0000950170-22-000709 | 10-Q | XBRL Viewer

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Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Dec. 31, 2021	Jan. 31, 2022
Cover [Abstract]
Entity Registrant Name	TUESDAY MORNING CORP/DE
Entity Central Index Key	0000878726
Document Type	10-Q
Document Period End Date	Dec. 31, 2021
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Trading Symbol	TUEM
Title of 12(b) Security	Common Stock, $0.01 par value per share
Security Exchange Name	NASDAQ
Current Fiscal Year End Date	--06-30
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Incorporation, State or Country Code	DE
Entity Shell Company	false
Entity File Number	001-40432
Entity Tax Identification Number	75-2398532
Entity Address, Address Line One	6250 LBJ Freeway
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75240
City Area Code	972
Local Phone Number	387-3562
Entity Bankruptcy Proceedings, Reporting Current	true
Entity Common Stock, Shares Outstanding		85,741,828
Document Quarterly Report	true
Document Transition Report	false

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2021	Jun. 30, 2021
Current assets:
Cash and cash equivalents	$ 4,321	$ 6,534
Restricted cash		22,321
Inventories	157,067	145,075
Prepaid expenses	5,319	5,486
Other current assets	5,149	3,385
Total Current Assets	171,856	182,801
Property and equipment, net	32,131	37,784
Operating lease right-of-use assets	178,794	193,244
Deferred financing costs	1,968	2,459
Other assets	1,686	1,596
Total Assets	386,435	417,884
Current liabilities:
Accounts payable	36,579	45,930
Accrued liabilities	45,194	46,454
Operating lease liabilities	57,838	54,632
Total Current Liabilities	139,611	147,016
Operating lease liabilities — non current	136,181	156,240
Borrowings under revolving credit facility	17,860	12,000
Long term debt (see Note 3 for amounts due to related parties)	28,448	26,374
Asset retirement obligation — non-current	1,085	1,021
Other liabilities — non-current	719	3,432
Total Liabilities	323,904	346,083
Commitments and contingencies
Stockholders’ equity:
Preferred stock, par value $0.01 per share, authorized 10,000,000 shares; none issued or outstanding
Common stock, par value $0.01 per share, authorized 200,000,000 shares; 87,549,090 shares issued and 85,765,429 shares outstanding at December 31, 2021 and 87,988,233 shares issued and 86,204,572 shares outstanding at June 30, 2021	858	862
Additional paid-in capital	308,941	305,498
Retained deficit	(240,456)	(227,747)
Less: 1,783,661 common shares in treasury, at cost, at December, 2021 and at June 30, 2021, respectively	(6,812)	(6,812)
Total Stockholders’ Equity	62,531	71,801
Total Liabilities and Stockholders’ Equity	$ 386,435	$ 417,884

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2021	Jun. 30, 2021
Stockholders’ equity:
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	87,549,090	87,988,233
Common stock, shares outstanding	85,765,429	86,204,572
Treasury stock, shares	1,783,661	1,783,661

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Net sales	$ 251,382	$ 198,625	$ 428,254	$ 360,171
Cost of sales	179,838	138,571	305,696	249,047
Gross margin	71,544	60,054	122,558	111,124
Selling, general and administrative expenses	67,662	63,348	127,939	125,418
Restructuring, impairment and abandonment charges	436	1,018	2,866	6,507
Operating income/(loss) before interest, reorganization and other income/(expense)	3,446	(4,312)	(8,247)	(20,801)
Other income/(expense):
Interest expense	(1,885)	(2,514)	(3,601)	(5,267)
Reorganization items, net	241	48,142	(1,051)	85,766
Other income, net	83	(198)	132	(192)
Other income/(expense) total	(1,561)	45,430	(4,520)	80,307
Earnings/(loss) before income taxes	1,885	41,118	(12,767)	59,506
Income tax expense/(benefit)	(9)	779	(58)	543
Net earnings/(loss)	$ 1,894	$ 40,339	$ (12,709)	$ 58,963
Net earnings/(loss) per common share:
Basic	$ 0.02	$ 0.88	$ (0.15)	$ 1.29
Diluted	$ 0.02	$ 0.88	$ (0.15)	$ 1.29
Weighted average number of common shares:
Basic	84,677	45,511	84,494	45,460
Diluted	89,398	45,511	84,494	45,460

Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Retained Deficit	Treasury Stock
Balance at Jun. 30, 2020	$ 6,935	$ 455	$ 244,021	$ (230,729)	$ (6,812)
Balance (in shares) at Jun. 30, 2020		47,341,000
Net (loss) earnings	18,624			18,624
Share-based compensation	428		428
Shares issued or canceled in connection with employee stock incentive plans and related tax effect		$ (5)	5
Shares issued or canceled in connection with employee stock incentive plans and related tax effect (in shares)		(490,000)
Balance at Sep. 30, 2020	25,987	$ 450	244,454	(212,105)	(6,812)
Balance (in shares) at Sep. 30, 2020		46,851,000
Balance at Jun. 30, 2020	6,935	$ 455	244,021	(230,729)	(6,812)
Balance (in shares) at Jun. 30, 2020		47,341,000
Net (loss) earnings	58,963
Balance at Dec. 31, 2020	66,641	$ 450	244,769	(171,766)	(6,812)
Balance (in shares) at Dec. 31, 2020		46,846,000
Balance at Sep. 30, 2020	25,987	$ 450	244,454	(212,105)	(6,812)
Balance (in shares) at Sep. 30, 2020		46,851,000
Net (loss) earnings	40,339			40,339
Share-based compensation	315		315
Shares issued or canceled in connection with employee stock incentive plans and related tax effect (in shares)		(5,000)
Balance at Dec. 31, 2020	66,641	$ 450	244,769	(171,766)	(6,812)
Balance (in shares) at Dec. 31, 2020		46,846,000
Balance at Jun. 30, 2021	$ 71,801	$ 862	305,498	(227,747)	(6,812)
Balance (in shares) at Jun. 30, 2021	86,204,572	86,205,000
Net (loss) earnings	$ (14,603)			(14,603)
Share-based compensation	1,155		1,155
Shares issued or canceled in connection with employee stock incentive plans and related tax effect	451	$ (4)	455
Shares issued or canceled in connection with employee stock incentive plans and related tax effect (in shares)		(434,000)
Balance at Sep. 30, 2021	58,804	$ 858	307,108	(242,350)	(6,812)
Balance (in shares) at Sep. 30, 2021		85,771,000
Balance at Jun. 30, 2021	$ 71,801	$ 862	305,498	(227,747)	(6,812)
Balance (in shares) at Jun. 30, 2021	86,204,572	86,205,000
Net (loss) earnings	$ (12,709)
Balance at Dec. 31, 2021	$ 62,531	$ 858	308,941	(240,456)	(6,812)
Balance (in shares) at Dec. 31, 2021	85,765,429	85,765,000
Balance at Sep. 30, 2021	$ 58,804	$ 858	307,108	(242,350)	(6,812)
Balance (in shares) at Sep. 30, 2021		85,771,000
Net (loss) earnings	1,894			1,894
Share-based compensation	1,833		1,833
Shares issued or canceled in connection with employee stock incentive plans and related tax effect (in shares)		(6,000)
Balance at Dec. 31, 2021	$ 62,531	$ 858	$ 308,941	$ (240,456)	$ (6,812)
Balance (in shares) at Dec. 31, 2021	85,765,429	85,765,000

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

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+ Details

Condensed Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net earnings/(loss)	$ (12,709,000)	$ 58,963,000
Adjustments to reconcile net income/(loss) to net cash provided by/(used in) operating activities:
Depreciation and amortization	6,806,000	8,306,000
Loss on impairment and abandonment of assets	2,126,000	5,638,000
Amortization of financing costs and interest expense	2,565,000	4,747,000
(Gain)/loss on disposal of assets	69,000	(1,429,000)
Gain on sale-leaseback		(49,639,000)
Share-based compensation	3,045,000	964,000
Gain on lease terminations		(93,264,000)
Deferred income taxes	(118,000)
Construction allowances from landlords	449,000	120,000
Change in operating assets and liabilities:
Inventories	(12,048,000)	260,000
Prepaid and other current assets	(1,597,000)	(6,715,000)
Other assets	(91,000)
Accounts payable	(9,060,000)	23,440,000
Accrued liabilities	(1,569,000)	42,673,000
Operating lease assets and liabilities	(2,729,000)	(5,914,000)
Other liabilities — non-current	(2,535,000)	1,232,000
Income taxes payable	183,000
Net cash provided by/(used in) operating activities	(27,213,000)	(10,618,000)
Cash flows from investing activities:
Capital expenditures	(3,536,000)	(1,392,000)
Proceeds from sale-leaseback		68,566,000
Proceeds from sales of assets		1,896,000
Net cash provided by/(used in) investing activities	(3,536,000)	69,070,000
Cash flows from financing activities:
Proceeds from borrowings under revolving credit facility	471,990,000	424,659,000
Repayments of borrowings under revolving credit facility	(466,130,000)	(424,759,000)
Proceeds from term loan		25,000,000
Proceeds from exercise of employee stock options	467,000
Tax payments related to vested stock awards	(12,000)
Payments on finance leases	(100,000)	(120,000)
Payment of financing fees		(3,174,000)
Net cash provided by/(used in) financing activities	6,215,000	21,606,000
Net increase/(decrease) in cash and cash equivalents and restricted cash	(24,534,000)	80,058,000
Cash and cash equivalents and restricted cash, beginning of period	28,855,000	46,676,000
Cash and cash equivalents and restricted cash, end of period	$ 4,321,000	$ 126,734,000

Nature of Operations and Significant Accounting Policies

6 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

Nature of Operations and Summary of Significant Accounting Policies

1. Nature of Operations and Significant Accounting Policies

Basis of presentation — The unaudited interim condensed consolidated financial statements herein include the accounts of Tuesday Morning Corporation and its subsidiaries (the "Company") and have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). As applicable under such regulations, certain information and footnote disclosures have been condensed or omitted. We believe the presentation and disclosures herein are adequate to make the information not misleading, and the condensed consolidated financial statements reflect all elimination entries and normal recurring adjustments which are necessary for a fair presentation of the financial position, results of operations and cash flows at the dates and for the periods presented. We do not present a condensed consolidated statement of comprehensive income as there are no other comprehensive income items in either the current or prior fiscal periods.

Our business results historically have fluctuated throughout the year and, as a result, the operating results of the interim periods presented are not necessarily indicative of the results that may be achieved for the full year. These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended June 30, 2021. The condensed consolidated balance sheet at June 30, 2021 has been derived from the audited consolidated financial statements at that date. The preparation of the condensed consolidated financial statements is in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts and related disclosures. Actual amounts could differ from those estimates.

Our fiscal year ends on June 30 and we operate our business as a single operating segment.

(A) Cash and Cash Equivalents—Cash and cash equivalents include credit card receivables and all highly liquid instruments with original maturities of three months or less. Cash equivalents are carried at cost, which approximates fair value. At December 31, 2021 and June 30, 2021, credit card receivables from third party consumer credit card providers were $2.7 million and $3.2 million, respectively. Such receivables generally are collected within one week of the balance sheet date.

(B) Restricted Cash—Restricted cash was $22.3 million, as of June 30, 2021, which was held in the Unsecured Creditor Claims Fund (defined below in Note 2).

Emergence from Chapter 11 Bankruptcy Proceedings

In response to the impacts of the COVID-19 pandemic, on May 27, 2020 (the “Petition Date”), we filed voluntary petitions (the “Chapter 11 Cases”) under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Northern District of Texas, Dallas Division (the “Bankruptcy Court”). The Chapter 11 Cases were jointly administered for procedural purposes. During the pendency of the Chapter 11 Cases, we continued to operate our businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. In accordance with orders of the Bankruptcy Court, we entered into certain debtor-in-possession financing arrangements to provide financing during the pendency of the Chapter 11 Cases. See Note 3 “Debt” below for additional information regarding these debtor-in-possession financing arrangements.

In early June 2020, in accordance with orders of the Bankruptcy Court, we commenced the process to close 132 store locations. By the end of July 2020, all of these stores were permanently closed. In mid-July 2020, we began the process to close an additional 65 stores following negotiations with our landlords, and those store closures were completed in August 2020. In total, we permanently closed 197 stores during the first quarter of fiscal 2021. In addition, we closed our Phoenix, Arizona distribution center (“Phoenix distribution center”) in the second quarter of fiscal 2021.

On November 16, 2020, the Company and its subsidiaries filed with the Bankruptcy Court a proposed Revised Second Amended Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code (the “Amended Plan”) and a proposed Amended Disclosure Statement (the “Amended Disclosure Statement”) in support of the Amended Plan describing the Amended Plan and the solicitation of votes to approve the same from certain of the Debtors’ creditors with respect to the Chapter 11 Cases. The Amended Plan and the Amended Disclosure Statement contemplated the debt financing transactions described in Note 3 below under the caption “Post-Emergence Debt Financing Arrangements,” the exchange and Rights Offering (defined in Note 12 below) and the sale-leaseback transactions described in Note 8 below.

On December 23, 2020, the Bankruptcy Court entered an order (the “Confirmation Order”) confirming the Amended Plan, with certain modifications described in the Confirmation Order (as modified and confirmed, the “Plan of Reorganization”). On December 31, 2020, all of the conditions precedent to the Plan of Reorganization were satisfied and the Company completed the debt financing and sale-leaseback contemplated in the Plan of Reorganization. However, the closing of the Rights Offering was considered a critical component to the execution of our confirmed Plan of Reorganization, therefore, we continued to apply the requirements of ASC 852 – Reorganizations until that transaction closed on February 9, 2021.

In accordance with the Plan of Reorganization, effective December 31, 2020 (the “Effective Date”), the Company’s board of directors was comprised of nine members, including five continuing directors of the Company, three new directors appointed by the Backstop Party (as defined in Note 12 below) and one director appointed by the equity committee in the Chapter 11 Cases.

Pursuant to the Plan of Reorganization, each outstanding share of the Company’s common stock as of the close of business on January 4, 2021 was exchanged for (1) one new share of the Company’s stock and (2) a share purchase right entitling the holder to purchase its pro rata portion of shares available to eligible holders in the Rights Offering described under the caption “Equity Financing under the Plan of Reorganization” in Note 7 to the condensed consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended June 30, 2021. On February 9, 2021, the Company completed the equity financing contemplated by the Plan of Reorganization.

On September 29, 2021, the U.S. Bankruptcy Court issued a final decree (the “Final Decree”) closing the Chapter 11 Cases of the Company and its subsidiaries. While the Company emerged from bankruptcy proceedings on December 31, 2020, the Chapter 11 Cases remained opened pending final resolution of all claims of general unsecured creditors. The Company was able to resolve all of the claims for approximately $14 million less than the amounts reserved and retained in the Unsecured Creditor Claim Fund. Upon entry of the Final Decree, the approximately $14 million remaining in the escrow account was returned to the Company to make a repayment on its ABL credit facility and the Chapter 11 Cases are now final.

See Note 2 regarding Bankruptcy Accounting for further discussion.

Listing

During the pendency of our bankruptcy proceedings, the Company’s common stock was delisted by the Nasdaq Stock Market, LLC (“Nasdaq”) and began trading on the OTC Pink marketplace under the symbol “TUESQ”. In January 2021, following our emergence from bankruptcy, the Company’s common stock began trading on the OTCQX market under the ticker symbol “TUEM.”

On May 24, 2021, Nasdaq approved our application for the relisting of the Company's common stock on the Nasdaq Capital Market. The Company's common stock was relisted and commenced trading on the Nasdaq Capital Market at the opening of the market on May 25, 2021, under the ticker symbol "TUEM."

Impact of the COVID-19 Pandemic

The COVID-19 pandemic has had an adverse effect on our business operations, store traffic, employee availability, financial conditions, results of operations, liquidity and cash flow. On March 25, 2020, we temporarily closed all of our 687 stores nationwide, severely reducing revenues, resulting in significant operating losses and the elimination of substantially all operating cash flow. As allowed by state and local jurisdictions, 685 of our stores gradually reopened as of the end of June 2020, and two were permanently closed during the quarter. In accordance with our bankruptcy plan of reorganization, described below, we completed the permanent closure of 197 stores in the first quarter of fiscal 2021 and the closure of our Phoenix distribution center in second quarter of fiscal 2021. In addition, as part of our restructuring, we secured financing to pay creditors in accordance with the plan of reorganization and to fund planned operations and expenditures.

Future impacts from the COVID-19 pandemic will depend on the potential further geographic spread and duration of the ongoing pandemic, the timing and extent of recovery in traffic and consumer spending in our stores, the extent and duration of ongoing impacts to domestic and international supply chains and the related impacts on the flow, availability and cost of products, the production and administration of effective medical treatments and vaccines, and the actions that may be taken by various governmental authorities and other third parties in response to the pandemic.

Accounting Pronouncement Recently Adopted

In March 2021, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (a consensus of the FASB Emerging Issues Task Force). This update is intended to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange and is effective for all entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted for all entities, including adoption in an interim period. We adopted this standard in the first quarter of fiscal 2022 and it did not result in a material impact to the Company’s condensed consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This ASU is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years, with early adoption permitted. We adopted this standard in the first quarter of fiscal 2022 and it did not result in a material impact to the Company’s condensed consolidated financial statements.

Recent Accounting Pronouncement Not Yet Adopted

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. This guidance, which became effective on March 12, 2020, and can be applied through December 31, 2022. While there has been no material effect to our financial condition, results of operations, or cash flows from reference rate reform as of December 31, 2021, we continue to monitor our contracts and transactions for potential application of this ASU.

Bankruptcy Accounting

6 Months Ended

Dec. 31, 2021

Reorganizations [Abstract]

Bankruptcy Accounting

2. Bankruptcy Accounting

Reorganizations require that the condensed consolidated financial statements, for periods subsequent to the filing of the Chapter 11 Cases, distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. During the pendency of the Chapter 11 Cases until we qualified for emergence under ASC 852, the condensed consolidated financial statements were prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets, and satisfaction of liabilities and commitments in the normal course of business and reflect the application of ASC 852. Accordingly, certain expenses, gains and losses that were realized or incurred in the bankruptcy proceedings were recorded in Reorganization items, net in our Condensed Consolidated Statements of Operations.

Pursuant to the Plan of Reorganization, an escrow account (the “Unsecured Creditor Claim Fund”) was established for the benefit of holders of allowed general unsecured claims. Upon the closing of the sale and leaseback of the Corporate Office and the Dallas Distribution Center properties and the issuance of the Term Loan (as defined in Note 3 below), net proceeds of $67.5 million, after payment of property taxes, and $18.8 million, respectively, were deposited directly into the Unsecured Creditor Claim Fund that was administered by an independent unsecured claims disbursing agent. The remaining proceeds from the Term Loan that were not deposited into the Unsecured Creditor Claim Fund were deposited into our operating account. In addition, $14.2 million of additional cash was deposited into a segregated bank account at Wells Fargo Bank and was restricted for use in paying compensation for services rendered by professionals on or after the Petition date and prior to the approval date of our Plan of Reorganization by the court (“Effective Date”) (“Wells Fargo Restricted Fund”). The closing of the Rights Offering described in Note 7 to the consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended June 30, 2021 provided approximately $40.0 million of cash that was deposited to the Unsecured Creditor Claim Fund and recorded as restricted cash. During the fiscal 2021, all services rendered by professionals were paid and the Wells Fargo Restricted Fund account was closed with all of the applicable funds disbursed. Net cash remaining of $1.9 million was deposited directly into our unrestricted cash account during the fourth quarter of fiscal 2021.

Our Plan of Reorganization was confirmed on December 23, 2020, and all listed material conditions precedent were resolved by the December 31, 2020 legal effective date of emergence as governed by the Bankruptcy Court. However, the closing of our Rights Offering was considered a critical component to the execution of our confirmed Plan of Reorganization, therefore, we continued to apply the requirements of ASC 852 until that transaction closed on February 9, 2021.

On September 29, 2021, the U.S. Bankruptcy Court issued a Final Decree closing the Chapter 11 Cases of the Company and its subsidiaries. While the Company emerged from bankruptcy proceedings on December 31, 2020, the Chapter 11 Cases remained opened pending final resolution of all claims of general unsecured creditors. The Company was able to resolve all of these claims for approximately $14 million less than the amounts reserved and retained in the Unsecured Creditor Claim Fund. Upon entry of the Final Decree, the approximately $14 million remaining in the Unsecured Creditor Claim Fund was returned to the Company to make a repayment on its ABL credit facility and the Chapter 11 Cases are now final.

Restructuring, Impairment and Abandonment Charges

Restructuring, impairment and abandonment charges for the three and six months ended December 31, 2021 and 2020, respectively are as follows (in thousands):


	Three Months Ended				Six Months Ended
	December 31,				December 31,
	2021		2020		2021		2020
Restructuring costs:
Severance and compensation related costs	$	436	$	184	$	777	$	869
Total restructuring costs	$	436	$	184	$	777	$	869

Impairment costs:
Corporate long-lived assets	$	—	$	—	$	2,089	$	—
Total impairment costs	$	—	$	—	$	2,089	$	—

Abandonment costs:
Accelerated recognition of operating right-of-use assets	$	—	$	834	$	—	$	5,638
Total abandonment costs	$	—	$	834	$	—	$	5,638

Total restructuring, impairment and abandonment costs	$	436	$	1,018	$	2,866	$	6,507

For the three months ended December 31, 2021, restructuring, impairment and abandonment cost related to $0.4 million of employee retention costs. During the six months ended December 31, 2021, restructuring, impairment and abandonment charges of $2.1 million primarily related to software abandonment charges as well as $0.8 million in severance and employee retention cost.

During the three months and six months ended December 31, 2020, restructuring, impairment and abandonment charges primarily related to our permanent store and Phoenix, Arizona distribution center closing plans of $0.8 million and $5.6 million as well as severance and employee retention cost of $0.2 million and $0.9 million, respectively. Decisions regarding store closures and the Phoenix distribution center were made in the fourth quarter of fiscal 2020, prior to filing the Chapter 11 Cases; however, the closure of the Phoenix distribution center was not completed until the second quarter of fiscal 2021.

Reorganization Items

Reorganization items included in our condensed consolidated statement of operations represent amounts directly resulting from the Chapter 11 Cases for the three and six months ended December 31, 2021 and 2020 respectively, are as follows (in thousands):


	Three Months Ended						Six Months Ended
	December 31,						December 31,
	2021			2020			2021		2020
Reorganization items, net:
Professional and legal fees	$	58		$	20,274		$	286	$	30,120
Claims related costs		(299	)		—			765		—
Gains on lease terminations, net of estimated claims					(18,777	)				(66,247	)
Gain on sale-leaseback					(49,639	)				(49,639	)
Total reorganization items, net	$	(241	)	$	(48,142	)	$	1,051	$	(85,766	)

For the three months ended December 31, 2021, reorganization items, net benefit related to $0.3 million benefit in claims related cost, offset by and $0.1 million in professional and legal fees. For the six months ended December 31, 2021, reorganization items, net charges related to $0.8 million in claims related cost and $0.3 million in professional and legal fees.

The leases for store locations related to our permanent store closure plan, as well as the lease for our Phoenix, Arizona distribution center, were rejected and the related lease liabilities were reduced to the amount of estimated claims allowable by the Bankruptcy Court, resulting in the $18.8 million and $66.2 million gains for the three and six months ended December 31, 2020, respectively. During the three months ended December 31, 2020, we executed a sale-leaseback agreement on our owned real estate as part of our Plan of Reorganization, recognizing a gain of $49.6 million (see Note 1 and Note 8), the proceeds of which, along with other sources of financing, were utilized to satisfy allowed claims and are thus categorized as a reorganization item. These gains were partially offset by professional and legal fees of $20.3 million and $30.1 million for the three months and six months ended December 31, 2020, respectively.

Debt

6 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Debt

3. Debt

Pre-Petition Financing Agreements

Through December 31, 2020, we were party to a credit agreement that provided for an asset-based, five-year senior secured revolving credit facility in the original amount of up to $180.0 million which was scheduled to mature on January 29, 2024 (the “Pre-Petition ABL Credit Agreement”). The availability of funds under the Pre-Petition ABL Credit Agreement was limited to the lesser of a calculated borrowing base and the lenders’ aggregate commitments under the Pre-Petition ABL Credit Agreement. Our indebtedness under the Pre-Petition ABL Credit Agreement was secured by a lien on substantially all of our assets.

As of December 31, 2020, we had no amounts outstanding under the Pre-Petition ABL Credit Agreement, and that agreement was terminated in connection with our legal emergence from bankruptcy.

Debtor-In-Possession Financing Agreements

On May 29, 2020, we entered into a Senior Secured Super Priority Debtor-in-Possession Credit Agreement (the “DIP ABL Credit Agreement”) among the Company, JPMorgan Chase Bank, N.A., as administrative agent, for itself and the other lenders, which provided for a super priority secured debtor-in-possession revolving credit facility in an aggregate amount of up to $100.0 million. On July 10, 2020, we entered into a Senior Secured Super Priority Debtor-In-Possession Delayed Draw Term Loan Agreement (the “DIP DDTL Agreement”) with the Franchise Group, Inc., which provided for delayed draw term loans in an amount not to exceed $25.0 million. We made no borrowings under the DIP ABL Credit Agreement or the DIP DDTL Agreement. On December 31, 2020, the DIP ABL Credit Agreement and the DIP DDTL Agreement were terminated in connection with our legal emergence from bankruptcy.

Post-Emergence Financing Arrangements

On December 31, 2020, the Company and its subsidiaries entered into a Credit Agreement (the “New ABL Credit Agreement”) with JPMorgan Chase Bank, N.A., Wells Fargo Bank, N.A. and Bank of America, N.A. (collectively, the “Lenders”) that provides for a revolving credit facility in an aggregate amount of $110.0 million (the “New ABL Facility”). The New ABL Credit Agreement includes conditions to borrowings, representations and warranties, affirmative and negative covenants, and events of default customary for financings of this type and size. The New ABL Credit Agreement requires the Company to maintain a minimum fixed charge coverage ratio if borrowing availability falls below certain minimum levels, after the first anniversary of the agreement. We are not required to be compliant per the lender agreement until after the first anniversary of the agreement.

Under the terms of the New ABL Credit Agreement, amounts available for advances would be subject to a borrowing base as described in the New ABL Credit Agreement. Under the New ABL Credit Agreement, borrowings will initially bear interest at a rate equal to the adjusted LIBOR rate plus a spread of 2.75% or the Commercial Bank Floating Bank rate plus a spread of 1.75%.

The New ABL Facility is secured by a first priority lien on all present and after-acquired tangible and intangible assets of the Company and its subsidiaries other than certain collateral that secures the Term Loan (as defined below). The commitments of the Lenders under the New ABL Facility will terminate and outstanding borrowings under the New ABL Facility will mature on December 31, 2023.

As of December 31, 2021, we had $17.9 million of borrowings outstanding under the New ABL Facility and, $14.7 million of letters of credit outstanding. We have borrowing availability of $58.0 million under the New ABL Facility, as of December 31, 2021.

On December 31, 2020, the Company, Alter Domus (US), LLC, as administrative agent, and the lenders named therein including Tensile Capital Partners Master Fund LP and affiliates of Osmium Partners, LLC, entered into a Credit Agreement (the “Term Loan Credit Agreement”) to provide a term loan of $25.0 million to the Company (the “Term Loan”).

In accordance with the Plan of Reorganization, on December 31, 2020, three new directors were selected for membership on the Board of Directors by Osmium Partners (Larkspur SPV), LP, an affiliate of Tensile Capital Partners Master Fund LP (“Tensile”) and Osmium Partners, LLC (“Osmium”). Pursuant to the Term Loan Credit Agreement, Tensile Capital Partners Master Fund, LP and affiliates of Osmium Partners, LLC., held $19.0 million and $1.0 million, respectively, of the $25.0 million outstanding Term Loan. Representatives of Osmium and Tensile both hold seats on the board and therefore Osmium and Tensile are related parties to the Company.

Pursuant to the terms of the Term Loan Credit Agreement, the Term Loan has a maturity date of December 31, 2024 and bears interest at a rate of 14% per annum, with interest payable in-kind (“PIK”). Under the terms of the Term Loan Credit Agreement, the Term Loan is secured by a second lien on the collateral securing the New ABL Facility and a first lien on certain other assets of the Company as described in the Term Loan Credit Agreement. The Term Loan is subject to optional prepayment after the first anniversary of the date of issuance at prepayment price equal to the greater of (1) the original principal amount of the Term Loan plus accrued interest thereon, and (2) 125% of the original principal amount of the Term Loan. The Term Loan is subject to mandatory prepayment in connection with a change of control of the Company as described in the Term Loan Credit Agreement. The Term Loan Credit Agreement also includes customary covenants and events of default.

The following table provides details on our Term Loan as of December 31, 2021 and June 30, 2021 (in thousands):


Term Loan
	December 31, 2021			June 30, 2021
Loan balance	$	25,000		$	25,000
Debt issuance costs		(319	)		(432	)
Accrued paid-in-kind interest		3,767			1,806
Loan balance, ending	$	28,448		$	26,374

At December 31, 2021, we are in compliance with covenants in the New ABL Facility and Term Loan.

Interest Expense

Interest expense for the three months ended December 31, 2021 was $1.9 million, and was comprised of $1.0 million in interest on the New ABL Facility and PIK interest on the Term Loan, $0.3 million amortization of financing fees, and $0.6 million commitment fees. Interest expense for the three months ended December 31, 2020 was $2.5 million from the DIP ABL Credit Agreement and the DIP Term Facility, and was comprised of $2.3 million amortization of financing fees and $0.2 million of commitment fees.

Interest expense for the six months ended December 31, 2021 was $3.6 million, and was comprised of $2.0 million in interest on the New ABL Facility and PIK interest on the Term Loan, $0.6 million amortization of financing fees, and $1.0 million commitment fees. Interest expense for the six months ended December 31, 2020 was $5.3 million from the DIP ABL Credit Agreement and the DIP Term Facility, and was comprised of $4.9 million amortization of financing fees and $0.4 million of commitment fees.

Fair Value Measurements

The fair value of our Term Loan was determined based on observable market data provided by a third party for similar types of debt which are considered Level 2 inputs within the fair value hierarchy. The carrying value of our Term Loan as of December 31, 2021 and June 30, 2021 was $28.4 million and $26.4 million, respectively. The fair value of our Term Loan as of December 31, 2021 and June 30, 2021 was $29.9 million and $29.6 million, respectively.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Revenue Recognition

6 Months Ended

Dec. 31, 2021

Revenue From Contract With Customer [Abstract]

Revenue Recognition

4. Revenue recognition

Our revenue is earned from sales of merchandise within our stores and is recorded at the point of sale and conveyance of merchandise to customers. Revenue is measured based on the amount of consideration that we expect to receive, reduced by point of sale discounts and estimates for sales returns, and excludes sales tax. Payment is due at the time of sale. We maintain a reserve for estimated returns, as well as a corresponding returns asset in “Other Assets” in the Condensed Consolidated Balance Sheets, and we use historical customer return behavior to estimate our reserve requirements. No impairment of the returns asset was identified or recorded as of December 31, 2021. Gift cards are sold to customers in our stores and we issue gift cards for merchandise returns in our stores. Revenue from sales of gift cards and issuances of merchandise credits is recognized when the gift card is redeemed by the customer, or if the likelihood of the gift card being redeemed by the customer is remote (gift card breakage). The gift card breakage rate is determined based upon historical redemption patterns. An estimate of the rate of gift card breakage is applied over the period of estimated performance and the breakage amounts are included in net sales in the Condensed Consolidated Statement of Operations. Breakage income recognized was $0.2 million and $0.1 million for the three months ended December 31, 2021 and 2020, respectively. Breakage income recognized was $0.3 million and $0.1 million for the six months ended for the six months ended December 31, 2021 and 2020, respectively. The gift card liability is included in “Accrued liabilities” in the Condensed Consolidated Balance Sheets. We will continue to evaluate whether and how store closures may affect customer behavior with respect to sales returns and gift card redemption and related breakage.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Accrued Liabilities

6 Months Ended

Dec. 31, 2021

Payables And Accruals [Abstract]

Accrued Liabilities

5. Accrued Liabilities

Accrued liabilities consisted of the following (in thousands):


	December 31,		June 30,
	2021		2021
Sales and use tax	$	5,429	$	2,698
Self-insurance reserves		9,317		9,405
Wages, benefits and payroll taxes		11,696		9,639
Property taxes		2,435		1,510
Freight and distribution		7,677		8,658
Capital expenditures		176		348
Utilities		964		1,466
Gift card liability		1,273		1,045
Reorganization expenses		82		6,337
Other expenses		6,145		5,348
Total accrued liabilities	$	45,194	$	46,454

Self-insurance reserves were primarily comprised of our worker's compensation liability reserve, followed by our medical liability reserve and general liability reserve.

Common Stock & Share-Based Incentive Plans

6 Months Ended

Dec. 31, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Common Stock & Share-Based Incentive Plans

6. Common Stock & Share-Based Incentive Plans

For a discussion of the exchange of our common stock and equity financing under the Plan of Reorganization, please see Note 7 to the consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended June 30, 2021.

Ownership Restrictions

In order to continue to assist the Company in preserving certain tax attributes (the “Tax Benefits”), the Company’s Amended and Restated Certificate of incorporation imposes certain restrictions on the transferability and ownership of the Company’s capital stock (the “Ownership Restrictions”). Subject to certain exceptions, the Ownership Restrictions restrict (i) any transfer that would result in any person acquiring 4.5% or more of our Common Stock, (ii) any transfer that would result in an increase of the ownership percentage of any person already owning 4.5% or more of our Common Stock, or (iii) any transfer during the five-year period following December 31, 2020 that would result in a decrease of the ownership percentage of any person already owning 4.5% or more of our Common Stock. Pursuant to the Company’s Amended and Restated Certificate of Incorporation, any transferee receiving shares of our Common Stock that would result in a violation of the Ownership Restrictions will not be recognized as a stockholder of the Company or entitled to any rights of stockholders. The Company’s Amended and Restated Certificate of Incorporation allows the Ownership Restrictions to be waived by the Company’s board of directors on a case by case basis. The Board of Directors has taken action to waive the restrictions with respect to sales of shares acquired in the Rights Offering by the Backstop Party.

The Ownership Restrictions will remain in effect until the earliest of (i) the repeal of Section 382 of the Internal Revenue Code or any successor statute if the board of directors determines the Ownership Restrictions are no longer necessary for preservation of the Tax Benefits, (ii) the beginning of a taxable year in which the board of directors determines no Tax Benefits may be carried forward, or (iii) such other date as shall be established by the board of directors.

Share-Based Incentive Plans

For a discussion of our share-based incentive plans, please see Note 7 to the consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended June 30, 2021.

Restricted Stock Awards/Units

The Tuesday Morning Corporation 2008 Long-Term Incentive Plan (the “2008 Plan”) and the Tuesday Morning Corporation Long-Term Incentive Plan (the “2014 Plan” and together with the 2008 Plan, the “Plans”) authorize the grant of restricted stock awards to directors, officers, key employees and certain other key individuals who perform services for us and our subsidiaries. Equity awards may no longer be granted under the 2008 Plan. Restricted stock awards are not transferable, but bear certain rights of common stock ownership including voting and dividend rights. Shares are valued at the fair market value of our common stock at the date of award. Shares may be subject to time-vesting and/or certain performance requirements. If the time-vesting and/or performance requirements are not met, the restricted shares are forfeited. The 2014 Plan also authorizes the grant of time-vesting and performance-based restricted stock units. Restricted stock units do not provide voting and dividend rights. Shares of common stock are issued upon the vesting of restricted units.

On September 15, 2021, Marc Katz was awarded 867,052 time-based and 867,052 performance-based restricted stock units as an incentive to become Principal and Chief Operating Officer and Paul Metcalf was awarded 289,017 time-based and 578,035 performance-based restricted stock units to become the Principal and Chief Merchant (the “Inducement Awards”). In addition, during the first quarter of fiscal 2022, the fiscal 2022 long-term incentive awards were approved by the Board of Directors and time-vesting and performance-based restricted stock units were granted under the 2014 Long-Term Incentive Plan. Under the Plans and the Inducement Awards, as of December 31, 2021, there were 1,088,185 shares of restricted stock awards and 8,430,397 restricted stock units outstanding with award vesting periods, both performance-based and service-based, of one to five years and a weighted average grant date fair value of $1.62 and $2.42 per share, respectively.

The following table summarizes the activity of time-vesting restricted stock units, performance-based restricted stock units, time-vesting restricted stock awards and performance-based restricted stock awards for the six months ended December 30, 2021:


	Time and Performance-Based Restricted Stock Units Number of Shares			Weighted- Average Fair Value at Date of Grant		Time and Performance-Based Restricted Stock Awards Number of Shares			Weighted- Average Fair Value at Date of Grant
Outstanding at June 30, 2021		3,021,924		$	2.83		1,708,368		$	1.94
Granted during the year		5,491,621			2.21		—			—
Vested during the year		(57,693	)		3.25		(216,296	)		2.18
Forfeited during the year		(25,455	)		2.72		(403,887	)		2.69
Outstanding at December 31, 2021		8,430,397		$	2.42		1,088,185		$	1.62

As of December 31, 2021, there were 6,693,401 unvested performance-based restricted stock awards and performance-based restricted stock units to be settled in stock.

Cash Settled Awards

We have granted stock-based awards to certain employees, which vest over a period of three to four years, and will be settled in cash (“cash settled awards”). Both performance-based and time-based awards were granted. Except for the performance based awards which have been deemed unlikely to vest, the fair value of the cash settled awards at each reporting period is based on the price of our common stock. The fair value of the cash settled awards will be re-measured at each reporting period until the awards are settled.

The following table summarizes the activity of cash settled awards based on their initial grant date values for the six months ended December 31, 2021:


	Performance-Based		Service-Based			Total
Outstanding at June 30, 2021		143,675		547,698			691,373
Granted during the year		—		503,673			503,673
Vested during the year		—		(177,719	)		(177,719	)
Forfeited during the year		—		(86,905	)		(86,905	)
Outstanding at December 31, 2021		143,675		786,747			930,422

The liability associated with the cash settled awards was $0.7 million and $1.7 million at December 31, 2021 and June 30, 2021, respectively.

Share-based Compensation Costs

Share-based compensation costs consisted of the following (in thousands):


	Three Months Ended December 31,						Six Months Ended December 31,
	2021			2020			2021			2020
Amortization of share-based compensation during the period	$	1,834		$	315		$	2,989		$	744
Amounts capitalized in ending inventory		(371	)		(74	)		(610	)		(166	)
Amounts recognized and charged to cost of sales		409			141			666			386
Amounts charged against income for the period before tax	$	1,872		$	382		$	3,045		$	964

Commitments and Contingencies

6 Months Ended

Dec. 31, 2021

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

7. Commitments and contingencies

Information related to the Chapter 11 Cases that were filed on May 27, 2020 is included in Notes 1 and 2 above.

Like many retailers, the Company has been named in a potential class or collective actions on behalf of groups alleging violations of federal and state wage and hour and other labor statutes, and other statutes. In the normal course of business, we are also party to representative claims under the California Private Attorneys’ General Act and various other lawsuits and regulatory proceedings including, among others, commercial, product, product safety, employee, customer, intellectual property and other claims. Actions against us are in various procedural stages. Many of these proceedings raise factual and legal issues and are subject to uncertainties. In addition, we are involved in legal and governmental proceedings as part of the normal course of our business. Reserves have been established when a loss is considered probable and are based on management’s best estimates of our potential liability in these matters. These estimates have been developed in consultation with internal and external counsel and are based on a combination of litigation and settlement strategies. Management believes that such litigation and claims will be resolved without material effect on our financial position or results of operations.

Leases

6 Months Ended

Dec. 31, 2021

Leases [Abstract]

Leases

8. Leases

We conduct substantially all operations from leased facilities. Our retail store locations, our corporate office and our distribution center are under operating leases that will expire over the next 1 to 10 years. Many of our leases include options to renew at our discretion. We include the lease renewal option periods in the calculation of our operating lease assets and liabilities when it is reasonably certain that we will renew the lease. We also lease certain equipment under finance leases that generally expire within 4 years.

In accordance with the Plan of Reorganization, on December 31, 2020, we sold our corporate office and Dallas distribution center properties and leased back those facilities. The lease of the corporate office is for a term of 10 years, and the lease of the distribution center is for an initial term of two and one-half years, with an option to extend the distribution center lease for one additional year. We believe it is reasonably certain the option to extend will be exercised. We determined the sale price represented the fair value of the underlying assets sold and have no continuing involvement with the properties sold other than a normal leaseback. The consideration received for the sale, as reduced by the closing and transaction costs, was $68.5 million, and the net book value of the properties sold was $18.9 million, resulting in a $49.6 million gain, which was recognized as of December 31, 2020. Cash proceeds, net of property taxes, were deposited directly into the Unsecured Creditor Claim Fund (See Note 2).

The two leases, associated with the transaction, were recorded as operating leases. As of December 31, 2021, we will pay approximately $8.1 million in fixed rents and in-substance fixed rents, over the remaining lease term for the corporate office and we will pay approximately $11.1 million in fixed rents and in-substance fixed rents for the Dallas distribution center property over the remaining lease term, including the one-year option period as noted above. Fixed rents and in-substance fixed rents for each lease were discounted using the incremental borrowing rate we established for the respective term of each lease.

In accordance with ASC 842, we determine whether an agreement contains a lease at inception based on our right to obtain substantially all of the economic benefits from the use of the identified asset and the right to direct the use of the identified asset. Lease liabilities represent the present value of future lease payments and the right-of-use (“ROU”) assets represent our right to use the underlying assets for the respective lease terms.

The operating lease liability is measured as the present value of the unpaid lease payments and the ROU asset is derived from the calculation of the operating lease liability. As our leases do not generally provide an implicit rate, we use our incremental borrowing rate as the discount rate to calculate the present value of lease payments. The incremental borrowing rate represents an estimate of the interest rate that would be required to borrow over a similar term, on a collateralized basis in a similar economic environment.

Rent escalations occurring during the term of the leases are included in the calculation of the future minimum lease payments and the rent expense related to these leases is recognized on a straight-line basis over the lease term. In addition to minimum lease payments, certain leases require payment of a proportionate share of real estate taxes and certain building operating expenses allocated on a percentage of sales in excess of a specified base. These variable lease costs are not included in the measurement of the ROU asset or lease liability due to unpredictability of the payment amount and are recorded as lease expense in the period incurred. The ROU asset is adjusted to account for previously recorded lease-related expenses such as deferred rent and other lease liabilities.

Our lease agreements do not contain residual value guarantees or significant restrictions or covenants other than those customary in such arrangements.

The components of lease cost are as follows (in thousands):


	Three Months Ended				Six Months Ended
	December 31,				December 31,
	2021		2020		2021		2020
Operating lease cost	$	17,051	$	19,434	$	33,579	$	34,473
Variable lease cost		2,426		3,022		4,698		6,978
Finance lease cost:
Amortization of right-of-use assets		67		49		100		122
Interest on lease liabilities		1		1		1		7
Total lease cost	$	19,545	$	22,506	$	38,378	$	41,580

The table below presents additional information related to the Company’s leases:


	As of December 31, 2021
Weighted average remaining lease term (in years)
Operating leases		4.3
Finance leases		0.2
Weighted average discount rate
Operating leases	8.8%
Finance leases	2.6%

Other information related to leases, including supplemental disclosures of cash flow information, is as follows (in thousands):


	Six Months Ended December 31, 2021		Six Months Ended December 31, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	34,477	$	31,218
Operating cash flows from finance leases		1		7
Financing cash flows from finance leases		100		120
Right-of-use assets obtained in exchange for operating lease liabilities		10,111		(106,180	)

Maturities of lease liabilities were as follows as of December 31, 2021 (in thousands):


	Operating Leases		Finance Leases		Total
Fiscal year:
2022 (remaining)	$	35,975	$	24	$	35,999
2023		63,638		—		63,638
2024		48,887		—		48,887
2025		33,527		—		33,527
2026		20,836		—		20,836
2027		14,452		—		14,452
Thereafter		15,353		—		15,353
Total lease payments	$	232,668	$	24	$	232,692
Less: Interest		38,649		1		38,650
Total lease liabilities	$