chs-20220730

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM			10-Q


☑			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 001-16435



Chico's FAS, Inc.
(Exact name of registrant as specified in its charter)


Florida						59-2389435
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

11215 Metro Parkway, Fort Myers, Florida 33966

(Address of principal executive offices)

239-277-6200

(Registrant's telephone number, including area code)

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, Par Value $0.01 Per Share	CHS	New York Stock Exchange

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 ☑ No ☐

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 ☑ No ☐

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. (Check one):

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 ☐ No ☑

At August 22, 2022, the registrant had 125,093,219 shares of Common Stock, $0.01 par value per share, outstanding.

Table of Contents

CHICO'S FAS, INC. AND SUBSIDIARIES

QUARTERLY REPORT ON FORM 10-Q

FOR THE

FISCAL THIRTEEN AND TWENTY-SIX WEEKS ENDED JULY 30, 2022

TABLE OF CONTENTS


PART I – Financial Information

Item 1.	Financial Statements:

	Condensed Consolidated Statements of Income for the Thirteen and Twenty-Six Weeks Ended July 30, 2022 (Unaudited) and July 31, 2021 (Unaudited)	3

	Condensed Consolidated Statements of Comprehensive Income for the Thirteen and Twenty-Six Weeks Ended July 30, 2022 (Unaudited) and July 3 1, 2021 (Unaudited)	4

	Condensed Consolidated Balance Sheets – July 30, 2022 (Unaudited), January 29, 2022 (Audited), and Ju ly 31 , 2021 (Unaudited)	5

	Condensed Consolidated Statements of Shareholders’ Equity for the Thir teen and Twenty -Six Weeks Ended July 30, 2022 (Unaudited) and J uly 3 1, 2021 (Unaudited)	6

	Condensed Consolidated Statements of Cash Flows for the Twenty-Six Weeks Ended July 30, 2022 (Unaudited) and July 3 1, 2021 (Unaudited)	8

	Notes to Condensed Consolidated Financial Statements (Unaudited)	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30

Item 4.	Controls and Procedures	30

PART II – Other Information

Item 1.	Legal Proceedings	31

Item 1A.	Risk Factors	31



Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	35



Item 6.	Exhibits	36

Signatures		37

Table of Contents

PART I – FINANCIAL INFORMATION


ITEM 1.			FINANCIAL STATEMENTS

CHICO'S FAS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(Dollars in thousands, except per share amounts)


	Thirteen Weeks Ended								Twenty-Six Weeks Ended
	July 30, 2022				July 31, 2021				July 30, 2022				July 31, 2021

	Amount		% of Sales		Amount		% of Sales		Amount		% of Sales		Amount		% of Sales
Net Sales	$	558,720	100.0	%	$	472,059	100.0	%	$	1,099,635	100.0	%	$	860,020	100.0	%
Cost of goods sold	327,206		58.6		290,601		61.6		651,556		59.3		551,767		64.2
Gross Margin	231,514		41.4		181,458		38.4		448,079		40.7		308,253		35.8
Selling, general and administrative expenses	173,297		31.0		145,849		30.9		344,455		31.3		280,168		32.5



Income from Operations	58,217		10.4		35,609		7.5		103,624		9.4		28,085		3.3
Interest expense, net	(1,056)		(0.2)		(1,722)		(0.3)		(2,031)		(0.2)		(3,427)		(0.4)
Income before Income Taxes	57,161		10.2		33,887		7.2		101,593		9.2		24,658		2.9
Income tax provision	15,200		2.7		7,700		1.7		24,700		2.2		7,400		0.9
Net Income	$	41,961	7.5	%	$	26,187	5.5	%	$	76,893	7.0	%	$	17,258	2.0	%
Per Share Data:
Net income per common share - basic	$	0.35			$	0.22			$	0.64			$	0.15
Net income per common and common equivalent share – diluted	$	0.34			$	0.21			$	0.62			$	0.14
Weighted average common shares outstanding – basic	120,003				117,021				119,498				116,855
Weighted average common and common equivalent shares outstanding – diluted	123,897				122,723				123,580				121,222

The accompanying notes are an integral part of these condensed consolidated statements.

Table of Contents

CHICO'S FAS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(In thousands)


	Thirteen Weeks Ended				Twenty-Six Weeks Ended
	July 30, 2022		July 31, 2021		July 30, 2022		July 31, 2021
Net income	$	41,961	$	26,187	$	76,893	$	17,258
Other comprehensive income:
Unrealized gains (losses) on marketable securities, net of taxes	5		(20)		5		(54)

Comprehensive income	$	41,966	$	26,167	$	76,898	$	17,204

The accompanying notes are an integral part of these condensed consolidated statements.

Table of Contents

CHICO'S FAS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except per share amounts)


	July 30, 2022		January 29, 2022		July 31, 2021
ASSETS
Current Assets:
Cash and cash equivalents	$	157,233	$	115,105	$	126,298
Marketable securities, at fair value	15,301		—		10,891
Inventories	338,761		323,389		202,128
Prepaid expenses and other current assets	47,553		41,871		50,428
Income tax receivable	12,654

SEC Form 10-Q filed by Chico's FAS Inc.