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CPI Corp. (NYSE:CPY)

F4Q07 Earnings Call

April 16, 2008 11:00 am ET

Executives

Jane Nelson- General Counsel and Corporate Secretary

Gary W. Douglass - Executive Vice President, Finance/Chief Financial Officer

Analysts

Hamed Khorsand - BWS Financial

Nicole Jacoby - Liberation Investment

[Bob Jordan - Zerif]

Will Hamilton - SMH Capital

[Ross DeMonte] - Millwood Capital

Operator

I would like to welcome everyone to the CPI Corp. fourth quarter and fiscal year 2007 conference call. (Operator Instructions)

Jane Nelson

My name is Jane Nelson. I am General Counsel for CPI. We would like to thank you for joining us for our fourth quarter and fiscal year-end 2007 conference call. By now you should have received a copy of the press release that was issued last evening. If you need a copy, please go to our website at www.cpicorp.com to obtain a copy of the release.

Gary Douglass, CPI’s Chief Financial Officer and Executive Vice President of Finance, will present management’s comments and field your questions today.

Before I turn the call over to Gary, I would like to remind you that certain statements made during this conference call, which are not historical, may be deemed forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

Although CPI believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that the expectations will be attained. Factors and risks that could cause actual results to differ materially from the expectations are detailed in last night’s press release and from time-to-time in our filings with the Securities and Exchange Commission.

Additionally, we would like to let you know that the information and statements made during this call are made as of the date of this call. Listeners to any replays should understand the passage of time by itself will diminish the quality of these statements. Finally, the content of the call is the property of CPI. Any replay or transmission of the call may be done only with our consent.

It is now my pleasure to turn the call over to Gary Douglass.

Gary W. Douglass

As most of you know by now, after six interesting and rewarding years, I will be leaving CPI at the end of this week to become the CEO of Pulaski Financial Corp. and its banking subsidiary, Pulaski Bank. As a result of my impending departure, joining me on our call this morning are Renato Cataldo, CPI’s President and CEO; and Dale Heins, who will succeed me as CPI’s CFO.

As indicated in Sunday’s press release, Dale brings 20 years of CPI experience with him to his new role. And based on my close association with him over the past six years, I am confident that he is prepared to step into that role.

With those introductions as a backdrop, I do have a brief set of prepared remarks regarding the fourth quarter and full year 2007, and then we will open the lines for your questions and comments.

Before I discuss the specific elements of our fourth quarter 2007 performance, let me share with you several broad perspectives to frame the balance of my remarks. Viewed in light of our expectations back in early to mid 2007, I would certainly have to say that we would call our fourth quarter performance, especially our sales performance, disappointing.

However, now with the benefit of hindsight and in the context of the challenging economic environment that we have been in and continue to operate in, I would still characterize our sales performance as disappointing, but certainly more understandable.

And when you look at comparative fourth quarter 2007 net earnings, and particularly cash flow performance, in light of the challenging sales environment, I believe the takeaway is more positive.

With this summary as a backdrop, let’s now turn to a few more specifics. In the fourth quarter of 2007, we saw sales increase to $162.8 million from the $100.7 million in 2006, due to the inclusion in 2007 of the results of the PictureMe! Portrait Studio business acquired in June 2007.

However, on a separate brand basis, compared to the comparable 2006 quarter, both brands experienced sales declines. Our Sears Portrait Studio sales declined 9% as sits declined 16% and were only partially offset by an 8% increase in average sale per customer sitting.

For our PictureMe! Portrait Studio brand, we recorded $70.8 million in fourth quarter 2007 sales, which represents a 7% decline in same-store sales versus the comparable period the prior year. Again noting that such prior year amounts with respect to the PictureMe! Portrait Studios are not included in our historical financial statements as they precede our date of acquisition.

On our December 20, 2007 third-quarter call, we had previously discussed preliminary sales results for the fourth quarter through December 15, 2007. Unfortunately, the negative comparisons discussed then continued and slightly worsened throughout the balance of the fiscal year.

As I alluded to earlier, there is no question that the continuing economic headwind, which has reduced consumer discretionary spending, especially for our customer base, has and continues to negatively impact corporate activity.

However, due to the accretive results from the PictureMe! Portrait Studio acquisition, we were able to report improved operating and cash flow results. Specifically, fourth quarter earnings per share increased to $2.35 in 2007 from $2.32 in 2006, even after absorbing a non-cash pre-tax interest charge of $2.9 million associated with the mark-to-market of an interest rate swap that we entered into pursuant to our credit agreement.

Fourth quarter income from operations, that’s before interest expense, increased 19% to $27.5 million in 2007 from $23.2 million in 2006, and fourth quarter adjusted EBITDA improved 38% to $37.6 million from $27.2 million in 2006.

I believe that this fourth quarter performance is again reflective of the substantial cash flow generation capability of the company that we’ve talked about on previous calls, even in the face of disappointing sales resulting from a challenging economic environment.

Briefly shifting to full year results, a full year 2007 EPS declined to $0.47 from $2.56 in 2006, principally due to cumulative losses incurred in connection with the PictureMe! Portrait Studio brand acquisition.

As previously discussed, our 2007 cost structure was significantly negatively impacted by the inclusion of transitional expenses associated with the PictureMe! Portrait Studio brand acquisition. These expenses reflect the acquired legacy cost structure of the former Portrait Corporation of America, and in particular, the cost of operating and supporting the PictureMe! Portrait Studio brand’s legacy, film-based delivery platform pending conversion to digital.

A bit later in my remarks I will share with you some quantifiable progress we have made and expect to make in eliminating these transitional expenses, and thus realizing the anticipated cost synergies from our acquisition.

Despite these significant transitional expenses resulting in cumulative PictureMe! Portrait Studio brand losses, consolidated full-year adjusted EBITDA improved 6% to $47.8 million from the $45.1 million in 2006, again reflecting the significant cash flow generation capability of the company.

Let’s now move on to our PictureMe! Portrait Studio brand integration efforts which are proceeding well, and in the case of our digital conversion ahead of schedule. We expect to realize substantial savings in fiscal 2008, and especially fiscal 2009, through the elimination of the PictureMe! Portrait Studio brand corporate support expenses and gains in manufacturing and studio labor productivity.

Specifically, we estimate that there were approximately $26 million of annualized PictureMe! Portrait Studio brand corporate support expenses at the date of acquisition that we have the opportunity to either eliminate or substantially reduce through integration activities. We estimate that by the end of fiscal 2008 we will have eliminated approximately $15 million of these annualized corporate support costs.

From a financial reporting perspective, you should expect to see the biggest year-over-year comparison impact of these reductions in fiscal year 2009, representing the first full year that these reductions are in place.

In addition to the corporate support cost eliminations, we also expect to realize even potentially larger reductions in production costs resulting from the transition from analog to digital, including gains from additional operational efficiencies in an evolving product mix, and from expected improvements in brand studio labor productivity driven by the implementation of performance management tools, by sitting acquisition and retention initiatives, and by more efficient scheduling of part-time versus full-time personnel.

I made several earlier references to our transition from analog film to digital in our PictureMe! Portrait Studio brand. As of April 11, 2008, we have converted 632 US studios to digital technology. The installation of a new digital lab, sufficient to handle the worldwide fulfillment requirements of the PictureMe! Portrait Studio brand, is estimated to be completed by May 2008.

In addition, we expect to transfer most remaining PictureMe! Portrait Studio operations to CPI’s existing corporate support platforms during fiscal 2008, complete the digital conversion of all US studios prior to the 2008 holiday selling season, and now plan to convert substantially all of our Canadian and Mexican studios to digital technology by the end of fiscal 2008 versus the originally-planned early fiscal 2009 timeframe.

I’d like to shift gears for a moment to update you on several matters relating to our host contracts with Sears and Wal-Mart. As you are aware, the company is currently in the final year of a 10-year contract with Sears that governs the operations of our US Sears Portrait Studios. The company and Sears are currently in discussions regarding a new multi-year agreement.

The company’s US agreement with Wal-Mart that we assumed as part of the PCA acquisition included a clause that enabled Wal-Mart to force the closure of 500 studios each year until certain comparable store sales targets specified in the agreement were met.

As the PictureMe! Portrait Studios did not achieve these targets in fiscal 2007. We entered into discussions with Wal-Mart to determine which studios would be closed during 2008.

I am pleased to report that yesterday we executed an amendment to the agreement that will require us to close only 51 studios in 2008. In addition, the amendment prospectively eliminates the 500-studio closure clause and provides for a reduction in minimum studio hours of operation requested by us.

Consistent with our past practice, we provide you with a look into the quarter to-date sales performance for our current quarter, in this case, the first quarter of fiscal 2008. Both brands’ preliminary net sales declined in the first nine weeks of the 2008 first quarter, which ended April 5, 2008, versus the comparable period of the prior year.

SPS sales declined 9%, while PictureMe! Portrait Studio sales declined 11%. We believe the results of both brands were negatively impacted by the timing of Easter and by the ongoing effects of the previously discussed current economic headwind, which is negatively impacting consumer discretionary spending.

Historically earlier Easters, and this one was about as early as possible, translate into lower sales due to their closer proximity to the preceding Christmas holiday season, during which customers are most portrait-active.

Before closing, I’d like to share with you several general perspectives we have on 2008. Despite the current economic climate, which is likely to make 2008 a challenging year from a sale’s prospective for everyone involved in the consumer discretionary spending segment, we are nonetheless generally optimistic about our prospects for an overall rewarding 2008 performance.

We have various initiatives in place to drive sales, including a renewed focus on customer retention and frequency, and in studio sitting acquisition. We also continue to be vigilant. We will also continue to be vigilant in our efforts to eliminate and/or reduce non-productive costs.

And finally, we look forward to the completion of the digital conversion of our PictureMe! Portrait Studios, which we expect to be received positively by our customers and to the realization of the expected cost synergies from the acquisition.

This concludes my prepared remarks, and we can now open the lines for questions and comments.

Question-and-Answer Session

Operator

(Operator Instructions) Your first question comes from Hamed Khorsand - BWS Financial.

Hamed Khorsand - BWS Financial

My question is regarding your Wal-Mart agreement with these 51 closures, if I heard you right, you were saying that you’re going to have more control over the hours of operation?

Gary W. Douglass

Yes. It’s part of the amendment that we executed. We had asked for certain reductions in minimum hours of operation and we were granted that by Wal-Mart in the amendment.

Hamed Khorsand - BWS Financial

Is that going to save you a certain amount of money over the course of the year?

Gary W. Douglass

Here’s the aspect of it. We will either, and more likely reinvest those hours into periods of time where we think it will drive productive sales. There could be some cases in which we will just pocket that and actually record it as a savings to labor.

But I think our primary driver there was to try to get our hours more reallocated to periods of time when as they say the ducks are flying so that we can provide a better customer experience and hopefully, really drive top-line because of the, obviously, the margin associated with those sales.

Hamed Khorsand - BWS Financial

On your negotiation process with Sears, is there a timeline that you could provide us and when we could expect some sort of announcement?

Gary W. Douglass

I really can’t. I mean, we can’t comment any further about the nature of the discussions other than to say that the agreement does expire in December 31, 2008. And I think both parties are certainly working diligently toward getting something done substantially prior there too. But I certainly can’t make any predictions as to timing.

Operator

And your next question comes from Nicole Jacoby- Liberation Investment.

Nicole Jacoby- Liberation Investment

Can you talk a little bit about the drivers of free cash flow generation going forward; specifically CapEx and what we should be thinking about in terms of EBITDA margins are, looking at about where they will be, things like that?

Gary W. Douglass

Well, free cash flow going forward obviously we’re still in 2008 going to be in a fairly heavy spending mode. We’ll probably spend, I believe our estimate is somewhere in the $37 million range for capital in 2008. Now, as we talked about, that should get us through our complete PictureMe! Portrait Studio digital conversion by the end of fiscal 2008.

So, prospectively beyond that, we’re talking about 2009 and beyond, we should be in a pretty attractive position in terms of reduced CapEx because we should be largely in the maintenance mode, I would call it in those years, because we made our investments, obviously in Sears already, although I think we will periodically need to be refreshing that technology as we go. And we’ll clearly be in a maintenance mode in our PictureMe Portrait Studios because of the recency of that investment.

So, we’re talking probably something in the vicinity of, my guess would be $4 to $6 million of maintenance-type capital in those years, absent any significant number of studio openings and things like that which we just can’t predict. That should be a good precursor and a good driver of free cash flows.

With respect to your question on EBITDA margins, clearly, we have work to do yet on the PictureMe Portrait Studio integration that really should help us drive those margins. But as I talked about, we’re certainly not there yet. We are taking out significant amounts of cost in 2008 and you’ll see really the first full year impact of that in the financial statements, Nicole, will really be reflected in 2009, which should be very positive.

Nicole Jacoby- Liberation Investment

Can we get turned now quickly to the Wal-Mart closures? Those stores, we speculated in the past that Wal-Mart would have the same thoughts as you about which ones to close. Were the ones that were closed ones that you would have wanted to close anyhow because of the characteristics of those stores?

Gary W. Douglass

Not necessarily, because of the negotiation Wal-Mart had the right to request us to close 500 stores. We went through a negotiation process. As a result of that, in those 51 stores we lost some stores that we otherwise wouldn’t have liked to have lost. But we also gained a great deal of comfort in the fact that we removed the 500 studio bogie prospectively, allowing us to freely make the investments in digital that we wanted to make that we think will drive those studios’ performance in the future.

So on balance, as I said in my remarks, we were very pleased with the outcome of that discussion especially when coupled with the reduction in minimum hours that should again allow us to do a combination of reinvestment of those hours and realizing also some labor savings as result of those hours.

Nicole Jacoby- Liberation Investment

Are there still some Wal-Mart stores or a good number of Wal-Mart stores you would look to close or are you permitted to close stores if you want to?

Gary W. Douglass

No, we are not permitted to. But I would tell you at this stage our view was that these stores even some of the currently marginally profitable stores, we think we can turn marginally unprofitable into marginally profitable just by the conversion to digital and with exercising some of the other initiatives that we have ongoing with respect to better labor utilization and just getting people used to our platform.

So, we were committed to converting those studios and again through this discussion with Wal-Mart, we were put in a position we’re able to do that.

Nicole Jacoby- Liberation Investment

Can you tell us a little bit about the initial impact you’re seeing from the Wal-Mart digital conversion in the actual stores and I understand there is some cost savings.

Gary W. Douglass

We are seeing what we expected. We’re seeing after a reasonable learning curve period of time and that’s important because this is different to somewhat in a way we did at Sears, because Sears we did it in a step fashion and our people were more familiar with what was going on.

And the folks in the PictureMe! studios this is a complete transition for them in a very short period of time and after that appropriate learning curve, we are seeing, what we thought we’d see. The transaction average is going up nicely, probably as you said being somewhat tempered by the economic climate we’re in.

And it’s very hard to gauge in terms of sitting volumes, the exact impact of digital when you’re trying to figure out this whole discretionary spending thing because of the economic uncertainty.

But I’d say we’re very pleased with the preliminary transition result to digital and that’s why we are excited about the fact that not only in the US, but in Canada and Mexico, we’ve been able to accelerate our plans to at least get those conversions done in fiscal 2008. Even though a lot of that will be after busy season, it will clear the decks for 2009 to get off to a good start there.

Nicole Jacoby- Liberation Investment

I know there aren’t that many shares left, but are you able to do stock repurchasing and if not, have you spoken with the bank at all given the positive position that you are in?

Gary W. Douglass

We are currently, as you alluded to, under our current credit agreement not able to do that without some type of waiver or amendment from the banks. We’ve not had recent discussions about that, I’m sure they’ll want to see what you’re looking at now in terms of fourth quarter performance.

And frankly from our perspective, we’ve got a lot of things going on ourselves with respect to capital and digital conversion needs that we’ll be working on and we’ll assess that situation, as we get closer to it. But, we would have to get a wavier from the banks, Nicole, to do anything meaningful there.

Nicole Jacoby- Liberation Investment

If you were so inclined to have the discussions, depending on what your other capital needs were, would you believe that given where you are, are there any significant roadblocks to getting a wavier?

Gary W. Douglass

I don’t want to speak for the banks because it’s been some time since we’ve had that discussion so, I probably should reserve judgment on that.

Operator

Your next question comes from [Bob Jordan - Zerif].

[Bob Jordan - Zerif]

Do you have an operating base case or assumption you can share for sitting volume traffic for ‘08 and ‘09 either as a whole or across the division?

Gary W. Douglass

No. We do not share that information historically. So, I guess the answer to that would be, no. You can probably gather from my prepared remarks that we do expect, as I said that 2008 to be a continuing challenge from a sitting perspective because of the economic climate and the impact on our particular demographic area. No, we do not share specifics of the actual sit volumes or projections historically.

[Bob Jordan - Zerif]

Can you talk a little bit quantitatively or qualitatively about how the marketing budget has been different this past quarter year-over-year across the different divisions and/or how different we should expect it to be over the next year relative to last year?

Gary W. Douglass

Well, I think that each year, each quarter we are continually assessing and reassessing the effectiveness, the productivity of our spend basically, and it changes. What worked a year ago, may not work now. So we are continually evolving that and trying to remove unproductive vehicles and replace it with productive vehicles.

Sometimes when you do that, that results in cost savings, sometimes it doesn’t. Productive marketing dollars are dollars well spent because of the margins of our sales. So, I think directionally, we will continue to evaluate that. I don’t see tremendous changes in the overall volume or dollars of our spends.

In Sears that’s for sure, we spend substantial sums of money there. And in the Wal-Mart stores we’re continually evaluating and reevaluating as we learn more about that customer as to what works best, whether its direct mail, whether it’s these freestanding inserts, whether its actual in studio acquisition activities.

So that one is still I think the subject of some learnings from us and what our credo will be is we will try to climb the most productive vehicle and that’s what we’ll use, but that’s about all I can tell you right now on that one.

[Bob Jordan - Zerif]

Do you have a sort of a rule of thumb for on the Wal-Mart side or for the Sears side to the extent that traffic is up 1% at Sears the extent to which you benefit in sitting volume turns from that?

Gary W. Douglass

I don’t think I really have that measure. It is very hard to measure and if it’s hard to measure in Sears then it’s impossible to measure for us right now at least in Wal-Mart because of the relative youth of our experience there. So, I could not effectively draw those correlations for you although intuitively you love traffic if you’re in the license business situation, traffic is key.

Operator

Your next question comes from Will Hamilton - SMH Capital.

Will Hamilton - SMH Capital

Just have a question first regards to the Wal-Mart store closures. When do you expect those 51 studios to close?

Gary W. Douglass

Our amendment says that they will be closed by July 31, 2008, unless agreed to in writing by both parties we can extend that. And, so, I think we won’t get to all of them I don’t think by July 31. But, we’ll work with Wal-Mart closely to also match up with their needs for that space.

Will Hamilton - SMH Capital

The transaction average, how much do you think the increase in check average or transaction average is due to customers moving with you upping the price. And how much might be due to either just the loss of the customers due to economic conditions, or those customers were just looking for the lower price products. Is there a way of measuring that?

You’ve got these increases in transaction averages offsetting the sit decline. How much is that due to the customer moving with you up in the transaction average, and how much might be due to a loss in certain customers that generally were only buying a lower ticket?

Gary W. Douglass

I don’t know the answer to that today. Clearly to drive your average up, people are moving up with us. In the past, we clearly have seen some of that average increase be because of some of the customers that we would deem to be unprofitable customers going away, whether it was because we suppressed marketing materials or whatever.

So I think realistically it’s always a combination of that, but I think in our most recent history, especially 2007 into 2008, it’s certainly more the former, where we’re able to take people up the ladder, than it is the other.

Will Hamilton - SMH Capital

And so you anticipate as you convert the Wal-Mart stores to see similar effects, hopefully?

Gary W. Douglass

Well I think what we expect in Wal-Mart is to get a very positive lift out of the average because the customers that have frequented the former PCA Portrait Studios really have not been able to avail themselves of anything close to state-of-the-art products and services in today’s environment because they have been dealing in an analog film world.

So we are confident that with the breadth of products and services that we can offer digitally that that customer will step up and basically buy additional product and drive the average.

Will Hamilton - SMH Capital

In regards to comment that sit declines and then your margins, do you get any sense as to how much more sit declines can continue to decline before it starts to affect your sales leverage? When does the effects of sales leverage start to kick in if you see sustained declines in sit?

Gary W. Douglass

Yes. I am not prepared to discuss a specific number, but you are right. Eventually that gets to be a concern. I don’t think we are there. Although I think instead our focus is on not having to answer that question in the sense that our initiatives that we have underway today, even in the face of this challenging economic environment, we think will allow us to either slow and/or eventually reverse that rate of decline to where that’s not an issue.

Operator

Your next question comes from [Ross DeMonte] - Millwood Capital.

[Ross DeMonte] - Millwood Capital

You said $15 million of corporate costs will go away by the end of this year.

Gary W. Douglass

Of the annualized cost, Ross, so you will really see the financial statement impact of that more in 2009 than you will in fiscal 2008, although you will see some.

[Ross DeMonte] - Millwood Capital

And did you also say that a potentially larger reduction of a whole bucket of things?

Gary W. Douglass

Yes, I did. I said that as it relates to manufacturing opportunities, cost of sales-manufacturing opportunities as well as studio labor-type productivity among others, those being the two largest. We think there is even a potentially larger opportunity there, although frankly yet to be quantified because we are still in the midst of this transition, trying to figure out exactly the optimal way to manage both of those areas.

[Ross DeMonte] - Millwood Capital

I’m just trying to sort of bracket the economics of PictureMe! and I’m just sort of looking at sort of $30 million there. And then if you quantified for the Street, if you look at one PictureMe! Studio that had digital for a while and is now performing to the model. How much incremental EBITDA is there from higher ticket that we could sort of expect once you’ve converted all the stores to digital and they’re performing to the model?

Gary W. Douglass

Yes. I’m not sure I’m prepared to provide that, because I certainly wouldn’t have it handy right here and that would be a little bit more forward-looking than we are comfortable with.

[Ross DeMonte] - Millwood Capital

Was it fair to say that the core business or the Sears Studios as a corporation used to do 15% EBITDA margin. The corporation now is at 10%. I’m assuming that’s a blend of very low EBITDA contribution from PictureMe! Is it pretty realistic to assume that with all these initiatives, $30 million in savings, average ticket going up at Wal-Mart, we can get back to 15% EBITDA?

Gary W. Douglass

Yes. Let me relate to you a story I’ve told your partner and everybody else that listens. When PCA, back in their fiscal 2002 or 2003, I forget the year, they did, I think, $47 million in EBITDA one year, which was about a 15% EBITDA margin, in an analog film environment with what we now know to be a somewhat bloated cost structure.

So that gave us a great deal of comfort when we did the acquisition, but that was not an unreasonable target for us to shoot at. And so I guess that’s how I’d answer that question.

Operator

At this time there are no further questions.

Gary W. Douglass

In closing I would certainly like to express my sincere appreciation to all of our CPI employees for their unwavering support over the last six years. I’ve really enjoyed myself, looking forward to new challenges and I certainly wish CPI and all of its investors nothing but the best in the future. So with that, that concludes our fourth quarter fiscal 2007 call.

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