Financial Performance - Net loss for the thirty-nine weeks ended October 28, 2023, was 451.2million,comparedtoanetlossof198.2 million for the same period in 2022[12] - Net sales for the thirty-nine weeks ended October 28, 2023, were 3.29billion,adecreasefrom3.93 billion in the same period in 2022[27] - Gross margin for the thirty-nine weeks ended October 28, 2023, was 1.14billion,downfrom1.35 billion in the same period in 2022[27] - Net sales for Q3 2023 were 1.03billion,downfrom1.20 billion in Q3 2022, with significant declines in the Furniture and Seasonal categories[131] - Net sales decreased by 177.6million,or14.7635.6 million, or 16.2%, year-to-date in 2023 compared to 2022, driven by a 15.5% decrease in comparable sales[177] - Net sales decreased by 177.6million(14.71,026.7 million in Q3 2023 compared to 1,204.3millioninQ32022,drivenbya13.2150.0 million (13.2%) in Q3 2023, primarily due to a net decrease of 29 stores since Q3 2022[170] - Gross margin improved to 36.4% in Q3 2023 from 34.0% in Q3 2022, reflecting better cost management and operational efficiency[115] - Gross margin rate increased by 240 basis points to 36.4% of net sales, despite a 35.6milliondecreaseingrossmargindollars[141]−Earningspershare(diluted)forthethirty−nineweeksendedOctober28,2023,were(15.49), compared to (6.88)inthesameperiodin2022[27]−Comprehensiveincomeforthe13weeksendedOctober28,2023,was29,192[31] - High inflation and post-COVID consumer spending shifts negatively impacted discretionary spending, particularly for high-ticket products, with expectations of continued impact in Q4 2023[190] Debt and Credit Facilities - The company's borrowing base under the 2022 Credit Agreement was 870.5millionasofOctober28,2023,with533.0 million in borrowings outstanding and 38.9millioncommittedtolettersofcredit,leaving298.6 million available[166] - The company's long-term debt increased to 533.0millionasofOctober28,2023,comparedto301.4 million in the previous period[7] - The 2022 Credit Agreement provides an aggregate committed amount of up to 900million,with211.5 million available as of October 28, 2023[47] - As of October 28, 2023, the company had a Borrowing Base of 870.5millionunderthe2022CreditAgreement,with533.0 million in borrowings outstanding and 38.9millioncommittedtolettersofcredit,leaving298.6 million available[63] - The company completed a five-year asset-based revolving credit facility of up to 900million,expiringonSeptember21,2027[165]−Thecompanyissued16.2 million in 2023 Term Notes, secured by unearned prepaid insurance premiums, with annual interest rates ranging from 7.1% to 8.5%[65] - Interest expense increased to 13.6millioninQ32023from6.3 million in Q3 2022, primarily due to higher total average borrowings of 605.8millioncomparedto479.8 million in Q3 2022[149] - Interest expense increased to 33.9millionyear−to−datein2023,upfrom12.9 million in 2022, due to higher borrowings and interest rates[187] - Cash paid for interest in the third quarter of 2023 was 32,339[42]−Grossproceedsfromlong−termdebtinthethirdquarterof2023were1,367,000[42] Cash Flow and Liquidity - Cash used in operating activities increased by 120.1millionto399.1 million in the year-to-date 2023 compared to 279.0millionintheyear−to−date2022[198]−Netcashusedinoperatingactivitiesforthethirty−nineweeksendedOctober28,2023,was399.1 million, compared to 279.0millioninthesameperiodin2022[12]−CashandcashequivalentsattheendoftheperiodonOctober28,2023,were46.6 million, compared to 44.7millionatthebeginningoftheperiod[12]−Cashprovidedbyinvestingactivitiesincreasedby419.2 million to 294.3millioninyear−to−date2023,drivenbyrealestatesaleproceedsanddecreasedcapitalexpenditures[221]−Thecompanypaid9.8 million in dividends in the year-to-date 2023, a decrease from 28.3millionintheyear−to−date2022duetothesuspensionofquarterlycashdividendsinthesecondquarterof2023[219]−Dividendsdeclaredforthe39weeksendedOctober28,2023,totaled7,572[31] - The company had 159.4millionavailableforfuturesharerepurchasesunderthe2021RepurchaseAuthorizationasofOctober28,2023[70]−The2021RepurchaseAuthorizationhad159.4 million remaining at October 28, 2023, with no repurchases made in Q3 2023[203] Real Estate Transactions - Gain on sale of real estate increased by 210.3millionto211.9 million in the year-to-date 2023, primarily due to the completion of sale and leaseback transactions for 23 store locations and AVDC[186] - The company completed the sale of two owned store locations in 2023, resulting in a gain of 7.1million[18]−ThecompanycompletedsaleandleasebacktransactionsforitsAppleValley,CAdistributioncenterand23ownedstorelocationswithanaggregatenetbookvalueof123.1 million[40] - The aggregate sale price for the AVDC and 23 store sale and leaseback transactions was 305.7million,withaggregatenetproceedsof332.1 million[106] - Aggregate initial annual cash payments for AVDC and the Sale and leaseback Stores are approximately 24million,escalating2204.7 million and approximately 201millioninnetcashproceeds[139][148]−The2023SyntheticLeaserelatedtoAVDCwasterminatedandpaidoffforapproximately101 million on August 25, 2023[217] Asset Impairment and Depreciation - The company recorded aggregate asset impairment charges of 54.0millionrelatedto171storelocationsinthethirdquarterof2023[15]−Thecompanyrecordedaggregateassetimpairmentchargesof136.9 million related to 332 store locations in year-to-date 2023[39] - Depreciation expense as a percentage of sales increased by 10 basis points compared to the third quarter of 2022[175] - Depreciation expense decreased by 4.2millionto33.1 million in Q3 2023, compared to 37.3millioninQ32022,drivenbytheabsenceofFDC−relateddepreciationandassetimpairmentcharges[147]OperatingExpenses−Sellingandadministrativeexpensesincreasedby22.7 million to 525.7millioninQ32023,drivenbyhigherstoreassetimpairmentchargesandprofessionalfees[121]−Sellingandadministrativeexpensesincreasedby110.9 million year-to-date in 2023, driven by store asset impairment charges and lease payments[158] - Selling and administrative expenses increased by 22.7millionto525.7 million, representing 51.2% of net sales, up 940 basis points[141] - Store payroll costs decreased by 3.2millioninQ32023,drivenbyalowerstorecountandreducedheadcountcomparedtoQ32022[121]−Distributionandoutboundtransportationcostswere73.7 million for the third quarter of 2023[41] - Advertising expenses were 17.9millionforQ32023,downfrom20.9 million in Q3 2022, and 62.2millionyear−to−date2023,downfrom64.3 million year-to-date 2022[58] - Share-based compensation expense was 1.1millioninQ32023,downfrom3.9 million in Q3 2022, and 9.6millionyear−to−date2023,downfrom11.4 million year-to-date 2022[72] - The company reversed 2.6millionofpreviouslyrecordedexpenseassociatedwith2022RSUsduetoestimatedperformancebelowtheminimumrequiredthreshold[73]InventoryandSupplyChain−Inventorydecreasedby12.5167.9 million, primarily due to a 7% decrease in units on hand and a 4% decrease in average unit cost[141] - The supply chain finance (SCF) program had a revolving capacity of 30.0millionasofOctober28,2023,downfrom55.0 million as of January 28, 2023[131] - Amounts under the SCF program included within accounts payable were 4.7millionasofOctober28,2023,downfrom35.4 million as of January 28, 2023[105] Store Operations - The company operated 1,428 stores in 48 states and an e-commerce platform as of October 28, 2023[14] - Stores open at the end of the period were 1,428, up from 1,425 at the beginning of the fiscal year, with 12 stores opened and 9 closed during the year-to-date 2023[113] - The Furniture category sales decreased to 276.3millioninQ32023from335.2 million in Q3 2022, impacted by reduced demand for large-ticket items[131] - Seasonal category sales dropped to 115.5millioninQ32023from137.0 million in Q3 2022, due to lower sales in lawn & garden and summer departments[119] - Food and Consumables categories experienced decreases in comps and net sales in Q3 2023 but performed better than home products categories, which are more sensitive to discretionary spending[172] - Home products categories (Furniture, Seasonal, Soft Home, Hard Home) were most impacted by decreased comps and net sales in year-to-date 2023, particularly due to a shortage of Broyhill® branded products[179] - In-stock levels of Broyhill® branded products returned to normal in Q3 2023, leading to improved Furniture sales trends compared to the first half of the year[179] Share-Based Compensation and Equity - The company awarded SVCA PSUs to certain members of management, with vesting based on share price performance goals over a three-year contractual term[80] - Outstanding TSR PSUs and SVCA PSUs at October 28, 2023, totaled 961,680 units with a weighted average grant-date value per share of 8.24[82]−Outstandingnon−vestedRSUsatOctober28,2023were1,859,228shareswithaweightedaveragegrantdatefairvalueof18.19 per share[89] - The 2023 PSU awards were issued with three distinct annual financial performance objectives, with the second and third tranches to be established at the beginning of fiscal years 2024 and 2025 respectively[91] - Total unearned compensation expense related to all share-based awards outstanding at October 28, 2023 was approximately 24.8million,expectedtoberecognizedthroughOctober2026[99]TaxandValuationAllowances−Thecompanyrecordedavaluationallowanceof145.8 million year-to-date in 2023 for deferred tax assets due to uncertainty in realizing loss carryforwards[127] - The estimated net decrease in unrecognized tax benefits for the next 12 months is approximately 2.0million[83]OtherFinancialMetrics−Thecompany′stotalliabilitiesandshareholders′equitydecreasedto3,625,489 as of October 28, 2023, from 3,690,931inthepreviousperiod[7]−Thecompany′sretainedearningsdecreasedto2,781,454 as of October 28, 2023, from 3,240,193inthepreviousperiod[7]−Thecompany′stotalcurrentliabilitiesdecreasedto912,176 as of October 28, 2023, from 919,854inthepreviousperiod[7]−Thecompany′snoncurrentoperatingleaseliabilitiesincreasedto1,674,314 as of October 28, 2023, from 1,514,009inthepreviousperiod[7]−Theweightedaveragediscountratefortheleaseswas10.6224.2 million and right-of-use assets of 260.6millionrecordedatcommencement[134]−Otherincome(expense)was0.0 million in year-to-date 2023, compared to 1.4millioninyear−to−date2022,duetotheabsenceofdieselfuelderivatives[188]CapitalExpenditures−Capitalexpendituresforthethirty−nineweeksendedOctober28,2023,were45.0 million, a decrease from 127.4millioninthesameperiodin2022[12]LeaseandFinancingAgreements−ThecompanyenteredintoaParticipationAgreementonMarch15,2023,withParticipantsfunding100 million to finance the purchase of the Apple Valley, CA distribution center[67] - The company recognized 13.4millionofFDCclosingcostsand53.6 million of costs related to the exit from its Prior Synthetic Lease in year-to-date 2023[41] - The company paid a termination fee of approximately $53.4 million to terminate the Prior Synthetic Lease, using borrowings under the 2022 Credit Agreement[51] - The company adopted ASU 2022-04 in fiscal year 2023, requiring enhanced disclosures about supplier finance programs[43]