,741
|
)
|
|
|
(45,779
|
)
|
|
Interest expense
|
|
|
(11,285
|
)
|
|
|
(9,452
|
)
|
|
|
(41,559
|
)
|
|
|
(33,167
|
)
|
|
Foreign currency transaction gain (loss)
|
|
|
21
|
|
|
|
(899
|
)
|
|
|
(120
|
)
|
|
|
(1,679
|
)
|
|
Unrealized (loss) gain on warrants and purchase rights
|
|
|
11,216
|
|
|
|
2,266
|
|
|
|
(4,126
|
)
|
|
|
23,467
|
|
|
Gain (loss) on extinguishment of debt
|
|
|
—
|
|
|
|
—
|
|
|
|
11,588
|
|
|
|
(3,114
|
)
|
|
Other (expense) income
|
|
|
(19
|
)
|
|
|
(47
|
)
|
|
|
(204
|
)
|
|
|
193
|
|
|
Consolidated (income) loss before income taxes
|
|
$
|
6,783
|
|
|
$
|
(10,483
|
)
|
|
$
|
(33,459
|
)
|
|
$
|
(37,593
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
Net sales to external customers
|
|
|
2012
|
|
|
|
2011
|
|
|
|
2012
|
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Wholesale
|
|
|
|
|
|
|
|
|
|
Wholesale
|
|
$
|
39,233
|
|
|
$
|
33,296
|
|
|
$
|
149,611
|
|
|
$
|
132,135
|
|
|
Online consumer
|
|
|
11,934
|
|
|
|
7,965
|
|
|
|
33,167
|
|
|
|
24,319
|
|
|
Total
|
|
$
|
51,167
|
|
|
$
|
41,261
|
|
|
$
|
182,778
|
|
|
$
|
156,454
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Retail
|
|
$
|
55,441
|
|
|
$
|
54,354
|
|
|
$
|
198,886
|
|
|
$
|
174,837
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada
|
|
|
|
|
|
|
|
|
|
Wholesale
|
|
$
|
3,558
|
|
|
$
|
2,222
|
|
|
$
|
13,006
|
|
|
$
|
11,492
|
|
|
Retail
|
|
|
14,317
|
|
|
|
16,840
|
|
|
|
48,499
|
|
|
|
48,527
|
|
|
Online consumer
|
|
|
698
|
|
|
|
549
|
|
|
|
2,164
|
|
|
|
1,846
|
|
|
Total
|
|
$
|
18,573
|
|
|
$
|
19,611
|
|
|
$
|
63,669
|
|
|
$
|
61,865
|
|
|
|
|
|
|
|
|
|
|
|
|
International
|
|
|
|
|
|
|
|
|
|
Wholesale
|
|
$
|
3,095
|
|
|
$
|
2,927
|
|
|
$
|
10,278
|
|
|
$
|
10,406
|
|
|
Retail
|
|
|
38,879
|
|
|
|
34,810
|
|
|
|
141,738
|
|
|
|
126,868
|
|
|
Online consumer
|
|
|
5,873
|
|
|
|
4,615
|
|
|
|
19,961
|
|
|
|
16,906
|
|
|
Total
|
|
$
|
47,847
|
|
|
$
|
42,352
|
|
|
$
|
171,977
|
|
|
$
|
154,180
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated
|
|
|
|
|
|
|
|
|
|
Wholesale
|
|
$
|
45,886
|
|
|
$
|
38,445
|
|
|
$
|
172,895
|
|
|
$
|
154,033
|
|
|
Retail
|
|
|
108,637
|
|
|
|
106,004
|
|
|
|
389,123
|
|
|
|
350,232
|
|
|
Online consumer
|
|
|
18,505
|
|
|
|
13,129
|
|
|
|
55,292
|
|
|
|
43,071
|
|
|
Total
|
|
$
|
173,028
|
|
|
$
|
157,578
|
|
|
$
|
617,310
|
|
|
$
|
547,336
|
|
Table A
American Apparel, Inc. and Subsidiaries
Calculation and Reconciliation of Consolidated Adjusted EBITDA
(Amounts in thousands)
(unaudited)
In addition to its GAAP results, American Apparel considers non-GAAP
measures of its performance. Adjusted EBITDA, as defined below, is an
important supplemental financial measure of American Apparel's
performance that is not required by, or presented in accordance with,
GAAP. EBITDA represents net income (loss) before income taxes, interest
expense and depreciation and amortization. Consolidated Adjusted EBITDA
represents EBITDA further adjusted for other expense (income), foreign
currency loss (gain), retail store impairment, and share based
compensation expense. American Apparel's management uses Adjusted EBITDA
as a financial measure to assess the ability of its assets to generate
cash sufficient to pay interest on its indebtedness, meet capital
expenditure and working capital requirements, pay taxes, and otherwise
meet its obligations as they become due. American Apparel's management
believes that the presentation of Adjusted EBITDA provides useful
information regarding American Apparel's results of operations because
they assist in analyzing and benchmarking the performance and value of
American Apparel's business. American Apparel believes that Adjusted
EBITDA is useful to stockholders as a measure of comparative operating
performance, as it is less susceptible to variances in actual
performance resulting from depreciation and amortization and more
reflective of changes in pricing decisions, cost controls and other
factors that affect operating performance.
Adjusted EBITDA also is used by American Apparel's management for
multiple purposes, including:
-
to calculate and support various coverage ratios with American
Apparel's lenders
-
to allow lenders to calculate total proceeds they are willing to loan
to American Apparel based on its relative strength compared to its
competitors
-
to more accurately compare American Apparel's operating performance
from period to period and company to company by eliminating
differences caused by variations in capital structures (which affect
relative interest expense), tax positions and amortization of
intangibles.
In addition, Adjusted EBITDA is an important valuation tool used by
potential investors when assessing the relative performance of American
Apparel in comparison to other companies in the same industry. Although
American Apparel uses Adjusted EBITDA as a financial measure to assess
the performance of its business, there are material limitations to using
a measure such as Adjusted EBITDA, including the difficulty associated
with using it as the sole measure to compare the results of one company
to another and the inability to analyze significant items that directly
affect a company's net income (loss) or operating income because it does
not include certain material costs, such as interest and taxes,
necessary to operate its business. In addition, American Apparel's
calculation of Adjusted EBITDA may not be consistent with similarly
titled measures of other companies and should be viewed in conjunction
with measures that are computed in accordance with GAAP. American
Apparel's management compensates for these limitations in considering
Adjusted EBITDA in conjunction with its analysis of other GAAP financial
measures, such as net income (loss).
|
Table A (continued)
|
|
American Apparel, Inc. and Subsidiaries
|
|
Calculation and Reconciliation of Consolidated Adjusted EBITDA
|
|
(Amounts in thousands)
|
|
(unaudited)
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
2012
|
|
|
|
2011
|
|
|
|
2012
|
|
|
|
2011
|
|
|
Net income (loss)
|
|
$
|
4,903
|
|
|
$
|
(11,162
|
)
|
|
$
|
(37,272
|
)
|
|
$
|
(39,314
|
)
|
|
Income tax provision
|
|
|
1,880
|
|
|
|
679
|
|
|
|
3,813
|
|
|
|
1,721
|
|
|
Interest and other expense, net
|
|
|
88
|
|
|
|
7,233
|
|
|
|
34,301
|
|
|
|
12,621
|
|
|
Depreciation and amortization
|
|
|
5,949
|
|
|
|
5,871
|
|
|
|
22,989
|
|
|
|
24,980
|
|
|
Foreign currency (gain) loss
|
|
|
(21
|
)
|
|
|
899
|
|
|
|
120
|
|
|
|
1,679
|
|
|
Retail store impairment
|
|
|
1,518
|
|
|
|
1,831
|
|
|
|
1,647
|
|
|
|
4,267
|
|
|
Share-based compensation expense
|
|
|
3,247
|
|
|
|
2,276
|
|
|
|
10,580
|
|
|
|
6,814
|
|
|
Other
|
|
|
216
|
|
|
|
1,477
|
|
|
|
422
|
|
|
|
1,696
|
|
|
Consolidated Adjusted EBITDA
|
|
$
|
17,780
|
|
|
$
|
9,104
|
|
|
$
|
36,600
|
|
|
$
|
14,464
|
|
|
|
|
|
|
Year Ended December 31,
|
|
|
|
|
|
2008
|
|
|
2009
|
|
|
|
2010
|
|
|
|
2011
|
|
|
|
2012
|
|
|
Net income (loss)
|
|
$
|
14,112
|
|
$
|
1,112
|
|
|
$
|
(86,315
|
)
|
|
$
|
(39,314
|
)
|
|
$
|
(37,272
|
)
|
|
Income tax provision
|
|
|
7,255
|
|
|
3,816
|
|
|
|
12,164
|
|
|
|
1,721
|
|
|
|
3,813
|
|
|
Interest and other expense, net
|
|
|
14,076
|
|
|
22,407
|
|
|
|
24,784
|
|
|
|
12,621
|
|
|
|
34,301
|
|
|
Depreciation and amortization
|
|
|
20,844
|
|
|
28,151
|
|
|
|
28,130
|
|
|
|
24,980
|
|
|
|
22,989
|
|
|
Foreign currency loss (gain)
|
|
|
621
|
|
|
(2,920
|
)
|
|
|
(686
|
)
|
|
|
1,679
|
|
|
|
120
|
|
|
Retail store impairment
|
|
|
644
|
|
|
3,343
|
|
|
|
8,597
|
|
|
|
4,267
|
|
|
|
1,647
|
|
|
Share-based compensation expense
|
|
|
12,625
|
|
|
525
|
|
|
|
3,719
|
|
|
|
6,814
|
|
|
|
10,580
|
|
|
Other
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
1,696
|
|
|
|
422
|
|
|
Consolidated Adjusted EBITDA
|
|
$
|
70,177
|
|
$
|
56,434
|
|
|
$
|
(9,607
|
)
|
|
$
|
14,464
|
|
|
$
|
36,600
|
|
The following table reflects the forecasted guidance range for 2013 for
Adjusted EBITDA and reconciles such Adjusted EBITDA guidance to net loss
(in millions):
|
|
|
Twelve Months Ended
December 31, 2013
|
|
|
|
Low End Range
|
|
High End Range
|
|
Net income (loss)
|
|
$
|
(32
|
)
|
|
$
|
(26
|
)
|
|
Income tax provision
|
|
|
1
|
|
|
|
3
|
|
|
Interest and other expense, net
|
|
|
43
|
|
|
|
42
|
|
|
Depreciation and amortization
|
|
|
24
|
|
|
|
24
|
|
|
Share-based compensation expense
|
|
|
11
|
|
|
|
11
|
|
|
Consolidated Adjusted EBITDA
|
|
$
|
47
|
|
|
$
|
54
|
|

Photos/Multimedia Gallery Available: http://www.businesswire.com/multimedia/home/20130304006696/en/
American Apparel, Inc.
John J. Luttrell, 213-488-0226
Chief
Financial Officer
or
ICR, Inc.
John Rouleau, 203-682-8342
Managing
Director
John.Rouleau@icrinc.com
Source: American Apparel, Inc.
News Provided by Acquire Media
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