Filed by Ascena Retail Group, Inc.
Commission File No.: 0-11736
Pursuant to Rule 425 of the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject Company: ANN INC.
Commission File No.: 1-10738
Date: July 10, 2015
Ascena Retail Group, Inc. intends to use the following lender presentation to conduct meetings with prospective term loan lenders.
 Lenders
Presentation Public Version
July 10, 2015 |
 Important
Information In
connection with the proposed transaction, ascena retail group, inc. (“ascena”) filed with the SEC a registration statement on Form S-4 that includes a proxy statement of ANN INC. (“ANN”) that also constitutes a prospectus of ascena. Investors
and security holders are urged to read the definitive proxy statement / final prospectus
and other relevant documents filed with the SEC, when they become
available, because they will contain important information about the proposed transaction. Investors and security holders may obtain free copies of these documents, when they become available, and other
documents filed with the SEC at www.sec.gov. In addition, investors and security holders
may obtain free copies of the documents filed with the SEC by ascena by
contacting ascena Investor Relations at (551) 777-6895, or by e-mail at ascenainvestorrelations@ascenaretail.com. Investors and security holders may obtain free copies of the documents filed
with the SEC by ANN by contacting ANN Investor Relations at (212) 541-3300 ext. 3598,
or by e-mail at investor_relations@anninc.com.
ascena and ANN and their respective directors and executive officers and other members of
management and employees may be deemed to be participants in the
solicitation of proxies in respect of the proposed transaction. Information about ascena’s directors and executive officers is available in ascena’s proxy statement for its 2014 Annual Meeting of
Stockholders filed with the SEC on November 3, 2014. Information about directors and
executive officers of ANN is available in the proxy statement for the 2015
Annual Meeting of Stockholders of ANN filed with the SEC on April 2, 2015. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by
security holdings or otherwise, will be contained in the definitive proxy statement /
final prospectus and other relevant materials to be filed with the SEC
regarding the merger when they become available. Investors should read the definitive proxy statement / final prospectus carefully when it becomes available before making any voting or investment decisions.
You may obtain free final copies of these documents from ascena or ANN using the sources
indicated above. This document and the information contained herein shall
not constitute an offer to sell or the solicitation of an offer to buy any
securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall
be made except by means of a prospectus meeting the requirements of Section 10 of the
U.S. Securities Act of 1933, as amended.
2 |
 Disclaimer 3 In addition to historical information, this document contains forward-looking statements within the meaning of Section 27A of the
U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange
Act of 1934, as amended. These forward-looking statements, which
are based on current expectations, estimates and projections about the industry and markets in which ascena and ANN operate and beliefs of and assumptions made by ascena management and ANN management, involve
uncertainties that could significantly affect the financial results of ascena or ANN or
the combined company. Words such as “expects,”
“anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” variations of such words and similar expressions are intended to identify such forward-looking statements, which generally are not historical in nature. Such forward-looking
statements include, but are not limited to, statements about the benefits
of the transaction involving ascena and ANN, including future financial and
operating results, the combined company’s plans, objectives, ratings, expectations and intentions. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future —
including statements relating to creating value for stockholders, integrating ascena and
ANN, providing stockholders with a more attractive currency, and the
expected timetable for completing the proposed transaction — are forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to
predict. Although we believe the expectations reflected in any forward-looking
statements are based on reasonable assumptions, we can give no assurance
that our expectations will be attained and therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. For example, these forward-looking statements could
be affected by factors including, without limitation, risks associated with
the ability to consummate the merger and the timing of the closing of the
merger; the ability to successfully integrate our operations and employees; the ability to realize anticipated benefits and synergies of the transaction; the potential impact of the announcement of the transaction or consummation of the
transaction on relationships, including with employees, credit rating agencies, customers
and competitors; the ability to retain key personnel; the ability to
achieve performance targets; changes in financial markets, interest rates and foreign currency exchange rates; negative rating agency actions; and those additional risks and factors discussed in reports filed with the SEC by
ascena and ANN from time to time, including those discussed under the heading “Risk
Factors” in their respective most recently filed reports on Form
10-K and 10-Q. Neither ascena nor ANN undertakes any duty to update any forward-looking statements contained herein. The ascena financial information included herein has been adjusted to exclude certain one-time items such as acquisition-related,
integration and restructuring expenses, accelerated depreciation of fixed
assets and costs related to inventory purchase accounting adjustments
arising from the acquisition of Charming Shoppes, Inc. ascena believes that all such expenses are not indicative of ascena’s underlying operating performance. In addition, this presentation makes reference to the financial
performance measure of earnings before interest, taxes, depreciation and
amortization, as adjusted for the previously mentioned items
(“Adjusted EBITDA”). ascena considers Adjusted EBITDA to be useful to investors because it believes that it is an important indicator of ascena’s operational strength. Reference is made to ascena’s Current Report on Form 10-Q for the fiscal
quarter ended April 25, 2015 and its Annual Report on Form 10-K for the
fiscal year ended July 26, 2014 for a full discussion on the use of
Adjusted EBITDA and a reconciliation of adjusted, non-GAAP financial measures to the most directly comparable GAAP financial measures. |
 Presenters David Jaffe ascena, Chief Executive Officer Robb Giammatteo ascena, Chief Financial Officer Heather Plutino ascena, Treasurer 4 |
 Agenda Transaction Summary Acquisition Rationale ascena Overview ANN Overview Key Credit Highlights Historical Financials Public Q&A 5 |
 Transaction Summary (1) Based on the closing price of ascena stock on May 15, 2015. (2) Please see Adjusted EBITDA reconciliation on page 57 and synergy and cost savings overview on pages 15-16.
On May 17, 2015, ascena
retail group (the “Company” or “ascena”) entered into a definitive
agreement to acquire ANN INC. (“ANN”)
— Upon closing, ANN stockholders will receive $37.34 in cash and 0.68 of a share of ascena common
stock in exchange for each share of ANN common stock, implying a total value per share of $47.00 (1) — Enterprise Value represents 7.7x multiple of ANN’s FY 2014 Adjusted EBITDA excluding total
identified cost opportunities and 4.0x FY 2014 Adjusted EBITDA including total
identified cost opportunities
(2) ascena is a leading specialty retailer offering clothing, shoes and accessories for women under the
Justice, Lane Bryant, dressbarn, maurices and Catherines brands
ANN is a leading national specialty retailer of women’s apparel, shoes and
accessories, sold primarily under the Ann Taylor and LOFT
brands Upon completion of the acquisition, ascena will be the third
largest specialty apparel retail company and the largest focused on
women’s apparel, with seven diverse brands that service women of all ages, sizes and demographics The transaction will be financed with a combination of cash on the balance sheet, debt and stock
— Funded debt financing will consist of an expected draw of less than $200 million under the
Company’s ABL and a $1.8 billion Senior Secured Term Loan B
The transaction is likely to close in 2H 2015 (expected to be in August)
6 |
 Transaction Summary Attractive Credit Profile with Moderate Leverage and Significant Equity Value (1) Adjustment reflects $203 million of ANN cash (after conforming adjustments) less $150 million balance sheet cash used. Pro forma cash includes
~$196 million of cash in foreign jurisdictions. (2)
As of May 15, 2015, consistent with the S-4 filing.
(3) ascena Adjusted EBITDA based on LTM period ended April 25, 2015. ANN Adjusted EBITDA based on LTM period ended May 2, 2015. Please see page 57 for more detail. (4) Pro forma ANN transaction cost synergies expected to be fully realized by the end of fiscal year 2018. Please refer to pages 15-16 for more
detail. (5)
ANN publicly identified cost savings reflect $50 million in incremental annualized gross
margin from sourcing initiatives expected to be realized by December 2017 and $35 million of cost savings from ANN’s SG&A Optimization Program expected to be realized by December 2016.
With market capitalization of $2.3 billion
(2) + $451 million ascena equity issued (2) , equity value represents ~60% of total capitalization Lease adjusted leverage of 3.5x based on 5x combined rent expense of $766 million (per Moody’s new
methodology) Sources and Uses Sources Uses Balance Sheet Cash (1) $ 150 ANN Equity Purchase Price $ 2,194 ABL Revolver ($600mm) 143 Refinance ascena Revolver 155 Senior Secured Term Loan B 1,800 Change of Control Payments 85 ascena Equity Issued (2) 451 Transaction and Financing Costs 110 Total Sources $ 2,544 Total Uses $ 2,544 Pro Forma Debt Capitalization as of April 2015 Actual ascena Adj. Pro Forma Amount x Adj. EBITDA Cash and Cash Equivalents (1) $ 222 $ 53 $ 275 ABL Revolver ($600mm) 155 (12) 143 Senior Secured Term Loan B - 1,800 1,800 Total Debt $ 155 $ 1,943 2.2 x Net Debt $(67) $ 1,668 1.9 x ascena Adjusted EBITDA (3) $ 402 ANN Adjusted EBITDA (3) 260 Pro Forma ANN Transaction Synergies (4) 150 ANN Identified Cost Savings (5) 85 Pro Forma Adjusted EBITDA $ 896 7 |
 Indicative
Terms and Structure Senior Secured Term Loan B
Terms Senior Secured Term Loan B Borrower ascena retail group, inc. (the “Company”) Security First priority lien on all assets, except for ABL Collateral, and capital stock held by the Borrower and Guarantors
Second priority lien on all ABL collateral
Guarantors All existing and future direct or indirect wholly-owned U.S. restricted subsidiaries of the Borrower
Amount $1,800 million Maturity 7 years Indicative Pricing TBD Corporate Credit Ratings Ba2 / BB Tranche Credit Ratings Ba2 / BB+ LIBOR Floor TBD OID TBD Incremental Facility $700 million general incremental basket, with additional amount subject to closing date secured net leverage
Incremental facility subject to 50 bps MFN; 12 month MFN sunset
Amortization 1% per annum with a bullet at maturity Financial Covenants None Optional Prepayments All prepayments at par, except 101 soft call for 6 months Mandatory Repayments 100% of Asset Sales and Net Insurance Proceeds, 100% of Non-Permitted Debt Incurrence, 50% of Excess Cash Flow Sweep with
step-downs subject to a leverage based grid
Negative Covenants Usual and customary for similar types of facilities, including incurrence of debt, limitations on liens, fundamental changes, distributions, investments (with exceptions for permitted acquisitions), transactions with affiliates, asset sales, mergers, restricted payments (with a
customary “available amount” builder basket), with customary
thresholds, exceptions and baskets 8
|
 Indicative
Terms and Structure Asset-Based Revolving Credit Facility
Terms ABL Revolving Credit Facility Borrower ascena retail group, inc. (the “Company”) Security Perfected first priority lien on all receivables, inventory and cash (the “ABL Collateral”)
Second priority lien on all non-ABL Collateral
Guarantors All existing and future direct or indirect wholly-owned U.S. restricted subsidiaries of the Borrower
Amount $600 million Maturity 5 years Indicative Pricing L + 125 – 150 bps, based on excess availability Undrawn Fee 20 – 25 bps unused fee on undrawn portion of ABL Revolver Borrowing Base Substantially similar to the existing Borrowing Base, including: — 90% of the appraised net orderly liquidation value of eligible inventory (eligible in-transit inventory capped at 30% of Facility), with
seasonal step-up to 92.5% for any single 90 day period within any
calendar year at the Company’s discretion, plus —
90% of eligible credit cards receivable, less
— Customary and appropriate reserves Incremental Facility $200 million L/C Sublimit $350 million with $100 million for SLC Financial Covenants Springing Fixed Charge Coverage Ratio of 1.0 to 1.0, triggered when excess availability is less than the greater of (x) 10% of Loan
Limit and (y) $45 million for 3 consecutive business days
Negative Covenants Customary for facilities of this type, including limitation on liens, indebtedness, restricted payments, investments, acquisitions and
dividends, exceptions to be agreed
Reporting Financial Statements: Quarterly; Springing to monthly when availability is less than the greater of 15% of Loan Limit and $65 million (until availability is equal to or greater than the greater of 17.5% of Loan Limit and $75 million for 30 consecutive days)
Borrowing Base: Quarterly; Springing to monthly when loans are outstanding or L/C
exposure exceeds $60 million; Springing to weekly if availability less
than the greater of $60 million and 12.5% of Loan Limit Field Exam &
Inventory Appraisal: No annual exams and appraisals required if borrowings outstanding and L/Cs are less than 30% of the Facility at all times; 2x per year if Availability is less than the greater of $85 million and 17.5%; otherwise 1x per year
9 |
 July
2015 S M T W T F S 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 Transaction Timeline July 14, 2015 Bank meeting July 28, 2015 Commitments due July 29, 2015 Pricing and allocation Week of August 17 th Expected close of acquisition and financing Timetable of Events August 2015 S M T W T F S 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 Bank Holiday September 2015 S M T W T F S 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 10 |
 11 11 Key Credit Highlights 1 Largest specialty apparel retailer focused exclusively on the female consumer Strong, well-defined brand equity Increased diversification provided by a growing portfolio of brands ascena operating model and acquisition experience mitigate integration risk Recently completed capital investments have created best-in-class shared
services platform and improved margins
Experienced management team
2 3 4 5 7 Strong free cash flow generation with a focus on deleveraging 6 |
 Acquisition Rationale |
 13 Youthful Mature Powerful, Diversified Portfolio of Brands Focused on Women of all Ages, Sizes and Demographics Customer Demographic Apparel and accessories designed to match the energetic lifestyle of tween girls Plus-size fashionable apparel with a moderate price range Hometown retailer offering up-to-date fashion including both a core and plus- size offering Career & casual fashions for the working woman Plus-size classic apparel and accessories for wear-to-work and casual lifestyles Polished, modern feminine classics for every generation of working women Modern, feminine and versatile clothing for a wide range of women; focuses on everyday fashion Store Count 997 770 940 830 381 360 674 Pro forma for the acquisition, ascena’s portfolio will have six $1 billion differentiated brands |
 14 Creates one of the largest and most diversified specialty apparel retail companies
2 4 Financially compelling transaction 3 Significant synergy value creation Combination is expected to generate significant cash flow, while both maintaining prudent levels of capital
expenditures and enabling rapid deleveraging
Modest leverage with significant equity value representing approximately 60% of pro
forma capitalization Estimated annual cost opportunities of $235 million,
including approximately $150 million in ANN transaction synergies and
$85 million in ANN identified cost savings All actions to achieve the
transaction synergies are planned to be taken within 24 months after close
Collaboration and shared best practices support greater efficiency /
performance Preeminent specialty apparel retail company focused
exclusively on women provides enhanced access to best- of-breed
talent and career opportunities Over 4,950 stores in North America with
$7.4 billion of combined LTM Net Sales and $896 million of combined
LTM Adjusted EBITDA (including total identified cost opportunities) (1) Over 65,000 associates, approximately 96% of whom are women Highly complementary organizations and management teams 1 Strong fit creates a well-balanced and diversified portfolio of brands with minimal overlap
Leverages ascena’s strong shared-services platform capabilities and
infrastructure investment Leverages ANN’s deep omni-channel
knowledge base Combination of Leading Specialty Apparel Retail
Companies (1) Please see Adjusted EBITDA reconciliation on page 57 for more detail. |
 15 FY 16 FY 17 FY 18 Non-Merchandise Procurement Financially Compelling Transaction $235 Million Total Identified Cost Opportunities Distribution and Fulfillment Transportation Sourcing Other $150 million of identified cost synergies with all actions to be taken within 24 months after close and full amounts realized in third full year after close Synergy capture requires approximately $35-40 million of capital expenditures ANN’s Sourcing Initiatives expected to generate at least $50 million in incremental annualized gross margin by December
2017 ANN’s SG&A Optimization Program is expected to generate ongoing annual savings of $35 million by December 2016
$150 million of ANN Transaction Synergies
$85 million of ANN Cost Savings
Note: July fiscal year end. $ in millions. $10 – $20 $80 – $90 $150 Cumulative Expected Synergies: |
 16 16 Overview of ANN Transaction Synergies $150 Million of Identified Cost Synergies Extend existing ascena contract rates across ANN volume Leverage increased volume at origin to drive full container shipment Increase packaging productivity through reduced cross dock Transportation Leverage scale and consolidate suppliers across multiple areas, including IT support contracts, facilities, marketing collateral, transportation contracts, and
general services and supplies
Non-Merchandise Procurement Optimize combined supply base and leverage increased scale Sourcing Newly designed, highly efficient D.C. in Etna serving all ascena stores Newly designed, highly efficient e-commerce facility in Greencastle serving all
ascena e-commerce business Leverage daily delivery and increased allocation capability across ANN volume Distribution and Fulfillment Other Elimination of ANN public company costs Elimination of duplicate functions and roles Leveraging best practices across functional areas to minimize operating expenses |
 ascena
Company Overview |
 18 18 1940s 1960s 1980s 2000 2005 2009 2011 2012 1931: First maurices store opens in Duluth, MN 1983: DBRN began trading on NASDAQ 1962: First dressbarn store opens in Stamford, CT 1987: Limited Too (now Justice) is created by The Limited, Inc. 2009: dressbarn acquires Justice 2005: dressbarn acquires maurices 2011: ascena retail group, inc. becomes the successor reporting company to The Dress Barn, Inc. 2015 2012: ascena acquires Charming Shoppes, Inc. 2015: ascena enters into definitive agreement to acquire ANN INC. 1900s 1960: First Catherines store opens in Memphis, TN 1900: First Lane Bryant store opens in New York, NY Corporate History |
 19 19 Justice Brand Overview Pure Play Tween Fashion Specialty Store Merchandise Mix 997 Store Locations Offers fashionable apparel to 5-12 year old tween girls in an energetic environment A market share leader in a $7 billion+ addressable market Products include hottest tween fashions in jeans, shorts, dresses, skirts and school uniforms Stores concentrated in high traffic malls and strip centers Headquartered in New Albany, OH Malls: 56% Strips: 22% Outlets: 11% Lifestyle Centers: 10% Apparel 68% Lifestyle 11% Accessories 10% Intimates 8% Footwear 4% Core 30% Fashion 50% Over the Top 20% |
 20 Justice Brand Overview Brand Strategy and Key Operating Metrics Strategy New pricing and promotional cadence focused on aggressive opening price points and narrow but powerful category promotions — ‘Style Buys’ – everyday low price items with aggressive ticket prices set equal to the out the door price of key competitors — Frequent, narrow rotating promotional events across the fashion assortment — Fully aligned store and ecommerce channel promotions, reflecting omni-channel operating philosophy Integrated communication strategy around value and trust Comp Sales 7.8 % 8.2 % 3.0 % (3.9) % N/A Store Count 902 942 971 997 997 Operating Income and Margin ($ in millions) Net Sales ($ in millions) Transitional Stabilization Activity In March, Justice hired Brian Lynch, a turnaround veteran with over 35 years of industry experience at Ann Taylor and the Gap, to be the new President of Justice De-risk business through 20%+ reduction in inventory and accelerate turn rate Align inventory levels to new promotional strategy Refine merchandise mix to increase focus on everyday and core fashion assortment Reduce level of embellishment to deliver key product aesthetic (fabric, wash, quality) while reducing product cost (1) Operating income includes fully allocated costs. $1,150 $1,307 $1,407 $1,384 $1,321 FY2011 FY2012 FY2013 FY2014 LTM Apr-15 $ 129 $ 172 $ 188 $ 103 $ 26 11.2% 13.2% 13.4% 7.4% 2.0% FY2011 FY2012 FY2013 FY2014 LTM Apr-15 20 (1) |
 21 21 Lane Bryant Brand Overview Plus-Size Fashionable Apparel – “All Women Deserve Great Fashion” Merchandise Mix 770 Store Locations Caters to women ranging in age from 25 to 45 years old in sizes 14 – 28 through private labels Lane Bryant, Cacique, Livi Active, and 6 th & Lane as well as designer collaborations Widely recognized brand name in women’s specialty fashion Assortment includes intimate apparel, wear-to-work, casual sportswear, accessories, select footwear and social occasion apparel as well as activewear under its recently launched Livi Active brand Stores concentrated in strip centers and high traffic malls Headquartered in Columbus, OH Strips: 51% Malls: 25% Outlets: 15% Lifestyle Centers: 8% Casual 33% Wear-to- Work 18% Emerging 9% Accessories 6% Intimates 34% Fashion 44% Core 50% Accessories 6% |
 22 22 Lane Bryant Brand Overview Brand Strategy and Key Operating Metrics Strategy Key revenue drivers — Omni-channel — Activewear (Livi Active) and knits — Cacique intimates Operating leverage opportunities — Promotional effectiveness — Sourcing / speed — Cost structure Develop new / enhance existing marketing programs — Re-anchor brand equity in fashion, fit, and lifestyle relevance — Increase cross-shopping between apparel customers and Cacique intimates while expanding and acquiring new customers Improve fleet productivity through location repositioning and omni-channel interaction Operating Income and Margin ($ in millions) (2) Comp Sales 2.9 % 1.6 % 3.0 % N/A Store Count 805 788 771 770 Net Sales ($ in millions) (1) (1) FY 2012 net sales represent full year of sales of which $120 million is included in ascena historical results. (2) Operating income includes fully allocated costs. $1,028 $1,050 $1,080 $1,088 FY2012 FY2013 FY2014 LTM Apr-15 ($10) $(10) $(3) $(14) (8.4)% (0.9)% (0.2)% (1.3)% FY2012 FY2013 FY2014 LTM Apr-15 |
 23 23 maurices Brand Overview Small Market Fashion Destination – “Simply the Best Hometown Specialty Retailer” Merchandise Mix 940 Store Locations Up-to-date casual, career and dressy fashion designed to appeal to females ages 20-35 in missy and plus-size Net promoter score over 85% Proprietary label covers casual clothing, career wear, dressy apparel, activewear and accessories Stores concentrated in smaller and metro fringe markets (approximately 25,000 to 150,000 people) Headquartered in Duluth, MN Strips: 57% Malls: 36% Outlets: 5% Lifestyle Centers: 2% Casual Denim 56% Wear-to Work 11% Plus 20% Accessories 13% Fashion 64% Core 26% Trendy 10% |
 24 24 maurices Brand Overview Brand Strategy and Key Operating Metrics Strategy Key revenue drivers — Omni-channel — PLUS assortment expansion Operating leverage opportunities — Internal sourcing penetration — Differentiated product developed by the new internal design / product development teams Develop new / enhance existing marketing programs — Enhance brand expansion strategy and refine customer acquisition models — Improve prospecting, marketplace expansion, and search optimization initiatives to drive increased traffic Comp Sales 10.2 % 1.6 % 2.5 % 1.1 % N/A Store Count 784 832 877 922 940 Operating Income and Margin ($ in millions) (1) Net Sales ($ in millions) (1) Operating income includes fully allocated costs. (2) FY 2014 operating income and margin exclude a $13 million impairment charge taken in Q4 2014.
(2) $776 $853 $918 $971 $1,034 FY2011 FY2012 FY2013 FY2014 LTM Apr-15 $ 105 $ 103 $ 108 $ 102 $ 118 13.5% 12.0% 11.7% 10.5% 11.4% FY2011 FY2012 FY2013 FY2014 LTM Apr-15 |
 25 25 Career & Casual Fashion for the Working Woman – “Inspiring Women to Look & Feel Beautiful” Merchandise Mix 830 Store Locations Offers private label and contemporary fashions at great value to women in their mid-30s to mid-50s Positively trending net promoter scores since 2013 Provides moderate-to-better quality career, special occasion, casual fashion in missy, petites, and plus sizes Stores located primarily in strip shopping centers in major trading and high-density markets, and in surrounding suburban areas Headquartered in Mahwah, NJ dressbarn Brand Overview Strips: 73% Outlets: 20% Malls: 7% Career 34% Casual 37% Dresses 19% 10% Updated 60% Classic 25% Core 15% Non-Apparel |
 26 26 dressbarn Brand Overview Brand Strategy and Key Operating Metrics Strategy Key revenue drivers — Omni-channel; accelerate e-commerce — Dresses (DRESSBAR) — Knits — Casual bottoms Operating leverage opportunities — Internal sourcing penetration — Inventory management — Design / product development Develop new / enhance existing marketing programs — Leverage DRESSBAR launch — Drive engagement and retention through SMARTgirl targeting Drive store productivity by optimizing existing fleet and new prototype roll-out Comp Sales 1.6 % 3.4 % (2.1) % (0.8) % N/A Store Count 830 827 826 820 830 Net Sales ($ in millions) (1) Operating income includes fully allocated costs. Operating Income and Margin ($ in millions) (1) $987 $1,038 $1,021 $1,022 $1,028 FY2011 FY2012 FY2013 FY2014 LTM Apr-15 $ 68 $ 53 $ 32 $ 39 $ 28 6.9% 5.1% 3.1% 3.9% 2.7% FY2011 FY2012 FY2013 FY2014 LTM Apr-15 |
 27 27 Catherines Brand Overview Plus-Size Classic Apparel – “To serve the lifestyle and fit needs of women size 18+” Merchandise Mix 381 Store Locations Carries plus-size apparel for all occasions for customers generally 45 years or older Known for offering full range of plus sizes (16- 34 and 0X- 5X) and particularly known for extended sizes (28- 34) Offers current and updated apparel wardrobe options, covering customers’ casual and wear-to-work needs; also carries a full line of
intimate apparel, footwear, and accessories
Retail stores primarily located in strip shopping centers
Headquartered in Bensalem, PA
Strips: 84% Malls: 14% Outlets: 1% Lifestyle Centers: 1% Updated 60% Core 25% Fashion 15% Casual 52% Wear- to-Work 17% Intimates 15% Other 16% |
 28 Catherines Brand Overview Brand Strategy and Key Operating Metrics Strategy Net Sales ($ in millions) (1) Key revenue drivers / expanded assortment — Activewear — Dresses — Footwear — Black Label — Swimwear Increase engagement through fashion execution and novelty Grow and reposition store fleet Focus marketing activity on direct mail events and Catherines Cash bounceback coupons Operating Income and Margin ($ in millions) (2) Comp Sales 10.7 % 9.3 % 7.5 % N/A Store Count 422 397 386 381 (1) FY 2012 net sales represent full year of sales of which $36 million is included in ascena historical results. (2) Operating income includes fully allocated costs. $304 $319 $332 $345 FY2012 FY2013 FY2014 LTM Apr-15 ($4) $ 17 $ 24 $ 29 (11.1)% 5.3% 7.3% 8.4% FY2012 FY2013 FY2014 LTM Apr-15 28 |
 29 29 Revenue Growth SSS Growth (1) 8 % 5 % (3) % 0 % 9 % 6 % 5 % 0 % (2) % N/A Note: Based on ascena fiscal year ending July. maurices acquired in January 2005, Justice acquired in November 2009, Lane Bryant and
Catherines acquired in June 2012. CAGRs for Lane Bryant and Catherines
based on full year of sales for FY12. Excludes ANN. (1)
SSS growth represents store comparable sales.
4.6 % ’12-’14 CAGR 2.5 % 2.9 % 6.7 % (0.7) % Store Count 1,339 1,428 1,503 1,559 2,477 2,516 3,828 3,859 3,896 3,918 $876 $935 $888 $906 $982 $987 $1,038 $1,021 $1,022 $1,028 $424 $492 $557 $588 $681 $776 $853 $918 $971 $1,034 $712 $1,150 $1,307 $1,407 $1,384 $1,321 $120 $1,050 $1,080 $1,088 $36 $319 $332 $345 $1,300 $1,427 $1,445 $1,494 $2,375 $2,914 $3,353 $4,715 $4,791 $4,816 FY06 FY07 FY08 FY09 FY10 FY11 FY12 FY13 FY14 LTM Apr-15 dressbarn maurices Justice Lane Bryant Catherines |
 30 E-Commerce Penetration (1) E-commerce growth represents growth from YTD April 2014 to YTD April 2015. 10.9 % 18.9 % 9.6 % 4.5 % 15.3 % Justice Lane Bryant maurices dressbarn Catherines E-commerce Growth (1) 12.5% 14.2% 31.0% 5.4% 19.6% E-commerce Penetration By Brand YTD April 2015 full year e-commerce penetration of 11% is up ~300bp vs. FY 2013 for consolidated ascena ascena continues to make investments to enhance its world class omni-channel capabilities — In-store associate ordering system — In-house e-commerce fulfillment — Customer-facing brand site re-platform — Distributed order management 30 |
 ANN
Business Overview |
 32 32 Overview of ANN Fashion Polished, professional, sophisticated Stylish, casual, relaxed LTM Apr Net Sales ($ in millions) $ 944 $ 1,596 Store Count 242 full-line 118 factory 360 total 546 full-line 128 outlet 674 total Note: Store count as of May 2, 2015. LOFT net sales and store count include Lou & Grey. Lou & Grey is an exploratory brand currently being
incubated. More details on Lou & Grey on page 39. |
 33 33 ANN Corporate History 1950s 1970s 1990s 2000 2004 2007 2006 2012 1954: First Ann Taylor opens in New Haven, CT 1991: Ann Taylor goes public (NYSE: ANN) and has 220 locations by the end of the year 1977: Ann Taylor opens New York City Flagship on 57 th street 2000: AnnTaylor.com launches 2006: Ann Taylor LOFT becomes a billion dollar brand 2004: AnnTaylorLOFT.com launches 2015: ANN INC. enters into definitive agreement to be acquired by ascena Retail Group 2015 2012: Ann Taylor opens its first international store in Toronto, Canada. 2013 2013: Ann Taylor launches international shipping to 100+ countries 1998: Ann Taylor LOFT opens its first store 2009 2009: Ann Taylor LOFT changes name to LOFT |
 34 34 Ann Taylor Brand Overview Ann Taylor is polished, modern feminine classics with an iconic style point of view for every aspect of her life
Customer Characterizations
Note: ANN fiscal year ends January. LTM period represents twelve months ended May 2,
2015. Ann Taylor Brand Sales ($ in millions)
Comp % (23.8) % 18.7 % 5.2 % 1.1 % 1.1 % (2.2) % N/A Store Count $771 $864 $908 $945 $960 $953 $944 2009A 2010A 2011A 2012A 2013A 2014A LTM Apr-15 291 266 280 275 268 245 242 92 92 99 101 108 116 118 383 358 379 376 376 361 360 2009A 2010A 2011A 2012A 2013A 2014A LTM Apr-15 Ann Taylor Stores Ann Taylor Factory |
 35 35 LOFT Brand Overview LOFT offers modern, feminine and versatile clothing for a wide range of women Customer Characterizations Note: ANN fiscal year ends January. LTM period represents twelve months ended May 2, 2015.
(1) LOFT Stores includes 5 standalone Lou & Grey stores in 2014 and 6 standalone Lou & Grey stores in LTM April 2015.
LOFT Brand Sales ($ in millions)
Comp % (11.9) % 5.0 % 8.0 % 4.8 % 3.0 % (1.7) % N/A Store Count (1) 506 502 500 512 539 542 546 18 36 74 96 110 127 128 524 538 574 608 649 669 674 2009A 2010A 2011A 2012A 2013A 2014A LTM Apr-15 LOFT Stores LOFT Outlet $1,057 $1,117 $1,305 $1,430 $1,534 $1,581 $1,596 2009A 2010A 2011A 2012A 2013A 2014A LTM Apr-15 |
 36 36 ANN services customers with a single, channel-agnostic view of inventory and customer-specific
preferences — Omni-channel database centrally stores online and offline transactions, offering visibility into client
transactions
across brands / channels — Robust inventory management engine with capability to
order
in store and ship from another store, buy online and ship from
a
store, and buy anywhere and return anywhere — All Ann Taylor and LOFT stores now have endless aisle capability, which give customers seamless access to online inventory from the store — Enhanced mobile capability launched at both brands in the third quarter of fiscal 2014 drove ~50%
increase in mobile conversion rates
ANN’s dynamic analytical models allow for segmentations of client file
highlighting paths to maximize ROI —
Ability to track and prospect high-value customers and optimize marketing
acquisition, cultivation, and retention programs
— Ability to analyze clients’ propensity to purchase certain categories, quantify risk of editing categories,
and surface assortment opportunities
— Capabilities to assist with planning and advise on store openings, closing, and retention of omni-channel
customers Leading Omni-Channel Strategy with Best in Class Customer Relationship Management Omni-channel clients spend an average of over 3x single channel clients Greater than 3x Online |
 37 37 Strategic Initiatives Ann Taylor: – Drive tops business by offering a more balanced assortment across silhouettes, color choices, and end use – Utilize test and chase strategies and increase product pipeline speed to deliver fashion newness and drive full price sell- through – Enhance fit and versatility throughout the assortment to address multiple wear occasions LOFT: – Drive dramatic growth in the tops category by balancing mix of fabrication, increasing the fashion component, and adding diversity of style and silhouette – Engage clients across multiple channels to increase brand awareness, traffic, and retention Increase Sales Productivity via Brand Initiatives Improve Operating Margin Continue to evolve inventory management approach Expand merchandise test and chase strategy to increase quick response capabilities Leverage best-in-class CRM and customer insights to improve marketing and merchandising effectiveness Continue to expand and leverage leading omni-channel capabilities Optimize organizational cost structure Continue to utilize low cost and scalable shared services platform Continue to optimize the real estate portfolio for profitability |
 38 38 Revenue Growth by Brand Comp Sales Growth 4.5 % (2.2) % (13.4) % (17.4) % 10.7 % 6.8 % 3.3 % 2.3 % (1.9) % N/A Note: Reflects ANN’s fiscal year ended January. “Other” sales represents non-merchandise sales.
’12-’14 CAGR
5.1 % 0.4 % Store Count 869 929 935 907 896 953 984 1,025 1,030 1,034 3.3 % $913 $867 $689 $771 $864 $908 $945 $960 $953 $944 $1,146 $1,174 $1,088 $1,057 $1,117 $1,305 $1,430 $1,534 $1,581 $1,596 $ 284 $ 356 $ 417 $2,343 $2,397 $2,195 $1,829 $1,980 $2,212 $2,376 $2,493 $2,533 $2,541 FY06 FY07 FY08 FY09 FY10 FY11 FY12 FY13 FY14 LTM Apr-15 Ann Taylor LOFT Other |
 39 39 Lou & Grey Strategic Overview Lou & Grey offers a casual, effortless aesthetic, combining comfort with style in a way that resonates with how women are dressing today Currently available in LOFT stores – Leverages LOFT’s existing and growing customer base to promote the Lou & Grey offerings 6 standalone stores open as of May 2, 2015 – Opened first “proof-of-concept” store in Westport, CT in April 2014 – Locations include Boston, Chicago, Atlanta, San Jose, Raleigh and Pasadena – Majority of clients are completely new to ANN INC. Curates the Lou & Grey assortment with third- party merchandise, including jewelry, organic beauty products, books and shoes from other brands Source: Andrea Brizzi Photography |
 Key
Credit Highlights |
 41 41 Key Credit Highlights 1 Largest specialty apparel retailer focused exclusively on the female consumer Strong, well-defined brand equity Increased diversification provided by a growing portfolio of brands ascena operating model and acquisition experience mitigate integration risk Recently completed capital investments have created best-in-class shared
services platform and improved margins
Experienced management team
2 3 4 5 7 Strong free cash flow generation with a focus on deleveraging 6 |
 42 42 Largest Specialty Apparel Retailer Focused Exclusively on the Female Consumer 1 LTM Net Sales ($ in millions) Third largest specialty retail brand and most diversified women’s apparel retail brand
Note: LTM Net Sales represents net sales as of latest public filing.
16,318 11,575 7,356 4,816 3,631 3,376 3,336 2,687 2,570 2,541 2,207 1,839 1,836 1,756 1,153 1,100 923 483 427 419 $ 0 $ 2,000 $ 4,000 $ 6,000 $ 8,000 $ 10,000 $ 12,000 $ 14,000 $ 16,000 $ 18,000 |
 43 43 Increased Diversification Provided by a Growing Portfolio of Brands Combined company has seven core brands that cater to women of all sizes, ages and demographics
Six brands generate $1 billion or more in annual sales
2 LTM Apr-15 Revenue - $7,356 million LTM Apr-15 Store Count - 4,952 total stores LTM Apr-15 Operating Income (1) - $304 million (1) Lane Bryant’s LTM April 2015 operating income was $(14.1) million. ANN INC. does not report operating income separately for Ann Taylor
and LOFT. Ann Taylor
13% LOFT 22% Justice 18% dressbarn 14% Lane Bryant 15% maurices 14% Catherines 5% Ann Taylor 7% Loft 14% Justice 20% Lane Bryant 16% maurices 19% dressbarn 17% Catherines 8% Ann Taylor LOFT 43% + Justice 7% maurices 33% dressbarn 9% Catherines 9% |
 44 44 Increased Diversification Provided by a Growing Portfolio of Brands Last twelve quarters’ comparable stores growth by brand (1) Last twelve quarters’ consolidated comparable stores growth (1) 2 Volatility of comps is dampened by portfolio effect of brands Note: Weighted average comparable sales growth calculated using ascena’s quarterly comparable store sales and ANN’s quarterly comparable store sales weighted by total revenue. (1) ANN’s quarterly comparable stores growth calendarized to ascena’s July fiscal year end.
0.9% (1.3)% 3.6% 2.5% 1.6% (1.9)% (2.3)% (2.8)% 0.9% (1.3)% 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 Weighted Average Comparable Stores Growth Trailing Twelve Month Average (15)% (10)% (5)% 0% 5% 10% 15% 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 3.7% 4.1% Ann Taylor Loft Justice Lane Bryant maurices dressbarn Catherines |
 45 45 Strong, Well-Defined Brand Equity 3 Iconic specialty brand serving the professional, modern woman across generations Market share leader in women’s specialty apparel, focused on casual, relaxed apparel Mind share leader amongst “tween” girls Fashionable plus-size apparel for the 25-45 year old woman Fashion destination offering missy and plus- sizes for 20-35 year old women in small- and mid- sized markets Career and casual fashions in missy and plus-sizes at great value for the working woman Classic career and everyday fashion plus-size apparel for 45+ year old women Highly desirable brands each resonating with its target consumer |
 46 46 ascena Operating Model and Acquisition Experience Mitigate Integration Risk 4 Full leadership team, including president, and heads of finance and HR Ownership of supply chain and central IT Runs all non-customer-facing back office activities Partners with brands on development of strategic plan and financial architecture Responsible for capital allocation decisions Full leadership teams, including president and heads of planning, merchandising, marketing, finance, stores, real estate, and HR Responsible for all customer-facing activity, development of brand-specific financial architecture, and execution against seasonal earnings growth targets |
 47 47 ascena Operating Model and Acquisition Experience Mitigate Integration Risk 4 Target Acquired Date Acquired Equity Purchase Price (1) Revenue Acquired Revenue Acquired as % of ASNA (2) Current LTM Revenue January 2005 $329 million $349 million (LTM 11/04) 46% $1,034 million November 2009 $335 million $996 million (LTM 10/09) 65% $1,321 million June 2012 $1,028 million $1,290 million (Catherines + Lane Bryant, LTM 1/12) 42% $1,433 million (Catherines + Lane Bryant) 2H 2015 $2,194 million $2,541 million 53% $2,541 million Note: Current LTM as of April 2015. (1) Excludes the assumption of debt, includes cash acquired. (2) Percentage based on LTM ascena revenue at time of transaction. “We view ANN as an excellent strategic fit with limited overlap and believe stated ~$150M of synergies (within 3 years after closing), as well as significant year- 1 accretion, are achievable and may prove conservative” -SunTrust Research Report (May 2015) “We believe new entity will combine best of both retailers leveraging ANN's 1) superior omni-channel offering, 2) exposure to higher HHI & 3) fashion leadership in women's specialty retail, while leveraging ASNA's strength in 1) shared services infrastructure & 2) mgmt.'s detailed experience in M&A. -Cowen Research Report (May
2015) Favorable Third Party Response
to ANN Acquisition “The deal makes ascena one of the most dominant players in women’s clothing. Adding the stylish Ann Taylor to the portfolio brings a deep customer base of suburban working women…..[ascena] now has a reach into key every-women demographics” -Time Magazine (June 2015) |
 48 48 Recently Completed Capital Investments Have Created Best-in-Class Shared Services Platform and Improved Margins FY 13 FY 14 FY 15 FY 16 Etna Distribution Center Greencastle Fulfillment Center Oracle Point of Sale Oracle Retail Merchandising System Oracle Financials World class productivity / largest North American case automated storage and retrieval system Flexibility to adjust delivery frequency (daily vs. weekly) Highly scalable Significant cost per unit savings Next day fulfillment Highly scalable 5 Total Capital Investment: $135M Annual Synergy: $50M
Cash-on-cash-IRR:
32% Total Capital
Investment: $55M Annual
Synergy: $15M Cash-on-cash-IRR: 10%
|
 49 5 Multiple DC Footprint ($ / unit) – Pre-Etna Etna – All Brands Current State Third Party Fulfillment Rates ($ / unit) – Pre-Greencastle Internal Fulfillment – All Brands Target Rate Etna Distribution Center is Delivering World Class Productivity to All Brands Greencastle Fulfillment Center is Expected to Deliver Significant Productivity Gains
Recently Completed Capital Investments Have Created
Best-in-Class Shared Services Platform and Improved
Margins Note: Includes transportation / shipping costs. $0.18 $0.38 $0.27 $0.31 $0.37 $0.20 $0.00 $0.10 $0.20 $0.30 $0.40 Savings per Unit $0.07 Pre-transition avg. $0.27 $2.56 $2.46 $3.99 $3.25 $2.74 $1.69 $0.00 $1.00 $2.00 $3.00 $4.00 Savings per Unit $1.09 Pre-transition avg. $2.78 |
 50 Strong Free Cash Flow Generation with a Focus on Deleveraging 6 Bridge from Pro Forma LTM Apr 2015 Adjusted EBITDA to FCF ~40% Free Cash Flow Conversion Management is focused on deleveraging and ultimately targets a debt free balance sheet
– No historical or planned dividend payouts or share repurchases $359 $402 $250 $260 $100 $235 $896 $91 $96 Adjusted EBITDA Normalized Capital Expenditures Pro Forma Cash Interest Expense Pro Forma Cash Taxes (38% tax rate) Pro Forma Free Cash Flow ascena ANN Total Cost Opportunities ~19% of Funded Note: Excludes changes in working capital which are estimated to be nominal. Approximately $50 million of pro forma free cash flow is in foreign
jurisdictions and would require approximately $10 million of incremental
tax for repatriation. LTM ascena Adjusted EBITDA based on period ended April 25, 2015 and LTM ANN Adjusted EBITDA based on period ended May 2, 2015. Please see Adjusted EBITDA reconciliation on page 57. |
 51 51 7 Experienced Management Team Senior Manager Title Years in Industry Years with Company Elliot S. Jaffe Co-founder / Chairman of Board, ascena 63 53 David Jaffe President and CEO, ascena 30 23 John Sullivan President and COO, ascena Shared Services Group 33 4 Robb Giammatteo CFO, ascena 15 2 Heather Plutino Treasurer, ascena 19 8 Kay Krill President and CEO, ANN INC. 38 21 Gary Muto President, ANN INC. Brands 34 7 Michael Nicholson COO / CFO, ANN INC. 15 8 Brian Lynch President and CEO, Justice 36 1 Linda Heasley President and CEO, Lane Bryant 22 3 George Goldfarb President, maurices 30 30 Jeff Gerstel President, dressbarn 23 9 Brett Schneider Co-leader and CFO, Catherines 19 19 Joan Munnelly Co-leader and CMO, Catherines 40 5 |
 Historical Financials |
 53 Combined Historical Financials July Fiscal Year End Revenue Gross Margin (1) Capital Expenditures (3) Adjusted EBITDA (2) % margin 55.7 % 55.6 % 54.9 % 54.8 % 54.6 % 53.9 % % margin 11.5 % 12.5 % 12.3 % 10.7 % 9.7 % 9.0 % (1) Gross margin represents each standalone company’s definition of gross margin. ascena’s gross margin reflects non-GAAP gross margin. (2) Please see Adjusted EBITDA reconciliation on page 57. (3) ascena LTM April 2015 capital expenditures exclude approximately $21 million of accrual adjustments.
Note: Each year shown as FYE July with ANN financials calendarized for July year end.
LTM ascena based on period ended April 25, 2015 and LTM ANN based on period ended May 2, 2015. $2,375 $2,914 $3,353 $4,715 $4,791 $4,816 $1,891 $2,102 $2,286 $2,433 $2,520 $2,541 $4,266 $5,016 $5,639 $7,148 $7,311 $7,356 2010 2011 2012 2013 2014 LTM Apr-15 $1,315 $1,628 $1,847 $2,597 $2,660 $2,680 $1,060 $1,162 $1,251 $1,322 $1,328 $1,288 $2,375 $2,790 $3,099 $3,920 $3,988 $3,969 2010 2011 2012 2013 2014 LTM Apr-15 $65 $102 $150 $291 $478 $322 $31 $104 $117 $148 $137 $100 $96 $206 $267 $439 $614 $422 2010 2011 2012 2013 2014 LTM Apr-15 $297 $392 $439 $496 $438 $402 $193 $237 $254 $266 $268 $260 $490 $629 $693 $761 $707 $661 2010 2011 2012 2013 2014 LTM Apr-15 ascena ANN |
 54 54 Historical Capital Expenditures Breakdown ascena’s significant transformational capital expenditures from 2013 to LTM 2015 developed capability in
shared services, which will facilitate absorption of ANN volume into the supply
chain Ongoing pro forma capital expenditures are approximately $350
million, including stores-related spend, IT and
corporate; roughly 75% of capital expenditures will support the store fleet (1) (1) Excludes capital expenditures related to the integration of the ANN acquisition, which are anticipated to be $35-40 million.
(2) ascena LTM April 2015 capital expenditures exclude approximately $21 million of accrual adjustments.
Note: Each year shown as FYE July with ANN financials calendarized for July year end.
LTM ascena based on period ended April 25, 2015 and LTM ANN based on period ended May 2, 2015. FY 2013 FY 2014 LTM Apr-15 ² ascena Capital Expenditures: Stores $ 167 $ 220 $ 188 IT 18 30 7 Total Brands Capital Expenditures $ 185 $ 250 $ 195 Corporate IT Capital Expenditures $ 10 $ 21 $ 13 IT $ 20 $ 35 $ 41 DC 51 63 21 dressbarn and ascena Corporate Offices in Mahwah, NJ 20 48 2 Shared Services Offices in Etna, OH - 20 4 AGS Sourcing Offices in Hong Kong - 15 1 maurices Corporate Offices in Duluth, MN - 10 17 Total Transformational Capital Expenditures $ 91 $ 191 $ 86 E-commerce Project Capital Expenditures $ 0 $ 0 $ 28 Other Capital Expenditures $ 5 $ 16 $ 0 Total ascena Capital Expenditures $ 291 $ 478 $ 322 ANN Capital Expenditures: Total ANN Capital Expenditures $ 148 $ 137 $ 100 Total Pro Forma Capital Expenditures $ 439 $ 614 $ 422 |
 Public
Q&A |
 Appendix |
 57 57 Adjusted EBITDA Reconciliation 2010 2011 2012 2013 2014 LTM Apr-15 ANN Reported Operating Income $ 73 $ 139 $ 156 $ 162 $ 140 $ 125 (+) D&A 100 94 93 103 111 110 Reported EBITDA $ 172 $ 233 $ 249 $ 266 $ 251 $ 235 (+) Pre-tax restructuring charge 5 5 6 - 17 6 (+) Pre-tax charge associated with closure of stores
- - - - - 5 (+) Asset impairment charge
15 - - - - - (+) Incremental air freight costs in response to west coast port situation
- - - - - 13 ANN Adjusted EBITDA $ 193 $ 237 $ 254 $ 266 $ 268 $ 260 2010 2011 2012 2013 2014 LTM Apr-15 ¹ ascena Reported Operating Income $ 218 $ 290 $ 293 $ 265 $ 211 $ 140 (+) D&A 72 90 107 176 194 212 Reported EBITDA $ 289 $ 380 $ 400 $ 441 $ 404 $ 352 (+) Non-recurring inventory purchase accounting adjustments - - 14 20 - - (+) Acquisition-related, integration & restructuring costs
7 12 25 35 34 28 (+) Impairment of intangible assets
- - - - - 13 (+) Incremental air freight costs in response to west coast port situation
- - - - - 7 (+) One-time costs related to the scheduled closure of Brothers
- - - - - 2 ascena Adjusted EBITDA $ 297 $ 392 $ 439 $ 496 $ 438 $ 402 Pro Forma Adjusted EBITDA $ 490 $ 629 $ 693 $ 761 $ 707 $ 661 Pro Forma ANN Transaction Synergies 150 ANN Identified Cost Savings
85 Pro Forma Adjusted EBITDA (including total cost opportunities)
$ 896 (1) Historical ascena SEC filings did not include adjustments for impairment of intangible assets or incremental air freight costs.
Note: Each year shown as FYE July with ANN financials calendarized for July year end. LTM ascena based on period ended April 25, 2015 and LTM ANN based on period ended May 2, 2015. |