0001468327-24-000114 | 10-K | XBRL Viewer

Ending balance (in shares) at Jan. 31, 2022

(211.8)

^[1]

3,151,838

Ending balance at Jan. 31, 2022

71.1

$ 0.0

872.3

(801.2)

Redeemable preferred stock ending balance (in shares) at Jan. 31, 2023

Redeemable preferred stock ending balance at Jan. 31, 2023

$ 0.0

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Stock issued under stock incentive plan (in shares)

^[1]

99,300

Stock issued under stock incentive plan

0.0

Issuance of warrants

6.9

Share-based compensation expense

25.4

Ending balance (in shares) at Jan. 31, 2023

(138.7)

^[1]

3,251,138

Ending balance at Jan. 31, 2023

(35.3)

$ 0.0

904.6

(939.9)

Redeemable preferred stock ending balance (in shares) at Jan. 31, 2024

Redeemable preferred stock ending balance at Jan. 31, 2024

$ 0.0

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Stock issued under stock incentive plan (in shares)

^[1]

294,377

Stock issued under stock incentive plan

0.0

Share-based compensation expense

26.2

Ending balance (in shares) at Jan. 31, 2024

(113.2)

^[1]

3,545,515

Ending balance at Jan. 31, 2024

$ (122.3)

$ 0.0

$ 930.8

$ (1,053.1)

[1]	mounts have been adjusted to reflect the 1-for-20 reverse stock split that became effective on April 2, 2024. See Note 2, “Summary of Significant Accounting Policies” and Note 13, “Stockholders’ Equity” for additional details. Redeemable Preferred Stock is stated at original share amounts.

Share-based Compensation Plans - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023
Weighted Average Exercise Price
Balances, Beginning (in usd per share)	$ 146.60
Granted (in usd per share)	0
Exercised (in usd per share)	0
Forfeited (in usd per share)	145.20
Balances, Ending (in usd per share)	157.80	$ 146.60
Exercisable (in usd per share)	$ 155.40
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted Average Remaining Contractual Term, Outstanding (in years)	4 years 9 months 14 days	6 years 4 months 13 days
Exercisable, Weighted Average Remaining Contract Term (in years)	4 years 8 months 12 days
Aggregate Intrinsic Value	$ 0.0	$ 0.4
Exercisable, Aggregate Intrinsic Value	$ 0.0
2019 Plan
Number of Shares
Balances Beginning (shares)	402,756
Granted (in shares)	0
Exercised (in shares)	0
Forfeited (in shares)	(360,143)
Balances, Ending (in shares)	42,613	402,756
Exercisable (in shares)	39,383

Fixed and Intangible Assets, Net - Fixed and Intangible Assets (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Property, Plant and Equipment [Line Items]
Financing lease ROU assets	$ 2.6	$ 2.2
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	115.3	113.8
Less accumulated depreciation	(79.6)	(69.1)
Fixed assets, net	35.7	44.7
Less accumulated amortization	(18.9)	(16.8)
Intangible assets, net	3.4	4.1
Software assets
Property, Plant and Equipment [Line Items]
Software assets	22.3	20.9
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	54.5	53.8
Machinery and equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	46.8	45.9
Reusable packaging
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	2.9	3.5
Computer hardware
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	4.5	4.5
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 4.0	$ 3.9

Consolidated Statements of Operations - USD ($)
$ in Millions

12 Months Ended

Jan. 31, 2024

Jan. 31, 2023

Jan. 31, 2022

Revenue:

Subscription and Reserve rental revenue

$ 264.9

$ 268.6

$ 185.8

Other revenue

33.3

27.8

17.5

Total revenue, net

298.2

296.4

203.3

Costs and expenses:

Fulfillment

86.0

92.2

61.9

Technology

49.1

55.4

45.3

Marketing

31.2

35.1

26.5

General and administrative

101.6

109.0

104.4

Rental product depreciation and revenue share

92.5

84.2

71.7

Other depreciation and amortization

14.7

16.4

19.4

Restructuring charges

2.0

2.4

0.0

Loss on asset impairment related to restructuring

1.1

5.3

0.0

Total costs and expenses

378.2

400.0

329.2

Operating loss

(80.0)

(103.6)

(125.9)

Interest income / (expense), net

(33.7)

(36.8)

(53.0)

Gain / (loss) on warrant liability revaluation, net

0.0

(24.9)

Gain / (loss) on debt extinguishment, net

0.0

(12.2)

Other income / (expense), net

0.7

1.5

3.9

Net loss before income tax benefit / (expense)

(113.0)

(138.9)

(212.1)

Income tax benefit / (expense)

(0.2)

0.2

0.3

Net loss per share attributable to common stockholders, basic (usd per share)

$ (113.2)

$ (138.7)

$ (211.8)

^[1]

$ (33.12)

$ (43.17)

$ (170.30)

Net loss per share attributable to common stockholders, diluted (usd per share)

^[1]

$ (33.12)

$ (43.17)

$ (170.30)

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares)

^[1]

3,418,382

3,212,746

1,243,703

Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares)

^[1]

3,418,382

3,212,746

1,243,703

[1]	Amounts have been adjusted to reflect the 1-for-20 reverse stock split that became effective on April 2, 2024. See Note 2, “Summary of Significant Accounting Policies” and Note 13, “Stockholders’ Equity” for additional details.

Commitment and Contingencies	12 Months Ended
Commitment and Contingencies	Jan. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Company had restricted cash balances for cash collateralized standby letters of credit as of January 31, 2024 and 2023 of $10.0 million and $9.1 million, respectively, primarily to satisfy security deposit requirements on its leases. The restricted cash balances also consisted of letters of credit for rental product purchases and credit card transactions. Legal Proceedings From time to time in the normal course of business, various claims and litigation have been asserted or commenced against the Company. Due to uncertainties inherent in litigation and other claims, the Company can give no assurance that it will prevail in any such matters, which could subject the Company to significant liability for damages. Any claims or litigation could have an adverse effect on the Company’s results of operations, cash flows, or business and financial condition in the period the claims or litigation are resolved. Accruals for loss contingencies are recorded when a loss is probable, and the amount of such loss can be reasonably estimated. On November 14, 2022, a purported stockholder of the Company filed a putative class action lawsuit in the Eastern District of New York against the Company, certain of its officers and directors, and the underwriters of its IPO, entitled Rajat Sharma v. Rent the Runway, Inc., et al. 22-cv-6935. The complaint alleges that the defendants violated Sections 11 and 15 of the Securities Act of 1933, as amended (the “Securities Act”), by making allegedly materially misleading statements, and by omitting material facts necessary to make the statements made therein not misleading concerning, inter alia, the Company’s growth at the time of the IPO. The lawsuit seeks, among other things, compensatory damages, an award of attorneys’ fees and costs and such other relief as deemed just and proper by the court. On June 8, 2023, the court appointed Delaware Public Employees’ Retirement System and Denver Employees Retirement Plan as lead plaintiffs. On August 21, 2023, lead plaintiffs filed an amended complaint against the Company, certain of its officers and directors, and the underwriters of its IPO. The amended complaint alleges that defendants violated Sections 11, 12(a)(2) and 15 of the Securities Act by allegedly making certain false and misleading statements, and by omitting material facts necessary to make the statements made therein not misleading, concerning, among other things, the Company’s growth prospects and fulfillment costs at the time of the IPO. The lawsuit seeks an award of damages, attorney’s fees and costs, and such other relief as the court deems just and proper. All defendants have moved to dismiss the amended complaint and that motion, which was fully submitted on February 23, 2024, remains pending. The Company intends to vigorously defend itself against these claims. The Company believes it has meritorious defenses to the claims asserted in the amended complaint and any liability for such claims is not currently probable and the potential loss or range of loss is not reasonably estimable.

Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Debt Instrument [Line Items]
Less: current portion of long-term debt	$ 0.0	$ 0.0
Total noncurrent long-term debt	306.7	272.5
Temasek Term Loan
Debt Instrument [Line Items]
Temasek Facility, net	306.7	272.5
Term Loan \| Temasek Term Loan
Debt Instrument [Line Items]
Temasek Facility principal outstanding	271.6	271.6
Add: payment-in-kind interest	40.3	17.8
Less: unamortized debt discount	$ (5.2)	$ (16.9)

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Share-based Compensation Plans - Classification of Share-based Compensation Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation	$ 26.2	$ 25.4	$ 26.6
Technology
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation	5.5	5.9	4.2
Marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation	0.2	0.5	1.0
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation	$ 20.5	$ 19.0	$ 21.4

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(ii)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iv)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(v)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Long-Term Debt

12 Months Ended

Jan. 31, 2024

Debt Disclosure [Abstract]

Long-Term Debt

Summary

The following table summarizes the Company’s long-term debt outstanding as of January 31, 2024 and 2023:


	January 31,		January 31,
	2024		2023
Temasek Facility principal outstanding	$	271.6	$	271.6
Add: payment-in-kind interest	40.3		17.8
Less: unamortized debt discount	(5.2)		(16.9)
Temasek Facility, net	306.7		272.5
Less: current portion of long-term debt	—		—
Total noncurrent long-term debt	$	306.7	$	272.5

Temasek Facility

In July 2018, the Company entered into a term loan agreement with Double Helix Pte Ltd. as administrative agent for Temasek Holdings (the “Temasek Facility”). The Company drew $100.0 million under the Temasek Facility at closing with the ability to draw an additional $100.0 million in multiple drawings at any time prior to July 23, 2020 (the “Initial Temasek Commitments”) based on meeting certain performance and financial tests at each draw.

In November 2019, the Company drew an additional $50.0 million of the Initial Temasek Commitments and amended the Temasek Facility to include an additional $30.0 million of committed availability (the “Subsequent Temasek Commitments”). In March 2020, the Company drew the remaining $50.0 million of the Initial Temasek Commitments and the $30.0 million of the Subsequent Temasek Commitments.

Prior to the termination of the Ares Facility (defined below), the Temasek Facility was both lien-subordinated and payment-subordinated to the Ares Facility (described below) pursuant to a Subordination Agreement entered into in October 2020 that functioned as both a secured lender intercreditor agreement and a subordination agreement (for payment subordination); the Ares Facility was senior debt, and the Temasek facility was subordinated debt with respect to the Ares Facility.

The Initial Temasek Commitments had an interest rate of 15% per annum that accrued as noncash interest. The Subsequent Temasek Commitments had a cash interest rate of 13% per annum, payable quarterly. The Temasek Facility required mandatory prepayment upon certain defined triggering events as well as optional prepayments, but such mandatory prepayments were not required to be made while the Ares Facility was outstanding.

In October 2021, the Company used proceeds from the IPO to pay down the Subsequent Temasek Commitments of $30.0 million outstanding principal and interest in full. Concurrently, the Company entered into an amendment to the Temasek Facility (the “2021 Temasek Facility Amendment”). The Temasek Facility as amended by the 2021 Temasek Facility Amendment is referred to as the “2021 Amended Temasek Facility”. This transaction was accounted for as a debt modification. The terms of the 2021 Temasek Facility Amendment provided for, among other things, (i) an extension of the maturity to October 2024, (ii) an outstanding principal under the 2021 Amended Temasek Facility of $271.6 million (with no additional debt proceeds having been funded and after giving effect to the repayment described below), and (iii) an amended interest rate of 12% with up to 5% payable in kind. On the effective date of the 2021 Temasek Facility Amendment, the Company paid down an additional $30.0 million of the outstanding principal of the 2021 Amended Temasek Facility, for a total of $60.0 million principal paydown on the Temasek Facility and 2021 Amended Temasek Facility.

The effective interest rate for the Temasek Facility for the period from the date of issuance through the date of the 2021 Temasek Facility Amendment was 15.95%. The debt discount associated with the Initial Temasek Commitments was fully accreted when the Company entered into the 2021 Temasek Facility Amendment.

In October 2021, in connection with the 2021 Amended Temasek Facility, the Company recorded a debt discount of $15.3 million, of which $0.2 million related to lender fees, $5.3 million related to the allocation of proceeds to warrants issued in relation to the 2021 Amended Temasek Facility, $1.0 million related to the extension of the term of warrants issued in relation to the Temasek Facility, and $8.8 million related to fees incurred to amend the 2021 Amended Temasek Facility. These amounts are being accreted to the principal amount of the 2021 Amended Temasek Facility through the recognition of noncash interest expense.

In January 2023, the Company entered into an amendment to the 2021 Amended Temasek Facility (the “2022 Temasek Facility Amendment”). The 2021 Amended Temasek Facility as further amended by the 2022 Temasek Facility Amendment is referred to as the “2022 Amended Temasek Facility”. This transaction was accounted for as a debt modification. The terms of the amendment provided for, (i) an extension of the maturity to October 2026, (ii) a reduction of the cash portion of the interest rate to 2% per year through July 2024, increasing to 5% thereafter for the duration of the 2022 Amended Temasek Facility, and (iii) a 1% increase in the total interest rate in February 2024 from 12% to 13% and annual rate increases of 1% thereafter for the duration of the 2022 Amended Temasek Facility. In connection with the 2022 Temasek Facility Amendment, the Company granted a warrant to purchase up to 100,000 shares of the Company’s Class A common stock at an exercise price of $100.00 per share. The warrant will expire on January 31, 2030. The effective interest rate for the 2021 Amended Temasek Facility for the period from the date of issuance through the date of the 2022 Amended Temasek Facility was 14.29%. The effective interest rate for the 2022 Amended Temasek Facility as of January 31, 2023 was 15.15%.

In January 2023, in connection with the 2022 Amended Temasek Facility, the Company recorded a debt discount of $6.9 million related to the allocation of proceeds to warrants issued. These amounts are being accreted to the principal amount of the 2022 Amended Temasek Facility through the recognition of noncash interest expense.

In December 2023, the Company entered into an amendment to the 2022 Amended Temasek Facility (the “2023 Temasek Facility Amendment”). The 2022 Amended Temasek Facility as further amended by the 2023 Temasek Facility Amendment is referred to as the “2023 Amended Temasek Facility”. This transaction was accounted for as a troubled debt restructuring. The terms of the amendment provide for, (i) elimination of all interest (both payment-in-kind and cash interest) for a period of six full fiscal quarters beginning with the fourth quarter of fiscal year 2023; (ii) reduction of the minimum liquidity maintenance covenant under the 2023 Amended Temasek Facility from $50 million to $30 million; and (iii) additional covenants requiring the Company to comply with mutually agreed upon quarterly and annual spend levels for rental product capital expenditures, fixed operating expenditures and marketing expenditures during fiscal year 2024 of $51 million, $100 million (excluding $10 million of specified permitted expenditures), and $30 million, respectively, on an annual basis and to-be-agreed levels for fiscal years 2025 and 2026, subject to the debt holders’ consent and certain exceptions. The Company did not record a gain in connection with the restructuring as the total undiscounted future cash payments specified in the 2023 Temasek Facility Amendment exceeded the carrying value of debt. The effective interest rate for the 2023 Amended Temasek Facility as of January 31, 2024 was 8.44%.

Other than described above, the 2023 Amended Temasek Facility did not change the covenants under the 2022 Amended Temasek Facility, which require the Company to comply with specified nonfinancial covenants including, but not limited to, restrictions on the incurrence of debt, payment of dividends, investments, sale of assets, mergers and acquisitions, modifications of certain agreements and its fiscal year, and granting of liens. The 2023 Amended Temasek Facility also contains various events of default, including failure to comply with the minimum liquidity maintenance covenant and maximum expenditure thresholds, the occurrence of which could result in the acceleration of outstanding borrowings under the 2023 Amended Temasek Facility for the Company.

The Company determined that all of the embedded features of the Temasek Facility, 2021 Amended Temasek Facility, 2022 Amended Temasek Facility, and 2023 Amended Temasek Facility were clearly and closely related to the debt host and did not require bifurcation as a derivative liability, or the fair value of the feature was immaterial to the Company’s consolidated financial statements.

Ares Facility

In October 2021, the Company paid down the Ares Facility outstanding principal and accrued interest in full and terminated the Ares Facility. The Company recognized a $12.2 million loss on debt extinguishment related to this transaction for the year ended January 31, 2022. There were no outstanding balances as of January 31, 2024 and 2023.

Covenants

The Company was in compliance with all applicable financial covenants as of January 31, 2024 and through the date of this filing.

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.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Schedule of Loss before Income Tax, Domestic and Foreign

Rental Product, Net - Rental Product Breakdown (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Rental Product [Line Items]
Rental product gross	$ 171.9	$ 162.6
Less accumulated depreciation	(77.9)	(83.9)
Rental product, net	94.0	78.7
Apparel
Rental Product [Line Items]
Rental product gross	165.3	156.7
Accessories
Rental Product [Line Items]
Rental product gross	$ 6.6	$ 5.9

Income Taxes (Tables)

12 Months Ended

Jan. 31, 2024

Income Tax Disclosure [Abstract]

The Company’s net loss before income tax benefit / (expense) from income taxes includes the following components:


	Year Ended January 31,
	2024		2023		2022
Domestic	$	(114.0)	$	(139.5)	$	(212.6)
Foreign	1.0		0.6		0.5
Net loss before income tax benefit / (expense)	$	(113.0)	$	(138.9)	$	(212.1)

Schedule of Allocation of Income Tax

Total income taxes allocated to operations are as follows:


	Year Ended January 31,
	2024		2023		2022
Current provision:
Federal	$	—	$	—	$	—
State and local	—		—		—
Foreign	(0.2)		—		—
Total current provision	(0.2)		—		—
Deferred provision:
Federal	—		—		—
State and local	—		—		—
Foreign	—		0.2		0.3
Total deferred provision	—		0.2		0.3
Total income tax benefit / (expense)	$	(0.2)	$	0.2	$	0.3

Schedule of Deferred Tax Assets (Liabilities)

The significant components of the Company’s net deferred tax assets (liabilities) are as follows:


	Year Ended January 31,
	2024		2023
Deferred tax assets:
Federal and state net operating loss carryforwards	$	166.4	$	158.1
Customer credit liabilities	1.7		1.9
Interest limitation	58.0		50.0
Fixed assets	2.1		—
Capitalized R&D expenses	14.5		10.1
Tax credits	6.7		5.7
Share-based compensation	1.6		2.4
Operating lease liabilities	13.2		11.8
Other	1.3		0.7
Total deferred tax assets	265.5		240.7
Deferred tax liabilities:
Fixed assets	—		(0.1)
Operating lease right-of-use assets	(9.4)		(7.6)
Total deferred tax liabilities	(9.4)		(7.7)
Net deferred tax assets before valuation allowance	256.1		233.0
Less valuation allowance	(256.1)		(232.4)
Net deferred tax assets	$	—	$	0.6

Schedule of Effective Income Tax Rate Reconciliation

The benefit for income taxes differs from the amount computed by applying the statutory U.S. Federal income tax rate to pretax loss because of the effect of the following items:


	Year Ended January 31,
	2024		2023		2022
Compute “expected” tax benefit	21.00	%	21.00	%	21.00	%
State income taxes, net of federal benefit	(0.02)	%	(0.01)	%	(0.01)	%
Valuation of warrants	—	%	—	%	(2.47)	%
Nondeductible transaction costs	—	%	—	%	(0.44)	%
Nondeductible compensation	(2.55)	%	(1.95)	%	(1.17)	%
Share-based compensation	(0.09)	%	(0.48)	%	(0.35)	%
Current year change in valuation allowance	(19.74)	%	(19.34)	%	(16.90)	%
Other	1.26	%	1.00	%	0.48	%
Income tax benefit (expense)	(0.14)	%	0.22	%	0.14	%

Schedule of Unrecognized Tax Benefits

The following table summarizes the unrecognized tax benefit activity for the periods indicated:


	Year Ended January 31,
	2024		2023		2022
Balance as of the beginning of the period	$	0.9	$	0.7	$	0.6
Additions based on tax positions related to the current year	0.3		0.2		0.1
Additions for tax positions of prior years	—		—		—
Reductions for tax positions of prior years	—		—		—
Lapse of statute of limitations	—		—		—
Settlements	—		—		—
Balance as of the end of the period	$	1.2	$	0.9	$	0.7

Accrued Expenses and Other Current Liabilities (Tables)

12 Months Ended

Jan. 31, 2024

Payables and Accruals [Abstract]

Schedule of Accrued Expenses

Accrued expenses and other current liabilities consisted of the following:


	January 31,		January 31,
	2024			2023
Accrued operating and general expenses	$	7.6		$	6.0
Revenue share payable	6.0			5.3
Accrued interest	—			5.1
Accrued payroll related expenses	4.5			4.7
Short-term financing	1.2			—
Sales and other taxes	1.9			2.7
Gift card liability	0.5			0.6
Accrued expenses and other current liabilities	$	21.7		$	24.4

Schedule of Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following:


	January 31,		January 31,
	2024			2023
Accrued operating and general expenses	$	7.6		$	6.0
Revenue share payable	6.0			5.3
Accrued interest	—			5.1
Accrued payroll related expenses	4.5			4.7
Short-term financing	1.2			—
Sales and other taxes	1.9			2.7
Gift card liability	0.5			0.6
Accrued expenses and other current liabilities	$	21.7		$	24.4

Share-based Compensation Plans - Valuation Assumptions (Details) - 2021 Plan	12 Months Ended
	Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	0.00%
Expected volatility	68.26%
Expected term (in years)	6 years
Risk-free interest rate	1.02%

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

Share-based Compensation Plans - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022	Jan. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation	$ 26.2	$ 25.4	$ 26.6
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation	20.5	$ 19.0	$ 21.4
Stock option modification, incremental compensation expense	$ 2.4
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost period for recognition	1 year 4 months 28 days
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)	2 years
Unrecognized compensation cost period for recognition	1 year 6 months
Granted (in shares)	492,784
Granted (in usd per share)	$ 49.80	$ 96.60	$ 195.80
Unrecorded compensation expense	$ 10.9
Total share-based compensation			$ 14.4
2019 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	0
Unrecognized compensation cost	$ 0.3
Forfeited (in shares)	360,143
2019 Plan \| Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award expiration period (in years)				10 years
Award vesting period (in years)				4 years
Weighted average grant date fair value (usd per share)			$ 103.00
Exercised in period, intrinsic value		$ 0.0	$ 1.5
2019 Plan \| Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)				4 years
2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved (in shares)	490,431
2021 Plan \| Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)			4 years
2021 Plan \| Restricted Stock Units (RSUs) \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)	1 year	1 year
2021 Plan \| Restricted Stock Units (RSUs) \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)	2 years	2 years
Option Exchange Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 0.8
Stock option modification, incremental compensation expense	$ 1.5
Option Exchange Plan \| Common Class A
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Forfeited (in shares)	331,370
Option Exchange Plan \| Common Class B
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Forfeited (in shares)	132,546
Option Exchange Plan \| Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecorded compensation expense	$ 2.1

Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Balance as of the beginning of the period	$ 0.9	$ 0.7	$ 0.6
Additions based on tax positions related to the current year	0.3	0.2	0.1
Additions for tax positions of prior years	0.0	0.0	0.0
Reductions for tax positions of prior years	0.0	0.0	0.0
Lapse of statute of limitations	0.0	0.0	0.0
Settlements	0.0	0.0	0.0
Balance as of the end of the period	$ 1.2	$ 0.9	$ 0.7

Rental Product, Net - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Rental Product [Abstract]
Depreciation and write-offs, rental product and rental product sold	$ 57.1	$ 52.9	$ 50.3

Income Taxes - Loss before Income Tax (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Income Tax Disclosure [Abstract]
Domestic	$ (114.0)	$ (139.5)	$ (212.6)
Foreign	1.0	0.6	0.5
Net loss before income tax benefit / (expense)	$ (113.0)	$ (138.9)	$ (212.1)

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(11))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Section 50
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
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-Section S99
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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

Schedule of Components of lease cost

Leases - Lessee Accounting - Narrative (Details) $ in Millions	12 Months Ended
	Jan. 31, 2024 USD ($)	Jan. 31, 2023 USD ($) floor
Lessee, Lease, Description [Line Items]
Floors terminated from lease space \| floor		1
Lessee, operating lease, liability, to be paid, reduction		$ 10.6
Operating lease liabilities adjustment for lease modification		3.7
Operating lease, right-of-use asset, adjustment for lease modification		1.4
Gain (loss) on termination of lease		$ 1.8
Lease term	5 years
Adjustment for lease modification	$ 9.9
Operating lease, weighted average remaining lease term (in years)	7 years 6 months	8 years 4 months 17 days
Operating lease, weighted average discount rate (in percent)	16.12%	16.26%
Finance lease, weighted average remaining lease term (in years)	4 years 8 months 23 days	2 years 2 months 4 days
Finance lease, weighted average discount rate (percent)	16.44%	16.41%
Leaseholds and Leasehold Improvements
Lessee, Lease, Description [Line Items]
Loss on surrender of fixed assets		$ 1.9
Minimum
Lessee, Lease, Description [Line Items]
Lease term (in years)	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lease term (in years)	14 years

Leases - Lessee Accounting (Tables)

12 Months Ended

Jan. 31, 2024

Leases [Abstract]

The following table summarizes the components of lease costs incurred by the Company during the years ended January 31, 2024, 2023 and 2022:


	January 31,
	2024		2023		2022
Operating lease costs	$	9.6	$	11.3	$	12.9
Short-term lease costs	—		—		0.1
Total fixed lease costs	9.6		11.3		13.0
Variable lease costs	33.4		30.7		22.7
Total lease costs	43.0		42.0		35.7
Sublease income	(1.8)		(3.2)		(4.0)
Total lease costs, net	$	41.2	$	38.8	$	31.7

Schedule of Lessee Lease Obligations - Operating Lease

The following table summarizes the Company’s minimum fixed lease obligations under existing agreements as a lessee, excluding variable payments and short-term lease payments, as of January 31, 2024:


	Operating		Financing
Fiscal year:
2024	$	10.8	$	0.6
2025	11.3		0.3
2026	11.3		0.1
2027	11.2		0.1
2028	11.3		0.1
Thereafter	28.8		0.3
Total minimum lease payments	84.7		1.5
Imputed interest	(36.0)		(0.5)
Lease liabilities as of January 31, 2024	$	48.7	$	1.0

Schedule of Lessee Lease Obligations - Finance Lease


	Operating		Financing
Fiscal year:
2024	$	10.8	$	0.6
2025	11.3		0.3
2026	11.3		0.1
2027	11.2		0.1
2028	11.3		0.1
Thereafter	28.8		0.3
Total minimum lease payments	84.7		1.5
Imputed interest	(36.0)		(0.5)
Lease liabilities as of January 31, 2024	$	48.7	$	1.0

Summary of Significant Accounting Policies - Estimated Useful Lives and Salvage Values (Details)	12 Months Ended
	Jan. 31, 2024
Apparel
Accounting Policies [Line Items]
Useful Life	3 years
Salvage Value	20.00%
Accessories
Accounting Policies [Line Items]
Useful Life	2 years
Salvage Value	30.00%

Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Deferred tax assets:
Federal and state net operating loss carryforwards	$ 166.4	$ 158.1
Customer credit liabilities	1.7	1.9
Interest limitation	58.0	50.0
Fixed assets	2.1	0.0
Capitalized R&D expenses	14.5	10.1
Tax credits	6.7	5.7
Share-based compensation	1.6	2.4
Operating lease liabilities	13.2	11.8
Other	1.3	0.7
Total deferred tax assets	265.5	240.7
Deferred tax liabilities:
Fixed assets	0.0	(0.1)
Operating lease right-of-use assets	(9.4)	(7.6)
Total deferred tax liabilities	(9.4)	(7.7)
Net deferred tax assets before valuation allowance	256.1	233.0
Less valuation allowance	(256.1)	(232.4)
Net deferred tax assets	$ 0.0	$ 0.6

Summary of Significant Accounting Policies

12 Months Ended

Jan. 31, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Presentation

The consolidated financial statements include the accounts of the Company and its subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s consolidated financial statements were prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). As further discussed in the Reverse Stock Split section below, all per share amounts and common shares amounts have been adjusted on a retroactive basis to reflect the Reverse Stock Split (as defined below).

Reverse Stock Split

The Company’s Amended and Restated Certificate of Incorporation as of October 29, 2021 authorizes the Company to issue 300,000,000 shares of Class A common stock, par value $0.001 per share, 50,000,000 shares of Class B common stock, par value $0.001 and 10,000,000 shares of preferred stock, par value $0.001 per share.

In March 2024, the Company’s stockholders approved, and the Company’s Board of Directors selected, a 1-for-20 reverse stock split of outstanding shares of Class A common stock and Class B common stock (the “Reverse Stock Split”). The 1-for-20 Reverse Stock Split became effective on April 2, 2024 and began trading on the Nasdaq Capital Market on a post-split basis on April 3, 2024. Following the Reverse Stock Split, the number of authorized shares of Class A common stock remained at 300,000,000, the number of authorized shares of Class B common stock remained at 50,000,000, and the number of authorized shares of preferred stock remained at 10,000,000. The Reverse Stock Split reduced the total number of issued and outstanding shares of Class A common stock from 67,812,037 to 3,390,587 and Class B common stock from 3,098,580 to 154,928 as of January 31, 2024. The Reverse Stock Split reduced the total number of issued and outstanding shares of Class A common stock from 61,956,536 to 3,097,826 and Class B common stock from 3,066,251 to 153,312 as of January 31, 2023. The par value per share of Class A common stock and Class B common stock remained at $0.001. The Company filed an Amendment to the Twelfth Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware on April 2, 2024 to implement the 1-for-20 Reverse Stock Split.

The Company’s stockholders’ equity, in the aggregate, remained unchanged following the Reverse Stock Split. Per share net loss increased because there were fewer shares of Class A common stock and Class B common stock outstanding. There were no other accounting consequences, including changes to the amount of stock-based compensation expense to be recognized in any period, that arose as a result of the Reverse Stock Split. No fractional shares were issued in connection with the Reverse Stock Split. Instead, holders of Class A common stock and Class B common stock holding fractional shares were entitled to receive, in lieu of such fractional shares, a cash payment in an amount determined based on the closing price of the Company’s Class A common stock on the effective date of the Reverse Stock Split. The cash payments were immaterial to the Company’s consolidated financial statements. The Reverse Stock Split impacted all stockholders uniformly and did not affect any stockholder’s percentage of ownership or proportionate voting power other than very minor impacts from the treatment of fractional shares.

Fiscal Year

The Company’s fiscal year ends on January 31 of the next calendar year. For example, references to “fiscal year 2024” refer to the fiscal year ending January 31, 2025 and references to “fiscal year 2023” refer to the fiscal year ending January 31, 2024.

Segment Information

Operating segments are defined as components of an entity for which discrete financial information is available that is regularly reviewed by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company’s Chief Executive Officer is the Company’s CODM. The Company has one operating and reportable segment as the CODM reviews financial information on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. All revenue is attributed to customers based in the United States and substantially all the Company’s long-lived assets are located in the United States.

Initial Public Offering

On October 27, 2021, the Company completed its initial public offering (“IPO”) and the Company’s Class A common stock began public trading on the Nasdaq Stock Market LLC under the symbol “RENT”. In connection with the IPO, the Company issued and sold 850,000 shares of its Class A common stock at a public offering price of $420.00 per share. The Company received proceeds of $327.3 million from the IPO which are net of underwriting discounts of $24.1 million and offering costs paid by the Company of $5.6 million. Offering costs, including legal, accounting, printing and other costs directly related to the IPO have been recorded in additional paid-in capital against the proceeds from the IPO on the Company’s consolidated balance sheet.

At the closing of the IPO, the Company’s then outstanding redeemable preferred stock converted into 1,628,773 shares of the Company’s Class A common stock. The carrying value of the redeemable preferred stock of $409.3 million was reclassified to common stock and additional paid-in-capital.

In connection with the effectiveness of the Company’s IPO registration statement on Form S-1 (the “registration statement”), the Company recognized $14.4 million in share-based compensation expense for (i) certain restricted stock units (“RSUs”) that contained both service-based and liquidity-based vesting conditions that were satisfied upon the effectiveness of the registration statement and (ii) the fully vested portion of certain RSU awards that were granted upon the effectiveness of the IPO.

In connection with the IPO, the Company adopted an amended and restated certificate of incorporation (the “amended charter”) and adopted amended and restated bylaws (the “amended bylaws”). The amended charter authorized capital stock consisting of:

•300,000,000 shares of Class A common stock, par value $0.001 per share;

•50,000,000 shares of Class B common stock, par value $0.001 per share; and

•10,000,000 shares of preferred stock, par value $0.001 per share.

Holders of Class A common stock are entitled to one vote per share, and the holders of Class B common stock are entitled to twenty votes per share. Immediately after the effectiveness of the amended charter, 146,636 shares of Class A common stock held by the Company’s co-founders were exchanged for an equivalent number of shares of Class B common stock. In addition, the terms of certain outstanding equity awards held by the Company’s co-founders were modified to provide that such awards are exercisable or settle into shares of Class B common stock.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The Company bases its estimates on historical experience, market conditions, and on various other assumptions that are believed to be reasonable. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the useful life and salvage value of rental product, incremental borrowing rate (“IBR”) to determine lease liabilities, valuation of share-based compensation and warrants, and recoverability of long-lived assets.

As of January 31, 2024, the effects of the macroeconomic environment on the Company’s business, results of operations, and financial condition continue to evolve. As a result, many of the Company’s estimates and assumptions required increased judgment and carry a higher degree of variability and volatility. As additional information becomes available, the Company’s estimates may change materially in future periods.

Concentrations of Credit Risks

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company places its cash investments with high credit quality financial institutions. The Company believes no significant credit risk exists with respect to these financial instruments.

No single customer accounted for more than 5% of the Company’s revenue during the years ended January 31, 2024, 2023, and 2022.

Fair Value Measurements and Financial Instruments

Fair value accounting is applied for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis, at least annually. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Assets and liabilities recorded at fair value in the consolidated financial statements are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels, which are directly related to the amount of subjectivity, associated with the inputs to the valuation of these assets or liabilities, are as follows:

Level 1: Observable inputs, such as quoted prices in active markets for identical assets and liabilities.

Level 2: Inputs other than the quoted prices in active markets that are observable either directly or indirectly.

Level 3: Unobservable inputs, in which there is little or no market data which require the Company to develop its own assumptions.

Observable inputs are based on market data obtained from independent sources. Unobservable inputs reflect the Company’s assessment of the assumptions market participants would use to value certain financial instruments. This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. The categorization of financial instruments within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Cash, Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents include funds in transit from banks for customer credit card transactions that settle in less than seven days. These funds totaled $3.3 million and $3.4 million as of January 31, 2024 and 2023, respectively.

As of January 31, 2024 and 2023, the Company had $10.0 million and $9.1 million, respectively, of current and noncurrent restricted cash that consisted primarily of letters of credit pledged as security deposits for the headquarters and operational facilities leases and letters of credit for rental product purchases and credit card transactions.

Rental Product, Net

The Company considers rental product to be a long-term productive asset and, as such, classifies it as a noncurrent asset on the Consolidated Balance Sheets.

Rental product is stated at cost, less accumulated depreciation. The Company depreciates rental product, less an estimated salvage value, over the estimated useful lives of the assets using the straight-line method. The useful life is determined based on historical trends and an assessment of any future changes. The salvage value considers the historical trends and projected liquidation proceeds for the assets. The estimated useful lives and salvage values are described below:


	Useful Life	Salvage Value
Apparel	3 years	20	%
Accessories	2 years	30	%

In accordance with its policy, the Company reviews the estimated useful lives and salvage values of rental product on an ongoing basis.

The Company offers its customers an opportunity to purchase items in rentable condition prior to the end of their useful life. In such instances, the Company considers the disposal of rental product to be a sale and, as such, records the proceeds as other revenue and the net book value of the items at the time of sale as rental product depreciation in the consolidated statements of operations within Rental product depreciation and revenue share. Write-offs for losses on lost, damaged, and unreturned apparel and accessories are also recorded within Rental product depreciation and revenue share.

Once it is no longer considered rentable, rental product in a sellable condition is classified as held for sale and written down to salvage value. The value of rental product held for sale as of January 31, 2024 and 2023 was $3.0 million and $3.0 million, respectively. The accelerated depreciation related to rental product held for sale was $4.9 million, $6.9 million and $3.9 million for the years ended January 31, 2024, 2023, and 2022, respectively. The accelerated depreciation is presented on the consolidated statements of operations within Rental product depreciation and revenue share.

When rental product is liquidated, the Company records the gain or loss calculated as proceeds, net of the remaining salvage value and costs to sell, within general and administrative expenses on the consolidated statement of operations. The gain or loss from the liquidation of rental product is included as an adjustment to reconcile net loss to net cash used by operating activities in the consolidated statements of cash flows.

The purchases of rental product as well as the proceeds from the sale and liquidation of rental product are classified as cash flows from investing activities on the consolidated statements of cash flows because the predominant activity of the rental product purchased is to generate rental revenue and such classification is consistent with the classification of long-term asset activity. Proceeds from the liquidation of rental product, net of costs to sell, were $4.6 million, $8.8 million and $5.7 million for the years ended January 31, 2024, 2023 and 2022, respectively. Proceeds from the sale of rental product were $23.3 million, $17.9 million and $12.9 million for the years ended January 31, 2024, 2023, and 2022, respectively.

The Company mitigates residual value risk of its rental product primarily by utilizing specific cleaning, repair and restoration methods relying on its years of process know-how to maintain the condition of the rental product over its useful life, and by employing various in-house and third-party liquidation strategies to maximize liquidation value and overall return on rental product. The Company also utilizes technology in combination with its customer service department to recover rental items from delinquent customers.

Revenue Recognition

Subscription and a-la-carte rental fees (“Subscription and Reserve rental revenue”) are recognized in accordance with Accounting Standard Update (“ASU”) 2016-02, Leases, Topic 842 (“ASC 842”). Other revenue, primarily related to the sale of rental product, is recognized under ASU 2014-09, Revenue from Contracts with Customers, Topic 606 (“ASC 606”) at the date of delivery of the product to the customer. Other revenue represented 11%, 9%, and 9% of total revenue for the years ended January 31, 2024, 2023 and 2022, respectively.

Revenue is presented net of promotional discounts, customer credits and refunds. Promotional discounts are recognized in accordance with either ASC 842 or ASC 606, based on the guidance applied to the rental fees or product sales to which the promotional discounts are related. Revenue is presented net of taxes that are collected from customers and remitted to governmental authorities.

The Company recognizes a liability at the time a customer credit or a gift card is issued, and revenue is recognized upon redemption of the credit or gift card. The Company’s customer credit liability is presented on the Consolidated Balance Sheets. During the year ended January 31, 2024, $1.5 million of credits included in the customer credit liability as of January 31, 2023 were redeemed. Customer credits and gift cards do not have expiration dates. Over time, a portion of these instruments is not redeemed. The Company recognizes breakage income related to these instruments based on the redemption pattern method. The Company continues to maintain the full liability for the unredeemed portion of the credits and gift cards when the Company has any legal obligation to remit such credits to government authorities in relevant jurisdictions. The Company has not issued any new gift cards during the years ended January 31, 2024, 2023, and 2022.

Subscription and Reserve Rental Revenue

Subscription fees are recognized ratably over the subscription period, commencing on the date the subscriber enrolls in the rental program. The fees are collected upon enrollment. The subscription automatically renews on a monthly basis until cancelled or paused by the customer. Subscribers can pause or cancel their subscriptions at any time.

The Company recognizes fees for a-la-carte rentals ratably over the rental period, which starts with the date of delivery of rental product to the customer. A-la-carte rental orders can be placed up to two months prior to the rental start date (formerly four months prior to October 2023) and the customer’s payment form is charged upon order confirmation. The Company defers recognizing the fees and any related promotions for a-la-carte rentals until the date of delivery, and then recognizes those fees ratably over the four- or eight-day rental period.

The Company accrues for credits and refunds issued subsequent to the balance sheet date that relate to rentals prior to the balance sheet date. These amounts were not material as of January 31, 2024 and 2023.

For lessors, ASC 842 provides a practical expedient to elect not to evaluate whether certain sales taxes and other similar taxes imposed by a governmental authority on a specific lease revenue-producing transaction are the primary obligation of the lessor as owner of the underlying leased asset. This practical expedient was applied by the Company and it excludes these taxes from the measurement of lease revenue and the associated expense.

Other Revenue

Other revenue consists primarily of revenue from the sale of rental product. The Company recognizes revenue from the sale of rental product in accordance with ASC 606. Sale of rental product occurs when a customer purchases rental product at a discounted price, calculated as a percentage of retail value. Payment is due upon order confirmation and there is no financing component. The single performance obligation associated with rental product sales is generally satisfied upon delivery of the rental product to the customer. The Company does not have any material contractual assets or liabilities with respect to other revenue as of January 31, 2024 and 2023.

From time to time, other revenue may include revenue generated from pilots and other growth initiatives which may cause quarterly fluctuations in the Other revenue line.

Lease – Lessee Accounting

Refer to the Subscription and Reserve Rental Revenue section above for the Company’s accounting policy related to lessor accounting.

The Company determines whether a contract is or contains a lease at contract inception. Right-of-use (“ROU”) assets and lease liabilities are measured and recognized at the lease commencement date based on the present value of lease payments over the expected lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses its IBR as of the effective date or the commencement date of the lease, whichever is later, to determine the present value of lease payments. The Company considers its credit risk, term of the lease, total lease payments and adjusts for the impacts of collateral, as necessary, when calculating its IBR.

Lease payments are based on fixed amounts explicit in the lease agreements. Certain real estate leases include payments at variable amounts based on operating expenses of the lessor, such as common area charges, real estate taxes and insurance. Most equipment leases include variable sales tax payments based on state sales tax rates. Additionally, the Company procures a portion of its rental product from brand partners under revenue share arrangements, which are considered variable lease payments. See Note 5 – Leases – Lessee Accounting for additional details.

For lessees, the guidance provides a practical expedient, by class of underlying asset, to elect a combined single lease component presentation. This practical expedient was applied by the Company as a lessee to all asset classes.

With respect to ROU assets, operating lease ROU assets are presented as a separate line item on the Company’s Consolidated Balance Sheets, while finance lease ROU assets are included in Fixed assets, net on the Consolidated Balance Sheets. With respect to lease liabilities, operating lease liabilities are presented as separate line items, while finance lease liabilities are included in Accrued expenses and other current liabilities and Other liabilities on the Consolidated Balance Sheets, based on the remaining term of the underlying lease agreements. The Company does not recognize ROU assets or lease liabilities for short-term leases (i.e., those with a term of twelve months or less) and recognizes the related lease expense on a straight-line basis over the lease term, as applicable.

Fixed and Intangible Assets, Net

Fixed and intangible assets are stated at cost less accumulated depreciation and amortization.

Depreciation and amortization of fixed and intangible assets are calculated on a straight-line basis over the estimated useful lives of the assets.

The estimated useful lives of fixed and intangible assets are described below:


Leasehold improvements			Lesser of estimated useful life or lease term
Machinery and equipment			5 to 6 years
Furniture and fixtures			5 years
Computer hardware			3 years
Reusable packaging			1.5 years
Capitalized third-party software			3 years
Capitalized internally developed software			2 years

The Company capitalizes third-party and internally-developed software costs in connection with its proprietary systems and its enterprise resource planning system that are incurred during the application development stage. Costs related to preliminary project activities and post implementation operating activities are expensed as incurred.

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist primarily of accounts receivable, net, interest receivable, prepaid insurance, prepaid technology expenses and prepaid taxes.

Accounts receivable, net consists primarily of amounts due from third party liquidation and Exclusive Design wholesale partners that do not bear interest. The Company records an allowance for doubtful accounts taking into consideration historical losses adjusted for current market conditions, the financial condition of the customer, the amount of receivables in dispute, and the current receivables aging and payment patterns. Accounts receivable, net was $1.3 million and $4.0 million as of January 31, 2024 and 2023, respectively. The allowance for doubtful accounts was immaterial as of January 31, 2024 and 2023. As of January 31, 2023, one third-party partner represented the majority of the Company’s accounts receivable balance.

Other Assets

Other assets consist primarily of capitalized implementation costs incurred in cloud computing arrangements and deposits for periods that exceed one year from the balance sheet date.

Expenses

Fulfillment

Fulfillment expenses consist of fulfillment costs to receive, process and fulfill customer orders, including fulfillment labor payroll and related costs, third-party shipping expenses, cost of packaging materials, cleaning expenses, and other fulfillment related costs.

Technology

Technology expenses consist of technology payroll and related costs, professional services, and third-party software and license fees.

Marketing

Marketing expenses include online and mobile marketing, search engine optimization and email costs, marketing payroll and related expenses, agency fees, printed collateral, consumer research, and other related costs. Advertising costs amounted to $28.5 million, $30.7 million, and $20.6 million for the years ended January 31, 2024, 2023, and 2022, respectively. Costs associated with advertising campaigns are expensed when the advertising first appears in the media, and other advertising costs are expensed as incurred.

General and Administrative

General and administrative expenses are comprised of all other employee payroll and related expenses, including customer service costs, occupancy costs (including warehouse-related), professional services, credit card fees, general warehouse and corporate expenses, and other administrative costs.

Rental Product Depreciation and Revenue Share

Rental product depreciation and revenue share expenses are comprised of depreciation and write-offs of rental product, and payments under revenue share arrangements with brand partners.

Other Depreciation and Amortization

Other depreciation and amortization expenses are comprised of depreciation and amortization amounts for fixed assets, intangible assets, and financing right-of-use assets.

The classification of expenses varies across industries. Accordingly, the Company’s categories of expenses may not be comparable to those of other companies.

Share-Based Compensation

The Company recognizes all employee share-based compensation as an expense in the consolidated financial statements. Equity classified awards are measured at the grant date fair value of the award. The Company estimates grant date fair value of stock options using the Black-Scholes option pricing model. The fair value of stock options is recognized as compensation expense on a straight-line basis over the requisite service period of the award. Determining the fair value of options at the grant date requires judgment, including the expected term that stock options will be outstanding prior to exercise, the associated volatility, and the expected dividend yield. The fair value of common stock post-IPO is based on the closing price of the common stock on the date of grant as reported on Nasdaq. Upon grant of awards, the Company also estimates an amount of forfeitures that will occur prior to vesting. There were no stock options granted during the years ended January 31, 2024 and 2023.

The Company has granted two types of RSUs. Prior to the Company’s IPO, the Company granted RSUs which vest only upon satisfaction of both time-based service and liquidity-based conditions. The Company records share-based compensation expense for such RSUs on an accelerated attribution method over the requisite service period and only once the liquidity-based condition is satisfied. The liquidity-based vesting condition was satisfied upon the effectiveness of the Company’s IPO. Share-based compensation related to any remaining time-based service for these RSUs after the liquidity-based event is recorded over the remaining requisite service period. Post IPO, the Company has granted RSUs which vest upon satisfaction of time-based service conditions. The Company records share-based compensation expense for these RSUs on a straight-line basis over the requisite service period. See Note 14 – Share-based Compensation Plans for a description of the accounting for share-based awards.

Income Taxes

The Tax Cuts and Jobs Act (the “Tax Act”) was enacted on December 22, 2017 and introduced significant changes to U.S. income tax law. The Company implemented the effects of the Tax Act and its impact was not material to the consolidated financial statements.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The measurement of deferred tax assets is reduced, if necessary, by a valuation allowance for any tax benefits for which future realization is uncertain. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense.

The Company recognizes the effect of income tax positions only if those positions are more likely than not to be sustained. Recognized income tax positions are measured at the amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.

The Financial Accounting Standards Board (“FASB”) Staff Q&A Topic No. 5, Accounting for Global Intangible Low-Taxed Income (“GILTI”), states that an entity can make an accounting policy election to either recognize deferred taxes for temporary differences that are expected to reverse as GILTI in future years or provide for the tax expense related to GILTI resulting from those items in the year the tax is incurred. The Company has elected to recognize the resulting tax on GILTI as a period expense in the period the tax is incurred.

Long-Lived Asset Impairment

Long-lived assets, such as rental product, fixed assets, intangible assets, and right-of-use lease assets, are reviewed for impairment triggers when events or changes in circumstances indicate the carrying value of such assets may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares the undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined using various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as necessary.

During the year ended January 31, 2024, the Company evaluated whether events or circumstances had changed such that it would indicate it is more likely than not that the carrying value of its long-lived assets may not be recoverable (triggering event). Given the Company’s stock price decline during the third quarter, the Company concluded a triggering event had occurred and performed an impairment analysis of its long-lived assets group (which constitutes the Company’s sole reporting unit) as of October 31, 2023. The Company performed a quantitative assessment using the undiscounted future cash flows expected to be generated by the use and eventual disposition of the Company’s long-lived assets group. The assessment included consideration of key factors including projected enterprise cash flows, market capitalization and the fair value of the Temasek debt. Based on the quantitative assessment, the undiscounted cash flows expected to be generated by the use and eventual disposition of the Company’s long-lived assets exceeded their carrying values. Therefore, no impairment was recognized as a result of this analysis for the year ended January 31, 2024.

In connection with the January 2024 restructuring plan as described in Note 4, Restructuring and Related Charges, the Company recorded asset impairment charges of $1.1 million during the year ended January 31, 2024 related to the discontinuation of a software implementation project.

In connection with the September 2022 restructuring plan as described in Note 4, Restructuring and Related Charges, the Company recorded asset impairment charges of $5.3 million during the year ended January 31, 2023. These asset impairment charges consisted of a $4.9 million write-off of fixed assets and a $0.4 million write-off of accrued expenses, both relating to the discontinuation of two warehouse operations projects. No impairment losses were recognized during the year ended January 31, 2022 except for the write-off of apparel and accessories in the normal course of business (see Rental Product disclosure).

Net Loss per Share Attributable to Common Stockholders

The Company computes net loss per share attributable to common stockholders under the two-class method required for multiple classes of common stock and participating securities. Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period.

Diluted net loss per share attributable to common stockholders is computed by giving effect to all potentially dilutive securities outstanding for the period. For purposes of this calculation, stock options to purchase common stock, warrants to purchase common stock, and RSUs are considered potentially dilutive securities but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive.

The shares of common stock associated with the equity-classified common stock warrants with an exercise price of $0.01 were considered outstanding for the purposes of computing basic and diluted net loss per share attributable to common stockholders because the shares could be issued for little or no consideration, were fully vested, and were exercisable after the original issuance date.

Refer to Note 15, Net Loss per Share Attributable to Common Stockholders, for information about the Company’s stock split, which became effective on April 2, 2024, and the corresponding impact on the net loss per share calculation for the years ended January 31, 2024, 2023 and 2022.

Commitments and Contingencies

Liabilities for loss contingencies arising from claims, assessments, litigation, and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred.

Insurance Proceeds

During the year ended January 31, 2022, the Company recorded insurance recoveries of $4.0 million related to a network issue during the year ended January 31, 2020. The amount is recorded in other income / (expense), net in the consolidated statements of operations.

Foreign Currency

The functional currency of the Subsidiary is the U.S. Dollar, which is the functional currency of the Company. The local currency of the Subsidiary is the euro. Monetary assets and liabilities of the Subsidiary are remeasured at the rate of exchange in effect on the balance sheet date; income and expenses are remeasured at the average exchange rates throughout the year. The related remeasurement adjustments are included in general and administrative expenses in the consolidated statements of operations.

Recently Issued and Adopted Accounting Pronouncements

Recently Adopted Accounting Pronouncements

Financial Instruments – Credit Losses

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires an entity to utilize a new impairment model known as the current expected credit loss (“CECL”) model to estimate its lifetime “expected credit loss” and record an allowance that, when deducted from the amortized cost basis of the financial asset, presents the net amount expected to be collected on the financial asset. The CECL model is expected to result in more timely recognition of credit losses. This guidance also requires new disclosures for financial assets measured at amortized cost, loans, and available-for-sale debt securities. This standard is effective for annual reporting periods beginning after December 15, 2022, and interim periods within those years, and early adoption is permitted. The Company adopted this standard on February 1, 2023, and the adoption of this standard did not have a material impact on the consolidated financial statements.

Recently Issued Accounting Pronouncements

Income Taxes (Topic 740): Improvements to Income Tax Disclosures

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments primarily require enhanced disclosures and disaggregation of income tax information by jurisdiction in the annual income tax rate reconciliation and quantitative and qualitative disclosures regarding income taxes paid. These amendments are to be applied prospectively, with the option to apply the standard retrospectively, for annual periods beginning after December 15, 2025. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this standard will have on the consolidated financial statements.

Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. This standard is effective for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. The ASU must be applied retrospectively for all periods presented in the financial statements. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this standard will have on the consolidated financial statements.

Debt – Debt with Conversion and Other Options and Derivatives and Hedging

In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The new guidance reduces complexity and improves comparability of financial reporting associated with accounting for convertible instruments and contracts in an entity’s own equity. This standard is effective for annual reporting periods beginning after December 15, 2023, and interim periods within those years, and early adoption is permitted. The adoption of this standard is not expected to have a material impact on the consolidated financial statements.

Redeemable Preferred Stock	12 Months Ended
Redeemable Preferred Stock	Jan. 31, 2024
Temporary Equity Disclosure [Abstract]
Redeemable Preferred Stock	Redeemable Preferred Stock During the year ended January 31, 2022, the Company sold 1,437,541 shares of Series G redeemable preferred stock in exchange for $21.2 million. Upon consummation of the IPO, the Company accreted the carrying value of $409.3 million of the redeemable preferred stock to the liquidation value of $414.9 million and the Company’s 32,575,462 outstanding shares of redeemable preferred stock were converted into 1,628,773 shares of the Company’s Class A common stock. The accretion to liquidation value did not have a net impact on the Company’s additional paid-in capital. There was no outstanding redeemable preferred stock as of January 31, 2024 and 2023. Refer to Note 2, Summary of Significant Accounting Policies for discussion of the Company’s Reverse Stock Split. Redemption The redeemable preferred stock was redeemable upon a liquidation event, such as voluntary or involuntary liquidation, dissolution, or winding up of the Company, which is outside of the Company’s control. Accordingly, these shares were considered contingently redeemable and were classified outside of stockholders’ deficit as mezzanine equity on the Consolidated Balance Sheets. The Company accreted the carrying values of the redeemable preferred stock to their liquidation values upon the Company’s IPO.

Restructuring and Related Charges	12 Months Ended
Restructuring and Related Charges	Jan. 31, 2024
Restructuring and Related Activities [Abstract]
Restructuring and Related Charges	Restructuring and Related Charges January 2024 Restructuring Plan On January 9, 2024, the Company announced a restructuring plan to focus its workforce and cost structure on key growth opportunities and support its profitability goals. The plan included a reduction in workforce of approximately 10% of its corporate employees (primarily a reduction in force, with some open role closures/reduced backfills, and excludes potential hiring of new employees or other additions to the Company’s costs and expenses). Restructuring charges of $2.0 million for severance and related costs were recognized during the year ended January 31, 2024 and are reflected in Restructuring charges on the Company’s Consolidated Statements of Operations. Accrued restructuring charges were $0.7 million as of January 31, 2024. The Company recorded asset impairment charges of $1.1 million during the year ended January 31, 2024 related to the discontinuation of a software implementation project in connection with the January 2024 restructuring plan. The charge is reflected in Loss on asset impairment related to restructuring on the Company’s Consolidated Statements of Operations. The Company may incur additional restructuring charges in the future. September 2022 Restructuring Plan On September 12, 2022, the Company announced a restructuring plan to reduce costs, streamline its organizational structure and drive operational efficiencies. The plan primarily included total workforce reductions of approximately 24% of corporate employees (primarily a reduction in force, with some open role closures/reduced backfills), reorganizing certain functions and reallocating resources to continue to focus on customer experience and growth initiatives. Restructuring charges of $2.4 million for severance and related costs were recognized during the year ended January 31, 2023 and are reflected in Restructuring charges on the Company’s Consolidated Statements of Operations. Accrued restructuring charges as of January 31, 2023 were immaterial. The Company recorded asset impairment charges of $5.3 million, which consisted of a $4.9 million write-off of fixed assets and a $0.4 million write-off of accrued expenses, during the year ended January 31, 2023, both related to the discontinuation of two warehouse operations projects in connection with the September 2022 restructuring plan. The charge is reflected in Loss on asset impairment related to restructuring on the Company’s Consolidated Statements of Operations.

Income Taxes - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022	Jan. 31, 2021
Investments, Owned, Federal Income Tax Note [Line Items]
Change in valuation allowance	$ 23.7	$ 31.4
Operating loss carryforwards, subject to expiration	152.0
Net operating loss carryforwards, no expiration	479.1
Unrecognized tax benefits	$ 1.2	$ 0.9	$ 0.7	$ 0.6
Minimum
Investments, Owned, Federal Income Tax Note [Line Items]
Amortization of capitalized research and experimental expenditures	5 years
Maximum
Investments, Owned, Federal Income Tax Note [Line Items]
Amortization of capitalized research and experimental expenditures	15 years
Domestic Country
Investments, Owned, Federal Income Tax Note [Line Items]
Federal net operating loss tax carryforwards	$ 631.1

Stockholders' Equity (Tables)

12 Months Ended

Jan. 31, 2024

Equity [Abstract]

Schedule of Stockholders' Equity Note, Warrants or Rights

As of January 31, 2024 and 2023, the Company had the following outstanding warrants, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed above:


Outstanding Warrants	Date Issued	Number of Shares	Class of Shares	Exercise Price (Per Warrant)		Fair Value at Issuance
Equity classified:
TriplePoint	Nov-16	4,144	Common	$	150.80	$	0.3
TriplePoint	Jun-17	911	Common	150.80		0.1
TriplePoint	Sep-17	746	Common	150.80		0.1
TriplePoint	Jan-18	828	Common	150.80		0.1
TriplePoint	Apr-18	828	Common	150.80		0.1
TriplePoint	Nov-15	1,760	Common	340.77		0.2
TriplePoint	Jun-16	1,408	Common	340.77		0.2
TriplePoint	Sep-16	1,232	Common	340.77		0.1
Double Helix (Temasek)	Oct-21	19,717	Common	420.00		5.3
Double Helix (Temasek)	Jan-23	100,000	Common	100.00		6.9
		131,574				$	13.4

Consolidated Statements of Cash Flows - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
OPERATING ACTIVITIES
Net loss	$ (113.2)	$ (138.7)	$ (211.8)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Rental product depreciation and write-offs	44.0	46.2	45.6
Write-off of rental product sold	13.1	6.7	4.7
Other depreciation and amortization	14.7	16.4	19.5
Loss from lease termination and write-off of fixed and intangible assets	0.3	0.6	0.0
Loss on asset impairment related to restructuring	1.0	4.9	0.0
Proceeds from rental product sold	(23.3)	(17.9)	(12.9)
(Gain) / loss from liquidation of rental product	(1.0)	(2.7)	(0.6)
Accrual of paid-in-kind interest	22.5	14.3	38.8
Settlement of paid-in-kind interest	0.0	0.0	(6.3)
Amortization of debt discount	11.7	4.3	5.9
Loss on debt extinguishment	0.0	0.0	12.2
Share-based compensation expense	26.2	25.4	26.6
Remeasurement of warrant liability	0.0	0.0	24.9
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	1.1	(2.8)	(7.0)
Operating lease right-of-use assets	(7.2)	2.0	3.4
Other assets	(1.2)	0.9	(3.0)
Accounts payable, accrued expenses and other current liabilities	(8.4)	(3.9)	18.4
Deferred revenue and customer credit liabilities	(1.6)	1.5	4.7
Operating lease liabilities	6.0	(4.6)	(6.2)
Other liabilities	(0.4)	(0.3)	0.8
Net cash (used in) provided by operating activities	(15.7)	(47.7)	(42.3)
INVESTING ACTIVITIES
Purchases of rental product	(77.9)	(62.1)	(30.8)
Proceeds from liquidation of rental product	4.6	8.8	5.7
Proceeds from sale of rental product	23.3	17.9	12.9
Purchases of fixed and intangible assets	(4.6)	(8.9)	(10.3)
Net cash (used in) provided by investing activities	(54.6)	(44.3)	(22.5)
FINANCING ACTIVITIES
Proceeds from issuance of common stock upon IPO, net of offering costs	0.0	0.0	327.3
Proceeds from issuance of redeemable preferred stock	0.0	0.0	21.2
Proceeds from exercise of stock options under stock incentive plan	0.0	0.0	3.3
Principal repayments on long-term debt	0.0	0.0	(135.0)
Debt extinguishment costs	0.0	0.0	(4.7)
Proceeds from short-term financing agreements	1.6	0.0	5.0
Other financing payments	(0.9)	(4.0)	(1.9)
Net cash provided by (used in) financing activities	0.7	(4.0)	215.2
Net (decrease) increase in cash and cash equivalents and restricted cash	(69.6)	(96.0)	150.4
Cash and cash equivalents and restricted cash at beginning of period	163.6	259.6	109.2
Cash and cash equivalents and restricted cash at end of period	94.0	163.6	259.6
Reconciliation of Cash and Cash Equivalents and Restricted Cash to the Consolidated Balance Sheets:
Cash and cash equivalents	84.0	154.5	247.6
Restricted cash, current	5.2	3.1	5.4
Restricted cash, noncurrent	4.8	6.0	6.6
Total cash and cash equivalents and restricted cash	94.0	163.6	259.6
Cash payments (receipts) for:
Interest paid on loans	9.6	19.8	10.2
Interest paid on financing leases	0.2	0.1	0.1
Fixed operating lease payments, net	11.1	13.5	15.8
Fixed assets and intangibles received in the prior period	0.1	0.8	0.5
Rental product received in the prior period	5.4	6.5	3.6
Non-cash financing and investing activities:
Financing lease right-of-use asset amortization	0.6	0.5	0.3
ROU assets obtained in exchange for lease liabilities	0.0	1.2	0.9
Adjustments to ROU assets or lease liabilities due to modification or other reassessment events to operating and finance leases	10.3	(1.2)	0.3
Purchases of fixed assets and intangibles not yet settled	0.3	0.1	0.8
Purchases of rental product not yet settled	3.3	5.4	6.5
Reconciliation of loss on asset impairment:
Accrued expense related to the loss on asset impairment	$ 0.1	$ 0.4	$ 0.0

Share-based Compensation Plans (Tables)

12 Months Ended

Jan. 31, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Weighted-Average Assumptions for Grants

The weighted-average assumptions for grants made during the periods presented, were as follows:


	Year Ended January 31,
	2022
Valuation assumptions:
Expected dividend yield	—	%
Expected volatility	68.26	%
Expected term (in years)	6.00
Risk-free interest rate	1.02	%

Schedule of Stock Options Roll Forward

Stock option activity during the period indicated is as follows, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 13, Stockholders’ Equity:


	Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contract Term (in years)	Aggregate Intrinsic Value
Balances as of January 31, 2023	402,756	$	146.60	6.37	$	0.4
Granted	—	—
Exercised	—	—
Forfeited	(360,143)	145.20
Balances as of January 31, 2024	42,613	$	157.80	4.79	$	—
Exercisable as of January 31, 2024	39,383	$	155.40	4.70	$	—

Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity

RSUs activity during the period indicated is as follows, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 13, Stockholders’ Equity:


	Number of Shares	Weighted Average Grant-Date Fair Value per Share
Unvested and outstanding as of January 31, 2023	298,722	$	112.80
Granted	492,784	49.80
Vested/Released	(294,377)	87.00
Forfeited	(92,164)	82.80
Unvested and outstanding as of January 31, 2024	404,965	$	59.40

Share-based Payment Arrangement, Expensed and Capitalized, Amount


	Year Ended January 31,
	2024		2023		2022
Technology	$	5.5	$	5.9	$	4.2
Marketing	0.2		0.5		1.0
General and administrative	20.5		19.0		21.4
Total share-based compensation	$	26.2	$	25.4	$	26.6

Restructuring and Related Charges (Details)			12 Months Ended
Restructuring and Related Charges (Details)	Jan. 09, 2024	Sep. 12, 2022	Jan. 31, 2024 USD ($)	Jan. 31, 2023 USD ($) warehouse	Jan. 31, 2022 USD ($)
Restructuring Cost and Reserve [Line Items]
Percentage of workforce reduction (in percent)	10.00%	24.00%
Restructuring charges			$ 2,000,000.0	$ 2,400,000	$ 0
Accrued restructuring charges			700,000	0
Loss on asset impairment related to restructuring			$ 1,100,000	5,300,000	$ 0
Write-off of fixed assets				4,900,000
Accrued expenses				$ 400,000
Number of discontinued operations \| warehouse				2
Employee Severance
Restructuring Cost and Reserve [Line Items]
Restructuring charges				$ 2,400,000

Schedule of Earnings Per Share, Basic and Diluted

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Net Loss per Share Attributable to Common Stockholders (Tables)

12 Months Ended

Jan. 31, 2024

Earnings Per Share [Abstract]

The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 13, Stockholders’ Equity:


	Year Ended January 31,
	2024		2023		2022
Numerator:
Net loss attributable to common stockholders	$	(113.2)	$	(138.7)	$	(211.8)
Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	3,418,382		3,212,746		1,243,703
Net loss per share attributable to common stockholders, basic and diluted	$	(33.12)	$	(43.17)	$	(170.30)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The following potentially dilutive outstanding securities based on amounts outstanding at each period end, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 13, Stockholders’ Equity, were excluded from the computation of diluted loss per share attributable to common stockholders because including them would have been anti-dilutive:


	Year Ended January 31,
	2024	2023	2022

Stock options	42,613	402,756	473,898
Common stock warrants	131,574	131,574	68,079
RSUs	404,965	298,722	121,379
Total	579,152	833,052	663,356

Consolidated Statements of Changes in Redeemable Preferred Stock and Stockholders’ Equity (Deficit) (Parenthetical)	Apr. 02, 2024
Subsequent Event
Reverse stock split, conversion ratio	0.05

Consolidated Balance Sheets (Parenthetical)	Apr. 02, 2024	Jan. 31, 2024 $ / shares shares	Jan. 31, 2023 $ / shares shares
Preferred stock, par value (usd per share) \| $ / shares		$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)		10,000,000	10,000,000
Preferred stock, shares issued (in shares)		0	0
Preferred stock, shares outstanding (in shares)		0	0
Subsequent Event
Reverse stock split, conversion ratio	0.05
Common Class A
Common stock, par value (usd per share) \| $ / shares		$ 0.001	$ 0.001
Common stock, shares authorized (in shares)		300,000,000	300,000,000
Common stock, shares, issued (in shares)		3,390,587	3,097,826
Common stock, shares, outstanding (in shares)		3,390,587	3,097,826
Common Class B
Common stock, par value (usd per share) \| $ / shares		$ 0.001	$ 0.001
Common stock, shares authorized (in shares)		50,000,000	50,000,000
Common stock, shares, issued (in shares)		154,928	153,312
Common stock, shares, outstanding (in shares)		154,928	153,312

Long-Term Debt (Tables)

12 Months Ended

Jan. 31, 2024

Debt Disclosure [Abstract]

Schedule of Line of Credit and Long-Term Debt Outstanding

The following table summarizes the Company’s long-term debt outstanding as of January 31, 2024 and 2023:


	January 31,		January 31,
	2024		2023
Temasek Facility principal outstanding	$	271.6	$	271.6
Add: payment-in-kind interest	40.3		17.8
Less: unamortized debt discount	(5.2)		(16.9)
Temasek Facility, net	306.7		272.5
Less: current portion of long-term debt	—		—
Total noncurrent long-term debt	$	306.7	$	272.5

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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Net Loss per Share Attributable to Common Stockholders

Net Loss per Share Attributable to Common Stockholders

12 Months Ended

Jan. 31, 2024

Earnings Per Share [Abstract]

The Company computes net loss per share attributable to common stockholders under the two-class method required for multiple classes of common stock and participating securities. The rights of the Class A common stock and Class B common stock are substantially identical, other than voting rights. Accordingly, the net loss per share attributable to common stockholders will be the same for Class A and Class B common stock on an individual or combined basis.


	Year Ended January 31,
	2024		2023		2022
Numerator:
Net loss attributable to common stockholders	$	(113.2)	$	(138.7)	$	(211.8)
Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	3,418,382		3,212,746		1,243,703
Net loss per share attributable to common stockholders, basic and diluted	$	(33.12)	$	(43.17)	$	(170.30)


	Year Ended January 31,
	2024	2023	2022

Stock options	42,613	402,756	473,898
Common stock warrants	131,574	131,574	68,079
RSUs	404,965	298,722	121,379
Total	579,152	833,052	663,356

Summary of Significant Accounting Policies - Useful Lives of Fixed and Intangible Assets (Details)	Jan. 31, 2024
Machinery and equipment \| Minimum
Property, Plant and Equipment and Intangible Assets [Line Items]
Fixed assets, useful life	5 years
Machinery and equipment \| Maximum
Property, Plant and Equipment and Intangible Assets [Line Items]
Fixed assets, useful life	6 years
Furniture and fixtures
Property, Plant and Equipment and Intangible Assets [Line Items]
Fixed assets, useful life	5 years
Computer hardware
Property, Plant and Equipment and Intangible Assets [Line Items]
Fixed assets, useful life	3 years
Reusable packaging
Property, Plant and Equipment and Intangible Assets [Line Items]
Fixed assets, useful life	1 year 6 months
Capitalized third-party software
Property, Plant and Equipment and Intangible Assets [Line Items]
Fixed assets, useful life	3 years
Capitalized internally developed software
Property, Plant and Equipment and Intangible Assets [Line Items]
Fixed assets, useful life	2 years

Liquidity	12 Months Ended
Liquidity	Jan. 31, 2024
Liquidity [Abstract]
Liquidity	Liquidity The Company has incurred net losses from operations since inception and has historically relied upon debt and equity financing to fund its operations. The Company has experienced year-over-year revenue growth and a reduction in net losses in fiscal years 2023 and 2022 and is making progress towards achieving a break-even position after consideration of cash flows from operations less cash flows used in investing during the year ending January 31, 2025 as a result of the restructuring actions described below and the Company’s plans to reduce rental product spend due to rental product depth adjustments in fiscal year 2023 and other investments to align with the overall growth of the business and to comply with the Company’s recently amended debt covenants. To the extent the Company is impacted by macroeconomic trends, or other factors, including, but not limited to, demand for our business, the Company plans to further reduce fixed and variable costs accordingly and has established plans to preserve existing cash liquidity, which includes additional reductions to labor, operating expenses, and/or capital expenditures. The Company has a history of successfully implementing restructuring plans. The September 2022 restructuring plan generated annual operating expense savings of approximately $27 million (relative to the second quarter of fiscal year 2022 run rate). In January 2024, the Company announced an additional restructuring plan expected to generate total annual operating expense savings of approximately $12 million, which primarily includes the reduction in force, with some open role closures/reduced backfills, and excludes potential hiring of new employees or other additions to the Company’s costs and expenses. Actual savings may differ from these estimates. Refer to Note 4, Restructuring and Related Charges, for discussion of the restructuring plans. On December 1, 2023, the Company entered into a Tenth Amendment to Credit Agreement with Double Helix Pte Ltd. as administrative agent for Temasek Holdings (the “Credit Facility Amendment”) to the 2022 Amended Temasek Facility (as amended by the 2023 Amendment, the “2023 Amended Temasek Facility”). The 2023 Amended Temasek Facility, among other things, modifies the Company’s obligations under the 2022 Amended Temasek Facility (as defined herein) to (i) eliminate all interest (both payment-in-kind and cash interest) for a period of six full fiscal quarters beginning with the fourth quarter of fiscal year 2023; (ii) reduce the minimum liquidity maintenance covenant under the 2023 Amended Temasek Facility from $50 million to $30 million; and (iii) provide that the Company may not exceed mutually agreed upon quarterly and annual spend levels for rental product capital expenditures, fixed operating expenditures and marketing expenditures during fiscal year 2024 of $51 million, $100 million (excluding $10 million of specified permitted expenditures), and $30 million, respectively, on an annual basis and to-be-agreed levels for fiscal years 2025 and 2026, subject to the debt holder’s consent and certain exceptions as defined in the agreement. As of January 31, 2024, the Company held cash and cash equivalents of $84.0 million and long-term debt of $306.7 million with a maturity date of October 2026. In the event that the Company fails to comply with the covenants specified in the 2023 Amended Temasek Facility, the lender has the right to declare all borrowings outstanding, together with accrued and unpaid interest and fees, to be immediately due and payable. The Company believes that it will have sufficient liquidity from cash on-hand and future operations to sustain its business operations, satisfy the $30 million minimum liquidity maintenance covenant and comply with the maximum expenditure covenants under the 2023 Amended Temasek Facility for at least the next twelve months from the date these financial statements are issued.

Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Millions		12 Months Ended
	Apr. 02, 2024	Jan. 31, 2024 USD ($) vote $ / shares shares	Jan. 31, 2023 USD ($) $ / shares shares
Class of Warrant or Right [Line Items]
Preferred stock, shares authorized (in shares)		10,000,000	10,000,000
Adjustments to additional paid in capital, reverse stock split \| $		$ 0.1	$ 0.1
Preferred stock, par value (usd per share) \| $ / shares		$ 0.001	$ 0.001
Preferred stock, shares issued (in shares)		0	0
Preferred stock, shares outstanding (in shares)		0	0
Subsequent Event
Class of Warrant or Right [Line Items]
Reverse stock split, conversion ratio	0.05
Common Class A
Class of Warrant or Right [Line Items]
Common stock, shares authorized (in shares)		300,000,000	300,000,000
Common stock, shares, issued (in shares)		3,390,587	3,097,826
Common stock, par value (usd per share) \| $ / shares		$ 0.001	$ 0.001
Adjustments to common stock, reverse stock split \| $		$ 0.1
Votes per common share \| vote		1
Common stock, shares, outstanding (in shares)		3,390,587	3,097,826
Common Class A \| Reverse Stock Split
Class of Warrant or Right [Line Items]
Common stock, shares, issued (in shares)		67,812,037	61,956,536
Common stock, shares, outstanding (in shares)		67,812,037	61,956,536
Common Class B
Class of Warrant or Right [Line Items]
Common stock, shares authorized (in shares)		50,000,000	50,000,000
Common stock, shares, issued (in shares)		154,928	153,312
Common stock, par value (usd per share) \| $ / shares		$ 0.001	$ 0.001
Adjustments to common stock, reverse stock split \| $		$ 0.1
Votes per common share \| vote		20
Common stock, shares, outstanding (in shares)		154,928	153,312
Common Class B \| Reverse Stock Split
Class of Warrant or Right [Line Items]
Common stock, shares, issued (in shares)		3,098,580	3,066,251
Common stock, shares, outstanding (in shares)		3,098,580	3,066,251
Preferred Stock
Class of Warrant or Right [Line Items]
Preferred stock, shares issued (in shares)		0
Preferred stock, shares outstanding (in shares)		0
Preferred Stock \| IPO
Class of Warrant or Right [Line Items]
Preferred stock, shares authorized (in shares)		10,000,000
Preferred stock, par value (usd per share) \| $ / shares		$ 0.001

Income Taxes - Allocation of Income Tax (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Current provision:
Federal	$ 0.0	$ 0.0	$ 0.0
State and local	0.0	0.0	0.0
Foreign	(0.2)	0.0	0.0
Total current provision	(0.2)	0.0	0.0
Deferred provision:
Federal	0.0	0.0	0.0
State and local	0.0	0.0	0.0
Foreign	0.0	0.2	0.3
Total deferred provision	0.0	0.2	0.3
Total income tax benefit / (expense)	$ (0.2)	$ 0.2	$ 0.3

Leases - Lessee Accounting

12 Months Ended

Jan. 31, 2024

Leases [Abstract]

Leases - Lessee Accounting

As a lessee, the Company has operating real estate leases for its operational facilities, retail locations and corporate headquarters. The Company has operating and finance leases for its computers and equipment. Additionally, the Company procures a portion of its rental product from brand partners under revenue share arrangements, which are considered operating leases. All revenue share payments are recognized as variable lease costs and recorded in Rental product depreciation and revenue share in the Consolidated Statements of Operations.

The Company’s real estate and equipment lease terms generally range from less than one year to 14 years and certain agreements include renewal options. To the extent that the Company is reasonably certain to exercise a lease renewal option, the assumption is included in the calculation of ROU assets and lease liabilities.

During the year ended January 31, 2023, the Company amended the operating lease for its corporate headquarters in Brooklyn, NY, the terms of which terminated one floor of the leased space. The partial lease termination of the corporate headquarters leased space resulted in a reduction of $10.6 million in the Company’s future minimum fixed lease obligations as of the lease modification date. The Company treated the partial lease termination amendment as a lease modification as of the effective date which resulted in an adjustment of $3.7 million and $1.4 million to the related lease liabilities and right-of-use assets, respectively. The Company recorded a gain on the partial termination of $1.8 million and a loss on surrender of the related fixed assets, primarily leasehold improvements, of $1.9 million, both of which are recorded on the Consolidated Statements of Operations within General and administrative expenses.

During the year ended January 31, 2024, the Company amended the operating lease for its fulfillment center at 100 Metro Way in Secaucus, NJ, the terms of which extended the lease for an additional five years to August 31, 2029. The lease modification resulted in an adjustment of $9.9 million to lease liabilities and right-of-use assets. The Company did not exercise its renewal option with respect to its lease for 55 Metro Way in Secaucus, NJ, which is anticipated to expire in accordance with its terms on August 31, 2024.

As of January 31, 2024 and 2023, the weighted-average remaining lease term for operating leases was 7.50 years and 8.38 years, respectively, and the weighted-average discount rate was 16.12% and 16.26%, respectively. As of January 31, 2024 and 2023, the weighted-average remaining lease term for financing leases was 4.73 years and 2.18 years, respectively, and weighted-average discount rate was 16.44% and 16.41%, respectively.

The following table summarizes the components of lease costs incurred by the Company during the years ended January 31, 2024, 2023 and 2022:


	January 31,
	2024		2023		2022
Operating lease costs	$	9.6	$	11.3	$	12.9
Short-term lease costs	—		—		0.1
Total fixed lease costs	9.6		11.3		13.0
Variable lease costs	33.4		30.7		22.7
Total lease costs	43.0		42.0		35.7
Sublease income	(1.8)		(3.2)		(4.0)
Total lease costs, net	$	41.2	$	38.8	$	31.7


	Operating		Financing
Fiscal year:
2024	$	10.8	$	0.6
2025	11.3		0.3
2026	11.3		0.1
2027	11.2		0.1
2028	11.3		0.1
Thereafter	28.8		0.3
Total minimum lease payments	84.7		1.5
Imputed interest	(36.0)		(0.5)
Lease liabilities as of January 31, 2024	$	48.7	$	1.0

Leases - Lessee Accounting

The following table summarizes the components of lease costs incurred by the Company during the years ended January 31, 2024, 2023 and 2022:


	January 31,
	2024		2023		2022
Operating lease costs	$	9.6	$	11.3	$	12.9
Short-term lease costs	—		—		0.1
Total fixed lease costs	9.6		11.3		13.0
Variable lease costs	33.4		30.7		22.7
Total lease costs	43.0		42.0		35.7
Sublease income	(1.8)		(3.2)		(4.0)
Total lease costs, net	$	41.2	$	38.8	$	31.7


	Operating		Financing
Fiscal year:
2024	$	10.8	$	0.6
2025	11.3		0.3
2026	11.3		0.1
2027	11.2		0.1
2028	11.3		0.1
Thereafter	28.8		0.3
Total minimum lease payments	84.7		1.5
Imputed interest	(36.0)		(0.5)
Lease liabilities as of January 31, 2024	$	48.7	$	1.0

Long-Term Debt - Narrative (Details) - USD ($)	1 Months Ended			12 Months Ended
Long-Term Debt - Narrative (Details) - USD ($)	Dec. 31, 2023	Jan. 31, 2023	Oct. 31, 2021	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022	Nov. 30, 2023	Mar. 31, 2020	Nov. 30, 2019	Jul. 31, 2018
Debt Instrument [Line Items]
Principal repayments on long-term debt				$ 0	$ 0	$ 135,000,000.0
Exercise price of common stock warrants (in usd per share)				$ 0.01
Liquidity maintenance covenant	$ 30,000,000						$ 50,000,000
Loss on debt extinguishment				$ 0	0	$ 12,200,000
2023 Amended Temasek Facility
Debt Instrument [Line Items]
Liquidity maintenance covenant				30,000,000			$ 50,000,000
Maximum inventory capital expenditures, debt covenant	51,000,000
Maximum fixed operating expenditures, debt covenant	100,000,000
Debt instrument, covenant terms, specified exclusions	10,000,000
Maximum marketing expenditures, debt covenant	$ 30,000,000
Term Loan \| Temasek Term Loan
Debt Instrument [Line Items]
Effective interest rate (in percent)			15.95%
Long-term debt		$ 271,600,000		$ 271,600,000	$ 271,600,000
Term Loan \| Initial Temasek Committment
Debt Instrument [Line Items]
Debt instrument, face amount								$ 50,000,000	$ 50,000,000	$ 100,000,000
Debt instrument, additional borrowing capacity										$ 100,000,000
Interest rate, paid in kind (in percent)										15.00%
Term Loan \| Subsequent Temasek Commitment
Debt Instrument [Line Items]
Debt instrument, face amount								$ 30,000,000
Debt instrument, additional borrowing capacity									$ 30,000,000
Interest rate, cash (in percent)									13.00%
Principal repayments on long-term debt			$ 30,000,000.0
Term Loan \| Temasek Facility Amendment
Debt Instrument [Line Items]
Debt instrument, face amount			$ 271,600,000
Interest rate, paid in kind (in percent)			5.00%
Principal repayments on long-term debt			$ 30,000,000.0
Amended interest rate (in percent)		13.00%	12.00%		13.00%
Effective interest rate (in percent)		15.15%		8.44%	15.15%
Debt discount		$ 6,900,000	$ 15,300,000		$ 6,900,000
Closing fees paid			200,000
Allocation of proceeds to warrants issued			5,300,000
Extension of term warrants			1,000,000.0
Amendment fee			8,800,000
Term Loan \| Temasek Facility Amendment Two
Debt Instrument [Line Items]
Effective interest rate (in percent)		14.29%			14.29%
Cash portion of interest rate, through July 2024 (in percent)		2.00%			2.00%
Cash portion of interest rate, July 2024 and thereafter (in percent)		5.00%			5.00%
Increase (decrease) in the total interest rate (in percent)		1.00%
Number of securities called by warrant (in shares)		100,000			100,000
Exercise price of common stock warrants (in usd per share)		$ 100,000,000.00			$ 100,000,000.00
Term Loan \| Initial Temasek Facility and Amended Temasek Facility
Debt Instrument [Line Items]
Principal repayments on long-term debt			$ 60,000,000.0
Term Loan \| Ares Term Loan
Debt Instrument [Line Items]
Long-term debt		$ 0		$ 0	$ 0

Fair Value Measurements - Narrative (Details) - USD ($)	12 Months Ended
Fair Value Measurements - Narrative (Details) - USD ($)	Jan. 31, 2022	Jan. 31, 2024	Jan. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of long-term debt		$ 305,900,000
Common Stock Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Value of warrant for common stock	$ 500,000
Common Stock Warrants \| Derivative Financial Instruments, Liabilities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Exercise of warrants	$ 35,500,000
Series G Redeemable Preferred Stock Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of securities called by warrant (in shares)	4,401
Preferred Stock Warrants \| Derivative Financial Instruments, Liabilities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of warrants	$ 1,200,000
Warrant A
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Exercise of warrants (in shares)	84,586
Warrant A \| Common Stock Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Class of warrant, number of securities called by each warrant (in shares)	2,041
Warrant B \| Common Stock Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Class of warrant, number of securities called by each warrant (in shares)	82,585
Liability-Classified Common Stock Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants outstanding		$ 0	$ 0

Cover - USD ($) $ in Millions	12 Months Ended
Cover - USD ($) $ in Millions	Jan. 31, 2024	Apr. 05, 2024	Jul. 31, 2023
Entity Listings [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Jan. 31, 2024
Current Fiscal Year End Date	--01-31
Document Transition Report	false
Entity File Number	001-40958
Entity Registrant Name	RENT THE RUNWAY, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	80-0376379
Entity Address, Address Line One	10 Jay Street
Entity Address, City or Town	Brooklyn
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	11201
City Area Code	(212)
Local Phone Number	524-6860
Title of 12(b) Security	Class A common stock, par value $0.001 per share
Trading Symbol	RENT
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction	false
Entity Shell Company	false
Entity Public Float			$ 92.5
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s Definitive Proxy Statement to be filed with the Securities and Exchange Commission no later than 120 days after the end of the registrant’s fiscal year ended January 31, 2024, are incorporated by reference in Part III of this Annual Report on Form 10-K.
Entity Central Index Key	0001468327
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Amendment Flag	false
Common Class A
Entity Listings [Line Items]
Entity Common Stock, Shares Outstanding		3,516,973
Common Class B
Entity Listings [Line Items]
Entity Common Stock, Shares Outstanding		155,269

Rental Product, Net (Tables)

12 Months Ended

Jan. 31, 2024

Rental Product [Abstract]

Schedule of Rental Product Breakdown

Rental product, net consisted of the following:


	January 31,		January 31,
	2024		2023

Apparel	$	165.3	$	156.7
Accessories	6.6		5.9
	171.9		162.6
Less accumulated depreciation	(77.9)		(83.9)
Rental product, net	$	94.0	$	78.7

Rental Product, Net

12 Months Ended

Jan. 31, 2024

Rental Product [Abstract]

Rental Product, Net

Rental product, net consisted of the following:


	January 31,		January 31,
	2024		2023

Apparel	$	165.3	$	156.7
Accessories	6.6		5.9
	171.9		162.6
Less accumulated depreciation	(77.9)		(83.9)
Rental product, net	$	94.0	$	78.7

Depreciation and write-offs related to rental product, including write-offs of rental products sold, was $57.1 million, $52.9 million, and $50.3 million for the years ended January 31, 2024, 2023, and 2022, respectively.

Liquidity (Details) - USD ($) $ in Millions	1 Months Ended
Liquidity (Details) - USD ($) $ in Millions	Jan. 31, 2024	Dec. 31, 2023	Sep. 30, 2022	Nov. 30, 2023	Jan. 31, 2023	Jan. 31, 2022
Liquidity [Line Items]
Effect on future earnings	$ 12.0		$ 27.0
Liquidity maintenance covenant		$ 30.0		$ 50.0
Cash and cash equivalents	84.0				$ 154.5	$ 247.6
Long-term debt, net	306.7				$ 272.5
2023 Amended Temasek Facility
Liquidity [Line Items]
Liquidity maintenance covenant	$ 30.0			$ 50.0
Maximum inventory capital expenditures, debt covenant		51.0
Maximum fixed operating expenditures, debt covenant		100.0
Debt instrument, covenant terms, specified exclusions		10.0
Maximum marketing expenditures, debt covenant		$ 30.0

Net Loss per Share Attributable to Common Stockholders - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($)
$ / shares in Units, $ in Millions

12 Months Ended

Jan. 31, 2024

Jan. 31, 2023

Jan. 31, 2022

Numerator:

Net loss attributable to common stockholders

$ (113.2)

$ (138.7)

$ (211.8)

Denominator:

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares)

^[1]

3,418,382

3,212,746

1,243,703

Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares)

^[1]

3,418,382

3,212,746

1,243,703

Net loss per share attributable to common stockholders, basic (usd per share)

^[1]

$ (33.12)

$ (43.17)

$ (170.30)

Net loss per share attributable to common stockholders, diluted (usd per share)

^[1]

$ (33.12)

$ (43.17)

$ (170.30)

[1]	Amounts have been adjusted to reflect the 1-for-20 reverse stock split that became effective on April 2, 2024. See Note 2, “Summary of Significant Accounting Policies” and Note 13, “Stockholders’ Equity” for additional details.

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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

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Accrued Expenses and Other Current Liabilities

Income Taxes - Tax Rate Reconciliation (Details)	12 Months Ended
Income Taxes - Tax Rate Reconciliation (Details)	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Income Tax Disclosure [Abstract]
Compute “expected” tax benefit	21.00%	21.00%	21.00%
State income taxes, net of federal benefit	(0.02%)	(0.01%)	(0.01%)
Valuation of warrants	0.00%	0.00%	(2.47%)
Nondeductible transaction costs	0.00%	0.00%	(0.44%)
Nondeductible compensation	(2.55%)	(1.95%)	(1.17%)
Share-based compensation	(0.09%)	(0.48%)	(0.35%)
Current year change in valuation allowance	(19.74%)	(19.34%)	(16.90%)
Other	1.26%	1.00%	0.48%
Income tax benefit (expense)	(0.14%)	0.22%	0.14%

Business	12 Months Ended
Business	Jan. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business	Business Description of Business Rent the Runway, Inc.’s (the “Company”) mission is to empower women to feel their best every day. Launched in November 2009, the Company has built the world’s first and largest shared designer closet with thousands of styles by hundreds of brand partners. The Company gives customers access to its “unlimited closet” through its subscription offering (“Subscription”) or the ability to rent a-la-carte through its reserve offering (“Reserve”). The Company’s corporate headquarters is located in Brooklyn, New York and its operational facilities are located in Secaucus, New Jersey, and Arlington, Texas. Its wholly-owned subsidiary, Rent the Runway Limited (the “Subsidiary”), is located in Galway, Ireland, and is focused on software development and support activities. All revenue is currently generated in the United States. Substantially all revenue is derived from rental subscription fees and a-la-carte rental fees, with a portion derived from the sale of apparel and accessories and other fees.

Accrued Expenses and Other Current Liabilities

12 Months Ended

Jan. 31, 2024

Payables and Accruals [Abstract]

Accrued expenses and other current liabilities consisted of the following:


	January 31,		January 31,
	2024			2023
Accrued operating and general expenses	$	7.6		$	6.0
Revenue share payable	6.0			5.3
Accrued interest	—			5.1
Accrued payroll related expenses	4.5			4.7
Short-term financing	1.2			—
Sales and other taxes	1.9			2.7
Gift card liability	0.5			0.6
Accrued expenses and other current liabilities	$	21.7		$	24.4

The borrowing rate for the short-term financing obligation was 8.80% as of January 31, 2024.

Commitment and Contingencies (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Line of Credit Facility [Line Items]
Restricted cash	$ 10.0	$ 9.1
Cash-Collateralized Standby Letters of Credit
Line of Credit Facility [Line Items]
Restricted cash	$ 10.0	$ 9.1

Income Taxes

12 Months Ended

Jan. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

The Company’s net loss before income tax benefit / (expense) from income taxes includes the following components:


	Year Ended January 31,
	2024		2023		2022
Domestic	$	(114.0)	$	(139.5)	$	(212.6)
Foreign	1.0		0.6		0.5
Net loss before income tax benefit / (expense)	$	(113.0)	$	(138.9)	$	(212.1)

Total income taxes allocated to operations are as follows:


	Year Ended January 31,
	2024		2023		2022
Current provision:
Federal	$	—	$	—	$	—
State and local	—		—		—
Foreign	(0.2)		—		—
Total current provision	(0.2)		—		—
Deferred provision:
Federal	—		—		—
State and local	—		—		—
Foreign	—		0.2		0.3
Total deferred provision	—		0.2		0.3
Total income tax benefit / (expense)	$	(0.2)	$	0.2	$	0.3

The significant components of the Company’s net deferred tax assets (liabilities) are as follows:


	Year Ended January 31,
	2024		2023
Deferred tax assets:
Federal and state net operating loss carryforwards	$	166.4	$	158.1
Customer credit liabilities	1.7		1.9
Interest limitation	58.0		50.0
Fixed assets	2.1		—
Capitalized R&D expenses	14.5		10.1
Tax credits	6.7		5.7
Share-based compensation	1.6		2.4
Operating lease liabilities	13.2		11.8
Other	1.3		0.7
Total deferred tax assets	265.5		240.7
Deferred tax liabilities:
Fixed assets	—		(0.1)
Operating lease right-of-use assets	(9.4)		(7.6)
Total deferred tax liabilities	(9.4)		(7.7)
Net deferred tax assets before valuation allowance	256.1		233.0
Less valuation allowance	(256.1)		(232.4)
Net deferred tax assets	$	—	$	0.6

Provisions enacted in the Tax Reform Act in December 2017 related to the capitalization of research and experimental expenditures became effective on January 1, 2022. These provisions require us to capitalize research and experimental expenditures and amortize them for tax purposes over five or fifteen years, depending on where the research is conducted. The capitalized expenses do not significantly impact our effective tax rate.

As of January 31, 2024 and 2023, the Company maintained a valuation allowance against all of its U.S. deferred tax assets since, in the judgment of management, the realization of these assets was not considered more likely than not. The net change in the total valuation allowance for the years ended January 31, 2024 and 2023 was an increase of $23.7 million and $31.4 million, respectively. The Company’s deferred tax assets are included in Other assets on the Consolidated Balance Sheets.

As of January 31, 2024, the Company had federal net operating loss tax carryforwards of approximately $631.1 million. Approximately $152.0 million of the net operating loss carryforwards will expire at various times through 2038, while $479.1 million will not expire.

In general, under Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”), a corporation that undergoes an “ownership change” is subject to limitations on its ability to utilize its net operating losses (“NOLs”) to offset future taxable income. The Company has determined that as of March 2021, it had undergone one ownership change on February 16, 2010, and its NOLs arising before that date are subject to Section 382 limitations. These limitations will not materially limit the use of such NOLs to offset the Company’s future taxable income. Any ownership change occurring after March 2021 may result in the imposition of additional limitations on the Company’s ability to utilize NOLs existing at the time of the ownership change.

The benefit for income taxes differs from the amount computed by applying the statutory U.S. Federal income tax rate to pretax loss because of the effect of the following items:


	Year Ended January 31,
	2024		2023		2022
Compute “expected” tax benefit	21.00	%	21.00	%	21.00	%
State income taxes, net of federal benefit	(0.02)	%	(0.01)	%	(0.01)	%
Valuation of warrants	—	%	—	%	(2.47)	%
Nondeductible transaction costs	—	%	—	%	(0.44)	%
Nondeductible compensation	(2.55)	%	(1.95)	%	(1.17)	%
Share-based compensation	(0.09)	%	(0.48)	%	(0.35)	%
Current year change in valuation allowance	(19.74)	%	(19.34)	%	(16.90)	%
Other	1.26	%	1.00	%	0.48	%
Income tax benefit (expense)	(0.14)	%	0.22	%	0.14	%

The Company has not recognized deferred tax liabilities for outside basis differences (including undistributed earnings) relating to the Company’s foreign subsidiary because such amounts have been indefinitely reinvested. The Company has determined that it is impracticable to estimate the unrecorded deferred tax liability associated with the foreign subsidiary for which the Company is asserting indefinite reinvestment.

The following table summarizes the unrecognized tax benefit activity for the periods indicated:


	Year Ended January 31,
	2024		2023		2022
Balance as of the beginning of the period	$	0.9	$	0.7	$	0.6
Additions based on tax positions related to the current year	0.3		0.2		0.1
Additions for tax positions of prior years	—		—		—
Reductions for tax positions of prior years	—		—		—
Lapse of statute of limitations	—		—		—
Settlements	—		—		—
Balance as of the end of the period	$	1.2	$	0.9	$	0.7

The amount of unrecognized tax benefits included on the Consolidated Balance Sheets as of January 31, 2024 and 2023 are $1.2 million and $0.9 million, respectively.

The total amount of unrecognized benefits relating to the Company’s tax position is subject to change based on future events including, but not limited to, the settlements of ongoing audits and/or the expiration of applicable statutes of limitations. The outcomes and timing of such events are highly uncertain and a reasonable estimate of the range of gross unrecognized tax benefits, excluding interest and penalties, that could potentially be reduced during the next 12 months cannot be made at this time.

The Company is subject to United States federal and state taxation, as well as subject to taxation in Ireland. The Company may be subject to examination by the Internal Revenue Service (“IRS”) and as of January 31, 2024, tax year 2020 and years filed thereafter remain open to examination. These examinations may result in proposed adjustments to the Company’s income tax liability or tax attributes with respect to years under examination as well as subsequent periods.

The provision for income taxes involves a significant amount of management judgment regarding interpretation of relevant facts and laws in the jurisdictions in which the Company operates. Future changes in applicable laws, projected levels of taxable income and tax planning could change the effective tax rate and tax balances recorded by the Company. In addition, tax authorities periodically review income tax returns filed by the Company and can raise issues regarding its filing positions, timing and amount of income and deductions, and the allocation of income among the jurisdictions in which the Company operates. A significant period of time may elapse between the filing of an income tax return and the ultimate resolution of an issue raised by a revenue authority with respect to that return. Any adjustments as a result of any examination may result in additional taxes or penalties against the Company. If the ultimate result of these audits differs from original or adjusted estimates, they could have a material impact on the Company’s tax provision.

On August 16, 2022, Congress passed the Inflation Reduction Act of 2022. The key tax provisions applicable to the Company are a 15% corporate minimum tax on book income and a 1% excise tax on stock repurchases effective January 1, 2023. We do not expect these tax law changes to have a material impact on the Company’s consolidated financial position; however, we will continue to evaluate their impact as further information becomes available.

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

Cash and cash equivalents

Consolidated Balance Sheets - USD ($)
$ in Millions

Jan. 31, 2024

Jan. 31, 2023

Current assets:

$ 84.0

$ 154.5

Restricted cash, current

5.2

3.1

Prepaid expenses and other current assets

13.0

14.5

Total current assets

102.2

172.1

Restricted cash

4.8

6.0

Rental product, net

94.0

78.7

Fixed assets, net

35.7

44.7

Intangible assets, net

3.4

4.1

Operating lease right-of-use assets

33.9

26.7

Other assets

4.5

3.9

Total assets

278.5

336.2

Current liabilities:

Accounts payable

5.8

12.4

Accrued expenses and other current liabilities

21.7

24.4

Deferred revenue

10.9

12.0

Customer credit liabilities

6.3

6.8

Operating lease liabilities

3.4

4.4

Total current liabilities

48.1

60.0

Long-term debt, net

306.7

272.5

Operating lease liabilities

45.3

38.3

Other liabilities

0.7

Total liabilities

400.8

371.5

Commitments and Contingencies (Note 16)

Stockholders’ equity (deficit)

Preferred stock, $0.001 par value; 10,000,000 shares authorized as of January 31, 2024 and 2023; 0 shares issued and outstanding as of January 31, 2024 and 2023

0.0

Additional paid-in capital

930.8

904.6

Accumulated deficit

(1,053.1)

(939.9)

Total stockholders’ equity (deficit)

(122.3)

(35.3)

Total liabilities and stockholders’ equity (deficit)

278.5

336.2

Common Class A

Stockholders’ equity (deficit)

Common stock, value, issued

^[1]

0.0

Common Class B

Stockholders’ equity (deficit)

Common stock, value, issued

^[1]

$ 0.0

[1]	Amounts have been adjusted to reflect the 1-for-20 reverse stock split that became effective on April 2, 2024. See Note 2, “Summary of Significant Accounting Policies” and Note 13, “Stockholders’ Equity” for additional details.

Net Loss per Share Attributable to Common Stockholders - Schedule of Antidilutive Securities (Details) - shares	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in shares)	579,152	833,052	663,356
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in shares)	42,613	402,756	473,898
Common stock warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in shares)	131,574	131,574	68,079
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in shares)	404,965	298,722	121,379

Fixed and Intangible Assets, Net (Tables)

12 Months Ended

Jan. 31, 2024

Fixed And Intangible Assets [Abstract]

Schedule of Property, Plant and Equipment

Fixed and intangible assets, net consisted of the following:


	January 31,		January 31,
	2024		2023
Leasehold improvements	$	54.5	$	53.8
Machinery and equipment	46.8		45.9
Reusable packaging	2.9		3.5
Computer hardware	4.5		4.5
Furniture and fixtures	4.0		3.9
Financing lease ROU assets	2.6		2.2
	115.3		113.8
Less accumulated depreciation	(79.6)		(69.1)
Fixed assets, net	$	35.7	$	44.7

Software assets	$	22.3	$	20.9
Less accumulated amortization	(18.9)		(16.8)
Intangible assets, net	$	3.4	$	4.1

Schedule of Finite-Lived Intangible Assets

As of January 31, 2024, expected amortization of intangible assets (excluding software projects not yet deployed) is as follows:



Fiscal year:
2024	$	1.7
2025	0.5
2026	—
Thereafter	—
Total future amortization	$	2.2

Summary of Significant Accounting Policies - Narrative (Details)			12 Months Ended
	Apr. 02, 2024	Oct. 27, 2021 USD ($) $ / shares shares	Jan. 31, 2024 USD ($) vote segment $ / shares shares	Jan. 31, 2023 USD ($) partner warehouse $ / shares shares	Jan. 31, 2022 USD ($)	Sep. 30, 2023	Jan. 31, 2021 USD ($)
Accounting Policies [Line Items]
Preferred stock, shares authorized (in shares) \| shares			10,000,000	10,000,000
Preferred stock, par value (usd per share) \| $ / shares			$ 0.001	$ 0.001
Number of reportable segments \| segment			1
Number of operating segments \| segment			1
Total share-based compensation			$ 26,200,000	$ 25,400,000	$ 26,600,000
Redeemable preferred stock, par value (usd per share) \| $ / shares			$ 0.001	$ 0.001
Cash and cash equivalents			$ 94,000,000.0	$ 163,600,000	259,600,000		$ 109,200,000
Restricted cash			10,000,000.0	9,100,000
Rental product held-for-sale			3,000,000	3,000,000
Accelerated depreciation			4,900,000	6,900,000	3,900,000
Proceeds from liquidation of rental product			4,600,000	8,800,000	5,700,000
Proceeds from sale of rental product			23,300,000	17,900,000	12,900,000
Customer credits and refunds, including opening balance			$ 1,500,000
Time for order placement			2 months			4 months
Accounts receivable, net			$ 1,300,000	4,000,000
Allowance for doubtful accounts			0	$ 0
Third party partner \| partner				1
Advertising costs			28,500,000	$ 30,700,000	20,600,000
Asset impairment charge			$ 1,100,000	5,300,000	0
Write-off of fixed assets				4,900,000
Accrued expenses				$ 400,000
Number of discontinued operations \| warehouse				2
Impairment, long-lived asset					0
Exercise price of common stock warrants (in usd per share) \| $ / shares			$ 0.01
Insurance recoveries					4,000,000
Subsequent Event
Accounting Policies [Line Items]
Reverse stock split, conversion ratio	0.05
Restricted Stock Units (RSUs)
Accounting Policies [Line Items]
Total share-based compensation					$ 14,400,000
Credit Card Receivable
Accounting Policies [Line Items]
Cash and cash equivalents			$ 3,300,000	$ 3,400,000
IPO
Accounting Policies [Line Items]
Sale of stock, price per share (in usd per share) \| $ / shares		$ 420.00
Proceeds from issuance of IPO, net		$ 327,300,000
Underwriting discounts		24,100,000
Direct offering costs		5,600,000
Convertible preferred stock converted to common stock and additional paid-in-capital		$ 409,300,000
Common Class A
Accounting Policies [Line Items]
Common stock, shares authorized (in shares) \| shares			300,000,000	300,000,000
Common stock, par value (usd per share) \| $ / shares			$ 0.001	$ 0.001
Common stock, shares, outstanding (in shares) \| shares			3,390,587	3,097,826
Common stock, shares, issued (in shares) \| shares			3,390,587	3,097,826
Votes per common share \| vote			1
Class A common stock exchanged (in shares) \| shares			146,636
Common Class A \| Reverse Stock Split
Accounting Policies [Line Items]
Common stock, shares, outstanding (in shares) \| shares			67,812,037	61,956,536
Common stock, shares, issued (in shares) \| shares			67,812,037	61,956,536
Common Class A \| IPO
Accounting Policies [Line Items]
Sale of stock, number of shares issued in transaction (in shares) \| shares		850,000
Convertible preferred stock converted to common stock (in shares) \| shares		1,628,773
Common Class B
Accounting Policies [Line Items]
Common stock, shares authorized (in shares) \| shares			50,000,000	50,000,000
Common stock, par value (usd per share) \| $ / shares			$ 0.001	$ 0.001
Common stock, shares, outstanding (in shares) \| shares			154,928	153,312
Common stock, shares, issued (in shares) \| shares			154,928	153,312
Votes per common share \| vote			20
Common Class B \| Reverse Stock Split
Accounting Policies [Line Items]
Common stock, shares, outstanding (in shares) \| shares			3,098,580	3,066,251
Common stock, shares, issued (in shares) \| shares			3,098,580	3,066,251
Minimum
Accounting Policies [Line Items]
Rental period			4 days
Maximum
Accounting Policies [Line Items]
Rental period			8 days
Apparel and accessories \| Revenue benchmark \| Product concentration risk
Accounting Policies [Line Items]
Concentration risk, percentage			11.00%	9.00%	9.00%

Fair Value Measurements

12 Months Ended

Jan. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

The Company follows the guidance in ASC 820 for its financial assets and liabilities that are remeasured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually.

As of January 31, 2024 and 2023, the carrying amounts of the Company’s cash and cash equivalents, current and noncurrent restricted cash, prepaid expenses and other current assets, accounts payable and accrued expenses and other current liabilities approximated their estimated fair value due to their relatively short maturities.

The Company’s long-term debt is reported at carrying value on the Consolidated Balance Sheets. Refer to Note 8 – Long-Term Debt. The Company estimates the fair value of its long-term debt using a discounted cash flow approach based on the Company’s implied credit spread using the median of option adjusted spreads for similar financial instruments with similar credit ratings, and, as such, long-term debt is classified as Level 3 within the fair value hierarchy. The Company classified the long-term debt as Level 3 compared to Level 2 in the prior year due to a change to the valuation model. As of January 31, 2024, the estimated fair value of the Company’s long-term debt was $305.9 million.

The Company’s warrant liabilities were reported at fair value on the Company’s Consolidated Balance Sheets. The warrant liabilities were valued using a Black-Scholes option pricing model. The assumptions used in preparing the model include estimates such as volatility, contractual terms, dividend yield, expiration dates and risk-free interest rates. Prior to the Company’s IPO, this valuation model used unobservable market share price input on a recurring basis, and therefore was considered a Level 3 liability.

The following table presents a roll forward of the fair value of the Level 3 liabilities for the year ended January 31, 2022:


	Warrant Liability
Balance as of January 31, 2021	$	11.8
Issuance of common stock warrants	0.5
Changes in estimated fair value	24.4
Exercise of warrants	(35.5)
Reclassification to equity-classified warrants	(1.2)
Balance as of January 31, 2022	$	—

The Company issued a warrant for 2,041 shares of common stock with a fair value at issuance of $0.5 million, included in the gain / (loss) on warrant liability revaluation, net on the consolidated statement of operations for the year ended January 31, 2022.

The warrants for 82,585 and 2,041 shares of common stock, respectively, were automatically exercised and converted to an aggregate of 84,586 shares of Class A common stock through cashless exercise upon completion of the Company’s IPO. These warrants were adjusted to a fair value of $35.5 million immediately prior to exercise.

The warrants for an aggregate of 4,401 shares of Series D redeemable preferred stock were converted to warrants for shares of Class A common stock as of the effective date of the IPO. These warrants were reclassified to stockholders’ equity as of the effective date of the IPO, as the redemption provision from the shares underlying these warrants was eliminated. These warrants were adjusted to fair value of $1.2 million immediately prior to reclassification.

There were no outstanding liability-classified warrants as of January 31, 2024 and 2023.

Fixed And Intangible Assets [Abstract]

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Fixed and Intangible Assets, Net - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Fixed And Intangible Assets [Abstract]
Depreciation fixed assets	$ 12.0	$ 12.7	$ 14.8
Amortization of intangible assets	$ 2.7	$ 3.7	$ 4.7

Fixed and Intangible Assets, Net

12 Months Ended

Jan. 31, 2024

Fixed and Intangible Assets, Net

Fixed and intangible assets, net consisted of the following:


	January 31,		January 31,
	2024		2023
Leasehold improvements	$	54.5	$	53.8
Machinery and equipment	46.8		45.9
Reusable packaging	2.9		3.5
Computer hardware	4.5		4.5
Furniture and fixtures	4.0		3.9
Financing lease ROU assets	2.6		2.2
	115.3		113.8
Less accumulated depreciation	(79.6)		(69.1)
Fixed assets, net	$	35.7	$	44.7

Software assets	$	22.3	$	20.9
Less accumulated amortization	(18.9)		(16.8)
Intangible assets, net	$	3.4	$	4.1

Depreciation related to fixed assets was $12.0 million, $12.7 million, and $14.8 million for the years ended January 31, 2024, 2023, and 2022, respectively. Amortization of intangible assets was $2.7 million, $3.7 million, and $4.7 million for the years ended January 31, 2024, 2023, and 2022, respectively. See Note 5 — Leases – Lessee Accounting for further details related to the finance lease ROU assets included in Fixed assets, net on the Consolidated Balance Sheets.

As of January 31, 2024, expected amortization of intangible assets (excluding software projects not yet deployed) is as follows:



Fiscal year:
2024	$	1.7
2025	0.5
2026	—
Thereafter	—
Total future amortization	$	2.2

Redeemable Preferred Stock (Details) - USD ($) $ in Millions		12 Months Ended
	Oct. 27, 2021	Jan. 31, 2022
Temporary Equity [Line Items]
Total redemption amount of redeemable preferred stock		$ 21.2
Redeemable Preferred Stock
Temporary Equity [Line Items]
Carrying value of redeemable preferred stock	$ 409.3
Temporary equity, liquidation preference	$ 414.9
Conversion of stock, shares converted (in shares)	32,575,462
Series G Redeemable Preferred Stock
Temporary Equity [Line Items]
Sale of stock, number of shares issued in transaction (in shares)		1,437,541
Series A Redeemable Preferred Stock
Temporary Equity [Line Items]
Conversion of stock, shares issued (in shares)	1,628,773

Fair Value Measurements - Liabilities Measured on Recurring Basis (Details) - Derivative Financial Instruments, Liabilities $ in Millions	12 Months Ended
	Jan. 31, 2022 USD ($)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning Balance	$ 11.8
Issuance of common stock warrants	0.5
Changes in estimated fair value	24.4
Ending Balance	0.0
Common Stock Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Exercise of warrants	(35.5)
Preferred Stock Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Reclassification to equity-classified warrants	$ (1.2)

Stockholders' Equity - Warrants (Details) - USD ($) $ / shares in Units, $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Class of Warrant or Right [Line Items]
Exercise Price (usd per share)	$ 0.01
Equity Classified Common Stock Warrants
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	131,574	131,574
Fair Value at Issuance	$ 13.4	$ 13.4
TriplePoint
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	4,144	4,144
Exercise Price (usd per share)	$ 150.80	$ 150.80
Fair Value at Issuance	$ 0.3	$ 0.3
TriplePoint
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	911	911
Exercise Price (usd per share)	$ 150.80	$ 150.80
Fair Value at Issuance	$ 0.1	$ 0.1
TriplePoint
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	746	746
Exercise Price (usd per share)	$ 150.80	$ 150.80
Fair Value at Issuance	$ 0.1	$ 0.1
TriplePoint
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	828	828
Exercise Price (usd per share)	$ 150.80	$ 150.80
Fair Value at Issuance	$ 0.1	$ 0.1
TriplePoint
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	828	828
Exercise Price (usd per share)	$ 150.80	$ 150.80
Fair Value at Issuance	$ 0.1	$ 0.1
TriplePoint
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	1,760	1,760
Exercise Price (usd per share)	$ 340.77	$ 340.77
Fair Value at Issuance	$ 0.2	$ 0.2
TriplePoint
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	1,408	1,408
Exercise Price (usd per share)	$ 340.77	$ 340.77
Fair Value at Issuance	$ 0.2	$ 0.2
TriplePoint
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	1,232	1,232
Exercise Price (usd per share)	$ 340.77	$ 340.77
Fair Value at Issuance	$ 0.1	$ 0.1
Double Helix (Temasek)
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	19,717	19,717
Exercise Price (usd per share)	$ 420.00	$ 420.00
Fair Value at Issuance	$ 5.3	$ 5.3
Double Helix (Temasek)
Class of Warrant or Right [Line Items]
Number of Shares (in shares)	100,000	100,000
Exercise Price (usd per share)	$ 100.00	$ 100.00
Fair Value at Issuance	$ 6.9	$ 6.9
Double Helix Temasek Equity-Classified Common Stock Warrants One Issued Jul 2018
Class of Warrant or Right [Line Items]
Number of Shares (in shares)		36,500
Exercise Price (usd per share)		$ 548.00

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Jan. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

Fiscal Year

Segment Information

Use of Estimates

Concentrations of Credit Risks

Fair Value Measurements and Financial Instruments

Level 1: Observable inputs, such as quoted prices in active markets for identical assets and liabilities.

Level 2: Inputs other than the quoted prices in active markets that are observable either directly or indirectly.

Level 3: Unobservable inputs, in which there is little or no market data which require the Company to develop its own assumptions.

Cash, Cash Equivalents and Restricted Cash

Rental Product, Net

The Company considers rental product to be a long-term productive asset and, as such, classifies it as a noncurrent asset on the Consolidated Balance Sheets.


	Useful Life	Salvage Value
Apparel	3 years	20	%
Accessories	2 years	30	%

In accordance with its policy, the Company reviews the estimated useful lives and salvage values of rental product on an ongoing basis.

Revenue Recognition

Subscription and Reserve Rental Revenue

Other Revenue

From time to time, other revenue may include revenue generated from pilots and other growth initiatives which may cause quarterly fluctuations in the Other revenue line.

Lease - Lessee Accounting

Lease – Lessee Accounting

Refer to the Subscription and Reserve Rental Revenue section above for the Company’s accounting policy related to lessor accounting.

Fixed and Intangible Assets, Net

Fixed and intangible assets are stated at cost less accumulated depreciation and amortization.

Depreciation and amortization of fixed and intangible assets are calculated on a straight-line basis over the estimated useful lives of the assets.

The estimated useful lives of fixed and intangible assets are described below:


Leasehold improvements			Lesser of estimated useful life or lease term
Machinery and equipment			5 to 6 years
Furniture and fixtures			5 years
Computer hardware			3 years
Reusable packaging			1.5 years
Capitalized third-party software			3 years
Capitalized internally developed software			2 years

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist primarily of accounts receivable, net, interest receivable, prepaid insurance, prepaid technology expenses and prepaid taxes.

Other Assets

Other assets consist primarily of capitalized implementation costs incurred in cloud computing arrangements and deposits for periods that exceed one year from the balance sheet date.

Expenses

Fulfillment

Technology

Technology expenses consist of technology payroll and related costs, professional services, and third-party software and license fees.

Marketing

General and Administrative

Rental Product Depreciation and Revenue Share

Rental product depreciation and revenue share expenses are comprised of depreciation and write-offs of rental product, and payments under revenue share arrangements with brand partners.

Other Depreciation and Amortization

Other depreciation and amortization expenses are comprised of depreciation and amortization amounts for fixed assets, intangible assets, and financing right-of-use assets.

The classification of expenses varies across industries. Accordingly, the Company’s categories of expenses may not be comparable to those of other companies.

Share-Based Compensation

Income Taxes

Long-Lived Asset Impairment

Net Loss per Share Attributable to Common Stockholders

Commitments and Contingencies

Foreign Currency

Recently Issued and Adopted Accounting Pronouncements

Recently Adopted Accounting Pronouncements

Financial Instruments – Credit Losses

Recently Issued Accounting Pronouncements

Income Taxes (Topic 740): Improvements to Income Tax Disclosures

Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

Debt – Debt with Conversion and Other Options and Derivatives and Hedging

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Payables and Accruals [Abstract]
Accrued operating and general expenses	$ 7.6	$ 6.0
Revenue share payable	6.0	5.3
Accrued interest	0.0	5.1
Accrued payroll related expenses	4.5	4.7
Short-term financing	1.2	0.0
Sales and other taxes	1.9	2.7
Gift card liability	0.5	0.6
Accrued expenses and other current liabilities	$ 21.7	$ 24.4
Short-Term Financing \| Financing Obligation
Short-Term Debt [Line Items]
Amended interest rate (in percent)	8.80%

Audit Information	12 Months Ended
Audit Information	Jan. 31, 2024
Audit Information [Abstract]
Auditor Firm ID	238
Auditor Name	PricewaterhouseCoopers LLP
Auditor Location	New York, New York

Fixed and Intangible Assets, Net - Amortization Expense (Details) $ in Millions	Jan. 31, 2024 USD ($)
Fixed And Intangible Assets [Abstract]
2024	$ 1.7
2025	0.5
2026	0.0
Thereafter	0.0
Intangible assets, net	$ 2.2

Stockholders' Equity

12 Months Ended

Jan. 31, 2024

Equity [Abstract]

Stockholders' Equity

Stockholders’ Equity

Reverse Stock Split

In March 2024, the Company’s stockholders approved, and the Company’s Board of Directors selected, a 1-for-20 reverse stock split (the “Reverse Stock Split”) of outstanding shares of Class A common stock and Class B common stock. The Reverse Stock Split became effective on April 2, 2024 and began trading on the Nasdaq Capital Market on a post-split basis on April 3, 2024. Following the Reverse Stock Split, the number of authorized shares of Class A common stock remained at 300,000,000, the number of authorized shares of Class B common stock remained at 50,000,000, and the number of authorized shares of preferred stock remained at 10,000,000. The Reverse Stock Split reduced the total number of issued and outstanding shares of Class A common stock from 67,812,037 to 3,390,587 and Class B common stock from 3,098,580 to 154,928 as of January 31, 2024. The Reverse Stock Split reduced the total number of issued and outstanding shares of Class A common stock from 61,956,536 to 3,097,826 and Class B common stock from 3,066,251 to 153,312 as of January 31, 2023. The par value of Class A common stock and Class B common stock remained unchanged at $0.001. The Company filed an Amendment to the Twelfth Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware on April 2, 2024 to implement the Reverse Stock Split. All per share amounts and common shares amounts have been adjusted on a retroactive basis to reflect the Reverse Stock Split for all periods. In addition, Class A common stock and Class B common stock decreased by $0.1 and $0.1, respectively and additional paid-in capital increased by $0.1 and $0.1, respectively, in the Consolidated Balance Sheets as of January 31, 2024 and 2023 and Statements of Changes in Redeemable Preferred Stock and Stockholders’ Equity (Deficit) as of January 31, 2024, 2023, and 2022.

Common Stock

Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to twenty votes per share, as well as dividends if and when declared by the Board of Directors and, upon liquidation, dissolution, winding up or other liquidation event of the Company, all assets available for distribution to common stockholders. There are no redemption provisions with respect to common stock.

Preferred Stock

Upon the IPO, the Company authorized 10,000,000 shares of preferred stock, with a par value of $0.001 per share. No shares were issued or outstanding as of January 31, 2024.

Warrants

As of January 31, 2024 and 2023, the Company had the following outstanding warrants, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed above:


Outstanding Warrants	Date Issued	Number of Shares	Class of Shares	Exercise Price (Per Warrant)		Fair Value at Issuance
Equity classified:
TriplePoint	Nov-16	4,144	Common	$	150.80	$	0.3
TriplePoint	Jun-17	911	Common	150.80		0.1
TriplePoint	Sep-17	746	Common	150.80		0.1
TriplePoint	Jan-18	828	Common	150.80		0.1
TriplePoint	Apr-18	828	Common	150.80		0.1
TriplePoint	Nov-15	1,760	Common	340.77		0.2
TriplePoint	Jun-16	1,408	Common	340.77		0.2
TriplePoint	Sep-16	1,232	Common	340.77		0.1
Double Helix (Temasek)	Oct-21	19,717	Common	420.00		5.3
Double Helix (Temasek)	Jan-23	100,000	Common	100.00		6.9
		131,574				$	13.4

The warrant for 36,500 shares of common stock issued to Double Helix (Temasek) in July 2018 with an exercise price of $548.00 per share expired unexercised during the year ended January 31, 2023. See Note 8 - Long-Term Debt for details of the warrants issued to Temasek in January 2023.

As of January 31, 2024 and 2023, all outstanding warrants were equity-classified and recorded as additional paid-in capital. Equity-classified contracts are not subsequently remeasured unless reclassification is required from equity to liability classification.

The fair value was estimated using the Black-Scholes option pricing model. The fair value is subjective and is affected by changes in inputs to the valuation model including the fair value per share of the underlying stock, the expected term of each warrant, volatility of the Company’s stock and peer company stock, and risk-free rates based on the U.S. Treasury yield curves.

The Company issued preferred and common stock warrants in conjunction with the issuance of certain long-term debt. The preferred stock warrants were accounted for as liabilities primarily because the shares underlying the warrants contained contingent redemption features outside the control of the Company. The liability classified warrants were subject to remeasurement at each balance sheet date. With each such re-measurement, the liability classified warrants were adjusted to current fair value recognized as a gain or loss in the Consolidated Statements of Operations. The liability classified warrants were last remeasured in

The entire disclosure for equity.

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