e8vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report:
(Date of earliest event reported)
RENT-A-CENTER, INC.
(Exact name of registrant as specified in charter)
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Delaware
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0-25370
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45-0491516 |
(State or other jurisdiction of
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(Commission File Number)
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(IRS Employer Identification No.) |
incorporation or organization) |
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5501 Headquarters Drive
Plano, Texas 75024
(Address of principal executive offices and zip code)
(972) 801-1100
(Registrants telephone
number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the Registrant under any of the following provisions (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425). |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12). |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b)). |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c)). |
Item 2.02 Results of Operations and Financial Condition.
Attached hereto as Exhibit 99.1 is the Registrants press release reflecting earnings
information for the quarter ended March 31, 2008.
The press release contains information regarding EBITDA (earnings before interest, taxes,
depreciation and amortization), which is a non-GAAP financial measure as defined in Item 10(e) of
Regulation S-K. The press release also contains a reconciliation of EBITDA to the Registrants
reported earnings before income taxes. Management of the Registrant believes that presentation of
EBITDA is useful to investors, as among other things, this information impacts certain financial
covenants under the Registrants senior credit facilities and the indenture governing its 7 1/2 %
Senior Subordinated Notes due 2010. While management believes this non-GAAP financial measure is
useful in evaluating the Registrant, this information should be considered as supplemental in
nature and not as a substitute for or superior to the related financial information prepared in
accordance with GAAP. Further, the non-GAAP financial measure may differ from similar measures
presented by other companies.
Pursuant to General Instruction B.2. of Form 8-K, all of the information contained in this
Form 8-K and the accompanying exhibit shall be deemed to be furnished and not filed for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and, therefore, shall
not be incorporated by reference in any filing under the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 Press Release, dated April 28, 2008.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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RENT-A-CENTER, INC.
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Date: April 28, 2008 |
By: |
/s/ Robert D. Davis
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Robert D. Davis |
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Executive Vice President - Finance, Chief
Financial Officer and Treasurer |
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3
EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1 |
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Press release, dated April 28, 2008 |
4
exv99w1
Exhibit 99.1
For Immediate Release:
RENT-A-CENTER, INC. REPORTS
FIRST QUARTER 2008 RESULTS
Same Store Sales Increase 2.8%
Reported Diluted Earnings per Share of $0.54, Exceeds Guidance
Cash Flow from Operations Exceeds $128 million
Plano, Texas, April 28, 2008 Rent-A-Center, Inc. (the Company) (NASDAQ/NGS:RCII), the nations
largest rent-to-own operator, today announced revenues and earnings for the quarter ended March 31,
2008.
First Quarter 2008 Results
The Company reported total revenues for the quarter ended March 31, 2008 of $756.6 million, an
increase of $1.3 million from the reported total revenues of $755.3 million for the same period in
the prior year. This increase in revenues was primarily driven by a 2.8% increase in same store
sales, offset by a reduction in revenue as a result of approximately 315 fewer stores over the past
year primarily due to the previously announced restructuring plan.
Reported net earnings for the quarter ended March 31, 2008 were $36.4 million, as compared to the
reported net earnings of $15.1 million for the same period in the prior year. Reported net
earnings for the quarter ended March 31, 2008 were reduced by a $2.9 million pre-tax restructuring
expense related to the previously announced restructuring plan, as discussed below. Reported net
earnings for the quarter ended March 31, 2007 were reduced by a $51.3 million pre-tax litigation
charge related to the Hilda Perez matter, as discussed below.
Reported net earnings per diluted share for the quarter ended March 31, 2008 were $0.54, as
compared to the reported net earnings per diluted share of $0.21 for the same period in the prior
year. Reported net earnings per diluted share for the quarter ended March 31, 2008 were reduced by
$0.03 per share as a result of the restructuring expense related to the previously announced
restructuring plan, as discussed below. Reported net earnings per diluted share for the quarter
ended March 31, 2007 were reduced by approximately $0.46 per share as a result of the litigation
expense related to the Hilda Perez matter, as discussed below.
I am pleased with our results for the first quarter, where we exceeded our guidance for total
revenue, same store sales and net earnings per diluted share, commented Mark E. Speese, the
Companys Chairman and Chief Executive Officer. These positive results primarily benefited from
higher merchandise sales and an earlier than planned benefit from our restructuring plan, Speese
continued. While we are mindful of the challenging macro-economic environment, we will continue to
stay the course and focus on those areas within our control including the customers in-store
experience, collections, and managing our resources wisely, Speese concluded.
Through the three month period ended March 31, 2008, the Company generated cash flow from
operations of approximately $128.3 million, while ending the quarter with approximately $78.6
million of cash on hand. In addition, during the three month period ended March 31, 2008, the
Company reduced its outstanding indebtedness by approximately $134.1 million. Since March 31,
2008, the Company has further reduced its outstanding indebtedness by approximately $11.7 million.
Operations Highlights
During the first quarter of 2008, the Company opened two new store locations, acquired accounts
from six locations, consolidated 10 stores into existing locations and sold seven stores, for a net
reduction of 15 stores and an ending balance as of March 31, 2008 of 3,066 company-owned stores.
During the first quarter of 2008, the Company added financial services to seven existing
rent-to-own store locations, consolidated two stores with financial services into existing
locations, and closed one location, ending the quarter with a total of 280 stores providing these
services.
Since March 31, 2008, the Company has acquired accounts from six locations, consolidated one store
into an existing location and sold five stores. The Company has added financial services to 12
existing rent-to-own store locations, acquired accounts from one location, and closed one location
since March 31, 2008.
2008 Significant Item
Restructuring Plan Expenses. During the first quarter of 2008, the Company recorded a pre-tax
restructuring expense of approximately $2.9 million in connection with the restructuring plan
previously announced on December 3, 2007. This restructuring expense reduced net earnings per
diluted share in the first quarter of 2008 by approximately $0.03. As previously reported, the
Company recorded a pre-tax restructuring expense of approximately $38.7 million related to this
restructuring plan during the fourth quarter of 2007. The costs with respect to these store
closings relate primarily to lease terminations, fixed asset disposals and other miscellaneous
items.
2007 Significant Item
Hilda Perez. On November 5, 2007, the Company paid an aggregate of $109.3 million, including
plaintiffs attorneys fees and administration costs, pursuant to the court approved settlement of
the Hilda Perez v. Rent-A-Center, Inc. matter pending in New Jersey. Under the terms of the
settlement, the Company is entitled to 50% of any undistributed monies in the settlement. As
previously reported, the Company recorded a pre-tax expense of $58.0 million in connection with the
Perez matter during the fourth quarter of 2006, and an additional pre-tax charge of $51.3 million
in the first quarter of 2007, to account for the aforementioned costs. The litigation expense with
respect to the Perez settlement reduced net earnings per diluted share by approximately $0.46 in
the first quarter of 2007.
- - -
Rent-A-Center, Inc. will host a conference call to discuss the first quarter results, guidance and
other operational matters on Tuesday morning, April 29, 2008, at 10:45 a.m. EDT. For a live
webcast of the call, visit http://investor.rentacenter.com. Certain financial and other
statistical information that will be discussed during the conference call will also be provided on
the same website.
Rent-A-Center, Inc., headquartered in Plano, Texas, currently operates approximately 3,060
company-owned stores nationwide and in Canada and Puerto Rico. The stores generally offer
high-quality, durable goods such as major consumer electronics, appliances, computers and furniture
and accessories under flexible rental purchase agreements that generally allow the customer to
obtain ownership of the merchandise at the conclusion of an agreed upon rental period. ColorTyme,
Inc., a wholly owned subsidiary of the Company, is a national franchiser of approximately 215
rent-to-own stores operating under the trade name of ColorTyme.
The following statements are based on current expectations. These statements are forward-looking
and actual results may differ materially. These statements do not include the potential impact of
any repurchases of common stock the Company may make, reduction in outstanding indebtedness, any
restructuring expenses related to the restructuring plan announced on December 3, 2007, or the
potential impact of acquisitions or dispositions that may be completed after April 28, 2008.
SECOND QUARTER 2008 GUIDANCE:
Revenues
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The Company expects total revenues to be in the range of $701 million to $716 million. |
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Store rental and fee revenues are expected to be between $625 million and $637 million. |
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Total store revenues are expected to be in the range of $693 million to $708 million. |
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Same store sales are expected to be flat. |
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The Company expects to open approximately 5 new rent-to-own store locations. |
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The Company expects to add financial services to approximately 25 rent-to-own store
locations. |
Expenses
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The Company expects cost of rental and fees to be between 22.6% and 23.0% of store rental
and fee revenue and cost of merchandise sold to be between 74% and 78% of store merchandise
sales. |
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Store salaries and other expenses are expected to be in the range of 57.1% to 58.6% of
total store revenue. |
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General and administrative expenses are expected to be between 4.3% and 4.5% of total
revenue. |
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Net interest expense is expected to be approximately $16 million, depreciation of property
assets is expected to be approximately $18 million and amortization of intangibles is expected
to be approximately $4 million. |
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The effective tax rate is expected to be in the range of 37.5% to 38.0% of pre-tax income. |
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Diluted earnings per share are estimated to be in the range of $0.53 to $0.59. |
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Diluted shares outstanding are estimated to be between 66.8 million and 67.8 million. |
FISCAL 2008 GUIDANCE:
Revenues
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The Company expects total revenues to be in the range of $2.868 billion and $2.908 billion. |
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Store rental and fee revenues are expected to be between $2.515 billion and $2.555 billion. |
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Total store revenues are expected to be in the range of $2.830 billion and $2.870 billion. |
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Same store sales are expected to be in the flat to 2% range. |
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The Company expects to open approximately 30-40 new rent-to-own store locations. |
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The Company expects to add financial services to approximately 150 rent-to-own store
locations. |
Expenses
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The Company expects cost of rental and fees to be between 22.6% and 23.0% of store rental
and fee revenue and cost of merchandise sold to be between 74% and 78% of store merchandise
sales. |
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Store salaries and other expenses are expected to be in the range of 56.9% to 58.4% of
total store revenue. |
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General and administrative expenses are expected to be between 4.3% and 4.5% of total
revenue. |
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Net interest expense is expected to be approximately $65 million, depreciation of property
assets is expected to be between $70 million and $75 million and amortization of intangibles
is expected to be approximately $14 million. |
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The effective tax rate is expected to be approximately 37% of pre-tax income. |
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Diluted earnings per share are estimated to be in the range of $2.17 to $2.32. |
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Diluted shares outstanding are estimated to be between 66.8 million and 67.8 million. |
This press release and the guidance above contain forward-looking statements that involve risks and
uncertainties. Such forward-looking statements generally can be identified by the use of
forward-looking terminology such as may, will, expect, intend, could, estimate,
should, anticipate, or believe, or the negative thereof or variations thereon or similar
terminology. Although the Company believes that the expectations reflected in such forward-looking
statements will prove to be correct, the Company can give no assurance that such expectations will
prove to have been correct. The actual future performance of the Company could differ materially
from such statements. Factors that could cause or contribute to such differences include, but are
not limited to: uncertainties regarding the ability to open new rent-to-own stores; the Companys
ability to acquire additional rent-to-own stores or customer accounts on favorable terms; the
Companys ability to successfully add financial services locations within its existing rent-to-own
stores; the Companys ability to identify and successfully enter new lines of business offering
products and services that appeal to its customer demographic, including its financial services
products; the Companys ability to enhance the performance of acquired stores; the Companys
ability to control costs; the Companys ability to identify and successfully market products and
services that appeal to its customer demographic; the Companys ability to enter into new and
collect on its rental purchase agreements; the Companys ability to enter into new and collect on
its short term loans; the passage of legislation adversely affecting the rent-to-own or financial
services industries; interest rates; economic pressures, such as high fuel and utility costs,
affecting the disposable income available to the Companys targeted consumers; changes in the
Companys stock price and the number of shares of common stock that it may or may not repurchase;
changes in estimates relating to self-insurance liabilities and income tax and litigation reserves;
changes in the Companys effective tax rate; the Companys ability to maintain an effective system
of internal controls; changes in the number of share-based compensation grants, methods used to
value future share-based payments and changes in estimated forfeiture rates with respect to
share-based compensation; the resolution of the Companys litigation; one or more parties filing an
objection to the Shafer/Johnson settlement; a specified percentage of class members timely and
validly opt out of the Shafer/Johnson settlement; the court hearing the Shafer/Johnson matter could
refuse to approve the settlement or could require changes to the settlement that are unacceptable
to the Company or the plaintiffs; and the other risks detailed from time to time in the Companys
SEC reports, including but not limited to, its annual report on Form 10-K for the year ended
December 31, 2007. You are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this press release. Except as required by law, the
Company is not obligated to publicly release any revisions to these forward-looking statements to
reflect the events or circumstances after the date of this press release or to reflect the
occurrence of unanticipated events.
Contact for Rent-A-Center, Inc.:
David E. Carpenter
Vice President of Investor Relations
(972) 801-1214
david.carpenter@rentacenter.com
Rent-A-Center, Inc. and Subsidiaries
STATEMENT OF EARNINGS HIGHLIGHTS
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Three Months Ended March 31, |
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2008 |
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2008 |
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2007 |
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2007 |
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Before |
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After |
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Before |
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After |
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Restructuring |
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Restructuring |
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Litigation |
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Litigation |
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Expense |
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Expense |
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Expense |
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Expense |
(In Thousands of Dollars, except per share data) |
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(Non-GAAP) |
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(GAAP) |
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(Non-GAAP) |
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(GAAP) |
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Total Revenue |
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$ |
756,636 |
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$ |
756,636 |
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$ |
755,299 |
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$ |
755,299 |
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Operating Profit |
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80,440 |
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77,540 |
(1) |
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97,405 |
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46,155 |
(2) |
Net Earnings |
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38,161 |
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36,358 |
(1) |
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47,912 |
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15,103 |
(2) |
Diluted Earnings per Common Share |
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$ |
0.57 |
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$ |
0.54 |
(1) |
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$ |
0.67 |
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$ |
0.21 |
(2) |
Adjusted EBITDA |
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$ |
103,558 |
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$ |
103,558 |
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$ |
118,370 |
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$ |
118,370 |
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Reconciliation to Adjusted EBITDA: |
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Earnings before income taxes |
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61,377 |
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58,477 |
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75,070 |
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23,820 |
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Add back: |
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Litigation expense |
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51,250 |
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Restructuring expense |
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2,900 |
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Interest expense, net |
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19,063 |
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19,063 |
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22,335 |
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22,335 |
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Depreciation of property assets |
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18,188 |
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18,188 |
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16,927 |
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16,927 |
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Amortization of intangibles |
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4,930 |
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4,930 |
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4,038 |
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4,038 |
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Adjusted EBITDA |
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$ |
103,558 |
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$ |
103,558 |
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$ |
118,370 |
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$ |
118,370 |
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(1) |
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Includes the effects of a $2.9 million pre-tax restructuring expense in the first
quarter of 2008 as part of the December 3, 2007 announced restructuring plan. The
restructuring expense reduced diluted earnings per share by approximately $0.03 in the
first quarter of 2008. |
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(2) |
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Includes the effects of a $51.3 million pre-tax litigation expense in the first
quarter of 2007 associated with the settlement in the Perez case. The expense reduced
diluted earnings per share by approximately $0.46 in the first quarter of 2007. |
SELECTED BALANCE SHEET HIGHLIGHTS
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(in Thousands of Dollars) |
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March 31, 2008 |
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March 31, 2007 |
Cash and cash equivalents |
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$ |
78,628 |
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$ |
80,146 |
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Prepaid expenses and other assets |
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50,455 |
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55,065 |
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Rental merchandise, net |
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On rent |
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725,204 |
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840,627 |
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Held for rent |
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191,121 |
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229,256 |
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Total Assets |
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2,569,997 |
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2,775,371 |
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Senior debt |
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825,238 |
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916,191 |
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Subordinated notes payable |
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300,000 |
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300,000 |
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Total Liabilities |
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1,585,342 |
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1,812,459 |
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Stockholders Equity |
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984,655 |
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962,912 |
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Rent-A-Center, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF EARNINGS
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Three Months Ended March 31, |
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2008 |
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2007 |
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(In Thousands of Dollars, except per share data) |
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Unaudited |
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Store Revenue |
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Rentals and Fees |
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$ |
640,686 |
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$ |
660,113 |
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Merchandise Sales |
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85,339 |
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|
68,337 |
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Installment Sales |
|
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9,885 |
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|
|
8,410 |
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Other |
|
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9,619 |
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|
7,176 |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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745,529 |
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|
744,036 |
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Franchise Revenue |
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Franchisee Merchandise Sales |
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9,767 |
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9,925 |
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Royalty Income and Fees |
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1,340 |
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1,338 |
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Total Revenue |
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756,636 |
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|
|
755,299 |
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Operating Expenses |
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Direct Store Expenses |
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Cost of Rentals and Fees |
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146,162 |
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|
143,069 |
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Cost of Merchandise Sold |
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63,325 |
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|
46,030 |
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Cost of Installment Sales |
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4,020 |
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|
3,545 |
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Salaries and Other Expenses |
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417,414 |
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|
420,727 |
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Franchise Cost of Merchandise Sold |
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9,396 |
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|
|
9,487 |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
640,317 |
|
|
|
622,858 |
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General and Administrative Expenses |
|
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30,949 |
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|
|
30,998 |
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Amortization of Intangibles |
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|
4,930 |
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|
|
4,038 |
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Litigation Expense |
|
|
|
|
|
|
51,250 |
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Restructuring Expense |
|
|
2,900 |
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Total Operating Expenses |
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679,096 |
|
|
|
709,144 |
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|
|
|
|
|
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Operating Profit |
|
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77,540 |
|
|
|
46,155 |
|
|
|
|
|
|
|
|
|
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Interest Expense |
|
|
20,927 |
|
|
|
24,096 |
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Interest Income |
|
|
(1,864 |
) |
|
|
(1,761 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Earnings before Income Taxes |
|
|
58,477 |
|
|
|
23,820 |
|
|
|
|
|
|
|
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Income Tax Expense |
|
|
22,119 |
|
|
|
8,717 |
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|
|
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|
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|
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|
|
|
|
|
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NET EARNINGS |
|
|
36,358 |
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|
15,103 |
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|
|
BASIC WEIGHTED AVERAGE SHARES |
|
|
66,710 |
|
|
|
70,286 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BASIC EARNINGS PER COMMON SHARE |
|
$ |
0.55 |
|
|
$ |
0.21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DILUTED WEIGHTED AVERAGE SHARES |
|
|
67,175 |
|
|
|
71,338 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DILUTED EARNINGS PER COMMON SHARE |
|
$ |
0.54 |
|
|
$ |
0.21 |
|
|
|
|
|
|
|
|