Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2024 | Mar. 20, 2024 | Jul. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Jan. 28, 2024 | ||
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 Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction | true | ||
Document Financial Statement Restatement Recovery Analysis [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 78.8 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --01-28 | ||
Entity Central Index Key | 0001649744 | ||
Amendment Flag | false | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive proxy statement to be filed within 120 days of January 28 , 2024 are incorporated by reference in this Annual Report on Form 10-K in response to Part III, Items 10, 11, 12, 13 and 14. | ||
Auditor Firm ID | 185 | ||
Auditor Location | Milwaukee, Wisconsin | ||
Auditor Name | KPMG LLP | ||
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 | 31,047,516 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Current Assets: | ||
Cash and cash equivalents | $ 32,157 | $ 45,548 |
Receivables | 5,955 | 6,041 |
Income taxes receivable | 617 | |
Inventory, net | 125,757 | 154,922 |
Prepaid expenses & other current assets | 16,488 | 15,154 |
Total current assets | 180,974 | 221,665 |
Property and equipment, net | 132,718 | 116,527 |
Operating lease right-of-use assets | 121,430 | 131,753 |
Finance lease right-of-use assets, net | 40,315 | 43,243 |
Available-for-sale security | 4,986 | 5,539 |
Other assets, net | 9,020 | 8,727 |
Deferred tax asset | 1,010 | |
Total assets | 490,453 | 527,454 |
Current liabilities: | ||
Trade accounts payable | 51,122 | 56,547 |
Accrued expenses and other current liabilities | 30,930 | 40,815 |
Income tax payable | 1,761 | |
Current portion of operating lease liabilities | 16,401 | 15,571 |
Current portion of finance lease liabilities | 3,149 | 2,842 |
Current maturities of TRI long-term debt | 847 | 768 |
Total current liabilities | 102,449 | 118,304 |
Operating lease liabilities, less current maturities | 106,413 | 117,366 |
Finance lease liabilities, less current maturities | 34,276 | 37,425 |
TRI long-term debt, less current maturities | 25,141 | 25,913 |
Deferred tax liabilities | 1,249 | |
Total liabilities | 268,279 | 300,257 |
Shareholders’ equity: | ||
Preferred stock, no par value; 10,000 shares authorized; no shares issued or outstanding as of January 28, 2024 and January 29, 2023 | ||
Treasury stock, at cost; 155 and 112 shares as of January 28, 2024 and January 29, 2023, respectively | (1,738) | (1,459) |
Capital stock | 103,579 | 98,842 |
Retained earnings | 123,816 | 133,172 |
Accumulated other comprehensive income | (427) | (148) |
Total shareholders' equity of Duluth Holdings Inc. | 225,230 | 230,407 |
Noncontrolling interest | (3,056) | (3,210) |
Total shareholders' equity | 222,174 | 227,197 |
Total liabilities and shareholders' equity | 490,453 | 527,454 |
Class A Common Stock [Member] | ||
Shareholders’ equity: | ||
Common stock | ||
Class B Common Stock [Member] | ||
Shareholders’ equity: | ||
Common stock |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jan. 28, 2024 | Jan. 29, 2023 |
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 | 155,000 | 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 | 31,178,000 | 30,191,000 |
Common stock, shares outstanding | 31,023,000 | 30,079,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Consolidated Statements of Operations [Abstract] | ||
Net sales | $ 646,681 | $ 653,307 |
Cost of goods sold (excluding depreciation and amortization) | 321,710 | 309,872 |
Gross profit | 324,971 | 343,435 |
Selling, general and administrative expenses | 333,804 | 337,204 |
Operating (loss) income | (8,833) | 6,231 |
Interest expense | 4,156 | 3,653 |
Other income, net | 923 | 376 |
(Loss) income before income taxes | (12,066) | 2,954 |
Income tax (benefit) expense | (2,693) | 708 |
Net (loss) income | (9,373) | 2,246 |
Less: Net income (loss) attributable to noncontrolling interest | (17) | (58) |
Net (loss) income attributable to controlling interest | $ (9,356) | $ 2,304 |
Basic earnings per share (Class A and Class B): | ||
Weighted average shares of common stock outstanding | 32,955 | 32,772 |
Net (loss) income per share attributable to controlling interest | $ (0.28) | $ 0.07 |
Diluted earnings per share (Class A and Class B): | ||
Weighted average shares and equivalents outstanding | 32,955 | 32,991 |
Net (loss) income per share attributable to controlling interest | $ (0.28) | $ 0.07 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Consolidated Statements of Comprehensive Income [Abstract] | ||
Net (loss) income | $ (9,373) | $ 2,246 |
Other comprehensive (loss) income | ||
Securities available-for sale: Unrealized security loss | (372) | (852) |
Securities available-for sale: Income tax benefit | (93) | (215) |
Other comprehensive loss | (279) | (637) |
Comprehensive (loss) income | (9,652) | 1,609 |
Comprehensive income (loss) attributable to noncontrolling interest | (17) | (58) |
Comprehensive (loss) income attributable to controlling interest | $ (9,635) | $ 1,667 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders’ Equity - USD ($) shares in Thousands, $ in Thousands | Capital Stock [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Noncontrolling Interest In Variable Interest Entities [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 | $ 616 | 616 | ||||
Issuance of common stock, shares | 457 | |||||
Stock-based compensation | $ 2,711 | 2,711 | ||||
Restricted stock forfeitures, shares | (54) | |||||
Restricted stock surrendered for taxes | (457) | (457) | ||||
Restricted stock surrendered for taxes, shares | (31) | |||||
Other comprehensive loss | (637) | (637) | ||||
Net income (loss) | 2,304 | (58) | 2,246 | |||
Ending balance at Jan. 29, 2023 | $ 98,842 | (1,459) | 133,172 | (148) | (3,210) | 227,197 |
Ending balance (in shares) at Jan. 29, 2023 | 33,443 | |||||
Issuance of common stock | $ 542 | 542 | ||||
Issuance of common stock, shares | 1,243 | |||||
Stock-based compensation | $ 4,195 | 4,195 | ||||
Restricted stock forfeitures, shares | (257) | |||||
Restricted stock surrendered for taxes | (279) | (279) | ||||
Restricted stock surrendered for taxes, shares | (42) | |||||
Changes in the TRI Holdings, LLC Consolidation | 171 | 171 | ||||
Other comprehensive loss | (279) | (279) | ||||
Net income (loss) | (9,356) | (17) | (9,373) | |||
Ending balance at Jan. 28, 2024 | $ 103,579 | $ (1,738) | $ 123,816 | $ (427) | $ (3,056) | $ 222,174 |
Ending balance (in shares) at Jan. 28, 2024 | 34,387 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (9,373) | $ 2,246 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization | 32,159 | 30,810 |
Stock based compensation | 4,195 | 2,711 |
Deferred income taxes | (2,166) | (1,403) |
Loss on disposal of property and equipment | 130 | 1,392 |
Changes in operating assets and liabilities: | ||
Receivables | 86 | (586) |
Income taxes receivable | (617) | |
Inventory | 29,165 | (32,250) |
Prepaid expense & other assets | (1,675) | 5,101 |
Software hosting implementation costs, net | (216) | (6,121) |
Deferred catalog costs | 10 | |
Trade accounts payable | (5,449) | 12,685 |
Income taxes payable | (1,761) | (5,053) |
Accrued expenses and deferred rent obligations | (5,141) | (11,768) |
Other | 58 | (365) |
Noncash lease impacts | (722) | 1,195 |
Net cash provided by (used in) operating activities | 38,673 | (1,396) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (49,086) | (27,065) |
Principal receipts from available-for-sale security | 181 | 164 |
Proceeds from disposal of PP&E | 16 | 28 |
Changes in the TRI Holdings, LLC Consolidation | 171 | |
Net cash used in investing activities | (48,718) | (26,873) |
Cash flows from financing activities: | ||
Proceeds from line of credit | 56,000 | |
Payments on line of credit | (56,000) | |
Proceeds from long term debt | 25,000 | |
Payments on long term debt | (25,000) | |
Payments on TRI long term debt | (767) | (692) |
Payments on finance lease obligations | (2,842) | (2,701) |
Shares withheld for tax payments on vested restricted stock | (279) | (457) |
Other | 542 | 616 |
Net cash used in financing activities | (3,346) | (3,234) |
Decrease in cash and cash equivalents | (13,391) | (31,503) |
Cash and cash equivalents at beginning of period | 45,548 | 77,051 |
Cash and cash equivalents at end of period | 32,157 | 45,548 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 4,156 | 3,653 |
Income taxes paid | 2,026 | 7,223 |
Supplemental disclosure of non-cash information: | ||
Unpaid liability to acquire property and equipment | $ 1,874 | $ 8,783 |
Nature of Operations and Basis
Nature of Operations and Basis of Presentation | 12 Months Ended |
Jan. 28, 2024 | |
Nature of Operations and Basis of Presentation [Abstract] | |
Nature of Operations and Basis of Presentation | 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION 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 Company brand, with the majority of products being exclusively developed and sold as Duluth Trading branded merchandise. In 2010, the Company initiated its omnichannel platform with the opening of its first store. Since then, Duluth Trading has expanded its retail presence, and as of January 28 , 2024, the Company operated 62 retail stores and three outlet stores. The Company identifies its operating segments according to how its business activities are managed and evaluated. The Company continues to grow its omnichannel distribution network which allows the consumer to interact with the Company through a consistent customer experience whether on the Company website or at Company stores. The Company has 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 The consolidated financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”). 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 and Fiscal 2022 ended on January 28, 2024 and January 29, 2023, respectively. Fiscal 2023 and Fiscal 2022 were each a 52-week period. Seasonality of Business The Company’s business is affected by the pattern of seasonality common to most retail apparel businesses. Historically, the Company has recognized a significant portion of its revenue and operating profit in the fourth fiscal quarter of each year as a result of increased sales during the holiday season. Revision of Prior Period Financial Information The Company has revised its Consolidated Balance Sheet as of January 29, 2023 and related notes included herein to correct immaterial classification errors in Property and equipment, Prepaid expenses and Finance lease right-of-use assets, net. Revisions have been reflected in the Consolidated Balance Sheet as of January 29, 2023 to increase Property and equipment by $ 8.2 million and decrease Prepaid expenses and Finance lease right-of-use assets, net by $ 4.2 million and $ 4.0 million, respectively. The Company also revised the fiscal 2022 Consolidated Statement of Cash Flows to decrease cash flows used in operating activities by $ 4.2 million and increase cash flows used in investing activities by $ 4.2 million. There were no changes to previously reported net income, total assets, or shareholders’ equity. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 28, 2024 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The accompanying consolidated financial statements consist of the accounts of Duluth Holdings Inc. and TRI Holdings, LLC (“TRI”) as a variable interest entity. See Note 6 “Variable Interest Entities” for further information. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Revenue Recognition 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 fulfillment centers and stores is recognized upon shipment following customer payment, which is when the customer obtains control of the product and has the ability to direct the use of the product, including, among other options, the ability to redirect the product to a different shipping destination. Store revenue is recognized at the point of sale. The Company provides the customer the right of return on the product and revenue is adjusted based on an estimate of the expected returns based on historical rates as well as events that may cause changes to historical rates. See Note 5 “Accrued Expense and Other Liabilities” for the Company’s product returns reserve. 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. A liability is recognized at the time a gift card is sold, and revenue is recognized at the time the gift card is redeemed for merchandise. See Note 8 “Revenue” for further information. Cost of Goods Sold and Selling, General and Administrative Expenses The following table illustrates the primary costs classified in cost of goods sold and selling, general and administrative expenses: Cost of Goods Sold Selling, General and Administrative Expenses · Direct cost of purchased merchandise · Payroll and payroll-related expenses · Inventory shrinkage and inventory adjustments due to obsolescence · Occupancy expenses related to stores and operations at the Company's headquarters, including utilities · Inbound freight · Depreciation and amortization · Freight from the Company's fulfillment centers to its stores · Advertising expenses including: digital, television, and social media advertising; catalog production and mailing; and print advertising costs · Freight associated with shipping product to customers · Consulting and professional fees Advertising and Catalog Expenses The Company’s advertising and catalog expense primarily consists of web marketing programs, social media and radio and television advertisements, which are expensed as they are incurred. The Company’s direct-response advertising consists of producing, printing and mailing catalogs, which are expensed upon receipt by customers. Advertising and Catalog expenses were $ 69.0 million and $ 76.3 million for fiscal 2023 and fiscal 2022, respectively. Shipping and Processing Shipping and processing revenue generated from customer orders has been classified as a component of net sales. Shipping and processing expense, including handling expense, has been classified as a component of selling, general and administrative expenses. The Company incurred shipping and processing expenses of $ 47.2 million and $ 44.0 million for fiscal 2023 and fiscal 2022, respectively. Income Taxes The Company accounts for income taxes and related accounts using the asset/liability method in accordance with ASC Topic 740, Income Taxes (“ASC 740”). Under ASC 740, the Company accrues income taxes payable or refundable and recognizes deferred tax assets and liabilities based on differences between U.S. GAAP and tax bases of assets and liabilities. The Company measures deferred tax assets and liabilities using enacted tax rates in effect for the years in which the differences are expected to reverse, and recognizes the effect of a change in enacted rates in the period of enactment. A valuation allowance is established if it is more likely than not that some portion or all of the deferred income tax asset will not be realized. The Company establishes assets and liabilities for uncertain tax positions taken or expected to be taken in income tax returns, using a more-likely-than-not recognition threshold. The Company recognizes penalties and interest related to uncertain tax positions as income tax expense. See Note 9 “Income Taxes,” of these Notes to Consolidated Financial Statements for further discussion. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash deposits. At various times during the year, the Company has certain cash balances deposited in financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes it is not exposed to any significant credit risk. Cash and Cash Equivalents The Company considers short-term investments with original maturities of three months or less when purchased to be cash equivalents. As of January 29, 2023, Cash and cash equivalents consisted of cash, amounts receivable from credit card issuers and money market funds. 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. Significant Suppliers The Company’s principal supplier of inventory accounted for 59 % and 56 % of total inventory expenditures in fiscal 2023 and fiscal 2022, respectively. The Company also had a second supplier that accounted for 10 % and 11 % of total inventory expenditures in fiscal 2023 and fiscal 2022, respectively. Inventories Inventory consists of finished goods stated at the lower of cost or net realizable value, with cost determined using the first-in, first-out valuation method. The Company records an inventory reserve for the anticipated loss associated with selling inventories below cost. Inventory reserve for excess, obsolete items and shrinkage was $ 1.4 million and $ 1.8 million as of January 28, 2024 and January 29, 2023, respectively. Property and Equipment Property and equipment consist of the following: January 28, 2024 January 29, 2023 (in thousands) Land and land improvements $ 4,486 $ 4,486 Leasehold improvements 56,850 49,450 Buildings 36,191 36,183 Vehicles 121 161 Warehouse equipment 66,481 25,951 Office equipment and furniture 54,294 53,713 Computer equipment 11,142 9,185 Software 39,923 36,260 269,488 215,389 Accumulated depreciation and amortization ( 140,551 ) ( 115,026 ) 128,937 100,363 Construction in progress 3,781 16,164 Property and equipment, net $ 132,718 $ 116,527 The Company recorded depreciation expense of $ 28.0 million and $ 26.7 million for fiscal 2023 and fiscal 2022, respectively. The Company expenses as incurred all routine repair and maintenance costs that do not extend the estimated useful life of the asset. Property and equipment are carried at cost and are generally depreciated using the straight-line method over the estimated useful lives. Leasehold improvements are depreciated over the shorter of the lease term or estimated useful life. Depreciable lives by major classification generally are as follows: Years Land improvements 15 Leasehold improvements 3 - 15 Buildings 39 Vehicles 5 Warehouse equipment 7 - 10 Office equipment and furniture 7 - 10 Computer equipment 3 - 5 Software 3 - 5 Prepaid Expenses and Other Assets Prepaid expenses and other assets consist of the following: January 28, 2024 January 29, 2023 (in thousands) Prepaid expenses & other current assets Pending returns inventory, net $ 2,778 $ 2,373 Current software hosting implementation costs, net 3,353 3,074 Other prepaid expenses 10,357 9,707 Prepaid expenses & other current assets $ 16,488 $ 15,154 Other assets, net Goodwill $ 402 $ 402 Intangible assets, net 436 450 Non-current software hosting implementation costs 6,705 6,148 Other assets, net 1,477 1,727 Other assets, net $ 9,020 $ 8,727 Software Hosting Implementation Costs Software hosting implementation costs includes costs of implementation activities of certain cloud computing arrangements in accordance with Accounting Standards Update No. 2018-15, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40) . Amortization expense was $ 5.0 million and $ 3.6 million for fiscal 2023 and fiscal 2022, respectively. Accumulated amortization was $ 10.4 million and $ 5.4 million for fiscal 2023 and fiscal 2022, respectively. See Note 12 “Recent Accounting Pronouncements” for more information. Goodwill Goodwill represents the excess of purchase price over the fair value of net assets acquired. ASC Topic 350, Intangibles-Goodwill and Other , requires that goodwill be tested for impairment annually, or more often if an event or circumstance indicates that an impairment loss may have been incurred. The Company’s management uses its judgment in assessing whether goodwill may have become impaired between annual impairment tests. Indicators such as unexpected adverse business conditions, economic factors, competitive activities, loss of key personnel and acts by governments may signal that an asset has become impaired. Management performed its annual qualitative assessment of goodwill as of December 31, 2023 and 2022, which included assessed factors such as macroeconomic conditions, industry and market considerations, cost factors and overall financial performance and determined that it was more likely than not that the fair value of the Company was greater than its carrying amount; as such, no further evaluation of goodwill was deemed necessary. No impairment was recognized for the years ended January 28, 2024 or January 29, 2023. Intangible Assets and Other Assets Intangible assets and other assets include loan origination fees and trade names which are amortized over their estimated useful lives ranging from three years to fifteen years . Other assets also primarily include security deposits required by certain of the Company’s lease agreements and prepaid expenses. Amortization expense was $ 0.2 million for fiscal 2023 and fiscal 2022. Accumulated amortization was $ 1.0 million and $ 0.8 million as of January 28, 2024 and January 29, 2023, respectively. Scheduled future amortization of amortizable other assets is as follows as of January 28, 2024: Fiscal year (in thousands) 2024 $ 191 2025 157 2026 92 2027 22 2028 2 Thereafter 6 $ 470 Impairment of Long-Lived Assets The Company’s long-lived assets are reviewed for impairment during the fourth quarter, or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If the sum of the expected undiscounted cash flows is less than the carrying value of the related asset or group of assets, a loss is recognized for the difference between the fair value and the carrying value of the asset or group of assets. Such analyses necessarily involve judgment. For fiscal 2023, management did not identify any events or changes in circumstances that indicated the potential impairment of long-lived assets. Store Pre-opening Costs Store pre-opening costs are expensed as incurred and are included in selling, general and administrative expenses. Stock-Based Compensation In connection with the IPO, the Company adopted the 2015 Equity Incentive Plan of Duluth Holdings Inc. (“2015 Plan”), which provides compensation alternatives such as stock options, shares, restricted stock, restricted stock units, deferred stock and performance share units, using or based on the Company’s Class B common stock. The Company accounts for its stock-based compensation plan in accordance with ASC Topic 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. Restricted stock issued to board members generally vests over a period of one year . Restricted stock issued to key employees and executives typically vests over a period of three years to five years based on the terms for each individual award. The fair value of the restricted stock is determined based on the market value of the Company’s Class B common stock on the grant date. Restricted stock forfeitures are recognized as incurred. Total stock compensation expense associated with restricted stock recognized by the Company was $ 4.2 million and $ 2.7 million for fiscal 2023 and fiscal 2022, respectively, and is included in Selling, general and administrative expenses on the Consolidated Statements of Operations. The following is a summary of the activity in the Company’s unvested restricted stock during the years ended January 28, 2024 and January 29, 2023: Weighted average grant date fair value Shares per share Outstanding at January 30, 2022 405,334 13.54 Granted 392,497 10.99 Vested ( 124,773 ) 13.44 Forfeited ( 54,286 ) 12.20 Outstanding at January 29, 2023 618,772 12.05 Granted 1,168,316 6.51 Vested ( 164,116 ) 12.22 Forfeited ( 255,702 ) 5.73 Outstanding at January 28, 2024 1,367,270 $ 8.77 At January 28, 2024, the Company had unrecognized compensation expense of $ 6.4 million related to the restricted stock awards, which is expected to be recognized over a weighted average period of 2.3 years. Treasury Stock Treasury stock consists of shares withheld in lieu of tax payments when restricted stock vests using the treasury cost method and is classified in the Consolidated Balance Sheets as a reduction to shareholders’ equity. Taxes Collected from Customers The Company presents all non-income government-assessed taxes (sales, use and value-added taxes) collected from its customers and remitted to governmental agencies on a net basis (excluded from revenue) in its consolidated financial statements. Other Comprehensive Income Other comprehensive income or loss represents the change in equity from non-shareholder or non-member transactions, which is not included in the statements of earnings but is reported as a separate component of shareholders’ equity. For fiscal 2023 and fiscal 2022, other comprehensive income consists of changes in unrealized gains and losses on the Company’s available-for-sale security, net of taxes. Fair Value Measurements 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 2023, 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 along with the corresponding amount of gross unrealized gains and losses recognized in accumulated other comprehensive income are as follows. January 28, 2024 Cost or Gross Gross Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value (in thousands) Level 1 security: Money market funds $ 28,396 $ — $ — $ 28,396 Level 3 security: Corporate trust $ 5,556 $ — $ ( 570 ) $ 4,986 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 security on a quarterly basis to monitor its exposure to other-than-temporary impairment. No other-than-temporary impairment was recorded in the Consolidated Statements of Operations in fiscal 2023 or fiscal 2022 . The following table presents the future receipts related to the Company’s available-for-sale security by contractual maturity as of January 28, 2024. Amortized Estimated Cost Fair Value (in thousands) Within one year $ 200 $ 161 After one year through five years 1,320 1,127 After five years through ten years 1,984 1,791 After ten years 2,052 1,907 Total $ 5,556 $ 4,986 The carrying values and fair values of other financial instruments in the Consolidated Balance Sheets are as follows: January 28, 2024 January 29, 2023 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value TRI Long-term debt, including short-term portion $ 25,988 $ 23,554 $ 26,681 $ 26,172 The above long-term debt, including the 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. |
Leases
Leases | 12 Months Ended |
Jan. 28, 2024 | |
Leases [Abstract] | |
Leases | 3. LEASES Based on the criteria set forth in ASC Topic 842, Leases (“ASC 842”), the Company recognizes 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 2041. 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 rate. The Company bases this discount rate 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 lease expenses 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 of Operations January 28, 2024 January 29, 2023 (in thousands) Finance lease expense Amortization of right-of-use assets Selling, general and administrative expenses $ 3,361 $ 3,361 Interest on lease liabilities Interest expense 1,709 1,822 Total finance lease expense $ 5,070 $ 5,183 Operating lease expense Selling, general and administrative expenses $ 20,267 $ 18,725 Amortization of build-to-suit leases capital contribution Selling, general and administrative expenses 1,284 1,284 Variable lease expense Selling, general and administrative expenses 10,927 10,380 Total lease expense $ 37,548 $ 35,572 Other information related to leases were as follows: January 28, 2024 January 29, 2023 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows from finance leases $ 2,842 $ 2,701 Operating cash flows from finance leases $ 1,709 $ 1,822 Operating cash flows from operating leases $ 20,842 $ 18,477 Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 5,468 $ 25,297 Weighted-average remaining lease term (in years): Finance leases 10 11 Operating leases 7 8 Weighted-average discount rate: Finance leases 4.5 % 4.4 % Operating leases 4.2 % 4.1 % Future minimum lease payments under the non-cancellable leases are as follows as of January 28, 2024 : Finance Operating Fiscal year Leases Leases (in thousands) 2024 $ 4,736 $ 21,205 2025 5,099 20,613 2026 3,993 19,660 2027 3,993 18,411 2028 4,017 16,631 Thereafter 25,214 46,794 Total future minimum lease payments $ 47,052 $ 143,314 Less - Discount 9,627 20,500 Lease liability $ 37,425 $ 122,814 Total rent expense under non-cancellable leases was $ 21.8 million and $ 20.0 million for fiscal 2023 and fiscal 2022, respectively. |
Debt and Credit Agreement
Debt and Credit Agreement | 12 Months Ended |
Jan. 28, 2024 | |
Debt and Credit Agreement [Abstract] | |
Debt and Credit Agreement | 4. DEBT AND CREDIT AGREEMENT Debt consists of the following: January 28, 2024 January 29, 2023 (in thousands) TRI Senior Secured Note $ 22,488 $ 23,181 TRI Note 3,500 3,500 $ 25,988 $ 26,681 Less: current maturities 847 768 TRI Long-term debt $ 25,141 $ 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 the obligor of these notes. Credit Agreement On May 14, 2021, the Company terminated its prior credit agreement, and 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 is 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 $ 150.0 million to $ 200.0 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) reduce the commitment fee in some instances. As of January 28, 2024, and for the fiscal year then ended, the Company was in compliance with all financial and non-financial covenants in the Credit Agreement. Future principal maturities of all TRI debt, excluding unamortized financing fees of $ 1.1 million associated with the TRI debt are as follows as of January 28, 2024: Fiscal year (in thousands) 2024 $ 847 2025 931 2026 1,020 2027 1,114 2028 1,214 Thereafter 21,944 $ 27,070 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Jan. 28, 2024 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Accrued Expenses and Other Current Liabilities | 5. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consist of the following: January 28, 2024 January 29, 2023 (in thousands) Salaries and benefits $ 2,692 $ 2,404 Deferred revenue 9,579 10,249 Freight 4,001 7,193 Product returns 5,541 5,168 Unpaid purchases of property & equipment 765 6,271 Accrued advertising 1,129 2,020 Other 7,223 7,510 Total accrued expenses and other current liabilities $ 30,930 $ 40,815 |
Variable Interest Entities
Variable Interest Entities | 12 Months Ended |
Jan. 28, 2024 | |
Variable Interest Entities [Abstract] | |
Variable Interest Entities | 6. VARIABLE INTEREST ENTITIES 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 VIE as of January 28, 2024 and January 29, 2023. The Company leases the Company’s headquarters in Mt. Horeb, Wisconsin from TRI. In conjunction with the lease, the Company originally 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 Consolidated Balance Sheets include the following amounts as a result of the consolidation of TRI as of January 28, 2024 and January 29, 2023. January 28, 2024 January 29, 2023 (in thousands) Cash $ 17 $ 20 Property and equipment, net 22,941 23,612 Total assets $ 22,958 $ 23,632 Other current liabilities $ 26 $ 161 Current maturities of TRI long-term debt 847 768 TRI long-term debt 25,141 25,913 Noncontrolling interest in VIE ( 3,056 ) ( 3,210 ) Total liabilities and shareholders' equity $ 22,958 $ 23,632 While the Balance Sheet is consolidated in accordance with ASC Topic 810, Consolidation , the Company is not the guarantor nor the obligor of the TRI debt. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jan. 28, 2024 | |
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. The reconciliation of the numerator and denominator of the basic and diluted earnings per share calculation is as follows: Fiscal Year Ended January 28, 2024 January 29, 2023 (in thousands, except per share data) Numerator - net (loss) income attributable to controlling interest $ ( 9,356 ) $ 2,304 Denominator - weighted average shares (Class A and Class B) Basic 32,955 32,772 Dilutive shares — 219 Diluted 32,955 32,991 Earnings per share (Class A and Class B) Basic $ ( 0.28 ) $ 0.07 Diluted $ ( 0.28 ) $ 0.07 The computation of diluted loss per share excluded 0.4 million shares of unvested restricted stock for the fiscal year ended January 28, 2024, respectively, because their inclusion would be anti-dilutive due to a net loss. |
Revenue
Revenue | 12 Months Ended |
Jan. 28, 2024 | |
Revenue [Abstract] | |
Revenue | 8. 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 fulfillment 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. January 28, 2024 January 29, 2023 (in thousands) Direct-to-consumer $ 425,562 $ 412,123 Stores 221,119 241,184 $ 646,681 $ 653,307 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 upon issuance in Accrued expenses and other current liabilities under deferred revenue (see Note 5 “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. Contract assets and liabilities on the Company’s Consolidated Balance Sheets are presented in the following table: January 28, 2024 January 29, 2023 (in thousands) Contract assets $ 2,778 $ 2,373 Contract liabilities $ 9,579 $ 10,249 Revenue from gift cards is recognized when the gift card is redeemed by the customer for merchandise, or as 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: January 28, 2024 January 29, 2023 (in thousands) Balance as of Beginning of Period $ 10,249 $ 10,791 Gift cards sold 18,116 17,330 Gift cards redeemed ( 16,940 ) ( 16,265 ) Gift card breakage ( 1,846 ) ( 1,607 ) Balance as of End of Period $ 9,579 $ 10,249 |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 28, 2024 | |
Income Taxes [Abstract] | |
Income Taxes | 9. INCOME TAXES The components of income tax expense were as follows: Fiscal Year Ended January 28, 2024 January 29, 2023 (in thousands) Current: Federal $ ( 638 ) $ 1,158 State 230 953 ( 408 ) 2,111 Deferred: Federal ( 1,710 ) ( 884 ) State ( 575 ) ( 519 ) ( 2,285 ) ( 1,403 ) Total income tax expense $ ( 2,693 ) $ 708 The tax effects of unrealized gains and losses on securities are components of other comprehensive income and therefore excluded from deferred tax expense. Realization of the deferred tax asset over time is dependent upon the Company generating sufficient taxable earnings in future periods. In making the determination that the realization of the deferred tax was more likely than not, the Company considered several factors including its recent earnings history, its expected earnings in the future, and appropriate tax planning strategies. The Company believes it will be able to fully utilize its established deferred tax assets and therefore no valuation allowance has been established as of January 28, 2024 and January 29, 2023 . The reconciliation of income tax expense to the amount computed at the federal statutory rate was as follows: Fiscal Year Ended January 28, 2024 January 29, 2023 (in thousands) Federal taxes at statutory rate $ ( 2,524 ) 21.0 % $ 633 21.0 % State and local income taxes, net of federal benefit ( 390 ) 3.2 % 144 4.8 % Stock compensation price difference 150 ( 1.2 ) % 6 0.2 % Research and development tax credits ( 283 ) 2.4 % ( 296 ) ( 9.8 ) % Nondeductible compensation 384 ( 3.2 ) % 182 6.0 % Adjustments to uncertain tax positions ( 164 ) 1.4 ( 10 ) ( 0.4 ) % Other 134 ( 1.2 ) % 49 1.7 % Total income tax expense $ ( 2,693 ) 22.4 % $ 708 23.5 % Deferred income taxes reflect the net tax effects of temporary differences between U.S. GAAP and tax bases of assets and liabilities. Significant components of deferred tax assets and liabilities were as follows: January 28, 2024 January 29, 2023 (in thousands) Deferred tax assets: Returns allowance $ 1,402 $ 1,304 Uniform inventory capitalization 3,637 3,870 Unrealized loss on investment 144 50 Federal and state credit 426 38 Lease liability 52,642 54,648 Accruals 389 303 Stock-based compensation 491 341 Advance payments 687 751 Business Interest limitation 127 — Unrecognized tax benefits 3 7 Charitable contributions 181 87 Research and development 1,723 1,288 Federal and state NOL 5,183 4 Total deferred tax assets 67,035 62,691 Deferred tax liabilities: Property and equipment 12,641 8,439 Prepaid expenses 949 822 Right-of-use asset 52,006 54,475 Goodwill and intangibles 71 69 Inventory reserve 358 135 Total deferred tax liabilities 66,025 63,940 Net deferred tax assets (liabilities) $ 1,010 $ ( 1,249 ) As of January 28, 2024, we had state net operating losses (“NOL”) of approximately $ 7.6 million, with deferred tax assets of $ 0.3 million related to these state NOLs. These state net operating loss carryforwards expire at various intervals from 2029 through 2044. The federal NOL is approximately $ 23.0 million, with deferred tax asset of $ 4.8 million related to the federal NOL. Uncertain Tax Positions A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: January 28, 2024 January 29, 2023 (in thousands) Balance beginning of year $ 287 $ 297 Additions for tax positions in prior years ( 74 ) ( 2 ) Additions for tax positions in current year 37 11 Statute of limitations ( 131 ) ( 19 ) Balance at end of year $ 119 $ 287 If recognized, $ 0.1 million of the Company’s unrecognized tax benefits as of January 28, 2024, would affect the Company’s effective tax rate. The Company does not anticipate that there will be a material change in the balance of the unrecognized tax benefits in the next 12 months. Any interest and penalties related to uncertain tax positions are recorded in income tax expense. There were no material amounts recorded as tax expense for interest or penalties for the years ended January 29, 2023. The Company files income tax returns in the United States federal jurisdiction and in various state jurisdictions. Federal tax returns for tax years 2020 through 2022 , and state tax returns for tax years 2019 through 2022 , are open for examination. |
Retirement Plan
Retirement Plan | 12 Months Ended |
Jan. 28, 2024 | |
Retirement Plan [Abstract] | |
Retirement Plan | 10. RETIREMENT PLAN The Company has a contributory 401(k) profit sharing plan (the “Plan”) which covers all employees who have attained age 21 and who have met minimum service requirements. The Company makes quarterly non-discretionary “safe harbor” matching contributions to the Plan equal to 100 % of the basic contribution made by each participant on the first 3 % of his or her compensation plus 50 % of the basic contribution made by each participant on the next 2 % of his or her compensation. The Company is also permitted to make discretionary profit sharing contributions to the Plan. There were no profit sharing contributions for the plan year ended December 31, 2023. The Company’s total expenses under the Plan were $ 2.2 million and $ 2.3 million for fiscal 2023 and fiscal 2022, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 28, 2024 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 11. COMMITMENTS AND CONTINGENCIES From time to time, the Company becomes involved in lawsuits and other claims arising from its ordinary course of business. Because of the uncertainties related to the incurrence, amount and range of loss on any pending litigation or claim, management is currently unable to predict the ultimate outcome of any litigation or claim, determine whether a liability has been incurred or make an estimate of the reasonably possible liability that could result from an unfavorable outcome. Management believes, after considering a number of factors and the nature of any outstanding litigation or claims, that the outcome will not have a material effect upon the Company’s results of operations, financial condition or cash flows. However, because of the unpredictable nature of these matters, the Company cannot provide any assurances regarding the outcome of any litigation or claim to which it is a party or the impact on it of an adverse ruling in such matters. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Jan. 28, 2024 | |
Recent Accounting Pronouncements [Abstract] | |
Recent Accounting Pronouncements | 12. RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements Intangibles – Goodwill and Other – Internal-use Software On February 3, 2020, the Company adopted Accounting Standards Update (“ASU”) No. 2018-15, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40) (“ASU 2018-15”) which provides additional guidance on the accounting for costs of implementation activities performed in a cloud computing arrangement that is a service contract. ASU 2018-15 requires a customer in a cloud computing arrangement that is a service contract to follow the new internal-use software guidance to determine which implementation costs to capitalize as assets or expense as incurred. The new internal-use software guidance requires that certain costs incurred during the application development stage be capitalized and other costs incurred during the preliminary project and post-implementation stages be expensed as they are incurred. The Company adopted ASU 2018-15 using the prospective method. In fiscal 2023 and 2022, $ 10.1 million and $ 9.2 million of capitalized costs associated with implementation activities, net of amortization are classified within Prepaid expenses & other current assets on the Company’s Consolidated Balance Sheets, respectively, and $ 5.0 million and $ 3.6 million of related amortization costs are included in Selling, general and administrative expenses on the Company’s Consolidated Statement of Operations, respectively. Financial Instruments – Credit Losses – Measurement of Credit Losses on Financial Instruments 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. ASU 2016-13 did not have a material impact on the Company’s consolidated financial statements. Recently Accounting Pronouncements Not Yet Adopted Segment Reporting – Improvements to Reportable Segment Disclosures In November 2023, the FASB issued ASU No. 2023-07, “ Segment Reporting: Improvements to Reportable Segment Disclosures.” This ASU improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The new guidance is effective for public companies with annual periods beginning after December 15, 2023, and interim periods within annual period beginning after December 15, 2024, with early adoption permitted. Management is currently evaluating the effects adoption of this guidance will have on its consolidated financial statements. Income Taxes – Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU No. 2023-09, “ Income Taxes: Improvements to Income Tax Disclosures .” This ASU improves the transparency of income tax disclosures by requiring (i) consistent categories and greater disaggregation of information in the rate reconciliation and (ii) income taxes paid disaggregated by jurisdiction. This new guidance will be effective for annual periods beginning after December 15, 2024, and early adoption is permitted. Management is currently evaluating the effects adoption of this guidance will have on its consolidated financial statements. |
Schedule II Valuation and Quali
Schedule II Valuation and Qualifying Accounts | 12 Months Ended |
Jan. 28, 2024 | |
Schedule II Valuation And Qualifying Accounts [Abstract] | |
Schedule II Valuation and Qualifying Accounts | DULUTH HOLDINGS INC. SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS For the Years Ended January 28, 2024 and January 29, 2023 (Amounts in thousands) Charged to Charged to Beginning Cost and Other Ending Balance Expenses Accounts Deductions Balance Inventory reserve Year ended January 28, 2024 $ 1,837 $ — $ — $ ( 476 ) $ 1,361 Year ended January 29, 2023 2,372 $ — $ — $ ( 535 ) $ 1,837 Product returns reserve Year ended January 28, 2024 $ 5,168 $ 373 $ — $ — $ 5,541 Year ended January 29, 2023 5,439 $ — $ — $ ( 271 ) $ 5,168 See accompanying Report of Independent Registered Public Accounting Firm. |
Nature of Operations and Basi_2
Nature of Operations and Basis of Presentation (Policy) | 12 Months Ended |
Jan. 28, 2024 | |
Nature of Operations and Basis of Presentation [Abstract] | |
Nature of Operations | 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 Company brand, with the majority of products being exclusively developed and sold as Duluth Trading branded merchandise. In 2010, the Company initiated its omnichannel platform with the opening of its first store. Since then, Duluth Trading has expanded its retail presence, and as of January 28 , 2024, the Company operated 62 retail stores and three outlet stores. The Company identifies its operating segments according to how its business activities are managed and evaluated. The Company continues to grow its omnichannel distribution network which allows the consumer to interact with the Company through a consistent customer experience whether on the Company website or at Company stores. The Company has 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 | Basis of Presentation The consolidated financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”). 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 and Fiscal 2022 ended on January 28, 2024 and January 29, 2023, respectively. Fiscal 2023 and Fiscal 2022 were each a 52-week period. |
Seasonality of Business | Seasonality of Business The Company’s business is affected by the pattern of seasonality common to most retail apparel businesses. Historically, the Company has recognized a significant portion of its revenue and operating profit in the fourth fiscal quarter of each year as a result of increased sales during the holiday season. |
Revision of Prior Period Financial Information | Revision of Prior Period Financial Information The Company has revised its Consolidated Balance Sheet as of January 29, 2023 and related notes included herein to correct immaterial classification errors in Property and equipment, Prepaid expenses and Finance lease right-of-use assets, net. Revisions have been reflected in the Consolidated Balance Sheet as of January 29, 2023 to increase Property and equipment by $ 8.2 million and decrease Prepaid expenses and Finance lease right-of-use assets, net by $ 4.2 million and $ 4.0 million, respectively. The Company also revised the fiscal 2022 Consolidated Statement of Cash Flows to decrease cash flows used in operating activities by $ 4.2 million and increase cash flows used in investing activities by $ 4.2 million. There were no changes to previously reported net income, total assets, or shareholders’ equity. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policy) | 12 Months Ended |
Jan. 28, 2024 | |
Summary of Significant Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements consist of the accounts of Duluth Holdings Inc. and TRI Holdings, LLC (“TRI”) as a variable interest entity. See Note 6 “Variable Interest Entities” for further information. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Revenue Recognition | Revenue Recognition 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 fulfillment centers and stores is recognized upon shipment following customer payment, which is when the customer obtains control of the product and has the ability to direct the use of the product, including, among other options, the ability to redirect the product to a different shipping destination. Store revenue is recognized at the point of sale. The Company provides the customer the right of return on the product and revenue is adjusted based on an estimate of the expected returns based on historical rates as well as events that may cause changes to historical rates. See Note 5 “Accrued Expense and Other Liabilities” for the Company’s product returns reserve. 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. A liability is recognized at the time a gift card is sold, and revenue is recognized at the time the gift card is redeemed for merchandise. See Note 8 “Revenue” for further information. |
Cost of Goods Sold and Selling, General and Administrative Expenses | Cost of Goods Sold and Selling, General and Administrative Expenses The following table illustrates the primary costs classified in cost of goods sold and selling, general and administrative expenses: Cost of Goods Sold Selling, General and Administrative Expenses · Direct cost of purchased merchandise · Payroll and payroll-related expenses · Inventory shrinkage and inventory adjustments due to obsolescence · Occupancy expenses related to stores and operations at the Company's headquarters, including utilities · Inbound freight · Depreciation and amortization · Freight from the Company's fulfillment centers to its stores · Advertising expenses including: digital, television, and social media advertising; catalog production and mailing; and print advertising costs · Freight associated with shipping product to customers · Consulting and professional fees |
Advertising and Catalog Expenses | Advertising and Catalog Expenses The Company’s advertising and catalog expense primarily consists of web marketing programs, social media and radio and television advertisements, which are expensed as they are incurred. The Company’s direct-response advertising consists of producing, printing and mailing catalogs, which are expensed upon receipt by customers. Advertising and Catalog expenses were $ 69.0 million and $ 76.3 million for fiscal 2023 and fiscal 2022, respectively. |
Shipping and Processing | Shipping and Processing Shipping and processing revenue generated from customer orders has been classified as a component of net sales. Shipping and processing expense, including handling expense, has been classified as a component of selling, general and administrative expenses. The Company incurred shipping and processing expenses of $ 47.2 million and $ 44.0 million for fiscal 2023 and fiscal 2022, respectively. |
Income Taxes | Income Taxes The Company accounts for income taxes and related accounts using the asset/liability method in accordance with ASC Topic 740, Income Taxes (“ASC 740”). Under ASC 740, the Company accrues income taxes payable or refundable and recognizes deferred tax assets and liabilities based on differences between U.S. GAAP and tax bases of assets and liabilities. The Company measures deferred tax assets and liabilities using enacted tax rates in effect for the years in which the differences are expected to reverse, and recognizes the effect of a change in enacted rates in the period of enactment. A valuation allowance is established if it is more likely than not that some portion or all of the deferred income tax asset will not be realized. The Company establishes assets and liabilities for uncertain tax positions taken or expected to be taken in income tax returns, using a more-likely-than-not recognition threshold. The Company recognizes penalties and interest related to uncertain tax positions as income tax expense. See Note 9 “Income Taxes,” of these Notes to Consolidated Financial Statements for further discussion. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash deposits. At various times during the year, the Company has certain cash balances deposited in financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes it is not exposed to any significant credit risk. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers short-term investments with original maturities of three months or less when purchased to be cash equivalents. As of January 29, 2023, Cash and cash equivalents consisted of cash, amounts receivable from credit card issuers and money market funds. 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. |
Significant Suppliers | Significant Suppliers The Company’s principal supplier of inventory accounted for 59 % and 56 % of total inventory expenditures in fiscal 2023 and fiscal 2022, respectively. The Company also had a second supplier that accounted for 10 % and 11 % of total inventory expenditures in fiscal 2023 and fiscal 2022, respectively. |
Inventories | Inventories Inventory consists of finished goods stated at the lower of cost or net realizable value, with cost determined using the first-in, first-out valuation method. The Company records an inventory reserve for the anticipated loss associated with selling inventories below cost. Inventory reserve for excess, obsolete items and shrinkage was $ 1.4 million and $ 1.8 million as of January 28, 2024 and January 29, 2023, respectively. |
Property and Equipment | Property and Equipment Property and equipment consist of the following: January 28, 2024 January 29, 2023 (in thousands) Land and land improvements $ 4,486 $ 4,486 Leasehold improvements 56,850 49,450 Buildings 36,191 36,183 Vehicles 121 161 Warehouse equipment 66,481 25,951 Office equipment and furniture 54,294 53,713 Computer equipment 11,142 9,185 Software 39,923 36,260 269,488 215,389 Accumulated depreciation and amortization ( 140,551 ) ( 115,026 ) 128,937 100,363 Construction in progress 3,781 16,164 Property and equipment, net $ 132,718 $ 116,527 The Company recorded depreciation expense of $ 28.0 million and $ 26.7 million for fiscal 2023 and fiscal 2022, respectively. The Company expenses as incurred all routine repair and maintenance costs that do not extend the estimated useful life of the asset. Property and equipment are carried at cost and are generally depreciated using the straight-line method over the estimated useful lives. Leasehold improvements are depreciated over the shorter of the lease term or estimated useful life. Depreciable lives by major classification generally are as follows: Years Land improvements 15 Leasehold improvements 3 - 15 Buildings 39 Vehicles 5 Warehouse equipment 7 - 10 Office equipment and furniture 7 - 10 Computer equipment 3 - 5 Software 3 - 5 |
Prepaid Expenses and Other Assets | Prepaid Expenses and Other Assets Prepaid expenses and other assets consist of the following: January 28, 2024 January 29, 2023 (in thousands) Prepaid expenses & other current assets Pending returns inventory, net $ 2,778 $ 2,373 Current software hosting implementation costs, net 3,353 3,074 Other prepaid expenses 10,357 9,707 Prepaid expenses & other current assets $ 16,488 $ 15,154 Other assets, net Goodwill $ 402 $ 402 Intangible assets, net 436 450 Non-current software hosting implementation costs 6,705 6,148 Other assets, net 1,477 1,727 Other assets, net $ 9,020 $ 8,727 |
Software Hosting Implementation Costs | Software Hosting Implementation Costs Software hosting implementation costs includes costs of implementation activities of certain cloud computing arrangements in accordance with Accounting Standards Update No. 2018-15, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40) . Amortization expense was $ 5.0 million and $ 3.6 million for fiscal 2023 and fiscal 2022, respectively. Accumulated amortization was $ 10.4 million and $ 5.4 million for fiscal 2023 and fiscal 2022, respectively. See Note 12 “Recent Accounting Pronouncements” for more information. |
Goodwill | Goodwill Goodwill represents the excess of purchase price over the fair value of net assets acquired. ASC Topic 350, Intangibles-Goodwill and Other , requires that goodwill be tested for impairment annually, or more often if an event or circumstance indicates that an impairment loss may have been incurred. The Company’s management uses its judgment in assessing whether goodwill may have become impaired between annual impairment tests. Indicators such as unexpected adverse business conditions, economic factors, competitive activities, loss of key personnel and acts by governments may signal that an asset has become impaired. Management performed its annual qualitative assessment of goodwill as of December 31, 2023 and 2022, which included assessed factors such as macroeconomic conditions, industry and market considerations, cost factors and overall financial performance and determined that it was more likely than not that the fair value of the Company was greater than its carrying amount; as such, no further evaluation of goodwill was deemed necessary. No impairment was recognized for the years ended January 28, 2024 or January 29, 2023. |
Intangible Assets and Other Assets | Intangible Assets and Other Assets Intangible assets and other assets include loan origination fees and trade names which are amortized over their estimated useful lives ranging from three years to fifteen years . Other assets also primarily include security deposits required by certain of the Company’s lease agreements and prepaid expenses. Amortization expense was $ 0.2 million for fiscal 2023 and fiscal 2022. Accumulated amortization was $ 1.0 million and $ 0.8 million as of January 28, 2024 and January 29, 2023, respectively. Scheduled future amortization of amortizable other assets is as follows as of January 28, 2024: Fiscal year (in thousands) 2024 $ 191 2025 157 2026 92 2027 22 2028 2 Thereafter 6 $ 470 |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company’s long-lived assets are reviewed for impairment during the fourth quarter, or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If the sum of the expected undiscounted cash flows is less than the carrying value of the related asset or group of assets, a loss is recognized for the difference between the fair value and the carrying value of the asset or group of assets. Such analyses necessarily involve judgment. For fiscal 2023, management did not identify any events or changes in circumstances that indicated the potential impairment of long-lived assets. |
Store Pre-opening Costs | Store Pre-opening Costs Store pre-opening costs are expensed as incurred and are included in selling, general and administrative expenses. |
Stock-Based Compensation | Stock-Based Compensation In connection with the IPO, the Company adopted the 2015 Equity Incentive Plan of Duluth Holdings Inc. (“2015 Plan”), which provides compensation alternatives such as stock options, shares, restricted stock, restricted stock units, deferred stock and performance share units, using or based on the Company’s Class B common stock. The Company accounts for its stock-based compensation plan in accordance with ASC Topic 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. Restricted stock issued to board members generally vests over a period of one year . Restricted stock issued to key employees and executives typically vests over a period of three years to five years based on the terms for each individual award. The fair value of the restricted stock is determined based on the market value of the Company’s Class B common stock on the grant date. Restricted stock forfeitures are recognized as incurred. Total stock compensation expense associated with restricted stock recognized by the Company was $ 4.2 million and $ 2.7 million for fiscal 2023 and fiscal 2022, respectively, and is included in Selling, general and administrative expenses on the Consolidated Statements of Operations. The following is a summary of the activity in the Company’s unvested restricted stock during the years ended January 28, 2024 and January 29, 2023: Weighted average grant date fair value Shares per share Outstanding at January 30, 2022 405,334 13.54 Granted 392,497 10.99 Vested ( 124,773 ) 13.44 Forfeited ( 54,286 ) 12.20 Outstanding at January 29, 2023 618,772 12.05 Granted 1,168,316 6.51 Vested ( 164,116 ) 12.22 Forfeited ( 255,702 ) 5.73 Outstanding at January 28, 2024 1,367,270 $ 8.77 At January 28, 2024, the Company had unrecognized compensation expense of $ 6.4 million related to the restricted stock awards, which is expected to be recognized over a weighted average period of 2.3 years. |
Treasury Stock | Treasury Stock Treasury stock consists of shares withheld in lieu of tax payments when restricted stock vests using the treasury cost method and is classified in the Consolidated Balance Sheets as a reduction to shareholders’ equity. |
Taxes Collected from Customers | Taxes Collected from Customers The Company presents all non-income government-assessed taxes (sales, use and value-added taxes) collected from its customers and remitted to governmental agencies on a net basis (excluded from revenue) in its consolidated financial statements. |
Other Comprehensive Income | Other Comprehensive Income Other comprehensive income or loss represents the change in equity from non-shareholder or non-member transactions, which is not included in the statements of earnings but is reported as a separate component of shareholders’ equity. For fiscal 2023 and fiscal 2022, other comprehensive income consists of changes in unrealized gains and losses on the Company’s available-for-sale security, net of taxes. |
Fair Value Measurements | Fair Value Measurements 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 2023, 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 along with the corresponding amount of gross unrealized gains and losses recognized in accumulated other comprehensive income are as follows. January 28, 2024 Cost or Gross Gross Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value (in thousands) Level 1 security: Money market funds $ 28,396 $ — $ — $ 28,396 Level 3 security: Corporate trust $ 5,556 $ — $ ( 570 ) $ 4,986 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 security on a quarterly basis to monitor its exposure to other-than-temporary impairment. No other-than-temporary impairment was recorded in the Consolidated Statements of Operations in fiscal 2023 or fiscal 2022 . The following table presents the future receipts related to the Company’s available-for-sale security by contractual maturity as of January 28, 2024. Amortized Estimated Cost Fair Value (in thousands) Within one year $ 200 $ 161 After one year through five years 1,320 1,127 After five years through ten years 1,984 1,791 After ten years 2,052 1,907 Total $ 5,556 $ 4,986 The carrying values and fair values of other financial instruments in the Consolidated Balance Sheets are as follows: January 28, 2024 January 29, 2023 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value TRI Long-term debt, including short-term portion $ 25,988 $ 23,554 $ 26,681 $ 26,172 The above long-term debt, including the 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. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Summary of Significant Accounting Policies [Abstract] | |
Schedule of Property and Equipment | January 28, 2024 January 29, 2023 (in thousands) Land and land improvements $ 4,486 $ 4,486 Leasehold improvements 56,850 49,450 Buildings 36,191 36,183 Vehicles 121 161 Warehouse equipment 66,481 25,951 Office equipment and furniture 54,294 53,713 Computer equipment 11,142 9,185 Software 39,923 36,260 269,488 215,389 Accumulated depreciation and amortization ( 140,551 ) ( 115,026 ) 128,937 100,363 Construction in progress 3,781 16,164 Property and equipment, net $ 132,718 $ 116,527 |
Property and Equipment Depreciable Lives by Major Classification | Years Land improvements 15 Leasehold improvements 3 - 15 Buildings 39 Vehicles 5 Warehouse equipment 7 - 10 Office equipment and furniture 7 - 10 Computer equipment 3 - 5 Software 3 - 5 |
Schedule of Prepaid Expenses and Other Assets | January 28, 2024 January 29, 2023 (in thousands) Prepaid expenses & other current assets Pending returns inventory, net $ 2,778 $ 2,373 Current software hosting implementation costs, net 3,353 3,074 Other prepaid expenses 10,357 9,707 Prepaid expenses & other current assets $ 16,488 $ 15,154 Other assets, net Goodwill $ 402 $ 402 Intangible assets, net 436 450 Non-current software hosting implementation costs 6,705 6,148 Other assets, net 1,477 1,727 Other assets, net $ 9,020 $ 8,727 |
Scheduled Future Amortization of Amortizable Other Assets | Fiscal year (in thousands) 2024 $ 191 2025 157 2026 92 2027 22 2028 2 Thereafter 6 $ 470 |
Summary of Activity in Unvested Restricted Stock | Weighted average grant date fair value Shares per share Outstanding at January 30, 2022 405,334 13.54 Granted 392,497 10.99 Vested ( 124,773 ) 13.44 Forfeited ( 54,286 ) 12.20 Outstanding at January 29, 2023 618,772 12.05 Granted 1,168,316 6.51 Vested ( 164,116 ) 12.22 Forfeited ( 255,702 ) 5.73 Outstanding at January 28, 2024 1,367,270 $ 8.77 |
Amortized Cost, Fair Value, and Corresponding Amount of Gross Unrealized Gains and Losses Recognized in AOCI of Available-for-Sale Security | January 28, 2024 Cost or Gross Gross Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value (in thousands) Level 1 security: Money market funds $ 28,396 $ — $ — $ 28,396 Level 3 security: Corporate trust $ 5,556 $ — $ ( 570 ) $ 4,986 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 $ 200 $ 161 After one year through five years 1,320 1,127 After five years through ten years 1,984 1,791 After ten years 2,052 1,907 Total $ 5,556 $ 4,986 |
Carrying Values and Fair Values of Other Financial Instruments in Consolidated Balance Sheets | January 28, 2024 January 29, 2023 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value TRI Long-term debt, including short-term portion $ 25,988 $ 23,554 $ 26,681 $ 26,172 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Leases [Abstract] | |
Expense Components Leases Reflected Consolidated Statement of Operations | Consolidated Statement of Operations January 28, 2024 January 29, 2023 (in thousands) Finance lease expense Amortization of right-of-use assets Selling, general and administrative expenses $ 3,361 $ 3,361 Interest on lease liabilities Interest expense 1,709 1,822 Total finance lease expense $ 5,070 $ 5,183 Operating lease expense Selling, general and administrative expenses $ 20,267 $ 18,725 Amortization of build-to-suit leases capital contribution Selling, general and administrative expenses 1,284 1,284 Variable lease expense Selling, general and administrative expenses 10,927 10,380 Total lease expense $ 37,548 $ 35,572 |
Other Information Related to Leases | January 28, 2024 January 29, 2023 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows from finance leases $ 2,842 $ 2,701 Operating cash flows from finance leases $ 1,709 $ 1,822 Operating cash flows from operating leases $ 20,842 $ 18,477 Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 5,468 $ 25,297 Weighted-average remaining lease term (in years): Finance leases 10 11 Operating leases 7 8 Weighted-average discount rate: Finance leases 4.5 % 4.4 % Operating leases 4.2 % 4.1 % |
Future Minimum Lease Payments Under Non-Cancellable Leases | Finance Operating Fiscal year Leases Leases (in thousands) 2024 $ 4,736 $ 21,205 2025 5,099 20,613 2026 3,993 19,660 2027 3,993 18,411 2028 4,017 16,631 Thereafter 25,214 46,794 Total future minimum lease payments $ 47,052 $ 143,314 Less - Discount 9,627 20,500 Lease liability $ 37,425 $ 122,814 |
Debt and Credit Agreement (Tabl
Debt and Credit Agreement (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Debt and Credit Agreement [Abstract] | |
Schedule of Debt | January 28, 2024 January 29, 2023 (in thousands) TRI Senior Secured Note $ 22,488 $ 23,181 TRI Note 3,500 3,500 $ 25,988 $ 26,681 Less: current maturities 847 768 TRI Long-term debt $ 25,141 $ 25,913 |
Future Principal Maturities of All TRI Debt and Credit Agreement | Fiscal year (in thousands) 2024 $ 847 2025 931 2026 1,020 2027 1,114 2028 1,214 Thereafter 21,944 $ 27,070 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | January 28, 2024 January 29, 2023 (in thousands) Salaries and benefits $ 2,692 $ 2,404 Deferred revenue 9,579 10,249 Freight 4,001 7,193 Product returns 5,541 5,168 Unpaid purchases of property & equipment 765 6,271 Accrued advertising 1,129 2,020 Other 7,223 7,510 Total accrued expenses and other current liabilities $ 30,930 $ 40,815 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Variable Interest Entities [Abstract] | |
Schedule Assets and Liabilities of Variable Interest Entity | January 28, 2024 January 29, 2023 (in thousands) Cash $ 17 $ 20 Property and equipment, net 22,941 23,612 Total assets $ 22,958 $ 23,632 Other current liabilities $ 26 $ 161 Current maturities of TRI long-term debt 847 768 TRI long-term debt 25,141 25,913 Noncontrolling interest in VIE ( 3,056 ) ( 3,210 ) Total liabilities and shareholders' equity $ 22,958 $ 23,632 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Earnings Per Share [Abstract] | |
Reconciliation of Numerator and Denominator of Basic and Diluted Earnings Per Share | Fiscal Year Ended January 28, 2024 January 29, 2023 (in thousands, except per share data) Numerator - net (loss) income attributable to controlling interest $ ( 9,356 ) $ 2,304 Denominator - weighted average shares (Class A and Class B) Basic 32,955 32,772 Dilutive shares — 219 Diluted 32,955 32,991 Earnings per share (Class A and Class B) Basic $ ( 0.28 ) $ 0.07 Diluted $ ( 0.28 ) $ 0.07 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Revenue [Abstract] | |
Sales Disaggregated Based Upon Sales Channel | January 28, 2024 January 29, 2023 (in thousands) Direct-to-consumer $ 425,562 $ 412,123 Stores 221,119 241,184 $ 646,681 $ 653,307 |
Contract Assets and Liabilities on Consolidated Balance Sheets | January 28, 2024 January 29, 2023 (in thousands) Contract assets $ 2,778 $ 2,373 Contract liabilities $ 9,579 $ 10,249 |
Reconciliation of Contract Liability Related to Gift Cards | January 28, 2024 January 29, 2023 (in thousands) Balance as of Beginning of Period $ 10,249 $ 10,791 Gift cards sold 18,116 17,330 Gift cards redeemed ( 16,940 ) ( 16,265 ) Gift card breakage ( 1,846 ) ( 1,607 ) Balance as of End of Period $ 9,579 $ 10,249 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Income Taxes [Abstract] | |
Components of Income Tax Expense | Fiscal Year Ended January 28, 2024 January 29, 2023 (in thousands) Current: Federal $ ( 638 ) $ 1,158 State 230 953 ( 408 ) 2,111 Deferred: Federal ( 1,710 ) ( 884 ) State ( 575 ) ( 519 ) ( 2,285 ) ( 1,403 ) Total income tax expense $ ( 2,693 ) $ 708 |
Reconciliation of Income Tax Expense to Amount Computed at Federal Statutory Rate | Fiscal Year Ended January 28, 2024 January 29, 2023 (in thousands) Federal taxes at statutory rate $ ( 2,524 ) 21.0 % $ 633 21.0 % State and local income taxes, net of federal benefit ( 390 ) 3.2 % 144 4.8 % Stock compensation price difference 150 ( 1.2 ) % 6 0.2 % Research and development tax credits ( 283 ) 2.4 % ( 296 ) ( 9.8 ) % Nondeductible compensation 384 ( 3.2 ) % 182 6.0 % Adjustments to uncertain tax positions ( 164 ) 1.4 ( 10 ) ( 0.4 ) % Other 134 ( 1.2 ) % 49 1.7 % Total income tax expense $ ( 2,693 ) 22.4 % $ 708 23.5 % |
Significant Components of Deferred Tax Assets and Liabilities | January 28, 2024 January 29, 2023 (in thousands) Deferred tax assets: Returns allowance $ 1,402 $ 1,304 Uniform inventory capitalization 3,637 3,870 Unrealized loss on investment 144 50 Federal and state credit 426 38 Lease liability 52,642 54,648 Accruals 389 303 Stock-based compensation 491 341 Advance payments 687 751 Business Interest limitation 127 — Unrecognized tax benefits 3 7 Charitable contributions 181 87 Research and development 1,723 1,288 Federal and state NOL 5,183 4 Total deferred tax assets 67,035 62,691 Deferred tax liabilities: Property and equipment 12,641 8,439 Prepaid expenses 949 822 Right-of-use asset 52,006 54,475 Goodwill and intangibles 71 69 Inventory reserve 358 135 Total deferred tax liabilities 66,025 63,940 Net deferred tax assets (liabilities) $ 1,010 $ ( 1,249 ) |
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | January 28, 2024 January 29, 2023 (in thousands) Balance beginning of year $ 287 $ 297 Additions for tax positions in prior years ( 74 ) ( 2 ) Additions for tax positions in current year 37 11 Statute of limitations ( 131 ) ( 19 ) Balance at end of year $ 119 $ 287 |
Nature of Operations and Basi_3
Nature of Operations and Basis of Presentation (Narrative) (Details) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 USD ($) store item segment | Jan. 29, 2023 USD ($) | |
Reclassification [Line Items] | ||
Number of reportable segments | segment | 1 | |
Number of retail stores | store | 62 | |
Number of outlet stores | store | 3 | |
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. | |
Property, plant and equipment | $ 132,718 | $ 116,527 |
Prepaid expenses | 16,488 | 15,154 |
Finance lease right-of-use assets, net | 40,315 | 43,243 |
Net cash used in operating activities | 38,673 | (1,396) |
Net cash used in investing activities | $ (48,718) | (26,873) |
Revision of Prior Period, Adjustment [Member] | ||
Reclassification [Line Items] | ||
Property, plant and equipment | 8,200 | |
Prepaid expenses | (4,200) | |
Finance lease right-of-use assets, net | (4,000) | |
Net cash used in operating activities | 4,200 | |
Net cash used in investing activities | $ (4,200) | |
Class A Common Stock [Member] | ||
Reclassification [Line Items] | ||
Number of votes per share | item | 10 | |
Class B Common Stock [Member] | ||
Reclassification [Line Items] | ||
Number of votes per share | item | 1 | |
Maximum [Member] | ||
Reclassification [Line Items] | ||
Period for amounts receivable from credit card issuers converted to cash | 4 days | |
Minimum [Member] | ||
Reclassification [Line Items] | ||
Period for amounts receivable from credit card issuers converted to cash | 2 days |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Significant Accounting Policies [Line Items] | ||
Catalog and advertising expenses | $ 69,000,000 | $ 76,300,000 |
Shipping and processing expenses | 321,710,000 | 309,872,000 |
Depreciation expense | 28,000,000 | 26,700,000 |
Inventory reserves | 1,400,000 | 1,800,000 |
Amortization expense of other assets | 200,000 | 200,000 |
Accumulated amortization of other assets | 1,000,000 | 800,000 |
Other-than-temporary impairment | 0 | 0 |
Accounting Standards Update 2018-15 [Member] | ||
Significant Accounting Policies [Line Items] | ||
Software hosting implementation costs amortization expense | 5,000,000 | 3,600,000 |
Hosting Arrangement, Service Contract, Implementation Cost, Capitalized, Accumulated Amortization | 10,400,000 | 5,400,000 |
Shipping and Handling [Member] | ||
Significant Accounting Policies [Line Items] | ||
Shipping and processing expenses | 47,200,000 | 44,000,000 |
Direct [Member] | ||
Significant Accounting Policies [Line Items] | ||
Goodwill impairment loss | $ 0 | $ 0 |
Inventory Expenditures [Member] | Supplier Concentration Risk [Member] | Supplier One [Member] | ||
Significant Accounting Policies [Line Items] | ||
Concentration risk, percentage | 59% | 56% |
Inventory Expenditures [Member] | Supplier Concentration Risk [Member] | Supplier Two [Member] | ||
Significant Accounting Policies [Line Items] | ||
Concentration risk, percentage | 10% | 11% |
Minimum [Member] | ||
Significant Accounting Policies [Line Items] | ||
Period for amounts receivable from credit card issuers converted to cash | 2 days | |
Other assets amortization estimated useful life | 3 years | |
Maximum [Member] | ||
Significant Accounting Policies [Line Items] | ||
Period for amounts receivable from credit card issuers converted to cash | 4 days | |
Other assets amortization estimated useful life | 15 years | |
Unvested Restricted Stock [Member] | ||
Significant Accounting Policies [Line Items] | ||
Stock compensation expense | $ 4,200,000 | $ 2,700,000 |
Unrecognized compensation expense | $ 6,400,000 | |
Unrecognized compensation expense, weighted average recognition period | 2 years 3 months 18 days | |
Unvested Restricted Stock [Member] | Board Members [Member] | ||
Significant Accounting Policies [Line Items] | ||
Stock-based compensation, vesting period | 1 year | |
Unvested Restricted Stock [Member] | Key Employees And Executives [Member] | Minimum [Member] | ||
Significant Accounting Policies [Line Items] | ||
Stock-based compensation, vesting period | 3 years | |
Unvested Restricted Stock [Member] | Key Employees And Executives [Member] | Maximum [Member] | ||
Significant Accounting Policies [Line Items] | ||
Stock-based compensation, vesting period | 5 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Schedule of Property and Equipment) (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 269,488 | $ 215,389 |
Accumulated depreciation and amortization | (140,551) | (115,026) |
Property and equipment net excluding construction in progress | 128,937 | 100,363 |
Construction in progress | 3,781 | 16,164 |
Property and equipment, net | 132,718 | 116,527 |
Land and Land Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 4,486 | 4,486 |
Property and equipment estimated useful Life | 15 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 56,850 | 49,450 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 36,191 | 36,183 |
Property and equipment estimated useful Life | 39 years | |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 121 | 161 |
Property and equipment estimated useful Life | 5 years | |
Warehouse Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 66,481 | 25,951 |
Office Equipment and Furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 54,294 | 53,713 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 11,142 | 9,185 |
Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 39,923 | $ 36,260 |
Minimum [Member] | Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 3 years | |
Minimum [Member] | Warehouse Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 7 years | |
Minimum [Member] | Office Equipment and Furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 7 years | |
Minimum [Member] | Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 3 years | |
Minimum [Member] | Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 3 years | |
Maximum [Member] | Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 15 years | |
Maximum [Member] | Warehouse Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 10 years | |
Maximum [Member] | Office Equipment and Furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 10 years | |
Maximum [Member] | Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 5 years | |
Maximum [Member] | Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment estimated useful Life | 5 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Schedule of Prepaid Expenses and Other Assets) (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Summary of Significant Accounting Policies [Abstract] | ||
Pending returns inventory, net | $ 2,778 | $ 2,373 |
Current software hosting implementation costs, net | 3,353 | 3,074 |
Other prepaid expenses | 10,357 | 9,707 |
Prepaid expenses & other current assets | 16,488 | 15,154 |
Goodwill | 402 | 402 |
Intangible assets, net | 436 | 450 |
Non-current software hosting implementation costs | 6,705 | 6,148 |
Other assets, net | 1,477 | 1,727 |
Other assets, net | $ 9,020 | $ 8,727 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Scheduled Future Amortization of Amortizable Other Assets) (Details) $ in Thousands | Jan. 28, 2024 USD ($) |
Summary of Significant Accounting Policies [Abstract] | |
2024 | $ 191 |
2025 | 157 |
2026 | 92 |
2027 | 22 |
2028 | 2 |
Thereafter | 6 |
Other Assets | $ 470 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies (Summary of Activity in Unvested Restricted Stock) (Details) - Unvested Restricted Stock [Member] - $ / shares | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Beginning balance, shares | 618,772 | 405,334 |
Granted | 1,168,316 | 392,497 |
Vested | (164,116) | (124,773) |
Forfeited | (255,702) | (54,286) |
Ending balance, shares | 1,367,270 | 618,772 |
Weighted average fair value per share, beginning balance | $ 12.05 | $ 13.54 |
Weighted average fair value per share, Granted | 6.51 | 10.99 |
Weighted average grant date fair value, Vested | 12.22 | 13.44 |
Weighted average grant date fair value per share, Forfeited | 5.73 | 12.20 |
Weighted average fair value per share, ending balance | $ 8.77 | $ 12.05 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies (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 | Jan. 28, 2024 | Jan. 29, 2023 |
Debt Securities, Available-for-sale [Line Items] | ||
Estimated Fair Value | $ 4,986 | $ 5,539 |
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost or Amortized Cost | 28,396 | 25,031 |
Gross Unrealized Losses | ||
Estimated Fair Value | 28,396 | 25,031 |
Fair Value, Inputs, Level 3 [Member] | Corporate Trust [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost or Amortized Cost | 5,556 | 5,737 |
Gross Unrealized Losses | (570) | (198) |
Estimated Fair Value | $ 4,986 | $ 5,539 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies (Future Principal Receipts Related to Available-For-Sale Security by Contractual Maturity) (Details) $ in Thousands | Jan. 28, 2024 USD ($) |
Summary of Significant Accounting Policies [Abstract] | |
Amortized Cost, Within one year | $ 200 |
Amortized Cost, After one year through five years | 1,320 |
Amortized Cost, After five years through ten years | 1,984 |
Amortized Cost, After ten years | 2,052 |
Amortized Cost, Total | 5,556 |
Estimated Fair Value, Within one year | 161 |
Estimated Fair Value, After one year through five years | 1,127 |
Estimated Fair Value, After five years through ten years | 1,791 |
Estimated Fair Value, After ten years | 1,907 |
Estimated Fair Value, Total | $ 4,986 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies (Carrying Values and Fair Values of Other Financial Instruments in Consolidated Balance Sheets) (Details) - TRI Debt [Member] - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Reported Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, including short-term portion, Carrying Amount | $ 25,988 | $ 26,681 |
Estimate of Fair Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, including short-term portion, Fair Value | $ 23,554 | $ 26,172 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Lessee, Lease, Description [Line Items] | ||
Operating lease right-of-use assets | $ 121,430,000 | $ 131,753,000 |
Operating lease liability | 122,814,000 | |
Rent expense under non-cancellable operating leases | 21,800,000 | $ 20,000,000 |
Accounting Standards Update 2016-02 (Topic 842) [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease right-of-use assets | 0 | |
Operating lease liability | $ 0 | |
Minimum [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Store leases initial lease term | 5 years | |
Maximum [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Store leases initial lease term | 15 years |
Leases (Expense Components Leas
Leases (Expense Components Leases Reflected Consolidated Statement of Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Leases [Abstract] | ||
Finance lease expense: Amortization of right-of-use assets | $ 3,361 | $ 3,361 |
Finance lease expense: Interest on lease liabilities | 1,709 | 1,822 |
Total finance lease expense | 5,070 | 5,183 |
Operating lease expense | 20,267 | 18,725 |
Amortization of build-to-suit leases capital contribution | 1,284 | 1,284 |
Variable lease expense | 10,927 | 10,380 |
Total lease expense | $ 37,548 | $ 35,572 |
Leases (Other Information Relat
Leases (Other Information Related To Leases) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Financing cash flows from finance leases | $ 2,842 | $ 2,701 |
Operating cash flows from finance leases | 1,709 | 1,822 |
Operating cash flows from operating leases | 20,842 | 18,477 |
Right-of-use assets obtained in exchange for lease liabilities: | ||
Operating leases | $ 5,468 | $ 25,297 |
Weighted-average remaining lease term (in years): | ||
Finance leases | 10 years | 11 years |
Operating leases | 7 years | 8 years |
Weighted-average discount rate: | ||
Finance leases | 4.50% | 4.40% |
Operating leases | 4.20% | 4.10% |
Leases (Future Minimum Lease Pa
Leases (Future Minimum Lease Payments Under Non-Cancellable Leases) (Details) $ in Thousands | Jan. 28, 2024 USD ($) |
Finance | |
2024 | $ 4,736 |
2025 | 5,099 |
2026 | 3,993 |
2027 | 3,993 |
2028 | 4,017 |
Thereafter | 25,214 |
Total future minimum lease payments | 47,052 |
Less – Discount | (9,627) |
Lease liability | 37,425 |
Operating | |
2024 | 21,205 |
2025 | 20,613 |
2026 | 19,660 |
2027 | 18,411 |
2028 | 16,631 |
Thereafter | 46,794 |
Total future minimum lease payments | 143,314 |
Less – Discount | (20,500) |
Lease liability | $ 122,814 |
Debt and Credit Agreement (Narr
Debt and Credit Agreement (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |
May 14, 2021 | Jan. 28, 2024 | |
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% | |
TRI Debt [Member] | ||
Debt Instrument [Line Items] | ||
Debt financing fees | $ 1.1 | |
New Credit Agreement [Member] | Revolving Senior Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Line of credit facility maximum borrowing capacity | $ 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 | |
Line of credit maturity date | Jul. 08, 2027 | |
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 | Jan. 28, 2024 | Jan. 29, 2023 |
Debt Instrument [Line Items] | ||
Debt | $ 25,988 | $ 26,681 |
Less: current maturities | 847 | 768 |
Long-term debt | 25,141 | 25,913 |
TRI Senior Secured Note [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 22,488 | 23,181 |
TRI Note [Member] | ||
Debt Instrument [Line Items] | ||
Debt | $ 3,500 | $ 3,500 |
Debt and Credit Agreement (Futu
Debt and Credit Agreement (Future Principal Maturities of All TRI Debt and Credit Agreement) (Details) - TRI Debt, Line Of Credit And Delayed Draw Term Loan [Member] $ in Thousands | Jan. 28, 2024 USD ($) |
Debt Instrument [Line Items] | |
2024 | $ 847 |
2025 | 931 |
2026 | 1,020 |
2027 | 1,114 |
2028 | 1,214 |
Thereafter | 21,944 |
Debt | $ 27,070 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Schedule of Accrued Expenses and Other Current Liabilities) (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Accrued Expenses and Other Current Liabilities [Abstract] | ||
Salaries and benefits | $ 2,692 | $ 2,404 |
Deferred revenue | 9,579 | 10,249 |
Freight | 4,001 | 7,193 |
Product returns | 5,541 | 5,168 |
Unpaid purchases of property & equipment | 765 | 6,271 |
Accrued advertising | 1,129 | 2,020 |
Other | 7,223 | 7,510 |
Total accrued expenses and other current liabilities | $ 30,930 | $ 40,815 |
Variable Interest Entity (Narra
Variable Interest Entity (Narrative) (Details) $ in Millions | 12 Months Ended | ||
Jan. 28, 2024 USD ($) | Dec. 31, 2024 entity | Dec. 31, 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 | Jan. 28, 2024 | Jan. 29, 2023 |
Variable Interest Entity [Line Items] | ||
Property and equipment, net | $ 132,718 | $ 116,527 |
Total assets | 490,453 | 527,454 |
Noncontrolling interest in VIE | (3,056) | (3,210) |
Total liabilities and shareholders' equity | 490,453 | 527,454 |
Wisconsin [Member] | TRI Holdings, LLC [Member] | Variable Interest Entity, Primary Beneficiary [Member] | ||
Variable Interest Entity [Line Items] | ||
Cash | 17 | 20 |
Property and equipment, net | 22,941 | 23,612 |
Total assets | 22,958 | 23,632 |
Other current liabilities | 26 | 161 |
Current maturities of TRI long-term debt | 847 | 768 |
TRI long-term debt | 25,141 | 25,913 |
Noncontrolling interest in VIE | (3,056) | (3,210) |
Total liabilities and shareholders' equity | $ 22,958 | $ 23,632 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) shares in Millions | 12 Months Ended |
Jan. 28, 2024 shares | |
Unvested Restricted Stock [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Anti-dilutive securities excluded from computation of loss per share amount | 0.4 |
Earnings Per Share (Reconciliat
Earnings Per Share (Reconciliation of Numerator and Denominator of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Earnings Per Share [Abstract] | ||
Net (loss) income attributable to controlling interest | $ (9,356) | $ 2,304 |
Basic weighted average shares | 32,955 | 32,772 |
Dilutive shares weighted average shares | 219 | |
Diluted weighted average shares | 32,955 | 32,991 |
Loss per share (Class A and Class B), Basic | $ (0.28) | $ 0.07 |
Loss per share (Class A and Class B), Diluted | $ (0.28) | $ 0.07 |
Revenue (Sales Disaggregated Ba
Revenue (Sales Disaggregated Based Upon Sales Channel) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 646,681 | $ 653,307 |
Direct-to-Consumer [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 425,562 | 412,123 |
Stores [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 221,119 | $ 241,184 |
Revenue (Contract Assets and Li
Revenue (Contract Assets and Liabilities on Consolidated Balance Sheets) (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 |
Revenue [Abstract] | |||
Contract assets | $ 2,778 | $ 2,373 | |
Contract liabilities | $ 9,579 | $ 10,249 | $ 10,791 |
Revenue (Reconciliation of Cont
Revenue (Reconciliation of Contract Liability Related to Gift Cards) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Balance as of Beginning of Period | $ 10,249 | $ 10,791 |
Balance as of End of Period | 9,579 | 10,249 |
Gift Cards Sold [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Increase (decrease) in gift cards | 18,116 | 17,330 |
Gift Cards Redeemed [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Increase (decrease) in gift cards | (16,940) | (16,265) |
Gift Card Breakage [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Increase (decrease) in gift cards | $ (1,846) | $ (1,607) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Operating Loss Carryforwards [Line Items] | ||
Unrecognized tax benefits that would impact effective tax rate | $ 100,000 | |
Deferred tax assets, valuation allowance | 0 | $ 0 |
Tax expense for interest or penalties | $ 0 | |
Federal [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating losses | 23,000,000 | |
Deferred tax assets net operating losses | $ 4,800,000 | |
Federal [Member] | Maximum [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Tax years open for tax examination | 2022 | |
Federal [Member] | Minimum [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Tax years open for tax examination | 2020 | |
State [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating losses | $ 7,600,000 | |
Deferred tax assets net operating losses | $ 300,000 | |
State [Member] | Maximum [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Tax years open for tax examination | 2022 | |
State [Member] | Minimum [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Tax years open for tax examination | 2019 |
Income Taxes (Components of Inc
Income Taxes (Components of Income Tax Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Current: | ||
Federal | $ (638) | $ 1,158 |
State | 230 | 953 |
Total current income tax expense | (408) | 2,111 |
Deferred: | ||
Federal | (1,710) | (884) |
State | (575) | (519) |
Total deferred income tax expense | (2,285) | (1,403) |
Total income tax expense | $ (2,693) | $ 708 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of Income Tax Expense to Amount Computed at Federal Statutory Rate) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Income Taxes [Abstract] | ||
Federal taxes at statutory rate | $ (2,524) | $ 633 |
State and local income taxes, net of federal benefit | (390) | 144 |
Stock compensation price difference | 150 | 6 |
Research and development tax credits | (283) | (296) |
Nondeductible Compensation | 384 | 182 |
Adjustments to uncertain tax positions | (164) | (10) |
Other | 134 | 49 |
Total income tax expense | $ (2,693) | $ 708 |
Federal taxes at statutory rate | 21% | 21% |
State and local income taxes, net of federal benefit | 3.20% | 4.80% |
Stock compensation price difference | (1.20%) | 0.20% |
Research and development tax credits | 2.40% | (9.80%) |
Nondeductible Compensation | (3.20%) | 6% |
FIN 48 adjustments | 1.40% | (0.40%) |
Other | (1.20%) | 1.70% |
Total income tax expense | 22.40% | 23.50% |
Income Taxes (Significant Compo
Income Taxes (Significant Components of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Deferred tax assets: | ||
Returns allowance | $ 1,402 | $ 1,304 |
Uniform inventory capitalization | 3,637 | 3,870 |
Unrealized loss on investment | 144 | 50 |
Federal and state credit | 426 | 38 |
Lease liability | 52,642 | 54,648 |
Accruals | 389 | 303 |
Stock-based compensation | 491 | 341 |
Advance payments | 687 | 751 |
Business Interest limitation | 127 | |
Unrecognized tax benefits | 3 | 7 |
Charitable contributions | 181 | 87 |
Research and development | 1,723 | 1,288 |
Federal and state NOL | 5,183 | 4 |
Total deferred tax assets | 67,035 | 62,691 |
Deferred tax liabilities: | ||
Property and equipment | 12,641 | 8,439 |
Prepaid expenses | 949 | 822 |
Right-of-use asset | 52,006 | 54,475 |
Goodwill and intangibles | 71 | 69 |
Inventory reserve | 358 | 135 |
Total deferred tax liabilities | 66,025 | 63,940 |
Net deferred tax assets | $ 1,010 | |
Net deferred tax (liabilities) | $ (1,249) |
Income Taxes (Reconciliation _2
Income Taxes (Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Income Taxes [Abstract] | ||
Balance beginning of year | $ 287 | $ 297 |
Additions for tax positions in prior years | (74) | (2) |
Additions for tax positions in current year | 37 | 11 |
Statue of limitations | (131) | (19) |
Balance at end of year | $ 119 | $ 287 |
Retirement Plan (Narrative) (De
Retirement Plan (Narrative) (Details) - 401(k) profit sharing plan [Member] - USD ($) $ in Millions | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Profit sharing contributions percent on eligible wages | 0% | |
Total expenses under the retirement plan | $ 2.2 | $ 2.3 |
Contribution on 3% of Participant Compensation [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Quarterly employer matching contribution percent | 100% | |
Contribution on 2% of Participant Compensation [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Quarterly employer matching contribution percent | 50% | |
Employer Matching Contribution 100% [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Participant percentage contribution to the plan | 3% | |
Employer Matching Contribution 50% [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Participant percentage contribution to the plan | 2% |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements (Details) - Accounting Standards Update 2018-15 [Member] - USD ($) $ in Millions | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Capitalized costs associated with implementation activities | $ 10.1 | $ 9.2 |
Amortization costs related to implementation activities | $ 5 | $ 3.6 |
Schedule II Valuation and Qua_2
Schedule II Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Inventory Reserve [Member] | ||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Beginning Balance | $ 1,837 | $ 2,372 |
Charged to Cost and Expenses | ||
Charges to Other Accounts | ||
Deductions | (476) | (535) |
Ending Balance | 1,361 | 1,837 |
Product Returns Reserve [Member] | ||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Beginning Balance | 5,168 | 5,439 |
Charged to Cost and Expenses | 373 | |
Charges to Other Accounts | ||
Deductions | (271) | |
Ending Balance | $ 5,541 | $ 5,168 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jan. 28, 2024 | |
Insider Trading Arrangements [Line Items] | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |