8-K
false000182647000018264702024-12-052024-12-05

 

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): December 05, 2024

 

 

 

Petco Health and Wellness Company, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39878

81-1005932

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

10850 Via Frontera

 

San Diego, California

 

92127

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (858) 453-7845

 

 

(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 $0.001 per share

 

WOOF

 

The Nasdaq Stock Market LLC

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 December 5, 2024, Petco Health and Wellness Company, Inc. (the “Company”) issued a press release disclosing its financial results for the quarter ended November 2, 2024. The full text of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.

Item 7.01 Regulation FD Disclosure.

The Company has scheduled a webcast call at 4:30 p.m. Eastern Time on December 5, 2024 to discuss the Company’s financial results for the quarter ended November 2, 2024. In addition to the press release, an earnings presentation will be made available on the Company’s investor relations page at ir.petco.com. A replay of the webcast will also be made available on the Company’s investor relations page through December 19, 2024 at approximately 5:00 p.m. Eastern Time.

The information being furnished pursuant to Item 2.02, including Exhibit 99.1, and Item 7.01 of this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liability of that section, and shall not be incorporated by reference into any other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit Number

Description

99.1

Press Release, dated December 5, 2024

104

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.

 

 

 

 

Petco Health and Wellness Company, Inc.

 

 

 

 

Date:

December 5, 2024

By:

/s/ Giovanni Insana

 

 

Name:

Title:

Giovanni Insana
Chief Legal Officer and Secretary

 


EX-99.1

Exhibit 99.1

 

Contacts:

Investor Relations

investorrelations@petco.com

Media Relations

Lisa.stark@petco.com

 

FOR IMMEDIATE RELEASE: December 5, 2024

Petco Health + Wellness Company, Inc. Reports Third Quarter 2024 Earnings Results

Q3 2024 Overview

Net revenue of $1.51 billion increased 1.2 percent year over year and comparable sales increased 1.8 percent year over year
Gross profit of $575.8 million increased 4.7 percent year over year, compared to $550.0 million in the prior year
GAAP net loss of $16.7 million, or $(0.06) per share, compared to GAAP net loss of $1.2 billion, or $(4.63) per share in the prior year that included a $1.2 billion non-cash goodwill impairment charge
Adjusted Net Income1 of $(6.5) million, or $(0.02) per share1, compared to Adjusted Net Income1 of $(14.5) million, or $(0.05) per share1 in the prior year
Adjusted EBITDA1 of $81.2 million compared to $72.2 million in the prior year

San Diego, December 5, 2024 – Petco Health and Wellness Company, Inc. (Nasdaq: WOOF), a complete partner in pet health and wellness, today announced its third quarter 2024 financial results.

In the third quarter of 2024, Petco delivered net revenue of $1.51 billion, up 1.2 percent versus prior year. On an as-reported basis, the company’s consumables business was up 2.7 percent versus prior year, and services and other business was up 5.0 percent versus prior year. Growth in the company's consumables and services and other businesses was offset by the company’s supplies and companion animal business, down 2.8 percent versus prior year. GAAP net loss in the third quarter of 2024 was $16.7 million, or $(0.06) per share, compared to GAAP net loss of $1.2 billion, or $(4.63) per share in the prior year, which included a $1.2 billion non-cash goodwill impairment charge associated with goodwill originally recorded in 2015. Adjusted Net Income1 was $(6.5) million, or $(0.02) per share1, compared to $(14.5) million, or $(0.05) per share1 in the prior year. Adjusted EBITDA1 was $81.2 million compared to $72.2 million in the prior year.

“Our third quarter results demonstrate the meaningful progress we’re making to strengthen our retail fundamentals to drive sustainable, profitable growth,” said Joel Anderson, Petco’s Chief Executive Officer. “While there is more work to do, our improving results increase our conviction that we are on the right path to position Petco to win long-term. Our entire organization is focused on driving profitability and free cash flow, and I’m confident we’re set up for a solid finish to 2024.”

(1)
Adjusted EBITDA, Adjusted Net Income, Adjusted Earnings Per Share (“Adjusted EPS”), and Free Cash Flow are non-GAAP financial measures. See “Non-GAAP Financial Measures” for additional information on non-GAAP financial measures and a reconciliation to the most comparable GAAP measures.

1


Fiscal Q4 2024 Outlook

The company is providing Q4 guidance for revenue, Adjusted EBITDA, and Adjusted EPS, in addition to full year interest expense and capital expenditure expectations.

For Fiscal Q4 2024, the company expects:

 

Metric*

FQ4 2024

Guidance

Net Revenue

~ $1.55 billion

Adjusted EBITDA

Between $90 million and $95 million, including a minimum of $10 million in third party consulting fees associated with our transformation effort

Adjusted EPS

Between $0.00 and $0.02

 

For Fiscal 2024 (a 52-week year), the company expects the following:

 

Metric*

2024

Guidance, YoY

Net interest expense

~$140 million

Capital Expenditures

~$130 million

 

*Assumptions in the guidance include that economic conditions, currency rates and the tax and regulatory landscape remain generally consistent. For fiscal 2024, our guidance anticipates a 26 percent tax rate, and 273 million weighted average diluted share count. Adjusted EBITDA and Adjusted EPS are non-GAAP financial measures and have not been reconciled to the most comparable GAAP outlook because it is not possible to do so without unreasonable efforts due to the uncertainty and potential variability of reconciling items, which are dependent on future events and often outside of management’s control and which could be significant. Because such items cannot be reasonably predicted with the level of precision required, we are unable to provide outlook for the comparable GAAP measures. Forward-looking estimates of Adjusted EBITDA and Adjusted EPS are made in a manner consistent with the relevant definitions and assumptions noted herein and in our filings with the Securities and Exchange Commission.

Earnings Conference Call Webcast Information:

Management will host an earnings conference call on December 5, 2024 at approximately 4:30 PM Eastern Time to discuss the company’s financial results. The conference call will be accessible through a live webcast. Interested investors and other individuals can access the webcast, earnings release, and earnings presentation via the company’s investor relations page at ir.petco.com. A replay of the webcast will be archived on the company’s investor relations page through December 19, 2024 until approximately 5:00 PM Eastern Time.

About Petco, The Health + Wellness Co.:

Founded in 1965, Petco is a category-defining health and wellness company focused on improving the lives of pets, pet parents and our own Petco partners. We've consistently set new standards in pet care while delivering comprehensive pet wellness products, services and solutions, and creating communities that deepen the pet-pet parent bond. We operate more than 1,500 pet care centers across the U.S., Mexico and Puerto Rico, which offer merchandise, companion animals, grooming, training and a growing network of on-site veterinary hospitals and mobile veterinary clinics. Our complete pet health and wellness ecosystem is accessible through our pet care centers and digitally at petco.com and on the Petco app. In tandem with Petco Love, a life-changing

2


independent nonprofit organization, we work with and support thousands of local animal welfare groups across the country and, through in-store adoption events, we've helped find homes for nearly 7 million animals.

Forward-Looking Statements:

This earnings release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 as contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, concerning expectations, beliefs, plans, objectives, goals, strategies, future events or performance and underlying assumptions and other statements that are not statements of historical fact, including, but not limited to, statements regarding our Q4 and full year 2024 guidance, operational reset of our business, our competitive positioning, profitability, cost action plans and associated cost-savings. Such forward-looking statements can generally be identified by the use of forward-looking terms such as “believes,” “expects,” “may,” “intends,” “will,” “shall,” “should,” “anticipates,” “opportunity,” “illustrative,” or the negative thereof or other variations thereon or comparable terminology. Although Petco believes that the expectations and assumptions reflected in these statements are reasonable, there can be no assurance that these expectations will prove to be correct or that any forward-looking results will occur or be realized. Nothing contained in this earnings release is, or should be relied upon as, a promise or representation or warranty as to any future matter, including any matter in respect of the operations or business or financial condition of Petco. All forward-looking statements are based on current expectations and assumptions about future events that may or may not be correct or necessarily take place and that are by their nature subject to significant uncertainties and contingencies, many of which are outside the control of Petco. Forward-looking statements are subject to a number of risks, uncertainties and other factors that could cause actual results or events to differ materially from the potential results or events discussed in the forward-looking statements, including, without limitation, those identified in this earnings release as well as the following: (i) increased competition (including from multi-channel retailers, mass and grocery retailers, and e-Commerce providers); (ii) reduced consumer demand for our products and/or services; (iii) our reliance on key vendors; (iv) our ability to attract and retain qualified employees; (v) risks arising from statutory, regulatory and/or legal developments; (vi) macroeconomic pressures in the markets in which we operate, including inflation, prevailing interest rates and the impact of tariffs; (vii) failure to effectively manage our costs; (viii) our reliance on our information technology systems; (ix) our ability to prevent or effectively respond to a data privacy or security breach; (x) our ability to effectively manage or integrate strategic ventures, alliances or acquisitions and realize the anticipated benefits of such transactions; (xi) economic or regulatory developments that might affect our ability to provide attractive promotional financing; (xii) business interruptions and other supply chain issues; (xiii) catastrophic events, political tensions, conflicts and wars (such as the ongoing conflicts in Ukraine and the Middle East), health crises, and pandemics; (xiv) our ability to maintain positive brand perception and recognition; (xv) product safety and quality concerns; (xvi) changes to labor or employment laws or regulations; (xvii) our ability to effectively manage our real estate portfolio; (xviii) constraints in the capital markets or our vendor credit terms; (xix) changes in our credit ratings; (xx) impairments of the carrying value of our goodwill and other intangible assets; (xxi) our ability to successfully implement our operational adjustments, achieve the expected benefits of our cost action plans and drive improved profitability; and (xxii) the other risks, uncertainties and other factors identified under “Risk Factors” and elsewhere in Petco’s Securities and Exchange Commission filings. The occurrence of any such factors could significantly alter the results set forth in these statements.

Petco cautions that the foregoing list of risks, uncertainties and other factors is not complete, and forward-looking statements speak only as of the date they are made. Petco undertakes no duty to update publicly any such forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by applicable law, regulation or other competent legal authority.

3


 

PETCO HEALTH AND WELLNESS COMPANY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited and subject to reclassification)

 

 

 

13 Weeks Ended

 

 

 

November 2,
2024

 

 

October 28,
2023

 

 

Percent
Change

 

Net sales:

 

 

 

 

 

 

 

 

 

Products

 

$

1,263,194

 

 

$

1,257,803

 

 

 

0

%

Services and other

 

 

248,243

 

 

 

236,363

 

 

 

5

%

Total net sales

 

 

1,511,437

 

 

 

1,494,166

 

 

 

1

%

Cost of sales:

 

 

 

 

 

 

 

 

 

Products

 

 

782,240

 

 

 

787,994

 

 

 

(1

%)

Services and other

 

 

153,440

 

 

 

156,171

 

 

 

(2

%)

Total cost of sales

 

 

935,680

 

 

 

944,165

 

 

 

(1

%)

Gross profit

 

 

575,757

 

 

 

550,001

 

 

 

5

%

Selling, general and administrative expenses

 

 

571,780

 

 

 

559,611

 

 

 

2

%

Goodwill impairment

 

 

 

 

 

1,222,524

 

 

 

(100

%)

Operating income (loss)

 

 

3,977

 

 

 

(1,232,134

)

 

N/M

 

Interest income

 

 

(1,346

)

 

 

(1,139

)

 

 

18

%

Interest expense

 

 

35,797

 

 

 

36,557

 

 

 

(2

%)

Loss on partial extinguishment of debt

 

 

 

 

 

174

 

 

 

(100

%)

Other non-operating income

 

 

(8,465

)

 

 

(113

)

 

 

7,391

%

Loss before income taxes and income from
   equity method investees

 

 

(22,009

)

 

 

(1,267,613

)

 

 

(98

%)

Income tax benefit

 

 

(857

)

 

 

(22,902

)

 

 

(96

%)

Income from equity method investees

 

 

(4,479

)

 

 

(3,574

)

 

 

25

%

Net loss attributable to Class A and B-1
   common stockholders

 

$

(16,673

)

 

$

(1,241,137

)

 

 

(99

%)

 

 

 

 

 

 

 

 

 

 

Net loss per Class A and B-1 common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.06

)

 

$

(4.63

)

 

 

(99

%)

Diluted

 

$

(0.06

)

 

$

(4.63

)

 

 

(99

%)

 

 

 

 

 

 

 

 

 

 

Weighted average shares used in computing net loss
   per Class A and B-1 common share:

 

 

 

 

 

 

 

 

 

Basic

 

 

274,495

 

 

 

267,852

 

 

 

2

%

Diluted

 

 

274,495

 

 

 

267,852

 

 

 

2

%

 

4


 

PETCO HEALTH AND WELLNESS COMPANY, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share amounts)

(Unaudited and subject to reclassification)

 

 

 

November 2,
2024

 

 

February 3,
2024

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

116,675

 

 

$

125,428

 

Receivables, less allowance for credit losses1

 

 

40,432

 

 

 

44,369

 

Merchandise inventories, net

 

 

690,291

 

 

 

684,502

 

Prepaid expenses

 

 

46,720

 

 

 

58,615

 

Other current assets

 

 

37,665

 

 

 

38,830

 

Total current assets

 

 

931,783

 

 

 

951,744

 

Fixed assets

 

 

2,233,558

 

 

 

2,173,015

 

Less accumulated depreciation

 

 

(1,493,752

)

 

 

(1,356,648

)

Fixed assets, net

 

 

739,806

 

 

 

816,367

 

Operating lease right-of-use assets

 

 

1,328,398

 

 

 

1,384,050

 

Goodwill

 

 

980,064

 

 

 

980,297

 

Trade name

 

 

1,025,000

 

 

 

1,025,000

 

Other long-term assets

 

 

206,429

 

 

 

205,694

 

Total assets

 

$

5,211,480

 

 

$

5,363,152

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable and book overdrafts

 

$

447,673

 

 

$

485,131

 

Accrued salaries and employee benefits

 

 

129,486

 

 

 

101,265

 

Accrued expenses and other liabilities

 

 

190,789

 

 

 

200,278

 

Current portion of operating lease liabilities

 

 

340,437

 

 

 

310,507

 

Current portion of long-term debt and other lease liabilities

 

 

5,294

 

 

 

15,962

 

Total current liabilities

 

 

1,113,679

 

 

 

1,113,143

 

Senior secured credit facilities, net, excluding current portion

 

 

1,576,856

 

 

 

1,576,223

 

Operating lease liabilities, excluding current portion

 

 

1,064,322

 

 

 

1,116,615

 

Deferred taxes, net

 

 

210,708

 

 

 

251,629

 

Other long-term liabilities

 

 

123,077

 

 

 

121,113

 

Total liabilities

 

 

4,088,642

 

 

 

4,178,723

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

Class A common stock2

 

 

237

 

 

 

231

 

Class B-1 common stock3

 

 

38

 

 

 

38

 

Class B-2 common stock4

 

 

 

 

 

 

Preferred stock5

 

 

 

 

 

 

Additional paid-in-capital

 

 

2,271,052

 

 

 

2,229,582

 

Accumulated deficit

 

 

(1,135,221

)

 

 

(1,047,243

)

Accumulated other comprehensive (loss) income

 

 

(13,268

)

 

 

1,821

 

Total stockholders’ equity

 

 

1,122,838

 

 

 

1,184,429

 

Total liabilities and stockholders’ equity

 

$

5,211,480

 

 

$

5,363,152

 

 

(1)
Allowances for credit losses are $1,623 and $1,806, respectively
(2)
Class A common stock, $0.001 par value: Authorized - 1.0 billion shares; Issued and outstanding - 237.2 million and 231.2 million shares, respectively
(3)
Class B-1 common stock, $0.001 par value: Authorized - 75.0 million shares; Issued and outstanding - 37.8 million shares
(4)
Class B-2 common stock, $0.000001 par value: Authorized - 75.0 million shares; Issued and outstanding - 37.8 million shares
(5)
Preferred stock, $0.001 par value: Authorized - 25.0 million shares; Issued and outstanding - none

5


 

PETCO HEALTH AND WELLNESS COMPANY, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited and subject to reclassification)

 

 

 

39 Weeks Ended

 

 

 

November 2,
2024

 

 

October 28,
2023

 

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

 

$

(87,979

)

 

$

(1,257,635

)

Adjustments to reconcile net loss to net cash provided by
  operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

149,414

 

 

 

148,593

 

Amortization of debt discounts and issuance costs

 

 

3,661

 

 

 

3,658

 

Provision for deferred taxes

 

 

(35,629

)

 

 

(35,164

)

Equity-based compensation

 

 

40,705

 

 

 

64,431

 

Impairments, write-offs and losses on sale of fixed and other assets

 

 

8,449

 

 

 

2,202

 

Loss on partial extinguishment of debt

 

 

 

 

 

920

 

Income from equity method investees

 

 

(13,557

)

 

 

(10,032

)

Amounts reclassified out of accumulated other comprehensive (loss) income

 

 

(3,035

)

 

 

674

 

Goodwill impairment

 

 

 

 

 

1,222,524

 

Non-cash operating lease costs

 

 

311,347

 

 

 

316,355

 

Other non-operating income

 

 

(5,800

)

 

 

(4,727

)

Changes in assets and liabilities:

 

 

 

 

 

 

Receivables

 

 

4,287

 

 

 

(600

)

Merchandise inventories

 

 

(6,194

)

 

 

(77,718

)

Prepaid expenses and other assets

 

 

1,601

 

 

 

(6,004

)

Accounts payable and book overdrafts

 

 

(36,427

)

 

 

105,421

 

Accrued salaries and employee benefits

 

 

28,986

 

 

 

11,586

 

Accrued expenses and other liabilities

 

 

(817

)

 

 

(1,098

)

Operating lease liabilities

 

 

(280,101

)

 

 

(312,935

)

Other long-term liabilities

 

 

2,769

 

 

 

(1,755

)

Net cash provided by operating activities

 

 

81,680

 

 

 

168,696

 

Cash flows from investing activities:

 

 

 

 

 

 

Cash paid for fixed assets

 

 

(91,041

)

 

 

(176,532

)

Cash paid for acquisitions, net of cash acquired

 

 

(464

)

 

 

(4,495

)

Cash paid for investment

 

 

(457

)

 

 

 

Proceeds from investment

 

 

998

 

 

 

24,878

 

Proceeds from sale of assets

 

 

1,252

 

 

 

 

Cash received from partial surrender of officers' life insurance

 

 

206

 

 

 

 

Net cash used in investing activities

 

 

(89,506

)

 

 

(156,149

)

Cash flows from financing activities:

 

 

 

 

 

 

Borrowings under long-term debt agreements

 

 

201,000

 

 

 

 

Repayments of long-term debt

 

 

(201,000

)

 

 

(75,000

)

Debt refinancing costs and original issue discount

 

 

(3,028

)

 

 

 

Payments for finance lease liabilities

 

 

(4,608

)

 

 

(4,627

)

Proceeds from employee stock purchase plan and stock option exercises

 

 

2,585

 

 

 

3,324

 

Tax withholdings on stock-based awards

 

 

(5,251

)

 

 

(7,737

)

Proceeds from issuance of common stock

 

 

2,500

 

 

 

 

Net cash used in financing activities

 

 

(7,802

)

 

 

(84,040

)

 

 

 

 

 

 

Net decrease in cash, cash equivalents and restricted cash

 

 

(15,628

)

 

 

(71,493

)

Cash, cash equivalents and restricted cash at beginning of period

 

 

136,649

 

 

 

213,727

 

Cash, cash equivalents and restricted cash at end of period

 

$

121,021

 

 

$

142,234

 

 

6


 

NON-GAAP FINANCIAL MEASURES

The following information provides definitions and reconciliations of the non-GAAP financial measures presented in this earnings release to the most directly comparable financial measures calculated and presented in accordance with generally accepted accounting principles (GAAP). The company has provided this non-GAAP financial information, which is not calculated or presented in accordance with GAAP, as information supplemental and in addition to the financial measures presented in this earnings release that are calculated and presented in accordance with GAAP. Such non-GAAP financial measures should not be considered superior to, as a substitute for or alternative to, and should be considered in conjunction with, the GAAP financial measures presented in this earnings release. The non-GAAP financial measures in this earnings release may differ from similarly titled measures used by other companies.

The tables below reflect the calculation of Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS, as applicable, for the thirteen weeks ended November 2, 2024 compared to the thirteen weeks ended October 28, 2023, respectively.

Adjusted EBITDA and Trailing Twelve Month Adjusted EBITDA

 

Adjusted EBITDA, including Trailing Twelve Month Adjusted EBITDA, is considered a non-GAAP financial measure under the Securities and Exchange Commission’s (SEC) rules because it excludes certain amounts included in net income calculated in accordance with GAAP. Management believes that Adjusted EBITDA is a meaningful measure to share with investors because it facilitates comparison of the current period performance with that of the comparable prior period. In addition, Adjusted EBITDA affords investors a view of what management considers to be Petco’s core operating performance as well as the ability to make a more informed assessment of such operating performance as compared with that of the prior period. Please see the company’s Annual Report on Form 10-K for the fiscal year ended February 3, 2024 filed with the SEC on April 3, 2024 for additional information on Adjusted EBITDA.

 

(dollars in thousands)

 

13 Weeks Ended

 

Reconciliation of Net Loss Attributable to Class A and B-1
   Common Stockholders to Adjusted EBITDA

 

November 2,
2024

 

 

October 28,
2023

 

Net loss attributable to Class A and B-1
   common stockholders

 

$

(16,673

)

 

$

(1,241,137

)

Add (deduct):

 

 

 

 

 

 

Interest expense, net

 

 

34,451

 

 

 

35,418

 

Income tax benefit

 

 

(857

)

 

 

(22,902

)

Depreciation and amortization

 

 

50,109

 

 

 

50,674

 

Income from equity method investees

 

 

(4,479

)

 

 

(3,574

)

Loss on partial extinguishment of debt

 

 

 

 

 

174

 

Goodwill impairment

 

 

 

 

 

1,222,524

 

Asset impairments and write offs

 

 

1,380

 

 

 

1,167

 

Equity-based compensation

 

 

11,357

 

 

 

18,183

 

Other non-operating income

 

 

(8,465

)

 

 

(113

)

Mexico joint venture EBITDA (1)

 

 

9,984

 

 

 

9,189

 

Acquisition and divestiture-related costs (2)

 

 

 

 

 

 

Other costs (3)

 

 

4,429

 

 

 

2,556

 

Adjusted EBITDA

 

$

81,236

 

 

$

72,159

 

Net sales

 

$

1,511,437

 

 

$

1,494,166

 

Net margin (4)

 

 

(1.1

%)

 

 

(83.1

%)

Adjusted EBITDA Margin

 

 

5.4

%

 

 

4.8

%

 

7


 

 

(dollars in thousands)

 

Trailing Twelve Months

 

Reconciliation of Net Loss Attributable to Class A and B-1
   Common Stockholders to Adjusted EBITDA

 

November 2,
2024

 

 

February 3,
2024

 

 

October 28,
2023

 

Net loss attributable to Class A and B-1 common stockholders

 

$

(110,554

)

 

$

(1,280,210

)

 

$

(1,224,903

)

Add (deduct):

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

146,315

 

 

 

147,504

 

 

 

140,309

 

Income tax benefit

 

 

(20,420

)

 

 

(27,613

)

 

 

(2,630

)

Depreciation and amortization

 

 

201,603

 

 

 

200,782

 

 

 

198,822

 

Income from equity method investees

 

 

(19,712

)

 

 

(16,188

)

 

 

(15,187

)

Loss on partial extinguishment of debt

 

 

 

 

 

920

 

 

 

920

 

Goodwill impairment

 

 

 

 

 

1,222,524

 

 

 

1,222,524

 

Asset impairments and write offs

 

 

9,080

 

 

 

2,833

 

 

 

1,895

 

Equity-based compensation

 

 

58,133

 

 

 

81,859

 

 

 

84,323

 

Other non-operating income

 

 

(5,800

)

 

 

(4,727

)

 

 

(1,429

)

Mexico joint venture EBITDA (1)

 

 

42,141

 

 

 

38,226

 

 

 

35,732

 

Acquisition and divestiture-related costs (2)

 

 

3,719

 

 

 

 

 

 

627

 

Other costs (3)

 

 

41,238

 

 

 

35,193

 

 

 

12,649

 

Adjusted EBITDA

 

$

345,743

 

 

$

401,103

 

 

$

453,652

 

Net sales

 

$

6,238,808

 

 

$

6,255,284

 

 

$

6,158,767

 

Net margin (4)

 

 

(1.8

%)

 

 

(20.5

%)

 

 

(19.9

%)

Adjusted EBITDA Margin

 

 

5.5

%

 

 

6.4

%

 

 

7.4

%

 

 

Adjusted Net Income and Adjusted EPS

Adjusted Net Income and Adjusted diluted Earnings Per Share attributable to Petco common stockholders (Adjusted EPS) are considered non-GAAP financial measures under the SEC’s rules because they exclude certain amounts included in the net income attributable to Petco common stockholders and diluted earnings per share attributable to Petco common stockholders calculated in accordance with GAAP. Management believes that Adjusted Net Income and Adjusted EPS are meaningful measures to share with investors because they facilitate comparison of the current period performance with that of the comparable prior period. In addition, Adjusted Net Income and Adjusted EPS afford investors a view of what management considers to be Petco’s core earnings performance as well as the ability to make a more informed assessment of such earnings performance with that of the prior period.

 

(in thousands, except per share amounts)

 

13 Weeks Ended

 

Reconciliation of Diluted EPS to Adjusted EPS

 

November 2, 2024

 

 

October 28, 2023

 

 

Amount

 

 

Per share

 

 

Amount

 

 

Per share

 

Net loss attributable to common stockholders / diluted EPS

 

$

(16,673

)

 

$

(0.06

)

 

$

(1,241,137

)

 

$

(4.63

)

Add (deduct):

 

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit

 

 

(857

)

 

 

(0.01

)

 

 

(22,902

)

 

 

(0.09

)

Loss on partial extinguishment of debt

 

 

 

 

 

 

 

 

174

 

 

 

0.00

 

Goodwill impairment

 

 

 

 

 

 

 

 

1,222,524

 

 

 

4.57

 

Asset impairments and write offs

 

 

1,380

 

 

 

0.01

 

 

 

1,167

 

 

 

0.00

 

Equity-based compensation

 

 

11,357

 

 

 

0.04

 

 

 

18,183

 

 

 

0.07

 

Other non-operating income

 

 

(8,465

)

 

 

(0.03

)

 

 

(113

)

 

 

(0.00

)

Acquisition and divestiture-related costs (2)

 

 

 

 

 

 

 

 

 

 

 

 

Other costs (3)

 

 

4,429

 

 

 

0.02

 

 

 

2,556

 

 

 

0.01

 

Adjusted pre-tax loss / diluted loss per share

 

$

(8,829

)

 

$

(0.03

)

 

$

(19,548

)

 

$

(0.07

)

Income tax benefit at 26% normalized tax rate

 

 

(2,296

)

 

 

(0.01

)

 

 

(5,082

)

 

 

(0.02

)

Adjusted Net Loss / Adjusted EPS

 

$

(6,533

)

 

$

(0.02

)

 

$

(14,466

)

 

$

(0.05

)

 

8


 

Free Cash Flow

Free Cash Flow is a non-GAAP financial measure that is calculated as net cash provided by operating activities less cash paid for fixed assets. Management believes that Free Cash Flow, which measures the ability to generate additional cash from business operations, is an important financial measure for use in evaluating the company’s financial performance.

The table below reflects the calculation of Free Cash Flow for the thirteen and thirty-nine weeks ended November 2, 2024 compared to the thirteen and thirty-nine weeks ended October 28, 2023, respectively.

 

 

 

13 Weeks Ended

 

 

39 Weeks Ended

 

(in thousands)

 

November 2,
2024

 

 

October 28,
2023

 

 

November 2,
2024

 

 

October 28,
2023

 

Net cash provided by operating activities

 

$

20,724

 

 

$

34,431

 

 

$

81,680

 

 

$

168,696

 

Cash paid for fixed assets

 

 

(31,012

)

 

 

(62,509

)

 

 

(91,041

)

 

 

(176,532

)

Free Cash Flow

 

$

(10,288

)

 

$

(28,078

)

 

$

(9,361

)

 

$

(7,836

)

 

Non-GAAP Financial Measures Footnotes

 

(1)
Mexico Joint Venture EBITDA represents 50 percent of the entity’s operating results for all periods, as adjusted to reflect the results on a basis comparable to Adjusted EBITDA. In the financial statements, this joint venture is accounted for as an equity method investment and reported net of depreciation and income taxes because such a presentation would not reflect the adjustments made in the calculation of Adjusted EBITDA, we include the 50 percent interest in the company’s Mexico joint venture on an Adjusted EBITDA basis to ensure consistency. The table below presents a reconciliation of Mexico joint venture net income to Mexico joint venture EBITDA.

 

 

 

13 Weeks Ended

 

(in thousands)

 

November 2,
2024

 

 

October 28,
2023

 

Net income

 

$

8,958

 

 

$

7,149

 

Depreciation

 

 

6,880

 

 

 

6,920

 

Income tax expense

 

 

3,637

 

 

 

2,470

 

Foreign currency (gain) loss

 

 

(106

)

 

 

441

 

Interest expense, net

 

 

599

 

 

 

1,397

 

EBITDA

 

$

19,968

 

 

$

18,377

 

50% of EBITDA

 

$

9,984

 

 

$

9,189

 

 

 

(2)
Acquisition and divestiture-related costs include direct costs resulting from acquiring, integrating, or divesting businesses. These include third-party professional and legal fees, losses on sales of divestitures, and other integration-related costs that would not have otherwise been incurred as part of the company’s operations.

 

(3)
Other costs include, as incurred: restructuring costs and restructuring-related severance costs; legal reserves associated with significant, non-ordinary course legal or regulatory matters; and costs related to certain significant strategic transactions.

 

(4)
We define net margin as net loss attributable to Class A and B-1 common stockholders divided by net sales and Adjusted EBITDA margin as Adjusted EBITDA divided by net sales.

9