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APPENDIX A: JAA INC. FINANCIAL STATEMENTS

JAA Inc.

Balance Sheet

Period Ended: December 31, 2013 Consolidated Balance Sheets

(amounts and shares in thousands, except per share amounts)

Years ended December 31,

2013 2012

Assets

Current Assets Cash

$ 28,242

$ 12,853

Trade accounts receivable, net of allowances of $2,085 and $2,195 at December 31,2013 and 2012, respectively

18,631

14,962

Prepaid expenses and other current assets

11,248

7,631

Inventories, net

153,438

164,229

Restricted cash

1,997

733

Income taxes receivable and prepaid income taxes

149

530

Deferred income taxes, net of valuation allowance of $12,760 and $12,003 at December 31, 2012 and 2011, respectively

317

494

Total current assets

214,022

201,432

Property and equipment, net

89,778

87,438

Deferred income taxes, net of valuation allowance of $64,818 and $61,770 at December 31, 2013 and 2012, respectively

961

1,529

Other assets, net

38,586

33,783

Total assets

343,347

324,182

Liabilities and stockholders' equity Current liabilities

Revolving credit facilities and current portion of long-term debt

64,375

80,556

Accounts payable

43,425

33,920

Accrued expenses and other current liabilities

34,181

41,516

Income taxes payable

3,945

2,137

Deferred income tax liability, current

1,594

296

Current portion of capital lease obligations

3,705

1,903

Total current liabilities

151,225

160,328

Long-term debt, net of unamortized discount of $27,929 and $20,183 at December 31, 2012 and 2011, respectively

97,445

107,012

Capital lease obligations, net of current portion

4,371

3,844

Deferred tax liability

583

262

Deferred rent, net of current portion

30,706

24,706

Other long-term liabilities

17,695

10,695

Total liabilities

302,025

306,847

JAA Inc.

Balance Sheet

Period Ended: December 31, 2013 Commitments and Contingencies Stockholders' Equity

$

$

Preferred stock, $0.0001 par value per share, authorized 1,000 shares; none issued

Common stock, $0.0001 par value per share, authorized 230,000 shares; 110,111 shares issued and 107,181 shares outstanding at December 31, 2013, and 108,870 shares issued and 105,588 shares outstanding at December 31, 2012

2013

2012

Additional paid-in capital

6,786

6,786

Accumulated other comprehensive loss

(2,725)

(3,356)

Accumulated profit

39,407

16,051

Less: Treasury stock, 304 shares at cost

(2,157)

(2,157)

Total stockholders' equity

41,322

17,335

Total liabilities and stockholders' equity

343,347

324,182

JAA Inc.

Income Statement

Period Ended: Dec. 31, 2013 JAA, Inc. and Subsidiaries

Consolidated Statements of Operations and Comprehensive Gain (Amounts and shares in thousands, except per share amounts)

Years Ended December 31,

2013 2012

Net sales

$779,534

$694,559

Cost of sales

384,783

359,927

Gross profit

394,751

334,632

Selling expenses

239,625

217,447

General and administrative expenses (including related party charges of $1,090 and $912 for the years ended December 31,2013 and 2012, respectively)

120,625

97,327

Income (loss) from operations

34,501

19,858

Interest expense

859

1,283

Foreign currency transaction loss (gain)

775

(1,235)

Other expense (income)

4,384

(904)

Gain before income taxes

28,483

20,714

Income tax provision

5,127

3,729

Net gain

$ 23,356

$ 16,985

Basic and diluted earnings per share

$ 0.21

$ 0.15

Weighted average basic and diluted shares outstanding

105,980

105,980

Net gain (from above)

$ 23,356

$ 16,985

Other comprehensive (loss) income item:

Foreign currency translation, net of tax

631

631

Comprehensive gain

$ 23,987

$ 17,616

Number of common shares issued

110,111

108,870

 
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