10-Q: Torrid Holdings Reports Steep Decline in Q1 Profit and Sales Amidst Legal Challenges

• Net sales for the three months ended May 3, 2025, decreased by $13.8 million, or 4.9%, to $266.0 million, compared to $279.8 million for the same period in the prior year.
• Gross profit declined by $14.0 million, or 12.1%, to $101.4 million, with gross margin as a percentage of net sales decreasing by 3.2 percentage points to 38.1%.
• Net income for the quarter fell by 51.2% to $5.9 million, down from $12.2 million in the prior year's comparable period.
• Adjusted EBITDA decreased by 40.4% to $27.1 million, compared to $38.2 million in the first quarter of fiscal year 2024.
• The company reported net cash used in operating activities of $18.0 million for the current quarter, a significant shift from net cash provided by operating activities of $27.6 million in the prior year.
• Comparable sales showed an improvement in trend, declining by 4% in Q1 2025 compared to a 9% decline in Q1 2024.
• The total number of stores decreased by 26, or 4.0%, to 632 stores as of May 3, 2025, from 658 stores as of May 4, 2024.
• Marketing expenses increased by $2.5 million, or 19.9%, to $15.4 million, primarily due to increased social media spend, retargeting, and photographic production.
• The company is involved in multiple class action lawsuits, including allegations of misleading pricing practices and a data security breach.

Score: 3

Explanation: The sentiment is negative due to significant year-over-year declines in key financial metrics including net sales, gross profit, net income, and Adjusted EBITDA. The shift to negative cash flow from operations is a major concern. While comparable sales showed a less severe decline, the overall financial performance indicates substantial headwinds and challenges, compounded by ongoing legal proceedings.

• Comparable sales decline improved to 4% in Q1 2025 from 9% in Q1 2024, indicating a slower rate of sales contraction.
• Selling, general and administrative expenses decreased by $6.5 million, or 8.4%, and as a percentage of net sales, decreased by 1.0 percentage point, reflecting cost management efforts.
• Interest expense decreased by $1.2 million due to a lower balance on the Amended Term Loan Credit Agreement.
• Net cash used in investing activities decreased to $2.5 million from $7.0 million, primarily due to fewer new store openings.
• Total stockholders deficit was reduced to $(183.8) million as of May 3, 2025, from $(191.1) million as of February 1, 2025.

• Net sales decreased by 4.9% year-over-year, indicating a contraction in revenue.
• Gross profit decreased by 12.1%, and the gross margin percentage declined by 3.2 percentage points, suggesting pressure on profitability from merchandise costs and sales mix.
• Net income plummeted by 51.2%, reflecting significant challenges in profitability.
• Adjusted EBITDA decreased by 40.4%, indicating a substantial decline in core operating performance.
• The company shifted from generating $27.6 million in cash from operating activities in Q1 2024 to using $18.0 million in Q1 2025, signaling a deterioration in operational cash generation.
• Cash and cash equivalents significantly decreased to $23.7 million as of May 3, 2025, from $48.5 million as of February 1, 2025.
• Marketing expenses increased by 19.9%, and as a percentage of net sales, increased by 1.2 percentage points, indicating higher customer acquisition costs relative to sales.
• The total number of stores decreased by 26, or 4.0%, which could reflect a shrinking physical footprint or strategic closures.

• Changes in consumer spending and general economic conditions, including inflationary pressures, could adversely impact financial results.
• Interruption of merchandise flow from international manufacturers, particularly from China, due to duties, tariffs, or supply chain constraints.
• Negative impact on interest expense due to high interest rates on variable-rate debt.
• Adverse impact of rulemaking changes by the Consumer Financial Protection Bureau on income streams and profitability.
• Ability to identify and respond to new and changing product trends and customer preferences is crucial for maintaining brand relevance.
• Increased competition from other brands and retailers could erode market share and profitability.
• Reliance on third parties to drive traffic to the company's website and the success of shopping centers where stores are located are external dependencies.
• Dependence upon independent third parties for the manufacture of all merchandise and potential availability constraints or price volatility in raw materials.
• Shortages of inventory, delayed shipments, or harm to reputation due to difficulties or shut-down of the distribution facility.
• System security risk issues, including unauthorized disclosure of sensitive information through breaches of computer systems, could disrupt operations and lead to liability.
• Failure to comply with federal and state laws and regulations related to privacy, data protection, advertising, and consumer protection.
• Ongoing and potential future litigation, including class action lawsuits related to pricing practices and data security, could result in significant losses.
• Substantial indebtedness and lease obligations impose restrictions on current and future operations.
• Failure to maintain adequate internal control over financial reporting could lead to financial misstatements.

Torrid Holdings Inc. plans to continue investing in its brand, with a specific focus on growing brand awareness, customer engagement, and conversion through targeted performance and brand marketing. The company anticipates that operating expenses will grow as it increases spending on advertising and marketing and hires additional personnel across various functions. It is also strategically working to expand and rebalance its store footprint, aiming for an optimal split between malls and outdoor centers. Management believes these investments will increase customer loyalty and yield positive financial performance in the long term.

• "Our success is impacted not only by efficient and profitable customer acquisition, but also by our ability to retain customers and encourage repeat purchases."
• "Customers that shop across multiple channels purchase from us more frequently and spend approximately 3.5 times more per year than our single-channel customer."
• "We have encountered inflation on our wages, transportation and product costs, and a material increase in these costs without any meaningful offsetting price increases may reduce our future profits."
• "We intend to continue investing in our brand, with a specific focus on growing brand awareness, customer engagement, and conversion through targeted investments in performance and brand marketing."
• "We are strategically working to expand and rebalance our store footprint, aiming for an optimal split between malls and outdoor centers."
• "We believe that such investments will increase the number and loyalty of our customers and, as a result, yield positive financial performance in the long term."
• "We believe that cash generated from operations and the availability of borrowings under our ABL Facility or other financing arrangements will be sufficient to meet working capital requirements and anticipated capital expenditures for at least the next 12 months."

Torrid operates as a direct-to-consumer brand specializing in apparel, intimates, and accessories for curvy women (sizes 10 to 30) in North America. The company highlights its differentiation by focusing on this specific demographic with fashionable, comfortable, and affordable options, aiming to stand out from brands that often overlook plusand mid-size consumers. The report acknowledges broader industry challenges such as increased competition, recent historic high rates of inflation leading to softening consumer demand, and the impact of government actions like tariffs on merchandise costs. Torrid notes a structural cost advantage due to a lack of significant net sales seasonality compared to other retail peers.

• N
• A

• **Shareholders**: Experienced a significant decline in net income and earnings per share, and a shift to negative cash flow from operations, which could negatively impact stock valuation. However, the total stockholders deficit was reduced.
• **Customers**: May be impacted by ongoing class action lawsuits concerning pricing practices and data security, potentially affecting trust and brand perception. The company continues to focus on providing fashionable, comfortable, and affordable options for its target demographic.
• **Employees**: The decrease in store count by 26 stores suggests potential impacts on store-level employment. The report also mentions a decrease in store and e-Commerce payroll costs and severance costs for certain key management positions.
• **Creditors**: The company remains compliant with covenants under its ABL Facility and Amended Term Loan Credit Agreement, and has slightly reduced its net noncurrent debt, indicating continued ability to manage debt obligations.
• **Suppliers**: Continued engagement with related-party suppliers, such as MGF Sourcing US, LLC, indicates stable supply chain relationships within the Sycamore ecosystem.

• Continue investing in brand awareness, customer engagement, and conversion through targeted performance and brand marketing.
• Expand and rebalance the store footprint, aiming for an optimal split between malls and outdoor centers.
• Make investments to improve the customer experience both in-store and online.
• Vigorously defend against ongoing class action lawsuits related to pricing practices and data security.

• A class action complaint, Crystal Jillson and Carmen Perez v. Torrid LLC, was filed in April 2024, alleging misleading and unlawful pricing, sales, and discounting practices. A proposed settlement agreement was entered in May 2025, subject to court approval, with an accrued legal liability of $4.0 million.
• The company is a defendant in six pending class action lawsuits, consolidated into a single complaint on April 28, 2025, alleging failure to employ adequate security measures to protect data following a potential unauthorized access observed in October 2024. The company intends to vigorously defend itself.
• A class action complaint, Leslie Cruz v. Torrid LLC, was filed in February 2025, alleging website terms violate California's Yelp Law. The complaint was amended in May 2025 to also include allegations of misleading and unlawful pricing, sales, and discounting practices. The company intends to vigorously defend itself.

• Hot Topic Inc. (indirectly controlled by Sycamore affiliates) charged Torrid $0.5 million for real estate leasing and construction management services in Q1 2025, with $0.6 million owed as of May 3, 2025.
• Torrid charged Hot Topic $0.1 million for information technology services in Q1 2025, with $0.1 million owed to Torrid as of May 3, 2025.
• Torrid owed Hot Topic $0.1 million for pass-through expenses incurred on Torrid's behalf as of May 3, 2025.
• MGF Sourcing US, LLC (indirectly controlled by Sycamore affiliates) supplied merchandise, with $8.0 million included in cost of goods sold in Q1 2025. Torrid owed MGF Sourcing US, LLC $7.3 million as of May 3, 2025.
• HU Merchandising, LLC (a Hot Topic subsidiary) supplied merchandise, with nominal cost of goods sold in Q1 2025. No amount was due as of May 3, 2025.

• April 2024: Class action complaint filed in the United States District Court for the Central District of California captioned Crystal Jillson and Carmen Perez v. Torrid LLC, alleging misleading and unlawful pricing, sales, and discounting practices.
• October 2024: Company notified by a third-party vendor of potentially unauthorized access to data stored in a data warehouse, leading to six pending class action lawsuits.
• February 1, 2025: End of fiscal year 2024.
• February 2025: Class action complaint filed in the Superior Court of the State of California captioned Leslie Cruz v. Torrid LLC, alleging website terms violate California's Yelp Law.
• February 25, 2025: United States District Court of the Central District of California granted a motion to consolidate the six data breach lawsuits.
• April 28, 2025: Plaintiffs filed a single consolidated class action complaint for the data breach lawsuits.
• May 3, 2025: End of the first quarterly period for fiscal year 2025.
• May 2025: Company entered into a proposed settlement agreement to resolve the Crystal Jillson and Carmen Perez v. Torrid LLC matter, subject to court approval.
• May 2025: The Leslie Cruz v. Torrid LLC complaint was amended to also allege misleading and unlawful pricing, sales and discounting practices.
• June 1, 2025: Approximately 105,020,625 shares of the registrant's common stock outstanding.
• June 9, 2025: Date the Quarterly Report on Form 10-Q was signed.
• June 14, 2026: Maturity date for the ABL Facility.
• June 14, 2028: Maturity date for the Amended Term Loan Credit Agreement.
• January 31, 2026: End of fiscal year 2025.
• December 15, 2026: Effective date for ASU 2024-03 (Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures) for annual periods.
• December 15, 2027: Effective date for ASU 2024-03 for interim reporting periods.