Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Aug. 04, 2018 | Aug. 24, 2018 | |
Class of Stock [Line Items] | ||
Entity Registrant Name | DSW Inc. | |
Entity Central Index Key | 1,319,947 | |
Current Fiscal Year End Date | --02-02 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Aug. 4, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Class A Common Shares | ||
Class of Stock [Line Items] | ||
Entity Common Stock, Shares Outstanding | 72,561,022 | |
Class B Common Shares | ||
Class of Stock [Line Items] | ||
Entity Common Stock, Shares Outstanding | 7,732,786 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 04, 2018 | Jul. 29, 2017 | Aug. 04, 2018 | Jul. 29, 2017 | |
Net sales | $ 795,268 | $ 683,012 | $ 1,507,370 | $ 1,375,050 |
Operating expenses | (195,026) | (152,554) | (363,166) | (309,122) |
Impairment charges | (36,240) | 0 | (36,240) | 0 |
Change in fair value of contingent consideration liability | 0 | (1,168) | 0 | (2,252) |
Operating profit | 24,469 | 46,866 | 62,939 | 87,518 |
Interest income, net | 805 | 661 | 1,469 | 1,222 |
Non-operating expenses, net | (47,349) | (679) | (49,486) | (2,183) |
Income (loss) before income taxes and income (loss) from equity investment | (22,075) | 46,848 | 14,922 | 86,557 |
Income tax provision | (16,281) | (18,390) | (27,671) | (33,975) |
Income (loss) from equity investment | 0 | 219 | (1,310) | (1,087) |
Net income (loss) | $ (38,356) | $ 28,677 | $ (14,059) | $ 51,495 |
Basic and diluted earnings (loss) per share: | ||||
Basic earnings per share (USD per share) | $ (0.48) | $ 0.36 | $ (0.18) | $ 0.64 |
Diluted earnings per share (USD per share) | $ (0.48) | $ 0.36 | $ (0.18) | $ 0.64 |
Weighted average shares used in per share calculations: | ||||
Weighted average shares outstanding - Basic shares | 80,265 | 80,317 | 80,187 | 80,267 |
Diluted shares (in shares) | 80,265 | 80,714 | 80,187 | 80,729 |
Product | ||||
Net sales | $ 793,735 | $ 681,721 | $ 1,504,172 | $ 1,372,540 |
Cost of sales | (539,240) | (482,424) | (1,044,452) | (976,158) |
Franchise and other | ||||
Net sales | 1,533 | 1,291 | 3,198 | 2,510 |
Cost of sales | $ (293) | $ 0 | $ (573) | $ 0 |
Condensed Consolidated Comprehe
Condensed Consolidated Comprehensive Income Statement - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 04, 2018 | Jul. 29, 2017 | Aug. 04, 2018 | Jul. 29, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (38,356) | $ 28,677 | $ (14,059) | $ 51,495 |
Foreign currency translation gain (loss) | (1,365) | 10,657 | (6,050) | 6,537 |
Unrealized net gain (loss) on debt securities | 27 | (23) | (317) | 33 |
Reclassification adjustment for net losses realized in net income (loss) | 12,260 | 527 | 14,165 | 2,107 |
Total other comprehensive income, net of income taxes | 10,922 | 11,161 | 7,798 | 8,677 |
Total comprehensive income (loss) | $ (27,434) | $ 39,838 | $ (6,261) | $ 60,172 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Aug. 04, 2018 | Feb. 03, 2018 | Jul. 29, 2017 |
ASSETS | |||
Cash and cash equivalents | $ 215,996 | $ 175,932 | $ 89,305 |
Investments | 73,119 | 124,605 | 182,062 |
Accounts receivable | 17,259 | 17,532 | 16,596 |
Accounts receivable from related parties | 0 | 1,704 | 1,146 |
Inventories | 596,956 | 501,903 | 527,305 |
Prepaid expenses and other current assets | 73,763 | 49,197 | 45,529 |
Total current assets | 977,093 | 870,873 | 861,943 |
Property and equipment, net | 387,621 | 355,199 | 364,552 |
Goodwill | 25,899 | 25,899 | 79,689 |
Intangible assets | 20,285 | 135 | 33,065 |
Deferred income taxes | 14,235 | 27,711 | 18,792 |
Equity investment in TSL | 0 | 6,096 | 10,350 |
Notes receivable from TSL | 0 | 115,895 | 60,094 |
Other assets | 19,883 | 19,709 | 18,144 |
Total assets | 1,445,016 | 1,421,517 | 1,446,629 |
LIABILITIES AND SHAREHOLDERS' EQUITY | |||
Accounts payable | 228,921 | 178,449 | 164,659 |
Accounts payable to related parties | 519 | 859 | 718 |
Accrued expenses | 145,776 | 148,226 | 124,343 |
Total current liabilities | 375,216 | 327,534 | 289,720 |
Non-current liabilities | 150,316 | 138,732 | 142,499 |
Contingent consideration liability | 0 | 0 | 36,456 |
Total liabilities | 525,532 | 466,266 | 468,675 |
Commitments and contingencies | |||
Shareholders' equity: | |||
Common shares paid-in capital, no par value | 971,653 | 961,245 | 953,868 |
Treasury shares, at cost | (325,906) | (325,906) | (316,531) |
Retained earnings | 301,006 | 354,979 | 370,874 |
Basis difference related to acquisition of commonly controlled entity | (24,993) | (24,993) | (24,993) |
Accumulated other comprehensive loss | (2,276) | (10,074) | (5,264) |
Total shareholders' equity | 919,484 | 955,251 | 977,954 |
Total liabilities and shareholders' equity | $ 1,445,016 | $ 1,421,517 | $ 1,446,629 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Aug. 04, 2018 | Jul. 29, 2017 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (14,059) | $ 51,495 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 38,429 | 42,286 |
Stock-based compensation expense | 9,698 | 7,851 |
Deferred income taxes | 13,526 | (3,838) |
Loss from equity investment | 1,310 | 1,087 |
Loss on previously held equity investment in TSL and notes receivable from TSL | 33,988 | 0 |
Impairment charges | 36,240 | 0 |
Lease exit charges | 3,910 | 0 |
Change in fair value of contingent consideration liability | 0 | 2,252 |
Loss on foreign currency reclassified from accumulated other comprehensive loss | 13,963 | 2,161 |
Change in operating assets and liabilities, net of acquired amounts: | ||
Accounts receivable | 3,767 | 1,264 |
Inventories | (37,308) | (27,310) |
Prepaid expenses and other current assets | (23,257) | (6,730) |
Accounts payable | 26,219 | (18,949) |
Accrued expenses | (7,960) | (10,269) |
Other | 8,106 | 3,337 |
Net cash provided by operating activities | 106,572 | 44,637 |
Cash flows from investing activities: | ||
Cash paid for property and equipment | (32,103) | (28,139) |
Purchases of available-for-sale investments | (16,735) | (83,872) |
Sales of available-for-sale investments | 67,280 | 82,436 |
Additional borrowings by TSL | (15,989) | (5,689) |
Acquisition of TSL, net of cash acquired | (28,152) | 0 |
Net cash used in investing activities | (25,699) | (35,264) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 1,492 | 358 |
Net Change In Vendor Payment Program | (1,671) | 847 |
Cash paid for income taxes for stock-based compensation shares withheld | (979) | (692) |
Dividends paid | (39,910) | (31,969) |
Other | (41) | 0 |
Net cash used in financing activities | (41,109) | (31,456) |
Effect of exchange rate changes on cash balances | 300 | 0 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 40,064 | (22,083) |
Cash, cash equivalents, and restricted cash, beginning of period | 175,932 | 115,311 |
Cash, cash equivalents, and restricted cash, end of period | 215,996 | 93,228 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes | 28,135 | 46,092 |
Non-cash operating, investing and financing activities: | ||
Property and equipment purchases not yet paid | $ 8,390 | $ 5,711 |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Aug. 04, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | SIGNIFICANT ACCOUNTING POLICIES Business Operations- DSW Inc., together with its wholly-owned subsidiaries, is the destination for on-trend footwear and accessories brands at a great value every single day. We offer a wide assortment of brand name dress, casual and athletic footwear and accessories for women, men and kids in stores and on e-commerce platforms. On May 10, 2018 , we acquired the remaining interest in Town Shoes Limited ("TSL") that we did not previously own. Beginning with our second quarter of fiscal 2018, TSL ceased being accounted for under the equity method of accounting and was accounted for as a consolidated wholly-owned subsidiary. TSL is a retailer of branded footwear in Canada, primarily under The Shoe Company, Shoe Warehouse, and DSW Designer Shoe Warehouse banners, as well as an e-commerce site. Subsequent to the acquisition, as part of our strategic review, we decided to exit TSL's Town Shoes banner with plans to close its 38 locations by the end of fiscal 2018 or early fiscal 2019. As a result of this acquisition, we now present two reportable segments: the U.S. Retail segment, which was previously presented as the DSW segment, and the Canada Retail segment. Our Affiliated Business Group ("ABG") partners with other retailers to help build and optimize their in-store and online footwear businesses by leveraging our sourcing network to produce a merchandise assortment that meets their needs. ABG currently provides service to Stein Mart stores, Steinmart.com, and a Frugal Fannie's store through ongoing supply arrangements. During fiscal 2017, Gordmans (a previous ABG partner) filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code and announced a plan to close its stores. Stage Stores, Inc. acquired 58 Gordmans' stores and we provided services for these stores through the end of fiscal 2017 to support their transition. On March 4, 2016, we acquired Ebuys, Inc. ("Ebuys"), an off price footwear and accessories retailer operating in digital marketplaces. Due to recurring operating losses incurred by Ebuys since its acquisition, as well as increased competitive pressures in the digital marketplaces, during the fourth quarter of fiscal 2017, we decided to exit the business and ended all operations in the first quarter of fiscal 2018. On August 2, 2016, we signed an agreement with the Apparel Group as an exclusive franchise partner in the Gulf Coast region of the Middle East. Under this franchise agreement, three franchise stores in this region are in operation. Basis of Presentation- The accompanying unaudited, condensed consolidated financial statements have been prepared by management in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, we do not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. All such adjustments are of a normal recurring nature. The condensed consolidated financial position, results of operations and cash flows for these interim periods are not necessarily indicative of the results that may be expected in future periods. The balance sheet at February 3, 2018 has been derived from the audited financial statements at that date, as restated for the adoption of the new accounting standard for revenue recognition (refer to Note 3 , Revenue ). The financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2018 , filed with the U.S. Securities and Exchange Commission (the "SEC") on March 23, 2018. Fiscal Year- Our fiscal year ends on the Saturday nearest to January 31. References to a fiscal year refer to the calendar year in which the fiscal year begins. Accounting Policies - The complete summary of significant accounting policies is included in the notes to the consolidated financial statements as presented in our Annual Report on Form 10-K for the fiscal year ended February 3, 2018 . Principles of Consolidation- The consolidated financial statements include the accounts of DSW Inc. and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. All amounts are in United States dollars ("USD"), unless otherwise noted. Use of Estimates- The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Significant estimates are required as a part of sales returns, depreciation and amortization, valuation of inventories, gift card breakage income, deferred revenue associated with loyalty programs, impairments of long-lived assets, intangibles and goodwill, legal reserves, accrual for lease obligations, income taxes, self-insurance reserves, and valuations used to account for our acquisition. Although these estimates are based on management's knowledge of current events and actions it may undertake in the future, actual results could differ from these estimates. Revenue Recognition- Sales are recognized upon customer receipt of merchandise, net of estimated returns and excludes sales tax. Customers can purchase products from us at one of our stores, online or from our mobile application. For products shipped directly to our customers, we recognize the sale upon the estimated customer receipt date based on historical delivery transit times. Revenue from shipping and handling is recorded in net sales while the related costs are included in cost of sales. For products shipped directly to our customers from our suppliers (referred to as “drop ship”), we record gross sales upon delivery based on the price paid by the customers as we have determined that we are the principal party responsible for the sale transaction. ABG supplies footwear to other retailers under supply arrangements. We maintain ownership of the merchandise we supply under these arrangements, including risk of loss, returns, shrink up to a certain percentage and loss of inventory value, until customer receipt. Furthermore, we are responsible for the footwear assortment, inventory fulfillment, and pricing at all locations and online. As a result, sales are recognized upon receipt by the end customer, net of estimated returns and exclude sales tax. The affiliated retailers provide the sales associates and retail space. We pay a percentage of net sales as rent, which is included in cost of sales as occupancy expense. Gift Cards- Amounts received from the sale of gift cards are recorded as a liability and are recognized as sales when the cards are redeemed for merchandise. Based on historical information, the likelihood of a gift card remaining unredeemed (referred to as “breakage”) can be reasonably estimated at the time of gift card issuance. Breakage income is recognized over the estimated average redemption period of redeemed gift cards. Loyalty Programs- We offer a loyalty program to our customers in the U.S. and a loyalty program to our customers in Canada. Members under both programs earn points based on their level of spending, as well as for various other activities. Upon reaching a specified point threshold, members receive reward certificates that may be redeemed for purchases made within the stated expiration date. We record a reduction of net sales when points are awarded based on an allocation of the initial customer purchase and the stand alone value of the points earned. We maintain a deferred liability for the outstanding points and certificates based on historical conversion and redemption rates. The deferred liability is reduced and sales are recognized when certificates are redeemed or when points and certificates expire. Franchise Revenue and Costs- Franchise revenue consists of royalties and other fees paid by franchisees, as well as merchandise sales to franchisees, and is included in franchise and other revenue in the consolidated statements of operations. Royalties are earned based upon a percentage of reported franchise sales and are recognized on a monthly basis when earned. Merchandise sales and any relating shipping charges are recognized as franchise revenue upon receipt of goods by the franchisee. The cost of goods sold to franchisees and related shipping costs are recognized as franchise costs at the same time franchise revenue is recognized. Other Revenue- Other revenue consists of rental income on owned properties and is included in franchise and other revenue in the consolidated statements of operations. Income Taxes- On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the "U.S. Tax Reform") was enacted in the U.S., which significantly changes how the U.S. taxes corporations. The U.S. Tax Reform reduced the federal statutory tax rate from 35% to 21% and requires complex computations to be performed that were not previously required in U.S. tax law. The U.S. Treasury Department, the U.S. Internal Revenue Service, and other standard-setting bodies could interpret or issue guidance on how provisions of the U.S. Tax Reform will be applied or otherwise administered that is different from our interpretation. We have not completed our determination of the accounting implications of the U.S. Tax Reform and no changes were recorded during the three months ended August 4, 2018 to the provisional amounts recorded as of February 3, 2018 . However, we have reasonably estimated the effects and recorded provisional amounts in our consolidated financial statements as of August 4, 2018 . As we complete our analysis of the U.S. Tax Reform, collect and prepare necessary data, and interpret any additional guidance, we may make adjustments to provisional amounts that we have recorded that may materially impact our provision for income taxes in the period in which the adjustments are made. Offsetting the favorable impact from the U.S. Tax Reform, during the six months ended August 4, 2018 , we had additional tax provision expense of $24.0 million due to recording a valuation allowance associated with deferred tax assets and nondeductible discrete items, primarily related to the charges recorded as a result of the acquisition of TSL. As a result, our effective tax rate changed from 39.8% for the six months ended July 29, 2017 to 203.3% for the six months ended August 4, 2018 . Cash, Cash Equivalents, and Restricted Cash - Cash and cash equivalents represent cash, money market funds and credit card receivables that generally settle within three days. Restricted cash represents cash that is restricted as to withdrawal or usage and consisted of a mandatory cash deposit for outstanding letters of credit under our previous credit facility. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown in the condensed consolidated statements of cash flows: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Cash and cash equivalents $ 215,996 $ 175,932 $ 89,305 Restricted cash, included in prepaid expenses and other current assets — — 3,923 Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statements of cash flows $ 215,996 $ 175,932 $ 93,228 Inventories- All of our inventory is made up of finished goods. The U.S. Retail segment inventory is accounted for using the retail inventory method and is stated at the lower of cost or market. Under the retail inventory method, the valuation of inventories at cost and the resulting gross profits are determined by applying a calculated cost-to-retail ratio to the retail value of inventories. The cost basis of inventories reflected on the balance sheet is decreased by charges to cost of sales at the time the retail value of the inventory is lowered by markdowns. As a result, earnings are negatively impacted as the merchandise is marked down prior to sale. The Canada Retail segment inventory is accounted for using the weighted average cost method and is stated at the lower of cost or net realizable value. We monitor aged inventory for obsolete and slow moving inventory that may need to be liquidated in the future at amounts below cost. Reductions to inventory values establish a new cost basis. Favorable changes in facts or circumstances do not result in an increase in the newly established cost basis. We perform physical inventory counts or cycle counts on all inventory on hand throughout the year and adjust the recorded balance to reflect the results. We record estimated shrinkage between physical inventory counts based on historical experience and recent results. Inherent in the calculation of inventories are certain significant judgments and estimates, including setting the original merchandise retail value, markdowns, shrinkage, and liquidation values. The ultimate amount realized from the sale of inventory and write offs from counts could differ from management estimates. Goodwill- We evaluate goodwill for impairment annually during our fourth quarter, or more frequently if an event occurs or circumstances change that would indicate that impairment may exist. When evaluating goodwill for impairment, we may first perform a qualitative assessment to determine whether it is more likely than not that a reporting unit is impaired. If we do not perform a qualitative assessment, or if we determine that it is more likely than not that the carrying value of the reporting unit exceeds its fair value, we will calculate the estimated fair value of the reporting unit. Fair value is the price a willing buyer would pay for the reporting unit and is typically calculated using a discounted cash flow analysis. For certain reporting units, where deemed appropriate, we may also utilize a market approach for estimating fair value. Goodwill impairment charges are calculated as the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying value of goodwill. On May 10, 2018 , as discussed in more detail in Note 2 , Acquisition , we acquired the remaining interest in TSL, which resulted in recording $37.0 million of goodwill. Based on the fair value of TSL using a discounted cash flow model (categorized as Level 3 under the fair value hierarchy defined below), we determined that the value of the acquired net assets exceeded its fair value. As a result, during the three months ended August 4, 2018 , we recorded a goodwill impairment charge, which resulted in impairing all of TSL’s goodwill. Fair Value- Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities recorded at fair value are categorized using defined hierarchical levels related to the subjectivity associated with the inputs to fair value measurements as follows: • Level 1 - Quoted prices in active markets for identical assets or liabilities. • Level 2 - Quoted prices for similar assets or liabilities in active markets or inputs that are observable. • Level 3 - Unobservable inputs in which little or no market activity exists. We measure available-for-sale investments at fair value on a recurring basis. These investments are measured using a market-based approach using inputs such as prices of similar assets in active markets (categorized as Level 2), except for an immaterial amount of investments measured based on quoted market prices in active markets (categorized as Level 1) as of July 29, 2017 . The carrying value of cash and cash equivalents, accounts receivables and accounts payables approximated their fair values due to their short-term nature. Foreign Currency Translation and Transactions- Prior to our acquisition of the remaining interest in TSL, our equity investment in TSL and notes receivable from TSL, along with certain investments, were denominated in Canadian dollars ("CAD") and translated into USD at exchange rates in effect at the balance sheet date. Each quarter, the income or loss from TSL was recorded in USD at the average exchange rate for the period. The cumulative translation adjustments resulting from changes in exchange rates are included in the consolidated balance sheets as a component of accumulated other comprehensive loss. As a result of the acquisition, we reclassified a net loss of $12.2 million of foreign currency translation related to the previously held balances from accumulated other comprehensive loss to non-operating expenses, net. Beginning with the second quarter of fiscal 2018, TSL is a wholly-owned subsidiary with CAD as their functional currency. Assets and liabilities of TSL are translated into USD at exchange rates in effect at the balance sheet date or historical rates as appropriate. Each quarter, amounts from TSL included in our consolidated statements of operations are translated at the average exchange rate for the period. The cumulative translation adjustments resulting from changes in exchange rates are included in the consolidated balance sheets as a component of accumulated other comprehensive loss. Transaction gains and losses are included in the consolidated statements of operations. Prior Period Reclassification- Certain prior period reclassifications were made to conform to the current period presentation. Prepaid rent to related parties was reclassified to prepaid expenses and other current assets and long-term prepaid rent to related parties were reclassified to other assets in our consolidated balance sheets. Recent Accounting Pronouncements- In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases , which will change how we account for leases. For most leases, a liability will be recorded on the balance sheet based on the present value of future lease obligations with a corresponding right-of-use asset. Primarily for those leases currently classified by us as operating leases, we will recognize a single lease cost on a straight line basis based on the combined amortization of the lease obligation and the right-of-use asset. Other leases will be required to be accounted for as financing arrangements similar to current accounting for capital leases. The standard, which will have a material impact to our consolidated balance sheets, is effective for us in the first quarter of fiscal 2019. In July 2018, the FASB issued ASU 2018-11, Leases - Targeted Improvements , that provided a practical expedient that removed the requirement to restate prior period financial statements upon adoption of the standard, which we plan to elect. We are currently evaluating the full impact of the standard, including other optional practical expedients that we may elect upon adoption, and we are progressing with our implementation plan. Our implementation plan includes identifying our lease population, updating our lease database, assessing the lease system utilized by our third-party lease administrator, and identifying changes to processes and controls. |
Acquisition
Acquisition | 6 Months Ended |
Aug. 04, 2018 | |
Business Combinations [Abstract] | |
Acquisition | ACQUISITION Equity Investment in TSL- In fiscal 2014, we acquired a 49.2% interest in TSL for $75.1 million CAD ( $68.9 million USD), which included an unsecured subordinated note from TSL that earned payment-in-kind interest at 12% . Our ownership stake provided 50% voting control and board representation equal to the co-investor. The co-investor held a put option to sell the remaining interest in TSL to us and we held a call option to purchase the remaining interest in TSL. Step Acquisition of TSL- On May 10, 2018 , we acquired the remaining interest in TSL for $36.2 million CAD ( $28.2 million USD), net of acquired cash of $8.5 million CAD ( $6.6 million USD), by exercising our call option. This was accounted for as a step acquisition whereby we remeasured to fair value our previously held assets, which included our equity investment in TSL and notes and accounts receivable from TSL, and included these assets in the determination of the purchase price. During the second quarter of fiscal 2018, as a result of the remeasurement, we recorded a loss of $34.0 million to non-operating expenses, net, in the consolidated statements of operations. Also during the second quarter of fiscal 2018, we reclassified a net loss of $12.2 million of foreign currency translation adjustments related to the previously held balances from accumulated other comprehensive loss to non-operating expenses, net. The preliminary purchase price and the allocation of the total consideration to the fair values of the assets and liabilities acquired consisted of the following: (in USD and in thousands) Preliminary Purchase Price and Allocation as of May 10, 2018 Purchase price: Cash consideration, net of cash acquired $ 28,152 Replacement stock-based awards attributable to pre-acquisition services 196 Fair value of previously held assets 92,242 $ 120,590 Fair value of assets and liabilities acquired: Inventories $ 58,822 Other current assets 3,608 Property and equipment 41,601 Goodwill 37,044 Intangible assets 20,689 Accounts payable and accrued expenses (33,248 ) Non-current liabilities (7,926 ) $ 120,590 The fair value of previously held assets was determined immediately before the business combination, primarily by considering the income valuation approach (discounted cash flow) and the market valuation approach (precedent comparable transactions). Additionally, other information such as current market, industry and macroeconomic conditions were utilized to assist in developing these fair value measurements. The fair value of intangible assets includes $15.7 million for tradenames, $3.6 million for favorable leasehold interests, and $1.4 million for customer relationships associated with TSL's loyalty program. The fair value of unfavorable leasehold interests, included in non-current liabilities, was $7.6 million . The fair value for tradenames was determined using the relief from royalty method of the income approach, the fair value for leasehold interests was determined based the market valuation approach, and the fair value for customer relationships related to the loyalty program was determined using the replacement cost method. The fair values for property and equipment was determined using the cost and market approaches. The fair value of inventories, which is made up of finished goods, was determined based on market assumptions for realizing a reasonable profit after selling costs. The categorization of the fair value framework used for these methods are considered Level 3 due to the subjective nature of the unobservable inputs used to determine the fair value. The goodwill represents the excess of the purchase price over the fair value of the net assets acquired. With this being a step acquisition, the purchase price included the fair value of our previously held assets, which considered the valuation of the TSL enterprise. This valuation identified that the resulting goodwill was not supportable as the value of the acquired net assets exceeded the enterprise fair value. As a result, during the three months ended August 4, 2018 , we recorded a goodwill impairment charge, which resulted in impairing all of TSL’s goodwill. A portion of the goodwill is not expected to be deductible for income tax purposes. We are continuing to evaluate the fair value assumptions of the purchase price allocations, including deferred tax assets and liabilities, and these preliminary estimates could change. Since all of the goodwill associated with TSL was written off, any changes to the purchase price allocation may result in an adjustment to the impairment charge. During the six months ended August 4, 2018 , we incurred $3.1 million of acquisition-related costs as a result of the step acquisition, which were included in operating expenses in the consolidated statements of operations. The following table provides the supplemental unaudited pro forma total revenue and net income of the combined entity had the acquisition date of TSL been the first day of our fiscal 2017: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Total revenue $ 795,268 $ 748,298 $ 1,563,985 $ 1,496,544 Net income $ 45,456 $ 28,583 $ 67,493 $ 49,654 Basic and diluted earnings per share: Basic earnings per share $ 0.57 $ 0.36 $ 0.84 $ 0.62 Diluted earnings per share $ 0.56 $ 0.35 $ 0.83 $ 0.62 The amounts in the supplemental pro forma results apply our accounting policies and reflect adjustments for additional depreciation and amortization that would have been charged assuming the same fair value adjustments to property and equipment and acquired intangibles had been applied on the first day of our fiscal 2017. The supplemental pro forma results also exclude the loss related to the remeasurement of previously held assets, the net loss of foreign currency translation related to the previously held balances from accumulated other comprehensive loss, the goodwill impairment charge, and transaction costs. Accordingly, these pro forma results have been prepared for comparative purposes only and are not intended to be indicative of results of operations that would have occurred had the acquisition actually occurred in the prior year period or indicative of the results of operations for any future period. During the three months ended August 4, 2018 , our consolidated statements of operations included sales and net losses for TSL of $72.5 million and $38.5 million , respectively, which includes the goodwill impairment charge of $36.2 million . |
Revenue
Revenue | 6 Months Ended |
Aug. 04, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | REVENUE Adoption of ASU 2014-09, Revenue from Contracts with Customers - During the first quarter of fiscal 2018, we adopted the new accounting standard for revenue recognition, ASU 2014-09 and the related amendments, using the full retrospective method where each prior period presented is restated. We recorded an increase to retained earnings as of January 31, 2016 (opening balance for fiscal 2016 ) of $4.9 million . The adoption of ASU 2014-09 had the following impacts: • Income from the breakage of gift cards is classified within net sales and recognized proportionately over the expected redemption period, which was previously recognized as a reduction to operating expenses when the redemption of the gift card was deemed remote. • The loyalty program is being treated as deferred revenue, which was previously treated using the incremental cost method and recognized to cost of sales. • We changed other classifications between net sales, franchise and other revenue, cost of sales and operating expenses for various revenue-related transactions. • We present our estimated returns allowance on a gross basis with returns liability recorded to accrued expenses and an asset for recovery to prepaid expenses and other current assets, which were previously presented on a net basis in accrued expenses. As a result of adopting ASU 2014-09, we adjusted our condensed consolidated statements of operations (including total comprehensive income) on a retrospective basis as follows: Three months ended July 29, 2017 Six months ended July 29, 2017 (in thousands, except per share amounts) As Reported Adjustments As Adjusted As Reported Adjustments As Adjusted Net sales $ 680,409 1,312 $ 681,721 $ 1,371,511 1,029 $ 1,372,540 Franchise and other revenue $ — 1,291 $ 1,291 $ — 2,510 $ 2,510 Total revenue $ — 683,012 $ 683,012 $ — 1,375,050 $ 1,375,050 Cost of sales $ (483,437 ) 1,013 $ (482,424 ) $ (979,310 ) 3,152 $ (976,158 ) Operating expenses $ (149,057 ) (3,497 ) $ (152,554 ) $ (302,321 ) (6,801 ) $ (309,122 ) Operating profit $ 46,747 119 $ 46,866 $ 87,628 (110 ) $ 87,518 Income before income taxes and income (loss) from equity investment $ 46,729 119 $ 46,848 $ 86,667 (110 ) $ 86,557 Income tax provision $ (18,349 ) (41 ) $ (18,390 ) $ (34,014 ) 39 $ (33,975 ) Net income $ 28,599 78 $ 28,677 $ 51,566 (71 ) $ 51,495 Total comprehensive income $ 39,760 78 $ 39,838 $ 60,243 (71 ) $ 60,172 Diluted earnings per share $ 0.35 0.01 $ 0.36 $ 0.64 — $ 0.64 As a result of adopting ASU 2014-09, we adjusted our condensed consolidated balance sheets on a retrospective basis as follows: February 3, 2018 July 29, 2017 (in thousands) As Reported Adjustments As Adjusted As Reported Adjustments As Adjusted ASSETS Prepaid expenses and other current assets $ 41,333 7,864 $ 49,197 $ 38,472 7,057 $ 45,529 Total current assets $ 863,009 7,864 $ 870,873 $ 854,886 7,057 $ 861,943 Deferred income taxes $ 27,671 40 $ 27,711 $ 18,765 27 $ 18,792 Total assets $ 1,413,613 7,904 $ 1,421,517 $ 1,439,545 7,084 $ 1,446,629 LIABILITIES AND SHAREHOLDERS' EQUITY Accrued expenses $ 145,218 3,008 $ 148,226 $ 121,934 2,409 $ 124,343 Total current liabilities $ 324,526 3,008 $ 327,534 $ 287,311 2,409 $ 289,720 Total liabilities $ 463,258 3,008 $ 466,266 $ 466,266 2,409 $ 468,675 Retained earnings $ 350,083 4,896 $ 354,979 $ 366,199 4,675 $ 370,874 Total shareholders' equity $ 950,355 4,896 $ 955,251 $ 973,279 4,675 $ 977,954 Total liabilities and shareholders' equity $ 1,413,613 7,904 $ 1,421,517 $ 1,439,545 7,084 $ 1,446,629 As a result of adopting ASU 2014-09, we adjusted our condensed consolidated statements of cash flows on a retrospective basis as follows: Six months ended July 29, 2017 (in thousands) As Reported Adjustments As Adjusted Cash flows from operating activities: Net income $ 51,566 (71 ) $ 51,495 Adjustments to reconcile net income to net cash provided by operating activities: Deferred income taxes $ (3,831 ) (7 ) $ (3,838 ) Prepaid expenses and other current assets $ (8,061 ) 1,331 $ (6,730 ) Accrued expenses $ (9,016 ) (1,253 ) $ (10,269 ) Disaggregation of Revenue- The following table presents our revenue disaggregated by operating segments: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Net sales: U.S. Retail segment $ 691,757 $ 629,691 $ 1,361,541 $ 1,254,195 Canada Retail segment 72,532 — 72,532 — Other: ABG 29,446 31,330 64,466 75,318 Ebuys — 20,700 5,633 43,027 Total Other 29,446 52,030 70,099 118,345 Total net sales 793,735 681,721 1,504,172 1,372,540 Franchise and other revenue 1,533 1,291 3,198 2,510 Total revenue $ 795,268 $ 683,012 $ 1,507,370 $ 1,375,050 U.S. Retail segment and Other net sales recognized are primarily based on sales to customers in the U.S. and Canada Retail segment net sales recognized are based on sales to customers in Canada. Revenue realized from geographic markets outside of the U.S. and Canada have collectively been immaterial. For the U.S. Retail and Canada Retail segments, we separate our merchandise into three primary categories: women’s footwear, men’s footwear, and accessories and other (which includes kids’ footwear). The following table presents the retail net sales by category as reconciled to total net sales: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Retail net sales by category: Women's footwear $ 509,404 $ 428,833 $ 978,688 $ 866,764 Men's footwear 171,028 143,090 304,187 271,203 Accessories and other 83,857 57,768 151,198 116,228 Other - ABG and Ebuys 29,446 52,030 70,099 118,345 Total net sales $ 793,735 $ 681,721 $ 1,504,172 $ 1,372,540 Deferred Revenue Liabilities- We record deferred revenue liabilities, included in accrued expenses on the consolidated balance sheets, for remaining obligations we have to our customers. The following table presents the changes and total balances for gift cards and our loyalty programs: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Gift cards: Beginning of period $ 28,151 $ 27,802 $ 32,792 $ 30,829 Gift cards redeemed and breakage recognized to net sales (21,761 ) (25,132 ) (44,034 ) (44,440 ) Gift cards issued 20,401 22,136 38,033 38,417 End of period $ 26,791 $ 24,806 $ 26,791 $ 24,806 Loyalty programs: Beginning of period $ 22,111 $ 21,287 $ 21,282 $ 19,889 Loyalty certificates redeemed and expired and other adjustments recognized to net sales (16,750 ) (7,529 ) (23,385 ) (14,185 ) Deferred revenue for loyalty points issued 11,425 7,848 18,889 15,902 End of period $ 16,786 $ 21,606 $ 16,786 $ 21,606 Sales Returns- We reduce net sales by the amount of expected returns and cost of sales by the amount of merchandise we expect to recover, which are estimated based on historical experience. The following table presents the changes and total balances for the returns liability: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Sales returns liability: Beginning of period $ 16,006 $ 14,952 $ 14,130 $ 14,149 Net sales reduced for estimated returns 98,563 81,484 183,616 159,420 Actual returns during the period (100,143 ) (83,673 ) (183,320 ) (160,806 ) End of period $ 14,426 $ 12,763 $ 14,426 $ 12,763 As of August 4, 2018 , February 3, 2018 , and July 29, 2017 , the asset for recovery of merchandise returns was $7.6 million , $7.9 million , and $7.1 million , respectively. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Aug. 04, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Accounts receivable and accounts payable associated with related parties are separately presented on the consolidated balance sheets. Accounts receivable from and payables to related parties normally settle in the form of cash in 30 to 60 days. Schottenstein Affiliates As of August 4, 2018 , the Schottenstein Affiliates, entities owned or controlled by Jay L. Schottenstein, the executive chairman of our Board of Directors, and members of his family, beneficially owned approximately 14% of the Company's outstanding common shares, representing approximately 49% of the combined voting power. As of August 4, 2018 , the Schottenstein Affiliates beneficially owned 3.6 million Class A common shares and 7.7 million Class B common shares. We had the following related party transactions with Schottenstein Affiliates: Leases- We lease our fulfillment center and certain store locations owned by Schottenstein Affiliates. During the three months ended August 4, 2018 and July 29, 2017 , we recorded rent expense from leases with Schottenstein Affiliates of $2.3 million and $2.3 million , respectively. During the six months ended August 4, 2018 and July 29, 2017 , we recorded rent expense from leases with Schottenstein Affiliates of $4.6 million and $4.6 million , respectively. Other Purchases and Services- During the three months ended August 4, 2018 and July 29, 2017 , we had other purchases and services from Schottenstein Affiliates of $1.7 million and $0.4 million , respectively. During the six months ended August 4, 2018 and July 29, 2017 , we had other purchases and services from Schottenstein Affiliates of $3.3 million and $0.7 million , respectively. TSL Prior to our acquisition of the remaining interest in TSL on May 10, 2018 , our ownership interest in TSL provided us a 50% voting control and board representation equal to the co-investor, and was treated as an equity investment. We had the following related party transactions with TSL during the period it was an equity investment: Management Agreement- We had a management agreement with TSL under which we provided certain information technology and management services. During the three months ended July 29, 2017 , we recognized income of $0.3 million . During the six months ended August 4, 2018 and July 29, 2017 , we recognized income of $0.3 million and $0.6 million , respectively. License Agreement- We licensed the use of our tradename and trademark, DSW Designer Shoe Warehouse, to TSL for a royalty fee based on a percentage of net sales from its Canadian DSW stores, which are included in net sales. The license was exclusive and non-transferable for use in Canada. During the three months ended July 29, 2017 , we recognized royalty income of $0.2 million . During the six months ended August 4, 2018 and July 29, 2017 , we recognized royalty income of $0.1 million and $0.3 million , respectively. Other Purchases and Services- During the three months ended July 29, 2017 , TSL had other purchases and services from us of $0.7 million . During the six months ended August 4, 2018 and July 29, 2017 , TSL had other purchases and services from us of $0.4 million and $1.6 million , respectively. During the six months ended August 4, 2018 , we purchased inventory from TSL for $1.3 million . |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 6 Months Ended |
Aug. 04, 2018 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share is based on net income (loss) and the weighted average of Class A and Class B common shares outstanding. Diluted earnings per share reflects the potential dilution of common shares adjusted for outstanding stock options, restricted stock units ("RSUs"), and performance-based restricted stock units ("PSUs") calculated using the treasury stock method. The following is a reconciliation of the number of shares used in the calculation of earnings (loss) per share: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Weighted average shares outstanding - Basic shares 80,265 80,317 80,187 80,267 Dilutive effect of stock-based compensation awards — 397 — 462 Weighted average shares outstanding - Diluted shares 80,265 80,714 80,187 80,729 For the three months ended August 4, 2018 and July 29, 2017 , the number of potential shares that were not included in the computation of diluted earnings (loss) per share because the effect would be anti-dilutive was 3.2 million and 4.6 million , respectively. For the six months ended August 4, 2018 and July 29, 2017 , the number of potential shares that were not included in the computation of diluted earnings (loss) per share because the effect would be anti-dilutive was 3.2 million and 4.3 million , respectively. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Aug. 04, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION Stock-based compensation expense consisted of the following: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Stock options $ 1,343 $ 1,586 $ 3,138 $ 3,337 Restricted and director stock units 3,841 2,656 6,560 4,514 $ 5,184 $ 4,242 $ 9,698 $ 7,851 The following table summarizes the stock-based compensation award activity for the six months ended August 4, 2018 : Number of shares (in thousands) Stock Options Time-Based RSUs Performance-Based RSUs Outstanding - beginning of period 4,333 436 457 Granted — 663 250 Exercised / vested (158 ) (58 ) (49 ) Forfeited / expired (111 ) (50 ) (4 ) Outstanding - end of period 4,064 991 654 As of August 4, 2018 , 4.1 million shares of Class A common shares remain available for future stock-based compensation grants under the 2014 Long-Term Incentive Plan. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Aug. 04, 2018 | |
Equity [Abstract] | |
Shareholders' Equity | SHAREHOLDERS' EQUITY Shares- Our Class A common shares are listed for trading under the ticker symbol "DSW" on the New York Stock Exchange. There is currently no public market for the Company's Class B common shares, but the Class B common shares can be exchanged for the Company's Class A common shares at the election of the holder on a share for share basis. Holders of Class A common shares are entitled to one vote per share and holders of Class B common shares are entitled to eight votes per share on matters submitted to shareholders for approval. The following table provides additional information for our common shares: August 4, 2018 February 3, 2018 July 29, 2017 (in thousands) Class A Class B Class A Class B Class A Class B Authorized shares 250,000 100,000 250,000 100,000 250,000 100,000 Issued shares 85,652 7,733 85,385 7,733 85,201 7,733 Outstanding shares 72,561 7,733 72,294 7,733 72,610 7,733 Treasury shares 13,091 — 13,091 — 12,591 — We have authorized 100.0 million shares of no par value preferred shares with no shares issued for any of the periods presented. Dividends- On August 28, 2018 , the Board of Directors declared a quarterly cash dividend payment of $0.25 per share for both Class A and Class B common shares. The dividend will be paid on October 5, 2018 to shareholders of record at the close of business on September 24, 2018 . Share Repurchases- On August 17, 2017 , the Board of Directors authorized the repurchase of an additional $500.0 million of DSW common shares under our share repurchase program, which was added to the $33.5 million remaining from the previous authorization. During the six months ended August 4, 2018 and July 29, 2017 , we did not repurchase any Class A common shares, with $524.1 million of Class A common shares that remain authorized under the program as of August 4, 2018 . The share repurchase program may be suspended, modified or discontinued at any time, and we have no obligation to repurchase any amount of our common shares under the program. Shares will be repurchased in the open market at times and in amounts considered appropriate based on price and market conditions. Accumulated Other Comprehensive Income (Loss)- Changes for the balances of each component of accumulated other comprehensive loss were as follows (all amounts are net of tax): Three months ended August 4, 2018 July 29, 2017 (in thousands) Foreign Currency Translation Available-for-Sale Securities Total Foreign Currency Translation Available-for-Sale Securities Total Accumulated other comprehensive loss - beginning of period $ (12,218 ) $ (980 ) $ (13,198 ) $ (16,357 ) $ (68 ) $ (16,425 ) Other comprehensive income (loss) before reclassifications (1,365 ) 27 (1,338 ) 10,657 (23 ) 10,634 Amounts reclassified to non-operating expenses, net 12,218 42 12,260 699 (172 ) 527 Other comprehensive income (loss) 10,853 69 10,922 11,356 (195 ) 11,161 Accumulated other comprehensive loss - end of period $ (1,365 ) $ (911 ) $ (2,276 ) $ (5,001 ) $ (263 ) $ (5,264 ) Six months ended August 4, 2018 July 29, 2017 (in thousands) Foreign Currency Translation Available-for-Sale Securities Total Foreign Currency Translation Available-for-Sale Securities Total Accumulated other comprehensive loss - beginning of period $ (9,278 ) $ (796 ) $ (10,074 ) $ (13,699 ) $ (242 ) $ (13,941 ) Other comprehensive income (loss) before reclassifications (6,050 ) (317 ) (6,367 ) 6,537 33 6,570 Amounts reclassified to non-operating expenses, net 13,963 202 14,165 2,161 (54 ) 2,107 Other comprehensive income (loss) 7,913 (115 ) 7,798 8,698 (21 ) 8,677 Accumulated other comprehensive loss - end of period $ (1,365 ) $ (911 ) $ (2,276 ) $ (5,001 ) $ (263 ) $ (5,264 ) |
Investments
Investments | 6 Months Ended |
Aug. 04, 2018 | |
Investments [Abstract] | |
Investments | INVESTMENTS Investments in available-for-sale securities consisted of the following: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Carrying value of investments $ 73,978 $ 125,349 $ 182,325 Unrealized gains included in accumulated other comprehensive loss 10 23 99 Unrealized losses included in accumulated other comprehensive loss (869 ) (767 ) (362 ) Fair value $ 73,119 $ 124,605 $ 182,062 |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Aug. 04, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | PROPERTY AND EQUIPMENT Property and equipment consisted of the following: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Land $ 1,110 $ 1,110 $ 1,110 Buildings 12,485 12,485 12,485 Building and leasehold improvements 425,651 404,852 398,129 Furniture, fixtures and equipment 451,040 423,597 417,226 Software 145,111 137,917 135,844 Construction in progress (1) 46,643 39,201 28,008 Total property and equipment 1,082,040 1,019,162 992,802 Accumulated depreciation and amortization (694,419 ) (663,963 ) (628,250 ) Property and equipment, net $ 387,621 $ 355,199 $ 364,552 (1) Construction in progress is comprised primarily of the construction of leasehold improvements and furniture and fixtures related to unopened stores and internal-use software under development. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Aug. 04, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | GOODWILL AND INTANGIBLE ASSETS Goodwill- Activity related to our goodwill was as follows: Six months ended August 4, 2018 July 29, 2017 (in thousands) Goodwill Accumulated Impairments Net Goodwill Accumulated Impairments Net Beginning of period by segment: U.S. Retail segment $ 25,899 $ — $ 25,899 $ 25,899 $ — $ 25,899 Other - Ebuys 53,790 (53,790 ) — 53,790 — 53,790 79,689 (53,790 ) 25,899 79,689 — 79,689 Activity during the period by segment: Canada Retail segment: Acquired TSL goodwill 37,044 — 37,044 — — — Impairment charges — (36,240 ) (36,240 ) — — — Currency translation adjustment (580 ) (224 ) (804 ) — — — Other - eliminated Ebuys goodwill (53,790 ) 53,790 — — — — (17,326 ) 17,326 — — — — End of period by segment: U.S. Retail segment 25,899 — 25,899 25,899 — 25,899 Canada Retail segment 36,464 (36,464 ) — — — — Other - Ebuys — — — 53,790 — 53,790 $ 62,363 $ (36,464 ) $ 25,899 $ 79,689 $ — $ 79,689 Intangible Assets- Intangible assets consisted of the following: (in thousands) Cost Accumulated Amortization Net August 4, 2018 Definite-lived: Customer relationships $ 1,378 $ (114 ) $ 1,264 Favorable leasehold interests 3,522 (101 ) 3,421 Indefinite-lived trademarks and tradenames 15,600 — 15,600 $ 20,500 $ (215 ) $ 20,285 February 3, 2018 Definite-lived: Online retailer and customer relationships $ 3,767 $ (3,767 ) $ — Tradenames 1,260 (1,260 ) — Non-compete agreements 1,800 (1,800 ) — Indefinite-lived trademarks and tradenames 135 — 135 $ 6,962 $ (6,827 ) $ 135 July 29, 2017 Definite-lived: Online retailer and customer relationships $ 22,300 $ (3,202 ) $ 19,098 Tradenames 11,000 (1,039 ) 9,961 Non-compete agreements 5,400 (1,529 ) 3,871 Indefinite-lived trademarks and tradenames 135 — 135 $ 38,835 $ (5,770 ) $ 33,065 The definite-lived intangible assets are amortized by the straight-line method using three years for customer relationships associated with TSL's loyalty program and over the remaining lease term for favorable leasehold interests. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Aug. 04, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | ACCRUED EXPENSES Accrued expenses consisted of the following: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Gift cards and merchandise credits $ 26,791 $ 32,792 $ 24,806 Accrued compensation and related expenses 30,224 25,082 14,830 Accrued taxes 21,029 20,757 20,126 Loyalty programs deferred revenue 16,786 21,282 21,606 Sales returns 14,426 14,130 12,763 Other (1) 36,520 34,183 30,212 $ 145,776 $ 148,226 $ 124,343 (1) Other is comprised of various other accrued expenses that we expect will settle within one year of the applicable period, including amounts owed under our vendor payment program described below. We offer our vendors a payment program where a payment processing intermediary makes regularly-scheduled payments to participating vendors and we, in turn, settle monthly with the intermediary. The net change in the outstanding balance is reflected as a financing activity in the consolidated statements of cash flows. |
Non-Current Liabilities
Non-Current Liabilities | 6 Months Ended |
Aug. 04, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Non-Current Liabilities | NON-CURRENT LIABILITIES Non-current liabilities consisted of the following: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Construction and tenant allowances $ 75,439 $ 80,725 $ 84,002 Deferred rent 35,694 37,116 38,187 Accrual for lease obligations 9,511 6,511 7,328 Unfavorable leasehold interests 7,000 — — Other (1) 22,672 14,380 12,982 $ 150,316 $ 138,732 $ 142,499 (1) Other is comprised of various other accrued expenses that we expect will settle beyond one year from the end of the applicable period. The accrual for lease obligations includes an office space we lease that expires in 2024 . We sublease the entire office space to an unrelated third party at an annual rent that is lower than our total annual lease obligation. The sublease was renewed for a two -year term in June 2017 , which can be terminated by the tenant at any time with 60 days ' notice. As a result of our decision to exit the Ebuys business, which is included in our Other segment, during the six months ended August 4, 2018 , we exited a leased office space that expires in 2020 and a fulfillment center that expires in 2023 and recorded a lease exit charge of $4.5 million . Also during the six months ended August 4, 2018 , as a result of our decision to exit the Town Shoes banner by the end of fiscal 2018 or early fiscal 2019, which is included in our Canada Retail segment, we closed certain Town Shoes banner stores with remaining lease terms and recorded a lease exit charge of $0.4 million . The lease exit charges were recorded to operating expenses in the consolidated statements of operations with a related addition to the accrual for lease obligations that included the reserves for these leases based on the remaining lease payments and estimated sublease income. We estimate total cost of approximately $20.0 million to $25.0 million to exit the Town Shoes banner representing lease exit charges, severance, and inventory write-downs. The following table presents the changes and total balances for the accrual for lease obligations: Six months ended (in thousands) August 4, 2018 July 29, 2017 Beginning of period $ 6,511 $ 7,283 Additions 4,884 — Lease obligation payments, net of sublease income received (2,004 ) (120 ) Adjustments 120 165 End of period $ 9,511 $ 7,328 |
Debt
Debt | 6 Months Ended |
Aug. 04, 2018 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Credit Facility - On August 25, 2017 , we entered into a senior unsecured revolving credit agreement (the "Credit Facility") with a maturity date of August 25, 2022 that replaced our previous secured revolving credit agreement and letter of credit agreement. The Credit Facility provides a revolving line of credit up to $300 million , with sub-limits for the issuance of up to $50 million in letters of credit, swing loan advances of up to $15 million , and the issuance of up to $75 million in foreign currency revolving loans and letters of credit. The Credit Facility may be further increased by up to $100 million subject to agreed-upon terms and conditions. The Credit Facility may be used to provide funds for working capital, capital expenditures, dividends and share repurchases, other expenditures, and permitted acquisitions as defined by the Credit Facility. Loans issued under the revolving line of credit bear interest, at our option, at a base rate or an alternate base rate as defined in the Credit Facility plus a margin based on our leverage ratio, with any loans issued in CAD bearing interest at the alternate base rate plus a margin based on our leverage ratio. Interest on letters of credit issued under the Credit Facility is variable based on our leverage ratio and the type of letters of credit. Commitment fees are based on the average unused portion of the Credit Facility at a variable rate based on our leverage ratio. As of August 4, 2018 , we had no outstanding borrowings under the Credit Facility and $1.2 million in letters of credit issued, resulting in $298.8 million available for borrowings. Interest expense related to the Credit Facility includes letters of credit interest, commitment fees and the amortization of debt issuance costs. Debt Covenants- The Credit Facility contains financial and other covenants, including, but not limited to, limitations on indebtedness, liens and investments, as well as the maintenance of a leverage ratio not to exceed 3.25 :1 and a fixed charge coverage ratio not to be less than 1.75 :1. A violation of any of the covenants could result in a default under the Credit Facility that would permit the lenders to restrict our ability to further access the Credit Facility for loans and letters of credit and require the immediate repayment of any outstanding loans under the Credit Facility. As of August 4, 2018 , we were in compliance with all financial covenants. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Aug. 04, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Contingent Consideration Liability- The contingent consideration liability resulted from the acquisition of Ebuys and was based on a defined earnings performance measure. The contingent consideration liability was measured at fair value with any differences between the final acquisition-date fair value and revised estimated fair value, as remeasured each reporting period, being recognized as an adjustment to income from operations. Fair value was determined using an income valuation approach, primarily based on discounted cash flows related to the projected earnings performance measure with a discount rate of approximately 13.0% . The categorization of the fair value framework used to price the liability is considered Level 3 due to the subjective nature of the unobservable inputs used to determine fair value. Activity for the contingent consideration liability for the six months ended July 29, 2017 was as follows: (in thousands) Contingent consideration liability - beginning of period $ 33,204 Accretion in value 2,252 Other adjustments 1,000 Contingent consideration liability - end of period $ 36,456 During the fourth quarter of fiscal 2017, as a result of recurring operating losses incurred by Ebuys since its acquisition, which led to our decision to exit the business, we eliminated the contingent consideration liability. Legal Proceedings- We are involved in various legal proceedings that are incidental to the conduct of our business. Although it is not possible to predict with certainty the eventual outcome of any litigation, we believe the amount of any potential liability with respect to current legal proceedings will not be material to the results of operations or financial condition. As additional information becomes available, we will assess any potential liability related to pending litigation and revise the estimates as needed. Guarantee- As a result of a previous merger, we provided a guarantee for a lease commitment that is scheduled to expire in 2024 for a location that has been leased to a third party. If the third party does not pay the rent or vacates the premise, we may be required to make full rent payments to the landlord. Contractual Obligations- As of August 4, 2018 , we have entered into various construction commitments, including capital items to be purchased for projects that were under construction, or for which a lease has been signed. Our obligations under these commitments were $1.4 million as of August 4, 2018 . In addition, we have entered into various noncancelable purchase and service agreements. The obligations under these agreements were approximately $21.8 million as of August 4, 2018 . |
Segment Reporting
Segment Reporting | 6 Months Ended |
Aug. 04, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | SEGMENT REPORTING Our two reportable segments, which are also operating segments, are the U.S. Retail segment and the Canada Retail segment. The U.S. Retail segment, which was previously presented as the DSW segment, includes stores operated in the U.S. under the DSW banner and its related e-commerce site. The Canada Retail segment, which is the result of the TSL Acquisition on May 10, 2018 , includes stores operated in Canada under The Shoe Company, Shoe Warehouse, Town Shoes, DSW Designer Shoe Warehouse banners and related e-commerce sites. Our other operating segments, ABG and Ebuys, are below the quantitative and qualitative thresholds for reportable segments and are aggregated into Other for segment reporting purposes. ABG was previously presented as a separate reportable segment that has now been included in Other due to us no longer providing services to Gordmans after fiscal 2017. Prior periods presented have been restated to present the DSW segment as the U.S. Retail segment and to include ABG in Other for comparative purposes. The performance of each segment is based on net sales and gross profit, which is defined as net sales less cost of sales, as follows: (in thousands) U.S. Retail Canada Retail Other Total Three months ended August 4, 2018 Net sales $ 691,757 72,532 29,446 $ 793,735 Gross profit $ 229,601 18,218 6,676 $ 254,495 Three months ended July 29, 2017 Net sales $ 629,691 — 52,030 $ 681,721 Gross profit $ 194,863 — 4,434 $ 199,297 Six months ended August 4, 2018 Net sales $ 1,361,541 72,532 70,099 $ 1,504,172 Gross profit $ 427,945 18,218 13,557 $ 459,720 Six months ended July 29, 2017 Net sales $ 1,254,195 — 118,345 $ 1,372,540 Gross profit $ 381,369 — 15,013 $ 396,382 |
Significant Accounting Polici21
Significant Accounting Policies (Policies) | 6 Months Ended |
Aug. 04, 2018 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation- The accompanying unaudited, condensed consolidated financial statements have been prepared by management in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, we do not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. All such adjustments are of a normal recurring nature. The condensed consolidated financial position, results of operations and cash flows for these interim periods are not necessarily indicative of the results that may be expected in future periods. The balance sheet at February 3, 2018 has been derived from the audited financial statements at that date, as restated for the adoption of the new accounting standard for revenue recognition (refer to Note 3 , Revenue ). The financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2018 , filed with the U.S. Securities and Exchange Commission (the "SEC") on March 23, 2018. |
Fiscal Period, Policy [Policy Text Block] | Fiscal Year- Our fiscal year ends on the Saturday nearest to January 31. References to a fiscal year refer to the calendar year in which the fiscal year begins. |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation- The consolidated financial statements include the accounts of DSW Inc. and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. All amounts are in United States dollars ("USD"), unless otherwise noted. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates- The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Significant estimates are required as a part of sales returns, depreciation and amortization, valuation of inventories, gift card breakage income, deferred revenue associated with loyalty programs, impairments of long-lived assets, intangibles and goodwill, legal reserves, accrual for lease obligations, income taxes, self-insurance reserves, and valuations used to account for our acquisition. Although these estimates are based on management's knowledge of current events and actions it may undertake in the future, actual results could differ from these estimates. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition- Sales are recognized upon customer receipt of merchandise, net of estimated returns and excludes sales tax. Customers can purchase products from us at one of our stores, online or from our mobile application. For products shipped directly to our customers, we recognize the sale upon the estimated customer receipt date based on historical delivery transit times. |
Shipping and Handling Cost, Policy [Policy Text Block] | Revenue from shipping and handling is recorded in net sales while the related costs are included in cost of sales. For products shipped directly to our customers from our suppliers (referred to as “drop ship”), we record gross sales upon delivery based on the price paid by the customers as we have determined that we are the principal party responsible for the sale transaction. |
Revenue Recognition Accounting Policy, Gross and Net Revenue Disclosure [Policy Text Block] | ABG supplies footwear to other retailers under supply arrangements. We maintain ownership of the merchandise we supply under these arrangements, including risk of loss, returns, shrink up to a certain percentage and loss of inventory value, until customer receipt. Furthermore, we are responsible for the footwear assortment, inventory fulfillment, and pricing at all locations and online. As a result, sales are recognized upon receipt by the end customer, net of estimated returns and exclude sales tax. The affiliated retailers provide the sales associates and retail space. We pay a percentage of net sales as rent, which is included in cost of sales as occupancy expense. |
Revenue Recognition, Deferred Revenue [Policy Text Block] | Gift Cards- Amounts received from the sale of gift cards are recorded as a liability and are recognized as sales when the cards are redeemed for merchandise. Based on historical information, the likelihood of a gift card remaining unredeemed (referred to as “breakage”) can be reasonably estimated at the time of gift card issuance. Breakage income is recognized over the estimated average redemption period of redeemed gift cards. Deferred Revenue Liabilities- We record deferred revenue liabilities, included in accrued expenses on the consolidated balance sheets, for remaining obligations we have to our customers. |
Revenue Recognition, Loyalty Programs [Policy Text Block] | Loyalty Programs- We offer a loyalty program to our customers in the U.S. and a loyalty program to our customers in Canada. Members under both programs earn points based on their level of spending, as well as for various other activities. Upon reaching a specified point threshold, members receive reward certificates that may be redeemed for purchases made within the stated expiration date. We record a reduction of net sales when points are awarded based on an allocation of the initial customer purchase and the stand alone value of the points earned. We maintain a deferred liability for the outstanding points and certificates based on historical conversion and redemption rates. The deferred liability is reduced and sales are recognized when certificates are redeemed or when points and certificates expire. |
Revenue Recognition, Services, Franchise Fees [Policy Text Block] | Franchise Revenue and Costs- Franchise revenue consists of royalties and other fees paid by franchisees, as well as merchandise sales to franchisees, and is included in franchise and other revenue in the consolidated statements of operations. Royalties are earned based upon a percentage of reported franchise sales and are recognized on a monthly basis when earned. Merchandise sales and any relating shipping charges are recognized as franchise revenue upon receipt of goods by the franchisee. The cost of goods sold to franchisees and related shipping costs are recognized as franchise costs at the same time franchise revenue is recognized. Other Revenue- Other revenue consists of rental income on owned properties and is included in franchise and other revenue in the consolidated statements of operations. |
Income Tax, Policy [Policy Text Block] | Income Taxes- On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the "U.S. Tax Reform") was enacted in the U.S., which significantly changes how the U.S. taxes corporations. The U.S. Tax Reform reduced the federal statutory tax rate from 35% to 21% and requires complex computations to be performed that were not previously required in U.S. tax law. The U.S. Treasury Department, the U.S. Internal Revenue Service, and other standard-setting bodies could interpret or issue guidance on how provisions of the U.S. Tax Reform will be applied or otherwise administered that is different from our interpretation. We have not completed our determination of the accounting implications of the U.S. Tax Reform and no changes were recorded during the three months ended August 4, 2018 to the provisional amounts recorded as of February 3, 2018 . However, we have reasonably estimated the effects and recorded provisional amounts in our consolidated financial statements as of August 4, 2018 . As we complete our analysis of the U.S. Tax Reform, collect and prepare necessary data, and interpret any additional guidance, we may make adjustments to provisional amounts that we have recorded that may materially impact our provision for income taxes in the period in which the adjustments are made. Offsetting the favorable impact from the U.S. Tax Reform, during the six months ended August 4, 2018 , we had additional tax provision expense of $24.0 million due to recording a valuation allowance associated with deferred tax assets and nondeductible discrete items, primarily related to the charges recorded as a result of the acquisition of TSL. As a result, our effective tax rate changed from 39.8% for the six months ended July 29, 2017 to 203.3% for the six months ended August 4, 2018 . |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Cash, Cash Equivalents, and Restricted Cash - Cash and cash equivalents represent cash, money market funds and credit card receivables that generally settle within three days. Restricted cash represents cash that is restricted as to withdrawal or usage and consisted of a mandatory cash deposit for outstanding letters of credit under our previous credit facility. |
Inventory, Policy | Inventories- All of our inventory is made up of finished goods. The U.S. Retail segment inventory is accounted for using the retail inventory method and is stated at the lower of cost or market. Under the retail inventory method, the valuation of inventories at cost and the resulting gross profits are determined by applying a calculated cost-to-retail ratio to the retail value of inventories. The cost basis of inventories reflected on the balance sheet is decreased by charges to cost of sales at the time the retail value of the inventory is lowered by markdowns. As a result, earnings are negatively impacted as the merchandise is marked down prior to sale. The Canada Retail segment inventory is accounted for using the weighted average cost method and is stated at the lower of cost or net realizable value. We monitor aged inventory for obsolete and slow moving inventory that may need to be liquidated in the future at amounts below cost. Reductions to inventory values establish a new cost basis. Favorable changes in facts or circumstances do not result in an increase in the newly established cost basis. We perform physical inventory counts or cycle counts on all inventory on hand throughout the year and adjust the recorded balance to reflect the results. We record estimated shrinkage between physical inventory counts based on historical experience and recent results. Inherent in the calculation of inventories are certain significant judgments and estimates, including setting the original merchandise retail value, markdowns, shrinkage, and liquidation values. The ultimate amount realized from the sale of inventory and write offs from counts could differ from management estimates. |
Goodwill, Policy | Goodwill- We evaluate goodwill for impairment annually during our fourth quarter, or more frequently if an event occurs or circumstances change that would indicate that impairment may exist. When evaluating goodwill for impairment, we may first perform a qualitative assessment to determine whether it is more likely than not that a reporting unit is impaired. If we do not perform a qualitative assessment, or if we determine that it is more likely than not that the carrying value of the reporting unit exceeds its fair value, we will calculate the estimated fair value of the reporting unit. Fair value is the price a willing buyer would pay for the reporting unit and is typically calculated using a discounted cash flow analysis. For certain reporting units, where deemed appropriate, we may also utilize a market approach for estimating fair value. Goodwill impairment charges are calculated as the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying value of goodwill. |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value- Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities recorded at fair value are categorized using defined hierarchical levels related to the subjectivity associated with the inputs to fair value measurements as follows: • Level 1 - Quoted prices in active markets for identical assets or liabilities. • Level 2 - Quoted prices for similar assets or liabilities in active markets or inputs that are observable. • Level 3 - Unobservable inputs in which little or no market activity exists. We measure available-for-sale investments at fair value on a recurring basis. These investments are measured using a market-based approach using inputs such as prices of similar assets in active markets (categorized as Level 2), except for an immaterial amount of investments measured based on quoted market prices in active markets (categorized as Level 1) as of July 29, 2017 . The carrying value of cash and cash equivalents, accounts receivables and accounts payables approximated their fair values due to their short-term nature. |
Foreign Currency Translation and Transaction | Foreign Currency Translation and Transactions- Prior to our acquisition of the remaining interest in TSL, our equity investment in TSL and notes receivable from TSL, along with certain investments, were denominated in Canadian dollars ("CAD") and translated into USD at exchange rates in effect at the balance sheet date. Each quarter, the income or loss from TSL was recorded in USD at the average exchange rate for the period. The cumulative translation adjustments resulting from changes in exchange rates are included in the consolidated balance sheets as a component of accumulated other comprehensive loss. As a result of the acquisition, we reclassified a net loss of $12.2 million of foreign currency translation related to the previously held balances from accumulated other comprehensive loss to non-operating expenses, net. Beginning with the second quarter of fiscal 2018, TSL is a wholly-owned subsidiary with CAD as their functional currency. Assets and liabilities of TSL are translated into USD at exchange rates in effect at the balance sheet date or historical rates as appropriate. Each quarter, amounts from TSL included in our consolidated statements of operations are translated at the average exchange rate for the period. The cumulative translation adjustments resulting from changes in exchange rates are included in the consolidated balance sheets as a component of accumulated other comprehensive loss. Transaction gains and losses are included in the consolidated statements of operations. |
Reclassification, Policy [Policy Text Block] | Prior Period Reclassification- Certain prior period reclassifications were made to conform to the current period presentation. Prepaid rent to related parties was reclassified to prepaid expenses and other current assets and long-term prepaid rent to related parties were reclassified to other assets in our consolidated balance sheets. |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Recent Accounting Pronouncements- In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases , which will change how we account for leases. For most leases, a liability will be recorded on the balance sheet based on the present value of future lease obligations with a corresponding right-of-use asset. Primarily for those leases currently classified by us as operating leases, we will recognize a single lease cost on a straight line basis based on the combined amortization of the lease obligation and the right-of-use asset. Other leases will be required to be accounted for as financing arrangements similar to current accounting for capital leases. The standard, which will have a material impact to our consolidated balance sheets, is effective for us in the first quarter of fiscal 2019. In July 2018, the FASB issued ASU 2018-11, Leases - Targeted Improvements , that provided a practical expedient that removed the requirement to restate prior period financial statements upon adoption of the standard, which we plan to elect. We are currently evaluating the full impact of the standard, including other optional practical expedients that we may elect upon adoption, and we are progressing with our implementation plan. Our implementation plan includes identifying our lease population, updating our lease database, assessing the lease system utilized by our third-party lease administrator, and identifying changes to processes and controls. |
New Accounting Pronouncements, Policy [Policy Text Block] | Adoption of ASU 2014-09, Revenue from Contracts with Customers - During the first quarter of fiscal 2018, we adopted the new accounting standard for revenue recognition, ASU 2014-09 and the related amendments, using the full retrospective method where each prior period presented is restated. We recorded an increase to retained earnings as of January 31, 2016 (opening balance for fiscal 2016 ) of $4.9 million . The adoption of ASU 2014-09 had the following impacts: • Income from the breakage of gift cards is classified within net sales and recognized proportionately over the expected redemption period, which was previously recognized as a reduction to operating expenses when the redemption of the gift card was deemed remote. • The loyalty program is being treated as deferred revenue, which was previously treated using the incremental cost method and recognized to cost of sales. • We changed other classifications between net sales, franchise and other revenue, cost of sales and operating expenses for various revenue-related transactions. • We present our estimated returns allowance on a gross basis with returns liability recorded to accrued expenses and an asset for recovery to prepaid expenses and other current assets, which were previously presented on a net basis in accrued expenses. |
Revenue Recognition, Sales Returns [Policy Text Block] | Sales Returns- We reduce net sales by the amount of expected returns and cost of sales by the amount of merchandise we expect to recover, which are estimated based on historical experience. |
Earnings Per Share, Policy [Policy Text Block] | Basic earnings (loss) per share is based on net income (loss) and the weighted average of Class A and Class B common shares outstanding. Diluted earnings per share reflects the potential dilution of common shares adjusted for outstanding stock options, restricted stock units ("RSUs"), and performance-based restricted stock units ("PSUs") calculated using the treasury stock method. |
Stockholders' Equity, Policy [Policy Text Block] | Shares- Our Class A common shares are listed for trading under the ticker symbol "DSW" on the New York Stock Exchange. There is currently no public market for the Company's Class B common shares, but the Class B common shares can be exchanged for the Company's Class A common shares at the election of the holder on a share for share basis. Holders of Class A common shares are entitled to one vote per share and holders of Class B common shares are entitled to eight votes per share on matters submitted to shareholders for approval. |
Repurchase and Resale Agreements Policy [Policy Text Block] | Share Repurchases- On August 17, 2017 , the Board of Directors authorized the repurchase of an additional $500.0 million of DSW common shares under our share repurchase program, which was added to the $33.5 million remaining from the previous authorization. During the six months ended August 4, 2018 and July 29, 2017 , we did not repurchase any Class A common shares, with $524.1 million of Class A common shares that remain authorized under the program as of August 4, 2018 . The share repurchase program may be suspended, modified or discontinued at any time, and we have no obligation to repurchase any amount of our common shares under the program. Shares will be repurchased in the open market at times and in amounts considered appropriate based on price and market conditions. |
Segment Reporting | Our two reportable segments, which are also operating segments, are the U.S. Retail segment and the Canada Retail segment. The U.S. Retail segment, which was previously presented as the DSW segment, includes stores operated in the U.S. under the DSW banner and its related e-commerce site. The Canada Retail segment, which is the result of the TSL Acquisition on May 10, 2018 , includes stores operated in Canada under The Shoe Company, Shoe Warehouse, Town Shoes, DSW Designer Shoe Warehouse banners and related e-commerce sites. Our other operating segments, ABG and Ebuys, are below the quantitative and qualitative thresholds for reportable segments and are aggregated into Other for segment reporting purposes. ABG was previously presented as a separate reportable segment that has now been included in Other due to us no longer providing services to Gordmans after fiscal 2017. Prior periods presented have been restated to present the DSW segment as the U.S. Retail segment and to include ABG in Other for comparative purposes. |
Significant Accounting Polici22
Significant Accounting Policies Significant Accounting Policies (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Schedule of Cash, cash equivalents, and restricted cash [Abstract] | |
Restrictions on Cash and Cash Equivalents [Table Text Block] | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown in the condensed consolidated statements of cash flows: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Cash and cash equivalents $ 215,996 $ 175,932 $ 89,305 Restricted cash, included in prepaid expenses and other current assets — — 3,923 Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statements of cash flows $ 215,996 $ 175,932 $ 93,228 |
Acquisition (Tables)
Acquisition (Tables) | May 10, 2018 | Aug. 04, 2018 |
Business Combinations [Abstract] | ||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The preliminary purchase price and the allocation of the total consideration to the fair values of the assets and liabilities acquired consisted of the following: (in USD and in thousands) Preliminary Purchase Price and Allocation as of May 10, 2018 Purchase price: Cash consideration, net of cash acquired $ 28,152 Replacement stock-based awards attributable to pre-acquisition services 196 Fair value of previously held assets 92,242 $ 120,590 Fair value of assets and liabilities acquired: Inventories $ 58,822 Other current assets 3,608 Property and equipment 41,601 Goodwill 37,044 Intangible assets 20,689 Accounts payable and accrued expenses (33,248 ) Non-current liabilities (7,926 ) $ 120,590 | |
Business Acquisition, Pro Forma Information [Table Text Block] | The following table provides the supplemental unaudited pro forma total revenue and net income of the combined entity had the acquisition date of TSL been the first day of our fiscal 2017: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Total revenue $ 795,268 $ 748,298 $ 1,563,985 $ 1,496,544 Net income $ 45,456 $ 28,583 $ 67,493 $ 49,654 Basic and diluted earnings per share: Basic earnings per share $ 0.57 $ 0.36 $ 0.84 $ 0.62 Diluted earnings per share $ 0.56 $ 0.35 $ 0.83 $ 0.62 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended | |
Aug. 04, 2018 | Jul. 29, 2017 | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | As a result of adopting ASU 2014-09, we adjusted our condensed consolidated balance sheets on a retrospective basis as follows: February 3, 2018 July 29, 2017 (in thousands) As Reported Adjustments As Adjusted As Reported Adjustments As Adjusted ASSETS Prepaid expenses and other current assets $ 41,333 7,864 $ 49,197 $ 38,472 7,057 $ 45,529 Total current assets $ 863,009 7,864 $ 870,873 $ 854,886 7,057 $ 861,943 Deferred income taxes $ 27,671 40 $ 27,711 $ 18,765 27 $ 18,792 Total assets $ 1,413,613 7,904 $ 1,421,517 $ 1,439,545 7,084 $ 1,446,629 LIABILITIES AND SHAREHOLDERS' EQUITY Accrued expenses $ 145,218 3,008 $ 148,226 $ 121,934 2,409 $ 124,343 Total current liabilities $ 324,526 3,008 $ 327,534 $ 287,311 2,409 $ 289,720 Total liabilities $ 463,258 3,008 $ 466,266 $ 466,266 2,409 $ 468,675 Retained earnings $ 350,083 4,896 $ 354,979 $ 366,199 4,675 $ 370,874 Total shareholders' equity $ 950,355 4,896 $ 955,251 $ 973,279 4,675 $ 977,954 Total liabilities and shareholders' equity $ 1,413,613 7,904 $ 1,421,517 $ 1,439,545 7,084 $ 1,446,629 As a result of adopting ASU 2014-09, we adjusted our condensed consolidated statements of cash flows on a retrospective basis as follows: Six months ended July 29, 2017 (in thousands) As Reported Adjustments As Adjusted Cash flows from operating activities: Net income $ 51,566 (71 ) $ 51,495 Adjustments to reconcile net income to net cash provided by operating activities: Deferred income taxes $ (3,831 ) (7 ) $ (3,838 ) Prepaid expenses and other current assets $ (8,061 ) 1,331 $ (6,730 ) Accrued expenses $ (9,016 ) (1,253 ) $ (10,269 ) As a result of adopting ASU 2014-09, we adjusted our condensed consolidated statements of operations (including total comprehensive income) on a retrospective basis as follows: Three months ended July 29, 2017 Six months ended July 29, 2017 (in thousands, except per share amounts) As Reported Adjustments As Adjusted As Reported Adjustments As Adjusted Net sales $ 680,409 1,312 $ 681,721 $ 1,371,511 1,029 $ 1,372,540 Franchise and other revenue $ — 1,291 $ 1,291 $ — 2,510 $ 2,510 Total revenue $ — 683,012 $ 683,012 $ — 1,375,050 $ 1,375,050 Cost of sales $ (483,437 ) 1,013 $ (482,424 ) $ (979,310 ) 3,152 $ (976,158 ) Operating expenses $ (149,057 ) (3,497 ) $ (152,554 ) $ (302,321 ) (6,801 ) $ (309,122 ) Operating profit $ 46,747 119 $ 46,866 $ 87,628 (110 ) $ 87,518 Income before income taxes and income (loss) from equity investment $ 46,729 119 $ 46,848 $ 86,667 (110 ) $ 86,557 Income tax provision $ (18,349 ) (41 ) $ (18,390 ) $ (34,014 ) 39 $ (33,975 ) Net income $ 28,599 78 $ 28,677 $ 51,566 (71 ) $ 51,495 Total comprehensive income $ 39,760 78 $ 39,838 $ 60,243 (71 ) $ 60,172 Diluted earnings per share $ 0.35 0.01 $ 0.36 $ 0.64 — $ 0.64 | |
Deferred Revenue | The following table presents the changes and total balances for gift cards and our loyalty programs: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Gift cards: Beginning of period $ 28,151 $ 27,802 $ 32,792 $ 30,829 Gift cards redeemed and breakage recognized to net sales (21,761 ) (25,132 ) (44,034 ) (44,440 ) Gift cards issued 20,401 22,136 38,033 38,417 End of period $ 26,791 $ 24,806 $ 26,791 $ 24,806 Loyalty programs: Beginning of period $ 22,111 $ 21,287 $ 21,282 $ 19,889 Loyalty certificates redeemed and expired and other adjustments recognized to net sales (16,750 ) (7,529 ) (23,385 ) (14,185 ) Deferred revenue for loyalty points issued 11,425 7,848 18,889 15,902 End of period $ 16,786 $ 21,606 $ 16,786 $ 21,606 | |
Schedule of Valuation and Qualifying Accounts | The following table presents the changes and total balances for the returns liability: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Sales returns liability: Beginning of period $ 16,006 $ 14,952 $ 14,130 $ 14,149 Net sales reduced for estimated returns 98,563 81,484 183,616 159,420 Actual returns during the period (100,143 ) (83,673 ) (183,320 ) (160,806 ) End of period $ 14,426 $ 12,763 $ 14,426 $ 12,763 | |
Operating Segments | ||
Disaggregation of Revenue | The following table presents our revenue disaggregated by operating segments: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Net sales: U.S. Retail segment $ 691,757 $ 629,691 $ 1,361,541 $ 1,254,195 Canada Retail segment 72,532 — 72,532 — Other: ABG 29,446 31,330 64,466 75,318 Ebuys — 20,700 5,633 43,027 Total Other 29,446 52,030 70,099 118,345 Total net sales 793,735 681,721 1,504,172 1,372,540 Franchise and other revenue 1,533 1,291 3,198 2,510 Total revenue $ 795,268 $ 683,012 $ 1,507,370 $ 1,375,050 | |
Merchandise Category | ||
Disaggregation of Revenue | The following table presents the retail net sales by category as reconciled to total net sales: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Retail net sales by category: Women's footwear $ 509,404 $ 428,833 $ 978,688 $ 866,764 Men's footwear 171,028 143,090 304,187 271,203 Accessories and other 83,857 57,768 151,198 116,228 Other - ABG and Ebuys 29,446 52,030 70,099 118,345 Total net sales $ 793,735 $ 681,721 $ 1,504,172 $ 1,372,540 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Earnings Per Share [Abstract] | |
Reconciliation of the Number of Shares Used in the Calculation of Diluted Earnings per Share | The following is a reconciliation of the number of shares used in the calculation of earnings (loss) per share: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Weighted average shares outstanding - Basic shares 80,265 80,317 80,187 80,267 Dilutive effect of stock-based compensation awards — 397 — 462 Weighted average shares outstanding - Diluted shares 80,265 80,714 80,187 80,729 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation Expense [Table Text Block] | Stock-based compensation expense consisted of the following: Three months ended Six months ended (in thousands) August 4, 2018 July 29, 2017 August 4, 2018 July 29, 2017 Stock options $ 1,343 $ 1,586 $ 3,138 $ 3,337 Restricted and director stock units 3,841 2,656 6,560 4,514 $ 5,184 $ 4,242 $ 9,698 $ 7,851 |
Stock Option Plan Activity | The following table summarizes the stock-based compensation award activity for the six months ended August 4, 2018 : Number of shares (in thousands) Stock Options Time-Based RSUs Performance-Based RSUs Outstanding - beginning of period 4,333 436 457 Granted — 663 250 Exercised / vested (158 ) (58 ) (49 ) Forfeited / expired (111 ) (50 ) (4 ) Outstanding - end of period 4,064 991 654 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Equity [Abstract] | |
Schedule of Stock by Class [Table Text Block] | The following table provides additional information for our common shares: August 4, 2018 February 3, 2018 July 29, 2017 (in thousands) Class A Class B Class A Class B Class A Class B Authorized shares 250,000 100,000 250,000 100,000 250,000 100,000 Issued shares 85,652 7,733 85,385 7,733 85,201 7,733 Outstanding shares 72,561 7,733 72,294 7,733 72,610 7,733 Treasury shares 13,091 — 13,091 — 12,591 — |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Changes for the balances of each component of accumulated other comprehensive loss were as follows (all amounts are net of tax): Three months ended August 4, 2018 July 29, 2017 (in thousands) Foreign Currency Translation Available-for-Sale Securities Total Foreign Currency Translation Available-for-Sale Securities Total Accumulated other comprehensive loss - beginning of period $ (12,218 ) $ (980 ) $ (13,198 ) $ (16,357 ) $ (68 ) $ (16,425 ) Other comprehensive income (loss) before reclassifications (1,365 ) 27 (1,338 ) 10,657 (23 ) 10,634 Amounts reclassified to non-operating expenses, net 12,218 42 12,260 699 (172 ) 527 Other comprehensive income (loss) 10,853 69 10,922 11,356 (195 ) 11,161 Accumulated other comprehensive loss - end of period $ (1,365 ) $ (911 ) $ (2,276 ) $ (5,001 ) $ (263 ) $ (5,264 ) Six months ended August 4, 2018 July 29, 2017 (in thousands) Foreign Currency Translation Available-for-Sale Securities Total Foreign Currency Translation Available-for-Sale Securities Total Accumulated other comprehensive loss - beginning of period $ (9,278 ) $ (796 ) $ (10,074 ) $ (13,699 ) $ (242 ) $ (13,941 ) Other comprehensive income (loss) before reclassifications (6,050 ) (317 ) (6,367 ) 6,537 33 6,570 Amounts reclassified to non-operating expenses, net 13,963 202 14,165 2,161 (54 ) 2,107 Other comprehensive income (loss) 7,913 (115 ) 7,798 8,698 (21 ) 8,677 Accumulated other comprehensive loss - end of period $ (1,365 ) $ (911 ) $ (2,276 ) $ (5,001 ) $ (263 ) $ (5,264 ) |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Investments [Abstract] | |
Marketable Securities | Investments in available-for-sale securities consisted of the following: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Carrying value of investments $ 73,978 $ 125,349 $ 182,325 Unrealized gains included in accumulated other comprehensive loss 10 23 99 Unrealized losses included in accumulated other comprehensive loss (869 ) (767 ) (362 ) Fair value $ 73,119 $ 124,605 $ 182,062 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and equipment consisted of the following: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Land $ 1,110 $ 1,110 $ 1,110 Buildings 12,485 12,485 12,485 Building and leasehold improvements 425,651 404,852 398,129 Furniture, fixtures and equipment 451,040 423,597 417,226 Software 145,111 137,917 135,844 Construction in progress (1) 46,643 39,201 28,008 Total property and equipment 1,082,040 1,019,162 992,802 Accumulated depreciation and amortization (694,419 ) (663,963 ) (628,250 ) Property and equipment, net $ 387,621 $ 355,199 $ 364,552 (1) Construction in progress is comprised primarily of the construction of leasehold improvements and furniture and fixtures related to unopened stores and internal-use software under development. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | Activity related to our goodwill was as follows: Six months ended August 4, 2018 July 29, 2017 (in thousands) Goodwill Accumulated Impairments Net Goodwill Accumulated Impairments Net Beginning of period by segment: U.S. Retail segment $ 25,899 $ — $ 25,899 $ 25,899 $ — $ 25,899 Other - Ebuys 53,790 (53,790 ) — 53,790 — 53,790 79,689 (53,790 ) 25,899 79,689 — 79,689 Activity during the period by segment: Canada Retail segment: Acquired TSL goodwill 37,044 — 37,044 — — — Impairment charges — (36,240 ) (36,240 ) — — — Currency translation adjustment (580 ) (224 ) (804 ) — — — Other - eliminated Ebuys goodwill (53,790 ) 53,790 — — — — (17,326 ) 17,326 — — — — End of period by segment: U.S. Retail segment 25,899 — 25,899 25,899 — 25,899 Canada Retail segment 36,464 (36,464 ) — — — — Other - Ebuys — — — 53,790 — 53,790 $ 62,363 $ (36,464 ) $ 25,899 $ 79,689 $ — $ 79,689 |
Intangible Assets Disclosure [Text Block] | Intangible assets consisted of the following: (in thousands) Cost Accumulated Amortization Net August 4, 2018 Definite-lived: Customer relationships $ 1,378 $ (114 ) $ 1,264 Favorable leasehold interests 3,522 (101 ) 3,421 Indefinite-lived trademarks and tradenames 15,600 — 15,600 $ 20,500 $ (215 ) $ 20,285 February 3, 2018 Definite-lived: Online retailer and customer relationships $ 3,767 $ (3,767 ) $ — Tradenames 1,260 (1,260 ) — Non-compete agreements 1,800 (1,800 ) — Indefinite-lived trademarks and tradenames 135 — 135 $ 6,962 $ (6,827 ) $ 135 July 29, 2017 Definite-lived: Online retailer and customer relationships $ 22,300 $ (3,202 ) $ 19,098 Tradenames 11,000 (1,039 ) 9,961 Non-compete agreements 5,400 (1,529 ) 3,871 Indefinite-lived trademarks and tradenames 135 — 135 $ 38,835 $ (5,770 ) $ 33,065 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued expenses consisted of the following: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Gift cards and merchandise credits $ 26,791 $ 32,792 $ 24,806 Accrued compensation and related expenses 30,224 25,082 14,830 Accrued taxes 21,029 20,757 20,126 Loyalty programs deferred revenue 16,786 21,282 21,606 Sales returns 14,426 14,130 12,763 Other (1) 36,520 34,183 30,212 $ 145,776 $ 148,226 $ 124,343 (1) Other is comprised of various other accrued expenses that we expect will settle within one year of the applicable period, including amounts owed under our vendor payment program described below. |
Non-Current Liabilities (Tables
Non-Current Liabilities (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Other Non-current Liabilities | Non-current liabilities consisted of the following: (in thousands) August 4, 2018 February 3, 2018 July 29, 2017 Construction and tenant allowances $ 75,439 $ 80,725 $ 84,002 Deferred rent 35,694 37,116 38,187 Accrual for lease obligations 9,511 6,511 7,328 Unfavorable leasehold interests 7,000 — — Other (1) 22,672 14,380 12,982 $ 150,316 $ 138,732 $ 142,499 (1) Other is comprised of various other accrued expenses that we expect will settle beyond one year from the end of the applicable period. |
Schedule of Restructuring Reserve by Type of Cost [Table Text Block] | The following table presents the changes and total balances for the accrual for lease obligations: Six months ended (in thousands) August 4, 2018 July 29, 2017 Beginning of period $ 6,511 $ 7,283 Additions 4,884 — Lease obligation payments, net of sublease income received (2,004 ) (120 ) Adjustments 120 165 End of period $ 9,511 $ 7,328 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jul. 29, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Contingent Consideration | Activity for the contingent consideration liability for the six months ended July 29, 2017 was as follows: (in thousands) Contingent consideration liability - beginning of period $ 33,204 Accretion in value 2,252 Other adjustments 1,000 Contingent consideration liability - end of period $ 36,456 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Aug. 04, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | The performance of each segment is based on net sales and gross profit, which is defined as net sales less cost of sales, as follows: (in thousands) U.S. Retail Canada Retail Other Total Three months ended August 4, 2018 Net sales $ 691,757 72,532 29,446 $ 793,735 Gross profit $ 229,601 18,218 6,676 $ 254,495 Three months ended July 29, 2017 Net sales $ 629,691 — 52,030 $ 681,721 Gross profit $ 194,863 — 4,434 $ 199,297 Six months ended August 4, 2018 Net sales $ 1,361,541 72,532 70,099 $ 1,504,172 Gross profit $ 427,945 18,218 13,557 $ 459,720 Six months ended July 29, 2017 Net sales $ 1,254,195 — 118,345 $ 1,372,540 Gross profit $ 381,369 — 15,013 $ 396,382 |
Significant Accounting Polici35
Significant Accounting Policies Significant Accounting Policies (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Aug. 04, 2018USD ($) | Feb. 03, 2018USD ($) | Aug. 04, 2018USD ($)segments | Jul. 29, 2017USD ($) | May 10, 2018USD ($) | Jan. 28, 2017USD ($) | |
Schedule of Stores Supplied With Merchandise [Line Items] | ||||||
Goodwill | $ 25,899 | $ 25,899 | $ 25,899 | $ 79,689 | $ 37,044 | $ 79,689 |
Effective Income Tax Rate Reconciliation, Percent | 203.30% | 39.80% | ||||
Number of reportable segments | segments | 2 | |||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (12,200) | |||||
Cash and cash equivalents | 215,996 | 175,932 | $ 215,996 | $ 89,305 | ||
Restricted Cash and Cash Equivalents | 0 | 0 | 0 | 3,923 | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 215,996 | 175,932 | $ 215,996 | 93,228 | $ 115,311 | |
Gordmans Stores [Member] | ||||||
Schedule of Stores Supplied With Merchandise [Line Items] | ||||||
Stores acquired | 58 | 58 | ||||
Canada Retail segment | ||||||
Schedule of Stores Supplied With Merchandise [Line Items] | ||||||
Goodwill | $ 0 | $ 0 | 0 | |||
Acquired TSL goodwill | $ 37,044 | $ 37,044 | $ 0 | |||
Apparel Group [Member] | ||||||
Schedule of Stores Supplied With Merchandise [Line Items] | ||||||
Number of stores supplied by the entity | 3 | 3 | ||||
Town Shoes [Member] | ||||||
Schedule of Stores Supplied With Merchandise [Line Items] | ||||||
Number of Stores | 38 | 38 |
Acquisition (Details)
Acquisition (Details) $ / shares in Units, $ in Thousands, $ in Millions | May 10, 2018USD ($) | Aug. 04, 2018USD ($)$ / shares | Jul. 29, 2017USD ($)$ / shares | Aug. 04, 2018USD ($)$ / shares | Jul. 29, 2017USD ($)$ / shares | May 10, 2018CAD ($) | Feb. 03, 2018USD ($) | Jan. 28, 2017USD ($) | May 09, 2014USD ($) | May 09, 2014CAD ($) |
Business Acquisition, Pro Forma Revenue | $ 795,268 | $ 748,298 | $ 1,563,985 | $ 1,496,544 | ||||||
Equity Method Investment, Ownership Percentage | 49.20% | 49.20% | ||||||||
Town Shoe Acquisition, Purchase Price for Ownership Interest (CAD) | $ 36.2 | $ 75.1 | ||||||||
Town Shoe Acquisition, Purchase Price for Ownership Interest (USD) | $ 28,200 | $ 68,900 | ||||||||
Shareholder Note, Interest Rate | 12.00% | 12.00% | ||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 50.00% | 50.00% | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 6,600 | $ 8.5 | ||||||||
Foreign currency translation gain (loss) | (1,365) | 10,657 | (6,050) | 6,537 | ||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (12,200) | |||||||||
Cash consideration, net of cash acquired | 28,152 | |||||||||
Replacement stock-based awards attributable to pre-acquisition services | 196 | |||||||||
Fair value of previously held assets | 92,242 | |||||||||
Inventories | 58,822 | |||||||||
Other current assets | 3,608 | |||||||||
Property and equipment | 41,601 | |||||||||
Acquired TSL goodwill | 37,044 | 25,899 | 79,689 | 25,899 | 79,689 | $ 25,899 | $ 79,689 | |||
Intangible assets | 20,689 | |||||||||
Accounts payable and accrued expenses | (33,248) | |||||||||
Non-current liabilities | 7,926 | |||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 120,590 | |||||||||
Off-market Lease, Unfavorable | (7,000) | 0 | (7,000) | 0 | $ 0 | |||||
Finite-Lived Intangible Asset, Off-market Lease, Favorable, Gross | 3,600 | 3,600 | ||||||||
Business Combination, Acquisition Related Costs | 3,100 | |||||||||
Business Acquisition, Pro Forma Net Income (Loss) | 45,456 | 28,583 | 67,493 | 49,654 | ||||||
Net sales | 795,268 | 683,012 | 1,507,370 | 1,375,050 | ||||||
Net income (loss) | (38,356) | 28,677 | (14,059) | 51,495 | ||||||
Impairment charges | $ 36,240 | $ 0 | $ 36,240 | $ 0 | ||||||
Basic earnings per share (in USD per share) | $ / shares | $ 0.57 | $ 0.36 | $ 0.84 | $ 0.62 | ||||||
Diluted earnings per share (in USD per share) | $ / shares | $ 0.56 | $ 0.35 | $ 0.83 | $ 0.62 | ||||||
Tradename [Member] | ||||||||||
Finite-Lived Trade Names, Gross | $ 15,700 | $ 15,700 | ||||||||
Customer Relationships [Member] | ||||||||||
Finite-Lived Trade Names, Gross | 1,400 | 1,400 | ||||||||
Canada Retail segment | ||||||||||
Net income (loss) | (38,500) | |||||||||
Product | ||||||||||
Net sales | 793,735 | $ 681,721 | 1,504,172 | $ 1,372,540 | ||||||
Product | Canada Retail segment | ||||||||||
Net sales | 72,532 | $ 0 | 72,532 | $ 0 | ||||||
Nonoperating Income (Expense) [Member] | ||||||||||
Foreign currency translation gain (loss) | (34,000) | |||||||||
Non-current Liabilities | ||||||||||
Off-market Lease, Unfavorable | $ (7,600) | $ (7,600) |
Revenue (Details)
Revenue (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Aug. 04, 2018 | Jul. 29, 2017 | Aug. 04, 2018 | Jul. 29, 2017 | Feb. 03, 2018 | Jan. 31, 2016 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Impact of Restatement on Opening Retained Earnings, Net of Tax | $ 4,900 | |||||
Net sales | $ 795,268 | $ 683,012 | $ 1,507,370 | $ 1,375,050 | ||
Operating expenses | (195,026) | (152,554) | (363,166) | (309,122) | ||
Operating profit | 24,469 | 46,866 | 62,939 | 87,518 | ||
Income (loss) before income taxes and income (loss) from equity investment | (22,075) | 46,848 | 14,922 | 86,557 | ||
Income tax provision | (16,281) | (18,390) | (27,671) | (33,975) | ||
Net income (loss) | (38,356) | 28,677 | (14,059) | 51,495 | ||
Total comprehensive income (loss) | $ (27,434) | $ 39,838 | $ (6,261) | $ 60,172 | ||
Diluted earnings per share (USD per share) | $ (0.48) | $ 0.36 | $ (0.18) | $ 0.64 | ||
Prepaid expenses and other current assets | $ 73,763 | $ 45,529 | $ 73,763 | $ 45,529 | $ 49,197 | |
Total current assets | 977,093 | 861,943 | 977,093 | 861,943 | 870,873 | |
Deferred income taxes | 14,235 | 18,792 | 14,235 | 18,792 | 27,711 | |
Total assets | 1,445,016 | 1,446,629 | 1,445,016 | 1,446,629 | 1,421,517 | |
Accrued expenses | 145,776 | 124,343 | 145,776 | 124,343 | 148,226 | |
Total current liabilities | 375,216 | 289,720 | 375,216 | 289,720 | 327,534 | |
Total liabilities | 525,532 | 468,675 | 525,532 | 468,675 | 466,266 | |
Retained earnings | 301,006 | 370,874 | 301,006 | 370,874 | 354,979 | |
Total shareholders' equity | 919,484 | 977,954 | 919,484 | 977,954 | 955,251 | |
Total liabilities and shareholders' equity | 1,445,016 | 1,446,629 | 1,445,016 | 1,446,629 | 1,421,517 | |
Net income (loss) | (38,356) | 28,677 | (14,059) | 51,495 | ||
Deferred income taxes | 13,526 | (3,838) | ||||
Prepaid expenses and other current assets | (23,257) | (6,730) | ||||
Accrued expenses | (7,960) | (10,269) | ||||
Gift cards, Beginning of period | 28,151 | 27,802 | 32,792 | 30,829 | ||
Gift cards, End of period | 26,791 | 24,806 | 26,791 | 24,806 | ||
Loyalty programs, Beginning of period | 22,111 | 21,287 | 21,282 | 19,889 | ||
Loyalty programs, End of period | 16,786 | 21,606 | 16,786 | 21,606 | ||
Sales returns liability, Beginning of period | 16,006 | 14,952 | 14,130 | 14,149 | ||
Net sales reduced for estimated returns | 98,563 | 81,484 | 183,616 | 159,420 | ||
Actual returns during the period | (100,143) | (83,673) | (183,320) | (160,806) | ||
Sales returns liability, End of period | 14,426 | 12,763 | 14,426 | 12,763 | ||
Contract with Customer, Asset, Gross | 7,600 | 7,100 | 7,600 | 7,100 | 7,900 | |
Loyalty certificates redeemed and expired and other adjustments recognized to net sales | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Increase (Decrease) in Customer Loyalty Program Liability | (16,750) | (7,529) | (23,385) | (14,185) | ||
Deferred revenue for loyalty points issued | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Increase (Decrease) in Customer Loyalty Program Liability | 11,425 | 7,848 | 18,889 | 15,902 | ||
Gift cards redeemed and breakage recognized to net sales | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Increase (Decrease) in Gift Card Liability | (21,761) | (25,132) | (44,034) | (44,440) | ||
Gift cards issued | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Increase (Decrease) in Gift Card Liability | 20,401 | 22,136 | 38,033 | 38,417 | ||
Product | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 793,735 | 681,721 | 1,504,172 | 1,372,540 | ||
Cost of sales | (539,240) | (482,424) | (1,044,452) | (976,158) | ||
Franchise and other | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 1,533 | 1,291 | 3,198 | 2,510 | ||
Cost of sales | (293) | 0 | (573) | 0 | ||
Women's footwear | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 509,404 | 428,833 | 978,688 | 866,764 | ||
Men's footwear | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 171,028 | 143,090 | 304,187 | 271,203 | ||
Accessories and other | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 83,857 | 57,768 | 151,198 | 116,228 | ||
Other - ABG and Ebuys | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 29,446 | 52,030 | 70,099 | 118,345 | ||
U.S. Retail segment | Product | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 691,757 | 629,691 | 1,361,541 | 1,254,195 | ||
Canada Retail segment | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net income (loss) | (38,500) | |||||
Net income (loss) | (38,500) | |||||
Canada Retail segment | Product | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 72,532 | 0 | 72,532 | 0 | ||
ABG | Product | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 29,446 | 31,330 | 64,466 | 75,318 | ||
Ebuys | Product | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 0 | 20,700 | 5,633 | 43,027 | ||
Total Other | Product | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | $ 29,446 | 52,030 | $ 70,099 | 118,345 | ||
ASU 2014-09 | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Prepaid expenses and other current assets | 7,057 | 7,057 | 7,864 | |||
Total current assets | 7,057 | 7,057 | 7,864 | |||
Deferred income taxes | 27 | 27 | 40 | |||
Total assets | 7,084 | 7,084 | 7,904 | |||
Accrued expenses | 2,409 | 2,409 | 3,008 | |||
Total current liabilities | 2,409 | 2,409 | 3,008 | |||
Total liabilities | 2,409 | 2,409 | 3,008 | |||
Retained earnings | 4,675 | 4,675 | 4,896 | |||
Total shareholders' equity | 4,675 | 4,675 | 4,896 | |||
Total liabilities and shareholders' equity | 7,084 | 7,084 | 7,904 | |||
As Reported | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 0 | 0 | ||||
Operating expenses | (149,057) | (302,321) | ||||
Operating profit | 46,747 | 87,628 | ||||
Income (loss) before income taxes and income (loss) from equity investment | 46,729 | 86,667 | ||||
Income tax provision | (18,349) | (34,014) | ||||
Net income (loss) | 28,599 | 51,566 | ||||
Total comprehensive income (loss) | $ 39,760 | $ 60,243 | ||||
Diluted earnings per share (USD per share) | $ 0.35 | $ 0.64 | ||||
Prepaid expenses and other current assets | $ 38,472 | $ 38,472 | 41,333 | |||
Total current assets | 854,886 | 854,886 | 863,009 | |||
Deferred income taxes | 18,765 | 18,765 | 27,671 | |||
Total assets | 1,439,545 | 1,439,545 | 1,413,613 | |||
Accrued expenses | 121,934 | 121,934 | 145,218 | |||
Total current liabilities | 287,311 | 287,311 | 324,526 | |||
Total liabilities | 466,266 | 466,266 | 463,258 | |||
Retained earnings | 366,199 | 366,199 | 350,083 | |||
Total shareholders' equity | 973,279 | 973,279 | 950,355 | |||
Total liabilities and shareholders' equity | 1,439,545 | 1,439,545 | 1,413,613 | |||
Net income (loss) | 28,599 | 51,566 | ||||
Deferred income taxes | (3,831) | |||||
Prepaid expenses and other current assets | (8,061) | |||||
Accrued expenses | (9,016) | |||||
As Reported | Product | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 680,409 | 1,371,511 | ||||
Cost of sales | (483,437) | (979,310) | ||||
As Reported | Franchise and other | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 0 | 0 | ||||
Adjustments | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Prepaid expenses and other current assets | 45,529 | 45,529 | 49,197 | |||
Total current assets | 861,943 | 861,943 | 870,873 | |||
Deferred income taxes | 18,792 | 18,792 | 27,711 | |||
Total assets | 1,446,629 | 1,446,629 | 1,421,517 | |||
Accrued expenses | 124,343 | 124,343 | 148,226 | |||
Total current liabilities | 289,720 | 289,720 | 327,534 | |||
Total liabilities | 468,675 | 468,675 | 466,266 | |||
Retained earnings | 370,874 | 370,874 | 354,979 | |||
Total shareholders' equity | 977,954 | 977,954 | 955,251 | |||
Total liabilities and shareholders' equity | 1,446,629 | 1,446,629 | $ 1,421,517 | |||
Adjustments | ASU 2014-09 | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 683,012 | 1,375,050 | ||||
Operating expenses | (3,497) | (6,801) | ||||
Operating profit | 119 | (110) | ||||
Income (loss) before income taxes and income (loss) from equity investment | 119 | (110) | ||||
Income tax provision | (41) | 39 | ||||
Net income (loss) | 78 | (71) | ||||
Total comprehensive income (loss) | $ 78 | $ (71) | ||||
Diluted earnings per share (USD per share) | $ 0.01 | $ 0 | ||||
Net income (loss) | $ 78 | $ (71) | ||||
Deferred income taxes | (7) | |||||
Prepaid expenses and other current assets | 1,331 | |||||
Accrued expenses | (1,253) | |||||
Adjustments | ASU 2014-09 | Product | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | 1,312 | 1,029 | ||||
Cost of sales | 1,013 | 3,152 | ||||
Adjustments | ASU 2014-09 | Franchise and other | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net sales | $ 1,291 | $ 2,510 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Aug. 04, 2018 | Jul. 29, 2017 | Aug. 04, 2018 | Jul. 29, 2017 | May 09, 2014 | |
Schottenstein Affiliates [Abstract] | |||||
Operating Leases, Rent Expense, Minimum Rentals | $ 2.3 | $ 2.3 | $ 4.6 | $ 4.6 | |
Equity Method Investment, Ownership Percentage | 49.20% | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 50.00% | ||||
Proceeds from Royalties Received | 0.2 | 0.1 | 0.3 | ||
Related Party Transaction, Other Revenues from Transactions with Related Party | 0.7 | $ 0.4 | 1.6 | ||
Related party transaction Outstanding common shares owned (in hundredths) | 14.00% | 14.00% | |||
Related party transaction Combined voting power of outstanding common shares (in hundredths) | 49.00% | 49.00% | |||
Class A Common Shares | |||||
Schottenstein Affiliates [Abstract] | |||||
Related Party Transaction, Number of shares owned by related party (in shares) | 3.6 | 3.6 | |||
Class B Common Shares | |||||
Schottenstein Affiliates [Abstract] | |||||
Related Party Transaction, Number of shares owned by related party (in shares) | 7.7 | 7.7 | |||
Schottenstein Affiliates [Member] | |||||
Schottenstein Affiliates [Abstract] | |||||
Related Party Transaction, Purchases from Related Party | $ 1.7 | 0.4 | $ 3.3 | 0.7 | |
Town [Member] | |||||
Schottenstein Affiliates [Abstract] | |||||
Related Party Transaction, Purchases from Related Party | 1.3 | ||||
Management Service [Member] | |||||
Schottenstein Affiliates [Abstract] | |||||
Revenue from customer | $ 0.3 | $ 0.3 | $ 0.6 |
Earnings (Loss) Per Share - Cal
Earnings (Loss) Per Share - Calculation of Earnings per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 04, 2018 | Jul. 29, 2017 | Aug. 04, 2018 | Jul. 29, 2017 | |
Earnings Per Share [Abstract] | ||||
Weighted average shares outstanding - Basic shares | 80,265 | 80,317 | 80,187 | 80,267 |
Dilutive effect of stock-based compensation awards | 0 | 397 | 0 | 462 |
Weighted average shares outstanding - Diluted shares | 80,265 | 80,714 | 80,187 | 80,729 |
Earnings (Loss) Per Share - Ant
Earnings (Loss) Per Share - Anti-Dilutive Securities (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Aug. 04, 2018 | Jul. 29, 2017 | Aug. 04, 2018 | Jul. 29, 2017 | |
Earnings Per Share [Abstract] | ||||
Securities outstanding not included in computation of diluted earnings per share | 3.2 | 4.6 | 3.2 | 4.3 |
Stock-Based Compensation - Allo
Stock-Based Compensation - Allocation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 04, 2018 | Jul. 29, 2017 | Aug. 04, 2018 | Jul. 29, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 5,184 | $ 4,242 | $ 9,698 | $ 7,851 |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 1,343 | 1,586 | 3,138 | 3,337 |
Restricted and director stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 3,841 | $ 2,656 | $ 6,560 | $ 4,514 |
Stock-Based Compensation - Awar
Stock-Based Compensation - Award Activity (Details) shares in Thousands | 6 Months Ended |
Aug. 04, 2018shares | |
Stock Options | |
Stock Option Activity [Roll Forward] | |
Outstanding - beginning of period | 4,333 |
Granted | 0 |
Exercised / vested | (158) |
Forfeited / expired | (111) |
Outstanding - end of period | 4,064 |
Time-Based RSUs | |
Stock Option Activity [Roll Forward] | |
Outstanding - beginning of period | 436 |
Granted | 663 |
Exercised / vested | (58) |
Forfeited / expired | (50) |
Outstanding - end of period | 991 |
Performance-Based RSUs | |
Stock Option Activity [Roll Forward] | |
Outstanding - beginning of period | 457 |
Granted | 250 |
Exercised / vested | (49) |
Forfeited / expired | (4) |
Outstanding - end of period | 654 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) shares in Millions | Aug. 04, 2018shares |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Number of shares available for future stock-based compensation grants | 4.1 |
Shareholders' Equity - Class of
Shareholders' Equity - Class of Stock (Details) $ / shares in Units, shares in Thousands, $ in Millions | 6 Months Ended | ||
Aug. 04, 2018USD ($)vote$ / sharesshares | Feb. 03, 2018USD ($)shares | Jul. 29, 2017shares | |
Class of Stock [Line Items] | |||
Preferred Stock, Shares Authorized | 100,000 | ||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0 | ||
Preferred Stock, Shares Issued | 0 | ||
Dividends Payable, Date Declared | Aug. 28, 2018 | ||
Common Stock, Dividends, Per Share, Declared | $ / shares | $ 0.25 | ||
Dividends Payable, Date to be Paid | Oct. 5, 2018 | ||
Dividends Payable, Date of Record | Sep. 24, 2018 | ||
Stock Repurchase Program, Authorized Amount | $ | $ 500 | ||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ | $ 524.1 | $ 33.5 | |
Class A Common Shares | |||
Class of Stock [Line Items] | |||
Common Stock, Voting Rights, Votes Per Share | vote | 1 | ||
Common Stock, Shares Authorized | 250,000 | 250,000 | 250,000 |
Common Stock, Shares, Issued | 85,652 | 85,385 | 85,201 |
Common Stock, Shares, Outstanding | 72,561 | 72,294 | 72,610 |
Class B Common Shares | |||
Class of Stock [Line Items] | |||
Common Stock, Voting Rights, Votes Per Share | vote | 8 | ||
Common Stock, Shares Authorized | 100,000 | 100,000 | 100,000 |
Common Stock, Shares, Issued | 7,733 | 7,733 | 7,733 |
Common Stock, Shares, Outstanding | 7,733 | 7,733 | 7,733 |
Treasury Stock [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Shares, Outstanding | 13,091 | 13,091 | 12,591 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Accumulated Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 04, 2018 | Jul. 29, 2017 | Aug. 04, 2018 | Jul. 29, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated other comprehensive loss - beginning of period | $ (13,198) | $ (16,425) | $ (10,074) | $ (13,941) |
Other comprehensive income (loss) before reclassifications | (1,338) | 10,634 | (6,367) | 6,570 |
Amounts reclassified to non-operating expenses, net | 12,260 | 527 | 14,165 | 2,107 |
Other comprehensive income (loss) | 10,922 | 11,161 | 7,798 | 8,677 |
Accumulated other comprehensive loss - end of period | (2,276) | (5,264) | (2,276) | (5,264) |
Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated other comprehensive loss - beginning of period | (12,218) | (16,357) | (9,278) | (13,699) |
Other comprehensive income (loss) before reclassifications | (1,365) | 10,657 | (6,050) | 6,537 |
Amounts reclassified to non-operating expenses, net | 12,218 | 699 | 13,963 | 2,161 |
Other comprehensive income (loss) | 10,853 | 11,356 | 7,913 | 8,698 |
Accumulated other comprehensive loss - end of period | (1,365) | (5,001) | (1,365) | (5,001) |
Available-for-Sale Securities | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated other comprehensive loss - beginning of period | (980) | (68) | (796) | (242) |
Other comprehensive income (loss) before reclassifications | 27 | (23) | (317) | 33 |
Amounts reclassified to non-operating expenses, net | 42 | (172) | 202 | (54) |
Other comprehensive income (loss) | 69 | (195) | (115) | (21) |
Accumulated other comprehensive loss - end of period | $ (911) | $ (263) | $ (911) | $ (263) |
Investments (Details)
Investments (Details) - USD ($) $ in Thousands | Aug. 04, 2018 | Feb. 03, 2018 | Jul. 29, 2017 |
Investments [Abstract] | |||
Carrying value of investments | $ 73,978 | $ 125,349 | $ 182,325 |
Unrealized gains included in accumulated other comprehensive loss | 10 | 23 | 99 |
Unrealized losses included in accumulated other comprehensive loss | (869) | (767) | (362) |
Fair value | $ 73,119 | $ 124,605 | $ 182,062 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | Aug. 04, 2018 | Feb. 03, 2018 | Jul. 29, 2017 |
Property and equipment [Abstract]: | |||
Land | $ 1,110 | $ 1,110 | $ 1,110 |
Buildings | 12,485 | 12,485 | 12,485 |
Building and leasehold improvements | 425,651 | 404,852 | 398,129 |
Furniture, fixtures and equipment | 451,040 | 423,597 | 417,226 |
Software | 145,111 | 137,917 | 135,844 |
Construction in progress | 46,643 | 39,201 | 28,008 |
Total property and equipment | 1,082,040 | 1,019,162 | 992,802 |
Accumulated depreciation and amortization | (694,419) | (663,963) | (628,250) |
Property and equipment, net | $ 387,621 | $ 355,199 | $ 364,552 |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Feb. 03, 2018 | Aug. 04, 2018 | Jul. 29, 2017 | |
Goodwill [Roll Forward] | |||
Goodwill, beginning of period | $ 79,689 | $ 79,689 | |
Accumulated Impairments, beginning of period | (53,790) | 0 | |
Net, end of period | 25,899 | 79,689 | |
Activity during the period by segment: | |||
Impairment charges | (17,326) | 0 | |
Activity during the period by segment | (17,326) | 0 | |
Impairment charges | (17,326) | 0 | |
Goodwill, end of period | $ 79,689 | 62,363 | 79,689 |
Accumulated Impairments, end of period | (53,790) | (36,464) | 0 |
Net, end of period | 25,899 | 25,899 | 79,689 |
U.S. Retail segment | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning of period | 25,899 | 25,899 | |
Accumulated Impairments, beginning of period | 0 | 0 | |
Net, end of period | 25,899 | 25,899 | |
Activity during the period by segment: | |||
Goodwill, end of period | 25,899 | 25,899 | 25,899 |
Accumulated Impairments, end of period | 0 | 0 | 0 |
Net, end of period | 25,899 | 25,899 | 25,899 |
Canada Retail segment | |||
Activity during the period by segment: | |||
Acquired TSL goodwill | 37,044 | 37,044 | 0 |
Impairment charges | (36,240) | 0 | |
Currency translation adjustment | (580) | 0 | |
Currency translation adjustment | (224) | 0 | |
Goodwill, Foreign Currency Translation Gain (Loss), Net | (804) | 0 | |
Impairment charges | (36,240) | 0 | |
Goodwill, end of period | 36,464 | 0 | |
Accumulated Impairments, end of period | (36,464) | 0 | |
Net, end of period | 0 | 0 | |
Other - Ebuys | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning of period | 53,790 | 53,790 | |
Accumulated Impairments, beginning of period | (53,790) | 0 | |
Net, end of period | 0 | 53,790 | |
Activity during the period by segment: | |||
Other - eliminated Ebuys goodwill | (53,790) | 0 | |
Other - eliminated Ebuys goodwill | 53,790 | 0 | |
Goodwill, end of period | 53,790 | 0 | 53,790 |
Accumulated Impairments, end of period | (53,790) | 0 | 0 |
Net, end of period | $ 0 | $ 0 | $ 53,790 |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Aug. 04, 2018 | Jul. 29, 2017 | Feb. 03, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||
Indefinite-Lived Trademarks | $ 15,600 | $ 135 | $ 135 |
Finite-Lived Intangible Assets, Period Increase (Decrease) | (215) | (5,770) | (6,827) |
Indefinite-lived Intangible Assets, Period Increase (Decrease) | 0 | 0 | 0 |
Finite-Lived Intangible Assets, Net | 0 | ||
Intangible Assets, Gross (Excluding Goodwill) | 20,500 | 38,835 | 6,962 |
Intangible assets | 20,285 | 33,065 | 135 |
Online retailer relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 1,378 | 22,300 | 3,767 |
Finite-Lived Intangible Assets, Period Increase (Decrease) | (114) | (3,202) | (3,767) |
Finite-Lived Intangible Assets, Net | $ 1,264 | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Net | 19,098 | ||
Tradename [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 3,522 | 11,000 | 1,260 |
Finite-Lived Intangible Assets, Period Increase (Decrease) | (101) | (1,039) | (1,260) |
Finite-Lived Intangible Assets, Net | $ 3,421 | 9,961 | |
Noncompete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 5,400 | 1,800 | |
Finite-Lived Intangible Assets, Period Increase (Decrease) | (1,529) | $ (1,800) | |
Finite-Lived Intangible Assets, Net | $ 3,871 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Aug. 04, 2018 | May 05, 2018 | Feb. 03, 2018 | Jul. 29, 2017 | Apr. 29, 2017 | Jan. 28, 2017 |
Payables and Accruals [Abstract] | ||||||
Gift cards and merchandise credits | $ 26,791 | $ 28,151 | $ 32,792 | $ 24,806 | $ 27,802 | $ 30,829 |
Accrued compensation and related expenses | 30,224 | 25,082 | 14,830 | |||
Accrued taxes | 21,029 | 20,757 | 20,126 | |||
Loyalty programs deferred revenue | 16,786 | 22,111 | 21,282 | 21,606 | 21,287 | 19,889 |
Sales returns | 14,426 | $ 16,006 | 14,130 | 12,763 | $ 14,952 | $ 14,149 |
Other | 36,520 | 34,183 | 30,212 | |||
Total accrued expenses | $ 145,776 | $ 148,226 | $ 124,343 |
Non-Current Liabilities (Detail
Non-Current Liabilities (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Aug. 04, 2018 | Jul. 29, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | |
Sublease Term | 2 years | |||
Sublease, Termination Notice Period | 60 days | |||
Lease exit charges | $ 3,910 | $ 0 | ||
Construction and tenant allowances | 75,439 | 84,002 | $ 80,725 | |
Deferred rent | 35,694 | 38,187 | 37,116 | |
Restructuring Reserve | 9,511 | 7,328 | 6,511 | $ 7,283 |
Off-market Lease, Unfavorable | 7,000 | 0 | 0 | |
Other1 | 22,672 | 12,982 | 14,380 | |
Total non-current liabilities | 150,316 | 142,499 | $ 138,732 | |
Additions [Member] | ||||
Restructuring Reserve, Period Increase (Decrease) | 4,884 | 0 | ||
Lease Obligation Payment [Member] | ||||
Restructuring Reserve, Period Increase (Decrease) | (2,004) | (120) | ||
Adjustments [Member] | ||||
Restructuring Reserve, Period Increase (Decrease) | 120 | $ 165 | ||
Total Other | Lease Exit | ||||
Lease exit charges | 4,500 | |||
Canada Retail segment | Lease Exit | ||||
Lease exit charges | 400 | |||
Minimum | Canada Retail segment | Lease Exit | ||||
Restructuring Reserve | 20,000 | |||
Maximum | Canada Retail segment | Lease Exit | ||||
Restructuring Reserve | $ 25,000 |
Debt (Details)
Debt (Details) - USD ($) $ in Millions | Aug. 25, 2017 | Aug. 04, 2018 |
Debt Instrument [Line Items] | ||
Line of Credit Facility, Initiation Date | Aug. 25, 2017 | |
Line of Credit Facility, Expiration Date | Aug. 25, 2022 | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 300 | |
Letter of Credit Sublimits | 50 | |
Swing Loan Advances | 15 | |
foreign currency revolving loan | 75 | |
Line of Credit, additional borrowing capacity | $ 100 | |
Long-Term Line of Credit | $ 0 | |
Letters of Credit Outstanding, Amount | 1.2 | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 298.8 | |
Maximum | ||
Debt Instrument [Line Items] | ||
Supplementary Leverage Ratio | 325.00% | |
Minimum | ||
Debt Instrument [Line Items] | ||
Debt Instrument, coverage ratio | 175.00% |
Commitments and Contingencies53
Commitments and Contingencies (Details) $ in Thousands | 6 Months Ended | |
Jul. 29, 2017USD ($) | Aug. 04, 2018USD ($) | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability - beginning of period | $ 33,204 | |
Accretion in value | 2,252 | |
Other adjustments | 1,000 | |
Contingent consideration liability - end of period | $ 36,456 | |
Contractual Obligations [Abstract] | ||
Purchase Commitment, Remaining Minimum Amount Committed | $ 1,400 | |
Unrecorded Unconditional Purchase Obligation, Due within Five Years | $ 21,800 | |
Discount Rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.130 |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 04, 2018 | Jul. 29, 2017 | Aug. 04, 2018 | Jul. 29, 2017 | |
Segment information [Abstract] | ||||
Net sales | $ 795,268 | $ 683,012 | $ 1,507,370 | $ 1,375,050 |
Product | ||||
Segment information [Abstract] | ||||
Net sales | 793,735 | 681,721 | 1,504,172 | 1,372,540 |
Gross profit | 254,495 | 199,297 | 459,720 | 396,382 |
Product | U.S. Retail segment | ||||
Segment information [Abstract] | ||||
Net sales | 691,757 | 629,691 | 1,361,541 | 1,254,195 |
Gross profit | 229,601 | 194,863 | 427,945 | 381,369 |
Product | Canada Retail segment | ||||
Segment information [Abstract] | ||||
Net sales | 72,532 | 0 | 72,532 | 0 |
Gross profit | 18,218 | 0 | 18,218 | 0 |
Product | Other | ||||
Segment information [Abstract] | ||||
Net sales | 29,446 | 52,030 | 70,099 | 118,345 |
Gross profit | $ 6,676 | $ 4,434 | $ 13,557 | $ 15,013 |