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Article by DailyStocks_admin    (11-19-08 07:42 AM)

hhgregg Inc. CEO Jerry Throgmartin bought 41050 shares on 11-11-2008 at $5.01

BUSINESS OVERVIEW

Business.

Our Company

hhgregg, Inc. (hhgregg) was formed in Delaware on April 12, 2007. As part of a corporate reorganization effected on July 19, 2007, the stockholders of Gregg Appliances, Inc., or Gregg Appliances, contributed all of their shares of Gregg Appliances to hhgregg in exchange for common stock of hhgregg. As a result, Gregg Appliances became a wholly owned subsidiary of hhgregg. We refer to hhgregg as “hhgregg” and hhgregg and its consolidated subsidiaries as “we”, “us”, “our” and the “Company” in this Annual Report on Form 10-K.

We are a leading specialty retailer of premium video products, brand name appliances, audio products and accessories and currently operate 97 stores in Alabama, Florida, Georgia, Indiana, Kentucky, North Carolina, South Carolina and Tennessee. We differentiate ourselves from our competitors by providing our customers with a consultative and educational purchase experience. We also distinguish ourselves by offering same-day delivery of virtually all of our products. Our superior customer purchase experience has enabled us to successfully compete against the other leading video and appliance retailers over the course of our 53-year history.

We design our stores to be visually appealing to our customers and to highlight our premium selection of consumer electronics and appliances. We utilize LCD and plasma television display walls, appliance displays and digital product centers to showcase our broad selection of products with advanced features and functionality. We carry over 100 models of flat panel televisions and 400 models of appliances. Our new store prototypes average 30,000 square feet and are located in power centers or freestanding locations in high traffic areas, as close as feasible to our major competitors. We drive store traffic and enhance our brand recognition through year-round television advertising, weekly newspaper inserts, direct mail and web promotions.

Our sales can be categorized in the following manner:


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Video products : We offer a broad selection of the latest video products, such as 1080p and 120 Hz LCD televisions as well as high definition DVD players and recorders. Representative brands include Hitachi, JVC, LG, Mitsubishi, Panasonic, Samsung, Sharp, Sony and Toshiba. For fiscal 2008, video products represented 46% of merchandise sales.


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Home appliances : We offer a broad selection of major appliances, including the latest generation refrigerators, ranges, dishwashers, freezers, washers and dryers, sold under a variety of leading brand names. Representative brands include Bosch, Frigidaire, GE, KitchenAid, LG, Maytag, Samsung, Subzero, Thermador, Whirlpool and Wolf. For fiscal 2008, home appliances represented 39% of merchandise sales.


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Other products and services : We also sell audio products, mattresses, notebook computers and other select popular consumer electronics and accessories. We continue to evaluate other merchandise categories to further enhance our product offerings. Products such as home audio systems, notebook computers, cameras, telephones and advanced cables generate and support store traffic and create cross-selling opportunities with our other products. Our suite of services is aimed at enhancing our customers’ superior purchase experience. For fiscal 2008, other products and services represented 15% of merchandise sales.


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Additionally, we sell a suite of services including third-party extended service plans (ESPs) and third-party in-home service and repair of our products and same-day delivery and installation and in-home repair and maintenance.

We believe the following strengths contribute significantly to our success and position us for growth within our existing and new markets:

Superior customer purchase experience . We provide a superior purchase experience to our customers through our in-store experience, high level of customer service and delivery and installation capabilities, which we believe drives customer loyalty, referrals and repeat business. We are able to educate our customers on the features and benefits of the products we offer through our extensively trained, commissioned sales force. Over 95% of our sales associates are full-time employees, supporting our goal of hiring individuals who are career oriented and motivated. We believe that when fully informed, customers frequently purchase higher-end, feature-rich products. Our ability to drive sales of more advanced video and appliance products has made us an important partner for our vendors to present their state-of-the-art offerings and enables us to be among the first to introduce new products and technologies in our stores. This further enhances our brand image and customer experience.

We offer same-day delivery for virtually all of our products and also provide quality in-home installation services. This expertise significantly enhances our ability to sell large, more complex products. Our network of 11 central and regional distribution centers provides a local supply of inventory that supports our same-day delivery strategy. We conduct a significant number of customer surveys each year to ensure customer satisfaction and provide us with feedback to continue improving our superior customer purchase experience.

Balanced mix of premium video products and appliances. We offer an extensive selection of premium video products and appliances. Historically, our appliance business provided us with financial stability and consistently strong cash flow while our television and video products contributed significantly to our growth in sales and profitability. Our cash flow tends to be less seasonal and more stable over the long term compared to our consumer electronics-focused competitors as a result of our balanced merchandise mix of video products and appliances. In addition, the combination of large screen televisions and appliances, each of which generally requires home delivery and installation, provides us with efficiencies in home delivery and installation.

Proven ability to successfully penetrate new markets. We seek to expand our highly portable store concept into new markets where we believe there is significant underlying demand for our product mix and customer services, as well as an attractive demographic profile. We have successfully opened or acquired stores in nine new metropolitan markets since 1999, adding 77 stores, most recently in the Atlanta, Charlotte, Knoxville, Birmingham, Raleigh-Durham and Jacksonville markets. We typically enter a market with a scaled presence to achieve a threshold leverage of our advertising spending, regional management and delivery and distribution infrastructure. Within a short time period, usually not exceeding 18 months, we grow our store count in these markets to optimize leverage of our fixed costs and our market share.

Strong store economics. We closely adhere to our prototype store format when opening new stores, which helps simplify our operations and ensures consistent execution. Our stores typically generate positive cash flow within three months of opening and provide a cash payback in less than three years. Strong store economics, combined with efficient inventory management, generate significant free cash flow to internally fund our growth. During fiscal 2008 and 2007, our stores averaged net sales of $14.9 million and contributed to 5.0% operating earnings margin. During this same period, our new stores required average net capital expenditures of $0.7 million and average initial net-owned inventory investments of $0.9 million.

Experienced management team . Our executive management team has an average of over 14 years of experience with us and 27 years of overall experience. Under our management team’s direction, we have grown our store base at a compound annual growth rate of 18.3% since fiscal 1998 and successfully entered nine new metropolitan markets.



Customer Purchase Experience

Our goal is to serve our customers in a manner that generates loyalty, referrals and repeat business. We focus on making every customer’s purchase experience a positive one and aim to be the primary destination for consumer electronics and home appliances. We employ multiple internal systems to ensure customer satisfaction in each of our markets, and we focus on offering a comprehensive suite of services such as delivery and home installation to our customers. We aim to offer the customer a convenient shopping experience by locating our stores in high traffic areas with a focus on visibility, access and parking availability.

Our philosophy for providing our customers with a superior purchase experience includes;


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employing a highly motivated, commissioned sales force and training them so they are able to educate our customers on the benefits of feature-rich, higher margin products;


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soliciting customer feedback to allow us to monitor and improve individual employee performance;


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conducting broad consumer and market research to ensure a top quality, competitively priced offering;


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offering a deep product assortment in core categories;


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providing a warm and bright store ambiance that showcases our products well;


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providing same-day delivery for virtually all of our products and quality in-home installation services;


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offering extended-term financing through a third-party private label credit card to qualified customers;


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offering convenient 40 minute call-ahead service for delivery;


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offering customer support through our central call center seven days per week; and


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providing third-party extended service plans (ESPs) and third-party in-home service and repair of our products.

Product Service and Support . We currently outsource product service and repair of our products sold with and without extended warranties. We sell third-party ESPs to our customers. The ESPs typically extend three to five years beyond the manufacturer’s warranty and cover all service and repair-related maintenance. We closely monitor the performance of our third-party vendor to ensure the quality and timeliness of its repair services. We offer customer support via our central customer service call center. Our service center is open seven days a week and provides customers with a toll-free resource to ask product and other support-related questions.

Private Label Credit Card . We offer customers financing through a private label credit card with a third-party financial institution. The third-party institution assumes the risk of collection from our customers and has no recourse against us for any uncollected amounts.

Merchandising and Purchasing

Merchandise. We focus on offering one of the most extensive product and brand selections in our industry. We offer a broad selection of the leading brands at everyday competitive prices and provide a balance of digital and home theater products and appliances. Our premium products help drive margins and profitability while our lower-margin products help drive customer traffic. Our balanced mix of premium video products and appliances historically provide us with a more stable and less-seasonal cash flow.

Vendor Relationships. Our top 10 and 20 suppliers accounted for over 80.3% and 90.4%, respectively, of merchandise purchased by us during fiscal 2008. Our key suppliers include Frigidaire, GE, JVC, LG, Panasonic, Samsung, Sharp, Sony, Toshiba and Whirlpool.

Our purchasing strategy varies by vendor and product line. We do not have long-term contracts with any of our major suppliers. Inventory purchases are managed through the placement of discrete purchase orders with our vendors. Our ability to sell a broad selection of products has made us an important partner to our vendors for showcasing their higher-margin product offerings and introducing new products and technologies to consumers. In an effort to support our strategy, vendors offer us various incentives including volume discounts, trade financing, co-op advertising, purchase discounts and allowances, promotional items and inventory on a consignment basis.

Personnel and Training

Commissioned Sales Associates . We seek to hire individuals who are career-oriented and motivated by a commission-based environment. Over 95% of our sales associates are full time employees. Our sales associates are compensated based on both sales and product profitability. New sales associates are required to complete 80 hours of initial in-house training focused on product knowledge and functionality, customer service and general store operations. Sales associates also participate in on-going training for an average of 10 hours per month in order to stay current with new product offerings and customer service initiatives. This on-going training includes quarterly meetings with vendors to learn about upcoming product releases.

Manager-In-Training (MIT) Program. We operate a professional development program that provides managers with a variety of tools and training to assist them in leading their associates and meeting their performance objectives. Manager candidates undergo comprehensive training in store operations, sales, management and communications skills so that they can eventually manage their own stores and have the opportunity to become regional managers. Candidates first participate in our MIT program, which develops each manager’s managerial and supervisory skills. After completion of our training programs, manager candidates work as assistant managers. Successful assistant managers are provided the opportunity to manage one of our lower-volume stores, where they are supervised closely by their regional manager. Managers earn an opportunity to operate higher-volume stores as they demonstrate greater proficiency in their management skills.

Our store and regional managers are essential to our store expansion strategy. We use experienced store and regional managers from our existing markets to open new markets. Our MIT program provides a pipeline of

future store and regional managers. This program enables us to staff our management positions in new stores from a pool of experienced managers and backfill the openings created in existing stores with well-developed, internal promotions.

Distribution and Warehousing

Our distribution and warehousing functions are designed to optimize inventory availability and turnover, delivery efficiency, and minimize product handling. Our distribution and warehousing system at March 31, 2008 consisted of two central distribution centers, or CDCs, and nine regional distribution centers, or RDCs. We operate CDCs in Indianapolis and Atlanta and RDCs in Birmingham, Charlotte, Cincinnati, Cleveland, Columbus, Jacksonville, Louisville, Nashville and Raleigh. In April 2008, we opened a third CDC in Davenport, Florida to support our growth in the Florida market. CDCs receive products directly from manufacturers and stock merchandise for local customer delivery and store and RDC replenishment. RDCs receive inventory daily from their respective CDCs or directly from manufacturers for home delivery. Merchandise is generally not transferred between stores. Our CDCs and RDCs operate seven days a week. All of our distribution facilities are leased.

Typically, large appliances, large-screen televisions, home theater products and mattresses are delivered to a customer’s home. The majority of our customers purchasing these products also use our delivery or installation service. Our stores carry a limited inventory of these larger items to accommodate customers who prefer to transport merchandise themselves. Smaller-sized items such as DVD players, camcorders, digital cameras, televisions less than 42 inches and small appliances are adequately stocked in-store to meet customer demand.

We outsource our delivery services in all of our markets other than our Central and Northern Indiana markets. Our outsourcing partners assign certain employees to us and those employees deliver products exclusively for us, generally carry our logo on their vehicles and wear hhgregg uniforms. This allows us to maintain our brand identity and high customer service levels following the purchase of our products. We provide all installation services using our own highly skilled employees. We remain the customer’s primary point of contact throughout the delivery and installation process regardless of whether or not the service is outsourced, thereby ensuring that we maintain control over the quality of the service provided. We also closely monitor our delivery partners to assess our customer’s satisfaction with their services. We are not subject to any long-term agreements with any of our delivery partners. While we continue to internally provide delivery services in our Central and Northern Indiana markets, we continually monitor its efficiency and effectiveness relative to our outsourced delivery services.

Advertising and Promotion

We utilize advertising and promotion to increase our brand awareness and drive in-store traffic. We aggressively promote our products and services through the use of a balanced media mix, which includes preprinted newspaper inserts, television, direct mail, radio, web promotions, outdoor and event sponsorship. We currently outsource media placement to an advertising agency, but handle newspaper advertisement design and placement internally. We utilize television advertising to reach our target audience.

We enter new major markets with a comprehensive brand awareness campaign for a four-week period leading up to our grand opening. During the week of grand opening, we utilize a combination of television, radio and special print offers to drive traffic to our stores.

Our website, www.hhgregg.com, features our full line of products and provides useful information to consumers on the features and benefits of our products, our store locations and hours of operations. We offer both on-line shopping with delivery, as well as an in-store pickup option to increase customer traffic. We also utilize the internet as an important customer information resource to drive in-store purchases of our merchandise.

Management Information Systems

Over the past four fiscal years, we have been systematically updating and upgrading our management information systems in a multi-phase process to improve the efficiency of our store operations and enhance critical corporate and business planning functions. During fiscal 2008, we implemented a demand management and forecasting tool to add more robust analytical capabilities to our inventory management process and opened an off-site data center to enhance our disaster recovery capabilities. During fiscal 2007, we converted our financial reporting and accounting systems to a retail industry standard application to support our anticipated future growth. In fiscal 2006, we installed a new enterprise data warehouse to better integrate operating and merchandising information in a relational data base environment.

We are currently in the process of migrating our inventory and supply chain management software from our legacy hardware platform and operating system, which our primary hardware vendor will no longer be providing support for after December 31, 2010, to a new hardware platform and operating system. This migration will transfer our existing applications to a platform scalable for future growth and is intended to ensure complete continuity in the end-user interface screens, thereby eliminating the cost and lost productivity of re-training our store and distribution associates on a new enterprise resource planning (ERP) application. The migration also maintains our applications’ proven transactional processing capabilities that have contributed to industry-leading inventory turns and shrink results, as well as enables same-day delivery of virtually all of our products. Our current estimate of the remaining capital expenditures for this phase of our management information systems upgrade is between $3 and $5 million during fiscal 2009.

Our management information system includes a wide-area network linking our stores and distribution centers to our corporate offices. This provides real-time polling of sales, scheduled deliveries and inventory levels at the store and distribution center level. In our distribution centers, we use radio frequency networks to assist in receiving, stock put-away, stock movement, order filling, cycle counting and inventory management.

CEO BACKGROUND

Jerry W. Throgmartin, 53 , our Chairman and Chief Executive Officer and a Director, joined our company in 1975. He has served as our Chairman and Chief Executive Officer since January 2003 and as a Director since 1988. From 1999 to January 2003 he also served as our President. From 1988 to 1999 he served as our President and Chief Operating Officer. Other positions held by Mr. Throgmartin within our company included store manager, district manager, advertising director and Vice President of Store Operations.

Dennis L. May, 40 , our President, Chief Operating Officer and a Director, joined us in January 1999. From 1999 to January 2003 he served as the Executive Vice President and Chief Operating Officer and was appointed President and Chief Operating Officer in January 2003. He became a Director in connection with our recapitalization in February 2005. Mr. May joined our company as part of the acquisition of certain store leases of Sun TV & Appliance, Inc., a retailer of consumer electronics and appliances, where he held the positions of Vice President of Marketing, Executive Vice President and Chief Operating Officer.

Lawrence P. Castellani, 62, became a Director in July 2005. From February 2003 to May 2005, Mr. Castellani served as the Chairman of Advance Auto Parts, Inc., a specialty retailer of auto parts, and served as its Chief Executive Officer from 2000 until May 2005. Mr. Castellani served as President and Chief Executive Officer of Ahold Support Services in Latin America (a division of Royal Ahold, a supermarket company) from 1998 to 2000, as Executive Vice President of Ahold USA from 1997 through 1998, and as President and Chief Executive Officer of Tops Friendly Markets, a grocery store chain, from 1991 through 1997. Mr. Castellani serves on the board of Advance Auto Parts, Inc.

Benjamin D. Geiger, 33, became a Director in connection with our recapitalization in February 2005. In 1998, Mr. Geiger joined Freeman Spogli & Co., a private equity investment firm, and became a principal in December 2002. From 1996 to 1998, Mr. Geiger was employed by Merrill Lynch & Co. in the Mergers and Acquisitions Group.

John M. Roth, 49, became a Director in connection with our recapitalization in February 2005. Mr. Roth joined Freeman Spogli & Co., a private equity investment firm, in 1988 and became a general partner in 1993. From 1984 to 1988, Mr. Roth was employed by Kidder, Peabody & Co. Incorporated in the Mergers and Acquisitions Group. Mr. Roth also serves on the boards of directors of Asbury Automotive Group, Inc., an automotive dealership group and and El Pollo Loco, Inc., a restaurant chain.

Charles P. Rullman, 60, has served as a Director since March 2005. Mr. Rullman joined Freeman Spogli & Co., a private equity investment firm, in 1995 as a general partner. Mr. Rullman retired from his position at Freeman Spogli & Co., in December 2005. From 1992 to 1995, Mr. Rullman was a general partner of Westar Capital, a private equity investment firm specializing in middle market transactions. Prior to joining Westar, Mr. Rullman spent 20 years at Bankers Trust Company, a banking conglomerate, and its affiliate, BT Securities Corporation, where he was a Managing Director and Partner.

Michael L. Smith, 59, became a Director in July 2005. Mr. Smith served as Executive Vice President and Chief Financial and Accounting Officer of Wellpoint, Inc., a health benefits company, from 2001 to January 2005. He served as Executive Vice President and Chief Financial Officer of Anthem, Inc., a health benefits company, from 1999 to April 2001. From 1996 to 1998, Mr. Smith served as Chief Operating Officer and Chief Financial Officer of American Health Network, Inc., a former subsidiary of Anthem, Inc. He was Chairman, President and Chief Executive Officer of Mayflower Group, Inc., a transport company, from 1989 to 1995. He is a director of Kite Realty Group Trust, a REIT; Emergency Medical Services Corp., a provider of emergency medical services; Calumet Specialty Products LP, a refining operation; and Vectren Corporation, a gas and electric utility.

Peter M. Starrett, 60, became a Director in connection with our recapitalization in February 2005 and served as vice chairman of our board from the recapitalization to April 2007. In 1998, Mr. Starrett founded Peter Starrett Associates, a retail advisory firm, and currently serves as its President. From 1990 to 1998, Mr. Starrett served as the President of Warner Bros. Studio Stores Worldwide. Previously, he held senior executive positions at both Federated Department Stores and May Department Stores. Mr. Starrett also serves on the boards of directors of Pacific Sunwear, Inc., a clothing retailer, and PETCO Animal Supplies, Inc., a retailer of pet food and supplies.

Darell E. Zink, 61, became a board member in August 2007. Since October 2004, Mr. Zink has served as Chairman and Chief Executive Officer of Strategic Capital Partners, LLC, a real estate investment management firm. Prior to that, Mr. Zink served as Vice Chairman of Duke Realty Corporation, a real estate development and management company, from January 2004 to October 2004 and as Executive Vice President and Chief Financial Officer from October 1993 to December 2003. Prior to that, Mr. Zink was a general partner in the private company predecessor of Duke Realty Corporation from June 1982 to October 1993. Mr. Zink has served as Chief Executive Officer of HKZ Enterprises, a real estate development company, since September 2004. Presently, Mr. Zink serves as a director on the Board of Fifth Third Bank (Indiana).

MANAGEMENT DISCUSSION FROM LATEST 10K

Overview

We are a specialty retailer of consumer electronics, home appliances, mattresses and related services operating under the names hhgregg ® and Fine Lines ® . As of March 31, 2008, we operated 91 stores in Alabama, Florida, Georgia, Indiana, Kentucky, North Carolina, Ohio, South Carolina and Tennessee.

hhgregg, Inc. (hhgregg) was formed in Delaware on April 12, 2007. As part of a corporate reorganization effected on July 19, 2007, the stockholders of Gregg Appliances, Inc. (Gregg Appliances) contributed all of their shares of Gregg Appliances to hhgregg in exchange for common stock of hhgregg. As a result, Gregg Appliances became a wholly-owned subsidiary of hhgregg. As part of this reorganization, hhgregg assumed options to purchase 3,978,666 shares of common stock of Gregg Appliances previously granted by Gregg Appliances. On July 24, 2007, hhgregg completed an initial public offering of 9,375,000 shares of its common stock, 5,625,000 of which were sold by certain selling stockholders.

Transfers or exchanges of assets or equity instruments between enterprises under common control are not business combinations. Therefore, the formation transaction of hhgregg was recorded at the carrying value of the transferring enterprise (Gregg Appliances) in a manner similar to pooling-of-interests and not at fair value. Gregg Appliances’ financial statements are presented as historical comparisons for hhgregg prior to the aforementioned date of corporate reorganization.

This overview section is divided into five sub-sections discussing our operating strategy and performance, store development strategy, industry and economic factors, material trends and uncertainties and seasonality.

Operating Strategy and Performance. We focus the majority of our floor space, advertising expense and distribution infrastructure on the marketing, delivery and installation of a wide selection of premium video and appliance products. We display over 100 models of flat panel televisions and 400 major appliances in our stores with an especially broad assortment of models in the middle- to upper-end of product price ranges. Video and appliance net sales comprised 85% and 87% of our net sales mix in fiscal 2008 and 2007, respectively.

We strive to differentiate ourselves through our customer purchase experience starting with a highly-trained, consultative commissioned sales force which educates our customers on the features and benefits of our products, followed by rapid product delivery and installation, and ending with helpful post-sales support services. We carefully monitor our competition to ensure that our prices are competitive in the market place. Our experience has been that informed customers often choose to buy a more heavily-featured product once they understand the applicability and benefits of its features. Heavily-featured products typically carry higher average selling prices and higher margins than less-featured, entry-level price point products.

We focus on leveraging our semi-fixed expenditures in advertising, distribution and regional management through closely managing our inventory, working capital and store development expenditures. Our inventory has averaged 7.0 turns per year over the past three fiscal years. Our working capital has averaged 1.8%, expressed as a percentage of sales, over the past three fiscal years. Our net capital expenditures have averaged 2.1%, measured as a percentage of sales, over the past three fiscal years. These factors, combined with our strong store-level profitability, have contributed to the generation of significant free cash flow over the past three fiscal years. This has enabled us to de-leverage our balance sheet and internally fund our store growth.

Store Development Strategy. Over the past several years, we have adhered closely to a development strategy of adding stores to metropolitan markets in clusters to achieve rapid market share penetration and more efficiently leverage our distribution network, advertising and regional management costs. Our expansion plans include looking for new markets where we believe there is significant underlying demand for stores, typically in areas that demonstrate above-average economic growth, strong household incomes and growth in new housing starts and/or remodeling activity. Our markets typically include most or all of our major competitors. We plan to continue to follow our approach of building store density in each major market and distribution area, which in the past has helped us to improve our market share and realize operating efficiencies.

During fiscal 2008, we opened 14 new stores. In addition to opening stores in new markets, Birmingham, Alabama and Raleigh, North Carolina, we entered our ninth state with our first two stores opening in Northern Florida in our last fiscal quarter. In addition to new stores, we also opened up two new regional distribution centers in Raleigh, North Carolina and Jacksonville, Florida. Subsequent to year-end, we opened our third central distribution center in Davenport, Florida. This distribution center will support our anticipated growth in the Florida market.

Industry and Economic Factors. Both the consumer electronics and home appliance industries have experienced attractive growth rates over the past several years, driven by product innovations and introductions particularly in the premium segment that we target. Our average selling prices for major appliances have increased for the last three fiscal years in part due to innovations in high-efficiency laundry and three-door refrigeration. This trend has added stability to our sales performance relative to our consumer electronics-focused competitors.

The consumer electronics industry depends on new products to drive sales and profitability. Innovative, heavily-featured products are typically introduced at relatively high price points. Over time, price points are gradually reduced to drive consumption. For example, as prices for large digital flat-panel television products fall below the $2,000 range, more of our customers purchase them, with the result that the average unit selling price of the video products we carry and the quantity we sell have risen in each of the last three fiscal years.

According to the Consumer Electronics Association, or the CEA, sales of consumer electronics are expected to remain strong, growing by 6.1% in 2008 due to the continued adoption of digital and more portable products along with continuing trends of price declines for higher-ticket items, such as flat panel televisions. The CEA projects digital television sales to grow at a compound annual growth rate of 5.9% through 2011, in part due to the FCC mandate that all televisions incorporate a digital tuner by 2009.

The appliance industry has benefited from improvements in form and aesthetics which have become an increasingly important factor in major appliance purchase decisions. Accordingly, the rise in average unit selling prices of major appliances that we have benefited from for the past three fiscal years is not expected to change dramatically for the foreseeable future.

Material Trends and Uncertainties. The innovation in certain consumer electronic product categories, such as DVD players, camcorders and audio products, has not been sufficient to maintain average selling prices. These mature products have become commoditized and have experienced price declines and reduced margins. As certain of our products become commodities, we focus on selling the next generation of these affected products, carefully managing the depth and breadth of commoditized products that we offer and introducing all-together new product lines that are complementary to our existing product mix.

There has been price compression in flat panel televisions for equivalent screen sizes over the past few years. As with similar product life cycles for console televisions, VHS recorders and large-screen projection televisions, we have responded to this risk by shifting our sales mix to focus on newer, higher-margin items such as 1080p and 120Hz technologies (two technological developments that enhance display quality), larger screen sizes and, in certain circumstances, increasing our unit sales at a rate greater than the decline in product prices.

The Association of Home Appliance Manufacturers (AHAM) attributed a 6.3% decline in year-over-year, major appliance unit shipments for calendar year 2007 to the downturn in the housing market and the sub-prime mortgage crisis. The NPD Group reported that a significant portion of that 6.3% decline in unit shipments was borne by the manufacturers that sell directly to the largest homebuilders with retail unit sales volume falling only 0.2%, and retail sales dollars slipping 1.6%, for the same time period. We have, as in past housing downturns, attempted to tailor our appliance category assortment toward middle- to upper-price point appliances which have, in our experience, been less impacted by these downturns. For fiscal 2008, we continued to execute our strategy and gain major appliance market share by posting a 1.6% comparable store sales increase in our appliance category while AHAM reported that unit shipments of major appliances declined 6.0% during that same period.

Seasonality. Our business is seasonal, with a higher portion of net sales and operating profit realized during the quarter that ends December 31 due to the overall demand for consumer electronics during the holiday shopping season. Appliance revenue is impacted by seasonal weather patterns but is less seasonal than our electronics business and helps to offset the seasonality of our overall business.

Results of Operations

Net income was $21.4 million or $0.67 per diluted share for fiscal 2008, compared with net income of $21.4 million, or $0.73 per diluted share, for fiscal 2007 and $22.2 million, or $0.78 per diluted share, for fiscal 2006. The net income in fiscal 2008 included a $21.9 million pretax loss for the early extinguishment of debt primarily arising from our debt refinancing completed in July 2007, or $0.41 net loss per diluted share. The improvement in fiscal 2008 earnings, excluding the loss on the early extinguishment of debt, reflects strong comparable store sales growth, improved leverage of SG&A expenses and reduced interest expense due to debt reduction during fiscal 2008. The net income in fiscal 2006 included a $27.9 million pretax gain on transfer of extended maintenance obligations, or $0.59 per diluted share, net of tax. The improvement in fiscal 2007 earnings, excluding the gain on transfer of extended maintenance obligations in fiscal 2006, reflect strong comparable stores sales growth, improved leverage of SG&A expenses and reduced interest expense due to debt reduction during fiscal 2007.

Net sales for fiscal 2008 increased 18.6% to $1,256.7 million from $1,059.4 million for fiscal 2007. Net sales increased 17.7% in fiscal 2007 from $900.4 million in fiscal 2006. The increase in sales for fiscal 2008 was primarily attributable to the addition of 14 stores during fiscal 2008 coupled with a 4.8% increase in comparable store sales. The increase in sales for fiscal 2007 was primarily attributable to the addition of 10 stores during fiscal 2007 coupled with a 5.5% increase in comparable store sales.

Fiscal Year Ended March 31, 2008 Compared to Fiscal Year Ended March 31, 2007

Our 4.8% comparable store sales increase for fiscal 2008 primarily reflects a higher average selling price driven by continued increases in sales of higher-priced items in video, major appliances and mattresses. Our video sales performance was fueled by double-digit LCD flat panel television sales growth, particularly in larger screen sizes, outpacing the double-digit sales decline in projection and tube televisions. Our appliance product category growth reflected strong demand for high-efficiency major appliances, particularly in the dishwasher, cooking, laundry and refrigeration sub-categories. The comparable store sales increase in our other product category was primarily due to growth in notebook computer, mattresses, personal electronics and furniture and accessories.

Gross profit rate remained reasonably consistent for fiscal 2008 compared to fiscal 2007.

SG&A expenses, as a percentage of sales, decreased by 0.3%, to 21.3% for fiscal 2008 from 21.6% for fiscal 2007. The decrease in the SG&A rate for fiscal 2008 was primarily attributable to the leveraging effect of our sales growth across many expense categories.

Net advertising expense, as a percentage of sales, increased by 0.1% to 4.3% for fiscal 2008. The increase in net advertising expense was primarily due to an increase in gross advertising spending primarily attributable to an increase in promotional activity during fiscal 2008.

Other expense increased $13.9 million for fiscal 2008 to $32.5 million from $18.6 million for fiscal 2007. This increase was largely due to a loss on early extinguishment of debt of $21.9 million primarily arising from our debt refinancing completed in July 2007. This increase was partially offset by a decrease of approximately $6.6 million in net interest expense due to a reduction in debt outstanding following the refinancing.

Income tax expense increased to $14.4 million for fiscal 2008 compared to $13.8 million for fiscal 2007. This increase was the result of an increase in income before income taxes in the current year compared to the prior year. The increase in our effective income tax rate from 39.3% in fiscal 2007 to 40.2% in fiscal 2008 was the result of a reduction in state income tax credits generated during fiscal 2008 as compared to fiscal 2007.

MANAGEMENT DISCUSSION FOR LATEST QUARTER

Results of Operations

Net sales for the three months ended September 30, 2008 increased 11.3% over net sales for the comparable prior year period to $320.3 million. Net sales for the six months ended September 30, 2008 increased 13.6% to $615.7 million compared to $542.1 million for the comparable prior year period. The increase in sales for the three and six months ended September 30, 2008 was primarily attributable to the addition of 23 stores during the past 12 months partially offset by an 8.8% and 6.0% decrease in comparable store sales, respectively.

Our 8.8% and 6.0% comparable store sales decreases for the three and six months ended September 30, 2008, respectively, were driven by double-digit comparable store unit sales declines of major appliance products, particularly at entry-level and lower mid-price points. High efficiency front-load laundry and refrigeration experienced reasonably flat to modestly positive comparable store unit sales increases and contributed to higher average selling prices for the appliances category. The comparable store sales decrease for the three-month period in the video category was driven by continued decreases in comparable store sales for projection and tube televisions partially offset by double-digit comparable store sales increases in flat panel LCD televisions. The comparable store sales decrease in the other product category was primarily due to decreased sales of mattresses and personal electronics.

Net income was $3.4 million, or $0.10 per diluted share, for the three months ended September 30, 2008, compared to a net loss of $6.9 million, or $0.22 per diluted share, for the comparable prior year period. Included in the net loss for the prior year quarter is a pretax loss of $21.1million, or $0.40 net loss per diluted share, related to the early extinguishment of debt associated with the debt refinancing completed concurrently with our initial public offering in July 2007. Net income for the six months ended September 30, 2008 was $5.5 million, or $0.17 per diluted share, compared to a net loss of $4.0 million or $0.13 per diluted share, for the six months ended September 30, 2007. The net loss in the prior year period included a pretax loss on early extinguishment of debt of $21.7 million, or $0.43 net loss per diluted share. The decrease in earnings, excluding the loss on the early extinguishment of debt in the prior year, reflected a decline in comparable store sales, a significant increase in advertising expense, and investments in distribution and management infrastructure to support planned growth in Florida.

Three Months Ended September 30, 2008 Compared to Three Months Ended September 30, 2007

Gross profit margin, expressed as gross profit as a percentage of net sales, was virtually flat for the three months ended September 30, 2008 compared with the prior year period despite an unfavorable out-of-period adjustment of 20 basis points. An improvement in the appliance category’s gross profit margin more than offset a 3 percentage point reduction in the appliance category’s contribution to consolidated net sales mix versus the prior year which negatively impacted the consolidated gross profit margin rate by about 35 basis points. The video category’s gross profit margin rate decreased moderately as compared with the prior year period due to a shift in certain vendor support programs. Small changes within the other product category’s net sales composition had a modest positive impact on the consolidated gross profit margin when compared with last year.

SG&A expense, as a percentage of net sales, increased 54 basis points when compared to the prior year. The increases were primarily due to growth investments totaling 64 basis points largely comprised of store pre-opening expenses associated with six new store openings, as well as distribution and management infrastructure investments in Florida. These growth investments and the de-leveraging effect of our comparable store sales decline were contained by effective cost controls over general and administrative expense, a reduction in bonus expense and an insurance reserve adjustment due to a change in estimate.

Net advertising expense, as a percentage of net sales, increased 95 basis points when compared with the comparable prior year period. The increase was largely driven by the de-leveraging effect of our comparable store sales decline, coupled with the heavy advertising spend associated with the launch of new markets in Florida. We enter each new demographic market area with a target “share of voice” for the marketplace and typically add locations quickly in these areas to leverage our marketing investment. We plan to add five more locations in existing Florida demographic markets by March 31, 2009 which we expect will help better leverage our advertising costs as a percentage of net sales in those markets.

Depreciation and amortization expense, as a percentage of net sales, increased primarily due to growth investments in new stores and related infrastructure support.

Other expense decreased $21.6 million compared to the comparable prior year period. This decrease was largely due to a loss on early extinguishment of debt of $21.1 million in the prior year period primarily arising from our debt refinancing completed in July 2007.

Income tax expense increased to $2.3 million for the three months ended September 30, 2008 compared to a income tax benefit of $4.7 million for the comparable prior year period. This increase was primarily the result of an increase in income before income taxes in the current year compared to a loss before income taxes in the comparable prior year period. Our effective income tax rate for the six months ended September 30, 2008 was consistent with our effective income tax rate for the comparable prior year period.


CONF CALL

Andy Giesler

Good morning, everyone. My name is Andy Giesler and I’m the Director of Investor Relations for hhgregg. With me today are Jerry Throgmartin, our Chairman and CEO; Dennis May, our President and COO; and Don Van der Wiel, our Chief Financial Officer.

During today’s call, Jerry will share some highlights from our first quarter. Dennis will provide a review of our operating performance and Don will conclude the discussion of our liquidity and capital resources and our earnings guidance. At the end of our prepared comments, we will have until 9:00 AM Eastern Time to discuss any questions that you might have.

Let me take a moment to reference the Safe Harbor Provision under the Private Securities Litigation Reform Act of 1995. During this call, we will make forward-looking statements which are subject to risks and uncertainties, which include the future operating and financial performance of the company. We refer you to today’s earnings release, the MD&A section of our form 10-Q and the risk factor section of our Form 10-K for additional discussion of these risks and uncertainties.

With that I would like to turn the call over to Jerry.

Jerry Throgmartin

Thanks, Andy. Good morning, everyone.

We are pleased with our first quarter performance and the progress that we’ve made executing our growth plan. We’ve successfully continued our expansion into Florida, opening a central distribution center to support our growth in this market. Our team is successfully executing our strategy well in a challenging environment heavily influenced by headwinds we are experiencing in the appliance category.

The year is unfolding as we had planned with our top and bottom line results in line with our expectations. Our consultative sales force continues to represent a significant competitive advantage in this tough retail climate and we continue to focus on ensuring that our stores deliver a truly unique customer purchase experience.

We recorded top line sales growth of 16.2% on the strength of our new store sales performance. Our comparable store sales declined 2.6% in line with our expectations due to the significant challenges in the appliance category coupled with the fact that we are lapping a prior year comparable store sales increase of 8.8%.

Our gross profit margin declined 60 basis points versus last year largely due to the drop in appliance sales as a percentage of consolidated sales. Appliance sales represented approximately 44% of consolidated net sales during the first quarter compared to approximately 47% during the comparable prior year period. The appliance category has historically generated higher gross profit margins than the company averaged, particularly during the first half of this fiscal year.

Net advertising expenses as a percentage of net sales increased 59 basis points with the majority of the increase tied to launching new markets in Florida. SG&A expense as a percentage of net sales increased 37 basis points due to significant investments in our growth plans comprised of store pre-opening expenses for six new store openings and one relocation this year versus 2 new store openings last year, as well as the opening of a new central distribution center hub and the creation of a divisional management team designed to eventually support approximately 30 stores in central and northern Florida.

These growth investments negatively impacted SG&A expense as a percentage of net sales by approximately 75 basis points during the first quarter, but were partially offset by effective cost control administrative expense. During these challenging economic times as always, we remain focused on our execution. I am proud of the efforts of all of our associates who continue to make compelling alternatives to low-serve big box competitors.

I will now turn the call over to Dennis to discuss our operating results in more depth.

Dennis May

Thanks, Jerry, and good morning, everyone.

I would like to spend some time discussing our operational performance clarifying how the shift in our sales mix coupled with our long-term growth investments affected the profitability for the first quarter. During the first quarter, our comparable store sales decreased by 2.6%. This was comprised of a 9.7% decline in appliances, a 5.5% increase in the video category and a 0.5% decrease in our other category, which primarily consists of audio, personal electronics, notebook computers, mattresses and furniture and accessories.

The 9.7% comparable stores sales decrease in the appliance category primarily reflected double digit comparable store sales decline at the entry level and lower mid price point major appliance products. High efficiency front load laundry and refrigeration ran modest comparable store unit increases and contributed to higher average selling prices for the entire appliance category.

The weaker comparable store sales performance for the appliance category relative to the video category and the other category contributed to an approximate 3% decline in the appliance category share of our consolidated sales mix. We expect as in past downturns that appliance unit shipments rebound with the economy, returning to its long-term historical pattern of low single digit unit growth. When this rebound occurs, we expect the appliance share of our consolidated sales mix will return in line with its historical norms.

The decline in appliance balance of sales during the first quarter coupled with the categories higher than company average gross margin rates especially skewed during the spring and summer months drove the vast majority of our gross profit margins rate decline. We expected the impact of the appliance headwind to be less significant during the second half of the fiscal year not only due to the less difficult year-over-year comparable stores sale comparison but also due to the natural shift in our balance of appliances in the spring and summer to video in the fall and winter.

The 5.5% comparable stores sales increase in video reflect a 9.5% increase from the prior year. The video sales performance was fueled by triple digit comparable store sales growth large flat panel LCD television in screen size 45 inch and up, outpacing the double digit sales decline in projection television. We continue to enjoy triple digit sales growth in 120 hertz LCD television. During the first quarter, more than 90% of our television sales were in LCD and plasma flat panel television with micro display making up a majority of the remainder.

Collectively these factors contributed to a moderate improvement in video gross profit margin percentage despite declining ASPs on equivalent screen sizes. Simply put, we continue to sell on more heavily featured mix of television and larger screen sizes than the industry which enables us to achieve a better gross profit margin than the industry average.

The 0.5% [ph] decrease in comparable stores sales in the other category followed an 18.7% increase in the comparable prior year period. The comparable stores sales decreased in the other product category due to decreased sales of mattresses and personal electronics, partially offset by increased sales in notebook computers and furniture and accessories. The decrease in mattress sales coupled with the increase in notebook computer sales partially offset by an increase in accessories and furniture had a modest negative impact on our consolidated gross profit margin rate.

Net advertising expense as a percentage of sales increased from 4.4% from the prior year to 4.9% in the current year with a majority of the increase tied to launching the new market in Florida. We entered each new demographic market area with a target share of voice for the marketplace. We typically add locations quickly to these DMAs to leverage our marketing investments. We plan to add six locations in our core Florida DMA in central and northern Florida over the next two quarters which will improve our net advertising ratio in those markets.

SG&A expense as a percentage of net sales delevered by 37 basis points due to significant growth investments. These growth investments were comprised of store pre-openings and associated six new store openings and one relocation this year versus two new store openings last year, as well as the opening of our new central distribution center hub and creation of a divisional management team designed to support approximately 30 stores in central and northern Florida. These growth investments negatively impacted SG&A expense as a percentage of net sales by approximately 75 basis points during the first quarter, but were partially offset by effective cost control over general and administrative expense and a reduction of bonus expense.

As with our advertising expense ratio, the deleveraging impact of the third central distribution center and the divisional management infrastructure on our SG&A ratio will correct itself as we add additional new stores in Florida. Our third central distribution center currently serves 7 stores spread over central and northern Florida. By comparison, our other two central distribution centers currently support a total of 90 stores in eight states, producing far more effective production leverage rations.

The Florida CDC has been scaled effectively and efficiency to support approximately 30 store locations. We expect to see appreciable improvement in the third CDC’s expenses ratio as we plan to add 6 more stores in Florida prior to this Thanksgiving. We continue to enjoy solid new store performance as we expand in Florida as well into the existing markets. We believe that we have successful built an infrastructure that will support our additional growth. We will continue to monitor the overall economic environment and prudently evaluate new stores and other growth investments to enable us to further our track record of growing profitability. We’ve gotten off to a solid start in fiscal 2009 and are on track to achieve our operating and financial objectives for the year.

With that, I would like to turn the call over to Don to discuss our liquidity and capital resources and fiscal 2009 guidance.

Don Van der Wiel

Thanks, Dan, and good morning, everyone.

We ended the first quarter of fiscal 2009 with $2.1 million of cash compared to $1.3 million in the prior year comparable quarter. As of June 30, 2008, we had $45 million of borrowings under our line of credit and $3.7 million in outstanding letters of credit drawn on our revolving credit facility, leaving us a net borrowing availability of approximately $51.3 million. As of yesterday, we had $31.7 million cash borrowing and $3.7 million in outstanding letters of credit drawn on our revolving credit facility leaving us with a net availability of approximately $64.6 million. As of June 30, our borrowings were primarily tied to a slowing and inventory turnover productivity, significantly influenced by the new and under leveraged third distribution center.

While nearly half of the borrowings were anticipated based on the inherent lack of inventory productivity in our new CDC that initially serves a few number of stores, the remaining unplanned borrowing were tied to lower than expected inventory productivity in our existing markets. Since June 30, we have improved our inventory turnover productivity in our Midwest and Southeast divisions. Inventory productivity in these existing markets is expected to return to historical levels by the end of this second quarter. We expect that consolidated inventory productivity will improve to historical levels by the end of the fiscal year as we continue to add stores in Florida and leverage that central distribution facility.

At this time, we’d like to reaffirm our sales and earnings guidance for fiscal 2009. Comparable stores sales are expected to decline in the low single digits. Net sales are expected to grow between 19% and 21% and diluted net income per share is anticipated to range between $1.13 and $1.20 for fiscal 2009. The company has identified additional attractive real estate opportunities and now plan to open between 18 and 20 new stores during fiscal 2009 compared with prior guidance of 15 to 17 new. Accordingly, capital expenditures net of sale and leaseback proceeds are now expected to range between 29 million and 31 million for fiscal 2009 compared to our prior guidance of 28 million to 30 million.

Let me now provide specific projections for quarterly comparable store sales, we expect to see improvement in this metric during the second half of the fiscal year reflecting not only the less difficult year-over-year comparison but also the natural shift in our balance of sale during the year from appliances in the spring and summer to video in the fall and winter. Likewise, we do not provide specific quarterly forecasts for diluted net income per share, but we expect similar difficult year-over-year comparison during the second quarter not only due to the expected trends in comparable stores sales, but also due to the incidence and concentration of pre-opening expenses associated with our front loaded stores openings for this year, as well as the deleveraging impact of our third central distribution center.

With that, I’d like to turn the call back over to Jerry for some closing remarks.

Jerry Throgmartin

Thanks, Don.

It’s obviously a tough consumer environment with certain parts of our business encountering stiff macro economic headwind. Our 2009 guidance reflects those realities. Having said that, we’re confident in our business model, our people and our ability to continue to deliver an incomparable customer purchase experience. We continue to enjoy strong new store performance as we expand in Florida as well as other existing markets.

We believe that we’ve successfully built an infrastructure that will accommodate our additional growth. We will continue to monitor the overall economic environment and ensure that we continue our track record of profitable growth. We’ve gotten off to a solid start in fiscal 2009 and are on track to achieve our operating and financial objectives for the year.

At this time, I’d like to turn the call back to the operator so that we may entertain any questions that you may have.


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