Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Aug. 03, 2019 | Sep. 04, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Aug. 3, 2019 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Vera Bradley, Inc. | |
Entity Central Index Key | 0001495320 | |
Current Fiscal Year End Date | --02-01 | |
Entity Filer Category | Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business Company | false | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity Common Stock, Shares Outstanding | 33,988,547 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Aug. 03, 2019 | Feb. 02, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 46,842,000 | $ 113,493,000 |
Short-term investments | 8,987,000 | 19,381,000 |
Accounts receivable, net | 28,183,000 | 15,604,000 |
Inventories | 130,718,000 | 91,581,000 |
Income taxes receivable | 994,000 | 809,000 |
Prepaid expenses and other current assets | 10,483,000 | 11,600,000 |
Total current assets | 226,207,000 | 252,468,000 |
Operating right-of-use assets | 122,240,000 | |
Property, plant, and equipment, net | 77,477,000 | 77,951,000 |
Intangible assets, net | 61,536,000 | 0 |
Goodwill | 41,310,000 | 0 |
Long-term investments | 14,652,000 | 23,735,000 |
Deferred income taxes | 7,304,000 | 6,724,000 |
Other assets | 2,593,000 | 1,270,000 |
Total assets | 553,319,000 | 362,148,000 |
Current liabilities: | ||
Accounts payable | 30,094,000 | 14,595,000 |
Accrued employment costs | 11,247,000 | 13,316,000 |
Short-term operating lease liabilities | 21,610,000 | |
Earn-out liability | 20,854,000 | 0 |
Other accrued liabilities | 20,512,000 | 13,482,000 |
Income taxes payable | 696,000 | 2,163,000 |
Total current liabilities | 105,013,000 | 43,556,000 |
Long-term operating lease liabilities | 122,213,000 | |
Other long-term liabilities | 92,000 | 23,889,000 |
Total liabilities | 227,318,000 | 67,445,000 |
Commitments and contingencies | ||
Redeemable noncontrolling interest | 31,650,000 | 0 |
Shareholders’ equity: | ||
Preferred stock; 5,000 shares authorized, no shares issued or outstanding | 0 | 0 |
Common stock, without par value; 200,000 shares authorized, 41,507 and 41,283 shares issued and 34,090 and 34,347 shares outstanding, respectively | 0 | 0 |
Additional paid-in-capital | 96,958,000 | 95,572,000 |
Retained earnings | 295,247,000 | 291,994,000 |
Accumulated other comprehensive income (loss) | 121,000 | (24,000) |
Treasury stock | (97,975,000) | (92,839,000) |
Total shareholders’ equity of Vera Bradley, Inc. | 294,351,000 | 294,703,000 |
Total liabilities, redeemable noncontrolling interest, and shareholders’ equity | $ 553,319,000 | $ 362,148,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Aug. 03, 2019 | Feb. 02, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, without par value (in dollars per share) | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 41,507,000 | 41,283,000 |
Common stock, shares outstanding | 34,090,000 | 34,347,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 03, 2019 | Aug. 04, 2018 | Aug. 03, 2019 | Aug. 04, 2018 | |
Income Statement [Abstract] | ||||
Net revenues | $ 119,785 | $ 113,625 | $ 210,788 | $ 200,216 |
Cost of sales | 52,452 | 47,885 | 92,987 | 85,860 |
Gross profit | 67,333 | 65,740 | 117,801 | 114,356 |
Selling, general, and administrative expenses | 60,745 | 53,770 | 115,042 | 104,475 |
Other income | 760 | 46 | 944 | 223 |
Operating income | 7,348 | 12,016 | 3,703 | 10,104 |
Interest income, net | (375) | (259) | (822) | (502) |
Income before income taxes | 7,723 | 12,275 | 4,525 | 10,606 |
Income tax expense | 2,005 | 2,993 | 1,212 | 2,694 |
Net income | 5,718 | 9,282 | 3,313 | 7,912 |
Less: Net loss attributable to redeemable noncontrolling interest | (136) | 0 | (136) | 0 |
Net income attributable to Vera Bradley, Inc. | $ 5,854 | $ 9,282 | $ 3,449 | $ 7,912 |
Basic weighted-average shares outstanding | 34,178 | 35,540 | 34,203 | 35,536 |
Diluted weighted-average shares outstanding | 34,380 | 35,735 | 34,476 | 35,733 |
Basic net income per share (in dollars per share) | $ 0.17 | $ 0.26 | $ 0.10 | $ 0.22 |
Diluted net income per share (in dollars per share) | $ 0.17 | $ 0.26 | $ 0.10 | $ 0.22 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 03, 2019 | Aug. 04, 2018 | Aug. 03, 2019 | Aug. 04, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 5,718 | $ 9,282 | $ 3,313 | $ 7,912 |
Unrealized (loss) gain on available-for-sale debt investments | (8) | 57 | 124 | 12 |
Cumulative translation adjustment | 20 | (3) | 21 | (7) |
Comprehensive income, net of tax | 5,730 | 9,336 | 3,458 | 7,917 |
Less: Comprehensive loss attributable to redeemable noncontrolling interest | (136) | 0 | (136) | 0 |
Comprehensive income attributable to Vera Bradley, Inc. | $ 5,866 | $ 9,336 | $ 3,594 | $ 7,917 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Shareholders’ Equity - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income |
Common stock (shares) outstanding, balance at the beginning of the period at Feb. 03, 2018 | 35,459,025 | |||||
Treasury stock (shares), balance at the beginning of the period at Feb. 03, 2018 | 5,642,485 | |||||
Balance at the beginning of the period at Feb. 03, 2018 | $ 285,283 | $ (76,578) | $ 91,192 | $ 270,783 | $ (114) | |
Net income attributable to Vera Bradley, Inc. | (1,370) | (1,370) | ||||
Translation adjustments | (4) | (4) | ||||
Unrealized gain on available-for-sale debt investments | (45) | (45) | ||||
Restricted shares vested, net of repurchase for taxes (in shares) | 177,192 | |||||
Restricted shares vested, net of repurchase for taxes | (522) | (522) | ||||
Stock-based compensation | 899 | 899 | ||||
Common stock (shares) outstanding, balance at the end of the period at May. 05, 2018 | 35,636,217 | |||||
Treasury stock (shares), balance at the end of the period at May. 05, 2018 | 5,642,485 | |||||
Balance at the end of the period at May. 05, 2018 | 284,695 | $ (76,578) | 91,569 | 269,867 | (163) | |
Common stock (shares) outstanding, balance at the beginning of the period at Feb. 03, 2018 | 35,459,025 | |||||
Treasury stock (shares), balance at the beginning of the period at Feb. 03, 2018 | 5,642,485 | |||||
Balance at the beginning of the period at Feb. 03, 2018 | 285,283 | $ (76,578) | 91,192 | 270,783 | (114) | |
Net income attributable to Vera Bradley, Inc. | 7,912 | |||||
Common stock (shares) outstanding, balance at the end of the period at Aug. 04, 2018 | 35,384,913 | |||||
Treasury stock (shares), balance at the end of the period at Aug. 04, 2018 | 5,894,686 | |||||
Balance at the end of the period at Aug. 04, 2018 | 292,149 | $ (80,169) | 93,278 | 279,149 | (109) | |
Common stock (shares) outstanding, balance at the beginning of the period at May. 05, 2018 | 35,636,217 | |||||
Treasury stock (shares), balance at the beginning of the period at May. 05, 2018 | 5,642,485 | |||||
Balance at the beginning of the period at May. 05, 2018 | 284,695 | $ (76,578) | 91,569 | 269,867 | (163) | |
Net income attributable to Vera Bradley, Inc. | 9,282 | 9,282 | ||||
Translation adjustments | (3) | (3) | ||||
Unrealized gain on available-for-sale debt investments | 57 | 57 | ||||
Restricted shares vested, net of repurchase for taxes (in shares) | 897 | |||||
Restricted shares vested, net of repurchase for taxes | (5) | (5) | ||||
Stock-based compensation | 1,714 | 1,714 | ||||
Treasury stock purchased (in shares) | (252,201) | 252,201 | ||||
Treasury stock purchased | (3,591) | $ (3,591) | ||||
Common stock (shares) outstanding, balance at the end of the period at Aug. 04, 2018 | 35,384,913 | |||||
Treasury stock (shares), balance at the end of the period at Aug. 04, 2018 | 5,894,686 | |||||
Balance at the end of the period at Aug. 04, 2018 | $ 292,149 | $ (80,169) | 93,278 | 279,149 | (109) | |
Common stock (shares) outstanding, balance at the beginning of the period at Feb. 02, 2019 | 34,347,000 | 34,347,420 | ||||
Treasury stock (shares), balance at the beginning of the period at Feb. 02, 2019 | 6,935,623 | |||||
Balance at the beginning of the period at Feb. 02, 2019 | $ 294,703 | $ (92,839) | 95,572 | 291,994 | (24) | |
Net income attributable to Vera Bradley, Inc. | (2,405) | (2,405) | ||||
Translation adjustments | 1 | 1 | ||||
Unrealized gain on available-for-sale debt investments | 132 | 132 | ||||
Restricted shares vested, net of repurchase for taxes (in shares) | 183,346 | |||||
Restricted shares vested, net of repurchase for taxes | (791) | (791) | ||||
Stock-based compensation | 1,238 | 1,238 | ||||
Treasury stock purchased (in shares) | (284,088) | 284,088 | ||||
Treasury stock purchased | (2,908) | $ (2,908) | ||||
Common stock (shares) outstanding, balance at the end of the period at May. 04, 2019 | 34,246,678 | |||||
Treasury stock (shares), balance at the end of the period at May. 04, 2019 | 7,219,711 | |||||
Balance at the end of the period at May. 04, 2019 | $ 289,774 | $ (95,747) | 96,019 | 289,393 | 109 | |
Common stock (shares) outstanding, balance at the beginning of the period at Feb. 02, 2019 | 34,347,000 | 34,347,420 | ||||
Treasury stock (shares), balance at the beginning of the period at Feb. 02, 2019 | 6,935,623 | |||||
Balance at the beginning of the period at Feb. 02, 2019 | $ 294,703 | $ (92,839) | 95,572 | 291,994 | (24) | |
Net income attributable to Vera Bradley, Inc. | $ 3,449 | |||||
Common stock (shares) outstanding, balance at the end of the period at Aug. 03, 2019 | 34,090,000 | 34,090,468 | ||||
Treasury stock (shares), balance at the end of the period at Aug. 03, 2019 | 7,416,218 | 7,416,218 | ||||
Balance at the end of the period at Aug. 03, 2019 | $ 294,351 | $ (97,975) | 96,958 | 295,247 | 121 | |
Common stock (shares) outstanding, balance at the beginning of the period at May. 04, 2019 | 34,246,678 | |||||
Treasury stock (shares), balance at the beginning of the period at May. 04, 2019 | 7,219,711 | |||||
Balance at the beginning of the period at May. 04, 2019 | 289,774 | $ (95,747) | 96,019 | 289,393 | 109 | |
Net income attributable to Vera Bradley, Inc. | 5,854 | 5,854 | ||||
Translation adjustments | 20 | 20 | ||||
Unrealized gain on available-for-sale debt investments | (8) | (8) | ||||
Restricted shares vested, net of repurchase for taxes (in shares) | 40,297 | |||||
Restricted shares vested, net of repurchase for taxes | (316) | (316) | ||||
Stock-based compensation | 1,255 | 1,255 | ||||
Treasury stock purchased (in shares) | (196,507) | 196,507 | ||||
Treasury stock purchased | $ (2,228) | $ (2,228) | ||||
Common stock (shares) outstanding, balance at the end of the period at Aug. 03, 2019 | 34,090,000 | 34,090,468 | ||||
Treasury stock (shares), balance at the end of the period at Aug. 03, 2019 | 7,416,218 | 7,416,218 | ||||
Balance at the end of the period at Aug. 03, 2019 | $ 294,351 | $ (97,975) | $ 96,958 | $ 295,247 | $ 121 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Aug. 03, 2019 | Aug. 04, 2018 | |
Statement of Cash Flows [Abstract] | ||
Net income (loss) | $ 3,313 | $ 7,912 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation of property, plant, and equipment | 8,663 | 8,344 |
Amortization of operating right-of-use assets | 10,813 | |
Amortization of intangible assets | 415 | 0 |
Provision for doubtful accounts | 61 | 132 |
Stock-based compensation | 2,493 | 2,613 |
Deferred income taxes | (512) | 359 |
Cash gain on investments | (178) | 32 |
Other non-cash charges, net | 131 | 285 |
Changes in assets and liabilities: | ||
Accounts receivable | (4,807) | (9,519) |
Inventories | (11,494) | 1,307 |
Prepaid expenses and other assets | (1,269) | 446 |
Accounts payable | 9,393 | 1,453 |
Income taxes | (1,652) | 1,948 |
Operating lease liabilities, net | (12,917) | |
Accrued and other liabilities | (1,362) | 1,298 |
Net cash provided by operating activities | 1,091 | 16,610 |
Cash flows from investing activities | ||
Purchases of property, plant, and equipment | (8,089) | (5,857) |
Purchases of investments | (10,111) | (39,073) |
Proceeds from maturities and sales of investments | 29,798 | 44,700 |
Cash paid for business acquisition, net of cash acquired | (73,010) | 0 |
Net cash used in investing activities | (61,412) | (230) |
Cash flows from financing activities | ||
Tax withholdings for equity compensation | (1,107) | (527) |
Repurchase of common stock | (5,244) | (3,522) |
Net cash used in financing activities | (6,351) | (4,049) |
Effect of exchange rate changes on cash and cash equivalents | 21 | (7) |
Net (decrease) increase in cash and cash equivalents | (66,651) | 12,324 |
Cash and cash equivalents, beginning of period | 113,493 | 68,751 |
Cash and cash equivalents, end of period | 46,842 | 81,075 |
Supplemental disclosure of cash flow information | ||
Cash paid for income taxes, net | 3,328 | 360 |
Supplemental disclosure of non-cash activity | ||
Contingent consideration related to business acquisition | $ 20,854 | $ 0 |
Description of the Company and
Description of the Company and Basis of Presentation | 6 Months Ended |
Aug. 03, 2019 | |
Accounting Policies [Abstract] | |
Description of the Company and Basis of Presentation | Description of the Company and Basis of Presentation The term “Company” refers to Vera Bradley, Inc. and its wholly and majority owned subsidiaries, except where the context requires otherwise or where otherwise indicated. Vera Bradley is a leading designer of women’s handbags, luggage and travel items, fashion and home accessories, and unique gifts. Founded in 1982 by friends Barbara Bradley Baekgaard and Patricia R. Miller, the brand’s innovative designs, iconic patterns, and brilliant colors continue to inspire and connect women. Vera Bradley offers a unique, multi-channel sales model, as well as a focus on service and a high level of customer engagement. In July 2019, Vera Bradley, Inc. acquired a 75% interest in Creative Genius, Inc., which also operates under the name Pura Vida Bracelets (“Pura Vida”). Pura Vida, based in La Jolla, California, is a rapidly growing, digitally native, and highly engaging lifestyle brand that deeply resonates with its loyal consumer following. The Pura Vida brand has a differentiated and expanding offering of bracelets, jewelry, and other lifestyle accessories. Beginning in the second quarter of fiscal 2020, the Company has included an additional segment for Pura Vida due to its acquisition. As a result, the Company now has three reportable segments: Vera Bradley Direct (“VB Direct”), Vera Bradley Indirect (“VB Indirect”), and Pura Vida. • The VB Direct business consists of sales of Vera Bradley products through Vera Bradley full-line and factory outlet stores in the United States; verabradley.com; the Vera Bradley online outlet site; and the Vera Bradley annual outlet sale in Fort Wayne, Indiana. As of August 3, 2019 , the Company operated 94 full-line stores and 62 factory outlet stores. • The VB Indirect business consists of sales of Vera Bradley products to approximately 2,200 specialty retail locations, substantially all of which are located in the United States, as well as department stores, national accounts, third-party e-commerce sites, third-party inventory liquidators, and royalties recognized through licensing agreements related to the Vera Bradley brand. • The Pura Vida segment represents revenues generated through the Pura Vida websites, www.puravidabracelets.com and www.puravidabracelets.eu, and through the distribution of Pura Vida-branded products to wholesale retailers, substantially all of which are located in the United States. The accompanying unaudited consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as permitted by such rules and regulations. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 2, 2019 , filed with the SEC. The interim financial statements reflect all adjustments that are, in the opinion of management, necessary to present fairly the results for the interim periods presented. All such adjustments are of a normal, recurring nature. The results of operations for the thirteen and twenty-six weeks ended August 3, 2019 , are not necessarily indicative of the results to be expected for the full fiscal year. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and its majority owned subsidiary, Pura Vida beginning on July 17, 2019. The Company has eliminated intercompany balances and transactions in consolidation. Fiscal Periods The Company’s fiscal year ends on the Saturday closest to January 31. References to the fiscal quarters ended August 3, 2019 and August 4, 2018 , refer to the thirteen-week periods ended on those dates. Operating Leases Accounting Standard Codification (“ASC”) Topic 842, Leases , was adopted on a modified retrospective basis on February 3, 2019. Accordingly, prior year financial information contained herein was not recast and is reported under the prior accounting standard. This comparability primarily impacts the Company's Condensed Consolidated Balance Sheets. Refer to Note 3 herein for additional information regarding the Company's leases. The Company recognizes lease liabilities at the lease commencement date based upon the present value of the remaining lease payments. Operating right-of-use assets are based on the lease liability adjusted for prepaid rent, deferred rent, and tenant allowances received from certain of the Company’s landlords, primarily for its retail store locations. Operating lease liabilities are amortized based upon the effective interest method. Operating right-of-use assets are amortized based upon the straight line lease expense less interest on the lease liability. Operating lease expense is recognized on a straight-line basis over the lease term. Variable rent expense is recognized in the period incurred. Business Combination The Company acquired a majority interest in Pura Vida on July 16, 2019. In connection with a business combination, the Company records the identifiable assets acquired, liabilities assumed, contingent consideration liabilities, if any, and any noncontrolling interest in the acquiree at their acquisition-date fair values. Goodwill is measured indirectly as the excess of the sum of (1) the consideration transferred (including contingent consideration, if any) and (2) the fair value of any noncontrolling interest in the acquiree over the net assets acquired and liabilities assumed. Refer to Note 12 herein for additional information. These fair value assessments require management judgment and include the use of significant estimates and assumptions including future cash flows, discount and other market rates, and asset lives, among other items. Goodwill and Other Intangible Assets Upon an acquisition, the Company records the fair value of the identifiable intangible assets. As of August 3, 2019, these items consisted of the Pura Vida brand, customer relationships, and non-competition agreements. Assets that are determined to have an indefinite life, including goodwill and the Pura Vida Brand, are not amortized but are assessed for impairment at least annually or whenever events or circumstances indicate that the carrying amount of the asset may not be recoverable. Definite-lived intangible assets, including customer relationships and non-competition agreements, are amortized over their estimated useful lives and are also subject to impairment testing, similar to the Company’s long-lived assets. Redeemable Noncontrolling Interest On July 16, 2019, as contemplated by the Interest Purchase Agreement, the Company and certain of its subsidiaries and the owners of the remaining twenty-five percent ( 25% ) ownership interest in Pura Vida (the “Sellers”) which was not acquired by the Company (the “Remaining Pura Vida Interest”) entered into a Put/Call Agreement (the “Put/Call Agreement”). Pursuant to the Put/Call Agreement, and subject to the terms and conditions thereof, the Sellers have the right to sell all of the Remaining Pura Vida Interest to the Company, and the Company has the right to purchase all of the Remaining Pura Vida Interests from Sellers, in each case generally at any time following the fifth anniversary of the closing date of the Transaction until the tenth anniversary thereof. The purchase price for any Remaining Pura Vida Interest put to, or called by, the Company will be determined based on the arithmetic average of a multiple of adjusted EBITDA of Pura Vida and a multiple of adjusted EBITDA of the Company, as defined in the Put/Call Agreement, over the twelve-month period ending on the last day of the month immediately preceding the month in which an exercise notice is delivered by a relevant party. In the event of a change in control of the Company, the parties may exercise a portion of their put and call rights prior to the fifth anniversary of the closing date (as defined in the Put/Call Agreement). As a result of this redemption feature, the Company recorded the noncontrolling interest as redeemable and classified it in temporary equity within its Condensed Consolidated Balance Sheets initially at its acquisition-date fair value. The noncontrolling interest is adjusted each reporting period for income (or loss) attributable to the noncontrolling interest. A measurement period adjustment, if any, is then made to the noncontrolling interest to adjust the carrying value to the redemption value each reporting period, subject to certain limits. These adjustments are recognized through retained earnings and are not reflected in net income or net income attributable to Vera Bradley, Inc. When calculating earnings per share attributable to Vera Bradley, Inc., the Company adjusts net income attributable to Vera Bradley, Inc. for the measurement period adjustment to the extent the redemption value exceeds the fair value of the noncontrolling interest on a cumulative basis. Refer to Note 13 herein for additional information regarding the redeemable noncontrolling interest. Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases , which increases transparency and comparability among organizations by requiring lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by leases and disclosing key information about leasing arrangements. This guidance is effective for interim and annual periods beginning on or after December 15, 2018. In July 2018, the FASB issued ASU 2018-11 for targeted improvements, including the option of allowing entities to initially apply the new leases standard at the adoption date (February 3, 2019 for the Company) and recognize a cumulative-effect adjustment to the opening balance of retained earnings. The Company adopted the standard using this adoption method on February 3, 2019 (the beginning of fiscal 2020) and recorded a $0.2 million beginning retained earnings adjustment. In addition, the Company evaluated the usage of applicable transition relief practical expedients at the adoption date as follows: Practical Expedient Package The Company elected the practical expedient package and did not re-assess whether a contract was or contained a lease; did not re-assess lease classification as an operating or financing lease for expired or existing leases; and did not re-assess whether a lease contained initial direct costs for expired or existing leases. Hindsight The Company did not elect the hindsight practical expedient, which allows for hindsight when assessing the lease term and impairment of right-of-use assets. The Company has operating leases at all of its retail stores; therefore, the adoption of this standard resulted in a material increase of assets and liabilities on the Company’s Condensed Consolidated Balance Sheets. The opening balance of its operating lease liabilities was approximately $149 million and its operating right-of-use assets were approximately $126 million at transition on February 3, 2019. The adoption of this standard had no impact on the Company's Condensed Consolidated Statements of Operations and its Condensed Consolidated Statements of Cash Flows. Refer to Note 3 herein for additional information regarding ASC Topic 842, including details of practical expedients related to policy elections. In August 2018, the FASB issued ASU 2018-15, Customers Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which aligns the requirements for capitalizing or expensing implementation costs in hosting arrangements (regardless of whether they convey a license to the hosted software) with capitalizing or expensing implementation costs incurred to develop or obtain internal-use software. This guidance is effective for interim and annual periods beginning on or after December 15, 2019 (fiscal 2021). Early adoption is permitted, and the amendments can be adopted either retrospectively or prospectively. The Company adopted this standard at the beginning of its fiscal 2020 (February 3, 2019) on a prospective basis. The adoption of this standard had an immaterial impact on the Company's Condensed Consolidated Financial Statements. Recently Issued Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-13, Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements . The amendments in this update remove, modify, and add certain disclosure requirements to ASC 820, Fair Value Measurement . This guidance is effective for interim and annual periods beginning on or after December 15, 2019 (fiscal 2021). Early adoption is permitted, and certain amendments are to be adopted prospectively for only the most recent annual or interim period presented in the initial year of adoption or retrospectively. The Company is currently evaluating the impact of the guidance on its consolidated financial statements. In January 2017 the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . This standard eliminates Step 2 from the goodwill impairment test. Instead, an entity should compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years (fiscal 2021). Early adoption is permitted. The Company is currently evaluating the impact of the guidance on its consolidated financial statements. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Aug. 03, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers Disaggregation of Revenue The following presents the Company's net revenues disaggregated by product category for the thirteen and twenty-six weeks ended August 3, 2019 and August 4, 2018 (in thousands): Thirteen Weeks Ended August 3, 2019 VB Direct Segment VB Indirect Segment Pura Vida Segment Total Product categories Bags $ 39,682 $ 10,993 $ — $ 50,675 Travel 23,285 3,580 — 26,865 Accessories 20,987 3,965 5,220 30,172 Home 7,829 240 — 8,069 Other 2,597 (1) 1,239 (2) 168 (3) 4,004 Total net revenues $ 94,380 (4) $ 20,017 (5) $ 5,388 (4) $ 119,785 (1) Primarily includes net revenues from apparel/footwear, stationery, freight, and gift card breakage. (2) Primarily includes net revenues from licensing agreements, freight, apparel/footwear, and merchandising. (3) Related to freight. (4) Net revenues were related to product sales recognized at a point in time. (5) $19.1 million of net revenues related to product sales recognized at a point in time and $0.9 million of net revenues related to sales-based royalties recognized over time. Thirteen Weeks Ended August 4, 2018 VB Direct Segment VB Indirect Segment Pura Vida Segment Total Product categories Bags $ 39,194 $ 12,315 $ — $ 51,509 Travel 23,123 4,360 — 27,483 Accessories 20,261 4,415 — 24,676 Home 6,144 378 — 6,522 Other 2,299 (1) 1,136 (2) — 3,435 Total net revenues $ 91,021 (3) $ 22,604 (4) $ — $ 113,625 (1) Primarily includes net revenues from apparel/footwear, stationery, freight, and gift card breakage. (2) Primarily includes net revenues from licensing agreements, freight, apparel/footwear, and merchandising. (3) Net revenues were related to product sales recognized at a point in time. (4) $21.8 million of net revenues related to product sales recognized at a point in time and $0.8 million of net revenues related to sales-based royalties recognized over time. Twenty-Six Weeks Ended August 3, 2019 VB Direct Segment VB Indirect Segment Pura Vida Segment Total Product categories Bags $ 67,349 $ 20,984 $ — $ 88,333 Travel 43,211 7,302 — 50,513 Accessories 37,047 8,167 5,220 50,434 Home 13,514 824 — 14,338 Other 4,395 (1) 2,607 (2) 168 (3) 7,170 Total net revenues $ 165,516 (4) $ 39,884 (5) $ 5,388 (4) $ 210,788 (1) Primarily includes net revenues from apparel/footwear, stationery, freight, and gift card breakage. (2) Primarily includes net revenues from licensing agreements, freight, apparel/footwear, and merchandising. (3) Related to freight. (4) Net revenues were related to product sales recognized at a point in time. (5) $38.0 million of net revenues related to product sales recognized at a point in time and $1.9 million of net revenues related to sales-based royalties recognized over time. Twenty-Six Weeks Ended August 4, 2018 VB Direct Segment VB Indirect Segment Pura Vida Segment Total Product categories Bags $ 64,794 $ 22,543 $ — $ 87,337 Travel 41,182 9,050 — 50,232 Accessories 35,940 8,583 — 44,523 Home 10,314 836 — 11,150 Other 4,323 (1) 2,651 (2) — 6,974 Total net revenues $ 156,553 (3) $ 43,663 (4) $ — $ 200,216 (1) Primarily includes net revenues from apparel/footwear, stationery, freight, and gift card breakage. (2) Primarily includes net revenues from licensing agreements, freight, apparel/footwear, and merchandising. (3) Net revenues were related to product sales recognized at a point in time. (4) $41.9 million of net revenues related to product sales recognized at a point in time and $1.8 million of net revenues related to sales-based royalties recognized over time. Contract Balances Contract liabilities as of August 3, 2019 and February 2, 2019, were $2.6 million and $1.6 million , respectively. The balance as of August 3, 2019 consisted of unearned revenue related to unredeemed gift cards, unearned revenue associated with the monthly bracelet and jewelry clubs of the Pura Vida segment, and an immaterial amount of unearned revenue for pre-payments of royalties in certain of the Company’s licensing arrangements. The balance as of February 2, 2019 consisted of unearned revenue related to unredeemed gift cards and an immaterial amount of unearned revenue for pre-payments of royalties in certain of the Company’s licensing arrangements. These contract liabilities are recognized within other accrued liabilities on the Company’s Condensed Consolidated Balance Sheets. The Company did not have contract assets as of August 3, 2019 and February 2, 2019. The balance for accounts receivable from contracts with customers, net of allowances, as of August 3, 2019 and February 2, 2019, was $23.6 million and $14.1 million , respectively, which is recognized within accounts receivable, net, on the Company’s Condensed Consolidated Balance Sheets. The provision for doubtful accounts was $0.4 million and $0.3 million as of August 3, 2019 and February 2, 2019, respectively. Performance Obligations The performance obligations for the VB Direct, VB Indirect, and Pura Vida segments include the promise to transfer distinct goods (or a bundle of distinct goods). The VB Indirect segment also includes the right to access intellectual property (“IP”) related to the Vera Bradley brand. Remaining Performance Obligations The Company does not have remaining performance obligations in excess of one year or contracts that it does not have the right to invoice as of August 3, 2019 . |
Leases
Leases | 6 Months Ended |
Aug. 03, 2019 | |
Leases [Abstract] | |
Leases | Leases Nature of Leases The Company has operating leases at all of its retail stores, as well as for its New York office, the California Pura Vida office, Asia sourcing office and showrooms. The Company also has operating leases for certain equipment and storage spaces. The Company does not have residual value guarantees, restrictions, or covenants imposed by leases. Determination of Lease Terms Retail store leases have remaining terms of up to 10 years as of August 3, 2019 . These leases generally have early termination rights when certain sales thresholds are not met for a specified measurement period. The Company's other leases have remaining terms of up to seven years as of August 3, 2019 . If the lease contains a renewal period at the Company's option, the renewal period is included in the lease term if determined the option is reasonably certain to be exercised at lease commencement. The Company's lease options generally do not include termination rights other than those mentioned. The Company did not have financing leases as of August 3, 2019 . Variable Rental Payments All of the Company's retail store leases contain variable rental payments when the retail store's sales exceed a specified breakpoint. In addition, certain of the Company's leases contain real estate taxes, common area maintenance, and similar items that are billed as pass-through charges from its landlords. These rental payments are not included in the measurement of the lease liability, but are recognized as variable lease cost in the period incurred. Certain of the Company's leases also contain lease components with increases based upon an index or rate. These lease components are included on the Company's balance sheet at the rate as of lease commencement. Future changes in the index or rate will generally be included as variable lease cost. Significant Judgments and Assumptions Determination of Whether a Contract Contains a Lease The Company determines whether a contract is or contains a lease at the inception of the contract. The contract is or contains a lease if the contract conveys the right to control the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company generally must also have the right to obtain substantially all of the economic benefits from use of the property, plant, and equipment and have the right to direct its use. Discount Rate The weighted-average discount rate as of August 3, 2019 , was 5.0% . The discount rate is not readily determinable in the lease; therefore, the Company estimated the incremental borrowing rate, at the commencement date of each lease, which is the rate of interest it would have to borrow on a collateralized basis over a similar term with similar payments. Leases Not Yet Commenced As of August 3, 2019 , the Company had certain retail store leases which were executed but it did not have control of the underlying assets; therefore, the lease liabilities and right-of-use assets are not recorded on its Condensed Consolidated Balance Sheets. These leases contain undiscounted lease payments, which will be included in the determination of the lease liability, totaling approximately $4.4 million and have approximate terms of 10 years commencing in fiscal 2020 and fiscal 2021. Practical Expedients (Policy Elections) The Company has elected the following practical expedients as policy elections upon the adoption of ASC Topic 842. Short-Term Leases The Company elected to exclude leases with a term of 12 months or less from recognition on the balance sheet for all leases. Not Separating Lease and Nonlease Components The Company elected to combine lease and nonlease components and recognize as a single lease component for all leases. Refer to Note 1 herein for information regarding transition practical expedients elected. Amounts Recognized in the Condensed Consolidated Financial Statements The following lease expense is recorded within cost of sales for the Asia sourcing office and certain equipment leases and within selling, general, and administrative expenses for all other leases, including retail store leases, in the Company's Condensed Consolidated Statement of Operations for the thirteen and twenty-six weeks ended August 3, 2019 (in thousands): Thirteen Weeks Ended Twenty-Six Weeks Ended August 3, 2019 August 3, 2019 Operating lease cost $ 7,010 $ 14,367 Variable lease cost 2,528 4,765 Short-term lease cost 143 333 Total lease cost $ 9,681 $ 19,465 The weighted-average remaining lease term as of August 3, 2019 was 6.0 years. Supplemental operating cash flow information was as follows (in thousands): Twenty-Six Weeks Ended August 3, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 16,175 Right-of-use assets increase as a result of new and modified operating lease liabilities, net $ 7,144 Maturity Analysis of Operating Lease Liabilities Maturities of the Company's operating lease liabilities (undiscounted) reconciled to its lease liability as of August 3, 2019 were as follows (in thousands): Operating Leases Fiscal 2020 (remaining six months) $ 12,105 Fiscal 2021 31,712 Fiscal 2022 29,244 Fiscal 2023 25,274 Fiscal 2024 21,947 Thereafter 48,581 Total remaining obligations 168,863 Less: Interest 25,040 Present value of lease liabilities $ 143,823 Under the prior accounting standard (ASC Topic 840), the maturities of minimum lease payments as disclosed in the Company's Annual Report on Form 10-K as of the fiscal year ended February 2, 2019 were as follows: Operating Leases Fiscal 2020 $ 32,658 Fiscal 2021 32,017 Fiscal 2022 29,707 Fiscal 2023 25,933 Fiscal 2024 22,250 Thereafter 45,099 Total remaining minimum lease payments $ 187,664 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Aug. 03, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share is computed based on the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed based on the weighted-average number of common shares outstanding, plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. Dilutive potential common shares represent outstanding restricted stock units. The components of basic and diluted earnings per share were as follows (in thousands, except per share data): Thirteen Weeks Ended Twenty-Six Weeks Ended August 3, August 4, August 3, August 4, Numerator: Net income $ 5,718 $ 9,282 $ 3,313 $ 7,912 Less: Net loss attributable to redeemable noncontrolling interest (136 ) — (136 ) — Net income attributable to Vera Bradley, Inc. $ 5,854 $ 9,282 $ 3,449 $ 7,912 Denominator: Weighted-average number of common shares (basic) 34,178 35,540 34,203 35,536 Dilutive effect of stock-based awards 202 195 273 197 Weighted-average number of common shares (diluted) 34,380 35,735 34,476 35,733 Net income per share attributable to Vera Bradley, Inc.: Basic $ 0.17 $ 0.26 $ 0.10 $ 0.22 Diluted $ 0.17 $ 0.26 $ 0.10 $ 0.22 For the thirteen and twenty-six weeks ended August 3, 2019 and August 4, 2018 , there were an immaterial number of additional shares issuable upon the vesting of restricted stock units that were excluded from the diluted share calculations because they were anti-dilutive. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Aug. 03, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are classified using the following hierarchy, which is based upon the transparency of inputs to the valuation as of the measurement date: • Level 1 – Quoted prices in active markets for identical assets or liabilities; • Level 2 – Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; • Level 3 – Unobservable inputs based on the Company’s own assumptions. The classification of fair value measurements within the hierarchy is based upon the lowest level of input that is significant to the measurement. The carrying amounts reflected on the Condensed Consolidated Balance Sheets for cash and cash equivalents, accounts receivable, other current assets, and accounts payable as of August 3, 2019 and February 2, 2019 , approximated their fair values. The following table details the fair value measurements of the Company's investments and contingent consideration as of August 3, 2019 and February 2, 2019 (in thousands): Level 1 Level 2 Level 3 August 3, 2019 February 2, 2019 August 3, 2019 February 2, 2019 August 3, 2019 February 2, 2019 Cash equivalents (1) $ 1,129 $ 2,169 $ 995 $ 6,493 $ — $ — Short-term investments: U.S. corporate debt securities — — 3,357 5,769 — — Municipal securities — — 3,125 4,190 — — Non-U.S. corporate debt securities — — 1,510 5,808 — — U.S. treasury securities — 3,116 — — — — Commercial paper — — 995 498 — — Long-term investments: U.S. corporate debt securities — — 3,965 9,499 — — U.S. asset-backed securities — — 5,330 7,169 — — Non-U.S. corporate debt securities — — 2,779 4,675 — — Non-U.S. asset-backed securities — — 806 1,127 — — Municipal securities — — 1,271 1,265 — — Other foreign securities — — 501 — — — Contingent consideration related to earn-out provision (2) — — — — 20,854 — (1) Cash equivalents include commercial paper and a money market fund that have a maturity of three months or less at the date of purchase. Due to their short maturity, the Company believes the carrying value approximates fair value. (2) Refer to Note 12 herein for additional information. The Company assesses potential impairments to its long-lived assets, which includes property, plant, and equipment and lease right-of-use assets, on a quarterly basis or whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. Store-level assets and right-of-use assets are grouped at the individual store-level for the purpose of the impairment assessment. Recoverability of an asset group is measured by a comparison of the carrying amount of an asset group to its estimated undiscounted future cash flows expected to be generated by the asset group. If the carrying amount of the asset group exceeds its estimated undiscounted future cash flows, an impairment charge is recognized as the amount by which the carrying amount of the asset group exceeds the fair value of the asset group. The fair value of the store assets is determined using the discounted future cash flow method of anticipated cash flows through the store’s lease-end date using fair value measurement inputs classified as Level 3. The fair value of right-of-use assets is estimated using market comparative information for similar properties. Level 3 inputs are derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The Company recorded no impairment for the thirteen and twenty-six weeks ended August 3, 2019 and August 4, 2018 . Assets recognized or disclosed at fair value on the consolidated financial statements on a nonrecurring basis include items such as property, plant, and equipment, including leasehold improvements, and operating lease assets, as well as assets related to the Pura Vida acquisition including goodwill and intangible assets. These assets are measured at fair value if determined to be impaired. Refer to Note 12 herein for additional information on the methods used in the initial preliminary valuation of intangible assets. |
Debt
Debt | 6 Months Ended |
Aug. 03, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt On September 7, 2018, VBD, a wholly-owned subsidiary of the Company, entered into an asset-based revolving Credit Agreement (the “Credit Agreement”) among VBD, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders from time to time party thereto. The Credit Agreement provides for certain credit facilities to VBD in an aggregate principal amount not to initially exceed the lesser of $75.0 million or the amount of borrowing availability determined in accordance with a borrowing base of certain assets. Any proceeds of the credit facilities will be used to finance general corporate purposes of VBD and its subsidiaries, including but not limited to Vera Bradley International, LLC and Vera Bradley Sales, LLC (collectively, the “Named Subsidiaries”). The Credit Agreement also contains an option for VBD to arrange with lenders to increase the aggregate principal amount by up to $25.0 million . Amounts outstanding under the Credit Agreement bear interest at a per annum rate equal to either (i) for CBFR borrowings (including swingline loans), the CB Floating Rate, where the CB Floating Rate is the prime rate which shall never be less than the adjusted one month LIBOR rate on such day, plus the Applicable Rate, where the Applicable Rate is a percentage spread ranging from -1.00% to -1.50% or (ii) for each eurodollar borrowing, the Adjusted LIBO Rate, where the Adjusted LIBO Rate is the LIBO rate for such interest period multiplied by the statutory reserve rate, for the interest period in effect for such borrowing, plus the Applicable Rate, where the Applicable Rate is a percentage ranging from 1.00% to 1.30% . The applicable CB Floating Rate, Adjusted LIBO Rate, or LIBO Rate shall be determined by the administrative agent. The Credit Agreement also requires VBD to pay a commitment fee for the unused portion of the revolving facility of up to 0.20% per annum. VBD’s obligations under the Credit Agreement are guaranteed by the Company and the Named Subsidiaries. The obligations of VBD under the Credit Agreement are secured by substantially all of the respective assets of VBD, the Company, and the Named Subsidiaries and are further secured by the equity interests in VBD and the Named Subsidiaries. The Credit Agreement contains various affirmative and negative covenants, including restrictions on the Company's ability to incur debt or liens; engage in mergers or consolidations; make certain investments, acquisitions, loans, and advances; sell assets; enter into certain swap agreements; pay dividends or make distributions or make other restricted payments; engage in certain transactions with affiliates; and amend, modify, or waive any of its rights related to subordinated indebtedness and certain charter and other organizational, governing, and material agreements. The Company may avoid certain of such restrictions by meeting payment conditions defined in the Credit Agreement. The Credit Agreement also requires the Loan Parties to maintain a minimum fixed charge coverage ratio of 1.0 0 to 1.00 during periods when borrowing availability is less than the greater of (A) $7.5 million , and (B) 10% of the lesser of (i) the aggregate revolving commitment, and (ii) the borrowing base. The fixed charge coverage ratio, availability, aggregate revolving commitment, and the borrowing base are further defined in the Credit Agreement. The Credit Agreement contains customary events of default, including, among other things: (i) the failure to pay any principal, interest, or other fees under the Credit Agreement; (ii) the making of any materially incorrect representation or warranty; (iii) the failure to observe or perform any covenant, condition, or agreement in the Credit Agreement or related agreements; (iv) a cross default with respect to other material indebtedness; (v) bankruptcy and insolvency events; (vi) unsatisfied material final judgments; (vii) Employee Retirement Income Security Act of 1974 (“ERISA”) events that could reasonably be expected to have a material adverse effect; and (viii) a change in control (as defined in the Credit Agreement). Any commitments made under the Credit Agreement mature on September 7, 2023. As of August 3, 2019 and February 2, 2019 , the Company had no borrowings outstanding and availability of $75.0 million under the Credit Agreement. |
Income Taxes
Income Taxes | 6 Months Ended |
Aug. 03, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for income taxes for interim periods is based on an estimate of the annual effective tax rate adjusted to reflect the impact of discrete items. Management judgment is required in projecting ordinary income to estimate the Company’s annual effective tax rate. The effective tax rate for the thirteen weeks ended August 3, 2019 , was 26.0% , compared to 24.4% for the thirteen weeks ended August 4, 2018 . The year-over-year effective tax rate increase was primarily due to the relative impact of permanent and discrete items in the current-year period compared to the prior-year period, primarily as a result of executive compensation. The effective tax rate for the twenty-six weeks ended August 3, 2019 , was 26.8% , compared to 25.4% for the twenty-six weeks ended August 4, 2018 . The year-over-year effective tax rate increase was primarily due to the relative impact of permanent and discrete items in the current-year period compared to the prior-year period, primarily as a result of tax shortfalls from stock-based compensation and executive compensation. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Aug. 03, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes stock-based compensation expense, for its awards of restricted stock units, in an amount equal to the fair market value of the underlying stock on the grant date of the respective award. The Company reserved 6,076,001 shares of common stock for issuance or transfer under the 2010 Equity and Incentive Plan, which allows for grants of restricted stock units, as well as other equity awards. Awards of Restricted Stock Units During the thirteen weeks ended August 3, 2019 , the Company did not grant time-based or performance-based restricted stock units. During the thirteen weeks ended August 4, 2018 , the Company granted 66,069 time-based and performance-based restricted stock units with an aggregate fair value of $0.9 million to certain employees under the 2010 Equity and Incentive Plan. During the twenty-six weeks ended August 3, 2019 , the Company granted 407,264 time-based and performance-based restricted stock units with an aggregate fair value of $5.3 million to certain employees and non-employee directors under the 2010 Equity and Incentive Plan compared to a total of 475,214 time-based and performance-based restricted stock units with an aggregate fair value of $5.2 million granted in the same period of the prior year. The Company determined the fair value of the awards based on the closing price of the Company’s common stock on the grant date. The majority of the time-based restricted stock units vest and settle in shares of the Company’s common stock, on a one -for-one basis, in equal installments on each of the first three anniversaries of the grant date. Restricted stock units issued to non-employee directors vest after a one -year period from the grant date. The Company recognizes the expense relating to these units, net of estimated forfeitures, on a straight-line basis over the vesting period. Performance-based restricted stock units vest upon the completion of a three -year period of time (cliff vesting), subject to the employee’s continuing employment throughout and the Company’s achievement of annual earnings per share targets, or other Company performance targets, during the three-year performance period. The Company recognizes the expense relating to these units, net of estimated forfeitures, based on the probable outcome of achievement of the financial targets, on a straight-line basis over three years . The following table sets forth a summary of restricted stock unit activity for the twenty-six weeks ended August 3, 2019 (units in thousands): Time-based Restricted Stock Units Performance-based Restricted Stock Units Number of Units Weighted- Average Grant Date Fair Value (per unit) Number of Units Weighted- Average Grant Date Fair Value (per unit) Nonvested units outstanding at February 2, 2019 473 $ 11.75 442 $ 11.38 Granted 236 13.10 171 13.10 Vested (265 ) 12.23 (50 ) 19.62 Forfeited (2 ) 13.44 (2 ) 9.90 Nonvested units outstanding at August 3, 2019 442 $ 12.18 561 $ 11.18 As of August 3, 2019 , there was $7.2 million of total unrecognized compensation cost, net of estimated forfeitures, related to nonvested restricted stock units. That cost is expected to be recognized over a weighted-average period of 1.8 years, subject to meeting performance conditions. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Aug. 03, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is subject to various claims and contingencies arising in the normal course of business, including those relating to product liability, legal claims, employee benefits, environmental issues, and other matters. Management believes that at this time it is not probable that any of these claims will have a material adverse effect on the Company’s financial condition, results of operations, or cash flows. However, the outcomes of legal proceedings and claims brought against the Company are subject to uncertainty, and future developments could cause these actions or claims, individually or in aggregate, to have a material adverse effect on the Company’s financial condition, results of operations, or cash flows of a particular reporting period. |
Common Stock
Common Stock | 6 Months Ended |
Aug. 03, 2019 | |
Equity [Abstract] | |
Common Stock | Common Stock On November 29, 2018, the Company's board of directors approved a share repurchase plan (the “2018 Share Repurchase Program”) authorizing up to $50.0 million of repurchases of shares of the Company's common stock. The 2018 Share Repurchase Program is scheduled to expire on December 14, 2020. The Company purchased 196,507 shares at an average price of $11.34 per share, excluding commissions, for an aggregate amount of $2.2 million during the thirteen weeks ended August 3, 2019 , under the 2018 Share Repurchase Program. The Company purchased 480,595 shares at an average price of $10.69 per share, excluding commissions, for an aggregate amount of $5.1 million during the twenty-six weeks ended of August 3, 2019 , there was $42.0 million remaining available to repurchase shares of the Company's common stock under the 2018 Share Repurchase Program. As of August 3, 2019 , the Company held as treasury shares 7,416,218 shares of its common stock at an average price of $13.21 per share, excluding commissions, for an aggregate carrying amount of $98.0 million . The Company’s treasury shares may be issued under the 2010 Equity and Incentive Plan or for other corporate purposes. |
Investments
Investments | 6 Months Ended |
Aug. 03, 2019 | |
Schedule of Investments [Abstract] | |
Investments | Investments Cash Equivalents Investments classified as cash equivalents relate to highly-liquid investments with a maturity of three months or less at the date of purchase. As of August 3, 2019 and February 2, 2019 , these investments in the Company's portfolio consisted of commercial paper and a money market fund. Short-Term Investments As of August 3, 2019 and February 2, 2019 , short-term investments consisted of U.S. and non-U.S. corporate debt securities, municipal securities, and commercial paper with a maturity within one year of the balance sheet date. The balance as of February 2, 2019 , also included U.S. treasury securities. These debt securities are classified as available-for-sale; therefore, unrealized gains and losses are recorded within other comprehensive income. Interest income earned is recorded within interest income, net, in the Company's Condensed Consolidated Statements of Operations. The Company held $9.0 million and $19.4 million in short-term investments as of August 3, 2019 and February 2, 2019 , respectively. The following table summarizes the Company's short-term investments (in thousands): August 3, 2019 February 2, 2019 U.S. corporate debt securities $ 3,357 $ 5,769 Municipal securities 3,125 4,190 Non-U.S. corporate debt securities 1,510 5,808 Commercial paper 995 498 U.S. treasury securities — 3,116 Total short-term investments $ 8,987 $ 19,381 Long-Term Investments As of August 3, 2019 and February 2, 2019 , long-term investments consisted of U.S. and non-U.S. corporate debt securities, U.S. and non-U.S. asset-backed securities, and municipal securities with a maturity greater than one year from the balance sheet date. The balance as of August 3, 2019 also included other foreign securities. These debt securities are classified as available-for-sale; therefore, unrealized gains and losses are recorded within other comprehensive income. Interest income earned is recorded within interest income, net, in the Company's Condensed Consolidated Statements of Operations. The Company held $14.7 million and $23.7 million in long-term investments as of August 3, 2019 and February 2, 2019 , respectively. The following table summarizes the Company's long-term investments (in thousands): August 3, 2019 February 2, 2019 U.S. corporate debt securities $ 3,965 $ 9,499 U.S. asset-backed securities 5,330 7,169 Non-U.S. corporate debt securities 2,779 4,675 Non-U.S. asset-backed securities 806 1,127 Municipal securities 1,271 1,265 Other foreign securities 501 — Total long-term investments $ 14,652 $ 23,735 There were no material gross unrealized gains or losses on available-for-sale debt securities as of August 3, 2019 and February 2, 2019 . |
Acquisition of Pura Vida
Acquisition of Pura Vida | 6 Months Ended |
Aug. 03, 2019 | |
Business Combinations [Abstract] | |
Acquisition of Pura Vida | Acquisition of Pura Vida On July 16, 2019, the Company completed its acquisition of a seventy-five percent ( 75% ) ownership interest in Creative Genius, Inc. or “Pura Vida” (the “Transaction”) in exchange for cash consideration of approximately $75 million , subject to certain adjustments, including working capital. Pura Vida, based in La Jolla, California, is a rapidly growing, digitally native, and highly engaging lifestyle brand that deeply resonates with its loyal consumer following. The Pura Vida brand has a differentiated and expanding offering of bracelets, jewelry, and other lifestyle accessories. The Company believes that the acquisition will strengthen the Company by providing increased product diversification and future growth opportunities partially as a result of resource and knowledge-sharing. In accordance with the Interest Purchase Agreement, the Company also agreed to a contingent payment of up to $22.5 million payable during the first quarter of calendar year 2020 based on calendar year 2019 adjusted EBITDA of Pura Vida, as defined in the Interest Purchase Agreement. This contingent payment is recorded as an earn-out liability on the Company's Condensed Consolidated Balance Sheets at its acquisition-date fair value of $20.9 million . The maximum payout of this contingent payment is $22.5 million . The Company’s existing available cash, cash equivalents, and investments funded the purchase price due at the closing of the Transaction. Pre-tax Transaction costs totaled $1.9 million and $2.7 million for the thirteen and twenty-six weeks ended August 3, 2019 , respectively. These costs are recorded within selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations and within corporate unallocated expenses. On July 16, 2019, as contemplated by the Interest Purchase Agreement, the Company and certain of its subsidiaries and the owners of the remaining twenty-five percent ( 25% ) ownership interest in Pura Vida which was not acquired by the Company entered into a Put/Call Agreement. The following preliminary schedule summarizes the consideration paid for Pura Vida, the fair value of the assets acquired and liabilities assumed, the fair value of the noncontrolling interest, and the fair value of the contingent consideration related to the earn-out provision. The accounting for the acquisition is preliminary as the Company has not yet finalized the working capital purchase price adjustment or the valuation of the aforementioned items. in thousands Fair Value at Acquisition Date Cash and cash equivalents $ 1,495 Accounts receivable, net (5) 8,673 Inventories (1) 27,643 Prepaid expenses and other current assets 1,537 Operating right of use asset 1,250 Property, plant, and equipment, net 751 Goodwill (2) 41,310 Intangible asset, brand (3) 36,668 Other intangible assets (4) 25,283 Total assets acquired 144,610 Accounts payable 6,818 Accrued employment costs 2,351 Other accrued liabilities (5) 6,637 Operating lease liability 1,659 Total liabilities assumed 17,465 Less: Contingent consideration related to earn-out provision (6) (20,854 ) Redeemable noncontrolling interest (31,786 ) Cash acquired (1,495 ) Total closing consideration amount, net of cash acquired $ 73,010 (1) Includes an $8.3 million step-up adjustment which will be recognized in cost of sales within four months of the acquisition. Inventories were valued using the cost approach. The significant assumptions used for the valuation include inventory balances, projected gross and operating margins, and cost and time to dispose (sell) inventory on hand. (2) Refer to Notes 1 and 14 herein for additional information regarding goodwill. (3) The brand intangible asset was valued using the relief-from-royalty method. The significant assumptions used for the valuation include the royalty rate, estimated projected revenues, long-term growth rate, and the discount rate. Refer to Note 14 herein for additional information regarding intangible assets. (4) Other intangible assets include customer relationships and non-competition agreements. Customer relationships were valued using the multi-period excess earnings method. Significant assumptions used for the valuation include projected cash flows, the discount rate, and customer attrition rate. The non-competition agreements were valued using the with-or-without method. Significant assumptions used for the valuation include projected cash flows, probability of competition, impact of competition on business, and the discount rate. Refer to Note 14 herein for additional information regarding intangible assets. (5) Includes $4.1 million related to an indemnified liability. (6) Contingent consideration related to the earn-out provision was valued using a Monte Carlo simulation in order to forecast the value of the potential future payment. Significant assumptions used for the valuation include the discount rate, projected cash flows, and calculated volatility. The operations of Pura Vida are recorded in the Company's Condensed Consolidated Statements of Operations for the thirteen and twenty-six weeks ending August 3, 2019, beginning on July 17, 2019, which represents the first full day following the acquisition. As such, the Company's financial statements are not comparable with the prior-year period presented. Refer to Note 16 herein for segment-level financial information associated with Pura Vida. The following pro forma financial information is intended to provide a sense for what the Company's operating results may have been if the Pura Vida acquisition had occurred at the beginning of fiscal 2019. The pro forma financial information is not indicative of the results that would have been reflected had the transaction actually occurred as of that date, nor is it necessarily indicative of the Company’s future results. The financial information includes expense related to supplemental officer wages and fully indemnified state sales tax matters for time periods before the acquisition date. The Company does not expect these items to have a continuing impact on its consolidated financial statements. The following adjustments have been made: • Short-term purchase accounting items, such as the inventory step-up adjustment, have been excluded due to their non-recurring nature; • Definite-lived intangible amortization that exceeds one year has been reflected as if it occurred at the beginning of fiscal 2019; • Transaction costs have been excluded; and • Tax expense has been estimated at a statutory rate of 25.0% . Thirteen Weeks Ended Twenty-Six Weeks Ended in thousands, except per share data August 3, August 4, August 3, August 4, Pro forma net revenues $ 141,099 $ 130,765 $ 249,091 $ 226,728 Pro forma net income 7,557 8,692 4,677 6,324 Pro forma net income attributable to Vera Bradley, Inc. 7,574 8,850 5,035 6,826 Pro forma basic net income per share attributable to Vera Bradley, Inc. $ 0.22 $ 0.25 $ 0.15 $ 0.19 Pro forma diluted net income per share attributable to Vera Bradley, Inc. $ 0.22 $ 0.25 $ 0.15 $ 0.19 |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 6 Months Ended |
Aug. 03, 2019 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Noncontrolling Interest | Redeemable Noncontrolling Interest Redeemable noncontrolling interest represents the remaining twenty-five percent ( 25% ) interest in Pura Vida not acquired by the Company. Refer to Note 1 herein for additional information. Changes in redeemable noncontrolling interest for the thirteen and twenty-six weeks ended August 3, 2019, were as follows (in thousands): Balance at February 2, 2019 and May 4, 2019 — Fair value of noncontrolling interest at acquisition 31,786 Net loss attributable to redeemable noncontrolling interest (136 ) Balance at August 3, 2019 $ 31,650 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Aug. 03, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill The following table details the carrying value of the Company's intangible assets other than goodwill related to the acquisition of a majority interest in Pura Vida. The comparable prior-year period did not include intangible assets or goodwill. The valuation of the intangible assets and goodwill is preliminary and adjustments may be reflected during the measurement period. August 3, 2019 in thousands Gross Basis Accumulated Amortization (1) Carrying Amount Definite-lived intangible assets Customer Relationships $ 24,495 $ 408 $ 24,087 Non-competition Agreements 788 7 781 Total definite-lived intangible assets 25,283 415 24,868 Indefinite-lived intangible asset Pura Vida Brand 36,668 — 36,668 Total intangible assets, excluding goodwill $ 61,951 $ 415 $ 61,536 (1) Amortization expense is recorded within the Pura Vida segment. The provisional weighted-average amortization period for the definite-lived intangible assets in total is 3.6 years. The provisional weighted-average amortization period is 3.6 years and 5.0 years for customer relationships and non-competition agreements, respectively. The provisional amortization expense for intangible assets is as follows (in thousands): Amortization Expense Fiscal 2020 (remaining 6 months) $ 4,977 Fiscal 2021 9,070 Fiscal 2022 3,129 Fiscal 2023 3,129 Fiscal 2024 3,129 Thereafter 1,434 Total $ 24,868 The total amount of the provisional goodwill as of August 3, 2019, was $41.3 million recorded within the Pura Vida segment upon acquisition. Goodwill is expected to be deductible for tax purposes, limited to the Company's 75% majority ownership interest. Refer to Notes 1 and 12 herein for addition information regarding goodwill. Changes in goodwill for the thirteen and twenty-six weeks ended August 3, 2019, were as follows (in thousands): Balance at February 2, 2019 and May 4, 2019 — Goodwill at acquisition 41,310 Balance at August 3, 2019 $ 41,310 |
Inventories
Inventories | 6 Months Ended |
Aug. 03, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The components of inventories were as follows: August 3, February 2, Raw materials (1) $ 2,815 $ — Finished goods 127,903 91,581 Total inventories $ 130,718 $ 91,581 (1) Relates solely to Pura Vida operations. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Aug. 03, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting Beginning in the second quarter of fiscal 2020, the Company has included an additional segment for Pura Vida due to its acquisition. As a result, the Company now has three operating segments, which are also its reportable segments: Vera Bradley Direct (“VB Direct”), Vera Bradley Indirect (“VB Indirect”), and Pura Vida. These operating segments are components of the Company for which separate financial information is available and for which operating results are evaluated on a regular basis by the chief operating decision maker in deciding how to allocate resources and in assessing the performance of the segments. The VB Direct segment includes Vera Bradley full-line and factory outlet stores; the Vera Bradley website, verabradley.com; the Vera Bradley online outlet site; and the Vera Bradley annual outlet sale. Revenues generated from this segment are driven through the sale of Vera Bradley-branded products from Vera Bradley to end consumers. The VB Indirect segment represents revenues generated through the distribution of Vera Bradley-branded products to specialty retailers representing approximately 2,200 locations, substantially all of which are located in the United States; key accounts, which include department stores, national accounts, third-party e-commerce sites, and third-party inventory liquidators; and royalties recognized through licensing agreements related to the Vera Bradley brand. The Pura Vida segment represents revenues generated through the Pura Vida websites, www.puravidabracelets.com and www.puravidabracelets.eu, and through the distribution of Pura Vida-branded products to wholesale retailers, substantially all of which are located in the United States. Corporate costs represent the Company’s administrative expenses, which include, but are not limited to: human resources, legal, finance, information technology, design, product development, merchandising, corporate-level marketing and advertising, and various other corporate-level-activity-related expenses not directly attributable to a reportable segment. All intercompany-related activities are eliminated in consolidation and are excluded from the segment reporting. Company management evaluates segment operating results based on several indicators. The primary or key performance indicators for each segment are net revenues and operating income. Net revenues and operating income information for the Company’s reportable segments during the thirteen and twenty-six weeks ended August 3, 2019 and August 4, 2018 , respectively, consisted of the following (in thousands): Thirteen Weeks Ended Twenty-Six Weeks Ended August 3, August 4, August 3, August 4, Segment net revenues: VB Direct $ 94,380 $ 91,021 $ 165,516 $ 156,553 VB Indirect 20,017 22,604 39,884 43,663 Pura Vida 5,388 — 5,388 — Total $ 119,785 $ 113,625 $ 210,788 $ 200,216 Segment operating income (loss): VB Direct $ 22,137 $ 22,318 $ 30,497 $ 29,608 VB Indirect 7,162 8,827 14,869 17,111 Pura Vida (542 ) — (542 ) — Total $ 28,757 $ 31,145 $ 44,824 $ 46,719 Reconciliation: Segment operating income $ 28,757 $ 31,145 $ 44,824 $ 46,719 Less: Unallocated corporate expenses (21,409 ) (19,129 ) (41,121 ) (36,615 ) Operating income $ 7,348 $ 12,016 $ 3,703 $ 10,104 |
Description of the Company an_2
Description of the Company and Basis of Presentation (Policies) | 6 Months Ended |
Aug. 03, 2019 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying unaudited consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as permitted by such rules and regulations. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 2, 2019 , filed with the SEC. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and its majority owned subsidiary, Pura Vida beginning on July 17, 2019. The Company has eliminated intercompany balances and transactions in consolidation. |
Fiscal Periods | Fiscal Periods The Company’s fiscal year ends on the Saturday closest to January 31. References to the fiscal quarters ended August 3, 2019 and August 4, 2018 , refer to the thirteen-week periods ended on those dates. |
Operating Leases | Operating Leases Accounting Standard Codification (“ASC”) Topic 842, Leases , was adopted on a modified retrospective basis on February 3, 2019. Accordingly, prior year financial information contained herein was not recast and is reported under the prior accounting standard. This comparability primarily impacts the Company's Condensed Consolidated Balance Sheets. Refer to Note 3 herein for additional information regarding the Company's leases. The Company recognizes lease liabilities at the lease commencement date based upon the present value of the remaining lease payments. Operating right-of-use assets are based on the lease liability adjusted for prepaid rent, deferred rent, and tenant allowances received from certain of the Company’s landlords, primarily for its retail store locations. Operating lease liabilities are amortized based upon the effective interest method. Operating right-of-use assets are amortized based upon the straight line lease expense less interest on the lease liability. Operating lease expense is recognized on a straight-line basis over the lease term. Variable rent expense is recognized in the period incurred. |
Business Combination | Business Combination The Company acquired a majority interest in Pura Vida on July 16, 2019. In connection with a business combination, the Company records the identifiable assets acquired, liabilities assumed, contingent consideration liabilities, if any, and any noncontrolling interest in the acquiree at their acquisition-date fair values. Goodwill is measured indirectly as the excess of the sum of (1) the consideration transferred (including contingent consideration, if any) and (2) the fair value of any noncontrolling interest in the acquiree over the net assets acquired and liabilities assumed. Refer to Note 12 herein for additional information. These fair value assessments require management judgment and include the use of significant estimates and assumptions including future cash flows, discount and other market rates, and asset lives, among other items. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Upon an acquisition, the Company records the fair value of the identifiable intangible assets. As of August 3, 2019, these items consisted of the Pura Vida brand, customer relationships, and non-competition agreements. Assets that are determined to have an indefinite life, including goodwill and the Pura Vida Brand, are not amortized but are assessed for impairment at least annually or whenever events or circumstances indicate that the carrying amount of the asset may not be recoverable. Definite-lived intangible assets, including customer relationships and non-competition agreements, are amortized over their estimated useful lives and are also subject to impairment testing, similar to the Company’s long-lived assets. |
Redeemable Noncontrolling Interest | Redeemable Noncontrolling Interest On July 16, 2019, as contemplated by the Interest Purchase Agreement, the Company and certain of its subsidiaries and the owners of the remaining twenty-five percent ( 25% ) ownership interest in Pura Vida (the “Sellers”) which was not acquired by the Company (the “Remaining Pura Vida Interest”) entered into a Put/Call Agreement (the “Put/Call Agreement”). Pursuant to the Put/Call Agreement, and subject to the terms and conditions thereof, the Sellers have the right to sell all of the Remaining Pura Vida Interest to the Company, and the Company has the right to purchase all of the Remaining Pura Vida Interests from Sellers, in each case generally at any time following the fifth anniversary of the closing date of the Transaction until the tenth anniversary thereof. The purchase price for any Remaining Pura Vida Interest put to, or called by, the Company will be determined based on the arithmetic average of a multiple of adjusted EBITDA of Pura Vida and a multiple of adjusted EBITDA of the Company, as defined in the Put/Call Agreement, over the twelve-month period ending on the last day of the month immediately preceding the month in which an exercise notice is delivered by a relevant party. In the event of a change in control of the Company, the parties may exercise a portion of their put and call rights prior to the fifth anniversary of the closing date (as defined in the Put/Call Agreement). As a result of this redemption feature, the Company recorded the noncontrolling interest as redeemable and classified it in temporary equity within its Condensed Consolidated Balance Sheets initially at its acquisition-date fair value. The noncontrolling interest is adjusted each reporting period for income (or loss) attributable to the noncontrolling interest. A measurement period adjustment, if any, is then made to the noncontrolling interest to adjust the carrying value to the redemption value each reporting period, subject to certain limits. These adjustments are recognized through retained earnings and are not reflected in net income or net income attributable to Vera Bradley, Inc. When calculating earnings per share attributable to Vera Bradley, Inc., the Company adjusts net income attributable to Vera Bradley, Inc. for the measurement period adjustment to the extent the redemption value exceeds the fair value of the noncontrolling interest on a cumulative basis. Refer to Note 13 herein for additional information regarding the redeemable noncontrolling interest. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases , which increases transparency and comparability among organizations by requiring lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by leases and disclosing key information about leasing arrangements. This guidance is effective for interim and annual periods beginning on or after December 15, 2018. In July 2018, the FASB issued ASU 2018-11 for targeted improvements, including the option of allowing entities to initially apply the new leases standard at the adoption date (February 3, 2019 for the Company) and recognize a cumulative-effect adjustment to the opening balance of retained earnings. The Company adopted the standard using this adoption method on February 3, 2019 (the beginning of fiscal 2020) and recorded a $0.2 million beginning retained earnings adjustment. In addition, the Company evaluated the usage of applicable transition relief practical expedients at the adoption date as follows: Practical Expedient Package The Company elected the practical expedient package and did not re-assess whether a contract was or contained a lease; did not re-assess lease classification as an operating or financing lease for expired or existing leases; and did not re-assess whether a lease contained initial direct costs for expired or existing leases. Hindsight The Company did not elect the hindsight practical expedient, which allows for hindsight when assessing the lease term and impairment of right-of-use assets. The Company has operating leases at all of its retail stores; therefore, the adoption of this standard resulted in a material increase of assets and liabilities on the Company’s Condensed Consolidated Balance Sheets. The opening balance of its operating lease liabilities was approximately $149 million and its operating right-of-use assets were approximately $126 million at transition on February 3, 2019. The adoption of this standard had no impact on the Company's Condensed Consolidated Statements of Operations and its Condensed Consolidated Statements of Cash Flows. Refer to Note 3 herein for additional information regarding ASC Topic 842, including details of practical expedients related to policy elections. In August 2018, the FASB issued ASU 2018-15, Customers Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which aligns the requirements for capitalizing or expensing implementation costs in hosting arrangements (regardless of whether they convey a license to the hosted software) with capitalizing or expensing implementation costs incurred to develop or obtain internal-use software. This guidance is effective for interim and annual periods beginning on or after December 15, 2019 (fiscal 2021). Early adoption is permitted, and the amendments can be adopted either retrospectively or prospectively. The Company adopted this standard at the beginning of its fiscal 2020 (February 3, 2019) on a prospective basis. The adoption of this standard had an immaterial impact on the Company's Condensed Consolidated Financial Statements. Recently Issued Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-13, Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements . The amendments in this update remove, modify, and add certain disclosure requirements to ASC 820, Fair Value Measurement . This guidance is effective for interim and annual periods beginning on or after December 15, 2019 (fiscal 2021). Early adoption is permitted, and certain amendments are to be adopted prospectively for only the most recent annual or interim period presented in the initial year of adoption or retrospectively. The Company is currently evaluating the impact of the guidance on its consolidated financial statements. In January 2017 the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . This standard eliminates Step 2 from the goodwill impairment test. Instead, an entity should compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years (fiscal 2021). Early adoption is permitted. The Company is currently evaluating the impact of the guidance on its consolidated financial statements. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following presents the Company's net revenues disaggregated by product category for the thirteen and twenty-six weeks ended August 3, 2019 and August 4, 2018 (in thousands): Thirteen Weeks Ended August 3, 2019 VB Direct Segment VB Indirect Segment Pura Vida Segment Total Product categories Bags $ 39,682 $ 10,993 $ — $ 50,675 Travel 23,285 3,580 — 26,865 Accessories 20,987 3,965 5,220 30,172 Home 7,829 240 — 8,069 Other 2,597 (1) 1,239 (2) 168 (3) 4,004 Total net revenues $ 94,380 (4) $ 20,017 (5) $ 5,388 (4) $ 119,785 (1) Primarily includes net revenues from apparel/footwear, stationery, freight, and gift card breakage. (2) Primarily includes net revenues from licensing agreements, freight, apparel/footwear, and merchandising. (3) Related to freight. (4) Net revenues were related to product sales recognized at a point in time. (5) $19.1 million of net revenues related to product sales recognized at a point in time and $0.9 million of net revenues related to sales-based royalties recognized over time. Thirteen Weeks Ended August 4, 2018 VB Direct Segment VB Indirect Segment Pura Vida Segment Total Product categories Bags $ 39,194 $ 12,315 $ — $ 51,509 Travel 23,123 4,360 — 27,483 Accessories 20,261 4,415 — 24,676 Home 6,144 378 — 6,522 Other 2,299 (1) 1,136 (2) — 3,435 Total net revenues $ 91,021 (3) $ 22,604 (4) $ — $ 113,625 (1) Primarily includes net revenues from apparel/footwear, stationery, freight, and gift card breakage. (2) Primarily includes net revenues from licensing agreements, freight, apparel/footwear, and merchandising. (3) Net revenues were related to product sales recognized at a point in time. (4) $21.8 million of net revenues related to product sales recognized at a point in time and $0.8 million of net revenues related to sales-based royalties recognized over time. |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Leases [Abstract] | |
Leases, Practical Expedients | The Company has elected the following practical expedients as policy elections upon the adoption of ASC Topic 842. Short-Term Leases The Company elected to exclude leases with a term of 12 months or less from recognition on the balance sheet for all leases. Not Separating Lease and Nonlease Components The Company elected to combine lease and nonlease components and recognize as a single lease component for all leases. |
Schedule of Lease, Cost | The following lease expense is recorded within cost of sales for the Asia sourcing office and certain equipment leases and within selling, general, and administrative expenses for all other leases, including retail store leases, in the Company's Condensed Consolidated Statement of Operations for the thirteen and twenty-six weeks ended August 3, 2019 (in thousands): Thirteen Weeks Ended Twenty-Six Weeks Ended August 3, 2019 August 3, 2019 Operating lease cost $ 7,010 $ 14,367 Variable lease cost 2,528 4,765 Short-term lease cost 143 333 Total lease cost $ 9,681 $ 19,465 |
Supplemental operating cash flow information | Supplemental operating cash flow information was as follows (in thousands): Twenty-Six Weeks Ended August 3, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 16,175 Right-of-use assets increase as a result of new and modified operating lease liabilities, net $ 7,144 |
Maturity Analysis of Operating Lease Liabilities | Maturities of the Company's operating lease liabilities (undiscounted) reconciled to its lease liability as of August 3, 2019 were as follows (in thousands): Operating Leases Fiscal 2020 (remaining six months) $ 12,105 Fiscal 2021 31,712 Fiscal 2022 29,244 Fiscal 2023 25,274 Fiscal 2024 21,947 Thereafter 48,581 Total remaining obligations 168,863 Less: Interest 25,040 Present value of lease liabilities $ 143,823 |
Schedule of Future Minimum Rental Payments for Operating Leases | Under the prior accounting standard (ASC Topic 840), the maturities of minimum lease payments as disclosed in the Company's Annual Report on Form 10-K as of the fiscal year ended February 2, 2019 were as follows: Operating Leases Fiscal 2020 $ 32,658 Fiscal 2021 32,017 Fiscal 2022 29,707 Fiscal 2023 25,933 Fiscal 2024 22,250 Thereafter 45,099 Total remaining minimum lease payments $ 187,664 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Earnings Per Share [Abstract] | |
Components of Basic and Diluted Net Income Per Share | The components of basic and diluted earnings per share were as follows (in thousands, except per share data): Thirteen Weeks Ended Twenty-Six Weeks Ended August 3, August 4, August 3, August 4, Numerator: Net income $ 5,718 $ 9,282 $ 3,313 $ 7,912 Less: Net loss attributable to redeemable noncontrolling interest (136 ) — (136 ) — Net income attributable to Vera Bradley, Inc. $ 5,854 $ 9,282 $ 3,449 $ 7,912 Denominator: Weighted-average number of common shares (basic) 34,178 35,540 34,203 35,536 Dilutive effect of stock-based awards 202 195 273 197 Weighted-average number of common shares (diluted) 34,380 35,735 34,476 35,733 Net income per share attributable to Vera Bradley, Inc.: Basic $ 0.17 $ 0.26 $ 0.10 $ 0.22 Diluted $ 0.17 $ 0.26 $ 0.10 $ 0.22 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments Fair Value Disclosures (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements of Investments | The following table details the fair value measurements of the Company's investments and contingent consideration as of August 3, 2019 and February 2, 2019 (in thousands): Level 1 Level 2 Level 3 August 3, 2019 February 2, 2019 August 3, 2019 February 2, 2019 August 3, 2019 February 2, 2019 Cash equivalents (1) $ 1,129 $ 2,169 $ 995 $ 6,493 $ — $ — Short-term investments: U.S. corporate debt securities — — 3,357 5,769 — — Municipal securities — — 3,125 4,190 — — Non-U.S. corporate debt securities — — 1,510 5,808 — — U.S. treasury securities — 3,116 — — — — Commercial paper — — 995 498 — — Long-term investments: U.S. corporate debt securities — — 3,965 9,499 — — U.S. asset-backed securities — — 5,330 7,169 — — Non-U.S. corporate debt securities — — 2,779 4,675 — — Non-U.S. asset-backed securities — — 806 1,127 — — Municipal securities — — 1,271 1,265 — — Other foreign securities — — 501 — — — Contingent consideration related to earn-out provision (2) — — — — 20,854 — (1) Cash equivalents include commercial paper and a money market fund that have a maturity of three months or less at the date of purchase. Due to their short maturity, the Company believes the carrying value approximates fair value. (2) Refer to Note 12 herein for additional information. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Restricted-Stock Awards and Restricted-Stock Units | The following table sets forth a summary of restricted stock unit activity for the twenty-six weeks ended August 3, 2019 (units in thousands): Time-based Restricted Stock Units Performance-based Restricted Stock Units Number of Units Weighted- Average Grant Date Fair Value (per unit) Number of Units Weighted- Average Grant Date Fair Value (per unit) Nonvested units outstanding at February 2, 2019 473 $ 11.75 442 $ 11.38 Granted 236 13.10 171 13.10 Vested (265 ) 12.23 (50 ) 19.62 Forfeited (2 ) 13.44 (2 ) 9.90 Nonvested units outstanding at August 3, 2019 442 $ 12.18 561 $ 11.18 |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Schedule of Investments [Abstract] | |
Summary of Investments | The following table summarizes the Company's long-term investments (in thousands): August 3, 2019 February 2, 2019 U.S. corporate debt securities $ 3,965 $ 9,499 U.S. asset-backed securities 5,330 7,169 Non-U.S. corporate debt securities 2,779 4,675 Non-U.S. asset-backed securities 806 1,127 Municipal securities 1,271 1,265 Other foreign securities 501 — Total long-term investments $ 14,652 $ 23,735 The following table summarizes the Company's short-term investments (in thousands): August 3, 2019 February 2, 2019 U.S. corporate debt securities $ 3,357 $ 5,769 Municipal securities 3,125 4,190 Non-U.S. corporate debt securities 1,510 5,808 Commercial paper 995 498 U.S. treasury securities — 3,116 Total short-term investments $ 8,987 $ 19,381 |
Acquisition of Pura Vida (Table
Acquisition of Pura Vida (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | in thousands Fair Value at Acquisition Date Cash and cash equivalents $ 1,495 Accounts receivable, net (5) 8,673 Inventories (1) 27,643 Prepaid expenses and other current assets 1,537 Operating right of use asset 1,250 Property, plant, and equipment, net 751 Goodwill (2) 41,310 Intangible asset, brand (3) 36,668 Other intangible assets (4) 25,283 Total assets acquired 144,610 Accounts payable 6,818 Accrued employment costs 2,351 Other accrued liabilities (5) 6,637 Operating lease liability 1,659 Total liabilities assumed 17,465 Less: Contingent consideration related to earn-out provision (6) (20,854 ) Redeemable noncontrolling interest (31,786 ) Cash acquired (1,495 ) Total closing consideration amount, net of cash acquired $ 73,010 (1) Includes an $8.3 million step-up adjustment which will be recognized in cost of sales within four months of the acquisition. Inventories were valued using the cost approach. The significant assumptions used for the valuation include inventory balances, projected gross and operating margins, and cost and time to dispose (sell) inventory on hand. (2) Refer to Notes 1 and 14 herein for additional information regarding goodwill. (3) The brand intangible asset was valued using the relief-from-royalty method. The significant assumptions used for the valuation include the royalty rate, estimated projected revenues, long-term growth rate, and the discount rate. Refer to Note 14 herein for additional information regarding intangible assets. (4) Other intangible assets include customer relationships and non-competition agreements. Customer relationships were valued using the multi-period excess earnings method. Significant assumptions used for the valuation include projected cash flows, the discount rate, and customer attrition rate. The non-competition agreements were valued using the with-or-without method. Significant assumptions used for the valuation include projected cash flows, probability of competition, impact of competition on business, and the discount rate. Refer to Note 14 herein for additional information regarding intangible assets. (5) Includes $4.1 million related to an indemnified liability. (6) Contingent consideration related to the earn-out provision was valued using a Monte Carlo simulation in order to forecast the value of the potential future payment. Significant assumptions used for the valuation include the discount rate, projected cash flows, and calculated volatility. |
Schedule of Business Acquisition, Pro Forma Information | Thirteen Weeks Ended Twenty-Six Weeks Ended in thousands, except per share data August 3, August 4, August 3, August 4, Pro forma net revenues $ 141,099 $ 130,765 $ 249,091 $ 226,728 Pro forma net income 7,557 8,692 4,677 6,324 Pro forma net income attributable to Vera Bradley, Inc. 7,574 8,850 5,035 6,826 Pro forma basic net income per share attributable to Vera Bradley, Inc. $ 0.22 $ 0.25 $ 0.15 $ 0.19 Pro forma diluted net income per share attributable to Vera Bradley, Inc. $ 0.22 $ 0.25 $ 0.15 $ 0.19 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interest (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Temporary Equity Disclosure [Abstract] | |
Schedule of changes in redeemable noncontrolling interest | Changes in redeemable noncontrolling interest for the thirteen and twenty-six weeks ended August 3, 2019, were as follows (in thousands): Balance at February 2, 2019 and May 4, 2019 — Fair value of noncontrolling interest at acquisition 31,786 Net loss attributable to redeemable noncontrolling interest (136 ) Balance at August 3, 2019 $ 31,650 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The following table details the carrying value of the Company's intangible assets other than goodwill related to the acquisition of a majority interest in Pura Vida. The comparable prior-year period did not include intangible assets or goodwill. The valuation of the intangible assets and goodwill is preliminary and adjustments may be reflected during the measurement period. August 3, 2019 in thousands Gross Basis Accumulated Amortization (1) Carrying Amount Definite-lived intangible assets Customer Relationships $ 24,495 $ 408 $ 24,087 Non-competition Agreements 788 7 781 Total definite-lived intangible assets 25,283 415 24,868 Indefinite-lived intangible asset Pura Vida Brand 36,668 — 36,668 Total intangible assets, excluding goodwill $ 61,951 $ 415 $ 61,536 (1) Amortization expense is recorded within the Pura Vida segment. |
Schedule of Indefinite-Lived Intangible Assets | The following table details the carrying value of the Company's intangible assets other than goodwill related to the acquisition of a majority interest in Pura Vida. The comparable prior-year period did not include intangible assets or goodwill. The valuation of the intangible assets and goodwill is preliminary and adjustments may be reflected during the measurement period. August 3, 2019 in thousands Gross Basis Accumulated Amortization (1) Carrying Amount Definite-lived intangible assets Customer Relationships $ 24,495 $ 408 $ 24,087 Non-competition Agreements 788 7 781 Total definite-lived intangible assets 25,283 415 24,868 Indefinite-lived intangible asset Pura Vida Brand 36,668 — 36,668 Total intangible assets, excluding goodwill $ 61,951 $ 415 $ 61,536 (1) Amortization expense is recorded within the Pura Vida segment. |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The provisional amortization expense for intangible assets is as follows (in thousands): Amortization Expense Fiscal 2020 (remaining 6 months) $ 4,977 Fiscal 2021 9,070 Fiscal 2022 3,129 Fiscal 2023 3,129 Fiscal 2024 3,129 Thereafter 1,434 Total $ 24,868 |
Schedule of Goodwill | Changes in goodwill for the thirteen and twenty-six weeks ended August 3, 2019, were as follows (in thousands): Balance at February 2, 2019 and May 4, 2019 — Goodwill at acquisition 41,310 Balance at August 3, 2019 $ 41,310 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | The components of inventories were as follows: August 3, February 2, Raw materials (1) $ 2,815 $ — Finished goods 127,903 91,581 Total inventories $ 130,718 $ 91,581 (1) Relates solely to Pura Vida operations. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Aug. 03, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Net Revenues and Operating Income Information for Reportable Segments | Net revenues and operating income information for the Company’s reportable segments during the thirteen and twenty-six weeks ended August 3, 2019 and August 4, 2018 , respectively, consisted of the following (in thousands): Thirteen Weeks Ended Twenty-Six Weeks Ended August 3, August 4, August 3, August 4, Segment net revenues: VB Direct $ 94,380 $ 91,021 $ 165,516 $ 156,553 VB Indirect 20,017 22,604 39,884 43,663 Pura Vida 5,388 — 5,388 — Total $ 119,785 $ 113,625 $ 210,788 $ 200,216 Segment operating income (loss): VB Direct $ 22,137 $ 22,318 $ 30,497 $ 29,608 VB Indirect 7,162 8,827 14,869 17,111 Pura Vida (542 ) — (542 ) — Total $ 28,757 $ 31,145 $ 44,824 $ 46,719 Reconciliation: Segment operating income $ 28,757 $ 31,145 $ 44,824 $ 46,719 Less: Unallocated corporate expenses (21,409 ) (19,129 ) (41,121 ) (36,615 ) Operating income $ 7,348 $ 12,016 $ 3,703 $ 10,104 |
Description of the Company an_3
Description of the Company and Basis of Presentation - Additional Information (Detail) $ in Thousands | 6 Months Ended | |||
Aug. 03, 2019USD ($)SegmentStorelocation | Jul. 16, 2019 | Feb. 03, 2019USD ($) | Feb. 02, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Number of reportable segments | Segment | 3 | |||
Number of full-line stores | Store | 94 | |||
Number of factory outlet stores | Store | 62 | |||
Number of specialty retail locations | location | 2,200 | |||
Retained earnings | $ 295,247 | $ 291,994 | ||
Operating lease liabilities | 143,823 | $ 149,000 | ||
Operating right-of-use assets | $ 122,240 | 126,000 | ||
Accounting Standards Update 2016-02 | ||||
Lessee, Lease, Description [Line Items] | ||||
Retained earnings | $ 200 | |||
Pura Vida | ||||
Lessee, Lease, Description [Line Items] | ||||
Ownership percentage by noncontrolling owners | 25.00% |
Revenue from Contracts with C_3
Revenue from Contracts with Customers Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 03, 2019 | Aug. 04, 2018 | Aug. 03, 2019 | Aug. 04, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | $ 119,785 | $ 113,625 | $ 210,788 | $ 200,216 |
VB Direct Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 94,380 | 91,021 | 165,516 | 156,553 |
VB Indirect Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 20,017 | 22,604 | 39,884 | 43,663 |
Pura Vida Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 5,388 | 5,388 | ||
Bags | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 50,675 | 51,509 | 88,333 | 87,337 |
Bags | VB Direct Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 39,682 | 39,194 | 67,349 | 64,794 |
Bags | VB Indirect Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 10,993 | 12,315 | 20,984 | 22,543 |
Travel | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 26,865 | 27,483 | 50,513 | 50,232 |
Travel | VB Direct Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 23,285 | 23,123 | 43,211 | 41,182 |
Travel | VB Indirect Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 3,580 | 4,360 | 7,302 | 9,050 |
Accessories | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 30,172 | 24,676 | 50,434 | 44,523 |
Accessories | VB Direct Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 20,987 | 20,261 | 37,047 | 35,940 |
Accessories | VB Indirect Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 3,965 | 4,415 | 8,167 | 8,583 |
Accessories | Pura Vida Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 5,220 | 5,220 | ||
Home | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 8,069 | 6,522 | 14,338 | 11,150 |
Home | VB Direct Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 7,829 | 6,144 | 13,514 | 10,314 |
Home | VB Indirect Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 240 | 378 | 824 | 836 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 4,004 | 3,435 | 7,170 | 6,974 |
Other | VB Direct Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 2,597 | 2,299 | 4,395 | 4,323 |
Other | VB Indirect Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 1,239 | 1,136 | 2,607 | 2,651 |
Other | Pura Vida Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 168 | 168 | ||
Transferred At Point In Time | VB Indirect Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | 19,100 | 21,800 | 38,000 | 41,900 |
Transferred Over Time | VB Indirect Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | $ 900 | $ 800 | $ 1,900 | $ 1,800 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers (Details) - USD ($) $ in Millions | Aug. 03, 2019 | Feb. 02, 2019 |
Revenue from Contract with Customer [Abstract] | ||
Unearned revenue, current | $ 2.6 | $ 1.6 |
Accounts receivable from contracts with customers, net of allowances | 23.6 | 14.1 |
Provision for doubtful accounts | $ 0.4 | $ 0.3 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | Aug. 03, 2019USD ($) |
Leases [Abstract] | |
Weighted-average discount rate | 5.00% |
Operating Lease, lease not yet commenced | $ 4.4 |
Lease not yet commenced, term of contract | 10 years |
Weighted-average remaining lease term | 5 years 11 months 19 days |
Leases - Total lease cost (Deta
Leases - Total lease cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Aug. 03, 2019 | Aug. 03, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 7,010 | $ 14,367 |
Variable lease cost | 2,528 | 4,765 |
Short-term lease cost | 143 | 333 |
Total lease cost | $ 9,681 | $ 19,465 |
Leases - Cash Flow Information
Leases - Cash Flow Information (Details) $ in Thousands | 6 Months Ended |
Aug. 03, 2019USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 16,175 |
Right-of-use assets increase as a result of new and modified operating lease liabilities, net | $ 7,144 |
Leases - Maturity Analysis of O
Leases - Maturity Analysis of Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Aug. 03, 2019 | Feb. 03, 2019 |
Leases [Abstract] | ||
Fiscal 2020 (remaining six months) | $ 12,105 | |
Fiscal 2021 | 31,712 | |
Fiscal 2022 | 29,244 | |
Fiscal 2023 | 25,274 | |
Fiscal 2024 | 21,947 | |
Thereafter | 48,581 | |
Total remaining obligations | 168,863 | |
Less: Interest | 25,040 | |
Present value of lease liabilities | $ 143,823 | $ 149,000 |
Leases - Maturity Analysis of_2
Leases - Maturity Analysis of Operating Lease Liabilities under ASC Topic 840 (Details) $ in Thousands | Feb. 02, 2019USD ($) |
Leases [Abstract] | |
Fiscal 2020 | $ 32,658 |
Fiscal 2021 | 32,017 |
Fiscal 2022 | 29,707 |
Fiscal 2023 | 25,933 |
Fiscal 2024 | 22,250 |
Thereafter | 45,099 |
Total remaining minimum lease payments | $ 187,664 |
Earnings Per Share - Components
Earnings Per Share - Components of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Aug. 03, 2019 | May 04, 2019 | Aug. 04, 2018 | May 05, 2018 | Aug. 03, 2019 | Aug. 04, 2018 | |
Numerator: | ||||||
Net income (loss) | $ 5,718 | $ 9,282 | $ 3,313 | $ 7,912 | ||
Less: Net loss attributable to redeemable noncontrolling interest | (136) | 0 | (136) | 0 | ||
Net income attributable to Vera Bradley, Inc. | $ 5,854 | $ (2,405) | $ 9,282 | $ (1,370) | $ 3,449 | $ 7,912 |
Denominator: | ||||||
Weighted-average number of common shares (basic) | 34,178 | 35,540 | 34,203 | 35,536 | ||
Dilutive effect of stock-based awards | 202 | 195 | 273 | 197 | ||
Weighted-average number of common shares (diluted) | 34,380 | 35,735 | 34,476 | 35,733 | ||
Net income per share attributable to Vera Bradley, Inc.: | ||||||
Basic (in dollars per share) | $ 0.17 | $ 0.26 | $ 0.10 | $ 0.22 | ||
Diluted (in dollars per share) | $ 0.17 | $ 0.26 | $ 0.10 | $ 0.22 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Aug. 03, 2019 | Feb. 02, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | $ 8,987 | $ 19,381 |
Long-term investments | 14,652 | 23,735 |
Contingent consideration related to earn-out provision | 20,854 | 0 |
Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,129 | 2,169 |
Contingent consideration related to earn-out provision | 0 | 0 |
Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 995 | 6,493 |
Contingent consideration related to earn-out provision | 0 | 0 |
Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Contingent consideration related to earn-out provision | 20,854 | 0 |
U.S. corporate debt securities | Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
U.S. corporate debt securities | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 3,357 | 5,769 |
Long-term investments | 3,965 | 9,499 |
U.S. corporate debt securities | Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Municipal securities | Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Municipal securities | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 3,125 | 4,190 |
Long-term investments | 1,271 | 1,265 |
Municipal securities | Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Non-U.S. corporate debt securities | Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Non-U.S. corporate debt securities | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 1,510 | 5,808 |
Long-term investments | 2,779 | 4,675 |
Non-U.S. corporate debt securities | Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
U.S. treasury securities | Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 3,116 |
U.S. treasury securities | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
U.S. treasury securities | Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Commercial paper | Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Commercial paper | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 995 | 498 |
Commercial paper | Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
U.S. asset-backed securities | Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 0 | 0 |
U.S. asset-backed securities | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 5,330 | 7,169 |
U.S. asset-backed securities | Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 0 | 0 |
Non-U.S. asset-backed securities | Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 0 | 0 |
Non-U.S. asset-backed securities | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 806 | 1,127 |
Non-U.S. asset-backed securities | Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 0 | 0 |
Other foreign securities | Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 0 | 0 |
Other foreign securities | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 501 | 0 |
Other foreign securities | Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | $ 0 | $ 0 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Narrative (Details) - USD ($) | 6 Months Ended | |
Aug. 03, 2019 | Aug. 04, 2018 | |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Impairment of intangible assets, finite-lived | $ 0 | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Millions | Sep. 07, 2018 | Aug. 03, 2019 | Feb. 02, 2019 |
Line of Credit [Member] | Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Available borrowings | $ 75 | $ 75 | |
Subsidiaries [Member] | Revolving Credit Facility [Member] | New Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 75 | ||
Increase (decrease) in aggregate credit facility principal amount | $ 25 | ||
Unused capacity, commitment fee percentage | 0.20% | ||
Debt instrument, fixed charge coverage ratio | 1 | ||
Available borrowings | $ 7.5 | ||
Subsidiaries [Member] | Revolving Credit Facility [Member] | New Credit Agreement [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 10.00% | ||
Subsidiaries [Member] | Minimum [Member] | Revolving Credit Facility [Member] | New Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | (1.00%) | ||
Subsidiaries [Member] | Minimum [Member] | Revolving Credit Facility [Member] | New Credit Agreement [Member] | Adjusted London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.00% | ||
Subsidiaries [Member] | Maximum [Member] | Revolving Credit Facility [Member] | New Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | (1.50%) | ||
Subsidiaries [Member] | Maximum [Member] | Revolving Credit Facility [Member] | New Credit Agreement [Member] | Adjusted London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.30% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||
Aug. 03, 2019 | Aug. 04, 2018 | Aug. 03, 2019 | Aug. 04, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 26.00% | 24.40% | 26.80% | 25.40% |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Aug. 03, 2019USD ($)shares | Aug. 04, 2018USD ($)shares | Aug. 03, 2019USD ($)shares | Aug. 04, 2018USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock unit vesting and settlement ratio to common shares | 1 | |||
Restricted-Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total unrecognized compensation cost, net of estimated forfeitures, related to nonvested restricted stock units | $ | $ 7.2 | $ 7.2 | ||
Weighted average period to recognize the total unrecognized compensation cost | 1 year 9 months 4 days | |||
Time-based Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted-stock awards/units granted in period | 236,000 | |||
Performance-based Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted-stock awards/units granted in period | 171,000 | |||
Restricted stock units vesting period, years | 3 years | |||
2010 Equity and Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Issuance of common stock shares | 6,076,001 | 6,076,001 | ||
2010 Equity and Incentive Plan [Member] | Restricted-Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted-stock awards/units granted in period | 0 | 66,069 | 407,264 | 475,214 |
Restricted-stock awards/units with an aggregate grant-date fair value | $ | $ 0.9 | $ 5.3 | $ 5.2 | |
Non-Employee Director [Member] | Restricted-Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units vesting period, years | 1 year |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Restricted-Stock Awards and Restricted-Stock Units (Detail) shares in Thousands | 6 Months Ended |
Aug. 03, 2019$ / sharesshares | |
Time-based Restricted Stock Units [Member] | |
Number of Units | |
Nonvested units outstanding, beginning balance | shares | 473 |
Granted, Number of Units | shares | 236 |
Vested, Number of Units | shares | (265) |
Forfeited, Number of Units | shares | (2) |
Nonvested units outstanding, ending balance | shares | 442 |
Weighted- Average Grant Date Fair Value (per unit) | |
Weighted-Average Grant Date Fair Value (per unit), beginning balance | $ / shares | $ 11.75 |
Granted, Weighted-Average Grant Date Fair Value (per unit) | $ / shares | 13.10 |
Vested, Weighted-Average Grant Date Fair Value (per unit) | $ / shares | 12.23 |
Forfeited, Weighted-Average Grant Date Fair Value (per unit) | $ / shares | 13.44 |
Weighted-Average Grant Date Fair Value (per unit), ending balance | $ / shares | $ 12.18 |
Performance-based Restricted Stock Units [Member] | |
Number of Units | |
Nonvested units outstanding, beginning balance | shares | 442 |
Granted, Number of Units | shares | 171 |
Vested, Number of Units | shares | (50) |
Forfeited, Number of Units | shares | (2) |
Nonvested units outstanding, ending balance | shares | 561 |
Weighted- Average Grant Date Fair Value (per unit) | |
Weighted-Average Grant Date Fair Value (per unit), beginning balance | $ / shares | $ 11.38 |
Granted, Weighted-Average Grant Date Fair Value (per unit) | $ / shares | 13.10 |
Vested, Weighted-Average Grant Date Fair Value (per unit) | $ / shares | 19.62 |
Forfeited, Weighted-Average Grant Date Fair Value (per unit) | $ / shares | 9.90 |
Weighted-Average Grant Date Fair Value (per unit), ending balance | $ / shares | $ 11.18 |
Common Stock (Details)
Common Stock (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Aug. 03, 2019 | May 04, 2019 | Aug. 04, 2018 | Aug. 03, 2019 | Feb. 02, 2019 | Nov. 29, 2018 | |
Equity, Class of Treasury Stock [Line Items] | ||||||
Average price per share of shares acquired (in dollars per share) | $ 13.21 | |||||
Treasury stock, value, acquired, cost method | $ 2,228,000 | $ 2,908,000 | $ 3,591,000 | |||
Number of shares held in treasury | 7,416,218 | 7,416,218 | ||||
Value of treasury stock | $ 97,975,000 | $ 97,975,000 | $ 92,839,000 | |||
2018 Share Repurchase Program [Member] | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Authorized amount under share repurchase program | $ 50,000,000 | |||||
Treasury stock, shares, acquired (in shares) | 196,507 | 480,595 | ||||
Average price per share of shares acquired (in dollars per share) | $ 11.34 | $ 10.69 | ||||
Treasury stock, value, acquired, cost method | $ 2,200,000 | $ 5,100,000 | ||||
Remaining authorized repurchase amount | $ 42,025,068 | $ 42,025,068 |
Investments - Short-Term Invest
Investments - Short-Term Investments (Details) - USD ($) $ in Thousands | Aug. 03, 2019 | Feb. 02, 2019 |
Investment Holdings [Line Items] | ||
Short-term investments | $ 8,987 | $ 19,381 |
Level 1 | Fair Value, Measurements, Recurring | U.S. corporate debt securities | ||
Investment Holdings [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | Municipal securities | ||
Investment Holdings [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | Non-U.S. corporate debt securities | ||
Investment Holdings [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | Commercial paper | ||
Investment Holdings [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | U.S. treasury securities | ||
Investment Holdings [Line Items] | ||
Short-term investments | 0 | 3,116 |
Level 2 | Fair Value, Measurements, Recurring | U.S. corporate debt securities | ||
Investment Holdings [Line Items] | ||
Short-term investments | 3,357 | 5,769 |
Level 2 | Fair Value, Measurements, Recurring | Municipal securities | ||
Investment Holdings [Line Items] | ||
Short-term investments | 3,125 | 4,190 |
Level 2 | Fair Value, Measurements, Recurring | Non-U.S. corporate debt securities | ||
Investment Holdings [Line Items] | ||
Short-term investments | 1,510 | 5,808 |
Level 2 | Fair Value, Measurements, Recurring | Commercial paper | ||
Investment Holdings [Line Items] | ||
Short-term investments | 995 | 498 |
Level 2 | Fair Value, Measurements, Recurring | U.S. treasury securities | ||
Investment Holdings [Line Items] | ||
Short-term investments | $ 0 | $ 0 |
Investments - Long-Term Investm
Investments - Long-Term Investments (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Aug. 03, 2019 | Feb. 02, 2019 | |
Investment Holdings [Line Items] | ||
Long-term investments | $ 14,652 | $ 23,735 |
Unrealized (loss) gain on available-for-sale investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | U.S. corporate debt securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | U.S. asset-backed securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | Non-U.S. corporate debt securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | Non-U.S. asset-backed securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | Municipal securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 0 | 0 |
Level 1 | Fair Value, Measurements, Recurring | Other foreign securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 0 | 0 |
Level 2 | Fair Value, Measurements, Recurring | U.S. corporate debt securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 3,965 | 9,499 |
Level 2 | Fair Value, Measurements, Recurring | U.S. asset-backed securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 5,330 | 7,169 |
Level 2 | Fair Value, Measurements, Recurring | Non-U.S. corporate debt securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 2,779 | 4,675 |
Level 2 | Fair Value, Measurements, Recurring | Non-U.S. asset-backed securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 806 | 1,127 |
Level 2 | Fair Value, Measurements, Recurring | Municipal securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | 1,271 | 1,265 |
Level 2 | Fair Value, Measurements, Recurring | Other foreign securities | ||
Investment Holdings [Line Items] | ||
Long-term investments | $ 501 | $ 0 |
Acquisition of Pura Vida - Narr
Acquisition of Pura Vida - Narrative (Details) - USD ($) $ in Thousands | Jul. 16, 2019 | Aug. 03, 2019 | Aug. 03, 2019 | Feb. 02, 2019 |
Business Acquisition [Line Items] | ||||
Contingent consideration related to earn-out provision | $ 20,854 | $ 20,854 | $ 0 | |
Pura Vida | ||||
Business Acquisition [Line Items] | ||||
Percentage of business acquired | 75.00% | |||
Purchase price of business combinations | $ 75,000 | |||
Contingent consideration arrangements, range of outcomes, value, high | 22,500 | 22,500 | ||
Contingent consideration related to earn-out provision | $ 20,854 | 20,900 | 20,900 | |
Pre- tax transaction costs | $ 1,900 | $ 2,700 | ||
Ownership percentage by noncontrolling owners | 25.00% | |||
Effective income tax rate reconciliation, at federal statutory income tax rate, percent | 25.00% |
Acquisition of Pura Vida - The
Acquisition of Pura Vida - The fair value of the assets acquired and liabilities assumed (Details) - USD ($) | Jul. 16, 2019 | Aug. 03, 2019 | May 04, 2019 | Feb. 02, 2019 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||
Goodwill | $ 41,310,000 | $ 0 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||
Contingent consideration related to earn-out provision | (20,854,000) | 0 | ||
Redeemable noncontrolling interest | (31,650,000) | $ 0 | $ 0 | |
Pura Vida | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||
Cash and cash equivalents | $ 1,495,000 | |||
Accounts receivable, net | 8,673,000 | |||
Inventories | 27,643,000 | |||
Prepaid expenses and other current assets | 1,537,000 | |||
Operating right of use asset | 1,250,000 | |||
Property, plant, and equipment, net | 751,000 | |||
Goodwill | 41,310,000 | |||
Intangible asset, brand | 36,668,000 | |||
Other intangible assets | 25,283,000 | |||
Total assets acquired | 144,610,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||
Accounts payable | 6,818,000 | |||
Accrued employment costs | 2,351,000 | |||
Other accrued liabilities | 6,637,000 | |||
Operating lease liability | 1,659,000 | |||
Total liabilities assumed | 17,465,000 | |||
Contingent consideration related to earn-out provision | (20,854,000) | $ (20,900,000) | ||
Redeemable noncontrolling interest | (31,786,000) | |||
Total closing consideration amount, net of cash acquired | 73,010,000 | |||
Step-up adjustment, inventory | 8,300,000 | |||
Indemnity liability | $ 4,100,000 |
Acquisition of Pura Vida - Pro
Acquisition of Pura Vida - Pro forma Information (Details) - Pura Vida - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 03, 2019 | Aug. 04, 2018 | Aug. 03, 2019 | Aug. 04, 2018 | |
Business Acquisition [Line Items] | ||||
Pro forma net revenues | $ 141,099 | $ 130,765 | $ 249,091 | $ 226,728 |
Pro forma net income | 7,557 | 8,692 | 4,677 | 6,324 |
Parent | ||||
Business Acquisition [Line Items] | ||||
Pro forma net income | $ 7,574 | $ 8,850 | $ 5,035 | $ 6,826 |
Pro forma basic net income per share attributable to Vera Bradley, Inc. (in dollar per share) | $ 0 | $ 0 | $ 0 | $ 0 |
Pro forma diluted net income per share attributable to Vera Bradley, Inc. (in dollar per share) | $ 0 | $ 0 | $ 0 | $ 0 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Aug. 03, 2019 | Aug. 04, 2018 | Aug. 03, 2019 | Aug. 04, 2018 | Jul. 16, 2019 | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||
Redeemable noncontrolling interest, beginning balance | $ 0 | $ 0 | |||
Fair value of noncontrolling interest at acquisition | 31,786 | ||||
Net loss attributable to redeemable noncontrolling interest | (136) | $ 0 | (136) | $ 0 | |
Redeemable noncontrolling interest, ending balance | $ 31,650 | $ 31,650 | |||
Pura Vida | |||||
Noncontrolling Interest [Line Items] | |||||
Ownership percentage by noncontrolling owners | 25.00% |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill (Details) - USD ($) | 6 Months Ended | ||
Aug. 03, 2019 | Jul. 16, 2019 | Feb. 02, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, weighted average useful life | 3 years 7 months 24 days | ||
Goodwill | $ 41,310,000 | $ 0 | |
Customer Relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, weighted average useful life | 3 years 7 months | ||
Non-competition Agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, weighted average useful life | 5 years | ||
Pura Vida | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 41,310,000 | ||
Percentage of business acquired | 75.00% |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Carrying value of the Company's intangible assets other than goodwill (Details) - USD ($) $ in Thousands | Aug. 03, 2019 | Feb. 02, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Basis | $ 25,283 | |
Accumulated Amortization | 415 | |
Carrying Amount | 24,868 | |
Indefinite-lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Indefinite-lived intangible asset | 36,668 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross Basis | 61,951 | |
Accumulated Amortization | 415 | |
Carrying Amount | 61,536 | $ 0 |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Basis | 24,495 | |
Accumulated Amortization | 408 | |
Carrying Amount | 24,087 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | 408 | |
Non-competition Agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Basis | 788 | |
Accumulated Amortization | 7 | |
Carrying Amount | 781 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ 7 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Provisional amortization expense for intangible assets (Details) $ in Thousands | Aug. 03, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Fiscal 2020 (remaining 6 months) | $ 4,977 |
Fiscal 2021 | 9,070 |
Fiscal 2022 | 3,129 |
Fiscal 2023 | 3,129 |
Fiscal 2024 | 3,129 |
Thereafter | 1,434 |
Carrying Amount | $ 24,868 |
Intangible Assets and Goodwil_5
Intangible Assets and Goodwill - Schedule of Goodwill (Details) | 6 Months Ended |
Aug. 03, 2019USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 0 |
Goodwill at acquisition | 41,310,000 |
Goodwill, ending balance | $ 41,310,000 |
Inventories - Components of Inv
Inventories - Components of Inventories (Detail) - USD ($) $ in Thousands | Aug. 03, 2019 | Feb. 02, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 2,815 | $ 0 |
Finished goods | 127,903 | 91,581 |
Total inventories | $ 130,718 | $ 91,581 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 6 Months Ended |
Aug. 03, 2019Segmentlocation | |
Segment Reporting [Abstract] | |
Number of operating segments | Segment | 3 |
Number of specialty retail locations | location | 2,200 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Net Revenues and Operating Income Information for Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 03, 2019 | Aug. 04, 2018 | Aug. 03, 2019 | Aug. 04, 2018 | |
Segment Reporting Information [Line Items] | ||||
Net revenues | $ 119,785 | $ 113,625 | $ 210,788 | $ 200,216 |
Segment operating income | 28,757 | 31,145 | 44,824 | 46,719 |
Unallocated corporate expenses | (21,409) | (19,129) | (41,121) | (36,615) |
Operating income | 7,348 | 12,016 | 3,703 | 10,104 |
VB Direct Segment | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 94,380 | 91,021 | 165,516 | 156,553 |
VB Indirect Segment | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 20,017 | 22,604 | 39,884 | 43,663 |
Pura Vida Segment | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 5,388 | 5,388 | ||
Operating Segments [Member] | VB Direct Segment | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 94,380 | 91,021 | 165,516 | 156,553 |
Segment operating income | 22,137 | 22,318 | 30,497 | 29,608 |
Operating Segments [Member] | VB Indirect Segment | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 20,017 | 22,604 | 39,884 | 43,663 |
Segment operating income | 7,162 | 8,827 | 14,869 | 17,111 |
Operating Segments [Member] | Pura Vida Segment | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 5,388 | 0 | 5,388 | 0 |
Segment operating income | $ (542) | $ 0 | $ (542) | $ 0 |
Uncategorized Items - vra-20190
Label | Element | Value |
Capital Expenditures Incurred but Not yet Paid | us-gaap_CapitalExpendituresIncurredButNotYetPaid | $ 1,183,000 |
Capital Expenditures Incurred but Not yet Paid | us-gaap_CapitalExpendituresIncurredButNotYetPaid | 453,000 |
Capital Expenditures Incurred but Not yet Paid | us-gaap_CapitalExpendituresIncurredButNotYetPaid | 133,000 |
Capital Expenditures Incurred but Not yet Paid | us-gaap_CapitalExpendituresIncurredButNotYetPaid | 1,065,000 |
Repurchase of Common Stock Incurred but Not yet Paid | vra_RepurchaseofCommonStockIncurredbutNotyetPaid | 0 |
Repurchase of Common Stock Incurred but Not yet Paid | vra_RepurchaseofCommonStockIncurredbutNotyetPaid | 89,000 |
Repurchase of Common Stock Incurred but Not yet Paid | vra_RepurchaseofCommonStockIncurredbutNotyetPaid | 69,000 |
Repurchase of Common Stock Incurred but Not yet Paid | vra_RepurchaseofCommonStockIncurredbutNotyetPaid | 197,000 |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 454,000 |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (196,000) |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 454,000 |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (196,000) |