Leases

9 Months Ended

Oct. 31, 2024

The Company has operating leases on real property, equipment, and automobiles, expiring at various dates through the fiscal year 2031. The Company determines if an arrangement is a lease at inception and assesses classification of the lease at commencement. The Company's lease terms include options to extend or terminate the lease only when it is reasonably certain that we exercise that option. All of the Company’s leases are classified as operating leases. The Company uses the implicit rate when readily determinable, or the incremental borrowing rate. Our incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments using Company specific credit spreads. The Company’s lease terms include options to extend or terminate the lease only when it is reasonably certain that we will exercise that option. Lease expense for our operating leases is recognized on a straight-line basis over the lease term.

The Company has an operating lease for its corporate office and manufacturing and distribution facility located in Torrance, California, currently with a remaining lease term through September 2030. The Company leases equipment under a 5-year operating lease arrangement. The Company has the option of buying the assets at the end of the lease period at a price that does not result in the Company being reasonably certain of exercising the option. In addition, the Company leases trucks and automobiles under operating leases that include certain fleet management and maintenance services. Certain of the leases contain renewal or purchase options and require payment for property taxes and insurance. The Company records lease expense on a straight-line basis based on the contractual lease payments. The Company recognizes the present value of the future lease commitments as an operating lease liability, and a corresponding right-of-use asset (“ROU asset”), net of tenant allowances. Tenant improvements and related tenant allowances are recorded as a reduction to the ROU asset. The Company elected to account for leases with an original term of 12 months or less that do not contain a purchase option as short-term leases. Additionally, certain of the leases provide for variable payment for property taxes, insurance, and common area maintenance payments, among others. The Company recognizes variable lease expenses for these leases in the period incurred. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants.

The quantitative information regarding our leases is as follows:


	Three Months Ended				Nine Months Ended
	10/31/2024		10/31/2023		10/31/2024			10/31/2023
	(In thousands, except lease term and discount rate)
Operating lease cost	$	2,341	$	1,278	$	5,183		$	3,828
Short-term lease cost	172		119		406			307
Sublease income	(10)		(10)		(30)			(30)
Variable lease cost	4		252		622			673
Total lease cost	$	2,507	$	1,639	$	6,181		$	4,778

Other operating leases information:
Cash paid for amounts included in the measurement of lease liabilities					$	4,881		$	4,345
Right-of-use assets obtained in exchange for new lease liabilities (a)					$	34,309		$	364
Weighted-average remaining lease term (years)					5.7			1.5
Weighted-average discount rate					9.80		%	6.36		%

Minimum future lease payments for operating leases in effect as of October 31, 2024, are as follows:


	Operating Lease
For the year ending January 31,	(In thousands)
Remaining of 2025	$	1,641
2026	5,242
2027	9,539
2028	9,308
2029	9,587
Thereafter	16,739
Remaining balance of lease payments	52,056

Short-term lease liabilities	863
Long-term lease liabilities	37,380
Total lease liabilities	38,243

Difference between undiscounted cash flows and discounted cash flows	$	13,813

(a) On July 23, 2024, the Company entered into a new lease agreement (the “Lease”) with Starboard Distribution Center, LLC which extends the Company’s tenancy at its 560,000 sq. ft. office, manufacturing and warehouse facility in Torrance, California. The Lease extends the tenancy for 65 months, covering the period from May 1, 2025 through September 30, 2030. Under the Lease, the monthly base rent will be abated for the initial 5-month period from May 1, 2025 to September 30, 2025, then is set at $726,700 for October 1, 2025 through April 30, 2026, with subsequent increases of 3.5% every 12 months thereafter. The Lease also provides for a tenant improvement allowance of up to $1.7 million to be used by December 31, 2026. The Landlord has the right to terminate the Lease upon customary events of default. In connection with this lease agreement, in the second quarter ended July 31, 2024, the Company recorded approximately $33.0 million (the present value of the future lease commitments) as an operating lease liability, and a corresponding ROU asset.