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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

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

Date of Report (Date of earliest event reported):  April 24, 2024 
SNBR Logo JPG.jpg
SLEEP NUMBER CORPORATION
(Exact name of registrant as specified in its charter)

Minnesota
(State or other jurisdiction of incorporation)
000-25121 41-1597886
(Commission File Number) (IRS Employer Identification No.)

1001 Third Avenue South, Minneapolis, MN  55404
(Address of principal executive offices) (Zip Code) 
(763) 551-7000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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   SNBR   Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 
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.  ☐




ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On April 24, 2024, Sleep Number issued a press release announcing results for the fiscal first quarter ended March 30, 2024. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.


ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d)    Exhibits.
Exhibit No. Description of Exhibit
99.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    SLEEP NUMBER CORPORATION
    (Registrant)
         
Dated:  April 24, 2024
  By:       /s/ Samuel R. Hellfeld
    Name:   Samuel R. Hellfeld
    Title:   Executive Vice President, Chief Legal and Risk Officer

EX-99.1 2 a2024-q1ex991.htm EX-99.1 Document
Exhibit 99.1
snbrlogojpga.jpg
FOR IMMEDIATE RELEASE

SLEEP NUMBER ANNOUNCES FIRST QUARTER 2024 RESULTS

•Net sales of $470 million; adjusted EBITDA of $37 million slightly ahead of expectations
•Reduced operating expenses by $24 million year-over-year (before restructuring costs) and remain on track to deliver $40 million to $45 million of operating expense reductions for the year
•Free cash flow increased $21 million compared with the prior year’s first quarter
•Reiterate full-year 2024 adjusted EBITDA outlook of $125 million to $145 million

MINNEAPOLIS – (April 24, 2024) – Sleep Number Corporation (Nasdaq: SNBR) today reported results for the quarter ended March 30, 2024.

“Our actions to increase operating model efficiencies drove first quarter adjusted EBITDA and gross margin rate ahead of our expectations. We also generated a significant year-over-year increase in free cash flow, as planned, and continue to prioritize paying down debt and reducing leverage,” said Shelly Ibach, Chair, President and CEO. “As we build a more durable operating model and as demand for our category improves from recessionary levels, we expect to capitalize on our significant opportunity as a sleep wellness technology company.”

First Quarter Overview
•Net sales of $470 million declined 11% versus the prior year, including approximately four percentage points of pressure from year-over-year order backlog changes
•Gross margin of 58.7% compared with 58.9% last year; the first quarter gross margin rate represented a significant sequential improvement from the back-half of the prior year
•Operating expenses were reduced by $24 million to $260 million (before restructuring charges) compared with $284 million last year
•Adjusted EBITDA of $37 million compared to $49 million last year, as ongoing cost reduction actions partially offset the year-over-year net sales decline

Cash Flows and Liquidity Review
•Net cash provided by operating activities of $34 million in the first quarter, compared with $19 million for the same period last year
•Free cash flow of $24 million in the first quarter, compared with $3 million for the same period last year
•Leverage ratio of 4.2x EBITDAR at the end of the first quarter versus covenant maximum of 5.0x

Financial Outlook
The company reiterates its outlook for 2024 adjusted EBITDA of $125 million to $145 million. We continue to expect a mid-single digit net sales decline for the year on a low-single digit demand decline. The company expects approximately 100 basis points of gross margin rate improvement and $14 million of restructuring charges for the year. The company expects to generate $60 million to $80 million of free cash flow with capital expenditures of $30 million.

Conference Call Information
Management will host its regularly scheduled conference call to discuss the company’s results at 5 p.m. EDT (4 p.m. CDT; 2 p.m. PDT) today. To access the webcast, please visit the investor relations area of the Sleep Number website at https://ir.sleepnumber.com. The webcast replay will remain available for approximately 60 days.



Sleep Number Announces First-quarter 2024 Results - Page 2 of 10    
About Sleep Number Corporation
Sleep Number is a wellness technology company. We are guided by our purpose to improve the health and wellbeing of society through higher quality sleep; to date, our innovations have improved over 15 million lives. Our wellness technology platform helps solve sleep problems, whether it’s providing individualized temperature control for each sleeper through our Climate360® smart bed or applying our nearly 26 billion hours of longitudinal sleep data and expertise to research with global institutions.

Our smart bed ecosystem drives best-in-class engagement through dynamic, adjustable, and effortless sleep with personalized digital sleep and health insights; our millions of Smart Sleepers are loyal brand advocates. And our 4,000 mission-driven team members passionately innovate to drive value creation through our vertically integrated business model, including our exclusive direct-to-consumer selling in over 650 stores and online.

To learn more about life-changing, individualized sleep, visit a Sleep Number® store near you, our newsroom and investor relations sites, or SleepNumber.com.

Forward-looking Statements
Statements used in this news release relating to future plans, events, financial results or performance, such as the statement that the company is building a more durable business model as the bedding industry demand environment improves from recessionary levels and the company’s financial outlook, including the company’s expected adjusted EBITDA, in 2024 and future capital expenditures and operating expenses, are forward-looking statements subject to certain risks and uncertainties including, among others, changes in economic conditions and consumer sentiment and related impacts on discretionary consumer spending; increases in interest rates, which have increased the cost of servicing our indebtedness; availability of attractive and cost-effective consumer credit options; ability to achieve savings and efficiencies from cost savings plans related to operating model transformation and to avoid unexpected adverse effects; dependence on, and ability to maintain working relationships with key suppliers and third parties; fluctuations in commodity costs or third-party delivery or logistics costs and other inflationary pressures; risks inherent in global-sourcing activities, including tariffs, foreign regulation, geo-political turmoil, war, pandemics, labor challenges, foreign currency fluctuations, inflation, and climate or other disasters, and resulting supply shortages and production and delivery delays and disruptions; operating with minimal levels of inventory, which may leave us vulnerable to supply shortages; the effectiveness of our marketing strategy and promotional efforts; the execution of our Total Retail distribution strategy; ability to achieve and maintain high levels of product quality and to improve and expand the product line; ability to protect our technology, trademarks, and brand and the adequacy of our intellectual property rights; ability to effectively compete; risks of disruption in the operation of our facilities and operations, including manufacturing, assembly, distribution, logistics, field services, home delivery, headquarters, product development, retail or customer service operations; ability to comply with existing and changing government regulations and laws; pending or unforeseen litigation and the potential for associated adverse publicity; the adequacy of the company’s and third-party information systems and costs and disruptions related to upgrading or maintaining these systems; our ability to identify and withstand cyber threats that could compromise the security of our systems, result in a data breach or business disruption; risks associated with advancements in or adoption of artificial intelligence technologies; our ability, and the ability of our suppliers and vendors, to attract, retain and motivate qualified and effective personnel; the volatility of Sleep Number stock, our removal from various stock indices, and the potential negative effects of shareholder activism or of changes in coverage by securities analysts; environmental, social and governance risks, including increasing regulation and stakeholder expectations; and our ability to adapt to climate change and readiness for legal or regulatory responses thereto. Additional information concerning these and other risks and uncertainties is contained in the company’s filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K and other periodic reports. We have no obligation to publicly update or revise any of these forward-looking statements.

Investor Contact: Dave Schwantes; (763) 551-7498; investorrelations@sleepnumber.com
Media Contact: Julie Elepano; (414) 732-9840; julie.elepano@sleepnumber.com


Sleep Number Announces First-quarter 2024 Results - Page 3 of 10    

SLEEP NUMBER CORPORATION
AND SUBSIDIARIES
Consolidated Statements of Operations
(unaudited – in thousands, except per share amounts)
 
Three Months Ended
  March 30,
2024
% of
Net Sales
April 1,
2023
% of
Net Sales
Net sales $ 470,449  100.0  % $ 526,527  100.0  %
Cost of sales 194,275  41.3  % 216,262  41.1  %
Gross profit 276,174  58.7  % 310,265  58.9  %
Operating expenses:
Sales and marketing 208,512  44.3  % 230,488  43.8  %
General and administrative 39,079  8.3  % 39,401  7.5  %
Research and development 12,441  2.6  % 14,443  2.7  %
Restructuring costs 10,600  2.3  % —  —  %
Total operating expenses 270,632  57.5  % 284,332  54.0  %
Operating income 5,542  1.2  % 25,933  4.9  %
Interest expense, net 12,299  2.6  % 9,102  1.7  %
(Loss) income before income taxes (6,757) (1.4  %) 16,831  3.2  %
Income tax expense 725  0.2  % 5,366  1.0  %
Net (loss) income $ (7,482) (1.6  %) $ 11,465  2.2  %
Net (loss) income per share – basic $ (0.33)   $ 0.51   
Net (loss) income per share – diluted $ (0.33)   $ 0.51   
Reconciliation of weighted-average shares outstanding:
Basic weighted-average shares outstanding 22,506    22,296   
Dilutive effect of stock-based awards —    287   
Diluted weighted-average shares outstanding 22,506    22,583   

For the three months ended March 30, 2024, potentially dilutive stock-based awards have been excluded from the calculation of diluted weighted-average shares outstanding, as their inclusion would have had an anti-dilutive effect on our net loss per diluted share.


Sleep Number Announces First-quarter 2024 Results - Page 4 of 10    
SLEEP NUMBER CORPORATION
AND SUBSIDIARIES
Consolidated Balance Sheets
(unaudited – in thousands, except per share amounts)
subject to reclassification
  
  March 30,
2024
December 30,
2023
Assets    
Current assets:
Cash and cash equivalents $ 2,068  $ 2,539 
Accounts receivable, net of allowances of $1,090 and $1,437, respectively
21,833  26,859 
Inventories 100,904  115,433 
Prepaid expenses 20,655  16,660 
Other current assets 35,589  44,637 
Total current assets 181,049  206,128 
Non-current assets:    
Property and equipment, net 167,037  179,503 
Operating lease right-of-use assets 387,942  395,411 
Goodwill and intangible assets, net 66,579  66,634 
Deferred income taxes 21,181  20,253 
Other non-current assets 84,685  82,951 
Total assets $ 908,473  $ 950,880 
Liabilities and Shareholders’ Deficit    
Current liabilities:    
Borrowings under revolving credit facility $ 523,500  $ 539,500 
Accounts payable 125,304  135,901 
Customer prepayments 50,262  49,143 
Accrued sales returns 22,415  22,402 
Compensation and benefits 28,296  28,273 
Taxes and withholding 16,661  17,134 
Operating lease liabilities 81,300  81,760 
Other current liabilities 58,454  61,958 
Total current liabilities 906,192  936,071 
Non-current liabilities:
Operating lease liabilities 343,447  351,394 
Other non-current liabilities 104,697  105,343 
Total non-current liabilities 448,144  456,737 
Total liabilities 1,354,336  1,392,808 
Shareholders’ deficit:
Undesignated preferred stock; 5,000 shares authorized, no shares issued and outstanding
—  — 
Common stock, $0.01 par value; 142,500 shares authorized, 22,326 and 22,235 shares issued and outstanding, respectively
223  222 
Additional paid-in capital 20,262  16,716 
Accumulated deficit (466,348) (458,866)
Total shareholders’ deficit (445,863) (441,928)
Total liabilities and shareholders’ deficit $ 908,473  $ 950,880 



Sleep Number Announces First-quarter 2024 Results - Page 5 of 10    
SLEEP NUMBER CORPORATION
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(unaudited – in thousands)
subject to reclassification
 
  Three Months Ended
  March 30,
2024
April 1,
2023
Cash flows from operating activities:    
Net (loss) income $ (7,482) $ 11,465 
Adjustments to reconcile net income to net cash provided by
   operating activities:
Depreciation and amortization 17,487  18,218 
Stock-based compensation 4,117  4,639 
Net loss on disposals and impairments of assets 2,500  12 
Deferred income taxes (928) (3,252)
Changes in operating assets and liabilities:
Accounts receivable 5,026  2,717 
Inventories 14,529  (2,747)
Income taxes 1,587  8,736 
Prepaid expenses and other assets 5,473  (11,056)
Accounts payable (2,765) (574)
Customer prepayments 1,119  (4,639)
Accrued compensation and benefits 30  (593)
Other taxes and withholding (2,060) (711)
Other accruals and liabilities (4,888) (3,634)
Net cash provided by operating activities 33,745  18,581 
Cash flows from investing activities:
Purchases of property and equipment (9,308) (15,556)
Issuance of notes receivable (2,942) — 
Net cash used in investing activities (12,250) (15,556)
Cash flows from financing activities:
Net decrease in short-term borrowings (21,396) (384)
Repurchases of common stock (570) (3,363)
Proceeds from issuance of common stock —  389 
Net cash used in financing activities (21,966) (3,358)
Net decrease in cash and cash equivalents (471) (333)
Cash and cash equivalents, at beginning of period 2,539  1,792 
Cash and cash equivalents, at end of period $ 2,068  $ 1,459 



Sleep Number Announces First-quarter 2024 Results - Page 6 of 10    
SLEEP NUMBER CORPORATION
AND SUBSIDIARIES
Supplemental Financial Information
(unaudited)
 
  Three Months Ended
  March 30,
2024
April 1,
2023
Percent of sales:    
Retail stores 88.2  % 87.1  %
Online, phone, chat and other 11.8  % 12.9  %
Total Company 100.0  % 100.0  %
Sales change rates:
Retail comparable-store sales (10  %) %
Online, phone and chat (19  %) (18  %)
Total Retail comparable sales change (11  %) (2  %)
 Net opened/closed stores and other
% %
Total Company (11  %) %
Stores open:
Beginning of period 672  670 
Opened 12 
Closed (17) (11)
End of period 661  671 
Other metrics:
Average sales per store ($ in 000's) 1
$ 2,786  $ 3,239 
Average sales per square foot 1
$ 903  $ 1,060 
Stores > $2 million net sales 2
63  % 75  %
Stores > $3 million net sales 2
23  % 36  %
Average revenue per smart bed unit 3
$ 5,765  $ 5,848 

1 Trailing twelve months Total Retail comparable sales per store open at least one year.
2 Trailing twelve months for stores open at least one year (excludes online, phone and chat sales).
3 Represents Total Retail (stores, online, phone and chat) net sales divided by Total Retail smart bed units.


Sleep Number Announces First-quarter 2024 Results - Page 7 of 10    
SLEEP NUMBER CORPORATION AND SUBSIDIARIES
Earnings before Interest, Taxes, Depreciation and Amortization (Adjusted EBITDA)
(in thousands)

We define earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA) as net income plus: income tax expense, interest expense, depreciation and amortization, stock-based compensation, restructuring costs and asset impairments. Management believes Adjusted EBITDA is a useful indicator of our financial performance and our ability to generate cash from operating activities. Our definition of Adjusted EBITDA may not be comparable to similarly titled definitions used by other companies. The table below reconciles Adjusted EBITDA, which is a non-GAAP financial measure, to the comparable GAAP financial measure:
  Three Months Ended Trailing Twelve Months Ended
  March 30,
2024
April 1,
2023
March 30,
2024
April 1,
2023
Net (loss) income $ (7,482) $ 11,465  $ (34,234) $ 46,001 
Income tax expense (benefit) 725  5,366  (9,107) 17,437 
Interest expense 12,299  9,102  45,892  25,960 
Depreciation and amortization 17,145  17,991  71,633  68,934 
Stock-based compensation 4,117  4,639  14,333  13,729 
Restructuring costs 1
10,600  —  26,328  — 
Asset impairments —  12  660  204 
Adjusted EBITDA $ 37,404  $ 48,575  $ 115,505  $ 172,265 
 

1 Represents costs related to business restructuring actions initiated in the fourth quarter of fiscal 2023.


Free Cash Flow
(in thousands)

  Three Months Ended Trailing Twelve Months Ended
  March 30,
2024
April 1,
2023
March 30,
2024
April 1,
2023
Net cash provided by operating activities
$ 33,745  $ 18,581  $ 6,136  $ 30,161 
Subtract: Purchases of property and equipment 9,308  15,556  50,808  65,406 
Free cash flow $ 24,437  $ 3,025  $ (44,672) $ (35,245)
 

Note - Our Adjusted EBITDA calculations and Free Cash Flow data are considered non-GAAP financial measures and are not in accordance with, or preferable to, "as reported," or GAAP financial data. However, we are providing this information as we believe it facilitates analysis of the Company's financial performance by investors and financial analysts.
GAAP - generally accepted accounting principles in the U.S.


Sleep Number Announces First-quarter 2024 Results - Page 8 of 10    
SLEEP NUMBER CORPORATION AND SUBSIDIARIES
Calculation of Net Leverage Ratio under Revolving Credit Facility
(in thousands)

Our calculation of Net Leverage Ratio under Revolving Credit Facility was changed effective with the amendment of our credit facility on November 2, 2023. Prior to the amendment, the calculation included capitalized operating lease obligations based on a multiple of six times annual rent expense. The amendment replaced this line item with operating lease liabilities included in our financial statements under ASC 842. The calculations in accordance with the November 2, 2023 amendment are presented below. The prior year is presented in conformity with the November 2, 2023 amendment.
 
  Trailing Twelve Months Ended
  March 30,
2024
April 1,
2023
Borrowings under revolving credit facility $ 523,500  $ 470,600 
Outstanding letters of credit 7,147  7,147 
Finance lease obligations 300  392 
Consolidated funded indebtedness $ 530,947  $ 478,139 
Operating lease liabilities 1
424,746  436,939 
Total debt including operating lease liabilities (a) $ 955,693  $ 915,078 
Adjusted EBITDA (see above) $ 115,505  $ 172,265 
Consolidated rent expense 112,233  111,593 
Consolidated EBITDAR (b) $ 227,738  $ 283,858 
Net Leverage Ratio under revolving credit facility (a divided by b) 4.2 to 1.0 3.2 to 1.0
1Reflects operating lease liabilities included in our financial statements under ASC 842. The prior period has been updated to reflect this calculation.


Note - Our Net Leverage Ratio under Revolving Credit Facility, Adjusted EBITDA and EBITDAR calculations are considered non-GAAP financial measures and are not in accordance with, or preferable to, "as reported," or GAAP financial data. However, we are providing this information as we believe it facilitates analysis of the Company's financial performance by investors and financial analysts.
GAAP - generally accepted accounting principles in the U.S.





Sleep Number Announces First-quarter 2024 Results - Page 9 of 10    
SLEEP NUMBER CORPORATION AND SUBSIDIARIES
Calculation of Return on Invested Capital (Adjusted ROIC)
(in thousands)
 
Adjusted ROIC is a financial measure we use to determine how efficiently we deploy our capital. It quantifies the return we earn on our adjusted invested capital. Management believes Adjusted ROIC is also a useful metric for investors and financial analysts. We compute Adjusted ROIC as outlined below. Our definition and calculation of Adjusted ROIC may not be comparable to similarly titled definitions and calculations used by other companies. The tables below reconcile adjusted net operating profit after taxes (Adjusted NOPAT) and total adjusted invested capital, which are non-GAAP financial measures, to the comparable GAAP financial measures:

  Trailing Twelve Months Ended
  March 30,
2024
April 1,
2023
Adjusted net operating profit after taxes (Adjusted NOPAT)    
Operating income $ 2,550  $ 89,398 
Add: Operating lease interest 1
27,882  26,487 
Less: Income taxes 2
(7,479) (29,674)
Adjusted NOPAT $ 22,953  $ 86,211 
  
Average adjusted invested capital
Total deficit $ (445,863) $ (425,047)
Add: Long-term debt 3
523,800  470,991 
Add: Operating lease liabilities 4
424,746  436,939 
Total adjusted invested capital at end of period $ 502,683  $ 482,883 
  
Average adjusted invested capital 5
$ 505,498  $ 423,287 
  
Adjusted ROIC 6
4.5  % 20.4  %
1
Represents the interest expense component of lease expense included in our financial statements under ASC 842, Leases.
2
Reflects annual effective income tax rates, before discrete adjustments, of 24.6% and 25.6% for March 30, 2024 and April 1, 2023, respectively.
3
Long-term debt includes existing finance lease liabilities.
4
Reflects operating lease liabilities included in our financial statements under ASC 842.
5
Average adjusted invested capital represents the average of the last five fiscal quarters' ending adjusted invested capital balances.
6
Adjusted ROIC equals Adjusted NOPAT divided by average adjusted invested capital.
Note - the Company's adjusted ROIC calculation and data are considered non-GAAP financial measures and are not in accordance with, or preferable to, GAAP financial data. However, we are providing this information as we believe it facilitates analysis of the Company's financial performance by investors and financial analysts. The Company updated its Adjusted ROIC calculation effective beginning with the reporting period ended December 31, 2022, to reflect adjustments consistent with ASC 842.
GAAP - generally accepted accounting principles in the U.S.



Sleep Number Announces First-quarter 2024 Results - Page 10 of 10    
SLEEP NUMBER CORPORATION AND SUBSIDIARIES
Reported to Adjusted Statements of Operations Data Reconciliation
(in thousands, except per share amounts)


Three Months Ended
March 30, 2024 April 1, 2023
As
Reported
Restructuring Costs 1, 2
As
Adjusted
As
Reported
Operating income $ 5,542  $ 10,600  $ 16,142  $ 25,933 
Interest expense, net 12,299  —  12,299  9,102 
(Loss) income before income taxes (6,757) 10,600  3,843  16,831 
Income tax expense 725  2,512  3,237  5,366 
Net (loss) income $ (7,482) $ 8,088  $ 606  $ 11,465 
Net (loss) income per share:
Basic $ (0.33) $ 0.36  $ 0.03  $ 0.51 
Diluted $ (0.33) $ 0.36  $ 0.03  $ 0.51 
Basic Shares 22,506  22,506  22,506  22,296 
Diluted Shares 22,506  22,506  22,506  22,583 

1 Represents costs related to business restructuring actions initiated in the fourth quarter of fiscal 2023.
2 The income tax expense is calculated using the estimated U.S. federal and state statutory tax rate of 23.7%.

Note - Our "as adjusted" data is considered a non-GAAP financial measure and is not in accordance with, or preferable to, "as reported," or GAAP financial data. However, we are providing this information as we believe it facilitates year-over-year comparisons for investors and financial analysts.

GAAP - generally accepted accounting principles