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Investor PresentationMarch 2017
Disclaimer
This presentation contains certain forward-looking statements, which may be identified by the use of forward-looking terminology, including the terms “may,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or, in each case, their negative, or other variations or comparable terminology. The forward-looking statements involve risks and uncertainties, some of which cannot be predicted or quantified. Further, certain forward-looking statements are based on assumptions of future events which may not prove to be accurate. The Company derives many of its forward-looking statements from its operating budgets and forecasts, which are based upon detailed assumptions. While the Company believes that its assumptions are reasonable, it is difficult to predict the impact of known factors and to anticipate all factors that could affect actual results. As such, actual results may differ materially from those projected or implied and you should not place undue reliance on these forward-looking statements. For a discussion concerning the factors that could cause these differences, please refer to the Company’s filings with the Securities and Exchange Commission (the “SEC”).
This presentation makes no representations or warranties and no person has been authorized to make any representations or warranties on behalf of the Company or any of its affiliates, or to give any information other than that contained in this presentation. Nothing contained in this presentation is, or shall be relied upon as, a promise or representation or warranty, whether as to the past, present or the future. Certain of the economic and market information contained herein has been obtained from published sources and/or prepared by other parties. None of the Company or any of its directors, partners, stockholders, officers, affiliates, employees, agents or advisers nor any other person assumes any responsibility for the completeness of any information in this presentation, and we expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in expectations or events, conditions or circumstances on which such statements are based.
This presentation includes certain non-GAAP financial measures, including Adjusted Net Income, Adjusted Net Income per Share, Adjusted Net Income per Diluted Share, EBIT Margin, EBITDA and Adjusted EBITDA. These non-GAAP financial measures should be considered only as supplemental to, and not as superior to, financial measures prepared in accordance with GAAP. Please refer to the Appendix of this presentation for a reconciliation of the non-GAAP financial measures included in this presentation to the most directly comparable financial measures prepared in accordance with GAAP.
This presentation is confidential and may not be reproduced or otherwise distributed or disseminated, in whole or part, without the prior written consent of the Company, which consent may be withheld in its sole and absolute discretion.
Any investment in the Company will be subject to certain risks related to the nature of the Company’s business and the structure and operations of the Company. Any investment in the Company should be made only with an appreciation of the applicable risks, which will be described in the Company’s filings with the SEC.
1
Smart & Final Overview
2
Growth and value-oriented food retailer
− 305 non-membership, smaller-box, warehouse-
style stores(1)
− 2016 Sales(2): $4,342 million
− 2016 Adj. EBITDA(2): $180 million
Taking share from conventional grocery and specialty retailers
Unique platform that appeals to both household and business customers
− Two complementary and highly productive banners
− “Everyday Low Prices”
− 98% non-union(3)
Strong new store development momentum
− FY2016 new stores (37) and Extra! conversions
and relocations (12)
− Expected development rate in 2017: new stores
(19) and Extra! conversions and relocations (7-8)
Annual Unit Growth 305 Locations in 7 States(1)
(1) As of January 1, 2017. Excludes 15 stores operated through a non-consolidated 50/50 joint venture in Mexico. (2) For the 52 week fiscal year ended January 1, 2017.(3) As of January 1, 2017.
Cash & CarryExtra!
25
13
20
33
1
2
4
2
5
14
22
37
2012 2013 2014 2015 2016
Differentiated Go-to-Market Strategy
3
COMPELLING VALUEDIFFERENTIATED PRODUCTS CONVENIENCE
Targeted pricing substantially lower than conventional grocers
Targeted pricing competitive with Walmart, Costco and leading discount grocers such as Food 4 Less (Kroger)
Consistently offer better value than large discounters on produce
No membership fee
Smaller, easy-to-shop format
Located near customer’s home or business
“2 shops in 1 stop”
Large variety of warehouse club sizes
Extensive selection of private label
Unique items for businesses
Broad appeal across household and business customers
Complementary Store Banners
4
2016 Sales $3,401 million $941 million
-0.6%FY 2016 SSS
Customer Mix(1)
37%
63%
29%
71%
46%
54%
Store Footprint(1) 59 in CA, WA, OR, NV, UT, and ID172 in CA, NV and AZ 74 in CA, NV and AZ
Banner Differentiator
~16,000 sq. ft.~28,000 sq. ft. ~20,000 sq. ft.
Merchandise Mix (1)
Perishables
Grocery, beverage, paper & packaging & restaurant supplies
Average Size(1)
“Two shops in one stop” “We sell ingredients”
Value PropositionDistinctive mix of household and business items at “Everyday Low Prices”,
including warehouse club pack sizesNo frills, focused on business customers
Business: ~30% Household: ~70% ~90% ~10%
(1) As of January 1, 2017.
-0.3%
The Experience
5
Smart & Final Banner Mix(1)
(1) Percentages may not add to 100% due to rounding. Reflects estimated data for fiscal year 2016.
Common National Brands
Common Private Label
Unique Private Label
Unique National Brands
Broad Range of Product Sizes
Unique Items
Wide selection of quality private label and national brands
Household & business products side-by-side
“Everyday Low Prices”
Perishables
Emphasis on high-quality, fresh products
Private Label Brands
Differentiated, value focused merchandise mix in a convenient format
Value
22%
16%
12%
50%
38% Unique
28% Private Label
~$3.4 billion Net Sales
The Experience
6
Natural & Organic Produce Household & Club Sizes
Bulk FoodsOven Roasted Chicken
The Experience
7
Convenience
Ingredients and Supplies
Broad selection of everyday foodservice products
Accessible locations and no minimum order size
Competitive pricing with no membership fee
Ability to hand-select high quality, fresh perishables
Convenient, no-frills shopping environment for the business customer
Value
Accelerating Store GrowthDiverse Customer Base
Format serves a wide variety of businesses and organizations
Perishables
1
2
4
2014 2015 2016
Cash & Carry New Store Openings
The Experience
8
Primal Cut & Case Meats
Foodservice Items Professional Sizes
Fresh Produce
Executing a Multi-Year Growth Plan
9
Conversions New Store OpeningsSame Store Sales
Cumulative Conversions and Relocations Cumulative New Stores
Significant opportunities in current markets
− 15 new Extra! stores planned for 2017
− 4 new Cash & Carry stores planned for 2017
Potential for expansion of both banners into adjacent / new markets
Longer-term national opportunity
Continue conversions and opportunistic relocations
− 4 to 5 planned conversions in 2017
− 3 planned relocations in 2017
Target pre-tax cash-on-cash returns of ~20% - 25% in year 3 for Extra!conversions
Grow margin accretive private label sales
Continue to evolve merchandising mix
Drive business customer growth
Enhance brand awareness to expand customer reach
Testing delivery with Instacart and Google
28%
29%
31%
33%
34%
35%
2011 2012 2013 2014 2015 2016
Smart & Final Banner Perishables Penetration
4 4 5 7 12
25
45
78
93
2 2 2 2 2
3
5
9
13
6 6 7 9 14
28
50
87
Extra! Cash & Carry
Key Drivers of Smart & Final Stores, Inc. Growth
12 14 23
30 38
52 58
64 69
18 20
21
22
22
24
28
34
37
30 34
44
52
60
76
86
98
Conversions Relocations
106 106
Compelling Store Development Opportunity
10
Cash investment of ~$1.5 million
Target pre-tax cash-on-cash returns of ~20% – 25% in year 3
Accelerating Cash & Carry stores growth based on new stores experience
− 7 new stores in 2014 – 2016
Cash investment of ~$2.5 million
Target pre-tax cash-on-cash returns of ~20 – 25% in year 3
Since 2008, have converted 64 locations to Extra!
− Add perishables and optimize merchandising to maximize productivity
− Generating an average sales increase of ~25 – 30% in the first twelve months following conversion
Typical cash investment of ~$3 million
Target pre-tax cash-on-cash returns of ~20% – 25% in year 3
Proven execution of model through 78 new Extra! stores opened to date
Recent new store performance in line with expectations
New Extra! Store Model Extra! Conversions New Cash & Carry Store Model
Attractive Store Economics
New Unit Growth in
Existing and Adjacent Markets
Longer-term Growth
Opportunities
Opportunity to open ~150 new Extra! stores in existing and adjacent markets
(2017 and beyond)
− Potential for further growth from higher densities in key California market
− Pacific Northwest represents an actionable near-term expansion opportunity
Opportunistically grow Cash & Carry store banner
Lower risk expansion utilizing distribution infrastructure
Flexible real estate strategy “new and adaptive reuse”
− Deep institutional knowledge of existing local markets
Broader U.S. market has potential to support over 1,250 additional Extra! stores
Continued growth in Mexico (currently 15 stores)
Current Challenges to Growth
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Food Deflation: A Perfect Storm
− Supply/Demand imbalances are driving 2016 price corrections
• Strong US dollar hindering export demand
• Protein production cycles at their peak
• A series of unusual supply disruptions in 2015 (LA port strike, avian flu, California egg regulations, etc.)
− Smart & Final’s sales mix over-indexes categories experiencing significant deflation headwinds
− As a result, deflation has been more pervasive and persistent than originally forecasted
Cannibalization: Short-term Pain for Long-term Gain
− Acquired former Haggen sites in Central & Southern California; strong overlap with existing trade areas
− Resulting cannibalization higher than historical average, but anticipated
− In the short-term, cannibalization delevers existing store base and transfers sales to less mature stores
− In the long-term, expect new stores to achieve stronger returns and give existing stores room to grow sales base
Source: Bureau of Labor Statistics
Delivering Solid Financial Results
12
(1) Adjusted EBITDA defined as earnings (income or loss) before income tax provision, interest expense (net), depreciation and amortization, as adjusted for the items set forth in the reconciliation schedule in the Appendix. 2011 and 2012 amounts are pro forma for acquisition of Company by affiliates of Ares Management, L.P. (the “Ares Acquisition”).
$125 $139
$164 $176
$193$180
4.4% 4.6% 5.1% 5.0% 4.9%
4.1%
2011 2012 2013 2014 2015 2016
Adjusted EBITDA % Margin
Net Sales
$2,840 $3,043 $3,210
$3,534 $3,971 $4,342
2011 2012 2013 2014 2015 2016
($ in millions)
Adjusted EBITDA(1) and Margin
% SSS
($ in millions)
Increase in net sales attributable to strong growth in both banners
SSS driven by increase in number of transactions
Increasing contribution from new store growth
Merchandise initiatives provide product margin flexibility
− Private label, produce, perishables and natural and organic items
Opportunity for future EBITDA leverage
− Occupancy and distribution expense
− Fixed cost structure
6.3% 4.5%4.5% -0.5%4.0%6.7%9.5%
2017 Guidance(1)
13
(1) This information was provided by the Company on March 8, 2017. Actual results may differ materially from those projected or implied.
Full Year 2017
Net sales growth 5.5% - 6.5%
Comparable store sales growth 1.0 - 2.0%
Unit growth (net new stores)15 Smart & Final Extra!
4 Cash & Carry
Relocations of existing stores 3 Smart & Final
Conversions of legacy stores to the Extra! format 4 to 5 stores
Adjusted EBITDA $185 - $195 million
Adjusted net income $39 - $43 million
Adjusted diluted EPS $0.50 - $0.55
Capital expenditures $120 - $130 million
Fully diluted weighted average shares 77 million
Long-term Financial Targets(1)
Unit Growth ~9%
Same Store Sales Growth ~4%
Total Sales Growth ~11%
EBITDA Growth ~13%
Net Income Growth ~18%
14
These targets are forward-looking, are subject to significant business, economic, regulatory and competitive uncertainties and contingencies, many of which are beyond the control of the Company and its management, and are based upon assumptions with respect to future decisions, which are subject to change. Actual results will vary and those variations may be material. For discussion of some of the important factors that could cause these variations, please consult the “Risk Factors” section of the Company’s SEC filings. Nothing in this presentation should be regarded as a representation by any person that these goals will be achieved and the Company undertakes no duty to update its goals.
(1) As originally established in September 2014.
What Makes Us Different?
15
Unique growth platform that appeals to both household and business customers
Distinctive and value-focused merchandise offering
Flexible real estate strategy to support new store growth
Experienced and committed management team with developed infrastructure
Two highly productive store banners
Positive same store sales growth in 26 out of the last 28 years
Unique sizes and extensive selection of private label at highly competitive prices
Ample opportunities for additional new stores in existing and adjacent markets
Sales per square foot of $631(1)
(1) For the 52 week fiscal year ended January 1, 2017.
11.8
9.0
4.6
10.4
4.7
5.5 5.0
2.7
2.0
(0.2)
4.7
5.4
3.8 3.4
8.8
11.0
2.6 2.8
6.0
8.7
3.8
2.9
9.5
6.7
4.0
6.3
4.5
(0.5)
A Long History of Growth
Historical SSS Performance (%)
Positive same store sales growth in 26 of the last 28 fiscal years
16
Appendix
17
Reconciliation of EBITDA and Adjusted EBITDA
(a) Represents costs primarily associated with the Company's secondary public offering that were charged to expense in the f iscal year ended January 3, 2016.(b) Represents costs associated with store closure and exit costs.(c) Represents non-cash loss associated with asset dispositions and impairment charges.(d) Represents expenses associated with the Company's equity-based incentive award program.(e) Represents non-cash component of recognized rent expense.(f) Represents new store and relocation opening costs consisting primarily of rent, utilities, distribution, store labor and advertising.(g) Represents new store opening and relocation costs and non-cash rent related to acquired former Haggen store locations. (h) Represents loss on the early extinguishment of debt in the fiscal years ended January 1, 2017 and January 3, 2016 in connection with amendments to the Company’s First Lien Term Loan Credit Facility. (i) Represents (i) death benefit income from a Company-owned life insurance policy in the fiscal years ended January 1, 2017 and January 3, 2016 and (ii) severance costs in the twelve and fifty-two weeks ended January 1, 2017 and the thirteen and fifty-three weeks ended January 3, 2016.
($ in thousands)
Fifty-three Weeks
Ended
Fifty-two Weeks
Ended
Thirteen Weeks
Ended
Twelve Weeks
Ended
January 3, 2016 January 1, 2017 January 3, 2016 January 1, 2017
Net income (loss) $38,262 $12,948 $9,961 $(253)
Depreciation and amortization 68,766 87,015 17,096 22,500
Interest expense, net 32,687 32,654 7,680 7,925
Income tax provision (benefit) 23,102 (2,037) 4,692 (1,650)
EBITDA 162,817 130,580 39,429 28,522
Transaction costs (a) 936 - - -
Net loss from closed stores and exit costs (b) 2,344 8,671 332 2,650
Loss from asset dispositions (c) 1,396 1,598 838 594
Share-based compensation expense (d) 10,003 9,803 1,922 2,555
Non-cash rent (e) 4,508 2,498 1,430 442
Pre-opening costs (f) 8,543 2,630 3,369 906
Costs associated with acquired Haggen store locations (g) - 20,513 - 1,266
Loss on extinguishment of debt (h) 2,192 4,978 - -
Other items (i) 135 (1,018) 38 377
Adjusted EBITDA $192,874 $180,253 $47,358 $37,312
18
Reconciliation of Net Income and Adjusted Net Income
($ in thousands)
Fifty-three Weeks
Ended
Fifty-two Weeks
Ended
Thirteen Weeks
Ended
Twelve Weeks
Ended
January 3, 2016 January 1, 2017 January 3, 2016 January 1, 2017
Net income (loss) $38,262 $12,948 $9,961 $(253)
Income tax provision (benefit) 23,102 (2,037) 4,692 (1,650)
Net income (loss) before income taxes (benefit) 61,364 10,911 14,653 (1,903)
Transaction costs (a) 936 - - -
Net loss from closed stores and exit costs (b) 2,344 8,671 332 2,650
Loss from asset dispositions (c) 1,396 1,598 838 594
Share-based compensation expense (d) 10,003 9,803 1,922 2,555
Non-cash rent (e) 4,508 2,498 1,430 442
Pre-opening costs (f) 8,543 2,630 3,369 906
Costs associated with acquired Haggen store locations (g) - 20,513 - 1,266
Loss on extinguishment of debt (h) 2,192 4,978 - -
Other items (i) 135 (1,018) 38 377
Adjusted income tax provision (35,139) (18,363) (7,859) (1,890)
Adjusted Net Income $56,282 $42,221 $14,723 $4,997
Net income per share - basic $0.52 $0.18 $0.14 $0.00
Adjusted net income per share - basic $0.77 $0.58 $0.20 $0.07
Net income per share - diluted $0.50 $0.17 $0.13 $0.00
Adjusted net income per share - diluted $0.73 $0.54 $0.19 $0.07
Weighted average shares - basic 73,121,964 72,727,071 73,191,829 71,962,127
Weighted average shares - fully diluted 77,141,621 78,026,159 77,497,406 76,552,257
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(a) Represents costs primarily associated with the Company's secondary public offering that were charged to expense in the f iscal year ended January 3, 2016.(b) Represents costs associated with store closure and exit costs.(c) Represents non-cash loss associated with asset dispositions and impairment charges.(d) Represents expenses associated with the Company's equity-based incentive award program.(e) Represents non-cash component of recognized rent expense.(f) Represents new store and relocation opening costs consisting primarily of rent, utilities, distribution, store labor and advertising.(g) Represents new store opening and relocation costs and non-cash rent related to acquired former Haggen store locations. (h) Represents loss on the early extinguishment of debt in the fiscal years ended January 1, 2017 and January 3, 2016 in connection with amendments to the Company’s First Lien Term Loan Credit Facility. (i) Represents (i) death benefit income from a Company-owned life insurance policy in the fiscal years ended January 1, 2017 and January 3, 2016 and (ii) severance costs in the twelve and fifty-two weeks ended January 1, 2017 and the thirteen and fifty-three weeks ended January 3, 2016.
Summary Historical Financials(1)
($ in millions)
Fiscal Year Ended
2012 2013 2014 2015 2016
Smart & Final 183 188 201 221 246
Cash & Carry 52 52 53 55 59
Total Stores 235 240 254 276 305
Smart & Final 7.1% 3.4% 5.0% 4.4% (0.6%)
Cash & Carry 5.4% 6.1% 10.0% 4.5% (0.3%)
Total SSS 6.7% 4.0% 6.3% 4.5% (0.5%)
Smart & Final $2,303 $2,425 $2,669 $3,037 $3,401
Cash & Carry 740 785 865 934 941
Total Sales $3,043 $3,210 $3,534 $3,971 $4,342
% growth 7.1% 5.5% 10.1% 12.4% 9.3%
Gross Margin 446 474 527 599 630
% of sales 14.7% 14.8% 14.9% 15.1% 14.5%
Income from operations 70 87 89 95 47
% of sales 2.3% 2.7% 2.5% 2.4% 1.1%
Net Income $14 $8 $33 $38 $13
% of sales 0.5% 0.3% 0.9% 1.0% 0.3%
GAAP Basic EPS $0.25 $0.14 $0.54 $0.52 $0.18
GAAP Diluted EPS $0.24 $0.14 $0.52 $0.50 $0.17
Adjusted EBITDA $139 $164 $176 $193 $180
% of sales 4.6% 5.1% 5.0% 4.9% 4.2%
Adjusted Net Income $32 $47 $56 $42
% of sales 1.0% 1.3% 1.4% 1.0%
Adjusted Basic EPS $0.56 $0.76 $0.77 $0.58
Adjusted Diluted EPS $0.54 $0.73 $0.73 $0.54
(1) 2012 amounts are pro forma for the Ares Acquisition.
20
Consolidated Quarterly P&L Performance
($ in millions)
Quarter Ended
March 22,
2015
June 14,
2015
October 4,
2015
January 3,
2016
March 27,
2016
June 19,
2016
October 9,
2016
January 1,
2017
Net sales $822.2 $905.1 $1,246.1 $997.6 $908.5 $1,038.3 $1,394.4 $1,000.6
Cost of sales, distribution and store
occupancy700.0 763.5 1,058.8 849.8 780.1 881.1 1,191.4 859.7
Gross Margin 122.2 141.6 187.2 147.9 128.4 157.2 203.0 140.9
Operating and administrative expenses 107.0 114.1 157.0 125.9 125.1 138.8 183.4 135.2
Income from operations 15.2 27.5 30.2 22.0 3.3 18.4 19.6 5.7
Interest expense, net 8.0 7.7 9.3 7.7 7.3 7.4 10.0 7.9
Loss on early extinguishment of debt 0.0 (2.2) 0.0 0.0 0.0 0.0 (5.0) 0.0
Equity in earnings of joint venture 0.5 0.4 0.1 0.3 0.4 0.2 0.5 0.3
Income (loss) before income taxes 7.7 18.0 21.0 14.7 (3.6) 11.2 5.1 (1.9)
Income tax (provision) benefit (2.8) (6.9) (8.6) (4.7) 2.0 (3.4) 1.9 1.7
Net (Loss) Income $4.9 $11.0 $12.4 $10.0 ($1.6) $7.8 $7.0 ($0.3)
Net (loss) income per share – basic $0.07 $0.15 $0.17 $0.14 ($0.03) $0.11 $0.10 $0.00
Net (loss) income per share - diluted $0.06 $0.14 $0.16 $0.13 ($0.03) $0.10 $0.09 $0.00
Weighted average shares - basic 73,084,282 73,090,917 73,116,746 73,191,829 73,189,149 73,197,064 72,601,724 71,962,127
Weighted average shares - fully diluted 76,645,281 76,893,066 77,404,466 77,497,406 73,189,149 78,907,184 77,705,917 71,962,127
Sales Growth 11.9% 9.3% 10.1% 18.9% 10.5% 14.7% 11.9% 0.3%
Gross Margin 14.9% 15.6% 15.0% 14.8% 14.1% 15.1% 14.6% 14.1%
EBIT Margin 1.9% 3.0% 2.4% 2.2% 0.4% 1.8% 1.4% 0.6%
Net Income Margin 0.6% 1.2% 1.0% 1.0% -0.2% 0.8% 0.5% 0.0%
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