Sportsman's Warehouse (SPWH) 10-Q 20 Nov 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Oct. 31, 2015	Nov. 20, 2015
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Oct. 31, 2015
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q3
Trading Symbol	SPWH
Entity Registrant Name	SPORTSMAN'S WAREHOUSE HOLDINGS, INC.
Entity Central Index Key	1,132,105
Current Fiscal Year End Date	--01-30
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		42,003,599

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Oct. 31, 2015	Jan. 31, 2015
Current assets:
Cash and cash equivalents	$ 1,941	$ 1,751
Accounts receivable, net	393	425
Merchandise inventories	253,882	185,909
Prepaid expenses and other	5,557	7,468
Deferred income taxes, current	2,743	2,928
Income taxes receivable		5,190
Total current assets	264,516	203,671
Property and equipment, net	69,163	54,317
Deferred income taxes, noncurrent	3,858	5,398
Definite lived intangibles, net	4,375	5,729
Other long-term assets, net	1,511	1,608
Total assets	343,423	270,723
Current liabilities:
Accounts payable	61,908	28,500
Accrued expenses	54,157	42,620
Income taxes payable	2,266
Revolving line of credit	49,676	41,899
Current portion of long-term debt, net of discount	1,333	1,333
Current portion of deferred rent	3,337	2,873
Total current liabilities	172,677	117,225
Long-term liabilities:
Long-term debt, net of discount and current portion	155,713	156,713
Deferred rent, noncurrent	29,066	28,117
Total long-term liabilities	184,779	184,830
Total liabilities	$ 357,456	$ 302,055
Commitments and contingencies
Stockholders' deficit:
Preferred stock, $.01 par value; 20,000 and 20,000 shares authorized, respectively; 0 shares issued and outstanding
Common stock, $.01 par value; 100,000 and 100,000 shares authorized, respectively; 42,004 and 41,818 shares issued and outstanding, respectively	$ 420	$ 418
Additional paid-in capital	77,173	76,257
Accumulated deficit	(91,626)	(108,007)
Total stockholders' deficit	(14,033)	(31,332)
Total liabilities and stockholders' deficit	$ 343,423	$ 270,723

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Oct. 31, 2015	Jan. 31, 2015
Statement Of Financial Position [Abstract]
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	42,004,000	41,818,000
Common stock, shares outstanding	42,004,000	41,818,000

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2015	Nov. 01, 2014	Oct. 31, 2015	Nov. 01, 2014
Income Statement [Abstract]
Net sales	$ 199,704	$ 182,532	$ 517,182	$ 474,425
Cost of goods sold	133,139	121,881	349,464	320,819
Gross profit	66,565	60,651	167,718	153,606
Selling, general, and administrative expenses	47,396	42,026	130,515	122,859
Income from operations	19,169	18,625	37,203	30,747
Interest expense	(3,659)	(4,122)	(10,567)	(13,487)
Income before income taxes	15,510	14,503	26,636	17,260
Income tax expense	5,969	5,587	10,255	6,649
Net income	$ 9,541	$ 8,916	$ 16,381	$ 10,611
Earnings per share:
Basic	$ 0.23	$ 0.21	$ 0.39	$ 0.27
Diluted	$ 0.23	$ 0.21	$ 0.39	$ 0.27
Weighted average shares outstanding:
Basic	42,004	41,818	41,953	39,342
Diluted	42,362	41,931	42,286	39,553

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Oct. 31, 2015	Nov. 01, 2014
Cash flows from operating activities:
Net income	$ 16,381	$ 10,611
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation of property and equipment	7,210	5,183
Amortization of discount on debt and deferred financing fees	552	977
Amortization of definite lived intangible	1,354	1,354
Net increase in deferred rent	1,413	5,252
Deferred income taxes	1,725	(403)
Stock-based compensation	1,671	2,780
Change in operating assets and liabilities:
Accounts receivable, net	32	(57)
Merchandise inventories	(67,973)	(69,268)
Prepaid expenses and other	1,656	(1,338)
Accounts payable	33,408	34,448
Accrued expenses	(1,029)	303
Income taxes receivable and payable	7,456	(3,595)
Net cash provided by (used in) operating activities	3,856	(13,753)
Cash flows from investing activities:
Purchase of property and equipment	(29,820)	(23,538)
Proceeds from sale-leaseback transactions	7,764
Net cash used in investing activities	(22,056)	(23,538)
Cash flows from financing activities:
Net borrowings on line of credit	7,777	33,842
Issuance of common stock, net		73,393
Increase in book overdraft	12,566	6,209
Excess tax benefits from stock-based compensation arrangements	283	287
Payment of withholdings on restricted stock units	(1,036)	(993)
Principal payments on long-term debt	(1,200)	(75,063)
Net cash provided by financing activities	18,390	37,675
Net change in cash and cash equivalents	190	384
Cash and cash equivalents at beginning of period	1,751	1,354
Cash and cash equivalents at end of period	$ 1,941	$ 1,738

Description of Business

Description of Business	9 Months Ended
	Oct. 31, 2015
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Description of Business	(1) Description of Business Description of Business Sportsman’s Warehouse Holdings, Inc. (“Holdings”) and its subsidiaries (collectively, the “Company”) operate retail sporting goods stores. As of October 31, 2015, the Company operated 64 stores in 19 states. The Company’s stores are aggregated into one single operating and reportable segment. Basis of Presentation The condensed consolidated financial statements included herein are unaudited and have been prepared by management of the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. The Company’s condensed consolidated balance sheet as of January 31, 2015 was derived from the Company’s audited consolidated balance sheet as of that date. All other condensed consolidated financial statements contained herein are unaudited and reflect all adjustments that are, in the opinion of management, necessary to summarize fairly our condensed consolidated financial statements for the periods presented. All of these adjustments are of a normal recurring nature. The results of the fiscal quarter ended October 31, 2015 are not necessarily indicative of the results to be obtained for the year ending January 30, 2016. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2015.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Oct. 31, 2015
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	(2) Summary of Significant Accounting Policies Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of Holdings and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Reporting Periods The Company operates on a fiscal calendar that, in a given fiscal year, consists of the 52- or 53-week period ending on the Saturday closest to January 31st. The fiscal third quarters ended October 31, 2015 and November 1, 2014 both consisted of 13 weeks and are referred to herein as the third quarter of fiscal year 2015 and third quarter of fiscal year 2014, respectively. Fiscal year 2014 contained 52 weeks of operations ended January 31, 2015. Fiscal year 2015 will contain 52 weeks of operations and will end on January 30, 2016. Seasonality The Company’s business is generally seasonal, with a significant portion of total sales occurring during the third and fourth quarters of the calendar year. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Certain costs are estimated for the full year and allocated to interim periods based on estimates of time expired, benefit received, or activity associated with the interim period. Segment Reporting The Company operates solely as a sporting goods retailer whose Chief Operating Decision Maker (“CODM”) is the Chief Executive Officer. The CODM reviews financial information presented on a consolidated and individual store and cost center basis, for purposes of allocating resources and evaluating financial performance. The Company’s stores offer essentially the same general product mix, and the core customer demographic remains similar chain-wide, as does the Company’s process for the procurement and marketing of its product mix. Furthermore, the Company distributes its product mix chain-wide from a single distribution center. Given that the stores have the same economic characteristics, the individual stores are aggregated into one single operating and reportable segment. Significant Accounting Policies There have been no significant changes to the Company’s significant accounting policies as described in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2015. Comprehensive Income The Company has no components of net income that would require classification as other comprehensive income for the 13 week or 39 week periods ended October 31, 2015 and November 1, 2014. Recent Accounting Pronouncements Revenue from Contracts with Customers In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 “Revenue from Contracts with Customers” (Topic 606) (“ASU 2014-09”). ASU 2014-09 is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. On July 9, 2015 the FASB voted to approve a one year deferral of the effective date of ASU 2014-09. As a result, the Company expects that it will apply the new revenue standard to annual and interim reporting periods beginning after December 15, 2017. In adopting ASU 2014-09, companies may use either a full retrospective or a modified retrospective approach. Management is evaluating the provisions of ASU 2014-09 and has not yet selected a transition method nor have they determined what impact the adoption of ASU 2014-09 will have on the Company's financial position or results of operations. Share-Based Payments with Performance Conditions In June 2014, the FASB issued ASU 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period”. ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition of the award. A reporting entity should apply existing guidance in Accounting Standards Codification Topic 718, “Compensation-Stock Compensation”, as it relates to such awards. ASU 2014-12 is effective for fiscal years beginning after December 15, 2015, and may be applied prospectively or retrospectively. Early adoption is permitted. Management has evaluated the provisions of ASU 2014-12 and has determined that the adoption of ASU 2014-12 will have no impact on the Company's financial position or results of operations as the Company does not have any performance based awards. Going Concern In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. ASU 2014-15 requires an entity to evaluate whether there are conditions or events, in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the financial statements are available to be issued when applicable) and to provide related footnote disclosures in certain circumstances. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early application is permitted. Management does not expect the adoption of ASU 2014-15 to have any effect on the Company’s financial position, results of operations, or related disclosures. Simplifying the Presentation of Debt Issuance Costs In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 is effective for the first interim period for fiscal years beginning after December 15, 2015, with early adoption permitted for financial statements that have not been previously issued. Management does not expect the adoption of ASU 2015-03 to have any effect on the Company’s financial position or results of operations. Simplifying the Measurement of Inventory In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory” (“ASU 2015-11”). Under ASU 2015-11, inventory will be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. ASU 2015-11 defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” No other changes were made to the current guidance on inventory measurement. ASU 2015-11 is effective for interim and annual periods beginning after December 15, 2016. Early application is permitted and should be applied prospectively. Management is evaluating the provisions of this statement, including which period to adopt, and has not determined what impact the adoption of ASU 2015-11 will have on the Company's financial position or results of operations. Presentation and Subsequent Measurement of Debt Issuance Costs Association with Line of Credit Arrangements In August 2015, the FASB issued ASU 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Association with Line of Credit Arrangements” (“ASU 2015-15”). ASU 2015-15 indicates that the guidance in ASU 2015-03 did not address presentation or subsequent measurement of debt issuance costs related to line of credit arrangements. Given the absence of authoritative guidance within ASU 2015-03, the SEC staff has indicated that they would not object to an entity deferring and presenting debt issuance costs ratably over the term of the line of credit arrangement, regardless of whether there are any outstanding borrowings on the line of credit arrangement. Management does not expect the adoption of ASU 2015-15 to have any effect on the Company’s financial position or results of operations.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Oct. 31, 2015
Equity [Abstract]
Initial Public Offering	(3) Initial Public Offering On April 23, 2014, the Company completed its initial public offering, pursuant to which it issued and sold 8,333 shares of common stock at a price to the public of $9.50 per share; included in this offering was the sale of 4,167 shares by affiliates of Seidler Equity Partners III, L.P. The total net proceeds raised by the Company were $70,299 after deducting underwriting discounts and commissions of $5,542 and other offering expenses of $3,326. Total net proceeds were used to make an unscheduled early payment on the term loan. In connection with the initial public offering, all of the then-outstanding shares of restricted nonvoting common stock automatically converted into shares of common stock. On May 16, 2014, the underwriters of the Company’s initial public offering of common stock partially exercised the over-allotment option granted at the time of the initial public offering to purchase an additional 1,400 shares of common stock at the public offering price of $9.50 per share, less underwriting discounts and commissions, which consists of 350 shares sold by the Company and 1,050 shares sold by affiliates of Seidler Equity Partners III, L.P. The Company received, after deducting underwriting discounts and commissions and estimated offering expenses, approximately $3,100 of net proceeds. Substantially all of the net proceeds were used for the repayment of an additional amount outstanding under the Company’s term loan.

Secondary Offering

Secondary Offering	9 Months Ended
	Oct. 31, 2015
Equity [Abstract]
Secondary Offering	(4) Secondary Offering On September 30, 2015, 6,250,000 shares of common stock were sold in a secondary offering by certain existing shareholders, including affiliates of Seidler Equity Partners III, L.P. The Company received no proceeds from the secondary offering but incurred $705 in offering expenses. On October 26, 2015, the underwriters of the secondary offering partially exercised the option granted at the time of the secondary offering to purchase an additional 649,022 shares of common stock at the secondary offering price of $12.25 per share, less underwriting discounts and commissions, which consists solely of shares sold by affiliates of Seidler Equity Partners III, L.P. The Company received no proceeds from the partial exercise of the option but incurred $22 in offering expenses. Total expenses incurred related to the secondary offering and the exercise of the option was $727 and is recorded in selling, general, and administrative expenses in the accompanying statements of income.

Property and Equipment

Property and Equipment	9 Months Ended
	Oct. 31, 2015
Property Plant And Equipment [Abstract]
Property and Equipment	(5) Property and Equipment Property and equipment as of October 31, 2015 and January 31, 2015 were as follows: October 31, January 31, 2015 2015 Furniture, fixtures, and equipment $ 40,764 $ 32,678 Leasehold improvements 40,446 34,398 Construction in progress 15,573 7,651 Total property and equipment, gross 96,783 74,727 Less accumulated depreciation and amortization (27,620 ) (20,410 ) Total property and equipment, net $ 69,163 $ 54,317

Accrued Expenses

Accrued Expenses	9 Months Ended
	Oct. 31, 2015
Payables And Accruals [Abstract]
Accrued Expenses	(6) Accrued Expenses Accrued expenses consisted of the following as of October 31, 2015 and January 31, 2015: October 31, January 31, 2015 2015 Book overdraft $ 20,871 $ 8,305 Unearned revenue 10,810 11,663 Accrued payroll and related expenses 8,641 7,104 Sales and use tax payable 4,973 3,708 Accrued construction costs 755 1,263 Litigation accrual — 4,000 Other 8,107 6,577 $ 54,157 $ 42,620

Revolving Line of Credit

Revolving Line of Credit	9 Months Ended
	Oct. 31, 2015
Line Of Credit Facility [Abstract]
Revolving Line of Credit	(7) Revolving Line of Credit The Company has a senior secured revolving credit facility (“Revolving Line of Credit”) with Wells Fargo Bank, National Association (“Wells Fargo”) that provides for borrowings in the aggregate amount of up to $135,000, subject to a borrowing base calculation. As of October 31, 2015 and January 31, 2015, the Company had $57,001 and $47,886, respectively, in outstanding revolving loans under the Revolving Line of Credit. Amounts outstanding are offset on the condensed consolidated balance sheets by amounts in depository accounts under lock-box arrangements, which were $7,325 and $5,987 as of October 31, 2015 and January 31, 2015, respectively. As of October 31, 2015, the Company had stand-by commercial letters of credit of $750 under the terms of the Revolving Line of Credit. The Revolving Line of Credit contains customary affirmative and negative covenants, including covenants that limit the Company’s ability to incur, create or assume certain indebtedness, to create, incur or assume certain liens, to make certain investments, to make sales, transfers and dispositions of certain property and to undergo certain fundamental changes, including certain mergers, liquidations and consolidations. The Revolving Line of Credit also requires us to maintain a minimum availability at all times of not less than 10% of the gross borrowing base, and in any event, not less than $5,000. The revolving credit facility also contains customary events of default. The Revolving Line of Credit matures on December 3, 2019.

Long-Term Debt

Long-Term Debt	9 Months Ended
	Oct. 31, 2015
Debt Disclosure [Abstract]
Long-Term Debt	(8) Long-Term Debt Long-term debt consisted of the following as of October 31, 2015 and January 31, 2015: October 31, January 31, 2015 2015 Term loan $ 158,400 $ 159,600 Less discount (1,354 ) (1,554 ) 157,046 158,046 Less current portion, net of discount (1,333 ) (1,333 ) Long-term portion $ 155,713 $ 156,713 Term Loan The Company has a $160,000 senior secured term loan facility (“Term Loan”) with a financial institution. The Term Loan was issued at a price of 99% of the aggregate principal amount and has a maturity date of December 3, 2020. As of October 31, 2015, the Term Loan had $157,046 outstanding, net of an unamortized discount of $1,354. During the 13 weeks and 39 weeks ended October 31, 2015, the Company recognized $67 and $200, respectively, of non-cash interest expense with respect to the amortization of this discount. During the 13 weeks and 39 weeks ended November 1, 2014, the Company recognized $122 and $368, respectively, of non-cash interest expense with respect to the amortization of the discount on the prior term loan. As part of the Term Loan agreement, there are a number of financial and non-financial debt covenants. The financial covenants include a net leverage ratio and an interest coverage ratio to be measured on a trailing twelve month basis. Restricted Net Assets The provisions of the Term Loan and the Revolving Line of Credit restrict all of the net assets of the Company’s consolidated subsidiaries, which constitute all of the net assets on the Company’s condensed consolidated balance sheet as of October 31, 2015, from being used to pay any dividends without prior written consent from the financial institutions party to the Company’s Term Loan and Revolving Line of Credit.

Income Taxes

Income Taxes	9 Months Ended
	Oct. 31, 2015
Income Tax Disclosure [Abstract]
Income Taxes	(9) Income Taxes The 2015 estimated annual effective tax rate is expected to be 38.5%, which is comparable to 38.5% for the full year 2014. The annual effective tax rate is estimated to be the same due to no expected material change in store mix and applicable effective state income tax rates after apportionment.

Earnings Per Share

Earnings Per Share	9 Months Ended
	Oct. 31, 2015
Earnings Per Share [Abstract]
Earnings Per Share	(10) Earnings Per Share Basic earnings per share is calculated by dividing net income by the weighted-average number of shares of common stock outstanding, reduced by the number of shares repurchased and held in treasury, during the period. Diluted earnings per share represents basic earnings per share adjusted to include the potentially dilutive effect of outstanding share option awards, nonvested share awards and nonvested share unit awards. The following table sets forth the computation of basic and diluted loss per common share: 13 Weeks Ended 39 Weeks Ended October 31, November 1, October 31, November 1, 2015 2014 2015 2014 Net income $ 9,541 $ 8,916 $ 16,381 $ 10,611 Weighted-average shares of common stock outstanding: Basic 42,004 41,818 41,953 39,342 Dilutive effect of common stock equivalents 358 113 333 211 Diluted 42,362 41,931 42,286 39,553 Basic earnings per share $ 0.23 $ 0.21 $ 0.39 $ 0.27 Diluted earnings per share $ 0.23 $ 0.21 $ 0.39 $ 0.27

Stock Based Compensation

Stock Based Compensation	9 Months Ended
	Oct. 31, 2015
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Stock Based Compensation	(11) Stock-Based Compensation Stock-Based Compensation During the 13 weeks ended October 31, 2015 and November 1, 2014, the Company recognized total stock-based compensation expense of $594 and $522, respectively. During the 39 weeks ended October 31, 2015 and November 1, 2014, the Company recognized total stock-based compensation expense of $1,671 and $2,780, respectively. Compensation expense related to the Company's stock-based payment awards is recognized in selling, general, and administrative expenses in the consolidated statements of income. Employee Stock Plans As of October 31, 2015, the number of shares available for awards under the 2013 Performance Incentive Plan (the “2013 Plan”) was 1,730,196. As of October 31, 2015, there were 609,953 awards outstanding under the 2013 Plan. Nonvested Stock Unit Awards During the 39 weeks ended October 31, 2015, the Company issued 27,668 nonvested stock units to employees or independent members of the Board of Directors at an average value of $11.28 per share. The nonvested stock units issued to employees vest evenly over four years on the grant date anniversary. The nonvested stock units issued to independent members of the Board of Directors vest evenly over 12 months on the grant date anniversary. The following table sets forth the rollforward of outstanding nonvested stock units: 39 Weeks Ended October 31, 2015 Nonvested stock units at January 31, 2015 887,853 Grants 27,668 Forfeitures 3,874 Vested 301,694 Nonvested stock units at October 31, 2015 609,953

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Oct. 31, 2015
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	(12) Commitments and Contingencies Operating Leases The Company leases its retail store, office space and warehouse locations under non-cancelable operating leases. Rent expense under these leases totaled $10,357 and $9,578 for the 13 weeks ended October 31, 2015 and November 1, 2014, respectively, and $29,981 and $27,730 for the 39 weeks ended October 31, 2015 and November 1, 2014, respectively. Legal Matters The Company is involved in various legal matters generally incidental to its business. After discussion with legal counsel, the Company believes that the disposition of these matters will not have a material impact on its consolidated financial condition, liquidity, or results of operations. On March 12, 2014, the Company was added as a defendant to a pending consolidated action filed in the United States District Court, Western District of Washington, captioned as Lacey Market Place Associates II, LLC, et al. v. United Farmers of Alberta Co-Operative Limited, et al., Case No. 2:13-cv-00383-JLR against United Farmers of Alberta Co-Operative Limited (the seller of Wholesale Sports Outdoor Outfitters (“Wholesale Sports”)), Wholesale Sports, Alamo Group, LLC and Donald F. Gaube and spouse. The amended complaint was filed by the landlords of two stores that the Company did not assume in the Company’s purchase of assets from Wholesale Sports. Such stores were formerly operated by Wholesale Sports in Skagit and Thurston Counties in Washington. The amended complaint alleged breach of lease, breach of collateral assignment, misrepresentation, intentional interference with contract, piercing the corporate veil and violation of Washington’s Fraudulent Transfer Act. The Company was named as a co-defendant with respect to the intentional interference with contract and fraudulent conveyance claims. The amended complaint sought against the Company and all defendants unspecified money damages, declaratory relief and attorneys’ fees and costs. On January 28, 2015, the court in the Lacey Marketplace action granted in part and denied in part the Company’s motion for summary judgment and dismissed the intentional interference claim against the Company, but declined to dismiss the fraudulent transfer claim. Trial in the Lacey Marketplace action began March 2, 2015 and concluded March 6, 2015. On March 9, 2015, the jury in the trial awarded $11,887 against the defendants to the action, including the Company. The Company reviewed the decision and accrued $4,000 in its results for the fiscal year and fourth quarter ended January 31, 2015 related to this matter. The Company strongly disagreed with the jury’s verdict and filed post-trial motions seeking to have the verdict set aside. On July 30, 2015, the court granted the Company’s motion for judgment as a matter of law. The plaintiff and a co-defendant have appealed the July 30, 2015 ruling to the appellate court and the appeal is currently in process. Based on the court’s most recent judgment in favor of the Company, the Company determined that the likelihood of loss in this case is not probable, and, as such, the Company reversed the previous accrual of $4,000 in its results for the 13 weeks and 26 weeks ended August 1, 2015. The reversal of the $4,000 accrual is recorded in selling, general, and administrative expenses in the accompanying statements of income.

Summary of Significant Accoun18

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Oct. 31, 2015
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of Holdings and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.
Reporting Periods	Reporting Periods The Company operates on a fiscal calendar that, in a given fiscal year, consists of the 52- or 53-week period ending on the Saturday closest to January 31st. The fiscal third quarters ended October 31, 2015 and November 1, 2014 both consisted of 13 weeks and are referred to herein as the third quarter of fiscal year 2015 and third quarter of fiscal year 2014, respectively. Fiscal year 2014 contained 52 weeks of operations ended January 31, 2015. Fiscal year 2015 will contain 52 weeks of operations and will end on January 30, 2016.
Seasonality	Seasonality The Company’s business is generally seasonal, with a significant portion of total sales occurring during the third and fourth quarters of the calendar year.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Certain costs are estimated for the full year and allocated to interim periods based on estimates of time expired, benefit received, or activity associated with the interim period.
Segment Reporting	Segment Reporting The Company operates solely as a sporting goods retailer whose Chief Operating Decision Maker (“CODM”) is the Chief Executive Officer. The CODM reviews financial information presented on a consolidated and individual store and cost center basis, for purposes of allocating resources and evaluating financial performance. The Company’s stores offer essentially the same general product mix, and the core customer demographic remains similar chain-wide, as does the Company’s process for the procurement and marketing of its product mix. Furthermore, the Company distributes its product mix chain-wide from a single distribution center. Given that the stores have the same economic characteristics, the individual stores are aggregated into one single operating and reportable segment.
Significant Accounting Policies	Significant Accounting Policies There have been no significant changes to the Company’s significant accounting policies as described in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2015.
Comprehensive Income	Comprehensive Income The Company has no components of net income that would require classification as other comprehensive income for the 13 week or 39 week periods ended October 31, 2015 and November 1, 2014.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Revenue from Contracts with Customers In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 “Revenue from Contracts with Customers” (Topic 606) (“ASU 2014-09”). ASU 2014-09 is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. On July 9, 2015 the FASB voted to approve a one year deferral of the effective date of ASU 2014-09. As a result, the Company expects that it will apply the new revenue standard to annual and interim reporting periods beginning after December 15, 2017. In adopting ASU 2014-09, companies may use either a full retrospective or a modified retrospective approach. Management is evaluating the provisions of ASU 2014-09 and has not yet selected a transition method nor have they determined what impact the adoption of ASU 2014-09 will have on the Company's financial position or results of operations. Share-Based Payments with Performance Conditions In June 2014, the FASB issued ASU 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period”. ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition of the award. A reporting entity should apply existing guidance in Accounting Standards Codification Topic 718, “Compensation-Stock Compensation”, as it relates to such awards. ASU 2014-12 is effective for fiscal years beginning after December 15, 2015, and may be applied prospectively or retrospectively. Early adoption is permitted. Management has evaluated the provisions of ASU 2014-12 and has determined that the adoption of ASU 2014-12 will have no impact on the Company's financial position or results of operations as the Company does not have any performance based awards. Going Concern In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. ASU 2014-15 requires an entity to evaluate whether there are conditions or events, in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the financial statements are available to be issued when applicable) and to provide related footnote disclosures in certain circumstances. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early application is permitted. Management does not expect the adoption of ASU 2014-15 to have any effect on the Company’s financial position, results of operations, or related disclosures. Simplifying the Presentation of Debt Issuance Costs In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 is effective for the first interim period for fiscal years beginning after December 15, 2015, with early adoption permitted for financial statements that have not been previously issued. Management does not expect the adoption of ASU 2015-03 to have any effect on the Company’s financial position or results of operations. Simplifying the Measurement of Inventory In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory” (“ASU 2015-11”). Under ASU 2015-11, inventory will be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. ASU 2015-11 defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” No other changes were made to the current guidance on inventory measurement. ASU 2015-11 is effective for interim and annual periods beginning after December 15, 2016. Early application is permitted and should be applied prospectively. Management is evaluating the provisions of this statement, including which period to adopt, and has not determined what impact the adoption of ASU 2015-11 will have on the Company's financial position or results of operations. Presentation and Subsequent Measurement of Debt Issuance Costs Association with Line of Credit Arrangements In August 2015, the FASB issued ASU 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Association with Line of Credit Arrangements” (“ASU 2015-15”). ASU 2015-15 indicates that the guidance in ASU 2015-03 did not address presentation or subsequent measurement of debt issuance costs related to line of credit arrangements. Given the absence of authoritative guidance within ASU 2015-03, the SEC staff has indicated that they would not object to an entity deferring and presenting debt issuance costs ratably over the term of the line of credit arrangement, regardless of whether there are any outstanding borrowings on the line of credit arrangement. Management does not expect the adoption of ASU 2015-15 to have any effect on the Company’s financial position or results of operations.

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended
	Oct. 31, 2015
Property Plant And Equipment [Abstract]
Schedule of Property and Equipment	Property and equipment as of October 31, 2015 and January 31, 2015 were as follows: October 31, January 31, 2015 2015 Furniture, fixtures, and equipment $ 40,764 $ 32,678 Leasehold improvements 40,446 34,398 Construction in progress 15,573 7,651 Total property and equipment, gross 96,783 74,727 Less accumulated depreciation and amortization (27,620 ) (20,410 ) Total property and equipment, net $ 69,163 $ 54,317

Accrued Expenses (Tables)

Accrued Expenses (Tables)	9 Months Ended
	Oct. 31, 2015
Payables And Accruals [Abstract]
Components of Accrued Expenses	Accrued expenses consisted of the following as of October 31, 2015 and January 31, 2015: October 31, January 31, 2015 2015 Book overdraft $ 20,871 $ 8,305 Unearned revenue 10,810 11,663 Accrued payroll and related expenses 8,641 7,104 Sales and use tax payable 4,973 3,708 Accrued construction costs 755 1,263 Litigation accrual — 4,000 Other 8,107 6,577 $ 54,157 $ 42,620

Long-Term Debt (Tables)

Long-Term Debt (Tables)	9 Months Ended
	Oct. 31, 2015
Debt Disclosure [Abstract]
Summary of Long-Term Debt	Long-term debt consisted of the following as of October 31, 2015 and January 31, 2015: October 31, January 31, 2015 2015 Term loan $ 158,400 $ 159,600 Less discount (1,354 ) (1,554 ) 157,046 158,046 Less current portion, net of discount (1,333 ) (1,333 ) Long-term portion $ 155,713 $ 156,713

Earnings Per Share (Tables)

Earnings Per Share (Tables)	9 Months Ended
	Oct. 31, 2015
Earnings Per Share [Abstract]
Computation of Basic and Diluted Loss Per Common Share	The following table sets forth the computation of basic and diluted loss per common share: 13 Weeks Ended 39 Weeks Ended October 31, November 1, October 31, November 1, 2015 2014 2015 2014 Net income $ 9,541 $ 8,916 $ 16,381 $ 10,611 Weighted-average shares of common stock outstanding: Basic 42,004 41,818 41,953 39,342 Dilutive effect of common stock equivalents 358 113 333 211 Diluted 42,362 41,931 42,286 39,553 Basic earnings per share $ 0.23 $ 0.21 $ 0.39 $ 0.27 Diluted earnings per share $ 0.23 $ 0.21 $ 0.39 $ 0.27

Stock Based Compensation (Table

Stock Based Compensation (Tables)	9 Months Ended
	Oct. 31, 2015
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Rollforward of Outstanding Nonvested Stock Units	The following table sets forth the rollforward of outstanding nonvested stock units: 39 Weeks Ended October 31, 2015 Nonvested stock units at January 31, 2015 887,853 Grants 27,668 Forfeitures 3,874 Vested 301,694 Nonvested stock units at October 31, 2015 609,953

Description of Business - Addit

Description of Business - Additional Information (Details)	9 Months Ended
	Oct. 31, 2015StoresStatesSegment
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Number of stores	64
Number of states | States	19
Number of reportable segment | Segment	1

Summary of Significant Accoun25

Summary of Significant Accounting Policies - Additional Information (Details) - Segment	9 Months Ended	12 Months Ended
	Oct. 31, 2015	Jan. 31, 2015
Accounting Policies [Abstract]
Fiscal period duration	364 days	364 days
Number of reportable segment	1

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	May. 16, 2014	Apr. 23, 2014	Nov. 01, 2014
Subsidiary Or Equity Method Investee [Line Items]
Issuance of common stock, net			$ 73,393
Initial Public Offering
Subsidiary Or Equity Method Investee [Line Items]
Initial public offering common stock, shares issued	1,400	8,333
Initial public offering common stock to public, price per share	$ 9.50	$ 9.50
Proceeds from issuance initial public offering, net		$ 70,299
Payment of underwriting discounts and commissions		5,542
Other offering expenses		$ 3,326
Issuance of common stock, net	$ 3,100
Initial Public Offering | Parent Company
Subsidiary Or Equity Method Investee [Line Items]
Initial public offering common stock, shares issued	350
Initial Public Offering | Seidler Equity Partners III L.P.
Subsidiary Or Equity Method Investee [Line Items]
Initial public offering common stock, shares issued	1,050	4,167

Secondary Offering - Additional

Secondary Offering - Additional Information (Details) - USD ($) $ / shares in Units, shares in Thousands	Oct. 26, 2015	Sep. 30, 2015	Nov. 01, 2014
Subsidiary Or Equity Method Investee [Line Items]
Issuance of common stock, net			$ 73,393,000
Seidler Equity Partners III L.P. | Secondary Offering
Subsidiary Or Equity Method Investee [Line Items]
Common stock shares sold in a secondary offering	649,022	6,250,000
Issuance of common stock, net	$ 0	$ 0
Offering expenses	$ 22,000	$ 705,000
Common stock shares issued, price per share	$ 12.25
Seidler Equity Partners III L.P. | Secondary Offering | Selling, General and Administrative Expenses
Subsidiary Or Equity Method Investee [Line Items]
Offering expenses	$ 727,000

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Thousands	Oct. 31, 2015	Jan. 31, 2015
Property Plant And Equipment [Line Items]
Total property and equipment, gross	$ 96,783	$ 74,727
Less accumulated depreciation and amortization	(27,620)	(20,410)
Total property and equipment, net	69,163	54,317
Furniture, fixtures, and equipment
Property Plant And Equipment [Line Items]
Total property and equipment, gross	40,764	32,678
Leasehold improvements
Property Plant And Equipment [Line Items]
Total property and equipment, gross	40,446	34,398
Construction in progress
Property Plant And Equipment [Line Items]
Total property and equipment, gross	$ 15,573	$ 7,651

Accrued Expenses - Components o

Accrued Expenses - Components of Accrued Expenses (Details) - USD ($) $ in Thousands	Oct. 31, 2015	Jan. 31, 2015
Payables And Accruals [Abstract]
Book overdraft	$ 20,871	$ 8,305
Unearned revenue	10,810	11,663
Accrued payroll and related expenses	8,641	7,104
Sales and use tax payable	4,973	3,708
Accrued construction costs	755	1,263
Litigation accrual		4,000
Other	8,107	6,577
Accrued expenses	$ 54,157	$ 42,620

Revolving Line Of Credit - Addi

Revolving Line Of Credit - Additional Information (Details) - USD ($)	9 Months Ended
	Oct. 31, 2015	Jan. 31, 2015
Wells Fargo Senior Secured Revolving Credit Facility
Line Of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	$ 135,000,000
Line of credit facility, amount outstanding	57,001,000	$ 47,886,000
Amounts in depository under lock-box arrangements	$ 7,325,000	$ 5,987,000
Revolving credit facility, covenant term	The Revolving Line of Credit also requires us to maintain a minimum availability at all times of not less than 10% of the gross borrowing base, and in any event, not less than $5,000
Line of credit , maturity date	Dec. 3, 2019
Wells Fargo Senior Secured Revolving Credit Facility | Minimum
Line Of Credit Facility [Line Items]
Line of credit facility available borrowing capacity	$ 5,000,000
Wells Fargo Stand-by Commercial Letters of Credit
Line Of Credit Facility [Line Items]
Net borrowing available under revolving line of credit	$ 750,000

Long-Term Debt - Summary of Lon

Long-Term Debt - Summary of Long-Term Debt (Details) - USD ($) $ in Thousands	Oct. 31, 2015	Jan. 31, 2015
Debt Disclosure [Abstract]
Term loan	$ 158,400	$ 159,600
Less discount	(1,354)	(1,554)
Long-term debt	157,046	158,046
Less current portion, net of discount	(1,333)	(1,333)
Long-term debt, net of discount and current portion	$ 155,713	$ 156,713

Long-Term Debt - Additional Inf

Long-Term Debt - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2015	Nov. 01, 2014	Oct. 31, 2015	Nov. 01, 2014	Jan. 31, 2015
Debt Instrument [Line Items]
Long-term debt	$ 157,046		$ 157,046		$ 158,046
Debt instrument discount at issuance	1,354		1,354		$ 1,554
Amortization of discount on debt and deferred financing fees			552	$ 977
New Term Loan
Debt Instrument [Line Items]
Senior secured loan facility	$ 160,000		$ 160,000
Term Loan
Debt Instrument [Line Items]
Debt instrument issuance price, percentage of aggregate principal amount	99.00%		99.00%
Line of credit , maturity date			Dec. 3, 2020
Long-term debt	$ 157,046		$ 157,046
Debt instrument discount at issuance	1,354		1,354
Amortization of discount on debt and deferred financing fees	$ 67		$ 200
Prior Term Loan
Debt Instrument [Line Items]
Amortization of discount on debt and deferred financing fees		$ 122		$ 368

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details)	9 Months Ended	12 Months Ended
	Oct. 31, 2015	Jan. 31, 2015
Income Tax Disclosure [Abstract]
Effective income tax rate	38.50%	38.50%

Earnings Per Share - Computatio

Earnings Per Share - Computation of Basic and Diluted Loss Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2015	Nov. 01, 2014	Oct. 31, 2015	Nov. 01, 2014
Earnings Per Share [Abstract]
Net income	$ 9,541	$ 8,916	$ 16,381	$ 10,611
Weighted-average shares of common stock outstanding:
Basic	42,004	41,818	41,953	39,342
Dilutive effect of common stock equivalents	358	113	333	211
Diluted	42,362	41,931	42,286	39,553
Basic earnings per share	$ 0.23	$ 0.21	$ 0.39	$ 0.27
Diluted earnings per share	$ 0.23	$ 0.21	$ 0.39	$ 0.27

Stock Based Compensation - Addi

Stock Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2015	Nov. 01, 2014	Oct. 31, 2015	Nov. 01, 2014
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation			$ 1,671	$ 2,780
Employees
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Nonvested stock units vested over grant date			4 years
Board of Directors
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Nonvested stock units vested over grant date			12 months
Nonvested Stock Unit Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Issuance of nonvested stock units			27,668
Nonvested stock units issued, average value per share			$ 11.28
Employee Stock Plans | 2013 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares available for awards	1,730,196		1,730,196
Number of awards outstanding	609,953		609,953
Selling, General and Administrative Expenses
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation	$ 594	$ 522	$ 1,671	$ 2,780

Stock Based Compensation - Roll

Stock Based Compensation - Rollforward of Outstanding Nonvested Stock Units (Details) - Nonvested Stock Unit Awards shares in Thousands	9 Months Ended
	Oct. 31, 2015shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Beginning balance	887,853
Grants	27,668
Forfeitures	3,874
Vested	301,694
Ending balance	609,953

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands	Mar. 09, 2015	Oct. 31, 2015	Aug. 01, 2015	Nov. 01, 2014	Aug. 01, 2015	Oct. 31, 2015	Nov. 01, 2014
Operating Leases
Rent expense		$ 10,357		$ 9,578		$ 29,981	$ 27,730
Loss contingency trial start date						Mar. 2, 2015
Loss contingency trial end date						Mar. 6, 2015
Trial award against defendants to the action	$ 11,887
Accrued amount of litigation			$ 4,000		$ 4,000
Reversal amount of accrued litigation settlement			$ 4,000		$ 4,000