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United States securities and exchange commission logo
August 26, 2020
Ken C. Hicks
President and Chief Executive Officer
Academy Sports & Outdoors, Inc.
1800 North Mason Road
Katy, TX 77449
Re: Academy Sports &
Outdoors, Inc.
Amendment No. 1 to
Draft Registration Statement on Form S-1
Submitted August
13, 2020
CIK No. 0001817358
Dear Mr. Hicks:
We have reviewed your amended registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply to your
facts and
circumstances or do not believe an amendment is appropriate, please tell
us why in your
response.
After reviewing any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Unless we note
otherwise, our references to prior comments are to comments in our
August 7, 2020 letter.
Amendment No. 1 to Draft Registration Statement on Form S-1
Letter from our CEO, page iv
1. Please characterize
your statement that "[w]e have a best-in-class value offering with
localized merchandising
and marketing, and a strategic footprint that sets us apart from
our competitors" as
your belief. Please also balance your disclosure that you have
achieved positive
comparable sales, and specifically three consecutive quarters with
positive comparable
sales, with the fact that you have experienced decreases in
comparable store sales
and net sales per square foot in each of the last three fiscal years.
Please also explain, as
appropriate, the extent to which the increase in comparable sales
are due to the
substantial increase in e-commerce sales experienced during the COVID-19
pandemic. Please make
similar revisions elsewhere as appropriate.
Ken C. Hicks
Academy Sports & Outdoors, Inc.
August 26, 2020
Page 2
Summary
Who We Are, page 1
2. We note your response to our prior comment 1. Please provide us
supplementally with
support for the statement that you derived higher total revenue from
your stores in the
southern United States than any other sporting goods and outdoor
recreation retailer in this
region, as we were unable to verify this statement in the materials
previously provided.
3. We note your response to our prior comment 2. Please disclose the
metrics you use to
define a competitor as a "nearest" competitor, as it is unclear from
your definition how
you selected four particular retailers. Additionally, please also
supplementally provide
support for your fourth nearest competitor as we were unable to locate
it in the materials
provided.
Large and Loyal Customer Base, page 7
4. We note your response to our prior comment 7, which stated that your
competitors
include large format sporting goods stores and specialty outdoor
retailers (as such terms
are defined on page 95). We also note that your disclosure on page 95
that states that your
primary competitors are large format sporting goods stores and mass
general merchants.
Please revise your disclosure on pages 7 and 98 to specifically
identify your competitors
as large format sporting goods stores and specialty outdoor retailers.
Management's Discussion and Analysis
How We Assess the Performance of Our Business, page 69
5. We note your response to our prior comment 12. Please confirm how you
allocate e-
commerce sales among your comparable sales metric (i.e. equally
allocated among all
stores, allocated to the store where the item was fulfilled, or
allocated to closest physical
store if fulfilled by warehouse). Please describe whether your BOPIS
program is part of
your e-commerce sales or in store sales.
General
FirstName LastNameKen C. Hicks
6. We note your use of the term "footprint" throughout the filing,
including as a description
Comapany NameAcademy
of geographic Sports
location, store&size,
Outdoors, Inc.and product offerings.
Where appropriate,
strategy,
Augustplease revise
26, 2020 Pageto 2clarify the meaning of this term.
FirstName LastName
Ken C. Hicks
FirstName LastNameKen C. Hicks
Academy Sports & Outdoors, Inc.
Comapany
August 26, NameAcademy
2020 Sports & Outdoors, Inc.
August
Page 3 26, 2020 Page 3
FirstName LastName
You may contact Patrick Kuhn at (202) 551-3308 or Linda Cvrkel at (202)
551-3813 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Cara Wirth at (202) 551-7127 or Erin Jaskot at (202) 551-3442 with any
other questions.
Sincerely,
Division of
Corporation Finance
Office of Trade &
Services
cc: Joseph Kaufman, Esq.