FALSE000176650200017665022024-01-182024-01-18

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 18, 2024

 

 CHEWY, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware			001-38936			90-1020167
(State or Other Jurisdiction of Incorporation)			(Commission File Number)			(IRS Employer Identification No.)

7700 West Sunrise Boulevard, Plantation, Florida						33322
(Address of Principal Executive Offices)						(Zip Code)

(786) 320-7111

(Registrant’s Telephone Number, Including Area Code)

N/A

(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))

Securities registered pursuant to Section 12(b) of the Act: 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, par value $0.01 per share

CHWY

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.  ☐

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Item 8.01 Other Events.

 

As previously announced on October 30, 2023, Chewy, Inc. (“Chewy” or the “Company”) entered into certain transactions (the “Transactions”) with affiliates of BC Partners Advisors LP pursuant to an Agreement and Plan of Merger. The Transactions resulted in, among other things, Chewy Pharmacy KY, LLC (“Chewy Pharmacy KY”) becoming an indirect wholly-owned subsidiary of the Company.

The Company is filing this Current Report on Form 8-K (this “Form 8-K”), including Exhibit 99.1, which is incorporated herein by reference, solely to recast certain financial information to reflect the operations of Chewy Pharmacy KY as part of its consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 30, 2022 originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 29, 2022 (the “2021 Form 10-K”), the Company’s Annual Report on Form 10-K for the fiscal year ended January 29, 2023 originally filed with the SEC on March 22, 2023 (the “2022 Form 10-K”) and the Company’s Quarterly Reports on Form 10-Q for the quarterly periods ended April 30, 2023, July 30, 2023 and October 29, 2023 originally filed with the SEC on May 31, 2023, August 30, 2023 and December 6, 2023, respectively (collectively, the “2023 Form 10-Qs” and together with the 2021 Form 10-K and 2022 Form 10-K, the “Previous Reports”). The Company has also included in Exhibit 99.1 certain recasted non-GAAP financial measures which reflect the operations of Chewy Pharmacy KY. See “Non-GAAP Financial Measures” in Exhibit 99.1 to this Form 8-K for additional information.

The recasted financial information contained in Exhibit 99.1 to this Form 8-K does not represent a restatement of previously issued financial statements. This Form 8-K does not reflect other events occurring after the filing dates of the Previous Reports, except as otherwise reflected in Exhibit 99.1. This Form 8-K should be read in conjunction with the Previous Reports and the other SEC filings made by the Company.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
99.1						Recasted historical unaudited condensed consolidated financial information of the Company reflecting Chewy Pharmacy KY’s operations.
104						The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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SIGNATURES

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

									CHEWY, INC.
Date:			January 18, 2024			By:			/s/ Stacy Bowman
									Stacy Bowman
									Interim Chief Financial Officer and Chief Accounting Officer

Exhibit 99.1

CHEWY, INC.

SUPPLEMENTAL FINANCIAL INFORMATION

(Unaudited)

Overview

On October 30, 2023, Chewy, Inc. (“Chewy” or the “Company”) entered into certain transactions (the “Transactions”) with affiliates of BC Partners Advisors LP pursuant to an Agreement and Plan of Merger. The Transactions resulted in such affiliates restructuring their ownership interests in the Company and Chewy Pharmacy KY, LLC (“Chewy Pharmacy KY”) becoming an indirect wholly-owned subsidiary of the Company.

In this Exhibit 99.1, the Company has provided certain recast historical unaudited financial information prepared in accordance with GAAP reflecting the operations of Chewy Pharmacy KY as part of its consolidated financial statements, as well as certain non-GAAP financial measures reflecting the operations of Chewy Pharmacy KY. See “Non-GAAP Financial Measures” in Exhibit 99.1 to this Form 8-K for additional information.

1

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

(in thousands, except share and per share data)

			As of
			October 29, 2023						October 29, 2023						$ Change
Assets			(As Filed)						(Restated)
Current assets:
Cash and cash equivalents			$	469,409					$	469,909					$	500
Marketable securities			487,772						487,772						—
Accounts receivable			160,980						161,405						425
Inventories			712,053						714,851						2,798
Prepaid expenses and other current assets			52,713						52,850						137
Total current assets			1,882,927						1,886,787						3,860
Property and equipment, net			514,701						514,795						94
Operating lease right-of-use assets			473,529						473,595						66
Goodwill			39,442						39,442						—
Other non-current assets			25,883						25,924						41
Total assets			$	2,936,482					$	2,940,543					$	4,061
Liabilities and stockholders’ equity
Current liabilities:
Trade accounts payable			$	1,078,429					$	1,081,939					$	3,510
Accrued expenses and other current liabilities			886,259						883,361						(2,898)
Total current liabilities			1,964,688						1,965,300						612
Operating lease liabilities			526,994						527,019						25
Other long-term liabilities			51,633						51,634						1
Total liabilities			2,543,315						2,543,953						638
Stockholders’ equity:
Preferred stock, $0.01 par value per share, 5,000,000 shares authorized, no shares issued and outstanding as of October 29, 2023			—						—						—
Class A common stock, $0.01 par value per share, 1,500,000,000 shares authorized, 119,950,022 shares issued and outstanding as of October 29, 2023			1,199						1,199						—
Class B common stock, $0.01 par value per share, 395,000,000 shares authorized, 311,188,356 shares issued and outstanding as of October 29, 2023			3,112						3,112						—
Additional paid-in capital			2,345,082						2,399,817						54,735
Accumulated deficit			(1,956,226)						(2,007,538)						(51,312)
Total stockholders’ equity			393,167						396,590						3,423
Total liabilities and stockholders’ equity			$	2,936,482					$	2,940,543					$	4,061

2

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

(in thousands, except share and per share data)

			As of
			July 30, 2023						July 30, 2023						$ Change
Assets			(As Filed)						(Restated)
Current assets:
Cash and cash equivalents			$	457,103					$	458,435					$	1,332
Marketable securities			448,323						448,323						—
Accounts receivable			162,681						164,456						1,775
Inventories			738,204						742,974						4,770
Prepaid expenses and other current assets			48,080						48,217						137
Total current assets			1,854,391						1,862,405						8,014
Property and equipment, net			511,755						511,866						111
Operating lease right-of-use assets			434,805						434,881						76
Goodwill			39,442						39,442						—
Other non-current assets			63,621						63,662						41
Total assets			$	2,904,014					$	2,912,256					$	8,242
Liabilities and stockholders’ equity
Current liabilities:
Trade accounts payable			$	1,119,316					$	1,123,629					$	4,313
Accrued expenses and other current liabilities			880,072						880,979						907
Total current liabilities			1,999,388						2,004,608						5,220
Operating lease liabilities			488,767						488,802						35
Other long-term liabilities			51,230						51,233						3
Total liabilities			2,539,385						2,544,643						5,258
Stockholders’ equity:
Preferred stock, $0.01 par value per share, 5,000,000 shares authorized, no shares issued and outstanding as of July 30, 2023			—						—						—
Class A common stock, $0.01 par value per share, 1,500,000,000 shares authorized, 118,530,123 shares issued and outstanding as of July 30, 2023			1,185						1,185						—
Class B common stock, $0.01 par value per share, 395,000,000 shares authorized, 311,188,356 shares issued and outstanding as of July 30, 2023			3,112						3,112						—
Additional paid-in capital			2,280,748						2,335,482						54,734
Accumulated deficit			(1,920,416)						(1,972,166)						(51,750)
Total stockholders’ equity			364,629						367,613						2,984
Total liabilities and stockholders’ equity			$	2,904,014					$	2,912,256					$	8,242

3

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

(in thousands, except share and per share data)

			As of
			April 30, 2023						April 30, 2023						$ Change
Assets			(As Filed)						(Restated)
Current assets:
Cash and cash equivalents			$	408,685					$	410,204					$	1,519
Marketable securities			394,487						394,487						—
Accounts receivable			151,719						152,776						1,057
Inventories			731,376						732,265						889
Prepaid expenses and other current assets			47,345						47,477						132
Total current assets			1,733,612						1,737,209						3,597
Property and equipment, net			474,764						474,890						126
Operating lease right-of-use assets			447,581						447,666						85
Goodwill			39,442						39,442						—
Other non-current assets			42,945						42,986						41
Total assets			$	2,738,344					$	2,742,193					$	3,849
Liabilities and stockholders’ equity
Current liabilities:
Trade accounts payable			$	1,113,849					$	1,115,269					$	1,420
Accrued expenses and other current liabilities			779,625						835,015						55,390
Total current liabilities			1,893,474						1,950,284						56,810
Operating lease liabilities			500,578						500,624						46
Other long-term liabilities			61,927						61,931						4
Total liabilities			2,455,979						2,512,839						56,860
Stockholders’ equity:
Preferred stock, $0.01 par value per share, 5,000,000 shares authorized, no shares issued and outstanding as of April 30, 2023			—						—						—
Class A common stock, $0.01 par value per share, 1,500,000,000 shares authorized, 115,919,876 shares issued and outstanding as of April 30, 2023			1,159						1,159						—
Class B common stock, $0.01 par value per share, 395,000,000 shares authorized, 311,188,356 shares issued and outstanding as of April 30, 2023			3,112						3,112						—
Additional paid-in capital			2,217,456						2,217,456						—
Accumulated deficit			(1,939,362)						(1,992,373)						(53,011)
Total stockholders’ equity			282,365						229,354						(53,011)
Total liabilities and stockholders’ equity			$	2,738,344					$	2,742,193					$	3,849

4

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

(in thousands, except share and per share data)

			As of
			January 29, 2023						January 29, 2023						$ Change
Assets			(As Filed)						(Restated)
Current assets:
Cash and cash equivalents			$	330,441					$	331,641					$	1,200
Marketable securities			346,944						346,944						—
Accounts receivable			126,349						126,969						620
Inventories			675,520						678,005						2,485
Prepaid expenses and other current assets			41,067						41,221						154
Total current assets			1,520,321						1,524,780						4,459
Property and equipment, net			478,738						478,885						147
Operating lease right-of-use assets			423,423						423,518						95
Goodwill			39,442						39,442						—
Other non-current assets			53,152						53,193						41
Total assets			$	2,515,076					$	2,519,818					$	4,742
Liabilities and stockholders’ equity
Current liabilities:
Trade accounts payable			$	1,030,882					$	1,033,184					$	2,302
Accrued expenses and other current liabilities			738,467						794,534						56,067
Total current liabilities			1,769,349						1,827,718						58,369
Operating lease liabilities			471,765						471,821						56
Other long-term liabilities			60,005						60,011						6
Total liabilities			2,301,119						2,359,550						58,431
Stockholders’ equity:
Preferred stock, $0.01 par value per share, 5,000,000 shares authorized, no shares issued and outstanding as of January 29, 2023			—						—						—
Class A common stock, $0.01 par value per share, 1,500,000,000 shares authorized, 114,160,531 shares issued and outstanding as of January 29, 2023			1,141						1,141						—
Class B common stock, $0.01 par value per share, 395,000,000 shares authorized, 311,188,356 shares issued and outstanding as of January 29, 2023			3,112						3,112						—
Additional paid-in capital			2,171,247						2,171,247						—
Accumulated deficit			(1,961,543)						(2,015,232)						(53,689)
Total stockholders’ equity			213,957						160,268						(53,689)
Total liabilities and stockholders’ equity			$	2,515,076					$	2,519,818					$	4,742

5

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

(in thousands, except share and per share data)

			As of
			January 30, 2022						January 30, 2022						$ Change
Assets			(As Filed)						(Restated)
Current assets:
Cash and cash equivalents			$	603,079					$	604,102					$	1,023
Accounts receivable			123,510						124,291						781
Inventories			560,430						562,744						2,314
Prepaid expenses and other current assets			36,513						34,028						(2,485)
Total current assets			1,323,532						1,325,165						1,633
Property and equipment, net			367,166						367,421						255
Operating lease right-of-use assets			372,693						372,707						14
Other non-current assets			22,890						22,930						40
Total assets			$	2,086,281					$	2,088,223					$	1,942
Liabilities and stockholders’ equity
Current liabilities:
Trade accounts payable			$	883,316					$	885,719					$	2,403
Accrued expenses and other current liabilities			761,563						815,444						53,881
Total current liabilities			1,644,879						1,701,163						56,284
Operating lease liabilities			410,168						410,168						—
Other long-term liabilities			16,498						16,512						14
Total liabilities			2,071,545						2,127,843						56,298
Stockholders’ equity:
Preferred stock, $0.01 par value per share, 5,000,000 shares authorized, no shares issued and outstanding as of January 30, 2022			—						—						—
Class A common stock, $0.01 par value per share, 1,500,000,000 shares authorized, 108,918,032 shares issued and outstanding as of January 30, 2022			1,089						1,089						—
Class B common stock, $0.01 par value per share, 395,000,000 shares authorized, 311,188,356 shares issued and outstanding as of January 30, 2022			3,112						3,112						—
Additional paid-in capital			2,021,310						2,021,310						—
Accumulated deficit			(2,010,775)						(2,065,131)						(54,356)
Total stockholders’ equity			14,736						(39,620)						(54,356)
Total liabilities and stockholders’ equity			$	2,086,281					$	2,088,223					$	1,942

6

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(in thousands, except per share data)

			13 Weeks Ended
			October 29, 2023						October 29, 2023						$ Change
			(As Filed)						(Restated)
Net sales			$	2,738,611					$	2,745,875					$	7,264
Cost of goods sold			1,957,850						1,964,019						6,169
Gross profit			780,761						781,856						1,095
Operating expenses:
Selling, general and administrative			611,718						612,375						657
Advertising and marketing			179,200						179,200						—
Total operating expenses			790,918						791,575						657
Loss from operations			(10,157)						(9,719)						438
Interest income, net			10,173						10,173						—
Other expense, net			(34,122)						(34,122)						—
Loss before income tax provision			(34,106)						(33,668)						438
Income tax provision			1,704						1,704						—
Net loss			$	(35,810)					$	(35,372)					$	438
Loss per share attributable to common Class A and Class B stockholders:
Basic			$	(0.08)					$	(0.08)					$	—
Diluted			$	(0.08)					$	(0.08)					$	—
Weighted-average common shares used in computing loss per share:
Basic			430,758						430,758						—
Diluted			430,758						430,758						—

7

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(in thousands, except per share data)

			13 Weeks Ended
			July 30, 2023						July 30, 2023						$ Change
			(As Filed)						(Restated)
Net sales			$	2,777,769					$	2,785,302					$	7,533
Cost of goods sold			1,990,996						1,996,581						5,585
Gross profit			786,773						788,721						1,948
Operating expenses:
Selling, general and administrative			619,202						619,889						687
Advertising and marketing			185,491						185,491						—
Total operating expenses			804,693						805,380						687
Loss from operations			(17,920)						(16,659)						1,261
Interest income, net			8,928						8,928						—
Other income, net			29,242						29,242						—
Income before income tax provision			20,250						21,511						1,261
Income tax provision			1,304						1,304						—
Net income			$	18,946					$	20,207					$	1,261
Earnings per share attributable to common Class A and Class B stockholders:
Basic			$	0.04					$	0.05					$	0.01
Diluted			$	0.04					$	0.05					$	0.01
Weighted-average common shares used in computing earnings per share:
Basic			428,618						428,618						—
Diluted			431,576						431,576						—

8

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(in thousands, except per share data)

			13 Weeks Ended
			April 30, 2023						April 30, 2023						$ Change
			(As Filed)						(Restated)
Net sales			$	2,784,675					$	2,790,639					$	5,964
Cost of goods sold			1,993,220						1,997,783						4,563
Gross profit			791,455						792,856						1,401
Operating expenses:
Selling, general and administrative			583,666						584,389						723
Advertising and marketing			183,733						183,733						—
Total operating expenses			767,399						768,122						723
Income from operations			24,056						24,734						678
Interest income, net			8,016						8,016						—
Other expense, net			(8,888)						(8,888)						—
Income before income tax provision			23,184						23,862						678
Income tax provision			1,003						1,003						—
Net income			$	22,181					$	22,859					$	678
Earnings per share attributable to common Class A and Class B stockholders:
Basic			$	0.05					$	0.05					$	—
Diluted			$	0.05					$	0.05					$	—
Weighted-average common shares used in computing earnings per share:
Basic			426,852						426,852						—
Diluted			430,471						430,471						—

9

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(in thousands, except per share data)

			52 Weeks Ended
			January 29, 2023						January 29, 2023						$ Change
			(As Filed)						(Restated)
Net sales			$	10,098,939					$	10,119,000					$	20,061
Cost of goods sold			7,268,034						7,284,505						16,471
Gross profit			2,830,905						2,834,495						3,590
Operating expenses:
Selling, general and administrative			2,125,766						2,128,688						2,922
Advertising and marketing			649,386						649,386						—
Total operating expenses			2,775,152						2,778,074						2,922
Income from operations			55,753						56,421						668
Interest income, net			9,291						9,290						(1)
Other expense, net			(13,166)						(13,166)						—
Income before income tax provision			51,878						52,545						667
Income tax provision			2,646						2,646						—
Net income			$	49,232					$	49,899					$	667
Earnings per share attributable to common Class A and Class B stockholders:
Basic			$	0.12					$	0.12					$	—
Diluted			$	0.12					$	0.12					$	—
Weighted-average common shares used in computing earnings per share:
Basic			422,331						422,331						—
Diluted			427,770						427,770						—

10

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(in thousands, except per share data)

			52 Weeks Ended
			January 30, 2022						January 30, 2022						$ Change
			(As Filed)						(Restated)
Net sales			$	8,890,773					$	8,967,407					$	76,634
Cost of goods sold			6,517,191						6,581,936						64,745
Gross profit			2,373,582						2,385,471						11,889
Operating expenses:
Selling, general and administrative			1,826,858						1,840,135						13,277
Advertising and marketing			618,902						618,902						—
Total operating expenses			2,445,760						2,459,037						13,277
Loss from operations			(72,178)						(73,566)						(1,388)
Interest expense, net			(1,639)						(1,641)						(2)
Loss before income tax provision			(73,817)						(75,207)						(1,390)
Income tax provision			—						—						—
Net loss			$	(73,817)					$	(75,207)					$	(1,390)
Loss per share attributable to common Class A and Class B stockholders:
Basic			$	(0.18)					$	(0.18)					$	—
Diluted			$	(0.18)					$	(0.18)					$	—
Weighted-average common shares used in computing loss per share:
Basic			417,218						417,218						—
Diluted			417,218						417,218						—

11

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(in thousands)

			39 Weeks Ended
			October 29, 2023						October 29, 2023						$ Change
			(As Filed)						(Restated)
Cash flows from operating activities
Net income			$	5,317					$	7,694					$	2,377
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			82,195						82,252						57
Share-based compensation expense			178,897						178,897						—
Non-cash lease expense			29,371						29,399						28
Change in fair value of equity warrants and investments			13,589						13,589						—
Other			3,810						3,810						—
Net change in operating assets and liabilities:
Accounts receivable			(34,631)						(34,436)						195
Inventories			(36,533)						(36,846)						(313)
Prepaid expenses and other current assets			(27,363)						(27,346)						17
Other non-current assets			(1,337)						(1,337)						—
Trade accounts payable			47,547						48,755						1,208
Accrued expenses and other current liabilities			144,599						140,374						(4,225)
Operating lease liabilities			(19,774)						(19,805)						(31)
Other long-term liabilities			1,669						1,664						(5)
Net cash provided by operating activities			387,356						386,664						(692)
Cash flows from investing activities
Capital expenditures			(110,898)						(110,902)						(4)
Cash paid for acquisition of business, net of cash acquired			(367)						(367)						—
Purchases of marketable securities			(876,189)						(876,189)						—
Proceeds from maturities of marketable securities			750,000						750,000						—
Net cash used in investing activities			(237,454)						(237,458)						(4)
Cash flows from financing activities
Payments for tax sharing agreement with related parties			(10,279)						(10,279)						—
Principal repayments of finance lease obligations			(475)						(479)						(4)
Payment of debt modification costs			(175)						(175)						—
Payments for tax withholdings related to vesting of share-based compensation awards			(5)						(5)						—
Net cash used in financing activities			(10,934)						(10,938)						(4)
Net increase in cash and cash equivalents			138,968						138,268						(700)
Cash and cash equivalents, as of beginning of period			330,441						331,641						1,200
Cash and cash equivalents, as of end of period			$	469,409					$	469,909					$	500

12

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(in thousands)

			26 Weeks Ended
			July 30, 2023						July 30, 2023						$ Change
			(As Filed)						(Restated)
Cash flows from operating activities
Net income			$	41,127					$	43,066					$	1,939
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			56,672						56,712						40
Share-based compensation expense			114,549						114,549						—
Non-cash lease expense			22,053						22,072						19
Change in fair value of equity warrants and investments			(20,244)						(20,244)						—
Other			793						793						—
Net change in operating assets and liabilities:
Accounts receivable			(36,332)						(37,487)						(1,155)
Inventories			(62,684)						(64,969)						(2,285)
Prepaid expenses and other current assets			(16,860)						(16,843)						17
Other non-current assets			(1,975)						(1,975)						—
Trade accounts payable			88,434						90,445						2,011
Accrued expenses and other current liabilities			131,796						131,374						(422)
Operating lease liabilities			(11,045)						(11,066)						(21)
Other long-term liabilities			864						860						(4)
Net cash provided by operating activities			307,148						307,287						139
Cash flows from investing activities
Capital expenditures			(79,213)						(79,217)						(4)
Cash paid for acquisition of business, net of cash acquired			(367)						(367)						—
Purchases of marketable securities			(442,769)						(442,769)						—
Proceeds from maturities of marketable securities			350,000						350,000						—
Net cash used in investing activities			(172,349)						(172,353)						(4)
Cash flows from financing activities
Payments for tax sharing agreement with related parties			(7,606)						(7,606)						—
Principal repayments of finance lease obligations			(351)						(354)						(3)
Payment of debt modification costs			(175)						(175)						—
Payments for tax withholdings related to vesting of share-based compensation awards			(5)						(5)						—
Net cash used in financing activities			(8,137)						(8,140)						(3)
Net increase in cash and cash equivalents			126,662						126,794						132
Cash and cash equivalents, as of beginning of period			330,441						331,641						1,200
Cash and cash equivalents, as of end of period			$	457,103					$	458,435					$	1,332

13

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(in thousands)

			13 Weeks Ended
			April 30, 2023						April 30, 2023						$ Change
			(As Filed)						(Restated)
Cash flows from operating activities
Net income			$	22,181					$	22,859					$	678
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			28,877						28,898						21
Share-based compensation expense			48,553						48,553						—
Non-cash lease expense			11,924						11,933						9
Change in fair value of equity warrants and investments			8,948						8,948						—
Other			489						489						—
Net change in operating assets and liabilities:
Accounts receivable			(25,370)						(25,807)						(437)
Inventories			(55,856)						(54,260)						1,596
Prepaid expenses and other current assets			(10,721)						(10,699)						22
Other non-current assets			298						298						—
Trade accounts payable			82,967						82,085						(882)
Accrued expenses and other current liabilities			39,399						38,724						(675)
Operating lease liabilities			(5,219)						(5,229)						(10)
Other long-term liabilities			1,922						1,920						(2)
Net cash provided by operating activities			148,392						148,712						320
Cash flows from investing activities
Capital expenditures			(21,573)						(21,573)						—
Cash paid for acquisition of business, net of cash acquired			(367)						(367)						—
Purchases of marketable securities			(394,098)						(394,098)						—
Proceeds from maturities of marketable securities			350,000						350,000						—
Net cash used in investing activities			(66,038)						(66,038)						—
Cash flows from financing activities
Payments for tax sharing agreement with related parties			(3,761)						(3,761)						—
Payment of debt modification costs			(175)						(175)						—
Principal repayments of finance lease obligations			(174)						(175)						(1)
Net cash used in financing activities			(4,110)						(4,111)						(1)
Net increase in cash and cash equivalents			78,244						78,563						319
Cash and cash equivalents, as of beginning of period			330,441						331,641						1,200
Cash and cash equivalents, as of end of period			$	408,685					$	410,204					$	1,519

14

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(in thousands)

			52 Weeks Ended
			January 29, 2023						January 29, 2023						$ Change
			(As Filed)						(Restated)
Cash flows from operating activities
Net income			$	49,232					$	49,899					$	667
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			83,307						83,440						133
Share-based compensation expense			158,122						158,122						—
Non-cash lease expense			39,470						39,389						(81)
Change in fair value of equity warrants			13,340						13,340						—
Other			1,069						1,072						3
Net change in operating assets and liabilities:
Accounts receivable			(2,735)						(2,573)						162
Inventories			(115,090)						(115,261)						(171)
Prepaid expenses and other current assets			(10,822)						(10,964)						(142)
Other non-current assets			1,114						1,114						—
Trade accounts payable			147,566						147,465						(101)
Accrued expenses and other current liabilities			8,245						7,932						(313)
Operating lease liabilities			(21,688)						(21,632)						56
Other long-term liabilities			(1,558)						(1,566)						(8)
Net cash provided by operating activities			349,572						349,777						205
Cash flows from investing activities
Capital expenditures			(230,290)						(230,310)						(20)
Cash paid for acquisition of business, net of cash acquired			(40,033)						(40,033)						—
Purchases of marketable securities			(543,761)						(543,761)						—
Proceeds from maturities of marketable securities			200,000						200,000						—
Other			(1,400)						(1,400)						—
Net cash used in investing activities			(615,484)						(615,504)						(20)
Cash flows from financing activities
Payments for tax sharing agreement with related parties			(2,828)						(2,828)						—
Payments for tax withholdings related to vesting of share-based compensation awards			(2,475)						(2,475)						—
Payment of debt modification costs			(750)						(750)						—
Principal repayments of finance lease obligations			(673)						(681)						(8)
Net cash used in financing activities			(6,726)						(6,734)						(8)
Net decrease in cash and cash equivalents			(272,638)						(272,461)						177
Cash and cash equivalents, as of beginning of period			603,079						604,102						1,023
Cash and cash equivalents, as of end of period			$	330,441					$	331,641					$	1,200
Supplemental disclosure of cash flow information
Cash paid for interest			$	2,057					$	2,058					$	1

15

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Exhibit 99.1

CHEWY, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(in thousands)

			52 Weeks Ended
			January 30, 2022						January 30, 2022						$ Change
			(As Filed)						(Restated)
Cash flows from operating activities
Net loss			$	(73,817)					$	(75,207)					$	(1,390)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization			55,009						55,319						310
Share-based compensation expense			77,772						77,772						—
Non-cash lease expense			32,958						32,996						38
Other			595						595						—
Net change in operating assets and liabilities:
Accounts receivable			(22,811)						(20,858)						1,953
Inventories			(47,126)						(41,745)						5,381
Prepaid expenses and other current assets			(18,931)						(7,357)						11,574
Other non-current assets			(4,960)						(4,960)						—
Trade accounts payable			104,951						84,058						(20,893)
Accrued expenses and other current liabilities			125,655						128,706						3,051
Operating lease liabilities			(19,850)						(19,864)						(14)
Other long-term liabilities			(17,706)						(17,712)						(6)
Net cash provided by operating activities			191,739						191,743						4
Cash flows from investing activities
Capital expenditures			(183,186)						(183,186)						—
Acquisition of assets			(10,086)						(10,086)						—
Net cash used in investing activities			(193,272)						(193,272)						—
Cash flows from financing activities
Proceeds from tax sharing agreement with related parties			43,714						43,714						—
Payment of debt modification and issuance costs			(1,584)						(1,584)						—
Principal repayments of finance lease obligations			(863)						(869)						(6)
Net cash provided by financing activities			41,267						41,261						(6)
Net increase in cash and cash equivalents			39,734						39,732						(2)
Cash and cash equivalents, as of beginning of period			563,345						564,370						1,025
Cash and cash equivalents, as of end of period			$	603,079					$	604,102					$	1,023
Supplemental disclosure of cash flow information
Cash paid for interest			$	2,051					$	2,053					$	2

16

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Exhibit 99.1

Non-GAAP Financial Measures

We have included in this Exhibit 99.1 certain measures of financial performance that are not prepared in accordance with GAAP (“non-GAAP”).

For each of these non-GAAP financial measures, we provide a reconciliation between the non-GAAP measure and the most directly comparable GAAP measure, an explanation of why management believes the non-GAAP measure provides useful information to financial statement users, and any additional purposes for which management uses the non-GAAP measure. This non-GAAP financial information is provided as additional information for the financial statement users and is not in accordance with, or an alternative to, GAAP. These non-GAAP financial measures may be different from non-GAAP financial measures used by other companies and may exclude items that are significant in understanding and assessing our financial results. Therefore, these financial measures should not be considered in isolation and relied upon as substitutes for analysis of our results as reported under GAAP.

Adjusted EBITDA and Adjusted EBITDA Margin

To provide investors with additional information regarding our financial results, we have disclosed in this Exhibit 99.1 adjusted EBITDA, a non-GAAP financial measure that we calculate as net income (loss) excluding depreciation and amortization; share-based compensation expense and related taxes; income tax provision; interest income (expense), net; transaction related costs; changes in the fair value of equity warrants; exit costs; and litigation matters and other items that we do not consider representative of our underlying operations. We have provided a reconciliation below of adjusted EBITDA to net income (loss), the most directly comparable GAAP financial measure.

We have included adjusted EBITDA and adjusted EBITDA margin in this Exhibit 99.1 because each is a key measure used by our management and board of directors to evaluate our operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, the exclusion of certain expenses in calculating adjusted EBITDA and adjusted EBITDA margin facilitates operating performance comparability across reporting periods by removing the effect of non-cash expenses and certain variable charges. Accordingly, we believe that adjusted EBITDA and adjusted EBITDA margin provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors.

We believe it is useful to exclude non-cash charges, such as depreciation and amortization and share-based compensation expense from our adjusted EBITDA because the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations. We believe it is useful to exclude income tax provision; interest income (expense), net; transaction related costs; changes in the fair value of equity warrants; exit costs; and litigation matters and other items which are not components of our core business operations. Adjusted EBITDA has limitations as a financial measure and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

•although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future and adjusted EBITDA does not reflect capital expenditure requirements for such replacements or for new capital expenditures;

•adjusted EBITDA does not reflect share-based compensation and related taxes. Share-based compensation has been, and will continue to be for the foreseeable future, a recurring expense in our business and an important part of our compensation strategy;

•adjusted EBITDA does not reflect interest income (expense), net; or changes in, or cash requirements for, our working capital;

•adjusted EBITDA does not reflect transaction related costs and other items which are either not representative of our underlying operations or are incremental costs that result from an actual or planned transaction and include changes in the fair value of equity warrants, exit costs, litigation matters, integration consulting fees, internal salaries and wages (to the extent the individuals are assigned full-time to integration and transformation activities) and certain costs related to integrating and converging IT systems; and

•other companies, including companies in our industry, may calculate adjusted EBITDA differently, which reduces its usefulness as a comparative measure.

Because of these limitations, you should consider adjusted EBITDA and adjusted EBITDA margin alongside other financial performance measures, including various cash flow metrics, net income (loss), net margin, and our other GAAP results.

17

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Exhibit 99.1

Adjusted Net Income (Loss) and Adjusted Basic and Diluted Earnings (Loss) per Share

To provide investors with additional information regarding our financial results, we have disclosed in this Exhibit 99.1 adjusted net income (loss) and adjusted basic and diluted earnings (loss) per share, which represent non-GAAP financial measures. We calculate adjusted net income (loss) as net income (loss) excluding share-based compensation expense and related taxes, changes in the fair value of equity warrants, and exit costs. We calculate adjusted basic and diluted earnings (loss) per share by dividing adjusted net income (loss) attributable to common stockholders by the weighted-average shares outstanding during the period. We have provided a reconciliation below of adjusted net income (loss) to net income (loss), the most directly comparable GAAP financial measure.

We have included adjusted net income (loss) and adjusted basic and diluted earnings (loss) per share in this Exhibit 99.1 because each is a key measure used by our management and board of directors to evaluate our operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, the exclusion of certain expenses in calculating adjusted net income and adjusted basic and diluted earnings (loss) per share facilitates operating performance comparability across reporting periods by removing the effect of non-cash expenses and certain variable gains and losses that do not represent a component of our core business operations. We believe it is useful to exclude non-cash share-based compensation expense and related taxes because the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations. We believe it is useful to exclude exit costs and the changes in the fair value of equity warrants, because exit costs and the variability of equity warrant gains and losses are not representative of our underlying operations. Accordingly, we believe that these measures provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors.

Adjusted net income (loss) and adjusted basic and diluted earnings (loss) per share have limitations as financial measures and you should not consider them in isolation or as substitutes for analysis of our results as reported under GAAP. Other companies may calculate adjusted net income (loss) and adjusted basic and diluted earnings (loss) per share differently, which reduces their usefulness as comparative measures. Because of these limitations, you should consider adjusted net income (loss) and adjusted basic and diluted earnings (loss) alongside other financial performance measures, including various cash flow metrics, net income (loss), basic and diluted earnings (loss) per share, and our other GAAP results.

Free Cash Flow

To provide investors with additional information regarding our financial results, we have also disclosed in this Exhibit 99.1 free cash flow, a non-GAAP financial measure that we calculate as net cash provided by (used in) operating activities less capital expenditures (which consist of purchases of property and equipment, capitalization of labor related to our website, mobile applications, and software development, and leasehold improvements). We have provided a reconciliation below of free cash flow to net cash provided by (used in) operating activities, the most directly comparable GAAP financial measure.

We have included free cash flow in this Exhibit 99.1 because it is used by our management and board of directors as an important indicator of our liquidity as it measures the amount of cash we generate. Accordingly, we believe that free cash flow provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors.

Free cash flow has limitations as a financial measure and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. There are limitations to using non-GAAP financial measures, including that other companies, including companies in our industry, may calculate free cash flow differently. Because of these limitations, you should consider free cash flow alongside other financial performance measures, including net cash provided by (used in) operating activities, capital expenditures and our other GAAP results.

18

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Exhibit 99.1

(in thousands, except percentages)			13 Weeks Ended
Reconciliation of Net Loss to Adjusted EBITDA			October 29, 2023						October 29, 2023						Change
			(As Filed)						(Restated)
Net loss			$	(35,810)					$	(35,372)					$	438
Add (deduct):
Depreciation and amortization			25,523						25,540						17
Share-based compensation expense and related taxes			65,799						65,799						—
Interest income, net			(10,173)						(10,173)						—
Change in fair value of equity warrants			33,800						33,800						—
Income tax provision			1,704						1,704						—
Exit costs			(778)						(778)						—
Transaction related costs			1,041						1,041						—
Other			1,020						1,020						—
Adjusted EBITDA			$	82,126					$	82,581					$	455
Net sales			$	2,738,611					$	2,745,875					$	7,264
Net margin			(1.3)		%				(1.3)		%				—		%
Adjusted EBITDA margin			3.0		%				3.0		%				—		%

(in thousands, except per share data)			13 Weeks Ended
Reconciliation of Net Loss to Adjusted Net Income			October 29, 2023						October 29, 2023						Change
			(As Filed)						(Restated)
Net loss			$	(35,810)					$	(35,372)					$	438
Add (deduct):
Share-based compensation expense and related taxes			65,799						65,799						—
Change in fair value of equity warrants			33,800						33,800						—
Exit costs			(778)						(778)						—
Adjusted net income			$	63,011					$	63,449					$	438
Weighted-average common shares used in computing (loss) earnings per share and adjusted earnings per share:
Basic			430,758						430,758						—
Effect of dilutive share-based awards (1)			1,414						1,414						—
Diluted (1)			432,172						432,172						—
(Loss) earnings per share attributable to common Class A and Class B stockholders
Basic			$	(0.08)					$	(0.08)					$	—
Diluted (1)			$	(0.08)					$	(0.08)					$	—
Adjusted basic			$	0.15					$	0.15					$	—
Adjusted diluted (1)			$	0.15					$	0.15					$	—
(1) For the thirteen weeks ended October 29, 2023, our calculation of adjusted diluted earnings per share attributable to common Class A and Class B stockholders requires an adjustment to the weighted-average common shares used in the calculation to include the weighted-average dilutive effect of share-based awards.

(in thousands)			13 Weeks Ended
Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow			October 29, 2023						October 29, 2023						Change
			(As Filed)						(Restated)
Net cash provided by operating activities			$	80,208					$	79,377					$	(831)
Deduct:
Capital expenditures			(31,685)						(31,685)						—
Free Cash Flow			$	48,523					$	47,692					$	(831)

19

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Exhibit 99.1

(in thousands, except percentages)			13 Weeks Ended
Reconciliation of Net Income to Adjusted EBITDA			July 30, 2023						July 30, 2023						Change
			(As Filed)						(Restated)
Net income			$	18,946					$	20,207					$	1,261
Add (deduct):
Depreciation and amortization			27,795						27,814						19
Share-based compensation expense and related taxes			68,302						68,302						—
Interest income, net			(8,928)						(8,928)						—
Change in fair value of equity warrants			(29,192)						(29,192)						—
Income tax provision			1,304						1,304						—
Exit costs			5,260						5,260						—
Transaction related costs			2,126						2,126						—
Other			1,254						1,254						—
Adjusted EBITDA			$	86,867					$	88,147					$	1,280
Net sales			$	2,777,769					$	2,785,302					$	7,533
Net margin			0.7		%				0.7		%				—		%
Adjusted EBITDA margin			3.1		%				3.2		%				0.1		%

(in thousands, except per share data)			13 Weeks Ended
Reconciliation of Net Income to Adjusted Net Income			July 30, 2023						July 30, 2023						Change
			(As Filed)						(Restated)
Net income			$	18,946					$	20,207					$	1,261
Add (deduct):
Share-based compensation expense and related taxes			68,302						68,302						—
Change in fair value of equity warrants			(29,192)						(29,192)						—
Exit costs			5,260						5,260						—
Adjusted net income			$	63,316					$	64,577					$	1,261
Weighted-average common shares used in computing adjusted earnings per share:
Basic			428,618						428,618						—
Effect of dilutive share-based awards			2,958						2,958						—
Diluted			431,576						431,576						—
Earnings per share attributable to common Class A and Class B stockholders
Basic			$	0.04					$	0.05					$	0.01
Diluted			$	0.04					$	0.05					$	0.01
Adjusted basic			$	0.15					$	0.15					$	—
Adjusted diluted			$	0.15					$	0.15					$	—

(in thousands)			13 Weeks Ended
Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow			July 30, 2023						July 30, 2023						Change
			(As Filed)						(Restated)
Net cash provided by operating activities			$	158,756					$	158,575					$	(181)
Deduct:
Capital expenditures			(57,640)						(57,644)						(4)
Free Cash Flow			$	101,116					$	100,931					$	(185)

20

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Exhibit 99.1

(in thousands, except percentages)			13 Weeks Ended
Reconciliation of Net Income to Adjusted EBITDA			April 30, 2023						April 30, 2023						Change
			(As Filed)						(Restated)
Net income			$	22,181					$	22,859					$	678
Add (deduct):
Depreciation and amortization			28,877						28,898						21
Share-based compensation expense and related taxes			53,777						53,777						—
Interest income, net			(8,016)						(8,016)						—
Change in fair value of equity warrants			8,934						8,934						—
Income tax provision			1,003						1,003						—
Exit costs			2,357						2,357						—
Other			1,061						1,061						—
Adjusted EBITDA			$	110,174					$	110,873					$	699
Net sales			$	2,784,675					$	2,790,639					$	5,964
Net margin			0.8		%				0.8		%				—		%
Adjusted EBITDA margin			4.0		%				4.0		%				—		%

(in thousands, except per share data)			13 Weeks Ended
Reconciliation of Net Income to Adjusted Net Income			April 30, 2023						April 30, 2023						Change
			(As Filed)						(Restated)
Net income			$	22,181					$	22,859					$	678
Add:
Share-based compensation expense and related taxes			53,777						53,777						—
Change in fair value of equity warrants			8,934						8,934						—
Exit costs			2,357						2,357						—
Adjusted net income			$	87,249					$	87,927					$	678
Weighted-average common shares used in computing adjusted earnings per share:
Basic			426,852						426,852						—
Effect of dilutive share-based awards			3,619						3,619						—
Diluted			430,471						430,471						—
Earnings per share attributable to common Class A and Class B stockholders
Basic			$	0.05					$	0.05					$	—
Diluted			$	0.05					$	0.05					$	—
Adjusted basic			$	0.20					$	0.21					$	0.01
Adjusted diluted			$	0.20					$	0.20					$	—

(in thousands)			13 Weeks Ended
Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow			April 30, 2023						April 30, 2023						Change
			(As Filed)						(Restated)
Net cash provided by operating activities			$	148,392					$	148,712					$	320
Deduct:
Capital expenditures			(21,573)						(21,573)						—
Free Cash Flow			$	126,819					$	127,139					$	320

21

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Exhibit 99.1

(in thousands, except percentages)			52 Weeks Ended
Reconciliation of Net Income to Adjusted EBITDA			January 29, 2023						January 29, 2023						Change
			(As Filed)						(Restated)
Net income			$	49,232					$	49,899					$	667
Add (deduct):
Depreciation and amortization			83,307						83,440						133
Share-based compensation expense and related taxes			163,211						163,211						—
Interest income, net			(9,291)						(9,290)						1
Change in fair value of equity warrants			13,340						13,340						—
Income tax provision			2,646						2,646						—
Transaction related costs			3,953						3,953						—
Other			(460)						(460)						—
Adjusted EBITDA			$	305,938					$	306,739					$	801
Net sales			$	10,098,939					$	10,119,000					$	20,061
Net margin			0.5		%				0.5		%				—		%
Adjusted EBITDA margin			3.0		%				3.0		%				—		%

(in thousands, except per share data)			52 Weeks Ended
Reconciliation of Net Income to Adjusted Net Income			January 29, 2023						January 29, 2023						Change
			(As Filed)						(Restated)
Net income			$	49,232					$	49,899					$	667
Add:
Share-based compensation expense and related taxes			163,211						163,211						—
Change in fair value of equity warrants			13,340						13,340						—
Adjusted net income			$	225,783					$	226,450					$	667
Weighted-average common shares used in computing adjusted earnings per share:
Basic			422,331						422,331						—
Effect of dilutive share-based awards			5,439						5,439						—
Diluted			427,770						427,770						—
Earnings per share attributable to common Class A and Class B stockholders
Basic			$	0.12					$	0.12					$	—
Diluted			$	0.12					$	0.12					$	—
Adjusted basic			$	0.53					$	0.54					$	0.01
Adjusted diluted			$	0.53					$	0.53					$	—

(in thousands)			52 Weeks Ended
Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow			January 29, 2023						January 29, 2023						Change
			(As Filed)						(Restated)
Net cash provided by operating activities			$	349,572					$	349,777					$	205
Deduct:
Capital expenditures			(230,290)						(230,310)						(20)
Free Cash Flow			$	119,282					$	119,467					$	185

22

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Exhibit 99.1

($ in thousands, except percentages)			52 Weeks Ended
Reconciliation of Net Loss to Adjusted EBITDA			January 30, 2022						January 30, 2022						Change
			(As Filed)						(Restated)
Net loss			$	(73,817)					$	(75,207)					$	(1,390)
Add:
Depreciation and amortization			55,009						55,319						310
Share-based compensation expense and related taxes			85,308						85,308						—
Interest expense, net			1,639						1,641						2
Transaction related costs			2,423						2,423						—
Other			7,990						7,990						—
Adjusted EBITDA			$	78,552					$	77,474					$	(1,078)
Net sales			$	8,890,773					$	8,967,407					$	76,634
Net Margin			(0.8)		%				(0.8)		%				—		%
Adjusted EBITDA margin			0.9		%				0.9		%				—		%

(in thousands, except per share data)			52 Weeks Ended
Reconciliation of Net Loss to Adjusted Net Income			January 30, 2022						January 30, 2022						Change
			(As Filed)						(Restated)
Net loss			$	(73,817)					$	(75,207)					$	(1,390)
Add:
Share-based compensation expense and related taxes			85,308						85,308						—
Adjusted net income			$	11,491					$	10,101					$	(1,390)
Weighted-average common shares used in computing adjusted earnings (loss) per share:
Basic			417,218						417,218						—
Effect of dilutive share-based awards (1)			10,068						10,068						—
Diluted (1)			427,286						427,286						—
(Loss) earnings per share attributable to common Class A and Class B stockholders
Basic			$	(0.18)					$	(0.18)					$	—
Diluted (1)			$	(0.18)					$	(0.18)					$	—
Adjusted basic			$	0.03					$	0.02					$	(0.01)
Adjusted diluted (1)			$	0.03					$	0.02					$	(0.01)
(1) For the 52 weeks ended January 30, 2022, our calculation of adjusted diluted earnings per share attributable to common Class A and Class B stockholders requires an adjustment to the weighted-average common shares used in the calculation to include the weighted-average dilutive effect of share-based awards.

($ in thousands)			52 Weeks Ended
Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow			January 30, 2022						January 30, 2022						Change
			(As Filed)						(Restated)
Net cash provided by operating activities			$	191,739					$	191,743					$	4
Deduct:
Capital expenditures			(183,186)						(183,186)						—
Free Cash Flow			$	8,553					$	8,557					$	4

23