Cover
Cover - shares | 6 Months Ended | |
Jul. 31, 2021 | Sep. 07, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jul. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-40571 | |
Entity Registrant Name | TORRID HOLDINGS INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 84-3517567 | |
Entity Address, Address Line One | 18501 East San Jose Avenue | |
Entity Address, City or Town | City of Industry | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91748 | |
City Area Code | (626) | |
Local Phone Number | 667-1002 | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Trading Symbol | CURV | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 110,080,448 | |
Entity Central Index Key | 0001792781 | |
Current Fiscal Year End Date | --01-29 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 50,503 | $ 122,953 |
Restricted cash | 262 | 262 |
Inventory | 110,330 | 105,843 |
Prepaid expenses and other current assets | 14,334 | 12,668 |
Prepaid income taxes | 24,731 | 417 |
Income taxes receivable | 87,061 | 0 |
Total current assets | 287,221 | 242,143 |
Property and equipment, net | 131,797 | 143,256 |
Operating lease right-of-use assets | 224,249 | 244,711 |
Deposits and other noncurrent assets | 6,237 | 3,560 |
Deferred tax assets | 4,600 | 6,139 |
Intangible asset | 8,400 | 8,400 |
Total assets | 662,504 | 648,209 |
Current liabilities: | ||
Accounts payable | 66,381 | 70,853 |
Accrued and other current liabilities | 119,415 | 110,361 |
Operating lease liabilities | 48,297 | 50,998 |
Current portion of term loan | 11,769 | 11,506 |
Due to related parties | 10,775 | 8,060 |
Income taxes payable | 0 | 9,336 |
Total current liabilities | 256,637 | 261,114 |
Noncurrent operating lease liabilities | 222,899 | 246,458 |
Term loan | 328,913 | 193,406 |
Deferred compensation | 7,521 | 6,531 |
Lease incentives and other noncurrent liabilities | 4,127 | 3,873 |
Total liabilities | 820,097 | 711,382 |
Commitments and contingencies (Note 15) | ||
Stockholders' deficit | ||
Common shares: $0.01 par value; 1,000,000,000 shares authorized; 110,000,000 shares issued and outstanding at January 30, 2021; 110,056,473 shares issued and outstanding at July 31, 2021 | 1,101 | 1,100 |
Additional paid-in capital | 113,898 | 10,326 |
Accumulated deficit | (272,774) | (74,591) |
Accumulated other comprehensive (loss) income | 182 | (8) |
Total stockholders' deficit | (157,593) | (63,173) |
Total liabilities and stockholders' deficit | $ 662,504 | $ 648,209 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Jul. 31, 2021 | Jan. 30, 2021 |
Statement of Financial Position [Abstract] | ||
Common shares, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common shares, authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common shares, issued (in shares) | 110,056,473 | 110,000,000 |
Common shares, outstanding (in shares) | 110,056,473 | 110,000,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | |
Income Statement [Abstract] | ||||
Net sales | $ 332,870 | $ 249,226 | $ 658,617 | $ 405,703 |
Cost of goods sold | 183,150 | 169,245 | 363,965 | 284,780 |
Gross profit | 149,720 | 79,981 | 294,652 | 120,923 |
Selling, general and administrative expenses | 179,041 | 50,493 | 288,954 | 57,351 |
Marketing expenses | 10,728 | 9,819 | 20,253 | 23,855 |
Income (loss) from operations | (40,049) | 19,669 | (14,555) | 39,717 |
Interest expense | 12,662 | 5,885 | 17,286 | 11,979 |
Interest income, net of other (income) expense | 49 | (50) | (60) | 83 |
Income (loss) before benefit from income taxes | (52,760) | 13,834 | (31,781) | 27,655 |
Benefit from income taxes | (91,547) | (2,943) | (83,493) | (1,391) |
Net income | 38,787 | 16,777 | 51,712 | 29,046 |
Comprehensive income: | ||||
Net income | 38,787 | 16,777 | 51,712 | 29,046 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | (21) | 189 | 190 | (183) |
Total other comprehensive income (loss) | (21) | 189 | 190 | (183) |
Comprehensive income | $ 38,766 | $ 16,966 | $ 51,902 | $ 28,863 |
Net earnings per share: | ||||
Basic (in USD per share) | $ 0.35 | $ 0.15 | $ 0.47 | $ 0.26 |
Diluted (in USD per share) | $ 0.35 | $ 0.15 | $ 0.47 | $ 0.26 |
Weighted average number of shares: | ||||
Basic (in shares) | 110,016 | 110,000 | 110,008 | 110,000 |
Diluted (in shares) | 110,016 | 110,000 | 110,008 | 110,000 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDER’S DEFICIT (UNAUDITED) - USD ($) $ in Thousands | Total | Common Shares | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income |
Beginning balance (in shares) at Feb. 01, 2020 | 110,000,000 | ||||
Beginning balance at Feb. 01, 2020 | $ (95,498) | $ 1,100 | $ 2,535 | $ (99,123) | $ (10) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 12,269 | 12,269 | |||
Capital distribution to Torrid Holding LLC for incentive units | (38,515) | (2,535) | (35,980) | ||
Other comprehensive income (loss) | (372) | (372) | |||
Ending balance (in shares) at May. 02, 2020 | 110,000,000 | ||||
Ending balance at May. 02, 2020 | (122,116) | $ 1,100 | 0 | (122,834) | (382) |
Beginning balance (in shares) at Feb. 01, 2020 | 110,000,000 | ||||
Beginning balance at Feb. 01, 2020 | (95,498) | $ 1,100 | 2,535 | (99,123) | (10) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 29,046 | ||||
Other comprehensive income (loss) | (183) | ||||
Ending balance (in shares) at Aug. 01, 2020 | 110,000,000 | ||||
Ending balance at Aug. 01, 2020 | (99,340) | $ 1,100 | 5,810 | (106,057) | (193) |
Beginning balance (in shares) at May. 02, 2020 | 110,000,000 | ||||
Beginning balance at May. 02, 2020 | (122,116) | $ 1,100 | 0 | (122,834) | (382) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 16,777 | 16,777 | |||
Capital contribution from Torrid Holding LLC for incentive units | 5,810 | 5,810 | |||
Other comprehensive income (loss) | 189 | 189 | |||
Ending balance (in shares) at Aug. 01, 2020 | 110,000,000 | ||||
Ending balance at Aug. 01, 2020 | $ (99,340) | $ 1,100 | 5,810 | (106,057) | (193) |
Beginning balance (in shares) at Jan. 30, 2021 | 110,000,000 | 110,000,000 | |||
Beginning balance at Jan. 30, 2021 | $ (63,173) | $ 1,100 | 10,326 | (74,591) | (8) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 12,925 | 12,925 | |||
Capital contribution from Torrid Holding LLC for incentive units | 39,779 | 39,779 | |||
Other comprehensive income (loss) | 211 | 211 | |||
Ending balance (in shares) at May. 01, 2021 | 110,000,000 | ||||
Ending balance at May. 01, 2021 | $ (10,258) | $ 1,100 | 50,105 | (61,666) | 203 |
Beginning balance (in shares) at Jan. 30, 2021 | 110,000,000 | 110,000,000 | |||
Beginning balance at Jan. 30, 2021 | $ (63,173) | $ 1,100 | 10,326 | (74,591) | (8) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 51,712 | ||||
Other comprehensive income (loss) | $ 190 | ||||
Ending balance (in shares) at Jul. 31, 2021 | 110,056,473 | 110,056,000 | |||
Ending balance at Jul. 31, 2021 | $ (157,593) | $ 1,101 | 113,898 | (272,774) | 182 |
Beginning balance (in shares) at May. 01, 2021 | 110,000,000 | ||||
Beginning balance at May. 01, 2021 | (10,258) | $ 1,100 | 50,105 | (61,666) | 203 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 38,787 | 38,787 | |||
Capital distribution to Torrid Holding LLC for incentive units | (300,000) | (50,105) | (249,895) | ||
Capital contribution from Torrid Holding LLC for incentive units | 111,387 | 111,387 | |||
Issuance of common shares and withholding tax payments related to vesting of restricted stock units (in shares) | 56,000 | ||||
Issuance of common shares and withholding tax payments related to vesting of restricted stock units | (1,110) | $ 1 | (1,111) | ||
Share-based compensation | 3,622 | 3,622 | |||
Other comprehensive income (loss) | $ (21) | (21) | |||
Ending balance (in shares) at Jul. 31, 2021 | 110,056,473 | 110,056,000 | |||
Ending balance at Jul. 31, 2021 | $ (157,593) | $ 1,101 | $ 113,898 | $ (272,774) | $ 182 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2021 | Aug. 01, 2020 | |
OPERATING ACTIVITIES | ||
Net income | $ 51,712 | $ 29,046 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Write down of inventory | 401 | 4,689 |
Operating right-of-use assets amortization | 20,550 | 19,994 |
Depreciation and other amortization | 17,928 | 17,416 |
Write off of unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | 5,231 | 0 |
Share-based compensation | 154,788 | (32,705) |
Deferred taxes | 1,539 | 489 |
Other | 514 | (451) |
Changes in operating assets and liabilities: | ||
Inventory | (4,631) | (13,107) |
Prepaid expenses and other current assets | (1,596) | 2,158 |
Prepaid income taxes | (24,314) | 2,850 |
Income taxes receivable | (87,061) | (4,102) |
Deposits and other noncurrent assets | (2,114) | (224) |
Accounts payable | (4,802) | 34,461 |
Accrued and other current liabilities | 9,054 | 2,238 |
Operating lease liabilities | (25,344) | (848) |
Lease incentives and other noncurrent liabilities | 254 | (360) |
Deferred compensation | 990 | 760 |
Due to related parties | 2,715 | 554 |
Income taxes payable | (9,336) | (1,418) |
Net cash provided by operating activities | 106,478 | 61,440 |
INVESTING ACTIVITIES | ||
Purchases of property and equipment | (5,891) | (8,166) |
Net cash used in investing activities | (5,891) | (8,166) |
FINANCING ACTIVITIES | ||
Capital distribution to Torrid Holding LLC | (300,000) | 0 |
Proceeds from revolving credit facility | 0 | 50,000 |
Payments on revolving credit facility | 0 | (50,000) |
Deferred financing costs for revolving credit facility | (688) | 0 |
Principal payments on and repayment of Amended Term Loan Credit Agreement and related costs | (212,775) | (3,900) |
Proceeds from New Term Loan Credit Agreement, net of original issue discount and deferred financing costs | 340,509 | 0 |
Net cash used in financing activities | (172,954) | (3,900) |
Effect of foreign currency exchange rate changes on cash, cash equivalents and restricted cash | (83) | (53) |
Increase (decrease) in cash, cash equivalents and restricted cash | (72,450) | 49,321 |
Cash, cash equivalents and restricted cash at beginning of period | 123,215 | 28,999 |
Cash, cash equivalents and restricted cash at end of period | 50,765 | 78,320 |
SUPPLEMENTAL INFORMATION | ||
Cash paid during the period for interest related to the credit facility and term loans | 11,648 | 11,733 |
Cash paid during the period for income taxes | 35,164 | 1,074 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Property and equipment purchases included in accounts payable and accrued liabilities | $ 946 | $ 2,421 |
Basis of Presentation and Descr
Basis of Presentation and Description of the Business | 6 Months Ended |
Jul. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Description of the Business | Basis of Presentation and Description of the Business Corporate Structure Torrid Holdings Inc. is a Delaware corporation formed on October 29, 2019 and capitalized on February 20, 2020. Sycamore Partners Management, L.P. (“Sycamore”) owns a majority of the voting power of Torrid Holdings Inc.’s outstanding common stock. Prior to the IPO (as defined below), Torrid Holdings Inc. was a wholly owned subsidiary of Torrid Holding LLC, which is majority-owned by investment funds managed by Sycamore. Torrid Parent Inc. is a Delaware corporation formed on June 4, 2019 and is a wholly owned subsidiary of Torrid Holdings Inc. Throughout these financial statements, the terms “Torrid,” “we,” “us,” “our,” the “Company” and similar references refer to Torrid Holdings Inc. and its consolidated subsidiaries. Reorganization On July 1, 2021, Torrid Holding LLC, our then parent, completed a reorganization pursuant to which (i) Torrid Holding LLC contributed, assigned, transferred and delivered its issued and outstanding equity interest in Torrid Parent Inc. to Torrid, and (ii) Torrid assumed the obligations of Torrid Holding LLC under the related party promissory notes due to Torrid Parent Inc. (together, the “Reorganization”). The Reorganization was accounted for as a combination of entities under common control in accordance with subsections of Accounting Standards Codification (“ASC”) 805-50, Business Combinations (“ASC 805-50”). Consequently, the equity interests of Torrid Parent Inc. contributed by Torrid Holding LLC to Torrid were recorded at historical carrying amounts and our financial position, results of operations and cash flows prior to the Reorganization have been adjusted to reflect the retrospective combination of the entities for all periods presented as if the combination had been in effect since the inception of common control. Stock Split On June 22, 2021, Torrid's stockholder approved an amendment to Torrid's certificate of incorporation to (i) effect a 110,000-for-1 stock split of all shares of the issued and outstanding common stock, which was effected on June 22, 2021 and (ii) authorize 5.0 million shares of preferred stock. All share and per-share data in the financial statements and notes to the financial statements has been retroactively adjusted to reflect the stock split for all periods presented. The par value of the common stock was not adjusted as a result of the stock split. Initial Public Offering Our registration statement on Form S-1 related to our initial public offering (“IPO”) was declared effective on June 30, 2021, and our common stock began trading on the New York Stock Exchange on July 1, 2021. On July 6, 2021, subsequent to the Reorganization, we completed the IPO and certain of our shareholders sold 12,650,000 shares of common stock at a public offering price of $21.00 per share, including 1,650,000 shares of common stock after full exercise of the underwriters' option, for net proceeds of $248.4 million, after deducting underwriting discounts of $17.3 million. The offering costs of approximately $6.0 million were borne by us. We did not receive any proceeds from the sale of our shares of common stock by the selling stockholders. Fiscal Year Our fiscal year ends on the Saturday nearest to January 31 and each fiscal year is generally comprised of four 13-week quarters (although in years with 53 weeks, the fourth quarter is comprised of 14 weeks). Fiscal years 2020 and 2021 are 52-week years. Fiscal years are identified according to the calendar year in which they begin. For example, references to “fiscal year 2021” or similar references refer to the fiscal year ending January 29, 2022. References to the second quarter of fiscal years 2020 and 2021 and to the three- and six-month periods ended August 1, 2020 and July 31, 2021, respectively, refer to the 13- and 26-week periods then ended. Basis of Presentation and Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial information. Accordingly, the interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for the interim periods presented have been included. Operating results for the six-month periods ended August 1, 2020 and July 31, 2021 are not necessarily indicative of the results that may be expected for any future interim periods, the fiscal year ending January 29, 2022, or for any future year. The condensed consolidated balance sheet information at January 30, 2021 has been derived from the audited consolidated financial statements at that date, but does not include all of the disclosures required by GAAP. The accompanying unaudited interim condensed consolidated financial statements and related footnotes should be read in conjunction with our audited consolidated financial statements and notes thereto for the year ended January 30, 2021, which can be found in our Registration Statement on Form S-1/A filed with the SEC on June 30, 2021. The unaudited interim condensed consolidated financial statements include Torrid and those of our wholly owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. Description of Business We are a direct-to-consumer brand of apparel, intimates and accessories targeting the 25- to 40-year-old woman who is curvy and wears sizes 10 to 30. We generate revenues primarily through our e-Commerce platform www.torrid.com and our stores in the United States of America, Puerto Rico and Canada. COVID-19 In March 2020, the World Health Organization declared the outbreak of COVID-19 a pandemic, which continues to spread throughout the United States and globally. The COVID-19 health crisis poses significant and widespread risks to our business as well as to the business environment and the markets in which we operate. In response to the public health crisis posed by COVID-19, individual states across the United States, including California where our headquarters are located, imposed a variety of regulatory restrictions including stay-at-home requirements. Consequently, we temporarily closed our headquarters and all retail store locations on March 17, 2020. In response to the impact of COVID-19, in March 2020, we implemented a number of precautionary measures to minimize cash outlays. These precautionary measures included managing workforce costs, delaying planned capital expenditures, including store openings, minimizing discretionary expenses and deferring lease payments while we negotiate concessions for certain of our retail locations. Please refer to “Note 8—Leases” for further discussion regarding these lease concessions. On May 15, 2020, we began to reopen our retail store locations in phases. Our decision to reopen retail store locations is affected by a number of factors including applicable regulatory restrictions. As of August 1, 2020, all of our retail store locations impacted by COVID-19 had reopened subject to local and state restrictions including limited hours and curbside order pick-up for certain locations. While our retail store locations were closed, we continued to serve customers virtually through our Torrid app and online at www.torrid.com. In addition to our planned closures and reopenings, we have had to unexpectedly close some of our physical locations for brief periods of time in response to COVID-19 exposures. We may face new closure requirements with respect to some or all of our physical locations for prolonged periods of time due to, among other factors, evolving federal, state and local restrictions and shelter-in-place orders. Even though we have reopened our physical locations, changes in consumer behavior and health concerns may continue to impact customer traffic at our retail locations and may make it more difficult for us to staff these locations. Our business operations, including net sales, were substantially affected by COVID-19 in the prior year and the extent of future impacts of COVID-19 on our business, including the duration and impact on overall customer demand, is uncertain as current circumstances are dynamic and depend on future developments, including, but not limited to, the duration and spread of COVID-19, the emergence of new variants of the coronavirus and the availability and acceptance of effective vaccines or medical treatments. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law, and has resulted in significant changes to the U.S. federal corporate tax law. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of Social Security taxes, technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property, and the creation of certain refundable employee retention credits. Additionally, several state and foreign jurisdictions have enacted additional legislation to comply with federal changes. On December 27, 2020, the Consolidated Appropriations Act (“CAA”) was enacted in further response to the COVID-19 pandemic. The CAA, among other things, revised certain tax measures enacted under the CARES Act, such as the deductibility of payroll tax credits, charitable contributions for corporate taxpayers, certain meals and entertainment expenses paid or incurred in calendar years 2020 and 2021, and employment retention credit claims. On March 11, 2021, the American Rescue Plan Act (“ARPA”) was signed into law with additional funding for COVID-19 pandemic relief. The ARPA includes the expansion of employment retention credit claims and other pandemic funding provisions. We have considered the applicable CARES Act, CAA and ARPA tax law changes in our tax provision for the period ended July 31, 2021 and continue to evaluate the impact of these tax law changes on future periods. Segment Reporting We have determined that we have one reportable segment, which includes the operation of our e-Commerce platform and stores. The single segment was identified based on how the Chief Operating Decision Maker, who we have determined to be our Chief Executive Officer, manages and evaluates performance and allocates resources. Revenues and long-lived assets related to our operations in Canada and Puerto Rico during the three- and six-month periods ended August 1, 2020 and July 31, 2021, and as of the end of the same periods, were not material, and therefore are not reported separately from domestic revenues and long-lived assets. Store Pre-Opening Costs |
Accounting Standards
Accounting Standards | 6 Months Ended |
Jul. 31, 2021 | |
Accounting Policies [Abstract] | |
Accounting Standards | Accounting Standards Recently Adopted Accounting Standards during the Six-Month Period Ended July 31, 2021 In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, Simplifying the Accounting for Income Taxes. The ASU is intended to enhance and simplify aspects of the income tax accounting guidance in ASC 740 as part of the FASB’s simplification initiative. This guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2020 with early adoption permitted. Our adoption of this guidance on January 31, 2021 did not have a material impact on our condensed consolidated financial position or results of operations. |
Inventory
Inventory | 6 Months Ended |
Jul. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventory | InventoryOur inventory is comprised solely of finished goods and is valued at the lower of moving average cost or net realizable value. We make certain assumptions regarding net realizable value in order to assess whether our inventory is recorded properly at the lower of cost or net realizable value. These assumptions are based on historical average selling price experience, current selling price information and estimated future selling price information. Physical inventory counts are conducted at least once during the year to determine actual inventory on hand and shrinkage. We accrue our estimated inventory shrinkage for the period between the last physical count and current balance sheet date. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jul. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): January 30, 2021 July 31, 2021 Prepaid and other information technology expenses 3,202 5,041 Prepaid advertising 1,241 1,477 Other 8,225 7,816 Prepaid expenses and other current assets $ 12,668 $ 14,334 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jul. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment are summarized as follows (in thousands): January 30, 2021 July 31, 2021 Property and equipment, at cost Leasehold improvements $ 161,817 $ 163,549 Furniture, fixtures and equipment 98,753 99,878 Software and licenses 15,121 15,297 Construction-in-progress 3,266 5,983 278,957 284,707 Less: Accumulated depreciation and amortization (135,701) (152,910) Property and equipment, net $ 143,256 $ 131,797 We recorded depreciation expense related to our property and equipment in the amounts of $8.3 million and $16.7 million during the three- and six-month periods ended August 1, 2020, respectively. We recorded depreciation expense related to our property and equipment in the amounts of $8.6 million and $17.1 million during the three- and six-month periods ended July 31, 2021, respectively. We group and evaluate long-lived assets for impairment at the individual store level, which is the lowest level at which individual cash flows can be identified. During the three- and six-month periods ended August 1, 2020 and July 31, 2021, we did not recognize any impairment charges. |
Implementation Costs Incurred i
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts | 6 Months Ended |
Jul. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts | Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts Our cloud computing arrangements that are service contracts primarily consist of arrangements with third party vendors for our internal use of their software applications that they host. We defer implementation costs incurred in relation to such arrangements, including costs for software application coding, configuration, integration and customization, while associated process reengineering, training, maintenance and data conversion costs are expensed. Subsequent implementation costs are deferred only to the extent that they constitute major enhancements. The short-term portion of deferred implementation costs are included in prepaid expenses and other current assets in the condensed consolidated balance sheets, while the long-term portion of deferred costs are included in deposits and other noncurrent assets. Amortized implementation costs incurred in cloud computing arrangements that are service contracts are recognized in selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. Deferred implementation costs incurred in cloud computing arrangements that are service contracts are summarized as follows (in thousands): January 30, 2021 July 31, 2021 Internal use of third party hosted software, gross $ 6,095 $ 9,178 Less: Accumulated amortization (2,245) (2,903) Internal use of third party hosted software, net $ 3,850 $ 6,275 |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 6 Months Ended |
Jul. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued and Other Current Liabilities | Accrued and Other Current Liabilities Accrued and other current liabilities consist of the following (in thousands): January 30, 2021 July 31, 2021 Accrued payroll and related expenses $ 25,638 $ 34,018 Accrued inventory-in-transit 21,749 21,020 Accrued loyalty program 12,344 13,669 Accrued sales return allowance 3,863 6,047 Gift cards 9,361 7,403 Deferred revenue 1,512 1,032 Accrued sales and use tax 5,615 5,768 Accrued freight 4,937 5,292 Term loan interest payable 3,311 2,856 Accrued marketing 4,696 4,709 Accrued self-insurance liabilities 2,868 3,059 Other 14,467 14,542 Accrued and other current liabilities $ 110,361 $ 119,415 |
Leases
Leases | 6 Months Ended |
Jul. 31, 2021 | |
Leases [Abstract] | |
Leases | Leases Our lease costs reflected in the tables below include minimum base rents, common area maintenance charges and heating, ventilation and air conditioning charges. We recognize such lease costs in the applicable expense category in either cost of goods sold, or selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. Our lease costs during the three- and six-month periods ended August 1, 2020 and July 31, 2021 consist of the following (in thousands): Three Months Ended Six Months Ended August 1, 2020 July 31, 2021 August 1, 2020 July 31, 2021 Operating (fixed) lease cost $ 11,186 $ 11,889 $ 25,653 $ 25,007 Short-term lease cost 40 20 72 30 Variable lease cost 4,492 5,535 8,850 10,296 Total lease cost $ 15,718 $ 17,444 $ 34,575 $ 35,333 In response to the COVID-19 pandemic, the FASB issued interpretive guidance in April 2020, which provides entities the option to elect to account for lease concessions as though the enforceable rights and obligations existed in the original lease terms. We elected this option; accordingly, we do not remeasure the lease liabilities or record a change to the right-of-use (“ROU”) assets for any concessions we receive for our retail store leases. Rather, deferred lease payments are recorded to operating lease liabilities until paid and lease concessions are recorded in the period they are negotiated or when the lower lease expense is paid. As of the end of fiscal year 2020 and as of the end of the second quarter of fiscal years 2020 and 2021, we recorded deferred fixed lease payments of, $5.8 million, $20.6 million and $2.2 million, respectively, in current operating lease liabilities in the condensed consolidated balance sheets. During the three- and six-month periods ended August 1, 2020, we recorded a reduction to lease costs of $3.0 million, as a result of negotiated lease concessions. During the three- and six-month periods ended July 31, 2021, we recorded reductions to lease costs of $0.7 million and $1.0 million, respectively, as a result of negotiated lease concessions. Other supplementary information related to our leases is reflected in the table below (in thousands except lease term and discount rate data): Six Months Ended August 1, 2020 July 31, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 11,995 $ 30,023 Right-of-use assets obtained in exchange for new operating lease liabilities $ 2,482 $ 3,501 Decrease in right-of-use assets resulting from operating lease modifications or remeasurements $ 6,456 $ 3,439 Weighted average remaining lease term - operating leases 7 years 6 years Weighted average discount rate - operating leases 6 % 6 % |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jul. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition We recognize revenue when our performance obligations under the terms of a contract or an implied arrangement with a customer are satisfied, which is when the merchandise is transferred to the customer and the customer obtains control of it. The amount of revenue we recognize reflects the total consideration we expect to receive for the merchandise, which is the transaction price. Our revenue, disaggregated by product category, consists of the following (in thousands): Three Months Ended Six Months Ended August 1, 2020 July 31, 2021 August 1, 2020 July 31, 2021 Apparel $ 232,123 $ 310,976 $ 375,683 $ 612,093 Non-apparel 17,103 21,894 30,020 46,524 Total net sales $ 249,226 $ 332,870 $ 405,703 $ 658,617 Amounts within Apparel include revenues earned from the sale of tops, bottoms, dresses, intimates, sleep wear, swim wear and outerwear. Amounts within Non-apparel include revenues earned from the sale of accessories, footwear and beauty. We recognize a contract liability when we receive consideration from a customer before our performance obligations under the terms of a contract or an implied arrangement with the customer are satisfied. During the six-month period ended August 1, 2020, we recognized revenue of approximately $6.5 million and $3.4 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2020. During the six-month period ended July 31, 2021, we recognized revenue of approximately $9.0 million and $4.0 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2021. |
Loyalty Program
Loyalty Program | 6 Months Ended |
Jul. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Loyalty Program | Revenue Recognition We recognize revenue when our performance obligations under the terms of a contract or an implied arrangement with a customer are satisfied, which is when the merchandise is transferred to the customer and the customer obtains control of it. The amount of revenue we recognize reflects the total consideration we expect to receive for the merchandise, which is the transaction price. Our revenue, disaggregated by product category, consists of the following (in thousands): Three Months Ended Six Months Ended August 1, 2020 July 31, 2021 August 1, 2020 July 31, 2021 Apparel $ 232,123 $ 310,976 $ 375,683 $ 612,093 Non-apparel 17,103 21,894 30,020 46,524 Total net sales $ 249,226 $ 332,870 $ 405,703 $ 658,617 Amounts within Apparel include revenues earned from the sale of tops, bottoms, dresses, intimates, sleep wear, swim wear and outerwear. Amounts within Non-apparel include revenues earned from the sale of accessories, footwear and beauty. We recognize a contract liability when we receive consideration from a customer before our performance obligations under the terms of a contract or an implied arrangement with the customer are satisfied. During the six-month period ended August 1, 2020, we recognized revenue of approximately $6.5 million and $3.4 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2020. During the six-month period ended July 31, 2021, we recognized revenue of approximately $9.0 million and $4.0 million related to our accrued loyalty program and gift cards, respectively, that existed at the beginning of fiscal year 2021. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jul. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Services Agreements with Hot Topic Hot Topic Inc. (“Hot Topic”) is an entity indirectly controlled by affiliates of Sycamore. From June 2, 2017 until its termination on March 21, 2019, we had a services agreement (“Third Party Services Agreement”) with Hot Topic, pursuant to which Hot Topic provided us (or caused applicable third parties to provide) certain services, including information technology, distribution and logistics management, real estate leasing and construction management and other services as may have been specified. On March 21, 2019, we entered into an amended and restated services agreement (“Amended and Restated Services Agreement”) with Hot Topic under which Hot Topic provides us (or causes applicable third parties to provide) substantially similar services to those provided under the Third Party Services Agreement. The term of the Amended and Restated Services Agreement is three years, unless we or Hot Topic extend the agreement, or we terminate the agreement (or certain services under the agreement). We may terminate the various services upon written notice. Rates and costs related to the services provided under the Amended and Restated Services Agreement may change with approval from both parties. Each month, we are committed to pay Hot Topic for these services and reimburse Hot Topic for certain costs it incurs in the course of providing these services. We record payments made to Hot Topic under these service agreements in the applicable expense category in either cost of goods sold, or selling, general and administrative expenses. On August 1, 2019, in connection with the IT Asset Purchase Agreement (as defined below), we entered into a services agreement (“Reverse Services Agreement”) with Hot Topic, under which Torrid provides Hot Topic with certain information technology services. The term of the Reverse Services Agreement is three years, unless we or Hot Topic extend the agreement, or Hot Topic terminates the agreement. Torrid provides Hot Topic with the specified information technology services at no cost for the first three years of the Reverse Services Agreement, however Hot Topic bears certain capital and operating expenses that it incurs. Costs incurred in connection with providing the specified information technology services to Hot Topic are expensed as incurred in our condensed consolidated statements of operations and comprehensive income. During the three- and six-month periods ended August 1, 2020, we incurred costs of $0.7 million and $1.4 million, respectively, in connection with providing these information technology services to Hot Topic. During the three- and six-month periods ended July 31, 2021, we incurred costs of $0.8 million and $1.7 million, respectively, in connection with providing these information technology services to Hot Topic. In connection with the Reverse Services Agreement, we entered into an amendment to the Amended and Restated Services Agreement (“Amendment to Amended and Restated Services Agreement”) with Hot Topic on August 1, 2019, pursuant to which sections pertaining to Hot Topic’s provision of information technology services to Torrid were removed. During the three-month periods ended August 1, 2020 and July 31, 2021, Hot Topic charged us $3.6 million and $1.9 million, respectively, for various services under the applicable services agreements, of which $2.9 million and $1.3 million, respectively, were recorded as components of cost of goods sold, and the remaining $0.7 million and $0.6 million, respectively, were recorded as selling, general and administrative expenses. During the six-month periods ended August 1, 2020 and July 31, 2021, Hot Topic charged us $7.3 million and $3.8 million, respectively, for various services under the applicable services agreements, of which $6.0 million and $2.5 million, respectively, were recorded as components of cost of goods sold, and the remaining $1.3 million and $1.3 million, respectively, were recorded as selling, general and administrative expenses. As of the end of fiscal year 2020, we did not owe any amount to Hot Topic for these services, and as of the end of the second quarter of fiscal year 2021, we owed $0.7 million to Hot Topic for these services. Hot Topic incurs certain direct expenses on our behalf, such as payments to our non-merchandise vendors and each month, we pay Hot Topic for these pass-through expenses. As of the end of fiscal year 2020, we had prepaid Hot Topic $0.4 million for these expenses, which were included in prepaid expenses and other current assets in our condensed consolidated balance sheets. As of the end of the second quarter of fiscal year 2021, the net amount we owed Hot Topic for these expenses was $1.4 million, which are included in due to related parties in our condensed consolidated balance sheets. IT Asset Purchase Agreement with Hot Topic On June 14, 2019, we entered into an asset purchase agreement (“IT Asset Purchase Agreement”) with Hot Topic pursuant to which we purchased certain information technology assets from Hot Topic for $29.5 million on August 1, 2019. Funds obtained from the Term Loan Credit Agreement (as defined in “Note 12—Debt Financing Arrangements”) were used to make the purchase. We accounted for the purchase in accordance with subsections of ASC 805-50, related to transactions between entities under common control. Consequently, we recorded the information technology assets we purchased from Hot Topic at their historical carrying amounts totaling $3.5 million and recognized the difference between the historical carrying amounts and the purchase price in equity. In addition, certain information technology-related obligations and personnel, along with associated assets of $1.4 million and liabilities of $0.1 million, were transferred from Hot Topic to Torrid. In connection with the IT Asset Purchase Agreement, we and Hot Topic agreed to enter into the Reverse Services Agreement and Amendment to Amended and Restated Services Agreement upon the closing date of the IT Asset Purchase Agreement, which was August 1, 2019. Promissory Notes Receivable from Parent From time to time prior to the Reorganization, our former parent, Torrid Holding LLC, issued promissory notes receivable to Torrid Parent Inc., our current subsidiary. Due to the nature of these promissory notes receivable, we considered them to be in-substance distributions to Torrid Holding LLC and accounted for them as contra-equity in accordance with ASC 310, Receivables . Consequently, these promissory notes receivable were reflected within equity in our condensed consolidated balance sheets as reductions in additional paid-in capital, within capital distribution to Torrid Holding LLC, net of contribution, in our condensed consolidated statements of stockholders' deficit, and within capital distribution to Torrid Holding LLC, net of contribution, in our condensed consolidated statements of cash flows as financing cash outflows. Pursuant to the Reorganization, we assumed the obligations of Torrid Holding LLC under the related party promissory notes due to Torrid Parent Inc. These obligations represent intercompany transactions and have been eliminated in consolidation. No principal or interest payments had been made to Torrid Parent Inc. by our former parent prior to the Reorganization. On December 20, 2018, Torrid Holding LLC issued a $61.4 million promissory note to us in exchange for cash, due on or before December 20, 2024 (“$61.4M Related Party Promissory Note Receivable”). The funds realized from the $61.4M Related Party Promissory Note Receivable were invested by Torrid Holding LLC in HTI (as defined below) and used by HTI (as defined below) and Hot Topic for the partial redemption of Hot Topic’s 9.25% senior secured notes (“Notes”). The $61.4M Related Party Promissory Note Receivable accrued interest at an annual compounding rate of 3.06% upon its maturity. As of the end of fiscal year 2020, there was a $61.4 million lump sum principal payment due to us upon the December 20, 2024 maturity date. The total amount of interest Torrid Holding LLC owed us as of the end of fiscal year 2020 was $4.0 million. On June 6, 2019, Torrid Holding LLC issued a $20.0 million promissory note to us in exchange for cash, due on or before June 6, 2025 (“$20M Related Party Promissory Note Receivable”). The $20M Related Party Promissory Note Receivable accrued interest at an annual compounding rate of 2.78% upon its maturity. As of the end of fiscal year 2020, there was a $20.0 million lump sum principal payment due to us upon the June 6, 2025 maturity date. The total amount of interest our Torrid Holding LLC owed us as of the end of fiscal year 2020 was $0.9 million. On June 14, 2019, Torrid Holding LLC issued a $10.0 million promissory note to us in exchange for cash, due on or before June 14, 2025 (“$10M Related Party Promissory Note Receivable”). The $10M Related Party Promissory Note Receivable accrued interest at an annual compounding rate of 2.78% upon its maturity. As of the end of fiscal year 2020, there was a $10.0 million lump sum principal payment due to us upon the June 14, 2025 maturity date. The total amount of interest Torrid Holding LLC owed us as of the end of fiscal year 2020 was $0.5 million. On July 31, 2019, Torrid Holding LLC issued a $214.6 million promissory note to us, due on or before July 31, 2025 (“$214.6M Related Party Promissory Note Receivable”). The $214.6M Related Party Promissory Note Receivable was issued to us in exchange for the $213.2 million investment we made in HTI (as defined below) on June 14, 2019 plus the associated $1.4 million interest due to us through July 31, 2019. The $214.6M Related Party Note Receivable accrued interest at an annual compounding rate of 1.87% upon its maturity. As of the end of fiscal year 2020, there was a $214.6 million lump sum principal payment due to us upon the July 31, 2025 maturity date. The total amount of interest Torrid Holding LLC owed us as of the end of fiscal year 2020 was $6.1 million. On August 1, 2019, Torrid Holding LLC issued a $1.2 million promissory note to us in exchange for cash, due on or before August 1, 2025 (“$1.2M Related Party Promissory Note Receivable”). The $1.2M Related Party Promissory Note Receivable was issued to us in exchange for purchasing $1.2 million of senior participating preferred stock from HTI (as defined below) on behalf of Torrid Holding LLC. The $1.2M Related Party Promissory Note Receivable accrued interest at an annual compounding rate of 1.87% upon its maturity. As of the end of fiscal year 2020, there was a $1.2 million lump sum principal payment due to us upon the August 1, 2025 maturity date. The total amount of interest Torrid Holding LLC owed us as of the end of fiscal year 2020 was not material. On November 26, 2019, Torrid Holding LLC issued a $12.0 million promissory note to us in exchange for cash, due on or before November 26, 2025 (“$12M Related Party Promissory Note Receivable”). The $12M Related Party Promissory Note Receivable accrued interest at an annual compounding rate of 1.59% upon its maturity. As of the end of fiscal year 2020, there was a $12.0 million lump sum principal payment due to us upon the November 26, 2025 maturity date. The total amount of interest Torrid Holding LLC owed us as of the end of fiscal year 2020 was $0.2 million. On June 14, 2021, Torrid Holding LLC issued a $300.0 million promissory note to us in exchange for cash, due on or before June 14, 2027 (“$300M Related Party Promissory Note Receivable”). The $300M Related Party Promissory Note Receivable accrued interest at an annual compounding rate of 1.02% upon its maturity. Sponsor Advisory Services Agreement On May 1, 2015, we entered into an advisory services agreement with Sycamore, pursuant to which Sycamore agreed to provide strategic planning and other related services to us. We are obligated to reimburse Sycamore for its expenses incurred in connection with providing such advisory services to us. As of the end of fiscal year 2020 and as of the end of the second quarter of fiscal year 2021, there were no amounts due, and during the three- and six-month periods ended August 1, 2020 and July 31, 2021, no amounts were paid under this agreement. From time to time, we reimburse Sycamore for certain management expenses it pays on our behalf. During the three- and six-month periods ended August 1, 2020, we did not make any reimbursements to Sycamore. During the three- and six-month periods ended July 31, 2021, the reimbursements we made to Sycamore for such expenses were not material. As of the end of fiscal year 2020, there was no amount due, and as of the end of the second quarter of fiscal year 2021, the amount due was not material. Other Related Party Transactions On June 14, 2019, we used funds obtained from the Term Loan Credit Agreement (as defined in “Note 12—Debt Financing Arrangements”) to purchase $213.2 million of senior participating preferred stock from Hot Topic’s parent, HT Intermediate Holdings Corp. (“HTI”). We accounted for the purchase under the cost method in accordance with ASC 325, Investments—Other . On July 31, 2019, Torrid Holding LLC issued the $214.6M Related Party Promissory Note Receivable to us in exchange for our $213.2 million investment in HTI’s senior participating preferred stock, including $1.4 million of accrued interest. Due to the nature of this $214.6M Related Party Promissory Note Receivable, we considered it to be an in-substance distribution to Torrid Holding LLC and accounted for it as contra-equity. Pursuant to the Reorganization, we assumed the obligations of Torrid Holding LLC under the $214.6M Related Party Promissory Note Receivable. MGF Sourcing US, LLC, an entity indirectly controlled by affiliates of Sycamore, is one of our suppliers. During the three- and six-month periods ended August 1, 2020, purchases from this supplier were $9.9 million and $18.6 million, respectively. During the three- and six-month periods ended July 31, 2021, purchases from this supplier were $15.2 million and $32.1 million, respectively. As of the end of fiscal year 2020 and as of the end of the second quarter of fiscal year 2021, the net amounts we owed MGF for these purchases were $8.0 million and $8.4 million, respectively. This liability is included in due to related parties in our condensed consolidated balance sheets. HU Merchandising, LLC, a subsidiary of Hot Topic, is one of our suppliers. During the three- and six-month periods ended August 1, 2020, purchases from this supplier were $0.1 million and $0.2 million, respectively. During the three- and six-month periods ended July 31, 2021, purchases from this supplier were $0.3 million and $0.5 million, respectively. As of the end of fiscal year 2020 and as of the end of the second quarter of fiscal year 2021, the amounts due to HU Merchandising, LLC were $0.1 million and $0.2 million, respectively. This liability is included in due to related parties in our condensed consolidated balance sheets. Staples, Inc., an entity indirectly controlled by affiliates of Sycamore, is one of our suppliers. During the three- and six-month periods ended August 1, 2020 and July 31, 2021, purchases from this supplier were not material. As of the end of fiscal year 2020 and as of the end of the second quarter of fiscal year 2021, the amounts due to Staples, Inc. were not material. In April 2020, we received a letter of support from Sycamore for up to $20.0 million of additional equity funding, which, if necessary and sufficient, would be provided to further prevent noncompliance with the financial covenants in the Amended Term Loan Credit Agreement (as defined in “Note 12—Debt Financing Arrangements”) through May 2021. In September 2020, we received an updated letter of support from Sycamore extending the equity funding commitment of up to $20.0 million, if necessary and sufficient, through January 2022. The letter of support was terminated as of May 6, 2021. In March 2021, Hot Topic entered into a consulting services agreement with our Chief Financial Officer, George Wehlitz, Jr. (“CFO”), pursuant to which Hot Topic agreed to pay our CFO a consulting fee of $10,000 per month. The agreement was effective from January 3, 2021 and terminated on May 31, 2021. |
Debt Financing Arrangements
Debt Financing Arrangements | 6 Months Ended |
Jul. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt Financing Arrangements | Debt Financing Arrangements Our debt financing arrangements consist of the following (in thousands): January 30, 2021 July 31, 2021 Existing ABL Facility, as amended $ — $ — Term loan Amended Term Loan Credit Agreement 210,700 — New Term Loan Credit Agreement — 350,000 Less: current portion of unamortized original issue discount and debt financing costs (1,494) (1,356) Less: noncurrent portion of unamortized original issue discount and debt financing costs (4,294) (7,962) Total term loan outstanding, net of unamortized original issue discount and debt financing costs 204,912 340,682 Less: current portion of term loan, net of unamortized original issue discount and debt financing costs (11,506) (11,769) Total term loan, net of current portion and unamortized original issue discount and debt financing costs $ 193,406 $ 328,913 Fixed mandatory principal repayments due on the outstanding term loan are as follows as of the end of the second quarter of fiscal year 2021 (in thousands): 2021 4,375 2022 17,500 2023 17,500 2024 17,500 2025 17,500 2026 17,500 2027 17,500 2028 240,625 $ 350,000 New Term Loan Credit Agreement On June 14, 2021, we entered into a term loan credit agreement (“New Term Loan Credit Agreement”) among Bank of America, N.A., as agent, and the lenders party thereto. The New Term Loan Credit Agreement provides for term loans in an initial aggregate amount of $350.0 million (“Principal”), which is recorded net of an original issue discount (“OID”) of $3.5 million and has a maturity date of June 14, 2028. In connection with the New Term Loan Credit Agreement, we paid financing costs of approximately $6.0 million. The $346.5 million proceeds of the New Term Loan Credit Agreement, net of OID, were used to (i) repay and terminate the Amended Term Loan Credit Agreement (as defined below); (ii) make a $131.7 million distribution to the direct and indirect holders of our equity interests; and (iii) pay for financing costs associated with the New Term Loan Credit Agreement. Loans made pursuant to the New Term Loan Credit Agreement bear interest at an annual rate equal to, at our option, either (a) a base rate determined by reference to the highest of (1) the prime rate quoted by The Wall Street Journal, (2) the federal funds effective rate plus 0.50% and (3) a LIBOR rate for an interest period of one month, plus 1.00% (in each case, subject to a floor of 1.75%); or (b) at a LIBOR rate for the interest period relevant to such borrowing (subject to a floor of 0.75%), in each case plus an applicable margin of 5.50% for LIBOR borrowings and 4.50% for base rate borrowings. If we elect the LIBOR rate, interest is due and payable on the last day of each interest period, unless an interest period exceeds three months, then the respective dates that fall every three months after the beginning of the interest period shall also be interest payment dates. If we elect the Base rate loan, interest is due and payable the last day of each calendar quarter. The elected interest rate on July 31, 2021 was approximately 6%. In addition to paying interest on the outstanding Principal under the New Term Loan Credit Agreement, we are required to make fixed mandatory repayments of the Principal on the last business day of each fiscal quarter until maturity commencing with the second full fiscal quarter following the closing date (“Repayment”). For each of the fiscal quarters until the maturity date and starting with the fourth fiscal quarter of 2021, Repayments represent 1.25% of the Principal, reduced as a result of the application of prior Prepayments, as defined below. Under the New Term Loan Credit Agreement, we are also required to make variable mandatory prepayments of the Principal, under certain conditions as described below, approximately 102 days after the end of each fiscal year (each, a “Prepayment”). Prepayments, if applicable, commence at the end of fiscal year 2022 and represent between 0% and 50% (depending on our first lien net leverage ratio) of Excess Cash Flow (as defined in the New Term Loan Credit Agreement) in excess of $10.0 million, minus prepayments of Principal, the Existing ABL Facility, as amended (to the extent accompanied by a permanent reduction in the commitments thereunder) and certain other specified indebtedness and amounts in connection with certain other enumerated items. In addition to mandatory Repayment and Prepayment obligations, we may at our option, prepay a portion of the outstanding Principal (“Optional Prepayment”). If we make Optional Prepayments before June 14, 2023, we will be subject to penalties ranging from 1.00% to 2.00% of the aggregate principal amount. All of Torrid LLC’s existing domestic subsidiaries and Torrid Intermediate LLC unconditionally guarantee all obligations under the New Term Loan Credit Agreement. Substantially all of the assets of Torrid LLC, Torrid LLC’s existing subsidiaries and Torrid Intermediate LLC will secure all such obligations and the guarantees of those obligations, subject to certain exceptions. The New Term Loan Credit Agreement also contains a number of covenants that, among other things and subject to certain exceptions, will restrict our ability and the ability of our subsidiaries to: create, incur or assume liens on our assets or property; incur additional indebtedness; issue preferred or disqualified stock; consolidate or merge; sell assets; pay dividends or make distributions, make investments, or engage in transactions with our affiliates. As of the end of the second quarter of fiscal year 2021, we were compliant with our debt covenants under the New Term Loan Credit Agreement. We consider the carrying amount of the term loan to approximate fair value because of the variable interest rate of the term loan. As of the end of the second quarter of fiscal year 2021, total borrowings, net of OID and financing costs, of $340.7 million remain outstanding under the New Term Loan Credit Agreement. During the three- and six-month period ended July 31, 2021, we recognized $2.9 million of interest expense and recognized $0.2 million of OID and financing costs related to the New Term Loan Credit Agreement. The OID and financing costs are amortized over the New Term Loan Credit Agreement’s seven-year term and are reflected as a direct deduction of the face amount of the term loan in our condensed consolidated balance sheets. We recognize interest payments, together with amortization of the OID and financing costs, in interest expense in our condensed consolidated statements of operations and comprehensive income. Term Loan Credit Agreement On June 14, 2019, we entered into a term loan credit agreement (“Term Loan Credit Agreement”) with Cortland Capital Market Services LLC, as agent, KKR Credit Advisors (US) LLC, as structuring advisor, and the lenders party thereto (the “Lenders”). On September 17, 2020, we entered into an amended term loan credit agreement (“Amended Term Loan Credit Agreement”) with the Lenders, pursuant to which the definition of total debt used in the calculation of Total Net Leverage Ratio (as defined below) was amended. All other material terms of the Term Loan Credit Agreement remained substantially the same. In September 2020, in conjunction with the Amended Term Loan Credit Agreement, we prepaid $35.0 million of the outstanding Amended Term Loan Credit Agreement Principal (as defined below), associated accrued interest of $0.2 million and an amendment fee of $0.5 million. On June 14, 2021, we utilized the proceeds from the New Term Loan Credit Agreement to pay the remaining outstanding Amended Term Loan Credit Agreement Principal (as defined below) of $207.5 million, associated accrued interest of $1.2 million and a prepayment penalty of $2.1 million. The Amended Term Loan Credit Agreement provided for term loans in an initial aggregate amount of $260.0 million (“Amended Term Loan Credit Agreement Principal”), which was recorded net of an original issue discount (“OID”) of $2.9 million and had a maturity date of December 14, 2024. In connection with the Term Loan Credit Agreement, we paid financing costs of approximately $3.6 million. The $257.1 million proceeds of the Term Loan Credit Agreement, net of OID, were used to i) purchase $213.2 million of senior participating preferred stock from Hot Topic’s parent, HT Intermediate Holdings Corp., for which we subsequently received a promissory note receivable in exchange from Torrid Holding LLC; ii) purchase certain information technology assets from Hot Topic for $29.5 million; iii) make a $10.0 million distribution to Torrid Holding LLC; and iv) pay for financing costs associated with the Term Loan Credit Agreement. Loans made pursuant to the Amended Term Loan Credit Agreement bore interest at an annual rate equal to, at our option, either (a) a base rate determined by reference to the highest of (1) the prime rate quoted by The Wall Street Journal, (2) the federal funds effective rate plus 0.50% and (3) a LIBOR rate for an interest period of one month, plus 1.00% or (b) at a LIBOR rate for the interest period relevant to such borrowing, in each case plus an applicable margin of either 6.75% or 7.00% for LIBOR borrowings and either 5.75% or 6.00% for base rate borrowings, in each case, based upon our total net leverage ratio as of the relevant testing date. If we elected the LIBOR rate, interest was due and payable on the last day of each interest period, unless an interest period exceeded three months, then the respective dates that fell every three months after the beginning of the interest period should also be interest payment dates. If we elected the Base rate loan, interest was due and payable the last day of each fiscal quarter. In addition to paying interest on the outstanding Principal under the Amended Term Loan Credit Agreement, we were required to make fixed mandatory repayments of the Principal on the last business day of each fiscal quarter until maturity (“Amended Term Loan Credit Agreement Repayment”). Amended Term Loan Credit Agreement Repayments for the first four fiscal quarters, starting in the third quarter of fiscal year 2018, represented 0.75% of the Amended Term Loan Credit Agreement Principal, reduced as a result of the application of prior Amended Term Loan Credit Agreement Prepayments (as defined below). For each of the eight fiscal quarters thereafter, Amended Term Loan Credit Agreement Repayments represented 1.25% of the Amended Term Loan Credit Agreement Principal, reduced as a result of the application of prior Amended Term Loan Credit Agreement Prepayments (as defined below). For each of the 10 fiscal quarters thereafter until the maturity date, Amended Term Loan Credit Agreement Repayments represented 1.875% of the Amended Term Loan Credit Agreement Principal, reduced as a result of the application of prior Amended Term Loan Credit Agreement Prepayments (as defined below). Under the Amended Term Loan Credit Agreement, we are also required to make variable mandatory prepayments of the Amended Term Loan Credit Agreement Principal, under certain conditions as described below, approximately 102 days after the end of each fiscal year (each, an “Amended Term Loan Credit Agreement Prepayment”). Amended Term Loan Credit Agreement Prepayments, if applicable, commenced at the end of fiscal year 2018 and represented between 25% and 75% (depending on our first lien net leverage ratio) of Excess Cash Flow (as defined in the Amended Term Loan Credit Agreement) in excess of $2.0 million, minus prepayments of Amended Term Loan Credit Agreement Principal, the Existing ABL Facility, as amended (as defined below), (to the extent accompanied by a permanent reduction in the commitments thereunder) and certain other specified indebtedness and amounts in connection with certain other enumerated items. As of the end of fiscal year 2020, our Excess Cash Flow amount was $2.0 million, which did not meet the Excess Cash Flow threshold to require an Amended Term Loan Credit Agreement Prepayment. All of Torrid LLC’s existing domestic subsidiaries and Torrid Intermediate LLC unconditionally guaranteed all obligations under the Amended Term Loan Credit Agreement. Substantially all of the assets of Torrid LLC, Torrid LLC’s existing subsidiaries and Torrid Intermediate LLC secured all such obligations and the guarantees of those obligations, subject to certain exceptions. Our borrowings under the Amended Term Loan Credit Agreement were subject to a financial covenant that required us to maintain a maximum ratio of our total debt to Adjusted EBITDA (as defined in the Amended Term Loan Credit Agreement) (“Total Net Leverage Ratio”). The maximum ratio was 3.60 for the quarter ended November 2, 2019, 3.35 for the quarters ended February 1, 2020, May 2, 2020 and August 1, 2020, 3.10 for the quarter ended October 31, 2020, 2.50 for the quarter ended January 30, 2021, 2.35 for the quarter ended May 1, 2021, 2.10 for the quarter ended July 31, 2021 and the quarter ending October 30, 2021 and 1.85 for all quarters thereafter. The Amended Term Loan Credit Agreement amended the definition of total debt used in the Total Net Leverage Ratio calculation for the quarters ended October 31, 2020, January 30, 2021, May 1, 2021 and July 31, 2021. The amended definition of total debt permitted us to exclude indebtedness associated with our Existing ABL Facility, as amended, through the quarter ended October 31, 2020, removed the $20.0 million cap from the amount of cash and cash equivalents on-hand that we were permitted to net against our total debt for purposes of the ratio calculation through the quarter ended January 30, 2021, and raised the $20.0 million cap to $40.0 million and $30.0 million for the quarters ended May 1, 2021 and July 31, 2021, respectively, before reverting to $20.0 million for all quarters thereafter. The Amended Term Loan Credit Agreement contained a limitation on our capital expenditures paid in cash in any fiscal year and such expenditures could not exceed 37.5% of prior year Adjusted EBITDA (as defined by the Amended Term Loan Credit Agreement). If the amount of our capital expenditures paid in cash in any fiscal year was less than the 37.5% threshold, 50% of the difference was to be automatically applied to increase the maximum threshold in the next fiscal year. The Amended Term Loan Credit Agreement also contained a number of other covenants that, among other things and subject to certain exceptions, would restrict our ability and the ability of our subsidiaries to: create, incur or assume liens on our assets or property; incur additional indebtedness; make capital expenditures; issue preferred or disqualified stock; incur hedging obligations; consolidate or merge; sell assets; pay dividends or make distributions, make investments or engage in transactions with our affiliates. During the three- and six-month periods ended August 1, 2020, we recognized $3.4 million and $8.9 million of interest expense, respectively. During the three- and six-month periods ended August 1, 2020, we recognized $0.2 million and $0.6 million of OID and financing costs related to the Amended Term Loan Credit Agreement, respectively. During the three- and six-month periods ended July 31, 2021, we recognized $6.9 million and $11.0 million of interest expense, respectively. During the three- and six-month periods ended July 31, 2021, prior to the repayment of the Amended Term Loan Credit Agreement, we recognized $0.2 million and $0.4 million of OID and financing costs, respectively. The OID and financing costs were amortized over the Amended Term Loan Credit Agreement’s contractual term and were reflected as a direct deduction of the face amount of the term loan in our condensed consolidated balance sheets. On June 14, 2021, upon repayment of the outstanding borrowings under the Amended Term Loan Credit Agreement, we wrote off $5.2 million of unamortized OID and financing costs and incurred a $2.1 million prepayment penalty. We recognize interest payments, OID and financing costs and the prepayment penalty in interest expense in our condensed consolidated statements of operations and comprehensive income. Senior Secured Asset-Based Revolving Credit Facility In May 2015, we entered into a credit agreement for a senior secured asset-based revolving credit facility (“Original ABL Facility”) of $50.0 million (subject to a borrowing base), with Bank of America, N.A. On October 23, 2017, we entered into an amended and restated credit agreement (“Existing ABL Facility”), which amended our Original ABL Facility. The Existing ABL Facility increased the aggregate commitments available under the Original ABL Facility from $50.0 million to $100.0 million (subject to a borrowing base); and increased our right to request additional commitments from up to $30.0 million to up to $30.0 million plus the aggregate principal amount of any permanent principal reductions we may take (subject to customary conditions precedent). On June 14, 2019, in conjunction with the Term Loan Credit Agreement, we entered into an amendment to the Existing ABL Facility (the “1st Amendment”). The 1st Amendment decreased the aggregate commitments available under the Existing ABL Facility from $100.0 million to $70.0 million (subject to a borrowing base), permitted indebtedness incurred pursuant to the Term Loan Credit Agreement and made certain other modifications. On September 4, 2019, we entered into another amendment to the Existing ABL Facility (the “2nd Amendment”). The 2nd Amendment permitted parent company financial statements to be used to satisfy reporting requirements and made certain other modifications. On June 14, 2021, in conjunction with the New Term Loan Credit Agreement, we entered into a third amendment to the amended and restated credit agreement (the “3rd Amendment”), which amended our Existing ABL Facility, as amended. The 3rd Amendment increased the aggregate commitments available under the Existing ABL facility, as amended, from $70.0 million to $150.0 million (subject to a borrowing base) and extended the date upon which the principal amount outstanding of the loans would be due and payable in full from October 23, 2022 to June 14, 2026. All other material terms of the Existing ABL Facility, as amended, remain substantially the same as the previous agreements it replaced. The borrowing base for the Existing ABL Facility, as amended, at any time equals the sum of 90% of eligible credit card receivables, plus 90% of the appraised net orderly liquidation value of eligible inventory and eligible in-transit inventory multiplied by the cost of such eligible inventory and eligible in-transit inventory (to be increased to 92.5% during the period beginning on September 1 of each year and ending on December 31 of each year). The Existing ABL Facility, as amended, includes borrowing capacity for letters of credit and for borrowings on same-day notice, referred to as Swing Line Loans, and is available in U.S. dollars. Under the Existing ABL Facility, as amended, we have the right to request up to $50.0 million of additional commitments plus the aggregate principal amount of any permanent principal reductions we may take plus the amount by which the borrowing base exceeds the aggregate commitments (subject to customary conditions precedent). The lenders under this facility are not under any obligation to provide any such additional commitments, and any increase in commitments is subject to customary conditions precedent. If we were to request any such additional commitments and the existing lenders or new lenders were to agree to provide such commitments, the size of the Existing ABL Facility, as amended, could increase to up to $200.0 million, but our ability to borrow under this facility would still be limited by the amount of the borrowing base. Borrowings under the Existing ABL Facility, as amended, bear interest at an annual rate equal to, at our option, either (a) a base rate determined by reference to the highest of (1) the prime rate of Bank of America, N.A., (2) the federal funds effective rate plus 0.50% and (3) a LIBOR rate for an interest period of one month adjusted for certain costs, plus 1.00% or (b) at a LIBOR rate for the interest period relevant to such borrowing adjusted for certain costs (“Adjusted LIBOR”), in each case plus an applicable margin that ranges from 1.25% to 1.75% for LIBOR borrowings and 0.25% to 0.75% for base rate borrowings, in each case, based on average daily availability. As of the end of the second quarter of fiscal year 2021, the applicable interest rate for borrowings under the Existing ABL Facility was approximately 4% per annum. If we elect the LIBOR rate, interest is due and payable on the last day of each interest period, unless an interest period exceeds three months, then the respective dates that fall every three months after the beginning of the interest period shall also be interest payment dates. If we opt for the base rate (including a Swing Line Loan), interest is due and payable on the first business day of each month and on the maturity date. In addition to paying interest on outstanding principal under the Existing ABL Facility, as amended, we are required to pay a commitment fee in respect of unutilized commitments. The commitment fee ranges between 0.25% and 0.375% per annum of unutilized commitments and will be subject to adjustment each fiscal quarter based on the amount of unutilized commitments during the immediately preceding fiscal quarter. We must also pay customary letter of credit fees and agent fees. If at any time the aggregate amount of outstanding loans, unreimbursed letter of credit drawings and undrawn letters of credit under the Existing ABL Facility, as amended, exceeds the lesser of (a) the commitment amount and (b) the borrowing base, we will be required to repay outstanding loans and/or cash collateralize letters of credit in an aggregate amount equal to such excess, with no reduction of the commitment amount. We may voluntarily reduce the unused portion of the commitment amount and repay outstanding loans at any time. Prepayment of the loans may be made without premium or penalty other than customary “breakage” costs with respect to LIBOR loans. All obligations under the Existing ABL Facility, as amended, are unconditionally guaranteed by substantially all of Torrid Intermediate LLC’s existing majority-owned domestic subsidiaries and will be required to be guaranteed by certain of Torrid Intermediate LLC’s future domestic majority-owned subsidiaries. All obligations under the Existing ABL Facility, as amended, and the guarantees of those obligations, will be secured, subject to certain exceptions, by substantially all of Torrid Intermediate LLC’s assets. The Existing ABL Facility, as amended, requires us to maintain a fixed charge coverage ratio of at least 1.00 to 1.00 if we fail to maintain Specified Availability (as defined by the Existing ABL Facility, as amended) of at least the greater of 10% of the Loan Cap, as defined by the Existing ABL Facility, as amended, and $7.0 million. The Existing ABL Facility, as amended, contains a number of other covenants that, among other things and subject to certain exceptions, will restrict our ability and the ability of our subsidiaries to: incur additional indebtedness; pay dividends on our capital stock or redeem, repurchase or retire our capital stock or our other indebtedness; make investments, loans and acquisitions; engage in transactions with our affiliates; sell assets, including capital stock of our subsidiaries; alter the business we conduct; consolidate or merge; and incur liens. As of the end of the second quarter of fiscal year 2021, we were compliant with our debt covenants under the Existing ABL Facility, as amended. The Existing ABL Facility, as amended, specifically restricts dividends and distributions, aside from amounts to cover ordinary operating expenses and taxes, between our subsidiaries and to us. However, dividends and distributions are permitted at any time that either (1) availability under the Existing ABL Facility, as amended, is equal to or greater than 15% of the maximum borrowing amount on a pro forma basis and we are pro forma compliant with a 1.00 to 1.00 fixed charge coverage ratio or (2) availability under the Existing ABL Facility, as amended, is equal to or greater than 20% of the maximum borrowing amount on a pro forma basis. As of the end of the second quarter of fiscal year 2021, the maximum restricted payment utilizing the Existing ABL Facility, as amended, that our subsidiaries could make from its net assets was $123.0 million. We consider the carrying amounts of the Existing ABL Facility, as amended, to approximate fair value because of the variable interest rate of this facility. Availability under the Existing ABL Facility, as amended, at the end of fiscal year 2020 and as of the end of the second quarter of fiscal year 2021 was $65.5 million and $145.5 million, respectively, which reflects no borrowings. In March 2020, we borrowed $50.0 million from the Existing ABL Facility, as amended, as a precautionary measure to increase our cash position and preserve financial flexibility in light of uncertainty resulting from COVID-19. In the second quarter of fiscal year 2020, we repaid the $50.0 million outstanding under the Existing ABL Facility, as amended. Standby letters of credit issued and outstanding were $4.5 million as of the end of fiscal year 2020 and $4.5 million as of the end of the second quarter of fiscal year 2021. During the third quarter of fiscal year 2017, we incurred $0.5 million of financing costs for the Existing ABL Facility, which were reduced in fiscal year 2019 by $0.1 million written off to account for the impact of our entry into the 1st Amendment. During the second quarter of fiscal year 2021 we incurred an additional $0.7 million of financing costs in connection with our entry into the 3rd Amendment. These financing costs, together with the unamortized financing costs of $0.1 million associated with the Original ABL Facility, are amortized over the five-year term and the Existing ABL Facility, as amended, and are reflected in prepaid expenses and other current assets and deposits and other noncurrent assets in our condensed consolidated balance sheets. During the three- and six-month periods ended August 1, 2020 and July 31, 2021, amortization of financing costs for the Existing ABL Facility, as amended was not material. During the three- and six-month periods ended August 1, 2020, interest payments were $0.2 million and $0.5 million, respectively. During the three- and six-month periods ended July 31, 2021, interest payments were $0.1 million and $0.2 million, respectively. We recognize amortization of financing costs and interest payments for the revolving credit facilities in interest expense in our condensed consolidated statements of operations and comprehensive income. |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Effective Tax Rate During the three- and six-month periods ended August 1, 2020, the benefit from income taxes were $2.9 million and $1.4 million, respectively. During the three- and six-month periods ended July 31, 2021, the benefit from income taxes were $91.5 million and $83.5 million, respectively. The effective tax rates for the three- and six-month periods ended August 1, 2020, were (21.3)% and (5.0)%, respectively. The effective tax rates for the three- and six-month periods ended July 31, 2021, were 173.5% and 262.7%, respectively. These unconventional effective tax rates are primarily due to the increase in the amount of non-deductible items associated with share-based compensation, relative to loss before provision for income taxes for the three- and six-month periods ended July 31, 2021. The increase in the amount of non-taxable items associated with share-based compensation during the three- and six-month periods ended July 31, 2021 was driven by the $111.4 million remeasurement adjustment related to the increase in the value of the incentive units as indicated by the Torrid Holding LLC equity value as of June 30, 2021, following the pricing of our IPO. The $111.4 million remeasurement adjustment also drove the temporary $87.1 million income tax receivable in our condensed consolidated balance sheet as of July 31, 2021, which we expect will become an income tax payable by the end of fiscal year 2021. Please refer to “Note 14—Share-Based Compensation” for further discussion regarding the $111.4 million remeasurement adjustment. On March 27, 2020, December 27, 2020 and March 11, 2021 the CARES Act, CAA and ARPA, respectively, were signed into law and have resulted in significant changes to the U.S. federal corporate tax law as described in “Note 1—Basis of Presentation and Description of the Business.” We have considered the applicable CARES Act, CAA and ARPA tax law changes in our tax provision for the period ended July 31, 2021 and continue to evaluate the impact of these tax law changes on future periods. Uncertain Tax Positions The amount of income taxes we pay is subject to ongoing audits by taxing authorities. Our estimate of the potential outcome of any uncertain tax issue is subject to our assessment of the relevant risks, facts and circumstances existing at the time. We believe that we have adequately provided for reasonably foreseeable outcomes related to these matters. However, our future results may include favorable or unfavorable adjustments to our estimated tax liabilities in the period the assessments are made or resolved, which may impact our effective tax rate. As of the end of fiscal year 2020, the total liability for income tax associated with unrecognized tax benefits, including interest and penalties, was $2.4 million ($2.0 million, net of federal benefit). As of the end of the second quarter of fiscal year 2021, the total liability for income tax associated with unrecognized tax benefits, including interest and penalties, was $2.8 million ($2.3 million, net of federal benefit). Our effective tax rate will be affected by any portion of this liability we may recognize. We believe that it is reasonably possible that $0.2 million ($0.2 million net of federal benefit) of our liability for unrecognized tax benefits, of which the associated interest and penalties are not material, may be recognized in the next 12 months due to the expiration of statutes of limitations. IT Asset Purchase Agreement with Hot Topic In connection with the IT Asset Purchase Agreement, we generated a tax amortizable basis of the $29.5 million purchase price, amortizable over three years commencing in fiscal year 2019. We recorded the $26.0 million variance between the $3.5 million net book value and $29.5 million tax amortizable basis of the information technology assets in equity, net of $6.7 million deferred tax. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jul. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation Our share-based compensation expense, by award type, consists of the following (in thousands): Three Months Ended Six Months Ended August 1, 2020 July 31, 2021 August 1, 2020 July 31, 2021 Restricted stock units $ — $ 2,997 $ — $ 2,997 Restricted stock — 553 — 553 Stock options — 72 — 72 Remeasurement adjustments for incentive units 5,810 111,387 (32,705) 151,166 Total share-based compensation expense $ 5,810 $ 115,009 $ (32,705) $ 154,788 On June 22, 2021, in connection with our IPO, the board of directors (“Board”) adopted the Torrid Holdings Inc. 2021 Long-Term Incentive Plan (the “2021 LTIP”), for employees, consultants and directors. The 2021 LTIP provides for the grant of non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), stock awards, dividend equivalents, other stock-based awards, cash awards and substitute awards intended to align the interests of service providers, with those of our shareholders . As of the end of the second quarter of fiscal year 2021, 10,687,500 shares were authorized for issuance under the 2021 LTIP. On June 22, 2021, in connection with our IPO, the Board adopted the Torrid Holdings Inc. 2021 Employee Stock Purchase Plan (the “ESPP”), intended to qualify under Section 423 of the U.S. Internal Revenue Code of 1986, as amended, in order to provide all of our eligible employees with a further incentive towards ensuring our success and accomplishing our corporate goals. The ESPP allows eligible employees to contribute up to 15% of their base earnings towards purchases of common stock, subject to an annual maximum. The purchase price is 85% of the lower of (i) the fair market value of the stock on the date of enrollment and (ii) the fair market value of the stock on the last day of the related purchase period. As of the end of the second quarter of fiscal year 2021, 3,650,000 shares were authorized for issuance under the ESPP and employee contributions had not yet commenced. Incentive Units Prior to the IPO, Torrid Holding LLC issued 13,660,000 Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H and Class J Torrid incentive units, in the aggregate, net of forfeitures, to certain members of our management. We recognized the impact of share-based compensation associated with incentive units issued by Torrid Holding LLC in selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. The share-based compensation expense and related capital contribution are reflected in our condensed consolidated financial statements as these awards were deemed to be for our benefit. The intent of the incentive units was to provide profit-sharing opportunities to management rather than equity ownership in our then parent, Torrid Holding LLC. The incentive units did not have any voting or distribution rights and contained a repurchase feature, whereby upon termination, Torrid Holding LLC had the right to purchase from former employees any or all of the vested incentive units at fair value. In addition, although the fair value of the incentive units was determined through an option pricing methodology that utilized the possible equity values of Torrid Holding LLC, the settlement amounts and method of settlement of the incentive units were at the discretion of the Board. Based on these aforementioned features and characteristics, we determined that the incentive units were in-substance liabilities accounted for as liability instruments in accordance with ASC 710, Compensation . The incentive units were remeasured based on the fair value of the awards at the end of each reporting period. We recorded the expense associated with changes in the fair value of these incentive units as a capital contribution from our former parent, Torrid Holding LLC, as our former parent is the legal obligor for the incentive units. The incentive units were valued utilizing a contingent claims analysis (“CCA”) methodology based on a Black-Scholes option pricing model (“OPM”). Under the OPM, each class of incentive units was modeled as a call option with a unique claim on the assets of Torrid Holding LLC. The characteristics of each class of incentive units determined the uniqueness of the claim on the assets of Torrid Holding LLC. The OPM used to value the incentive units incorporated various assumptions, including the time to liquidity event, equity volatility and risk-free interest rate of return. Equity volatility was based on the historical volatilities of comparable publicly traded companies for the time horizon equal to the time to the anticipated liquidity event; and the risk-free interest rate was for a term corresponding to the time to liquidity event. The assumptions underlying the valuation of the incentive units represented our best estimates, which involved inherent uncertainties and the application of our judgement. The most recent remeasurement of the fair value of the incentive units utilizing the CCA methodology was performed as of May 1, 2021. During the three-month period ended July 31, 2021, we recorded a share-based compensation expense remeasurement adjustment of $111.4 million related to the increase in the value of the incentive units as indicated by the Torrid Holding LLC equity value as of June 30, 2021, following the pricing of our IPO. The vested portion of the incentive units were exchanged for 13,353,122 shares of our common stock of an equivalent fair value as the vested incentive units. The unvested incentive units continue to provide management with profit-sharing opportunities in Torrid Holding LLC, which ceased to be our parent upon the Reorganization. During the three-month period ended August 1, 2020, we recognized share-based compensation expense of $5.8 million and during the six-month period ended August 1, 2020, we recorded a reduction of $32.7 million to share-based compensation expense, primarily due to a decline in the Torrid Holding LLC equity value. During the three- and six-month periods ended July 31, 2021, we recognized share-based compensation expense associated with incentive units of $111.4 million and $151.2 million, respectively, primarily due to an increase in the Torrid Holding LLC equity value. IPO Awards Pursuant to the agreements we entered into with certain members of our management, upon completion of the IPO, such employees received one-time grants of RSUs (“IPO Awards”) in an aggregate amount equal to $5.7 million. 50% of the IPO Awards were fully vested on the date of grant, and the remaining 50% will vest in equal installments on the first, second and third anniversaries of the date of our IPO. These members of our management must remain employed by us through each vesting date in order to vest in the applicable portions of their IPO Awards. Consequently, we recognized $2.8 million of share-based compensation expense related to these IPO Awards upon the consummation of our IPO with the remainder recognized over the three-year vesting period. RSUs RSUs are awarded to certain employees, non-employee directors and consultants and entitle the grantee to receive shares of common stock at the end of a vesting period, subject to the employee's continued employment or service as a director or consultant. 50% of the RSUs granted as IPO Awards fully vested on the date of grant, and the remaining 50% will vest in equal installments on the first, second and third anniversaries of the date of grant. In general, the remaining RSUs vest in equal installments each year over 4 years. RSU activity under the 2021 LTIP consists of the following (in thousands except per share and contractual life amounts): Shares Weighted average grant date fair value per share Weighted average remaining contractual life (years) Nonvested, January 30, 2021 — Granted 366 $ 27.00 Vested (98) $ 27.00 Forfeited — $ — Nonvested, July 31, 2021 268 $ 27.00 3.6 As of the end of the second quarter of fiscal year 2021, unrecognized compensation expense related to unvested RSUs was $17.1 million, which is expected to be recognized over a weighted average period of approximately 3.6 years. The total vesting date fair value of RSUs which vested during the six-month period ended July 31, 2021 was $2.6 million. Restricted Stock Restricted stock is awarded to certain employees, non-employee directors and consultants, subject to the employee's continued employment or service as a director or consultant. Restricted stock vests over periods ranging from 2 to 4 years, subject to the employee's continued employment or service as an employee, non-employee director or consultant, as applicable, on each vesting date. Restricted stock activity under the 2021 LTIP consists of the following (in thousands except per share and contractual life amounts): Shares Weighted average grant date fair value per share Weighted average remaining contractual life (years) Nonvested, January 30, 2021 — Granted 652 $ 27.00 Vested — $ — Forfeited — $ — Nonvested, July 31, 2021 652 $ 27.00 2.7 As of the end of the second quarter of fiscal year 2021, unrecognized compensation expense related to unvested restricted stock was $7.1 million, which is expected to be recognized over a weighted average period of approximately 2.7 years. Stock Options Stock options generally vest in equal installments each year over 4 years and generally expire 10 years from the grant date. Stock option activity under the 2021 LTIP consists of the following (in thousands except per share and contractual life amounts): Shares Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value Outstanding, January 30, 2021 — Granted 330 $ 21.00 Exercised — Expired / forfeited — Outstanding, July 31, 2021 330 $ 21.00 9.9 $ 775 Exercisable, July 31, 2021 — The weighted average grant date fair value of stock option awards granted during the three- and six-month periods ended July 31, 2021 was $11.22 per option and was estimated at the grant date using the Black-Scholes option pricing model with the following weighted average assumptions: Dividend yield — % Expected volatility (1) 56.0 % Risk-free interest rate (2) 1.10 % Expected term (3) 6.31 years Grant date fair value per share $ 21.00 (1) The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the stock options. (2) The risk-free interest rates are based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the stock options. (3) The expected term of the stock options represents the estimated period of time until exercise and is calculated using the simplified method. |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Jul. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation From time to time, we are involved in matters of litigation that arise in the ordinary course of business. Though significant litigation or awards against us could seriously harm our business and financial results, we do not at this time expect any of our pending matters of litigation to have a material adverse effect on our overall financial condition. Indemnities, Commitments and Guarantees During the ordinary course of business, we have made certain indemnities, commitments and guarantees under which we may be required to make payments in relation to certain transactions. These indemnities include those given to various lessors in connection with facility leases for certain claims arising from such facility or lease and indemnities to our board of directors and officers to the maximum extent permitted. Commitments include those given to various merchandise vendors and suppliers. From time to time, we have issued guarantees in the form of standby letters of credit as security for workers’ compensation claims (our letters of credit are discussed in more detail in “Note 12—Debt Financing Arrangements”). The durations of these indemnities, commitments and guarantees vary. Some of these indemnities, commitments and guarantees do not provide for any limitation of the maximum potential future payments we could be obligated to make. We have not recorded any liability for these indemnities, commitments and guarantees in the accompanying condensed consolidated financial statements as no demands have been made upon us to provide indemnification under such agreements and there are no claims that we are aware of that could have a material effect on our condensed consolidated financial statements. |
Stockholder_s Deficit
Stockholder’s Deficit | 6 Months Ended |
Jul. 31, 2021 | |
Equity [Abstract] | |
Stockholder’s Deficit | Stockholders' Deficit Torrid was formed on October 29, 2019 and capitalized on February 20, 2020. Torrid is authorized to issue 1.0 billion shares of common stock at $0.01 par value, and 5.0 million shares of preferred stock at $0.01 par value. Torrid had 110,056,473 shares of common stock and no shares of preferred stock issued and outstanding as of July 31, 2021. Historical periods prior to the formation of Torrid have been revised to reflect our current capital structure. On June 22, 2021, Torrid's stockholder approved an amendment to Torrid's certificate of incorporation to (i) effect a 110,000-for-1 stock split of all shares of the issued and outstanding common stock, which was effected on June 22, 2021 and (ii) authorize 5.0 million shares of preferred stock. All share and per-share data in the financial statements and notes to the financial statements has been retroactively adjusted to reflect the stock split for all periods presented. The par value of the common stock was not adjusted as a result of the stock split. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jul. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per ShareBasic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share is applicable only in periods of net income and is computed by dividing net income by the weighted average number of common shares outstanding for the period, inclusive of potentially dilutive common share equivalents outstanding for the period. Periods of net loss require the diluted computation to be the same as the basic computation. There were no potentially dilutive common share equivalents outstanding during the three- and six-month periods ended August 1, 2020. There was an aggregate of 0.6 million potentially dilutive common share equivalents outstanding during the three- and six-month periods ended July 31, 2021, but were not included in the computation of diluted earnings per share because their effect would have been anti-dilutive. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value MeasurementsWe carry certain of our assets and liabilities at fair value in accordance with GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value require us to maximize the use of observable inputs and minimize the use of unobservable inputs. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs, other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for similar assets or liabilities in markets that are not active; or other inputs other than quoted prices that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities, including interest rates and yield curves, and market corroborated inputs. Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. These are valued based on our estimates and assumptions that market participants would use in pricing the asset or liability. Financial assets and liabilities measured at fair value on a recurring basis as of the end of fiscal year 2020 consisted of the following (in thousands): January 30, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 73,024 $ 73,024 $ — $ — Total assets $ 73,024 $ 73,024 $ — $ — Liabilities: Deferred compensation plan liability $ 6,531 $ — $ 6,531 $ — Total liabilities $ 6,531 $ — $ 6,531 $ — Financial assets and liabilities measured at fair value on a recurring basis as of the end of the second quarter of fiscal year 2021 consisted of the following (in thousands): July 31, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 36,051 $ 36,051 Total assets $ 36,051 $ 36,051 $ — $ — Liabilities: Deferred compensation plan liability $ 7,521 $ — $ 7,521 $ — Total liabilities $ 7,521 $ — $ 7,521 $ — The fair value of our money market funds is based on quoted prices in active markets. The deferred compensation plan liability represents the amount that would be earned by participants if the funds were invested in securities traded in active |
Private Label Credit Card
Private Label Credit Card | 6 Months Ended |
Jul. 31, 2021 | |
Receivables [Abstract] | |
Private Label Credit Card | Private Label Credit CardWe have an agreement with a third party to provide customers with private label credit cards (“Credit Card Agreement”). Each private label credit card bears the logo of the Torrid brand and can only be used at our store locations and on www.torrid.com. A third-party financing company is the sole owner of the accounts issued under the private label credit card program and absorbs the losses associated with non-payment by the private label card holders and a portion of any fraudulent usage of the accounts. Pursuant to the Credit Card Agreement, we receive marketing and promotional funds from the third-party financing company for certain expenses we incur based on usage of the private label credit cards. These marketing and promotional funds are recorded as a reduction in selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. During the three- and six-month periods ended August 1, 2020, these funds amounted to $2.6 million and $4.9 million, respectively, related to these private label credit cards. During the three- and six-month periods ended July 31, 2021, these funds amounted to $4.6 million and $9.3 million, respectively, related to these private label credit cards. |
Deferred Compensation Plan
Deferred Compensation Plan | 6 Months Ended |
Jul. 31, 2021 | |
Compensation Related Costs [Abstract] | |
Deferred Compensation Plan | Deferred Compensation PlanOn August 1, 2015, we established the Torrid LLC Management Deferred Compensation Plan (“Deferred Compensation Plan”) for the purpose of providing highly compensated employees a program to meet their financial planning needs. The Deferred Compensation Plan provides participants with the opportunity to defer up to 80% of their base salary and up to 100% of their annual earned bonus, all of which, together with the associated investment returns, are 100% vested from the outset. The Deferred Compensation Plan is designed to be exempt from most provisions of the Employee Retirement Security Act of 1974, as amended. All deferrals and associated earnings are our general unsecured obligations. We may at our discretion contribute certain amounts to eligible employees’ accounts. To the extent participants are ineligible to receive contributions from participation in our 401(k) Plan (as defined in “Note 21—Employee Benefit Plan”), we may contribute 50% of the first 4% of participants’ eligible contributions into their Deferred Compensation Plan accounts. From March 2020 to July 2020, we suspended our contributions to eligible employees’ accounts as a precautionary measure in light of uncertainty resulting from COVID-19. As of the end of fiscal year 2020 and as of the end of the second quarter of fiscal year 2021, we did not have any assets of the Deferred Compensation Plan and the associated liabilities were $6.5 million and $7.5 million, respectively, included in our condensed consolidated balance sheets. |
Employee Benefit Plan
Employee Benefit Plan | 6 Months Ended |
Jul. 31, 2021 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Employee Benefit PlanOn August 1, 2015, we adopted the Torrid 401(k) Plan |
Basis of Presentation and Des_2
Basis of Presentation and Description of the Business (Policies) | 6 Months Ended |
Jul. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Fiscal Year | Fiscal YearOur fiscal year ends on the Saturday nearest to January 31 and each fiscal year is generally comprised of four 13-week quarters (although in years with 53 weeks, the fourth quarter is comprised of 14 weeks). |
Basis of Presentation | The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial information. Accordingly, the interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for the interim periods presented have been included. Operating results for the six-month periods ended August 1, 2020 and July 31, 2021 are not necessarily indicative of the results that may be expected for any future interim periods, the fiscal year ending January 29, 2022, or for any future year. |
Principles of Consolidation | The condensed consolidated balance sheet information at January 30, 2021 has been derived from the audited consolidated financial statements at that date, but does not include all of the disclosures required by GAAP. The accompanying unaudited interim condensed consolidated financial statements and related footnotes should be read in conjunction with our audited consolidated financial statements and notes thereto for the year ended January 30, 2021, which can be found in our Registration Statement on Form S-1/A filed with the SEC on June 30, 2021. The unaudited interim condensed consolidated financial statements include Torrid and those of our wholly owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. |
Segment Reporting | We have determined that we have one reportable segment, which includes the operation of our e-Commerce platform and stores. The single segment was identified based on how the Chief Operating Decision Maker, who we have determined to be our Chief Executive Officer, manages and evaluates performance and allocates resources. |
Store Pre-Opening Cost | Store Pre-Opening CostsCosts incurred in connection with the opening of new stores, store remodels or relocations are expensed as incurred in selling, general and administrative expenses in our condensed consolidated statements of operations and comprehensive income. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards during the Six-Month Period Ended July 31, 2021 In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, Simplifying the Accounting for Income Taxes. The ASU is intended to enhance and simplify aspects of the income tax accounting guidance in ASC 740 as part of the FASB’s simplification initiative. This guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2020 with early adoption permitted. Our adoption of this guidance on January 31, 2021 did not have a material impact on our condensed consolidated financial position or results of operations. |
Inventory | InventoryOur inventory is comprised solely of finished goods and is valued at the lower of moving average cost or net realizable value. We make certain assumptions regarding net realizable value in order to assess whether our inventory is recorded properly at the lower of cost or net realizable value. These assumptions are based on historical average selling price experience, current selling price information and estimated future selling price information. Physical inventory counts are conducted at least once during the year to determine actual inventory on hand and shrinkage. We accrue our estimated inventory shrinkage for the period between the last physical count and current balance sheet date. |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following (in thousands): January 30, 2021 July 31, 2021 Prepaid and other information technology expenses 3,202 5,041 Prepaid advertising 1,241 1,477 Other 8,225 7,816 Prepaid expenses and other current assets $ 12,668 $ 14,334 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment are summarized as follows (in thousands): January 30, 2021 July 31, 2021 Property and equipment, at cost Leasehold improvements $ 161,817 $ 163,549 Furniture, fixtures and equipment 98,753 99,878 Software and licenses 15,121 15,297 Construction-in-progress 3,266 5,983 278,957 284,707 Less: Accumulated depreciation and amortization (135,701) (152,910) Property and equipment, net $ 143,256 $ 131,797 |
Implementation Costs Incurred_2
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Deferred Implementation Costs | Deferred implementation costs incurred in cloud computing arrangements that are service contracts are summarized as follows (in thousands): January 30, 2021 July 31, 2021 Internal use of third party hosted software, gross $ 6,095 $ 9,178 Less: Accumulated amortization (2,245) (2,903) Internal use of third party hosted software, net $ 3,850 $ 6,275 |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued and Other Current Liabilities | Accrued and other current liabilities consist of the following (in thousands): January 30, 2021 July 31, 2021 Accrued payroll and related expenses $ 25,638 $ 34,018 Accrued inventory-in-transit 21,749 21,020 Accrued loyalty program 12,344 13,669 Accrued sales return allowance 3,863 6,047 Gift cards 9,361 7,403 Deferred revenue 1,512 1,032 Accrued sales and use tax 5,615 5,768 Accrued freight 4,937 5,292 Term loan interest payable 3,311 2,856 Accrued marketing 4,696 4,709 Accrued self-insurance liabilities 2,868 3,059 Other 14,467 14,542 Accrued and other current liabilities $ 110,361 $ 119,415 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Leases [Abstract] | |
Lease Costs and Other Supplementary Information Related to Leases | Our lease costs during the three- and six-month periods ended August 1, 2020 and July 31, 2021 consist of the following (in thousands): Three Months Ended Six Months Ended August 1, 2020 July 31, 2021 August 1, 2020 July 31, 2021 Operating (fixed) lease cost $ 11,186 $ 11,889 $ 25,653 $ 25,007 Short-term lease cost 40 20 72 30 Variable lease cost 4,492 5,535 8,850 10,296 Total lease cost $ 15,718 $ 17,444 $ 34,575 $ 35,333 Other supplementary information related to our leases is reflected in the table below (in thousands except lease term and discount rate data): Six Months Ended August 1, 2020 July 31, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 11,995 $ 30,023 Right-of-use assets obtained in exchange for new operating lease liabilities $ 2,482 $ 3,501 Decrease in right-of-use assets resulting from operating lease modifications or remeasurements $ 6,456 $ 3,439 Weighted average remaining lease term - operating leases 7 years 6 years Weighted average discount rate - operating leases 6 % 6 % |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Our revenue, disaggregated by product category, consists of the following (in thousands): Three Months Ended Six Months Ended August 1, 2020 July 31, 2021 August 1, 2020 July 31, 2021 Apparel $ 232,123 $ 310,976 $ 375,683 $ 612,093 Non-apparel 17,103 21,894 30,020 46,524 Total net sales $ 249,226 $ 332,870 $ 405,703 $ 658,617 |
Debt Financing Arrangements (Ta
Debt Financing Arrangements (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Financing Arrangements | Our debt financing arrangements consist of the following (in thousands): January 30, 2021 July 31, 2021 Existing ABL Facility, as amended $ — $ — Term loan Amended Term Loan Credit Agreement 210,700 — New Term Loan Credit Agreement — 350,000 Less: current portion of unamortized original issue discount and debt financing costs (1,494) (1,356) Less: noncurrent portion of unamortized original issue discount and debt financing costs (4,294) (7,962) Total term loan outstanding, net of unamortized original issue discount and debt financing costs 204,912 340,682 Less: current portion of term loan, net of unamortized original issue discount and debt financing costs (11,506) (11,769) Total term loan, net of current portion and unamortized original issue discount and debt financing costs $ 193,406 $ 328,913 |
Schedule of Principal Repayments of Debt | Fixed mandatory principal repayments due on the outstanding term loan are as follows as of the end of the second quarter of fiscal year 2021 (in thousands): 2021 4,375 2022 17,500 2023 17,500 2024 17,500 2025 17,500 2026 17,500 2027 17,500 2028 240,625 $ 350,000 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation Expense | Our share-based compensation expense, by award type, consists of the following (in thousands): Three Months Ended Six Months Ended August 1, 2020 July 31, 2021 August 1, 2020 July 31, 2021 Restricted stock units $ — $ 2,997 $ — $ 2,997 Restricted stock — 553 — 553 Stock options — 72 — 72 Remeasurement adjustments for incentive units 5,810 111,387 (32,705) 151,166 Total share-based compensation expense $ 5,810 $ 115,009 $ (32,705) $ 154,788 |
Restricted Stock Unit Activity | RSU activity under the 2021 LTIP consists of the following (in thousands except per share and contractual life amounts): Shares Weighted average grant date fair value per share Weighted average remaining contractual life (years) Nonvested, January 30, 2021 — Granted 366 $ 27.00 Vested (98) $ 27.00 Forfeited — $ — Nonvested, July 31, 2021 268 $ 27.00 3.6 |
Restricted Stock Activity | Restricted stock activity under the 2021 LTIP consists of the following (in thousands except per share and contractual life amounts): Shares Weighted average grant date fair value per share Weighted average remaining contractual life (years) Nonvested, January 30, 2021 — Granted 652 $ 27.00 Vested — $ — Forfeited — $ — Nonvested, July 31, 2021 652 $ 27.00 2.7 |
Stock Option Activity | Stock option activity under the 2021 LTIP consists of the following (in thousands except per share and contractual life amounts): Shares Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value Outstanding, January 30, 2021 — Granted 330 $ 21.00 Exercised — Expired / forfeited — Outstanding, July 31, 2021 330 $ 21.00 9.9 $ 775 Exercisable, July 31, 2021 — |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The weighted average grant date fair value of stock option awards granted during the three- and six-month periods ended July 31, 2021 was $11.22 per option and was estimated at the grant date using the Black-Scholes option pricing model with the following weighted average assumptions: Dividend yield — % Expected volatility (1) 56.0 % Risk-free interest rate (2) 1.10 % Expected term (3) 6.31 years Grant date fair value per share $ 21.00 (1) The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the stock options. (2) The risk-free interest rates are based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the stock options. (3) The expected term of the stock options represents the estimated period of time until exercise and is calculated using the simplified method. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Financial assets and liabilities measured at fair value on a recurring basis as of the end of fiscal year 2020 consisted of the following (in thousands): January 30, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 73,024 $ 73,024 $ — $ — Total assets $ 73,024 $ 73,024 $ — $ — Liabilities: Deferred compensation plan liability $ 6,531 $ — $ 6,531 $ — Total liabilities $ 6,531 $ — $ 6,531 $ — Financial assets and liabilities measured at fair value on a recurring basis as of the end of the second quarter of fiscal year 2021 consisted of the following (in thousands): July 31, Quoted Prices Significant Significant Assets: Money market funds (cash equivalent) $ 36,051 $ 36,051 Total assets $ 36,051 $ 36,051 $ — $ — Liabilities: Deferred compensation plan liability $ 7,521 $ — $ 7,521 $ — Total liabilities $ 7,521 $ — $ 7,521 $ — |
Basis of Presentation and Des_3
Basis of Presentation and Description of the Business (Details) $ / shares in Units, $ in Millions | Jul. 06, 2021USD ($)$ / sharesshares | Jun. 22, 2021shares | Jul. 31, 2021segmentshares | Aug. 01, 2020USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Stock split ratio, common stock | 110,000 | |||
Preferred stock, authorized (in shares) | shares | 5,000,000 | 5,000,000 | ||
Subsidiary, Sale of Stock [Line Items] | ||||
Underwriting discounts and offering costs | $ 6 | |||
Number of reportable segments | segment | 1 | |||
Pre-opening costs | $ 0.1 | |||
IPO | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of shares sold | shares | 12,650,000 | |||
Offering price (in USD per share) | $ / shares | $ 21 | |||
Net proceeds from sale of stock | $ 248.4 | |||
Over-Allotment Option | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of shares sold | shares | 1,650,000 | |||
Underwriting discounts and offering costs | $ 17.3 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 30, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid and other information technology expenses | $ 5,041 | $ 3,202 |
Prepaid advertising | 1,477 | 1,241 |
Other | 7,816 | 8,225 |
Prepaid expenses and other current assets | $ 14,334 | $ 12,668 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 30, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 284,707 | $ 278,957 |
Less: Accumulated depreciation and amortization | (152,910) | (135,701) |
Property and equipment, net | 131,797 | 143,256 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 163,549 | 161,817 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 99,878 | 98,753 |
Software and licenses | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 15,297 | 15,121 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 5,983 | $ 3,266 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 8,600,000 | $ 8,300,000 | $ 17,100,000 | $ 16,700,000 |
Impairment charges of long-lived assets | $ 0 | $ 0 | $ 0 | $ 0 |
Implementation Costs Incurred_3
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts - Deferred Implementation Costs (Details) - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 30, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Internal use of third party hosted software, gross | $ 9,178 | $ 6,095 |
Less: Accumulated amortization | (2,903) | (2,245) |
Internal use of third party hosted software, net | $ 6,275 | $ 3,850 |
Implementation Costs Incurred_4
Implementation Costs Incurred in Cloud Computing Arrangements that are Service Contracts - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||
Amortization expense | $ 0.4 | $ 0.3 | $ 0.7 | $ 0.5 |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 30, 2021 |
Accrued Expenses And Liabilities [Line Items] | ||
Accrued payroll and related expenses | $ 34,018 | $ 25,638 |
Accrued inventory-in-transit | 21,020 | 21,749 |
Accrued loyalty program | 13,669 | 12,344 |
Accrued sales return allowance | 6,047 | 3,863 |
Accrued sales and use tax | 5,768 | 5,615 |
Accrued freight | 5,292 | 4,937 |
Term loan interest payable | 2,856 | 3,311 |
Accrued marketing | 4,709 | 4,696 |
Accrued self-insurance liabilities | 3,059 | 2,868 |
Other | 14,542 | 14,467 |
Accrued and other current liabilities | 119,415 | 110,361 |
Gift cards | ||
Accrued Expenses And Liabilities [Line Items] | ||
Deferred revenue and gift cards | 7,403 | 9,361 |
Deferred revenue | ||
Accrued Expenses And Liabilities [Line Items] | ||
Deferred revenue and gift cards | $ 1,032 | $ 1,512 |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | |
Leases [Abstract] | ||||
Operating (fixed) lease cost | $ 11,889 | $ 11,186 | $ 25,007 | $ 25,653 |
Short-term lease cost | 20 | 40 | 30 | 72 |
Variable lease cost | 5,535 | 4,492 | 10,296 | 8,850 |
Total lease cost | $ 17,444 | $ 15,718 | $ 35,333 | $ 34,575 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | Jan. 30, 2021 | |
Leases [Abstract] | |||||
Deferred fixed lease payments | $ 2.2 | $ 20.6 | $ 2.2 | $ 20.6 | $ 5.8 |
Reduction to lease cost | $ 0.7 | $ 3 | $ 1 | $ 3 |
Leases - Other Supplementary In
Leases - Other Supplementary Information Related to Leases (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2021 | Aug. 01, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows for operating leases | $ 30,023 | $ 11,995 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 3,501 | 2,482 |
Decrease in right-of-use assets resulting from operating lease modifications or remeasurements | $ 3,439 | $ 6,456 |
Weighted average remaining lease term - operating leases | 6 years | 7 years |
Weighted average discount rate - operating leases | 6.00% | 6.00% |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 332,870 | $ 249,226 | $ 658,617 | $ 405,703 |
Apparel | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 310,976 | 232,123 | 612,093 | 375,683 |
Non-apparel | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 21,894 | $ 17,103 | $ 46,524 | $ 30,020 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jul. 31, 2021 | Aug. 01, 2020 | |
Loyalty Program | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | $ 9 | $ 6.5 |
Gift cards | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | $ 4 | $ 3.4 |
Loyalty Program (Details)
Loyalty Program (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | Jan. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |||||
Unredeemed points, expiration period | 13 months | ||||
Unredeemed awards, expiration period | 45 days | ||||
Accrued loyalty program | $ 13,669 | $ 13,669 | $ 12,344 | ||
Reduction in net sales | $ 300 | $ 300 | $ 1,300 | $ 1,900 |
Related Party Transactions - Se
Related Party Transactions - Services Agreements with Hot Topic (Details) - USD ($) $ in Thousands | Aug. 01, 2019 | Mar. 21, 2019 | Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | Jan. 30, 2021 |
Related Party Transaction [Line Items] | |||||||
Cost of goods sold | $ 183,150 | $ 169,245 | $ 363,965 | $ 284,780 | |||
Selling, general and administrative expenses | 179,041 | 50,493 | 288,954 | 57,351 | |||
Prepaid expenses and other current assets | 14,334 | 14,334 | $ 12,668 | ||||
Affiliated Entity | Amended and Restated Services Agreement with Hot Topic | |||||||
Related Party Transaction [Line Items] | |||||||
Agreement term | 3 years | ||||||
Affiliated Entity | Information Technology Services with Hot Topic | |||||||
Related Party Transaction [Line Items] | |||||||
Agreement term | 3 years | ||||||
Total costs | 800 | 700 | 1,700 | 1,400 | |||
Affiliated Entity | Various Services with Hot Topic | |||||||
Related Party Transaction [Line Items] | |||||||
Total costs | 1,900 | 3,600 | 3,800 | 7,300 | |||
Cost of goods sold | 1,300 | 2,900 | 2,500 | 6,000 | |||
Selling, general and administrative expenses | 600 | $ 700 | 1,300 | $ 1,300 | |||
Due to related parties | 700 | 700 | 0 | ||||
Affiliated Entity | Pass-Through Expenses With Hot Topic | |||||||
Related Party Transaction [Line Items] | |||||||
Due to related parties | $ 1,400 | $ 1,400 | |||||
Prepaid expenses and other current assets | $ 400 |
Related Party Transactions - IT
Related Party Transactions - IT Asset Purchase Agreement with Hot Topic (Details) - Hot Topic $ in Millions | Aug. 01, 2019USD ($) |
Related Party Transaction [Line Items] | |
Asset purchase agreement, purchase price | $ 29.5 |
Assets acquired | 3.5 |
Information Technology-Related Obligations and Personnel | |
Related Party Transaction [Line Items] | |
Assets acquired | 1.4 |
Liabilities transferred | $ 0.1 |
Related Party Transactions - Pr
Related Party Transactions - Promissory Notes Receivable from Parent (Details) - USD ($) $ in Millions | Jun. 14, 2021 | Nov. 26, 2019 | Aug. 01, 2019 | Jul. 31, 2019 | Jun. 14, 2019 | Jun. 06, 2019 | Dec. 20, 2018 | Jan. 30, 2021 |
Hot Topic | Senior Notes | ||||||||
Related Party Transaction [Line Items] | ||||||||
Stated interest rate | 9.25% | |||||||
$61.4M Promissory Note Receivable from Torrid Holding LLC | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Notes receivable | $ 61.4 | $ 61.4 | ||||||
Annual interest rate on related party note receivable | 3.06% | |||||||
Accrued interest | 4 | |||||||
$20M Promissory Note Receivable from Torrid Holding LLC | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Notes receivable | $ 20 | 20 | ||||||
Annual interest rate on related party note receivable | 2.78% | |||||||
Accrued interest | 0.9 | |||||||
$10M Promissory Note Receivable from Torrid Holding LLC | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Notes receivable | $ 10 | 10 | ||||||
Annual interest rate on related party note receivable | 2.78% | |||||||
Accrued interest | 0.5 | |||||||
$214.6M Promissory Note Receivable from Torrid Holding LLC | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Notes receivable | $ 214.6 | 214.6 | ||||||
Annual interest rate on related party note receivable | 1.87% | |||||||
Accrued interest | $ 1.4 | 6.1 | ||||||
Purchase of Senior Participating Preferred Stock from HTI | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Payments to acquire investments | $ 1.2 | $ 213.2 | ||||||
$1.2M Promissory Note Receivable from Torrid Holding LLC | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Notes receivable | $ 1.2 | 1.2 | ||||||
Annual interest rate on related party note receivable | 1.87% | |||||||
$12M Promissory Note Receivable from Torrid Holding LLC | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Notes receivable | $ 12 | 12 | ||||||
Annual interest rate on related party note receivable | 1.59% | |||||||
Accrued interest | $ 0.2 | |||||||
$300M Promissory Note Receivable from Torrid Holding LLC | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Notes receivable | $ 300 | |||||||
Annual interest rate on related party note receivable | 1.02% |
Related Party Transactions - Sp
Related Party Transactions - Sponsor Advisory Services Agreement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | Jan. 30, 2021 | |
Related Party Transaction [Line Items] | |||||
Payments to related parties | $ 2,715 | $ 554 | |||
Affiliated Entity | Strategic Planning and Other Related Services with Sycamore | |||||
Related Party Transaction [Line Items] | |||||
Due to related parties | $ 0 | 0 | $ 0 | ||
Payments to related parties | 0 | $ 0 | 0 | 0 | |
Affiliated Entity | Reimbursement for Management Expenses with Sycamore | |||||
Related Party Transaction [Line Items] | |||||
Due to related parties | $ 0 | $ 0 | |||
Reimbursements | $ 0 | $ 0 |
Related Party Transactions - Ot
Related Party Transactions - Other Related Party Transactions (Details) - USD ($) $ in Thousands | Aug. 01, 2019 | Jun. 14, 2019 | Sep. 30, 2020 | Apr. 30, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | May 31, 2021 | Jul. 31, 2021 | Aug. 01, 2020 | Jan. 30, 2021 | Jul. 31, 2019 |
Affiliated Entity | Purchase of Senior Participating Preferred Stock from HTI | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Payments to acquire investments | $ 1,200 | $ 213,200 | |||||||||
Affiliated Entity | $214.6M Promissory Note Receivable from Torrid Holding LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notes receivable | $ 214,600 | $ 214,600 | |||||||||
Accrued interest | 6,100 | $ 1,400 | |||||||||
Affiliated Entity | Purchase of Supplies from MGF Sourcing US, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Purchases | $ 15,200 | $ 9,900 | $ 32,100 | $ 18,600 | |||||||
Due to related parties | 8,400 | 8,400 | 8,000 | ||||||||
Affiliated Entity | Purchase of Supplies from HU Merchandising, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Purchases | 300 | $ 100 | 500 | $ 200 | |||||||
Due to related parties | $ 200 | $ 200 | $ 100 | ||||||||
Affiliated Entity | Equity Funding from Sycamore | Maximum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Equity funding commitment | $ 20,000 | $ 20,000 | |||||||||
Management | Consulting Services Agreement with CFO | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Monthly consulting fee | $ 10 |
Debt Financing Arrangements - S
Debt Financing Arrangements - Schedule (Details) - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 30, 2021 |
Debt Instrument [Line Items] | ||
Less: current portion of term loan, net of unamortized original issue discount and debt financing costs | $ (11,769) | $ (11,506) |
Total term loan, net of current portion and unamortized original issue discount and debt financing costs | 328,913 | 193,406 |
Line of Credit | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total | 0 | 0 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Term loan | 350,000 | |
Less: current portion of unamortized original issue discount and debt financing costs | (1,356) | (1,494) |
Less: noncurrent portion of unamortized original issue discount and debt financing costs | (7,962) | (4,294) |
Total | 340,682 | 204,912 |
Less: current portion of term loan, net of unamortized original issue discount and debt financing costs | (11,769) | (11,506) |
Total term loan, net of current portion and unamortized original issue discount and debt financing costs | 328,913 | 193,406 |
Term Loan | Amended Term Loan Credit Agreement | ||
Debt Instrument [Line Items] | ||
Term loan | 0 | 210,700 |
Term Loan | New Term Loan Credit Agreement | ||
Debt Instrument [Line Items] | ||
Term loan | 350,000 | $ 0 |
Total | $ 340,700 |
Debt Financing Arrangements - M
Debt Financing Arrangements - Maturity (Details) - Term Loan $ in Thousands | Jul. 31, 2021USD ($) |
Debt Instrument [Line Items] | |
2021 | $ 4,375 |
2022 | 17,500 |
2023 | 17,500 |
2024 | 17,500 |
2025 | 17,500 |
2026 | 17,500 |
2027 | 17,500 |
2028 | 240,625 |
Total | $ 350,000 |
Debt Financing Arrangements - N
Debt Financing Arrangements - New Term Loan Credit Agreement (Details) - USD ($) | Jun. 14, 2021 | Jul. 31, 2021 | Jul. 31, 2021 | Aug. 01, 2020 | Jan. 30, 2021 |
Debt Instrument [Line Items] | |||||
Financing costs paid | $ 688,000 | $ 0 | |||
Cash distributions from borrowings | $ 131,700,000 | ||||
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 6.00% | 6.00% | |||
Outstanding borrowing | $ 340,682,000 | $ 340,682,000 | $ 204,912,000 | ||
Term Loan | New Term Loan Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Aggregate amount of debt | 350,000,000 | ||||
OID | 3,500,000 | ||||
Financing costs paid | 6,000,000 | ||||
Proceeds from issuance of long-term debt | $ 346,500,000 | ||||
Repayment of principal, percentage | 1.25% | ||||
Prepayment of principal, period | 102 days | ||||
Cash flow threshold | $ 10,000,000 | ||||
Outstanding borrowing | 340,700,000 | 340,700,000 | |||
Interest expense | 2,900,000 | 2,900,000 | |||
OIF and financing costs | $ 200,000 | $ 200,000 | |||
Debt term | 7 years | ||||
Term Loan | New Term Loan Credit Agreement | Minimum | |||||
Debt Instrument [Line Items] | |||||
Prepayment of principal, percentage | 0.00% | ||||
Penalty, percentage | 1.00% | ||||
Term Loan | New Term Loan Credit Agreement | Maximum | |||||
Debt Instrument [Line Items] | |||||
Prepayment of principal, percentage | 50.00% | ||||
Penalty, percentage | 2.00% | ||||
Term Loan | New Term Loan Credit Agreement | Fed Funds Effective Rate | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 0.50% | ||||
Term Loan | New Term Loan Credit Agreement | Fed Funds Effective Rate | Minimum | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate floor | 1.75% | ||||
Term Loan | New Term Loan Credit Agreement | Prime Rate | Minimum | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate floor | 1.75% | ||||
Term Loan | New Term Loan Credit Agreement | LIBOR | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 1.00% | ||||
Term Loan | New Term Loan Credit Agreement | LIBOR | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 5.50% | ||||
Term Loan | New Term Loan Credit Agreement | LIBOR | Minimum | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate floor | 1.75% | ||||
Term Loan | New Term Loan Credit Agreement | LIBOR | Minimum | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Interest rate floor | 0.75% | ||||
Term Loan | New Term Loan Credit Agreement | Base Rate | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 4.50% | ||||
Term Loan | New Term Loan Credit Agreement | Base Rate | Minimum | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Interest rate floor | 0.75% |
Debt Financing Arrangements - T
Debt Financing Arrangements - Term Loan Credit Agreement (Details) | Jun. 14, 2021USD ($) | Sep. 17, 2020USD ($) | Aug. 01, 2019USD ($) | Jun. 14, 2019USD ($) | Sep. 30, 2020USD ($) | Jan. 29, 2022 | Oct. 30, 2021USD ($) | Jul. 31, 2021USD ($) | May 01, 2021USD ($) | Jan. 30, 2021USD ($) | Oct. 31, 2020USD ($) | Aug. 01, 2020USD ($) | May 02, 2020 | Feb. 01, 2020 | Nov. 02, 2019 | Jul. 31, 2021USD ($) | Aug. 01, 2020USD ($) |
Debt Instrument [Line Items] | |||||||||||||||||
Financing costs paid | $ 688,000 | $ 0 | |||||||||||||||
Write off of unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | 5,231,000 | 0 | |||||||||||||||
Purchase of Senior Participating Preferred Stock from HTI | Affiliated Entity | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Payments to acquire investments | $ 1,200,000 | $ 213,200,000 | |||||||||||||||
Parent | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Cash distributions | 10,000,000 | ||||||||||||||||
Hot Topic | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Asset purchase agreement, purchase price | $ 29,500,000 | ||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Aggregate amount of debt | $ 260,000,000 | ||||||||||||||||
OID | $ 2,900,000 | ||||||||||||||||
Percentage of principal amount repaid, first four fiscal quarters | 0.75% | ||||||||||||||||
Percentage of principal amount repaid, eight fiscal quarters thereafter | 1.25% | ||||||||||||||||
Percentage of principal amount repaid, ten fiscal quarters thereafter | 1.875% | ||||||||||||||||
Prepayment of principal, period | 102 days | ||||||||||||||||
Cash flow threshold | $ 2,000,000 | ||||||||||||||||
Excess cash flow | $ 2,000,000 | ||||||||||||||||
Percentage of difference in capital expenditure and prior year Adjusted EBITDA to be applied to increase the maximum threshold in next fiscal year | 50.00% | ||||||||||||||||
Interest expense | $ 6,900,000 | $ 3,400,000 | 11,000,000 | 8,900,000 | |||||||||||||
OIF and financing costs | $ 200,000 | $ 200,000 | 400,000 | $ 600,000 | |||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Minimum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Prepayment of principal, percentage | 25.00% | ||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Maximum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Prepayment of principal, percentage | 75.00% | ||||||||||||||||
Total debt to Adjusted EBITDA | 2.10 | 2.35 | 2.50 | 3.10 | 3.35 | 3.35 | 3.35 | 3.60 | |||||||||
Cash and cash equivalents on-hand excluded from total debt calculation | $ 30,000,000 | $ 40,000,000 | $ 20,000,000 | $ 20,000,000 | $ 30,000,000 | ||||||||||||
Capital expenditures limit | 37.50% | ||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Maximum | Forecast | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Total debt to Adjusted EBITDA | 1.85 | 2.10 | |||||||||||||||
Cash and cash equivalents on-hand excluded from total debt calculation | $ 20,000,000 | ||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Fed Funds Effective Rate | Base Rate | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Basis spread on variable rate (as a percent) | 0.50% | ||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | LIBOR | Base Rate | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Basis spread on variable rate (as a percent) | 1.00% | ||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | LIBOR | Minimum | LIBOR | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Basis spread on variable rate (as a percent) | 6.75% | ||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | LIBOR | Maximum | LIBOR | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Basis spread on variable rate (as a percent) | 7.00% | ||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Base Rate | Minimum | LIBOR | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Basis spread on variable rate (as a percent) | 5.75% | ||||||||||||||||
Amended Term Loan Credit Agreement | Term Loan | Base Rate | Maximum | LIBOR | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Basis spread on variable rate (as a percent) | 6.00% | ||||||||||||||||
Term Loan Credit Agreement | Term Loan | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Financing costs paid | 3,600,000 | ||||||||||||||||
Proceeds from issuance of long-term debt | $ 257,100,000 | ||||||||||||||||
Term Loan | Amended Term Loan Credit Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Payment of long-term debt | $ 207,500,000 | $ 35,000,000 | |||||||||||||||
Amendment fee | 500,000 | ||||||||||||||||
Interest payments | 1,200,000 | $ 200,000 | |||||||||||||||
Prepayment penalty | 2,100,000 | ||||||||||||||||
Write off of unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | 5,200,000 | ||||||||||||||||
Prepayment penalty incurred | $ 2,100,000 |
Debt Financing Arrangements -_2
Debt Financing Arrangements - Senior Secured Asset-Based Revolving Credit Facility (Details) - USD ($) | Jun. 14, 2021 | Mar. 31, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | Nov. 04, 2017 | Jul. 31, 2021 | Aug. 01, 2020 | Feb. 01, 2020 | Jan. 30, 2021 | Jun. 14, 2019 | Oct. 23, 2017 | May 31, 2015 |
Line of Credit Facility [Line Items] | ||||||||||||
Maximum restricted payment | $ 123,000,000 | $ 123,000,000 | ||||||||||
Standby letters of credit issued and outstanding | $ 4,500,000 | 4,500,000 | $ 4,500,000 | |||||||||
Write off of unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | $ 5,231,000 | $ 0 | ||||||||||
Revolving Credit Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Maximum borrowing capacity | $ 150,000,000 | $ 70,000,000 | $ 100,000,000 | $ 50,000,000 | ||||||||
Additional borrowing capacity | $ 50,000,000 | $ 30,000,000 | ||||||||||
Percentage of eligible credit card receivables | 90.00% | |||||||||||
Percentage of appraised net orderly liquidation value of eligible inventory | 90.00% | |||||||||||
Maximum borrowing capacity including additional commitments | $ 200,000,000 | |||||||||||
Interest rate at end of period | 4.00% | 4.00% | ||||||||||
Fixed charge coverage ratio | 1 | |||||||||||
Percentage of the loan cap | 10.00% | |||||||||||
Availability | $ 145,500,000 | $ 145,500,000 | $ 65,500,000 | |||||||||
Borrowings | $ 50,000,000 | |||||||||||
Repayments | $ 50,000,000 | |||||||||||
Interest payments | 100,000 | $ 200,000 | 200,000 | $ 500,000 | ||||||||
Revolving Credit Facility | Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Financing costs incurred | 700,000 | $ 500,000 | ||||||||||
Write off of unamortized original issue discount and deferred financing costs for Amended Term Loan Credit Agreement | $ 100,000 | |||||||||||
Unamortized financing costs | $ 100,000 | $ 100,000 | ||||||||||
Debt term | 5 years | |||||||||||
Revolving Credit Facility | Minimum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Unutilized commitment, commitment fee percentage | 0.25% | |||||||||||
Fixed charge coverage ratio | 1 | |||||||||||
Specified availability | $ 7,000,000 | |||||||||||
Percentage of availability to maximum borrowing amount on pro forma basis and pro forma compliant | 15.00% | |||||||||||
Percentage of availability to maximum borrowing amount on pro forma basis | 20.00% | |||||||||||
Revolving Credit Facility | Maximum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Percentage of appraised net orderly liquidation value of eligible inventory | 92.50% | |||||||||||
Unutilized commitment, commitment fee percentage | 0.375% | |||||||||||
Revolving Credit Facility | Fed Funds Effective Rate | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate (as a percent) | 0.50% | |||||||||||
Revolving Credit Facility | LIBOR | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate (as a percent) | 1.00% | |||||||||||
Revolving Credit Facility | Adjusted LIBOR | Minimum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate (as a percent) | 1.25% | |||||||||||
Revolving Credit Facility | Adjusted LIBOR | Maximum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||||||||
Revolving Credit Facility | Base Rate | Minimum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate (as a percent) | 0.25% | |||||||||||
Revolving Credit Facility | Base Rate | Maximum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate (as a percent) | 0.75% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | Aug. 01, 2019 | Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | Jan. 30, 2021 |
Income Tax Disclosure [Abstract] | ||||||
Benefit from income taxes | $ (91,547) | $ (2,943) | $ (83,493) | $ (1,391) | ||
Effective tax rate | 173.50% | (21.30%) | 262.70% | (5.00%) | ||
Income taxes receivable | $ 87,061 | $ 87,061 | $ 0 | |||
Unrecognized tax benefits | 2,800 | 2,800 | 2,400 | |||
Unrecognized tax benefits, net | 2,300 | 2,300 | $ 2,000 | |||
Decrease in unrecognized tax benefits is reasonably possible | 200 | 200 | ||||
Decrease in unrecognized tax benefits is reasonably possible, net | 200 | 200 | ||||
Asset Acquisition [Line Items] | ||||||
Share-based compensation expense | 115,009 | $ 5,810 | 154,788 | $ (32,705) | ||
Hot Topic | ||||||
Asset Acquisition [Line Items] | ||||||
Asset purchase agreement, purchase price | $ 29,500 | |||||
Amortizable basis, period | 3 years | |||||
Difference in net book value and tax amortizable basis of assets acquired | $ 26,000 | |||||
Net book value of assets acquired | 3,500 | |||||
Tax amortizable basis | 29,500 | |||||
Deferred tax | $ 6,700 | |||||
Incentive units | ||||||
Asset Acquisition [Line Items] | ||||||
Share-based compensation expense | $ 111,387 | $ 5,810 | $ 151,166 | $ (32,705) |
Share-Based Compensation - Shar
Share-Based Compensation - Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 115,009 | $ 5,810 | $ 154,788 | $ (32,705) |
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 2,997 | 0 | 2,997 | 0 |
Restricted stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 553 | 0 | 553 | 0 |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 72 | 0 | 72 | 0 |
Incentive units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 111,387 | $ 5,810 | $ 151,166 | $ (32,705) |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | Jul. 06, 2021 | Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 115,009 | $ 5,810 | $ 154,788 | $ (32,705) | |
Incentive units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares issued, net of forfeitures | 13,660,000 | ||||
Share-based compensation expense | 111,387 | 5,810 | $ 151,166 | (32,705) | |
Number of shares exchanged | 13,353,122 | ||||
RSU | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | 2,997 | 0 | $ 2,997 | 0 | |
Number of shares granted | 366,000 | ||||
Award vesting period | 4 years | ||||
Unrecognized share-based compensation expense | $ 17,100 | $ 17,100 | |||
Unvested awards, weighted average period for recognition | 3 years 7 months 6 days | ||||
Vesting date fair value | $ 2,600 | ||||
RSU | Fully vested on grant date | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage | 50.00% | ||||
RSU | Vest in equal installments on first, second and third anniversaries of date of grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage | 50.00% | ||||
RSU | Management | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 2,800 | ||||
Number of shares granted | 5,700,000 | ||||
Award vesting period | 3 years | ||||
RSU | Management | Fully vested on grant date | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage | 50.00% | ||||
RSU | Management | Vest in equal installments on first, second and third anniversaries of date of grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage | 50.00% | ||||
Restricted stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 553 | 0 | $ 553 | 0 | |
Number of shares granted | 652,000 | ||||
Unrecognized share-based compensation expense | $ 7,100 | $ 7,100 | |||
Unvested awards, weighted average period for recognition | 2 years 8 months 12 days | ||||
Restricted stock | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 2 years | ||||
Restricted stock | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 4 years | ||||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 72 | $ 0 | $ 72 | $ 0 | |
Award vesting period | 4 years | ||||
Unrecognized share-based compensation expense | $ 3,600 | $ 3,600 | |||
Unvested awards, weighted average period for recognition | 4 years | ||||
Award expiration period | 10 years | ||||
2021 Long-Term Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 10,687,500 | 10,687,500 | |||
2021 Employee Stock Purchase Plan | Employee stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 3,650,000 | 3,650,000 | |||
Maximum contribution as percentage of base earnings | 15.00% | 15.00% | |||
Purchase price (as a percent) | 85.00% |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Stock Unit Activity (Details) - RSU shares in Thousands | 6 Months Ended |
Jul. 31, 2021$ / sharesshares | |
Shares | |
Nonvested, January 30, 2021 (in shares) | 0 |
Granted (in shares) | 366 |
Vested (in shares) | (98) |
Forfeited (in shares) | 0 |
Nonvested, July 31, 2021 (in shares) | 268 |
Weighted average grant date fair value per share | |
Granted (in USD per share) | $ / shares | $ 27 |
Vested (in USD per share) | $ / shares | 27 |
Forfeited (in USD per share) | $ / shares | 0 |
Nonvested, July 31, 2021 (in USD per share) | $ / shares | $ 27 |
Weighted average remaining contractual life (years) | 3 years 7 months 6 days |
Share-Based Compensation - Re_2
Share-Based Compensation - Restricted Stock Activity (Details) - Restricted stock shares in Thousands | 6 Months Ended |
Jul. 31, 2021$ / sharesshares | |
Shares | |
Nonvested, January 30, 2021 (in shares) | 0 |
Granted (in shares) | 652 |
Vested (in shares) | 0 |
Forfeited (in shares) | 0 |
Nonvested, July 31, 2021 (in shares) | 652 |
Weighted average grant date fair value per share | |
Granted (in USD per share) | $ / shares | $ 27 |
Vested (in USD per share) | $ / shares | 0 |
Forfeited (in USD per share) | $ / shares | 0 |
Nonvested, July 31, 2021 (in USD per share) | $ / shares | $ 27 |
Weighted average remaining contractual life (years) | 2 years 8 months 12 days |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended |
Jul. 31, 2021USD ($)$ / sharesshares | |
Shares | |
Outstanding, January 30, 2021 (in shares) | 0 |
Granted (in shares) | 330 |
Exercised (in shares) | 0 |
Expired / forfeited (in shares) | 0 |
Outstanding, July 31, 2021 (in shares) | 330 |
Exercisable, July 31, 201 (in shares) | 0 |
Weighted average exercise price per share | |
Granted (in USD per share) | $ / shares | $ 21 |
Outstanding, July 31, 2021 (in USD per share) | $ / shares | $ 21 |
Stock Options Additional Disclosures | |
Weighted average remaining contractual life (years) | 9 years 10 months 24 days |
Aggregate intrinsic value | $ | $ 775 |
Share-Based Compensation - St_2
Share-Based Compensation - Stock Option Activity, Valuation Assumptions (Details) - $ / shares | 3 Months Ended | 6 Months Ended |
Jul. 31, 2021 | Jul. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | ||
Weighted average grant date fair value per share (in USD per share) | $ 11.22 | $ 11.22 |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0.00% | |
Expected Volatility | 56.00% | |
Risk-free interest rate | 1.10% | |
Expected term | 6 years 3 months 21 days | |
Grant date fair value per share (in USD per share) | $ 21 |
Stockholder_s Deficit (Details)
Stockholder’s Deficit (Details) | Jun. 22, 2021shares | Jul. 31, 2021$ / sharesshares | Jan. 30, 2021$ / sharesshares |
Equity [Abstract] | |||
Common stock, authorized (in shares) | 1,000,000,000 | 1,000,000,000 | |
Common stock, par value (in USD per share) | $ / shares | $ 0.01 | $ 0.01 | |
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 | |
Preferred stock, par value (in USD per share) | $ / shares | $ 0.01 | ||
Common stock, issued (in shares) | 110,056,473 | 110,000,000 | |
Common stock, outstanding (in shares) | 110,056,473 | 110,000,000 | |
Preferred stock, issued (in shares) | 0 | ||
Preferred stock, outstanding (in shares) | 0 | ||
Stock split ratio, common stock | 110,000 |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | |
Earnings Per Share [Abstract] | ||||
Potentially dilutive common share equivalents outstanding (in shares) | 0.6 | 0 | 0.6 | 0 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 30, 2021 |
Assets: | ||
Total assets | $ 36,051 | $ 73,024 |
Liabilities: | ||
Deferred compensation plan liability | 7,521 | 6,531 |
Total liabilities | 7,521 | 6,531 |
Money market funds (cash equivalent) | ||
Assets: | ||
Money market funds (cash equivalent) | 36,051 | 73,024 |
Quoted Prices in Active Markets for Identical Items (Level 1) | ||
Assets: | ||
Total assets | 36,051 | 73,024 |
Liabilities: | ||
Deferred compensation plan liability | 0 | 0 |
Total liabilities | 0 | 0 |
Quoted Prices in Active Markets for Identical Items (Level 1) | Money market funds (cash equivalent) | ||
Assets: | ||
Money market funds (cash equivalent) | 36,051 | 73,024 |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total assets | 0 | 0 |
Liabilities: | ||
Deferred compensation plan liability | 7,521 | 6,531 |
Total liabilities | 7,521 | 6,531 |
Significant Other Observable Inputs (Level 2) | Money market funds (cash equivalent) | ||
Assets: | ||
Money market funds (cash equivalent) | 0 | |
Significant Unobservable Inputs (Level 3 | ||
Assets: | ||
Total assets | 0 | 0 |
Liabilities: | ||
Deferred compensation plan liability | 0 | 0 |
Total liabilities | 0 | 0 |
Significant Unobservable Inputs (Level 3 | Money market funds (cash equivalent) | ||
Assets: | ||
Money market funds (cash equivalent) | $ 0 |
Private Label Credit Card (Deta
Private Label Credit Card (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Aug. 01, 2020 | Jul. 31, 2021 | Aug. 01, 2020 | |
Receivables [Abstract] | ||||
Marketing and promotional funds | $ 4.6 | $ 2.6 | $ 9.3 | $ 4.9 |
Deferred Compensation Plan (Det
Deferred Compensation Plan (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2021 | Jan. 30, 2021 | |
Compensation Related Costs [Abstract] | ||
Percentage of maximum annual deferral | 80.00% | |
Percentage of annual earned bonus eligible for contribution | 100.00% | |
Percentage of contributions vested from outset | 100.00% | |
Percentage of eligible contributions | 4.00% | |
Deferred compensation plan assets | $ 0 | $ 0 |
Deferred compensation plan liabilities | $ 7,521 | $ 6,531 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jul. 31, 2021USD ($) | Jul. 31, 2021USD ($)hour | Aug. 01, 2020USD ($) | |
Retirement Benefits [Abstract] | |||
Defined Contribution Plan, Tax Status [Extensible Enumeration] | us-gaap:QualifiedPlanMember | ||
Required number of hours | hour | 200 | ||
Age requirement | 21 years | ||
Percentage of maximum employee contribution | 80.00% | ||
Employer matching contribution, percent of match | 50.00% | ||
Employer matching contribution, percent of participants' eligible contribution | 4.00% | ||
Contributions | $ | $ 0.2 | $ 0.3 | $ 0.1 |