Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jul. 29, 2017 | Aug. 21, 2017 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | CHICOS FAS INC | |
Entity Central Index Key | 897,429 | |
Current Fiscal Year End Date | --02-03 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jul. 29, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 128,313,769 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 29, 2017 | Jul. 30, 2016 | Jul. 29, 2017 | Jul. 30, 2016 | |
Income Statement [Abstract] | ||||
Net sales | $ 578,581,000 | $ 635,732,000 | $ 1,162,309,000 | $ 1,278,709,000 |
Net sales, as a Percentage of Sales | 100.00% | 100.00% | 100.00% | 100.00% |
Cost of goods sold | $ 369,480,000 | $ 394,922,000 | $ 715,795,000 | $ 775,564,000 |
Cost of goods sold, as a Percentage of Sales | 63.90% | 62.10% | 61.60% | 60.70% |
Gross margin | $ 209,101,000 | $ 240,810,000 | $ 446,514,000 | $ 503,145,000 |
Gross margin, as a Percentage of Sales | 36.10% | 37.90% | 38.40% | 39.30% |
Selling, general and administrative expenses | $ 173,642,000 | $ 186,626,000 | $ 356,181,000 | $ 394,767,000 |
Selling, general and administrative expenses, as a Percentage of Sales | 30.00% | 29.40% | 30.60% | 30.90% |
Restructuring and strategic charges | $ 0 | $ 16,556,000 | $ 0 | $ 20,207,000 |
Restructuring and strategic charges, as a Percentage of Sales | 0.00% | 2.60% | 0.00% | 1.50% |
Income from operations | $ 35,459,000 | $ 37,628,000 | $ 90,333,000 | $ 88,171,000 |
Income from operations, as a Percentage of Sales | 6.10% | 5.90% | 7.80% | 6.90% |
Interest expense, net | $ (443,000) | $ (489,000) | $ (898,000) | $ (948,000) |
Interest expense, net, as a Percentage of Sales | 0.00% | (0.10%) | (0.10%) | (0.10%) |
Income before income taxes | $ 35,016,000 | $ 37,139,000 | $ 89,435,000 | $ 87,223,000 |
Income before income taxes, as a Percentage of Sales | 6.10% | 5.80% | 7.70% | 6.80% |
Income tax provision | $ 12,300,000 | $ 14,100,000 | $ 33,100,000 | $ 33,100,000 |
Income tax provision, as a Percentage of Sales | 2.20% | 2.20% | 2.90% | 2.60% |
Net income | $ 22,716,000 | $ 23,039,000 | $ 56,335,000 | $ 54,123,000 |
Net income, as a Percentage of Sales | 3.90% | 3.60% | 4.80% | 4.20% |
Per share data: | ||||
Net income per common share-basic (in dollars per share) | $ 0.18 | $ 0.17 | $ 0.44 | $ 0.41 |
Net income per common and common equivalent share–diluted (in dollars per share) | $ 0.18 | $ 0.17 | $ 0.44 | $ 0.41 |
Weighted average common shares outstanding–basic (in shares) | 125,643 | 129,215 | 125,847 | 130,406 |
Weighted average common and common equivalent shares outstanding–diluted (in shares) | 125,677 | 129,362 | 125,890 | 130,516 |
Dividends declared per share (in dollars per share) | $ 0.0825 | $ 0.08 | $ 0.2475 | $ 0.24 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 29, 2017 | Jul. 30, 2016 | Jul. 29, 2017 | Jul. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 22,716 | $ 23,039 | $ 56,335 | $ 54,123 |
Other comprehensive income: | ||||
Unrealized gains on marketable securities, net of taxes | 10 | 6 | 32 | 39 |
Foreign currency translation gains (losses) | 133 | 4 | 109 | (27) |
Comprehensive income | $ 22,859 | $ 23,049 | $ 56,476 | $ 54,135 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jul. 29, 2017 | Jan. 28, 2017 | Jul. 30, 2016 |
Current Assets: | |||
Cash and cash equivalents | $ 135,324 | $ 142,135 | $ 100,532 |
Marketable securities, at fair value | 50,878 | 50,370 | 50,612 |
Inventories | 235,167 | 232,363 | 235,636 |
Prepaid expenses and other current assets | 49,381 | 52,758 | 64,872 |
Total Current Assets | 470,750 | 477,626 | 451,652 |
Property and Equipment, net | 443,833 | 477,185 | 515,088 |
Other Assets: | |||
Goodwill | 96,774 | 96,774 | 96,774 |
Other intangible assets, net | 38,930 | 38,930 | 38,930 |
Other assets, net | 16,745 | 18,479 | 18,989 |
Total Other Assets | 152,449 | 154,183 | 154,693 |
Total Assets | 1,067,032 | 1,108,994 | 1,121,433 |
Current Liabilities: | |||
Accounts payable | 125,945 | 116,378 | 136,761 |
Current debt | 15,000 | 16,250 | 10,000 |
Other current and deferred liabilities | 123,137 | 170,232 | 151,823 |
Total Current Liabilities | 264,082 | 302,860 | 298,584 |
Noncurrent Liabilities: | |||
Long-term debt | 61,068 | 68,535 | 77,252 |
Deferred liabilities | 112,218 | 118,543 | 126,377 |
Deferred taxes | 11,222 | 9,883 | 9,377 |
Total Noncurrent Liabilities | 184,508 | 196,961 | 213,006 |
Commitments and Contingencies | |||
Shareholders’ Equity: | |||
Preferred stock | 0 | 0 | 0 |
Common stock | 1,283 | 1,288 | 1,320 |
Additional paid-in capital | 458,172 | 452,756 | 440,038 |
Treasury stock, at cost | (406,776) | (386,094) | (346,062) |
Retained earnings | 565,650 | 541,251 | 514,495 |
Accumulated other comprehensive income (loss) | 113 | (28) | 52 |
Total Shareholders’ Equity | 618,442 | 609,173 | 609,843 |
Total Liabilities and Shareholders' Equity | $ 1,067,032 | $ 1,108,994 | $ 1,121,433 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 29, 2017 | Jul. 30, 2016 | |
Cash Flows From Operating Activities: | ||
Net income | $ 56,335 | $ 54,123 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 50,012 | 55,445 |
Loss on disposal and impairment of property and equipment | 1,183 | 3,542 |
Deferred income taxes | 1,653 | (7,492) |
Stock-based compensation expense | 10,232 | 9,623 |
Deferred rent and lease credits | (9,345) | (9,523) |
Changes in assets and liabilities: | ||
Inventories | (2,804) | (1,802) |
Prepaid expenses and other current assets | 4,690 | (3,379) |
Income tax receivable | 332 | 26,087 |
Accounts payable | (903) | (3,130) |
Accrued and other liabilities | (44,076) | (1,588) |
Net cash provided by operating activities | 67,309 | 121,906 |
Cash Flows From Investing Activities: | ||
Purchases of marketable securities | (14,264) | (28,708) |
Proceeds from sale of marketable securities | 13,794 | 28,334 |
Purchases of property and equipment, net | (18,040) | (25,231) |
Net cash used in investing activities | (18,510) | (25,605) |
Cash Flows From Financing Activities: | ||
Payments on borrowings | (8,750) | (5,000) |
Proceeds from issuance of common stock | 1,095 | 1,272 |
Dividends paid | (21,467) | (21,405) |
Repurchase of common stock | (20,700) | (56,298) |
Payments of tax withholdings related to stock-based awards | (5,897) | (4,262) |
Net cash used in financing activities | (55,719) | (85,693) |
Effects of exchange rate changes on cash and cash equivalents | 109 | (27) |
Net (decrease) increase in cash and cash equivalents | (6,811) | 10,581 |
Cash and Cash Equivalents, Beginning of period | 142,135 | 89,951 |
Cash and Cash Equivalents, End of period | 135,324 | 100,532 |
Supplemental Disclosures of Cash Flow Information: | ||
Cash paid for interest | 1,203 | 1,101 |
Cash paid for income taxes, net | $ 39,553 | $ 15,507 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jul. 29, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Chico’s FAS, Inc. and its wholly-owned subsidiaries (collectively, the “Company”) have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and notes required by accounting principles generally accepted in the U.S. (“U.S. GAAP”) for complete financial statements. In the opinion of management, such interim financial statements reflect all normal, recurring adjustments considered necessary to present fairly the condensed consolidated financial position, the results of operations and cash flows for the interim periods presented. All significant intercompany balances and transactions have been eliminated in consolidation. For further information, refer to the consolidated financial statements and notes thereto for the fiscal year ended January 28, 2017 , included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 7, 2017 . As used in this report, all references to “we,” “us,” “our,” and “the Company,” refer to Chico’s FAS, Inc. and all of its wholly-owned subsidiaries. Our fiscal years end on the Saturday closest to January 31 and are designated by the calendar year in which the fiscal year commences. Operating results for the thirteen and twenty-six weeks ended July 29, 2017 are not necessarily indicative of the results that may be expected for the entire year. Adoption of New Accounting Pronouncements In the first quarter of 2017, we adopted the guidance of Accounting Standard Update (“ASU”) 2016-09, Improvements to Employee Share-Based Payment Accounting , which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The provision of ASU 2016-09 related to the recognition of excess tax benefits and deficiencies in the income statement was adopted on a prospective basis whereas the provision related to the classification in the statement of cash flows was adopted retrospectively and the prior periods were adjusted accordingly. The Company has elected to continue estimating forfeitures of share-based awards when determining compensation cost to be recognized each period. The adoption of ASU 2016-09 did not have a material impact on the accompanying condensed consolidated financial statements. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jul. 29, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In October 2016, the Financial Accounting Standards Board ("FASB") issued ASU No. 2016-16, Accounting for Income Taxes: Intra-Entity Asset Transfers of Assets Other than Inventory. ASU 2016-16 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. ASU 2016-16 requires companies to recognize the income tax effects of intercompany sales or transfers of other assets in the income statement as income tax expense (benefit) in the period the sale or transfer occurs. Additionally, companies would evaluate whether the tax effects of the intercompany sales of transfers of non-inventory assets should be included in their estimates of annual effective tax rates by using today's interim guidance on income tax accounting. ASU 2016-16 will require modified retrospective transition with a cumulative catch-up adjustment to opening retained earnings in the period of adoption, which we expect to implement in fiscal 2018. At July 29, 2017 , the Company had $6.0 million in assets related to the transfer of intra–entity asset transfers. In February 2016, the FASB issued ASU No. 2016-02, Leases , which replaces the existing guidance in Accounting Standard Codification 840, Leases. ASU 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 and should be applied on a modified retrospective basis. ASU 2016-02 requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use asset and corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the right-of-use asset and for operating leases, the lessee would recognize straight-line total rent expense. Upon adoption of the standard in fiscal 2019, we expect to record material right–of–use assets and lease liabilities on the balance sheet approximating the present value of future lease payments. In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities , under which entities will no longer be able to recognize unrealized holding gains and losses on equity securities they classify as available-for-sale in other comprehensive income but instead recognize the change in fair value in net income. The standard is effective for interim and annual reporting periods beginning after December 15, 2017. We do not anticipate adoption to have a material impact to our consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers . The update outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. ASU 2014-09 requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services. In August 2015, the FASB approved a one year deferral of the effective date, to make it effective for annual and interim reporting periods beginning after December 15, 2017. The standard allows for either a full retrospective or a modified retrospective transition method. The FASB has issued subsequent ASUs related to ASU No. 2014-09, which detail amendments to the ASU, implementation considerations, narrow-scope improvements and practical expedients. Through our evaluation of the impact of this ASU, we have identified certain changes that are expected to be made to our accounting policies, practices, systems and controls including: the timing of our recognition of advertising expenses, whereby certain expenses that are currently amortized over their expected period of future benefit will be expensed the first time the advertisement appears, and presentation of estimated merchandise returns as both an asset, equal to the inventory value net of processing costs, and a corresponding return liability, compared to the current practice of recording an estimated net return liability. The Company is also evaluating and identifying appropriate changes to internal control over financial reporting in connection with preparation for adoption of this ASU. We plan to adopt this ASU under the modified retrospective approach beginning in the first quarter of fiscal 2018 with a cumulative adjustment to retained earnings as opposed to retrospectively adjusting prior periods. We are continuing to evaluate the impact this ASU, and related amendments and interpretive guidance, will have on our consolidated financial statements. |
Restructuring and Strategic Cha
Restructuring and Strategic Charges | 6 Months Ended |
Jul. 29, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Strategic Charges | Restructuring and Strategic Charges During the fourth quarter of fiscal 2014, we initiated a restructuring program, including the acceleration of domestic store closures and an organizational realignment, to ensure that resources align with long-term growth initiatives. In fiscal 2015, in connection with the restructuring program, we completed an evaluation of the Boston Proper brand, completed the sale of the Boston Proper direct-to-consumer business, and closed its stores. During the first quarter of fiscal 2016 , we expanded our restructuring program to include components of our strategic initiatives that further align the organizational structure with long-term growth initiatives and to reduce cost of goods sold ("COGS") and selling, general and administrative expenses ("SG&A") through strategic initiatives. These strategic initiatives include realigning marketing and digital commerce, improving supply chain efficiency, reducing non-merchandise expenses, optimizing marketing spend, and transition of executive leadership. In connection with this program, during the second quarter of fiscal 2016 , we recorded pre-tax restructuring and strategic charges of $ 16.6 million , primarily related to severance charges, proxy solicitation costs and consulting fees, which are included in restructuring and strategic charges in the accompanying condensed statement of income. Effective in the third quarter of fiscal 2016, we substantially completed our restructuring program and did not record any similar charges for the twenty-six weeks ended July 29, 2017 . We have closed 124 stores in connection with our restructuring program through the second quarter of fiscal 2017 , including 20 Boston Proper stores. A summary of the pre-tax restructuring and strategic charges is presented in the table below: Thirteen Weeks Ended Twenty-Six Weeks Ended July 30, 2016 July 30, 2016 (in thousands) Impairment charges $ 1,453 $ 1,453 Continuing employee-related costs — 1,015 Severance charges 8,236 9,420 Proxy solicitation costs 4,524 5,589 Lease termination charges 127 348 Outside Services 2,234 2,234 Other charges (18 ) 148 Total restructuring and strategic charges, pre-tax $ 16,556 $ 20,207 As of July 29, 2017 , a reserve of $1.3 million related to restructuring and strategic activities was included in other current and deferred liabilities in the accompanying condensed consolidated balance sheets. A roll-forward of the reserve is presented as follows: Continuing Employee-related Costs Severance Charges Lease Termination Charges Outside Services Total (in thousands) Beginning Balance, January 28, 2017 $ 671 $ 2,413 $ 846 $ 7,299 $ 11,229 Payments (360 ) (2,151 ) (142 ) (7,299 ) (9,952 ) Ending Balance, July 29, 2017 $ 311 $ 262 $ 704 $ — $ 1,277 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jul. 29, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation For the twenty-six weeks ended July 29, 2017 and July 30, 2016 , stock-based compensation expense was $10.2 million and $9.6 million , respectively. As of July 29, 2017 , approximately 9.1 million shares remain available for future grants of equity awards under our Amended and Restated 2012 Omnibus Stock and Incentive Plan. The Amended and Restated Plan was approved by the Company’s Board of Directors on April 6, 2017 and became effective upon shareholder approval at the 2017 Annual Meeting on June 22, 2017. Restricted Stock Awards Restricted stock award activity for the twenty-six weeks ended July 29, 2017 was as follows: Number of Weighted Unvested, beginning of period 2,463,186 $ 13.87 Granted 1,324,380 13.64 Vested (971,616 ) 14.52 Forfeited (132,685 ) 14.76 Unvested, end of period 2,683,265 13.47 Performance-based Stock Units For the twenty-six weeks ended July 29, 2017 , we granted performance-based restricted stock units (“PSUs”), contingent upon the achievement of a Company-specific performance goal during fiscal 2017 . Any units earned as a result of the achievement of this goal will be settled in unvested shares of our common stock on the first anniversary of the grant date. Such unvested shares will then vest on the second and third anniversary dates. Performance-based restricted stock unit activity for the twenty-six weeks ended July 29, 2017 was as follows: Number of Weighted Unvested, beginning of period 652,248 $ 13.28 Granted 601,137 13.93 Vested (274,774 ) 13.54 Forfeited (77,628 ) 13.08 Unvested, end of period 900,983 13.65 Stock Option Awards For the twenty-six weeks ended July 29, 2017 and July 30, 2016 , we did not grant any stock options. Stock option activity for the twenty-six weeks ended July 29, 2017 was as follows: Number of Weighted Outstanding, beginning of period 577,246 $ 13.58 Granted — — Exercised (8,000 ) 10.15 Forfeited or expired (77,334 ) 19.21 Outstanding and exercisable at July 29, 2017 491,912 12.75 |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 29, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for income taxes is based on a current estimate of the annual effective tax rate and is adjusted as necessary for quarterly events. Our effective income tax rate may fluctuate from quarter to quarter as a result of a variety of factors, including changes in our assessment of certain tax contingencies, valuation allowances, changes in tax law, outcomes of administrative audits, the impact of discrete items, and the mix of earnings. For the thirteen weeks ended July 29, 2017 and July 30, 2016 , the effective tax rate was 35.1% and 38.0% , respectively. For the thirteen weeks ended July 29, 2017 , the income tax provision was $12.3 million compared to the income tax provision of $14.1 million for the thirteen weeks ended July 30, 2016 . The reduction in effective tax rate of 290 basis points primarily related to favorable federal and state settlements, partially offset by a 67 basis point charge from the adoption of the new share-based payment accounting standard (the "Standard") effective the first quarter of 2017 . For the twenty-six weeks ended July 29, 2017 and July 30, 2016 , the effective tax rate was 37.0% and 37.9% , respectively. For the twenty-six weeks ended July 29, 2017 , the income tax provision was $33.1 million compared to the income tax provision of $33.1 million for the twenty-six weeks ended July 30, 2016 . This 90 basis points reduction in the effective tax rate primarily related to favorable federal and state settlements, partially offset by a 58 basis point charge from the adoption of the Standard effective the first quarter of 2017 . |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jul. 29, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share In accordance with relevant accounting guidance, unvested share-based payment awards that include non-forfeitable rights to dividends, whether paid or unpaid, are considered participating securities. As a result, such awards are required to be included in the calculation of earnings per common share pursuant to the “two-class” method. For the Company, participating securities are comprised entirely of unvested restricted stock awards and performance-based restricted stock units (“PSUs”) that have met their relevant performance criteria. Earnings per share (“EPS”) is determined using the two-class method when it is more dilutive than the treasury stock method. Basic EPS excludes dilution and is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding during the period, including participating securities. Diluted EPS reflects the dilutive effect of potential common shares from non-participating securities such as stock options, PSUs and restricted stock units. The following table sets forth the computation of basic and diluted EPS shown on the face of the accompanying condensed consolidated statements of operations (in thousands, except per share amounts): Thirteen Weeks Ended Twenty-Six Weeks Ended July 29, 2017 July 30, 2016 July 29, 2017 July 30, 2016 Numerator Net income $ 22,716 $ 23,039 $ 56,335 $ 54,123 Net income and dividends declared allocated to participating securities (537 ) (506 ) (1,286 ) (1,155 ) Net income available to common shareholders $ 22,179 $ 22,533 $ 55,049 $ 52,968 Denominator Weighted average common shares outstanding – basic 125,643 129,215 125,847 130,406 Dilutive effect of non-participating securities 34 147 43 110 Weighted average common and common equivalent shares outstanding – diluted 125,677 129,362 125,890 130,516 Net income per share: Basic $ 0.18 $ 0.17 $ 0.44 $ 0.41 Diluted $ 0.18 $ 0.17 $ 0.44 $ 0.41 For the thirteen weeks ended July 29, 2017 and July 30, 2016 , 0.8 million and 0.8 million potential shares of common stock, respectively, were excluded from the diluted per share calculation relating to non-participating securities, because the effect of including these potential shares was antidilutive. For the twenty-six weeks ended July 29, 2017 and July 30, 2016 , 0.7 million and 0.9 million potential shares of common stock, respectively, were excluded from the diluted per share calculation relating to non-participating securities, because the effect of including these potential shares was antidilutive. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 29, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Our financial instruments consist of cash, money market accounts, marketable securities, assets held in our non-qualified deferred compensation plan, accounts receivable and payable, and debt. Cash, accounts receivable and accounts payable are carried at cost, which approximates their fair value due to the short-term nature of the instruments. Marketable securities are classified as available-for-sale and as of July 29, 2017 generally consist of corporate bonds, U.S. government agencies, municipal securities, and commercial paper with $30.5 million of securities with maturity dates within one year or less and $20.4 million with maturity dates over one year and less than two years. We consider all marketable securities available-for-sale, including those with maturity dates beyond 12 months, and therefore classify these securities within current assets on the condensed consolidated balance sheets as they are available to support current operational liquidity needs. Marketable securities are carried at fair value, with the unrealized holding gains and losses, net of income taxes, reflected in accumulated other comprehensive income until realized. For the purposes of computing realized and unrealized gains and losses, cost is determined on a specific identification basis. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. Entities are required to use a three-level hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability on the measurement date. The three levels are defined as follows: Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 — Unadjusted quoted prices in active markets for similar assets or liabilities, or; Unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or; Inputs other than quoted prices that are observable for the asset or liability Level 3 — Unobservable inputs for the asset or liability We measure certain financial assets at fair value on a recurring basis, including our marketable securities, which are classified as available-for-sale securities, certain cash equivalents, specifically our money market accounts, and assets held in our non-qualified deferred compensation plan. The money market accounts are valued based on quoted market prices in active markets. Our marketable securities are generally valued based on other observable inputs for those securities (including market corroborated pricing or other models that utilize observable inputs such as interest rates and yield curves) based on information provided by independent third party pricing entities, except for U.S. government securities which are valued based on quoted market prices in active markets. The investments in our non-qualified deferred compensation plan are valued using quoted market prices and are included in other assets on our condensed consolidated balance sheets. From time to time, we measure certain assets at fair value on a non-recurring basis, including evaluation of long-lived assets, goodwill and other intangible assets for impairment using Company-specific assumptions which would fall within Level 3 of the fair value hierarchy. We estimate the fair value of assets held for sale using market values for similar assets which would fall within Level 2 of the fair value hierarchy. To assess the fair value of long-term debt, we utilize a discounted future cash flow model using current borrowing rates for similar types of debt of comparable maturities. Fair value calculations contain significant judgments and estimates, which may differ from actual results due to, among other things, economic conditions, changes to the business model or changes in operating performance. During the quarter ended July 29, 2017 , we did not make any transfers between Level 1 and Level 2 financial instruments. Furthermore, as of July 29, 2017 , January 28, 2017 and July 30, 2016 , we did not have any Level 3 financial instruments. We conduct reviews on a quarterly basis to verify pricing, assess liquidity, and determine if significant inputs have changed that would impact the fair value hierarchy disclosure. In accordance with the provisions of the guidance, we categorized our financial instruments, which are valued on a recurring basis, based on the priority of the inputs to the valuation technique for the instruments, as follows: Fair Value Measurements at Reporting Date Using Balance as of July 29, 2017 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (in thousands) Financial Assets: Current Assets Cash equivalents: Money market accounts $ 288 $ 288 $ — $ — Marketable securities: Municipal securities 6,705 — 6,705 — U.S. government agencies 16,754 — 16,754 — Corporate bonds 20,897 — 20,897 — Commercial paper 6,522 — 6,522 — Non Current Assets Deferred compensation plan 6,487 6,487 — — Total $ 57,653 $ 6,775 $ 50,878 $ — Financial Liabilities: Long-term debt 1 $ 76,068 $ — $ 76,552 $ — Balance as of January 28, 2017 Financial Assets: Current Assets Cash equivalents: Money market accounts $ 471 $ 471 $ — $ — Marketable securities: Municipal securities 5,634 — 5,634 — U.S. government agencies 23,071 — 23,071 — Corporate bonds 15,799 — 15,799 — Commercial paper 5,866 — 5,866 — Non Current Assets Deferred compensation plan 7,523 7,523 — — Total $ 58,364 $ 7,994 $ 50,370 $ — Financial Liabilities: Long-term debt 1 $ 84,785 $ — $ 85,139 $ — Balance as of July 30, 2016 Financial Assets: Current Assets Cash equivalents: Money market accounts $ 110 $ 110 $ — $ — Marketable securities: Municipal securities 1,537 — 1,537 — U.S. government agencies 23,928 — 23,928 — Corporate bonds 21,672 — 21,672 — Commercial paper 3,475 — 3,475 — Non Current Assets Deferred compensation plan 8,401 8,401 — — Total $ 59,123 $ 8,511 $ 50,612 $ — Financial Liabilities: Long-term debt 1 $ 87,252 $ — $ 87,677 $ — 1 The carrying value of long-term debt includes the current and long-term portions and the remaining unamortized debt issuance costs. |
Debt
Debt | 6 Months Ended |
Jul. 29, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt In fiscal 2015, we entered into a credit agreement (the "Agreement") providing for a term loan of $100.0 million and a revolving credit facility of $100.0 million . The term loan and revolving credit facility mature on May 4, 2020 and accrue interest by reference, at our election, at either an adjusted eurodollar rate tied to LIBOR or an Alternate Base Rate plus an interest rate margin, as defined in the Agreement. The Agreement contains customary representations, warranties, and affirmative covenants, including the requirement to maintain certain financial ratios. The Company was in compliance with the applicable ratio requirements and other covenants at July 29, 2017 . As of July 29, 2017 , we had total available borrowing capacity of $100.0 million under our revolving credit facility. The following table provides additional detail on our outstanding debt: July 29, 2017 January 28, 2017 July 30, 2016 (in thousands) Credit Agreement, net $ 76,068 $ 84,785 $ 87,252 Less: current portion (15,000 ) (16,250 ) (10,000 ) Total long-term debt $ 61,068 $ 68,535 $ 77,252 |
Share Repurchases
Share Repurchases | 6 Months Ended |
Jul. 29, 2017 | |
Equity [Abstract] | |
Share Repurchases | Share Repurchases During the twenty-six weeks ended July 29, 2017 , under our $300 million share repurchase program announced in November 2015, we repurchased 1.9 million shares at a total cost of approximately $20.7 million , at a weighted average of $10.96 per share. As of July 29, 2017 , the Company has $142.9 million remaining for future repurchases under the program. However, we have no continuing obligation to repurchase shares under this authorization, and the timing, actual number and value of any additional shares to be purchased will depend on the performance of our stock price, market conditions and other considerations. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 29, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies In July 2015, White House Black Market, Inc. (WHBM) was named as a defendant in Altman v. White House Black Market, Inc., a putative class action filed in the United States District Court for the Northern District of Georgia. The complaint alleges that WHBM, in violation of federal law, willfully published more than the last five digits of a credit or debit card number on customers' point-of-sale receipts. Plaintiff seeks an award of statutory damages of $100 to $1,000 for each alleged willful violation of the law, as well as attorneys’ fees, costs and punitive damages. The Company denies the material allegations of the complaint and believes the case is without merit. The Court denied the Company’s motion to dismiss on July 13, 2016, and the parties have engaged in extensive discovery since then. Plaintiff filed a motion for class certification in May 2017, which WHBM opposed in a brief filed in June 2017. The Company will continue to vigorously defend the matter, including a planned motion for summary judgment to dismiss all claims. At this time, the Company is unable to reasonably estimate the potential loss or range of loss, if any, related to the lawsuit because there are a number of unknown facts and unresolved legal issues that may impact the amount of any potential liability, including, without limitation, (a) whether the action will be permitted to proceed as a class, (b) if a class is certified, the resolution of certain disputed statutory interpretation issues that may impact the size of the putative class and (c) whether or not the plaintiff is entitled to statutory damages. No assurance can be given that these issues will be resolved in the Company’s favor or that the Company will be successful in its defense on the merits or otherwise. If the case were to proceed as a class action and the Company were to be unsuccessful in its defense on the merits, the ultimate resolution of the case could have a material adverse effect on the Company’s consolidated financial condition or results of operations. In June 2015, the Company was named as a defendant in Ackerman v. Chico’s FAS, Inc., a putative representative Private Attorney General action filed in the Superior Court of California, County of Los Angeles. The complaint alleged numerous violations of California law related to wages, meal periods, rest periods, wage statements and failure to reimburse business expenses, among other things. Plaintiff subsequently amended her complaint to make the same allegations on a class action basis. The parties entered into a settlement agreement, and the Court issued final approval and entry of judgment on June 5, 2017. The settlement did not have a material adverse effect on the Company’s consolidated financial condition or results of operations. In July 2016, the Company was named as a defendant in Calleros v. Chico’s FAS, Inc., a putative class action filed in the Superior Court of California, County of Santa Barbara. Plaintiff alleged that the Company failed to comply with California law requiring it to provide consumers cash for gift cards with a stored value of less than $10.00. Following voluntary mediation of the matter in November of 2016, the parties entered into a settlement agreement, which was approved by the court on July 25, 2017. The settlement will not have a material adverse effect on the Company’s consolidated financial condition or results of operations. Other than as noted above, we are not currently a party to any legal proceedings other than claims and lawsuits arising in the normal course of business. All such matters are subject to uncertainties and outcomes may not be predictable. Consequently, the ultimate aggregate amounts of monetary liability or financial impact with respect to these matters as of July 29, 2017 are not estimable. However, while such matters could affect our consolidated operating results when resolved in future periods, management believes that upon final disposition, any monetary liability or financial impact to us would not be material to our annual consolidated financial statements. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jul. 29, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Chico’s FAS, Inc. and its wholly-owned subsidiaries (collectively, the “Company”) have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and notes required by accounting principles generally accepted in the U.S. (“U.S. GAAP”) for complete financial statements. In the opinion of management, such interim financial statements reflect all normal, recurring adjustments considered necessary to present fairly the condensed consolidated financial position, the results of operations and cash flows for the interim periods presented. All significant intercompany balances and transactions have been eliminated in consolidation. |
New Accounting Pronouncements | Adoption of New Accounting Pronouncements In the first quarter of 2017, we adopted the guidance of Accounting Standard Update (“ASU”) 2016-09, Improvements to Employee Share-Based Payment Accounting , which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The provision of ASU 2016-09 related to the recognition of excess tax benefits and deficiencies in the income statement was adopted on a prospective basis whereas the provision related to the classification in the statement of cash flows was adopted retrospectively and the prior periods were adjusted accordingly. The Company has elected to continue estimating forfeitures of share-based awards when determining compensation cost to be recognized each period. The adoption of ASU 2016-09 did not have a material impact on the accompanying condensed consolidated financial statements. New Accounting Pronouncements In October 2016, the Financial Accounting Standards Board ("FASB") issued ASU No. 2016-16, Accounting for Income Taxes: Intra-Entity Asset Transfers of Assets Other than Inventory. ASU 2016-16 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. ASU 2016-16 requires companies to recognize the income tax effects of intercompany sales or transfers of other assets in the income statement as income tax expense (benefit) in the period the sale or transfer occurs. Additionally, companies would evaluate whether the tax effects of the intercompany sales of transfers of non-inventory assets should be included in their estimates of annual effective tax rates by using today's interim guidance on income tax accounting. ASU 2016-16 will require modified retrospective transition with a cumulative catch-up adjustment to opening retained earnings in the period of adoption, which we expect to implement in fiscal 2018. At July 29, 2017 , the Company had $6.0 million in assets related to the transfer of intra–entity asset transfers. In February 2016, the FASB issued ASU No. 2016-02, Leases , which replaces the existing guidance in Accounting Standard Codification 840, Leases. ASU 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 and should be applied on a modified retrospective basis. ASU 2016-02 requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use asset and corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the right-of-use asset and for operating leases, the lessee would recognize straight-line total rent expense. Upon adoption of the standard in fiscal 2019, we expect to record material right–of–use assets and lease liabilities on the balance sheet approximating the present value of future lease payments. In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities , under which entities will no longer be able to recognize unrealized holding gains and losses on equity securities they classify as available-for-sale in other comprehensive income but instead recognize the change in fair value in net income. The standard is effective for interim and annual reporting periods beginning after December 15, 2017. We do not anticipate adoption to have a material impact to our consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers . The update outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. ASU 2014-09 requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services. In August 2015, the FASB approved a one year deferral of the effective date, to make it effective for annual and interim reporting periods beginning after December 15, 2017. The standard allows for either a full retrospective or a modified retrospective transition method. The FASB has issued subsequent ASUs related to ASU No. 2014-09, which detail amendments to the ASU, implementation considerations, narrow-scope improvements and practical expedients. Through our evaluation of the impact of this ASU, we have identified certain changes that are expected to be made to our accounting policies, practices, systems and controls including: the timing of our recognition of advertising expenses, whereby certain expenses that are currently amortized over their expected period of future benefit will be expensed the first time the advertisement appears, and presentation of estimated merchandise returns as both an asset, equal to the inventory value net of processing costs, and a corresponding return liability, compared to the current practice of recording an estimated net return liability. The Company is also evaluating and identifying appropriate changes to internal control over financial reporting in connection with preparation for adoption of this ASU. We plan to adopt this ASU under the modified retrospective approach beginning in the first quarter of fiscal 2018 with a cumulative adjustment to retained earnings as opposed to retrospectively adjusting prior periods. We are continuing to evaluate the impact this ASU, and related amendments and interpretive guidance, will have on our consolidated financial statements. |
Fair Value Measurements | Fair Value Measurements Our financial instruments consist of cash, money market accounts, marketable securities, assets held in our non-qualified deferred compensation plan, accounts receivable and payable, and debt. Cash, accounts receivable and accounts payable are carried at cost, which approximates their fair value due to the short-term nature of the instruments. |
Restructuring and Strategic C17
Restructuring and Strategic Charges (Tables) | 6 Months Ended |
Jul. 29, 2017 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring and Strategic Charges | A summary of the pre-tax restructuring and strategic charges is presented in the table below: Thirteen Weeks Ended Twenty-Six Weeks Ended July 30, 2016 July 30, 2016 (in thousands) Impairment charges $ 1,453 $ 1,453 Continuing employee-related costs — 1,015 Severance charges 8,236 9,420 Proxy solicitation costs 4,524 5,589 Lease termination charges 127 348 Outside Services 2,234 2,234 Other charges (18 ) 148 Total restructuring and strategic charges, pre-tax $ 16,556 $ 20,207 |
Schedule of Reserve Rollforward | A roll-forward of the reserve is presented as follows: Continuing Employee-related Costs Severance Charges Lease Termination Charges Outside Services Total (in thousands) Beginning Balance, January 28, 2017 $ 671 $ 2,413 $ 846 $ 7,299 $ 11,229 Payments (360 ) (2,151 ) (142 ) (7,299 ) (9,952 ) Ending Balance, July 29, 2017 $ 311 $ 262 $ 704 $ — $ 1,277 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jul. 29, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Restricted Stock Activity | Restricted stock award activity for the twenty-six weeks ended July 29, 2017 was as follows: Number of Weighted Unvested, beginning of period 2,463,186 $ 13.87 Granted 1,324,380 13.64 Vested (971,616 ) 14.52 Forfeited (132,685 ) 14.76 Unvested, end of period 2,683,265 13.47 |
Schedule of Performance-Based Restricted Stock Unit Activity | Performance-based restricted stock unit activity for the twenty-six weeks ended July 29, 2017 was as follows: Number of Weighted Unvested, beginning of period 652,248 $ 13.28 Granted 601,137 13.93 Vested (274,774 ) 13.54 Forfeited (77,628 ) 13.08 Unvested, end of period 900,983 13.65 |
Summary of Stock Option Activity | Stock option activity for the twenty-six weeks ended July 29, 2017 was as follows: Number of Weighted Outstanding, beginning of period 577,246 $ 13.58 Granted — — Exercised (8,000 ) 10.15 Forfeited or expired (77,334 ) 19.21 Outstanding and exercisable at July 29, 2017 491,912 12.75 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jul. 29, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted EPS shown on the face of the accompanying condensed consolidated statements of operations (in thousands, except per share amounts): Thirteen Weeks Ended Twenty-Six Weeks Ended July 29, 2017 July 30, 2016 July 29, 2017 July 30, 2016 Numerator Net income $ 22,716 $ 23,039 $ 56,335 $ 54,123 Net income and dividends declared allocated to participating securities (537 ) (506 ) (1,286 ) (1,155 ) Net income available to common shareholders $ 22,179 $ 22,533 $ 55,049 $ 52,968 Denominator Weighted average common shares outstanding – basic 125,643 129,215 125,847 130,406 Dilutive effect of non-participating securities 34 147 43 110 Weighted average common and common equivalent shares outstanding – diluted 125,677 129,362 125,890 130,516 Net income per share: Basic $ 0.18 $ 0.17 $ 0.44 $ 0.41 Diluted $ 0.18 $ 0.17 $ 0.44 $ 0.41 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 29, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets Valued on a Recurring Basis | In accordance with the provisions of the guidance, we categorized our financial instruments, which are valued on a recurring basis, based on the priority of the inputs to the valuation technique for the instruments, as follows: Fair Value Measurements at Reporting Date Using Balance as of July 29, 2017 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (in thousands) Financial Assets: Current Assets Cash equivalents: Money market accounts $ 288 $ 288 $ — $ — Marketable securities: Municipal securities 6,705 — 6,705 — U.S. government agencies 16,754 — 16,754 — Corporate bonds 20,897 — 20,897 — Commercial paper 6,522 — 6,522 — Non Current Assets Deferred compensation plan 6,487 6,487 — — Total $ 57,653 $ 6,775 $ 50,878 $ — Financial Liabilities: Long-term debt 1 $ 76,068 $ — $ 76,552 $ — Balance as of January 28, 2017 Financial Assets: Current Assets Cash equivalents: Money market accounts $ 471 $ 471 $ — $ — Marketable securities: Municipal securities 5,634 — 5,634 — U.S. government agencies 23,071 — 23,071 — Corporate bonds 15,799 — 15,799 — Commercial paper 5,866 — 5,866 — Non Current Assets Deferred compensation plan 7,523 7,523 — — Total $ 58,364 $ 7,994 $ 50,370 $ — Financial Liabilities: Long-term debt 1 $ 84,785 $ — $ 85,139 $ — Balance as of July 30, 2016 Financial Assets: Current Assets Cash equivalents: Money market accounts $ 110 $ 110 $ — $ — Marketable securities: Municipal securities 1,537 — 1,537 — U.S. government agencies 23,928 — 23,928 — Corporate bonds 21,672 — 21,672 — Commercial paper 3,475 — 3,475 — Non Current Assets Deferred compensation plan 8,401 8,401 — — Total $ 59,123 $ 8,511 $ 50,612 $ — Financial Liabilities: Long-term debt 1 $ 87,252 $ — $ 87,677 $ — 1 The carrying value of long-term debt includes the current and long-term portions and the remaining unamortized debt issuance costs. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jul. 29, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | The following table provides additional detail on our outstanding debt: July 29, 2017 January 28, 2017 July 30, 2016 (in thousands) Credit Agreement, net $ 76,068 $ 84,785 $ 87,252 Less: current portion (15,000 ) (16,250 ) (10,000 ) Total long-term debt $ 61,068 $ 68,535 $ 77,252 |
New Accounting Pronouncements (
New Accounting Pronouncements (Details) $ in Millions | Jul. 29, 2017USD ($) |
Accounting Standards Update 2016-16 | |
Item Effected [Line Items] | |
Intra-entity assets transfered | $ 6 |
Restructuring and Strategic C23
Restructuring and Strategic Charges - Additional Information (Details) | 3 Months Ended | 6 Months Ended | 33 Months Ended | |||
Jul. 29, 2017USD ($) | Jul. 30, 2016USD ($) | Jul. 29, 2017USD ($) | Jul. 30, 2016USD ($) | Jul. 29, 2017USD ($)store | Jan. 28, 2017USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||||
Total restructuring and strategic charges, pre-tax | $ | $ 0 | $ 16,556,000 | $ 0 | $ 20,207,000 | ||
Number of store closures | store | 124 | |||||
Reserve related to restructuring and strategic activities | $ | $ 1,277,000 | $ 1,277,000 | $ 1,277,000 | $ 11,229,000 | ||
Boston Proper | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Number of store closures | store | 20 |
Restructuring and Strategic C24
Restructuring and Strategic Charges - Summary of Restructuring and Strategic Charges (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 29, 2017 | Jul. 30, 2016 | Jul. 29, 2017 | Jul. 30, 2016 | |
Restructuring Cost and Reserve [Line Items] | ||||
Impairment charges | $ 1,453,000 | $ 1,453,000 | ||
Total restructuring and strategic charges, pre-tax | $ 0 | 16,556,000 | $ 0 | 20,207,000 |
Continuing employee-related costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and strategic charges, pre-tax | 0 | 1,015,000 | ||
Severance charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and strategic charges, pre-tax | 8,236,000 | 9,420,000 | ||
Proxy solicitation costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and strategic charges, pre-tax | 4,524,000 | 5,589,000 | ||
Lease termination charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and strategic charges, pre-tax | 127,000 | 348,000 | ||
Outside Services | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and strategic charges, pre-tax | 2,234,000 | 2,234,000 | ||
Other charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and strategic charges, pre-tax | $ (18,000) | $ 148,000 |
Restructuring and Strategic C25
Restructuring and Strategic Charges - Schedule of Reserve Rollforward (Details) $ in Thousands | 6 Months Ended |
Jul. 29, 2017USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance, January 28, 2017 | $ 11,229 |
Payments | (9,952) |
Ending Balance, July 29, 2017 | 1,277 |
Continuing employee-related costs | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance, January 28, 2017 | 671 |
Payments | (360) |
Ending Balance, July 29, 2017 | 311 |
Severance charges | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance, January 28, 2017 | 2,413 |
Payments | (2,151) |
Ending Balance, July 29, 2017 | 262 |
Lease termination charges | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance, January 28, 2017 | 846 |
Payments | (142) |
Ending Balance, July 29, 2017 | 704 |
Outside Services & Other | |
Restructuring Reserve [Roll Forward] | |
Beginning Balance, January 28, 2017 | 7,299 |
Payments | (7,299) |
Ending Balance, July 29, 2017 | $ 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 29, 2017 | Jul. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Compensation expense related to stock-based awards | $ 10,232 | $ 9,623 |
Number of shares available for future grants (in shares) | 9,100,000 | |
Number of stock options granted (in shares) | 0 | 0 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Restricted Stock Awards and PSU Activity (Details) | 6 Months Ended |
Jul. 29, 2017$ / sharesshares | |
Restricted Stock Awards | |
Number of Shares | |
Unvested, beginning of period, Number of Shares (in shares) | shares | 2,463,186 |
Granted, Number of Shares (in shares) | shares | 1,324,380 |
Vested, Number of Shares (in shares) | shares | (971,616) |
Forfeited, Number of Shares (in shares) | shares | (132,685) |
Unvested, end of period, Number of Shares (in shares) | shares | 2,683,265 |
Weighted Average Grant Date Fair Value | |
Unvested, beginning of period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 13.87 |
Granted, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | 13.64 |
Vested, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | 14.52 |
Forfeited, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | 14.76 |
Unvested, end of period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 13.47 |
Performance-Based Stock Units | |
Number of Shares | |
Unvested, beginning of period, Number of Shares (in shares) | shares | 652,248 |
Granted, Number of Shares (in shares) | shares | 601,137 |
Vested, Number of Shares (in shares) | shares | (274,774) |
Forfeited, Number of Shares (in shares) | shares | (77,628) |
Unvested, end of period, Number of Shares (in shares) | shares | 900,983 |
Weighted Average Grant Date Fair Value | |
Unvested, beginning of period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 13.28 |
Granted, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | 13.93 |
Vested, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | 13.54 |
Forfeited, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | 13.08 |
Unvested, end of period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 13.65 |
Stock-Based Compensation - Su28
Stock-Based Compensation - Summary of Stock Option Activity (Details) - $ / shares | 6 Months Ended | |
Jul. 29, 2017 | Jul. 30, 2016 | |
Number of Shares | ||
Outstanding at beginning of period, Number of Shares (in shares) | 577,246 | |
Granted, Number of Shares (in shares) | 0 | 0 |
Exercised, Number of Shares (in shares) | (8,000) | |
Forfeited or expired, Number of Shares (in shares) | (77,334) | |
Outstanding at end of period, Number of Shares (in shares) | 491,912 | |
Exercisable at end of period, Number of Shares (in shares) | 491,912 | |
Weighted Average Exercise Price | ||
Outstanding at beginning of period, Weighted Average Exercise Price (in dollars per share) | $ 13.58 | |
Granted, Weighted Average Exercise Price (in dollars per share) | 0 | |
Exercised, Weighted Average Exercise Price (in dollars per share) | 10.15 | |
Forfeited or expired, Weighted Average Exercise Price (in dollars per share) | 19.21 | |
Outstanding at end of period, Weighted Average Exercise Price (in dollars per share) | 12.75 | |
Exercisable at end of period, Weighted Average Exercise Price (in dollars per share) | $ 12.75 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 29, 2017 | Jul. 30, 2016 | Jul. 29, 2017 | Jul. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 35.10% | 38.00% | 37.00% | 37.90% |
Income tax provision (benefit) | $ 12,300 | $ 14,100 | $ 33,100 | $ 33,100 |
Effective tax rate reduction | 2.90% | 0.90% | ||
Change in effective rate due to adoption of ASU 2016-09 | 0.67% | 0.58% |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 29, 2017 | Jul. 30, 2016 | Jul. 29, 2017 | Jul. 30, 2016 | |
Numerator | ||||
Net income | $ 22,716 | $ 23,039 | $ 56,335 | $ 54,123 |
Net income and dividends declared allocated to participating securities | (537) | (506) | (1,286) | (1,155) |
Net income available to common shareholders | $ 22,179 | $ 22,533 | $ 55,049 | $ 52,968 |
Denominator | ||||
Weighted average common shares outstanding – basic (in shares) | 125,643 | 129,215 | 125,847 | 130,406 |
Dilutive effect of non-participating securities (in shares) | 34 | 147 | 43 | 110 |
Weighted average common and common equivalent shares outstanding – diluted (in shares) | 125,677 | 129,362 | 125,890 | 130,516 |
Net income per share: | ||||
Basic (in dollars per share) | $ 0.18 | $ 0.17 | $ 0.44 | $ 0.41 |
Diluted (in dollars per share) | $ 0.18 | $ 0.17 | $ 0.44 | $ 0.41 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 29, 2017 | Jul. 30, 2016 | Jul. 29, 2017 | Jul. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Number of antidilutive securities (in shares) | 0.8 | 0.8 | 0.7 | 0.9 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) $ in Millions | Jul. 29, 2017USD ($) |
Fair Value Disclosures [Abstract] | |
Securities with maturity dates within one year or less | $ 30.5 |
Securities with maturity dates over one year and less than two years | $ 20.4 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets Valued on a Recurring Basis (Details) - USD ($) $ in Thousands | Jul. 29, 2017 | Jan. 28, 2017 | Jul. 30, 2016 |
Non Current Assets | |||
Deferred compensation plan | $ 6,487 | $ 7,523 | $ 8,401 |
Total assets | 57,653 | 58,364 | 59,123 |
Financial Liabilities | |||
Long-term debt | 76,068 | 84,785 | 87,252 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Non Current Assets | |||
Deferred compensation plan | 6,487 | 7,523 | 8,401 |
Total assets | 6,775 | 7,994 | 8,511 |
Financial Liabilities | |||
Long-term debt | 0 | 0 | 0 |
Significant Other Observable Inputs (Level 2) | |||
Non Current Assets | |||
Deferred compensation plan | 0 | 0 | 0 |
Total assets | 50,878 | 50,370 | 50,612 |
Financial Liabilities | |||
Long-term debt | 76,552 | 85,139 | 87,677 |
Significant Unobservable Inputs (Level 3) | |||
Non Current Assets | |||
Deferred compensation plan | 0 | 0 | 0 |
Total assets | 0 | 0 | 0 |
Financial Liabilities | |||
Long-term debt | 0 | 0 | 0 |
Municipal securities | |||
Current Assets | |||
Marketable securities | 6,705 | 5,634 | 1,537 |
Municipal securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Current Assets | |||
Marketable securities | 0 | 0 | 0 |
Municipal securities | Significant Other Observable Inputs (Level 2) | |||
Current Assets | |||
Marketable securities | 6,705 | 5,634 | 1,537 |
Municipal securities | Significant Unobservable Inputs (Level 3) | |||
Current Assets | |||
Marketable securities | 0 | 0 | 0 |
U.S. government agencies | |||
Current Assets | |||
Marketable securities | 16,754 | 23,071 | 23,928 |
U.S. government agencies | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Current Assets | |||
Marketable securities | 0 | 0 | 0 |
U.S. government agencies | Significant Other Observable Inputs (Level 2) | |||
Current Assets | |||
Marketable securities | 16,754 | 23,071 | 23,928 |
U.S. government agencies | Significant Unobservable Inputs (Level 3) | |||
Current Assets | |||
Marketable securities | 0 | 0 | 0 |
Corporate bonds | |||
Current Assets | |||
Marketable securities | 20,897 | 15,799 | 21,672 |
Corporate bonds | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Current Assets | |||
Marketable securities | 0 | 0 | 0 |
Corporate bonds | Significant Other Observable Inputs (Level 2) | |||
Current Assets | |||
Marketable securities | 20,897 | 15,799 | 21,672 |
Corporate bonds | Significant Unobservable Inputs (Level 3) | |||
Current Assets | |||
Marketable securities | 0 | 0 | 0 |
Commercial paper | |||
Current Assets | |||
Marketable securities | 6,522 | 5,866 | 3,475 |
Commercial paper | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Current Assets | |||
Marketable securities | 0 | 0 | 0 |
Commercial paper | Significant Other Observable Inputs (Level 2) | |||
Current Assets | |||
Marketable securities | 6,522 | 5,866 | 3,475 |
Commercial paper | Significant Unobservable Inputs (Level 3) | |||
Current Assets | |||
Marketable securities | 0 | 0 | 0 |
Money market accounts | |||
Current Assets | |||
Cash equivalents | 288 | 471 | 110 |
Money market accounts | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Current Assets | |||
Cash equivalents | 288 | 471 | 110 |
Money market accounts | Significant Other Observable Inputs (Level 2) | |||
Current Assets | |||
Cash equivalents | 0 | 0 | 0 |
Money market accounts | Significant Unobservable Inputs (Level 3) | |||
Current Assets | |||
Cash equivalents | $ 0 | $ 0 | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Jul. 29, 2017 | Jan. 30, 2016 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Face amount | $ 100,000,000 | |
Line of Credit | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Borrowing capacity | $ 100,000,000 | $ 100,000,000 |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Debt (Details) - USD ($) $ in Thousands | Jul. 29, 2017 | Jan. 28, 2017 | Jul. 30, 2016 |
Debt Disclosure [Abstract] | |||
Credit Agreement, net | $ 76,068 | $ 84,785 | $ 87,252 |
Less: current portion | (15,000) | (16,250) | (10,000) |
Total long-term debt | $ 61,068 | $ 68,535 | $ 77,252 |
Share Repurchases (Details)
Share Repurchases (Details) $ / shares in Units, shares in Millions | 6 Months Ended |
Jul. 29, 2017USD ($)$ / sharesshares | |
Equity [Abstract] | |
Authorized share repurchase amount | $ 300,000,000 |
Stock repurchased during period (in shares) | shares | 1.9 |
Stock repurchased during period | $ 20,700,000 |
Stock repurchased during period, average cost per share (in dollars per share) | $ / shares | $ 10.96 |
Amount remaining under stock repurchase program | $ 142,900,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Altman v. White House Black Market, Inc. - Pending Litigation | 1 Months Ended |
Jul. 31, 2015USD ($) | |
Minimum | |
Loss Contingencies [Line Items] | |
Damages sought by plaintiff | $ 100 |
Maximum | |
Loss Contingencies [Line Items] | |
Damages sought by plaintiff | $ 1,000 |