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GameStop Corp

For the period ended Nov 2, 2024. Filed Dec 10, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Nov 2, 2024 · Filed Dec 10, 2024

GME$25.12+3.9%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-08-03; filed 2024-09-10.

0001326380-24-000109

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

Current report: 10-Q

Period ended 2024-11-02; filed 2024-12-10.

0001326380-24-000170

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

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 84 previous paragraphs and 87 current paragraphs.

42 unchanged; 33 reworded; 9 added; 5 removed; 4 previous and 3 current paragraphs rearranged.

Tables are not compared: 5 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (9)

Current report

•During the third quarter of fiscal 2024, we initiated a plan to wind down our operations in Germany, with store operations scheduled to end by the close of the fiscal year.

Current report

•On November 8, 2024, we sold our Italian subsidiary, GameStop Italy S.r.l, which operated our Italian stores and e-commerce business. The stores in Italy will continue to operate under the GameStop brand for a transition period of up to six months. We recognized impairment expense of $7.6 million on the assets during the third quarter of fiscal 2024. The proceeds and loss on the sale are expected to be immaterial to our financial results.

Current report

We also continue to explore ways to increase the size of our addressable market through new product and service offerings, including offerings in the graded collectibles category. On October 15, 2024, GameStop announced that it had entered into a collaboration with Collectors Holdings, Inc., through its Professional Sports Authenticator division ("PSA"). As part of this collaboration, GameStop became an authorized PSA dealer, and PSA provides autograph authentication and grading services for trading cards through select GameStop stores across the United States.

Current report

Net sales decreased $218.0 million, or 20.2%, for the three months ended November 2, 2024 compared to the prior year.

Current report

Net sales decreased $938.8 million, or 27.0%, for the nine months ended November 2, 2024 compared to the prior year.

Current report

During the nine months ended November 2, 2024, gross profit decreased $124.5 million, or 14.2%, compared to the prior year. The decrease in gross profit is primarily attributable to the decrease in net sales, as further outlined in the net sales commentary. Gross profit as a percentage of net sales increased to 29.5%, compared to 25.1% in the prior year. The increase in gross profit as a percentage of net sales is primarily due to a shift to higher margin product categories, specifically collectibles and preowned hardware and accessories, as well as improvements in inventory management. Sales of collectibles as a percentage of total net sales increased to 17.7% for the nine months ended November 2, 2024, compared to 15.0% in the prior year. Sales of pre-owned hardware and accessories as a percentage of total net sales increased to 12.0% for the nine months ended November 2, 2024, compared to 10.0% in the prior year.

Current report

Our effective income tax rate for the three months ended November 2, 2024 is primarily due to tax expense recognized during the third quarter in connection with our sale of property in Ireland, and in connection with an Italian tax audit.

Current report

Cash used in operating activities during the nine months ended November 2, 2024 decreased compared to the nine months ended October 28, 2023 primarily due to an increase in net income and a decrease in merchandise inventory purchases.

Current report

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). The guidance includes amendments to require public companies to provide additional disclosure about certain costs and expenses. The ASU is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this standard will have on the Company’s unaudited condensed consolidated financial statements.
Removed paragraphs (5)

Previous report

Net sales decreased $365.5 million, or 31.4%, for the three months ended August 3, 2024 compared to the prior year.

Previous report

Net sales decreased $720.8 million, or 30.0%, for the six months ended August 3, 2024 compared to the prior year.

Previous report

As of the end of the second quarter of 2024, based on our borrowing base and amounts reserved for outstanding letters of credit, total effective availability under the 2026 Revolver was $244.1 million, with no outstanding borrowings. As of August 3, 2024, outstanding standby letters of credit issued under the 2026 Revolver are $5.9 million.

Previous report

On August 27, 2024, we voluntarily terminated the 2026 Revolver, including all commitments and obligations and commitments thereunder. The termination is effective as of August 27, 2024. After giving effect to the termination, our principal sources of liquidity will be cash from operations and cash on hand.

Previous report

Cash flows used in operating activities during the six months ended August 3, 2024 was primarily due to a decrease in accounts payable and accrued liabilities, as well the impact of our net loss, partially offset by a reduction in accounts receivable and a reduction in merchandise inventory. Cash flows used in operating activities during the six months ended July 29, 2023 was primarily due to a decrease in accounts payable and accrued liabilities as well as the impact of our net loss, partially offset by a reduction in accounts receivable.
Reworded paragraphs (33)

Previous wording

We operate our business in four geographic segments: United States, Canada, Australia and Europe. Our fiscal year is composed of the 52 or 53 weeks ending on the Saturday closest to the last day of January. Fiscal 2024 consists of 52 weeks ending February 1, 2025 ("fiscal 2024"). Fiscal 2023 consisted of 53 weeks ended on February 3, 2024. All six month periods presented herein contain 26 weeks. All references to years, quarters and months relate to fiscal periods rather than calendar periods. The discussion and analysis of our results of operations refers to continuing operations unless otherwise noted. Our business, like that of many retailers, is seasonal, with the major portion of the net sales realized during the fourth quarter, which includes the holiday selling season.

Current wording

We operate our business in four geographic segments: United States, Canada, Australia and Europe. Our fiscal year is composed of the 52 or 53 weeks ending on the Saturday closest to the last day of January. Fiscal 2024 consists of 52 weeks ending February 1, 2025 ("fiscal 2024"). Fiscal 2023 consisted of 53 weeks ended on February 3, 2024. All nine month periods presented herein contain 39 weeks. All references to years, quarters and months relate to fiscal periods rather than calendar periods. The discussion and analysis of our results of operations refers to continuing operations unless otherwise noted. Our business, like that of many retailers, is seasonal, with the major portion of the net sales realized during the fourth quarter, which includes the holiday selling season.

Previous wording

As part of our efforts to achieve sustained profitability, we continue to evaluate our international assets and operations, to determine their strategic and financial fit and to eliminate redundancies and underperforming assets. During fiscal 2023, we exited our operations in Ireland, Switzerland, and Austria.

Current wording

In connection with our efforts to achieve sustained profitability, we continue to evaluate our international assets and operations, to determine their strategic and financial fit and to eliminate redundancies and underperforming assets. To date we have taken the following steps as part of this ongoing effort:

Previous wording

On December 5, 2023, the Board of Directors approved a new investment policy (the “Investment Policy”). Subsequently, on March 21, 2024, the Board of Directors unanimously authorized revisions to the Investment Policy to codify the role of certain members of the Board of Directors in overseeing the Company’s investments. In accordance with the revised Investment Policy, the Board of Directors has delegated authority to manage the Company’s portfolio of securities investments to an Investment Committee consisting of the Company’s Chairman of the Board of Directors and Chief Executive Officer, Ryan Cohen, and two independent members of the Board of Directors, together with such personnel and advisors as the Investment Committee may choose. The Company’s investments must conform to guidelines set forth in the revised Investment Policy or be approved by either the Investment Committee, by unanimous vote, or the full Board of Directors, by majority vote. Additionally, the Investment Committee may recommend to the Board of Directors further modifications to the Investment Policy from time to time.

Current wording

On December 5, 2023, the Board of Directors of the Company (the "Board") approved a new investment policy (the “Investment Policy”). Subsequently, on March 21, 2024, the Board unanimously authorized revisions to the Investment Policy to codify the role of certain members of the Board in overseeing the Company’s investments. In accordance with the revised Investment Policy, the Board has delegated authority to manage the Company’s portfolio of securities investments to an Investment Committee of the Board (the "Investment Committee") consisting of the Company’s Chairman of the Board and Chief Executive Officer, Ryan Cohen, and two independent members of the Board, together with such personnel and advisors as the Investment Committee may choose. The Company’s investments must conform to guidelines set forth in the revised Investment Policy or be approved by either the Investment Committee, by unanimous vote, or the full Board, by majority vote. Additionally, the Investment Committee may recommend to the Board further modifications to the Investment Policy from time to time.

Previous wording

The Investment Committee will direct the investment activity of the Company in public and private markets pursuant to authority granted by the Board of Directors. Depending on certain market conditions and various risk factors, Mr. Cohen or other members of the Investment Committee, each in their personal capacity or through affiliated investment vehicles, may at times invest in the same securities in which the Company invests. The Board anticipates that such investments will align the interests of the Company with the interests of related parties because it places the personal resources of such directors at risk in substantially the same manner as resources of the Company in connection with investment decisions made by the Investment Committee on behalf of the Company.

Current wording

The Investment Committee will direct the investment activity of the Company in public and private markets pursuant to authority granted by the Board. Depending on certain market conditions and various risk factors, Mr. Cohen or other members of the Investment Committee, each in their personal capacity or through affiliated investment vehicles, may at times invest in the same securities in which the Company invests. The Board anticipates that such investments will align the interests of the Company with the interests of related parties because it places the personal resources of such directors at risk in substantially the same manner as resources of the Company in connection with investment decisions made by the Investment Committee on behalf of the Company.

Previous wording

The Three and Six Months Ended August 3, 2024 Compared to the Three and Six Months Ended July 29, 2023

Current wording

The Three and Nine Months Ended November 2, 2024 Compared to the Three and Nine Months Ended October 28, 2023

Previous wording

During the three months ended August 3, 2024, net sales in our Canada, Europe, Australia, and United States segments decreased by 42.9%, 40.4%, 29.3%, and 28.2%, respectively, compared to the prior year. The decrease in consolidated net sales for the three months ended August 3, 2024 compared to the prior year was primarily attributable to a $189.3 million, or 47.7%, decline in the sale of software, a $145.8 million, or 24.4%, decline in the sale of hardware and accessories, and a $30.4 million, or 17.9%, decline in the sale of collectibles.

Current wording

During the three months ended November 2, 2024, net sales in our Canada, Europe, United States, and Australia segments decreased by 24.5%, 22.0%, 20.4%, and 12.5%, respectively, compared to the prior year. The decrease in consolidated net sales for the three months ended November 2, 2024 compared to the prior year was primarily attributable to a $162.0 million, or 28.0%, decline in the sale of hardware and accessories, a $49.5 million, or 15.4%, decline in the sale of software, and a $6.5 million, or 3.7%, decline in the sale of collectibles.

Previous wording

During the six months ended August 3, 2024, net sales in our Europe, Canada, Australia, and United States segments decreased by 38.8%, 37.7%, 30.1%, and 27.0%, respectively, compared to the prior year. The decrease in consolidated net sales for the six months ended August 3, 2024 was primarily attributable to a $288.0 million, or 39.2%, decline in the sale of software, a $366.3 million, or 27.7%, decline in the sale of hardware and accessories, and a $66.5 million, or 19.4%, decline in the sale of collectibles.

Current wording

During the nine months ended November 2, 2024, net sales in our Canada, Europe, United States, and Australia segments decreased by 33.4%, 33.1%,25.0% , and 24.9%, respectively, compared to the prior year. The decrease in consolidated net sales for the nine months ended November 2, 2024 was primarily attributable to a $337.5 million, or 31.9%, decline in the sale of software, a $528.3 million, or 27.8%, decline in the sale of hardware and accessories, and a $73.0 million, or 14.0%, decline in the sale of collectibles.

Previous wording

During the six months ended August 3, 2024, gross profit decreased $99.9 million, or 16.8%, compared to the prior year. The decrease in gross profit is primarily attributable to the decrease in net sales, as further outlined in the net sales commentary. Gross profit as a percentage of net sales increased to 29.4%, compared to 24.7% in the prior year. The increase in gross profit as a percentage of net sales is primarily due to improvements in inventory management.

Current wording

During the three months ended November 2, 2024, gross profit decreased $24.6 million, or 8.7%, compared to the prior year. Gross profit as a percentage of net sales increased to 29.9%, compared to 26.1% in the prior year. The decrease in gross profit is primarily attributable to the decrease in net sales, as further outlined in the net sales commentary. The increase in gross profit as a percentage of net sales is primarily due to a shift to higher margin product categories, specifically collectibles and preowned hardware and accessories, as well as improvements in inventory management. Sales of collectibles as a percentage of total net sales increased to 19.9% for the three months ended November 2, 2024, compared to 16.5% in the prior year. Sales of preowned hardware and accessories as a percentage of total net sales increased to 11.5% for the three months ended November 2, 2024, compared to 10.2% in the prior year.

Previous wording

During the three months ended August 3, 2024, SG&A expenses decreased $51.7 million, or 16.0%, compared to the prior year. SG&A expenses as a percentage of sales increased to 33.9%, compared to 27.7% in the prior year.

Current wording

During the three months ended November 2, 2024, SG&A expenses decreased $14.5 million, or 4.9%, compared to the prior year. SG&A expenses as a percentage of sales increased to 32.8%, compared to 27.5% in the prior year.

Previous wording

The decline in SG&A expenses for the three months ended August 3, 2024 compared to the prior year is primarily attributable to a reduction in labor-related, consulting service, and marketing costs of $41.7 million, driven by our continued focus on cost reduction efforts, and a $6.4 million benefit from legal settlements in the current year period, partially offset by $14.3 million of deferred income recognized in the prior year in connection with our NFT marketplace. Additionally, store-related costs decreased $8.4 million compared to the prior year in connection with prior year store closures, primarily in our European segment.

Current wording

The decline in SG&A expenses for the three months ended November 2, 2024 compared to the prior year is primarily attributable to a reduction in labor-related, consulting service, and marketing costs of $24.4 million, driven by our continued focus on cost reduction efforts, partially offset by $14.3 million of deferred income recognized in the prior year in connection with our NFT marketplace. Additionally, store-related costs decreased $8.4 million in the current year in connection with prior year store closures, primarily in our European segment.

Previous wording

During the six months ended August 3, 2024, SG&A expenses decreased $102.3 million, or 15.3%, compared to the prior year. SG&A expenses as a percentage of sales increased to 33.7%, compared to 27.8% in the prior year.

Current wording

During the nine months ended November 2, 2024, SG&A expenses decreased $116.8 million, or 12.1%, compared to the prior year. SG&A expenses as a percentage of sales increased to 33.4%, compared to 27.7% in the prior year.

Previous wording

The decline in SG&A expenses for the six months ended August 3, 2024 compared to the prior year is primarily attributable to a $102.7 million reduction in labor-related, consulting service, and marketing costs, driven by our continued focus on cost reduction efforts, and a $6.4 million benefit from legal settlements in the current year period, partially offset by $28.6 million of deferred income recognized in the prior year in connection with our NFT marketplace, and $10 million of accelerated depreciation expense recognized in the current year in connection with the closure of our York, Pennsylvania fulfillment facility. Additionally, store-related costs decreased $14.4 million in the current year in connection with prior year store closures, primarily in our European segment.

Current wording

The decline in SG&A expenses for the nine months ended November 2, 2024 compared to the prior year is primarily attributable to a $117.8 million reduction in labor-related, consulting service, and marketing costs, driven by our continued focus on cost reduction efforts and a $6.4 million benefit from legal settlements in the current year period, partially offset by $42.9 million of deferred income recognized in the prior year in connection with our NFT marketplace, and $10 million of accelerated depreciation expense recognized in the current year in connection with the closure of our York, Pennsylvania fulfillment facility. Additionally, store-related costs and depreciation expense decreased $14.5 million and $15.0 million, respectively, in the current year, primarily due to prior year store and facility closures.

Previous wording

The impact is primarily attributable to interest income increasing as a result of higher returns on invested cash, cash equivalents, and marketable securities, as well as return on cash received from the issuance and sale of shares of our common stock from the ATM Offering.

Current wording

During the three and nine months ended November 2, 2024, we recognized net interest income of $54.2 million and $108.6 million, respectively, compared to net interest income of $12.9 million and $34.2 million, respectively, for the three and nine months ended October 28, 2023. The impact is primarily attributable to interest income increasing as a result of higher returns on invested cash, cash equivalents, and marketable securities, as well as return on cash received from the issuance and sale of shares of our common stock from the ATM Offering.

Previous wording

We recognized income tax expense of $2.7 million for the three months ended August 3, 2024 compared to an income tax benefit of $0.2 million for the three months ended July 29, 2023. Our effective income tax rate was 15.4% for the three months ended August 3, 2024 compared to 6.7% for the three months ended July 29, 2023.

Current wording

We recognized income tax expense of $3.4 million for the three months ended November 2, 2024, compared to an income tax benefit of $1.2 million for the three months ended October 28, 2023. Our effective income tax rate was 16.3% for the three months ended November 2, 2024 compared to 27.9% for the three months ended October 28, 2023.

Previous wording

Our effective income tax rate for the three months ended August 3, 2024, as well as the three months ended July 29, 2023, are primarily due to the recognition of tax benefits on certain current period losses, partially offset by forecasted income taxes due in certain jurisdictions in which we operate.

Current wording

Our effective income tax rate for the three months ended October 28, 2023 is primarily due to the recognition of tax benefits on certain current period losses, partially offset by forecasted income taxes due in certain jurisdictions in which we operate.

Previous wording

We recognized income tax benefit of $0.7 million for the six months ended August 3, 2024 compared to an income tax benefit of $0.3 million for the six months ended July 29, 2023. Our effective income tax rate was 3.8% for the six months ended August 3, 2024 compared to 0.6% for the six months ended July 29, 2023.

Current wording

We recognized income tax expense of $2.6 million for the nine months ended November 2, 2024 compared to an income tax benefit of $1.5 million for the nine months ended October 28, 2023. Our effective income tax rate was 100.0% for the nine months ended November 2, 2024 compared to 2.6% for the nine months ended October 28, 2023.

Previous wording

Our effective income tax rate for the six months ended August 3, 2024, as well as the six months ended July 29, 2023, are primarily due to the recognition of tax benefits on certain current period losses, partially offset by forecasted income taxes due in certain jurisdictions in which we operate.

Current wording

Our effective income tax rate for the nine months ended November 2, 2024, is primarily due to tax expense recognized during the third quarter in connection with our sale of property in Ireland, and in connection with an Italian tax audit. Our effective income tax rate for nine months ended October 28, 2023, is primarily due to the recognition of tax benefits on certain current period losses, partially offset by forecasted income taxes due in certain jurisdictions in which we operate.

Previous wording

Our principal sources of liquidity are cash from operations, cash on hand, and borrowings from the capital markets, which include our revolving credit facilities. As of August 3, 2024, we had total unrestricted cash and cash equivalents on hand of $4,193.1 million, marketable securities of $11.1 million, and an additional $244.1 million of effective available borrowing capacity under our revolving credit facilities.

Current wording

Our principal sources of liquidity are cash used in operations and cash on hand. As of November 2, 2024, we had total unrestricted cash and cash equivalents on hand of $4,583.4 million and marketable securities of $32.8 million.

Previous wording

Our marketable securities are carried at fair value and include investments in certain highly-rated short-term government notes, government bills, and time deposits. Such investments with an original maturity in excess of 90 days and less than one year are classified as marketable securities.

Current wording

Our marketable securities are carried at fair value and include investments in certain highly-rated short-term government notes, government bills, and time deposits. As of November 2, 2024, the investment portfolios' aggregate balance was $32.8 million, all of which have an original maturity in excess of 90 days and less than one year and are classified as marketable securities. See Item 1, Part I, "Notes to the Consolidated Financial Statements", Note 4, "Fair Value Measurements," for additional information.

Previous wording

On December 5, 2023, the Board of Directors approved a new Investment Policy. Subsequently, on March 21, 2024, the

Current wording

On December 5, 2023, the Board approved a new Investment Policy. Subsequently, on March 21, 2024, the

Previous wording

Board of Directors amended the new Investment Policy. See "Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Investments” for more information. Gains and losses on marketable securities may fluctuate significantly from period to period in the future and could have a significant impact on the Company’s results of operations. However, the amount of gain or loss on marketable securities for any given period may have no predictive value and variations in amount from period to period may have no analytical value.

Current wording

Board amended the new Investment Policy. See "Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Investments” for more information. Gains and losses on marketable securities may fluctuate significantly from period to period in the future and could have a significant impact on the Company’s results of operations. However, the amount of gain or loss on marketable securities for any given period may have no predictive value and variations in amount from period to period may have no analytical value.

Previous wording

In fiscal 2021, the six separate unsecured term loans held by our French subsidiary, Micromania SAS, for a total of €40.0 million, were extended for five years. As of August 3, 2024, $23.4 million remains outstanding.

Current wording

In fiscal 2021, the six separate unsecured term loans held by our French subsidiary, Micromania SAS, for a total of €40.0 million, were extended for five years. As of November 2, 2024, $20.5 million remains outstanding.

Previous wording

In November 2021, we entered into a credit agreement for a secured asset-based credit facility comprised of a $500 million revolving line of credit maturing in November 2026 ("2026 Revolver"). The 2026 Revolver included a $50 million swing loan revolving sub-facility, a $50 million Canadian revolving sub-facility, and a $250 million letter of credit sublimit.

Current wording

In November 2021, we entered into a credit agreement for a secured asset-based credit facility comprised of a $500 million revolving line of credit maturing in November 2026 ("2026 Revolver"). The 2026 Revolver included a $50 million swing loan revolving sub-facility, a $50 million Canadian revolving sub-facility, and a $250 million letter of credit sublimit. On March 22, 2024, we delivered an irrevocable notice pursuant to the 2026 Revolver that reduced the $500 million revolving line of credit to $250 million. The 2026 Revolver continued to include a $50 million swing loan sub-facility, a $50 million Canadian sub-facility and a $250 million letter of credit sublimit. On August 27, 2024, we voluntarily terminated the 2026 Revolver, including all commitments and obligations thereunder.

Previous wording

Some of our vendors have requested and may continue to request credit support collateral for our inventory purchase obligations and the levels of such collateral will depend on a variety of factors including our inventory purchase levels, available payment terms for inventories, availability of borrowing capacity under our credit facilities, favorable credit terms and costs of providing collateral.

Current wording

Some of our vendors have requested and may continue to request credit support collateral for our inventory purchase obligations and the levels of such collateral will depend on a variety of factors, including our inventory purchase levels, available payment terms for inventories, favorable credit terms and costs of providing collateral.

Previous wording

Separate from the 2026 Revolver, we maintain uncommitted facilities with certain lenders that provide for the issuance of letters of credit and bank guarantees, at times supported by cash collateral. As of August 3, 2024, we had letters of credit and other bank guarantees outstanding in the amount of $9.7 million outside of the 2026 Revolver.

Current wording

We maintain uncommitted facilities with certain lenders that provide for the issuance of letters of credit and bank guarantees, at times supported by cash collateral. As of November 2, 2024, we had letters of credit and other bank guarantees outstanding in the amount of $20.2 million.

Previous wording

On May 17, 2024, we entered into an Open Market Sale Agreement SM(the “Sales Agreement”) with Jefferies LLC (the “Sales Agent”) providing for the sale by the Company of shares of our Class A common stock, par value $0.001 per share (“Common Shares”), from time to time, through the Sales Agent in connection with an “at-the-market offering” program (the “ATM Offering”). Pursuant to the prospectus supplement relating to the ATM Offering filed with the SEC on May 17, 2024 (the “May Prospectus Supplement”), we sold an aggregate of 45.0 million Common Shares for aggregate gross proceeds before commissions and offering expenses of approximately $933.4 million.

Current wording

On May 17, 2024, we entered into an Open Market Sale Agreement SM(the “Sales Agreement”) with Jefferies LLC (the “Sales Agent”) providing for the sale by the Company of shares of our Class A common stock, par value $0.001 per share (“Common Shares”), from time to time, through the Sales Agent in connection with an “at-the-market offering” program (the “ATM Offering”).

Previous wording

Pursuant to the prospectus supplement relating to the ATM Offering filed with the SEC on June 7, 2024, (the “June Prospectus Supplement”), we sold an aggregate of 75.0 million additional Common Shares for aggregate gross proceeds before commissions and offering expenses of approximately $2,137 million.

Current wording

Pursuant to the prospectus supplement relating to the ATM Offering filed with the SEC on June 7, 2024, (the “June Prospectus Supplement”), we sold an aggregate of 75.0 million additional Common Shares for aggregate gross proceeds before commissions and offering expenses of approximately $2137.0 million.

Previous wording

Cash flows used in operating activities were an outflow of $41.2 million during the six months ended August 3, 2024, compared to an outflow of $211.8 million during the six months ended July 29, 2023.

Current wording

Cash used in operating activities were an outflow of $16.6 million during the nine months ended November 2, 2024, compared to an outflow of $192.7 million during the nine months ended October 28, 2023.

Previous wording

Cash flows provided by investing activities were an inflow of $268.2 million during the six months ended August 3, 2024 compared to an outflow of $58.9 million during the six months ended July 29, 2023.

Current wording

Cash provided by investing activities were an inflow of $247.7 million during the nine months ended November 2, 2024 compared to an outflow of $53.8 million during the nine months ended October 28, 2023.

Previous wording

Cash provided by investing activities during the six months ended August 3, 2024 was primarily attributable to proceeds from the maturity of marketable securities. Cash flows used in investing activities during the six months ended July 29, 2023 was primarily attributable to purchases of marketable securities and ongoing technological investments, partially offset by proceeds from sales and maturities of marketable securities.

Current wording

Cash provided by investing activities during the nine months ended November 2, 2024 was primarily attributable to proceeds from the maturity of marketable securities and proceeds from the sale of property and equipment in our Europe segment, partially offset by purchases of marketable securities and routine capital expenditures. Cash used in investing activities during the nine months ended October 28, 2023 was primarily attributable to purchases of marketable securities and ongoing technological investments, partially offset by proceeds from sales and maturities of marketable securities, as well as proceeds from the sale of property and equipment in our Europe segment.

Previous wording

Cash flows provided by financing activities were an inflow of $3,050.2 million during the six months ended August 3, 2024 compared to an outflow of $5.5 million during the six months ended July 29, 2023.

Current wording

Cash flows provided by financing activities were an inflow of $3,445.5 million during the nine months ended November 2, 2024 compared to an outflow of $8.1 million during the nine months ended October 28, 2023.

Previous wording

Cash flows provided by financing activities during the six months ended August 3, 2024 was primarily due to net proceeds of $3,055.7 million received from the issuance of shares of our common stock in connection with the ATM Offering. Cash flows used financing activities during the six months ended July 29, 2023 was attributable to the repayments on our government-guaranteed low interest French term loans due through October 2026 and the settlement of stock-based awards.

Current wording

Cash flows provided by financing activities during the nine months ended November 2, 2024 was primarily due to net proceeds of $3,453.8 million received from the issuance of shares of our common stock in connection with the ATM Offering, partially offset by repayments on our government-guaranteed low interest French term loans due October 2022 through October 2026. Cash flows used by financing activities during the nine months ended October 28, 2023 was attributable to the repayments on our government-guaranteed low interest French term loans due October 2022 through October 2026 and the settlement of stock-based awards.

Previous wording

We did not adopt any Accounting Standard Updates (“ASU”) in the second quarter of fiscal 2024. Additionally, there are no current ASUs issued, but not adopted, that are expected to have a material impact on the Company.

Current wording

We did not adopt any Accounting Standard Updates (“ASU”) in the third quarter of fiscal 2024.
Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

•During fiscal 2023, we exited our operations in Ireland, Switzerland, and Austria.

Current report — wording carried from elsewhere

Pursuant to the prospectus supplement relating to the ATM Offering filed with the SEC on May 17, 2024 (the “May Prospectus Supplement”), we sold an aggregate of 45.0 million Common Shares for aggregate gross proceeds before commissions and offering expenses of approximately $933.4 million.

Current report — wording carried from elsewhere

Pursuant to the prospectus supplement relating to the ATM Offering filed with the SEC on September 10, 2024, (the “September Prospectus Supplement”), we sold an aggregate of 20.0 million additional Common Shares for aggregate gross proceeds before commissions and offering expenses of approximately $400.0 million.
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

During the three months ended August 3, 2024, gross profit decreased $57.1 million, or 18.7%, compared to the prior year. Gross profit as a percentage of net sales increased to 31.2%, compared to 26.3% in the prior year. The decrease in gross profit is primarily attributable to the decrease in net sales, as further outlined in the net sales commentary.

Previous report — wording carried elsewhere

During the three and six months ended August 3, 2024, we recognized net interest income of $39.5 million and $54.4 million, respectively, compared to net interest income of $11.6 million and $21.3 million for the three and six months ended July 29, 2023.

Previous report — wording carried elsewhere

As of August 3, 2024, the investment portfolios' aggregate balance was $11.1 million, all of which are recognized in marketable securities . See Item 1, Part I, "Notes to the Consolidated Financial Statements", Note 4, "Fair Value Measurements," for additional information.

Previous report — wording carried elsewhere

On March 22, 2024, we delivered an irrevocable notice pursuant to the 2026 Revolver that reduced the $500 million revolving line of credit to $250 million. The 2026 Revolver continued to include a $50 million swing loan sub-facility, a $50 million Canadian sub-facility and a $250 million letter of credit sublimit.