10 unchanged sentences
Limitations on the Effectiveness of Controls.
−Removed: We do not expect that our disclosure controls and procedures will prevent all errors and all fraud.
+Added: We do not expect our disclosure controls and procedures will prevent all errors and all fraud.
A system of controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the system are met.
4 unchanged sentences
The evaluation of our disclosure controls and procedures included a review of their objectives and design, our implementation of the controls and procedures and the effect of the controls and procedures on the information generated for use in this Annual Report.
−Removed: In the course of the evaluation, we sought to identify whether we had any data errors, control problems or acts of fraud and to confirm that appropriate corrective action, including process improvements, was being undertaken if needed.
−Removed: This type of evaluation is performed on a quarterly basis so that conclusions concerning the effectiveness of our disclosure controls and procedures can be reported in our Quarterly Reports on Form 10-Q and our Annual Reports on Form 10-K.
+Added: In the course of the evaluation, we sought to identify whether we had any data errors, control problems or acts of fraud and to confirm appropriate corrective action, including process improvements, was being undertaken if needed.
+Added: This type of evaluation is performed on a quarterly basis so conclusions concerning the effectiveness of our disclosure controls and procedures can be reported in our Quarterly Reports on Form 10-Q and our Annual Reports on Form 10-K.
Many of the components of our disclosure controls and procedures are also evaluated by our internal audit department, by our legal department and by personnel in our finance organization.
1 unchanged sentence
Conclusions regarding Disclosure Controls.
−Removed: Based on the required evaluation of our disclosure controls and procedures, our CEO and CFO have concluded that, as of September 30, 2020, we maintain disclosure controls and procedures that are effective in providing reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
+Added: Based on the required evaluation of our disclosure controls and procedures, our CEO and CFO have concluded that, as of September 30, 2021, we maintain disclosure controls and procedures that are effective in providing reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
Management’s Annual Report on Internal Control over Financial Reporting.
Management of the Company, including the CEO and CFO, is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act.
−Removed: Our internal control system was designed to provide reasonable assurance to management and our Board of Directors regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
+Added: Our internal control
+Added: system was designed to provide reasonable assurance to management and our Board of Directors regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
All internal control systems, no matter how well designed, have inherent limitations.
6 unchanged sentences
Changes in Internal Control over Financial Reporting.
−Removed: During our last fiscal quarter, other than as described below, there have been no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
−Removed: During our last fiscal quarter, we implemented the retail stock ledger module of the JDA merchandising and supply chain platform (“JDA”).
−Removed: JDA is hosted on a cloud platform (Infrastructure as a Service);
−Removed: SBH manages all systems hosted by this cloud infrastructure.
−Removed: This platform is used as our inventory system of record for physical quantities and for the application of inventory costing, including cost of sales.
−Removed: JDA affects our processes and internal control environment for U.S.
−Removed: and Canada operations.
−Removed: In connection with this implementation, management implemented new controls for relevant business processes specifically related to JDA and modified any existing processes and controls to encompass JDA.
+Added: During our last fiscal quarter, there have been no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
OTHER INFORMATION
5 unchanged sentences
The additional information required by Item 10 of this Annual Report on Form 10-K is incorporated herein by reference from our Proxy Statement related to the 2022 Annual Meeting of Stockholders under the headings “Proposal 1 – Election of Directors,” “Executive Officers,” “Corporate Governance, the Board, and Its Committees” and “Report of the Audit Committee.”
−Removed: E XECUTIVE COMPENSATION
+Added: EXECUT IVE COMPENSATION
The information required by Item 11 of this Annual Report on Form 10-K is incorporated herein by reference from our Proxy Statement related to the 2022 Annual Meeting of Stockholders under the headings “Directors’ Compensation and Benefits,” “Narrative Discussion of Director Compensation Table,” “Compensation Discussion and Analysis,” “Compensation Committee Report,” “Executive Compensation” and “Compensation Committee Interlocks and Insider Participation.”
−Removed: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
+Added: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL O WNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required by Item 12 of this Annual Report on Form 10-K is incorporated herein by reference from our Proxy Statement related to the 2022 Annual Meeting of Stockholders under the heading “Beneficial Ownership of Company’s Stock.”
32 unchanged sentences
First Amendment to Amended and Restated Credit Agreement dated April 15, 2020 among the Borrowers, the Parent Guarantors, the Administrative Agent, the Syndication Agent, the Documentation Agent, and the Lenders party thereto (as such terms are defined therein), which is incorporated herein by reference from Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on April 16, 2020.
−Removed: Indenture, dated as of May 18, 2012, by and among Sally Holdings LLC, Sally Capital Inc.
−Removed: and Wells Fargo Bank, National Association, which is incorporated herein by reference from Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 18, 2012
−Removed: Second Supplemental Indenture, dated as of October 29, 2013, by and among Sally Holdings LLC, Sally Capital Inc., the guarantors listed therein and Wells Fargo Bank, National Association (including the form of Note attached as an exhibit thereto), which is incorporated herein by reference from Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on October 29, 2013
−Removed: Third Supplemental Indenture, dated as of May 28, 2015, by and among Loxa Beauty LLC , Sally Beauty Military Supply LLC, Sally Holdings LLC, Sally Capital Inc., each existing Parent Guarantor and Subsidiary Guarantor listed therein and Wells Fargo Bank, National Association, which is incorporated herein by reference from Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q filed on August 6, 2015
+Added: Indenture, dated as of May 18, 2012, by and among Sally Holdings LLC, Sally Capital Inc., the guarantors listed therein and Wells Fargo Bank, National Association, which is incorporated herein by reference from Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 18, 2012
Third Supplemental Indenture, dated as of December 3, 2015, by and among Sally Holdings LLC, Sally Capital Inc., the guarantors listed therein and Wells Fargo Bank, National Association (including the form of Note attached as an exhibit thereto), which is incorporated herein by reference from Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on December 3, 2015
13 unchanged sentences
2007 Omnibus Incentive Plan , which is incorporated herein by reference from Exhibit 10.29 to the Company’s Annual Report on Form 10-K filed on November 19, 2009
−Removed: 2010 Form of Restricted Stock Agreement for Employees pursuant to the Sally Beauty Holdings, Inc.
−Removed: 2007 Omnibus Incentive Plan , which is incorporated herein by reference from Exhibit 10.30 to the Company’s Annual Report on Form 10-K filed on November 19, 2009
−Removed: 2010 Form of Stock Option Agreement for Employees pursuant to the Sally Beauty Holdings, Inc.
−Removed: 2007 Omnibus Incentive Plan , which is incorporated herein by reference from Exhibit 10.31 to the Company’s Annual Report on Form 10-K filed on November 19, 2009
−Removed: Form of Amended and Restated Indemnification Agreement with Directors , which is incorporated
−Removed: herein by reference from Exhibit 10.33 to the Company’s Annual Report on Form 10-K filed on Novembe r 19, 2009
+Added: Form of Amended and Restated Indemnification Agreement with Directors , which is incorporated herein by reference from Exhibit 10.33 to the Company’s Annual Report on Form 10-K filed on November 19, 2009
Sally Beauty Holdings, Inc.
18 unchanged sentences
2019 Omnibus Incentive Plan, which is incorporated herein by reference from Exhibit 10.21 from the Company’s Annual Report on Form 10-K filed on November 25, 2019
−Removed: Offer Letter to Christian A.
−Removed: Brickman, dated as of April 25, 2014, which is incorporated herein by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 1, 2014
−Removed: Form of Severance Agreement between each of Christian A.
−Removed: Brickman and the Company effective as of June 2, 2014, Mark G.
+Added: Form of Severance Agreement between each of Mark G.
Spinks and the Company effective July 31, 2015, Scott C.
−Removed: Sherman and the Company effective October 1, 2017, Aaron E.
−Removed: Alt and the Company effective April 27, 2018, John M.
−Removed: Henrich and the Company effective June 10, 2019, and Pamela K.
−Removed: Kohn and the Company effective October 3, 2019, which is incorporated herein by reference from Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on November 5, 2012
+Added: Sherman and the Company effective October 1, 2017, John M.
+Added: Henrich and the Company effective June 10, 2019, Pamela K.
+Added: Kohn and the Company effective October 3, 2019, and Denise Paulonis and the Company effective October 1, 2021, which is incorporated herein by reference from Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on November 5, 2012
2012 Form of Restricted Stock Unit Agreement for Independent Directors pursuant to the Sally Beauty Holdings, Inc.
1 unchanged sentence
Sally Beauty Holdings, Inc.
−Removed: Annual Incentive Plan, which is incorporated herein by reference from
−Removed: Exhibit 10.25 from the Company’s Annual Report on Form 10-K filed on November 25, 2019
−Removed: Sally Beauty Holdings, Inc.
Fourth Amended and Restated Independent Director Compensation Policy, which is incorporated herein by reference from Exhibit 10.28 to the Company’s Annual Report on Form 10-K filed on November 14, 2018
−Removed: Preferability letter from KPMG LLP regarding a change in accounting method*
+Added: Sally Beauty Holdings, Inc.
+Added: Annual Incentive Plan*
+Added: Separation agreement between Christian A.
+Added: Brickman and the Company effective as of August 26, 2021, including Release of Claims effective as of October 1, 2021*
+Added: Consulting Agreement between Christian A.
+Added: Brickman and the Company effective September 30, 2021*
+Added: Offer Letter to Denise Paulonis, dated as of August 26, 2021*
List of Subsidiaries of Sally Beauty Holdings, Inc.*
+Added: List of Subsidiary Guarantors *
Consent of KPMG*
−Removed: Rule 13(a)-14(a)/15(d)-14(a) Certification of Christian A.
+Added: Rule 13(a)-14(a)/15(d)-14(a) Certification of Denise Paulonis*
Rule 13(a)-14(a)/15(d)-14(a) Certification of Marlo M.
−Removed: Section 1350 Certification of Christian A.
+Added: Section 1350 Certification of Denise Paulonis*
Section 1350 Certification of Marlo M.
11 unchanged sentences
FORM 10-K SUMMARY
−Removed: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 23 rd day of November, 2020.
+Added: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 19 th day of November, 2021.
SALLY BEAUTY HOLDINGS, INC.
−Removed: /s/ Christian A.
+Added: /s/ Denise Paulonis
+Added: Denise Paulonis
President, Chief Executive Officer and Director
−Removed: Senior Vice President, Chief Financial Officer and
+Added: Senior Vice President, Chief Financial Officer
+Added: /s/ Kim McIntosh
+Added: Group Vice President, Controller and
Chief Accounting Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
−Removed: /s/ Christian A.
+Added: /s/ Denise Paulonis
President, Chief Executive Officer and Director (Principal Executive Officer)
November 19, 2021
−Removed: Senior Vice President, Chief Financial Officer and Chief Accounting Officer (Principal Financial Officer and Principal Accounting Officer)
+Added: Denise Paulonis
+Added: Senior Vice President, Chief Financial Officer (Principal Financial Officer)
November 19, 2021
+Added: /s/ Kim McIntosh
+Added: Group Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer)
+Added: November 19, 2021
/s/ Robert R.
8 unchanged sentences
November 19, 2021
+Added: November 19, 2021
/s/ Linda Heasley
3 unchanged sentences
November 19, 2021
−Removed: November 23, 2020
−Removed: /s/ Denise Paulonis
+Added: /s/ Erin Nealy Cox
November 19, 2021
−Removed: Denise Paulonis
+Added: Erin Nealy Cox
/s/ Edward W.
23 unchanged sentences
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, 2021 based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
−Removed: Change in Accounting Principles
+Added: Changes in Accounting Principle
As discussed in Note 3 to the consolidated financial statements, the Company has changed its method of accounting for leases as of October 1, 2019 due to the adoption of ASU No.
13 unchanged sentences
Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.
−Removed: audits also included performing such other procedures as we considered necessary in the circumstances.
+Added: Our audits also included performing such other procedures as we considered necessary in the circumstances.
We believe that our audits provide a reasonable basis for our opinions.
6 unchanged sentences
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
−Removed: Critical Audit Matters
−Removed: The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that:
−Removed: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
−Removed: The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
+Added: Critical Audit Matter
+Added: The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that:
+Added: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
+Added: The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Evaluation of vendor rebates and concessions
10 unchanged sentences
We also compared the amount of cash received to the amount previously recognized by the Company for a sample of the vendor rebates and concessions that were collected subsequent to year end.
−Removed: Assessment of goodwill for impairment
−Removed: As discussed in Notes 2 and 9 to the consolidated financial statements, the Company tests goodwill for impairment at least annually and whenever events or changes in circumstances indicate that it is more likely
−Removed: than not that the fair value of a reporting unit is less than its carrying amount.
−Removed: The total goodwill balance as of September 30, 2020 was $540.0 million, of which $81.2 million and $458.8 million were allocated to the Sally Beauty Supply reporting unit and the Beauty Systems Group reporting unit, r espectively.
−Removed: As a result of the novel coronavirus (“COVID-19”) global pandemic the Company experienced a significant reduction in sales due to the rolling shut down of customer facing operations at all stores beginning in March 2020.
−Removed: The Company also exper ienced a decline in market capitalization leading up to March 31, 2020, the end of the Company’s fiscal second quarter.
−Removed: As a result, the Company determined that a triggering event had occurred, which required the performance of an interim goodwill impairme nt test as of March 31, 2020.
−Removed: The Company used the discounted cash flow method to determine the fair value of its reporting units.
−Removed: We identified the assessment of goodwill for impairment as a critical audit matter.
−Removed: Significant auditor judgment, and the need to involve valuation professionals with specialized skills and knowledge, was required to evaluate forecasted revenues, and the discount rates used by the Company to determine the fair values of the Company’s reporting units.
−Removed: As a result of the impact of COVID-19 on the Company’s business at the time of the impairment test, there was significant uncertainty associated with these inputs .
−Removed: The involvement of valuation professionals was also necessary due to the specialized skills and knowledge required to assess the Company’s estimate of fair value as determined by the discounted cash flow models compared to the Company’s market capitalization at the reporting date.
−Removed: The following are the primary procedures we performed to address this critical audit matter.
−Removed: We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s goodwill impairment assessment process.
−Removed: This included controls over forecasted revenues used in the Company’s analysis and controls related to the development of the discount rate.
−Removed: We performed sensitivity analyses over the revenue forecasts and discount rate to assess their impact on the Company’s determination of the fair value of the reporting units.
−Removed: We evaluated the Company’s revenue projections by comparing the Company’s historical forecasts to actual results, and by comparing the forecast for the period subsequent to March 31, 2020 to actual results through the end of the fiscal year as stores began to reopen.
−Removed: We involved valuation professionals with specialized skills and knowledge, who assisted in:
−Removed: evaluating the Company’s discount rate, by comparing it against a discount rate that was independently developed using publicly available third-party market data for comparable entities,
−Removed: performing sensitivity analyses for the fair values using various discount rates,
−Removed: calculating the reporting units’ implied fair value earnings multiples as derived from the Company’s discounted cash flow value, and comparing them to the observed earnings multiples from a set of comparable public companies, and,
−Removed: assessing the Company’s estimated fair values of its reporting units on a combined basis compared to the Company’s market capitalization.
We have served as the Company’s auditor since 2006.
15 unchanged sentences
Intangible assets, excluding goodwill, net
−Removed: Liabilities and Stockholders’ Equity (Deficit)
+Added: Liabilities and Stockholders’ Equity
Current liabilities:
10 unchanged sentences
Total liabilities
−Removed: Stockholders’ equity (deficit):
+Added: Stockholders’ equity:
Common stock, $ 0.01 par value.
7 unchanged sentences
Accumulated other comprehensive loss, net of tax
−Removed: Total stockholders’ equity (deficit)
−Removed: Total liabilities and stockholders’ equity (deficit)
+Added: Total stockholders’ equity
+Added: Total liabilities and stockholders’ equity
The accompanying notes are an integral part to these consolidated financial statements.
60 unchanged sentences
Proceeds from exercises of stock options
−Removed: Net cash provided (used) by financing activities
+Added: Net cash (used) provided by financing activities
Effect of foreign exchange rate changes on cash and
cash equivalents
−Removed: Net increase (decrease) in cash and cash equivalents
+Added: Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents, beginning of period
19 unchanged sentences
Share-based compensation
−Removed: Stock issued for stock options
+Added: Stock issued for equity awards
Balance at September 30, 2019
−Removed: Other comprehensive loss,
+Added: Cumulative effect of ASC 842 adoption
+Added: Other comprehensive income,
Repurchases of common stock
Share-based compensation
−Removed: Stock issued for stock options
+Added: Stock issued for equity awards
Balance at September 30, 2020
−Removed: Cumulative effect of ASC 842 adoption
Other comprehensive income,
−Removed: Repurchases of common stock
Share-based compensation
−Removed: Stock issued for stock options
+Added: Stock issued for equity awards
Balance at September 30, 2021
25 unchanged sentences
At September 30, 2020, inventory is stated at the lower of weighted average cost or net realizable value.
−Removed: At September 30, 2019, inventory is stated at the lower of cost using FIFO or net realizable value.
+Added: Inventory is stated at the lower of weighted average cost or net realizable value.
Inventory cost reflects actual product costs, the cost of transportation to our distribution centers and certain shipping and handling costs, such as freight from the distribution centers to the stores and handling costs incurred at the distribution centers.
4 unchanged sentences
We have policies and processes in place that are intended to minimize inventory shrinkage.
−Removed: Cost of goods sold includes actual product costs, the cost of transportation to our distribution centers, operating cost associated with our distribution centers (including employee compensation expense, depreciation and amortization,
+Added: Cost of goods sold includes actual product costs, the cost of transportation to our distribution centers, operating cost associated with our distribution centers (including employee compensation expense, depreciation and amortization, rent and other occupancy-related expenses), vendor rebates and allowances, inventory shrinkage and certain
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: rent and other occupancy-related expenses), vendor rebates and allowances, inventory shrinkage and certain shipping and handling costs, such as freight from the distribution centers to the stores.
−Removed: All other shipping and handling costs are included in se lling, general and administrative expenses when incurred.
+Added: shipping and handling costs, such as freight from the distribution centers to the stores.
+Added: All other shipping and handling costs are included in selling, general and administrative expenses when incurred.
We deem cash consideration received from a supplier to be a reduction of the cost of inventory purchased, unless it is in exchange for an asset or service or a reimbursement of a specific, incremental, identifiable cost incurred by us in selling the vendor’s products.
11 unchanged sentences
Operating lease assets are tested for impairment in the same manner as our long-lived assets.
−Removed: During fiscal year 2020, we impaired approximately $ 1.9 million in operating lease assets and leasehold improvements, primarily as a result of the impact of COVID-19, within selling, general and administrative expenses.
−Removed: See Note 19 for additional information related to impairments in connection with our restructuring activity.
−Removed: See Note 3 for additional information regarding the accounting change in connection with the adoption of Accounting Standards Update (“ASU”) No.
−Removed: 2016-02, Leases (Topic 842) (“ASU No.
+Added: During fiscal year 2020, we impaired approximately $ 1.9 million, respectively in operating lease assets and leasehold improvements, primarily as a result of the impact of COVID-19, within selling, general and administrative expenses.
Property and Equipment
10 unchanged sentences
Total property and equipment, net
+Added: Depreciation expense for the fiscal years 2021, 2020 and 2019 was $ 93.2 million, $ 95.5 million and $ 96.1 million, respectively, and is included in selling, general and administrative expenses in our consolidated statements of earnings.
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: Depreciation expense for the fiscal years 2020, 2019 and 2018 was $ 95.5 million, $ 96.1 million and $ 97.2 million, respectively, and is included in selling, general and administrative expenses in our consolidated statements of earnings.
Valuation of Long-Lived Assets and Definite-lived Intangible Assets
−Removed: Long-lived assets and purchased intangibles subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable.
+Added: Long-lived assets and purchased intangibles subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be fully recoverable.
The recoverability of long-lived assets and intangible assets subject to amortization is assessed by comparing the net carrying amount of each asset to the total estimated undiscounted future cash flows expected to be generated by the asset.
2 unchanged sentences
Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in a business combination.
−Removed: G oodwill is tested for impairment at least annually, as of January 31 st , and whenever events or changes in circumstances indicate that its carrying amount may be less than its recoverable amount, to determine whether or not it is more likely than not that the fair value of a reporting unit is less than its carrying amount.
−Removed: As a result of COVID-19, we performed an interim assessment for impairment of goodwill as of March 31, 2020, which updated our assumptions around the growth, timing and discount rate applied to future cash flows in connection with our business restart.
−Removed: Due to the uncertainty around COVID-19, our projected future cash flows may differ materially from actual results.
−Removed: Furthermore, we considered potential triggering events, including the fluctuation of our stock price, and determined there were none during the remaining fiscal year, as our assumptions relative to future cash flows had improved over the fiscal year, and our market capitalization had increased since March 31, 2020.
+Added: G oodwill is tested for impairment at least annually, as of January 31 st , and whenever events or changes in circumstances indicate its carrying amount may be less than its recoverable amount, to determine whether or not it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount.
+Added: Furthermore, we considered potential triggering events each quarter, including fluctuations of our stock price, and determined there were no such events during the current fiscal year.
Components within the same operating segment are aggregated and deemed a single reporting unit if the components have similar economic characteristics.
1 unchanged sentence
We assign goodwill to the reporting unit which consolidates the acquisition.
−Removed: When assessing goodwill for impairment, we perform a quantitative assessment to compare the fair value of each reporting unit to its carrying value, including goodwill.
−Removed: Fair value is measured based on the discounted cash flow method.
−Removed: Based on our assessments, the fair value of each reporting unit exceeded its carrying value, and accordingly, we have no t recorded any impairment charges related to goodwill in the current or prior fiscal years presented.
+Added: When assessing goodwill for impairment, we may perform a qualitative assessment which evaluates macro-economic conditions, current and projected cash flows, and other events or changes in circumstances to determine if a quantitative assessment is necessary.
+Added: For fiscal year 2021, we completed a qualitative assessment and determined that while COVID-19 had a macro-economic impact, there were no material impacts to the reporting units to require a quantitative assessment.
+Added: We have no t recorded any impairment charges related to goodwill in the current or prior fiscal years presented.
Indefinite-lived Intangible Assets
1 unchanged sentence
Upon acquisition of these identifiable intangible assets, we base our valuation on the information and assumptions available to us at the time of acquisition, using income and market approaches to determine fair value.
−Removed: These assets are evaluated for impairment annually, as of January 31 st , and whenever events or changes in circumstances indicate that the asset’s carrying amount may be less than its recoverable amount, to determine whether or not it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount.
−Removed: Like goodwill, as a result of COVID-19, we performed an interim assessment for these assets as of March 31, 2020, which updated our assumptions around the growth, timing, and discount rate applied to future cash flows in connection with our business restart.
+Added: These assets are evaluated for impairment annually, as of January 31 st , and whenever events or changes in circumstances indicate the asset’s carrying amount may be less than its recoverable amount, to determine whether or not it is more-likely-than-not that the fair value of an indefinite-lived intangible asset is less than its carrying amount.
When assessing intangible assets with indefinite lives for impairment, we compare the fair value of each asset against its carrying value.
1 unchanged sentence
Based on our assessments, no material impairment charges related to intangible assets were recorded in the current or prior fiscal years presented.
+Added: Self-Insurance Programs
+Added: We self-insure the risks related to workers’ compensation, general and auto liability, property and certain employee-related healthcare benefits.
+Added: We have obtained third-party excess insurance coverage to limit our exposure per occurrence and aggregate cash outlay.
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: Self-Insurance Programs
−Removed: We self-insure the risks related to workers’ compensation, general and auto liability, property and certain employee-related healthcare benefits.
−Removed: We have obtained third-party excess insurance coverage to limit our exposure per occurrence and aggregate cash outlay.
We record an estimated liability for the ultimate cost of claims incurred and unpaid as of the balance sheet date, which includes claims filed and estimated losses incurred but not yet reported.
We estimate the ultimate cost based on an analysis of our historical data and actuarial estimates.
−Removed: These estimates are reviewed on a regular basis to ensure that the recorded liability is adequate.
+Added: These estimates are reviewed on a regular basis to ensure the recorded liability is adequate.
The current and long-term portions of these liabilities are recorded at their present value and included in accrued liabilities and other liabilities in our consolidated balance sheets, respectively.
4 unchanged sentences
Additionally, we have assessed all revenue streams for principal versus agent considerations and have concluded we are the principal for all transactions.
−Removed: See Note 17 for additional information regarding the disaggregation of our sales revenue.
+Added: See Note 17 for additional information regarding the disaggregation of our revenue.
Merchandise Revenues
19 unchanged sentences
Amounts reimbursed are recognized in net sales in our consolidated statements of earnings.
+Added: In addition, we can earn other amounts from the Bank, including incentive payments for achieving performance targets and the activation of credit cards.
+Added: During the fiscal year ended September 30, 2020, we commenced operations and started to roll out our first SBS and BSG branded credit cards.
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: addition, we can earn other amoun ts from the Bank, including incentive payments for achieving performance targets and the activation of credit cards.
−Removed: During the fiscal year ended September 30, 2020, we commenced operations and started to roll out our first SBS and BSG branded credit cards .
Customer Loyalty Rewards
Our Sally Beauty Rewards Loyalty Program in the U.S.
−Removed: and Canada, enables customers to earn points based on their status for every dollar spent on merchandise purchased in our SBS stores and through our sallybeauty.com website, including on our new SBS mobile commerce-based app.
+Added: and Canada, enables customers to earn points based on their status for every dollar spent on merchandise purchased in our SBS stores and through our sallybeauty.com website, including on our SBS mobile commerce-based app.
When a specific tier has been reached, a customer will receive a certificate which can be used at any of our U.S.
−Removed: and Canadian SBS stores or through our sallybeauty.com website on their next purchase.
+Added: and Canadian SBS stores or through our sallybeauty.com website including on our SBS mobile commerce-based app, on their next purchase.
Based on the rewards loyalty program policies, points expire after twelve months of inactivity and certificates will expire after a specific time period from the date of issuance.
21 unchanged sentences
Share-based Compensation
−Removed: We measure the cost of services received from our employees and directors in exchange for an award of equity instruments based on the fair value of the award on the date of grant which are expensed ratably over the vesting period.
+Added: We measure the cost of services received from our employees and directors in exchange for an award of equity instruments based on the fair value of the award on the date of grant which are expensed ratably over the vesting period, except for awards issued to retirement eligible participants, which are expensed on an accelerated basis.
We recognize the impact of forfeitures as they occur.
4 unchanged sentences
A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets to the amount expected to be realized unless it is more-likely-than-not that such assets will be realized in full.
−Removed: The estimated tax benefit of an
+Added: The estimated tax benefit of an uncertain tax position is recorded in our consolidated financial statements only after determining a more-likely-than-not probability that the uncertain tax position will withstand challenge, if any, from applicable taxing authorities.
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: uncertain tax position is recorded in our consolidated financial statements only after determining a more-likely-than-not probability that the uncertain tax position will withstand challenge, if any, from applicable taxing authorities.
Foreign Currency
36 unchanged sentences
Early adoption is permitted, but all amendments must be adopted at once.
−Removed: The amendments in this update have different adoption methods including
+Added: The amendments in this update have different adoption methods including prospective basis, retrospective basis, and a modified retrospective basis dependent on the specific change.
+Added: We do not believe that adoption of this update will have a material impact on our results of operations or financial position.
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: prospective basis, retrospective basis, and a modified retrospective basis dependent on the specific change.
−Removed: We are currently evaluating the impact of this update.
Fair Value Measurements
30 unchanged sentences
Other long-term debt
+Added: The fair value of the senior notes was measured using unadjusted quoted market prices.
+Added: The fair value of other long-term debt was measured using quoted market prices for similar debt securities in active markets or widely accepted valuation techniques, such as discounted cash flow analyses, using observable inputs, such as market interest rates.
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: The fair value of the senior notes was measured using unadjusted quoted market prices.
−Removed: The fair value of other long-term debt was measured using quoted market prices for similar debt securities in active markets or widely accepted valuation techniques, such as discounted cash flow analyses, using observable inputs, such as market interest rates.
−Removed: Accumulated Stockholders’ Equity (D eficit)
+Added: Accumulated Stockholders’ Equity
Share Repurchases
−Removed: In August 2017, our Board of Directors approved a share repurchase program authorizing us to repurchase up to $ 1.0 billion of our common stock over an approximate four-year period expiring on September 30, 2021 (the “2017 Share Repurchase Program”).
+Added: In August 2017, our Board of Directors (the “Board”) approved a share repurchase program authorizing us to repurchase up to $ 1.0 billion of our common stock over an approximate four-year period expiring on September 30, 2021 .
+Added: In July 2021, the Board approved a term extension of the program through September 30, 2025.
Information related to our shares repurchased and subsequently retired were as follows (in thousands):
4 unchanged sentences
We reduced common stock and additional paid-in capital, in the aggregate, by these amounts.
−Removed: However, as required by GAAP, to the extent that share repurchase amounts exceeded the balance of additional paid-in capital prior to such repurchases, we recorded the excess in accumulated stockholders’ equity (deficit) on our consolidated balance sheets.
+Added: However, as required by GAAP, to the extent share repurchase amounts exceeded the balance of additional paid-in capital prior to such repurchases, we recorded the excess in accumulated stockholders’ equity on our consolidated balance sheets.
We funded these share repurchases with cash from operations and borrowings under the ABL facility, as appropriate.
3 unchanged sentences
Balance at September 30, 2019
−Removed: Other comprehensive loss before
+Added: Other comprehensive income (loss) before
reclassifications, net of tax
6 unchanged sentences
The tax impact for the changes in other comprehensive loss and the reclassifications to net earnings was not material.
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
Weighted Average Shares
6 unchanged sentences
At September 30, 2021, 2020 and 2019, options to purchase approximately 3.9 million, 4.7 million and 4.7 million shares, respectively, of our common stock were outstanding but not included in the computation of diluted earnings per share, because these options were anti-dilutive.
+Added: Sally Beauty Holdings, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: Fiscal Years ended September 30, 2021, 2020 and 2019
Share-Based Payments
Our Sally Beauty Holdings, Inc.
−Removed: 2019 Omnibus Incentive Plan and the 2010 Omnibus Incentive Plan as amended (the "Omnibus Plans") allows us to grant performance-based awards and service-based awards to its employees up to 8.0 million shares of our common stock, plus an additional number of shares based on the number of shares outstanding as of the beginning of the current plan that have subsequently been terminated, expired unexercised, cash-settled, cancelled, forfeited or lapsed for any reason.
−Removed: Currently, we have awarded grants to employees and non-employee directors under the terms of the Omnibus Plans.
+Added: 2019 Omnibus Incentive Plan (the "Omnibus Plan") allows us to grant awards to its employees up to 8.0 million shares of our common stock, plus an additional number of shares based on the number of shares outstanding as of the beginning of the current plan that have subsequently been terminated, expired unexercised, cash-settled, cancelled, forfeited or lapsed for any reason.
+Added: Currently, we have awarded grants to employees and non-employee directors under the terms of the Omnibus Plan.
The following table presents total compensation cost for all share-based compensation arrangements, and the related income tax benefits recognized in our consolidated statement of earnings (in thousands):
4 unchanged sentences
The Omnibus Plan award types are as follows:
−Removed: Performance awards:
−Removed: Performance awards vest on the satisfaction of the employee service condition and our level of achievement with respect to certain specified cumulative performance targets, including sales growth and return on invested capital, during the three-year performance period specified in each award.
−Removed: A grantee may earn from 0 % to 200 % of the original awarded amount.
−Removed: The fair value of our performance awards are based on our stock price on the date of grant and expensed ratably over the vesting period, generally three years .
+Added: Performance-based awards:
+Added: Our performance awards vest over three years upon the satisfaction of the employee service condition and our level of achievement with respect to a mix of certain specified performance targets.
+Added: For fiscal year 2021, we issued performance awards with a financial performance target based on the growth on adjusted consolidated operating income (“AOI”) for each of the next three years.
+Added: For the fiscal year 2020 and 2019 performance awards, the performance targets included growth of AOI and return on invested capital during the three-year performance period.
+Added: For each performance award, a grantee may earn from 0 % to 200 % of the original awarded amount.
+Added: Fair value of our performance awards related to the achievement of financial performance targets are based on our stock price on the date of grant.
During the fiscal years ended September 30, 2021, 2020 and 2019, the fair value of our performance awards was $ 15.33 , $ 16.65 and $ 17.22 , respectively.
+Added: Market-based awards:
+Added: In fiscal year 2021, we issued market-based awards that vest over three years and are dependent on the level of achievement of relative total shareholder return (“rTSR”) against a group of peer companies measured over a three-year period.
+Added: For each rTSR, a grantee may earn from 0 % to 200 % of the original awarded amount.
+Added: The fair value was determined by using the Monte Carlo simulation model due to the award being subject to a market condition.
+Added: Expense is determined upon issuance and is recognized regardless of whether the market performance target is achieved.
Stock options:
3 unchanged sentences
Restricted stock awards (“RSA”) and restricted stock units (“RSU”) are valued using the closing market price of our common stock on the date of grant.
−Removed: Expense is recognized ratably over the vesting period, generally three years for RSAs and one year for RSUs.
+Added: Expense is recognized ratably over the vesting period, generally three years for RSAs and RSUs issued to employees and one year for RSUs issued to our independent directors.
An RSA award is an award of our shares that have full voting rights and dividend rights, but are restricted with regard to sale or transfer.
These restrictions lapse over the vesting period.
−Removed: RSUs are awarded to our independent directors who may elect, upon receipt of such award, to defer until a later date delivery of the shares of our common stock that would otherwise be issued on the vesting date.
−Removed: RSUs granted prior to the fiscal year 2012, are generally retained by the Company as deferred stock units that are not distributed until six months after the independent director’s service as a director terminates.
+Added: RSUs awarded to our independent directors may elect, upon receipt of such award, to defer until a later date delivery of the shares of our common stock that would otherwise be issued on the vesting date.
+Added: RSUs granted to independent directors prior to the fiscal year 2012, are generally retained by the Company as deferred stock units that are not distributed until six months after the independent director’s service as a director terminates.
Sally Beauty Holdings, Inc.
8 unchanged sentences
Unvested at September 30, 2021
−Removed: As of September 30, 2020, as a result of the economic impacts of COVID-19, it was not probable that any of the performance targets for the unvested awards would be met.
−Removed: As such, we reversed out approximately $ 1.7 million of expense previously recorded in prior fiscal years related to these unvested awards.
+Added: As of September 30, 2021, approximately $ 1.2 million of total unrecognized compensation costs related to unvested performance awards are expected to be recognized over the weighted average period of 1.5 years.
+Added: Market-Based Awards
+Added: The following table presents a summary of the activity for our market awards:
+Added: Market Awards
+Added: (in Thousands)
+Added: Unvested at September 30, 2020
+Added: Unvested at September 30, 2021
+Added: As of September 30, 2021, approximately $ 1.4 million of total unrecognized compensation costs related to unvested market awards are expected to be recognized over the weighted average period of 2.1 years.
+Added: The weighted average assumptions used in the Monte Carlo model relating to the valuation of our rTSR issued in fiscal year 2021 were as follows:
+Added: Expected term (in years)
+Added: Expected volatility
+Added: Risk-free interest rate
+Added: Dividend yield
Service-Based Awards
7 unchanged sentences
Exercisable at September 30, 2021
+Added: Sally Beauty Holdings, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: Fiscal Years ended September 30, 2021, 2020 and 2019
The weighted average assumptions used in the Black-Scholes model relating to the valuation of our stock options are as follows:
1 unchanged sentence
Expected life (in years)
−Removed: Expected volatility for the Company’s common
+Added: Expected volatility
Risk-free interest rate
Dividend yield
−Removed: The expected life of options awarded represents the period of time that such options are expected to be outstanding and is based on our historical experience.
+Added: The expected life of options awarded represents the period of time such options are expected to be outstanding and is based on our historical experience.
The risk-free interest rate is based on the zero-coupon U.S.
2 unchanged sentences
The weighted average fair value per share at the date of grant of the stock options awarded during the fiscal years 2021, 2020 and 2019 was $ 3.85 , $ 5.66 and $ 5.86 , respectively.
−Removed: The aggregate fair value of stock options that vested during the fiscal years 2020, 2019 and 2018 was $ 2.7 million, $ 5.1 million and $ 7.7 million, respectively.
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
+Added: The aggregate fair value of stock options vested during the fiscal years 2021, 2020 and 2019 was $ 3.4 million, $ 2.7 million and $ 5.1 million, respectively.
The aggregate intrinsic value of options exercised during the fiscal years 2021, 2020 and 2019 was $ 0.7 million, $ 0.5 million and $ 0.9 million, respectively.
12 unchanged sentences
Unvested at September 30, 2021
−Removed: At September 30, 2020, approximately $ 0.2 of total unrecognized compensation costs related to unvested RSUs are expected to be recognized over the weighted average period of 0.1 years.
+Added: At September 30, 2021, approximately $ 2.6 million of total unrecognized compensation costs related to unvested RSUs are expected to be recognized over the weighted average period of 2.0 years.
Sally Beauty Holdings, Inc.
3 unchanged sentences
Our operating and finance leases consisted of the following (in thousands):
−Removed: Balance Sheet Classification
September 30,
+Added: Balance Sheet Classification
Operating lease
13 unchanged sentences
Our lease costs, net of immaterial sublease income, consisted of the following (in thousands):
−Removed: Statement of Earnings (Loss) Classification
−Removed: Fiscal Year Ended
−Removed: September 30, 2020
+Added: For the Year Ended September 30,
+Added: Statement of Earnings Classification
Operating lease costs (a)
14 unchanged sentences
We have elected to apply this policy election and have included rent abatements related to COVID-19 into variable lease costs.
−Removed: For the year ended September 30, 2020, we have recognized a benefit of $ 11.7 million for rent abatements.
+Added: For the year ended September 30, 2021 and 2020, we recognized benefits of $ 3.1 million and $ 11.7 million for rent abatements related to COVID-19, respectively.
+Added: Sally Beauty Holdings, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: Fiscal Years ended September 30, 2021, 2020 and 2019
As of September 30, 2021, the approximate future lease payments under our leases under ASC 842, Leases , are as follows (in thousands):
4 unchanged sentences
Present value of lease liabilities
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
The table above does not include operating leases we have entered into of approximately $ 27.8 million that have not commenced, primarily related to future retail stores.
−Removed: As of September 30, 2019, our future minimum lease payments under non-cancelable operating leases as reported under the previous accounting standard, ASC 840, Leases , were as follows (in thousands):
Other lease information is as follows (dollars in thousands):
−Removed: Fiscal Year Ended
−Removed: September 30, 2020
+Added: For the Year Ended September 30,
Cash paid for amounts included in the measurement of lease liabilities:
19 unchanged sentences
Balance at September 30, 2021
−Removed: The following table reflects our other intangible assets, excluding goodwill, on our consolidated balance sheets.
−Removed: Once an intangible becomes fully amortized, the original cost and accumulated amortization is removed in the
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: subsequent period.
−Removed: In the table b elow, prior year amounts for definite-lived intangible assets have been conformed to the current year’s presentation.
+Added: The following table reflects our other intangible assets, excluding goodwill, on our consolidated balance sheets.
+Added: Once an intangible becomes fully amortized, the original cost and accumulated amortization is removed in the subsequent period.
+Added: In the table below, prior year amounts for definite-lived intangible assets have been conformed to the current year’s presentation.
As of September 30, 2021 and 2020, we had the following (in thousands):
27 unchanged sentences
Total accrued liabilities
−Removed: Commitments and Contingencies
−Removed: Letters of Credit
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
+Added: Commitments and Contingencies
+Added: Letters of Credit
We had $ 18.3 million and $ 18.6 million of outstanding letters of credit as of September 30, 2021 and 2020, respectively.
3 unchanged sentences
We do not believe that the ultimate resolution of these matters will have a material adverse impact on our consolidated financial position, results of operations or cash flows.
−Removed: Data Security Incidents
−Removed: As previously disclosed, we experienced data security incidents in prior years that involved the unauthorized installation of malicious software (“malware”) on our information technology systems, including our point-of-sale systems that may have placed at risk certain payment card data for some transactions.
−Removed: We received an assessment from another payment card network during fiscal year 2018 in connection with the data security incidents and recognized $ 7.9 million of expenses.
−Removed: The assessment was based on the network’s claims against our acquiring banks for costs that it asserts its issuing banks incurred in connection with the data security incidents, including incremental counterfeit fraud losses and non-ordinary course operating expenses, such as card reissuance costs.
−Removed: As of September 30, 2019, we had paid the full amount of the assessment, and, we believe that, we have no remaining liability related to the data security incidents as of September 30, 2020 or 2019.
Liabilities for loss contingencies, arising from claims, assessments, litigation, fines, penalties, the data security incidents and other sources, are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated.
We have no significant liabilities for loss contingencies at September 30, 2021 and 2020.
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
Short-term Debt
−Removed: In July 2017, we entered into an amended and restated $ 500 million, five-year asset-based senior secured loan facility (the "ABL facility") with a syndicate of banks, which matures on July 6, 2022 .
+Added: In May 2021, we entered into a third amendment to our five-year asset-based senior secured loan facility (the "ABL facility") with a syndicate of banks, which reduced the revolving commitment thereunder from $ 600.0 million to $ 500.0 million and extended the maturity to May 11, 2026 .
+Added: In connection with the amendment, we incurred $ 1.3 million in debt issuance costs that will be amortized over the life of the ABL facility.
The interest rate on the ABL facility is variable and determined at our option as (i) prime plus 0.25 % or 0.50 % or (ii) London Interbank Offered Rate plus 1.25 % or 1.50 %.
In addition, the terms of the ABL facility contain a commitment fee of 0.20 % on the unused portion of the facility.
−Removed: Borrowings under the ABL facility are secured by the accounts, inventory and credit card receivables (and related general intangibles and other property) of our domestic subsidiaries.
−Removed: On April 15, 2020, we entered into an amendment to our ABL facility to, among other things, increased the revolving commitment thereunder from $ 500.0 million to $ 600.0 million, established a FILO (first-in, last-out) tranche of indebtedness in the amount of $ 20.0 million, increased pricing on the revolving loans and modified certain covenant and reporting terms.
−Removed: The ABL facility continues to be secured by a first-priority lien in and upon the accounts and inventory (and the proceeds thereof) of the Company and its guarantor subsidiaries.
−Removed: The ABL facility is also secured by a second-priority lien in and upon the remaining assets of the Company and its guarantor subsidiaries.
−Removed: At September 30, 2020 and 2019, we did no t have any outstanding borrowing under the ABL facility.
−Removed: At September 30, 2020, we had $ 435.0 million available for borrowing under the ABL facility.
+Added: Borrowings under the ABL facility are secured by a first-priority lien in and upon the accounts and inventory (and the proceeds thereof) of the Company and its guarantor subsidiaries.
+Added: Furthermore, the ABL facility is also secured by a second-priority lien in and upon the remaining assets of the Company and its guarantor subsidiaries.
+Added: At September 30, 2021 and 2020, there were no outstanding borrowings under our ABL facility.
+Added: At September 30, 2021, we had $ 468.5 million available for borrowing, thereunder, including our Canadian sub-facility, subject to borrowing base limitations, as reduced by outstanding letters of credit .
Long-term Debt
13 unchanged sentences
Total long-term debt
+Added: Sally Beauty Holdings, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: Fiscal Years ended September 30, 2021, 2020 and 2019
Maturities of our debt, excluding capital leases, are as follows at September 30, 2021 (in thousands):
3 unchanged sentences
Interest is payable monthly on the variable-rate tranche and quarterly on the fixed-rate tranche.
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: During the fiscal year ended September 30, 2020, we paid down $ 86.8 million aggregate principal amount of our term loan B fixed tranche at a weighted-average price of 99.4 %, excluding accrued interest.
−Removed: In connection with our term loan B fixed tranche repayments, we recognized a net $ 0.2 million gain on the extinguishment of debt.
−Removed: This gain was a result of the discount paid under the face value of approximately $ 0.6 million, partially offset from the loss of approximately $ 0.4 million from the write-off of unamortized deferred financing costs.
+Added: In January 2021, we paid the remaining $ 213.2 million aggregate principal amount of our term loan B fixed tranche at par, excluding accrued interest.
+Added: In connection with the repayment, we recognized a $ 1.4 million loss on the extinguishment of debt from the write-off of unamortized deferred financing costs.
+Added: Additionally in June 2021, we elected to repay $ 8.3 million aggregate principal amount of our term loan B variable tranche.
+Added: Furthermore in September 2021, we elected to repay an additional $ 1.4 million aggregate principal amount.
+Added: These optional prepayments did not have any early prepayment penalties.
+Added: In connection with the prepayments, we recognized a loss on extinguishment of debt of $ 0.1 million from the write-off of unamortized deferred financing costs.
The senior notes due 2023 and the senior notes due December 2025, which we refer to collectively as “the senior notes due 2023 and 2025,” are unsecured obligations that are jointly and severally guaranteed by Sally Beauty Holdings, Inc.
1 unchanged sentence
Interest on the senior notes due 2023 and 2025 is payable semi-annually, during our first and third fiscal quarters.
−Removed: Please see Note 17 for certain condensed financial statement data pertaining to Sally Beauty Holdings, Inc., the Issuers, the guarantor subsidiaries and the non-guarantor subsidiaries.
−Removed: During the fiscal year ended September 30, 2020, we repurchased $ 7.9 million of our senior notes due December 2025 at a weighted-average price of 98.7 %, excluding accrued interest.
−Removed: As a result, we recognized a $ 0.1 million gain on the extinguishment of debt.
+Added: On April 1, 2021, we called the entire outstanding balance of $ 197.4 million of our 5.50 % senior notes due 2023 at par plus a premium.
+Added: In connection with the repayment, we recognized losses on extinguishment of debt in the aggregate amount of $ 2.8 million, which included a $ 1.8 million call premium and the write-off of $ 1.0 million in unamortized deferred financing costs.
On April 24, 2020, we closed on $ 300.0 million of our Senior Secured Notes and received $ 295.5 million in net proceeds from the Senior Secured Notes offering.
3 unchanged sentences
As of September 30, 2021, we are in compliance with all debt covenants and all the net assets of our consolidated subsidiaries were unrestricted from transfer.
+Added: Sally Beauty Holdings, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: Fiscal Years ended September 30, 2021, 2020 and 2019
Derivative Instruments
6 unchanged sentences
We record, net of income tax, the changes in fair value related to the foreign currency forwards into AOCL and recognize realized gain or loss into cost of goods sold based on inventory turns.
−Removed: As of September 30, 2020, we expect to reclassify approximately $ 0.6 million into cost of goods sold over the next 12 months.
+Added: As of September 30, 2021, we expect to reclassify approximately $ 0.5 million in net losses into cost of goods sold over the next 12 months.
During the fiscal year ended September 30, 2021, we reclassified $ 0.3 million of net losses into cost of goods sold.
4 unchanged sentences
During the fiscal year ended September 30, 2021, we reclassified $ 1.2 million into interest expense.
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Non-Designated Cash Flow Hedges
−Removed: During the fiscal year ended September 30, 2018, we used foreign currency forwards to mitigate the exposure to exchange rate changes on inventory purchases in USD by our foreign subsidiaries.
−Removed: We did not have any material non-designated foreign currency forwards during fiscal years 2020 or 2019.
−Removed: During the fiscal year ended September 30, 2018, we recognized a gain of $ 1.6 million into selling, general and administrative expenses.
401(k) and Profit Sharing Plan
7 unchanged sentences
During the fiscal years ended September 30, 2021, 2020 and 2019, we did no t make a profit sharing contribution to the 401(k) Plans.
+Added: Sally Beauty Holdings, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: Fiscal Years ended September 30, 2021, 2020 and 2019
Tax Law Changes
−Removed: In response to the global pandemic related to COVID-19, President Donald Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) on March 27, 2020.
+Added: In response to the global pandemic related to COVID-19, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was enacted on March 27, 2020.
The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property, temporary suspension of certain payment requirements for the employer portion of social security taxes, and the creation of certain refundable employee retention credits.
−Removed: There was not a material impact on our income tax expense for the twelve months ended September 30, 2020, related to the CARES Act.
+Added: There was not a material impact on our income tax expense for the fiscal years ended September 30, 2021 and 2020, related to the CARES Act.
We will continue to monitor legislative developments related to COVID-19 and will record the associated income tax impacts in the periods that guidance is finalized or when we are able to reasonably estimate an impact.
15 unchanged sentences
The benefit is a result of favorable final Regulations being issued by the Department of Treasury in July 2020, which can be applied retroactively.
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
The provision for income taxes for the fiscal years 2021, 2020 and 2019 consists of the following (in thousands):
3 unchanged sentences
Total provision for income taxes
+Added: Sally Beauty Holdings, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: Fiscal Years ended September 30, 2021, 2020 and 2019
The difference between the U.S.
6 unchanged sentences
Tax law change - GILTI
−Removed: Deferred tax revaluation, including adoption
−Removed: of income tax method changes
Deemed repatriation tax
16 unchanged sentences
Net deferred tax liability
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
We believe that it is more-likely-than-not that the results of future operations will generate sufficient taxable income to realize the deferred tax assets, net of the valuation allowance.
−Removed: We have recorded a valuation allowance to account for uncertainties regarding recoverability of certain deferred tax assets, primarily fo reign loss carry-forwards.
+Added: We have recorded a valuation allowance to account for uncertainties regarding recoverability of certain deferred tax assets, primarily foreign loss carry-forwards.
Domestic earnings before provision for income taxes were $ 288.0 million, $ 168.0 million and $ 328.3 million in the fiscal years 2021, 2020 and 2019, respectively.
−Removed: Foreign operations had a loss before provision for income taxes of $ 8.0 million in the fiscal year 2020 and earnings before provision for income taxes of $ 33.9 million and $ 28.0 million in the fiscal years 2019 and 2018, respectively.
+Added: Foreign earnings before provision for income taxes of $ 36.9 million in the fiscal year 2021, a loss before provision for income taxes of $ 8.0 million in the fiscal year 2020 and earnings before provision for income taxes of $ 33.9 million in the fiscal year 2019.
Tax reserves are evaluated and adjusted as appropriate, while taking into account the progress of audits by various taxing jurisdictions and other changes in relevant facts and circumstances evident at each balance sheet date.
We do not expect the outcome of current or future tax audits to have a material adverse effect on our consolidated financial condition, results of operations or cash flow.
−Removed: As of September 30, 2020, no deferred taxes have been provided on the accumulated undistributed earnings of our foreign operations beyond the amounts recorded for deemed repatriation of such earnings, as required by U.S.
−Removed: An actual repatriation of earnings from our foreign operations could still be subject to additional foreign withholding taxes and U.S.
−Removed: Based upon evaluation of our foreign operations, undistributed earnings are intended to remain permanently reinvested to finance anticipated future growth and expansion, and accordingly, deferred taxes have not been provided.
+Added: As of September 30, 2021, applicable deferred tax liabilities have been provided for undistributed foreign earnings in excess of foreign working capital and cash requirements.
+Added: As a result of U.S.
+Added: Tax Reform, the repatriation of cash to the U.S.
+Added: is generally no longer taxable for federal income tax purposes, but could be subject to foreign withholding taxes and state income taxes.
If undistributed earnings of our foreign operations were not considered permanently reinvested as of September 30, 2021, an immaterial amount of additional deferred taxes would have been provided.
+Added: Sally Beauty Holdings, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: Fiscal Years ended September 30, 2021, 2020 and 2019
At September 30, 2021 and 2020 , we had total operating loss carry-forwards of $ 125.7 million and $ 128.2 million, respectively, of which $ 109.4 million and $ 111.7 million, respectively, are subject to a valuation allowance.
6 unchanged sentences
foreign tax credit is more-likely-than-not, so a valuation allowance has been recorded against its full value.
−Removed: Of the remaining tax credit carry-forwards, at September 30, 2020, $ 1.2 million expire between 2024 and 2028, and $ 1.4 million have no expiration date.
−Removed: Total tax credit carry-forwards of $ 12.6 million and $ 10.1 million are subject to a valuation allowance at September 30, 2020 and 2019, respectively.
+Added: Of the remaining tax credit carry-forwards, at September 30, 2021 , $ 1.2 million expire between 2024 and 2028, $ 0.3 million expire between 2032 and 2036 and $ 1.4 million have no expiration date.
+Added: Total tax credit carry-forwards of $ 12.6 million are subject to a valuation allowance at September 30, 2021 and 2020 .
The changes in the amount of unrecognized tax benefits are as follows (in thousands):
8 unchanged sentences
We recognize interest and penalties, accrued in connection with unrecognized tax benefits, in provision for income taxes.
−Removed: Accrued interest and penalties, in the aggregate, were $ 0.2 million at September 30, 2020 and 2019.
+Added: Accrued interest and penalties, in the aggregate, were $ 0.3 million and $ 0.2 million at September 30, 2021 and 2020, respectively.
Because existing tax positions will continue to generate increased liabilities for unrecognized tax benefits over the next 12 months, and the fact that from time to time our tax returns are routinely under audit by various taxing authorities, it is reasonably possible that the amount of unrecognized tax benefits will change during the next 12 months.
1 unchanged sentence
However, we do not expect the change, if any, to have a material effect on our consolidated financial condition or results of operations within the next 12 months.
+Added: Our consolidated federal income tax return for the fiscal year ended September 30, 2019, is currently under IRS examination.
+Added: Our consolidated federal income tax return for the fiscal year ended September 30, 2018 is currently under IRS Appeals for the aforementioned issue related to the transition tax on unrepatriated earnings.
+Added: Our statute remains open for the fiscal year ended September 30, 2018, forward.
+Added: state income tax returns are impacted by various statutes of limitations and are generally open for the fiscal year ended September 30, 2018 and future years.
+Added: Our foreign income tax returns are impacted by various statutes of limitations, which are generally open from 2016 forward.
Sally Beauty Holdings, Inc.
2 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: Our con solidated federal income tax return for the fiscal years ended September 30, 2019 and 2018, are currently under IRS examination.
−Removed: Our statute remains open for the fiscal year ended September 30, 2017, forward.
−Removed: state income tax returns are impacted by various statutes of limitations and are generally open for the fiscal year ended September 30, 2017 and future years.
−Removed: Our foreign income tax returns are impacted by various statutes of limitations, which are generally open from 2015 forward.
On September 28, 2020 , we acquired La Maison Ami-Co (1981) Inc.
2 unchanged sentences
We accounted for this acquisition using the acquisition method of accounting for business combinations and funded by cash on hand.
−Removed: Upon acquisition, we preliminary recorded goodwill of $ 5.3 million, which is not expected to be deductible for tax purposes, in connection with this acquisition.
+Added: Upon acquisition, we preliminarily recorded goodwill of $ 5.3 million, which is not expected to be deductible for tax purposes, in connection with this acquisition.
The results of operations of Ami-Co subsequent to the acquisition date and the goodwill recorded in connection with the acquisition was included within our BSG segment.
The acquisition of Ami-Co was not material to our results of operations.
−Removed: In addition, we completed several other individually immaterial acquisitions during the fiscal year 2020 in the aggregate cost of approximately $ 5.7 million and recorded intangible assets subject to amortization of $ 3.9 million.
−Removed: In the fiscal year ended September 30, 2018, we acquired certain assets and business operations of H.
−Removed: Chalut, Ltee.
−Removed: (“Chalut”), a distributor of beauty products with 21 stores operating in the province of Quebec, Canada, for approximately $ 8.8 million.
−Removed: This acquisition was accounted for using the acquisition method of accounting for business combinations and funded by cash from operations and borrowing under the ABL facility.
−Removed: The results of operations of Chalut are included in our BSG segment subsequent to the acquisition date.
−Removed: We recorded intangible assets subject to amortization of $ 4.7 million and goodwill of $ 0.7 million, which is expected to be deductible for tax purposes, in connection with this acquisition.
−Removed: The goodwill in connection with the acquisition was assigned to our BSG segment.
−Removed: The acquisition of Chalut was not material to the results of operations.
−Removed: For the fiscal year ended September 30, 2019, we did no t acquire any substantial businesses.
+Added: During fiscal year 2021, we recorded post-acquisition adjustments from our purchase of Ami-Co that reduced goodwill and established $ 2.5 million in intangible assets subject to amortization.
+Added: Additionally, we released $ 1.6 million in holdbacks in connection with the Ami-Co acquisition during the fiscal year.
+Added: In addition, we completed several other individually immaterial acquisitions during the fiscal years 2021 and 2020 in the aggregate cost of approximately $ 0.7 million and $ 5.7 million, respectively.
+Added: As a result of these acquisitions, we recorded intangible assets subject to amortization in fiscal years 2021 and 2020 of approximately $ 0.6 million and $ 3.9 million, respectively.
Segments and Disaggregated Revenue
60 unchanged sentences
Fiscal Years ended September 30, 2021, 2020 and 2019
−Removed: Sep arate Financial Information of Guarantor Subsidiaries
−Removed: Certain 100 % wholly owned domestic subsidiaries (“guarantor subsidiaries”), as defined in our credit agreements, of Sally Beauty serve as guarantors to the ABL facility, term loan B, senior notes due 2023 and 2025 and Senior Secured Note.
−Removed: The guarantees related to these debt instruments are full and unconditional, joint and several and have certain restrictions on the ability to pay restricted payments to Sally Beauty Holdings, Inc.
−Removed: Certain other subsidiaries, including our foreign subsidiaries, do not serve as guarantors (“non-guarantor subsidiaries”).
−Removed: The following condensed consolidating financial information represents financial information for (i) parent, (ii) Sally Holdings and Sally Capital Inc., (iii) the guarantor subsidiaries;
−Removed: (iv) the non-guarantor subsidiaries, (v) elimination entries necessary for consolidation purposes, and (vi) Sally Beauty on a consolidated basis.
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Condensed Consolidating Balance Sheet
−Removed: September 30, 2020
−Removed: (In thousands)
−Removed: Consolidating
−Removed: Cash and cash equivalents
−Removed: Trade and other accounts
−Removed: receivable, net
−Removed: Due from affiliates
−Removed: Other current assets
−Removed: Property and equipment, net
−Removed: Operating lease assets
−Removed: Investment in subsidiaries
−Removed: Goodwill and other intangible
−Removed: Liabilities and Stockholders’ Equity
−Removed: Accounts payable
−Removed: Due to affiliates
−Removed: Accrued liabilities
−Removed: Income taxes payable
−Removed: Long-term debt
−Removed: Operating lease liabilities
−Removed: Other liabilities
−Removed: Deferred income tax liabilities, net
−Removed: Total liabilities
−Removed: Total stockholders’ equity (deficit)
−Removed: Total liabilities and stockholders’
−Removed: equity (deficit)
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Condensed Consolidating Balance Sheet
−Removed: September 30, 2019
−Removed: (In thousands)
−Removed: Consolidating
−Removed: Cash and cash equivalents
−Removed: Trade and other accounts
−Removed: receivable, net
−Removed: Due from affiliates
−Removed: Other current assets
−Removed: Property and equipment, net
−Removed: Investment in subsidiaries
−Removed: Goodwill and other intangible
−Removed: Liabilities and Stockholders’ Equity
−Removed: Accounts payable
−Removed: Due to affiliates
−Removed: Accrued liabilities
−Removed: Income taxes payable
−Removed: Long-term debt
−Removed: Other liabilities
−Removed: Deferred income tax liabilities, net
−Removed: Total liabilities
−Removed: Total stockholders’ equity (deficit)
−Removed: Total liabilities and stockholders’
−Removed: equity (deficit)
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Condensed Consolidating Statement of Earnings and Comprehensive Income
−Removed: Fiscal Year Ended September 30, 2020
−Removed: (In thousands)
−Removed: Consolidating
−Removed: Related party sales
−Removed: Cost of goods sold
−Removed: Selling, general and administrative
Restructuring
−Removed: Operating earnings (loss)
−Removed: Interest expense (income)
−Removed: Earnings (loss) before provision for
−Removed: Provision (benefit) for income taxes
−Removed: Equity (loss) in earnings of subsidiaries,
−Removed: Net earnings (loss)
−Removed: Other comprehensive income, net of tax
−Removed: Total comprehensive income
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Condensed Consolidating Stat ement of Earnings and Comprehensive Income
−Removed: Fiscal Year Ended September 30, 2019
−Removed: (In thousands)
−Removed: Consolidating
−Removed: Related party sales
−Removed: Cost of goods sold
−Removed: Selling, general and administrative
−Removed: Restructuring
−Removed: Operating earnings (loss)
−Removed: Interest expense (income)
−Removed: Earnings (loss) before provision for
−Removed: Provision (benefit) for income taxes
−Removed: Equity in earnings of subsidiaries,
−Removed: Other comprehensive loss,
−Removed: Total comprehensive income
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Condensed Consolidating Stat ement of Earnings and Comprehensive Income
−Removed: Fiscal Year Ended September 30, 2018
−Removed: (In thousands)
−Removed: Consolidating
−Removed: Related party sales
−Removed: Cost of goods sold
−Removed: Selling, general and administrative
−Removed: Restructuring
−Removed: Operating earnings (loss)
−Removed: Interest expense
−Removed: Earnings (loss) before provision for
−Removed: Provision (benefit) for income taxes
−Removed: Equity in earnings of subsidiaries,
−Removed: Other comprehensive income (loss),
−Removed: Total comprehensive income
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Condensed Consolidating Statement of Cash Flows
−Removed: Fiscal Year Ended September 30, 2020
−Removed: (In thousands)
−Removed: Consolidating
−Removed: Net cash provided (used) by operating
−Removed: Cash Flows from Investing Activities:
−Removed: Payments for property and
−Removed: equipment, net
−Removed: Acquisitions, net of cash acquired
−Removed: Due from affiliates
−Removed: Net cash used by investing activities
−Removed: Cash Flows from Financing Activities:
−Removed: Proceeds from issuance of
−Removed: long-term debt
−Removed: Repayments of long-term debt
−Removed: Debt issuance cost
−Removed: Payments for common
−Removed: stock repurchased
−Removed: Proceeds from exercises of
−Removed: stock options
−Removed: Due to affiliates
−Removed: Net cash provided by financing
−Removed: Effect of foreign exchange rate changes
−Removed: on cash and cash equivalents
−Removed: Net increase in cash and
−Removed: cash equivalents
−Removed: Cash and cash equivalents, beginning
−Removed: Cash and cash equivalents, end of period
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Condensed Consolidating Statement of Cash Flows
−Removed: Fiscal Year Ended September 30, 2019
−Removed: (In thousands)
−Removed: Consolidating
−Removed: Net cash provided (used) by operating
−Removed: Cash Flows from Investing Activities:
−Removed: Payments for property and
−Removed: equipment, net
−Removed: Acquisitions, net of cash acquired
−Removed: Due from affiliates
−Removed: Net cash used by investing activities
−Removed: Cash Flows from Financing Activities:
−Removed: Proceeds from issuance of
−Removed: long-term debt
−Removed: Repayments of long-term debt
−Removed: Payments for common
−Removed: stock repurchased
−Removed: Proceeds from exercises of
−Removed: stock options
−Removed: Due to affiliates
−Removed: Net cash provided (used) by financing
−Removed: Effect of foreign exchange rate changes
−Removed: on cash and cash equivalents
−Removed: Net increase (decrease) in cash and
−Removed: cash equivalents
−Removed: Cash and cash equivalents, beginning
−Removed: Cash and cash equivalents, end of period
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Condensed Consolidating Statement of Cash Flows
−Removed: Fiscal Year Ended September 30, 2018
−Removed: (In thousands)
−Removed: Consolidating
−Removed: Net cash provided (used) by operating
−Removed: Cash Flows from Investing Activities:
−Removed: Payments for property and
−Removed: equipment, net
−Removed: Acquisitions, net of cash acquired
−Removed: Due from affiliates
−Removed: Net cash used by investing activities
−Removed: Cash Flows from Financing Activities:
−Removed: Proceeds from issuance of
−Removed: long-term debt
−Removed: Repayments of long-term debt
−Removed: Debt issuance cost
−Removed: Payments for common
−Removed: stock repurchased
−Removed: Proceeds from exercises of
−Removed: stock options
−Removed: Due to affiliates
−Removed: Net cash provided (used) by financing
−Removed: Effect of foreign exchange rate changes
−Removed: on cash and cash equivalents
−Removed: Net increase in cash and
−Removed: cash equivalents
−Removed: Cash and cash equivalents, beginning
−Removed: Cash and cash equivalents, end of period
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Restructuring
Restructuring expense and gains for the fiscal years ended September 30, 2021, 2020 and 2019, are as follows (in thousands):
12 unchanged sentences
Facility closures
−Removed: Expenses incurred during the fiscal year ended September 30, 2020, represent costs incurred by SBS of $ 1.4 million and corporate of $ 0.1 million.
+Added: Expenses incurred during the fiscal year ended September 30, 2021, represent costs incurred by SBS of $ 0.7 million, corporate of $ 0.5 million and BSG of $ 0.2 million.
Transformation Plan
9 unchanged sentences
Workforce reductions
−Removed: Expenses incurred during the fiscal year ended September 30, 2020, represent costs incurred by SBS of $ 6.5 million, corporate of $ 4.1 million and BSG of $ 1.9 million.
−Removed: Additionally, other expenses in the table above includes a non-cash asset impairment of $ 2.3 million related to the re-measurement of certain long-lived assets and operating lease assets.
−Removed: These assets had a carrying value of $ 8.0 million and were adjusted down to their estimated fair values.
−Removed: The fair value measurements for these purposes were based on unobservable inputs (Level 3).
−Removed: Sally Beauty Holdings, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Fiscal Years ended September 30, 2020, 2019 and 2018
−Removed: Quarterly Financial Data (Unaudited)
−Removed: Certain unaudited quarterly consolidated statement of earnings information for the fiscal years ended September 30, 2020 and 2019 is summarized below (in thousands, except per share data):
−Removed: Net earnings (loss)
−Removed: Earnings (loss) per share (a)
−Removed: Earnings per share (a)
−Removed: The sum of the quarterly earnings per share may not equal the full year amount due to rounding of the calculated amounts.
+Added: Facility closures
+Added: Expenses incurred during the fiscal year ended September 30, 2020, represent costs incurred by SBS of $ 3.2 million.
+Added: In addition, SBS recognized $ 1.4 million in cost related to inventory write-downs in connection with the plan within cost of products sold.
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.