Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Oct. 31, 2020 | Dec. 02, 2020 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-35535 | |
Entity Registrant Name | TILLY’S, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 45-2164791 | |
Entity Address, Address Line One | 10 Whatney | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92618 | |
City Area Code | 949 | |
Local Phone Number | 609-5599 | |
Title of 12(b) Security | Class A Common Stock, $0.001 par value per share | |
Trading Symbol | TLYS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001524025 | |
Current Fiscal Year End Date | --01-30 | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 22,474,839 | |
Common Stock (Class B) | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 7,306,108 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 31, 2020 | Feb. 01, 2020 | Nov. 02, 2019 |
Current assets: | |||
Cash and cash equivalents | $ 99,309 | $ 70,137 | $ 67,596 |
Marketable securities | 25,987 | 69,780 | 62,476 |
Receivables | 11,397 | 7,485 | 9,060 |
Merchandise inventories | 65,936 | 56,901 | 70,337 |
Prepaid expenses and other current assets | 5,557 | 4,561 | 6,499 |
Total current assets | 208,186 | 208,864 | 215,968 |
Operating lease assets | 235,369 | 263,649 | 255,776 |
Property and equipment, net | 54,756 | 66,176 | 70,568 |
Other assets | 9,150 | 7,951 | 2,521 |
Total assets | 507,461 | 546,640 | 544,833 |
Current liabilities: | |||
Accounts payable | 36,245 | 20,562 | 37,461 |
Accrued expenses | 21,984 | 20,755 | 19,482 |
Deferred revenue | 11,051 | 11,761 | 8,521 |
Accrued compensation and benefits | 10,096 | 7,190 | 7,487 |
Dividends payable | 0 | 29,677 | 0 |
Current portion of operating lease liabilities | 62,747 | 55,321 | 54,512 |
Total current liabilities | 142,123 | 145,266 | 127,463 |
Noncurrent operating lease liabilities | 214,052 | 240,755 | 234,885 |
Other | 80 | 718 | 942 |
Total liabilities | 356,255 | 386,739 | 363,290 |
Commitments and contingencies (Notes 2 and 5) | |||
Stockholders’ equity: | |||
Preferred stock, $0.001 par value; 10,000 shares authorized; no shares issued or outstanding | 0 | 0 | 0 |
Additional paid-in capital | 154,894 | 153,377 | 151,711 |
(Accumulated deficit) Retained earnings | (3,736) | 6,280 | 29,684 |
Accumulated other comprehensive income | 18 | 214 | 118 |
Total stockholders’ equity | 151,206 | 159,901 | 181,543 |
Total liabilities and stockholders’ equity | 507,461 | 546,640 | 544,833 |
Common stock (Class A), $0.001 par value; 100,000 shares authorized; 22,474, 22,323 and 22,077 shares issued and outstanding, respectively | |||
Stockholders’ equity: | |||
Common stock | 22 | 22 | 22 |
Common stock (Class B), $0.001 par value; 35,000 shares authorized; 7,306, 7,406 and 7,526 shares issued and outstanding, respectively | |||
Stockholders’ equity: | |||
Common stock | $ 8 | $ 8 | $ 8 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Oct. 31, 2020 | Feb. 01, 2020 | Nov. 02, 2019 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | ||
Common stock (Class A), $0.001 par value; 100,000 shares authorized; 22,474, 22,323 and 22,077 shares issued and outstanding, respectively | |||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 22,474,000 | 22,323,000 | 22,077,000 |
Common stock, shares outstanding (in shares) | 22,474,000 | 22,323,000 | 22,077,000 |
Preferred stock, par value (in dollars per share) | $ 0.001 | ||
Common stock (Class B), $0.001 par value; 35,000 shares authorized; 7,306, 7,406 and 7,526 shares issued and outstanding, respectively | |||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 35,000,000 | 35,000,000 | 35,000,000 |
Common stock, shares issued (in shares) | 7,306,000 | 7,406,000 | 7,526,000 |
Common stock, shares outstanding (in shares) | 7,306,000 | 7,406,000 | 7,526,000 |
Consolidated Statements of (Los
Consolidated Statements of (Loss) Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Nov. 02, 2019 | Oct. 31, 2020 | Nov. 02, 2019 | |
Revenues | $ 140,275 | $ 154,780 | $ 353,409 | $ 446,821 |
Cost of goods sold (includes buying, distribution, and occupancy costs) | 99,615 | 107,609 | 269,481 | 312,247 |
Gross profit | 40,660 | 47,171 | 83,928 | 134,574 |
Selling, general and administrative expenses | 37,122 | 39,467 | 101,082 | 114,614 |
Operating income (loss) | 3,538 | 7,704 | (17,154) | 19,960 |
Other (expense) income, net | (28) | 911 | 692 | 2,312 |
Income (loss) before income taxes | 3,510 | 8,615 | (16,462) | 22,272 |
Income tax expense (benefit) | 1,397 | 2,227 | (6,446) | 5,923 |
Net income (loss) | $ 2,113 | $ 6,388 | $ (10,016) | $ 16,349 |
Weighted average basic shares outstanding (in shares) | 29,708 | 29,529 | 29,693 | 29,501 |
Weighted average diluted shares outstanding (in shares) | 29,810 | 29,759 | 29,693 | 29,745 |
Class A and Class B common stock | ||||
Basic earnings per share of Class A and Class B common stock (in dollars per share) | $ 0.07 | $ 0.22 | $ (0.34) | $ 0.55 |
Diluted earnings per share of Class A and Class B common stock (in dollars per share) | $ 0.07 | $ 0.21 | $ (0.34) | $ 0.55 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Nov. 02, 2019 | Oct. 31, 2020 | Nov. 02, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 2,113 | $ 6,388 | $ (10,016) | $ 16,349 |
Other comprehensive (loss) income, net of tax: | ||||
Net change in unrealized (loss) gain on available-for-sale securities, net of tax | 17 | (119) | (196) | (108) |
Other comprehensive (loss) income, net of tax | 17 | (119) | (196) | (108) |
Comprehensive income (loss) | $ 2,130 | $ 6,269 | $ (10,212) | $ 16,241 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | (Accumulated Deficit) Retained Earnings | Accumulated Other Comprehensive Income | Common Stock (Class A) | Common Stock (Class B) |
Beginning balance (in shares) at Feb. 02, 2019 | 21,642 | 7,844 | |||||
Beginning balance at Feb. 02, 2019 | $ 163,327 | $ 29 | $ 149,737 | $ 13,335 | $ 226 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | $ 16,349 | 16,349 | |||||
Restricted stock (in shares) | 70 | ||||||
Taxes paid in lieu of shares issued (in shares) | (8) | ||||||
Taxes paid in lieu of shares issued for stock-based compensation | $ (85) | (85) | |||||
Shares converted by founders (in shares) | (318) | (318) | |||||
Share-based compensation expense | $ 1,648 | 1,648 | |||||
Employee exercises of stock options (in shares) | 55 | ||||||
Exercises of stock options | $ 412 | 1 | 411 | ||||
Net change in unrealized gain on available-for-sale securities | (108) | ||||||
Ending balance (in shares) at Nov. 02, 2019 | 22,077 | 7,526 | |||||
Ending balance at Nov. 02, 2019 | 181,543 | 30 | 151,711 | 29,684 | 118 | ||
Beginning balance (in shares) at Aug. 03, 2019 | 21,980 | 7,586 | |||||
Beginning balance at Aug. 03, 2019 | 174,440 | 30 | 150,877 | 23,296 | 237 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 6,388 | 6,388 | |||||
Shares converted by founders (in shares) | (60) | (60) | |||||
Share-based compensation expense | $ 573 | 573 | |||||
Employee exercises of stock options (in shares) | 37 | ||||||
Exercises of stock options | $ 261 | 261 | |||||
Net change in unrealized gain on available-for-sale securities | (119) | (119) | |||||
Ending balance (in shares) at Nov. 02, 2019 | 22,077 | 7,526 | |||||
Ending balance at Nov. 02, 2019 | 181,543 | 30 | 151,711 | 29,684 | 118 | ||
Beginning balance (in shares) at Feb. 01, 2020 | 22,323 | 7,406 | |||||
Beginning balance at Feb. 01, 2020 | 159,901 | 30 | 153,377 | 6,280 | 214 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (10,016) | (10,016) | |||||
Restricted stock (in shares) | 51 | ||||||
Shares converted by founders (in shares) | (100) | (100) | |||||
Share-based compensation expense | 1,517 | 1,517 | |||||
Net change in unrealized gain on available-for-sale securities | (196) | (196) | |||||
Ending balance (in shares) at Oct. 31, 2020 | 22,474 | 7,306 | |||||
Ending balance at Oct. 31, 2020 | 151,206 | 30 | 154,894 | (3,736) | 18 | ||
Beginning balance (in shares) at Aug. 01, 2020 | 22,414 | 7,366 | |||||
Beginning balance at Aug. 01, 2020 | 148,568 | 30 | 154,386 | (5,849) | 1 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 2,113 | 2,113 | |||||
Shares converted by founders (in shares) | (60) | (60) | |||||
Share-based compensation expense | 508 | 508 | |||||
Net change in unrealized gain on available-for-sale securities | 17 | 17 | |||||
Ending balance (in shares) at Oct. 31, 2020 | 22,474 | 7,306 | |||||
Ending balance at Oct. 31, 2020 | $ 151,206 | $ 30 | $ 154,894 | $ (3,736) | $ 18 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Oct. 31, 2020 | Nov. 02, 2019 | |
Cash flows from operating activities | ||
Net income (loss) | $ (10,016,000) | $ 16,349,000 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 14,571,000 | 15,330,000 |
Share-based compensation expense | 1,517,000 | 1,648,000 |
Impairment of long-lived assets | 929,000 | 0 |
Loss on disposal of assets | 67,000 | 584,000 |
Gain on sales and maturities of marketable securities | (685,000) | (1,391,000) |
Deferred income taxes | (1,142,000) | (470,000) |
Changes in operating assets and liabilities: | ||
Receivables | (3,912,000) | 1,716,000 |
Merchandise inventories | (9,035,000) | (14,528,000) |
Prepaid expenses and other current assets | 1,912,000 | (1,045,000) |
Accounts payable | 16,130,000 | 12,901,000 |
Accrued expenses | 2,392,000 | (1,740,000) |
Deferred revenue | (710,000) | (1,852,000) |
Accrued compensation and benefits | 2,906,000 | (1,443,000) |
Operating lease liabilities | 6,109,000 | (1,555,000) |
Net cash provided by operating activities | 21,033,000 | 24,504,000 |
Cash flows from investing activities | ||
Purchases of property and equipment | (6,395,000) | (10,636,000) |
Purchases of marketable securities | (30,946,000) | (96,810,000) |
Maturities of marketable securities | 75,157,000 | 111,504,000 |
Net cash provided by investing activities | 37,816,000 | 4,058,000 |
Cash flows from financing activities | ||
Proceeds from line of credit | 23,675,000 | 0 |
Repayment of line of credit | (23,675,000) | 0 |
Dividends paid | (29,677,000) | (29,453,000) |
Proceeds from exercise of stock options | 0 | 412,000 |
Taxes paid in lieu of shares issued for share-based compensation | 0 | (85,000) |
Net cash used in financing activities | (29,677,000) | (29,126,000) |
Change in cash and cash equivalents | 29,172,000 | (564,000) |
Cash and cash equivalents, beginning of period | 70,137,000 | 68,160,000 |
Cash and cash equivalents, end of period | 99,309,000 | 67,596,000 |
Supplemental disclosures of cash flow information | ||
Interest paid | 182,000 | 13,000 |
Income taxes paid | 857,000 | 9,028,000 |
Supplemental disclosure of non-cash activities | ||
Unpaid purchases of property and equipment | 2,246,000 | 4,239,000 |
Leased assets obtained in exchange for new operating lease liabilities | $ 11,999 | $ 328,795 |
Description of the Company and
Description of the Company and Basis of Presentation | 9 Months Ended |
Oct. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Company and Basis of Presentation | Description of the Company and Basis of Presentation Tillys is a leading destination specialty retailer of casual apparel, footwear and accessories for young men, young women, boys and girls with an extensive assortment of iconic global, emerging, and proprietary brands rooted in an active and social lifestyle. Tillys is headquartered in Irvine, California and operated 238 stores, including one RSQ-branded pop-up store and one RSQ Skate store, in 33 states as of October 31, 2020. Our stores are located in malls, lifestyle centers, ‘power’ centers, community centers, outlet centers and street-front locations. Customers may also shop online, where we feature the same assortment of products as carried in our brick-and-mortar stores, supplemented by additional online-only styles. Our goal is to serve as a destination for the latest, most relevant merchandise and brands important to our customers. The Tillys concept began in 1982, when our co-founders, Hezy Shaked and Tilly Levine, opened their first store in Orange County, California. Since 1984, the business has been conducted through World of Jeans & Tops, a California corporation, or “WOJT”, which operates under the name “Tillys”. In May 2011, Tilly’s, Inc., a Delaware corporation, was formed solely for the purpose of reorganizing the corporate structure of WOJT in preparation for an initial public offering. As part of the initial public offering in May 2012, WOJT became a wholly owned subsidiary of Tilly's, Inc. As used in these Notes to the Consolidated Financial Statements, except where the context otherwise requires or where otherwise indicated, the terms "the Company", "World of Jeans and Tops", "WOJT", "we", "our", "us" and "Tillys" refer to WOJT before our initial public offering, and to Tilly's, Inc. and its subsidiary after our initial public offering. We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial reporting. These unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted from this Quarterly Report on Form 10-Q as is permitted by SEC rules and regulations. In the opinion of management, the accompanying unaudited consolidated financial statements contain all normal and recurring adjustments necessary to present fairly the financial condition, results of operations and cash flows for the interim periods presented. The results of operations for the thirteen and thirty-nine week periods ended October 31, 2020 are not necessarily indicative of results to be expected for the full fiscal year, especially in light of the uncertainties surrounding the impacts of the COVID-19 pandemic. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended February 1, 2020 ("fiscal 2019"). Fiscal Periods Our fiscal year ends on the Saturday closest to January 31. References to fiscal 2020 refer to the fiscal year ending January 30, 2021. References to the fiscal quarters or first nine months ended October 31, 2020 and November 2, 2019 refer to the thirteen and thirty-nine week periods ended as of those dates, respectively. |
Marketable Securities
Marketable Securities | 9 Months Ended |
Oct. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | Marketable SecuritiesMarketable securities as of October 31, 2020 consisted of commercial paper, classified as available-for-sale, and fixed income securities, classified as held-to-maturity as we have the intent and ability to hold them to maturity. Our investments in commercial paper and fixed income securities are recorded at fair value and amortized cost, respectively, which approximates fair value. All of our marketable securities are less than one year from maturity. The following table summarizes our investments in marketable securities at October 31, 2020, February 1, 2020 and November 2, 2019 (in thousands): October 31, 2020 Cost or Gross Unrealized Estimated Commercial paper $ 24,950 $ 25 $ 24,975 Fixed income securities 1,012 — 1,012 $ 25,962 $ 25 $ 25,987 February 1, 2020 Cost or Gross Unrealized Estimated Commercial paper $ 54,463 $ 293 $ 54,756 Fixed income securities 15,024 — 15,024 $ 69,487 $ 293 $ 69,780 November 2, 2019 Cost or Gross Unrealized Estimated Commercial paper $ 39,586 $ 162 $ 39,748 Fixed income securities 22,728 — 22,728 $ 62,314 $ 162 $ 62,476 We recognized gains on investments for commercial paper that matured during the thirteen and thirty-nine week periods ended October 31, 2020 and November 2, 2019. Upon recognition of the gains, we reclassified these amounts out of Accumulated Other Comprehensive Income and into “Other income, net” on the Consolidated Statements of Income (Loss). The following table summarizes our gains on investments for commercial paper (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Gains on investments $ — $ 428 $ 554 $ 1,026 |
Line of Credit
Line of Credit | 9 Months Ended |
Oct. 31, 2020 | |
Debt Disclosure [Abstract] | |
Line of Credit | Line of Credit As of October 31, 2020, our previous amended and restated credit agreement (as amended, the "Prior Credit Agreement") with Wells Fargo Bank, N.A. (the "Bank") provided for a $25.0 million revolving line of credit with a maturity date of January 31, 2023. The interest rate charged on borrowings was selected at our discretion at the time of draw between the London Interbank Offered Rate ("LIBOR"), plus 0.75%, or at the Bank’s prime rate. The agreement allowed for the declaration and payment of dividends or distributions to stockholders, subject to certain limitations. On February 12, 2020 and February 27, 2019, we paid a special cash dividend of $1.00 per share to all holders of record of issued and outstanding shares of both our Class A and Class B common stock. The line of credit was secured by substantially all of our assets. As a sub-feature under the Prior Credit Agreement, the Bank could also issue stand-by and/or commercial letters of credit up to $15.0 million. In March 2020, we borrowed $23.7 million under our revolving credit facility, which represented the maximum borrowings permitted thereunder. In September 2020, we repaid all of the borrowings under the revolving credit facility and, as a result, we had no debt outstanding under the revolving credit facility as of October 31, 2020. We were required to maintain certain financial and non-financial covenants in accordance with the line of credit. The financial covenants required certain levels of profitability, leverage and assets, such as: (i) income before income taxes not less than $1.0 million, calculated at the end of each fiscal quarter on a trailing 12-month basis; (ii) a maximum "Funded Debt to EBITDAR" ratio of 4.00 to 1.0, calculated at the end of each fiscal quarter on a trailing 12-month basis, defined as the sum of total debt, capital leases and annual rent expense multiplied by six divided by the sum of net income, interest expense, taxes, depreciation, amortization and annual rent expense; (iii) a minimum "Fixed Charge Coverage Ratio" not less than 1.25 to 1.0, calculated at the end of each fiscal quarter on a trailing 12-month basis, with the ratio defined as (a) EBITDAR minus cash taxes, dividends, distributions, redemptions and repurchases of equity interest, divided by (b) the aggregate of the current maturity of long-term debt, capitalized lease payments, interest expense and rent expense; (iv) minimum eligible inventory, cash, cash equivalents and marketable securities totaling $50.0 million as of the end of each quarter; and (v) not more than $50.0 million in allowable investments in fixed assets in any fiscal year. In addition, pursuant to the terms of our revolving credit facility, we are required to pay any and all indebtedness, obligations, assessments and taxes when due, subject to certain limitations. As of October 31, 2020, we were not in compliance with our covenants under our the Prior Credit Agreement, with respect to (i) the financial covenants related to our Fixed Coverage Ratio, Funded Debt to EBITDAR Ratio and minimum profitability, and (ii) the covenant that we pay any and all contractual store lease obligations when due on the basis of our non-payment of certain of our contractual rental obligations pursuant to our store leases during the COVID-19 pandemic, including for those stores closed to the public during June and July 2020. As of October 31, 2020, our Fixed Coverage Ratio was 0.7 to 1.0, our Funded Debt to EBITDAR Ratio was 5.2 and income before income taxes on a trailing 12-month basis was $(7.4) million. The Bank provided a limited waiver with respect to all of the violations noted above. In September 2020, we increased the standby letter of credit from $1.3 million to $2.0 million. The standby letter of credit was established for security against insurance claims as required by our workers' compensation insurance policy. There has been no activity or borrowings under this letter of credit since its inception. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies From time to time, we may become involved in lawsuits and other claims arising from our ordinary course of business. We are currently unable to predict the ultimate outcome, determine whether a liability has been incurred or make an estimate of the reasonably possible liability that could result from an unfavorable outcome because of the uncertainties related to the incurrence, amount and range of loss on any pending litigation or claim. Because of the unpredictable nature of these matters, we cannot provide any assurances regarding the outcome of any litigation or claim to which we are a party or that the ultimate outcome of any of the matters threatened or pending against us, including those disclosed below, will not have a material adverse effect on our financial condition, results of operations or cash flows. Juan Carlos Gonzales, on behalf of himself and all others similarly situated, v. Tilly’s Inc. et al, Superior Court of California, County of Orange, Case No. 30-2017-00948710-CU-OE-CXC. In October 2017, the plaintiff filed a putative class action against us, alleging various violations of California’s wage and hour laws. The complaint seeks class certification, unspecified damages, unpaid wages, penalties, restitution, interest, and attorneys’ fees and costs. In December 2017, we filed an answer to the complaint, denying all of the claims and asserting various defenses. In April 2018, the plaintiff filed a separate action under the Private Attorneys General Act ("PAGA") against us seeking penalties on behalf of himself and other similarly situated employees for the same alleged violations of California's wage and hour laws. We requested the plaintiff to dismiss the class action claims based on an existing class action waiver in an arbitration agreement which plaintiff signed with our co-defendant, BaronHR, the staffing company that employed plaintiff to work at the Company. In June 2018, the plaintiff's class action complaint was dismissed. The parties mediated the PAGA case with a well-respected mediator in March 2020. Although the case did not settle at the mediation, the parties have agreed to continue their settlement discussions with the assistance of the mediator. The court has not yet issued a trial date. By agreement between co-defendant BaronHR and Tilly's, BaronHR is required to indemnify Tilly's for all of Tilly's losses and expenses incurred in connection with this matter. We have defended this case vigorously, and will continue to do so. We believe that a loss is currently not probable or estimable under Accounting Standards Codification, or ASC 450, “Contingencies,” and no accrual has been made with regard to the verdict. Skylar Ward, on behalf of herself and all others similarly situated, v. Tilly’s, Inc., Superior Court of California, County of Los Angeles, Case No. BC595405. In September 2015, the plaintiff filed a putative class action lawsuit against us alleging, among other things, various violations of California's wage and hour laws. The complaint sought class certification, unspecified damages, unpaid wages, penalties, restitution, and attorneys' fees. In June 2016, the court granted our demurrer to the plaintiff's complaint on the grounds that the plaintiff failed to state a cause of action against us and dismissed the complaint. Specifically, the court agreed with us that the plaintiff's cause of action for reporting-time pay fails as a matter of law as the plaintiff and other putative class members did not "report for work" with respect to certain shifts on which the plaintiff's claims are based. In November 2016, the court entered a written order sustaining our demurrer to the plaintiff's complaint and dismissing all of plaintiff’s causes of action with prejudice. In January 2017, the plaintiff filed an appeal of the order to the California Court of Appeal. In February 2019, the Court of Appeal issued an opinion overturning the trial court’s decision, holding that the plaintiff’s allegations stated a claim. In March 2019, we filed a petition for review with the California Supreme Court seeking its discretionary review of the Court of Appeal’s decision. The California Supreme Court declined to review the Court of Appeal’s decision. Since the case was remanded back to the trial court, the parties have been engaged in discovery. In March 2020, the plaintiff filed a motion for class certification. In July 2020, we filed our opposition to the motion for class certification. In September 2020, the plaintiff filed her reply brief in support of the motion for class certification. In October 2020, the court denied plaintiff’s motion for class certification. We have defended this case vigorously, and will continue to do |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Oct. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We determine fair value based on a three-level valuation hierarchy as described below. Fair value is defined as the exit price associated with the sale of an asset or transfer of a liability in an orderly transaction between market participants at the measurement date. The three-level hierarchy of inputs used to determine fair value is as follows: • Level 1 – Quoted prices in active markets for identical assets and liabilities. • Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs (i.e., projections, estimates, interpretations, etc.) that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. We measure certain financial assets at fair value on a recurring basis, including our marketable securities, which are classified as either available-for-sale or held-to-maturity securities, and certain cash equivalents, specifically money market securities, commercial paper and bonds. The money market accounts are valued based on quoted market prices in active markets. The marketable securities are valued based on other observable inputs for those securities (including market corroborated pricing or other models that utilize observable inputs such as interest rates and yield curves) based on information provided by independent third-party entities. From time to time, we measure certain assets at fair value on a non-recurring basis, including evaluation of long-lived assets for impairment using Company specific assumptions which would fall within Level 3 of the fair value hierarchy. Fair value calculations contain significant judgments and estimates, which may differ from actual results due to, among other things, economic conditions, changes to the business model or changes in operating performance. During the thirteen and thirty-nine week periods ended October 31, 2020 and November 2, 2019, we did not make any transfers between Level 1 and Level 2 financial assets. Furthermore, as of October 31, 2020, February 1, 2020 and November 2, 2019, we did not have any Level 3 financial assets. We conduct reviews on a quarterly basis to verify pricing, assess liquidity and determine if significant inputs have changed that would impact the fair value hierarchy disclosure. Financial Assets We have categorized our financial assets based on the priority of the inputs to the valuation technique for the instruments as follows (in thousands): October 31, 2020 February 1, 2020 November 2, 2019 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash equivalents (1) : Money market securities $ 93,045 $ — $ — $ 58,614 $ — $ — $ 62,340 $ — $ — Commercial paper — — — — — — — — — Marketable securities: Commercial paper $ — $ 24,975 $ — $ — $ 54,756 $ — $ — $ 39,748 $ — Fixed income securities — 1,012 — — 15,024 — — 22,728 — (1) Excluding cash. Impairment of Long-Lived Assets An impairment is recorded on a long-lived asset used in operations whenever events or changes in circumstances indicate that the net carrying amounts for such asset may not be recoverable. Important factors that could result in an impairment review include, but are not limited to, significant under-performance relative to historical or planned operating results, significant changes in the manner of use of the assets, a decision to relocate or permanently close a store, or significant changes in our business strategies. An evaluation is performed using estimated undiscounted future cash flows from operating activities compared to the carrying value of related assets for the individual stores. If the undiscounted future cash flows are less than the carrying value, an impairment loss is recognized for the difference between the carrying value and the estimated fair value of the assets based on the discounted cash flows of the assets using a rate that approximates our weighted average cost of capital. With regard to retail store assets, which are comprised of leasehold improvements, fixtures, computer hardware and software, and operating lease assets, we consider the assets at each individual retail store to represent an asset group. In addition, we have considered the relevant valuation techniques that could be applied without undue cost and effort and have determined that the discounted estimated future cash flow approach provides the most relevant and reliable means by which to determine fair value in this circumstance. On a quarterly basis, we assess whether events or changes in circumstances have occurred that potentially indicate the carrying value of long-lived assets may not be recoverable. During the thirty-nine weeks ended October 31, 2020, based on Level 3 inputs of historical operating performance, including sales trends, gross margin rates, current cash flows from operations and the projected outlook for each of our stores, we determined that fourteen of our stores would not be able to generate sufficient cash flows over the remaining term of the related lease to recover our investment in the respective store. As a result, we recorded impairment charges of approximately $0.9 million to write-down the carrying value of certain long-lived store assets to their estimated fair values. Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, ($ in thousands) Carrying value of assets with impairment $26 * $929 * Fair value of assets impaired $— * $— * Number of stores tested for impairment 34 3 52 4 Number of stores with impairment 2 — 12 — * Not applicable |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Oct. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Share-Based Compensation The Tilly's, Inc. 2012 Second Amended and Restated Equity and Incentive Plan, as amended in June 2020 (the "2012 Plan"), authorizes up to 6,613,900 shares for issuance of options, shares or rights to acquire our Class A common stock and allows for, among other things, operating income and comparable store sales growth targets as additional performance goals that may be used in connection with performance-based awards granted under the 2012 Plan. As of October 31, 2020, there were 2,560,506 shares available for future issuance under the 2012 Plan. Stock Options We grant stock options to certain employees that give them the right to acquire our Class A common stock under the 2012 Plan. The exercise price of options granted is equal to the closing price per share of our stock at the date of grant. The non qualified options vest at a rate of 25% on each of the first four anniversaries of the grant date provided that the award recipient continues to be employed by us through each of those vesting dates, and expire ten years from the date of grant. The following table summarizes the stock option activity for the thirty-nine weeks ended October 31, 2020 (aggregate intrinsic value in thousands): Stock Grant Date Weighted Aggregate Outstanding at February 1, 2020 1,993,187 $ 9.50 Granted 671,900 $ 4.38 Forfeited (49,687) $ 7.83 Expired (18,126) $ 12.22 Outstanding at October 31, 2020 2,597,274 $ 8.19 7.1 $ 1,239 Exercisable at October 31, 2020 1,310,880 $ 9.03 5.3 $ 41 (1) Intrinsic value for stock options is defined as the difference between the market price of our Class A common stock on the last business day of the fiscal period and the weighted average exercise price of in-the-money stock options outstanding at the end of the fiscal period. The market value per share was $6.14 at October 31, 2020. The stock option awards were measured at fair value on the grant date using the Black-Scholes option valuation model. Key input assumptions used to estimate the fair value of stock options include the exercise price of the award, the expected option term, expected volatility of our stock over the option’s expected term, the risk-free interest rate over the option’s expected term and our expected annual dividend yield, if any. We account for forfeitures as they occur. We will issue shares of Class A common stock when the options are exercised. The fair values of stock options granted during the thirteen and thirty-nine weeks ended October 31, 2020 and November 2, 2019 were estimated on the grant date using the following assumptions: Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Weighted average grant-date fair value per option granted $4.04 $4.52 $2.19 $5.10 Expected option term (1) 5.7 years 5.0 years 5.3 years 5.0 years Weighted average expected volatility factor (2) 59.9% 54.5% 57.5% 53.8% Weighted average risk-free interest rate (3) 0.3% 1.6% 0.4% 2.1% Expected annual dividend yield (4) —% —% —% —% (1) The expected option term of the awards represents the estimated time that options are expected to be outstanding based upon historical option data. (2) Stock volatility for each grant is measured using the historical daily price changes of our common stock over the most recent period equal to the expected option term of the awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term as the expected life of the stock option as of the grant date. (4) We do not currently have a dividend policy and we do not anticipate paying any additional cash dividends on our common stock at this time. Restricted Stock Awards Restricted stock awards ("RSAs") represent restricted shares of our common stock issued upon the date of grant in which the recipient's rights in the stock are restricted until the shares are vested. Under the 2012 Plan, we grant RSAs to independent members of our Board of Directors. RSAs granted to our Board of Directors vest at a rate of 50% on each of the first two anniversaries of the grant date provided that the respective award recipient continues to serve on our Board of Directors through each of those vesting dates. We determine the fair value of RSAs based upon the closing price of our Class A common stock on the date of grant. The following table summarizes the status of non-vested RSA changes during the thirty-nine weeks ended October 31, 2020: Restricted Weighted Nonvested at February 1, 2020 51,920 $ 9.24 Granted 50,956 $ 6.28 Vested (31,328) $ 10.21 Nonvested at October 31, 2020 71,548 $ 6.71 Share-based compensation expense associated with stock options and restricted stock is recognized on a straight-line basis over the requisite service period. The following table summarizes share-based compensation expense recorded in the Consolidated Statements of Income (Loss) (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Cost of goods sold $ 147 $ 129 $ 434 $ 337 Selling, general and administrative expenses 361 444 1,083 1,311 Total share-based compensation expense $ 508 $ 573 $ 1,517 $ 1,648 |
(Loss) Income Per Share
(Loss) Income Per Share | 9 Months Ended |
Oct. 31, 2020 | |
Earnings Per Share [Abstract] | |
(Loss) Income Per Share | Income (Loss) Per Share Income (loss) per share is computed under the provisions of ASC 260, Earnings Per Share . Basic income (loss) per share is computed based on the weighted average number of common shares outstanding during the period. Diluted income (loss) per share is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method, whereby proceeds from such exercise, unamortized compensation and hypothetical excess tax benefits, if any, on share-based awards are assumed to be used by us to purchase the common shares at the average market price during the period. Potentially dilutive shares of common stock represent outstanding stock options and RSAs. The components of basic and diluted income (loss) per share were as follows (in thousands, except per share amounts): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Net income (loss) $ 2,113 $ 6,388 $ (10,016) $ 16,349 Weighted average basic shares outstanding 29,708 29,529 29,693 29,501 Dilutive effect of stock options and restricted stock 102 230 — 244 Weighted average shares for diluted income per share 29,810 29,759 29,693 29,745 Basic income (loss) per share of Class A and Class B common stock $ 0.07 $ 0.22 $ (0.34) $ 0.55 Diluted income (loss) per share of Class A and Class B common stock $ 0.07 $ 0.21 $ (0.34) $ 0.55 The following stock options have been excluded from the calculation of diluted income (loss) per share as the effect of including these stock options would have been anti-dilutive (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Stock options 1,503 1,652 2,597 1,652 Restricted stock — 11 72 — Total 1,503 1,663 2,669 1,652 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Oct. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On November 9, 2020, we entered into a credit agreement (the “New Credit Agreement”) with the Bank, which replaced the Prior Credit Agreement which was terminated concurrently therewith. No borrowings were outstanding under the Prior Credit Agreement as of the closing date or as of December 1, 2020. The New Credit Agreement provides for an asset-based, senior secured revolving credit facility of up to $65.0 million consisting of revolving loans, letters of credit and swing line loans provided by lenders, with a sub limit on letters of credit outstanding at any time of $10.0 million and a sub limit for swing line loans of $7.5 million. The New Credit Agreement also includes an uncommitted accordion feature whereby we may increase the revolving commitment by an aggregate amount not to exceed $12.5 million, subject to certain conditions. The revolving facility matures on November 9, 2023. The payment and performance in full of the secured obligations under the revolving facility are secured by a lien on and security interest in all of the assets of our company. The maximum borrowings permitted under the revolving facility is equal to the lesser of (x) the revolving commitment and (y) the borrowing base. The borrowing base is equal to (a) 90% of the borrowers’ eligible credit card receivables, plus (b) 90% of the cost of the borrowers’ eligible inventory, less inventory reserves established by the agent, and adjusted by the appraised value of such eligible inventory, plus (c) 90% of the cost of the borrowers’ eligible in-transit inventory, less inventory reserves established by the agent, and adjusted by the appraised value of such eligible in-transit inventory (not to exceed 10% of the total amount of all eligible inventory included in the borrowing base) less (d) reserves established by the agent. As of the closing date, we were eligible to borrow up to a total of $40.1 million under the revolving facility. As of the closing date, we had no outstanding borrowings under the New Credit Agreement and the only utilization of the letters of credit sub limit under the New Credit Agreement was a $2.025 million irrevocable standby letter of credit, which was previously issued under the Prior Credit Agreement and was transferred on the closing date to the New Credit Agreement. The unused portion of the revolving commitment accrues a commitment fee, which ranges from 0.375% to 0.50% per annum, based on the average daily borrowing capacity under the revolving facility over the applicable fiscal quarter. Borrowings under the revolving facility bear interest at a rate per annum that ranges from the LIBOR rate plus 2.0% to the LIBOR rate plus 2.25%, or the base rate plus 1.0% to the base rate plus 1.25%, based on the average daily borrowing capacity under the revolving facility over the applicable fiscal quarter. We may elect to apply either the LIBOR rate or base rate interest to borrowings at our discretion, other than in the case of swing line loans, to which the base rate shall apply. Under the New Credit Agreement, we are subject to a variety of affirmative and negative covenants of types customary in an asset-based lending facility, including a financial covenant relating to availability, and customary events of default. Prior to the first anniversary of the closing date, we are prohibited from declaring or paying any cash dividends to our respective stockholders or repurchasing of our own common stock. After the first anniversary of the closing date, we are allowed to declare and pay cash dividends to our respective stockholders and repurchase our own common stock, provided, among other things, no default or event of default exists as of the date of any such payment and after giving effect thereto and certain minimum availability and minimum projected availability tests are satisfied. In connection with the entry into the New Credit Agreement, on November 9, 2020, we entered into certain ancillary agreements, including (i) a security agreement in favor of the agent, and (ii) a guaranty by us in favor of the agent. The security agreement and the guaranty replaced (i) the general pledge agreement, dated as of May 3, 2012, by us in favor of the bank, (ii) the continuing guaranty by us in favor of the agent, dated May 3, 2012, and (iii) the amended and restated security agreement with respect to equipment and the amended and restated security agreement with respect to rights to payment and inventory, in each case, dated as of May 3, 2012, by us in favor of the bank, which were all terminated concurrently with the termination of the Prior Credit Agreement. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Oct. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial reporting. These unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted from this Quarterly Report on Form 10-Q as is permitted by SEC rules and regulations. In the opinion of management, the accompanying unaudited consolidated financial statements contain all normal and recurring adjustments necessary to present fairly the financial condition, results of operations and cash flows for the interim periods presented. The results of operations for the thirteen and thirty-nine week periods ended October 31, 2020 are not necessarily indicative of results to be expected for the full fiscal year, especially in light of the uncertainties surrounding the impacts of the COVID-19 pandemic. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended February 1, 2020 ("fiscal 2019"). |
Fiscal Periods | Our fiscal year ends on the Saturday closest to January 31. References to fiscal 2020 refer to the fiscal year ending January 30, 2021. References to the fiscal quarters or first nine months ended October 31, 2020 and November 2, 2019 refer to the thirteen and thirty-nine week periods ended as of those dates, respectively. |
Revenue Recognition | Revenue Recognition |
Leases | Leases We conduct all of our retail sales and corporate operations in leased facilities. Lease terms for our stores are generally for ten years (subject to elective extensions) and provide for escalations in base rents. Many of our store leases contain one or more options to renew the lease at our sole discretion. Generally, we do not consider any additional renewal periods to be reasonably certain of being exercised. |
Income Taxes | Income Taxes Our income tax benefit was $6.4 million, or 39.2% of loss before taxes, compared to income tax expense of $5.9 million, or 26.6% of income before taxes for the thirty-nine weeks ended October 31, 2020 and November 2, 2019, respectively. The increase in the effective income tax rate is primarily due to the anticipated benefit from the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") enacted on March 27, 2020, which provides for net operating losses in fiscal 2020 to be carried back to earlier tax years with higher tax rates than the current year. As a result of the operating losses being carried back, an income tax receivable of $1.8 million is included in receivables on the accompanying Consolidated Balance Sheet as of October 31, 2020. |
New Accounting Standards | New Accounting Standards Not Yet Adopted In June 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-13, Measurement of Credit Losses on Financial Instruments (ASU 2016-13), which modifies or replaces existing models for impairment of trade and other receivables, debt securities, loans, beneficial interests held as assets, purchased-credit impaired financial assets and other instruments. The new standard requires entities to measure expected losses over the life of the asset and recognize an allowance for estimated credit losses upon recognition of the financial instrument. ASU 2016-13 will become effective for us in the first quarter of fiscal 2023, with early adoption permitted and must be adopted using the modified retrospective method. We expect the new rules to apply to our fixed income securities recorded at amortized cost and classified as held-to-maturity and our trade receivables. We do not expect the adoption of this new standard to have a material impact on our consolidated financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) : Simplifying the Accounting for Income Taxes . The new rules reduce complexity by removing specific exceptions to general income tax accounting methodology including an exception for interim periods showing operating losses in excess of anticipated operating losses for the year. The new rules will be effective for us in the first quarter of 2021. We are currently evaluating the impact this guidance may have on our consolidated financial statements and related disclosures. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) : Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The amendments are effective for all entities as of March 12, 2020 through December 31, 2022. We are currently evaluating the impact this guidance may have on our consolidated financial statements and related disclosures. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Accounting Policies [Abstract] | |
Disaggregation of Revenue | The following table summarizes net sales from our retail stores and e-commerce (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Retail stores $ 104,546 $ 132,067 $ 235,358 $ 381,621 E-commerce 35,729 22,713 118,051 65,200 Total net sales $ 140,275 $ 154,780 $ 353,409 $ 446,821 The following table summarizes the percentage of net sales by department: Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Mens 36 % 35 % 35 % 34 % Womens 26 % 23 % 27 % 25 % Accessories 16 % 19 % 16 % 18 % Footwear 12 % 12 % 13 % 13 % Boys 5 % 7 % 5 % 6 % Girls 4 % 4 % 4 % 4 % Outdoor 1 % — % — % — % Total net sales 100 % 100 % 100 % 100 % The following table summarizes the percentage of net sales by third-party and proprietary branded merchandise: Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Third-party 73 % 75 % 75 % 74 % Proprietary 27 % 25 % 25 % 26 % Total net sales 100 % 100 % 100 % 100 % |
Schedule of Operating Lease Liability | The maturity of operating lease liabilities as of October 31, 2020 were as follows (in thousands): Fiscal Year 2020 $ 25,619 2021 63,700 2022 57,131 2023 48,687 2024 37,940 Thereafter 82,030 Total minimum lease payments 315,107 Less: Amount representing interest 38,308 Present value of operating lease liabilities $ 276,799 |
Schedule of Lease Expense and Supplemental Lease Information | As of October 31, 2020, additional operating lease contracts that have not yet commenced are approximately $8.6 million. Further, additional operating lease contract modifications executed subsequent to the balance sheet date, but prior to the report date, are approximately $4.7 million. Lease expense for the thirteen and thirty-nine week periods ended October 31, 2020 and November 2, 2019 was as follows (in thousands): Thirteen Weeks Ended Thirteen Weeks Ended Cost of goods sold SG&A Total Cost of goods sold SG&A Total Fixed operating lease expense $ 14,829 $ 409 $ 15,238 $ 15,634 $ 381 $ 16,015 Variable lease expense 4,663 12 4,675 4,379 14 4,393 Total lease expense $ 19,492 $ 421 $ 19,913 $ 20,013 $ 395 $ 20,408 Thirty-Nine Weeks Ended Thirty-Nine Weeks Ended Cost of goods sold SG&A Total Cost of goods sold SG&A Total Fixed operating lease expense $ 45,229 $ 1,212 $ 46,441 $ 46,575 $ 1,147 $ 47,722 Variable lease expense 12,907 62 12,969 12,324 55 12,379 Total lease expense $ 58,136 $ 1,274 $ 59,410 $ 58,899 $ 1,202 $ 60,101 For the thirteen and thirty-nine weeks ended November 2, 2019, we corrected an immaterial error of $2.9 million and $9.2 million, respectively, which consisted solely of an understatement of amounts disclosed for fixed operating lease expense and an overstatement of amounts disclosed for variable lease expense with no changes in reported total lease expense. Supplemental lease information for the thirteen weeks ended October 31, 2020 was as follows: Cash paid for amounts included in the measurement of operating lease liabilities (in thousands) $36,694 Weighted average remaining lease term (in years) 5.8 years Weighted average interest rate (1) 4.64% (1) Since our leases do not provide an implicit rate, we used an incremental borrowing rate ("IBR") on date of adoption, at lease inception, or lease modification in determining the present value of future minimum payments. From our adoption of ASC 842 during Q1 FY2019 through Q2 FY2020, the IBR used was obtained from our financial institution. Beginning in Q3 FY2020, the IBR used was obtained from an independent third-party valuation firm. |
Marketable Securities (Tables)
Marketable Securities (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Marketable Securities | The following table summarizes our investments in marketable securities at October 31, 2020, February 1, 2020 and November 2, 2019 (in thousands): October 31, 2020 Cost or Gross Unrealized Estimated Commercial paper $ 24,950 $ 25 $ 24,975 Fixed income securities 1,012 — 1,012 $ 25,962 $ 25 $ 25,987 February 1, 2020 Cost or Gross Unrealized Estimated Commercial paper $ 54,463 $ 293 $ 54,756 Fixed income securities 15,024 — 15,024 $ 69,487 $ 293 $ 69,780 November 2, 2019 Cost or Gross Unrealized Estimated Commercial paper $ 39,586 $ 162 $ 39,748 Fixed income securities 22,728 — 22,728 $ 62,314 $ 162 $ 62,476 |
Gain (Loss) on Investments | The following table summarizes our gains on investments for commercial paper (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Gains on investments $ — $ 428 $ 554 $ 1,026 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Financial Assets Categorized Based on Priority of Inputs to Valuation Technique Instruments | We have categorized our financial assets based on the priority of the inputs to the valuation technique for the instruments as follows (in thousands): October 31, 2020 February 1, 2020 November 2, 2019 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash equivalents (1) : Money market securities $ 93,045 $ — $ — $ 58,614 $ — $ — $ 62,340 $ — $ — Commercial paper — — — — — — — — — Marketable securities: Commercial paper $ — $ 24,975 $ — $ — $ 54,756 $ — $ — $ 39,748 $ — Fixed income securities — 1,012 — — 15,024 — — 22,728 — (1) Excluding cash. |
Details of Impairment of Long-Lived Assets | Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, ($ in thousands) Carrying value of assets with impairment $26 * $929 * Fair value of assets impaired $— * $— * Number of stores tested for impairment 34 3 52 4 Number of stores with impairment 2 — 12 — * Not applicable |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock Option Activity Under Stock Option Plan | The following table summarizes the stock option activity for the thirty-nine weeks ended October 31, 2020 (aggregate intrinsic value in thousands): Stock Grant Date Weighted Aggregate Outstanding at February 1, 2020 1,993,187 $ 9.50 Granted 671,900 $ 4.38 Forfeited (49,687) $ 7.83 Expired (18,126) $ 12.22 Outstanding at October 31, 2020 2,597,274 $ 8.19 7.1 $ 1,239 Exercisable at October 31, 2020 1,310,880 $ 9.03 5.3 $ 41 (1) Intrinsic value for stock options is defined as the difference between the market price of our Class A common stock on the last business day of the fiscal period and the weighted average exercise price of in-the-money stock options outstanding at the end of the fiscal period. The market value per share was $6.14 at October 31, 2020. |
Assumptions Used to Estimate Fair Value of Stock Options Granted | The fair values of stock options granted during the thirteen and thirty-nine weeks ended October 31, 2020 and November 2, 2019 were estimated on the grant date using the following assumptions: Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Weighted average grant-date fair value per option granted $4.04 $4.52 $2.19 $5.10 Expected option term (1) 5.7 years 5.0 years 5.3 years 5.0 years Weighted average expected volatility factor (2) 59.9% 54.5% 57.5% 53.8% Weighted average risk-free interest rate (3) 0.3% 1.6% 0.4% 2.1% Expected annual dividend yield (4) —% —% —% —% (1) The expected option term of the awards represents the estimated time that options are expected to be outstanding based upon historical option data. (2) Stock volatility for each grant is measured using the historical daily price changes of our common stock over the most recent period equal to the expected option term of the awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term as the expected life of the stock option as of the grant date. (4) We do not currently have a dividend policy and we do not anticipate paying any additional cash dividends on our common stock at this time. |
Summary of Status of Non-Vested Restricted Stock | Restricted Weighted Nonvested at February 1, 2020 51,920 $ 9.24 Granted 50,956 $ 6.28 Vested (31,328) $ 10.21 Nonvested at October 31, 2020 71,548 $ 6.71 |
Schedule of Stock Based Compensation | The following table summarizes share-based compensation expense recorded in the Consolidated Statements of Income (Loss) (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Cost of goods sold $ 147 $ 129 $ 434 $ 337 Selling, general and administrative expenses 361 444 1,083 1,311 Total share-based compensation expense $ 508 $ 573 $ 1,517 $ 1,648 |
(Loss) Income Per Share (Tables
(Loss) Income Per Share (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Earnings Per Share [Abstract] | |
Components of Basic and Diluted Earnings Per Share | The components of basic and diluted income (loss) per share were as follows (in thousands, except per share amounts): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Net income (loss) $ 2,113 $ 6,388 $ (10,016) $ 16,349 Weighted average basic shares outstanding 29,708 29,529 29,693 29,501 Dilutive effect of stock options and restricted stock 102 230 — 244 Weighted average shares for diluted income per share 29,810 29,759 29,693 29,745 Basic income (loss) per share of Class A and Class B common stock $ 0.07 $ 0.22 $ (0.34) $ 0.55 Diluted income (loss) per share of Class A and Class B common stock $ 0.07 $ 0.21 $ (0.34) $ 0.55 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following stock options have been excluded from the calculation of diluted income (loss) per share as the effect of including these stock options would have been anti-dilutive (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 31, November 2, October 31, November 2, Stock options 1,503 1,652 2,597 1,652 Restricted stock — 11 72 — Total 1,503 1,663 2,669 1,652 |
Description of the Company an_2
Description of the Company and Basis of Presentation (Details) | Oct. 31, 2020Statestore |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of stores | 238 |
Number of pop-up stores | 1 |
Number of states | State | 33 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Schedule of Revenue Recognition (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Oct. 31, 2020 | Nov. 02, 2019 | Oct. 31, 2020 | Nov. 02, 2019 | Aug. 01, 2020 | Feb. 01, 2020 | Aug. 03, 2019 | Feb. 02, 2019 | |
Disaggregation of Revenue [Line Items] | ||||||||
Revenues | $ 140,275,000 | $ 154,780,000 | $ 353,409,000 | $ 446,821,000 | ||||
Percentage of total net sales | 100.00% | 100.00% | 100.00% | 100.00% | ||||
Revenue recognized from customer liability | $ 2,700,000 | $ 3,000,000 | $ 8,100,000 | $ 11,000,000 | ||||
Deferred Revenue, Revenue Recognized | 1,900,000 | 2,000,000 | 4,200,000 | 3,700,000 | ||||
Deferred Revenue | 3,600,000 | 2,100,000 | 3,600,000 | 2,100,000 | $ 2,400,000 | |||
SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount | 1,500,000 | 1,300,000 | $ 1,500,000 | 1,300,000 | 1,400,000 | |||
Unredeemed Awards and Accumulated Points, Expiration Period | 365 days | |||||||
Retail stores | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenues | 104,546,000 | 132,067,000 | $ 235,358,000 | 381,621,000 | ||||
E-commerce | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenues | $ 35,729,000 | $ 22,713,000 | $ 118,051,000 | $ 65,200,000 | ||||
Mens | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 36.00% | 35.00% | 35.00% | 34.00% | ||||
Womens | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 26.00% | 23.00% | 27.00% | 25.00% | ||||
Accessories | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 16.00% | 19.00% | 16.00% | 18.00% | ||||
Footwear | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 12.00% | 12.00% | 13.00% | 13.00% | ||||
Boys | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 5.00% | 7.00% | 5.00% | 6.00% | ||||
Girls | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 4.00% | 4.00% | 4.00% | 4.00% | ||||
Outdoor | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 1.00% | 0.00% | 0.00% | 0.00% | ||||
Breakage Revenue for Gift Cards | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue recognized from customer liability | $ 1,200,000 | $ 1,400,000 | $ 3,700,000 | $ 4,600,000 | ||||
Contract with Customer, Liability, Current | 7,400,000 | 6,400,000 | 7,400,000 | 6,400,000 | $ 7,700,000 | 9,300,000 | $ 6,600,000 | $ 8,700,000 |
Customer Loyalty Program | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Revenue recognized from customer liability | $ 500,000 | $ 100,000 | $ 1.6 | $ 400,000 | ||||
Contract with Customer, Liability, Current | $ 1,700,000 | $ 2,400,000 | $ 1,800,000 | $ 1,700,000 | ||||
Third-party | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 73.00% | 75.00% | 75.00% | 74.00% | ||||
Proprietary | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Percentage of total net sales | 27.00% | 25.00% | 25.00% | 26.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Oct. 31, 2020 | Nov. 02, 2019 | Oct. 31, 2020 | Nov. 02, 2019 | Aug. 01, 2020 | Feb. 01, 2020 | Aug. 03, 2019 | Feb. 02, 2019 | |
Accounting Policies [Line Items] | ||||||||
Revenue recognized from customer liability | $ 2,700,000 | $ 3,000,000 | $ 8,100,000 | $ 11,000,000 | ||||
Effective Income Tax Rate Reconciliation, Percent | 39.20% | 26.60% | ||||||
Income Taxes Receivable | 1,800,000 | $ 1,800,000 | ||||||
Breakage Revenue for Gift Cards | ||||||||
Accounting Policies [Line Items] | ||||||||
Revenue recognized from customer liability | 1,200,000 | 1,400,000 | 3,700,000 | $ 4,600,000 | ||||
Contract with Customer, Liability, Current | 7,400,000 | 6,400,000 | 7,400,000 | 6,400,000 | $ 7,700,000 | $ 9,300,000 | $ 6,600,000 | $ 8,700,000 |
Customer Loyalty Program | ||||||||
Accounting Policies [Line Items] | ||||||||
Revenue recognized from customer liability | $ 500,000 | $ 100,000 | $ 1.6 | $ 400,000 | ||||
Contract with Customer, Liability, Current | $ 1,700,000 | $ 2,400,000 | $ 1,800,000 | $ 1,700,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Operating Lease Liability (Details) $ in Thousands | Oct. 31, 2020USD ($) |
Leases [Abstract] | |
2020 | $ 25,619 |
2021 | 63,700 |
2022 | 57,131 |
2023 | 48,687 |
2024 | 37,940 |
Thereafter | 82,030 |
Total minimum lease payments | 315,107 |
Less: Amount representing interest | 38,308 |
Present value of operating lease liabilities | 276,799 |
Lessee, Operating Lease, Lease Not yet Commenced, Assumption and Judgment, Value | 8,600 |
Lessee, Operating Lease, Subsequent Modification | $ 4,700 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Lease Expense and Supplemental Lease Information (Details) ft² in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020USD ($)ft² | Nov. 02, 2019USD ($) | Oct. 31, 2020USD ($)ft² | Nov. 02, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Fixed operating lease expense | $ 15,238 | $ 16,015 | $ 46,441 | $ 47,722 |
Variable lease expense | 4,675 | 4,393 | 12,969 | 12,379 |
Total lease expense | $ 19,913 | 20,408 | 59,410 | 60,101 |
Cash paid for amounts included in the measurement of operating lease liabilities (in thousands) | $ 36,694 | |||
Weighted average remaining lease term (in years) | 5 years 9 months 18 days | 5 years 9 months 18 days | ||
Weighted average interest rate | 4.64% | 4.64% | ||
Percentage of Stores | 90.00% | 90.00% | ||
Operating Lease, Withheld Lease Payments | $ 12,400 | $ 12,400 | ||
10 and 12 Whatney, Irvine, California | Office and warehouse space | ||||
Lessee, Lease, Description [Line Items] | ||||
Area of Real Estate Property | ft² | 172 | 172 | ||
Operating Leases, Rent Expense | $ 500 | 500 | $ 1,600 | 1,600 |
11 Whatney, Irvine, California | Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating Lease, Increase in Lease Payments, Percentage | 3.00% | |||
11 Whatney, Irvine, California | Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating Lease, Increase in Lease Payments, Percentage | 7.00% | |||
11 Whatney, Irvine, California | Office and warehouse space | ||||
Lessee, Lease, Description [Line Items] | ||||
Area of Real Estate Property | ft² | 26 | 26 | ||
Operating Leases, Rent Expense | $ 100 | 100 | $ 300 | 300 |
17 Pasteur, Irvine, California | Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating Lease, Increase in Lease Payments, Percentage | 3.00% | |||
17 Pasteur, Irvine, California | Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating Lease, Increase in Lease Payments, Percentage | 7.00% | |||
17 Pasteur, Irvine, California | Office and warehouse space | ||||
Lessee, Lease, Description [Line Items] | ||||
Area of Real Estate Property | ft² | 81 | 81 | ||
Operating Leases, Rent Expense | $ 200 | 200 | $ 700 | 700 |
Immaterial | ||||
Lessee, Lease, Description [Line Items] | ||||
Variable lease expense | (2,900) | (9,200) | ||
Operating Lease, Expense | 2,900 | 9,200 | ||
Cost of goods sold | ||||
Lessee, Lease, Description [Line Items] | ||||
Fixed operating lease expense | 14,829 | 15,634 | 45,229 | 46,575 |
Variable lease expense | 4,663 | 4,379 | 12,907 | 12,324 |
Total lease expense | 19,492 | 20,013 | 58,136 | 58,899 |
Selling, general and administrative expenses | ||||
Lessee, Lease, Description [Line Items] | ||||
Fixed operating lease expense | 409 | 381 | 1,212 | 1,147 |
Variable lease expense | 12 | 14 | 62 | 55 |
Total lease expense | $ 421 | $ 395 | $ 1,274 | $ 1,202 |
Marketable Securities - Investm
Marketable Securities - Investments in Marketable Securities (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Feb. 01, 2020 | Nov. 02, 2019 |
Financial Instruments And Marketable Securities [Line Items] | |||
Marketable securities, Cost or Amortized Cost | $ 25,962 | $ 69,487 | $ 62,314 |
Marketable Securities, Gross Unrealized Holding Gains | 25 | 293 | 162 |
Marketable securities, Estimated Fair Value | 25,987 | 69,780 | 62,476 |
Commercial paper | |||
Financial Instruments And Marketable Securities [Line Items] | |||
Available-for-sale securities, Cost or Amortized Cost | 24,950 | 54,463 | 39,586 |
Available-for-sale securities, Gross Unrealized Holding Gains | 25 | 293 | 162 |
Available-for-sale securities, Estimated Fair Value | 24,975 | 54,756 | 39,748 |
Fixed income securities | |||
Financial Instruments And Marketable Securities [Line Items] | |||
Held-to-maturity securities, Cost or Amortized Cost | 1,012 | 15,024 | 22,728 |
Held-to-maturity securities, Gross Unrealized Holding Gains | 0 | 0 | 0 |
Held-to-maturity securities, Estimated Fair Value | $ 1,012 | $ 15,024 | $ 22,728 |
Marketable Securities - Narrati
Marketable Securities - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Nov. 02, 2019 | Oct. 31, 2020 | Nov. 02, 2019 | |
Summary of Investment Holdings [Line Items] | ||||
Gains on investments | $ 685 | $ 1,391 | ||
Commercial paper | ||||
Summary of Investment Holdings [Line Items] | ||||
Gains on investments | $ 0 | $ 428 | $ 554 | $ 1,026 |
Line of Credit - Narrative (Det
Line of Credit - Narrative (Details) | Aug. 01, 2020 | Feb. 12, 2020$ / shares | Mar. 17, 2014USD ($) | Oct. 31, 2020USD ($) | Nov. 02, 2019USD ($) | Oct. 31, 2020USD ($) | Nov. 02, 2019USD ($) | Nov. 09, 2020USD ($) | Mar. 31, 2020USD ($) | Aug. 30, 2019USD ($) | Jul. 31, 2019USD ($) |
Line of Credit Facility [Line Items] | |||||||||||
Maximum borrowing capacity | $ 25,000,000 | ||||||||||
Outstanding borrowing | $ 23,700,000 | ||||||||||
Net loss after taxes (not to exceed) | $ 2,113,000 | $ 6,388,000 | $ (10,016,000) | $ 16,349,000 | |||||||
Balance sheet leverage | 5.2 | ||||||||||
Income Before Income Taxes, Trailing 12 Month Basis | $ (7,400,000) | ||||||||||
Maximum debt to EBITDAR ratio | 4 | 4 | |||||||||
Fixed Charge Coverage Ratio | 0.7 | ||||||||||
Fixed charge coverage ratio, minimum inventory, cash and cash equivalents and marketable securities | $ 50,000,000 | $ 50,000,000 | |||||||||
Fixed charge coverage ratio, maximum fixed assets | 50,000,000 | 50,000,000 | |||||||||
Maximum | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Net loss after taxes (not to exceed) | $ (1,000,000) | ||||||||||
Minimum | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Fixed Charge Coverage Ratio | 1.25 | ||||||||||
Stand-by and/or commercial letters of credit | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Maximum borrowing capacity | $ 15,000,000 | ||||||||||
Outstanding borrowing | $ 0 | $ 0 | |||||||||
Letters of credit outstanding, amount | $ 2,000,000 | $ 1,300,000 | |||||||||
LIBOR | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Line of credit, percentage point added to reference rate | 0.75% | ||||||||||
Class A common stock | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Cash dividend (in dollars per share) | $ / shares | $ 1 | ||||||||||
Common Stock (Class B) | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Cash dividend (in dollars per share) | $ / shares | $ 1 | ||||||||||
Subsequent Event | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Letters of credit outstanding, amount | $ 2,025,000 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets Based on Priority of Inputs to Valuation Technique Instruments (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Feb. 01, 2020 | Nov. 02, 2019 |
Money market securities | Level 1 | Cash equivalents | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | $ 93,045 | $ 58,614 | $ 62,340 |
Money market securities | Level 2 | Cash equivalents | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Money market securities | Level 3 | Cash equivalents | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Commercial paper | Level 1 | Cash equivalents | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Commercial paper | Level 1 | Marketable securities | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Marketable securities | 0 | 0 | 0 |
Commercial paper | Level 2 | Cash equivalents | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Commercial paper | Level 2 | Marketable securities | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Marketable securities | 24,975 | 54,756 | 39,748 |
Commercial paper | Level 3 | Cash equivalents | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Commercial paper | Level 3 | Marketable securities | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Marketable securities | 0 | 0 | 0 |
Municipal Bonds | Level 1 | Marketable securities | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Marketable securities | 0 | 0 | 0 |
Municipal Bonds | Level 2 | Marketable securities | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Marketable securities | 1,012 | 15,024 | 22,728 |
Municipal Bonds | Level 3 | Marketable securities | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Marketable securities | $ 0 | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020store | Nov. 02, 2019store | Oct. 31, 2020USD ($)store | Nov. 02, 2019USD ($)store | |
Fair Value Disclosures [Abstract] | ||||
Number of stores with impairment | store | 2 | 0 | 12 | 0 |
Impairment of long-lived assets | $ | $ 929 | $ 0 |
Fair Value Measurements - Detai
Fair Value Measurements - Details of Impairment of Long-Lived Assets (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020USD ($)store | Nov. 02, 2019store | Oct. 31, 2020USD ($)store | Nov. 02, 2019store | |
Fair Value Disclosures [Abstract] | ||||
Carrying value of assets with impairment | $ | $ 26 | $ 929 | ||
Fair value of assets impaired | $ | $ 0 | $ 0 | ||
Number of stores tested for impairment | store | 34 | 3 | 52 | 4 |
Number of stores with impairment | store | 2 | 0 | 12 | 0 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ in Millions | 9 Months Ended |
Oct. 31, 2020USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total unrecognized stock-based compensation expense related to unvested stock options and restricted stock grants | $ | $ 4.2 |
Weighted average recognition period | 2 years 7 months 6 days |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expiration period | 10 years |
Stock options | Share-based Payment Arrangement, Tranche One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25.00% |
Stock options | Share-based Payment Arrangement, Tranche Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25.00% |
Stock options | Share-based Payment Arrangement, Tranche Three | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25.00% |
Stock options | Share-based Payment Arrangement, Tranche Four | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25.00% |
Independent directors | Restricted Stock | Share-based Payment Arrangement, Tranche One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 50.00% |
Independent directors | Restricted Stock | Share-based Payment Arrangement, Tranche Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 50.00% |
2012 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common shares authorized (in shares) | 6,613,900 |
Shares available for issuance (in shares) | 2,560,506 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity Under Stock Option Plan (Details) $ / shares in Units, $ in Thousands | 9 Months Ended |
Oct. 31, 2020USD ($)$ / sharesshares | |
Stock Options | |
Beginning balance (in shares) | shares | 1,993,187 |
Granted (in shares) | shares | 671,900 |
Forfeited (in shares) | shares | (49,687) |
Expired (in shares) | shares | 18,126 |
Ending balance (in shares) | shares | 2,597,274 |
Exercisable ending balance (in shares) | shares | 1,310,880 |
Grant Date Weighted Average Exercise Price | |
Beginning balance (in dollars per share) | $ 9.50 |
Granted (in dollars per share) | 4.38 |
Forfeited (in dollars per share) | 7.83 |
Expired (in dollars per share) | 12.22 |
Ending balance (in dollars per share) | 8.19 |
Exercisable ending balance (in dollars per share) | $ 9.03 |
Weighted Average Remaining Contractual Life (in Years) | |
Outstanding at end of period | 7 years 1 month 6 days |
Exercisable ending balance | 5 years 3 months 18 days |
Aggregate Intrinsic Value | |
Outstanding at end of period | $ | $ 1,239 |
Exercisable ending balance | $ | $ 41 |
Class A common stock | |
Aggregate Intrinsic Value | |
Market value per share (in dollars per share) | $ 6.14 |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions Used to Estimate Fair Value of Stock Options Granted (Details) - $ / shares | 9 Months Ended | |
Oct. 31, 2020 | Nov. 02, 2019 | |
Share-based Payment Arrangement [Abstract] | ||
Weighted average grant-date fair value per option granted (in dollars per share) | $ 2.19 | $ 5.10 |
Expected option term | 5 years 3 months 18 days | 5 years |
Weighted average expected volatility factor | 57.50% | 53.80% |
Weighted average risk-free interest rate | 0.40% | 2.10% |
Expected annual dividend yield | 0.00% | 0.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Status of Non-Vested Restricted Stock (Details) - Nonvested | 9 Months Ended |
Oct. 31, 2020$ / sharesshares | |
Restricted Stock | |
Beginning balance | shares | 51,920 |
Granted (in shares) | shares | 50,956 |
Vested (in shares) | shares | 31,328 |
Ending balance | shares | 71,548 |
Weighted Average Grant-Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 9.24 |
Granted (in usd per share) | $ / shares | 6.28 |
Vested (in usd per share) | $ / shares | 10.21 |
Ending balance (in dollars per share) | $ / shares | $ 6.71 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Nov. 02, 2019 | Oct. 31, 2020 | Nov. 02, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 508 | $ 573 | $ 1,517 | $ 1,648 |
Cost of goods sold | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | 147 | 129 | 434 | 337 |
Selling, general and administrative expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 361 | $ 444 | $ 1,083 | $ 1,311 |
(Loss) Income Per Share - Compo
(Loss) Income Per Share - Components of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Nov. 02, 2019 | Oct. 31, 2020 | Nov. 02, 2019 | |
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Net income (loss) | $ 2,113 | $ 6,388 | $ (10,016) | $ 16,349 |
Weighted average basic shares outstanding (in shares) | 29,708 | 29,529 | 29,693 | 29,501 |
Dilutive effect of stock options and restricted stock | 102 | 230 | 0 | 244 |
Weighted average shares for diluted earnings per share (in shares) | 29,810 | 29,759 | 29,693 | 29,745 |
Class A and Class B common stock | ||||
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Basic earnings per share of Class A and Class B common stock (in dollars per share) | $ 0.07 | $ 0.22 | $ (0.34) | $ 0.55 |
Diluted earnings per share of Class A and Class B common stock (in dollars per share) | $ 0.07 | $ 0.21 | $ (0.34) | $ 0.55 |
(Loss) Income Per Share (Detail
(Loss) Income Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Nov. 02, 2019 | Oct. 31, 2020 | Nov. 02, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock options and restricted stock excluded from the calculation of diluted earning per share | 1,503 | 1,663 | 2,669 | 1,652 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock options and restricted stock excluded from the calculation of diluted earning per share | 1,503 | 1,652 | 2,597 | 1,652 |
Restricted Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock options and restricted stock excluded from the calculation of diluted earning per share | 0 | 11 | 72 | 0 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - USD ($) | Nov. 09, 2020 | Mar. 17, 2014 | Mar. 31, 2020 |
Subsequent Event [Line Items] | |||
Maximum borrowing capacity | $ 25,000,000 | ||
Outstanding borrowing | $ 23,700,000 | ||
LIBOR | |||
Subsequent Event [Line Items] | |||
Line of credit, percentage point added to reference rate | 0.75% | ||
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Letters of credit outstanding, amount | $ 2,025,000 | ||
Subsequent Event | Minimum | |||
Subsequent Event [Line Items] | |||
Commitment fee | 0.375% | ||
Subsequent Event | Maximum | |||
Subsequent Event [Line Items] | |||
Commitment fee | 0.50% | ||
Revolving Credit Facility | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Maximum borrowing capacity | $ 65,000,000 | ||
Maximum borrowing capacity, increase limit | $ 12,500,000 | ||
Borrowing base, credit card receivables, percentage | 90.00% | ||
Borrowing base, inventory, percentage | 90.00% | ||
Borrowing base, inventory in-transit, percentage | 90.00% | ||
Borrowing base, inventory in-transit as a percentage of total inventory, maximum, percentage | 10.00% | ||
Eligible borrowings | $ 40,100,000 | ||
Outstanding borrowing | $ 0 | ||
Revolving Credit Facility | Subsequent Event | Minimum | LIBOR | |||
Subsequent Event [Line Items] | |||
Line of credit, percentage point added to reference rate | 2.00% | ||
Revolving Credit Facility | Subsequent Event | Minimum | Base Rate | |||
Subsequent Event [Line Items] | |||
Line of credit, percentage point added to reference rate | 1.00% | ||
Revolving Credit Facility | Subsequent Event | Maximum | LIBOR | |||
Subsequent Event [Line Items] | |||
Line of credit, percentage point added to reference rate | 2.25% | ||
Revolving Credit Facility | Subsequent Event | Maximum | Base Rate | |||
Subsequent Event [Line Items] | |||
Line of credit, percentage point added to reference rate | 1.25% | ||
Letter of Credit | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Maximum borrowing capacity | $ 10,000,000 | ||
Swing Line Loans | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Maximum borrowing capacity | $ 7,500,000 |