Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 26, 2022 | May 10, 2022 | Sep. 25, 2021 | |
Document and Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Mar. 26, 2022 | ||
Entity File Number | 001-36711 | ||
Entity Registrant Name | BOOT BARN HOLDINGS, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 90-0776290 | ||
Entity Address, Address Line One | 15345 Barranca Pkwy | ||
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 | 453-4400 | ||
Title of 12(b) Security | Common Stock, $0.0001 par value | ||
Trading Symbol | BOOT | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 29,737,251 | ||
Entity Public Float | $ 2,411 | ||
Auditor Name | Deloitte & Touche LLP | ||
Auditor Location | Costa Mesa, California | ||
Auditor Firm ID | 34 | ||
Current Fiscal Year End Date | --03-26 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001610250 | ||
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 26, 2022 | Mar. 27, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 20,674 | $ 73,148 |
Accounts receivable, net | 9,662 | 12,771 |
Inventories | 474,300 | 275,760 |
Prepaid expenses and other current assets | 37,195 | 12,777 |
Total current assets | 541,831 | 374,456 |
Property and equipment, net | 155,247 | 110,444 |
Right-of-use assets, net | 241,147 | 186,827 |
Goodwill | 197,502 | 197,502 |
Intangible assets, net | 60,813 | 60,885 |
Other assets | 3,315 | 3,467 |
Total assets | 1,199,855 | 933,581 |
Current liabilities: | ||
Line of credit | 28,549 | |
Accounts payable | 131,394 | 104,641 |
Accrued expenses and other current liabilities | 133,408 | 77,615 |
Short-term lease liabilities | 43,117 | 39,400 |
Total current liabilities | 336,468 | 221,656 |
Deferred taxes | 26,895 | 21,993 |
Long-term portion of notes payable, net | 109,781 | |
Long-term lease liabilities | 234,584 | 181,836 |
Other liabilities | 2,232 | 3,424 |
Total liabilities | 600,179 | 538,690 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity: | ||
Common stock, $0.0001 par value; March 26, 2022 - 100,000 shares authorized, 29,820 shares issued; March 27, 2021 - 100,000 shares authorized, 29,348 shares issued | 3 | 3 |
Preferred stock, $0.0001 par value; 10,000 shares authorized, no shares issued or outstanding | ||
Additional paid-in capital | 199,054 | 183,815 |
Retained earnings | 405,477 | 213,027 |
Less: Common stock held in treasury, at cost, 135 and 96 shares at March 26, 2022 and March 27, 2021, respectively | (4,858) | (1,954) |
Total stockholders' equity | 599,676 | 394,891 |
Total liabilities and stockholders' equity | $ 1,199,855 | $ 933,581 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 26, 2022 | Mar. 27, 2021 |
CONSOLIDATED BALANCE SHEETS | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common Stock, shares issued (in shares) | 29,820,000 | 29,348,000 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred Stock, shares issued (in shares) | 0 | 0 |
Preferred Stock, shares outstanding (in shares) | 0 | 0 |
Common Stock, shares held in treasury (in shares) | 135,000 | 96,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | |||
Net sales | $ 1,488,256 | $ 893,491 | $ 845,575 |
Type of Revenue | us-gaap:ProductMember | us-gaap:ProductMember | us-gaap:ProductMember |
Cost of goods sold | $ 913,183 | $ 598,612 | $ 569,084 |
Type of Cost of Service | us-gaap:ProductMember | us-gaap:ProductMember | us-gaap:ProductMember |
Gross profit | $ 575,073 | $ 294,879 | $ 276,491 |
Selling, general and administrative expenses | 316,735 | 208,553 | 202,823 |
Income from operations | 258,338 | 86,326 | 73,668 |
Interest expense | 5,780 | 9,442 | 13,310 |
Other income/(loss), net | 35 | 366 | (45) |
Income before income taxes | 252,593 | 77,250 | 60,313 |
Income tax expense | 60,143 | 17,864 | 12,364 |
Net income | $ 192,450 | $ 59,386 | $ 47,949 |
Earnings per share: | |||
Basic (in dollars per share) | $ 6.51 | $ 2.05 | $ 1.68 |
Diluted (in dollars per share) | $ 6.33 | $ 2.01 | $ 1.64 |
Weighted average shares outstanding: | |||
Basic (in shares) | 29,556 | 28,930 | 28,583 |
Diluted (in shares) | 30,391 | 29,477 | 29,220 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Retained Earnings | Treasury Shares | Total |
Balance at Mar. 30, 2019 | $ 3 | $ 159,137 | $ 105,692 | $ (668) | $ 264,164 |
Balance (in shares) at Mar. 30, 2019 | 28,399,000 | (51,000) | |||
Increase (Decrease) in Stockholders' Equity | |||||
Net income (loss) | 47,949 | 47,949 | |||
Issuance of common stock related to stock-based compensation | 5,204 | 5,204 | |||
Issuance of common stock related to stock-based compensation (in shares) | 481,000 | ||||
Tax withholding for net share settlement | $ (532) | (532) | |||
Tax withholding for net share settlement (in shares) | (20,000) | ||||
Stock-based compensation expense | 4,908 | 4,908 | |||
Balance at Mar. 28, 2020 | $ 3 | 169,249 | 153,641 | $ (1,200) | 321,693 |
Balance (in shares) at Mar. 28, 2020 | 28,880,000 | (71,000) | |||
Increase (Decrease) in Stockholders' Equity | |||||
Net income (loss) | 59,386 | 59,386 | |||
Issuance of common stock related to stock-based compensation | 7,408 | 7,408 | |||
Issuance of common stock related to stock-based compensation (in shares) | 468,000 | ||||
Tax withholding for net share settlement | $ (754) | (754) | |||
Tax withholding for net share settlement (in shares) | (25,000) | ||||
Stock-based compensation expense | 7,158 | 7,158 | |||
Balance at Mar. 27, 2021 | $ 3 | 183,815 | 213,027 | $ (1,954) | $ 394,891 |
Balance (in shares) at Mar. 27, 2021 | 29,348,000 | (96,000) | 29,251,626 | ||
Increase (Decrease) in Stockholders' Equity | |||||
Net income (loss) | 192,450 | $ 192,450 | |||
Issuance of common stock related to stock-based compensation | 5,764 | 5,764 | |||
Issuance of common stock related to stock-based compensation (in shares) | 472,000 | ||||
Tax withholding for net share settlement | $ (2,904) | (2,904) | |||
Tax withholding for net share settlement (in shares) | (39,000) | ||||
Stock-based compensation expense | 9,475 | 9,475 | |||
Balance at Mar. 26, 2022 | $ 3 | $ 199,054 | $ 405,477 | $ (4,858) | $ 599,676 |
Balance (in shares) at Mar. 26, 2022 | 29,820,000 | (135,000) | 29,684,704 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Cash flows from operating activities | |||
Net income | $ 192,450 | $ 59,386 | $ 47,949 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation | 27,280 | 24,059 | 21,211 |
Stock-based compensation | 9,475 | 7,158 | 4,908 |
Amortization of intangible assets | 72 | 89 | 172 |
Noncash lease expense | 39,286 | 34,231 | 31,091 |
Amortization and write-off of debt issuance fees and debt discount | 1,878 | 884 | 946 |
Loss on disposal of property and equipment | 175 | 87 | 417 |
(Gain)/loss on adjustment of right-of-use assets and lease liabilities | (259) | 295 | (186) |
Store impairment charge | 384 | 191 | |
Deferred taxes | 4,902 | 2,192 | 2,599 |
Changes in operating assets and liabilities, net of acquisition: | |||
Accounts receivable, net | 5,222 | 8,050 | 5,721 |
Inventories | (198,540) | 12,957 | (45,622) |
Prepaid expenses and other current assets | (24,577) | 1,382 | (2,351) |
Other assets | (236) | (1,729) | (548) |
Accounts payable | 25,502 | 12,360 | (13,810) |
Accrued expenses and other current liabilities | 45,229 | 25,003 | 6,310 |
Other liabilities | (1,192) | 2,789 | (3,611) |
Operating leases | (37,803) | (33,655) | (30,070) |
Net cash provided by operating activities | 88,864 | 155,922 | 25,317 |
Cash flows from investing activities | |||
Purchases of property and equipment | (60,443) | (28,424) | (37,195) |
Insurance recoveries for property and equipment | 717 | ||
Acquisition of business, net of cash acquired | (3,688) | ||
Net cash used in investing activities | (60,443) | (28,424) | (40,166) |
Cash flows from financing activities | |||
Borrowings/(payments) on line of credit - net | 28,549 | (129,900) | 129,900 |
Repayments on debt and finance lease obligations | (112,304) | (667) | (65,553) |
Debt issuance fees paid | (1,221) | ||
Tax withholding payments for net share settlement | (2,904) | (754) | (532) |
Proceeds from the exercise of stock options | 5,764 | 7,408 | 5,204 |
Net cash (used in)/provided by financing activities | (80,895) | (123,913) | 67,798 |
Net (decrease)/increase in cash and cash equivalents | (52,474) | 3,585 | 52,949 |
Cash and cash equivalents, beginning of period | 73,148 | 69,563 | 16,614 |
Cash and cash equivalents, end of period | 20,674 | 73,148 | 69,563 |
Supplemental disclosures of cash flow information: | |||
Cash paid for income taxes | 41,684 | 11,458 | 13,391 |
Cash paid for interest | 3,808 | 8,795 | 11,958 |
Supplemental disclosure of non-cash activities: | |||
Unpaid purchases of property and equipment | $ 14,963 | $ 2,642 | $ 6,066 |
Business Operations
Business Operations | 12 Months Ended |
Mar. 26, 2022 | |
Business Operations | |
Business Operations | Boot Barn Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statement s 1. Business Operations Boot Barn Holdings, Inc. (the “Company”) was formed on November 17, 2011, and is incorporated in the State of Delaware. The equity of the Company consists of 100,000,000 authorized shares and 29,684,704 and 29,251,626 outstanding shares of common stock as of March 26, 2022 and March 27, 2021, respectively. The shares of common stock have voting rights of one vote per share. The Company operates specialty retail stores that sell western and work boots and related apparel and accessories. The Company operates retail locations throughout the U.S. and sells its merchandise via the Internet. The Company operated a total of 300 stores in 38 states as of March 26, 2022, 273 stores in 36 states as of March 27, 2021 and 259 stores in 35 states as of March 28, 2020. In December 2019, a novel strain of coronavirus (“COVID-19”) was reported in Wuhan, China. Since first being reported, COVID-19 spread to numerous countries around the world, including the U.S., resulting in the World Health Organization declaring the outbreak a global pandemic on March 11, 2020. COVID-19 has had and may continue to have a significant impact on economic conditions and consumer confidence. There remains significant uncertainty around the duration and impact of the COVID-19 pandemic on the U.S. economy and consumer confidence. These and other effects make it more challenging for us to estimate the future performance of our business, particularly over the near-to-medium term. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Mar. 26, 2022 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The Company’s consolidated financial statements, prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), include the accounts of the Company and each of its subsidiaries, including Boot Barn Holdings, Inc., Boot Barn, Inc., RCC Western Stores, Inc. (“RCC”), Baskins Acquisition Holdings, LLC (“Baskins”), Sheplers, Inc. and Sheplers Holding Corporation (now known as Sheplers, LLC and Sheplers Holdings LLC, respectively, following the conversion of those entities to limited liability companies on September 26, 2021) (these entities collectively, “Sheplers”). All intercompany accounts and transactions among the Company and its subsidiaries have been eliminated in consolidation. The vast majority of the Company’s identifiable assets are in the United States. Fiscal Year The Company reports its results of operations and cash flows on a 52- or 53-week basis, and its fiscal year ends on the last Saturday of March unless April 1st is a Saturday, in which case the fiscal year ends on April 1st. The years ended March 26, 2022 (“fiscal 2022”), March 27, 2021 (“fiscal 2021”) and March 28, 2020 (“fiscal 2020”) each consisted of 52 weeks. Comprehensive Income The Company does not have any components of other comprehensive income recorded within its consolidated financial statements and, therefore, does not separately present a statement of comprehensive income in its consolidated financial statements. Segment Reporting GAAP has established guidance for reporting information about a company’s operating segments, including disclosures related to a company’s products and services, geographic areas and major customers. The Company monitors and reviews its segment reporting structure in accordance with authoritative guidance to determine whether any changes have occurred that would impact its reportable segments. The Company’s retail stores and e-commerce websites represent two operating segments. Given the similar qualitative and economic characteristics of the two operating segments, the Company’s retail stores and e-commerce websites are aggregated into one reporting segment in accordance with guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting (ASC 280). Further, the Company’s operations represent two reporting units, retail stores and e-commerce, for the purpose of its goodwill impairment analysis. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Among the significant estimates affecting the Company’s consolidated financial statements are those relating to revenue recognition, lease accounting, inventories, goodwill, intangible and long-lived assets, stock-based compensation and income taxes. Management regularly evaluates its estimates and assumptions based upon historical experience and various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. To the extent actual results differ from those estimates, the Company’s future results of operations may be affected. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents also include receivables from credit card sales. The carrying amounts of cash and cash equivalents represent their fair values. Accounts Receivable The Company’s accounts receivable consists of amounts due from commercial customers for merchandise sold, as well as receivables from suppliers under co-operative arrangements. The Company’s allowance for doubtful accounts was $0.3 million as of both March 26, 2022 and March 27, 2021. Inventories Inventory consists primarily of purchased merchandise and is valued at the lower of cost or net realizable value. Cost is determined using the weighted-average cost method (which approximates the first-in, first-out method) and includes the cost of merchandise and import related costs, including freight, duty and agent commissions. The Company assesses the recoverability of inventory through a periodic review of historical usage and present demand. When the inventory on hand exceeds the foreseeable demand, the value of inventory that, at the time of the review, is not expected to be sold is written down to its estimated net realizable value. Debt Issuance Costs and Debt Discounts Debt issuance costs are capitalized and amortized to interest expense over the terms of the applicable loan agreements using the effective interest method. Those costs related to the issuance of debt are presented as a reduction to the principal amount of the debt. Debt issuance costs incurred with the issuance of revolving credit lines are included in prepaid expenses and other current assets. Debt discounts arise when transaction fees are paid to the lending institution. Debt discounts are recorded as a reduction to the principal amount of the debt. Amortization of debt discounts is recorded as an increase to the net principal amount of the debt and as a charge to interest expense over the term of the applicable loan agreement using the effective interest method. Property and Equipment, net Property and equipment consists of leasehold improvements, machinery and equipment, furniture and fixtures, software and vehicles. Property and equipment is subject to depreciation and is recorded at cost less accumulated depreciation. Expenditures for major remodels and improvements are capitalized while minor replacements, maintenance and repairs that do not improve or extend the life of such assets are charged to expense. Gains or losses on disposal of fixed assets, when applicable, are reflected in operations. Depreciation is computed using the straight-line method over the estimated useful lives, ranging from five Software Goodwill and Indefinite-Lived Intangible Assets Goodwill is recorded as the difference between the aggregate consideration paid for an acquisition and the fair value of the acquired net tangible and intangible assets. Goodwill is tested for impairment at least annually as of the first day of the fourth fiscal quarter or more frequently if indicators of impairment exist, in accordance with the provisions of FASB ASC Topic 350, Goodwill and Other GAAP has established guidance for reporting information about a company’s operating segments, including disclosures related to a company’s products and services, geographic areas and major customers. The Company monitors and reviews its segment reporting structure in accordance with authoritative guidance to determine whether any changes have occurred that would impact its reportable segments, as well as the Company’s reporting units. As previously stated above, the Company’s operations represent two reporting units, retail stores and e-commerce, for the purpose of its goodwill impairment analysis. If, based on a review of qualitative factors it is more likely than not that the fair value of a reporting unit is less than its carrying value, we proceed to compare the fair value of the reporting unit with its carrying amount. We evaluate the fair value of the reporting unit by using market-based analysis to review market capitalization and by reviewing a discounted cash flow analysis using management’s assumptions. We determine the fair value of our reporting unit using the income approach and market approach to valuation, as well as other generally accepted valuation methodologies. If the carrying amount of the reporting unit exceeds the reporting unit’s fair value, we recognize an impairment loss equal to the difference between the carrying amount and the estimated fair value of the reporting unit. The Company concluded that there was no impairment of goodwill during fiscal 2022, 2021, or 2020. Intangible assets with indefinite lives, which include the Boot Barn, Sheplers and Country Outfitter trademarks, are not amortized but instead are measured for impairment at least annually, or when events indicate that impairment may exist. The Company calculates impairment as the excess of the carrying value of indefinite-lived intangible assets over their estimated fair value. If the carrying value exceeds the estimate of fair value, an impairment charge is recorded. The Company concluded there was no impairment of intangible assets with indefinite lives during fiscal 2022, 2021, or 2020. Definite-Lived Intangible Assets Definite-lived intangible assets consist of certain trademarks and customer lists. Definite-lived intangible assets are amortized utilizing the straight-line method over the assets’ estimated useful lives, with the exception of customer lists, which are amortized based on the estimated attrition rate. The period of amortization for customer lists and definite-lived trademarks is five years and three years, respectively. Long-Lived Assets Long-lived assets consist of property and equipment and definite-lived intangible assets. The Company assesses potential impairment of its long-lived assets whenever events or changes in circumstances indicate that an asset or asset group’s carrying value may not be recoverable. Factors that are considered important that could trigger an impairment review include a current period operating or cash flow loss combined with a history of operating or cash flow losses and a projection or forecast that demonstrates continuing losses or insufficient income associated with the use of a long-lived asset or asset group. Other factors include a significant change in the manner of the use of the asset or a significant negative industry or economic trend. This evaluation is performed based on estimated undiscounted future cash flows from operating activities compared with the carrying value of the related assets. If the undiscounted future cash flows are less than the carrying value, an impairment loss is recognized, measured by the difference between the carrying value, and the estimated fair value of the assets, with such estimated fair values determined using the best information available and in accordance with FASB ASC Topic 820, Fair Value Measurements of its stores. The fair values of these locations were calculated based on the projected discounted cash flows at a similar rate that would be used by market participants in valuing these assets or prices of similar assets. Stock-Based Compensation Stock-based compensation is accounted for under FASB ASC Topic 718, Compensation—Stock Compensation Revenue Recognition Revenue is recorded for store sales upon the purchase of merchandise by customers. Transfer of control takes place at the point at which the customer receives and pays for the merchandise at the register. E-commerce sales are recorded when control transfers to the customer, which generally occurs upon delivery of the product. Shipping and handling revenues are included in total net sales. Shipping costs incurred by the Company are included as cost of goods sold. Sales taxes that are collected in connection with revenue transactions are withheld and remitted to the respective taxing authorities. As such, these taxes are excluded from revenue. Revenue is recorded net of estimated and actual sales returns and deductions for coupon redemptions, estimated future award redemption and other promotions. The sales returns reserve reflects an estimate of sales returns based on projected merchandise returns determined through the use of historical average return percentages. The total reserve for returns was $7.4 million, $2.8 million, and $1.6 million as of March 26, 2022, March 27, 2021 and March 28, 2020, respectively and is recorded in accrued expenses and other current liabilities in the accompanying consolidated balance sheets. The Company accounts for the asset and liability separately on a gross basis. The Company maintains a customer loyalty program. Under the program, customers accumulate points based on purchase activity. For customers to maintain their active point balance, they must make a qualifying purchase of merchandise at least once in a 365-day accumulated partial points are accrued as unearned revenue until redemption or expiration and, upon redemption and expiration, recorded as an adjustment to net sales using the relative standalone selling price method. The unearned revenue for this program is recorded in accrued expenses and other current liabilities on the consolidated balance sheets and was $3.5 million, $2.5 million, and $2.1 million as of March 26, 2022, March 27, 2021, and March 28, 2020, respectively. The following table provides a reconciliation of the activity related to the Company’s customer loyalty program: Customer Loyalty Program Fiscal Year Ended March 26, March 27, March 28, (In thousands) 2022 2021 2020 Beginning balance $ 2,485 $ 2,076 $ 1,936 Current year provisions 13,794 6,934 6,468 Current year award redemptions (12,775) (6,525) (6,328) Ending balance $ 3,504 $ 2,485 $ 2,076 Proceeds from the sale of gift cards are deferred until the customers use the cards to acquire merchandise. Gift cards, gift certificates and store credits do not have expiration dates, and unredeemed gift cards, gift certificates and store credits are subject to state escheatment laws. Amounts remaining after escheatment are recognized in net sales in the period escheatment occurs and the liability is considered to be extinguished. The Company defers recognition of a layaway sale and its related profit to the accounting period when the customer receives the layaway merchandise. Income from the redemption of gift cards, gift card breakage, and the sale of layaway merchandise is included in net sales. The following table provides a reconciliation of the activity related to the Company’s gift card program: Gift Card Program Fiscal Year Ended March 26, March 27, March 28, (In thousands) 2022 2021 2020 Beginning balance $ 11,569 $ 10,118 $ 8,796 Current year issuances 32,893 18,905 16,745 Current year redemptions (27,702) (16,614) (14,874) Current year breakage and escheatment (1,368) (840) (549) Ending balance $ 15,392 $ 11,569 $ 10,118 Disaggregated Revenue The Company disaggregates net sales into the following major merchandise categories: Fiscal Year Ended % of Net Sales March 26, 2022 March 27, 2021 March 28, 2020 Footwear 48% 53% 51% Apparel 36% 32% 34% Hats, accessories and other 16% 15% 15% Total 100% 100% 100% The Company also disaggregates net sales between stores and e-commerce: Fiscal Year Ended % of Net Sales March 26, 2022 March 27, 2021 March 28, 2020 Stores 85% 81% 84% E-commerce 15% 19% 16% Total 100% 100% 100% Cost of Goods Sold Cost of goods sold includes the cost of merchandise, obsolescence and shrink provisions, store and warehouse occupancy costs (including rent, depreciation and utilities), inbound and outbound freight, supplier allowances, occupancy-related taxes, compensation costs for merchandise purchasing and warehouse personnel and other inventory acquisition-related costs. Store Opening Costs Store opening costs consist of costs incurred prior to opening a new store and primarily consist of manager and other employee payroll, travel and training costs, marketing expenses, initial opening supplies and costs of transporting initial inventory and certain fixtures to store locations, as well as occupancy costs incurred from the time that we take possession of a store site to the opening of that store. Occupancy costs are included in cost of goods sold and the other store opening costs are included in selling, general and administrative (“SG&A”) expenses. All of these costs are expensed as incurred. Advertising Costs Certain advertising costs, including pay-per-click, direct mail, television and radio promotions, event sponsorship, in-store photographs and other promotional advertising are expensed when the marketing campaign commences. The Company had prepaid advertising costs of $0.8 million as of both March 26, 2022 and March 27, 2021. All other advertising costs are expensed as incurred. The Company recognized $34.5 million, $24.1 million, and $28.0 million in advertising costs during fiscal 2022, 2021, and 2020, respectively. Leases The Company accounts for leases in accordance with FASB ASC Topic 842, Leases Income Taxes The Company accounts for income taxes in accordance with FASB ASC Topic 740, Income Taxes The Company accounts for uncertain tax positions in accordance with ASC 740, which clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. It prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Such changes in recognition or measurement might result in the recognition of a tax benefit or an additional charge to the tax provision in the period. The Company recognizes interest and penalties related to unrecognized tax benefits within the income tax expense line in the consolidated statements of operations. Accrued interest and penalties, if incurred, are included within accrued expenses and other current liabilities in the consolidated balance sheets. There were no accrued interest or penalties for the fiscal years ended March 26, 2022 or March 27, 2021. Per Share Information Basic earnings per share is computed by dividing net income by the weighted average number of outstanding shares of common stock. In computing diluted earnings per share, the weighted average number of common shares outstanding is adjusted to reflect the effect of potentially dilutive securities such as stock options and restricted stock. In accordance with ASC 718, the Company utilizes the treasury stock method to compute the dilutive effect of stock options, restricted stock units and performance share units. Fair Value of Certain Financial Assets and Liabilities The Company follows FASB ASC Topic 820, Fair Value Measurements and Disclosures ● Level 1 uses unadjusted quoted prices that are available in active markets for identical assets or liabilities. ● Level 2 uses inputs other than quoted prices included in Level 1 that are either directly or indirectly observable through correlation with market data. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and inputs to valuation models or other pricing methodologies that do not require significant judgment because the inputs used in the model, such as interest rates, incremental borrowing rates and volatility, can be corroborated by readily observable market data. ● Level 3 uses one or more significant inputs that are unobservable and supported by little or no market activity, and reflect the use of significant management judgment. Level 3 assets and liabilities include those whose fair value measurements are determined using pricing models, discounted cash flow methodologies or similar valuation techniques and significant management judgment or estimation. The Company’s Level 3 assets include certain acquired businesses and the evaluation of store impairment. Cash and cash equivalents, accounts receivable and accounts payable are classified according to the lowest level input that is significant to the fair value measurement. As a result, the asset or liability could be classified as Level 2 or Level 3 even though there may be certain significant inputs that are readily observable. The Company believes that the recorded values of its financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or duration. Although a market quote for the fair value of its outstanding debt arrangement discussed in Note 8 “Revolving credit facilities and long-term debt” is not readily available, the Company believes its carrying value approximates fair value due to the variable interest rates, which are Level 2 inputs. There were no material financial assets or liabilities Concentration of Credit Risk Financial instruments that potentially subject the Company to credit risk consist principally of cash and cash equivalents. At times, such amounts held at banks may be in excess of Federal Deposit Insurance Corporation insurance limits, and the Company mitigates such risk by utilizing multiple banks. Supplier Concentration Risk The Company purchases merchandise inventories from several hundred suppliers worldwide. Sales of products from the Company’s three largest suppliers totaled approximately 27% of net sales in fiscal 2022, 33% of net sales in fiscal 2021, and approximately 36% of net sales in fiscal 2020. Recent Accounting Pronouncements Reference Rate Reform (Topic 848), |
Business Combinations
Business Combinations | 12 Months Ended |
Mar. 26, 2022 | |
Business Combinations | |
Business Combinations | 3. Business Combinations G.&L. Clothing, Inc. On August 26, 2019, Boot Barn, Inc. completed the acquisition of G.&L. Clothing, Inc. (“G.&L. Clothing”), an individually-owned retailer operating one store in Des Moines, Iowa. As part of the transaction, Boot Barn, Inc. purchased the inventory, entered into new leases with the store’s landlord and offered employment to the G.&L. Clothing team. The primary reason for the acquisition of G.&L. Clothing was to further expand the Company’s retail operations in Iowa. The cash consideration paid for the acquisition was $3.7 million. In allocating the purchase price, the Company recorded all assets acquired and liabilities assumed at fair value. The total fair value of consideration transferred for the acquisition was allocated to the net tangible and intangible assets based upon their estimated fair values as of the date of the acquisition of G.&L. Clothing. The excess of the purchase price over the net tangible and intangible assets was recorded as goodwill. The goodwill and intangible assets are deductible for income tax purposes. The Company determined the estimated fair values using Level 3 inputs after review and consideration of relevant information, including quoted market prices and estimates made by management. The inventory was valued using the comparative sales method. Property and equipment, net, customer list and merchandise credits and other current liabilities were valued under either the cost or income approach. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date based on the purchase price allocation: (in thousands) At August 26, 2019 Assets acquired: Inventory $ 2,361 Property & equipment, net 64 Customer list 345 Right-of-use asset, net 1,946 Goodwill 1,644 Total assets acquired $ 6,360 Liabilities assumed: Merchandise credits and other current liabilities $ 169 Short-term lease liability 129 Long-term lease liability 2,374 Total liabilities assumed 2,672 Net assets acquired $ 3,688 The change in the carrying amount of goodwill is as follows (in thousands): Balance as of March 28, 2020 $ 197,502 Activity — Balance as of March 27, 2021 197,502 Activity — Balance as of March 26, 2022 $ 197,502 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Mar. 26, 2022 | |
Prepaid Expenses and Other Current Assets | |
Prepaid Expenses and Other Current Assets | 4. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): March 26, March 27, 2022 2021 Prepaid rent $ 23 $ — Prepaid advertising 751 831 Prepaid insurance 2,209 1,292 Income tax receivable 2,205 — Debt issuance costs 179 251 Prepaid merchandise 25,167 7,482 Other 6,661 2,921 Total prepaid expenses and other current assets $ 37,195 $ 12,777 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Mar. 26, 2022 | |
Property and Equipment, Net | |
Property and Equipment, Net | 5. Property and Equipment, Net Property and equipment, net, consisted of the following (in thousands): March 26, March 27, 2022 2021 Land $ — $ — Buildings — — Leasehold improvements 92,151 71,967 Machinery and equipment 40,965 31,404 Furniture and fixtures 98,409 76,785 Construction in progress 25,360 5,364 Vehicles 1,556 1,024 258,441 186,544 Less: Accumulated depreciation (103,194) (76,100) Property and equipment, net $ 155,247 $ 110,444 Depreciation expense was $27.3 million, $24.1 million, and $21.2 million for fiscal years 2022, 2021, and 2020, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Mar. 26, 2022 | |
Intangible Assets, Net | |
Intangible Assets, Net | 6. Intangible Assets, Net Net intangible assets consisted of the following: March 26, 2022 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life (in thousands, except for weighted average useful life) Customer lists—definite lived $ 345 $ (209) $ 136 5.0 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,022 $ (209) $ 60,813 March 27, 2021 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life (in thousands, except for weighted average useful life) Customer lists $ 345 $ (137) $ 208 5.0 Trademarks—definite lived 15 (15) — 3.0 Total definite lived 360 (152) 208 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,037 $ (152) $ 60,885 Amortization expense for intangible assets totaled $0.1 million, $0.1 million, and $0.2 million for fiscal 2022, 2021, and 2020, respectively, and is included in selling, general and administrative expenses. As of March 26, 2022, estimated future amortization of intangible assets was as follows: Fiscal year (in thousands) 2023 $ 62 2024 54 2025 20 2026 — 2027 — Thereafter — Total $ 136 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Mar. 26, 2022 | |
Accrued Expenses and Other Current Liabilities | |
Accrued Expenses and Other Current Liabilities | 7. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): March 26, March 27, 2022 2021 Accrued compensation $ 27,231 $ 23,537 Deferred revenue 18,516 14,422 Sales tax liability 13,713 10,713 Income taxes payable 18,729 3,075 Accrued occupancy expense 7,944 4,394 Accrued interest 137 133 Sales reward redemption liability 3,504 2,485 Accrued expenses 22,307 12,915 Accrued property and equipment 12,820 2,530 Sales returns reserve 7,426 2,790 Other 1,081 621 Total accrued expenses and other current liabilities $ 133,408 $ 77,615 |
Revolving Credit Facilities and
Revolving Credit Facilities and Long-Term Debt | 12 Months Ended |
Mar. 26, 2022 | |
Revolving Credit Facilities and Long-Term Debt | |
Revolving Credit Facilities and Long-Term Debt | 8. Revolving Credit Facilities and Long-Term Debt On June 29, 2015, the Company, as guarantor, and its wholly-owned primary operating subsidiary, Boot Barn, Inc., refinanced the $150.0 million credit facility with Wells Fargo Bank, N.A. (“February 2015 Wells Fargo Credit Facility”) with the $125.0 million June 2015 Wells Fargo Revolver and the $200.0 million 2015 Golub Term Loan. The borrowing base of the June 2015 Wells Fargo Revolver is calculated on a monthly basis and is based on the amount of eligible credit card receivables, commercial accounts, inventory, and available reserves. Borrowings under the June 2015 Wells Fargo Revolver bear interest at per annum rates equal to, at the Company’s option, either (i) LIBOR plus an applicable margin for LIBOR loans, or (ii) the base rate plus an applicable margin for base rate loans. The base rate is calculated as the highest of (a) the federal funds rate plus 0.5%, (b) the Wells Fargo prime rate and (c) one-month LIBOR plus 1.0%. The applicable margin is calculated based on a pricing grid that in each case is linked to quarterly average excess availability. For LIBOR loans, the applicable margin ranges from 1.00% to 1.25%, and for base rate loans it ranges from 0.00% to 0.25%. The Company also pays a commitment fee of 0.25% per annum of the actual daily amount of the unutilized revolving loans. The interest on the June 2015 Wells Fargo Revolver is payable in quarterly installments ending on the maturity date. On May 26, 2017, the Company entered into an amendment to the June 2015 Wells Fargo Revolver (the “2017 Wells Amendment”), increasing the aggregate revolving credit facility to $135.0 million and extending the maturity date to the earlier of May 26, 2022 or 90 days prior to the previous maturity of the 2015 Golub Term Loan, which was then scheduled to mature on June 29, 2021. On June 6, 2019, the Company entered into Amendment No. 3 to the Credit Agreement (the “2019 Wells Amendment”), further increasing the aggregate revolving credit facility to $165.0 million and extending the maturity date to the earlier of June 6, 2024 or 90 days prior to the maturity of the 2015 Golub Term Loan, which was then scheduled to mature on June 29, 2023. The 2019 Wells Amendment further made changes to the June 2015 Wells Fargo Revolver in connection with the transition away from LIBOR as the benchmark rate. On July 26, 2021, the Company entered into an amendment (the “2021 Wells Amendment”) increasing the aggregate revolving credit facility to $180.0 million. The amount outstanding under the June 2015 Wells Fargo Revolver as of March 26, 2022 was $28.5 million. As of March 27, 2021 the amount outstanding was zero. Total interest expense incurred in fiscal 2022 on the June 2015 Wells Fargo Revolver was $0.7 million, and the weighted average interest rate for fiscal 2022 was 3.4%. Total interest expense incurred in fiscal 2021 on the June 2015 Wells Fargo Revolver was $1.5 million, and the weighted average interest rate for fiscal 2021 was 1.6%. Total interest expense incurred in fiscal 2020 on the June 2015 Wells Fargo Revolver was $3.1 million, and the weighted average interest rate for fiscal 2020 was 3.3%. Borrowings under the 2015 Golub Term Loan bear interest at per annum rates equal to, at the Company’s option, either (a) LIBOR plus an applicable margin for LIBOR loans with a LIBOR floor of 1.0%, or (b) the base rate plus an applicable margin for base rate loans. The base rate is calculated as the greater of (i) the higher of (x) the prime rate and (y) the federal funds rate plus 0.5% and (ii) the sum of one-month LIBOR plus 1.0%. The applicable margin is 4.5% for LIBOR loans and 3.5% for base rate loans. The principal and interest on the 2015 Golub Term Loan is payable in quarterly installments ending on the maturity date which was originally June 29, 2021. Quarterly principal payments of $500,000 are due for each quarter; however, on June 2, 2017, the Company prepaid $10.0 million on the 2015 Golub Term Loan, which included all of the required quarterly principal payments until the maturity date of the loan. On May 15, 2018, the Company made an additional $10.0 million prepayment on the 2015 Golub Term Loan. On June 6, 2019, the Company entered into the Third Amendment to the 2015 Golub Term Loan (the “2019 Golub Amendment”) which extended the maturity date to June 29, 2023. At the time of the Third Amendment, the Company also prepaid $65.0 million of the term loan facility, reducing the outstanding principal balance to $111.5 million. The 2019 Golub Amendment further made changes to the 2015 Golub Term Loan in connection with the transition away from LIBOR as the benchmark rate. During fiscal 2022, the Company repaid the remaining $111.5 million outstanding principal under the 2015 Golub Term Loan and terminated the agreement. Total interest expense incurred in fiscal 2022 on the 2015 Golub Term Loan was $2.5 million, and the weighted average interest rate for fiscal 2022 was 5.5%. Total interest expense incurred in fiscal 2021 on the 2015 Golub Term Loan was $6.3 million, and the weighted average interest rate for fiscal 2021 was 5.7%. Total interest expense incurred in fiscal 2020 on the 2015 Golub Term Loan was $8.5 million, and the weighted average interest rate for fiscal 2020 was 6.8%. All obligations under the June 2015 Wells Fargo Revolver are unconditionally guaranteed by the Company and each of its direct and indirect domestic subsidiaries (other than certain immaterial subsidiaries) which are not named as borrowers under the June 2015 Wells Fargo Revolver. The June 2015 Wells Fargo Revolver contains customary provisions relating to mandatory prepayments, restricted payments, voluntary payments, affirmative and negative covenants, and events of default. In addition, the terms of the June 2015 Wells Fargo Revolver require the Company to maintain, on a consolidated basis, a Consolidated Fixed Charge Coverage Ratio (as defined in the June 2015 Wells Fargo Revolver) of at least 1.00:1.00 during such times as a covenant trigger event shall exist. The June 2015 Wells Fargo Revolver also requires the Company to pay additional interest of 2.0% per annum upon triggering certain specified events of default set forth therein. For financial accounting purposes, the requirement for the Company to pay a higher interest rate upon an event of default is an embedded derivative. As of March 26, 2022, the fair value of this embedded derivative was estimated and was not significant. As of March 26, 2022, we were in compliance with the June 2015 Wells Fargo Revolver covenant. Debt Issuance Costs and Debt Discount Debt issuance costs totaling $1.2 million were incurred under the June 2015 Wells Fargo Revolver, 2017 Wells Amendment, 2019 Wells Amendment and 2021 Wells Amendment and are included as assets on the consolidated balance sheets in prepaid expenses and other current assets. Total unamortized debt issuance costs were $0.2 million and $0.3 million as of March 26, 2022 and March 27, 2021, respectively. These amounts are being amortized to interest expense over the term of the June 2015 Wells Fargo Revolver. Debt issuance costs and debt discount totaling $7.1 million were incurred under the 2015 Golub Term Loan, 2017 Golub Amendment and 2019 Golub Amendment and are included as a reduction of the non-current notes payable on the consolidated balance sheets. As a result of the repayment and termination of the 2015 Golub Term Loan discussed above, $1.4 million of debt issuance costs and debt discount associated with the 2015 Golub Term Loan were written off as interest expense. Total unamortized debt issuance costs and debt discount were zero and $1.7 million as of March 26, 2022 and March 27, 2021, respectively. The following sets forth the balance sheet information related to the term loan: March 26, March 27, (in thousands) 2022 2021 Term Loan $ — $ 111,500 Unamortized value of the debt issuance costs and debt discount — (1,719) Net carrying value $ — $ 109,781 Total amortization expense of $0.4 million, $0.9 million and $0.9 million related to the June 2015 Wells Fargo Revolver and 2015 Golub Term Loan is included as a component of interest expense in fiscal 2022, 2021 and 2020, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Mar. 26, 2022 | |
Stock-Based Compensation | |
Stock-Based Compensation | 9. Stock-Based Compensation Equity Incentive Plans On January 27, 2012, the Company approved the 2011 Equity Incentive Plan (the “2011 Plan”). The 2011 Plan authorized the Company to issue options to employees, consultants and directors exercisable for up to a total of 3,750,000 shares of common stock, par value $0.0001 per share. As of March 26, 2022, all awards granted by the Company under the 2011 Plan have been nonqualified stock options. Options granted under the 2011 Plan have a life of 10 years and vest over service periods of five years or in connection with certain events as defined by the 2011 Plan. On October 19, 2014, the Company approved the 2014 Equity Incentive Plan, which was amended as of August 24, 2016 (as amended, the “2014 Plan”). Following the approval of the 2014 Plan, no further grants have been made under the 2011 Plan. The 2014 Plan authorizes the Company to issue awards to employees, consultants and directors for up to a total of 3,600,000 shares of common stock, par value $0.0001 per share. As of March 26, 2022, all awards granted by the Company under the 2014 Plan to date have been nonqualified stock options, restricted stock awards, restricted stock units or performance share units. Options granted under the 2014 Plan have a life of eight to ten years and vest over service periods of four or five years or in connection with certain events as defined by the 2014 Plan and as determined by the Compensation Committee of our board of directors. Restricted stock awards granted under the 2014 Plan vest over one or four years , as determined by the Compensation Committee of our board of directors. Restricted stock units granted under the 2014 Plan vest over service periods of one , four or five years , as determined by the Compensation Committee of our board of directors. Performance share units are subject to the vesting criteria discussed further below. On August 26, 2020, the Company approved the 2020 Equity Incentive Plan (the “2020 Plan”). Following the approval of the 2020 Plan, no further grants have been made under the 2014 Plan. The 2020 Plan authorizes the Company to issue awards to employees and directors for up to a total of 2,000,000 shares of common stock, par value $0.0001 per share. As of March 26, 2022, all awards granted by the Company under the 2020 Plan to date have been restricted stock units or performance share units. Restricted stock units vest over service periods of one or four years , as determined by the Compensation Committee of our board of directors. Performance share units are subject to the vesting criteria discussed further below. Stock Options During fiscal 2022, the Company did not grant options to purchase shares. During fiscal 2021, the Company granted certain members of management options to purchase a total of 287,373 shares under the 2014 Plan. The total grant date fair value of stock options granted during fiscal 2021 was $3.1 million, with grant date fair values ranging from $10.40 to $12.71 per share. The Company is recognizing the expense relating to these stock options on a straight-line basis over the four-year service period of the awards. The exercise prices of these awards range between $20.94 and $24.08 per share. On May 20, 2019, the Company granted its Chief Executive Officer ("CEO") an option to purchase 227,273 shares of common stock under the 2014 Plan. This option contains both service and market vesting conditions. Vesting of this option is contingent upon the market price of the Company's common stock achieving three stated price targets for 30 consecutive trading days through the fourth anniversary of the date of grant. If the first market price target is met, 33% of the option granted will cliff vest on the fourth anniversary of the date of grant, with an additional 33% of the option vesting if the second market price target is met, and the last 34% of the option vesting if the final market price target is met. During fiscal 2020, the first market price target was met, and as such, 33% of the option or 75,000 shares will cliff vest on the fourth anniversary of the date of grant, subject to the applicable service conditions. During fiscal 2021, the second and third market price targets were met, and as such, the final 67% of the option or 152,273 shares will cliff vest on the fourth anniversary of the date of grant, subject to the applicable service conditions. The total grant date fair value of this option was $2.0 million, with a grant date fair value of $8.80 per share. The Company is recognizing the expense relating to this stock option on a straight-line basis over the four-year service period. The exercise price of this award is $28.63 per share. The fair value of the option was estimated using a Monte Carlo simulation model. The following significant assumptions were used as of May 20, 2019, the date of grant: Stock price $ 28.63 Exercise price $ 28.63 Expected option term 7.0 years Expected volatility 35.3 % Risk-free interest rate 2.3 % Expected annual dividend yield 0 % During fiscal 2020, the Company granted certain members of management options to purchase a total of 126,952 shares under the 2014 Plan. The total grant date fair value of stock options granted during fiscal 2020 was $1.4 million, with grant date fair values ranging from $7.22 to $11.19 per share. The Company is recognizing the expense relating to these stock options on a straight-line basis over the four-year service period of the awards. The exercise prices of these awards range between $19.23 and $28.63 per share. Stock option awards with service vesting conditions are 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 the Company’s stock price over the option’s expected term, the risk-free interest rate over the option’s expected term and the Company’s expected annual dividend yield, if any. The Company issues shares of common stock when options are exercised. The fair values of stock options granted in fiscal 2022, 2021, and 2020 were estimated on the grant dates using the following assumptions: Fiscal Year Ended March 26, March 27, March 28, 2022 2021 2020 Expected option term (1) N/A 6.3 years 6.3 - 7.0 years Expected volatility factor (2) N/A 57.0 % - 58.4 % 35.3 % - 38.1 % Risk-free interest rate (3) N/A 0.3 % - 0.4 % 0.5 % - 2.3 % Expected annual dividend yield N/A 0 % 0 % (1) The Company has limited historical information regarding the expected option term. Accordingly, the Company determined the expected life of the options using the simplified method. (2) Stock volatility for each grant is measured using the weighted average of historical daily price changes of the Company’s stock and its competitors’ common stock over the most recent period equal to the expected option term of the Company’s awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term. Intrinsic value for stock options is defined as the difference between the market price of the Company’s common stock on the last business day of the fiscal year and the weighted average exercise price of in-the-money stock options outstanding at the end of each fiscal period. The following table summarizes the stock award activity for the fiscal year ended March 26, 2022: Weighted Grant Date Average Weighted Remaining Aggregate Stock Average Contractual Intrinsic Options Exercise Price Life (in Years) Value (in thousands) Outstanding at March 27, 2021 1,111,919 $ 20.94 Granted — $ — Exercised (359,409) $ 16.04 $ 25,720 Cancelled, forfeited or expired (24,431) $ 18.48 Outstanding at March 26, 2022 728,079 $ 23.44 6.5 $ 53,214 Vested and expected to vest after March 26, 2022 728,079 $ 23.44 6.5 $ 53,214 Exercisable at March 26, 2022 101,103 $ 19.72 4.8 $ 7,766 A summary of the status of non-vested stock options as of March 26, 2022 and changes during fiscal 2022 is presented below: Weighted- Average Grant Date Shares Fair Value Nonvested at March 27, 2021 952,929 $ 8.36 Granted — $ — Vested (301,522) $ 6.80 Nonvested shares forfeited (24,431) $ 7.77 Nonvested at March 26, 2022 626,976 $ 9.14 Restricted Stock Units During fiscal 2022, the Company granted 65,662 restricted stock units to various directors and employees under the 2020 Plan. The shares granted to employees vest in four equal annual installments beginning on the grant date, provided that the respective award recipient continues to be employed by the Company through each of those dates (subject to certain exceptions). The shares granted to the Company’s directors vest on the first anniversary of the date of grant. The grant date fair value of these awards for fiscal 2022 totaled $5.2 million. The Company is recognizing the expense relating to these awards on a straight-line basis over the service period of each award, commencing on the date of grant. During fiscal 2021, the Company granted 175,527 restricted stock units to various directors and employees under the 2014 Plan. The shares granted to employees vest in four equal annual installments beginning on the grant date, provided that the respective award recipient continues to be employed by the Company through each of those dates (subject to certain exceptions). The shares granted to the Company’s directors vest on the first anniversary of the date of grant. The grant date fair value of these awards for fiscal 2021 totaled $3.7 million. The Company is recognizing the expense relating to these awards on a straight-line basis over the service period of each award, commencing on the date of grant. During fiscal 2020, the Company granted 95,985 restricted stock units to various directors and employees under the 2014 Plan. The units granted to employees vest in four equal annual installments beginning on the grant date, provided that the respective award recipient continues to be employed by the Company through each of those dates. The units granted to the Company’s directors vest on the first anniversary of the date of grant, provided that the respective award recipient continues service with the Company through the vesting date. The grant date fair value of these awards for fiscal 2020 totaled $2.7 million. The Company is recognizing the expense relating to these awards on a straight-line basis over the service period of each award, commencing on the date of grant. Performance Share Units During fiscal 2022, the Company granted 33,571 performance share units to various employees under the 2020 Plan with a grant date fair value of $2.6 million. The performance share units granted during fiscal 2022 are stock-based awards in which the number of shares ultimately received depends on the Company's performance against its cumulative earnings per share target over a three-year performance period beginning March 28, 2021 and ending March 30, 2024. These performance metrics were established by the Company at the beginning of the performance period. At the end of the performance period, the number of performance shares to be issued is fixed based upon the degree of achievement of the performance goals. If the cumulative three-year performance goals are below the threshold level, the number of performance units to vest will be 0% , if the performance goals are at the threshold level, the number of performance units to vest will be 50% of the target amounts, if the performance goals are at the target level, the number of performance units to vest will be 100% of the target amounts, and if the performance goals are at the maximum level, the number of performance units to vest will be 200% of the target amounts, each subject to continued service through the last day of the performance period (subject to certain exceptions). If performance is between threshold and target goals or between target and maximum goals, the number of performance units to vest will be determined by linear interpolation. The number of shares ultimately issued can range from 0% to 200% of the participant's target award. The grant date fair value of the performance share units granted during fiscal 2022 was initially measured using the Company's closing stock price on the date of grant with the resulting stock compensation expense recognized on a straight-line basis over the three-year vesting period, subject to certain exceptions. The expense recognized over the vesting period is adjusted up or down on a quarterly basis based on the anticipated performance level during the performance period. If the performance metrics are not probable of achievement during the performance period, stock compensation expense would be reversed. The awards are forfeited if the threshold performance goals are not achieved as of the end of the performance period During fiscal 2021, the Company did not grant any performance share units. During fiscal 2020, the Company granted 38,546 performance share units to various employees under the 2014 Plan with a grant date fair value of $28.63 per share. The performance share units granted are stock-based awards in which the number of shares ultimately received depends on the Company's performance against its cumulative earnings per share target over a three-year performance period beginning March 31, 2019 and ending March 26, 2022. These performance metrics were established by the Company at the beginning of the performance period. At the end of the performance period, the number of performance shares to be issued is fixed based upon the degree of achievement of the performance goals. If the cumulative three-year performance goals are below the threshold level, the number of performance units to vest will be 0%, if the performance goals are at the threshold level, the number of performance units to vest will be 50% of the target amounts, if the performance goals are at the target level, the number of performance units to vest will be 100% of the target amounts, and if the performance goals are at the maximum level, the number of performance units to vest will be 200% of the target amounts, each subject to continued service by the applicable award recipient through the last day of the performance period (subject to certain exceptions). If performance is between threshold and target goals or between target and maximum goals, the number of performance units to vest will be determined by linear interpolation. The number of shares ultimately issued can range from 0% to 200% of the participant's target award. Based on the Company’s results during the performance period, 200 % of the share target amounts vested subsequent to March 26, 2022. The grant date fair value of the performance share units granted during fiscal 2020 was initially measured using the Company's closing stock price on the date of grant with the resulting stock compensation expense recognized on a straight-line basis over the three-year vesting period. The expense recognized over the vesting period is adjusted up or down on a quarterly basis based on the anticipated performance level during the performance period. If the performance metrics are not probable of achievement during the performance period, stock compensation expense would be reversed. The awards are forfeited if the threshold performance goals are not achieved as of the end of the performance period. Stock-Based Compensation Expense Stock-based compensation expense was $9.5 million, $7.2 million, and $4.9 million for fiscal 2022, 2021, and 2020, respectively. Stock-based compensation expense of $2.6 million, $1.2 million, and $0.9 million was recorded in cost of goods sold in the consolidated statements of operations for fiscal 2022, 2021, and 2020, respectively. All other stock-based compensation expense is included in selling, general and administrative expenses in the consolidated statements of operations. As of March 26, 2022, there was $2.1 million of total unrecognized stock-based compensation expense related to unvested stock options, with a weighted-average remaining recognition period of 1.60 years. As of March 26, 2022, there was $4.6 million of total unrecognized stock-based compensation expense related to restricted stock units, with a weighted-average remaining recognition period of 2.54 years. As of March 26, 2022, there was $2.3 million of total unrecognized stock-based compensation expense related to performance share units, with a weighted-average remaining recognition period of 2.01 years. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Mar. 26, 2022 | |
Commitments and Contingencies | |
Commitments and Contingencies | 10. Commitments and Contingencies The Company is involved, from time to time, in litigation that is incidental to its business. The Company has reviewed these matters to determine if reserves are required for losses that are probable and reasonable to estimate in accordance with FASB ASC Topic 450, Contingencies On May 8, 2019, Sheplers, Inc., a wholly-owned subsidiary of the Company (now known as Sheplers, LLC), was named as defendant in a class-action complaint filed in the Superior Court of California, County of Los Angeles. Among other things, the complaint generally alleges deceptive pricing on merchandise sold in Sheplers’ e-commerce site. The estimated cost of the matter has been accrued as of March 26, 2022. On February 27, 2020, one employee, on behalf of themself and all other similarly situated employees, filed a class action lawsuit against the Company, which includes claims for penalties under California’s Private Attorney General Act, in the Sacramento County Superior Court, Case No. 37-2019-00272000-CU-OE-GDS, alleging violations of California’s wage and hour, overtime, meal periods and rest breaks, and an alleged violation of the suitable seating requirement as per California Labor Law among other things. The complaint seeks an unspecified amount of damages and penalties. The Company intends to defend this claim vigorously. As of March 26, 2022, the Company has recorded an amount for the estimated probable loss, which is not material to the consolidated financial statements. Depending on the outcome of pending litigation, charges in excess of such recorded amount could be recorded in the future, which may have a material adverse effect on the Company’s financial position, results of operations or liquidity. The Company is also subject to certain other pending or threatened litigation matters incidental to its business. In management’s opinion, none of these legal matters, individually or in the aggregate, will have a material effect on the Company’s financial position, results of operations, or liquidity. During the normal course of its business, the Company has made certain indemnifications and commitments under which the Company may be required to make payments for certain transactions. These indemnifications include those given to various lessors in connection with facility leases for certain claims arising from such facility leases, and indemnifications to directors and officers of the Company to the maximum extent permitted under the laws of the State of Delaware. The majority of these indemnifications and commitments do not provide for any limitation of the maximum potential future payments the Company could be obligated to make, and their duration may be indefinite. The Company has not recorded any liability for these indemnifications and commitments in the consolidated balance sheets as the impact is expected to be immaterial. |
Leases
Leases | 12 Months Ended |
Mar. 26, 2022 | |
Leases | |
Leases | 11. Leases The Company does not own any real estate. Instead, most of its retail store locations are occupied under operating leases. The store leases generally have a base lease term of five Operating and finance lease liabilities are recognized at the lease commencement date based on the present value of the fixed lease payments using the Company's incremental borrowing rates for its population of leases. Related operating and finance lease right-of-use (“ROU”) assets are recognized based on the initial present value of the fixed lease payments, reduced by cash payments received from landlords as lease incentives, plus any prepaid rent and other direct costs from executing the leases. Amortization of both operating and finance lease ROU assets is performed on a straight-line basis and recorded as part of rent expense in cost of goods sold and selling, general and administrative expenses on the consolidated statements of operations. The majority of total lease costs is recorded as part of cost of goods sold, with the balance recorded in selling, general and administrative expenses on the consolidated statements of operations. The interest expense amortization component of the finance lease liabilities is recorded within interest expense on the consolidated statements of operations. ROU assets are tested for impairment in the same manner as long-lived assets. During fiscal 2022 and fiscal 2020, the Company did not record ROU asset impairment charges related to its stores. During fiscal 2021, the Company recorded ROU asset impairment charges of $0.3 million related to its stores. Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Variable lease payments are recognized as lease expense as they are incurred. In April 2020, the FASB issued guidance allowing entities to make a policy election whether to account for lease concessions related to the COVID-19 pandemic as lease modifications. The election applies to any lessor-provided lease concession related to the impact of the COVID-19 pandemic, provided the concession does not result in a substantial increase in the rights of the lessor or in the obligations of the lessee. In fiscal 2021, the Company received non-substantial concessions from certain landlords in the form of rent deferrals and abatements related to the COVID-19 pandemic. There were no additional concessions received in fiscal 2022. The Company elected to not account for these rent concessions as lease modifications. As such, approximately $4.4 million of short-term rent deferrals agreed upon with the Company’s landlords was included in the accounts payable financial statement line item as of March 27, 2021 and was subsequently repaid during fiscal 2022. The recognition of rent concessions did not have a material impact on the Company’s consolidated financial statements as of March 27, 2021. ROU assets and lease liabilities as of March 26, 2022 consist of the following: Balance Sheet Classification March 26, 2022 (in thousands) Assets Finance lease assets Right-of-use assets, net $ 10,254 Operating lease assets Right-of-use assets, net 230,893 Total lease assets $ 241,147 Liabilities Current Finance Short-term lease liabilities $ 838 Operating Short-term lease liabilities 42,279 Total short-term lease liabilities $ 43,117 Non-Current Finance Long-term lease liabilities $ 16,164 Operating Long-term lease liabilities 218,420 Total long-term lease liabilities $ 234,584 Total lease liabilities $ 277,701 Total lease costs for each of fiscal 2022, 2021 and 2020 were: Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended (in thousands) March 26, 2022 March 27, 2021 March 28, 2020 Finance lease cost Amortization of right-of-use assets $ 930 $ 848 $ 800 Interest on lease liabilities 774 795 790 Total finance lease cost $ 1,704 $ 1,643 $ 1,590 Operating lease cost $ 50,197 $ 44,922 $ 41,630 Short-term lease cost 3,934 2,085 2,653 Variable lease cost 20,286 14,488 * 12,283 * Sublease income — (572) (177) Total lease cost $ 76,121 $ 62,566 $ 57,979 * Amounts previously disclosed above for variable lease cost in fiscal 2021 and fiscal 2020 have been corrected from amounts previously reported of $2.2 million and $1.6 million, respectively. The following table summarizes future lease payments as of March 26, 2022: Operating Leases Finance Leases Fiscal Year (in thousands) (in thousands) 2023 $ 47,404 $ 1,560 2024 53,643 1,544 2025 47,253 1,515 2026 40,103 1,552 2027 31,353 1,590 Thereafter 85,086 14,524 Total 304,842 22,285 Less: Imputed interest (44,143) (5,283) Present value of net lease payments $ 260,699 $ 17,002 The following table includes supplemental lease information: Fiscal Year Ended Supplemental Cash Flow Information (dollars in thousands) March 26, 2022 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 49,707 Operating cash flows from finance leases 1 Financing cash flows from finance leases 1,595 $ 51,303 Lease liabilities arising from new right-of-use assets Operating leases $ 91,390 Finance leases $ 3,148 Weighted average remaining lease term (in years) Operating leases 6.6 Finance leases 13.3 Weighted average discount rate Operating leases 4.7 % Finance leases 10.9 % |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Mar. 26, 2022 | |
Defined Contribution Plan | |
Defined Contribution Plan | 12. Defined Contribution Plan The Boot Barn 401(k) Plan (the “401(k) Plan”) is a qualified plan under Section 401(k) of the Internal Revenue Code. The 401(k) Plan provides a matching contribution for all employees that work a minimum of 1,000 hours per year. Contributions to the plan are based on certain criteria as defined in the agreement, governing the 401(k) Plan. Participating employees are allowed to contribute up to the statutory maximum set by the Internal Revenue Service. The Company provides a safe harbor matching contribution that matches 100% of employee contributions up to 3% of their respective wages and then 50% of further contributions up to 5% of their respective wages. Contributions to the plan and charges to selling, general and administrative expenses were $1.6 million, $1.3 million, and $1.3 million for fiscal 2022, 2021, and 2020, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 26, 2022 | |
Income Taxes | |
Income Taxes | 13. Income Taxes Income tax expense consisted of the following: Fiscal Year Ended March 26, March 27, March 28, (in thousands) 2022 2021 2020 Current: Federal $ 43,883 $ 12,761 $ 7,619 State 11,358 2,912 2,150 Foreign — — — Total current 55,241 15,673 9,769 Deferred: Federal 3,942 1,614 3,149 State 960 577 (554) Foreign — — — Total deferred 4,902 2,191 2,595 Total income tax expense $ 60,143 $ 17,864 $ 12,364 The reconciliation between the Company’s effective tax rate on income from operations and the statutory tax rate is as follows: Fiscal Year Ended March 26, March 27, March 28, 2022 2021 2020 Expected provision at statutory U.S. federal tax rate 21.0 % 21.0 % 21.0 % State and local income taxes, net of federal tax benefit 4.0 4.1 3.6 Permanent items — 0.1 0.2 Excess tax benefit of stock-based compensation (2.9) (3.5) (3.5) IRC Section 162(M) 1.7 1.9 0.9 Valuation allowance — — (0.7) Other — (0.4) (1.0) Effective tax rate 23.8 % 23.2 % 20.5 % Differences between the effective tax rate and the statutory rate relate primarily to excess tax benefits due to income tax accounting for share-based compensation, IRC Section 162(M) and state taxes. Deferred taxes reflect the net tax effects of the temporary differences between the carrying amount of assets and liabilities for financial reporting and the amount used for income tax purposes. Significant components of the Company’s net deferred tax liabilities as of March 26, 2022 and March 27, 2021 consisted of the following (in thousands): March 26 March 27, 2022 2021 Deferred tax assets: State taxes $ 1,189 $ 327 Accrued liabilities 1,660 2,393 Award program liabilities 377 265 Deferred revenue 1,608 1,548 Inventory 6,053 4,319 Stock options 1,831 1,711 Net operating loss carryforward — 748 Long-term lease liabilities 58,775 45,499 Other, net 2,747 1,516 Total deferred tax assets 74,240 58,326 Deferred tax liabilities: Depreciation and amortization (41,393) (34,752) Prepaid expenses (709) (401) Right-of-use assets (59,033) (45,166) Total deferred tax liabilities (101,135) (80,319) Valuation allowance — — Net deferred tax liabilities $ (26,895) $ (21,993) As of March 26, 2022, the Company had no net operating loss carryforwards for federal and state tax purposes. Valuation allowances are established, when necessary, to reduce deferred income tax assets to the amounts expected to be realized. To this end, the Company has considered and evaluated its sources of taxable income, including forecasted future taxable income, and the Company has concluded that a valuation allowance is not necessary as of March 26, 2022. The Company applies ASC 740, which contains a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments. At March 26, 2022 and March 27, 2021, no material amounts were recorded for any uncertain tax positions. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. To the extent that accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision in the period that such determination is made. The Company does not have any accrued interest or penalties associated with any unrecognized tax benefits as of March 26, 2022 and March 27, 2021. The Company does not anticipate a significant change in its uncertain tax benefits over the next 12 months. The major jurisdictions in which the Company files income tax returns include the U.S. federal jurisdiction, as well as various state jurisdictions within the U.S. The Company’s fiscal years 2017 through 2021 returns are subject to examination by the U.S. federal and various state tax authorities. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Mar. 26, 2022 | |
Related Party Transactions | |
Related Party Transactions | 14. Related Party Transactions The Company had capital expenditures with Floor & Decor Holdings, Inc., a specialty retail vendor in the flooring market. These capital expenditures amounted to $0.6 million, $0.4 million, and $0.8 million in fiscal 2022, fiscal 2021, and fiscal 2020, respectively, and were recorded as property and equipment, net on the consolidated balance sheets. During these fiscal years, certain members of the Company’s board of directors either served on the board of directors or as an executive officer at Floor & Decor Holdings, Inc. John Grijalva, the husband of Ms. Grijalva, Chief Merchandising Officer, works as an independent sales representative primarily for Dan Post Boot Company, Outback Trading Company, LTD and KS Marketing LLC. Mr. Grijalva conducts his business as an independent sales representative through a limited liability company of which he and Ms. Grijalva are members. We purchased merchandise from these suppliers in the aggregate approximate amounts of $39.5 million, $13.8 million, and $17.8 million in fiscal 2022, fiscal 2021, and fiscal 2020, respectively. Mr. Grijalva was paid commissions by the Company of approximately $2.4 million, $1.0 million, and $1.2 million in fiscal 2022, fiscal 2021 and fiscal 2020, respectively, a portion of which were passed on to other sales representatives working for Mr. Grijalva. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Mar. 26, 2022 | |
Earnings Per Share | |
Earnings Per Share | 15. Earnings Per Share Earnings per share is computed under the provisions of FASB ASC Topic 260, Earnings Per Share The components of basic and diluted earnings per share of common stock, in aggregate, for fiscal 2022, 2021, and 2020 are as follows: Fiscal Year Ended March 26, March 27, March 28, (in thousands, except per share data) 2022 2021 2020 Net income $ 192,450 $ 59,386 $ 47,949 Weighted average basic shares outstanding 29,556 28,930 28,583 Dilutive effect of options and restricted stock 835 547 637 Weighted average diluted shares outstanding 30,391 29,477 29,220 Basic earnings per share $ 6.51 $ 2.05 $ 1.68 Diluted earnings per share $ 6.33 $ 2.01 $ 1.64 During fiscal 2022, fiscal 2021 and fiscal 2020, securities outstanding totaling approximately 1,387, 322,078, and 360,079 shares, comprised of options and restricted stock, were excluded from the computation of weighted average diluted common shares outstanding, as the effect of doing so would have been anti-dilutive. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 26, 2022 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The Company’s consolidated financial statements, prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), include the accounts of the Company and each of its subsidiaries, including Boot Barn Holdings, Inc., Boot Barn, Inc., RCC Western Stores, Inc. (“RCC”), Baskins Acquisition Holdings, LLC (“Baskins”), Sheplers, Inc. and Sheplers Holding Corporation (now known as Sheplers, LLC and Sheplers Holdings LLC, respectively, following the conversion of those entities to limited liability companies on September 26, 2021) (these entities collectively, “Sheplers”). All intercompany accounts and transactions among the Company and its subsidiaries have been eliminated in consolidation. The vast majority of the Company’s identifiable assets are in the United States. |
Fiscal Year | Fiscal Year The Company reports its results of operations and cash flows on a 52- or 53-week basis, and its fiscal year ends on the last Saturday of March unless April 1st is a Saturday, in which case the fiscal year ends on April 1st. The years ended March 26, 2022 (“fiscal 2022”), March 27, 2021 (“fiscal 2021”) and March 28, 2020 (“fiscal 2020”) each consisted of 52 weeks. |
Comprehensive Income | Comprehensive Income The Company does not have any components of other comprehensive income recorded within its consolidated financial statements and, therefore, does not separately present a statement of comprehensive income in its consolidated financial statements. |
Segment Reporting | Segment Reporting GAAP has established guidance for reporting information about a company’s operating segments, including disclosures related to a company’s products and services, geographic areas and major customers. The Company monitors and reviews its segment reporting structure in accordance with authoritative guidance to determine whether any changes have occurred that would impact its reportable segments. The Company’s retail stores and e-commerce websites represent two operating segments. Given the similar qualitative and economic characteristics of the two operating segments, the Company’s retail stores and e-commerce websites are aggregated into one reporting segment in accordance with guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting (ASC 280). Further, the Company’s operations represent two reporting units, retail stores and e-commerce, for the purpose of its goodwill impairment analysis. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Among the significant estimates affecting the Company’s consolidated financial statements are those relating to revenue recognition, lease accounting, inventories, goodwill, intangible and long-lived assets, stock-based compensation and income taxes. Management regularly evaluates its estimates and assumptions based upon historical experience and various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. To the extent actual results differ from those estimates, the Company’s future results of operations may be affected. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents also include receivables from credit card sales. The carrying amounts of cash and cash equivalents represent their fair values. |
Accounts Receivable | Accounts Receivable The Company’s accounts receivable consists of amounts due from commercial customers for merchandise sold, as well as receivables from suppliers under co-operative arrangements. The Company’s allowance for doubtful accounts was $0.3 million as of both March 26, 2022 and March 27, 2021. |
Inventories | Inventories Inventory consists primarily of purchased merchandise and is valued at the lower of cost or net realizable value. Cost is determined using the weighted-average cost method (which approximates the first-in, first-out method) and includes the cost of merchandise and import related costs, including freight, duty and agent commissions. The Company assesses the recoverability of inventory through a periodic review of historical usage and present demand. When the inventory on hand exceeds the foreseeable demand, the value of inventory that, at the time of the review, is not expected to be sold is written down to its estimated net realizable value. |
Debt Issuance Costs and Debt Discounts | Debt Issuance Costs and Debt Discounts Debt issuance costs are capitalized and amortized to interest expense over the terms of the applicable loan agreements using the effective interest method. Those costs related to the issuance of debt are presented as a reduction to the principal amount of the debt. Debt issuance costs incurred with the issuance of revolving credit lines are included in prepaid expenses and other current assets. Debt discounts arise when transaction fees are paid to the lending institution. Debt discounts are recorded as a reduction to the principal amount of the debt. Amortization of debt discounts is recorded as an increase to the net principal amount of the debt and as a charge to interest expense over the term of the applicable loan agreement using the effective interest method. |
Property and Equipment, net | Property and Equipment, net Property and equipment consists of leasehold improvements, machinery and equipment, furniture and fixtures, software and vehicles. Property and equipment is subject to depreciation and is recorded at cost less accumulated depreciation. Expenditures for major remodels and improvements are capitalized while minor replacements, maintenance and repairs that do not improve or extend the life of such assets are charged to expense. Gains or losses on disposal of fixed assets, when applicable, are reflected in operations. Depreciation is computed using the straight-line method over the estimated useful lives, ranging from five Software |
Goodwill and Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets Goodwill is recorded as the difference between the aggregate consideration paid for an acquisition and the fair value of the acquired net tangible and intangible assets. Goodwill is tested for impairment at least annually as of the first day of the fourth fiscal quarter or more frequently if indicators of impairment exist, in accordance with the provisions of FASB ASC Topic 350, Goodwill and Other GAAP has established guidance for reporting information about a company’s operating segments, including disclosures related to a company’s products and services, geographic areas and major customers. The Company monitors and reviews its segment reporting structure in accordance with authoritative guidance to determine whether any changes have occurred that would impact its reportable segments, as well as the Company’s reporting units. As previously stated above, the Company’s operations represent two reporting units, retail stores and e-commerce, for the purpose of its goodwill impairment analysis. If, based on a review of qualitative factors it is more likely than not that the fair value of a reporting unit is less than its carrying value, we proceed to compare the fair value of the reporting unit with its carrying amount. We evaluate the fair value of the reporting unit by using market-based analysis to review market capitalization and by reviewing a discounted cash flow analysis using management’s assumptions. We determine the fair value of our reporting unit using the income approach and market approach to valuation, as well as other generally accepted valuation methodologies. If the carrying amount of the reporting unit exceeds the reporting unit’s fair value, we recognize an impairment loss equal to the difference between the carrying amount and the estimated fair value of the reporting unit. The Company concluded that there was no impairment of goodwill during fiscal 2022, 2021, or 2020. Intangible assets with indefinite lives, which include the Boot Barn, Sheplers and Country Outfitter trademarks, are not amortized but instead are measured for impairment at least annually, or when events indicate that impairment may exist. The Company calculates impairment as the excess of the carrying value of indefinite-lived intangible assets over their estimated fair value. If the carrying value exceeds the estimate of fair value, an impairment charge is recorded. The Company concluded there was no impairment of intangible assets with indefinite lives during fiscal 2022, 2021, or 2020. |
Definite-Lived Intangible Assets | Definite-Lived Intangible Assets Definite-lived intangible assets consist of certain trademarks and customer lists. Definite-lived intangible assets are amortized utilizing the straight-line method over the assets’ estimated useful lives, with the exception of customer lists, which are amortized based on the estimated attrition rate. The period of amortization for customer lists and definite-lived trademarks is five years and three years, respectively. |
Long-Lived Assets | Long-Lived Assets Long-lived assets consist of property and equipment and definite-lived intangible assets. The Company assesses potential impairment of its long-lived assets whenever events or changes in circumstances indicate that an asset or asset group’s carrying value may not be recoverable. Factors that are considered important that could trigger an impairment review include a current period operating or cash flow loss combined with a history of operating or cash flow losses and a projection or forecast that demonstrates continuing losses or insufficient income associated with the use of a long-lived asset or asset group. Other factors include a significant change in the manner of the use of the asset or a significant negative industry or economic trend. This evaluation is performed based on estimated undiscounted future cash flows from operating activities compared with the carrying value of the related assets. If the undiscounted future cash flows are less than the carrying value, an impairment loss is recognized, measured by the difference between the carrying value, and the estimated fair value of the assets, with such estimated fair values determined using the best information available and in accordance with FASB ASC Topic 820, Fair Value Measurements of its stores. The fair values of these locations were calculated based on the projected discounted cash flows at a similar rate that would be used by market participants in valuing these assets or prices of similar assets. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation is accounted for under FASB ASC Topic 718, Compensation—Stock Compensation |
Revenue Recognition | Revenue Recognition Revenue is recorded for store sales upon the purchase of merchandise by customers. Transfer of control takes place at the point at which the customer receives and pays for the merchandise at the register. E-commerce sales are recorded when control transfers to the customer, which generally occurs upon delivery of the product. Shipping and handling revenues are included in total net sales. Shipping costs incurred by the Company are included as cost of goods sold. Sales taxes that are collected in connection with revenue transactions are withheld and remitted to the respective taxing authorities. As such, these taxes are excluded from revenue. Revenue is recorded net of estimated and actual sales returns and deductions for coupon redemptions, estimated future award redemption and other promotions. The sales returns reserve reflects an estimate of sales returns based on projected merchandise returns determined through the use of historical average return percentages. The total reserve for returns was $7.4 million, $2.8 million, and $1.6 million as of March 26, 2022, March 27, 2021 and March 28, 2020, respectively and is recorded in accrued expenses and other current liabilities in the accompanying consolidated balance sheets. The Company accounts for the asset and liability separately on a gross basis. The Company maintains a customer loyalty program. Under the program, customers accumulate points based on purchase activity. For customers to maintain their active point balance, they must make a qualifying purchase of merchandise at least once in a 365-day accumulated partial points are accrued as unearned revenue until redemption or expiration and, upon redemption and expiration, recorded as an adjustment to net sales using the relative standalone selling price method. The unearned revenue for this program is recorded in accrued expenses and other current liabilities on the consolidated balance sheets and was $3.5 million, $2.5 million, and $2.1 million as of March 26, 2022, March 27, 2021, and March 28, 2020, respectively. The following table provides a reconciliation of the activity related to the Company’s customer loyalty program: Customer Loyalty Program Fiscal Year Ended March 26, March 27, March 28, (In thousands) 2022 2021 2020 Beginning balance $ 2,485 $ 2,076 $ 1,936 Current year provisions 13,794 6,934 6,468 Current year award redemptions (12,775) (6,525) (6,328) Ending balance $ 3,504 $ 2,485 $ 2,076 Proceeds from the sale of gift cards are deferred until the customers use the cards to acquire merchandise. Gift cards, gift certificates and store credits do not have expiration dates, and unredeemed gift cards, gift certificates and store credits are subject to state escheatment laws. Amounts remaining after escheatment are recognized in net sales in the period escheatment occurs and the liability is considered to be extinguished. The Company defers recognition of a layaway sale and its related profit to the accounting period when the customer receives the layaway merchandise. Income from the redemption of gift cards, gift card breakage, and the sale of layaway merchandise is included in net sales. The following table provides a reconciliation of the activity related to the Company’s gift card program: Gift Card Program Fiscal Year Ended March 26, March 27, March 28, (In thousands) 2022 2021 2020 Beginning balance $ 11,569 $ 10,118 $ 8,796 Current year issuances 32,893 18,905 16,745 Current year redemptions (27,702) (16,614) (14,874) Current year breakage and escheatment (1,368) (840) (549) Ending balance $ 15,392 $ 11,569 $ 10,118 Disaggregated Revenue The Company disaggregates net sales into the following major merchandise categories: Fiscal Year Ended % of Net Sales March 26, 2022 March 27, 2021 March 28, 2020 Footwear 48% 53% 51% Apparel 36% 32% 34% Hats, accessories and other 16% 15% 15% Total 100% 100% 100% The Company also disaggregates net sales between stores and e-commerce: Fiscal Year Ended % of Net Sales March 26, 2022 March 27, 2021 March 28, 2020 Stores 85% 81% 84% E-commerce 15% 19% 16% Total 100% 100% 100% |
Cost of Goods Sold | Cost of Goods Sold Cost of goods sold includes the cost of merchandise, obsolescence and shrink provisions, store and warehouse occupancy costs (including rent, depreciation and utilities), inbound and outbound freight, supplier allowances, occupancy-related taxes, compensation costs for merchandise purchasing and warehouse personnel and other inventory acquisition-related costs. |
Store Opening Costs | Store Opening Costs Store opening costs consist of costs incurred prior to opening a new store and primarily consist of manager and other employee payroll, travel and training costs, marketing expenses, initial opening supplies and costs of transporting initial inventory and certain fixtures to store locations, as well as occupancy costs incurred from the time that we take possession of a store site to the opening of that store. Occupancy costs are included in cost of goods sold and the other store opening costs are included in selling, general and administrative (“SG&A”) expenses. All of these costs are expensed as incurred. |
Advertising Costs | Advertising Costs Certain advertising costs, including pay-per-click, direct mail, television and radio promotions, event sponsorship, in-store photographs and other promotional advertising are expensed when the marketing campaign commences. The Company had prepaid advertising costs of $0.8 million as of both March 26, 2022 and March 27, 2021. All other advertising costs are expensed as incurred. The Company recognized $34.5 million, $24.1 million, and $28.0 million in advertising costs during fiscal 2022, 2021, and 2020, respectively. |
Leases | Leases The Company accounts for leases in accordance with FASB ASC Topic 842, Leases |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with FASB ASC Topic 740, Income Taxes The Company accounts for uncertain tax positions in accordance with ASC 740, which clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. It prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Such changes in recognition or measurement might result in the recognition of a tax benefit or an additional charge to the tax provision in the period. The Company recognizes interest and penalties related to unrecognized tax benefits within the income tax expense line in the consolidated statements of operations. Accrued interest and penalties, if incurred, are included within accrued expenses and other current liabilities in the consolidated balance sheets. There were no accrued interest or penalties for the fiscal years ended March 26, 2022 or March 27, 2021. |
Per Share Information | Per Share Information Basic earnings per share is computed by dividing net income by the weighted average number of outstanding shares of common stock. In computing diluted earnings per share, the weighted average number of common shares outstanding is adjusted to reflect the effect of potentially dilutive securities such as stock options and restricted stock. In accordance with ASC 718, the Company utilizes the treasury stock method to compute the dilutive effect of stock options, restricted stock units and performance share units. |
Fair Value of Certain Financial Assets and Liabilities | Fair Value of Certain Financial Assets and Liabilities The Company follows FASB ASC Topic 820, Fair Value Measurements and Disclosures ● Level 1 uses unadjusted quoted prices that are available in active markets for identical assets or liabilities. ● Level 2 uses inputs other than quoted prices included in Level 1 that are either directly or indirectly observable through correlation with market data. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and inputs to valuation models or other pricing methodologies that do not require significant judgment because the inputs used in the model, such as interest rates, incremental borrowing rates and volatility, can be corroborated by readily observable market data. ● Level 3 uses one or more significant inputs that are unobservable and supported by little or no market activity, and reflect the use of significant management judgment. Level 3 assets and liabilities include those whose fair value measurements are determined using pricing models, discounted cash flow methodologies or similar valuation techniques and significant management judgment or estimation. The Company’s Level 3 assets include certain acquired businesses and the evaluation of store impairment. Cash and cash equivalents, accounts receivable and accounts payable are classified according to the lowest level input that is significant to the fair value measurement. As a result, the asset or liability could be classified as Level 2 or Level 3 even though there may be certain significant inputs that are readily observable. The Company believes that the recorded values of its financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or duration. Although a market quote for the fair value of its outstanding debt arrangement discussed in Note 8 “Revolving credit facilities and long-term debt” is not readily available, the Company believes its carrying value approximates fair value due to the variable interest rates, which are Level 2 inputs. There were no material financial assets or liabilities |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to credit risk consist principally of cash and cash equivalents. At times, such amounts held at banks may be in excess of Federal Deposit Insurance Corporation insurance limits, and the Company mitigates such risk by utilizing multiple banks. |
Supplier Concentration Risk | Supplier Concentration Risk The Company purchases merchandise inventories from several hundred suppliers worldwide. Sales of products from the Company’s three largest suppliers totaled approximately 27% of net sales in fiscal 2022, 33% of net sales in fiscal 2021, and approximately 36% of net sales in fiscal 2020. |
Recent Accounting Pronouncements and Recently Adopted Accounting Pronouncements | Recent Accounting Pronouncements Reference Rate Reform (Topic 848), |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Schedule of disaggregated revenue | The Company disaggregates net sales into the following major merchandise categories: Fiscal Year Ended % of Net Sales March 26, 2022 March 27, 2021 March 28, 2020 Footwear 48% 53% 51% Apparel 36% 32% 34% Hats, accessories and other 16% 15% 15% Total 100% 100% 100% The Company also disaggregates net sales between stores and e-commerce: Fiscal Year Ended % of Net Sales March 26, 2022 March 27, 2021 March 28, 2020 Stores 85% 81% 84% E-commerce 15% 19% 16% Total 100% 100% 100% |
Customer Loyalty Program | |
Schedule of reconciliation of the activity related to contracts with customers | Customer Loyalty Program Fiscal Year Ended March 26, March 27, March 28, (In thousands) 2022 2021 2020 Beginning balance $ 2,485 $ 2,076 $ 1,936 Current year provisions 13,794 6,934 6,468 Current year award redemptions (12,775) (6,525) (6,328) Ending balance $ 3,504 $ 2,485 $ 2,076 |
Gift Card Program | |
Schedule of reconciliation of the activity related to contracts with customers | Gift Card Program Fiscal Year Ended March 26, March 27, March 28, (In thousands) 2022 2021 2020 Beginning balance $ 11,569 $ 10,118 $ 8,796 Current year issuances 32,893 18,905 16,745 Current year redemptions (27,702) (16,614) (14,874) Current year breakage and escheatment (1,368) (840) (549) Ending balance $ 15,392 $ 11,569 $ 10,118 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Business Combinations | |
Schedule of changes in the carrying amount of goodwill | Balance as of March 28, 2020 $ 197,502 Activity — Balance as of March 27, 2021 197,502 Activity — Balance as of March 26, 2022 $ 197,502 |
G.&L. Clothing, Inc | |
Business Combinations | |
Schedule of estimated fair values of the assets acquired and liabilities assumed | The Company determined the estimated fair values using Level 3 inputs after review and consideration of relevant information, including quoted market prices and estimates made by management. The inventory was valued using the comparative sales method. Property and equipment, net, customer list and merchandise credits and other current liabilities were valued under either the cost or income approach. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date based on the purchase price allocation: (in thousands) At August 26, 2019 Assets acquired: Inventory $ 2,361 Property & equipment, net 64 Customer list 345 Right-of-use asset, net 1,946 Goodwill 1,644 Total assets acquired $ 6,360 Liabilities assumed: Merchandise credits and other current liabilities $ 169 Short-term lease liability 129 Long-term lease liability 2,374 Total liabilities assumed 2,672 Net assets acquired $ 3,688 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Prepaid Expenses and Other Current Assets | |
Schedule of prepaid expenses and other current assets | Prepaid expenses and other current assets consisted of the following (in thousands): March 26, March 27, 2022 2021 Prepaid rent $ 23 $ — Prepaid advertising 751 831 Prepaid insurance 2,209 1,292 Income tax receivable 2,205 — Debt issuance costs 179 251 Prepaid merchandise 25,167 7,482 Other 6,661 2,921 Total prepaid expenses and other current assets $ 37,195 $ 12,777 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Property and Equipment, Net | |
Schedule of property and equipment, net | Property and equipment, net, consisted of the following (in thousands): March 26, March 27, 2022 2021 Land $ — $ — Buildings — — Leasehold improvements 92,151 71,967 Machinery and equipment 40,965 31,404 Furniture and fixtures 98,409 76,785 Construction in progress 25,360 5,364 Vehicles 1,556 1,024 258,441 186,544 Less: Accumulated depreciation (103,194) (76,100) Property and equipment, net $ 155,247 $ 110,444 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Intangible Assets, Net | |
Schedule of net finite-lived intangible assets | Net intangible assets consisted of the following: March 26, 2022 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life (in thousands, except for weighted average useful life) Customer lists—definite lived $ 345 $ (209) $ 136 5.0 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,022 $ (209) $ 60,813 March 27, 2021 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life (in thousands, except for weighted average useful life) Customer lists $ 345 $ (137) $ 208 5.0 Trademarks—definite lived 15 (15) — 3.0 Total definite lived 360 (152) 208 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,037 $ (152) $ 60,885 |
Schedule of net indefinite-lived intangible assets | Net intangible assets consisted of the following: March 26, 2022 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life (in thousands, except for weighted average useful life) Customer lists—definite lived $ 345 $ (209) $ 136 5.0 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,022 $ (209) $ 60,813 March 27, 2021 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life (in thousands, except for weighted average useful life) Customer lists $ 345 $ (137) $ 208 5.0 Trademarks—definite lived 15 (15) — 3.0 Total definite lived 360 (152) 208 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,037 $ (152) $ 60,885 |
Schedule of estimated future amortization of intangible assets | As of March 26, 2022, estimated future amortization of intangible assets was as follows: Fiscal year (in thousands) 2023 $ 62 2024 54 2025 20 2026 — 2027 — Thereafter — Total $ 136 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Accrued Expenses and Other Current Liabilities | |
Schedule of accrued expenses and other current liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): March 26, March 27, 2022 2021 Accrued compensation $ 27,231 $ 23,537 Deferred revenue 18,516 14,422 Sales tax liability 13,713 10,713 Income taxes payable 18,729 3,075 Accrued occupancy expense 7,944 4,394 Accrued interest 137 133 Sales reward redemption liability 3,504 2,485 Accrued expenses 22,307 12,915 Accrued property and equipment 12,820 2,530 Sales returns reserve 7,426 2,790 Other 1,081 621 Total accrued expenses and other current liabilities $ 133,408 $ 77,615 |
Revolving Credit Facilities a_2
Revolving Credit Facilities and Long-Term Debt (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Revolving Credit Facilities and Long-Term Debt | |
Schedule of information related to the term loan | The following sets forth the balance sheet information related to the term loan: March 26, March 27, (in thousands) 2022 2021 Term Loan $ — $ 111,500 Unamortized value of the debt issuance costs and debt discount — (1,719) Net carrying value $ — $ 109,781 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Stock-Based Compensation | |
Schedule of assumptions used to determine fair value of stock options | The fair values of stock options granted in fiscal 2022, 2021, and 2020 were estimated on the grant dates using the following assumptions: Fiscal Year Ended March 26, March 27, March 28, 2022 2021 2020 Expected option term (1) N/A 6.3 years 6.3 - 7.0 years Expected volatility factor (2) N/A 57.0 % - 58.4 % 35.3 % - 38.1 % Risk-free interest rate (3) N/A 0.3 % - 0.4 % 0.5 % - 2.3 % Expected annual dividend yield N/A 0 % 0 % (1) The Company has limited historical information regarding the expected option term. Accordingly, the Company determined the expected life of the options using the simplified method. (2) Stock volatility for each grant is measured using the weighted average of historical daily price changes of the Company’s stock and its competitors’ common stock over the most recent period equal to the expected option term of the Company’s awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term. |
Schedule of stock award activity | Weighted Grant Date Average Weighted Remaining Aggregate Stock Average Contractual Intrinsic Options Exercise Price Life (in Years) Value (in thousands) Outstanding at March 27, 2021 1,111,919 $ 20.94 Granted — $ — Exercised (359,409) $ 16.04 $ 25,720 Cancelled, forfeited or expired (24,431) $ 18.48 Outstanding at March 26, 2022 728,079 $ 23.44 6.5 $ 53,214 Vested and expected to vest after March 26, 2022 728,079 $ 23.44 6.5 $ 53,214 Exercisable at March 26, 2022 101,103 $ 19.72 4.8 $ 7,766 |
Schedule of non-vested stock options | A summary of the status of non-vested stock options as of March 26, 2022 and changes during fiscal 2022 is presented below: Weighted- Average Grant Date Shares Fair Value Nonvested at March 27, 2021 952,929 $ 8.36 Granted — $ — Vested (301,522) $ 6.80 Nonvested shares forfeited (24,431) $ 7.77 Nonvested at March 26, 2022 626,976 $ 9.14 |
CEO | |
Stock-Based Compensation | |
Schedule of assumptions used to determine fair value of stock options | Stock price $ 28.63 Exercise price $ 28.63 Expected option term 7.0 years Expected volatility 35.3 % Risk-free interest rate 2.3 % Expected annual dividend yield 0 % |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Leases | |
Schedule of ROU assets and liabilities | ROU assets and lease liabilities as of March 26, 2022 consist of the following: Balance Sheet Classification March 26, 2022 (in thousands) Assets Finance lease assets Right-of-use assets, net $ 10,254 Operating lease assets Right-of-use assets, net 230,893 Total lease assets $ 241,147 Liabilities Current Finance Short-term lease liabilities $ 838 Operating Short-term lease liabilities 42,279 Total short-term lease liabilities $ 43,117 Non-Current Finance Long-term lease liabilities $ 16,164 Operating Long-term lease liabilities 218,420 Total long-term lease liabilities $ 234,584 Total lease liabilities $ 277,701 |
Schedule of total lease cost | Balance Sheet Classification March 26, 2022 (in thousands) Assets Finance lease assets Right-of-use assets, net $ 10,254 Operating lease assets Right-of-use assets, net 230,893 Total lease assets $ 241,147 Liabilities Current Finance Short-term lease liabilities $ 838 Operating Short-term lease liabilities 42,279 Total short-term lease liabilities $ 43,117 Non-Current Finance Long-term lease liabilities $ 16,164 Operating Long-term lease liabilities 218,420 Total long-term lease liabilities $ 234,584 Total lease liabilities $ 277,701 |
Schedule of future lease payments | The following table summarizes future lease payments as of March 26, 2022: Operating Leases Finance Leases Fiscal Year (in thousands) (in thousands) 2023 $ 47,404 $ 1,560 2024 53,643 1,544 2025 47,253 1,515 2026 40,103 1,552 2027 31,353 1,590 Thereafter 85,086 14,524 Total 304,842 22,285 Less: Imputed interest (44,143) (5,283) Present value of net lease payments $ 260,699 $ 17,002 |
Schedule of supplemental lease information | Operating Leases Finance Leases Fiscal Year (in thousands) (in thousands) 2023 $ 47,404 $ 1,560 2024 53,643 1,544 2025 47,253 1,515 2026 40,103 1,552 2027 31,353 1,590 Thereafter 85,086 14,524 Total 304,842 22,285 Less: Imputed interest (44,143) (5,283) Present value of net lease payments $ 260,699 $ 17,002 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Income Taxes | |
Schedule of income tax expense (benefit) | Income tax expense consisted of the following: Fiscal Year Ended March 26, March 27, March 28, (in thousands) 2022 2021 2020 Current: Federal $ 43,883 $ 12,761 $ 7,619 State 11,358 2,912 2,150 Foreign — — — Total current 55,241 15,673 9,769 Deferred: Federal 3,942 1,614 3,149 State 960 577 (554) Foreign — — — Total deferred 4,902 2,191 2,595 Total income tax expense $ 60,143 $ 17,864 $ 12,364 |
Schedule of reconciliation between the Company's effective tax rate on income from operations and the statutory tax rate | The reconciliation between the Company’s effective tax rate on income from operations and the statutory tax rate is as follows: Fiscal Year Ended March 26, March 27, March 28, 2022 2021 2020 Expected provision at statutory U.S. federal tax rate 21.0 % 21.0 % 21.0 % State and local income taxes, net of federal tax benefit 4.0 4.1 3.6 Permanent items — 0.1 0.2 Excess tax benefit of stock-based compensation (2.9) (3.5) (3.5) IRC Section 162(M) 1.7 1.9 0.9 Valuation allowance — — (0.7) Other — (0.4) (1.0) Effective tax rate 23.8 % 23.2 % 20.5 % |
Schedule of significant components of the Company's net deferred tax assets (liabilities) | Deferred taxes reflect the net tax effects of the temporary differences between the carrying amount of assets and liabilities for financial reporting and the amount used for income tax purposes. Significant components of the Company’s net deferred tax liabilities as of March 26, 2022 and March 27, 2021 consisted of the following (in thousands): March 26 March 27, 2022 2021 Deferred tax assets: State taxes $ 1,189 $ 327 Accrued liabilities 1,660 2,393 Award program liabilities 377 265 Deferred revenue 1,608 1,548 Inventory 6,053 4,319 Stock options 1,831 1,711 Net operating loss carryforward — 748 Long-term lease liabilities 58,775 45,499 Other, net 2,747 1,516 Total deferred tax assets 74,240 58,326 Deferred tax liabilities: Depreciation and amortization (41,393) (34,752) Prepaid expenses (709) (401) Right-of-use assets (59,033) (45,166) Total deferred tax liabilities (101,135) (80,319) Valuation allowance — — Net deferred tax liabilities $ (26,895) $ (21,993) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Mar. 26, 2022 | |
Earnings Per Share | |
Schedule of the components of basic and diluted (loss)/earnings per share of common stock | The components of basic and diluted earnings per share of common stock, in aggregate, for fiscal 2022, 2021, and 2020 are as follows: Fiscal Year Ended March 26, March 27, March 28, (in thousands, except per share data) 2022 2021 2020 Net income $ 192,450 $ 59,386 $ 47,949 Weighted average basic shares outstanding 29,556 28,930 28,583 Dilutive effect of options and restricted stock 835 547 637 Weighted average diluted shares outstanding 30,391 29,477 29,220 Basic earnings per share $ 6.51 $ 2.05 $ 1.68 Diluted earnings per share $ 6.33 $ 2.01 $ 1.64 |
Business Operations (Details)
Business Operations (Details) | Mar. 26, 2022storestateVoteshares | Mar. 27, 2021storestateshares | Mar. 28, 2020storestate |
Business Operations | |||
Number of shares authorized | shares | 100,000,000 | 100,000,000 | |
Number of shares outstanding | shares | 29,684,704 | 29,251,626 | |
Number of votes per common share | Vote | 1 | ||
Number of stores | store | 300 | 273 | 259 |
Number of states in which the Company operates | state | 38 | 36 | 35 |
American Worker | |||
Business Operations | |||
Number of stores | store | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Reclassification of Debt Issuance Costs, Fiscal Year, Accounts Receivable and Inventories (Details) $ in Millions | 12 Months Ended | ||
Mar. 26, 2022USD ($)segment | Mar. 27, 2021USD ($) | Mar. 28, 2020 | |
Fiscal Year | |||
Fiscal year period | 364 days | 364 days | 364 days |
Segment Reporting | |||
Number of reporting units | segment | 2 | ||
Accounts Receivable | |||
Allowance for bad debt | $ | $ 0.3 | $ 0.3 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Useful Lives of Property and Equipment (Details) | 12 Months Ended |
Mar. 26, 2022 | |
Minimum | |
Property and Equipment, Net | |
Useful life | 5 years |
Maximum | |
Property and Equipment, Net | |
Useful life | 10 years |
Machinery and equipment | |
Property and Equipment, Net | |
Useful life | 5 years |
Furniture and fixtures | |
Property and Equipment, Net | |
Useful life | 7 years |
Software | |
Property and Equipment, Net | |
Useful life | 5 years |
Vehicles | |
Property and Equipment, Net | |
Useful life | 5 years |
Leasehold improvements | Maximum | |
Property and Equipment, Net | |
Useful life | 10 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Goodwill and Indefinite Lived Intangible Assets (Details) $ in Millions | 12 Months Ended | ||
Mar. 26, 2022USD ($)segment | Mar. 27, 2021USD ($) | Mar. 28, 2020USD ($)store | |
Goodwill and Indefinite-Lived Intangible Assets | |||
Number of reporting units | segment | 2 | ||
Goodwill impairment | $ 0 | $ 0 | $ 0 |
Impairment of indefinite-lived intangible assets, excluding goodwill | 0 | 0 | 0 |
Long-Lived Assets | |||
Asset impairment charges | $ 0 | $ 0.7 | $ 0.2 |
Number of stores with asset impairment | store | 1 | ||
Customer lists | |||
Definite-Lived Intangible Assets | |||
Useful life | 5 years | ||
Trademarks | |||
Definite-Lived Intangible Assets | |||
Useful life | 3 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Sales Returns Reserve (Details) - USD ($) $ in Thousands | Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 |
Sales Returns Reserve | |||
Reserve for Returns | $ 18,516 | $ 14,422 | |
Allowance for Sales Returns | |||
Sales Returns Reserve | |||
Reserve for Returns | $ 7,400 | $ 2,800 | $ 1,600 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Customer Loyalty Program (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Customer Loyalty Program | |||
Reserve for Returns | $ 18,516 | $ 14,422 | |
Reconciliation of Activity in Program | |||
Beginning balance | 14,422 | ||
Ending balance | $ 18,516 | 14,422 | |
Customer Loyalty Program | |||
Customer Loyalty Program | |||
Number of days in which customers must make a qualifying purchase in order to maintain an active point balance | 365 days | ||
Number of days from award grant date in which the customer has to make a qualifying purchase to redeem the awards | 60 days | ||
Reserve for Returns | $ 3,504 | 2,485 | $ 2,076 |
Reconciliation of Activity in Program | |||
Beginning balance | 2,485 | 2,076 | 1,936 |
Year-to-date provisions | 13,794 | 6,934 | 6,468 |
Current year redemptions | (12,775) | (6,525) | (6,328) |
Ending balance | $ 3,504 | $ 2,485 | $ 2,076 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Gift Card Program (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Reconciliation of Activity in Program | |||
Beginning balance | $ 14,422 | ||
Ending balance | 18,516 | $ 14,422 | |
Gift Card Program | |||
Reconciliation of Activity in Program | |||
Beginning balance | 11,569 | 10,118 | $ 8,796 |
Current year issuances | 32,893 | 18,905 | 16,745 |
Current year redemptions | (27,702) | (16,614) | (14,874) |
Current year breakage and escheatment | (1,368) | (840) | (549) |
Ending balance | $ 15,392 | $ 11,569 | $ 10,118 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Disaggregated Revenue (Details) | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Disaggregation Of Revenue | |||
Net sales percentage | 100.00% | 100.00% | 100.00% |
Stores | |||
Disaggregation Of Revenue | |||
Net sales percentage | 85.00% | 81.00% | 84.00% |
E-commerce | |||
Disaggregation Of Revenue | |||
Net sales percentage | 15.00% | 19.00% | 16.00% |
Footwear | |||
Disaggregation Of Revenue | |||
Net sales percentage | 48.00% | 53.00% | 51.00% |
Apparel | |||
Disaggregation Of Revenue | |||
Net sales percentage | 36.00% | 32.00% | 34.00% |
Hats, accessories and other | |||
Disaggregation Of Revenue | |||
Net sales percentage | 16.00% | 15.00% | 15.00% |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Additional Disclosures (Details) $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022USD ($)item | Mar. 27, 2021USD ($)item | Mar. 28, 2020USD ($)item | |
Advertising Costs | |||
Prepaid advertising | $ 751 | $ 831 | |
Advertising expense | 34,500 | 24,100 | $ 28,000 |
Income Taxes | |||
Accrued interest and penalties | 0 | $ 0 | |
Fair Value of Certain Financial Assets and Liabilities | |||
Financial assets requiring fair value measurements on a recurring basis | 0 | ||
Financial liabilities requiring fair value measurements on a recurring basis | $ 0 | ||
Supplier Concentration Risk | Sales from Suppliers | Three Largest Suppliers | |||
Supplier Concentration Risk | |||
Number of largest suppliers | item | 3 | 3 | 3 |
Concentration risk percentage | 27.00% | 33.00% | 36.00% |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Recent Accounting Pronouncements (Details) | Mar. 26, 2022 |
ASU No. 2021-01 | |
Recent Accounting Pronouncements | |
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | false |
Business Combinations - Busines
Business Combinations - Business Combinations (Details) $ in Thousands | Aug. 26, 2019USD ($)store | Mar. 28, 2020USD ($)store | Mar. 26, 2022USD ($)store | Mar. 27, 2021USD ($)store |
Business Combinations | ||||
Number of stores | store | 259 | 300 | 273 | |
Cash consideration paid ,net of cash acquired and other adjustments | $ 3,688 | |||
Assets acquired: | ||||
Right-of-use assets, net | $ 230,893 | |||
Goodwill | $ 197,502 | 197,502 | $ 197,502 | |
Liabilities assumed: | ||||
Short-term lease liability | 42,279 | |||
Long-term lease liability | $ 218,420 | |||
G.&L. Clothing, Inc | ||||
Business Combinations | ||||
Number of stores | store | 1 | |||
Cash consideration paid ,net of cash acquired and other adjustments | $ 3,700 | |||
Assets acquired: | ||||
Inventory | 2,361 | |||
Property & equipment, net | 64 | |||
Right-of-use assets, net | 1,946 | |||
Goodwill | 1,644 | |||
Total assets acquired | 6,360 | |||
Liabilities assumed: | ||||
Merchandise credits and other current liabilities | 169 | |||
Short-term lease liability | 129 | |||
Long-term lease liability | 2,374 | |||
Total liabilities assumed | 2,672 | |||
Net assets acquired | 3,688 | |||
G.&L. Clothing, Inc | Customer lists | ||||
Assets acquired: | ||||
Intangible | $ 345 |
Business Combinations - Goodwil
Business Combinations - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
Changes in carrying amount of goodwill | ||
Balance at the beginning | $ 197,502 | $ 197,502 |
Goodwill as a result of Acquisitions | ||
Balance at the ending | $ 197,502 | $ 197,502 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 26, 2022 | Mar. 27, 2021 |
Prepaid Expenses and Other Current Assets | ||
Prepaid rent | $ 23 | |
Prepaid advertising | 751 | $ 831 |
Prepaid insurance | 2,209 | 1,292 |
Income tax receivable | 2,205 | |
Debt issuance costs | 179 | 251 |
Prepaid merchandise | 25,167 | 7,482 |
Other | 6,661 | 2,921 |
Total prepaid expenses and other current assets | $ 37,195 | $ 12,777 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Property and Equipment, Net | |||
Property and equipment, gross | $ 258,441 | $ 186,544 | |
Less: Accumulated depreciation | (103,194) | (76,100) | |
Property and equipment, net | 155,247 | 110,444 | |
Depreciation | 27,280 | 24,059 | $ 21,211 |
Leasehold improvements | |||
Property and Equipment, Net | |||
Property and equipment, gross | 92,151 | 71,967 | |
Machinery and equipment | |||
Property and Equipment, Net | |||
Property and equipment, gross | 40,965 | 31,404 | |
Furniture and fixtures | |||
Property and Equipment, Net | |||
Property and equipment, gross | 98,409 | 76,785 | |
Construction in progress | |||
Property and Equipment, Net | |||
Property and equipment, gross | 25,360 | 5,364 | |
Vehicles | |||
Property and Equipment, Net | |||
Property and equipment, gross | $ 1,556 | $ 1,024 |
Intangible Assets, Net - Intang
Intangible Assets, Net - Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Intangible assets, net | |||
Gross Carrying Amount | $ 360 | ||
Accumulated Amortization | $ (209) | (152) | |
Net | 208 | ||
Gross carrying amount | 61,022 | 61,037 | |
Intangible assets, net | 60,813 | 60,885 | |
Amortization of intangible assets | 72 | 89 | $ 172 |
Fiscal year | |||
2023 | 62 | ||
2024 | 54 | ||
2025 | 20 | ||
Total | 136 | ||
Trademarks | |||
Intangible assets, net | |||
Indefinite-lived intangible assets | 60,677 | 60,677 | |
Customer lists | |||
Intangible assets, net | |||
Gross Carrying Amount | 345 | 345 | |
Accumulated Amortization | (209) | (137) | |
Net | $ 136 | $ 208 | |
Weighted Average Useful Life | 5 years | ||
Customer lists | Average | |||
Intangible assets, net | |||
Weighted Average Useful Life | 5 years | 5 years | |
Trademarks | |||
Intangible assets, net | |||
Gross Carrying Amount | $ 15 | ||
Accumulated Amortization | $ (15) | ||
Weighted Average Useful Life | 3 years | ||
Trademarks | Average | |||
Intangible assets, net | |||
Weighted Average Useful Life | 3 years |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 26, 2022 | Mar. 27, 2021 |
Accrued Expenses and Other Current Liabilities | ||
Accrued compensation | $ 27,231 | $ 23,537 |
Deferred revenue | 18,516 | 14,422 |
Sales tax liability | 13,713 | 10,713 |
Income taxes payable | 18,729 | 3,075 |
Accrued occupancy expense | 7,944 | 4,394 |
Accrued interest | 137 | 133 |
Sales award redemption liability | 3,504 | 2,485 |
Accrued expenses | 22,307 | 12,915 |
Accrued property and equipment | 12,820 | 2,530 |
Sales returns reserve | 7,426 | 2,790 |
Other | 1,081 | 621 |
Total accrued expenses | $ 133,408 | $ 77,615 |
Revolving Credit Facilities a_3
Revolving Credit Facilities and Long-Term Debt - Revolving Credit Facilities and Long-Term Debt (Details) - USD ($) | Jun. 06, 2019 | May 15, 2018 | Jun. 02, 2017 | Jun. 29, 2015 | Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | Jul. 26, 2021 | May 26, 2017 |
Interest expense | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Amortization of deferred loan fees | $ 400,000 | $ 900,000 | $ 900,000 | ||||||
February 2015 Wells Fargo Bank credit facility | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Existing indebtedness refinanced | $ 150,000,000 | ||||||||
Golub Term Loan | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Principal amount | 200,000,000 | ||||||||
Interest expense | $ 2,500,000 | $ 6,300,000 | $ 8,500,000 | ||||||
Weighted average interest rate (as a percent) | 5.50% | 5.70% | 6.80% | ||||||
Periodic payment | $ 500,000 | ||||||||
Repayments of loan | $ 65,000,000 | $ 10,000,000 | $ 10,000,000 | 111,500,000 | |||||
Deferred loan fees | $ 7,100,000 | 0 | $ 1,700,000 | ||||||
Term loan | 111,500,000 | 111,500,000 | |||||||
Unamortized value of the debt issuance costs and debt discount | (1,719,000) | ||||||||
Total | 109,781,000 | ||||||||
Deferred loan fees written off | 1,400,000 | ||||||||
Golub Term Loan | Base rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 3.50% | ||||||||
Golub Term Loan | Federal funds rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 0.50% | ||||||||
Golub Term Loan | One-month LIBOR rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 1.00% | ||||||||
Golub Term Loan | LIBOR | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 4.50% | ||||||||
Golub Term Loan | Minimum | LIBOR | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 1.00% | ||||||||
Wells Fargo Revolver | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Borrowing capacity | $ 165,000,000 | $ 125,000,000 | $ 180,000,000 | $ 135,000,000 | |||||
Commitment fee on unused capacity (as a percentage) | 0.25% | ||||||||
Amount outstanding under 2015 Wells Fargo Revolver | 28,500,000 | 0 | |||||||
Interest expense | $ 700,000 | $ 1,500,000 | $ 3,100,000 | ||||||
Weighted average interest rate (as a percent) | 3.40% | 1.60% | 3.30% | ||||||
Additional interest rate required if certain triggering events come into existence (as a percent) | 2.00% | ||||||||
Deferred loan fees | $ 1,200,000 | $ 200,000 | $ 300,000 | ||||||
Wells Fargo Revolver | Federal funds rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 0.50% | ||||||||
Wells Fargo Revolver | One-month LIBOR rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 1.00% | ||||||||
Wells Fargo Revolver | Minimum | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Consolidated fixed charge coverage ratio | 1 | ||||||||
Wells Fargo Revolver | Minimum | Base rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 0.00% | ||||||||
Wells Fargo Revolver | Minimum | LIBOR | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 1.00% | ||||||||
Wells Fargo Revolver | Maximum | Base rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 0.25% | ||||||||
Wells Fargo Revolver | Maximum | LIBOR | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 1.25% |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Millions | May 20, 2019USD ($)item$ / sharesshares | Mar. 26, 2022USD ($)$ / sharesshares | Mar. 27, 2021USD ($)$ / sharesshares | Mar. 28, 2020USD ($)$ / sharesshares | Aug. 26, 2020$ / sharesshares | Oct. 19, 2014$ / sharesshares | Jan. 27, 2012$ / sharesshares |
Stock-Based Compensation | |||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Stock-based compensation expense | $ | $ 9.5 | $ 7.2 | $ 4.9 | ||||
Cost of goods sold | |||||||
Stock-Based Compensation | |||||||
Stock-based compensation expense | $ | $ 2.6 | $ 1.2 | $ 0.9 | ||||
Options | |||||||
Stock-Based Compensation | |||||||
Stock options granted | 0 | ||||||
Vested | 301,522 | ||||||
Unrecognized stock-based compensation expense for option | $ | $ 2.1 | ||||||
Weighted-average recognition period | 1 year 7 months 6 days | ||||||
Restricted Stock Units | |||||||
Stock-Based Compensation | |||||||
Unrecognized stock-based compensation expense for option | $ | $ 4.6 | ||||||
Weighted-average recognition period | 2 years 6 months 14 days | ||||||
Performance share units | |||||||
Stock-Based Compensation | |||||||
Vesting period | 3 years | ||||||
Restricted stock or performance share units granted | 0 | ||||||
Unrecognized stock-based compensation expense for option | $ | $ 2.3 | ||||||
Weighted-average recognition period | 2 years 3 days | ||||||
Performance share units | Minimum | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 0.00% | ||||||
Performance share units | Maximum | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 200.00% | ||||||
Performance share units | Below Threshold | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 0.00% | ||||||
Performance share units | Threshold | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 50.00% | ||||||
Performance share units | Target | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 100.00% | ||||||
Performance share units | Maximum Level | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 200.00% | ||||||
2011 Plan | |||||||
Stock-Based Compensation | |||||||
Shares authorized | 3,750,000 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||||
2011 Plan | Options | |||||||
Stock-Based Compensation | |||||||
Expiration period | 10 years | ||||||
Vesting period | 5 years | ||||||
2014 Plan | |||||||
Stock-Based Compensation | |||||||
Shares authorized | 3,600,000 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||||
2014 Plan | CEO | |||||||
Stock-Based Compensation | |||||||
Stock options granted | 227,273 | ||||||
Aggregate grant date fair value | $ | $ 2 | ||||||
Grant date fair value (in dollars per share) | $ / shares | $ 8.80 | ||||||
Exercise price (in dollars per share) | $ / shares | $ 28.63 | ||||||
Stated market price targets for company stock | item | 3 | ||||||
Service period | 4 years | ||||||
2014 Plan | CEO | Tranche One | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 33.00% | ||||||
2014 Plan | CEO | Tranche Two | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 33.00% | ||||||
2014 Plan | CEO | Tranche Three | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 34.00% | ||||||
2014 Plan | Options | Minimum | |||||||
Stock-Based Compensation | |||||||
Expiration period | 8 years | ||||||
Vesting period | 4 years | ||||||
2014 Plan | Options | Maximum | |||||||
Stock-Based Compensation | |||||||
Expiration period | 10 years | ||||||
Vesting period | 5 years | ||||||
2014 Plan | Options | CEO | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 67.00% | 33.00% | |||||
Vested | 152,273 | 75,000 | |||||
2014 Plan | Options | Members of management | |||||||
Stock-Based Compensation | |||||||
Stock options granted | 287,373 | 126,952 | |||||
Aggregate grant date fair value | $ | $ 3.1 | $ 1.4 | |||||
Service period | 4 years | 4 years | |||||
2014 Plan | Options | Members of management | Minimum | |||||||
Stock-Based Compensation | |||||||
Grant date fair value (in dollars per share) | $ / shares | $ 10.40 | $ 7.22 | |||||
Exercise price (in dollars per share) | $ / shares | 20.94 | 19.23 | |||||
2014 Plan | Options | Members of management | Maximum | |||||||
Stock-Based Compensation | |||||||
Grant date fair value (in dollars per share) | $ / shares | 12.71 | 11.19 | |||||
Exercise price (in dollars per share) | $ / shares | $ 24.08 | $ 28.63 | |||||
2014 Plan | Restricted Stock Awards | Minimum | |||||||
Stock-Based Compensation | |||||||
Vesting period | 1 year | ||||||
2014 Plan | Restricted Stock Awards | Maximum | |||||||
Stock-Based Compensation | |||||||
Vesting period | 4 years | ||||||
2014 Plan | Restricted Stock Units | |||||||
Stock-Based Compensation | |||||||
Aggregate grant date fair value | $ | $ 3.7 | $ 2.7 | |||||
Restricted stock or performance share units granted | 175,527 | 95,985 | |||||
2014 Plan | Restricted Stock Units | Employees | |||||||
Stock-Based Compensation | |||||||
Vesting period | 4 years | 4 years | |||||
2014 Plan | Restricted Stock Units | Director | |||||||
Stock-Based Compensation | |||||||
Vesting period | 1 year | 1 year | |||||
2014 Plan | Restricted Stock Units | Tranche One | |||||||
Stock-Based Compensation | |||||||
Vesting period | 1 year | ||||||
2014 Plan | Restricted Stock Units | Tranche Two | |||||||
Stock-Based Compensation | |||||||
Vesting period | 4 years | ||||||
2014 Plan | Restricted Stock Units | Tranche Three | |||||||
Stock-Based Compensation | |||||||
Vesting period | 5 years | ||||||
2014 Plan | Performance share units | |||||||
Stock-Based Compensation | |||||||
Grant date fair value (in dollars per share) | $ / shares | $ 28.63 | ||||||
Vesting percentage | 200.00% | ||||||
Restricted stock or performance share units granted | 38,546 | ||||||
Service period | 3 years | ||||||
2014 Plan | Performance share units | Minimum | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 0.00% | ||||||
2014 Plan | Performance share units | Maximum | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 200.00% | ||||||
2014 Plan | Performance share units | Below Threshold | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 0.00% | ||||||
2014 Plan | Performance share units | Threshold | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 50.00% | ||||||
2014 Plan | Performance share units | Target | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 100.00% | ||||||
2014 Plan | Performance share units | Maximum Level | |||||||
Stock-Based Compensation | |||||||
Vesting percentage | 200.00% | ||||||
2020 Plan | |||||||
Stock-Based Compensation | |||||||
Shares authorized | 2,000,000 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||||
2020 Plan | Restricted Stock Units | |||||||
Stock-Based Compensation | |||||||
Restricted stock or performance share units granted | 65,662 | ||||||
Restricted stock or performance share units granted fair value | $ | $ 5.2 | ||||||
2020 Plan | Restricted Stock Units | Employees | |||||||
Stock-Based Compensation | |||||||
Vesting period | 4 years | ||||||
2020 Plan | Restricted Stock Units | Director | |||||||
Stock-Based Compensation | |||||||
Vesting period | 1 year | ||||||
2020 Plan | Restricted Stock Units | Minimum | |||||||
Stock-Based Compensation | |||||||
Vesting period | 1 year | ||||||
2020 Plan | Restricted Stock Units | Maximum | |||||||
Stock-Based Compensation | |||||||
Vesting period | 4 years | ||||||
2020 Plan | Performance share units | |||||||
Stock-Based Compensation | |||||||
Vesting period | 3 years | ||||||
Restricted stock or performance share units granted | 33,571 | ||||||
Restricted stock or performance share units granted fair value | $ | $ 2.6 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Options and Significant Valuation Assumptions (Details) - USD ($) $ / shares in Units, $ in Thousands | May 20, 2019 | Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 |
Options | ||||
Assumptions used | ||||
Expected option term | 6 years 3 months 18 days | |||
Expected volatility factor, minimum | 57.00% | 35.30% | ||
Expected volatility factor, maximum | 58.40% | 38.10% | ||
Risk-free interest rate, minimum | 0.30% | 0.50% | ||
Risk-free interest rate, maximum | 0.40% | 2.30% | ||
Expected annual dividend yield | 0.00% | 0.00% | ||
Stock Options | ||||
Outstanding at the beginning of period | 1,111,919 | |||
Granted | 0 | |||
Exercised | (359,409) | |||
Canceled, forfeited or expired | (24,431) | |||
Outstanding at the end of period | 728,079 | 1,111,919 | ||
Vested and expected to vest after end of period | 728,079 | |||
Exercisable at end of period | 101,103 | |||
Grant Date Weighted-Average Exercise Price | ||||
Outstanding at the beginning of period | $ 20.94 | |||
Exercise price (in dollars per share) | 16.04 | |||
Canceled, forfeited or expired | 18.48 | |||
Outstanding at the end of period | 23.44 | $ 20.94 | ||
Vested and expected to vest at end of period | 23.44 | |||
Exercisable at end of period | $ 19.72 | |||
Weighted Average Remaining Contractual Life | ||||
Weighted average remaining contractual life, awards outstanding | 6 years 6 months | |||
Weighted average remaining contractual life, awards vested and expected to vest | 6 years 6 months | |||
Weighted average remaining contractual life, awards exercisable | 4 years 9 months 18 days | |||
Aggregate Intrinsic Value | ||||
Aggregate intrinsic value, awards exercised | $ 25,720 | |||
Aggregate intrinsic value, awards outstanding | 53,214 | |||
Aggregate intrinsic value, awards vested and expected to vest | 53,214 | |||
Aggregate intrinsic value, awards exercisable | $ 7,766 | |||
Minimum | Options | ||||
Assumptions used | ||||
Expected option term | 6 years 3 months 18 days | |||
Maximum | Options | ||||
Assumptions used | ||||
Expected option term | 7 years | |||
CEO | 2014 Plan | ||||
Assumptions used | ||||
Stock price (in dollars per share) | $ 28.63 | |||
Exercise price (in dollars per share) | $ 28.63 | |||
Expected option term | 7 years | |||
Expected volatility factor | 35.30% | |||
Risk-free interest rate | 2.30% | |||
Expected annual dividend yield | 0.00% | |||
Stock Options | ||||
Granted | 227,273 |
Stock-Based Compensation - Non-
Stock-Based Compensation - Non-vested Options (Details) - Options | 12 Months Ended |
Mar. 26, 2022$ / sharesshares | |
Shares | |
Nonvested at beginning of period | 952,929 |
Granted | 0 |
Vested | (301,522) |
Nonvested shares forfeited | (24,431) |
Nonvested at end of period | 626,976 |
Weighted-Average Grant Date Fair Value | |
Nonvested at beginning of period | $ / shares | $ 8.36 |
Vested | $ / shares | 6.80 |
Nonvested shares forfeited | $ / shares | 7.77 |
Nonvested at end of period | $ / shares | $ 9.14 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Leases | |||
Lessee, Operating Lease, Existence of Option to Extend [true false] | true | ||
Operating lease renewal term | 5 years | ||
ROU asset impairment charge | $ 0 | $ 300 | $ 0 |
Short-term rent deferrals | $ 7,944 | 4,394 | |
COVID-19 | |||
Leases | |||
Short-term rent deferrals | $ 4,400 | ||
Minimum | |||
Leases | |||
Operating lease term | 5 years | ||
Maximum | |||
Leases | |||
Operating lease term | 10 years |
Leases - ROU assets and liabili
Leases - ROU assets and liabilities (Details) - USD ($) $ in Thousands | Mar. 26, 2022 | Mar. 27, 2021 |
ROU assets and liabilities | ||
Finance lease assets | $ 10,254 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Total lease assets | |
Operating lease assets | $ 230,893 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Total lease assets | |
Total lease assets | $ 241,147 | $ 186,827 |
Current finance lease liabilities | $ 838 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Total short-term lease liabilities | |
Current operating lease liabilities | $ 42,279 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Total short-term lease liabilities | |
Total short-term lease liabilities | $ 43,117 | 39,400 |
Finance Lease, Liability, Noncurrent | $ 16,164 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Total long-term lease liabilities | |
Operating Lease, Liability, Noncurrent | $ 218,420 | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Total long-term lease liabilities | |
Total long-term lease liabilities | $ 234,584 | $ 181,836 |
Total lease liabilities | $ 277,701 |
Leases - Lease cost (Details)
Leases - Lease cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Lease cost | |||
Amortization of right-of-use assets | $ 930 | $ 848 | $ 800 |
Interest on lease liabilities | 774 | 795 | 790 |
Total finance lease cost | 1,704 | 1,643 | 1,590 |
Operating lease cost | 50,197 | 44,922 | 41,630 |
Short-term lease cost | 3,934 | 2,085 | 2,653 |
Variable lease cost | 20,286 | 14,488 | 12,283 |
Sublease income | (572) | (177) | |
Total lease cost | $ 76,121 | 62,566 | 57,979 |
Previously Reported | |||
Lease cost | |||
Variable lease cost | $ 2,200 | $ 1,600 |
Leases - Future lease payments
Leases - Future lease payments (Details) $ in Thousands | Mar. 26, 2022USD ($) |
Operating Leases | |
2023 | $ 47,404 |
2024 | 53,643 |
2025 | 47,253 |
2026 | 40,103 |
2027 | 31,353 |
Thereafter | 85,086 |
Total | 304,842 |
Less: Imputed interest | (44,143) |
Present value of net lease payments | 260,699 |
Finance Leases | |
2023 | 1,560 |
2024 | 1,544 |
2025 | 1,515 |
2026 | 1,552 |
2027 | 1,590 |
Thereafter | 14,524 |
Total | 22,285 |
Less: Imputed interest | (5,283) |
Present value of net lease payments | $ 17,002 |
Leases - Supplemental lease inf
Leases - Supplemental lease information (Details) $ in Thousands | 12 Months Ended |
Mar. 26, 2022USD ($) | |
Supplemental Lease Information | |
Operating cash flows from operating leases | $ 49,707 |
Operating cash flows from finance leases | 1 |
Financing cash flows from finance leases | 1,595 |
Cash paid for amounts included in the measurement of lease liabilities | 51,303 |
Lease liabilities arising from new right-of-use assets-Operating leases | 91,390 |
Lease liabilities arising from new right-of-use assets-Finance leases | $ 3,148 |
Weighted average remaining lease term (in years)-Operating leases | 6 years 7 months 6 days |
Weighted average remaining lease term (in years)-Finance leases | 13 years 3 months 18 days |
Weighted average discount rate-Operating leases | 4.70% |
Weighted average discount rate-Finance leases | 10.90% |
Defined Contribution Plan (Deta
Defined Contribution Plan (Details) $ in Millions | 12 Months Ended | ||
Mar. 26, 2022USD ($)item | Mar. 27, 2021USD ($) | Mar. 28, 2020USD ($) | |
Defined Contribution Plan | |||
Minimum number of hours required for eligibility | item | 1,000 | ||
Plan contributions and plan costs | $ | $ 1.6 | $ 1.3 | $ 1.3 |
First 3% | |||
Defined Contribution Plan | |||
Percentage of employer match | 100.00% | ||
Percentage of employee gross pay for which employer contributes a full matching contribution | 3.00% | ||
Next 2% | |||
Defined Contribution Plan | |||
Percentage of employer match | 50.00% | ||
Percentage of employee gross pay for which employer contributes a full matching contribution | 5.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Income Taxes | |||
Accrued interest and penalties | $ 0 | $ 0 | |
Current: | |||
Federal | 43,883 | 12,761 | $ 7,619 |
State | 11,358 | 2,912 | 2,150 |
Total current | 55,241 | 15,673 | 9,769 |
Deferred: | |||
Federal | 3,942 | 1,614 | 3,149 |
State | 960 | 577 | (554) |
Total deferred | 4,902 | 2,191 | 2,595 |
Total income tax expense | $ 60,143 | $ 17,864 | $ 12,364 |
The reconciliation between the Company's effective tax rate on income from operations and the statutory tax rate | |||
Expected provision at statutory U.S. federal tax rate | 21.00% | 21.00% | 21.00% |
State and local taxes, net of federal tax benefit | 4.00% | 4.10% | 3.60% |
Permanent items | 0.10% | 0.20% | |
Excess tax benefit of stock based compensation | (2.90%) | (3.50%) | (3.50%) |
IRC Section 162(M) | 1.70% | 1.90% | 0.90% |
Valuation allowance | (0.70%) | ||
Other | (0.40%) | (1.00%) | |
Effective tax rate | 23.80% | 23.20% | 20.50% |
Deferred tax assets: | |||
State taxes | $ 1,189 | $ 327 | |
Accrued liabilities | 1,660 | 2,393 | |
Award program liabilities | 377 | 265 | |
Deferred revenue | 1,608 | 1,548 | |
Inventory | 6,053 | 4,319 | |
Stock options | 1,831 | 1,711 | |
Net operating loss carryforward | 0 | 748 | |
Long-term lease liabilities | 58,775 | 45,499 | |
Other, net | 2,747 | 1,516 | |
Total deferred tax assets | 74,240 | 58,326 | |
Deferred tax liabilities: | |||
Depreciation and amortization | (41,393) | (34,752) | |
Prepaid expenses | (709) | (401) | |
Right-of-use assets | (59,033) | (45,166) | |
Total deferred tax liabilities | (101,135) | (80,319) | |
Net deferred tax liabilities | $ (26,895) | $ (21,993) |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Floor & Decor Holdings, Inc | |||
Related Party Transactions | |||
Capital expenditures related to specialty retail vendor | $ 0.6 | $ 0.4 | $ 0.8 |
John Grijalva | |||
Related Party Transactions | |||
Merchandise purchased | 39.5 | 13.8 | 17.8 |
Commissions paid on sales | $ 2.4 | $ 1 | $ 1.2 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Mar. 28, 2020 | |
Earnings Per Share | |||
Net income | $ 192,450 | $ 59,386 | $ 47,949 |
Weighted average basic shares outstanding | 29,556,000 | 28,930,000 | 28,583,000 |
Dilutive effect of options and restricted stock | 835,000 | 547,000 | 637,000 |
Weighted average diluted shares outstanding | 30,391,000 | 29,477,000 | 29,220,000 |
Basic earnings per share | $ 6.51 | $ 2.05 | $ 1.68 |
Diluted earnings per share | $ 6.33 | $ 2.01 | $ 1.64 |
Shares that were not included in the computation of weighted average diluted common shares amounts | 1,387 | 322,078 | 360,079 |