Sprouts Farmers Market, Inc. Files 10-Q for Period Ending March 31, 2024

TL;DR

<b>Sprouts Farmers Market, Inc. has filed its Q1 2024 10-Q report, detailing financial performance and corporate information.</b>

AI Summary

Sprouts Farmers Market, Inc. (SFM) filed a Quarterly Report (10-Q) with the SEC on May 1, 2024. Sprouts Farmers Market, Inc. filed a 10-Q report for the period ending March 31, 2024. The filing covers the first quarter of 2024. The company's principal business address is 5455 E. High St., Suite 111, Phoenix, AZ 85054. The company was formerly known as Sprouts Farmers Markets, LLC, with a name change date of April 26, 2013. The filing includes financial data related to common stock, additional paid-in capital, and retained earnings for various periods in 2023 and 2024.

Why It Matters

For investors and stakeholders tracking Sprouts Farmers Market, Inc., this filing contains several important signals. This 10-Q filing provides investors and analysts with the latest financial snapshot of Sprouts Farmers Market, Inc., crucial for evaluating its current performance and future prospects. Understanding the details within this report, such as changes in assets, liabilities, and equity, is essential for making informed investment decisions regarding SFM.

Risk Assessment

Risk Level: low — Sprouts Farmers Market, Inc. shows low risk based on this filing. The filing is a standard quarterly report (10-Q) and does not contain any immediate red flags or significant negative developments.

Analyst Insight

Review the detailed financial statements and management's discussion and analysis within the 10-Q to identify any trends or specific performance indicators.

Key Numbers

• 2024-03-31 — Period of Report (Quarterly report end date)
• 2024-05-01 — Filed As Of Date (Date the report was filed)
• 2023-12-31 — Previous Year End Date (Reference for comparative data)
• 2023-04-02 — Prior Year Q1 End Date (Reference for comparative data)

Key Players & Entities

• Sprouts Farmers Market, Inc. (company) — Filer name
• SFM (company) — Ticker symbol
• 2024-03-31 (date) — Period of report
• 2024-05-01 (date) — Filed as of date
• 5455 E. High St., Suite 111, Phoenix, AZ 85054 (address) — Business address
• Sprouts Farmers Markets, LLC (company) — Former company name
• 2013-04-26 (date) — Date of name change

FAQ

Industry Context

Sprouts Farmers Market operates in the grocery store industry, focusing on natural and organic products.

Regulatory Implications

The filing is a standard 10-Q, adhering to SEC regulations for quarterly financial reporting under the Securities Exchange Act of 1934.

What Investors Should Do

1. Analyze the balance sheet for changes in assets, liabilities, and equity compared to the previous quarter and year.
2. Review any disclosures related to debt, credit facilities, or other financing arrangements.
3. Examine the footnotes for any significant accounting policies or contingent liabilities.

Key Dates

• 2024-03-31: Quarter End — End of the reporting period for the 10-Q filing.
• 2024-05-01: Filing Date — Date the 10-Q report was officially submitted to the SEC.

Year-Over-Year Comparison

This filing represents the Q1 2024 report, following the company's previous filings, including its 2023 annual report (10-K) and prior quarterly reports.

Key Financial Figures

• $0.001 — nge on Which Registered Common Stock, $0.001 par value SFM Nasdaq Global Select Mark

Filing Documents

• sfm-20240331.htm (10-Q) — 725KB
• sfm-20240331xex101.htm (EX-10.1) — 47KB
• sfm-20240331xex311.htm (EX-31.1) — 9KB
• sfm-20240331xex312.htm (EX-31.2) — 10KB
• sfm-20240331xex321.htm (EX-32.1) — 5KB
• sfm-20240331xex322.htm (EX-32.2) — 5KB
• sfm-20240331_g1.jpg (GRAPHIC) — 25KB
• 0001575515-24-000095.txt (&nbsp;) — 4577KB
• sfm-20240331.xsd (EX-101.SCH) — 37KB
• sfm-20240331_cal.xml (EX-101.CAL) — 48KB
• sfm-20240331_def.xml (EX-101.DEF) — 155KB
• sfm-20240331_lab.xml (EX-101.LAB) — 478KB
• sfm-20240331_pre.xml (EX-101.PRE) — 331KB
• sfm-20240331_htm.xml (XML) — 432KB

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements. 4 Consolidated Balance Sheets as of March 31, 2024 (unaudited) and December 31, 2023 4 Consolidated Statements of Income for the thirteen weeks ended March 31, 2024 and April 2, 2023 (unaudited) 5 Consolidated Statements of Stockholders' Equity for the thirteen weeks ended March 31, 2024 and April 2, 2023 (unaudited) 6 Consolidated Statements of Cash Flows for the thirteen weeks ended March 31, 2024 and April 2, 2023 (unaudited) 7

Notes to Consolidated Financial Statements (Unaudited)

Notes to Consolidated Financial Statements (Unaudited) 8

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. 19

Quantitative and Qualitative Disclosures About Market Risk

Item 3. Quantitative and Qualitative Disclosures About Market Risk. 28

Controls and Procedures

Item 4. Controls and Procedures. 28

- OTHER INFORMATION

PART II - OTHER INFORMATION

Legal Proceedings

Item 1. Legal Proceedings. 29

Risk Factors

Item 1A. Risk Factors. 29

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 29

Other Information

Item 5. Other Information. 30

Exhibits

Item 6. Exhibits. 30

Signatures

Signatures 31 Table of Contents

Forward-Looking Statements

Forward-Looking Statements This Quarterly Report on Form 10-Q contains "forward-looking statements" that involve substantial risks and uncertainties. The statements contained in this Quarterly Report on Form 10-Q that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (referred to as the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (referred to as the "Exchange Act"), including, but not limited to, statements regarding our expectations, beliefs, intentions, strategies, future operations, future financial position, future revenue, projected expenses, and plans and objectives of management. In some cases, you can identify forward-looking statements by terms such as "anticipate," "believe," "estimate," "expect," "intend," "may," "might," "plan," "project," "will," "would," "should," "could," "can," "predict," "potential," "continue," "objective," or the negative of these terms, and similar expressions intended to identify forward-looking statements. However, not all forward-looking statements contain these identifying words. These forward-looking statements reflect our current views about future events and involve known risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievement to be materially different from those expressed or implied by the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in the section titled "Risk Factors" included in this Quarterly Report on Form 10-Q, our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and our other filings with the Securities and Exchange Commission. Furthermore, such forward-looking statements speak only as of the date of this report. Except as required by law, we undertake no obligation to update any forward-looking statements to ref

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements SPROUTS FARMERS MARKET, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED) (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS) March 31, 2024 December 31, 2023 ASSETS Current assets: Cash and cash equivalents $ 312,276 $ 201,794 Accounts receivable, net 36,306 30,313 Inventories 316,202 323,198 Prepaid expenses and other current assets 32,710 48,467 Total current assets 697,494 603,772 Property and equipment, net of accumulated depreciation 809,481 798,707 Operating lease assets, net 1,363,341 1,322,854 Intangible assets 208,060 208,060 Goodwill 381,750 381,741 Other assets 12,289 12,294 Total assets $ 3,472,415 $ 3,327,428 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 201,434 $ 179,927 Accrued liabilities 190,217 164,887 Accrued salaries and benefits 57,084 74,752 Accrued income tax 8,869 — Current portion of operating lease liabilities 127,255 126,271 Current portion of finance lease liabilities 1,089 1,032 Total current liabilities 585,948 546,869 Long-term operating lease liabilities 1,441,068 1,399,676 Long-term debt and finance lease liabilities 133,375 133,685 Other long-term liabilities 37,557 36,270 Deferred income tax liability 63,440 62,381 Total liabilities 2,261,388 2,178,881 Commitments and contingencies (Note 7) Stockholders' equity: Undesignated preferred stock; $ 0.001 par value; 10,000,000 shares authorized, no shares issued and outstanding — — Common stock, $ 0.001 par value; 200,000,000 shares authorized, 100,802,152 shares issued and outstanding, March 31, 2024; 101,211,984 shares issued and outstanding, December 31, 2023 101 101 Additional paid-in capital 783,593 774,834 Retained earnings 427,333 373,612 Total stockholders' equity 1,211,027 1,148,547 Total liabilities and stockholders' equity $ 3,472,415 $ 3,327,428 The accompanying notes are an integral part of these consolidated financial statements. 4 Table of Contents SPRO

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. Basis of Presentation Sprouts Farmers Market, Inc., a Delaware corporation, through its subsidiaries, offers a unique specialty grocery experience featuring an open layout with fresh produce at the heart of the store. The Company continues to bring the latest in wholesome, innovative products made with lifestyle-friendly ingredients such as organic, plant-based and gluten-free. As of March 31, 2024, the Company operated 414 stores in 23 states. For convenience, the "Company" is used to refer collectively to Sprouts Farmers Market, Inc. and unless the context otherwise requires, its subsidiaries. The Company's store operations are conducted by its subsidiaries. The accompanying unaudited consolidated financial statements include the accounts of the Company in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial statements and are in the form prescribed by the Securities and Exchange Commission in instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, the accompanying consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of the Company's financial position, results of operations and cash flows for the periods indicated. All material intercompany accounts and transactions have been eliminated in consolidation. Interim results are not necessarily indicative of results for any other interim period or for a full fiscal year. The information included in these consolidated financial statements and notes thereto should be read in conjunction with Management's Discussion and Analysis of Financial Condition and Results of Operations included herein and Management's Discussion and Analysis of Financial Condition and Results of Operations and the consolidated financial statements and notes thereto for the fiscal year ended Dece

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 2. Summary of Significant Accounting Policies Revenue Recognition The Company's performance obligations are satisfied upon the transfer of goods to the customer, which occurs at the point of sale, and payment from customers is also due at the time of sale. Proceeds from the sale of gift cards are recorded as a liability at the time of sale and recognized as sales when they are redeemed by the customer and the performance obligation is satisfied by the Company. The Company's gift cards do not expire. Based on historical redemption rates, a small and relatively stable percentage of gift cards will never be redeemed, referred to as "breakage." Estimated breakage revenue is recognized over time in proportion to actual gift card redemptions and was not material in any period presented. A summary of the activity and balances in the gift card liability, net is as follows: Thirteen weeks ended March 31, 2024 April 2, 2023 Beginning Balance $ 10,566 $ 10,906 Gift cards issued during the period but not redeemed (1) 1,166 1,222 Revenue recognized from beginning liability ( 2,532 ) ( 2,582 ) Ending Balance $ 9,200 $ 9,546 (1) net of estimated breakage The nature of goods the Company transfers to customers at the point of sale are inventories, consisting of merchandise purchased for resale. The Company does not have any material contract assets or receivables from contracts with customers, any revenue recognized in the current period from performance obligations satisfied in previous periods, any contract performance obligations, or any material costs to obtain or fulfill a contract as of March 31, 2024. Restricted Cash Restricted cash relates to the Company's defined benefit plan forfeitures and the Company's healthcare, general liability and workers' compensation plan benefits of $ 2.1 million as of March 31, 2024 and December 31, 2023. These balances are included in prepaid expenses and other current as

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Income Taxes – Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU no. 2023-09, "Income Taxes (Topic 740) Improvements to Income Tax Disclosures." The amendments in this update enhance a public entity's annual income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The guidance will be effective for the Company for its fiscal year 2025. Early adoption is permitted, and the guidance should be applied prospectively, with an option to apply it retrospectively. The Company is currently evaluating the potential impact of this ASU on its consolidated financial statements and disclosures. No other new accounting pronouncements issued or effective during the thirteen weeks ended March 31, 2024 had, or are expected to have, a material impact on the Company's consolidated financial statements. 3. Fair Value Measurements The Company records its financial assets and liabilities in accordance with the framework for measuring fair value in accordance with GAAP. This framework establishes a fair value hierarchy that prioritizes the inputs used to measure fair value: Level 1: Quoted prices for identical instruments in active markets. Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 3: Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Fair value measurements of nonfinancial assets and nonfinancial liabilities are primarily used in the impairment analysis of goodwill, intangible assets and long-lived assets. The following tables present the fair value hierarchy for the Company's financial liabilities measured at fair value on a recurring b

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 4. Long-Term Debt and Finance Lease Liabilities A summary of long-term debt and finance lease liabilities is as follows: As of Facility Maturity Interest Rate March 31, 2024 December 31, 2023 Senior secured debt $ 700.0 million Credit Agreement March 25, 2027 Variable $ 125,000 $ 125,000 Finance lease liabilities Various n/a 8,375 8,685 Long-term debt and finance lease liabilities $ 133,375 $ 133,685 Credit Agreement The Company's subsidiary, Sprouts Farmers Markets Holdings, LLC ("Intermediate Holdings"), is the borrower under a credit agreement entered into on March 25, 2022 (the "Credit Agreement"). The Credit Agreement provides for a revolving credit facility (the "Revolving Credit Facility") with an initial aggregate commitment of $ 700.0 million. Amounts outstanding under the Credit Agreement may be increased from time to time in accordance with an expansion feature set forth in the Credit Agreement. The Company capitalized debt issuance costs of $ 3.4 million related to the Credit Agreement, which, combined with the remaining $ 0.5 million debt issuance costs in respect of that certain amended and restated credit agreement entered into on March 27, 2018, by and among the Company, Intermediate Holdings, certain lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (the "Former Credit Facility"), which remained outstanding as of the time of Intermediate Holdings' entry into the Credit Agreement, were recorded to prepaid expenses and other current assets and other assets in the consolidated balance sheets and are being amortized on a straight-line basis to interest expense over the five-year term of the Credit Agreement. The Credit Agreement provides for a $ 70.0 million letter of credit sub-facility (the "Letter of Credit Sub-Facility") and a $ 50.0 million swingline facility. Letters of credit issued under the Credit Agreement reduce the capacity

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Under the terms of the Credit Agreement, the Company is obligated to pay a commitment fee on the available unused amount of the commitments, which commitment fee ranges between 0.10 % to 0.225 % per annum, pursuant to a pricing grid based on the Company's total net leverage ratio. The commitment fees are subject to upward or downward adjustments of up to 0.01 % based upon the achievement of certain diversity and sustainability-linked metric thresholds, as set forth in the Credit Agreement. As of March 31, 2024, loans outstanding under the Credit Agreement bore interest at Term SOFR (as defined in the Credit Agreement) plus a 0.10 % SOFR adjustment and 0.95 % per annum. As of March 31, 2024, outstanding letters of credit issued under the Credit Agreement were subject to a participation fee of 0.95 % per annum and an issuance fee of 0.125 % per annum. Payments and Borrowings The Credit Agreement is scheduled to mature, and the commitments thereunder will terminate on March 25, 2027, subject to extensions as set forth therein. The Company may prepay loans and permanently reduce commitments under the Credit Agreement at any time in agreed-upon minimum principal amounts, without premium or penalty (except SOFR breakage costs, if applicable). In connection with the execution of the Credit Agreement, the Company's obligations under the Former Credit Facility were prepaid and terminated. During the thirteen weeks ended March 31, 2024, the Company made no additional borrowings or principal payments, resulting in total outstanding debt under the Credit Agreement of $ 125.0 million as of March 31, 2024. During 2023, the Company made no additional borrowings and made principal payments of $ 125.0 million, resulting in total outstanding debt under the Credit Agreement of $ 125.0 million as of December 31, 2023. Covenants The Credit Agreement contains financial, affirmative and negative covenants. The negative cov

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) In addition, the Credit Agreement requires that the Company and its subsidiaries maintain a maximum total net leverage ratio not to exceed 3.75 to 1.00 , which ratio may be increased from time to time in connection with certain permitted acquisitions pursuant to conditions as set forth in the Credit Agreement, and a minimum interest coverage ratio not to be less than 3.00 to 1.00 . Each of these covenants is tested as of the last day of each fiscal quarter. The Company was in compliance with all applicable covenants under the Credit Agreement as of March 31, 2024. 5. Income Taxes The Company's effective tax rate decreased to 22.6 % for the thirteen weeks ended March 31, 2024, compared to 23.3 % for the thirteen weeks ended April 2, 2023. The decrease in the effective tax rate was primarily due to an increase in excess tax benefits associated with share-based payment awards. The income tax effect resulting from excess tax benefits of share-based payment awards was $ 4.5 million and $ 2.6 million for the thirteen weeks ended March 31, 2024 and April 2, 2023, respectively. The Company files income tax returns for federal purposes and in many states. The Company's tax filings remain subject to examination by applicable tax authorities for a certain length of time, generally three years, following the tax year to which those filings relate. 6. Related Party Transactions During the thirteen weeks ended March 31, 2024, the Company did not have any material related party transactions. On May 24, 2022, the Company appointed a new member to its board of directors who served as an executive officer of a company that is a supplier of nutrition bars and related products to the Company for resale. The director departed employment from this supplier on February 28, 2023. The cost of sales rec

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