Vince Holding Corp. Reports Third Quarter and Year to Date Fiscal 2015 Results

NEW YORK–(BUSINESS WIRE)–Vince Holding Corp. (NYSE:VNCE), a leading contemporary fashion brand
(“Vince” or the “Company”), today reported unaudited results for the
third quarter of fiscal 2015.

In this press release, the Company is presenting its financial results
in conformity with U.S. generally accepted accounting principles
(“GAAP”) as well as on an “adjusted” basis. Adjusted results presented
in this press release are non-GAAP financial measures. See “Non-GAAP
Financial Measures” below for more information about the Company’s use
of non-GAAP financial measures and Exhibits 3 through 5 to this press
release for a reconciliation of actual GAAP results to such adjusted
results.

For the third quarter ended October 31, 2015:

• Net sales decreased 21.5% to $80.9 million from $102.9 million in the
  third quarter of fiscal 2014. The wholesale segment decreased 28.4% to
  $56.5 million and the direct-to-consumer segment increased 1.3% to
  $24.4 million over the third quarter of fiscal 2014. Comparable store
  sales decreased 12.5%, including e-commerce sales.
• Gross profit was $40.0 million, or 49.5% of net sales, which includes
  a $2.0 million benefit from the recovery on inventory write-downs
  taken in the second quarter. Excluding this benefit, gross profit was
  $38.0 million, or 47.0% of net sales. This compares to gross profit of
  $50.6 million, or 49.2% of net sales, in the third quarter of fiscal
  2014.
• Selling, general, and administrative expenses were $27.7 million or
  34.2% of sales. This includes $0.2 million of net management
  transition costs. Excluding these costs, selling, general and
  administrative costs were $27.5 million or 34.0% of net sales in the
  quarter. In the third quarter of fiscal 2014, selling, general and
  administrative costs were $25.8 million or 25.1% of sales.
• Operating income was $12.3 million, compared to operating income of
  $24.8 million for the third quarter of fiscal 2014. Excluding the
  benefit from the recovery on the inventory write-down and net
  management transition costs, operating income for the third quarter of
  fiscal 2015 was $10.5 million.
• Net income was $5.9 million, or $0.16 per diluted share, compared to
  net income of $13.3 million, or $0.35 per diluted share, for the third
  quarter of fiscal 2014. Excluding the benefit from the recovery on the
  inventory write-down and net management transition costs, net income
  for the third quarter of fiscal 2015 was $4.8 million, or $0.13 per
  diluted share.
• During the third quarter of 2015, the Company opened 4 new stores,
  ending the quarter with 46 company-operated stores.

Brendan Hoffman, Chief Executive Officer, commented, “Our third quarter
results were largely in line with our expectations. We saw continued
challenges in the wholesale channel and less traffic in our
direct-to-consumer business, along with deeper discounts, which is
consistent with what we are seeing in the overall retail environment.
Looking ahead, I am excited to be leading the Vince brand and I look
forward to working with our founders, Rea and Christopher, as well as
the rest of the team to recapture the brand DNA and position the Company
for long term sales and profitability growth.”

Balance Sheet

The Company’s debt decreased by $6.9 million to $77.9 million during the
third quarter of fiscal 2015. The Company had availability under its
Revolving Credit Facility of $29.6 million as of October 31, 2015.

Inventory at the end of the third quarter of fiscal 2015 was $43.9
million versus $52.7 million at the end of the third quarter of fiscal
2014. The year-over-year inventory decline was driven primarily by the
increase in inventory reserves. Partially offsetting the additional
reserves were increases from the 9 new store openings since the end of
the third quarter of last year and new handbag inventory.

Capital expenditures for the third quarter of fiscal 2015 totaled $3.1
million, $2.4 million of which was primarily attributable to new stores
and shop-in-shop build-outs.

Updated 2015 Outlook

The Company’s updated 2015 guidance reflects changes primarily related
to the engagement of new personnel and consulting services for product
development, design and merchandising, and revised expectations for the
DTC business, as well as an increase in marketing investments.

For fiscal 2015, the Company now expects:

• Total net sales of $285 million to $290 million.
• Adjusted Gross margin to decrease between 220 and 270 basis points, as
  compared to last year, due primarily to increased markdowns across
  segments and expected assistance to wholesale partners. This excludes
  the $12.5 million net inventory write-down in the nine month fiscal
  period.
• Adjusted selling, general, and administrative expenses to increase by
  $18.5 million to $19.5 million, as compared to last year. This
  includes the above-mentioned costs associated with new personnel and
  consulting services that were not included in the prior guidance. This
  excludes the impact of ongoing net executive transition costs of
  approximately $3.0 million in the current year, which were reported in
  the nine month fiscal period, and $0.6 million for secondary offering
  costs incurred in prior year.
• Adjusted diluted earnings per share of $0.17 to $0.21 excluding the
  above adjustments net of tax.
• To spend $18 million to $19 million in capital expenditures,
  consistent with prior guidance.

To support strategic growth investments, enhance our liquidity, and
provide additional cash for operations, on December 9, 2015, the Company
received a Rights Offering Commitment Letter that commits an affiliate
of Sun Capital to provide the Company with up to $65 million of cash
proceeds in the event that the Company conducts a rights offering for
its common stock to all of its stockholders.

Non-GAAP Financial Measures

In addition to reporting financial results in accordance with GAAP, the
Company has provided, with respect to financial results relating to the
third quarter and thirty-nine week period of fiscal 2015, as well as
guidance for fiscal 2015, adjusted cost of products sold, adjusted gross
margin, adjusted selling, general and administrative expenses, adjusted
operating income, adjusted income before taxes, adjusted income taxes,
adjusted net income and adjusted earnings per share, which are non-GAAP
financial measures, in order to eliminate the effect on operating
results of the inventory write-down and management transition costs. The
Company has also provided, with respect to financial results relating to
the thirty-nine week period of fiscal 2014, adjusted selling, general
and administrative expenses, adjusted operating income, adjusted
provision for taxes, adjusted net income and adjusted earnings per
share, which are non-GAAP financial measures, in order to eliminate the
effect on operating results the costs related to the Secondary Offering.
The Company believes that the presentation of adjusted results
facilitates an understanding of the Company’s continuing operations
without the non-recurring impact associated with the inventory
write-down and management transition costs as well as the Secondary
Offering costs, and on a go forward basis, consistent with its fiscal
2015 guidance. Non-GAAP financial measures should not be considered in
isolation from, or as a substitute for, financial information prepared
in accordance with GAAP. A reconciliation of GAAP to non-GAAP results
has been provided in Exhibits 3 through 5 to this press release.

2015 Third Quarter Earnings Conference Call

A conference call to discuss the third quarter results will be held
today, December 10, 2015, at 4:30 pm. ET, hosted by Vince Holding Corp.
Chief Executive Officer, Brendan Hoffman, and Interim Chief Financial
Officer and Treasurer, David Stefko. During the conference call, the
Company may answer questions concerning business and financial
developments, trends and other business or financial matters. The
Company’s responses to these questions, as well as other matters
discussed during the conference call, may contain or constitute
information that has not been previously disclosed.

Those who wish to participate in the call may do so by dialing (877)
201-0168 conference ID 90693125. Any interested party will also have the
opportunity to access the call via the Internet at http://investors.vince.com/.
To listen to the live call, please go to the website at least 15 minutes
early to register and download any necessary audio software. For those
who cannot listen to the live broadcast, a recording will be available
for 30 days after the date of the event. Recordings may be accessed at http://investors.vince.com/.

ABOUT VINCE

VINCE is a leading contemporary fashion brand best known for modern
effortless style and everyday luxury essentials. Established in 2002,
the brand now offers a wide range of women’s and men’s apparel, women’s
and men’s footwear, and handbags. Vince products are sold in prestige
distribution worldwide, including over 2,500 distribution locations
across 44 countries. With corporate headquarters in New York and its
design studio in Los Angeles, the Company operates 34 full-price retail
stores, 14 outlet stores and its e-commerce site, VINCE.com. Please
visit www.VINCE.com
for more information.

This document, and any statements incorporated by reference herein,
contains forward-looking statements under the Private Securities
Litigation Reform Act of 1995. Forward-looking statements include the
statements under “Updated 2015 Outlook” and statements regarding, among
other things, our current expectations about the Company’s future
results and financial condition, revenues, store openings and closings,
margins, expenses and earnings and are indicated by words or phrases
such as “may,” “will,” “should,” “believe,” “expect,” “seek,”
“anticipate,” “intend,” “estimate,” “plan,” “target,” “project,”
“forecast,” “envision” and other similar phrases. Although we believe
the assumptions and expectations reflected in these forward-looking
statements are reasonable, these assumptions and expectations may not
prove to be correct and we may not achieve the results or benefits
anticipated. These forward-looking statements are not guarantees of
actual results, and our actual results may differ materially from those
suggested in the forward-looking statements. These forward-looking
statements involve a number of risks and uncertainties, some of which
are beyond our control, including, without limitation: our ability to
remain competitive in the areas of merchandise quality, price, breadth
of selection, and customer service; our ability to anticipate and/or
react to changes in customer demand and attract new customers; including
in connection with making inventory commitments; our ability to control
the level of sales in the off-price channels; our ability to manage
current excess inventory in a way that will promote the long-term health
of the brand; our ability to maintain adequate cash flow from operations
or availability under our revolving credit facility to meet our
liquidity needs (including our obligations under the tax receivable
agreement); changes in consumer confidence and spending; our ability to
maintain projected profit margins; unusual, unpredictable and/or severe
weather conditions; the execution and management of our retail store
growth, including the availability and cost of acceptable real estate
locations for new store openings; the execution and management of our
international expansion, including our ability to promote our brand and
merchandise outside the U.S. and find suitable partners in certain
geographies; our ability to expand our product offerings into new
product categories including the ability to find suitable licensing
partners; our ability to successfully implement our marketing
initiatives; our ability to protect our trademarks in the U.S. and
internationally; our ability to maintain the security of electronic and
other confidential information; serious disruptions and catastrophic
events; changes in global economies and credit and financial markets;
competition; the impact of recent turnover in the senior management
team; the fact that a number of members of the management team have less
than one year of tenure with the Company, and the current senior
management team has not had a long period of time working together; our
ability to attract and retain a qualified permanent CFO, as well
other key personnel; commodity, raw material and other cost increases;
compliance with laws, regulations and orders; changes in laws and
regulations; outcomes of litigation and proceedings and the availability
of insurance, indemnification and other third-party coverage of any
losses suffered in connection therewith; tax matters and other factors
as set forth from time to time in our Securities and Exchange Commission
filings, including under the heading “Item 1A—Risk Factors” in our
Annual Report on Form 10-K and our Quarterly Reports on Form 10Q. We
intend these forward-looking statements to speak only as of the time of
this release and do not undertake to update or revise them as more
information becomes available.

This press release is also available on the Vince Holding Corp. website (http://investors.vince.com/).

Vince Holding Corp. and Subsidiaries Condensed Consolidated Statements of Operations (Unaudited, amounts in thousands except percentages, share and per share data)													Exhibit (1)
			Three Months Ended										Nine Months Ended
			October 31,					November 1,					October 31,					November 1,
			2015					2014					2015					2014
Net sales			$	80,859				$	102,947				$	220,694				$	245,725
Cost of products sold				40,854					52,299					129,159					124,652
Gross profit				40,005					50,648					91,535					121,073
as a % of net sales				49.5	%				49.2	%				41.5	%				49.3	%
Selling, general and administrative expenses				27,662					25,818					80,633					71,092
as a % of net sales				34.2	%				25.1	%				36.6	%				29.0	%
Income from operations				12,343					24,830					10,902					49,981
as a % of net sales				15.3	%				24.1	%				4.9	%				20.3	%
Interest expense, net				1,428					2,235					4,367					7,570
Other expense, net				899					72					1,390					557
Income before taxes				10,016					22,523					5,145					41,854
Provision for Income taxes				4,123					9,212					1,824					16,658
Net income			$	5,893				$	13,311					3,321					25,196
Earnings per share:
Basic earnings per share			$	0.16				$	0.36				$	0.09				$	0.69
Diluted earnings per share			$	0.16				$	0.35				$	0.09				$	0.66
Weighted average shares outstanding:
Basic				36,775,443					36,728,969					36,767,770					36,726,338
Diluted				36,816,972					38,303,603					37,633,633					38,243,368

Vince Holding Corp. and Subsidiaries Condensed Consolidated Balance Sheets (Unaudited, amounts in thousands)							Exhibit (2)
			October 31,				January 31,
			2015				2015
ASSETS
Current assets:
Cash and cash equivalents			$	124			$	112
Trade receivables, net				18,868				33,797
Inventories, net				43,895				37,419
Prepaid expenses and other current assets				10,252				9,812
Total current assets				73,139				81,140
Property, plant and equipment, net				36,302				28,349
Intangible assets, net				109,196				109,644
Goodwill				63,746				63,746
Deferred income taxes and other assets				93,122				95,769
Total assets			$	375,505			$	378,648
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable			$	30,154			$	29,118
Accrued salaries and employee benefits				1,972				7,380
Other accrued expenses				29,469				27,992
Total current liabilities				61,595				64,490
Long-term debt				75,219				84,450
Deferred rent				14,517				11,676
Other liabilities				148,003				146,063
Stockholders’ equity				76,171				71,969
Total liabilities and stockholders’ equity			$	375,505			$	378,648

Vince Holding Corp. and Subsidiaries Reconciliation of net income on a GAAP basis to “Adjusted net income” (Unaudited, amounts in thousands except percentages, share and per share data)						Exhibit (3)
			For the three months ended October 31, 2015
			As Reported				Adjustments							As Adjusted
Net sales			$	80,859										$	80,859
Cost of products sold				40,854			$	1,986			(a)				42,840
Gross profit				40,005				(1,986	)						38,019
as a % of sales				49.5	%										47.0	%
Selling, general and administrative expenses				27,662				(164	)		(b)				27,498
as a % of sales				34.2	%										34.0	%
Income from operations				12,343				(1,822	)						10,521
as a % of sales				15.3	%										13.0	%
Interest expense, net				1,428											1,428
Other expense, net				899											899
Income before income taxes				10,016				(1,822	)						8,194
Provision for Income taxes				4,123				(747	)		(c)				3,376
Net Income			$	5,893			$	(1,075	)					$	4,818
Earnings per share:
Basic earnings per share			$	0.16			$	(0.03	)					$	0.13
Diluted earnings per share			$	0.16			$	(0.03	)					$	0.13
Weighted average shares outstanding:
Basic shares				36,775,443											36,775,443
Diluted shares				36,816,972											36,816,972

(a)		To adjust cost of products sold to remove the favorable impact of the recovery on inventory write downs taken in the second quarter of approximately $2.0 million.
(b)		To adjust selling, general and administrative expenses to remove executive search costs of $0.6 million, partially offset by the favorable impact of $(0.5) million related to executive stock option forfeitures.
(c)		Adjusted amount represents adjusted pretax income multiplied by a normalized tax rate of 41%. The normalized tax rate was derived by reference to statutory tax rates in the jurisdictions in which the Company operates, without giving effect to the Company’s valuation allowance or potential use of its net operating loss carryforwards.

Vince Holding Corp. and Subsidiaries Reconciliation of net income on a GAAP basis to “Adjusted net income” (Unaudited, amounts in thousands except percentages, share and per share data)						Exhibit (4)
			For the nine months ended October 31, 2015
			As Reported					Adjustments							As Adjusted
Net sales			$	220,694											$	220,694
Cost of products sold				129,159				$	(12,461	)		(a)				116,698
Gross profit				91,535					12,461							103,996
as a % of sales				41.5	%											47.1	%
Selling, general and administrative expenses				80,633					(3,025	)		(b)				77,608
as a % of sales				36.6	%											35.2	%
Income from operations				10,902					15,486							26,388
as a % of sales				4.9	%											12.0	%
Interest expense, net				4,367												4,367
Other expense, net				1,390												1,390
Income before income taxes				5,145					15,486							20,631
Provision for Income taxes				1,824					6,349			(c)				8,173
Net Income			$	3,321				$	9,137						$	12,458
Earnings per share:
Basic earnings per share			$	0.09				$	0.25						$	0.34
Diluted earnings per share			$	0.09				$	0.24						$	0.33
Weighted average shares outstanding:
Basic shares				36,767,770												36,767,770
Diluted shares				37,633,633												37,633,633

(a)		To adjust cost of products sold to remove the net impact of inventory write downs of approximately $12.5 million primarily related to excess out of season and current inventory.
(b)		To adjust selling, general and administrative expenses to remove executive severance costs of $3.7 million and executive search costs of $0.6 million partially offset by the favorable impact of $(1.3) million related to executive stock option forfeitures.
(c)		Adjusted amount represents adjusted pretax income multiplied by a normalized tax rate of 41%. The normalized tax rate was derived by reference to statutory tax rates in the jurisdictions in which the Company operates, without giving effect to the Company’s valuation allowance or potential use of its net operating loss carryforwards.

Vince Holding Corp. and Subsidiaries Reconciliation of net income on a GAAP basis to “Adjusted net income” (Unaudited, amounts in thousands except percentages, share and per share data)						Exhibit (5)
			For the nine months ended November 1, 2014
			As Reported					Adjustments							As Adjusted
Net sales			$	245,725				$	–						$	245,725
Cost of products sold				124,652					–							124,652
Gross profit				121,073					–							121,073
Selling, general and administrative expenses				71,092					(571	)		(a)				70,521
as a % of net sales				29.0	%											28.7	%
Income from operations				49,981					571							50,552
as a % of net sales				20.3	%											20.6	%
Interest expense, net				7,570					–							7,570
Other expense, net				557					–							557
Income before taxes				41,854					571							42,425
Income taxes				16,658					228			(b)				16,886
Net income			$	25,196				$	343						$	25,539
Earnings per share:
Basic earnings per share			$	0.69				$	0.01						$	0.70
Diluted earnings per share			$	0.66				$	0.01						$	0.67
Weighted average shares outstanding:
Basic shares				36,726,338												36,726,338
Diluted shares				38,243,368												38,243,368

(a)		To adjust selling, general and administrative expenses to remove the costs incurred by the Company related to the Secondary Offering completed in July 2014.
(b)		Represents the tax effect on the Secondary Offering costs incurred at the Company’s estimated annual effective tax rate of 40%.

Contacts

Investor Relations:
ICR, Inc.
Jean Fontana, 646-277-1200
Jean.fontana@icrinc.com