Cover
Cover - shares | 3 Months Ended | |
Apr. 30, 2022 | Jun. 03, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-40571 | |
Entity Registrant Name | TORRID HOLDINGS INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 84-3517567 | |
Entity Address, Address Line One | 18501 East San Jose Avenue | |
Entity Address, City or Town | City of Industry | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91748 | |
City Area Code | (626) | |
Local Phone Number | 667-1002 | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Trading Symbol | CURV | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 103,673,835 | |
Entity Central Index Key | 0001792781 | |
Current Fiscal Year End Date | --01-28 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Emerging Growth Company | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Apr. 30, 2022 | Jan. 29, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 24,813 | $ 29,025 |
Restricted cash | 262 | 262 |
Inventory | 178,831 | 170,608 |
Prepaid expenses and other current assets | 16,254 | 14,686 |
Prepaid income taxes | 700 | 6,345 |
Total current assets | 220,860 | 220,926 |
Property and equipment, net | 124,188 | 127,565 |
Operating lease right-of-use assets | 202,129 | 209,637 |
Deposits and other noncurrent assets | 6,721 | 7,100 |
Deferred tax assets | 4,873 | 4,873 |
Intangible asset | 8,400 | 8,400 |
Total assets | 567,171 | 578,501 |
Current liabilities: | ||
Accounts payable | 83,315 | 77,448 |
Accrued and other current liabilities | 102,340 | 138,708 |
Operating lease liabilities | 46,248 | 45,716 |
Borrowings under credit facility | 24,300 | 0 |
Current portion of term loan | 16,144 | 20,519 |
Due to related parties | 19,920 | 14,622 |
Income taxes payable | 3,114 | 0 |
Total current liabilities | 295,381 | 297,013 |
Noncurrent operating lease liabilities | 199,249 | 207,049 |
Term loan | 316,805 | 320,841 |
Deferred compensation | 5,685 | 6,873 |
Lease incentives and other noncurrent liabilities | 4,907 | 5,044 |
Total liabilities | 822,027 | 836,820 |
Commitments and contingencies (Note 15) | ||
Stockholders' deficit | ||
Common shares: $0.01 par value; 1,000,000,000 shares authorized; 104,977,755 shares issued and outstanding at April 30, 2022; 107,857,625 shares issued and outstanding at January 29, 2022 | 1,049 | 1,078 |
Additional paid-in capital | 120,588 | 118,286 |
Accumulated deficit | (376,529) | (377,759) |
Accumulated other comprehensive income | 36 | 76 |
Total stockholders' deficit | (254,856) | (258,319) |
Total liabilities and stockholders' deficit | $ 567,171 | $ 578,501 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Apr. 30, 2022 | Jan. 29, 2022 |
Statement of Financial Position [Abstract] | ||
Common shares, par value (in USD per share) | $ 0.01 | |
Common shares, authorized (in shares) | 1,000,000,000 | |
Common shares, issued (in shares) | 104,977,755 | 107,857,625 |
Common shares, outstanding (in shares) | 104,977,755 | 107,857,625 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Income Statement [Abstract] | ||
Net sales | $ 328,409 | $ 325,747 |
Cost of goods sold | 203,263 | 180,815 |
Gross profit | 125,146 | 144,932 |
Selling, general and administrative expenses | 67,431 | 109,913 |
Marketing expenses | 17,974 | 9,525 |
Income from operations | 39,741 | 25,494 |
Interest expense | 6,264 | 4,624 |
Interest income, net of other expense (income) | 28 | (109) |
Income before provision for income taxes | 33,449 | 20,979 |
Provision for income taxes | 9,383 | 8,054 |
Net income | 24,066 | 12,925 |
Comprehensive income: | ||
Net income | 24,066 | 12,925 |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustment | (40) | 211 |
Total other comprehensive (loss) income | (40) | 211 |
Comprehensive income | $ 24,026 | $ 13,136 |
Net earnings per share: | ||
Basic (in USD per share) | $ 0.23 | $ 0.12 |
Diluted (in USD per share) | $ 0.23 | $ 0.12 |
Weighted average number of shares: | ||
Basic (in shares) | 106,226 | 110,000 |
Diluted (in shares) | 106,243 | 110,000 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDER’S DEFICIT (UNAUDITED) - USD ($) $ in Thousands | Total | Common Shares | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income |
Beginning balance (in shares) at Jan. 30, 2021 | 110,000,000 | ||||
Beginning balance at Jan. 30, 2021 | $ (63,173) | $ 1,100 | $ 10,326 | $ (74,591) | $ (8) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 12,925 | 12,925 | |||
Capital contribution from Torrid Holding LLC for incentive units | $ 39,779 | 39,779 | |||
Repurchases and retirement of common stock (in shares) | 0 | ||||
Repurchase and retirement of common stock | $ 0 | ||||
Other comprehensive income (loss) | 211 | 211 | |||
Ending balance (in shares) at May. 01, 2021 | 110,000,000 | ||||
Ending balance at May. 01, 2021 | $ (10,258) | $ 1,100 | 50,105 | (61,666) | 203 |
Beginning balance (in shares) at Jan. 29, 2022 | 107,857,625 | 107,858,000 | |||
Beginning balance at Jan. 29, 2022 | $ (258,319) | $ 1,078 | 118,286 | (377,759) | 76 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 24,066 | 24,066 | |||
Issuance of common shares and withholding tax payments related to vesting of restricted stock units (in shares) | 39,000 | ||||
Issuance of common shares and withholding tax payments related to vesting of restricted stock awards | (178) | (178) | |||
Share-based compensation | $ 2,480 | 2,480 | |||
Repurchases and retirement of common stock (in shares) | (2,918,556) | (2,919,000) | |||
Repurchase and retirement of common stock | $ (22,865) | $ (29) | (22,836) | ||
Other comprehensive income (loss) | $ (40) | (40) | |||
Ending balance (in shares) at Apr. 30, 2022 | 104,977,755 | 104,978,000 | |||
Ending balance at Apr. 30, 2022 | $ (254,856) | $ 1,049 | $ 120,588 | $ (376,529) | $ 36 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
OPERATING ACTIVITIES | ||
Net income | $ 24,066 | $ 12,925 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Write down of inventory | 289 | 286 |
Operating right-of-use assets amortization | 10,233 | 10,234 |
Depreciation and other amortization | 9,641 | 8,966 |
Share-based compensation | 2,480 | 39,779 |
Other | (361) | (906) |
Changes in operating assets and liabilities: | ||
Inventory | (8,539) | (6,181) |
Prepaid expenses and other current assets | (1,568) | (855) |
Prepaid income taxes | 5,645 | (3,061) |
Deposits and other noncurrent assets | 336 | (748) |
Accounts payable | 5,604 | 15,273 |
Accrued and other current liabilities | (36,026) | 4,614 |
Operating lease liabilities | (9,856) | (17,307) |
Lease incentives and other noncurrent liabilities | 5 | 76 |
Deferred compensation | (1,188) | 659 |
Due to related parties | 5,298 | (430) |
Income taxes payable | 3,114 | 10,510 |
Net cash provided by operating activities | 9,173 | 73,834 |
INVESTING ACTIVITIES | ||
Purchases of property and equipment | (6,761) | (2,786) |
Net cash used in investing activities | (6,761) | (2,786) |
FINANCING ACTIVITIES | ||
Proceeds from credit facility | 208,000 | 0 |
Principal payments on credit facility | (183,700) | 0 |
Repurchase of common stock | (22,229) | 0 |
Principal payments on term loan | (8,750) | (3,250) |
Proceeds from issuances under share-based compensation plans | 255 | 0 |
Payment, Tax Withholding, Share-based Payment Arrangement | (178) | 0 |
Net cash used in financing activities | (6,602) | (3,250) |
Effect of foreign currency exchange rate changes on cash, cash equivalents and restricted cash | (22) | 31 |
(Decrease) increase in cash, cash equivalents and restricted cash | (4,212) | 67,829 |
Cash, cash equivalents and restricted cash at beginning of period | 29,287 | 123,215 |
Cash, cash equivalents and restricted cash at end of period | 25,075 | 191,044 |
SUPPLEMENTAL INFORMATION | ||
Cash paid during the period for interest related to the credit facility and term loans | 7,406 | 4,301 |
Cash paid during the period for income taxes | 700 | 375 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Property and equipment purchases included in accounts payable and accrued liabilities | $ 2,621 | $ 1,322 |
Basis of Presentation and Descr
Basis of Presentation and Description of the Business | 3 Months Ended |
Apr. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Description of the Business | Basis of Presentation and Description of the Business Corporate Structure Torrid Holdings Inc. is a Delaware corporation formed on October 29, 2019 and capitalized on February 20, 2020. Sycamore Partners Management, L.P. (“Sycamore”) owns a majority of the voting power of Torrid Holdings Inc.’s outstanding common stock. Prior to the IPO (as defined below), Torrid Holdings Inc. was a wholly owned subsidiary of Torrid Holding LLC, which is majority-owned by investment funds managed by Sycamore. Torrid Parent Inc. is a Delaware corporation formed on June 4, 2019 and is a wholly owned subsidiary of Torrid Holdings Inc. Torrid Intermediate LLC, formerly known as Torrid Inc., is a Delaware limited liability company formed on June 18, 2019 and a wholly owned subsidiary of Torrid Parent Inc. Torrid LLC is a wholly owned subsidiary of Torrid Intermediate LLC. Substantially all of Torrid Holdings Inc.'s financial position, operations and cash flows are generated through its wholly owned indirect subsidiary, Torrid LLC. Throughout these financial statements, the terms “Torrid,” “we,” “us,” “our,” the “Company” and similar references refer to Torrid Holdings Inc. and its consolidated subsidiaries. Reorganization On July 1, 2021, Torrid Holding LLC, our then parent, completed a reorganization pursuant to which (i) Torrid Holding LLC contributed, assigned, transferred and delivered its issued and outstanding equity interest in Torrid Parent Inc. to Torrid, and (ii) Torrid assumed the obligations of Torrid Holding LLC under the related party promissory notes due to Torrid Parent Inc. (together, the “Reorganization”). The Reorganization was accounted for as a combination of entities under common control in accordance with subsections of Accounting Standards Codification (“ASC”) 805-50, Business Combinations (“ASC 805-50”). Consequently, the equity interests of Torrid Parent Inc. contributed by Torrid Holding LLC to Torrid were recorded at historical carrying amounts and our financial position, results of operations and cash flows prior to the Reorganization have been adjusted to reflect the retrospective combination of the entities for all periods presented as if the combination had been in effect since the inception of common control. Stock Split On June 22, 2021, Torrid's stockholder approved an amendment to Torrid's certificate of incorporation to (i) effect a 110,000-for-1 stock split of all shares of the issued and outstanding common stock, which was effected on June 22, 2021 and (ii) authorize 5.0 million shares of preferred stock. All share and per-share data in the financial statements and notes to the financial statements has been retroactively adjusted to reflect the stock split for all periods presented. The par value of the common stock was not adjusted as a result of the stock split. Initial Public Offering Our registration statement on Form S-1 related to our initial public offering (“IPO”) was declared effective on June 30, 2021, and our common stock began trading on the New York Stock Exchange on July 1, 2021. On July 6, 2021, subsequent to the Reorganization, we completed the IPO and certain of our shareholders sold 12,650,000 shares of common stock at a public offering price of $21.00 per share, including 1,650,000 shares of common stock after full exercise of the underwriters' option, for net proceeds of $248.4 million, after deducting underwriting discounts of $17.3 million. The offering costs of approximately $6.0 million were borne by us. We did not receive any proceeds from the sale of our shares of common stock by the selling stockholders. Fiscal Year Our fiscal year ends on the Saturday nearest to January 31 and each fiscal year is generally comprised of four 13-week quarters (although in years with 53 weeks, the fourth quarter is comprised of 14 weeks). Fiscal years 2021 and 2022 are 52-week years. Fiscal years are identified according to the calendar year in which they begin. For example, references to “fiscal year 2022” or similar references refer to the fiscal year ending January 28, 2023. References to the first quarter of fiscal years 2022 and 2021 and to the three-month periods ended April 30, 2022 and May 1, 2021, respectively, refer to the 13-week periods then ended. Basis of Presentation and Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial information. Accordingly, the interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for the interim periods presented have been included. Operating results for the three-month periods ended April 30, 2022 and May 1, 2021 are not necessarily indicative of the results that may be expected for any future interim periods, the fiscal year ending January 28, 2023, or for any future year. The condensed consolidated balance sheet information at January 29, 2022 has been derived from the audited consolidated financial statements at that date, but does not include all of the disclosures required by GAAP. The accompanying unaudited interim condensed consolidated financial statements and related footnotes should be read in conjunction with our audited consolidated financial statements and notes thereto in our Annual Report on Form 10-K for the year ended January 29, 2022. The unaudited interim condensed consolidated financial statements include Torrid and those of our wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Description of Business We are a direct-to-consumer brand of apparel, intimates and accessories targeting the 25- to 40-year-old woman who is curvy and wears sizes 10 to 30. We generate revenues primarily through our e-Commerce platform www.torrid.com and our stores in the United States of America, Puerto Rico and Canada. COVID-19 Our business operations, including net sales, were substantially affected by COVID-19 in fiscal year 2020. While our business operations improved during fiscal year 2021, there is uncertainty regarding the extent of future impacts of COVID-19 on our business, including the duration and impact on overall customer demand. A resurgence in the pandemic or the emergence of new variants of the coronavirus could have a negative impact on our business including, but not limited to, new closure requirements with respect to some or all of our physical locations, changes in consumer behavior, difficulties attracting and retaining employees and supply chain disruptions. During the first quarter of fiscal year 2022, global supply chain disruption caused significant product delays resulting in limited product availability to our customers. Increased port congestion, COVID-19-related factory closures, most notably in the Asia-Pacific region where we source a significant amount of product, and increased shipping costs impacted our results of operations for the three-months ended April 30, 2022. Segment Reporting We have determined that we have one reportable segment, which includes the operation of our e-Commerce platform and stores. The single segment was identified based on how the Chief Operating Decision Maker, who we have determined to be our Chief Executive Officer, manages and evaluates performance and allocates resources. Revenues and long-lived assets related to our operations in Canada and Puerto Rico during the three-month periods ended April 30, 2022 and May 1, 2021, and as of the end of the same periods, were not material, and therefore are not reported separately from domestic revenues and long-lived assets. Store Pre-Opening Costs Costs incurred in connection with the opening of new stores, store remodels or relocations are expensed as incurred in selling, general and administrative expenses in our condensed consolidated statements of operations and comprehensive income. We incurred $0.2 million of pre-opening costs during the three-month period ended April 30, 2022. The amount incurred during the three-month period ended May 1, 2021 was not material. |
Accounting Standards
Accounting Standards | 3 Months Ended |
Apr. 30, 2022 | |
Accounting Policies [Abstract] | |
Accounting Standards | Accounting Standards Recently Adopted Accounting Standards during the Three-Month Period Ended April 30, 2022 We did not adopt any new accounting standards during the three-month period ended April 30, 2022 . Accounting Pronouncements Not Yet Adopted We have considered all recent accounting pronouncements and have concluded that there are no recent accounting pronouncements not yet adopted that are applicable to us, based on current information. |
Inventory
Inventory | 3 Months Ended |
Apr. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | InventoryOur inventory is comprised solely of finished goods and is valued at the lower of moving average cost or net realizable value. We make certain assumptions regarding net realizable value in order to assess whether our inventory is recorded properly at the lower of cost or net realizable value. These assumptions are based on historical average selling price experience, current selling price information and estimated future selling price information. Physical inventory counts are conducted at least once during the year to determine actual inventory on hand and shrinkage. We accrue our estimated inventory shrinkage for the period between the last physical count and current balance sheet date. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Apr. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): April 30, 2022 January 29, 2022 Prepaid and other information technology expenses 6,400 5,692 Prepaid advertising 2,807 700 Prepaid casualty insurance 1,335 3,050 Other 5,712 5,244 Prepaid expenses and other current assets $ 16,254 $ 14,686 |
Property and Equipment
Property and Equipment | 3 Months Ended |
Apr. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment are summarized as follows (in thousands): April 30, 2022 January 29, 2022 Property and equipment, at cost Leasehold improvements $ 169,533 $ 168,084 Furniture, fixtures and equipment 106,851 108,261 Software and licenses 12,618 15,356 Construction-in-progress 8,183 4,743 297,185 296,444 Less: Accumulated depreciation and amortization (172,997) (168,879) Property and equipment, net $ 124,188 $ 127,565 We recorded depreciation expense related to our property and equipment in the amounts of $9.3 million and $8.6 million during the three-month periods ended April 30, 2022 and May 1, 2021, respectively. We group and evaluate long-lived assets for impairment at the individual store level, which is the lowest level at which individual cash flows can be identified. During the three-month periods ended April 30, 2022 and May 1, 2021, we did not recognize any impairment charges. |
Implementation Costs Incurred i
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts | 3 Months Ended |
Apr. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts | Implementation Costs Incurred in Cloud Computing Arrangements that are Service ContractsOur cloud computing arrangements that are service contracts primarily consist of arrangements with third party vendors for our internal use of their software applications that they host. We defer implementation costs incurred in relation to such arrangements, including costs for software application coding, configuration, integration and customization, while associated process reengineering, training, maintenance and data conversion costs are expensed. Subsequent implementation costs are deferred only to the extent that they constitute major enhancements. The short-term portion of deferred implementation costs are included in prepaid expenses and other current assets in the condensed consolidated balance sheets, while the long-term portion of deferred costs are included in deposits and other noncurrent assets. Amortized implementation costs incurred in cloud computing arrangements that are service contracts are recognized in selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. Deferred implementation costs incurred in cloud computing arrangements that are service contracts are summarized as follows (in thousands): April 30, 2022 January 29, 2022 Internal use of third party hosted software, gross $ 12,034 $ 11,877 Less: Accumulated amortization (4,452) (3,892) Internal use of third party hosted software, net $ 7,582 $ 7,985 During the three-month periods ended April 30, 2022 and May 1, 2021, we amortized approximately $0.6 million and $0.3 million, respectively, of implementation costs incurred in cloud computing arrangements that are service contracts. |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 3 Months Ended |
Apr. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accrued and Other Current Liabilities | Accrued and Other Current Liabilities Accrued and other current liabilities consist of the following (in thousands): April 30, 2022 January 29, 2022 Accrued payroll and related expenses $ 13,171 $ 31,194 Accrued inventory-in-transit 21,997 37,156 Accrued loyalty program 13,574 13,481 Accrued sales return allowance 7,791 4,347 Gift cards 9,416 11,695 Deferred revenue 2,190 2,879 Accrued sales and use tax 5,235 4,136 Accrued freight 6,931 6,048 Term loan interest payable 129 1,762 Accrued marketing 4,568 5,419 Accrued self-insurance liabilities 3,100 2,891 Other 14,238 17,700 Accrued and other current liabilities $ 102,340 $ 138,708 |
Leases
Leases | 3 Months Ended |
Apr. 30, 2022 | |
Leases [Abstract] | |
Leases | Leases Our lease costs reflected in the tables below include minimum base rents, common area maintenance charges and heating, ventilation and air conditioning charges. We recognize such lease costs in the applicable expense category in either cost of goods sold, or selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. Our lease costs during the three-month periods ended April 30, 2022 and May 1, 2021 consist of the following (in thousands): Three Months Ended April 30, 2022 May 1, 2021 Operating (fixed) lease cost $ 12,785 $ 13,118 Short-term lease cost 53 10 Variable lease cost 3,344 4,760 Total lease cost $ 16,182 $ 17,888 In response to the COVID-19 pandemic, the FASB issued interpretive guidance in April 2020, which provides entities the option to elect to account for lease concessions as though the enforceable rights and obligations existed in the original lease terms. We elected this option; accordingly, we do not remeasure the lease liabilities or record a change to the right-of-use (“ROU”) assets for any concessions we receive for our retail store leases. Rather, deferred lease payments are recorded to operating lease liabilities until paid and lease concessions are recorded in the period they are negotiated or when the lower lease expense is paid. As of the end of fiscal year 2021, we had received substantially all of the lease concessions negotiated in response to the COVID-19 pandemic and as a result, deferred fixed lease payments were not material. We did not record any reduction to lease costs during the three months ended April 30, 2022. During the three-month period ended May 1, 2021 we recorded reductions to lease costs of $0.3 million as a result of negotiated lease concessions. Other supplementary information related to our leases is reflected in the table below (in thousands except lease term and discount rate data): Three Months Ended April 30, 2022 May 1, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 14,458 $ 16,333 Right-of-use assets obtained in exchange for new operating lease liabilities $ 4,342 $ 715 Decrease in right-of-use assets resulting from operating lease modifications or remeasurements $ (1,450) $ (885) Weighted average remaining lease term - operating leases 6 years 6 years Weighted average discount rate - operating leases 6 % 6 % |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Apr. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition We recognize revenue when our performance obligations under the terms of a contract or an implied arrangement with a customer are satisfied, which is when the merchandise is transferred to the customer and the customer obtains control of it. The amount of revenue we recognize reflects the total consideration we expect to receive for the merchandise, which is the transaction price. Our revenue, disaggregated by product category, consists of the following (in thousands): Three Months Ended April 30, 2022 May 1, 2021 Apparel $ 291,653 $ 301,117 Non-apparel 36,756 24,630 Total net sales $ 328,409 $ 325,747 Amounts within Apparel include revenues earned from the sale of tops, bottoms, dresses, intimates, sleep wear, swim wear and outerwear. Amounts within Non-apparel include revenues earned from the sale of accessories, footwear and beauty. We recognize a contract liability when we receive consideration from a customer before our performance obligations under the terms of a contract or an implied arrangement with the customer are satisfied. During the three-month period ended April 30, 2022, we recognized revenue of approximately $7.8 million and $3.6 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2022. During the three-month period ended May 1, 2021, we recognized revenue of approximately $7.3 million and $2.7 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2021. |
Loyalty Program
Loyalty Program | 3 Months Ended |
Apr. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Loyalty Program | Revenue Recognition We recognize revenue when our performance obligations under the terms of a contract or an implied arrangement with a customer are satisfied, which is when the merchandise is transferred to the customer and the customer obtains control of it. The amount of revenue we recognize reflects the total consideration we expect to receive for the merchandise, which is the transaction price. Our revenue, disaggregated by product category, consists of the following (in thousands): Three Months Ended April 30, 2022 May 1, 2021 Apparel $ 291,653 $ 301,117 Non-apparel 36,756 24,630 Total net sales $ 328,409 $ 325,747 Amounts within Apparel include revenues earned from the sale of tops, bottoms, dresses, intimates, sleep wear, swim wear and outerwear. Amounts within Non-apparel include revenues earned from the sale of accessories, footwear and beauty. We recognize a contract liability when we receive consideration from a customer before our performance obligations under the terms of a contract or an implied arrangement with the customer are satisfied. During the three-month period ended April 30, 2022, we recognized revenue of approximately $7.8 million and $3.6 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2022. During the three-month period ended May 1, 2021, we recognized revenue of approximately $7.3 million and $2.7 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2021. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Apr. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Services Agreements with Hot Topic Hot Topic Inc. (“Hot Topic”) is an entity indirectly controlled by affiliates of Sycamore. From June 2, 2017 until its termination on March 21, 2019, we had a services agreement (“Third Party Services Agreement”) with Hot Topic, pursuant to which Hot Topic provided us (or caused applicable third parties to provide) certain services, including information technology, distribution and logistics management, real estate leasing and construction management and other services as may have been specified. On March 21, 2019, we entered into an amended and restated services agreement (“Amended and Restated Services Agreement”) with Hot Topic under which Hot Topic provides us (or causes applicable third parties to provide) substantially similar services to those provided under the Third Party Services Agreement. The term of the Amended and Restated Services Agreement is three years, unless we or Hot Topic extend the agreement, or we terminate the agreement (or certain services under the agreement). We may terminate the various services upon written notice. Rates and costs related to the services provided under the Amended and Restated Services Agreement may change with approval from both parties. Each month, we are committed to pay Hot Topic for these services and reimburse Hot Topic for certain costs it incurs in the course of providing these services. We record payments made to Hot Topic under these service agreements in the applicable expense category in either cost of goods sold, or selling, general and administrative expenses. On August 1, 2019, in connection with the IT Asset Purchase Agreement (as defined below), we entered into a services agreement (“Reverse Services Agreement”) with Hot Topic, under which Torrid provides Hot Topic with certain information technology services. The term of the Reverse Services Agreement is three years, unless we or Hot Topic extend the agreement, or Hot Topic terminates the agreement. Torrid provides Hot Topic with the specified information technology services at no cost for the first three years of the Reverse Services Agreement, however Hot Topic bears certain capital and operating expenses that it incurs. Costs incurred in connection with providing the specified information technology services to Hot Topic are expensed as incurred in our condensed consolidated statements of operations and comprehensive income. During the three-month periods ended April 30, 2022 and May 1, 2021, we incurred costs of $0.9 million and $0.9 million, respectively, in connection with providing these information technology services to Hot Topic. In connection with the Reverse Services Agreement, we entered into an amendment to the Amended and Restated Services Agreement (“Amendment to Amended and Restated Services Agreement”) with Hot Topic on August 1, 2019, pursuant to which sections pertaining to Hot Topic’s provision of information technology services to Torrid were removed. During the three-month period ended April 30, 2022, Hot Topic charged us $0.6 million for various services under the applicable services agreements, all of which was recorded as a component of selling, general and administrative expenses. During the three-month period ended May 1, 2021, Hot Topic charged us $1.9 million for various services under the applicable services agreements, of which $1.3 million and $0.6 million were recorded as components of cost of goods sold and selling, general and administrative expenses, respectively. As of the end of the first quarter of fiscal year 2022, we owed $0.2 million to Hot Topic for these services, and as of the end of fiscal year 2021, we did not owe any amount to Hot Topic for these services. Hot Topic incurs certain direct expenses on our behalf, such as payments to our non-merchandise vendors and each month, we pay Hot Topic for these pass-through expenses. As of the end of the first quarter of fiscal year 2022 and as of the end of fiscal year 2021, the net amount we owed Hot Topic for these expenses was $1.0 million and $1.7 million, respectively, which are included in due to related parties in our condensed consolidated balance sheets. IT Asset Purchase Agreement with Hot Topic On June 14, 2019, we entered into an asset purchase agreement (“IT Asset Purchase Agreement”) with Hot Topic pursuant to which we purchased certain information technology assets from Hot Topic for $29.5 million on August 1, 2019. Funds obtained from the Term Loan Credit Agreement (as defined in “Note 12—Debt Financing Arrangements”) were used to make the purchase. We accounted for the purchase in accordance with subsections of ASC 805-50, related to transactions between entities under common control. Consequently, we recorded the information technology assets we purchased from Hot Topic at their historical carrying amounts totaling $3.5 million and recognized the difference between the historical carrying amounts and the purchase price in equity. In addition, certain information technology-related obligations and personnel, along with associated assets of $1.4 million and liabilities of $0.1 million, were transferred from Hot Topic to Torrid. In connection with the IT Asset Purchase Agreement, we and Hot Topic agreed to enter into the Reverse Services Agreement and Amendment to Amended and Restated Services Agreement upon the closing date of the IT Asset Purchase Agreement, which was August 1, 2019. Sponsor Advisory Services Agreement On May 1, 2015, we entered into an advisory services agreement with Sycamore, pursuant to which Sycamore agreed to provide strategic planning and other related services to us. We are obligated to reimburse Sycamore for its expenses incurred in connection with providing such advisory services to us. As of the end of the first quarter of fiscal year 2022 and as of the end of fiscal year 2021, there were no amounts due, and during the three-month periods ended April 30, 2022 and May 1, 2021, no amounts were paid under this agreement. From time to time, we reimburse Sycamore for certain management expenses it pays on our behalf. During the three-month periods ended April 30, 2022 and May 1, 2021, we did not make any reimbursements to Sycamore. As of the end of the first quarter of fiscal year 2022 and as of the end of fiscal year 2021, the amounts due were not material. Other Related Party Transactions MGF Sourcing US, LLC, an entity indirectly controlled by affiliates of Sycamore, is one of our suppliers. During the three-month periods ended April 30, 2022 and May 1, 2021, cost of goods sold includes $17.0 million and $13.5 million, respectively, related to the sale of merchandise purchased from this supplier. As of the end of the first quarter of fiscal year 2022 and as of the end of fiscal year 2021, the net amounts we owed MGF for these purchases were $18.6 million and $12.1 million, respectively. This liability is included in due to related parties in our condensed consolidated balance sheets. HU Merchandising, LLC, a subsidiary of Hot Topic, is one of our suppliers. During the three-month periods ended April 30, 2022 and May 1, 2021, cost of goods sold includes $0.1 million and $0.1 million, respectively, related to the sale of merchandise purchased from this supplier. As of the end of the first quarter of fiscal year 2022 and as of the end of fiscal year 2021, the amounts due to HU Merchandising, LLC were $0.1 million and $0.1 million, respectively. This liability is included in due to related parties in our condensed consolidated balance sheets. Staples, Inc., an entity indirectly controlled by affiliates of Sycamore, is one of our suppliers. During the three-month periods ended April 30, 2022 and May 1, 2021, purchases from this supplier were not material. As of the end of the first quarter of fiscal year 2022 and as of the end of fiscal year 2021, the amounts due to Staples, Inc. were not material. In April 2020, we received a letter of support from Sycamore for up to $20.0 million of additional equity funding, which, if necessary and sufficient, would be provided to further prevent noncompliance with the financial covenants in the Amended Term Loan Credit Agreement (as defined in “Note 12—Debt Financing Arrangements”) through May 2021. In September 2020, we received an updated letter of support from Sycamore extending the equity funding commitment of up to $20.0 million, if necessary and sufficient, through January 2022. The letter of support was terminated as of May 6, 2021. In March 2021, Hot Topic entered into a consulting services agreement with our Chief Financial Officer, George Wehlitz, Jr. (“CFO”), pursuant to which Hot Topic agreed to pay our CFO a consulting fee of $10,000 per month. The agreement was effective from January 3, 2021 and terminated on May 31, 2021. |
Debt Financing Arrangements
Debt Financing Arrangements | 3 Months Ended |
Apr. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt Financing Arrangements | Debt Financing Arrangements Our debt financing arrangements consist of the following (in thousands): April 30, 2022 January 29, 2022 Existing ABL Facility, as amended $ 24,300 $ — Term loan New Term Loan Credit Agreement 341,250 350,000 Less: current portion of unamortized original issue discount and debt financing costs (1,356) (1,356) Less: noncurrent portion of unamortized original issue discount and debt financing costs (6,945) (7,284) Total term loan outstanding, net of unamortized original issue discount and debt financing costs 332,949 341,360 Less: current portion of term loan, net of unamortized original issue discount and debt financing costs (16,144) (20,519) Total term loan, net of current portion and unamortized original issue discount and debt financing costs $ 316,805 $ 320,841 Fixed mandatory principal repayments due on the outstanding term loan are as follows as of the end of the first quarter of fiscal year 2022 (in thousands): 2022 13,125 2023 17,500 2024 17,500 2025 17,500 2026 17,500 2027 17,500 2028 240,625 $ 341,250 New Term Loan Credit Agreement On June 14, 2021, we entered into a term loan credit agreement (“New Term Loan Credit Agreement”) among Bank of America, N.A., as agent, and the lenders party thereto. The New Term Loan Credit Agreement provides for term loans in an initial aggregate amount of $350.0 million, which is recorded net of an original issue discount (“OID”) of $3.5 million and has a maturity date of June 14, 2028. In connection with the New Term Loan Credit Agreement, we paid financing costs of approximately $6.0 million. The elected interest rate on April 30, 2022 was approximately 7%. As of the end of the first quarter of fiscal year 2022, we were compliant with our debt covenants under the New Term Loan Credit Agreement. As of April 30, 2022, the fair value of the New Term Loan Credit Agreement was approximately $327.6 million. The fair value of the New Term Loan Credit Agreement is determined using current applicable rates for similar instruments as of the balance sheet date, a Level 2 measurement (as defined in "Note 19—Fair Value Measurements"). As of the end of the first quarter of fiscal year 2022, total borrowings, net of OID and financing costs, of $332.9 million remain outstanding under the New Term Loan Credit Agreement. During the three-month period ended April 30, 2022, we recognized $5.5 million of interest expense and recognized $0.3 million of OID and financing costs related to the New Term Loan Credit Agreement. The OID and financing costs are amortized over the New Term Loan Credit Agreement’s seven-year term and are reflected as a direct deduction of the face amount of the term loan in our condensed consolidated balance sheets. We recognize interest payments, together with amortization of the OID and financing costs, in interest expense in our condensed consolidated statements of operations and comprehensive income. Term Loan Credit Agreement On June 14, 2019, we entered into a term loan credit agreement (“Term Loan Credit Agreement”) with Cortland Capital Market Services LLC, as agent, KKR Credit Advisors (US) LLC, as structuring advisor, and the lenders party thereto (the “Lenders”). On September 17, 2020, we entered into an amended term loan credit agreement (“Amended Term Loan Credit Agreement”) with the Lenders, pursuant to which the definition of total debt used in the calculation of the maximum ratio of our total debt to EBITDA (as defined in the Amended Term Loan Credit Agreement) was amended. All other material terms of the Term Loan Credit Agreement remained substantially the same. In September 2020, in conjunction with the Amended Term Loan Credit Agreement, we prepaid $35.0 million of the outstanding Amended Term Loan Credit Agreement Principal (as defined below), associated accrued interest of $0.2 million and an amendment fee of $0.5 million. On June 14, 2021, we utilized the proceeds from the New Term Loan Credit Agreement to pay the remaining outstanding Amended Term Loan Credit Agreement Principal (as defined below) of $207.5 million, associated accrued interest of $1.2 million and a prepayment penalty of $2.1 million. The Amended Term Loan Credit Agreement provided for term loans in an initial aggregate amount of $260.0 million (“Amended Term Loan Credit Agreement Principal”), which was recorded net of an original issue discount of $2.9 million and had a maturity date of December 14, 2024. In connection with the Term Loan Credit Agreement, we paid financing costs of approximately $4.6 million. During the three-month period ended May 1, 2021, we recognized $4.1 million of interest expense and recognized $0.4 million of OID and financing costs related to the Amended Term Loan Credit Agreement. The OID and financing costs were amortized over the Amended Term Loan Credit Agreement’s contractual term and were reflected as a direct deduction of the face amount of the term loan in our condensed consolidated balance sheets. On June 14, 2021, upon repayment of the outstanding borrowings under the Amended Term Loan Credit Agreement, we wrote off $5.2 million of unamortized OID and financing costs and incurred a $2.1 million prepayment penalty. We recognize interest payments, OID and financing costs and the prepayment penalty in interest expense in our condensed consolidated statements of operations and comprehensive income. Senior Secured Asset-Based Revolving Credit Facility In May 2015, we entered into a credit agreement for a senior secured asset-based revolving credit facility (“Original ABL Facility”) of $50.0 million (subject to a borrowing base), with Bank of America, N.A. On October 23, 2017, we entered into an amended and restated credit agreement (“Existing ABL Facility”), which amended our Original ABL Facility. The Existing ABL Facility increased the aggregate commitments available under the Original ABL Facility from $50.0 million to $100.0 million (subject to a borrowing base); and increased our right to request additional commitments from up to $30.0 million to up to $30.0 million plus the aggregate principal amount of any permanent principal reductions we may take (subject to customary conditions precedent). On June 14, 2019, in conjunction with the Term Loan Credit Agreement, we entered into an amendment to the Existing ABL Facility (the “1st Amendment”). The 1st Amendment decreased the aggregate commitments available under the Existing ABL Facility from $100.0 million to $70.0 million (subject to a borrowing base), permitted indebtedness incurred pursuant to the Term Loan Credit Agreement and made certain other modifications. On September 4, 2019, we entered into another amendment to the Existing ABL Facility (the “2nd Amendment”). The 2nd Amendment permitted parent company financial statements to be used to satisfy reporting requirements and made certain other modifications. On June 14, 2021, in conjunction with the New Term Loan Credit Agreement, we entered into a third amendment to the Existing ABL Facility (the “3rd Amendment”), which amended our Existing ABL Facility, as amended. The 3rd Amendment increased the aggregate commitments available under the Existing ABL facility, as amended, from $70.0 million to $150.0 million (subject to a borrowing base) and extended the date upon which the principal amount outstanding of the loans would be due and payable in full from October 23, 2022 to June 14, 2026. All other material terms of the Existing ABL Facility, as amended, remain substantially the same as the previous agreements it replaced. As of the end of the first quarter of fiscal year 2022, the applicable interest rate for borrowings under the Existing ABL Facility was approximately 4% per annum. As of the end of the first quarter of fiscal year 2022, we were compliant with our debt covenants under the Existing ABL Facility, as amended. As of the end of the first quarter of fiscal year 2022, the maximum restricted payment utilizing the Existing ABL Facility, as amended, that our subsidiaries could make from its net assets was $127.5 million. We consider the carrying amounts of the Existing ABL Facility, as amended, to approximate fair value because of the variable interest rate of this facility, a Level 2 measurement (as defined in "Note 19—Fair Value Measurements"). Availability under the Existing ABL Facility, as amended, as of the end of the first quarter of fiscal year 2022 was $120.4 million, which reflects borrowings of $24.3 million. Availability under the Existing ABL Facility, as amended, at the end of fiscal year 2021 was $123.9 million, which reflects no borrowings. Standby letters of credit issued and outstanding were $5.3 million as of the end of the first quarter of fiscal year 2022 and $5.3 million as of the end of fiscal year 2021. During the third quarter of fiscal year 2017, we incurred $0.5 million of financing costs for the Existing ABL Facility, which were reduced in fiscal year 2019 by $0.1 million written off to account for the impact of our entry into the 1st Amendment. During the second quarter of fiscal year 2021, we incurred an additional $0.7 million of financing costs in connection with our entry into the 3rd Amendment. These financing costs, together with the unamortized financing costs of $0.1 million associated with the Original ABL Facility, are amortized over the five-year term of the Existing ABL Facility, as amended, and are reflected in prepaid expenses and other current assets and deposits and other noncurrent assets in our condensed consolidated balance sheets. During the three-month periods ended April 30, 2022 and May 1, 2021, amortization of financing costs for the Existing ABL Facility, as amended was not material. During the three-month periods ended April 30, 2022 and May 1, 2021, interest payments were $0.4 million and $0.1 million, respectively. We recognize amortization of financing costs and interest payments for the revolving credit facilities in interest expense in our condensed consolidated statements of operations and comprehensive income. |
Income Taxes
Income Taxes | 3 Months Ended |
Apr. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Effective Tax Rate During the three-month periods ended April 30, 2022 and May 1, 2021, the provision for income taxes were $9.4 million and $8.1 million, respectively. The effective tax rates for the three-month periods ended April 30, 2022 and May 1, 2021, were 28.1% and 38.4%, respectively. The change in the effective tax rate for the three months ended April 30, 2022 as compared to the three months ended May 1, 2021 was primarily due to a decrease in the amount of non-deductible items associated with share-based compensation for incentive units relative to income before provision for income taxes for the three months ended April 30, 2022. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law, and has resulted in significant changes to the U.S. federal corporate tax law. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of Social Security taxes, technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property, and the creation of certain refundable employee retention credits. Additionally, several state and foreign jurisdictions have enacted additional legislation to comply with federal changes. On December 27, 2020, the Consolidated Appropriations Act (“CAA”) was enacted in further response to the COVID-19 pandemic. The CAA, among other things, revised certain tax measures enacted under the CARES Act, such as the deductibility of payroll tax credits, charitable contributions for corporate taxpayers, certain meals and entertainment expenses paid or incurred in calendar years 2022 and 2021, and employment retention credit claims. On March 11, 2021, the American Rescue Plan Act (“ARPA”) was signed into law with additional funding for COVID-19 pandemic relief. The ARPA includes the expansion of employment retention credit claims and other pandemic funding provisions. We have considered the applicable CARES Act, CAA and ARPA tax law changes in our tax provision for the period ended April 30, 2022 and continue to evaluate the impact of these tax law changes on future periods. Uncertain Tax Positions The amount of income taxes we pay is subject to ongoing audits by taxing authorities. Our estimate of the potential outcome of any uncertain tax issue is subject to our assessment of the relevant risks, facts and circumstances existing at the time. We believe that we have adequately provided for reasonably foreseeable outcomes related to these matters. However, our future results may include favorable or unfavorable adjustments to our estimated tax liabilities in the period the assessments are made or resolved, which may impact our effective tax rate. As of the end of the first quarter of fiscal year 2022, the total liability for income tax associated with unrecognized tax benefits, including interest and penalties, was $4.0 million ($3.5 million, net of federal benefit). As of the end of fiscal year 2021, the total liability for income tax associated with unrecognized tax benefits, including interest and penalties, was $4.0 million ($3.5 million, net of federal benefit). Our effective tax rate will be affected by any portion of this liability we may recognize. We believe that it is reasonably possible that $0.3 million ($0.3 million net of federal benefit) of our liability for unrecognized tax benefits, of which the associated interest and penalties are not material, may be recognized in the next 12 months due to the expiration of statutes of limitations. IT Asset Purchase Agreement with Hot Topic In connection with the IT Asset Purchase Agreement, we generated a tax amortizable basis of the $29.5 million purchase price, amortizable over three years commencing in fiscal year 2019. We recorded the $26.0 million variance between the $3.5 million net book value and $29.5 million tax amortizable basis of the information technology assets in equity, net of $6.7 million deferred tax. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Apr. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation Our share-based compensation expense, by award type, consists of the following (in thousands): Three Months Ended April 30, 2022 May 1, 2021 Restricted stock units $ 501 $ — Restricted stock awards 1,677 — Stock options 194 — Employee stock purchase plan 108 — Remeasurement adjustments for incentive units — 39,779 Share-based compensation before income taxes 2,480 39,779 Income tax detriment (288) — Net share based compensation expense $ 2,192 $ 39,779 On June 22, 2021, in connection with our IPO, the board of directors (“Board”) adopted the Torrid Holdings Inc. 2021 Long-Term Incentive Plan (the “2021 LTIP”), for employees, consultants and directors. The 2021 LTIP provides for the grant of non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), stock awards, dividend equivalents, other stock-based awards, cash awards and substitute awards intended to align the interests of service providers, with those of our shareholders . As of the end of the first quarter of fiscal year 2022, 10,687,500 shares were authorized for issuance under the 2021 LTIP. On June 22, 2021, in connection with our IPO, the Board adopted the Torrid Holdings Inc. 2021 Employee Stock Purchase Plan (the “ESPP”), intended to qualify under Section 423 of the U.S. Internal Revenue Code of 1986, as amended, in order to provide all of our eligible employees with a further incentive towards ensuring our success and accomplishing our corporate goals. The ESPP allows eligible employees to contribute up to 15% of their base earnings towards purchases of common stock, subject to an annual maximum. The purchase price is 85% of the lower of (i) the fair market value of the stock on the date of enrollment and (ii) the fair market value of the stock on the last day of the related purchase period. As of the end of the first quarter of fiscal year 2022, 3,650,000 shares were authorized for issuance under the ESPP. Incentive Units Prior to the IPO, Torrid Holding LLC issued 13,660,000 Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H and Class J Torrid incentive units, in the aggregate, net of forfeitures, to certain members of our management. We recognized the impact of share-based compensation associated with incentive units issued by Torrid Holding LLC in selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. The share-based compensation expense and related capital contribution are reflected in our condensed consolidated financial statements as these awards were deemed to be for our benefit. The intent of the incentive units was to provide profit-sharing opportunities to management rather than equity ownership in our then parent, Torrid Holding LLC. The incentive units did not have any voting or distribution rights and contained a repurchase feature, whereby upon termination, Torrid Holding LLC had the right to purchase from former employees any or all of the vested incentive units at fair value. In addition, although the fair value of the incentive units was determined through an option pricing methodology that utilized the possible equity values of Torrid Holding LLC, the settlement amounts and method of settlement of the incentive units were at the discretion of the Board. Based on these aforementioned features and characteristics, we determined that the incentive units were in-substance liabilities accounted for as liability instruments in accordance with ASC 710, Compensation . The incentive units were remeasured based on the fair value of the awards at the end of each reporting period. We recorded the expense associated with changes in the fair value of these incentive units as a capital contribution from our former parent, Torrid Holding LLC, as our former parent is the legal obligor for the incentive units. The incentive units were valued utilizing a contingent claims analysis (“CCA”) methodology based on a Black-Scholes option pricing model (“OPM”). Under the OPM, each class of incentive units was modeled as a call option with a unique claim on the assets of Torrid Holding LLC. The characteristics of each class of incentive units determined the uniqueness of the claim on the assets of Torrid Holding LLC. The OPM used to value the incentive units incorporated various assumptions, including the time to liquidity event, equity volatility and risk-free interest rate of return. Equity volatility was based on the historical volatilities of comparable publicly traded companies for the time horizon equal to the time to the anticipated liquidity event; and the risk-free interest rate was for a term corresponding to the time to liquidity event. The assumptions underlying the valuation of the incentive units represented our best estimates, which involved inherent uncertainties and the application of our judgement. The most recent remeasurement of the fair value of the incentive units utilizing the CCA methodology was performed as of May 1, 2021. During the second quarter of fiscal year 2021, we recorded a share-based compensation expense remeasurement adjustment of $111.4 million related to the increase in the value of the incentive units as indicated by the Torrid Holding LLC equity value as of June 30, 2021, following the pricing of our IPO. The vested portion of the incentive units was exchanged for 13,353,122 shares of our common stock of an equivalent fair value as the vested incentive units and the unvested portion was cancelled. As such, the fair value of these incentive units is no longer recognized in our condensed consolidated statement of operations and comprehensive income. During the three-month period ended May 1, 2021, we recognized share-based compensation expense of $39.8 million, primarily due to an increase in the Torrid Holding LLC equity value. IPO Awards Pursuant to the agreements we entered into with certain members of our management, upon completion of the IPO, such employees received one-time grants of RSUs (“IPO Awards”) in an aggregate amount equal to $5.7 million. 50% of the IPO Awards were fully vested on the date of grant, and the remaining 50% will vest in equal installments on the first, second and third anniversaries of the date of our IPO. These members of our management must remain employed by us through each vesting date in order to vest in the applicable portions of their IPO Awards. Consequently, we recognized $2.8 million of share-based compensation expense related to these IPO Awards upon the consummation of our IPO with the remainder recognized over the three-year vesting period. RSUs RSUs are awarded to certain employees, non-employee directors and consultants and entitle the grantee to receive shares of common stock at the end of a vesting period, subject to the employee's continued employment or service as a director or consultant. 50% of the RSUs granted as IPO Awards fully vested on the date of grant, and the remaining 50% will vest in equal installments on the first, second and third anniversaries of the date of grant. In general, the remaining RSUs vest in equal installments each year over 4 years. RSU activity under the 2021 LTIP consists of the following (in thousands except per share amounts): Shares Weighted average grant date fair value per share Nonvested, January 29, 2022 278 $ 26.75 Granted 249 $ 6.06 Vested — Forfeited (14) $ 27.00 Nonvested, April 30, 2022 513 $ 16.59 As of the end of the first quarter of fiscal year 2022, unrecognized compensation expense related to unvested RSUs was $6.8 million, which is expected to be recognized over a weighted average period of approximately 3.3 years. Restricted Stock Awards Restricted stock awards are awarded to certain employees, non-employee directors and consultants, subject to the employee's continued employment or service as a director or consultant. Restricted stock awards vest over periods ranging from 2 to 4 years, subject to the employee's continued employment or service as an employee, non-employee director or consultant, as applicable, on each vesting date. Restricted stock award activity under the 2021 LTIP consists of the following (in thousands except per share amounts): Shares Weighted average grant date fair value per share Nonvested, January 29, 2022 532 $ 27.00 Granted — Vested (60) $ 27.00 Forfeited — Nonvested, April 30, 2022 472 $ 27.00 As of the end of the first quarter of fiscal year 2022, unrecognized compensation expense related to unvested restricted stock awards was $12.1 million, which is expected to be recognized over a weighted average period of approximately 2.0 years. Stock Options Stock options generally vest in equal installments each year over 4 years and generally expire 10 years from the grant date. Stock option activity under the 2021 LTIP consists of the following (in thousands except per share and contractual life amounts): Shares Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value Outstanding, January 29, 2022 337 $ 21.03 9.4 $ — Granted 440 $ 6.06 Exercised — Expired / forfeited (28) $ 21.00 Outstanding, April 30, 2022 749 $ 12.21 9.6 $ — Exercisable, April 30, 2022 — The weighted average grant date fair value of stock option awards granted during the three-month period ended April 30, 2022 was $3.43 per option and was estimated at the grant date using the Black-Scholes option pricing model with the following weighted average assumptions: Dividend yield — % Expected volatility (1) 57.9 % Risk-free interest rate (2) 2.41 % Expected term (3) 6.25 years Grant date fair value per share $ 6.06 (1) The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the stock options. (2) The risk-free interest rates are based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the stock options. (3) The expected term of the stock options represents the estimated period of time until exercise and is calculated using the simplified method. |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Apr. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation From time to time, we are involved in matters of litigation that arise in the ordinary course of business. Though significant litigation or awards against us could seriously harm our business and financial results, we do not at this time expect any of our pending matters of litigation to have a material adverse effect on our overall financial condition. Indemnities, Commitments and Guarantees During the ordinary course of business, we have made certain indemnities, commitments and guarantees under which we may be required to make payments in relation to certain transactions. These indemnities include those given to various lessors in connection with facility leases for certain claims arising from such facility or lease and indemnities to our board of directors and officers to the maximum extent permitted. Commitments include those given to various merchandise vendors and suppliers. From time to time, we have issued guarantees in the form of standby letters of credit as security for workers’ compensation claims (our letters of credit are discussed in more detail in “Note 12—Debt Financing Arrangements”). The durations of these indemnities, commitments and guarantees vary. Some of these indemnities, commitments and guarantees do not provide for any limitation of the maximum potential future payments we could be obligated to make. We have not recorded any liability for these indemnities, commitments and guarantees in the accompanying condensed consolidated financial statements as no demands have been made upon us to provide indemnification under such agreements and there are no claims that we are aware of that could have a material effect on our condensed consolidated financial statements. |
Stockholders' Deficit
Stockholders' Deficit | 3 Months Ended |
Apr. 30, 2022 | |
Equity [Abstract] | |
Stockholders' Deficit | Stockholders' Deficit Torrid was formed on October 29, 2019 and capitalized on February 20, 2020. Torrid is authorized to issue 1.0 billion shares of common stock at $0.01 par value, and 5.0 million shares of preferred stock at $0.01 par value. Torrid had 104,977,755 shares of common stock and no shares of preferred stock issued and outstanding as of April 30, 2022. Historical periods prior to the formation of Torrid have been revised to reflect our current capital structure. On June 22, 2021, Torrid's stockholder approved an amendment to Torrid's certificate of incorporation to (i) effect a 110,000-for-1 stock split of all shares of the issued and outstanding common stock, which was effected on June 22, 2021 and (ii) authorize 5.0 million shares of preferred stock. All share and per-share data in the financial statements and notes to the financial statements has been retroactively adjusted to reflect the stock split for all periods presented. The par value of the common stock was not adjusted as a result of the stock split. |
Share Repurchases
Share Repurchases | 3 Months Ended |
Apr. 30, 2022 | |
Equity [Abstract] | |
Share Repurchases | Share Repurchases On December 6, 2021, the Board authorized a new share repurchase program under which we may purchase up to $100.0 million of our outstanding common stock. Repurchases may be made from time to time, depending upon a variety of factors, including share price, corporate and regulatory requirements, and other market and business conditions, as determined by us. We may purchase shares of our common stock in the open market at current market prices at the time of purchase, in privately negotiated transactions, or by other means. The authorization does not, however, obligate us to acquire any particular amount of shares, and the share repurchase program may be suspended or terminated at any time at our discretion. As of April 30, 2022, we had approximately $53.8 million remaining under the repurchase program. Share repurchase activity consists of the following (in thousands except share and per share amounts): Three Months Ended April 30, 2022 May 1, 2021 Number of shares repurchased 2,918,556 — Total cost $ 22,865 $ — Average per share cost including commissions $ 7.83 $ — |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Apr. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per ShareBasic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share is applicable only in periods of net income and is computed by dividing net income by the weighted average number of common shares outstanding for the period, inclusive of potentially dilutive common share equivalents outstanding for the period. Periods of net loss require the diluted computation to be the same as the basic computation. There were approximately 17.0 thousand potentially dilutive common share equivalents outstanding during the three-month period ended April 30, 2022 that were included in the computation of diluted earnings per share. There was an aggregate of approximately 1.3 million potentially dilutive common share equivalents outstanding during the three-month period ended April 30, 2022, but were not included in the computation of diluted earnings per share because their effect would have been anti-dilutive. For the three-month period ended May 1, 2021, there were no potentially dilutive common share equivalents outstanding and there were no potentially dilutive common share equivalents that were not included in the computation of diluted earnings per share. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Apr. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We carry certain of our assets and liabilities at fair value in accordance with GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value require us to maximize the use of observable inputs and minimize the use of unobservable inputs. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs, other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for similar assets or liabilities in markets that are not active; or other inputs other than quoted prices that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities, including interest rates and yield curves, and market corroborated inputs. Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. These are valued based on our estimates and assumptions that market participants would use in pricing the asset or liability. Financial assets and liabilities measured at fair value on a recurring basis as of the end of the first quarter of fiscal year 2022 consisted of the following (in thousands): April 30, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 26 $ 26 $ — $ — Total assets $ 26 $ 26 $ — $ — Liabilities: Deferred compensation plan liability (noncurrent) $ 5,685 $ — $ 5,685 $ — Total liabilities $ 5,685 $ — $ 5,685 $ — Financial assets and liabilities measured at fair value on a recurring basis as of the end of fiscal year 2021 consisted of the following (in thousands): January 29, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 11,411 $ 11,411 $ — $ — Total assets $ 11,411 $ 11,411 $ — $ — Liabilities: Deferred compensation plan liability (noncurrent) $ 6,873 $ — $ 6,873 $ — Total liabilities $ 6,873 $ — $ 6,873 $ — |
Private Label Credit Card
Private Label Credit Card | 3 Months Ended |
Apr. 30, 2022 | |
Receivables [Abstract] | |
Private Label Credit Card | Private Label Credit CardWe have an agreement with a third party to provide customers with private label credit cards (“Credit Card Agreement”). Each private label credit card bears the logo of the Torrid brand and can only be used at our store locations and on www.torrid.com. A third-party financing company is the sole owner of the accounts issued under the private label credit card program and absorbs the losses associated with non-payment by the private label card holders and a portion of any fraudulent usage of the accounts. Pursuant to the Credit Card Agreement, we receive marketing and promotional funds from the third-party financing company for certain expenses we incur based on usage of the private label credit cards. These marketing and promotional funds are recorded as a reduction in selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. During the three-month periods ended April 30, 2022 and May 1, 2021, these funds amounted to $4.8 million and $4.6 million, respectively, related to these private label credit cards. |
Deferred Compensation Plan
Deferred Compensation Plan | 3 Months Ended |
Apr. 30, 2022 | |
Compensation Related Costs [Abstract] | |
Deferred Compensation Plan | Deferred Compensation PlanOn August 1, 2015, we established the Torrid LLC Management Deferred Compensation Plan (“Deferred Compensation Plan”) for the purpose of providing highly compensated employees a program to meet their financial planning needs. The Deferred Compensation Plan provides participants with the opportunity to defer up to 80% of their base salary and up to 100% of their annual earned bonus, all of which, together with the associated investment returns, are 100% vested from the outset. The Deferred Compensation Plan is designed to be exempt from most provisions of the Employee Retirement Security Act of 1974, as amended. All deferrals and associated earnings are our general unsecured obligations. We may at our discretion contribute certain amounts to eligible employees’ accounts. To the extent participants are ineligible to receive contributions from participation in our 401(k) Plan (as defined in “Note 22—Employee Benefit Plan”), we may contribute 50% of the first 4% of participants’ eligible contributions into their Deferred Compensation Plan accounts. As of the end of the first quarter of fiscal year 2022 and as of the end of fiscal year 2021, we did not have any assets of the Deferred Compensation Plan and the associated liabilities were $6.6 million and $7.2 million, respectively, included in our condensed consolidated balance sheets. As of the end of the first quarter of fiscal year 2022, $0.9 million of the $6.6 million Deferred Compensation Plan liabilities were included in accrued and other current liabilities in our condensed consolidated balance sheets. As of the end of fiscal year 2021, $0.4 million of the $7.2 million Deferred Compensation Plan Liabilities were included in accrued and other current liabilities in our condensed consolidated balance sheets. |
Employee Benefit Plan
Employee Benefit Plan | 3 Months Ended |
Apr. 30, 2022 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Employee Benefit PlanOn August 1, 2015, we adopted the Torrid 401(k) Plan |
Subsequent Events
Subsequent Events | 3 Months Ended |
Apr. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsSubsequent to April 30, 2022 and through June 6, 2022, we repurchased an additional 1.4 million shares of common stock for $7.9 million. |
Basis of Presentation and Des_2
Basis of Presentation and Description of the Business (Policies) | 3 Months Ended |
Apr. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Fiscal Year | Fiscal YearOur fiscal year ends on the Saturday nearest to January 31 and each fiscal year is generally comprised of four 13-week quarters (although in years with 53 weeks, the fourth quarter is comprised of 14 weeks). |
Basis of Presentation | The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial information. Accordingly, the interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for the interim periods presented have been included. Operating results for the three-month periods ended April 30, 2022 and May 1, 2021 are not necessarily indicative of the results that may be expected for any future interim periods, the fiscal year ending January 28, 2023, or for any future year. |
Principles of Consolidation | The condensed consolidated balance sheet information at January 29, 2022 has been derived from the audited consolidated financial statements at that date, but does not include all of the disclosures required by GAAP. The accompanying unaudited interim condensed consolidated financial statements and related footnotes should be read in conjunction with our audited consolidated financial statements and notes thereto in our Annual Report on Form 10-K for the year ended January 29, 2022. The unaudited interim condensed consolidated financial statements include Torrid and those of our wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. |
Segment Reporting | We have determined that we have one reportable segment, which includes the operation of our e-Commerce platform and stores. The single segment was identified based on how the Chief Operating Decision Maker, who we have determined to be our Chief Executive Officer, manages and evaluates performance and allocates resources. |
Store Pre-Opening Cost | Store Pre-Opening CostsCosts incurred in connection with the opening of new stores, store remodels or relocations are expensed as incurred in selling, general and administrative expenses in our condensed consolidated statements of operations and comprehensive income. |
Recently Adopted Accounting Standards And Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Standards during the Three-Month Period Ended April 30, 2022 We did not adopt any new accounting standards during the three-month period ended April 30, 2022 . Accounting Pronouncements Not Yet Adopted We have considered all recent accounting pronouncements and have concluded that there are no recent accounting pronouncements not yet adopted that are applicable to us, based on current information. |
Inventory | InventoryOur inventory is comprised solely of finished goods and is valued at the lower of moving average cost or net realizable value. We make certain assumptions regarding net realizable value in order to assess whether our inventory is recorded properly at the lower of cost or net realizable value. These assumptions are based on historical average selling price experience, current selling price information and estimated future selling price information. Physical inventory counts are conducted at least once during the year to determine actual inventory on hand and shrinkage. We accrue our estimated inventory shrinkage for the period between the last physical count and current balance sheet date. |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following (in thousands): April 30, 2022 January 29, 2022 Prepaid and other information technology expenses 6,400 5,692 Prepaid advertising 2,807 700 Prepaid casualty insurance 1,335 3,050 Other 5,712 5,244 Prepaid expenses and other current assets $ 16,254 $ 14,686 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment are summarized as follows (in thousands): April 30, 2022 January 29, 2022 Property and equipment, at cost Leasehold improvements $ 169,533 $ 168,084 Furniture, fixtures and equipment 106,851 108,261 Software and licenses 12,618 15,356 Construction-in-progress 8,183 4,743 297,185 296,444 Less: Accumulated depreciation and amortization (172,997) (168,879) Property and equipment, net $ 124,188 $ 127,565 |
Implementation Costs Incurred_2
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Deferred Implementation Costs | Deferred implementation costs incurred in cloud computing arrangements that are service contracts are summarized as follows (in thousands): April 30, 2022 January 29, 2022 Internal use of third party hosted software, gross $ 12,034 $ 11,877 Less: Accumulated amortization (4,452) (3,892) Internal use of third party hosted software, net $ 7,582 $ 7,985 |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accrued and Other Current Liabilities | Accrued and other current liabilities consist of the following (in thousands): April 30, 2022 January 29, 2022 Accrued payroll and related expenses $ 13,171 $ 31,194 Accrued inventory-in-transit 21,997 37,156 Accrued loyalty program 13,574 13,481 Accrued sales return allowance 7,791 4,347 Gift cards 9,416 11,695 Deferred revenue 2,190 2,879 Accrued sales and use tax 5,235 4,136 Accrued freight 6,931 6,048 Term loan interest payable 129 1,762 Accrued marketing 4,568 5,419 Accrued self-insurance liabilities 3,100 2,891 Other 14,238 17,700 Accrued and other current liabilities $ 102,340 $ 138,708 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Leases [Abstract] | |
Lease Costs and Other Supplementary Information Related to Leases | Our lease costs during the three-month periods ended April 30, 2022 and May 1, 2021 consist of the following (in thousands): Three Months Ended April 30, 2022 May 1, 2021 Operating (fixed) lease cost $ 12,785 $ 13,118 Short-term lease cost 53 10 Variable lease cost 3,344 4,760 Total lease cost $ 16,182 $ 17,888 Other supplementary information related to our leases is reflected in the table below (in thousands except lease term and discount rate data): Three Months Ended April 30, 2022 May 1, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 14,458 $ 16,333 Right-of-use assets obtained in exchange for new operating lease liabilities $ 4,342 $ 715 Decrease in right-of-use assets resulting from operating lease modifications or remeasurements $ (1,450) $ (885) Weighted average remaining lease term - operating leases 6 years 6 years Weighted average discount rate - operating leases 6 % 6 % |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Our revenue, disaggregated by product category, consists of the following (in thousands): Three Months Ended April 30, 2022 May 1, 2021 Apparel $ 291,653 $ 301,117 Non-apparel 36,756 24,630 Total net sales $ 328,409 $ 325,747 |
Debt Financing Arrangements (Ta
Debt Financing Arrangements (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Financing Arrangements | Our debt financing arrangements consist of the following (in thousands): April 30, 2022 January 29, 2022 Existing ABL Facility, as amended $ 24,300 $ — Term loan New Term Loan Credit Agreement 341,250 350,000 Less: current portion of unamortized original issue discount and debt financing costs (1,356) (1,356) Less: noncurrent portion of unamortized original issue discount and debt financing costs (6,945) (7,284) Total term loan outstanding, net of unamortized original issue discount and debt financing costs 332,949 341,360 Less: current portion of term loan, net of unamortized original issue discount and debt financing costs (16,144) (20,519) Total term loan, net of current portion and unamortized original issue discount and debt financing costs $ 316,805 $ 320,841 |
Schedule of Principal Repayments of Debt | Fixed mandatory principal repayments due on the outstanding term loan are as follows as of the end of the first quarter of fiscal year 2022 (in thousands): 2022 13,125 2023 17,500 2024 17,500 2025 17,500 2026 17,500 2027 17,500 2028 240,625 $ 341,250 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation Expense | Our share-based compensation expense, by award type, consists of the following (in thousands): Three Months Ended April 30, 2022 May 1, 2021 Restricted stock units $ 501 $ — Restricted stock awards 1,677 — Stock options 194 — Employee stock purchase plan 108 — Remeasurement adjustments for incentive units — 39,779 Share-based compensation before income taxes 2,480 39,779 Income tax detriment (288) — Net share based compensation expense $ 2,192 $ 39,779 |
Restricted Stock Unit Activity | RSU activity under the 2021 LTIP consists of the following (in thousands except per share amounts): Shares Weighted average grant date fair value per share Nonvested, January 29, 2022 278 $ 26.75 Granted 249 $ 6.06 Vested — Forfeited (14) $ 27.00 Nonvested, April 30, 2022 513 $ 16.59 |
Restricted Stock Activity | Restricted stock award activity under the 2021 LTIP consists of the following (in thousands except per share amounts): Shares Weighted average grant date fair value per share Nonvested, January 29, 2022 532 $ 27.00 Granted — Vested (60) $ 27.00 Forfeited — Nonvested, April 30, 2022 472 $ 27.00 |
Stock Option Activity | Stock option activity under the 2021 LTIP consists of the following (in thousands except per share and contractual life amounts): Shares Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value Outstanding, January 29, 2022 337 $ 21.03 9.4 $ — Granted 440 $ 6.06 Exercised — Expired / forfeited (28) $ 21.00 Outstanding, April 30, 2022 749 $ 12.21 9.6 $ — Exercisable, April 30, 2022 — |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The weighted average grant date fair value of stock option awards granted during the three-month period ended April 30, 2022 was $3.43 per option and was estimated at the grant date using the Black-Scholes option pricing model with the following weighted average assumptions: Dividend yield — % Expected volatility (1) 57.9 % Risk-free interest rate (2) 2.41 % Expected term (3) 6.25 years Grant date fair value per share $ 6.06 (1) The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the stock options. (2) The risk-free interest rates are based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the stock options. (3) The expected term of the stock options represents the estimated period of time until exercise and is calculated using the simplified method. |
Share Repurchases (Tables)
Share Repurchases (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Equity [Abstract] | |
Share repurchase activity | Share repurchase activity consists of the following (in thousands except share and per share amounts): Three Months Ended April 30, 2022 May 1, 2021 Number of shares repurchased 2,918,556 — Total cost $ 22,865 $ — Average per share cost including commissions $ 7.83 $ — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Apr. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Financial assets and liabilities measured at fair value on a recurring basis as of the end of the first quarter of fiscal year 2022 consisted of the following (in thousands): April 30, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 26 $ 26 $ — $ — Total assets $ 26 $ 26 $ — $ — Liabilities: Deferred compensation plan liability (noncurrent) $ 5,685 $ — $ 5,685 $ — Total liabilities $ 5,685 $ — $ 5,685 $ — Financial assets and liabilities measured at fair value on a recurring basis as of the end of fiscal year 2021 consisted of the following (in thousands): January 29, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 11,411 $ 11,411 $ — $ — Total assets $ 11,411 $ 11,411 $ — $ — Liabilities: Deferred compensation plan liability (noncurrent) $ 6,873 $ — $ 6,873 $ — Total liabilities $ 6,873 $ — $ 6,873 $ — |
Basis of Presentation and Des_3
Basis of Presentation and Description of the Business (Details) $ / shares in Units, $ in Millions | Jul. 06, 2021USD ($)$ / sharesshares | Jun. 22, 2021shares | Apr. 30, 2022USD ($)segmentshares |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Stock split ratio, common stock | 110,000 | ||
Preferred stock, authorized (in shares) | shares | 5,000,000 | 5,000,000 | |
Subsidiary, Sale of Stock [Line Items] | |||
Stock split ratio, common stock | 110,000 | ||
Preferred stock, authorized (in shares) | shares | 5,000,000 | 5,000,000 | |
Underwriting discounts and offering costs | $ | $ 6 | ||
Number of reportable segments | segment | 1 | ||
Pre-opening costs | $ | $ 0.2 | ||
IPO | |||
Subsidiary, Sale of Stock [Line Items] | |||
Number of shares sold (in shares) | shares | 12,650,000 | ||
Offering price (in USD per share) | $ / shares | $ 21 | ||
Net proceeds from sale of stock | $ | $ 248.4 | ||
Over-Allotment Option | |||
Subsidiary, Sale of Stock [Line Items] | |||
Number of shares sold (in shares) | shares | 1,650,000 | ||
Underwriting discounts and offering costs | $ | $ 17.3 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Apr. 30, 2022 | Jan. 29, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid and other information technology expenses | $ 6,400 | $ 5,692 |
Prepaid advertising | 2,807 | 700 |
Prepaid casualty insurance | 1,335 | 3,050 |
Other | 5,712 | 5,244 |
Prepaid expenses and other current assets | $ 16,254 | $ 14,686 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Apr. 30, 2022 | Jan. 29, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 297,185 | $ 296,444 |
Less: Accumulated depreciation and amortization | (172,997) | (168,879) |
Property and equipment, net | 124,188 | 127,565 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 169,533 | 168,084 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 106,851 | 108,261 |
Software and licenses | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 12,618 | 15,356 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 8,183 | $ 4,743 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 9,300,000 | $ 8,600,000 |
Impairment charges of long-lived assets | $ 0 | $ 0 |
Implementation Costs Incurred_3
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts - Deferred Implementation Costs (Details) - USD ($) $ in Thousands | Apr. 30, 2022 | Jan. 29, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Internal use of third party hosted software, gross | $ 12,034 | $ 11,877 |
Less: Accumulated amortization | (4,452) | (3,892) |
Internal use of third party hosted software, net | $ 7,582 | $ 7,985 |
Implementation Costs Incurred_4
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Amortization expense | $ 0.6 | $ 0.3 |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Apr. 30, 2022 | Jan. 29, 2022 |
Accrued Expenses And Liabilities [Line Items] | ||
Accrued payroll and related expenses | $ 13,171 | $ 31,194 |
Accrued inventory-in-transit | 21,997 | 37,156 |
Accrued loyalty program | 13,574 | 13,481 |
Accrued sales return allowance | 7,791 | 4,347 |
Accrued sales and use tax | 5,235 | 4,136 |
Accrued freight | 6,931 | 6,048 |
Term loan interest payable | 129 | 1,762 |
Accrued marketing | 4,568 | 5,419 |
Accrued self-insurance liabilities | 3,100 | 2,891 |
Other | 14,238 | 17,700 |
Accrued and other current liabilities | 102,340 | 138,708 |
Gift cards | ||
Accrued Expenses And Liabilities [Line Items] | ||
Gift cards and deferred revenue | 9,416 | 11,695 |
Deferred revenue | ||
Accrued Expenses And Liabilities [Line Items] | ||
Gift cards and deferred revenue | $ 2,190 | $ 2,879 |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Leases [Abstract] | ||
Operating (fixed) lease cost | $ 12,785 | $ 13,118 |
Short-term lease cost | 53 | 10 |
Variable lease cost | 3,344 | 4,760 |
Total lease cost | $ 16,182 | $ 17,888 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) | 3 Months Ended | ||
May 01, 2021 | Apr. 30, 2022 | Jan. 29, 2022 | |
Leases [Abstract] | |||
Deferred fixed lease payment | $ 0 | $ 0 | |
Reduction to lease cost | $ 300,000 |
Leases - Other Supplementary In
Leases - Other Supplementary Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows for operating leases | $ 14,458 | $ 16,333 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 4,342 | 715 |
Decrease in right-of-use assets resulting from operating lease modifications or remeasurements | $ (1,450) | $ (885) |
Weighted average remaining lease term - operating leases | 6 years | 6 years |
Weighted average discount rate - operating leases | 6.00% | 6.00% |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 328,409 | $ 325,747 |
Apparel | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 291,653 | 301,117 |
Non-apparel | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 36,756 | $ 24,630 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Loyalty Program | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | $ 7.8 | $ 7.3 |
Gift cards | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | $ 3.6 | $ 2.7 |
Loyalty Program (Details)
Loyalty Program (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 30, 2022 | May 01, 2021 | Jan. 29, 2022 | |
Revenue from Contract with Customer [Abstract] | |||
Unredeemed points, expiration period | 13 months | ||
Unredeemed awards, expiration period | 45 days | ||
Accrued loyalty program | $ 13,574 | $ 13,481 | |
Reduction in net sales | $ 100 | $ 1,100 |
Related Party Transactions - Se
Related Party Transactions - Services Agreements with Hot Topic (Details) - USD ($) $ in Thousands | Mar. 21, 2019 | Apr. 30, 2022 | May 01, 2021 | Jan. 29, 2022 |
Related Party Transaction [Line Items] | ||||
Cost of goods sold | $ 203,263 | $ 180,815 | ||
Selling, general and administrative expenses | 67,431 | 109,913 | ||
Affiliated Entity | Amended and Restated Services Agreement with Hot Topic | ||||
Related Party Transaction [Line Items] | ||||
Agreement term | 3 years | |||
Affiliated Entity | Information Technology Services with Hot Topic | ||||
Related Party Transaction [Line Items] | ||||
Total costs | 900 | 900 | ||
Affiliated Entity | Various Services with Hot Topic | ||||
Related Party Transaction [Line Items] | ||||
Total costs | 600 | 1,900 | ||
Cost of goods sold | 1,300 | |||
Selling, general and administrative expenses | $ 600 | |||
Due to related parties | 200 | $ 0 | ||
Affiliated Entity | Pass-Through Expenses With Hot Topic | ||||
Related Party Transaction [Line Items] | ||||
Due to related parties | $ 1,000 | $ 1,700 |
Related Party Transactions - IT
Related Party Transactions - IT Asset Purchase Agreement with Hot Topic (Details) - Hot Topic $ in Millions | Aug. 01, 2019USD ($) |
Related Party Transaction [Line Items] | |
Asset purchase agreement, purchase price | $ 29.5 |
Assets acquired | 3.5 |
Information Technology-Related Obligations and Personnel | |
Related Party Transaction [Line Items] | |
Assets acquired | 1.4 |
Liabilities transferred | $ 0.1 |
Related Party Transactions - Sp
Related Party Transactions - Sponsor Advisory Services Agreement (Details) - USD ($) | 3 Months Ended | ||
Apr. 30, 2022 | May 01, 2021 | Jan. 29, 2022 | |
Related Party Transaction [Line Items] | |||
Payments to related parties | $ 5,298,000 | $ (430,000) | |
Affiliated Entity | Strategic Planning and Other Related Services with Sycamore | |||
Related Party Transaction [Line Items] | |||
Due to related parties | 0 | $ 0 | |
Payments to related parties | $ 0 | 0 | |
Affiliated Entity | Reimbursement for Management Expenses with Sycamore | |||
Related Party Transaction [Line Items] | |||
Reimbursements | $ 0 |
Related Party Transactions - Ot
Related Party Transactions - Other Related Party Transactions (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | |||
Sep. 30, 2020 | Apr. 30, 2020 | Apr. 30, 2022 | May 01, 2021 | May 31, 2021 | Jan. 29, 2022 | |
Affiliated Entity | Purchase of Supplies from MGF Sourcing US, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Purchases | $ 17,000 | $ 13,500 | ||||
Due to related parties | 18,600 | $ 12,100 | ||||
Affiliated Entity | Purchase of Supplies from HU Merchandising, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Purchases | 100 | $ 100 | ||||
Due to related parties | $ 100 | $ 100 | ||||
Affiliated Entity | Equity Funding from Sycamore | Maximum | ||||||
Related Party Transaction [Line Items] | ||||||
Equity funding commitment | $ 20,000 | $ 20,000 | ||||
Management | Consulting Services Agreement with CFO | ||||||
Related Party Transaction [Line Items] | ||||||
Monthly consulting fee | $ 10 |
Debt Financing Arrangements - S
Debt Financing Arrangements - Schedule (Details) - USD ($) $ in Thousands | Apr. 30, 2022 | Jan. 29, 2022 |
Debt Instrument [Line Items] | ||
Less: current portion of term loan, net of unamortized original issue discount and debt financing costs | $ (16,144) | $ (20,519) |
Total term loan, net of current portion and unamortized original issue discount and debt financing costs | 316,805 | 320,841 |
Line of Credit | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total | 24,300 | 0 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Term loan | 341,250 | 350,000 |
Less: current portion of unamortized original issue discount and debt financing costs | (1,356) | (1,356) |
Less: noncurrent portion of unamortized original issue discount and debt financing costs | (6,945) | (7,284) |
Total | 332,949 | 341,360 |
Less: current portion of term loan, net of unamortized original issue discount and debt financing costs | (16,144) | (20,519) |
Total term loan, net of current portion and unamortized original issue discount and debt financing costs | $ 316,805 | $ 320,841 |
Debt Financing Arrangements - M
Debt Financing Arrangements - Maturity (Details) - Term Loan - USD ($) $ in Thousands | Apr. 30, 2022 | Jan. 29, 2022 |
Debt Instrument [Line Items] | ||
2022 | $ 13,125 | |
Long-Term Debt, Maturity, Year One | 17,500 | |
Long-Term Debt, Maturity, Year Two | 17,500 | |
2025 | 17,500 | |
2026 | 17,500 | |
2027 | 17,500 | |
2028 | 240,625 | |
Total | $ 341,250 | $ 350,000 |
Debt Financing Arrangements - N
Debt Financing Arrangements - New Term Loan Credit Agreement (Details) - Term Loan - USD ($) | Jun. 14, 2021 | Apr. 30, 2022 | Jan. 29, 2022 |
Debt Instrument [Line Items] | |||
Interest rate | 7.00% | ||
Outstanding borrowing | $ 332,949,000 | $ 341,360,000 | |
New Term Loan Credit Agreement | |||
Debt Instrument [Line Items] | |||
Aggregate amount of debt | $ 350,000,000 | ||
OID | 3,500,000 | ||
Financing costs paid | $ 6,000,000 | ||
Outstanding borrowing | 332,900,000 | ||
Interest expense | 5,500,000 | ||
OIF and financing costs | 300,000 | ||
Debt term | 7 years | ||
Long-term Debt, Fair Value | $ 327,600,000 |
Debt Financing Arrangements - T
Debt Financing Arrangements - Term Loan Credit Agreement (Details) - USD ($) | Jun. 14, 2021 | Aug. 01, 2019 | Jun. 14, 2019 | Sep. 30, 2020 | May 01, 2021 | Sep. 17, 2020 |
Hot Topic | ||||||
Debt Instrument [Line Items] | ||||||
Asset purchase agreement, purchase price | $ 29,500,000 | |||||
Amended Term Loan Credit Agreement | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate amount of debt | $ 260,000,000 | |||||
OID | $ 2,900,000 | |||||
Interest expense | $ 4,100,000 | |||||
OIF and financing costs | $ 400,000 | |||||
Term Loan Credit Agreement | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Financing costs paid | $ 4,600,000 | |||||
Term Loan | Amended Term Loan Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Payment of long-term debt | $ 207,500,000 | $ 35,000,000 | ||||
Interest payments | 1,200,000 | 200,000 | ||||
Amendment fee | $ 500,000 | |||||
Prepayment penalty | 2,100,000 | |||||
Write off of deferred debt issuance cost | 5,200,000 | |||||
Prepayment penalty incurred | $ 2,100,000 |
Debt Financing Arrangements -_2
Debt Financing Arrangements - Senior Secured Asset-Based Revolving Credit Facility (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Apr. 30, 2022 | Jan. 29, 2022 | May 01, 2021 | May 05, 2018 | Aug. 01, 2020 | Jun. 14, 2021 | Jun. 14, 2019 | Oct. 23, 2017 | May 31, 2015 | |
Line of Credit Facility [Line Items] | |||||||||
Maximum restricted payment | $ 127,500,000 | ||||||||
Standby letters of credit issued and outstanding | $ 5,300,000 | $ 5,300,000 | |||||||
Revolving Credit Facility | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Maximum borrowing capacity | $ 150,000,000 | $ 70,000,000 | $ 100,000,000 | $ 50,000,000 | |||||
Additional borrowing capacity | $ 30,000,000 | ||||||||
Interest rate at end of period | 4.00% | ||||||||
Availability | $ 120,400,000 | 123,900,000 | |||||||
Interest payments | $ 400,000 | $ 100,000 | |||||||
Revolving Credit Facility | Line of Credit | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Financing costs incurred | 700,000 | $ 500,000 | |||||||
Write off of deferred debt issuance cost | $ 100,000 | ||||||||
Unamortized financing costs | $ 100,000 | ||||||||
Debt term | 5 years | ||||||||
Amortization of financing costs | $ 0 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | Aug. 01, 2019 | Apr. 30, 2022 | May 01, 2021 | Jan. 29, 2022 |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 9,383 | $ 8,054 | ||
Effective tax rate | 28.10% | 38.40% | ||
Unrecognized tax benefits including interest and penalties | $ 4,000 | $ 4,000 | ||
Unrecognized tax benefits, net | 3,500 | $ 3,500 | ||
Decrease in unrecognized tax benefits is reasonably possible | 300 | |||
Decrease in unrecognized tax benefits is reasonably possible, net | $ 300 | |||
Hot Topic | ||||
Asset Acquisition [Line Items] | ||||
Asset purchase agreement, purchase price | $ 29,500 | |||
Amortizable basis, period | 3 years | |||
Difference in net book value and tax amortizable basis of assets acquired | $ 26,000 | |||
Net book value of assets acquired | 3,500 | |||
Tax amortizable basis | 29,500 | |||
Deferred tax | $ 6,700 |
Share-Based Compensation - Shar
Share-Based Compensation - Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 30, 2022 | Jul. 31, 2021 | May 01, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 2,480 | $ 39,779 | |
Income tax detriment | (288) | 0 | |
Net share based compensation expense | 2,192 | 39,779 | |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 501 | 0 | |
Restricted stock awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 1,677 | 0 | |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 194 | 0 | |
Employee stock purchase plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 108 | 0 | |
Incentive units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 0 | $ 111,400 | $ 39,779 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | Jul. 06, 2021 | Apr. 30, 2022 | Jul. 31, 2021 | May 01, 2021 | Jun. 21, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 2,480 | $ 39,779 | |||
Employee stock purchase plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | 108 | 0 | |||
Incentive units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares issued, net of forfeitures | 13,660,000 | ||||
Share-based compensation expense | 0 | $ 111,400 | 39,779 | ||
Number of shares exchanged | 13,353,122 | ||||
RSU | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 501 | 0 | |||
Award vesting period | 4 years | ||||
Unrecognized share-based compensation expense | $ 6,800 | ||||
Unvested awards, weighted average period for recognition | 3 years 3 months 18 days | ||||
RSU | Fully vested on grant date | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage | 50.00% | ||||
RSU | Vest in equal installments on first, second and third anniversaries of date of grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage | 50.00% | ||||
RSU | Management | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 2,800 | ||||
Award vesting period | 3 years | ||||
Aggregate value of grants in period | $ 5,700 | ||||
RSU | Management | Fully vested on grant date | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage | 50.00% | ||||
RSU | Management | Vest in equal installments on first, second and third anniversaries of date of grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage | 50.00% | ||||
Restricted stock awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 1,677 | 0 | |||
Unrecognized share-based compensation expense | $ 12,100 | ||||
Unvested awards, weighted average period for recognition | 2 years | ||||
Restricted stock awards | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 2 years | ||||
Restricted stock awards | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 4 years | ||||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 194 | $ 0 | |||
Award vesting period | 4 years | ||||
Unrecognized share-based compensation expense | $ 4,200 | ||||
Unvested awards, weighted average period for recognition | 3 years 8 months 12 days | ||||
Award expiration period | 10 years | ||||
2021 Long-Term Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 10,687,500 | ||||
2021 Employee Stock Purchase Plan | Employee stock purchase plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 3,650,000 | ||||
Maximum contribution as percentage of base earnings | 15.00% | ||||
Purchase price (as a percent) | 85.00% |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Stock Unit Activity (Details) - RSU shares in Thousands | 3 Months Ended |
Apr. 30, 2022$ / sharesshares | |
Shares | |
Nonvested, January 29, 2022 (in shares) | shares | 278 |
Granted (in shares) | shares | 249 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | (14) |
Nonvested, April 30, 2022 (in shares) | shares | 513 |
Weighted average grant date fair value per share | |
Nonvested, January 29, 2022 (in USD per share) | $ / shares | $ 26.75 |
Granted (in USD per share) | $ / shares | 6.06 |
Vested (in USD per share) | $ / shares | |
Forfeited (in USD per share) | $ / shares | 27 |
Nonvested, April 30, 2021 (in USD per share) | $ / shares | $ 16.59 |
Share-Based Compensation - Re_2
Share-Based Compensation - Restricted Stock Activity (Details) - Restricted stock awards shares in Thousands | 3 Months Ended |
Apr. 30, 2022$ / sharesshares | |
Shares | |
Nonvested, January 29, 2022 (in shares) | shares | 532 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (60) |
Forfeited (in shares) | shares | 0 |
Nonvested, April 30, 2022 (in shares) | shares | 472 |
Weighted average grant date fair value per share | |
Nonvested, January 29, 2022 (in USD per share) | $ / shares | $ 27 |
Granted (in USD per share) | $ / shares | |
Vested (in USD per share) | $ / shares | 27 |
Forfeited (in USD per share) | $ / shares | |
Nonvested, April 30, 2021 (in USD per share) | $ / shares | $ 27 |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended |
Apr. 30, 2022 | Jan. 29, 2022 | |
Shares | ||
Outstanding, January 29, 2022 (in shares) | 337 | |
Granted (in shares) | 440 | |
Exercised (in shares) | 0 | |
Expired / forfeited (in shares) | (28) | |
Outstanding, April 30, 2022 (in shares) | 749 | 337 |
Exercisable, April 30, 2022 (in shares) | 0 | |
Weighted average exercise price per share | ||
Outstanding, January 29, 2022 (in USD per share) | $ 21.03 | |
Granted (in USD per share) | 6.06 | |
Expired / forfeited (in USD per share) | 21 | |
Outstanding, April 30, 2022 (in USD per share) | $ 12.21 | $ 21.03 |
Stock Options Additional Disclosures | ||
Weighted average remaining contractual life (years) | 9 years 7 months 6 days | 9 years 4 months 24 days |
Aggregate intrinsic value | $ 0 | $ 0 |
Share-Based Compensation - St_2
Share-Based Compensation - Stock Option Activity, Valuation Assumptions (Details) | 3 Months Ended |
Apr. 30, 2022$ / shares | |
Share-based Payment Arrangement [Abstract] | |
Weighted average grant date fair value per share (in USD per share) | $ 3.43 |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield | 0.00% |
Expected volatility | 57.90% |
Risk-free interest rate | 2.41% |
Expected term | 6 years 3 months |
Grant date fair value per share (in USD per share) | $ 6.06 |
Stockholders' Deficit (Details)
Stockholders' Deficit (Details) | Jun. 22, 2021shares | Apr. 30, 2022$ / sharesshares | Jan. 29, 2022shares |
Equity [Abstract] | |||
Common stock, authorized (in shares) | 1,000,000,000 | ||
Common stock, par value (in USD per share) | $ / shares | $ 0.01 | ||
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 | |
Preferred stock, par value (in USD per share) | $ / shares | $ 0.01 | ||
Common stock, issued (in shares) | 104,977,755 | 107,857,625 | |
Common stock, outstanding (in shares) | 104,977,755 | 107,857,625 | |
Preferred stock, issued (in shares) | 0 | ||
Preferred stock, outstanding (in shares) | 0 | ||
Stock split ratio, common stock | 110,000 |
Share Repurchases - Narrative (
Share Repurchases - Narrative (Details) - USD ($) | Apr. 30, 2022 | Jan. 29, 2022 | Dec. 06, 2021 |
Equity, Class of Treasury Stock [Line Items] | |||
Share repurchase program (up to) | $ 100,000,000 | ||
Remaining share repurchase program | $ 53,800,000 | ||
Accrued and other current liabilities | 102,340,000 | $ 138,708,000 | |
Share Repurchase Program Authorized December 6, 2021 | |||
Equity, Class of Treasury Stock [Line Items] | |||
Accrued and other current liabilities | $ 600,000 |
Share Repurchases - Share Repur
Share Repurchases - Share Repurchase Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Equity [Abstract] | ||
Number of shares repurchased (in shares) | 2,918,556 | 0 |
Total cost | $ 22,865 | $ 0 |
Average per share cost including commissions (in dollars per share) | $ 7.83 | $ 0 |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Earnings Per Share [Abstract] | ||
Potentially dilutive common share equivalents outstanding (in shares) | 1,300,000 | 17,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Apr. 30, 2022 | Jan. 29, 2022 |
Assets: | ||
Total assets | $ 26 | $ 11,411 |
Liabilities: | ||
Deferred compensation plan liability (noncurrent) | 5,685 | 6,873 |
Total liabilities | 5,685 | 6,873 |
Money market funds (cash equivalent) | ||
Assets: | ||
Money market funds (cash equivalent) | 26 | 11,411 |
Quoted Prices in Active Markets for Identical Items (Level 1) | ||
Assets: | ||
Total assets | 26 | 11,411 |
Liabilities: | ||
Deferred compensation plan liability (noncurrent) | 0 | 0 |
Total liabilities | 0 | 0 |
Quoted Prices in Active Markets for Identical Items (Level 1) | Money market funds (cash equivalent) | ||
Assets: | ||
Money market funds (cash equivalent) | 26 | 11,411 |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total assets | 0 | 0 |
Liabilities: | ||
Deferred compensation plan liability (noncurrent) | 5,685 | 6,873 |
Total liabilities | 5,685 | 6,873 |
Significant Other Observable Inputs (Level 2) | Money market funds (cash equivalent) | ||
Assets: | ||
Money market funds (cash equivalent) | 0 | 0 |
Significant Unobservable Inputs (Level 3 | ||
Assets: | ||
Total assets | 0 | 0 |
Liabilities: | ||
Deferred compensation plan liability (noncurrent) | 0 | 0 |
Total liabilities | 0 | 0 |
Significant Unobservable Inputs (Level 3 | Money market funds (cash equivalent) | ||
Assets: | ||
Money market funds (cash equivalent) | $ 0 | $ 0 |
Private Label Credit Card (Deta
Private Label Credit Card (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 30, 2022 | May 01, 2021 | |
Receivables [Abstract] | ||
Marketing and promotional funds | $ 4.8 | $ 4.6 |
Deferred Compensation Plan (Det
Deferred Compensation Plan (Details) - USD ($) | 3 Months Ended | |
Apr. 30, 2022 | Jan. 29, 2022 | |
Compensation Related Costs [Abstract] | ||
Percentage of maximum annual deferral | 80.00% | |
Percentage of annual earned bonus eligible for contribution | 100.00% | |
Percentage of contributions vested from outset | 100.00% | |
Employer matching contribution, percent of match | 50.00% | |
Percentage of eligible contributions | 4.00% | |
Deferred compensation plan assets | $ 0 | $ 0 |
Deferred compensation liabilities | 6,600,000 | 7,200,000 |
Current deferred compensation liabilities | $ 900,000 | $ 400,000 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) $ in Millions | 3 Months Ended | |
Apr. 30, 2022USD ($)hour | May 01, 2021USD ($) | |
Retirement Benefits [Abstract] | ||
Defined Contribution Plan, Tax Status [Extensible Enumeration] | Qualified Plan [Member] | |
Required number of hours | hour | 200 | |
Age requirement | 21 years | |
Percentage of maximum employee contribution | 80.00% | |
Employer matching contribution, percent of match | 50.00% | |
Employer matching contribution, percent of participants' eligible contribution | 4.00% | |
Contributions | $ | $ 0.2 | $ 0.2 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Jun. 06, 2022 | Apr. 30, 2022 | May 01, 2021 | |
Subsequent Event [Line Items] | |||
Shares repurchased (in shares) | 2,918,556 | 0 | |
Shares repurchased | $ 22,865 | $ 0 | |
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Shares repurchased (in shares) | 1,400,000 | ||
Shares repurchased | $ 7,900 |