Regis Corporation

Ladies and gentlemen, thank you for standing by. Welcome to the Regis Corporation first quarter fiscal year 2021 earnings call. My name is Anita and I will be your conference facilitator today. At this time, all participants are in a listen-only mode. Following management's presentation, we will conduct a question and answer session. If you would like to ask a question during this time, please press star one on your push button telephone. If you wish to withdraw your question, please press star and two. As a reminder, this call is being recorded for playback and will be available by approximately 12 p.m. Central Time today. I'll now turn the confluence over to Biz Maxine, AVP Finance. Please go ahead.

All right. Good morning, everyone, and thank you for joining us. On the call with me today, we have Felipe Atayde, our Chief Executive Officer, Kirsten Zepfer, the Chief Financial Officer, Eric Bakken, President of our Franchise Segment, and Amanda Ressence, our General Counsel. Before I turn the call over to Felipe, I would like to remind everyone that the language on the forward-looking statement included in our earnings release and 8K filing also apply to our comments made on the call today. These documents can be found on our website, www.regiscorp.com, Backslash Investor Relations. along with any reconciliation of non-GAAP financial measures mentioned on today's call with their corresponding GAAP measures. With that, I will now turn the call over to Felipe.

Thank you, Vince. Good morning, and thank you for joining us. My name is Felipe Atayde, and I'm the newly appointed president and CEO of Regus Corporation. I could not be more excited to be joining this amazing company, and even though these are obviously uncertain times, I believe times like these always open new opportunities. But before I talk about some of the opportunities I see, let me start by sharing my background with you. I spent almost a decade at Restaurant Brands International, a portfolio company of 3G Capital and parent company of the Burger King, Tim Hortons, and Popeyes brands. I joined Burger King shortly after the 3G acquisition and held positions in marketing, operations, and development across all three RBI brands. I served as president of Tim Hortons U.S., President of Burger King Latin America, and most recently as President of the Americas for Popeyes Louisiana Kitchen, where I led the launch of the Popeyes chicken sandwich in a successful revitalization of the brand, resulting in some of the largest same-store sales increases in the history of quick service restaurants. I also led the recovery of Popeyes following the COVID-19 pandemic. Many have asked why I'm excited to have made the transition to Regus, and the answer is simple. Regis' brands are in the business of making people look and feel their best. Hair carries the weight of people's identities. And because we cater to such an important human need, I believe core demands for hair salon services is and always will be inherently strong. Regis has already built the foundation that positions us well for growth, even in the current environment. And the opportunities around us today are very real. The way you see Regis today is exactly how I saw Burger King back in 2011 in terms of the magnitude of the value creation potential for our shareholders and of the wealth creation that can be achieved by our franchisees when we focus on franchise profitability. Existing Regis franchisees who are good partners of our brands and have the right infrastructure, competencies, and resources will have a tremendous opportunity to multiply their footprints both by driving new unit growth in their territories as well as by acting as consolidators were applicable. New hospitality-focused franchisees from different franchise systems will be recruited into our many brands, helping us elevate the level of our customer experience. We are well on our way to becoming a fully franchised business, and my main priority at this moment is to finish the re-franchising process started by Hume, which I plan to do at an accelerated speed. We have seen consistent high interest in the remaining salons left in the portfolio and have been approached by a few potential private equity players who see the current environment as a great opportunity to build a portfolio of hair salons, which can then serve as a platform for future consolidation and aggressive new unit growth. It is an avenue we're exploring to bring in new franchise owners. The hair salon industry in North America is incredibly fragmented. and it's mostly in the hands of independent players. There's a tremendous opportunity for salon chains to earn market share through brand differentiation, differentiation through technology, through marketing, or through advancement opportunities for our stylists. We are the largest hair salon network in the world. We own some of the most iconic brands in North America. We have a strong network of franchisees and a world-class in-house technology group that is not only developing innovative customer-facing technology, but also that will allow us to have a sophisticated business analytics platform based on transactional data from our salons via our Open Salon Pro POS system. This will make us into a much smarter company and allow us to use data analytics to design traffic-driving initiatives, drive product attachment in our salons, and create loyalty programs that will keep our customers coming back. My goal is to make Regus into a brand-led company that is in the business of supporting franchisees with a strong focus on their unit economics. In the franchising world, unsurprisingly, the brands which have grown the fastest are those that have been the most profitable. I consider this to be my most important learning for my 10 years in the restaurant industry. So Regus's obsession has to be and will be the profitability of our franchisees. Finally, I want to acknowledge that there's still work to do when it comes to our G&A as we transition to a fully franchised business model. I have engaged an outside consultant who I have known for many years and worked closely with in my recent days and who's already working with us on the implementation of a zero-based budgeting process at Regis, a process which I have been intimately familiar with in the past days. Zero-based budgeting will create better visibility and control over our expenses, increase accountability over budgets, and ensure expenses are aligned with our company's new business model and its respective priorities. Regus will run as one fully franchised company and no longer as corporate, top school, and franchise. Thank you very much. I appreciate you being on the call. And I will now turn it over to our Chief Financial Officer, Kirsten Zupcher.

Thanks, Felipe, and good morning. Today we reported on a consolidated basis first quarter revenues of $111 million, which represented a 55% decrease from the prior year. The decrease is the natural result of the transition to an asset-light franchise model, coupled with the negative continued impact of COVID-19. We estimate that we lost roughly $44 million of revenue in the first quarter due to the reduced traffic and store closures associated with COVID-19. As of today, approximately 95% of our salons system-wide are open, and management is evaluating the future of unopened corporate salons, which may include keeping some salons permanently closed. We reported an operating loss of $31 million during the quarter. The economic disruption caused by the pandemic was the key driver of this loss, as it had been in the last quarter of our prior fiscal year. First quarter consolidated adjusted EBITDA loss of $19 million was $48 million unfavorable to the same period last year, and was driven primarily by the decrease in the gain associated with the sale of company-owned salons of $27 million and the planned elimination of the EBITDA that had been generated in the prior period from the net 1,056 company-owned salons that have since been sold and converted to the franchise portfolio over the past 12 months. The COVID-19 pandemic also significantly contributed to the decline in the first quarter adjustment EBITDA. Looking at the segment-specific performance, so starting with our franchise segment, first quarter franchise royalties and fees of $18 million decreased $10 million, or 36% versus the same quarter last year. A substantial part of the year-over-year decline was due to a $6 million reduction in cooperative advertising funds, which we would have typically charged to and collected from franchisees, but which the company temporarily reduced as part of the COVID-19 pandemic relief effort to help ease the financial burden the pandemic placed on our franchisees. This decline is offset inside operating expense, and it has no impact on operating income. Royalties also declined approximately $7 million, primarily due to COVID-19, certain state mandatory salon closures, state mandated operating restrictions, and pandemic-related customer behavior changes, which we believe to be temporary. Offsetting these declines was the growth in our franchise base, which now represents 80% of our portfolio. Product sales to franchisees increased $1 million year over year to $14 million, driven by the increase in the franchise base. As Felipe mentioned, we plan to use our technology capabilities to make better data-driven business decisions, leading to higher franchise profitability. We believe product attachment strategies can be created through better use of transactional data from our salon. First quarter franchise adjusted EBITDA of $7 million declined approximately $5 million year over year, driven primarily by reduced royalties as a result of the COVID-19 pandemic and the associated activities as previously noted, partially offset by a decline in GNA. Looking now at the company-owned salon segment, first quarter revenue was $47 million, a decrease of 127 million, or 73% versus the prior year. The multifaceted reach and the impact of COVID-19, including increased governmental regulation, along with the year-over-year decrease of 1,243 company-owned salons over the past 12 months were the drivers of the decline. The decrease in the company-owned salons can be bucketed into three main categories. First, the successful conversion of 1,067 company-owned salons to our asset-light franchise platform over the course of the past 12 months, of which 137 were sold during the first quarter. Second, the closure of approximately 400 company-owned salons over the course of the last 12 months, most of which were underperforming salons at lease expiration and not essential to our future strategy, nor did we believe would be well-suited within the current franchisee portfolio. And third, these net company-owned salon reductions were partially offset by 218 salons that were taken back from franchisees over the last year and six new company-owned organic salon openings during the last 12 months, which we expect to transition to our franchise portfolio in the months ahead. First quarter company-owned salon segment adjusted EBITDA decreased $22 million year-over-year to a loss of $11 million. Consistent with the total company consolidated results, The unfavorable year-over-year variance was driven primarily by the elimination of the adjusted EBITDA that had been generated in the prior year period from the company-owned salons that were sold and converted into the franchise platform over the past 12 months. As it relates to corporate overhead, first quarter adjusted EBITDA decreased $21 million to a loss of $15 million and is driven primarily by the $27 million decline in net gain, excluding non-cash goodwill derecognition in the prior year. from the sale and conversion of company and salons, partially offset by the net impact of management initiatives to eliminate non-core, non-essential G&A expense. There is still work to be done in taking out non-core, non-essential G&A expense, and as Felipe mentioned, we have recently initiated a zero-based budgeting and organization process, which will ensure expenses are aligned with our new franchise business model. Turning now to the cash flow and balance sheet. As you heard from Felipe, our top priority is to finish the re-franchising process at an accelerated pace. Spendition cash proceeds during the first quarter were $3.7 million, or approximately $27,000 per salon. We continue to maintain our strong overall liquidity position. As of September 30th, we have liquidity of $184 million. This includes $99 million of availability under our revolver, and $85 million of cash. In first quarter, we used $29 million of cash operating the business. As you may recall, at the end of the third quarter and during fourth quarter, we utilized cash management strategies, such as modifying payment terms on vendor payables and renegotiating rent payments, which actions have now impacted cash use in first quarter and will also impact second quarter cash use, as some of these actions delayed payments into the second quarter. Additionally, we used $2.5 million in the first quarter to buy out of underperforming salons early at a discount that will improve future cash flows. We expect additional cash to be utilized in the second quarter as bonus payments that are typically paid in first quarter will be paid in the second quarter in addition to certain CEO transitions and onboarding expenses. We believe our largest uses of cash will occur in the first half of this year with cash utilization improving in the back half of the fiscal year. We've had a number of investors ask about the lease liability on our balance sheet, so I thought it would be worth mentioning that these lease liabilities on our balance sheet represent liabilities for both our corporate and franchise locations, of which approximately 80% of our liability is serviced and personally guaranteed by our franchisees. Additionally, the liability on our balance sheet includes the lease payments for the current term of the leases, plus one option period for all leases we expect to renew at our discretion, which overstates the rent payments that Regis has committed to. Excluding the option period, the lease liability would be approximately $460 million, which is $300 million less than the $760 million on our balance sheet. So to take that one step further, only 20% of the $460 million, or $92 million, is release exposure on the company-owned salon. Before wrapping up, I thought I would spend a few minutes on what we are seeing with the business and related traffic trends. As a reminder, government-mandated closures started impacting the business in March, and we slowly started reopening with a few locations in late April, with more opening in May and June. Even with these reopenings, most states imposed onerous operating limitations, including reduced salon capacity. We saw an initial reopening surge lasting about a week post-reopen, and then normalized to traffic patterns reported this quarter. We saw our lowest traffic levels in August, which was further impacted by significantly reduced back-to-school traffic. The business was also impacted by states and provinces that were mandated to reclose again. The West Coast, specifically California, where we have over 500 locations, was largely impacted by reclosures, mandated in mid-July, lasting through most of August. The island of Oahu also reclosed in September, and El Paso, Texas, recently announced another two-week closure. We've seen some improvement in traffic across the brands in September and October. The best performance has come out of the middle of the country, where there has been relatively less disruption post-reopening. We are seeing better performance in the south and southeast as well, likely as these areas have been less restrictive. The northeast states and Canada, primarily Ontario, as well as the west coast, post-reclosure disruption, continue to struggle with building traffic back up. I would like to thank you for your continued support and interest in Regis, and I will now turn the call back to the operator for questions.

Thank you, ma'am. As a reminder, ladies and gentlemen, please press star 1 to ask a question. We'll take our first question from Laura Champagne from Loop Capital. Please go ahead.

Thank you, and thanks for the color on the lease exposure. I'd love to hear, since there's a new CEO in the virtual room, what the view is on keeping those leases on Regis' balance sheet as opposed to and trying to move them off the balance sheet and in a related question are there ongoing and rent negotiations just given the declining revenues out of these locations are there are the least discussions with landlords to try to get some relief for your franchisees and for the company itself morning Laura

This is Kirsten. I'll take that and then I'll kick it over to Eric for the second half related to the lease negotiation. So, yes, we've continuously looked at our strategy as it relates to Regis Corporation being on the leases and we've looked at it for a number of years and recently we are looking at making the decision to move off of the leases which gives our franchisees you know, more flexibility to be on the leases and control their relationship with the landlord. So that's the direction that we're heading as it relates to LEGIS and the strategy of, you know, historically being on those leases. Eric, a couple thoughts on the lease negotiation?

Sure. Thanks, Kirsten. Hi, Laura. Yeah, we are actively, as we discussed in the past, working on the leases and trying to secure better terms, obviously on the financial side. And so we're working on our Opco locations, as well as our franchised locations. As we mentioned previously, we retained JLL, Jones Lang LaSalle, to help us. But we're also utilizing our internal team and our network of franchisees, many of whom have significant experience in this area. So we're reasonably pleased with our results so far. We'll continue to work at it. When you look at California and other places that have shut down for a second time, that creates additional opportunities to not only get deferrals of rent, but get future abatements. So we'll continue to push hard to secure the best deals that we can.

Thank you.

Thank you. Once again, ladies and gentlemen, if you would like to ask a question, please press star 1. And we'll take our next question from Steph Bissing from Jeffries. Please go ahead.

Thank you. Good morning, everyone. Felipe, I want to start with you with just a couple of initial impression questions. It struck me that you mentioned a number of times in your remarks just to focus on franchise profitability. Can we talk a little bit about, as you've arrived on the scene, what you're noticing about the business model where you see the opportunities to really enhance that profitability strategy? And then if you could, just to help us think through next steps in the process as you think about technology, products, services, How do you really help your franchisees to succeed as we're kind of coming out of this period of pressure?

Hey, Steph, thank you for the question. Look, I think one of the main sources of increased franchise profitability is going to come from technology. So there's a few ways to look at it, but from one side, technology will allow us to make better data-driven business decisions. will allow us to design initiatives that will drive traffic towards our salons. It will increase the ability for us to attach products to our transactions in our salons. It would also create loyalty programs that would keep our customers coming back. Also, technology can work from a demand generation perspective. We've increased the channels through which we provide bookings for our customers. So, for example, Google Maps, Google Search. Today you can go on one of these platforms and go straight to booking an appointment at one of our salons, and that removes some of the friction from the booking process, making it much easier for the customer. As you know, we're developing a sophisticated salon management solution in Open Salon Pro. And the idea is to assist our franchisees in improving the operation of their salons, right? Ultimately, we want our franchisees to only have to worry about running great salons and providing great service to our customers, and we'll leave the system do the rest. The system can provide insights into the behavior of our customers. It can do predictive analytics. So there's a lot that we can do to help our franchisees manage their businesses better. As I mentioned in my remarks, the franchise systems that have grown the fastest are those with increased franchise profitability. So this is going to be our obsession moving forward. I think there's a great opportunity here for both our existing and new franchisees to build platforms of salons from which to consolidate and grow from there. There's a lot of opportunities for us to build density in some of our markets. Our brands do better in the markets where they have more density. Great opportunity for us to build platforms and make car salons the most successful and the most profitable in the business. Thanks again, Steph, for your question.

Yes, Christian, can I throw a couple more out there in terms of things that we're getting asked about? One of the things I think that you've addressed a bit is on the lease liability and I appreciate that additional color as well. But could you talk a little bit about the cost structure? And then second to that, as you project out and look at the recovery curve of some of the salons, I know you don't want to get into a lot of clustering, but you did share some regional specificities. Could you maybe talk about some of your top performing salons and maybe looking at classes or groups of salons where you see outliers? Any insights that that's giving you in terms of how the recovery curve may look, some of the strategic initiatives you put in place around marketing and just reassuring your customers around clean and safe environments, how those things are striking the customer. Can you just talk a little bit about maybe some of the upper class performers as it gives us a sense of how the recovery might look?

Do you want to start with that on the performers?

Sure. Sure. So, hey, staff, it's Eric. So if you look at some of our markets that opened early on, Oklahoma would be just an example of that. That business started out a little bit better than the rest of the portfolio after the other salons opened, but it's continued to improve. And that gives us confidence, number one, with sort of middle of the country and reviews. there, but also as the stores remain open longer, they are improving. We try to look at the business kind of week over week in these times as opposed to we went back to last year. It takes out some of the noise that existed back to school, et cetera, and we're pleased with the direction that we're heading. So there are other markets around Nebraska. We have a pretty significant business there back Business has done well. It started out a little better, but I would say now it's a lot better in the balance. And then you go to other markets where it's been more challenging. Kirsten alluded to California. Ontario would be another example. And those markets, you know, due to the length of the residents have been more problematic. But we have work to do there for sure, and we'll continue to push at it. But we're pleased with some of our markets, in particular ones that have been overwhelmed.

And then, Stephanie, you were asking about cost structure. Can you expand on that just a bit to make sure I understand your question and I can answer it appropriately?

Yeah, I think you mentioned that you anticipated your cash flow, operating cash flow, to continue to improve, and clearly with the refranchising or the venditioning, your CapEx will continue to come down, but just wanted to understand the interior of the P&L, how we should think about the cost structure to support a fully franchised business or the migration from 80% to... close to 100%.

Yeah, so of course I don't want to get into too many specifics, but as both Talib and I mentioned, we've engaged a consulting firm that we've started working with already to do a zero-based budgeting and zero-based org project to really build that up from scratch, right? Bottoms up in terms of that cost structure. So I don't want to get too far into the details as we're really just kicking that off. But that's where we're headed in terms of cost structure. And then as it relates to cash, I did mention that we do expect our second quarter cash and our first quarter cash to be higher uses of cash in the fiscal year and that we anticipate in the second half of the year that cash utilization too comes down. There's a lot of timings of cash payments that as we were furloughed and government mandated shutdowns that moved from our third and fourth quarters into the first and second quarters.

Thank you. Thank you. It appears there are no further questions at this time. Ms. McShane, I'd like to turn the call back to you for any additional closing remarks.

Anita, thank you so much. This is Felipe. I just wanted to thank everyone for participating on the call, and I look forward to updating you on our progress next quarter. Thank you so much.

Ladies and gentlemen, this concludes our conference call for today. If you wish to access the replay for this presentation, you may do so by visiting regiscorp.com in the investor relations section of the website or by dialing 1- 888-203-1112 The access code is 601-2892 Thank you all for participating and have a nice day. All parties may now disconnect.