SEC Comment Letter 0000000000-23-001810 to Savers Value Village, Inc. (SVV)
Savers Value Village, Inc.
Date: Feb. 23, 2023 · CIK: 0001883313 · Accession: 0000000000-23-001810
AI Filing Summary & Sentiment
File numbers found in text: 333-261850
Letter
United States securities and exchange commission logo February 23, 2023 Mark Walsh Chief Executive Officer Savers Value Village, Inc. 11400 S.E. 6th Street, Suite 125 Bellevue, WA 98004 Re:Savers Value Village, Inc. Amendment No. 6 to Registration Statement on Form S-1 Filed February 8, 2023 File No. 333-261850 Dear Mark Walsh: 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 November 22, 2022 letter. Amendment No. 6 to Form S-1 Filed February 8, 2023 Recent Developments Preliminary Estimated Unaudited Financial Results for the Three Months and the Fiscal Year Ended December 31, 2022, page 18 1.Please revise to present and reconcile Adjusted EBITDA to an estimate of net income/loss, which you have previously disclosed is the nearest comparable GAAP measure. December 2022 Dividend, page 22 2.To provide additional context to investors, please discuss the business purpose of the $69.5 million and the $262.2 million dividends paid in 2022.
FirstName LastNameMark Walsh Comapany NameSavers Value Village, Inc. February 23, 2023 Page 2 FirstName LastName Mark Walsh Savers Value Village, Inc. February 23, 2023 Page 2 Capitalization, page 81 3.Please clarify if the pro forma amounts include the effects of the $31.1 million of bonuses paid in connection with the Notes Offering and the December 2022 Dividend. You may contact Tatanisha Meadows at 202-551-3322 or Doug Jones at 202-551-3309 if you have questions regarding comments on the financial statements and related matters. Please contact Jennie Beysolow at 202-551-8108 or Jennifer López Molina at 202-551-3792 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Lawrence G. Wee
Show Raw Text
United States securities and exchange commission logo
February 23, 2023
Mark Walsh
Chief Executive Officer
Savers Value Village, Inc.
11400 S.E. 6th Street, Suite 125
Bellevue, WA 98004
Re:Savers Value Village, Inc.
Amendment No. 6 to Registration Statement on Form S-1
Filed February 8, 2023
File No. 333-261850
Dear Mark Walsh:
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 November 22, 2022 letter.
Amendment No. 6 to Form S-1 Filed February 8, 2023
Recent Developments
Preliminary Estimated Unaudited Financial Results for the Three Months and the Fiscal Year
Ended December 31, 2022, page 18
1.Please revise to present and reconcile Adjusted EBITDA to an estimate of net
income/loss, which you have previously disclosed is the nearest comparable GAAP
measure.
December 2022 Dividend, page 22
2.To provide additional context to investors, please discuss the business purpose of the
$69.5 million and the $262.2 million dividends paid in 2022.
FirstName LastNameMark Walsh
Comapany NameSavers Value Village, Inc.
February 23, 2023 Page 2
FirstName LastName
Mark Walsh
Savers Value Village, Inc.
February 23, 2023
Page 2
Capitalization, page 81
3.Please clarify if the pro forma amounts include the effects of the $31.1 million of bonuses
paid in connection with the Notes Offering and the December 2022 Dividend.
You may contact Tatanisha Meadows at 202-551-3322 or Doug Jones at 202-551-3309 if
you have questions regarding comments on the financial statements and related matters. Please
contact Jennie Beysolow at 202-551-8108 or Jennifer López Molina at 202-551-3792 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Lawrence G. Wee