XML 60 R49.htm IDEA: XBRL DOCUMENT
v3.24.0.1

Segments (Tables) | 12 Months Ended
--- | ---
Dec. 31, 2023
Segment Reporting [Abstract] |
Summary of disaggregated revenue | The following tables present disaggregated revenue for the fiscal years ended December 31, 2023, January 1, 2023, and January 2, 2022 and the key financial metrics reviewed by the CODM for the Company’s reportable segments:
|  | For the Fiscal Year Ended December 31, 2023 |
(in thousands) |  | North America |  |  | UK |  |  | Europe & ROW |  |  | Reportable Segment Total |  |  | All Other |  |  | Total |
Membership revenues |  | $ | 177,267 |  |  | $ | 104,387 |  |  | $ | 45,648 |  |  | $ | 327,302 |  |  | $ | 46,914 |  |  | $ | 374,216 |
In-House revenues |  |  | 203,083 |  |  |  | 182,363 |  |  |  | 122,359 |  |  |  | 507,805 |  |  |  | — |  |  |  | 507,805 |
Other revenues |  |  | 76,066 |  |  |  | 71,451 |  |  |  | 43,982 |  |  |  | 191,499 |  |  |  | 114,185 |  |  |  | 305,684 |
Total segment revenue |  |  | 456,416 |  |  |  | 358,201 |  |  |  | 211,989 |  |  |  | 1,026,606 |  |  |  | 161,099 |  |  |  | 1,187,705 |
Elimination of equity accounted revenue |  |  | (15,411 | ) |  |  | (7,686 | ) |  |  | (28,729 | ) |  |  | (51,826 | ) |  |  | — |  |  |  | (51,826 | )
Consolidated revenue |  | $ | 441,005 |  |  | $ | 350,515 |  |  | $ | 183,260 |  |  | $ | 974,780 |  |  | $ | 161,099 |  |  | $ | 1,135,879 |
|  | For the Fiscal Year Ended January 1, 2023 |
(in thousands) |  | North America |  |  | UK |  |  | Europe & ROW |  |  | Reportable Segment Total |  |  | All Other |  |  | Total |
Membership revenues |  | $ | 139,636 |  |  | $ | 76,603 |  |  | $ | 31,485 |  |  | $ | 247,724 |  |  | $ | 35,955 |  |  | $ | 283,679 |
In-House revenues |  |  | 193,749 |  |  |  | 166,016 |  |  |  | 87,866 |  |  | $ | 447,631 |  |  |  | — |  |  |  | 447,631 |
Other revenues |  |  | 70,658 |  |  |  | 65,010 |  |  |  | 38,408 |  |  |  | 174,076 |  |  |  | 112,102 |  |  |  | 286,178 |
Total segment revenue |  |  | 404,043 |  |  |  | 307,629 |  |  |  | 157,759 |  |  |  | 869,431 |  |  |  | 148,057 |  |  |  | 1,017,488 |
Elimination of equity accounted revenue |  |  | (14,919 | ) |  |  | (7,700 | ) |  |  | (22,655 | ) |  |  | (45,274 | ) |  |  | — |  |  |  | (45,274 | )
Consolidated revenue |  | $ | 389,124 |  |  | $ | 299,929 |  |  | $ | 135,104 |  |  | $ | 824,157 |  |  | $ | 148,057 |  |  | $ | 972,214 |
|  | For the Fiscal Year Ended January 2, 2022 |
(in thousands) |  | North America |  |  | UK |  |  | Europe & RoW |  |  | Reportable Segment Total |  |  | All Other |  |  | Total |
Membership revenues |  | $ | 94,746 |  |  | $ | 59,722 |  |  | $ | 22,074 |  |  | $ | 176,542 |  |  | $ | 21,539 |  |  | $ | 198,081 |
In-House revenues |  |  | 103,289 |  |  |  | 88,987 |  |  |  | 35,567 |  |  |  | 227,843 |  |  |  | — |  |  |  | 227,843 |
Other revenues |  |  | 42,111 |  |  |  | 30,878 |  |  |  | 22,778 |  |  |  | 95,767 |  |  |  | 70,885 |  |  |  | 166,652 |
Total segment revenue |  |  | 240,146 |  |  |  | 179,587 |  |  |  | 80,419 |  |  |  | 500,152 |  |  |  | 92,424 |  |  |  | 592,576 |
Elimination of equity accounted revenue |  |  | (13,438 | ) |  |  | (6,088 | ) |  |  | (12,496 | ) |  |  | (32,022 | ) |  |  | — |  |  |  | (32,022 | )
Consolidated revenue |  | $ | 226,708 |  |  | $ | 173,499 |  |  | $ | 67,923 |  |  | $ | 468,130 |  |  | $ | 92,424 |  |  | $ | 560,554 |
Summary of reconciliation of reportable segment adjusted EBITDA to total consolidated segment revenue |
|  | For the Fiscal Year Ended December 31, 2023 |
(in thousands) |  | North America |  |  | UK |  |  | Europe & ROW |  |  | Reportable Segment Total |  |  | All Other |  |  | Total |
Total consolidated segment revenue |  | $ | 441,005 |  |  | $ | 350,515 |  |  | $ | 183,260 |  |  | $ | 974,780 |  |  | $ | 161,099 |  |  | $ | 1,135,879 |
Total segment operating expenses |  |  | (366,328 | ) |  |  | (232,632 | ) |  |  | (177,154 | ) |  |  | (776,114 | ) |  |  | (170,967 | ) |  |  | (947,081 | )
Share of equity method investments EBITDA |  |  | 3,036 |  |  |  | 1,239 |  |  |  | 5,044 |  |  |  | 9,319 |  |  |  | — |  |  |  | 9,319 |
Reportable segments EBITDA |  |  | 77,706 |  |  |  | 119,122 |  |  |  | 11,150 |  |  |  | 207,985 |  |  |  | (9,868 | ) |  |  | 198,117 |
Unallocated corporate overhead |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (38,576 | )
Consolidated Segmental EBITDA |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 159,541 |
Depreciation and amortization |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (111,403 | )
Interest expense, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (84,136 | )
Income tax expense |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (10,811 | )
Gain (loss) on sale of property and other, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (1,038 | )
Share of income of equity method investments |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 1,900 |
Foreign exchange |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 36,196 |
Pre-opening expenses |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (18,604 | )
Non-cash rent(1) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (7,621 | )
Deferred registration fees, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 1,855 |
Share of equity method investments EBITDA |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (9,319 | )
Share-based compensation expense |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (20,230 | )
Loss on impairment of long-lived assets(2) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (47,455 | )
Other expenses, net(3) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (5,963 | )
Net loss |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | $ | (117,088 | )
(1) Includes the effect of a prior-period error correction, as discussed in Note 2, Summary of Significant Accounting Policies – Basis of Presentation. (2) During fiscal 2023, the Company recognized $47 million of impairment losses on long-lived assets (comprised of $33 million in respect of Operating lease assets and $14 million of Property and equipment, net), of which $37 million is in respect of Soho Works North America. (3) In November 2023, the Company entered into a 10-year licensing agreement with a third party to manufacture and distribute the Company’s Cowshed brand, commencing January 1, 2024. This agreement has restricted the Company’s ability to sell certain inventories it acquired prior to entering into the agreement. As such, the Company has provided in full for the $5 million of inventory it is unable to recover as a result of the entering into the agreement. This is presented within other, net in the consolidated statement of operations for Fiscal 2023.
|  | For the Fiscal Year Ended January 1, 2023 |
(in thousands) |  | North America |  |  | UK |  |  | Europe & ROW |  |  | Reportable Segment Total |  |  | All Other |  |  | Total |
Total consolidated segment revenue |  | $ | 389,124 |  |  | $ | 299,929 |  |  | $ | 135,104 |  |  | $ | 824,157 |  |  | $ | 148,057 |  |  | $ | 972,214 |
Total segment operating expenses |  |  | (318,375 | ) |  |  | (238,733 | ) |  |  | (127,702 | ) |  |  | (684,810 | ) |  |  | (161,582 | ) |  |  | (846,392 | )
Share of equity method investments EBITDA |  |  | 2,610 |  |  |  | 1,142 |  |  |  | 3,825 |  |  |  | 7,577 |  |  |  | - |  |  |  | 7,577 |
Reportable segments EBITDA |  |  | 73,359 |  |  |  | 62,338 |  |  |  | 11,227 |  |  |  | 146,924 |  |  |  | (13,525 | ) |  |  | 133,399 |
Unallocated corporate overhead |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (43,522 | )
Consolidated Segmental EBITDA |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 89,877 |
Depreciation and amortization |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (99,930 | )
Interest expense, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (71,499 | )
Income tax expense |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (5,131 | )
Gain on sale of property and other, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 390 |
Share of loss of equity method investments |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 3,941 |
Foreign exchange |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (69,600 | )
Pre-opening expenses |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (14,081 | )
Non-cash rent (1) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (7,877 | )
Deferred registration fees, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (924 | )
Share of equity method investments EBITDA |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (7,577 | )
Share-based compensation expense(2) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (22,675 | )
Other expenses, net(2) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (14,694 | )
Net loss |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | $ | (219,780 | )
(1) Includes the effect of a prior-period error correction related to the correction of the estimation of the historical operating lease liabilities. The error resulted in the overstatement of operating lease expenses, with a cumulative impact of $5 million for Fiscal 2021. The correction of this cumulative error is presented within In-House operating expenses in the consolidated statement of operations for Fiscal 2022. (2) Other expenses, net includes share-based compensation and severance expense incurred related to the departure of the former Chief Operating Officer ($4 million) and another former employee ($1 million) of the Company of $5 million for fiscal year ended January 1, 2023. This balance is reported within Share-based compensation expense in the consolidated statement of operations for the fiscal year ended January 1, 2023.
|  | For the Fiscal Year Ended January 2, 2022 |
(in thousands) |  | North America |  |  | UK |  |  | Europe & RoW |  |  | Reportable Segment Total |  |  | All Other |  |  | Total |
Total consolidated segment revenue |  | $ | 226,708 |  |  | $ | 173,499 |  |  | $ | 67,923 |  |  | $ | 468,130 |  |  | $ | 92,424 |  |  | $ | 560,554 |
Total segment operating expenses |  |  | (183,051 | ) |  |  | (145,293 | ) |  |  | (64,686 | ) |  |  | (393,030 | ) |  |  | (114,705 | ) |  |  | (507,735 | )
Share of equity method investments EBITDA |  |  | 2,289 |  |  |  | 760 |  |  |  | 1,613 |  |  |  | 4,662 |  |  |  | - |  |  |  | 4,662 |
Reportable segments EBITDA |  |  | 45,946 |  |  |  | 28,966 |  |  |  | 4,850 |  |  |  | 79,762 |  |  |  | (22,281 | ) |  |  | 57,481 |
Unallocated corporate overhead |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (40,741 | )
Consolidated Segmental EBITDA |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 16,740 |
Depreciation and amortization |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (83,613 | )
Interest expense, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (84,382 | )
Income tax benefit |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (894 | )
Gain on sale of property and other, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 6,837 |
Share of loss of equity method investments |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (2,249 | )
Foreign exchange (1) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (25,541 | )
Pre-opening expenses |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (21,294 | )
Non-cash rent |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (12,651 | )
Deferred registration fees, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (4,463 | )
Share of equity method investments EBITDA |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (4,662 | )
Share-based compensation expense |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (26,660 | )
Other expenses, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (25,882 | )
Net loss |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | $ | (268,714 | )
(1) Includes the effect of a prior-period error correction. The error relates to the correction of a consolidating adjustment for foreign currency transaction gains of $13 million in the fiscal year ended January 3, 2021 and $4 million in the fiscal year ended December 29, 2019. The correction of this error is presented within other in the consolidated statement of operations for the fiscal year ended January 2, 2022 and within foreign currency translation adjustment in the consolidated statement of comprehensive loss for the fiscal year ended January 2, 2022.
Summary of long-lived asset information by geographic area | The following table presents long-lived asset information (which includes property and equipment, net, operating lease right-of-use assets and equity method investments) by geographic area as of December 31, 2023 and January 1, 2023. Asset information by segment is not reported internally or otherwise regularly reviewed by the CODM.
|  | As of |
(in thousands) |  | December 31, 2023 |  |  | January 1, 2023 |
Long-lived assets by geography |  |  |  |  |  |
North America |  | $ | 877,071 |  |  | $ | 901,505 |
United Kingdom |  |  | 556,628 |  |  |  | 509,221 |
Europe |  |  | 317,502 |  |  |  | 297,247 |
Asia |  |  | 47,694 |  |  |  | 46,236 |
Total long-lived assets |  | $ | 1,798,895 |  |  | $ | 1,754,209 |

X
- Definition Tabular disclosure of long-lived assets, excluding financial instruments, long-term customer relationships of a financial institution, mortgage rights, deferred policy acquisition costs, and deferred tax assets, by geographic areas located in the entity's country of domicile and foreign countries in which the entity holds assets. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 41 -Subparagraph b -SubTopic 10 -Topic 280 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-41 + Details
Name: | us-gaap_LongLivedAssetsByGeographicAreasTableTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of the reconciliation of profit (loss) from reportable segments to the consolidated income (loss) before income tax expense (benefit) and discontinued operations. Includes, but is not limited to, reconciliation after income tax if income tax is allocated to the reportable segment. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-31 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 30 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30 + Details
Name: | us-gaap_ReconciliationOfOperatingProfitLossFromSegmentsToConsolidatedTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of all significant reconciling items in the reconciliation of total revenues from reportable segments to the entity's consolidated revenues. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-31 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 30 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30 + Details
Name: | us-gaap_ReconciliationOfRevenueFromSegmentsToConsolidatedTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_SegmentReportingAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration