What changed in this filing

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Item 1. Financial Statements

2023-08-31 compared with 2023-06-06 · 109 added, 57 removed, 366 unchanged (31% of the section changed)

3 unchanged sentences

(Dollar amounts in thousands, except per share data)

April 29, 2023 January 28, 2023 April 30, 2022

July 29, 2023 January 28, 2023 July 30, 2022

CURRENT ASSETS:

29 unchanged sentences

Common stock, $ 0.01 par value, authorized 300,000,000 shares;

76,711,720 and 85,071,234 issued and outstanding as of April 29, 2023, January 28, 2023 and April 30, 2022, respectively.

76,711,720 and 79,725,034 issued and outstanding as of July 29, 2023, January 28, 2023 and July 30, 2022, respectively.

Additional paid-in capital 236,789 216,209 196,510

6 unchanged sentences

(Amounts in thousands, except per share data)

Thirteen Weeks Ended

April 29, 2023 April 30, 2022

Thirteen Weeks Ended Twenty-Six Weeks Ended

July 29, 2023 July 30, 2022 July 29, 2023 July 30, 2022

NET SALES $ 1,583,077 $ 1,686,915 $ 2,966,686 $ 3,154,645

29 unchanged sentences

Balances as of April 29, 2023 76,440 $ 764 $ 229,633 $ 1,450,565 $ 1,680,962

Net income — — — 157,075 157,075

Equity compensation — — 8,501 — 8,501

Repurchase of common stock for retirement ( 1,994 ) ( 20 ) ( 7,087 ) ( 100,242 ) ( 107,349 )

Settlement of vested Restricted Stock Units, net of shares withheld for taxes 41 0 ( 268 ) — ( 268 )

Issuance of common stock under employee stock purchase plan 67 1 2,886 — 2,887

Stock option exercises, net of shares withheld for taxes 292 3 3,124 — 3,127

Cash dividends declared, $ 0.09 per share

— — — ( 6,896 ) ( 6,896 )

Balances as of July 29, 2023 74,846 $ 748 $ 236,789 $ 1,500,502 $ 1,738,039

ACADEMY SPORTS AND OUTDOORS, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(Amounts in thousands, except per share data)

Paid-In Capital Retained Earnings Total Stockholders' Equity

9 unchanged sentences

Balances as of April 30, 2022 85,071 $ 850 $ 199,559 $ 1,328,099 $ 1,528,508

Net income — — — 188,801 188,801

Equity compensation — — 6,158 — 6,158

Repurchase of common stock for retirement ( 5,551 ) ( 55 ) ( 13,391 ) ( 186,665 ) ( 200,111 )

Settlement of vested Restricted Stock Units 29 0 ( 0 ) — —

Issuance of common stock under employee stock purchase plan 93 1 2,796 — 2,797

Stock option exercises 83 1 1,388 — 1,389

Cash dividends declared, $ 0.075 per share

— — — ( 6,271 ) ( 6,271 )

Balances as of July 30, 2022 79,725 $ 797 $ 196,510 $ 1,323,964 $ 1,521,271

See Condensed Notes to Consolidated Financial Statements

2 unchanged sentences

(Amounts in thousands)

Thirteen Weeks Ended

April 29, 2023 April 30, 2022

Twenty-Six Weeks Ended

July 29, 2023 July 30, 2022

CASH FLOWS FROM OPERATING ACTIVITIES:

6 unchanged sentences

Deferred income taxes 1,866 17,976

Gain on disposal of property and equipment ( 361 ) —

Changes in assets and liabilities:

11 unchanged sentences

Purchases of intangible assets ( 213 ) ( 84 )

Proceeds from the sale of property and equipment 2,126 —

Net cash used in investing activities ( 107,846 ) ( 48,134 )

2 unchanged sentences

Proceeds from exercise of stock options 11,639 4,683

Proceeds from issuance of common stock under employee stock purchase program 2,887 2,797

Taxes paid related to net share settlement of equity awards ( 4,283 ) ( 974 )

9 unchanged sentences

SUPPLEMENTAL DISCLOSURES OF NON-CASH ACTIVITIES:

Change in capital expenditures in accounts payable and accrued liabilities $ 603 $ 1,991

Non-cash capital expenditures $ 5,542 $ 8,595

Right-of-use assets obtained in exchange for new operating leases $ 45,237 $ 56,414

9 unchanged sentences

The Company is a leading full-line sporting goods and outdoor recreational products retailer in the United States in terms of net sales.

As of April 29, 2023, we operated 269 "Academy Sports + Outdoors" retail locations in 18 states and three distribution centers located in Katy, Texas, Twiggs County, Georgia and Cookeville, Tennessee.

As of July 29, 2023, we operated 270 "Academy Sports + Outdoors" retail locations in 18 states and three distribution centers located in Katy, Texas, Twiggs County, Georgia and Cookeville, Tennessee.

We also sell merchandise to customers across most of the United States via our academy.com website.

5 unchanged sentences

The information furnished herein reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented.

The results of operations for the thirteen weeks ended April 29, 2023 are not necessarily indicative of the results that will be realized for the fiscal year ending February 3, 2024 or any other period.

The results of operations for the thirteen and twenty-six weeks ended July 29, 2023 are not necessarily indicative of the results that will be realized for the fiscal year ending February 3, 2024 or any other period.

The balance sheet as of January 28, 2023 has been derived from our audited financial statements as of that date.

13 unchanged sentences

Within the merchandise division sales table presented in Note 3, certain products and categories were recategorized amongst various categories and divisions, respectively, to better align with our current merchandising strategy and view of the business.

As a result, we have reclassified sales between divisions in the thirteen weeks ended April 30, 2022 for comparability purposes.

As a result, we have reclassified sales between divisions in the thirteen and twenty-six weeks ended July 30, 2022 for comparability purposes.

This reclassification is in divisional presentation only and did not impact the overall net sales balances previously disclosed.

6 unchanged sentences

The following tables show the pro forma effect to our consolidated financial statements as if the Company had remained on LIFO (amounts in thousands):

April 29, 2023

Thirteen Weeks Ended July 29, 2023 Twenty-Six Weeks Ended July 29, 2023

As Reported Effect of Change Pro Forma LIFO As Reported Effect of Change Pro Forma LIFO

Consolidated Statements of Income:

Cost of goods sold $ 1,019,631 $ 4,060 $ 1,023,691 $ 1,936,125 $ 4,060 $ 1,940,185

Gross margin 563,446 ( 4,060 ) 559,386 1,030,561 ( 4,060 ) 1,026,501

Operating income 210,963 ( 4,060 ) 206,903 337,159 ( 4,060 ) 333,099

Income before income taxes 203,273 ( 4,060 ) 199,213 321,952 ( 4,060 ) 317,892

Income tax expense 46,198 ( 835 ) 45,363 70,907 ( 835 ) 70,072

Net income 157,075 ( 3,225 ) 153,850 251,045 ( 3,225 ) 247,820

Earnings per common share:

Basic $ 2.06 $ ( 0.04 ) $ 2.02 $ 3.28 $ ( 0.04 ) $ 3.24

Diluted $ 2.01 $ ( 0.04 ) $ 1.97 $ 3.19 $ ( 0.04 ) $ 3.15

July 29, 2023

As Reported Effect of Change Pro Forma LIFO

Consolidated Balance Sheet:

Merchandise inventories, net $ 1,309,033 $ ( 4,060 ) $ 1,304,973

Total current assets 1,715,484 ( 4,060 ) 1,711,424

Total assets 4,675,416 ( 4,060 ) 4,671,356

Accrued expenses and other current liabilities 234,011 ( 12,226 ) 221,785

2 unchanged sentences

Total liabilities 2,937,377 ( 835 ) 2,936,542

Retained earnings 1,500,502 ( 3,225 ) 1,497,277

Stockholders' equity 1,738,039 ( 3,225 ) 1,734,814

Total liabilities and stockholders' equity 4,675,416 ( 4,060 ) 4,671,356

Thirteen Weeks Ended April 29, 2023

Twenty-Six Weeks Ended July 29, 2023

As Reported Effect of Change Pro Forma LIFO

Consolidated Statements of Cash Flows:

Net income $ 251,045 $ ( 3,225 ) $ 247,820

Deferred income taxes 1,866 11,391 13,257

LIFO charge — 4,060 4,060

Income taxes payable 805 ( 12,226 ) ( 11,421 )

7 unchanged sentences

The Share Repurchase Programs do not obligate the Company to acquire any particular number of common shares, and the programs may be suspended, extended, modified or discontinued at any time.

During the thirteen weeks ended April 29, 2023, we repurchased and concurrently retired 750,010 shares of ASO, Inc.

common stock for an aggregate amount of $ 50.3 million, which includes an accrual for excise taxes of $ 0.3 million, pursuant to our Share Repurchase Programs.

During the thirteen weeks ended April 30, 2022, we repurchased and concurrently retired 2,272,349 shares of ASO, Inc.

common stock for an aggregate amount of $ 88.5 million, pursuant to the Share Repurchase Programs.

As of April 29, 2023, we no longer had availability under the 2021 Share Repurchase Program, and we had approximately $ 249.4 million available for share repurchases pursuant to the 2022 Share Repurchase Program.

The following table summarizes our share repurchases for the periods presented:

Thirteen Weeks Ended Twenty-Six Weeks Ended

July 29, 2023 July 30, 2022 July 29, 2023 July 30, 2022

Shares repurchased 1,994,064 5,550,892 2,744,074 7,823,241

Aggregate amount paid (amounts in millions) (1)

$ 107.3 $ 200.1 $ 157.6 $ 288.6

(1) Includes estimated excise tax fees of $ 0.9 million and $ 1.2 million for the thirteen and twenty-six weeks ended July 29, 2023, respectively.

As of July 29, 2023, we no longer had availability under the 2021 Share Repurchase Program, and we had approximately $ 143.0 million available for share repurchases pursuant to the 2022 Share Repurchase Program.

Supplier Finance Programs

6 unchanged sentences

The Company does not have an economic interest in suppliers’ voluntary participation, does not provide any guarantees or pledge assets under these arrangements, and our rights and obligations to our suppliers, including amounts due, are not impacted.

Our liability associated with these arrangements, which is presented within accounts payable on the consolidated balance sheets, was $ 8.9 million, $ 9.0 million, and $ 10.0 million as of April 29, 2023, January 28, 2023 and April 30, 2022, respectively.

Our liability associated with these arrangements, which is presented within accounts payable on the consolidated balance sheets, was $ 6.6 million, $ 9.0 million, and $ 9.1 million as of July 29, 2023, January 28, 2023 and July 30, 2022, respectively.

Recent Accounting Pronouncements

4 unchanged sentences

In December 2022, the FASB issued ASU 2022-06 which extended the effectiveness of this guidance to December 31, 2024.

The Company elected to utilize these optional expedients in connection with the amendment to our ABL Facility, which transitioned the facility from LIBOR to the Secured Overnight Financing Rate (“SOFR”) on March 30, 2023 (see Note 4).

The Company elected to utilize these optional expedients in connection with the amendments to our ABL Facility and Term Loan, which transitioned the facility from LIBOR to the Secured Overnight Financing Rate (“SOFR”) on March 30, 2023 and August 1, 2023, respectively (see Note 4).

Revenue from merchandise sales is recognized, net of sales tax, when the Company’s performance obligation to the customer is met, which is when the Company transfers control of the merchandise to the customer.

1 unchanged sentence

The following table sets forth the approximate amount of sales by merchandise divisions for the periods presented (amounts in thousands):

Thirteen Weeks Ended

April 29, 2023 April 30, 2022

Thirteen Weeks Ended Twenty-Six Weeks Ended

July 29, 2023 July 30, 2022 July 29, 2023 July 30, 2022

Merchandise division sales (1)

6 unchanged sentences

Other sales (3)

6,612 7,580 16,068 17,907

Net Sales $ 1,583,077 $ 1,686,915 $ 2,966,686 $ 3,154,645

(1) Certain products and categories were recategorized amongst various categories and divisions, respectively, to better align with our current merchandising strategy and view of the business.

As a result, we have reclassified sales between divisions in the thirteen weeks ended April 30, 2022, for comparability purposes.

As a result, we have reclassified sales between divisions in the thirteen and twenty-six weeks ended July 30, 2022, for comparability purposes.

This reclassification is in divisional presentation only and did not impact the overall net sales balances previously disclosed (see Note 2).

(2) E-commerce sales consisted of 8.2 % and 9.5 % of merchandise sales for the thirteen weeks ended April 29, 2023 and April 30, 2022, respectively.

(2) E-commerce sales consisted of 9.4 % and 8.8 % of merchandise sales for the thirteen and twenty-six weeks ended July 29, 2023, respectively, and 10.0 % and 9.8 % for thirteen and twenty-six weeks ended July 30, 2022, respectively.

(3) Other sales consisted primarily of the gift card breakage income, credit card bounties and royalties, shipping income, net hunting and fishing license income, sales return allowance and other items.

2 unchanged sentences

The following is a reconciliation of the gift card liability (amounts in thousands):

Thirteen Weeks Ended

April 29, 2023 April 30, 2022

Thirteen Weeks Ended Twenty-Six Weeks Ended

July 29, 2023 July 30, 2022 July 29, 2023 July 30, 2022

Gift card liability, beginning balance $ 78,112 $ 73,489 $ 90,650 $ 86,568

5 unchanged sentences

Our debt consisted of the following (amounts in thousands) as of:

April 29, 2023 January 28, 2023 April 30, 2022

July 29, 2023 January 28, 2023 July 30, 2022

ABL Facility, due November 2025 $ — $ — $ —

8 unchanged sentences

(1) Deferred loan costs are related to the Term Loan and Notes.

As of April 29, 2023, January 28, 2023 and April 30, 2022, the balance in deferred loan costs related to the ABL Facility (as defined below) was approximately $ 2.9 million, $ 3.2 million and $ 4.0 million, respectively, and was included in other noncurrent assets on our consolidated balance sheets.

Total amortization of deferred loan costs was $ 0.6 million and $ 0.7 million for the thirteen weeks ended April 29, 2023 and April 30, 2022, respectively.

Total expenses related to accretion of original issuance discount were $ 0.1 million for the thirteen weeks ended April 29, 2023 and April 30, 2022.

As of July 29, 2023, January 28, 2023 and July 30, 2022, the balance in deferred loan costs related to the ABL Facility (as defined below) was approximately $ 2.6 million, $ 3.2 million and $ 3.8 million, respectively, and was included in other noncurrent assets on our consolidated balance sheets.

Total amortization of deferred loan costs was $ 0.6 million and $ 1.2 million for the thirteen and twenty-six weeks ended July 29, 2023, respectively, and $ 0.6 million and $ 1.3 million for the thirteen and twenty-six weeks ended July 30, 2022, respectively.

Total expenses related to accretion of original issuance discount was $ 0.1 million and $ 0.2 million for the thirteen and twenty-six weeks ended July 29, 2023, respectively, and $ 0.1 million and $ 0.2 million for the thirteen and twenty-six weeks ended July 30, 2022, respectively.

The expenses related to amortization of deferred loan costs and accretion of original issuance discount are included in interest expense, net on the consolidated statements of income.

7 unchanged sentences

Quarterly principal payments of $ 750.0 thousand are required through September 30, 2027 and borrowings mature on November 6, 2027.

As of April 29, 2023, the weighted average interest rate was 8.60 %, with interest payable monthly.

As of July 29, 2023, the weighted average interest rate was 8.94 %, with interest payable monthly.

The terms and conditions of the Amendment also require that the outstanding balance under the Term Loan is prepaid under certain circumstances.

As of April 29, 2023, no prepayment was due under the terms and conditions of the Term Loan.

As of July 29, 2023, no prepayment was due under the terms and conditions of the Term Loan.

On May 17, 2023, Academy, Ltd.

entered into a Conforming Changes Amendment to the Second Amended and Restated Credit Agreement, dated as of November 6, 2020, among Academy, Ltd., as Borrower, Credit Suisse AG, Cayman Islands Branch, as the administrative agent and collateral agent and the several lenders party thereto and the several other parties named therein, which updated the Term Loan benchmark base interest rate from LIBOR to Adjusted Term SOFR.

The transition of our Term Loan to Adjusted Term SOFR will become effective on August 1, 2023.

On November 6, 2020, Academy, Ltd.

8 unchanged sentences

During the normal course of business, we periodically utilize letters of credit primarily for the purchase of import goods and in support of insurance contracts.

As of April 29, 2023, we had outstanding letters of credit of approximately $ 13.9 million, all of which were issued under the ABL Facility, and we had no borrowings outstanding under the ABL Facility, leaving an available borrowing capacity under the ABL Facility of $ 986.1 million.

As of July 29, 2023, we had outstanding letters of credit of approximately $ 11.6 million, all of which were issued under the ABL Facility, and we had no borrowings outstanding under the ABL Facility, leaving an available borrowing capacity under the ABL Facility of $ 988.4 million.

Borrowings under the ABL Facility bear interest, at our election, at either (1) Adjusted Term SOFR plus a margin of 1.25 % to 1.75 %, or (2) a base rate equal to the highest of (a) the federal funds rate plus 0.50 %, (b) JPMorgan Chase Bank, N.A.'s "prime rate", or (c) the one-month Adjusted Term SOFR rate plus 1.00 %, plus a margin of 0.25 % to 0.75 %.

1 unchanged sentence

The terms and conditions of the ABL Facility also require that we prepay outstanding loans under the ABL Facility under certain circumstances.

As of April 29, 2023, no future prepayments of outstanding loans have been triggered under the terms and conditions of the ABL Facility.

As of July 29, 2023, no future prepayments of outstanding loans have been triggered under the terms and conditions of the ABL Facility.

The ABL Facility, Term Loan and Notes agreements contain covenants, including, among other things, covenants that may restrict Academy, Ltd.'s ability to incur certain additional indebtedness, create or permit liens on assets, engage in mergers or consolidations, pay dividends, make other restricted payments, make loans or advances, engage in transactions with affiliates or amend material documents.

1 unchanged sentence

These covenants are subject to certain qualifications and limitations.

We were in compliance with these covenants as of April 29, 2023.

We were in compliance with these covenants as of July 29, 2023.

Fair Value Measurements

10 unchanged sentences

Government treasury bills and securities, which are classified as cash and redeemable on demand.

As of April 29, 2023, January 28, 2023 and April 30, 2022, we held $ 42.3 million, $ 95.6 million and $ 357.1 million in money market funds, respectively.

As of July 29, 2023, January 28, 2023 and July 30, 2022, we held $ 145.7 million, $ 95.6 million and $ 321.4 million in money market funds, respectively.

The fair value of the Term Loan and Notes is estimated using a discounted cash flow analysis based on quoted market prices for the instrument in an inactive market and is therefore classified as Level 2 within the fair value hierarchy.

As of April 29, 2023, January 28, 2023, and April 30, 2022 the estimated fair value of the Term Loan and Notes was $ 0.6 billion, $ 0.6 billion and $ 0.7 billion, respectively.

As of July 29, 2023, January 28, 2023, and July 30, 2022 the estimated fair value of the Term Loan and Notes was $ 0.6 billion, $ 0.6 billion and $ 0.7 billion, respectively.

As borrowings on the ABL Facility are generally repaid in less than 12 months, we believe that fair value approximates the carrying value.

1 unchanged sentence

Property and equipment consists of the following (amounts in thousands) as of:

April 29, 2023 January 28, 2023 April 30, 2022

July 29, 2023 January 28, 2023 July 30, 2022

Leasehold improvements $ 499,499 $ 484,930 $ 464,621

6 unchanged sentences

Property and equipment, net $ 404,967 $ 351,424 $ 350,628

Depreciation expense was $ 26.3 million and $ 25.6 million in the thirteen weeks ended April 29, 2023 and April 30, 2022, respectively.

Depreciation expense was $ 25.7 million and $ 52.0 million in the thirteen and twenty-six weeks ended July 29, 2023, respectively, and $ 26.3 million and $ 51.9 million in the thirteen and twenty-six weeks ended July 30, 2022, respectively.

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following (amounts in thousands) as of:

April 29, 2023 January 28, 2023 April 30, 2022

July 29, 2023 January 28, 2023 July 30, 2022

Accrued interest $ 7,453 $ 7,015 $ 7,107

17 unchanged sentences

The plan reserved a total of 5,150,000 shares of common stock for issuance.

As of April 29, 2023, there were 1,965,467 shares that were authorized and available for future issuance under the 2020 Omnibus Incentive Plan.

On June 1, 2023, our stockholders approved the First Amendment to the 2020 Omnibus Incentive Plan, which, among other changes, increased the number of shares available for issuance thereunder by 2,600,000 shares.

As of July 29, 2023, there were 4,284,231 shares that were authorized and available for future issuance under the 2020 Omnibus Incentive Plan.

On September 29, 2020, the ASO, Inc.

Board of Directors adopted the 2020 Employee Stock Purchase Plan (the "ESPP"), which became effective on October 1, 2020.

We have reserved a total of 2,000,000 shares under the ESPP and as of April 29, 2023, there were 1,717,411 shares authorized and available for future issuance under the ESPP.

Equity compensation expense was $ 11.4 million and $ 3.5 million for the thirteen weeks ended April 29, 2023, and April 30, 2022, respectively.

We have reserved a total of 2,000,000 shares under the ESPP and as of July 29, 2023, there were 1,650,543 shares authorized and available for future issuance under the ESPP.

Equity compensation expense was $ 8.5 million and $ 19.9 million for the thirteen and twenty-six weeks ended July 29, 2023, respectively.

Equity compensation was $ 6.2 million and $ 9.7 million for the thirteen and twenty-six weeks ended July 30, 2022, respectively.

These costs are included in selling, general and administrative expenses in the consolidated statements of income.

7 unchanged sentences

The assumptions used to calculate the fair value of Awards granted are evaluated and modified, as necessary, to reflect current market conditions and experience.

The following table presents the assumptions and grant date fair values for Service Options granted in the thirteen weeks ended April 29, 2023:

The following table presents the assumptions and grant date fair values for Service Options granted in the twenty-six weeks ended July 29, 2023:

Expected life in years 6.0

Expected volatility 45.7 %

Expected volatility 45.7 % to 50.8 %

Weighted-average volatility 47.8 %

Risk-free interest rate 3.7 %

Risk-free interest rate 3.7 % to 3.8 %

Dividend yield 0.6 %

The following table presents the Award grants during the thirteen weeks ended April 29, 2023:

The following table presents the Award grants during the twenty-six weeks ended July 29, 2023:

Service Options Service Restricted Stock Units Performance Restricted Stock Units

2 unchanged sentences

Weighted average exercise price per Award $ 58.84 N/A N/A

The following table presents the unrecognized compensation cost as of April 29, 2023:

The following table presents the unrecognized compensation cost as of July 29, 2023:

Service Options Service Restricted Stock Units Performance Restricted Stock Units

6 unchanged sentences

Basic and diluted weighted average common shares outstanding and basic and diluted earnings per common share are calculated as follows (amounts in thousands except per share amounts):

Thirteen Weeks Ended

April 29, 2023 April 30, 2022

Thirteen Weeks Ended Twenty-Six Weeks Ended

July 29, 2023 July 30, 2022 July 29, 2023 July 30, 2022

Net income $ 157,075 $ 188,801 $ 251,045 $ 338,607

11 unchanged sentences

Freight, Technology Related and Other Commitments

As of April 29, 2023, we have obligations under freight, technology-related, construction and other contractual commitments in the amount of $ 101.1 million.

As of July 29, 2023, we have obligations under freight, technology-related, construction and other contractual commitments in the amount of $ 117.0 million.

Of such commitments, approximately $ 88.1 million is payable in the next 12 months.

12 unchanged sentences

On May 9, 2023, the U.S.

Customs and Border Protection (CBP) notified us we owed additional duties relating to certain products that we imported from China that CBP believes are subject to certain anti-dumping and/or countervailing duties.

Customs and Border Protection (the "CBP") notified us we owed additional duties relating to certain products that we imported from China that CBP believes are subject to certain anti-dumping and/or countervailing duties.

We do not believe that these products are subject to such duties and are contesting CBP’s determination vigorously.

While we contest CBP’s determination, we will be required to deposit with CBP an amount of duties relating to these products, which will be included in prepaid expenses and other current assets on the Company’s consolidated balance sheet while this matter is pending.

While we contest CBP’s determination, we were required to deposit with CBP an amount of duties relating to these products, which are included in prepaid expenses and other current assets on the Company’s consolidated balance sheet while this matter is pending.

We do not believe this matter will have a material adverse effect on our financial position, results of operations or cash flows.

However, the ultimate outcome of this matter cannot be determined at this time and we cannot assure you that we will be successful in contesting it or that we will not need to accrue or pay additional amounts in the future.

There have been no material developments during the fiscal quarter ended April 29, 2023, with respect to any of the matters discussed under the heading "Legal Proceedings" in the Annual Report.

However, the ultimate outcome of this matter cannot be determined at this time, and we cannot assure you that we will be successful in contesting CBP's determination or that we will not need to accrue or pay additional amounts in the future.

There have been no material developments during the fiscal quarter ended July 29, 2023, with respect to any of the matters discussed under the heading "Legal Proceedings" in the Annual Report.

We are not currently party to any other legal proceedings that we believe would have a material adverse effect on our financial position, results of operations or cash flows.

3 unchanged sentences

These agreements typically contain a one to three-year term and contractual payment amounts required to be paid by the Company.

As of April 29, 2023, we have $ 17.4 million in related commitments through 2027, of which $ 5.3 million is payable in the next 12 months.

As of July 29, 2023, we have $ 16.3 million in related commitments through 2027, of which $ 5.1 million is payable in the next 12 months.

Subsequent Events

Our management evaluated events or transactions that occurred after April 29, 2023 through June 6, 2023, the issuance date of the consolidated financial statements, and identified the following matter to report:

On June 1, 2023, the Company's Board of Directors declared a quarterly cash dividend with respect to the fiscal quarter ended April 29, 2023, of $ 0.09 per share of the Company's common stock, payable on July 13, 2023, to stockholders of record as of the close of business on June 15, 2023.

Our management evaluated events or transactions that occurred after July 29, 2023 through August 31, 2023, the issuance date of the consolidated financial statements, and identified the following matter to report:

On August 30, 2023, the Company's Board of Directors declared a quarterly cash dividend with respect to the fiscal quarter ended July 29, 2023, of $ 0.09 per share of the Company's common stock, payable on October 11, 2023, to stockholders of record as of the close of business on September 13, 2023.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements