Regis Corporation

good morning and thank you for joining the regis first quarter fiscal 2024 earnings conference call i'm your host biz mcjane vice president corporate controller all participants are in a listen-only mode the prepared remarks by our president and chief executive officer matthew doctor and executive vice president and chief financial officer kirsten zupfer are accompanied by slides to help participants follow along after their prepared remarks we will have time for questions please use the chat feature or raise your hand feature to ask a question. As a reminder, this conference is being recorded. I would like to remind everyone that the language on forward-looking statements included in our earnings release and 8K filing also apply to our comments made in the call today. These documents, along with our presentation today, can be found on our website, www.regiscorp.com forward slash investor relations, along with reconciliation of any non-GAAP financial measures mentioned on today's call with their corresponding GAAP measures. Today's slides are located in the investor presentations and supplemental financial statements section of the investor site. With that, I will now turn the call over to Matt.

Thank you, Biz, and good morning, everyone. On today's call, we will go through our Q1 fiscal 2024 results. a quarter in which we continue to make financial progress. In addition to our Q1 results, we announced a process to evaluate strategic alternatives with the intent of strengthening our balance sheet and position Regis for future growth. We determined now is the proper time to launch this process as we're doing so proactively during a time in which we are not in default nor projecting to be in default of any of our debt covenants. We have ample liquidity and we can take control of the process. We wanted to take advantage of this window of time we have to go broad and maximize our optionality, as opposed to waiting until closer to maturity where a regular way refinancing may prove more challenging. We believe this process is a solid way to evaluate several potential structures and complement our current work streams in order to best set Regus up for the future and maximize value. And with this announcement, I also feel that it's appropriate to provide some more context as to how we got here and why now. Whether you've been following Regus for a while or you're a new follower or investor in the company, I believe it would be beneficial to recap the sequence of events leading up to the current state. Now Regus was in the middle of two major business model shifts when the COVID-19 pandemic disrupted the business. Those business model shifts being one, The transition from a company-owned salon business to one that is fully franchised, and two, the in-house development and rollout of a proprietary point-of-sale technology product called Open Salon Pro. The pandemic was highly disrupted for Regis' business. As over 1,800 company-owned salons remained as of March 31, 2020, during a time of government mandated salon shutdowns and restrictions. Customer traffic was highly impaired and slow to recover, and the industry began experiencing significant labor issues. Due to our size, we were unable to qualify for government funding, and we had to draw on our revolver to fund the operational cash burn and manage through the uncertainty of the business. As of December 31st, 2019, Regis had $32 million of debt, including letters of credit, net of cash. Due to adjusted EBITDA losses that reached $79 million in fiscal year 2021 and a cumulative cash use of $190 million in fiscal 2020 and fiscal 2021, our debt, including letters of credit, net of cash, ended up around the $190 million level that it is today as a result of navigating through those times. Now, I had mentioned on previous calls that when I stepped in as CEO in December of 2021, we were nearing the completion of our transition to that fully franchised model. We were still in the midst of rolling out Open Salon Pro, and we had a revolver maturity of March of 2023 that was approaching. At that time, We had $174.5 million of debt, including letters of credit, net of cash, and the last 12 months adjusted EBITDA losses of close to $50 million. Now, as I mentioned during our fiscal 2023 recap call in August, we have made a lot of progress building the business back in the last few years in the midst of what was and remains a challenging operating environment. During that time, we completed the business transition to a fully franchised model. We sold the Open Salon Pro product to ensure we have proper focus on our core business, which is hair care and not technology, while simultaneously eliminating the cash burn associated with the development and support of the product. We used the upfront proceeds from the sale to de-lever and help our case for a refinancing with our lenders, all culminating in an amending extending of a credit agreement in August of 2022, while the business was continuing to turn around and right before what became a challenging credit environment. And while we acknowledge the amend and extend wasn't the complete solution to our capital structure, it did offer us time to continue to execute on our plans and put Regus in a better position financially from a P&L perspective. Since then, we've grown same-store sales, albeit mainly through pricing. We further wound down our loss-making company-owned salons. We managed our GNA and CapEx closely and ultimately grew our profitability. We achieved a number of key milestones along the way, such as positive adjusted EBITDA, positive operating income for the first time since fiscal year 2017, and positive GAAP earnings per share during this quarter, the first time since fiscal year 2018. We've put plans in place to address our core business and have been implementing our strategies and even announced an agreement to enter a new market in India. At this point in time, we can say that our business is largely stable, with last 12 months adjusted EBITDA of $25 million versus the adjusted EBITDA loss of $79 million that I mentioned to earlier in fiscal 2021. All of that being said, while the business has stabilized, the level of stabilization in comparison to our debt level of close to $190 million an amount that, as I mentioned, is due to navigating the effects of the pandemic, still leaves a highly levered company. The challenges we have alluded to regarding labor, customer behavior, and the resulting salon closures still remain business headwinds that we are constantly looking at new ways to solve for in this reset operating environment. Combine those challenges with the rising rate environment driving higher cash interest expense, in addition to the cash outflows related to the tail of our legacy business, there is still work to be done in order to overcome those challenges. And that is work that we are doing every day. I've mentioned on every call that while we continue to see progress, there is still much to do. And this process is now one of the key work streams in addition to the plans that we already have in place. As we look out to the foreseeable future, we continue to be focused on increasing our profitability. That will not change. We believe there is progress to be made and we have solid plans in place that we developed in conjunction with our franchise partners to advance our brands and seek to address the challenges related to the shift in stylists and customer behavior. And I've been clear that these take time. All this work will continue to be done as planned in conjunction with this process that is designed to proactively address the balancing side of the equation for the long term. Which leads me back to today's announcement on exploring strategic alternatives. This is another chapter in the turnaround that has been ongoing for years. It is worth noting that we have been engaged in continued and constructive dialogue with our current lenders. This is a process that will enable us to evaluate a wide range of options to ensure completeness. The story and the business have improved from our last process in that Regis is on much more solid foundation versus before. And I want to reiterate that this is the right window of time to do this when we have control over the situation. Now, continuing under the status quo is an option as well. As I mentioned, we have plenty of liquidity and are in full compliance of all our debt covenants. If at the end of this process, keeping on as is proves to be the best option, then that is what we'll do. And I also know throughout the course of this, we will likely get a lot of questions around specifics, around which paths may or may not be considered. To all of that, I will say this. Given how fluid this process will be, and any comments on specifics will be complete speculation, all I can say is we're going to do our best to maximize values for all stakeholders, which of course include shareholders, and we'll evaluate all of the various options appropriately. And once again, We strongly believe that this is the right move to make it the right time for Regis in order to best position us for growth. And one last note on the strategic alternatives process before moving on to the results, as I just want to take a moment to address the franchisees and employees who may be listening to this call and just hearing this announcement. There is no change to the initiatives and plans we've worked hard on putting together collaboratively over the past few years to strengthen our brands. There has been a lot of collective thought, a lot of dialogue between us, and we've advanced our working relationships, and I want to reassure you that all of that still holds. Business will continue as usual as it relates to our brand initiatives, and we will remain laser focused on our efforts to drive the core business and implement winning strategies to address the stylist, customer, and in salon operations. This process is intended to strengthen our ability to support all of you best as franchisor. Now, turning to our Q1 2024 results. In Q1, same-store sales rose 1.8% versus the prior year's first quarter. And while same-store sales were up slightly, royalty and fee revenue which represents our core business revenue, we're down around $700,000 versus the prior year's first quarter due to the number of salon closures over the course of fiscal 23. And despite lower royalty and fee revenue, we continue to improve our profitability. Adjusted Q1 EBITDA on a consolidated basis was $7.5 million compared to 3.8 million in the prior year's quarter, a $3.6 million improvement. Our adjusted franchise EBITDA, eliminating the impact of our company-owned salons, was $8 million compared to $5 million in Q1 of fiscal 23. The progress that we are making here continues to demonstrate the efforts that we've made to stabilize the business. We reported our fifth quarter in a row of positive operating income of $7.4 million versus an operating profit of $2.5 million in Q1 fiscal 23, a $5 million improvement. And for the first time since fiscal 2018, we reported positive net income from continuing operations of $1.2 million and earnings per share of 3 cents, compared to a loss of $1.8 million a year ago during Q1 23, and a total loss of $12 million for the full fiscal 2023 year. From a cash flow perspective, we used 2.8 million in the quarter versus $5.1 million a year ago. Our profitability gains were offset by increases in interest expense, cash associated with the legacy company-owned business I mentioned earlier, as well as timing of payments that are specific to Q1, as well as investments that we are making into our business. From a franchise salon count perspective, 52 salons closed in Q1, putting our franchise salon count at 4,745. Of the 52 closures, 24 were supercuts, 15 smart style, and the remaining 13 from our portfolio brands. The average volumes for these closures were $122,000. And as I mentioned on previous calls, these closures are the byproduct of the challenging operating environment we are in. And these salons' performance has been exacerbated by the labor constraints and customer traffic changes. We continue to expect this rationalization of the portfolio, and the focus is ensuring that we optimize and get the most out of the footprint that we have going forward. The key drivers of our results during the quarter remain the work that we are doing to continually manage our GNA expenses and our company-owned salon footprint. Our GNA improvement of close to $3 million versus the prior year quarter and company owned salon EBITDA improvement of $700,000 year over year, combined with the top line growth of our remaining stores, enabled us to grow profitability despite the lower royalty and fee revenue due to salon closures. Now, regarding an update on Zanotti, which is perhaps the top initiative related to our salon operations right now, given the foundation the platform sets for our personalized marketing and operational initiatives, We have crossed the thousand salon threshold with 1,140 active locations. As a reminder, while migration payments are part of the Open Salon Pro transaction, we did receive $18 million of cash to date with another $2 million anticipated in December. These upfront payments enabled us to pay down part of our debt leading up to the Mend and Extend last year. And in addition to the upfront proceeds, we are operating without the GNA and CapEx burden of product development, which combined were higher than the associated product revenue that we were taking in. Additionally, as part of the transaction, Zanotti purchased Open Salon Pro from us, and there are currently approximately 2,000 salons running on Open Salon Pro, giving us a clear line of sight into over 3,000 salons to run on Zanotti. And given the ability to move this cohort due to the direct control Zanotti has over the platform, we have prioritized those salons running on a third-party system called Super Salon, a system that franchisees have utilized pre the Open Salon Pro days, of which there are approximately 1,400 salons remaining running on that system, many of which have signed up to convert over to Zanotti. Now, I've gotten a lot of questions around the speed and the ability for us to simply force the conversion. And to which I will answer that it is much more nuanced than that. This is a large scale change management exercise with close to 600 franchisees who manage a group of corporate employees, stylists with variations of back office processes and permutations of how they run their business. There is a delicate balance between pushing and collaborating that we have been navigating. And while the conversion is no doubt slower than we would have liked, or even initially anticipated and communicated, with the info that we have today, it was required based upon the work to be able to customize the product to meet the unique business needs of our franchisees and also guide that change through what is already a challenging operating environment. We have made it clear that heading into the new calendar year that Zenoti is the required point of sale system for our franchisees. And we believe that the timing of consolidating our salons onto this platform by the end of our fiscal year still holds. And I would like to reiterate that we are currently living with the benefits of this transaction. This was the right move for us to make, and we wouldn't be where we are today had we not done it. And while our financial results continue to be largely driven by GNA and company-owned salon management, we are focused intently on driving same-store sales as we maintain our discipline on those key items. Zenoti will play a key role here, given the platform's functionality and ability to optimize the use of our data through CRM and loyalty efforts in order to drive more frequency. We are testing various promotions to drive incrementality of visitation, and are thinking of some larger scale, more transformational marketing ideas to take some bigger swings at differentiating our brands. I know that is a bit vague and it is vague on purpose, as I want to ensure that we keep those ideas of differentiation close in an industry where products and services themselves are largely similar purely from a menu offering standpoint. And we are also placing an even greater focus on salon operations and brand standards, given the services nature of our business. It is critical to start streamlining and holding even greater accountability of uniformity in our system to further strengthen our brands and ensure positive in salon experiences. As we see from our data that friendliness and stylist skill are amongst the biggest drivers of customer satisfaction. In addition, we're kicking off a project that is focused on high volume salons with the goal of taking those salons with solid foundation to the next level, which has the potential to yield returns for both our franchisees and for Regis. And during the quarter, we also took our first step towards getting back on the track of salon growth. While we still have a way to go here, as the focus has been and remains on driving the core business in order to create the right business case to accelerate new salon builds, we announced the Supercuts brand will be entering India through a master franchise partnership with an existing franchisee within our system. As we continue to work on the business domestically, we see opportunity abroad as many markets are fragmented with lack of a large-scale player, and hair care is just as much of a need as it is a want. There is opportunity that exists to bring our systems, processes, education tools, technology offerings, price point, and operational know-how to other geographies. And India represents a great country to prove out this thesis. Now, per the agreement, our franchise partner will manage the territory locally and will build a minimum of 100 locations over the next five years. And when built out, this market has the potential to be an incremental contributor to profitability for Regus. We see the success of India as a way to, one, enable even further growth in that country, and two, set the standard and model for replication in other international markets. Our partner is aiming to get the first location open by the end of March of 2024, and we look forward to this exciting new development for Regis and the Supercuts brand. Now, before turning it over to Kirsten to go through financials in more detail, I want to close by reiterating my confidence in the action we are taking to best position Regis for the future. By complementing the initiatives we have in place to drive profitability with a strategic alternatives process aimed to address our balance sheet, we are proactively covering our basis in order to best position Regis for the future and to maximize value. Thank you for your interest in Regis, and I will now turn the call over to Kirsten.

Thanks Matt and good morning. The first quarter saw positive system-wide same-store sales, increased operating income, positive net income, positive earnings per share, and improved adjusted EBITDA. Overall, we are pleased with the health of our business. Reviewing the first quarter in more detail and beginning with the income statement, the first quarter revenues were $53.4 million and declined $8.5 million from the prior year. This revenue decline was expected and relates primarily to a reduction in franchise rental income, which is a gross up of revenue and expense and has no impact on profitability. Additionally, transitioning out of company-owned salons and product sales reduced revenue with minimal impact on profitability. royalty and fee revenue of $19.2 million, which represents our core business revenue, was down approximately $700,000 versus the prior year's first quarter due to the number of salon closures during fiscal year 2023. System-wide, same store sales grew 1.8% in the quarter. We reported gap operating profit of $7.4 million. The increase in gap operating profit of $5 million was driven by our focus on controlling G&A and the wind down of loss generating company-owned salons. We continue to produce operating profit each quarter and we expect that trend to continue. We reported positive net income of $1.2 million from continuing operations and earnings per share of $0.03 compared to a loss of $1.8 million a year ago during Q1 of 2023 and a loss of $11.3 million for the full fiscal 2023 year. This is the first time we have positive earnings per share since fiscal year 2018. Now let's turn to our adjusted results, which eliminates the noise in the reported results. On an adjusted basis, first quarter consolidated EBITDA was $7.5 million compared to $3.8 million in the prior year's quarter. The $3.6 million improvement was driven by lower GNA and the wind down of last generating company-owned salons. Our adjusted GNA was $10.7 million for the first quarter an improvement of $2.9 million from the prior year first quarter. The improvement relates primarily to lower headcount and lower professional fees year over year. Our G&A run rate is a metric we monitor very closely. Q1 is typically our lowest G&A quarter due to the timing of costs. Looking forward, we believe our annual run rate G&A will be in the range of $47 to $50 million. Our core franchise business achieved adjusted EBITDA of $8 million in the quarter, a $3 million improvement compared to $5 million in the prior year quarter. On an adjusted EBITDA basis, our company-owned segment lost just under a half a million dollars for the quarter and improved $700,000 from the same quarter last year. The improvement is driven by having fewer loss-generating company-owned salons in the current period as we are closing salons either at lease end or negotiating a buyout when it makes economic sense to do so. Approximately two-thirds of our remaining company-owned salons will come to lease end by February of next year. So our company-owned salon segment will have significantly less impact in the second half of our fiscal year 2024. Turning to liquidity, as of September 30th, we had $42.4 million of liquidity, including $33.1 million of available revolver capacity and $9.3 million of cash, amounts that continue to remain stable and relatively unchanged from our last fiscal quarter. At September 30th of 2023, our debt outstanding, excluding deferred financing fees, was $186.1 million. Additionally, we have $9.8 million of letters of credit outstanding. We are in compliance with our debt covenants currently, and we do not expect to violate any of the covenants during the term of our credit facility. Additionally, we believe we have adequate liquidity to operate the business. As Matt mentioned, we are announcing today that we are evaluating strategic alternatives with the intent of strengthening our balance sheet and positioning Regus for growth. As a reminder, due to accounting standards, our balance sheet shows approximately $350 million of operating lease liabilities related to liabilities associated with subleasing our salons to our franchisees over the entire life of their respective leases. These liabilities are serviced by our franchisees and should not be factored in to Regis' debt position so long as the franchisees continue to pay their obligations as they have been. Regis is solely responsible for lease liabilities for our corporate office space and the 66 remaining company-owned salons, which amounts to $10.7 million over the life of all the leases. In the first three months of the year, we used $2.8 million of cash from operations, which is a $2.2 million improvement from the prior year. The improvement is due to our lower cost structure partially offset by increased interest expense of approximately 1.6Million dollars due primarily to higher variable interest rates on our bank debt. Operating cash used in the quarter was driven by close to $5 million of cash interest expense and close to $3 million related to several prepaid items that occur in the first quarter, such as insurance premiums and licenses, in addition to legacy insurance claims and rental payments on dark salons, as well as working capital used related to investing in the marketing of our brands and timing of cash received from ad fund collections. The remaining use is driven by the timing of incentive compensation payments made during the first quarter that represents total incentive compensation for fiscal year 2023. Operating cash use in Q1 is generally the highest for us due to the compensation payouts and prepaid expenses. However, we do continue to deal with longer tail items like rental payments on dark salons and workers' compensation related to when we were primarily a company-owned business. While these amounts are getting smaller and smaller, there continues to be a tail that will wind down over the coming years. We typically have our highest cash use quarter in the first quarter due to the prepaid expenses and incentive compensation payments. Future cash use may be impacted by variability in interest rates that we cannot control. Management remains committed to continued cash management and returning to cash generation. This concludes my prepared remarks. I would like to thank you for your continued support and interest in Regis. I will turn the call back to Biz who will lead us through the Q&A.

Thank you, Kirsten. Our first question is from Eric Beter of Small Cap Consumer Research. Please remember to unmute, Eric.

Okay, can you hear me?

Yes, we can.

Great, thank you. So congratulations on making a lot of progress here. When you look at Zanotti, now over 1,000 stores, 1,000 salons, what is that enabling you to do in terms of CRM and reaching out to customers that you couldn't do before? And how do you view that as a potential driver going forward?

Yeah, hey, Eric. Thanks for the question. It's Matt. Yeah, we've spoken about this a lot. And as we mentioned, it's super foundational to that because it unlocks a lot of things that weren't able to be done on prior systems. I talked a lot about personalized marketing. It's very, very easy to understand your audience base, your customer base. The requirements of data collection are much higher and stringent in Zenoti. So just being on it alone, we're capturing way more customer data just as a foundation. And the ability to then convert that customer data into action is something that is super streamlined through the platform. As easy as going in and actually being proactive on messages to send to individuals, to setting settings based on, hey, this person generally comes in at this time. Let's send them a reminder in a few weeks. Set it, forget it, let it go. General blanket permissions across, hey, for all cohorts, send them a text or an email over the course of, X amount of time to remind them. It enables reminders of their check-in is there. It's just a lot more of an ability to speak one-on-one with a customer that we haven't had before in order to interact with them during the service, before it, after it, to drive frequency, to drive loyalty. So there's a lot of great just personalized marketing initiatives around that. that we can tap into. Even the idea of running a platform-based loyalty program, that is enabled on Zenoti as well. Other things beyond just the marketing side of things, which I think is super important, and I alluded to this in my comments, is this notion of salon operations and brand standards. Outside of reviews on Google and Yelp right now, we don't have a lot of insight to this. Now there's a lot of customer feedback through the Zenoti platform that is very streamlined that we can get right away that our franchisees can operationalize on, on the fly when they get that feedback on things to work on. And we can collate that. We can correlate that to results. We can, when we get positive reviews, we can, there's prompts to already automatically upload those to Google and Yelp, which helps with digital footprint. So there's a lot of really great things, you know, that can happen with this platform. And, you know, it'll be way more strengthened once the entire system is on it versus the, you know, 1140 that are on it today.

Okay. Sounds great. Could you remind us, you mentioned that you were getting $2 million in progress fees from Zuni. What's remaining to be done in terms of potential for that? And remember, it's supposed to go for the debt. Is that still correct?

Yeah, that's still correct. So, yeah, there's $2 million, which is part of the original $20 million upfront purchase price. And then the remaining proceeds, you know, we had mentioned as part of the original transaction that there was about 19 million of additional potential proceeds. At that time, that was based on a number of factors. The key one being the amount of salons that migrated. Now our salon count has gone down since that time. So you can kind of, we haven't given what the exact payment is per salon, but you can kind of do some extrapolation HAB-Jacques Juilland, Of you know, approximately 19 million our salon count at the time and kind of take a look at where it is now and that'll give you some view of what's what's left remaining to collect HAB-Jacques Juilland, Okay. HAB-Jacques Juilland, And that does go HAB-Jacques Juilland, Sorry, that does go towards the debt.

I know that you've been expanding marketing materials, bringing more regularity to some of the in-store marketing. What has been the impact of that? And, you know, what also has been now that you are done for almost a year now in-store teaching, how has that continued to expand?

Yeah, so those are really strong, you know, foundational items that we're putting into place. I would say it's a little hard to track the exact impact of that because as opposed to some sort of trackable, you know, customer that came in due to a certain thing, there's no, you know, there's nothing trackable on a poster or signage and collateral. I can say, okay, this is exactly what drove this customer behavior to that. That being said, you know, we do think things like that are complete table stakes. And so our job is to continue to do them And ensure that they're done well. The other side of that equation is, again, I kind of mentioned and alluded to brand standards. It's not just kind of rolling this out. But at this point, we've kind of more shifted towards that they're used and they're used properly. So, you know, we've kind of set it around. It's important to have this out there. Let's have it out there. Let's get a practice of using it. Now let's ensure that there's use of it. So there's going to be a lot of focus on ensuring that our franchisees are properly using these tools that we have out there or else it does us no good to have them out there to have them out there safe. So it's really at this point in time, ensuring the uptake of those, tracking the uptake, and then we'll be able to have a little bit of a better sense of, okay, we know XYZ franchisees are using this as it's intended. We know XYZ maybe are not. So then we can now start correlating to see which salons that are using it properly versus those that are not and come up with data that way, which will even help drive further adoption of those programs as well.

Great. And last question, in terms of inflation and ability to raise prices, I know that you mentioned previously that a lot of the gains in comps has been inflation and price raising. Is that still something that we should be thinking about in terms of a driver here, or is that going to slow down? How should we be thinking about going forward, I guess, as the overall drivers of the business in terms of that? Thank you.

Yeah, no, thanks, Eric. And on that piece, it has been, right? And we know we need to start moving the needle on customer traffic. That's an equation that has been hard to solve for a very long time. And the game has changed, it's reset a little bit through the pandemic on how often people go, where people are going, what the considerations are to visit. So yes, we are testing a number of things out there to really optimize our customer counts, try to drive as much productivity through increased customer counts, through traffic driving initiatives such as promotions and other things of that nature. which will help. I mean, those will be incremental, and when we find and center around those that seem to make the most impact, we'll look to do that in a much broader scale. Now, beyond that, as I kind of mentioned on the call, and I was vague about this, those are all good incremental things, and they should be done, and I think they will have enough impact. But I do think there are other means, and it's a good time for us to take some bigger swings of sources of differentiation that run beyond traditional promotional campaigns and et cetera. Bigger swings to move the needle. And like I said, versus being very specific given how important uniqueness and speed is in this industry, rather kind of let you know that we're working on those things than any sort of specifics around those things. Once we start actually implementing and rolling them out over the next, call it six to eight months, we can definitely start talking about them more as they're showing up more in market. Great.

Congrats and good luck for the holidays.

Thank you.

With no further questions, we will conclude the call by thanking everyone for joining and have a great day.