hibb-20220730

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 30, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________________________ to __________________________

COMMISSION FILE NUMBER: 000-20969

HIBBETT, INC.

(Exact name of registrant as specified in its charter)


Delaware						20-8159608
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

2700 Milan Court, Birmingham, Alabama 35211

(Address of principal executive offices, including zip code)

205-942-4292

(Registrant’s telephone number, including area code)

NONE

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 Par Value Per Share	HIBB	Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes

☒

☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes

☒

☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes

☐

☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Shares of common stock, par value $0.01 per share, outstanding as of November 30, 2022, were 12,727,625 shares.

Explanatory Note

The sole purpose of this Amendment No. 1 to our Quarterly Report on Form 10-Q for the period ended July 30, 2022, as filed with the Securities and Exchange Commission (the “SEC”) on September 6, 2022 (the “Original Report”), is to include the conformed signature of our principal financial and accounting officer on the signature page, which was unintentionally omitted from the Original Report.

This Amendment No. 1 does not modify or update in any way disclosures made in the Original Report. As required by applicable SEC regulations, Exhibits 31.1, 31.2, 32.1 and 32.2 are being re-filed with this amendment.

HIBBETT, INC.

INDEX


		Page
PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements.

	Unaudited Condensed Consolidated Balance Sheets	2

	Unaudited Condensed Consolidated Statements of Operations	3

	Unaudited Condensed Consolidated Statements of Cash Flows	4

	Unaudited Condensed Consolidated Statements of Stockholders’ Investment	5

	Notes to Unaudited Condensed Consolidated Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	13

Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	21

Item 4.	Controls and Procedures.	21

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings.	21

Item 1A.	Risk Factors.	21

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	22

Item 6.	Exhibits.	23

	Signature	24

Index

PART I. FINANCIAL INFORMATION

ITEM 1. Financial Statements.

HIBBETT, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Balance Sheets

(in thousands, except share and per share information)


ASSETS	July 30, 2022		January 29, 2022		July 31, 2021
Current assets:
Cash and cash equivalents	$	28,438	$	17,054	$	176,841
Receivables, net	16,495		13,607		14,230
Inventories, net	366,218		221,219		216,789
Other current assets	25,864		25,134		11,062
Total current assets	437,015		277,014		418,922

Property and equipment, net	159,608		145,967		115,133
Operating right-of-use assets	260,932		243,751		222,654
Finance right-of-use assets, net	2,086		2,186		2,881

Tradename intangible asset	23,500		23,500		23,500
Deferred income taxes, net	2,441		7,187		13,509
Other assets, net	3,113		3,612		3,475
Total assets	$	888,695	$	703,217	$	800,074

LIABILITIES AND STOCKHOLDERS' INVESTMENT
Current liabilities:
Accounts payable	$	140,951	$	85,647	$	102,361
Operating lease obligations	73,454		68,521		59,709
Credit facility	88,548		—		—
Finance lease obligations	1,015		975		997
Accrued payroll expenses	11,755		26,320		23,063
Other accrued expenses	16,631		13,401		16,989
Total current liabilities	332,354		194,864		203,119
Operating lease obligations	228,848		212,349		191,459
Finance lease obligations	1,258		1,427		2,144
Unrecognized tax benefits	387		546		674
Other liabilities	3,305		2,516		2,499
Total liabilities	566,152		411,702		399,895

Stockholders' investment:

Common stock, 39,829,704, 39,611,163 and 39,578,018 shares issued, respectively	398		396		396
Paid-in capital	207,678		202,729		199,713
Retained earnings	1,079,872		1,022,317		986,568
Treasury stock, at cost; 27,000,336, 26,317,947 and 24,472,892 shares repurchased, respectively	(965,405)		(933,927)		(786,498)
Total stockholders' investment	322,543		291,515		400,179
Total liabilities and stockholders' investment	$	888,695	$	703,217	$	800,074

See notes to unaudited condensed consolidated financial statements.

Index

HIBBETT, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Operations

(in thousands, except per share information)


	13-Weeks Ended								26-Weeks Ended
	July 30, 2022				July 31, 2021				July 30, 2022				July 31, 2021
			% to Sales				% to Sales				% to Sales				% to Sales
Net sales	$	392,805			$	419,257			$	816,857			$	926,117
Cost of goods sold	257,653		65.6	%	255,930		61.0	%	524,872		64.3	%	552,827		59.7	%
Gross margin	135,152		34.4	%	163,327		39.0	%	291,985		35.7	%	373,290		40.3	%
Store operating, selling and administrative expenses	91,414		23.3	%	93,442		22.3	%	187,011		22.9	%	185,181		20.0	%

Depreciation and amortization	10,926		2.8	%	8,385		2.0	%	21,444		2.6	%	16,459		1.8	%
Operating income	32,812		8.4	%	61,500		14.7	%	83,530		10.2	%	171,650		18.5	%
Interest expense, net	361		0.1	%	28		—	%	432		0.1	%	127		—	%
Income before provision for income taxes	32,451		8.3	%	61,472		14.7	%	83,098		10.2	%	171,523		18.5	%
Provision for income taxes	7,738		2.0	%	14,776		3.5	%	19,038		2.3	%	40,061		4.3	%
Net income	$	24,713	6.3	%	$	46,696	11.1	%	$	64,060	7.8	%	$	131,462	14.2	%

Basic earnings per share	$	1.91			$	2.98			$	4.89			$	8.21
Diluted earnings per share	$	1.86			$	2.86			$	4.77			$	7.90

Weighted-average shares:
Basic	12,951				15,691				13,088				16,008
Diluted	13,261				16,305				13,436				16,635

Percentages may not foot due to rounding.

See notes to unaudited condensed consolidated financial statements.

Index

HIBBETT, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Cash Flows

(in thousands)


	26-Weeks Ended
	July 30, 2022		July 31, 2021
Cash Flows From Operating Activities:
Net income	$	64,060	$	131,462
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Depreciation and amortization	21,444		16,459
Stock-based compensation	4,044		3,183
Impairment charges	131		402
Contingent earnout, net	—		(13,761)
Other non-cash adjustments	5,521		75
Changes in operating assets and liabilities:
Inventories, net	(144,999)		(14,751)
Receivables, net	(2,888)		(2,324)
Accounts payable	51,029		(8,260)
Income tax payable, net	(1,796)		8,956
Other assets and liabilities	(6,392)		(5,909)
Net cash (used in) provided by operating activities	(9,846)		115,532

Cash Flows From Investing Activities:
Capital expenditures	(30,495)		(20,835)
Other, net	758		79
Net cash used in investing activities	(29,737)		(20,756)

Cash Flows From Financing Activities:
Proceeds under credit facilities	450,294		—
Repayments under credit facilities	(361,746)		—
Stock repurchases	(29,409)		(120,477)
Cash used for contingent earnout	—		(1,239)
Cash dividends paid to stockholders	(6,500)		(3,846)
Payments of finance lease obligations	(510)		(482)
Proceeds from options exercised and purchase of shares under the employee stock purchase plan	907		1,997
Other, net	(2,069)		(3,178)
Net cash provided by (used in) financing activities	50,967		(127,225)

Net increase (decrease) in cash and cash equivalents	11,384		(32,449)
Cash and cash equivalents, beginning of period	17,054		209,290
Cash and cash equivalents, end of period	$	28,438	$	176,841

See notes to unaudited condensed consolidated financial statements.

Index

HIBBETT, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Stockholders' Investment

(in thousands)


13-Weeks Ended July 30, 2022
	Common Stock							Treasury Stock
	Shares	Amount		Paid-In Capital		Retained Earnings		Shares	Amount		Total Stockholders' Investment
Balance - April 30, 2022	39,780	$	398	$	205,720	$	1,058,383	26,855	$	(958,395)	$	306,106
Net income	—	—		—		24,713		—	—		24,713
Issuance of shares through the Company's equity plans	50	—		369		—		—	—		369
Purchase of shares under the stock repurchase program	—	—		—

SEC Form 10-Q/A filed by Hibbett Inc. (Amendment)