BARNES & NOBLE EDUCATION, INC. | ||||
(Exact name of registrant as specified in its charter) | ||||
Delaware | 1-37499 | 46-0599018 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
120 Mountain View Blvd., Basking Ridge, NJ | 07920 | |||
(Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (908) 991-2665 | ||||
Not Applicable | ||||
(Former name or former address, if changed since last report) | ||||
□ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
□ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
□ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
□ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Exhibit No. | Description | |
Exhibit No. | Description | |

• | Consolidated third quarter GAAP net loss of $(1.7) million, compared to net income of $0.8 million in the prior year period; year to date GAAP net income of $2.1 million, compared to $21.8 million in the prior year period. |
• | Consolidated third quarter non-GAAP Adjusted Earnings of $(0.7) million, compared to $3.3 million in the prior year period; year to date non-GAAP Adjusted Earnings of $7.0 million, compared to $24.9 million in the prior year period. |
• | Consolidated third quarter non-GAAP Adjusted EBITDA of $13.4 million, compared to $22.2 million in the prior year period; year to date non-GAAP Adjusted EBITDA of $62.8 million, compared to $85.3 million in the prior year period. |
• | Continued to grow BNC First Day® and BNC First Day Complete inclusive access programs, with revenue increasing 99% fiscal 2020 year to date. Market acceptance of BNC First Day Complete gaining rapid momentum. |
• | Contracted for substantial new business wins as a result of the Company’s sales and marketing execution, including growing market acceptance of new high-value client offerings. |
• | Continued progress made in the development of the Company’s next generation e-commerce platform, which is launching in fiscal year 2021 to deliver increased high-margin general merchandise sales. |
• | Significant progress in ongoing rollout of BNC Adoption & Insights Portal (AIP), an innovative platform that provides enhanced support for faculty and academic leadership to research, submit and monitor course material selections, further driving affordability and student success. |
$ in millions | 13 and 39 Weeks Selected Data (unaudited) | ||||||||||||||
13 Weeks | 13 Weeks | 39 Weeks | 39 Weeks | ||||||||||||
Q3 2020 | Q3 2019 | 2020 | 2019 | ||||||||||||
Total Sales | $ | 502.3 | $ | 548.0 | $ | 1,594.2 | $ | 1,700.3 | |||||||
Net (Loss) Income | $ | (1.7 | ) | $ | 0.8 | $ | 2.1 | $ | 21.8 | ||||||
Non-GAAP(1) | |||||||||||||||
Adjusted EBITDA | $ | 13.4 | $ | 22.2 | $ | 62.8 | $ | 85.3 | |||||||
Adjusted Earnings | $ | (0.7 | ) | $ | 3.3 | $ | 7.0 | $ | 24.9 | ||||||
• | The Retail Segment operates 1,436 college, university, and K-12 school bookstores, comprised of 772 physical bookstores and 664 virtual bookstores. Our bookstores typically operate under agreements with the college, university, or K-12 schools to be the official bookstore and the exclusive seller of course materials and supplies, including physical and digital products. The majority of the physical campus bookstores have school-branded e-commerce sites which we operate and which offer students access to affordable course materials and affinity products, including emblematic apparel and gifts. The Retail Segment also offers inclusive access programs, in which course materials, including e-content, are offered at a reduced price through a course materials fee, and delivered to students on or before the first day of class. Additionally, the Retail Segment offers a suite of digital content and services to colleges and universities, including a variety of open educational resource-based courseware. |
• | The Wholesale Segment is comprised of our wholesale textbook business and is one of the largest textbook wholesalers in the country. The Wholesale Segment centrally sources, sells, and distributes new and used textbooks to approximately 3,500 physical bookstores (including our Retail Segment's 772 physical bookstores) and sources and distributes new and used textbooks to our 664 virtual bookstores. Additionally, the Wholesale Segment sells hardware and a software suite of applications that provides inventory management and point-of-sale solutions to approximately 400 college bookstores. |
• | The Digital Student Solutions ("DSS") Segment includes direct-to-student products and services to assist students to study more effectively and improve academic performance. The DSS Segment is comprised of the operations of Student Brands, LLC, a leading direct-to-student subscription-based writing services business, and bartleby®, a direct-to-student subscription-based offering providing textbook solutions, expert questions and answers, tutoring and test prep services. |
13 weeks ended | 39 weeks ended | ||||||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||||||
Sales: | |||||||||||||||
Product sales and other | $ | 453,678 | $ | 491,989 | $ | 1,474,448 | $ | 1,566,007 | |||||||
Rental income | 48,614 | 56,019 | 119,729 | 134,251 | |||||||||||
Total sales | 502,292 | 548,008 | 1,594,177 | 1,700,258 | |||||||||||
Cost of sales: (a) | |||||||||||||||
Product and other cost of sales | 354,999 | 381,953 | 1,146,400 | 1,209,676 | |||||||||||
Rental cost of sales | 28,758 | 33,102 | 70,635 | 80,259 | |||||||||||
Total cost of sales | 383,757 | 415,055 | 1,217,035 | 1,289,935 | |||||||||||
Gross profit | 118,535 | 132,953 | 377,142 | 410,323 | |||||||||||
Selling and administrative expenses | 106,184 | 110,941 | 317,279 | 325,408 | |||||||||||
Depreciation and amortization expense | 15,117 | 16,374 | 46,542 | 49,333 | |||||||||||
Impairment loss (non-cash) (a) | — | — | 433 | — | |||||||||||
Restructuring and other charges (a) | 205 | 2,500 | 3,240 | 2,500 | |||||||||||
Transaction costs (a) | — | 117 | — | 654 | |||||||||||
Operating (loss) income | (2,971 | ) | 3,021 | 9,648 | 32,428 | ||||||||||
Interest expense, net | 1,904 | 2,546 | 5,882 | 7,904 | |||||||||||
(Loss) income before income taxes | (4,875 | ) | 475 | 3,766 | 24,524 | ||||||||||
Income tax (benefit) expense | (3,182 | ) | (294 | ) | 1,683 | 2,680 | |||||||||
Net (loss) income | $ | (1,693 | ) | $ | 769 | $ | 2,083 | $ | 21,844 | ||||||
(Loss) Income per common share: | |||||||||||||||
Basic | $ | (0.04 | ) | $ | 0.02 | $ | 0.04 | $ | 0.46 | ||||||
Diluted | $ | (0.04 | ) | $ | 0.02 | $ | 0.04 | $ | 0.46 | ||||||
Weighted average common shares outstanding: | |||||||||||||||
Basic | 48,298 | 47,561 | 47,911 | 47,220 | |||||||||||
Diluted | 48,298 | 47,937 | 48,767 | 47,772 | |||||||||||
(a) For additional information, see Note (a) - (d) in the Non-GAAP disclosure information of this Press Release. | |||||||||||||||
13 weeks ended | 39 weeks ended | ||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||
Percentage of sales: | |||||||||||
Sales: | |||||||||||
Product sales and other | 90.3 | % | 89.8 | % | 92.5 | % | 92.1 | % | |||
Rental income | 9.7 | % | 10.2 | % | 7.5 | % | 7.9 | % | |||
Total sales | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | |||
Cost of sales: | |||||||||||
Product and other cost of sales (a) | 78.2 | % | 77.6 | % | 77.8 | % | 77.2 | % | |||
Rental cost of sales (a) | 59.2 | % | 59.1 | % | 59.0 | % | 59.8 | % | |||
Total cost of sales | 76.4 | % | 75.7 | % | 76.3 | % | 75.9 | % | |||
Gross profit | 23.6 | % | 24.3 | % | 23.7 | % | 24.1 | % | |||
Selling and administrative expenses | 21.1 | % | 20.2 | % | 19.9 | % | 19.1 | % | |||
Depreciation and amortization expense | 3.0 | % | 3.0 | % | 2.9 | % | 2.9 | % | |||
Impairment loss (non-cash) | — | % | — | % | — | % | — | % | |||
Restructuring and other charges | — | % | 0.5 | % | 0.2 | % | 0.1 | % | |||
Transaction costs | — | % | — | % | — | % | — | % | |||
Operating (loss) income | (0.5 | )% | 0.6 | % | 0.7 | % | 2.0 | % | |||
Interest expense, net | 0.4 | % | 0.5 | % | 0.4 | % | 0.5 | % | |||
(Loss) income before income taxes | (0.9 | )% | 0.1 | % | 0.3 | % | 1.5 | % | |||
Income tax (benefit) expense | (0.6 | )% | (0.1 | )% | 0.1 | % | 0.2 | % | |||
Net (loss) income | (0.3 | )% | 0.2 | % | 0.2 | % | 1.3 | % | |||
(a) Represents the percentage these costs bear to the related sales, instead of total sales. | |||||||||||
January 25, 2020 | January 26, 2019 | ||||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 9,798 | $ | 22,049 | |||
Receivables, net | 238,045 | 231,106 | |||||
Merchandise inventories, net | 530,260 | 579,582 | |||||
Textbook rental inventories | 48,474 | 50,577 | |||||
Prepaid expenses and other current assets | 24,617 | 20,691 | |||||
Total current assets | 851,194 | 904,005 | |||||
Property and equipment, net | 101,055 | 109,414 | |||||
Operating lease right-of-use assets (a) | 251,743 | — | |||||
Intangible assets, net | 179,596 | 208,439 | |||||
Goodwill | 4,700 | 53,982 | |||||
Deferred tax assets, net | 2,647 | — | |||||
Other noncurrent assets | 37,169 | 40,216 | |||||
Total assets | $ | 1,428,104 | $ | 1,316,056 | |||
LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 389,050 | $ | 464,933 | |||
Accrued liabilities | 193,705 | 219,713 | |||||
Current operating lease liabilities (a) | 102,247 | — | |||||
Total current liabilities | 685,002 | 684,646 | |||||
Long-term deferred taxes, net | — | 7,991 | |||||
Long-term operating lease liabilities (a) | 169,227 | — | |||||
Other long-term liabilities | 50,529 | 58,632 | |||||
Long-term borrowings | 65,900 | 70,100 | |||||
Total liabilities | 970,658 | 821,369 | |||||
Commitments and contingencies | — | — | |||||
Stockholders' equity: | |||||||
Preferred stock, $0.01 par value; authorized, 5,000 shares; issued and outstanding, none | — | — | |||||
Common stock, $0.01 par value; authorized, 200,000 shares; issued, 52,139 and 51,026 shares, respectively; outstanding, 48,297 and 47,561 shares, respectively | 521 | 511 | |||||
Additional paid-in-capital | 732,320 | 724,164 | |||||
Accumulated deficit | (242,494 | ) | (198,359 | ) | |||
Treasury stock, at cost | (32,901 | ) | (31,629 | ) | |||
Total stockholders' equity | 457,446 | 494,687 | |||||
Total liabilities and stockholders' equity | $ | 1,428,104 | $ | 1,316,056 | |||
(a) We adopted ASC 842 Leases accounting guidance effective April 28, 2019 which requires that we recognize a right-of-use asset and lease liability for leases with a term greater than twelve months. | |||||||
Dollars in millions | 13 weeks ended | 39 weeks ended | ||||||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | |||||||||||||
Retail Sales | ||||||||||||||||
New stores (a) | $ | 16.3 | $ | 18.4 | $ | 61.9 | $ | 48.3 | ||||||||
Closed stores (a) | (18.1 | ) | (23.1 | ) | (50.8 | ) | (71.7 | ) | ||||||||
Comparable stores (b) | (37.9 | ) | (44.7 | ) | (99.0 | ) | (101.2 | ) | ||||||||
Textbook rental deferral | 0.7 | 4.9 | 3.0 | 8.5 | ||||||||||||
Service revenue (c) | (1.4 | ) | (1.3 | ) | (3.9 | ) | (1.1 | ) | ||||||||
Other (d) | 0.3 | (3.7 | ) | (5.9 | ) | (2.9 | ) | |||||||||
Retail Sales subtotal: | $ | (40.1 | ) | $ | (49.5 | ) | $ | (94.7 | ) | $ | (120.1 | ) | ||||
Wholesale Sales: | $ | (11.5 | ) | $ | (15.3 | ) | $ | (29.8 | ) | $ | (23.4 | ) | ||||
DSS Sales | $ | 1.2 | $ | (0.3 | ) | $ | 1.2 | $ | 5.8 | |||||||
Eliminations (e) | $ | 4.7 | $ | 9.7 | $ | 17.2 | $ | (8.2 | ) | |||||||
Total sales variance | $ | (45.7 | ) | $ | (55.4 | ) | $ | (106.1 | ) | $ | (145.9 | ) | ||||
(a) | The following is a store count summary for physical stores and virtual stores: |
13 weeks ended | 39 weeks ended | ||||||||||||||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||||||||||||||
Number of Stores: | Physical Stores | Virtual Stores | Physical Stores | Virtual Stores | Physical Stores | Virtual Stores | Physical Stores | Virtual Stores | |||||||||||||||
Number of stores at beginning of period | 772 | 664 | 773 | 677 | 772 | 676 | 768 | 676 | |||||||||||||||
Stores opened | 5 | 7 | 1 | 6 | 45 | 62 | 35 | 32 | |||||||||||||||
Stores closed | 5 | 7 | 1 | 3 | 45 | 74 | 30 | 28 | |||||||||||||||
Number of stores at end of period | 772 | 664 | 773 | 680 | 772 | 664 | 773 | 680 | |||||||||||||||
(b) | For Comparable Store Sales details, see below. |
(c) | Service revenue includes brand partnerships, shipping and handling, digital content, software, services, and revenue from other programs. |
(d) | Other includes inventory liquidation sales to third parties, marketplace sales and certain accounting adjusting items related to return reserves, and other deferred items. |
(e) | Eliminates Wholesale sales and service fees to Retail and Retail commissions earned from Wholesale. |
Dollars in millions | 13 weeks ended | 39 weeks ended | |||||||||||||||||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||||||||||||||||||
Textbooks (Course Materials) | $ | (31.2 | ) | (9.3 | )% | $ | (44.1 | ) | (11.7 | )% | $ | (85.2 | ) | (8.3 | )% | $ | (98.9 | ) | (8.8 | )% | |||||||
General Merchandise | (0.9 | ) | (0.7 | )% | 1.9 | 1.6 | % | 4.7 | 1.1 | % | 6.3 | 1.5 | % | ||||||||||||||
Trade Books | (2.3 | ) | (20.2 | )% | (0.5 | ) | (4.4 | )% | (4.9 | ) | (14.7 | )% | (2.6 | ) | (7.3 | )% | |||||||||||
Total Comparable Store Sales | $ | (34.4 | ) | (7.3 | )% | $ | (42.7 | ) | (8.3 | )% | $ | (85.4 | ) | (5.7 | )% | $ | (95.2 | ) | (6.0 | )% | |||||||
Adjusted Earnings | 13 weeks ended | 39 weeks ended | |||||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||||||
Net (loss) income | $ | (1,693 | ) | $ | 769 | $ | 2,083 | $ | 21,844 | ||||||
Reconciling items, after-tax (below) | 945 | 2,539 | 4,928 | 3,085 | |||||||||||
Adjusted Earnings (Non-GAAP) | $ | (748 | ) | $ | 3,308 | $ | 7,011 | $ | 24,929 | ||||||
Reconciling items, pre-tax | |||||||||||||||
Impairment loss (non-cash) (a) | $ | — | $ | — | $ | 433 | $ | — | |||||||
Content amortization (non-cash) (b) | 1,064 | 212 | 2,973 | 360 | |||||||||||
Restructuring and other charges (c) | 205 | 2,500 | 3,240 | 2,500 | |||||||||||
Transaction costs (d) | — | 117 | — | 654 | |||||||||||
Reconciling items, pre-tax | 1,269 | 2,829 | 6,646 | 3,514 | |||||||||||
Less: Pro forma income tax impact (e) | 324 | 290 | 1,718 | 429 | |||||||||||
Reconciling items, after-tax | $ | 945 | $ | 2,539 | $ | 4,928 | $ | 3,085 | |||||||
Adjusted EBITDA | 13 weeks ended | 39 weeks ended | |||||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||||||
Net (loss) income | $ | (1,693 | ) | $ | 769 | $ | 2,083 | $ | 21,844 | ||||||
Add: | |||||||||||||||
Depreciation and amortization expense | 15,117 | 16,374 | 46,542 | 49,333 | |||||||||||
Interest expense, net | 1,904 | 2,546 | 5,882 | 7,904 | |||||||||||
Income tax (benefit) expense | (3,182 | ) | (294 | ) | 1,683 | 2,680 | |||||||||
Impairment loss (non-cash) (a) | — | — | 433 | — | |||||||||||
Content amortization (non-cash) (b) | 1,064 | 212 | 2,973 | 360 | |||||||||||
Restructuring and other charges (c) | 205 | 2,500 | 3,240 | 2,500 | |||||||||||
Transaction costs (d) | — | 117 | — | 654 | |||||||||||
Adjusted EBITDA (Non-GAAP) | $ | 13,415 | $ | 22,224 | $ | 62,836 | $ | 85,275 | |||||||
(a) During the 39 weeks ended January 25, 2020, we recognized an impairment loss (non-cash) of $433 in the Retail Segment related to net capitalized development costs for a project which are not recoverable. | |||||||||||||||
(b) Represents amortization of content development costs (non-cash) recorded in cost of goods sold in the consolidated financial statements. | |||||||||||||||
(c) During the 39 weeks ended January 25, 2020, we recognized restructuring and other charges totaling $3,240, comprised primarily of severance and other employee termination and benefit costs associated with several management changes and the elimination of various positions as part of cost reduction objectives, and professional service costs for restructuring, process improvements, and shareholder activist activities. | |||||||||||||||
(d) Transaction costs are costs incurred for business development and acquisitions. | |||||||||||||||
(e) Represents the income tax effects of the non-GAAP items. | |||||||||||||||
Free Cash Flow (non-GAAP) | 13 weeks ended | 39 weeks ended | |||||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||||||
Adjusted EBITDA (non-GAAP) | $ | 13,415 | $ | 22,224 | $ | 62,836 | $ | 85,275 | |||||||
Less: | |||||||||||||||
Capital expenditures (a) | 7,586 | 8,559 | 26,841 | 31,711 | |||||||||||
Cash interest paid | 1,282 | 1,824 | 5,311 | 7,009 | |||||||||||
Cash taxes (refund) paid | 1,915 | 4,367 | (3,962 | ) | 7,016 | ||||||||||
Free Cash Flow (non-GAAP) | $ | 2,632 | $ | 7,474 | $ | 34,646 | $ | 39,539 | |||||||
(a) Purchases of property and equipment are also referred to as capital expenditures. Our investing activities consist principally of capital expenditures for contractual capital investments associated with renewing existing contracts, new store construction, digital initiatives and enhancements to internal systems and our website. The following table provides the components of total purchases of property and equipment: | |||||||||||||||
Capital Expenditures | 13 weeks ended | 39 weeks ended | |||||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||||||
Physical store capital expenditures | $ | 3,005 | $ | 1,590 | $ | 11,122 | $ | 14,113 | |||||||
Product and system development | 3,224 | 4,686 | 10,668 | 9,896 | |||||||||||
Content development costs | 989 | 1,801 | 3,222 | 6,026 | |||||||||||
Other | 368 | 482 | 1,829 | 1,676 | |||||||||||
Total Capital Expenditures | $ | 7,586 | $ | 8,559 | $ | 26,841 | $ | 31,711 | |||||||
Segment Information (a) | 13 weeks ended | 39 weeks ended | |||||||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||||||
Sales | |||||||||||||||
Retail | $ | 457,988 | $ | 498,146 | $ | 1,474,413 | $ | 1,569,137 | |||||||
Wholesale | 66,996 | 78,508 | 179,515 | 209,282 | |||||||||||
DSS | 6,435 | 5,237 | 17,024 | 15,848 | |||||||||||
Eliminations | (29,127 | ) | (33,883 | ) | (76,775 | ) | (94,009 | ) | |||||||
Total | $ | 502,292 | $ | 548,008 | $ | 1,594,177 | $ | 1,700,258 | |||||||
Gross profit | |||||||||||||||
Retail (b) | $ | 100,000 | $ | 106,375 | $ | 323,473 | $ | 341,745 | |||||||
Wholesale | 14,235 | 22,739 | 41,688 | 56,559 | |||||||||||
DSS (b) | 6,137 | 5,050 | 16,207 | 15,393 | |||||||||||
Eliminations | (773 | ) | (999 | ) | (1,253 | ) | (3,014 | ) | |||||||
Total | $ | 119,599 | $ | 133,165 | $ | 380,115 | $ | 410,683 | |||||||
Selling and administrative expenses | |||||||||||||||
Retail | $ | 91,860 | $ | 95,895 | $ | 274,253 | $ | 281,725 | |||||||
Wholesale | 4,312 | 5,281 | 13,664 | 16,284 | |||||||||||
DSS | 4,987 | 3,575 | 13,715 | 9,741 | |||||||||||
Corporate Services | 5,154 | 6,197 | 15,829 | 17,706 | |||||||||||
Eliminations | (129 | ) | (7 | ) | (182 | ) | (48 | ) | |||||||
Total | $ | 106,184 | $ | 110,941 | $ | 317,279 | $ | 325,408 | |||||||
Adjusted EBITDA (Non-GAAP) (c) | |||||||||||||||
Retail | $ | 8,140 | $ | 10,480 | $ | 49,220 | $ | 60,020 | |||||||
Wholesale | 9,923 | 17,458 | 28,024 | 40,275 | |||||||||||
DSS | 1,150 | 1,475 | 2,492 | 5,652 | |||||||||||
Corporate Services | (5,154 | ) | (6,197 | ) | (15,829 | ) | (17,706 | ) | |||||||
Eliminations | (644 | ) | (992 | ) | (1,071 | ) | (2,966 | ) | |||||||
Total | $ | 13,415 | $ | 22,224 | $ | 62,836 | $ | 85,275 | |||||||
(a) See Explanatory Note in this Press Release for Segment descriptions. | |||||||||||||||
(b) For the 13 and 39 weeks ended January 25, 2020, the Retail Segment gross margin excludes $210 and $604, respectively, of amortization expense (non-cash) related to content development costs. For the 13 and 39 weeks ended January 25, 2020, the DSS Segment gross margin excludes $854 and $2,369, respectively, of amortization expense (non-cash) related to content development costs. | |||||||||||||||
For the 13 and 39 weeks ended January 26, 2019, the Retail Segment gross margin excludes $131 and $279, respectively, of amortization expense (non-cash) related to content development costs. For both the 13 and 39 weeks ended January 26, 2019, the DSS Segment gross margin excludes $81 of amortization expense (non-cash) related to content development costs. | |||||||||||||||
(c) For additional information, see "Use of Non-GAAP Financial Information" in the Non-GAAP disclosure information of this Press Release. | |||||||||||||||
Percentage of Segment Sales | 13 weeks ended | 39 weeks ended | |||||||||
January 25, 2020 | January 26, 2019 | January 25, 2020 | January 26, 2019 | ||||||||
Gross margin | |||||||||||
Retail | 21.8 | % | 21.4 | % | 21.9 | % | 21.8 | % | |||
Wholesale | 21.2 | % | 29.0 | % | 23.2 | % | 27.0 | % | |||
DSS | 95.4 | % | 96.4 | % | 95.2 | % | 97.1 | % | |||
Elimination | 2.7 | % | 2.9 | % | 1.6 | % | 3.2 | % | |||
Total gross margin | 23.8 | % | 24.3 | % | 23.8 | % | 24.2 | % | |||
Selling and administrative expenses | |||||||||||
Retail | 20.1 | % | 19.3 | % | 18.6 | % | 18.0 | % | |||
Wholesale | 6.4 | % | 6.7 | % | 7.6 | % | 7.8 | % | |||
DSS | 77.5 | % | 68.3 | % | 80.6 | % | 61.5 | % | |||
Corporate Services | N/A | N/A | N/A | N/A | |||||||
Elimination | N/A | N/A | N/A | N/A | |||||||
Total selling and administrative expenses | 21.1 | % | 20.2 | % | 19.9 | % | 19.1 | % | |||
Use of Non-GAAP Financial Information - Adjusted Earnings, Adjusted EBITDA and Free Cash Flow | |||||||
To supplement the Company’s consolidated financial statements presented in accordance with generally accepted accounting principles (“GAAP”), in the Press Release attached hereto as Exhibit 99.1, the Company uses the non-GAAP financial measures of Adjusted Earnings (defined as net income adjusted for certain reconciling items), Adjusted EBITDA (defined by the Company as earnings before interest, taxes, depreciation and amortization, as adjusted for additional items subtracted from or added to net income) and Free Cash Flow (defined by the Company as Adjusted EBITDA less capital expenditures, cash interest and cash taxes). | |||||||
These non-GAAP financial measures are not intended as substitutes for and should not be considered superior to measures of financial performance prepared in accordance with GAAP. In addition, the Company's use of these non-GAAP financial measures may be different from similarly named measures used by other companies, limiting their usefulness for comparison purposes. | |||||||
The Company's management reviews these non-GAAP financial measures as internal measures to evaluate the Company's performance and manage the Company's operations. The Company's management believes that these measures are useful performance measures which are used by the Company to facilitate a comparison of on-going operating performance on a consistent basis from period-to-period. The Company's management believes that these non-GAAP financial measures provide for a more complete understanding of factors and trends affecting the Company's business than measures under GAAP can provide alone, as it excludes certain items that do not reflect the ordinary earnings of its operations. The Company's Board of Directors and management also use Adjusted EBITDA as one of the primary methods for planning and forecasting overall expected performance, for evaluating on a quarterly and annual basis actual results against such expectations, and as a measure for performance incentive plans. The Company's management believes that the inclusion of Adjusted EBITDA and Adjusted Earnings results provides investors useful and important information regarding the Company's operating results. The Company believes that Free Cash Flow provides useful additional information concerning cash flow available to meet future debt service obligations and working capital requirements and assists investors in their understanding of the Company’s operating profitability and liquidity as the Company manages to the business to maximize margin and cashflow. | |||||||
The non-GAAP measures included in the Press Release attached hereto as Exhibit 99.1 has been reconciled to the comparable GAAP measures as required under Securities and Exchange Commission (the “SEC”) rules regarding the use of non-GAAP financial measures. All of the items included in the reconciliations below are either (i) non-cash items or (ii) items that management does not consider in assessing the Company's on-going operating performance. The Company urges investors to carefully review the GAAP financial information included as part of the Company’s Form 10-K dated April 27, 2019 filed with the SEC on June 25, 2019, which includes consolidated financial statements for each of the three years for the period ended April 27, 2019 (Fiscal 2019, Fiscal 2018, and Fiscal 2017), the Company's Quarterly Report on Form 10-Q for the period ended July 28, 2018 filed with the SEC on August 27, 2019, and the Company's Quarterly Report on Form 10-Q for the period ended October 26, 2019 filed with the SEC on December 4, 2019. | |||||||
Media Contact: | Investor Contact: | |
Carolyn J. Brown | Thomas D. Donohue | |
Senior Vice President | Executive Vice President | |
Corporate Communications and Public Affairs | Chief Financial Officer | |
Barnes & Noble Education, Inc. | Barnes & Noble Education, Inc. | |
(908) 991-2967 | (908) 991-2966 | |