LESLQ 8-K
Leslie's, Inc. (LESLQ)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On May 8, 2024, Leslie’s, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended March 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information under Item 2.02 of this report, including Exhibit 99.1 hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information and the accompanying exhibit shall not be deemed to be incorporated by reference into filings with the U.S. Securities and Exchange Commission made by the Company, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
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LESLIE’S, INC. |
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By: |
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/s/ Scott Bowman |
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Name: |
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Scott Bowman |
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Title: |
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Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) |
Date: May 8, 2024
Exhibit 99.1
Leslie’s, Inc. Announces Second Quarter Fiscal 2024 Financial Results
PHOENIX, AZ - May 8, 2024 – Leslie’s, Inc. (“Leslie’s”, “we”, “our”, “its”, or “Company”; NASDAQ: LESL), the largest and most trusted direct-to-consumer brand in the U.S. pool and spa care industry, today announced its financial results for the second quarter of fiscal 2024.
Mike Egeck, Chief Executive Officer, said, “Our second quarter financial performance was largely in-line with our profit expectations. Top line sales were impacted by cool and wet weather in our seasonal and non-seasonal markets, as well as a pool and spa consumer that continues to normalize their post pandemic spending, especially in relation to high ticket items. In the quarter, we saw improved conversion from healthy in-stock levels and competitive price positioning across our channels. I am pleased with our team’s performance as they delivered on our inventory goals while providing superior customer service and disciplined expense management.”
“The seasonally important second half of the year is when we generate the majority of our sales and all of our profit. We believe we are set up to win in pool season with an unmatched set of capabilities to serve our customers. We are focused on superior execution and remain confident in our long-term prospects for growth and profitability,” Mr. Egeck added.
Three Months Ended March 30, 2024 Highlights
1
Balance Sheet and Cash Flow Highlights
Fiscal 2024 Outlook
The Company reaffirmed its outlook for the full year of fiscal 2024:
Sales |
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$1,410 to $1,470 million |
Gross profit |
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$550 to $573 million |
Net income |
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$32 to $46 million |
Adjusted net income |
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$46 to $60 million |
Adjusted EBITDA |
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$170 to $190 million |
Adjusted diluted earnings per share |
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$0.25 to $0.33 |
Diluted weighted average shares outstanding |
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185 million |
*Note: A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty of expenses that may be incurred in the future, although it is important to note that these factors could be material to our results computed in accordance with GAAP.
Conference Call Details
A conference call to discuss the Company’s financial results for the second quarter of fiscal 2024 is scheduled for today, Wednesday, May 8, 2024 at 4:30 p.m. Eastern Time. Investors and analysts interested in participating in the call are invited to dial 877-407-0784 (international callers please dial 1-201-689-8560) approximately 10 minutes prior to the start of the call. A quarterly earnings presentation and a live audio webcast of the conference call will be available online at https://ir.lesliespool.com/.
A recorded replay of the conference call will be available within approximately three hours of the conclusion of the call and can be accessed, along with the associated slides, online at https://ir.lesliespool.com/ for 90 days.
About Leslie’s
Founded in 1963, Leslie’s is the largest and most trusted direct-to-consumer brand in the U.S. pool and spa care industry. The Company serves the aftermarket needs of residential and professional consumers with an extensive and largely exclusive assortment of essential pool and spa care products. The Company operates an integrated ecosystem of over 1,000 physical locations and a robust digital platform, enabling consumers to engage with Leslie’s whenever, wherever, and however they prefer to shop. Its dedicated team of associates, pool and spa care experts, and
2
experienced service technicians are passionate about empowering Leslie’s consumers with the knowledge, products, and solutions necessary to confidently maintain and enjoy their pools and spas.
Use of Non-GAAP Financial Measures and Other Operating Measures
In addition to reporting financial results in accordance with accounting principles generally accepted in the United States (“GAAP”), we use certain non-GAAP financial measures and other operating measures, including comparable sales growth, Adjusted EBITDA, Adjusted net income (loss), and Adjusted earnings per share, to evaluate the effectiveness of our business strategies, to make budgeting decisions, and to compare our performance against that of other peer companies using similar measures. These non-GAAP financial measures and other operating measures should not be considered in isolation or as substitutes for our results as reported under GAAP. In addition, these non-GAAP financial measures and other operating measures are not calculated in the same manner by all companies, and accordingly, are not necessarily comparable to similarly titled measures of other companies and may not be appropriate measures for performance relative to other companies.
Comparable Sales Growth
We measure comparable sales growth as the increase or decrease in sales recorded by the comparable base in any reporting period, compared to sales recorded by the comparable base in the prior reporting period. The comparable base includes sales through our locations and through our e-commerce websites and third-party marketplaces. Comparable sales growth is a key measure used by management and our board of directors to assess our financial performance.
Adjusted EBITDA
Adjusted EBITDA is defined as earnings before interest (including amortization of debt issuance costs), taxes, depreciation and amortization, management fees, equity-based compensation expense, loss (gain) on debt extinguishment, loss (gain) on asset and contract dispositions, executive transition costs, severance, costs related to equity offerings, strategic project costs, merger and acquisition costs, and other non-recurring, non-cash or discrete items. Adjusted EBITDA is a key measure used by management and our board of directors to assess our financial performance. Adjusted EBITDA is also frequently used by analysts, investors, and other interested parties to evaluate companies in our industry, when considered alongside other GAAP measures. We use Adjusted EBITDA to supplement GAAP measures of performance to evaluate the effectiveness of our business strategies, to make budgeting decisions, and to compare our performance against that of other companies using similar measures.
Adjusted EBITDA is not a recognized measure of financial performance under GAAP but is used by some investors to determine a company’s ability to service or incur indebtedness. Adjusted EBITDA is not calculated in the same manner by all companies, and accordingly, is not necessarily comparable to similarly titled measures of other companies and may not be an appropriate measure for performance relative to other companies. Adjusted EBITDA should not be construed as an indicator of a company’s operating performance in isolation from, or as a substitute for, net income (loss), cash flows from operations or cash flow data, all of which are prepared in accordance with GAAP. We have presented Adjusted EBITDA solely as supplemental disclosure because we believe it allows for a more complete analysis of results of operations. Adjusted EBITDA is not intended to represent, and should not be considered more meaningful than, or as an alternative to, measures of operating performance as determined in accordance with GAAP. In the future, we may incur expenses or charges such as those added back to calculate Adjusted EBITDA. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by these items.
Adjusted Net Income (Loss) and Adjusted Earnings per Share
Adjusted net income (loss) and Adjusted earnings per share are additional key measures used by management and our board of directors to assess our financial performance. Adjusted net income (loss) and Adjusted earnings per share are also frequently used by analysts, investors, and other interested parties to evaluate companies in our industry, when considered alongside other GAAP measures.
3
Adjusted net income (loss) is defined as net income (loss) adjusted to exclude management fees, equity-based compensation expense, loss (gain) on debt extinguishment, loss (gain) on asset and contract dispositions, executive transition costs, severance, costs related to equity offerings, strategic project costs, merger and acquisition costs, and other non-recurring, non-cash, or discrete items. Adjusted diluted earnings per share is defined as Adjusted net income (loss) divided by the diluted weighted average number of common shares outstanding.
Forward-Looking Statements
This press release contains forward-looking statements about us and our industry that involve substantial risks and uncertainties. All statements other than statements of historical fact contained in this press release, including statements regarding our future results of operations or financial condition, business strategy, value proposition, legal proceedings, competitive advantages, market size, growth opportunities, industry expectations, and plans and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would,” or the negative of these words or other similar terms or expressions. Our actual results or outcomes could differ materially from those indicated in these forward-looking statements for a variety of reasons, including, among others:
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You should not rely on forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this press release primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, and operating results. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors described in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended September 30, 2023 and in our other filings with the SEC. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time-to-time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this press release. The results, events, and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results or outcomes could differ materially from those described in the forward-looking statements.
In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based on information available to us as of the date of this press release, and while we believe that information provides a reasonable basis for these statements, that information may be limited or incomplete. Our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely on these statements.
The forward-looking statements made in this press release are based on events or circumstances as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information, changed expectations, the occurrence of unanticipated events or otherwise, except as required by law. We may not actually achieve the plans, intentions, outcomes or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments.
Contact
Investors
Matthew Skelly
Vice President, Investor Relations
Leslie’s, Inc.
Farah Soi/Caitlin Churchill
ICR
5
Condensed Consolidated Statements of Operations
(Amounts in thousands, except per share amounts)
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Three Months Ended |
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Six Months Ended |
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March 30, 2024 |
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April 1, 2023 |
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March 30, 2024 |
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April 1, 2023 |
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(Unaudited) |
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(Unaudited) |
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(Unaudited) |
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(Audited) |
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Sales |
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$ |
188,664 |
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$ |
212,844 |
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$ |
362,624 |
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$ |
407,948 |
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Cost of merchandise and services sold |
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134,336 |
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141,674 |
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257,888 |
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271,482 |
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Gross profit |
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54,328 |
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71,170 |
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104,736 |
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136,466 |
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Selling, general and administrative expenses |
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84,856 |
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96,357 |
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171,734 |
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188,638 |
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Operating loss |
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(30,528 |
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(25,187 |
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(66,998 |
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(52,172 |
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Other expense: |
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Interest expense |
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18,153 |
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17,247 |
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35,224 |
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30,607 |
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Total other expense |
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18,153 |
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17,247 |
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35,224 |
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30,607 |
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Loss before taxes |
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(48,681 |
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(42,434 |
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(102,222 |
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(82,779 |
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Income tax benefit |
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(14,128 |
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(10,907 |
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(28,116 |
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(20,993 |
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Net loss |
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$ |
(34,553 |
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$ |
(31,527 |
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$ |
(74,106 |
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$ |
(61,786 |
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Earnings per share: |
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Basic |
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$ |
(0.19 |
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$ |
(0.17 |
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$ |
(0.40 |
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$ |
(0.34 |
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Diluted |
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$ |
(0.19 |
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$ |
(0.17 |
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$ |
(0.40 |
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$ |
(0.34 |
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Weighted average shares outstanding: |
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Basic |
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184,625 |
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183,729 |
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184,504 |
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183,621 |
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Diluted |
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184,625 |
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183,729 |
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184,504 |
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183,621 |
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Other Financial Data (1)
(Amounts in thousands, except per share amounts)
(Unaudited)
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Three Months Ended |
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Year Ended |
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March 30, 2024 |
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April 1, 2023 |
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March 30, 2024 |
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April 1, 2023 |
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Adjusted EBITDA |
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$ |
(19,278 |
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$ |
(8,440 |
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$ |
(43,698 |
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$ |
(20,355 |
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Adjusted net loss |
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$ |
(31,998 |
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$ |
(25,659 |
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$ |
(68,761 |
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$ |
(50,992 |
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Adjusted diluted earnings per share |
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$ |
(0.17 |
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$ |
(0.14 |
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$ |
(0.37 |
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$ |
(0.28 |
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6
Condensed Consolidated Balance Sheets
(Amounts in thousands, except share and per share amounts)
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March 30, 2024 |
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September 30, 2023 |
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April 1, 2023 |
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Assets |
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(Unaudited) |
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(Audited) |
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(Unaudited) |
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Current assets |
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Cash and cash equivalents |
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$ |
8,436 |
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$ |
55,420 |
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$ |
8,701 |
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Accounts and other receivables, net |
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32,693 |
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29,396 |
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37,988 |
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Inventories |
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379,090 |
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311,837 |
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492,328 |
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Prepaid expenses and other current assets |
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33,413 |
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23,633 |
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52,701 |
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Total current assets |
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453,632 |
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420,286 |
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591,718 |
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Property and equipment, net |
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89,820 |
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90,285 |
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80,612 |
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Operating lease right-of-use assets |
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260,221 |
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251,460 |
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231,428 |
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Goodwill and other intangibles, net |
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216,973 |
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218,855 |
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216,594 |
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Deferred tax assets |
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34,297 |
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7,598 |
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— |
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Other assets |
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40,305 |
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45,951 |
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42,878 |
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Total assets |
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$ |
1,095,248 |
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$ |
1,034,435 |
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$ |
1,163,230 |
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Liabilities and stockholders’ deficit |
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Current liabilities |
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Accounts payable |
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$ |
112,441 |
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$ |
58,556 |
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$ |
139,804 |
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Accrued expenses and other current liabilities |
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79,989 |
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90,598 |
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82,900 |
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Operating lease liabilities |
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61,571 |
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62,794 |
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61,587 |
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Income taxes payable |
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— |
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5,782 |
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— |
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Current portion of long-term debt |
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8,100 |
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8,100 |
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8,100 |
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Total current liabilities |
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262,101 |
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225,830 |
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292,391 |
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Deferred tax liabilities |
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— |
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— |
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676 |
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Operating lease liabilities, noncurrent |
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193,818 |
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193,222 |
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173,531 |
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Revolving Credit Facility |
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97,000 |
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— |
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172,000 |
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Long-term debt, net |
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770,157 |
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773,276 |
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776,542 |
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Other long-term liabilities |
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3,144 |
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3,469 |
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3,055 |
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Total liabilities |
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1,326,220 |
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1,195,797 |
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1,418,195 |
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Commitments and contingencies |
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Stockholders’ deficit |
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Common stock, $0.001 par value, 1,000,000,000 shares authorized and 184,742,767, 184,333,670, and 183,843,169 issued and outstanding as of March 30, 2024, September 30, 2023, and April 1, 2023, respectively. |
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185 |
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184 |
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184 |
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Additional paid in capital |
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103,775 |
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99,280 |
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94,705 |
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Retained deficit |
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(334,932 |
) |
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(260,826 |
) |
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(349,854 |
) |
Total stockholders’ deficit |
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(230,972 |
) |
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(161,362 |
) |
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(254,965 |
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Total liabilities and stockholders’ deficit |
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$ |
1,095,248 |
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$ |
1,034,435 |
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$ |
1,163,230 |
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7
Condensed Consolidated Statements of Cash Flows
(Amounts in thousands)
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Six Months Ended |
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March 30, 2024 |
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April 1, 2023 |
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(Unaudited) |
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(Unaudited) |
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Operating Activities |
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Net loss |
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$ |
(74,106 |
) |
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$ |
(61,786 |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
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Depreciation and amortization |
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16,173 |
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17,425 |
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Equity-based compensation |
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5,383 |
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6,510 |
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Amortization of deferred financing costs and debt discounts |
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1,116 |
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|
1,006 |
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Provision for doubtful accounts |
|
|
318 |
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|
123 |
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Deferred income taxes |
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(26,699 |
) |
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1,944 |
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Loss on asset dispositions |
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|
88 |
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|
118 |
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Changes in operating assets and liabilities: |
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Accounts and other receivables |
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(3,615 |
) |
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7,919 |
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Inventories |
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(67,253 |
) |
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(127,365 |
) |
Prepaid expenses and other current assets |
|
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(9,780 |
) |
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(30,897 |
) |
Other assets |
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5,461 |
|
|
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(6,734 |
) |
Accounts payable |
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53,885 |
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|
|
(16,652 |
) |
Accrued expenses and other current liabilities |
|
|
(9,649 |
) |
|
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(25,049 |
) |
Income taxes payable |
|
|
(5,782 |
) |
|
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(12,511 |
) |
Operating lease assets and liabilities, net |
|
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(622 |
) |
|
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(41 |
) |
Net cash used in operating activities |
|
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(115,082 |
) |
|
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(245,990 |
) |
Investing Activities |
|
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Purchases of property and equipment |
|
|
(24,008 |
) |
|
|
(14,828 |
) |
Business acquisitions, net of cash acquired |
|
|
— |
|
|
|
(9,939 |
) |
Proceeds from asset dispositions |
|
|
44 |
|
|
|
1,176 |
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Net cash used in investing activities |
|
|
(23,964 |
) |
|
|
(23,591 |
) |
Financing Activities |
|
|
|
|
|
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Borrowings on Revolving Credit Facility |
|
|
130,500 |
|
|
|
193,000 |
|
Payments on Revolving Credit Facility |
|
|
(33,500 |
) |
|
|
(21,000 |
) |
Repayment of long-term debt |
|
|
(4,050 |
) |
|
|
(4,050 |
) |
Payments of deferred financing costs |
|
|
— |
|
|
|
(222 |
) |
Payments of employee tax withholdings related to restricted stock vesting |
|
|
(888 |
) |
|
|
(1,739 |
) |
Net cash provided by financing activities |
|
|
92,062 |
|
|
|
165,989 |
|
Net decrease in cash and cash equivalents |
|
|
(46,984 |
) |
|
|
(103,592 |
) |
Cash and cash equivalents, beginning of period |
|
|
55,420 |
|
|
|
112,293 |
|
Cash and cash equivalents, end of period |
|
$ |
8,436 |
|
|
$ |
8,701 |
|
Supplemental Information: |
|
|
|
|
|
|
||
Cash paid for interest |
|
$ |
33,517 |
|
|
$ |
28,339 |
|
Cash paid for income taxes, net of refunds received |
|
|
6,046 |
|
|
|
11,932 |
|
8
GAAP to Non-GAAP Reconciliation
(Amounts in thousands except per share amounts)
(Unaudited)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
March 30, 2024 |
|
|
April 1, 2023 |
|
|
March 30, 2024 |
|
|
April 1, 2023 |
|
||||
Net loss |
|
$ |
(34,553 |
) |
|
$ |
(31,527 |
) |
|
$ |
(74,106 |
) |
|
$ |
(61,786 |
) |
Interest expense |
|
|
18,153 |
|
|
|
17,247 |
|
|
|
35,224 |
|
|
|
30,607 |
|
Income tax benefit |
|
|
(14,128 |
) |
|
|
(10,907 |
) |
|
|
(28,116 |
) |
|
|
(20,993 |
) |
Depreciation and amortization expense(1) |
|
|
7,843 |
|
|
|
8,922 |
|
|
|
16,173 |
|
|
|
17,425 |
|
Equity-based compensation expense(2) |
|
|
2,710 |
|
|
|
3,662 |
|
|
|
5,438 |
|
|
|
6,706 |
|
Strategic project costs(3) |
|
|
540 |
|
|
|
1,294 |
|
|
|
663 |
|
|
|
2,014 |
|
Executive transition costs and other(4) |
|
|
157 |
|
|
|
2,869 |
|
|
|
1,026 |
|
|
|
5,672 |
|
Adjusted EBITDA |
|
$ |
(19,278 |
) |
|
$ |
(8,440 |
) |
|
$ |
(43,698 |
) |
|
$ |
(20,355 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
March 30, 2024 |
|
|
April 1, 2023 |
|
|
March 30, 2024 |
|
|
April 1, 2023 |
|
||||
Net loss |
|
$ |
(34,553 |
) |
|
$ |
(31,527 |
) |
|
$ |
(74,106 |
) |
|
$ |
(61,786 |
) |
Equity-based compensation expense(2) |
|
|
2,710 |
|
|
|
3,662 |
|
|
|
5,438 |
|
|
|
6,706 |
|
Strategic project costs(3) |
|
|
540 |
|
|
|
1,294 |
|
|
|
663 |
|
|
|
2,014 |
|
Executive transition costs and other(4) |
|
|
157 |
|
|
|
2,869 |
|
|
|
1,026 |
|
|
|
5,672 |
|
Tax effects of these adjustments(5) |
|
|
(852 |
) |
|
|
(1,957 |
) |
|
|
(1,782 |
) |
|
|
(3,598 |
) |
Adjusted net loss |
|
$ |
(31,998 |
) |
|
$ |
(25,659 |
) |
|
$ |
(68,761 |
) |
|
$ |
(50,992 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted earnings per share |
|
$ |
(0.19 |
) |
|
$ |
(0.17 |
) |
|
$ |
(0.40 |
) |
|
$ |
(0.34 |
) |
Adjusted diluted earnings per share |
|
$ |
(0.17 |
) |
|
$ |
(0.14 |
) |
|
$ |
(0.37 |
) |
|
$ |
(0.28 |
) |
Weighted average shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic |
|
|
184,625 |
|
|
|
183,729 |
|
|
|
184,504 |
|
|
|
183,621 |
|
Diluted |
|
|
184,625 |
|
|
|
183,729 |
|
|
|
184,504 |
|
|
|
183,621 |
|
9