Cover Page
Cover Page - shares | 3 Months Ended | |
Apr. 28, 2024 | May 22, 2024 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Period End Date | Apr. 28, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-38936 | |
Entity Registrant Name | CHEWY, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 90-1020167 | |
Entity Address, Address Line One | 7700 West Sunrise Boulevard | |
Entity Address, City or Town | Plantation | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33322 | |
City Area Code | 786 | |
Local Phone Number | 320-7111 | |
Title of 12(b) Security | Class A Common Stock, par value $0.01 per share | |
Trading Symbol | CHWY | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Fiscal Period Focus | Q1 | |
Fiscal Year Focus | 2024 | |
Entity Central Index Key | 0001766502 | |
Current Fiscal Year End Date | --02-02 | |
Common Class A | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 137,046,700 | |
Common Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 298,863,356 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Apr. 28, 2024 | Jan. 28, 2024 |
Current assets: | ||
Cash and cash equivalents | $ 1,134,629 | $ 602,232 |
Marketable securities | 3,490 | 531,785 |
Accounts receivable | 172,209 | 154,043 |
Inventories | 752,335 | 719,273 |
Prepaid expenses and other current assets | 63,499 | 97,015 |
Total current assets | 2,126,162 | 2,104,348 |
Property and equipment, net | 524,850 | 521,298 |
Operating lease right-of-use assets | 466,300 | 474,617 |
Goodwill | 39,442 | 39,442 |
Other non-current assets | 44,294 | 47,146 |
Total assets | 3,201,048 | 3,186,851 |
Current liabilities: | ||
Trade accounts payable | 1,143,725 | 1,104,940 |
Accrued expenses and other current liabilities | 852,392 | 1,005,937 |
Total current liabilities | 1,996,117 | 2,110,877 |
Operating lease liabilities | 519,312 | 527,795 |
Other long-term liabilities | 42,703 | 37,935 |
Total liabilities | 2,558,132 | 2,676,607 |
Commitments and contingencies (Note 5) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value per share, 5,000,000 shares authorized, no shares issued and outstanding as of April 28, 2024 and January 28, 2024 | 0 | 0 |
Additional paid-in capital | 2,547,321 | 2,481,984 |
Accumulated deficit | (1,908,755) | (1,975,652) |
Accumulated other comprehensive loss | (4) | (406) |
Total stockholders’ equity | 642,916 | 510,244 |
Total liabilities and stockholders’ equity | 3,201,048 | 3,186,851 |
Common Class A | ||
Stockholders’ equity: | ||
Common stock, value | 1,365 | 1,329 |
Common Class B | ||
Stockholders’ equity: | ||
Common stock, value | $ 2,989 | $ 2,989 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Apr. 28, 2024 | Jan. 28, 2024 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 1,500,000,000 | 1,500,000,000 |
Common stock, issued (in shares) | 136,495,974 | 132,913,046 |
Common stock, outstanding (in shares) | 136,495,974 | 132,913,046 |
Common Class B | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 395,000,000 | 395,000,000 |
Common stock, issued (in shares) | 298,863,356 | 298,863,356 |
Common stock, outstanding (in shares) | 298,863,356 | 298,863,356 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
Income Statement [Abstract] | ||
Net sales | $ 2,877,725 | $ 2,790,639 |
Cost of goods sold | 2,023,733 | 1,997,783 |
Gross profit | 853,992 | 792,856 |
Operating expenses: | ||
Selling, general and administrative | 602,561 | 584,389 |
Advertising and marketing | 186,815 | 183,733 |
Total operating expenses | 789,376 | 768,122 |
Income from operations | 64,616 | 24,734 |
Interest income, net | 14,523 | 8,016 |
Other expense, net | (759) | (8,888) |
Income before income tax provision | 78,380 | 23,862 |
Income tax provision | 11,483 | 1,003 |
Net income | 66,897 | 22,859 |
Comprehensive income: | ||
Net income | 66,897 | 22,859 |
Foreign currency translation adjustments | 402 | 0 |
Comprehensive income | $ 67,299 | $ 22,859 |
Earnings per share attributable to common Class A and Class B stockholders: | ||
Basic (in dollars per share) | $ 0.15 | $ 0.05 |
Diluted (in dollars per share) | $ 0.15 | $ 0.05 |
Weighted-average common shares used in computing earnings per share: | ||
Basic (in shares) | 434,873 | 426,852 |
Diluted (in shares) | 436,424 | 430,471 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Class A and Class B Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) |
Balance at beginning of period (in shares) at Jan. 29, 2023 | 425,349 | ||||
Balance at beginning of period at Jan. 29, 2023 | $ 160,268 | $ 4,253 | $ 2,171,247 | $ (2,015,232) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 48,553 | 48,553 | |||
Vesting of share-based compensation awards (in shares) | 1,759 | ||||
Vesting of share-based compensation awards | 0 | $ 18 | (18) | ||
Tax sharing agreement with related parties | (2,326) | (2,326) | |||
Net income | 22,859 | 22,859 | |||
Balance at end of period (in shares) at Apr. 30, 2023 | 427,108 | ||||
Balance at end of period at Apr. 30, 2023 | 229,354 | $ 4,271 | 2,217,456 | (1,992,373) | 0 |
Balance at beginning of period (in shares) at Jan. 28, 2024 | 431,776 | ||||
Balance at beginning of period at Jan. 28, 2024 | 510,244 | $ 4,318 | 2,481,984 | (1,975,652) | (406) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 65,385 | 65,385 | |||
Vesting of share-based compensation awards (in shares) | 3,583 | ||||
Vesting of share-based compensation awards | 0 | $ 36 | (36) | ||
Tax withholdings for share-based compensation awards | (12) | (12) | |||
Net income | 66,897 | 66,897 | |||
Other comprehensive income | 402 | 402 | |||
Balance at end of period (in shares) at Apr. 28, 2024 | 435,359 | ||||
Balance at end of period at Apr. 28, 2024 | $ 642,916 | $ 4,354 | $ 2,547,321 | $ (1,908,755) | $ (4) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
Cash flows from operating activities | ||
Net income | $ 66,897 | $ 22,859 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 28,000 | 28,898 |
Share-based compensation expense | 65,385 | 48,553 |
Non-cash lease expense | 8,004 | 11,933 |
Change in fair value of equity warrants and investments | 926 | 8,948 |
Unrealized foreign currency losses, net | 633 | 0 |
Other | (1,929) | 489 |
Net change in operating assets and liabilities: | ||
Accounts receivable | (18,188) | (25,807) |
Inventories | (33,147) | (54,260) |
Prepaid expenses and other current assets | (8,467) | (10,699) |
Other non-current assets | 250 | 298 |
Trade accounts payable | 38,798 | 82,085 |
Accrued expenses and other current liabilities | (58,325) | 38,724 |
Operating lease liabilities | (8,197) | (5,229) |
Other long-term liabilities | 1,297 | 1,920 |
Net cash provided by operating activities | 81,937 | 148,712 |
Cash flows from investing activities | ||
Capital expenditures | (29,299) | (21,573) |
Purchases of marketable securities | 0 | (394,098) |
Proceeds from maturities of marketable securities | 535,000 | 350,000 |
Cash paid for acquisition of business, net of cash acquired | 0 | (367) |
Net cash provided by (used in) investing activities | 505,701 | (66,038) |
Cash flows from financing activities | ||
Income taxes paid for, net of proceeds from, parent reorganization transaction | (54,793) | 0 |
Principal repayments of finance lease obligations | (262) | (175) |
Payments for tax withholdings related to vesting of share-based compensation awards | (12) | 0 |
Payments for tax sharing agreement with related parties | 0 | (3,761) |
Payment of debt modification costs | 0 | (175) |
Net cash used in financing activities | (55,067) | (4,111) |
Effect of exchange rate changes on cash and cash equivalents | (174) | 0 |
Net increase in cash and cash equivalents | 532,397 | 78,563 |
Cash and cash equivalents, as of beginning of period | 602,232 | 331,641 |
Cash and cash equivalents, as of end of period | $ 1,134,629 | $ 410,204 |
Description of Business
Description of Business | 3 Months Ended |
Apr. 28, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Chewy, Inc. and its wholly-owned subsidiaries (collectively “Chewy” or the “Company”) is a pure play e-commerce business geared toward pet products and services for dogs, cats, fish, birds, small pets, horses, and reptiles. Chewy serves its customers through its websites and its mobile applications and focuses on delivering exceptional customer service, competitive prices, outstanding convenience (including Chewy’s Autoship subscription program, fast shipping, and hassle-free returns), and a large selection of high-quality pet food, treats and supplies, and pet healthcare products. The Company is controlled by a consortium including private investment funds advised by BC Partners Advisors LP (“BC Partners”) and its affiliates, La Caisse de dépôt et placement du Québec, affiliates of GIC Special Investments Pte Ltd, affiliates of StepStone Group LP and funds advised by Longview Asset Management, LLC (collectively, the “Sponsors”). On October 30, 2023 (the “Closing Date”), the Company entered into certain transactions (the “Transactions”) with affiliates of BC Partners pursuant to an Agreement and Plan of Merger (the “Merger Agreement”). The Transactions resulted in such affiliates restructuring their ownership interests in the Company and Chewy Pharmacy KY, LLC (“Chewy Pharmacy KY”) becoming an indirect wholly-owned subsidiary of the Company. On the Closing Date, affiliates of BC Partners transferred $1.9 billion to the Company to be used to fund: (i) tax obligations of its affiliates that were inherited by the Company as a result of the Transactions and (ii) expenses incurred by the Company in connection with the Transactions. The Merger Agreement requires affiliates of BC Partners to indemnify the Company for certain tax liabilities and includes customary indemnifications related to the Transactions. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 3 Months Ended |
Apr. 28, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies Basis of Presentation The Company’s accompanying unaudited condensed consolidated financial statements and related notes include the accounts of Chewy, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The unaudited condensed consolidated financial statements and notes thereto of Chewy, Inc. have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting and, therefore, omit or condense certain footnotes and other information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) accounting standards codification (“ASC”). In the opinion of management, all adjustments necessary for a fair statement of the financial information, which are of a normal and recurring nature, have been made for the interim periods reported. Results of operations for the quarterly period ended April 28, 2024 are not necessarily indicative of the results for the entire fiscal year. The unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q for the quarterly period ended April 28, 2024 (“10-Q Report”) should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 28, 2024 (“10-K Report”). In connection with the Transactions described in Note 1 – Description of Business, the Company has provided recasted condensed consolidated financial statements and related notes for the historical comparative periods in this 10-Q Report reflecting the operations of Chewy Pharmacy KY as part of the Company’s condensed consolidated financial statements. The recasted financial information was accounted for as a common control transaction, with Chewy Pharmacy KY’s net assets transferred at the previous parent company’s historical basis. Fiscal Year The Company has a 52- or 53-week fiscal year ending each year on the Sunday that is closest to January 31 of that year. The Company’s 2024 fiscal year ends on February 2, 2025 and is a 53-week year. The Company’s 2023 fiscal year ended January 28, 2024 and was a 52-week year. Significant Accounting Policies Other than policies noted herein, there have been no significant changes from the significant accounting policies disclosed in Note 2 of the “Notes to Consolidated Financial Statements” included in the 10-K Report. Use of Estimates GAAP requires management to make certain estimates, judgments, and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates these estimates and judgments. Actual results could differ from those estimates. Key estimates relate primarily to determining the net realizable value for inventory, valuation allowances with respect to deferred tax assets, contingencies, self-insurance accruals, evaluation of sales tax positions, and the valuation and assumptions underlying share-based compensation and equity warrants. On an ongoing basis, management evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. Accrued Expenses and Other Current Liabilities The following table presents the components of accrued expenses and other current liabilities (in thousands): As of April 28, 2024 January 28, 2024 Outbound fulfillment $ 416,390 $ 491,251 Advertising and marketing 141,029 106,339 Payroll liabilities 44,539 83,880 Accrued expenses and other 250,434 324,467 Total accrued expenses and other current liabilities $ 852,392 $ 1,005,937 Stockholders’ Equity Conversion of Class B Common Stock On May 8, 2020, Buddy Chester Sub LLC, a wholly-owned subsidiary of the Sponsors, converted 17,584,098 shares of the Company’s Class B common stock into Class A common stock. On May 11, 2020, Buddy Chester Sub LLC entered into a variable forward purchase agreement (the “Contract”) to deliver up to 17,584,098 shares of the Company’s Class A common stock at the exchange date, with the number of shares to be issued based on the trading price of the Company’s common stock during a 20-day observation period. On each of May 15, 2023 and May 16, 2023, Buddy Chester Sub LLC settled its obligations under the Contract and delivered a total of 17,584,098 shares. Interest Income (Expense), net The Company generates interest income from its cash and cash equivalents and marketable securities and incurs interest expense in relation to its borrowing facilities, finance leases, and uncertain tax positions. The following table provides additional information about the Company’s interest income (expense), net (in thousands): 13 Weeks Ended April 28, 2024 April 30, 2023 Interest income $ 15,858 $ 8,878 Interest expense (1,335) (862) Interest income, net $ 14,523 $ 8,016 Other Income (Expense), net The Company’s other income (expense), net consists of: (i) changes in the fair value of equity warrants, investments, and tax indemnification receivables, (ii) foreign currency transaction gains and losses, and (iii) allowances for credit losses. The following table provides additional information about the Company’s other income (expense), net (in thousands): 13 Weeks Ended April 28, 2024 April 30, 2023 Change in fair value of equity warrants $ (683) $ (8,934) Foreign currency transaction (losses) gains (527) 60 Change in fair value of equity investments (40) (14) Change in fair value of tax indemnification receivables 491 — Other expense, net $ (759) $ (8,888) Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. In June 2022, the FASB issued this Accounting Standards Update (“ASU”) to clarify the guidance when measuring the fair value of an equity security subject to contractual sale restrictions that prohibit the sale of an equity security. This update became effective at the beginning of the Company’s 2024 fiscal year. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued Accounting Pronouncements ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. In December 2023, the FASB issued this ASU to update income tax disclosure requirements, primarily related to the income tax rate reconciliation and income taxes paid information. This update is effective beginning with the Company’s 2025 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. In November 2023, the FASB issued this ASU to update reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. This update is effective beginning with the Company’s 2024 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. |
Financial Instruments
Financial Instruments | 3 Months Ended |
Apr. 28, 2024 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value: Level 1-Valuations based on quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2-Valuations based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3-Valuations based on unobservable inputs reflecting the Company’s assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. Cash equivalents are carried at cost, which approximates fair value and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices. Marketable securities are carried at fair value and are classified within Level 1 because they are valued using quoted market prices. Specific to marketable fixed income securities, the Company did not record any gross unrealized gains and losses as fair value approximates amortized cost. The Company did not record any credit losses during the thirteen weeks ended April 28, 2024. Further, as of April 28, 2024, the Company did not record an allowance for credit losses related to its fixed income securities. Vested equity warrants and equity investments in public companies that have readily determinable fair values are carried at fair value and are classified as marketable securities within Level 1 because they are valued using quoted market prices. Unvested equity warrants are classified within Level 3 of the fair value hierarchy as they are valued based on observable and unobservable inputs reflecting the Company’s assumptions, consistent with reasonably available assumptions made by other market participants. The Company utilized certain valuation techniques, such as the Black-Scholes option-pricing model and the Monte Carlo simulation model, to determine the fair value of unvested equity warrants. The application of these models requires the use of a number of complex assumptions based on unobservable inputs, including the expected term, expected equity volatility, discounts for lack of marketability, cash flow projections, and probability with respect to vesting requirements. Equity warrants are transferred from Level 3 to Level 1 of the fair value hierarchy upon vesting as they are no longer valued based on unobservable inputs. The following table includes a summary of financial instruments measured at fair value as of April 28, 2024 (in thousands): Level 1 Level 2 Level 3 Cash $ 886,228 $ — $ — U.S. Treasury securities 248,401 — — Cash and cash equivalents 1,134,629 — — Vested equity warrants 3,251 — — Equity investments 239 — — Marketable securities 3,490 — — Unvested equity warrants — — 1,843 Total financial instruments $ 1,138,119 $ — $ 1,843 The following table includes a summary of financial instruments measured at fair value as of January 28, 2024 (in thousands): Level 1 Level 2 Level 3 Cash $ 602,232 $ — $ — Money market funds — — — Cash and cash equivalents 602,232 — — U.S. Treasury securities 531,592 — — Equity investments 193 — — Marketable securities 531,785 — — Unvested equity warrants — — 2,219 Total financial instruments $ 1,134,017 $ — $ 2,219 As of April 28, 2024 and January 28, 2024, the deferred credit subject to vesting and performance requirements recognized within other long-term liabilities in exchange for the equity warrants was $5.1 million and $1.9 million, respectively. The following table summarizes the change in fair value for financial instruments using unobservable Level 3 inputs (in thousands): 13 Weeks Ended April 28, 2024 April 30, 2023 Beginning balance $ 2,219 $ 31,622 Change in fair value of unvested equity warrants 2,875 (8,934) Equity warrants vested (3,251) — Ending balance $ 1,843 $ 22,688 The following table presents quantitative information about Level 3 significant unobservable inputs used in the fair value measurement of the unvested equity warrants as of April 28, 2024 (in thousands): Range Fair Value Valuation Techniques Unobservable Input Min Max Weighted Average Equity warrants $1,843 Black-Scholes and Monte Carlo Probability of vesting 0% 25% 17% Equity volatility 35% 80% 73% |
Property and Equipment, net
Property and Equipment, net | 3 Months Ended |
Apr. 28, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Property and Equipment, net The following is a summary of property and equipment, net (in thousands): As of April 28, 2024 January 28, 2024 Furniture, fixtures and equipment $ 186,230 $ 174,092 Computer equipment 76,005 75,677 Internal-use software 196,003 183,380 Leasehold improvements 316,449 312,123 Construction in progress 82,858 82,014 857,545 827,286 Less: accumulated depreciation and amortization 332,695 305,988 Property and equipment, net $ 524,850 $ 521,298 Internal-use software includes labor and license costs associated with software development for internal use. As of April 28, 2024 and January 28, 2024, the Company had accumulated amortization related to internal-use software of $96.4 million and $87.5 million, respectively. Construction in progress is stated at cost, which includes the cost of construction and other directly attributable costs. No provision for depreciation is made on construction in progress until the relevant assets are completed and put into use. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Apr. 28, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Matters Various legal claims arise from time to time in the normal course of business. In assessing loss contingencies related to legal proceedings that are pending against the Company, or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. The Company believes that it has adequately accrued for the potential impact of loss contingencies that are probable and reasonably estimable. The Company does not believe that the ultimate resolution of any matters to which it is presently a party will have a material adverse effect on the Company’s results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material adverse effect on the Company’s financial condition, results of operations or cash flows. International Business Machines Corporation (“IBM”) previously alleged that the Company is infringing four of its patents. On February 15, 2021, the Company filed a declaratory judgment action in the United States District Court for the Southern District of New York (the “District Court”) against IBM seeking the District Court’s declaration that the Company is not infringing the four asserted IBM patents. On April 19, 2021, IBM filed an answer with counterclaims seeking unspecified damages, including a request that the amount of compensatory damages be trebled, injunctive relief and costs and reasonable attorneys’ fees. On May 24, 2021, IBM filed an amended complaint that included an additional assertion that the Company is infringing a fifth IBM patent. On October 8, 2021, the parties had a claim construction hearing and on November 9, 2021, the claim construction rulings resulted in one of the five patents (the “‘414 patent”) being eliminated from the case. |
Debt
Debt | 3 Months Ended |
Apr. 28, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Debt ABL Credit Facility The Company has a senior secured asset-based credit facility (the “ABL Credit Facility”) which matures on August 27, 2026 and provides for non-amortizing revolving loans in an aggregate principal amount of up to $800 million, subject to a borrowing base comprised of, among other things, inventory and sales receivables (subject to certain reserves). The ABL Credit Facility provides the right to request incremental commitments and add incremental asset-based revolving loan facilities in an aggregate principal amount of up to $250 million, subject to customary conditions. The Company is required to pay a commitment fee of 0.25% per annum with respect to the undrawn portion of the commitments, which is generally based on average daily usage of the facility. Based on the Company’s borrowing base as of April 28, 2024, which is reduced by standby letters of credit, the Company had $759.4 million of borrowing capacity under the ABL Credit Facility. As of April 28, 2024 and January 28, 2024, the Company had no outstanding borrowings under the ABL Credit Facility, respectively. |
Leases
Leases | 3 Months Ended |
Apr. 28, 2024 | |
Leases [Abstract] | |
Leases | Leases The Company leases all of its fulfillment and customer service centers and corporate offices under non-cancelable operating lease agreements. The terms of the Company’s real estate leases generally range from 5 to 15 years and typically allow for the leases to be renewed for up to three additional five-year terms. Fulfillment and customer service centers and corporate office leases expire at various dates through 2038, excluding renewal options. The Company also leases certain equipment under operating and finance leases. The terms of equipment leases generally range from 3 to 5 years and do not contain renewal options. These leases expire at various dates through 2025. The Company’s finance leases as of April 28, 2024 and January 28, 2024 were not material and were included in property and equipment, net, on the Company’s condensed consolidated balance sheets. The table below presents the operating lease-related assets and liabilities recorded on the condensed consolidated balance sheets (in thousands): As of Leases Balance Sheet Classification April 28, 2024 January 28, 2024 Assets Operating Operating lease right-of-use assets $ 466,300 $ 474,617 Total operating lease assets $ 466,300 $ 474,617 Liabilities Current Operating Accrued expenses and other current liabilities $ 30,394 $ 29,003 Non-current Operating Operating lease liabilities 519,312 527,795 Total operating lease liabilities $ 549,706 $ 556,798 For the thirteen weeks ended April 28, 2024, there were no assets acquired in exchange for new operating lease liabilities. For the thirteen weeks ended April 30, 2023, assets acquired in exchange for new operating lease liabilities were $33.7 million. Lease expense primarily relates to operating lease costs. Lease expense for the thirteen weeks ended April 28, 2024 and April 30, 2023 was $26.3 million and $26.1 million, respectively. The aforementioned lease expense was included within selling, general and administrative expenses in the condensed consolidated statements of operations. Cash flows used in operating activities related to operating leases were approximately $25.6 million and $21.1 million for the thirteen weeks ended April 28, 2024 and April 30, 2023, respectively. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Apr. 28, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation 2022 Omnibus Incentive Plan In July 2022, the Company’s stockholders approved the Chewy, Inc. 2022 Omnibus Incentive Plan (the “2022 Plan”) replacing the Chewy, Inc. 2019 Omnibus Incentive Plan (the “2019 Plan”). The 2022 Plan became effective on July 14, 2022 and allows for the issuance of up to 40.0 million shares of Class A common stock and 1.0 million shares for new grants rolled over from the 2019 Plan. No awards may be granted under the 2022 Plan after July 2032. The 2022 Plan provides for grants of: (i) options, including incentive stock options and non-qualified stock options, (ii) restricted stock units, (iii) other share-based awards, including share appreciation rights, phantom stock, restricted shares, performance shares, deferred share units, and share-denominated performance units, (iv) cash awards, (v) substitute awards, and (vi) dividend equivalents (collectively, the “awards”). The awards may be granted to (i) the Company’s employees, consultants, and non-employee directors, (ii) employees of the Company’s affiliates and subsidiaries, and (iii) consultants of the Company’s subsidiaries. Service-Based Awards The Company granted restricted stock units with service-based vesting conditions (“RSUs”) which vested subject to the employee’s continued employment with the Company through the applicable vesting date. The Company recorded share-based compensation expense for RSUs on a straight-line basis over the requisite service period and accounted for forfeitures as they occur. Service-Based Awards Activity The following table summarizes the activity related to the Company’s RSUs for the thirteen weeks ended April 28, 2024 (in thousands, except for weighted-average grant date fair value): Number of RSUs Weighted-Average Grant Date Fair Value Unvested and outstanding as of January 28, 2024 17,388 $ 34.65 Granted 21,717 $ 16.12 Vested (3,546) $ 35.80 Forfeited (1,209) $ 34.64 Unvested and outstanding as of April 28, 2024 34,350 $ 22.82 The following table summarizes the weighted average grant-date fair value of RSUs granted and total fair value of RSUs vested for the periods presented: 13 Weeks Ended April 28, 2024 April 30, 2023 Weighted average grant-date fair value of RSUs $ 16.12 $ 35.21 Total fair value of vested RSUs (in millions) $ 62.7 $ 74.9 As of April 28, 2024, total unrecognized compensation expense related to unvested RSUs was $700.7 million and is expected to be recognized over a weighted-average expected performance period of 2.9 years. The fair value for RSUs is established based on the market price of the Company’s Class A common stock on the date of grant. Service and Performance-Based Awards The Company granted restricted stock units which vested upon satisfaction of both service-based vesting conditions and company performance-based vesting conditions (“PRSUs”), subject to the employee’s continued employment with the Company through the applicable vesting date. The Company recorded share-based compensation expense for PRSUs over the requisite service period and accounted for forfeitures as they occur. Service and Performance-Based Awards Activity The following table summarizes the activity related to the Company’s PRSUs for the thirteen weeks ended April 28, 2024 (in thousands, except for weighted-average grant date fair value): Number of PRSUs Weighted-Average Grant Date Fair Value Unvested and outstanding as of January 28, 2024 553 $ 28.49 Granted 1,615 $ 16.93 Vested (37) $ 38.50 Forfeited (51) $ 37.45 Unvested and outstanding as of April 28, 2024 2,080 $ 19.10 The following table summarizes the weighted average grant-date fair value of PRSUs granted and total fair value of PRSUs vested for the periods presented: 13 Weeks Ended April 28, 2024 April 30, 2023 Weighted average grant-date fair value of PRSUs $ 16.93 $ 35.21 Total fair value of vested PRSUs (in millions) $ 0.6 $ 3.5 As of April 28, 2024, total unrecognized compensation expense related to unvested PRSUs was $34.7 million and is expected to be recognized over a weighted-average expected performance period of 2.5 years. The fair value for PRSUs with a Company performance-based vesting condition is established based on the market price of the Company’s Class A common stock on the date of grant. As of April 28, 2024, there were 2.8 million additional shares of Class A common stock reserved for future issuance under the 2022 Plan. Share-Based Compensation Expense Share-based compensation expense is included within selling, general and administrative expenses in the condensed consolidated statements of operations. The Company recognized share-based compensation expense as follows (in thousands): 13 Weeks Ended April 28, 2024 April 30, 2023 RSUs $ 64,057 $ 49,953 PRSUs 1,328 (1,400) Total share-based compensation expense $ 65,385 $ 48,553 |
Income Taxes
Income Taxes | 3 Months Ended |
Apr. 28, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Chewy is subject to taxation in the U.S. and various state, local, and foreign jurisdictions. The Company had a current income tax provision during the thirteen weeks ended April 28, 2024 and April 30, 2023 of $11.5 million and $1.0 million, respectively. As of April 28, 2024 and January 28, 2024, the Company maintained a full valuation allowance of $281.1 million against its net deferred tax assets, including $275.7 million related to its U.S. entities, and expects to continue to maintain such valuation allowance until the Company determines that it has sufficient taxable income to support the utilization of all or some portion of the allowance. Based on the Company’s assessment of current earnings and anticipated future earnings, there is a reasonable possibility that the Company will have sufficient taxable income to release a significant portion of the valuation allowance related to its U.S. entities within the next 12 months. Release of the valuation allowance would result in the recognition of certain deferred tax assets and a reduction in income tax expense for the period in which the release is recorded. However, the exact timing and amount of the valuation allowance release is subject to change based on the level of profitability that the Company is able to achieve. In connection with the Transactions, Chewy assumed $1.9 billion in income taxes which were fully indemnified by affiliates of BC Partners. During the thirteen weeks ended April 28, 2024, the Company paid $96.1 million in federal and state income taxes relating to the preceding and had an income tax payable of $12.8 million and $108.9 million as of April 28, 2024 and January 28, 2024, respectively. |
Earnings per Share
Earnings per Share | 3 Months Ended |
Apr. 28, 2024 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share Basic and diluted earnings per share attributable to the Company’s common stockholders are presented using the two-class method required for participating securities. Under the two-class method, net income attributable to the Company’s common stockholders is determined by allocating undistributed earnings between common stock and participating securities. Undistributed earnings for the periods presented are calculated as net income less distributed earnings. Undistributed earnings are allocated proportionally to the Company’s common Class A and Class B stockholders as both classes are entitled to share equally, on a per share basis, in dividends and other distributions. Basic and diluted earnings per share are calculated by dividing net income attributable to the Company’s common stockholders by the weighted-average shares outstanding during the period. The following table sets forth basic and diluted earnings per share attributable to the Company’s common stockholders for the periods presented (in thousands, except per share data): 13 Weeks Ended April 28, 2024 April 30, 2023 Basic and diluted earnings per share Numerator Earnings attributable to common Class A and Class B stockholders $ 66,897 $ 22,859 Denominator Weighted-average common shares used in computing earnings per share: Basic 434,873 426,852 Effect of dilutive share-based awards 1,551 3,619 Diluted 436,424 430,471 Anti-dilutive share-based awards excluded from diluted common shares 12,038 5,176 Earnings per share attributable to common Class A and Class B stockholders: Basic $ 0.15 $ 0.05 Diluted $ 0.15 $ 0.05 |
Certain Relationships and Relat
Certain Relationships and Related Party Transactions | 3 Months Ended |
Apr. 28, 2024 | |
Related Party Transactions [Abstract] | |
Certain Relationships and Related Party Transactions | Certain Relationships and Related Party Transactions As of April 28, 2024 and January 28, 2024, the Company had a receivable from affiliates of BC Partners of $7.0 million and $48.3 million, respectively, with respect to future tax payments in connection with the Transactions, which was included in prepaid expenses and other current assets on the Company’s condensed consolidated balance sheets. As of April 28, 2024 and January 28, 2024, the Company had a receivable from affiliates of BC Partners of $20.2 million and $19.7 million, respectively, with respect to the indemnification for certain tax liabilities in connection with the Transactions, which was included in other non-current assets on the Company’s condensed consolidated balance sheets. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
Pay vs Performance Disclosure | ||
Net income | $ 66,897 | $ 22,859 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Apr. 28, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 3 Months Ended |
Apr. 28, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s accompanying unaudited condensed consolidated financial statements and related notes include the accounts of Chewy, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The unaudited condensed consolidated financial statements and notes thereto of Chewy, Inc. have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting and, therefore, omit or condense certain footnotes and other information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) accounting standards codification (“ASC”). In the opinion of management, all adjustments necessary for a fair statement of the financial information, which are of a normal and recurring nature, have been made for the interim periods reported. Results of operations for the quarterly period ended April 28, 2024 are not necessarily indicative of the results for the entire fiscal year. The unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q for the quarterly period ended April 28, 2024 (“10-Q Report”) should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 28, 2024 (“10-K Report”). In connection with the Transactions described in Note 1 – Description of Business, the Company has provided recasted condensed consolidated financial statements and related notes for the historical comparative periods in this 10-Q Report reflecting the operations of Chewy Pharmacy KY as part of the Company’s condensed consolidated financial statements. The recasted financial information was accounted for as a common control transaction, with Chewy Pharmacy KY’s net assets transferred at the previous parent company’s historical basis. |
Fiscal Year | Fiscal Year The Company has a 52- or 53-week fiscal year ending each year on the Sunday that is closest to January 31 of that year. The Company’s 2024 fiscal year ends on February 2, 2025 and is a 53-week year. The Company’s 2023 fiscal year ended January 28, 2024 and was a 52-week year. |
Use of Estimates | Use of Estimates GAAP requires management to make certain estimates, judgments, and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates these estimates and judgments. Actual results could differ from those estimates. Key estimates relate primarily to determining the net realizable value for inventory, valuation allowances with respect to deferred tax assets, contingencies, self-insurance accruals, evaluation of sales tax positions, and the valuation and assumptions underlying share-based compensation and equity warrants. On an ongoing basis, management evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. |
Interest Income (Expense), net | Interest Income (Expense), net |
Other Income (Expense), net | Other Income (Expense), net |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. In June 2022, the FASB issued this Accounting Standards Update (“ASU”) to clarify the guidance when measuring the fair value of an equity security subject to contractual sale restrictions that prohibit the sale of an equity security. This update became effective at the beginning of the Company’s 2024 fiscal year. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued Accounting Pronouncements ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. In December 2023, the FASB issued this ASU to update income tax disclosure requirements, primarily related to the income tax rate reconciliation and income taxes paid information. This update is effective beginning with the Company’s 2025 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. In November 2023, the FASB issued this ASU to update reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. This update is effective beginning with the Company’s 2024 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. |
Financial Instruments | Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value: Level 1-Valuations based on quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2-Valuations based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3-Valuations based on unobservable inputs reflecting the Company’s assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. Cash equivalents are carried at cost, which approximates fair value and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices. Marketable securities are carried at fair value and are classified within Level 1 because they are valued using quoted market prices. Specific to marketable fixed income securities, the Company did not record any gross unrealized gains and losses as fair value approximates amortized cost. The Company did not record any credit losses during the thirteen weeks ended April 28, 2024. Further, as of April 28, 2024, the Company did not record an allowance for credit losses related to its fixed income securities. Vested equity warrants and equity investments in public companies that have readily determinable fair values are carried at fair value and are classified as marketable securities within Level 1 because they are valued using quoted market prices. Unvested equity warrants are classified within Level 3 of the fair value hierarchy as they are valued based on observable and unobservable inputs reflecting the Company’s assumptions, consistent with reasonably available assumptions made by other market participants. The Company utilized certain valuation techniques, such as the Black-Scholes option-pricing model and the Monte Carlo simulation model, to determine the fair value of unvested equity warrants. The application of these models requires the use of a number of complex assumptions based on unobservable inputs, including the expected term, expected equity volatility, discounts for lack of marketability, cash flow projections, and probability with respect to vesting requirements. Equity warrants are transferred from Level 3 to Level 1 of the fair value hierarchy upon vesting as they are no longer valued based on unobservable inputs. |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies (Tables) | 3 Months Ended |
Apr. 28, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | The following table presents the components of accrued expenses and other current liabilities (in thousands): As of April 28, 2024 January 28, 2024 Outbound fulfillment $ 416,390 $ 491,251 Advertising and marketing 141,029 106,339 Payroll liabilities 44,539 83,880 Accrued expenses and other 250,434 324,467 Total accrued expenses and other current liabilities $ 852,392 $ 1,005,937 |
Schedule of Interest Income and Expense | The following table provides additional information about the Company’s interest income (expense), net (in thousands): 13 Weeks Ended April 28, 2024 April 30, 2023 Interest income $ 15,858 $ 8,878 Interest expense (1,335) (862) Interest income, net $ 14,523 $ 8,016 |
Schedule of Other Nonoperating Income (Expense) | The following table provides additional information about the Company’s other income (expense), net (in thousands): 13 Weeks Ended April 28, 2024 April 30, 2023 Change in fair value of equity warrants $ (683) $ (8,934) Foreign currency transaction (losses) gains (527) 60 Change in fair value of equity investments (40) (14) Change in fair value of tax indemnification receivables 491 — Other expense, net $ (759) $ (8,888) |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Apr. 28, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table includes a summary of financial instruments measured at fair value as of April 28, 2024 (in thousands): Level 1 Level 2 Level 3 Cash $ 886,228 $ — $ — U.S. Treasury securities 248,401 — — Cash and cash equivalents 1,134,629 — — Vested equity warrants 3,251 — — Equity investments 239 — — Marketable securities 3,490 — — Unvested equity warrants — — 1,843 Total financial instruments $ 1,138,119 $ — $ 1,843 The following table includes a summary of financial instruments measured at fair value as of January 28, 2024 (in thousands): Level 1 Level 2 Level 3 Cash $ 602,232 $ — $ — Money market funds — — — Cash and cash equivalents 602,232 — — U.S. Treasury securities 531,592 — — Equity investments 193 — — Marketable securities 531,785 — — Unvested equity warrants — — 2,219 Total financial instruments $ 1,134,017 $ — $ 2,219 |
Summary of Changes in Fair Value for Financial Instruments Using Unobservable Level 3 Inputs | The following table summarizes the change in fair value for financial instruments using unobservable Level 3 inputs (in thousands): 13 Weeks Ended April 28, 2024 April 30, 2023 Beginning balance $ 2,219 $ 31,622 Change in fair value of unvested equity warrants 2,875 (8,934) Equity warrants vested (3,251) — Ending balance $ 1,843 $ 22,688 |
Summary of Level 3 Significant Unobservable Inputs | The following table presents quantitative information about Level 3 significant unobservable inputs used in the fair value measurement of the unvested equity warrants as of April 28, 2024 (in thousands): Range Fair Value Valuation Techniques Unobservable Input Min Max Weighted Average Equity warrants $1,843 Black-Scholes and Monte Carlo Probability of vesting 0% 25% 17% Equity volatility 35% 80% 73% |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 3 Months Ended |
Apr. 28, 2024 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, net | The following is a summary of property and equipment, net (in thousands): As of April 28, 2024 January 28, 2024 Furniture, fixtures and equipment $ 186,230 $ 174,092 Computer equipment 76,005 75,677 Internal-use software 196,003 183,380 Leasehold improvements 316,449 312,123 Construction in progress 82,858 82,014 857,545 827,286 Less: accumulated depreciation and amortization 332,695 305,988 Property and equipment, net $ 524,850 $ 521,298 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Apr. 28, 2024 | |
Leases [Abstract] | |
Schedule of Operating Lease-related Assets and Liabilities | The table below presents the operating lease-related assets and liabilities recorded on the condensed consolidated balance sheets (in thousands): As of Leases Balance Sheet Classification April 28, 2024 January 28, 2024 Assets Operating Operating lease right-of-use assets $ 466,300 $ 474,617 Total operating lease assets $ 466,300 $ 474,617 Liabilities Current Operating Accrued expenses and other current liabilities $ 30,394 $ 29,003 Non-current Operating Operating lease liabilities 519,312 527,795 Total operating lease liabilities $ 549,706 $ 556,798 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Apr. 28, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Service and Performance Based-Awards Activity | The following table summarizes the activity related to the Company’s RSUs for the thirteen weeks ended April 28, 2024 (in thousands, except for weighted-average grant date fair value): Number of RSUs Weighted-Average Grant Date Fair Value Unvested and outstanding as of January 28, 2024 17,388 $ 34.65 Granted 21,717 $ 16.12 Vested (3,546) $ 35.80 Forfeited (1,209) $ 34.64 Unvested and outstanding as of April 28, 2024 34,350 $ 22.82 The following table summarizes the activity related to the Company’s PRSUs for the thirteen weeks ended April 28, 2024 (in thousands, except for weighted-average grant date fair value): Number of PRSUs Weighted-Average Grant Date Fair Value Unvested and outstanding as of January 28, 2024 553 $ 28.49 Granted 1,615 $ 16.93 Vested (37) $ 38.50 Forfeited (51) $ 37.45 Unvested and outstanding as of April 28, 2024 2,080 $ 19.10 |
Summary of Weighted Average Grant-Date Fair Value and Total Fair Value of Service and Performance Based-Awards Activity | The following table summarizes the weighted average grant-date fair value of RSUs granted and total fair value of RSUs vested for the periods presented: 13 Weeks Ended April 28, 2024 April 30, 2023 Weighted average grant-date fair value of RSUs $ 16.12 $ 35.21 Total fair value of vested RSUs (in millions) $ 62.7 $ 74.9 The following table summarizes the weighted average grant-date fair value of PRSUs granted and total fair value of PRSUs vested for the periods presented: 13 Weeks Ended April 28, 2024 April 30, 2023 Weighted average grant-date fair value of PRSUs $ 16.93 $ 35.21 Total fair value of vested PRSUs (in millions) $ 0.6 $ 3.5 |
Schedule of Share-based Compensation Expense | The Company recognized share-based compensation expense as follows (in thousands): 13 Weeks Ended April 28, 2024 April 30, 2023 RSUs $ 64,057 $ 49,953 PRSUs 1,328 (1,400) Total share-based compensation expense $ 65,385 $ 48,553 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Apr. 28, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net (Loss) Income Per Share | The following table sets forth basic and diluted earnings per share attributable to the Company’s common stockholders for the periods presented (in thousands, except per share data): 13 Weeks Ended April 28, 2024 April 30, 2023 Basic and diluted earnings per share Numerator Earnings attributable to common Class A and Class B stockholders $ 66,897 $ 22,859 Denominator Weighted-average common shares used in computing earnings per share: Basic 434,873 426,852 Effect of dilutive share-based awards 1,551 3,619 Diluted 436,424 430,471 Anti-dilutive share-based awards excluded from diluted common shares 12,038 5,176 Earnings per share attributable to common Class A and Class B stockholders: Basic $ 0.15 $ 0.05 Diluted $ 0.15 $ 0.05 |
Description of Business (Detail
Description of Business (Details) $ in Billions | Oct. 30, 2023 USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Related party transaction, amounts of transaction | $ 1.9 |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Apr. 28, 2024 | Jan. 28, 2024 |
Accounting Policies [Abstract] | ||
Outbound fulfillment | $ 416,390 | $ 491,251 |
Advertising and marketing | 141,029 | 106,339 |
Payroll liabilities | 44,539 | 83,880 |
Accrued expenses and other | 250,434 | 324,467 |
Total accrued expenses and other current liabilities | $ 852,392 | $ 1,005,937 |
Basis of Presentation and Sig_5
Basis of Presentation and Significant Accounting Policies - Narrative (Details) - Buddy Chester Sub LLC | May 16, 2023 shares | May 11, 2020 tradingDay shares | May 08, 2020 shares |
Common Class B | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Conversion of stock (in shares) | (17,584,098) | ||
Common Class A | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Conversion of stock (in shares) | 17,584,098 | 17,584,098 | |
Forward purchase agreement (in shares) | 17,584,098 | ||
Convertible, threshold trading days | tradingDay | 20 |
Basis of Presentation and Sig_6
Basis of Presentation and Significant Accounting Policies - Schedule of Interest Income and Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
Accounting Policies [Abstract] | ||
Interest income | $ 15,858 | $ 8,878 |
Interest expense | (1,335) | (862) |
Interest income, net | $ 14,523 | $ 8,016 |
Basis of Presentation and Sig_7
Basis of Presentation and Significant Accounting Policies - Schedule of Other Nonoperating Income (Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
Accounting Policies [Abstract] | ||
Change in fair value of equity warrants | $ (683) | $ (8,934) |
Foreign currency transaction (losses) gains | (527) | 60 |
Change in fair value of equity investments | (40) | (14) |
Change in fair value of tax indemnification receivables | 491 | 0 |
Other expense, net | $ (759) | $ (8,888) |
Financial Instruments - Narrati
Financial Instruments - Narrative (Details) - USD ($) | 3 Months Ended | |
Apr. 28, 2024 | Jan. 28, 2024 | |
Fair Value Disclosures [Abstract] | ||
Accumulated gross unrealized gain (loss) | $ 0 | |
Allowance for credit loss, period increase (decrease) | 0 | |
Allowance for credit loss | 0 | |
Deferred credits | $ 5,100,000 | $ 1,900,000 |
Financial Instruments - Schedul
Financial Instruments - Schedule of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Apr. 28, 2024 | Jan. 28, 2024 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 3,490 | $ 531,785 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 1,134,629 | 602,232 |
Vested equity warrants | 3,251 | |
Equity investments | 239 | 193 |
Marketable securities | 3,490 | 531,785 |
Unvested equity warrants | 0 | 0 |
Total financial instruments | 1,138,119 | 1,134,017 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Vested equity warrants | 0 | |
Equity investments | 0 | 0 |
Marketable securities | 0 | 0 |
Unvested equity warrants | 0 | 0 |
Total financial instruments | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Vested equity warrants | 0 | |
Equity investments | 0 | 0 |
Marketable securities | 0 | 0 |
Unvested equity warrants | 1,843 | 2,219 |
Total financial instruments | 1,843 | 2,219 |
U.S. Treasury securities | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
U.S. Treasury securities | 531,592 | |
U.S. Treasury securities | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
U.S. Treasury securities | 0 | |
U.S. Treasury securities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
U.S. Treasury securities | 0 | |
Cash | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 886,228 | 602,232 |
Cash | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Cash | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
U.S. Treasury securities | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 248,401 | |
U.S. Treasury securities | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | |
U.S. Treasury securities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 0 | |
Money market funds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | |
Money market funds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | |
Money market funds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 0 |
Financial Instruments - Summary
Financial Instruments - Summary of Changes in Fair Value of Financial Instruments Using Unobservable Level 3 Inputs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 2,219 | $ 31,622 |
Change in fair value of unvested equity warrants | 2,875 | (8,934) |
Equity warrants vested | (3,251) | 0 |
Ending balance | $ 1,843 | $ 22,688 |
Financial Instruments - Summa_2
Financial Instruments - Summary of Level 3 Significant Unobservable Inputs for Fair Value of Equity Warrants (Details) - Level 3 $ in Thousands | Apr. 28, 2024 USD ($) | Jan. 28, 2024 USD ($) |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Equity warrants | $ 1,843 | $ 2,219 |
Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Equity warrants | $ 1,843 | |
Fair Value, Recurring | Min | Probability of vesting | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Equity warrants, measurement input | 0 | |
Fair Value, Recurring | Min | Equity volatility | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Equity warrants, measurement input | 0.35 | |
Fair Value, Recurring | Max | Probability of vesting | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Equity warrants, measurement input | 0.25 | |
Fair Value, Recurring | Max | Equity volatility | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Equity warrants, measurement input | 0.80 | |
Fair Value, Recurring | Weighted Average | Probability of vesting | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Equity warrants, measurement input | 0.17 | |
Fair Value, Recurring | Weighted Average | Equity volatility | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Equity warrants, measurement input | 0.73 |
Property and Equipment, net - S
Property and Equipment, net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Apr. 28, 2024 | Jan. 28, 2024 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 857,545 | $ 827,286 |
Less: accumulated depreciation and amortization | 332,695 | 305,988 |
Property and equipment, net | 524,850 | 521,298 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 186,230 | 174,092 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 76,005 | 75,677 |
Internal-use software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 196,003 | 183,380 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 316,449 | 312,123 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 82,858 | $ 82,014 |
Property and Equipment, net - N
Property and Equipment, net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Apr. 28, 2024 | Apr. 30, 2023 | Jan. 28, 2024 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 18.1 | $ 21.3 | |
Internal-use software | |||
Property, Plant and Equipment [Line Items] | |||
Accumulated amortization | 96.4 | $ 87.5 | |
Amortization expense | $ 8.9 | $ 6.6 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - patent | Apr. 11, 2022 | Oct. 08, 2021 | Feb. 15, 2021 |
Loss Contingencies [Line Items] | |||
Number of patents allegedly infringed | 5 | ||
Number of patents found not infringed | 3 | 1 | |
Pending litigation | |||
Loss Contingencies [Line Items] | |||
Number of patents allegedly infringed | 4 |
Debt (Details)
Debt (Details) - Line of Credit - Revolving Credit Facility - USD ($) | 3 Months Ended | |
Apr. 28, 2024 | Jan. 28, 2024 | |
Line of Credit Facility [Line Items] | ||
Aggregate principal balance | $ 800,000,000 | |
Additional aggregate principal increase limit (up to) | $ 250,000,000 | |
Commitment fee, percentage | 0.25% | |
Current borrowing capacity | $ 759,400,000 | |
Outstanding borrowings | $ 0 | $ 0 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 3 Months Ended | |
Apr. 28, 2024 USD ($) renewalOption | Apr. 30, 2023 USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Assets acquired in exchange for new operating lease liabilities | $ 0 | $ 33,700,000 |
Lease expense | 26,300,000 | 26,100,000 |
Operating lease payments | $ 25,600,000 | $ 21,100,000 |
Real Estate | ||
Lessee, Lease, Description [Line Items] | ||
Number of renewal options | renewalOption | 3 | |
Renewal term | 5 years | |
Real Estate | Min | ||
Lessee, Lease, Description [Line Items] | ||
Lease term | 5 years | |
Real Estate | Max | ||
Lessee, Lease, Description [Line Items] | ||
Lease term | 15 years | |
Equipment | Min | ||
Lessee, Lease, Description [Line Items] | ||
Lease term | 3 years | |
Equipment | Max | ||
Lessee, Lease, Description [Line Items] | ||
Lease term | 5 years |
Leases - Schedule of Lease Asse
Leases - Schedule of Lease Assets and Liabilities (Details) - USD ($) $ in Thousands | Apr. 28, 2024 | Jan. 28, 2024 |
Assets | ||
Operating | $ 466,300 | $ 474,617 |
Current | ||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities |
Operating | $ 30,394 | $ 29,003 |
Non-current | ||
Operating | 519,312 | 527,795 |
Total operating lease liabilities | $ 549,706 | $ 556,798 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Apr. 28, 2024 | Jul. 14, 2022 | |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Cost not yet recognized | $ 700.7 | |
Weighted average performance period | 2 years 10 months 24 days | |
PRSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Cost not yet recognized | $ 34.7 | |
Weighted average performance period | 2 years 6 months | |
Common Class A | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock reserved for future issuance (in shares) | 2.8 | |
2022 Omnibus Incentive Plan | Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares allowed for issuance (in shares) | 1 | |
2022 Omnibus Incentive Plan | Common Class A | Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares allowed for issuance (in shares) | 40 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Service and Performance Based-Awards Activity (Details) - $ / shares shares in Thousands | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
RSUs | ||
Number of Shares | ||
Balance at beginning of period (in shares) | 17,388 | |
Granted (in shares) | 21,717 | |
Vested (in shares) | (3,546) | |
Forfeited (in shares) | (1,209) | |
Balance at end of period (in shares) | 34,350 | |
Weighted-Average Grant Date Fair Value | ||
Balance at beginning of period (in dollars per share) | $ 34.65 | |
Granted (in dollars per share) | 16.12 | $ 35.21 |
Vested (in dollars per share) | 35.80 | |
Forfeited (in dollars per share) | 34.64 | |
Balance at end of period (in dollars per share) | $ 22.82 | |
PRSUs | ||
Number of Shares | ||
Balance at beginning of period (in shares) | 553 | |
Granted (in shares) | 1,615 | |
Vested (in shares) | (37) | |
Forfeited (in shares) | (51) | |
Balance at end of period (in shares) | 2,080 | |
Weighted-Average Grant Date Fair Value | ||
Balance at beginning of period (in dollars per share) | $ 28.49 | |
Granted (in dollars per share) | 16.93 | $ 35.21 |
Vested (in dollars per share) | 38.50 | |
Forfeited (in dollars per share) | 37.45 | |
Balance at end of period (in dollars per share) | $ 19.10 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Weighted Average Grant-Date Fair Value and Total Fair Value of Service and Performance Based-Awards Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average grant-date fair value (in dollars per share) | $ 16.12 | $ 35.21 |
Total fair value of vested | $ 62.7 | $ 74.9 |
PRSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average grant-date fair value (in dollars per share) | $ 16.93 | $ 35.21 |
Total fair value of vested | $ 0.6 | $ 3.5 |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ 65,385 | $ 48,553 |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | 64,057 | 49,953 |
PRSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ 1,328 | $ (1,400) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Apr. 28, 2024 | Apr. 30, 2023 | Jan. 28, 2024 | |
Valuation Allowance [Line Items] | |||
Current income tax provision | $ 11.5 | $ 1 | |
Valuation allowance | 281.1 | $ 281.1 | |
Income tax liabilities, indemnified | 1,900 | ||
Related Party | |||
Valuation Allowance [Line Items] | |||
Income taxes paid | 96.1 | ||
Accrued income taxes | 12.8 | 108.9 | |
Domestic Tax Authority | |||
Valuation Allowance [Line Items] | |||
Valuation allowance | $ 275.7 | $ 275.7 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 28, 2024 | Apr. 30, 2023 | |
Numerator | ||
Earnings attributable to common Class A and Class B stockholders | $ 66,897 | $ 22,859 |
Weighted-average common shares used in computing earnings per share: | ||
Basic (in shares) | 434,873 | 426,852 |
Effect of dilutive stock-based awards (in shares) | 1,551 | 3,619 |
Diluted (in shares) | 436,424 | 430,471 |
Anti-dilutive stock-based awards excluded from diluted common shares (in shares) | 12,038 | 5,176 |
Earnings per share attributable to common Class A and Class B stockholders: | ||
Basic (in dollars per share) | $ 0.15 | $ 0.05 |
Diluted (in dollars per share) | $ 0.15 | $ 0.05 |
Certain Relationships and Rel_2
Certain Relationships and Related Party Transactions (Details) - BC Partners - Related Party - USD ($) $ in Millions | Apr. 28, 2024 | Jan. 28, 2024 |
Related Party Transaction [Line Items] | ||
Other receivables, current | $ 7 | $ 48.3 |
Other receivables, noncurrent | $ 20.2 | $ 19.7 |