8-K - BOOT - Equibles

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 30, 2025

Boot Barn Holdings, Inc.

(Exact name of registrant as specified in its charter)


Delaware	001-36711	90-0776290
(State or other jurisdiction<br>of incorporation)	(Commission<br>File Number)	(I.R.S. Employer<br>Identification No.)


15345 Barranca Parkway , Irvine , California	92618
(Address of principal executive offices)	(Zip Code)

( 949 ) 453-4400

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.0001 par value	BOOT	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On January 30, 2025, Boot Barn Holdings, Inc. (the “Company”) issued a press release announcing certain financial results for its fiscal third quarter ended December 28, 2024. The press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference.

The information provided in this Item 2.02, including Exhibit 99.1, is intended to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 7.01 Regulation FD Disclosure.

The Company is furnishing this Current Report on Form 8-K in connection with the disclosure of information contained in a supplemental financial presentation (the “Presentation”) to be used by the Company at various meetings with institutional investors and analysts. This information may be amended or updated at any time and from time to time through another Current Report on Form 8-K or other means. A copy of the Presentation is furnished herewith as Exhibit 99.2 and is incorporated into this Item 7.01 by reference.

The information furnished in this Item 7.01, including Exhibit 99.2, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any other filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

The Company expressly disclaims any obligation to update or revise any of the information contained in the Presentation.

The Presentation is available on the Company’s investor relations website located at investor.bootbarn.com, although the Company reserves the right to discontinue that availability at any time. The website address included herein is an inactive textual reference only. The information contained on such website is not incorporated into this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.


Exhibit Number	Description
Exhibit 99.1		Press release dated January 30, 2025.
Exhibit 99.2		Supplemental Financial Presentation dated January 30, 2025.
Exhibit 104		The cover page of this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BOOT BARN HOLDINGS, INC.
Date: January 30, 2025	By:	/s/ James M. Watkins
		Name: James M. Watkins
		Title: Chief Financial Officer and Secretary

Exhibit 99.1

Boot Barn Holdings, Inc. Announces Third Quarter Fiscal Year 2025

Financial Results

IRVINE, California – January 30, 2025 – Boot Barn Holdings, Inc. (NYSE: BOOT) (the “Company”) today announced its financial results for the third fiscal quarter ended December 28, 2024. A Supplemental Financial Presentation is available at investor.bootbarn.com.

For the quarter ended December 28, 2024 compared to the quarter ended December 30, 2023:

●	Net sales increased 16.9% over the prior-year period to $608.2 million.
●	Same store sales increased 8.6% compared to the prior-year period, comprised of an increase of 8.2% in retail store same store sales and an increase of 11.1% in e-commerce same store sales.
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●	Income from operations increased to $99.5 million, compared to $75.1 million in the prior-year period. Included in income from operations for the current period is a net benefit of $6.7 million primarily related to the Company’s former Chief Executive Officer’s (“CEO”) forfeiture of unvested long-term equity incentive compensation and the reversal of fiscal 2025 cash incentive bonus expense as a result of his resignation. These expenses were not deductible for income taxes.
---	---
●	Net income was $75.1 million, or $2.43 per diluted share, compared to $55.6 million, or $1.81 per diluted share, in the prior-year period. Included in the current period’s net income per diluted share is an estimated $0.22 benefit related to the former CEO’s resignation.
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●	The Company opened 13 new stores, bringing its total store count to 438 as of the quarter end.
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John Hazen, Interim Chief Executive Officer, commented, “I want to thank the entire Boot Barn team for their excellent execution and dedication during a busy holiday season, which resulted in strong third quarter results and earnings per diluted share above the high-end of our guidance range. The strength we saw in the business was once again driven by broad-based growth across all major merchandise categories, channels and geographies, resulting in a consolidated same store sales increase of 8.6%. We also grew total sales 16.9% compared to the prior-year period, driven in part by the 13 new stores we opened in the third quarter and the 39 new stores we have opened year-to-date through our third fiscal quarter. In addition to strong sales, we continued to maintain our full-price selling model, resulting in merchandise margin expansion of 130 basis points. As we enter our fourth fiscal quarter, we feel very good about the overall tone of the business and the future growth potential of the brand.”

Operating Results for the Third Quarter Ended December 28, 2024 Compared to the Third Quarter Ended December 30, 2023

●	Net sales increased 16.9% to $608.2 million from $520.4 million in the prior-year period. Consolidated same store sales increased 8.6%, with retail store same store sales increasing 8.2% and e-commerce same store sales increasing 11.1%. The increase in net sales was the result of incremental sales from new stores and the increase in consolidated same store sales.
●	Gross profit was $238.9 million, or 39.3% of net sales, compared to $199.1 million, or 38.3% of net sales, in the prior-year period. Gross profit increased primarily due to an increase in sales and merchandise margin, partially offset by the occupancy costs of new stores. The increase in gross profit rate of 100 basis points was driven primarily by a 130 basis-point increase in merchandise margin rate, partially offset by 30 basis points of deleverage in buying, occupancy and distribution center costs. The increase in merchandise margin rate was primarily the result of supply chain efficiencies, better buying economies of scale, and growth in exclusive brand penetration. The deleverage in buying, occupancy and distribution center costs was driven by the occupancy costs of new stores.
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●

Net sales increased 16.9% to $608.2 million from $520.4 million in the prior-year period. Consolidated same store sales increased 8.6%, with retail store same store sales increasing 8.2% and e-commerce same store sales increasing 11.1%. The increase in net sales was the result of incremental sales from new stores and the increase in consolidated same store sales.

●

Gross profit was $238.9 million, or 39.3% of net sales, compared to $199.1 million, or 38.3% of net sales, in the prior-year period. Gross profit increased primarily due to an increase in sales and merchandise margin, partially offset by the occupancy costs of new stores. The increase in gross profit rate of 100 basis points was driven primarily by a 130 basis-point increase in merchandise margin rate, partially offset by 30 basis points of deleverage in buying, occupancy and distribution center costs. The increase in merchandise margin rate was primarily the result of supply chain efficiencies, better buying economies of scale, and growth in exclusive brand penetration. The deleverage in buying, occupancy and distribution center costs was driven by the occupancy costs of new stores.

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●	Selling, general and administrative expenses were $139.4 million, or 22.9% of net sales, compared to $124.0 million, or 23.8% of net sales, in the prior-year period. The increase in selling, general and administrative expenses compared to the prior-year period was primarily the result of higher store payroll and store-related expenses associated with operating more stores, marketing expenses, and incentive-based compensation in the current year, partially offset by the Company’s former CEO’s forfeiture of unvested long-term equity incentive compensation and the reversal of fiscal 2025 cash incentive bonus expense as a result of his resignation. Selling, general and administrative expenses as a percentage of net sales decreased by 90 basis points primarily as a result of the aforementioned forfeiture of unvested long-term equity incentive compensation and reversal of 2025 cash incentive bonus expense.
●	Income from operations increased $24.3 million to $99.5 million, or 16.4% of net sales, compared to $75.1 million, or 14.4% of net sales, in the prior-year period, primarily due to the factors noted above.
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●	Income tax expense was $24.1 million, or a 24.3% effective tax rate, compared to $19.4 million, or a 25.8% effective tax rate, in the prior-year period. The decrease in effective tax rate was primarily due to reductions in nondeductible expenses.
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●	Net income was $75.1 million, or $2.43 per diluted share, compared to $55.6 million, or $1.81 per diluted share, in the prior-year period. The increase in net income is primarily attributable to the factors noted above.
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Operating Results for the Nine Months Ended December 28, 2024 Compared to the Nine Months Ended December 30, 2023

●	Net sales increased 14.0% to $1.457 billion from $1.279 billion in the prior-year period. Consolidated same store sales increased 5.4%, with retail store same store sales increasing 4.8% and e-commerce same store sales increasing 9.7%. The increase in net sales was the result of incremental sales from new stores and the increase in consolidated same store sales.

●

Gross profit was $548.5 million, or 37.6% of net sales, compared to $475.0 million, or 37.2% of net sales, in the prior-year period. Gross profit increased primarily due to an increase in sales and merchandise margin, partially offset by the occupancy costs of new stores. The increase in gross profit rate of 50 basis points was driven primarily by a 100 basis-point increase in merchandise margin rate, partially offset by 50 basis points of deleverage in buying, occupancy and distribution center costs. The increase in merchandise margin rate was primarily the result of supply chain efficiencies, while the deleverage in buying, occupancy and distribution center costs was driven primarily by the occupancy costs of new stores.

●

Selling, general and administrative expenses were $358.8 million, or 24.6% of net sales, compared to $315.0 million, or 24.6% of net sales, in the prior-year period. The increase in selling, general and administrative expenses as compared to the prior-year period was primarily the result of higher store payroll and store-related expenses associated with operating more stores, corporate general and administrative expenses, and marketing expenses in the current year, partially offset by the Company’s former CEO’s forfeiture of unvested long-term equity incentive compensation and the reversal of fiscal 2025 cash incentive bonus expense as a result of his resignation. Selling, general and administrative expenses as a percentage of net sales was flat when compared to the prior-year period.

●	Income from operations increased $29.7 million to $189.7 million, or 13.0% of net sales, compared to $160.0 million, or 12.5% of net sales, in the prior-year period, primarily due to the factors noted above.

●	Income tax expense was $46.8 million, or a 24.6% effective tax rate, compared to $40.9 million, or a 25.8% effective tax rate, in the prior-year period. The decrease in effective tax rate was primarily due to reductions in nondeductible expenses and a higher tax benefit caused by an increase in tax deductions for share-based compensation in the current period, and changes to state enacted tax rates for the prior-year period.
●	Net income was $143.4 million, or $4.64 per diluted share, compared to net income of $117.6 million, or $3.84 per diluted share, in the prior-year period. The increase in net income is primarily attributable to the factors noted above.
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●

Income tax expense was $46.8 million, or a 24.6% effective tax rate, compared to $40.9 million, or a 25.8% effective tax rate, in the prior-year period. The decrease in effective tax rate was primarily due to reductions in nondeductible expenses and a higher tax benefit caused by an increase in tax deductions for share-based compensation in the current period, and changes to state enacted tax rates for the prior-year period.

●

Net income was $143.4 million, or $4.64 per diluted share, compared to net income of $117.6 million, or $3.84 per diluted share, in the prior-year period. The increase in net income is primarily attributable to the factors noted above.

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Sales by Channel

The following table includes total net sales growth, same store sales (“SSS”) growth/(decline) and e-commerce as a percentage of net sales for the periods indicated below.


	****	Thirteen Weeks	****	****		****		****		****	****	Preliminary	****
		Ended			Four Weeks		Four Weeks		Five Weeks			Four Weeks
		December 28, 2024			Fiscal October		Fiscal November*		Fiscal December*			Fiscal January

Total Net Sales Growth		16.9	%		14.4	%	7.0	%	23.2	%		19.3	%

Retail Stores SSS		8.2	%		4.6	%	(2.4)	%	16.0	%		7.2	%
E-commerce SSS		11.1	%		13.7	%	2.2	%	13.5	%		17.1	%
Consolidated SSS		8.6	%		5.5	%	(1.9)	%	15.6	%		8.3	%

E-commerce as a % of Net Sales		12.2	%		9.6	%	10.2	%	14.4	%		11.3	%

*Thanksgiving and Black Friday shifted from Fiscal November in fiscal year 2024 to Fiscal December in fiscal year 2025.

Balance Sheet Highlights as of December 28, 2024

●	Cash of $153 million.
●	Zero drawn under the $250 million revolving credit facility.
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●	Average inventory per store increased approximately 1.0% on a same store basis compared to December 30, 2023.
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Fiscal Year 2025 Outlook

The Company is providing updated guidance for the fiscal year ending March 29, 2025, superseding in its entirety the previous guidance issued in its second quarter earnings report on October 28, 2024.

For the fiscal year ending March 29, 2025 the Company now expects:

●	To open a total of 60 new stores.
●	Total sales of $1.908 billion to $1.918 billion, representing growth of 14.5% to 15.1% over the prior year.
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●	Same store sales growth of approximately 5.4% to 5.9%, with retail store same store sales growth of approximately 4.8% to 5.4% and e-commerce same store sales growth of approximately 9.7% to 10.2%.
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●	Gross profit between $711.6 million and $716.3 million, or approximately 37.3% to 37.4% of sales.
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●	Selling, general and administrative expenses between $474.3 million and $475.2 million, or approximately 24.9% to 24.8% of sales.
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●	Income from operations between $237.3 million and $241.1 million, or approximately 12.4% to 12.6% of sales.
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●	Net income of $179.4 million to $182.2 million.
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●	Net income per diluted share of $5.81 to $5.90, based on 30.9 million weighted average diluted shares outstanding.
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●	Capital expenditures between $115.0 million and $120.0 million, which is net of estimated landlord tenant allowances of $30.2 million.
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For the fiscal fourth quarter ending March 29, 2025, the Company expects:

●	Total sales of $451 million to $460 million, representing growth of 16.1% to 18.4% over the prior-year period.
●	Same store sales growth of approximately 5.3% to 7.8%, with retail store same store sales growth of approximately 4.7% to 7.2% and e-commerce same store sales growth of approximately 9.6% to 12.1%.
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●	Gross profit between $163.1 million and $167.8 million, or approximately 36.2% to 36.5% of sales.
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●	Selling, general and administrative expenses between $115.4 million and $116.4 million, or approximately 25.6% to 25.3% of sales.
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●	Income from operations between $47.7 million and $51.4 million, or approximately 10.6% to 11.2% of sales.
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●	Effective tax rate of 25.4%.
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●	Net income per diluted share of $1.17 to $1.26, based on 30.9 million weighted average diluted shares outstanding.
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Conference Call Information

A conference call to discuss the financial results for the third quarter of fiscal year 2025 is scheduled for today, January 30, 2025, at 4:30 p.m. ET (1:30 p.m. PT). Investors and analysts interested in participating in the call are invited to dial (844) 481-2552. The conference call will also be available to interested parties through a live webcast at investor.bootbarn.com. Please visit the website and select the “Events and Presentations” link at least 15 minutes prior to the start of the call to register and download any necessary software. A Supplemental Financial Presentation is also available on the investor relations section of the Company’s website. A telephone replay of the call will be available until February 28, 2025, by dialing (844) 512-2921 (domestic) or (412) 317-6671 (international) and entering the conference identification number: 10196376. Please note participants must enter the conference identification number in order to access the replay.

About Boot Barn

Boot Barn is the nation’s leading lifestyle retailer of western and work-related footwear, apparel and accessories for men, women and children. The Company offers its loyal customer base a wide selection of work and lifestyle brands. As of the date of this release, Boot Barn operates 441 stores in 46 states, in addition to an e-commerce channel www.bootbarn.com. The Company also operates www.sheplers.com, the nation’s leading pure play online western and work retailer and www.countryoutfitter.com, an e-commerce site selling to customers who live a country lifestyle. For more information, call 888-Boot-Barn or visit www.bootbarn.com.

Forward Looking Statements

This press release contains forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this press release are forward-looking statements. Forward-looking statements refer to the Company’s current expectations and projections relating to, by way of example and without limitation, the Company’s financial condition, liquidity, profitability, results of operations, margins, plans, objectives, strategies, future performance, business and industry. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate”, “estimate”, “expect”, “project”, “plan“, “intend”, “believe”, “may”, “might”, “will”, “could”, “should”, “can have”, “likely”, “outlook” and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events, but not all forward-looking statements contain these identifying words. These forward-looking statements are based on assumptions that the Company’s management has made in light of their industry experience and on their perceptions of historical trends, current conditions, expected future developments and other factors that they believe are appropriate under the circumstances. As you consider this press release, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond the Company’s control) and assumptions. These risks, uncertainties and assumptions include, but are not limited to, the following: decreases in consumer spending due to declines in consumer confidence, local economic conditions or changes in consumer preferences; the Company’s ability to effectively execute on its growth strategy; and the Company’s failure to maintain and enhance its strong brand image, to compete effectively, to maintain good relationships with its key suppliers, and to improve and expand its exclusive product offerings. The Company discusses the foregoing risks and other risks in greater detail under the heading “Risk factors” in the periodic reports filed by the Company with the Securities and Exchange Commission. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Company’s actual financial results and cause them to differ materially from those anticipated in the forward-looking statements. Because of these factors, the Company cautions that you should not place undue reliance on any of these forward-looking statements. New risks and uncertainties arise from time to time, and it is impossible for the Company to predict those events or how they may affect the Company. Further, any forward-looking statement speaks only as of the date on which it is made. Except as required by law, the Company does not intend to update or revise the forward-looking statements in this press release after the date of this press release.

Investor Contact: ICR, Inc.

Brendon Frey, 203-682-8216

BootBarnIR@icrinc.com

Company Contact: Boot Barn Holdings, Inc.

Mark Dedovesh, 949-453-4489

Senior Vice President, Investor Relations & Financial Planning

BootBarnIRMedia@bootbarn.com

Boot Barn Holdings, Inc.

Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)


	****	December 28,		****	March 30,
		2024		****	2024
Assets
Current assets:
Cash and cash equivalents		$	152,914		$	75,847
Accounts receivable, net			10,239			9,964
Inventories			690,285			599,120
Prepaid expenses and other current assets			45,942			44,718
Total current assets			899,380			729,649
Property and equipment, net			398,157			323,667
Right-of-use assets, net			453,051			390,501
Goodwill			197,502			197,502
Intangible assets, net			58,677			58,697
Other assets			6,252			5,576
Total assets		$	2,013,019		$	1,705,592
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable		$	129,265		$	132,877
Accrued expenses and other current liabilities			209,483			116,477
Short-term lease liabilities			70,302			63,454
Total current liabilities			409,050			312,808
Deferred taxes			37,789			42,033
Long-term lease liabilities			471,148			403,303
Other liabilities			4,460			3,805
Total liabilities			922,447			761,949

Stockholders’ equity:
Common stock, $0.0001 par value; December 28, 2024 - 100,000 shares authorized, 30,885 shares issued; March 30, 2024 - 100,000 shares authorized, 30,572 shares issued			3			3
Preferred stock, $0.0001 par value; 10,000 shares authorized, no shares issued or outstanding			—			—
Additional paid-in capital			243,779			232,636
Retained earnings			866,429			723,026
Less: Common stock held in treasury, at cost, 298 and 228 shares at December 28, 2024 and March 30, 2024, respectively			(19,639)			(12,022)
Total stockholders’ equity			1,090,572			943,643
Total liabilities and stockholders’ equity		$	2,013,019		$	1,705,592

Boot Barn Holdings, Inc.

Consolidated Statements of Operations

(In thousands, except per share data)

(Unaudited)


	****	Thirteen Weeks Ended					****	Thirty-Nine Weeks Ended
	****	December 28,			December 30,			December 28,			December 30,
		2024		****	2023		****	2024		****	2023
Net sales		$	608,170		$	520,399		$	1,457,355		$	1,278,550
Cost of goods sold			369,301			321,292			908,879			803,564
Gross profit			238,869			199,107			548,476			474,986
Selling, general and administrative expenses			139,405			123,960			358,811			315,016
Income from operations			99,464			75,147			189,665			159,970
Interest expense			416			522			1,151			2,008
Other income, net			110			351			1,655			525
Income before income taxes			99,158			74,976			190,169			158,487
Income tax expense			24,092			19,352			46,766			40,930
Net income		$	75,066		$	55,624		$	143,403		$	117,557

Earnings per share:
Basic		$	2.46		$	1.84		$	4.70		$	3.90
Diluted		$	2.43		$	1.81		$	4.64		$	3.84
Weighted average shares outstanding:
Basic			30,559			30,293			30,501			30,117
Diluted			30,898			30,649			30,876			30,575

Boot Barn Holdings, Inc.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)


	****	Thirty-Nine Weeks Ended
		December 28,		December 30,
		2024		2023
Cash flows from operating activities
Net income		$	143,403	$	117,557
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation			45,801		35,801
Stock-based compensation			8,194		10,429
Amortization of intangible assets			20		41
Noncash lease expense			49,316		40,361
Amortization and write-off of debt issuance fees and debt discount			81		81
Loss on disposal of assets			119		660
Deferred taxes			(4,244)		6,689
Changes in operating assets and liabilities:
Accounts receivable, net			(252)		2,905
Inventories			(91,165)		26,116
Prepaid expenses and other current assets			(1,515)		(5,945)
Other assets			(676)		855
Accounts payable			(3,388)		2,588
Accrued expenses and other current liabilities			80,678		28,476
Other liabilities			655		916
Operating leases			(36,340)		(27,071)
Net cash provided by operating activities		$	190,687	$	240,459
Cash flows from investing activities
Purchases of property and equipment			(108,361)		(91,297)
Proceeds from sale of property and equipment			55		—
Net cash used in investing activities		$	(108,306)	$	(91,297)
Cash flows from financing activities
Payments on line of credit, net			—		(66,043)
Repayments on debt and finance lease obligations			(646)		(655)
Tax withholding payments for net share settlement			(7,617)		(2,420)
Proceeds from the exercise of stock options			2,949		8,929
Net cash used in financing activities		$	(5,314)	$	(60,189)
Net increase in cash and cash equivalents			77,067		88,973
Cash and cash equivalents, beginning of period			75,847		18,193
Cash and cash equivalents, end of period		$	152,914	$	107,166

Supplemental disclosures of cash flow information:
Cash paid for income taxes		$	29,220	$	45,637
Cash paid for interest		$	1,047	$	1,931
Supplemental disclosure of non-cash activities:
Unpaid purchases of property and equipment		$	28,370	$	15,427

Boot Barn Holdings, Inc.

Store Count


	****	Quarter Ended	****	Quarter Ended	****	Quarter Ended	****	Quarter Ended	****	Quarter Ended	****	Quarter Ended	****	Quarter Ended	****	Quarter Ended
		December 28,		September 28,		June 29,		March 30,		December 30,		September 30,		July 1,		April 1,
		2024		2024		2024		2024		2023		2023		2023		2023
Store Count (BOP)		425		411		400		382		371		361		345		333
Opened/Acquired		13		15		11		18		11		10		16		12
Closed		—		(1)		—		—		—		—		—		—
Store Count (EOP)		438		425		411		400		382		371		361		345

Boot Barn Holdings, Inc.

Selected Store Data


													****										Fourteen
		Thirteen Weeks Ended																					Weeks Ended
		December 28,			September 28,			June 29,			March 30,			December 30,			September 30,			July 1,			April 1,
	****	2024		****	2024		****	2024		****	2024		****	2023		****	2023		****	2023		****	2023		****
Selected Store Data:
Same Store Sales growth/(decline)			8.6	%		4.9	%		1.4	%		(5.9)	%		(9.7)	%		(4.8)	%		(2.9)	%		(5.5)	%
Stores operating at end of period			438			425			411			400			382			371			361			345
Comparable stores operating during period^(1)^			374			363			349			335			322			312			302			290
Total retail store selling square footage, end of period (in thousands)			4,877			4,720			4,547			4,371			4,153			4,027			3,914			3,735
Average retail store selling square footage, end of period			11,134			11,105			11,063			10,929			10,872			10,855			10,841			10,825
Average sales per comparable store (in thousands)^(2)^		$	1,301		$	952		$	980		$	917		$	1,256		$	950		$	1,014		$	1,092

(1)	Comparable stores have been open at least 13 full fiscal months as of the end of the applicable reporting period.
(2)	Average sales per comparable store is calculated by dividing comparable store trailing three-month sales for the applicable period by the number of comparable stores operating during the period.
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Exhibit 99.2

0<br>Supplemental Financial Presentation<br>January 2025<br>Offering everyone a piece of the American spirit—one handshake at a time.
1<br>Important Information<br>Forward-Looking Statements<br>This presentation contains forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this presentation are forward-looking statements. You can identify forward-looking statements by the fact that they generally include words such as "anticipate," "estimate," "expect," "project," "plan,“ "intend," "believe,"<br>“outlook” and other words of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events but not all forward-looking<br>statements contain these identifying words. These forward-looking statements are based on assumptions that Boot Barn Holdings, Inc.’s (the “Company,” “we,” “us,” and “our”) management has<br>made in light of their industry experience and on their perceptions of historical trends, current conditions, expected future developments and other factors that they believe are appropriate<br>under the circumstances. As you consider this presentation, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of<br>which are beyond the Company’s control) and assumptions. These risks, uncertainties and assumptions include, but are not limited to, the following: decreases in consumer spending due to<br>declines in consumer confidence, local economic conditions or changes in consumer preferences; the Company’s ability to effectively execute on its growth strategy; and the Company’s failure to<br>maintain and enhance its strong brand image, to compete effectively, to maintain good relationships with its key suppliers, and to improve and expand its exclusive product offerings. The<br>Company discusses the foregoing risks and other risks in greater detail under the heading “Risk factors” in the periodic reports filed by the Company with the Securities and Exchange Commission.<br>Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Company’s actual financial<br>results and cause them to differ materially from those anticipated in the forward-looking statements. Because of these factors, the Company cautions that you should not place undue reliance on<br>any of these forward-looking statements. New risks and uncertainties arise from time to time, and it is impossible for the Company to predict those events or how they may affect the Company.<br>Further, any forward-looking statement speaks only as of the date on which it is made. Except as required by law, the Company does not intend to update or revise the forward-looking<br>statements in this presentation after the date of this presentation.<br>Industry and Market Information<br>Statements in this presentation concerning our industry and the markets in which we operate, including our general expectations and competitive position, business opportunity and market size,<br>growth and share, are based on information from independent industry organizations and other third-party sources, data from our internal research and management estimates. Management<br>estimates are derived from publicly available information and the information and data referred to above and are based on assumptions and calculations made by us based upon our<br>interpretation of such information and data. The information and data referred to above are imprecise and may prove to be inaccurate because the information cannot always be verified with<br>complete certainty due to the limitations on the availability and reliability of raw data, the voluntary nature of the data gathering process and other limitations and uncertainties. As a result,<br>please be aware that the data and statistical information in this presentation may differ from information provided by our competitors or from information found in current or future studies<br>conducted by market research institutes, consultancy firms or independent sources.<br>Recent Developments<br>Our business and opportunities for growth depend on consumer discretionary spending, and as such, our results are particularly sensitive to economic conditions and consumer confidence.<br>Inflation and other challenges affecting the global economy could impact our operations and will depend on future developments, which are uncertain. These and other effects make it more<br>challenging for us to estimate the future performance of our business, particularly over the near-to-medium term. For further discussion of the uncertainties and business risks affecting the<br>Company, see the sections captioned “Risk factors” in our periodic reports filed with the Securities and Exchange Commission.
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2<br>Q3 Fiscal 2025 Financial Results<br>$520<br>$595 $608<br>LY High-End<br>Guidance<br>Actual<br>Q3 Total Sales ($M) Q3 GAAP EPS<br>$1.81<br>$2.07<br>$2.43<br>LY High-End<br>Guidance<br>Actual<br>$75.1<br>$87.3<br>$99.5<br>LY High-End<br>Guidance<br>Actual<br>Q3 Income from Operations ($M)<br>1 2<br>1<br>Included in income from operations for the current period is a net benefit of $6.7 million primarily related to the Company’s former Chief Executive Officer’s (“CEO”) forfeiture of unvested long-term equity incentive<br>compensation and the reversal of fiscal 2025 cash incentive bonus expense as a result of his resignation. These expenses were not deductible for income taxes.<br>2Net income per diluted share in the third quarter is $2.43 based on 30.9 million weighted average diluted shares outstanding and a 24.3% effective tax rate. Included in net income per diluted share is an estimated $0.22<br>benefit related to the former CEO’s resignation. Our projected effective tax rate for Q4 Fiscal 2025 is 25.4%, and we currently expect our Fiscal 2026 effective tax rate to be approximately 26%.
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3<br>Q3 Fiscal 2025 Financial Results<br>$284 $302<br>$486 $515 $520<br>$608<br>FY20 FY21 FY22 FY23 FY24 FY25<br>Q3 Total Sales ($M)<br>6.7% 4.6%<br>54.2%<br>-3.6%<br>-9.7%<br>8.6%<br>FY20 FY21 FY22 FY23 FY24 FY25<br>Q3 Consolidated SSS%<br>+50bps<br>+150bps<br>+270bps<br>(190)bps<br>+300bps<br>+130bps<br>FY20 FY21 FY22 FY23 FY24 FY25<br>Q3 Merchandise Margin %<br>$0.85 $1.00<br>$2.27<br>$1.74 $1.81<br>$2.43<br>FY20 FY21 FY22 FY23 FY24 FY25<br>Q3 GAAP EPS<br>1The estimated 130 basis points of merchandise margin expansion was primarily driven by supply chain efficiencies, better buying economies of scale, and growth in exclusive brand penetration.<br>2Net income per diluted share in the third quarter is $2.43 based on 30.9 million weighted average diluted shares outstanding and a 24.3% effective tax rate. Included in net income per diluted share is an estimated $0.22<br>benefit related to the former CEO’s resignation. Our projected effective tax rate for Q4 Fiscal 2025 is 25.4%, and we currently expect our Fiscal 2026 effective tax rate to be approximately 26%.<br>1 2<br>(180)bps<br>freight<br>+250bps<br>freight
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4<br>$233<br>$346 $403<br>$569 $630 $678<br>$777<br>$846 $893<br>$1,488<br>$1,658 $1,667<br>$1,918<br>FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 E<br>Total Sales ($M)<br>Total Sales<br>Growth 38% 48% 16% 41% 11% 8% 15% 9% 6% 67% 11%<br>Over a Decade of Strong Sales Growth<br>1 1<br>1Fiscal 2017 and Fiscal 2023 were 53-week years.<br>2Reflects the high end of the Company’s guidance range provided on the Company’s third quarter earnings call held on January 30, 2025.<br>1%<br>~+19% CAGR<br>SSS%<br>Growth 11.9% 6.7% 7.3% (0.1)% 0.3% 5.2% 10.0% 5.0% 3.1% 53.7% (0.1)% (6.2)%<br>2<br>15%<br>5.9%
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5<br>Strategic Initiatives Update<br>1<br>2<br>3<br>4<br>New Stores<br>Same Store Sales<br>Omni-Channel<br>Merchandise Margin & Exclusive Brands
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6<br>15% New Unit Growth<br>86<br>117<br>152<br>169<br>208 219 226<br>240<br>259<br>273<br>300<br>345<br>400<br>460<br>FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 E<br>Annual Store Count<br>1<br>1Represents management’s guidance to open a total of 60 new stores in Fiscal 2025, as provided on the Company’s third quarter earnings call held on January 30, 2025.<br>1
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7<br>1 Profitable New Units & Expanding Our National Footprint<br>FY25 Q3<br>• 438 stores<br>• 46 states<br>New Store Economics<br>SqFt<br>$1.7M<br>$3.0M<br>1st Year Sales<br>$700K<br>Investment Return on Investment<br>FY25 E<br>3yr<br>Payback<br>~1.5yr<br>Payback<br>IPO Model<br>$1.5M 32%<br>12K ~60%<br>10K
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8<br>460<br>900<br>FY25 E FY26 FY27 FY28 FY29 FY30<br>1<br>Illustrative example of 15% new unit growth annually.<br>2Represents management’s guidance to open a total of 60 new stores in Fiscal 2025, as provided on the Company’s third quarter earnings call held on January 30, 2025.<br>New Store Opportunity1<br>Looking Forward: 15% New Unit Growth<br>• ~500 additional stores opportunity<br>• Expected to contribute ~$1.5 billion in sales<br>• Payback in ~18 months (ROIC ~60%)<br>• All stores positive 4-wall EBITDA<br>1<br>2
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9<br>11.9%<br>6.7% 7.3%<br>-0.1%<br>0.3%<br>5.2%<br>10.0%<br>5.0% 3.1%<br>53.7%<br>-0.1%<br>-6.2%<br>5.9%<br>FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 E<br>Consolidated SSS%<br>2 Over A Decade of Strong Same Store Sales<br>FY13 – FY19<br>+41% seven-year stack, +6% SSS avg<br>FY20 – FY25 E<br>~+61% six-year stack, ~+10% SSS avg<br>1<br>1Reflects the high end of the Company’s guidance range provided on the Company’s third quarter earnings call held on January 30, 2025.
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10<br>-1.5%<br>1.9% 1.8%<br>-0.9%<br>5.3% 7.5% 4.6%<br>-2.4%<br>16.0%<br>7.2%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan<br>2 Store SSS% by Month<br>FY24<br>-5.0% -2.6%<br>1.5% 1.1%<br>-3.7%<br>-7.3% -8.8% -11.5% -8.5% -7.2% -8.1%<br>-2.8%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar<br>FY25<br>FY23<br>8.1%<br>14.8%<br>8.1%<br>1.6% 4.4% 5.1%<br>1.5% 1.9%<br>-3.2%<br>0.6%<br>-1.9%<br>-6.2%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar<br>Stores are<br>~88% of<br>FY25 Q3 Sales<br>FY22<br>323.1%<br>98.2%<br>54.0% 74.8% 72.9% 55.5% 50.4% 56.7% 57.8% 38.2% 47.8% 17.3%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar<br>1Represents preliminary retail store same store sales for January Fiscal 2025.<br>Thanksgiving and Black Friday shifted from Fiscal<br>November FY24 into Fiscal December FY25.<br>1
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11<br>3 Omni-Channel Capabilities<br>Drive Store Traffic<br>• Bring Long Tail to Stores<br>• Ship to Store / BOPIS<br>• Return in Store<br>Deliver Digital Experience in<br>Stores<br>• Mobile App<br>• Range Finder (AI-enabled)<br>• WHIP (endless aisle)<br>• Cassidy (piloting in-store<br>consumer AI solution)<br>Fulfill Online Demand<br>Efficiently<br>• DC Fulfillment<br>• Store Fulfillment<br>• Same Day Delivery<br>Drive Online Profitability<br>• Boot Barn retail price<br>consistent across channels<br>• Infrequent promotions<br>• Profitable ROAS standard<br>• Maximize clearance margin
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12<br>3 Ecommerce SSS% by Month<br>5.0% 6.0% 8.7%<br>5.0%<br>12.1% 12.2% 13.7%<br>2.2%<br>13.5%<br>17.1%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan<br>FY24<br>-19.1%<br>-9.0% -3.5%<br>-11.9% -13.0% -10.6%<br>-16.8% -15.1%<br>-8.4% -11.3% -5.9% -6.0%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar<br>FY25<br>FY23<br>13.1% 8.5% 6.4%<br>-3.0% -1.3%<br>-13.5% -18.5%<br>-25.4%<br>-10.1%<br>-16.3% -18.7% -19.4%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar<br>Ecommerce is<br>~12% of<br>FY25 Q3 Sales<br>FY22<br>26.1%<br>-4.4%<br>10.2%<br>32.1% 40.3% 49.3% 55.5% 59.4%<br>42.4%<br>63.1% 57.2%<br>35.4%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar<br>1<br>Thanksgiving and Black Friday shifted from Fiscal<br>November FY24 into Fiscal December FY25.<br>1Represents preliminary e-commerce same store sales for January Fiscal 2025.
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13<br>WESTERN COUNTRY ARTIST INSPIRED<br>WORK RANCH & RODEO<br>4 Exclusive Brands Portfolio<br>PREMIUM<br>VALUE
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14<br>3.0% 5.0% 7.0%<br>9.7% 11.1% 10.7%<br>13.5%<br>16.2%<br>22.0% 23.7%<br>28.3%<br>34.0%<br>37.7% 38.7%<br>FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 E<br>Full Year Exclusive Brands Penetration %<br>Margin enhancement ~1,000 bps vs. 3rd party brands<br>$5 $12 $24 $39 $63 $67 $92 $126<br>$186 $212<br>$421<br>$564<br>$628<br>$742<br>FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 E<br>Full Year Exclusive Brands Sales ($M)<br>4<br>1FY25 estimated 38.7% consolidated exclusive brand penetration reflects 100 basis points of growth over Fiscal 2024, as provided in the Company’s guidance outlined on its third quarter earnings call held on January 30, 2025.<br>1<br>1<br>Exclusive Brands Penetration Growth
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15<br>Margin Drivers<br>• Full-price selling<br>• Buying economies of scale<br>• Supply chain efficiencies<br>• Volume discounts<br>• Exclusive brands sales penetration<br>Exclusive Brands Penetration Growth Over Seven Years<br>13.5%<br>38.7%<br>FY18 FY25 E<br>EB is Only 1/3 of Margin Appreciation<br>EB<br>Expansion<br>250bps<br>Other Margin<br>Drivers<br>510bps<br>+110bps<br>+90bps<br>+90bps<br>+270bps<br>(70)bps<br>+160bps<br>+110bps<br>FY19 FY20 FY21 FY22 FY23 FY24 FY25 E<br>Merchandise Margin Growth Over Seven Years<br>4<br>Estimated 760bps of Total Merchandise Margin Expansion<br>Exclusive Brands Growth & Margin Expansion<br>(100)bps<br>freight<br>+120bps<br>freight
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16<br>FY25 Guidance
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17<br>Q4 Fiscal 2025 Financial Guidance<br>Q4 FY25 Financial Guidance Low End<br>($M)<br>High End<br>($M)<br>Total Net Sales<br>Consolidated SSS%<br>Store SSS%<br>E-commerce SSS%<br>Total Net Sales Growth %<br>New Store Openings<br>$451<br>5.3%<br>4.7%<br>9.6%<br>16.1%<br>21<br>$460<br>7.8%<br>7.2%<br>12.1%<br>18.4%<br>21<br>Gross Profit<br>%<br>$163.1<br>36.2%<br>$167.8<br>36.5%<br>SG&A<br>%<br>$115.4<br>25.6%<br>$116.4<br>25.3%<br>Income from Operations<br>%<br>$47.7<br>10.6%<br>$51.4<br>11.2%<br>GAAP Earnings per Diluted Share $1.17 $1.26
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18<br>Full Year Fiscal 2025 Financial Guidance<br>Full Year FY25 Financial Guidance<br>Updated<br>Low End<br>($M)<br>Updated<br>High End<br>($M)<br>High End Guidance<br>Comments<br>Total Net Sales<br>Consolidated SSS%<br>Store SSS%<br>E-commerce SSS%<br>Total Net Sales Growth %<br>New Store Openings<br>$1,908<br>5.4%<br>4.8%<br>9.7%<br>14.5%<br>60<br>$1,918<br>5.9%<br>5.4%<br>10.2%<br>15.1%<br>60<br>15% new unit growth<br>21 openings in Q4<br>Gross Profit<br>%<br>$711.6<br>37.3%<br>$716.3<br>37.4%<br>+110bps merchandise margin<br>+100bps exclusive brands penetration<br>(60)bps buying & occupancy deleverage<br>SG&A<br>%<br>$474.3<br>24.9%<br>$475.2<br>24.8%<br>Income from Operations<br>%<br>$237.3<br>12.4%<br>$241.1<br>12.6%<br>GAAP Earnings per Diluted<br>Share $5.81 $5.90 $0.30 increase from prior guidance<br>Prior High<br>End<br>($M)<br>$1,907<br>5.0%<br>4.5%<br>9.5%<br>14.4%<br>60<br>$713.4<br>37.4%<br>$480.4<br>25.2%<br>$233.0<br>12.2%<br>$5.60
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19<br>National Leader in<br>Attractive Market<br>• Leading player in estimated $40<br>billion industry<br>• Brick-and-mortar presence in 46<br>states and online sales in all 50 states<br>plus international<br>• Pressure-tested model<br>World Class Omni-Channel<br>Capabilities<br>• Strong variety of omni-channel<br>offerings in place<br>• Ability to drive incremental traffic to<br>stores<br>• Improved customer satisfaction with<br>added convenience and quicker<br>delivery<br>Strong New Unit Growth<br>Opportunities<br>• Proven ability to open stores in both<br>new and existing markets<br>• Store-preferred shopping experience<br>• Minimal sales cannibalization from<br>new stores<br>Lifestyle Brand with Loyal<br>Customer<br>• Genuine lifestyle retail brand<br>• Extremely loyal customers seeking<br>authenticity<br>• Lifestyle experience across stores,<br>e-commerce and events<br>Profit Enhancement<br>Opportunities<br>• Proven ability to drive merchandise<br>margin expansion<br>• Economies of scale in purchasing and<br>ability to leverage expenses<br>Investment Considerations<br>Exclusive Brands<br>• 1,000bps margin enhancement vs. 3rd<br>party brands<br>• Differentiated assortment to satisfy<br>all customer segments<br>• Proven supply chain reliability
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20<br>investor.bootbarn.com
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