Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2022 | Jan. 27, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | LESL | |
Entity Registrant Name | LESLIE’S, INC. | |
Entity Central Index Key | 0001821806 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --10-01 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 183,660,455 | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-39667 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-8397425 | |
Entity Address, Address Line One | 2005 East Indian School Road | |
Entity Address, City or Town | Phoenix | |
Entity Address, State or Province | AZ | |
Entity Address, Postal Zip Code | 85016 | |
City Area Code | 602 | |
Local Phone Number | 366-3999 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Security Exchange Name | NASDAQ |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 |
Current assets | |||
Cash and cash equivalents | $ 2,691 | $ 112,293 | $ 53,341 |
Accounts and other receivables, net | 46,375 | 45,295 | 39,353 |
Inventories | 429,517 | 361,686 | 244,632 |
Prepaid expenses and other current assets | 29,921 | 23,104 | 38,173 |
Total current assets | 508,504 | 542,378 | 375,499 |
Property and equipment, net | 75,049 | 78,087 | 65,883 |
Operating lease right-of-use assets | 233,852 | 236,477 | 207,291 |
Goodwill and other intangibles, net | 218,119 | 213,701 | 132,428 |
Deferred tax assets | 0 | 1,268 | 2,327 |
Other assets | 41,258 | 37,720 | 27,837 |
Total assets | 1,076,782 | 1,109,631 | 811,265 |
Current liabilities | |||
Accounts payable and accrued expenses | 182,763 | 266,972 | 188,824 |
Operating lease liabilities | 63,251 | 60,373 | 56,873 |
Income taxes payable | 480 | 12,511 | 411 |
Current portion of long-term debt | 8,100 | 8,100 | 8,100 |
Total current liabilities | 254,594 | 347,956 | 254,208 |
Deferred tax liabilities | 676 | 0 | 0 |
Operating lease liabilities, noncurrent | 174,954 | 179,835 | 153,834 |
Revolving Credit Facility | 91,000 | 0 | 0 |
Long-term debt, net | 778,133 | 779,726 | 784,527 |
Other long-term liabilities | 3,060 | 65 | 0 |
Total liabilities | 1,302,417 | 1,307,582 | 1,192,569 |
Commitments and contingencies | |||
Stockholders’ deficit | |||
Common stock, $0.001 par value, 1,000,000,000 shares authorized and 183,564,172, 183,480,545, and 182,496,645 issued and outstanding as of December 31, 2022, October 1, 2022, and January 1, 2022, respectively. | 184 | 183 | 182 |
Additional paid in capital | 92,508 | 89,934 | 80,062 |
Retained deficit | (318,327) | (288,068) | (461,548) |
Total stockholders’ deficit | (225,635) | (197,951) | (381,304) |
Total liabilities and stockholders’ deficit | $ 1,076,782 | $ 1,109,631 | $ 811,265 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 |
Statement of Financial Position [Abstract] | |||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 183,564,172 | 183,480,545 | 182,496,645 |
Common stock, shares outstanding | 183,564,172 | 183,480,545 | 182,496,645 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Dec. 31, 2022 | Jan. 01, 2022 | |
Income Statement [Abstract] | ||
Sales | $ 195,104 | $ 184,824 |
Cost of merchandise and services sold | 129,808 | 117,508 |
Gross profit | 65,296 | 67,316 |
Selling, general and administrative expenses | 92,281 | 79,785 |
Operating loss | (26,985) | (12,469) |
Other expense: | ||
Interest expense | 13,360 | 6,863 |
Other expenses, net | 0 | 389 |
Total other expense | 13,360 | 7,252 |
Loss before taxes | (40,345) | (19,721) |
Income tax benefit | (10,086) | (5,270) |
Net loss | $ (30,259) | $ (14,451) |
Earnings per share: | ||
Basic | $ (0.16) | $ (0.08) |
Diluted | $ (0.16) | $ (0.08) |
Weighted average shares outstanding: | ||
Basic | 183,513 | 188,507 |
Diluted | 183,513 | 188,507 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid in Capital (Deficit) | Retained Deficit |
Beginning Balance at Oct. 02, 2021 | $ (217,558) | $ 190 | $ 204,711 | $ (422,459) |
Beginning Balance, shares at Oct. 02, 2021 | 189,821,000 | |||
Issuance of common stock under the Plan | 100 | 100 | ||
Issuance of common stock under the Plan, shares | 176 | |||
Equity-based compensation | 2,751 | 2,751 | ||
Repurchase and retirement of common stock | (152,146) | $ (8) | (127,500) | (24,638) |
Repurchase and retirement of common stock, shares | (7,500,000) | |||
Net loss | (14,451) | (14,451) | ||
Ending Balance at Jan. 01, 2022 | (381,304) | $ 182 | 80,062 | (461,548) |
Ending Balance, shares at Jan. 01, 2022 | 182,497,000 | |||
Beginning Balance at Oct. 01, 2022 | (197,951) | $ 183 | 89,934 | (288,068) |
Beginning Balance, shares at Oct. 01, 2022 | 183,481,000 | |||
Issuance of common stock under the Plan | 1 | $ 1 | ||
Issuance of common stock under the Plan, shares | 110,000 | |||
Equity-based compensation | 2,993 | 2,993 | ||
Restricted stock units surrendered in lieu of withholding taxes | (419) | (419) | ||
Restricted stock units surrendered in lieu of withholding taxes, shares | (27,000) | |||
Repurchase and retirement of common stock, shares | (27,000) | |||
Net loss | (30,259) | (30,259) | ||
Ending Balance at Dec. 31, 2022 | $ (225,635) | $ 184 | $ 92,508 | $ (318,327) |
Ending Balance, shares at Dec. 31, 2022 | 183,564,000 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2022 | Jan. 01, 2022 | |
Operating Activities | ||
Net loss | $ (30,259) | $ (14,451) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 8,503 | 9,241 |
Equity-based compensation | 2,993 | 2,751 |
Amortization of deferred financing costs and debt discounts | 502 | 496 |
Provision for doubtful accounts | 10 | 249 |
Deferred income taxes | 1,944 | 1,407 |
Loss on disposition of assets | 6 | 17 |
Changes in operating assets and liabilities: | ||
Accounts and other receivables | (1,090) | (742) |
Inventories | (64,770) | (43,723) |
Prepaid expenses and other current assets | (6,429) | (17,593) |
Other assets | (3,601) | (2,741) |
Accounts payable and accrued expenses | (80,809) | (48,528) |
Income taxes payable | (12,031) | (6,534) |
Operating lease assets and liabilities, net | 622 | (5,408) |
Net cash used in operating activities | (184,409) | (125,559) |
Investing Activities | ||
Purchases of property and equipment | (5,697) | (5,402) |
Business acquisitions, net of cash acquired | (8,540) | (5,146) |
Proceeds from disposition of fixed assets | 488 | 21 |
Net cash used in investing activities | (13,749) | (10,527) |
Financing Activities | ||
Borrowings on Revolving Credit Facility | 91,000 | 0 |
Repayment of long-term debt | (2,025) | (2,025) |
Proceeds from options exercised | 0 | 100 |
Repurchase and retirement of common stock | 0 | (152,146) |
Payments of employee tax withholdings related to restricted stock vesting | (419) | 0 |
Net cash provided by (used in) financing activities | 88,556 | (154,071) |
Net decrease in cash and cash equivalents | (109,602) | (290,157) |
Cash and cash equivalents, beginning of period | 112,293 | 343,498 |
Cash and cash equivalents, end of period | 2,691 | 53,341 |
Supplemental Information: | ||
Interest | 12,593 | 6,725 |
Income taxes, net of refunds received | $ 1 | $ (50) |
Business and Operations
Business and Operations | 3 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Business and Operations | Note 1—Business and Operations Leslie’s, Inc. (“Leslie’s,” “we,” “our,” “us,” “its,” or the “Company”) is the leading direct-to-consumer pool and spa care brand. We market and sell pool and spa supplies and related products and services, which primarily consist of maintenance items such as chemicals, equipment and parts, and cleaning accessories, as well as safety, recreational, and fitness-related products. We currently market our products through 992 compa ny-operated locations in 39 states and e-commerce websites. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2—Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation We prepared the accompanying interim condensed consolidated financial statements following United States generally accepted accounting principles (“GAAP”). The financial statements include all normal and recurring adjustments that are necessary for a fair presentation of our financial position and operating results. The interim condensed consolidated financial statements include the accounts of Leslie’s, Inc. and our subsidiaries. All significant intercompany accounts and transactions have been eliminated. These interim condensed consolidated financial statements and the related notes should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended October 1, 2022. Fiscal Periods We operate on a fiscal calendar that results in a fiscal year consisting of a 52- or 53-week period ending on the Saturday closest to September 30th. In a 52-week fiscal year, each quarter contains 13 weeks of operations; in a 53-week fiscal year, each of the first, second and third quarters includes 13 weeks of operations and the fourth quarter includes 14 weeks of operations. References to the three months ended December 31, 2022 and the three months ended January 1, 2022 refer to the 13 weeks ended December 31, 2022 and January 1, 2022, respectively. Use of Estimates Management is required to make certain estimates and assumptions during the preparation of the condensed consolidated financial statements in accordance with GAAP. These estimates and assumptions impact the reported amount of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the condensed consolidated financial statements. They also impact the reported amount of net income (loss) during any period. Actual results could differ from those estimates. Significant estimates underlying the accompanying condensed consolidated financial statements include inventory reserves, lease assumptions, vendor rebate programs, our loyalty program, the determination of income taxes payable and deferred income taxes, sales returns reserve, self-insurance liabilities, the recoverability of intangible assets and goodwill, fair value of assets acquired in a business combination, and contingent consideration related to business combinations . Seasonality Our business is highly seasonal. Sales and earnings are highest during our third and fourth fiscal quarters, being April through September, which represent the peak months of swimming pool use. Sales are substantially lower during our first and second fiscal quarters. Summary of Other Significant Accounting Policies There have been no updates to our Significant Accounting Policies since our Annual Report on Form 10-K for the year ended October 1, 2022. For more information regarding our Significant Accounting Policies and Estimates, see Note 2—Summary of Significant Accounting Policies included in our Annual Report on Form 10-K for the year ended October 1, 2022. Recent Accounting Pronouncements In March 2020, January 2021 and December 2022, the FASB issued ASU No. 2020-04, 2021-01 and 2022-06, respectively, regarding Reference Rate Reform (collectively “Topic 848”). This collective guidance is in response to accounting concerns regarding contract modifications and hedge accounting because of impending rate reform associated with structural risks of interbank offered rates, and particularly, the risk of cessation of the London Inter-Bank Offer Rate (“LIBOR”) related to regulators in several jurisdictions around the world having undertaken reference rate reform initiatives to identify alternative reference rates. The intended cessation date of the overnight 1-, 3-, 6-, and 12-month tenors of LIBOR is expected to be June 30, 2023. In addition, Topic 848 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The guidance is effective upon issuance and may be applied through December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848. In anticipation of its adoption and based on management’s initial evaluation of the projected impact to our condensed consolidated financial statements, we do not estimate there to be a material impact. |
Business Combinations
Business Combinations | 3 Months Ended |
Dec. 31, 2022 | |
Business Combinations [Abstract] | |
Business Combinations | Note 3—Business Combinations Our condensed consolidated financial statements include the results of operations of these acquisitions from the date of acquisition. The total purchase consideration was allocated to the tangible and intangible assets acquired and the liabilities assumed at their estimated fair values as of each acquisition date, with the excess recorded to goodwill. The goodwill resulting from these acquisitions is expected to be deductible for income tax purposes. During the measurement periods, which will not exceed one year from each closing, we will continue to obtain information to assist us in finalizing the acquisition date fair values. Any qualifying changes to our preliminary estimates will be recorded as adjustments to the respective assets and liabilities, with any residual amounts allocated to goodwill. Fiscal 2023 Acquisition During the three months ended December 3 1, 2022, we acquired a business for a purchase price of $ 8.5 million. This acquisition expanded our pool and spa footprint and added five new locations across Florida and Louisiana. The purchase accounting for this acquisition has not yet been completed. Fiscal 2022 Acquisitions In fiscal 2022, we acquired six businesses for an aggregate purchase price of $ 107.7 million, inclusive of contingent consideration of up to $ 4.0 million if certain performance metrics are achieved within one to three years of the respective closing dates. These acquisitions expanded our pool and spa footprint and added 27 new locations as well as expanded our manufacturing capabilities. The following table sets forth the preliminary purchase price allocation of these acquisitions, net of immaterial measurement period adjustments, in the aggregate (in thousands). The purchase accounting for four of the six acquisitions is complete. Total Total purchase consideration, net of cash acquired $ 107,663 Fair value of assets acquired and liabilities assumed: Inventories 20,050 Finite-lived intangible assets 15,200 Other assets and liabilities, net 1,692 Total assets acquired, net of liabilities assumed 36,942 Goodwill $ 70,721 |
Goodwill and Other Intangibles,
Goodwill and Other Intangibles, Net | 3 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangibles, Net | Note 4 —Goodwill and Other Intangibles, Net Goodwill The following table details the changes in goodwill (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Balance at beginning of the period $ 173,513 $ 101,114 $ 101,114 Acquisitions, net of measurement period adjustments 2,650 72,399 4,675 Balance at the end of the period $ 176,163 $ 173,513 $ 105,789 Other Intangible Assets Other intangible assets consisted of the following as of December 31, 2022 (in thousands, except weighted average remaining useful life): Weighted Gross Accumulated Net Trade name and trademarks (finite life) 10.5 $ 27,140 $ ( 6,224 ) $ 20,916 Trade name and trademarks (indefinite life) Indefinite 9,350 — 9,350 Non-compete agreements 6.1 8,683 ( 7,431 ) 1,252 Consumer relationships 7.7 24,100 ( 13,879 ) 10,221 Other intangibles 5.8 6,620 ( 6,403 ) 217 Total $ 75,893 $ ( 33,937 ) $ 41,956 Other intangible assets consisted of the following as of October 1, 2022 (in thousands, except weighted average remaining useful life): Weighted Gross Accumulated Net Trade name and trademarks (finite life) 11.0 $ 24,440 $ ( 5,907 ) $ 18,533 Trade name and trademarks (indefinite life) Indefinite 9,350 — 9,350 Non-compete agreements 6.5 8,683 ( 7,379 ) 1,304 Consumer relationships 7.9 24,100 ( 13,339 ) 10,761 Other intangibles 6.2 6,620 ( 6,380 ) 240 Total $ 73,193 $ ( 33,005 ) $ 40,188 Other intangible assets consisted of the following as of January 1, 2022 (in thousands, except weighted average remaining useful life): Weighted Gross Accumulated Net Trade name and trademarks (finite life) 6.5 $ 5,940 $ ( 5,311 ) $ 629 Trade name and trademarks (indefinite life) Indefinite 17,750 — 17,750 Non-compete agreements 7.2 8,633 ( 7,174 ) 1,459 Consumer relationships 6.3 19,000 ( 12,545 ) 6,455 Other intangibles 6.9 6,620 ( 6,274 ) 346 Total $ 57,943 $ ( 31,304 ) $ 26,639 Amortization expense was $ 0.9 mill ion and $ 1.3 million for the three months ended December 31, 2022 and January 1, 2022, respectively. No impairment of goodwill or other intangible assets was recorded during the three months ended December 31, 2022 a nd January 1, 2022. The following table summarizes the estimated future amortization expense related to finite-lived intangible assets on our condensed consolidated balance sheet as of December 31, 2022 (in thousands): Amount Remainder of fiscal 2023 $ 3,580 2024 3,873 2025 3,777 2026 3,530 2027 3,407 Thereafter 14,439 Total $ 32,606 |
Accounts and Other Receivables,
Accounts and Other Receivables, Net | 3 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Accounts and Other Receivables, Net | Note 5—Accounts and Other Receivables, Net Accounts and other receivables, net consisted of the following (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Vendor and other rebates receivable $ 27,521 $ 24,546 $ 26,476 Customer receivables 15,969 17,708 11,415 Other receivables 4,512 4,553 4,155 Allowance for doubtful accounts ( 1,627 ) ( 1,512 ) ( 2,693 ) Total $ 46,375 $ 45,295 $ 39,353 |
Inventories
Inventories | 3 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 6—Inventories Inventories consisted of the following (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Raw materials $ 7,987 $ 9,065 $ 4,741 Finished goods 421,530 352,621 239,891 Total $ 429,517 $ 361,686 $ 244,632 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Dec. 31, 2022 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid Expenses and Other Current Assets | Note 7—Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Prepaid insurance $ 6,812 $ 1,110 $ 6,372 Prepaid occupancy costs 2,004 1,840 1,727 Prepaid sales tax 1,753 2,874 1,079 Prepaid inventory 771 — 17,785 Prepaid other 4,382 4,847 2,931 Other current assets 14,199 12,433 8,279 Total $ 29,921 $ 23,104 $ 38,173 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Note 8—Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Accounts payable $ 117,269 $ 156,456 $ 99,540 Accrued payroll and employee benefits 13,154 34,010 16,354 Customer deposits 7,505 13,250 15,659 Interest 579 342 4,521 Inventory related accruals 11,254 16,034 9,166 Loyalty and deferred revenue 6,157 5,541 7,944 Sales tax 4,528 9,130 8,189 Self-insurance reserves 8,417 9,280 8,709 Other accrued liabilities 13,900 22,929 18,742 Total $ 182,763 $ 266,972 $ 188,824 As of December 31, 2022 and October 1, 2022, capital expenditures included in o ther accrued liabilities of $ 0.4 million and $ 1.1 million, respectively. As of January 1, 2022, there were no capital expenditures included in other accrued liabilities. |
Long-Term Debt, Net
Long-Term Debt, Net | 3 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt, Net | Note 9—Long-Term Debt, Net Our long-term debt, net consisted of the following (in thousands, except interest rates): Effective (1) December 31, 2022 October 1, 2022 January 1, 2022 Term Loan—due on March 9, 2028 7.23 % (2) $ 795,825 $ 797,850 $ 803,925 Revolving Credit Facility 5.99 % (3) 91,000 — — Total long-term debt 886,825 797,850 803,925 Less: current portion of long-term debt ( 8,100 ) ( 8,100 ) ( 8,100 ) Less: noncurrent Revolving Credit Facility ( 91,000 ) — — Less: unamortized discount ( 2,684 ) ( 2,805 ) ( 3,164 ) Less: deferred financing charges ( 6,908 ) ( 7,219 ) ( 8,134 ) Total long-term debt, net $ 778,133 $ 779,726 $ 784,527 (1) Effective interest rates as of December 31, 2022. (2) Carries interest at a specified margin over LIBOR between 2.50 % and 2.75 % with a minimum LIBOR of 0.50 %. (3) Carries interest at a specific margin between 0.25 % and 0.75 % with respect to Base Rate loans and between 1.25 % and 1.75 % with respect to Eurodollar Rate loans. Term Loan In March 2021, we entered into an amendment to our term loan credit agreement (“Term Loan”). The amended Term Loan provides for an $ 810.0 million secured term loan facility with a maturity date of March 9, 2028 . Borrowings under the Term Loan had an initial applicable rate, at our option, of (i) 2.75 % for loans that are LIBOR loans and (ii) 1.75 % for loans that are ABR loans. The applicable rate of the Term Loan is based on our first lien leverage ratio as follows: (a) if the first lien leverage ratio is greater than 2.75 to 1.00 , the applicable rate will be 2.75 % for LIBOR loans and 1.75 % for ABR loans and (b) the first lien leverage ratio is less than or equal to 2.75 to 1.00 , the applicable rate will be 2.50 % for LIBOR loans and 1.50 % for ABR loans. For LIBOR loans, the loans will bear interest at the adjusted LIBOR rate plus the applicable rate, where the adjusted LIBOR rate will not be less than 0.50 %. Revolving Credit Facility In April 2021, we entered into Amendment No. 5 to our $ 200.0 million credit facility (“Revolving Credit Facility”) maturing on August 13, 2025 (the “Amendment”). The Amendment has (i) an applicable margin on Base Rate loans with a range of 0.25 % to 0.75 %, (ii) an applicable margin on Eurodollar Rate loans with a range of 1.25 % to 1.75 %, (iii) a LIBOR floor of 0 %, and (iv) a commitment fee rate of 0.25 %. We are also obligated to pay a commission on all outstanding letters of credit as well as customary administrative, issuance, fronting, amendment, payment, and negotiation fees. As of December 31, 2022, we had $ 91.0 million outstanding on the Revolving Credit Facility. As of October 1, 2022 and January 1, 2022, no amounts were outstanding on the Revolving Credit Facility. The amount available under our Revolving Credit Facility was reduced by $ 10.0 million of existing standby letters of credit as of December 31, 2022. Representations and Covenants Substantially all of our assets are pledged as collateral to secure our indebtedness. The Term Loan and the Revolving Credit Facility do not require us to comply with any financial covenants. The Term Loan and the Revolving Credit Facility contain customary representations and warranties, covenants, and conditions to borrowing. No event of default occurred as of December 31, 2022, October 1, 2022, or January 1, 2022. Future Debt Maturities The following table summarizes the debt maturities and scheduled principal repayments of our indebtedness as o f December 31, 2022 (in thousands): Amount Remainder of fiscal 2023 $ 6,075 2024 6,075 2025 101,125 2026 8,100 2027 8,100 Thereafter 757,350 Total $ 886,825 |
Income Taxes
Income Taxes | 3 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 10—Income Taxes Our effective income tax rate was a benefit of 25.0 % for the three months ended December 31, 2022, compared to 26.7 % for the three months ended January 1, 2022. The differences between the statutory rate and our effective rate for the three months ended December 31, 2022 and January 1, 2022, were primarily attributable to state taxes. Our effective income tax rate can fluctuate due to factors including valuation allowances, changes in tax laws, federal and state audits, and the impact of other discrete items. In August 2022, the Inflation Reduction Act of 2022 was signed into law and contains provisions effective January 1, 2023. The Company is currently evaluating its impact on future periods, and at this time the Company does not expect it to have a material impact on our condensed consolidated financial statements. |
Commitments & Contingencies
Commitments & Contingencies | 3 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments & Contingencies | Note 11—Commitments & Contingencies Contingencies We are defendants in lawsuits or potential claims encountered in the normal course of business. When the potential liability from a matter can be estimated and the loss is considered probable, we record the estimated loss. Due to uncertainties related to the resolution of lawsuits, investigations and claims, the ultimate outcome may differ from the estimates. We do not expect that the resolutions of any of these matters will have a material effect to our condensed consolidated financial position or results of operations. We did not record any material loss contingencies as of December 31, 2022, October 1, 2022, and January 1, 2022, respectively. Our workers’ compensation insurance program, general liability insurance pr ogram, and employee group medical plan have self-insurance retention features of up to $ 0.4 million per event as of December 31, 2022, October 1, 2022 and January 1, 2022. We had standby letters of credit outstanding in the amount of $ 10.0 million as of December 31, 2022 for the purpose of securing such obligations under our workers’ compensation self-insurance programs. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 12—Related Party Transactions On December 14, 2021, the Company entered into a share repurchase agreement with Bubbles Investor Aggregator, L.P. and Explorer Investment Pte. Ltd. (together, the “Selling Stockholders”), each a greater than 5 % beneficial owner of the Company’s common stock at the time of the transaction, providing for the repurchase by the Company from the Selling Stockholders of an aggregate of 7.5 million shares of common stock, conditioned on the closing of a contemporaneous secondary public offering (the “Offering”). The price per share of repurchased common stock paid by the Company was $ 20.25 , which represents the per share price at which shares of common stock were sold to the public in the Offering less the underwriting discount. The repurchase transaction closed on December 16, 2021. See Note 13—Share Repurchase Program for detailed information regarding our share repurchase program. |
Share Repurchase Program
Share Repurchase Program | 3 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Share Repurchase Program | Note 13—Share Repurchase Program On December 3, 2021, the board of directors authorized a share repurchase program for up to an aggregate of $ 300 million of the Company’s outstanding shares of common stock over a period of three years , expiring December 3, 2024 . The amount, price, manner, and timing of repurchases are determined by the Company in its discretion and depends on a number of factors, including legal requirements, price, economic and market conditions, the Company’s financial condition, capital requirements, cash flows, results of operations, future business prospects, and other factors our management may deem relevant. The share repurchase program may be amended, suspended, or discontinued at any time. Shares may be repurchased from time-to-time using a variety of methods, including on the open market and/or in privately negotiated transactions, including under plans complying with Rule 10b5-1 under the Exchange Act, as part of accelerated share repurchases, and other methods. On December 16, 2021, the Company repurchased and retired 7.5 million shares of common stock at a price per share of $ 20.25 under the program. The Company paid $ 151.9 million ($ 152.1 million including offering costs) to fund the share repurchase using existing cash on hand. The Company accounted for the share repurchase and retirement of shares under the cost method by deducting its par value from common stock, reducing additional paid-in-capital by $ 127.5 million (using the share price when the shares were originally issued), and increasing retained deficit by the remaining excess cost of $ 24.4 million. As of December 31, 2022, approximately $ 147.7 million remained available for future purchases under our share repurchase program. The following table presents information about our repurchases of common stock under our share repurchase program (in thousands): Three Months Ended December 31, 2022 January 1, 2022 Total number of shares repurchased 27 7,500 Total amount paid for shares repurchased $ 419 $ 151,875 |
Equity-Based Compensation
Equity-Based Compensation | 3 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Note 14—Equity-Based Compensation Equity-Based Compensation 2020 Omnibus Incentive Plan In October 2020, we adopted the Leslie’s, Inc. 2020 Omnibus Incentive Plan (the “Plan”). The Plan provides for the grant of awards such as non-qualified stock options to purchase Leslie’s common stock (each, a “Stock Option”), restricted stock units (“RSUs”) and performance stock units (“PSUs”) which may settle in Leslie’s, Inc. common stock to our directors, executives, and eligible employees of the Company. The vesting of the Company’s outstanding and unvested Stock Options, RSUs and PSUs is contingent up on the holder’s continued service through the date of each applicable vesting event. As of December 31, 2022, we had approximately 7.4 million shares of common stock available for future grants under the Plan. As of December 31, 2022, the aggregate unamortized value of all outstanding equity-based compensation awards was approximate ly $ 35.6 million, whic h is expected to be recognized over a weighted average perio d of approximately 2.7 years. Stock Options Stock Options granted under the Plan generally expire ten years from the date of grant and consist of Stock Options that vest upon the satisfaction of time-based requirements. The following tables summarizes our Stock Option activity under the Plan during the three months ended December 31, 2022 (in thousands, except per share amounts): December 31, 2022 Number of Options Weighted Average Outstanding, Beginning 3,780 $ 18.24 Granted — — Exercised — — Forfeited/Expired ( 137 ) 18.69 Balance, Ending 3,643 $ 18.23 Vested and exercisable as of December 31, 2022 1,994 $ 17.87 As of December 31, 2022 Aggregate intrinsic value of options outstanding $ — Unamortized value of unvested stock options $ 7,920 Weighted average years that expense is expected to be recognized 1.6 Weighted average remaining contractual years outstanding 8.4 Restricted Stock Units and Performance Units RSUs represent grants that vest ratably upon the satisfaction of time-based requirements. PSUs represent grants potentially issuable in the future based upon the Company’s achievement of certain performance conditions. The fair value of our RSUs and PSUs are calculated based on the Company’s stock price on the date of the grant. The following table summarizes our RSU and PSU activity under the Plan during the three months ended December 31, 2022 (in thousands, except per share amounts): December 31, 2022 Number of RSUs/PSUs Weighted Average Outstanding, Beginning 2,297 $ 10.04 Granted (1) 909 12.04 Vested ( 110 ) 4.53 Forfeited ( 79 ) 12.07 Balance, Ending 3,017 $ 10.79 (1) Includes 0.3 million PSUs granted in December 2022 subject to the Company achieving certain adjusted net income and sales performance targets on a cumulative basis during each of fiscal years 2023, 2024, and 2025. The criteria is based on a range of these performance targets in which participants may earn between 0 % to 2 00 % of the base number of awards granted. The weighted average grant date fair value of the PSUs was $ 12.04 and assumes attainment of target payout rates at 100 % as set forth in the performance criteria. Equity-based compensation expense is recognized for awards deemed probable of vesting. As of December 31, 2022 Unamortized value of unvested RSUs/PSUs $ 27,645 Weighted average period (years) expense is expected to be recognized 3.0 During the three months ended December 31, 2022 and January 1, 2022, equity-based compensation expense was $ 3.0 million and $ 2.8 million, respectively. Equity-based compensation expense is reported in selling, general, & administrative expenses (“SG&A”) in our condensed consolidated statements of operations. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 15—Earnings Per Share The following is a reconciliation of basic weighted average common shares outstanding to diluted weighted average common shares outstanding ( in thousands, except per share amounts): Three Months Ended December 31, 2022 January 1, 2022 Numerator: Net loss $ ( 30,259 ) $ ( 14,451 ) Denominator: Weighted average shares outstanding - basic $ 183,513 188,507 Effect of dilutive securities: Stock Options — — RSUs — — Weighted average shares outstanding - diluted 183,513 188,507 Basic earnings per share $ ( 0.16 ) $ ( 0.08 ) Diluted earnings per share $ ( 0.16 ) $ ( 0.08 ) The following number of weighted-average potentially dilutive shares were excluded from the calculation of diluted earnings per share because the effect of including such shares would have been antidilutive (in thousands): Three Months Ended December 31, 2022 January 1, 2022 Stock Options 3,699 2,214 RSUs 1,969 240 Total 5,668 2,454 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation We prepared the accompanying interim condensed consolidated financial statements following United States generally accepted accounting principles (“GAAP”). The financial statements include all normal and recurring adjustments that are necessary for a fair presentation of our financial position and operating results. The interim condensed consolidated financial statements include the accounts of Leslie’s, Inc. and our subsidiaries. All significant intercompany accounts and transactions have been eliminated. These interim condensed consolidated financial statements and the related notes should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended October 1, 2022. |
Fiscal Periods | Fiscal Periods We operate on a fiscal calendar that results in a fiscal year consisting of a 52- or 53-week period ending on the Saturday closest to September 30th. In a 52-week fiscal year, each quarter contains 13 weeks of operations; in a 53-week fiscal year, each of the first, second and third quarters includes 13 weeks of operations and the fourth quarter includes 14 weeks of operations. References to the three months ended December 31, 2022 and the three months ended January 1, 2022 refer to the 13 weeks ended December 31, 2022 and January 1, 2022, respectively. |
Use of Estimates | Use of Estimates Management is required to make certain estimates and assumptions during the preparation of the condensed consolidated financial statements in accordance with GAAP. These estimates and assumptions impact the reported amount of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the condensed consolidated financial statements. They also impact the reported amount of net income (loss) during any period. Actual results could differ from those estimates. Significant estimates underlying the accompanying condensed consolidated financial statements include inventory reserves, lease assumptions, vendor rebate programs, our loyalty program, the determination of income taxes payable and deferred income taxes, sales returns reserve, self-insurance liabilities, the recoverability of intangible assets and goodwill, fair value of assets acquired in a business combination, and contingent consideration related to business combinations |
Seasonality | Seasonality Our business is highly seasonal. Sales and earnings are highest during our third and fourth fiscal quarters, being April through September, which represent the peak months of swimming pool use. Sales are substantially lower during our first and second fiscal quarters. |
Summary of Other Significant Accounting Policies | Summary of Other Significant Accounting Policies There have been no updates to our Significant Accounting Policies since our Annual Report on Form 10-K for the year ended October 1, 2022. For more information regarding our Significant Accounting Policies and Estimates, see Note 2—Summary of Significant Accounting Policies included in our Annual Report on Form 10-K for the year ended October 1, 2022. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2020, January 2021 and December 2022, the FASB issued ASU No. 2020-04, 2021-01 and 2022-06, respectively, regarding Reference Rate Reform (collectively “Topic 848”). This collective guidance is in response to accounting concerns regarding contract modifications and hedge accounting because of impending rate reform associated with structural risks of interbank offered rates, and particularly, the risk of cessation of the London Inter-Bank Offer Rate (“LIBOR”) related to regulators in several jurisdictions around the world having undertaken reference rate reform initiatives to identify alternative reference rates. The intended cessation date of the overnight 1-, 3-, 6-, and 12-month tenors of LIBOR is expected to be June 30, 2023. In addition, Topic 848 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The guidance is effective upon issuance and may be applied through December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848. In anticipation of its adoption and based on management’s initial evaluation of the projected impact to our condensed consolidated financial statements, we do not estimate there to be a material impact. |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Business Combinations [Abstract] | |
Schedule of Preliminary Allocation of Acquisitions, Net of Immaterial Measurement Period Adjustments in Aggregate | Total Total purchase consideration, net of cash acquired $ 107,663 Fair value of assets acquired and liabilities assumed: Inventories 20,050 Finite-lived intangible assets 15,200 Other assets and liabilities, net 1,692 Total assets acquired, net of liabilities assumed 36,942 Goodwill $ 70,721 |
Goodwill and Other Intangible_2
Goodwill and Other Intangibles, Net (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill | The following table details the changes in goodwill (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Balance at beginning of the period $ 173,513 $ 101,114 $ 101,114 Acquisitions, net of measurement period adjustments 2,650 72,399 4,675 Balance at the end of the period $ 176,163 $ 173,513 $ 105,789 |
Summary of Other Intangible Assets | Other intangible assets consisted of the following as of December 31, 2022 (in thousands, except weighted average remaining useful life): Weighted Gross Accumulated Net Trade name and trademarks (finite life) 10.5 $ 27,140 $ ( 6,224 ) $ 20,916 Trade name and trademarks (indefinite life) Indefinite 9,350 — 9,350 Non-compete agreements 6.1 8,683 ( 7,431 ) 1,252 Consumer relationships 7.7 24,100 ( 13,879 ) 10,221 Other intangibles 5.8 6,620 ( 6,403 ) 217 Total $ 75,893 $ ( 33,937 ) $ 41,956 Other intangible assets consisted of the following as of October 1, 2022 (in thousands, except weighted average remaining useful life): Weighted Gross Accumulated Net Trade name and trademarks (finite life) 11.0 $ 24,440 $ ( 5,907 ) $ 18,533 Trade name and trademarks (indefinite life) Indefinite 9,350 — 9,350 Non-compete agreements 6.5 8,683 ( 7,379 ) 1,304 Consumer relationships 7.9 24,100 ( 13,339 ) 10,761 Other intangibles 6.2 6,620 ( 6,380 ) 240 Total $ 73,193 $ ( 33,005 ) $ 40,188 Other intangible assets consisted of the following as of January 1, 2022 (in thousands, except weighted average remaining useful life): Weighted Gross Accumulated Net Trade name and trademarks (finite life) 6.5 $ 5,940 $ ( 5,311 ) $ 629 Trade name and trademarks (indefinite life) Indefinite 17,750 — 17,750 Non-compete agreements 7.2 8,633 ( 7,174 ) 1,459 Consumer relationships 6.3 19,000 ( 12,545 ) 6,455 Other intangibles 6.9 6,620 ( 6,274 ) 346 Total $ 57,943 $ ( 31,304 ) $ 26,639 |
Summary of Estimated Future Amortization Expense Related to Finite-Lived Intangible Assets | The following table summarizes the estimated future amortization expense related to finite-lived intangible assets on our condensed consolidated balance sheet as of December 31, 2022 (in thousands): Amount Remainder of fiscal 2023 $ 3,580 2024 3,873 2025 3,777 2026 3,530 2027 3,407 Thereafter 14,439 Total $ 32,606 |
Accounts and Other Receivable_2
Accounts and Other Receivables, Net (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Schedule of Accounts and Other Receivables, Net | Accounts and other receivables, net consisted of the following (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Vendor and other rebates receivable $ 27,521 $ 24,546 $ 26,476 Customer receivables 15,969 17,708 11,415 Other receivables 4,512 4,553 4,155 Allowance for doubtful accounts ( 1,627 ) ( 1,512 ) ( 2,693 ) Total $ 46,375 $ 45,295 $ 39,353 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Raw materials $ 7,987 $ 9,065 $ 4,741 Finished goods 421,530 352,621 239,891 Total $ 429,517 $ 361,686 $ 244,632 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Prepaid insurance $ 6,812 $ 1,110 $ 6,372 Prepaid occupancy costs 2,004 1,840 1,727 Prepaid sales tax 1,753 2,874 1,079 Prepaid inventory 771 — 17,785 Prepaid other 4,382 4,847 2,931 Other current assets 14,199 12,433 8,279 Total $ 29,921 $ 23,104 $ 38,173 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following (in thousands): December 31, 2022 October 1, 2022 January 1, 2022 Accounts payable $ 117,269 $ 156,456 $ 99,540 Accrued payroll and employee benefits 13,154 34,010 16,354 Customer deposits 7,505 13,250 15,659 Interest 579 342 4,521 Inventory related accruals 11,254 16,034 9,166 Loyalty and deferred revenue 6,157 5,541 7,944 Sales tax 4,528 9,130 8,189 Self-insurance reserves 8,417 9,280 8,709 Other accrued liabilities 13,900 22,929 18,742 Total $ 182,763 $ 266,972 $ 188,824 |
Long-Term Debt, Net (Tables)
Long-Term Debt, Net (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Long-Term Debt, Net | Our long-term debt, net consisted of the following (in thousands, except interest rates): Effective (1) December 31, 2022 October 1, 2022 January 1, 2022 Term Loan—due on March 9, 2028 7.23 % (2) $ 795,825 $ 797,850 $ 803,925 Revolving Credit Facility 5.99 % (3) 91,000 — — Total long-term debt 886,825 797,850 803,925 Less: current portion of long-term debt ( 8,100 ) ( 8,100 ) ( 8,100 ) Less: noncurrent Revolving Credit Facility ( 91,000 ) — — Less: unamortized discount ( 2,684 ) ( 2,805 ) ( 3,164 ) Less: deferred financing charges ( 6,908 ) ( 7,219 ) ( 8,134 ) Total long-term debt, net $ 778,133 $ 779,726 $ 784,527 (1) Effective interest rates as of December 31, 2022. (2) Carries interest at a specified margin over LIBOR between 2.50 % and 2.75 % with a minimum LIBOR of 0.50 %. (3) Carries interest at a specific margin between 0.25 % and 0.75 % with respect to Base Rate loans and between 1.25 % and 1.75 % with respect to Eurodollar Rate loans. |
Schedule of Debt Maturities and Principal Repayments of Indebtedness | The following table summarizes the debt maturities and scheduled principal repayments of our indebtedness as o f December 31, 2022 (in thousands): Amount Remainder of fiscal 2023 $ 6,075 2024 6,075 2025 101,125 2026 8,100 2027 8,100 Thereafter 757,350 Total $ 886,825 |
Share Repurchase Program (Table
Share Repurchase Program (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Repurchases of Common Stock | The following table presents information about our repurchases of common stock under our share repurchase program (in thousands): Three Months Ended December 31, 2022 January 1, 2022 Total number of shares repurchased 27 7,500 Total amount paid for shares repurchased $ 419 $ 151,875 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock Options Activity | The following tables summarizes our Stock Option activity under the Plan during the three months ended December 31, 2022 (in thousands, except per share amounts): December 31, 2022 Number of Options Weighted Average Outstanding, Beginning 3,780 $ 18.24 Granted — — Exercised — — Forfeited/Expired ( 137 ) 18.69 Balance, Ending 3,643 $ 18.23 Vested and exercisable as of December 31, 2022 1,994 $ 17.87 As of December 31, 2022 Aggregate intrinsic value of options outstanding $ — Unamortized value of unvested stock options $ 7,920 Weighted average years that expense is expected to be recognized 1.6 Weighted average remaining contractual years outstanding 8.4 |
Summary of RSU and PSU Activity under Plan | The following table summarizes our RSU and PSU activity under the Plan during the three months ended December 31, 2022 (in thousands, except per share amounts): December 31, 2022 Number of RSUs/PSUs Weighted Average Outstanding, Beginning 2,297 $ 10.04 Granted (1) 909 12.04 Vested ( 110 ) 4.53 Forfeited ( 79 ) 12.07 Balance, Ending 3,017 $ 10.79 (1) Includes 0.3 million PSUs granted in December 2022 subject to the Company achieving certain adjusted net income and sales performance targets on a cumulative basis during each of fiscal years 2023, 2024, and 2025. The criteria is based on a range of these performance targets in which participants may earn between 0 % to 2 00 % of the base number of awards granted. The weighted average grant date fair value of the PSUs was $ 12.04 and assumes attainment of target payout rates at 100 % as set forth in the performance criteria. Equity-based compensation expense is recognized for awards deemed probable of vesting. As of December 31, 2022 Unamortized value of unvested RSUs/PSUs $ 27,645 Weighted average period (years) expense is expected to be recognized 3.0 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Summary of Reconciliation of Basic Weighted Average Common Shares Outstanding to Diluted Weighted Average Common Shares Outstanding | The following is a reconciliation of basic weighted average common shares outstanding to diluted weighted average common shares outstanding ( in thousands, except per share amounts): Three Months Ended December 31, 2022 January 1, 2022 Numerator: Net loss $ ( 30,259 ) $ ( 14,451 ) Denominator: Weighted average shares outstanding - basic $ 183,513 188,507 Effect of dilutive securities: Stock Options — — RSUs — — Weighted average shares outstanding - diluted 183,513 188,507 Basic earnings per share $ ( 0.16 ) $ ( 0.08 ) Diluted earnings per share $ ( 0.16 ) $ ( 0.08 ) |
Schedule of Antidilutive Securities Excluded from Calculation of Diluted Earnings Per Share | The following number of weighted-average potentially dilutive shares were excluded from the calculation of diluted earnings per share because the effect of including such shares would have been antidilutive (in thousands): Three Months Ended December 31, 2022 January 1, 2022 Stock Options 3,699 2,214 RSUs 1,969 240 Total 5,668 2,454 |
Business and Operations - Addit
Business and Operations - Additional Information (Details) | 3 Months Ended |
Dec. 31, 2022 Location State | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of company-operated locations | Location | 992 |
Number of states in which entity operates | State | 39 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Oct. 01, 2022 USD ($) | Dec. 31, 2022 USD ($) Location | Jan. 01, 2022 USD ($) | Oct. 01, 2022 USD ($) Location Number | |
Business Acquisition [Line Items] | ||||
Total purchase consideration, net of cash acquired | $ 107,663 | $ 8,540 | $ 5,146 | |
2022 Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Number of Businesses Acquired | Number | 6 | |||
Total purchase consideration, net of cash acquired | $ 107,700 | |||
Number of locations in which assets acquired | Location | 27 | |||
2022 Acquisitions | Contingent Consideration Two | ||||
Business Acquisition [Line Items] | ||||
Contingent consideration | $ 4,000 | $ 4,000 | ||
2023 Acquisition | ||||
Business Acquisition [Line Items] | ||||
Total purchase consideration, net of cash acquired | $ 8,500 | |||
Florida and Louisiana | 2023 Acquisition | ||||
Business Acquisition [Line Items] | ||||
Number of locations in which assets acquired | Location | 5 |
Business Combinations - Schedul
Business Combinations - Schedule of Preliminary Allocation of Acquisitions, Net of Immaterial Measurement Period Adjustments in Aggregate (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Oct. 01, 2022 | Dec. 31, 2022 | Jan. 01, 2022 | Oct. 01, 2022 | |
Asset Acquisition [Abstract] | ||||
Total purchase consideration, net of cash acquired | $ 107,663 | $ 8,540 | $ 5,146 | |
Fair value of assets acquired and liabilities assumed: | ||||
Inventories | 20,050 | $ 20,050 | ||
Finite-lived intangible assets | 15,200 | 15,200 | ||
Other assets and liabilities, net | 1,692 | 1,692 | ||
Total assets acquired, net of liabilities assumed | 36,942 | 36,942 | ||
Goodwill | $ 70,721 | $ 2,650 | $ 4,675 | $ 72,399 |
Goodwill and Other Intangible_3
Goodwill and Other Intangibles, Net - Summary of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Oct. 01, 2022 | Dec. 31, 2022 | Jan. 01, 2022 | Oct. 01, 2022 | |
Goodwill [Roll Forward] | ||||
Balance at beginning of the period | $ 173,513 | $ 101,114 | $ 101,114 | |
Acquisitions, net of measurement period adjustments | $ 70,721 | 2,650 | 4,675 | 72,399 |
Balance at the end of the period | $ 173,513 | $ 176,163 | $ 105,789 | $ 173,513 |
Goodwill and Other Intangible_4
Goodwill and Other Intangibles, Net - Summary of Other Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Jan. 01, 2022 | Oct. 01, 2022 | |
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Net Carrying Amount, Finite Life | $ 32,606 | ||
Gross Carrying Value | 75,893 | $ 57,943 | $ 73,193 |
Accumulated Amortization | (33,937) | (31,304) | (33,005) |
Net Carrying Amount | $ 41,956 | $ 26,639 | $ 40,188 |
Trade Name and Trademarks | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Finite Life | 10 years 6 months | 6 years 6 months | 11 years |
Gross Carrying Value, Finite Life | $ 27,140 | $ 5,940 | $ 24,440 |
Accumulated Amortization, Finite Life | (6,224) | (5,311) | (5,907) |
Net Carrying Amount, Finite Life | $ 20,916 | $ 629 | $ 18,533 |
Non-compete Agreements | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Finite Life | 6 years 1 month 6 days | 7 years 2 months 12 days | 6 years 6 months |
Gross Carrying Value, Finite Life | $ 8,683 | $ 8,633 | $ 8,683 |
Accumulated Amortization, Finite Life | (7,431) | (7,174) | (7,379) |
Net Carrying Amount, Finite Life | $ 1,252 | $ 1,459 | $ 1,304 |
Consumer Relationships | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Finite Life | 7 years 8 months 12 days | 6 years 3 months 18 days | 7 years 10 months 24 days |
Gross Carrying Value, Finite Life | $ 24,100 | $ 19,000 | $ 24,100 |
Accumulated Amortization, Finite Life | (13,879) | (12,545) | (13,339) |
Net Carrying Amount, Finite Life | $ 10,221 | $ 6,455 | $ 10,761 |
Other Intangibles | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Finite Life | 5 years 9 months 18 days | 6 years 10 months 24 days | 6 years 2 months 12 days |
Gross Carrying Value, Finite Life | $ 6,620 | $ 6,620 | $ 6,620 |
Accumulated Amortization, Finite Life | (6,403) | (6,274) | (6,380) |
Net Carrying Amount, Finite Life | $ 217 | $ 346 | $ 240 |
Trade Name and Trademarks | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Indefinite Life | Indefinite | Indefinite | Indefinite |
Net Carrying Amount, Indefinite Life | $ 9,350 | $ 17,750 | $ 9,350 |
Gross Carrying Value | $ 9,350 | $ 17,750 | $ 9,350 |
Goodwill and Other Intangible_5
Goodwill and Other Intangibles, Net - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Dec. 31, 2022 | Jan. 01, 2022 | Jan. 01, 2022 | |
Finite And Indefinite Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 900,000 | $ 1,300,000 | |
Impairment of goodwill or other intangible assets | $ 0 | $ 0 |
Goodwill and Other Intangible_6
Goodwill and Other Intangibles, Net - Summary of Estimated Future Amortization Expense Related to Finite-Lived Intangible Assets (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
Remainder of Fiscal 2023 | $ 3,580 |
2024 | 3,873 |
2025 | 3,777 |
2026 | 3,530 |
2027 | 3,407 |
Thereafter | 14,439 |
Net Carrying Amount, Finite Life | $ 32,606 |
Accounts and Other Receivable_3
Accounts and Other Receivables, Net - Schedule of Accounts and Other Receivables, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 |
Receivables [Abstract] | |||
Vendor and other rebates receivable | $ 27,521 | $ 24,546 | $ 26,476 |
Customer receivables | 15,969 | 17,708 | 11,415 |
Other receivables | 4,512 | 4,553 | 4,155 |
Allowance for doubtful accounts | (1,627) | (1,512) | (2,693) |
Total | $ 46,375 | $ 45,295 | $ 39,353 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 7,987 | $ 9,065 | $ 4,741 |
Finished goods | 421,530 | 352,621 | 239,891 |
Total | $ 429,517 | $ 361,686 | $ 244,632 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 |
Prepaid Expense and Other Assets, Current [Abstract] | |||
Prepaid insurance | $ 6,812 | $ 1,110 | $ 6,372 |
Prepaid occupancy costs | 2,004 | 1,840 | 1,727 |
Prepaid sales tax | 1,753 | 2,874 | 1,079 |
Prepaid inventory | 771 | 0 | 17,785 |
Prepaid other | 4,382 | 4,847 | 2,931 |
Other current assets | 14,199 | 12,433 | 8,279 |
Total | $ 29,921 | $ 23,104 | $ 38,173 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 |
Payables and Accruals [Abstract] | |||
Accounts payable | $ 117,269 | $ 156,456 | $ 99,540 |
Accrued payroll and employee benefits | 13,154 | 34,010 | 16,354 |
Customer deposits | 7,505 | 13,250 | 15,659 |
Interest | 579 | 342 | 4,521 |
Inventory related accruals | 11,254 | 16,034 | 9,166 |
Loyalty and deferred revenue | 6,157 | 5,541 | 7,944 |
Sales taxes | 4,528 | 9,130 | 8,189 |
Self-insurance reserves | 8,417 | 9,280 | 8,709 |
Other accrued liabilities | 13,900 | 22,929 | 18,742 |
Total | $ 182,763 | $ 266,972 | $ 188,824 |
Accounts Payable and Accrued _4
Accounts Payable and Accrued Expenses (Additional Information) (Details) - USD ($) | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 |
Payables and Accruals [Abstract] | |||
Capital expenditures included in other accrued liabilities | $ 400,000 | $ 1,100,000 | $ 0 |
Long-Term Debt, Net - Summary o
Long-Term Debt, Net - Summary of Long-Term Debt, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 | |
Debt Instrument [Line Items] | ||||
Total long-term debt | $ 886,825 | $ 797,850 | $ 803,925 | |
Less: current portion of long-term debt | (8,100) | (8,100) | (8,100) | |
Less: noncurrent Revolving Credit Facility | (91,000) | 0 | 0 | |
Less: unamortized discount | (2,684) | (2,805) | (3,164) | |
Less: deferred financing charges | (6,908) | (7,219) | (8,134) | |
Total long-term debt, net | $ 778,133 | 779,726 | 784,527 | |
Term Loan Due on March 9, 2028 | ||||
Debt Instrument [Line Items] | ||||
Effective Interest Rate | [1],[2] | 7.23% | ||
Total long-term debt | $ 795,825 | 797,850 | 803,925 | |
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Effective Interest Rate | [2],[3] | 5.99% | ||
Total long-term debt | $ 91,000 | $ 0 | $ 0 | |
[1] Carries interest at a specified margin over LIBOR between 2.50 % and 2.75 % with a minimum LIBOR of 0.50 %. Effective interest rates as of December 31, 2022. Carries interest at a specific margin between 0.25 % and 0.75 % with respect to Base Rate loans and between 1.25 % and 1.75 % with respect to Eurodollar Rate loans. |
Long-Term Debt, Net - Summary_2
Long-Term Debt, Net - Summary of Long-Term Debt, Net (Parenthetical) (Details) | 3 Months Ended |
Dec. 31, 2022 | |
LIBOR | Term Loan Due on March 9, 2028 | Maximum | |
Debt Instrument [Line Items] | |
Interest rate range | 2.75% |
LIBOR | Term Loan Due on March 9, 2028 | Minimum | |
Debt Instrument [Line Items] | |
Interest rate | 0.50% |
Interest rate range | 2.50% |
ABL Credit Facility | Base Rate | Maximum | |
Debt Instrument [Line Items] | |
Interest rate | 0.75% |
ABL Credit Facility | Base Rate | Minimum | |
Debt Instrument [Line Items] | |
Interest rate | 0.25% |
ABL Credit Facility | Eurodollar | Maximum | |
Debt Instrument [Line Items] | |
Interest rate | 1.75% |
ABL Credit Facility | Eurodollar | Minimum | |
Debt Instrument [Line Items] | |
Interest rate | 1.25% |
Long-Term Debt, Net - Term Loan
Long-Term Debt, Net - Term Loan - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | |||
Mar. 31, 2021 | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 | |
Debt Instrument [Line Items] | ||||
Secured term loan facility | $ 886,825 | $ 797,850 | $ 803,925 | |
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Secured term loan facility | $ 810,000 | |||
Debt instrument, maturity date | Mar. 09, 2028 | |||
Term Loan | Minimum | First Lien Leverage Ratio Greater Than 2.75 to 100 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 1% | |||
Term Loan | Minimum | First Lien Leverage Ratio Less Than or Equal to 2.75 to 1.00 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 1% | |||
Term Loan | Maximum | First Lien Leverage Ratio Greater Than 2.75 to 100 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 2.75% | |||
Term Loan | Maximum | First Lien Leverage Ratio Less Than or Equal to 2.75 to 1.00 | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 2.75% | |||
Term Loan | LIBOR | Applicable Rate | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 2.75% | |||
Term Loan | LIBOR | First Lien Leverage Ratio Greater Than 2.75 to 100 | Applicable Rate | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 2.75% | |||
Term Loan | LIBOR | First Lien Leverage Ratio Less Than or Equal to 2.75 to 1.00 | Applicable Rate | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 2.50% | |||
Term Loan | LIBOR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 0.50% | |||
Term Loan | ABR | Applicable Rate | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 1.75% | |||
Term Loan | ABR | First Lien Leverage Ratio Greater Than 2.75 to 100 | Applicable Rate | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 1.75% | |||
Term Loan | ABR | First Lien Leverage Ratio Less Than or Equal to 2.75 to 1.00 | Applicable Rate | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 1.50% |
Long-Term Debt, Net - Revolving
Long-Term Debt, Net - Revolving Credit Facility - Additional Information (Details) - Revolving Credit Facility - USD ($) | 1 Months Ended | |||
Apr. 30, 2021 | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 | |
Debt Instrument [Line Items] | ||||
Debt instrument, maturity date | Aug. 13, 2025 | |||
Credit facility, current borrowing capacity | $ 91,000,000 | $ 0 | $ 0 | |
Credit facility, maximum borrowing capacity | $ 200,000,000 | |||
Credit facility, commitment fee percentage | 0.25% | |||
Standby Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Amount of Letters of credit on credit facility | $ 10,000,000 | |||
Base Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 0.25% | |||
Base Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 0.75% | |||
Eurodollar | Minimum | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 1.25% | |||
Eurodollar | Maximum | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 1.75% | |||
LIBOR | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 0% |
Long-Term Debt, Net - Schedule
Long-Term Debt, Net - Schedule of Debt Maturities and Principal Repayments of Indebtedness (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Oct. 01, 2022 | Jan. 01, 2022 |
Long-Term Debt, Fiscal Year Maturity [Abstract] | |||
Remainder of fiscal 2023 | $ 6,075 | ||
2024 | 6,075 | ||
2025 | 101,125 | ||
2026 | 8,100 | ||
2027 | 8,100 | ||
Thereafter | 757,350 | ||
Total long-term debt | $ 886,825 | $ 797,850 | $ 803,925 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | |
Dec. 31, 2022 | Jan. 01, 2022 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 25% | 26.70% |
Commitments & Contingencies - A
Commitments & Contingencies - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Oct. 01, 2022 |
Workers' Compensation Insurance Program | Standby Letter of Credit | ||
Loss Contingencies [Line Items] | ||
Credit facility, remaining borrowing capacity | $ 10 | |
General Liability Insurance Program | Maximum | ||
Loss Contingencies [Line Items] | ||
Self insurance retention amount | $ 0.4 | $ 0.4 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - $ / shares shares in Thousands | 1 Months Ended | 3 Months Ended | ||
Dec. 14, 2021 | Dec. 16, 2021 | Dec. 31, 2022 | Jan. 01, 2022 | |
Common Stock | ||||
Related Party Transaction [Line Items] | ||||
Common stock, shares repurchased | 7,500 | 27 | 7,500 | |
Common stock repurchased, price per share | $ 20.25 | |||
Bubbles Investor Aggregator, L.P. | Minimum | ||||
Related Party Transaction [Line Items] | ||||
Beneficial ownership interest in common stock | 5% | |||
Explorer Investment Pte. Ltd. | Minimum | ||||
Related Party Transaction [Line Items] | ||||
Beneficial ownership interest in common stock | 5% | |||
Bubbles Investor Aggregator, L.P. and Explorer Investment Pte. Ltd. | Common Stock | ||||
Related Party Transaction [Line Items] | ||||
Common stock, shares repurchased | 7,500 | |||
Common stock repurchased, price per share | $ 20.25 |
Share Repurchase Program - Addi
Share Repurchase Program - Additional Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Dec. 03, 2021 | Dec. 16, 2021 | Dec. 31, 2022 | Jan. 01, 2022 | |
Equity, Class of Treasury Stock [Line Items] | ||||
Repurchase and retirement of common stock including offering costs | $ 0 | $ 152,146 | ||
Common Stock | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Authorized amount under share repurchase program | $ 300,000 | |||
Period during which shares can be repurchased under share repurchase program | 3 years | |||
Expiration date of share repurchase program | Dec. 03, 2024 | |||
Common stock, shares repurchased | 7,500 | 27 | 7,500 | |
Common stock repurchased, price per share | $ 20.25 | |||
Repurchase of common stock | $ 151,900 | $ 419 | $ 151,875 | |
Repurchase and retirement of common stock including offering costs | 152,100 | |||
Additional paid in capital | 127,500 | |||
Increase in retained earnings | $ 24,400 | |||
Remained available amount under share repurchase program | $ 147,700 |
Share Repurchase Program - Sche
Share Repurchase Program - Schedule of Repurchases of Common Stock (Details) - Common Stock - USD ($) shares in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | |
Dec. 16, 2021 | Dec. 31, 2022 | Jan. 01, 2022 | |
Equity, Class of Treasury Stock [Line Items] | |||
Total number of shares repurchased | 7,500 | 27 | 7,500 |
Total amount paid for shares repurchased | $ 151,900 | $ 419 | $ 151,875 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands, shares in Millions | 3 Months Ended | |
Dec. 31, 2022 | Jan. 01, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Aggregate unamortized value of outstanding equity-based compensation awards | $ 35,600 | |
Unamortized equity-based compensation costs, expected to be recognized, weighted average period | 2 years 8 months 12 days | |
Selling, General and Administrative Expenses | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Equity-based compensation expense | $ 3,000 | $ 2,800 |
Common Stock | 2020 Omnibus Incentive Plan | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Shares available for grant | 7.4 | |
Stock Options | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Option expiration period | 10 years | |
Aggregate unamortized value of outstanding equity-based compensation awards | $ 7,920 | |
Unamortized equity-based compensation costs, expected to be recognized, weighted average period | 1 year 7 months 6 days |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Stock Options Activity (Details) - Stock Options | 3 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Options, Beginning Balance | 3,780,000 |
Number of Options, Granted | 0 |
Number of Options, Exercised | 0 |
Number of Options, Forfeited/Expired | (137,000) |
Number of Options, Ending Balance | 3,643,000 |
Number of Options, Vested | 1,994,000 |
Weighted Average Exercise Price, Balance, Beginning | $ / shares | $ 18.24 |
Weighted Average Exercise Price, Granted | $ / shares | 0 |
Weighted Average Exercise Price, Exercised | $ / shares | 0 |
Weighted Average Exercise Price, Forfeited/Expired | $ / shares | 18.69 |
Weighted Average Exercise Price, Balance, Ending | $ / shares | $ 18.23 |
Weighted Average Exercise Price, Vested | 17.87 |
Equity-Based Compensation - S_2
Equity-Based Compensation - Summary of Stock Options Activity Additional Information (Details) $ in Thousands | 3 Months Ended |
Dec. 31, 2022 USD ($) | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unamortized value of unvested stock options | $ 35,600 |
Weighted average period (years) that expense is expected to be recognized | 2 years 8 months 12 days |
Stock Options | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Aggregate intrinsic value of options outstanding | $ 0 |
Unamortized value of unvested stock options | $ 7,920 |
Weighted average period (years) that expense is expected to be recognized | 1 year 7 months 6 days |
Weighted average remaining contractual life (years) for options outstanding | 8 years 4 months 24 days |
Equity-Based Compensation - S_3
Equity-Based Compensation - Summary of RSU and PSU Activity under Plan (Details) - Restricted Stock Units And Performance Units | 3 Months Ended | |
Dec. 31, 2022 $ / shares shares | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Beginning Balance | shares | 2,297 | |
Granted | shares | 909 | [1] |
Vested | shares | (110) | |
Forfeited | shares | (79) | |
Ending Balance | shares | 3,017 | |
Weighted Average Grant Date Fair Value, Beginning Balance | $ / shares | $ 10.04 | |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 12.04 | [1] |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 4.53 | |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 12.07 | |
Weighted Average Grant Date Fair Value, Ending Balance | $ / shares | $ 10.79 | |
[1] Includes 0.3 million PSUs granted in December 2022 subject to the Company achieving certain adjusted net income and sales performance targets on a cumulative basis during each of fiscal years 2023, 2024, and 2025. The criteria is based on a range of these performance targets in which participants may earn between 0 % to 2 00 % of the base number of awards granted. The weighted average grant date fair value of the PSUs was $ 12.04 and assumes attainment of target payout rates at 100 % as set forth in the performance criteria. Equity-based compensation expense is recognized for awards deemed probable of vesting. |
Equity-Based Compensation - S_4
Equity-Based Compensation - Summary of RSU and PSU Activity under Plan (Parenthetical) (Details) - Performance Units shares in Millions | 3 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Granted | shares | 0.3 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | $ 12.04 |
Target payout rate | 100% |
Maximum | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Percentage of shares granted | 0% |
Minimum | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Percentage of shares granted | 0% |
Equity-Based Compensation - S_5
Equity-Based Compensation - Summary of RSU and PSU Activity under Plan Additional Information (Details) $ in Thousands | 3 Months Ended |
Dec. 31, 2022 USD ($) | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Weighted average period (years) that expense is expected to be recognized | 2 years 8 months 12 days |
Restricted Stock Units And Performance Units | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unamortized value of unvested RSUs/PSUs | $ 27,645 |
Weighted average period (years) that expense is expected to be recognized | 3 years |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Reconciliation of Basic Weighted Average Common Shares Outstanding to Diluted Weighted Average Common Shares Outstanding (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Dec. 31, 2022 | Jan. 01, 2022 | |
Numerator: | ||
Net loss | $ (30,259) | $ (14,451) |
Denominator: | ||
Weighted average shares outstanding - basic | 183,513 | 188,507 |
Effect of dilutive securities: | ||
Stock Options | 0 | 0 |
RSUs | 0 | 0 |
Weighted average shares outstanding - diluted | 183,513 | 188,507 |
Basic earnings per share | $ (0.16) | $ (0.08) |
Diluted earnings per share | $ (0.16) | $ (0.08) |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Antidilutive Securities Excluded from Calculation of Diluted Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Dec. 31, 2022 | Jan. 01, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation of diluted earnings per share | 5,668 | 2,454 |
Stock Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation of diluted earnings per share | 3,699 | 2,214 |
RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation of diluted earnings per share | 1,969 | 240 |