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Barnes & Noble, Inc. (NYSE:BKS)

Q4 2008 Earnings Call

March 19, 2009 10:00 am ET

Executives

Joseph J. Lombardi – Chief Financial Officer

Stephen Riggio – Vice Chairman of the Board & Chief Executive Officer

Mitchell S. Klipper – Chief Operating Officer

William J. Lynch, Jr. – President of BarnesAndNoble.com LLC

Analysts

Analyst for Aaron Stein – J. P. Morgan

Matthew Fassler – Goldman Sachs

William Armstrong – C. L. King & Associates, Inc.

David Weiner – Deutsche Bank Securities

Alan Rifkin – Bank of America Securities Merrill Lynch

[Adrienne DeSaint Hilari – Exan]

Operator

Welcome to the Barnes & Noble fourth quarter 2008 earnings results conference call. As a reminder, today’s conference is being recorded. At this time for opening remarks and introductions I’d like to turn the call over to the Chief Financial Officer, Mr. Joseph Lombardi. Please go ahead sir.

Joseph J. Lombardi

Welcome to Barnes & Noble first quarter and the yearend 2008 earnings conference. Joining us today are Steve Riggio, Mitchell Klipper, William Lynch and other members of the senior management team. Before I begin I’d like to remind you that this call is covered by the Safe Harbor disclosure contained in our public documents and is the property of Barnes & Noble. It is not for rebroadcast or use by any other party without the prior written consent of Barnes & Noble.

This morning before the market opened we released our results for the fourth quarter and full year ended January 31, 2009. Consolidated sales totaled $1,632,000,000 for the quarter and $5,122,000,000 for the full year. Full year consolidated sales decreased 3% compared to last year’s 4.6% increase. Sales at Barnes & Noble stores were $4,525,000,000 for the year down 2.7% over a year ago.

Comparable stores sales declined 7.3% for the quarter in line with guidance and slightly better than the -7.7% reported in our holiday release. Store traffic was down throughout the quarter continuing the trend from the third quarter and was the sliding factor in our comparable store sales performance. Our average ticket declined modestly.

For the full year comparable sales at Barnes & Noble stores declined 5.4% in line with guidance. Sales at BarnesAndNoble.com were $466 million for the year a 1.3% comparable decline compared to last year’s 13.4% increase. The -11% comparable store sales decline reported for the holiday season improved to -10.4% for the quarter. Despite the comparable stores sales decline and deleveraging against fixed occupancy costs, gross margins were flat in the fourth quarter as those declines were offset by lower distribution costs and reduced markdowns.

For the full year gross margins increased 50 basis points despite a -5.4% comparable stores sales decline. Selling and administrative expenses declined slightly compared to last year’s fourth quarter. For the full year, selling and administrative expenses increased only 1.4% excluding a sales tax settlement recorded in the first quarter.

As we noted in our third quarter conference call in this retail environment we have been managing those parts of our business we can control with a focus towards maintaining an excellent and sound financial condition. For example, the gross margin improvement this year was due to our continuous pursuit of supply chain efficiencies and promoting profitable top line sales. Controlling and cutting expenses where appropriate was a priority for 2008 and also for 2009 given the sales environment. What is noteworthy is how our entire store organization maintained and controlled store expenses particularly store payroll.

As many of you know our stores are staffed with a sales per hour target. Even with the sales decline in the second half of this year our stores hit their original targeted payroll goals. This was a primary factor an essentially flat expenses this quarter despite 13 net new store openings year-over-year. As previously announced and also noted in today’s release we had two fourth quarter charges for severance payments and a write down of our investment and Calendar Club which was ultimately sold after yearend.

Both the minimal earnings of Calendar Club and the write down of our investment have been classified as discontinued operations on our financial statements. Excluding those two charges, for the full year the company reported earnings per share of $1.54 in line with our guidance which called for an earnings range of $1.30 to $1.60 per share.

At quarter end the company’s balance sheet and financial condition remain in excellent shape. Inventories declined $155 million or 11% compared to last year despite the sales shortfall in 13 net new stores. As a result of a better than expected working capital performance, the company generated operating free cash flows of $150 million, higher than our forecast of $50 to $75 million.

The company’s capital expenditures for 2008 were $192 million in line with guidance. We began the year with about $335 million in cash. During the first part of the year we acquired 6.6 million shares of BKS for $201 million, we issued $52 million in dividends and we ended the year with $280 million in cash and no debt.

Now, for 2009 guidance; while it is difficult to forecast sales with any certainty in the current retail environment, based upon current trends the company expects first quarter comparable store sales to decrease in a range of 6% to 9% and full year comparable sales to decrease in a range of 4% to 6%. First quarter loss per share is projected to be in the range of $0.10 to $0.20. Last year the company reported earnings per share in the first quarter of -$0.04 per share. Our investment in Calendar Club accounted for -$0.03 of that loss.

First year earnings per share is expected to be in the range of $0.95 to $1.25. The effective tax rate for 2009 is forecasted to be 40%, depreciation expenses are expected to increase about $10 million in 2009 primarily due to system enhancements and other IT investments which generally have a shorter depreciation life than our store build outs do.

We also are forecasting operating free cash flow of approximately $100 million in 2009 and gross capital expenditures of about $125 million. We plan on opening about 15 Barnes & Noble stores this year and closing approximately 10 stores. The $125 million of capital expenditures is broken down by about $50 million for new stores and again, that’s before tenant allowances, $25 million for maintenance and the remaining cap ex for retail, Internet, IT, digital initiatives and other items. In total, we have reduced capital spending $70 million for 2009.

At this point I’d like to turn the discussion over to our CEO Steve Riggio.

Stephen Riggio

The year 2008 was by far the most challenging retail environment we’ve ever experienced. In fact, it was the first year in which our comparable store sales declined every quarter. Nevertheless, due to a number of actions, we’ve managed to mitigate the bottom line impact of the negative sales. First, our entire organization focused on expense control and reduction, especially variable expenses at the store level.

Even so, we maintained extremely high levels of service throughout our stores which was validated by our own internal tracking as well as industry surveys which rank us continually at or near the top for quality of service among specialty retailers in America and I’m very proud of that. Second, and unlike most retailers facing declining comparable store sales, we not only avoided but also reduced the level of coupon and promotional discounting compared to prior years.

Instead, we chose to focus on promoting our paid membership program and even in the challenging sales environment we still managed to grow our member base. Finally, the company’s continued focus on improving the efficiency of our supply chain allowed us to reduce inventory levels by 11% and improve inventory turns to the highest levels in our history. But, just as important, our in stock percentage of being in stock on key titles and back list did not suffer at all, in fact, they were in excellent shape and higher than the prior year.

In addition, efficiencies in the supply chain resulted in reduced purchases from book wholesalers which of course carry lower markups. In total, the actions combined with a more favorable product mix, notably less sales of music, more than offset occupancy deleverage and enabled the company to improve gross margins.

Retail sales continued to be challenging as you know but we believe we’ve taken decisive steps to not only manage the business well in this economic down turn but also to remain well positioned to benefit from an economic recovery. We’ve got one of the strongest real estate food prints in retail, a growing base of paid members, solid ecommerce platform and well developed multichannel marketing platform.

Our plans for ’09 include the opening of 15 new stores of which 11 will be relocations of existing stores. We also plan to return to the business of offering customers digital content inclusive of eBooks, newspapers and magazines. We have a large number of assets in place to enable us to sell digital content, our ecommerce platform is solid and scalable. We operate a world class in house service center and our recent acquisition of Fictionwise has enhanced our ability to conduct digital transactions.

Of course, we understand investors are anxious to hear more specifics about our plans in this arena and we do have a wide range of initiatives in development but due to the highly strategic nature of this fast evolving market, we will announce each of them as they launch.

Joseph J. Lombardi

At this point we’d like to turn the call over to questions.

Question-and-Answer Session

Operator

(Operator Instructions) Your first question comes from Analyst for Aaron Stein – J. P. Morgan.

Analyst for Aaron Stein – J. P. Morgan

Just a few questions, good job on the inventory down 11%, if you could just help us with a little bit more details on where in the store, what areas, what categories those reductions are taking place the most?

Joseph J. Lombardi

The reductions in the inventory, what we attempted to do throughout the business was reduce the inventory where the sales were sort of most declining so obviously music is declining significantly and inventory came down there but all across the board we looked to improve the turns so those parts of the business and those areas of the business that declined more obviously had a large inventory decline.

Stephen Riggio

The key fact is that our selection in the stores remains as strong or even bigger than ever because what we’re doing is working the supply chain. We’re delivering books on a more just-in-time basis and making sure that the inventory both on the shelf and in our warehouse is as sufficient as possible. So, not only did we maintain title selection but we were able to increase turns by reducing the amount of copies, particularly in distribution center or excess inventory that’s typically on the shelf that you don’t need. We’re very rapid in replenishing stock and every year we keep turning it up a little notch here and there.

Analyst for Aaron Stein – J. P. Morgan

In regards to looking at SG&A dollars next year if you can help us a little bit on how to think about that? And, also in regards to what your fixed cost hurdle rate would be next year provided the steps you’ve taken to improve efficiencies.

Joseph J. Lombardi

We’re working to hold SG&A levels in 2009 with those of 2008 as a percent of sales. That’s our goal. We will continue to focus on obviously managing store payroll being the biggest chunk of that in the declining sales environment but we’ve also taken actions in 2008 and will be taking actions in 2009 to reduce or eliminate expenses throughout the business given the current climate. So that’s our goal and we’ll continue to sort of invest where we think it’s appropriate and reduce expenses or cut them where we think it doesn’t make sense at this point.

Analyst for Aaron Stein – J. P. Morgan

Just in regards to has the fixed cost hurdle rate come down a little bit? I think you mentioned about a 2% hurdle in the past?

Joseph J. Lombardi

Right, we typically have a 2% hurdle rate, obviously if you reduce expenses that hurdle rate comes down somewhat but I’m not going to commit to a number at this point. We’re looking to hold ’09 flat as a percent of sales with ’08 as related to expenses.

Operator

Your next question comes from Matthew Fassler – Goldman Sachs.

Matthew Fassler – Goldman Sachs

A couple of questions, first of all just to make sure I understand the definition of the $1.67 number ex charges, it looks like that number including Calendar Club operations for the fourth quarter, is that accurate?

Joseph J. Lombardi

Yes, it did.

Matthew Fassler – Goldman Sachs

Secondly, on the gross margin drivers, if you could just refresh us on the specific supply chain and distribution efforts that took your cost down in that arena and just talk about what area you think you’re in and the most meaningful improvements that you made there?

Joseph J. Lombardi

I think there are a number of reasons the gross margins were impacted, certainly the supply chain efficiencies involve as Steve mentioned, the just-in-time ordering, better ordering, quicker replenishment of in stocks which allows you to have less safety stock in your distribution center. The amount of local buying that our stores due which generally carry lower margins than inventory we manage centrally.

We had an excellent shortage result, the best in the company’s history last year. That certainly helped margin and will continue to help margin going forward if we can keep our shortage at the levels that we’re at. We’ve been talking for four quarters about reducing promotional markdowns to the level that they need to be so I would say to you what our improvement in gross margin has been this year, and for the year 50 basis points given the decline in comp is a pretty good result that we’re happy with, I think is a lot of managing of all of the elements that make up gross margins, it’s across the board.

Matthew Fassler – Goldman Sachs

Joe, how big is the occupancy headwind that you had to fight as a percent of sales on the down 7% [inaudible] comp last quarter.

Joseph J. Lombardi

We don’t break out occupancy from margins so I’m not going to do that but obviously we had [inaudible].

Matthew Fassler – Goldman Sachs

On the promotional front you’re obviously up against a super store competitor among your many competitors that is in cash preservation mode. Did you see the competitive environment as it’s reflected by competitive mailings or flyers or other kinds of deals moderate at all during the quarter?

Joseph J. Lombardi

No, I mean the holiday season was very competitive and there were lots of messages from all of the competitors to customers. It was a competitive thing. I think we did what we thought was appropriate and we’re pleased with the level of promotions that we did.

Matthew Fassler – Goldman Sachs

Then finally, just to make sure I understand the impact of Calendar Club, I guess as Calendar Club made a $0.10 on an operating basis and I believe you guys said that it loss $0.03 in the first quarter of last year, should we think about it just kind of extrapolating to quarters two and three, should we think about this just as basically a break even kind of business on an annual basis as we think about modeling for next year?

Joseph J. Lombardi

Yes. If you will, the full year discontinued operations is a net $0.17 as well as the charge for the write down for the earnings were diminuous.

Matthew Fassler – Goldman Sachs

Did including Calendar Club as a discontinued op did that have a meaningful impact on the SG&A dollars or on the inventory decline?

Joseph J. Lombardi

No.

Operator

Your next question comes from William Armstrong – C. L. King & Associates, Inc.

William Armstrong – C. L. King & Associates, Inc.

Just to follow up that last question, so in the first quarter of ’08 were you loss $0.04 you had $0.03 from Calendar Club so the loss from continuing operations would have been $0.01?

Joseph J. Lombardi

Correct.

William Armstrong – C. L. King & Associates, Inc.

The headcount reductions that you announced earlier this year, how much savings would we expect in terms of dollars for ’09?

Joseph J. Lombardi

We sort of haven’t broken that out and announced that but obviously, it’s millions of dollars. It’s not double digits but it’s certainly part of what we’ve done amongst many things to reduce expenses and many of the items we’re focusing on are even bigger than that but that is one specific thing that we did announce in January.

William Armstrong – C. L. King & Associates, Inc.

The severance charge in the fourth quarter is that all in the SG&A line?

Joseph J. Lombardi

Yes.

William Armstrong – C. L. King & Associates, Inc.

Music during the quarter, in some quarters in the past you’ve indicated what kind of comps you saw there. I assume that they were down double digits, can you give us any color on what’s going on with music?

Joseph J. Lombardi

I mean it’s down double digits, significant double digits and it continues to decline and we’re managing the business as it comes down. We’re managing it intelligently, we think we’re managing inventory well and we’re taking sales where we can get them.

William Armstrong – C. L. King & Associates, Inc.

Is that still around 8% of your sales? I imagine that’s got to be coming down at this point?

Joseph J. Lombardi

Yes, it’s coming down. Mostly DVD though so it’s not coming down overall when you combine the two in what we consider the department.

William Armstrong – C. L. King & Associates, Inc.

So DVD and music combined is about 8% and the music share is declining?

Joseph J. Lombardi

Yes.

William Armstrong – C. L. King & Associates, Inc.

Finally, are you seeing and I’m not sure if you’re even able to track this but are you seeing any impact on your market or your market share from the Kindle?

Stephen Riggio

No, we believe it’s still very, very early in the game and as electronic book devices and mobile platforms emerge, it’s in a way we think opening a new door for us enabling us to sell lots of content that we’re not even currently offering. So, as I said in my prepared remarks we think that this is a whole new exciting area for us and the range of content that we can sell is actually much large than that we’re currently offering within the four walls of the store or for our website. So, we look at this as an opportunity. I think our customers are very eager for us to enter the marketplace.

William Armstrong – C. L. King & Associates, Inc.

When do you think we’ll see that entry?

Stephen Riggio

Well, as I said there are many initiatives in development and as they launch we’ll let everybody know but we’re not going to reveal any specific date.

Operator

Your next question comes from David Weiner – Deutsche Bank Securities.

David Weiner – Deutsche Bank Securities

A lot of my questions have been asked but I will ask one additional one, on the free cash generation guidance that you give for 2009, is that going to be largely from further inventory cuts or obviously you talked about cap ex coming down but, what else is going to drive that free cash flow generation?

Joseph J. Lombardi

We assume basically minimal working capital improvement and obviously $70 million of cap ex coming down as well as we’re generating EBITDA, albeit smaller.

David Weiner – Deutsche Bank Securities

So I guess on the inventory front you don’t plan on the reductions in ’09 that you saw in ’08?

Joseph J. Lombardi

The reductions?

David Weiner – Deutsche Bank Securities

The inventory reductions?

Joseph J. Lombardi

No, we typically do not plan significant nor guide significant working capital reductions in our free cash flow numbers and that is consistent with what we normally do.

Operator

Your next question comes from Alan Rifkin – Bank of America Securities Merrill Lynch.

Alan Rifkin – Bank of America Securities Merrill Lynch

Just one question if I may as a few of my questions were already answered. In the past you’ve said that you needed a 2% hurdle rate to leverage SG&A yet you said earlier in the call that you’re working to hold SG&A flat as a percent of sales while you are also guiding full year comps to a range of down 4% to down 6%. Would that not imply that potentially you’re talking about your hurdle rate being significantly lower than what it was in the past or am I not looking at that correctly?

Joseph J. Lombardi

I wasn’t commenting to a specific hurdle rate on a long term basis. What I was talking towards was in 2009 we expect to have some difficulty in the comparable store sales line and what we’ve done as a company is really gone through all of our expenses from top to bottom and said what do we need to do in 2009 and what can we either reduce, eliminate or postpone. Therefore, with that we’re giving you enough information to understand that we’re targeting for ourselves to hold our rate in 2009 given the sales environment flat as a percent of sales with 2008. It wasn’t meant to be a generic permanent hurdle discussion.

Alan Rifkin – Bank of America Securities Merrill Lynch

So if you break down your expense structure simply in to fixed as well as variable, would you say that from the fixed standpoint you have essentially reduced expenses as much as you’re able to?

Joseph J. Lombardi

Well, if it’s fixed it’s fixed. We continue to work on them but by in large the variables where you have the opportunity. In the fixed, as Mitchell has mentioned in previous calls, we have lots of leases up for renewals so to the extent that we can reduce occupancy going forward certainly that’s a fixed cost that we can improve going forward. So, I mean there’s those opportunities but by and large we’re working on kind of all the line items of what we do.

But, at the end of the day as we’ve said before, the store payroll is the most important expense and that’s what has to be managed. There is a level of fixed expenses in store payroll just to run the store and keep it open for the hours that we’re open and that’s not changeable.

Alan Rifkin – Bank of America Securities Merrill Lynch

So just looking at the payroll taken together with your guidance for comps for ’09 would that imply that in your opinion you certainly believe that there’s still significant opportunities to reduce the payroll expense at the store level? Am I assuming that correct?

Mitchell S. Klipper

No, not at all. We need a certain amount of book sellers on the selling floor to conduct business and we think that we’ve made tremendous, tremendous strides in managing that through a tough time. We think we’ve got the right service level out there and we’re very committed to keeping the higher levels of service. I think one of the biggest areas of flexibility that we have and that continue to work is that a large number of our leases come up for renewal every year. We’re a very desired tenant and we have some flexibility there and we’re working that as hard as we can.

Operator

Your next question comes from Matthew Fassler – Goldman Sachs.

Matthew Fassler – Goldman Sachs

Just a quick follow up on cap ex, if you could tell us please what the numbers were for 2008 I guess both on a gross basis and net of allowances, just to give us a basis for comparison on the ’09 numbers that you gave us please.

Joseph J. Lombardi

For the new store openings?

Matthew Fassler – Goldman Sachs

Any way you want to disclose it.

Joseph J. Lombardi

On a gross basis the new stores were about $93 million and on a net basis about $50.

Matthew Fassler – Goldman Sachs

What was the rest of cap ex if you would in ’08?

Joseph J. Lombardi

Physical maintenance of stores about $30 to $35 million and the rest we just kind of lumped together as sort of systems IT, retail and the general workings of the company with the exception of $20 million which we purchased one of our distribution centers that was coming off lease in the second quarter last year.

Matthew Fassler – Goldman Sachs

I guess what is the gross number that shows up on the cash statement ultimately be?

Joseph J. Lombardi

$192 million.

Matthew Fassler – Goldman Sachs

$192 million and then we’ll net out it sounds like $43 million of levered deals?

Joseph J. Lombardi

It will show up as cap ex if you will.

Matthew Fassler – Goldman Sachs

Then just one follow up question, it’s interesting, many retailers have spoken about change in their real estate strategies in the past number of months as the credit market have sized up and development has moderated, your store growth has been very, very measured for quite some time but it looks like you continued to proceed with deals. I’m kind of curious what you’re seeing from the levered community in terms of real estate opportunities in general that is enabling you to maintain your game plan here?

Mitchell S. Klipper

On top of the 80 to 100 renewals that are coming up year-over-year and as you can imagine we have very favorable renewal terms. The team that’s been with us for 17 to 20 years is still out there handling our real estate. These guys have done an amazing job. They are focusing now really on the strategic nature of repositioning the stores that make sense, where the opportunities are. Right now, we’re keeping our powder dry as you know, there’s not too many projects going on across America.

Next year we’re going to be opening up 14 to 15 stores with one of them being a flagship right here in New York at 86th and Lex which will be a spectacular 55,000 square foot store which will be opening up midsummer. But, as far as new stores go the team is out there, we’re scouring America, we know where the opportunities are and right now we’re just keeping our powder dry to see at what point in time do we jump back in on the new store expansion.

Matthew Fassler – Goldman Sachs

Did you say 80 to 100 renewals over the next year or so?

Mitchell S. Klipper

The next 12 months we have about 80 to 100.

Matthew Fassler – Goldman Sachs

Can you talk about the kinds of opportunities that’s giving you versus the past in terms of [inaudible].

Mitchell S. Klipper

More leverage than ever before as you can imagine. Many of these are in their primary term going for their options and you have pre-negotiated option terms so pretty much in the past you’ve executed your option terms where today there’s really nobody to back fill the space, there’s nobody opening stores across America. The supply and demand is upside down so I don’t think any landlord wants empty spaces. Of course, if we say we’re leaving, there’s nobody to back us up.

Now, we do have good real estate so if there were spaces to be filled first, it would be ours but at this point in time we’ve had great relationships with the landlords and they know it’s a long race, it’s a long partnership together and they’re all working with us because they don’t want us to leave.

Matthew Fassler – Goldman Sachs

Joe, does your guidance reflect some of the pick up that Mitchell is alluding to?

Joseph J. Lombardi

Yes. He said the leases are renegotiated already.

Matthew Fassler – Goldman Sachs

But the 80 to 100 and the new deals that could come that would be additive if it transpires?

Joseph J. Lombardi

Yes. But, Mitch is negotiating these a year out for renewal. He’s way out in front of it.

Mitchell S. Klipper

The stuff we’re talking about now is expiring in January of ’10.

Matthew Fassler – Goldman Sachs

So this is sort of a calendar 2010 benefit assuming that we continuing moving in this direction?

Joseph J. Lombardi

That is correct.

Operator

Your next question comes from [Adrienne DeSaint Hilari – Exan].

[Adrienne DeSaint Hilari – Exan]

One quick question, can you tell us if you’re expecting any further decline in the inventory levels compared to the -11% you had announced?

Joseph J. Lombardi

What we’ve said is we have not factored in inventory level decline in terms of the cash flow guidance that we’ve done and to the extent that we do a little bit better obviously we’re always working on managing our inventory better but we don’t have a specific inventory target that we’ve announced.

Operator

We have no further questions from the phone audience.

Joseph J. Lombardi

Thank you for listening to our 2008 year end conference call. Please note that our next scheduled financial release will be our first quarter earnings release on or about May 21st.

Operator

Ladies and gentlemen that does conclude today’s conference call. We’d like to thank you all for your participation. Have a great day.

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