Michaels Stores, Inc. Reports Second Quarter Results

IRVING, TX -- (Marketwire) -- 08/23/12 -- Michaels Stores, Inc. (the "Company") today reported unaudited financial results for the second quarter ended July 28, 2012.

Same-store sales increased 2.9% driven by a 3.0% increase in transactions and a positive impact of 0.9% from deferred custom framing revenue partially offset by a 1.0% decrease in average ticket. The fluctuation in exchange rates between the Canadian and US dollar adversely affected average ticket for the quarter by approximately 40 basis points. The Company experienced its strongest sales increase for the quarter in custom framing within our framing department.

Second Quarter Financial Highlights

  • Net sales increased 4.1% to $892 million from $857 million in the second quarter of fiscal 2011.
  • Gross profit for the quarter increased 3.4% to $339 million; gross margin decreased 30 basis points to 38.0%.
  • Operating income for the quarter, as a percent of net sales, decreased 50 basis points to 9.1%.
  • Net income for the quarter increased 30.0% to $13 million, and as a percent of net sales increased 20 basis points to 1.4%.
  • The Company opened eight and relocated four Michaels stores and closed two Aaron Brothers stores during the quarter. The Company opened five and relocated four Michaels stores during the second quarter of fiscal 2011.

Year-to-date Financial Highlights

  • Net sales increased 3.3% to $1.87 billion from $1.81 billion in the first half of fiscal 2011.
  • Gross profit increased 4.2% to $751 million; gross margin increased 40 basis points to 40.2%.
  • Operating income increased 6.0% to $230 million, and as a percent of net sales increased 30 basis points to 12.3%.
  • The Company ended the period with $113 million in cash, $3.364 billion in debt and approximately $627 million in availability under its revolving credit facility. During the quarter, the Company redeemed $127 million of its 13% Subordinated Discount Notes.
  • Inventory at the end of the quarter was $922 million. Average Michaels store inventory, inclusive of distribution centers, was $823,000, an increase of 0.8% from $816,000 last year.
  • The Company opened 10 and relocated 10 Michaels stores and closed six Aaron Brothers stores during the first half of fiscal 2012. The Company opened 10, relocated eight and closed one Michaels store during the first half of fiscal 2011. In addition, the Company closed one Aaron Brothers store during the first half of fiscal 2011.

The Company will host a conference call to discuss first quarter financial results at 8:00 a.m. Central time today. Those who wish to participate in the call may do so by dialing 866-425-6198, conference ID# 35707740. Due to the quiet period associated with our S-1 filing, there will not be a question and answer session at the end of the call. The conference call will also be webcast at www.michaels.com. To listen to the live call, please go to the website at least 15 minutes early to register and download any necessary audio software. The webcast will be accessible for 30 days after the call.

Michaels Stores, Inc. is North America's largest specialty retailer of arts, crafts, framing, floral, wall décor and seasonal merchandise for the hobbyist and do-it-yourself home decorator. As of August 22, 2012, the Company owns and operates 1,079 Michaels stores in 49 states and Canada, and 128 Aaron Brothers stores.

This news release may contain forward-looking statements that reflect our plans, estimates and beliefs. Any statements contained herein (including, but not limited to, statements to the effect that the Company or its management "plans," "estimates," "believes" and other similar expressions) that are not statements of historical fact should be considered forward-looking statements. Important factors that could cause actual results to differ materially from our expectations are more fully described in our other filings with the Securities and Exchange Commission. Specific examples of forward-looking statements include, but are not limited to, forecasts of same-store sales growth, operating income, planned capital expenditures, new store openings and other financial performance. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of risks, uncertainties and other factors, many of which are outside of our control, that could cause actual results to materially differ from such statements. Such risks, uncertainties and other factors include, but are not necessarily limited to: risks related to the effect of economic uncertainty; our reliance on foreign suppliers increases our risk of obtaining adequate, timely, and cost-effective product supplies; risks related to our substantial indebtedness; our growth depends on our ability to open new stores; damage to the reputation of the Michaels brand or our private and exclusive brands could adversely affect our sales; our suppliers may fail us; risks associated with the vendors from whom our products are sourced could materially adversely affect our revenue and gross profit; product recalls and/or product liability, as well as changes in product safety and other consumer protection laws, may adversely impact our operations, merchandise offering, reputation and financial position; significant increases in inflation or commodity prices such as petroleum, natural gas, electricity, steel and paper may adversely affect our costs, including cost of merchandise; unexpected or unfavorable consumer responses to our promotional or merchandising programs could materially adversely affect our sales, operating results and cash flow; improvements to our supply chain may not be fully successful; changes in customer demand could materially adversely affect our sales, operating results and cash flow; our success will depend on how well we manage our business; competition, including internet-based competition, could negatively impact our business; failure to adequately maintain security and prevent unauthorized access to our electronic and other confidential information and data breaches could materially adversely affect our financial condition and operating results; we may be subject to information technology system failures or network disruptions, or our information systems may prove inadequate, resulting in damage to our reputation, business operations, and financial conditions; a weak fourth quarter would materially adversely affect our operating results; changes in newspaper subscription rates may result in reduced exposure to our circular advertisements; changes in regulations or enforcement, or our failure to comply with existing or future regulations, may adversely impact our business; our debt agreements contain restrictions that limit our flexibility in operating our business; disruptions in the capital markets could increase our costs of doing business; our real estate leases generally obligate us for long periods, which subjects us to various financial risks; we have co-sourced certain of our information technology, accounts payable, payroll, accounting and human resources functions and may co-source other administrative functions, which make us more dependent upon third parties; we are exposed to fluctuations in exchange rates between the U.S. and Canadian dollar, which is the functional currency of our Canadian subsidiary; we are dependent upon the services of our senior management team and our inability to identify, hire and subsequently integrate a new Chief Executive Officer could adversely impact our business; failure to attract and retain quality sales, distribution center or experienced buying and management personnel could adversely affect our performance; catastrophic events, including geo-political events and weather, may adversely impact our results; the interests of our controlling stockholders may conflict with the interests of our creditors; and other factors as set forth in our prior filings with the Securities and Exchange Commission. We intend these forward-looking statements to speak only as of the time of this release and do not undertake to update or revise them as more information becomes available.

This press release is also available on the Michaels Stores, Inc. website (www.michaels.com).

Michaels Stores, Inc.
Supplemental Disclosures Regarding Non-GAAP Financial Information

The following table sets forth the Company's Earnings before Interest, Taxes, Depreciation, Amortization and loss on early extinguishment of debt. ("EBITDA (excluding loss on early extinguishment of debt)"). The Company defines EBITDA (excluding loss on early extinguishment of debt) as net income before interest, income taxes, depreciation, amortization and loss on early extinguishment of debt. Additionally, the table presents Adjusted Earnings before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA"). The Company defines Adjusted EBITDA as EBITDA (excluding loss on early extinguishment of debt) adjusted for certain defined amounts that are added to, or subtracted from, EBITDA (excluding loss on early extinguishment of debt) (collectively, the "Adjustments") in accordance with the Company's $2.4 billion Senior secured term loan and $850 million Asset-based revolving credit facility. The Adjustments are described in further detail in the footnotes to the table below.

The Company has presented EBITDA (excluding loss on early extinguishment of debt) and Adjusted EBITDA in this press release to provide investors with additional information to evaluate our operating performance and our ability to service our debt. The Company uses EBITDA (excluding loss on early extinguishment of debt), among other metrics, to evaluate operating performance, to plan and forecast future periods' operating performance and as an element of its incentive compensation targets for certain management personnel. Adjusted EBITDA is a required calculation under the Company's Senior secured term loan and its Asset-based revolving credit facility. As it relates to the Senior secured term loan, Adjusted EBITDA is used in the calculations of fixed charge coverage and leverage ratios, which, under certain circumstances, may result in limitations on the Company's ability to make restricted payments as well as the determination of mandatory repayments of the loans. Under the Asset-based revolving facility, Adjusted EBITDA is used in the calculation of fixed charge coverage ratios, which, under certain circumstances, may restrict the Company's ability to make certain payments (characterized as restricted payments), investments (including acquisitions) and debt repayments.

As EBITDA (excluding loss on early extinguishment of debt) and Adjusted EBITDA are not measures of operating performance or liquidity calculated in accordance with U.S. GAAP, these measures should not be considered in isolation of, or as a substitute for, net income, as an indicator of operating performance, or net cash provided by operating activities as an indicator of liquidity. Our computation of EBITDA (excluding loss on early extinguishment of debt) and Adjusted EBITDA may differ from similarly titled measures used by other companies. As EBITDA (excluding loss on early extinguishment of debt) and Adjusted EBITDA exclude certain financial information compared with net income and net cash provided by operating activities, the most directly comparable GAAP financial measures, users of this financial information should consider the types of events and transactions which are excluded. The table below shows a reconciliation of EBITDA (excluding loss on early extinguishment of debt) and Adjusted EBITDA to net income and net cash provided by operating activities.


                           Michaels Stores, Inc.
                        Consolidated Balance Sheets
             (In millions, except share and per share amounts)
                                (Unaudited)

Subject to reclassification
                                     July 28,     January 28,    July 30,
                                       2012          2012          2011
                                   ------------  ------------  ------------
              ASSETS
Current assets:
  Cash and equivalents             $        113  $        371  $         27
  Merchandise inventories                   922           840           897
  Prepaid expenses and other                 89            80            79
  Deferred income taxes                      42            42            52
  Income tax receivable                      27             1            27
                                   ------------  ------------  ------------
    Total current assets                  1,193         1,334         1,082
                                   ------------  ------------  ------------
Property and equipment, at cost           1,438         1,391         1,376
Less accumulated depreciation and
 amortization                            (1,112)       (1,079)       (1,066)
                                   ------------  ------------  ------------
    Property and equipment, net             326           312           310
                                   ------------  ------------  ------------
Goodwill                                     95            95            95
Debt issuance costs, net of
 accumulated amortization of $82,
 $74, and $66, respectively                  51            59            62
Deferred income taxes                        18            18            32
Other assets                                  3             4             6
                                   ------------  ------------  ------------
    Total non-current assets                167           176           195
                                   ------------  ------------  ------------
Total assets                       $      1,686  $      1,822  $      1,587
                                   ============  ============  ============

   LIABILITIES AND STOCKHOLDERS'
              DEFICIT
Current liabilities:
  Accounts payable                 $        277  $        301  $        250
  Accrued liabilities and other             351           389           332
  Current portion of long-term
   debt                                       1           127           140
  Deferred income taxes                       1             1             -
  Income taxes payable                        2            19             2
                                   ------------  ------------  ------------
    Total current liabilities               632           837           724
                                   ------------  ------------  ------------
Long-term debt                            3,363         3,363         3,387
Deferred income taxes                        11            11             4
Other long-term liabilities                  86            85            77
                                   ------------  ------------  ------------
    Total long-term liabilities           3,460         3,459         3,468
                                   ------------  ------------  ------------
      Total liabilities                   4,092         4,296         4,192
                                   ------------  ------------  ------------
Commitments and contingencies
Stockholders' deficit:
  Common Stock, $0.10 par value,
   220,000,000 shares authorized;
   118,414,920 shares issued and
   outstanding at July 28, 2012;
   118,265,885 shares issued and
   outstanding at January 28,
   2012; 118,294,503 shares issued
   and outstanding at July 30,
   2011                                      12            12            12
  Additional paid-in capital                 50            48            44
  Accumulated deficit                    (2,474)       (2,540)       (2,669)
  Accumulated other comprehensive
   income                                     6             6             8
                                   ------------  ------------  ------------
    Total stockholders' deficit          (2,406)       (2,474)       (2,605)
                                   ------------  ------------  ------------
Total liabilities and
 stockholders' deficit                    1,686         1,822         1,587
                                   ============  ============  ============



                          Michaels Stores, Inc.
                  Consolidated Statements of Operations
                              (In millions)
                               (Unaudited)

Subject to reclassification

                                           Quarter Ended    Six Months Ended
                                         ----------------- -----------------
                                         July 28, July 30, July 28, July 30,
                                           2012     2011     2012     2011
                                         -------- -------- -------- --------
Net sales                                $    892 $    857 $  1,870 $  1,810
Cost of sales and occupancy expense           553      529    1,119    1,089
                                         -------- -------- -------- --------
Gross profit                                  339      328      751      721
Selling, general, and administrative
 expense                                      252      241      512      495
Related party expenses                          4        4        7        7
Store pre-opening costs                         1        1        2        2
                                         -------- -------- -------- --------
Operating income                               82       82      230      217
Interest expense                               61       61      127      126
Loss on early extinguishment of debt            -        4        -       15
Other (income) and expense, net                 -        1       (1)       -
                                         -------- -------- -------- --------
Income before income taxes                     21       16      104       76
Provision for income taxes                      8        6       38       29
                                         -------- -------- -------- --------
Net income                               $     13 $     10 $     66 $     47
                                         ======== ======== ======== ========



                           Michaels Stores, Inc.
                   Consolidated Statements of Cash Flows
                               (In millions)
                                (Unaudited)
Subject to reclassification
                                                         Six Months Ended
                                                       --------------------
                                                        July 28,   July 30,
                                                          2012       2011
                                                       ---------  ---------
Operating activities:
  Net income                                           $      66  $      47
  Adjustments:
    Depreciation and amortization                             46         50
    Share-based compensation                                   3          4
    Debt issuance costs amortization                           8          8
    Accretion of long-term debt                                -         24
    Change in fair value of interest rate cap                  -          3
    Change in fair value of contingent consideration           -         (1)
    Loss on early extinguishment of debt                       -         15
    Changes in assets and liabilities:
      Merchandise inventories                                (82)       (71)
      Prepaid expenses and other                              (9)        (6)
      Accounts payable                                       (23)       (12)
      Accrued interest                                        (4)       (10)
      Accrued liabilities and other                          (42)       (48)
      Income taxes payable                                   (43)       (51)
      Other long-term liabilities                              1          -
                                                       ---------  ---------
        Net cash used in operating activities                (79)       (48)
                                                       ---------  ---------

Investing activities:
  Additions to property and equipment                        (45)       (46)
                                                       ---------  ---------
        Net cash used in investing activities                (45)       (46)
                                                       ---------  ---------

Financing activities:
  Repurchase of subordinated discount notes due 2016        (127)      (129)
  Repayments on senior secured term loan facility              -        (50)
  Borrowings on asset-based revolving credit facility          -          2
  Repurchase of Common Stock                                  (3)        (5)
  Proceeds from stock options exercised                        2          1
  Payment of capital leases                                   (1)         -
  Change in cash overdraft                                    (5)       (17)
                                                       ---------  ---------
        Net cash used in financing activities               (134)      (198)
                                                       ---------  ---------

Decrease in cash and equivalents                            (258)      (292)
Cash and equivalents at beginning of period                  371        319
                                                       ---------  ---------
Cash and equivalents at end of period                  $     113  $      27
                                                       =========  =========

Supplemental Cash Flow Information:
  Cash paid for interest                               $     122  $     103
                                                       =========  =========
  Cash paid for income taxes                           $      80  $      75
                                                       =========  =========



                           Michaels Stores, Inc.
                         Summary of Operating Data
                                (Unaudited)

The following table sets forth the percentage relationship to net sales of
 each line item of our unaudited consolidated statements of operations:
(Schedule may not foot due to rounding)

                                     Quarter Ended       Six Months Ended
                                 --------------------  --------------------
                                  July 28,   July 30,   July 28,   July 30,
                                    2012       2011       2012       2011
                                 ---------  ---------  ---------  ---------
Net sales                            100.0%     100.0%     100.0%     100.0%
Cost of sales and occupancy
 expense                              62.0       61.7       59.8       60.2
                                 ---------  ---------  ---------  ---------
Gross profit                          38.0       38.3       40.2       39.8
Selling, general, and
 administrative expense               28.3       28.1       27.4       27.3
Related party expenses                 0.5        0.5        0.4        0.4
Store pre-opening costs                0.1        0.1        0.1        0.1
                                 ---------  ---------  ---------  ---------
Operating income                       9.1        9.6       12.3       12.0
Interest expense                       6.8        7.1        6.8        7.0
Loss on early extinguishment of
 debt                                    -        0.5          -        0.8
Other (income) and expense, net          -        0.1          -          -
                                 ---------  ---------  ---------  ---------
Income before income taxes             2.3        1.9        5.5        4.2
Provision for income taxes             0.9        0.7        2.0        1.6
                                 ---------  ---------  ---------  ---------
Net income                             1.4%       1.2%       3.5%       2.6%
                                 =========  =========  =========  =========

The following table sets forth certain of our unaudited operating data:

                                     Quarter Ended       Six Months Ended
                                 --------------------  --------------------
                                  July 28,   July 30,   July 28,   July 30,
                                    2012       2011       2012       2011
                                 ---------  ---------  ---------  ---------
Michaels stores:
  Retail stores open at
   beginning of period               1,066      1,049      1,064      1,045
  Retail stores opened during
   the period                            8          5         10         10
  Retail stores opened
   (relocations) during the
   period                                4          4         10          8
  Retail stores closed during
   the period                            -          -          -         (1)
  Retail stores closed
   (relocations) during the
   period                               (4)        (4)       (10)        (8)
                                 ---------  ---------  ---------  ---------
  Retail stores open at end of
   period                            1,074      1,054      1,074      1,054

Aaron Brothers stores:
  Retail stores open at
   beginning of period                 130        136        134        137
  Retail stores closed during
   the period                           (2)         -         (6)        (1)
                                 ---------  ---------  ---------  ---------
  Retail stores open at end of
   period                              128        136        128        136

                                 ---------  ---------  ---------  ---------
Total store count at end of
 period                              1,202      1,190      1,202      1,190
                                 =========  =========  =========  =========

Other operating data:
  Average inventory per Michaels
   store (in thousands) (1)      $     823  $     816  $     823  $     816
  Comparable store sales
   increase (2)                        2.9%       1.8%       2.1%       3.1%

(1)  Average inventory per Michaels store calculation excludes Aaron
     Brothers.

(2)  Comparable store sales increase represents the increase in Net sales
     for stores open the same number of months in the indicated period and
     the comparable period of the previous year, including stores that were
     relocated or expanded during either period. A store is deemed to become
     comparable in its 14th month of operation in order to eliminate grand
     opening sales distortions. A store temporarily closed more than two
     weeks is not considered comparable during the month it closed. If a
     store is closed longer than two weeks but less than two months, it
     becomes comparable in the month in which it reopens, subject to a mid-
     month convention. A store closed longer than two months becomes
     comparable in its 14th month of operation after its reopening.



                           Michaels Stores, Inc.
                     Reconciliation of Adjusted EBITDA
                               (In millions)
                                     Quarter Ended       Six Months Ended
                                 --------------------  --------------------
                                  July 28,   July 30,   July 28,   July 30,
                                    2012       2011       2012       2011
                                 ---------  ---------  ---------  ---------
Net cash used in operating
 activities                      $    (120) $     (67) $     (79) $     (48)
Depreciation and amortization          (22)       (25)       (46)       (50)
Share-based compensation                (2)        (2)        (3)        (4)
Debt issuance costs amortization        (4)        (4)        (8)        (8)
Accretion of long-term debt              -        (11)         -        (24)
Change in fair value of interest
 rate cap                                -         (1)         -         (3)
Change in fair value of
 contingent consideration                -          1          -          1
Loss on early extinguishment of
 debt                                    -         (4)         -        (15)
Changes in assets and
 liabilities                           161        123        202        198
                                 ---------  ---------  ---------  ---------
Net income                              13         10         66         47
Interest expense                        61         61        127        126
Loss on early extinguishment of
 debt                                    -          4          -         15
Provision for income taxes               8          6         38         29
Depreciation and amortization           22         25         46         50
                                 ---------  ---------  ---------  ---------
EBITDA (excluding loss on early
 extinguishment of debt)               104        106        277        267
Adjustments:
  Share-based compensation               2          2          3          4
  Sponsor fees                           4          4          7          7
  Termination expense                    -          -          -          1
  Store pre-opening costs                1          1          2          2
  Store remodel costs                    -          1          -          1
  Foreign currency transaction
   gains                                 -          -         (1)        (3)
  Store closing costs                    2          1          2          1
  Gain on contingent
   consideration                         -         (1)         -         (1)
  Loss on interest rate cap              -          1          -          3
  Other (1)                              2          1          2          2
                                 ---------  ---------  ---------  ---------
Adjusted EBITDA                  $     115  $     116  $     292  $     284
                                 =========  =========  =========  =========


(1)  Other adjustments relate to items such as the moving & relocation
     expenses, franchise taxes, foreign currency hedge and legal
     settlements.


Thomas Melito
Vice President - Treasurer
(972) 409-1527

Source: Michaels Stores, Inc.