Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Apr. 06, 2017 | Jul. 29, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jan. 28, 2017 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | DEST | ||
Entity Registrant Name | Destination Maternity Corp | ||
Entity Central Index Key | 896,985 | ||
Current Fiscal Year End Date | --01-28 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 66,000 | ||
Entity Common Stock, Shares Outstanding | 13,987,637 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jan. 28, 2017 | Jan. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 2,859,000 | $ 2,116,000 |
Trade receivables, net | 5,683,000 | 10,154,000 |
Inventories | 69,040,000 | 72,509,000 |
Deferred income taxes | 3,251,000 | 13,803,000 |
Prepaid expenses and other current assets | 9,464,000 | 9,792,000 |
Total current assets | 90,297,000 | 108,374,000 |
Property and equipment, net | 83,029,000 | 92,673,000 |
Other assets: | ||
Deferred line of credit financing costs, net of accumulated amortization of $717 and $611 | 456,000 | 534,000 |
Other intangible assets, net of accumulated amortization of $810 and $683 | 1,092,000 | 1,148,000 |
Deferred income taxes | 15,195,000 | |
Other non-current assets | 1,113,000 | 1,150,000 |
Total other assets | 2,661,000 | 18,027,000 |
Total assets | 175,987,000 | 219,074,000 |
Current liabilities: | ||
Line of credit borrowings | 4,600,000 | 28,400,000 |
Current portion of long-term debt | 6,948,000 | 2,897,000 |
Accounts payable | 17,656,000 | 21,738,000 |
Accrued expenses and other current liabilities | 31,359,000 | 39,488,000 |
Total current liabilities | 60,563,000 | 92,523,000 |
Long-term debt | 31,485,000 | 9,302,000 |
Deferred rent and other non-current liabilities | 22,789,000 | 24,351,000 |
Total liabilities | 114,837,000 | 126,176,000 |
Commitments and contingencies (Note 16) | ||
Stockholders’ equity: | ||
Preferred stock, 1,656,381 shares authorized Series B junior participating preferred stock, $.01 par value; 300,000 shares authorized, none outstanding | ||
Common stock, $.01 par value; 20,000,000 shares authorized, 14,010,417 and 13,824,535 shares issued and outstanding | 140,000 | 138,000 |
Additional paid-in capital | 105,775,000 | 104,784,000 |
Accumulated deficit | (44,693,000) | (11,951,000) |
Accumulated other comprehensive loss | (72,000) | (73,000) |
Total stockholders’ equity | 61,150,000 | 92,898,000 |
Total liabilities and stockholders’ equity | $ 175,987,000 | $ 219,074,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Deferred financing costs, accumulated amortization | $ 717 | $ 611 |
Other intangible assets, accumulated amortization | $ 810 | $ 683 |
Preferred stock, shares authorized | 1,656,381 | 1,656,381 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, shares issued | 14,010,417 | 13,824,535 |
Common stock, shares outstanding | 14,010,417 | 13,824,535 |
Series B junior participating preferred stock, par value | $ 0.01 | $ 0.01 |
Series B junior participating preferred stock, shares outstanding | 0 | 0 |
Series B junior participating preferred stock | ||
Preferred stock, shares authorized | 300,000 | 300,000 |
Series B junior participating preferred stock, par value | $ 0.01 | $ 0.01 |
Series B junior participating preferred stock, shares outstanding | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Net sales | $ 165,644 | $ 433,699 | $ 498,753 | $ 516,959 |
Cost of goods sold | 96,667 | 206,271 | 252,713 | 247,501 |
Gross profit | 68,977 | 227,428 | 246,040 | 269,458 |
Selling, general and administrative expenses | 86,688 | 223,881 | 246,914 | 250,253 |
Store closing, asset impairment and asset disposal expenses (income) | 4,599 | 2,768 | (2,084) | 1,469 |
Other charges, net | 5,354 | 4,914 | 6,979 | 3,229 |
Operating income (loss) | (27,664) | (4,135) | (5,769) | 14,507 |
Interest expense, net | 242 | 3,575 | 1,520 | 404 |
Income (loss) before income taxes | (27,906) | (7,710) | (7,289) | 14,103 |
Income tax provision (benefit) | (10,526) | 25,050 | (2,806) | 3,606 |
Net income (loss) | $ (17,380) | $ (32,760) | $ (4,483) | $ 10,497 |
Net income (loss) per share—Basic | $ (1.28) | $ (2.39) | $ (0.33) | $ 0.78 |
Average shares outstanding—Basic | 13,541 | 13,702 | 13,596 | 13,451 |
Net income (loss) per share—Diluted | $ (1.28) | $ (2.39) | $ (0.33) | $ 0.77 |
Average shares outstanding—Diluted | 13,541 | 13,702 | 13,596 | 13,572 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (17,380) | $ (32,760) | $ (4,483) | $ 10,497 |
Foreign currency translation adjustments | (1) | 1 | (9) | 4 |
Comprehensive income (loss) | $ (17,381) | $ (32,759) | $ (4,492) | $ 10,501 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Loss |
Beginning Balance at Sep. 30, 2013 | $ 122,633 | $ 136 | $ 98,634 | $ 23,930 | $ (67) |
Beginning Balance, shares at Sep. 30, 2013 | 13,556 | ||||
Net income (loss) | 10,497 | 10,497 | |||
Foreign currency translation adjustments | 4 | 4 | |||
Cash dividends | (10,772) | (10,772) | |||
Stock-based compensation | 3,747 | $ 1 | 3,746 | ||
Stock-based compensation, shares | 127 | ||||
Exercise of stock options, net | 271 | $ 1 | 270 | ||
Exercise of stock options, shares | 100 | ||||
Excess tax benefit (shortfall) from stock option exercises and restricted stock vesting | 1,319 | 1,319 | |||
Repurchase and retirement of common stock | (2,178) | $ (1) | (2,177) | ||
Repurchase and retirement of common stock, shares | (76) | ||||
Ending Balance at Sep. 30, 2014 | 125,521 | $ 137 | 101,792 | 23,655 | (63) |
Ending Balance, shares at Sep. 30, 2014 | 13,707 | ||||
Net income (loss) | (17,380) | (17,380) | |||
Foreign currency translation adjustments | (1) | (1) | |||
Cash dividends | (2,717) | (2,717) | |||
Stock-based compensation | 1,073 | $ 1 | 1,072 | ||
Stock-based compensation, shares | 100 | ||||
Exercise of stock options, net | 29 | 29 | |||
Exercise of stock options, shares | 8 | ||||
Excess tax benefit (shortfall) from stock option exercises and restricted stock vesting | (400) | (400) | |||
Repurchase and retirement of common stock | (123) | (123) | |||
Repurchase and retirement of common stock, shares | (8) | ||||
Ending Balance at Jan. 31, 2015 | 106,002 | $ 138 | 102,370 | 3,558 | (64) |
Ending Balance, shares at Jan. 31, 2015 | 13,807 | ||||
Net income (loss) | (4,483) | (4,483) | |||
Foreign currency translation adjustments | (9) | (9) | |||
Cash dividends | (11,026) | (11,026) | |||
Stock-based compensation | 2,784 | 2,784 | |||
Stock-based compensation, shares | 22 | ||||
Exercise of stock options, net | 69 | 69 | |||
Exercise of stock options, shares | 11 | ||||
Excess tax benefit (shortfall) from stock option exercises and restricted stock vesting | (312) | (312) | |||
Repurchase and retirement of common stock | (127) | (127) | |||
Repurchase and retirement of common stock, shares | (15) | ||||
Ending Balance at Jan. 30, 2016 | 92,898 | $ 138 | 104,784 | (11,951) | (73) |
Ending Balance, shares at Jan. 30, 2016 | 13,825 | ||||
Net income (loss) | (32,760) | (32,760) | |||
Foreign currency translation adjustments | 1 | 1 | |||
Dividends forfeited | 18 | 18 | |||
Stock-based compensation | 1,801 | $ 2 | 1,799 | ||
Stock-based compensation, shares | 191 | ||||
Exercise of stock options, net | $ 6 | 6 | |||
Exercise of stock options, shares | 2 | 2 | |||
Excess tax benefit (shortfall) from stock option exercises and restricted stock vesting | $ (760) | (760) | |||
Repurchase and retirement of common stock | (54) | (54) | |||
Repurchase and retirement of common stock, shares | (8) | ||||
Ending Balance at Jan. 28, 2017 | $ 61,150 | $ 140 | $ 105,775 | $ (44,693) | $ (72) |
Ending Balance, shares at Jan. 28, 2017 | 14,010 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Operating Activities | ||||
Net income (loss) | $ (17,380,000) | $ (32,760,000) | $ (4,483,000) | $ 10,497,000 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||
Depreciation and amortization | 5,223,000 | 18,032,000 | 17,231,000 | 15,197,000 |
Stock-based compensation expense | 1,073,000 | 1,801,000 | 2,784,000 | 3,747,000 |
Loss on impairment of long-lived assets | 4,444,000 | 2,388,000 | 1,662,000 | 1,136,000 |
Loss (gain) on disposal of assets | 109,000 | 272,000 | 193,000 | (4,031,000) |
Grow NJ award benefit | 349,000 | (3,600,000) | ||
Deferred income tax provision (benefit) | (6,636,000) | 24,614,000 | 2,020,000 | (2,975,000) |
Amortization of deferred financing costs | 66,000 | 328,000 | 166,000 | 198,000 |
Decrease (increase) in: | ||||
Trade receivables | 2,406,000 | 4,471,000 | (951,000) | 855,000 |
Inventories | 12,652,000 | 3,469,000 | 3,250,000 | (1,865,000) |
Prepaid expenses and other current assets | 142,000 | 328,000 | 3,194,000 | (5,511,000) |
Other non-current assets | (59,000) | 37,000 | (178,000) | (503,000) |
(Decrease) increase in: | ||||
Accounts payable, accrued expenses and other current liabilities | 1,116,000 | (11,593,000) | (3,675,000) | 5,081,000 |
Deferred rent and other non-current liabilities | 675,000 | (1,025,000) | (1,519,000) | 4,019,000 |
Net cash provided by operating activities | 3,831,000 | 10,711,000 | 16,094,000 | 25,845,000 |
Investing Activities | ||||
Capital expenditures | (21,098,000) | (12,690,000) | (29,272,000) | (40,185,000) |
Proceeds from sale of property, plant and equipment | 2,000 | 35,000 | 12,591,000 | |
Additions to intangible assets | (768,000) | (97,000) | (163,000) | (1,950,000) |
Net cash used in investing activities | (21,866,000) | (12,785,000) | (29,400,000) | (29,544,000) |
Financing Activities | ||||
Increase (decrease) in cash overdrafts | (5,384,000) | 681,000 | (277,000) | 3,081,000 |
(Decrease) increase in line of credit borrowings | (23,800,000) | 28,400,000 | ||
Proceeds from long-term debt | 15,000,000 | 32,000,000 | ||
Repayment of long-term debt | (4,498,000) | (2,801,000) | ||
Deferred financing costs paid | (1,519,000) | (157,000) | ||
Withholding taxes on stock-based compensation paid in connection with repurchase of common stock | (123,000) | (54,000) | (127,000) | (2,178,000) |
Cash dividends paid | (2,717,000) | 0 | (11,026,000) | (10,772,000) |
Proceeds from exercise of stock options | 29,000 | 6,000 | 69,000 | 271,000 |
Excess tax benefit from exercise of stock options and restricted stock vesting | 1,319,000 | |||
Net cash provided by (used in) financing activities | 6,805,000 | 2,816,000 | 14,081,000 | (8,279,000) |
Effect of exchange rate changes on cash and cash equivalents | (1,000) | 1,000 | (8,000) | 3,000 |
Net Increase (Decrease) in Cash and Cash Equivalents | (11,231,000) | 743,000 | 767,000 | (11,975,000) |
Cash and Cash Equivalents, Beginning of Period | 12,580,000 | 2,116,000 | 1,349,000 | 24,555,000 |
Cash and Cash Equivalents, End of Period | $ 1,349,000 | $ 2,859,000 | $ 2,116,000 | $ 12,580,000 |
Nature of Business
Nature of Business | 12 Months Ended |
Jan. 28, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of Business | 1. NATURE OF BUSINESS Destination Maternity Corporation and subsidiaries (the “Company”) is a specialty designer and retailer of maternity clothing. The Company operated 1,220 retail locations as of January 28, 2017, including 515 stores and 705 leased departments, throughout the United States, Puerto Rico and Canada, and markets its maternity apparel on the Internet through its DestinationMaternity.com and brand-specific websites. The Company also has store franchise and product supply relationships in the Middle East, South Korea, Mexico, Israel and India. The Company was incorporated in Delaware in 1982. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 28, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a. Principles of Consolidation and Basis of Financial Statement Presentation The accompanying consolidated financial statements include the accounts of the Company and its direct and indirect wholly-owned subsidiaries: Cave Springs, Inc., Mothers Work Canada, Inc. and Destination Maternity Apparel Private Limited. All significant intercompany transactions and accounts have been eliminated in consolidation. On December 19, 2016 the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Orchestra-Prémaman S.A. (“Orchestra”), a société anonyme b. Fiscal Year-End The Company has historically operated on a fiscal year ending September 30 of each year. On December 4, 2014 the Company announced that its Board of Directors approved a change in its fiscal year end from September 30 to the Saturday nearest January 31 of each year. The fiscal year end change aligns the Company’s reporting cycle with the National Retail Federation fiscal calendar. The change was effective with the Company’s fiscal year 2015, which began February 1, 2015 and ended January 30, 2016, and resulted in a four-month transition period that began October 1, 2014 and ended January 31, 2015, referred to as the “transition period”. The Company operates on a fiscal year ending on the Saturday nearest January 31 of each year. References to the Company’s fiscal 2016 refer to the fiscal year, or periods within such fiscal year, which began January 31, 2016 and ended January 28, 2017. References to the Company’s fiscal 2015 refer to the fiscal year, or periods within such fiscal year, which began February 1, 2015 and ended January 30, 2016. References to the transition period refer to the four-month period from October 1, 2014 to January 31, 2015. References to fiscal years of the Company prior to fiscal 2015 refer to the fiscal years ended on September 30 in those years, unless otherwise indicated. For example, the Company’s “fiscal 2014” ended on September 30, 2014. c. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make certain estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. d. Cash and Cash Equivalents Cash and cash equivalents include cash on hand, cash in the bank and short-term investments with an original maturity of three months or less when purchased. Book cash overdrafts, which are outstanding checks in excess of funds on deposit, of $2,831,000 and $2,150,000 were included in accounts payable as of January 28, 2017 and January 30, 2016, respectively. The Company maintains cash accounts that, at times, may exceed federally insured limits. The Company has not experienced any losses from maintaining cash accounts in excess of such limits. Management believes that it is not exposed to any significant credit risks on its cash accounts. e. Inventories Inventories are valued at the lower of cost or market. Cost is determined by the “first-in, first-out” (FIFO) method. Inventories of goods manufactured by the Company include the cost of materials, freight, direct labor, and design, manufacturing and distribution overhead. f. Property and Equipment Property and equipment are stated at cost. Depreciation and amortization are computed for financial reporting purposes on a straight-line basis, using service lives ranging principally from five to ten years for furniture and equipment. Leasehold improvements are amortized using the straight-line method over the shorter of the lease term or their useful life. The cost of assets sold or retired and the related accumulated depreciation or amortization are removed from the accounts with any resulting gain or loss included in net income. Maintenance and repairs are expensed as incurred, except for the capitalization of major renewals and betterments that extend the life of the asset. Long-lived assets are reviewed for impairment whenever adverse events, or changes in circumstances or business climate, indicate that the carrying value may not be recoverable. Factors used in the evaluation include, but are not limited to, management’s plans for future operations, brand initiatives, recent operating results and projected cash flows. If the associated undiscounted cash flows are insufficient to support the recorded asset, an impairment loss is recognized to reduce the carrying value of the asset. The amount of the impairment loss is determined by comparing the fair value of the asset with the carrying value. During fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 the Company recorded impairment write-downs of property and equipment totaling $2,382,000, $1,659,000, $1,136,000 and $1,090,000, respectively, on a pretax basis. g. Intangible Assets Intangible assets with definite useful lives consist primarily of patent and lease acquisition costs. The Company capitalizes legal costs incurred to defend its patents when a successful outcome is deemed probable and to the extent of an evident increase in the value of the patents. Intangible assets are amortized over the shorter of their useful life or, if applicable, the lease term. Management reviews the carrying amount of these intangible assets as impairment indicators arise, to assess the continued recoverability based on future undiscounted cash flows and operating results from the related asset, future asset utilization and changes in market conditions. During fiscal 2016, 2015 and the four months ended January 31, 2015 the Company recorded write-downs of intangible assets totaling $6,000, $3,000 and $3,354,000, respectively, on a pretax basis. The intangible assets impairment charge of $3,354,000 during the four months ended January 31, 2015 was primarily for capitalized legal costs incurred in connection with a lawsuit asserting infringement of patents held by the Company on its Secret Fit Belly technology. The impairment resulted from decisions of the United States Patent and Trademark Office (“USPTO”) in Inter Partes Review proceedings through which it was decided by the USPTO that certain of the claims of the subject patents are not valid. The Company has not identified any indefinite-lived intangible assets. Aggregate amortization expense of intangible assets in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 was $142,000, $122,000, $240,000 and $111,000, respectively. Estimated amortization expense of the Company’s intangible assets as of January 28, 2017, during our next five future fiscal years ending on the Saturday nearest January 31 of each year is as follows (in thousands): Fiscal Year 2017 $ 137 2018 123 2019 116 2020 109 2021 94 h. Deferred Financing Costs Deferred financing costs are amortized to interest expense over the term of the related debt agreements. Amortization expense of deferred financing costs in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 was $328,000, $166,000, $198,000 and $66,000, respectively. In connection with its current credit facility entered into on November 1, 2012 and amended effective August 25, 2015 and March 25, 2016, and its term loan, entered into on March 25, 2016, the Company incurred approximately $2,664,000 in deferred financing costs, of which $1,519,000 was paid in fiscal 2016 (including $810,000 paid at the term loan closing), $157,000 was paid in fiscal 2015 (see Notes 8 and 9). Estimated amortization expense of the Company’s deferred financing costs during future fiscal years ending on the Saturday nearest January 31 of each year is as follows (in thousands): Fiscal Year 2017 $ 421 2018 413 2019 413 2020 413 2021 64 i. Deferred Rent Rent expense on operating leases, including rent holidays and scheduled rent increases, is recorded on a straight-line basis over the term of the lease commencing on the date the Company takes possession of the leased property, which for stores is generally four to six weeks prior to a store’s opening date and for the Company’s new headquarters building was approximately ten months prior to the planned January 2015 relocation. The net excess of rent expense over the actual cash paid has been recorded as a deferred rent liability in the accompanying consolidated balance sheets. Tenant improvement allowances received from landlords are also included in the accompanying consolidated balance sheets as deferred rent liabilities and are amortized as a reduction of rent expense over the term of the lease from the possession date. j. Treasury (Reacquired) Shares Shares repurchased are retired and treated as authorized but unissued shares, with the cost in excess of par value of the reacquired shares charged to additional paid-in capital and the par value charged to common stock. k. Fair Value of Financial Instruments The carrying values of cash and cash equivalents, trade receivables and accounts payable approximate fair value due to the short-term nature of those instruments. The majority of the Company’s long-term debt bore interest at variable rates, which adjusted based on market conditions, and the carrying value of the long-term debt approximated fair value. The fair value of the Company’s debt was determined using a discounted cash flow analysis based on interest rates available to the Company. l. Revenue Recognition, Sales Returns and Allowances Revenue is recognized at the point of sale for retail store sales, including leased department sales, or when merchandise is delivered to customers for licensed brand product and Internet sales, and when merchandise is shipped to international franchisees. Leased department revenue is remitted to the Company, less a fixed percentage of the net sales earned by the lease partner (as stipulated in each agreement), which is considered a store expense and included in selling, general and administrative expenses (see Note 2p). A liability is established for the retail value of gift cards sold and merchandise credits issued. The liability is relieved and revenue is recognized when gift cards or merchandise credits are redeemed by customers as tender for merchandise purchased. Allowances for returns are recorded as a reduction of revenue, based on the Company’s historical experience. Revenues are recorded net of applicable sales taxes. m. Other Revenues Included in net sales are revenues earned by the Company through a variety of marketing partnership programs utilizing the Company’s opt-in customer database and various in-store marketing initiatives, focused on baby and parent-related products and services. Revenue from marketing partnership programs is recognized when goods or services are provided. Also included in net sales are fees and royalties related to international franchise agreements. International franchise fees are earned by the Company when all material services or conditions related to the international franchise agreement have been substantially performed or satisfied and royalties are earned based on net sales of the Company’s international franchisees and may include minimum guaranteed royalties. n. Cost of Goods Sold Cost of goods sold in the accompanying consolidated statements of operations includes merchandise costs (including customs duty expenses), expenses related to inventory shrinkage, product-related corporate expenses (including expenses related to payroll, benefit costs and operating expenses of the Company’s design and sourcing departments), inventory reserves (including lower of cost or market reserves), inbound freight charges, purchasing and receiving costs, inspection costs, distribution center costs (including occupancy expenses and equipment depreciation), internal transfer costs, and the other costs of the Company’s distribution network, partially offset by the allocable amount of the Company’s Grow NJ benefit (see Notes 2q and 14). o. Shipping and Handling Fees and Costs The Company includes shipping and handling revenue earned from its Internet activities in net sales. Shipping and handling costs, which are included in cost of goods sold in the accompanying consolidated statements of operations, include shipping supplies, related labor costs and third-party shipping costs. p. Selling, General and Administrative Expenses Selling, general and administrative expenses in the accompanying consolidated statements of operations include advertising and marketing expenses, corporate administrative expenses, corporate headquarters occupancy expenses, store expenses (including store payroll and store occupancy expenses), and store opening expenses, partially offset by the allocable amount of the Company’s Grow NJ benefit (see Notes 2q and 14). q. Government Incentives The Company recognizes the estimated benefit from its Grow NJ award (see Note 14) as a reduction to distribution center and corporate headquarters costs that result from the relocation of these facilities to New Jersey (primarily occupancy expenses and equipment depreciation). The Grow NJ award benefit is recognized ratably over the ten-year life of the award and provides the Company with transferrable income tax credits. When recognized such income tax credits are included in the consolidated balance sheets as deferred income tax assets, net of a valuation allowance, and net of federal and state income tax effect, to reflect the expected amount to be realized from subsequent sales of the income tax credits. r. Advertising Costs The Company expenses the costs of advertising when the advertising first occurs. Advertising expenses, including Internet advertising expenses, were $12,869,000, $15,877,000, $18,187,000 and $7,949,000 in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015, respectively. s. Stock-based Compensation The Company recognizes employee stock-based compensation as a cost in the accompanying consolidated statements of operations. Stock-based awards are measured at the grant date fair value and the compensation expense is recorded generally on a straight-line basis over the vesting period, net of estimated forfeitures. Excess tax benefits related to stock option exercises and restricted stock vesting, which are recognized in stockholders’ equity, are reflected as financing cash inflows. t. Store Closing, Asset Impairment and Asset Disposal Expenses (Income) Store closing expenses include lease termination fees, gains or losses on disposal of closed store assets and recognition of unamortized deferred rent. Asset impairment expenses represent losses recognized to reduce the carrying value of impaired long-lived assets. Asset disposal expenses represent gains or losses on disposal of assets other than in connection with store closings, including assets disposed from remodeling or relocation of stores. u. Income Taxes The Company utilizes the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities as well as from net operating loss and tax credit carryforwards. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. On a quarterly basis the Company evaluates the realizability of its deferred tax assets. The evaluation includes the consideration of all available evidence, both positive and negative, regarding historical operating results including recent years with reported losses, the estimated timing of future reversals of existing taxable temporary differences, estimated future taxable income exclusive of reversing temporary differences and carryforwards, and potential tax planning strategies which may be employed to prevent an operating loss or tax credit carryforward from expiring unused. In situations where a three-year cumulative loss condition exists, accounting standards limit the ability to consider projections of future results as positive evidence to assess the realizability of deferred tax assets. A valuation allowance is established when it is estimated that it is more likely than not that the tax benefit of a deferred tax asset will not be realized. Under the accounting standard for uncertain income tax positions, recognition of a tax benefit occurs when a tax position is estimated by management to be more likely than not to be sustained upon examination, based solely on its technical merits. Derecognition of a previously recognized tax position would occur if it is subsequently determined that the tax position no longer meets the more-likely-than-not threshold of being sustained. Recognized tax positions are measured at the largest amount that management believes has a greater than 50% likelihood of being finalized. The Company records interest and penalties related to unrecognized tax benefits in income tax provision. v. Net Income (Loss) per Share and Cash Dividends Basic net income (loss) (or earnings) per share (“Basic EPS”) is computed by dividing net income (loss) by the weighted average number of common shares outstanding, excluding restricted stock awards for which the restrictions have not lapsed. Diluted net income (loss) (or earnings) per share (“Diluted EPS”) is computed by dividing net income (loss) by the weighted average number of common shares outstanding, after giving effect to the potential dilution, if applicable, from the assumed lapse of restrictions on restricted stock awards and exercise of stock options into shares of common stock as if those stock options were exercised. Common shares issuable in connection with the award of performance-based restricted stock units (“RSUs”) are excluded from the calculation of EPS until the RSUs’ performance conditions are achieved and the shares in respect of the RSUs become issuable (see Note 12). The following table summarizes those effects for the Basic EPS and Diluted EPS calculations (in thousands, except per share amounts): Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Net income (loss) $ (32,760 ) $ (4,483 ) $ (17,380 ) $ 10,497 Net income (loss) per share—Basic $ (2.39 ) $ (0.33 ) $ (1.28 ) $ 0.78 Net income (loss) per share—Diluted $ (2.39 ) (0.33 ) $ (1.28 ) $ 0.77 Average number of shares outstanding—Basic 13,702 13,596 13,541 13,451 Incremental shares from the assumed exercise of outstanding stock options — — — 73 Incremental shares from the assumed lapse of restrictions on restricted stock awards — — — 48 Average number of shares outstanding—Diluted 13,702 13,596 13,541 13,572 In addition to performance-based RSUs, for fiscal 2014 stock options and unvested restricted stock totaling approximately 201,000 shares were excluded from the calculation of Diluted EPS as their effect would have been antidilutive. Options and unvested restricted stock totaling approximately 1,232,000, 901,000 and 1,068,000 shares of the Company's common stock were outstanding as of January 28, 2017, January 30, 2016 and January 31, 2015, respectively, but were not included in the computation of Diluted EPS for fiscal 2016, 2015 and the four months ended January 31, 2015 due to the Company's net loss. Had the Company reported a profit for fiscal 2016, 2015 and the four months ended January 31, 2015 the weighted average number of dilutive shares outstanding for computation of Diluted EPS would have been approximately 13,720,000, 13,624,000 and 13,596,000 shares, respectively. During fiscal 2015, 2014 and the four months ended January 31, 2015 the Company paid cash dividends totaling $11,026,000 ($0.80 per share), $10,772,000 ($0.7875 per share) and $2,717,000 ($0.20 per share), respectively. In connection with a debt refinancing in March 2016 the Company suspended its quarterly dividend and accordingly no cash dividends were paid by the Company during fiscal 2016 (see Note 9). During fiscal 2016 $18,000 of previously declared and undistributed dividends, for which payment was subject to completion of service requirements under restricted stock awards, were forfeited back to the Company in connection with the cancellation of the awards. w. Statements of Cash Flows In fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 the Company paid interest of $3,063,000, $1,404,000, $211,000 and $112,000, respectively, and made income tax payments, net of refunds, of $(324,000), $(5,347,000), $8,460,000 and $51,000, respectively. x. Business and Credit Risk Financial instruments, primarily cash and cash equivalents and trade receivables, potentially subject the Company to concentrations of credit risk. The Company limits its credit risk associated with cash and cash equivalents by placing such investments in highly liquid funds and instruments. Trade receivables associated with third-party credit cards are processed by financial institutions, which are monitored for financial stability. Trade receivables associated with licensed brand, leased department, international franchise and other relationships are evaluated for collectibility based on a combination of factors, including aging of trade receivables, write-off experience and past payment trends. The Company is dependent on key suppliers to provide sufficient quantities of inventory at competitive prices. No single supplier represented 10% or more of net purchases in fiscal 2016, 2015, 2014 or the four months ended January 31, 2015. A significant majority of the Company’s purchases during fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 were imported. Management believes that any event causing a disruption of imports from any specific country could be mitigated by moving production to readily available alternative sources. y. Insurance The Company is self-insured for workers’ compensation, general liability and automotive liability claims, and employee-related healthcare claims, up to certain stop-loss limits. Such costs are accrued based on known claims and an estimate of incurred but not reported claims. Liabilities associated with these risks are estimated by considering historical claims experience and other actuarial assumptions. z. Store Preopening Costs Non-capital expenditures, such as payroll costs incurred prior to the opening of a new store, are charged to expense in the period in which they were incurred. aa. Newly Adopted Accounting Pronouncement In April 2015 the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements In August 2014 the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern bb. Recent Accounting Pronouncements In October 2016 the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory In August 2016 the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In March 2016 the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In February 2016 the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases In November 2015 the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In July 2015 the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory In May 2014 the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date |
Trade Receivables
Trade Receivables | 12 Months Ended |
Jan. 28, 2017 | |
Receivables [Abstract] | |
Trade Receivables | 3. TRADE RECEIVABLES Trade receivables are recorded based on revenue recognized for sales of the Company’s merchandise and for other revenue earned by the Company through its marketing partnership programs and international franchise agreements, and are non-interest bearing. The Company evaluates the collectability of trade receivables based on a combination of factors, including aging of trade receivables, write-off experience, analysis of historical trends and expectations of future performance. An allowance for doubtful accounts is recorded for the amount of trade receivables that are considered unlikely to be collected. When the Company’s collection efforts are unsuccessful, uncollectible trade receivables are charged against the allowance for doubtful accounts. As of January 28, 2017 and January 30, 2016 the Company’s trade receivables were net of allowance for doubtful accounts of $163,000 and $170,000, respectively. |
Inventories
Inventories | 12 Months Ended |
Jan. 28, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | 4. INVENTORIES Inventories as of January 28, 2017 and January 30, 2016 were comprised of the following (in thousands): January 28, 2017 January 30, 2016 Finished goods $ 68,346 $ 71,229 Work-in-progress 212 420 Raw materials 482 860 $ 69,040 $ 72,509 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Jan. 28, 2017 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | 5. PROPERTY AND EQUIPMENT, NET Property and equipment as of January 28, 2017 and January 30, 2016 was comprised of the following (in thousands): January 28, 2017 January 30, 2016 Furniture and equipment $ 73,904 $ 70,943 Leasehold improvements 103,198 104,358 Construction in progress 3,388 2,170 180,490 177,471 Less: accumulated depreciation and amortization (97,461 ) (84,798 ) $ 83,029 $ 92,673 Aggregate depreciation and amortization expense of property and equipment in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 was $17,890,000, $17,109,000, $14,957,000 and $5,112,000, respectively. During fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 the Company recorded pretax charges of $2,382,000, $1,659,000, $1,136,000 and $1,090,000, respectively, related to the impairment of leasehold improvements and furniture and equipment at certain of its retail locations. In September 2013 the Company announced its plans to relocate its corporate headquarters and distribution operations from Philadelphia, Pennsylvania to southern New Jersey. The Company completed the relocation of its corporate headquarters to Moorestown, New Jersey in January 2015 and completed the relocation of its distribution operations to Florence, New Jersey in August 2015. In connection with the planned relocations, on September 5, 2014 the Company sold the building that houses its principal executive offices and distribution facility in a sale and leaseback arrangement and received cash proceeds of $12,522,000, net of transaction costs. Under the agreement the Company continued to occupy the premises for the operation and wind down of its business through October 31, 2015. The Company recognized a gain of $4,110,000 on the sale transaction. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Jan. 28, 2017 | |
Payables And Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 6. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES As of January 28, 2017 and January 30, 2016 accrued expenses and other current liabilities were comprised of the following (in thousands): January 28, 2017 January 30, 2016 Employee compensation and benefits $ 6,754 $ 10,519 Insurance, primarily self-insurance reserves 5,421 6,326 Gift certificates and store credits 4,305 4,477 Deferred rent 3,507 3,310 Sales and use taxes 2,591 2,654 Product return reserve 1,615 1,736 Accounting and legal 1,276 1,378 Accrued property, plant and equipment additions 316 840 Income taxes payable 12 52 Other 5,562 8,196 $ 31,359 $ 39,488 |
Deferred Rent and Other Non Cur
Deferred Rent and Other Non Current Liabilities | 12 Months Ended |
Jan. 28, 2017 | |
Deferred Rent And Other Non Current Liabilities [Abstract] | |
Deferred Rent and Other Non-Current Liabilities | 7 . As of January 28, 2017 and January 30, 2016 deferred rent and other non-current liabilities were comprised of the following (in thousands): January 28, 2017 January 30, 2016 Deferred rent $ 25,398 $ 26,545 Less: current portion included in accrued expenses and other current liabilities (3,507 ) (3,310 ) Non-current deferred rent 21,891 23,235 Accrued income taxes 752 961 Other 146 155 $ 22,789 $ 24,351 |
Line of Credit
Line of Credit | 12 Months Ended |
Jan. 28, 2017 | |
Debt Disclosure [Abstract] | |
Line of Credit | 8. LINE OF CREDIT After completion of a debt refinancing on March 25, 2016 the Company has a $70,000,000 senior secured revolving credit facility (the “Credit Facility”), which was amended and restated in connection with the issuance of the Company’s $32,000,000 Term Loan (see Note 9). Previously the Credit Facility was $76,000,000 and consisted of two tranches: 1) a senior secured revolving credit and letter of credit facility of up to $70,000,000 (“Tranche A”) and 2) a senior secured first-in, last-out revolving credit facility of up to $6,000,000 (“Tranche A-1”). On March 25, 2016 proceeds from the Term Loan were used to repay a portion of the outstanding indebtedness under the Credit Facility, including repayment of the entire balance outstanding under Tranche A-1, which was then terminated. The Company originally entered into a five-year $61,000,000 Credit Facility on November 1, 2012, which replaced the Company’s former $55,000,000 credit facility. In accordance with the terms of the Credit Facility, effective June 3, 2015 the Company’s permitted borrowings under Tranche A of the Credit Facility were increased by $15,000,000 at the Company’s request. Effective August 25, 2015 the Credit Facility was amended to reflect the increase to Tranche A permitted borrowings and to extend the maturity date to August 25, 2020 from November 1, 2017. In connection with the Term Loan financing the maturity date of the Credit Facility was further extended to March 25, 2021. Proceeds from advances under the Credit Facility, with certain restrictions may be used to provide financing for working capital, letters of credit, capital expenditures, and other general corporate purposes. Effective December 19, 2016 the Company’s Credit Facility lender consented to the Merger and the Credit Facility was amended to require a $10,000,000 EBITDA Reserve (as defined in the related Credit Facility agreement) against availability under the Credit Facility. Effective April 7, 2017 the Credit facility was further amended to allow the Company to enter into certain equipment financing arrangements, on the condition that a portion of the proceeds of such financing be applied as a prepayment of the Term Loan (see Note 9). The amendment also provides for an additional reserve of $5,000,000 against availability under the Credit Facility that will be reduced dollar for dollar for prepayments of the Term Loan in accordance with the amendment. The Credit Facility contains various affirmative and negative covenants and representations and warranties. In the event that the outstanding balance of the Term Loan exceeds the Term Loan Borrowing Base (as defined in the related Term Loan Agreement) then a reserve will be imposed against availability under the Credit Facility. The Credit Facility, as amended on April 7, 2017, also requires the Company to maintain minimum Excess Availability (as defined in the related Credit Facility agreement) equal to the greater of 10% of the Combined Loan Cap (as defined in the Credit Facility agreement) or $10,000,000. The Credit Facility is secured by a security interest in the Company’s trade receivables, inventory, letter of credit rights, cash, intangibles and certain other assets. The interest rate on outstanding borrowings is equal to, at the Company’s election, either 1) the lender’s base rate plus the applicable margin, or 2) a LIBOR rate plus the applicable margin. The applicable margin for base rate borrowings is 0.50% for Tranche A borrowings and was 2.00% for Tranche A-1 borrowings. The applicable margin for LIBOR rate borrowings is 1.50% for Tranche A borrowings and was 3.00% for Tranche A-1 borrowings. The Company also pays an unused line fee under the Credit Facility of 0.25% per annum. Any amounts outstanding under the Credit Facility may be accelerated and become due and payable immediately and all loan and letter of credit commitments thereunder may be terminated upon an event of default and expiration of any applicable cure period. Events of default include: 1) nonpayment of obligations due under the subject loan agreement and related loan documents, 2) cross-defaults to other indebtedness and documents, 3) failure to perform any covenant or agreement contained in the subject loan agreement, 4) material misrepresentations, 5) failure to pay, or certain other defaults under, other material indebtedness of the Company, 6) certain bankruptcy or insolvency events, 7) a change of control, 8) indictments of the Company or senior management in a material forfeiture action, 9) default under certain material contracts to the extent such termination or default has or could reasonably be expected to have a material adverse effect, and 9) customary ERISA defaults, among others. In connection with the original execution and subsequent amendments of the Credit Facility, the Company incurred deferred financing costs of $1,173,000. These deferred financing costs are being amortized over the term of the Credit Facility agreement and included in “interest expense, net” in the consolidated statements of operations. As of January 28, 2017 the Company had $4,600,000 in outstanding borrowings under the Credit Facility and $5,827,000 in letters of credit, with $19,374,000 of availability under the Credit Facility based on the Company’s Borrowing Base formula and availability reserve requirements. As of January 30, 2016 the Company had $28,400,000 in outstanding borrowings under the Credit Facility, of which $22,400,000 were Tranche A borrowings and $6,000,000 were Tranche A-1 borrowings, and $6,348,000 in letters of credit, with $20,347,000 of availability under the Credit Facility based on the Company’s Borrowing Base formula and minimum Excess Availability requirement. As of January 31, 2015 and September 30, 2014 the Company had no outstanding borrowings under the Credit Facility and $6,424,000 in letters of credit, with $49,076,000 of availability under the Credit Facility based on the Company’s Borrowing Base formula and minimum Excess Availability requirement. For fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 Tranche A borrowings had a weighted interest rate of 2.84%, 3.05%, 3.75% and 3.75% per annum, respectively, and Tranche A-1 borrowings had a weighted interest rate of 3.43%, 4.89%, 5.25% and 5.25% per annum, respectively. During fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 the Company’s average level of direct borrowings was$11,191,000, $26,835,000, $24,000 and $630,000, respectively, and the Company’s maximum borrowings during fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 were $42,700,000, $40,900,000, $1,400,000 and $5,800,000, respectively. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Jan. 28, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 9. LONG-TERM DEBT On March 25, 2016 the Company entered into a Term Loan Credit Agreement (the “Term Loan Agreement”) for a $32,000,000 term loan due March 25, 2021 (the “Term Loan”), the proceeds of which were received on March 25, 2016 and were used to repay a portion of the outstanding indebtedness under the Company’s existing Credit Facility (see Note 8). The interest rate on the Term Loan is equal to a LIBOR rate (with a 1.00% LIBOR floor) plus 7.50%. The Company is required to make minimum repayments of the principal amount of the Term Loan in quarterly installments of $800,000 each, with the remaining outstanding balance payable on the maturity date. Additionally, the Term Loan can be prepaid at the Company's option subject to certain restrictions, in part or in whole at any time, subject to the payment of a prepayment premium as follows: 1) 3% on or prior to the first anniversary of the closing date, 2) 2% from the first anniversary to the second anniversary of the closing date, and 3) 1% after the second anniversary but on or prior to the third anniversary of the closing date. Effective December 19, 2016 the Company’s Term Loan lenders consented to the Merger and the Term Loan Agreement was amended to change the definition of Consolidated EBITDA (see below) to allow the Company to add back certain transaction costs relating to the Merger and modified the financial covenant limiting capital expenditures (see below). Effective April 7, 2017 the Term Loan Agreement was further amended to allow the Company to enter into certain equipment financing arrangements, on the condition that a portion of the proceeds of such financing be applied as a prepayment of the Term Loan. The April 7, 2017 Term Loan Agreement amendment also provides for an additional reserve of $5,000,000 against availability under the Credit Facility that will be reduced dollar for dollar for prepayments of the Term Loan in accordance with the amendment (see Note 8) and deletes the covenant requiring maintenance of a minimum level of Consolidated EBITDA (see below). The Term Loan is secured by a security interest in substantially all of the assets of the Company, including accounts receivable, inventory, equipment, letter of credit rights, cash, intellectual property and other intangibles, and certain other assets. The security interest granted to the Term Lenders is, in certain respects, subordinate to the security interest granted to the Credit Facility Lender. The Term Loan Agreement prohibits the payment of dividends or share repurchases by the Company for three years and imposes certain restrictions on the Company's ability to, among other things, incur additional indebtedness and enter into other various types of transactions. The Term Loan Agreement, as amended on April 7, 2017, requires the Company to maintain Excess Availability (as defined in the related Credit Facility agreement) equal to the greater of 10% of the Combined Loan Cap (as defined in the related Credit Facility agreement) or $10,000,000. Prior to the April 7, 2017 Term Loan Agreement amendment, the Company was required to maintain quarterly Consolidated EBITDA (as defined in the related Term Loan Agreement) in an amount not less than the levels specified for each period in the Term Loan Agreement up to $30,000,000 for the four fiscal quarters ending on February 1, 2010 and thereafter. For fiscal 2016 the Company’s Consolidated EBITDA exceeded the Consolidated EBITDA requirement of $19,000,000. The April 7, 2017 Term Loan Agreement amendment prohibits the Company from making capital expenditures (net of tenant allowances) in excess of a specified amount in any period of four fiscal quarters (subject to carryforward of 50% of any underutilization). The limitation on capital expenditures ranges from $16,000,000 for the four fiscal quarters ending on January 28, 2017 to $10,500,000 for the four fiscal quarters ending on February 3, 2018, and increases to $17,000,000 for the four fiscal quarters ending on May 5, 2018 and thereafter. For fiscal 2016 the Company’s net capital expenditures did not exceed the $16,000,000 limit. Any amounts outstanding under the Term Loan may be accelerated and become due and payable immediately upon an event of default and expiration of any applicable cure period. The specified events of default are substantially the same as those in the Credit Facility agreement (see Note 8). In connection with the execution of the Term Loan Agreement and subsequent amendments, the Company incurred deferred financing costs of $1,491,000. These deferred financing costs are reflected as a direct deduction from the Term Loan liability in the consolidated balance sheet and are being amortized over the term of the Term Loan Agreement and included in “interest expense, net” in the consolidated statements of operations. As of January 28, 2017 and January 30, 2016 there was $9,302,000 and $12,199,000, respectively, outstanding under a five-year equipment financing arrangement with the Company’s Credit Facility bank. The equipment note bears annual interest at 3.38%, with payments of $272,000 (including interest) due monthly through December 2019. The equipment note is collateralized by substantially all of the material handling equipment at the Company’s distribution facility in Florence, New Jersey (see Note 5). Any amounts outstanding under the equipment note may be accelerated and become due and payable immediately upon an event of default and expiration of any applicable cure period. The specified events of default are substantially the same as those in the Credit Facility agreement (see Note 8). Future maturities of long-term debt are as follows (in thousands): Fiscal Year 2017 $ 7,251 2018 6,308 2019 5,343 2020 3,200 2021 17,600 $ 39,702 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jan. 28, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 10. FAIR VALUE MEASUREMENTS The accounting standard for fair value measurements defines fair value 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. The standard establishes a framework for measuring fair value focused on exit price and creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements as follows: • Level 1 – Quoted market prices in active markets for identical assets or liabilities • Level 2 – Observable market-based inputs or inputs that are corroborated by observable market data • Level 3 – Unobservable inputs that are not corroborated by market data At both January 28, 2017 and January 30, 2016 the Company had cash equivalents of $4,000. The Company’s cash equivalents consist of investments in money market funds for which the carrying value approximates fair value (based on Level 1 inputs) due to the short-term nature of those instruments. The carrying values of trade receivables and accounts payable approximate fair value due to the short-term nature of those instruments. The Company’s Credit Facility has variable interest rates that are tied to market indices. As of January 28, 2017 and January 30, 2016 the Company had $4,600,000 and $28,400,000, respectively, of direct borrowings outstanding under the Credit Facility. The carrying value of the Company’s Credit Facility borrowings approximates fair value as the variable interest rates approximate current market rates, which the Company considers to be Level 2 inputs. The Company’s Term Loan, which represents a significant majority of the Company’s long-term debt, bears interest at variable rates, which adjust based on market conditions with a minimum annual rate of 8.50%. The carrying value of the Company’s Term Loan approximates fair value as the variable interest rates approximate current market rates for similar instruments available to companies with comparable credit quality, which the Company considers to be Level 2 inputs. The fair value of the Company’s fixed-rate equipment note was determined using a discounted cash flow analysis based on interest rates currently available to the Company, which the Company considers to be Level 2 inputs. The difference between the carrying value and fair value of long-term debt held by the Company with a fixed rate of interest is not material. The fair value accounting standards provide a company with the option to report selected financial assets and liabilities on an instrument-by-instrument basis at fair value and requires such company to display the fair value of those assets and liabilities for which the company has chosen to use fair value on the face of the balance sheet. The Company has not elected the fair value option for its financial assets and liabilities that had not been previously measured at fair value. |
Common and Preferred Stock
Common and Preferred Stock | 12 Months Ended |
Jan. 28, 2017 | |
Equity [Abstract] | |
Common and Preferred Stock | 11. COMMON AND PREFERRED STOCK The Company’s Board of Directors previously approved a program to repurchase up to $10,000,000 of the Company’s outstanding common stock that expired as of July 31, 2016. Under the program, the Company was authorized to repurchase shares from time to time through solicited or unsolicited transactions in the open market or in negotiated or other transactions. No shares were repurchased under this program. The Term Loan Agreement, effective March 25, 2016, prohibits the payment of dividends or share repurchases by the Company for three years. The Company has authorization to issue up to 1,656,381 shares of preferred stock, par value $0.01, with 300,000 shares authorized for Series B Junior Participating Preferred Stock. There was no preferred stock issued or outstanding as of January 28, 2017 and January 30, 2016. |
Equity Award Plans
Equity Award Plans | 12 Months Ended |
Jan. 28, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity Award Plans | 12. EQUITY AWARD PLANS In January 2006 the stockholders of the Company approved the adoption of the Amended and Restated 2005 Equity Incentive Plan (the “2005 Plan”) and, subsequently, have approved amendments to increase the number of issuable shares. Under the 2005 Plan, employees, directors, consultants and other individuals who provide services to the Company may be granted awards in the form of stock options, stock appreciation rights, restricted stock, restricted stock units or deferred stock units. Up to 2,800,000 shares of the Company’s common stock may be issued in respect of awards under the 2005 Plan, as amended, with no more than 1,500,000 of those shares permitted to be issued in respect of restricted stock, restricted stock units, or deferred stock units granted under the 2005 Plan. Awards of stock options to purchase the Company’s common stock will have exercise prices as determined by the Compensation Committee of the Board of Directors (the “Compensation Committee”), but such exercise prices may not be lower than the fair market value of the stock on the date of grant. No stock options have been granted by the Company with an exercise price less than the fair market value of the Company’s common stock on the date of grant for any of the periods presented. The majority of the stock options issued under the 2005 Plan vest ratably over four-year periods and stock options issued under the 2005 Plan generally expire ten years from the date of grant. Restricted stock awards issued under the 2005 Plan have restrictions that lapse ratably over periods ranging from one to four years. The non-executive chairman of the Company’s Board of Directors is granted 6,000 shares of restricted stock and each non-employee director, other than the non-executive chairman, of the Company’s Board of Directors is granted 4,000 shares of restricted stock on an annual basis that will vest one year from the date of grant. The Company issues new shares of common stock upon exercise of vested stock options. As of January 28, 2017 there were 272,294 shares of the Company’s common stock available for grant under the 2005 Plan in the form of stock options, restricted stock, restricted stock units or deferred stock units. Stock option activity for all plans was as follows: Outstanding Weighted Weighted Aggregate (in thousands) (years) (in thousands) Balance—January 30, 2016 720 $ 16.00 Granted 451 7.16 Exercised (2 ) 3.52 Forfeited (64 ) 15.62 Expired (150 ) 17.19 Balance—January 28, 2017 955 $ 11.68 8.3 $ 2 Exercisable—January 28, 2017 273 $ 16.26 7.1 $ 1 During fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 the total intrinsic value of stock options exercised was $5,000, $63,000, $3,576,000 and $93,000, respectively. The total cash received from these stock option exercises was $6,000, $69,000, $271,000 and $29,000, respectively, and the actual tax benefit realized for the tax deductions from these option exercises was $2,000, $24,000, $1,347,000 and $35,000, respectively. During fiscal 2014 and the four months ended January 31, 2015 options to purchase 176,899 and 10,000 shares of common stock, respectively, with aggregate exercise prices of, $1,976,000 and $69,000, respectively, were exercised by the option holders and net-share settled by the Company, such that the Company withheld 68,739 and 4,455 shares of the Company’s common stock, respectively, which had a fair market value equal to the aggregate exercise prices of the stock options. The weighted-average fair value of stock options granted during fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 was estimated to be $2.96, $2.58, $8.21 and $3.04 per option share, respectively. The weighted-average fair value of each option granted is calculated on the date of grant using the Black-Scholes option pricing model. Weighted-average assumptions for option grants were as follows: Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Expected dividend yield none 5.7 % 5.6 % 3.2 % Expected price volatility 45.0 % 36.1 % 38.1 % 49.1 % Risk-free interest rate 1.3 % 1.4 % 1.8 % 1.4 % Expected life 5.3 years 5.0 years 5.4 years 4.7 years Expected dividend yield was determined using a weighted average of the Company’s annualized dividend rate compared to the market price of the Company’s common stock as of the grant date. Expected volatility was determined using a weighted average of the historic volatility of the Company’s common stock as of the option grant date measured over a period equal to the expected life of the grant. Risk-free interest rates were based on the United States Treasury yield curve in effect at the date of the grant. Expected lives were determined using a weighted average of the historic lives of previously issued grants of the Company’s stock options. The following table summarizes information about stock options outstanding as of January 28, 2017: Stock Options Outstanding Stock Options Exercisable Range of Exercise Prices Number Weighted Weighted Number Weighted (in thousands) (years) (in thousands) $ 3.52 to $ 7.00 83 9.5 $ 5.68 1 $ 3.52 7.01 to 8.00 368 9.2 7.49 — — 8.01 to 14.00 25 5.3 11.64 17 11.80 14.01 to 15.00 370 7.8 14.34 183 14.33 15.01 to 19.00 16 8.0 15.51 5 15.59 19.01 to 23.00 73 6.5 20.17 52 20.38 23.01 to 31.38 20 6.8 31.03 15 31.03 $ 3.52 to $31.38 955 8.3 $ 11.68 273 $ 16.26 Restricted stock activity for the 2005 Plan was as follows: Outstanding Restricted Weighted (in thousands) Nonvested—January 30, 2016 181 $ 17.28 Granted 207 7.12 Vested (96 ) 9.85 Forfeited (16 ) 16.97 Nonvested—January 28, 2017 276 $ 9.55 The Compensation Committee established performance goals for the award of performance-based RSUs for the Company’s executive officers, under the 2005 Plan, in each of August 2016 and April 2016 (collectively the “Fiscal 2016 Awards”) and April 2015 (the “Fiscal 2015 Awards”). The RSUs earned, if any, under the awards will be based on the Company’s cumulative operating income, as defined in the applicable award agreement (“RSU Operating Income”) for a specified three-year period (“Performance Period”). The grant of any RSUs under these awards will generally be further contingent on the continued employment of the executive officers with the Company through the dates on which the shares in respect of these RSUs, if any, are issued following the end of the applicable Performance Periods, as well as the achievement of certain minimum levels of RSU Operating Income in the final fiscal year of each applicable Performance Period. Any dividends declared on the shares of the Company’s common stock underlying the RSUs will be credited as additional RSUs based on the fair market value of the Company’s common stock on the dividend record date. The additional RSUs, if any, will be earned on the same terms as the original RSUs. The following table sets forth the aggregate minimum, target and maximum RSUs, excluding RSUs from dividends declared, that may be earned by the executive officers for each fiscal year award cycle. The minimum RSUs will be earned if the Company’s RSU Operating Income during the Performance Period equals the specified threshold RSU Operating Income. Additional RSUs are earned ratably for RSU Operating Income that exceeds the specified threshold, up to the maximum amount for RSU Operating Income that equals or exceeds the specified maximum RSU Operating Income. Awards Performance Period Minimum RSUs Target RSUs Maximum RSUs Fiscal 2016 Awards January 31, 2016 to February 3, 2018 13,698 54,789 82,185 Fiscal 2015 Awards February 2, 2015 to January 28, 2017 15,218 30,436 45,655 Fiscal 2015 Awards include the prorated number of RSUs that may be earned by the Company’s former President and exclude RSUs forfeited by the Company’s former Executive Vice President & Chief Financial Officer. During fiscal 2016 the Company determined that the Fiscal 2016 Awards and Fiscal 2015 Awards were unlikely to be earned, even at the minimum level. No RSUs were earned under the awards for the three-year Performance Periods ending September 30, 2016, 2015 and 2014 because the Company’s RSU Operating Income during the Performance Period was less than the threshold RSU Operating Income required to earn the minimum level of award. During fiscal 2016 three members of the Company’s Board of Directors received a cumulative total of 13,867 shares of restricted stock as compensation for their service on a special committee of the Board of Directors. The awards will vest at the earlier of 1) one day prior to the 2017 annual meeting of stockholders, 2) the end of the grantee’s Board service other than via resignation, or 3) a change in control of the Company (as defined in the 2005 Plan). During fiscal 2016, 10,974 deferred stock units were awarded to three members of the Company’s Board of Directors in lieu of cash retainers totaling $75,000. Stock-based compensation expense in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 was $1,801,000, $2,784,000, $3,747,000 and $1,073,000, respectively. As of January 28, 2017 $3,626,000 of total unrecognized compensation cost related to all non-vested equity awards is expected to be recognized over a weighted-average period of 1.5 years. During fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 certain stock option exercises and vesting restricted stock awards were net-share settled by the Company such that the Company withheld shares of the Company’s common stock, which had a fair market value equivalent to the minimum statutory obligation for the applicable income and employment taxes for the awards, and the Company remitted the cash value to the appropriate taxing authorities. The total shares withheld in connection with tax obligations, which were 7,408, 15,024, 76,386 and 8,257, respectively, during fiscal 2016, 2015, 2014 and the four months ended January 31, 2015, are reflected as repurchase of common stock in the accompanying financial statements, and were based on the value of the Company’s common stock on the exercise or vesting date. The remaining shares, net of those withheld, were delivered to the award holders. Total payments for tax obligations to the tax authorities were $54,000, $127,000, $2,178,000 and $123,000 for fiscal 2016, 2015, 2014 and the four months ended January 31, 2015, respectively. |
Other Charges, Net
Other Charges, Net | 12 Months Ended |
Jan. 28, 2017 | |
Other Charges Related To Proposed Business Combinations Management And Organizational Changes Facilities Relocations And Fiscal Year Change [Abstract] | |
Other Charges, Net | 13. OTHER CHARGES, NET During the fourth quarter of fiscal 2015 the Company announced that it had received an unsolicited, non-binding preliminary merger proposal from the Company’s largest shareholder, Orchestra, a France-based retailer of children’s wear. On December 19, 2016 the Company entered into the Merger Agreement. The merger is expected to be completed during the third quarter of fiscal 2017. During fiscal 2016 and fiscal 2015 the Company incurred $3,154,000 and $61,000 of charges related to the merger proposal and Merger Agreement. Prior to the completion of the Merger, the Company and Orchestra are evaluating opportunities for shared service arrangements. In connection therewith the Company has entered into two agreements with Orchestra USA Inc. (“Orchestra USA”), a wholly-owned subsidiary of Orchestra, under which the Company will provide real estate and construction project consulting services to commence in fiscal 2017. Orchestra USA will pay the Company $65,000 for each fully-executed real estate lease and pay up to $34,000 for each fully-completed construction project. As of January 28, 2017 no services had been performed under the consulting agreements and no payments were due to the Company. During fiscal 2014 the Company incurred $1,045,000 of charges related to its proposal for a possible business combination with Mothercare plc, which was announced and subsequently withdrawn in July 2014. In August 2014 the Company announced the appointment of Anthony M. Romano as the Company’s new Chief Executive Officer (“CEO”). Subsequent to the CEO change, the Company commenced a program to evaluate its business processes, key management personnel and planning resources. In connection with this evaluation, the Company changed its fiscal year (see below) and continues to implement changes to certain business processes that have resulted in replacement of certain key management personnel and reductions in headcount, with a focus on improving inventory management, driving sales productivity, optimizing real estate and controlling costs. Key management changes included elimination of the separate function of President in December 2015 in a further effort to streamline the Company’s operations and its reporting structure. The Company implemented an improved product life cycle calendar in fiscal 2015, completed the implementation of a new planning and allocation tool in fiscal 2016 and completed a re-platforming of each of its e-commerce sites in early fiscal 2017, as it continues to improve its planning and allocation methodologies and e-commerce platform. The Company’s real estate strategy includes increased focus on the Company’s two key maternity apparel brands with strategic phase-out and elimination of certain non-core brands and business relationships. During fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 the Company incurred $1,760,000, $4,196,000, $4,256,000 and $2,951,000, respectively, of charges related to these management and organizational changes. In September 2013 the Company announced plans to relocate its corporate headquarters and distribution operations from Philadelphia, Pennsylvania to southern New Jersey. In September 2014 the Company recorded pretax income of $4,110,000 from the gain realized on the sale and leaseback of its then principal headquarters and distribution center building (see Note 5). The Company completed the relocation of its corporate headquarters to Moorestown, New Jersey in January 2015 and completed the relocation of its distribution operations to Florence, New Jersey in August 2015. During fiscal 2015, 2014 and the four months ended January 31, 2015 the Company recorded $2,695,000, $(2,072,000) and $1,158,000, respectively, of charges (income) related the sale and closure of its prior facilities, and the preparation for occupancy of and relocation to its new facilities. During fiscal 2015 and the four months ended January 31, 2015 the Company incurred $27,000 and $1,245,000, respectively, of charges related to its change to a retail calendar-based fiscal year. A summary of the charges incurred in connection with the proposed business combinations, management and organizational changes, facilities relocations and fiscal year change for fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 follows (in thousands): Year Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Proposed Business Combinations Legal and other professional fees $ 3,154 $ 61 $ — $ 1,045 Management and Organizational Changes Severance and related benefits 1,210 1,787 1,687 — Non-core brand contract terminations 545 — — — Consulting fees 5 1,388 591 — Executive officer separation benefits — 922 — 4,107 Contract termination — — 654 — Other — 99 19 149 Total management and organizational changes 1,760 4,196 2,951 4,256 Facilities Relocations Pre-opening rent expense on new corporate headquarters and distribution facility — 1,699 780 798 Moving and other costs — 763 107 113 Accelerated depreciation and amortization expense — 233 271 1,127 Gain on sale of building — — — (4,110 ) Total facilities relocations — 2,695 1,158 (2,072 ) Fiscal Year Change Audit and tax professional fees — — 1,036 — Systems modifications — 27 209 — Total fiscal year change — 27 1,245 — Total other charges, net $ 4,914 $ 6,979 $ 5,354 $ 3,229 |
Government Incentives
Government Incentives | 12 Months Ended |
Jan. 28, 2017 | |
Government Incentives Disclosure [Abstract] | |
Government Incentives | 14. GOVERNMENT INCENTIVES In September 2013 the Company announced its plans to relocate its corporate headquarters and distribution operations from Philadelphia, Pennsylvania to southern New Jersey (the “Project”). The Company completed the relocation of its corporate headquarters in January 2015 and completed the relocation of its distribution operations in August 2015. To partially offset the costs of these relocations, the Board of the New Jersey Economic Development Authority (“NJEDA”) approved the Company for an incentive package of up to $40,000,000 in benefits under the Grow New Jersey Assistance Program (“Grow NJ”) in the form of transferrable income tax credits over a ten-year period from the State of New Jersey. The Company’s Grow NJ award required a minimum capital investment of $20,000,000 with the total potential award being equal to the total eligible capital investment in the Project and subject to an overall award limit of $40,000,000. The award provides annually over a ten-year period up to $7,000 per eligible new full-time job, as defined under Grow NJ, with a requirement that at least 100 eligible jobs were created and subject to an annual award limit of $4,000,000. In September 2015 the Company confirmed to NJEDA that it had submitted all documentation required to qualify for the Company’s Grow NJ award, including certification of over 600 eligible jobs and over $50,000,000 in capital investment, including building construction costs of the landlord for the Company’s newly constructed distribution center in Florence, New Jersey. The Grow NJ award will be earned on an annual basis over the ten-year period, subject to the $4,000,000 annual award limit, with a full annual award in fiscal 2015, and requires an annual compliance report that includes certification of average annual employment figures after the end of each fiscal year. After the end of the ten-year Grow NJ award earnings period there is a five-year compliance period during which the Company must maintain the average of its annual eligible jobs certified during the preceding ten years or a pro-rata amount up to one-tenth of the previously awarded income tax credits would be subject to recapture and repayment to the State of New Jersey annually during the five-year compliance period. The Company believes the likelihood of any recapture and repayment is remote. The annual benefit from the Grow NJ award available to the Company is expected to significantly exceed the Company’s annual income tax liability to the State of New Jersey. In order to maximize the realizable value of the incentive package, in December 2013 the Company entered into an agreement with a third party to sell 75% or more of the annual income tax credits awarded to the Company. The Company recognizes its Grow NJ award on an annual basis for each fiscal year based on the realizable value of the award earned and expected to be received, primarily from the sale of the income tax credits, net of any associated costs. The Grow NJ award earned is reflected in the Company’s consolidated financial statements as a reduction to the costs incurred by the Company in connection with the relocations. The expected realizable amount of the Grow NJ award is included in the consolidated balance sheet in short-term deferred income taxes. For fiscal 2015 the Company’s Grow NJ award of $3,600,000 (net of valuation allowance) was recognized during the third and fourth quarters of fiscal 2015, which represented the measurement period for the Company’s fiscal 2015 required average employment certification. In May 2016 the Company received $3,600,000 cash proceeds, net of costs, from the receipt and subsequent sale of the $4,000,000 tax credit certificate earned for fiscal 2015. For fiscal 2016 the Company’s Grow NJ award of $3,251,000 (net of valuation allowance) was recognized ratably during the fiscal year and is expected to be converted to a receivable and collected in fiscal 2017 upon sale of the income tax credits. During fiscal 2016 and fiscal 2015 the Company recognized $3,251,000 and $3,600,000, respectively, of cost reduction related to the Grow NJ award, of which $3,189,000 and $2,852,000 is included in the consolidated statements of operations, including reductions of cost of goods sold of $2,287,000 and $1,846,000, respectively, and reductions of selling, general and administrative expenses of $902,000 and $1,006,000, respectively. Additionally $810,000 and $748,000 is included in the consolidated balance sheets as of January 28, 2017 and January 30, 2016, respectively, as a reduction to overhead in inventory. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 28, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 1 5 . INCOME TAXES Income tax (benefit) provision was comprised of the following (in thousands): Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Current provision (benefit) $ 436 $ (4,826 ) $ (3,890 ) $ 6,581 Deferred provision (benefit) 24,614 2,020 (6,636 ) (2,975 ) Income tax provision (benefit) $ 25,050 $ (2,806 ) $ (10,526 ) $ 3,606 Federal provision (benefit) $ 19,202 $ (1,962 ) $ (9,296 ) $ 5,109 State provision (benefit) 5,679 (575 ) (1,165 ) (1,674 ) Foreign provision (benefit) 169 (269 ) (65 ) 171 Income tax provision (benefit) $ 25,050 $ (2,806 ) $ (10,526 ) $ 3,606 A reconciliation of the statutory federal tax rate to the Company’s effective income tax rates follows: Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Statutory federal tax rate (35.0 )% (35.0 )% (35.0 )% 35.0 % State tax rate, net of federal effect 5.4 (2.3 ) (2.3 ) 3.2 (Benefit) provision for uncertain income tax positions, net of federal effect (1.8 ) (2.8 ) (0.4 ) 2.1 Settlements of uncertain income tax positions, net of — — — (13.0 ) Other (3.7 ) 1.6 — (1.7 ) Valuation allowance 360.0 — — — Effective income tax rate 324.9 % (38.5 )% (37.7 )% 25.6 % The deferred tax effects of temporary differences giving rise to the Company’s net deferred tax assets were as follows (in thousands): January 28, 2017 January 30, 2016 Deferred tax assets: Net operating loss carryforwards $ 13,201 $ 11,296 Deferred rent 9,454 10,004 Employee benefit accruals 3,041 3,836 Grow NJ award benefit, net 2,268 2,493 Inventory reserves 2,131 3,320 Federal tax credit carryforwards 1,247 618 Stock-based compensation 855 1,212 Other accruals 1,905 1,896 Other 1,960 2,062 36,062 36,737 Valuation allowance (30,402 ) (2,666 ) 5,660 34,071 Deferred tax liabilities: Depreciation and amortization (1,860 ) (4,570 ) Prepaid expenses (549 ) (503 ) (2,409 ) (5,073 ) Net deferred tax assets $ 3,251 $ 28,998 Accounting Standards Codification Topic 740, Income Taxes The Company assessed that it was unlikely that sufficient future state specific taxable income will be generated to fully use the available state net operating loss carryforwards, and accordingly, a valuation allowance has been recorded to recognize only the portion of the deferred tax asset that is considered more likely than not to be realized. The accounting standard for uncertain income tax positions clarifies the accounting for income taxes by prescribing the minimum recognition threshold a tax position is required to meet before being recognized in the financial statements and also contains guidance on the measurement of uncertain tax positions. A reconciliation of gross unrecognized tax benefits for uncertain tax positions follows (in thousands): Year Ended Four Months Ended Year Ended January 28, 2017 January 30, January 31, 2015 September 30, 2014 Balance at beginning of period $ 961 $ 1,537 $ 1,691 $ 4,218 Additions for current period tax positions — — — 192 Additions for prior period tax positions 13 48 8 231 Reductions of prior period tax positions (222 ) (470 ) (162 ) (2,700 ) Payments — (154 ) — (250 ) Balance at end of period $ 752 $ 961 $ 1,537 $ 1,691 As of January 28, 2017 gross unrecognized tax benefits included accrued interest and penalties of $323,000. During fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 interest and penalties of $(28,000), $(83,000), $(1,391,000), and $(29,000), respectively, related to unrecognized tax benefits, were included in income tax provision (benefit). If recognized, the portion of the liability for unrecognized tax benefits that would impact the Company’s effective tax rate was $544,000, net of federal tax benefit. As of January 28, 2017, January 30, 2016 and January 31, 2015 the Company had income taxes receivable of $4,875,000, $5,859,000 and $6,778,000, respectively, which are included in prepaid expenses and other current assets in the accompanying consolidated balance sheets. During the twelve months subsequent to January 28, 2017 it is reasonably possible that the gross unrecognized tax benefits could potentially decrease by approximately $356,000 (of which approximately $228,000 would affect the effective tax rate, net of federal expense) for uncertain tax positions, primarily from the effect of expiring statutes of limitations, partially offset by the continued effect of interest on unrecognized tax benefits. The Company’s United States Federal income tax returns for the years ended September 30, 2012 and thereafter remain subject to examination by the United States Internal Revenue Service. The Company also files tax returns in Canada, India, Kuwait and numerous United States state jurisdictions, which have varying statutes of limitations. Generally, Canadian tax returns for tax years ended September 30, 2008 and thereafter, Indian tax returns for tax years ended March 31, 2010 and thereafter, and United States state tax returns for tax years ended September 30, 2012 and thereafter, depending upon the jurisdiction, remain subject to examination. However, the statutes of limitations on certain of the Company’s United States state tax returns remain open for tax years prior to fiscal 2012. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 28, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 1 6 . COMMITMENTS AND CONTINGENCIES The Company leases its retail facilities and certain equipment under various non-cancelable operating leases. Certain of these leases have renewal options. Total rent expense (including related occupancy costs, such as insurance and maintenance, paid to landlords) under operating leases amounted to $56,830,000, $58,120,000, $58,682,000 and $19,350,000 in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015, respectively. Such amounts exclude contingent rentals based upon a percentage of sales totaling $977,000, $1,359,000, $1,735,000 and $454,000 in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015, respectively. The Company completed the relocation of its corporate headquarters to Moorestown, New Jersey in January 2015 and completed the relocation of its distribution operations to Florence, New Jersey in August 2015. The lease for the new corporate headquarters building was signed in September 2013 and rent payments commenced in March 2015. The lease for the new Florence distribution center building was signed in December 2013. In December 2014 the Company received notice of substantial completion and lease commencement from the landlord for the distribution center building. Accordingly, the Florence lease commenced effective January 2015, with the first rent payment paid as of March 2015. Future minimum payments for the two leases are included in the table below. Store, office and distribution facility leases generally provide for payment of direct operating costs in addition to rent. Future annual minimum lease payments, for facilities leases excluding such direct operating costs, as well as leases for equipment rental, as of January 28, 2017, are as follows (in thousands): Fiscal Year 2017 $ 40,303 2018 33,360 2019 27,848 2020 21,701 2021 18,288 2022 and thereafter 57,163 $ 198,663 From time to time, the Company is named as a defendant in legal actions arising from normal business activities. Litigation is inherently unpredictable and although the amount of any liability that could arise with respect to currently pending actions cannot be accurately predicted, the Company does not believe that the resolution of any pending action will have a material adverse effect on its financial position, results of operations or liquidity. |
Executive Officer Employment Ag
Executive Officer Employment Agreements | 12 Months Ended |
Jan. 28, 2017 | |
Employment Contracts | |
Defined Benefit Plan Disclosure [Line Items] | |
Executive Officer Employment Agreements | 17. EXECUTIVE OFFICER EMPLOYMENT AGREEMENTS Effective August 10, 2014 and as amended December 3, 2014, the Company entered into an employment agreement with Anthony M. Romano, in connection with the hiring of Mr. Romano as the Company’s CEO. In a further effort to streamline the Company’s operations and its reporting structure, the separate President function was eliminated and Mr. Romano assumed the additional title of President effective December 7, 2015. Mr. Romano’s employment agreement provided that Mr. Romano’s annual base salary would be $825,000. Base salary earned for Mr. Romano was $825,000, $825,000, $117,000 and $275,000 for fiscal 2016, 2015, 2014 and the four months ended January 31, 2015, respectively. The agreement also provides for salary continuation and severance payments should employment of the executive be terminated under specified conditions, as defined therein. Additionally, Mr. Romano is eligible for an annual cash bonus based on performance and an annual equity grant with a grant date fair value equal to 100% of Mr. Romano’s base salary. For the Company’s fiscal year end change transition period October 1, 2014 to January 31, 2015 through its 2015 fiscal year ended January 30, 2016, the equity grant had a grant date fair value equal to 133% of Mr. Romano’s base salary and was a mixture of 50% stock options, 25% time-vested restricted stock and 25% performance-based restricted stock units. The agreement continues in effect until terminated by either the Company or the executive in accordance with the termination provisions of the agreement. During fiscal 2014 the Company had an employment agreement with Edward M. Krell, the Company’s former CEO. Base salary earned for Mr. Krell was $681,000 for fiscal 2014. Effective August 10, 2014 Mr. Krell resigned as CEO. In connection with Mr. Krell’s resignation as CEO, the Company entered into a separation agreement with Mr. Krell (the “Krell Separation Agreement”). The Krell Separation Agreement provided a) that Mr. Krell would receive a lump sum payment of $3,338,000, which was paid in February 2015, b) accelerated vesting of stock option and restricted stock awards and c) continuation of certain insurance and fringe benefits for up to three years. The Krell Separation Agreement also provides for the restrictive covenants set forth in Mr. Krell’s employment agreement to continue in effect until three years after Mr. Krell’s separation from the Company. During fiscal 2015, 2014 and the four months ended January 31, 2015 the Company had an employment agreement with Christopher F. Daniel, the Company’s former President. Base salary earned for Mr. Daniel was $453,000, $533,000 and $178,000 for fiscal 2015, 2014 and the four months ended January 31, 2015, respectively. Effective December 7, 2015 Mr. Daniel left the Company as a result of the elimination of the separate President function. In connection with Mr. Daniel’s departure, the Company entered into a separation agreement with Mr. Daniel (the “Daniel Separation Agreement”). The Daniel Separation Agreement provided a) that Mr. Daniel would receive one year of base salary, one-half of which was paid as a lump sum in June 2016 and the balance of which was paid monthly thereafter, totaling $535,000, b) payment to Mr. Daniel of a pro-rata annual bonus for fiscal 2015, c) lump sum payments to Mr. Daniel totaling $104,000 in January 2016, primarily for consulting services from his date of separation through January 31, 2016 and d) continuation of certain insurance and fringe benefits for up to 14 months. The Daniel Separation Agreement also modifies the restrictive covenants set forth in Mr. Daniel’s employment agreement and provides that such covenants will continue in effect until two years after Mr. Daniel’s separation. Effective July 20, 2016 the Company entered into an employment agreement with David Stern, in connection with hiring of Mr. Stern as the Company’s Executive Vice President & Chief Financial Officer. Mr. Stern’s employment agreement provided that Mr. Stern’s annual base salary would be $405,000. Base salary earned for Mr. Stern was $195,000 for fiscal 2016. The agreement also provides for salary continuation and severance payments should employment of the executive be terminated under specified conditions, as defined therein. Additionally, Mr. Stern is eligible for an annual cash bonus based on performance. The agreement continues in effect until terminated by either the Company or the executive in accordance with the termination provisions of the agreement. During fiscal 2016, 2015, 2014 and for the four months ended January 31, 2015 the Company had an employment agreement with Judd P. Tirnauer, the Company’s former Executive Vice President & Chief Financial Officer. Base salary earned for Mr. Tirnauer was $128,000, $405,000, $402,000 and $135,000 for fiscal 2016, 2015, 2014 and the four months ended January 31, 2015, respectively. Effective April 22, 2016 Mr. Tirnauer resigned as Executive Vice President & Chief Financial Officer to take a senior leadership role with a private specialty retailer. The Company has an employment agreement with Ronald J. Masciantonio, the Company’s Executive Vice President & Chief Administrative Officer. Effective November 22, 2011 Mr. Masciantonio was promoted from Senior Vice President & General Counsel to Executive Vice President & General Counsel and, effective November 15, 2012 Mr. Masciantonio was promoted to the additional position of Chief Administrative Officer and continued to serve as the Company’s General Counsel until August 16, 2013. On November 15, 2012 the Compensation Committee approved an increase to Mr. Masciantonio’s annual base salary from $320,000 to $360,000, effective December 1, 2012. On December 4, 2013 the Compensation Committee approved an increase to Mr. Masciantonio’s annual base salary from $360,000 to $390,000. Base salary earned for Mr. Masciantonio was $390,000, $390,000, $385,000 and $130,000 for fiscal 2016, 2015, 2014 and the four months ended January 31, 2015, respectively. The agreement also provides for salary continuation and severance payments should employment of the executive be terminated under specified conditions, as defined therein. Additionally, Mr. Masciantonio is eligible for an annual cash bonus based on performance. The agreement continues in effect until terminated by either the Company or the executive in accordance with the termination provisions of the agreement. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jan. 28, 2017 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | 1 8 . EMPLOYEE BENEFIT PLANS The Company has a 401(k) savings plan for all eligible employees who elect to participate. Participating employees can contribute up to 20% of their eligible compensation. Through December 31, 2015 employees who met certain criteria were eligible for a matching contribution from the Company based on a sliding scale. Company matches were made in the first quarter of the succeeding calendar year and vest over a period of approximately six years from each employee’s commencement of employment with the Company. Company matching contributions totaling $123,000, $144,000 and $75,000 were made in fiscal 2016, 2015 and 2014, respectively, which were net of $20,000 and $63,000 of cumulative plan forfeitures in fiscal 2016 and 2014, respectively. In addition, the Company may make discretionary contributions to the plan, which vest over a period of approximately six years from each employee’s commencement of employment with the Company. The Company has not made any discretionary contributions. |
Quarterly Financial Information
Quarterly Financial Information (Unaudited) | 12 Months Ended |
Jan. 28, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information (Unaudited) | 19. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) Quarterly financial results for the fiscal years ended January 28, 2017 and January 30, 2016 were as follows (in thousands, except per share amounts): Quarter Ended Fiscal 2016 1/28/17 10/29/16 7/30/16 4/30/16 Net sales $ 100,158 $ 102,582 $ 106,529 $ 124,430 Gross profit 51,038 54,288 54,830 67,272 Net income (loss) (32,786 ) (1,506 ) (2,509 ) 4,041 Net income (loss) per share—Basic (2.39 ) (0.11 ) (0.18 ) 0.30 Net income (loss) per share—Diluted (2.39 ) (0.11 ) (0.18 ) 0.30 Quarter Ended Fiscal 2015 1/30/16 10/31/15 8/01/15 5/02/15 Net sales $ 118,287 $ 119,548 $ 119,306 $ 141,612 Gross profit 58,928 60,401 55,308 71,403 Net income (loss) (3,062 ) (1,274 ) (2,682 ) 2,535 Net income (loss) per share—Basic (0.22 ) (0.09 ) (0.20 ) 0.19 Net income (loss) per share—Diluted (0.22 ) (0.09 ) (0.20 ) 0.19 The Company’s business, like that of other retailers, is seasonal. The Company’s quarterly net sales have historically been highest in the peak Spring selling season, which under the Company’s 4-5-4 retail fiscal calendar ending on the Saturday nearest January 31 of each year, generally occurs during the Company’s first and second fiscal quarters. Given the historically higher sales level in that timeframe and the relatively fixed nature of most of the Company’s operating expenses, the Company has typically generated a very significant percentage of its full year operating income and net income during the calendar months of March through May. |
Segment and Enterprise Wide Dis
Segment and Enterprise Wide Disclosures | 12 Months Ended |
Jan. 28, 2017 | |
Segment Reporting [Abstract] | |
Segment and Enterprise Wide Disclosures | 2 0 . SEGMENT AND ENTERPRISE WIDE DISCLOSURES Operating Segment. For purposes of the disclosure requirements for segments of a business enterprise, the Company has determined that its business is comprised of one operating segment: the design, manufacture and sale of maternity apparel and related accessories. While the Company offers a wide range of products for sale, the substantial portion of its products are initially distributed through the same distribution facilities, many of the Company’s products are manufactured at common contract manufacturer production facilities, the Company’s products are marketed through a common marketing department, and these products are sold to a similar customer base, consisting of expectant mothers. Geographic Information. Geographic revenue information is allocated based on the country in which the products or services are sold, and in the case of international franchise revenues, on the location of the customer. Information concerning the Company’s operations by geographic area is as follows (in thousands): Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Net Sales to Unaffiliated Customers United States $ 405,921 $ 468,282 $ 156,683 $ 489,026 Foreign 27,778 30,471 8,961 27,933 January 28, January 30, Long-Lived Assets, Net United States $ 81,811 $ 90,338 Foreign 2,310 3,483 Major Customers. For the periods presented, the Company did not have any one customer who represented more than 10% of its net sales. |
Interest Expense, Net
Interest Expense, Net | 12 Months Ended |
Jan. 28, 2017 | |
Banking And Thrift Interest [Abstract] | |
Interest Expense, Net | 21 . INTEREST EXPENSE, NET Interest expense, net is comprised of the following (in thousands): Year Ended Four Months Ended Year Ended January 28, January 30, January 31, September 30, Interest expense $ 3,578 $ 1,529 $ 245 $ 418 Interest income (3 ) (9 ) (3 ) (14 ) Interest expense, net $ 3,575 $ 1,520 $ 242 $ 404 |
Schedule of Valuation and Quali
Schedule of Valuation and Qualifying Accounts | 12 Months Ended |
Jan. 28, 2017 | |
Valuation And Qualifying Accounts [Abstract] | |
Schedule of Valuation and Qualifying Accounts | DESTINATION MATERNITY CORPORATION AND SUBSIDIARIES SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS (in thousands) Balance at Additions Deductions and Balance at Year Ended January 28, 2017 Product return reserve $ 1,736 $ — $ (121 ) $ 1,615 Year Ended January 30, 2016 Product return reserve $ 2,084 $ — $ (348 ) $ 1,736 Four Months Ended January 31, 2015 Product return reserve $ 2,708 $ — $ (624 ) $ 2,084 Year Ended September 30, 2014 Product return reserve $ 2,702 $ 6 $ — $ 2,708 (1) As of January 28, 2017, January 30, 2016, January 31, 2015, and September 30, 2014 the Company’s product return reserve reflects the estimated gross sales value of estimated product returns, which had an estimated cost value of $775, $887, $1,085 and $1,173, respectively. |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 28, 2017 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Financial Statement Presentation | a. Principles of Consolidation and Basis of Financial Statement Presentation The accompanying consolidated financial statements include the accounts of the Company and its direct and indirect wholly-owned subsidiaries: Cave Springs, Inc., Mothers Work Canada, Inc. and Destination Maternity Apparel Private Limited. All significant intercompany transactions and accounts have been eliminated in consolidation. On December 19, 2016 the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Orchestra-Prémaman S.A. (“Orchestra”), a société anonyme |
Fiscal Year-End | b. Fiscal Year-End The Company has historically operated on a fiscal year ending September 30 of each year. On December 4, 2014 the Company announced that its Board of Directors approved a change in its fiscal year end from September 30 to the Saturday nearest January 31 of each year. The fiscal year end change aligns the Company’s reporting cycle with the National Retail Federation fiscal calendar. The change was effective with the Company’s fiscal year 2015, which began February 1, 2015 and ended January 30, 2016, and resulted in a four-month transition period that began October 1, 2014 and ended January 31, 2015, referred to as the “transition period”. The Company operates on a fiscal year ending on the Saturday nearest January 31 of each year. References to the Company’s fiscal 2016 refer to the fiscal year, or periods within such fiscal year, which began January 31, 2016 and ended January 28, 2017. References to the Company’s fiscal 2015 refer to the fiscal year, or periods within such fiscal year, which began February 1, 2015 and ended January 30, 2016. References to the transition period refer to the four-month period from October 1, 2014 to January 31, 2015. References to fiscal years of the Company prior to fiscal 2015 refer to the fiscal years ended on September 30 in those years, unless otherwise indicated. For example, the Company’s “fiscal 2014” ended on September 30, 2014. |
Use of Estimates | c. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make certain estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | d. Cash and Cash Equivalents Cash and cash equivalents include cash on hand, cash in the bank and short-term investments with an original maturity of three months or less when purchased. Book cash overdrafts, which are outstanding checks in excess of funds on deposit, of $2,831,000 and $2,150,000 were included in accounts payable as of January 28, 2017 and January 30, 2016, respectively. The Company maintains cash accounts that, at times, may exceed federally insured limits. The Company has not experienced any losses from maintaining cash accounts in excess of such limits. Management believes that it is not exposed to any significant credit risks on its cash accounts. |
Inventories | e. Inventories Inventories are valued at the lower of cost or market. Cost is determined by the “first-in, first-out” (FIFO) method. Inventories of goods manufactured by the Company include the cost of materials, freight, direct labor, and design, manufacturing and distribution overhead. |
Property and Equipment | f. Property and Equipment Property and equipment are stated at cost. Depreciation and amortization are computed for financial reporting purposes on a straight-line basis, using service lives ranging principally from five to ten years for furniture and equipment. Leasehold improvements are amortized using the straight-line method over the shorter of the lease term or their useful life. The cost of assets sold or retired and the related accumulated depreciation or amortization are removed from the accounts with any resulting gain or loss included in net income. Maintenance and repairs are expensed as incurred, except for the capitalization of major renewals and betterments that extend the life of the asset. Long-lived assets are reviewed for impairment whenever adverse events, or changes in circumstances or business climate, indicate that the carrying value may not be recoverable. Factors used in the evaluation include, but are not limited to, management’s plans for future operations, brand initiatives, recent operating results and projected cash flows. If the associated undiscounted cash flows are insufficient to support the recorded asset, an impairment loss is recognized to reduce the carrying value of the asset. The amount of the impairment loss is determined by comparing the fair value of the asset with the carrying value. During fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 the Company recorded impairment write-downs of property and equipment totaling $2,382,000, $1,659,000, $1,136,000 and $1,090,000, respectively, on a pretax basis. |
Intangible Assets | g. Intangible Assets Intangible assets with definite useful lives consist primarily of patent and lease acquisition costs. The Company capitalizes legal costs incurred to defend its patents when a successful outcome is deemed probable and to the extent of an evident increase in the value of the patents. Intangible assets are amortized over the shorter of their useful life or, if applicable, the lease term. Management reviews the carrying amount of these intangible assets as impairment indicators arise, to assess the continued recoverability based on future undiscounted cash flows and operating results from the related asset, future asset utilization and changes in market conditions. During fiscal 2016, 2015 and the four months ended January 31, 2015 the Company recorded write-downs of intangible assets totaling $6,000, $3,000 and $3,354,000, respectively, on a pretax basis. The intangible assets impairment charge of $3,354,000 during the four months ended January 31, 2015 was primarily for capitalized legal costs incurred in connection with a lawsuit asserting infringement of patents held by the Company on its Secret Fit Belly technology. The impairment resulted from decisions of the United States Patent and Trademark Office (“USPTO”) in Inter Partes Review proceedings through which it was decided by the USPTO that certain of the claims of the subject patents are not valid. The Company has not identified any indefinite-lived intangible assets. Aggregate amortization expense of intangible assets in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 was $142,000, $122,000, $240,000 and $111,000, respectively. Estimated amortization expense of the Company’s intangible assets as of January 28, 2017, during our next five future fiscal years ending on the Saturday nearest January 31 of each year is as follows (in thousands): Fiscal Year 2017 $ 137 2018 123 2019 116 2020 109 2021 94 |
Deferred Financing Costs | h. Deferred Financing Costs Deferred financing costs are amortized to interest expense over the term of the related debt agreements. Amortization expense of deferred financing costs in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 was $328,000, $166,000, $198,000 and $66,000, respectively. In connection with its current credit facility entered into on November 1, 2012 and amended effective August 25, 2015 and March 25, 2016, and its term loan, entered into on March 25, 2016, the Company incurred approximately $2,664,000 in deferred financing costs, of which $1,519,000 was paid in fiscal 2016 (including $810,000 paid at the term loan closing), $157,000 was paid in fiscal 2015 (see Notes 8 and 9). Estimated amortization expense of the Company’s deferred financing costs during future fiscal years ending on the Saturday nearest January 31 of each year is as follows (in thousands): Fiscal Year 2017 $ 421 2018 413 2019 413 2020 413 2021 64 |
Deferred Rent | i. Deferred Rent Rent expense on operating leases, including rent holidays and scheduled rent increases, is recorded on a straight-line basis over the term of the lease commencing on the date the Company takes possession of the leased property, which for stores is generally four to six weeks prior to a store’s opening date and for the Company’s new headquarters building was approximately ten months prior to the planned January 2015 relocation. The net excess of rent expense over the actual cash paid has been recorded as a deferred rent liability in the accompanying consolidated balance sheets. Tenant improvement allowances received from landlords are also included in the accompanying consolidated balance sheets as deferred rent liabilities and are amortized as a reduction of rent expense over the term of the lease from the possession date. |
Treasury (Reacquired) Shares | j. Treasury (Reacquired) Shares Shares repurchased are retired and treated as authorized but unissued shares, with the cost in excess of par value of the reacquired shares charged to additional paid-in capital and the par value charged to common stock. |
Fair Value of Financial Instruments | k. Fair Value of Financial Instruments The carrying values of cash and cash equivalents, trade receivables and accounts payable approximate fair value due to the short-term nature of those instruments. The majority of the Company’s long-term debt bore interest at variable rates, which adjusted based on market conditions, and the carrying value of the long-term debt approximated fair value. The fair value of the Company’s debt was determined using a discounted cash flow analysis based on interest rates available to the Company. |
Revenue Recognition, Sales Returns and Allowances | l. Revenue Recognition, Sales Returns and Allowances Revenue is recognized at the point of sale for retail store sales, including leased department sales, or when merchandise is delivered to customers for licensed brand product and Internet sales, and when merchandise is shipped to international franchisees. Leased department revenue is remitted to the Company, less a fixed percentage of the net sales earned by the lease partner (as stipulated in each agreement), which is considered a store expense and included in selling, general and administrative expenses (see Note 2p). A liability is established for the retail value of gift cards sold and merchandise credits issued. The liability is relieved and revenue is recognized when gift cards or merchandise credits are redeemed by customers as tender for merchandise purchased. Allowances for returns are recorded as a reduction of revenue, based on the Company’s historical experience. Revenues are recorded net of applicable sales taxes. |
Other Revenues | m. Other Revenues Included in net sales are revenues earned by the Company through a variety of marketing partnership programs utilizing the Company’s opt-in customer database and various in-store marketing initiatives, focused on baby and parent-related products and services. Revenue from marketing partnership programs is recognized when goods or services are provided. Also included in net sales are fees and royalties related to international franchise agreements. International franchise fees are earned by the Company when all material services or conditions related to the international franchise agreement have been substantially performed or satisfied and royalties are earned based on net sales of the Company’s international franchisees and may include minimum guaranteed royalties. |
Cost of Goods Sold | n. Cost of Goods Sold Cost of goods sold in the accompanying consolidated statements of operations includes merchandise costs (including customs duty expenses), expenses related to inventory shrinkage, product-related corporate expenses (including expenses related to payroll, benefit costs and operating expenses of the Company’s design and sourcing departments), inventory reserves (including lower of cost or market reserves), inbound freight charges, purchasing and receiving costs, inspection costs, distribution center costs (including occupancy expenses and equipment depreciation), internal transfer costs, and the other costs of the Company’s distribution network, partially offset by the allocable amount of the Company’s Grow NJ benefit (see Notes 2q and 14). |
Shipping and Handling Fees and Costs | o. Shipping and Handling Fees and Costs The Company includes shipping and handling revenue earned from its Internet activities in net sales. Shipping and handling costs, which are included in cost of goods sold in the accompanying consolidated statements of operations, include shipping supplies, related labor costs and third-party shipping costs. |
Selling, General and Administrative Expenses | p. Selling, General and Administrative Expenses Selling, general and administrative expenses in the accompanying consolidated statements of operations include advertising and marketing expenses, corporate administrative expenses, corporate headquarters occupancy expenses, store expenses (including store payroll and store occupancy expenses), and store opening expenses, partially offset by the allocable amount of the Company’s Grow NJ benefit (see Notes 2q and 14). |
Government Incentives | q. Government Incentives The Company recognizes the estimated benefit from its Grow NJ award (see Note 14) as a reduction to distribution center and corporate headquarters costs that result from the relocation of these facilities to New Jersey (primarily occupancy expenses and equipment depreciation). The Grow NJ award benefit is recognized ratably over the ten-year life of the award and provides the Company with transferrable income tax credits. When recognized such income tax credits are included in the consolidated balance sheets as deferred income tax assets, net of a valuation allowance, and net of federal and state income tax effect, to reflect the expected amount to be realized from subsequent sales of the income tax credits. |
Advertising Costs | r. Advertising Costs The Company expenses the costs of advertising when the advertising first occurs. Advertising expenses, including Internet advertising expenses, were $12,869,000, $15,877,000, $18,187,000 and $7,949,000 in fiscal 2016, 2015, 2014 and the four months ended January 31, 2015, respectively. |
Stock-based Compensation | s. Stock-based Compensation The Company recognizes employee stock-based compensation as a cost in the accompanying consolidated statements of operations. Stock-based awards are measured at the grant date fair value and the compensation expense is recorded generally on a straight-line basis over the vesting period, net of estimated forfeitures. Excess tax benefits related to stock option exercises and restricted stock vesting, which are recognized in stockholders’ equity, are reflected as financing cash inflows. |
Store Closing, Asset Impairment and Asset Disposal Expenses (Income) | t. Store Closing, Asset Impairment and Asset Disposal Expenses (Income) Store closing expenses include lease termination fees, gains or losses on disposal of closed store assets and recognition of unamortized deferred rent. Asset impairment expenses represent losses recognized to reduce the carrying value of impaired long-lived assets. Asset disposal expenses represent gains or losses on disposal of assets other than in connection with store closings, including assets disposed from remodeling or relocation of stores. |
Income Taxes | u. Income Taxes The Company utilizes the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities as well as from net operating loss and tax credit carryforwards. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. On a quarterly basis the Company evaluates the realizability of its deferred tax assets. The evaluation includes the consideration of all available evidence, both positive and negative, regarding historical operating results including recent years with reported losses, the estimated timing of future reversals of existing taxable temporary differences, estimated future taxable income exclusive of reversing temporary differences and carryforwards, and potential tax planning strategies which may be employed to prevent an operating loss or tax credit carryforward from expiring unused. In situations where a three-year cumulative loss condition exists, accounting standards limit the ability to consider projections of future results as positive evidence to assess the realizability of deferred tax assets. A valuation allowance is established when it is estimated that it is more likely than not that the tax benefit of a deferred tax asset will not be realized. Under the accounting standard for uncertain income tax positions, recognition of a tax benefit occurs when a tax position is estimated by management to be more likely than not to be sustained upon examination, based solely on its technical merits. Derecognition of a previously recognized tax position would occur if it is subsequently determined that the tax position no longer meets the more-likely-than-not threshold of being sustained. Recognized tax positions are measured at the largest amount that management believes has a greater than 50% likelihood of being finalized. The Company records interest and penalties related to unrecognized tax benefits in income tax provision. |
Net Income (Loss) per Share and Cash Dividends | v. Net Income (Loss) per Share and Cash Dividends Basic net income (loss) (or earnings) per share (“Basic EPS”) is computed by dividing net income (loss) by the weighted average number of common shares outstanding, excluding restricted stock awards for which the restrictions have not lapsed. Diluted net income (loss) (or earnings) per share (“Diluted EPS”) is computed by dividing net income (loss) by the weighted average number of common shares outstanding, after giving effect to the potential dilution, if applicable, from the assumed lapse of restrictions on restricted stock awards and exercise of stock options into shares of common stock as if those stock options were exercised. Common shares issuable in connection with the award of performance-based restricted stock units (“RSUs”) are excluded from the calculation of EPS until the RSUs’ performance conditions are achieved and the shares in respect of the RSUs become issuable (see Note 12). The following table summarizes those effects for the Basic EPS and Diluted EPS calculations (in thousands, except per share amounts): Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Net income (loss) $ (32,760 ) $ (4,483 ) $ (17,380 ) $ 10,497 Net income (loss) per share—Basic $ (2.39 ) $ (0.33 ) $ (1.28 ) $ 0.78 Net income (loss) per share—Diluted $ (2.39 ) (0.33 ) $ (1.28 ) $ 0.77 Average number of shares outstanding—Basic 13,702 13,596 13,541 13,451 Incremental shares from the assumed exercise of outstanding stock options — — — 73 Incremental shares from the assumed lapse of restrictions on restricted stock awards — — — 48 Average number of shares outstanding—Diluted 13,702 13,596 13,541 13,572 In addition to performance-based RSUs, for fiscal 2014 stock options and unvested restricted stock totaling approximately 201,000 shares were excluded from the calculation of Diluted EPS as their effect would have been antidilutive. Options and unvested restricted stock totaling approximately 1,232,000, 901,000 and 1,068,000 shares of the Company's common stock were outstanding as of January 28, 2017, January 30, 2016 and January 31, 2015, respectively, but were not included in the computation of Diluted EPS for fiscal 2016, 2015 and the four months ended January 31, 2015 due to the Company's net loss. Had the Company reported a profit for fiscal 2016, 2015 and the four months ended January 31, 2015 the weighted average number of dilutive shares outstanding for computation of Diluted EPS would have been approximately 13,720,000, 13,624,000 and 13,596,000 shares, respectively. During fiscal 2015, 2014 and the four months ended January 31, 2015 the Company paid cash dividends totaling $11,026,000 ($0.80 per share), $10,772,000 ($0.7875 per share) and $2,717,000 ($0.20 per share), respectively. In connection with a debt refinancing in March 2016 the Company suspended its quarterly dividend and accordingly no cash dividends were paid by the Company during fiscal 2016 (see Note 9). During fiscal 2016 $18,000 of previously declared and undistributed dividends, for which payment was subject to completion of service requirements under restricted stock awards, were forfeited back to the Company in connection with the cancellation of the awards. |
Statements of Cash Flows | w. Statements of Cash Flows In fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 the Company paid interest of $3,063,000, $1,404,000, $211,000 and $112,000, respectively, and made income tax payments, net of refunds, of $(324,000), $(5,347,000), $8,460,000 and $51,000, respectively. |
Business and Credit Risk | x. Business and Credit Risk Financial instruments, primarily cash and cash equivalents and trade receivables, potentially subject the Company to concentrations of credit risk. The Company limits its credit risk associated with cash and cash equivalents by placing such investments in highly liquid funds and instruments. Trade receivables associated with third-party credit cards are processed by financial institutions, which are monitored for financial stability. Trade receivables associated with licensed brand, leased department, international franchise and other relationships are evaluated for collectibility based on a combination of factors, including aging of trade receivables, write-off experience and past payment trends. The Company is dependent on key suppliers to provide sufficient quantities of inventory at competitive prices. No single supplier represented 10% or more of net purchases in fiscal 2016, 2015, 2014 or the four months ended January 31, 2015. A significant majority of the Company’s purchases during fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 were imported. Management believes that any event causing a disruption of imports from any specific country could be mitigated by moving production to readily available alternative sources. |
Insurance | y. Insurance The Company is self-insured for workers’ compensation, general liability and automotive liability claims, and employee-related healthcare claims, up to certain stop-loss limits. Such costs are accrued based on known claims and an estimate of incurred but not reported claims. Liabilities associated with these risks are estimated by considering historical claims experience and other actuarial assumptions. |
Store Preopening Costs | z. Store Preopening Costs Non-capital expenditures, such as payroll costs incurred prior to the opening of a new store, are charged to expense in the period in which they were incurred. |
Newly Adopted Accounting Pronouncement | aa. Newly Adopted Accounting Pronouncement In April 2015 the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements In August 2014 the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern |
Recent Accounting Pronouncements | bb. Recent Accounting Pronouncements In October 2016 the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory In August 2016 the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In March 2016 the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In February 2016 the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases In November 2015 the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In July 2015 the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory In May 2014 the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Accounting Policies [Abstract] | |
Estimated Amortization Expense of Intangible Assets | Estimated amortization expense of the Company’s intangible assets as of January 28, 2017, during our next five future fiscal years ending on the Saturday nearest January 31 of each year is as follows (in thousands): Fiscal Year 2017 $ 137 2018 123 2019 116 2020 109 2021 94 |
Estimated Amortization Expense of Deferred Financing Costs | Estimated amortization expense of the Company’s deferred financing costs during future fiscal years ending on the Saturday nearest January 31 of each year is as follows (in thousands): Fiscal Year 2017 $ 421 2018 413 2019 413 2020 413 2021 64 |
Summary of Basic EPS and Diluted EPS Calculations | The following table summarizes those effects for the Basic EPS and Diluted EPS calculations (in thousands, except per share amounts): Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Net income (loss) $ (32,760 ) $ (4,483 ) $ (17,380 ) $ 10,497 Net income (loss) per share—Basic $ (2.39 ) $ (0.33 ) $ (1.28 ) $ 0.78 Net income (loss) per share—Diluted $ (2.39 ) (0.33 ) $ (1.28 ) $ 0.77 Average number of shares outstanding—Basic 13,702 13,596 13,541 13,451 Incremental shares from the assumed exercise of outstanding stock options — — — 73 Incremental shares from the assumed lapse of restrictions on restricted stock awards — — — 48 Average number of shares outstanding—Diluted 13,702 13,596 13,541 13,572 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories as of January 28, 2017 and January 30, 2016 were comprised of the following (in thousands): January 28, 2017 January 30, 2016 Finished goods $ 68,346 $ 71,229 Work-in-progress 212 420 Raw materials 482 860 $ 69,040 $ 72,509 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment as of January 28, 2017 and January 30, 2016 was comprised of the following (in thousands): January 28, 2017 January 30, 2016 Furniture and equipment $ 73,904 $ 70,943 Leasehold improvements 103,198 104,358 Construction in progress 3,388 2,170 180,490 177,471 Less: accumulated depreciation and amortization (97,461 ) (84,798 ) $ 83,029 $ 92,673 |
Accrued Expenses and Other Cu34
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Payables And Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | As of January 28, 2017 and January 30, 2016 accrued expenses and other current liabilities were comprised of the following (in thousands): January 28, 2017 January 30, 2016 Employee compensation and benefits $ 6,754 $ 10,519 Insurance, primarily self-insurance reserves 5,421 6,326 Gift certificates and store credits 4,305 4,477 Deferred rent 3,507 3,310 Sales and use taxes 2,591 2,654 Product return reserve 1,615 1,736 Accounting and legal 1,276 1,378 Accrued property, plant and equipment additions 316 840 Income taxes payable 12 52 Other 5,562 8,196 $ 31,359 $ 39,488 |
Deferred Rent and Other Non C35
Deferred Rent and Other Non Current Liabilities (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Deferred Rent And Other Non Current Liabilities [Abstract] | |
Deferred Rent and Other Non-Current Liabilities | As of January 28, 2017 and January 30, 2016 deferred rent and other non-current liabilities were comprised of the following (in thousands): January 28, 2017 January 30, 2016 Deferred rent $ 25,398 $ 26,545 Less: current portion included in accrued expenses and other current liabilities (3,507 ) (3,310 ) Non-current deferred rent 21,891 23,235 Accrued income taxes 752 961 Other 146 155 $ 22,789 $ 24,351 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Debt Disclosure [Abstract] | |
Future Maturities of Long-term Debt | Future maturities of long-term debt are as follows (in thousands): Fiscal Year 2017 $ 7,251 2018 6,308 2019 5,343 2020 3,200 2021 17,600 $ 39,702 |
Equity Award Plans (Tables)
Equity Award Plans (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Option Activity for All Plans | Stock option activity for all plans was as follows: Outstanding Weighted Weighted Aggregate (in thousands) (years) (in thousands) Balance—January 30, 2016 720 $ 16.00 Granted 451 7.16 Exercised (2 ) 3.52 Forfeited (64 ) 15.62 Expired (150 ) 17.19 Balance—January 28, 2017 955 $ 11.68 8.3 $ 2 Exercisable—January 28, 2017 273 $ 16.26 7.1 $ 1 |
Weighted-Average Assumptions for Option Grants | Weighted-average assumptions for option grants were as follows: Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Expected dividend yield none 5.7 % 5.6 % 3.2 % Expected price volatility 45.0 % 36.1 % 38.1 % 49.1 % Risk-free interest rate 1.3 % 1.4 % 1.8 % 1.4 % Expected life 5.3 years 5.0 years 5.4 years 4.7 years |
Summarizes Information about Stock Options Outstanding | The following table summarizes information about stock options outstanding as of January 28, 2017: Stock Options Outstanding Stock Options Exercisable Range of Exercise Prices Number Weighted Weighted Number Weighted (in thousands) (years) (in thousands) $ 3.52 to $ 7.00 83 9.5 $ 5.68 1 $ 3.52 7.01 to 8.00 368 9.2 7.49 — — 8.01 to 14.00 25 5.3 11.64 17 11.80 14.01 to 15.00 370 7.8 14.34 183 14.33 15.01 to 19.00 16 8.0 15.51 5 15.59 19.01 to 23.00 73 6.5 20.17 52 20.38 23.01 to 31.38 20 6.8 31.03 15 31.03 $ 3.52 to $31.38 955 8.3 $ 11.68 273 $ 16.26 |
Restricted Stock Activity | Restricted stock activity for the 2005 Plan was as follows: Outstanding Restricted Weighted (in thousands) Nonvested—January 30, 2016 181 $ 17.28 Granted 207 7.12 Vested (96 ) 9.85 Forfeited (16 ) 16.97 Nonvested—January 28, 2017 276 $ 9.55 |
Summary of Cumulative Minimum, Target and Maximum Restricted Stock Units Award Activity | The following table sets forth the aggregate minimum, target and maximum RSUs, excluding RSUs from dividends declared, that may be earned by the executive officers for each fiscal year award cycle. The minimum RSUs will be earned if the Company’s RSU Operating Income during the Performance Period equals the specified threshold RSU Operating Income. Additional RSUs are earned ratably for RSU Operating Income that exceeds the specified threshold, up to the maximum amount for RSU Operating Income that equals or exceeds the specified maximum RSU Operating Income. Awards Performance Period Minimum RSUs Target RSUs Maximum RSUs Fiscal 2016 Awards January 31, 2016 to February 3, 2018 13,698 54,789 82,185 Fiscal 2015 Awards February 2, 2015 to January 28, 2017 15,218 30,436 45,655 |
Other Charges, Net (Tables)
Other Charges, Net (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Other Charges Related To Proposed Business Combinations Management And Organizational Changes Facilities Relocations And Fiscal Year Change [Abstract] | |
Schedule of Charges Incurred in Proposed Business Combinations, Management and Organizational Changes, Facilities Relocations and Fiscal Year Change | A summary of the charges incurred in connection with the proposed business combinations, management and organizational changes, facilities relocations and fiscal year change for fiscal 2016, 2015, 2014 and the four months ended January 31, 2015 follows (in thousands): Year Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Proposed Business Combinations Legal and other professional fees $ 3,154 $ 61 $ — $ 1,045 Management and Organizational Changes Severance and related benefits 1,210 1,787 1,687 — Non-core brand contract terminations 545 — — — Consulting fees 5 1,388 591 — Executive officer separation benefits — 922 — 4,107 Contract termination — — 654 — Other — 99 19 149 Total management and organizational changes 1,760 4,196 2,951 4,256 Facilities Relocations Pre-opening rent expense on new corporate headquarters and distribution facility — 1,699 780 798 Moving and other costs — 763 107 113 Accelerated depreciation and amortization expense — 233 271 1,127 Gain on sale of building — — — (4,110 ) Total facilities relocations — 2,695 1,158 (2,072 ) Fiscal Year Change Audit and tax professional fees — — 1,036 — Systems modifications — 27 209 — Total fiscal year change — 27 1,245 — Total other charges, net $ 4,914 $ 6,979 $ 5,354 $ 3,229 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Tax (Benefit) Provision | Income tax (benefit) provision was comprised of the following (in thousands): Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Current provision (benefit) $ 436 $ (4,826 ) $ (3,890 ) $ 6,581 Deferred provision (benefit) 24,614 2,020 (6,636 ) (2,975 ) Income tax provision (benefit) $ 25,050 $ (2,806 ) $ (10,526 ) $ 3,606 Federal provision (benefit) $ 19,202 $ (1,962 ) $ (9,296 ) $ 5,109 State provision (benefit) 5,679 (575 ) (1,165 ) (1,674 ) Foreign provision (benefit) 169 (269 ) (65 ) 171 Income tax provision (benefit) $ 25,050 $ (2,806 ) $ (10,526 ) $ 3,606 |
Reconciliations of the Statutory Federal Tax Rate to the Company's Effective Income Tax Rates | A reconciliation of the statutory federal tax rate to the Company’s effective income tax rates follows: Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Statutory federal tax rate (35.0 )% (35.0 )% (35.0 )% 35.0 % State tax rate, net of federal effect 5.4 (2.3 ) (2.3 ) 3.2 (Benefit) provision for uncertain income tax positions, net of federal effect (1.8 ) (2.8 ) (0.4 ) 2.1 Settlements of uncertain income tax positions, net of — — — (13.0 ) Other (3.7 ) 1.6 — (1.7 ) Valuation allowance 360.0 — — — Effective income tax rate 324.9 % (38.5 )% (37.7 )% 25.6 % |
Deferred Tax Effects of Temporary Differences Giving Rise to the Company's Net Deferred Tax Assets | The deferred tax effects of temporary differences giving rise to the Company’s net deferred tax assets were as follows (in thousands): January 28, 2017 January 30, 2016 Deferred tax assets: Net operating loss carryforwards $ 13,201 $ 11,296 Deferred rent 9,454 10,004 Employee benefit accruals 3,041 3,836 Grow NJ award benefit, net 2,268 2,493 Inventory reserves 2,131 3,320 Federal tax credit carryforwards 1,247 618 Stock-based compensation 855 1,212 Other accruals 1,905 1,896 Other 1,960 2,062 36,062 36,737 Valuation allowance (30,402 ) (2,666 ) 5,660 34,071 Deferred tax liabilities: Depreciation and amortization (1,860 ) (4,570 ) Prepaid expenses (549 ) (503 ) (2,409 ) (5,073 ) Net deferred tax assets $ 3,251 $ 28,998 |
Summary of Income Tax Contingencies | A reconciliation of gross unrecognized tax benefits for uncertain tax positions follows (in thousands): Year Ended Four Months Ended Year Ended January 28, 2017 January 30, January 31, 2015 September 30, 2014 Balance at beginning of period $ 961 $ 1,537 $ 1,691 $ 4,218 Additions for current period tax positions — — — 192 Additions for prior period tax positions 13 48 8 231 Reductions of prior period tax positions (222 ) (470 ) (162 ) (2,700 ) Payments — (154 ) — (250 ) Balance at end of period $ 752 $ 961 $ 1,537 $ 1,691 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Annual Minimum Operating Lease Payments | Fiscal Year 2017 $ 40,303 2018 33,360 2019 27,848 2020 21,701 2021 18,288 2022 and thereafter 57,163 $ 198,663 |
Quarterly Financial Informati41
Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Results | Quarterly financial results for the fiscal years ended January 28, 2017 and January 30, 2016 were as follows (in thousands, except per share amounts): Quarter Ended Fiscal 2016 1/28/17 10/29/16 7/30/16 4/30/16 Net sales $ 100,158 $ 102,582 $ 106,529 $ 124,430 Gross profit 51,038 54,288 54,830 67,272 Net income (loss) (32,786 ) (1,506 ) (2,509 ) 4,041 Net income (loss) per share—Basic (2.39 ) (0.11 ) (0.18 ) 0.30 Net income (loss) per share—Diluted (2.39 ) (0.11 ) (0.18 ) 0.30 Quarter Ended Fiscal 2015 1/30/16 10/31/15 8/01/15 5/02/15 Net sales $ 118,287 $ 119,548 $ 119,306 $ 141,612 Gross profit 58,928 60,401 55,308 71,403 Net income (loss) (3,062 ) (1,274 ) (2,682 ) 2,535 Net income (loss) per share—Basic (0.22 ) (0.09 ) (0.20 ) 0.19 Net income (loss) per share—Diluted (0.22 ) (0.09 ) (0.20 ) 0.19 |
Segment and Enterprise Wide D42
Segment and Enterprise Wide Disclosures (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Segment Reporting [Abstract] | |
Operations by Geographic Area | Geographic Information. Geographic revenue information is allocated based on the country in which the products or services are sold , and in the case of international franchise revenues, on the location of the customer. Information concerning the Company’s operations by geographic area is as follows (in thousands): Year Ended Four Months Ended Year Ended January 28, 2017 January 30, 2016 January 31, 2015 September 30, 2014 Net Sales to Unaffiliated Customers United States $ 405,921 $ 468,282 $ 156,683 $ 489,026 Foreign 27,778 30,471 8,961 27,933 January 28, January 30, Long-Lived Assets, Net United States $ 81,811 $ 90,338 Foreign 2,310 3,483 |
Interest Expense, Net (Tables)
Interest Expense, Net (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Banking And Thrift Interest [Abstract] | |
Interest Expense, Net | Interest expense, net is comprised of the following (in thousands): Year Ended Four Months Ended Year Ended January 28, January 30, January 31, September 30, Interest expense $ 3,578 $ 1,529 $ 245 $ 418 Interest income (3 ) (9 ) (3 ) (14 ) Interest expense, net $ 3,575 $ 1,520 $ 242 $ 404 |
Nature of Business - Additional
Nature of Business - Additional Information (Details) | Jan. 28, 2017Stores |
Number of Stores | 515 |
Retail Locations | |
Number of Stores | 1,220 |
Leased departments | |
Number of Stores | 705 |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - Additional Information (Details) | 4 Months Ended | 12 Months Ended | |||
Jan. 31, 2015USD ($)Supplier$ / sharesshares | Jan. 28, 2017USD ($)Suppliershares | Jan. 30, 2016USD ($)Supplier$ / sharesshares | Sep. 30, 2014USD ($)Supplier$ / sharesshares | Nov. 01, 2012USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Cash overdraft | $ 2,831,000 | $ 2,150,000 | |||
Maturity of cash and cash equivalents | Three months or less | ||||
Legal costs incurred in connection with a lawsuit | $ 3,354,000 | ||||
Write-downs of intangible assets | 3,354,000 | $ 6,000 | 3,000 | ||
Aggregate amortization expense of intangible assets | 111,000 | 142,000 | 122,000 | $ 240,000 | |
Amortization of deferred financing costs | 66,000 | 328,000 | 166,000 | 198,000 | |
Deferred financing costs | 1,173,000 | ||||
Payments of Financing Costs | 1,519,000 | 157,000 | |||
Advertising expenses, including Internet advertising expenses | $ 7,949,000 | $ 12,869,000 | $ 15,877,000 | $ 18,187,000 | |
Options and unvested restricted stock | shares | 1,068,000 | 1,232,000 | 901,000 | 201,000 | |
Average shares outstanding—Diluted | shares | 13,541,000 | 13,702,000 | 13,596,000 | 13,572,000 | |
Company paid cash dividends | $ 2,717,000 | $ 0 | $ 11,026,000 | $ 10,772,000 | |
Company paid cash dividends on per share | $ / shares | $ 0.20 | $ 0.80 | $ 0.7875 | ||
Dividends forfeited | 18,000 | ||||
Interest paid, including payments made on interest rate swap agreement | $ 112,000 | 3,063,000 | $ 1,404,000 | $ 211,000 | |
Income tax paid, net of refunds | $ 51,000 | $ (324,000) | $ (5,347,000) | $ 8,460,000 | |
No single provider | Supplier | 0 | 0 | 0 | 0 | |
Supplier Concentration Risk | Cost of Goods | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of contribution | 10.00% | 10.00% | 10.00% | 10.00% | |
Pro Forma | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Average shares outstanding—Diluted | shares | 13,596,000 | 13,720,000 | 13,624,000 | ||
Grow New Jersey Assistance Program (Grow NJ) | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Government incentive assistance program award period | 10 years | 10 years | |||
Revolving Credit Facility | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred financing costs | $ 2,664,000 | ||||
Payments of Financing Costs | $ 1,519,000 | $ 157,000 | |||
Revolving Credit Facility | Term Loan | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Payments of Financing Costs | $ 810,000 | ||||
Furniture And Equipment | Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Service lives of assets | 5 years | ||||
Furniture And Equipment | Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Service lives of assets | 10 years | ||||
Retail Locations | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Impairment write-downs of property and equipment | $ 1,090,000 | $ 2,382,000 | $ 1,659,000 | $ 1,136,000 | |
Orchestra-Premaman S.A. | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Date of merger agreement | Dec. 19, 2016 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Estimated Amortization Expense of Intangible Assets (Details) $ in Thousands | Jan. 28, 2017USD ($) |
Estimated amortization expense of intangible assets | |
2,017 | $ 137 |
2,018 | 123 |
2,019 | 116 |
2,020 | 109 |
2,021 | $ 94 |
Summary of Significant Accoun47
Summary of Significant Accounting Policies - Estimated Amortization Expense of Deferred Financing Costs (Details) $ in Thousands | Jan. 28, 2017USD ($) |
2,017 | |
Estimated amortization expense of deferred financing | |
Amortization expense deferred financing costs | $ 421 |
2,018 | |
Estimated amortization expense of deferred financing | |
Amortization expense deferred financing costs | 413 |
2,019 | |
Estimated amortization expense of deferred financing | |
Amortization expense deferred financing costs | 413 |
2,020 | |
Estimated amortization expense of deferred financing | |
Amortization expense deferred financing costs | 413 |
2,021 | |
Estimated amortization expense of deferred financing | |
Amortization expense deferred financing costs | $ 64 |
Summary of Significant Accoun48
Summary of Significant Accounting Policies - Summary of Basic EPS and Diluted EPS Calculations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Jan. 28, 2017 | Oct. 29, 2016 | Jul. 30, 2016 | Apr. 30, 2016 | Jan. 30, 2016 | Oct. 31, 2015 | Aug. 01, 2015 | May 02, 2015 | Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||||||||||
Net income (loss) | $ (32,786) | $ (1,506) | $ (2,509) | $ 4,041 | $ (3,062) | $ (1,274) | $ (2,682) | $ 2,535 | $ (17,380) | $ (32,760) | $ (4,483) | $ 10,497 |
Net income (loss) per share—Basic | $ (2.39) | $ (0.11) | $ (0.18) | $ 0.30 | $ (0.22) | $ (0.09) | $ (0.20) | $ 0.19 | $ (1.28) | $ (2.39) | $ (0.33) | $ 0.78 |
Net income (loss) per share—Diluted | $ (2.39) | $ (0.11) | $ (0.18) | $ 0.30 | $ (0.22) | $ (0.09) | $ (0.20) | $ 0.19 | $ (1.28) | $ (2.39) | $ (0.33) | $ 0.77 |
Average number of shares outstanding—Basic | 13,541 | 13,702 | 13,596 | 13,451 | ||||||||
Average number of shares outstanding—Diluted | 13,541 | 13,702 | 13,596 | 13,572 | ||||||||
Employee Stock Option | ||||||||||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||||||||||
Incremental shares from the assumed exercise of outstanding stock options | 73 | |||||||||||
Restricted Stock | ||||||||||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||||||||||
Incremental shares from the assumed lapse of restrictions on restricted stock awards | 48 |
Trade Receivables - Additional
Trade Receivables - Additional Information (Details) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Receivables [Abstract] | ||
Trade receivables, allowance for doubtful accounts | $ 163 | $ 170 |
Inventories - Inventories (Deta
Inventories - Inventories (Details) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 68,346 | $ 71,229 |
Work-in-progress | 212 | 420 |
Raw materials | 482 | 860 |
Total | $ 69,040 | $ 72,509 |
Property and Equipment, Net - P
Property and Equipment, Net - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Property Plant And Equipment [Line Items] | ||
Property and equipment gross | $ 180,490 | $ 177,471 |
Less: accumulated depreciation and amortization | (97,461) | (84,798) |
Property and equipment, net, total | 83,029 | 92,673 |
Furniture And Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment gross | 73,904 | 70,943 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment gross | 103,198 | 104,358 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment gross | $ 3,388 | $ 2,170 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | Sep. 05, 2014 | Sep. 30, 2014 | Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 |
Property Plant And Equipment [Line Items] | ||||||
Aggregate depreciation and amortization expense of property and equipment | $ 5,112 | $ 17,890 | $ 17,109 | $ 14,957 | ||
Sale of executive offices and distribution facility | $ 12,522 | |||||
Gain recognized under sale transaction | $ 4,110 | 4,110 | ||||
Retail Locations | ||||||
Property Plant And Equipment [Line Items] | ||||||
Impairment write-downs of property and equipment | $ 1,090 | $ 2,382 | $ 1,659 | $ 1,136 |
Accrued Expenses and Other Cu53
Accrued Expenses and Other Current Liabilities - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Payables and Accruals [Abstract] | ||
Employee compensation and benefits | $ 6,754 | $ 10,519 |
Insurance, primarily self-insurance reserves | 5,421 | 6,326 |
Gift certificates and store credits | 4,305 | 4,477 |
Deferred rent | 3,507 | 3,310 |
Sales and use taxes | 2,591 | 2,654 |
Product return reserve | 1,615 | 1,736 |
Accounting and legal | 1,276 | 1,378 |
Accrued property, plant and equipment additions | 316 | 840 |
Income taxes payable | 12 | 52 |
Other | 5,562 | 8,196 |
Total accrued expenses and other current liabilities | $ 31,359 | $ 39,488 |
Deferred Rent and Other Non C54
Deferred Rent and Other Non Current Liabilities - Deferred Rent and Other Non Current Liabilities (Details) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Deferred Rent and Other Non Current Liabilities | ||
Deferred rent | $ 25,398 | $ 26,545 |
Less: current portion included in accrued expenses and other current liabilities | (3,507) | (3,310) |
Non-current deferred rent | 21,891 | 23,235 |
Accrued income taxes | 752 | 961 |
Other | 146 | 155 |
Deferred rent and other non-current liabilities | $ 22,789 | $ 24,351 |
Line of Credit - Additional Inf
Line of Credit - Additional Information (Details) | Mar. 25, 2016USD ($)Tranches | Nov. 01, 2012USD ($) | Jan. 31, 2015USD ($) | Jan. 28, 2017USD ($) | Jan. 30, 2016USD ($) | Sep. 30, 2014USD ($) | Apr. 07, 2017USD ($) | Dec. 19, 2016USD ($) | Jun. 03, 2015USD ($) | Sep. 30, 2012USD ($) |
Line Of Credit Facility [Line Items] | ||||||||||
Long-term debt | $ 39,702,000 | |||||||||
Credit Facility Tranches | Tranches | 2 | |||||||||
Permitted increase in borrowings under Tranche A | $ 15,000,000 | |||||||||
Deferred financing costs | 1,173,000 | |||||||||
Outstanding borrowings under Credit Facility | $ 0 | 4,600,000 | $ 28,400,000 | $ 0 | ||||||
Letters of credit | $ 6,424,000 | $ 5,827,000 | 6,348,000 | $ 6,424,000 | ||||||
Subsequent Event | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Minimum excess availability on Combined Loan Cap | 10.00% | |||||||||
Minimum amount excess availability on Combined Loan Cap | $ 10,000,000 | |||||||||
Tranche A | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Outstanding borrowings under Credit Facility | $ 22,400,000 | |||||||||
Borrowings interest rate | 3.75% | 2.84% | 3.05% | 3.75% | ||||||
Tranche A-1 | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Outstanding borrowings under Credit Facility | $ 6,000,000 | |||||||||
Borrowings interest rate | 5.25% | 3.43% | 4.89% | 5.25% | ||||||
Senior Secured Revolving Credit Facility | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Credit facility, maximum borrowing capacity | $ 70,000,000 | $ 61,000,000 | ||||||||
Revolving credit facility period | 5 years | |||||||||
EBITDA Reserve against availability under credit facility | $ 10,000,000 | |||||||||
Unused line fee under the Credit Facility | 0.25% | |||||||||
Credit Facility Description of Variable Rate Basis | The interest rate on outstanding borrowings is equal to, at the Company’s election, either 1) the lender’s base rate plus the applicable margin, or 2) a LIBOR rate plus the applicable margin. The applicable margin for base rate borrowings is 0.50% for Tranche A borrowings and was 2.00% for Tranche A-1 borrowings. The applicable margin for LIBOR rate borrowings is 1.50% for Tranche A borrowings and was 3.00% for Tranche A-1 borrowings. | |||||||||
Line of credit availability | $ 49,076,000 | $ 19,374,000 | $ 20,347,000 | $ 49,076,000 | ||||||
Line of credit, outstanding borrowings | 630,000 | 11,191,000 | 26,835,000 | 24,000 | ||||||
Line of credit borrowings during period | $ 5,800,000 | $ 42,700,000 | 40,900,000 | $ 1,400,000 | ||||||
Senior Secured Revolving Credit Facility | Credit Facility | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Credit facility, maximum borrowing capacity | $ 76,000,000 | |||||||||
Senior Secured Revolving Credit Facility | Tranche A | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Credit facility, maximum borrowing capacity | 70,000,000 | |||||||||
Line of credit maturity date | Nov. 1, 2017 | |||||||||
Line of credit maturity date extension | Aug. 25, 2020 | |||||||||
Senior Secured Revolving Credit Facility | Tranche A | Base Rate | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Applicable margin rate | 0.50% | |||||||||
Senior Secured Revolving Credit Facility | Tranche A | London Interbank Offered Rate (LIBOR) | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Applicable margin rate | 1.50% | |||||||||
Senior Secured Revolving Credit Facility | Tranche A-1 | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Repayment of debt | 6,000,000 | |||||||||
Senior Secured Revolving Credit Facility | Tranche A-1 | Base Rate | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Applicable margin rate | 2.00% | |||||||||
Senior Secured Revolving Credit Facility | Tranche A-1 | London Interbank Offered Rate (LIBOR) | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Applicable margin rate | 3.00% | |||||||||
Senior Secured Revolving Credit Facility | Former Credit Facility | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Credit facility, maximum borrowing capacity | $ 55,000,000 | |||||||||
Term Loan | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Long-term debt | $ 32,000,000 | |||||||||
Line of credit maturity date | Mar. 25, 2021 | |||||||||
Credit Facility Description of Variable Rate Basis | The interest rate on the Term Loan is equal to a LIBOR rate (with a 1.00% LIBOR floor) plus 7.50%. | |||||||||
Term Loan | London Interbank Offered Rate (LIBOR) | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Applicable margin rate | 7.50% | |||||||||
Term Loan | Subsequent Event | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Additional reserve against availability under credit facility that will be reduced for prepayment of term loan | $ 5,000,000 | |||||||||
Minimum excess availability on Combined Loan Cap | 10.00% | |||||||||
Minimum amount excess availability on Combined Loan Cap | $ 10,000,000 | |||||||||
Term Loan | Senior Secured Revolving Credit Facility | Subsequent Event | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Additional reserve against availability under credit facility that will be reduced for prepayment of term loan | $ 5,000,000 | |||||||||
Term Loan | Senior Secured Revolving Credit Facility | Tranche A | ||||||||||
Line Of Credit Facility [Line Items] | ||||||||||
Line of credit maturity date extension | Mar. 25, 2021 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - USD ($) | Apr. 07, 2017 | Mar. 25, 2016 | Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 |
Debt Instrument [Line Items] | |||||
Long-term debt | $ 39,702,000 | ||||
Equipment Loan | |||||
Debt Instrument [Line Items] | |||||
Percentage of interest on equipment financing arrangement | 3.38% | ||||
Monthly payments for equipment financing arrangement | $ 272,000 | ||||
Debt instrument maturity date | Dec. 31, 2019 | ||||
Outstanding borrowings under equipment note | $ 9,302,000 | $ 12,199,000 | |||
Subsequent Event | |||||
Debt Instrument [Line Items] | |||||
Minimum excess availability on Combined Loan Cap | 10.00% | ||||
Minimum amount excess availability on Combined Loan Cap | $ 10,000,000 | ||||
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 32,000,000 | ||||
Line of credit maturity date | Mar. 25, 2021 | ||||
Credit Facility Description of Variable Rate Basis | The interest rate on the Term Loan is equal to a LIBOR rate (with a 1.00% LIBOR floor) plus 7.50%. | ||||
Debt Instrument, frequency of periodic payment | Quarterly | ||||
Debt instrument, payment terms | The Term Loan can be prepaid at the Company's option subject to certain restrictions, in part or in whole at any time, subject to the payment of a prepayment premium as follows: 1) 3% on or prior to the first anniversary of the closing date, 2) 2% from the first anniversary to the second anniversary of the closing date, and 3) 1% after the second anniversary but on or prior to the third anniversary of the closing date. | ||||
Dividends payment or share repurchases prohibition period | 3 years | ||||
EBITDA requirement | $ 19,000,000 | ||||
Limitation on capital expenditures for four fiscal quarters ending February 3, 2018 | 10,500,000 | ||||
Limitation on capital expenditures for four fiscal quarters ending May 5, 2018 and thereafter | 17,000,000 | ||||
Deferred financing costs | 1,491,000 | ||||
Term Loan | Subsequent Event | |||||
Debt Instrument [Line Items] | |||||
Additional reserve against availability under credit facility that will be reduced for prepayment of term loan | $ 5,000,000 | ||||
Minimum excess availability on Combined Loan Cap | 10.00% | ||||
Minimum amount excess availability on Combined Loan Cap | $ 10,000,000 | ||||
Capital expenditure, subject to carryforward percentage | 50.00% | ||||
Term Loan | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt instruments, periodic payments, principal | $ 800,000 | ||||
Term Loan | Maximum | |||||
Debt Instrument [Line Items] | |||||
EBITDA future requirement | 30,000,000 | ||||
Limitation on capital expenditures | $ 16,000,000 | ||||
Term Loan | On or Prior to the First Anniversary of the closing Date | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, prepayment option percentage | 3.00% | ||||
Term Loan | From the First Anniversary to the Second Anniversary of the closing Date | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, prepayment option percentage | 2.00% | ||||
Term Loan | After the Second Anniversary but On or Prior to the Third Anniversary of the Closing Date | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, prepayment option percentage | 1.00% | ||||
Term Loan | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 1.00% | ||||
Applicable margin rate | 7.50% |
Long-Term Debt - Future Maturit
Long-Term Debt - Future Maturities of Long-term Debt (Details) $ in Thousands | Jan. 28, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,017 | $ 7,251 |
2,018 | 6,308 |
2,019 | 5,343 |
2,020 | 3,200 |
2,021 | 17,600 |
Long-term debt | $ 39,702 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | Sep. 30, 2014 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||||
Cash equivalents held by the Company | $ 4,000 | $ 4,000 | ||
Outstanding borrowings under Credit Facility | $ 4,600,000 | $ 28,400,000 | $ 0 | $ 0 |
Term Loan | Minimum | ||||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||||
Annual variable interest rate | 8.50% |
Common and Preferred Stock - Ad
Common and Preferred Stock - Additional Information (Details) - USD ($) | Aug. 01, 2016 | Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 |
Class Of Stock [Line Items] | |||||
Repurchase of the Company's outstanding common stock | $ 10,000,000 | ||||
Repurchase of the Company's outstanding common stock, shares | 0 | 8,257 | 7,408 | 15,024 | 76,386 |
Common stock repurchase program, expiration date | Jul. 31, 2016 | ||||
Preferred stock, shares authorized | 1,656,381 | 1,656,381 | |||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||
Series B junior participating preferred stock, shares issued | 0 | 0 | |||
Series B junior participating preferred stock, shares outstanding | 0 | 0 | |||
Series B junior participating preferred stock | |||||
Class Of Stock [Line Items] | |||||
Preferred stock, shares authorized | 300,000 | 300,000 | |||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||
Series B junior participating preferred stock, shares outstanding | 0 | 0 |
Equity Award Plans - Additional
Equity Award Plans - Additional Information (Details) $ / shares in Units, $ in Thousands | Aug. 01, 2016shares | Jan. 31, 2015USD ($)$ / sharesshares | Jan. 28, 2017USD ($)Director$ / sharesshares | Jan. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2014USD ($)$ / sharesshares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options granted with exercise price less than fair market value on grant date | 0 | 0 | 0 | 0 | |
Total intrinsic value of stock options exercised | $ | $ 93 | $ 5 | $ 63 | $ 3,576 | |
Proceeds from exercise of stock options | $ | 29 | 6 | 69 | 271 | |
Actual tax benefit realized for tax deductions from stock option exercised | $ | $ 35 | $ 2 | $ 24 | $ 1,347 | |
Exercise of stock options, shares | 2,000 | ||||
Net-share settled by company | 4,455 | 68,739 | |||
Weighted average fair value of stock options | $ / shares | $ 3.04 | $ 2.96 | $ 2.58 | $ 8.21 | |
Performance period | 3 years | ||||
Cumulative restricted stock granted | 207,000 | ||||
Unrecognized compensation cost | $ | $ 3,626 | ||||
Weighted-average period recognized compensation cost | 1 year 6 months | ||||
Stock-based compensation expense | $ | $ 1,073 | $ 1,801 | $ 2,784 | $ 3,747 | |
Repurchase of common stock, shares | 0 | 8,257 | 7,408 | 15,024 | 76,386 |
Payments for tax obligations to the tax authorities on exercise or vesting date | $ | $ 123 | $ 54 | $ 127 | $ 2,178 | |
Non-employee director | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based payment award, vesting period | 1 year | ||||
Restricted stock, shares vested | 4,000 | ||||
Board of Directors | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Cumulative restricted stock granted | 13,867 | ||||
Restricted stock, vesting description | The awards will vest at the earlier of 1) one day prior to the 2017 annual meeting of stockholders, 2) the end of the grantee’s Board service other than via resignation, or 3) a change in control of the Company (as defined in the 2005 Plan). | ||||
Deferred stock units awarded | 10,974 | ||||
Number of members, awarded deferred stock units | Director | 3 | ||||
Deferred stock units value | $ | $ 75 | ||||
2005 Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Options to be issued | 2,800,000 | ||||
Common stock shares issued, restricted stock units or deferred stock units | 1,500,000 | ||||
Common stock available for grant | 272,294 | ||||
Exercise of stock options, shares | 10,000 | 176,899 | |||
Aggregate exercise price | $ | $ 69 | $ 1,976 | |||
2005 Plan | Employee Stock Option | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based payment award, vesting period | 4 years | ||||
Share-based payment award, expiration period | 10 years | ||||
2005 Plan | Maximum | Restricted Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based payment award, expiration period | 4 years | ||||
2005 Plan | Minimum | Restricted Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based payment award, expiration period | 1 year | ||||
Non-executive chairman | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based payment award, vesting period | 1 year | ||||
Restricted stock, shares vested | 6,000 | ||||
2016 Awards | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Cumulative restricted stock units available for future declaration | 0 | ||||
2015 Awards | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Cumulative restricted stock units available for future declaration | 0 | ||||
2014 Awards | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Cumulative restricted stock units available for future declaration | 0 |
Equity Award Plans - Stock Opti
Equity Award Plans - Stock Option Activity for All Plans (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended |
Jan. 28, 2017USD ($)$ / sharesshares | |
Stock option activity for all plans | |
Outstanding Stock Options, Beginning balance | shares | 720 |
Outstanding Stock Options, Granted | shares | 451 |
Outstanding Stock Options, Exercised | shares | (2) |
Outstanding Stock Options, Forfeited | shares | (64) |
Outstanding Stock Options, Expired | shares | (150) |
Outstanding Stock Options, Ending balance | shares | 955 |
Outstanding Stock Options, Exercisable | shares | 273 |
Weighted Average Exercise Price, Beginning balance | $ / shares | $ 16 |
Weighted Average Exercise Price, Granted | $ / shares | 7.16 |
Weighted Average Exercise Price, Exercised | $ / shares | 3.52 |
Weighted Average Exercise Price, Forfeited | $ / shares | 15.62 |
Weighted Average Stock Price, Expired | $ / shares | 17.19 |
Weighted Average Exercise Price, Ending balance | $ / shares | 11.68 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 16.26 |
Weighted Average Remaining Life, Outstanding | 8 years 3 months 18 days |
Weighted Average Remaining Life, Exercisable | 7 years 1 month 6 days |
Aggregate Intrinsic Value, Ending balance | $ | $ 2 |
Aggregate Intrinsic Value, Exercisable | $ | $ 1 |
Equity Award Plans - Weighted-A
Equity Award Plans - Weighted-Average Assumptions for Option Grants (Details) | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Weighted-average assumptions for option grants | ||||
Expected dividend yield | 5.60% | 5.70% | 3.20% | |
Expected price volatility | 38.10% | 45.00% | 36.10% | 49.10% |
Risk-free interest rate | 1.80% | 1.30% | 1.40% | 1.40% |
Expected life | 5 years 4 months 24 days | 5 years 3 months 18 days | 5 years | 4 years 8 months 12 days |
Equity Award Plans - Summarizes
Equity Award Plans - Summarizes Information about Stock Options Outstanding (Details) shares in Thousands | 12 Months Ended |
Jan. 28, 2017$ / sharesshares | |
3.52 to $7.00 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower range | $ 3.52 |
Range of Exercise Prices, upper range | $ 7 |
Stock Options Outstanding, Number Outstanding | shares | 83 |
Stock Options Outstanding, Weighted Average Remaining Life | 9 years 6 months |
Stock Options Outstanding, Weighted Average Exercise Price | $ 5.68 |
Stock Options Exercisable, Number Exercisable | shares | 1 |
Stock Options Exercisable, Weighted Average Exercise Price | $ 3.52 |
7.01 to 8.00 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower range | 7.01 |
Range of Exercise Prices, upper range | $ 8 |
Stock Options Outstanding, Number Outstanding | shares | 368 |
Stock Options Outstanding, Weighted Average Remaining Life | 9 years 2 months 12 days |
Stock Options Outstanding, Weighted Average Exercise Price | $ 7.49 |
8.01 to 14.00 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower range | 8.01 |
Range of Exercise Prices, upper range | $ 14 |
Stock Options Outstanding, Number Outstanding | shares | 25 |
Stock Options Outstanding, Weighted Average Remaining Life | 5 years 3 months 18 days |
Stock Options Outstanding, Weighted Average Exercise Price | $ 11.64 |
Stock Options Exercisable, Number Exercisable | shares | 17 |
Stock Options Exercisable, Weighted Average Exercise Price | $ 11.80 |
14.01 to 15.00 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower range | 14.01 |
Range of Exercise Prices, upper range | $ 15 |
Stock Options Outstanding, Number Outstanding | shares | 370 |
Stock Options Outstanding, Weighted Average Remaining Life | 7 years 9 months 18 days |
Stock Options Outstanding, Weighted Average Exercise Price | $ 14.34 |
Stock Options Exercisable, Number Exercisable | shares | 183 |
Stock Options Exercisable, Weighted Average Exercise Price | $ 14.33 |
15.01 to 19.00 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower range | 15.01 |
Range of Exercise Prices, upper range | $ 19 |
Stock Options Outstanding, Number Outstanding | shares | 16 |
Stock Options Outstanding, Weighted Average Remaining Life | 8 years |
Stock Options Outstanding, Weighted Average Exercise Price | $ 15.51 |
Stock Options Exercisable, Number Exercisable | shares | 5 |
Stock Options Exercisable, Weighted Average Exercise Price | $ 15.59 |
19.01 to 23.00 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower range | 19.01 |
Range of Exercise Prices, upper range | $ 23 |
Stock Options Outstanding, Number Outstanding | shares | 73 |
Stock Options Outstanding, Weighted Average Remaining Life | 6 years 6 months |
Stock Options Outstanding, Weighted Average Exercise Price | $ 20.17 |
Stock Options Exercisable, Number Exercisable | shares | 52 |
Stock Options Exercisable, Weighted Average Exercise Price | $ 20.38 |
23.01 to 31.38 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower range | 23.01 |
Range of Exercise Prices, upper range | $ 31.38 |
Stock Options Outstanding, Number Outstanding | shares | 20 |
Stock Options Outstanding, Weighted Average Remaining Life | 6 years 9 months 18 days |
Stock Options Outstanding, Weighted Average Exercise Price | $ 31.03 |
Stock Options Exercisable, Number Exercisable | shares | 15 |
Stock Options Exercisable, Weighted Average Exercise Price | $ 31.03 |
3.52 to $31.38 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower range | 3.52 |
Range of Exercise Prices, upper range | $ 31.38 |
Stock Options Outstanding, Number Outstanding | shares | 955 |
Stock Options Outstanding, Weighted Average Remaining Life | 8 years 3 months 18 days |
Stock Options Outstanding, Weighted Average Exercise Price | $ 11.68 |
Stock Options Exercisable, Number Exercisable | shares | 273 |
Stock Options Exercisable, Weighted Average Exercise Price | $ 16.26 |
Equity Award Plans - Restricted
Equity Award Plans - Restricted Stock Activity (Details) shares in Thousands | 12 Months Ended |
Jan. 28, 2017$ / sharesshares | |
Restricted stock activity for the 2005 Plan | |
Outstanding Restricted Shares, Nonvested, beginning balance | shares | 181 |
Outstanding Restricted Shares, Granted | shares | 207 |
Outstanding Restricted Shares, Vested | shares | (96) |
Outstanding Restricted Shares, Forfeited | shares | (16) |
Outstanding Restricted Shares, Nonvested, ending balance | shares | 276 |
Weighted Average Grant Date Fair Value, Nonvested, beginning balance | $ / shares | $ 17.28 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 7.12 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 9.85 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 16.97 |
Weighted Average Grant Date Fair Value, Nonvested, ending balance | $ / shares | $ 9.55 |
Equity Award Plans - Summary of
Equity Award Plans - Summary of Cumulative Minimum, Target and Maximum Restricted Stock Units Award Activity (Details) - Executive Officer - Restricted Stock Units (RSUs) | Jan. 28, 2017shares |
2016 Awards | Performance Period January 31, 2016 to February 3, 2018 | |
Deferred Compensation Arrangement With Individual Share Based Payments [Line Items] | |
Minimum cumulative restricted stock units available for future declaration | 13,698 |
Target cumulative restricted stock units available for future declaration | 54,789 |
Maximum cumulative restricted stock units available for future declaration | 82,185 |
2015 Awards | Performance Period February 2, 2015 to January 28, 2017 | |
Deferred Compensation Arrangement With Individual Share Based Payments [Line Items] | |
Minimum cumulative restricted stock units available for future declaration | 15,218 |
Target cumulative restricted stock units available for future declaration | 30,436 |
Maximum cumulative restricted stock units available for future declaration | 45,655 |
Other Charges, Net - Additional
Other Charges, Net - Additional Information (Details) | 1 Months Ended | 4 Months Ended | 12 Months Ended | |||
Sep. 30, 2014USD ($) | Jan. 31, 2015USD ($) | Jan. 28, 2017USD ($) | Jan. 30, 2016USD ($) | Sep. 30, 2014USD ($) | Dec. 19, 2016USD ($)Agreement | |
Proposed Business Combinations And Management And Organizational Changes And Facilities Relocations And Fiscal Year Change [Line Items] | ||||||
Charges related to proposed business combination | $ 3,154,000 | $ 61,000 | $ 1,045,000 | |||
Number of consulting agreements | Agreement | 2 | |||||
Payments due under consulting agreements | 0 | |||||
Charges related to management and organizational changes | $ 2,951,000 | $ 1,760,000 | 4,196,000 | 4,256,000 | ||
Pretax income from gain realized on the sale of facilities | $ 4,110,000 | 4,110,000 | ||||
Charges (income) related to relocation of facilities | 1,158,000 | 2,695,000 | $ (2,072,000) | |||
Charges related to change to retail calendar-based fiscal year | $ 1,245,000 | $ 27,000 | ||||
Consulting Agreement One | ||||||
Proposed Business Combinations And Management And Organizational Changes And Facilities Relocations And Fiscal Year Change [Line Items] | ||||||
Potential consulting fee receivable for each fully executed real estate lease | $ 65,000 | |||||
Consulting Agreement Two | Maximum | ||||||
Proposed Business Combinations And Management And Organizational Changes And Facilities Relocations And Fiscal Year Change [Line Items] | ||||||
Potential consulting fee receivable for each fully completed construction project | $ 34,000 |
Other Charges, Net - Schedule o
Other Charges, Net - Schedule of Charges Incurred in Proposed Business Combinations, Management and Organizational Changes, Facilities Relocations and Fiscal Year Change (Details) - USD ($) $ in Thousands | 1 Months Ended | 4 Months Ended | 12 Months Ended | ||
Sep. 30, 2014 | Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Proposed Business Combinations | |||||
Legal and other professional fees | $ 3,154 | $ 61 | $ 1,045 | ||
Management and Organizational Changes | |||||
Severance and related benefits | $ 1,687 | 1,210 | 1,787 | ||
Non-core brand contract terminations | 545 | ||||
Consulting fees | 591 | 5 | 1,388 | ||
Executive officer separation benefits | 922 | 4,107 | |||
Contract termination | 654 | ||||
Other | 19 | 99 | 149 | ||
Total management and organizational changes | 2,951 | 1,760 | 4,196 | 4,256 | |
Facilities Relocations | |||||
Pre-opening rent expense on new corporate headquarters and distribution facility | 780 | 1,699 | 798 | ||
Moving and other costs | 107 | 763 | 113 | ||
Accelerated depreciation and amortization expense | 271 | 233 | 1,127 | ||
Gain on sale of building | $ (4,110) | (4,110) | |||
Total facilities relocations | 1,158 | 2,695 | (2,072) | ||
Fiscal Year Change | |||||
Audit and tax professional fees | 1,036 | ||||
Systems modifications | 209 | 27 | |||
Total fiscal year change | 1,245 | 27 | |||
Total other charges, net | $ 5,354 | $ 4,914 | $ 6,979 | $ 3,229 |
Government Incentives - Additio
Government Incentives - Additional Information (Details) - Grow New Jersey Assistance Program (Grow NJ) | 1 Months Ended | 12 Months Ended | ||
May 31, 2016USD ($) | Sep. 30, 2015USD ($)Job | Jan. 28, 2017USD ($)Job | Jan. 30, 2016USD ($) | |
Government Incentive Assistance Program [Line Items] | ||||
Income tax credits granted from state incentive package | $ 40,000,000 | |||
Transferrable income tax credit period | 10 years | |||
Government incentive assistance program minimum capital investment | $ 20,000,000 | |||
Government incentive assistance program maximum award limit | $ 40,000,000 | |||
Government incentive assistance program award period | 10 years | 10 years | ||
Project development, eligible amount per new full time job | $ 7,000 | |||
Government incentive assistance program annual award limit | $ 4,000,000 | |||
Number of certified eligible jobs | Job | 600 | |||
Capital investment | $ 50,000,000 | |||
Award compliance period | 5 years | |||
Award Compliance Description | After the end of the ten-year Grow NJ award earnings period there is a five-year compliance period during which the Company must maintain the average of its annual eligible jobs certified during the preceding ten years or a pro-rata amount up to one-tenth of the previously awarded income tax credits would be subject to recapture and repayment to the State of New Jersey annually during the five-year compliance period. | |||
Agreement to sell annual income tax credits awarded, Description | 75% or more | |||
Government incentive assistance program award amount recognized net of valuation allowance | $ 3,251,000 | $ 3,600,000 | ||
Cash proceeds net of costs from government incentive assistance program | $ 3,600,000 | |||
Income tax credits earned from state incentive package | 4,000,000 | |||
Cost reduction related to award | 3,251,000 | 3,600,000 | ||
Cost reduction related to award amount recognized in income statement | 3,189,000 | 2,852,000 | ||
Offset to cost of goods sold | 2,287,000 | 1,846,000 | ||
Offset to selling general and administrative expenses | 902,000 | 1,006,000 | ||
Reduction in inventory overhead | $ 810,000 | $ 748,000 | ||
Minimum | ||||
Government Incentive Assistance Program [Line Items] | ||||
Government incentive assistance program number of eligible jobs | Job | 100 |
Income Taxes - Income Tax (Bene
Income Taxes - Income Tax (Benefit) Provision (Details) - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Summary of income tax provisions | ||||
Current provision (benefit) | $ (3,890) | $ 436 | $ (4,826) | $ 6,581 |
Deferred provision (benefit) | (6,636) | 24,614 | 2,020 | (2,975) |
Income tax provision (benefit) | (10,526) | 25,050 | (2,806) | 3,606 |
Federal provision (benefit) | (9,296) | 19,202 | (1,962) | 5,109 |
State provision (benefit) | (1,165) | 5,679 | (575) | (1,674) |
Foreign provision (benefit) | $ (65) | $ 169 | $ (269) | $ 171 |
Income Taxes - Reconciliations
Income Taxes - Reconciliations of the Statutory Federal Tax Rate to the Company's Effective Income Tax Rates (Details) | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Reconciliations of the statutory federal tax rate to the Company's effective income tax rates | ||||
Statutory federal tax rate | 35.00% | 35.00% | 35.00% | 35.00% |
State tax rate, net of federal effect | 2.30% | (5.40%) | 2.30% | 3.20% |
(Benefit) provision for uncertain income tax positions, net of federal effect | 0.40% | 1.80% | 2.80% | 2.10% |
Settlements of uncertain income tax positions, net of federal effect | (13.00%) | |||
Other | 3.70% | (1.60%) | (1.70%) | |
Valuation allowance | (360.00%) | |||
Effective income tax rate | 37.70% | (324.90%) | 38.50% | 25.60% |
Income Taxes - Deferred Tax Eff
Income Taxes - Deferred Tax Effects of Temporary Differences Giving Rise to the Company's Net Deferred Tax Assets (Details) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 13,201 | $ 11,296 |
Deferred rent | 9,454 | 10,004 |
Employee benefit accruals | 3,041 | 3,836 |
Grow NJ award benefit, net | 2,268 | 2,493 |
Inventory reserves | 2,131 | 3,320 |
Federal tax credit carryforwards | 1,247 | 618 |
Stock-based compensation | 855 | 1,212 |
Other accruals | 1,905 | 1,896 |
Other | 1,960 | 2,062 |
Deferred tax assets (excluding state net operating loss carryforwards) | 36,062 | 36,737 |
Valuation allowance | (30,402) | (2,666) |
Deferred tax asset, net of valuation allowance | 5,660 | 34,071 |
Deferred tax liabilities: | ||
Depreciation and amortization | (1,860) | (4,570) |
Prepaid expenses | (549) | (503) |
Deferred tax liabilities, gross | (2,409) | (5,073) |
Net deferred tax assets | $ 3,251 | $ 28,998 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Non-cash charge valuation allowance of deferred tax assets | $ 27,758 | |||
Increase deferred tax assets excluding state net operating loss carryforwards | 980 | |||
Unrecognized tax benefits related to uncertain income tax positions | 323 | |||
Unrecognized tax benefits related to uncertain income tax position accrued interest and penalties | $ (29) | (28) | $ (83) | $ (1,391) |
Recognized liabilities for unrecognized tax benefits that impact effective tax rate | 544 | |||
Recoverable income taxes | $ 6,778 | 4,875 | $ 5,859 | |
Gross unrecognized tax benefits decrease for uncertain tax positions | 356 | |||
Approximate gross unrecognized tax benefit that would impact the effective tax rate | $ 228 |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Contingencies (Details) - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Reconciliation of gross unrecognized tax benefits for uncertain tax positions | ||||
Balance at beginning of period | $ 1,691 | $ 961 | $ 1,537 | $ 4,218 |
Additions for current period tax positions | 192 | |||
Additions for prior period tax positions | 8 | 13 | 48 | 231 |
Reductions of prior period tax positions | (162) | (222) | (470) | (2,700) |
Payments | (154) | (250) | ||
Balance at end of period | $ 1,537 | $ 752 | $ 961 | $ 1,691 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Commitments And Contingencies Disclosure [Abstract] | ||||
Total rent expense | $ 19,350 | $ 56,830 | $ 58,120 | $ 58,682 |
Contingent rentals based upon a percentage of sales | $ 454 | $ 977 | $ 1,359 | $ 1,735 |
Commitments and Contingencies75
Commitments and Contingencies - Future Annual Minimum Operating Lease Payments (Details) $ in Thousands | Jan. 28, 2017USD ($) |
Future annual minimum operating lease payments | |
2,017 | $ 40,303 |
2,018 | 33,360 |
2,019 | 27,848 |
2,020 | 21,701 |
2,021 | 18,288 |
2022 and thereafter | 57,163 |
Total | $ 198,663 |
Executive Officer Employment 76
Executive Officer Employment Agreements - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 4 Months Ended | 12 Months Ended | ||||||||
Jan. 30, 2016 | Feb. 28, 2015 | Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | Jul. 20, 2016 | Aug. 10, 2014 | Dec. 04, 2013 | Dec. 01, 2012 | Nov. 30, 2012 | |
Chief Executive Officer | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Annual base salary | $ 825 | ||||||||||
Base salary earned | $ 275 | $ 825 | $ 825 | $ 117 | |||||||
Annual equity grant with a grant date fair value, percentage | 100.00% | ||||||||||
Salary continuation and severance payments terms | Mr. Romano is eligible for an annual cash bonus based on performance and an annual equity grant with a grant date fair value equal to 100% of Mr. Romano’s base salary. For the Company’s fiscal year end change transition period October 1, 2014 to January 31, 2015 through its 2015 fiscal year ended January 30, 2016, the equity grant had a grant date fair value equal to 133% of Mr. Romano’s base salary and was a mixture of 50% stock options, 25% time-vested restricted stock and 25% performance-based restricted stock units. The agreement continues in effect until terminated by either the Company or the executive in accordance with the termination provisions of the agreement | ||||||||||
Chief Executive Officer | October 1, 2014 to January 31, 2015 | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Equity grant with a grant date fair value, percentage | 133.00% | ||||||||||
Chief Executive Officer | Employee Stock Option | October 1, 2014 to January 31, 2015 | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Equity grant with a grant date fair value, percentage | 50.00% | ||||||||||
Chief Executive Officer | Restricted Stock Units (RSUs) | October 1, 2014 to January 31, 2015 | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Equity grant with a grant date fair value, percentage | 25.00% | ||||||||||
Chief Executive Officer | Performance Based Restricted Stock Units | October 1, 2014 to January 31, 2015 | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Equity grant with a grant date fair value, percentage | 25.00% | ||||||||||
Former Chief Executive Officer | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Base salary earned | 681 | ||||||||||
Former Chief Executive Officer | Stock Option | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Separation Agreement Payment | $ 3,338 | ||||||||||
Former President | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Base salary earned | 178 | $ 453 | 533 | ||||||||
Separation Agreement Payment | $ 104 | $ 535 | |||||||||
Separation Agreement description | The Daniel Separation Agreement provided a) that Mr. Daniel would receive one year of base salary, one-half of which was paid as a lump sum in June 2016 and the balance of which was paid monthly thereafter, totaling $535,000, b) payment to Mr. Daniel of a pro-rata annual bonus for fiscal 2015, c) lump sum payments to Mr. Daniel totaling $104,000 in January 2016, primarily for consulting services from his date of separation through January 31, 2016 and d) continuation of certain insurance and fringe benefits for up to 14 months. | ||||||||||
Executive Vice President and Chief Financial Officer | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Annual base salary | $ 405 | ||||||||||
Base salary earned | $ 195 | ||||||||||
Former Executive Vice President and Chief Financial Officer | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Base salary earned | 135 | 128 | 405 | 402 | |||||||
Executive Vice President and Chief Administrative Officer | |||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||
Annual base salary | $ 390 | $ 360 | $ 320 | ||||||||
Base salary earned | $ 130 | $ 390 | $ 390 | $ 385 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Employee Benefit Plans (Textual) [Abstract] | |||
Contribution made by employees | 20.00% | ||
Contributions made by company | $ 123 | $ 144 | $ 75 |
Cumulative plan forfeitures applied against company matching contribution | $ 20 | $ 63 | |
Discretionary contributions to the plan | 6 years |
Quarterly Financial Informati78
Quarterly Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Jan. 28, 2017 | Oct. 29, 2016 | Jul. 30, 2016 | Apr. 30, 2016 | Jan. 30, 2016 | Oct. 31, 2015 | Aug. 01, 2015 | May 02, 2015 | Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Quarterly financial results | ||||||||||||
Net sales | $ 100,158 | $ 102,582 | $ 106,529 | $ 124,430 | $ 118,287 | $ 119,548 | $ 119,306 | $ 141,612 | $ 165,644 | $ 433,699 | $ 498,753 | $ 516,959 |
Gross profit | 51,038 | 54,288 | 54,830 | 67,272 | 58,928 | 60,401 | 55,308 | 71,403 | 68,977 | 227,428 | 246,040 | 269,458 |
Net income (loss) | $ (32,786) | $ (1,506) | $ (2,509) | $ 4,041 | $ (3,062) | $ (1,274) | $ (2,682) | $ 2,535 | $ (17,380) | $ (32,760) | $ (4,483) | $ 10,497 |
Net income (loss) per share—Basic | $ (2.39) | $ (0.11) | $ (0.18) | $ 0.30 | $ (0.22) | $ (0.09) | $ (0.20) | $ 0.19 | $ (1.28) | $ (2.39) | $ (0.33) | $ 0.78 |
Net income (loss) per share—Diluted | $ (2.39) | $ (0.11) | $ (0.18) | $ 0.30 | $ (0.22) | $ (0.09) | $ (0.20) | $ 0.19 | $ (1.28) | $ (2.39) | $ (0.33) | $ 0.77 |
Segment and Enterprise Wide D79
Segment and Enterprise Wide Disclosures - Additional Information (Details) | 12 Months Ended |
Jan. 28, 2017SegmentCustomer | |
Disclosure Segment And Enterprise Wide Disclosures Additional Information Detail [Abstract] | |
Number of operating segment | Segment | 1 |
Number of customer who represented more than 10% of net sales | Customer | 0 |
Segment and Enterprise Wide D80
Segment and Enterprise Wide Disclosures - Operations by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Jan. 28, 2017 | Oct. 29, 2016 | Jul. 30, 2016 | Apr. 30, 2016 | Jan. 30, 2016 | Oct. 31, 2015 | Aug. 01, 2015 | May 02, 2015 | Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Net Sales to Unaffiliated Customers | ||||||||||||
Net sales | $ 100,158 | $ 102,582 | $ 106,529 | $ 124,430 | $ 118,287 | $ 119,548 | $ 119,306 | $ 141,612 | $ 165,644 | $ 433,699 | $ 498,753 | $ 516,959 |
United States | ||||||||||||
Net Sales to Unaffiliated Customers | ||||||||||||
Net sales | 156,683 | 405,921 | 468,282 | 489,026 | ||||||||
Long-Lived Assets, Net | ||||||||||||
Long-Lived Assets | 81,811 | 90,338 | 81,811 | 90,338 | ||||||||
Foreign | ||||||||||||
Net Sales to Unaffiliated Customers | ||||||||||||
Net sales | $ 8,961 | 27,778 | 30,471 | $ 27,933 | ||||||||
Long-Lived Assets, Net | ||||||||||||
Long-Lived Assets | $ 2,310 | $ 3,483 | $ 2,310 | $ 3,483 |
Interest Expense, Net - Interes
Interest Expense, Net - Interest Expense, Net (Details) - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Interest expense, net | ||||
Interest expense | $ 245 | $ 3,578 | $ 1,529 | $ 418 |
Interest income | (3) | (3) | (9) | (14) |
Interest expense, net | $ 242 | $ 3,575 | $ 1,520 | $ 404 |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts - (Details) - Product return reserve - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 30, 2014 | |
Valuation And Qualifying Accounts Disclosure [Line Items] | ||||
Balance at beginning of period | $ 2,708 | $ 1,736 | $ 2,084 | $ 2,702 |
Additions charged to costs and expenses | 6 | |||
Deductions and reclassifications | (624) | (121) | (348) | |
Balance at end of period | $ 2,084 | $ 1,615 | $ 1,736 | $ 2,708 |
Valuation and Qualifying Acco83
Valuation and Qualifying Accounts - (Parenthetical) (Details) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | Sep. 30, 2014 |
Valuation And Qualifying Accounts [Abstract] | ||||
Cost value of estimated product returns | $ 775 | $ 887 | $ 1,085 | $ 1,173 |