UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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 March 8, 2022, Petco Health and Wellness Company, Inc. (the “Company”) issued a press release disclosing its financial results for the quarter and year ended January 29, 2022. 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 8:30 a.m. Eastern Standard Time on March 8, 2022 to discuss the Company’s financial results for the quarter and year ended January 29, 2022. An earnings presentation and infographic 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 March 22, 2022 at approximately 5:00 p.m. Eastern Standard 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 March 8, 2022 | |
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.
Petco Health and Wellness Company, Inc. | ||||||
Date: March 8, 2022 | By: | /s/ Ilene Eskenazi | ||||
Name: | Ilene Eskenazi | |||||
Title: | Chief Legal and Human Resources Officer and Secretary |
Exhibit 99.1
Contacts: |
||
Investor Relations |
Media Relations | |
Kristy Moser |
Ventura Olvera | |
Kristine.moser@petco.com |
Ventura.olvera@petco.com |
FOR IMMEDIATE RELEASE: March 8, 2022
Petco Health + Wellness Company, Inc. Reports Record Year of Revenue and Profitability, Issues 2022 Guidance
| 18 percent net revenue growth with stronger Adjusted EBITDA1 growth of 22 percent2 for fiscal 2021 |
| Momentum in fourth quarter continued with comparable sales growth of 14 percent year over year and 30 percent on a two-year basis |
| Seventh consecutive quarter of double-digit comparable sales growth with thirteen consecutive quarters of comparable sales growth |
| Fourth quarter earnings per share of $0.11; Adjusted Earnings Per Share1 of $0.28 up 65 percent3 from prior year |
| Fiscal 2022 guidance of 6-8 percent revenue growth with 7-9 percent Adjusted EBITDA1 growth driven by operating leverage |
San Diego, March 8, 2022 Petco Health and Wellness Company, Inc. (Nasdaq: WOOF), a complete partner in pet health and wellness, today released its financial results for fourth quarter and fiscal year 2021 ended January 29, 2022.
In the fourth quarter of 2021, Petco delivered net revenue of $1.5 billion, up 13 percent versus prior year. Net income improved by $35.2 million from prior year to $29.0 million or $0.11 per share. Adjusted Net Income1 for the fourth quarter increased $38.2 million to $75.1 million or $0.28 per share, up $0.11 or 65 percent3 from prior year, while Adjusted EBITDA1 increased by $23.6 million or 16 percent2 from prior year to $172.2 million.
Net revenue for full year 2021 increased 18 percent or $886.9 million to $5.8 billion. Net income improved by $190.9 million from prior year to $164.4 million or $0.62 per share. Adjusted Net Income1 for the year increased $183.0 million from prior year to $241.1 million or $0.91 per share, while Adjusted EBITDA1 increased by $107.1 million or 22 percent2 from prior year to $591.5 million.
Our results for the quarter and full year demonstrate that our focus on long-term, sustainable growth, powered by continued delivery against our strategic growth opportunities, is working, said Ron Coughlin, Chairman and CEO of Petco. We enter this fiscal year as a stronger company than ever. Our category remains strong and resilient; our competitive moats are deepening, and our world-class team is executing to deliver purpose driven performance. With an integrated omnichannel infrastructure, robust services offering including 197 veterinary hospitals, and millions of net new customers, were well positioned to drive enhanced long-term shareholder value.
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Additionally, total debt remained roughly flat throughout 2021 at $1.7 billion with Net Debt1 improving $72.9 million to $1.5 billion driven by net cash flow from operations of $358.2 million and Free Cash Flow1 of $119.1 million, up 33 percent and 9 percent, respectively, from fiscal year 2020. Throughout 2021, Net Debt1 / Trailing Twelve Month Adjusted EBITDA1 decreased 22 percent or 0.7x to 2.5x driven by Free Cash Flow1 generation and growth in Adjusted EBITDA1.
Fiscal Q4 2021 Highlights:
Comparisons are fourth quarter of 2021 ended January 29, 2022 versus fourth quarter of 2020 ended January 30, 2021 unless otherwise noted
| Net revenue increased 13 percent to $1.5 billion driven by comparable sales growth of 14 percent |
| Net income increased $35.2 million to $29.0 million or $0.11 per share |
| Adjusted Net Income1 increased $38.2 million to $75.1 million or $0.28 per share |
| Adjusted EBITDA1 increased $23.6 million to $172.2 million |
Fiscal Year 2021 Highlights:
Comparisons are fiscal year of 2021 ended January 29, 2022 versus fiscal year of 2020 ended January 30, 2021 unless otherwise noted
| Net sales increased 18 percent to $5.8 billion driven by comparable sales growth of 19 percent |
| Net income increased $190.9 million to $164.4 million or $0.62 per share |
| Adjusted Net Income1 increased $183.0 million to $241.1 million or $0.91 per share |
| Adjusted EBITDA1 increased $107.1 million to $591.5 million |
| Net cash provided by operating activities increased $89.6 million to $358.2 million |
| Free Cash Flow1 increased $10.1 million to $119.1 million |
| Total Debt increased $27.3 million to $1.7 billion |
| Net Debt1 decreased $72.9 million to $1.5 billion |
| Net Debt1 / Adjusted EBITDA1 improved by 0.7, to 2.5x |
| Ended 2021 with 1,433 Pet Care Centers in the U.S. and Puerto Rico, 197 Full-Service Vet Hospitals within Pet Care Centers, and 108 Pet Care Centers in Mexico |
Fiscal 2022 Guidance:
The following guidance as of March 8, 2022 reflects the companys expectations for fiscal year 2022.
Metric |
Current Guidance | |||
Net Revenue |
$ | 6.15 - $6.25 billion | ||
Adjusted EBITDA3 |
$ | 630 - $645 million | ||
Adjusted EPS3 |
$ | 0.97 - $1.00 | ||
Capital Expenditures |
$ | 275 - $325 million |
Assumptions in the guidance include that economic conditions, currency rates and the tax and regulatory landscape remain generally consistent. Adjusted EPS guidance assumes approximately $76 million of interest expense, a 26 percent tax rate and a 267 million weighted average diluted share count.
(1) | Adjusted EBITDA, Adjusted Net Income, Adjusted EPS, Free Cash Flow, Net Debt, and Trailing Twelve Month Adjusted EBITDA 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. |
(2) | Net Income increased $35.2 million or 571 percent and $190.9 million or 721 percent versus prior year for the fourth quarter and fiscal year, respectively. |
(3) | Fourth quarter earnings per share increased $0.14 or 467 percent |
(4) | We have not reconciled Adjusted EBITDA and Adjusted EPS outlook 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 managements 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. |
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Earnings Conference Call Webcast Information:
The company will host an earnings conference call on March 8, 2022 at 8:30 AM Eastern Time to discuss Petcos financial results. The conference call will be accessible through live webcast. Interested investors and other individuals can access the webcast, earnings release, earnings presentation, and infographic via the companys investor relations page at ir.petco.com. A replay of the webcast will be archived on the companys investor relations page through March 22, 2022 at approximately 5:00 PM Eastern Time.
About Petco, The Health + Wellness Co.:
Petco is a category-defining health and wellness company focused on improving the lives of pets, pet parents and our own Petco partners. Since our founding in 1965, weve been striving to set new standards in pet care, delivering comprehensive wellness solutions through our products and services, and creating communities that deepen the pet-pet parent bond. We operate more than 1,500 Petco locations across the U.S., Mexico and Puerto Rico, including a growing network of more than 150 in-store veterinary hospitals, and offer a complete online resource for pet health and wellness at petco.com and on the Petco app. In tandem with Petco Love (formerly the Petco Foundation), an independent nonprofit organization, we work with and support thousands of local animal welfare groups across the country and, through in-store adoption events, weve helped find homes for more than 6.5 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 statements regarding our fiscal year 2022 guidance, our growth plans, and execution on our transformation initiatives. 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 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 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
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inflation; (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 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 conflict in Ukraine), health crises, and pandemics, including the potential effects that the ongoing COVID-19 pandemic and/or corresponding macroeconomic uncertainty could have on our financial position, results of operations and cash flows; (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; and (xx) the other risks, uncertainties and other factors identified under Risk Factors and elsewhere in Petcos 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.
PETCO HEALTH AND WELLNESS COMPANY, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited and subject to reclassification)
13 Weeks Ended | 52 Weeks Ended | |||||||||||||||||||||||
January 29, 2022 |
January 30, 2021 |
Percent Change |
January 29, 2022 |
January 30, 2021 |
Percent Change |
|||||||||||||||||||
Net sales |
$ | 1,514,357 | $ | 1,337,713 | 13 | % | $ | 5,807,149 | $ | 4,920,202 | 18 | % | ||||||||||||
Cost of sales |
878,851 | 768,448 | 14 | % | 3,380,539 | 2,813,464 | 20 | % | ||||||||||||||||
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Gross profit |
635,506 | 569,265 | 12 | % | 2,426,610 | 2,106,738 | 15 | % | ||||||||||||||||
Selling, general and administrative expenses |
552,601 | 502,290 | 10 | % | 2,160,539 | 1,912,314 | 13 | % | ||||||||||||||||
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Operating income |
82,905 | 66,975 | 24 | % | 266,071 | 194,424 | 37 | % | ||||||||||||||||
Interest income |
(9 | ) | (321 | ) | (97 | %) | (62 | ) | (653 | ) | (91 | %) | ||||||||||||
Interest expense |
18,893 | 49,987 | (62 | %) | 77,397 | 219,083 | (65 | %) | ||||||||||||||||
Loss on extinguishment and modification of debt |
| 17,549 | (100 | %) | 20,838 | 17,549 | 19 | % | ||||||||||||||||
Other non-operating loss (income) |
30,437 | | N/M | (34,497 | ) | | N/M | |||||||||||||||||
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Income (loss) before income taxes and income from equity method investees |
33,584 | (240 | ) | N/M | 202,395 | (41,555 | ) | N/M | ||||||||||||||||
Income tax expense (benefit) |
9,689 | 10,200 | (5 | %) | 53,473 | (3,337 | ) | N/M | ||||||||||||||||
Income from equity method investees |
(3,393 | ) | (3,530 | ) | (4 | %) | (10,883 | ) | (6,482 | ) | 68 | % | ||||||||||||
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Net income (loss) |
27,288 | (6,910 | ) | N/M | 159,805 | (31,736 | ) | N/M | ||||||||||||||||
Net loss attributable to noncontrolling interest |
(1,706 | ) | (751 | ) | 127 | % | (4,612 | ) | (5,253 | ) | (12 | %) | ||||||||||||
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Net income (loss) attributable to Class A and B-1 common stockholders |
$ | 28,994 | $ | (6,159 | ) | N/M | $ | 164,417 | $ | (26,483 | ) | N/M | ||||||||||||
Net income (loss) per Class A and B-1 common share: |
||||||||||||||||||||||||
Basic |
$ | 0.11 | $ | (0.03 | ) | N/M | $ | 0.62 | $ | (0.13 | ) | N/M | ||||||||||||
Diluted |
$ | 0.11 | $ | (0.03 | ) | N/M | $ | 0.62 | $ | (0.13 | ) | N/M | ||||||||||||
Weighted average shares used in computing net income (loss) per Class A and B-1 common share: |
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Basic |
264,384 | 215,687 | 23 | % | 264,261 | 210,683 | 25 | % | ||||||||||||||||
Diluted |
265,785 | 215,687 | 23 | % | 265,338 | 210,683 | 26 | % |
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PETCO HEALTH AND WELLNESS COMPANY, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share amounts)
(Unaudited and subject to reclassification)
January 29, 2022 |
January 30, 2021 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
$ | 211,602 | $ | 111,402 | ||||
Receivables, less allowance for credit losses1 |
55,618 | 41,827 | ||||||
Merchandise inventories, net |
675,111 | 538,675 | ||||||
Prepaid expenses |
42,355 | 40,032 | ||||||
Other current assets |
86,091 | 45,613 | ||||||
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Total current assets |
1,070,777 | 777,549 | ||||||
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Fixed assets, net |
726,922 | 627,547 | ||||||
Operating lease right-of-use assets |
1,338,465 | 1,328,108 | ||||||
Goodwill |
2,183,991 | 2,179,310 | ||||||
Trade name |
1,025,000 | 1,025,000 | ||||||
Other long-term assets |
152,786 | 138,188 | ||||||
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Total assets |
$ | 6,497,941 | $ | 6,075,702 | ||||
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LIABILITIES AND EQUITY |
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Current liabilities: |
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Accounts payable and book overdrafts |
$ | 403,976 | $ | 339,485 | ||||
Accrued salaries and employee benefits |
150,630 | 129,484 | ||||||
Accrued expenses and other liabilities |
210,872 | 145,846 | ||||||
Current portion of operating lease liabilities |
265,897 | 258,289 | ||||||
Current portion of long-term debt and other lease liabilities |
21,764 | 2,203 | ||||||
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Total current liabilities |
1,053,139 | 875,307 | ||||||
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Senior secured credit facilities, net, excluding current portion |
1,640,390 | 1,646,281 | ||||||
Operating lease liabilities, excluding current portion |
1,096,133 | 1,083,575 | ||||||
Deferred taxes, net |
318,355 | 280,920 | ||||||
Other long-term liabilities |
134,105 | 134,354 | ||||||
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Total liabilities |
4,242,122 | 4,020,437 | ||||||
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Commitments and contingencies |
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Stockholders equity: |
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Class A common stock2 |
227 | 226 | ||||||
Class B-1 common stock3 |
38 | 38 | ||||||
Class B-2 common stock4 |
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Preferred stock5 |
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Additional paid-in-capital |
2,133,821 | 2,092,110 | ||||||
Retained earnings (accumulated deficit) |
142,166 | (22,251 | ) | |||||
Accumulated other comprehensive loss |
(2,238 | ) | (1,275 | ) | ||||
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Total stockholders equity |
2,274,014 | 2,068,848 | ||||||
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Noncontrolling interest |
(18,195 | ) | (13,583 | ) | ||||
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Total equity |
2,255,819 | 2,055,265 | ||||||
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Total liabilities and equity |
$ | 6,497,941 | $ | 6,075,702 | ||||
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1 | Allowances for credit losses are $931 and $3,267, respectively |
2 | Class A common stock, $0.001 par value: Authorized - 1.0 billion shares; Issued and outstanding - 227.2 million and 226.4 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 |
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PETCO HEALTH AND WELLNESS COMPANY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited and subject to reclassification)
52 Weeks Ended | ||||||||
January 29, 2022 |
January 30, 2021 |
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Cash flows from operating activities: |
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Net income (loss) |
$ | 159,805 | $ | (31,736 | ) | |||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
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Depreciation and amortization |
172,431 | 174,836 | ||||||
Amortization of debt discounts and issuance costs |
5,796 | 24,237 | ||||||
Provision for deferred taxes |
37,741 | 25,548 | ||||||
Equity-based compensation |
49,265 | 12,915 | ||||||
Impairments, write-offs and losses on sale of fixed and other assets |
10,918 | 15,606 | ||||||
Loss on extinguishment and modification of debt |
20,838 | 17,549 | ||||||
Income from equity method investees |
(10,883 | ) | (6,482 | ) | ||||
Amounts reclassified out of accumulated other comprehensive income |
| 10,793 | ||||||
Change in contingent consideration obligation |
| (398 | ) | |||||
Non-cash operating lease costs |
422,465 | 430,359 | ||||||
Other non-operating income |
(34,497 | ) | | |||||
Changes in assets and liabilities: |
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Receivables |
(13,791 | ) | (10,311 | ) | ||||
Merchandise inventories |
(136,404 | ) | (60,635 | ) | ||||
Prepaid expenses and other assets |
(17,664 | ) | (13,842 | ) | ||||
Accounts payable and book overdrafts |
71,775 | 46,303 | ||||||
Accrued salaries and employee benefits |
10,679 | 34,295 | ||||||
Accrued expenses and other liabilities |
42,899 | (28,289 | ) | |||||
Operating lease liabilities |
(418,210 | ) | (399,557 | ) | ||||
Other long-term liabilities |
(14,948 | ) | 27,424 | |||||
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Net cash provided by operating activities |
358,215 | 268,615 | ||||||
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Cash flows from investing activities: |
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Cash paid for fixed assets |
(239,110 | ) | (159,560 | ) | ||||
Cash paid for acquisitions, net of cash acquired |
(4,334 | ) | | |||||
Cash paid for investments |
| (1,000 | ) | |||||
Proceeds from investments |
6,135 | 73 | ||||||
Proceeds from sale of assets |
226 | 3,302 | ||||||
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Net cash used in investing activities |
(237,083 | ) | (157,185 | ) | ||||
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Cash flows from financing activities: |
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Borrowings under long-term debt agreements |
1,700,000 | 476,000 | ||||||
Repayments of long-term debt |
(1,690,861 | ) | (1,554,890 | ) | ||||
Debt refinancing costs |
(24,665 | ) | | |||||
Payments for finance lease liabilities |
(3,564 | ) | (3,404 | ) | ||||
Proceeds from employee stock purchase plan |
4,185 | | ||||||
Tax withholdings on stock-based awards |
(33 | ) | | |||||
Proceeds from initial public offering, net of issuance costs |
| 936,041 | ||||||
Repurchase of equity |
| (105 | ) | |||||
Payment of contingent consideration |
| (250 | ) | |||||
Payment of offering costs |
(3,844 | ) | | |||||
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Net cash used in financing activities |
(18,782 | ) | (146,608 | ) | ||||
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Net increase (decrease) in cash, cash equivalents and restricted cash |
102,350 | (35,178 | ) | |||||
Cash, cash equivalents and restricted cash at beginning of period |
119,540 | 154,718 | ||||||
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Cash, cash equivalents and restricted cash at end of period |
$ | 221,890 | $ | 119,540 | ||||
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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.
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 Commissions (SEC) rules because it excludes certain amounts included in net income (loss) 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 Petcos 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 companys Annual Report on Form 10-K for the fiscal year ended January 30, 2021 filed with the SEC on April 5, 2021 for additional information on Adjusted EBITDA. The tables below reflect the calculation of Adjusted EBITDA for the thirteen and fifty-two weeks ended January 29, 2022 compared to the thirteen and fifty-two weeks ended January 30, 2021, respectively.
(dollars in thousands) | 13 Weeks Ended | 52 Weeks Ended | ||||||||||||||
Reconciliation of Net Income (Loss) Attributable to Class A and B-1 Common Stockholders to Adjusted EBITDA |
January 29, 2022 |
January 30, 2021 |
January 29, 2022 |
January 30, 2021 |
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Net income (loss) attributable to Class A and B-1 common stockholders |
$ | 28,994 | $ | (6,159 | ) | $ | 164,417 | $ | (26,483 | ) | ||||||
Add (deduct): |
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Interest expense, net |
18,884 | 49,666 | 77,335 | 218,430 | ||||||||||||
Income tax expense (benefit) |
9,689 | 10,200 | 53,473 | (3,337 | ) | |||||||||||
Depreciation and amortization |
46,794 | 45,875 | 172,431 | 174,836 | ||||||||||||
Income from equity method investees |
(3,393 | ) | (3,530 | ) | (10,883 | ) | (6,482 | ) | ||||||||
Loss on debt extinguishment and modification |
| 17,549 | 20,838 | 17,549 | ||||||||||||
Asset impairments and write offs |
5,000 | 7,955 | 10,918 | 15,606 | ||||||||||||
Equity-based compensation |
12,774 | 5,451 | 49,265 | 12,915 | ||||||||||||
Other non-operating loss (income) |
30,437 | | (34,497 | ) | | |||||||||||
Mexico joint venture EBITDA (1) |
8,314 | 6,655 | 26,837 | 19,074 | ||||||||||||
Store pre-opening expenses |
3,026 | 2,218 | 14,765 | 9,228 | ||||||||||||
Store closing expenses |
1,699 | 1,835 | 5,028 | 7,782 | ||||||||||||
Non-cash occupancy-related costs (2) |
2,550 | 2,151 | 8,114 | 19,240 | ||||||||||||
Non-recurring costs (3) |
7,382 | 8,733 | 33,437 | 25,990 | ||||||||||||
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Adjusted EBITDA |
$ | 172,150 | $ | 148,599 | $ | 591,478 | $ | 484,348 | ||||||||
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Net sales |
$ | 1,514,357 | $ | 1,337,713 | $ | 5,807,149 | $ | 4,920,202 | ||||||||
Net margin (4) |
1.9 | % | (0.5 | %) | 2.8 | % | (0.5 | %) | ||||||||
Adjusted EBITDA Margin |
11.4 | % | 11.1 | % | 10.2 | % | 9.8 | % |
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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 SECs rules because they exclude certain amounts included in the net income (loss) 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 Petcos core earnings performance as well as the ability to make a more informed assessment of such earnings performance with that of the prior period.
The tables below reflect the calculation of Adjusted Net Income (Loss) and Adjusted EPS for the thirteen and fifty-two weeks ended January 29, 2022 compared to the thirteen and fifty-two weeks prior year quarter ended January 30, 2021, respectively.
13 Weeks Ended | ||||||||||||||||
(in thousands, except per share amounts) | January 29, 2022 | January 30, 2021 | ||||||||||||||
Reconciliation of Diluted EPS to Adjusted EPS | Amount | Per share | Amount | Per share | ||||||||||||
Net income (loss) attributable to common stockholders / diluted EPS |
$ | 28,994 | $ | 0.11 | $ | (6,159 | ) | $ | (0.03 | ) | ||||||
Add (deduct): |
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Income tax expense |
9,689 | 0.04 | 10,200 | 0.05 | ||||||||||||
Loss on debt extinguishment and modification |
| | 17,549 | 0.08 | ||||||||||||
Asset impairments and write offs |
5,000 | 0.02 | 7,955 | 0.03 | ||||||||||||
Equity-based compensation |
12,774 | 0.05 | 5,451 | 0.03 | ||||||||||||
Other non-operating loss |
30,437 | 0.11 | | | ||||||||||||
Store pre-opening expenses |
3,026 | 0.01 | 2,218 | 0.01 | ||||||||||||
Store closing expenses |
1,699 | 0.01 | 1,835 | 0.01 | ||||||||||||
Non-cash occupancy-related costs (2) |
2,550 | 0.01 | 2,151 | 0.01 | ||||||||||||
Non-recurring costs (3) |
7,382 | 0.02 | 8,733 | 0.04 | ||||||||||||
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Adjusted pre-tax income / diluted earnings per share |
$ | 101,551 | $ | 0.38 | $ | 49,933 | $ | 0.23 | ||||||||
Income tax expense at 26% normalized tax rate |
26,403 | 0.10 | 12,983 | 0.06 | ||||||||||||
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Adjusted Net Income / Adjusted EPS |
$ | 75,148 | $ | 0.28 | $ | 36,950 | $ | 0.17 | ||||||||
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(in thousands, except per share amounts) | January 29, 2022 | January 30, 2021 | ||||||||||||||
Reconciliation of Diluted EPS to Adjusted EPS | Amount | Per share | Amount | Per share | ||||||||||||
Net income (loss) attributable to common stockholders / diluted EPS |
$ | 164,417 | $ | 0.62 | $ | (26,483 | ) | $ | (0.13 | ) | ||||||
Add (deduct): |
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Income tax expense (benefit) |
53,473 | 0.20 | (3,337 | ) | (0.02 | ) | ||||||||||
Loss on debt extinguishment and modification |
20,838 | 0.08 | 17,549 | 0.08 | ||||||||||||
Asset impairments and write offs |
10,918 | 0.04 | 15,606 | 0.07 | ||||||||||||
Equity-based compensation |
49,265 | 0.19 | 12,915 | 0.06 | ||||||||||||
Other non-operating income |
(34,497 | ) | (0.13 | ) | | | ||||||||||
Store pre-opening expenses |
14,765 | 0.06 | 9,228 | 0.05 | ||||||||||||
Store closing expenses |
5,028 | 0.02 | 7,782 | 0.04 | ||||||||||||
Non-cash occupancy-related costs (2) |
8,114 | 0.03 | 19,240 | 0.09 | ||||||||||||
Non-recurring costs (3) |
33,437 | 0.12 | 25,990 | 0.13 | ||||||||||||
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Adjusted pre-tax income / diluted earnings per share |
$ | 325,758 | $ | 1.23 | $ | 78,490 | $ | 0.37 | ||||||||
Income tax expense at 26% normalized tax rate |
84,697 | 0.32 | 20,407 | 0.09 | ||||||||||||
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Adjusted Net Income / Adjusted EPS |
$ | 241,061 | $ | 0.91 | $ | 58,083 | $ | 0.28 | ||||||||
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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 companys financial performance.
The table below reflects the calculation of Free Cash Flow for the thirteen and fifty-two weeks ended January 29, 2022 compared to the thirteen and fifty-two weeks ended January 30, 2021, respectively.
13 Weeks Ended | 52 Weeks Ended | |||||||||||||||
(in thousands) | January 29, 2022 |
January 30, 2021 |
January 29, 2022 |
January 30, 2021 |
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Net cash provided by operating activities |
$ | 69,771 | $ | 67,135 | $ | 358,215 | $ | 268,615 | ||||||||
Cash paid for fixed assets |
(74,780 | ) | (63,271 | ) | (239,110 | ) | (159,560 | ) | ||||||||
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Free Cash Flow |
$ | (5,009 | ) | $ | 3,864 | $ | 119,105 | $ | 109,055 |
Net Debt
Net Debt is a non-GAAP financial measure that is calculated as the sum of current and non-current debt, less cash and cash equivalents. Management considers this adjustment useful because it reduces the volatility of total debt caused by fluctuations between cash paid against the companys revolving credit facility and cash held on hand in cash and cash equivalents.
The table below reflects the calculation of Net Debt as of January 29, 2022 compared to the year ago quarter ended January 30, 2021.
(dollars in thousands) | January 29, 2022 |
January 30, 2021 |
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Total debt: |
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Senior secured credit facilities, net, including current portion |
$ | 1,657,390 | $ | 1,646,281 | ||||
Finance leases, including current portion |
29,816 | 13,639 | ||||||
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Total debt |
1,687,206 | 1,659,920 | ||||||
Less: cash and cash equivalents |
(211,602 | ) | (111,402 | ) | ||||
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Net Debt |
$ | 1,475,604 | $ | 1,548,518 | ||||
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Adjusted EBITDA (TTM) |
$ | 591,478 | $ | 484,348 | ||||
Net Debt / Adjusted EBITDA ratio |
2.5x | 3.2x |
Adjusted EBITDA, Adjusted Net Income and Adjusted EPS Footnotes
(1) | Mexico Joint Venture EBITDA represents 50 percent of the entitys 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 companys 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. |
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13 Weeks Ended | 52 Weeks Ended | |||||||||||||||
(in thousands) | January 29, 2022 |
January 30, 2021 |
January 29, 2022 |
January 30, 2021 |
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Net income |
$ | 6,786 | $ | 7,060 | $ | 21,773 | $ | 14,225 | ||||||||
Depreciation |
5,218 | 3,478 | 15,679 | 12,249 | ||||||||||||
Income tax expense |
2,702 | 1,702 | 11,390 | 6,229 | ||||||||||||
Foreign currency loss (gain) |
116 | (163 | ) | (431 | ) | 704 | ||||||||||
Interest expense, net |
1,806 | 1,232 | 5,263 | 4,740 | ||||||||||||
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EBITDA |
$ | 16,628 | $ | 13,309 | $ | 53,674 | $ | 38,147 | ||||||||
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50% of EBITDA |
$ | 8,314 | $ | 6,655 | $ | 26,837 | $ | 19,074 | ||||||||
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(2) | Non-cash occupancy-related costs include the difference between cash and straight-line rent for all periods. |
(3) | Non-recurring costs include: severance; legal reserves and related fees; one-time consulting and other costs associated with our strategic transformation initiatives; discontinuation and liquidation costs; and costs related to our initial public offering and refinancing. While we have incurred significant costs associated with the COVID-19 pandemic during fiscal 2020 and 2021, we have not classified any of these costs as non-recurring due to the uncertainty surrounding the pandemics length and long-term impact on the macroeconomic operating environment. |
(4) | We define net margin as net income (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. |
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