Duluth (DLTH) 10-Q 2 Jun 23 2024 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Apr. 30, 2023	May 31, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Apr. 30, 2023
Document Transition Report	false
Entity File Number	001-37641
Entity Registrant Name	DULUTH HOLDINGS INC.
Entity Tax Identification Number	39-1564801
Entity Incorporation, State or Country Code	WI
Entity Address, Address Line One	201 East Front Street
Entity Address, City or Town	Mount Horeb
Entity Address, State or Province	WI
Entity Address, Postal Zip Code	53572
City Area Code	608
Local Phone Number	424-1544
Title of 12(b) Security	Class B Common Stock, No Par Value
Trading Symbol	DLTH
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--01-28
Entity Central Index Key	0001649744
Amendment Flag	false
Class A common stock [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		3,364,200
Class B common stock [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		31,194,828

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023
Current Assets:
Cash and cash equivalents	$ 9,210	$ 45,548
Receivables	6,437	6,041
Inventory, less reserves of $1,929 and $1,837, respectively	144,969	154,922
Prepaid expenses & other current assets	15,918	15,154
Total current assets	176,534	221,665
Property and equipment, net	122,812	112,564
Operating lease right-of-use assets	128,436	131,753
Finance lease right-of-use assets, net	46,474	47,206
Available-for-sale security	5,416	5,539
Other assets, net	8,591	8,727
Deferred tax assets	136
Total assets	488,399	527,454
Current liabilities:
Trade accounts payable	36,123	56,547
Accrued expenses and other current liabilities	30,921	40,815
Income taxes payable	1,423	1,761
Current portion of operating lease liabilities	15,713	15,571
Current portion of finance lease liabilities	2,885	2,842
Current maturities of TRI long-term debt	787	768
Total current liabilities	87,852	118,304
Operating lease liabilities, less current maturities	114,019	117,366
Finance lease liabilities, less current maturities	36,688	37,425
TRI long-term debt, less current maturities	25,726	25,913
Deferred tax liabilities		1,249
Total liabilities	264,285	300,257
Shareholders’ equity:
Preferred stock, no par value; 10,000 shares authorized; no shares issued or outstanding as of April 30, 2023 and January 29, 2023
Treasury stock, at cost; 154 and 112 shares as of April 30, 2023 and January 29, 2023, respectively	(1,732)	(1,459)
Capital stock	99,968	98,842
Retained earnings	129,303	133,172
Accumulated other comprehensive income	(207)	(148)
Total shareholders' equity of Duluth Holdings Inc.	227,332	230,407
Noncontrolling interest	(3,218)	(3,210)
Total shareholders' equity	224,114	227,197
Total liabilities and shareholders' equity	488,399	527,454
Class A common stock [Member]
Shareholders’ equity:
Common stock
Class B common stock [Member]
Shareholders’ equity:
Common stock

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023
Inventory reserves	$ 1,929	$ 1,837
Preferred stock, no par value
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Treasury stock, shares	154,000	112,000
Class A common stock [Member]
Common stock, no par value
Common stock, shares authorized	10,000,000	10,000,000
Common stock, shares issued	3,364,000	3,364,000
Common stock, shares outstanding	3,364,000	3,364,000
Class B common stock [Member]
Common stock, no par value
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	31,264,000	30,191,000
Common stock, shares outstanding	31,110,000	30,079,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Condensed Consolidated Statements of Operations [Abstract]
Net sales	$ 123,759	$ 122,904
Cost of goods sold (excluding depreciation and amortization)	58,108	55,841
Gross profit	65,651	67,063
Selling, general and administrative expenses	70,200	67,994
Operating loss	(4,549)	(931)
Interest expense	934	876
Other income, net	148	46
Loss before income taxes	(5,335)	(1,761)
Income tax benefit	(1,458)	(438)
Net loss	(3,877)	(1,323)
Less: Net loss attributable to noncontrolling interest	(8)	(29)
Net loss attributable to controlling interest	$ (3,869)	$ (1,294)
Basic earnings per share (Class A and Class B):
Weighted average shares of common stock outstanding	32,865	32,714
Net loss per share attributable to controlling interest	$ (0.12)	$ (0.04)
Diluted earnings per share (Class A and Class B):
Weighted average shares and equivalents outstanding	32,865	32,714
Net loss per share attributable to controlling interest	$ (0.12)	$ (0.04)

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Condensed Consolidated Statements of Comprehensive (Loss) Income [Abstract]
Net loss	$ (3,877)	$ (1,323)
Other comprehensive income
Securities available-for-sale: Unrealized security loss arising during the period	(79)	(449)
Securities available-for-sale: Income tax benefit	(20)	(113)
Other comprehensive loss	(59)	(336)
Comprehensive loss	(3,936)	(1,659)
Comprehensive loss attributable to noncontrolling interest	(8)	(29)
Comprehensive loss attributable to controlling interest	$ (3,928)	$ (1,630)

Condensed Consolidated Statem_3

Condensed Consolidated Statement of Shareholders’ Equity - USD ($) shares in Thousands, $ in Thousands	Capital Stock [Member]	Treasury Stock [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Noncontrolling Interest In Variable Interest Entity [Member]	Total
Beginning balance at Jan. 30, 2022	$ 95,515	$ (1,002)	$ 130,868	$ 489	$ (3,152)	$ 222,718
Beginning balance (in shares) at Jan. 30, 2022	33,071
Issuance of common stock	$ 166					166
Issuance of common stock, shares	292
Stock-based compensation	$ 618					618
Restricted stock forfeitures, shares	(1)
Restricted stock surrendered for taxes		(455)				(455)
Restricted stock surrendered for taxes, shares	(33)
Other comprehensive income (loss)				(336)		(336)
Net income (loss)			(1,294)		(29)	(1,323)
Ending balance at May. 01, 2022	$ 96,299	(1,457)	129,574	153	(3,181)	221,388
Ending balance (in shares) at May. 01, 2022	33,329
Beginning balance at Jan. 29, 2023	$ 98,842	(1,459)	133,172	(148)	(3,210)	227,197
Beginning balance (in shares) at Jan. 29, 2023	33,443
Issuance of common stock	$ 136					136
Issuance of common stock, shares	1,081
Stock-based compensation	$ 990					990
Restricted stock forfeitures, shares	(9)
Restricted stock surrendered for taxes		(273)				(273)
Restricted stock surrendered for taxes, shares	(41)
Other comprehensive income (loss)				(59)		(59)
Net income (loss)			(3,869)		(8)	(3,877)
Ending balance at Apr. 30, 2023	$ 99,968	$ (1,732)	$ 129,303	$ (207)	$ (3,218)	$ 224,114
Ending balance (in shares) at Apr. 30, 2023	34,474

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Cash flows from operating activities:
Net loss	$ (3,877)	$ (1,323)
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization	7,413	7,520
Stock based compensation	990	618
Deferred income taxes	(1,365)	37
Loss on disposal of property and equipment		26
Changes in operating assets and liabilities:
Receivables	(396)	358
Inventory	9,953	(29,572)
Prepaid expense & other current assets	84	746
Software hosting implementation costs, net	(746)	(1,007)
Deferred catalog costs		10
Trade accounts payable	(21,080)	10,362
Income taxes payable	(338)	(2,032)
Accrued expenses and deferred rent obligations	(4,475)	(17,500)
Other assets	(17)	(11)
Noncash lease impacts	(119)	51
Net cash used in operating activities	(13,973)	(31,717)
Cash flows from investing activities:
Purchases of property and equipment	(21,392)	(3,885)
Principal receipts from available-for-sale security	44	39
Proceeds from disposals		3
Net cash used in investing activities	(21,348)	(3,843)
Cash flows from financing activities:
Proceeds from line of credit	10,000
Payments on line of credit	(10,000)
Payments on TRI long term debt	(186)	(168)
Payments on finance lease obligations	(694)	(664)
Payments of tax withholding on vested restricted shares	(273)	(455)
Other	136	166
Net cash used in financing activities	(1,017)	(1,121)
Decrease in cash and cash equivalents	(36,338)	(36,681)
Cash and cash equivalents at beginning of period	45,548	77,051
Cash and cash equivalents at end of period	9,210	40,370
Supplemental disclosure of cash flow information:
Interest paid	934	876
Income taxes paid	216	1,610
Supplemental disclosure of non-cash information:
Unpaid liability to acquire property and equipment	$ 1,832	$ 4,121

Nature of Operations and Basis

Nature of Operations and Basis of Presentation	3 Months Ended
	Apr. 30, 2023
Nature of Operations and Basis of Presentation [Abstract]
Nature of Operations and Basis of Presentation	1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION A. Nature of Operations Duluth Holdings Inc. (“Duluth Trading” or the “Company”), a Wisconsin corporation, is a lifestyle brand of men’s and women’s casual wear, workwear and accessories sold primarily through the Company’s own omnichannel platform. The Company’s products are marketed under the Duluth Trading name, with the majority of products being exclusively developed and sold as Duluth Trading branded merchandise. The Company identifies its operating segments according to how its business activities are managed and evaluated. The Company continues to report one reportable external segment, consistent with the Company’s omnichannel business approach. The Company’s revenues generated outside the United States were insignificant. The Company has two classes of authorized common stock: Class A common stock and Class B common stock. The rights of holders of Class A common stock and Class B common stock are identical, except for voting and conversion rights. Each share of Class A common stock is entitled to ten votes per share and is convertible at any time into one share of Class B common stock. Each share of Class B common stock is entitled to one vote per share. The Company’s Class B common stock trades on the NASDAQ Global Select Market under the symbol “DLTH.” B. Basis of Presentation The condensed consolidated financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”). The Company consolidates TRI Holdings, LLC (“TRI”) as a variable interest entity (see Note 6 “Variable Interest Entity” for further information). All significant intercompany balances and transactions have been eliminated in consolidation. The Company’s fiscal year ends on the Sunday nearest to January 31 of the following year. Fiscal 2023 is a 52-week period and ends on January 28 , 2024 . Fiscal 2022 was a 52-week period and ended on January 29, 2023. The three months of fiscal 2023 and fiscal 2022 represent the Company’s 13-week periods ended April 30, 2023 and May 1, 2022, respectively. The accompanying condensed consolidated financial statements as of and for the three months ended April 30, 2023 and May 1, 2022 have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, in the opinion of the Company, include all adjustments (which are normal and recurring in nature) necessary to present fairly the financial position, results of operations and cash flows of the Company for the interim periods presented. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such SEC rules and regulations as of and for the three months ended April 30, 2023 and May 1, 2022. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s annual report on Form 10-K for the fiscal year ended January 29, 2023. C. Impairment Analysis As of April 30, 2023 and for the three months ended, no triggering events or indicators of asset impairment were noted. D. Inventory Inventory, consisting of purchased product, is valued at the lower of cost or net realizable value, under the first-in, first-out method. The significant estimates used in inventory valuation are obsolescence (including excess and slow-moving inventory and lower of cost or market reserves) and estimates of inventory shrinkage. Both estimates have calculations that require the Company to make assumptions and apply judgment regarding a number of factors, including market conditions, the selling environment, historical results and current inventory trends. Inventory is adjusted periodically to reflect current market conditions, which requires management’s judgment that may significantly affect the ending inventory valuation, as well as gross margin. The reserve for inventory shrinkage is adjusted to reflect the trend of historical physical inventory count results. The Company performs its retail store physical inventory counts in July and the difference between actual and estimated shrinkage, recorded in Cost of goods sold, may cause fluctuations in second fiscal quarter results. E. Prepaid Expenses and Other Assets Prepaid expenses and other assets consist of the following: April 30, 2023 January 29, 2023 (in thousands) Prepaid expenses & other current assets Pending returns inventory, net $ 2,001 $ 2,373 Current software hosting implementation costs, net 3,024 3,074 Other prepaid expenses 10,893 9,707 Prepaid expenses & other current assets $ 15,918 $ 15,154 Other assets, net Goodwill $ 402 $ 402 Intangible assets, net 445 450 Non-current software hosting implementation costs 6,047 6,148 Other assets, net 1,697 1,727 Other assets, net $ 8,591 $ 8,727 F. Seasonality of Business The Company’s business is affected by the pattern of seasonality common to most apparel businesses. Historically, the Company has recognized a significant portion of its revenue and operating profit in the fourth fiscal quarter of each year due to increased sales during the holiday season. G. Cash and Cash Equivalents The Company considers short-term investments with original maturities of three months or less when purchased to be cash equivalents. Amounts receivable from credit card issuers are typically converted to cash within 2 to 4 days of the original sales transaction and are considered to be cash equivalents. H. Reclassifications Certain reclassifications have been made to the 2022 financial statements in order to conform to 2023 presentation. The Company reclassified $ 4.2 million and ($ 4.2 ) million from Property, Plant & Equipment and Prepaid Expenses, respectively, in the prior period. There were no changes to previously reported shareholders' equity, statement of cash flows or net income (loss) as a result of the reclassifications. I. Significant Accounting Policies There have been no significant changes to the Company’s significant accounting policies as described in the Company’s Annual Report on Form 10-K for the year ended January 29, 2023.

Leases

Leases	3 Months Ended
	Apr. 30, 2023
Leases [Abstract]
Leases	2. LEASES Based on the criteria set forth in ASC Topic 842, Leases (“ASC 842”), the Company recognizes Right-of-use (ROU) assets and lease liabilities related to leases on the Company’s consolidated balance sheets. The Company determines if an arrangement is, or contains, a lease at inception. ROU assets represent the right to use an underlying asset for the lease term and lease liabilities reflect the obligation to make lease payments arising from the lease. At any given time during the lease term, the lease liability represents the present value of the remaining lease payments and the ROU asset is measured at the amount of the lease liability, adjusted for pre-paid rent, unamortized initial direct costs and the remaining balance of lease incentives received. Both the lease ROU asset and liability are reduced to zero at the end of the lease. The Company leases retail space under non-cancelable lease agreements, which expire on various dates through 2036. Substantially all of these arrangements are store leases. Store leases generally have initial lease terms ranging from five years to fifteen years with renewal options and rent escalation provisions. At the commencement of a lease, the Company includes only the initial lease term as the option to extend is not reasonably certain. The Company does not record leases with a lease term of 12 months or less on the Company’s consolidated balance sheets. When calculating the lease liability on a discounted basis, the Company applies its estimated discount. The Company bases this discount on a collateralized interest rate as well as publicly available data for instruments with similar characteristics. In addition to rent payments, leases for retail space contain payments for real estate taxes, insurance costs, common area maintenance, and utilities that are not fixed. The Company accounts for these costs as variable payments and does not include such costs as a lease component. The expense components of the Company’s leases reflected on the Company’s consolidated statement of operations were as follows: Consolidated Statement Three Months Ended of Operations April 30, 2023 May 1, 2022 (in thousands) Finance lease expenses Amortization of right-of-use assets Selling, general and administrative expenses $ 840 $ 840 Interest on lease liabilities Interest expense 438 466 Total finance lease expense $ 1,278 $ 1,306 Operating lease expense Selling, general and administrative expenses $ 5,050 $ 4,389 Amortization of build-to-suit leases capital contribution Selling, general and administrative expenses 321 321 Variable lease expense Selling, general and administrative expenses 2,914 1,972 Total lease expense $ 9,563 $ 7,988 Other information related to leases were as follows: Three Months Ended April 30, 2023 May 1, 2022 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows from finance leases $ 694 $ 664 Operating cash flows from finance leases $ 438 $ 466 Operating cash flows from operating leases $ 5,135 $ 4,439 Right-of-use assets obtained in exchange for lease liabilities: Operating leases 588 — Weighted-average remaining lease term (in years): Finance leases 11 12 Operating leases 8 8 Weighted-average discount rate: Finance leases 4.4 % 4.4 % Operating leases 4.1 % 4.1 % Future minimum lease payments under the non-cancellable leases are as follows as of April 30, 2023: Fiscal year Finance Operating (in thousands) 2023 (remainder of fiscal year) $ 3,419 $ 15,569 2024 4,736 20,313 2025 5,099 19,648 2026 3,993 18,795 2027 3,993 17,545 Thereafter 29,231 61,036 Total future minimum lease payments $ 50,471 $ 152,906 Less – Discount ( 10,898 ) ( 23,174 ) Lease liability $ 39,573 $ 129,732

Debt and Credit Agreement

Debt and Credit Agreement	3 Months Ended
	Apr. 30, 2023
Debt and Credit Agreement [Abstract]
Debt and Credit Agreement	3. DEBT AND CREDIT AGREEMENT Debt consists of the following: April 30, 2023 January 29, 2023 (in thousands) TRI Senior Secured Note $ 23,013 $ 23,181 TRI Note 3,500 3,500 $ 26,513 $ 26,681 Less: current maturities 787 768 TRI long-term debt $ 25,726 $ 25,913 TRI Holdings, LLC TRI entered into a senior secured note (“TRI Senior Secured Note”) with an original balance of $ 26.7 million. The TRI Senior Secured Note is scheduled to mature on October 15, 2038 and requires installment payments with an interest rate of 4.95 %. See Note 6 “Variable Interest Entities” for further information. TRI entered into a promissory note (“TRI Note”) with an original balance of $ 3.5 million. The TRI Note is scheduled to mature in November 2038 and requires annual interest payments at a rate of 3.05 %, with a final balloon payment due in November 2038 . While the above notes are consolidated in accordance with ASC Topic 810, Consolidation , the Company is not the guarantor nor obligor of these notes. Credit Agreement On May 14, 2021, the Company entered into a credit agreement (the “Credit Agreement”), which was treated as a modification for accounting purposes. The Credit Agreement originally matured on May 14, 2026 and provided for borrowings of up to $ 150.0 million that were available under a revolving senior credit facility, with a $ 5.0 million sublimit for issuance of standby letters of credit, as well as a $ 10.0 million sublimit for swing line loans. At the Company’s option, the interest rate applicable to the revolving senior credit facility was a floating rate equal to: (i) the Bloomberg Short-Term Bank Yield Index rate (“BSBY”) plus the applicable rate of 1.25 % to 2.00 % determined based on the Company’s rent adjusted leverage ratio, or (ii) the base rate plus the applicable rate of 0.25 % to 1.00 % based on the Company’s rent adjusted leverage ratio. The Credit Agreement was secured by essentially all Company assets and requires the Company to maintain compliance with certain financial and non-financial covenants, including a maximum rent adjusted leverage ratio and a minimum fixed charge coverage ratio as defined in the Credit Agreement. On July 8, 2022, the Company entered into the First Amendment to the Credit Agreement (the “First Amendment”), which was treated as a modification for accounting purposes. The First Amendment amends the Credit Agreement in order to (i) increase the revolving commitment from $ 150 million to $ 200 million; (ii) extend the maturity date from May 14, 2026 to July 8, 2027; (iii) amend the pricing index to replace BSBY with the Term Secured Overnight Financing Rate; and (iv) to reduce the commitment fee in some instances. As of April 30, 2023 and for the three months then ended, the Company was in compliance with all financial and non-financial covenants contained within the Credit Agreement and the First Amendment.

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	3 Months Ended
	Apr. 30, 2023
Accrued Expenses and Other Current Liabilities [Abstract]
Accrued Expenses and Other Current Liabilities	4. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consist of the following: April 30, 2023 January 29, 2023 (in thousands) Salaries and benefits $ 3,615 $ 2,404 Deferred revenue 8,525 10,249 Freight 4,315 7,193 Product returns 4,259 5,168 Unpaid purchases of property & equipment 1,250 6,271 Accrued advertising 2,386 2,020 Other 6,571 7,510 Total accrued expenses and other current liabilities $ 30,921 $ 40,815

Fair Value

Fair Value	3 Months Ended
	Apr. 30, 2023
Fair Value [Abstract]
Fair Value	5. FAIR VALUE ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), defines fair value as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date (i.e., an exit price). The exit price is based on the amount that the holder of the asset or liability would receive or need to pay in an actual transaction (or in a hypothetical transaction if an actual transaction does not exist) at the measurement date. ASC 820 describes a fair value hierarchy based on three levels of inputs that may be used to measure fair value, of which the first two are considered observable and the last unobservable, as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company’s assets and liabilities measured at fair value are categorized as Level 1 or Level 3 instruments. The fair value of the Company’s money market account is obtained from real-time quotes for transactions in active exchange markets involving identical assets (Level 1). The fair value of the Company’s available-for-sale security was valued based on a discounted cash flow method (Level 3), which incorporates the U.S. Treasury yield curve, credit information and an estimate of future cash flows. During fiscal 2022, certain changes in the inputs did impact the fair value of the available-for-sale security. The calculated fair value is based on estimates that are subjective in nature and involve uncertainties and matters of significant judgement and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. The amortized cost and fair value of the Company’s money market account and available-for-sale security and the corresponding amount of gross unrealized gains and losses recognized in accumulated other comprehensive income are as follows: April 30, 2023 Cost or Gross Gross Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value (in thousands) Level 1 security: Money market funds $ — $ — $ — $ — Level 3 security: Corporate trust $ 5,693 $ — $ ( 277 ) $ 5,416 January 29, 2023 Cost or Gross Gross Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value (in thousands) Level 1 security: Money market funds $ 25,031 $ — $ — $ 25,031 Level 3 security: Corporate trust $ 5,737 $ — $ ( 198 ) $ 5,539 The Company does not intend to sell the available-for-sale-security in the near term and does not believe that it will be required to sell the security. The Company reviews its securities on a quarterly basis to monitor its exposure to other-than-temporary impairment. No other-than-temporary impairment was recorded in the unaudited condensed consolidated statements of operations for the three months ended April 30, 2023 or May 1, 2022 . The following table presents future principal receipts related to the Company’s available-for-sale security by contractual maturity as of April 30, 2023. Amortized Estimated Cost Fair Value (in thousands) Within one year $ 186 $ 167 After one year through five years 1,236 1,146 After five years through ten years 1,872 1,783 After ten years 2,399 2,320 Total $ 5,693 $ 5,416 The carrying values and fair values of other financial instruments in the Consolidated Balance Sheets are as follows: April 30, 2023 January 29, 2023 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) TRI Long-term debt, including short-term portion $ 26,513 $ 25,577 $ 26,681 $ 26,172 The above long-term debt, including short-term portion is attributable to the consolidation of TRI in accordance with ASC Topic 810, Consolidation . The fair value was also based on a discounted cash flow method (Level 3) based on credit information and an estimate of future cash flows.

Variable Interest Entity

Variable Interest Entity	3 Months Ended
	Apr. 30, 2023
Variable Interest Entity [Abstract]
Variable Interest Entity	6. VARIABLE INTEREST ENTITY Based upon the criteria set forth in ASC 810, Consolidation , the Company consolidates variable interest entities (“VIEs”) in which it has a controlling financial interest and is therefore deemed the primary beneficiary. A controlling financial interest will have both of the following characteristics: (a) the power to direct the VIE activities that most significantly impact economic performance; and (b) the obligation to absorb the VIE losses and the right to receive benefits that are significant to the VIE. The Company has determined that it was the primary beneficiary of one variable interest entity (“VIE”) as of April 30, 2023 and January 29, 2023. The Company leases the Company’s headquarters in Mt. Horeb, Wisconsin from TRI. In conjunction with the lease, the Company invested $ 6.3 million in a trust that loaned funds to TRI for the construction of the Company’s headquarters. TRI is a Wisconsin limited liability company whose primary purpose and activity is to own this real property. The Company considers itself the primary beneficiary for TRI as the Company has both the power to direct the activities that most significantly impact the entity’s economic performance and is expected to receive benefits that are significant to TRI. As the Company is the primary beneficiary, it consolidates TRI and the lease is eliminated in consolidation. The Company does not consolidate the trust as the Company is not the primary beneficiary. The condensed consolidated balance sheets include the following amounts as a result of the consolidation of TRI as of April 30, 2023 and January 29, 2023: April 30, 2023 January 29, 2023 (in thousands) Cash $ 26 $ 20 Property and equipment, net 23,405 23,612 Total assets $ 23,431 $ 23,632 Other current liabilities $ 136 $ 161 Current maturities of long-term debt 787 768 TRI Long-term debt 25,726 25,913 Noncontrolling interest in VIE ( 3,218 ) ( 3,210 ) Total liabilities and shareholders' equity $ 23,431 $ 23,632

Earnings Per Share

Earnings Per Share	3 Months Ended
	Apr. 30, 2023
Earnings Per Share [Abstract]
Earnings Per Share	7. EARNINGS PER SHARE Earnings per share is computed under the provisions of ASC 260 , Earnings Per Share . Basic earnings per share is based on the weighted average number of common shares outstanding for the period. Diluted earnings per share is based on the weighted average number of common shares plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. Dilutive potential common shares include outstanding restricted stock and are considered only for dilutive earnings per share unless considered anti-dilutive. The reconciliation of the numerator and denominator of the basic and diluted earnings per share calculation is as follows: Three Months Ended April 30, 2023 May 1, 2022 (in thousands, except per share data) Numerator - net loss attributable to controlling interest $ ( 3,869 ) $ ( 1,294 ) Denominator - weighted average shares (Class A and Class B) Basic 32,865 32,714 Dilutive shares — — Diluted 32,865 32,714 Earnings per share (Class A and Class B) Basic $ ( 0.12 ) $ ( 0.04 ) Diluted $ ( 0.12 ) $ ( 0.04 ) The computation of diluted (loss) earnings per share excluded 0.3 million and 0.2 million shares of unvested restricted stock for the three months ended April 30, 2023 and May 1, 2022, respectively because their inclusion would be anti-dilutive due to a net loss.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Apr. 30, 2023
Stock-Based Compensation [Abstract]
Stock-Based Compensation	8. STOCK-BASED COMPENSATION The Company accounts for its stock-based compensation plan in accordance with ASC 718, Stock Compensation , which requires the Company to measure all share-based payments at grant date fair value and recognize the cost over the requisite service period of the award. Total stock compensation expense associated with restricted stock recognized by the Company was $ 1.0 million and $ 0.6 million for the three months ended April 30, 2023 and May 1, 2022, respectively. The Company’s total stock compensation expense is included in selling, general and administrative expenses on the Condensed Consolidated Statements of Operations. A summary of the activity in the Company’s unvested restricted stock during the three months ended April 30, 2023 is as follows: Weighted average fair value Shares per share Outstanding at January 29, 2023 618,772 $ 12.05 Granted 1,066,091 6.59 Vested ( 119,825 ) 12.45 Forfeited ( 8,556 ) 12.10 Outstanding at April 30, 2023 1,556,482 $ 8.54 At April 30, 2023, the Company had unrecognized compensation expense of $ 10.9 million related to the restricted stock awards, which is expected to be recognized over a weighted average period of 2.9 years.

Property and Equipment

Property and Equipment	3 Months Ended
	Apr. 30, 2023
Property and Equipment [Abstract]
Property and Equipment	9. PROPERTY AND EQUIPMENT Property and equipment consist of the following: April 30, 2023 January 29, 2023 (in thousands) Land and land improvements $ 4,486 $ 4,486 Leasehold improvements 50,793 49,450 Buildings 36,191 36,183 Vehicles 161 161 Warehouse equipment 25,962 25,951 Office equipment and furniture 53,763 53,713 Computer equipment 9,502 9,185 Software 36,878 36,260 217,736 215,389 Accumulated depreciation and amortization ( 125,431 ) ( 118,989 ) 92,305 96,400 Construction in progress 30,507 16,164 Property and equipment, net $ 122,812 $ 112,564

Revenue

Revenue	3 Months Ended
	Apr. 30, 2023
Revenue [Abstract]
Revenue	10. REVENUE The Company’s revenue primarily consists of the sale of apparel, footwear and hard goods. Revenue for merchandise that is shipped to our customers from our distribution centers and stores is recognized upon shipment. Store revenue is recognized at the point of sale, net of returns, and excludes taxes. Shipping and processing revenue generated from customer orders are included as a component of net sales and shipping and processing expense, including handling expense, is included as a component of selling, general and administrative expenses. Sales tax collected from customers and remitted to taxing authorities is excluded from revenue and is included in accrued expenses. Sales disaggregated based upon sales channel is presented below. Three Months Ended April 30, 2023 May 1, 2022 (in thousands) Direct-to-consumer $ 79,502 $ 77,680 Stores 44,257 45,224 $ 123,759 $ 122,904 Contract Assets and Liabilities The Company’s contract assets primarily consist of the right of return for amounts of inventory to be returned that is expected to be resold and is recorded in Prepaid expenses and other current assets on the Company’s consolidated balance sheets. The Company’s contract liabilities primarily consist of gift card liabilities and are recorded in Accrued expenses and other current liabilities under deferred revenue (see Note 4 “Accrued Expenses and Other Current Liabilities”) on the Company’s consolidated balance sheets. Upon issuance of a gift card, a liability is established for its cash value. The gift card liability is relieved and revenues on gift cards are recorded at the time of redemption by the customer. Contract assets and liabilities on the Company’s consolidated balance sheets are presented in the following table: April 30, 2023 January 29, 2023 (in thousands) Contract assets $ 2,001 $ 2,373 Contract liabilities $ 8,525 $ 10,249 Revenue from gift cards is recognized when the gift card is redeemed by the customer for merchandise or as a gift card breakage, an estimate of gift cards which will not be redeemed. The Company does not record breakage revenue when escheat liability to the relevant jurisdictions exists. Gift card breakage is recorded within Net sales on the Company’s consolidated statement of operations. The following table provides the reconciliation of the contract liability related to gift cards for the nine months ended: April 30, 2023 May 1, 2022 (in thousands) Balance as of beginning of period $ 10,249 $ 10,791 Gift cards sold 1,878 1,909 Gift cards redeemed ( 3,553 ) ( 3,603 ) Gift card breakage ( 49 ) ( 43 ) Balance as of end of period $ 8,525 $ 9,054

Income Taxes

Income Taxes	3 Months Ended
	Apr. 30, 2023
Income Taxes [Abstract]
Income Taxes	11. INCOME TAXES The provision for income taxes for the interim period 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 related to controlling interest was 27 % and 25 % for the three months ended April 30, 2023 and May 1, 2022, respectively. The income from TRI was excluded from the calculation of the Company’s effective tax rate, as TRI is a limited liability company and not subject to income taxes.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	3 Months Ended
	Apr. 30, 2023
Recent Accounting Pronouncements [Abstract]
Recent Accounting Pronouncements	12. RECENT ACCOUNTING PRONOUNCEMENTS In June 2016, the FASB issued Accounting Standards Update No. 2016-13 “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” (“ASU 2016-13”), which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, which include trade and other receivables, loans and held-to-maturity debt securities, to record an allowance for credit risk based on expected losses rather than incurred losses, otherwise known as “CECL”. In addition, this guidance changes the recognition for credit losses on available-for-sale debt securities, which can occur as a result of market and credit risk and requires additional disclosures. On November 15, 2019, the FASB issued ASU No. 2019-10 “Financial Instruments-Credit Losses (Topic 326), Derivatives and Hedging (Topic 815, and Leases (Topic 842),” (ASU 2019-10”), which provides a framework to stagger effective dates for future major accounting standards and amends the effective dates for certain major new accounting standards to give implementation relief to certain types of entities. ASU 2019-10 amends the effective dates for ASU 2016-13 for smaller reporting companies with fiscal years beginning after December 15, 2022, and interim periods within those years. The Company adopted ASU 2016-13 on January 30, 2023, the first day of the Company’s first quarter for the fiscal year ending January 28, 2024, the Company’s fiscal year 2023. The adoption of the standard did not have a material impact on the Company’s consolidated financial results.

Nature of Operations and Basi_2

Nature of Operations and Basis of Presentation (Policy)	3 Months Ended
	Apr. 30, 2023
Nature of Operations and Basis of Presentation [Abstract]
Nature of Operations	A. Nature of Operations Duluth Holdings Inc. (“Duluth Trading” or the “Company”), a Wisconsin corporation, is a lifestyle brand of men’s and women’s casual wear, workwear and accessories sold primarily through the Company’s own omnichannel platform. The Company’s products are marketed under the Duluth Trading name, with the majority of products being exclusively developed and sold as Duluth Trading branded merchandise. The Company identifies its operating segments according to how its business activities are managed and evaluated. The Company continues to report one reportable external segment, consistent with the Company’s omnichannel business approach. The Company’s revenues generated outside the United States were insignificant. The Company has two classes of authorized common stock: Class A common stock and Class B common stock. The rights of holders of Class A common stock and Class B common stock are identical, except for voting and conversion rights. Each share of Class A common stock is entitled to ten votes per share and is convertible at any time into one share of Class B common stock. Each share of Class B common stock is entitled to one vote per share. The Company’s Class B common stock trades on the NASDAQ Global Select Market under the symbol “DLTH.”
Basis of Presentation	B. Basis of Presentation The condensed consolidated financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”). The Company consolidates TRI Holdings, LLC (“TRI”) as a variable interest entity (see Note 6 “Variable Interest Entity” for further information). All significant intercompany balances and transactions have been eliminated in consolidation. The Company’s fiscal year ends on the Sunday nearest to January 31 of the following year. Fiscal 2023 is a 52-week period and ends on January 28 , 2024 . Fiscal 2022 was a 52-week period and ended on January 29, 2023. The three months of fiscal 2023 and fiscal 2022 represent the Company’s 13-week periods ended April 30, 2023 and May 1, 2022, respectively. The accompanying condensed consolidated financial statements as of and for the three months ended April 30, 2023 and May 1, 2022 have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, in the opinion of the Company, include all adjustments (which are normal and recurring in nature) necessary to present fairly the financial position, results of operations and cash flows of the Company for the interim periods presented. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such SEC rules and regulations as of and for the three months ended April 30, 2023 and May 1, 2022. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s annual report on Form 10-K for the fiscal year ended January 29, 2023.
Impairment Analysis	C. Impairment Analysis As of April 30, 2023 and for the three months ended, no triggering events or indicators of asset impairment were noted.
Inventory	D. Inventory Inventory, consisting of purchased product, is valued at the lower of cost or net realizable value, under the first-in, first-out method. The significant estimates used in inventory valuation are obsolescence (including excess and slow-moving inventory and lower of cost or market reserves) and estimates of inventory shrinkage. Both estimates have calculations that require the Company to make assumptions and apply judgment regarding a number of factors, including market conditions, the selling environment, historical results and current inventory trends. Inventory is adjusted periodically to reflect current market conditions, which requires management’s judgment that may significantly affect the ending inventory valuation, as well as gross margin. The reserve for inventory shrinkage is adjusted to reflect the trend of historical physical inventory count results. The Company performs its retail store physical inventory counts in July and the difference between actual and estimated shrinkage, recorded in Cost of goods sold, may cause fluctuations in second fiscal quarter results.
Prepaid Expenses and Other Assets	E. Prepaid Expenses and Other Assets Prepaid expenses and other assets consist of the following: April 30, 2023 January 29, 2023 (in thousands) Prepaid expenses & other current assets Pending returns inventory, net $ 2,001 $ 2,373 Current software hosting implementation costs, net 3,024 3,074 Other prepaid expenses 10,893 9,707 Prepaid expenses & other current assets $ 15,918 $ 15,154 Other assets, net Goodwill $ 402 $ 402 Intangible assets, net 445 450 Non-current software hosting implementation costs 6,047 6,148 Other assets, net 1,697 1,727 Other assets, net $ 8,591 $ 8,727
Seasonality of Business	F. Seasonality of Business The Company’s business is affected by the pattern of seasonality common to most apparel businesses. Historically, the Company has recognized a significant portion of its revenue and operating profit in the fourth fiscal quarter of each year due to increased sales during the holiday season.
Cash and Cash Equivalents	G. Cash and Cash Equivalents The Company considers short-term investments with original maturities of three months or less when purchased to be cash equivalents. Amounts receivable from credit card issuers are typically converted to cash within 2 to 4 days of the original sales transaction and are considered to be cash equivalents.
Reclassifications	H. Reclassifications Certain reclassifications have been made to the 2022 financial statements in order to conform to 2023 presentation. The Company reclassified $ 4.2 million and ($ 4.2 ) million from Property, Plant & Equipment and Prepaid Expenses, respectively, in the prior period. There were no changes to previously reported shareholders' equity, statement of cash flows or net income (loss) as a result of the reclassifications.
Significant Accounting Policies	I. Significant Accounting Policies There have been no significant changes to the Company’s significant accounting policies as described in the Company’s Annual Report on Form 10-K for the year ended January 29, 2023.

Nature of Operations and Basi_3

Nature of Operations and Basis of Presentation (Tables)	3 Months Ended
	Apr. 30, 2023
Nature of Operations and Basis of Presentation [Abstract]
Schedule of Prepaid Expenses and Other Assets	April 30, 2023 January 29, 2023 (in thousands) Prepaid expenses & other current assets Pending returns inventory, net $ 2,001 $ 2,373 Current software hosting implementation costs, net 3,024 3,074 Other prepaid expenses 10,893 9,707 Prepaid expenses & other current assets $ 15,918 $ 15,154 Other assets, net Goodwill $ 402 $ 402 Intangible assets, net 445 450 Non-current software hosting implementation costs 6,047 6,148 Other assets, net 1,697 1,727 Other assets, net $ 8,591 $ 8,727

Leases (Tables)

Leases (Tables)	3 Months Ended
	Apr. 30, 2023
Leases [Abstract]
Expense Components Leases Reflected Consolidated Statement of Operations	Consolidated Statement Three Months Ended of Operations April 30, 2023 May 1, 2022 (in thousands) Finance lease expenses Amortization of right-of-use assets Selling, general and administrative expenses $ 840 $ 840 Interest on lease liabilities Interest expense 438 466 Total finance lease expense $ 1,278 $ 1,306 Operating lease expense Selling, general and administrative expenses $ 5,050 $ 4,389 Amortization of build-to-suit leases capital contribution Selling, general and administrative expenses 321 321 Variable lease expense Selling, general and administrative expenses 2,914 1,972 Total lease expense $ 9,563 $ 7,988
Other Information Related to Leases	Three Months Ended April 30, 2023 May 1, 2022 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows from finance leases $ 694 $ 664 Operating cash flows from finance leases $ 438 $ 466 Operating cash flows from operating leases $ 5,135 $ 4,439 Right-of-use assets obtained in exchange for lease liabilities: Operating leases 588 — Weighted-average remaining lease term (in years): Finance leases 11 12 Operating leases 8 8 Weighted-average discount rate: Finance leases 4.4 % 4.4 % Operating leases 4.1 % 4.1 %
Future Minimum Lease Payments Under Non-Cancellable Leases	Fiscal year Finance Operating (in thousands) 2023 (remainder of fiscal year) $ 3,419 $ 15,569 2024 4,736 20,313 2025 5,099 19,648 2026 3,993 18,795 2027 3,993 17,545 Thereafter 29,231 61,036 Total future minimum lease payments $ 50,471 $ 152,906 Less – Discount ( 10,898 ) ( 23,174 ) Lease liability $ 39,573 $ 129,732

Debt and Credit Agreement (Tabl

Debt and Credit Agreement (Tables)	3 Months Ended
	Apr. 30, 2023
Debt and Credit Agreement [Abstract]
Schedule of Debt	April 30, 2023 January 29, 2023 (in thousands) TRI Senior Secured Note $ 23,013 $ 23,181 TRI Note 3,500 3,500 $ 26,513 $ 26,681 Less: current maturities 787 768 TRI long-term debt $ 25,726 $ 25,913

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	3 Months Ended
	Apr. 30, 2023
Accrued Expenses and Other Current Liabilities [Abstract]
Schedule of Accrued Expenses and Other Current Liabilities	April 30, 2023 January 29, 2023 (in thousands) Salaries and benefits $ 3,615 $ 2,404 Deferred revenue 8,525 10,249 Freight 4,315 7,193 Product returns 4,259 5,168 Unpaid purchases of property & equipment 1,250 6,271 Accrued advertising 2,386 2,020 Other 6,571 7,510 Total accrued expenses and other current liabilities $ 30,921 $ 40,815

Fair Value (Tables)

Fair Value (Tables)	3 Months Ended
	Apr. 30, 2023
Fair Value [Abstract]
Amortized Cost, Fair Value, and Corresponding Amount of Gross Unrealized Gains and Losses Recognized in AOCI of Available-for-Sale Security	April 30, 2023 Cost or Gross Gross Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value (in thousands) Level 1 security: Money market funds $ — $ — $ — $ — Level 3 security: Corporate trust $ 5,693 $ — $ ( 277 ) $ 5,416 January 29, 2023 Cost or Gross Gross Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value (in thousands) Level 1 security: Money market funds $ 25,031 $ — $ — $ 25,031 Level 3 security: Corporate trust $ 5,737 $ — $ ( 198 ) $ 5,539
Future Principal Receipts Related to Available-For-Sale Security by Contractual Maturity	Amortized Estimated Cost Fair Value (in thousands) Within one year $ 186 $ 167 After one year through five years 1,236 1,146 After five years through ten years 1,872 1,783 After ten years 2,399 2,320 Total $ 5,693 $ 5,416
Carrying Values and Fair Values of Other Financial Instruments in Consolidated Balance Sheets	April 30, 2023 January 29, 2023 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) TRI Long-term debt, including short-term portion $ 26,513 $ 25,577 $ 26,681 $ 26,172

Variable Interest Entity (Table

Variable Interest Entity (Tables)	3 Months Ended
	Apr. 30, 2023
Variable Interest Entity [Abstract]
Schedule Assets and Liabilities of Variable Interest Entity	April 30, 2023 January 29, 2023 (in thousands) Cash $ 26 $ 20 Property and equipment, net 23,405 23,612 Total assets $ 23,431 $ 23,632 Other current liabilities $ 136 $ 161 Current maturities of long-term debt 787 768 TRI Long-term debt 25,726 25,913 Noncontrolling interest in VIE ( 3,218 ) ( 3,210 ) Total liabilities and shareholders' equity $ 23,431 $ 23,632

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	Apr. 30, 2023
Earnings Per Share [Abstract]
Reconciliation of Numerator and Denominator of Basic and Diluted (Loss) Earnings Per Share	Three Months Ended April 30, 2023 May 1, 2022 (in thousands, except per share data) Numerator - net loss attributable to controlling interest $ ( 3,869 ) $ ( 1,294 ) Denominator - weighted average shares (Class A and Class B) Basic 32,865 32,714 Dilutive shares — — Diluted 32,865 32,714 Earnings per share (Class A and Class B) Basic $ ( 0.12 ) $ ( 0.04 ) Diluted $ ( 0.12 ) $ ( 0.04 )

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Apr. 30, 2023
Stock-Based Compensation [Abstract]
Summary of Activity in Unvested Restricted Stock	Weighted average fair value Shares per share Outstanding at January 29, 2023 618,772 $ 12.05 Granted 1,066,091 6.59 Vested ( 119,825 ) 12.45 Forfeited ( 8,556 ) 12.10 Outstanding at April 30, 2023 1,556,482 $ 8.54

Property and Equipment (Tables)

Property and Equipment (Tables)	3 Months Ended
	Apr. 30, 2023
Property and Equipment [Abstract]
Schedule of Property and Equipment	April 30, 2023 January 29, 2023 (in thousands) Land and land improvements $ 4,486 $ 4,486 Leasehold improvements 50,793 49,450 Buildings 36,191 36,183 Vehicles 161 161 Warehouse equipment 25,962 25,951 Office equipment and furniture 53,763 53,713 Computer equipment 9,502 9,185 Software 36,878 36,260 217,736 215,389 Accumulated depreciation and amortization ( 125,431 ) ( 118,989 ) 92,305 96,400 Construction in progress 30,507 16,164 Property and equipment, net $ 122,812 $ 112,564

Revenue (Tables)

Revenue (Tables)	3 Months Ended
	Apr. 30, 2023
Revenue [Abstract]
Sales Disaggregated Based Upon Sales Channel	Three Months Ended April 30, 2023 May 1, 2022 (in thousands) Direct-to-consumer $ 79,502 $ 77,680 Stores 44,257 45,224 $ 123,759 $ 122,904
Contract Assets and Liabilities on Consolidated Balance Sheets	April 30, 2023 January 29, 2023 (in thousands) Contract assets $ 2,001 $ 2,373 Contract liabilities $ 8,525 $ 10,249
Reconciliation of Contract Liability Related to Gift Cards	April 30, 2023 May 1, 2022 (in thousands) Balance as of beginning of period $ 10,249 $ 10,791 Gift cards sold 1,878 1,909 Gift cards redeemed ( 3,553 ) ( 3,603 ) Gift card breakage ( 49 ) ( 43 ) Balance as of end of period $ 8,525 $ 9,054

Nature of Operations and Basi_4

Nature of Operations and Basis of Presentation (Narrative) (Details) $ in Thousands	3 Months Ended
	Apr. 30, 2023 USD ($) segment item	Jan. 29, 2023 USD ($)
Number of reportable segments | segment	1
Number of classes of authorized common stock | item	2
Common stock voting and conversion rights	Each share of Class A common stock is entitled to ten votes per share and is convertible at any time into one share of Class B common stock. Each share of Class B common stock is entitled to one vote per share.
Prepaid expenses	$ 15,918	$ 15,154
Property, plant and equipment	122,812	$ 112,564
Revision of Prior Period, Adjustment
Prepaid expenses	(4,200)
Property, plant and equipment	$ 4,200
Class A common stock [Member]
Number of votes per share | item	10
Class B common stock [Member]
Number of votes per share | item	1
Minimum [Member]
Period for amounts receivable from credit card issuers converted to cash	2 days
Maximum [Member]
Period for amounts receivable from credit card issuers converted to cash	4 days

Nature of Operations and Basi_5

Nature of Operations and Basis of Presentation (Schedule of Prepaid Expenses and Other Assets) (Details) - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023
Prepaid Expenses and Other Assets [Abstract]
Pending returns inventory, net	$ 2,001	$ 2,373
Current software hosting implementation costs, net	3,024	3,074
Other prepaid expenses	10,893	9,707
Prepaid expenses & other current assets	15,918	15,154
Goodwill	402	402
Intangible assets, net	445	450
Non-current software hosting implementation costs	6,047	6,148
Other assets, net	1,697	1,727
Other assets, net	$ 8,591	$ 8,727

Leases (Narrative) (Details)

Leases (Narrative) (Details) - USD ($)	Apr. 30, 2023	Jan. 29, 2023
Operating lease right-of-use assets	$ 128,436,000	$ 131,753,000
Operating lease liability	129,732,000
Accounting Standards Update 2016-02 (Topic 842) [Member]
Operating lease right-of-use assets	0
Operating lease liability	$ 0
Minimum [Member]
Store leases initial lease term	5 years
Maximum [Member]
Store leases initial lease term	15 years

Leases (Expense Components Leas

Leases (Expense Components Leases Reflected Consolidated Statement of Operations) (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Leases [Abstract]
Finance lease: Amortization of right-of-use assets	$ 840	$ 840
Finance lease: Interest on lease liabilities	438	466
Total finance lease expense	1,278	1,306
Operating lease expense	5,050	4,389
Amortization of build-to-suit leases capital contribution	321	321
Variable lease expense	2,914	1,972
Total lease expense	$ 9,563	$ 7,988

Leases (Other Information Relat

Leases (Other Information Related To Leases) (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Financing cash flows from finance leases	$ 694	$ 664
Operating cash flows from finance leases	438	466
Operating cash flows from operating leases	5,135	$ 4,439
Right-of-use assets obtained in exchange for lease liabilities:
Operating leases	$ 588
Weighted-average remaining lease term (in years):
Finance leases	11 years	12 years
Operating leases	8 years	8 years
Weighted-average discount rate:
Finance leases	4.40%	4.40%
Operating leases	4.10%	4.10%

Leases (Future Minimum Lease Pa

Leases (Future Minimum Lease Payments Under Non-Cancellable Leases) (Details) $ in Thousands	Apr. 30, 2023 USD ($)
Finance
2023 (remainder of fiscal year)	$ 3,419
2024	4,736
2025	5,099
2026	3,993
2027	3,993
Thereafter	29,231
Total future minimum lease payments	50,471
Less – Discount	(10,898)
Lease liability	39,573
Operating
2023 (remainder of fiscal year)	15,569
2024	20,313
2025	19,648
2026	18,795
2027	17,545
Thereafter	61,036
Total future minimum lease payments	152,906
Less – Discount	(23,174)
Lease liability	$ 129,732

Debt and Credit Agreement (Narr

Debt and Credit Agreement (Narrative) (Details) - USD ($) $ in Millions		3 Months Ended
	May 14, 2021	Apr. 30, 2023	Jul. 07, 2022
TRI Senior Secured Note [Member]
Debt Instrument [Line Items]
Debt, original balance		$ 26.7
Debt instrument, maturity date		Oct. 15, 2038
Debt instrument stated percentage interest rate		4.95%
TRI Note [Member]
Debt Instrument [Line Items]
Debt, original balance		$ 3.5
TRI note maturity date		2038-11
Debt instrument stated percentage interest rate		3.05%
New Credit Agreement [Member] | Revolving Senior Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	$ 150		$ 150
Line of credit maturity date		May 14, 2026
New Credit Agreement [Member] | Standby Letter of Credit [Member]
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	5
New Credit Agreement [Member] | Swing Line Loans [Member]
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	$ 10
First Amendment [Member] | Revolving Senior Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity		$ 200
Minimum [Member] | New Credit Agreement [Member] | Bloomberg Short-Term Bank Yield Index Rate [Member] | Revolving Senior Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate, basis spread	1.25%
Minimum [Member] | New Credit Agreement [Member] | Base Rate [Member] | Revolving Senior Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate, basis spread	0.25%
Maximum [Member] | New Credit Agreement [Member] | Bloomberg Short-Term Bank Yield Index Rate [Member] | Revolving Senior Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate, basis spread	2%
Maximum [Member] | New Credit Agreement [Member] | Base Rate [Member] | Revolving Senior Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate, basis spread	1%

Debt and Credit Agreement (Sche

Debt and Credit Agreement (Schedule of Debt) (Details) - TRI Long-term Debt [Member] - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023
Debt Instrument [Line Items]
Debt	$ 26,513	$ 26,681
Less: current maturities	787	768
Long-term debt	25,726	25,913
TRI Senior Secured Note [Member]
Debt Instrument [Line Items]
Debt	23,013	23,181
TRI Note [Member]
Debt Instrument [Line Items]
Debt	$ 3,500	$ 3,500

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities (Schedule of Accrued Expenses and Other Current Liabilities) (Details) - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023
Accrued Expenses and Other Current Liabilities [Abstract]
Salaries and benefits	$ 3,615	$ 2,404
Deferred revenue	8,525	10,249
Freight	4,315	7,193
Product returns	4,259	5,168
Unpaid purchases of property & equipment	1,250	6,271
Accrued advertising	2,386	2,020
Other	6,571	7,510
Total accrued expenses and other current liabilities	$ 30,921	$ 40,815

Fair Value (Narrative) (Details

Fair Value (Narrative) (Details) - USD ($)	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Available For Sale Securities [Abstract]
Other-than-temporary impairment	$ 0	$ 0

Fair Value (Amortized Cost, Fai

Fair Value (Amortized Cost, Fair Value, and Corresponding Amount of Gross Unrealized Gains and Losses Recognized in AOCI of Available-for-Sale Security) (Details) - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023
Debt Securities, Available-for-sale [Line Items]
Estimated Fair Value	$ 5,416	$ 5,539
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member]
Debt Securities, Available-for-sale [Line Items]
Cost or Amortized Cost		25,031
Estimated Fair Value		25,031
Fair Value, Inputs, Level 3 [Member] | Corporate Trust [Member]
Debt Securities, Available-for-sale [Line Items]
Cost or Amortized Cost	5,693	5,737
Gross Unrealized Losses	(277)	(198)
Estimated Fair Value	$ 5,416	$ 5,539

Fair Value (Future Principal Re

Fair Value (Future Principal Receipts Related to Available-For-Sale Security by Contractual Maturity) (Details) $ in Thousands	Apr. 30, 2023 USD ($)
Available For Sale Securities [Abstract]
Amortized Cost, Within one year	$ 186
Amortized Cost, After one year through five years	1,236
Amortized Cost, After five years through ten years	1,872
Amortized Cost, After ten years	2,399
Amortized Cost, Total	5,693
Estimated Fair Value, Within one year	167
Estimated Fair Value, After one year through five years	1,146
Estimated Fair Value, After five years through ten years	1,783
Estimated Fair Value, After ten years	2,320
Estimated Fair Value, Total	$ 5,416

Fair Value (Carrying Values and

Fair Value (Carrying Values and Fair Values of Other Financial Instruments in Consolidated Balance Sheets) (Details) - TRI Debt [Member] - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023
Reported Value Measurement [Member]
Long-term debt, including short-term portion, Carrying Amount	$ 26,513	$ 26,681
Estimate of Fair Value Measurement [Member]
Long-term debt, including short-term portion, Fair Value	$ 25,577	$ 26,172

Variable Interest Entity (Narra

Variable Interest Entity (Narrative) (Details) $ in Millions	3 Months Ended
	Apr. 30, 2023 USD ($) entity	Jan. 29, 2023 entity
Variable Interest Entities [Line Items]
Number of variable interest entity | entity	1	1
TRI Holdings, LLC [Member]
Variable Interest Entities [Line Items]
Amount invested in a trust | $	$ 6.3

Variable Interest Entity (Sched

Variable Interest Entity (Schedule Assets and Liabilities of Variable Interest Entity) (Details) - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023
Variable Interest Entity [Line Items]
Property and equipment, net	$ 122,812	$ 112,564
Total assets	488,399	527,454
Noncontrolling interest in VIE	(3,218)	(3,210)
Total liabilities and shareholders' equity	488,399	527,454
Wisconsin [Member] | TRI Holdings, LLC [Member] | Variable Interest Entity, Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Cash	26	20
Property and equipment, net	23,405	23,612
Total assets	23,431	23,632
Other current liabilities	136	161
Current maturities of long-term debt	787	768
TRI long-term debt	25,726	25,913
Noncontrolling interest in VIE	(3,218)	(3,210)
Total liabilities and shareholders' equity	$ 23,431	$ 23,632

Earnings Per Share (Narrative)

Earnings Per Share (Narrative) (Details) - shares shares in Millions	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Unvested Restricted Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of (loss) earnings per share amount	0.3	0.2

Earnings Per Share (Reconciliat

Earnings Per Share (Reconciliation of Numerator and Denominator of Basic and Diluted (Loss) Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Earnings Per Share [Abstract]
Net loss attributable to controlling interest	$ (3,869)	$ (1,294)
Basic weighted average shares	32,865	32,714
Diluted weighted average shares	32,865	32,714
Earnings per share (Class A and Class B), Basic	$ (0.12)	$ (0.04)
Earnings per share (Class A and Class B), Diluted	$ (0.12)	$ (0.04)

Stock-Based Compensation (Narra

Stock-Based Compensation (Narrative) (Details) - Unvested Restricted Stock [Member] - USD ($) $ in Millions	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock compensation expense	$ 1	$ 0.6
Unrecognized compensation expense	$ 10.9
Unrecognized compensation expense, weighted average recognition period	2 years 10 months 24 days

Stock-Based Compensation (Summa

Stock-Based Compensation (Summary of Activity in Unvested Restricted Stock) (Details) - Unvested Restricted Stock [Member]	3 Months Ended
	Apr. 30, 2023 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Beginning balance, shares | shares	618,772
Granted | shares	1,066,091
Vested | shares	(119,825)
Forfeited | shares	(8,556)
Ending balance, shares | shares	1,556,482
Weighted average fair value per share, beginning balance | $ / shares	$ 12.05
Weighted average fair value per share, Granted | $ / shares	6.59
Weighted average fair value per share, Vested | $ / shares	12.45
Weighted average fair value per share, Forfeited | $ / shares	12.10
Weighted average fair value per share, ending balance | $ / shares	$ 8.54

Property and Equipment (Schedul

Property and Equipment (Schedule of Property and Equipment) (Details) - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023
Property, Plant and Equipment [Line Items]
Property and equipment	$ 217,736	$ 215,389
Accumulated depreciation and amortization	(125,431)	(118,989)
Property and equipment net excluding construction in progress	92,305	96,400
Construction in progress	30,507	16,164
Property and equipment, net	122,812	112,564
Land and Land Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	4,486	4,486
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	50,793	49,450
Buildings [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	36,191	36,183
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	161	161
Warehouse Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	25,962	25,951
Office Equipment and Furniture [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	53,763	53,713
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	9,502	9,185
Software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	$ 36,878	$ 36,260

Revenue (Sales Disaggregated Ba

Revenue (Sales Disaggregated Based Upon Sales Channel) (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 123,759	$ 122,904
Direct-to-Consumer [Member]
Disaggregation of Revenue [Line Items]
Revenue	79,502	77,680
Stores [Member]
Disaggregation of Revenue [Line Items]
Revenue	$ 44,257	$ 45,224

Revenue (Contract Assets and Li

Revenue (Contract Assets and Liabilities on Consolidated Balance Sheets) (Details) - USD ($) $ in Thousands	Apr. 30, 2023	Jan. 29, 2023	May 01, 2022	Jan. 30, 2022
Revenue [Abstract]
Contract assets	$ 2,001	$ 2,373
Contract liabilities	$ 8,525	$ 10,249	$ 9,054	$ 10,791

Revenue (Reconciliation of Cont

Revenue (Reconciliation of Contract Liability Related to Gift Cards) (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Balance as of Beginning of Period	$ 10,249	$ 10,791
Balance as of End of Period	8,525	9,054
Gift Cards Sold [Member]
Increase (decrease) in gift cards	1,878	1,909
Gift Cards Redeemed [Member]
Increase (decrease) in gift cards	(3,553)	(3,603)
Gift Card Breakage [Member]
Increase (decrease) in gift cards	$ (49)	$ (43)

Income Taxes (Narrative) (Detai

Income Taxes (Narrative) (Details)	3 Months Ended
	Apr. 30, 2023	May 01, 2022
Income Taxes [Abstract]
Effective tax rate related to controlling interest	27%	25%