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8-K

Dick's Sporting Goods, Inc. (DKS)

8-K 2023-05-23 For: 2023-05-22
View Original
Added on April 12, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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):  May 22, 2023

DICK'S SPORTING GOODS, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-31463 16-1241537
(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)

345 Court Street, Coraopolis, PA 15108

(Address of Principal Executive Offices)

(724) 273-3400

(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
Common Stock, $0.01 par value DKS The 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. o

TABLE OF CONTENTS

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION 3
ITEM 8.01. OTHER EVENTS 3
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS 3
SIGNATURE 4

ITEM 2.02.     RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On May 23, 2023, the Company issued a press release announcing its results for the first fiscal quarter ended April 29, 2023 and certain other information that is furnished as Exhibit 99.1 to this Form 8-K.

ITEM 8.01.     OTHER EVENTS

On May 22, 2023, the Board of Directors of Dick's Sporting Goods, Inc. authorized and declared a quarterly dividend in the amount of $1.00 per share on the Company's Common Stock and Class B Common Stock. The dividend is payable in cash on June 30, 2023 to stockholders of record at the close of business on June 16, 2023.

ITEM 9.01.     FINANCIAL STATEMENTS AND EXHIBITS

(d)  Exhibits.

The following exhibits are being furnished pursuant to Item 601 of Regulation S-K and General Instruction B.2 to this Form 8-K:

Exhibit No. Description
99.1 Press Release dated May 23, 2023 by Dick's Sporting Goods, Inc. furnished herewith
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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.

DICK'S SPORTING GOODS, INC.
Date: May 23, 2023 By: /s/ NAVDEEP GUPTA
Name: Navdeep Gupta
Title: Executive Vice President – Chief Financial Officer

Exhibit Index

Exhibit No. Description
99.1 Press Release dated May 23, 2023 by Dick's Sporting Goods, Inc. furnished herewith
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

Document

Exhibit 99.1

dkslogoa01.jpg

FOR IMMEDIATE RELEASE

DICK'S Sporting Goods Reports First Quarter Results; Reaffirms 2023 Outlook

– Delivers 5.3% Growth in First Quarter Net Sales –

– Delivers Strong Double-Digit EBT Margin of 11.6% –

●Delivered 3.4% growth in first quarter comparable store sales, driven by a 2.7% increase in transactions as well as higher average ticket

●Delivered earnings per diluted share of $3.40 compared to $2.47 or $2.85 on a non-GAAP basis during the prior year

●Retired remaining $59 million aggregate principal and fully settled all outstanding amounts under the Convertible Senior Notes

●Reaffirms 2023 outlook (53 week year) and continues to expect full year earnings per diluted share to be in the range of $12.90 to 13.80, including approximately $0.20 for the 53rd week, and comparable store sales to be in the range of flat to positive 2.0%

"Our strong start to 2023 demonstrates the sustained strength of our business. We are very enthusiastic about our strategies and continue to invest in our future to fuel long-term growth opportunities, including a return to square footage growth. I'd like to thank all our teammates for how they delivered in Q1 and for their dedication to DICK'S Sporting Goods."<br><br>Ed Stack, Executive Chairman<br><br>"We are very pleased with our first quarter results. Even as consumers face macroeconomic uncertainties, our athletes have continued to prioritize sport and rely on DICK'S to meet their needs, and we continue to gain market share. Our Q1 sales grew 5.3%, driven by strong comps and healthy transaction growth, and we delivered another strong double-digit EBT margin. We remain confident in our ability to drive sales and profitability growth in 2023 and over the long term."<br><br>Lauren Hobart, President and Chief Executive Officer

PITTSBURGH, May 23, 2023 - DICK'S Sporting Goods, Inc. (NYSE: DKS), the largest U.S. based full-line omni-channel sporting goods retailer, today reported sales and earnings results for the first quarter ended April 29, 2023.

First Quarter Operating Results<br><br>(dollars in millions, except per share data) 13 Weeks Ended Change (1)
April 29, 2023 April 30, 2022
Net sales $ 2,842 $ 2,700 $ 142 5.3%
Comparable store sales 3.4% (8.4)%
Income before income taxes (% of net sales) (2) 11.6% 12.3% (74) bps
Net income $ 305 $ 261 $ 44 17%
Earnings per diluted share $ 3.40 $ 2.47 $ 0.93 38%
Non-GAAP earnings per diluted share (3) $ 3.40 $ 2.85 $ 0.55 19%
Balance Sheet<br><br>(in millions) As of<br><br>April 29, 2023 As of<br><br>April 30, 2022 Change (1) % Change (1)
--- --- --- --- --- --- ---
Cash and cash equivalents $ 1,643 $ 2,251 (27)%
Inventories, net $ 3,034 $ 2,825 7%
Total debt (4) $ 1,483 $ 1,948 (24)%

All values are in US Dollars.

Capital Allocation<br><br>(in millions) 13 Weeks Ended Change (1) % Change (1)
April 29, 2023 April 30, 2022
Share repurchases (5) $ 58 $ 42 37%
Dividends paid (6) $ 105 $ 46 127%
Gross capital expenditures $ 85 $ 74 15%
Net capital expenditures (3) $ 61 $ 54 13%
Principal paid in connection with exchange of Convertible Senior Notes (7) $ $ 100

All values are in US Dollars.

Notes

1.Column may not recalculate due to rounding.

2.Also referred to by management as earnings before income taxes margin ("EBT margin").

3.In the fiscal 2023 period, there were no non-GAAP adjustments to reported earnings per diluted share. For additional information for 2022, see GAAP to non-GAAP reconciliations included in a table later in the release under the heading "GAAP to Non-GAAP Reconciliations."

4.Fiscal 2022 included debt with a carrying value of $466 million related to the Company's Convertible Senior Notes, which were fully retired as of April 29, 2023. The Company had no outstanding borrowings under its revolving credit facility in 2023 and 2022.

5.During the 13 weeks ended April 29, 2023, the Company repurchased 0.4 million shares of its common stock at an average price of $137.95 per share, for a total cost of $57.7 million under its share repurchase program. The Company has $1.4 billion remaining under its authorization as of April 29, 2023.

6.In the 2023 and 2022 periods, declared and paid quarterly dividends of $1.00 per share and $0.4875 per share, respectively.

7.During the first quarter of 2023, the Company retired the remaining $59.1 million of aggregate principal amount outstanding of the Convertible Senior Notes and related bond hedge and warrant transactions for 1.7 million shares of the Company's common stock. Refer to the Company's Form 8-K filed with the SEC on April 24, 2023 for additional information. During the first quarter of 2022, the Company exchanged $100 million aggregate principal amount of Convertible Senior Notes and unwound the corresponding portion of the convertible bond hedge and warrants for $100 million of cash and 1.8 million shares of the Company's common stock.

Quarterly Dividend

On May 22, 2023, the Company's Board of Directors authorized and declared a quarterly dividend in the amount of $1.00 per share on the Company's common stock and Class B common stock. The dividend is payable in cash on June 30, 2023 to stockholders of record at the close of business on June 16, 2023.

Full Year 2023 Outlook (53 week year)

Coming off two consecutive record years in 2020 and 2021, the Company's 2022 results provide a strong foundation upon which it will build in 2023 and in the years ahead. The Company's Full Year Outlook for 2023 is presented below:

Metric 2023 Outlook
Earnings per diluted share ●$12.90 to 13.80<br><br>○Includes approximately $0.20 per diluted share for the 53rd week<br><br>○Based on approximately 88 million diluted shares outstanding<br><br>○Based on an effective tax rate of approximately 21%<br><br>○Includes the impact of the Moosejaw acquisition
Comparable store sales ●Flat to positive 2.0% on a 52-week basis
Capital expenditures ●$670 to 720 million on a gross basis<br><br>●$550 to 600 million on a net basis

Store Count and Square Footage

The following tables summarize store activity for the periods indicated:

13 Weeks Ended April 29, 2023 13 Weeks Ended April 30, 2022
DICK'S Sporting Goods (1) Specialty Concept Stores (2) Total (3) DICK'S Sporting Goods Specialty Concept Stores (2) Total (3)
Beginning stores 728 125 853 730 131 861
Q1 New stores 1 1
Stores acquired (4) 12 12
Closed stores 2 2 1 3 4
Ending stores 728 135 863 729 129 858
Relocated stores 1 1 1 1 Square Footage:<br><br>(in millions) DICK'S Sporting Goods (1) Specialty Concept Stores (2) Total (3) (6)
--- --- --- ---
Q1 2022 38.7 3.6 42.3
Q2 2022 38.8 3.6 42.4
Q3 2022 38.8 3.9 42.7
Q4 2022 39.2 3.4 42.6
Q1 2023 (5) 39.2 3.4 42.6

(1)As of April 29, 2023, includes three DICK'S House of Sport stores.

(2)Includes our Golf Galaxy, Public Lands, Going Going Gone! and other specialty concept stores. As of April 29, 2023, we operated 97 Golf Galaxy stores, 7 Public Lands stores, 15 Going Going Gone! stores, and other specialty concept stores. In some markets, we operate DICK’S Sporting Goods stores adjacent to our specialty concept stores on the same property with a pass-through for our athletes. We refer to this format as a “combo store” and include combo store openings within both the DICK’S Sporting Goods and specialty concept store reconciliations, as applicable. As of April 29, 2023, the Company operated 16 combo stores.

(3)Excludes temporary Warehouse Sale store locations, of which the Company operated 39 and 17 as of April 29, 2023 and April 30, 2022, respectively.

(4)Represents Moosejaw store locations acquired by the Company during the first quarter of fiscal 2023, which average approximately 4,000 square feet per store.

(5)Includes square footage from 13 Field & Stream store closures as we plan in the near-term to convert them into DICK’S House of Sport stores, expanded DICK’S Sporting Goods stores, or other specialty concept stores.

(6)Column may not add due to rounding.

Non-GAAP Financial Measures

In addition to reporting the Company's financial results in accordance with generally accepted accounting principles ("GAAP"), the Company reports certain financial results that differ from what is reported under GAAP. These non-GAAP financial measures include non-GAAP earnings per diluted share, non-GAAP diluted shares outstanding, and net capital expenditures, which management believes provides investors with useful supplemental information to evaluate the Company’s ongoing operations and to compare with past and future periods. Furthermore, management believes that adjustments related to the Convertible Senior Notes and convertible bond hedge provided a more complete view of the economics of the instruments upon conversion. Management also uses these non-GAAP measures internally for forecasting, budgeting, and measuring its operating performance. These measures should be viewed as supplementing, and not as an alternative or substitute for, the Company's financial results prepared in accordance with GAAP. The methods used by the Company to calculate its non-GAAP financial measures may differ significantly from methods used by other companies to compute similar measures. As a result, any non-GAAP financial measures presented herein may not be comparable to similar measures provided by other companies. A reconciliation of the Company's non-GAAP measures to the most directly comparable GAAP financial measures are provided below and on the Company's website at investors.DICKS.com.

Forward-Looking Statements Involving Known and Unknown Risks and Uncertainties

This release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified as those that may predict, forecast, indicate or imply future results or performance and by forward-looking words such as “believe”, “anticipate”, “expect”, “estimate”, “predict”, “intend”, “plan”, “project”, “goal”, “will”, “will be”, “will continue”, “will result”, “could”, “may”, “might” or any variations of such words or other words with similar meanings. These statements are subject to risks and uncertainties and change based on various important factors, many of which may be beyond the Company's control. The Company's future performance and actual results may differ materially from those expressed or implied in such forward-looking statements. Forward-looking statements should not be relied upon by investors as a prediction of actual results. Forward-looking statements include statements regarding, among other things, the Company's future performance, including 2023 outlook for earnings, sales, and capital expenditures; the belief that we will continue to build off of a strong foundation; share repurchases and dividends.

Factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statements include, but are not limited to: macroeconomic conditions, including inflationary pressures, rising interest rates, and disruption of supply chains, whether due to COVID-19, the conflict in Ukraine or otherwise, and the effectiveness of measures to mitigate such impact on our business; changes in consumer discretionary spending; changes in consumer demand or shopping patterns and the ability to identify new trends and have the right trending products in stores and online; changes in the competitive market and competition amongst retailers, including competition for talent and the level of competitive promotional activity; investments in omni-channel growth or other business transformation initiatives not producing the anticipated benefits within the expected time-frame or at all; risks relating to vertical brands and new retail concepts; the size of strategic investments and the timing and success of those investments; inventory turnover and supply chain disruptions; weather-related disruptions and seasonality of the Company's business; changes in existing tax, labor, foreign trade and other laws and regulations, including those imposing new taxes, surcharges, and tariffs, and compliance with such laws and regulations; increasing labor and wage costs; limitations on the availability of attractive retail store sites; unauthorized disclosure of sensitive or confidential customer information; website downtime, disruptions or other problems with the eCommerce platform, including interruptions, delays or downtime caused by high volumes of users or transactions, deficiencies in design or implementation, or platform enhancements; disruptions or other problems with information systems; increasing direct competition from vendors (including shipping directly or through broadened distribution channels) and increasing product costs due to various reasons, including foreign trade issues, currency exchange rate fluctuations, and increasing prices for raw materials due to inflation; changes to the corporate tax rates or an imposition of excise tax with respect to share repurchase activity; risks associated with brick and mortar retail store model, including the ability to optimize our store lease portfolio and our distribution and fulfillment network; litigation risks and our ability to protect our trademarks and other intellectual property; our ability to hire and retain quality teammates, including store managers and sales associates; negative reactions from customers, vendors and shareholders regarding Company policy changes and advocacy efforts related to social and political issues; the loss of key personnel; risks related to our indebtedness; and the issuance of dividends.

For additional information on these and other factors that could affect the Company's actual results, see the risk factors set forth in the Company's filings with the Securities and Exchange Commission ("SEC"), including the most recent Annual Report filed with the SEC on March 23, 2023. The Company disclaims and does not undertake any obligation to update or revise any forward-looking statement in this press release, except as required by applicable law or regulation. Forward-looking statements included in this release are made as of the date of this release.

Conference Call Info

The Company will host a conference call today at 10:00 a.m. Eastern Time to discuss the first quarter results. Investors will have the opportunity to listen to the earnings conference call over the internet through the Company's website located at investors.DICKS.com. To listen to the live call, please go to the website at least fifteen minutes early to register, download, and install any necessary audio software. For those who cannot listen to the live webcast, it will be archived on the Company's website for approximately twelve months.

About DICK'S Sporting Goods, Inc.

DICK’S Sporting Goods (NYSE: DKS) creates confidence and excitement by inspiring, supporting and personally equipping all athletes to achieve their dreams. Founded in 1948 and headquartered in Pittsburgh, the leading omnichannel retailer serves athletes and outdoor enthusiasts in more than 850 DICK’S Sporting Goods, Golf Galaxy, Public Lands, Moosejaw, Going Going Gone! and Warehouse Sale stores, online, and through the DICK’S mobile app. DICK’S also owns and operates DICK’S House of Sport and Golf Galaxy Performance Center, as well as GameChanger, a youth sports mobile platform for live streaming, scheduling, communications and scorekeeping.

Driven by its belief that sports have the power to change lives, DICK’S has been a longtime champion for youth sports and, together with its Foundation, has donated millions of dollars to support under-resourced teams and athletes through the Sports Matter program and other community-based initiatives. Additional information about DICK’S business, corporate giving, sustainability efforts and employment opportunities can be found on dicks.com, investors.dicks.com, sportsmatter.org, dickssportinggoods.jobs and on Facebook, Twitter and Instagram.

Contacts:

Investor Relations:

Nate Gilch, Senior Director of Investor Relations

DICK'S Sporting Goods, Inc.

investors@dcsg.com

(724) 273-3400

Media Relations:

(724) 273-5552 or press@dcsg.com

Category: Earnings

DICK'S SPORTING GOODS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME - UNAUDITED

(In thousands, except per share data)

13 Weeks Ended
April 29,<br>2023 % of<br><br>Sales April 30,<br>2022 % of<br><br>Sales
Net sales $ 2,842,181 100.00 % $ 2,700,205 100.00 %
Cost of goods sold, including occupancy and distribution costs 1,813,564 63.81 1,715,491 63.53
GROSS PROFIT 1,028,617 36.19 984,714 36.47
Selling, general and administrative expenses 693,904 24.41 615,293 22.79
Pre-opening expenses 9,090 0.32 2,900 0.11
INCOME FROM OPERATIONS 325,623 11.46 366,521 13.57
Interest expense 15,043 0.53 25,642 0.95
Other (income) expense (17,707) (0.62) 9,022 0.33
INCOME BEFORE INCOME TAXES 328,287 11.55 331,857 12.29
Provision for income taxes 23,638 0.83 71,298 2.64
NET INCOME $ 304,649 10.72 % $ 260,559 9.65 %
EARNINGS PER COMMON SHARE:
Basic $ 3.67 $ 3.42
Diluted $ 3.40 $ 2.47
NUMERATOR USED TO COMPUTE EARNINGS PER COMMON SHARE:
Basic $ 304,649 $ 260,559
Diluted $ 304,986 $ 268,768
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic 83,071 76,181
Diluted 89,664 108,629

DICK'S SPORTING GOODS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS - UNAUDITED

(In thousands)

April 29,<br>2023 April 30,<br>2022 January 28,<br>2023
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 1,642,680 $ 2,251,338 $ 1,924,386
Accounts receivable, net 132,788 76,253 71,286
Income taxes receivable 16,249 1,639 8,187
Inventories, net 3,034,202 2,824,832 2,830,917
Prepaid expenses and other current assets 117,070 102,603 128,410
Total current assets 4,942,989 5,256,665 4,963,186
Property and equipment, net 1,372,776 1,305,137 1,312,988
Operating lease assets 2,207,631 2,048,151 2,138,366
Intangible assets, net 63,600 86,160 60,364
Goodwill 250,398 245,857 245,857
Deferred income taxes 31,282 66,080 41,189
Other assets 239,136 211,750 230,246
TOTAL ASSETS $ 9,107,812 $ 9,219,800 $ 8,992,196
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 1,220,003 $ 1,491,931 $ 1,206,066
Accrued expenses 495,743 462,085 508,573
Operating lease liabilities 466,911 476,343 546,755
Income taxes payable 44,865 80,023 29,624
Deferred revenue and other liabilities 297,633 292,457 350,428
Total current liabilities 2,525,155 2,802,839 2,641,446
LONG-TERM LIABILITIES:
Revolving credit borrowings
Senior Notes 1,482,565 1,481,664 1,482,336
Convertible Senior Notes 466,026 58,271
Long-term operating lease liabilities 2,256,068 2,095,314 2,117,773
Other long-term liabilities 169,854 179,351 167,747
Total long-term liabilities 3,908,487 4,222,355 3,826,127
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock 617 544 585
Class B common stock 236 236 236
Additional paid-in capital 1,405,767 1,368,211 1,416,847
Retained earnings 5,096,789 4,212,451 4,878,404
Accumulated other comprehensive loss (345) (89) (252)
Treasury stock, at cost (3,828,894) (3,386,747) (3,771,197)
Total stockholders' equity 2,674,170 2,194,606 2,524,623
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 9,107,812 $ 9,219,800 $ 8,992,196

DICK'S SPORTING GOODS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED

(In thousands)

13 Weeks Ended
April 29,<br>2023 April 30,<br>2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 304,649 $ 260,559
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization 82,348 79,673
Amortization of deferred financing fees and debt discount 637 1,371
Deferred income taxes 9,907 (1,791)
Stock-based compensation 12,809 15,177
Other, net (1,464) 264
Changes in assets and liabilities:
Accounts receivable (25,991) (17,435)
Inventories (166,582) (527,223)
Prepaid expenses and other assets (11,913) (6,138)
Accounts payable (99,959) 237,076
Accrued expenses (70,362) (132,185)
Income taxes payable / receivable 7,383 66,898
Construction allowances provided by landlords 23,684 19,891
Deferred revenue and other liabilities (42,183) (35,047)
Operating lease assets and liabilities (71,343) (21,391)
Net cash used in operating activities (48,380) (60,301)
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (84,507) (73,783)
Proceeds from sale of other assets 27,500 14,261
Other investing activities (31,360) (10,780)
Net cash used in investing activities (88,367) (70,302)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal paid in connection with exchange of Convertible Senior Notes (137) (100,000)
Payments on finance lease obligations (198) (178)
Proceeds from exercise of stock options 12,370 12,665
Minimum tax withholding requirements (94,695) (33,287)
Cash paid for treasury stock (57,701) (67,909)
Cash dividends paid to stockholders (104,783) (46,081)
Increase (decrease) in bank overdraft 100,278 (26,467)
Net cash used in financing activities (144,866) (261,257)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS (93) (7)
NET DECREASE IN CASH AND CASH EQUIVALENTS (281,706) (391,867)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,924,386 2,643,205
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 1,642,680 $ 2,251,338

DICK'S SPORTING GOODS, INC.

GAAP to NON-GAAP RECONCILIATIONS - UNAUDITED

Non-GAAP Earnings Per Share Reconciliation

(in thousands, except per share amounts)

13 Weeks Ended April 30, 2022
Net income After tax interest from Convertible Senior Notes (2) Numerator used to compute earnings per diluted share Weighted average diluted shares Earnings per diluted share
GAAP Basis $ 260,559 $ 8,209 $ 268,768 108,629 $ 2.47
% of Net Sales 9.65 % 0.30 % 9.95 %
Convertible Senior Notes (1) (8,209) (8,209) (17,080)
Non-GAAP Basis $ 260,559 $ $ 260,559 91,549 $ 2.85
% of Net Sales 9.65 % % 9.65 %

(1)Adjustment eliminates the impact of assumed share settlement of the Convertible Senior Notes as required by “the if-converted method” under GAAP. The Company retired its Convertible Senior Notes without dilutive effect, due to cash payments for principal, shares received from its convertible bond hedge and shares repurchased to offset share settlement of remaining $59.1 million principal during the 13 weeks ended April 29, 2023. Accordingly, the Company believes reflecting the notes as debt more closely represents the economics of the transaction.

(2)The provision for income taxes for non-GAAP adjustments was calculated at 26% which approximated the Company's blended tax rate.

Reconciliation of Gross Capital Expenditures to Net Capital Expenditures

(in thousands)

The following table represents a reconciliation of the Company's gross capital expenditures to its capital expenditures, net of tenant allowances.

13 Weeks Ended
April 29,<br>2023 April 30,<br>2022
Gross capital expenditures $ (84,507) $ (73,783)
Construction allowances provided by landlords 23,684 19,891
Net capital expenditures $ (60,823) $ (53,892)