Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 27, 2020 | Aug. 04, 2020 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 27, 2020 | |
Entity File Number | 001-36711 | |
Entity Registrant Name | Boot Barn Holdings, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 90-0776290 | |
Entity Address, Address Line One | 15345 Barranca Pkwy | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92618 | |
City Area Code | 949 | |
Local Phone Number | 453-4400 | |
Title of 12(b) Security | Common Stock, $0.0001 par value | |
Trading Symbol | BOOT | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 28,855,913 | |
Current Fiscal Year End Date | --03-27 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001610250 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 27, 2020 | Mar. 28, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 83,123 | $ 69,563 |
Accounts receivable, net | 10,703 | 12,087 |
Inventories | 261,546 | 288,717 |
Prepaid expenses and other current assets | 13,475 | 14,284 |
Total current assets | 368,847 | 384,651 |
Property and equipment, net | 109,327 | 109,603 |
Right-of-use assets, net | 164,698 | 170,243 |
Goodwill | 197,502 | 197,502 |
Intangible assets, net | 60,952 | 60,974 |
Other assets | 2,127 | 1,738 |
Total assets | 903,453 | 924,711 |
Current liabilities: | ||
Line of credit | 129,900 | 129,900 |
Accounts payable | 80,702 | 95,334 |
Accrued expenses and other current liabilities | 49,306 | 52,612 |
Short-term lease liabilities | 34,955 | 34,779 |
Total current liabilities | 294,863 | 312,625 |
Deferred taxes | 20,145 | 19,801 |
Long-term portion of notes payable, net | 109,212 | 109,022 |
Long-term lease liabilities | 155,643 | 160,935 |
Other liabilities | 1,044 | 635 |
Total liabilities | 580,907 | 603,018 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity: | ||
Common stock, $0.0001 par value; June 27, 2020 - 100,000 shares authorized, 28,945 shares issued; March 28, 2020 - 100,000 shares authorized, 28,880 shares issued | 3 | 3 |
Preferred stock, $0.0001 par value; 10,000 shares authorized, no shares issued or outstanding | ||
Additional paid-in capital | 171,077 | 169,249 |
Retained earnings | 153,151 | 153,641 |
Less: Common stock held in treasury, at cost, 91 and 71 shares at June 27, 2020 and March 28, 2020, respectively | (1,685) | (1,200) |
Total stockholders' equity | 322,546 | 321,693 |
Total liabilities and stockholders' equity | $ 903,453 | $ 924,711 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 27, 2020 | Mar. 28, 2020 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common Stock, shares issued (in shares) | 28,944,921 | 28,880,000 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred Stock, shares issued (in shares) | 0 | 0 |
Preferred Stock, shares outstanding (in shares) | 0 | 0 |
Common Stock, shares held in treasury (in shares) | 91,000 | 71,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||
Net sales | $ 147,766 | $ 185,767 |
Type of Revenue | us-gaap:ProductMember | us-gaap:ProductMember |
Cost of goods sold | $ 107,565 | $ 123,611 |
Type of Cost of Service | us-gaap:ProductMember | us-gaap:ProductMember |
Gross profit | $ 40,201 | $ 62,156 |
Selling, general and administrative expenses | 38,403 | 46,095 |
Income from operations | 1,798 | 16,061 |
Interest expense, net | 2,641 | 3,904 |
Other income, net | 64 | 11 |
(Loss)/income before income taxes | (779) | 12,168 |
Income tax (benefit)/expense | (289) | 2,447 |
Net (loss)/income | $ (490) | $ 9,721 |
(Loss)/Earnings per share: | ||
Basic shares (in dollars per share) | $ (0.02) | $ 0.34 |
Diluted shares (in dollars per share) | $ (0.02) | $ 0.33 |
Weighted average shares outstanding: | ||
Basic shares | 28,826 | 28,380 |
Diluted shares | 28,826 | 29,025 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Retained Earnings | Treasury Shares | Total |
Balance at Mar. 30, 2019 | $ 3 | $ 159,137 | $ 105,692 | $ (668) | $ 264,164 |
Balance (in shares) at Mar. 30, 2019 | 28,399,000 | (51,000) | |||
Increase (Decrease) in Stockholders' Equity | |||||
Net (loss)income | 9,721 | 9,721 | |||
Issuance of common stock related to stock-based compensation | 1,267 | 1,267 | |||
Issuance of common stock related to stock-based compensation (in shares) | 143,000 | ||||
Tax withholding for net share settlement | $ (422) | (422) | |||
Tax withholding for net share settlement (in shares) | (15,000) | ||||
Stock-based compensation expense | 965 | 965 | |||
Balance at Jun. 29, 2019 | $ 3 | 161,369 | 115,413 | $ (1,090) | 275,695 |
Balance (in shares) at Jun. 29, 2019 | 28,542,000 | (66,000) | |||
Balance at Mar. 28, 2020 | $ 3 | 169,249 | 153,641 | $ (1,200) | 321,693 |
Balance (in shares) at Mar. 28, 2020 | 28,880,000 | (71,000) | |||
Increase (Decrease) in Stockholders' Equity | |||||
Net (loss)income | (490) | (490) | |||
Issuance of common stock related to stock-based compensation | 4 | 4 | |||
Issuance of common stock related to stock-based compensation (in shares) | 65,000 | ||||
Tax withholding for net share settlement | $ (485) | (485) | |||
Tax withholding for net share settlement (in shares) | (20,000) | ||||
Stock-based compensation expense | 1,824 | 1,824 | |||
Balance at Jun. 27, 2020 | $ 3 | $ 171,077 | $ 153,151 | $ (1,685) | $ 322,546 |
Balance (in shares) at Jun. 27, 2020 | 28,945,000 | (91,000) | 28,853,928 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | |
Cash flows from operating activities | ||
Net (loss)/income | $ (490) | $ 9,721 |
Adjustments to reconcile net (loss)/income to net cash provided by/(used in) operating activities: | ||
Depreciation | 5,688 | 4,770 |
Stock-based compensation | 1,824 | 965 |
Amortization of intangible assets | 22 | 32 |
Amortization of right-of-use assets | 8,277 | 7,424 |
Amortization of debt issuance fees and debt discount | 221 | 281 |
(Gain)/Loss on disposal of property and equipment | (4) | 12 |
Gain on adjustment of right-of-use assets and lease liabilities | (193) | |
Deferred taxes | 344 | (1,047) |
Changes in operating assets and liabilities, net of acquisition: | ||
Accounts receivable, net | 1,872 | 1,612 |
Inventories | 27,171 | (13,161) |
Prepaid expenses and other current assets | 778 | (867) |
Other assets | (389) | (274) |
Accounts payable | (11,096) | (6,486) |
Accrued expenses and other current liabilities | (3,306) | 2,719 |
Other liabilities | 409 | 249 |
Operating leases | (8,188) | (7,306) |
Net cash provided by/(used in) operating activities | 23,133 | (1,549) |
Cash flows from investing activities | ||
Purchases of property and equipment | (8,944) | (6,822) |
Net cash used in investing activities | (8,944) | (6,822) |
Cash flows from financing activities | ||
Borrowings on line of credit - net | 80,001 | |
Repayments on debt and finance lease obligations | (148) | (65,147) |
Debt issuance fees paid | (1,203) | |
Tax withholding payments for net share settlement | (485) | (422) |
Proceeds from the exercise of stock options | 4 | 1,267 |
Net cash (used in)/provided by financing activities | (629) | 14,496 |
Net increase in cash and cash equivalents | 13,560 | 6,125 |
Cash and cash equivalents, beginning of period | 69,563 | 16,614 |
Cash and cash equivalents, end of period | 83,123 | 22,739 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes | 10 | 201 |
Cash paid for interest | 2,696 | 3,370 |
Supplemental disclosure of non-cash activities: | ||
Unpaid purchases of property and equipment | $ 2,159 | $ 2,879 |
Description of the Company, Rec
Description of the Company, Recent Developments and Basis of Presentation | 3 Months Ended |
Jun. 27, 2020 | |
Business Operations | |
Description of the Company, Recent Developments and Basis of Presentation | 1. Description of the Company, Recent Developments and Basis of Presentation Boot Barn Holdings, Inc. (the “Company”), the parent holding company of the group of operating subsidiaries that conduct the Boot Barn business, was formed on November 17, 2011, and is incorporated in the State of Delaware. The equity of the Company consists of 100,000,000 authorized shares and 28,944,921 issued and 28,853,928 outstanding shares of common stock as of June 27, 2020. The shares of common stock have voting rights of one vote per share. The Company operates specialty retail stores and e-commerce websites that sell western and work boots and related apparel and accessories. The Company operates retail locations throughout the U.S. and sells its merchandise via the internet. The Company operated a total of 264 stores in 36 states as of June 27, 2020 and 259 stores in 35 states as of March 28, 2020. As of June 27, 2020, all stores operate under the Boot Barn name, with the exception of two stores that operate under the “American Worker” name. Recent Developments In December 2019, a novel strain of coronavirus (“COVID-19”) was reported in Wuhan, China. Since first being reported, COVID-19 has spread to numerous countries around the world, including the U.S., resulting in the World Health Organization declaring the outbreak a global pandemic on March 11, 2020. As COVID-19 has continued to spread, public and private sector policies and initiatives intended to reduce the transmission of COVID-19, such as the imposition of travel restrictions, mandates from federal, state and local authorities to avoid large gatherings of people, quarantine or “shelter-in-place”, and the promotion of social distancing have significantly impacted the country. COVID-19 has had and will continue to have a significant impact on economic conditions and consumer confidence. There is significant uncertainty around the breadth and duration of business disruptions related to COVID-19, as well as its impact on the U.S. economy and consumer confidence. These and other effects make it more challenging for us to estimate the future performance of our business, particularly over the near-to-medium term. The extent to which COVID-19 impacts our operations will depend on future developments, which are highly uncertain and difficult to predict, including, among others, the duration of the outbreak, new information that may emerge concerning the severity of COVID-19 and the actions, especially those taken by governmental authorities, to contain the pandemic or treat its impact. As events are rapidly changing, additional impacts may arise that we are not aware of currently. For more information about the risks, uncertainties, and other factors that could affect our future results, please see Item 1A, Risk Factors, of our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on May 22, 2020. As a result of COVID-19, traffic at our retail stores significantly declined beginning in the last three weeks of fiscal 2020 and continued through the start of fiscal 2021 as many state and local governments began implementing stay-at-home directives to help prevent the spread of COVID-19. On average, approximately 30 of our 264 stores were closed during the thirteen weeks ended June 27, 2020. Except for temporary store closures due to COVID-19, all of our stores are currently open. As the quarter progressed and stay-at-home directives began to be lifted, the promotion of social distancing continued to impact shopping and events across the country. As a result of COVID-19, we have taken measures, as fully described in our Annual Report on Form 10-K, to preserve liquidity and reduce expenses, while maintaining flexibility to resume full operations once we re-emerge from this global pandemic. While certain of these measures, including temporary salary reductions and most employee furloughs, are no longer in effect as of the date of this report, we continue to closely monitor ongoing developments in connection with the COVID-19 pandemic and its impact on our business. Basis of Presentation The Company’s condensed consolidated financial statements as of and for the thirteen weeks ended June 27, 2020 and June 29, 2019 are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), and include the accounts of the Company and each of its subsidiaries, consisting of Boot Barn, Inc., RCC Western Stores, Inc., Baskins Acquisition Holdings, LLC, Sheplers, Inc. and Sheplers Holding Corporation (collectively with Sheplers, Inc., “Sheplers”). All intercompany accounts and transactions among the Company and its subsidiaries have been eliminated in consolidation. The vast majority of the Company’s identifiable assets are in the United States. Certain information and footnote disclosures normally included in the Company’s annual consolidated financial statements have been condensed or omitted. In the opinion of management, the interim condensed consolidated financial statements reflect all adjustments that are of a normal and recurring nature necessary to fairly present the Company’s financial position and results of operations and cash flows in all material respects as of the dates and for the periods presented. The results of operations presented in the interim condensed consolidated financial statements are not necessarily indicative of the results that may be expected for the fiscal year ending March 27, 2021. Fiscal Periods The Company reports its results of operations and cash flows on a 52- or 53-week basis ending on the last Saturday of March unless April 1st is a Saturday, in which case the fiscal year ends on April 1st. In a 52-week year, each quarter includes thirteen weeks of operations; in a 53-week fiscal year, the first, second and third quarters each include thirteen weeks of operations and the fourth quarter includes fourteen weeks of operations. Both the fiscal year ending on March 27, 2021 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Jun. 27, 2020 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Information regarding the Company’s significant accounting policies is contained in Note 2, “Summary of Significant Accounting Policies”, to the consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the SEC on May 22, 2020. Presented below in the following notes is supplemental information that should be read in conjunction with those consolidated financial statements. Comprehensive Income The Company does not have any components of other comprehensive income recorded within its consolidated financial statements and, therefore, does not separately present a statement of comprehensive income in its consolidated financial statements. Segment Reporting GAAP has established guidance for reporting information about a company’s operating segments, including disclosures related to a company’s products and services, geographic areas and major customers. The Company’s retail stores and e-commerce websites represent two operating segments. Given the similar qualitative and economic characteristics of the two operating segments, the Company’s retail stores and e-commerce websites are aggregated into one reporting segment in accordance with guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Among the significant estimates affecting the Company’s consolidated financial statements are those relating to revenue recognition, lease accounting, inventories, goodwill, intangible and long-lived assets, stock-based compensation and income taxes. Management regularly evaluates its estimates and assumptions based upon historical experience and various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. To the extent actual results differ from those estimates, the Company’s future results of operations may be affected. Inventories Inventory consists primarily of purchased merchandise and is valued at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis and includes the cost of merchandise and import-related costs, including freight, duty and agent commissions. The Company assesses the recoverability of inventory through a periodic review of historical usage and present demand. When the inventory on hand exceeds the foreseeable demand, the value of inventory that, at the time of the review, is not expected to be sold at or above cost is written down to its estimated net realizable value. Leases Operating and finance lease liabilities are recognized at the lease commencement date based on the present value of the fixed lease payments using the Company's incremental borrowing rates for its population of leases. Related operating and finance lease right-of-use assets are recognized based on the initial present value of the fixed lease payments, reduced by cash payments received from landlords as lease incentives, plus any prepaid rent and other direct costs from executing the leases. Amortization of both operating and finance lease right-of-use assets is performed on a straight-line basis and recorded as part of rent expense in selling, general and administrative expenses on the condensed consolidated statements of operations. The interest expense amortization component of the finance lease liabilities is recorded within interest expense on the condensed consolidated statements of operations. Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Variable lease payments are recognized as lease expense as they are incurred. Fair Value of Certain Financial Assets and Liabilities The Company follows FASB ASC Topic 820, Fair Value Measurements and Disclosures ● Level 1 uses unadjusted quoted prices that are available in active markets for identical assets or liabilities. ● Level 2 uses inputs other than quoted prices included in Level 1 that are either directly or indirectly observable through correlation with market data. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and inputs to valuation models or other pricing methodologies that do not require significant judgment because the inputs used in the model, such as interest rates and volatility, can be corroborated by readily observable market data. ● Level 3 uses one or more significant inputs that are unobservable and supported by little or no market activity, and reflect the use of significant management judgment. Level 3 assets and liabilities include those whose fair value measurements are determined using pricing models, discounted cash flow methodologies or similar valuation techniques and significant management judgment or estimation. The Company’s Level 3 assets include certain acquired businesses and the evaluation of store impairment. Cash and cash equivalents, accounts receivable and accounts payable are classified according to the lowest level input that is significant to the fair value measurement. As a result, the asset or liability could be classified as Level 2 or Level 3 even though there may be certain significant inputs that are readily observable. The Company believes that the recorded value of its financial instruments approximates their current fair values because of their nature and respective relatively short maturity dates or duration. Although market quotes for the fair value of the outstanding debt arrangements discussed in Note 5, “Revolving Credit Facilities and Long-Term Debt” are not readily available, the Company believes its carrying value approximates fair value due to the variable interest rates, which are Level 2 inputs. There were no financial assets or liabilities Recently Adopted Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, Intangibles — Goodwill and Other: Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which simplifies the accounting for goodwill impairment by eliminating step two from the goodwill impairment test. Under this new guidance, if the carrying amount of a reporting unit exceeds its estimated fair value, an impairment charge shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. The amendments in ASU 2017-04 are effective prospectively for fiscal years and interim periods within those years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not expect the revised standard to have a material impact on the consolidated financial statements. Revenue Recognition Revenue is recorded for store sales upon the purchase of merchandise by customers. Sales are recorded net of taxes collected from customers. Transfer of control takes place at the point at which the customer receives and pays for the merchandise at the register. E-commerce sales are recorded when control transfers to the customer, which generally occurs upon delivery of the product. Shipping and handling revenues are included in total net sales. Shipping costs incurred by the Company are included in cost of goods sold. The Company maintains a customer loyalty program. Under the program, customers accumulate points based on purchase activity. For customers to maintain their active point balance, they must make a qualifying purchase of merchandise at least once in a 365-day period. Once a loyalty program member achieves a certain point level, the member earns awards that may be redeemed for credits on merchandise purchases. To redeem awards, the member must make a qualifying purchase of merchandise within 60 days of the date the award was granted. Unredeemed awards and accumulated partial points are accrued as unearned revenue until redemption or expiration and, upon redemption and expiration, as an adjustment to net sales using the relative standalone selling price method. The unearned revenue for this program is recorded in accrued expenses and other current liabilities on the consolidated balance sheets and was $1.8 million as of June 27, 2020 and $2.0 million as of June 29, 2019. The following table provides a reconciliation of the activity related to the Company’s customer loyalty program: Customer Loyalty Program (in thousands) June 27, 2020 June 29, 2019 Beginning balance as of March 28, 2020 and March 30, 2019, respectively $ 2,076 $ 1,936 Year-to-date provisions 341 1,468 Year-to-date award redemptions (659) (1,378) Ending balance $ 1,758 $ 2,026 Revenue is recorded net of estimated and actual sales returns and deductions for coupon redemptions, estimated future award redemption and other promotions. The sales returns reserve reflects an estimate of sales returns based on projected merchandise returns determined through the use of historical average return percentages. The total reserve for returns is recorded in accrued expenses and other current liabilities in the consolidated balance sheets. The Company accounts for the asset and liability separately on a gross basis. Proceeds from the sale of gift cards are deferred until the customers use the cards to acquire merchandise. Gift cards, gift certificates and store credits do not have expiration dates, and unredeemed gift cards, gift certificates and store credits are subject to state escheatment laws. Amounts remaining after escheatment are recognized in net sales in the period escheatment occurs and the liability is considered to be extinguished. The Company defers recognition of a layaway sale and its related profit to the accounting period when the customer receives the layaway merchandise. Income from the redemption of gift cards, gift card breakage, and the sale of layaway merchandise is included in net sales. The following table provides a reconciliation of the activity related to the Company’s gift card program: Gift Card Program (in thousands) June 27, 2020 June 29, 2019 Beginning balance as of March 28, 2020 and March 30, 2019, respectively $ 10,118 $ 8,796 Year-to-date issued 2,091 2,395 Year-to-date redemptions (2,007) (2,594) Ending balance $ 10,202 $ 8,597 Disaggregated Revenue The Company disaggregates net sales into the following major merchandise categories: Thirteen Weeks Ended % of Net Sales June 27, 2020 June 29, 2019 Footwear 59% 52% Apparel 28% 32% Hats, accessories and other 13% 16% Total 100% 100% The Company further disaggregates net sales between stores and e-commerce: Thirteen Weeks Ended % of Net Sales June 27, 2020 June 29, 2019 Stores 75% 86% E-commerce 25% 14% Total 100% 100% |
Asset Acquisition and Business
Asset Acquisition and Business Combination | 3 Months Ended |
Jun. 27, 2020 | |
Asset Acquisition and Business Combination | |
Asset Acquisition and Business Combination | 3. Asset Acquisition and Business Combinations G.&L. Clothing, Inc. On August 26, 2019, Boot Barn, Inc. completed the acquisition of G.&L. Clothing, Inc. (“G.&L. Clothing”), an individually-owned retailer operating one store in Des Moines, Iowa. As part of the transaction, Boot Barn, Inc. purchased the inventory, entered into new leases with the store’s landlord and offered employment to the G.&L. Clothing team. The primary reason for the acquisition of G.&L. Clothing was to further expand the Company’s retail operations in Iowa. The cash consideration paid for the acquisition was $3.7 million. In allocating the purchase price, the Company recorded all assets acquired and liabilities assumed at fair value. The total fair value of consideration transferred for the acquisition was allocated to the net tangible and intangible assets based upon their estimated fair values as of the date of the acquisition of G.&L. Clothing. The excess of the purchase price over the net tangible and intangible assets was recorded as goodwill. The goodwill and intangibles are deductible for income tax purposes. The Company determined the estimated fair values using Level 3 inputs after review and consideration of relevant information, including quoted market prices and estimates made by management. The inventory was valued using the comparative sales method. Property and equipment, net, customer list and merchandise credits and other current liabilities were valued under either the cost or income approach. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date based on the purchase price allocation: (in thousands) At August 26, 2019 Assets acquired: Inventory $ 2,361 Property & equipment, net 64 Customer list 345 Right-of-use asset, net 1,946 Goodwill 1,644 Total assets acquired $ 6,360 Liabilities assumed: Merchandise credits and other current liabilities $ 169 Short-term lease liability 129 Long-term lease liability 2,374 Total liabilities assumed 2,672 Net assets acquired $ 3,688 |
Intangible Assets, Net and Good
Intangible Assets, Net and Goodwill | 3 Months Ended |
Jun. 27, 2020 | |
Intangible Assets, Net and Goodwill | |
Intangible Assets, Net and Goodwill | 4. Intangible Assets, Net and Goodwill Net intangible assets as of June 27, 2020 and March 28, 2020 consisted of the following (in thousands, except for weighted average useful life): June 27, 2020 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life Customer lists $ 345 $ (75) $ 270 5.0 Trademarks—definite lived 15 (10) 5 3.0 Total definite lived 360 (85) 275 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,037 $ (85) $ 60,952 March 28, 2020 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life Customer lists $ 345 $ (54) $ 291 5.0 Trademarks-definite lived 15 (9) 6 3.0 Total definite lived 360 (63) 297 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,037 $ (63) $ 60,974 Amortization expense for intangible assets totaled less than $0.1 million for both the thirteen weeks ended June 27, 2020 and June 29, 2019, and is included in selling, general and administrative expenses. As of June 27, 2020, estimated future amortization of intangible assets was as follows: Fiscal Year (in thousands) 2021 $ 67 2022 72 2023 62 2024 54 2025 20 Thereafter - Total $ 275 The Company performs its annual goodwill impairment assessment on the first day of the fourth fiscal quarter, or more frequently if it believes that indicators of impairment exist. The Company’s goodwill balance was $197.5 million as of both June 27, 2020 and March 28, 2020. As of June 27, 2020, the Company had identified no indicators of impairment with respect to its goodwill and intangible asset balances. During both the thirteen weeks ended June 27, 2020 and June 29, 2019, the Company did not record any long-lived asset impairment charges. |
Revolving Credit Facilities and
Revolving Credit Facilities and Long-Term Debt | 3 Months Ended |
Jun. 27, 2020 | |
Revolving Credit Facilities and Long-Term Debt | |
Revolving Credit Facilities and Long-Term Debt | 5. Revolving Credit Facilities and Long-Term Debt On June 29, 2015, the Company, as guarantor, and its wholly-owned primary operating subsidiary, Boot Barn, Inc., refinanced a previous Wells Fargo credit facility with the $125.0 million syndicated senior secured asset-based revolving credit facility for which Wells Fargo Bank, National Association (“June 2015 Wells Fargo Revolver”), is agent, and the $200.0 million syndicated senior secured term loan for which GCI Capital Markets LLC (“2015 Golub Term Loan”) is agent. The borrowing base of the June 2015 Wells Fargo Revolver is calculated on a monthly basis and is based on the amount of eligible credit card receivables, commercial accounts, inventory, and available reserves. Borrowings under the June 2015 Wells Fargo Revolver bear interest at per annum rates equal to, at the Company’s option, either (i) London Interbank Offered Rate (“LIBOR”) plus an applicable margin for LIBOR loans, or (ii) the base rate plus an applicable margin for base rate loans. The base rate is calculated as the highest of (a) the federal funds rate plus 0.5%, (b) the Wells Fargo prime rate and (c) one-month LIBOR plus 1.0%. The applicable margin is calculated based on a pricing grid that in each case is linked to quarterly average excess availability. For LIBOR Loans, the applicable margin ranges from 1.00% to 1.25%, and for base rate loans it ranges from 0.00% to 0.25%. The Company also pays a commitment fee of 0.25% per annum of the actual daily amount of the unutilized revolving loans. The interest on the June 2015 Wells Fargo Revolver is payable in quarterly installments ending on the maturity date. On May 26, 2017, the Company entered into an amendment to the June 2015 Wells Fargo Revolver (the “2017 Wells Amendment”), increasing the aggregate revolving credit facility to $135.0 million and extending the maturity date to the earlier of May 26, 2022 or 90 days prior to the previous maturity of the 2015 Golub Term Loan, which was then scheduled to mature on June 29, 2021. On June 6, 2019, the Company entered into Amendment No. 3 to the Credit Agreement (the “2019 Wells Amendment”), further increasing the aggregate revolving credit facility to $165.0 million and extending the maturity date to the earlier of June 6, 2024 or 90 days prior to the maturity of the 2015 Golub Term Loan, which is currently scheduled to mature on June 29, 2023. The 2019 Wells Amendment further made changes to the 2015 Wells Fargo Revolver in connection with the transition away from LIBOR as the benchmark rate. The amount outstanding under the June 2015 Wells Fargo Revolver as of both June 27, 2020 and March 28, 2020 was $129.9 million. Total interest expense incurred in the thirteen weeks ended June 27, 2020 on the June 2015 Wells Fargo Revolver was $0.6 million and the weighted average interest rate for the thirteen weeks ended June 27, 2020 was 1.7%. Total interest expense incurred in the thirteen weeks ended June 29, 2019 on the June 2015 Wells Fargo Revolver was $0.6 million and the weighted average interest rate for the thirteen weeks ended June 29, 2019 was 3.8%. Borrowings under the 2015 Golub Term Loan bear interest at per annum rates equal to, at the Company’s option, either (a) LIBOR plus an applicable margin for LIBOR loans with a LIBOR floor of 1.0%, or (b) the base rate plus an applicable margin for base rate loans. The base rate is calculated as the greater of (i) the higher of (x) the prime rate and (y) the federal funds rate plus 0.5% and (ii) the sum of one-month LIBOR plus 1.0%. The applicable margin is 4.5% for LIBOR Loans and 3.5% for base rate loans. The principal and interest on the 2015 Golub Term Loan is payable in quarterly installments ending on the maturity date, which was originally June 29, 2021 but is now June 29, 2023. Quarterly principal payments of $500,000 are due for each quarter; however, on June 2, 2017, the Company prepaid $10.0 million on the 2015 Golub Term Loan, which included all of the required quarterly principal payments until the maturity date of the loan. On May 15, 2018, the Company made an additional $10.0 million prepayment on the 2015 Golub Term Loan. On June 6, 2019, the Company entered into the Third Amendment to the 2015 Golub Term Loan (the “2019 Golub Amendment”) which extended the maturity date to June 29, 2023. At the time of the Third Amendment, the company also prepaid $65.0 million of the term loan facility, reducing the outstanding principal balance to $111.5 million. The 2019 Golub Amendment further made changes to the 2015 Golub Term Loan in connection with the transition away from LIBOR as the benchmark rate. Total interest expense incurred in the thirteen weeks ended June 27, 2020 on the 2015 Golub Term Loan was $1.6 million and the weighted average interest rate for the thirteen weeks ended June 27, 2020 was 5.8%. Total interest expense incurred in the thirteen weeks ended June 29, 2019 on the 2015 Golub Term Loan was $2.9 million and the weighted average interest rate for the thirteen weeks ended June 29, 2019 was 7.1%. All obligations under each of the 2015 Golub Term Loan and the June 2015 Wells Fargo Revolver are unconditionally guaranteed by the Company and each of its direct and indirect domestic subsidiaries (other than certain immaterial subsidiaries) which are not named as borrowers under the 2015 Golub Term Loan or the June 2015 Wells Fargo Revolver, as applicable. The priority with respect to collateral under each of the 2015 Golub Term Loan and the June 2015 Wells Fargo Revolver is subject to the terms of an intercreditor agreement among the lenders under the 2015 Golub Term Loan and the June 2015 Wells Fargo Revolver. Each of the June 2015 Wells Fargo Revolver and the 2015 Golub Term Loan contains customary provisions relating to mandatory prepayments, restricted payments, voluntary payments, affirmative and negative covenants, and events of default. In addition, the terms of the June 2015 Wells Fargo Revolver require the Company to maintain, on a consolidated basis, a Consolidated Fixed Charge Coverage Ratio of at least 1.00:1.00 during such times as a covenant trigger event shall exist. On May 26, 2017, the Company entered into an amendment to the 2015 Golub Term Loan (the “2017 Golub Amendment”). The 2017 Golub Amendment changed the maximum Consolidated Total Net Leverage Ratio requirements to 4.00:1.00 as of December 29, 2018 and for all subsequent periods. The 2019 Golub Amendment maintains the same maximum Consolidated Total Net Leverage Ratio requirements. The June 2015 Wells Fargo Revolver and 2015 Debt Issuance Costs and Debt Discount Debt issuance costs totaling $1.2 million were incurred under the June 2015 Wells Fargo Revolver, 2017 Wells Amendment and 2019 Wells Amendment and are included as assets on the condensed consolidated balance sheets in prepaid expenses and other current assets. Total unamortized debt issuance costs were $0.3 million and $0.4 million as of June 27, 2020 and March 28, 2020, respectively. These amounts are being amortized to interest expense over the term of the June 2015 Wells Fargo Revolver. Debt issuance costs and debt discount totaling $7.1 million were incurred under the 2015 Golub Term Loan, 2017 Golub Amendment and 2019 Golub Amendment and are included as a reduction of the current and non-current notes payable on the condensed consolidated balance sheets. Total unamortized debt issuance costs and debt discount were $2.3 million and $2.5 million as of June 27, 2020 and March 28, 2020, respectively. These amounts are being amortized to interest expense over the term of the 2015 Golub Term Loan. The following sets forth the balance sheet information related to the term loan: June 27, March 28, (in thousands) 2020 2020 Term Loan $ 111,500 $ 111,500 Unamortized value of the debt issuance costs and debt discount (2,288) (2,478) Net carrying value $ 109,212 $ 109,022 Total amortization expense of $0.2 million and $0.3 million related to the June 2015 Wells Fargo Revolver and 2015 Golub Term Loan is included as a component of interest expense in the thirteen weeks ended June 27, 2020 and June 29, 2019, respectively. Aggregate Contractual Maturities Aggregate contractual maturities for the Company’s long-term debt as of June 27, 2020 are as follows: Fiscal Year (in thousands) 2021 $ — 2022 — 2023 — 2024 111,500 Total $ 111,500 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Jun. 27, 2020 | |
Stock-Based Compensation | |
Stock-Based Compensation | 6. Stock-Based Compensation Equity Incentive Plans On January 27, 2012, the Company approved the 2011 Equity Incentive Plan (the “2011 Plan”). The 2011 Plan authorized the Company to issue options to employees, consultants and directors exercisable for up to a total of 3,750,000 shares of common stock. As of June 27, 2020, all awards granted by the Company under the 2011 Plan have been nonqualified stock options. Options granted under the 2011 Plan have a life of 10 years and vest over service periods of five years or in connection with certain events as defined by the 2011 Plan. On October 19, 2014, the Company approved the 2014 Equity Incentive Plan, which was amended as of August 24, 2016 (as amended, the “2014 Plan”). Following the approval of the 2014 Plan, no further grants have been made under the 2011 Plan. The 2014 Plan authorizes the Company to issue awards to employees, consultants and directors for up to a total of 3,600,000 shares of common stock. As of June 27, 2020, all awards granted by the Company under the 2014 Plan to date have been nonqualified stock options, restricted stock awards, restricted stock units or performance share units. Options granted under the 2014 Plan have a life of eight four one one four Non-Qualified Stock Options During the thirteen weeks ended June 27, 2020, the Company granted certain members of management options to purchase a total of 264,535 shares under the 2014 Plan. The total grant date fair value of stock options granted during the thirteen weeks ended June 27, 2020 was $2.8 million, with grant date fair values of $10.40 to $11.10 per share. The Company is recognizing the expense relating to these stock options on a straight-line basis over the four-year service period of the awards. The exercise price of these awards is either $20.94 or $24.08 per share. During the thirteen weeks ended June 29, 2019, the Company granted its Chief Executive Officer ("CEO") an option to purchase 227,273 shares of common stock under the 2014 Plan. This option contains both service and market vesting conditions. Vesting of this option is contingent upon the market price of the Company's common stock achieving three stated price targets for 30 consecutive trading days on or prior to the fourth anniversary of the date of grant and the CEO’s continued service (subject to certain exceptions). If the first market price target is met, 33% of the option granted will cliff vest on the fourth anniversary of the date of grant, with an additional 33% of the option vesting if the second market price target is met, and the last 34% of the option vesting if the final market price target is met. During fiscal 2020, the first market price target was met, and as such, 33% of the option or 75,000 shares will cliff vest on the fourth anniversary of the date of grant, subject to the applicable service conditions. The total grant date fair value of this option was $2.0 million, with a grant date fair value of $8.80 per share. The Company is recognizing the expense relating to this stock option on a straight-line basis over the four-year service period. The exercise price of this award is $28.63 per share. The fair value of the option was estimated using a Monte Carlo simulation model. The following significant assumptions were used as of May 20, 2019, the date of grant: Stock price $ 28.63 Exercise price $ 28.63 Expected option term 7.0 years Expected volatility 35.3 % Risk-free interest rate 2.3 % Expected annual dividend yield 0 % During the thirteen weeks ended June 29, 2019, the Company granted certain members of management options to purchase a total of 116,952 shares under the 2014 Plan. The total grant date fair value of stock options granted during the thirteen weeks ended June 29, 2019 was $1.3 million, with a grant date fair value of $11.19 per share. The Company is recognizing the expense relating to these stock options on a straight-line basis over the four-year service period of the awards. The exercise price of these awards is $28.63 per share. The stock option awards discussed above were measured at fair value on the grant date using the Black-Scholes option valuation model. Key input assumptions used to estimate the fair value of stock options include the exercise price of the award, the expected option term, expected volatility of the Company’s stock price over the option’s expected term, the risk-free interest rate over the option’s expected term and the Company’s expected annual dividend yield, if any. The Company will issue shares of common stock when the options are exercised. The fair values of stock options granted during the thirteen weeks ended June 27, 2020 and June 29, 2019 were estimated on the grant dates using the following assumptions: Thirteen Weeks Ended June 27, June 29, 2020 2019 Expected option term (1) 6.3 years 6.3 - 7.0 years Expected volatility factor (2) 57.0 % 35.3 % - 35.6 % Risk-free interest rate (3) 0.4 % 2.3 % Expected annual dividend yield 0 % 0 % (1) The Company has limited historical information regarding expected option term. Accordingly, the Company determined the expected life of the options using the simplified method. (2) Stock volatility for each grant is measured using the weighted average of historical daily price changes of the Company’s stock and its competitors’ common stock over the most recent period equal to the expected option term of the Company’s awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term. Intrinsic value for stock options is defined as the difference between the market price of the Company’s common stock on the last business day of the fiscal quarter and the weighted average exercise price of in-the-money stock options outstanding at the end of each fiscal period. The following table summarizes the stock award activity for the thirteen weeks ended June 27, 2020: Grant Date Weighted Weighted Average Aggregate Stock Average Remaining Intrinsic Options Exercise Price Contractual Life Value (in years) (in thousands) Outstanding at March 28, 2020 1,221,223 $ 19.96 Granted 264,535 $ 22.41 Exercised (630) $ 6.84 $ 10 Cancelled, forfeited or expired (7,494) $ 16.92 Outstanding at June 27, 2020 1,477,634 $ 20.42 6.6 $ 4,846 Vested and expected to vest after June 27, 2020 1,477,634 $ 20.42 6.6 $ 4,846 Exercisable at June 27, 2020 522,264 $ 18.37 4.3 $ 2,335 A summary of the status of non-vested stock options as of June 27, 2020 including changes during the thirteen weeks ended June 27, 2020 is presented below: Weighted- Average Grant Date Shares Fair Value Nonvested at March 28, 2020 931,257 $ 6.90 Granted 264,535 $ 10.77 Vested (232,928) $ 5.76 Nonvested shares forfeited (7,494) $ 7.39 Nonvested at June 27, 2020 955,370 $ 8.26 Restricted Stock Units During the thirteen weeks ended June 27, 2020, the Company granted 167,461 restricted stock units to various directors and employees under the 2014 Plan. The shares granted to employees vest in four During the thirteen weeks ended June 29, 2019, the Company granted 89,985 restricted stock units to various directors and employees under the 2014 Plan. The shares granted to employees vest in four first anniversary of the date of grant. The grant date fair value of these awards for the thirteen weeks ended June 29, 2019 totaled $2.6 million. The Company is recognizing the expense relating to these awards on a straight-line basis over the service period of each award, commencing on the date of grant. Performance Share Units During the thirteen weeks ended June 27, 2020, the Company did not grant any performance share units. During the thirteen weeks ended June 29, 2019, the Company granted 38,546 performance share units to various employees under the 2014 Plan with a grant date fair value of $28.63 per share. The performance share units granted are stock-based awards in which the number of shares ultimately received depends on the Company's performance against its cumulative earnings per share target over a three-year performance period beginning March 31, 2019 and ending March 26, 2022. These performance metrics were established by the Company at the beginning of the performance period. At the end of the performance period, the number of performance shares to be issued is fixed based upon the degree of achievement of the performance goals. If the cumulative three-year performance goals are below the threshold level, the number of performance units to vest will be 0%, if the performance goals are at the threshold level, the number of performance units to vest will be 50% of the target amounts, if the performance goals are at the target level, the number of performance units to vest will be 100% of the target amounts, and if the performance goals are at the maximum level, the number of performance units to vest will be 200% of the target amounts, each subject to continued service through the last day of the performance period (subject to certain exceptions). If performance is between threshold and target goals or between target and maximum goals, the number of performance units to vest will be determined by linear interpolation. The number of shares ultimately issued can range from 0% to 200% of the participant's target award. The grant date fair value of the performance share units granted during the thirteen weeks ended June 29, 2019 was initially measured using the Company's closing stock price on the date of grant with the resulting stock compensation expense recognized on a straight-line basis over the three-year vesting period. The expense recognized over the vesting period is adjusted up or down on a quarterly basis based on the anticipated performance level during the performance period. If the performance metrics are not probable of achievement during the performance period, stock compensation expense would be reversed. The awards are forfeited if the threshold performance goals are not achieved as of the end of the performance period. Stock-Based Compensation Expense Stock-based compensation expense was $1.8 million and $1.0 million for the thirteen weeks ended June 27, 2020 and June 29, 2019, respectively. Stock-based compensation expense of $0.6 million and $0.1 million was recorded in cost of goods sold in the condensed consolidated statements of operations for the thirteen weeks ended June 27, 2020 and June 29, 2019, respectively. All other stock-based compensation expense is included in selling, general and administrative expenses in the condensed consolidated statements of operations. As of June 27, 2020, there was $6.5 million of total unrecognized stock-based compensation expense related to unvested stock options, with a weighted-average remaining recognition period of 2.72 years. As of June 27, 2020, there was $5.5 million of total unrecognized stock-based compensation expense related to restricted stock units, with a weighted-average remaining recognition period of 2.80 years. As of June 27, 2020, there was $0.5 million of total unrecognized stock-based compensation expense related to performance share units, with a weighted-average remaining recognition period of 1.77 years. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 27, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | 7. Commitments and Contingencies The Company is involved, from time to time, in litigation that is incidental to its business. The Company has reviewed these matters to determine if reserves are required for losses that are probable and reasonable to estimate in accordance with FASB ASC Topic 450, Contingencies On May 8, 2019, Sheplers, Inc., a wholly-owned subsidiary of the Company, was named as defendant in a class-action complaint filed in the Superior Court of California, County of Los Angeles. Among other things, the complaint generally alleges deceptive pricing on merchandise sold in Sheplers’ e-commerce site. The estimated cost of the matter has been accrued as of June 27, 2020. The Company is also subject to certain other pending or threatened litigation matters incidental to its business. In management's opinion, none of these legal matters, individually or in the aggregate, will have a material effect on the Company's financial position, results of operations, or liquidity. During the normal course of its business, the Company has made certain indemnifications and commitments under which the Company may be required to make payments for certain transactions. These indemnifications include those given to various lessors in connection with facility leases for certain claims arising from such facility leases, and indemnifications to directors and officers of the Company to the maximum extent permitted under the laws of the State of Delaware. The majority of these indemnifications and commitments do not provide for any limitation of the maximum potential future payments the Company could be obligated to make, and their duration may be indefinite. The Company has not recorded any liability for these indemnifications and commitments in the condensed consolidated balance sheets as the impact is expected to be immaterial. |
Leases
Leases | 3 Months Ended |
Jun. 27, 2020 | |
Leases | |
Leases | 8. Leases The Company does not own any real estate. Instead, most of its retail store locations are occupied under operating leases. The store leases generally have a base lease term of five , on average, exercisable at the Company’s option. The Company is generally responsible for the payment of property taxes and insurance, utilities and common area maintenance fees. Some leases also require additional payments based on percentage of sales. Lease terms include the non-cancellable portion of the underlying leases along with any reasonably certain lease periods associated with available renewal periods, termination options and purchase options. Operating and finance lease liabilities are recognized at the lease commencement date based on the present value of the fixed lease payments using the Company's incremental borrowing rates for its population of leases. Related operating and finance lease ROU assets are recognized based on the initial present value of the fixed lease payments, reduced by cash payments received from landlords as lease incentives, plus any prepaid rent and other direct costs from executing the leases. Amortization of both operating and finance lease ROU assets is performed on a straight-line basis and recorded as part of rent expense in selling, general and administrative expenses on the condensed consolidated statements of operations. The interest expense amortization component of the finance lease liabilities is recorded within interest expense on the condensed consolidated statements of operations. ROU assets are tested for impairment in the same manner as long-lived assets. Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Variable lease payments are recognized as lease expense as they are incurred. ROU assets and lease liabilities as of June 27, 2020 and March 28, 2020 consist of the following: Balance Sheet Classification June 27, 2020 March 28, 2020 Assets Finance lease assets Right-of-use assets, net $ 10,217 $ 10,444 Operating lease assets Right-of-use assets, net 154,481 159,799 Total lease assets $ 164,698 $ 170,243 Liabilities Current Finance Short-term lease liabilities $ 1,029 $ 1,019 Operating Short-term lease liabilities 33,926 33,760 Total short-term lease liabilities $ 34,955 $ 34,779 Non-Current Finance Long-term lease liabilities $ 12,795 $ 12,954 Operating Long-term lease liabilities 142,848 147,981 Total long-term lease liabilities $ 155,643 $ 160,935 Total lease liabilities $ 190,598 $ 195,714 Total lease costs for the thirteen weeks ended June 27, 2020 and June 29, 2019 were: Thirteen Weeks Ended Thirteen Weeks Ended (in thousands) Statement of Operations Classification June 27, 2020 June 29, 2019 Finance lease cost Amortization of right-of-use assets Cost of goods sold $ 229 $ 179 Interest on lease liabilities Interest expense, net 187 188 Total finance lease cost $ 416 $ 367 Operating lease cost Cost of goods sold $ 10,652 $ 9,528 * Operating lease cost Selling, general and administrative expenses 234 433 * Short-term lease cost Selling, general and administrative expenses 459 566 Variable lease cost Selling, general and administrative expenses 419 564 Sublease income Cost of goods sold (156) — Total lease cost $ 12,024 $ 11,458 *Amounts corrected from $9,094 and $867, respectively, as previously reported. The following table summarizes future lease payments as of June 27, 2020: Operating Leases Finance Leases Fiscal Year (in thousands) (in thousands) 2021 $ 33,469 $ 1,010 2022 39,768 1,353 2023 34,589 1,294 2024 28,294 1,264 2025 22,854 1,220 Thereafter 39,618 14,044 Total 198,592 20,185 Less: Imputed interest (21,818) (6,361) Present value of net lease payments $ 176,774 $ 13,824 The following table includes supplemental lease information: Thirteen Weeks Ended Thirteen Weeks Ended Supplemental Cash Flow Information (dollars in thousands) June 27, 2020 June 29, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 10,920 $ 10,026 Operating cash flows from finance leases 1 188 Financing cash flows from finance leases 619 146 $ 11,540 $ 10,360 Lease liabilities arising from new right-of-use assets Operating leases $ 2,536 $ 5,594 Finance leases $ — $ — Weighted average remaining lease term (in years) Operating leases 6.3 8.0 Finance leases 21.4 11.5 Weighted average discount rate Operating leases 6.3 % 6.4 % Finance leases 12.1 % 10.3 % |
Income Taxes
Income Taxes | 3 Months Ended |
Jun. 27, 2020 | |
Income Taxes | |
Income Taxes | 9. Income Taxes The Company accounts for income taxes in accordance with ASC 740, Income Taxes The income tax rate was 37.1% and 20.1% for the thirteen weeks ended June 27, 2020 and June 29, 2019, respectively. The tax rate for the thirteen weeks ended June 27, 2020 was higher than the tax rate for the thirteen weeks ended June 29, 2019, primarily due to a return to provision of less than $0.1 million for the thirteen weeks ended June 27, 2020. Valuation allowances are established, when necessary, to reduce deferred income tax assets to the amounts expected to be realized. To this end, the Company has considered and evaluated its sources of taxable income, including forecasted future taxable income, and has concluded that a valuation allowance is not required as of June 27, 2020. The Company will continue to evaluate the need for a valuation allowance at each period end. The Company’s policy is to accrue interest and penalties related to unrecognized tax benefits as a component of income tax expense. At June 27, 2020 and March 28, 2020, the Company had no accrued liability for penalties and interest. The Company files income tax returns in the U.S. federal jurisdiction and various state jurisdictions. At June 27, 2020, the Company is not aware of tax examinations (current or potential) in any tax jurisdictions. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Jun. 27, 2020 | |
Related Party Transactions | |
Related Party Transactions | 10. Related Party Transactions During the thirteen weeks ended June 27, 2020 and June 29, 2019, the Company had capital expenditures with Floor & Decor Holdings, Inc., a specialty retail vendor in the flooring market. These capital expenditures amounted to less than $0.1 million in both the thirteen weeks ended June 27, 2020 and June 29, 2019, and were recorded as property and equipment, net on the condensed consolidated balance sheets. Certain members of the Company’s board of directors either currently serve on the board of directors or as an executive officer at Floor & Decor Holdings, Inc. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Jun. 27, 2020 | |
Earnings Per Share | |
Earnings Per Share | 11. Earnings Per Share Earnings per share is computed under the provisions of FASB ASC Topic 260, Earnings Per Share The components of basic and diluted (loss)/earnings per share of common stock, in aggregate, for the thirteen weeks ended June 27, 2020 and June 29, 2019 are as follows: Thirteen Weeks Ended June 27, June 29, (in thousands, except per share data) 2020 2019 Net (loss)/income $ (490) $ 9,721 Weighted average basic shares outstanding 28,826 28,380 Dilutive effect of options and restricted stock — 645 Weighted average diluted shares outstanding 28,826 29,025 Basic (loss)/earnings per share $ (0.02) $ 0.34 Diluted (loss)/earnings per share $ (0.02) $ 0.33 Options to purchase 1,477,634 shares and 730,581 shares of common stock were outstanding during the thirteen weeks ended June 27, 2020 and June 29, 2019, respectively, but were not included in the computation of weighted average diluted shares of common stock outstanding as the effect of doing so would have been anti-dilutive. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Jun. 27, 2020 | |
Summary of Significant Accounting Policies | |
Recent Developments | Recent Developments In December 2019, a novel strain of coronavirus (“COVID-19”) was reported in Wuhan, China. Since first being reported, COVID-19 has spread to numerous countries around the world, including the U.S., resulting in the World Health Organization declaring the outbreak a global pandemic on March 11, 2020. As COVID-19 has continued to spread, public and private sector policies and initiatives intended to reduce the transmission of COVID-19, such as the imposition of travel restrictions, mandates from federal, state and local authorities to avoid large gatherings of people, quarantine or “shelter-in-place”, and the promotion of social distancing have significantly impacted the country. COVID-19 has had and will continue to have a significant impact on economic conditions and consumer confidence. There is significant uncertainty around the breadth and duration of business disruptions related to COVID-19, as well as its impact on the U.S. economy and consumer confidence. These and other effects make it more challenging for us to estimate the future performance of our business, particularly over the near-to-medium term. The extent to which COVID-19 impacts our operations will depend on future developments, which are highly uncertain and difficult to predict, including, among others, the duration of the outbreak, new information that may emerge concerning the severity of COVID-19 and the actions, especially those taken by governmental authorities, to contain the pandemic or treat its impact. As events are rapidly changing, additional impacts may arise that we are not aware of currently. For more information about the risks, uncertainties, and other factors that could affect our future results, please see Item 1A, Risk Factors, of our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on May 22, 2020. As a result of COVID-19, traffic at our retail stores significantly declined beginning in the last three weeks of fiscal 2020 and continued through the start of fiscal 2021 as many state and local governments began implementing stay-at-home directives to help prevent the spread of COVID-19. On average, approximately 30 of our 264 stores were closed during the thirteen weeks ended June 27, 2020. Except for temporary store closures due to COVID-19, all of our stores are currently open. As the quarter progressed and stay-at-home directives began to be lifted, the promotion of social distancing continued to impact shopping and events across the country. As a result of COVID-19, we have taken measures, as fully described in our Annual Report on Form 10-K, to preserve liquidity and reduce expenses, while maintaining flexibility to resume full operations once we re-emerge from this global pandemic. While certain of these measures, including temporary salary reductions and most employee furloughs, are no longer in effect as of the date of this report, we continue to closely monitor ongoing developments in connection with the COVID-19 pandemic and its impact on our business. |
Basis of Presentation | Basis of Presentation The Company’s condensed consolidated financial statements as of and for the thirteen weeks ended June 27, 2020 and June 29, 2019 are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), and include the accounts of the Company and each of its subsidiaries, consisting of Boot Barn, Inc., RCC Western Stores, Inc., Baskins Acquisition Holdings, LLC, Sheplers, Inc. and Sheplers Holding Corporation (collectively with Sheplers, Inc., “Sheplers”). All intercompany accounts and transactions among the Company and its subsidiaries have been eliminated in consolidation. The vast majority of the Company’s identifiable assets are in the United States. Certain information and footnote disclosures normally included in the Company’s annual consolidated financial statements have been condensed or omitted. In the opinion of management, the interim condensed consolidated financial statements reflect all adjustments that are of a normal and recurring nature necessary to fairly present the Company’s financial position and results of operations and cash flows in all material respects as of the dates and for the periods presented. The results of operations presented in the interim condensed consolidated financial statements are not necessarily indicative of the results that may be expected for the fiscal year ending March 27, 2021. |
Fiscal Periods | Fiscal Periods The Company reports its results of operations and cash flows on a 52- or 53-week basis ending on the last Saturday of March unless April 1st is a Saturday, in which case the fiscal year ends on April 1st. In a 52-week year, each quarter includes thirteen weeks of operations; in a 53-week fiscal year, the first, second and third quarters each include thirteen weeks of operations and the fourth quarter includes fourteen weeks of operations. Both the fiscal year ending on March 27, 2021 |
Comprehensive Income | Comprehensive Income The Company does not have any components of other comprehensive income recorded within its consolidated financial statements and, therefore, does not separately present a statement of comprehensive income in its consolidated financial statements. |
Segment Reporting | Segment Reporting GAAP has established guidance for reporting information about a company’s operating segments, including disclosures related to a company’s products and services, geographic areas and major customers. The Company’s retail stores and e-commerce websites represent two operating segments. Given the similar qualitative and economic characteristics of the two operating segments, the Company’s retail stores and e-commerce websites are aggregated into one reporting segment in accordance with guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Among the significant estimates affecting the Company’s consolidated financial statements are those relating to revenue recognition, lease accounting, inventories, goodwill, intangible and long-lived assets, stock-based compensation and income taxes. Management regularly evaluates its estimates and assumptions based upon historical experience and various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. To the extent actual results differ from those estimates, the Company’s future results of operations may be affected. |
Inventories | Inventories Inventory consists primarily of purchased merchandise and is valued at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis and includes the cost of merchandise and import-related costs, including freight, duty and agent commissions. The Company assesses the recoverability of inventory through a periodic review of historical usage and present demand. When the inventory on hand exceeds the foreseeable demand, the value of inventory that, at the time of the review, is not expected to be sold at or above cost is written down to its estimated net realizable value. |
Leases | Leases Operating and finance lease liabilities are recognized at the lease commencement date based on the present value of the fixed lease payments using the Company's incremental borrowing rates for its population of leases. Related operating and finance lease right-of-use assets are recognized based on the initial present value of the fixed lease payments, reduced by cash payments received from landlords as lease incentives, plus any prepaid rent and other direct costs from executing the leases. Amortization of both operating and finance lease right-of-use assets is performed on a straight-line basis and recorded as part of rent expense in selling, general and administrative expenses on the condensed consolidated statements of operations. The interest expense amortization component of the finance lease liabilities is recorded within interest expense on the condensed consolidated statements of operations. Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Variable lease payments are recognized as lease expense as they are incurred. |
Fair Value of Certain Financial Assets and Liabilities | Fair Value of Certain Financial Assets and Liabilities The Company follows FASB ASC Topic 820, Fair Value Measurements and Disclosures ● Level 1 uses unadjusted quoted prices that are available in active markets for identical assets or liabilities. ● Level 2 uses inputs other than quoted prices included in Level 1 that are either directly or indirectly observable through correlation with market data. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and inputs to valuation models or other pricing methodologies that do not require significant judgment because the inputs used in the model, such as interest rates and volatility, can be corroborated by readily observable market data. ● Level 3 uses one or more significant inputs that are unobservable and supported by little or no market activity, and reflect the use of significant management judgment. Level 3 assets and liabilities include those whose fair value measurements are determined using pricing models, discounted cash flow methodologies or similar valuation techniques and significant management judgment or estimation. The Company’s Level 3 assets include certain acquired businesses and the evaluation of store impairment. Cash and cash equivalents, accounts receivable and accounts payable are classified according to the lowest level input that is significant to the fair value measurement. As a result, the asset or liability could be classified as Level 2 or Level 3 even though there may be certain significant inputs that are readily observable. The Company believes that the recorded value of its financial instruments approximates their current fair values because of their nature and respective relatively short maturity dates or duration. Although market quotes for the fair value of the outstanding debt arrangements discussed in Note 5, “Revolving Credit Facilities and Long-Term Debt” are not readily available, the Company believes its carrying value approximates fair value due to the variable interest rates, which are Level 2 inputs. There were no financial assets or liabilities |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, Intangibles — Goodwill and Other: Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which simplifies the accounting for goodwill impairment by eliminating step two from the goodwill impairment test. Under this new guidance, if the carrying amount of a reporting unit exceeds its estimated fair value, an impairment charge shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. The amendments in ASU 2017-04 are effective prospectively for fiscal years and interim periods within those years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not expect the revised standard to have a material impact on the consolidated financial statements. |
Revenue Recognition | Revenue Recognition Revenue is recorded for store sales upon the purchase of merchandise by customers. Sales are recorded net of taxes collected from customers. Transfer of control takes place at the point at which the customer receives and pays for the merchandise at the register. E-commerce sales are recorded when control transfers to the customer, which generally occurs upon delivery of the product. Shipping and handling revenues are included in total net sales. Shipping costs incurred by the Company are included in cost of goods sold. The Company maintains a customer loyalty program. Under the program, customers accumulate points based on purchase activity. For customers to maintain their active point balance, they must make a qualifying purchase of merchandise at least once in a 365-day period. Once a loyalty program member achieves a certain point level, the member earns awards that may be redeemed for credits on merchandise purchases. To redeem awards, the member must make a qualifying purchase of merchandise within 60 days of the date the award was granted. Unredeemed awards and accumulated partial points are accrued as unearned revenue until redemption or expiration and, upon redemption and expiration, as an adjustment to net sales using the relative standalone selling price method. The unearned revenue for this program is recorded in accrued expenses and other current liabilities on the consolidated balance sheets and was $1.8 million as of June 27, 2020 and $2.0 million as of June 29, 2019. The following table provides a reconciliation of the activity related to the Company’s customer loyalty program: Customer Loyalty Program (in thousands) June 27, 2020 June 29, 2019 Beginning balance as of March 28, 2020 and March 30, 2019, respectively $ 2,076 $ 1,936 Year-to-date provisions 341 1,468 Year-to-date award redemptions (659) (1,378) Ending balance $ 1,758 $ 2,026 Revenue is recorded net of estimated and actual sales returns and deductions for coupon redemptions, estimated future award redemption and other promotions. The sales returns reserve reflects an estimate of sales returns based on projected merchandise returns determined through the use of historical average return percentages. The total reserve for returns is recorded in accrued expenses and other current liabilities in the consolidated balance sheets. The Company accounts for the asset and liability separately on a gross basis. Proceeds from the sale of gift cards are deferred until the customers use the cards to acquire merchandise. Gift cards, gift certificates and store credits do not have expiration dates, and unredeemed gift cards, gift certificates and store credits are subject to state escheatment laws. Amounts remaining after escheatment are recognized in net sales in the period escheatment occurs and the liability is considered to be extinguished. The Company defers recognition of a layaway sale and its related profit to the accounting period when the customer receives the layaway merchandise. Income from the redemption of gift cards, gift card breakage, and the sale of layaway merchandise is included in net sales. The following table provides a reconciliation of the activity related to the Company’s gift card program: Gift Card Program (in thousands) June 27, 2020 June 29, 2019 Beginning balance as of March 28, 2020 and March 30, 2019, respectively $ 10,118 $ 8,796 Year-to-date issued 2,091 2,395 Year-to-date redemptions (2,007) (2,594) Ending balance $ 10,202 $ 8,597 Disaggregated Revenue The Company disaggregates net sales into the following major merchandise categories: Thirteen Weeks Ended % of Net Sales June 27, 2020 June 29, 2019 Footwear 59% 52% Apparel 28% 32% Hats, accessories and other 13% 16% Total 100% 100% The Company further disaggregates net sales between stores and e-commerce: Thirteen Weeks Ended % of Net Sales June 27, 2020 June 29, 2019 Stores 75% 86% E-commerce 25% 14% Total 100% 100% |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Jun. 27, 2020 | |
Schedule of disaggregated revenue | The Company disaggregates net sales into the following major merchandise categories: Thirteen Weeks Ended % of Net Sales June 27, 2020 June 29, 2019 Footwear 59% 52% Apparel 28% 32% Hats, accessories and other 13% 16% Total 100% 100% The Company further disaggregates net sales between stores and e-commerce: Thirteen Weeks Ended % of Net Sales June 27, 2020 June 29, 2019 Stores 75% 86% E-commerce 25% 14% Total 100% 100% |
Customer Loyalty Program | |
Schedule of reconciliation of the activity related to contracts with customers | Customer Loyalty Program (in thousands) June 27, 2020 June 29, 2019 Beginning balance as of March 28, 2020 and March 30, 2019, respectively $ 2,076 $ 1,936 Year-to-date provisions 341 1,468 Year-to-date award redemptions (659) (1,378) Ending balance $ 1,758 $ 2,026 |
Gift Card Program | |
Schedule of reconciliation of the activity related to contracts with customers | Gift Card Program (in thousands) June 27, 2020 June 29, 2019 Beginning balance as of March 28, 2020 and March 30, 2019, respectively $ 10,118 $ 8,796 Year-to-date issued 2,091 2,395 Year-to-date redemptions (2,007) (2,594) Ending balance $ 10,202 $ 8,597 |
Asset Acquisition and Busines_2
Asset Acquisition and Business Combination (Tables) | 3 Months Ended |
Jun. 27, 2020 | |
G.&L. Clothing, Inc | |
Asset Acquisition and Business Combination | |
Schedule of estimated fair values of the assets acquired and liabilities assumed | (in thousands) At August 26, 2019 Assets acquired: Inventory $ 2,361 Property & equipment, net 64 Customer list 345 Right-of-use asset, net 1,946 Goodwill 1,644 Total assets acquired $ 6,360 Liabilities assumed: Merchandise credits and other current liabilities $ 169 Short-term lease liability 129 Long-term lease liability 2,374 Total liabilities assumed 2,672 Net assets acquired $ 3,688 |
Intangible Assets, Net and Go_2
Intangible Assets, Net and Goodwill (Tables) | 3 Months Ended |
Jun. 27, 2020 | |
Intangible Assets, Net and Goodwill | |
Schedule of net finite-lived intangible assets | Net intangible assets as of June 27, 2020 and March 28, 2020 consisted of the following (in thousands, except for weighted average useful life): June 27, 2020 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life Customer lists $ 345 $ (75) $ 270 5.0 Trademarks—definite lived 15 (10) 5 3.0 Total definite lived 360 (85) 275 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,037 $ (85) $ 60,952 March 28, 2020 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life Customer lists $ 345 $ (54) $ 291 5.0 Trademarks-definite lived 15 (9) 6 3.0 Total definite lived 360 (63) 297 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,037 $ (63) $ 60,974 |
Schedule of net indefinite-lived intangible assets | Net intangible assets as of June 27, 2020 and March 28, 2020 consisted of the following (in thousands, except for weighted average useful life): June 27, 2020 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life Customer lists $ 345 $ (75) $ 270 5.0 Trademarks—definite lived 15 (10) 5 3.0 Total definite lived 360 (85) 275 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,037 $ (85) $ 60,952 March 28, 2020 Gross Weighted Carrying Accumulated Average Amount Amortization Net Useful Life Customer lists $ 345 $ (54) $ 291 5.0 Trademarks-definite lived 15 (9) 6 3.0 Total definite lived 360 (63) 297 Trademarks—indefinite lived 60,677 — 60,677 Total intangible assets $ 61,037 $ (63) $ 60,974 |
Schedule of estimated future amortization of intangible assets | As of June 27, 2020, estimated future amortization of intangible assets was as follows: Fiscal Year (in thousands) 2021 $ 67 2022 72 2023 62 2024 54 2025 20 Thereafter - Total $ 275 |
Revolving Credit Facilities a_2
Revolving Credit Facilities and Long-Term Debt (Tables) | 3 Months Ended |
Jun. 27, 2020 | |
Revolving Credit Facilities and Long-Term Debt | |
Schedule of information related to the term loan | The following sets forth the balance sheet information related to the term loan: June 27, March 28, (in thousands) 2020 2020 Term Loan $ 111,500 $ 111,500 Unamortized value of the debt issuance costs and debt discount (2,288) (2,478) Net carrying value $ 109,212 $ 109,022 |
Schedule of aggregate contractual maturities for the Company's long-term debt | Aggregate contractual maturities for the Company’s long-term debt as of June 27, 2020 are as follows: Fiscal Year (in thousands) 2021 $ — 2022 — 2023 — 2024 111,500 Total $ 111,500 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Jun. 27, 2020 | |
Stock-Based Compensation | |
Schedule of assumptions used to determine fair value of stock options | The fair values of stock options granted during the thirteen weeks ended June 27, 2020 and June 29, 2019 were estimated on the grant dates using the following assumptions: Thirteen Weeks Ended June 27, June 29, 2020 2019 Expected option term (1) 6.3 years 6.3 - 7.0 years Expected volatility factor (2) 57.0 % 35.3 % - 35.6 % Risk-free interest rate (3) 0.4 % 2.3 % Expected annual dividend yield 0 % 0 % (1) The Company has limited historical information regarding expected option term. Accordingly, the Company determined the expected life of the options using the simplified method. (2) Stock volatility for each grant is measured using the weighted average of historical daily price changes of the Company’s stock and its competitors’ common stock over the most recent period equal to the expected option term of the Company’s awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term. |
Schedule of stock award activity | The following table summarizes the stock award activity for the thirteen weeks ended June 27, 2020: Grant Date Weighted Weighted Average Aggregate Stock Average Remaining Intrinsic Options Exercise Price Contractual Life Value (in years) (in thousands) Outstanding at March 28, 2020 1,221,223 $ 19.96 Granted 264,535 $ 22.41 Exercised (630) $ 6.84 $ 10 Cancelled, forfeited or expired (7,494) $ 16.92 Outstanding at June 27, 2020 1,477,634 $ 20.42 6.6 $ 4,846 Vested and expected to vest after June 27, 2020 1,477,634 $ 20.42 6.6 $ 4,846 Exercisable at June 27, 2020 522,264 $ 18.37 4.3 $ 2,335 |
Schedule of non-vested stock options | A summary of the status of non-vested stock options as of June 27, 2020 including changes during the thirteen weeks ended June 27, 2020 is presented below: Weighted- Average Grant Date Shares Fair Value Nonvested at March 28, 2020 931,257 $ 6.90 Granted 264,535 $ 10.77 Vested (232,928) $ 5.76 Nonvested shares forfeited (7,494) $ 7.39 Nonvested at June 27, 2020 955,370 $ 8.26 |
CEO | |
Stock-Based Compensation | |
Schedule of assumptions used to determine fair value of stock options | Stock price $ 28.63 Exercise price $ 28.63 Expected option term 7.0 years Expected volatility 35.3 % Risk-free interest rate 2.3 % Expected annual dividend yield 0 % |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Jun. 27, 2020 | |
Leases | |
Schedule of ROU assets and liabilities | ROU assets and lease liabilities as of June 27, 2020 and March 28, 2020 consist of the following: Balance Sheet Classification June 27, 2020 March 28, 2020 Assets Finance lease assets Right-of-use assets, net $ 10,217 $ 10,444 Operating lease assets Right-of-use assets, net 154,481 159,799 Total lease assets $ 164,698 $ 170,243 Liabilities Current Finance Short-term lease liabilities $ 1,029 $ 1,019 Operating Short-term lease liabilities 33,926 33,760 Total short-term lease liabilities $ 34,955 $ 34,779 Non-Current Finance Long-term lease liabilities $ 12,795 $ 12,954 Operating Long-term lease liabilities 142,848 147,981 Total long-term lease liabilities $ 155,643 $ 160,935 Total lease liabilities $ 190,598 $ 195,714 |
Schedule of total lease cost | Total lease costs for the thirteen weeks ended June 27, 2020 and June 29, 2019 were: Thirteen Weeks Ended Thirteen Weeks Ended (in thousands) Statement of Operations Classification June 27, 2020 June 29, 2019 Finance lease cost Amortization of right-of-use assets Cost of goods sold $ 229 $ 179 Interest on lease liabilities Interest expense, net 187 188 Total finance lease cost $ 416 $ 367 Operating lease cost Cost of goods sold $ 10,652 $ 9,528 * Operating lease cost Selling, general and administrative expenses 234 433 * Short-term lease cost Selling, general and administrative expenses 459 566 Variable lease cost Selling, general and administrative expenses 419 564 Sublease income Cost of goods sold (156) — Total lease cost $ 12,024 $ 11,458 *Amounts corrected from $9,094 and $867, respectively, as previously reported. |
Schedule of future lease payments | The following table summarizes future lease payments as of June 27, 2020: Operating Leases Finance Leases Fiscal Year (in thousands) (in thousands) 2021 $ 33,469 $ 1,010 2022 39,768 1,353 2023 34,589 1,294 2024 28,294 1,264 2025 22,854 1,220 Thereafter 39,618 14,044 Total 198,592 20,185 Less: Imputed interest (21,818) (6,361) Present value of net lease payments $ 176,774 $ 13,824 |
Schedule of supplemental lease information | The following table includes supplemental lease information: Thirteen Weeks Ended Thirteen Weeks Ended Supplemental Cash Flow Information (dollars in thousands) June 27, 2020 June 29, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 10,920 $ 10,026 Operating cash flows from finance leases 1 188 Financing cash flows from finance leases 619 146 $ 11,540 $ 10,360 Lease liabilities arising from new right-of-use assets Operating leases $ 2,536 $ 5,594 Finance leases $ — $ — Weighted average remaining lease term (in years) Operating leases 6.3 8.0 Finance leases 21.4 11.5 Weighted average discount rate Operating leases 6.3 % 6.4 % Finance leases 12.1 % 10.3 % |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Jun. 27, 2020 | |
Earnings Per Share | |
Schedule of the components of basic and diluted (loss)/earnings per share of common stock | The components of basic and diluted (loss)/earnings per share of common stock, in aggregate, for the thirteen weeks ended June 27, 2020 and June 29, 2019 are as follows: Thirteen Weeks Ended June 27, June 29, (in thousands, except per share data) 2020 2019 Net (loss)/income $ (490) $ 9,721 Weighted average basic shares outstanding 28,826 28,380 Dilutive effect of options and restricted stock — 645 Weighted average diluted shares outstanding 28,826 29,025 Basic (loss)/earnings per share $ (0.02) $ 0.34 Diluted (loss)/earnings per share $ (0.02) $ 0.33 |
Description of the Company, R_2
Description of the Company, Recent Developments and Basis of Presentation (Details) | 3 Months Ended | 12 Months Ended | |
Jun. 27, 2020storeVotestateshares | Mar. 27, 2021 | Mar. 28, 2020storestateshares | |
Business Operations | |||
Number of shares authorized | shares | 100,000,000 | 100,000,000 | |
Number of shares issued | shares | 28,944,921 | 28,880,000 | |
Number of shares outstanding | shares | 28,853,928 | ||
Number of votes per common share | Vote | 1 | ||
Number of stores | store | 264 | 259 | |
Number of states in which the Company operates | state | 36 | 35 | |
Fiscal Year | |||
Fiscal year period | 364 days | ||
Subsequent Event | |||
Fiscal Year | |||
Fiscal year period | 364 days | ||
COVID-19 | |||
Business Operations | |||
Number of stores closed | store | 30 | ||
American Worker | |||
Business Operations | |||
Number of stores | store | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) $ in Thousands | 3 Months Ended |
Jun. 27, 2020USD ($)segmentitem | |
Segment Reporting | |
Operating segments | segment | 2 |
Reportable segments | segment | 1 |
Number of reporting units | item | 2 |
Fair Value of Certain Financial Assets and Liabilities | |
Financial assets requiring fair value measurements on a recurring basis | $ | $ 0 |
Financial liabilities requiring fair value measurements on a recurring basis | $ | $ 0 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Customer Loyalty Program (Details) - Customer Loyalty Program - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | |
Customer Loyalty Program | ||
Number of days in which customers must make a qualifying purchase in order to maintain an active point balance | 365 days | |
Number of days from award grant date in which the customer has to make a qualifying purchase to redeem the awards | 60 days | |
Reserve for Returns | $ 1,758 | $ 2,026 |
Reconciliation of Activity in Program | ||
Beginning balance | 2,076 | 1,936 |
Year-to-date provisions | 341 | 1,468 |
Year-to-date redemptions | (659) | (1,378) |
Ending balance | $ 1,758 | $ 2,026 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Gift Card Program (Details) - Gift Card Program - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | |
Reconciliation of Activity in Program | ||
Beginning balance | $ 10,118 | $ 8,796 |
Year-to-date issued | 2,091 | 2,395 |
Year-to-date redemptions | (2,007) | (2,594) |
Ending balance | $ 10,202 | $ 8,597 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Disaggregated Revenue (Details) | 3 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | |
Disaggregation Of Revenue | ||
Net sales percentage | 100.00% | 100.00% |
Stores | ||
Disaggregation Of Revenue | ||
Net sales percentage | 75.00% | 86.00% |
E-commerce | ||
Disaggregation Of Revenue | ||
Net sales percentage | 25.00% | 14.00% |
Footwear | ||
Disaggregation Of Revenue | ||
Net sales percentage | 59.00% | 52.00% |
Apparel | ||
Disaggregation Of Revenue | ||
Net sales percentage | 28.00% | 32.00% |
Hats, accessories and other | ||
Disaggregation Of Revenue | ||
Net sales percentage | 13.00% | 16.00% |
Asset Acquisition and Busines_3
Asset Acquisition and Business Combination (Details) $ in Thousands | Aug. 26, 2019USD ($)store | Jun. 27, 2020USD ($)store | Mar. 28, 2020USD ($)store |
Asset Acquisition and Business Combination | |||
Number of stores | store | 264 | 259 | |
Assets acquired: | |||
Right-of-use assets, net | $ 154,481 | $ 159,799 | |
Goodwill | 197,502 | 197,502 | |
Liabilities assumed: | |||
Short-term lease liability | 33,926 | 33,760 | |
Long-term lease liability | $ 142,848 | $ 147,981 | |
G.&L. Clothing, Inc | |||
Asset Acquisition and Business Combination | |||
Number of stores | store | 1 | ||
Cash consideration paid ,net of cash acquired and other adjustments | $ 3,700 | ||
Assets acquired: | |||
Inventory | 2,361 | ||
Property & equipment, net | 64 | ||
Right-of-use assets, net | 1,946 | ||
Goodwill | 1,644 | ||
Total assets acquired | 6,360 | ||
Liabilities assumed: | |||
Merchandise credits and other current liabilities | 169 | ||
Short-term lease liability | 129 | ||
Long-term lease liability | 2,374 | ||
Total liabilities assumed | 2,672 | ||
Net assets acquired | 3,688 | ||
G.&L. Clothing, Inc | Customer lists | |||
Assets acquired: | |||
Intangible | $ 345 |
Intangible Assets, Net and Go_3
Intangible Assets, Net and Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | Mar. 28, 2020 | |
Intangible assets, net | |||
Gross Carrying Amount | $ 360 | $ 360 | |
Accumulated Amortization | (85) | (63) | |
Net | 275 | 297 | |
Gross carrying amount | 61,037 | 61,037 | |
Intangible assets, net | 60,952 | 60,974 | |
Amortization of intangible assets | 22 | $ 32 | |
Fiscal year | |||
2021 | 67 | ||
2022 | 72 | ||
2023 | 62 | ||
2024 | 54 | ||
2025 | 20 | ||
Total | 275 | ||
Trademarks | |||
Intangible assets, net | |||
Indefinite-lived intangible assets | 60,677 | 60,677 | |
Maximum | |||
Intangible assets, net | |||
Amortization of intangible assets | 100 | $ 100 | |
Customer lists | |||
Intangible assets, net | |||
Gross Carrying Amount | 345 | 345 | |
Accumulated Amortization | (75) | (54) | |
Net | $ 270 | $ 291 | |
Weighted Average Useful Life | 5 years | 5 years | |
Trademarks | |||
Intangible assets, net | |||
Gross Carrying Amount | $ 15 | $ 15 | |
Accumulated Amortization | (10) | (9) | |
Net | $ 5 | $ 6 | |
Weighted Average Useful Life | 3 years | 3 years |
Intangible Assets, Net and Go_4
Intangible Assets, Net and Goodwill - Change in Carrying Amount of Goodwill (Details) $ in Thousands | 3 Months Ended | ||
Jun. 27, 2020USD ($)item | Jun. 29, 2019USD ($) | Mar. 28, 2020USD ($) | |
Intangible Assets, Net and Goodwill | |||
Goodwill | $ 197,502 | $ 197,502 | |
Number of indicators of impairment for goodwill | item | 0 | ||
Impairments of long lived assets | $ 0 | $ 0 |
Revolving Credit Facilities a_3
Revolving Credit Facilities and Long-Term Debt - Revolving Credit Facilities and Long-Term Debt (Details) | Jun. 06, 2019USD ($) | May 15, 2018USD ($) | Jun. 02, 2017USD ($) | Jun. 29, 2015USD ($) | Jun. 27, 2020USD ($) | Jun. 29, 2019USD ($) | Dec. 29, 2018 | Mar. 28, 2020USD ($) | May 26, 2017USD ($) |
Interest expense | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Amortization of deferred loan fees | $ 200,000 | $ 300,000 | |||||||
Golub Term Loan | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Principal amount | $ 111,500,000 | $ 200,000,000 | |||||||
Interest expense | $ 1,600,000 | $ 2,900,000 | |||||||
Weighted average interest rate (as a percent) | 5.80% | 7.10% | |||||||
Periodic payment | $ 500,000 | ||||||||
Repayments of loan | 65,000,000 | $ 10,000,000 | $ 10,000,000 | ||||||
Additional interest rate required if certain triggering events come into existence (as a percent) | 2.00% | ||||||||
Deferred loan fees | $ 7,100,000 | ||||||||
Term loan | 111,500,000 | $ 111,500,000 | |||||||
Unamortized value of the debt issuance costs and debt discount | (2,288,000) | (2,478,000) | |||||||
Total | 109,212,000 | 109,022,000 | |||||||
Golub Term Loan | Base rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 3.50% | ||||||||
Golub Term Loan | Federal funds rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 0.50% | ||||||||
Golub Term Loan | One-month LIBOR rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 1.00% | ||||||||
Golub Term Loan | LIBOR | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 4.50% | ||||||||
Golub Term Loan | Minimum | LIBOR | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Interest rate (as a percent) | 1.00% | ||||||||
Golub Term Loan | Leverage ratio as of December 2018 | Maximum | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Consolidated total net leverage ratio | 4 | ||||||||
Wells Fargo Revolver | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Borrowing capacity | $ 165,000,000 | $ 125,000,000 | $ 135,000,000 | ||||||
Commitment fee on unused capacity (as a percentage) | 0.25% | ||||||||
Amount outstanding under 2015 Wells Fargo Revolver | 129,900,000 | 129,900,000 | |||||||
Interest expense | $ 600,000 | $ 600,000 | |||||||
Weighted average interest rate (as a percent) | 1.70% | 3.80% | |||||||
Additional interest rate required if certain triggering events come into existence (as a percent) | 2.00% | ||||||||
Deferred loan fees | $ 1,200,000 | ||||||||
Unamortized value of the debt issuance costs and debt discount | $ (300,000) | $ (400,000) | |||||||
Wells Fargo Revolver | Federal funds rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 0.50% | ||||||||
Wells Fargo Revolver | One-month LIBOR rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 1.00% | ||||||||
Wells Fargo Revolver | Minimum | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Consolidated fixed charge coverage ratio | 1 | ||||||||
Wells Fargo Revolver | Minimum | Base rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 0.00% | ||||||||
Wells Fargo Revolver | Minimum | LIBOR | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 1.00% | ||||||||
Wells Fargo Revolver | Maximum | Base rate | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 0.25% | ||||||||
Wells Fargo Revolver | Maximum | LIBOR | |||||||||
Revolving credit facilities and long-term debt | |||||||||
Basis margin (as a percent) | 1.25% |
Revolving Credit Facilities a_4
Revolving Credit Facilities and Long-Term Debt - Aggregate Contractual Maturities (Details) - Golub Term Loan - USD ($) $ in Thousands | Jun. 27, 2020 | Mar. 28, 2020 |
Fiscal year | ||
2024 | $ 111,500 | |
Total | $ 111,500 | $ 111,500 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Millions | 3 Months Ended | ||||
Jun. 27, 2020USD ($)$ / sharesshares | Jun. 29, 2019USD ($)item$ / sharesshares | May 20, 2019$ / shares | Oct. 19, 2014shares | Jan. 27, 2012shares | |
Stock-Based Compensation | |||||
Vesting percentage | 33.00% | ||||
Vested | shares | 75,000 | ||||
Stock-based compensation expense | $ | $ 1.8 | $ 1 | |||
Cost of goods sold | |||||
Stock-Based Compensation | |||||
Stock-based compensation expense | $ | $ 0.6 | $ 0.1 | |||
Stock Options | |||||
Stock-Based Compensation | |||||
Stock options granted | shares | 264,535 | ||||
Unrecognized stock-based compensation expense for option | $ | $ 6.5 | ||||
Weighted-average recognition period | 2 years 8 months 19 days | ||||
Restricted Stock Awards | |||||
Stock-Based Compensation | |||||
Unrecognized stock-based compensation expense for other than option | $ | $ 5.5 | ||||
Weighted-average recognition period | 2 years 9 months 18 days | ||||
Performance share units | |||||
Stock-Based Compensation | |||||
Unrecognized stock-based compensation expense | $ | $ 0.5 | ||||
Weighted-average recognition period | 1 year 9 months 7 days | ||||
2011 Plan | |||||
Stock-Based Compensation | |||||
Shares authorized | shares | 3,750,000 | ||||
Expiration period | 10 years | ||||
Vesting period | 5 years | ||||
2014 Plan | |||||
Stock-Based Compensation | |||||
Shares authorized | shares | 3,600,000 | ||||
2014 Plan | CEO | |||||
Stock-Based Compensation | |||||
Vesting period | 4 years | ||||
Stock options granted | shares | 227,273 | ||||
Aggregate grant date fair value | $ | $ 2 | ||||
Grant date fair value (in dollars per share) | $ / shares | $ 8.80 | ||||
Exercise price (in dollars per share) | $ / shares | $ 28.63 | $ 28.63 | |||
Stated market price targets for company stock | item | 3 | ||||
2014 Plan | CEO | Tranche One | |||||
Stock-Based Compensation | |||||
Vesting percentage | 33.00% | ||||
2014 Plan | CEO | Tranche Two | |||||
Stock-Based Compensation | |||||
Vesting percentage | 33.00% | ||||
2014 Plan | CEO | Tranche Three | |||||
Stock-Based Compensation | |||||
Vesting percentage | 34.00% | ||||
2014 Plan | Stock Options | |||||
Stock-Based Compensation | |||||
Stock options granted | shares | 264,535 | ||||
Grant date fair value (in dollars per share) | $ / shares | $ 10.77 | ||||
Vested | shares | 232,928 | ||||
2014 Plan | Stock Options | Minimum | |||||
Stock-Based Compensation | |||||
Expiration period | 8 years | ||||
Vesting period | 4 years | ||||
2014 Plan | Stock Options | Maximum | |||||
Stock-Based Compensation | |||||
Expiration period | 10 years | ||||
Vesting period | 5 years | ||||
2014 Plan | Stock Options | Members of management | |||||
Stock-Based Compensation | |||||
Vesting period | 4 years | 4 years | |||
Stock options granted | shares | 264,535 | 116,952 | |||
Aggregate grant date fair value | $ | $ 2.8 | $ 1.3 | |||
Grant date fair value (in dollars per share) | $ / shares | $ 11.19 | ||||
Exercise price (in dollars per share) | $ / shares | $ 28.63 | ||||
2014 Plan | Stock Options | Members of management | Minimum | |||||
Stock-Based Compensation | |||||
Grant date fair value (in dollars per share) | $ / shares | $ 10.40 | ||||
Exercise price (in dollars per share) | $ / shares | 20.94 | ||||
2014 Plan | Stock Options | Members of management | Maximum | |||||
Stock-Based Compensation | |||||
Grant date fair value (in dollars per share) | $ / shares | 11.10 | ||||
Exercise price (in dollars per share) | $ / shares | $ 24.08 | ||||
2014 Plan | Restricted Stock Awards | Minimum | |||||
Stock-Based Compensation | |||||
Vesting period | 1 year | ||||
2014 Plan | Restricted Stock Awards | Maximum | |||||
Stock-Based Compensation | |||||
Vesting period | 4 years | ||||
2014 Plan | Restricted Stock Units | |||||
Stock-Based Compensation | |||||
Restricted stock or performance share units granted | shares | 167,461 | 89,985 | |||
Restricted stock or performance share units granted fair value | $ | $ 3.5 | $ 2.6 | |||
2014 Plan | Restricted Stock Units | Employees | |||||
Stock-Based Compensation | |||||
Vesting period | 4 years | 4 years | |||
2014 Plan | Restricted Stock Units | Tranche One | |||||
Stock-Based Compensation | |||||
Vesting period | 1 year | ||||
2014 Plan | Restricted Stock Units | Tranche Two | |||||
Stock-Based Compensation | |||||
Vesting period | 4 years | ||||
2014 Plan | Restricted Stock Units | Tranche Three | |||||
Stock-Based Compensation | |||||
Vesting period | 5 years | ||||
2014 Plan | Performance share units | |||||
Stock-Based Compensation | |||||
Vesting period | 3 years | 3 years | |||
Restricted stock or performance share units granted | shares | 0 | 38,546 | |||
Restricted stock or performance share units granted fair value per share | $ / shares | $ 28.63 | ||||
Service period | 3 years | ||||
2014 Plan | Performance share units | Minimum | |||||
Stock-Based Compensation | |||||
Vesting percentage | 0.00% | ||||
2014 Plan | Performance share units | Maximum | |||||
Stock-Based Compensation | |||||
Vesting percentage | 200.00% | ||||
2014 Plan | Performance share units | Below Threshold | |||||
Stock-Based Compensation | |||||
Vesting percentage | 0.00% | ||||
2014 Plan | Performance share units | Threshold | |||||
Stock-Based Compensation | |||||
Vesting percentage | 50.00% | ||||
2014 Plan | Performance share units | Target | |||||
Stock-Based Compensation | |||||
Vesting percentage | 100.00% | ||||
2014 Plan | Performance share units | Maximum Level | |||||
Stock-Based Compensation | |||||
Vesting percentage | 200.00% |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Options and Significant Valuation Assumptions (Details) - USD ($) $ / shares in Units, $ in Thousands | May 20, 2019 | Jun. 27, 2020 | Jun. 29, 2019 |
Stock Options | |||
Stock Options | |||
Outstanding at the beginning of period | 1,221,223 | ||
Granted | 264,535 | ||
Exercised | (630) | ||
Canceled, forfeited or expired | (7,494) | ||
Outstanding at the end of period | 1,477,634 | ||
Vested and expected to vest after end of period | 1,477,634 | ||
Exercisable at end of period | 522,264 | ||
Grant Date Weighted-Average Exercise Price | |||
Outstanding at the beginning of period | $ 19.96 | ||
Granted | 22.41 | ||
Exercise price (in dollars per share) | 6.84 | ||
Canceled, forfeited or expired | 16.92 | ||
Outstanding at the end of period | 20.42 | ||
Vested and expected to vest at end of period | 20.42 | ||
Exercisable at end of period | $ 18.37 | ||
Weighted Average Remaining Contractual Life | |||
Weighted average remaining contractual life, awards outstanding | 6 years 7 months 6 days | ||
Weighted average remaining contractual life, awards vested and expected to vest | 6 years 7 months 6 days | ||
Weighted average remaining contractual life, awards exercisable | 4 years 3 months 18 days | ||
Aggregate Intrinsic Value | |||
Aggregate intrinsic value, awards exercised | $ 10 | ||
Aggregate intrinsic value, awards outstanding | 4,846 | ||
Aggregate intrinsic value, awards vested and expected to vest | 4,846 | ||
Aggregate intrinsic value, awards exercisable | $ 2,335 | ||
2014 Plan | Stock Options | |||
Stock Options | |||
Granted | 264,535 | ||
CEO | 2014 Plan | |||
Assumptions used | |||
Stock price (in dollars per share) | $ 28.63 | ||
Exercise price (in dollars per share) | $ 28.63 | $ 28.63 | |
Expected option term | 7 years | ||
Expected volatility factor | 35.30% | ||
Risk-free interest rate | 2.30% | ||
Expected annual dividend yield | 0.00% | ||
Stock Options | |||
Granted | 227,273 | ||
Members of management | 2014 Plan | |||
Assumptions used | |||
Expected option term | 6 years 3 months 18 days | ||
Expected volatility factor | 57.00% | ||
Expected volatility factor, minimum | 35.30% | ||
Expected volatility factor, maximum | 35.60% | ||
Risk-free interest rate | 0.40% | 2.30% | |
Expected annual dividend yield | 0.00% | 0.00% | |
Members of management | 2014 Plan | Stock Options | |||
Assumptions used | |||
Exercise price (in dollars per share) | $ 28.63 | ||
Stock Options | |||
Granted | 264,535 | 116,952 | |
Members of management | Minimum | 2014 Plan | |||
Assumptions used | |||
Expected option term | 6 years 3 months 18 days | ||
Members of management | Minimum | 2014 Plan | Stock Options | |||
Assumptions used | |||
Exercise price (in dollars per share) | $ 20.94 | ||
Members of management | Maximum | 2014 Plan | |||
Assumptions used | |||
Expected option term | 7 years | ||
Members of management | Maximum | 2014 Plan | Stock Options | |||
Assumptions used | |||
Exercise price (in dollars per share) | $ 24.08 |
Stock-Based Compensation - Non-
Stock-Based Compensation - Non-vested Options (Details) | 3 Months Ended |
Jun. 27, 2020$ / sharesshares | |
Shares | |
Vested | (75,000) |
Stock Options | |
Shares | |
Granted | 264,535 |
Stock Options | 2014 Plan | |
Shares | |
Nonvested at beginning of period | 931,257 |
Granted | 264,535 |
Vested | (232,928) |
Nonvested shares forfeited | (7,494) |
Nonvested at end of period | 955,370 |
Weighted-Average Grant Date Fair Value | |
Nonvested at beginning of period | $ / shares | $ 6.90 |
Granted | $ / shares | 10.77 |
Vested | $ / shares | 5.76 |
Nonvested shares forfeited | $ / shares | 7.39 |
Nonvested at end of period | $ / shares | $ 8.26 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 3 Months Ended |
Jun. 27, 2020 | |
Leases | |
Lessee, Operating Lease, Existence of Option to Extend [true false] | true |
Operating lease renewal term | 5 years |
Minimum | |
Leases | |
Operating lease term | 5 years |
Maximum | |
Leases | |
Operating lease term | 10 years |
Leases - ROU assets and liabili
Leases - ROU assets and liabilities (Details) - USD ($) $ in Thousands | Jun. 27, 2020 | Mar. 28, 2020 |
ROU assets and liabilities | ||
Finance lease assets | $ 10,217 | $ 10,444 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Total lease assets | Total lease assets |
Operating lease assets | $ 154,481 | $ 159,799 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Total lease assets | Total lease assets |
Total lease assets | $ 164,698 | $ 170,243 |
Current finance lease liabilities | $ 1,029 | $ 1,019 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Total short-term lease liabilities | Total short-term lease liabilities |
Current operating lease liabilities | $ 33,926 | $ 33,760 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Total short-term lease liabilities | Total short-term lease liabilities |
Total short-term lease liabilities | $ 34,955 | $ 34,779 |
Finance Lease, Liability, Noncurrent | $ 12,795 | $ 12,954 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Total long-term lease liabilities | Total long-term lease liabilities |
Operating Lease, Liability, Noncurrent | $ 142,848 | $ 147,981 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Total long-term lease liabilities | Total long-term lease liabilities |
Total long-term lease liabilities | $ 155,643 | $ 160,935 |
Total lease liabilities | $ 190,598 | $ 195,714 |
Leases - Lease cost (Details)
Leases - Lease cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | |
Lease cost | ||
Total finance lease cost | $ 416 | $ 367 |
Total lease cost | 12,024 | 11,458 |
Cost of goods sold | ||
Lease cost | ||
Amortization of right-of-use assets | 229 | 179 |
Operating lease cost | 10,652 | 9,528 |
Sublease income | (156) | |
Cost of goods sold | Previously Reported | ||
Lease cost | ||
Operating lease cost | 9,094 | |
Selling, general and administrative expenses | ||
Lease cost | ||
Operating lease cost | 234 | 433 |
Short-term lease cost | 459 | 566 |
Variable lease cost | 419 | 564 |
Selling, general and administrative expenses | Previously Reported | ||
Lease cost | ||
Operating lease cost | 867 | |
Interest expense | ||
Lease cost | ||
Interest on lease liabilities | $ 187 | $ 188 |
Leases - Future lease payments
Leases - Future lease payments (Details) $ in Thousands | Jun. 27, 2020USD ($) |
Operating Leases | |
2021 | $ 33,469 |
2022 | 39,768 |
2023 | 34,589 |
2024 | 28,294 |
2025 | 22,854 |
Thereafter | 39,618 |
Total | 198,592 |
Less: Imputed interest | (21,818) |
Present value of net lease payments | 176,774 |
Finance Leases | |
2021 | 1,010 |
2022 | 1,353 |
2023 | 1,294 |
2024 | 1,264 |
2025 | 1,220 |
Thereafter | 14,044 |
Total | 20,185 |
Less: Imputed interest | (6,361) |
Present value of net lease payments | $ 13,824 |
Leases - Supplemental lease inf
Leases - Supplemental lease information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | |
Supplemental Lease Information | ||
Operating cash flows from operating leases | $ 10,920 | $ 10,026 |
Operating cash flows from finance leases | 1 | 188 |
Financing cash flows from finance leases | 619 | 146 |
Cash paid for amounts included in the measurement of lease liabilities | 11,540 | 10,360 |
Lease liabilities arising from new right-of-use assets-Operating leases | $ 2,536 | $ 5,594 |
Weighted average remaining lease term (in years)-Operating leases | 6 years 3 months 18 days | 8 years |
Weighted average remaining lease term (in years)-Finance leases | 21 years 4 months 24 days | 11 years 6 months |
Weighted average discount rate-Operating leases | 6.30% | 6.40% |
Weighted average discount rate-Finance leases | 12.10% | 10.30% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 27, 2020 | Jun. 29, 2019 | Mar. 28, 2020 | |
Income Taxes | |||
Effective tax rate | 37.10% | 20.10% | |
Change in tax rate income tax provision returns | $ 100 | ||
Accrued interest and penalties | $ 0 | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | |
Floor & Decor Holdings, Inc | ||
Related Party Transactions | ||
Capital expenditures related to specialty retail vendor | $ 0.1 | $ 0.1 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Jun. 27, 2020 | Jun. 29, 2019 | |
Earnings Per Share | ||
Net (loss)/income | $ (490) | $ 9,721 |
Weighted average basic shares outstanding | 28,826,000 | 28,380,000 |
Dilutive effect of options and restricted stock | 645,000 | |
Weighted average diluted shares outstanding | 28,826,000 | 29,025,000 |
Basic (loss)/earnings per share | $ (0.02) | $ 0.34 |
Diluted (loss)/earnings per share | $ (0.02) | $ 0.33 |
Shares that were not included in the computation of weighted average diluted common shares amounts | 1,477,634 | 730,581 |