This Exhibit sets forth
certain historical information
on revenues and expenses
for ARI operated Aaron’s
Sales & Lease Ownership
stores and does not include
revenues and expenses for
franchisee operated Aaron’s
Sales & Lease Ownership
stores. ARI has not included
the information on franchised
stores because ARI cannot
verify and control the level
or type of expenditures
made by individual franchisees.
However, ARI recommends
that you contact the franchisees
listed on Exhibit E to the
Uniform Franchise Offering
Circular (“UFOC”)
regarding the operations
and financial performance
of their Franchised Businesses.
This
Exhibit contains two Tables.
The Tables reflect the arithmetic
mean (average) annual revenues
and expenses, as well as
the highest, lowest, median,
and number and percent of
stores higher than the mean,
of the stores included therein.
Table 1:
Table 1 contains the average
revenues and expenses of
ALL ARI operated stores
which (i) have opened since
January 1, 1998 and operated
under the “12 Month
Sales & Lease Ownership
Plan” since their
inception, (ii) were not
converted Aaron Rents or
Aaron Sells stores, (iii)
were not acquired stores
and (iv) have been operating
one full year (229 stores),
two full years (168 stores),
three full years (130 stores),
four full years (106 stores)
or five full years (45 stores),
respectively, as of December
31, 2005. ARI has closed
some stores or acquired
some competitor stores and
has merged their revenues
into existing revenues with
other ARI stores operating
in contiguous markets (see
item 20). Stores that had
not been in operation for
at least a full year as
of December 31, 2005 are
not included, because annual
figures were not yet available
as of such date. The average
revenue and expense information
provided in Table 1 by year
is also shown by month (by
age of store).
Table 2:
Table 2 contains the average
revenues and expenses for
the year ending December
31, 2005 of ALL ARI operated
stores which have been open
for at least two full years
as of January 1, 2005 and
that were still open as
of December 31, 2005 (312
stores). Figures are presented
for those stores within
the following ranges of
annual gross revenues: under
$800,000 (8 stores); $800,000
to $1,100,000 (62 stores);
$1,100,001 to $1,400,000
(104 stores); and over $1,400,000
(140 stores). ARI has closed
some stores or acquired
some competitor stores and
has merged their revenues
into existing revenues with
other ARI stores operating
in contiguous markets. This
Table includes stores that
were converted at least
two full years prior to
January 1, 2005 into Aaron’s
Sales & Lease Ownership
stores from Aaron Rents,
Aaron Sells or acquired
competitor stores (see Item
20).
ARI accrues certain expenses
from time to time for internal
reporting purposes. Thus,
in some instances, all of
the expenses reflected in
a given month may not have
actually been paid as of
the end of such month. Also,
except for depreciation,
the expenses listed in the
Tables do not reflect any
start-up expenses that you
may incur (see Item 7 of
the UFOC).
The ARI operated stores
for which information is
included in this Exhibit
are substantially similar
to franchisee operated stores
in appearance, and in the
products and services offered.
Most of the ARI operated
stores included in this
Exhibit are located in metropolitan
markets where expenses are
frequently higher than non-metropolitan
markets and those stores
generally have to achieve
relatively higher revenues
to cover higher expenses.
The amount of revenues and
expenses incurred will vary
from store to store, whether
ARI operated or franchisee
operated and whether located
in a metropolitan market
or a non-metropolitan market.
In particular, the revenues
and expenses of a franchise
store will be directly affected
by many factors, such as:
(a) geographic location;
(b) competition from other
firms in the market; (c)
the presence of other stores
opened under ARI’s
Marks; (d) whether the franchise
owner assumes the position
of store manager or designates
a store manager; (e) lease
payments for exterior sign(s);
(f) the payment of Continuing
License Fees, Ad Production
Fees and Regional Media
Fees; (g) contractual arrangements
with real estate lessors;
(h) the extent to which
the franchisee borrows working
capital and finances inventory
purchases, and applicable
interest rate(s) on such
borrowings; (i) vendor prices
or distribution center prices
on merchandise; (j) the
franchisee’s merchandise
lease rates and merchandise
prices; (k) whether the
franchisee purchases or
leases a delivery vehicle;
(l) the cost of any other
vehicles used in the business;
(m) other discretionary
expenditures; (n) the quality
of management and service
at the Franchised Business;
(o) the franchisee’s
legal, accounting and other
professional fees; (p) federal,
state, and local income
and other taxes; and (q)
accounting methods, particularly
the rate of depreciation
for lease merchandise. In
addition, a franchisee likely
will not realize certain
benefits and economies of
scale that ARI realizes
as a result of operating
several stores in a single
market. Therefore, the information
contained in this Exhibit
should be used by you only
as a reference in conducting
your own analysis and preparing
your own projected income
statements, balance sheets
and cash flow statements.
ARI strongly suggests that
you consult your own financial
advisor or personal accountant
concerning any financial
projections and federal,
state, local income taxes
or any other applicable
taxes that you may incur
in operating an Aaron’s
Sales & Lease Ownership
franchise.
The revenues and expenses
contained in this Exhibit
should not be considered
to be the actual or potential
revenues and expenses that
you will realize. ARI does
not represent that you can
or will attain such revenues
and expenses, or any particular
level of revenues and expenses.
Moreover, ARI does not represent
that you will generate income
which exceeds the initial
payment for, or investment
in, the Franchised Business.
The success of the franchise
will depend largely upon
your individual abilities,
and the financial results
of the franchise are likely
to differ, perhaps materially,
from the results of ARI
operated stores summarized
in this exhibit. Substantiation
of the data used in preparing
the information in this
Exhibit will be made available
to you upon reasonable request.
The following notes generally
define each line item category
shown on the attached Tables,
identify some of the reasons
why your results may differ,
and highlight certain factors
that you should be aware
of. You should review the
attached Tables only in
conjunction with the following
notes, which are an integral
part of the numerical information.
Note 1: Lease Revenue
DEFINED:
Lease Revenue is the sum
of all revenues received
from: all lease fees (for
electronics, appliances,
furniture, jewelry and other
items), renewal fees, damage
fees, delivery fees, service
plus fees, full lease agreement
buyout payments, NSF checks
net of NSF collections,
and other fees, whether
paid in cash, check or credit.
Lease Revenue also includes
revenue on pager air service,
which is pager service income
(revenue derived from the
service fee for pager airtime
only). (ARI no longer carries
pagers).
VARIANCES
FOR FRANCHISEE: Within ARI
guidelines, you will determine
the merchandise lease rates,
pager service rates and
other fees for products
and services leased and
sold from the Franchised
Business. Some states have
statutes governing merchandise
lease rates and fees. The
cost associated with activating
and maintaining airtime
for pagers varies from market
to market.
Note
2: Other Revenue
DEFINED:
Other Revenue consists of
revenue for all retail sales
of both new and used inventory,
revenue from early buyouts
of lease agreements, gain
or loss on sales of fixed
assets, cell phone commissions,
pass code and access revenue,
and any other miscellaneous
charges or fees, whether
paid in cash, check or credit.
VARIANCES
FOR FRANCHISEE: Within ARI
guidelines, you will determine
the retail sales price and
other fees for products
sold from the Franchised
Business, as well as the
price for early buyouts
of lease agreements. Some
states have statutes governing
early buyout amounts. (ARI
no longer carries pagers
or cell phones).
Note
3: Total Revenue
DEFINED:
Total Revenue is the sum
of Lease Revenue and Other
Revenue.
VARIANCE
FOR FRANCHISEE: Within ARI
guidelines, you will determine
the merchandise lease rates
and other fees charged by
the Franchised Business.
Some states have statutes
governing merchandise lease
rates and fees.
Note
4: Cost of Sales
DEFINED:
Cost of Sales is the net
book value of all new and
used inventory sold on a
retail sale, the net book
value of inventory sold
on both early and full buyouts
of lease agreements, pager
service fees and cell phone
air time and access fees.
VARIANCES
FOR FRANCHISEE: You may
elect to depreciate your
inventory or fixed assets
on a different basis than
that used by ARI for tax
purposes. Also, certain
vendors offer purchase discounts
to ARI for quick payment
(i.e., a 2% discount on
payments made within 10
days). You may not be able
to obtain payment terms
that are as favorable as
those offered to or obtained
by ARI. If you are able
to obtain quick payment
discounts, you must make
payments by the early date
in order to take advantage
of them.
Note
5: Personnel Cost
DEFINED:
Personnel Cost is the sum
of all store personnel costs,
including: salaries and
wages for full-time and
part-time employees, employer
contributions for F.I.C.A.
taxes, federal unemployment
taxes, state unemployment
taxes, workers’ compensation,
group health insurance,
long term disability, cancer
care, 401(k), wages for
contracted labor, expense
of “help wanted”
ads, employment agency fees,
employee training expenses,
and new hire physical examinations.
ARI operated stores generally
open with three to six associates.
VARIANCES
FOR FRANCHISEE: ARI store
managers are compensated
on a draw plus bonus program.
The draw ranges from $30,000
to $70,000, with an average
draw of approximately $48,000.
Personnel Cost also includes
ARI’s group health
insurance cost. These expenses
will vary considerably for
you, depending on whether
you hire a manager and their
compensation program, prevailing
wage rates in the area of
the Franchised Business,
and the types and amounts
of non-salary benefits,
if any, you provide to employees.
Note
6: Selling Cost
DEFINED:
Selling Cost is the sum
of all advertising expenses,
including: yellow page ads,
radio commercials, T.V.
commercials, direct mailings,
handbills, circulars, brochures,
giveaways, sales floor signage,
agency fees, exterior sign
repairs and exterior sign
depreciation.
VARIANCES
FOR FRANCHISEE: You will
conduct independent advertising
programs and will pay an
Ad Production Fee of 0.5%
of your weekly Gross Revenues
(if the Ad Production Fund
is established by ARI).
You may also pay a Regional
Media Fee of $250 or 2%
of weekly Gross Revenues,
whichever is greater (if
the Regional Media Fund
is established by ARI).
You may be required to spend
an amount up to 4.5% of
your Gross Revenues on advertising
(this includes the payment
of any Ad Production Fee
and any Regional Media Fee).
ARI purchases the exterior
wall sign and any exterior
pole sign faces for each
of its stores and depreciates
its signs on a straight-line
basis over 5 years. Therefore,
the depreciation of signs
is included in the calculation
of this expense. ARI will
purchase the exterior wall
sign and any pole sign faces
for the Franchised Business
and will lease it to you
over the first five years
of the Franchise Agreement.
See Item 7 of the UFOC for
estimated lease payments
for the exterior sign(s).
Note
7: Occupancy Cost
DEFINED:
Occupancy Cost is the sum
of all leased building expenses,
including: rent, depreciation
of leasehold improvements,
depreciation of fixtures
and equipment, building
maintenance, common area
maintenance, real estate
commissions, real estate
taxes, security systems,
real estate insurance and
utilities.
VARIANCES
FOR FRANCHISEE: The stores
used in this Exhibit vary
in size from approximately
4,000 to 20,000 square feet.
ARI’s recommended
square footage for the Franchised
Business is between 7,000
and 12,000 square feet.
ARI’s lease rate per
square foot varies from
$4.00 to $10.00 and ARI’s
common area maintenance
charge (C.A.M.) varies from
$0.30 to $1.00 per square
foot. The cost per square
foot in a strip-type shopping
center and freestanding
buildings varies considerably,
depending on the location
and the market conditions
affecting commercial property.
ARI
operated stores typically
pay in full for any portion
of leasehold improvements
it is responsible for and
depreciate the improvements
on a straight-line basis
over the remaining life
of the lease. Therefore,
some depreciation of leasehold
improvements is included
in the calculation of this
expense. Occasionally, the
landlord will completely
build (i.e. carpet, tile,
counters, offices, etc.)
the space out and increase
the rental rate to cover
the cost of such buildout.
See Item 7 of the UFOC for
an estimate of the cost
of leasehold improvements.
ARI
generally negotiates for
deferred rental payments.
Therefore, the Occupancy
Cost may reflect several
months with either no rental
payments or reduced rental
payments.
Note
8: Inventory Carrying Cost
DEFINED:
Inventory Carrying Cost
is the sum of all of expenses
associated with carrying
inventory, including: insurance
for inventory in the store
and in transit, an allocation
of personal property tax
on store inventory (on hand
at year end), interest expense
on inventory financing,
depreciation of lease merchandise,
bedding transfer costs,
repair cost and the cost
of replacement parts for
repairs or refurbishing,
clearance center charge
backs and freight charges
absorbed by the receiving
store on inventory redistribution.
Also included in this item
is depreciation on office
furniture, which is depreciated
over 36 months with a 0%
salvage value.
VARIANCES
FOR FRANCHISEE: For internal
and SunTrust Bank compliance
reporting, ARI uses an eighteen
month straight line depreciation
(with no salvage value)
for franchise calculations.
Certain high-end electronics
(i.e. big screen TV’s)
that are normally on twenty-four
month agreements are depreciated
on a twenty-four month straight-line
method (with no salvage
value). This method is used
mostly to reconcile SunTrust
disposition book values
with SunTrust amortization
schedules. For company operated
stores (prior to January
1, 2002), ARI paid in full
for its lease inventory
and generally began depreciating
its lease inventory the
month after it was received
in the store and depreciated
most lease inventory over
the agreement period, generally
12-24 months, when on lease,
and 36 months when not on
lease, to a 0% salvage value
(a method often referred
to as income forecasting
in the Sales & Lease
Ownership industry). For
company owned stores (effective
January 1, 2002), ARI continued
to pay in full for its lease
inventory, but began depreciating
its lease inventory upon
the earlier to occur of
its initial lease to a customer
or twelve months after it
was acquired from the vendor.
ARI continued to depreciate
most lease inventory over
the agreement period, generally
12-24 months, when on lease,
and 36 months when not on
lease, to a 0% salvage value.
The
depreciation schedules used
by ARI are for ARI’s
internal book purposes and
SunTrust compliance reporting
only. You should seek advice
on depreciation from your
financial advisor or personal
accountant. ARI makes no
recommendation as to the
method of depreciation to
be used by you for tax purposes.
Prior to January 1, 2002,
ARI allocated total interest
cost to the ARI operated
stores based on the total
inventory cost per store.
Effective January 1, 2002,
ARI allocated an amount
equal to 1.44% of the Sales
& Lease Ownership division’s
total revenue to the ARI
operated stores on a pro-rata
basis based on each store’s
total inventory cost. ARI
believes that this arrangement
is substantially different
from the arrangement you
will have with your financial
institution(s) for inventory
purchases. ARI believes
that your interest rate
will be substantially higher,
depending on the financing
source, the collateral and
your credit-worthiness.
Note
9: Delivery Cost
DEFINED:
Delivery Cost is the sum
of all expenses incurred
in delivering and picking
up lease inventory, including:
vehicle depreciation or
lease payments, rental of
extra trucks, pro-rata share
of vehicle insurance, truck
decals, mechanical repairs,
washing expense, parking
expense, fuel and oil cost,
mileage charged on extra
trucks, vehicle repair costs
incurred as a result of
any accident, including
insurance deductibles and
taxes and vehicle registrations.
Delivery cost also includes
payments made to freight
companies for the shipment
of products from distribution
centers operated by ARI.
VARIANCES
FOR FRANCHISEE: You may,
but are not obligated to,
participate in ARI’s
fleet leasing or fleet purchasing
programs. See Item 7 of
the UFOC for the estimated
cost for a delivery vehicle.
ARI depreciates delivery
vehicles that it purchases
on a straight-line basis
over 3 years with a 35%
salvage value. Some delivery
vehicles are leased and
the monthly lease amount
appears in this line item.
Insurance rates for delivery
vehicles will vary depending
on the state and type of
area (metropolitan or rural)
in which the Franchised
Business is located, and
the amount and types of
insurance coverage you maintain.
Note
10: Inventory Write-Offs
DEFINED:
Inventory Write-Offs are
the net book value of all
inventory write-offs due
to: customer skips, inventory
shortages, inventory that
is not picked up when lease
agreements are not renewed
and inventory that is damaged
beyond repair. All fees
paid to outside collection
agencies for collections
on bad debts and all expenses
incurred outside of the
normal course of business
in collecting extremely
delinquent lease fees are
included in this line item.
When calculating cash flow
for its internal purposes,
ARI does not consider fees
that have been paid to outside
collection agencies, which
range from $500 to $2,000
per store per year, to be
a cash expense (see Note
16).
VARIANCES
FOR FRANCHISEE: You may
be required to pay to your
financial institution any
outstanding loan amount
on inventory that is written
off at the time it is written
off, and you may also utilize
an outside collection agency
more or less frequently
than ARI.
Note
11: General Operating Cost
DEFINED:
General Operating Cost is
the sum of all operating
expenses, including: telephone,
office supplies, postage,
general liability insurance,
bank charges, credit card
charges, miscellaneous charges,
petty cash shortages, miscellaneous
legal expenses, local business
licenses and permits, store
personnel errand and travel
expense and generally a
division allocation (beginning
February 1996) and generally
a regional allocation (beginning
July 1995).For company operated
stores (prior to April 1,
2000), the division/regional
allocation was generally
determined by calculating
ARI’s division/regional
cost, and allocating it
to ARI’s stores pro-rata,
based on the respective
amount of revenues generated
by such stores. For company
operated stores (effective
April 1, 2000), ARI began
allocating the divisional/regional
allocation based on 3% of
each store’s total
monthly revenue. Beginning
January 1, 2004, for company
operated stores, ARI allocated
the divisional/regional
allocation based on 2% of
each store’s net revenue
(net revenue being defined
as total revenue minus cost
of sales).
VARIANCES
FOR FRANCHISEE: Your general
liability insurance coverage
will vary depending on the
state(s) in which the Franchised
Business operates, and the
amounts and types of coverage
you maintain. See Item 7
of the UFOC for an estimate
of insurance costs. You
will not be required to
pay a division/regional
allocation. However, you
must pay to ARI a Continuing
License Fee of 5% or 6%
of weekly Gross Revenues.
Note
12: General Office Allocation
DEFINED:
ARI operated stores are
generally charged a General
Office Allocation of 4.5%
to 6.5% by the ARI home
office. The current General
Office Allocation is 5%.
VARIANCES
FOR FRANCHISEE: You will
not be required to pay a
General Office Allocation.
However, you must pay to
ARI a Continuing License
Fee of 5% or 6% of your
weekly Gross Revenues.
Note
13: Pre-Tax Earnings
DEFINED:
Pre-Tax Earnings is Total
Revenue minus the sum of:
Cost of Sales, Personnel
Cost, Selling Cost, Occupancy
Cost, Inventory Carrying
Cost, Delivery Cost, Inventory
Write-Offs and Collection
Fees, General Operating
Cost, General Office Allocation
and Miscellaneous Other
Costs.
Note
14: Depreciation
DEFINED:
Depreciation is the total
of all depreciation of lease
inventory and fixed assets
associated with store operations.
The depreciation methods
and periods are listed under
the note for each expense
described above which includes
a depreciation component.
This item does not include
the net book value of inventory
write-offs. The depreciation
schedules used by ARI are
for internal book purposes
only. You should seek advice
on depreciation from your
financial advisor or personal
accountant. ARI makes no
recommendation as to the
method of depreciation to
be used by you for tax purposes.
VARIANCES
FOR FRANCHISEE: You may
elect to amortize intangible
and depreciate lease inventory
and fixed assets on a basis
different than that used
by ARI (for tax purposes).
Note
15: Net Inventory Purchases
DEFINED:
Net Inventory Purchases
is the sum of all electronics,
appliances, furniture and
other lease inventory purchased.
These items are reflected
in the month the merchandise
is received in the store,
not when the invoice is
paid. These numbers also
represent the net of book
value of inventory transferred
between ARI operated stores
and inventory transferred
from certain ARI operated
stores to ARI operated distribution
centers or clearance centers
for disposal.
VARIANCES
FOR FRANCHISEE: You may,
but are not obligated to,
participate in ARI’s
combined purchasing power,
and to purchase inventory
from ARI’s furniture
manufacturing division,
MacTavish, for inventory
pricing benefits. Your inventory
purchases may vary if you
have multiple locations
and you transfer inventory
to and from those locations.
If
you utilize the SunTrust
Bank inventory financing
program, you will pay one
eighteenth or one twenty-fourth
(depending on the items
being financed) of your
monthly inventory purchases
as a principal payment,
and interest on the total
outstanding balance, to
your financial institution(s)
on a monthly basis (see
item 10). These payments
should be considered in
any pro forma income statements,
balance sheets, and cash
flows for the Franchised
Business.
Note
16: Pre-Tax Cash Flow
DEFINED:
Pre-Tax Cash Flow is the
sum of Pre-Tax Earnings,
plus Depreciation, less
Net Inventory Purchases,
plus Cost of Sales, plus
Inventory Write-Offs (see
Note 10).
VARIANCES
FOR FRANCHISEE: Pre-tax
cash flow assumes cash purchases
of inventory. You may elect
to finance your inventory
purchases over a period
of time through various
lenders (including the eighteen-month
SunTrust loan program available
for qualified franchisees
described in Item 10). In
determining cash flow, you
may consider other cash
payments made that are not
directly expensed in the
period in which the expenditure
occurred.
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