8-K - LOVE - Equibles

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

WASHINGTON,DC 20549

FORM8-K

CURRENTREPORT

Pursuantto Section 13 or 15(d) of the

SecuritiesExchange Act of 1934

Dateof report (Date of earliest event reported): April 16, 2020

THELOVESAC COMPANY

(ExactName of Registrant as Specified in Charter)

Delaware	001-38555	32-0514958
(Stateor Other Jurisdictionof Incorporation)	(CommissionFileNumber)	(I.R.S.EmployerIdentification No.)

TwoLandmark Square, Suite 300Stamford, Connecticut 06901

(Addressof Principal Executive Offices, and Zip Code)

(207)273-9733

Registrant’sTelephone Number, Including Area Code

(FormerName or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written<br> communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐	Pre-commencement<br> communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement<br> communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title<br>of each class	Trading<br> Symbol(s)	Name<br> of each exchange on which registered
Common<br> Stock, par value $0.00001 per share	LOVE	The<br> NASDAQ Stock Market LLC
Indicate<br> by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933<br> (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).<br><br> <br><br><br> <br>Emerging<br> growth company ☒<br><br> <br><br><br> <br>If<br>an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for<br>complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 2.02 Results of Operations and Financial Condition.

On April 16, 2020, The Lovesac Company, a Delaware corporation (the “Company”), issued a press release (the “Press Release”) announcing the Company’s financial results for the fourth quarter and fiscal year 2020, ended February 2, 2020. A copy of the Press Release is attached to this current report on Form 8-K as Exhibit 99.1.

The Company will host a conference call on April 16, 2020 at 8:30 a.m. Eastern Time in connection with the release of the Company’s financial results for the fourth quarter and fiscal year 2020, ended February 2, 2020. Investors and analysts interested in participating in the call are invited to dial 877-407-3982 (international callers please dial 201-493-6780) approximately 10 minutes prior to the start of the call. A live audio webcast of the conference call will be available online at investor.lovesac.com. A recorded replay of the conference call will be available within two hours of the conclusion of the call and can be accessed online at investor.lovesac.com for 90 days.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in that filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit<br><br> Number	Description
99.1	Press release, dated April 16, 2020.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	THE LOVESAC COMPANY
Date: April 16, 2020	By:	/s/ Donna Dellomo
	Name:	Donna Dellomo
	Title:	Executive Vice President and<br><br>Chief Financial Officer

Exhibit 99.1

TheLovesac Company Announces Fourth Quarter and Fiscal 2020 Financial Results

Fiscal2020 Net Sales Increased 40.7%

Fiscal2020 Comparable Sales Increased 43.4%

STAMFORD, Conn., April 16, 2020 (GLOBE NEWSWIRE) -- The Lovesac Company (Nasdaq: LOVE) (“Lovesac” or the “Company”) today announced its financial results for the fourth quarter and fiscal year 2020, which ended February 2, 2020.

Shawn Nelson, Chief Executive Officer, stated, “We are pleased with our fourth quarter results, which were in line with our January update. Our pressing priority now, however, is vigilantly safeguarding the health and safety of our associates and customers during the rapidly-evolving COVID-19 pandemic. As previously announced, we extended our March 17th temporary showroom closures until further notice, have implemented work from home policies, and continue to enforce strict sanitization procedures across our operations.”

Mr. Nelson added, “While our showrooms remain closed, we are leveraging our distinct DTC competitive and online advantages that replicate Lovesac’s in-store experience, and, as a result, we have experienced a surge in e-commerce demand. We are adapting traditional, social and digital marketing strategies in real-time to support this opportunity. Preserving our financial health and flexibility is also a key priority, and we are aggressively managing all expenses, working capital and capital expenditures. These efforts, combined with our strong net cash balance, position us to weather this period and resume our full growth trajectory as soon as the situation permits.”

KeyMeasures for Fourth Quarter and Full Year Fiscal 2020 Ending Feb 2, 2020:

(Dollars in millions, except per share amounts)

	Quarter Ended February 2, 2020			Quarter Ended February 3, 2019			% <br>Inc (Dec)			Year Ended February 2, 2020			Year Ended February 3, 2019
Net Sales	$	92.2		$	64.2			43.6	%	$	233.4		$	165.9		40.7	%
Gross Profit^1^	$	45.2		$	35.5			27.2	%	$	116.7		$	90.9		28.4	%
Gross Margin^1^		49.0	%		55.3	%		(6.3	%)		50.0	%		54.8	%	(4.8	%)
Total Operating Expense	$	39.8		$	27.3			46.0	%	$	132.5		$	97.9		35.3	%
SG&A	$	27.8		$	21.4			29.7	%	$	98.1		$	76.4		28.4	%
Advertising & Marketing	$	10.5		$	5.2			101.6	%	$	29.2		$	18.4		59.0	%
Total SG&A as % of Net Sales		30.2	%		33.4	%		(3.2	%)		42.1	%		46.1	%	(4.0	%)
Advertising & Marketing as % of Net Sales		11.4	%		8.1	%		3.3	%		12.5	%		11.1	%	1.4	%
Basic and Diluted EPS Income (Loss)	$	0.37		$	0.62			(40.3	%)	($	1.07	)	($	3.28	)	67.4	%
Adjusted Basic and Diluted EPS Income (Loss) ^2^	$	0.37		$	0.63			(41.3	%)	($	1.04	)	($	0.19	)	(447.4	%)
Adjusted EBITDA^2^	$	8.0		$	10.0			(19.8	%)	$	(3.7	)	$	3.4		(209.9	%)
Cash Flow from (used in) Operations	$	24.2		$	7.2			236.1	%	($	11.9	)	($	7.0	)	(70.0	%)
^1^	Estimated<br>gross tariff impact for fiscal 2020 to Gross Profit and Gross Margin was $9.7 million and 417 bps, respectively. Estimated gross<br>tariff impact for fiscal 2019 to Gross Profit and Gross Margin was $0.2 million and 10 bps, respectively.
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^2^	Please<br>see “Non-GAAP Financial Measures” and “Reconciliation of GAAP to Non-GAAP Financial Measures” below for<br>more information.
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	Percent Increase, except showroom count
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	Quarter Ended February 2, 2020			Quarter Ended February 3, 2019			Year Ended February 2, 2020			Year Ended February 3, 2019
Total Comparable Sales ^(3)(4)^		49.1	%		52.3	%		43.4	%		44.1	%
Comparable Showroom Sales ^(4)^		38.4	%		43.7	%		34.3	%		35.5	%
Comparable Internet Sales ^(4)^		73.8	%		76.9	%		68.9	%		75.1	%
Ending Showroom Count		91			75			91			75

^3^	Total<br>comparable sales include showroom and internet transactions through the point of sale.
^4^	Comparable<br>sales reflect transactions through the point of sale and not necessarily product that has shipped to the customer. Product that<br>has shipped to the customer is what is included in Net Sales.
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Highlightsfor the Fourth Quarter Ended February 2, 2020:

●	Net<br> sales increase of 43.6% was driven by a 21.3% increase in showroom count over the same<br> quarter in the prior year, a total comparable sales increase of 49.1%, and an increase<br> of 53.1% in “Other” sales (which includes shop-in-shops and pop-up-shops).
●	The<br> gross profit increase of 27.2% was primarily due to the increase in sales as well as<br> a decrease in costs of sactional products driven by sourcing shifts, partially offset<br> by the impact of tariffs. The 630 basis points decrease in gross margin versus the prior<br> year was driven primarily by the impact of the 25% China tariffs and additional promotional<br> activity, partially offset by the reduced costs of sactional products.
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●	SG&A<br> expense in the fourth quarter of fiscal 2020 did not include any one-time IPO, financing<br> or offering charges while SG&A expense in the fourth quarter of fiscal 2019 included<br> $70K of expenses related to the secondary offering relating to legal and professional<br> fees. Excluding one-time items in both periods, SG&A expense increased 30.1% primarily<br> due to expenses associated with the sales increases, infrastructure improvements, and<br> stock compensation.
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●	Advertising<br> and marketing expense in the fourth quarter of fiscal 2020 increased approximately 102%<br> over the prior year quarter principally due to increased media and direct-to-consumer<br> program spend which contributed to the fourth quarter sales increase over prior year.
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●	Operating<br> income decreased to $5.3 million in the fourth quarter of fiscal 2020 from $8.2 million<br> in the fourth quarter of fiscal 2019 for the reasons explained above. Operating margin<br> decreased to 5.8% of net sales from 12.8% of net sales in the prior year period.
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●	Net<br> income was $5.4 million in the fourth quarter of fiscal 2020 compared to $8.4 million<br> in the prior year period. Adjusted net income was $5.4 million in the fourth quarter<br> of fiscal 2020, compared to $8.5 million in the fourth quarter of fiscal 2019 (see “GAAP<br> and Non-GAAP Measures”).
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Highlightsfor the Year Ended February 2, 2020:

●	Net<br> sales increase of 40.7% was driven by a 21.3% increase in showroom count over the prior<br> year, a total comparable sales increase of 43.4%, and an increase of 49.8% in “Other”<br> sales (which includes shop-in-shops and pop-up-shops).
●	The<br> gross profit increase of 28.4% was primarily due to the increase in sales along with<br> a decrease in costs of sactional products related to sourcing shifts, partially offset<br> by the impact of tariffs. The 480 basis points decrease in gross margin was driven primarily<br> by the impact of the 25% China tariffs and additional promotional activity, partially<br> offset by the reduced costs of sactional products.
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●	SG&A<br> expense includes $351K of expenses related to fees associated with the Company’s<br> primary and secondary share offerings in fiscal 2020 and $4.1 million in fiscal 2019<br> related to various IPO and financing related expenses outlined in the Net Income (Loss)<br> Reconciliation schedule below. Excluding these one-time items in both periods, SG&A<br> expense increased 35.2% primarily due to increases in selling related expenses, employment<br> costs, infrastructure improvements, and stock compensation.
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●	Advertising<br> and marketing expense in fiscal 2020 increased approximately 59% over the prior year<br> principally due to increased media and direct-to-consumer program spend which contributed<br> to the sales increase over the prior year.
●	Operating<br> loss increased to ($15.8) million in fiscal 2020 from an operating loss of ($7.0) million<br> in fiscal 2019 for the reasons stated above. Operating margin decreased to (6.8%) of<br> net sales from (4.2%) of net sales in the prior year.
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●	Net<br> loss was ($15.2) million in fiscal 2020, compared to net loss of ($6.7) million in fiscal<br> 2019. Adjusted net loss was ($14.9) million in fiscal 2020, compared to adjusted net<br> loss of ($2.6) million in fiscal 2019 (see “GAAP and Non-GAAP Measures”).
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OtherFinancial Highlights as of February 2, 2020:

●	The<br> cash and cash equivalents balance as of February 2, 2020 was $48.5 million as compared<br> to $49.1 million as of February 3, 2019. There was no debt outstanding on the Company’s<br> line of credit as of February 2, 2020 compared to less than $40K as of February 3, 2019.<br> The Company’s availability under the line of credit was $12.5 million as of February<br> 2, 2020 and $11.5 million as of February 3, 2019.
●	Total<br> inventory was $36.4 million as of February 2, 2020 as compared to $26.2 million as of<br> February 3, 2019.
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●

The cash and cash equivalents balance as of February 2, 2020 was $48.5 million as compared to $49.1 million as of February 3, 2019. There was no debt outstanding on the Company’s line of credit as of February 2, 2020 compared to less than $40K as of February 3, 2019. The Company’s availability under the line of credit was $12.5 million as of February 2, 2020 and $11.5 million as of February 3, 2019.

●

Total inventory was $36.4 million as of February 2, 2020 as compared to $26.2 million as of February 3, 2019.

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ConferenceCall Information:

A conference call to discuss the fourth quarter and fiscal 2020 financial results is scheduled for today, April 16, 2020, at 8:30 a.m. Eastern Time. Investors and analysts interested in participating in the call are invited to dial 877-407-3982 (international callers please dial 201-493-6780) approximately 10 minutes prior to the start of the call. A live audio webcast of the conference call will be available online at investor.lovesac.com.

A recorded replay of the conference call will be available within two hours of the conclusion of the call and can be accessed online at investor.lovesac.com for 90 days.

AboutThe Lovesac Company

Based in Stamford, Connecticut, The Lovesac Company is a direct-to-consumer specialty furniture brand with 91 retail showrooms supporting its ecommerce delivery model. Lovesac’s name comes from its original Durafoam filled beanbags called Sacs. The Company derives a majority of its current sales from its proprietary platform called Sactionals, a washable, changeable, reconfigurable, and FedEx-shippable solution for large upholstered seating. Founder and CEO, Shawn Nelson’s, “Designed for Life” philosophy emphasizes sustainable products that are built to last a lifetime and designed to evolve with the customer’s needs, providing long-term utility and ultimately reducing the amount of furniture discarded into landfills.

Non-GAAPInformation

This press release includes the following financial measures defined as non-GAAP financial measures by the Securities and Exchange Commission (the “SEC”): Adjusted Net Loss and Adjusted EBITDA. Adjusted Net Loss excludes the effect of one-time costs related to the Company’s IPO in June 2018 and fees associated with fundraising and reorganizing activities. We define Adjusted EBITDA as net loss less interest income, plus income tax expense, depreciation and amortization, management fees, deferred rent, equity-based compensation, net (gain) or loss on the disposal of property and equipment, one-time IPO-related expenses, and fees associated with fundraising and reorganizing activities. The Company has reconciled these non-GAAP financial measures with the most directly comparable GAAP financial measures hereunder. The Company believes that these non-GAAP financial measures not only provide its management with comparable financial data for internal financial analysis but also provide meaningful supplemental information to investors. Specifically, these non-GAAP financial measures allow investors to better understand the performance of the Company’s business and facilitate a more meaningful comparison of its actual results on a period-over-period basis. The Company has provided this information as a means to evaluate the results of its ongoing operations. Other companies in the Company’s industry may calculate these items differently than the Company does. Each of these measures is not a measure of performance under GAAP and should not be considered as a substitute for the most directly comparable financial measures prepared in accordance with GAAP, such as net income/loss. Non-GAAP financial measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the Company’s results as reported under GAAP.

CautionaryStatement Concerning Forward Looking Statements

Certain statements either contained in or incorporated by reference into this communication, other than purely historical information, including estimates, projections and statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are often, but not always, made through the use of words or phrases such as “may,” “believe,” “anticipate,” “could,” “should,” “intend,” “plan,” “will,” “aim(s),” “can,” “would,” “expect(s),” “estimate(s),” “project(s),” “forecast(s)”, “positioned,” “approximately,” “potential,” “goal,” “pro forma,” “strategy,” “outlook” and similar expressions. All statements, other than statements of historical facts, included in or incorporated by reference into this press release regarding strategy, future operations, future financial position, future revenue, projected expenses, prospects, plans and objectives of management are forward-looking statements. These statements are based on management’s current expectations and/or beliefs and assumptions that management considers reasonable, which assumptions may or may not prove correct. We may not actually achieve the plans, carry out the intentions or meet the expectations disclosed in the forward-looking statements and you should not place undue reliance on these forward-looking statements. Actual results and performance could differ materially from those projected in the forward-looking statements as a result of many factors. The preliminary financial results included in this press release represent the most current information available to management. The Company’s actual results when disclosed on the Company’s fourth quarter and fiscal year 2020 earnings conference call may differ from these preliminary results as a result of the completion of the Company’s financial closing procedures; final adjustments; completion of the audit by the Company’s independent registered accounting firm; and other developments that may arise between now and the disclosure of the final results. Among the key factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements are the risk of disruptions to current plans and operations, including the timing of openings of new showrooms that further shift expect growth to later periods, slower than expected growth during the fourth quarter and risks related to tariffs, the countermeasures and mitigation steps that we adopt in response to tariffs and other similar issues, as well as those risks and uncertainties disclosed under the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our most recent Form 10-K and Form 10-Q filed with the Securities and Exchange Commission, and similar disclosures in subsequent reports filed with the SEC, which are available on our investor relations website at investor.lovesac.com and on the SEC website at www.sec.gov. Any forward-looking statement made by us in this press release speaks only as of the date on which we make it. We disclaim any intent or obligation to update these forward-looking statements to reflect events or circumstances that exist after the date on which they were made.

InvestorRelations Contact:

Rachel Schacter, ICR

(203) 682-8200

InvestorRelations@lovesac.com

THELOVESAC COMPANY

CONSOLIDATEDBALANCE SHEETS

			As of <br> February 3, <br> 2019
Assets
Current Assets
Cash and cash equivalents	48,538,827		$	49,070,952
Trade accounts receivable	7,188,925			3,955,124
Merchandise inventories	36,399,862			26,154,314
Prepaid expenses and other current assets	8,790,122			5,933,872
Total Current Assets	100,917,736			85,114,262
Property and Equipment, Net	23,104,261			18,595,079
Other Assets
Goodwill	143,562			143,562
Intangible assets, net	1,352,161			942,331
Deferred financing costs, net	146,047			219,071
Total Other Assets	1,641,770			1,304,964
Total Assets	125,663,767		$	105,014,305
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts payable	19,887,611		$	16,836,816
Accrued expenses	8,567,580			3,701,090
Payroll payable	887,415			2,269,834
Customer deposits	1,653,597			1,059,957
Sales taxes payable	1,404,792			750,922
Total Current Liabilities	32,400,995			24,618,619
Deferred rent	3,108,245			1,594,179
Line of credit	-			31,373
Total Liabilities	35,509,240			26,244,171
Stockholders’ Equity
Preferred Stock .00001 par value, 10,000,000 shares authorized, no shares issued and outstanding as of February 2, 2020 and February 3, 2019.	-			-
Common Stock .00001 par value, 40,000,000 shares authorized, 14,472,523 shares issued and outstanding as of February 2, 2020 and 13,588,568 shares issued and outstanding as of February 3, 2019, respectively.	145			136
Additional paid-in capital	168,317,210			141,727,807
Accumulated deficit	(78,162,828	)		(62,957,809	)
Stockholders’ Equity	90,154,527			78,770,134
Total Liabilities and Stockholders’ Equity	125,663,767		$	105,014,305

All values are in US Dollars.

THELOVESAC COMPANY

CONSOLIDATEDSTATEMENTS OF OPERATIONS

	Quarter ended<br><br> <br>(unaudited)						Fiscal year ended
	February 2,			February 3,			February 2,			February 3,
	2020			2019			2020			2019
Net sales	$	92,175,369		$	64,177,558		$	233,377,379		$	165,881,297
Cost of merchandise sold		47,016,413			28,669,301			116,687,055			75,000,476
Gross profit		45,158,956			35,508,257			116,690,324			90,880,821
Operating expenses
Selling, general and administrative expenses		27,821,346			21,448,783			98,146,523			76,426,892
Advertising and marketing		10,476,772			5,196,137			29,194,289			18,363,491
Depreciation and amortization		1,508,990			620,742			5,158,062			3,133,751
Total operating expenses		39,807,108			27,265,662			132,498,874			97,924,134
Operating income (loss)		5,351,847			8,242,595			(15,808,551	)		(7,043,313	)
Interest income, net		108,538			212,922			646,844			355,364
Net income (loss) before taxes		5,460,385			8,455,517			(15,161,707	)		(6,687,949	)
Provision for income taxes		(44,318	)		(16,407	)		(43,312	)		(16,407	)
Net income (loss)	$	5,416,067		$	8,439,110		$	(15,205,019	)	$	(6,704,356	)
Net income (loss) per common share:
Basic and diluted	$	0.37		$	0.62		$	(1.07	)	$	(3.28	)
Weighted average number of common shares outstanding:
Basic and diluted		14,501,550			13,538,426			14,260,395			10,536,721

THELOVESAC COMPANY

CONSOLIDATEDSTATEMENTS OF OPERATIONS

	Quarter ended<br><br>(unaudited)				Fiscal year ended
	February 2, 2020		February 3, 2019		February 2, 2020			February 3, 2019
Numerator:
Net income (loss) – Basic and diluted	$	5,416,067	$	8,439,110	$	(15,205,019	)	$	(6,704,356	)
Preferred dividends and deemed dividends		-		-		-			(27,832,354	)
Net income (loss) attributable to common shares	$	5,416,067	$	8,439,110	$	(15,205,019	)	$	(34,536,710	)
Denominator:
Weighted average number of common shares for basic and diluted net loss per share		14,501,550		13,528,426		14,260,395			10,536,721
Basic and diluted net income (loss) per common share	$	0.37	$	0.62	$	(1.07	)	$	(3.28	)

THELOVESAC COMPANY

CONSOLIDATEDSTATEMENT OF CASH FLOW

	Fiscal year ended
	February 2,			February 3,
	2020			2019
Cash Flows from Operating Activities
Net loss	$	(15,205,019	)	$	(6,704,356	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization of property and equipment		4,893,220			2,935,202
Amortization of other intangible assets		263,842			198,549
Amortization of deferred financing fees		73,024			121,173
Net (gain) loss on disposal of property and equipment		(166,865	)		254,720
Equity based compensation		5,245,588			3,310,018
Deferred rent		1,514,066			530,707
Changes in operating assets and liabilities:
Accounts receivable		(3,233,801	)		(1,149,938	)
Merchandise inventories		(10,245,548	)		(14,512,832	)
Prepaid expenses and other current assets		(2,856,250	)		129,074
Accounts payable and accrued expenses		7,188,736			7,729,293
Customer deposits		593,640			150,721
Net Cash Used in Operating Activities		(11,935,367	)		(7,007,669	)
Cash Flows from Investing Activities
Purchase of property and equipment		(9,535,537	)		(10,747,712	)
Payments for patents and trademarks		(673,672	)		(614,510	)
Proceeds from disposal of property and equipment		300,000			-
Net Cash Used in Investing Activities		(9,909,209	)		(11,362,222	)
Cash Flows from Financing Activities
Proceeds from the issuance of common shares, net		25,610,000			58,908,552
Taxes paid for net share settlement of equity awards		(4,278,176	)		(382,533	)
Proceeds from the issuance of warrants, net		12,000			-
(Paydowns of) proceeds from line of credit		(31,373	)		30,968
Payments of deferred financing costs		-			(292,095	)
Net Cash Provided by Financing Activities		21,312,451			58,264,892
Net Change in Cash and Cash Equivalents		(532,125	)		39,895,001
Cash and Cash Equivalents - Beginning		49,070,952			9,175,951
Cash and Cash Equivalents - End	$	48,538,827		$	49,070,952
Supplemental Cash Flow Disclosures
Cash paid for taxes	$	43,312		$	18,246
Cash paid for interest	$	62,670		$	61,436

THELOVESAC COMPANY

RECONCILIATIONOF NON-GAAP FINANCIAL MEASURES

(unaudited)

	Quarter ended						Fiscal year ended
	February 2,			February 3,			February 2,			February 3,
(dollars in thousands)	2020			2019			2020			2019
Net income (loss)	$	5,416		$	8,439		$	(15,205	)	$	(6,704	)
Interest income, net		(109	)		(213	)		(647	)		(355	)
Taxes		44			16			43			16
Depreciation and amortization		1,509			621			5,158			3,134
EBITDA		6,861			8,863			(10,651	)		(3,909	)
Management fees (a)		194			185			633			1,177
Deferred Rent (b)		(188	)		148			716			531
Equity-based compensation (c)		1,225			460			5,246			3,310
Loss (gain) on disposal of property and equipment (d)		-			249			(167	)		255
Other non-recurring expenses (e) (f)		(95	)		70			503			2,021
Adjusted EBITDA	$	7,997		$	9,975		$	(3,720	)	$	3,385
(a)	Represents<br>management fees and expenses charged by our equity sponsors.
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(b)	Represents<br>the difference between rent expense recorded and the amount paid by the Company. In accordance with generally accepted accounting<br>principles, the Company records monthly rent expense equal to the total of the payments due over the lease term, divided by the<br>number of months of the lease terms.
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(c)	Represents<br>expenses associated with stock options and restricted stock units granted to our management and equity sponsors.
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(d)	Represents<br>the loss (gain) on disposal of fixed assets.
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(e)	Other non-recurring<br> expenses in the quarter ended Feburary 2, 2020 are made up of ($95) in an adjustment of executive recruitment fees. Other<br> non-recurring expenses in the quarter ended February 3, 2019 are made up of $70 in secondary offering legal and<br> professional fees.
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(f)	Other<br>non-recurring expenses in fiscal 2020 are made up of: (1) $152 in recruitment fees to build executive management team and Board<br>of Directors; (2) $268 in fees associated with our primary and secondary shares offerings and (3) $83 in financing fees associated<br>with our secondary offering. Other expenses in fiscal 2019 are made up of: (1) $380 in fees and costs associated with our fundraising<br>and reorganizing activities including the legal and professional services incurred in connection with such activities; (2) $508<br>in fees paid for investor relations and public relations relating to the IPO; (3) $140 in executive recruitment fees to build<br>executive management team; (4) $261 in secondary offering legal fees; (5) $84 in travel and logistical costs associated with the<br>offering; (6) $198 in accounting fees related to the offering; and (7) $450 in IPO bonuses paid to executives.
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THELOVESAC COMPANY

RECONCILIATIONOF NON-GAAP FINANCIAL MEASURES

(unaudited)

	Quarter ended				Fiscal year ended
(dollars in thousands)	February 2, <br><br>2020		February 3,<br><br> 2019		February 2,<br><br> 2020			February 3,<br><br> 2019
Net income (loss) as reported	$	5,416	$	8,439	$	(15,205	)	$	(6,704	)
Adjustments:
Adjustments to selling, general and administrative expense:
Management fees relating to the IPO (a)		-		-		-			625
Equity based compensation related to the IPO (b)		-		-		-			1,442
Other non-recurring expenses (c)(d)		-		70		351			2,021
Adjusted net income (loss)	$	5,416	$	8,509	$	(14,854	)	$	(2,616	)
Adjusted basic and diluted weighted average shares outstanding (e)		14,501,250		13,538,426		14,260,395			13,468,274
Adjusted net income (loss) per common share	$	0.37	$	0.63	$	(1.04	)	$	(0.19	)
(a)	Represents<br>$625 paid in management fees to equity sponsors related to the IPO.
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(b)	Represents<br>$700 in executive Restricted Stock awards vested as a result of the IPO and $742 IPO bonus paid to equity sponsor in common stock.
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(c)	Other<br>non-recurring expenses in the quarter ended February 3, 2019 are made up of $70 in secondary offering legal and professional<br>fees.
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(d)	Other<br>non-recurring expenses in fiscal 2020 are made up of $351 fees associated with our primary and secondary shares offerings. Other<br>non-recurring expenses in fiscal 2019 are made up of: (1) $380 in fees and costs associated with our fundraising and reorganizing<br>activities including the legal and professional services incurred in connection with such activities; (2) $508 in fees paid for<br>investor relations and public relations relating to the IPO; (3) $140 in executive recruitment fees to build executive management<br>team; (4) $261 in secondary offering legal fees; (5) $84 in travel and logistical costs associated with the offering; (6) $198<br>in accounting fees related to the offering; and (7) $450 in IPO bonuses paid to executives.
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(e)	For<br>the fiscal year ended February 3, 2019 amounts are adjusted and assume the IPO occurred at the beginning of the period.
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