What changed in this filing

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Item 1. Financial Statements

2024-12-10 compared with 2024-09-10 · 86 added, 69 removed, 380 unchanged (29% of the section changed)

3 unchanged sentences

(Dollar amounts in thousands, except per share data)

August 3, 2024 February 3, 2024 July 29, 2023

November 2, 2024 February 3, 2024 October 28, 2023

CURRENT ASSETS:

28 unchanged sentences

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

74,349,927 and 74,845,563 issued and outstanding as of August 3, 2024, February 3, 2024 and July 29, 2023, respectively.

74,349,927 and 74,143,759 issued and outstanding as of November 2, 2024, February 3, 2024 and October 28, 2023, respectively.

Additional paid-in capital 245,511 242,098 239,447

6 unchanged sentences

(Amounts in thousands, except per share data)

Thirteen Weeks Ended Twenty-Six Weeks Ended

August 3, 2024 July 29, 2023 August 3, 2024 July 29, 2023

Thirteen Weeks Ended Thirty-Nine Weeks Ended

November 2, 2024 October 28, 2023 November 2, 2024 October 28, 2023

NET SALES $ 1,343,330 $ 1,397,777 $ 4,256,530 $ 4,364,463

39 unchanged sentences

Balances as of August 3, 2024 70,916 $ 709 $ 244,584 $ 1,707,101 $ 1,952,394

Net income — — — 65,763 65,763

Equity compensation — — 6,296 — 6,296

Repurchase of common stock for retirement ( 1,044 ) ( 10 ) ( 4,544 ) ( 49,808 ) ( 54,362 )

Settlement of vested Restricted Stock Units, net of shares withheld 45 — ( 1,059 ) — ( 1,059 )

Stock option exercises, net of shares withheld 15 — 234 — 234

Cash dividends declared, $0.11 per share

— — — ( 7,739 ) ( 7,739 )

Balances as of November 2, 2024 69,932 $ 699 $ 245,511 $ 1,715,317 $ 1,961,527

ACADEMY SPORTS AND OUTDOORS, INC.

21 unchanged sentences

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

Net income — — — 99,978 99,978

Equity compensation — — 6,245 — 6,245

Repurchase of common stock for retirement ( 864 ) ( 9 ) ( 3,038 ) ( 40,863 ) ( 43,910 )

Settlement of vested Restricted Stock Units, net of shares withheld 53 1 ( 1,606 ) — ( 1,605 )

Stock option exercises, net of shares withheld 109 1 1,057 — 1,058

Cash dividends declared, $ 0.09 per share

— — — ( 6,718 ) ( 6,718 )

Balances as of October 28, 2023 74,144 $ 741 $ 239,447 $ 1,552,899 $ 1,793,087

See Condensed Notes to Consolidated Financial Statements

2 unchanged sentences

(Amounts in thousands)

Twenty-Six Weeks Ended

August 3, 2024 July 29, 2023

Thirty-Nine Weeks Ended

November 2, 2024 October 28, 2023

CASH FLOWS FROM OPERATING ACTIVITIES:

40 unchanged sentences

(Amounts in thousands)

Twenty-Six Weeks Ended

August 3, 2024 July 29, 2023

Thirty-Nine Weeks Ended

November 2, 2024 October 28, 2023

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

14 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 August 3, 2024, we operated 285 "Academy Sports + Outdoors" retail locations in 19 states and three distribution centers located in Katy, Texas, Twiggs County, Georgia and Cookeville, Tennessee.

As of November 2, 2024, we operated 293 "Academy Sports + Outdoors" retail locations in 19 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 and twenty-six weeks ended August 3, 2024 are not necessarily indicative of the results that will be realized for the fiscal year ending February 1, 2025 or any other period.

The results of operations for the thirteen and thirty-nine weeks ended November 2, 2024 are not necessarily indicative of the results that will be realized for the fiscal year ending February 1, 2025 or any other period.

The balance sheet as of February 3, 2024 has been derived from our audited financial statements as of that date.

2 unchanged sentences

These unaudited condensed consolidated financial statements include the accounts of ASO, Inc.

and its subsidiaries, New Academy Holding Company, LLC ("NAHC"), Academy Managing Co., L.L.C., Associated Investors, L.L.C., Academy, Ltd., the Company's operating company, Academy Procurement Co., LLC, and Academy International Limited.

NAHC, Academy Managing Co., LLC, and Associated Investors, LLC are intermediate holding companies.

7 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 and twenty-six weeks ended July 29, 2023 for comparability purposes.

As a result, we have reclassified sales between divisions in the thirteen and thirty-nine weeks ended October 28, 2023 for comparability purposes.

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

Share Repurchases

On September 2, 2021, the Board of Directors of the Company authorized a share repurchase program (the "2021 Share Repurchase Program") under which the Company may purchase up to $ 500 million of its outstanding shares during the three-year period ending September 2, 2024.

On June 2, 2022, the Board of Directors of the Company authorized a new share repurchase program (the "2022 Share Repurchase Program") under which the Company may purchase up to $ 600 million of its outstanding shares during the three-year period ending June 2, 2025.

On November 29, 2023, the Board of Directors authorized a new share repurchase program (the "2023 Share Repurchase Program") under which the Company may purchase up to $ 600 million of its outstanding shares during the three-year period ending November 29, 2026.

The 2023 Share Repurchase Program, the 2022 Share Repurchase Program and the 2021 Share Repurchase Program are collectively referred to as the "Share Repurchase Programs".

Under the Share Repurchase Programs, repurchases can be made using a variety of methods, which may include open market purchases, block trades, privately negotiated transactions, accelerated share repurchase programs and/or a non-discretionary trading plan, all in compliance with the rules of the SEC and other applicable legal requirements.

The timing, manner, price and amount of any common share repurchases under the Share Repurchase Programs are determined by the Company in its discretion and depend on a variety of factors, including legal requirements, price and economic and market conditions.

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.

On November 29, 2023, the Board of Directors approved a new share repurchase program (the "2023 Share Repurchase Program") under which the Company was authorized to purchase up to $ 600 million of its outstanding shares during the three-year period ending November 29, 2026.

Under the 2023 Share Repurchase Program, repurchases could be made using a variety of methods, which may include open market purchases, block trades, privately negotiated transactions, accelerated share repurchase programs and/or Rule 10b5-1 or other non-discretionary trading plans, all in compliance with the rules of the SEC and other applicable legal requirements.

The timing, manner, price and amount of any common share repurchases under the 2023 Share Repurchase Program are determined by the Company in its discretion and depend on a variety of factors, including legal requirements, price and economic and market conditions.

The 2023 Share Repurchase Program did not obligate the Company to acquire any particular number of common shares, and the program may be suspended, extended, modified or discontinued at any time.

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

Thirteen Weeks Ended Twenty-Six Weeks Ended

August 3, 2024 July 29, 2023 August 3, 2024 July 29, 2023

Thirteen Weeks Ended Thirty-Nine Weeks Ended

November 2, 2024 October 28, 2023 November 2, 2024 October 28, 2023

Shares repurchased 1,044,027 863,631 4,837,850 3,607,705

1 unchanged sentence

$ 54.4 $ 43.9 $ 276.6 $ 201.5

(1) Includes estimated excise tax fees of $ 0.9 million and $ 2.0 million for the thirteen and twenty-six weeks ended August 3, 2024, respectively, and $ 0.9 million and $ 1.2 million for the thirteen and twenty-six weeks ended July 29, 2023, respectively.

As of August 3, 2024, we no longer had availability under the 2021 Share Repurchase Program or 2022 Share Repurchase Program, and we had $ 476.4 million available under the 2023 Share Repurchase Program.

(1) Includes estimated excise tax fees of $ 0.9 million and $ 2.9 million for the thirteen and thirty-nine weeks ended November 2, 2024, respectively, and $ 0.3 million and $ 1.5 million for the thirteen and thirty-nine weeks ended October 28, 2023, respectively.

As of November 2, 2024, we had $ 423.0 million available under the 2023 Share Repurchase Program.

Supplier Finance Programs

2 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 condensed consolidated balance sheets, was $ 5.1 million, $ 7.2 million and $ 6.6 million as of August 3, 2024, February 3, 2024 and July 29, 2023, respectively.

Our liability associated with these arrangements, which is presented within accounts payable on the condensed consolidated balance sheets, was $ 2.5 million, $ 7.2 million and $ 6.9 million as of November 2, 2024, February 3, 2024 and October 28, 2023, respectively.

Recent Accounting Pronouncements

11 unchanged sentences

The Company is currently evaluating the impact that the adoption of this accounting standard will have on its financial disclosures.

Disaggregation of Income Statement Expense (DISE)

On November 4, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses (DISE), which requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses.

The new guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027.

The requirements will be applied prospectively with the option for retrospective application.

The Company is currently evaluating the impact that the adoption of this accounting standard will have on its financial disclosures.

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 Twenty-Six Weeks Ended

August 3, 2024 July 29, 2023 August 3, 2024 July 29, 2023

Thirteen Weeks Ended Thirty-Nine Weeks Ended

November 2, 2024 October 28, 2023 November 2, 2024 October 28, 2023

Merchandise division sales (1)

9 unchanged sentences

(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 and twenty-six weeks ended July 29, 2023, for comparability purposes.

As a result, we have reclassified sales between divisions in the thirteen and thirty-nine weeks ended October 28, 2023, for comparability purposes.

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

(2) E-commerce sales consisted of 9.7 % and 9.4 % for the thirteen and twenty-six weeks ended August 3, 2024, respectively, and 9.4 % and 8.8 % for the thirteen and twenty-six weeks ended July 29, 2023, respectively.

(2) E-commerce sales consisted of 8.8 % and 9.2 % for the thirteen and thirty-nine weeks ended November 2, 2024, respectively, and 9.4 % and 9.0 % for the thirteen and thirty-nine weeks ended October 28, 2023, 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 Twenty-Six Weeks Ended

August 3, 2024 July 29, 2023 August 3, 2024 July 29, 2023

Thirteen Weeks Ended Thirty-Nine Weeks Ended

November 2, 2024 October 28, 2023 November 2, 2024 October 28, 2023

Gift card liability, beginning balance $ 78,768 $ 74,750 $ 94,155 $ 90,650

5 unchanged sentences

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

August 3, 2024 February 3, 2024 July 29, 2023

November 2, 2024 February 3, 2024 October 28, 2023

ABL Facility, due March 2029 $ — $ — $ —

8 unchanged sentences

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

As of August 3, 2024, February 3, 2024 and July 29, 2023, the balance in deferred loan costs related to the ABL Facility (as defined below) was approximately $ 6.9 million, $ 2.1 million and $ 2.6 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 August 3, 2024, respectively, and $ 0.6 million and $ 1.2 million for the thirteen and twenty-six weeks ended July 29, 2023, respectively.

Total expenses related to accretion of original issuance discount was $ 0.0 and $ 0.1 million for the thirteen and twenty-six weeks ended August 3, 2024, respectively, and $ 0.1 million and $ 0.2 million for the thirteen and twenty-six weeks ended July 29, 2023, 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.

As of November 2, 2024, February 3, 2024 and October 28, 2023, the balance in deferred loan costs related to the ABL Facility (as defined below) was approximately $ 6.4 million, $ 2.1 million and $ 2.3 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 $ 1.8 million for the thirteen and thirty-nine weeks ended November 2, 2024, respectively, and $ 0.6 million and $ 1.8 million for the thirteen and thirty-nine weeks ended October 28, 2023, respectively.

Total expenses related to accretion of original issuance discount was $ 0.0 and $ 0.1 million for the thirteen and thirty-nine weeks ended November 2, 2024, respectively, and $ 0.1 million and $ 0.2 million for the thirteen and thirty-nine weeks ended October 28, 2023, respectively.

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

We refer to the 2020 Term Loan and the amendments thereto collectively as the "Term Loan".

11 unchanged sentences

Quarterly principal payments of $ 750 thousand are required through September 30, 2027 and borrowings mature on November 6, 2027.

As of August 3, 2024, the weighted average interest rate was 9.19 %, with interest payable monthly.

As of November 2, 2024, the weighted average interest rate was 8.88 %, with interest payable monthly.

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

As of August 3, 2024, no prepayment was due under the terms and conditions of the Term Loan.

As of November 2, 2024, no prepayment was due under the terms and conditions of the Term Loan.

On November 6, 2020, Academy, Ltd.

11 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 August 3, 2024, we had outstanding letters of credit of approximately $ 9.3 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 $ 990.7 million.

As of November 2, 2024, we had outstanding letters of credit of approximately $ 9.3 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 $ 990.7 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 August 3, 2024, no future prepayments of outstanding loans have been triggered under the terms and conditions of the ABL Facility.

In connection with the reduction of two lenders who dropped out of the ABL Facility, the Company wrote off $ 0.4 million of deferred loan costs related to the ABL Facility.

As of November 2, 2024, no future prepayments of outstanding loans have been triggered under the terms and conditions of the ABL Facility.

In connection with the ABL Amendment and the reduction of two lenders who dropped out of the ABL Facility, the Company wrote off $ 0.4 million of deferred loan costs related to 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 August 3, 2024.

We were in compliance with these covenants as of November 2, 2024.

Fair Value Measurements

10 unchanged sentences

Government treasury bills and securities, which are classified as cash and cash equivalents on the condensed consolidated balance sheets and are redeemable on demand.

As of August 3, 2024, February 3, 2024 and July 29, 2023, we held $ 254.7 million, $ 303.4 million and $ 145.7 million in money market funds, respectively.

As of November 2, 2024, February 3, 2024 and October 28, 2023, we he ld $ 245.1 million, $ 303.4 million and $ 224.0 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 August 3, 2024, February 3, 2024, and July 29, 2023, the estimated fair value of the Term Loan and Notes was $ 0.5 billion, $ 0.5 billion and $ 0.6 billion, respectively.

As of November 2, 2024, February 3, 2024, and October 28, 2023, the estimated fair value of the Term Loan and Notes was $ 0.5 billion, $ 0.5 billion and $ 0.6 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:

August 3, 2024 February 3, 2024 July 29, 2023

November 2, 2024 February 3, 2024 October 28, 2023

Leasehold improvements $ 635,815 $ 571,785 $ 542,698

6 unchanged sentences

Property and equipment, net $ 503,115 $ 445,209 $ 429,648

Depreciation expense was $ 28.9 million and $ 57.8 million in the thirteen and twenty-six weeks ended August 3, 2024, respectively, and $ 25.7 million and $ 52.0 million in the thirteen and twenty-six weeks ended July 29, 2023, respectively.

Depreciation expense was $ 29.3 million and $ 87.1 million in the thirteen and thirty-nine weeks ended November 2, 2024, respectively, and $ 27.4 million and $ 79.4 million in the thirteen and thirty-nine weeks ended October 28, 2023, respectively.

Accrued Expenses and Other Current Liabilities

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

August 3, 2024 February 3, 2024 July 29, 2023

November 2, 2024 February 3, 2024 October 28, 2023

Accrued interest $ 12,994 $ 6,717 $ 13,395

17 unchanged sentences

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

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 August 3, 2024, there were 4,112,148 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, incre ased the number of shares available for issuance thereunder by 2,600,000 shares.

As of November 2, 2024, there were 4,111,000 sha res 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 August 3, 2024, there were 1,531,484 shares authorized and available for future issuance under the ESPP.

Equity compensation expense was $ 8.0 million and $ 14.1 million for the thirteen and twenty-six weeks ended August 3, 2024, respectively.

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

We have reserved a total of 2,000,000 shares under the ESPP and as of November 2, 2024, there were 1,531,484 shares authorized and available for future issuance under the ESPP.

Equity compensation expense was $ 6.3 million and $ 20.4 million for the thirteen and thirty-nine weeks ended November 2, 2024, respectively.

Equity compensation expense was $ 6.2 million and $ 26.1 million for the thirteen and thirty-nine weeks ended October 28, 2023, respectively.

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

1 unchanged sentence

In such cases, expensing of Awards is accelerated through the retirement eligibility date.

The following table presents the Award grants during the twenty-six weeks ended August 3, 2024:

The following table presents the Award grants during the thirty-nine weeks ended November 2, 2024:

Service Restricted Stock Units Performance Restricted Stock Units

2 unchanged sentences

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

The following table presents the unrecognized compensation cost as of August 3, 2024:

The following table presents the unrecognized compensation cost as of November 2, 2024:

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 Twenty-Six Weeks Ended

August 3, 2024 July 29, 2023 August 3, 2024 July 29, 2023

Thirteen Weeks Ended Thirty-Nine Weeks Ended

November 2, 2024 October 28, 2023 November 2, 2024 October 28, 2023

Net income $ 65,763 $ 99,978 $ 284,816 $ 351,023

11 unchanged sentences

Technology Related and Other Commitments

As of August 3, 2024, we have obligations under technology-related, construction and other contractual commitments in the amount of $ 91.4 million.

Of such commitments, approximately $ 52.0 million is payable in the next 12 months.

As of November 2, 2024, we have obligations under technology-related, construction and other contractual commitments in the amount of $ 107.9 million.

Of such commitments, approximately $ 52.3 million is p ayable in the next 12 months.

Financial Guarantees

16 unchanged sentences

In April 2024, the DOC made a determination in the Company’s favor in connection with the changed circumstances review, and in May 2024, instructed CBP to begin the process of issuing refunds to the Company on the AD/CVD deposits.

For additional details, see “Note 11, Subsequent Events” below.

Other than as discussed above, there have been no material developments during the fiscal quarter ended August 3, 2024, wi th respect to any of the matters discussed under the heading "Legal Proceedings" in the Annual Report.

In August 2024, the Company received a full refund of the AD/CVD deposits.

This matter is now resolved, and the refund is recorded as cash within cash and cash equivalents on our unaudited condensed consolidated balance sheet for the quarter ending November 2, 2024.

Other than as discussed above, there have been no material developments during the fiscal quarter ended November 2, 2024, wi th 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 August 3, 2024, we have $ 12.7 million in related commitments through 2027, of which $ 6.1 million is payable in the next 12 months.

As of November 2, 2024, we have $ 10.0 million in related commitments through 2027, of which $ 5.9 million is payable in the next 12 months.

Subsequent Events

Our management evaluated events or transactions that occurred after August 3, 2024 through September 10, 2024, the issuance date of the consolidated financial statements, and identified the following matters to report:

Resolution of CBP Matter

As discussed above in Note 10, in May and December 2023, CBP notified us that we owed additional duties relating to certain products that we imported from China that CBP believed were subject to certain anti-dumping and/or countervailing duties.

While we contested CBP’s determination, we were required to deposit the AD/CVD deposits, which were included in prepaid expenses and other current assets on the Company’s consolidated balance sheet.

In January 2024, we requested a changed circumstances review of CBP’s determination by the DOC.

In August 2024, subsequent to the period covered by this report, the Company received a full refund of the AD/CVD deposits.

This matter is now resolved, and the refund will be recorded as cash within cash and cash equivalents on our unaudited condensed consolidated balance sheet for the quarter ending November 2, 2024.

Our management evaluated events or transactions that occurred after November 2, 2024 through December 10, 2024, the issuance date of the consolidated financial statements, and identified the following matters to report:

Declaration of Dividend

On September 5, 2024, the Company's Board of Directors declared a quarterly cash dividend with respect to the fiscal quarter ended August 3, 2024, of $ 0.11 per share of the Company's common stock, payable on October 17, 2024, to stockholders of record as of the close of business on September 19, 2024.

On December 4, 2024, the Company's Board of Directors declared a quarterly cash dividend with respect to the fiscal quarter ended November 2, 2024, of $ 0.11 per share of the Company's common stock, payable on January 15, 2025, to stockholders of record as of the close of business on December 18, 2024.

Share Repurchase Authorization

On December 4, 2024, the Company's Board of Directors authorized a new share repurchase program under which the Company is authorized to purchase up to $ 700 million of its outstanding shares during the three-year period ending December 4, 2027 (the "2024 Share Repurchase Program"), and which replaces the 2023 Share Repurchase Program.

Under the 2024 Share Repurchase Program repurchases can be made using a variety of methods, which may include open market purchases, block trades, accelerated share repurchase programs, privately negotiated transactions and/or Rule 10b5-1 or other non-discretionary trading plans, all in compliance with the rules of the SEC and other applicable legal requirements.

The timing, manner, price and amount of any common share repurchases under the 2024 Share Repurchase Program will be determined by the Company in its discretion and will depend on a variety of factors, including legal requirements, price and economic and market conditions.

The 2024 Share Repurchase Program does not obligate the Company to acquire any particular number of common shares, and the program may be suspended, extended, modified or discontinued at any time.

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