8-K
Boot Barn Holdings, Inc. (BOOT)
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): November 2, 2023
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) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
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.
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 |
Item 2.02 Results of Operations and Financial Condition
On November 2, 2023, Boot Barn Holdings, Inc. issued a press release announcing certain financial results for its fiscal second quarter ended September 30, 2023. The press release is attached hereto as Exhibit 99.1.
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, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 7.01 Regulation FD Disclosure.
Boot Barn Holdings, Inc. (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 Exhibits 99.1 and 99.2, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any registration statement filed pursuant to the Securities Act of 1933, as amended, except as may be 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.
Item 9.01. Financial Statements and Exhibits.
| | |
|---|---|
| Exhibit 99.1 | Earnings press release dated November 2, 2023. |
| Exhibit 99.2 | Supplemental Financial Presentation dated November 2, 2023. |
| 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: November 2, 2023 | By: | /s/ James M. Watkins |
| | | Name: James M. Watkins |
| | | Title: Chief Financial Officer and Secretary |
Exhibit 99.1
Boot Barn Holdings, Inc. Announces Second Quarter Fiscal Year 2024
Financial Results
IRVINE, California – November 2, 2023 – Boot Barn Holdings, Inc. (NYSE: BOOT) today announced its financial results for the second fiscal quarter ended September 30, 2023. A Supplemental Financial Presentation is available at investor.bootbarn.com.
For the quarter ended September 30, 2023:
| ● | Net sales increased 6.5% over the prior-year period to $374.5 million, cycling 12.4% net sales growth in the prior-year period. |
|---|---|
| ● | Same store sales decreased 4.8% compared to the prior-year period, cycling 64% same store sales growth on a 2-year stack basis. The 4.8% decrease in consolidated same store sales is comprised of a decrease in retail store same store sales of 3.8% and a decrease in e-commerce same store sales of 11.7%. |
| --- | --- |
| ● | Net income was $27.7 million, or $0.90 per diluted share, compared to $32.1 million, or $1.06 per diluted share in the prior-year period. Net income per diluted share in the current-year period includes an approximately $0.01 per share tax expense, primarily due to changes to state tax rates, partially offset by income tax accounting for share-based compensation. Excluding this net tax effect, net income per diluted share was $0.91 in the current-year period. |
| --- | --- |
| ● | The Company opened 10 new stores, bringing its total store count to 371. |
| --- | --- |
Jim Conroy, President and Chief Executive Officer, commented “I am pleased with our second quarter results which included solid sales growth, merchandise margin expansion and earnings achievement which was at the high end of our guidance range. We opened 10 new stores in the quarter and continue to be encouraged by the new store performance across the country. Exclusive brand penetration expanded more than 600 basis points as our brands are resonating well with the consumer. Our average store sales volume remains at elevated levels with a modest 3.8% decline in retail store same store sales for the quarter.
Throughout the quarter, we saw a sequential decline in same store sales, which we believe to be driven by a macro pull back in consumer demand. We believe that our inventory levels and expense structure are well positioned as we enter the holiday season.”
Operating Results for the Second Quarter Ended September 30, 2023 Compared to the Second Quarter Ended September 24, 2022
| ● | Net sales increased 6.5% to $374.5 million from $351.5 million in the prior-year period. Consolidated same store sales decreased 4.8% with retail store same store sales decreasing 3.8% and e-commerce same store sales decreasing 11.7%. The increase in net sales was the result of the incremental sales from new stores opened over the past twelve months, partially offset by the decrease in consolidated same store sales. |
|---|---|
| ● | Gross profit was $133.9 million, or 35.8% of net sales, compared to $129.1 million, or 36.7% of net sales, in the prior-year period. Gross profit increased primarily due to higher sales. The decrease in gross profit rate of 90 basis points was driven primarily by 140 basis points of deleverage in buying, occupancy and distribution center costs driven primarily by occupancy costs of 50 new stores and operating costs related to the new Kansas City distribution center, partially offset by a 50 basis-point increase in merchandise margin rate. The increase in merchandise margin |
| --- | --- |
1
| rate was driven by 35 basis points of product margin expansion resulting primarily from growth in exclusive brand penetration and a 15 basis-point improvement from lower freight expense as a percentage of net sales. | |
|---|---|
| ● | Selling, general and administrative expenses were $95.3 million, or 25.5% of net sales, compared to $84.9 million, or 24.2% 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 a result of higher store payroll and store-related expenses associated with operating 50 new stores and general and administrative expenses in the current year. Selling, general and administrative expenses as a percentage of net sales increased by 130 basis points primarily as a result of higher store payroll and store-related expenses. |
| --- | --- |
| ● | Income from operations decreased $5.6 million to $38.6 million, or 10.3% of net sales, compared to $44.2 million, or 12.6% of net sales, in the prior-year period, primarily due to the factors noted above. |
| --- | --- |
| ● | Net income was $27.7 million, or $0.90 per diluted share, compared to net income of $32.1 million, or $1.06 per diluted share in the prior-year period. The decrease in net income is primarily attributable to the factors noted above. Net income per diluted share in the current-year period includes an approximately $0.01 per share tax expense, primarily due to changes to state tax rates, partially offset by income tax accounting for share-based compensation. Excluding this net tax effect, net income per diluted share was $0.91 in the current-year period. |
| --- | --- |
Operating Results for the Six Months Ended September 30, 2023 Compared to the Six Months Ended September 24, 2022
| ● | Net sales increased 5.7% to $758.2 million from $717.4 million in the prior-year period. Consolidated same store sales decreased 3.8% with retail store same store sales decreasing 2.8% and e-commerce same store sales decreasing 11.3%. The increase in net sales was the result of the incremental sales from new stores opened over the past twelve months, partially offset by the decrease in consolidated same store sales. |
|---|
| ● | Gross profit was $275.9 million, or 36.4% of net sales, compared to $266.9 million, or 37.2% of net sales, in the prior-year period. Gross profit increased primarily due to higher sales. The decrease in gross profit rate of 80 basis points was driven primarily by 150 basis points of deleverage in buying, occupancy and distribution center costs driven primarily by occupancy costs of 50 new stores and operating costs related to the new Kansas City distribution center, partially offset by a 70 basis-point increase in merchandise margin rate. The increase in merchandise margin rate was driven by 60 basis points of product margin expansion resulting primarily from growth in exclusive brand penetration and a 10 basis-point improvement from lower freight expense as a percentage of net sales. |
|---|
| ● | Selling, general and administrative expenses were $191.1 million, or 25.2% of net sales, compared to $170.4 million, or 23.7% 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 a result of higher store payroll and store-related expenses associated with operating 50 new stores and general and administrative expenses in the current year. Selling, general and administrative expenses as a percentage of net sales increased by 150 basis points primarily as a result of higher store payroll, store-related expenses and general and administrative expenses. |
|---|
| ● | Income from operations decreased $11.8 million to $84.8 million, or 11.2% of net sales, compared to $96.6 million, or 13.5% of net sales, in the prior-year period, primarily due to the factors noted above. |
|---|
| ● | Net income was $61.9 million, or $2.03 per diluted share, compared to net income of $71.4 million, or $2.35 per diluted share in the prior-year period. Net income per diluted share in the current-year period includes an approximately $0.01 per share tax benefit, primarily due to income tax accounting for share-based compensation, partially offset by changes to state tax rates. Net income per diluted share in the prior-year period includes an approximately $0.03 per share tax benefit, primarily due to income tax accounting for share-based compensation. |
|---|
2
| Excluding these net tax effects, net income per diluted share was $2.02 in the current-year period, compared to $2.32 in the prior-year period. |
|---|
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 | **** |
| | | September 30, 2023 | | | Fiscal July | | Fiscal August | | Fiscal September | | | Fiscal October | **** |
| | | | | | | | | | | | | | |
| Total Net Sales Growth | 6.5 | % | | 13.2 | % | 4.8 | % | 3.1 | % | | 2.8 | % | |
| | | | | | | | | | | | | | |
| Retail Stores SSS | (3.8) | % | | 1.1 | % | (3.7) | % | (7.3) | % | | (8.2) | % | |
| E-commerce SSS | (11.7) | % | | (11.9) | % | (13.0) | % | (10.6) | % | | (16.7) | % | |
| Consolidated SSS | (4.8) | % | | (0.5) | % | (4.8) | % | (7.7) | % | | (9.2) | % | |
| | | | | | | | | | | | | | |
| E-commerce as a % of Net Sales | 9.9 | % | | 9.5 | % | 9.8 | 10.4 | % | | 9.6 | % | ||
| | | | | | | | | | | | | | |
Balance Sheet Highlights as of September 30, 2023
| ● | Cash of $38.7 million. |
|---|---|
| ● | Zero drawn under our $250 million revolving credit facility. |
| --- | --- |
| ● | Average inventory per store decreased approximately 14% on a same store basis compared to September 24, 2022. |
| --- | --- |
Fiscal Year 2024 Outlook
The Company is providing updated guidance for the fiscal year ending March 30, 2024, superseding in its entirety the previous guidance issued in its first quarter earnings report on August 2, 2023. As a result, for the fiscal year ending March 30, 2024, the Company now expects:
| ● | To open 52 new stores. |
|---|---|
| ● | Total sales of $1.677 billion to $1.702 billion, representing growth of 1.2% to 2.7% over the prior year, which was a 53-week year. |
| --- | --- |
| ● | Same store sales decline of approximately (6.5)% to (5.0)%, with retail store same store sales declines of (5.5)% to (4.0)% and an e-commerce same store sales decline of (13.0)% to (11.0)%. |
| --- | --- |
| ● | Gross profit between $618.5 million and $630.7 million, or approximately 36.9% to 37.1% of sales. Gross profit reflects an estimated 190 basis-point increase in merchandise margin, including a 130 basis-point improvement from freight expense. We anticipate 170 basis points of deleverage in buying, occupancy and distribution center costs. |
| --- | --- |
| ● | Selling, general and administrative expenses between $419.6 million and $420.8 million. This represents approximately 25.0% to 24.7% of sales. |
| --- | --- |
| ● | Income from operations between $198.9 million and $209.9 million. This represents approximately 11.9% to 12.3% of sales. |
| --- | --- |
| ● | Interest expense of $2.4 million. |
| --- | --- |
| ● | Net income of $145.2 million to $153.4 million. |
| --- | --- |
| ● | Net income per diluted share of $4.75 to $5.00 based on 30.7 million weighted average diluted shares outstanding. |
| --- | --- |
| ● | Capital expenditures between $95 million and $105 million. |
| --- | --- |
3
For the fiscal third quarter ending December 30, 2023, the Company expects:
| ● | Total sales of $522 million to $535 million, representing growth of 1.4% to 4.0% over the prior year. |
|---|---|
| ● | Same store sales decline of approximately (10.5)% to (8.0)%, with retail store same store sales declines of (9.5)% to (7.0)% and e-commerce same store sales declines of (15.5)% to (12.5)%. |
| --- | --- |
| ● | Gross profit between $197.8 million and $204.2 million, or approximately 37.9% to 38.2% of sales. Gross profit reflects an estimated 310 basis-point increase in merchandise margin, including a 260 basis-point improvement from freight expense. We anticipate 150 basis points of deleverage in buying, occupancy and distribution center costs. |
| --- | --- |
| ● | Selling, general and administrative expenses between $128.2 and $129.4 million. This represents approximately 24.6% to 24.2% of sales. |
| --- | --- |
| ● | Income from operations between $69.6 million and $74.8 million. This represents approximately 13.3% to 14.0% of sales. |
| --- | --- |
| ● | Net income per diluted share of $1.67 to $1.79 based on 30.7 million weighted average diluted shares outstanding. |
| --- | --- |
Conference Call Information
A conference call to discuss the financial results for the second quarter of fiscal year 2024 is scheduled for today, November 2, 2023, at 4:30 p.m. ET (1:30 p.m. PT). Investors and analysts interested in participating in the call are invited to dial (877) 451-6152. 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 December 2, 2023, by dialing (844) 512-2921 (domestic) or (412) 317-6671 (international) and entering the conference identification number: 13742403. 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 374 stores in 44 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 our current expectations and projections relating to, by way of example and without limitation, our 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 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 4
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
or
Company Contact: Boot Barn Holdings, Inc.
Mark Dedovesh, 949-453-4489
Senior Vice President, Investor Relations & Financial Planning
BootBarnIRMedia@bootbarn.com
5
Boot Barn Holdings, Inc.
Consolidated Balance Sheets
(In thousands, except per share data)
(Unaudited)
| | | | | | | |
|---|---|---|---|---|---|---|
| | **** | September 30, | **** | April 1, | ||
| | | 2023 | **** | 2023 | ||
| Assets | | | ||||
| Current assets: | | | ||||
| Cash and cash equivalents | | $ | 38,665 | | $ | 18,193 |
| Accounts receivable, net | | 9,321 | | 13,145 | ||
| Inventories | | 585,573 | | 589,494 | ||
| Prepaid expenses and other current assets | | 39,044 | | 48,341 | ||
| Total current assets | | 672,603 | | 669,173 | ||
| Property and equipment, net | | 293,702 | | 257,143 | ||
| Right-of-use assets, net | | 348,788 | | | 326,623 | |
| Goodwill | | 197,502 | | 197,502 | ||
| Intangible assets, net | | 60,724 | | 60,751 | ||
| Other assets | | 4,887 | | 6,189 | ||
| Total assets | | $ | 1,578,206 | | $ | 1,517,381 |
| Liabilities and stockholders’ equity | | | | | | |
| Current liabilities: | | | | | | |
| Line of credit | | $ | — | | $ | 66,043 |
| Accounts payable | | 139,762 | | | 134,246 | |
| Accrued expenses and other current liabilities | | 132,860 | | 122,958 | ||
| Short-term lease liabilities | | 56,209 | | | 51,595 | |
| Total current liabilities | | 328,831 | | 374,842 | ||
| Deferred taxes | | 36,253 | | 33,260 | ||
| Long-term lease liabilities | | 357,478 | | | 330,081 | |
| Other liabilities | | 3,258 | | 2,748 | ||
| Total liabilities | | 725,820 | | | 740,931 | |
| | | | | | | |
| Stockholders’ equity: | | | | | | |
| Common stock, $0.0001 par value; September 30, 2023 - 100,000 shares authorized, 30,511 shares issued; April 1, 2023 - 100,000 shares authorized, 30,072 shares issued | | 3 | | 3 | ||
| Preferred stock, $0.0001 par value; 10,000 shares authorized, no shares issued or outstanding | | — | | — | ||
| Additional paid-in capital | | 226,379 | | 209,964 | ||
| Retained earnings | | 637,963 | | 576,030 | ||
| Less: Common stock held in treasury, at cost, 227 and 192 shares at September 30, 2023 and April 1, 2023, respectively | | (11,959) | | | (9,547) | |
| Total stockholders’ equity | | 852,386 | | 776,450 | ||
| Total liabilities and stockholders’ equity | | $ | 1,578,206 | | $ | 1,517,381 |
6
Boot Barn Holdings, Inc.
Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)
| | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | **** | Thirteen Weeks Ended | **** | Twenty-Six Weeks Ended | ||||||||
| | **** | September 30, | | September 24, | | September 30, | | September 24, | ||||
| | | 2023 | **** | 2022 | **** | 2023 | **** | 2022 | ||||
| Net sales | | $ | 374,456 | | $ | 351,545 | | $ | 758,151 | | $ | 717,401 |
| Cost of goods sold | | 240,540 | | 222,449 | | 482,272 | | 450,475 | ||||
| Gross profit | | 133,916 | | 129,096 | | 275,879 | | 266,926 | ||||
| Selling, general and administrative expenses | | 95,338 | | 84,946 | | 191,056 | | 170,351 | ||||
| Income from operations | | 38,578 | | 44,150 | | 84,823 | | 96,575 | ||||
| Interest expense | | 463 | | 1,362 | | 1,486 | | 2,087 | ||||
| Other (loss)/income, net | | (50) | | — | | 174 | | (273) | ||||
| Income before income taxes | | 38,065 | | 42,788 | | 83,511 | | 94,215 | ||||
| Income tax expense | | 10,385 | | 10,734 | | 21,578 | | 22,843 | ||||
| Net income | | $ | 27,680 | | $ | 32,054 | | $ | 61,933 | | $ | 71,372 |
| | | | | | | | | | | | | |
| Earnings per share: | | | | | | | | | ||||
| Basic | | $ | 0.92 | | $ | 1.08 | | $ | 2.06 | | $ | 2.40 |
| Diluted | | $ | 0.90 | | $ | 1.06 | | $ | 2.03 | | $ | 2.35 |
| Weighted average shares outstanding: | | | | | | | | | ||||
| Basic | | 30,137 | | 29,808 | | 30,029 | | 29,778 | ||||
| Diluted | | 30,627 | | 30,313 | | 30,540 | | 30,351 |
7
Boot Barn Holdings, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
| | | | | | | |
|---|---|---|---|---|---|---|
| | **** | Twenty-Six Weeks Ended | ||||
| | | September 30, | | September 24, | ||
| | | 2023 | | 2022 | ||
| Cash flows from operating activities | | | ||||
| Net income | | $ | 61,933 | | $ | 71,372 |
| Adjustments to reconcile net income to net cash provided by/(used in) operating activities: | | | | | ||
| Depreciation | | 22,597 | | 16,792 | ||
| Stock-based compensation | | 7,833 | | 7,143 | ||
| Amortization of intangible assets | | 27 | | 32 | ||
| Noncash lease expense | | 26,487 | | 22,951 | ||
| Amortization and write-off of debt issuance fees and debt discount | | 54 | | 74 | ||
| Loss on disposal of assets | | 298 | | 250 | ||
| Deferred taxes | | 2,993 | | 1,479 | ||
| Changes in operating assets and liabilities: | | | | | ||
| Accounts receivable, net | | 3,046 | | (972) | ||
| Inventories | | 3,921 | | (166,721) | ||
| Prepaid expenses and other current assets | | 9,243 | | (5,857) | ||
| Other assets | | 1,302 | | (3,329) | ||
| Accounts payable | | 7,051 | | 36,472 | ||
| Accrued expenses and other current liabilities | | 13,600 | | (27,199) | ||
| Other liabilities | | 510 | | 244 | ||
| Operating leases | | (15,435) | | (14,868) | ||
| Net cash provided by/(used in) operating activities | | $ | 145,460 | | $ | (62,137) |
| Cash flows from investing activities | | | | | ||
| Purchases of property and equipment | | $ | (64,687) | | $ | (52,459) |
| Net cash used in investing activities | | $ | (64,687) | | $ | (52,459) |
| Cash flows from financing activities | | | | | ||
| (Payments)/Borrowings on line of credit, net | | $ | (66,043) | | $ | 118,281 |
| Repayments on debt and finance lease obligations | | (428) | | (419) | ||
| Tax withholding payments for net share settlement | | (2,412) | | (4,501) | ||
| Proceeds from the exercise of stock options | | 8,582 | | 247 | ||
| Net cash (used in)/provided by financing activities | | $ | (60,301) | | $ | 113,608 |
| | | | | | | |
| Net increase/(decrease) in cash and cash equivalents | | 20,472 | | (988) | ||
| Cash and cash equivalents, beginning of period | | 18,193 | | 20,674 | ||
| Cash and cash equivalents, end of period | | $ | 38,665 | | $ | 19,686 |
| | | | | | | |
| Supplemental disclosures of cash flow information: | | | | | ||
| Cash paid for income taxes | | $ | 2,822 | | $ | 45,519 |
| Cash paid for interest | | $ | 1,399 | | $ | 1,642 |
| Supplemental disclosure of non-cash activities: | | | | | ||
| Unpaid purchases of property and equipment | | $ | 14,103 | | $ | 21,551 |
8
Boot Barn Holdings, Inc.
Store Count
| | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | **** | Quarter Ended | **** | Quarter Ended | **** | Quarter Ended | **** | Quarter Ended | **** | Quarter Ended | **** | Quarter Ended | **** | Quarter Ended | **** | Quarter Ended |
| | | September 30, | | July 1, | | April 1, | | December 24, | | September 24, | | June 25, | | March 26, | | December 25, |
| | | 2023 | | 2023 | | 2023 | | 2022 | | 2022 | | 2022 | | 2022 | | 2021 |
| Store Count (BOP) | 361 | | 345 | | 333 | | 321 | | 311 | | 300 | | 289 | | 278 | |
| Opened/Acquired | 10 | | 16 | | 12 | | 12 | | 10 | | 11 | | 11 | | 11 | |
| Closed | — | | — | | — | | — | | — | | — | | — | | — | |
| Store Count (EOP) | 371 | | 361 | | 345 | | 333 | | 321 | | 311 | | 300 | | 289 |
Boot Barn Holdings, Inc.
Selected Store Data
| | | | | | | | | | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | | | **** | | | | | | | | | | | | | | | | | **** | ||
| | | Thirteen Weeks Ended | | Fourteen Weeks Ended | | Thirteen Weeks Ended | | ||||||||||||||||||
| | | September 30, | | July 1, | | April 1, | | December 24, | | September 24, | | June 25, | | March 26, | | December 25, | **** | ||||||||
| | **** | 2023 | **** | 2023 | **** | 2023 | **** | 2022 | **** | 2022 | **** | 2022 | **** | 2022 | **** | 2021 | **** | ||||||||
| Selected Store Data: | | | | | | | | | | | | | | | | | |||||||||
| Same Store Sales (decline)/growth | | (4.8) | % | | (2.9) | % | | (5.5) | % | | (3.6) | % | | 2.3 | % | | 10.0 | % | | 33.3 | % | | 54.2 | % | |
| Stores operating at end of period | | 371 | | 361 | | 345 | | 333 | | 321 | | 311 | | 300 | | 289 | | ||||||||
| Total retail store square footage, end of period (in thousands) | | 4,027 | | 3,914 | | 3,735 | | 3,598 | | 3,451 | | 3,333 | | 3,194 | | 3,063 | | ||||||||
| Average store square footage, end of period | | 10,855 | | 10,841 | | 10,825 | | 10,806 | | 10,751 | | 10,717 | | 10,648 | | 10,597 | | ||||||||
| Average net sales per store (in thousands) | | $ | 909 | | $ | 958 | | $ | 1,088 | | $ | 1,320 | | $ | 966 | | $ | 1,031 | | $ | 1,094 | | $ | 1,372 | |
9
Exhibit 99.2
| 0<br>Supplemental Financial Presentation<br>November 2023<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 the Company’s management has made in light of their industry experience and on<br>their perceptions of historical trends, current conditions, expected future developments and other factors they believe are appropriate under the circumstances. As you consider this presentation,<br>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.<br>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<br>changes in consumer preferences; the Company’s ability to effectively execute on its growth strategy; the Company’s failure to maintain and enhance its strong brand image, to compete<br>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<br>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<br>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<br>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<br>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<br>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 presentation after the date of this<br>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 Item 1A, Risk Factors, of our Fiscal 2023 10-K. |
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| 2<br>$372 $374 $379<br>Low-End<br>Guidance<br>Actual High-End<br>Guidance<br>Q2 Fiscal 2024 Financial Results<br>Q2 Total Sales ($M) Q2 GAAP EPS<br>$0.84 $0.90 $0.90<br>Low-End<br>Guidance<br>High-End<br>Guidance<br>Actual<br>$35 $38 $39<br>Low-End<br>Guidance<br>High-End<br>Guidance<br>Actual<br>Q2 Income from Operations ($M)<br>9.5%<br>of sales<br>10.0%<br>of sales<br>10.3%<br>of sales<br>5.8%<br>growth<br>6.5%<br>growth<br>7.8%<br>growth |
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| 3<br>$168<br>$374<br>FY19 Q2 FY24 Q2<br>Q2 Fiscal 2024 vs. Five Years Ago<br>Q2 Total Sales ($M) Q2 GAAP EPS<br>$0.16<br>$0.90<br>FY19 Q2 FY24 Q2<br>123% Growth<br>17% CAGR<br>463% Growth<br>41% CAGR<br>232<br>371<br>FY19 Q2 FY24 Q2<br>Q2 Store Count<br>60% Growth<br>31<br>States<br>44<br>States |
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| 4<br>Morgan Wallen & Dallas Cowboys Partnerships<br>Morgan Wallen<br>2024 Headline Tour Sponsor<br>Dallas Cowboys<br>Official Sponsor of the 2023-2024 Season |
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| 5<br>Strategic Initiatives Update<br>1<br>2<br>3<br>4<br>Expand Our Store Base<br>Drive Same Store Sales Growth<br>Continue Omni-Channel Leadership<br>Build Out Exclusive Brand Portfolio |
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| 6<br>15% New Unit Growth<br>86<br>117<br>152<br>169<br>208<br>219 226<br>240<br>259<br>273<br>300<br>345<br>397<br>FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 E<br>Annual Store Count<br>1<br>1Represents management’s guidance to open 52 new stores in Fiscal 2024 (including Q2 FY24 YTD actual openings and its best estimate of future quarterly cadence), provided on the Company’s second quarter earnings call on<br>November 2, 2023.<br>1<br>11 11 11 10 12 12<br>16<br>10 11<br>15<br>FY22<br>Q3<br>FY22<br>Q4<br>FY23<br>Q1<br>FY23<br>Q2<br>FY23<br>Q3<br>FY23<br>Q4<br>FY24<br>Q1<br>FY24<br>Q2<br>FY24<br>Q3 E<br>FY24<br>Q4 E<br>New Stores Opened by Quarter<br>1 1 1 1 |
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| 7<br>1 Profitable New Units & Expanding Our National Footprint<br>• 374 stores<br>• 44 states<br>• 86 stores<br>• 8 states<br>2012<br>Today<br>New Store Economics<br>SqFt<br>$1.7M<br>~$2.0M<br>~$3.3M<br>1st Year Sales<br>$700K<br>Investment Return on Investment<br>Underwritten<br>Projection<br>Today<br>3yr<br>Payback<br>~1.5yr<br>Payback<br>IPO Model<br>$1.5M<br>32% 32%<br>~66%<br>$1.5M 12K 12K<br>10K |
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| 8<br>1 New Store Prototype & Remodels<br>Remodel Target Store Current Prototype Store |
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| 9<br>1 Looking Forward: 15% New Unit Growth<br>1Represents 15% new unit growth annually.<br>397<br>900<br>FY24 E FY25 FY26 FY27 FY28 FY29 FY30<br>The Path to 900 Stores1 |
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| 10<br>-5.0% -2.6%<br>1.5% 1.1%<br>-3.7%<br>-7.3% -8.2%<br>Apr May Jun Jul Aug Sep Oct<br>2 Store SSS% by Month<br>FY23<br>8.1%<br>14.8%<br>8.1%<br>1.6%<br>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>FY24<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%<br>17.3%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar<br>1Represents preliminary retail store same store sales for October Fiscal 2024.<br>Q2 SSS% Guidance<br>1.0% -4.0% -4.0%<br>Stores are<br>~90% of<br>FY24 Q2 Sales<br>1 |
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| 11<br>2 Over a Decade of Strong Sales Across Channels<br>Total Sales Growth %<br>38.2%<br>48.4%<br>16.4%<br>41.3%<br>10.7% 7.6%<br>14.6%<br>8.8%<br>5.7%<br>66.6%<br>11.4%<br>2.7%<br>FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 E<br>Consolidated SSS%<br>11.9%<br>6.7% 7.3%<br>-0.1% 0.3%<br>5.2%<br>10.0%<br>5.0% 3.1%<br>53.7%<br>-0.1%<br>-5.0%<br>FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 E<br>Retail Store SSS%<br>10.9%<br>6.8% 6.7%<br>-2.4% -2.3%<br>6.1%<br>9.5%<br>4.5%<br>-1.1%<br>57.2%<br>1.8%<br>-4.0%<br>FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 E<br>E-commerce SSS%<br>31.7%<br>4.5%<br>20.9%<br>13.2% 13.6%<br>1.2%<br>12.2%<br>7.4%<br>23.6%<br>38.7%<br>-10.2% -11.0%<br>FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 E<br>1Reflects the high end of the Company’s guidance range provided on its November 2, 2023 earnings call.<br>1<br>1<br>1 1 |
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| 12<br>+30bps<br>+200bps<br>(50)bps<br>+360bps<br>+50bps<br>+50bps<br>FY19 FY20 FY21 FY22 FY23 FY24<br>2 Q2 Merchandise Margin Expansion<br>~640bps Q2 Merchandise Margin Rate Growth over Six Years<br>COVID |
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| 13<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>•<br>• Mobile App<br>• Range Finder (finite aisle)<br>• WHIP (endless aisle)<br>• Handheld Tablet<br>Fulfill Online Demand<br>Efficiently<br>• DC Fulfillment<br>• Store Fulfillment<br>• Same Day Delivery<br>Improve Online Profitability<br>• Price above IMAP; respect<br>MSRP on bootbarn.com<br>• Improve ROAS (ROI) |
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| 14<br>3 Ecommerce SSS% by Month<br>-19.1%<br>-9.0% -3.5%<br>-11.9% -13.0% -10.6% -16.7%<br>Apr May Jun Jul Aug Sep Oct<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% -16.3% -18.7% -19.4%<br>Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar<br>FY24<br>FY22<br>26.1%<br>-4.4%<br>10.2%<br>32.1% 40.3%<br>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>1Represents preliminary e-commerce same store sales for October Fiscal 2024.<br>1<br>Q2 SSS% Guidance<br>-11.4% -12.0% -5.0%<br>Ecommerce is<br>~10% of<br>FY24 Q2 Sales |
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| 15<br>WESTERN COUNTRY ARTIST INSPIRED<br>WORK RANCH & RODEO<br>4 Exclusive Brands Portfolio |
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| 16<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>39.0%<br>FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 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>$664<br>FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 E<br>Full Year Exclusive Brands Sales ($M)<br>4<br>1FY24 estimated 39.0% consolidated exclusive brand penetration reflects 500 basis points of growth over fiscal 2023 as provided in the Company’s guidance outlined on their November 2, 2023 earnings call.<br>1<br>1<br>32.3%<br>38.6%<br>FY23 Q2 FY24 Q2<br>Q2 Exclusive Brands Penetration %<br>Q2 Exclusive Brands Sales ($M)<br>Over 600bps vs. LY<br>$114<br>$145<br>FY23 Q2 FY24 Q2<br>Exclusive Brands Penetration Growth |
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| 17<br>FY24 Guidance |
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| 18<br>Full Year FY24 Financial Guidance<br>Full Year FY24 Financial Guidance Low End<br>($M)<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 % (includes sales from the 53rd week LY)<br>New Store Openings<br>$1,677<br>(6.5)%<br>(5.5)%<br>(13.0)%<br>1.2%<br>52<br>$1,702<br>(5.0)%<br>(4.0)%<br>(11.0)%<br>2.7%<br>52<br>Gross Profit<br>%<br>$618.5<br>36.9%<br>$630.7<br>37.1%<br>+190bps merchandise margin expansion<br>including +130bps freight improvement<br>(170)bps Buying/Occupancy/DC deleverage<br>SG&A<br>%<br>$419.6<br>25.0%<br>$420.8<br>24.7%<br>Income from Operations<br>%<br>$198.9<br>11.9%<br>$209.9<br>12.3%<br>GAAP Earnings per Diluted Share $4.75 $5.00 Interest Expense of $2.4M<br>Capital expenditures of $95M - $105M |
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| 19<br>Q3 FY24 Financial Guidance<br>Q3 FY24 Financial Guidance Low End<br>($M)<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>$522<br>(10.5)%<br>(9.5)%<br>(15.5)%<br>1.4%<br>11<br>$535<br>(8.0)%<br>(7.0)%<br>(12.5)%<br>4.0%<br>11<br>Gross Profit<br>%<br>$197.8<br>37.9%<br>$204.2<br>38.2%<br>+310bps merchandise margin expansion<br>including +260bps freight improvement<br>(150)bps Buying/Occupancy/DC deleverage<br>SG&A<br>%<br>$128.2<br>24.6%<br>$129.4<br>24.2%<br>Income from Operations<br>%<br>$69.6<br>13.3%<br>$74.8<br>14.0%<br>GAAP Earnings per Diluted Share $1.67 $1.79 |
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| 20<br>National Leader in<br>Attractive Market<br>• Leading player in estimated $40<br>billion industry<br>• Brick-and-mortar presence in 44<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, e-commerce and events<br>Profit Enhancement<br>Opportunities<br>• Proven ability to drive merchandise<br>margin expansion<br>• Economies of scale in purchasing &<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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| 21<br>investor.bootbarn.com |
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