EX-99.1 2 a18-35065_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

Press Release

For Further Information Contact:

 

INVESTORS:

 

MEDIA:

Byron Purcell

 

Susan Henderson

(717) 975-5809

 

(717) 730-7766

or investor@riteaid.com

 

 

 

FOR IMMEDIATE RELEASE

 

Rite Aid Reports Fiscal 2019 Second Quarter Results

 

·            Second Quarter Net Loss from Continuing Operations of $352.3 Million or $0.33 Per Share, Compared to the Prior Year Second Quarter Net Income of $188.4 Million or $0.18 Per Share

 

·                  Second Quarter Net Loss includes $282.6 Million of Intangible Asset Impairment Charges, Net of Tax

·                  Prior Year Second Quarter Net Income Includes Receipt of a $325 Million Merger Termination Fee from Walgreen’s Boots Alliance

 

·            Second Quarter Adjusted Net Loss from Continuing Operations of $7.9 million or $0.01 Per Share, Compared to the Prior Year Second Quarter Adjusted Net Income of $17.4 Million or $0.02 Per Share

 

·            Second Quarter Adjusted EBITDA from Continuing Operations of $148.6 Million, Compared to the Prior Year Adjusted EBITDA from Continuing Operations of $136.9 Million and Prior Year Pro-forma Adjusted EBITDA from Continuing Operations of $160.9 Million

 

·            Rite Aid Confirms Fiscal 2019 Outlook for Adjusted EBITDA, Revenues and Same Store Sales

 

·            Rite Aid Separately Announces Governance Changes and the Nomination of Three New Independent Directors

 

CAMP HILL, Pa. (Sept. 27, 2018) - Rite Aid Corporation (NYSE: RAD) today reported operating results for its second fiscal quarter ended September 1, 2018.

 

For the second quarter, the company reported net loss from continuing operations of $352.3 million, or $0.33 per share, Adjusted net loss from continuing operations of $7.9 million, or $0.01 per share, and Adjusted EBITDA from continuing operations of $148.6 million, or 2.7 percent of revenues.

 

“During the quarter, we have been hard at work accelerating our standalone strategy to capitalize on key opportunities to grow our business,” said Rite Aid Chairman and CEO John Standley. “These efforts helped us drive significant improvement in front-end and pharmacy comparable stores sales and exceed our plans for script count growth. With our trusted brand of health and wellness, highly popular customer loyalty program, innovative Wellness format and expanding offering of health and wellness services, we have a strong foundation for growth.”

 

“While we have important work ahead of us, we also have full confidence in our strategy, our team and our company to succeed in building significant momentum for the future as we continue to work to meet the evolving needs of our customers and create value for our shareholders,” Standley added.

 

-MORE-

 



 

Second Quarter Summary

 

Revenues from continuing operations for the quarter were $5.4 billion compared to revenues from continuing operations of $5.3 billion in the prior year’s second quarter. Retail Pharmacy Segment revenues were $3.9 billion and increased 0.2 percent compared to the prior year period due to an increase in same store sales, partially offset by a reduction in store count. Revenues in the Pharmacy Services Segment were $1.6 billion, an increase of 4.6 percent compared to the prior year period, which was due to an increase in Medicare Part D membership.

 

Same store sales from Retail Pharmacy continuing operations for the quarter increased 1.0 percent compared to the prior year, consisting of a 1.6 percent increase in pharmacy sales and 0.1 percent decrease in front-end sales. Pharmacy sales included an approximate 107 basis point negative impact from new generic introductions. The number of prescriptions filled in same stores, adjusted to 30-day equivalents, increased 1.1 percent compared to the prior year period. Prescription sales from continuing operations accounted for 66.4 percent of total drugstore sales.

 

Net loss from continuing operations was $352.3 million or $0.33 per share compared to last year’s second quarter net income from continuing operations of $188.4 million or $0.18 per share. The company’s net loss in the quarter ended September 1, 2018 was due primarily to a charge of $282.6 million, net of tax, for the impairment of intangible assets, including goodwill, related to our Pharmacy Services Segment. The company’s net income in the quarter ended September 2, 2017 was positively impacted by the receipt of the $325.0 million merger termination fee from Walgreens Boots Alliance, Inc. (Nasdaq: WBA) for the termination of the merger agreement. Also impacting results was an increase in lease termination and impairment charges, merger and acquisition related costs and a litigation settlement, offset by an increase in Adjusted EBITDA.

 

Adjusted EBITDA from continuing operations was $148.6 million or 2.7 percent of revenues for the second quarter compared to Adjusted EBITDA from continuing operations of $136.9 million or 2.6 percent of revenues for the same period last year, an increase of $11.7 million. Adjusted EBITDA for the second quarter included $23.2 million of fees under the Transition Services Agreement (The “TSA”) with WBA. Prior year Adjusted EBITDA from continuing operations does not include $24.0 million of fees that would have been earned if all of the stores that were sold to WBA were supported under the TSA for that period. Fiscal 2018 second quarter Pro-forma Adjusted EBITDA from continuing operations would have been $160.9 million after adjusting for these fees. Second quarter Adjusted EBITDA from continuing operations declined $12.3 million compared to the prior year Pro-forma Adjusted EBITDA from continuing operations for the same period. The retail pharmacy segment Adjusted EBITDA from continuing operations decreased $8.0 million compared to the prior year Pro Forma Adjusted EBITDA from continuing operations due to a decline in pharmacy gross profit, which was driven by a decline in reimbursement rates which we were unable to fully offset with generic drug purchasing efficiencies and script growth. The pharmacy services segment Adjusted EBITDA decreased $4.3 million due to margin compression in the company’s commercial business and other operating investments to support current year and future growth.

 

In the second quarter, the company remodeled 33 stores, bringing the total number of wellness stores chainwide to 1,726. During the second quarter, the company closed 8 stores and opened 1 store, resulting in a total store count of 2,526 at the end of the second quarter.

 

Outlook for Fiscal 2019

 

Rite Aid is confirming its fiscal 2019 outlook for revenues, same store sales, Adjusted EBITDA and capital expenditures. Rite Aid expects revenues to be between $21.7 billion and $22.1 billion in fiscal 2019 with same store sales expected to range from an increase of 0.0 percent to 1.0 percent over fiscal 2018. Adjusted EBITDA (which is reconciled to net loss in the attached table) is expected to be between $540.0 million and $590.0 million. Capital expenditures are expected to be approximately $250 million.

 

2



 

Net loss is now expected to be between $440 million and $485 million, which is higher than previously announced due primarily to the impairment charges incurred this quarter. Additionally, during the second quarter of fiscal 2019, we modified our definition of adjusted net (loss) income to reflect the add back of all amortization rather than the amortization of EnvisionRx intangible assets only. After giving effect to the change in our definition, adjusted net (loss) income per share is now expected to be between a loss of $0.03 and income of $0.01.

 

Governance and Board Changes

 

As announced in a separate press release today, Rite Aid is making changes to its Board composition and governance structure, including the nomination of three new independent directors and the separation of the positions of Chairman and Chief Executive Officer. The changes follow the Board’s ongoing engagement with Rite Aid’s stockholders and strengthen and enhance the Board’s governance oversight consistent with the company’s commitment to align its interests with those of its stockholders.

 

As part of the changes, Robert E. Knowling, Jr., Louis P. Miramontes and Arun Nayar will stand for election at the 2018 Annual Meeting of Stockholders, replacing current Rite Aid Directors David Jessick, Myrtle Potter and Frank Savage, who will not stand for re-election. In addition, current director Bruce G. Bodaken will hold the position of Chairman, effective at the Annual Meeting.

 

Conference Call Broadcast

 

Rite Aid will hold an analyst call at 8:30 a.m. Eastern Time today with remarks by Rite Aid’s management team. The call will be simulcast via the internet and can be accessed at www.riteaid.com in the conference call section of investor information. A playback of the call will also be available by telephone beginning at 12:00 p.m. Eastern Time today until 11:59 p.m. Eastern Time on Sept. 30, 2018. The playback number is 1-855-859-2056 from within the U.S. and Canada or 1-404-537-3406 from outside the U.S. and Canada with the eight-digit reservation number 4074799.

 

Rite Aid is one of the nation’s leading drugstore chains with 2,526 stores in 19 states. Information about Rite Aid, including corporate background and press releases, is available through Rite Aid’s website at www.riteaid.com.

 

Cautionary Statement Regarding Forward-Looking Statements

 

Statements in this release that are not historical, are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements regarding Rite Aid’s outlook for fiscal 2019; the expected timing and the ability to complete the subsequent closings of the sale of the remaining Rite Aid distribution centers and related assets to WBA; Rite Aid’s competitive position and ability to implement new strategies following completion of such transaction with WBA and following the termination of the proposed merger with Albertsons Companies, Inc. (“ACI”); and any assumptions underlying any of the foregoing. Words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “should,” and “will” and variations of such words and similar expressions are intended to identify such forward-looking statements.

 

These forward-looking statements are not guarantees of future performance and involve risks, assumptions and uncertainties, including, but not limited to, our high level of indebtedness and our ability to make interest and principal payments on our debt and satisfy the other covenants contained in our debt agreements; general economic, industry, market, competitive, regulatory and political conditions;

 

3



 

our ability to improve the operating performance of our stores in accordance with our long term strategy; the impact of private and public third-party payers continued reduction in prescription drug reimbursements and efforts to encourage mail order; our ability to manage expenses and our investments in working capital; outcomes of legal and regulatory matters; changes in legislation or regulations, including healthcare reform; our ability to achieve the benefits of our efforts to reduce the costs of our generic and other drugs; risks related to the pending sale of the remaining Rite Aid distribution centers and related assets to WBA, including the possibility that the transactions may not close, or the business of Rite Aid may suffer as a result of uncertainty surrounding the pending transactions; risks resulting from the termination of the proposed merger with ACI, including the risk that the termination could have an adverse effect on Rite Aid’s ability to retain customers and retain and hire key personnel and maintain relationships with suppliers and customers and on our operating results and businesses generally; the risk of litigation related to the termination of the merger agreement with ACI or the proposed merger; and potential changes to our strategy following the termination of the proposed merger with ACI, which may include delaying or reducing capital or other expenditures, selling assets or other operations, attempting to restructure or refinance our debt, or seeking additional capital, and other business effects. These and other risks, assumptions and uncertainties are more fully described in Item 1A (Risk Factors) of our most recent Annual Report on Form 10-K and in other documents that we file or furnish with the Securities and Exchange Commission (the “SEC”), which you are encouraged to read. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Accordingly, you are cautioned not to place undue reliance on these forward- looking statements, which speak only as of the date they are made. Rite Aid expressly disclaims any current intention to update publicly any forward-looking statement after the distribution of this release, whether as a result of new information, future events, changes in assumptions or otherwise.

 

Reconciliation of Non-GAAP Financial Measures

 

Rite Aid separately reports financial results on the basis of Adjusted Net Income (Loss), Adjusted Net Income (Loss) per Diluted Share, Adjusted EBITDA and Pro-Forma Adjusted EBITDA which are non-GAAP financial measures. See the attached tables for a reconciliation of Adjusted Net Income (Loss), Adjusted Net Income (Loss) per Diluted Share, Adjusted EBITDA and Pro-Forma Adjusted EBITDA to net income (loss), and net income (loss) per diluted share, which are the most directly comparable GAAP financial measures. Adjusted Net Income (Loss) and Adjusted Net Income (Loss) per Diluted Share exclude amortization expense, merger and acquisition-related costs, non-recurring litigation settlement, loss on debt retirements, LIFO adjustments, goodwill and intangible asset impairment charges and the WBA merger termination fee. The current calculations of Adjusted Net Income (Loss) and Adjusted Net Income (Loss) per Diluted Share reflect a modification made in the second quarter of fiscal 2019 to add back all amortization expenses rather than the amortization of EnvisionRx intangible assets only. Adjusted EBITDA is defined as net income (loss) excluding the impact of income taxes, interest expense, depreciation and amortization, LIFO adjustments, charges or credits for facility closing and impairment, goodwill and intangible asset impairment charges, inventory write-downs related to store closings, loss on debt retirements, the WBA merger termination fee, and other items (including stock-based compensation expense, merger and acquisition-related costs, non-recurring litigation settlement, severance and costs related to facility closures and gain or loss on sale of assets). The current calculation of Adjusted EBITDA reflects a modification made in the second quarter of fiscal 2019 to eliminate the add back of revenue deferrals related to our customer loyalty program and to present amounts previously included within other as separate reconciling items. We further note that the add back of LIFO (credit) charge when calculating Adjusted EBITDA, Adjusted Net Income (Loss) and Adjusted Net Income (Loss) per Diluted Share removes the entire impact of LIFO (credits) charges, and effectively reflects Rite Aid’s results as if the company was on a FIFO inventory basis.

 

Rite Aid believes that Pro Forma Adjusted EBITDA is beneficial to investors to reflect what Rite Aid’s financial results would have been had it received all of the fees that it would have earned pursuant to the TSA with WBA for the relevant period. Rite Aid defines Pro Forma Adjusted EBITDA as Adjusted EBITDA plus the fees that would have been earned under the TSA with WBA for the relevant period, and in order to improve comparability.

 

###

 

4



 

RITE AID CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

(unaudited)

 

 

 

September 1, 2018

 

March 3, 2018

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

132,468

 

$

447,334

 

Accounts receivable, net

 

2,039,605

 

1,869,100

 

Inventories, net of LIFO reserve of $594,413 and $581,090

 

1,848,287

 

1,799,539

 

Prepaid expenses and other current assets

 

169,313

 

181,181

 

Current assets held for sale

 

181,989

 

438,137

 

Total current assets

 

4,371,662

 

4,735,291

 

Property, plant and equipment, net

 

1,350,735

 

1,431,246

 

Goodwill

 

1,108,135

 

1,421,120

 

Other intangibles, net

 

480,520

 

590,443

 

Deferred tax assets

 

635,127

 

594,019

 

Other assets

 

219,489

 

217,208

 

Total assets

 

$

8,165,668

 

$

8,989,327

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current maturities of long-term debt and lease financing obligations

 

$

18,668

 

$

20,761

 

Accounts payable

 

1,733,989

 

1,651,363

 

Accrued salaries, wages and other current liabilities

 

938,940

 

1,231,736

 

Current liabilities held for sale

 

 

560,205

 

Total current liabilities

 

2,691,597

 

3,464,065

 

Long-term debt, less current maturities

 

3,481,741

 

3,340,099

 

Lease financing obligations, less current maturities

 

26,537

 

30,775

 

Other noncurrent liabilities

 

509,843

 

553,378

 

Total liabilities

 

6,709,718

 

7,388,317

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock

 

1,066,050

 

1,067,318

 

Additional paid-in capital

 

4,859,462

 

4,850,712

 

Accumulated deficit

 

(4,435,741

)

(4,282,471

)

Accumulated other comprehensive loss

 

(33,821

)

(34,549

)

Total stockholders’ equity

 

1,455,950

 

1,601,010

 

Total liabilities and stockholders’ equity

 

$

8,165,668

 

$

8,989,327

 

 



 

RITE AID CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share amounts)

(unaudited)

 

 

 

Thirteen weeks ended
September 1, 2018

 

Thirteen weeks ended
September 2, 2017

 

Revenues

 

$

5,421,362

 

$

5,345,011

 

Costs and expenses:

 

 

 

 

 

Cost of revenues

 

4,260,211

 

4,183,338

 

Selling, general and administrative expenses

 

1,153,991

 

1,141,844

 

Lease termination and impairment charges

 

39,609

 

3,113

 

Goodwill and intangible asset impairment charges

 

375,190

 

 

Interest expense

 

56,233

 

50,857

 

Walgreens Boots Alliance merger termination fee

 

 

(325,000

)

Gain on sale of assets, net

 

(4,965

)

(14,951

)

 

 

 

 

 

 

 

 

5,880,269

 

5,039,201

 

 

 

 

 

 

 

(Loss) income from continuing operations before income taxes

 

(458,907

)

305,810

 

Income tax (benefit) expense

 

(106,559

)

117,450

 

Net (loss) income from continuing operations

 

(352,348

)

188,360

 

Net loss from discontinued operations, net of tax

 

(6,792

)

(17,644

)

Net (loss) income

 

$

(359,140

)

$

170,716

 

 

 

 

 

 

 

Basic and diluted (loss) income per share:

 

 

 

 

 

 

 

 

 

 

 

Numerator for (loss) income per share:

 

 

 

 

 

Net (loss) income from continuing operations attributable to common stockholders - basic and diluted

 

$

(352,348

)

$

188,360

 

Net loss from discontinued operations attributable to common stockholders - basic and diluted

 

(6,792

)

(17,644

)

(Loss) income attributable to common stockholders - basic and diluted

 

$

(359,140

)

$

170,716

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

Basic weighted average shares

 

1,056,464

 

1,048,548

 

Outstanding options and restricted shares, net

 

 

18,668

 

Diluted weighted average shares

 

1,056,464

 

1,067,216

 

 

 

 

 

 

 

Basic and diluted (loss) income per share

 

 

 

 

 

Continuing operations

 

$

(0.33

)

$

0.18

 

Discontinued operations

 

$

(0.01

)

$

(0.02

)

Net basic and diluted (loss) income per share

 

$

(0.34

)

$

0.16

 

 



 

RITE AID CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share amounts)

(unaudited)

 

 

 

Twenty-six weeks ended
September 1, 2018

 

Twenty-six weeks ended
September 2, 2017

 

Revenues

 

$

10,809,852

 

$

10,781,534

 

Costs and expenses:

 

 

 

 

 

Cost of revenues

 

8,479,952

 

8,457,918

 

Selling, general and administrative expenses

 

2,306,618

 

2,302,784

 

Lease termination and impairment charges

 

49,468

 

7,151

 

Goodwill and intangible asset impairment charges

 

375,190

 

 

Interest expense

 

119,025

 

101,857

 

Loss on debt retirements, net

 

554

 

 

Walgreens Boots Alliance merger termination fee

 

 

(325,000

)

Gain on sale of assets, net

 

(10,824

)

(20,828

)

 

 

 

 

 

 

 

 

11,319,983

 

10,523,882

 

 

 

 

 

 

 

(Loss) income from continuing operations before income taxes

 

(510,131

)

257,652

 

Income tax (benefit) expense

 

(116,056

)

105,329

 

Net (loss) income from continuing operations

 

(394,075

)

152,323

 

Net income (loss) from discontinued operations, net of tax

 

249,351

 

(56,956

)

Net (loss) income

 

$

(144,724

)

$

95,367

 

 

 

 

 

 

 

Basic and diluted (loss) income per share:

 

 

 

 

 

 

 

 

 

 

 

Numerator for (loss) income per share:

 

 

 

 

 

Net (loss) income from continuing operations attributable to common stockholders - basic and diluted

 

$

(394,075

)

$

152,323

 

Net income (loss) from discontinued operations attributable to common stockholders - basic and diluted

 

249,351

 

(56,956

)

(Loss) income attributable to common stockholders - basic and diluted

 

$

(144,724

)

$

95,367

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

Basic weighted average shares

 

1,055,424

 

1,047,687

 

Outstanding options and restricted shares, net

 

 

22,597

 

Diluted weighted average shares

 

1,055,424

 

1,070,284

 

 

 

 

 

 

 

Basic and diluted (loss) income per share

 

 

 

 

 

Continuing operations

 

$

(0.37

)

$

0.14

 

Discontinued operations

 

$

0.23

 

$

(0.05

)

Net basic and diluted (loss) income per share

 

$

(0.14

)

$

0.09

 

 



 

RITE AID CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(unaudited)

 

 

 

 

Thirteen weeks ended
September 1, 2018

 

Thirteen weeks ended
September 2, 2017

 

 

 

 

 

 

 

OPERATING ACTIVITIES:

 

 

 

 

 

Net (loss) income

 

$

(359,140

)

$

170,716

 

Net loss from discontinued operations, net of tax

 

(6,792

)

(17,644

)

Net (loss) income from continuing operations

 

$

(352,348

)

$

188,360

 

Adjustments to reconcile to net cash (used in) provided by operating activities of continuing operations:

 

 

 

 

 

Depreciation and amortization

 

89,743

 

95,655

 

Lease termination and impairment charges

 

39,609

 

3,113

 

Goodwill and intangible asset impairment charges

 

375,190

 

 

LIFO charge

 

3,358

 

3,436

 

Gain on sale of assets, net

 

(4,965

)

(14,951

)

Stock-based compensation expense

 

5,215

 

6,324

 

Changes in deferred taxes

 

(112,452

)

103,010

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

(129,565

)

(54,137

)

Inventories

 

(62,751

)

(55,522

)

Accounts payable

 

(17

)

93,584

 

Other assets

 

(18,334

)

(33,395

)

Other liabilities

 

(117,271

)

(87,773

)

Net cash (used in) provided by operating activities of continuing operations

 

(284,588

)

247,704

 

INVESTING ACTIVITIES:

 

 

 

 

 

Payments for property, plant and equipment

 

(44,594

)

(40,791

)

Intangible assets acquired

 

(6,864

)

(4,158

)

Proceeds from insured loss

 

 

1,490

 

Proceeds from dispositions of assets and investments

 

5,813

 

8,768

 

Net cash used in investing activities of continuing operations

 

(45,645

)

(34,691

)

FINANCING ACTIVITIES:

 

 

 

 

 

Net proceeds from (payments to) revolver

 

1,145,000

 

(100,000

)

Principal payments on long-term debt

 

(2,640

)

(883

)

Change in zero balance cash accounts

 

(18,184

)

(18,579

)

Net proceeds from the issuance of common stock

 

392

 

68

 

Payments for taxes related to net share settlement of equity awards

 

(2,244

)

(3,924

)

Net cash provided by (used in) financing activities of continuing operations

 

1,122,324

 

(123,318

)

Cash flows from discontinued operations:

 

 

 

 

 

Operating activities of discontinued operations

 

12,047

 

(42,607

)

Investing activities of discontinued operations

 

 

(19,613

)

Financing activities of discontinued operations

 

(818,762

)

(2,946

)

Net cash used in discontinued operations

 

(806,715

)

(65,166

)

(Decrease) increase in cash and cash equivalents

 

(14,624

)

24,529

 

Cash and cash equivalents, beginning of period

 

147,092

 

214,449

 

Cash and cash equivalents, end of period

 

$

132,468

 

$

238,978

 

 



 

RITE AID CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(unaudited)

 

 

 

Twenty-six weeks ended
September 1, 2018

 

Twenty-six weeks ended
September 2, 2017

 

 

 

 

 

 

 

OPERATING ACTIVITIES:

 

 

 

 

 

Net (loss) income

 

$

(144,724

)

$

95,367

 

Net income (loss) from discontinued operations, net of tax

 

249,351

 

(56,956

)

Net (loss) income from continuing operations

 

$

(394,075

)

$

152,323

 

Adjustments to reconcile to net cash (used in) provided by operating activities of continuing operations:

 

 

 

 

 

Depreciation and amortization

 

184,272

 

196,684

 

Lease termination and impairment charges

 

49,468

 

7,151

 

Goodwill and intangible asset impairment charges

 

375,190

 

 

LIFO charge

 

13,324

 

13,609

 

Gain on sale of assets, net

 

(10,824

)

(20,828

)

Stock-based compensation expense

 

10,246

 

15,362

 

Loss on debt retirements, net

 

554

 

 

Changes in deferred taxes

 

(124,807

)

64,850

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

(323,724

)

(88,748

)

Inventories

 

(31,650

)

(27,454

)

Accounts payable

 

207,943

 

59,271

 

Other assets

 

(11,232

)

(14,262

)

Other liabilities

 

(245,587

)

(62,485

)

Net cash (used in) provided by operating activities of continuing operations

 

(300,902

)

295,473

 

INVESTING ACTIVITIES:

 

 

 

 

 

Payments for property, plant and equipment

 

(92,565

)

(79,116

)

Intangible assets acquired

 

(20,519

)

(9,679

)

Proceeds from insured loss

 

 

3,627

 

Proceeds from dispositions of assets and investments

 

15,729

 

17,407

 

Proceeds from sale-leaseback transactions

 

2,587

 

 

Net cash used in investing activities of continuing operations

 

(94,768

)

(67,761

)

FINANCING ACTIVITIES:

 

 

 

 

 

Net proceeds from (payments to) revolver

 

1,335,000

 

(190,000

)

Principal payments on long-term debt

 

(433,746

)

(4,386

)

Change in zero balance cash accounts

 

(17,101

)

10,189

 

Net proceeds from the issuance of common stock

 

1,302

 

215

 

Payments for taxes related to net share settlement of equity awards

 

(2,244

)

(4,071

)

Financing fees paid for early debt redemption

 

(13

)

 

Net cash provided by (used in) financing activities of continuing operations

 

883,198

 

(188,053

)

Cash flows from discontinued operations:

 

 

 

 

 

Operating activities of discontinued operations

 

(62,003

)

2,358

 

Investing activities of discontinued operations

 

603,402

 

(44,739

)

Financing activities of discontinued operations

 

(1,343,793

)

(3,710

)

Net cash used in discontinued operations

 

(802,394

)

(46,091

)

Decrease in cash and cash equivalents

 

(314,866

)

(6,432

)

Cash and cash equivalents, beginning of period

 

447,334

 

245,410

 

Cash and cash equivalents, end of period

 

$

132,468

 

$

238,978

 

 



 

RITE AID CORPORATION AND SUBSIDIARIES

 

SUPPLEMENTAL SEGMENT OPERATING INFORMATION

(Dollars in thousands)

(unaudited)

 

 

 

Thirteen weeks ended
September 1, 2018

 

Thirteen weeks ended
September 2, 2017

 

 

 

 

 

 

 

Retail Pharmacy Segment

 

 

 

 

 

Revenues from continuing operations (a)

 

$

3,911,512

 

$

3,901,842

 

Cost of revenues from continuing operations (a)

 

2,859,875

 

2,843,431

 

Gross profit from continuing operations

 

1,051,637

 

1,058,411

 

LIFO charge from continuing operations

 

3,358

 

3,436

 

FIFO gross profit from continuing operations

 

1,054,995

 

1,061,847

 

 

 

 

 

 

 

Gross profit as a percentage of revenues - continuing operations

 

26.89

%

27.13

%

LIFO charge as a percentage of revenues - continuing operations

 

0.09

%

0.09

%

FIFO gross profit as a percentage of revenues - continuing operations

 

26.97

%

27.21

%

 

 

 

 

 

 

Selling, general and administrative expenses from continuing operations

 

1,068,944

 

1,066,411

 

Selling, general and administrative expenses as a percentage of revenues - continuing operations

 

27.33

%

27.33

%

 

 

 

 

 

 

Cash interest expense

 

52,295

 

105,207

 

Non-cash interest expense

 

3,938

 

5,434

 

Total interest expense

 

56,233

 

110,641

 

Interest expense - continuing operations

 

56,233

 

50,237

 

Interest expense - discontinued operations

 

 

60,404

 

 

 

 

 

 

 

Adjusted EBITDA - continuing operations

 

103,618

 

87,627

 

Adjusted EBITDA as a percentage of revenues - continuing operations

 

2.65

%

2.25

%

 

 

 

 

 

 

Pharmacy Services Segment

 

 

 

 

 

Revenues (a)

 

$

1,561,811

 

$

1,492,831

 

Cost of revenues (a)

 

1,452,297

 

1,389,569

 

Gross profit

 

109,514

 

103,262

 

 

 

 

 

 

 

Gross profit as a percentage of revenues

 

7.01

%

6.92

%

 

 

 

 

 

 

Adjusted EBITDA

 

44,963

 

49,275

 

Adjusted EBITDA as a percentage of revenues

 

2.88

%

3.30

%

 


(a) - Revenues and cost of revenues include $51,961 and $49,662 of inter-segment activity for the thirteen weeks ended September 1, 2018 and September 2, 2017, respectively, that is eliminated in consolidation.

 



 

RITE AID CORPORATION AND SUBSIDIARIES

 

SUPPLEMENTAL SEGMENT OPERATING  INFORMATION

(Dollars in thousands)

(unaudited)

 

 

 

Twenty-six weeks ended
September 1, 2018

 

Twenty-six weeks ended
September 2, 2017

 

 

 

 

 

 

 

Retail Pharmacy Segment

 

 

 

 

 

Revenues from continuing operations (a)

 

$

7,809,277

 

$

7,874,193

 

Cost of revenues from continuing operations (a)

 

5,688,183

 

5,758,811

 

Gross profit from continuing operations

 

2,121,094

 

2,115,382

 

LIFO charge from continuing operations

 

13,324

 

13,609

 

FIFO gross profit from continuing operations

 

2,134,418

 

2,128,991

 

 

 

 

 

 

 

Gross profit as a percentage of revenues - continuing operations

 

27.16

%

26.86

%

LIFO charge as a percentage of revenues - continuing operations

 

0.17

%

0.17

%

FIFO gross profit as a percentage of revenues - continuing operations

 

27.33

%

27.04

%

 

 

 

 

 

 

Selling, general and administrative expenses from continuing operations

 

2,133,331

 

2,148,452

 

Selling, general and administrative expenses as a percentage of revenues - continuing operations

 

27.32

%

27.28

%

 

 

 

 

 

 

Cash interest expense

 

115,196

 

209,630

 

Non-cash interest expense

 

8,444

 

10,910

 

Total interest expense

 

123,640

 

220,540

 

Interest expense - continuing operations

 

119,025

 

101,199

 

Interest expense - discontinued operations

 

4,615

 

119,341

 

 

 

 

 

 

 

Adjusted EBITDA - continuing operations

 

207,747

 

165,078

 

Adjusted EBITDA as a percentage of revenues - continuing operations

 

2.66

%

2.10

%

 

 

 

 

 

 

Pharmacy Services Segment

 

 

 

 

 

Revenues (a)

 

$

3,104,573

 

$

3,006,072

 

Cost of revenues (a)

 

2,895,767

 

2,797,838

 

Gross profit

 

208,806

 

208,234

 

 

 

 

 

 

 

Gross profit as a percentage of revenues

 

6.73

%

6.93

%

 

 

 

 

 

 

Adjusted EBITDA

 

78,826

 

97,874

 

Adjusted EBITDA as a percentage of revenues

 

2.54

%

3.26

%

 


(a)  -    Revenues and cost of revenues include $103,998 and $98,731 of inter-segment activity for the twenty-six weeks ended September 1, 2018 and September 2, 2017, respectively, that is eliminated in consolidation.

 



 

RITE AID CORPORATION AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

RECONCILIATION OF NET (LOSS) INCOME TO ADJUSTED EBITDA

(In thousands)

(unaudited)

 

 

 

Thirteen weeks ended
September 1, 2018

 

Thirteen weeks ended
September 2, 2017

 

 

 

 

 

 

 

Reconciliation of net (loss) income to adjusted EBITDA:

 

 

 

 

 

Net (loss) income - continuing operations

 

$

(352,348

)

$

188,360

 

Adjustments:

 

 

 

 

 

Interest expense

 

56,233

 

50,857

 

Income tax (benefit) expense

 

(106,559

)

117,450

 

Depreciation and amortization

 

89,743

 

95,655

 

LIFO charge

 

3,358

 

3,436

 

Lease termination and impairment charges

 

39,609

 

3,113

 

Goodwill and intangible asset impairment charges

 

375,190

 

 

Merger and Acquisition-related costs

 

19,031

 

9,632

 

Stock based compensation expense

 

5,215

 

6,324

 

Inventory write-downs related to store closings

 

1,300

 

1,348

 

Litigation settlement

 

18,000

 

 

Gain on sale of assets, net

 

(4,965

)

(14,951

)

Walgreens Boots Alliance merger termination fee

 

 

(325,000

)

Other

 

4,774

 

678

 

Adjusted EBITDA - continuing operations

 

$

148,581

 

$

136,902

 

Percent of revenues - continuing operations

 

2.74

%

2.56

%

 

 

 

 

 

 

Pro-forma Adjustments:

 

 

 

 

 

Adjustment to reflect a full TSA fee

 

 

24,000

 

Pro Forma Adjusted EBITDA - continuing operations

 

$

148,581

 

$

160,902

 

 



 

RITE AID CORPORATION AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

RECONCILIATION OF NET (LOSS) INCOME TO ADJUSTED EBITDA

(In thousands)

(unaudited)

 

 

 

Twenty-six weeks ended
September 1, 2018

 

Twenty-six weeks ended
September 2, 2017

 

 

 

 

 

 

 

Reconciliation of net (loss) income to adjusted EBITDA:

 

 

 

 

 

Net (loss) income - continuing operations

 

$

(394,075

)

$

152,323

 

Adjustments:

 

 

 

 

 

Interest expense

 

119,025

 

101,857

 

Income tax (benefit) expense

 

(116,056

)

105,329

 

Depreciation and amortization

 

184,272

 

196,684

 

LIFO charge

 

13,324

 

13,609

 

Lease termination and impairment charges

 

49,468

 

7,151

 

Goodwill and intangible asset impairment charges

 

375,190

 

 

Loss on debt retirements, net

 

554

 

 

Merger and Acquisition-related costs

 

26,219

 

10,848

 

Stock based compensation expense

 

10,246

 

15,362

 

Inventory write-downs related to store closings

 

5,133

 

3,766

 

Litigation settlement

 

18,000

 

 

Gain on sale of assets, net

 

(10,824

)

(20,828

)

Walgreens Boots Alliance merger termination fee

 

 

(325,000

)

Other

 

6,097

 

1,851

 

Adjusted EBITDA - continuing operations

 

$

286,573

 

$

262,952

 

Percent of revenues - continuing operations

 

2.65

%

2.44

%

 

 

 

 

 

 

 

 

 

 

 

 

Pro-forma Adjustments:

 

 

 

 

 

Adjustment to reflect a full TSA fee

 

 

48,000

 

Pro Forma Adjusted EBITDA - continuing operations

 

$

286,573

 

$

310,952

 

 



 

RITE AID CORPORATION AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

ADJUSTED NET (LOSS) INCOME

(Dollars in thousands, except per share amounts)

(unaudited)

 

 

 

Thirteen weeks ended
September 1, 2018

 

Thirteen weeks ended
September 2, 2017

 

 

 

 

 

 

 

Net (loss) income from continuing operations

 

$

(352,348

)

$

188,360

 

Add back - Income tax (benefit) expense

 

(106,559

)

117,450

 

(Loss) income before income taxes - continuing operations

 

(458,907

)

305,810

 

 

 

 

 

 

 

 

Adjustments:

 

 

 

 

 

Amortization expense

 

32,500

 

36,321

 

LIFO charge

 

3,358

 

3,436

 

Goodwill and intangible asset impairment charges

 

375,190

 

 

Merger and Acquisition-related costs

 

19,031

 

9,632

 

Litigation settlement

 

18,000

 

 

Walgreens Boots Alliance merger termination fee

 

 

(325,000

)

 

 

 

 

 

 

 

Adjusted (loss) income before income taxes - continuing operations

 

(10,828

)

30,199

 

 

 

 

 

 

 

Adjusted income tax (benefit) expense (a)

 

(2,951

)

12,838

 

Adjusted net (loss) income from continuing operations

 

$

(7,877

)

$

17,361

 

 

 

 

 

 

 

 

Adjusted net (loss) income per diluted share - continuing operations:

 

 

 

 

 

 

 

 

 

 

 

Numerator for adjusted net (loss) income per diluted share:

 

 

 

 

 

Adjusted net (loss) income from continuing operations

 

$

(7,877

)

$

17,361

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

Basic weighted average shares

 

1,056,464

 

1,048,548

 

Outstanding options and restricted shares, net

 

 

18,668

 

Diluted weighted average shares

 

1,056,464

 

1,067,216

 

 

 

 

 

 

 

Net (loss) income from continuing operations per diluted share - continuing operations

 

$

(0.33

)

$

0.18

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted net (loss) income per diluted share - continuing operations

 

$

(0.01

)

$

0.02

 

 


(a)   The fiscal year 2019 and 2018 annual effective tax rates, calculated using a federal rate plus a net state rate that excluded the impact of certain state NOL’s, state credits and valuation allowance, was used for the thirteen weeks ended September 1, 2018 and September 2, 2017, respectively.  Note also that the federal tax rate for the thirteen weeks ended September 1, 2018 is 21% compared to 35% for the thirteen weeks ended September 2, 2017.

 



 

RITE AID CORPORATION AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

ADJUSTED NET (LOSS) INCOME

(Dollars in thousands, except per share amounts)

(unaudited)

 

 

 

Twenty-six weeks ended
September 1, 2018

 

Twenty-six weeks ended
September 2, 2017

 

 

 

 

 

 

 

Net (loss) income from continuing operations

 

$

(394,075

)

$

152,323

 

Add back - Income tax (benefit) expense

 

(116,056

)

105,329

 

(Loss) income before income taxes - continuing operations

 

(510,131

)

257,652

 

 

 

 

 

 

 

Adjustments:

 

 

 

 

 

Amortization expense

 

67,900

 

77,283

 

LIFO charge

 

13,324

 

13,609

 

Goodwill and intangible asset impairment charges

 

375,190

 

 

Loss on debt retirements, net

 

554

 

 

Merger and Acquisition-related costs

 

26,219

 

10,848

 

Litigation settlement

 

18,000

 

 

Walgreens Boots Alliance merger termination fee

 

 

(325,000

)

 

 

 

 

 

 

Adjusted (loss) income before income taxes - continuing operations

 

(8,944

)

34,392

 

 

 

 

 

 

 

Adjusted income tax (benefit) expense (a)

 

(2,437

)

14,621

 

Adjusted net (loss) income from continuing operations

 

$

(6,507

)

$

19,771

 

 

 

 

 

 

 

Adjusted net (loss) income per diluted share - continuing operations:

 

 

 

 

 

 

 

 

 

 

 

Numerator for adjusted net (loss) income per diluted share:

 

 

 

 

 

Adjusted net (loss) income from continuing operations

 

$

(6,507

)

$

19,771

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

Basic weighted average shares

 

1,055,424

 

1,047,687

 

Outstanding options and restricted shares, net

 

 

22,597

 

Diluted weighted average shares

 

1,055,424

 

1,070,284

 

 

 

 

 

 

 

Net (loss) income from continuing operations per diluted share - continuing operations

 

$

(0.37

)

$

0.14

 

 

 

 

 

 

 

Adjusted net (loss) income per diluted share - continuing operations

 

$

(0.01

)

$

0.02

 

 


(a)         The fiscal year 2019 and 2018 annual effective tax rates, calculated using a federal rate plus a net state rate that excluded the impact of certain state NOL’s, state credits and valuation allowance, was used for the twenty-six weeks ended September 1, 2018 and September 2, 2017, respectively.  Note also that the federal tax rate for the twenty-six weeks ended September 1, 2018 is 21% compared to 35% for the twenty six weeks ended September 2, 2017.

 



 

RITE AID CORPORATION AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

RECONCILIATION OF NET LOSS GUIDANCE TO ADJUSTED EBITDA GUIDANCE

YEAR ENDING MARCH 2, 2019

(In thousands)

(unaudited)

 

 

 

Guidance Range

 

 

 

Low

 

High

 

 

 

 

 

 

 

Total Revenues

 

$

21,700,000

 

$

22,100,000

 

 

 

 

 

 

 

Same store sales

 

0.00

%

1.00

%

 

 

 

 

 

 

Gross Capital Expenditures

 

$

250,000

 

$

250,000

 

 

 

 

 

 

 

Reconciliation of net loss to adjusted EBITDA:

 

 

 

 

 

Net loss

 

$

(485,000

)

$

(440,000

)

Adjustments:

 

 

 

 

 

Interest expense

 

215,000

 

215,000

 

Income tax benefit

 

(130,000

)

(125,000

)

Depreciation and amortization

 

375,000

 

375,000

 

LIFO charge

 

35,000

 

35,000

 

Lease termination and impairment charges

 

60,000

 

60,000

 

Goodwill and intangible asset impairment charges

 

375,000

 

375,000

 

Merger and Acquisition-related costs

 

34,000

 

34,000

 

Litigation settlement

 

18,000

 

18,000

 

Other

 

43,000

 

43,000

 

Adjusted EBITDA

 

$

540,000

 

$

590,000

 

 



 

RITE AID CORPORATION AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

RECONCILIATION OF NET LOSS GUIDANCE TO ADJUSTED NET (LOSS) INCOME GUIDANCE

YEAR ENDING MARCH 2, 2019

(In thousands)

(unaudited)

 

 

 

Guidance Range

 

 

 

Low

 

High

 

 

 

 

 

 

 

Net loss

 

$

(485,000

)

$

(440,000

)

Add back - income tax benefit

 

(130,000

)

(125,000

)

Loss before income taxes

 

(615,000

)

(565,000

)

 

 

 

 

 

 

Adjustments:

 

 

 

 

 

Amortization expense

 

120,000

 

120,000

 

LIFO charge

 

35,000

 

35,000

 

Goodwill and intangible asset impairment charges

 

375,000

 

375,000

 

Merger and Acquisition-related costs

 

34,000

 

34,000

 

Litigation settlement

 

18,000

 

18,000

 

 

 

 

 

 

 

Adjusted (loss) income before adjusted income taxes

 

(33,000

)

17,000

 

 

 

 

 

 

 

Adjusted income tax (benefit) expense

 

(8,000

)

4,000

 

Adjusted net (loss) income

 

$

(25,000

)

$

13,000

 

 

 

 

 

 

 

Diluted adjusted net (loss) income per share

 

$

(0.03

)

$

0.01