Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Apr. 30, 2016 | May. 25, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Apr. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | SPWH | |
Entity Registrant Name | SPORTSMAN'S WAREHOUSE HOLDINGS, INC. | |
Entity Central Index Key | 1,132,105 | |
Current Fiscal Year End Date | --01-28 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 42,186,740 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Apr. 30, 2016 | Jan. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 2,404 | $ 2,109 |
Accounts receivable, net | 446 | 469 |
Merchandise inventories | 250,965 | 217,794 |
Deferred income taxes, current | 3,001 | |
Prepaid expenses and other | 4,799 | 9,337 |
Income taxes receivable | 2,055 | |
Total current assets | 260,669 | 232,710 |
Property and equipment, net | 70,014 | 62,432 |
Deferred income taxes, noncurrent | 4,631 | 2,263 |
Definite lived intangibles, net | 3,472 | 3,923 |
Total assets | 338,786 | 301,328 |
Current liabilities: | ||
Accounts payable | 58,611 | 46,698 |
Accrued expenses | 49,873 | 42,480 |
Income taxes payable | 1,779 | |
Revolving line of credit | 63,339 | 25,263 |
Current portion of long-term debt, net of discount and debt issuance costs | 983 | 8,683 |
Current portion of deferred rent | 3,393 | 3,018 |
Total current liabilities | 176,199 | 127,921 |
Long-term liabilities: | ||
Long-term debt, net of discount, debt issuance costs, and current portion | 134,274 | 146,333 |
Deferred rent, noncurrent | 30,664 | 29,133 |
Total long-term liabilities | 164,938 | 175,466 |
Total liabilities | $ 341,137 | $ 303,387 |
Commitments and contingencies | ||
Stockholders' deficit: | ||
Preferred stock, $.01 par value; 20,000 shares authorized; 0 shares issued and outstanding | ||
Common stock, $.01 par value; 100,000 shares authorized; 42,187 and 42,004 shares issued and outstanding, respectively | $ 422 | $ 420 |
Additional paid-in capital | 77,152 | 77,757 |
Accumulated deficit | (79,925) | (80,236) |
Total stockholders' deficit | (2,351) | (2,059) |
Total liabilities and stockholders' deficit | $ 338,786 | $ 301,328 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Apr. 30, 2016 | Jan. 30, 2016 |
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 | 42,187,000 | 42,004,000 |
Common stock, shares outstanding | 42,187,000 | 42,004,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 30, 2016 | May. 02, 2015 | |
Income Statement [Abstract] | ||
Net sales | $ 151,615 | $ 139,158 |
Cost of goods sold | 103,143 | 96,007 |
Gross profit | 48,472 | 43,151 |
Selling, general, and administrative expenses | 46,116 | 41,903 |
Income from operations | 2,356 | 1,248 |
Interest expense | (3,588) | (3,460) |
Loss before income taxes | (1,232) | (2,212) |
Income tax benefit | (1,543) | (852) |
Net income (loss) | $ 311 | $ (1,360) |
Earnings (loss) per share: | ||
Basic | $ 0.01 | $ (0.03) |
Diluted | $ 0.01 | $ (0.03) |
Weighted average shares outstanding: | ||
Basic | 42,032 | 41,851 |
Diluted | 42,334 | 41,851 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2016 | May. 02, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 311 | $ (1,360) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation of property and equipment | 2,681 | 2,171 |
Amortization of discount on debt and deferred financing fees | 355 | 180 |
Amortization of definite lived intangible | 451 | 451 |
Net increase in deferred rent | 1,906 | 108 |
Deferred income taxes | 633 | 599 |
Excess tax benefits from stock-based compensation arrangements | (470) | (283) |
Stock-based compensation | 625 | 597 |
Change in operating assets and liabilities: | ||
Accounts receivable, net | 23 | (129) |
Merchandise inventories | (33,171) | (30,821) |
Prepaid expenses and other | 4,498 | 3,374 |
Accounts payable | 11,913 | 25,495 |
Accrued expenses | (2,037) | (1,825) |
Income taxes receivable and payable | (3,364) | (1,478) |
Net cash used in operating activities | (15,646) | (2,921) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (8,720) | (8,869) |
Net cash used in investing activities | (8,720) | (8,869) |
Cash flows from financing activities: | ||
Net borrowings on line of credit | 38,076 | 10,357 |
Increase in book overdraft | 7,887 | 2,841 |
Excess tax benefits from stock-based compensation arrangements | 283 | |
Payment of withholdings on restricted stock units | (1,228) | (1,036) |
Principal payments on long-term debt | (20,074) | (400) |
Net cash provided by financing activities | 24,661 | 12,045 |
Net change in cash and cash equivalents | 295 | 255 |
Cash and cash equivalents at beginning of period | 2,109 | 1,751 |
Cash and cash equivalents at end of period | 2,404 | 2,006 |
Cash paid during the period for: | ||
Interest | 2,954 | 3,151 |
Income taxes | 1,716 | 26 |
Supplemental schedule of noncash investing activities | ||
Purchases of property and equipment included in accrued expenses | $ 2,637 | $ 2,359 |
Description of Business
Description of Business | 3 Months Ended |
Apr. 30, 2016 | |
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 April 30, 2016, the Company operated 67 stores in 20 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 30, 2016 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 April 30, 2016 are not necessarily indicative of the results to be obtained for the year ending January 28, 2017. 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 30, 2016 filed with the SEC on March 24, 2016 (the “Fiscal 2015 Form 10-K”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Apr. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | (2) Summary of Significant Accounting Policies Revision to Consolidated Statements of Operations The Company has historically presented its sales and costs of state fish and game licenses, duck stamps, and state government-mandated firearm background checks in net sales and cost of goods sold under the gross method. Subsequent to filing its Fiscal Year 2015 Form 10-K, the Company’s management determined that the revenue from these transactions should have been presented under the net method, thereby recognizing only the commission received in net sales for acting as the agent under the principal versus agent model. This revision does not have any impact upon gross profit, net income or earnings per share. The following table provides a reconciliation of the revision for the 13 weeks ended May 2, 2015 as reported in the condensed consolidated statement of operations included in the Company’s Quarterly Report on Form 10-Q for the first quarter of fiscal year 2015, which was filed with the SEC on May 29, 2015: For the thirteen weeks ended May 2, 2015 As Previously Reported Revision As Revised Net sales $ 144,493 $ (5,335 ) $ 139,158 Cost of goods sold 101,342 (5,335 ) 96,007 Gross profit 43,151 — 43,151 The Company assessed the materiality of these changes both on a quantitative and qualitative basis and determined that its current and previously reported consolidated statements of operations are not materially misstated. This revision had no impact upon gross profit, net income, or earnings per share in any of the fiscal periods. 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 first quarters ended April 30, 2016 and May 2, 2015 both consisted of 13 weeks and are referred to herein as the first quarter of fiscal year 2016 and first quarter of fiscal year 2015, respectively. Fiscal year 2015 contained 52 weeks of operations ended January 30, 2016. Fiscal year 2016 will contain 52 weeks of operations and will end on January 28, 2017. Seasonality The Company’s business is generally seasonal, with a significant portion of total sales occurring during the third and fourth quarters of the fiscal 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 The Company has adopted the following accounting standards during the fiscal quarter ended April 30, 2016: Simplifying the Presentation of Debt Issuance Costs In April 2015, the “Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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. The Company adopted the provisions of ASU 2015-03 retrospectively in the fiscal quarter ended April 30, 2016. The adoption of ASU 2015-03 had an effect on the presentation of the Company’s financial position but no effect on the Company’s results from operations. In accordance with the standard, for the fiscal quarter ended April 30, 2016, the Company reclassified deferred financing fees of $350 from prepaid expenses to the current portion of long-term debt, net of discount and debt issuance costs. The Company also reclassified $1,259 of deferred financing fees from other long-term assets, net to long-term debt, net of discount, debt issuance costs, and current portion. For the fiscal year ended January 30, 2016, the Company reclassified deferred financing fees of $350 from prepaid expenses to the current portion of long-term debt, net of discount and debt issuance costs. The Company also reclassified $1,347 of deferred financing fees from other long-term assets, net to long-term debt, net of discount, debt issuance costs, and current portion. 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. The Company adopted the provisions of ASU 2015-03 prospectively in the fiscal quarter ended April 30, 2016. The adoption of ASU 2015-03 had no effect on the presentation of the Company’s financial position and no effect on the Company’s results from operations. Simplifying the Presentation of Deferred Taxes In November 2015, the FASB issued ASU 2015-17 “Balance Sheet Classification of Deferred Taxes” (“ASU 2015-17”). ASU 2015-17 is intended to simplify the presentation of deferred income taxes and requires that all deferred tax liabilities and assets be classified as noncurrent in the company’s consolidated balance sheets. ASU 2015-17 is required to be adopted for annual periods beginning after December 15, 2016, with early adoption permitted. The Company early adopted the provisions of ASU 2015-17 prospectively in the fiscal quarter ended April 30, 2016. The adoption of ASU 2015-17 had an effect on the presentation of the Company’s financial position but no effect on the Company’s results of operations. Specifically, for the fiscal quarter ended April 30, 2016, the Company reclassified $2,368 in current deferred tax assets as noncurrent deferred tax assets. See Note 8, Income Taxes, for additional information. Improvements to Employee Share-Based Payment Accounting In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”). This standard is intended to simplify several aspects of the accounting for share-based payment award transactions, including the income tax consequences, classification of awards as equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, and classifications in the statement of cash flows. ASU 2016-09 is effective for interim and annual periods beginning after December 15, 2016. Early adoption is permitted. Management has evaluated this statement and early adopted the provision in the fiscal quarter ended April 30, 2016. The adoption of ASU 2016-09 had an effect on the presentation of the Company’s results of operations. In connection with the vesting of restricted stock units in the 13 weeks ended April 30, 2016, under the transition guidance the Company has prospectively recorded $470 in income tax benefits as a reduction of income taxes payable and as an income tax benefit with no significant impact on earnings (loss) per share. In prior periods presented, the income tax benefits were recorded to additional paid-in-capital instead of income tax benefit as specified in the new standard. The Company is no longer required to disclose excess tax benefits as a financing activity in the statement of cash flows and has elected to adopt this change on a prospective basis. ASU 2016-09 allows for the election to either record forfeitures as they occur or to continue estimating the level of forfeitures consistent with current accounting standards. The Company has elected to record forfeitures as they occur which change did not have a significant impact on the condensed consolidated financial statements. There have been no other 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 30, 2016. Comprehensive Income The Company has no components of net income (loss) that would require classification as other comprehensive income for the 13 week periods ended April 30, 2016 and May 2, 2015. Recent Accounting Pronouncements Revenue from Contracts with Customers In May 2014, the FASB issued 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. In August 2015, the FASB issued ASU 2015-14, “Deferral of the Effective Date” (“ASU 2015-14”). ASU 2015-14 simply formalized a one year deferral of the effective date of ASU 2014-09. In March 2016, the FASB issued ASU 2016-08 “Principal versus Agent Considerations – Reporting Revenue Gross versus Net” (“ASU 2016-08”), amending the principal-versus-agent implementation guidance set forth in ASU 2014-09. In April 2016, the FASB issued ASU 2016-10 “Identifying Performance Obligations and Licensing” (“ASU 2016-10”), which amends certain aspects of the guidance set forth in the FASB’s new revenue standard related to identifying performance obligations and licensing implementation. As a result of these four standards updates, 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, ASU 2015-14, ASU 2016-08, and ASU 2016-10, companies may use either a full retrospective or a modified retrospective approach. Management is evaluating the provisions of ASU 2014-09, ASU 2015-14, ASU 2016-08, and ASU 2016-10 and has not yet selected a transition method nor have they determined what impact the adoption of ASU 2014-09, ASU 2015-14, ASU 2016-08, and ASU 2016-10 will have 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 and has not determined what impact the adoption of ASU 2015-11 will have on the Company's financial position or results of operations. Management has determined that the Company will adopt the provision in first quarter in fiscal year 2017. Lease Accounting In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASU 2016-02”). The standard amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 will be effective beginning in the first quarter of 2019. Early adoption of ASU 2016-02 is permitted. The new leases standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. Management is currently evaluating the impact of adopting ASU 2016-02 on the Company’s consolidated financial statements. Recognition of Breakage for Certain Prepaid Stored-Value Products In March 2016, the FASB issued ASU 2016-04, “Recognition of Breakage for Certain Prepaid Stored-Value Products” (“ASU 2016-04”). ASU 2016-04 entitles a company to derecognize amounts related to expected breakage in proportion to the pattern of rights expected to be exercised by the product holder to the extent that it is probable a significant reversal of the recognized breakage amount will not subsequently occur. ASU 2016-04 is effective for reporting periods beginning after December 15, 2017 and is to be applied retrospectively. Early adoption is permitted. Management is currently evaluating the impact of adopting ASU 2016-02 on the Company’s consolidated financial statements. |
Secondary Offering
Secondary Offering | 3 Months Ended |
Apr. 30, 2016 | |
Equity [Abstract] | |
Secondary Offering | (3) Secondary Offering On April 18, 2016, 6,000 shares of common stock were sold in a secondary offering by Seidler Equity Partners III, L.P. On April 22, 2016, the underwriters of the secondary offering fully exercised the option granted at the time of the secondary offering to purchase an additional 900 shares of common stock at the secondary offering price of $11.25 per share, less underwriting discounts and commissions, which consisted solely of shares sold by affiliates of Seidler Equity Partners III, L.P. The Company received no proceeds from the secondary offering or full exercise of the option. Total expenses incurred related to the secondary offering and the exercise of the option were $143 and are recorded in selling, general, and administrative expenses in the accompanying statements of operations. On September 30, 2015, 6,250 shares of common stock were sold in a secondary offering by certain existing shareholders, including affiliates of Seidler Equity Partners III, L.P. 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 shares of common stock at the secondary offering price of $12.25 per share, less underwriting discounts and commissions, which consisted solely of shares sold by affiliates of Seidler Equity Partners III, L.P. The Company received no proceeds from the secondary offering or partial exercise of the option. Total expenses incurred related to the secondary offering and the exercise of the option were $727. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Apr. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | (4) Property and Equipment Property and equipment as of April 30, 2016 and January 30, 2016 were as follows: April 30, January 30, 2016 2016 Furniture, fixtures, and equipment $ 44,605 $ 41,833 Leasehold improvements 48,510 45,179 Construction in progress 9,753 5,593 Total property and equipment, gross 102,868 92,605 Less accumulated depreciation and amortization (32,854 ) (30,173 ) Total property and equipment, net $ 70,014 $ 62,432 |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Apr. 30, 2016 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | (5) Accrued Expenses Accrued expenses consisted of the following as of April 30, 2016 and January 30, 2016: April 30, January 30, 2016 2016 Book overdraft $ 15,069 $ 7,182 Unearned revenue 14,001 14,787 Accrued payroll and related expenses 6,972 8,573 Sales and use tax payable 3,693 2,998 Accrued construction costs 2,637 1,094 Other 7,501 7,846 $ 49,873 $ 42,480 |
Revolving Line of Credit
Revolving Line of Credit | 3 Months Ended |
Apr. 30, 2016 | |
Line Of Credit Facility [Abstract] | |
Revolving Line of Credit | (6) 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 April 30, 2016 and January 30, 2016, the Company had $70,664 and $31,202, 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 $5,939 as of April 30, 2016 and January 30, 2016, respectively. As of April 30, 2016, the Company had stand-by commercial letters of credit of $1,200 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 Line of Credit also contains customary events of default. The Revolving Line of Credit matures on December 3, 2019. As of April 30, 2016, the Revolving Line of Credit had $415 outstanding in deferred financing fees. During the 13 weeks ended April 30, 2016, the Company recognized $39 of non-cash interest expense with respect to the amortization of deferred financing fees. During the 13 weeks ended May 2, 2015, the Company recognized $31 of non-cash interest expense with respect to the amortization of deferred financing fees. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Apr. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | (7) Long-Term Debt Long-term debt consisted of the following as of April 30, 2016 and January 30, 2016: April 30, January 30, 2016 2016 Term loan $ 137,926 $ 158,000 Less discount (1,060 ) (1,288 ) Less debt issuance costs (1,609 ) (1,696 ) 135,257 155,016 Less current portion, net of discount and debt issuance costs (983 ) (8,683 ) Long-term portion $ 134,274 $ 146,333 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 April 30, 2016, the Term Loan had $135,257 outstanding, net of an unamortized discount of $1,060 and debt issuance costs of $1,609. During the 13 weeks ended April 30, 2016, the Company recognized $228 and $88 of non-cash interest expense with respect to the amortization of this discount and debt issuance costs. During the 13 weeks ended May 2, 2015, the Company recognized $66 and $83 of non-cash interest expense with respect to the amortization of the discount and debt issuance costs 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. During the first fiscal quarter of 2016, the Company made a mandatory prepayment of $7,674 as well as a voluntary prepayment of $12,000 on the Term Loan in addition to the required quarterly payment of $400. As a result of the voluntary prepayment, the Company incurred a prepayment penalty of $150. 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 April 30, 2016, 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 | 3 Months Ended |
Apr. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (8) Income Taxes The Company recognized a tax benefit of $1,543 and $852 in the 13 weeks ended April 30, 2016 and May 2, 2015, respectively. The income tax benefit was higher in fiscal year 2016 primarily due to two discreet items that were recognized in the first quarter of fiscal year 2016. The first of these discrete items was $602 in federal and state tax credits from prior years that the Company identified during the quarter. As a result of the impact of similar future tax credits, the Company’s estimated annual effective tax rate decreased to 38.2% for the 13 weeks ended April 30, 2016 from 38.5% for the 13 weeks ended May 2, 2015. In addition, with the adoption of ASU 2016-09 (see “Significant Accounting Policies” in Note 2), the effect of excess tax benefits of $470 related to vesting of restricted stock units was recorded as an additional discreet item during the 13 weeks ended April 30, 2016. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Apr. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | (9) Earnings Per Share Basic earnings per share is calculated by dividing net income (loss) 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 earnings (loss) per common share: 13 Weeks Ended April 30, May 2, 2016 2015 Net income (loss) $ 311 $ (1,360 ) Weighted-average shares of common stock outstanding: Basic 42,032 41,851 Dilutive effect of common stock equivalents 302 — Diluted 42,334 41,851 Basic earnings (loss) per share $ 0.01 $ (0.03 ) Diluted earnings (loss) per share $ 0.01 $ (0.03 ) Restricted stock units considered anti-dilutive and excluded in the calculation — 4 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Apr. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | (10) Stock-Based Compensation Stock-Based Compensation During the 13 weeks ended April 30, 2016 and May 2, 2015, the Company recognized total stock-based compensation expense of $625 and $597, 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 operations. Employee Stock Plans As of April 30, 2016, the number of shares available for awards under the 2013 Performance Incentive Plan (the “2013 Plan”) was 1,514,765. As of April 30, 2016, there were 622,567 awards outstanding under the 2013 Plan. Nonvested Restricted Stock Awards During the 13 weeks ended April 30, 2016, the Company issued 161,988 nonvested stock awards to employees at a weighted average grant date fair value of $11.25 per share. The nonvested stock awards issued to employees vest over three years, with one third vesting on each grant date anniversary. As of April 30, 2016, the Company had $1,822 remaining in unrecognized compensation costs related to nonvested restricted stock awards. The weighted average grant date fair value of the outstanding shares was $11.25. The expected net tax benefit related to the unrecognized compensation costs was $696. The Company had no net share settlements in the 13 weeks ended April 30, 2016. The following table sets forth the rollforward of outstanding nonvested stock awards (shares and per share amounts are not in thousands): Weighted average grant-date Shares fair value Balance at January 30, 2016 — $ — Grants 161,988 11.25 Forfeitures — — Vested — — Balance at April 30, 2016 161,988 $ 11.25 Nonvested Performance-Based Stock Awards During the 13 weeks ended April 30, 2016, the Company issued 159,390 nonvested performance-based stock awards to employees at a weighted average grant date fair value of $11.25 per share. The nonvested performance-based stock awards issued to employees vest over three years with one third vesting on each grant date anniversary. The number of shares issued is contingent on management achieving a fiscal year 2016 performance target for same store sales and return on invested capital for new stores. If minimum threshold performance targets are not achieved, no shares will be vested. The maximum number of shares subject to the award is 159,390 as reported above, and the "target" number of shares subject to the award is 106,262, which is two-thirds of the maximum number. Following the end of the performance period (fiscal year 2016), the number of shares eligible to vest, based on actual performance, will be fixed and vesting will then be subject to each employee’s continued employment over the remaining service period. The issued shares represent management’s estimate of the most likely outcome of the performance conditions to be achieved for the performance period. If management’s assessment of the most likely outcome of the levels of performance conditions to be achieved changes, the number of issued shares will be revised accordingly. As of April 30, 2016, the Company had $1,793 remaining in unrecognized compensation costs related to nonvested restricted stock awards. The weighted average grant date fair value of the outstanding shares was $11.25. The expected net tax benefit related to the unrecognized compensation costs was $685. The Company had no net share settlements in the 13 weeks ended April 30, 2016. The following table sets forth the rollforward of outstanding nonvested performance-based stock awards (shares and per share amounts are not in thousands): Weighted average grant-date Shares fair value Balance at January 30, 2016 — $ — Grants 159,390 11.25 Forfeitures — — Vested — — Balance at April 30, 2016 159,390 $ 11.25 Nonvested Stock Unit Awards During the 13 weeks ended April 30, 2016, the Company issued no nonvested stock units to employees. During the 13 weeks ended May 2, 2015, the Company issued 3,740 nonvested stock units to employees at a weighted average grant date fair value of $9.56 per share. The nonvested stock units issued to employees vest over four years with one fourth vesting on each grant date anniversary. As of April 30, 2016 and May 2, 2015, respectively, the Company had $2,152 and $4,207 remaining in unrecognized compensation costs related to nonvested restricted stock units. The weighted average grant date fair value of the outstanding shares was $7.14 and $7.07, respectively. The expected net tax benefit related to the unrecognized compensation costs were $822 and $1,620, respectively. The Company had no net share settlements in the 13 weeks ended April 30, 2016 and May 2, 2015, respectively. The following table sets forth the rollforward of outstanding nonvested stock units (shares and per share amounts are not in thousands): Weighted average grant-date Shares fair value Balance at January 30, 2016 598,697 $ 7.15 Grants — — Forfeitures — — Vested 297,508 7.16 Balance at April 30, 2016 301,189 $ 7.14 Weighted average grant-date Shares fair value Balance at January 31, 2015 887,853 $ 7.06 Grants 3,740 9.56 Forfeitures 2,009 7.06 Vested 293,726 7.06 Balance at May 2, 2015 595,858 $ 7.07 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Apr. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (11) 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 $10,650 and $9,755 for the 13 weeks ended April 30, 2016 and May 2, 2015, respectively. Legal Matters The Company is involved in various legal matters generally incidental to its business. After discussion with legal counsel, management is not aware of any matters for which the likelihood of a loss is probable and reasonably estimable and which could 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), 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 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. Both United Farmers of Alberta Co-Operative Limited, a co-defendant, and the plaintiff have appealed the court’s summary judgment ruling against the tortious interference claim, and the July 30, 2015 ruling setting aside the jury verdict, 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 fiscal year ended January 30, 2016. The reversal of the $4,000 accrual was recorded in selling, general, and administrative expenses during the three months ended August 1, 2015. |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Apr. 30, 2016 | |
Accounting Policies [Abstract] | |
Revision to Consolidated Statements of Operations | Revision to Consolidated Statements of Operations The Company has historically presented its sales and costs of state fish and game licenses, duck stamps, and state government-mandated firearm background checks in net sales and cost of goods sold under the gross method. Subsequent to filing its Fiscal Year 2015 Form 10-K, the Company’s management determined that the revenue from these transactions should have been presented under the net method, thereby recognizing only the commission received in net sales for acting as the agent under the principal versus agent model. This revision does not have any impact upon gross profit, net income or earnings per share. The following table provides a reconciliation of the revision for the 13 weeks ended May 2, 2015 as reported in the condensed consolidated statement of operations included in the Company’s Quarterly Report on Form 10-Q for the first quarter of fiscal year 2015, which was filed with the SEC on May 29, 2015: For the thirteen weeks ended May 2, 2015 As Previously Reported Revision As Revised Net sales $ 144,493 $ (5,335 ) $ 139,158 Cost of goods sold 101,342 (5,335 ) 96,007 Gross profit 43,151 — 43,151 The Company assessed the materiality of these changes both on a quantitative and qualitative basis and determined that its current and previously reported consolidated statements of operations are not materially misstated. This revision had no impact upon gross profit, net income, or earnings per share in any of the fiscal periods. |
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 first quarters ended April 30, 2016 and May 2, 2015 both consisted of 13 weeks and are referred to herein as the first quarter of fiscal year 2016 and first quarter of fiscal year 2015, respectively. Fiscal year 2015 contained 52 weeks of operations ended January 30, 2016. Fiscal year 2016 will contain 52 weeks of operations and will end on January 28, 2017. |
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 fiscal 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 The Company has adopted the following accounting standards during the fiscal quarter ended April 30, 2016: Simplifying the Presentation of Debt Issuance Costs In April 2015, the “Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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. The Company adopted the provisions of ASU 2015-03 retrospectively in the fiscal quarter ended April 30, 2016. The adoption of ASU 2015-03 had an effect on the presentation of the Company’s financial position but no effect on the Company’s results from operations. In accordance with the standard, for the fiscal quarter ended April 30, 2016, the Company reclassified deferred financing fees of $350 from prepaid expenses to the current portion of long-term debt, net of discount and debt issuance costs. The Company also reclassified $1,259 of deferred financing fees from other long-term assets, net to long-term debt, net of discount, debt issuance costs, and current portion. For the fiscal year ended January 30, 2016, the Company reclassified deferred financing fees of $350 from prepaid expenses to the current portion of long-term debt, net of discount and debt issuance costs. The Company also reclassified $1,347 of deferred financing fees from other long-term assets, net to long-term debt, net of discount, debt issuance costs, and current portion. 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. The Company adopted the provisions of ASU 2015-03 prospectively in the fiscal quarter ended April 30, 2016. The adoption of ASU 2015-03 had no effect on the presentation of the Company’s financial position and no effect on the Company’s results from operations. Simplifying the Presentation of Deferred Taxes In November 2015, the FASB issued ASU 2015-17 “Balance Sheet Classification of Deferred Taxes” (“ASU 2015-17”). ASU 2015-17 is intended to simplify the presentation of deferred income taxes and requires that all deferred tax liabilities and assets be classified as noncurrent in the company’s consolidated balance sheets. ASU 2015-17 is required to be adopted for annual periods beginning after December 15, 2016, with early adoption permitted. The Company early adopted the provisions of ASU 2015-17 prospectively in the fiscal quarter ended April 30, 2016. The adoption of ASU 2015-17 had an effect on the presentation of the Company’s financial position but no effect on the Company’s results of operations. Specifically, for the fiscal quarter ended April 30, 2016, the Company reclassified $2,368 in current deferred tax assets as noncurrent deferred tax assets. See Note 8, Income Taxes, for additional information. Improvements to Employee Share-Based Payment Accounting In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”). This standard is intended to simplify several aspects of the accounting for share-based payment award transactions, including the income tax consequences, classification of awards as equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, and classifications in the statement of cash flows. ASU 2016-09 is effective for interim and annual periods beginning after December 15, 2016. Early adoption is permitted. Management has evaluated this statement and early adopted the provision in the fiscal quarter ended April 30, 2016. The adoption of ASU 2016-09 had an effect on the presentation of the Company’s results of operations. In connection with the vesting of restricted stock units in the 13 weeks ended April 30, 2016, under the transition guidance the Company has prospectively recorded $470 in income tax benefits as a reduction of income taxes payable and as an income tax benefit with no significant impact on earnings (loss) per share. In prior periods presented, the income tax benefits were recorded to additional paid-in-capital instead of income tax benefit as specified in the new standard. The Company is no longer required to disclose excess tax benefits as a financing activity in the statement of cash flows and has elected to adopt this change on a prospective basis. ASU 2016-09 allows for the election to either record forfeitures as they occur or to continue estimating the level of forfeitures consistent with current accounting standards. The Company has elected to record forfeitures as they occur which change did not have a significant impact on the condensed consolidated financial statements. There have been no other 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 30, 2016. |
Comprehensive Income | Comprehensive Income The Company has no components of net income (loss) that would require classification as other comprehensive income for the 13 week periods ended April 30, 2016 and May 2, 2015. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Revenue from Contracts with Customers In May 2014, the FASB issued 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. In August 2015, the FASB issued ASU 2015-14, “Deferral of the Effective Date” (“ASU 2015-14”). ASU 2015-14 simply formalized a one year deferral of the effective date of ASU 2014-09. In March 2016, the FASB issued ASU 2016-08 “Principal versus Agent Considerations – Reporting Revenue Gross versus Net” (“ASU 2016-08”), amending the principal-versus-agent implementation guidance set forth in ASU 2014-09. In April 2016, the FASB issued ASU 2016-10 “Identifying Performance Obligations and Licensing” (“ASU 2016-10”), which amends certain aspects of the guidance set forth in the FASB’s new revenue standard related to identifying performance obligations and licensing implementation. As a result of these four standards updates, 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, ASU 2015-14, ASU 2016-08, and ASU 2016-10, companies may use either a full retrospective or a modified retrospective approach. Management is evaluating the provisions of ASU 2014-09, ASU 2015-14, ASU 2016-08, and ASU 2016-10 and has not yet selected a transition method nor have they determined what impact the adoption of ASU 2014-09, ASU 2015-14, ASU 2016-08, and ASU 2016-10 will have 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 and has not determined what impact the adoption of ASU 2015-11 will have on the Company's financial position or results of operations. Management has determined that the Company will adopt the provision in first quarter in fiscal year 2017. Lease Accounting In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASU 2016-02”). The standard amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 will be effective beginning in the first quarter of 2019. Early adoption of ASU 2016-02 is permitted. The new leases standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. Management is currently evaluating the impact of adopting ASU 2016-02 on the Company’s consolidated financial statements. Recognition of Breakage for Certain Prepaid Stored-Value Products In March 2016, the FASB issued ASU 2016-04, “Recognition of Breakage for Certain Prepaid Stored-Value Products” (“ASU 2016-04”). ASU 2016-04 entitles a company to derecognize amounts related to expected breakage in proportion to the pattern of rights expected to be exercised by the product holder to the extent that it is probable a significant reversal of the recognized breakage amount will not subsequently occur. ASU 2016-04 is effective for reporting periods beginning after December 15, 2017 and is to be applied retrospectively. Early adoption is permitted. Management is currently evaluating the impact of adopting ASU 2016-02 on the Company’s consolidated financial statements. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Apr. 30, 2016 | |
Accounting Policies [Abstract] | |
Reconciliation of Revision as Reported in Consolidated Statement of Operations | The following table provides a reconciliation of the revision for the 13 weeks ended May 2, 2015 as reported in the condensed consolidated statement of operations included in the Company’s Quarterly Report on Form 10-Q for the first quarter of fiscal year 2015, which was filed with the SEC on May 29, 2015: For the thirteen weeks ended May 2, 2015 As Previously Reported Revision As Revised Net sales $ 144,493 $ (5,335 ) $ 139,158 Cost of goods sold 101,342 (5,335 ) 96,007 Gross profit 43,151 — 43,151 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Apr. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment as of April 30, 2016 and January 30, 2016 were as follows: April 30, January 30, 2016 2016 Furniture, fixtures, and equipment $ 44,605 $ 41,833 Leasehold improvements 48,510 45,179 Construction in progress 9,753 5,593 Total property and equipment, gross 102,868 92,605 Less accumulated depreciation and amortization (32,854 ) (30,173 ) Total property and equipment, net $ 70,014 $ 62,432 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Apr. 30, 2016 | |
Payables And Accruals [Abstract] | |
Components of Accrued Expenses | Accrued expenses consisted of the following as of April 30, 2016 and January 30, 2016: April 30, January 30, 2016 2016 Book overdraft $ 15,069 $ 7,182 Unearned revenue 14,001 14,787 Accrued payroll and related expenses 6,972 8,573 Sales and use tax payable 3,693 2,998 Accrued construction costs 2,637 1,094 Other 7,501 7,846 $ 49,873 $ 42,480 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Apr. 30, 2016 | |
Debt Disclosure [Abstract] | |
Summary of Long-Term Debt | Long-term debt consisted of the following as of April 30, 2016 and January 30, 2016: April 30, January 30, 2016 2016 Term loan $ 137,926 $ 158,000 Less discount (1,060 ) (1,288 ) Less debt issuance costs (1,609 ) (1,696 ) 135,257 155,016 Less current portion, net of discount and debt issuance costs (983 ) (8,683 ) Long-term portion $ 134,274 $ 146,333 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Apr. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings (Loss) Per Common Share | The following table sets forth the computation of basic and diluted earnings (loss) per common share: 13 Weeks Ended April 30, May 2, 2016 2015 Net income (loss) $ 311 $ (1,360 ) Weighted-average shares of common stock outstanding: Basic 42,032 41,851 Dilutive effect of common stock equivalents 302 — Diluted 42,334 41,851 Basic earnings (loss) per share $ 0.01 $ (0.03 ) Diluted earnings (loss) per share $ 0.01 $ (0.03 ) Restricted stock units considered anti-dilutive and excluded in the calculation — 4 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Apr. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Rollforward of Outstanding Nonvested Stock Awards | The following table sets forth the rollforward of outstanding nonvested stock awards (shares and per share amounts are not in thousands): Weighted average grant-date Shares fair value Balance at January 30, 2016 — $ — Grants 161,988 11.25 Forfeitures — — Vested — — Balance at April 30, 2016 161,988 $ 11.25 |
Rollforward of Outstanding Nonvested Performance-based Stock Awards | The following table sets forth the rollforward of outstanding nonvested performance-based stock awards (shares and per share amounts are not in thousands): Weighted average grant-date Shares fair value Balance at January 30, 2016 — $ — Grants 159,390 11.25 Forfeitures — — Vested — — Balance at April 30, 2016 159,390 $ 11.25 |
Rollforward of Outstanding Nonvested Stock Units | The following table sets forth the rollforward of outstanding nonvested stock units (shares and per share amounts are not in thousands): Weighted average grant-date Shares fair value Balance at January 30, 2016 598,697 $ 7.15 Grants — — Forfeitures — — Vested 297,508 7.16 Balance at April 30, 2016 301,189 $ 7.14 Weighted average grant-date Shares fair value Balance at January 31, 2015 887,853 $ 7.06 Grants 3,740 9.56 Forfeitures 2,009 7.06 Vested 293,726 7.06 Balance at May 2, 2015 595,858 $ 7.07 |
Description of Business - Addit
Description of Business - Additional Information (Details) | 3 Months Ended |
Apr. 30, 2016StoresStatesSegment | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Number of stores | Stores | 67 |
Number of states | States | 20 |
Number of reportable segment | Segment | 1 |
Summary of Significant Accoun25
Summary of Significant Accounting Policies - Reconciliation of the Revision of Condensed Consolidated Statement of Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2016 | May. 02, 2015 | |
Significant Accounting Policies [Line Items] | ||
Net sales | $ 151,615 | $ 139,158 |
Cost of goods sold | 103,143 | 96,007 |
Gross profit | $ 48,472 | 43,151 |
As Previously Reported | ||
Significant Accounting Policies [Line Items] | ||
Net sales | 144,493 | |
Cost of goods sold | 101,342 | |
Gross profit | 43,151 | |
Revision | ||
Significant Accounting Policies [Line Items] | ||
Net sales | (5,335) | |
Cost of goods sold | $ (5,335) |
Summary of Significant Accoun26
Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Apr. 30, 2016USD ($)Segment | Jan. 30, 2016USD ($) | |
Significant Accounting Policies [Line Items] | ||
Fiscal period duration | 364 days | 364 days |
Number of reportable segment | Segment | 1 | |
Deferred financing fees reclassified from prepaid expenses to current portion of long-term debt, net of discount and debt issuance costs | $ 983 | $ 8,683 |
Deferred financing fees reclassified from other long-term Assets, net to long-term debt, net | 134,274 | 146,333 |
Deferred income taxes, noncurrent | 4,631 | 2,263 |
Accounting Standard Update 2015-03 | ||
Significant Accounting Policies [Line Items] | ||
Deferred financing fees reclassified from prepaid expenses to current portion of long-term debt, net of discount and debt issuance costs | 350 | 350 |
Deferred financing fees reclassified from other long-term Assets, net to long-term debt, net | 1,259 | 1,347 |
Accounting Standards Update 2015-17 | ||
Significant Accounting Policies [Line Items] | ||
Deferred income taxes, noncurrent | 2,368 | |
Accounting Standards Update 2015-17 | As Previously Reported | ||
Significant Accounting Policies [Line Items] | ||
Deferred income taxes, current | $ 2,368 | |
Accounting Standard Update 2016-09 | Restricted Stock Units (RSUs) | ||
Significant Accounting Policies [Line Items] | ||
Income tax benefits as reduction of income tax payable | $ 470 |
Secondary Offering - Additional
Secondary Offering - Additional Information (Details) - Seidler Equity Partners III L.P. - Secondary Offering - USD ($) $ / shares in Units, shares in Thousands | Apr. 22, 2016 | Apr. 18, 2016 | Oct. 26, 2015 | Sep. 30, 2015 |
Subsidiary Or Equity Method Investee [Line Items] | ||||
Common stock, shares issued | 900 | 6,000 | 649 | 6,250 |
Issuance of common stock, net | $ 0 | $ 0 | $ 0 | $ 0 |
Offering expenses | $ 727,000 | |||
Common stock shares issued, price per share | $ 11.25 | $ 12.25 | ||
Selling, General and Administrative Expenses | ||||
Subsidiary Or Equity Method Investee [Line Items] | ||||
Offering expenses | $ 143,000 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Apr. 30, 2016 | Jan. 30, 2016 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 102,868 | $ 92,605 |
Less accumulated depreciation and amortization | (32,854) | (30,173) |
Total property and equipment, net | 70,014 | 62,432 |
Furniture, fixtures, and equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 44,605 | 41,833 |
Leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 48,510 | 45,179 |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 9,753 | $ 5,593 |
Accrued Expenses - Components o
Accrued Expenses - Components of Accrued Expenses (Details) - USD ($) $ in Thousands | Apr. 30, 2016 | Jan. 30, 2016 |
Payables And Accruals [Abstract] | ||
Book overdraft | $ 15,069 | $ 7,182 |
Unearned revenue | 14,001 | 14,787 |
Accrued payroll and related expenses | 6,972 | 8,573 |
Sales and use tax payable | 3,693 | 2,998 |
Accrued construction costs | 2,637 | 1,094 |
Other | 7,501 | 7,846 |
Accrued expenses | $ 49,873 | $ 42,480 |
Revolving Line Of Credit - Addi
Revolving Line Of Credit - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Apr. 30, 2016 | May. 02, 2015 | Jan. 30, 2016 | |
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 | 70,664,000 | $ 31,202,000 | |
Amounts in depository under lock-box arrangements | $ 7,325,000 | $ 5,939,000 | |
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 | ||
Deferred financing fees outstanding | $ 415,000 | ||
Amortization of deferred financing fees | 39,000 | $ 31,000 | |
Wells Fargo Senior Secured Revolving Credit Facility | Minimum | |||
Line Of Credit Facility [Line Items] | |||
Line of credit facility available borrowing capacity | $ 5,000,000 | ||
Line of credit facility gross borrowing base percentage | 10.00% | ||
Wells Fargo Stand-by Commercial Letters of Credit | |||
Line Of Credit Facility [Line Items] | |||
Net borrowing available under revolving line of credit | $ 1,200,000 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-Term Debt (Details) - USD ($) $ in Thousands | Apr. 30, 2016 | Jan. 30, 2016 |
Debt Disclosure [Abstract] | ||
Term loan | $ 137,926 | $ 158,000 |
Less discount | (1,060) | (1,288) |
Less debt issuance costs | (1,609) | (1,696) |
Long-term debt | 135,257 | 155,016 |
Less current portion, net of discount and debt issuance costs | (983) | (8,683) |
Long-term debt, net of discount, debt issuance costs, and current portion | $ 134,274 | $ 146,333 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 30, 2016 | May. 02, 2015 | Jan. 30, 2016 | |
Debt Instrument [Line Items] | |||
Long-term debt | $ 135,257 | $ 155,016 | |
Debt instrument discount at issuance | 1,060 | 1,288 | |
Debt issuance costs | 1,609 | $ 1,696 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Senior secured loan facility | $ 160,000 | ||
Debt instrument issuance price, percentage of aggregate principal amount | 99.00% | ||
Line of credit , maturity date | Dec. 3, 2020 | ||
Long-term debt | $ 135,257 | ||
Debt instrument discount at issuance | 1,060 | ||
Debt issuance costs | 1,609 | ||
Amortization of discount | 228 | ||
Amortization of debt issuance costs | 88 | ||
Mandatory prepayment amount of debt | 7,674 | ||
Voluntary loan prepayment | 12,000 | ||
Quarterly loan payment | 400 | ||
Loan prepayment penalty | $ 150 | ||
Prior Term Loan | |||
Debt Instrument [Line Items] | |||
Amortization of discount | $ 66 | ||
Amortization of debt issuance costs | $ 83 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2016 | May. 02, 2015 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit | $ 1,543 | $ 852 |
Federal and state tax credits from prior years | $ 602 | |
Estimated annual effective tax rate | 38.20% | 38.50% |
Excess tax benefits related to vesting of restricted stock units | $ 470 | $ 283 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings (Loss) Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 30, 2016 | May. 02, 2015 | |
Earnings Per Share [Abstract] | ||
Net income (loss) | $ 311 | $ (1,360) |
Weighted-average shares of common stock outstanding: | ||
Basic | 42,032 | 41,851 |
Dilutive effect of common stock equivalents | 302 | |
Diluted | 42,334 | 41,851 |
Basic earnings (loss) per share | $ 0.01 | $ (0.03) |
Diluted earnings (loss) per share | $ 0.01 | $ (0.03) |
Restricted stock units considered anti-dilutive and excluded in the calculation | 4 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Apr. 30, 2016 | May. 02, 2015 | Jan. 30, 2016 | Jan. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation | $ 625 | $ 597 | ||
Nonvested Restricted Stock Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Issuance of nonvested stock units | 161,988 | |||
Nonvested stock issued, weighted average grant date fair value per share | $ 11.25 | |||
Unrecognized compensation costs related to nonvested restricted stock units | $ 1,822 | |||
Nonvested stock units outstanding, weighted average grant date fair value per share | $ 11.25 | |||
Expected net tax benefit related to the unrecognized compensation costs | $ 696 | |||
Nonvested Performance-Based Stock Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Issuance of nonvested stock units | 159,390 | |||
Nonvested stock issued, weighted average grant date fair value per share | $ 11.25 | |||
Unrecognized compensation costs related to nonvested restricted stock units | $ 1,793 | |||
Nonvested stock units outstanding, weighted average grant date fair value per share | $ 11.25 | |||
Expected net tax benefit related to the unrecognized compensation costs | $ 685 | |||
Maximum number of shares subject to award | 159,390 | |||
Target number of shares subject to award | 106,262 | |||
Target percentage of number of shares subject to award | 67.00% | |||
Nonvested stock awards vesting right description | the number of shares eligible to vest, based on actual performance, will be fixed and vesting will then be subject to each employee’s continued employment over the remaining service period. The issued shares represent management’s estimate of the most likely outcome of the performance conditions to be achieved for the performance period. If management’s assessment of the most likely outcome of the levels of performance conditions to be achieved changes, the number of issued shares will be revised accordingly. | |||
Nonvested Stock Unit Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Issuance of nonvested stock units | 0 | 3,740 | ||
Nonvested stock issued, weighted average grant date fair value per share | $ 9.56 | |||
Unrecognized compensation costs related to nonvested restricted stock units | $ 2,152 | $ 4,207 | ||
Nonvested stock units outstanding, weighted average grant date fair value per share | $ 7.14 | $ 7.07 | $ 7.15 | $ 7.06 |
Expected net tax benefit related to the unrecognized compensation costs | $ 822 | $ 1,620 | ||
Employees | Nonvested Restricted Stock Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Nonvested stock awards vested over grant date | 3 years | |||
Employees | Nonvested Stock Unit Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Nonvested stock awards vested over grant date | 4 years | |||
Employee Stock Plans | 2013 Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of shares available for awards | 1,514,765 | |||
Number of awards outstanding | 622,567 | |||
Selling, General and Administrative Expenses | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation | $ 625 | $ 597 |
Stock-Based Compensation - Roll
Stock-Based Compensation - Rollforward of Outstanding Nonvested Stock Awards (Details) - Nonvested Restricted Stock Awards | 3 Months Ended |
Apr. 30, 2016$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Grants, Shares | shares | 161,988 |
Ending balance, Shares | shares | 161,988 |
Grants, Weighted average grant-date fair value | $ / shares | $ 11.25 |
Ending balance, Weighted average grant-date fair value | $ / shares | $ 11.25 |
Stock-Based Compensation - Ro37
Stock-Based Compensation - Rollforward of Outstanding Nonvested Performance-based Stock Awards (Details) - Nonvested Performance-Based Stock Awards | 3 Months Ended |
Apr. 30, 2016$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Grants, Shares | shares | 159,390 |
Ending balance, Shares | shares | 159,390 |
Grants, Weighted average grant-date fair value | $ / shares | $ 11.25 |
Ending balance, Weighted average grant-date fair value | $ / shares | $ 11.25 |
Stock-Based Compensation - Ro38
Stock-Based Compensation - Rollforward of Outstanding Nonvested Stock Units (Details) - Nonvested Stock Unit Awards - $ / shares | 3 Months Ended | |
Apr. 30, 2016 | May. 02, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning balance, Shares | 598,697 | 887,853 |
Grants, Shares | 0 | 3,740 |
Forfeitures, Shares | 2,009 | |
Vested, Shares | 297,508 | 293,726 |
Ending balance, Shares | 301,189 | 595,858 |
Beginning balance, Weighted average grant-date fair value | $ 7.15 | $ 7.06 |
Grants, Weighted average grant-date fair value | 9.56 | |
Forfeitures, Weighted average grant-date fair value | 7.06 | |
Vested, Weighted average grant-date fair value | 7.16 | 7.06 |
Ending balance, Weighted average grant-date fair value | $ 7.14 | $ 7.07 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | Mar. 09, 2015 | Apr. 30, 2016 | Aug. 01, 2015 | May. 02, 2015 | Jan. 30, 2016 |
Operating Leases | |||||
Rent expense | $ 10,650 | $ 9,755 | |||
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 | ||||
Reversal amount of accrued litigation settlement | $ 4,000 |