Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 03, 2024 | Mar. 28, 2024 | Jul. 29, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Feb. 03, 2024 | ||
Current Fiscal Year End Date | --02-03 | ||
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 Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 104,326,521 | ||
Entity Public Float | $ 33 | ||
Documents Incorporated by Reference | Information required in response to Part III of Form 10-K (Items 10, 11, 12, 13 and 14) is hereby incorporated by reference to portions of the registrant’s definitive proxy statement for the 2024 Annual Meeting of Stockholders (the "2023 Proxy Statement"), to be filed with the Securities and Exchange Commission ("SEC") no later than 120 days after the end of the registrant’s fiscal year ended February 3, 2024. | ||
Entity Central Index Key | 0001792781 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Feb. 03, 2024 | |
Audit Information [Abstract] | |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | Los Angeles, California |
Auditor Firm ID | 238 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 11,735 | $ 13,569 |
Restricted cash | 399 | 366 |
Inventory | 142,199 | 180,055 |
Prepaid expenses and other current assets | 22,229 | 20,050 |
Prepaid income taxes | 2,561 | 2,081 |
Total current assets | 179,123 | 216,121 |
Property and equipment, net | 103,516 | 113,613 |
Operating lease right-of-use assets | 162,444 | 177,179 |
Deposits and other noncurrent assets | 14,783 | 8,650 |
Deferred tax assets | 8,681 | 3,301 |
Intangible asset | 8,400 | 8,400 |
Total assets | 476,947 | 527,264 |
Current liabilities: | ||
Accounts payable | 46,183 | 76,207 |
Accrued and other current liabilities | 107,750 | 108,847 |
Operating lease liabilities | 42,760 | 45,008 |
Borrowings under credit facility | 7,270 | 8,380 |
Current portion of term loan | 16,144 | 16,144 |
Due to related parties | 9,329 | 12,741 |
Income taxes payable | 2,671 | 0 |
Total current liabilities | 232,107 | 267,327 |
Noncurrent operating lease liabilities | 155,825 | 172,103 |
Term loan | 288,553 | 304,697 |
Deferred compensation | 5,474 | 4,246 |
Other noncurrent liabilities | 6,705 | 9,115 |
Total liabilities | 688,664 | 757,488 |
Commitments and contingencies (Note 16) | ||
Stockholders' deficit: | ||
Common shares: $0.01 par value; 1,000,000,000 shares authorized; 104,204,554 shares issued and outstanding at February 3, 2024; 103,774,813 shares issued and outstanding at January 28, 2023 | 1,043 | 1,038 |
Additional paid-in capital | 135,140 | 128,205 |
Accumulated deficit | (347,587) | (359,206) |
Accumulated other comprehensive loss | (313) | (261) |
Total stockholders' deficit | (211,717) | (230,224) |
Total liabilities and stockholders' deficit | $ 476,947 | $ 527,264 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Feb. 03, 2024 | Jan. 28, 2023 |
Statement of Financial Position [Abstract] | ||
Common shares, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common shares, authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common shares, issued (in shares) | 104,204,554 | 103,774,813 |
Common shares, outstanding (in shares) | 104,204,554 | 103,774,813 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Income Statement [Abstract] | |||
Net sales | $ 1,151,945 | $ 1,288,144 | $ 1,297,271 |
Cost of goods sold | 745,967 | 828,605 | 759,826 |
Gross profit | 405,978 | 459,539 | 537,445 |
Selling, general and administrative expenses | 293,331 | 297,973 | 439,409 |
Marketing expenses | 55,499 | 59,941 | 52,654 |
Income from operations | 57,148 | 101,625 | 45,382 |
Interest expense | 39,203 | 29,736 | 29,497 |
Interest income, net of other (income) expense | (90) | 207 | 56 |
Income before provision for income taxes | 18,035 | 71,682 | 15,829 |
Provision for income taxes | 6,416 | 21,473 | 45,773 |
Net income (loss) | 11,619 | 50,209 | (29,944) |
Comprehensive income (loss): | |||
Net income (loss) | 11,619 | 50,209 | (29,944) |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustment | (52) | (337) | 84 |
Total other comprehensive (loss) income | (52) | (337) | 84 |
Comprehensive income (loss) | $ 11,567 | $ 49,872 | $ (29,860) |
Net earnings (loss) per share: | |||
Basic (in USD per share) | $ 0.11 | $ 0.48 | $ (0.27) |
Diluted (in USD per share) | $ 0.11 | $ 0.48 | $ (0.27) |
Weighted average number of shares: | |||
Basic (in shares) | 103,990 | 104,342 | 109,886 |
Diluted (in shares) | 104,400 | 104,489 | 109,886 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - 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 (loss) | (29,944) | (29,944) | |||
Capital distribution to Torrid Holding LLC | (300,000) | (50,105) | (249,895) | ||
Capital contribution from Torrid Holding LLC for incentive units | 151,166 | 151,166 | |||
Issuance of common shares and withholding tax payments related to vesting of restricted stock awards and restricted stock units (in shares) | 127,000 | ||||
Issuance of common shares and withholding tax payments related to vesting of restricted stock awards and restricted stock units | (2,073) | $ 1 | (2,074) | ||
Issuance of common stock related to employee stock purchase plan (in shares) | 46,000 | ||||
Issuance of common stock related to employee stock purchase plan | 385 | 385 | |||
Share-based compensation | $ 8,588 | 8,588 | |||
Repurchases and retirement of common stock (in shares) | (2,315,266) | (2,315,000) | |||
Repurchases and retirement of common stock | $ (23,352) | $ (23) | (23,329) | ||
Other comprehensive income (loss) | 84 | 84 | |||
Ending balance (in shares) at Jan. 29, 2022 | 107,858,000 | ||||
Ending balance at Jan. 29, 2022 | (258,319) | $ 1,078 | 118,286 | (377,759) | 76 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 50,209 | 50,209 | |||
Issuance of common shares and withholding tax payments related to vesting of restricted stock awards and restricted stock units (in shares) | 184,000 | ||||
Issuance of common shares and withholding tax payments related to vesting of restricted stock awards and restricted stock units | (668) | $ 2 | (670) | ||
Issuance of common stock related to employee stock purchase plan (in shares) | 198,000 | ||||
Issuance of common stock related to employee stock purchase plan | 611 | $ 2 | 609 | ||
Share-based compensation | $ 9,980 | 9,980 | |||
Repurchases and retirement of common stock (in shares) | (4,464,367) | (4,465,000) | |||
Repurchases and retirement of common stock | $ (31,700) | $ (44) | (31,656) | ||
Other comprehensive income (loss) | $ (337) | (337) | |||
Ending balance (in shares) at Jan. 28, 2023 | 103,774,813 | 103,775,000 | |||
Ending balance at Jan. 28, 2023 | $ (230,224) | $ 1,038 | 128,205 | (359,206) | (261) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 11,619 | 11,619 | |||
Issuance of common shares and withholding tax payments related to vesting of restricted stock awards and restricted stock units (in shares) | 253,000 | ||||
Issuance of common shares and withholding tax payments related to vesting of restricted stock awards and restricted stock units | (306) | $ 3 | (309) | ||
Issuance of common stock related to employee stock purchase plan (in shares) | 177,000 | ||||
Issuance of common stock related to employee stock purchase plan | 413 | $ 2 | 411 | ||
Share-based compensation | $ 6,833 | 6,833 | |||
Repurchases and retirement of common stock (in shares) | 0 | ||||
Repurchases and retirement of common stock | $ 0 | ||||
Other comprehensive income (loss) | $ (52) | (52) | |||
Ending balance (in shares) at Feb. 03, 2024 | 104,204,554 | 104,205,000 | |||
Ending balance at Feb. 03, 2024 | $ (211,717) | $ 1,043 | $ 135,140 | $ (347,587) | $ (313) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
OPERATING ACTIVITIES | |||
Net income (loss) | $ 11,619 | $ 50,209 | $ (29,944) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Write down of inventory | 4,577 | 2,297 | 696 |
Operating right-of-use assets amortization | 41,366 | 41,839 | 41,648 |
Depreciation and other amortization | 38,002 | 37,592 | 36,748 |
Write off of unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | 0 | 0 | 5,231 |
Share-based compensation | 8,042 | 9,980 | 159,754 |
Deferred taxes | (5,670) | 1,863 | 1,266 |
Other | (2,436) | (1,209) | (457) |
Changes in operating assets and liabilities: | |||
Inventory | 33,182 | (12,028) | (65,709) |
Prepaid expenses and other current assets | (2,179) | (5,364) | (1,949) |
Prepaid income taxes | (480) | 4,264 | (5,928) |
Deposits and other noncurrent assets | (6,296) | (1,712) | (3,058) |
Accounts payable | (30,293) | (1,241) | 5,639 |
Accrued and other current liabilities | (1,721) | (29,659) | 28,090 |
Operating lease liabilities | (43,532) | (42,912) | (49,597) |
Other noncurrent liabilities | (1,897) | 3,900 | 1,222 |
Deferred compensation | 1,228 | (2,627) | 342 |
Due to related parties | (3,412) | (1,881) | 6,562 |
Income taxes payable | 2,671 | 0 | (9,336) |
Net cash provided by operating activities | 42,771 | 53,311 | 121,220 |
INVESTING ACTIVITIES | |||
Purchases of property and equipment | (26,002) | (23,369) | (17,552) |
Net cash used in investing activities | (26,002) | (23,369) | (17,552) |
FINANCING ACTIVITIES | |||
Capital distribution to Torrid Holding LLC | 0 | 0 | (300,000) |
Proceeds from revolving credit facility | 592,775 | 832,635 | 5,700 |
Payments on revolving credit facility | (593,885) | (824,255) | (5,700) |
Principal payments on the New Term Loan Credit Agreement and repayment of Amended Term Loan Credit Agreement and related costs | (17,500) | (21,875) | (212,775) |
Proceeds from issuances under share-based compensation plans | 399 | 746 | 569 |
Withholding tax payments related to vesting of restricted stock units and awards | (306) | (668) | (2,072) |
Repurchases and retirement of common stock | 0 | (31,700) | (23,352) |
Net cash used in financing activities | (18,517) | (45,117) | (197,809) |
Effect of foreign currency exchange rate changes on cash, cash equivalents and restricted cash | (53) | (177) | 213 |
(Decrease) increase in cash, cash equivalents and restricted cash | (1,801) | (15,352) | (93,928) |
Cash, cash equivalents and restricted cash at beginning of period | 13,935 | 29,287 | 123,215 |
Cash, cash equivalents and restricted cash at end of period | 12,134 | 13,935 | 29,287 |
SUPPLEMENTAL INFORMATION | |||
Cash paid during the period for interest related to the revolving credit facility and term loan | 34,195 | 29,564 | 24,120 |
Cash paid during the period for income taxes | 11,154 | ||
Cash paid during the period for income taxes | 15,601 | 58,134 | |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES | |||
Property and equipment purchases included in accounts payable and accrued liabilities | 4,524 | 3,959 | 3,338 |
New Term Loan Credit Agreement | |||
FINANCING ACTIVITIES | |||
Proceeds from the New Term Loan Credit Agreement, net of original issue discount and deferred financing costs | 0 | 0 | 340,509 |
Revolving Credit Facility | |||
FINANCING ACTIVITIES | |||
Deferred financing costs | $ 0 | $ 0 | $ (688) |
Basis of Presentation and Descr
Basis of Presentation and Description of the Business | 12 Months Ended |
Feb. 03, 2024 | |
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 consolidated financial statements and notes to the consolidated 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 year 2023 is a 53-week year and fiscal years 2022 and 2021 are 52-week years. Fiscal years are identified according to the calendar year in which they begin. For example, references to "fiscal year 2023" or similar references refer to the fiscal year ended February 3, 2024. Description of Business We are a direct-to-consumer brand of apparel, intimates and accessories in North America aimed at fashionable women who are curvy and wear 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. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Feb. 03, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Change in Accounting Principle In the fourth quarter of fiscal year 2022, we made a voluntary change in our accounting policy regarding the classification of royalties, profit-sharing and marketing and promotional funds ("PLCC Funds") we receive pursuant to the Credit Card Agreement (as defined below). Historically, we recorded PLCC Funds as a reduction to selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss). Under the new policy, we record PLCC Funds in net sales in the consolidated statements of operations and comprehensive income (loss). This reclassification does not have any impact on income from operations, income before provision for income taxes, net income (loss) or earnings (loss) per share and there was no cumulative effect to stockholders’ deficit or net assets. This reclassification has been retrospectively applied to all prior periods presented. The recognition of PLCC Funds in net sales is preferable because it will enhance the comparability of our financial statements with those of many of our industry peers and provide greater transparency into performance metrics relevant to our industry by showing the gross impact of the funds received as net sales instead of as a reduction to selling, general and administrative expenses. The impact of this change in accounting principle is reflected in the tables below (in thousands): Fiscal Year Ended January 29, 2022 As Previously Reported Change in As Adjusted Net sales $ 1,278,794 $ 18,477 $ 1,297,271 Cost of goods sold 759,826 — 759,826 Gross profit 518,968 18,477 537,445 Selling, general and administrative expenses 420,932 18,477 439,409 Marketing expenses 52,654 — 52,654 Income from operations $ 45,382 $ — $ 45,382 Principles of Consolidation The accompanying audited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The consolidated financial statements include our accounts 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. Net sales and long-lived assets related to our operations in Canada and Puerto Rico during fiscal years 2023, 2022 and 2021 and as of the end of the same periods were not material, and therefore, are not reported separately from domestic net sales and long-lived assets. Use of Estimates We are required to make certain estimates and assumptions in order to prepare consolidated financial statements in conformity with GAAP. Such estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities in the consolidated financial statements and accompanying notes. We believe the estimates and assumptions most critical to the preparation of our consolidated financial statements include those made in connection with revenue recognition, including accounting for estimated merchandise returns and loyalty program expenses; estimating the value of inventory; determining operating lease liabilities; and estimating share-based compensation expense. The estimation process required to prepare our consolidated financial statements requires assumptions to be made about future events and conditions, and as such, is inherently subjective and uncertain. Our actual results could differ materially from those estimates. Concentration Risks We consider all highly liquid investments with maturities of less than three months when purchased to be cash equivalents. All credit and debit card receivable balances are also classified as cash and cash equivalents. As of the end of fiscal years 2023 and 2022, the amounts due from third party financial institutions for these transactions classified as cash and cash equivalents totaled $8.9 million and $8.0 million, respectively. Cash and cash equivalents used primarily for working capital purposes are maintained with various major third party financial institutions in amounts which are in excess of the Federal Deposit Insurance Corporation ("FDIC") insurance limits. We are potentially exposed to a concentration of credit risk when cash and cash equivalent deposits in these financial institutions are in excess of FDIC limits. We consider the credit risk associated with these financial instruments to be minimal as cash and cash equivalents are held by financial institutions with high credit ratings and we have not historically sustained any credit losses associated with our cash and cash equivalents balances. In addition, MGF Sourcing US, LLC, an entity indirectly controlled by affiliates of Sycamore, accounted for approximately 10% and 15% of total net purchases in fiscal years 2023 and 2022, respectively, and one other supplier accounted for approximately 12% of total net purchases in fiscal year 2023. Two suppliers, one of which was MGF Sourcing US, LLC, accounted for approximately 11% of total net purchases in fiscal year 2021. Fair Value of Financial Instruments 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. We consider carrying amounts of cash equivalents, accounts payable and accrued and other current liabilities to approximate fair value because of the short maturity of these financial instruments. See "Note 20—Fair Value Measurements" for more details about how we determine the fair value of our financial instruments. Inventory Inventory 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 during the year to determine actual inventory on hand and shrinkage. We accrue our estimated inventory shrinkage for the period between the last physical store count and current balance sheet date. Property and Equipment Property and equipment are recorded at cost less accumulated depreciation. Major repairs and improvements are capitalized, while routine maintenance and repairs are expensed as incurred. The gross carrying amounts of property and equipment sold or retired and the related accumulated depreciation are eliminated in the year of disposal, and any resulting gains or losses are included in the consolidated statements of operations and comprehensive income (loss). Application and development costs associated with internally developed software such as salaries of employees and payments made to third parties and consultants working on the software development are capitalized. Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they constitute major enhancements. Capitalized internal-use software costs are amortized using the straight-line method over their estimated useful lives, which are generally three years. Depreciation expense is calculated using the straight-line method over the following estimated useful lives: Leasehold improvements shorter of the 3- to 10-year estimated useful life or the respective lease term Furniture, fixtures and equipment 2 to 10 years Software and licenses 3 to 7 years The carrying value of property and equipment is subject to assessment for potential impairment whenever events or changes in circumstances indicate that an asset’s carrying value may not be recoverable, as further described below. Definite-Lived Assets We assess the carrying value of long-lived assets for potential impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. 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. Factors we consider important that could trigger an impairment review of our stores or e-Commerce operations include significant underperformance relative to historical or projected future operating results, a significant change in the manner of the use of the asset or a significant negative industry or economic trend. If we determine the carrying value of long-lived assets may not be recoverable based upon the existence of one or more of the aforementioned factors, we test for the recoverability of the carrying value of our long-lived assets by comparing the carrying value of the asset groups to our estimated undiscounted future net cash flows attributable to the asset groups. If the carrying value of the long-lived assets is greater than the related undiscounted future net cash flows, the long-lived assets are measured for impairment. We measure the impairment by comparing the difference between the long-lived asset’s carrying value and the discounted future net cash flows attributable to the long-lived asset, which represent its fair value. We calculate the discounted future net cash flows of a store by netting future estimated sales of each store against estimated cost of goods sold, store occupancy costs and other store operating expenses such as payroll, supplies, repairs and maintenance and credit/debit card fees. Changes in these assumptions may cause the fair value to be significantly impacted. In the event future performance is lower than forecasted results, future cash flows may be lower than expected, which could result in future impairment charges. While we believe that recently opened stores will provide sufficient cash flow, material changes in financial performance could result in future store impairment charges. Indefinite-Lived Intangible Assets Indefinite-lived intangible assets are not amortized, but are reviewed for impairment at least annually, or more frequently when events or changes in circumstances indicate the carrying value may not be recoverable. Judgments regarding indicators of potential impairment are based on market conditions and operational performance of the business. At the end of the third quarter of each fiscal year, we perform an impairment analysis of indefinite-lived intangible assets. We assess our indefinite-lived intangible asset for impairment using a qualitative analysis to determine whether it is more likely than not that the fair value of the asset is less than its carrying value. If it is determined that it is more likely than not that the fair value of the asset is less than its carrying amount or if a qualitative assessment is not performed, then we would perform the quantitative analysis to determine the fair value of the asset. If we conclude, based on our assessment, that the asset’s fair value is less than its carrying value, then an impairment charge is recorded in the amount of the excess. Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts Our 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 costs are included in prepaid expenses and other current assets in the 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 consolidated statements of operations and comprehensive income (loss) using the straight-line method over one Loyalty Program We operate our loyalty program, Torrid Rewards, in all our stores and on www.torrid.com. Under this program, customers accumulate points based on purchase activity and qualifying non-purchase activity and upon reaching a certain point level, customers can earn awards that may only be redeemed for merchandise. Unredeemed points typically expire after 13 months without additional purchase and qualifying non-purchase activity and unredeemed awards typically expire 45 days after issuance. We use historical redemption rates to estimate the value of future award redemptions and we recognize the estimated value of these future awards as a reduction of revenue in the consolidated statements of operations and comprehensive income (loss) in the period the points are earned by the customer. As of the end of fiscal years 2023 and 2022, we had $12.5 million and $13.4 million, respectively, in accrued loyalty program included in accrued and other current liabilities in the consolidated balance sheets. We recorded $0.9 million and $0.1 million as a benefit to net sales in fiscal years 2023 and 2022, respectively, and $1.1 million as a reduction of net sales in fiscal year 2021. Future updates to the estimated liability may result in changes to net sales. Self-Insurance We are self-insured for certain losses related to medical and workers' compensation claims although we maintain stop loss coverage with third party insurers to limit our total liability exposure. In general, our self-insurance reserves are recorded on an undiscounted basis. The estimate of our self-insurance liability involves uncertainty since we must use judgment to estimate the ultimate cost that will be incurred to settle reported claims and unreported claims for incidents incurred but not reported as of the balance sheet date. When estimating our self-insurance liability, we consider a number of factors, which include historical claim experience and valuations provided by independent third party actuaries. While the ultimate amount of claims incurred is dependent on future developments, we believe recorded reserves are adequate to cover the future payment of claims. However, it is possible that recorded reserves may not be adequate to cover the future payment of claims. Adjustments, if any, to estimates recorded resulting from ultimate claim payments will be reflected in our consolidated statements of operations and comprehensive income (loss) in the periods in which such adjustments are known. Comprehensive Income (Loss) Comprehensive income (loss) includes all changes in equity during a period except those that resulted from investments by, or distributions to, stockholders. Other comprehensive (loss) income refers to revenues, expenses, gains and losses that, under GAAP, are included in comprehensive income (loss), but excluded from net income (loss) as these amounts are recorded directly as an adjustment to stockholders' deficit. Components of our comprehensive income (loss) include net income (loss) and foreign currency translation adjustments. Foreign currency translation adjustments in fiscal years 2023, 2022 and 2021 were not material. Foreign Currency Translation The functional currency for our wholly owned foreign subsidiaries included in these consolidated financial statements that are domiciled outside of the United States is the applicable local currency. Assets and liabilities of our foreign subsidiaries are translated into United States dollars at the exchange rate in effect on the balance sheet date. Revenues and expenses are translated at the average rate in effect during the period. Unrealized translation gains and losses are recorded as a cumulative translation adjustment, which is included in the consolidated statements of stockholders' deficit as a component of accumulated other comprehensive (loss) income. Adjustments that arise from exchange rate changes on transactions denominated in a currency other than the local currency are included in selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss) as incurred. Share Repurchases We have elected to retire shares repurchased to date. Shares retired become part of the pool of authorized but unissued shares. We have elected to record the purchase price of the retired shares in excess of par value, including transaction costs, directly as an increase in accumulated deficit. 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. For arrangements that contain multiple performance obligations, we allocate the transaction price to each performance obligation on a relative standalone selling price basis. At our retail store locations, we satisfy our performance obligation and recognize revenue at the point in time when a customer takes possession of the merchandise and tenders payment at the point-of-sale register. For e-Commerce sales shipped to a customer from our distribution center, or from a retail store location (ship from store), we satisfy our performance obligation and recognize revenue upon shipment, which is the point in time the customer obtains control of the merchandise after payment has been tendered. Income we receive from customers for shipping and handling is recognized as a component of revenue upon shipment of merchandise to the customer. We satisfy our performance obligation and recognize revenue from e-Commerce sales shipped to a retail store location from our distribution center, or fulfilled from merchandise already located at a retail store location (buy-online-pickup-in-store), at the point in time when the customer retrieves the merchandise from within the retail store location or at a retail store curbside. If a customer earns loyalty program points in connection with the retail store or e-Commerce sales transactions described above, then we have a remaining performance obligation and cannot recognize all the revenue. A portion of the revenue is allocated to the loyalty program points earned during the transaction. We satisfy our performance obligation and recognize revenue allocated to these loyalty program points and the resulting awards at the point in time when the awards are redeemed for merchandise, when we determine that they will not be redeemed, or when the awards and points expire. We satisfy our performance obligation and recognize revenue from gift cards and store merchandise credits at the point in time when the customer presents the gift cards and store merchandise credits for redemption. Gift card breakage is income recognized due to the non-redemption of a portion of gift cards sold by us for which a liability was recorded in prior periods. We recognize estimated gift card breakage over time as a component of net sales in proportion to the pattern of rights exercised by the customer as reflected in actual gift card redemption patterns over the period. Our estimated gift card breakage rate is approximately 4%. While customer redemption patterns result in estimated gift card breakage, changes in our customers’ behavior could impact the amount that ultimately is unused and could affect the amount recognized as a component of net sales. During fiscal years 2023, 2022 and 2021, we recognized $0.9 million, $1.0 million and $1.1 million, respectively, of estimated gift card breakage as a component of net sales. We are required to estimate certain amounts included in a contract or an implied arrangement with a customer which add variability to the transaction price. Under certain conditions, we are obligated to accept customer returns for most of our merchandise. Sales returns reduce the revenue we expect to receive for merchandise and therefore add variability to the transaction price. Based on historical return pattern experience, we reasonably estimate the amount of merchandise expected to be returned and exclude it from revenue. Similarly, losses we bear arising from uncollectible customer credit card payments are recorded as a reduction of revenue as they reduce the revenue we expect to receive for the merchandise. 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. Consequently, we consider our remaining performance obligations to be representative of our contract liability, most of which is not expected to last for more than one year and has therefore been classified as current. Our contract liability balances increase as gift cards and store merchandise credits are purchased and received by the customer; and as loyalty points are earned based on purchase activity and qualifying non-purchase activity. Contract liability balances decrease as gift cards and store merchandise credits are redeemed for merchandise or when we determine that they will not be redeemed; as loyalty points expire or when we determine that they will not be converted into a loyalty award; and as loyalty awards are redeemed for merchandise or expire. Sales taxes collected from customers and remitted directly to governmental authorities are not considered revenue and are excluded from the transaction price. We have an agreement with a third party to provide customers with private label credit cards ("Credit Card Agreement"). Each private label credit card ("PLCC") 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 PLCC program and absorbs the losses associated with non-payment by the PLCC holders and a portion of any fraudulent usage of the accounts. Pursuant to the Credit Card Agreement, we are eligible to receive royalties, profit-sharing and marketing and promotional funds from the third party financing company ("PLCC Funds") based on usage of the PLCCs. These PLCC Funds are recorded as a component of net sales in the consolidated statements of operations and comprehensive income (loss). Cost of Goods Sold Cost of goods sold includes: merchandise costs; freight; inventory shrinkage; payroll expenses associated with the merchandising and distribution departments; distribution center expenses, including rent, common area maintenance ("CAM") charges, real estate taxes, depreciation, utilities, supplies and maintenance; and store occupancy expenses, including rents, CAM charges, heating, ventilation and air conditioning ("HVAC") charges, real estate taxes and depreciation. Vendor Allowances We receive certain allowances from our vendors primarily related to damaged merchandise, markdowns and pricing. Allowances received from vendors related to damaged merchandise and pricing are reflected as a reduction of inventory in the period they are received and allocated to cost of goods sold during the period in which the items are sold. Markdown allowances received from vendors are reflected as reductions to cost of goods sold in the period they are received if the goods have been sold or marked down, or as a reduction of inventory if the goods have not yet been sold. During fiscal years 2023, 2022 and 2021, we received vendor allowances of $3.2 million, $3.8 million and $3.5 million, respectively, substantially all of which were accounted for as a reduction of cost of goods sold. Selling, General and Administrative Expenses Selling, general and administrative expenses include: payroll expenses associated with stores and e-Commerce; store and e-Commerce operating expenses other than store occupancy; store pre-opening costs; credit card processing fees; share-based compensation; and payroll and other expenses associated with headquarters and administrative functions. Marketing Expenses Marketing expenses are expensed as incurred. Costs associated with communicating advertising that has been produced, such as television and webisodes, are recorded in prepaid expenses and other current assets in the consolidated balance sheets and are expensed the first time each advertising event takes place. Marketing expenses include photographic production, television, store and brand marketing and targeted online performance marketing costs such as retargeting, paid search/product listing advertising, and social media advertisements. Store Pre-Opening Costs Costs incurred in connection with the opening of new stores, store remodels or relocations are expensed as incurred. We incurred $2.4 million, $1.2 million and $0.9 million of pre-opening costs in fiscal years 2023, 2022 and 2021, respectively, which are recorded in selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss). Shipping and Handling Costs We classify shipping and handling costs in costs of goods sold in the consolidated statements of operations and comprehensive income (loss). We account for shipping and handling activities that occur after the customer has obtained control of merchandise as a fulfillment cost rather than an additional promised service. Leases We consider an agreement to be or contain a lease if it conveys us as the lessee with the right to control the use of an identified property, plant and equipment asset for a period of time in exchange for consideration. Based on these criteria, we as the lessee have operating lease agreements with lessors for our retail stores, distribution center and headquarter office space; and vehicles and equipment; under primarily non-cancelable leases with terms ranging from approximately one Certain of our operating lease agreements contain one or more options to extend the leases at our sole discretion. However, the periods covered by the options to extend the leases of our retail stores, vehicles and equipment are not recognized as part of the associated right of use ("ROU") assets and lease liabilities, as we are not reasonably certain to exercise the options. The periods covered by the options to extend the leases of our distribution center and headquarter office space are recognized as part of the associated ROU assets and lease liabilities, as we are reasonably certain to exercise the options due to the significant effort and investment it would take to move out of these locations. Some of our operating lease agreements contain options to terminate the lease under certain conditions. The retail space leases provide for rents based upon the greater of the minimum annual rental amounts or a percentage of annual store sales volume. Certain leases provide for increasing minimum annual rental amounts. We consider rents based upon a percentage of annual store sales volume, and other rent-related payments that generally vary because of changes in facts and circumstances (other than due to the passage of time), to be variable lease payments. Variable lease payments associated with retail space leases are recognized as occupancy costs within cost of goods sold in the consolidated statements of operations and comprehensive income (loss) in the period in which the obligation for those payments is incurred. We generally consider all other lease payments to be fixed in nature and the sum of all the discounted remaining fixed payments in the lease terms make up the lease liabilities in our consolidated balance sheet (if the lease terms are longer than 12 months). Our operating lease agreements do not contain any residual value guarantees or restrictive covenants, and we have not entered into any sublease agreements, lease agreements with related parties, or build-to-suit arrangements that may create significant rights and obligations for us. We discount the fixed lease payments that make up the lease liabilities using an incremental borrowing rate ("IBR"), as the rates implicit in our leases are not readily determinable. The IBR is the rate of interest that we would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. The determination of the IBR for each lease term incorporates various inputs and assumptions including our publicly available credit rating, credit spreads of other publicly traded debt issued by companies with a similar credit rating to ours and a risk-free interest rate. All inputs and assumptions and corresponding IBRs are highly subjective. We choose not to separate non-lease components (such as CAM charges and HVAC charges), from lease components (such as fixed minimum rent payments), and instead account for each separate lease component and the non-lease components associated with that lease component as a single lease component. We do not apply Accounting Standards Update ("ASU") 2016-02, Leases , and all related guidance (ASC 842) requirements to leases that have lease terms of 12 months or less upon commencement, and instead recognize short-term lease payments, if applicable, in the consolidated statements of operations and comprehensive income (loss) on a straight-line basis over the lease term. In response to the COVID-19 pandemic, the Financial Accounting Standards Board ("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 did not remeasure the lease liabilities or record a change to the ROU assets for any concessions we received for our retail store leases. Rather, deferred lease payments were recorded to operating lease liabilities until paid and lease concessions were recorded in the period they were negotiated or when the lower lease expense was 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. Income Taxes We account for income taxes using the liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting bases and tax bases of assets and liabilities and are measured using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax asset or liability is expected to be realized or settled. Deferred tax assets are reduced by valuation allowances if we believe it is more likely than not that some portion or the entire deferred tax asset will not be realized. Deferred tax assets and liabilities are measured using the enacted tax rates in effect in the years when those temporary differences are expected to reverse. The effect on deferred taxes from a change in tax rate is recognized through continuing operations in the period that includes the enactment date of the change. Changes in tax laws and rates could affect recorded deferred tax assets and liabilities in the future. We prescribe a recognition threshold and a measurement attribute for the consolidated financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The amount recognized is measured as the largest amount of benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. We include interest and penalties related to uncertain tax positions in income tax expense in the consolidated statements of operations and comprehensive income (loss). The amount of income taxes we pay may be subject to periodic audits by the Internal Revenue Service ("IRS") and other tax |
Accounting Standards
Accounting Standards | 12 Months Ended |
Feb. 03, 2024 | |
Accounting Policies [Abstract] | |
Accounting Standards | Accounting Standards Recently Adopted Accounting Standards in Fiscal Year 2023 We did not adopt any new accounting standards during fiscal year 2023. Accounting Standards Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 will affect reportable segment disclosure requirements, primarily by requiring enhanced disclosures about significant segment expenses on an interim and annual basis. ASU 2023-07 will be effective for us on February 1, 2025, with the option to early adopt at any time prior to the effective date and will require adoption on a retrospective basis. We are currently evaluating the impact of the standard on our financial statements and disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). The ASU includes amendments requiring enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. ASU 2023-09 will be effective for us on February 1, 2025, with the option to early adopt at any time prior to the effective date and will require adoption on either a prospective or retrospective basis. We are currently evaluating the impact of the standard on our financial statements and disclosures. We have considered all other recent accounting pronouncements and have concluded that there are no other recent accounting pronouncements not yet adopted that are applicable to us, based on current information. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Feb. 03, 2024 | |
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): February 3, 2024 January 28, 2023 Prepaid and other information technology expenses $ 10,975 $ 9,048 PLCC Funds receivable 2,759 2,721 Prepaid advertising 389 1,068 Prepaid casualty insurance 2,489 2,557 Other 5,617 4,656 Prepaid expenses and other current assets $ 22,229 $ 20,050 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Feb. 03, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment are summarized as follows (in thousands): February 3, 2024 January 28, 2023 Property and equipment, at cost Leasehold improvements $ 187,114 $ 176,222 Furniture, fixtures and equipment 122,746 115,618 Software and licenses 14,809 14,140 Construction-in-progress 3,241 2,956 327,910 308,936 Less: Accumulated depreciation and amortization (224,394) (195,323) Property and equipment, net $ 103,516 $ 113,613 We recorded depreciation and amortization expense related to our property and equipment in the amounts of $36.5 million, $36.1 million and $35.2 million during fiscal years 2023, 2022 and 2021, respectively. |
Implementation Costs Incurred i
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts | 12 Months Ended |
Feb. 03, 2024 | |
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 Contracts We defer implementation costs incurred in cloud computing arrangements that are service contracts. The short-term portion of deferred implementation costs incurred in cloud computing arrangements that are service contracts are included in prepaid expenses and other current assets in the consolidated balance sheets, while the long-term portion of these deferred costs are included in deposits and other noncurrent assets. Deferred implementation costs incurred in cloud computing arrangements that are service contracts are summarized as follows (in thousands): February 3, 2024 January 28, 2023 Internal use of third party hosted software, gross $ 28,516 $ 16,612 Less: Accumulated amortization (11,360) (6,772) Internal use of third party hosted software, net $ 17,156 $ 9,840 During fiscal years 2023, 2022 and 2021, we amortized approximately $4.6 million, $2.9 million and $1.7 million, respectively, of implementation costs incurred in cloud computing arrangements that are service contracts. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Feb. 03, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Indefinite-lived intangible assets are summarized as follows (in thousands): February 3, 2024 January 28, 2023 Gross Accumulated Net Book Gross Accumulated Net Book Indefinite-lived intangible assets: Trade name $ 8,400 $ — $ 8,400 $ 8,400 $ — $ 8,400 Total $ 8,400 $ — $ 8,400 $ 8,400 $ — $ 8,400 We performed our annual impairment assessment of our trade name at the end of the third quarter of fiscal year 2023. We performed a qualitative assessment and determined that it is not more likely than not that the fair value of our trade name is less than its carrying value, which indicated there was no impairment. |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 12 Months Ended |
Feb. 03, 2024 | |
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): February 3, 2024 January 28, 2023 Accrued inventory-in-transit $ 23,227 $ 20,878 Accrued payroll and related expenses 13,780 20,232 Accrued loyalty program 12,526 13,389 Gift cards 12,974 12,300 Accrued sales return allowance 6,018 6,562 Accrued freight 5,470 5,840 Accrued marketing 3,862 4,103 Accrued sales and use tax 3,354 3,666 Accrued lease costs 3,306 3,593 Accrued self-insurance liabilities 3,313 2,853 Accrued purchases of property and equipment 3,121 2,825 Deferred revenue 1,949 1,471 Term loan interest payable 3,548 188 Other 11,302 10,947 Accrued and other current liabilities $ 107,750 $ 108,847 |
Leases
Leases | 12 Months Ended |
Feb. 03, 2024 | |
Leases [Abstract] | |
Leases | Leases Our lease costs reflected in the tables below include minimum base rents, CAM charges and HVAC 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 consolidated statements of operations and comprehensive income (loss). Our lease costs consisted of the following (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Operating (fixed) lease cost $ 54,446 $ 52,940 $ 50,446 Short-term lease cost 143 186 82 Variable lease cost 19,147 17,951 20,655 Total lease cost $ 73,736 $ 71,077 $ 71,183 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 did not remeasure the lease liabilities or record a change to the ROU assets for any concessions we received for our retail store leases. Rather, deferred lease payments were recorded to operating lease liabilities until paid and lease concessions were recorded in the period they were negotiated or when the lower lease expense was 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 during fiscal years 2023 and 2022 were not material. During fiscal years 2023 and 2022, we did not record any reduction to lease costs as a result of negotiated lease concessions. During fiscal year 2021, we recorded reductions to lease costs of $1.3 million as a result of negotiated lease concessions. A maturity analysis of our operating lease liabilities, for lease terms that include periods covered by options to extend some of our leases that we are reasonably certain of being executed, for each of the next five years and thereafter, reconciled to our operating lease liabilities recognized in the consolidated balance sheet as of February 3, 2024, is as follows (in thousands): Fiscal Year 2024 $ 55,250 2025 50,714 2026 39,351 2027 29,299 2028 21,015 Thereafter 47,464 Total operating lease liabilities $ 243,093 Less: Imputed interest (44,508) Total operating lease liabilities $ 198,585 Less: Current portion of operating lease liabilities (42,760) Noncurrent operating lease liabilities $ 155,825 Other supplementary information related to our leases is reflected in the table below (in thousands except lease term and discount rate data): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows for operating leases $ 61,360 $ 58,050 $ 59,066 Right-of-use assets obtained in exchange for new operating lease liabilities $ 25,822 $ 19,113 $ 11,912 (Increase) decrease in right-of-use assets resulting from operating lease modifications or remeasurements $ (837) $ 9,007 $ 5,190 Weighted average remaining lease term - operating leases 6 years 6 years 6 years Weighted average discount rate - operating leases 7 % 6 % 6 % |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Feb. 03, 2024 | |
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): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Apparel $ 1,024,501 $ 1,119,336 $ 1,169,668 Non-apparel 93,462 134,800 109,126 Other 33,982 34,008 18,477 Total net sales $ 1,151,945 $ 1,288,144 $ 1,297,271 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. Amounts within Other represent PLCC Funds received. During fiscal years 2023, 2022 and 2021, e-Commerce penetration of total net sales was 59%, 61% and 63%, respectively. Contract Liabilities During fiscal year 2023, we recognized revenue of $10.2 million and $6.0 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2023. During fiscal year 2022, we recognized revenue of $12.2 million and $6.3 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2022. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Feb. 03, 2024 | |
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 provided us (or caused 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 was three years, unless we or Hot Topic extended the agreement, or we terminated the agreement (or certain services under the agreement). In connection with the Reverse Services Agreement (as defined below), 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. Effective April 30, 2023, we entered into a second amendment to the Amended and Restated Services Agreement ("Second Amendment to Amended and Restated Services Agreement") with Hot Topic, under which Hot Topic will continue to provide us (or cause applicable third parties to provide) real estate leasing and construction management services. The Second Amendment to Amended and Restated Services Agreement will terminate on April 6, 2024. 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. During fiscal years 2023 and 2022, Hot Topic charged us $2.0 million and $2.4 million, respectively, for various services under the applicable service agreements, all of which were recorded as components of selling, general and administrative expenses. During fiscal year 2021, Hot Topic charged us $7.5 million, for these services, of which $4.9 million was recorded as a component of cost of goods sold, and the remaining $2.6 million was charged to selling, general and administrative expenses. As of February 3, 2024 and January 28, 2023, we owed $0.2 million and $0.2 million, respectively, to Hot Topic for these services. On August 1, 2019, we entered into a services agreement ("Reverse Services Agreement") with Hot Topic, under which Torrid provided Hot Topic with certain information technology services. The term of the Reverse Services Agreement was three years, unless we or Hot Topic extended the agreement, or Hot Topic terminated the agreement. Torrid provided Hot Topic with the specified information technology services at no cost for the first three years of the Reverse Services Agreement, however Hot Topic bore certain capital and operating expenses that it incurred. Costs incurred in connection with providing the specified information technology services to Hot Topic were expensed as incurred in our consolidated statements of operations and comprehensive income (loss). During fiscal years 2022 and 2021, we incurred costs of $1.6 million and $3.4 million, respectively, in connection with providing these information technology services to Hot Topic. On July 31, 2022, we entered into a first amendment to the Reverse Services Agreement ("Amended Reverse Services Agreement") with Hot Topic, under which Torrid provided Hot Topic with certain information technology services for a fixed fee. The term of the Amended Reverse Services Agreement was two months while both parties negotiated a longer-term amendment to the Reverse Services Agreement with modified terms and conditions. On September 30, 2022, we entered into a second amendment to the Reverse Services Agreement ("Second Amended Reverse Services Agreement") with Hot Topic, under which Torrid provided Hot Topic with certain information technology services for a fixed fee. The term of the Second Amended Reverse Services Agreement was two months while both parties negotiated a longer-term amendment to the Reverse Services Agreement with modified terms and conditions. Effective December 1, 2022, we entered into a third amendment to the Reverse Services Agreement ("Third Amended Reverse Services Agreement") with Hot Topic, under which Torrid provided Hot Topic with certain information technology services for a fixed fee. The term of the Third Amended Reverse Services Agreement was 17 months unless we and Hot Topic mutually agreed to extend the agreement, or we or Hot Topic terminated the agreement (or certain services under the agreement), upon written notice. Effective January 1, 2024, we entered into a fourth amendment to the Reverse Services Agreement ("Fourth Amended Reverse Services Agreement") with Hot Topic, which amends the Third Amended Reverse Services Agreement solely to amend certain pricing information. The term of the Fourth Amended Reverse Services Agreement ends on May 4, 2024, unless we and Hot Topic mutually agree to extend the agreement, or we or Hot Topic terminate the agreement (or certain services under the agreement), upon written notice. During fiscal years 2023 and 2022, we charged Hot Topic $1.7 million and $1.0 million, respectively, for these services and as of February 3, 2024 and January 28, 2023, Hot Topic owed us $0.1 million and $0.1 million, respectively, 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 February 3, 2024 and January 28, 2023, the net amount we owed Hot Topic for these expenses was $0.4 million and $1.1 million, respectively, which is included in due to related parties in our consolidated balance sheets. 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 fiscal years 2023 and 2022, there were no amounts due and during fiscal years 2023, 2022 and 2021, no amounts were paid under this agreement. From time to time, we reimburse Sycamore for certain management expenses it pays on our behalf. As of February 3, 2024 and as of January 28, 2023, there were no amounts due. During fiscal years 2023 and 2022, the reimbursements we made to Sycamore for such expenses were not material. During fiscal year 2021 , the reimbursements we made to Sycamore for such expenses were $0.7 million. Other Related Party Transactions MGF Sourcing US, LLC, an entity indirectly controlled by affiliates of Sycamore, is one of our suppliers. During fiscal years 2023, 2022 and 2021, cost of goods sold included $56.5 million, $70.0 million and $55.4 million, respectively, related to the sale of merchandise purchased from this supplier. Purchases from this supplier accounted for approximately 10% , 15% and 11% of total net purchases in fiscal years 2023, 2022 and 2021, respectively. As of February 3, 2024 and January 28, 2023, the net amounts we owed MGF Sourcing US, LLC for these purchases were $8.9 million and $11.6 million, respectively. This liability is included in due to related parties in our consolidated balance sheets. HU Merchandising, LLC, a subsidiary of Hot Topic, is one of our suppliers. During fiscal years 2023, 2022 and 2021, cost of goods sold included $0.3 million, $0.5 million and $0.7 million, respectively, related to the sale of merchandise purchased from this supplier. As of February 3, 2024, the amount due was not material. As of January 28, 2023, there was no amount due. Staples, Inc., an entity indirectly controlled by affiliates of Sycamore, is one of our suppliers. During fiscal years 2023, 2022 and 2021, purchases from this supplier were not material. As of February 3, 2024 and January 28, 2023, amounts due to this supplier 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 | 12 Months Ended |
Feb. 03, 2024 | |
Debt Disclosure [Abstract] | |
Debt Financing Arrangements | Debt Financing Arrangements Our debt financing arrangements consist of the following (in thousands): February 3, 2024 January 28, 2023 Existing ABL Facility, as amended $ 7,270 $ 8,380 Term loan New Term Loan Credit Agreement 310,625 328,125 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 (4,572) (5,928) Total term loan outstanding, net of unamortized original issue discount and debt financing costs 304,697 320,841 Less: current portion of term loan, net of unamortized original issue discount and debt financing costs (16,144) (16,144) Total term loan, net of current portion and unamortized original issue discount and debt financing costs $ 288,553 $ 304,697 Fixed mandatory principal repayments due on the outstanding term loan are as follows as of February 3, 2024 (in thousands): Fiscal Year 2024 17,500 2025 17,500 2026 17,500 2027 17,500 2028 240,625 $ 310,625 New Term Loan Credit Agreement On June 14, 2021, we entered into a term loan credit agreement (the "New Term Loan Credit Agreement") among Bank of America, N.A., as agent, and the lenders party thereto. On May 24, 2023, we entered into an amendment to the New Term Loan Credit Agreement (the "1st Amendment to the New Term Loan Credit Agreement"). The 1st Amendment to the New Term Loan Credit Agreement replaced the London Interbank Offered Rate ("LIBOR") interest rate benchmark with the Secured Overnight Financing Rate ("SOFR") benchmark. All other material terms of the New Term Loan Credit Agreement remained substantially the same after giving effect to the 1st Amendment to the New Term Loan Credit Agreement. In March 2020 and January 2021, the FASB issued ASUs 2020-04, Reference Rate Reform (Topic 848)—Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04") and 2021-01, Reference Rate Reform (Topic 848): Scope ("ASU 2021-01"), respectively. ASU 2020-04 and ASU 2021-01 include practical expedients which provide entities the option to account for qualifying amendments as if the modification was not substantial in accordance with Accounting Standards Codification ("ASC") 470, Debt . We elected this option, accordingly, the 1st Amendment to the New Term Loan Credit Agreement did not have a material impact on our consolidated financial statements. The New Term Loan Credit Agreement provides for term loans in an initial aggregate amount of $350.0 million ("Principal"), 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 $346.5 million proceeds of the New Term Loan Credit Agreement, net of OID, were used to (i) repay and terminate the Amended Term Loan Credit Agreement (as defined below); (ii) make a $131.7 million distribution to the direct and indirect holders of our equity interests; and (iii) pay for financing costs associated with the New Term Loan Credit Agreement. Loans made pursuant to the New Term Loan Credit Agreement bear interest at an annual rate equal to, at our option, either (a) a base rate determined by reference to the highest of (1) the prime rate quoted by The Wall Street Journal, (2) the federal funds effective rate plus 0.50% and (3) a SOFR rate for an interest period of one month, plus 1.00% (in each case, subject to a floor of 1.75%); or (b) at a SOFR rate for the interest period relevant to such borrowing (subject to a floor of 0.75%), in each case plus an applicable margin of 5.50% for SOFR borrowings and 4.50% for base rate borrowings. If we elect the SOFR rate, interest is due and payable on the last day of each interest period, unless an interest period exceeds three months, then the respective dates that fall every three months after the beginning of the interest period shall also be interest payment dates. If we elect the Base rate loan, interest is due and payable the last day of each calendar quarter. The elected interest rate at the end of fiscal year 2023 was approximately 11% . In addition to paying interest on the outstanding Principal under the New Term Loan Credit Agreement, we are required to make fixed mandatory repayments of the Principal on the last business day of each fiscal quarter until maturity commencing with the second full fiscal quarter following the closing date ("Repayment"). For each of the fiscal quarters until the maturity date and starting with the fourth fiscal quarter of 2021, Repayments represent 1.25% of the Principal, reduced as a result of the application of prior Prepayments, as defined below. Under the New Term Loan Credit Agreement, we are also required to make variable mandatory prepayments of the Principal, under certain conditions as described below, approximately 102 days after the end of each fiscal year (each, a "Prepayment"). Prepayments, if applicable, commence at the end of fiscal year 2022 and represent between 0% and 50% (depending on our first lien net leverage ratio) of Excess Cash Flow (as defined in the New Term Loan Credit Agreement) in excess of $10.0 million, minus prepayments of Principal, the Existing ABL Facility, as amended (to the extent accompanied by a permanent reduction in the commitments thereunder) and certain other specified indebtedness and amounts in connection with certain other enumerated items. As of February 3, 2024, we did not meet the Excess Cash Flow threshold to require a Prepayment. In addition to mandatory Repayment and Prepayment obligations, we may at our option, prepay a portion of the outstanding Principal ("Optional Prepayment"). If we made Optional Prepayments before June 14, 2023, we would have been subject to penalties ranging from 1.00% to 2.00% of the aggregate principal amount. All of Torrid LLC’s existing domestic subsidiaries and Torrid Intermediate LLC unconditionally guarantee all obligations under the New Term Loan Credit Agreement. Substantially all of the assets of Torrid LLC, Torrid LLC’s existing subsidiaries and Torrid Intermediate LLC will secure all such obligations and the guarantees of those obligations, subject to certain exceptions. The New Term Loan Credit Agreement also contains a number of covenants that, among other things and subject to certain exceptions, will restrict our ability and the ability of our subsidiaries to: create, incur or assume liens on our assets or property; incur additional indebtedness; issue preferred or disqualified stock; consolidate or merge; sell assets; pay dividends or make distributions, make investments, or engage in transactions with our affiliates. As of the end of fiscal years 2023 and 2022, we were compliant with our financial covenants under the New Term Loan Credit Agreement. As of the end of fiscal year 2023, the fair value of the New Term Loan Credit Agreement was approximately $259.4 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 20—Fair Value Measurements"). As of the end of fiscal year 2023, total borrowings, net of OID and financing costs, of $304.7 million remain outstanding under the New Term Loan Credit Agreement. During fiscal year 2023, we recognized $36.1 million of interest expense and $1.4 million of OID and financing costs related to the New Term Loan Credit Agreement. During fiscal year 2022, we recognized $26.3 million of interest expense and $1.4 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 consolidated balance sheets. We recognize interest payments, together with amortization of the OID and financing costs, in interest expense in our consolidated statements of operations and comprehensive income (loss). 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 Total Net Leverage Ratio (as defined below) 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 OID 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. The $257.1 million proceeds of the Term Loan Credit Agreement, net of OID, were used to i) purchase $213.2 million of senior participating preferred stock from Hot Topic’s parent, HT Intermediate Holdings Corp. for which we subsequently received a promissory note receivable in exchange from our parent; ii) purchase certain information technology assets from Hot Topic for $29.5 million; iii) make a $10.0 million distribution to Torrid Holding LLC; and iv) pay for financing costs associated with the Term Loan Credit Agreement. Loans made pursuant to the Amended Term Loan Credit Agreement bore interest at an annual rate equal to, at our option, either (a) a base rate determined by reference to the highest of (1) the prime rate quoted by The Wall Street Journal, (2) the federal funds effective rate plus 0.50% and (3) a LIBOR rate for an interest period of one month, plus 1.00% or (b) at a LIBOR rate for the interest period relevant to such borrowing, in each case plus an applicable margin of either 6.75% or 7.00% for LIBOR borrowings and either 5.75% or 6.00% for base rate borrowings, in each case, based upon our total net leverage ratio as of the relevant testing date. If we elected the LIBOR rate, interest was due and payable on the last day of each interest period, unless an interest period exceeded three months, then the respective dates that fell every three months after the beginning of the interest period would also be interest payment dates. If we elected the Base rate loan, interest was due and payable the last day of each fiscal quarter. In addition to paying interest on the outstanding Principal under the Amended Term Loan Credit Agreement, we were required to make fixed mandatory repayments of the Principal on the last business day of each fiscal quarter until maturity ("Amended Term Loan Credit Agreement Repayment"). Amended Term Loan Credit Agreement Repayments for the first four fiscal quarters, starting in the third quarter of fiscal year 2019, represented 0.75% of the Amended Term Loan Credit Agreement Principal, reduced as a result of the application of prior Amended Term Loan Credit Agreement Prepayments (as defined below). For each of the eight fiscal quarters thereafter, Amended Term Loan Credit Agreement Repayments represented 1.25% of the Amended Term Loan Credit Agreement Principal, reduced as a result of the application of prior Amended Term Loan Credit Agreement Prepayments (as defined below). For each of the 10 fiscal quarters thereafter until the maturity date, Amended Term Loan Credit Agreement Repayments represented 1.875% of the Amended Term Loan Credit Agreement Principal, reduced as a result of the application of prior Amended Term Loan Credit Agreement Prepayments (as defined below). Under the Amended Term Loan Credit Agreement, we were also required to make variable mandatory prepayments of the Amended Term Loan Credit Agreement Principal, under certain conditions as described below, approximately 102 days after the end of each fiscal year (each, an "Amended Term Loan Credit Agreement Prepayment"). Amended Term Loan Credit Agreement Prepayments, if applicable, commenced at the end of fiscal year 2018 and represented between 25% and 75% (depending on our first lien net leverage ratio) of Excess Cash Flow (as defined in the Amended Term Loan Credit Agreement) in excess of $2.0 million, minus prepayments of Amended Term Loan Credit Agreement Principal, the Existing ABL Facility, as amended (as defined below), (to the extent accompanied by a permanent reduction in the commitments thereunder) and certain other specified indebtedness and amounts in connection with certain other enumerated items. All of Torrid LLC’s existing domestic subsidiaries and Torrid Intermediate LLC unconditionally guaranteed all obligations under the Amended Term Loan Credit Agreement. Substantially all of the assets of Torrid LLC, Torrid LLC’s existing subsidiaries and Torrid Intermediate LLC secured all such obligations and the guarantees of those obligations, subject to certain exceptions. Our borrowings under the Amended Term Loan Credit Agreement were subject to a financial covenant that required us to maintain a maximum ratio of our total debt to EBITDA (as defined in the Amended Term Loan Credit Agreement) ("Total Net Leverage Ratio"). The maximum ratio was 3.60 for the quarter ended November 2, 2019, 3.35 for the quarters ended February 1, 2020, May 2, 2020, and August 1, 2020, 3.10 for the quarter ended October 31, 2020, 2.50 for the quarter ended January 30, 2021, 2.35 for the quarter ended May 1, 2021, 2.10 for the quarters ended July 31, 2021 and October 30, 2021, and 1.85 for all quarters thereafter. The Amended Term Loan Credit Agreement amended the definition of total debt used in the Total Net Leverage Ratio calculation for the quarters ended October 31, 2020, January 30, 2021, May 1, 2021 and July 31, 2021. The amended definition of total debt permitted us to exclude indebtedness associated with our Existing ABL Facility, as amended, through the quarter ended October 31, 2020, removed the $20.0 million cap from the amount of cash and cash equivalents on-hand that we were permitted to net against our total debt for purposes of the ratio calculation through the quarter ended January 30, 2021, and raised the $20.0 million cap to $40.0 million and $30.0 million for the quarters ended May 1, 2021 and July 31, 2021, respectively, before reverting to $20.0 million for all quarters thereafter. The Amended Term Loan Credit Agreement contained a limitation on our capital expenditures paid in cash in any fiscal year and such expenditures could not exceed 37.5% of prior year Adjusted EBITDA (as defined by the Amended Term Loan Credit Agreement). If the amount of our capital expenditures paid in cash in any fiscal year was less than the 37.5% threshold, 50% of the difference was to be automatically applied to increase the maximum threshold in the next fiscal year. The Amended Term Loan Credit Agreement also contained a number of other covenants that, among other things and subject to certain exceptions, would restrict our ability and the ability of our subsidiaries to: create, incur or assume liens on our assets or property; incur additional indebtedness; make capital expenditures; issue preferred or disqualified stock; incur hedging obligations; consolidate or merge; sell assets; pay dividends or make distributions, make investments or engage in transactions with our affiliates. During fiscal year 2021, we recognized $8.2 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 five and a half-year term and were reflected as a direct deduction of the face amount of the term loan in our 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 recognized interest payments, together with amortization of the OID and financing costs, in interest expense in our consolidated statements of operations and comprehensive income (loss). 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 "1 st Amendment"). The 1 st 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 "2 nd Amendment"). The 2 nd 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. On April 21, 2023, we entered into a fourth amendment to the Existing ABL Facility (the "4th Amendment"). The 4th Amendment replaced the LIBOR interest rate benchmark with the SOFR benchmark. All other material terms of the Existing ABL Facility, as amended, remained substantially the same after giving effect to the 4th Amendment. We elected to apply the practical expedients included in ASU 2020-04 and 2021-01, accordingly, the 4th Amendment did not have a material impact on our consolidated financial statements. The borrowing base for the Existing ABL Facility, as amended, at any time equals the sum of 90% of eligible credit card receivables, plus 90% of the appraised net orderly liquidation value of eligible inventory and eligible in-transit inventory multiplied by the cost of such eligible inventory and eligible in-transit inventory (to be increased to 92.5% during the period beginning on September 1 of each year and ending on December 31 of each year). The Existing ABL Facility, as amended, includes borrowing capacity for letters of credit and for borrowings on same-day notice, referred to as Swing Line Loans, and is available in U.S. dollars. Under the Existing ABL Facility, as amended, we have the right to request up to $50.0 million of additional commitments plus the aggregate principal amount of any permanent principal reductions we may take plus the amount by which the borrowing base exceeds the aggregate commitments (subject to customary conditions precedent). The lenders under this facility are not under any obligation to provide any such additional commitments, and any increase in commitments is subject to customary conditions precedent. If we were to request any such additional commitments and the existing lenders or new lenders were to agree to provide such commitments, the size of the Existing ABL Facility, as amended, could increase to up to $200.0 million, but our ability to borrow under this facility would still be limited by the amount of the borrowing base. Borrowings under the Existing ABL Facility, as amended, bear interest at an annual rate equal to, at our option, either (a) a base rate determined by reference to the highest of (1) the prime rate of Bank of America, N.A., (2) the federal funds effective rate plus 0.50% and (3) a SOFR rate for an interest period of one month adjusted for certain costs, plus 1.00%, in each case, plus an applicable margin that ranges from 0.25% to 0.75% based on average daily availability; or (b) at a SOFR rate for the interest period relevant to such borrowing adjusted for certain costs ("Adjusted SOFR"), in each case plus an applicable margin that ranges from 1.25% to 1.75%, based on average daily availability. As of the end of fiscal year 2023, the applicable interest rate for borrowings under the Existing ABL Facility, as amended, was approximately 9% per annum. If we elect the SOFR rate, interest is due and payable on the last day of each interest period, unless an interest period exceeds three months, then the respective dates that fall every three months after the beginning of the interest period shall also be interest payment dates. If we elect the base rate (including a Swing Line Loan), interest is due and payable on the first business day of each month and on the maturity date. In addition to paying interest on outstanding principal under the Existing ABL Facility, as amended, we are required to pay a commitment fee in respect of unutilized commitments. The commitment fee ranges between 0.25% and 0.375% per annum of unutilized commitments and will be subject to adjustment each fiscal quarter based on the amount of unutilized commitments during the immediately preceding fiscal quarter. We must also pay customary letter of credit fees and agent fees. If at any time the aggregate amount of outstanding loans, unreimbursed letter of credit drawings and undrawn letters of credit under the Existing ABL Facility, as amended, exceeds the lesser of (a) the commitment amount and (b) the borrowing base, we will be required to repay outstanding loans and/or cash collateralize letters of credit in an aggregate amount equal to such excess, with no reduction of the commitment amount. We may voluntarily reduce the unused portion of the commitment amount and repay outstanding loans at any time. Prepayment of the loans may be made without premium or penalty other than customary “breakage” costs with respect to SOFR loans. All obligations under the Existing ABL Facility, as amended, are unconditionally guaranteed by substantially all of Torrid Intermediate LLC’s existing majority-owned domestic subsidiaries and will be required to be guaranteed by certain of Torrid Intermediate LLC’s future domestic majority-owned subsidiaries. All obligations under the Existing ABL Facility, as amended, and the guarantees of those obligations, will be secured, subject to certain exceptions, by substantially all of Torrid Intermediate LLC’s assets. The Existing ABL Facility, as amended, requires us to maintain a fixed charge coverage ratio of at least 1.00 to 1.00 if we fail to maintain Specified Availability (as defined by the Existing ABL Facility, as amended) of at least the greater of 10% of the Loan Cap, as defined by the Existing ABL Facility, as amended, and $7.0 million. The Existing ABL Facility, as amended, contains a number of other covenants that, among other things and subject to certain exceptions, will restrict our ability and the ability of our subsidiaries to: incur additional indebtedness; pay dividends on our capital stock or redeem, repurchase or retire our capital stock or our other indebtedness; make investments, loans and acquisitions; engage in transactions with our affiliates; sell assets, including capital stock of our subsidiaries; alter the business we conduct; consolidate or merge; and incur liens. As of the end of fiscal years 2023 and 2022, we were compliant with our debt covenants under the Existing ABL Facility, as amended. The Existing ABL Facility, as amended, specifically restricts dividends and distributions, aside from amounts to cover ordinary operating expenses and taxes, between our subsidiaries and to us. However, dividends and distributions are permitted at any time that either (1) availability under the Existing ABL Facility, as amended, is equal to or greater than 15% of the maximum borrowing amount on a pro forma basis and we are pro forma compliant with a 1.00 to 1.00 fixed charge coverage ratio or (2) availability under the Existing ABL Facility, as amended, is equal to or greater than 20% of the maximum borrowing amount on a pro forma basis. As of the end of fiscal years 2023 and 2022, the maximum restricted payments utilizing the Existing ABL Facility, as amended, that our subsidiaries could make from its net assets were $103.2 million and $127.5 million, respectively. We consider the carrying amounts of the Existing ABL Facility, as amended, to approximate fair value because it is carried at a market observable interest rate that resets periodically and is categorized as Level 2 in the fair value hierarchy. Availability under the Existing ABL Facility, as amended, at the end of fiscal year 2023 was $102.7 million, which reflects borrowings of $7.3 million. Availability under the Existing ABL Facility, as amended, at the end of fiscal year 2022 was $134.2 million, which reflects borrowings of $8.4 million. Standby letters of credit issued and outstanding were $11.4 million and $7.4 million at the end of fiscal years 2023 and 2022, respectively. 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 consolidated balance sheets. During fiscal years 2023 and 2022, we amortized financing costs of $0.2 million in each period. During fiscal year 2021, we amortized financing costs of $0.1 million. During fiscal years 2023, 2022 and 2021, interest payments were $1.6 million, $1.8 million and $0.6 million, respectively. We recognize amortization of financing costs and interest payments for the revolving credit facilities in interest expense in our consolidated statements of operations and comprehensive income (loss). |
Income Taxes
Income Taxes | 12 Months Ended |
Feb. 03, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income Before Provision for Income Taxes The domestic and foreign income before provision for income taxes during fiscal years 2023, 2022 and 2021 is as follows (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Domestic $ 17,604 $ 69,273 $ 15,010 Foreign 431 2,409 819 Income before provision $ 18,035 $ 71,682 $ 15,829 Provision for Income Taxes The composition of the provision for income taxes during fiscal years 2023, 2022 and 2021 is as follows (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Current: Federal $ 9,108 $ 14,442 $ 36,410 State 2,795 4,693 8,051 Foreign 186 487 — $ 12,089 $ 19,622 $ 44,461 Deferred: Federal $ (5,193) $ 1,632 $ 785 State (513) 4 305 Foreign 33 215 222 (5,673) 1,851 1,312 Total income tax provision $ 6,416 $ 21,473 $ 45,773 Significant components of our deferred tax assets and liabilities are as follows (in thousands): February 3, 2024 January 28, 2023 Deferred tax assets (liabilities): Inventory $ 1,254 $ 1,671 Loyalty reserve 3,318 3,562 Accrued bonus 250 227 Deferred rent 474 695 Deferred compensation 1,344 1,046 Lease liability 45,308 52,113 Equity based compensation 1,355 721 Other deferred tax assets 9,233 5,160 ROU assets (38,053) (43,950) Intangible assets (2,062) (2,069) Depreciation (11,877) (14,367) Other deferred tax liabilities (1,863) (1,799) Total net deferred tax assets $ 8,681 $ 3,010 A reconciliation of the provision for income taxes to the statutory tax rate is as follows: Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Statutory federal rate 21.0 % 21.0 % 21.0 % State and local taxes, net of federal benefit 10.9 5.3 35.5 Share-based compensation 5.1 2.1 202.9 Liability for uncertain tax positions (1.5) (0.2) 9.4 Information technology services charge — 0.4 4.5 Non-deductible IPO transaction costs — — 11.0 Limitation on Section 162(m) officers 0.5 1.3 5.8 Foreign derived intangible income (0.3) (0.2) (2.0) Other differences, net (0.1) 0.3 1.1 Effective income tax rate 35.6 % 30.0 % 289.2 % The effective tax rate in each fiscal year reflects non-deductible and non-taxable fair market value adjustments to the share-based compensation expense, for which there is no associated income tax benefit or expense. The unconventional effective tax rate in fiscal year 2021 is primarily due to the increase in the amount of non-deductible items associated with share-based compensation, relative to income before provision for income taxes for fiscal year 2021. The increase in the amount of non-taxable items associated with share-based compensation during fiscal year 2021 was driven by the $111.4 million remeasurement adjustment 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. Please refer to "Note 14—Share-Based Compensation" for further discussion regarding the $111.4 million remeasurement adjustment. Excess tax benefits or detriments associated with share-based payment awards are recognized as income tax benefits or expense in the consolidated statements of operations and comprehensive income (loss). The tax effects of exercised or vested awards are treated as discrete items in the reporting period in which they occur. The income tax detriment resulting from share-based awards was $0.9 million for fiscal year 2023 and is reflected as an increase to the income tax provision. As of the end of fiscal year 2023, we had accumulated undistributed earnings and profits of our foreign subsidiary of approximately $8.9 million. We continue to treat undistributed earnings of our foreign subsidiary as indefinitely reinvested according to our current operating plans and no deferred tax liability has been recorded for potential future taxes related to such earnings. According to current tax law, any future dividends paid from our foreign subsidiary will not be subject to income tax in the United States, except for withholding taxes and state taxes, which are not material. We have made a determination on our accounting policy choice to treat taxes related to GILTI as a period cost. 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. On August 16, 2022, the Inflation Reduction Act of 2022 (the "IR Act") was enacted to reduce inflation and promote clean energy in the United States. Among other things, the IR Act introduced a 15% alternative minimum tax based on the adjusted financial statement income of corporations or their predecessors with a three-year taxable year average annual adjusted financial statement income in excess of $1 billion and imposes a 1% excise tax on the fair market value of stock repurchases made by covered corporations after December 31, 2022. In addition, the current administration has announced a proposal to increase such excise tax to 4%. The IR Act also includes provisions intended to mitigate climate change by, among others, providing tax credit incentives for reductions in greenhouse gas emissions. We have considered the applicable ARPA and IR Act tax law changes in our tax provision for the year ended February 3, 2024, 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 fiscal year 2023, the total liability for income taxes associated with unrecognized tax benefits, including interest and penalties, was $2.5 million ($2.1 million, net of federal benefit). As of the end of fiscal year 2022, the total liability for income taxes associated with unrecognized tax benefits, including interest and penalties, was $3.8 million ($3.3 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 $0.4 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. The following table reconciles the amount recorded for the liability for income taxes associated with unrecognized tax benefits as of the end of fiscal years 2023, 2022 and 2021 (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Unrecognized tax benefits at the beginning of the fiscal year $ 2,996 $ 3,293 $ 2,187 (Reductions) additions: Tax positions related to the current period — 59 1,431 Tax positions related to the prior period 104 (116) (155) Tax positions settled or statute of limitations lapsed (1,175) (240) (170) Unrecognized tax benefits at the end of the fiscal year $ 1,925 $ 2,996 $ 3,293 Our continuing practice is to recognize interest and penalties related to unrecognized tax benefits as a tax expense. In fiscal years 2023, 2022 and 2021, tax expense related to interest and penalties was $0.6 million, $0.8 million and $0.5 million, respectively. We operate stores throughout the United States, Puerto Rico and Canada, and as a result, we file income tax returns in the United States federal jurisdiction and various state, local and foreign jurisdictions. In the normal course of business, we are subject to examination by taxing authorities. The federal statute of limitations period is three years and most states follow this limitations period with few exceptions. Consequently, tax years between 2019 and 2021 are open for examination. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Feb. 03, 2024 | |
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): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Restricted stock units $ 2,405 $ 1,818 $ 4,040 Restricted stock awards 2,018 6,304 3,864 Performance-based restricted stock units 711 568 — Stock options 1,537 972 514 Restricted cash units 1,209 — — Employee stock purchase plan 162 318 170 Remeasurement adjustments for incentive units — — 151,166 Share-based compensation expense before income taxes 8,042 9,980 159,754 Income tax detriment 923 340 293 Net share-based compensation expense $ 8,965 $ 10,320 $ 160,047 On June 22, 2021, in connection with our IPO, our 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") including performance-based restricted stock units ("PSUs"), 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 fiscal year 2023, 10,687,500 shares were authorized for issuance under the 2021 LTIP. On June 22, 2021, in connection with our IPO, our 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 fiscal year 2023, 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 consolidated statements of operations and comprehensive income (loss). The share-based compensation expense and related capital contribution are reflected in our 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 our 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 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 judgment. 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 consolidated statements of operations and comprehensive income (loss). During fiscal year 2021, we recognized share-based compensation expense of $159.8 million, primarily due to an increase in the Torrid Holding LLC equity value. 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. In general, RSUs vest in equal installments each year over 4 years. 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. PSUs are awarded to certain employees, non-employee directors and consultants and entitle the grantee to receive shares of common stock based on the achievement of various company performance targets and market conditions. In general, PSUs vest in equal installments over a three-year period subject to the achievement of the performance targets or market conditions. RSU activity, including IPO Awards and PSUs, under the 2021 LTIP consists of the following (in thousands except per share amounts): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Shares Weighted average grant date value per share Shares Weighted average grant date value per share Shares Weighted average grant date value per share Nonvested at the beginning of the fiscal year 1,386 $ 6.55 278 $ 26.75 — Granted 1,312 $ 3.13 1,371 $ 5.07 392 $ 26.82 Vested (249) $ 8.57 (66) $ 25.65 (105) $ 27.00 Forfeited (496) $ 5.98 (197) $ 18.07 (9) $ 27.00 Nonvested at the end of the fiscal year 1,953 $ 4.14 1,386 $ 6.55 278 $ 26.75 As of the end of fiscal year 2023, unrecognized compensation expense related to unvested RSUs, including PSUs, was $5.6 million, which is expected to be recognized over a weighted average period of approximately 2.4 years. The total vesting date fair value of RSUs which vested during fiscal years 2023, 2022 and 2021 was $9.7 million, $0.3 million and $2.6 million, respectively. The weighted average grant date fair value of the PSUs was estimated at the grant date using a Monte Carlo simulation following a Geometric Brownian Motion with the following weighted average assumptions: Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Dividend yield — % — % — % Expected volatility (1) 68.4 % 70.7 % — % Risk-free interest rate (2) 3.8 % 3.2 % — % Expected term (3) 3.00 years 3.00 years Grant date fair value per share $ 1.66 $ 4.15 $ — (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 PSUs. (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 PSUs. (3) The expected term of the PSUs represents the time period from the grant date and the full vesting date. Restricted Stock Awards Restricted stock awards ("RSAs") are awarded to certain employees, non-employee directors and consultants, subject to the employee's continued employment or service as a director or consultant. RSAs 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. RSA activity under the 2021 LTIP consists of the following (in thousands except per share amounts): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Shares Weighted average grant date fair value per share Shares Weighted average grant date fair value per share Shares Weighted average grant date fair value per share Nonvested at the beginning of the fiscal year 211 $ 27.00 532 $ 27.00 — Granted — — 866 $ 27.00 Vested (102) $ 27.00 (241) $ 27.00 (120) $ 27.00 Forfeited (104) $ 27.00 (80) $ 27.00 (214) $ 27.00 Nonvested at the end of the fiscal year 5 $ 27.00 211 $ 27.00 532 $ 27.00 As of the end of fiscal year 2023, unrecognized compensation expense related to unvested RSAs was $0.1 million, which is expected to be recognized over a weighted average period of approximately 0.89 years. The total vesting date fair value of RSAs which vested during fiscal years 2023, 2022 and 2021 was $0.3 million, $1.4 million and $2.3 million, respectively. 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): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Shares Weighted average exercise price per share Shares Weighted average exercise price per share Shares Weighted average exercise price per share Outstanding at the beginning of the fiscal year 1,444 $ 7.38 337 $ 21.03 — Granted 1,514 $ 3.19 1,420 $ 5.58 342 $ 21.03 Exercised — — — Expired / forfeited (606) $ 6.56 (313) $ 13.90 (5) $ 21.00 Outstanding at the end of the fiscal year 2,352 $ 4.98 1,444 $ 7.38 337 $ 21.03 Exercisable at the end of the fiscal year 307 $ 8.73 44 $ 21.03 — The aggregate intrinsic value of options outstanding as of the end of fiscal year 2023 approximately $2.7 million, weighted-average exercise price of $4.98 and weighted-average remaining life of 8.8 years The weighted average grant date fair value of stock option awards granted during fiscal year 2023 was $3.19 per option and was estimated at the grant date using the Black-Scholes OPM with the following weighted average assumptions: Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Dividend yield — % — % — % Expected volatility (1) 60.4 % 59.0 % 56.0 % Risk-free interest rate (2) 3.7 % 3.1 % 1.1 % Expected term (3) 6.25 years 6.25 years 6.31 years Grant date fair value per share $ 1.91 $ 3.25 $ 21.00 (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. As of the end of fiscal year 2023, unrecognized compensation expense related to unvested stock options was $4.2 million, which is expected to be recognized over a weighted average period of approximately 2.9 years. RCUs RCUs are awarded to certain employees, non-employee directors and consultants and represent the right to receive a cash payment at the end of a vesting period, subject to the employee's continued employment or service as a director or consultant. In general, RCUs vest in equal installments each year over 4 years. RCUs are cash-settled with the value of each vested RCU equal to the lower of the closing price per share of our common stock on the vesting date or a specified per share price cap. We determined that RCUs are in-substance liabilities accounted for as liability instruments in accordance with ASC 718, Compensation—Stock Compensation , due to this cash settlement feature. RCUs are remeasured based on the closing price per share of our common stock at the end of each reporting period. As of the end of fiscal year 2023, the liability associated with unvested RCUs was $1.2 million, which is included in accrued and other current liabilities in the condensed consolidated balance sheet. |
Other Noncurrent Liabilities
Other Noncurrent Liabilities | 12 Months Ended |
Feb. 03, 2024 | |
Other Liabilities Disclosure [Abstract] | |
Other Noncurrent Liabilities | Other Noncurrent Liabilities Other noncurrent liabilities consist of the following (in thousands): February 3, 2024 January 28, 2023 Noncurrent portion of lease incentives $ 730 $ 1,097 Noncurrent income taxes payable 2,517 3,769 Deferred PLCC Funds 3,458 3,958 Other — 291 Other noncurrent liabilities $ 6,705 $ 9,115 |
Commitment and Contingencies
Commitment and Contingencies | 12 Months Ended |
Feb. 03, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Lease Agreements We have entered into operating lease agreements for retail, distribution and office space; and vehicles and equipment, under primarily non-cancelable leases with terms ranging from approximately one Litigation In November 2022, a class action complaint was filed against us in the U.S. District Court for the Central District of California (the "Court"), captioned Sandra Waswick v. Torrid Holdings Inc., et al. An amended complaint was filed in May 2023. The amended complaint alleges that certain statements in our registration statement on Form S-1 related to our IPO and in subsequent SEC filings and earnings calls were allegedly false and misleading. On December 1, 2023, the Court granted defendants' motion to dismiss and ordered that any amended complaint shall be filed within 21 days, however, plaintiffs may not add new claims or new defendants to their pleading. Plaintiffs filed a further amended complaint on December 22, 2023, and defendants again moved to dismiss. Two shareholder derivative complaints were filed in September and October 2023 in the U.S. District Court for the District of Delaware against the Company (as a nominal defendant) and certain officers and directors, captioned Allegra Morgado v. Lisa Harper, et al. and Nicole Long v. Lisa Harper, et al. The derivative complaints similarly allege that certain statements were allegedly false and misleading and that the individual defendants breached their fiduciary duties. The derivative cases have been consolidated and stayed, pending further developments in the securities class action. We believe that these allegations are without merit and intend to vigorously defend ourselves against these claims. We are currently unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any. From time to time, we are involved in other 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 these other matters of litigation to have a material adverse effect on our consolidated financial statements. Indemnities, Commitments and Guarantees During the ordinary course of business, we have made certain other 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 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 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 consolidated financial statements. |
Stockholder_s Deficit
Stockholder’s Deficit | 12 Months Ended |
Feb. 03, 2024 | |
Equity [Abstract] | |
Stockholder’s 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 104,204,554 shares of common stock and no shares of preferred stock issued and outstanding as of February 3, 2024. 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 | 12 Months Ended |
Feb. 03, 2024 | |
Equity [Abstract] | |
Share Repurchases | Share Repurchases On December 6, 2021, our Board authorized a 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 February 3, 2024, we had approximately $44.9 million remaining under the share repurchase program. Share repurchase activity consists of the following (in thousands except share and per share amounts): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Number of shares repurchased — 4,464,367 2,315,266 Total cost $ — $ 31,700 $ 23,352 Average per share cost including commissions $ — $ 7.10 $ 10.09 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Feb. 03, 2024 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share is computed by dividing net income (loss) 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 shares outstanding for the period. Periods of net loss require the diluted computation to be the same as the basic computation. During fiscal years 2023 and 2022, there were approximately 0.4 million and 0.1 million potentially dilutive common share equivalents outstanding that were included in the computation of diluted earnings per share, respectively. During fiscal year 2021, there were no potentially dilutive common share equivalents outstanding that were included in the computation of diluted earnings per share. During fiscal year 2023, there were approximately 0.6 million RSAs and RSUs, including PSUs, and approximately 2.3 million stock options outstanding, which were excluded from the computation of diluted earnings per share as those awards would have been anti-dilutive or were PSUs with performance conditions that had not yet been achieved. During fiscal year 2022, there were approximately 0.9 million RSAs and RSUs and approximately 0.9 million stock options outstanding, which were excluded from the computation of diluted earnings per share as those awards would have been anti-dilutive. During fiscal year 2021, there were approximately 0.9 million RSAs and RSUs and approximately 0.3 million stock options outstanding, which were excluded from the computation of diluted earnings per share as those awards would have been anti-dilutive. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Feb. 03, 2024 | |
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 fiscal year 2023 consisted of the following (in thousands): February 3, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 33 $ 33 $ — $ — Total assets $ 33 $ 33 $ — $ — Liabilities: Deferred compensation plan liability (noncurrent) $ 5,474 $ — $ 5,474 $ — Total liabilities $ 5,474 $ — $ 5,474 $ — Financial assets and liabilities measured at fair value on a recurring basis as of the end of fiscal year 2022 consisted of the following (in thousands): January 28, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 29 $ 29 $ — $ — Total assets $ 29 $ 29 $ — $ — Liabilities: Deferred compensation plan liability (noncurrent) $ 4,246 $ — $ 4,246 $ — Total liabilities $ 4,246 $ — $ 4,246 $ — The fair value of our money market funds is based on quoted prices in active markets. The deferred compensation plan liability represents the amount that would be earned by participants if the funds were invested in securities traded in active markets. The fair value of the deferred compensation plan liability is determined based on quoted prices of similar assets that are traded in observable markets, or represents the cash withheld by participants prior to any investment activity. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Pay vs Performance Disclosure | |||
Net income (loss) | $ 11,619 | $ 50,209 | $ (29,944) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Feb. 03, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Feb. 03, 2024 | |
Accounting Policies [Abstract] | |
Fiscal Year | Fiscal Year |
Principles of Consolidation | Principles of Consolidation The accompanying audited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The consolidated financial statements include our accounts and those of our wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. |
Segment Reporting | Segment Reporting |
Use of Estimates | Use of Estimates We are required to make certain estimates and assumptions in order to prepare consolidated financial statements in conformity with GAAP. Such estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities in the consolidated financial statements and accompanying notes. We believe the estimates and assumptions most critical to the preparation of our consolidated financial statements include those made in connection with revenue recognition, including accounting for estimated merchandise returns and loyalty program expenses; estimating the value of inventory; determining operating lease liabilities; and estimating share-based compensation expense. The estimation process required to prepare our consolidated financial statements requires assumptions to be made about future events and conditions, and as such, is inherently subjective and uncertain. Our actual results could differ materially from those estimates. |
Concentration Risks | Concentration Risks We consider all highly liquid investments with maturities of less than three months when purchased to be cash equivalents. All credit and debit card receivable balances are also classified as cash and cash equivalents. As of the end of fiscal years 2023 and 2022, the amounts due from third party financial institutions for these transactions classified as cash and cash equivalents totaled $8.9 million and $8.0 million, respectively. Cash and cash equivalents used primarily for working capital purposes are maintained with various major third party financial institutions in amounts which are in excess of the Federal Deposit Insurance Corporation ("FDIC") insurance limits. We are potentially exposed to a concentration of credit risk when cash and cash equivalent deposits in these financial institutions are in excess of FDIC limits. We consider the credit risk associated with these financial instruments to be minimal as cash and cash equivalents are held by financial institutions with high credit ratings and we have not historically sustained any credit losses associated with our cash and cash equivalents balances. |
Inventory | Inventory Inventory 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 during the year to determine actual inventory on hand and shrinkage. We accrue our estimated inventory shrinkage for the period between the last physical store count and current balance sheet date. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost less accumulated depreciation. Major repairs and improvements are capitalized, while routine maintenance and repairs are expensed as incurred. The gross carrying amounts of property and equipment sold or retired and the related accumulated depreciation are eliminated in the year of disposal, and any resulting gains or losses are included in the consolidated statements of operations and comprehensive income (loss). Application and development costs associated with internally developed software such as salaries of employees and payments made to third parties and consultants working on the software development are capitalized. Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they constitute major enhancements. Capitalized internal-use software costs are amortized using the straight-line method over their estimated useful lives, which are generally three years. Depreciation expense is calculated using the straight-line method over the following estimated useful lives: Leasehold improvements shorter of the 3- to 10-year estimated useful life or the respective lease term Furniture, fixtures and equipment 2 to 10 years Software and licenses 3 to 7 years The carrying value of property and equipment is subject to assessment for potential impairment whenever events or changes in circumstances indicate that an asset’s carrying value may not be recoverable, as further described below. |
Definite-Lived Assets | Definite-Lived Assets We assess the carrying value of long-lived assets for potential impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. 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. Factors we consider important that could trigger an impairment review of our stores or e-Commerce operations include significant underperformance relative to historical or projected future operating results, a significant change in the manner of the use of the asset or a significant negative industry or economic trend. If we determine the carrying value of long-lived assets may not be recoverable based upon the existence of one or more of the aforementioned factors, we test for the recoverability of the carrying value of our long-lived assets by comparing the carrying value of the asset groups to our estimated undiscounted future net cash flows attributable to the asset groups. If the carrying value of the long-lived assets is greater than the related undiscounted future net cash flows, the long-lived assets are measured for impairment. We measure the impairment by comparing the difference between the long-lived asset’s carrying value and the discounted future net cash flows attributable to the long-lived asset, which represent its fair value. We calculate the discounted future net cash flows of a store by netting future estimated sales of each store against estimated cost of goods sold, store occupancy costs and other store operating expenses such as payroll, supplies, repairs and maintenance and credit/debit card fees. Changes in these assumptions may cause the fair value to be significantly impacted. In the event future performance is lower than forecasted results, future cash flows may be lower than expected, which could result in future impairment charges. While we believe that recently opened stores will provide sufficient cash flow, material changes in financial performance could result in future store impairment charges. |
Indefinite-Lived Intangible Assets | Indefinite-Lived Intangible Assets Indefinite-lived intangible assets are not amortized, but are reviewed for impairment at least annually, or more frequently when events or changes in circumstances indicate the carrying value may not be recoverable. Judgments regarding indicators of potential impairment are based on market conditions and operational performance of the business. At the end of the third quarter of each fiscal year, we perform an impairment analysis of indefinite-lived intangible assets. We assess our indefinite-lived intangible asset for impairment using a qualitative analysis to determine whether it is more likely than not that the fair value of the asset is less than its carrying value. If it is determined that it is more likely than not that the fair value of the asset is less than its carrying amount or if a qualitative assessment is not performed, then we would perform the quantitative analysis to determine the fair value of the asset. If we conclude, based on our assessment, that the asset’s fair value is less than its carrying value, then an impairment charge is recorded in the amount of the excess. |
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts | Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts Our 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 costs are included in prepaid expenses and other current assets in the 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 consolidated statements of operations and comprehensive income (loss) using the straight-line method over one |
Loyalty Program | Loyalty Program |
Self-Insurance | Self-Insurance We are self-insured for certain losses related to medical and workers' compensation claims although we maintain stop loss coverage with third party insurers to limit our total liability exposure. In general, our self-insurance reserves are recorded on an undiscounted basis. The estimate of our self-insurance liability involves uncertainty since we must use judgment to estimate the ultimate cost that will be incurred to settle reported claims and unreported claims for incidents incurred but not reported as of the balance sheet date. When estimating our self-insurance liability, we consider a number of factors, which include historical claim experience and valuations provided by independent third party actuaries. While the ultimate amount of claims incurred is dependent on future developments, we believe recorded reserves are adequate to cover the future payment of claims. However, it is possible that recorded reserves may not be adequate to cover the future payment of claims. Adjustments, if any, to estimates recorded resulting from ultimate claim payments will be reflected in our consolidated statements of operations and comprehensive income (loss) in the periods in which such adjustments are known. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) |
Foreign Currency Translation | Foreign Currency Translation The functional currency for our wholly owned foreign subsidiaries included in these consolidated financial statements that are domiciled outside of the United States is the applicable local currency. Assets and liabilities of our foreign subsidiaries are translated into United States dollars at the exchange rate in effect on the balance sheet date. Revenues and expenses are translated at the average rate in effect during the period. Unrealized translation gains and losses are recorded as a cumulative translation adjustment, which is included in the consolidated statements of stockholders' deficit as a component of accumulated other comprehensive (loss) income. Adjustments that arise from exchange rate changes on transactions denominated in a currency other than the local currency are included in selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss) as incurred. |
Share Repurchases | Share Repurchases We have elected to retire shares repurchased to date. Shares retired become part of the pool of authorized but unissued shares. We have elected to record the purchase price of the retired shares in excess of par value, including transaction costs, directly as an increase in accumulated deficit. |
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. For arrangements that contain multiple performance obligations, we allocate the transaction price to each performance obligation on a relative standalone selling price basis. At our retail store locations, we satisfy our performance obligation and recognize revenue at the point in time when a customer takes possession of the merchandise and tenders payment at the point-of-sale register. For e-Commerce sales shipped to a customer from our distribution center, or from a retail store location (ship from store), we satisfy our performance obligation and recognize revenue upon shipment, which is the point in time the customer obtains control of the merchandise after payment has been tendered. Income we receive from customers for shipping and handling is recognized as a component of revenue upon shipment of merchandise to the customer. We satisfy our performance obligation and recognize revenue from e-Commerce sales shipped to a retail store location from our distribution center, or fulfilled from merchandise already located at a retail store location (buy-online-pickup-in-store), at the point in time when the customer retrieves the merchandise from within the retail store location or at a retail store curbside. If a customer earns loyalty program points in connection with the retail store or e-Commerce sales transactions described above, then we have a remaining performance obligation and cannot recognize all the revenue. A portion of the revenue is allocated to the loyalty program points earned during the transaction. We satisfy our performance obligation and recognize revenue allocated to these loyalty program points and the resulting awards at the point in time when the awards are redeemed for merchandise, when we determine that they will not be redeemed, or when the awards and points expire. We satisfy our performance obligation and recognize revenue from gift cards and store merchandise credits at the point in time when the customer presents the gift cards and store merchandise credits for redemption. Gift card breakage is income recognized due to the non-redemption of a portion of gift cards sold by us for which a liability was recorded in prior periods. We recognize estimated gift card breakage over time as a component of net sales in proportion to the pattern of rights exercised by the customer as reflected in actual gift card redemption patterns over the period. Our estimated gift card breakage rate is approximately 4%. While customer redemption patterns result in estimated gift card breakage, changes in our customers’ behavior could impact the amount that ultimately is unused and could affect the amount recognized as a component of net sales. During fiscal years 2023, 2022 and 2021, we recognized $0.9 million, $1.0 million and $1.1 million, respectively, of estimated gift card breakage as a component of net sales. We are required to estimate certain amounts included in a contract or an implied arrangement with a customer which add variability to the transaction price. Under certain conditions, we are obligated to accept customer returns for most of our merchandise. Sales returns reduce the revenue we expect to receive for merchandise and therefore add variability to the transaction price. Based on historical return pattern experience, we reasonably estimate the amount of merchandise expected to be returned and exclude it from revenue. Similarly, losses we bear arising from uncollectible customer credit card payments are recorded as a reduction of revenue as they reduce the revenue we expect to receive for the merchandise. 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. Consequently, we consider our remaining performance obligations to be representative of our contract liability, most of which is not expected to last for more than one year and has therefore been classified as current. Our contract liability balances increase as gift cards and store merchandise credits are purchased and received by the customer; and as loyalty points are earned based on purchase activity and qualifying non-purchase activity. Contract liability balances decrease as gift cards and store merchandise credits are redeemed for merchandise or when we determine that they will not be redeemed; as loyalty points expire or when we determine that they will not be converted into a loyalty award; and as loyalty awards are redeemed for merchandise or expire. Sales taxes collected from customers and remitted directly to governmental authorities are not considered revenue and are excluded from the transaction price. |
Cost of Goods Sold, Vendor Allowances and Shipping and Handling Costs | Cost of Goods Sold Cost of goods sold includes: merchandise costs; freight; inventory shrinkage; payroll expenses associated with the merchandising and distribution departments; distribution center expenses, including rent, common area maintenance ("CAM") charges, real estate taxes, depreciation, utilities, supplies and maintenance; and store occupancy expenses, including rents, CAM charges, heating, ventilation and air conditioning ("HVAC") charges, real estate taxes and depreciation. Vendor Allowances Shipping and Handling Costs We classify shipping and handling costs in costs of goods sold in the consolidated statements of operations and comprehensive income (loss). We account for shipping and handling activities that occur after the customer has obtained control of merchandise as a fulfillment cost rather than an additional promised service. |
Selling, General and Administrative Expenses | Selling, General and Administrative Expenses Selling, general and administrative expenses include: payroll expenses associated with stores and e-Commerce; store and e-Commerce operating expenses other than store occupancy; store pre-opening costs; credit card processing fees; share-based compensation; and payroll and other expenses associated with headquarters and administrative functions. |
Marketing Expenses | Marketing Expenses |
Store Pre-Opening Costs | Store Pre-Opening Costs |
Leases | Leases We consider an agreement to be or contain a lease if it conveys us as the lessee with the right to control the use of an identified property, plant and equipment asset for a period of time in exchange for consideration. Based on these criteria, we as the lessee have operating lease agreements with lessors for our retail stores, distribution center and headquarter office space; and vehicles and equipment; under primarily non-cancelable leases with terms ranging from approximately one Certain of our operating lease agreements contain one or more options to extend the leases at our sole discretion. However, the periods covered by the options to extend the leases of our retail stores, vehicles and equipment are not recognized as part of the associated right of use ("ROU") assets and lease liabilities, as we are not reasonably certain to exercise the options. The periods covered by the options to extend the leases of our distribution center and headquarter office space are recognized as part of the associated ROU assets and lease liabilities, as we are reasonably certain to exercise the options due to the significant effort and investment it would take to move out of these locations. Some of our operating lease agreements contain options to terminate the lease under certain conditions. The retail space leases provide for rents based upon the greater of the minimum annual rental amounts or a percentage of annual store sales volume. Certain leases provide for increasing minimum annual rental amounts. We consider rents based upon a percentage of annual store sales volume, and other rent-related payments that generally vary because of changes in facts and circumstances (other than due to the passage of time), to be variable lease payments. Variable lease payments associated with retail space leases are recognized as occupancy costs within cost of goods sold in the consolidated statements of operations and comprehensive income (loss) in the period in which the obligation for those payments is incurred. We generally consider all other lease payments to be fixed in nature and the sum of all the discounted remaining fixed payments in the lease terms make up the lease liabilities in our consolidated balance sheet (if the lease terms are longer than 12 months). Our operating lease agreements do not contain any residual value guarantees or restrictive covenants, and we have not entered into any sublease agreements, lease agreements with related parties, or build-to-suit arrangements that may create significant rights and obligations for us. We discount the fixed lease payments that make up the lease liabilities using an incremental borrowing rate ("IBR"), as the rates implicit in our leases are not readily determinable. The IBR is the rate of interest that we would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. The determination of the IBR for each lease term incorporates various inputs and assumptions including our publicly available credit rating, credit spreads of other publicly traded debt issued by companies with a similar credit rating to ours and a risk-free interest rate. All inputs and assumptions and corresponding IBRs are highly subjective. We choose not to separate non-lease components (such as CAM charges and HVAC charges), from lease components (such as fixed minimum rent payments), and instead account for each separate lease component and the non-lease components associated with that lease component as a single lease component. We do not apply Accounting Standards Update ("ASU") 2016-02, Leases , and all related guidance (ASC 842) requirements to leases that have lease terms of 12 months or less upon commencement, and instead recognize short-term lease payments, if applicable, in the consolidated statements of operations and comprehensive income (loss) on a straight-line basis over the lease term. |
Income Taxes | Income Taxes We account for income taxes using the liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting bases and tax bases of assets and liabilities and are measured using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax asset or liability is expected to be realized or settled. Deferred tax assets are reduced by valuation allowances if we believe it is more likely than not that some portion or the entire deferred tax asset will not be realized. Deferred tax assets and liabilities are measured using the enacted tax rates in effect in the years when those temporary differences are expected to reverse. The effect on deferred taxes from a change in tax rate is recognized through continuing operations in the period that includes the enactment date of the change. Changes in tax laws and rates could affect recorded deferred tax assets and liabilities in the future. We prescribe a recognition threshold and a measurement attribute for the consolidated financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The amount recognized is measured as the largest amount of benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. We include interest and penalties related to uncertain tax positions in income tax expense in the consolidated statements of operations and comprehensive income (loss). The amount of income taxes we pay may be subject to periodic audits by the Internal Revenue Service ("IRS") and other taxing authorities. These audits may challenge certain of our tax positions, such as the timing and amount of deductions and allocation of taxable income to various jurisdictions. We recognize tax liabilities for our estimate of the potential outcome of any uncertain tax issue, which is subject to our assessment of the relevant risks, facts and circumstances existing at the time, and we adjust these liabilities when our judgment changes as a result of the evaluation of new information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the current estimate of the tax liabilities. These differences will be reflected as increases or decreases to income tax expense and the effective tax rate in the period in which the new information becomes available. As of the end of fiscal year 2023, we had accumulated undistributed earnings and profits of our foreign subsidiary of approximately $8.9 million. We continue to treat undistributed earnings of our foreign subsidiary as indefinitely reinvested according to our current operating plans and no deferred tax liability has been recorded for potential future taxes related to such earnings. According to current tax law, any future dividends paid from our foreign subsidiary will not be subject to income tax in the United States, except for withholding taxes and state taxes, which are not material. We have made a determination on our accounting policy choice to treat taxes related to Global Intangible Low Taxed Income ("GILTI") as a period cost. |
Share-Based Compensation | Share-Based Compensation On June 22, 2021, in connection with our IPO, our Board of Directors (the "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 stock options, restricted stock and restricted stock units ("RSUs"), among other types of awards, all of which are accounted for in accordance with ASC 718, Compensation-Stock Compensation . The Company measures share-based compensation cost at the grant date based on the fair value of the award and recognizes share-based compensation cost as expense over the vesting period. As share-based compensation expense recognized in the consolidated statements of operations is based on awards ultimately expected to vest, the amount of expense has been reduced for actual forfeitures as they occur. Stock options are valued utilizing a Black-Scholes option pricing model ("OPM"). The OPM used to value the stock options incorporates various assumptions, including dividend yield, expected volatility, risk-free interest rate and expected term of the stock options. 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. 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. The expected term of the stock options represents the estimated period of time until exercise and is calculated using the simplified method which deems the term to be the average of the time-to-vesting and the contractual life of the options. The grant date fair value of restricted stock and RSUs is based on the closing price per share of our common stock on the grant date. We recognize compensation expense for time-based awards on a straight-line basis and for performance-based awards on the graded-vesting method over the vesting period of the awards. Restricted cash units ("RCUs") are awarded to certain employees, non-employee directors and consultants and represent the right to receive a cash payment at the end of a vesting period, subject to the employee's continued employment or service as a director or consultant. In general, RCUs vest in equal installments each year over 4 years. RCUs are cash-settled with the value of each vested RCU equal to the lower of the closing price per share of our common stock on the vesting date or a specified per share price cap. We determined that RCUs are in-substance liabilities accounted for as liability instruments in accordance with ASC 718, Compensation—Stock Compensation , due to this cash settlement feature. RCUs are remeasured based on the closing price per share of our common stock at the end of each reporting period. 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. These incentive units were intended to constitute profits interests. 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 consolidated statements of operations and comprehensive income (loss). The share-based compensation expense and related capital contribution are reflected in our 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 our 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 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 judgment. The most recent remeasurement of the fair value of the incentive units utilizing the CCA methodology was performed as of May 1, 2021. Following the pricing of our IPO, the vested portion of the incentive units was exchanged for 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 consolidated statements of operations and comprehensive income (loss). |
Earnings Per Share | Earnings Per Share |
Employee Benefit Plan and Deferred Compensation Plan | Employee Benefit Plan 401(k) Plan Deferred Compensation Plan |
Accounting Standards | Recently Adopted Accounting Standards in Fiscal Year 2023 We did not adopt any new accounting standards during fiscal year 2023. Accounting Standards Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 will affect reportable segment disclosure requirements, primarily by requiring enhanced disclosures about significant segment expenses on an interim and annual basis. ASU 2023-07 will be effective for us on February 1, 2025, with the option to early adopt at any time prior to the effective date and will require adoption on a retrospective basis. We are currently evaluating the impact of the standard on our financial statements and disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). The ASU includes amendments requiring enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. ASU 2023-09 will be effective for us on February 1, 2025, with the option to early adopt at any time prior to the effective date and will require adoption on either a prospective or retrospective basis. We are currently evaluating the impact of the standard on our financial statements and disclosures. We have considered all other recent accounting pronouncements and have concluded that there are no other recent accounting pronouncements not yet adopted that are applicable to us, based on current information. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Accounting Policies [Abstract] | |
Impact of Change In Accounting Principle | The impact of this change in accounting principle is reflected in the tables below (in thousands): Fiscal Year Ended January 29, 2022 As Previously Reported Change in As Adjusted Net sales $ 1,278,794 $ 18,477 $ 1,297,271 Cost of goods sold 759,826 — 759,826 Gross profit 518,968 18,477 537,445 Selling, general and administrative expenses 420,932 18,477 439,409 Marketing expenses 52,654 — 52,654 Income from operations $ 45,382 $ — $ 45,382 |
Summary of Property and Equipment | Depreciation expense is calculated using the straight-line method over the following estimated useful lives: Leasehold improvements shorter of the 3- to 10-year estimated useful life or the respective lease term Furniture, fixtures and equipment 2 to 10 years Software and licenses 3 to 7 years Property and equipment are summarized as follows (in thousands): February 3, 2024 January 28, 2023 Property and equipment, at cost Leasehold improvements $ 187,114 $ 176,222 Furniture, fixtures and equipment 122,746 115,618 Software and licenses 14,809 14,140 Construction-in-progress 3,241 2,956 327,910 308,936 Less: Accumulated depreciation and amortization (224,394) (195,323) Property and equipment, net $ 103,516 $ 113,613 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
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): February 3, 2024 January 28, 2023 Prepaid and other information technology expenses $ 10,975 $ 9,048 PLCC Funds receivable 2,759 2,721 Prepaid advertising 389 1,068 Prepaid casualty insurance 2,489 2,557 Other 5,617 4,656 Prepaid expenses and other current assets $ 22,229 $ 20,050 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | Depreciation expense is calculated using the straight-line method over the following estimated useful lives: Leasehold improvements shorter of the 3- to 10-year estimated useful life or the respective lease term Furniture, fixtures and equipment 2 to 10 years Software and licenses 3 to 7 years Property and equipment are summarized as follows (in thousands): February 3, 2024 January 28, 2023 Property and equipment, at cost Leasehold improvements $ 187,114 $ 176,222 Furniture, fixtures and equipment 122,746 115,618 Software and licenses 14,809 14,140 Construction-in-progress 3,241 2,956 327,910 308,936 Less: Accumulated depreciation and amortization (224,394) (195,323) Property and equipment, net $ 103,516 $ 113,613 |
Implementation Costs Incurred_2
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
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): February 3, 2024 January 28, 2023 Internal use of third party hosted software, gross $ 28,516 $ 16,612 Less: Accumulated amortization (11,360) (6,772) Internal use of third party hosted software, net $ 17,156 $ 9,840 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets | Indefinite-lived intangible assets are summarized as follows (in thousands): February 3, 2024 January 28, 2023 Gross Accumulated Net Book Gross Accumulated Net Book Indefinite-lived intangible assets: Trade name $ 8,400 $ — $ 8,400 $ 8,400 $ — $ 8,400 Total $ 8,400 $ — $ 8,400 $ 8,400 $ — $ 8,400 |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities consist of the following (in thousands): February 3, 2024 January 28, 2023 Accrued inventory-in-transit $ 23,227 $ 20,878 Accrued payroll and related expenses 13,780 20,232 Accrued loyalty program 12,526 13,389 Gift cards 12,974 12,300 Accrued sales return allowance 6,018 6,562 Accrued freight 5,470 5,840 Accrued marketing 3,862 4,103 Accrued sales and use tax 3,354 3,666 Accrued lease costs 3,306 3,593 Accrued self-insurance liabilities 3,313 2,853 Accrued purchases of property and equipment 3,121 2,825 Deferred revenue 1,949 1,471 Term loan interest payable 3,548 188 Other 11,302 10,947 Accrued and other current liabilities $ 107,750 $ 108,847 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Leases [Abstract] | |
Lease Costs and Other Supplementary Information Related to Leases | Our lease costs consisted of the following (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Operating (fixed) lease cost $ 54,446 $ 52,940 $ 50,446 Short-term lease cost 143 186 82 Variable lease cost 19,147 17,951 20,655 Total lease cost $ 73,736 $ 71,077 $ 71,183 Other supplementary information related to our leases is reflected in the table below (in thousands except lease term and discount rate data): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows for operating leases $ 61,360 $ 58,050 $ 59,066 Right-of-use assets obtained in exchange for new operating lease liabilities $ 25,822 $ 19,113 $ 11,912 (Increase) decrease in right-of-use assets resulting from operating lease modifications or remeasurements $ (837) $ 9,007 $ 5,190 Weighted average remaining lease term - operating leases 6 years 6 years 6 years Weighted average discount rate - operating leases 7 % 6 % 6 % |
Maturity Analysis of Operating Lease Liabilities | A maturity analysis of our operating lease liabilities, for lease terms that include periods covered by options to extend some of our leases that we are reasonably certain of being executed, for each of the next five years and thereafter, reconciled to our operating lease liabilities recognized in the consolidated balance sheet as of February 3, 2024, is as follows (in thousands): Fiscal Year 2024 $ 55,250 2025 50,714 2026 39,351 2027 29,299 2028 21,015 Thereafter 47,464 Total operating lease liabilities $ 243,093 Less: Imputed interest (44,508) Total operating lease liabilities $ 198,585 Less: Current portion of operating lease liabilities (42,760) Noncurrent operating lease liabilities $ 155,825 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Our revenue, disaggregated by product category, consists of the following (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Apparel $ 1,024,501 $ 1,119,336 $ 1,169,668 Non-apparel 93,462 134,800 109,126 Other 33,982 34,008 18,477 Total net sales $ 1,151,945 $ 1,288,144 $ 1,297,271 |
Debt Financing Arrangements (Ta
Debt Financing Arrangements (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Financing Arrangements | Our debt financing arrangements consist of the following (in thousands): February 3, 2024 January 28, 2023 Existing ABL Facility, as amended $ 7,270 $ 8,380 Term loan New Term Loan Credit Agreement 310,625 328,125 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 (4,572) (5,928) Total term loan outstanding, net of unamortized original issue discount and debt financing costs 304,697 320,841 Less: current portion of term loan, net of unamortized original issue discount and debt financing costs (16,144) (16,144) Total term loan, net of current portion and unamortized original issue discount and debt financing costs $ 288,553 $ 304,697 |
Schedule of Principal Repayments of Debt | Fixed mandatory principal repayments due on the outstanding term loan are as follows as of February 3, 2024 (in thousands): Fiscal Year 2024 17,500 2025 17,500 2026 17,500 2027 17,500 2028 240,625 $ 310,625 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Before Provision for Income Taxes | The domestic and foreign income before provision for income taxes during fiscal years 2023, 2022 and 2021 is as follows (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Domestic $ 17,604 $ 69,273 $ 15,010 Foreign 431 2,409 819 Income before provision $ 18,035 $ 71,682 $ 15,829 |
Schedule of Components of Provision for Income Taxes | The composition of the provision for income taxes during fiscal years 2023, 2022 and 2021 is as follows (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Current: Federal $ 9,108 $ 14,442 $ 36,410 State 2,795 4,693 8,051 Foreign 186 487 — $ 12,089 $ 19,622 $ 44,461 Deferred: Federal $ (5,193) $ 1,632 $ 785 State (513) 4 305 Foreign 33 215 222 (5,673) 1,851 1,312 Total income tax provision $ 6,416 $ 21,473 $ 45,773 |
Schedule of Deferred Tax Assets and Liabilities | Significant components of our deferred tax assets and liabilities are as follows (in thousands): February 3, 2024 January 28, 2023 Deferred tax assets (liabilities): Inventory $ 1,254 $ 1,671 Loyalty reserve 3,318 3,562 Accrued bonus 250 227 Deferred rent 474 695 Deferred compensation 1,344 1,046 Lease liability 45,308 52,113 Equity based compensation 1,355 721 Other deferred tax assets 9,233 5,160 ROU assets (38,053) (43,950) Intangible assets (2,062) (2,069) Depreciation (11,877) (14,367) Other deferred tax liabilities (1,863) (1,799) Total net deferred tax assets $ 8,681 $ 3,010 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the provision for income taxes to the statutory tax rate is as follows: Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Statutory federal rate 21.0 % 21.0 % 21.0 % State and local taxes, net of federal benefit 10.9 5.3 35.5 Share-based compensation 5.1 2.1 202.9 Liability for uncertain tax positions (1.5) (0.2) 9.4 Information technology services charge — 0.4 4.5 Non-deductible IPO transaction costs — — 11.0 Limitation on Section 162(m) officers 0.5 1.3 5.8 Foreign derived intangible income (0.3) (0.2) (2.0) Other differences, net (0.1) 0.3 1.1 Effective income tax rate 35.6 % 30.0 % 289.2 % |
Schedule of Unrecognized Tax Benefits Roll Forward | The following table reconciles the amount recorded for the liability for income taxes associated with unrecognized tax benefits as of the end of fiscal years 2023, 2022 and 2021 (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Unrecognized tax benefits at the beginning of the fiscal year $ 2,996 $ 3,293 $ 2,187 (Reductions) additions: Tax positions related to the current period — 59 1,431 Tax positions related to the prior period 104 (116) (155) Tax positions settled or statute of limitations lapsed (1,175) (240) (170) Unrecognized tax benefits at the end of the fiscal year $ 1,925 $ 2,996 $ 3,293 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | Our share-based compensation expense, by award type, consists of the following (in thousands): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Restricted stock units $ 2,405 $ 1,818 $ 4,040 Restricted stock awards 2,018 6,304 3,864 Performance-based restricted stock units 711 568 — Stock options 1,537 972 514 Restricted cash units 1,209 — — Employee stock purchase plan 162 318 170 Remeasurement adjustments for incentive units — — 151,166 Share-based compensation expense before income taxes 8,042 9,980 159,754 Income tax detriment 923 340 293 Net share-based compensation expense $ 8,965 $ 10,320 $ 160,047 |
Restricted Stock Unit Activity | RSU activity, including IPO Awards and PSUs, under the 2021 LTIP consists of the following (in thousands except per share amounts): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Shares Weighted average grant date value per share Shares Weighted average grant date value per share Shares Weighted average grant date value per share Nonvested at the beginning of the fiscal year 1,386 $ 6.55 278 $ 26.75 — Granted 1,312 $ 3.13 1,371 $ 5.07 392 $ 26.82 Vested (249) $ 8.57 (66) $ 25.65 (105) $ 27.00 Forfeited (496) $ 5.98 (197) $ 18.07 (9) $ 27.00 Nonvested at the end of the fiscal year 1,953 $ 4.14 1,386 $ 6.55 278 $ 26.75 |
Restricted Stock Activity | RSA activity under the 2021 LTIP consists of the following (in thousands except per share amounts): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Shares Weighted average grant date fair value per share Shares Weighted average grant date fair value per share Shares Weighted average grant date fair value per share Nonvested at the beginning of the fiscal year 211 $ 27.00 532 $ 27.00 — Granted — — 866 $ 27.00 Vested (102) $ 27.00 (241) $ 27.00 (120) $ 27.00 Forfeited (104) $ 27.00 (80) $ 27.00 (214) $ 27.00 Nonvested at the end of the fiscal year 5 $ 27.00 211 $ 27.00 532 $ 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): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Shares Weighted average exercise price per share Shares Weighted average exercise price per share Shares Weighted average exercise price per share Outstanding at the beginning of the fiscal year 1,444 $ 7.38 337 $ 21.03 — Granted 1,514 $ 3.19 1,420 $ 5.58 342 $ 21.03 Exercised — — — Expired / forfeited (606) $ 6.56 (313) $ 13.90 (5) $ 21.00 Outstanding at the end of the fiscal year 2,352 $ 4.98 1,444 $ 7.38 337 $ 21.03 Exercisable at the end of the fiscal year 307 $ 8.73 44 $ 21.03 — |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The weighted average grant date fair value of the PSUs was estimated at the grant date using a Monte Carlo simulation following a Geometric Brownian Motion with the following weighted average assumptions: Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Dividend yield — % — % — % Expected volatility (1) 68.4 % 70.7 % — % Risk-free interest rate (2) 3.8 % 3.2 % — % Expected term (3) 3.00 years 3.00 years Grant date fair value per share $ 1.66 $ 4.15 $ — (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 PSUs. (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 PSUs. (3) The expected term of the PSUs represents the time period from the grant date and the full vesting date. The weighted average grant date fair value of stock option awards granted during fiscal year 2023 was $3.19 per option and was estimated at the grant date using the Black-Scholes OPM with the following weighted average assumptions: Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Dividend yield — % — % — % Expected volatility (1) 60.4 % 59.0 % 56.0 % Risk-free interest rate (2) 3.7 % 3.1 % 1.1 % Expected term (3) 6.25 years 6.25 years 6.31 years Grant date fair value per share $ 1.91 $ 3.25 $ 21.00 (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. |
Other Noncurrent Liabilities (T
Other Noncurrent Liabilities (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Lease Incentives and Other Noncurrent Liabilities | Other noncurrent liabilities consist of the following (in thousands): February 3, 2024 January 28, 2023 Noncurrent portion of lease incentives $ 730 $ 1,097 Noncurrent income taxes payable 2,517 3,769 Deferred PLCC Funds 3,458 3,958 Other — 291 Other noncurrent liabilities $ 6,705 $ 9,115 |
Share Repurchases (Tables)
Share Repurchases (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
Equity [Abstract] | |
Share Repurchase Activity | Share repurchase activity consists of the following (in thousands except share and per share amounts): Fiscal Year Ended February 3, 2024 January 28, 2023 January 29, 2022 Number of shares repurchased — 4,464,367 2,315,266 Total cost $ — $ 31,700 $ 23,352 Average per share cost including commissions $ — $ 7.10 $ 10.09 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Feb. 03, 2024 | |
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 fiscal year 2023 consisted of the following (in thousands): February 3, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 33 $ 33 $ — $ — Total assets $ 33 $ 33 $ — $ — Liabilities: Deferred compensation plan liability (noncurrent) $ 5,474 $ — $ 5,474 $ — Total liabilities $ 5,474 $ — $ 5,474 $ — Financial assets and liabilities measured at fair value on a recurring basis as of the end of fiscal year 2022 consisted of the following (in thousands): January 28, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 29 $ 29 $ — $ — Total assets $ 29 $ 29 $ — $ — Liabilities: Deferred compensation plan liability (noncurrent) $ 4,246 $ — $ 4,246 $ — Total liabilities $ 4,246 $ — $ 4,246 $ — |
Basis of Presentation and Des_2
Basis of Presentation and Description of the Business (Details) $ / shares in Units, $ in Millions | Jul. 06, 2021 USD ($) $ / shares shares | Jun. 22, 2021 shares | Feb. 03, 2024 shares |
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 | ||
IPO | |||
Subsidiary, Sale of Stock [Line Items] | |||
Number of shares sold | 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 | shares | 1,650,000 | ||
Underwriting discounts and offering costs | $ | $ 17.3 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Impact of Change In Accounting Principle (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Net sales | $ 1,151,945 | $ 1,288,144 | $ 1,297,271 |
Cost of goods sold | 745,967 | 828,605 | 759,826 |
Gross profit | 405,978 | 459,539 | 537,445 |
Selling, general and administrative expenses | 293,331 | 297,973 | 439,409 |
Marketing expenses | 55,499 | 59,941 | 52,654 |
Income from operations | $ 57,148 | $ 101,625 | 45,382 |
As Previously Reported | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Net sales | 1,278,794 | ||
Cost of goods sold | 759,826 | ||
Gross profit | 518,968 | ||
Selling, general and administrative expenses | 420,932 | ||
Marketing expenses | 52,654 | ||
Income from operations | 45,382 | ||
Change in Accounting Principle | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Net sales | 18,477 | ||
Cost of goods sold | 0 | ||
Gross profit | 18,477 | ||
Selling, general and administrative expenses | 18,477 | ||
Marketing expenses | 0 | ||
Income from operations | $ 0 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Segment Reporting (Details) | 12 Months Ended |
Feb. 03, 2024 segment | |
Accounting Policies [Abstract] | |
Number of reportable segments | 1 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Concentration Risks (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Concentration Risk [Line Items] | |||
Cash and cash equivalents | $ 11,735 | $ 13,569 | |
Purchase Benchmark | Supplier Concentration Risk | Supplier One | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | 15% | 11% |
Purchase Benchmark | Supplier Concentration Risk | Supplier Two | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 12% | ||
Purchase Benchmark | Supplier Concentration Risk | Supplier One and Two | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 11% | ||
Amounts Due from Third Party Financial Institutions | |||
Concentration Risk [Line Items] | |||
Cash and cash equivalents | $ 8,900 | $ 8,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Property and Equipment (Details) | Feb. 03, 2024 |
Capitalized Internal-Use Software Costs | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Leasehold improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 10 years |
Furniture, fixtures and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 2 years |
Furniture, fixtures and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 10 years |
Software and licenses | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Software and licenses | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts (Details) | 12 Months Ended |
Feb. 03, 2024 | |
Minimum | |
Capitalized Contract Cost [Line Items] | |
Service contract term | 1 year |
Maximum | |
Capitalized Contract Cost [Line Items] | |
Service contract term | 5 years |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Loyalty Program (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Accounting Policies [Abstract] | |||
Unredeemed points, expiration period | 13 months | ||
Unredeemed awards, expiration period | 45 days | ||
Accrued loyalty program | $ 12,526 | $ 13,389 | |
Reduction of net sales | $ 900 | $ 100 | $ 1,100 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Disaggregation of Revenue [Line Items] | |||
Gift card breakage rate | 4% | ||
Net sales | $ 1,151,945 | $ 1,288,144 | $ 1,297,271 |
Gift Cards | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 900 | $ 1,000 | $ 1,100 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Vendor Allowances (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Accounting Policies [Abstract] | |||
Vendor allowances | $ 3.2 | $ 3.8 | $ 3.5 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Store Pre-Opening Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Accounting Policies [Abstract] | |||
Pre-opening costs | $ 2,400 | $ 1,200 | $ 900 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Leases (Details) | Feb. 03, 2024 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lease term | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Lease term | 17 years |
Summary of Significant Accou_14
Summary of Significant Accounting Policies - Income Taxes (Details) $ in Millions | Feb. 03, 2024 USD ($) |
Accounting Policies [Abstract] | |
Accumulated undistributed earnings of foreign subsidiary | $ 8.9 |
Deferred tax liability not recognized for undistributed foreign earnings | $ 0 |
Summary of Significant Accou_15
Summary of Significant Accounting Policies - Share-Based Compensation (Details) - shares | 5 Months Ended | 12 Months Ended |
Jun. 21, 2021 | Feb. 03, 2024 | |
Remeasurement adjustments for incentive units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares issued, net of forfeitures (in shares) | 13,660,000 | |
Restricted cash units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 4 years |
Summary of Significant Accou_16
Summary of Significant Accounting Policies - Employee Benefit Plan (Details) $ in Millions | 12 Months Ended | ||
Feb. 03, 2024 USD ($) hour | Jan. 28, 2023 USD ($) | Jan. 29, 2022 USD ($) | |
Accounting Policies [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% | ||
Employer matching contribution, percent of match | 50% | 50% | |
Employer matching contribution, percent of participants' eligible contribution | 4% | 4% | |
Contributions | $ | $ 0.8 | $ 0.8 | $ 0.7 |
Summary of Significant Accou_17
Summary of Significant Accounting Policies - Deferred Compensation Plan (Details) - USD ($) $ in Millions | 12 Months Ended | |
Feb. 03, 2024 | Jan. 28, 2023 | |
Accounting Policies [Abstract] | ||
Percentage of maximum annual deferral | 80% | |
Percentage of annual earned bonus eligible for contribution | 100% | |
Percentage of contributions vested from outset | 100% | |
Employer matching contribution, percent of match | 50% | 50% |
Percentage of eligible contributions | 4% | 4% |
Deferred compensation plan assets | $ 0 | $ 0 |
Deferred compensation liabilities | 5.6 | 5.6 |
Current deferred compensation liabilities | $ 0.1 | $ 1.4 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid and other information technology expenses | $ 10,975 | $ 9,048 |
PLCC Funds receivable | 2,759 | 2,721 |
Prepaid advertising | 389 | 1,068 |
Prepaid casualty insurance | 2,489 | 2,557 |
Other | 5,617 | 4,656 |
Prepaid expenses and other current assets | $ 22,229 | $ 20,050 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 327,910 | $ 308,936 |
Less: Accumulated depreciation and amortization | (224,394) | (195,323) |
Property and equipment, net | 103,516 | 113,613 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 187,114 | 176,222 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 122,746 | 115,618 |
Software and licenses | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 14,809 | 14,140 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 3,241 | $ 2,956 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and other amortization | $ 36.5 | $ 36.1 | $ 35.2 |
Implementation Costs Incurred_3
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts - Deferred Implementation Costs (Details) - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Internal use of third party hosted software, gross | $ 28,516 | $ 16,612 |
Less: Accumulated amortization | (11,360) | (6,772) |
Internal use of third party hosted software, net | $ 17,156 | $ 9,840 |
Implementation Costs Incurred_4
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Amortization expense | $ 4.6 | $ 2.9 | $ 1.7 |
Intangible Assets - Summary (De
Intangible Assets - Summary (Details) - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 8,400 | $ 8,400 |
Trade name | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 8,400 | $ 8,400 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) $ in Thousands | 3 Months Ended |
Oct. 28, 2023 USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Impairment of indefinite-lived intangible assets | $ 0 |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Accrued Expenses And Liabilities [Line Items] | ||
Accrued inventory-in-transit | $ 23,227 | $ 20,878 |
Accrued payroll and related expenses | 13,780 | 20,232 |
Accrued loyalty program | 12,526 | 13,389 |
Accrued sales return allowance | 6,018 | 6,562 |
Accrued freight | 5,470 | 5,840 |
Accrued marketing | 3,862 | 4,103 |
Accrued sales and use tax | 3,354 | 3,666 |
Accrued lease costs | 3,306 | 3,593 |
Accrued self-insurance liabilities | 3,313 | 2,853 |
Accrued purchases of property and equipment | 3,121 | 2,825 |
Term loan interest payable | 3,548 | 188 |
Other | 11,302 | 10,947 |
Accrued and other current liabilities | 107,750 | 108,847 |
Gift Cards | ||
Accrued Expenses And Liabilities [Line Items] | ||
Gift cards and deferred revenue | 12,974 | 12,300 |
Deferred revenue | ||
Accrued Expenses And Liabilities [Line Items] | ||
Gift cards and deferred revenue | $ 1,949 | $ 1,471 |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Leases [Abstract] | |||
Operating (fixed) lease cost | $ 54,446 | $ 52,940 | $ 50,446 |
Short-term lease cost | 143 | 186 | 82 |
Variable lease cost | 19,147 | 17,951 | 20,655 |
Total lease cost | $ 73,736 | $ 71,077 | $ 71,183 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Leases [Abstract] | |||
Deferred fixed lease payment | $ 0 | $ 0 | |
Reduction to lease cost | $ 0 | $ 0 | $ 1.3 |
Leases - Maturity Analysis (Det
Leases - Maturity Analysis (Details) - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Leases [Abstract] | ||
2024 | $ 55,250 | |
2025 | 50,714 | |
2026 | 39,351 | |
2027 | 29,299 | |
2028 | 21,015 | |
Thereafter | 47,464 | |
Total operating lease liabilities | 243,093 | |
Less: Imputed interest | (44,508) | |
Total operating lease liabilities | 198,585 | |
Less: Current portion of operating lease liabilities | (42,760) | $ (45,008) |
Noncurrent operating lease liabilities | $ 155,825 | $ 172,103 |
Leases - Other Supplementary In
Leases - Other Supplementary Information Related to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash outflows for operating leases | $ 61,360 | $ 58,050 | $ 59,066 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 25,822 | 19,113 | 11,912 |
(Increase) decrease in right-of-use assets resulting from operating lease modifications or remeasurements | $ (837) | $ 9,007 | $ 5,190 |
Weighted average remaining lease term - operating leases (in years) | 6 years | 6 years | 6 years |
Weighted average discount rate - operating leases (as a percent) | 7% | 6% | 6% |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 1,151,945 | $ 1,288,144 | $ 1,297,271 |
Apparel | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 1,024,501 | 1,119,336 | 1,169,668 |
Non-apparel | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 93,462 | 134,800 | 109,126 |
Other | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 33,982 | $ 34,008 | $ 18,477 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Gift Cards | |||
Disaggregation of Revenue [Line Items] | |||
Revenue recognized | $ 6 | $ 6.3 | |
Loyalty Program | |||
Disaggregation of Revenue [Line Items] | |||
Revenue recognized | $ 10.2 | $ 12.2 | |
Revenue Benchmark | Customer Concentration Risk | Sales Channel, E-Commerce | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk, percentage | 59% | 61% | 63% |
Related Party Transactions - Se
Related Party Transactions - Services Agreements with Hot Topic (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 01, 2022 | Sep. 30, 2022 | Mar. 21, 2019 | Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Related Party Transaction [Line Items] | ||||||
Cost of goods sold | $ 745,967 | $ 828,605 | $ 759,826 | |||
Selling, general and administrative expenses | 293,331 | 297,973 | 439,409 | |||
Accounts payable | 46,183 | 76,207 | ||||
Prepaid expenses and other current assets | 22,229 | 20,050 | ||||
Affiliated Entity | Amended and Restated Services Agreement with Hot Topic | ||||||
Related Party Transaction [Line Items] | ||||||
Agreement term | 2 months | 3 years | ||||
Affiliated Entity | Information Technology Services with Hot Topic | ||||||
Related Party Transaction [Line Items] | ||||||
Total costs | 1,600 | 3,400 | ||||
Costs due from related party | 1,700 | 1,000 | ||||
Due from related parties | 100 | 100 | ||||
Affiliated Entity | Various Services with Hot Topic | ||||||
Related Party Transaction [Line Items] | ||||||
Total costs | 2,000 | 7,500 | ||||
Cost of goods sold | 4,900 | |||||
Selling, general and administrative expenses | 2,400 | $ 2,600 | ||||
Accounts payable | 200 | 200 | ||||
Affiliated Entity | Pass-Through Expenses With Hot Topic | ||||||
Related Party Transaction [Line Items] | ||||||
Accounts payable | $ 1,100 | |||||
Prepaid expenses and other current assets | $ 400 | |||||
Affiliated Entity | Third Amended And Restated Services Agreement With Hot Topic | ||||||
Related Party Transaction [Line Items] | ||||||
Agreement term | 17 months |
Related Party Transactions - Sp
Related Party Transactions - Sponsor Advisory Services Agreement (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Related Party Transaction [Line Items] | |||
Accounts payable | $ 46,183 | $ 76,207 | |
Payments to related parties | (3,412) | (1,881) | $ 6,562 |
Affiliated Entity | Strategic Planning and Other Related Services with Sycamore | |||
Related Party Transaction [Line Items] | |||
Accounts payable | 0 | 0 | |
Payments to related parties | 0 | 0 | 0 |
Affiliated Entity | Reimbursement for Management Expenses with Sycamore | |||
Related Party Transaction [Line Items] | |||
Accounts payable | 0 | 0 | |
Reimbursements | $ 0 | $ 0 | $ 700 |
Related Party Transactions - Ot
Related Party Transactions - Other Related Party Transactions (Details) - USD ($) $ in Thousands | 1 Months Ended | 5 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Apr. 30, 2020 | May 31, 2021 | Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Related Party Transaction [Line Items] | ||||||
Accounts payable | $ 46,183 | $ 76,207 | ||||
Purchase Benchmark | Supplier Concentration Risk | Supplier One | ||||||
Related Party Transaction [Line Items] | ||||||
Concentration risk, percentage (less than) | 10% | 15% | 11% | |||
Affiliated Entity | Purchase of Supplies from MGF Sourcing US, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Purchases | $ 56,500 | $ 70,000 | $ 55,400 | |||
Accounts payable | 8,900 | 11,600 | ||||
Affiliated Entity | Purchase of Supplies from HU Merchandising, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Purchases | 300 | 500 | $ 700 | |||
Accounts payable | $ 0 | $ 0 | ||||
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 | Feb. 03, 2024 | Jan. 28, 2023 |
Debt Instrument [Line Items] | ||
Less: current portion of term loan, net of unamortized original issue discount and debt financing costs | $ (16,144) | $ (16,144) |
Total term loan, net of current portion and unamortized original issue discount and debt financing costs | 288,553 | 304,697 |
Line of Credit | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total | 7,270 | 8,380 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Term loan | 310,625 | |
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 | (4,572) | (5,928) |
Total | 304,697 | 320,841 |
Less: current portion of term loan, net of unamortized original issue discount and debt financing costs | (16,144) | (16,144) |
Total term loan, net of current portion and unamortized original issue discount and debt financing costs | 288,553 | 304,697 |
Term Loan | New Term Loan Credit Agreement | ||
Debt Instrument [Line Items] | ||
Term loan | $ 310,625 | $ 328,125 |
Debt Financing Arrangements - M
Debt Financing Arrangements - Maturity (Details) - Term Loan $ in Thousands | Feb. 03, 2024 USD ($) |
Debt Instrument [Line Items] | |
2024 | $ 17,500 |
2025 | 17,500 |
2026 | 17,500 |
2027 | 17,500 |
2028 | 240,625 |
Total | $ 310,625 |
Debt Financing Arrangements - N
Debt Financing Arrangements - New Term Loan Credit Agreement (Details) - USD ($) | 12 Months Ended | ||
Jun. 14, 2021 | Feb. 03, 2024 | Jan. 28, 2023 | |
Debt Instrument [Line Items] | |||
Cash distributions from borrowings | $ 131,700,000 | ||
Term Loan | |||
Debt Instrument [Line Items] | |||
Interest rate | 11% | ||
Outstanding borrowing | $ 304,697,000 | $ 320,841,000 | |
Term Loan | 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 | ||
Proceeds from issuance of long-term debt | $ 346,500,000 | ||
Repayment of principal, percentage | 1.25% | ||
Prepayment of principal, period | 102 days | ||
Cash flow threshold | $ 10,000,000 | ||
Fair value of long term debt | 259,400,000 | ||
Interest expense | 36,100,000 | 26,300,000 | |
OID and financing costs | $ 1,400,000 | $ 1,400,000 | |
Debt term | 7 years | ||
Term Loan | New Term Loan Credit Agreement | Minimum | |||
Debt Instrument [Line Items] | |||
Prepayment of principal, percentage | 0% | ||
Penalty, percentage | 1% | ||
Term Loan | New Term Loan Credit Agreement | Maximum | |||
Debt Instrument [Line Items] | |||
Prepayment of principal, percentage | 50% | ||
Penalty, percentage | 2% | ||
Term Loan | New Term Loan Credit Agreement | Fed Funds Effective Rate | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 0.50% | ||
Term Loan | New Term Loan Credit Agreement | Fed Funds Effective Rate | Minimum | Base Rate | |||
Debt Instrument [Line Items] | |||
Interest rate floor | 1.75% | ||
Term Loan | New Term Loan Credit Agreement | Prime Rate | Minimum | Base Rate | |||
Debt Instrument [Line Items] | |||
Interest rate floor | 1.75% | ||
Term Loan | New Term Loan Credit Agreement | Base Rate | Secured Overnight Financing Rate (SOFR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 4.50% | ||
Term Loan | New Term Loan Credit Agreement | Base Rate | Minimum | Secured Overnight Financing Rate (SOFR) | |||
Debt Instrument [Line Items] | |||
Interest rate floor | 0.75% | ||
Term Loan | New Term Loan Credit Agreement | Secured Overnight Financing Rate (SOFR) | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 1% | ||
Term Loan | New Term Loan Credit Agreement | Secured Overnight Financing Rate (SOFR) | Secured Overnight Financing Rate (SOFR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 5.50% | ||
Term Loan | New Term Loan Credit Agreement | Secured Overnight Financing Rate (SOFR) | Minimum | Base Rate | |||
Debt Instrument [Line Items] | |||
Interest rate floor | 1.75% | ||
Term Loan | New Term Loan Credit Agreement | Secured Overnight Financing Rate (SOFR) | Minimum | Secured Overnight Financing Rate (SOFR) | |||
Debt Instrument [Line Items] | |||
Interest rate floor | 0.75% |
Debt Financing Arrangements - T
Debt Financing Arrangements - Term Loan Credit Agreement (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||||||
Jun. 14, 2021 USD ($) | Sep. 17, 2020 USD ($) | Jun. 14, 2019 USD ($) | Sep. 30, 2020 USD ($) | Feb. 03, 2024 USD ($) | Oct. 28, 2023 | Jul. 29, 2023 | Apr. 29, 2023 | Jan. 28, 2023 | Oct. 29, 2022 | Jul. 30, 2022 | Apr. 30, 2022 | Jan. 29, 2022 | Oct. 30, 2021 | Feb. 03, 2024 USD ($) | Jan. 28, 2023 USD ($) | Jan. 29, 2022 USD ($) | Jul. 31, 2021 USD ($) | May 01, 2021 USD ($) | Jan. 30, 2021 USD ($) | Oct. 31, 2020 USD ($) | |
Debt Instrument [Line Items] | |||||||||||||||||||||
Write off of unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | $ 0 | $ 0 | $ 5,231,000 | ||||||||||||||||||
Purchase of Senior Participating Preferred Stock from HTI | Affiliated Entity | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Payments to acquire investments | $ 213,200,000 | ||||||||||||||||||||
Parent | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Cash distributions | 10,000,000 | ||||||||||||||||||||
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 | ||||||||||||||||||||
Percentage of principal amount repaid, first four fiscal quarters | 0.75% | ||||||||||||||||||||
Percentage of principal amount repaid, eight fiscal quarters thereafter | 1.25% | ||||||||||||||||||||
Percentage of principal amount repaid, ten fiscal quarters thereafter | 1.875% | ||||||||||||||||||||
Prepayment of principal, period | 102 days | ||||||||||||||||||||
Cash flow threshold | $ 2,000,000 | ||||||||||||||||||||
Percentage of difference in capital expenditure and prior year Adjusted EBITDA to be applied to increase the maximum threshold in next fiscal year | 50% | ||||||||||||||||||||
Interest expense | 8,200,000 | ||||||||||||||||||||
OID and financing costs | $ 400,000 | ||||||||||||||||||||
Debt term | 5 years 6 months | ||||||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Minimum | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Prepayment of principal, percentage | 25% | ||||||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Maximum | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Prepayment of principal, percentage | 75% | ||||||||||||||||||||
Total debt to Adjusted EBITDA | 1.85 | 2.10 | 2.10 | 2.35 | 2.50 | 3.10 | 3.35 | 3.35 | 3.35 | 3.60 | |||||||||||
Cash and cash equivalents on-hand excluded from total debt calculation | $ 20,000,000 | $ 20,000,000 | $ 30,000,000 | $ 40,000,000 | $ 20,000,000 | $ 20,000,000 | |||||||||||||||
Capital expenditures limit | 37.50% | ||||||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Fed Funds Effective Rate | Base Rate | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Basis spread on variable rate (as a percent) | 50% | ||||||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Base Rate | Minimum | LIBOR | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Basis spread on variable rate (as a percent) | 5.75% | ||||||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Base Rate | Maximum | LIBOR | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Basis spread on variable rate (as a percent) | 6% | ||||||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | LIBOR | Base Rate | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Basis spread on variable rate (as a percent) | 1% | ||||||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | LIBOR | Minimum | LIBOR | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Basis spread on variable rate (as a percent) | 6.75% | ||||||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | LIBOR | Maximum | LIBOR | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Basis spread on variable rate (as a percent) | 7% | ||||||||||||||||||||
Term Loan Credit Agreement | Term Loan | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Financing costs paid | 4,600,000 | ||||||||||||||||||||
Proceeds from issuance of long-term debt | $ 257,100,000 | ||||||||||||||||||||
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 unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | 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 | 12 Months Ended | ||||||||
Jun. 14, 2021 | Jul. 31, 2021 | Nov. 04, 2017 | Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | Feb. 01, 2020 | Jun. 14, 2019 | Oct. 23, 2017 | May 31, 2015 | |
Line of Credit Facility [Line Items] | ||||||||||
Maximum restricted payment | $ 103,200,000 | $ 127,500,000 | ||||||||
Standby letters of credit issued and outstanding | 11,400,000 | 7,400,000 | ||||||||
Write off of unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | $ 0 | 0 | $ 5,231,000 | |||||||
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 | $ 50,000,000 | $ 30,000,000 | ||||||||
Percentage of eligible credit card receivables | 90% | |||||||||
Percentage of appraised net orderly liquidation value of eligible inventory | 90% | |||||||||
Maximum borrowing capacity including additional commitments | $ 200,000,000 | |||||||||
Interest rate at end of period | 9% | |||||||||
Fixed charge coverage ratio | 1 | |||||||||
Percentage of the loan cap | 10% | |||||||||
Availability | $ 102,700,000 | 134,200,000 | ||||||||
Interest payments | 1,600,000 | 1,800,000 | 600,000 | |||||||
Revolving Credit Facility | Line of Credit | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Financing costs incurred | $ 700,000 | $ 500,000 | ||||||||
Write off of unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | $ 100,000 | |||||||||
Unamortized financing costs | $ 100,000 | |||||||||
Debt term | 5 years | |||||||||
Amortization of financing costs | 200,000 | 200,000 | $ 100,000 | |||||||
Outstanding borrowing | $ 7,270,000 | 8,380,000 | ||||||||
Revolving Credit Facility | Line of Credit | Existing ABL Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Outstanding borrowing | $ 8,400,000 | |||||||||
Revolving Credit Facility | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Unutilized commitment, commitment fee percentage | 0.25% | |||||||||
Fixed charge coverage ratio | 1 | |||||||||
Specified availability | $ 7,000,000 | |||||||||
Percentage of availability to maximum borrowing amount on pro forma basis and pro forma compliant | 15% | |||||||||
Percentage of availability to maximum borrowing amount on pro forma basis | 20% | |||||||||
Revolving Credit Facility | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Percentage of appraised net orderly liquidation value of eligible inventory | 92.50% | |||||||||
Unutilized commitment, commitment fee percentage | 0.375% | |||||||||
Revolving Credit Facility | Fed Funds Effective Rate | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate (as a percent) | 0.50% | |||||||||
Revolving Credit Facility | Base Rate | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate (as a percent) | 0.25% | |||||||||
Revolving Credit Facility | Base Rate | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate (as a percent) | 0.75% | |||||||||
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate (as a percent) | 1% | |||||||||
Revolving Credit Facility | Adjusted SOFR | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate (as a percent) | 1.25% | |||||||||
Revolving Credit Facility | Adjusted SOFR | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate (as a percent) | 1.75% |
Income Taxes - Income Before Pr
Income Taxes - Income Before Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 17,604 | $ 69,273 | $ 15,010 |
Foreign | 431 | 2,409 | 819 |
Income before provision for income taxes | $ 18,035 | $ 71,682 | $ 15,829 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Current: | |||
Federal | $ 9,108 | $ 14,442 | $ 36,410 |
State | 2,795 | 4,693 | 8,051 |
Foreign | 186 | 487 | 0 |
Total current | 12,089 | 19,622 | 44,461 |
Deferred: | |||
Federal | (5,193) | 1,632 | 785 |
State | (513) | 4 | 305 |
Foreign | 33 | 215 | 222 |
Total deferred | (5,673) | 1,851 | 1,312 |
Total income tax provision | $ 6,416 | $ 21,473 | $ 45,773 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Income Tax Disclosure [Abstract] | ||
Inventory | $ 1,254 | $ 1,671 |
Loyalty reserve | 3,318 | 3,562 |
Accrued bonus | 250 | 227 |
Deferred rent | 474 | 695 |
Deferred compensation | 1,344 | 1,046 |
Lease liability | 45,308 | 52,113 |
Equity based compensation | 1,355 | 721 |
Other deferred tax assets | 9,233 | 5,160 |
ROU assets | (38,053) | (43,950) |
Intangible assets | (2,062) | (2,069) |
Depreciation | (11,877) | (14,367) |
Other deferred tax liabilities | (1,863) | (1,799) |
Total net deferred tax assets | $ 8,681 | $ 3,010 |
Income Taxes - Income Tax Rate
Income Taxes - Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal rate | 21% | 21% | 21% |
State and local taxes, net of federal benefit | 10.90% | 5.30% | 35.50% |
Share-based compensation | 5.10% | 2.10% | 202.90% |
Liability for uncertain tax positions | (1.50%) | (0.20%) | 9.40% |
Information technology services charge | 0% | 0.40% | 4.50% |
Non-deductible IPO transaction costs | 0% | 0% | 11% |
Limitation on Section 162(m) officers | 0.50% | 1.30% | 5.80% |
Foreign derived intangible income | (0.30%) | (0.20%) | (2.00%) |
Other differences, net | (0.10%) | 0.30% | 1.10% |
Effective income tax rate | 35.60% | 30% | 289.20% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Jul. 31, 2021 | Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Asset Acquisition [Line Items] | |||||
Share-based compensation expense | $ 8,042 | $ 9,980 | $ 159,754 | ||
Tax detriment | 900 | ||||
Accumulated undistributed earnings of foreign subsidiary | 8,900 | ||||
Unrecognized tax benefits including interest and penalties | 2,500 | 3,800 | |||
Unrecognized tax benefits, net | 2,100 | 3,300 | |||
Decrease in unrecognized tax benefits is reasonably possible | 400 | ||||
Decrease in unrecognized tax benefits is reasonably possible, net | 300 | ||||
Tax expense related to interest and penalties | 600 | 800 | 500 | ||
Remeasurement adjustments for incentive units | |||||
Asset Acquisition [Line Items] | |||||
Share-based compensation expense | $ 111,400 | $ 111,400 | $ 0 | $ 0 | $ 151,166 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits at the beginning of the fiscal year | $ 2,996 | $ 3,293 | $ 2,187 |
Tax positions related to the current period | 0 | 59 | 1,431 |
Tax positions related to the prior period | 104 | ||
Tax positions related to the prior period | (116) | (155) | |
Tax positions settled or statute of limitations lapsed | (1,175) | (240) | (170) |
Unrecognized tax benefits at the end of the fiscal year | $ 1,925 | $ 2,996 | $ 3,293 |
Share-Based Compensation - Shar
Share-Based Compensation - Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Jul. 31, 2021 | Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense before income taxes | $ 8,042 | $ 9,980 | $ 159,754 | ||
Income tax detriment | 923 | 340 | 293 | ||
Net share-based compensation expense | 8,965 | 10,320 | 160,047 | ||
Restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense before income taxes | 2,405 | 1,818 | 4,040 | ||
Restricted stock awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense before income taxes | 2,018 | 6,304 | 3,864 | ||
Performance-based restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense before income taxes | 711 | 568 | 0 | ||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense before income taxes | 1,537 | 972 | 514 | ||
Restricted cash units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense before income taxes | 1,209 | 0 | 0 | ||
Employee stock purchase plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense before income taxes | 162 | 318 | 170 | ||
Remeasurement adjustments for incentive units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense before income taxes | $ 111,400 | $ 111,400 | $ 0 | $ 0 | $ 151,166 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 5 Months Ended | 12 Months Ended | ||||||
Jul. 06, 2021 | Jun. 30, 2021 | Feb. 03, 2024 | Jul. 31, 2021 | Jun. 21, 2021 | Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation expense | $ 8,042 | $ 9,980 | $ 159,754 | ||||||
Weighted average grant date fair value per share (in USD per share) | $ 3.19 | ||||||||
Aggregate intrinsic value | $ 2,700 | $ 2,700 | |||||||
Outstanding, January 29, 2022 (in USD per share) | $ 4.98 | $ 4.98 | $ 7.38 | $ 21.03 | |||||
Weighted average remaining contractual life (years) | 8 years 9 months 18 days | ||||||||
2021 Long-Term Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares authorized (in shares) | 10,687,500 | 10,687,500 | |||||||
Employee stock purchase plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation expense | $ 162 | $ 318 | $ 170 | ||||||
Employee stock purchase plan | 2021 Employee Stock Purchase Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares authorized (in shares) | 3,650,000 | 3,650,000 | |||||||
Contribution of base earnings towards common stock (as a percent) | 15% | 15% | |||||||
Purchase price (as a percent) | 85% | ||||||||
Remeasurement adjustments for incentive units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares issued, net of forfeitures (in shares) | 13,660,000 | ||||||||
Share-based compensation expense | $ 111,400 | $ 111,400 | $ 0 | 0 | 151,166 | ||||
Shares exchanged as an equivalent for vested incentive units (as shares) | 13,353,122 | ||||||||
Restricted stock units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation expense | $ 2,405 | 1,818 | 4,040 | ||||||
Award vesting period | 4 years | ||||||||
Unrecognized share-based compensation expense | $ 5,600 | $ 5,600 | |||||||
Weighted average period for compensation expense related to unvested RSUs (in years) | 2 years 4 months 24 days | ||||||||
Vesting fair value of RSUs | $ 9,700 | $ 300 | $ 2,600 | ||||||
Grant date fair value per share (in USD per share) | $ 1.66 | $ 4.15 | $ 0 | ||||||
Restricted stock units | Management | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation expense | $ 2,800 | ||||||||
Aggregate value of grants in period | $ 5,700 | ||||||||
Award vesting period | 3 years | ||||||||
Restricted stock units | Management | Fully vested on grant date | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting percentage | 50% | ||||||||
Restricted stock units | Management | Vest in equal installments on first, second and third anniversaries of IPO date | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting percentage | 50% | ||||||||
Restricted stock awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation expense | $ 2,018 | $ 6,304 | $ 3,864 | ||||||
Unrecognized share-based compensation expense | $ 100 | 100 | |||||||
Weighted average period for compensation expense related to unvested RSUs (in years) | 10 months 20 days | ||||||||
Vesting fair value of RSUs | $ 300 | 1,400 | 2,300 | ||||||
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 | $ 1,537 | $ 972 | $ 514 | ||||||
Award vesting period | 4 years | ||||||||
Unrecognized share-based compensation expense | $ 4,200 | $ 4,200 | |||||||
Weighted average period for compensation expense related to unvested RSUs (in years) | 2 years 10 months 24 days | ||||||||
Grant date fair value per share (in USD per share) | $ 1.91 | $ 3.25 | $ 21 | ||||||
Vesting expiration period (in years) | 10 years | ||||||||
Restricted cash units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation expense | $ 1,209 | $ 0 | $ 0 | ||||||
Award vesting period | 4 years | ||||||||
Unrecognized share-based compensation expense | $ 1,200 | $ 1,200 |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Stock Unit Activity (Details) - RSU - $ / shares shares in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Shares | |||
Nonvested, period start (in shares) | 1,386 | 278 | 0 |
Granted (in shares) | 1,312 | 1,371 | 392 |
Vested (in shares) | (249) | (66) | (105) |
Forfeited (in shares) | (496) | (197) | (9) |
Nonvested, period end (in shares) | 1,953 | 1,386 | 278 |
Weighted average grant date fair value per share | |||
Nonvested, period start (in USD per share) | $ 6.55 | $ 26.75 | |
Granted (in USD per share) | 3.13 | 5.07 | 26.82 |
Vested (in USD per share) | 8.57 | 25.65 | 27 |
Forfeited (in USD per share) | 5.98 | 18.07 | 27 |
Nonvested, period end (in USD per share) | $ 4.14 | $ 6.55 | $ 26.75 |
Share-Based Compensation - Re_2
Share-Based Compensation - Restricted Stock Unit Valuation Assumptions (Details) - Restricted stock units - $ / shares | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0% | 0% | 0% |
Expected volatility | 68.40% | 70.70% | 0% |
Risk-free interest rate | 3.80% | 3.20% | 0% |
Expected term | 3 years | 3 years | |
Grant date fair value per share (in USD per share) | $ 1.66 | $ 4.15 | $ 0 |
Share-Based Compensation - Re_3
Share-Based Compensation - Restricted Stock Award Activity (Details) - Restricted stock awards - $ / shares shares in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Shares | |||
Nonvested, period start (in shares) | 211 | 532 | 0 |
Granted (in shares) | 0 | 0 | 866 |
Vested (in shares) | (102) | (241) | (120) |
Forfeited (in shares) | (104) | (80) | (214) |
Nonvested, period end (in shares) | 5 | 211 | 532 |
Weighted average grant date fair value per share | |||
Nonvested, period start (in USD per share) | $ 27 | $ 27 | |
Granted (in USD per share) | 27 | ||
Vested (in USD per share) | 27 | 27 | 27 |
Forfeited (in USD per share) | 27 | 27 | 27 |
Nonvested, period end (in USD per share) | $ 27 | $ 27 | $ 27 |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock Option Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Shares | |||
Outstanding, period start (in shares) | 1,444 | 337 | 0 |
Granted (in shares) | 1,514 | 1,420 | 342 |
Exercised (in shares) | 0 | 0 | 0 |
Expired / forfeited (in shares) | (606) | (313) | (5) |
Outstanding, period start (in shares) | 2,352 | 1,444 | 337 |
Exercisable, period end (in shares) | 307 | 44 | 0 |
Weighted average exercise price per share | |||
Outstanding, period start (in USD per share) | $ 7.38 | $ 21.03 | |
Granted (in USD per share) | 3.19 | 5.58 | 21.03 |
Expired / forfeited (in USD per share) | 6.56 | 13.90 | 21 |
Outstanding, period end (in USD per share) | 4.98 | 7.38 | 21.03 |
Exercisable, period end (in USD per share) | $ 8.73 | $ 21.03 |
Share-Based Compensation - St_2
Share-Based Compensation - Stock Option Activity, Valuation Assumptions (Details) - Stock options - $ / shares | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0% | 0% | 0% |
Expected volatility | 60.40% | 59% | 56% |
Risk-free interest rate | 3.70% | 3.10% | 1.10% |
Expected term | 6 years 3 months | 6 years 3 months | 6 years 3 months 21 days |
Grant date fair value per share (in USD per share) | $ 1.91 | $ 3.25 | $ 21 |
Other Noncurrent Liabilities (D
Other Noncurrent Liabilities (Details) - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Other Liabilities Disclosure [Abstract] | ||
Noncurrent portion of lease incentives | $ 730 | $ 1,097 |
Noncurrent income taxes payable | 2,517 | 3,769 |
Deferred PLCC Funds | 3,458 | 3,958 |
Other | 0 | 291 |
Other noncurrent liabilities | $ 6,705 | $ 9,115 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) - complaint | 1 Months Ended | |
Nov. 30, 2022 | Feb. 03, 2024 | |
Loss Contingencies [Line Items] | ||
Number of class action complaints filed | 2 | |
Minimum | ||
Loss Contingencies [Line Items] | ||
Lease term | 1 year | |
Maximum | ||
Loss Contingencies [Line Items] | ||
Lease term | 17 years |
Stockholder_s Deficit (Details)
Stockholder’s Deficit (Details) | Jun. 22, 2021 shares | Feb. 03, 2024 $ / shares shares | Jan. 28, 2023 $ / shares shares |
Equity [Abstract] | |||
Common stock, authorized (in shares) | 1,000,000,000 | 1,000,000,000 | |
Common stock, par value (in USD per share) | $ / shares | $ 0.01 | $ 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) | 104,204,554 | 103,774,813 | |
Common stock, outstanding (in shares) | 104,204,554 | 103,774,813 | |
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 ($) | Feb. 03, 2024 | Dec. 06, 2021 |
Equity [Abstract] | ||
Share repurchase program (up to) | $ 100,000,000 | |
Remaining share repurchase program | $ 44,900,000 |
Share Repurchases - Share Repur
Share Repurchases - Share Repurchase Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Equity [Abstract] | |||
Number of shares repurchased (in shares) | 0 | 4,464,367 | 2,315,266 |
Total cost | $ 0 | $ 31,700 | $ 23,352 |
Average per share cost including commissions (in USD per share) | $ 0 | $ 7.10 | $ 10.09 |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares shares in Millions | 12 Months Ended | ||
Feb. 03, 2024 | Jan. 28, 2023 | Jan. 29, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive common share equivalents outstanding, included in computation of diluted EPS (in shares) | 0.4 | 0.1 | 0 |
Restricted Stock, Restricted Stock Units, And Performance Stock Units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive common share equivalents outstanding, excluded from computation of diluted EPS (in shares) | 0.6 | ||
Stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive common share equivalents outstanding, excluded from computation of diluted EPS (in shares) | 2.3 | 0.9 | 0.3 |
Restricted Stock And Restricted Stock Units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive common share equivalents outstanding, excluded from computation of diluted EPS (in shares) | 0.9 | 0.9 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Feb. 03, 2024 | Jan. 28, 2023 |
Assets: | ||
Total assets | $ 33 | $ 29 |
Liabilities: | ||
Deferred compensation plan liability (noncurrent) | 5,474 | 4,246 |
Total liabilities | 5,474 | 4,246 |
Money Market Funds | ||
Assets: | ||
Money market funds (cash equivalent) | 33 | 29 |
Quoted Prices in Active Markets for Identical Items (Level 1) | ||
Assets: | ||
Total assets | 33 | 29 |
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 | ||
Assets: | ||
Money market funds (cash equivalent) | 33 | 29 |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total assets | 0 | 0 |
Liabilities: | ||
Deferred compensation plan liability (noncurrent) | 5,474 | 4,246 |
Total liabilities | 5,474 | 4,246 |
Significant Other Observable Inputs (Level 2) | Money Market Funds | ||
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 | ||
Assets: | ||
Money market funds (cash equivalent) | $ 0 | $ 0 |