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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.

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