Cover Page
Cover Page - shares | 6 Months Ended | |
Aug. 01, 2021 | Aug. 25, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Period End Date | Aug. 1, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-38936 | |
Entity Registrant Name | CHEWY, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 90-1020167 | |
Entity Address, Address Line One | 1855 Griffin Road, Suite B-428 | |
Entity Address, City or Town | Dania Beach | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33004 | |
City Area Code | 786 | |
Local Phone Number | 320-7111 | |
Title of 12(b) Security | Class A Common Stock, par value $0.01 per share | |
Trading Symbol | CHWY | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Fiscal Period Focus | Q2 | |
Fiscal Year Focus | 2021 | |
Entity Central Index Key | 0001766502 | |
Current Fiscal Year End Date | --01-30 | |
Common Class A | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 106,574,936 | |
Common Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 311,188,356 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Aug. 01, 2021 | Jan. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 724,997 | $ 563,345 |
Accounts receivable | 113,433 | 100,699 |
Inventories | 505,978 | 513,304 |
Prepaid expenses and other current assets | 48,126 | 49,430 |
Total current assets | 1,392,534 | 1,226,778 |
Property and equipment, net | 277,413 | 210,017 |
Operating lease right-of-use assets | 338,334 | 297,213 |
Other non-current assets | 10,081 | 6,902 |
Total assets | 2,018,362 | 1,740,910 |
Current liabilities: | ||
Trade accounts payable | 829,021 | 778,365 |
Accrued expenses and other current liabilities | 709,927 | 602,497 |
Total current liabilities | 1,538,948 | 1,380,862 |
Operating lease liabilities | 372,400 | 328,231 |
Other long-term liabilities | 31,961 | 33,821 |
Total liabilities | 1,943,309 | 1,742,914 |
Commitments and contingencies (Note 4) | ||
Stockholders’ equity (deficit): | ||
Preferred stock, $0.01 par value per share, 5,000,000 shares authorized, no shares issued and outstanding as of August 1, 2021 and January 31, 2021 | 0 | 0 |
Additional paid-in capital | 1,985,800 | 1,930,804 |
Accumulated deficit | (1,914,925) | (1,936,958) |
Total stockholders’ equity (deficit) | 75,053 | (2,004) |
Total liabilities and stockholders’ equity (deficit) | 2,018,362 | 1,740,910 |
Common Class A | ||
Stockholders’ equity (deficit): | ||
Common stock, value | 1,066 | 977 |
Common Class B | ||
Stockholders’ equity (deficit): | ||
Common stock, value | $ 3,112 | $ 3,173 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Aug. 01, 2021 | Jan. 31, 2021 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 1,500,000,000 | 1,500,000,000 |
Common stock, issued (in shares) | 106,574,936 | 97,708,518 |
Common stock, outstanding (in shares) | 106,574,936 | 97,708,518 |
Common Class B | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 395,000,000 | 395,000,000 |
Common stock, issued (in shares) | 311,188,356 | 317,338,356 |
Common stock, outstanding (in shares) | 311,188,356 | 317,338,356 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2021 | Aug. 02, 2020 | Aug. 01, 2021 | Aug. 02, 2020 | |
Income Statement [Abstract] | ||||
Net sales | $ 2,155,036 | $ 1,699,859 | $ 4,290,214 | $ 3,321,252 |
Cost of goods sold | 1,561,582 | 1,266,503 | 3,106,984 | 2,509,187 |
Gross profit | 593,454 | 433,356 | 1,183,230 | 812,065 |
Operating expenses: | ||||
Selling, general and administrative | 437,672 | 343,181 | 843,892 | 663,238 |
Advertising and marketing | 171,968 | 122,446 | 316,403 | 228,584 |
Total operating expenses | 609,640 | 465,627 | 1,160,295 | 891,822 |
(Loss) income from operations | (16,186) | (32,271) | 22,935 | (79,757) |
Interest expense, net | (500) | (546) | (902) | (930) |
(Loss) income before income tax provision | (16,686) | (32,817) | 22,033 | (80,687) |
Income tax provision | 0 | 0 | 0 | 0 |
Net (loss) income | $ (16,686) | $ (32,817) | $ 22,033 | $ (80,687) |
Net (loss) income per share attributable to common Class A and Class B stockholders, basic (in dollars per share) | $ (0.04) | $ (0.08) | $ 0.05 | $ (0.20) |
Net (loss) income per share attributable to common Class A and Class B stockholders, diluted (in dollars per share) | $ (0.04) | $ (0.08) | $ 0.05 | $ (0.20) |
Weighted average common shares used in computing net (loss) income per share attributable to common Class A and Class B stockholders, basic (in shares) | 416,665 | 404,377 | 415,957 | 402,891 |
Weighted average common shares used in computing net (loss) income per share attributable to common Class A and Class B stockholders, diluted (in shares) | 416,665 | 404,377 | 427,458 | 402,891 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) shares in Thousands, $ in Thousands | Total | Class A and Class B Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Balance at beginning of period (in shares) at Feb. 02, 2020 | 401,368 | |||
Balance at beginning of period at Feb. 02, 2020 | $ (403,974) | $ 4,014 | $ 1,436,484 | $ (1,844,472) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Share-based compensation expense | 75,380 | 75,380 | ||
Vesting of share-based compensation awards (in shares) | 5,011 | |||
Vesting of share-based compensation awards | 0 | $ 50 | (50) | |
Distribution to parent (in shares) | 187 | |||
Distribution to parent | 0 | $ 2 | (2) | |
Contribution from PetSmart | 650 | 650 | ||
Tax sharing agreement with related parties | 31,019 | 31,019 | ||
Net income (loss) | (80,687) | (80,687) | ||
Balance at end of period (in shares) at Aug. 02, 2020 | 406,566 | |||
Balance at end of period at Aug. 02, 2020 | (377,612) | $ 4,066 | 1,543,481 | (1,925,159) |
Balance at beginning of period (in shares) at May. 03, 2020 | 401,461 | |||
Balance at beginning of period at May. 03, 2020 | (396,535) | $ 4,015 | 1,491,792 | (1,892,342) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Share-based compensation expense | 33,151 | 33,151 | ||
Vesting of share-based compensation awards (in shares) | 4,918 | |||
Vesting of share-based compensation awards | 0 | $ 49 | (49) | |
Distribution to parent (in shares) | 187 | |||
Distribution to parent | 0 | $ 2 | (2) | |
Contribution from PetSmart | 325 | 325 | ||
Tax sharing agreement with related parties | 18,264 | 18,264 | ||
Net income (loss) | (32,817) | (32,817) | ||
Balance at end of period (in shares) at Aug. 02, 2020 | 406,566 | |||
Balance at end of period at Aug. 02, 2020 | (377,612) | $ 4,066 | 1,543,481 | (1,925,159) |
Balance at beginning of period (in shares) at Jan. 31, 2021 | 415,046 | |||
Balance at beginning of period at Jan. 31, 2021 | (2,004) | $ 4,150 | 1,930,804 | (1,936,958) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Share-based compensation expense | 44,884 | 44,884 | ||
Vesting of share-based compensation awards (in shares) | 2,623 | |||
Vesting of share-based compensation awards | 0 | $ 27 | (27) | |
Distribution to parent (in shares) | 93 | |||
Distribution to parent | 0 | $ 1 | (1) | |
Tax sharing agreement with related parties | 10,140 | 10,140 | ||
Net income (loss) | 22,033 | 22,033 | ||
Balance at end of period (in shares) at Aug. 01, 2021 | 417,762 | |||
Balance at end of period at Aug. 01, 2021 | 75,053 | $ 4,178 | 1,985,800 | (1,914,925) |
Balance at beginning of period (in shares) at May. 02, 2021 | 415,395 | |||
Balance at beginning of period at May. 02, 2021 | 69,022 | $ 4,154 | 1,963,107 | (1,898,239) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Share-based compensation expense | 21,778 | 21,778 | ||
Vesting of share-based compensation awards (in shares) | 2,274 | |||
Vesting of share-based compensation awards | 0 | $ 23 | (23) | |
Distribution to parent (in shares) | 93 | |||
Distribution to parent | 0 | $ 1 | (1) | |
Tax sharing agreement with related parties | 939 | 939 | ||
Net income (loss) | (16,686) | (16,686) | ||
Balance at end of period (in shares) at Aug. 01, 2021 | 417,762 | |||
Balance at end of period at Aug. 01, 2021 | $ 75,053 | $ 4,178 | $ 1,985,800 | $ (1,914,925) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Aug. 01, 2021 | Aug. 02, 2020 | |
Cash flows from operating activities | ||
Net income (loss) | $ 22,033 | $ (80,687) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 24,117 | 15,336 |
Share-based compensation expense | 44,884 | 75,380 |
Non-cash lease expense | 16,399 | 11,082 |
Other | 179 | 216 |
Net change in operating assets and liabilities: | ||
Accounts receivable | (12,734) | (13,298) |
Inventories | 7,326 | (135,232) |
Prepaid expenses and other current assets | (31,695) | (2,010) |
Other non-current assets | (3,324) | (99) |
Trade accounts payable | 50,656 | 19,554 |
Accrued expenses and other current liabilities | 78,233 | 92,650 |
Operating lease liabilities | (10,562) | (7,196) |
Other long-term liabilities | (2,061) | 16,159 |
Net cash provided by (used in) operating activities | 183,451 | (8,145) |
Cash flows from investing activities | ||
Capital expenditures | (63,714) | (69,723) |
Cash advances provided to PetSmart, net of reimbursements | 0 | (3,918) |
Net cash used in investing activities | (63,714) | (73,641) |
Cash flows from financing activities | ||
Proceeds from tax sharing agreement with related parties | 42,405 | 23,213 |
Contribution from PetSmart | 0 | 650 |
Principal repayments of finance lease obligations | (490) | (323) |
Net cash provided by financing activities | 41,915 | 23,540 |
Net increase (decrease) in cash and cash equivalents | 161,652 | (58,246) |
Cash and cash equivalents, as of beginning of period | 563,345 | 212,088 |
Cash and cash equivalents, as of end of period | $ 724,997 | $ 153,842 |
Description of Business
Description of Business | 6 Months Ended |
Aug. 01, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Chewy, Inc. and its wholly-owned subsidiaries (collectively “Chewy” or the “Company”) is a pure play e-commerce business geared toward pet products for dogs, cats, fish, birds, small pets, horses, and reptiles. Chewy serves its customers through its retail website, www.chewy.com, and its mobile applications and focuses on delivering exceptional customer service, competitive prices, outstanding convenience (including Chewy’s Autoship subscription program, fast shipping, and hassle-free returns), and a large selection of high-quality pet food, treats and supplies, and pet healthcare products. During the fiscal year ended January 31, 2021, the Company was controlled by PetSmart LLC (“PetSmart”). PetSmart is wholly-owned by a consortium including private investment funds advised by BC Partners, La Caisse de dépôt et placement du Québec, affiliates of GIC Special Investments Pte Ltd, affiliates of StepStone Group LP and funds advised by Longview Asset Management, LLC (collectively, the “Sponsors”), and controlled by affiliates of BC Partners. On February 12, 2021, PetSmart completed a refinancing transaction and in connection with such transaction all shares of the Company’s common stock held by PetSmart and its subsidiaries were distributed to affiliates of BC Partners. Subsequent to the distribution, PetSmart no longer directly or indirectly owns any shares of the Company’s common stock. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 6 Months Ended |
Aug. 01, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements and related notes include the accounts of Chewy, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The unaudited condensed consolidated financial statements and notes thereto of Chewy, Inc. have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting and, therefore, omit or condense certain footnotes and other information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) accounting standards codification. In the opinion of management, all adjustments necessary for a fair statement of the financial information, which are of a normal and recurring nature, have been made for the interim periods reported. Results of operations for the quarterly period ended August 1, 2021 are not necessarily indicative of the results for the entire fiscal year. The unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q for the quarterly period ended August 1, 2021 (“10-Q Report”) should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2021 (“10-K Report”). Fiscal Year The Company has a 52- or 53-week fiscal year ending each year on the Sunday that is closest to January 31 of that year. The Company’s 2021 fiscal year ends on January 30, 2022 and is a 52-week year. The Company’s 2020 fiscal year ended January 31, 2021 and was a 52-week year. Reclassification As the Company is no longer a subsidiary of PetSmart, balances due from and due to PetSmart have been included on a net basis within prepaid expenses and other current assets on the condensed consolidated balance sheets; corresponding amounts for prior periods have been reclassified to conform to the current period’s presentation. Significant Accounting Policies Other than policies noted herein or within Recent Accounting Pronouncements below, there have been no significant changes from the significant accounting policies disclosed in Note 2 of the “Notes to Consolidated Financial Statements” included in the 10-K Report. Use of Estimates GAAP requires management to make certain estimates, judgments, and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates these estimates and judgments. Actual results could differ from those estimates. Key estimates relate primarily to determining the net realizable value and demand for inventory, useful lives associated with property and equipment, valuation allowances with respect to deferred tax assets, contingencies, self-insurance accruals, evaluation of sales tax positions, and the valuation and assumptions underlying share-based compensation. On an ongoing basis, management evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. Accrued Expenses and Other Current Liabilities The following table presents the components of accrued expenses and other current liabilities (in thousands): As of August 1, 2021 January 31, 2021 Outbound fulfillment $ 336,359 $ 310,700 Advertising and marketing 123,848 85,835 Payroll liabilities 64,118 72,467 Accrued expenses and other 185,602 133,495 Total accrued expenses and other current liabilities $ 709,927 $ 602,497 Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. In December 2019, the FASB issued this Accounting Standards Update (“ASU”) to simplify the accounting for income taxes by eliminating certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. This ASU also clarifies and simplifies other aspects of the accounting for income taxes. This update became effective at the beginning of the Company’s 2021 fiscal year. The adoption of this ASU did not have a material impact on the Company’s condensed consolidated financial statements and disclosures. |
Property and Equipment, net
Property and Equipment, net | 6 Months Ended |
Aug. 01, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Property and Equipment, net The following is a summary of property and equipment, net (in thousands): As of August 1, 2021 January 31, 2021 Furniture, fixtures and equipment $ 109,541 $ 91,496 Computer equipment 47,867 43,347 Internal-use software 79,000 56,977 Leasehold improvements 96,573 80,641 Construction in progress 72,724 41,914 405,705 314,375 Less: accumulated depreciation and amortization 128,292 104,358 Property and equipment, net $ 277,413 $ 210,017 Internal-use software includes labor and license costs associated with software development for internal use. As of August 1, 2021 and January 31, 2021, the Company had accumulated amortization related to internal-use software of $28.6 million and $22.5 million, respectively. Construction in progress is stated at cost, which includes the cost of construction and other directly attributable costs. No provision for depreciation is made on construction in progress until the relevant assets are completed and put into use. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Aug. 01, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Matters Various legal claims arise from time to time in the normal course of business. In assessing loss contingencies related to legal proceedings that are pending against the Company, or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. The Company believes that it has adequately accrued for the potential impact of loss contingencies that are probable and reasonably estimable. The Company does not believe that the ultimate resolution of any matters to which it is presently a party will have a material adverse effect on the Company’s results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material adverse effect on the Company’s financial condition, results of operations or cash flows. International Business Machines Corporation (“IBM”) previously alleged that the Company is infringing four of its patents. On February 15, 2021, the Company filed a declaration judgment action in the United States District Court for the Southern District of New York against IBM seeking the court’s declaration that the Company is not infringing the four asserted IBM patents. On April 19, 2021, IBM filed an answer with counterclaims, alleging that the Company is infringing the four patents by operation of the Chewy.com website and mobile application, and seeking unspecified damages, including a request that the amount of compensatory damages be trebled, injunctive relief and costs and reasonable attorneys’ fees. The Company filed a motion to dismiss IBM’s claims against three of the asserted patents on May 14, 2021. In response, IBM filed an amended complaint on May 24, 2021 that included an additional assertion that the Company is infringing a fifth IBM patent. On June 14, 2021, the Company filed a motion to dismiss IBM’s claims with respect to four of the asserted patents, which was denied on August 4, 2021. The Company continues to deny the allegations of any infringement and intends to vigorously defend itself in this matter. The possible loss or range of loss associated with this matter is not estimable. |
Debt
Debt | 6 Months Ended |
Aug. 01, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt ABL Credit Facility The Company has a five-year senior secured asset-backed credit facility (the “ABL Credit Facility”) which was scheduled to mature in June 2024 and provided for non-amortizing revolving loans in an aggregate principal amount of up to $300 million, subject to a borrowing base comprised of, among other things, inventory and sales receivables (subject to certain reserves). The ABL Credit Facility provided the right to request incremental commitments and add incremental asset-based revolving loan facilities in an aggregate principal amount of up to $100 million, subject to customary conditions. The Company was required to pay a commitment fee of between 0.25% and 0.375% with respect to the undrawn portion of the commitments, which was generally based on average daily usage of the facility. Based on the Company’s borrowing base as of August 1, 2021, which is reduced by standby letters of credit, the Company had $264.0 million of borrowing capacity under the ABL Credit Facility. As of August 1, 2021, the Company had no outstanding borrowings under the ABL Credit Facility. |
Leases
Leases | 6 Months Ended |
Aug. 01, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company leases all of its fulfillment and customer service centers and corporate offices under non-cancelable operating lease agreements. The terms of the Company’s real estate leases generally range from 5 to 15 years and typically allow for the leases to be renewed for up to three additional five-year terms. Fulfillment and customer service centers and corporate office leases expire at various dates through 2034, excluding renewal options. The Company also leases certain equipment under operating and finance leases. The terms of equipment leases generally range from 3 to 5 years and do not contain renewal options. These leases expire at various dates through 2025. The Company’s finance leases as of August 1, 2021 and January 31, 2021 were not material and were included in property and equipment on the Company's condensed consolidated balance sheets. The table below presents the operating lease-related assets and liabilities recorded on the condensed consolidated balance sheets (in thousands): As of Leases Balance Sheet Classification August 1, 2021 January 31, 2021 Assets Operating Operating lease right-of-use assets $ 338,334 $ 297,213 Total operating lease assets $ 338,334 $ 297,213 Liabilities Current Operating Accrued expenses and other current liabilities $ 21,956 $ 19,142 Non-current Operating Operating lease liabilities 372,400 328,231 Total operating lease liabilities $ 394,356 $ 347,373 For the twenty-six weeks ended August 1, 2021 and August 2, 2020, assets acquired in exchange for new operating lease liabilities were $50.1 million and $67.6 million, respectively. Lease expense primarily related to operating lease costs. Lease expense for the thirteen weeks ended August 1, 2021 and August 2, 2020 was $19.6 million and $14.9 million, respectively. Lease expense for the twenty-six weeks ended August 1, 2021 and August 2, 2020 was $38.6 million and $28.3 million, respectively. The aforementioned lease expense was included within selling, general and administrative expenses in the condensed consolidated statements of operations. Cash flows used in operating activities related to operating leases were approximately $32.0 million and $21.7 million for the twenty-six weeks ended August 1, 2021 and August 2, 2020, respectively. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 6 Months Ended |
Aug. 01, 2021 | |
Equity [Abstract] | |
Stockholders' Equity (Deficit) | Stockholders’ Equity (Deficit) Common Stock 2020 Equity Offering On September 21, 2020, the Company issued and sold 5,100,000 shares of Class A common stock in an underwritten public offering at a price of $54.40 per share to Morgan Stanley & Co. LLC, who acted as sole underwriter in the offering. The Company had granted the underwriter an option to purchase up to an additional 765,000 shares of Class A common stock at a price of $54.40 per share (“Option Shares”), which was exercised on September 30, 2020. The Company raised $318.4 million in net proceeds through the equity offering (including proceeds from the sale of the Option Shares) after deducting offering costs of approximately $0.6 million. Conversion of Class B Common Stock On May 8, 2020, Buddy Chester Sub LLC, a wholly-owned subsidiary of Argos Intermediate Holdco I Inc. (“Argos Holdco”), which is controlled by affiliates of BC Partners, converted 17,584,098 shares of the Company’s Class B common stock into Class A common stock. On May 11, 2020, Buddy Chester Sub LLC entered into a variable forward purchase agreement to deliver up to 17,584,098 shares of the Company’s Class A common stock at the exchange date, which is expected to be May 16, 2023. The number of shares to be delivered will be determined based on, among other things, the trading price of the Company’s Class A common stock at that time. On April 12, 2021, Argos Holdco converted 6,150,000 shares of the Company’s Class B common stock into Class A common stock and sold such Class A common stock. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Aug. 01, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation 2019 Omnibus Incentive Plan In June 2019, the Company’s board of directors adopted and approved the 2019 Omnibus Incentive Plan (the “2019 Plan”). The 2019 Plan became effective on June 13, 2019 and allows for the issuance of up to 31,864,865 shares of Class A common stock. No awards may be granted under the 2019 Plan after June 2029. The 2019 Plan provides for the grant of stock options, including incentive stock options, non-qualified stock options, restricted stock, dividend equivalents, stock payments, restricted stock units, performance shares, other incentive awards, stock appreciation rights, and cash awards (collectively “awards”). The awards may be granted to the Company’s employees, consultants, and directors, and the employees and consultants of the Company’s affiliates and subsidiaries. Service and Performance-Based Awards The Company grants restricted stock units that vest upon satisfaction of both service-based vesting conditions and company performance or market-based vesting conditions (“PRSUs”), subject to the employee’s continued employment with the Company through the applicable vesting date. The Company records share-based compensation expense for PRSUs over the requisite service period and accounts for forfeitures as they occur. Service-Based Awards The Company grants restricted stock units with service-based vesting conditions (“RSUs”) which vest subject to the employee’s continued employment with the Company through the applicable vesting date. The Company records share-based compensation expense for RSUs on a straight-line basis over the requisite service period and accounts for forfeitures as they occur. Service and Performance-Based Awards Activity The following table summarizes the activity related to the Company’s PRSUs for the twenty-six weeks ended August 1, 2021 (in thousands, except for weighted average grant date fair value): Number of PRSUs Weighted Average Grant Date Fair Value Outstanding as of January 31, 2021 13,011 $ 35.95 Granted 32 $ 80.85 Vested (2,578) $ 35.93 Forfeited (731) $ 35.01 Unvested and outstanding as of August 1, 2021 9,734 $ 36.17 The total fair value of PRSUs that vested during the twenty-six weeks ended August 1, 2021 was $198.0 million. As of August 1, 2021, total unrecognized compensation expense related to unvested PRSUs was $50.1 million and is expected to be recognized over a weighted-average expected performance period of 1.4 years. During the twenty-six weeks ended August 1, 2021 and August 2, 2020, vesting occurred for 93,309 and 186,617 PRSUs, respectively, previously granted to an employee of PetSmart. For accounting purposes, the issuance of Class A common stock upon vesting of these PRSUs is treated as a distribution to a parent entity because both the Company and PetSmart are controlled by affiliates of BC Partners. The fair value of the PRSUs with market-based vesting conditions was determined on the date of grant using a Monte Carlo model to simulate total stockholder return for the Company and peer companies with the following assumptions: Performance period 5 years Weighted-average risk-free interest rate 1.8% Weighted-average volatility 49.7% Weighted-average dividend yield —% The risk-free interest rate utilized is based on a 5-year term-matched zero-coupon U.S. Treasury security yield at the time of grant. Expected volatility is based on historical volatility of the stock of the Company’s peer firms. The fair value for PRSUs with a Company performance-based vesting condition is established based on the market price of the Company’s Class A common stock on the date of grant. Service-Based Awards Activity The following table summarizes the activity related to the Company’s RSUs for the twenty-six weeks ended August 1, 2021 (in thousands, except for weighted average grant date fair value): Number of RSUs Weighted Average Grant Date Fair Value Outstanding as of January 31, 2021 713 $ 48.58 Granted 1,854 $ 80.16 Vested (142) $ 41.99 Forfeited (228) $ 68.24 Unvested and outstanding as of August 1, 2021 2,197 $ 73.69 The total fair value of RSUs that vested during the twenty-six weeks ended August 1, 2021 was $12.9 million. As of August 1, 2021, total unrecognized compensation expense related to unvested RSUs was $141.6 million and is expected to be recognized over a weighted-average expected performance period of 3.2 years. The fair value for RSUs is established based on the market price of the Company’s Class A common stock on the date of grant. As of August 1, 2021, there were 6.6 million additional shares of Class A common stock reserved for future issuance under the 2019 Plan. Share-Based Compensation Expense Share-based compensation expense is included within selling, general and administrative expenses in the condensed consolidated statements of operations. The Company recognized share-based compensation expense as follows (in thousands): 13 Weeks Ended 26 Weeks Ended August 1, August 2, August 1, August 2, PRSUs $ 10,037 $ 32,138 $ 24,149 $ 74,148 RSUs 11,741 1,013 20,735 1,232 Total share-based compensation expense $ 21,778 $ 33,151 $ 44,884 $ 75,380 |
Income Taxes
Income Taxes | 6 Months Ended |
Aug. 01, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Chewy is subject to taxation in the U.S. and various state and local jurisdictions. The Company’s losses and tax attributes were previously included in PetSmart’s consolidated tax return activity at the U.S. federal level and any applicable state and local level. Income taxes as presented in the Company’s condensed consolidated financial statements have been prepared based on the separate return method. As of January 31, 2021, Chewy was no longer a member of PetSmart’s affiliated group for U.S. federal income tax purposes. For presentation purposes, during the fiscal year ended January 31, 2021, the Company reduced the deferred tax attributes previously utilized by PetSmart, along with the associated valuation allowances, from the financial statements in order to properly reflect the deferred tax attributes available to the Company; this had no net impact on the Company’s income tax expense. The Company did not have a current or deferred provision for income taxes for any taxing jurisdiction during the thirteen and twenty-six weeks ended August 1, 2021, and August 2, 2020. Additionally, the Company maintained a full valuation allowance on its net deferred tax assets. Concurrent with its initial public offering during the fiscal year ended February 2, 2020, the Company, PetSmart, and Argos Intermediate Holdco I Inc. (“Argos Holdco”) entered into a tax sharing agreement which governs the respective rights, responsibilities, and obligations of the Company, PetSmart, and Argos Holdco with respect to tax matters, including taxes attributable to PetSmart, entitlement to refunds, allocation of tax attributes, preparation of tax returns, certain tax elections, control of tax contests and other tax matters regarding U.S. federal, state, and local income taxes. During the twenty-six weeks ended August 1, 2021 and August 2, 2020, the Company collected $42.4 million and $23.2 million, respectively, pursuant to the tax sharing agreement. Though the tax sharing agreement was effectively terminated with PetSmart upon tax deconsolidation for federal income taxes, future settlements will occur upon the filing of final tax returns. Additionally, the Company will continue to receive payments from Argos Holdco upon the filing of certain combined state tax returns for the fiscal year ended January 31, 2021 and thereafter. As of August 1, 2021, the Company did not have an outstanding position related to the tax sharing agreement. As of January 31, 2021, the Company had a receivable related to the tax sharing agreement of $30.5 million, which has been collected during the twenty-six weeks ended August 1, 2021. |
Net Income (Loss) per Share
Net Income (Loss) per Share | 6 Months Ended |
Aug. 01, 2021 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) per Share | Net (Loss) Income per Share Basic and diluted net (loss) income per share attributable to common stockholders is presented using the two class method required for participating securities. Under the two class method, net (loss) income attributable to common stockholders is determined by allocating undistributed earnings between common stock and participating securities. Undistributed earnings for the periods presented are calculated as net (loss) income less distributed earnings. Undistributed earnings are allocated proportionally to common Class A and Class B stockholders as both classes are entitled to share equally, on a per share basis, in dividends and other distributions. Basic and diluted net (loss) income per share is calculated by dividing net (loss) income attributable to common stockholders by the weighted-average shares outstanding during the period. For the twenty-six weeks ended August 1, 2021, the Company’s calculations of basic and diluted net income per share attributable to common Class A and Class B stockholders include the dilutive effect of stock-based awards in the diluted net income per share calculation. The computation of diluted net income per share attributable to common stockholders does not include 2.9 million potential common shares for the twenty-six weeks ended August 1, 2021. For the thirteen weeks ended August 1, 2021 and thirteen and twenty-six weeks ended August 2, 2020, the Company’s calculations of basic and diluted net loss per share attributable to common Class A and Class B stockholders are the same because the Company generated a net loss to common stockholders and common stock equivalents are excluded from diluted net loss per share as they have an antidilutive impact. The computation of diluted net loss per share attributable to common stockholders does not include 11.9 million and 16.6 million potential common shares for the thirteen weeks ended August 1, 2021 and thirteen and twenty-six weeks ended August 2, 2020, respectively. as the effect of their inclusion would have been antidilutive. The following table sets forth basic and diluted net (loss) income per share attributable to common stockholders for the periods presented (in thousands, except per share data): 13 Weeks Ended 26 Weeks Ended August 1, August 2, August 1, August 2, Basic and diluted net (loss) income per share Numerator Net (loss) income attributable to common stockholders $ (16,686) $ (32,817) $22,033 $ (80,687) Denominator Weighted average common shares used in computing net (loss) income per share attributable to Class A and Class B stockholders, basic 416,665 404,377 415,957 402,891 Weighted-average effect of dilutive stock-based awards — — 11,501 — Weighted average common shares used in computing net (loss) income per share attributable to Class A and Class B stockholders, diluted 416,665 404,377 427,458 402,891 Net (loss) income per common share Net (loss) income per share attributable to common Class A and Class B stockholders, basic $ (0.04) $ (0.08) $ 0.05 $ (0.20) Net (loss) income per share attributable to common Class A and Class B stockholders, diluted $ (0.04) $ (0.08) $ 0.05 $ (0.20) |
Certain Relationships and Relat
Certain Relationships and Related Party Transactions | 6 Months Ended |
Aug. 01, 2021 | |
Related Party Transactions [Abstract] | |
Certain Relationships and Related Party Transactions | Certain Relationships and Related Party Transactions The Company’s condensed consolidated financial statements include management fee expenses of $0.3 million and $0.7 million allocated to the Company by PetSmart for organizational oversight and certain limited corporate functions provided by its sponsors for the thirteen and twenty-six weeks ended August 2, 2020. Allocated costs are included within selling, general and administrative expenses in the condensed consolidated statements of operations. Since launch on July 2, 2018, certain of the Company’s pharmacy operations have been and continue to be conducted through a wholly-owned subsidiary of PetSmart. The Company has entered into a services agreement with PetSmart that provides for the payment of a management fee due from PetSmart with respect to this arrangement. The Company recognized $9.1 million and $19.7 million during the thirteen and twenty-six weeks ended August 1, 2021 within net sales in the condensed consolidated statements of operations for the services provided compared to $9.9 million and $21.6 million during the thirteen and twenty-six weeks ended August 2, 2020. As of August 1, 2021 and January 31, 2021, the Company had a net receivable from PetSmart of $7.5 million and $21.9 million, respectively, which was included in prepaid expenses and other current assets on the Company's condensed consolidated balance sheets. PetSmart Guarantees PetSmart previously provided a guarantee of payment with respect to certain equipment and other leases that the Company entered into and served as a guarantor in respect of the Company’s obligations under a credit insurance policy in favor of certain of the Company’s suppliers. As of August 1, 2021, all such guarantees had been released, with the exception of guarantees pertaining to two of the Company’s lease agreements. |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 6 Months Ended |
Aug. 01, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements and related notes include the accounts of Chewy, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The unaudited condensed consolidated financial statements and notes thereto of Chewy, Inc. have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting and, therefore, omit or condense certain footnotes and other information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) accounting standards codification. In the opinion of management, all adjustments necessary for a fair statement of the financial information, which are of a normal and recurring nature, have been made for the interim periods reported. Results of operations for the quarterly period ended August 1, 2021 are not necessarily indicative of the results for the entire fiscal year. The unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q for the quarterly period ended August 1, 2021 (“10-Q Report”) should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2021 (“10-K Report”). |
Fiscal Year | Fiscal Year The Company has a 52- or 53-week fiscal year ending each year on the Sunday that is closest to January 31 of that year. The Company’s 2021 fiscal year ends on January 30, 2022 and is a 52-week year. The Company’s 2020 fiscal year ended January 31, 2021 and was a 52-week year. |
Reclassification | Reclassification As the Company is no longer a subsidiary of PetSmart, balances due from and due to PetSmart have been included on a net basis within prepaid expenses and other current assets on the condensed consolidated balance sheets; corresponding amounts for prior periods have been reclassified to conform to the current period’s presentation. |
Use of Estimates | Use of Estimates GAAP requires management to make certain estimates, judgments, and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates these estimates and judgments. Actual results could differ from those estimates. Key estimates relate primarily to determining the net realizable value and demand for inventory, useful lives associated with property and equipment, valuation allowances with respect to deferred tax assets, contingencies, self-insurance accruals, evaluation of sales tax positions, and the valuation and assumptions underlying share-based compensation. On an ongoing basis, management evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. In December 2019, the FASB issued this Accounting Standards Update (“ASU”) to simplify the accounting for income taxes by eliminating certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. This ASU also clarifies and simplifies other aspects of the accounting for income taxes. This update became effective at the beginning of the Company’s 2021 fiscal year. The adoption of this ASU did not have a material impact on the Company’s condensed consolidated financial statements and disclosures. |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies (Tables) | 6 Months Ended |
Aug. 01, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Accrued Liabilities | The following table presents the components of accrued expenses and other current liabilities (in thousands): As of August 1, 2021 January 31, 2021 Outbound fulfillment $ 336,359 $ 310,700 Advertising and marketing 123,848 85,835 Payroll liabilities 64,118 72,467 Accrued expenses and other 185,602 133,495 Total accrued expenses and other current liabilities $ 709,927 $ 602,497 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 6 Months Ended |
Aug. 01, 2021 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, net | The following is a summary of property and equipment, net (in thousands): As of August 1, 2021 January 31, 2021 Furniture, fixtures and equipment $ 109,541 $ 91,496 Computer equipment 47,867 43,347 Internal-use software 79,000 56,977 Leasehold improvements 96,573 80,641 Construction in progress 72,724 41,914 405,705 314,375 Less: accumulated depreciation and amortization 128,292 104,358 Property and equipment, net $ 277,413 $ 210,017 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Aug. 01, 2021 | |
Leases [Abstract] | |
Assets and Liabilities, Lessee | The table below presents the operating lease-related assets and liabilities recorded on the condensed consolidated balance sheets (in thousands): As of Leases Balance Sheet Classification August 1, 2021 January 31, 2021 Assets Operating Operating lease right-of-use assets $ 338,334 $ 297,213 Total operating lease assets $ 338,334 $ 297,213 Liabilities Current Operating Accrued expenses and other current liabilities $ 21,956 $ 19,142 Non-current Operating Operating lease liabilities 372,400 328,231 Total operating lease liabilities $ 394,356 $ 347,373 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Aug. 01, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Nonvested Restricted Stock Units Activity | The following table summarizes the activity related to the Company’s PRSUs for the twenty-six weeks ended August 1, 2021 (in thousands, except for weighted average grant date fair value): Number of PRSUs Weighted Average Grant Date Fair Value Outstanding as of January 31, 2021 13,011 $ 35.95 Granted 32 $ 80.85 Vested (2,578) $ 35.93 Forfeited (731) $ 35.01 Unvested and outstanding as of August 1, 2021 9,734 $ 36.17 The following table summarizes the activity related to the Company’s RSUs for the twenty-six weeks ended August 1, 2021 (in thousands, except for weighted average grant date fair value): Number of RSUs Weighted Average Grant Date Fair Value Outstanding as of January 31, 2021 713 $ 48.58 Granted 1,854 $ 80.16 Vested (142) $ 41.99 Forfeited (228) $ 68.24 Unvested and outstanding as of August 1, 2021 2,197 $ 73.69 |
Schedule of Fair Value Assumptions | The fair value of the PRSUs with market-based vesting conditions was determined on the date of grant using a Monte Carlo model to simulate total stockholder return for the Company and peer companies with the following assumptions: Performance period 5 years Weighted-average risk-free interest rate 1.8% Weighted-average volatility 49.7% Weighted-average dividend yield —% |
Share-based Compensation Expense | The Company recognized share-based compensation expense as follows (in thousands): 13 Weeks Ended 26 Weeks Ended August 1, August 2, August 1, August 2, PRSUs $ 10,037 $ 32,138 $ 24,149 $ 74,148 RSUs 11,741 1,013 20,735 1,232 Total share-based compensation expense $ 21,778 $ 33,151 $ 44,884 $ 75,380 |
Net Income (Loss) per Share (Ta
Net Income (Loss) per Share (Tables) | 6 Months Ended |
Aug. 01, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net (Loss) Income Per Share | The following table sets forth basic and diluted net (loss) income per share attributable to common stockholders for the periods presented (in thousands, except per share data): 13 Weeks Ended 26 Weeks Ended August 1, August 2, August 1, August 2, Basic and diluted net (loss) income per share Numerator Net (loss) income attributable to common stockholders $ (16,686) $ (32,817) $22,033 $ (80,687) Denominator Weighted average common shares used in computing net (loss) income per share attributable to Class A and Class B stockholders, basic 416,665 404,377 415,957 402,891 Weighted-average effect of dilutive stock-based awards — — 11,501 — Weighted average common shares used in computing net (loss) income per share attributable to Class A and Class B stockholders, diluted 416,665 404,377 427,458 402,891 Net (loss) income per common share Net (loss) income per share attributable to common Class A and Class B stockholders, basic $ (0.04) $ (0.08) $ 0.05 $ (0.20) Net (loss) income per share attributable to common Class A and Class B stockholders, diluted $ (0.04) $ (0.08) $ 0.05 $ (0.20) |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies (Details) - USD ($) $ in Thousands | Aug. 01, 2021 | Jan. 31, 2021 |
Accounting Policies [Abstract] | ||
Outbound fulfillment | $ 336,359 | $ 310,700 |
Advertising and marketing | 123,848 | 85,835 |
Payroll liabilities | 64,118 | 72,467 |
Accrued expenses and other | 185,602 | 133,495 |
Total accrued expenses and other current liabilities | $ 709,927 | $ 602,497 |
Property and Equipment, net - S
Property and Equipment, net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Aug. 01, 2021 | Jan. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 405,705 | $ 314,375 |
Less: accumulated depreciation and amortization | 128,292 | 104,358 |
Property and equipment, net | 277,413 | 210,017 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 109,541 | 91,496 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 47,867 | 43,347 |
Internal-use software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 79,000 | 56,977 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 96,573 | 80,641 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 72,724 | $ 41,914 |
Property and Equipment, net - N
Property and Equipment, net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Aug. 01, 2021 | Aug. 02, 2020 | Aug. 01, 2021 | Aug. 02, 2020 | Jan. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||||
Depreciation expense | $ 9.4 | $ 6.6 | $ 18 | $ 12.7 | |
Internal-use software | |||||
Property, Plant and Equipment [Line Items] | |||||
Accumulated amortization | 28.6 | 28.6 | $ 22.5 | ||
Amortization expense | $ 3.3 | $ 1.4 | $ 6.1 | $ 2.6 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - patent | Jun. 14, 2021 | May 14, 2021 | Feb. 14, 2021 |
Loss Contingencies [Line Items] | |||
Number of patents allegedly infringed, motion to dismiss | 4 | 3 | |
Pending litigation | |||
Loss Contingencies [Line Items] | |||
Number of patents allegedly infringed | 4 |
Debt (Details)
Debt (Details) - Line of Credit - Revolving Credit Facility - USD ($) | Aug. 27, 2021 | Aug. 01, 2021 |
Line of Credit Facility [Line Items] | ||
Debt instrument, term | 5 years | |
Aggregate principal balance | $ 300,000,000 | |
Additional aggregate principal increase limit (up to) | 100,000,000 | |
Current borrowing capacity | 264,000,000 | |
Outstanding borrowings | $ 0 | |
Subsequent Event | ||
Line of Credit Facility [Line Items] | ||
Aggregate principal balance | $ 500,000,000 | |
Additional aggregate principal increase limit (up to) | $ 300,000,000 | |
Commitment fee, percentage | 0.25% | |
Minimum | ||
Line of Credit Facility [Line Items] | ||
Commitment fee, percentage | 0.25% | |
Maximum | ||
Line of Credit Facility [Line Items] | ||
Commitment fee, percentage | 0.375% |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2021USD ($)renewalOption | Aug. 02, 2020USD ($) | Aug. 01, 2021USD ($)renewalOption | Aug. 02, 2020USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Assets acquired in exchange for new operating lease liabilities | $ 50.1 | $ 67.6 | ||
Lease expense | $ 19.6 | $ 14.9 | 38.6 | 28.3 |
Operating lease payments | $ 32 | $ 21.7 | ||
Real Estate | ||||
Lessee, Lease, Description [Line Items] | ||||
Number of renewal options | renewalOption | 3 | 3 | ||
Renewal term | 5 years | 5 years | ||
Real Estate | Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease term | 5 years | 5 years | ||
Real Estate | Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease term | 15 years | 15 years | ||
Equipment | Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease term | 3 years | 3 years | ||
Equipment | Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease term | 5 years | 5 years |
Leases - Schedule of Lease Asse
Leases - Schedule of Lease Assets and Liabilities (Details) - USD ($) $ in Thousands | Aug. 01, 2021 | Jan. 31, 2021 |
Assets | ||
Operating | $ 338,334 | $ 297,213 |
Current | ||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities |
Operating | $ 21,956 | $ 19,142 |
Non-current | ||
Operating | 372,400 | 328,231 |
Total operating lease liabilities | $ 394,356 | $ 347,373 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 12, 2021 | Sep. 30, 2020 | Sep. 21, 2020 | May 11, 2020 | May 08, 2020 |
Class of Stock [Line Items] | |||||
Underwriting discounts and commissions | $ 0.6 | ||||
Equity offering | |||||
Class of Stock [Line Items] | |||||
Sale of stock (in dollars per share) | $ 54.40 | ||||
Sale of stock | $ 318.4 | ||||
Over-allotment option | |||||
Class of Stock [Line Items] | |||||
Sale of stock (in dollars per share) | $ 54.40 | ||||
Class A common stock | Buddy Chester Sub LLC | |||||
Class of Stock [Line Items] | |||||
Conversion of stock (in shares) | 17,584,098 | ||||
Forward purchase agreement (in shares) | 17,584,098 | ||||
Class A common stock | Argos Holdco | |||||
Class of Stock [Line Items] | |||||
Conversion of stock (in shares) | 6,150,000 | ||||
Class A common stock | Equity offering | |||||
Class of Stock [Line Items] | |||||
Sale of stock (in shares) | 5,100,000 | ||||
Class A common stock | Over-allotment option | |||||
Class of Stock [Line Items] | |||||
Sale of stock (in shares) | 765,000 | ||||
Class B common stock | Buddy Chester Sub LLC | |||||
Class of Stock [Line Items] | |||||
Conversion of stock (in shares) | (17,584,098) | ||||
Class B common stock | Argos Holdco | |||||
Class of Stock [Line Items] | |||||
Conversion of stock (in shares) | (6,150,000) |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Aug. 01, 2021 | Aug. 02, 2020 | Jun. 13, 2019 | |
PRSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of vested awards | $ 198 | ||
Cost not yet recognized | $ 50.1 | ||
Weighted average performance period | 1 year 4 months 24 days | ||
Vested in period (in shares) | 2,578,000 | ||
PRSUs | Share-based Payment Arrangement, Employee | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vested in period (in shares) | 93,309 | 186,617 | |
RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of vested awards | $ 12.9 | ||
Cost not yet recognized | $ 141.6 | ||
Weighted average performance period | 3 years 2 months 12 days | ||
Vested in period (in shares) | 142,000 | ||
Common Class A | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved for future issuance (in shares) | 6,600,000 | ||
2019 Omnibus Incentive Plan | Common Class A | Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares allowed for issuance (in shares) | 31,864,865 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Restricted Stock Unit Activity (Details) shares in Thousands | 6 Months Ended |
Aug. 01, 2021$ / sharesshares | |
PRSUs | |
Number of Shares | |
Balance at beginning of period (in shares) | shares | 13,011 |
Granted (in shares) | shares | 32 |
Vested (in shares) | shares | (2,578) |
Forfeited (in shares) | shares | (731) |
Balance at end of period (in shares) | shares | 9,734 |
Weighted Average Grant Date Fair Value | |
Balance at beginning of period (in dollars per share) | $ / shares | $ 35.95 |
Granted (in dollars per share) | $ / shares | 80.85 |
Vested (in dollars per share) | $ / shares | 35.93 |
Forfeited (in dollars per share) | $ / shares | 35.01 |
Balance at end of period (in dollars per share) | $ / shares | $ 36.17 |
RSUs | |
Number of Shares | |
Balance at beginning of period (in shares) | shares | 713 |
Granted (in shares) | shares | 1,854 |
Vested (in shares) | shares | (142) |
Forfeited (in shares) | shares | (228) |
Balance at end of period (in shares) | shares | 2,197 |
Weighted Average Grant Date Fair Value | |
Balance at beginning of period (in dollars per share) | $ / shares | $ 48.58 |
Granted (in dollars per share) | $ / shares | 80.16 |
Vested (in dollars per share) | $ / shares | 41.99 |
Forfeited (in dollars per share) | $ / shares | 68.24 |
Balance at end of period (in dollars per share) | $ / shares | $ 73.69 |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of Fair Value Assumptions (Details) - PRSUs | 6 Months Ended |
Aug. 01, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance period | 5 years |
Weighted-average risk-free interest rate | 1.80% |
Weighted-average volatility | 49.70% |
Weighted-average dividend yield | 0.00% |
Share-Based Compensation - Sc_3
Share-Based Compensation - Schedule of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2021 | Aug. 02, 2020 | Aug. 01, 2021 | Aug. 02, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 21,778 | $ 33,151 | $ 44,884 | $ 75,380 |
PRSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | 10,037 | 32,138 | 24,149 | 74,148 |
RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 11,741 | $ 1,013 | $ 20,735 | $ 1,232 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Aug. 01, 2021 | Aug. 02, 2020 | Aug. 01, 2021 | Aug. 02, 2020 | Jan. 31, 2021 | |
Related Party Transaction [Line Items] | |||||
Current income tax provision | $ 0 | $ 0 | $ 0 | $ 0 | |
Deferred income tax provision | 0 | $ 0 | 0 | 0 | |
Proceeds from tax sharing agreement with related parties | 42,405,000 | $ 23,213,000 | |||
Receivable from related parties | $ 7,500,000 | 7,500,000 | $ 21,900,000 | ||
Tax Sharing Agreement | |||||
Related Party Transaction [Line Items] | |||||
Receivable from related parties | $ 30,500,000 | ||||
Collection of receivable from related parties | $ 30,500,000 |
Net Income (Loss) per Share - N
Net Income (Loss) per Share - Narrative (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2021 | Aug. 02, 2020 | Aug. 01, 2021 | Aug. 02, 2020 | |
Earnings Per Share [Abstract] | ||||
Securities excluded from computation of diluted loss per share (in shares) | 11.9 | 16.6 | 2.9 | 16.6 |
Net Income (Loss) per Share - S
Net Income (Loss) per Share - Schedule of Basic and Diluted Net (Loss) Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2021 | Aug. 02, 2020 | Aug. 01, 2021 | Aug. 02, 2020 | |
Numerator | ||||
Net (loss) income attributable to common stockholders | $ (16,686) | $ (32,817) | $ 22,033 | $ (80,687) |
Denominator | ||||
Weighted average common shares used in computing net (loss) income per share attributable to common Class A and Class B stockholders, basic (in shares) | 416,665 | 404,377 | 415,957 | 402,891 |
Weighted-average effect of dilutive stock-based awards (in shares) | 0 | 0 | 11,501 | 0 |
Weighted average common shares used in computing net (loss) income per share attributable to common Class A and Class B stockholders, diluted (in shares) | 416,665 | 404,377 | 427,458 | 402,891 |
Net (loss) income per common share | ||||
Net (loss) income per share attributable to common Class A and Class B stockholders, basic (in dollars per share) | $ (0.04) | $ (0.08) | $ 0.05 | $ (0.20) |
Net (loss) income per share attributable to common Class A and Class B stockholders, diluted (in dollars per share) | $ (0.04) | $ (0.08) | $ 0.05 | $ (0.20) |
Certain Relationships and Rel_2
Certain Relationships and Related Party Transactions (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Aug. 01, 2021USD ($)guarantee | Aug. 02, 2020USD ($) | Aug. 01, 2021USD ($)guarantee | Aug. 02, 2020USD ($) | Jan. 31, 2021USD ($) | |
Related Party Transaction [Line Items] | |||||
Receivable from PetSmart | $ 7.5 | $ 7.5 | $ 21.9 | ||
PetSmart | |||||
Related Party Transaction [Line Items] | |||||
Number of guarantees held | guarantee | 2 | 2 | |||
Affiliated entity | |||||
Related Party Transaction [Line Items] | |||||
Net sales from management fee | $ 9.1 | $ 9.9 | $ 19.7 | $ 21.6 | |
Affiliated entity | Management Fee | |||||
Related Party Transaction [Line Items] | |||||
Related party expense | $ 0.3 | $ 0.7 |