October 31, 2012

HSN, Inc. Reports Third Quarter 2012 Results

Highlights:

  • Net sales increased 7% with digital sales up 16%
  • Adjusted EBITDA grew 11%
  • Adjusted EPS increased 32% to $0.66
  • Quarterly dividend increased 44% to $0.18 per share
  • Repurchased $42 million of stock

ST. PETERSBURG, Fla., Oct. 31, 2012 (GLOBE NEWSWIRE) -- HSN, Inc. (Nasdaq:HSNI) reported results for the third quarter ended September 30, 2012 for HSN, Inc. ("HSNi") and its two operating segments, HSN and Cornerstone.

Table 1      
SUMMARY RESULTS AND KEY OPERATING METRICS (a)
($ in millions, except per share and average price point amounts)
       
  Q3 2012  Q3 2011  Change 
       
Net Sales  $ 778.8  $ 727.1 7%
Non-GAAP:      
Adjusted EBITDA  $ 71.8  $ 64.8 11%
Adjusted EPS  $ 0.66  $ 0.50 32%
GAAP:      
Operating Income (b)  $ 49.3  $ 49.2 0%
Income from continuing operations (b)(c)  $ 17.6  $ 25.6 (31%)
Diluted EPS from continuing operations (b)(c)  $ 0.31  $ 0.42 (26%)
       
HSNi:      
Average price point  $ 60.53  $ 63.58 (5%)
Units shipped (millions)  14.9  13.2 13%
Gross profit margin  36.7%  36.0% 70 bps
Return rate   18.5%  18.8% 30 bps
Digital sales penetration   44.2%  40.9% 330 bps
       
(a)  HSNi's two operating segments, HSN and Cornerstone, are presented separately in Tables 2 and 3 of this release.
(b)  Q3 2012 results include a sales tax settlement of $7.8 million, or $4.8 million net of taxes, or $0.08 per diluted share.
(c)  Q3 2012 results include costs associated with the redemption of Senior Notes of $18.3 million, or $11.4 million net of taxes, or $0.20 per diluted share.

 See reconciliation of Non-GAAP to GAAP measures in Table 4.

Third Quarter 2012 Results vs Third Quarter 2011 Results

  • HSNi's net sales grew 7% over the prior year to $778.8 million. HSN's net sales increased 5% to $537.4 million, including 10% growth in digital sales. Cornerstone's net sales increased 13% to $241.4 million, including 22% growth in digital sales.
     
  • HSNi's Adjusted EBITDA increased 11% to $71.8 million. This result was driven by a 7% increase in net sales and a 70 basis point increase in gross profit margin, partially offset by a 9% increase in operating expenses (excluding non-cash charges and a $7.8 million sales tax settlement). Operating income was $49.3 million which was consistent with the prior year.
     
  • Adjusted EPS increased 32% to $0.66 compared to $0.50 in the prior year. GAAP diluted EPS from continuing operations decreased 26% to $0.31 compared to $0.42 in the prior year. Included in the current GAAP income from continuing operations are costs associated with the redemption of Senior Notes of $11.4 million, net of taxes, or $0.20 per diluted share, and a sales tax settlement charge of $4.8 million, net of taxes, or $0.08 per diluted share.
     
  • During the third quarter, HSNi repurchased 0.9 million shares of its common stock at a cost of $41.7 million, or an average cost of $46.33 per share. From inception of the share repurchase program through October 30, 2012, HSNi repurchased a total of 6.2 million shares at a cost of $243.8 million, or an average cost of $39.58 per share.

"Our strong financial performance during the quarter demonstrates the sustained effectiveness of our overall strategy of creating immersive experiences, offering differentiated products and leveraging technology to build relationships, not just transactions," said Mindy Grossman, CEO of HSN, Inc. "This approach enabled HSNi to achieve 7% sales growth and 32% growth in Adjusted EPS. In addition, we continued to return value to shareholders by increasing our cash dividend and through our share repurchase program."

Table 2
SEGMENT RESULTS
($ in millions)
             
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 20122011Change20122011Change
Net Sales            
HSN  $ 537.4  $ 513.0 5%  $ 1,581.3  $ 1,521.2 4%
Cornerstone  241.4  214.1 13%  702.6  626.2 12%
Total HSNi  $ 778.8  $ 727.1 7%  $ 2,283.9  $ 2,147.4 6%
             
Gross Profit            
HSN  $ 191.8  $ 178.5 7%  $ 561.9  $ 529.4 6%
Cornerstone  93.7  83.2 13%  284.0  249.2 14%
Total HSNi  $ 285.5  $ 261.7 9%  $ 845.9  $ 778.6 9%
             
Adjusted EBITDA (Non-GAAP measure)            
HSN  $ 56.8  $ 51.8 10%  $ 166.8  $ 155.6 7%
Cornerstone  15.0  13.0 15%  50.8  44.2 15%
Total HSNi  $ 71.8  $ 64.8 11%  $ 217.6  $ 199.8 9%
             
Operating Income            
HSN  $ 47.0  $ 41.4 14%  $ 137.8  $ 122.9 12%
Cornerstone (a)  2.3  7.9 (70%)  28.2  29.9 (6%)
Total HSNi  $ 49.3  $ 49.2 0%  $ 165.9  $ 152.8 9%
             
(a) Q3 2012 results include a sales tax settlement of $7.8 million.
             
See reconciliation of non-GAAP to GAAP measures in Table 4.
 
Table 3      
SEGMENT KEY OPERATING METRICS
             
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 20122011 Change 20122011 Change 
HSN:            
Average price point  $ 58.74  $ 60.95 (4%)  $ 60.17  $ 62.44 (4%)
Units shipped (millions)  11.0  10.1 9%  31.4  29.3 7%
Gross profit margin  35.7%  34.8% 90 bps  35.5%  34.8% 70 bps
Return rate  20.5%  20.3% (20 bps)  19.9%  20.2% 30 bps
Digital sales penetration  34.6%  32.8 180 bps  34.4%  32.9% 150 bps
Cornerstone:            
Average price point  $ 65.52  $ 71.78 (9%)  $ 72.39  $ 71.44 1%
Units shipped (millions)  3.8  3.1 23%  10.1  9.1 10%
Gross profit margin  38.8%  38.9% (10 bps)  40.4%  39.8% 60 bps
Return rate  13.6%  14.8% 120 bps  13.7%  14.9% 120 bps
Digital sales penetration  65.5%  60.3%  520 bps           63.6%           59.6% 400 bps
Catalog circulation (millions)  77.6  67.9 14%  223.4  196.1 14%

HSN Segment Results for the Third Quarter 2012

HSN's net sales were $537.4 million, an increase of 5% from the prior year. Digital sales grew 10% with penetration increasing 180 basis points to 34.6%. Strong sales growth primarily in home design, household, culinary and beauty were offset by the expected sales decline in electronics.  Shipping and handling revenue decreased 6% primarily due to an increase in shipping and handling promotions. The average price point decreased 4% and the units shipped increased 9% primarily due to changes in product mix. 

Gross profit increased 7% to $191.8 million. Gross profit margin improved 90 basis points to 35.7% from 34.8%. The margin was positively impacted by the product mix shift and lower transaction costs, partially offset by an increase in shipping and handling promotions. 

Adjusted EBITDA increased 10% to $56.8 million compared to $51.8 million in the prior year.  The increase was due to the growth in net sales and improvement in gross margin, offset by a 6.5% increase in operating expenses (excluding non-cash charges) primarily from digital and brand marketing, technology investments and employee-related costs, including the sales and service center. Operating income increased 14% to $47.0 million compared to $41.4 million in the prior year.

Cornerstone Segment Results for the Third Quarter 2012

Net sales for Cornerstone increased 13% to $241.4 million compared to the prior year due to the addition of Chasing Fireflies to the portfolio and sales growth in the home brands. Digital sales grew 22% with penetration increasing 520 basis points to 65.5%. The return rate decreased 120 basis points to 13.6% from 14.8% primarily due to changes in product mix. 

Gross profit increased 13% to $93.7 million. Gross profit margin decreased 10 basis points to 38.8% from 38.9% in the prior year. The margin decline was driven by an increase in promotional activity, offset by lower return rates and lower inventory reserves.

Adjusted EBITDA, which excludes a $7.8 million sales tax settlement, increased 15% to $15.0 million. The increase was primarily due to the addition of Chasing Fireflies. Operating income was $2.3 million compared to $7.9 million in the prior year.  The reduction in operating income was due to the $7.8 million sales tax settlement.

Liquidity and Capital Resources

As of September 30, 2012, HSNi had cash and cash equivalents of $129.9 million compared to $381.8 million at December 31, 2011 and $340.1 million at September 30, 2011. Net cash provided by operating activities in the nine months ended September 30, 2012 was $5.1 million compared to $13.9 million in the prior year. 

Effective October 31, 2012, HSNi's board of directors approved a quarterly cash dividend of $0.18 per share payable December 19, 2012 to shareholders of record as of December 5, 2012. This dividend represents a 44% increase in the prior dividend of $0.125 per share and demonstrates HSNi's continued confidence in its long-term growth potential. HSNi initiated its cash dividend in September 2011 as part of a balanced and disciplined approach to return value to shareholders, while preserving liquidity and flexibility to invest in the business.

During the third quarter, HSNi repurchased 0.9 million shares of its common stock at a cost of $41.7 million, or an average cost of $46.33 per share, pursuant to its share repurchase program for 10 million shares authorized in September 2011. From inception of the share repurchase program through October 30, 2012, HSNi repurchased a total of 6.2 million shares at a cost of $243.8 million, or an average cost of $39.58 per share.

During the third quarter, HSNi fully redeemed its $240 million 11.25% Senior Notes due in 2016 at a price of 105.625% of the principal amount plus accrued and unpaid interest to the redemption date.  HSNi funded the redemption through the use of its $250 million delayed draw term loan and cash on hand. HSNi recorded in the third quarter approximately $18.3 million of expenses, or $11.4 million net of taxes, associated with the redemption of the Senior Notes. These charges resulted from the redemption premium of $13.5 million and $4.8 million related to the write-off of unamortized issuance costs and original issue discount.

OTHER INFORMATION

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

This press release may contain forward-looking statements relating to the future performance of HSNi, its operating segments and its consolidated subsidiaries that are based on current expectations, forecasts and assumptions. These statements relate to expectations concerning matters that are not historical fact. These forward-looking statements are based largely on information currently available to our management and on our current expectations, assumptions, plans, estimates, judgments and projections about our business and our industry, and such statements involve inherent risks and uncertainties. Although we believe our expectations are based on reasonable estimates and assumptions, they are not guarantees of performance and there are a number of known and unknown risks, uncertainties, contingencies and other factors (many of which are outside our control) that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include but are not limited to: the influence of the macroeconomic environment and its impact on consumer confidence and spending levels; changes in political, business and economic conditions, particularly those that affect consumer confidence, consumer spending or digital sales growth; changes in our relationships with pay television operators, vendors, manufacturers and other third parties; changes in product delivery costs, particularly if we are unable to offset them; our ability to offer new or alternative products and services in a cost effective manner and consumer acceptance of these products and services; any technological or regulatory developments that could negatively impact the way we do business, including regulations regarding state and local sales and use taxes; HSNi's business prospects and strategy, including whether HSNi's initiatives and investments will be effective; risks associated with possible systems failures and/or security breaches, including any breach that results in the theft, transfer or unauthorized disclosure of customer, employee or company information, or the failure to comply with various laws applicable to HSNi in the event of such a breach; and the loss of any key member of our senior management team.  More information about potential factors that could affect HSNi's business and financial results is included in our filings with the U.S. Securities and Exchange Commission.  Other unknown or unpredictable factors that could also adversely affect HSNi's business, financial condition and results of operations may arise from time to time.  In light of these risks and uncertainties, any forward-looking statements may not prove to be accurate. All written or oral forward-looking statements that are made or attributable to us are expressly qualified in their entirety by this cautionary notice. Accordingly, you should not place undue reliance on any forward-looking statements, which only reflect the views of HSNi management as of the date of this press release. Such statements speak only to the date such statements are made and HSNi does not undertake to update any forward-looking statements. Historical results should not be considered as an indication of future performance.

Conference Call

Mindy Grossman, Chief Executive Officer, and Judy Schmeling, Executive Vice President and Chief Financial Officer, will hold a conference call on October 31, 2012 at 9:00 a.m., Eastern Time, to discuss these results. Those interested in participating in the conference call should dial 877-307-0246 or 224-357-2394 at least five minutes prior to the call. There will also be a simultaneous audio webcast available via HSNi's website at http://www.hsni.com

A replay of the conference call can be accessed until November 14, 2012 by dialing 800-585-8367 or 404-537-3406, plus the pass code 38334674 and will also be hosted on the company's website for a limited time.

About HSN, Inc.

HSN, Inc. (Nasdaq:HSNI) is a $3 billion interactive multichannel retailer with strong direct-to-consumer expertise among its two operating segments, HSN and Cornerstone. HSNi offers innovative, differentiated retail experiences on TV, online, via mobile devices, in catalogs, and in brick and mortar stores. HSN, a leading interactive multichannel retailer which offers a curated assortment of exclusive products combined with top brand names, now reaches approximately 96 million homes (24 hours a day, seven days a week, live 364 days a year). HSN.com is a top 10 trafficked digital sales site that offers a differentiated digital experience by leveraging content, community and commerce. In addition to its existing media platforms, HSN is the industry leader in transactional innovation, including services such as HSN Shop by Remote®, the only service of its kind in the U.S., the HSN Shopping App for mobile handheld devices and HSN on Demand®. Cornerstone comprises leading home and apparel lifestyle brands including Ballard Designs®, Chasing Fireflies®, Frontgate®, Garnet Hill®, Grandin Road®, Improvements® and TravelSmith®. Cornerstone distributes more than 300 million catalogs annually, operates eight separate digital sales sites and operates 11 retail and outlet stores.

The HSN, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=8695

GAAP FINANCIAL STATEMENTS
HSN, INC. CONSOLIDATED STATEMENTS OF OPERATIONS        
(unaudited; in thousands except per share amounts)        
         
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2012201120122011
         
Net sales  $ 778,769  $ 727,110  $ 2,283,864  $ 2,147,387
Cost of sales  493,253  465,388  1,437,986  1,368,814
Gross profit  285,516  261,722  845,878  778,573
Operating expenses:        
Selling and marketing  163,169  150,141  481,351  443,371
General and administrative  63,341  53,890  170,364  155,937
Depreciation and amortization  9,694  8,443  28,250  26,451
Total operating expenses  236,204  212,474  679,965  625,759
Operating income  49,312  49,248  165,913  152,814
Other income (expense):        
Interest expense, net  (3,679)  (7,848)  (18,545)  (23,468)
Loss on debt extinguishment  (18,309)  --  (18,627)  --
Total other expense, net  (21,988)  (7,848)  (37,172)  (23,468)
Income from continuing operations before income taxes  27,324  41,400  128,741  129,346
Income tax provision  (9,766)  (15,772)  (48,284)  (49,861)
Income from continuing operations  17,558  25,628  80,457  79,485
Income (loss) from discontinued operations, net of tax  128  (1,324)  (5,854)  (2,934)
Net income  $ 17,686  $ 24,304  $ 74,603  $ 76,551
         
Income from continuing operations per share        
Basic  $ 0.32  $ 0.44  $ 1.41  $ 1.36
Diluted  $ 0.31  $ 0.42  $ 1.37  $ 1.31
         
Net income per share        
Basic  $ 0.32  $ 0.41  $ 1.31  $ 1.31
Diluted  $ 0.31  $ 0.40  $ 1.27  $ 1.26
         
Shares used in computing earnings per share        
Basic  55,476  58,854  56,913  58,574
Diluted  57,085  60,813  58,524  60,646
         
Dividends declared per common share  $ 0.125  $ --  $ 0.375  $ --
 
 
HSN, INC. CONSOLIDATED BALANCE SHEETS
(unaudited; in thousands)
       
 September 30,
2012
December 31,
2011
September 30,
2011
ASSETS      
Current assets:      
Cash and cash equivalents  $ 129,938  $ 381,808  $ 340,093
Accounts receivable, net  178,144  222,583  153,198
Inventories  391,316  296,460  347,801
Deferred income taxes  22,640  24,302  22,801
Prepaid expenses and other current assets  54,022  44,966  53,405
Total current assets  776,060  970,119  917,298
Property and equipment, net  159,026  158,434  154,658
Intangible assets, net  267,466  258,048  260,248
Goodwill  9,858  --   -- 
Other non-current assets  6,753  8,372  9,397
TOTAL ASSETS  $ 1,219,163  $ 1,394,973  $ 1,341,601
LIABILITIES AND SHAREHOLDERS' EQUITY      
Current liabilities:      
Accounts payable, trade  $ 233,904 $ 270,227  $ 205,923
Current maturities of long-term debt  6,250  --  69,841
Accrued expenses and other current liabilities  170,951  193,991  165,503
Total current liabilities  411,105  464,218  441,267
Long-term debt, net of current maturities  243,750  239,111  239,062
Deferred income taxes  76,051  78,131  75,259
Other long-term liabilities  15,716  23,816  20,759
Total liabilities  746,622  805,276  776,347
       
Total shareholders' equity  472,541  589,697  565,254
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY  $ 1,219,163  $ 1,394,973  $ 1,341,601
 
 
HSN, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited; in thousands)
 Nine Months Ended
September 30,
 20122011
     
Cash flows from operating activities attributable to continuing operations:
Net income  $ 74,603  $ 76,551
Loss from discontinued operations, net of tax  (5,854)  (2,934)
Income from continuing operations  80,457  79,485
Adjustments to reconcile income from continuing operations to net cash provided by operating activities attributable to continuing operations:    
Depreciation and amortization  28,250  26,451
Stock-based compensation expense  15,278  19,392
Loss on debt extinguishment  18,627  --
Amortization of debt issuance costs  1,491  1,927
Deferred income taxes  (418)  1,056
Bad debt expense 16,547          14,632
Excess tax benefits from stock-based awards  (16,162)  (6,067)
Other 491             2,002
Changes in current assets and liabilities:    
Accounts receivable  27,182  28,417
Inventories  (96,497)  (47,627)
Prepaid expenses and other assets  (10,819)  (11,169)
Accounts payable, accrued expenses and other liabilities  (59,322)  (94,618)
Net cash provided by operating activities attributable to continuing operations  5,105  13,881
Cash flows from investing activities attibutable to continuing operations:  
Capital expenditures  (28,230)  (27,580)
Acquisition of business, net of cash received  (22,875)  --
Proceeds from sale of discontinued operations  6,580  --
Net cash used in investing activities attributable to continuing operations  (44,525)  (27,580)
Cash flows from financing activities attributable to continuing operations:  
Redemption of Senior Notes  (253,500)  --
Borrowing under term loan  250,000  --
Payments of debt issuance costs  (4,607)  --
Repurchase of common stock  (184,652)  --
Cash dividends paid  (21,272)  --
Proceeds from issuance of common stock  6,357  7,565
Tax withholdings related to stock-based awards  (15,482)  (7,291)
Excess tax benefits from stock-based awards  16,162  6,067
Net cash (used in) provided by financing activities attributable to continuing operations  (206,994)  6,341
Total cash used in continuing operations  (246,414)  (7,358)
Cash flows from discontinued operations:    
Net cash used in operating activities attributable to discontinued operations  (5,294)  (6,665)
Net cash used in investing activities attributable to discontinued operations  (162)  (143)
Total cash used in discontinued operations  (5,456)  (6,808)
Net decrease in cash and cash equivalents  (251,870)  (14,166)
Cash and cash equivalents at beginning of period  381,808  354,259
Cash and cash equivalents at end of period  $ 129,938  $ 340,093
   
   
Table 4  
RECONCILIATIONS OF NON-GAAP TO GAAP MEASURES  
HSN, INC. RECONCILIATION OF ADJUSTED NET INCOME AND ADJUSTED EPS TO GAAP NET INCOME AND GAAP DILUTED EPS
(unaudited; in thousands except per share amounts)
                 
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2012201120122011
  Net Income  EPS Net Income  EPS  Net Income  EPS  Net Income  EPS 
Non-GAAP Adjusted  $ 37,488  $ 0.66  $ 30,114  $ 0.50  $108,003  $ 1.85  $92,440  $ 1.52
Stock-based compensation expense, net of tax  (3,054)  (0.05)  (3,779)  (0.06)  (10,058)  (0.17)  (12,003)  (0.20)
Amortization of intangible assets, net of tax  (369)  (0.01)  (58)  (0.00)  (738)  (0.01)  (233)  (0.00)
Loss on disposition of fixed assets, net of tax  (234)  (0.00)  (649)  (0.01)  (280)  (0.00)  (719)  (0.01)
Loss on debt extinguishment, net of tax  (11,434)  (0.20)  --  --   (11,631)  (0.20)  --  -- 
Sales tax settlement, net of tax  (4,839)  (0.08)  --  --   (4,839)  (0.08)  --  -- 
Loss from discontinued operations, net of tax  128  0.00  (1,324)  (0.02)  (5,854)  (0.10)  (2,934)  (0.05)
GAAP  $ 17,686  $ 0.31  $ 24,304  $ 0.40  $ 74,603  $ 1.27  $76,551  $ 1.26
GAAP diluted weighted average shares outstanding    57,085    60,813    58,524    60,646
 
HSN, INC. RECONCILIATION OF NON-GAAP DETAILED SEGMENT RESULTS TO GAAP
(unaudited; in thousands)            
         
 Three Months Ended
September 30, 2012
Three Months Ended
September 30, 2011
  HSN Cornerstone Total  HSN Cornerstone Total 
 
Adjusted EBITDA  $ 56,790  $ 14,969  $ 71,759  $ 51,803  $ 13,040  $ 64,843
Stock-based compensation expense  (2,771)  (1,857)  (4,628)  (2,792)  (3,317)  (6,109)
Depreciation and amortization  (6,665)  (3,029)  (9,694)  (6,614)  (1,829)  (8,443)
Sales tax settlement  --  (7,750)  (7,750)  --  --  --
Loss on disposition of fixed assets  (374)  (1)  (375)  (1,043)  --  (1,043)
Operating income  $ 46,980  $ 2,332  49,312  $ 41,354  $ 7,894  49,248
Total other expense, net      (21,988)      (7,848)
Income from continuing operations before income taxes      27,324      41,400
Income tax provision      (9,766)      (15,772)
Income from continuing operations      17,558      25,628
Income (loss) from discontinued operations, net of tax      128      (1,324)
Net income      $ 17,686      $ 24,304
             
 Nine Months Ended
September 30, 2012
Nine Months Ended
September 30, 2011
  HSN Cornerstone Total  HSN Cornerstone Total 
 
Adjusted EBITDA  $ 166,821  $ 50,819  $ 217,640  $ 155,624  $ 44,189  $ 199,813
Stock-based compensation expense  (8,810)  (6,468)  (15,278)  (10,750)  (8,642)  (19,392)
Depreciation and amortization  (19,839)  (8,411)  (28,250)  (20,788)  (5,663)  (26,451)
Sales tax settlement  --  (7,750)  (7,750)  --  --  --
Loss on disposition of fixed assets  (418)  (31)  (449)  (1,148)  (8)  (1,156)
Operating income  $ 137,754  $ 28,159  165,913  $ 122,938  $ 29,876  152,814
Total other expense, net      (37,172)      (23,468)
Income from continuing operations before income taxes      128,741      129,346
Income tax provision      (48,284)      (49,861)
Income from continuing operations      80,457      79,485
Loss from discontinued operations, net of tax      (5,854)      (2,934)
Net income      $ 74,603      $ 76,551

SEE IMPORTANT NOTES AT END OF THIS DOCUMENT


HSN, INC.'S PRINCIPLES OF FINANCIAL REPORTING

HSNi reports Adjusted EBITDA, Adjusted Net Income and Adjusted EPS, all of which are supplemental measures to GAAP. These measures are among the primary metrics by which we evaluate the performance of our businesses, on which our internal budgets are based and by which management is compensated. We believe that investors should have access to, and we are obligated to provide, the same set of tools that we use in analyzing our results.  These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. HSNi endeavors to compensate for the limitations of the non-GAAP measures presented by providing the comparable GAAP measures with equal or greater prominence and descriptions of the reconciling items, including quantifying such items, to derive the non-GAAP measures. We encourage investors to examine the reconciling adjustments between the GAAP and non-GAAP measures contained in this release and which we discuss below.

Definitions of Non-GAAP Measures

Adjusted EBITDA is defined as operating income excluding, if applicable: (1) non-cash charges including: (a) stock-based compensation expense, (b) amortization of intangibles, (c) depreciation and gains and losses on asset dispositions, and (d) goodwill, long-lived asset and intangible asset impairments; (2) pro forma adjustments for significant acquisitions; and (3) other significant items. Significant items, while periodically affecting our results, may vary significantly from period to period and have a disproportionate effect in a given period, thereby affecting the comparability of results. Adjusted EBITDA is not a measure determined in accordance with GAAP, and should not be considered a substitute for operating income, net income or any other measure determined in accordance with GAAP. Adjusted EBITDA is used as a measurement of operating efficiency and overall financial performance and HSNi believes it to be a helpful measure for those evaluating companies in the retail and media industries. Adjusted EBITDA should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. Adjusted EBITDA has certain limitations in that it does not take into account the impact to HSNi's statement of operations of certain expenses, including stock-based compensation, amortization of intangibles, depreciation, gains and losses on asset dispositions, asset impairment charges, acquisition-related accounting and other significant items.

Adjusted Net Income generally captures all items on the statement of operations that have been, or ultimately will be, settled in cash and is defined as net income available to common shareholders excluding, net of tax effects, if applicable: (1) stock-based compensation expense, (2) amortization of intangible assets, (3) gains and losses on asset dispositions, (4) goodwill, long-lived asset and intangible asset impairments, (5) pro forma adjustments for significant acquisitions, (6) discontinued operations and (7) other significant items. Significant items, while periodically affecting our results, may vary significantly from period to period and have a disproportionate effect in a given period, thereby affecting the comparability of results.  We believe Adjusted Net Income is useful to investors because it represents HSNi's consolidated results taking into account charges which are not allocated to the operating businesses such as interest expense and taxes, but excluding the effects of identified non-cash expenses, discontinued operations and other significant items.

Adjusted EPS is defined as Adjusted Net Income divided by diluted weighted average shares outstanding for Adjusted EPS purposes.  We believe Adjusted EPS is useful to investors because it represents, on a per share basis, HSNi's consolidated results, taking into account charges which are not allocated to the operating businesses such as interest expense and taxes, but excluding the effects of identified non-cash expenses, discontinued operations and significant items.  Adjusted Net Income and Adjusted EPS have the same limitations as Adjusted EBITDA. Therefore, we think it is important to evaluate these measures along with our consolidated statement of operations.

CONTACT: Felise Glantz Kissell (Analysts/Investors)

         727-872-7529

         felise.kissell@hsn.net

         

         Gigi Ganatra Duff (Media)

         727-872-4808

         gigi.ganatraduff@hsn.net


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