Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Feb. 18, 2014 | Jun. 30, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'HSN, Inc. | ' | ' |
Trading Symbol | 'HSNI | ' | ' |
Entity Central Index Key | '0001434729 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Amendment Flag | 'false | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 53,122,005 | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Public Float | ' | ' | $1,759,570,690 |
Consolidated_Statements_Of_Ope
Consolidated Statements Of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Statement [Abstract] | ' | ' | ' |
Net sales | $3,403,983 | $3,266,739 | $3,069,356 |
Cost of sales | 2,174,168 | 2,083,015 | 1,969,094 |
Gross profit | 1,229,815 | 1,183,724 | 1,100,262 |
Operating expenses: | ' | ' | ' |
Selling and marketing | 695,794 | 662,322 | 616,416 |
General and administrative | 210,778 | 224,653 | 208,982 |
Depreciation and amortization | 40,589 | 38,005 | 35,822 |
Total operating expenses | 947,161 | 924,980 | 861,220 |
Operating income | 282,654 | 258,744 | 239,042 |
Other income (expense): | ' | ' | ' |
Interest income | 205 | 564 | 679 |
Interest expense | -6,718 | -20,811 | -31,963 |
Loss on debt extinguishment | 0 | -18,627 | 0 |
Total other expense, net | -6,513 | -38,874 | -31,284 |
Income from continuing operations before income taxes | 276,141 | 219,870 | 207,758 |
Income tax provision | -97,692 | -83,373 | -80,106 |
Income from continuing operations | 178,449 | 136,497 | 127,652 |
Loss from discontinued operations, net of tax | 0 | -5,822 | -4,582 |
Net income | $178,449 | $130,675 | $123,070 |
Income from continuing operations per share: | ' | ' | ' |
Basic (usd per share) | $3.33 | $2.42 | $2.18 |
Diluted (usd per share) | $3.25 | $2.36 | $2.10 |
Net income per share: | ' | ' | ' |
Basic (usd per share) | $3.33 | $2.32 | $2.10 |
Diluted (usd per share) | $3.25 | $2.25 | $2.03 |
Shares used in computing earnings per share: | ' | ' | ' |
Basic (shares) | 53,640 | 56,314 | 58,636 |
Diluted (shares) | 54,857 | 57,956 | 60,689 |
Dividends declared per common share (usd per share) | $0.79 | $0.56 | $0.13 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' |
Net income | $178,449 | $130,675 | $123,070 |
Other comprehensive income (loss), net of tax: | ' | ' | ' |
Change in fair value of derivative instrument | 825 | -471 | 0 |
Other comprehensive income (loss), net of tax | 825 | -471 | 0 |
Comprehensive income | $179,274 | $130,204 | $123,070 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $196,433 | $222,092 |
Accounts receivable, net of allowance of $16,863 and $14,537, respectively | 265,115 | 249,890 |
Inventories | 327,319 | 330,936 |
Deferred income taxes | 29,761 | 27,603 |
Prepaid expenses and other current assets | 48,630 | 46,172 |
Total current assets | 867,258 | 876,693 |
Property and equipment, net | 178,720 | 171,303 |
Intangible assets, net | 262,460 | 266,876 |
Goodwill | 9,858 | 9,858 |
Other non-current assets | 19,627 | 7,222 |
TOTAL ASSETS | 1,337,923 | 1,331,952 |
Current liabilities: | ' | ' |
Accounts payable, trade | 255,627 | 267,061 |
Current maturities of long-term debt | 12,500 | 9,375 |
Accrued expenses and other current liabilities | 207,984 | 215,389 |
Total current liabilities | 476,111 | 491,825 |
Long-term debt, less current maturities | 228,125 | 240,625 |
Deferred income taxes | 88,034 | 79,002 |
Other long-term liabilities | 16,572 | 15,986 |
Total liabilities | 808,842 | 827,438 |
Commitments and contingencies (Note 13) | ' | ' |
SHAREHOLDERS’ EQUITY: | ' | ' |
Preferred stock $0.01 par value; 25,000,000 authorized shares; no issued shares | 0 | 0 |
Common stock $0.01 par value; 300,000,000 authorized shares; 53,002,368 and 54,853,684 issued shares as of December 31, 2013 and 2012, respectively | 530 | 549 |
Additional paid-in capital | 1,810,072 | 1,964,760 |
Accumulated deficit | -1,281,875 | -1,460,324 |
Accumulated other comprehensive income | 354 | -471 |
Total shareholders’ equity | 529,081 | 504,514 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $1,337,923 | $1,331,952 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts receivable, allowance | $16,863 | $14,537 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, authorized shares | 25,000,000 | 25,000,000 |
Preferred stock, issued shares | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, authorized shares | 300,000,000 | 300,000,000 |
Common stock, issued shares | 53,002,368 | 54,853,684 |
Consolidated_Statements_Of_Sha
Consolidated Statements Of Shareholders' Equity (USD $) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive (Loss) Income [Member] |
In Thousands, unless otherwise specified | ||||||
Balance, value at Dec. 31, 2010 | $476,463 | $0 | $580 | $2,189,952 | ($1,714,069) | $0 |
Balance, shares at Dec. 31, 2010 | ' | 0 | 57,967 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Net income | 123,070 | ' | ' | ' | 123,070 | ' |
Other comprehensive income (loss) | 0 | ' | ' | ' | ' | ' |
Stock-based compensation expense for equity awards | 18,908 | ' | ' | 18,908 | ' | ' |
Cash dividend declared on common stock | -7,384 | ' | ' | -7,384 | ' | ' |
Issuance of common stock from stock-based compensation awards | 6,701 | ' | 12 | 6,689 | ' | ' |
Issuance of common stock from stock-based compensation awards, including tax benefit (shares) | ' | ' | 1,238 | ' | ' | ' |
Repurchases of common stock | -28,061 | ' | -8 | -28,053 | ' | ' |
Repurchases of common stock (shares) | ' | ' | -791 | ' | ' | ' |
Balance, value at Dec. 31, 2011 | 589,697 | 0 | 584 | 2,180,112 | -1,590,999 | 0 |
Balance, shares at Dec. 31, 2011 | ' | 0 | 58,414 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Net income | 130,675 | ' | ' | ' | 130,675 | ' |
Other comprehensive income (loss) | -471 | ' | ' | ' | ' | -471 |
Stock-based compensation expense for equity awards | 14,440 | ' | ' | 14,440 | ' | ' |
Cash dividend declared on common stock | -31,049 | ' | ' | -31,049 | ' | ' |
Issuance of common stock from stock-based compensation awards | 21,816 | ' | 19 | 21,797 | ' | ' |
Issuance of common stock from stock-based compensation awards, including tax benefit (shares) | ' | ' | 1,901 | ' | ' | ' |
Repurchases of common stock | -220,594 | ' | -54 | -220,540 | ' | ' |
Repurchases of common stock (shares) | ' | ' | -5,461 | ' | ' | ' |
Balance, value at Dec. 31, 2012 | 504,514 | 0 | 549 | 1,964,760 | -1,460,324 | -471 |
Balance, shares at Dec. 31, 2012 | ' | 0 | 54,854 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Net income | 178,449 | ' | ' | ' | 178,449 | ' |
Other comprehensive income (loss) | 825 | ' | ' | ' | ' | 825 |
Stock-based compensation expense for equity awards | 14,043 | ' | ' | 14,043 | ' | ' |
Cash dividend declared on common stock | -42,281 | ' | ' | -42,281 | ' | ' |
Issuance of common stock from stock-based compensation awards | 20,425 | ' | 9 | 20,416 | ' | ' |
Issuance of common stock from stock-based compensation awards, including tax benefit (shares) | ' | ' | 885 | ' | ' | ' |
Repurchases of common stock | -146,894 | ' | -28 | -146,866 | ' | ' |
Repurchases of common stock (shares) | ' | ' | -2,737 | ' | ' | ' |
Balance, value at Dec. 31, 2013 | $529,081 | $0 | $530 | $1,810,072 | ($1,281,875) | $354 |
Balance, shares at Dec. 31, 2013 | ' | 0 | 53,002 | ' | ' | ' |
Consolidated_Statements_Of_Sha1
Consolidated Statements Of Shareholders' Equity (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement of Stockholders' Equity [Abstract] | ' | ' | ' |
Issuance of common stock from stock-based compensation awards, tax benefit | $9,788 | $18,900 | $9,330 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities attributable to continuing operations: | ' | ' | ' |
Net income | $178,449 | $130,675 | $123,070 |
Loss from discontinued operations, net of tax | 0 | -5,822 | -4,582 |
Income from continuing operations | 178,449 | 136,497 | 127,652 |
Adjustments to reconcile income from continuing operations to net cash provided by operating activities attributable to continuing operations: | ' | ' | ' |
Depreciation and amortization | 40,589 | 38,005 | 35,822 |
Stock-based compensation expense | 14,043 | 19,056 | 26,401 |
Loss on debt extinguishment | 0 | 18,627 | 0 |
Amortization of debt issuance costs | 1,130 | 1,777 | 2,941 |
Deferred income taxes | 6,370 | -2,146 | 2,238 |
Bad debt expense | 22,773 | 24,186 | 19,758 |
Excess tax benefits from stock-based awards | -10,360 | -19,004 | -9,835 |
Fair value adjustment to contingent consideration obligation | -3,600 | 0 | 0 |
Asset impairment | 3,040 | 0 | 0 |
Other | 1,140 | 764 | 2,343 |
Changes in current assets and liabilities: | ' | ' | ' |
Accounts receivable | -38,211 | -51,995 | -46,201 |
Inventories | 3,617 | -36,117 | -1,385 |
Prepaid expenses and other assets | -6,318 | -3,724 | -3,213 |
Accounts payable, accrued expenses and other current liabilities | 19,245 | 21,487 | 8,834 |
Net cash provided by operating activities attributable to continuing operations | 231,907 | 147,413 | 165,355 |
Cash flows from investing activities attributable to continuing operations: | ' | ' | ' |
Capital expenditures | -51,952 | -45,803 | -42,069 |
Acquisition of business, net of cash received | 0 | -22,875 | 0 |
Advance payment of capital expenditure | -9,100 | 0 | 0 |
Proceeds from sale of discontinued operations | 0 | 6,580 | 0 |
Net cash used in investing activities attributable to continuing operations | -61,052 | -62,098 | -42,069 |
Cash flows from financing activities attributable to continuing operations: | ' | ' | ' |
Redemption of Senior Notes | 0 | -253,500 | -69,841 |
Borrowing under term loan | 0 | 250,000 | 0 |
Repayments of long-term debt | -9,375 | 0 | 0 |
Payments of debt issuance costs | 0 | -4,607 | 0 |
Repurchase of common stock | -146,894 | -221,835 | -26,821 |
Cash dividends paid | -42,281 | -31,049 | -7,384 |
Proceeds from issuance of common stock | 8,396 | 20,688 | 8,845 |
Tax withholdings related to stock-based awards | -14,395 | -18,209 | -11,430 |
Excess tax benefits from stock-based awards | 10,360 | 19,004 | 9,835 |
Payment of contingent consideration obligation | -2,172 | 0 | 0 |
Net cash used in financing activities attributable to continuing operations | -196,361 | -239,508 | -96,796 |
Total cash (used in) provided by continuing operations | -25,506 | -154,193 | 26,490 |
Cash flows from discontinued operations: | ' | ' | ' |
Net cash (used in) provided by operating activities attributable to discontinued operations | -153 | -5,361 | 1,309 |
Net cash used in investing activities attributable to discontinued operations | 0 | -162 | -250 |
Total cash (used in) provided by discontinued operations | -153 | -5,523 | 1,059 |
Net (decrease) increase in cash and cash equivalents | -25,659 | -159,716 | 27,549 |
Cash and cash equivalents at beginning of period | 222,092 | 381,808 | ' |
Cash and cash equivalents at end of period | $196,433 | $222,092 | $381,808 |
Organization_Note
Organization (Note) | 12 Months Ended |
Dec. 31, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Organization | ' |
ORGANIZATION | |
Company Overview | |
HSN, Inc. (“HSNi”) is an interactive multi-channel retailer that markets and sells a wide range of third party and private label merchandise directly to consumers through various platforms including (i) television home shopping programming broadcast on the HSN television networks; (ii) catalogs, which consist primarily of the Cornerstone portfolio of leading print catalogs which includes, Ballard Designs, Chasing Fireflies, Frontgate, Garnet Hill, Grandin Road, Improvements and TravelSmith; (iii) websites, which consist primarily of HSN.com and the eight branded websites operated by Cornerstone; (iv) retail and outlet stores; and (v) mobile devices. HSNi’s television home shopping business, related digital sales and outlet stores are referred to herein as “HSN” and all catalog operations, including related digital sales and stores, are collectively referred to herein as “Cornerstone.” Smith+Noble, a Cornerstone brand that specialized in window treatments, was sold in May 2012 and The Territory Ahead, a Cornerstone brand that specialized in casual apparel, was sold in July 2012. | |
HSN offerings primarily consist of jewelry, fashion (apparel & accessories), beauty & health, and home & other (including household, home design, electronics, culinary and other). Merchandise offered by Cornerstone primarily consists of home furnishings (including indoor/outdoor furniture, home décor, tabletop, textiles, window treatments and other home related goods) and apparel & accessories. | |
Basis of Presentation | |
HSNi was incorporated in Delaware in May 2008 in connection with the spin-off of several businesses previously owned by IAC/InterActiveCorp, or IAC. The spin-off from IAC occurred August 20, 2008 concurrent with the spin-offs from IAC of Interval Leisure Group, Inc., Ticketmaster Entertainment, Inc. (now a wholly-owned subsidiary of Live Nation Entertainment, Inc.), and Tree.com, Inc. Throughout these financial statements, the separation transaction is referred to as the “Spin-off” and each of these companies as “Spincos.” In connection with the Spin-off, HSNi's shares began trading on the NASDAQ Global Select Market under the symbol “HSNI.” | |
The consolidated financial statements include the accounts of HSN, Inc. and its subsidiaries. Intercompany accounts and transactions have been eliminated. The operating results of Smith+Noble and The Territory Ahead are presented as discontinued operations in the consolidated statements of operations and the consolidated statements of cash flows for all periods presented. See Note 17 for further discussion of discontinued operations. | |
Fiscal Year | |
HSNi’s consolidated financial results are reported on a calendar year basis ending on December 31. HSN’s reporting period is the same as HSNi. Cornerstone has a 4-4-5 week accounting cycle with the fiscal year ending on the Saturday on or immediately preceding December 31. Cornerstone’s fiscal years 2013, 2012, and 2011 include 52, 52 and 53 weeks, respectively. |
Summary_Of_Significant_Account
Summary Of Significant Accounting Policies (Note) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Summary Of Significant Accounting Policies | ' | ||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||
Revenue Recognition | |||||||||
Revenue primarily consists of merchandise sales and is reduced by incentive discounts and sales returns to arrive at net sales. Revenue is recorded when delivery to the customer has occurred. Delivery is considered to have occurred when the customer takes title and assumes the risks and rewards of ownership, which is on the date of shipment. HSNi's sales policy allows customers to return merchandise for a full refund or exchange, subject to pre-established time restrictions. Allowances for returned merchandise and other adjustments (including reimbursed shipping and handling costs) are provided based upon past experience. Actual returns of product sales have not materially varied from estimates in any of the periods presented. HSNi's estimated return rates were 17.0%, 17.8%, and 18.5% in 2013, 2012, and 2011, respectively. Sales taxes collected are not included in revenue. | |||||||||
Shipping and Handling Fees and Costs | |||||||||
Shipping and handling fees billed to customers are recorded as revenue. The costs associated with shipping goods to customers are recorded as cost of sales. | |||||||||
Cash and Cash Equivalents | |||||||||
Cash and cash equivalents include cash and money market instruments with an original maturity of three months or less when purchased and are stated at cost. | |||||||||
Accounts Receivable | |||||||||
Accounts receivable are principally comprised of amounts due from customers and credit card companies, net of an allowance for doubtful accounts. HSN provides extended payment terms to its customers on certain products known as Flexpay. Revenue is recorded when delivery to the customer has occurred, at which time HSN collects the first payment, sales tax and all shipping and handling fees. Subsequent collections are due from customers in 30-day increments, payable automatically upon authorization of the customer’s method of payment. HSN accepts most credit and select debit cards. HSN offers Flexpay programs ranging from two to six interest-free monthly payments. Flexpay receivables consist of outstanding balances owed by customers, less a reserve for uncollectible balances. | |||||||||
The balance of accounts receivable, net of allowances, is as follows (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Flexpay and other customer-related | $ | 222,983 | $ | 200,989 | |||||
Credit card companies | 21,447 | 29,393 | |||||||
Other | 20,685 | 19,508 | |||||||
Accounts receivable, net | $ | 265,115 | $ | 249,890 | |||||
Accounts receivable outstanding longer than the contractual payment terms are considered past due. HSNi determines its allowance by considering a number of factors, including the length of time accounts receivable are past due, HSNi’s previous loss history and the condition of the general economy. HSNi writes off accounts receivable when they are deemed uncollectible. | |||||||||
Inventories | |||||||||
Inventories, which primarily consist of finished goods, are valued at the lower of cost or market, with the cost being determined based upon the first-in, first-out method. Cost includes inbound freight and duties and, in the case of HSN, certain allocable costs, including certain warehouse costs. Inventories include approximately $6.0 million and $6.2 million of these allocable general and administrative overhead costs at December 31, 2013 and 2012, respectively, and approximately $23.9 million, $24.3 million, and $20.9 million of such costs were included in the accompanying consolidated statements of operations for the years ended December 31, 2013, 2012 and 2011, respectively. Market is determined on the basis of net realizable value, giving consideration to obsolescence and other factors. | |||||||||
Property and Equipment | |||||||||
Property and equipment, including significant improvements, are recorded at cost. Repairs and maintenance and any gains or losses on dispositions are included in the consolidated statement of operations. | |||||||||
Depreciation is recorded on a straight-line basis to allocate the cost of depreciable assets to operations over the shorter of the estimated service life or lease period. | |||||||||
Asset Category | Depreciation Period | ||||||||
Computer and broadcast equipment and capitalized software | 3 to 6 Years | ||||||||
Buildings, leasehold improvements and land improvements | 3 to 40 Years | ||||||||
Furniture and other equipment | 2 to 10 Years | ||||||||
HSNi capitalizes certain qualified costs incurred in connection with the development of internal use software. Capitalization of internal use software costs begins when the preliminary project stage is completed; management with the relevant authority authorizes and commits to the funding of the software project; and it is probable that the project will be completed and the software will be used to perform the function intended. Capitalized internal use software is amortized on a straight-line basis over the estimated useful life of the software, not to exceed five years. Capitalized software costs, net of accumulated amortization, totaled $37.3 million and $21.6 million at December 31, 2013 and 2012, respectively, and are included in “Property and equipment, net” in the accompanying consolidated balance sheets. Amortization expense related to the capitalized software costs was $15.1 million, $12.7 million and $13.1 million for the years ended December 31, 2013, 2012 and 2011, respectively, and is included in "Depreciation and amortization" expense in the consolidated statements of operations. | |||||||||
Goodwill and Indefinite-Lived Intangible Assets | |||||||||
Goodwill acquired in business combinations is assigned to the reporting units that are expected to benefit from the combination as of the acquisition date. Goodwill and indefinite-lived intangible assets, primarily trade names and trademarks, are assessed annually for impairment as of October 1 or upon the occurrence of certain events or substantive changes in circumstances. See Note 3 for a further discussion on goodwill and indefinite-lived intangible assets. | |||||||||
Long-Lived Assets and Intangible Assets with Definite Lives | |||||||||
Long-lived assets, including property and equipment and intangible assets with definite lives, are tested for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying amount is deemed to not be recoverable, an impairment loss is recorded as the amount by which the carrying amount of the long-lived asset exceeds its fair value. Amortization of definite-lived intangible assets is generally recorded on a straight-line or accelerated basis over their estimated lives. | |||||||||
Cable and Satellite Distribution Fees | |||||||||
Cable and satellite distribution fees relate to fees paid in connection with annual or multi-year cable and satellite contracts for carriage of HSN’s programming. Fees that are paid upfront for annual contracts are included in "Prepaid expenses and other current assets" in the accompanying consolidated balance sheets and are amortized on a straight-line basis over the terms of the respective contracts. Unpaid fees are accrued and included in the line item “Accrued expenses and other current liabilities” in the accompanying consolidated balance sheets. Cable and satellite distribution fees and amortization are included in “Selling and marketing" expense in the accompanying consolidated statements of operations. | |||||||||
Advertising | |||||||||
Advertising costs include catalog production and distribution costs. Advertising costs are expensed in the period incurred, except for Cornerstone’s direct costs of producing and distributing its catalogs, which are capitalized. These capitalized costs are amortized over the expected future revenue stream, which is generally three months from the date catalogs are mailed. Such capitalized costs totaled $18.8 million and $19.1 million as of December 31, 2013 and 2012, respectively, and are included in “Prepaid expenses and other current assets” in the accompanying consolidated balance sheets. Of these amounts, $13.0 million and $10.2 million as of December 31, 2013 and 2012, respectively, related to catalogs that had not yet been mailed. Advertising expense was $268.0 million, $245.0 million, and $215.5 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||
Income Taxes | |||||||||
HSNi accounts for income taxes under the liability method, and deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided on deferred tax assets if it is determined that it is more likely than not that the deferred tax asset will not be realized. HSNi records interest and penalties on potential tax contingencies as a component of income tax expense and records interest net of any applicable related income tax benefit. | |||||||||
HSNi recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on its technical merits. The second step is to measure the tax benefit as the largest amount which is more than 50% likely of being realized upon ultimate settlement. | |||||||||
Stock-Based Compensation | |||||||||
HSNi recognizes compensation expense for stock-based awards, reduced for estimated forfeitures, on a straight-line basis over the requisite service period of the award, which is generally the vesting term of the outstanding stock awards. Tax benefits resulting from tax deductions in excess of the stock-based compensation expense recognized in the consolidated statements of cash flows are reported as a component of financing cash flows. HSNi issues new shares to satisfy equity vestings and exercises. See Note 11 for a further description of our stock compensation plans. | |||||||||
Earnings Per Share | |||||||||
HSNi computes basic earnings per share by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed using the treasury stock method. | |||||||||
Derivative Instruments | |||||||||
HSNi uses derivatives in the management of interest rate risk with respect to interest expense on variable rate debt. Such instruments are not held or used for trading purposes. HSNi is party to an interest rate swap agreement with one major financial institution that will fix the variable benchmark component (LIBOR) of HSNi's interest rate on a portion of its term loan beginning January 2014. See Note 8 for further discussion of derivative instruments. | |||||||||
Share Repurchases | |||||||||
Shares repurchased pursuant to HSNi's share repurchase program are immediately retired upon purchase. Repurchased common stock is reflected as a reduction of shareholders' equity. HSNi's accounting policy related to its share repurchases is to reduce its common stock based on the par value of the shares and to reduce its capital surplus for the excess of the repurchase price over the par value. Since the inception of its share repurchase program in September 2011, HSNi has had an accumulated deficit balance; therefore, the excess over the par value has been applied to additional paid-in capital. Once HSNi has retained earnings, the excess will be charged entirelyto retained earnings. | |||||||||
Accounting Estimates | |||||||||
HSNi prepares its financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”). These principles require management to make certain estimates and assumptions during the preparation of its consolidated financial statements. These estimates and assumptions impact the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the consolidated financial statements. They also impact the reported amount of net earnings during any period. Actual results could differ from those estimates. | |||||||||
Significant estimates underlying the accompanying consolidated financial statements include: the determination of the lower of cost or market adjustment for inventory; sales returns and other revenue allowances; the allowance for doubtful accounts; the recoverability of long-lived assets; the impairment of intangible assets; the determination of deferred income taxes, including related valuation allowances; the accrual for actual, pending or threatened litigation, claims and assessments; and assumptions related to the determination of stock-based compensation and contingent consideration related to acquisitions. | |||||||||
Certain Risks and Concentrations | |||||||||
HSNi’s business is subject to certain risks and concentrations including dependence on third-party technology providers, exposure to risks associated with online commerce security, consumer credit risk and credit card fraud. HSNi also depends on third-party service providers for processing certain fulfillment services. |
Intangible_Assets_And_Goodwill
Intangible Assets And Goodwill (Note) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Intangible Assets And Goodwill | ' | ||||||||||||||||||||||||
INTANGIBLE ASSETS AND GOODWILL | |||||||||||||||||||||||||
HSNi assesses the impairment of goodwill and indefinite-lived identifiable intangible assets, principally trademarks and trade names, at least annually during the fourth quarter and whenever events or circumstances indicate that the carrying value may not be fully recoverable. In performing this review, HSNi has the option of performing a qualitative assessment to determine whether it is more likely than not that the fair values of the reporting unit and/or indefinite-lived intangible assets are less than the carrying values. If HSNi determines that it is not more likely that the fair value is less than its carrying value, then the goodwill and/or the indefinite-lived intangible assets are deemed to be not impaired and no further testing is required until the next annual test date (or sooner if conditions or events before that date raise concerns of potential impairment in the business). If HSNi determines that it is more likely than not that the fair value is less than its carrying value, then the quantitative goodwill and/or indefinite-lived intangible asset impairment tests (as discussed below) must be completed. | |||||||||||||||||||||||||
If necessary, HSNi performs a quantitative assessment of the fair values of its goodwill and intangible assets. If it is determined that the implied fair value of goodwill and/or indefinite-lived intangible assets is less than the carrying amount, an impairment charge, equal to the excess, is recorded. The implied fair value of goodwill is determined in the same manner as in a business combination. The estimated fair value of the reporting unit is allocated to all of the assets and liabilities of the reporting unit (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination and the estimated fair value of the reporting unit was the purchase price paid. The fair value of the reporting unit is determined by using a discounted cash flow analysis with consideration of an equity analysis based on the trading value of its common stock. The discounted cash flow analysis indicates the fair value of the reporting units based on the present value of the cash flows expected to be generated in the future. The equity analysis is based on the trading value of its common stock as of the valuation date or the average stock price over a range of dates prior to the valuation date, plus an estimated control premium. HSNi utilizes a relief from royalty method to assess the fair values of its trademarks and trade names. | |||||||||||||||||||||||||
In assessing fair value, HSNi considers, among other indicators, differences between estimated and actual cash flows and revenue streams; changes in the related discount, royalty and terminal growth rate; and the relationship between the trading price of its common stock and its per-share book value. Determining fair value requires the exercise of significant judgments. These factors used in the determination of fair value are sensitive to, among other things, changes in the retail consumer market and the general economy. | |||||||||||||||||||||||||
Intangible Assets | |||||||||||||||||||||||||
Intangible assets with indefinite lives relate principally to trade names and trademarks. Definite-lived intangible assets consist primarily of customer relationships which are amortized on an accelerated basis over their useful lives. When definite-lived intangible assets are sold or expire, the cost of the asset and the related accumulated amortization are eliminated and any gain or loss is recognized at such time. | |||||||||||||||||||||||||
In the second quarter of 2012, $9.7 million of indefinite-lived intangible assets (excluding goodwill) and $3.8 million of definite-lived intangible assets were recorded in connection with the acquisition of substantially all of the assets and liabilities of Chasing Fireflies. The total balance of HSNi's intangible assets, net, is as follows (in thousands): | |||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Intangible assets with indefinite lives | $ | 261,809 | $ | 264,849 | |||||||||||||||||||||
Intangible assets with definite lives, net | 651 | 2,027 | |||||||||||||||||||||||
Total intangible assets, net | $ | 262,460 | $ | 266,876 | |||||||||||||||||||||
In the fourth quarter of 2013, HSNi performed qualitative and quantitative assessments (as applicable) of its intangible assets and concluded an adjustment was necessary related to trademarks associated with the 2012 acquisition of Chasing Fireflies. An impairment charge of $3.0 million was recorded in the fourth quarter of 2013 within the Cornerstone segment and is included in "General and administrative" expense in the accompanying consolidated statements of operations. In the fourth quarter of 2012, HSNi elected to perform qualitative and quantitative assessments (as applicable) of its indefinite-lived intangible assets and concluded there were no impairments. | |||||||||||||||||||||||||
Amortization expense for the definite-lived intangible assets was $1.4 million, $1.8 million, and $0.4 million for the years ended December 31, 2013, 2012 and 2011, respectively. At December 31, 2013 and 2012, the following is information on intangible assets with definite lives (in thousands): | |||||||||||||||||||||||||
Cost | Accumulated | Net | Weighted | ||||||||||||||||||||||
Amortization | Average | ||||||||||||||||||||||||
Amortization | |||||||||||||||||||||||||
Life (Years) | |||||||||||||||||||||||||
As of December 31, 2013 | $ | 3,800 | $ | (3,149 | ) | $ | 651 | 1.1 | |||||||||||||||||
As of December 31, 2012 | $ | 3,800 | $ | (1,773 | ) | $ | 2,027 | 1.4 | |||||||||||||||||
Goodwill | |||||||||||||||||||||||||
In the second quarter of 2012, $9.9 million of goodwill was recorded in connection with the acquisition of Chasing Fireflies which was allocated to the Cornerstone reporting unit. No adjustments have been made to the goodwill balance subsequent to the acquisition. In the fourth quarter of 2013 and 2012, HSNi performed a qualitative assessment of its goodwill and concluded there was no impairment. | |||||||||||||||||||||||||
The following tables present the balance of goodwill by reporting unit, including changes in the carrying amount of goodwill, for the years ended December 31, 2013 and 2012 (in thousands): | |||||||||||||||||||||||||
Gross Balance as of January 1, 2013 | Accumulated Impairment | Net Balance as of January 1, 2013 | Additions | Impairment | Net Balance as of December 31, 2013 | ||||||||||||||||||||
HSN | $ | 2,391,594 | $ | (2,391,594 | ) | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Cornerstone | 502,464 | (492,606 | ) | 9,858 | — | — | 9,858 | ||||||||||||||||||
Total | $ | 2,894,058 | $ | (2,884,200 | ) | $ | 9,858 | $ | — | $ | — | $ | 9,858 | ||||||||||||
Gross Balance as of January 1, 2012 | Accumulated Impairment | Net Balance as of January 1, 2012 | Additions | Impairment | Net Balance as of December 31, 2012 | ||||||||||||||||||||
HSN | $ | 2,391,594 | $ | (2,391,594 | ) | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Cornerstone | 492,606 | (492,606 | ) | — | 9,858 | — | 9,858 | ||||||||||||||||||
Total | $ | 2,884,200 | $ | (2,884,200 | ) | $ | — | $ | 9,858 | $ | — | $ | 9,858 | ||||||||||||
Property_And_Equipment_Note
Property And Equipment (Note) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Property And Equipment | ' | ||||||||
PROPERTY AND EQUIPMENT | |||||||||
The balance of property and equipment, net, is as follows (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Capitalized software | $ | 215,893 | $ | 196,529 | |||||
Computer and broadcast equipment | 85,521 | 83,038 | |||||||
Buildings and leasehold improvements | 102,437 | 98,241 | |||||||
Furniture and other equipment | 83,779 | 79,748 | |||||||
Projects in progress | 12,528 | 18,494 | |||||||
Land and land improvements | 10,460 | 10,734 | |||||||
510,618 | 486,784 | ||||||||
Less: accumulated depreciation and amortization | (331,898 | ) | (315,481 | ) | |||||
Total property and equipment, net | $ | 178,720 | $ | 171,303 | |||||
Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. As a result of the impairment charge recognized in the fourth quarter of 2013 related to the indefinite-lived intangible assets of Chasing Fireflies, HSNi assessed if there was an impairment of any of this brand’s long-lived assets and determined that there was none. As we periodically reassess estimated future cash flows and asset fair values, changes in our estimates and assumptions may cause us to realize additional impairment charges in the future. |
Accrued_Expenses_And_Other_Cur
Accrued Expenses And Other Current Liabilities (Note) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accrued Expenses And Other Current Liabilities [Abstract] | ' | ||||||||
Accrued Expenses And Other Current Liabilities | ' | ||||||||
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | |||||||||
Accrued expenses and other current liabilities consist of the following (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accrued sales returns | $ | 40,072 | $ | 40,554 | |||||
Accrued cable and satellite distribution fees | 30,452 | 23,874 | |||||||
Accrued freight and fulfillment expenses | 32,646 | 23,979 | |||||||
Accrued compensation and benefits | 36,567 | 53,635 | |||||||
Other accrued expenses and current liabilities | 68,247 | 73,347 | |||||||
Total accrued expenses and other current liabilities | $ | 207,984 | $ | 215,389 | |||||
Segment_Information_Note
Segment Information (Note) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Segment Reporting Information, Profit (Loss) [Abstract] | ' | ||||||||||||
Segment Information | ' | ||||||||||||
SEGMENT INFORMATION | |||||||||||||
HSNi presents its operating segments and related financial information in a manner consistent with how the chief operating decision maker and executive management view the businesses, how the businesses are organized as to segment management, and the focus of the businesses with regards to the types of products or services offered or the target market. HSNi has two operating segments, HSN and Cornerstone. The accounting policies of the segments are the same as those described in Note 2 – Summary of Significant Accounting Policies. Intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||
HSNi’s primary metric is Adjusted EBITDA, which is defined as operating income excluding, if applicable: (1) non-cash charges including: (a) stock-based compensation expense, (b) amortization of intangibles, (c) depreciation and gains and losses on asset dispositions, and (d) goodwill, long-lived asset and intangible asset impairments; (2) pro forma adjustments for significant acquisitions; and (3) other significant items. Significant items, while periodically affecting our results, may vary significantly from period to period and have a disproportionate effect in a given period, thereby affecting the comparability of results. Adjusted EBITDA is not a measure determined in accordance with GAAP, and should not be considered in isolation or as a substitute for operating income, net income or any other measure determined in accordance with GAAP. Adjusted EBITDA is used as a measurement of operating efficiency and overall financial performance and HSNi believes it to be a helpful measure for those evaluating companies in the retail and media industries. Adjusted EBITDA has certain limitations in that it does not take into account the impact to HSNi’s consolidated statements of operations of certain expenses, including stock-based compensation, amortization of intangibles, depreciation, gains and losses on asset dispositions, asset impairment charges, acquisition-related accounting expenses and other significant items. | |||||||||||||
The following tables reconcile Adjusted EBITDA to operating income for HSNi’s operating segments and to HSNi’s consolidated net income (in thousands): | |||||||||||||
Year Ended December 31, 2013 | |||||||||||||
HSN | Cornerstone | Total | |||||||||||
Adjusted EBITDA | $ | 261,292 | $ | 76,574 | $ | 337,866 | |||||||
Stock-based compensation expense | (10,657 | ) | (3,386 | ) | (14,043 | ) | |||||||
Depreciation and amortization | (28,372 | ) | (12,217 | ) | (40,589 | ) | |||||||
Assets impairment | — | (3,040 | ) | (3,040 | ) | ||||||||
Fair value adjustment to contingent consideration obligation | — | 3,600 | 3,600 | ||||||||||
Loss on disposition of fixed assets | (1,079 | ) | (61 | ) | (1,140 | ) | |||||||
Operating income | $ | 221,184 | $ | 61,470 | 282,654 | ||||||||
Total other expense, net | (6,513 | ) | |||||||||||
Income from continuing operations before income taxes | 276,141 | ||||||||||||
Income tax provision | (97,692 | ) | |||||||||||
Income from continuing operations | 178,449 | ||||||||||||
Loss from discontinued operations, net of tax | — | ||||||||||||
Net income | $ | 178,449 | |||||||||||
Year Ended December 31, 2012 | |||||||||||||
HSN | Cornerstone | Total | |||||||||||
Adjusted EBITDA | $ | 250,836 | $ | 73,441 | $ | 324,277 | |||||||
Stock-based compensation expense | (11,167 | ) | (7,889 | ) | (19,056 | ) | |||||||
Depreciation and amortization | (26,486 | ) | (11,519 | ) | (38,005 | ) | |||||||
Sales tax settlement | — | (7,750 | ) | (7,750 | ) | ||||||||
Loss on disposition of fixed assets | (680 | ) | (42 | ) | (722 | ) | |||||||
Operating income | $ | 212,503 | $ | 46,241 | 258,744 | ||||||||
Total other expense, net | (38,874 | ) | |||||||||||
Income from continuing operations before income taxes | 219,870 | ||||||||||||
Income tax provision | (83,373 | ) | |||||||||||
Income from continuing operations | 136,497 | ||||||||||||
Loss from discontinued operations, net of tax | (5,822 | ) | |||||||||||
Net income | $ | 130,675 | |||||||||||
Year Ended December 31, 2011 | |||||||||||||
HSN | Cornerstone | Total | |||||||||||
Adjusted EBITDA | $ | 235,163 | $ | 67,595 | $ | 302,758 | |||||||
Stock-based compensation expense | (13,101 | ) | (13,300 | ) | (26,401 | ) | |||||||
Depreciation and amortization | (27,652 | ) | (8,170 | ) | (35,822 | ) | |||||||
Loss on disposition of fixed assets | (1,482 | ) | (11 | ) | (1,493 | ) | |||||||
Operating income | $ | 192,928 | $ | 46,114 | 239,042 | ||||||||
Total other expense, net | (31,284 | ) | |||||||||||
Income from continuing operations before income taxes | 207,758 | ||||||||||||
Income tax provision | (80,106 | ) | |||||||||||
Income from continuing operations | 127,652 | ||||||||||||
Loss from discontinued operations, net of tax | (4,582 | ) | |||||||||||
Net income | $ | 123,070 | |||||||||||
Financial information by segment is as follows (thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net sales: | |||||||||||||
HSN | $ | 2,312,382 | $ | 2,265,026 | $ | 2,160,341 | |||||||
Cornerstone | 1,091,601 | 1,001,713 | 909,015 | ||||||||||
Total | $ | 3,403,983 | $ | 3,266,739 | $ | 3,069,356 | |||||||
Identifiable assets: | |||||||||||||
HSN | $ | 1,058,573 | $ | 1,083,714 | $ | 1,178,565 | |||||||
Cornerstone | 279,350 | 248,238 | 216,408 | ||||||||||
Total | 1,337,923 | 1,331,952 | 1,394,973 | ||||||||||
Capital expenditures: | |||||||||||||
HSN | $ | 36,156 | $ | 33,566 | $ | 30,155 | |||||||
Cornerstone | 15,796 | 12,237 | 11,914 | ||||||||||
Total | $ | 51,952 | $ | 45,803 | $ | 42,069 | |||||||
HSNi does not report revenue from external customers for each product or each group of similar products as it is impracticable to do so. HSNi maintains operations principally in the United States with no long-lived assets and insignificant net sales in all other countries. |
LongTerm_Debt_Note
Long-Term Debt (Note) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Long-term Debt, Unclassified [Abstract] | ' | ||||||||
Long-Term Debt | ' | ||||||||
LONG-TERM DEBT | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Secured credit agreement expiring April 24, 2017: | |||||||||
Term loan | $ | 240,625 | $ | 250,000 | |||||
Revolving credit facility | — | — | |||||||
Total long-term debt | 240,625 | 250,000 | |||||||
Less: current maturities | (12,500 | ) | (9,375 | ) | |||||
Long-term debt, less current maturities | $ | 228,125 | $ | 240,625 | |||||
On April 24, 2012, HSNi entered into a $600 million five-year syndicated credit agreement ("Credit Agreement") which is secured by 100% of the voting equity securities of HSNi's U.S. subsidiaries and 65% of HSNi's first-tier foreign subsidiaries. This Credit Agreement replaced the credit agreement that was set to expire in July 2013. Certain HSNi subsidiaries have unconditionally guaranteed HSNi's obligations under the Credit Agreement. The Credit Agreement, which includes a $350 million revolving credit facility and a $250 million term loan, may be increased up to $850 million subject to certain conditions and expires April 24, 2017. HSNi drew $250 million from its term loan on July 31, 2012 to fund the redemption of the Senior Notes, as discussed below. HSNi capitalized $5.5 million in financing costs related to the Credit Agreement and is amortizing these costs to interest expense over the Credit Agreement's five-year term. | |||||||||
The Credit Agreement includes various covenants, limitations and events of default customary for similar facilities including a maximum leverage ratio of 3.00x and a minimum interest coverage ratio of 3.00x. HSNi was in compliance with all such covenants as of December 31, 2013, with a leverage ratio of 0.73x and an interest coverage ratio of 60.68x. The Credit Agreement also contains covenants that limit our ability and the ability of our subsidiaries to, among other things, incur additional indebtedness, pay dividends or make other distributions to third parties, repurchase or redeem our stock, make investments, sell assets, incur liens, enter into agreements restricting our subsidiaries' ability to pay dividends, enter into transactions with affiliates and consolidate, merge or sell all or substantially all of our assets. Dividends, loans or advances to HSNi by its subsidiaries are not restricted by the Credit Agreement. | |||||||||
Loans under the Credit Agreement bear interest at a per annum rate equal to LIBOR plus a predetermined margin that ranges from 1.50% to 2.25% or the Base Rate (as defined in the Credit Agreement) plus a predetermined margin that ranges from 0.50% to 1.25%. HSNi can elect to borrow at either LIBOR or the Base Rate and the predetermined margin is based on HSNi's leverage ratio. The term loan interest rate as of December 31, 2013 was 1.66%. HSNi pays a commitment fee ranging from 0.25% to 0.40% (based on the leverage ratio) on the unused portion of the revolving credit facility. | |||||||||
The amount available to HSNi under the revolving credit facility portion of the Credit Agreement is reduced by the amount of outstanding letters of credit issued under the revolving credit facility, which totaled $31.7 million as of December 31, 2013. The ability to draw funds under the revolving credit facility is dependent upon meeting the aforementioned financial covenants. As of December 31, 2013, the amount that could be borrowed under the revolving credit facility, in consideration of the financial covenants and the outstanding letters of credit, was approximately $318.3 million. As of December 31, 2013, there was no outstanding balance due under the revolving credit facility. | |||||||||
On July 28, 2008, HSNi issued $240 million of 11.25% senior notes due 2016 (the “Senior Notes”). The Senior Notes were fully redeemed on August 1, 2012 for $253.5 million, or 105.625% of the principal amount, plus accrued and unpaid interest to the redemption date, at which time the Senior Notes were no longer deemed to be outstanding, interest ceased to accrue thereon and all rights of the holders of the Senior Notes ceased to exist, except for the right to receive the redemption price. HSNi drew $250 million from its term loan on July 31, 2012 and used its cash on hand to fund the redemption. HSNi reported approximately $18.6 million in pre-tax charges primarily associated with redemption of the Senior Notes. These charges resulted from the redemption premium of $13.5 million and $5.1 million related to the write-off of unamortized issuance costs and original issue discount. | |||||||||
Aggregate contractual maturities of long-term debt are as follows (in thousands): | |||||||||
Years Ending December 31, | |||||||||
2014 | $ | 12,500 | |||||||
2015 | 17,188 | ||||||||
2016 | 18,750 | ||||||||
2017 | 192,187 | ||||||||
$ | 240,625 | ||||||||
Derivative_Instruments_Note
Derivative Instruments (Note) | 12 Months Ended |
Dec. 31, 2013 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' |
Derivative Instruments | ' |
DERIVATIVE INSTRUMENTS | |
HSNi uses derivatives in the management of its interest rate risk with respect to its variable rate debt. HSNi's strategy is to eliminate the cash flow risk on a portion of its variable rate debt caused by changes in the benchmark interest rate (LIBOR). Derivative instruments are not entered into for speculative purposes. | |
HSNi entered into a forward-starting interest rate swap agreement on December 20, 2012 with a notional amount of $187.5 million at a fixed rate of 0.8525%, resulting in an all-in fixed rate of 2.3525% based on HSNi's leverage ratio as of December 31, 2013. The interest rate swap takes effect on January 31, 2014 with a maturity date in April 2017. Under this swap, HSNi pays at a fixed rate and receives payments at a variable rate based on one-month LIBOR. The swap effectively fixes the floating LIBOR-based interest of our outstanding LIBOR-based debt. The interest rate swap was designated and qualified as a cash flow hedge; therefore, the effective portion of the changes in fair value is recorded in accumulated other comprehensive income. Any ineffective portions of the changes in fair value of the interest rate swap will be immediately recognized directly to earnings in the consolidated statement of operations. The change in fair value of the interest rate swap was a gain of $0.8 million and a loss of $0.5 million, net of tax, for the years ended December 2013 and 2012, respectively, and were reflected in "Accumulated other comprehensive income (loss)" in the consolidated balance sheets. As of December 31, 2013, HSNi estimates that approximately $1.1 million of unrealized losses included in accumulated other comprehensive income (loss) related to this swap will be realized and reported in earnings within the next twelve months. | |
The fair value of the interest rate swap asset as of December 31, 2013 was $0.6 million and was recorded in "Other non-current assets" in the consolidated balance sheets. The fair value of the interest rate swap liability as of December 31, 2012 was a liability of $0.8 million and was recorded in "Other long-term liabilities" in the consolidated balance sheets. See Note 9 for discussion of of the fair value measurements concerning this interest rate swap. |
Fair_Value_Measurements_Note
Fair Value Measurements (Note) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||||||
FAIR VALUE MEASUREMENTS | |||||||||||||||||||||
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. Fair value assumptions are made at a specific point in time and changes in underlying assumptions could significantly affect these estimates. HSNi applies the following framework for measuring fair value which is based on a three-level hierarchy: | |||||||||||||||||||||
Level 1—Valuations based on quoted prices for identical assets and liabilities in active markets. | |||||||||||||||||||||
Level 2—Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. | |||||||||||||||||||||
Level 3—Valuations based on unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. | |||||||||||||||||||||
The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximate fair value because of the short maturity of these items. The following table summarizes the fair value of HSNi's other financial assets and liabilities which are measured at fair value on a recurring basis in the consolidated balance sheets (in thousands): | |||||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||
Total Fair Value and Carrying Value on Balance Sheet | Fair Value Measurement Category | ||||||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||
Assets: | |||||||||||||||||||||
Interest rate swap | $ | 574 | $ | — | $ | 574 | $ | — | |||||||||||||
Liabilities: | |||||||||||||||||||||
Contingent consideration | 1,032 | — | — | 1,032 | |||||||||||||||||
December 31, 2012 | |||||||||||||||||||||
Total Fair Value and Carrying Value on Balance Sheet | Fair Value Measurement Category | ||||||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||
Liabilities: | |||||||||||||||||||||
Interest rate swap | $ | 755 | $ | — | $ | 755 | $ | — | |||||||||||||
Contingent consideration | 6,832 | — | — | 6,832 | |||||||||||||||||
HSNi's interest rate swap was carried on the balance sheet at fair value as of December 31, 2013 and December 31, 2012. The swap was entered into for the purpose of hedging the variability of interest expense and interest payments on HSNi's long-term variable rate debt. Because this swap is not actively traded, the fair value was based on a valuation model. Interest rate yield curves and credit spreads are the significant inputs included in the valuation model. These inputs are observable in active markets (level 2 criteria). HSNi considers credit risk associated with its own standing as well as the credit standing of any counterparties involved in the valuation of its financial instruments. | |||||||||||||||||||||
In connection with the 2012 acquisition of Chasing Fireflies, the purchase price included contingent consideration of $7.8 million. Based on achieving specific annual performance targets or a cumulative three-year performance target, the sellers can receive payments in each of the three years following the acquisition up to a maximum total payout of $7.8 million . The estimated fair value of the contingent consideration at the date of acquisition was $6.5 million and was included as part of the purchase price allocation. HSNi determined the fair value of the contingent consideration based on a probability-weighted discounted cash flow approach (level 3 criteria). Key inputs used in this calculation included estimates related to each of the three year's operating performance. In each period, HSNi reassesses its current estimates of performance relative to the stated targets and adjusts the liability to fair value. Performance targets were achieved for the year ended December 31, 2012; therefore, a payment of $2.6 million was paid to the sellers in 2013. | |||||||||||||||||||||
During the year ended December 31, 2013, performance targets were not achieved. As a result, during the fourth quarter ended December 31, 2013, HSNi determined Chasing Fireflies is also less likely to achieve the necessary performance targets in 2014 to earn the full amount of the contingent consideration. Therefore, HSNi adjusted the fair value of the contingent consideration in the fourth quarter of 2013 to $1.0 million, a decrease of $3.6 million. HSNi also recognized a fair value adjustment of $3.0 million for indefinite-lived intangible assets related to the acquisition of Chasing Fireflies. The fair value of the intangible assets, consisting of trademarks and trade names, was determined using the relief from royalty method (level 3 criteria). Key inputs used in this calculation included revenue growth, discount, royalty and terminal growth rates. The net impact of the impairment charge and the contingent consideration adjustment was a reduction of expense of $0.6 million and is included in "General and administrative expense" in the accompanying consolidated statements of operations. | |||||||||||||||||||||
The change in the fair value of the contingent consideration liability is summarized as follows (in thousands): | |||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
Beginning of the year | $ | 6,832 | $ | — | |||||||||||||||||
Fair value of contingent consideration issued | — | 6,500 | |||||||||||||||||||
Accretion | 383 | 332 | |||||||||||||||||||
Payments | (2,583 | ) | — | ||||||||||||||||||
Fair value adjustments | (3,600 | ) | — | ||||||||||||||||||
End of the year | $ | 1,032 | $ | 6,832 | |||||||||||||||||
The following table summarizes the fair value of HSNi’s financial assets and liabilities which are carried at cost (in thousands): | |||||||||||||||||||||
31-Dec-13 | |||||||||||||||||||||
Carrying | Fair Value | Fair Value Measurement Category | |||||||||||||||||||
Value | Level 1 | Level 2 | Level 3 | ||||||||||||||||||
Term Loan | $ | 240,625 | $ | 240,625 | $ | — | $ | 240,625 | $ | — | |||||||||||
December 31, 2012 | |||||||||||||||||||||
Carrying | Fair Value | Fair Value Measurement Category | |||||||||||||||||||
Value | Level 1 | Level 2 | Level 3 | ||||||||||||||||||
Term Loan | $ | 250,000 | $ | 250,000 | $ | — | $ | 250,000 | $ | — | |||||||||||
The fair value of the term loan was estimated by discounting expected cash flows at the rates currently offered to HSNi for debt of the same remaining maturities, as advised by HSNi's bankers (level 2 criteria). | |||||||||||||||||||||
HSNi measures certain assets, such as property and equipment and definite-lived intangible assets, at fair value on a non-recurring basis. These assets are recognized at fair value if they are deemed to be impaired. On July 1, 2012, substantially all of the assets and certain liabilities of The Territory Ahead were sold. An impairment charge of $5.9 million was recorded in the second quarter of 2012 to reduce the carrying value of the net assets to their estimated net realizable value based on the known selling price of $1.1 million and the estimated costs to sell the business. See Note 17 for further discussion of the sale of The Territory Ahead. There were no other fair value adjustments to the carrying values of HSNi's property and equipment and definite-lived intangible assets during December 31, 2013 or 2012. |
Earnings_Per_Share_Note
Earnings Per Share (Note) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Earnings Per Share | ' | ||||||||||||
EARNINGS PER SHARE | |||||||||||||
HSNi computes basic earnings per share using the weighted average number of common shares outstanding for the period. HSNi computes diluted earnings per share using the treasury stock method, which includes the weighted average number of common shares outstanding for the period plus the potential dilution that could occur if various equity awards to issue common stock were exercised or restricted equity awards were vested resulting in the issuance of common stock that could share in HSNi’s earnings. | |||||||||||||
Basic Earnings Per Share | |||||||||||||
For the years ended December 31, 2013, 2012 and 2011, basic earnings per share was computed using the number of weighted average shares of common stock outstanding for the period. | |||||||||||||
Diluted Earnings Per Share | |||||||||||||
For the years ended December 31, 2013, 2012 and 2011, diluted earnings per share was computed using the number of shares of common stock outstanding for the year and, if dilutive, the incremental common stock that HSNi would issue upon the assumed exercise of stock options and stock appreciation rights and the vesting of restricted stock units using the treasury stock method. | |||||||||||||
The following table presents HSNi’s basic and diluted earnings per share (in thousands, except per share data): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net income | |||||||||||||
Continuing operations | $ | 178,449 | $ | 136,497 | $ | 127,652 | |||||||
Discontinued operations | — | (5,822 | ) | (4,582 | ) | ||||||||
Net income | $ | 178,449 | $ | 130,675 | $ | 123,070 | |||||||
Weighted average number of shares outstanding: | |||||||||||||
Basic | 53,640 | 56,314 | 58,636 | ||||||||||
Dilutive effect of stock-based compensation awards | 1,217 | 1,642 | 2,053 | ||||||||||
Diluted | 54,857 | 57,956 | 60,689 | ||||||||||
Net income (loss) per share - basic: | |||||||||||||
Continuing operations | $ | 3.33 | $ | 2.42 | $ | 2.18 | |||||||
Discontinued operations | — | (0.10 | ) | (0.08 | ) | ||||||||
Net income | $ | 3.33 | $ | 2.32 | $ | 2.1 | |||||||
Net income (loss) per share - diluted: | |||||||||||||
Continuing operations | $ | 3.25 | $ | 2.36 | $ | 2.1 | |||||||
Discontinued operations | — | (0.11 | ) | (0.07 | ) | ||||||||
Net income | $ | 3.25 | $ | 2.25 | $ | 2.03 | |||||||
Unexercised employee stock options and stock appreciation rights and unvested restricted stock units excluded from the diluted EPS calculation because their effect would have been antidilutive | 432 | 1,276 | 911 | ||||||||||
StockBased_Awards_Note
Stock-Based Awards (Note) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Share-based Compensation [Abstract] | ' | ||||||||||||||||
Stock-Based Awards | ' | ||||||||||||||||
STOCK-BASED AWARDS | |||||||||||||||||
Stock-based compensation expense is included in the following line items in the accompanying consolidated statements of operations (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Selling and marketing | $ | 3,793 | $ | 3,515 | $ | 4,722 | |||||||||||
General and administrative | 10,250 | 15,541 | 21,679 | ||||||||||||||
Stock-based compensation expense before income taxes | 14,043 | 19,056 | 26,401 | ||||||||||||||
Income tax benefit | (4,835 | ) | (6,494 | ) | (8,792 | ) | |||||||||||
Stock-based compensation expense after income taxes | $ | 9,208 | $ | 12,562 | $ | 17,609 | |||||||||||
As of December 31, 2013, there was approximately $22.1 million of unrecognized compensation cost, net of estimated forfeitures, related to all equity-based awards, which is currently expected to be recognized on a straight-line basis over a weighted average period of approximately 2.5 years. | |||||||||||||||||
Second Amended and Restated 2008 Stock and Annual Incentive Plan | |||||||||||||||||
The Second Amended and Restated 2008 Stock and Annual Incentive Plan, as amended (the “Plan”), authorizes the issuance of 8.0 million shares of HSNi common stock for new awards granted by HSNi. The purpose of the Plan is to assist HSNi in attracting, retaining and motivating officers, employees, directors and consultants, and to provide HSNi with the ability to provide incentives more directly linked to the profitability of HSNi’s business and increases in shareholder value. As of December 31, 2013, there were approximately 2.7 million shares of common stock available for grants under the Plan. | |||||||||||||||||
HSNi can grant restricted stock units ("RSUs"), market stock units ("MSUs"), stock options, stock appreciation rights (“SARs”), dividend equivalents and other stock-based awards under the Plan. Stock-based awards have a maximum term of 10 years. The exercise price of options and SARs granted under the Plan is required to be at, or above, the fair market value of HSNi’s stock on the date of grant. RSUs have rights to receive dividend equivalents that vest at the same time the underlying RSUs vest once the requisite service has been rendered. HSNi elects to issue shares of its common stock for RSU vestings and SAR exercises net of the employees’ minimum tax withholding obligation. The payments made by HSNi to the taxing authorities for these taxes were $14.4 million, $18.2 million, and $11.4 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||
Restricted Stock Units | |||||||||||||||||
RSUs are awards that are denominated in a hypothetical equivalent number of shares of HSNi’s common stock. At the time of grant, HSNi determines if the RSUs will be settled in cash, stock or both. The value to the holder of the RSU is based upon the market value of HSNi’s stock when the RSUs vest. Compensation expense for RSUs granted under the Plan is measured at the grant date as the fair market value of HSNi’s common stock and expensed ratably over the vesting term. The RSUs are generally subject to service-based vesting over a term of 3 years to 5 years. | |||||||||||||||||
A summary of the status of the nonvested RSUs, as of December 31, 2013 and changes during the year ended December 31, 2013 is as follows: | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
RSUs | Average Grant | ||||||||||||||||
Date Fair Value | |||||||||||||||||
Nonvested at January 1, 2013 | 872,109 | $ | 28.02 | ||||||||||||||
Granted | 495,881 | 58.83 | |||||||||||||||
Vested | (634,512 | ) | 38.23 | ||||||||||||||
Forfeited | (109,769 | ) | 38.56 | ||||||||||||||
Nonvested at December 31, 2013 | 623,709 | 40.25 | |||||||||||||||
The weighted average per share fair value of RSUs granted during the years ended December 31, 2013, 2012 and 2011 based on market prices of HSNi’s common stock on the grant date was $58.83, $36.51, and $30.32, respectively. | |||||||||||||||||
The total fair value of RSUs held by employees of all five Spincos that vested during the years ended December 31, 2013, 2012 and 2011 and settled in HSNi common stock was $36.2 million, $33.9 million, and $21.9 million, respectively. HSNi realizes a tax benefit for RSUs held by its employees in the year in which the award vests. The tax benefit realized by HSNi related to RSUs was approximately $12.5 million, $10.9 million, and $6.7 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||
As of December 31, 2013, there was approximately $10.1 million of unrecognized compensation cost, net of estimated forfeitures, related to RSUs, which is currently expected to be recognized on a straight-line basis over a weighted average period of approximately 2.2 years. | |||||||||||||||||
Stock Options and SARs | |||||||||||||||||
SARs are similar to traditional stock options, except, upon exercise, holders of SARs will only receive a value equal to the spread between the current market price per share of the common stock and the exercise price. The SARs granted by HSNi may be settled in cash or common stock of HSNi, in the sole discretion of HSNi. All SARs exercised by employees of HSNi have been settled in stock. For all SARs currently outstanding, HSNi intends to settle these awards in stock upon exercise. The exercise price for awards granted under the Plan is required to be priced at, or above, the fair market value of HSNi’s stock at the date of grant. Awards typically vest ratably over a term of 3 years . | |||||||||||||||||
A summary of the status of the outstanding stock options and SARs as of December 31, 2013 is as follows: | |||||||||||||||||
Number of | Weighted | Weighted | Aggregate | ||||||||||||||
options | Average | Average | Intrinsic Value | ||||||||||||||
Exercise Price | Remaining | ||||||||||||||||
Contractual | |||||||||||||||||
Term (in years) | |||||||||||||||||
Outstanding at January 1, 2013 | 2,776,693 | $ | 28.28 | ||||||||||||||
Granted | 346,301 | 59.18 | |||||||||||||||
Exercised | (474,855 | ) | 16.07 | ||||||||||||||
Forfeited | (58,936 | ) | 53.73 | ||||||||||||||
Expired | (8,314 | ) | 10.74 | ||||||||||||||
Outstanding at December 31, 2013 (1) | 2,580,889 | 34.15 | 5.7 | $ | 72,660,432 | ||||||||||||
Vested and expected to vest at December 31, 2013 | 2,518,015 | 33.73 | 5.7 | $ | 71,932,319 | ||||||||||||
Exercisable at December 31, 2013 | 1,944,153 | 30.35 | 4.9 | $ | 62,119,059 | ||||||||||||
-1 | Approximately 0.3 million stock options outstanding as of December 31, 2013 were held by employees of the other Spincos. | ||||||||||||||||
The aggregate intrinsic value in the table above represents the pre-tax difference between the closing price of HSNi’s common stock on December 31, 2013 of $62.30 and the exercise price for all “in the money” awards at December 31, 2013. This amount changes based on the fair market value of HSNi’s common stock. The intrinsic value of the stock options and SARs exercised during the years ended December 31, 2013, 2012 and 2011 was approximately $19.3 million, $45.7 million, and $20.5 million, respectively. Cash received from stock option exercises for the years ended December 31, 2013, 2012 and 2011 was $6.5 million, $19.1 million, and $7.5 million, respectively. The tax benefit realized from stock option exercises for the years ended December 31, 2013, 2012 and 2011 was $7.3 million, $11.7 million, and $7.4 million, respectively. | |||||||||||||||||
The fair value of each stock option and SAR award, which HSNi intends to settle in stock, is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model incorporates various assumptions, including expected volatility and expected term. Expected stock price volatilities are estimated based on HSNi's historical volatility and the historical and implied volatilities of comparable publicly-traded companies. The risk-free interest rates are based on U.S. Treasury yields for notes with comparable terms as the awards in effect at the grant date. The expected term of options and SARs granted is based on an analysis of historical employee termination rates and option exercise patterns, giving consideration to expectations of future employee behavior. Dividends yields are estimated based on HSNi's historical and anticipated dividend payments. | |||||||||||||||||
The weighted average assumptions used in the Black-Scholes option pricing model are as follows: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Volatility factor | 49.1 | % | 46.5 | % | 46.5 | % | |||||||||||
Risk-free interest rate | 0.85 | % | 0.91 | % | 2.33 | % | |||||||||||
Expected term | 4.8 | 5 | 5 | ||||||||||||||
Dividend yield | 1.2 | % | 1.4 | % | 0 | % | |||||||||||
The weighted average fair values of stock options and SARs granted from the Plan during the years ended December 31, 2013, 2012 and 2011 at market prices equal to HSNi’s common stock on the grant date were $22.57, $12.96, and $12.84, respectively. | |||||||||||||||||
At the date of the Spin-off, HSNi granted approximately 719,000 stock options to its Chief Executive Officer at exercise prices greater than market value on the date of grant with a term of 10 years and graded vesting over 4 years. The weighted average exercise price and the weighted average fair value related to these grants were $39.84 and $3.36, respectively. All other awards granted under the Plan have exercise prices based on the fair market value of HSNi’s common stock at the date of grant. | |||||||||||||||||
As of December 31, 2013, there was approximately $5.9 million of unrecognized compensation cost, net of estimated forfeitures, related to stock options and SARs, which is currently expected to be recognized on a straight-line basis over a weighted average period of approximately 1.8 years. | |||||||||||||||||
The following table summarizes the information about stock options and SARs outstanding and exercisable as of December 31, 2013: | |||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||
Number | Weighted | Weighted | Number | Weighted | |||||||||||||
Outstanding at | Average | Average | Exercisable at | Average | |||||||||||||
December 31, | Exercise Price | Remaining | December 31, | Exercise Price | |||||||||||||
2013 | Contractual | 2013 | |||||||||||||||
Term in Years | |||||||||||||||||
$0.00 to $9.99 | 116,787 | $ | 5.5 | 4.7 | 116,787 | $ | 5.5 | ||||||||||
$10.00 to $19.99 | 161,745 | 17.6 | 4.5 | 161,745 | 17.6 | ||||||||||||
$20.00 to $29.99 | 658,778 | 24.8 | 6.5 | 551,814 | 23.84 | ||||||||||||
$30.00 to $39.99 | 973,046 | 34.93 | 5 | 743,252 | 34.69 | ||||||||||||
$40.00 to $49.99 | 370,555 | 44.71 | 4.6 | 370,555 | 44.71 | ||||||||||||
$50.00 to $59.99 | 299,978 | 59.16 | 9.1 | — | — | ||||||||||||
2,580,889 | 1,944,153 | ||||||||||||||||
Performance-Based Awards | |||||||||||||||||
During the first quarter of 2010, HSNi implemented a performance-based equity compensation program for certain key members of Cornerstone’s management. The amount payable was based on the extent to which certain pre-established performance goals for Cornerstone were achieved during the three years ending December 31, 2012. These equity awards were accounted for as liabilities which were remeasured each reporting period based on the probability of achievement of the performance conditions.The amount earned pursuant to the award at the end of the December 31, 2012 service period was $16.8 million which was settled in shares of HSNi common stock in the first quarter of 2013. | |||||||||||||||||
During the third quarter of 2013, HSNi granted approximately 101,000 MSUs to its Chief Executive Officer. The MSUs vest over respective 3 years and 5 years performance periods (50% for each period). Payout percentages range between 0% and 200% of the target award depending on the awards' market condition, the future price of HSNi's stock at the end of each performance period as compared to HSNi's stock price at the date of grant (as defined in the MSU agreement). The fair value of the MSUs was $8.3 million, or an average of $82.67 per unit, and were measured on the grant date by applying a Monte Carlo simulation pricing model which estimates the potential outcome of reaching the market condition based on simulated future stock prices and is recognized over the performance period. The weighted average assumptions used in the valuation of the MSUs were the following: volatility factor of 39.7%, risk-free interest rate of 1.00%, expected term of 4.0 years and dividend yield of 1.1%. | |||||||||||||||||
During the years ended December 31, 2013 and 2012, HSNi granted performance-based cash awards to certain executive employees (“Performance Cash”). Performance Cash vests over a three year performance period. Payout percentages range between 0% and 200% of the target award based on the award’s market condition, HSNi’s Total Shareholder Return relative to a peer group at the end of the performance period. Performance Cash is accounted for as a liability-based award as it will be settled in cash. For the years ended December 31, 2013 and 2012, HSNi granted Performance Cash with an aggregate target value $2.7 million and $1.6 million, respectively, with a grant date fair value of $2.6 million and $1.1 million, respectively. Fair value is measured using a Monte-Carlo simulation and is remeasured at the end of each reporting period. As of December 31, 2013 and 2012, a liability of $1.6 million and $0.5 million, respectively, was recorded for these awards. | |||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||
The HSN, Inc. 2010 Employee Stock Purchase Plan (“ESPP”) was approved May 2010 and 750,000 shares of HSNi common stock were reserved for issuance under the ESPP. The ESPP permits employees to purchase shares of HSNi’s common stock during semi-annual purchase periods. Under the terms of the ESPP, eligible employees accumulate funds through payroll deductions and purchase shares at a price equal to the lesser of 85% of the fair market value of the common stock at the grant date or purchase date, provided the resulting purchase price cannot be less than 75% of the fair market value at the end of the purchase period. All shares purchased under the ESPP must be held for a period of 6 months. | |||||||||||||||||
For the years ended December 31, 2013 and 2012, HSNi granted approximately 45,000 and 50,000 options, respectively, under the ESPP. The fair value of each option granted under the ESPP is determined on the grant date using the Black-Scholes option pricing model. The following are the weighted average assumptions used in the valuation of the ESPP options for the years ended December 31, 2013 and 2012: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Volatility factor | 23.3 | % | 41.7 | % | |||||||||||||
Risk-free interest rate | 0.1 | % | 0.09 | % | |||||||||||||
Expected term | 0.5 | 0.5 | |||||||||||||||
Dividend yield | 1.3 | % | 1.3 | % | |||||||||||||
For the years ended December 31, 2013, 2012 and 2011, approximately $0.5 million of expense was included in the consolidated statements of operations. For the years ended December 31, 2013, 2012 and 2011, HSNi received cash proceeds from the participating employees of approximately $1.9 million, $1.6 million and $1.4 million, respectively. | |||||||||||||||||
Restricted Common Equity in Cornerstone Brands | |||||||||||||||||
In connection with the acquisition of Cornerstone Brands by IAC in 2005 certain members of Cornerstone Brand’s management were granted restricted common equity in Cornerstone Brands. These awards were granted on April 1, 2005 and were initially measured at fair value, which was amortized to expense over the vesting period. These awards vested ratably over 4 years, or earlier based upon the occurrence of certain prescribed events. The awards vest in non-voting restricted common shares of Cornerstone Brands. | |||||||||||||||||
These shares are subject to a put right by the holders, some of which became exercisable in the first quarter of 2010 and others of which become exercisable annually thereafter, and a call right by HSNi, which was not exercisable until the first quarter of 2012 and annually thereafter. The value of these shares upon exercise of the put or call is equal to their fair value, determined by negotiation or arbitration, reduced by the accreted value of the preferred interest that was taken by IAC upon the purchase of Cornerstone Brands. The initial value of the preferred interest was equal to the acquisition price of Cornerstone Brands. The preferred interest accretes value at a 15% annual rate. Upon exercise of the put or call the consideration is payable in HSNi shares or cash or a combination thereof at HSNi's option. As of December 31, 2013, these awards were significantly out of the money and are not expected to result in any cost should HSNi exercise its call right. |
Income_Taxes_Note
Income Taxes (Note) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Expense (Benefit), Continuing Operations [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
INCOME TAXES | |||||||||||||
The components of the provision for income taxes are as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current income tax provision: | |||||||||||||
Federal | $ | (81,521 | ) | $ | (76,992 | ) | $ | (68,593 | ) | ||||
State | (9,990 | ) | (8,904 | ) | (9,217 | ) | |||||||
Current income tax provision | (91,511 | ) | (85,896 | ) | (77,810 | ) | |||||||
Deferred income tax (provision) benefit: | |||||||||||||
Federal | (6,489 | ) | 1,814 | (1,900 | ) | ||||||||
State | 308 | 709 | (396 | ) | |||||||||
Deferred income tax (provision) benefit | (6,181 | ) | 2,523 | (2,296 | ) | ||||||||
Income tax provision | $ | (97,692 | ) | $ | (83,373 | ) | $ | (80,106 | ) | ||||
Current income taxes payable has been reduced by $19.8 million, $22.7 million, and $14.1 million for the years ended December 31, 2013, 2012 and 2011, respectively, for tax deductions attributable to stock-based compensation. The related income tax benefits of this stock-based compensation were recorded as amounts charged or credited to the income tax provision and additional paid-in capital. | |||||||||||||
The tax effects of cumulative temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities at December 31, 2013 and 2012 are presented below (in thousands). The valuation allowance is related to items for which it is more likely than not that the tax benefit will not be realized. | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets: | |||||||||||||
Provision for accrued expenses | $ | 33,647 | $ | 38,548 | |||||||||
Inventories | 13,125 | 11,927 | |||||||||||
Stock-based compensation | 10,888 | 16,036 | |||||||||||
Net operating losses | 1,531 | 1,369 | |||||||||||
Other | 4,078 | 2,024 | |||||||||||
Total deferred tax assets | 63,269 | 69,904 | |||||||||||
Less valuation allowance | (1,495 | ) | (5,293 | ) | |||||||||
Net deferred tax assets | 61,774 | 64,611 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Intangible and other assets | (91,018 | ) | (91,783 | ) | |||||||||
Prepaid expenses | (13,574 | ) | (11,692 | ) | |||||||||
Property and equipment | (15,455 | ) | (12,535 | ) | |||||||||
Total deferred tax liabilities | (120,047 | ) | (116,010 | ) | |||||||||
Net deferred tax liability | $ | (58,273 | ) | $ | (51,399 | ) | |||||||
At December 31, 2013, HSNi had $4.8 million of net operating loss carryforwards which begin expiring in 2014. As of December 31, 2013 and 2012, HSNi had a valuation allowance of approximately $1.5 million and $5.3 million, respectively. Valuation allowances are recorded for certain deferred tax assets related to foreign and separate state net operating losses. | |||||||||||||
A reconciliation of the income tax provision to the amounts computed by applying the statutory federal income tax rate to earnings before income taxes is shown as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Income tax provision at the federal statutory rate of 35% | $ | (96,649 | ) | $ | (76,955 | ) | $ | (72,715 | ) | ||||
State income taxes, net of effect of federal tax benefit | (6,293 | ) | (5,327 | ) | (6,386 | ) | |||||||
Other, net | 5,250 | (1,091 | ) | (1,005 | ) | ||||||||
Income tax provision | $ | (97,692 | ) | $ | (83,373 | ) | $ | (80,106 | ) | ||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest, is as follows (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Balance at beginning of year | $ | 682 | $ | 664 | $ | 630 | |||||||
Additions based on tax positions related to the current year | 417 | — | 225 | ||||||||||
Additions for tax positions of prior years | — | 18 | — | ||||||||||
Reductions for tax positions of prior years | (189 | ) | — | (191 | ) | ||||||||
Balance at end of year | $ | 910 | $ | 682 | $ | 664 | |||||||
As of December 31, 2013 and 2012, the unrecognized tax benefits, including interest, were $1.1 million and $0.9 million, respectively. At December 31, 2013 and 2012, there are approximately $0.9 million and $0.5 million of unrecognized tax benefits that, if recognized, would affect the annual effective tax rate. | |||||||||||||
HSNi recognizes interest and, if applicable, penalties related to unrecognized tax benefits in income tax expense. There is no material interest on unrecognized tax benefits included in income tax expense for the years ended December 31, 2013, 2012 and 2011. At December 31, 2013 and 2012, HSNi has no material accrual for the payment of interest or penalties. | |||||||||||||
HSNi believes that it is reasonably possible that its unrecognized tax benefits could decrease by an immaterial amount within twelve months of the current reporting date due to settlement with the taxing authority. | |||||||||||||
HSNi is routinely under audit by federal, state, local and foreign tax authorities. These audits include questioning the timing and the amount of deductions and the allocation of income among various tax jurisdictions. Income taxes payable include amounts considered sufficient to pay assessments that may result from examination of prior year returns; however, the amount paid upon resolution of issues raised may differ from the amount provided. Differences between the reserves for tax contingencies and the amounts owed by HSNi are recorded in the period they become known. | |||||||||||||
The Internal Revenue Service ("IRS") has concluded its examination of HSNi's consolidated federal income tax return for the year ended December 31, 2010 and its limited scope examination of HSNi's consolidated federal income tax return for the year ended December 31, 2011. No material adjustments resulted from these IRS examinations. In addition, various state income tax examinations are in process. HSNi does not anticipate any material adjustments to our tax liabilities resulting from any of these examinations. | |||||||||||||
HSNi and several companies previously owned by IAC, were spun-off from IAC on August 20, 2008. In connection with the spin-off, HSNi entered into a Tax Sharing Agreement with IAC pursuant to which, among other things, each of the Spincos has indemnified IAC and the other Spincos for any taxes resulting from the Spin-off of such Spinco (and any related interest, penalties, legal and professional fees, and all costs and damages associated with related shareholder litigation or controversies) to the extent such amounts result from (i) any act or failure to act by such Spinco described in the covenants in the Tax Sharing Agreement, (ii) any acquisition of equity securities or assets of such Spinco or a member of its group, and (iii) any breach by such Spinco or any member of its group of any representation or covenant contained in the separation documents or in the documents relating to the IRS private letter ruling and/or tax opinions. In the event an adjustment with respect to a pre-spin-off period for which IAC is responsible results in a tax benefit to HSNi in a post-spin-off period, HSNi will be required to pay such tax benefit to IAC. In general, IAC controls all audits and administrative matters and other tax proceedings relating to the consolidated federal income tax return of the IAC group and any other tax returns for which the IAC group is responsible. The provisions set forth in the Tax Sharing Agreement could subject HSNi to future tax contingencies. | |||||||||||||
The IRS has completed its review of the IAC consolidated tax returns for the years ended December 31, 2001 through 2009, which includes the operations of HSNi. The settlement for these years has been submitted to and approved by the Joint Committee on Taxation. The statute of limitations for the years 2001 through 2009 is extended through June 30, 2014. Various IAC consolidated tax returns filed with state, local and foreign jurisdictions are currently under examination, the most significant of which are California, New York and New York City, for various tax years beginning with 2006. By virtue of the Tax Sharing Agreement with IAC, HSNi is indemnified with respect to additional tax liabilities for consolidated or combined federal and state tax returns prepared and filed by IAC prior to the Spin-off, but is liable for any additional tax liabilities for HSNi separately filed state income tax returns. |
Commitments_And_Contingencies_
Commitments And Contingencies (Note) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Commitments And Contingencies [Abstract] | ' | ||||||||||||||||||||
Commitments And Contingencies | ' | ||||||||||||||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||||||||||||||
In cooperation with the United States Consumer Product Safety Commission (“CPSC), Frontgate, one of the Cornerstone brands, announced in January 2011 a voluntary recall of a product sold from December 2005 through July 2010. In June 2013, the CPSC notified the company that the CPSC is investigating whether the company complied with certain reporting requirements of the Consumer Product Safety Act. At this time it is not yet possible to determine what, if any, actions will be taken by the CPSC, whether a civil penalty will be assessed or, if assessed, the amount thereof. | |||||||||||||||||||||
In the ordinary course of business, HSNi is a party to various audits and lawsuits. These audits or litigation may relate to claims involving property, personal injury, contract, intellectual property (including patent infringement), sales tax, regulatory compliance and other claims. HSNi establishes reserves for specific legal or tax compliance matters that it has determined the likelihood of an unfavorable outcome is probable and the loss is reasonably estimable. Management has also identified certain other legal matters where it believes an unfavorable outcome is not probable and, therefore, no reserve is established. Although management currently believes that an unfavorable resolution of claims against HSNi, including claims where an unfavorable outcome is reasonably possible, will not have a material impact on its liquidity, results of operations, financial condition or cash flows, these matters are subject to inherent uncertainties and management’s view of these matters may change in the future and an unfavorable resolution of such a proceeding could have a material impact. Moreover, any claims or regulatory actions against HSNi, whether meritorious or not, could be time-consuming, result in costly litigation, require significant amounts of management time and result in the diversion of significant operational resources. | |||||||||||||||||||||
HSNi leases satellite transponders, warehouse and office space, equipment and services used in connection with its operations under various operating leases, many of which contain escalation clauses. | |||||||||||||||||||||
Future minimum payments under operating lease agreements are as follows (in thousands): | |||||||||||||||||||||
Years Ending December 31, | |||||||||||||||||||||
2014 | $ | 24,756 | |||||||||||||||||||
2015 | 21,050 | ||||||||||||||||||||
2016 | 17,235 | ||||||||||||||||||||
2017 | 14,046 | ||||||||||||||||||||
2018 | 12,620 | ||||||||||||||||||||
Thereafter | 13,700 | ||||||||||||||||||||
Total | $ | 103,407 | |||||||||||||||||||
Expenses charged to continuing operations under these agreements were $23.1 million, $22.1 million, and $20.8 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||||||
HSNi also has funding commitments that could potentially require its performance in the event of demands by third parties or contingent events, as follows (in thousands): | |||||||||||||||||||||
Amount of Commitments Expiration Per Period | |||||||||||||||||||||
Total Amounts | Less Than | 1 - 3 Years | 3 - 5 Years | More Than | |||||||||||||||||
Committed | 1 Year | 5 Years | |||||||||||||||||||
Letters of credit and surety bonds | $ | 35,711 | $ | 35,561 | $ | 150 | $ | — | $ | — | |||||||||||
Purchase obligations | 141,678 | 73,610 | 68,016 | 52 | — | ||||||||||||||||
Total commercial commitments | $ | 177,389 | $ | 109,171 | $ | 68,166 | $ | 52 | $ | — | |||||||||||
The letters of credit (“LOCs”) primarily consist of trade LOCs, which are used for inventory purchases. Trade LOCs are guarantees of payment based upon the delivery of goods. The surety bonds primarily consist of customs bonds, which relate to the import of merchandise into the United States. | |||||||||||||||||||||
The purchase obligations primarily relate to cable contracts and include obligations for future cable distribution and commission guarantees. |
Related_Party_Transactions_Not
Related Party Transactions (Note) | 12 Months Ended | |
Dec. 31, 2013 | ||
Related Party Transactions [Abstract] | ' | |
Related Party Transactions | ' | |
RELATED PARTY TRANSACTIONS | ||
Relationship Between Liberty Media Corporation and HSNi | ||
Spinco Agreement | ||
In connection with the Spin-off, pursuant to a Spinco Assignment and Assumption Agreement (the “Spinco Agreement”), dated as of August 20, 2008, among HSNi, IAC, Liberty Media Corporation (“Liberty”) and a subsidiary of Liberty that held shares of IAC common stock and IAC Class B common stock (together with Liberty, the “Liberty Parties”), HSNi (i) assumed from IAC all rights and obligations providing for post-Spin-off governance and other arrangements at HSNi under the Spinco Agreement, dated May 13, 2008, among IAC, Liberty and affiliates of Liberty that held shares of IAC common stock and/or Class B common stock at the time such Spinco Agreement was entered into, and (ii) as required by the Spinco Agreement, entered into a registration rights agreement with the Liberty Parties. Following is a summary of the material terms of the Spinco Agreement: | ||
Representation of Liberty on the Spinco Boards of Directors | ||
The Spinco Agreement generally provides that so long as Liberty beneficially owns securities of HSNi representing at least 20% of the total voting power of HSNi’s equity securities, Liberty has the right to nominate up to 20% of the directors serving on HSNi’s Board of Directors (rounded up to the nearest whole number). Any director nominated by Liberty must be reasonably acceptable to a majority of the directors on HSNi’s Board who were not nominated by Liberty. All but one of Liberty’s nominees serving on the Board of Directors must qualify as “independent” under applicable stock exchange rules. In addition, the Nominating Committee of the Board may include only “Qualified Directors,” namely directors other than any who were nominated by Liberty, are officers or employees of HSNi or were not nominated by the Nominating Committee of the HSNi Board in their initial election to the Board and for whose election any Liberty Party voted shares. | ||
Acquisition Restrictions | ||
The Liberty Parties have agreed not to acquire beneficial ownership of any equity securities of HSNi (with specified exceptions) unless: | ||
• | the acquisition was approved by a majority of the Qualified Directors; | |
• | the acquisition is permitted under the provisions described in “Competing Offers” below; or | |
• | after giving effect to the acquisition, Liberty’s ownership percentage of the equity securities of HSNi, based on voting power, would not exceed the Applicable Percentage. | |
The “Applicable Percentage” is Liberty’s ownership percentage upon the Spin-off of HSNi, based on voting power (approximately 30%), plus 5%, but in no event more than 35%. Notwithstanding the foregoing, Liberty’s beneficial ownership may increase above the Applicable Percentage as a result of HSNi’s share repurchase program. Following the Spin-off, the Applicable Percentage for the Spinco is reduced for specified transfers of equity securities of the Spinco by the Liberty Parties. During the first two years following the Spin-off, acquisitions by the Liberty Parties were further limited to specified extraordinary transactions and, otherwise, to acquisitions representing no more than one-third of HSNi Common Stock received by the Liberty Parties in the Spin-off: | ||
• | transfers pursuant to a third party tender or exchange offer or in connection with any merger or other business combination, which merger or business combination has been approved by HSNi; | |
• | transfers in a public offering in a manner designed to result in a wide distribution, provided that no such transfer is made, to the knowledge of the Liberty Parties, to any person whose ownership percentage (based on voting power) of HSNi’s equity securities, giving effect to the transfer, would exceed 15%; | |
• | a transfer of all of the equity securities of HSNi beneficially owned by the Liberty Parties and their affiliates in a single transaction if the transferee’s ownership percentage (based on voting power), after giving effect to the transfer, would not exceed the Applicable Percentage and only if the transferee assumes all of the rights and obligations (subject to limited exceptions) of the Liberty Parties under the Spinco Agreement; | |
• | specified transfers in connection with changes in the beneficial ownership of the ultimate parent company of a Liberty Party or a distribution of the equity interests of a Liberty Party or certain similar events; and | |
• | specified transfers relating to certain hedging transactions or stock lending transactions in respect of the Liberty Parties’ equity securities in HSNi, subject to specified restrictions. | |
Competing Offers | ||
During the period when Liberty continues to have the right to nominate directors to HSNi’s Board of Directors, if the Board of Directors determines to pursue certain types of transactions on a negotiated basis (either through an “auction” or with a single bidder), Liberty is granted certain rights to compete with the bidder or bidders, including the right to receive certain notices and information, subject to specified conditions and limitations. In connection with any such transaction that HSNi is negotiating with a single bidder, the Board of Directors must consider any offer for a transaction made in good faith by Liberty but is not obligated to accept any such offer or to enter into negotiations with Liberty. | ||
If a third party (x) commences a tender or exchange offer for at least 35% of the capital stock of HSNi other than pursuant to an agreement with HSNi or (y) publicly discloses that its ownership percentage (based on voting power) exceeds 20% and HSNi’s Board fails to take certain actions to block such third party from acquiring an ownership percentage of HSNi (based on voting power) exceeding the Applicable Percentage, the Liberty Parties generally will be relieved of the obligations described under “Standstill Restrictions” and “Acquisition Restrictions” above to the extent reasonably necessary to permit Liberty to commence and consummate a competing offer. If Liberty’s ownership percentage (based on voting power) as a result of the consummation of a competing offer in response to a tender or exchange offer described in (x) above exceeds 50%, any consent or approval requirements of the Qualified Directors in the Spinco Agreement will be terminated, and, following the later of the second anniversary of the Spin-off and the date that Liberty’s ownership percentage (based on voting power) exceeds 50%, the obligations described under “Acquisition Restrictions” will be terminated. | ||
Other | ||
Following the Spin-off, amendments to the Spinco Agreement and determinations required to be made thereunder (including approval of transactions between a Liberty Party and HSNi that would be reportable under the proxy rules) will require the approval of the Qualified Directors. | ||
Registration Rights Agreement | ||
Under the registration rights agreement, the Liberty Parties and their permitted transferees (the “Holders”) will be entitled to three demand registration rights (and unlimited piggyback registration rights) in respect of the shares of HSNi common stock received by the Liberty Parties as a result of the Spin-off and other shares of HSNi common stock acquired by the Liberty Parties consistent with the Spinco Agreement (collectively, the “Registrable Shares”). The Holders will be permitted to exercise their registration rights in connection with certain hedging transactions that they may enter into with respect to the Registrable Shares. | ||
HSNi will be obligated to indemnify the Holders, and each selling Holder will be obligated to indemnify HSNi, against specified liabilities in connection with misstatements or omissions in any registration statement. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information (Note) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||||||
Supplemental Cash Flow Information | ' | ||||||||||||
SUPPLEMENTAL CASH FLOW INFORMATION | |||||||||||||
Supplemental Disclosure of Cash Flow Information: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
(in thousands) | |||||||||||||
Cash paid during the period for: | |||||||||||||
Income tax payments | $ | 92,502 | $ | 52,709 | $ | 73,847 | |||||||
Income tax refunds | (2,061 | ) | (10 | ) | (1,806 | ) | |||||||
Interest payments | 5,230 | 29,985 | 29,198 | ||||||||||
Non-cash financing activities: | |||||||||||||
Effective portion of change in interest rate swap | 1,296 | 755 | — | ||||||||||
Shareholders_Equity_Note
Shareholders' Equity (Note) | 12 Months Ended |
Dec. 31, 2013 | |
Stockholders' Equity Note [Abstract] | ' |
Shareholders' Equity | ' |
SHAREHOLDERS’ EQUITY | |
Stock Purchase Rights | |
In December 2008, HSNi’s Board of Directors approved the creation of a Series A Junior Participating Preferred Stock, adopted a shareholders rights plan and declared a dividend of one right for each outstanding share of common stock held by our shareholders of record as of the close of business on January 5, 2009. The rights attached to any additional shares of common stock issued after January 5, 2009. Initially, these rights, which trade with the shares of HSNi’s common stock, will not be exercisable. Under the rights plan, these rights will be exercisable if a person or group acquires or commences a tender or exchange offer for 15% or more of HSNi’s common stock (except for certain grandfathered persons, such as Liberty, to which higher thresholds apply). If the rights become exercisable, each right will permit its holder, other than the “acquiring person,” to purchase from us shares of common stock at a 50% discount to the then prevailing market price. As a result, the rights will cause substantial dilution to a person or group that becomes an “acquiring person” on terms not approved by HSNi’s Board of Directors. | |
Share Repurchase Program | |
On September 27, 2011, HSNi’s Board of Directors approved a share repurchase program which allows HSNi to purchase 10 million shares of its common stock from time to time through privately negotiated and/or open market transactions. The timing of any repurchases and actual number of shares repurchased will depend on a variety of factors, including the stock price, corporate and regulatory requirements, restrictions under HSNi’s debt obligations and other market and economic conditions. The repurchase program may be suspended or discontinued by HSNi at any time. For the year ended December 31, 2013, HSNi acquired approximately 2.7 million shares of outstanding common stock for $146.9 million under the program at an average price of $53.67. For the year ended December 31, 2012, HSNi acquired approximately 5.5 million shares of outstanding common stock for $220.6 million under the program at an average price of $40.40. All shares were immediately retired upon purchase. | |
Dividend Policy | |
During the year ended December 31, 2013, HSNi's Board of Directors approved four quarterly cash dividends totaling $0.79 per common share resulting in aggregate dividend payments of approximately $42.3 million. During the year ended December 31, 2012, HSNi’s Board of Directors approved the initial quarterly cash dividend of $0.555 per common share resulting in a dividend payment of approximately $31.0 million. | |
In February 2014, HSNi's Board of Directors approved a quarterly cash dividend of $0.25 per common share. The dividend will be paid on March 19, 2014 to HSNi's record holders as of March 5, 2014. |
Discontinued_Operations_Note
Discontinued Operations (Note) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||||
Discontinued Operations | ' | |||||||||||
DISCONTINUED OPERATIONS | ||||||||||||
In May 2012, substantially all of the assets and certain liabilities of Smith+Noble, a Cornerstone brand specializing in window treatments, were sold for $5.5 million. HSNi does not expect to have any significant continuing involvement or cash flows from Smith+Noble; therefore, the results of operations for Smith+Noble are presented separately as “Loss from discontinued operations, net of tax” in the consolidated statements of operations for all periods presented, and the cash flows from Smith+Noble are presented separately as discontinued operations in the consolidated statements of cash flows for all periods presented. Cornerstone recorded an after-tax loss on the sale of $0.1 million in the second quarter of 2012, which is included in “Loss from discontinued operations, net of tax” in the accompanying consolidated statements of operations. | ||||||||||||
In July 2012, substantially all of the assets and certain liabilities of The Territory Ahead, a Cornerstone brand specializing in casual apparel for men and women, were sold for approximately $1.1 million. HSNi does not expect to have any significant continuing involvement or cash flows from The Territory Ahead; therefore, the results of operations for The Territory Ahead are presented separately as “Loss from discontinued operations, net of tax” in the consolidated statements of operations for all periods presented, and the cash flows from The Territory Ahead are presented separately as discontinued operations in the consolidated statements of cash flows for all periods presented. An impairment charge of $5.9 million, or $3.7 million net of taxes, was recorded in the second quarter of 2012 to reduce the carrying value of the net assets to their estimated net realizable value and is included in “Loss from discontinued operations, net of tax” in the accompanying statements of operations. | ||||||||||||
The following table reflects the results of Smith+Noble and The Territory Ahead that are reported as discontinued operations for all periods presented (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Net sales | $ | — | $ | 40,154 | $ | 107,798 | ||||||
Loss from discontinued operations (including loss on sale of $6.0 million recognized in the second quarter of 2012) | $ | — | $ | (9,370 | ) | $ | (7,353 | ) | ||||
Income tax benefit | — | 3,548 | 2,771 | |||||||||
Loss from discontinued operations, net of tax | $ | — | $ | (5,822 | ) | $ | (4,582 | ) | ||||
Acquisition_Note
Acquisition (Note) | 12 Months Ended |
Dec. 31, 2013 | |
Business Combinations [Abstract] | ' |
Acquisition | ' |
ACQUISITION | |
In April 2012, HSNi, through Cornerstone, acquired substantially all of the assets and liabilities of Chasing Fireflies, LLC, a leading direct-to-consumer premium children's and family lifestyle brand. The purchase price was $22.9 million in cash and contingent consideration valued at $6.5 million as of the acquisition date. The fair value of the contingent consideration was estimated by applying a probability-weighted income approach. The acquisition has been accounted for as a business combination and the total purchase consideration has been assigned to the assets acquired, primarily inventory and other assets totaling $8.6 million and liabilities assumed totaling $2.6 million, at their estimated fair value as of the acquisition date. The allocation of the identifiable intangible assets and goodwill includes $13.5 million primarily for trade names and customer relationships and $9.9 million for goodwill. Proforma information has not been presented for this acquisition as it was not material to HSNi's consolidated results of operations or financial position. | |
HSNi performed its annual impairment testing in the fourth quarter of fiscal 2013 for the goodwill and indefinite-lived intangible assets related to the acquisition of Chasing Fireflies. Based on this analysis, HSNi determined the fair value of the indefinite-lived intangible assets was lower than its carrying value; therefore, an impairment charge of $3.0 million was recorded during the fourth quarter of fiscal 2013. See Note 3 for a further discussion on goodwill and indefinite-lived intangible assets. Based on the revised plan financial results, HSNi also determined Chasing Fireflies is less likely to achieve the targets necessary to earn the full amount of the contingent consideration associated with the acquisition. Therefore, HSNi adjusted the fair value of the previously recorded contingent consideration in the fourth quarter of 2013 by $3.6 million. The net impact of the impairment charge and the contingent consideration adjustment is a reduction of expense of $0.6 million and is included in "General and administrative expense" in the accompanying consolidated statements of operations. |
Quarterly_Results_Unaudited_No
Quarterly Results (Unaudited) (Note) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Data [Abstract] | ' | ||||||||||||||||
Quarterly Results (Unaudited) | ' | ||||||||||||||||
QUARTERLY RESULTS (UNAUDITED) | |||||||||||||||||
Quarter Ended | |||||||||||||||||
March 31, | June 30, | September 30, | December 31, | ||||||||||||||
(a) | (b)(c) | (d) | |||||||||||||||
(In thousands, except per share data) | |||||||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||
Net sales | $ | 772,651 | $ | 812,606 | $ | 798,890 | $ | 1,019,835 | |||||||||
Gross profit | 280,147 | 308,777 | 288,590 | 352,300 | |||||||||||||
Operating income | 52,518 | 71,299 | 61,085 | 97,752 | |||||||||||||
Income from continuing operations | 31,553 | 43,271 | 42,052 | 61,573 | |||||||||||||
(Loss) income from discontinued operations, net of tax | (9 | ) | 9 | — | — | ||||||||||||
Net income | 31,544 | 43,280 | 42,052 | 61,573 | |||||||||||||
Income from continuing operations per share: | |||||||||||||||||
Basic | $ | 0.58 | $ | 0.81 | $ | 0.79 | $ | 1.16 | |||||||||
Diluted | $ | 0.56 | $ | 0.79 | $ | 0.77 | $ | 1.14 | |||||||||
Net income per share: | |||||||||||||||||
Basic | $ | 0.58 | $ | 0.81 | $ | 0.79 | $ | 1.16 | |||||||||
Diluted | $ | 0.56 | $ | 0.79 | $ | 0.77 | $ | 1.14 | |||||||||
Dividends declared per common share | $ | 0.18 | $ | 0.18 | $ | 0.18 | $ | 0.25 | |||||||||
Year Ended December 31, 2012 | |||||||||||||||||
Net sales | $ | 737,908 | $ | 767,187 | $ | 778,769 | $ | 982,875 | |||||||||
Gross profit | 266,914 | 293,448 | 285,516 | 337,846 | |||||||||||||
Operating income | 51,259 | 65,342 | 49,312 | 92,832 | |||||||||||||
Income from continuing operations | 27,288 | 35,611 | 17,558 | 56,041 | |||||||||||||
(Loss) income from discontinued operations, net of tax | (1,118 | ) | (4,864 | ) | 128 | 32 | |||||||||||
Net income | 26,170 | 30,747 | 17,686 | 56,073 | |||||||||||||
Income from continuing operations per share: | |||||||||||||||||
Basic | $ | 0.47 | $ | 0.63 | $ | 0.32 | $ | 1.03 | |||||||||
Diluted | $ | 0.45 | $ | 0.61 | $ | 0.31 | $ | 1 | |||||||||
Net income per share: | |||||||||||||||||
Basic | $ | 0.45 | $ | 0.54 | $ | 0.32 | $ | 1.03 | |||||||||
Diluted | $ | 0.44 | $ | 0.53 | $ | 0.31 | $ | 1 | |||||||||
Dividends declared per common share | $ | 0.125 | $ | 0.125 | $ | 0.125 | $ | 0.18 | |||||||||
(a) | The second quarter of 2012 includes a loss of $6.0 million, or $3.8 million net of taxes, related to the sales of Smith+Noble and The Territory Ahead, two brands formerly included in the Cornerstone portfolio, and is included in the line item "(Loss) income from discontinued operations, net of tax." This loss decreased diluted earnings per share by $0.06. | ||||||||||||||||
(b) | The third quarter of 2013 includes discrete tax benefits of $3.7 million which increased diluted earnings per share by $0.07. | ||||||||||||||||
(c) | The third quarter of 2012 includes a sales tax settlement of $7.8 million, or $4.8 million net of taxes, and costs associated with the redemption of Senior Notes of $18.3 million, or $11.4 million net of taxes. These charges decreased diluted earnings per share by $0.28. | ||||||||||||||||
(d) | The fourth quarter of 2013 includes a $3.6 million reduction to a previously recorded contingent consideration obligation and a $3.0 million impairment charge of intangible assets related to a 2012 acquisition resulting in a net expense reduction of $0.6 million, or $1.7 million net of taxes. These fair value adjustments increased diluted earnings per share by $0.03. |
Retirement_And_Savings_Plan_No
Retirement And Savings Plan (Note) | 12 Months Ended |
Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | ' |
Retirement And Savings Plan | ' |
RETIREMENT AND SAVINGS PLANS | |
Effective December 31, 2008, HSNi established the HSN, Inc. Retirement Savings Plan that qualifies under Section 401(k) of the Internal Revenue Code. Participating employees may contribute up to 50% of their pretax salary, up to the statutory limits. For the year ended December 31, 2013, HSNi contributed fifty cents for each dollar a participant contributed of the first 6% of a participant's deferrals. For the years ended December 31, 2012 and December 31, 2011, HSNi contributed twenty-five cents for each dollar a participant contributed of the first 6% of a participant's deferrals. HSNi’s matching contributions were $4.6 million, $2.0 million and $1.9 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |
Effective January 1, 2014, HSNi initiated a nonqualified deferred compensation plan allowing salary and annual bonus deferrals for qualifying employees as permitted by the Internal Revenue Code. Participant deferrals will earn investment returns based on a select number of investment options, including equity and debt mutual funds. HSNi intends to invest comparable amounts in marketable securities through life insurance policies to mitigate the risk associated with the investment return on the employee deferrals. Assets related to the funded portion of the deferred compensation plan will be held in a rabbi trust which remains subject to claims of the Company's general creditors. HSNi remains liable to the participants for the unfunded portion of the plan. HSNi will record changes in the fair value of the asset and liability in the statement of operations. |
Valuation_And_Qualifying_Accou
Valuation And Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | ||||||||||||||||||||||
Valuation And Qualifying Accounts | ' | ||||||||||||||||||||||
HSN, INC. AND SUBSIDIARIES | |||||||||||||||||||||||
VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||||||||||
Description | Balance at | Charges to | Charges to | Deductions | Balance at | ||||||||||||||||||
Beginning | Earnings | Other | End of | ||||||||||||||||||||
of Period | Accounts | Period | |||||||||||||||||||||
2013 | |||||||||||||||||||||||
Allowance for doubtful accounts | $ | 14,537 | $ | 23,414 | $ | 13 | $ | (21,101 | ) | -1 | $ | 16,863 | |||||||||||
Sales return accrual | 40,554 | 648,381 | — | (648,863 | ) | 40,072 | |||||||||||||||||
Deferred tax valuation allowance | 5,293 | 262 | (4,060 | ) | — | 1,495 | |||||||||||||||||
2012 | |||||||||||||||||||||||
Allowance for doubtful accounts | $ | 13,127 | $ | 24,186 | $ | (137 | ) | $ | (22,639 | ) | -1 | $ | 14,537 | ||||||||||
Sales return accrual | 39,563 | 658,394 | 205 | (657,608 | ) | 40,554 | |||||||||||||||||
Deferred tax valuation allowance | 14,274 | 23 | (9,004 | ) | — | 5,293 | |||||||||||||||||
2011 | |||||||||||||||||||||||
Allowance for doubtful accounts | $ | 13,026 | $ | 19,758 | $ | 384 | $ | (20,041 | ) | -1 | $ | 13,127 | |||||||||||
Sales return accrual | 37,354 | 652,842 | — | (650,633 | ) | 39,563 | |||||||||||||||||
Deferred tax valuation allowance | 17,242 | (26 | ) | (2,942 | ) | — | 14,274 | ||||||||||||||||
-1 | Write-off of uncollectible accounts receivable |
Summary_Of_Significant_Account1
Summary Of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Revenue Recognition | ' | ||||||||
Revenue Recognition | |||||||||
Revenue primarily consists of merchandise sales and is reduced by incentive discounts and sales returns to arrive at net sales. Revenue is recorded when delivery to the customer has occurred. Delivery is considered to have occurred when the customer takes title and assumes the risks and rewards of ownership, which is on the date of shipment. HSNi's sales policy allows customers to return merchandise for a full refund or exchange, subject to pre-established time restrictions. Allowances for returned merchandise and other adjustments (including reimbursed shipping and handling costs) are provided based upon past experience. Actual returns of product sales have not materially varied from estimates in any of the periods presented. | |||||||||
Shipping and Handling Fees and Costs | ' | ||||||||
Shipping and Handling Fees and Costs | |||||||||
Shipping and handling fees billed to customers are recorded as revenue. The costs associated with shipping goods to customers are recorded as cost of sales. | |||||||||
Cash and Cash Equivalents | ' | ||||||||
Cash and Cash Equivalents | |||||||||
Cash and cash equivalents include cash and money market instruments with an original maturity of three months or less when purchased and are stated at cost. | |||||||||
Accounts Receivable | ' | ||||||||
Accounts Receivable | |||||||||
Accounts receivable are principally comprised of amounts due from customers and credit card companies, net of an allowance for doubtful accounts. HSN provides extended payment terms to its customers on certain products known as Flexpay. Revenue is recorded when delivery to the customer has occurred, at which time HSN collects the first payment, sales tax and all shipping and handling fees. Subsequent collections are due from customers in 30-day increments, payable automatically upon authorization of the customer’s method of payment. HSN accepts most credit and select debit cards. HSN offers Flexpay programs ranging from two to six interest-free monthly payments. Flexpay receivables consist of outstanding balances owed by customers, less a reserve for uncollectible balances. | |||||||||
The balance of accounts receivable, net of allowances, is as follows (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Flexpay and other customer-related | $ | 222,983 | $ | 200,989 | |||||
Credit card companies | 21,447 | 29,393 | |||||||
Other | 20,685 | 19,508 | |||||||
Accounts receivable, net | $ | 265,115 | $ | 249,890 | |||||
Accounts receivable outstanding longer than the contractual payment terms are considered past due. HSNi determines its allowance by considering a number of factors, including the length of time accounts receivable are past due, HSNi’s previous loss history and the condition of the general economy. HSNi writes off accounts receivable when they are deemed uncollectible. | |||||||||
Inventories | ' | ||||||||
Inventories | |||||||||
Inventories, which primarily consist of finished goods, are valued at the lower of cost or market, with the cost being determined based upon the first-in, first-out method. Cost includes inbound freight and duties and, in the case of HSN, certain allocable costs, including certain warehouse costs. | |||||||||
Property and Equipment | ' | ||||||||
Property and Equipment | |||||||||
Property and equipment, including significant improvements, are recorded at cost. Repairs and maintenance and any gains or losses on dispositions are included in the consolidated statement of operations. | |||||||||
Depreciation is recorded on a straight-line basis to allocate the cost of depreciable assets to operations over the shorter of the estimated service life or lease period. | |||||||||
Asset Category | Depreciation Period | ||||||||
Computer and broadcast equipment and capitalized software | 3 to 6 Years | ||||||||
Buildings, leasehold improvements and land improvements | 3 to 40 Years | ||||||||
Furniture and other equipment | 2 to 10 Years | ||||||||
HSNi capitalizes certain qualified costs incurred in connection with the development of internal use software. Capitalization of internal use software costs begins when the preliminary project stage is completed; management with the relevant authority authorizes and commits to the funding of the software project; and it is probable that the project will be completed and the software will be used to perform the function intended. Capitalized internal use software is amortized on a straight-line basis over the estimated useful life of the software, not to exceed five years. | |||||||||
Goodwill and Indefinite-Lived Intangible Assets | ' | ||||||||
Goodwill and Indefinite-Lived Intangible Assets | |||||||||
Goodwill acquired in business combinations is assigned to the reporting units that are expected to benefit from the combination as of the acquisition date. Goodwill and indefinite-lived intangible assets, primarily trade names and trademarks, are assessed annually for impairment as of October 1 or upon the occurrence of certain events or substantive changes in circumstances. See Note 3 for a further discussion on goodwill and indefinite-lived intangible assets. | |||||||||
Long-Lived Assets and Intangible Assets with Definite Lives | ' | ||||||||
Long-Lived Assets and Intangible Assets with Definite Lives | |||||||||
Long-lived assets, including property and equipment and intangible assets with definite lives, are tested for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying amount is deemed to not be recoverable, an impairment loss is recorded as the amount by which the carrying amount of the long-lived asset exceeds its fair value. Amortization of definite-lived intangible assets is generally recorded on a straight-line or accelerated basis over their estimated lives. | |||||||||
Cable and Satellite Distribution Fees | ' | ||||||||
Cable and Satellite Distribution Fees | |||||||||
Cable and satellite distribution fees relate to fees paid in connection with annual or multi-year cable and satellite contracts for carriage of HSN’s programming. Fees that are paid upfront for annual contracts are included in "Prepaid expenses and other current assets" in the accompanying consolidated balance sheets and are amortized on a straight-line basis over the terms of the respective contracts. Unpaid fees are accrued and included in the line item “Accrued expenses and other current liabilities” in the accompanying consolidated balance sheets. Cable and satellite distribution fees and amortization are included in “Selling and marketing" expense in the accompanying consolidated statements of operations. | |||||||||
Advertising | ' | ||||||||
Advertising | |||||||||
Advertising costs include catalog production and distribution costs. Advertising costs are expensed in the period incurred, except for Cornerstone’s direct costs of producing and distributing its catalogs, which are capitalized. These capitalized costs are amortized over the expected future revenue stream, which is generally three months from the date catalogs are mailed. | |||||||||
Income Taxes | ' | ||||||||
Income Taxes | |||||||||
HSNi accounts for income taxes under the liability method, and deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided on deferred tax assets if it is determined that it is more likely than not that the deferred tax asset will not be realized. HSNi records interest and penalties on potential tax contingencies as a component of income tax expense and records interest net of any applicable related income tax benefit. | |||||||||
HSNi recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on its technical merits. The second step is to measure the tax benefit as the largest amount which is more than 50% likely of being realized upon ultimate settlement. | |||||||||
Stock-Based Compensation | ' | ||||||||
Stock-Based Compensation | |||||||||
HSNi recognizes compensation expense for stock-based awards, reduced for estimated forfeitures, on a straight-line basis over the requisite service period of the award, which is generally the vesting term of the outstanding stock awards. Tax benefits resulting from tax deductions in excess of the stock-based compensation expense recognized in the consolidated statements of cash flows are reported as a component of financing cash flows. HSNi issues new shares to satisfy equity vestings and exercises. See Note 11 for a further description of our stock compensation plans. | |||||||||
Earnings Per Share | ' | ||||||||
Earnings Per Share | |||||||||
HSNi computes basic earnings per share by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed using the treasury stock method. | |||||||||
Derivatives Instruments | ' | ||||||||
Derivative Instruments | |||||||||
HSNi uses derivatives in the management of interest rate risk with respect to interest expense on variable rate debt. Such instruments are not held or used for trading purposes. HSNi is party to an interest rate swap agreement with one major financial institution that will fix the variable benchmark component (LIBOR) of HSNi's interest rate on a portion of its term loan beginning January 2014. See Note 8 for further discussion of derivative instruments. | |||||||||
Stockholders' Equity, Policy [Policy Text Block] | ' | ||||||||
Share Repurchases | |||||||||
Shares repurchased pursuant to HSNi's share repurchase program are immediately retired upon purchase. Repurchased common stock is reflected as a reduction of shareholders' equity. HSNi's accounting policy related to its share repurchases is to reduce its common stock based on the par value of the shares and to reduce its capital surplus for the excess of the repurchase price over the par value. Since the inception of its share repurchase program in September 2011, HSNi has had an accumulated deficit balance; therefore, the excess over the par value has been applied to additional paid-in capital. Once HSNi has retained earnings, the excess will be charged entirelyto retained earnings. | |||||||||
Accounting Estimates | ' | ||||||||
Accounting Estimates | |||||||||
HSNi prepares its financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”). These principles require management to make certain estimates and assumptions during the preparation of its consolidated financial statements. These estimates and assumptions impact the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the consolidated financial statements. They also impact the reported amount of net earnings during any period. Actual results could differ from those estimates. | |||||||||
Significant estimates underlying the accompanying consolidated financial statements include: the determination of the lower of cost or market adjustment for inventory; sales returns and other revenue allowances; the allowance for doubtful accounts; the recoverability of long-lived assets; the impairment of intangible assets; the determination of deferred income taxes, including related valuation allowances; the accrual for actual, pending or threatened litigation, claims and assessments; and assumptions related to the determination of stock-based compensation and contingent consideration related to acquisitions. | |||||||||
Certain Risks and Concentrations | ' | ||||||||
Certain Risks and Concentrations | |||||||||
HSNi’s business is subject to certain risks and concentrations including dependence on third-party technology providers, exposure to risks associated with online commerce security, consumer credit risk and credit card fraud. HSNi also depends on third-party service providers for processing certain fulfillment services. |
Summary_Of_Significant_Account2
Summary Of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Accounts Receivable, Net | ' | ||||||||
The balance of accounts receivable, net of allowances, is as follows (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Flexpay and other customer-related | $ | 222,983 | $ | 200,989 | |||||
Credit card companies | 21,447 | 29,393 | |||||||
Other | 20,685 | 19,508 | |||||||
Accounts receivable, net | $ | 265,115 | $ | 249,890 | |||||
Schedule Of Property And Equipment | ' | ||||||||
Asset Category | Depreciation Period | ||||||||
Computer and broadcast equipment and capitalized software | 3 to 6 Years | ||||||||
Buildings, leasehold improvements and land improvements | 3 to 40 Years | ||||||||
Furniture and other equipment | 2 to 10 Years |
Intangible_Assets_And_Goodwill1
Intangible Assets And Goodwill (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Balance Of Intangible Assets, Net | ' | ||||||||||||||||||||||||
The total balance of HSNi's intangible assets, net, is as follows (in thousands): | |||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Intangible assets with indefinite lives | $ | 261,809 | $ | 264,849 | |||||||||||||||||||||
Intangible assets with definite lives, net | 651 | 2,027 | |||||||||||||||||||||||
Total intangible assets, net | $ | 262,460 | $ | 266,876 | |||||||||||||||||||||
Intangible Assets With Definite Lives | ' | ||||||||||||||||||||||||
At December 31, 2013 and 2012, the following is information on intangible assets with definite lives (in thousands): | |||||||||||||||||||||||||
Cost | Accumulated | Net | Weighted | ||||||||||||||||||||||
Amortization | Average | ||||||||||||||||||||||||
Amortization | |||||||||||||||||||||||||
Life (Years) | |||||||||||||||||||||||||
As of December 31, 2013 | $ | 3,800 | $ | (3,149 | ) | $ | 651 | 1.1 | |||||||||||||||||
As of December 31, 2012 | $ | 3,800 | $ | (1,773 | ) | $ | 2,027 | 1.4 | |||||||||||||||||
Balance of Goodwill by Reporting Unit | ' | ||||||||||||||||||||||||
The following tables present the balance of goodwill by reporting unit, including changes in the carrying amount of goodwill, for the years ended December 31, 2013 and 2012 (in thousands): | |||||||||||||||||||||||||
Gross Balance as of January 1, 2013 | Accumulated Impairment | Net Balance as of January 1, 2013 | Additions | Impairment | Net Balance as of December 31, 2013 | ||||||||||||||||||||
HSN | $ | 2,391,594 | $ | (2,391,594 | ) | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Cornerstone | 502,464 | (492,606 | ) | 9,858 | — | — | 9,858 | ||||||||||||||||||
Total | $ | 2,894,058 | $ | (2,884,200 | ) | $ | 9,858 | $ | — | $ | — | $ | 9,858 | ||||||||||||
Gross Balance as of January 1, 2012 | Accumulated Impairment | Net Balance as of January 1, 2012 | Additions | Impairment | Net Balance as of December 31, 2012 | ||||||||||||||||||||
HSN | $ | 2,391,594 | $ | (2,391,594 | ) | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Cornerstone | 492,606 | (492,606 | ) | — | 9,858 | — | 9,858 | ||||||||||||||||||
Total | $ | 2,884,200 | $ | (2,884,200 | ) | $ | — | $ | 9,858 | $ | — | $ | 9,858 | ||||||||||||
Property_And_Equipment_Tables
Property And Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Schedule Of Property And Equipment | ' | ||||||||
The balance of property and equipment, net, is as follows (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Capitalized software | $ | 215,893 | $ | 196,529 | |||||
Computer and broadcast equipment | 85,521 | 83,038 | |||||||
Buildings and leasehold improvements | 102,437 | 98,241 | |||||||
Furniture and other equipment | 83,779 | 79,748 | |||||||
Projects in progress | 12,528 | 18,494 | |||||||
Land and land improvements | 10,460 | 10,734 | |||||||
510,618 | 486,784 | ||||||||
Less: accumulated depreciation and amortization | (331,898 | ) | (315,481 | ) | |||||
Total property and equipment, net | $ | 178,720 | $ | 171,303 | |||||
Accrued_Expenses_And_Other_Cur1
Accrued Expenses And Other Current Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accrued Expenses And Other Current Liabilities [Abstract] | ' | ||||||||
Summary Of Accrued Expenses And Other Current Liabilities | ' | ||||||||
Accrued expenses and other current liabilities consist of the following (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accrued sales returns | $ | 40,072 | $ | 40,554 | |||||
Accrued cable and satellite distribution fees | 30,452 | 23,874 | |||||||
Accrued freight and fulfillment expenses | 32,646 | 23,979 | |||||||
Accrued compensation and benefits | 36,567 | 53,635 | |||||||
Other accrued expenses and current liabilities | 68,247 | 73,347 | |||||||
Total accrued expenses and other current liabilities | $ | 207,984 | $ | 215,389 | |||||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Segment Reporting Information, Profit (Loss) [Abstract] | ' | ||||||||||||
Adjusted EBITDA To Operating Income (Loss) And Consolidated Net Income | ' | ||||||||||||
The following tables reconcile Adjusted EBITDA to operating income for HSNi’s operating segments and to HSNi’s consolidated net income (in thousands): | |||||||||||||
Year Ended December 31, 2013 | |||||||||||||
HSN | Cornerstone | Total | |||||||||||
Adjusted EBITDA | $ | 261,292 | $ | 76,574 | $ | 337,866 | |||||||
Stock-based compensation expense | (10,657 | ) | (3,386 | ) | (14,043 | ) | |||||||
Depreciation and amortization | (28,372 | ) | (12,217 | ) | (40,589 | ) | |||||||
Assets impairment | — | (3,040 | ) | (3,040 | ) | ||||||||
Fair value adjustment to contingent consideration obligation | — | 3,600 | 3,600 | ||||||||||
Loss on disposition of fixed assets | (1,079 | ) | (61 | ) | (1,140 | ) | |||||||
Operating income | $ | 221,184 | $ | 61,470 | 282,654 | ||||||||
Total other expense, net | (6,513 | ) | |||||||||||
Income from continuing operations before income taxes | 276,141 | ||||||||||||
Income tax provision | (97,692 | ) | |||||||||||
Income from continuing operations | 178,449 | ||||||||||||
Loss from discontinued operations, net of tax | — | ||||||||||||
Net income | $ | 178,449 | |||||||||||
Year Ended December 31, 2012 | |||||||||||||
HSN | Cornerstone | Total | |||||||||||
Adjusted EBITDA | $ | 250,836 | $ | 73,441 | $ | 324,277 | |||||||
Stock-based compensation expense | (11,167 | ) | (7,889 | ) | (19,056 | ) | |||||||
Depreciation and amortization | (26,486 | ) | (11,519 | ) | (38,005 | ) | |||||||
Sales tax settlement | — | (7,750 | ) | (7,750 | ) | ||||||||
Loss on disposition of fixed assets | (680 | ) | (42 | ) | (722 | ) | |||||||
Operating income | $ | 212,503 | $ | 46,241 | 258,744 | ||||||||
Total other expense, net | (38,874 | ) | |||||||||||
Income from continuing operations before income taxes | 219,870 | ||||||||||||
Income tax provision | (83,373 | ) | |||||||||||
Income from continuing operations | 136,497 | ||||||||||||
Loss from discontinued operations, net of tax | (5,822 | ) | |||||||||||
Net income | $ | 130,675 | |||||||||||
Year Ended December 31, 2011 | |||||||||||||
HSN | Cornerstone | Total | |||||||||||
Adjusted EBITDA | $ | 235,163 | $ | 67,595 | $ | 302,758 | |||||||
Stock-based compensation expense | (13,101 | ) | (13,300 | ) | (26,401 | ) | |||||||
Depreciation and amortization | (27,652 | ) | (8,170 | ) | (35,822 | ) | |||||||
Loss on disposition of fixed assets | (1,482 | ) | (11 | ) | (1,493 | ) | |||||||
Operating income | $ | 192,928 | $ | 46,114 | 239,042 | ||||||||
Total other expense, net | (31,284 | ) | |||||||||||
Income from continuing operations before income taxes | 207,758 | ||||||||||||
Income tax provision | (80,106 | ) | |||||||||||
Income from continuing operations | 127,652 | ||||||||||||
Loss from discontinued operations, net of tax | (4,582 | ) | |||||||||||
Net income | $ | 123,070 | |||||||||||
Financial Information By Segment | ' | ||||||||||||
Financial information by segment is as follows (thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net sales: | |||||||||||||
HSN | $ | 2,312,382 | $ | 2,265,026 | $ | 2,160,341 | |||||||
Cornerstone | 1,091,601 | 1,001,713 | 909,015 | ||||||||||
Total | $ | 3,403,983 | $ | 3,266,739 | $ | 3,069,356 | |||||||
Identifiable assets: | |||||||||||||
HSN | $ | 1,058,573 | $ | 1,083,714 | $ | 1,178,565 | |||||||
Cornerstone | 279,350 | 248,238 | 216,408 | ||||||||||
Total | 1,337,923 | 1,331,952 | 1,394,973 | ||||||||||
Capital expenditures: | |||||||||||||
HSN | $ | 36,156 | $ | 33,566 | $ | 30,155 | |||||||
Cornerstone | 15,796 | 12,237 | 11,914 | ||||||||||
Total | $ | 51,952 | $ | 45,803 | $ | 42,069 | |||||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Long-term Debt, Unclassified [Abstract] | ' | ||||||||
Schedule Of Long-Term Debt | ' | ||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Secured credit agreement expiring April 24, 2017: | |||||||||
Term loan | $ | 240,625 | $ | 250,000 | |||||
Revolving credit facility | — | — | |||||||
Total long-term debt | 240,625 | 250,000 | |||||||
Less: current maturities | (12,500 | ) | (9,375 | ) | |||||
Long-term debt, less current maturities | $ | 228,125 | $ | 240,625 | |||||
Aggregate Contractual Maturities Of Long-Term Debt | ' | ||||||||
Aggregate contractual maturities of long-term debt are as follows (in thousands): | |||||||||
Years Ending December 31, | |||||||||
2014 | $ | 12,500 | |||||||
2015 | 17,188 | ||||||||
2016 | 18,750 | ||||||||
2017 | 192,187 | ||||||||
$ | 240,625 | ||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||
Fair Value For Other Financial Liabilities | ' | ||||||||||||||||||||
The following table summarizes the fair value of HSNi's other financial assets and liabilities which are measured at fair value on a recurring basis in the consolidated balance sheets (in thousands): | |||||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||
Total Fair Value and Carrying Value on Balance Sheet | Fair Value Measurement Category | ||||||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||
Assets: | |||||||||||||||||||||
Interest rate swap | $ | 574 | $ | — | $ | 574 | $ | — | |||||||||||||
Liabilities: | |||||||||||||||||||||
Contingent consideration | 1,032 | — | — | 1,032 | |||||||||||||||||
December 31, 2012 | |||||||||||||||||||||
Total Fair Value and Carrying Value on Balance Sheet | Fair Value Measurement Category | ||||||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||
Liabilities: | |||||||||||||||||||||
Interest rate swap | $ | 755 | $ | — | $ | 755 | $ | — | |||||||||||||
Contingent consideration | 6,832 | — | — | 6,832 | |||||||||||||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | ' | ||||||||||||||||||||
The change in the fair value of the contingent consideration liability is summarized as follows (in thousands): | |||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
Beginning of the year | $ | 6,832 | $ | — | |||||||||||||||||
Fair value of contingent consideration issued | — | 6,500 | |||||||||||||||||||
Accretion | 383 | 332 | |||||||||||||||||||
Payments | (2,583 | ) | — | ||||||||||||||||||
Fair value adjustments | (3,600 | ) | — | ||||||||||||||||||
End of the year | $ | 1,032 | $ | 6,832 | |||||||||||||||||
Fair Value Of Assets And Liabilities | ' | ||||||||||||||||||||
The following table summarizes the fair value of HSNi’s financial assets and liabilities which are carried at cost (in thousands): | |||||||||||||||||||||
31-Dec-13 | |||||||||||||||||||||
Carrying | Fair Value | Fair Value Measurement Category | |||||||||||||||||||
Value | Level 1 | Level 2 | Level 3 | ||||||||||||||||||
Term Loan | $ | 240,625 | $ | 240,625 | $ | — | $ | 240,625 | $ | — | |||||||||||
December 31, 2012 | |||||||||||||||||||||
Carrying | Fair Value | Fair Value Measurement Category | |||||||||||||||||||
Value | Level 1 | Level 2 | Level 3 | ||||||||||||||||||
Term Loan | $ | 250,000 | $ | 250,000 | $ | — | $ | 250,000 | $ | — | |||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Basic And Diluted Earnings Per Share | ' | ||||||||||||
The following table presents HSNi’s basic and diluted earnings per share (in thousands, except per share data): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net income | |||||||||||||
Continuing operations | $ | 178,449 | $ | 136,497 | $ | 127,652 | |||||||
Discontinued operations | — | (5,822 | ) | (4,582 | ) | ||||||||
Net income | $ | 178,449 | $ | 130,675 | $ | 123,070 | |||||||
Weighted average number of shares outstanding: | |||||||||||||
Basic | 53,640 | 56,314 | 58,636 | ||||||||||
Dilutive effect of stock-based compensation awards | 1,217 | 1,642 | 2,053 | ||||||||||
Diluted | 54,857 | 57,956 | 60,689 | ||||||||||
Net income (loss) per share - basic: | |||||||||||||
Continuing operations | $ | 3.33 | $ | 2.42 | $ | 2.18 | |||||||
Discontinued operations | — | (0.10 | ) | (0.08 | ) | ||||||||
Net income | $ | 3.33 | $ | 2.32 | $ | 2.1 | |||||||
Net income (loss) per share - diluted: | |||||||||||||
Continuing operations | $ | 3.25 | $ | 2.36 | $ | 2.1 | |||||||
Discontinued operations | — | (0.11 | ) | (0.07 | ) | ||||||||
Net income | $ | 3.25 | $ | 2.25 | $ | 2.03 | |||||||
Unexercised employee stock options and stock appreciation rights and unvested restricted stock units excluded from the diluted EPS calculation because their effect would have been antidilutive | 432 | 1,276 | 911 | ||||||||||
StockBased_Awards_Tables
Stock-Based Awards (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Share-based Compensation [Abstract] | ' | ||||||||||||||||
Stock-Based Compensation Expense | ' | ||||||||||||||||
Stock-based compensation expense is included in the following line items in the accompanying consolidated statements of operations (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Selling and marketing | $ | 3,793 | $ | 3,515 | $ | 4,722 | |||||||||||
General and administrative | 10,250 | 15,541 | 21,679 | ||||||||||||||
Stock-based compensation expense before income taxes | 14,043 | 19,056 | 26,401 | ||||||||||||||
Income tax benefit | (4,835 | ) | (6,494 | ) | (8,792 | ) | |||||||||||
Stock-based compensation expense after income taxes | $ | 9,208 | $ | 12,562 | $ | 17,609 | |||||||||||
Summary Of Status Of Nonvested RSUs | ' | ||||||||||||||||
A summary of the status of the nonvested RSUs, as of December 31, 2013 and changes during the year ended December 31, 2013 is as follows: | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
RSUs | Average Grant | ||||||||||||||||
Date Fair Value | |||||||||||||||||
Nonvested at January 1, 2013 | 872,109 | $ | 28.02 | ||||||||||||||
Granted | 495,881 | 58.83 | |||||||||||||||
Vested | (634,512 | ) | 38.23 | ||||||||||||||
Forfeited | (109,769 | ) | 38.56 | ||||||||||||||
Nonvested at December 31, 2013 | 623,709 | 40.25 | |||||||||||||||
Summary Of Status Of Outstanding Stock Options And SARs | ' | ||||||||||||||||
A summary of the status of the outstanding stock options and SARs as of December 31, 2013 is as follows: | |||||||||||||||||
Number of | Weighted | Weighted | Aggregate | ||||||||||||||
options | Average | Average | Intrinsic Value | ||||||||||||||
Exercise Price | Remaining | ||||||||||||||||
Contractual | |||||||||||||||||
Term (in years) | |||||||||||||||||
Outstanding at January 1, 2013 | 2,776,693 | $ | 28.28 | ||||||||||||||
Granted | 346,301 | 59.18 | |||||||||||||||
Exercised | (474,855 | ) | 16.07 | ||||||||||||||
Forfeited | (58,936 | ) | 53.73 | ||||||||||||||
Expired | (8,314 | ) | 10.74 | ||||||||||||||
Outstanding at December 31, 2013 (1) | 2,580,889 | 34.15 | 5.7 | $ | 72,660,432 | ||||||||||||
Vested and expected to vest at December 31, 2013 | 2,518,015 | 33.73 | 5.7 | $ | 71,932,319 | ||||||||||||
Exercisable at December 31, 2013 | 1,944,153 | 30.35 | 4.9 | $ | 62,119,059 | ||||||||||||
-1 | Approximately 0.3 million stock options outstanding as of December 31, 2013 were held by employees of the other Spincos. | ||||||||||||||||
Weighted Average Assumptions Used In Black-Scholes Option Pricing Model | ' | ||||||||||||||||
The weighted average assumptions used in the Black-Scholes option pricing model are as follows: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Volatility factor | 49.1 | % | 46.5 | % | 46.5 | % | |||||||||||
Risk-free interest rate | 0.85 | % | 0.91 | % | 2.33 | % | |||||||||||
Expected term | 4.8 | 5 | 5 | ||||||||||||||
Dividend yield | 1.2 | % | 1.4 | % | 0 | % | |||||||||||
Summary Of Information About Stock Options And SARs Outstanding And Exercisable | ' | ||||||||||||||||
The following table summarizes the information about stock options and SARs outstanding and exercisable as of December 31, 2013: | |||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||
Number | Weighted | Weighted | Number | Weighted | |||||||||||||
Outstanding at | Average | Average | Exercisable at | Average | |||||||||||||
December 31, | Exercise Price | Remaining | December 31, | Exercise Price | |||||||||||||
2013 | Contractual | 2013 | |||||||||||||||
Term in Years | |||||||||||||||||
$0.00 to $9.99 | 116,787 | $ | 5.5 | 4.7 | 116,787 | $ | 5.5 | ||||||||||
$10.00 to $19.99 | 161,745 | 17.6 | 4.5 | 161,745 | 17.6 | ||||||||||||
$20.00 to $29.99 | 658,778 | 24.8 | 6.5 | 551,814 | 23.84 | ||||||||||||
$30.00 to $39.99 | 973,046 | 34.93 | 5 | 743,252 | 34.69 | ||||||||||||
$40.00 to $49.99 | 370,555 | 44.71 | 4.6 | 370,555 | 44.71 | ||||||||||||
$50.00 to $59.99 | 299,978 | 59.16 | 9.1 | — | — | ||||||||||||
2,580,889 | 1,944,153 | ||||||||||||||||
Weighted Average Assumptions Used In Valuation Of ESPP Options | ' | ||||||||||||||||
The following are the weighted average assumptions used in the valuation of the ESPP options for the years ended December 31, 2013 and 2012: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Volatility factor | 23.3 | % | 41.7 | % | |||||||||||||
Risk-free interest rate | 0.1 | % | 0.09 | % | |||||||||||||
Expected term | 0.5 | 0.5 | |||||||||||||||
Dividend yield | 1.3 | % | 1.3 | % |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Expense (Benefit), Continuing Operations [Abstract] | ' | ||||||||||||
Components Of Provision For Income Taxes | ' | ||||||||||||
The components of the provision for income taxes are as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current income tax provision: | |||||||||||||
Federal | $ | (81,521 | ) | $ | (76,992 | ) | $ | (68,593 | ) | ||||
State | (9,990 | ) | (8,904 | ) | (9,217 | ) | |||||||
Current income tax provision | (91,511 | ) | (85,896 | ) | (77,810 | ) | |||||||
Deferred income tax (provision) benefit: | |||||||||||||
Federal | (6,489 | ) | 1,814 | (1,900 | ) | ||||||||
State | 308 | 709 | (396 | ) | |||||||||
Deferred income tax (provision) benefit | (6,181 | ) | 2,523 | (2,296 | ) | ||||||||
Income tax provision | $ | (97,692 | ) | $ | (83,373 | ) | $ | (80,106 | ) | ||||
Schedule of Deferred Tax Assets and Liabilities | ' | ||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets: | |||||||||||||
Provision for accrued expenses | $ | 33,647 | $ | 38,548 | |||||||||
Inventories | 13,125 | 11,927 | |||||||||||
Stock-based compensation | 10,888 | 16,036 | |||||||||||
Net operating losses | 1,531 | 1,369 | |||||||||||
Other | 4,078 | 2,024 | |||||||||||
Total deferred tax assets | 63,269 | 69,904 | |||||||||||
Less valuation allowance | (1,495 | ) | (5,293 | ) | |||||||||
Net deferred tax assets | 61,774 | 64,611 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Intangible and other assets | (91,018 | ) | (91,783 | ) | |||||||||
Prepaid expenses | (13,574 | ) | (11,692 | ) | |||||||||
Property and equipment | (15,455 | ) | (12,535 | ) | |||||||||
Total deferred tax liabilities | (120,047 | ) | (116,010 | ) | |||||||||
Net deferred tax liability | $ | (58,273 | ) | $ | (51,399 | ) | |||||||
Reconciliation Of Income Tax Provision | ' | ||||||||||||
A reconciliation of the income tax provision to the amounts computed by applying the statutory federal income tax rate to earnings before income taxes is shown as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Income tax provision at the federal statutory rate of 35% | $ | (96,649 | ) | $ | (76,955 | ) | $ | (72,715 | ) | ||||
State income taxes, net of effect of federal tax benefit | (6,293 | ) | (5,327 | ) | (6,386 | ) | |||||||
Other, net | 5,250 | (1,091 | ) | (1,005 | ) | ||||||||
Income tax provision | $ | (97,692 | ) | $ | (83,373 | ) | $ | (80,106 | ) | ||||
Reconciliation Of Beginning And Ending Amount Of Unrecognized Tax Benefits | ' | ||||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest, is as follows (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Balance at beginning of year | $ | 682 | $ | 664 | $ | 630 | |||||||
Additions based on tax positions related to the current year | 417 | — | 225 | ||||||||||
Additions for tax positions of prior years | — | 18 | — | ||||||||||
Reductions for tax positions of prior years | (189 | ) | — | (191 | ) | ||||||||
Balance at end of year | $ | 910 | $ | 682 | $ | 664 | |||||||
Commitments_And_Contingencies_1
Commitments And Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Commitments And Contingencies [Abstract] | ' | ||||||||||||||||||||
Future Minimum Payments Under Operating Lease Agreements | ' | ||||||||||||||||||||
Future minimum payments under operating lease agreements are as follows (in thousands): | |||||||||||||||||||||
Years Ending December 31, | |||||||||||||||||||||
2014 | $ | 24,756 | |||||||||||||||||||
2015 | 21,050 | ||||||||||||||||||||
2016 | 17,235 | ||||||||||||||||||||
2017 | 14,046 | ||||||||||||||||||||
2018 | 12,620 | ||||||||||||||||||||
Thereafter | 13,700 | ||||||||||||||||||||
Total | $ | 103,407 | |||||||||||||||||||
Funding Commitments By Third Parties Or Contingent Events | ' | ||||||||||||||||||||
HSNi also has funding commitments that could potentially require its performance in the event of demands by third parties or contingent events, as follows (in thousands): | |||||||||||||||||||||
Amount of Commitments Expiration Per Period | |||||||||||||||||||||
Total Amounts | Less Than | 1 - 3 Years | 3 - 5 Years | More Than | |||||||||||||||||
Committed | 1 Year | 5 Years | |||||||||||||||||||
Letters of credit and surety bonds | $ | 35,711 | $ | 35,561 | $ | 150 | $ | — | $ | — | |||||||||||
Purchase obligations | 141,678 | 73,610 | 68,016 | 52 | — | ||||||||||||||||
Total commercial commitments | $ | 177,389 | $ | 109,171 | $ | 68,166 | $ | 52 | $ | — | |||||||||||
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||||||
Supplemental Disclosure Of Cash Flow Information | ' | ||||||||||||
Supplemental Disclosure of Cash Flow Information: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
(in thousands) | |||||||||||||
Cash paid during the period for: | |||||||||||||
Income tax payments | $ | 92,502 | $ | 52,709 | $ | 73,847 | |||||||
Income tax refunds | (2,061 | ) | (10 | ) | (1,806 | ) | |||||||
Interest payments | 5,230 | 29,985 | 29,198 | ||||||||||
Non-cash financing activities: | |||||||||||||
Effective portion of change in interest rate swap | 1,296 | 755 | — | ||||||||||
Discontinued_Operations_Discon
Discontinued Operations Discontinued Operations (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||||
Summary of Discontinued Operations | ' | |||||||||||
The following table reflects the results of Smith+Noble and The Territory Ahead that are reported as discontinued operations for all periods presented (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Net sales | $ | — | $ | 40,154 | $ | 107,798 | ||||||
Loss from discontinued operations (including loss on sale of $6.0 million recognized in the second quarter of 2012) | $ | — | $ | (9,370 | ) | $ | (7,353 | ) | ||||
Income tax benefit | — | 3,548 | 2,771 | |||||||||
Loss from discontinued operations, net of tax | $ | — | $ | (5,822 | ) | $ | (4,582 | ) | ||||
Quarterly_Results_Unaudited_Ta
Quarterly Results (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Data [Abstract] | ' | ||||||||||||||||
Schedule Of Quarterly Results | ' | ||||||||||||||||
Quarter Ended | |||||||||||||||||
March 31, | June 30, | September 30, | December 31, | ||||||||||||||
(a) | (b)(c) | (d) | |||||||||||||||
(In thousands, except per share data) | |||||||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||
Net sales | $ | 772,651 | $ | 812,606 | $ | 798,890 | $ | 1,019,835 | |||||||||
Gross profit | 280,147 | 308,777 | 288,590 | 352,300 | |||||||||||||
Operating income | 52,518 | 71,299 | 61,085 | 97,752 | |||||||||||||
Income from continuing operations | 31,553 | 43,271 | 42,052 | 61,573 | |||||||||||||
(Loss) income from discontinued operations, net of tax | (9 | ) | 9 | — | — | ||||||||||||
Net income | 31,544 | 43,280 | 42,052 | 61,573 | |||||||||||||
Income from continuing operations per share: | |||||||||||||||||
Basic | $ | 0.58 | $ | 0.81 | $ | 0.79 | $ | 1.16 | |||||||||
Diluted | $ | 0.56 | $ | 0.79 | $ | 0.77 | $ | 1.14 | |||||||||
Net income per share: | |||||||||||||||||
Basic | $ | 0.58 | $ | 0.81 | $ | 0.79 | $ | 1.16 | |||||||||
Diluted | $ | 0.56 | $ | 0.79 | $ | 0.77 | $ | 1.14 | |||||||||
Dividends declared per common share | $ | 0.18 | $ | 0.18 | $ | 0.18 | $ | 0.25 | |||||||||
Year Ended December 31, 2012 | |||||||||||||||||
Net sales | $ | 737,908 | $ | 767,187 | $ | 778,769 | $ | 982,875 | |||||||||
Gross profit | 266,914 | 293,448 | 285,516 | 337,846 | |||||||||||||
Operating income | 51,259 | 65,342 | 49,312 | 92,832 | |||||||||||||
Income from continuing operations | 27,288 | 35,611 | 17,558 | 56,041 | |||||||||||||
(Loss) income from discontinued operations, net of tax | (1,118 | ) | (4,864 | ) | 128 | 32 | |||||||||||
Net income | 26,170 | 30,747 | 17,686 | 56,073 | |||||||||||||
Income from continuing operations per share: | |||||||||||||||||
Basic | $ | 0.47 | $ | 0.63 | $ | 0.32 | $ | 1.03 | |||||||||
Diluted | $ | 0.45 | $ | 0.61 | $ | 0.31 | $ | 1 | |||||||||
Net income per share: | |||||||||||||||||
Basic | $ | 0.45 | $ | 0.54 | $ | 0.32 | $ | 1.03 | |||||||||
Diluted | $ | 0.44 | $ | 0.53 | $ | 0.31 | $ | 1 | |||||||||
Dividends declared per common share | $ | 0.125 | $ | 0.125 | $ | 0.125 | $ | 0.18 | |||||||||
(a) | The second quarter of 2012 includes a loss of $6.0 million, or $3.8 million net of taxes, related to the sales of Smith+Noble and The Territory Ahead, two brands formerly included in the Cornerstone portfolio, and is included in the line item "(Loss) income from discontinued operations, net of tax." This loss decreased diluted earnings per share by $0.06. | ||||||||||||||||
(b) | The third quarter of 2013 includes discrete tax benefits of $3.7 million which increased diluted earnings per share by $0.07. | ||||||||||||||||
(c) | The third quarter of 2012 includes a sales tax settlement of $7.8 million, or $4.8 million net of taxes, and costs associated with the redemption of Senior Notes of $18.3 million, or $11.4 million net of taxes. These charges decreased diluted earnings per share by $0.28. | ||||||||||||||||
(d) | The fourth quarter of 2013 includes a $3.6 million reduction to a previously recorded contingent consideration obligation and a $3.0 million impairment charge of intangible assets related to a 2012 acquisition resulting in a net expense reduction of $0.6 million, or $1.7 million net of taxes. These fair value adjustments increased diluted earnings per share by $0.03. |
Summary_Of_Significant_Account3
Summary Of Significant Accounting Policies (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Estimated return rates | 17.00% | 17.80% | 18.50% |
Collection period of receivables from customer, days | '30 days | ' | ' |
Accounts receivable, net | $265,115,000 | $249,890,000 | ' |
General and administrative overhead costs in inventories | 6,000,000 | 6,200,000 | ' |
General and administrative cost in inventory | 23,900,000 | 24,300,000 | 20,900,000 |
Capitalized software costs, net of accumulated amortization | 37,300,000 | 21,600,000 | ' |
Amortization expense related to the capitalized software costs | 15,100,000 | 12,700,000 | 13,100,000 |
Capitalized advertising costs | 18,800,000 | 19,100,000 | ' |
Advertising expense | 268,000,000 | 245,000,000 | 215,500,000 |
Percentage of likeliness of income tax being realized | 50.00% | ' | ' |
Unmailed Catalogs [Member] | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Capitalized advertising costs | $13,000,000 | $10,200,000 | ' |
Minimum [Member] | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Number of interest-free monthly payments | '2 months | ' | ' |
Maximum [Member] | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Number of interest-free monthly payments | '6 months | ' | ' |
Maximum [Member] | Capitalized Software [Member] | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Estimated useful life | '5 years | ' | ' |
Summary_Of_Significant_Account4
Summary Of Significant Accounting Policies Summary Of Significant Accounting Policies (Schedule Of Accounts Receivable, Net) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, net | $265,115 | $249,890 |
Other Receivable [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, net | 20,685 | 19,508 |
Credit card companies [Member] | Trade Accounts Receivables [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, net | 21,447 | 29,393 |
Flexpay and other customer-related [Member] | Trade Accounts Receivables [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, net | $222,983 | $200,989 |
Summary_Of_Significant_Account5
Summary Of Significant Accounting Policies (Depreciation Period Of Property Plant And Equipment) (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Minimum [Member] | Computer and broadcast equipment and capitalized software | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life | '3 years |
Minimum [Member] | Buildings, leasehold improvements and land improvements | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life | '3 years |
Minimum [Member] | Furniture and other equipment | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life | '2 years |
Maximum [Member] | Computer and broadcast equipment and capitalized software | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life | '6 years |
Maximum [Member] | Buildings, leasehold improvements and land improvements | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life | '40 years |
Maximum [Member] | Furniture and other equipment | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life | '10 years |
Intangible_Assets_And_Goodwill2
Intangible Assets And Goodwill (Narrative) (Details) (USD $) | 12 Months Ended | 3 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2012 | |
Chasing Fireflies, LLC [Member] | ||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Indefinite-lived intangible assets (excluding goodwill) | ' | ' | ' | $9,700,000 |
Asset impairment | 3,040,000 | 0 | 0 | ' |
Goodwill, Acquired During Period | $0 | $9,858,000 | ' | $9,900,000 |
Intangible_Assets_And_Goodwill3
Intangible Assets And Goodwill (Narrative 2) (Details) (USD $) | 12 Months Ended | 3 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2012 |
Chasing Fireflies, LLC [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Finite-lived Intangible Assets Acquired | ' | ' | ' | $3.80 |
Amortization of definite-lived intangible assets | $1.40 | $1.80 | $0.40 | ' |
Intangible_Assets_And_Goodwill4
Intangible Assets And Goodwill (Balance Of Intangible Assets, Net) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
Intangible assets with indefinite lives | $261,809 | $264,849 |
Intangible assets with definite lives, net | 651 | 2,027 |
Total intangible assets, net | $262,460 | $266,876 |
Intangible_Assets_And_Goodwill5
Intangible Assets And Goodwill (Intangible Assets With Definite Lives) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
Cost | $3,800 | $3,800 |
Accumulated Amortization | -3,149 | -1,773 |
Net | $651 | $2,027 |
Weighted Average Amortization Life (Years) | '1 year 1 month 24 days | '1 year 4 months 24 days |
Intangible_Assets_And_Goodwill6
Intangible Assets And Goodwill Intangible Assets And Goodwill (Balance of Goodwill by Reporting Unit) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Goodwill [Line Items] | ' | ' | ' |
Gross Balance | ' | $2,894,058 | $2,884,200 |
Accumulated Impairment | ' | -2,884,200 | -2,884,200 |
Goodwill [Roll Forward] | ' | ' | ' |
Beginning Balance | 9,858 | 0 | ' |
Additions | 0 | 9,858 | ' |
Impairment | 0 | 0 | ' |
Ending Balance | 9,858 | 9,858 | ' |
HSN [Member] | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' |
Gross Balance | ' | 2,391,594 | 2,391,594 |
Accumulated Impairment | ' | -2,391,594 | -2,391,594 |
Goodwill [Roll Forward] | ' | ' | ' |
Beginning Balance | 0 | 0 | ' |
Additions | 0 | 0 | ' |
Impairment | 0 | 0 | ' |
Ending Balance | 0 | 0 | ' |
Cornerstone [Member] | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' |
Gross Balance | ' | 502,464 | 492,606 |
Accumulated Impairment | ' | -492,606 | -492,606 |
Goodwill [Roll Forward] | ' | ' | ' |
Beginning Balance | 9,858 | 0 | ' |
Additions | 0 | 9,858 | ' |
Impairment | 0 | 0 | ' |
Ending Balance | $9,858 | $9,858 | ' |
Property_And_Equipment_Schedul
Property And Equipment (Schedule Of Property And Equipment) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Abstract] | ' | ' |
Capitalized software | $215,893 | $196,529 |
Computer and broadcast equipment | 85,521 | 83,038 |
Buildings and leasehold improvements | 102,437 | 98,241 |
Furniture and other equipment | 83,779 | 79,748 |
Projects in progress | 12,528 | 18,494 |
Land and land improvements | 10,460 | 10,734 |
Property and equipment, gross | 510,618 | 486,784 |
Less: accumulated depreciation and amortization | -331,898 | -315,481 |
Total property and equipment, net | $178,720 | $171,303 |
Accrued_Expenses_And_Other_Cur2
Accrued Expenses And Other Current Liabilities (Summary Of Accrued Expenses And Other Current Liabilities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accrued Expenses And Other Current Liabilities [Abstract] | ' | ' |
Accrued sales returns | $40,072 | $40,554 |
Accrued cable and satellite distribution fees | 30,452 | 23,874 |
Accrued freight and fulfillment expenses | 32,646 | 23,979 |
Accrued compensation and benefits | 36,567 | 53,635 |
Other accrued expenses and current liabilities | 68,247 | 73,347 |
Total accrued expenses and other current liabilities | $207,984 | $215,389 |
Segment_Information_Adjusted_E
Segment Information (Adjusted EBITDA To Operating Income (Loss) And Consolidated Net Income) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | $337,866 | $324,277 | $302,758 | ||||||
Stock-based compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | -14,043 | -19,056 | -26,401 | ||||||
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | -40,589 | -38,005 | -35,822 | ||||||
Assets impairment | ' | ' | ' | ' | ' | ' | ' | ' | -3,040 | 0 | 0 | ||||||
Fair value adjustment to contingent consideration obligation | ' | ' | ' | ' | ' | ' | ' | ' | 3,600 | ' | ' | ||||||
Sales tax settlement | ' | ' | ' | ' | ' | ' | ' | ' | ' | -7,750 | ' | ||||||
Loss on disposition of fixed assets | ' | ' | ' | ' | ' | ' | ' | ' | -1,140 | -722 | -1,493 | ||||||
Operating income | 97,752 | [1],[2] | 61,085 | [3] | 71,299 | [4] | 52,518 | 92,832 | [1],[2] | 49,312 | [3] | 65,342 | [4] | 51,259 | 282,654 | 258,744 | 239,042 |
Total other expense, net | ' | ' | ' | ' | ' | ' | ' | ' | -6,513 | -38,874 | -31,284 | ||||||
Income from continuing operations before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | 276,141 | 219,870 | 207,758 | ||||||
Income tax provision | ' | ' | ' | ' | ' | ' | ' | ' | -97,692 | -83,373 | -80,106 | ||||||
Income from continuing operations | 61,573 | [1],[2] | 42,052 | [3] | 43,271 | [4] | 31,553 | 56,041 | [1],[2] | 17,558 | [3] | 35,611 | [4] | 27,288 | 178,449 | 136,497 | 127,652 |
Loss from discontinued operations, net of tax | 0 | [1],[2] | 0 | [3] | 9 | [4] | -9 | 32 | [1],[2] | 128 | [3] | -4,864 | [4] | -1,118 | 0 | -5,822 | -4,582 |
Net income | 61,573 | [1],[2] | 42,052 | [3] | 43,280 | [4] | 31,544 | 56,073 | [1],[2] | 17,686 | [3] | 30,747 | [4] | 26,170 | 178,449 | 130,675 | 123,070 |
HSN [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 261,292 | 250,836 | 235,163 | ||||||
Stock-based compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | -10,657 | -11,167 | -13,101 | ||||||
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | -28,372 | -26,486 | -27,652 | ||||||
Assets impairment | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ||||||
Fair value adjustment to contingent consideration obligation | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ||||||
Sales tax settlement | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ||||||
Loss on disposition of fixed assets | ' | ' | ' | ' | ' | ' | ' | ' | -1,079 | -680 | -1,482 | ||||||
Operating income | ' | ' | ' | ' | ' | ' | ' | ' | 221,184 | 212,503 | 192,928 | ||||||
Cornerstone [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Adjusted EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | 76,574 | 73,441 | 67,595 | ||||||
Stock-based compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | -3,386 | -7,889 | -13,300 | ||||||
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | -12,217 | -11,519 | -8,170 | ||||||
Assets impairment | ' | ' | ' | ' | ' | ' | ' | ' | -3,040 | ' | ' | ||||||
Fair value adjustment to contingent consideration obligation | ' | ' | ' | ' | ' | ' | ' | ' | 3,600 | ' | ' | ||||||
Sales tax settlement | ' | ' | ' | ' | ' | ' | ' | ' | ' | -7,750 | ' | ||||||
Loss on disposition of fixed assets | ' | ' | ' | ' | ' | ' | ' | ' | -61 | -42 | -11 | ||||||
Operating income | ' | ' | ' | ' | ' | ' | ' | ' | $61,470 | $46,241 | $46,114 | ||||||
[1] | b)The third quarter of 2013 includes discrete tax benefits of $3.7 million which increased diluted earnings per share by $0.07. | ||||||||||||||||
[2] | The fourth quarter of 2013 includes a $3.6 million reduction to a previously recorded contingent consideration obligation and a $3.0 million impairment charge of intangible assets related to a 2012 acquisition resulting in a net expense reduction of $0.6 million, or $1.7 million net of taxes. These fair value adjustments increased diluted earnings per share by $0.03. | ||||||||||||||||
[3] | The third quarter of 2012 includes a sales tax settlement of $7.8 million, or $4.8 million net of taxes, and costs associated with the redemption of Senior Notes of $18.3 million, or $11.4 million net of taxes. These charges decreased diluted earnings per share by $0.28. | ||||||||||||||||
[4] | The second quarter of 2012 includes a loss of $6.0 million, or $3.8 million net of taxes, related to the sales of Smith+Noble and The Territory Ahead, two brands formerly included in the Cornerstone portfolio, and is included in the line item "(Loss) income from discontinued operations, net of tax." This loss decreased diluted earnings per share by $0.06. |
Segment_Information_Financial_
Segment Information (Financial Information By Segment) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||||
Net sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Net sales | $1,019,835 | [1],[2] | $798,890 | [3] | $812,606 | [4] | $772,651 | $982,875 | [1],[2] | $778,769 | [3] | $767,187 | [4] | $737,908 | $3,403,983 | $3,266,739 | $3,069,356 |
Identifiable assets: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Identifiable assets: | 1,337,923 | ' | ' | ' | 1,331,952 | ' | ' | ' | 1,337,923 | 1,331,952 | 1,394,973 | ||||||
Capital expenditures: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Capital expenditures: | ' | ' | ' | ' | ' | ' | ' | ' | 51,952 | 45,803 | 42,069 | ||||||
HSN [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Net sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 2,312,382 | 2,265,026 | 2,160,341 | ||||||
Identifiable assets: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Identifiable assets: | 1,058,573 | ' | ' | ' | 1,083,714 | ' | ' | ' | 1,058,573 | 1,083,714 | 1,178,565 | ||||||
Capital expenditures: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Capital expenditures: | ' | ' | ' | ' | ' | ' | ' | ' | 36,156 | 33,566 | 30,155 | ||||||
Cornerstone [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Net sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 1,091,601 | 1,001,713 | 909,015 | ||||||
Identifiable assets: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Identifiable assets: | 279,350 | ' | ' | ' | 248,238 | ' | ' | ' | 279,350 | 248,238 | 216,408 | ||||||
Capital expenditures: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Capital expenditures: | ' | ' | ' | ' | ' | ' | ' | ' | $15,796 | $12,237 | $11,914 | ||||||
[1] | b)The third quarter of 2013 includes discrete tax benefits of $3.7 million which increased diluted earnings per share by $0.07. | ||||||||||||||||
[2] | The fourth quarter of 2013 includes a $3.6 million reduction to a previously recorded contingent consideration obligation and a $3.0 million impairment charge of intangible assets related to a 2012 acquisition resulting in a net expense reduction of $0.6 million, or $1.7 million net of taxes. These fair value adjustments increased diluted earnings per share by $0.03. | ||||||||||||||||
[3] | The third quarter of 2012 includes a sales tax settlement of $7.8 million, or $4.8 million net of taxes, and costs associated with the redemption of Senior Notes of $18.3 million, or $11.4 million net of taxes. These charges decreased diluted earnings per share by $0.28. | ||||||||||||||||
[4] | The second quarter of 2012 includes a loss of $6.0 million, or $3.8 million net of taxes, related to the sales of Smith+Noble and The Territory Ahead, two brands formerly included in the Cornerstone portfolio, and is included in the line item "(Loss) income from discontinued operations, net of tax." This loss decreased diluted earnings per share by $0.06. |
LongTerm_Debt_Narrative_Detail
Long-Term Debt (Narrative) (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||
Sep. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Aug. 02, 2012 | Jul. 28, 2008 | Dec. 31, 2013 | Apr. 24, 2012 | Dec. 31, 2013 | Apr. 24, 2012 | Apr. 24, 2012 | Dec. 31, 2013 | Apr. 24, 2012 | Dec. 31, 2013 | Jul. 31, 2012 | Apr. 24, 2012 | Dec. 31, 2013 | Apr. 24, 2012 | Dec. 31, 2013 | Apr. 24, 2012 | |
Syndicated Credit Agreement [Member] | Eleven Point Two Five Percent Senior Notes [Member] | Eleven Point Two Five Percent Senior Notes [Member] | Eleven Point Two Five Percent Senior Notes [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Voting Equity Securities Of H S Ni U S Subsidiaries [Member] | Voting Equity Securities Of First Tier Subsidiaries [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | |||||
Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | Syndicated Credit Agreement [Member] | |||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility | ' | ' | ' | ' | ' | ' | ' | ' | $600,000,000 | ' | ' | ' | ' | $350,000,000 | ' | ' | ' | ' | ' | ' | ' |
Term of debt | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Secured rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | 65.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | 850,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt | ' | 240,625,000 | 250,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000,000 | 250,000,000 | ' | ' | ' | ' |
Deferred Finance Costs, Noncurrent, Net | ' | ' | ' | ' | ' | ' | ' | ' | 5,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum leverage ratio, required | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum interest coverage ratio, required | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Actual leverage ratio | ' | ' | ' | ' | 0.73 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Actual interest coverage ratio | ' | ' | ' | ' | 60.68 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.50% | ' | 2.25% |
Debt Instrument, Interest Rate, Effective Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.66% | ' | ' | ' | 0.50% | ' | 1.25% |
Line of Credit Facility, Commitment Fee Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.25% | ' | 0.40% | ' |
Letters of Credit Outstanding, Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Remaining Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 318,300,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Senior notes due 2016 | ' | ' | ' | ' | ' | ' | 240,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Subordinated borrowing, interest rate | ' | ' | ' | ' | ' | ' | 11.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of debt, maturing in more than three months | ' | ' | ' | ' | ' | 253,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Call Price | ' | ' | ' | ' | ' | 105.63% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss on debt extinguishment | -18,300,000 | 0 | 18,627,000 | 0 | ' | ' | ' | 18,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Redemption Premium | ' | ' | ' | ' | ' | ' | ' | 13,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Write off of Deferred Debt Issuance Cost | ' | ' | ' | ' | ' | ' | ' | $5,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LongTerm_Debt_Schedule_Of_Long
Long-Term Debt (Schedule Of Long-Term Debt) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Secured credit | $240,625 | $250,000 |
Total long-term debt | 240,625 | 250,000 |
Less: current maturities | -12,500 | -9,375 |
Long-term debt, net of current maturities | 228,125 | 240,625 |
Secured Credit Agreement Expiring April 24, 2017 [Member] | Term Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Secured credit | 240,625 | 250,000 |
Secured Credit Agreement Expiring April 24, 2017 [Member] | Revolving Credit Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Secured credit | $0 | $0 |
LongTerm_Debt_Aggregate_Contra
Long-Term Debt (Aggregate Contractual Maturities Of Long-Term Debt) (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Long-term Debt, Unclassified [Abstract] | ' |
2014 | $12,500 |
2015 | 17,188 |
2016 | 18,750 |
2017 | 192,187 |
Total long-term debt | $240,625 |
Derivative_Instruments_Details
Derivative Instruments (Details) (USD $) | 12 Months Ended | |||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 20, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | |
Interest Rate Swap [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | Other Assets [Member] | Other Long-term Liabilities [Member] | ||||
Interest Rate Swap [Member] | Interest Rate Swap [Member] | |||||||
Derivative [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative, notional amount | ' | ' | ' | ' | ' | $187,500,000 | ' | ' |
Derivative, fixed interest rate | ' | ' | ' | ' | ' | 0.85% | ' | ' |
Interest rate, all inclusive | ' | ' | ' | 2.35% | ' | ' | ' | ' |
Change in fair value of derivative instrument | 825,000 | -471,000 | 0 | 800,000 | -500,000 | ' | ' | ' |
Price Risk Cash Flow Hedge Unrealized Gain (Loss) to be Reclassified During Next 12 Months | ' | ' | ' | 1,100,000 | ' | ' | ' | ' |
Derivative liability, fair value, gross liability | ' | ' | ' | ' | ' | ' | $600,000 | $800,000 |
Fair_Value_Measurements_Narrat
Fair Value Measurements (Narrative) (Details) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Apr. 02, 2012 | Jun. 30, 2012 | Jun. 30, 2012 | |
Territory Ahead [Member] | Territory Ahead [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Contingent Consideration, High value | ' | ' | $7,800,000 | ' | ' | ' | ' |
Contingent consideration | ' | ' | ' | ' | 6,500,000 | ' | ' |
contingent consideration yearly payment | ' | 2,583,000 | 0 | ' | ' | ' | ' |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | ' | 1,032,000 | 6,832,000 | 0 | ' | ' | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Earnings | ' | 3,600,000 | 0 | 0 | ' | ' | ' |
Asset impairment | ' | 3,040,000 | 0 | 0 | ' | ' | ' |
Total fair value adjustments, before tax | ' | 600,000 | ' | ' | ' | ' | ' |
Loss on Sale of Discontinued Operations, Before Tax | 6,000,000 | ' | ' | ' | ' | 5,900,000 | 5,900,000 |
Proceeds from Sales of Business, Affiliate and Productive Assets | ' | $0 | $6,580,000 | $0 | ' | ' | $1,100,000 |
Fair_Value_Measurements_Fair_V
Fair Value Measurements (Fair Value Of Other Financial Liabilities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Interest Rate Derivative Liabilities, at Fair Value | $1,296 | $755 | $0 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Estimate Not Practicable, Carrying (Reported) Amount [Member] | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Interest Rate Derivative Assets, at Fair Value | 574 | ' | ' |
Interest Rate Derivative Liabilities, at Fair Value | ' | 755 | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 1,032 | 6,832 | ' |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Interest Rate Derivative Assets, at Fair Value | 0 | ' | ' |
Interest Rate Derivative Liabilities, at Fair Value | ' | 0 | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 0 | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Interest Rate Derivative Assets, at Fair Value | 574 | ' | ' |
Interest Rate Derivative Liabilities, at Fair Value | ' | 755 | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 0 | 0 | ' |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Interest Rate Derivative Assets, at Fair Value | 0 | ' | ' |
Interest Rate Derivative Liabilities, at Fair Value | ' | 0 | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 1,032 | 6,832 | ' |
Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value Measurement [Member] | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Interest Rate Derivative Assets, at Fair Value | 574 | ' | ' |
Interest Rate Derivative Liabilities, at Fair Value | ' | 755 | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | $1,032 | $6,832 | ' |
Fair_Value_Measurements_Fair_V1
Fair Value Measurements (Fair Value, Liabilities Measured on a Recurring Basis, Unobservable Input Reconciliation) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Fair Value Disclosures [Abstract] | ' | ' | ' |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | $1,032 | $6,832 | $0 |
Fair Value of consideration issued | 0 | 6,500 | ' |
Accretion Expense | 383 | 332 | ' |
contingent consideration yearly payment | -2,583 | 0 | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Earnings | $3,600 | $0 | $0 |
Fair_Value_Measurements_Fair_V2
Fair Value Measurements (Fair Value Of Assets And Liabilities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Term loan, carrying value | $240,625 | $250,000 |
Level 1 [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Term loan, fair value | 0 | 0 |
Level 2 [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Term loan, fair value | 240,625 | 250,000 |
Level 3 [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Term loan, fair value | $0 | $0 |
Earnings_Per_Share_Basic_And_D
Earnings Per Share (Basic And Diluted Earnings Per Share) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||||
Net income | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Continuing operations | $61,573 | [1],[2] | $42,052 | [3] | $43,271 | [4] | $31,553 | $56,041 | [1],[2] | $17,558 | [3] | $35,611 | [4] | $27,288 | $178,449 | $136,497 | $127,652 |
Discontinued operations | 0 | [1],[2] | 0 | [3] | -9 | [4] | 9 | -32 | [1],[2] | -128 | [3] | 4,864 | [4] | 1,118 | 0 | 5,822 | 4,582 |
Net income | $61,573 | [1],[2] | $42,052 | [3] | $43,280 | [4] | $31,544 | $56,073 | [1],[2] | $17,686 | [3] | $30,747 | [4] | $26,170 | $178,449 | $130,675 | $123,070 |
Weighted average number of shares outstanding: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Basic (shares) | ' | ' | ' | ' | ' | ' | ' | ' | 53,640 | 56,314 | 58,636 | ||||||
Dilutive effect of stock-based compensation awards (shares) | ' | ' | ' | ' | ' | ' | ' | ' | 1,217 | 1,642 | 2,053 | ||||||
Diluted (shares) | ' | ' | ' | ' | ' | ' | ' | ' | 54,857 | 57,956 | 60,689 | ||||||
Net income (loss) per share - basic: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Continuing operations (usd per share) | $1.16 | [1],[2] | $0.79 | [3] | $0.81 | [4] | $0.58 | $1.03 | [1],[2] | $0.32 | [3] | $0.63 | [4] | $0.47 | $3.33 | $2.42 | $2.18 |
Discontinued operations (usd per share) | ' | ' | ' | ' | ' | ' | ' | ' | $0 | ($0.10) | ($0.08) | ||||||
Net income (usd per share) | $1.16 | [1],[2] | $0.79 | [3] | $0.81 | [4] | $0.58 | $1.03 | [1],[2] | $0.32 | [3] | $0.54 | [4] | $0.45 | $3.33 | $2.32 | $2.10 |
Net income (loss) per share - diluted: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Continuing operations (usd per share) | $1.14 | [1],[2] | $0.77 | [3] | $0.79 | [4] | $0.56 | $1 | [1],[2] | $0.31 | [3] | $0.61 | [4] | $0.45 | $3.25 | $2.36 | $2.10 |
Discontinued operations (usd per share) | ' | ' | ' | ' | ' | ' | ' | ' | $0 | ($0.11) | ($0.07) | ||||||
Net income (usd per share) | $1.14 | [1],[2] | $0.77 | [3] | $0.79 | [4] | $0.56 | $1 | [1],[2] | $0.31 | [3] | $0.53 | [4] | $0.44 | $3.25 | $2.25 | $2.03 |
Unexercised employee stock options and stock appreciation rights and unvested restricted stock units excluded from the diluted EPS calculation because their effect would have been antidilutive | ' | ' | ' | ' | ' | ' | ' | ' | 432 | 1,276 | 911 | ||||||
[1] | b)The third quarter of 2013 includes discrete tax benefits of $3.7 million which increased diluted earnings per share by $0.07. | ||||||||||||||||
[2] | The fourth quarter of 2013 includes a $3.6 million reduction to a previously recorded contingent consideration obligation and a $3.0 million impairment charge of intangible assets related to a 2012 acquisition resulting in a net expense reduction of $0.6 million, or $1.7 million net of taxes. These fair value adjustments increased diluted earnings per share by $0.03. | ||||||||||||||||
[3] | The third quarter of 2012 includes a sales tax settlement of $7.8 million, or $4.8 million net of taxes, and costs associated with the redemption of Senior Notes of $18.3 million, or $11.4 million net of taxes. These charges decreased diluted earnings per share by $0.28. | ||||||||||||||||
[4] | The second quarter of 2012 includes a loss of $6.0 million, or $3.8 million net of taxes, related to the sales of Smith+Noble and The Territory Ahead, two brands formerly included in the Cornerstone portfolio, and is included in the line item "(Loss) income from discontinued operations, net of tax." This loss decreased diluted earnings per share by $0.06. |
StockBased_Awards_Narrative_De
Stock-Based Awards (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Unrecognized compensation cost | $22,100,000 | ' | ' |
Weighted average period of recognition of unrecognized compensation cost, years | '2 years 6 months 18 days | ' | ' |
New awards authorized | 8,000,000 | ' | ' |
Available for grants | 2,700,000 | ' | ' |
Stock-based awards maximum term, years | '10 years | ' | ' |
Share-based compensation, minimum tax obligation, payments | 14,400,000 | 18,200,000 | 11,400,000 |
Tax benefit realized | 4,835,000 | 6,494,000 | 8,792,000 |
Cash received from stock option exercised | 8,396,000 | 20,688,000 | 8,845,000 |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Unrecognized compensation cost | 10,100,000 | ' | ' |
Weighted average period of recognition of unrecognized compensation cost, years | '2 years 2 months | ' | ' |
Total intrinsic value of RSUs held by employees | 36,200,000 | 33,900,000 | 21,900,000 |
Tax benefit realized | 12,500,000 | 10,900,000 | 6,700,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 495,881 | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Weighted Average Grant Date Fair Value | $58.83 | $36.51 | $30.32 |
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period, years | '3 years | ' | ' |
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period, years | '5 years | ' | ' |
Stock Options And Stock Appreciation Rights [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Unrecognized compensation cost | 5,900,000 | ' | ' |
Weighted average period of recognition of unrecognized compensation cost, years | '1 year 9 months | ' | ' |
Pre-tax difference between the closing price of common stock | $62.30 | ' | ' |
Intrinsic value of the stock options and SARs exercised | 19,300,000 | 45,700,000 | 20,500,000 |
Cash received from stock option exercised | 6,500,000 | 19,100,000 | 7,500,000 |
Tax benefit realized from stock option exercised | 7,300,000 | 11,700,000 | 7,400,000 |
Weighted average fair values of stock options and SARs granted | $22.57 | $12.84 | $12.96 |
Stock options granted | 346,301 | ' | ' |
Weighted average exercise price of stock options and SARs | $59.18 | ' | ' |
Volatility factor | 49.10% | 46.50% | 46.50% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.85% | 0.91% | 2.33% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | '4 years 9 months | '5 years | '5 years |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 1.20% | 1.40% | 0.00% |
Stock Options And Stock Appreciation Rights [Member] | Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period, years | '3 years | ' | ' |
Stock Options And Stock Appreciation Rights [Member] | Chief Executive Officer [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based awards maximum term, years | '10 years | ' | ' |
Vesting period, years | '4 years | ' | ' |
Weighted average fair values of stock options and SARs granted | $3.36 | ' | ' |
Stock options granted | 719,000 | ' | ' |
Weighted average exercise price of stock options and SARs | $39.84 | ' | ' |
Performance Based Equity Compensation Program [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period, years | '3 years | ' | ' |
Share-based liability | 16,800,000 | ' | ' |
Employee Stock Purchase Plan (ESPP) [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock options granted | 45,000 | 50,000 | ' |
Volatility factor | 23.30% | 41.70% | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.10% | 0.09% | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | '6 months | '6 months | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 1.30% | 1.30% | ' |
Common stock reserved for issuance | 750,000 | ' | ' |
Cash proceeds from the participating employees | 1,900,000 | 1,600,000 | 1,400,000 |
Allocated Share-based Compensation Expense | 500,000 | 500,000 | 500,000 |
Employee Stock Purchase Plan (ESPP) [Member] | Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Percentage of fair market value at the end of the purchase period | 75.00% | ' | ' |
Period during which purchased shares must be held, months | '6 months | ' | ' |
Employee Stock Purchase Plan (ESPP) [Member] | Maximum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Percentage of fair market value of the common stock at the grant date | 85.00% | ' | ' |
Market Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 101,000 | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, total fair value | 8,300,000 | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Weighted Average Grant Date Fair Value | $82.67 | ' | ' |
Volatility factor | 39.70% | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.00% | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | '4 years 0 months 6 days | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 1.10% | ' | ' |
Market Stock Units [Member] | Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period, years | '3 years | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 0.00% | ' | ' |
Market Stock Units [Member] | Maximum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period, years | '5 years | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 200.00% | ' | ' |
Performance Cash [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period, years | '3 years | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, total fair value | 2,600,000 | 1,100,000 | ' |
Deferred Compensation Liability, Current and Noncurrent | 1,600,000 | 500,000 | ' |
Aggregate Target Value | $2,700,000 | $1,600,000 | ' |
Performance Cash [Member] | Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 0.00% | ' | ' |
Performance Cash [Member] | Maximum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 200.00% | ' | ' |
Restricted Common Equity In Cornerstone Brands [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period, years | '4 years | ' | ' |
Annual rate of accretion of preferred interest | 15.00% | ' | ' |
StockBased_Awards_StockBased_C
Stock-Based Awards (Stock-Based Compensation Expense) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Stock-based compensation expense | $14,043 | $19,056 | $26,401 |
Income tax benefit | -4,835 | -6,494 | -8,792 |
Stock-based compensation expense after income taxes | 9,208 | 12,562 | 17,609 |
Selling And Marketing [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Stock-based compensation expense | 3,793 | 3,515 | 4,722 |
General And Administrative [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Stock-based compensation expense | $10,250 | $15,541 | $21,679 |
StockBased_Awards_Summary_Of_S
Stock-Based Awards (Summary Of Status Of Nonvested RSUs) (Details) (Restricted Stock Units (RSUs) [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ' | ' | ' |
Nonvested RSUs, beginning balance (in shares) | 872,109 | ' | ' |
Granted, RSUs (in shares) | 495,881 | ' | ' |
Vested, RSUs (in shares) | -634,512 | ' | ' |
Forfeited, RSUs (in shares) | -109,769 | ' | ' |
Nonvested RSUs, ending balance (in shares) | 623,709 | 872,109 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' | ' |
Nonvested, beginning balance weighted average grant date fair value (in usd per share) | $28.02 | ' | ' |
Granted, weighted average grant date fair value (in usd per share) | $58.83 | $36.51 | $30.32 |
Vested, weighted average grant date fair value (in usd per share) | $38.23 | ' | ' |
Forfeited, weighted average grant date fair value (in usd per share) | $38.56 | ' | ' |
Nonvested, ending balance weighted average grant date fair value (in usd per share) | $40.25 | $28.02 | ' |
StockBased_Awards_Summary_Of_S1
Stock-Based Awards (Summary Of Status Of Outstanding Stock Options And SARs) (Details) (Stock Options And Stock Appreciation Rights [Member], USD $) | 12 Months Ended | |
Dec. 31, 2013 | ||
Stock Options And Stock Appreciation Rights [Member] | ' | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | |
Outstanding, beginning balance (in shares) | 2,776,693 | |
Granted (in shares) | 346,301 | |
Exercised (in shares) | -474,855 | |
Forfeited (in shares) | -58,936 | |
Expired (in shares) | -8,314 | |
Outstanding, ending balance (in shares) | 2,580,889 | [1] |
Vested and expected to vest at December 31, 2013 (in shares) | 2,518,015 | |
Exercisable at December 31, 2013 (in shares) | 1,944,153 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ' | |
Outstanding at January 1, 2013, weighted average exercise price (in usd per share) | $28.28 | |
Granted, weighted average exercise price (in usd per share) | $59.18 | |
Exercised, weighted average exercise price (in usd per share) | $16.07 | |
Forfeited, weighted average exercise price (in usd per share) | $53.73 | |
Expired, weighted average exercise price (in usd per share) | $10.74 | |
Outstanding at December 31, 2013, weighted average exercise price (in usd per share) | $34.15 | [1] |
Vested and expected to vest at December 31, 2013, weighted average exercise price (in usd per share) | $33.73 | |
Exercisable at December 31, 2013, weighted average exercise price (in usd per share) | $30.35 | |
Outstanding at December 31, 2013, Weighted Average Remaining Contractual Term | '5 years 8 months 6 days | [1] |
Vested and expected to vest at December 31, 2013, Weighted Average Remaining Contractual Term | '5 years 8 months 6 days | |
Exercisable at December 31, 2013, Weighted Average Remaining Contractual Term | '4 years 10 months 18 days | |
Outstanding at December 31, 2013, Aggregate Intrinsic Value | $72,660,432 | [1] |
Vested and expected to vest at December 31, 2013, Aggregate Intrinsic Value | 71,932,319 | |
Exercisable at December 31, 2013, Aggregate Intrinsic Value | $62,119,059 | |
Stock options held by employees of spincos | 300,000 | |
[1] | (1)Approximately 0.3 million stock options outstanding as of December 31, 2013 were held by employees of the other Spincos. |
StockBased_Awards_Weighted_Ave
Stock-Based Awards (Weighted Average Assumptions Used In Black-Scholes Option Pricing Model) (Details) (Stock Options And Stock Appreciation Rights [Member]) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Stock Options And Stock Appreciation Rights [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Volatility factor | 49.10% | 46.50% | 46.50% |
Risk-free interest rate | 0.85% | 0.91% | 2.33% |
Expected term | '4 years 9 months | '5 years | '5 years |
Dividend yield | 1.20% | 1.40% | 0.00% |
StockBased_Awards_Summary_Of_I
Stock-Based Awards (Summary Of Information About Stock Options And SARs Outstanding And Exercisable) (Details) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number Outstanding at December 31, 2013 | 2,580,889 |
Number Exercisable at December 31, 2013 | 1,944,153 |
$0.00 to $9.99 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of exercise prices, lower limit | $0 |
Range of exercise prices, upper limit | $9.99 |
Number Outstanding at December 31, 2013 | 116,787 |
Weighted Average Exercise Price | $5.50 |
Weighted Average Remaining Contractual Term in Years | '4 years 8 months |
Number Exercisable at December 31, 2013 | 116,787 |
Weighted Average Exercise Price | $5.50 |
$10.00 to $19.99 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of exercise prices, lower limit | $10 |
Range of exercise prices, upper limit | $19.99 |
Number Outstanding at December 31, 2013 | 161,745 |
Weighted Average Exercise Price | $17.60 |
Weighted Average Remaining Contractual Term in Years | '4 years 6 months |
Number Exercisable at December 31, 2013 | 161,745 |
Weighted Average Exercise Price | $17.60 |
$20.00 to $29.99 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of exercise prices, lower limit | $20 |
Range of exercise prices, upper limit | $29.99 |
Number Outstanding at December 31, 2013 | 658,778 |
Weighted Average Exercise Price | $24.80 |
Weighted Average Remaining Contractual Term in Years | '6 years 6 months |
Number Exercisable at December 31, 2013 | 551,814 |
Weighted Average Exercise Price | $23.84 |
$30.00 to $39.99 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of exercise prices, lower limit | $30 |
Range of exercise prices, upper limit | $39.99 |
Number Outstanding at December 31, 2013 | 973,046 |
Weighted Average Exercise Price | $34.93 |
Weighted Average Remaining Contractual Term in Years | '5 years |
Number Exercisable at December 31, 2013 | 743,252 |
Weighted Average Exercise Price | $34.69 |
$40.00 to $49.99 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of exercise prices, lower limit | $40 |
Range of exercise prices, upper limit | $49.99 |
Number Outstanding at December 31, 2013 | 370,555 |
Weighted Average Exercise Price | $44.71 |
Weighted Average Remaining Contractual Term in Years | '4 years 7 months |
Number Exercisable at December 31, 2013 | 370,555 |
Weighted Average Exercise Price | $44.71 |
$50.00 to 59.99 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of exercise prices, lower limit | $50 |
Number Outstanding at December 31, 2013 | 299,978 |
Weighted Average Exercise Price | $59.16 |
Weighted Average Remaining Contractual Term in Years | '9 years 1 month |
Number Exercisable at December 31, 2013 | 0 |
Weighted Average Exercise Price | $0 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Tax Expense (Benefit), Continuing Operations [Abstract] | ' | ' | ' |
Reduction in current income taxes payable | $19,800,000 | $22,700,000 | $14,100,000 |
Net operating loss carryforwards | 4,800,000 | ' | ' |
Valuation allowance | 1,495,000 | 5,293,000 | ' |
Unrecognized tax benefits, including interest | 1,100,000 | 900,000 | ' |
Unrecognized tax benefits, for which deductibility is highly certain | $900,000 | $500,000 | ' |
Income_Taxes_Components_Of_Pro
Income Taxes (Components Of Provision For Income Taxes) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current income tax provision: | ' | ' | ' |
Federal | ($81,521) | ($76,992) | ($68,593) |
State | -9,990 | -8,904 | -9,217 |
Current income tax provision | -91,511 | -85,896 | -77,810 |
Federal | -6,489 | 1,814 | -1,900 |
State | 308 | 709 | -396 |
Deferred income tax (provision) benefit | -6,181 | 2,523 | -2,296 |
Income tax provision | ($97,692) | ($83,373) | ($80,106) |
Income_Taxes_Deferred_Tax_Asse
Income Taxes (Deferred Tax Assets And Deferred Tax Liabilities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ' | ' |
Provision for accrued expenses | $33,647 | $38,548 |
Inventories | 13,125 | 11,927 |
Stock-based compensation | 10,888 | 16,036 |
Net operating losses | 1,531 | 1,369 |
Other | 4,078 | 2,024 |
Total deferred tax assets | 63,269 | 69,904 |
Less valuation allowance | -1,495 | -5,293 |
Net deferred tax assets | 61,774 | 64,611 |
Deferred tax liabilities: | ' | ' |
Intangible and other assets | -91,018 | -91,783 |
Prepaid expenses | -13,574 | -11,692 |
Property and equipment | -15,455 | -12,535 |
Total deferred tax liabilities | -120,047 | -116,010 |
Net deferred tax liability | ($58,273) | ($51,399) |
Income_Taxes_Reconciliation_Of
Income Taxes (Reconciliation Of Income Tax Provision) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Tax Expense (Benefit), Continuing Operations [Abstract] | ' | ' | ' |
Income tax provision at the federal statutory rate of 35% | ($96,649) | ($76,955) | ($72,715) |
State income taxes, net of effect of federal tax benefit | -6,293 | -5,327 | -6,386 |
Other, net | 5,250 | -1,091 | -1,005 |
Income tax provision | ($97,692) | ($83,373) | ($80,106) |
Federal statutory rate | 35.00% | 35.00% | 35.00% |
Income_Taxes_Reconciliation_Of1
Income Taxes (Reconciliation Of Beginning And Ending Amount Of Unrecognized Tax Benefits) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Reconciliation of Unrecognized Tax Benefits, Excluding Interest [Roll Forward] | ' | ' | ' |
Balance at beginning of year | $682 | $664 | $630 |
Additions based on tax positions related to the current year | 417 | 0 | 225 |
Additions for tax positions of prior years | 0 | 18 | 0 |
Reductions for tax positions of prior years | -189 | 0 | -191 |
Balance at end of year | $910 | $682 | $664 |
Commitments_And_Contingencies_2
Commitments And Contingencies (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Commitments And Contingencies [Abstract] | ' | ' | ' |
Contingency reserve | $0 | ' | ' |
Expenses charged to operations | $23.10 | $22.10 | $20.80 |
Commitments_And_Contingencies_3
Commitments And Contingencies (Future Minimum Payments Under Operating Lease Agreements) (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies [Abstract] | ' |
2014 | $24,756 |
2015 | 21,050 |
2016 | 17,235 |
2017 | 14,046 |
2018 | 12,620 |
Thereafter | 13,700 |
Total | $103,407 |
Commitments_And_Contingencies_4
Commitments And Contingencies (Funding Commitments By Third Parties Or Contingent Events) (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Recorded Unconditional Purchase Obligation [Line Items] | ' |
Total Amounts Committed | $177,389 |
Less Than 1 Year | 109,171 |
1 - 3 Years | 68,166 |
3 - 5 Years | 52 |
More Than 5 Years | 0 |
Letters Of Credit And Surety Bonds [Member] | ' |
Recorded Unconditional Purchase Obligation [Line Items] | ' |
Total Amounts Committed | 35,711 |
Less Than 1 Year | 35,561 |
1 - 3 Years | 150 |
3 - 5 Years | 0 |
More Than 5 Years | 0 |
Purchase Obligations [Member] | ' |
Recorded Unconditional Purchase Obligation [Line Items] | ' |
Total Amounts Committed | 141,678 |
Less Than 1 Year | 73,610 |
1 - 3 Years | 68,016 |
3 - 5 Years | 52 |
More Than 5 Years | $0 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (Liberty Parties [Member]) | 12 Months Ended |
Dec. 31, 2013 | |
Related Party Transaction [Line Items] | ' |
Voting power of equity securities held | 20.00% |
Percentage of nomination of director by the related party | 20.00% |
Percentage of ownership upon spin-off | 30.00% |
Maximum ownership percentage entitled after the transfer of equity securities | 15.00% |
Minimum value of tender offer as a percentage of capital stock which results in reliving of obligations | 35.00% |
Minimum ownership percentage held by third party that would result in reliving of obligations | 20.00% |
Minimum ownership interest after consummation of a competing offer that would result in termination of consent | 50.00% |
Minimum ownership interest held at second anniversary that would result in termination of obligations | 50.00% |
Minimum [Member] | ' |
Related Party Transaction [Line Items] | ' |
Additional percentage under the agreement | 5.00% |
Maximum [Member] | ' |
Related Party Transaction [Line Items] | ' |
Additional percentage under the agreement | 35.00% |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information (Supplemental Disclosure Of Cash Flow Information) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash paid during the period for: | ' | ' | ' |
Income tax payments | $92,502 | $52,709 | $73,847 |
Income tax refunds | -2,061 | -10 | -1,806 |
Interest payments | 5,230 | 29,985 | 29,198 |
Non-cash financing activities: | ' | ' | ' |
Effective portion of change in interest rate swap | $1,296 | $755 | $0 |
Shareholders_Equity_Details
Shareholders' Equity (Details) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||||
Feb. 28, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 27, 2011 | |||||||
Stockholders' Equity Note [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Number of rights per outstanding share declared | ' | 1 | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ||||||
Percentage of common stock to be acquired for exercise of the rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ||||||
Discount on market price common stock for purchase of rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ||||||
Shares authorized under share repurchase program | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ||||||
Stock Repurchased and Retired During Period, Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,700,000 | 5,500,000 | ' | ' | ||||||
Stock Repurchased and Retired During Period, Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | $146,900,000 | $220,600,000 | ' | ' | ||||||
Outstanding common stock acquired, average price | ' | ' | ' | ' | ' | ' | ' | ' | ' | $53.67 | $40.40 | ' | ' | ||||||
Payments of Dividends | ' | ' | ' | ' | ' | ' | ' | ' | ' | $42,281,000 | $31,049,000 | $7,384,000 | ' | ||||||
Dividends declared per common share (usd per share) | $0.25 | $0.25 | [1],[2] | $0.18 | [3] | $0.18 | [4] | $0.18 | $0.18 | [1],[2] | $0.13 | [3] | $0.13 | [4] | $0.13 | $0.79 | $0.56 | $0.13 | ' |
[1] | b)The third quarter of 2013 includes discrete tax benefits of $3.7 million which increased diluted earnings per share by $0.07. | ||||||||||||||||||
[2] | The fourth quarter of 2013 includes a $3.6 million reduction to a previously recorded contingent consideration obligation and a $3.0 million impairment charge of intangible assets related to a 2012 acquisition resulting in a net expense reduction of $0.6 million, or $1.7 million net of taxes. These fair value adjustments increased diluted earnings per share by $0.03. | ||||||||||||||||||
[3] | The third quarter of 2012 includes a sales tax settlement of $7.8 million, or $4.8 million net of taxes, and costs associated with the redemption of Senior Notes of $18.3 million, or $11.4 million net of taxes. These charges decreased diluted earnings per share by $0.28. | ||||||||||||||||||
[4] | The second quarter of 2012 includes a loss of $6.0 million, or $3.8 million net of taxes, related to the sales of Smith+Noble and The Territory Ahead, two brands formerly included in the Cornerstone portfolio, and is included in the line item "(Loss) income from discontinued operations, net of tax." This loss decreased diluted earnings per share by $0.06. |
Discontinued_Operations_Discon1
Discontinued Operations Discontinued Operations Narrative (Details) (USD $) | 3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended |
In Millions, unless otherwise specified | Jun. 30, 2012 | 31-May-12 | Jun. 30, 2012 | Jul. 31, 2012 | Jun. 30, 2012 | Jun. 30, 2012 |
Smith Noble [Member] | Smith Noble [Member] | Territory Ahead [Member] | Territory Ahead [Member] | Territory Ahead [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' | ' |
Proceeds from sale of interest | ' | $5.50 | ' | $1.10 | ' | ' |
Loss on Sale of Discontinued Operations, Before Tax | 6 | ' | ' | ' | 5.9 | 5.9 |
After tax loss on sale of interest | ' | ' | $0.10 | ' | $3.70 | ' |
Discontinued_Operations_Discon2
Discontinued Operations Discontinued Operations Summary (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Discontinued Operations and Disposal Groups [Abstract] | ' | ' | ' | ' |
Net sales | ' | $0 | $40,154,000 | $107,798,000 |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | ' | 0 | -9,370,000 | -7,353,000 |
Discontinued Operation, Tax Effect of Discontinued Operation | ' | 0 | -3,548,000 | -2,771,000 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | ' | 0 | -5,822,000 | -4,582,000 |
Loss on sale | $6,000,000 | ' | ' | ' |
Acquisition_Acquisition_Detail
Acquisition Acquisition (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2013 | Jun. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Apr. 02, 2012 | |
Business Combinations [Abstract] | ' | ' | ' | ' | ' | ' |
Purchase price, cash paid | ' | $22,900,000 | $0 | $22,875,000 | $0 | ' |
Contingent consideration | ' | ' | ' | ' | ' | 6,500,000 |
Inventory and other assets | ' | ' | ' | ' | ' | 8,600,000 |
Liabilities assumed | ' | ' | ' | ' | ' | 2,600,000 |
Identifiable intangible assets excluding goodwill | ' | ' | ' | ' | ' | 13,500,000 |
Goodwill | ' | ' | ' | ' | ' | 9,900,000 |
Goodwill and Intangible Asset Impairment | 3,000,000 | ' | ' | ' | ' | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Earnings | ' | ' | 3,600,000 | 0 | 0 | ' |
Total fair value adjustments, before tax | ' | ' | $600,000 | ' | ' | ' |
Quarterly_Results_Unaudited_Sc
Quarterly Results (Unaudited) (Schedule Of Quarterly Results) (Details) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||||
Feb. 28, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||||||
Quarterly Financial Data [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Net sales | ' | $1,019,835,000 | [1],[2] | $798,890,000 | [3] | $812,606,000 | [4] | $772,651,000 | $982,875,000 | [1],[2] | $778,769,000 | [3] | $767,187,000 | [4] | $737,908,000 | $3,403,983,000 | $3,266,739,000 | $3,069,356,000 |
Gross Profit | ' | 352,300,000 | [1],[2] | 288,590,000 | [3] | 308,777,000 | [4] | 280,147,000 | 337,846,000 | [1],[2] | 285,516,000 | [3] | 293,448,000 | [4] | 266,914,000 | 1,229,815,000 | 1,183,724,000 | 1,100,262,000 |
Operating Income (Loss) | ' | 97,752,000 | [1],[2] | 61,085,000 | [3] | 71,299,000 | [4] | 52,518,000 | 92,832,000 | [1],[2] | 49,312,000 | [3] | 65,342,000 | [4] | 51,259,000 | 282,654,000 | 258,744,000 | 239,042,000 |
Income from continuing operations | ' | 61,573,000 | [1],[2] | 42,052,000 | [3] | 43,271,000 | [4] | 31,553,000 | 56,041,000 | [1],[2] | 17,558,000 | [3] | 35,611,000 | [4] | 27,288,000 | 178,449,000 | 136,497,000 | 127,652,000 |
Loss from discontinued operations, net of tax | ' | 0 | [1],[2] | 0 | [3] | 9,000 | [4] | -9,000 | 32,000 | [1],[2] | 128,000 | [3] | -4,864,000 | [4] | -1,118,000 | 0 | -5,822,000 | -4,582,000 |
Net income | ' | 61,573,000 | [1],[2] | 42,052,000 | [3] | 43,280,000 | [4] | 31,544,000 | 56,073,000 | [1],[2] | 17,686,000 | [3] | 30,747,000 | [4] | 26,170,000 | 178,449,000 | 130,675,000 | 123,070,000 |
Basic (usd per share) | ' | $1.16 | [1],[2] | $0.79 | [3] | $0.81 | [4] | $0.58 | $1.03 | [1],[2] | $0.32 | [3] | $0.63 | [4] | $0.47 | $3.33 | $2.42 | $2.18 |
Diluted (usd per share) | ' | $1.14 | [1],[2] | $0.77 | [3] | $0.79 | [4] | $0.56 | $1 | [1],[2] | $0.31 | [3] | $0.61 | [4] | $0.45 | $3.25 | $2.36 | $2.10 |
Basic (usd per share) | ' | $1.16 | [1],[2] | $0.79 | [3] | $0.81 | [4] | $0.58 | $1.03 | [1],[2] | $0.32 | [3] | $0.54 | [4] | $0.45 | $3.33 | $2.32 | $2.10 |
Diluted (usd per share) | ' | $1.14 | [1],[2] | $0.77 | [3] | $0.79 | [4] | $0.56 | $1 | [1],[2] | $0.31 | [3] | $0.53 | [4] | $0.44 | $3.25 | $2.25 | $2.03 |
Dividends declared per common share (usd per share) | $0.25 | $0.25 | [1],[2] | $0.18 | [3] | $0.18 | [4] | $0.18 | $0.18 | [1],[2] | $0.13 | [3] | $0.13 | [4] | $0.13 | $0.79 | $0.56 | $0.13 |
Loss on Sale of Discontinued Operations, Before Tax | ' | ' | ' | ' | ' | ' | ' | 6,000,000 | ' | ' | ' | ' | ||||||
Loss on Sale of Discontinued Operations, net of tax | ' | ' | ' | ' | ' | ' | ' | 3,800,000 | ' | ' | ' | ' | ||||||
Increase (decrease) in earnings per share, diluted | ' | ($0.03) | ($0.07) | ' | ' | ' | $0.28 | $0.06 | ' | ' | ' | ' | ||||||
Discrete tax benefit | ' | ' | 3,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Sales tax settlement | ' | ' | ' | ' | ' | ' | 7,800,000 | ' | ' | ' | ' | ' | ||||||
Sales tax settlement, net of tax | ' | ' | ' | ' | ' | ' | 4,800,000 | ' | ' | ' | ' | ' | ||||||
Loss on debt extinguishment | ' | ' | ' | ' | ' | ' | 18,300,000 | ' | ' | 0 | -18,627,000 | 0 | ||||||
Loss on debt extinguishment, net of tax | ' | ' | ' | ' | ' | ' | 11,400,000 | ' | ' | ' | ' | ' | ||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Earnings | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,600,000 | 0 | 0 | ||||||
Asset impairment | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,040,000 | 0 | 0 | ||||||
Total fair value adjustments, before tax | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' | ||||||
Total fair value adjustments, net of tax | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,700,000 | ' | ' | ||||||
[1] | b)The third quarter of 2013 includes discrete tax benefits of $3.7 million which increased diluted earnings per share by $0.07. | |||||||||||||||||
[2] | The fourth quarter of 2013 includes a $3.6 million reduction to a previously recorded contingent consideration obligation and a $3.0 million impairment charge of intangible assets related to a 2012 acquisition resulting in a net expense reduction of $0.6 million, or $1.7 million net of taxes. These fair value adjustments increased diluted earnings per share by $0.03. | |||||||||||||||||
[3] | The third quarter of 2012 includes a sales tax settlement of $7.8 million, or $4.8 million net of taxes, and costs associated with the redemption of Senior Notes of $18.3 million, or $11.4 million net of taxes. These charges decreased diluted earnings per share by $0.28. | |||||||||||||||||
[4] | The second quarter of 2012 includes a loss of $6.0 million, or $3.8 million net of taxes, related to the sales of Smith+Noble and The Territory Ahead, two brands formerly included in the Cornerstone portfolio, and is included in the line item "(Loss) income from discontinued operations, net of tax." This loss decreased diluted earnings per share by $0.06. |
Retirement_And_Savings_Plan_De
Retirement And Savings Plan (Details) (USD $) | 12 Months Ended | 33 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | |
Compensation and Retirement Disclosure [Abstract] | ' | ' | ' | ' |
Percentage of employee contribution | 50.00% | ' | ' | ' |
Contribution by employer, per dollar | $0.50 | ' | ' | $0.25 |
Percentage of plan participant's deferrals | ' | ' | ' | 6.00% |
Matching contribution by employer | $4,600,000 | $2,000,000 | $1,900,000 | ' |
Valuation_And_Qualifying_Accou1
Valuation And Qualifying Accounts (Details) (USD $) | 12 Months Ended | ||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2009 | |||
Allowance For Doubtful Accounts [Member] | ' | ' | ' | ' | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' | ' | ' | |||
Balance at Beginning of Period | $14,537 | $13,127 | ' | $13,026 | |||
Charges to Earnings | 23,414 | 24,186 | 19,758 | ' | |||
Charges to Other Accounts | 13 | -137 | 384 | ' | |||
Deductions | -21,101 | [1] | -22,639 | [1] | -20,041 | [1] | ' |
Balance at End of Period | 16,863 | 14,537 | 13,127 | 13,026 | |||
Sales Return Accrual [Member] | ' | ' | ' | ' | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' | ' | ' | |||
Balance at Beginning of Period | 40,554 | 39,563 | ' | 37,354 | |||
Charges to Earnings | 648,381 | 658,394 | 652,842 | ' | |||
Charges to Other Accounts | 0 | 205 | 0 | ' | |||
Deductions | -648,863 | -657,608 | -650,633 | ' | |||
Balance at End of Period | 40,072 | 40,554 | 39,563 | 37,354 | |||
Deferred Tax Valuation Allowance [Member] | ' | ' | ' | ' | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' | ' | ' | |||
Balance at Beginning of Period | 5,293 | 14,274 | ' | 17,242 | |||
Charges to Earnings | 262 | 23 | -26 | ' | |||
Charges to Other Accounts | -4,060 | -9,004 | -2,942 | ' | |||
Deductions | 0 | 0 | 0 | ' | |||
Balance at End of Period | $1,495 | $5,293 | $14,274 | $17,242 | |||
[1] | Write-off of uncollectible accounts receivable |