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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Barnes and Noble Education Inc | NYSE:BNED | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.003 | 1.39% | 0.219 | 0.224 | 0.21 | 0.22 | 694,907 | 00:51:07 |
|
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
46-0599018
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
120 Mountain View Blvd., Basking Ridge, NJ
|
|
07920
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Title of Class
|
Trading Symbol
|
Name of Exchange on which registered
|
Common Stock, $0.01 par value per share
|
BNED
|
New York Stock Exchange
|
Large accelerated filer
|
|
¨
|
Accelerated filer
|
|
x
|
|
|
|
|
|
|
Non-accelerated filer
|
|
¨
|
Smaller reporting company
|
|
¨
|
|
|
|
|
|
|
|
|
|
Emerging Growth Company
|
|
¨
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|
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Page No.
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|||
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|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
|
January 25,
2020 |
|
January 26,
2019 |
|
January 25,
2020 |
|
January 26,
2019 |
||||||||
Sales:
|
|
|
|
|
|
|
|
||||||||
Product sales and other
|
$
|
453,678
|
|
|
$
|
491,989
|
|
|
$
|
1,474,448
|
|
|
$
|
1,566,007
|
|
Rental income
|
48,614
|
|
|
56,019
|
|
|
119,729
|
|
|
134,251
|
|
||||
Total sales
|
502,292
|
|
|
548,008
|
|
|
1,594,177
|
|
|
1,700,258
|
|
||||
Cost of sales:
|
|
|
|
|
|
|
|
||||||||
Product and other cost of sales
|
354,999
|
|
|
381,953
|
|
|
1,146,400
|
|
|
1,209,676
|
|
||||
Rental cost of sales
|
28,758
|
|
|
33,102
|
|
|
70,635
|
|
|
80,259
|
|
||||
Total cost of sales
|
383,757
|
|
|
415,055
|
|
|
1,217,035
|
|
|
1,289,935
|
|
||||
Gross profit
|
118,535
|
|
|
132,953
|
|
|
377,142
|
|
|
410,323
|
|
||||
Selling and administrative expenses
|
106,184
|
|
|
110,941
|
|
|
317,279
|
|
|
325,408
|
|
||||
Depreciation and amortization expense
|
15,117
|
|
|
16,374
|
|
|
46,542
|
|
|
49,333
|
|
||||
Impairment loss (non-cash)
|
—
|
|
|
—
|
|
|
433
|
|
|
—
|
|
||||
Restructuring and other charges
|
205
|
|
|
2,500
|
|
|
3,240
|
|
|
2,500
|
|
||||
Transaction costs
|
—
|
|
|
117
|
|
|
—
|
|
|
654
|
|
||||
Operating (loss) income
|
(2,971
|
)
|
|
3,021
|
|
|
9,648
|
|
|
32,428
|
|
||||
Interest expense, net
|
1,904
|
|
|
2,546
|
|
|
5,882
|
|
|
7,904
|
|
||||
(Loss) income before income taxes
|
(4,875
|
)
|
|
475
|
|
|
3,766
|
|
|
24,524
|
|
||||
Income tax (benefit) expense
|
(3,182
|
)
|
|
(294
|
)
|
|
1,683
|
|
|
2,680
|
|
||||
Net (loss) income
|
$
|
(1,693
|
)
|
|
$
|
769
|
|
|
$
|
2,083
|
|
|
$
|
21,844
|
|
|
|
|
|
|
|
|
|
||||||||
(Loss) Earnings per share of common stock:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
(0.04
|
)
|
|
$
|
0.02
|
|
|
$
|
0.04
|
|
|
$
|
0.46
|
|
Diluted
|
$
|
(0.04
|
)
|
|
$
|
0.02
|
|
|
$
|
0.04
|
|
|
$
|
0.46
|
|
Weighted average shares of common stock outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
48,298
|
|
|
47,561
|
|
|
47,911
|
|
|
47,220
|
|
||||
Diluted
|
48,298
|
|
|
47,937
|
|
|
48,767
|
|
|
47,772
|
|
|
January 25,
2020 |
|
January 26,
2019 |
|
April 27,
2019 |
||||||
|
(unaudited)
|
|
(unaudited)
|
|
(audited)
|
||||||
ASSETS
|
|
|
|
|
|
||||||
Current assets:
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
9,798
|
|
|
$
|
22,049
|
|
|
$
|
14,013
|
|
Receivables, net
|
238,045
|
|
|
231,106
|
|
|
98,246
|
|
|||
Merchandise inventories, net
|
530,260
|
|
|
579,582
|
|
|
420,322
|
|
|||
Textbook rental inventories
|
48,474
|
|
|
50,577
|
|
|
47,001
|
|
|||
Prepaid expenses and other current assets
|
24,617
|
|
|
20,691
|
|
|
11,778
|
|
|||
Total current assets
|
851,194
|
|
|
904,005
|
|
|
591,360
|
|
|||
Property and equipment, net
|
101,055
|
|
|
109,414
|
|
|
109,777
|
|
|||
Operating lease right-of-use assets
|
251,743
|
|
|
—
|
|
|
—
|
|
|||
Intangible assets, net
|
179,596
|
|
|
208,439
|
|
|
194,978
|
|
|||
Goodwill
|
4,700
|
|
|
53,982
|
|
|
4,700
|
|
|||
Deferred tax assets, net
|
2,647
|
|
|
—
|
|
|
2,425
|
|
|||
Other noncurrent assets
|
37,169
|
|
|
40,216
|
|
|
42,940
|
|
|||
Total assets
|
$
|
1,428,104
|
|
|
$
|
1,316,056
|
|
|
$
|
946,180
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
||||||
Current liabilities:
|
|
|
|
|
|
||||||
Accounts payable
|
$
|
389,050
|
|
|
$
|
464,933
|
|
|
$
|
186,818
|
|
Accrued liabilities
|
193,705
|
|
|
219,713
|
|
|
121,720
|
|
|||
Current operating lease liabilities
|
102,247
|
|
|
—
|
|
|
—
|
|
|||
Short-term borrowings
|
—
|
|
|
—
|
|
|
100,000
|
|
|||
Total current liabilities
|
685,002
|
|
|
684,646
|
|
|
408,538
|
|
|||
Long-term deferred taxes, net
|
—
|
|
|
7,991
|
|
|
—
|
|
|||
Long-term operating lease liabilities
|
169,227
|
|
|
—
|
|
|
—
|
|
|||
Other long-term liabilities
|
50,529
|
|
|
58,632
|
|
|
53,514
|
|
|||
Long-term borrowings
|
65,900
|
|
|
70,100
|
|
|
33,500
|
|
|||
Total liabilities
|
970,658
|
|
|
821,369
|
|
|
495,552
|
|
|||
Commitments and contingencies
|
—
|
|
|
—
|
|
|
—
|
|
|||
Stockholders' equity:
|
|
|
|
|
|
||||||
Preferred stock, $0.01 par value; authorized, 5,000 shares; issued and outstanding, none
|
—
|
|
|
—
|
|
|
—
|
|
|||
Common stock, $0.01 par value; authorized, 200,000 shares; issued, 52,139, 51,026 and 51,030 shares, respectively; outstanding, 48,297, 47,561 and 47,563 shares, respectively
|
521
|
|
|
511
|
|
|
510
|
|
|||
Additional paid-in capital
|
732,320
|
|
|
724,164
|
|
|
726,331
|
|
|||
Accumulated deficit
|
(242,494
|
)
|
|
(198,359
|
)
|
|
(244,577
|
)
|
|||
Treasury stock, at cost
|
(32,901
|
)
|
|
(31,629
|
)
|
|
(31,636
|
)
|
|||
Total stockholders' equity
|
457,446
|
|
|
494,687
|
|
|
450,628
|
|
|||
Total liabilities and stockholders' equity
|
$
|
1,428,104
|
|
|
$
|
1,316,056
|
|
|
$
|
946,180
|
|
|
39 weeks ended
|
||||||
|
January 25,
2020 |
|
January 26,
2019 |
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
2,083
|
|
|
$
|
21,844
|
|
Adjustments to reconcile net income to net cash flows from operating activities:
|
|
|
|
||||
Depreciation and amortization expense
|
46,542
|
|
|
49,333
|
|
||
Content amortization expense
|
2,973
|
|
|
360
|
|
||
Amortization of deferred financing costs
|
811
|
|
|
1,127
|
|
||
Impairment loss (non-cash)
|
433
|
|
|
—
|
|
||
Deferred taxes
|
(222
|
)
|
|
5,885
|
|
||
Stock-based compensation expense
|
6,000
|
|
|
6,851
|
|
||
Changes in other long-term liabilities
|
(2,992
|
)
|
|
(1,183
|
)
|
||
Changes in operating lease right-of-use assets and liabilities
|
9,890
|
|
|
—
|
|
||
Changes in other operating assets and liabilities, net
|
20,834
|
|
|
91,645
|
|
||
Net cash flows provided by operating activities
|
86,352
|
|
|
175,862
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of property and equipment
|
(26,841
|
)
|
|
(31,711
|
)
|
||
Acquisition of businesses, net of cash acquired
|
—
|
|
|
(10,000
|
)
|
||
Net change in other noncurrent assets
|
5,148
|
|
|
43
|
|
||
Net cash flows used in investing activities
|
(21,693
|
)
|
|
(41,668
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from borrowings under Credit Agreement
|
383,400
|
|
|
374,000
|
|
||
Repayments of borrowings under Credit Agreement
|
(451,000
|
)
|
|
(500,300
|
)
|
||
Purchase of treasury shares
|
(1,265
|
)
|
|
(1,971
|
)
|
||
Net cash flows used in financing activities
|
(68,865
|
)
|
|
(128,271
|
)
|
||
Net (decrease) increase in cash, cash equivalents and restricted cash
|
(4,206
|
)
|
|
5,923
|
|
||
Cash, cash equivalents and restricted cash at beginning of period
|
14,768
|
|
|
16,869
|
|
||
Cash, cash equivalents and restricted cash at end of period
|
$
|
10,562
|
|
|
$
|
22,792
|
|
Changes in other operating assets and liabilities, net:
|
|
|
|
||||
Receivables, net
|
$
|
(139,875
|
)
|
|
$
|
(131,046
|
)
|
Merchandise inventories
|
(109,938
|
)
|
|
(136,023
|
)
|
||
Textbook rental inventories
|
(1,473
|
)
|
|
(2,798
|
)
|
||
Prepaid expenses and other current assets
|
(12,839
|
)
|
|
(8,844
|
)
|
||
Accounts payable and accrued liabilities
|
284,959
|
|
|
370,356
|
|
||
Changes in other operating assets and liabilities, net
|
$
|
20,834
|
|
|
$
|
91,645
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
Additional
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
Common Stock
|
|
Paid-In
|
|
Accumulated
|
|
Treasury Stock
|
|
Total
|
||||||||||||||||
|
|
Shares
|
|
Amount
|
|
Capital
|
|
Deficit
|
|
Shares
|
|
Amount
|
|
Equity
|
||||||||||||
Balance at April 28, 2018
|
|
50,032
|
|
|
$
|
501
|
|
|
$
|
717,323
|
|
|
$
|
(220,203
|
)
|
|
3,115
|
|
|
$
|
(29,658
|
)
|
|
$
|
467,963
|
|
Stock-based compensation expense
|
|
|
|
|
|
2,341
|
|
|
|
|
|
|
|
|
2,341
|
|
||||||||||
Net loss
|
|
|
|
|
|
|
|
(38,622
|
)
|
|
|
|
|
|
(38,622
|
)
|
||||||||||
Balance at July 28, 2018
|
|
50,032
|
|
|
$
|
501
|
|
|
$
|
719,664
|
|
|
$
|
(258,825
|
)
|
|
3,115
|
|
|
$
|
(29,658
|
)
|
|
$
|
431,682
|
|
Stock-based compensation expense
|
|
|
|
|
|
2,632
|
|
|
|
|
|
|
|
|
2,632
|
|
||||||||||
Vested equity awards
|
|
994
|
|
|
10
|
|
|
(10
|
)
|
|
|
|
|
|
|
|
—
|
|
||||||||
Shares repurchased for tax withholdings for vested stock awards
|
|
|
|
|
|
|
|
|
|
350
|
|
|
(1,971
|
)
|
|
(1,971
|
)
|
|||||||||
Net income
|
|
|
|
|
|
|
|
59,697
|
|
|
|
|
|
|
59,697
|
|
||||||||||
Balance at October 27, 2018
|
|
51,026
|
|
|
$
|
511
|
|
|
$
|
722,286
|
|
|
$
|
(199,128
|
)
|
|
3,465
|
|
|
$
|
(31,629
|
)
|
|
$
|
492,040
|
|
Stock-based compensation expense
|
|
|
|
|
|
1,878
|
|
|
|
|
|
|
|
|
1,878
|
|
||||||||||
Net income
|
|
|
|
|
|
|
|
769
|
|
|
|
|
|
|
769
|
|
||||||||||
Balance at January 26, 2019
|
|
51,026
|
|
|
$
|
511
|
|
|
$
|
724,164
|
|
|
$
|
(198,359
|
)
|
|
3,465
|
|
|
$
|
(31,629
|
)
|
|
$
|
494,687
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
Additional
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
Common Stock
|
|
Paid-In
|
|
Accumulated
|
|
Treasury Stock
|
|
Total
|
||||||||||||||||
|
|
Shares
|
|
Amount
|
|
Capital
|
|
Deficit
|
|
Shares
|
|
Amount
|
|
Equity
|
||||||||||||
Balance at April 27, 2019
|
|
51,030
|
|
|
$
|
510
|
|
|
$
|
726,331
|
|
|
$
|
(244,577
|
)
|
|
3,467
|
|
|
$
|
(31,636
|
)
|
|
$
|
450,628
|
|
Stock-based compensation expense
|
|
|
|
|
|
2,321
|
|
|
|
|
|
|
|
|
2,321
|
|
||||||||||
Vested equity awards
|
|
56
|
|
|
1
|
|
|
(1
|
)
|
|
|
|
|
|
|
|
—
|
|
||||||||
Shares repurchased for tax withholdings for vested stock awards
|
|
|
|
|
|
|
|
|
|
12
|
|
|
(40
|
)
|
|
(40
|
)
|
|||||||||
Net loss
|
|
|
|
|
|
|
|
(32,155
|
)
|
|
|
|
|
|
(32,155
|
)
|
||||||||||
Balance at July 27, 2019
|
|
51,086
|
|
|
$
|
511
|
|
|
$
|
728,651
|
|
|
$
|
(276,732
|
)
|
|
3,479
|
|
|
$
|
(31,676
|
)
|
|
$
|
420,754
|
|
Stock-based compensation expense
|
|
|
|
|
|
1,860
|
|
|
|
|
|
|
|
|
1,860
|
|
||||||||||
Vested equity awards
|
|
1,053
|
|
|
10
|
|
|
(10
|
)
|
|
|
|
|
|
|
|
—
|
|
||||||||
Shares repurchased for tax withholdings for vested stock awards
|
|
|
|
|
|
|
|
|
|
363
|
|
|
(1,225
|
)
|
|
(1,225
|
)
|
|||||||||
Net income
|
|
|
|
|
|
|
|
35,931
|
|
|
|
|
|
|
35,931
|
|
||||||||||
Balance at October 28, 2019
|
|
52,139
|
|
|
$
|
521
|
|
|
$
|
730,501
|
|
|
$
|
(240,801
|
)
|
|
3,842
|
|
|
$
|
(32,901
|
)
|
|
$
|
457,320
|
|
Stock-based compensation expense
|
|
|
|
|
|
1,819
|
|
|
|
|
|
|
|
|
1,819
|
|
||||||||||
Net loss
|
|
|
|
|
|
|
|
(1,693
|
)
|
|
|
|
|
|
(1,693
|
)
|
||||||||||
Balance at January 25, 2020
|
|
52,139
|
|
|
$
|
521
|
|
|
$
|
732,320
|
|
|
$
|
(242,494
|
)
|
|
3,842
|
|
|
$
|
(32,901
|
)
|
|
$
|
457,446
|
|
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
|
|
January 25, 2020
|
|
January 26, 2019
|
|
January 25, 2020
|
|
January 26, 2019
|
||||||||
Retail
|
|
|
|
|
|
|
|
|
||||||||
Product Sales
|
|
$
|
400,170
|
|
|
$
|
431,555
|
|
|
$
|
1,320,587
|
|
|
$
|
1,396,940
|
|
Rental Income
|
|
48,614
|
|
|
56,019
|
|
|
119,729
|
|
|
134,251
|
|
||||
Service and Other Revenue (a)
|
|
9,204
|
|
|
10,572
|
|
|
34,097
|
|
|
37,946
|
|
||||
Retail Total Sales
|
|
$
|
457,988
|
|
|
$
|
498,146
|
|
|
$
|
1,474,413
|
|
|
$
|
1,569,137
|
|
Wholesale Sales
|
|
$
|
66,996
|
|
|
$
|
78,508
|
|
|
$
|
179,515
|
|
|
$
|
209,282
|
|
DSS Sales (b)
|
|
$
|
6,435
|
|
|
$
|
5,237
|
|
|
$
|
17,024
|
|
|
$
|
15,848
|
|
Eliminations (c)
|
|
$
|
(29,127
|
)
|
|
$
|
(33,883
|
)
|
|
$
|
(76,775
|
)
|
|
$
|
(94,009
|
)
|
Total Sales
|
|
$
|
502,292
|
|
|
$
|
548,008
|
|
|
$
|
1,594,177
|
|
|
$
|
1,700,258
|
|
(a)
|
Service and other revenue primarily relates to brand partnerships and other service revenues.
|
(b)
|
DSS sales primarily relate to direct-to-student subscription-based revenue.
|
(c)
|
The sales eliminations represent the elimination of Wholesale sales and fulfillment service fees to Retail and the elimination of Retail commissions earned from Wholesale.
|
|
|
39 weeks ended
|
||||||
|
|
January 25, 2020
|
|
January 26, 2019
|
||||
Deferred revenue at the beginning of period
|
|
$
|
20,418
|
|
|
$
|
20,144
|
|
Additions to deferred revenue during the period
|
|
170,375
|
|
|
189,832
|
|
||
Reductions to deferred revenue for revenue recognized during the period
|
|
(130,085
|
)
|
|
(140,314
|
)
|
||
Deferred revenue balance at the end of period
|
|
$
|
60,708
|
|
|
$
|
69,662
|
|
|
|
13 weeks ended
|
|
39 weeks ended
|
||||
|
|
January 25, 2020
|
|
January 25, 2020
|
||||
Variable lease expense
|
|
$
|
23,402
|
|
|
$
|
54,412
|
|
Operating lease expense
|
|
37,188
|
|
|
137,148
|
|
||
Net lease expense
|
|
$
|
60,590
|
|
|
$
|
191,560
|
|
|
|
As of
|
||
|
|
January 25, 2020
|
||
Remainder of Fiscal 2020
|
|
$
|
65,672
|
|
Fiscal 2021
|
|
63,753
|
|
|
Fiscal 2022
|
|
47,012
|
|
|
Fiscal 2023
|
|
39,724
|
|
|
Fiscal 2024
|
|
31,316
|
|
|
Thereafter
|
|
58,018
|
|
|
Total lease payments
|
|
305,495
|
|
|
Less: imputed interest
|
|
(34,021
|
)
|
|
Operating lease liabilities at period end
|
|
$
|
271,474
|
|
|
|
As of
|
||
|
|
January 25, 2020
|
||
Weighted average remaining lease term (in years)
|
|
4.9 years
|
|
|
Weighted average discount rate
|
|
4.3
|
%
|
|
|
|
|
||
Supplemental cash flow information:
|
|
|
||
Cash payments for lease liabilities within operating activities
|
|
$
|
106,690
|
|
ROU assets obtained in exchange for lease liabilities from initial recognition
|
|
$
|
88,902
|
|
•
|
The sales eliminations represent the elimination of Wholesale sales and fulfillment service fees to Retail and the elimination of Retail commissions earned from Wholesale, and
|
•
|
These cost of sales eliminations represent (i) the recognition of intercompany profit for Retail inventory that was purchased from Wholesale in a prior period that was subsequently sold to external customers during the current period and the elimination of Wholesale service fees charged for fulfillment of inventory for virtual store sales, net of (ii) the elimination of intercompany profit for Wholesale inventory purchases by Retail that remain in ending inventory at the end of the current period.
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
|
January 25,
2020 |
|
January 26,
2019 |
|
January 25, 2020
|
|
January 26, 2019
|
||||||||
Sales:
|
|
|
|
|
|
|
|
||||||||
Retail
|
$
|
457,988
|
|
|
$
|
498,146
|
|
|
$
|
1,474,413
|
|
|
$
|
1,569,137
|
|
Wholesale
|
66,996
|
|
|
78,508
|
|
|
179,515
|
|
|
209,282
|
|
||||
DSS
|
6,435
|
|
|
5,237
|
|
|
17,024
|
|
|
15,848
|
|
||||
Elimination
|
(29,127
|
)
|
|
(33,883
|
)
|
|
(76,775
|
)
|
|
(94,009
|
)
|
||||
Total Sales
|
$
|
502,292
|
|
|
$
|
548,008
|
|
|
$
|
1,594,177
|
|
|
$
|
1,700,258
|
|
|
|
|
|
|
|
|
|
||||||||
Gross Profit
|
|
|
|
|
|
|
|
||||||||
Retail
|
$
|
99,790
|
|
|
$
|
106,244
|
|
|
$
|
322,869
|
|
|
$
|
341,466
|
|
Wholesale
|
14,235
|
|
|
22,739
|
|
|
41,688
|
|
|
56,559
|
|
||||
DSS
|
5,283
|
|
|
4,969
|
|
|
13,838
|
|
|
15,312
|
|
||||
Elimination
|
(773
|
)
|
|
(999
|
)
|
|
(1,253
|
)
|
|
(3,014
|
)
|
||||
Total Gross Profit
|
$
|
118,535
|
|
|
$
|
132,953
|
|
|
$
|
377,142
|
|
|
$
|
410,323
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and Amortization
|
|
|
|
|
|
|
|
||||||||
Retail
|
$
|
11,699
|
|
|
$
|
12,769
|
|
|
$
|
35,372
|
|
|
$
|
39,061
|
|
Wholesale
|
1,483
|
|
|
1,496
|
|
|
4,531
|
|
|
4,455
|
|
||||
DSS
|
1,904
|
|
|
2,072
|
|
|
6,543
|
|
|
5,698
|
|
||||
Corporate Services
|
31
|
|
|
37
|
|
|
96
|
|
|
119
|
|
||||
Total Depreciation and Amortization
|
$
|
15,117
|
|
|
$
|
16,374
|
|
|
$
|
46,542
|
|
|
$
|
49,333
|
|
|
|
|
|
|
|
|
|
||||||||
Operating (Loss) Income
|
|
|
|
|
|
|
|
||||||||
Retail
|
$
|
(3,747
|
)
|
|
$
|
(4,920
|
)
|
|
$
|
11,478
|
|
|
$
|
18,180
|
|
Wholesale
|
8,440
|
|
|
15,845
|
|
|
23,493
|
|
|
35,703
|
|
||||
DSS
|
(1,608
|
)
|
|
(678
|
)
|
|
(6,420
|
)
|
|
(627
|
)
|
||||
Corporate Services
|
(5,412
|
)
|
|
(6,234
|
)
|
|
(17,832
|
)
|
|
(17,862
|
)
|
||||
Elimination
|
(644
|
)
|
|
(992
|
)
|
|
(1,071
|
)
|
|
(2,966
|
)
|
||||
Total Operating (Loss) Income
|
$
|
(2,971
|
)
|
|
$
|
3,021
|
|
|
$
|
9,648
|
|
|
$
|
32,428
|
|
|
|
|
|
|
|
|
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
|
January 25,
2020 |
|
January 26,
2019 |
|
January 25, 2020
|
|
January 26, 2019
|
||||||||
The following is a reconciliation of segment Operating (Loss) Income to consolidated (Loss) Income Before Income Taxes:
|
|
|
|
|
|
|
|
||||||||
Total Operating Income
|
$
|
(2,971
|
)
|
|
$
|
3,021
|
|
|
$
|
9,648
|
|
|
$
|
32,428
|
|
Interest Expense, net
|
1,904
|
|
|
2,546
|
|
|
5,882
|
|
|
7,904
|
|
||||
(Loss) Income Before Income Taxes
|
$
|
(4,875
|
)
|
|
$
|
475
|
|
|
$
|
3,766
|
|
|
$
|
24,524
|
|
|
|
|
|
|
|
|
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
(shares in thousands)
|
January 25,
2020 |
|
January 26,
2019 |
|
January 25,
2020 |
|
January 26,
2019 |
||||||||
Numerator for basic and diluted earnings per share:
|
|
|
|
|
|
|
|
||||||||
Net (loss) income available to common shareholders
|
$
|
(1,693
|
)
|
|
$
|
769
|
|
|
$
|
2,083
|
|
|
$
|
21,844
|
|
Less allocation of earnings to participating securities
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(9
|
)
|
||||
Net (loss) income available to common shareholders
|
$
|
(1,693
|
)
|
|
$
|
769
|
|
|
$
|
2,082
|
|
|
$
|
21,835
|
|
|
|
|
|
|
|
|
|
||||||||
Numerator for diluted earnings per share:
|
|
|
|
|
|
|
|
||||||||
Net (loss) income available to common shareholders
|
$
|
(1,693
|
)
|
|
$
|
769
|
|
|
$
|
2,082
|
|
|
$
|
21,835
|
|
Allocation of earnings to participating securities
|
—
|
|
|
—
|
|
|
1
|
|
|
9
|
|
||||
Less diluted allocation of earnings to participating securities
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(9
|
)
|
||||
Net (loss) income available to common shareholders
|
$
|
(1,693
|
)
|
|
$
|
769
|
|
|
$
|
2,082
|
|
|
$
|
21,835
|
|
|
|
|
|
|
|
|
|
||||||||
Denominator for basic earnings per share:
|
|
|
|
|
|
|
|
||||||||
Basic weighted average shares of Common Stock
|
48,298
|
|
|
47,561
|
|
|
47,911
|
|
|
47,220
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Denominator for diluted earnings per share:
|
|
|
|
|
|
|
|
||||||||
Basic weighted average shares of Common Stock
|
48,298
|
|
|
47,561
|
|
|
47,911
|
|
|
47,220
|
|
||||
Average dilutive restricted stock units
|
—
|
|
|
178
|
|
|
403
|
|
|
403
|
|
||||
Average dilutive performance shares
|
—
|
|
|
45
|
|
|
9
|
|
|
41
|
|
||||
Average dilutive restricted shares
|
—
|
|
|
3
|
|
|
12
|
|
|
10
|
|
||||
Average dilutive performance share units
|
—
|
|
|
150
|
|
|
432
|
|
|
98
|
|
||||
Diluted weighted average shares of Common Stock
|
48,298
|
|
|
47,937
|
|
|
48,767
|
|
|
47,772
|
|
||||
|
|
|
|
|
|
|
|
||||||||
(Loss) Earnings per share of Common Stock:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
(0.04
|
)
|
|
$
|
0.02
|
|
|
$
|
0.04
|
|
|
$
|
0.46
|
|
Diluted
|
$
|
(0.04
|
)
|
|
$
|
0.02
|
|
|
$
|
0.04
|
|
|
$
|
0.46
|
|
•
|
190,480 restricted stock units ("RSU") awards and 38,096 restricted stock ("RS") awards with a one-year vesting period to the current Board of Directors ("BOD") members for annual compensation.
|
•
|
709,517 performance share unit ("PSU") awards to employees that will vest based upon the achievement of pre-established performance goals related to absolute total shareholder returns ("TSR") determined by the Company's common stock price and Company Adjusted EBITDA measured over a two-year performance period (Fiscal 2020 - Fiscal 2021) with one additional year of time-based vesting. The number of PSU awards that will vest range from 0%-150% of the target award based on actual performance.
|
•
|
1,350,674 RSU awards to employees with a three-year vesting period.
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
|
January 25,
2020 |
|
January 26,
2019 |
|
January 25,
2020 |
|
January 26,
2019 |
||||||||
Restricted stock expense
|
$
|
30
|
|
|
$
|
30
|
|
|
$
|
90
|
|
|
$
|
80
|
|
Restricted stock units expense
|
1,515
|
|
|
1,860
|
|
|
5,227
|
|
|
6,010
|
|
||||
Performance shares expense
|
—
|
|
|
(72
|
)
|
|
12
|
|
|
42
|
|
||||
Performance share units expense
|
274
|
|
|
60
|
|
|
671
|
|
|
719
|
|
||||
Stock-based compensation expense
|
$
|
1,819
|
|
|
$
|
1,878
|
|
|
$
|
6,000
|
|
|
$
|
6,851
|
|
•
|
Increased Use of Online and Digital Platforms as Companions or Alternatives to Printed Course Materials. Students and faculty can now choose from a wider variety of educational content and tools than ever before, delivered across both print and digital platforms.
|
•
|
Distribution Network Evolving. The way course materials are distributed and consumed is changing significantly, a trend that is expected to continue. The market for course materials, including textbooks and supplemental materials, is intensely competitive and subject to rapid change.
|
•
|
Disintermediation. We are experiencing growing competition from alternative media and alternative sources of textbooks and other course materials. In addition to the official physical or virtual campus bookstore, course materials are also sold through off-campus bookstores, e-commerce outlets, digital platform companies, publishers, including Cengage, Pearson and McGraw Hill, bypassing the bookstore distribution channel by selling or renting directly to students and educational institutions, and student-to-student transactions over the Internet.
|
•
|
Supply Chain and Inventory. Since the demand for used textbooks has historically been greater than the available supply, our financial results are highly dependent upon Wholesale’s ability to build its textbook inventory from suppliers in advance of the selling season. Some textbook publishers have begun to supply textbooks pursuant to consignment or
|
•
|
Price Competition. In addition to the competition in the services we provide to our customers, our textbook and other course materials business faces significant price competition. Students purchase textbooks and other course materials from multiple providers, are highly price sensitive, and can easily shift spending from one provider or format to another.
|
•
|
Competition. In addition to the competition we face from alternative distribution sources, we also have competition from other college bookstore operators, textbook wholesalers and educational content providers. We also compete with competitors offering products utilizing open educational resources ("OER") and other expert sources and enhanced with digital content. Competitors that provide online bookstore solutions to colleges and universities not only compete with our physical bookstore operations, but also compete with Retail's virtual stores. We also compete with other companies that offer college-themed and other general merchandise. Our DSS segment faces competition from other digital student solutions providers, including Chegg, Course Hero and others.
|
•
|
A Large Number of Traditional Campus Bookstores Have Yet to be Outsourced.
|
•
|
Outsourcing Trends. We continue to see the trend towards outsourcing in the campus bookstore market, including virtual bookstores and online marketplace websites, and we also continue to see a variety of business models being pursued for the provision of textbooks and other course materials, such as inclusive access and publisher subscription models, and general merchandise.
|
•
|
New and Existing Bookstore Contracts. We expect awards of new accounts resulting in new physical and virtual store openings will continue to be an important driver of future growth in our business.
|
•
|
Overall Economic Environment, College Enrollment and Consumer Spending Patterns. Our business is affected by the overall economic environment, funding levels at colleges and universities, by changes in enrollments at colleges and universities, and spending on course materials and general merchandise.
|
•
|
Economic Environment: Retail general merchandise sales are subject to short-term fluctuations driven by the broader retail environment. We expect general merchandise sales to continue to increase over the long term, as our product assortments continue to emphasize and reflect the changing consumer trends, and we evolve our presentation concepts and merchandising of products in stores and online, as we improve our e-commerce capabilities through investments we are making in new systems, processes and people.
|
•
|
Enrollment Trends. The growth of our business depends on our ability to attract new customers and to increase the level of engagement by our current student customers. We continue to see downward enrollment trends and shrinking resources from state and federal government for colleges and universities. Enrollment trends, specifically at community colleges, continue to decline, led primarily by an improved economy (e.g. low unemployment) and a dip in the United States birth rate resulting in fewer students at the traditional 18-24 year-old college age. However, online degree program enrollments continue to grow, even in the face of declining overall higher education enrollment, and consistent with projections from the National Center for Education Statistics, we expect undergraduate enrollment to increase in the long-term.
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
Dollars in thousands
|
January 25,
2020 |
|
January 26,
2019 |
|
January 25,
2020 |
|
January 26,
2019 |
||||||||
Sales:
|
|
|
|
|
|
|
|
||||||||
Product sales and other
|
$
|
453,678
|
|
|
$
|
491,989
|
|
|
$
|
1,474,448
|
|
|
$
|
1,566,007
|
|
Rental income
|
48,614
|
|
|
56,019
|
|
|
119,729
|
|
|
134,251
|
|
||||
Total sales
|
$
|
502,292
|
|
|
$
|
548,008
|
|
|
$
|
1,594,177
|
|
|
$
|
1,700,258
|
|
|
|
|
|
|
|
|
|
||||||||
Net (loss) income
|
$
|
(1,693
|
)
|
|
$
|
769
|
|
|
$
|
2,083
|
|
|
$
|
21,844
|
|
|
|
|
|
|
|
|
|
||||||||
Adjusted Earnings (non-GAAP) (a)
|
$
|
(748
|
)
|
|
$
|
3,308
|
|
|
$
|
7,011
|
|
|
$
|
24,929
|
|
|
|
|
|
|
|
|
|
||||||||
Adjusted EBITDA (non-GAAP) (a)
|
|
|
|
|
|
|
|
||||||||
Retail
|
$
|
8,140
|
|
|
$
|
10,480
|
|
|
$
|
49,220
|
|
|
$
|
60,020
|
|
Wholesale
|
9,923
|
|
|
17,458
|
|
|
28,024
|
|
|
40,275
|
|
||||
DSS
|
1,150
|
|
|
1,475
|
|
|
2,492
|
|
|
5,652
|
|
||||
Corporate Services
|
(5,154
|
)
|
|
(6,197
|
)
|
|
(15,829
|
)
|
|
(17,706
|
)
|
||||
Elimination
|
(644
|
)
|
|
(992
|
)
|
|
(1,071
|
)
|
|
(2,966
|
)
|
||||
Total Adjusted EBITDA (non-GAAP)
|
$
|
13,415
|
|
|
$
|
22,224
|
|
|
$
|
62,836
|
|
|
$
|
85,275
|
|
|
|
|
|
|
|
|
|
(a)
|
Adjusted Earnings and Adjusted EBITDA are non-GAAP financial measures. See Adjusted Earnings (non-GAAP) and Adjusted EBITDA (non-GAAP) discussion below.
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||
|
January 25,
2020 |
|
January 26,
2019 |
|
January 25,
2020 |
|
January 26,
2019 |
||||
Sales:
|
|
|
|
|
|
|
|
||||
Product sales and other
|
90.3
|
%
|
|
89.8
|
%
|
|
92.5
|
%
|
|
92.1
|
%
|
Rental income
|
9.7
|
|
|
10.2
|
|
|
7.5
|
|
|
7.9
|
|
Total sales
|
100.0
|
|
|
100.0
|
|
|
100.0
|
|
|
100.0
|
|
Cost of sales:
|
|
|
|
|
|
|
|
||||
Product and other cost of sales (a)
|
78.2
|
|
|
77.6
|
|
|
77.8
|
|
|
77.2
|
|
Rental cost of sales (a)
|
59.2
|
|
|
59.1
|
|
|
59.0
|
|
|
59.8
|
|
Total cost of sales
|
76.4
|
|
|
75.7
|
|
|
76.3
|
|
|
75.9
|
|
Gross margin
|
23.6
|
|
|
24.3
|
|
|
23.7
|
|
|
24.1
|
|
Selling and administrative expenses
|
21.1
|
|
|
20.2
|
|
|
19.9
|
|
|
19.1
|
|
Depreciation and amortization expense
|
3.0
|
|
|
3.0
|
|
|
2.9
|
|
|
2.9
|
|
Impairment loss (non-cash)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Restructuring and other charges
|
—
|
|
|
0.5
|
|
|
0.2
|
|
|
0.1
|
|
Transaction costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Operating (loss) income
|
(0.5
|
)%
|
|
0.6
|
%
|
|
0.7
|
%
|
|
2.0
|
%
|
(a)
|
Represents the percentage these costs bear to the related sales, instead of total sales.
|
|
13 weeks ended, January 25, 2020
|
||||||||||||||||||||||
Dollars in thousands
|
Retail
|
|
Wholesale
|
|
DSS
|
|
Corporate Services
|
|
Eliminations
|
|
Total
|
||||||||||||
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product sales and other
|
$
|
409,374
|
|
|
$
|
66,996
|
|
|
$
|
6,435
|
|
|
$
|
—
|
|
|
$
|
(29,127
|
)
|
|
$
|
453,678
|
|
Rental income
|
48,614
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
48,614
|
|
||||||
Total sales
|
457,988
|
|
|
66,996
|
|
|
6,435
|
|
|
—
|
|
|
(29,127
|
)
|
|
502,292
|
|
||||||
Cost of sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product and other cost of sales
|
329,440
|
|
|
52,761
|
|
|
1,152
|
|
|
—
|
|
|
(28,354
|
)
|
|
354,999
|
|
||||||
Rental cost of sales
|
28,758
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
28,758
|
|
||||||
Total cost of sales
|
358,198
|
|
|
52,761
|
|
|
1,152
|
|
|
—
|
|
|
(28,354
|
)
|
|
383,757
|
|
||||||
Gross profit
|
99,790
|
|
|
14,235
|
|
|
5,283
|
|
|
—
|
|
|
(773
|
)
|
|
118,535
|
|
||||||
Selling and administrative expenses
|
91,860
|
|
|
4,312
|
|
|
4,987
|
|
|
5,154
|
|
|
(129
|
)
|
|
106,184
|
|
||||||
Depreciation and amortization expense
|
11,699
|
|
|
1,483
|
|
|
1,904
|
|
|
31
|
|
|
—
|
|
|
15,117
|
|
||||||
Sub-Total:
|
$
|
(3,769
|
)
|
|
$
|
8,440
|
|
|
$
|
(1,608
|
)
|
|
$
|
(5,185
|
)
|
|
$
|
(644
|
)
|
|
(2,766
|
)
|
|
Restructuring and other charges
|
|
|
|
|
|
|
|
|
|
|
205
|
|
|||||||||||
Operating loss
|
|
|
|
|
|
|
|
|
|
|
$
|
(2,971
|
)
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
13 weeks ended, January 26, 2019
|
||||||||||||||||||||||
Dollars in thousands
|
Retail
|
|
Wholesale
|
|
DSS
|
|
Corporate Services
|
|
Eliminations
|
|
Total
|
||||||||||||
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product sales and other
|
$
|
442,127
|
|
|
$
|
78,508
|
|
|
$
|
5,237
|
|
|
$
|
—
|
|
|
$
|
(33,883
|
)
|
|
$
|
491,989
|
|
Rental income
|
56,019
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
56,019
|
|
||||||
Total sales
|
498,146
|
|
|
78,508
|
|
|
5,237
|
|
|
—
|
|
|
(33,883
|
)
|
|
548,008
|
|
||||||
Cost of sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product and other cost of sales
|
358,800
|
|
|
55,769
|
|
|
268
|
|
|
—
|
|
|
(32,884
|
)
|
|
381,953
|
|
||||||
Rental cost of sales
|
33,102
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
33,102
|
|
||||||
Total cost of sales
|
391,902
|
|
|
55,769
|
|
|
268
|
|
|
—
|
|
|
(32,884
|
)
|
|
415,055
|
|
||||||
Gross profit
|
106,244
|
|
|
22,739
|
|
|
4,969
|
|
|
—
|
|
|
(999
|
)
|
|
132,953
|
|
||||||
Selling and administrative expenses
|
95,895
|
|
|
5,281
|
|
|
3,575
|
|
|
6,197
|
|
|
(7
|
)
|
|
110,941
|
|
||||||
Depreciation and amortization expense
|
12,769
|
|
|
1,496
|
|
|
2,072
|
|
|
37
|
|
|
—
|
|
|
16,374
|
|
||||||
Sub-Total:
|
$
|
(2,420
|
)
|
|
$
|
15,962
|
|
|
$
|
(678
|
)
|
|
$
|
(6,234
|
)
|
|
$
|
(992
|
)
|
|
5,638
|
|
|
Restructuring and other charges
|
|
|
|
|
|
|
|
|
|
|
2,500
|
|
|||||||||||
Transaction costs
|
|
|
|
|
|
|
|
|
|
|
117
|
|
|||||||||||
Operating income
|
|
|
|
|
|
|
|
|
|
|
$
|
3,021
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
39 weeks ended, January 25, 2020
|
||||||||||||||||||||||
Dollars in thousands
|
Retail
|
|
Wholesale
|
|
DSS
|
|
Corporate Services
|
|
Eliminations
|
|
Total
|
||||||||||||
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product sales and other
|
$
|
1,354,684
|
|
|
$
|
179,515
|
|
|
$
|
17,024
|
|
|
$
|
—
|
|
|
$
|
(76,775
|
)
|
|
$
|
1,474,448
|
|
Rental income
|
119,729
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
119,729
|
|
||||||
Total sales
|
1,474,413
|
|
|
179,515
|
|
|
17,024
|
|
|
—
|
|
|
(76,775
|
)
|
|
1,594,177
|
|
||||||
Cost of sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product and other cost of sales
|
1,080,909
|
|
|
137,827
|
|
|
3,186
|
|
|
—
|
|
|
(75,522
|
)
|
|
1,146,400
|
|
||||||
Rental cost of sales
|
70,635
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
70,635
|
|
||||||
Total cost of sales
|
1,151,544
|
|
|
137,827
|
|
|
3,186
|
|
|
—
|
|
|
(75,522
|
)
|
|
1,217,035
|
|
||||||
Gross profit
|
322,869
|
|
|
41,688
|
|
|
13,838
|
|
|
—
|
|
|
(1,253
|
)
|
|
377,142
|
|
||||||
Selling and administrative expenses
|
274,253
|
|
|
13,664
|
|
|
13,715
|
|
|
15,829
|
|
|
(182
|
)
|
|
317,279
|
|
||||||
Depreciation and amortization expense
|
35,372
|
|
|
4,531
|
|
|
6,543
|
|
|
96
|
|
|
—
|
|
|
46,542
|
|
||||||
Sub-Total:
|
$
|
13,244
|
|
|
$
|
23,493
|
|
|
$
|
(6,420
|
)
|
|
$
|
(15,925
|
)
|
|
$
|
(1,071
|
)
|
|
13,321
|
|
|
Impairment loss (non-cash)
|
|
|
|
|
|
|
|
|
|
|
433
|
|
|||||||||||
Restructuring and other charges
|
|
|
|
|
|
|
|
|
|
|
3,240
|
|
|||||||||||
Operating income
|
|
|
|
|
|
|
|
|
|
|
$
|
9,648
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
39 weeks ended, January 26, 2019
|
||||||||||||||||||||||
Dollars in thousands
|
Retail
|
|
Wholesale
|
|
DSS
|
|
Corporate Services
|
|
Eliminations
|
|
Total
|
||||||||||||
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product sales and other
|
$
|
1,434,886
|
|
|
$
|
209,282
|
|
|
$
|
15,848
|
|
|
$
|
—
|
|
|
$
|
(94,009
|
)
|
|
$
|
1,566,007
|
|
Rental income
|
134,251
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
134,251
|
|
||||||
Total sales
|
1,569,137
|
|
|
209,282
|
|
|
15,848
|
|
|
—
|
|
|
(94,009
|
)
|
|
1,700,258
|
|
||||||
Cost of sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product and other cost of sales
|
1,147,412
|
|
|
152,723
|
|
|
536
|
|
|
—
|
|
|
(90,995
|
)
|
|
1,209,676
|
|
||||||
Rental cost of sales
|
80,259
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
80,259
|
|
|||||||
Total cost of sales
|
1,227,671
|
|
|
152,723
|
|
|
536
|
|
|
—
|
|
|
(90,995
|
)
|
|
1,289,935
|
|
||||||
Gross profit
|
341,466
|
|
|
56,559
|
|
|
15,312
|
|
|
—
|
|
|
(3,014
|
)
|
|
410,323
|
|
||||||
Selling and administrative expenses
|
281,725
|
|
|
16,284
|
|
|
9,741
|
|
|
17,706
|
|
|
(48
|
)
|
|
325,408
|
|
||||||
Depreciation and amortization expense
|
39,061
|
|
|
4,455
|
|
|
5,698
|
|
|
119
|
|
|
—
|
|
|
49,333
|
|
||||||
Sub-Total:
|
$
|
20,680
|
|
|
$
|
35,820
|
|
|
$
|
(127
|
)
|
|
$
|
(17,825
|
)
|
|
$
|
(2,966
|
)
|
|
35,582
|
|
|
Restructuring and other charges
|
|
|
|
|
|
|
|
|
|
|
2,500
|
|
|||||||||||
Transaction costs
|
|
|
|
|
|
|
|
|
|
|
654
|
|
|||||||||||
Operating income
|
|
|
|
|
|
|
|
|
|
|
$
|
32,428
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
January 26, 2019
|
|
%
|
|
January 25, 2020
|
|
January 26, 2019
|
|
%
|
||||||||
Product sales and other
|
$
|
453,678
|
|
|
$
|
491,989
|
|
|
(7.8)%
|
|
$
|
1,474,448
|
|
|
$
|
1,566,007
|
|
|
(5.8)%
|
Rental income
|
48,614
|
|
|
56,019
|
|
|
(13.2)%
|
|
119,729
|
|
|
134,251
|
|
|
(10.8)%
|
||||
Total Sales
|
$
|
502,292
|
|
|
$
|
548,008
|
|
|
(8.3)%
|
|
$
|
1,594,177
|
|
|
$
|
1,700,258
|
|
|
(6.2)%
|
Sales variances
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
Dollars in millions
|
|
January 25, 2020
|
|
January 26, 2019
|
|
January 25, 2020
|
|
January 26, 2019
|
||||||||
Retail Sales
|
|
|
|
|
|
|
|
|
||||||||
New stores
|
|
$
|
16.3
|
|
|
$
|
18.4
|
|
|
$
|
61.9
|
|
|
$
|
48.3
|
|
Closed stores
|
|
(18.1
|
)
|
|
(23.1
|
)
|
|
(50.8
|
)
|
|
(71.7
|
)
|
||||
Comparable stores (a)
|
|
(37.9
|
)
|
|
(44.7
|
)
|
|
(99.0
|
)
|
|
(101.2
|
)
|
||||
Textbook rental deferral
|
|
0.7
|
|
|
4.9
|
|
|
3.0
|
|
|
8.5
|
|
||||
Service revenue (b)
|
|
(1.4
|
)
|
|
(1.3
|
)
|
|
(3.9
|
)
|
|
(1.1
|
)
|
||||
Other (c)
|
|
0.3
|
|
|
(3.7
|
)
|
|
(5.9
|
)
|
|
(2.9
|
)
|
||||
Retail sales subtotal:
|
|
$
|
(40.1
|
)
|
|
$
|
(49.5
|
)
|
|
$
|
(94.7
|
)
|
|
$
|
(120.1
|
)
|
Wholesale Sales
|
|
$
|
(11.5
|
)
|
|
$
|
(15.3
|
)
|
|
$
|
(29.8
|
)
|
|
$
|
(23.4
|
)
|
DSS Sales
|
|
$
|
1.2
|
|
|
$
|
(0.3
|
)
|
|
$
|
1.2
|
|
|
$
|
5.8
|
|
Eliminations (d)
|
|
$
|
4.7
|
|
|
$
|
9.7
|
|
|
$
|
17.2
|
|
|
$
|
(8.2
|
)
|
Total sales variance:
|
|
$
|
(45.7
|
)
|
|
$
|
(55.4
|
)
|
|
$
|
(106.1
|
)
|
|
$
|
(145.9
|
)
|
(a)
|
Comparable store sales includes sales from physical stores that have been open for an entire fiscal year period and virtual store sales for the period, does not include sales from closed stores for all periods presented, and digital agency sales are included on a gross basis.
|
(b)
|
Service revenue includes Promoversity, brand partnerships, shipping and handling, digital content, software, services, and revenue from other programs.
|
(c)
|
Other includes inventory liquidation sales to third parties, marketplace sales and certain accounting adjusting items related to return reserves, and other deferred items.
|
(d)
|
Eliminates Wholesale sales and service fees to Retail and Retail commissions earned from Wholesale. See discussion of intercompany activities and eliminations below.
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||||||||||
|
January 25, 2020
|
|
January 26, 2019
|
|
January 25, 2020
|
|
January 26, 2019
|
||||||||||||||||
Number of Stores:
|
Physical
|
|
Virtual
|
|
Physical
|
|
Virtual
|
|
Physical
|
|
Virtual
|
|
Physical
|
|
Virtual
|
||||||||
Number of stores at beginning of period
|
772
|
|
|
664
|
|
|
773
|
|
|
677
|
|
|
772
|
|
|
676
|
|
|
768
|
|
|
676
|
|
Opened
|
5
|
|
|
7
|
|
|
1
|
|
|
6
|
|
|
45
|
|
|
62
|
|
|
35
|
|
|
32
|
|
Closed
|
5
|
|
|
7
|
|
|
1
|
|
|
3
|
|
|
45
|
|
|
74
|
|
|
30
|
|
|
28
|
|
Number of stores at end of period
|
772
|
|
|
664
|
|
|
773
|
|
|
680
|
|
|
772
|
|
|
664
|
|
|
773
|
|
|
680
|
|
Comparable Store Sales variances - Retail
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||||||||||||||
Dollars in millions
|
|
January 25, 2020
|
|
January 26, 2019
|
|
January 25, 2020
|
|
January 26, 2019
|
||||||||||||||||||||
Textbooks (Course Materials)
|
|
$
|
(31.2
|
)
|
|
(9.3
|
)%
|
|
$
|
(44.1
|
)
|
|
(11.7
|
)%
|
|
$
|
(85.2
|
)
|
|
(8.3
|
)%
|
|
$
|
(98.9
|
)
|
|
(8.8
|
)%
|
General Merchandise
|
|
(0.9
|
)
|
|
(0.7
|
)%
|
|
1.9
|
|
|
1.6
|
%
|
|
4.7
|
|
|
1.1
|
%
|
|
6.3
|
|
|
1.5
|
%
|
||||
Trade Books
|
|
(2.3
|
)
|
|
(20.2
|
)%
|
|
(0.5
|
)
|
|
(4.4
|
)%
|
|
(4.9
|
)
|
|
(14.7
|
)%
|
|
(2.6
|
)
|
|
(7.3
|
)%
|
||||
Total Comparable Store Sales
|
|
$
|
(34.4
|
)
|
|
(7.3
|
)%
|
|
$
|
(42.7
|
)
|
|
(8.3
|
)%
|
|
$
|
(85.4
|
)
|
|
(5.7
|
)%
|
|
$
|
(95.2
|
)
|
|
(6.0
|
)%
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
% of
Related Sales |
|
January 26, 2019
|
|
% of
Related Sales |
|
January 25, 2020
|
|
% of
Related Sales |
|
January 26, 2019
|
|
% of
Related Sales |
||||||||
Product and other cost of sales
|
$
|
329,440
|
|
|
80.5%
|
|
$
|
358,800
|
|
|
81.2%
|
|
$
|
1,080,909
|
|
|
79.8%
|
|
$
|
1,147,412
|
|
|
80.0%
|
Rental cost of sales
|
28,758
|
|
|
59.2%
|
|
33,102
|
|
|
59.1%
|
|
70,635
|
|
|
59.0%
|
|
80,259
|
|
|
59.8%
|
||||
Total Cost of Sales
|
$
|
358,198
|
|
|
78.2%
|
|
$
|
391,902
|
|
|
78.7%
|
|
$
|
1,151,544
|
|
|
78.1%
|
|
$
|
1,227,671
|
|
|
78.2%
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
% of
Related Sales |
|
January 26, 2019
|
|
% of
Related Sales |
|
January 25, 2020
|
|
% of
Related Sales |
|
January 26, 2019
|
|
% of
Related Sales |
||||||||
Product and other gross margin
|
$
|
79,934
|
|
|
19.5%
|
|
$
|
83,327
|
|
|
18.8%
|
|
$
|
273,775
|
|
|
20.2%
|
|
$
|
287,474
|
|
|
20.0%
|
Rental gross margin
|
19,856
|
|
|
40.8%
|
|
22,917
|
|
|
40.9%
|
|
49,094
|
|
|
41.0%
|
|
53,992
|
|
|
40.2%
|
||||
Gross Margin
|
$
|
99,790
|
|
|
21.8%
|
|
$
|
106,244
|
|
|
21.3%
|
|
$
|
322,869
|
|
|
21.9%
|
|
$
|
341,466
|
|
|
21.8%
|
•
|
Product and other gross margin increased (70 basis points), driven primarily by higher margin rates (70 basis points) due to lower markdowns and a favorable sales mix (30 basis points) due to increased sales of higher margin general merchandise, partially offset by higher costs related to our college and university contracts (40 basis points) resulting from contract renewals and new store contracts.
|
•
|
Rental gross margin decreased (10 basis points), driven primarily by lower rental margin rates (100 basis points), partially offset by lower costs related to our college and university contracts (85 basis points) resulting from contract renewals and new store contracts and favorable rental mix (5 basis points).
|
•
|
Product and other gross margin increased (20 basis points), driven primarily by a favorable sales mix (40 basis points) due to increased sales of higher margin general merchandise, partially offset by lower margin rates (15 basis points) due to a shift to lower margin digital products and higher markdowns and higher costs related to our college and university contracts (10 basis points) resulting from contract renewals and new store contracts.
|
•
|
Rental gross margin increased (80 basis points), driven primarily by favorable rental mix (50 basis points) and lower costs related to our college and university contracts (50 basis points) resulting from contract renewals and new store contracts, partially offset by lower rental margin rates (25 basis points).
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
% of
Sales |
|
January 26, 2019
|
|
% of
Sales |
|
January 25, 2020
|
|
% of
Sales |
|
January 26, 2019
|
|
% of
Sales |
||||||||
Total Selling and Administrative Expenses
|
$
|
106,184
|
|
|
21.1%
|
|
$
|
110,941
|
|
|
20.2%
|
|
$
|
317,279
|
|
|
19.9%
|
|
$
|
325,408
|
|
|
19.1%
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
% of
Sales |
|
January 26, 2019
|
|
% of
Sales |
|
January 25, 2020
|
|
% of
Sales |
|
January 26, 2019
|
|
% of
Sales |
||||||||
Total Depreciation and Amortization Expense
|
$
|
15,117
|
|
|
3.0%
|
|
$
|
16,374
|
|
|
3.0%
|
|
$
|
46,542
|
|
|
2.9%
|
|
$
|
49,333
|
|
|
2.9%
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
% of
Sales |
|
January 26, 2019
|
|
% of
Sales |
|
January 25, 2020
|
|
% of
Sales |
|
January 26, 2019
|
|
% of
Sales |
||||||||
Total Operating (Loss)Income
|
$
|
(2,971
|
)
|
|
(0.5)%
|
|
$
|
3,021
|
|
|
0.6%
|
|
$
|
9,648
|
|
|
0.7%
|
|
$
|
32,428
|
|
|
2.0%
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
January 26, 2019
|
|
January 25, 2020
|
|
January 26, 2019
|
||||||||
Interest Expense, Net
|
$
|
1,904
|
|
|
$
|
2,546
|
|
|
$
|
5,882
|
|
|
$
|
7,904
|
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
Effective Rate
|
|
January 26, 2019
|
|
Effective Rate
|
|
January 25, 2020
|
|
Effective Rate
|
|
January 26, 2019
|
|
Effective Rate
|
||||||||
Income Tax (Benefit) Expense
|
$
|
(3,182
|
)
|
|
65.3%
|
|
$
|
(294
|
)
|
|
(61.9)%
|
|
$
|
1,683
|
|
|
44.7%
|
|
$
|
2,680
|
|
|
10.9%
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
January 26, 2019
|
|
January 25, 2020
|
|
January 26, 2019
|
||||||||
Net (loss) income
|
$
|
(1,693
|
)
|
|
$
|
769
|
|
|
$
|
2,083
|
|
|
$
|
21,844
|
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
January 26, 2019
|
|
January 25, 2020
|
|
January 26, 2019
|
||||||||
Net (loss) income
|
$
|
(1,693
|
)
|
|
$
|
769
|
|
|
$
|
2,083
|
|
|
$
|
21,844
|
|
Reconciling items, after-tax (below)
|
945
|
|
|
2,539
|
|
|
4,928
|
|
|
3,085
|
|
||||
Adjusted Earnings (non-GAAP)
|
$
|
(748
|
)
|
|
$
|
3,308
|
|
|
$
|
7,011
|
|
|
$
|
24,929
|
|
|
|
|
|
|
|
|
|
||||||||
Reconciling items, pre-tax
|
|
|
|
|
|
|
|
||||||||
Impairment loss (non-cash) (a)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
433
|
|
|
$
|
—
|
|
Content amortization (non-cash) (b)
|
1,064
|
|
|
212
|
|
|
2,973
|
|
|
360
|
|
||||
Restructuring and other charges (a)
|
205
|
|
|
2,500
|
|
|
3,240
|
|
|
2,500
|
|
||||
Transaction costs (a)
|
—
|
|
|
117
|
|
|
—
|
|
|
654
|
|
||||
Reconciling items, pre-tax
|
1,269
|
|
|
2,829
|
|
|
6,646
|
|
|
3,514
|
|
||||
Less: Pro forma income tax impact (b)
|
324
|
|
|
290
|
|
|
1,718
|
|
|
429
|
|
||||
Reconciling items, after-tax
|
$
|
945
|
|
|
$
|
2,539
|
|
|
$
|
4,928
|
|
|
$
|
3,085
|
|
(a)
|
See Management Discussion and Analysis and Results of Operations discussion above.
|
(b)
|
For the 13 and 39 weeks ended January 25, 2020, earnings are adjusted for amortization expense (non-cash) related to content development costs which are included in cost of goods sold.
|
(c)
|
Represents the income tax effects of the non-GAAP items.
|
|
13 weeks ended
|
|
39 weeks ended
|
||||||||||||
Dollars in thousands
|
January 25, 2020
|
|
January 26, 2019
|
|
January 25, 2020
|
|
January 26, 2019
|
||||||||
Net (loss) income
|
$
|
(1,693
|
)
|
|
$
|
769
|
|
|
$
|
2,083
|
|
|
$
|
21,844
|
|
Add:
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization expense
|
15,117
|
|
|
16,374
|
|
|
46,542
|
|
|
49,333
|
|
||||
Content amortization (non-cash) (a)
|
1,064
|
|
|
212
|
|
|
2,973
|
|
|
360
|
|
||||
Interest expense, net
|
1,904
|
|
|
2,546
|
|
|
5,882
|
|
|
7,904
|
|
||||
Income tax (benefit) expense
|
(3,182
|
)
|
|
(294
|
)
|
|
1,683
|
|
|
2,680
|
|
||||
Impairment loss (non-cash) (b)
|
—
|
|
|
—
|
|
|
433
|
|
|
—
|
|
||||
Restructuring and other charges (b)
|
205
|
|
|
2,500
|
|
|
3,240
|
|
|
2,500
|
|
||||
Transaction costs (b)
|
—
|
|
|
117
|
|
|
—
|
|
|
654
|
|
||||
Adjusted EBITDA (non-GAAP) (b)
|
$
|
13,415
|
|
|
$
|
22,224
|
|
|
$
|
62,836
|
|
|
$
|
85,275
|
|
(a)
|
For the 13 and 39 weeks ended January 25, 2020, earnings are adjusted for amortization expense (non-cash) related to content development costs which are included in cost of goods sold.
|
(b)
|
See Management Discussion and Analysis and Results of Operations discussion above.
|
Adjusted EBITDA - by Segment
|
|
13 weeks ended, January 25, 2020
|
||||||||||||||||||||||
Dollars in thousands
|
|
Retail
|
|
Wholesale
|
|
DSS
|
|
Corporate Services
|
|
Elimination(b)
|
|
Total
|
||||||||||||
Sales
|
|
$
|
457,988
|
|
|
$
|
66,996
|
|
|
$
|
6,435
|
|
|
$
|
—
|
|
|
$
|
(29,127
|
)
|
|
$
|
502,292
|
|
Cost of sales (a)
|
|
357,988
|
|
|
52,761
|
|
|
298
|
|
|
—
|
|
|
(28,354
|
)
|
|
382,693
|
|
||||||
Gross profit
|
|
100,000
|
|
|
14,235
|
|
|
6,137
|
|
|
—
|
|
|
(773
|
)
|
|
119,599
|
|
||||||
Selling and administrative expenses
|
|
91,860
|
|
|
4,312
|
|
|
4,987
|
|
|
5,154
|
|
|
(129
|
)
|
|
106,184
|
|
||||||
Adjusted EBITDA (non-GAAP)
|
|
$
|
8,140
|
|
|
$
|
9,923
|
|
|
$
|
1,150
|
|
|
$
|
(5,154
|
)
|
|
$
|
(644
|
)
|
|
$
|
13,415
|
|
Adjusted EBITDA - by Segment
|
|
13 weeks ended, January 26, 2019
|
||||||||||||||||||||||
Dollars in thousands
|
|
Retail
|
|
Wholesale
|
|
DSS
|
|
Corporate Services
|
|
Elimination(b)
|
|
Total
|
||||||||||||
Sales
|
|
$
|
498,146
|
|
|
$
|
78,508
|
|
|
$
|
5,237
|
|
|
$
|
—
|
|
|
$
|
(33,883
|
)
|
|
$
|
548,008
|
|
Cost of sales (a)
|
|
391,771
|
|
|
55,769
|
|
|
187
|
|
|
—
|
|
|
(32,884
|
)
|
|
414,843
|
|
||||||
Gross profit
|
|
106,375
|
|
|
22,739
|
|
|
5,050
|
|
|
—
|
|
|
(999
|
)
|
|
133,165
|
|
||||||
Selling and administrative expenses
|
|
95,895
|
|
|
5,281
|
|
|
3,575
|
|
|
6,197
|
|
|
(7
|
)
|
|
110,941
|
|
||||||
Adjusted EBITDA (non-GAAP)
|
|
$
|
10,480
|
|
|
$
|
17,458
|
|
|
$
|
1,475
|
|
|
$
|
(6,197
|
)
|
|
$
|
(992
|
)
|
|
$
|
22,224
|
|
Adjusted EBITDA - by Segment
|
|
39 weeks ended, January 25, 2020
|
||||||||||||||||||||||
Dollars in thousands
|
|
Retail
|
|
Wholesale
|
|
DSS
|
|
Corporate Services
|
|
Elimination(b)
|
|
Total
|
||||||||||||
Sales
|
|
$
|
1,474,413
|
|
|
$
|
179,515
|
|
|
$
|
17,024
|
|
|
$
|
—
|
|
|
$
|
(76,775
|
)
|
|
$
|
1,594,177
|
|
Cost of sales (a)
|
|
1,150,940
|
|
|
137,827
|
|
|
817
|
|
|
—
|
|
|
(75,522
|
)
|
|
1,214,062
|
|
||||||
Gross profit
|
|
323,473
|
|
|
41,688
|
|
|
16,207
|
|
|
—
|
|
|
(1,253
|
)
|
|
380,115
|
|
||||||
Selling and administrative expenses
|
|
274,253
|
|
|
13,664
|
|
|
13,715
|
|
|
15,829
|
|
|
(182
|
)
|
|
317,279
|
|
||||||
Adjusted EBITDA (non-GAAP)
|
|
$
|
49,220
|
|
|
$
|
28,024
|
|
|
$
|
2,492
|
|
|
$
|
(15,829
|
)
|
|
$
|
(1,071
|
)
|
|
$
|
62,836
|
|
Adjusted EBITDA - by Segment
|
|
39 weeks ended, January 26, 2019
|
||||||||||||||||||||||
Dollars in thousands
|
|
Retail
|
|
Wholesale
|
|
DSS
|
|
Corporate Services
|
|
Elimination(b)
|
|
Total
|
||||||||||||
Sales
|
|
$
|
1,569,137
|
|
|
$
|
209,282
|
|
|
$
|
15,848
|
|
|
$
|
—
|
|
|
$
|
(94,009
|
)
|
|
$
|
1,700,258
|
|
Cost of sales (a)
|
|
1,227,392
|
|
|
152,723
|
|
|
455
|
|
|
—
|
|
|
(90,995
|
)
|
|
1,289,575
|
|
||||||
Gross profit
|
|
341,745
|
|
|
56,559
|
|
|
15,393
|
|
|
—
|
|
|
(3,014
|
)
|
|
410,683
|
|
||||||
Selling and administrative expenses
|
|
281,725
|
|
|
16,284
|
|
|
9,741
|
|
|
17,706
|
|
|
(48
|
)
|
|
325,408
|
|
||||||
Adjusted EBITDA (non-GAAP)
|
|
$
|
60,020
|
|
|
$
|
40,275
|
|
|
$
|
5,652
|
|
|
$
|
(17,706
|
)
|
|
$
|
(2,966
|
)
|
|
$
|
85,275
|
|
(b)
|
See Management Discussion and Analysis and Results of Operations discussion above.
|
|
|
39 weeks ended
|
||||||
Dollars in thousands
|
|
January 25, 2020
|
|
January 26, 2019
|
||||
Cash, cash equivalents, and restricted cash at beginning of period
|
|
$
|
14,768
|
|
|
$
|
16,869
|
|
Net cash flows provided by operating activities
|
|
86,352
|
|
|
175,862
|
|
||
Net cash flows used in investing activities
|
|
(21,693
|
)
|
|
(41,668
|
)
|
||
Net cash flows used in financing activities
|
|
(68,865
|
)
|
|
(128,271
|
)
|
||
Cash, cash equivalents, and restricted cash at end of period
|
|
$
|
10,562
|
|
|
$
|
22,792
|
|
•
|
general competitive conditions, including actions our competitors and content providers may take to grow their businesses;
|
•
|
a decline in college enrollment or decreased funding available for students;
|
•
|
decisions by colleges and universities to outsource their physical and/or online bookstore operations or change the operation of their bookstores;
|
•
|
implementation of our digital strategy may not result in the expected growth in our digital sales and/or profitability;
|
•
|
risk that digital sales growth does not exceed the rate of investment spend;
|
•
|
the performance of our online, digital and other initiatives, integration of and deployment of, additional products and services including new digital channels, and enhancements to higher education digital products, and the inability to achieve the expected cost savings;
|
•
|
the risk of price reduction or change in format of course materials by publishers, which could negatively impact revenues and margin;
|
•
|
the general economic environment and consumer spending patterns;
|
•
|
decreased consumer demand for our products, low growth or declining sales;
|
•
|
the strategic objectives, successful integration, anticipated synergies, and/or other expected potential benefits of various acquisitions, may not be fully realized or may take longer than expected;
|
•
|
the integration of the operations of various acquisitions into our own may also increase the risk of our internal controls being found ineffective;
|
•
|
changes to purchase or rental terms, payment terms, return policies, the discount or margin on products or other terms with our suppliers;
|
•
|
our ability to successfully implement our strategic initiatives including our ability to identify, compete for and execute upon additional acquisitions and strategic investments;
|
•
|
risks associated with operation or performance of MBS Textbook Exchange, LLC’s point-of-sales systems that are sold to college bookstore customers;
|
•
|
technological changes;
|
•
|
risks associated with counterfeit and piracy of digital and print materials;
|
•
|
our international operations could result in additional risks;
|
•
|
our ability to attract and retain employees;
|
•
|
risks associated with data privacy, information security and intellectual property;
|
•
|
trends and challenges to our business and in the locations in which we have stores;
|
•
|
non-renewal of managed bookstore, physical and/or online store contracts and higher-than-anticipated store closings;
|
•
|
disruptions to our information technology systems, infrastructure and data due to computer malware, viruses, hacking and phishing attacks, resulting in harm to our business and results of operations;
|
•
|
disruption of or interference with third party web service providers and our own proprietary technology;
|
•
|
work stoppages or increases in labor costs;
|
•
|
possible increases in shipping rates or interruptions in shipping service;
|
•
|
product shortages, including decreases in the used textbook inventory supply associated with the implementation of publishers’ digital offerings and direct to student textbook consignment rental programs, as well as the risks associated with the impacts that public health crises may have on the ability of our suppliers to manufacture or source products, particularly from outside of the United States;
|
•
|
changes in domestic and international laws or regulations, including U.S. tax reform, changes in tax rates, laws and regulations, as well as related guidance;
|
•
|
enactment of laws or changes in enforcement practices which may restrict or prohibit our use of texts, emails, interest based online advertising, recurring billing or similar marketing and sales activities;
|
•
|
the amount of our indebtedness and ability to comply with covenants applicable to any future debt financing;
|
•
|
our ability to satisfy future capital and liquidity requirements;
|
•
|
our ability to access the credit and capital markets at the times and in the amounts needed and on acceptable terms;
|
•
|
adverse results from litigation, governmental investigations, tax-related proceedings, or audits;
|
•
|
changes in accounting standards; and
|
•
|
the other risks and uncertainties detailed in the section titled “Risk Factors” in Part I - Item 1A in our Annual Report on Form 10-K for the year ended April 27, 2019.
|
Period
|
Total Number of Shares Purchased
|
|
Average Price Paid per Share (a)
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs
|
||||||
October 27, 2019 - November 23, 2019
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
26,669,324
|
|
November 24, 2019 - December 28, 2019
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
26,669,324
|
|
December 29, 2019 - January 25, 2020
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
26,669,324
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
|
|
(a)
|
This amount represents the average price paid per common share. This price includes a per share commission paid for all repurchases.
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
BARNES & NOBLE EDUCATION, INC.
|
|
||
(Registrant)
|
|
||
|
|
|
|
By:
|
|
/S/ THOMAS D. DONOHUE
|
|
|
|
Thomas D. Donohue
|
|
|
|
Chief Financial Officer
|
|
|
|
(principal financial officer)
|
|
|
|
|
|
By:
|
|
/S/ SEEMA C. PAUL
|
|
|
|
Seema C. Paul
|
|
|
|
Chief Accounting Officer
|
|
|
|
(principal accounting officer)
|
|
1 Year Barnes and Noble Education Chart |
1 Month Barnes and Noble Education Chart |
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