Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Apr. 03, 2021 | May 07, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Apr. 3, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | LESL | |
Entity Registrant Name | LESLIE’S, INC. | |
Entity Central Index Key | 0001821806 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --10-02 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 187,918,474 | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-39667 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-8397425 | |
Entity Address, Address Line One | 2005 East Indian School Road | |
Entity Address, City or Town | Phoenix | |
Entity Address, State or Province | AZ | |
Entity Address, Postal Zip Code | 85016 | |
City Area Code | (602) | |
Local Phone Number | 366-3999 | |
Title of 12(b) Security | Common stock, par value $0.001 per share | |
Security Exchange Name | NASDAQ |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Apr. 03, 2021 | Oct. 03, 2020 | Mar. 28, 2020 |
Current assets | |||
Cash and cash equivalents | $ 90,328 | $ 157,072 | $ 11,934 |
Accounts and other receivables, net | 41,733 | 31,481 | 30,924 |
Inventories | 277,860 | 148,966 | 244,662 |
Prepaid expenses and other current assets | 58,331 | 34,614 | 41,609 |
Total current assets | 468,252 | 372,133 | 329,129 |
Property and equipment, net | 63,632 | 66,391 | 72,169 |
Operating lease right-of-use assets | 181,581 | 177,655 | 200,746 |
Goodwill and other intangibles, net | 127,851 | 121,186 | 122,213 |
Deferred tax assets | 15,293 | 6,583 | |
Other assets | 2,302 | 2,490 | 1,270 |
Total assets | 858,911 | 746,438 | 725,527 |
Current liabilities | |||
Accounts payable | 181,524 | 92,372 | 143,197 |
Accrued expenses | 82,338 | 101,167 | 67,091 |
Operating lease liabilities | 55,395 | 54,459 | 59,721 |
Income taxes payable | 1,857 | ||
Current portion of long-term debt | 8,100 | 8,341 | 8,341 |
Total current liabilities | 327,357 | 258,196 | 278,350 |
Deferred tax liabilities | 4,273 | ||
Operating lease liabilities, noncurrent | 130,496 | 130,234 | 151,059 |
Long-term debt, net | 789,339 | 1,179,550 | 1,234,003 |
Other long-term liabilities | 2,729 | 5,457 | 5 |
Total liabilities | 1,249,921 | 1,573,437 | 1,667,690 |
Commitments and contingencies | |||
Stockholders’ deficit | |||
Common stock, $0.001 par value, 1,000,000,000 shares authorized and 186,884,621 issued and outstanding as of April 3, 2021 and 156,500,000 shares authorized, issued and outstanding as of October 3, 2020 and March 28, 2020, respectively. | 187 | 157 | 157 |
Additional paid in capital (deficit) | 194,605 | (278,063) | (278,653) |
Retained deficit | (585,802) | (549,093) | (663,667) |
Total stockholders’ deficit | (391,010) | (826,999) | (942,163) |
Total liabilities and stockholders’ deficit | $ 858,911 | $ 746,438 | $ 725,527 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Apr. 03, 2021 | Oct. 03, 2020 | Mar. 28, 2020 |
Statement Of Financial Position [Abstract] | |||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 156,500,000 | 156,500,000 |
Common stock, shares issued | 186,884,621 | 156,500,000 | 156,500,000 |
Common stock, shares outstanding | 186,884,621 | 156,500,000 | 156,500,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 03, 2021 | Mar. 28, 2020 | Apr. 03, 2021 | Mar. 28, 2020 | |
Income Statement [Abstract] | ||||
Sales | $ 192,441 | $ 126,377 | $ 337,447 | $ 249,355 |
Cost of merchandise and services sold | 120,758 | 86,464 | 214,049 | 168,364 |
Gross profit | 71,683 | 39,913 | 123,398 | 80,991 |
Selling, general and administrative expenses | 70,374 | 56,048 | 147,863 | 115,769 |
Operating income (loss) | 1,309 | (16,135) | (24,465) | (34,778) |
Other expense: | ||||
Interest expense | 8,126 | 22,709 | 19,642 | 45,126 |
Loss on debt extinguishment | 1,888 | 9,169 | ||
Other expenses, net | 1,057 | 187 | 1,057 | 324 |
Total other expense | 11,071 | 22,896 | 29,868 | 45,450 |
Loss before taxes | (9,762) | (39,031) | (54,333) | (80,228) |
Income tax benefit | (3,310) | (9,205) | (17,624) | (24,215) |
Net loss | $ (6,452) | $ (29,826) | $ (36,709) | $ (56,013) |
Net loss per share | ||||
Basic and diluted | $ (0.03) | $ (0.19) | $ (0.20) | $ (0.36) |
Weighted average shares outstanding | ||||
Basic and diluted | 186,810 | 156,500 | 181,900 | 156,500 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect Period of Adoption Adjustment | Common Stock | Additional Paid in Capital (Deficit) | Retained Deficit | Retained DeficitCumulative Effect Period of Adoption Adjustment |
Beginning Balance at Sep. 28, 2019 | $ (887,357) | $ 12 | $ 157 | $ (279,848) | $ (607,666) | $ 12 |
Beginning Balance, Shares at Sep. 28, 2019 | 156,500 | |||||
Equity-based compensation | 1,195 | 1,195 | ||||
Net loss | (56,013) | (56,013) | ||||
Ending Balance at Mar. 28, 2020 | (942,163) | $ 157 | (278,653) | (663,667) | ||
Ending Balance, Shares at Mar. 28, 2020 | 156,500 | |||||
Beginning Balance at Dec. 28, 2019 | (912,935) | $ 157 | (279,251) | (633,841) | ||
Beginning Balance, Shares at Dec. 28, 2019 | 156,500 | |||||
Equity-based compensation | 598 | 598 | ||||
Net loss | (29,826) | (29,826) | ||||
Ending Balance at Mar. 28, 2020 | (942,163) | $ 157 | (278,653) | (663,667) | ||
Ending Balance, Shares at Mar. 28, 2020 | 156,500 | |||||
Beginning Balance at Oct. 03, 2020 | (826,999) | $ 157 | (278,063) | (549,093) | ||
Beginning Balance, Shares at Oct. 03, 2020 | 156,500 | |||||
Issuance of shares under stock incentive plans, Shares | 385 | |||||
Issuance of common stock upon initial public offering, net of offering costs | 458,587 | $ 30 | 458,557 | |||
Issuance of common stock upon initial public offering, net of offering costs, Shares | 30,000 | |||||
Equity-based compensation | 14,111 | 14,111 | ||||
Net loss | (36,709) | (36,709) | ||||
Ending Balance at Apr. 03, 2021 | (391,010) | $ 187 | 194,605 | (585,802) | ||
Ending Balance, Shares at Apr. 03, 2021 | 186,885 | |||||
Beginning Balance at Jan. 02, 2021 | (386,410) | $ 187 | 192,753 | (579,350) | ||
Beginning Balance, Shares at Jan. 02, 2021 | 186,619 | |||||
Issuance of shares under stock incentive plans, Shares | 266 | |||||
Issuance of common stock upon initial public offering, net of offering costs | (99) | (99) | ||||
Equity-based compensation | 1,951 | 1,951 | ||||
Net loss | (6,452) | (6,452) | ||||
Ending Balance at Apr. 03, 2021 | $ (391,010) | $ 187 | $ 194,605 | $ (585,802) | ||
Ending Balance, Shares at Apr. 03, 2021 | 186,885 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Operating Activities | ||
Net loss | $ (36,709) | $ (56,013) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 12,858 | 14,088 |
Equity-based compensation | 14,111 | 1,195 |
Amortization of deferred financing costs and debt discounts | 1,134 | 1,685 |
Provision for doubtful accounts | 64 | 149 |
Deferred income taxes | (8,711) | 3,033 |
(Gain) loss on disposition of assets | (1,753) | 470 |
Loss on debt extinguishment | 9,169 | |
Changes in operating assets and liabilities: | ||
Accounts and other receivables | (10,316) | (11,046) |
Inventories | (127,814) | (93,933) |
Prepaid expenses and other current assets | (23,473) | (20,063) |
Other assets | 228 | 150 |
Accounts payable and accrued expenses | 64,332 | 50,829 |
Income taxes payable | (1,857) | (6,713) |
Operating lease assets and liabilities, net | (2,728) | 10,034 |
Net cash used in operating activities | (111,465) | (106,135) |
Investing Activities | ||
Purchases of property and equipment | (9,490) | (12,478) |
Acquisitions, net of cash acquired | (6,040) | (6,188) |
Proceeds from disposition of fixed assets | 2,404 | 6 |
Net cash used in investing activities | (13,126) | (18,660) |
Financing Activities | ||
Borrowings on revolving commitment | 181,750 | |
Payments on revolving commitment | (131,750) | |
Repayment of long term debt | (392,085) | (4,170) |
Issuance of long term debt | 907 | |
Payment of deferred financing costs | (9,562) | |
Proceeds from issuance of common stock upon initial public offering, net | 458,587 | |
Net cash provided by financing activities | 57,847 | 45,830 |
Net decrease in cash and cash equivalents | (66,744) | (78,965) |
Cash and cash equivalents, beginning of period | 157,072 | 90,899 |
Cash and cash equivalents, end of period | 90,328 | 11,934 |
Supplemental Disclosure of Cash Payments for: | ||
Interest | 27,081 | 44,762 |
Income taxes | $ 3,078 | $ 2,882 |
Business and Operations
Business and Operations | 6 Months Ended |
Apr. 03, 2021 | |
Accounting Policies [Abstract] | |
Business and Operations | Note 1—Business and Operations Leslie’s, Inc. (“Leslie’s,” “we,” “our,” “us,” “its,” or the “Company”) is the leading direct-to-consumer pool and spa care brand. We market and sell pool and spa supplies and related products and services, which primarily consist of maintenance items such as chemicals, equipment and parts, cleaning accessories, as well as safety, recreational, and fitness-related products. We currently market our products through 940 company-operated locations in 38 states and e-commerce websites. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Apr. 03, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2—Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation We prepared the accompanying interim condensed consolidated financial statements following United States generally accepted accounting principles (“GAAP”). The financial statements include all normal and recurring adjustments that are necessary for a fair presentation of our financial position and operating results. The condensed consolidated financial statements include the accounts of Leslie’s, Inc. and our subsidiaries. All significant intercompany accounts and transactions have been eliminated. These interim condensed consolidated financial statements and the related notes should be read in conjunction with the audited condensed consolidated financial statements and notes for the years ended October 3, 2020 and September 28, 2019. Initial and Subsequent Public Offering In November 2020, the Company completed an initial public offering (“IPO”) of 30.0 million shares of common stock at a public offering price of $17.00 per share for net proceeds of $458.7 million, after deducting underwriting discounts and commissions of $45.0 million and offering costs of $6.3 million. The shares of common stock sold in the IPO and the net proceeds from the IPO included the full exercise of the underwriters’ option to purchase additional shares. The Company used the net proceeds from the IPO to repay the entire outstanding amount related to its $390.0 million Senior Unsecured Notes. The remaining proceeds will be used for working capital and general corporate purposes. In February 2021, certain of the Company’s stockholders, completed a subsequent public offering of 29.0 million shares of common stock, with a 30-day option for the underwriters to purchase up to 4.4 million additional shares of common stock, at a public offering price of $26.00 per share for net proceeds of $731.4 million, after deducting underwriting discounts and commissions of $22.6 million. All proceeds from the sale of shares of common stock in this offering were received by the selling stockholders. Stock Split All share and per share information included in the accompanying condensed consolidated financial statements has been adjusted to reflect a 156,500-for-1 stock split which was effected on October 23, 2020. The par value of the common stock was not adjusted as the result of the stock split. Fiscal Periods We operate on a fiscal calendar that results in a fiscal year consisting of a 52- or 53-week period ending on the Saturday closest to September 30th. In a 52-week fiscal year, each quarter contains 13 weeks of operations; in a 53-week fiscal year, each of the first, second and third quarters includes 13 weeks of operations and the fourth quarter includes 14 weeks of operations. References to fiscal year 2021 refer to the fiscal year ending October 2, 2021, which contains 52 weeks, and references to fiscal year 2020 refer to the fiscal year ended October 3, 2020, which contained 53 weeks. References to the three months ended April 3, 2021 and the three months ended March 28, 2020 refer to the 13 weeks ended April 3, 2021 and March 28, 2020, respectively. References to the six months ended April 3, 2021 and the six months ended March 28, 2020 refer to the 26 weeks ended April 3, 2021 and March 28, 2020, respectively. Use of Estimates To prepare financial statements that conform to GAAP, we make estimates and assumptions that affect the amounts reported in our financial statements and accompanying notes. Our most significant estimates relate to the allowance for doubtful accounts, inventory obsolescence reserves, vendor programs, income taxes, self-insurance, and goodwill impairment evaluations. We continually review our estimates and make adjustments as necessary, but actual results could be significantly different from what we expected when we made these estimates. Fair Value Measurements As of April 3, 2021 and October 3, 2020, we held no assets that were required to be measured at fair value on a recurring basis. Fair Value of Financial Instruments We evaluate our financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level of classification for each reporting period. The fair value of the Term Loan due in 2028 (see Note 7) was determined to be $804.7 million as of April 3, 2021. These fair value estimates, determined to be Level 2, are subjective in nature and involve uncertainties and matters of judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect these estimates. The fair value of the interest rate cap agreements (see Note 7) was determined to be Level 2 and is included in other assets on the condensed consolidated balance sheets as of October 3, 2020. Our interest rate cap agreements expired in March 2021 The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximate fair value due to the short-term maturity of these instruments. There were no transfers between levels in the fair value hierarchy during the three and six months ended April 3, 2021 and March 28, 2020, respectively. Seasonality Our business is highly seasonal. In general, sales and earnings are highest during our fiscal third and fourth quarters, which include April through September and represent the peak months of swimming pool use. Sales are substantially lower during our fiscal first and second quarters. Prior Period Reclassifications Reclassifications of certain immaterial prior period amounts have been made to conform to current period presentation. |
Business Combinations
Business Combinations | 6 Months Ended |
Apr. 03, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | Note 3—Business Combinations The following acquisitions did not have a material impact on our financial position or results of operations. Our condensed consolidated financial statements include the results of operations of these acquisitions from the date of acquisition. The total purchase consideration was allocated to the assets acquired and the liabilities assumed at their estimated fair values as of the date of acquisition, as determined by management. The excess of the purchase price over the amounts allocated to assets acquired and liabilities assumed has been recorded as goodwill. The goodwill resulting from these acquisitions are deductible for income tax purposes. Fiscal 2021 Acquisition In March 2021, we acquired the assets of a retailer of supplies and services for hot tubs, swim spas and fireplaces. The acquisition included four store locations in the Denver, Colorado area and expanded our physical presence to 38 states. Our estimates and assumptions are subject to change as we gather additional information throughout the measurement period, which is up to 12 months after the acquisition date, and if we make changes to the amounts recorded, such amounts are recorded in the period in which they are identified. Fiscal 2020 Acquisition In October 2019, we acquired the assets of a retailer of supplies and services for hot tubs, swim spas and saunas. The acquisition included six locations in the Pacific Northwest and expanded our physical presence to 37 states. The purchase accounting for this acquisition is complete. |
Goodwill and Other Intangibles,
Goodwill and Other Intangibles, Net | 6 Months Ended |
Apr. 03, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangibles, Net | Note 4 —Goodwill and Other Intangibles, Net Goodwill The carrying amounts of goodwill are as follows (in thousands): Carrying Value Balance, April 3, 2021 $ 97,692 Balance, October 3, 2020 93,295 Balance, March 28, 2020 92,821 Other Intangible Assets Other intangible assets consisted of the following as of April 3, 2021 (in thousands, except weighted average remaining useful life): Weighted Average Remaining Useful Life (in Years) Gross Carrying Value Accumulated Amortization Net Carrying Amount Trade name and trademarks (finite life) 1.6 $ 5,540 $ (5,195 ) $ 345 Trade name and trademarks (indefinite life) Indefinite 18,550 — 18,550 Non-compete agreements 4.4 9,833 (7,014 ) 2,819 Consumer relationships 3.2 18,500 (10,853 ) 7,647 Internally developed software 2.0 4,000 (3,530 ) 470 Other 0.7 1,000 (975 ) 25 Total $ 57,423 $ (27,567 ) $ 29,856 Other intangible assets are as follows as of October 3, 2020 (in thousands, except weighted average remaining useful life): Weighted Average Remaining Useful Life (in Years) Gross Carrying Value Accumulated Amortization Net Carrying Amount Trade name and trademarks (finite life) 2.6 $ 5,540 $ (5,139 ) $ 401 Trade name and trademarks (indefinite life) Indefinite 17,750 — 17,750 Non-compete agreements 4.9 8,633 (6,872 ) 1,761 Consumer relationships 3.8 17,200 (10,118 ) 7,082 Internally developed software 2.9 4,000 (3,434 ) 566 Other 1.6 1,000 (958 ) 42 Total $ 54,123 $ (26,521 ) $ 27,602 Other intangible assets are as follows as of March 28, 2020 (in thousands, except weighted average remaining useful life): Weighted Average Remaining Useful Life (in Years) Gross Carrying Value Accumulated Amortization Net Carrying Amount Trade name and trademarks (finite life) 2.3 $ 5,540 $ (5,082 ) $ 458 Trade name and trademarks (indefinite life) Indefinite 17,750 — 17,750 Non-compete agreements 4.2 8,633 (6,364 ) 2,269 Consumer relationships 3.5 17,200 (9,340 ) 7,860 Internally developed software 2.5 4,000 (3,307 ) 693 Other 1.3 1,000 (942 ) 58 Total $ 54,123 $ (25,035 ) $ 29,088 Amortization expense for the three months ended April 3, 2021 and March 28, 2020 was $0.5 million. Amortization expense for the six months ended April 3, 2021 and March 28, 2020 was $1.0 million and $1.1 million, respectively. No impairment of goodwill or other intangible assets was recorded during the three and six months ended April 3, 2021 and March 28, 2020, respectively. The following table summarizes the estimated future amortization expense related to finite-lived intangible assets on our balance sheet as of April 3, 2021 (in thousands): Amount Remainder of Fiscal 2021 $ 1,197 2022 2,266 2023 2,033 2024 1,395 2025 1,298 Thereafter 3,918 Total $ 12,107 Intangible assets also include costs associated with acquiring mailing lists for our proprietary database. As of April 3, 2021, October 3, 2020, and March 28, 2020, gross amounts capitalized on the condensed consolidated balance sheets for mailing lists were $1.6 million with a net carrying value of $0.3 million. |
Inventories
Inventories | 6 Months Ended |
Apr. 03, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 5—Inventories Inventory consisted of the following (in thousands): April 3, 2021 October 3, 2020 March 28, 2020 Raw materials $ 4,274 $ 1,967 $ 2,047 Finished goods 273,586 146,999 242,615 Inventories $ 277,860 $ 148,966 $ 244,662 |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Apr. 03, 2021 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | Note 6—Accrued Expenses Accrued expenses consisted of the following (in thousands): April 3, 2021 October 3, 2020 March 28, 2020 Accrued payroll and employee benefits $ 23,030 $ 32,420 $ 10,120 Occupancy expenses 1,817 3,573 12,145 Interest 524 9,377 16,283 Sales taxes 11,902 11,164 7,685 Self-insurance reserves 5,081 6,518 5,822 Customer deposits 17,884 13,286 3,980 All other current liabilities 22,100 24,829 11,056 Total $ 82,338 $ 101,167 $ 67,091 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Apr. 03, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 7—Long-Term Debt Our debt obligations consisted of the following (in thousands, except interest rates): Effective Interest Rate (1) April 3, 2021 October 3, 2020 March 28, 2020 Term Loan—due on March 9, 2028 3.25 % (2) $ 810,000 $ 811,178 $ 817,434 Senior Unsecured Notes — 390,000 390,000 ABL Credit Facility 2.50 % (3) — — 50,000 Total long-term debt 810,000 1,201,178 1,257,434 Less: current portion of long-term debt (8,100 ) (8,341 ) (8,341 ) Less: unamortized discount (3,519 ) (9,348 ) (10,510 ) Less: deferred financing charges (9,042 ) (3,939 ) (4,580 ) Long-term debt, net $ 789,339 $ 1,179,550 $ 1,234,003 (1) Effective interest rates as of April 3, 2021. (2) Carries interest at a specified margin over LIBOR of 2.75% with a minimum LIBOR of 0.50%. (3) Carries interest at a specific margin between 0.75% and 1.00% with respect to Base Rate loans and between 1.75% and 2.00% with respect to Eurodollar Rate loans with a minimum LIBOR of 0.75%. Term Loan— In March 2021, we entered into an amended and restated term loan credit agreement (the “Term Loan”). The Term Loan provides for an $810.0 million secured term loan facility, decreased pricing by 75 basis points and extended the maturity date to March 9, 2028. The other material terms of the Term Loan prior to the amendment remained substantially unchanged. In addition, as a result of the Term Loan, during the three months ended April 3, 2021, we recognized a $1.9 million loss on early debt extinguishment related to the prepayment of the underlying loan tranches prepaid in connection with the amended Term Loan. Borrowings under the Term Loan have an initial applicable rate, at our option of, (i) 2.75% for loans that are LIBOR loans and (ii) 1.75% of loans that are ABR loans. The applicable rate of the Term Loan is based on our first lien leverage ratio as follows: (a) if the first lien leverage ratio is greater than 2.75 to 1.00, the applicable rate will be 2.75% for LIBOR loans and 1.75% for ABR loans and (b) the first lien leverage ratio is less than or equal to 2.75 to 1.00, the applicable rate will be 2.50% for LIBOR loans and 1.50% for ABR loans. For LIBOR loans, the loans will bear interest at the adjusted LIBOR rate plus the applicable rate, where the adjusted LIBOR rate will not be less than 0.50%. Substantially all of our assets are pledged as collateral to secure our indebtedness. The Term Loan does not require us to comply with any financial covenants. The Term Loan contains customary events of default and no event of default had occurred under the Term Loan as of April 3, 2021 or October 3, 2020. ABL Credit Facility— In August 2020, we entered into an agreement to amend our ABL Credit Facility to extend the final maturity to August 13, 2025 and increase our borrowing capacity to $200.0 million, subject to certain restrictions. We are obligated to pay the lender a commitment fee of 0.375% per annum, payable quarterly in arrears. We are also obligated to pay a commission on all outstanding letters of credit as well as customary administrative, issuance, fronting, amendment, payment, and negotiation fees. As of April 3, 2021 and October 3, 2020, no amounts were outstanding on the ABL Credit Facility. The amount available was reduced by $9.2 million of existing standby letters of credit as of April 3, 2021. Substantially all of our assets are pledged as collateral to secure our indebtedness The ABL Credit Facility does not require us to comply with any financial covenants. The ABL Credit Facility contains customary events of default, including default upon the nonpayment of principal, interest, fees or other amounts, or the occurrence of a change of control. No event of default had occurred under the ABL Credit Facility as of April 3, 2021 and October 3, 2020. Senior Unsecured Notes —The Senior Unsecured Notes principal of $390.0 million was paid in full on November 3, 2020 resulting in a loss on debt extinguishment of $7.3 million for the six months ended April 3, 2021. The Senior Unsecured Notes were guaranteed on a senior basis by us and all our present and future domestic wholly owned subsidiaries. Interest-only payments on the Senior Unsecured Notes were payable quarterly on January 10, April 10, July 10, and October 10 of each year. We incurred interest of 8.50% plus LIBOR, subject to a minimum rate of 1.00%, on the Senior Unsecured Notes. The Senior Unsecured Notes had restrictive covenants that limited the ability to, among other things, incur or guarantee additional indebtedness or issue preferred stock; pay dividends and make other restricted payments; incur restrictions on the payment of dividends or other distributions; create or incur certain liens; make certain investments; transfer or sell assets; engage in transactions with affiliates; and merge or consolidate with other companies or transfer all or substantially all of our assets. Interest Rate Cap Agreements In March 2017, we entered into interest rate cap agreements in order to manage the variability of cash flows related to a portion of our floating rate indebtedness. Pursuant to the agreements, we capped LIBOR at 3.00% with respect to the aggregate notional amount of $750.0 million. In March 2021, our interest rate cap agreements expired. The fair value of our interest rate cap agreements were zero as of October 3, 2020. We did not recognize any gain or loss on our interest rate cap agreements during the three and six months ended April 3, 2021 and March 28, 2020, respectively. Future Debt Maturities The following table summarizes the debt maturities and scheduled principal repayments of our indebtedness as of April 3, 2021 (in thousands): Amount Remainder of Fiscal 2021 $ 4,050 2022 8,100 2023 8,100 2024 6,075 2025 10,125 Thereafter 773,550 Total $ 810,000 |
Leases
Leases | 6 Months Ended |
Apr. 03, 2021 | |
Leases [Abstract] | |
Leases | Note 8—Leases Lessee Arrangements Operating Leases We lease certain store, office, distribution, and manufacturing facilities under operating leases that expire at various dates through October 2030 The following table summarizes the future annual minimum lease payments as of April 3, 2021 (in thousands): Amount Remainder of Fiscal 2021 $ 34,560 2022 61,431 2023 49,272 2024 36,334 2025 22,248 Thereafter 17,224 Total $ 221,069 Less: amount of lease payments representing imputed interest 35,178 Present value of future minimum lease payments 185,891 Less: current obligations under leases 55,395 Long-Term lease obligations $ 130,496 Operating lease expense totaled $16.3 million and $16.1 million for the three months ended April 3, 2021 and March 28, 2020, respectively. Operating lease expense totaled $33.3 million and $31.9 million for the six months ended April 3, 2021 and March 28, 2020, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Apr. 03, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 9 —Income Taxes Our effective income tax rate was 31.8% for the six months ended April 3, 2021, compared to 30.7% for the six months ended March 28, 2020. |
Commitments & Contingencies
Commitments & Contingencies | 6 Months Ended |
Apr. 03, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments & Contingencies | Note 10—Commitments & Contingencies Contingencies We are defendants in lawsuits or potential claims encountered in the normal course of business. When the potential liability from a matter can be estimated and the loss is considered probable, we record the estimated loss. Due to uncertainties related to the resolution of lawsuits, investigations and claims, the ultimate outcome may differ from the estimates. We do not expect that the resolutions of any of these matters will have a material effect on our condensed consolidated financial position or results of operations. We did not record any material loss contingencies as of April 3, 2021, October 3, 2020, and March 28, 2020. Our workers’ compensation insurance program, general liability insurance program, and employee group medical plan have self-insurance retention features of up to $0.4 million per event as of April 3, 2021 and October 3, 2020 respectively. We had standby letters of credit outstanding in the amounts of $9.2 million and $11.6 million as of April 3, 2021 and October 3, 2020, respectively, for the purpose of securing such obligations under our workers’ compensation self-insurance programs. Purchase Commitments In addition to our lease obligations, we maintain future purchase commitments related to inventory and operational requirements. The following table summarizes the future minimum purchase commitments as of April 3, 2021 (in thousands): Amount Remainder of Fiscal 2021 $ 77,607 2022 87,389 2023 84,731 2024 68,698 2025 48,446 Thereafter 7,687 Total $ 374,558 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Apr. 03, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 11—Related Party Transactions In February 2017, we entered into a management services agreement with our private equity sponsors in connection with our acquisition in February 2017. The management services agreement provides that we will pay an annual fee for them to provide management and advisory services to us and our affiliates, including general management consulting services, support and analysis with respect to financing alternatives and strategic planning functions. The management services agreement terminated in October 2020 in connection with the completion of our initial public offering. During the three months ended March 28, 2020, we paid or accrued management fees in the amount of $0.6 million. During the six months ended April 3, 2021 and March 28, 2020, we paid or accrued management fees in the amount of $0.4 million and $1.9 million, respectively. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Apr. 03, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Note 12—Net Loss Per Share The following is a reconciliation of basic weighted average common shares outstanding to diluted weighted average common shares outstanding (in thousands): Three Months Ended Six Months Ended April 3, 2021 March 28, 2020 April 3, 2021 March 28, 2020 Weighted average common shares outstanding, used for basic computation 186,810 156,500 181,900 156,500 Plus: Incremental shares of potentially dilutive securities - - - - Weighted average number of common and dilutive potential common shares outstanding 186,810 156,500 181,900 156,500 Stock options and restricted stock units not included in the computation of diluted net loss per share were 4.8 million and 5.7 million, respectively, for the three months ended April 3, 2021 because their inclusion would have been anti-dilutive. Stock options and restricted stock units not included in the computation of diluted net loss per share were 4.7 million and 5.8 million, respectively, for the six months ended April 3, 2021 because their inclusion would have been anti-dilutive. No potentially dilutive securities were outstanding during the three and six months ended March 28, 2020. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Apr. 03, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13—Subsequent Events On April 12, 2021, we entered into Amendment No. 5 to our $200.0 million ABL Credit Facility (the “Amendment”). The Amendment (i) decreased the applicable margin on the Base Rate loans to a range of 0.25% to 0.75% from 0.75% to 1.00%, (ii) decreased the applicable margin on the Eurodollar Rate loans to a range of 1.25% to 1.75% from 1.75% to 2.00%, (iii) changed the LIBOR floor to 0% from 0.75%, and (iv) decreased our commitment fee rate to 0.25% from 0.375%. The other terms of the ABL Credit Facility prior to the amendment thereof remain substantially unchanged. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Apr. 03, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation We prepared the accompanying interim condensed consolidated financial statements following United States generally accepted accounting principles (“GAAP”). The financial statements include all normal and recurring adjustments that are necessary for a fair presentation of our financial position and operating results. The condensed consolidated financial statements include the accounts of Leslie’s, Inc. and our subsidiaries. All significant intercompany accounts and transactions have been eliminated. These interim condensed consolidated financial statements and the related notes should be read in conjunction with the audited condensed consolidated financial statements and notes for the years ended October 3, 2020 and September 28, 2019. |
Initial and Subsequent Public Offering | Initial and Subsequent Public Offering In November 2020, the Company completed an initial public offering (“IPO”) of 30.0 million shares of common stock at a public offering price of $17.00 per share for net proceeds of $458.7 million, after deducting underwriting discounts and commissions of $45.0 million and offering costs of $6.3 million. The shares of common stock sold in the IPO and the net proceeds from the IPO included the full exercise of the underwriters’ option to purchase additional shares. The Company used the net proceeds from the IPO to repay the entire outstanding amount related to its $390.0 million Senior Unsecured Notes. The remaining proceeds will be used for working capital and general corporate purposes. In February 2021, certain of the Company’s stockholders, completed a subsequent public offering of 29.0 million shares of common stock, with a 30-day option for the underwriters to purchase up to 4.4 million additional shares of common stock, at a public offering price of $26.00 per share for net proceeds of $731.4 million, after deducting underwriting discounts and commissions of $22.6 million. All proceeds from the sale of shares of common stock in this offering were received by the selling stockholders. |
Stock Split | Stock Split All share and per share information included in the accompanying condensed consolidated financial statements has been adjusted to reflect a 156,500-for-1 stock split which was effected on October 23, 2020. The par value of the common stock was not adjusted as the result of the stock split. |
Fiscal Periods | Fiscal Periods We operate on a fiscal calendar that results in a fiscal year consisting of a 52- or 53-week period ending on the Saturday closest to September 30th. In a 52-week fiscal year, each quarter contains 13 weeks of operations; in a 53-week fiscal year, each of the first, second and third quarters includes 13 weeks of operations and the fourth quarter includes 14 weeks of operations. References to fiscal year 2021 refer to the fiscal year ending October 2, 2021, which contains 52 weeks, and references to fiscal year 2020 refer to the fiscal year ended October 3, 2020, which contained 53 weeks. References to the three months ended April 3, 2021 and the three months ended March 28, 2020 refer to the 13 weeks ended April 3, 2021 and March 28, 2020, respectively. References to the six months ended April 3, 2021 and the six months ended March 28, 2020 refer to the 26 weeks ended April 3, 2021 and March 28, 2020, respectively. |
Use of Estimates | Use of Estimates To prepare financial statements that conform to GAAP, we make estimates and assumptions that affect the amounts reported in our financial statements and accompanying notes. Our most significant estimates relate to the allowance for doubtful accounts, inventory obsolescence reserves, vendor programs, income taxes, self-insurance, and goodwill impairment evaluations. We continually review our estimates and make adjustments as necessary, but actual results could be significantly different from what we expected when we made these estimates. |
Fair Value Measurements | Fair Value Measurements As of April 3, 2021 and October 3, 2020, we held no assets that were required to be measured at fair value on a recurring basis. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We evaluate our financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level of classification for each reporting period. The fair value of the Term Loan due in 2028 (see Note 7) was determined to be $804.7 million as of April 3, 2021. These fair value estimates, determined to be Level 2, are subjective in nature and involve uncertainties and matters of judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect these estimates. The fair value of the interest rate cap agreements (see Note 7) was determined to be Level 2 and is included in other assets on the condensed consolidated balance sheets as of October 3, 2020. Our interest rate cap agreements expired in March 2021 The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximate fair value due to the short-term maturity of these instruments. There were no transfers between levels in the fair value hierarchy during the three and six months ended April 3, 2021 and March 28, 2020, respectively. |
Seasonality | Seasonality Our business is highly seasonal. In general, sales and earnings are highest during our fiscal third and fourth quarters, which include April through September and represent the peak months of swimming pool use. Sales are substantially lower during our fiscal first and second quarters. |
Prior Period Reclassifications | Prior Period Reclassifications Reclassifications of certain immaterial prior period amounts have been made to conform to current period presentation. |
Goodwill and Other Intangible_2
Goodwill and Other Intangibles, Net (Tables) | 6 Months Ended |
Apr. 03, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill | The carrying amounts of goodwill are as follows (in thousands): Carrying Value Balance, April 3, 2021 $ 97,692 Balance, October 3, 2020 93,295 Balance, March 28, 2020 92,821 |
Summary of Other Intangible Assets | Other intangible assets consisted of the following as of April 3, 2021 (in thousands, except weighted average remaining useful life): Weighted Average Remaining Useful Life (in Years) Gross Carrying Value Accumulated Amortization Net Carrying Amount Trade name and trademarks (finite life) 1.6 $ 5,540 $ (5,195 ) $ 345 Trade name and trademarks (indefinite life) Indefinite 18,550 — 18,550 Non-compete agreements 4.4 9,833 (7,014 ) 2,819 Consumer relationships 3.2 18,500 (10,853 ) 7,647 Internally developed software 2.0 4,000 (3,530 ) 470 Other 0.7 1,000 (975 ) 25 Total $ 57,423 $ (27,567 ) $ 29,856 Other intangible assets are as follows as of October 3, 2020 (in thousands, except weighted average remaining useful life): Weighted Average Remaining Useful Life (in Years) Gross Carrying Value Accumulated Amortization Net Carrying Amount Trade name and trademarks (finite life) 2.6 $ 5,540 $ (5,139 ) $ 401 Trade name and trademarks (indefinite life) Indefinite 17,750 — 17,750 Non-compete agreements 4.9 8,633 (6,872 ) 1,761 Consumer relationships 3.8 17,200 (10,118 ) 7,082 Internally developed software 2.9 4,000 (3,434 ) 566 Other 1.6 1,000 (958 ) 42 Total $ 54,123 $ (26,521 ) $ 27,602 Other intangible assets are as follows as of March 28, 2020 (in thousands, except weighted average remaining useful life): Weighted Average Remaining Useful Life (in Years) Gross Carrying Value Accumulated Amortization Net Carrying Amount Trade name and trademarks (finite life) 2.3 $ 5,540 $ (5,082 ) $ 458 Trade name and trademarks (indefinite life) Indefinite 17,750 — 17,750 Non-compete agreements 4.2 8,633 (6,364 ) 2,269 Consumer relationships 3.5 17,200 (9,340 ) 7,860 Internally developed software 2.5 4,000 (3,307 ) 693 Other 1.3 1,000 (942 ) 58 Total $ 54,123 $ (25,035 ) $ 29,088 |
Summary of Estimated Future Amortization Expense Related to Finite-Lived Intangible Assets | The following table summarizes the estimated future amortization expense related to finite-lived intangible assets on our balance sheet as of April 3, 2021 (in thousands): Amount Remainder of Fiscal 2021 $ 1,197 2022 2,266 2023 2,033 2024 1,395 2025 1,298 Thereafter 3,918 Total $ 12,107 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Apr. 03, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | April 3, 2021 October 3, 2020 March 28, 2020 Raw materials $ 4,274 $ 1,967 $ 2,047 Finished goods 273,586 146,999 242,615 Inventories $ 277,860 $ 148,966 $ 244,662 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Apr. 03, 2021 | |
Text Block [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following (in thousands): April 3, 2021 October 3, 2020 March 28, 2020 Accrued payroll and employee benefits $ 23,030 $ 32,420 $ 10,120 Occupancy expenses 1,817 3,573 12,145 Interest 524 9,377 16,283 Sales taxes 11,902 11,164 7,685 Self-insurance reserves 5,081 6,518 5,822 Customer deposits 17,884 13,286 3,980 All other current liabilities 22,100 24,829 11,056 Total $ 82,338 $ 101,167 $ 67,091 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Apr. 03, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Debt Obligations | Our debt obligations consisted of the following (in thousands, except interest rates): Effective Interest Rate (1) April 3, 2021 October 3, 2020 March 28, 2020 Term Loan—due on March 9, 2028 3.25 % (2) $ 810,000 $ 811,178 $ 817,434 Senior Unsecured Notes — 390,000 390,000 ABL Credit Facility 2.50 % (3) — — 50,000 Total long-term debt 810,000 1,201,178 1,257,434 Less: current portion of long-term debt (8,100 ) (8,341 ) (8,341 ) Less: unamortized discount (3,519 ) (9,348 ) (10,510 ) Less: deferred financing charges (9,042 ) (3,939 ) (4,580 ) Long-term debt, net $ 789,339 $ 1,179,550 $ 1,234,003 (1) Effective interest rates as of April 3, 2021. (2) Carries interest at a specified margin over LIBOR of 2.75% with a minimum LIBOR of 0.50%. (3) Carries interest at a specific margin between 0.75% and 1.00% with respect to Base Rate loans and between 1.75% and 2.00% with respect to Eurodollar Rate loans with a minimum LIBOR of 0.75%. |
Schedule of Debt Maturities and Principal Repayments of Indebtedness | The following table summarizes the debt maturities and scheduled principal repayments of our indebtedness as of April 3, 2021 (in thousands): Amount Remainder of Fiscal 2021 $ 4,050 2022 8,100 2023 8,100 2024 6,075 2025 10,125 Thereafter 773,550 Total $ 810,000 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Apr. 03, 2021 | |
Leases [Abstract] | |
Schedule of Future Annual Minimum Lease Payments | The following table summarizes the future annual minimum lease payments as of April 3, 2021 (in thousands): Amount Remainder of Fiscal 2021 $ 34,560 2022 61,431 2023 49,272 2024 36,334 2025 22,248 Thereafter 17,224 Total $ 221,069 Less: amount of lease payments representing imputed interest 35,178 Present value of future minimum lease payments 185,891 Less: current obligations under leases 55,395 Long-Term lease obligations $ 130,496 |
Commitments & Contingencies (Ta
Commitments & Contingencies (Tables) | 6 Months Ended |
Apr. 03, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Purchase Commitments | The following table summarizes the future minimum purchase commitments as of April 3, 2021 (in thousands): Amount Remainder of Fiscal 2021 $ 77,607 2022 87,389 2023 84,731 2024 68,698 2025 48,446 Thereafter 7,687 Total $ 374,558 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Apr. 03, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Reconciliation of Basic Weighted Average Common Shares Outstanding to Diluted Weighted Average Common Shares Outstanding | The following is a reconciliation of basic weighted average common shares outstanding to diluted weighted average common shares outstanding (in thousands): Three Months Ended Six Months Ended April 3, 2021 March 28, 2020 April 3, 2021 March 28, 2020 Weighted average common shares outstanding, used for basic computation 186,810 156,500 181,900 156,500 Plus: Incremental shares of potentially dilutive securities - - - - Weighted average number of common and dilutive potential common shares outstanding 186,810 156,500 181,900 156,500 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ / shares in Units, shares in Millions | 1 Months Ended | 6 Months Ended | |||
Feb. 28, 2021 | Nov. 30, 2020 | Apr. 03, 2021 | Oct. 03, 2020 | Mar. 28, 2020 | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||
Net proceeds from initial public offering | $ 458,587,000 | ||||
Stock split | 156,500-for-1 | ||||
Fair value, assets, level 1 to level 2 transfers, amount | $ 0 | $ 0 | |||
Fair value, assets, level 2 to level 1 transfers, amount | 0 | 0 | |||
Fair value, liabilities, level 1 to level 2 transfers, amount | 0 | 0 | |||
Fair value, liabilities, level 2 to level 1 transfers, amount | $ 0 | $ 0 | |||
Interest Rate Cap Agreement | |||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||
Debt instrument, maturity date | Mar. 31, 2021 | ||||
Fair value of interest rate cap agreements | $ 0 | $ 0 | |||
Level 2 | Term Loan due in 2028 | |||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||
Fair value of term loan | 804,700,000 | ||||
Recurring Basis | |||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||
Assets measured at fair value | $ 0 | $ 0 | |||
Senior Unsecured Notes | |||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||
Repayment of senior notes | $ 390,000,000 | ||||
Initial Public Offering | |||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||
Number of common stock shares issued | 30 | ||||
Offering price | $ 17 | ||||
Net proceeds from initial public offering | $ 458,700,000 | ||||
Underwriting discounts and commissions | 45,000,000 | ||||
Offering costs | $ 6,300,000 | ||||
Subsequent Public Offering | |||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||
Number of common stock shares issued | 29 | ||||
Offering price | $ 26 | ||||
Underwriting discounts and commissions | $ 22,600,000 | ||||
Net proceeds from subsequent public offering | $ 731,400,000 | ||||
Option for underwriters to purchase | 30 days | ||||
Maximum | Subsequent Public Offering | |||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||
Additional shares of common stock | 4.4 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) | 1 Months Ended | |
Mar. 31, 2021LocationState | Oct. 31, 2019LocationState | |
Business Acquisition [Line Items] | ||
Number of states with physical presence | State | 38 | 37 |
Denver, Colorado | ||
Business Acquisition [Line Items] | ||
Number of locations in which assets acquired | 4 | |
Pacific Northwest | ||
Business Acquisition [Line Items] | ||
Number of locations in which assets acquired | 6 |
Goodwill and Other Intangible_3
Goodwill and Other Intangibles, Net - Summary of Goodwill (Detail) - USD ($) $ in Thousands | Apr. 03, 2021 | Oct. 03, 2020 |
Goodwill Roll Forward | ||
Beginning Balance | $ 93,295 | $ 92,821 |
Ending Balance | $ 97,692 | $ 93,295 |
Goodwill and Other Intangible_4
Goodwill and Other Intangibles, Net - Summary of Other Intangible Assets (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | Oct. 03, 2020 | |
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Net Carrying Amount, Finite Life | $ 12,107 | ||
Gross Carrying Value | 57,423 | $ 54,123 | $ 54,123 |
Accumulated Amortization | (27,567) | (25,035) | (26,521) |
Net Carrying Amount | $ 29,856 | $ 29,088 | $ 27,602 |
Trade Name and Trademarks | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Finite Life | 1 year 7 months 6 days | 2 years 3 months 18 days | 2 years 7 months 6 days |
Gross Carrying Value, Finite Life | $ 5,540 | $ 5,540 | $ 5,540 |
Accumulated Amortization, Finite Life | (5,195) | (5,082) | (5,139) |
Net Carrying Amount, Finite Life | $ 345 | $ 458 | $ 401 |
Non-compete Agreements | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Finite Life | 4 years 4 months 24 days | 4 years 2 months 12 days | 4 years 10 months 24 days |
Gross Carrying Value, Finite Life | $ 9,833 | $ 8,633 | $ 8,633 |
Accumulated Amortization, Finite Life | (7,014) | (6,364) | (6,872) |
Net Carrying Amount, Finite Life | $ 2,819 | $ 2,269 | $ 1,761 |
Consumer Relationships | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Finite Life | 3 years 2 months 12 days | 3 years 6 months | 3 years 9 months 18 days |
Gross Carrying Value, Finite Life | $ 18,500 | $ 17,200 | $ 17,200 |
Accumulated Amortization, Finite Life | (10,853) | (9,340) | (10,118) |
Net Carrying Amount, Finite Life | $ 7,647 | $ 7,860 | $ 7,082 |
Internally Developed Software | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Finite Life | 2 years | 2 years 6 months | 2 years 10 months 24 days |
Gross Carrying Value, Finite Life | $ 4,000 | $ 4,000 | $ 4,000 |
Accumulated Amortization, Finite Life | (3,530) | (3,307) | (3,434) |
Net Carrying Amount, Finite Life | $ 470 | $ 693 | $ 566 |
Other | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Finite Life | 8 months 12 days | 1 year 3 months 18 days | 1 year 7 months 6 days |
Gross Carrying Value, Finite Life | $ 1,000 | $ 1,000 | $ 1,000 |
Accumulated Amortization, Finite Life | (975) | (942) | (958) |
Net Carrying Amount, Finite Life | $ 25 | $ 58 | $ 42 |
Trade Name and Trademarks | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Remaining Useful Life, Indefinite Life | Indefinite | Indefinite | Indefinite |
Net Carrying Amount, Indefinite Life | $ 18,550 | $ 17,750 | $ 17,750 |
Goodwill and Other Intangible_5
Goodwill and Other Intangibles, Net - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Apr. 03, 2021 | Mar. 28, 2020 | Apr. 03, 2021 | Mar. 28, 2020 | Oct. 03, 2020 | |
Finite and Indefinite Lived Intangible Assets [Line Items] | |||||
Amortization expense | $ 500,000 | $ 500,000 | $ 1,000,000 | $ 1,100,000 | |
Impairment of goodwill or other intangible assets | 0 | 0 | 0 | 0 | |
Intangible assets gross amount capitalized on condensed consolidated balance sheets | 57,423,000 | 54,123,000 | 57,423,000 | 54,123,000 | $ 54,123,000 |
Intangible assets net carrying value | 29,856,000 | 29,088,000 | 29,856,000 | 29,088,000 | 27,602,000 |
Mailing Lists | |||||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||||
Intangible assets gross amount capitalized on condensed consolidated balance sheets | 1,600,000 | 1,600,000 | 1,600,000 | 1,600,000 | 1,600,000 |
Intangible assets net carrying value | $ 300,000 | $ 300,000 | $ 300,000 | $ 300,000 | $ 300,000 |
Goodwill and Other Intangible_6
Goodwill and Other Intangibles, Net - Summary of Estimated Future Amortization Expense Related to Finite-Lived Intangible Assets (Detail) $ in Thousands | Apr. 03, 2021USD ($) |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | |
Remainder of Fiscal 2021 | $ 1,197 |
2022 | 2,266 |
2023 | 2,033 |
2024 | 1,395 |
2025 | 1,298 |
Thereafter | 3,918 |
Net Carrying Amount, Finite Life | $ 12,107 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Apr. 03, 2021 | Oct. 03, 2020 | Mar. 28, 2020 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 4,274 | $ 1,967 | $ 2,047 |
Finished goods | 273,586 | 146,999 | 242,615 |
Inventories | $ 277,860 | $ 148,966 | $ 244,662 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Apr. 03, 2021 | Oct. 03, 2020 | Mar. 28, 2020 |
Payables And Accruals [Abstract] | |||
Accrued payroll and employee benefits | $ 23,030 | $ 32,420 | $ 10,120 |
Occupancy expenses | 1,817 | 3,573 | 12,145 |
Interest | 524 | 9,377 | 16,283 |
Sales taxes | 11,902 | 11,164 | 7,685 |
Self-insurance reserves | 5,081 | 6,518 | 5,822 |
Customer deposits | 17,884 | 13,286 | 3,980 |
All other current liabilities | 22,100 | 24,829 | 11,056 |
Total | $ 82,338 | $ 101,167 | $ 67,091 |
Long-Term Debt - Summary of Deb
Long-Term Debt - Summary of Debt Obligations (Details) - USD ($) $ in Thousands | Apr. 03, 2021 | Oct. 03, 2020 | Mar. 28, 2020 |
Debt Instrument [Line Items] | |||
Total long-term debt | $ 810,000 | $ 1,201,178 | $ 1,257,434 |
Less: current portion of long-term debt | (8,100) | (8,341) | (8,341) |
Less: unamortized discount | (3,519) | (9,348) | (10,510) |
Less: deferred financing charges | (9,042) | (3,939) | (4,580) |
Long-term debt, net | $ 789,339 | 1,179,550 | 1,234,003 |
ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Total long-term debt | 50,000 | ||
Effective Interest Rate | 2.50% | ||
Term Loan Due on March 9, 2028 | |||
Debt Instrument [Line Items] | |||
Total long-term debt | $ 810,000 | 811,178 | 817,434 |
Effective Interest Rate | 3.25% | ||
Senior Unsecured Notes | |||
Debt Instrument [Line Items] | |||
Total long-term debt | $ 390,000 | $ 390,000 |
Long-Term Debt - Summary of D_2
Long-Term Debt - Summary of Debt Obligations (Parenthetical) (Details) | 3 Months Ended | 6 Months Ended |
Jan. 02, 2021 | Apr. 03, 2021 | |
LIBOR | Term Loan Due on March 9, 2028 | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.75% | |
LIBOR | Term Loan Due on March 9, 2028 | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 0.50% | |
ABL Credit Facility | LIBOR | ||
Debt Instrument [Line Items] | ||
Interest rate | 0.75% | |
ABL Credit Facility | LIBOR | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 0.75% | |
ABL Credit Facility | Base Rate | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 1.00% | 1.00% |
ABL Credit Facility | Base Rate | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 0.75% | 0.75% |
ABL Credit Facility | Eurodollar | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.00% | 2.00% |
ABL Credit Facility | Eurodollar | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 1.75% | 1.75% |
Long Term Debt - Term Loan - Ad
Long Term Debt - Term Loan - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2021 | Apr. 03, 2021 | Apr. 03, 2021 | Oct. 03, 2020 | Mar. 28, 2020 | |
Debt Instrument [Line Items] | |||||
Secured term loan facility | $ 810,000 | $ 810,000 | $ 1,201,178 | $ 1,257,434 | |
Loss on early debt extinguishment | 1,888 | $ 9,169 | |||
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Secured term loan facility | $ 810,000 | ||||
Decreased pricing of basis points | 75 | ||||
Debt instrument, maturity date | Mar. 9, 2028 | ||||
Term Loan | Minimum | First Lien Leverage Ratio Greater Than 2.75 to 100 | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 2.75% | ||||
Term Loan | Minimum | First Lien Leverage Ratio Less Than or Equal to 2.75 to 1.00 | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 1.00% | ||||
Term Loan | Maximum | First Lien Leverage Ratio Greater Than 2.75 to 100 | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 1.00% | ||||
Term Loan | Maximum | First Lien Leverage Ratio Less Than or Equal to 2.75 to 1.00 | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 2.75% | ||||
Term Loan | LIBOR | Applicable Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 2.75% | ||||
Term Loan | LIBOR | First Lien Leverage Ratio Greater Than 2.75 to 100 | Applicable Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 2.75% | ||||
Term Loan | LIBOR | First Lien Leverage Ratio Less Than or Equal to 2.75 to 1.00 | Applicable Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 2.50% | ||||
Term Loan | LIBOR | Maximum | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 0.50% | ||||
Term Loan | ABR | Applicable Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 1.75% | ||||
Term Loan | ABR | First Lien Leverage Ratio Greater Than 2.75 to 100 | Applicable Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 1.75% | ||||
Term Loan | ABR | First Lien Leverage Ratio Less Than or Equal to 2.75 to 1.00 | Applicable Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 1.50% | ||||
Term Loan | Amendment of Term Loan | |||||
Debt Instrument [Line Items] | |||||
Loss on early debt extinguishment | $ 1,900 |
Long Term Debt - ABL Credit Fac
Long Term Debt - ABL Credit Facility - Additional Information (Details) - ABL Credit Facility - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Aug. 31, 2020 | Jan. 02, 2021 | Apr. 03, 2021 | Oct. 03, 2020 | |
Debt Instrument [Line Items] | ||||
Debt instrument, maturity date | Aug. 13, 2025 | |||
Credit facility, commitment fee percentage | 0.375% | 0.375% | ||
Credit facility, current borrowing capacity | $ 0 | $ 0 | ||
Credit facility, maximum borrowing capacity | $ 200,000,000 | 200,000,000 | ||
Standby Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Amount of Letters of credit on credit facility | $ 9,200,000 |
Long Term Debt - Senior Unsecur
Long Term Debt - Senior Unsecured Notes - Additional Information (Details) - USD ($) | Nov. 03, 2020 | Apr. 03, 2021 | Apr. 03, 2021 |
Debt Instrument [Line Items] | |||
Loss on debt extinguishment | $ 1,888,000 | $ 9,169,000 | |
Senior Unsecured Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, principal amount | $ 390,000,000 | ||
Loss on debt extinguishment | $ 7,300,000 | $ 7,300,000 | |
Minimum | Senior Unsecured Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, floor interest rate | 1.00% | ||
LIBOR | Senior Unsecured Notes | |||
Debt Instrument [Line Items] | |||
Interest rate | 8.50% |
Long Term Debt - Interest Rate
Long Term Debt - Interest Rate Cap Agreements - Additional Information (Details) - Interest Rate Cap Agreement - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Apr. 03, 2021 | Mar. 28, 2020 | Apr. 03, 2021 | Mar. 28, 2020 | Oct. 03, 2020 | Mar. 31, 2017 | |
Debt Instrument [Line Items] | ||||||
Aggregate notional amount | $ 750,000,000 | |||||
Debt instrument, description of variable rate basis | LIBOR | |||||
Fair value of interest rate cap agreements | $ 0 | $ 0 | $ 0 | |||
Gain (loss) of interest rate cap agreements | $ 0 | $ 0 | $ 0 | $ 0 | ||
LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Cap interest rate | 3.00% |
Long Term Debt - Schedule of De
Long Term Debt - Schedule of Debt Maturities and Principal Repayments of Indebtedness (Details) - USD ($) $ in Thousands | Apr. 03, 2021 | Oct. 03, 2020 | Mar. 28, 2020 |
Long Term Debt By Maturity [Abstract] | |||
Remainder of Fiscal 2021 | $ 4,050 | ||
2022 | 8,100 | ||
2023 | 8,100 | ||
2024 | 6,075 | ||
2025 | 10,125 | ||
Thereafter | 773,550 | ||
Total long-term debt | $ 810,000 | $ 1,201,178 | $ 1,257,434 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 03, 2021 | Mar. 28, 2020 | Apr. 03, 2021 | Mar. 28, 2020 | |
Lessee Lease Description [Line Items] | ||||
Lease expiration date | Oct. 31, 2030 | |||
Operating lease expense | $ 16.3 | $ 16.1 | $ 33.3 | $ 31.9 |
Minimum | ||||
Lessee Lease Description [Line Items] | ||||
Operating lease renewal period | 5 years | 5 years | ||
Maximum | ||||
Lessee Lease Description [Line Items] | ||||
Operating lease renewal period | 10 years | 10 years |
Leases - Schedule of Future Ann
Leases - Schedule of Future Annual Minimum Lease Payments (Details) - USD ($) $ in Thousands | Apr. 03, 2021 | Oct. 03, 2020 | Mar. 28, 2020 |
Operating Lease Liabilities Payments Due [Abstract] | |||
Remainder of Fiscal 2021 | $ 34,560 | ||
2022 | 61,431 | ||
2023 | 49,272 | ||
2024 | 36,334 | ||
2025 | 22,248 | ||
Thereafter | 17,224 | ||
Total | 221,069 | ||
Less: amount of lease payments representing imputed interest | 35,178 | ||
Present value of future minimum lease payments | 185,891 | ||
Less: current obligations under leases | 55,395 | $ 54,459 | $ 59,721 |
Operating lease liabilities, noncurrent | $ 130,496 | $ 130,234 | $ 151,059 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 6 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 31.80% | 30.70% |
Commitments & Contingencies - A
Commitments & Contingencies - Additional Information (Details) - USD ($) | Apr. 03, 2021 | Oct. 03, 2020 |
Workers' Compensation Insurance Program | Maximum | ||
Loss Contingencies [Line Items] | ||
Self insurance retention amount | $ 400,000 | $ 400,000 |
Workers' Compensation Insurance Program | Standby Letter of Credit | ||
Loss Contingencies [Line Items] | ||
Credit facility, remaining borrowing capacity | 9,200,000 | 11,600,000 |
General Liability Insurance Program | Maximum | ||
Loss Contingencies [Line Items] | ||
Self insurance retention amount | 400,000 | 400,000 |
Employee Group Medical Plan | Maximum | ||
Loss Contingencies [Line Items] | ||
Self insurance retention amount | $ 400,000 | $ 400,000 |
Commitments & Contingencies - S
Commitments & Contingencies - Summary of Future Minimum Purchase Commitments (Details) $ in Thousands | Apr. 03, 2021USD ($) |
Purchase Obligation Fiscal Year Maturity [Abstract] | |
Remainder of Fiscal 2021 | $ 77,607 |
2022 | 87,389 |
2023 | 84,731 |
2024 | 68,698 |
2025 | 48,446 |
Thereafter | 7,687 |
Total | $ 374,558 |
Related Party Transactions -Add
Related Party Transactions -Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Mar. 28, 2020 | Apr. 03, 2021 | Mar. 28, 2020 | |
Related Party Transactions [Abstract] | |||
Paid or accrued management fees | $ 0.6 | $ 0.4 | $ 1.9 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Reconciliation of Basic Weighted Average Common Shares Outstanding to Diluted Weighted Average Common Shares Outstanding (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 03, 2021 | Mar. 28, 2020 | Apr. 03, 2021 | Mar. 28, 2020 | |
Earnings Per Share [Abstract] | ||||
Weighted average common shares outstanding, used for basic computation | 186,810 | 156,500 | 181,900 | 156,500 |
Weighted average number of common and dilutive potential common shares outstanding | 186,810 | 156,500 | 181,900 | 156,500 |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Apr. 03, 2021 | Mar. 28, 2020 | Apr. 03, 2021 | Mar. 28, 2020 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Number of potentially dilutive securities outstanding | 0 | 0 | ||
Stock Options | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Stock awards not included in the computation of diluted net loss per share | 4,800,000 | 4,700,000 | ||
Restricted Stock Units | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Stock awards not included in the computation of diluted net loss per share | 5,700,000 | 5,800,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - ABL Credit Facility - USD ($) | Apr. 12, 2021 | Jan. 02, 2021 | Apr. 03, 2021 | Aug. 31, 2020 |
Subsequent Event [Line Items] | ||||
Credit facility, maximum borrowing capacity | $ 200,000,000 | $ 200,000,000 | ||
Credit facility, commitment fee percentage | 0.375% | 0.375% | ||
Base Rate | Minimum | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 0.75% | 0.75% | ||
Base Rate | Maximum | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 1.00% | 1.00% | ||
Eurodollar | Minimum | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 1.75% | 1.75% | ||
Eurodollar | Maximum | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 2.00% | 2.00% | ||
LIBOR | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 0.75% | |||
LIBOR | Minimum | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 0.75% | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Credit facility, commitment fee percentage | 0.25% | |||
Subsequent Event | Base Rate | Minimum | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 0.25% | |||
Subsequent Event | Base Rate | Maximum | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 0.75% | |||
Subsequent Event | Eurodollar | Minimum | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 1.25% | |||
Subsequent Event | Eurodollar | Maximum | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 1.75% | |||
Subsequent Event | LIBOR | ||||
Subsequent Event [Line Items] | ||||
Interest rate | 0.00% |