Cover
Cover - shares | 9 Months Ended | |
Nov. 02, 2024 | Dec. 04, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Nov. 02, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-35535 | |
Entity Registrant Name | TILLY’S, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 45-2164791 | |
Entity Address, Address Line One | 10 Whatney | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92618 | |
City Area Code | 949 | |
Local Phone Number | 609-5599 | |
Title of 12(b) Security | Class A Common Stock, $0.001 par value per share | |
Trading Symbol | TLYS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001524025 | |
Current Fiscal Year End Date | --02-01 | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 22,845,799 | |
Common Stock (Class B) | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 7,306,108 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Nov. 02, 2024 | Feb. 03, 2024 | Oct. 28, 2023 |
Current assets: | |||
Cash and cash equivalents | $ 26,407 | $ 47,027 | $ 44,425 |
Marketable securities | 25,321 | 48,021 | 49,523 |
Receivables | 6,136 | 5,947 | 7,118 |
Merchandise inventories | 92,481 | 63,159 | 82,753 |
Prepaid expenses and other current assets | 11,781 | 11,905 | 11,816 |
Total current assets | 162,126 | 176,059 | 195,635 |
Operating lease assets | 181,117 | 203,825 | 216,205 |
Property and equipment, net | 42,603 | 48,063 | 49,220 |
Deferred tax assets, net | 0 | 0 | 13,229 |
Other assets | 1,424 | 1,598 | 1,685 |
TOTAL ASSETS | 387,270 | 429,545 | 475,974 |
Current liabilities: | |||
Accounts payable | 32,577 | 14,506 | 27,025 |
Accrued expenses | 12,771 | 13,063 | 14,688 |
Deferred revenue | 13,333 | 14,957 | 13,520 |
Accrued compensation and benefits | 8,127 | 9,902 | 10,590 |
Current portion of operating lease liabilities | 49,944 | 48,672 | 50,063 |
Current portion of operating lease liabilities, related party | 3,345 | 3,121 | 3,048 |
Other liabilities | 210 | 336 | 330 |
Total current liabilities | 120,307 | 104,557 | 119,264 |
Noncurrent portion of operating lease liabilities | 135,724 | 160,531 | 171,388 |
Noncurrent portion of operating lease liabilities, related party | 16,736 | 19,267 | 20,081 |
Other liabilities | 192 | 321 | 391 |
Total long-term liabilities | 152,652 | 180,119 | 191,860 |
Total liabilities | 272,959 | 284,676 | 311,124 |
Commitments and contingencies (Notes 2 and 5) | |||
Stockholders’ equity: | |||
Preferred stock, $0.001 par value; 10,000 shares authorized; no shares issued or outstanding | 0 | 0 | 0 |
Additional paid-in capital | 174,516 | 172,478 | 171,754 |
Accumulated deficit | (60,527) | (27,962) | (7,410) |
Accumulated other comprehensive income | 292 | 323 | 476 |
Total stockholders’ equity | 114,311 | 144,869 | 164,850 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 387,270 | 429,545 | 475,974 |
Common stock (Class A), $0.001 par value; 100,000 shares authorized; 22,846, 22,714 and 22,668 shares issued and outstanding, respectively | |||
Stockholders’ equity: | |||
Common stock | 23 | 23 | 23 |
Common stock (Class B), $0.001 par value; 35,000 shares authorized; 7,306, 7,306 and 7,306 shares issued and outstanding, respectively | |||
Stockholders’ equity: | |||
Common stock | $ 7 | $ 7 | $ 7 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Nov. 02, 2024 | Feb. 03, 2024 | Oct. 28, 2023 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 |
Common stock (Class A), $0.001 par value; 100,000 shares authorized; 22,846, 22,714 and 22,668 shares issued and outstanding, respectively | |||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 22,846,000 | 22,714,000 | 22,668,000 |
Common stock, shares outstanding (in shares) | 22,846,000 | 22,714,000 | 22,668,000 |
Common stock (Class B), $0.001 par value; 35,000 shares authorized; 7,306, 7,306 and 7,306 shares issued and outstanding, respectively | |||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 35,000,000 | 35,000,000 | 35,000,000 |
Common stock, shares issued (in shares) | 7,306,000 | 7,306,000 | 7,306,000 |
Common stock, shares outstanding (in shares) | 7,306,000 | 7,306,000 | 7,306,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | |
Net sales | $ 143,442 | $ 166,475 | $ 422,165 | $ 450,063 |
Cost of goods sold (includes buying, distribution, and occupancy costs) | 105,314 | 116,825 | 307,939 | 328,297 |
Rent expense, related party | 931 | 931 | 2,796 | 2,793 |
Total cost of goods sold (includes buying, distribution, and occupancy costs) | 106,245 | 117,756 | 310,735 | 331,090 |
Gross profit | 37,197 | 48,719 | 111,430 | 118,973 |
Selling, general and administrative expenses | 51,118 | 51,101 | 146,734 | 141,035 |
Rent expense, related party | 133 | 134 | 397 | 400 |
Total selling, general, and administrative expenses | 51,251 | 51,235 | 147,131 | 141,435 |
Operating loss | (14,054) | (2,516) | (35,701) | (22,462) |
Other income, net | 1,174 | 1,341 | 3,114 | 3,625 |
Loss before income taxes | (12,880) | (1,175) | (32,587) | (18,837) |
Income tax benefit | (5) | (328) | (22) | (4,897) |
Net loss | $ (12,875) | $ (847) | $ (32,565) | $ (13,940) |
Weighted average basic shares outstanding (in shares) | 30,060 | 29,872 | 30,017 | 29,834 |
Weighted average diluted shares outstanding (in shares) | 30,060 | 29,872 | 30,017 | 29,834 |
Class A and Class B common stock | ||||
Basic net loss per share of Class A and Class B common stock (in dollars per share) | $ (0.43) | $ (0.03) | $ (1.08) | $ (0.47) |
Diluted net loss per share of Class A and Class B common stock (in dollars per share) | $ (0.43) | $ (0.03) | $ (1.08) | $ (0.47) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (12,875) | $ (847) | $ (32,565) | $ (13,940) |
Other comprehensive (loss) income, net of tax: | ||||
Net change in unrealized (loss) gain on available-for-sale securities, net of tax | (164) | 223 | (31) | 271 |
Other comprehensive (loss) income, net of tax | (164) | 223 | (31) | 271 |
Comprehensive loss | $ (13,039) | $ (624) | $ (32,596) | $ (13,669) |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Common Stock (Class A) Common Stock | Common Stock (Class B) Common Stock |
Beginning balance (in shares) at Jan. 28, 2023 | 22,562,000 | 7,306,000 | |||||
Beginning balance at Jan. 28, 2023 | $ 176,798 | $ 30 | $ 170,033 | $ 6,530 | $ 205 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (13,940) | (13,940) | |||||
Restricted stock (in shares) | 57,000 | ||||||
Share-based compensation expense | 1,684 | 1,684 | |||||
Employee exercises of stock options (in shares) | 49,000 | ||||||
Employee stock option exercises | 210 | 210 | |||||
Taxes paid on short-swing profits disgorgement payment | (173) | (173) | |||||
Net change in unrealized (loss) gain on available-for-sale securities | 271 | 271 | |||||
Ending balance (in shares) at Oct. 28, 2023 | 22,668,000 | 7,306,000 | |||||
Ending balance at Oct. 28, 2023 | 164,850 | 30 | 171,754 | (7,410) | 476 | ||
Beginning balance (in shares) at Jul. 29, 2023 | 22,654,000 | 7,306,000 | |||||
Beginning balance at Jul. 29, 2023 | 164,915 | 30 | 171,195 | (6,563) | 253 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (847) | (847) | |||||
Restricted stock (in shares) | (17,000) | ||||||
Share-based compensation expense | 606 | 606 | |||||
Employee exercises of stock options (in shares) | 31,000 | ||||||
Employee stock option exercises | 126 | 126 | |||||
Taxes paid on short-swing profits disgorgement payment | (173) | (173) | |||||
Net change in unrealized (loss) gain on available-for-sale securities | 223 | 223 | |||||
Ending balance (in shares) at Oct. 28, 2023 | 22,668,000 | 7,306,000 | |||||
Ending balance at Oct. 28, 2023 | 164,850 | 30 | 171,754 | (7,410) | 476 | ||
Beginning balance (in shares) at Feb. 03, 2024 | 22,714,000 | 7,306,000 | |||||
Beginning balance at Feb. 03, 2024 | 144,869 | 30 | 172,478 | (27,962) | 323 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (32,565) | (32,565) | |||||
Restricted stock (in shares) | 61,000 | ||||||
Share-based compensation expense | $ 1,744 | 1,744 | |||||
Employee exercises of stock options (in shares) | 71,066 | 71,000 | |||||
Employee stock option exercises | $ 294 | 294 | |||||
Net change in unrealized (loss) gain on available-for-sale securities | (31) | (31) | |||||
Ending balance (in shares) at Nov. 02, 2024 | 22,846,000 | 7,306,000 | |||||
Ending balance at Nov. 02, 2024 | 114,311 | 30 | 174,516 | (60,527) | 292 | ||
Beginning balance (in shares) at Aug. 03, 2024 | 22,846,000 | 7,306,000 | |||||
Beginning balance at Aug. 03, 2024 | 126,773 | 30 | 173,939 | (47,652) | 456 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (12,875) | (12,875) | |||||
Share-based compensation expense | 577 | 577 | |||||
Net change in unrealized (loss) gain on available-for-sale securities | (164) | (164) | |||||
Ending balance (in shares) at Nov. 02, 2024 | 22,846,000 | 7,306,000 | |||||
Ending balance at Nov. 02, 2024 | $ 114,311 | $ 30 | $ 174,516 | $ (60,527) | $ 292 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Nov. 02, 2024 | Oct. 28, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (32,565,000) | $ (13,940,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 9,586,000 | 9,547,000 |
Share-based compensation expense | 1,744,000 | 1,684,000 |
Impairment of assets | 3,605,000 | 2,631,000 |
(Gain) loss on disposal of assets | (45,000) | 2,000 |
Gain on maturities of marketable securities | (1,449,000) | (1,156,000) |
Deferred income taxes | 0 | (4,732,000) |
Changes in operating assets and liabilities: | ||
Receivables | 611,000 | 4,196,000 |
Merchandise inventories | (29,322,000) | (20,636,000) |
Prepaid expenses and other assets | 900,000 | 5,980,000 |
Accounts payable | 18,047,000 | 11,033,000 |
Accrued expenses | (159,000) | 106,000 |
Accrued compensation and benefits | (1,775,000) | 2,407,000 |
Operating lease liabilities | (5,422,000) | (4,545,000) |
Deferred revenue | (1,624,000) | (2,583,000) |
Other liabilities | (335,000) | (452,000) |
Net cash used in operating activities | (38,203,000) | (10,458,000) |
Cash flows from investing activities: | ||
Purchases of marketable securities | (59,557,000) | (88,146,000) |
Purchases of property and equipment | (6,678,000) | (10,543,000) |
Proceeds from maturities of marketable securities | 83,500,000 | 80,000,000 |
Proceeds from sale of property and equipment | 24,000 | 9,000 |
Net cash provided by (used in) investing activities | 17,289,000 | (18,680,000) |
Cash flows from financing activities: | ||
Taxes paid on short-swing profits disgorgement payment | 0 | (173,000) |
Proceeds from exercise of stock options | 294,000 | 210,000 |
Net cash provided by financing activities | 294,000 | 37,000 |
Change in cash and cash equivalents | (20,620,000) | (29,101,000) |
Cash and cash equivalents, beginning of period | 47,027,000 | 73,526,000 |
Cash and cash equivalents, end of period | 26,407,000 | 44,425,000 |
Supplemental disclosures of cash flow information: | ||
Income taxes paid (refunded) | 71,000 | (6,429,000) |
Supplemental disclosure of non-cash activities: | ||
Unpaid purchases of property and equipment | 953,000 | 2,022,000 |
Operating lease liabilities arising from obtaining operating lease assets | $ 19,431 | $ 44,246 |
Description of the Company and
Description of the Company and Basis of Presentation | 9 Months Ended |
Nov. 02, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Company and Basis of Presentation | Description of the Company and Basis of Presentation Tillys is a leading destination specialty retailer of casual apparel, footwear, accessories and hardgoods for young men, young women, boys and girls with an extensive assortment of iconic global, emerging, and proprietary brands rooted in an active, outdoor and social lifestyle. Tillys is headquartered in Irvine, California and operated 246 stores, in 33 states as of November 2, 2024. Our stores are located in malls, lifestyle centers, ‘power’ centers, community centers, outlet centers and street-front locations. Customers may also shop online at www.tillys.com, where we feature the same assortment of products as carried in our brick-and-mortar stores, supplemented by additional online-only styles. Our goal is to serve as a destination for the latest, most relevant merchandise and brands important to our customers. The Tillys concept began in 1982, when our co-founders, Hezy Shaked and Tilly Levine, opened their first store in Orange County, California. Since 1984, the business has been conducted through World of Jeans & Tops, a California corporation, or “WOJT”, which operates under the name “Tillys”. In May 2011, Tilly’s, Inc., a Delaware corporation, was formed solely for the purpose of reorganizing the corporate structure of WOJT in preparation for an initial public offering. As part of the initial public offering in May 2012, WOJT became a wholly owned subsidiary of Tilly's, Inc. The consolidated financial statements include the accounts of Tilly's, Inc. and WOJT. All intercompany accounts and transactions have been eliminated in consolidation. As used in these Notes to the Consolidated Financial Statements, except where the context otherwise requires or where otherwise indicated, the terms "the Company", "we", "our", "us" and "Tillys" refer to Tilly's, Inc. and its subsidiary, WOJT. We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial reporting. These unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted from this Quarterly Report on Form 10-Q as is permitted by SEC rules and regulations. In the opinion of management, the accompanying unaudited consolidated financial statements contain all normal and recurring adjustments necessary to present fairly the financial condition, results of operations and cash flows for the interim periods presented. The results of operations for the thirteen and thirty-nine week periods ended November 2, 2024 are not necessarily indicative of results to be expected for the full fiscal year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024 ("fiscal 2023"). Fiscal Periods Our fiscal year ends on the Saturday closest to January 31. References to fiscal 2024 refer to the fiscal year ending February 1, 2025. References to the fiscal quarters or first nine months ended November 2, 2024 and October 28, 2023 refer to the thirteen and thirty-nine week periods ended as of those dates, respectively. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Nov. 02, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Information regarding our significant accounting policies is contained in Note 2, “Summary of Significant Accounting Policies”, of the consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024. Revenue Recognition Revenue is recognized for store sales when the customer receives and pays for the merchandise at the register, net of estimated returns and taxes collected from our customers. For e-commerce ("e-com") net sales, we recognize revenue, net of sales taxes and estimated sales returns, and the related cost of goods sold at the time the merchandise is shipped to the customer. Amounts related to shipping and handling that are billed to customers are reflected in net sales, and the related costs are reflected in cost of goods sold in the Consolidated Statements of Operations. The following table summarizes net sales from our retail stores and e-com (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Retail stores $ 111,253 $ 132,431 $ 336,409 $ 360,050 E-com 32,189 34,044 85,756 90,013 Total net sales $ 143,442 $ 166,475 $ 422,165 $ 450,063 The following table summarizes the percentage of net sales by department: Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Mens 35 % 35 % 34 % 35 % Womens 25 % 25 % 29 % 28 % Accessories 19 % 19 % 16 % 17 % Footwear 12 % 11 % 12 % 12 % Boys 5 % 5 % 5 % 4 % Girls 4 % 5 % 4 % 4 % Total net sales 100 % 100 % 100 % 100 % The following table summarizes the percentage of net sales by third-party and proprietary branded merchandise: Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Third-party 68 % 69 % 67 % 68 % Proprietary 32 % 31 % 33 % 32 % Total net sales 100 % 100 % 100 % 100 % We accrue for estimated sales returns by customers based on historical sales return results. As of November 2, 2024, February 3, 2024 and October 28, 2023, our reserve for sales returns was $1.2 million, $1.3 million and $1.5 million, respectively, and is included in accrued expenses on the accompanying Consolidated Balance Sheets. We recognize revenue from gift cards as they are redeemed for merchandise. Prior to redemption, we maintain a current liability for unredeemed gift card balances. The customer liability balance was $8.6 million, $10.2 million and $8.8 million as of November 2, 2024, February 3, 2024 and October 28, 2023, respectively, and is included in deferred revenue on the accompanying Consolidated Balance Sheets. Our gift cards do not have expiration dates, and in most cases there is no legal obligation to remit unredeemed gift cards to relevant jurisdictions. Based on actual historical redemption patterns, we determined that a small percentage of gift cards are unlikely to be redeemed (which we refer to as gift card "breakage"). Based on our historical gift card breakage rate, we recognize breakage revenue over the redemption period in proportion to actual gift card redemptions. Revenue recognized from gift cards was $2.0 million and $2.3 million for the thirteen weeks ended November 2, 2024 and October 28, 2023, respectively. For the thirteen weeks ended November 2, 2024 and October 28, 2023, the opening gift card balance was $8.8 million and $9.2 million, respectively, of which $0.5 million and $0.7 million, respectively, were recognized as revenue during these periods. Revenue recognized from gift cards was $7.2 million and $8.6 million for the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively. For the thirty-nine weeks ended November 2, 2024 and October 28, 2023, the opening gift card balance was $10.2 million and $11.1 million, respectively, of which $3.3 million and $4.1 million, respectively, were recognized as revenue during these periods. We have a customer loyalty program where customers accumulate points based on purchase activity. Once a loyalty member achieves a certain point level, the member earns an award that may be used towards the purchase of merchandise. Unredeemed awards and accumulated partial points are accrued as deferred revenue and awards redeemed by the member for merchandise are recorded as an increase to net sales. Our loyalty program allows customers to redeem their awards instantly or build up to additional awards over time. Unredeemed awards and accumulated partial points expire 365 days after the customer's original purchase date. A liability is estimated based on the standalone selling price of points earned and expected future redemptions. The deferred revenue for this program was $4.7 million as of November 2, 2024, February 3, 2024 and October 28, 2023. The value of points redeemed through our loyalty program was $1.7 million and $2.1 million for the thirteen-weeks ended November 2, 2024 and October 28, 2023, respectively. For the thirteen weeks ended November 2, 2024 and October 28, 2023, the opening loyalty program balance was $4.8 million and $4.8 million, respectively, of which $1.7 million was recognized as revenue during both of these periods. The value of points redeemed through our loyalty program was $5.4 million and $5.8 million for the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively. For the thirty-nine weeks ended November 2, 2024 and October 28, 2023, the opening loyalty program balance was $4.7 million and $5.0 million, respectively, of which $3.6 million and $4.0 million, respectively, were recognized as revenue during these periods. Property and Equipment, net Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Equipment is depreciated over five Repairs and maintenance costs are charged directly to expense as incurred. Major renewals, replacements and improvements that substantially extend the useful life of an asset are capitalized and depreciated. At November 2, 2024, February 3, 2024 and October 28, 2023, property and equipment consisted of the following (in thousands): November 2, February 3, October 28, Leasehold improvements $ 160,152 $ 160,572 $ 160,072 Computer hardware and software 51,653 47,003 46,292 Furniture and fixtures 46,370 46,747 47,216 Machinery and equipment 34,663 34,693 34,546 Vehicles 2,265 2,508 2,497 Construction in progress 3,967 4,638 6,156 Property and equipment, gross 299,070 296,161 296,779 Accumulated depreciation (256,467) (248,098) (247,559) Property and equipment, net $ 42,603 $ 48,063 $ 49,220 Depreciation expense related to property and equipment was $3.3 million and $3.1 million for the thirteen-weeks ended November 2, 2024 and October 28, 2023, respectively. Depreciation expense related to property and equipment was $9.6 million and $9.5 million for the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively. Leases We conduct all of our retail sales and corporate operations in leased facilities. Lease terms generally range up to 10 years in duration (subject to elective extensions) and provide for escalations in base rents. Many of our store leases contain one or more options to renew the lease at our sole discretion. Generally, we do not consider any additional renewal periods to be reasonably certain of being exercised. Most store leases include tenant allowances from landlords, rent escalation clauses and/or contingent rent provisions. Certain leases provide for additional rent based on a percentage of sales and annual rent increases generally based upon the Consumer Price Index. In addition, most of our store leases are net leases, which typically require us to be responsible for certain property operating expenses, including property taxes, insurance, common area maintenance, in addition to base rent. Many of our store leases contain certain co-tenancy provisions that permit us to pay rent based on a pre-determined percentage of sales when the occupancy of the retail center falls below minimums established in the lease. For non-cancelable operating lease agreements, operating lease assets and operating lease liabilities are established for leases with an expected term greater than one year, and we recognize a single lease cost, with such cost allocated over the lease term, on a straight-line basis. We do not record any leases with terms of 12 months or less as operating lease assets or operating lease liabilities, these are instead expensed as incurred. Contingent rent, determined based on a percentage of net sales in excess of specified levels, is recognized as rent expense when the achievement of those specified net sales is probable. Our operating leases typically include non-lease components such as common-area maintenance costs, utilities, and other maintenance costs. We have elected to include non-lease components with the lease payments for the purpose of calculating the lease right-of-use assets and liabilities to the extent that they are fixed. Non-lease components that are not fixed are expensed as incurred as variable lease payments. We lease approximately 172,000 square feet of office and warehouse space (10 and 12 Whatney, Irvine, California) from a company that is owned by the co-founders of Tillys. During each of the thirteen and thirty-nine week periods ended November 2, 2024 and October 28, 2023 we incurred rent expense of $0.5 million and $1.6 million, respectively, related to this lease. Pursuant to the lease agreement, the lease payment adjusts annually based upon the Los Angeles/Anaheim/Riverside Urban Consumer Price Index (the "LAARUCPI"), not to exceed 7%. The lease began on January 1, 2003 and terminates on December 31, 2027. We lease approximately 26,000 square feet of office and warehouse space (11 Whatney, Irvine, California) from a company that is owned by one of the co-founders of Tillys. During each of the thirteen and thirty-nine week periods ended November 2, 2024 and October 28, 2023 we incurred rent expense of $0.2 million and $0.5 million, respectively, related to this lease. Pursuant to the lease agreement, the lease payment adjusts annually at the greater of 5% or the change in the LAARUCPI. The lease began on June 29, 2012 and terminates on June 30, 2032. We lease approximately 81,000 square feet of office and warehouse space (17 Pasteur, Irvine, California) from a company that is owned by one of the co-founders of Tillys. We use this property as our e-com distribution center. During each of the thirteen and thirty-nine week periods ended November 2, 2024 and October 28, 2023 we incurred rent expense of $0.4 million and $1.1 million, respectively, related to this lease. The lease payment adjusts annually based upon the greater of 5% or the change in the LAARUCPI. The lease began on November 1, 2011 and terminates on October 31, 2031. We sublease a portion of our office space, approximately 5,887 square feet, in the 17 Pasteur, Irvine, California facility to Tilly's Life Center ("TLC"), a related party and a charitable organization. During the thirteen-week periods ended November 2, 2024 and October 28, 2023 we recorded sublease income of $23.4 thousand and $22.3 thousand, respectively, related to this lease. During the thirty-nine week periods ended November 2, 2024 and October 28, 2023 we recorded sublease income of $70.1 thousand and $66.8 thousand, respectively. The lease term is for five years and terminates on January 31, 2027. Sublease income is recognized on a straight-line basis over the sublease agreement and is recorded as an offset within the selling, general and administrative section in the Consolidated Statements of Operations. The maturity of operating lease liabilities and sublease income as of November 2, 2024 were as follows (in thousands): Fiscal Year Related Party Other Total Sublease Income 2024 $ 1,043 $ 16,819 $ 17,862 $ 24 2025 4,244 57,408 61,652 99 2026 4,411 41,765 46,176 105 2027 4,167 33,314 37,481 — 2028 2,251 23,461 25,712 — Thereafter 7,073 48,346 55,419 — Total minimum lease payments 23,189 221,113 244,302 228 Less: Amount representing interest 3,108 35,445 38,553 — Present value of operating lease liabilities $ 20,081 $ 185,668 $ 205,749 $ 228 As of November 2, 2024, additional operating lease liabilities that had not yet commenced were $1.2 million. Lease expense for the thirteen and thirty-nine week periods ended November 2, 2024 and October 28, 2023 was as follows (in thousands): Thirteen Weeks Ended November 2, 2024 October 28, 2023 Cost of goods sold SG&A Total Cost of goods sold SG&A Total Fixed operating lease expense $ 16,827 $ 360 $ 17,187 $ 16,748 $ 350 $ 17,098 Variable lease expense 3,396 15 3,411 4,409 16 4,425 Total lease expense $ 20,223 $ 375 $ 20,598 $ 21,157 $ 366 $ 21,523 Thirty-Nine Weeks Ended November 2, 2024 October 28, 2023 Cost of goods sold SG&A Total Cost of goods sold SG&A Total Fixed operating lease expense $ 50,077 $ 1,074 $ 51,151 $ 48,205 $ 1,044 $ 49,249 Variable lease expense 11,100 34 11,134 15,096 55 15,151 Total lease expense $ 61,177 $ 1,108 $ 62,285 $ 63,301 $ 1,099 $ 64,400 Supplemental lease information for the thirty-nine weeks ended November 2, 2024 and October 28, 2023 was as follows: Thirty-Nine Weeks Ended November 2, 2024 October 28, 2023 Cash paid for amounts included in the measurement of operating lease liabilities (in thousands) $55,024 $53,660 Weighted average remaining lease term (in years) 5.1 years 5.5 years Weighted average interest rate (1) 6.67% 6.60% (1) Since our leases do not provide an implicit rate, we used our incremental borrowing rate ("IBR") at lease inception, or lease modification, in determining the present value of future minimum payments. In determining an appropriate IBR, our assumptions included the use of a consistent discount rate for a portfolio of leases entered into at varying dates, the full 10-year term of the lease, excluding any options, and the total minimum lease payments. Income Taxes Our effective income tax rate was 0.1% of pre-tax loss, compared to 26.0% of pre-tax loss, for the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively. Our effective income tax rate was significantly different than the statutory tax rate due to the continuing impact of a full, non-cash deferred tax asset valuation allowance. New Accounting Standards Not Yet Adopted In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU No. 2023-07"), Segment reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”) , which amended Topic 280. The amendments in this update enhance segment reporting by expanding the breadth and frequency of segment disclosures required by public entities. ASU 2023-07 requires public entities to disclose factors used to identify the entities' reportable segments, how the Chief Operating Decision Maker (“CODM”) uses the reported measure(s) of a segment's profit or loss to assess segment performance and decide how to allocate resources, significant expenses regularly provided to the CODM and included within the reported measure(s) of a segment's profit or loss, types of products and services from which each reportable segment derives its revenues, and the title and position of the CODM. The new standard is effective for public entities with fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted and is required to be adopted retrospectively for all prior periods presented in the consolidated financial statements. Other than the new disclosure requirements, the adoption of this guidance will not have a significant impact on the Company's consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. The new standard is effective for public entities with annual periods beginning after December 15, 2024, with early adoption permitted and should be applied prospectively with the option of retrospective application. We are currently evaluating the impact of this guidance on our consolidated financial statements. |
Marketable Securities
Marketable Securities | 9 Months Ended |
Nov. 02, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | Marketable Securities Marketable securities consist of commercial paper, classified as available-for-sale, and fixed income securities, classified as held-to-maturity, as we have the intent and ability to hold them to maturity. Our investments in commercial paper and fixed income securities are recorded at fair value and amortized cost, respectively, which approximates fair value. All of our marketable securities are less than one year from maturity. The following table summarizes our investments in marketable securities at November 2, 2024, February 3, 2024 and October 28, 2023 (in thousands): November 2, 2024 Cost or Gross Unrealized Gross Unrealized Estimated Commercial paper $ 19,571 $ 231 $ — $ 19,802 Fixed income securities 5,519 — — 5,519 Total marketable securities $ 25,090 $ 231 $ — $ 25,321 February 3, 2024 Cost or Gross Unrealized Gross Unrealized Estimated Commercial paper $ 44,072 $ 438 $ — $ 44,510 Fixed income securities 3,511 — — 3,511 Total marketable securities $ 47,583 $ 438 $ — $ 48,021 October 28, 2023 Cost or Gross Unrealized Gross Unrealized Estimated Commercial paper $ 48,874 $ 649 $ — $ 49,523 Total marketable securities $ 48,874 $ 649 $ — $ 49,523 We recognized gains on investments for commercial paper that matured during the thirteen and thirty-nine week periods ended November 2, 2024 and October 28, 2023. Upon recognition of the gains, we reclassified these amounts out of "Accumulated other comprehensive income" and into “Other income, net” on the Consolidated Statements of Operations. The following table summarizes our gains on investments for commercial paper (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Gains on investments $ 573 $ 442 $ 1,501 $ 1,158 |
Asset-Backed Credit Agreement
Asset-Backed Credit Agreement | 9 Months Ended |
Nov. 02, 2024 | |
Debt Disclosure [Abstract] | |
Asset-Backed Credit Agreement | Asset-Backed Credit Agreement On April 27, 2023 (the “Closing Date”), we entered into an asset-backed credit agreement and revolving line of credit note (the "Note" and, collectively, the “Credit Agreement”) with Wells Fargo Bank, National Association, as lender (the “Bank”). The Credit Agreement provides for an asset-based, senior secured revolving credit facility (“Revolving Facility”) of up to $65.0 million (“Revolving Commitment”) consisting of revolving loans, letters of credit and swing line loans, with a sub-limit on letters of credit outstanding at any time of $10.0 million and a sub-limit for swing line loans of $7.5 million, which replaced our previous senior secured credit agreement. The Credit Agreement also includes an uncommitted accordion feature whereby we may increase the Revolving Commitment by an aggregate amount not to exceed $12.5 million, subject to certain conditions. The Revolving Facility matures on April 27, 2026. The payment and performance in full of the secured obligations under the Revolving Facility are secured by a lien on and security interest in all of our assets. The maximum borrowings permitted under the Revolving Facility is equal to the lesser of (x) the Revolving Commitment and (y) the applicable borrowing base, which is equal to (i) 90% of our eligible credit card receivables, plus (ii) 90% of the cost of certain adjusted eligible inventory, less certain inventory reserves, plus (iii) 90% of the cost of certain adjusted eligible in-transit inventory, less certain inventory reserves, less (iv) certain other reserves established by the Bank. The unused portion of the Revolving Commitment accrues a commitment fee of 0.375% per annum. Borrowings under the Revolving Facility bear interest at a rate per annum that ranges from the Secured Overnight Financing Rate (“SOFR”) plus a credit spread adjustment (equal to 10 basis points for one- and three-month term SOFR) plus 1.50% to 2.00%, or a base rate (as calculated in accordance with the Credit Agreement) (the “Base Rate”) plus 0.50% to 1.00%, based on the average daily borrowing capacity under the Revolving Facility over the applicable fiscal quarter. We are allowed to elect to apply either SOFR or Base Rate interest to borrowings at our discretion, other than in the case of swing line loans, to which the Base Rate shall apply. Under the Credit Agreement, we are subject to a variety of affirmative and negative covenants customary in an asset-based lending facility, including a financial covenant relating to availability (which is required to remain above the greater of: (i) ten percent (10%) of the Loan Cap (as defined in the Credit Agreement) and (ii) $6.0 million). Beginning April 27, 2024, we are permitted to declare or pay cash dividends and/or repurchase our common stock provided, among other things, no default or event of default exists as of the date of any such payment and after giving effect thereto and certain minimum availability and minimum projected availability tests are satisfied. Events of default under the Credit Agreement include, among other things, failure to pay principal, interest, fees or other amounts; covenant defaults; material inaccuracy of representations and warranties; bankruptcy events; actual or asserted invalidity of any the Credit Agreement or related loan documents; or a change of control. In connection with the entry into the Credit Agreement, on April 27, 2023, we entered into certain ancillary agreements including (i) a security agreement in favor of the Bank, and (ii) a guarantee by us in favor of the Bank. As of November 2, 2024, we were in compliance with all of our covenants, were eligible to borrow up to a total of $63.0 million and had no outstanding borrowings under the Credit Agreement. The only utilization of the letters of credit sub-limit under the Credit Agreement was a $2.0 million irrevocable standby letter of credit. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Nov. 02, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Indemnifications, Commitments, and Guarantees During the normal course of business, we have made certain indemnifications, commitments, and guarantees under which we may be required to make payments for certain transactions. These indemnifications include, but are not limited to, those given to various lessors in connection with facility leases for certain claims arising from such facility or lease and indemnifications to our directors and officers to the maximum extent permitted under the laws of the state of Delaware. The majority of these indemnifications, commitments, and guarantees do not provide for any limitation of the maximum potential future payments we could be obligated to make, and their duration may be indefinite. We have not recorded any liability for these indemnifications, commitments, and guarantees in the accompanying Consolidated Balance Sheets. Legal Proceedings |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Nov. 02, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We determine fair value based on a three-level valuation hierarchy as described below. Fair value is defined as the exit price associated with the sale of an asset or transfer of a liability in an orderly transaction between market participants at the measurement date. The three-level hierarchy of inputs used to determine fair value is as follows: • Level 1 – Quoted prices in active markets for identical assets and liabilities. • Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs (i.e. projections, estimates, interpretations, etc.) that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. We measure certain financial assets at fair value on a recurring basis, including our marketable securities which are classified as available-for-sale securities, and certain cash equivalents, specifically money market securities, commercial paper, municipal bonds and certificates of deposits. The money market accounts are valued based on quoted market prices in active markets. The available-for-sale marketable securities are valued based on other observable inputs for those securities (including market corroborated pricing or other models that utilize observable inputs such as interest rates and yield curves) based on information provided by independent third party entities. From time to time, we measure certain assets at fair value on a non-recurring basis, including evaluation of long-lived assets for impairments using Company-specific assumptions which would fall within Level 3 of the fair-value hierarchy. Fair value calculations contain significant judgments and estimates, which may differ from actual results due to, among other things, economic conditions, changes to the business model or changes in operating performance. As of November 2, 2024, February 3, 2024 and October 28, 2023, we did not have any Level 3 financial assets. We conduct reviews on a quarterly basis to verify pricing, assess liquidity and determine if significant inputs have changed that would impact the fair value hierarchy disclosure. Financial Assets In accordance with the provisions of ASC 820, Fair Value Measurement , we categorized our financial assets based on the priority of the inputs to the valuation technique for the instruments as follows (in thousands): November 2, 2024 February 3, 2024 October 28, 2023 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash equivalents (1) : Money market securities $ 15,484 $ — $ — $45,672 $ — $ — $42,544 $ — $ — Commercial paper — 9,980 — — — — — — — Marketable securities: Commercial paper $ — $ 19,802 $ — $ — $ 44,510 $ — $ — $ 49,523 $ — (1) Excludes cash of $0.9 million, $1.4 million and $1.9 million as of November 2, 2024, February 3, 2024 and October 28, 2023, respectively. Impairment of Long-Lived Assets On at least a quarterly basis, we assess whether events or changes in circumstances have occurred that potentially indicate that the carrying value of long-lived assets and operating lease right-of-use ("ROU") assets may not be recoverable. Based on Level 3 inputs of historical operating performance, including sales trends, gross margin rates, current cash flows from operations and the projected outlook for each of our stores, we determine if a store would be able to generate sufficient undiscounted cash flows over the remaining term to recover our investment in long-lived and ROU assets. If the undiscounted future cash flows are less than the carrying value, an impairment loss is recognized for the difference between the carrying value and the estimated fair value of assets based on the discounted cash flows of the assets using a rate that approximates the weighted average cost of capital plus a company-specific risk premium. Impairment losses are allocated between the long-lived assets and ROU assets on a relative carrying amount basis. The fair values of ROU assets are estimated by an independent third party and represent the highest and best use to a market participant. We determined that certain stores would not be able to generate sufficient cash flows over the remaining term of the related leases to recover our investment or the ROU in the respective stores. As a result of this assessment, we recorded non-recurring, non-cash impairment charges of $3.6 million and $2.6 million in the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively, to write-down the carrying value of certain long-lived store assets and ROU assets to their estimated fair values. Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, ($ in thousands) Carrying value of assets with impairment $ 7,711 $ 4,415 $ 16,941 $ 5,572 Fair value of assets impaired $ 6,605 $ 2,740 $ 13,336 $ 2,941 Number of stores tested for impairment 62 39 65 41 Number of stores with impairment 16 11 29 21 |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Nov. 02, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation The Tilly's, Inc. 2012 Second Amended and Restated Equity and Incentive Plan, as amended in June 2020 (the "2012 Plan"), authorizes up to 6,613,900 shares for issuance of options, shares or rights to acquire our Class A common stock and allows for, among other things, operating income and comparable store sales growth targets as additional performance goals that may be used in connection with performance-based awards granted under the 2012 Plan. As of November 2, 2024, there were 996,467 shares available for future issuance under the 2012 Plan. Stock Options We grant stock options to certain employees that give them the right to acquire our Class A common stock under the 2012 Plan. The exercise price of options granted is equal to the closing price per share of our stock at the date of grant. The non-qualified options vest at a rate of 25% on each of the first four The following table summarizes stock option activity for the thirty-nine weeks ended November 2, 2024 (aggregate intrinsic value in thousands): Stock Grant Date Weighted Aggregate Outstanding at February 3, 2024 2,447,247 $ 8.34 Granted 536,000 $ 6.66 Exercised (71,066) $ 4.13 Forfeited (69,625) $ 7.29 Expired (444,005) $ 10.37 Outstanding at November 2, 2024 2,398,551 $ 7.75 7.5 $ — Exercisable at November 2, 2024 1,103,301 $ 8.54 5.9 $ — (1) Intrinsic value for stock options is defined as the difference between the market price of our Class A common stock on the last business day of the fiscal period and the weighted average exercise price of in-the-money stock options outstanding at the end of the fiscal period. The market value per share was $3.94 at November 2, 2024. The stock option awards were measured at fair value on the grant date using the Black-Scholes option valuation model. Key input assumptions used to estimate the fair value of stock options include the exercise price of the award, the expected option term, expected volatility of our stock over the option’s expected term, the risk-free interest rate over the option’s expected term and our expected annual dividend yield, if any. We account for forfeitures as they occur. We issue shares of Class A common stock when stock option awards are exercised. The fair values of stock options granted during the thirteen and thirty-nine weeks ended November 2, 2024 and October 28, 2023 were estimated on the grant date using the following assumptions: Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Weighted average grant-date fair value per option granted $ 2.62 $ — $ 3.63 $ 3.50 Expected option term (1) 5.4 years — 5.6 years 5.5 years Weighted average expected volatility factor (2) 55.3 % — % 54.8 % 56.3 % Weighted average risk-free interest rate (3) 3.5 % — % 4.3 % 4.0 % Expected annual dividend yield (4) — % — % — % — % (1) The expected option term of the awards represents the estimated time that options are expected to be outstanding based upon historical option data. (2) Stock volatility for each grant is measured using the historical daily price changes of our common stock over the most recent period equal to the expected option term of the awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term as the expected life of the stock option as of the grant date. (4) We do not currently have a dividend policy, and we do not currently anticipate paying any cash dividends on our common stock at this time. In compliance with our Credit Agreement, we were prohibited from declaring or paying any cash dividends prior to April 27, 2024. Restricted Stock Awards Restricted stock awards ("RSAs") represent restricted shares issued upon the date of grant in which the recipient's rights in the stock are restricted until the shares are vested, whereas restricted stock units ("RSUs") represent shares issuable in the future upon vesting. Under the 2012 Plan, we grant RSAs to independent members of our Board of Directors and RSUs to certain employees. RSAs granted to Board members vest at a rate of 50% on each of the first two four The following table summarizes the status of non-vested restricted stock as of November 2, 2024, and the changes since February 3, 2024: Restricted Weighted Nonvested at February 3, 2024 87,525 $ 6.86 Granted 61,184 5.23 Vested (56,990) 7.02 Nonvested at November 2, 2024 91,719 $ 5.67 Share-based compensation expense associated with stock options and restricted stock is recognized on a straight-line basis over the requisite service period. The following table summarizes share-based compensation expense recorded in the Consolidated Statements of Operations (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Cost of goods sold $ 77 $ 82 $ 254 $ 206 Selling, general, and administrative 500 524 1,490 1,478 Total share-based compensation $ 577 $ 606 $ 1,744 $ 1,684 At November 2, 2024, there was $4.4 million of total unrecognized share-based compensation expense related to unvested stock options and restricted stock. This cost has a weighted average remaining recognition period of 2.5 years. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Nov. 02, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Loss Per Share Earnings per share is computed under the provisions of ASC 260, Earnings Per Share . Basic earnings per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential shares of common stock (i.e., in-the-money outstanding stock options as well as RSAs) outstanding during the period using the treasury stock method, whereby proceeds from such exercise, unamortized compensation and hypothetical excess tax benefits, if any, on share-based awards are assumed to be used by us to purchase shares of common stock at the average market price during the period. The components of basic and diluted net loss per share were as follows (in thousands, except per share amounts): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Net loss $ (12,875) $ (847) $ (32,565) $ (13,940) Weighted average basic shares outstanding 30,060 29,872 30,017 29,834 Dilutive effect of in-the-money stock options and RSAs — — — — Weighted average shares for diluted net loss per share 30,060 29,872 30,017 29,834 Basic net loss per share of Class A and Class B common stock $ (0.43) $ (0.03) $ (1.08) $ (0.47) Diluted net loss per share of Class A and Class B common stock $ (0.43) $ (0.03) $ (1.08) $ (0.47) The following stock options and restricted stock have been excluded from the calculation of diluted net loss per share as the effect of including these stock options would have been anti-dilutive (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Stock options 2,151 2,098 2,149 2,103 Restricted stock 31 — — — Total 2,182 2,098 2,149 2,103 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | |
Pay vs Performance Disclosure | ||||
Net loss | $ (12,875) | $ (847) | $ (32,565) | $ (13,940) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Nov. 02, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Nov. 02, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial reporting. These unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted from this Quarterly Report on Form 10-Q as is permitted by SEC rules and regulations. In the opinion of management, the accompanying unaudited consolidated financial statements contain all normal and recurring adjustments necessary to present fairly the financial condition, results of operations and cash flows for the interim periods presented. The results of operations for the thirteen and thirty-nine week periods ended November 2, 2024 are not necessarily indicative of results to be expected for the full fiscal year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024 ("fiscal 2023"). |
Fiscal Periods | Fiscal Periods Our fiscal year ends on the Saturday closest to January 31. References to fiscal 2024 refer to the fiscal year ending February 1, 2025. References to the fiscal quarters or first nine months ended November 2, 2024 and October 28, 2023 refer to the thirteen and thirty-nine week periods ended as of those dates, respectively. |
Revenue Recognition | Revenue Recognition |
Property and Equipment, net | Property and Equipment, net Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Equipment is depreciated over five Repairs and maintenance costs are charged directly to expense as incurred. Major renewals, replacements and improvements that substantially extend the useful life of an asset are capitalized and depreciated. |
Leases | Leases We conduct all of our retail sales and corporate operations in leased facilities. Lease terms generally range up to 10 years in duration (subject to elective extensions) and provide for escalations in base rents. Many of our store leases contain one or more options to renew the lease at our sole discretion. Generally, we do not consider any additional renewal periods to be reasonably certain of being exercised. Most store leases include tenant allowances from landlords, rent escalation clauses and/or contingent rent provisions. Certain leases provide for additional rent based on a percentage of sales and annual rent increases generally based upon the Consumer Price Index. In addition, most of our store leases are net leases, which typically require us to be responsible for certain property operating expenses, including property taxes, insurance, common area maintenance, in addition to base rent. Many of our store leases contain certain co-tenancy provisions that permit us to pay rent based on a pre-determined percentage of sales when the occupancy of the retail center falls below minimums established in the lease. For non-cancelable operating lease agreements, operating lease assets and operating lease liabilities are established for leases with an expected term greater than one year, and we recognize a single lease cost, with such cost allocated over the lease term, on a straight-line basis. We do not record any leases with terms of 12 months or less as operating lease assets or operating lease liabilities, these are instead expensed as incurred. Contingent rent, determined based on a percentage of net sales in excess of specified levels, is recognized as rent expense when the achievement of those specified net sales is probable. |
Income Taxes | Income Taxes Our effective income tax rate was 0.1% of pre-tax loss, compared to 26.0% of pre-tax loss, for the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively. Our effective income tax rate was significantly different than the statutory tax rate due to the continuing impact of a full, non-cash deferred tax asset valuation allowance. |
New Accounting Standards Not Yet Adopted | New Accounting Standards Not Yet Adopted In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU No. 2023-07"), Segment reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”) , which amended Topic 280. The amendments in this update enhance segment reporting by expanding the breadth and frequency of segment disclosures required by public entities. ASU 2023-07 requires public entities to disclose factors used to identify the entities' reportable segments, how the Chief Operating Decision Maker (“CODM”) uses the reported measure(s) of a segment's profit or loss to assess segment performance and decide how to allocate resources, significant expenses regularly provided to the CODM and included within the reported measure(s) of a segment's profit or loss, types of products and services from which each reportable segment derives its revenues, and the title and position of the CODM. The new standard is effective for public entities with fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted and is required to be adopted retrospectively for all prior periods presented in the consolidated financial statements. Other than the new disclosure requirements, the adoption of this guidance will not have a significant impact on the Company's consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. The new standard is effective for public entities with annual periods beginning after December 15, 2024, with early adoption permitted and should be applied prospectively with the option of retrospective application. We are currently evaluating the impact of this guidance on our consolidated financial statements. In November 2024, the FASB issued ASU 2024-03, Income Statement (Subtopic 220-40): Reporting Comprehensive Income - Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses, ("ASU 2024-03") . ASU 2024-03 requires public business entities to disclose in the notes to the financial statements, among other things, specific information about certain costs and expenses including purchases of inventory, employee compensation, and depreciation and amortization. This new standard is effective for fiscal years beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Nov. 02, 2024 | |
Accounting Policies [Abstract] | |
Disaggregation of Revenue | The following table summarizes net sales from our retail stores and e-com (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Retail stores $ 111,253 $ 132,431 $ 336,409 $ 360,050 E-com 32,189 34,044 85,756 90,013 Total net sales $ 143,442 $ 166,475 $ 422,165 $ 450,063 The following table summarizes the percentage of net sales by department: Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Mens 35 % 35 % 34 % 35 % Womens 25 % 25 % 29 % 28 % Accessories 19 % 19 % 16 % 17 % Footwear 12 % 11 % 12 % 12 % Boys 5 % 5 % 5 % 4 % Girls 4 % 5 % 4 % 4 % Total net sales 100 % 100 % 100 % 100 % The following table summarizes the percentage of net sales by third-party and proprietary branded merchandise: Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Third-party 68 % 69 % 67 % 68 % Proprietary 32 % 31 % 33 % 32 % Total net sales 100 % 100 % 100 % 100 % |
Lessee, Operating Lease, Liability, Maturity | The maturity of operating lease liabilities and sublease income as of November 2, 2024 were as follows (in thousands): Fiscal Year Related Party Other Total Sublease Income 2024 $ 1,043 $ 16,819 $ 17,862 $ 24 2025 4,244 57,408 61,652 99 2026 4,411 41,765 46,176 105 2027 4,167 33,314 37,481 — 2028 2,251 23,461 25,712 — Thereafter 7,073 48,346 55,419 — Total minimum lease payments 23,189 221,113 244,302 228 Less: Amount representing interest 3,108 35,445 38,553 — Present value of operating lease liabilities $ 20,081 $ 185,668 $ 205,749 $ 228 |
Components of Property, Plant and Equipment | At November 2, 2024, February 3, 2024 and October 28, 2023, property and equipment consisted of the following (in thousands): November 2, February 3, October 28, Leasehold improvements $ 160,152 $ 160,572 $ 160,072 Computer hardware and software 51,653 47,003 46,292 Furniture and fixtures 46,370 46,747 47,216 Machinery and equipment 34,663 34,693 34,546 Vehicles 2,265 2,508 2,497 Construction in progress 3,967 4,638 6,156 Property and equipment, gross 299,070 296,161 296,779 Accumulated depreciation (256,467) (248,098) (247,559) Property and equipment, net $ 42,603 $ 48,063 $ 49,220 |
Schedule of Lease Expense and Supplemental Lease Information | Lease expense for the thirteen and thirty-nine week periods ended November 2, 2024 and October 28, 2023 was as follows (in thousands): Thirteen Weeks Ended November 2, 2024 October 28, 2023 Cost of goods sold SG&A Total Cost of goods sold SG&A Total Fixed operating lease expense $ 16,827 $ 360 $ 17,187 $ 16,748 $ 350 $ 17,098 Variable lease expense 3,396 15 3,411 4,409 16 4,425 Total lease expense $ 20,223 $ 375 $ 20,598 $ 21,157 $ 366 $ 21,523 Thirty-Nine Weeks Ended November 2, 2024 October 28, 2023 Cost of goods sold SG&A Total Cost of goods sold SG&A Total Fixed operating lease expense $ 50,077 $ 1,074 $ 51,151 $ 48,205 $ 1,044 $ 49,249 Variable lease expense 11,100 34 11,134 15,096 55 15,151 Total lease expense $ 61,177 $ 1,108 $ 62,285 $ 63,301 $ 1,099 $ 64,400 Supplemental lease information for the thirty-nine weeks ended November 2, 2024 and October 28, 2023 was as follows: Thirty-Nine Weeks Ended November 2, 2024 October 28, 2023 Cash paid for amounts included in the measurement of operating lease liabilities (in thousands) $55,024 $53,660 Weighted average remaining lease term (in years) 5.1 years 5.5 years Weighted average interest rate (1) 6.67% 6.60% (1) Since our leases do not provide an implicit rate, we used our incremental borrowing rate ("IBR") at lease inception, or lease modification, in determining the present value of future minimum payments. In determining an appropriate IBR, our assumptions included the use of a consistent discount rate for a portfolio of leases entered into at varying dates, the full 10-year term of the lease, excluding any options, and the total minimum lease payments. |
Marketable Securities (Tables)
Marketable Securities (Tables) | 9 Months Ended |
Nov. 02, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Marketable Securities | The following table summarizes our investments in marketable securities at November 2, 2024, February 3, 2024 and October 28, 2023 (in thousands): November 2, 2024 Cost or Gross Unrealized Gross Unrealized Estimated Commercial paper $ 19,571 $ 231 $ — $ 19,802 Fixed income securities 5,519 — — 5,519 Total marketable securities $ 25,090 $ 231 $ — $ 25,321 February 3, 2024 Cost or Gross Unrealized Gross Unrealized Estimated Commercial paper $ 44,072 $ 438 $ — $ 44,510 Fixed income securities 3,511 — — 3,511 Total marketable securities $ 47,583 $ 438 $ — $ 48,021 October 28, 2023 Cost or Gross Unrealized Gross Unrealized Estimated Commercial paper $ 48,874 $ 649 $ — $ 49,523 Total marketable securities $ 48,874 $ 649 $ — $ 49,523 |
Gain (Loss) on Investments | The following table summarizes our gains on investments for commercial paper (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Gains on investments $ 573 $ 442 $ 1,501 $ 1,158 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Nov. 02, 2024 | |
Fair Value Disclosures [Abstract] | |
Financial Assets Categorized Based on Priority of Inputs to Valuation Technique Instruments | In accordance with the provisions of ASC 820, Fair Value Measurement , we categorized our financial assets based on the priority of the inputs to the valuation technique for the instruments as follows (in thousands): November 2, 2024 February 3, 2024 October 28, 2023 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash equivalents (1) : Money market securities $ 15,484 $ — $ — $45,672 $ — $ — $42,544 $ — $ — Commercial paper — 9,980 — — — — — — — Marketable securities: Commercial paper $ — $ 19,802 $ — $ — $ 44,510 $ — $ — $ 49,523 $ — (1) |
Details of Impairment of Long-Lived Assets | As a result of this assessment, we recorded non-recurring, non-cash impairment charges of $3.6 million and $2.6 million in the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively, to write-down the carrying value of certain long-lived store assets and ROU assets to their estimated fair values. Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, ($ in thousands) Carrying value of assets with impairment $ 7,711 $ 4,415 $ 16,941 $ 5,572 Fair value of assets impaired $ 6,605 $ 2,740 $ 13,336 $ 2,941 Number of stores tested for impairment 62 39 65 41 Number of stores with impairment 16 11 29 21 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Nov. 02, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Option Activity Under Stock Option Plan | The following table summarizes stock option activity for the thirty-nine weeks ended November 2, 2024 (aggregate intrinsic value in thousands): Stock Grant Date Weighted Aggregate Outstanding at February 3, 2024 2,447,247 $ 8.34 Granted 536,000 $ 6.66 Exercised (71,066) $ 4.13 Forfeited (69,625) $ 7.29 Expired (444,005) $ 10.37 Outstanding at November 2, 2024 2,398,551 $ 7.75 7.5 $ — Exercisable at November 2, 2024 1,103,301 $ 8.54 5.9 $ — (1) Intrinsic value for stock options is defined as the difference between the market price of our Class A common stock on the last business day of the fiscal period and the weighted average exercise price of in-the-money stock options outstanding at the end of the fiscal period. The market value per share was $3.94 at November 2, 2024. |
Assumptions Used to Estimate Fair Value of Stock Options Granted | The fair values of stock options granted during the thirteen and thirty-nine weeks ended November 2, 2024 and October 28, 2023 were estimated on the grant date using the following assumptions: Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Weighted average grant-date fair value per option granted $ 2.62 $ — $ 3.63 $ 3.50 Expected option term (1) 5.4 years — 5.6 years 5.5 years Weighted average expected volatility factor (2) 55.3 % — % 54.8 % 56.3 % Weighted average risk-free interest rate (3) 3.5 % — % 4.3 % 4.0 % Expected annual dividend yield (4) — % — % — % — % (1) The expected option term of the awards represents the estimated time that options are expected to be outstanding based upon historical option data. (2) Stock volatility for each grant is measured using the historical daily price changes of our common stock over the most recent period equal to the expected option term of the awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term as the expected life of the stock option as of the grant date. (4) We do not currently have a dividend policy, and we do not currently anticipate paying any cash dividends on our common stock at this time. In compliance with our Credit Agreement, we were prohibited from declaring or paying any cash dividends prior to April 27, 2024. |
Summary of Status of Non-Vested Restricted Stock | The following table summarizes the status of non-vested restricted stock as of November 2, 2024, and the changes since February 3, 2024: Restricted Weighted Nonvested at February 3, 2024 87,525 $ 6.86 Granted 61,184 5.23 Vested (56,990) 7.02 Nonvested at November 2, 2024 91,719 $ 5.67 |
Schedule of Stock Based Compensation | The following table summarizes share-based compensation expense recorded in the Consolidated Statements of Operations (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Cost of goods sold $ 77 $ 82 $ 254 $ 206 Selling, general, and administrative 500 524 1,490 1,478 Total share-based compensation $ 577 $ 606 $ 1,744 $ 1,684 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Nov. 02, 2024 | |
Earnings Per Share [Abstract] | |
Components of Basic and Diluted Earnings Per Share | The components of basic and diluted net loss per share were as follows (in thousands, except per share amounts): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Net loss $ (12,875) $ (847) $ (32,565) $ (13,940) Weighted average basic shares outstanding 30,060 29,872 30,017 29,834 Dilutive effect of in-the-money stock options and RSAs — — — — Weighted average shares for diluted net loss per share 30,060 29,872 30,017 29,834 Basic net loss per share of Class A and Class B common stock $ (0.43) $ (0.03) $ (1.08) $ (0.47) Diluted net loss per share of Class A and Class B common stock $ (0.43) $ (0.03) $ (1.08) $ (0.47) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following stock options and restricted stock have been excluded from the calculation of diluted net loss per share as the effect of including these stock options would have been anti-dilutive (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 2, October 28, November 2, October 28, Stock options 2,151 2,098 2,149 2,103 Restricted stock 31 — — — Total 2,182 2,098 2,149 2,103 |
Description of the Company an_2
Description of the Company and Basis of Presentation (Details) | Nov. 02, 2024 State store |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of stores | store | 246 |
Number of states | State | 33 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Schedule of Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | Aug. 03, 2024 | Feb. 03, 2024 | Jul. 29, 2023 | Jan. 28, 2023 | |
Disaggregation of Revenue [Line Items] | ||||||||
Net sales | $ 143,442 | $ 166,475 | $ 422,165 | $ 450,063 | ||||
Percentage of total net sales | 100% | 100% | 100% | 100% | ||||
SEC schedule, 12-09, valuation allowances and reserves, amount | $ 1,200 | $ 1,500 | $ 1,200 | $ 1,500 | $ 1,300 | |||
Customer liability/deferred revenue | 13,333 | 13,520 | 13,333 | 13,520 | 14,957 | |||
Retail stores | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Net sales | 111,253 | 132,431 | 336,409 | 360,050 | ||||
E-com | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Net sales | $ 32,189 | $ 34,044 | $ 85,756 | $ 90,013 | ||||
Mens | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 35% | 35% | 34% | 35% | ||||
Womens | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 25% | 25% | 29% | 28% | ||||
Accessories | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 19% | 19% | 16% | 17% | ||||
Footwear | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 12% | 11% | 12% | 12% | ||||
Boys | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 5% | 5% | 5% | 4% | ||||
Girls | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 4% | 5% | 4% | 4% | ||||
GC Redemption | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Customer liability/deferred revenue | $ 8,600 | $ 8,800 | $ 8,600 | $ 8,800 | 10,200 | |||
Breakage | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Customer liability/deferred revenue | $ 8,800 | 10,200 | $ 9,200 | $ 11,100 | ||||
Revenue recognized | 2,000 | 2,300 | 7,200 | 8,600 | ||||
Revenue recognized from customer liability | 500 | 700 | 3,300 | 4,100 | ||||
Customer Loyalty Program | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Customer liability/deferred revenue | 4,700 | 4,700 | $ 4,800 | $ 4,700 | $ 4,800 | $ 5,000 | ||
Revenue recognized | $ 1,700 | $ 2,100 | 5,400 | 5,800 | ||||
Revenue recognized from customer liability | $ 3,600 | $ 4,000 | ||||||
Unredeemed awards and accumulated points, expiration period | 365 days | |||||||
Third-party | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 68% | 69% | 67% | 68% | ||||
Proprietary | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 32% | 31% | 33% | 32% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 USD ($) ft² | Oct. 28, 2023 USD ($) | Nov. 02, 2024 USD ($) ft² lease | Oct. 28, 2023 USD ($) | |
Accounting Policies [Line Items] | ||||
Depreciation | $ 3,300,000 | $ 3,100,000 | $ 9,600,000 | $ 9,500,000 |
Lessee terms | 10 years | 10 years | 10 years | 10 years |
Number of options to renew (or more than) | lease | 1 | |||
Operating lease, not yet commenced, amount | $ 1,200,000 | $ 1,200,000 | ||
Effective income tax rate reconciliation, percent | 0.10% | 26% | ||
Furniture and fixtures | ||||
Accounting Policies [Line Items] | ||||
Property and equipment, useful life | 5 years | 5 years | ||
Computer hardware and software | ||||
Accounting Policies [Line Items] | ||||
Property and equipment, useful life | 3 years | 3 years | ||
Minimum | Machinery and equipment | ||||
Accounting Policies [Line Items] | ||||
Property and equipment, useful life | 5 years | 5 years | ||
Maximum | Machinery and equipment | ||||
Accounting Policies [Line Items] | ||||
Property and equipment, useful life | 7 years | 7 years | ||
10 and 12 Whatney, Irvine, California | Office and warehouse space | ||||
Accounting Policies [Line Items] | ||||
Area of real estate property | ft² | 172,000 | 172,000 | ||
Operating lease rent expense | $ 500,000 | $ 500,000 | $ 1,600,000 | $ 1,600,000 |
10 and 12 Whatney, Irvine, California | Maximum | Office and warehouse space | ||||
Accounting Policies [Line Items] | ||||
Annual lease adjustment rate (percent) | 7% | |||
11 Whatney, Irvine, California | Office and warehouse space | ||||
Accounting Policies [Line Items] | ||||
Area of real estate property | ft² | 26,000 | 26,000 | ||
Operating lease rent expense | $ 200,000 | 200,000 | $ 500,000 | 500,000 |
11 Whatney, Irvine, California | Minimum | Office and warehouse space | ||||
Accounting Policies [Line Items] | ||||
Annual lease adjustment rate (percent) | 5% | |||
17 Pasteur, Irvine, California | Office and warehouse space | Affiliated Entity | ||||
Accounting Policies [Line Items] | ||||
Area of real estate property | ft² | 81,000 | 81,000 | ||
Operating lease rent expense | $ 400,000 | 400,000 | $ 1,100,000 | 1,100,000 |
17 Pasteur, Irvine, California | Office and warehouse space | Affiliated Entity | Related Party | ||||
Accounting Policies [Line Items] | ||||
Area of real estate property | ft² | 5,887 | 5,887 | ||
Sublease income | $ 23,400 | $ 22,300 | $ 70,100 | $ 66,800 |
Sublease, term of contract | 5 years | |||
17 Pasteur, Irvine, California | Minimum | Office and warehouse space | Affiliated Entity | ||||
Accounting Policies [Line Items] | ||||
Annual lease adjustment rate (percent) | 5% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Property and Equipment (Details) - USD ($) $ in Thousands | Nov. 02, 2024 | Feb. 03, 2024 | Oct. 28, 2023 |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 299,070 | $ 296,161 | $ 296,779 |
Accumulated depreciation | (256,467) | (248,098) | (247,559) |
Property and equipment, net | 42,603 | 48,063 | 49,220 |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 160,152 | 160,572 | 160,072 |
Computer hardware and software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 51,653 | 47,003 | 46,292 |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 46,370 | 46,747 | 47,216 |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 34,663 | 34,693 | 34,546 |
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 2,265 | 2,508 | 2,497 |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 3,967 | $ 4,638 | $ 6,156 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Operating Lease Liability (Details) $ in Thousands | Nov. 02, 2024 USD ($) |
Lessee, Operating Lease, Liability, to be Paid [Abstract] | |
2024 | $ 17,862 |
2025 | 61,652 |
2026 | 46,176 |
2027 | 37,481 |
2028 | 25,712 |
Thereafter | 55,419 |
Total minimum lease payments | 244,302 |
Less: Amount representing interest | 38,553 |
Present value of operating lease liabilities | 205,749 |
Sublease Income | |
2024 | 24 |
2025 | 99 |
2026 | 105 |
2027 | 0 |
2028 | 0 |
Thereafter | 0 |
Total minimum lease payments | 228 |
Related Party | |
Lessee, Operating Lease, Liability, to be Paid [Abstract] | |
2024 | 1,043 |
2025 | 4,244 |
2026 | 4,411 |
2027 | 4,167 |
2028 | 2,251 |
Thereafter | 7,073 |
Total minimum lease payments | 23,189 |
Less: Amount representing interest | 3,108 |
Present value of operating lease liabilities | 20,081 |
Other | |
Lessee, Operating Lease, Liability, to be Paid [Abstract] | |
2024 | 16,819 |
2025 | 57,408 |
2026 | 41,765 |
2027 | 33,314 |
2028 | 23,461 |
Thereafter | 48,346 |
Total minimum lease payments | 221,113 |
Less: Amount representing interest | 35,445 |
Present value of operating lease liabilities | $ 185,668 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Lease Expense and Supplemental Lease Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | |
Lessee, Lease, Description [Line Items] | ||||
Fixed operating lease expense | $ 17,187 | $ 17,098 | $ 51,151 | $ 49,249 |
Variable lease expense | 3,411 | 4,425 | 11,134 | 15,151 |
Total lease expense | $ 20,598 | $ 21,523 | 62,285 | 64,400 |
Cash paid for amounts included in the measurement of operating lease liabilities (in thousands) | $ 55,024 | $ 53,660 | ||
Weighted average remaining lease term (in years) | 5 years 1 month 6 days | 5 years 6 months | 5 years 1 month 6 days | 5 years 6 months |
Weighted average interest rate | 6.67% | 6.60% | 6.67% | 6.60% |
Lessee terms | 10 years | 10 years | 10 years | 10 years |
Cost of goods sold | ||||
Lessee, Lease, Description [Line Items] | ||||
Fixed operating lease expense | $ 16,827 | $ 16,748 | $ 50,077 | $ 48,205 |
Variable lease expense | 3,396 | 4,409 | 11,100 | 15,096 |
Total lease expense | 20,223 | 21,157 | 61,177 | 63,301 |
Selling, general, and administrative | ||||
Lessee, Lease, Description [Line Items] | ||||
Fixed operating lease expense | 360 | 350 | 1,074 | 1,044 |
Variable lease expense | 15 | 16 | 34 | 55 |
Total lease expense | $ 375 | $ 366 | $ 1,108 | $ 1,099 |
Marketable Securities - Investm
Marketable Securities - Investments in Marketable Securities (Details) - USD ($) $ in Thousands | Nov. 02, 2024 | Feb. 03, 2024 | Oct. 28, 2023 |
Financial Instruments And Marketable Securities [Line Items] | |||
Cost or Amortized Cost | $ 25,090 | $ 47,583 | $ 48,874 |
Gross Unrealized Holding Gains | 231 | 438 | 649 |
Gross Unrealized Holding Losses | 0 | 0 | 0 |
Estimated Fair Value | 25,321 | 48,021 | 49,523 |
Commercial paper | |||
Financial Instruments And Marketable Securities [Line Items] | |||
Cost or Amortized Cost | 19,571 | 44,072 | 48,874 |
Gross Unrealized Holding Gains | 231 | 438 | 649 |
Gross Unrealized Holding Losses | 0 | 0 | 0 |
Estimated Fair Value | 19,802 | 44,510 | $ 49,523 |
Fixed income securities | |||
Financial Instruments And Marketable Securities [Line Items] | |||
Cost or Amortized Cost | 5,519 | 3,511 | |
Gross Unrealized Holding Gains | 0 | 0 | |
Gross Unrealized Holding Losses | 0 | 0 | |
Estimated Fair Value | $ 5,519 | $ 3,511 |
Marketable Securities - Gains o
Marketable Securities - Gains on Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | |
Investments, Debt and Equity Securities [Abstract] | ||||
Gains on investments | $ 573 | $ 442 | $ 1,501 | $ 1,158 |
Asset-Backed Credit Agreement -
Asset-Backed Credit Agreement - Narrative (Details) - Line of Credit - Credit Agreement - USD ($) | Apr. 27, 2023 | Nov. 02, 2024 |
Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | $ 65,000,000 | |
Maximum borrowing capacity, increase limit | $ 12,500,000 | |
Borrowing base, credit card receivables, percentage | 90% | |
Borrowing base, inventory, percentage | 90% | |
Borrowing base, inventory in-transit, percentage | 90% | |
Line of credit facility, commitment fee percentage | 0.375% | |
Debt instrument, credit spread adjustment | 10 | |
Financial covenant, availability minimum as a percentage of the Loan Cap | 10% | |
Financial covenant, availability minimum, value | $ 6,000,000 | |
Borrowing base | $ 63,000,000 | |
Outstanding borrowing | 0 | |
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR | Minimum | ||
Line of Credit Facility [Line Items] | ||
Line of credit, percentage point added to reference rate | 1.50% | |
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR | Maximum | ||
Line of Credit Facility [Line Items] | ||
Line of credit, percentage point added to reference rate | 2% | |
Revolving Credit Facility | Base Rate | Minimum | ||
Line of Credit Facility [Line Items] | ||
Line of credit, percentage point added to reference rate | 0.50% | |
Revolving Credit Facility | Base Rate | Maximum | ||
Line of Credit Facility [Line Items] | ||
Line of credit, percentage point added to reference rate | 1% | |
Letter of Credit | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | $ 10,000,000 | |
Letters of credit outstanding, amount | $ 2,000,000 | |
Swing Line Loans | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | $ 7,500,000 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets Based on Priority of Inputs to Valuation Technique Instruments (Details) - USD ($) $ in Thousands | Nov. 02, 2024 | Feb. 03, 2024 | Oct. 28, 2023 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Marketable securities | $ 25,321 | $ 48,021 | $ 49,523 |
Cash | 900 | 1,400 | 1,900 |
Commercial paper | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Marketable securities | 19,802 | 44,510 | 49,523 |
Level 1 | Money market securities | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 15,484 | 45,672 | 42,544,000 |
Level 1 | Commercial paper | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Marketable securities | 0 | 0 | 0 |
Level 2 | Money market securities | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Level 2 | Commercial paper | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 9,980 | 0 | 0 |
Marketable securities | 19,802,000 | 44,510,000 | 49,523,000 |
Level 3 | Money market securities | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Level 3 | Commercial paper | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Marketable securities | $ 0 | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | 9 Months Ended | |
Nov. 02, 2024 | Oct. 28, 2023 | |
Fair Value Disclosures [Abstract] | ||
Non-cash impairment charges | $ 3,600,000 | $ 2,600,000 |
Fair Value Measurements - Detai
Fair Value Measurements - Details of Impairment of Long-Lived Assets (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 USD ($) store | Oct. 28, 2023 USD ($) store | Nov. 02, 2024 USD ($) store | Oct. 28, 2023 USD ($) store | |
Fair Value Disclosures [Abstract] | ||||
Carrying value of assets with impairment | $ | $ 7,711 | $ 4,415 | $ 16,941 | $ 5,572 |
Fair value of assets impaired | $ | $ 6,605 | $ 2,740 | $ 13,336 | $ 2,941 |
Number of stores tested for impairment | store | 62 | 39 | 65 | 41 |
Number of stores with impairment | store | 16 | 11 | 29 | 21 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) $ in Millions | 9 Months Ended |
Nov. 02, 2024 USD ($) shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total unrecognized stock-based compensation expense related to unvested stock options and restricted stock grants | $ | $ 4.4 |
Weighted average recognition period | 2 years 6 months |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 4 years |
Expiration period | 10 years |
Stock options | Tranche One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25% |
Stock options | Tranche Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25% |
Stock options | Tranche Three | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25% |
Stock options | Tranche Four | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25% |
Restricted stock | Directors | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 2 years |
Percentage of awards vesting on grant date | 50% |
Restricted stock | Certain Employees | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 4 years |
Percentage of awards vesting on grant date | 25% |
2012 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common shares authorized (in shares) | 6,613,900 |
Shares available for issuance (in shares) | 996,467 |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock Option Activity Under Stock Option Plan (Details) $ / shares in Units, $ in Thousands | 9 Months Ended |
Nov. 02, 2024 USD ($) $ / shares shares | |
Stock Options | |
Beginning balance (in shares) | shares | 2,447,247 |
Granted (in shares) | shares | 536,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares | (71,066) |
Forfeited (in shares) | shares | (69,625) |
Expired (in shares) | shares | (444,005) |
Ending balance (in shares) | shares | 2,398,551 |
Exercisable ending balance (in shares) | shares | 1,103,301 |
Grant Date Weighted Average Exercise Price | |
Beginning balance (in dollars per share) | $ 8.34 |
Granted (in dollars per share) | 6.66 |
Exercised (in dollars per share) | 4.13 |
Forfeited (in dollars per share) | 7.29 |
Expired (in dollars per share) | 10.37 |
Ending balance (in dollars per share) | 7.75 |
Exercisable ending balance (in dollars per share) | $ 8.54 |
Weighted Average Remaining Contractual Life (in Years) | |
Outstanding at end of period | 7 years 6 months |
Exercisable ending balance | 5 years 10 months 24 days |
Aggregate Intrinsic Value | |
Outstanding at end of period | $ | $ 0 |
Exercisable ending balance | $ | $ 0 |
Class A common stock | |
Aggregate Intrinsic Value | |
Market value per share (in dollars per share) | $ 3.94 |
Share-Based Compensation - Assu
Share-Based Compensation - Assumptions Used to Estimate Fair Value of Stock Options Granted (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | |
Share-Based Payment Arrangement [Abstract] | ||||
Weighted average grant-date fair value per option granted (in dollars per share) | $ 2.62 | $ 0 | $ 3.63 | $ 3.50 |
Expected option term | 5 years 4 months 24 days | 5 years 7 months 6 days | 5 years 6 months | |
Weighted average expected volatility factor | 55.30% | 0% | 54.80% | 56.30% |
Weighted average risk-free interest rate | 3.50% | 0% | 4.30% | 4% |
Expected annual dividend yield | 0% | 0% | 0% | 0% |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Status of Non-Vested Restricted Stock (Details) - Nonvested | 9 Months Ended |
Nov. 02, 2024 $ / shares shares | |
Restricted Stock | |
Beginning balance(in shares) | shares | 87,525 |
Granted (in shares) | shares | 61,184 |
Vested (in shares) | shares | (56,990) |
Ending balance (in shares) | shares | 91,719 |
Weighted Average Grant-Date Fair Value | |
Beginning balance (in usd per share) | $ / shares | $ 6.86 |
Granted (in usd per share) | $ / shares | 5.23 |
Vested (in usd per share) | $ / shares | 7.02 |
Ending balance (in usd per share) | $ / shares | $ 5.67 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Stock Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense, net of tax | $ 577 | $ 606 | $ 1,744 | $ 1,684 |
Cost of goods sold | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense, net of tax | 77 | 82 | 254 | 206 |
Selling, general, and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense, net of tax | $ 500 | $ 524 | $ 1,490 | $ 1,478 |
Net Loss Per Share - Components
Net Loss Per Share - Components of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | |
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Net loss | $ (12,875) | $ (847) | $ (32,565) | $ (13,940) |
Weighted average basic shares outstanding (in shares) | 30,060 | 29,872 | 30,017 | 29,834 |
Dilutive effect of stock options and restricted stock | 0 | 0 | 0 | 0 |
Weighted average shares for diluted earnings per share (in shares) | 30,060 | 29,872 | 30,017 | 29,834 |
Class A and Class B common stock | ||||
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Basic net loss per share of Class A and Class B common stock (in dollars per share) | $ (0.43) | $ (0.03) | $ (1.08) | $ (0.47) |
Diluted net loss per share of Class A and Class B common stock (in dollars per share) | $ (0.43) | $ (0.03) | $ (1.08) | $ (0.47) |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2024 | Oct. 28, 2023 | Nov. 02, 2024 | Oct. 28, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock options and restricted stock excluded from the calculation of diluted earning per share | 2,182 | 2,098 | 2,149 | 2,103 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock options and restricted stock excluded from the calculation of diluted earning per share | 2,151 | 2,098 | 2,149 | 2,103 |
Restricted stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock options and restricted stock excluded from the calculation of diluted earning per share | 31 | 0 | 0 | 0 |