8-K
TUESDAY MORNING CORP/DEfalse000087872600008787262022-02-032022-02-03

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 03, 2022

 

 

TUESDAY MORNING CORPORATION

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-40432

75-2398532

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

6250 LBJ Freeway

 

Dallas, Texas

 

75240

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (972) 387-3562

 

 

(Former Name 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:

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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $0.01 par value per share

 

TUEM

 

The NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 


Item 2.02 Results of Operations and Financial Condition.

On February 3, 2022, Tuesday Morning Corporation, a Delaware corporation (the “Company”), issued a press release announcing its financial results for the second fiscal quarter ended December 31, 2021.


The information furnished in this Item 2.02—“Results of Operations and Financial Condition” of this Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit Number

Description

Exhibit 99.1

Press Release of Tuesday Morning Corporation dated February 3, 2022

EX-104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


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 thereunto duly authorized.

 

TUESDAY MORNING CORPORATION

 

(Registrant)

 

 

 

DATE: February 3, 2022

By:

 

/s/ Jennifer N. Robinson

 

 

 

Jennifer N. Robinson

Executive Vice President and Chief Financial Officer

(Principal Financial Officer)

 

 


EX-99.1

Exhibit 99.1

https://cdn.kscope.io/13093fbfb4025a5d2c5c1c0248495474-img212527836_0.jpg 

TUESDAY MORNING CORPORATION

ANNOUNCES SECOND QUARTER FISCAL 2022 RESULTS

Q2 fiscal 2022 comparable store sales increased 1.0% versus Q2 fiscal 2020

First six months of fiscal 2022 comparable store sales increased 1.9% versus first six months of fiscal 2020

 

DALLAS, TX – February 3, 2022 – Tuesday Morning Corporation (NASDAQ: TUEM), a leading off-price retailer of home goods and décor, today announced its results for the second quarter of fiscal 2022 ended December 31, 2021.

Fred Hand, Chief Executive Officer, stated, “We are pleased with our overall execution during the second quarter and with the fact that we achieved a positive comparable store increase versus fiscal 2020 despite ending with 26% less store inventory and being up against 14 promotional events. We ended the second quarter with minimal seasonal carryover, and are very pleased with the level and currency of our store inventories heading into the third quarter. While we are operating in a dynamic macro environment, we continue to be focused on improving our execution of the off price model across all areas of the organization.”

Comparability to prior periods is difficult due to the Company’s reorganization under Chapter 11, Covid-19, and the elimination of promotional activity. For comparable store sales and inventory specifically, the second quarter and first six months of fiscal 2020 are the most applicable comparisons due to significant impacts from Covid-19 that occurred in the first six months of fiscal 2021. The other financial statement line items are compared to the respective periods in fiscal 2021 as our store count and associated operational costs have changed significantly since fiscal 2020.

Second Quarter Fiscal 2022 Results

As of the end of the second quarter fiscal 2022, the Company operated 492 stores compared to 705 stores at the end of the second quarter fiscal 2020 and 490 stores at the end of the second quarter of fiscal 2021.
Comparable store sales increased 1.0% for the 486 stores that were open in the second quarter of fiscal 2022 and the second quarter of fiscal 2020, despite store inventory ending down 26% compared to the second quarter of fiscal 2020, which included 14 promotional events.
Net sales were $251.4 million in the second quarter of fiscal 2022 as compared to $198.6 million for the second quarter of fiscal 2021.
Gross margin was $71.5 million and gross margin rate was 28.5% for the second quarter of fiscal 2022. Gross margin was $60.1 million and gross margin rate was 30.2% for the second quarter of fiscal 2021.
SG&A was $67.7 million in the second quarter of fiscal 2022. As a percentage of net sales, SG&A was 26.9% for the second quarter of fiscal 2022. In the second quarter of fiscal 2021, SG&A was $63.3 million, and as a percentage of sales SG&A was 31.9% for the period.
Operating income for the second quarter of fiscal 2022 was $3.4 million compared to an operating loss of $4.3 million in the second quarter of fiscal 2021.
The Company reported net earnings of $1.9 million, or $0.02 per share, for the second quarter of fiscal 2022. Net earnings for the second quarter of fiscal 2021 was $40.3 million, or $0.88 per share, including reorganization gains of $48.1 million.
EBITDA, a non-GAAP measure, was $7.2 million for the second quarter of fiscal 2022. EBITDA was $47.6 million for the second quarter of 2021. Adjusted EBITDA, a non-GAAP measure, was $9.3 million for the second quarter of fiscal 2022. Adjusted EBITDA was $0.8 million for the second quarter of 2021. A reconciliation of GAAP and non-GAAP measures is provided below.

 

 

 

First Six Months Fiscal 2022 Results

Comparable store sales increased 1.9% for the stores that were open in the first six months of fiscal 2022 and the first six months of fiscal 2020, despite average comparable store inventory being down 39% compared to the first six months of fiscal 2020, which included 23 promotional events.
Net sales were $428.3 million in the first six months of fiscal 2022 as compared to $360.2 million for the prior year period.
Gross margin was $122.6 million and gross margin rate was 28.6% for the first six months of fiscal 2022. Gross margin was $111.1 million and gross margin rate was 30.9% for the first six months of fiscal 2021.
SG&A was $127.9 million in first six months of fiscal 2022. As a percentage of net sales, SG&A was 29.9% for the first six months of fiscal 2022. In the first six months of fiscal 2021, SG&A was $125.4 million, and as a percentage of sales SG&A was 34.8% for the period.
Operating loss for the first six months of fiscal 2022 was $8.2 million compared to an operating loss of $20.8 million in the prior year period.
The Company reported a net loss of $12.7 million, or $(0.15) per share, for the first six months of fiscal 2022. Net earnings for the first six months quarter of fiscal 2021 was $59.0 million, or $1.29 per share, including reorganization gains of $85.8 million
EBITDA, a non-GAAP measure, was a loss of $2.4 million for the first six months of fiscal 2022. EBITDA was $73.1 million for the first six months of 2021. Adjusted EBITDA, a non-GAAP measure, was $3.6 million for the first six months of fiscal 2022. Adjusted EBITDA was a loss of $5.2 million for the first six months of fiscal 2021. A reconciliation of GAAP and non-GAAP measures is provided below.

The Company ended the second quarter of fiscal 2022 with $4.3 million in cash and cash equivalents and $17.9 million outstanding under its line of credit with availability on the line of $58.0 million, compared to $26.2 million in cash and cash equivalents and no borrowings outstanding under its line of credit in the same period of fiscal 2021. Inventories at the end of the second quarter of fiscal 2022 were $157.1 million compared to $114.4 million in the same period of fiscal 2021.

Outlook

The Company expects its third quarter fiscal 2022 comparable store sales to increase in the mid-single digits when compared to the third quarter of fiscal 2021. Comparable stores sales growth for the second half of fiscal 2022 is expected to be in the low to mid-single digits when compared to the second half of fiscal 2021.

The Company continues to expect to report an Adjusted EBITDA loss for fiscal 2022, slightly improved from fiscal 2021.

Gross margin for the second half of the fiscal year is expected to decline as compared to the first half due to higher supply chain costs.

The Company also continues to expect to maintain sufficient liquidity to cover its obligations and plans for the fiscal year.

About Tuesday Morning

Tuesday Morning Corporation is one of the original off-price retailers specializing in name-brand, high-quality products for the home, including upscale home textiles, home furnishings, housewares, gourmet food, toys and seasonal décor, at prices generally below those found in boutique, specialty and department stores, catalogs and on-line retailers. Based in Dallas, Texas, the Company opened its first store in 1974 and currently operates 492 stores in 40 states. More information and a list of store locations may be found on the Company's website at www.tuesdaymorning.com.

 

 

 

 

 


 

Conference Call Information

Tuesday Morning Corporation’s management will hold a conference call to review second quarter fiscal 2022 financial results on February 3, 2022, at 8:00 am Central Time. A live webcast of the conference call will be available in the Investor Relations section of the Company’s website at www.tuesdaymorning.com, or you may dial into the conference call at 877-407-9716 or 201-493-6779 if calling internationally approximately ten minutes prior to the start of the call. A replay of the webcast will be accessible through the Company’s website for 90 days. A replay of the conference call will also be available from 11:00 am Central Time, February 3, 2022 through 10:59 pm Central Time, February 10, 2022 by dialing 844-512-2921 or 412-317-6671 and entering conference ID number 13726297.

 

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements, which are based on management’s current expectations, estimates and projections. Forward-looking statements typically are identified by the use of terms such as “may,” “will,” “should,” “expect,” “anticipate,” “believe,” “estimate,” “intend” and similar words, although some forward-looking statements are expressed differently. Forward-looking statements include statements regarding management’s plans and strategies and projections with respect to Adjusted EBITDA, cash flow and liquidity. The forward-looking statements in this press release are subject to risks and uncertainties that could cause actual results to differ materially from those reflected in the forward-looking statements.

Reference is hereby made to the Company’s filings with the Securities and Exchange Commission, including, but not limited to, "Item 1A. Risk Factors" of the Company's most Annual Report on Form 10-K for the fiscal year ended June 30, 2021, for examples of risks, uncertainties and events that could cause our actual results to differ materially from the expectations expressed in our forward-looking statements. These risks, uncertainties and events also include, but are not limited to, the following: the effects and length of the COVID-19 pandemic; changes in economic and political conditions which may adversely affect consumer spending; our ability to identify and respond to changes in consumer trends and preferences; our ability to mitigate reductions of customer traffic in shopping centers where our stores are located; increases in the cost or a disruption in the flow of our products, including the extent and duration of the ongoing impacts to domestic and international supply chains from the COVID-19 pandemic; our ability to continuously attract buying opportunities for off-price merchandise and anticipate consumer demand; our ability to obtain merchandise on varying payment terms; our ability to successfully manage our inventory balances profitably; our ability to effectively manage our supply chain operations; loss of, disruption in operations of, or increased costs in the operation of our distribution center facility; unplanned loss or departure of one or more members of our senior management or other key management; increased or new competition; our ability to maintain and protect our information technology systems and technologies and related improvements to support our growth; increases in fuel prices and changes in transportation industry regulations or conditions; changes in federal tax policy including tariffs; the success of our marketing, advertising and promotional efforts; our ability to attract, train and retain quality employees in appropriate numbers, including key employees and management; increased variability due to seasonal and quarterly fluctuations; our ability to protect the security of information about our business and our customers, suppliers, business partners and employees; our ability to comply with existing, changing and new government regulations; our ability to manage risk to our corporate reputation from our customers, employees and other third parties; our ability to manage litigation risks from our customers, employees and other third parties; our ability to manage risks associated with product liability claims and product recalls; the impact of adverse local conditions, natural disasters and other events; our ability to manage the negative effects of inventory shrinkage; our ability to manage exposure to unexpected costs related to our insurance programs; increased costs or exposure to fraud or theft resulting from payment card industry related risk and regulations; and our ability to maintain an effective system of internal controls over financial reporting. The Company’s filings with the SEC are available at the SEC’s web site at www.sec.gov.
 

The forward-looking statements made in this press release relate only to events as of the date on which the statements were made. Except as may be required by law, the Company disclaims obligations to update any forward-looking statements to reflect events and circumstances after the date on which the statements were made or to reflect the occurrence of unanticipated events. Investors are cautioned not to place undue reliance on any forward-looking statements.

 

INVESTOR RELATIONS:

Caitlin Churchill


ICR

203-682-8200

Caitlin.Churchill@icrinc.com

 

MEDIA:

TuesdayMorning@edelman.com

 


 

Tuesday Morning Corporation

Condensed Consolidated Balance Sheet

(In thousands)

 

December 31, 2021

 

 

June 30, 2021

 

 

December 31, 2020

 

 

(unaudited)

 

 

(audited)

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

4,321

 

 

$

6,534

 

 

$

26,244

 

Restricted cash

 

-

 

 

 

22,321

 

 

 

100,490

 

Inventories

 

157,067

 

 

 

145,075

 

 

 

114,424

 

Prepaid expenses and other

 

10,468

 

 

 

8,871

 

 

 

15,803

 

Current assets

 

171,856

 

 

 

182,801

 

 

 

256,961

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

32,131

 

 

 

37,784

 

 

 

41,838

 

Operating lease right-of-use assets

 

178,794

 

 

 

193,244

 

 

 

216,871

 

Other

 

3,654

 

 

 

4,055

 

 

 

6,299

 

Total Assets

$

386,435

 

 

$

417,884

 

 

$

521,969

 

 

 

 

 

 

 

 

 

 

Accounts payable

$

36,579

 

 

$

45,930

 

 

$

31,971

 

Accrued liabilities

 

45,194

 

 

 

46,454

 

 

 

48,773

 

Operating lease liabilities

 

57,838

 

 

 

54,632

 

 

 

53,155

 

Total current liabilities

 

139,611

 

 

 

147,016

 

 

 

133,899

 

 

 

 

 

 

 

 

 

 

Operating lease liabilities-non-current

 

136,181

 

 

 

156,240

 

 

 

183,117

 

Borrowings under revolving credit facility

 

17,860

 

 

 

12,000

 

 

 

 

Long term debt

 

28,448

 

 

 

26,374

 

 

 

24,439

 

Other non-current liabilities

 

719

 

 

 

3,432

 

 

 

2,859

 

Asset retirement obligation - non-current

 

1,085

 

 

 

1,021

 

 

 

971

 

Liabilities subject to compromise

 

 

 

 

 

 

 

110,043

 

Total Liabilities

 

323,904

 

 

 

346,083

 

 

 

455,328

 

 

 

 

 

 

 

 

 

 

Stockholders' Equity

 

62,531

 

 

 

71,801

 

 

 

66,641

 

 

 

 

 

 

 

 

 

 

Total Liabilities and Equity

$

386,435

 

 

$

417,884

 

 

$

521,969

 

 


 

Tuesday Morning Corporation

Condensed Consolidated Statement of Operations

(In thousands, except per share data)

unaudited

 

 

 

For the Three Months Ended December 31,

 

 

For the Six Months Ended December 31,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

251,382

 

 

$

198,625

 

 

$

428,254

 

 

$

360,171

 

Cost of sales

 

 

179,838

 

 

 

138,571

 

 

 

305,696

 

 

 

249,047

 

Gross margin

 

 

71,544

 

 

 

60,054

 

 

 

122,558

 

 

 

111,124

 

Selling, general and administrative expenses

 

 

67,662

 

 

 

63,348

 

 

 

127,939

 

 

 

125,418

 

Restructuring, impairment, and abandonment charges

 

 

436

 

 

 

1,018

 

 

 

2,866

 

 

 

6,507

 

Operating earnings/(loss) before interest, reorganization and other income/(expense)

 

 

3,446

 

 

 

(4,312

)

 

 

(8,247

)

 

 

(20,801

)

Other income/(expense):

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(1,885

)

 

 

(2,514

)

 

 

(3,601

)

 

 

(5,267

)

Reorganization items, net

 

 

241

 

 

 

48,142

 

 

 

(1,051

)

 

 

85,766

 

Other income, net

 

 

83

 

 

 

(198

)

 

 

132

 

 

 

(192

)

Earnings/(loss) before income taxes

 

 

1,885

 

 

 

41,118

 

 

 

(12,767

)

 

 

59,506

 

Income tax expense/(benefit)

 

 

(9

)

 

 

779

 

 

 

(58

)

 

 

543

 

Net earnings/(loss)

 

$

1,894

 

 

$

40,339

 

 

$

(12,709

)

 

$

58,963

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Share

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings/(loss) per common share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.02

 

 

$

0.88

 

 

$

(0.15

)

 

$

1.29

 

Diluted

 

$

0.02

 

 

$

0.88

 

 

$

(0.15

)

 

$

1.29

 

Weighted average number of common shares:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

84,677

 

 

 

45,511

 

 

 

84,494

 

 

 

45,460

 

Diluted

 

 

89,398

 

 

 

45,511

 

 

 

84,494

 

 

 

45,460

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

Tuesday Morning Corporation

Condensed Consolidated Statement of Cash Flows

(In thousands)

unaudited

 

 

 

For the Six Months Ended December 31,

 

 

 

2021

 

 

2020

 

Cash flows from operating activities

 

 

 

 

 

 

Net earnings/(loss)

 

$

(12,709

)

 

$

58,963

 

Adjustments to reconcile net earnings/(loss) to net cash provided by/(used) in operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

6,806

 

 

 

8,306

 

Loss on impairment and abandonment of assets

 

 

2,126

 

 

 

5,638

 

Amortization of financing costs and interest expense

 

 

2,565

 

 

 

4,747

 

(Gain)/loss on disposal of assets

 

 

69

 

 

 

(1,429

)

Gain on sale-leaseback

 

 

 

 

 

(49,639

)

Share-based compensation

 

 

3,045

 

 

 

964

 

Gain on lease terminations

 

 

 

 

 

(93,264

)

Deferred income taxes

 

 

(118

)

 

 

 

Construction allowances from landlords

 

 

449

 

 

 

120

 

Change in operating assets and liabilities

 

 

(29,446

)

 

 

54,976

 

Net cash used in operating activities

 

 

(27,213

)

 

 

(10,618

)

Cash flows from investing activities

 

 

 

 

 

 

Capital expenditures

 

 

(3,536

)

 

 

(1,392

)

Proceeds from sale-leaseback

 

 

 

 

 

68,566

 

Proceeds from sales of assets

 

 

 

 

 

1,896

 

Net cash provided by/(used in) investing activities

 

 

(3,536

)

 

 

69,070

 

Cash flows from financing activities

 

 

 

 

 

 

Proceeds from borrowings under revolving credit facility

 

 

471,990

 

 

 

424,659

 

Repayments of borrowings under revolving credit facility

 

 

(466,130

)

 

 

(424,759

)

Proceeds from term loan

 

 

 

 

 

25,000

 

Proceeds from the exercise of employee stock options

 

 

467

 

 

 

 

Tax payments related to vested stock awards

 

 

(12

)

 

 

 

Payments on finance leases

 

 

(100

)

 

 

(120

)

Payments of financing fees

 

 

 

 

 

(3,174

)

Net cash provided by financing activities

 

 

6,215

 

 

 

21,606

 

 

 

 

 

 

 

 

Net increase (decrease) in cash, cash equivalents and restricted cash

 

 

(24,534

)

 

 

80,058

 

Cash, cash equivalents and restricted cash at beginning of period

 

 

28,855

 

 

 

46,676

 

Cash, cash equivalents and restricted cash at end of period

 

$

4,321

 

 

$

126,734

 

 


 

Tuesday Morning Corporation

Non-GAAP Financial Measures

Unaudited

 

Non-GAAP Financial Measures

We define EBITDA as net earnings or net loss before interest, income taxes, depreciation, and amortization. Adjusted EBITDA reflects further adjustments to EBITDA to eliminate the impact of certain items, including certain non-cash items and other items that we believe are not representative of our core operating performance. These measures are not presentations made in accordance with GAAP. EBITDA and Adjusted EBITDA should not be considered as alternatives to net income or loss as a measure of operating performance. In addition, EBITDA and Adjusted EBITDA are not presented as a measure of liquidity. EBITDA and Adjusted EBITDA should not be considered in isolation, or as substitutes for analysis of our results as reported under GAAP and Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by such adjustments. We believe it is useful for investors to see these EBITDA and Adjusted EBITDA measures that management uses to evaluate our operating performance. These non-GAAP financial measures are included to supplement our financial information presented in accordance with GAAP and because we use these measures to monitor and evaluate the performance of our business as a supplement to GAAP measures and we believe the presentation of these non-GAAP measures enhances investors’ ability to analyze trends in our business and evaluate our performance. EBITDA and Adjusted EBITDA are also frequently used by analysts, investors and other interested parties to evaluate companies in our industry. The non-GAAP measures presented may not be comparable to similarly titled measures used by other companies.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

Tuesday Morning Corporation

Adjusted EBITDA

(In thousands)

unaudited

 

 

 

For the Three Months Ended December 31,

 

 

For the Six Months Ended December 31,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings/(loss)

 

$

1,894

 

 

$

40,339

 

 

$

(12,709

)

 

$

58,963

 

Depreciation and amortization

 

 

3,409

 

 

 

3,922

 

 

 

6,806

 

 

 

8,306

 

Interest expense, net

 

 

1,885

 

 

 

2,514

 

 

 

3,601

 

 

 

5,267

 

Income tax provision/(benefits)

 

 

(9

)

 

 

779

 

 

 

(58

)

 

 

543

 

EBITDA (non-GAAP)

 

$

7,179

 

 

$

47,554

 

 

$

(2,360

)

 

$

73,079

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based compensation expense (1)

 

$

1,872

 

 

$

382

 

 

$

3,045

 

 

$

964

 

Restructure, impairment and abandonment charges (2)

 

 

436

 

 

 

1,018

 

 

 

2,866

 

 

 

6,507

 

Re-organization items, net (3)

 

 

(241

)

 

 

(48,142

)

 

 

1,051

 

 

 

(85,766

)

Other (4)

 

 

63

 

 

 

-

 

 

 

(954

)

 

 

-

 

Adjusted EBITDA (non-GAAP)

 

$

9,309

 

 

$

812

 

 

$

3,648

 

 

$

(5,216

)

 

(1) Adjustment includes charges related to share-based compensation programs, which vary from period to period depending on volume, timing and vesting of awards. We adjust for these charges to facilitate comparisons from period to period

 

(2) For the three months ended December 31, 2021, adjustments included restructuring, impairment and abandonment charges related to employee retention cost. For the six months ended December 31, 2021, adjustments related to software impairment charges and employee retention cost. For the three and six months ended December 31, 2020, adjustments include restructuring, impairment and abandonment charges primarily related to our permanent store and Phoenix, Arizona distribution center closing plans as well as severance and employee retention cost. Decisions regarding store closures and the Phoenix distribution center were made in the fourth quarter of fiscal 2020, prior to filing the Chapter 11 Cases; however, the closure of the Phoenix distribution center was not completed until the second quarter of fiscal 2021.

 

(3) For the three and six months ended December 31, 2021, adjustments included claims related cost as well as professional and legal fees related to our reorganization. For the three months ended December 31, 2020, adjustments included a gain resulting from store lease termination under our permanent closure plan offset by professional and legal fees related to our reorganization.

 

(4) For the three and six months ended December 31, 2021, adjustments included non-cash benefit recognized related to cash settled awards in our long-term incentive plan.