Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
May 02, 2020 | Jul. 28, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | May 2, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | JILL | |
Entity Registrant Name | J.Jill, Inc. | |
Entity Central Index Key | 0001687932 | |
Current Fiscal Year End Date | --02-01 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-38026 | |
Entity Tax Identification Number | 45-1459825 | |
Entity Address, Address Line One | 4 Batterymarch Park | |
Entity Address, City or Town | Quincy | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02169 | |
City Area Code | 617 | |
Local Phone Number | 376-4300 | |
Entity Common Stock, Shares Outstanding | 44,802,370 | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Security Exchange Name | NYSE | |
Entity Incorporation, State or Country Code | DE | |
Document Quarterly Report | true | |
Document Transition Report | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | May 02, 2020 | Feb. 01, 2020 |
Current assets: | ||
Cash | $ 54,823 | $ 21,527 |
Accounts receivable | 1,974 | 6,568 |
Inventories, net | 75,516 | 72,599 |
Prepaid expenses and other current assets | 38,848 | 22,256 |
Total current assets | 171,161 | 122,950 |
Property and equipment, net | 95,601 | 107,645 |
Intangible assets, net | 103,770 | 112,814 |
Goodwill | 59,697 | 77,597 |
Operating lease assets, net | 185,848 | 211,332 |
Other assets | 2,223 | 1,650 |
Total assets | 618,300 | 633,988 |
Current liabilities: | ||
Accounts payable | 58,621 | 43,053 |
Accrued expenses and other current liabilities | 61,824 | 42,712 |
Current portion of long-term debt | 233,672 | 2,799 |
Current portion of operating lease liabilities | 34,866 | 33,875 |
Borrowings under revolving credit facility | 33,000 | |
Total current liabilities | 421,983 | 122,439 |
Long-term debt, net of discount and current portion | 231,200 | |
Deferred income taxes | 19,261 | 31,034 |
Operating lease liabilities, net of current portion | 206,351 | 208,800 |
Other liabilities | 1,870 | 1,950 |
Total liabilities | 649,465 | 595,423 |
Commitments and contingencies (see Note 9) | ||
Shareholders’ Equity | ||
Common stock, par value $0.01 per share; 250,000,000 shares authorized; 44,774,201 and 44,288,127 shares issued and outstanding at May 2, 2020 and February 1, 2020, respectively | 448 | 443 |
Additional paid-in capital | 125,610 | 125,076 |
Accumulated (deficit) | (157,223) | (86,954) |
Total shareholders’ equity | (31,165) | 38,565 |
Total liabilities and shareholders’ equity | $ 618,300 | $ 633,988 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | May 02, 2020 | Feb. 01, 2020 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 44,774,201 | 44,288,127 |
Common stock, shares outstanding | 44,774,201 | 44,288,127 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
May 02, 2020 | May 04, 2019 | |
Income Statement [Abstract] | ||
Net sales | $ 90,969 | $ 176,452 |
Costs of goods sold | 40,804 | 60,196 |
Gross profit | 50,165 | 116,256 |
Selling, general and administrative expenses | 87,908 | 105,445 |
Impairment of long-lived assets | 27,480 | |
Impairment of goodwill | 17,900 | |
Impairment of intangible assets | 6,620 | |
Operating (loss) income | (89,743) | 10,811 |
Interest expense, net | 4,643 | 5,007 |
(Loss) income before provision for income taxes | (94,386) | 5,804 |
Income tax (benefit) provision | (24,117) | 1,438 |
Net (loss) income and total comprehensive (loss) income | $ (70,269) | $ 4,366 |
Net (loss) income per common share attributable to common shareholders: | ||
Basic | $ (1.58) | $ 0.10 |
Diluted | $ (1.58) | $ 0.10 |
Weighted average number of common shares outstanding: | ||
Basic | 44,410,914 | 43,327,519 |
Diluted | 44,410,914 | 44,478,153 |
Consolidated Statement of Share
Consolidated Statement of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Earnings (Deficit) [Member] |
Beginning balance at Feb. 02, 2019 | $ 213,795 | $ 437 | $ 121,635 | $ 91,723 |
Beginning balance, shares at Feb. 02, 2019 | 43,672,418 | |||
Adoption of ASU | ASU 2016-02 [Member] | 59 | 59 | ||
Special cash dividend ($1.15 per share) | (50,154) | (50,154) | ||
Vesting of restricted stock units | $ 7 | (7) | ||
Vesting of restricted stock units, shares | 734,474 | |||
Shares withheld for net-share settlement of equity-based compensation | (1,268) | $ (2) | (1,266) | |
Shares withheld for net-share settlement of equity-based compensation, shares | (239,117) | |||
Forfeiture of restricted stock awards | $ (1) | 1 | ||
Forfeiture of restricted stock awards, shares | (69,978) | |||
Equity-based compensation | 1,202 | 1,202 | ||
Net income (loss) | 4,366 | 4,366 | ||
Ending Balance at May. 04, 2019 | 168,000 | $ 441 | 121,565 | 45,994 |
Ending balance, shares at May. 04, 2019 | 44,097,797 | |||
Beginning balance at Feb. 01, 2020 | $ 38,565 | $ 443 | 125,076 | (86,954) |
Beginning balance, shares at Feb. 01, 2020 | 44,288,127 | 44,288,127 | ||
Vesting of restricted stock units | $ 7 | (7) | ||
Vesting of restricted stock units, shares | 691,008 | |||
Shares withheld for net-share settlement of equity-based compensation | $ (137) | $ (2) | (135) | |
Shares withheld for net-share settlement of equity-based compensation, shares | (204,934) | |||
Equity-based compensation | 676 | 676 | ||
Net income (loss) | (70,269) | (70,269) | ||
Ending Balance at May. 02, 2020 | $ (31,165) | $ 448 | $ 125,610 | $ (157,223) |
Ending balance, shares at May. 02, 2020 | 44,774,201 | 44,774,201 |
Consolidated Statement of Sha_2
Consolidated Statement of Shareholders' Equity (Parenthetical) - $ / shares | May 04, 2019 | Mar. 06, 2019 |
Statement Of Stockholders Equity [Abstract] | ||
Dividend declared (in dollars per share) | $ 1.15 | $ 1.15 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
May 02, 2020 | May 04, 2019 | |
Statement Of Cash Flows [Abstract] | ||
Net (loss) income | $ (70,269) | $ 4,366 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation and amortization | 9,033 | 9,452 |
Impairment of goodwill and intangible assets | 24,520 | |
Impairment of long-lived assets | 27,480 | |
Loss on disposal of fixed assets | 12 | 6 |
Noncash amortization of deferred financing and debt discount costs | 428 | 410 |
Equity-based compensation | 676 | 1,202 |
Deferred rent incentives | (46) | (44) |
Deferred income taxes | (11,773) | (804) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 4,594 | (3,640) |
Inventories | (2,917) | (8,020) |
Prepaid expenses and other current assets | (16,592) | (4,028) |
Accounts payable | 15,531 | 370 |
Accrued expenses | 19,752 | 4,315 |
Operating lease assets and liabilities | 3,201 | 724 |
Other noncurrent assets and liabilities | (665) | (35) |
Net cash provided by operating activities | 2,965 | 4,274 |
Investing activities: | ||
Purchases of property and equipment | (1,832) | (4,068) |
Net cash used in investing activities | (1,832) | (4,068) |
Financing activities: | ||
Borrowings under revolving credit facility | 33,000 | |
Repayments on debt | (700) | (700) |
Payments of withholding tax on net-share settlement of equity-based compensation plans | (137) | (1,266) |
Special dividend paid to shareholders | (50,154) | |
Net cash provided by (used in) financing activities | 32,163 | (52,120) |
Net change in cash | 33,296 | (51,914) |
Cash: | ||
Beginning of Period | 21,527 | 66,204 |
End of Period | $ 54,823 | $ 14,290 |
Description of Business
Description of Business | 3 Months Ended |
May 02, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business J.Jill, Inc., “J.Jill” or the “Company”, is a premier omnichannel retailer and nationally recognized women’s apparel brand committed to delighting customers with great wear-now product. The brand represents an easy, thoughtful and inspired style that reflects the confidence of remarkable women who live life with joy, passion and purpose. J.Jill offers a guiding customer experience through more than 280 stores nationwide and a robust ecommerce platform. J.Jill is headquartered outside Boston. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
May 02, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation Our interim consolidated financial statements are unaudited. All significant intercompany balances and transactions have been eliminated in consolidation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been omitted, in accordance with the rules of the Securities and Exchange Commission (the “SEC”) Substantial Doubt about the Company’s Ability to Continue as a Going Concern In accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2014-15, “Presentation of Financial Statements - Going Concern”, the Company’s management evaluated whether there are conditions or events that raise substantial doubt about its ability to continue as a going concern within one year after the date of issuance of these financial statements. Although the following matters raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these financial statements have been issued, the Company’s consolidated financial statements have been prepared assuming that it will continue as a going concern. In December 2019, COVID-19 emerged and has subsequently spread worldwide. The World Health Organization declared COVID-19 a pandemic on March 11, 2020 resulting in federal, state and local governments and private entities mandating various restrictions, including travel restrictions, restrictions on public gatherings, stay at home orders and advisories and quarantining of people who may have been exposed to the virus. After close monitoring and taking into consideration the guidance from federal, state and local governments, in an effort to mitigate the spread of COVID-19, effective March 18, 2020, the Company closed all of its stores and its offices with employees working remotely where possible. As a result of the COVID-19 pandemic, the Company’s revenues, results of operations and cash flows have been materially adversely impacted which has resulted in a failure by us to comply with the financial covenants contained in our Asset Based Revolving Credit Agreement (“ABL Facility”) and Term Loan Agreement (“Term Loan”). Additionally, the inclusion of substantial doubt about the Company’s ability to continue as a going concern in the report of our independent registered public accounting firm on our financial statements for the fiscal year ended February 1, 2020 resulted in a violation of affirmative covenants under our ABL Facility and Term Loan. On June 15, 2020, the Company entered into two forbearance agreements (the “Forbearance Agreements”) with the lenders under its ABL Facility and Term Loan credit facilities. The Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on June 16, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. Under the Forbearance Agreements, the respective lenders agreed not to exercise any rights and remedies until July 16, 2020 so long as, among other things, the Company otherwise remained in compliance with its credit facilities and complied with the terms of the Forbearance Agreements. On July 15, 2020, the Forbearance Agreements were extended to July 23, 2020. Subsequently, the Forbearance Agreements were extended through July 30, 2020. The extensions of the Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on July 16, 2020 and on July 23, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. If we are unable to obtain a further waiver from our lenders, our lenders could instruct the administrative agent under such credit facilities to exercise available remedies including, declaring the principal of and accrued interest on all outstanding indebtedness immediately due and payable and terminating all remaining commitments and obligations under the credit facilities. Although the lenders under our credit facilities may waive the defaults or forebear the exercise of remedies, they are not obligated to do so. Failure to obtain such a waiver would have a material adverse effect on the liquidity, financial condition and results of operations and may result in filing a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in order to implement a restructuring plan. The Company could experience other potential impacts as a result of the COVID-19 pandemic, including, but not limited to, additional charges from potential adjustments to the carrying amount of its inventory, goodwill impairment charges, right-of-use assets, long-lived asset impairment charges and additional store closures. Actual results may differ materially from the Company’s current estimates as the scope of the COVID-19 pandemic evolves, depending largely, though not exclusively, on the duration of the disruption to its business. These events contribute to conditions that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these financial statements have been issued. Under the terms of the ABL Facility and Term Loan, substantial doubt about the Company’s ability to continue as a going concern is considered an event of default which allows the lenders to call the debt in advance of maturity. In response to the COVID-19 pandemic, we have taken and continue to take aggressive and prudent actions to reduce expenses and defer payment of accounts payables and inventory purchases to preserve cash on-hand. These actions include, but are not limited to: • temporary furlough of substantially all retail employees for the duration of store closures at their location and subject to reduced staffing for a phase-in period upon reopening; • base salary reductions for our senior leadership team and suspension of pay raise for corporate employees; • extension of payment terms for all accounts payable other than those necessary to support our ecommerce business; • withholding payment of rent at all of our retail locations, beginning in April 2020, subject to discussion with our landlords; • extended payment terms with merchandising vendors; • eliminated one of our catalogs and are considering implementing this as a permanent change; • limiting investments in our ecommerce business to necessary website and supporting functions; and • suspension of nearly all capital expenditures. Additionally, we borrowed $33.0 million under our ABL Facility in March 2020. We are seeking to amend our ABL Facility to provide for further incremental borrowings. No assurances can be given as to when or if the Company will succeed in obtaining the amendment. We have also filed an income tax refund for $7.3 million with the IRS and multiple state jurisdictions related to the provision under the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) enacted in March 2020 that provides numerous tax provisions and other stimulus measures, including temporary suspension of certain payment requirements for the employer-paid portion of social security taxes, the creation of certain refundable employee retention credits, and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. The Company has elected to defer the employer-paid portion of social security taxes beginning with pay dates on and after April 1, 2020. We continue to evaluate the provisions of the CARES Act and the ways in which it could assist our business and improve our liquidity. On May 15, 2020, the Company began reopening its stores and as of the issuance date, essentially all of its stores have been reopened in accordance with local government guidelines. There is significant uncertainty around the current and potential future business disruptions related to COVID-19, as well as its impact on the U.S. economy, consumer willingness to visit malls and shopping centers, and employee willingness to staff our stores. Recently Adopted Accounting Standards In November 2018, the FASB issued ASU 2018-18 – Collaborative Arrangements Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12 – Income Tax Accounting |
Revenues
Revenues | 3 Months Ended |
May 02, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenues | 3. Revenues Disaggregation of Revenue The Company sells its products directly to consumers and the Company earns royalties under its credit card agreement. The following table presents disaggregated revenues by source (in thousands): For the Thirteen Weeks Ended May 2, 2020 May 4, 2019 Retail $ 35,093 $ 102,594 Direct 55,876 73,858 Net revenues $ 90,969 $ 176,452 Contract Liabilities The Company recognizes a contract liability when it has received consideration from the customer and has a future obligation to the customer. Total contract liabilities consisted of the following (in thousands): May 2, 2020 February 1, 2020 Contract liabilities: Signing bonus $ 471 $ 506 Unredeemed gift cards 6,346 7,264 Total contract liabilities (1) $ 6,817 $ 7,770 (1) Included in accrued expenses and other current liabilities on the Company's consolidated balance sheet. The short-term portion of the signing bonus is included in accrued expenses on the consolidated balance sheet as of May 2, 2020. For the thirteen weeks ended May 2, 2020 and May 4, 2019, the Company recognized approximately $2.2 million and $3.4 million, respectively, of revenue related to gift card redemptions and breakage. Revenue recognized consists of gift cards that were part of the unredeemed gift card balance at the beginning of the period as well as gift cards that were issued during the period. Performance Obligations The Company has a remaining performance obligation of $0.5 million for a signing bonus related to the private label credit card agreement. The Company will recognize revenue over the remaining life of the contract as follows (in thousands): Fiscal Year 2020 Fiscal Year 2021 Thereafter Signing bonus $ 106 $ 141 $ 224 This disclosure does not include revenue related to performance obligations from unredeemed gift cards, as substantially all gift cards are redeemed in the first year of issuance. |
Asset Impairments
Asset Impairments | 3 Months Ended |
May 02, 2020 | |
Income Statement [Abstract] | |
Asset Impairments | 4. Asset Impairments Long-lived Asset Impairments In the first quarter of Fiscal Year 2020, the Company reduced the net carrying value of certain long-lived assets to their estimated fair value, which was determined using a discounted cash flows method. These impairment charges arose from the material adverse effect the COVID-19 pandemic had on our results of operations, particularly with our store fleet. The Company incurred impairment charges of $6.7 million on leasehold improvements and $20.8 million on the right-of-use asset. Goodwill and Other Intangible Asset Impairments In the first quarter of Fiscal Year 2020, the Company temporarily closed its retail locations due to the COVID-19 pandemic, which had a material adverse effect on our results of operations, financial position and liquidity and led to a significant decline in our net sales for the first quarter of Fiscal Year 2020. The Company concluded that these factors, as well as the decrease in stock price represented indicators of impairment and required the Company to test goodwill and indefinite-lived and definite-lived intangible assets for impairment during the first quarter of Fiscal Year 2020 (the “Impairment Test”). The Company performed the Impairment Test using a quantitative approach. The Impairment Test was performed using the income approach (or discounted cash flows method) for goodwill, the relief-from-royalty method for indefinite-lived intangible assets and a recoverability analysis for definite-lived intangible assets. The estimated fair values of goodwill and indefinite-lived and definite-lived intangible assets were below their carrying values resulting in a $17.9 million impairment of goodwill, a $4.0 million impairment of the Company’s tradename (indefinite-lived intangible asset) and a $2.6 million impairment of the Company’s customer list (definite-lived intangible asset). quarter of Fiscal Year 2020, or sooner if an indicator of impairment is identified, The most significant estimates and assumptions inherent in this approach are the preparation of revenue forecasts, selection of royalty and discount rates and a terminal year multiple. These assumptions are classified as Level 3 inputs. The methodology utilized for the Impairment Test has not changed materially from the prior year. The key assumptions used under the income approach and relief-from-royalty method include the following: • Future cash flow assumptions - The Company's projections for its reporting units were from historical experience and assumptions regarding future revenue growth and profitability trends. The Company's analyses incorporated an assumed period of cash flows of 5-10 years with a terminal value. • Discount rate - The discount rate was based on an estimated weighted average cost of capital ("WACC") for each reporting unit. The components of WACC are the cost of equity and the cost of debt, each of which requires judgment by management to estimate. The Company developed its cost of equity estimate based on perceived risks and predictability of future cash flows. The WACC used to estimate the fair values of the Company's reporting units was within a range of 23.5% to 34%. A 1% change in this discount rate could result in an additional $5.0 million goodwill impairment charge. • Royalty rate - The royalty rates utilized consider external market evidence and internal financial metrics including a review of available returns after the consideration of property, plant and equipment, working capital and other intangible assets. The royalty rate used to estimate the available returns for the reporting units was within a range of 1% to 4%. While the results of the Impairment Test did not indicate any additional impairment, the Company is at risk of future impairment in Fiscal Year 2020 as a result of triggering events. Additionally, due to the impairments recorded during the current year, no material amount of cushion exists between the fair values and respective carrying values of the reporting units and tradename. As such, a change in forecasted discounted cash flows driven by changes in relevant assumptions, may result in further impairment charges. The following table displays a rollforward of the carrying amount of goodwill from February 2, 2019 to May 2, 2020 (in thousands): Goodwill at February 2, 2019 $ 197,026 Impairment losses (119,429 ) Balance, February 1, 2020 77,597 Impairment losses (17,900 ) Balance, May 2, 2020 $ 59,697 The accumulated goodwill impairment losses as of May 2, 2020 are $137.4 million. The following table reflects the gross carrying amount and accumulated amortization and impairment for each major intangible asset: May 2, 2020 February 1, 2020 (in thousands) Weighted Average Useful Life (Years) Gross Accumulated Amortization/ Impairment Carrying Amount Gross Accumulated Amortization/ Impairment Carrying Amount Trade name Indefinite $ 58,100 $ 16,100 $ 42,000 $ 58,100 $ 12,100 $ 46,000 Customer relationships 13.2 134,200 72,430 61,770 134,200 67,386 66,814 Total intangible assets $ 192,300 $ 88,530 $ 103,770 $ 192,300 $ 79,486 $ 112,814 The accumulated customer relationship impairment losses as of May 2, 2020 is $2.6 million. |
Restructuring Costs
Restructuring Costs | 3 Months Ended |
May 02, 2020 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Costs | 5. Restructuring Costs In July 2019, the Company implemented a restructuring plan (the “2019 Restructuring Plan”) focused on cost reduction initiatives designed to execute against long-term strategies. The 2019 Restructuring Plan included headcount reductions primarily at the Company’s corporate headquarters in Quincy, Massachusetts and at the facility in Tilton, New Hampshire. As a result of the 2019 Restructuring Plan, the Company recorded $1.6 million of restructuring costs in selling, general and administrative expenses in the consolidated statements of operations and comprehensive income. All restructuring costs have been incurred in the second quarter of Fiscal Year 2019 and payments are anticipated to be complete in the fourth quarter of Fiscal Year 2020, ending on January 30, 2021. The following table summarizes the activity of the restructuring costs discussed above and related accruals recorded in accrued other and other current liabilities on the consolidated balance sheet (in thousands): February 1, 2020 Charges Incurred Cash Payments May 2, 2020 Program Costs to Date May 2, 2020 Employee separation costs $ 216 $ — $ 37 $ 179 $ 1,402 Other 39 — 1 38 195 Total restructuring costs $ 255 $ — $ 38 $ 217 $ 1,597 |
Debt
Debt | 3 Months Ended |
May 02, 2020 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt The components of the Company’s outstanding Term Loan were as follows (in thousands): May 2, 2020 February 1, 2020 Term Loan $ 236,879 $ 237,579 Discount on debt and debt issuance costs (3,207 ) (3,580 ) Less: Current portion (233,672 ) (2,799 ) Net long-term debt $ — $ 231,200 Additionally, the Company borrowed $33.0 million under our ABL Facility in March 2020. As a result of COVID-19 related store closures, the Company was unable to maintain compliance with certain of its non-financial and financial covenants for the period ended May 2, 2020. Additionally, the inclusion of substantial doubt about the Company’s ability to continue as a going concern in the report of our independent registered public accounting firm on our financial statements for the fiscal year ended February 1, 2020 resulted in a violation of affirmative covenants under our ABL Facility and Term Loan. On June 15, 2020, the Company entered into two forbearance agreements (the “Forbearance Agreements”) with the lenders under its ABL Facility and Term Loan. The Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on June 16, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. Under the Forbearance Agreements, the respective lenders agreed not to exercise any rights and remedies until July 16, 2020 so long as, among other things, the Company otherwise remained in compliance with its credit facilities and complied with the terms of the Forbearance Agreements. On July 15, 2020, the Forbearance Agreements were extended to July 23, 2020. Subsequently, the Forbearance Agreements were extended through July 30, 2020. The extensions of the Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on July 16, 2020 and on July 23, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. In the absence of waivers from our lenders, our lenders could instruct the administrative agent under such credit facilities to exercise available remedies including, declaring the principal of and accrued interest on all outstanding indebtedness immediately due and payable and terminating all remaining commitments and obligations under the credit facilities. Although the lenders under our credit facilities may waive the defaults or forebear the exercise of remedies, they are not obligated to do so. Failure to obtain such a waiver would have a material adverse effect on the liquidity, financial condition and results of operations and may result in filing a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in order to implement a restructuring plan. Our future operating performance and our ability to service or extend our indebtedness will be subject to future economic conditions and to financial, business, and other factors, many of which are beyond our control. We are seeking to amend our ABL Facility to provide for further incremental borrowings. No assurances can be given as to when or if the Company will succeed in obtaining the amendment; therefore, we have classified our Term Loan as a current liability as of May 2, 2020. |
Income Taxes
Income Taxes | 3 Months Ended |
May 02, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 7. Income Taxes The Company recorded an income tax benefit of $24.1 million for the thirteen weeks ended May 2, 2020, and income tax expense of $1.4 million during the thirteen weeks ended May 4, 2019. The effective tax rate was 25.6% for the thirteen weeks ended May 2, 2020, and 24.8% for the thirteen weeks ended May 4, 2019. The effective tax rate for the thirteen weeks ended May 2, 2020 differs from the federal statutory rate of 21% primarily due to the anticipated benefit from the CARES Act, the impact on the effective tax rate and the impact of state income taxes, partially offset by the impact on the effective tax rate from the goodwill impairment charge, which has no associated tax benefit. The CARES Act provides for net operating losses in Fiscal Year 2020 to be carried back to earlier tax years with higher tax rates than the current year. The effective tax rate for the thirteen weeks ended May 4, 2019 exceeded the federal statutory rate of 21.0% primarily due to §162(m) officer compensation limitation, stock compensation and state income taxes. Deferred tax assets and deferred tax liabilities are recognized based on temporary differences between the financial reporting and tax bases of assets and liabilities using statutory rates. Management of the Company has evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets. Under the applicable accounting standards, management has considered future reversals of existing taxable temporary differences to conclude there is sufficient positive evidence that it is more likely than not that the Company will not recognize part of the benefits of state net operating losses. Accordingly, a partial valuation allowance has been established against the Company’s state net operating loss carryover. Among the changes to the U.S. federal income tax rules, the CARES Act modified net operating loss carryback rules that were eliminated by the 2017 Tax Cuts and Jobs Act, restored 100% bonus depreciation for qualified improvement property, increased the limit on the deduction for net interest expense and accelerated the time frame for refunds of alternative minimum tax (“AMT”) credits. The Company’s ability to elect bonus depreciation for the 2018 and 2019 tax years, carryback net operating losses to earlier years, and immediately refund AMT credits due to the enactment of the CARES Act resulted in an estimated tax refund of $7.3 million for the thirteen weeks ended May 2, 2020. The Company has elected to defer the employer-paid portion of social security taxes beginning with pay dates on and after April 1, 2020. The Company will continue to evaluate the effects of the CARES Act as additional legislative guidance becomes available. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
May 02, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 8. Earnings Per Share The following table summarizes the computation of basic and diluted net income per share attributable to common shareholders (in thousands, except share and per share data): For the Thirteen Weeks Ended May 2, 2020 May 4, 2019 Numerator Net (loss) income attributable to common shareholders: $ (70,269 ) $ 4,366 Denominator Weighted average number of common shares outstanding, basic: 44,410,914 43,327,519 Dilutive effect of stock options and restricted shares: — 1,150,634 Weighted average number of common shares outstanding, diluted: 44,410,914 44,478,153 Net (loss) income per common share attributable to common shareholders, basic: $ (1.58 ) $ 0.10 Net (loss) income per common share attributable to common shareholders, diluted: $ (1.58 ) $ 0.10 The weighted average common shares for the diluted earnings per share calculation exclude the impact of outstanding equity awards if the assumed proceeds per share of the award is in excess of the related fiscal period’s average price of the Company’s common stock. Such awards are excluded because they would have an antidilutive effect |
Equity-Based Compensation
Equity-Based Compensation | 3 Months Ended |
May 02, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | 9. Equity-Based Compensation Equity-based compensation expense was $0.7 million for the thirteen weeks ended May 2, 2020, and $1.2 million for the thirteen weeks ended May 4, 2019. Special Dividend On March 6, 2019, the Company’s Board of Directors declared a special cash dividend (the “Special Dividend”) of $1.15 per share payable to shareholders of record as of March 19, 2019, of which $50.2 million was paid on April 1, 2019 to shareholders. In connection with the Special Dividend, pursuant to anti-dilution provisions in the 2017 Omnibus Equity Incentive Plan (the “2017 Plan”), the Company adjusted outstanding equity awards in order to prevent dilution of such awards. Accordingly, the Company adjusted the number of outstanding unvested restricted stock units (“RSUs”) as of the payment date of the dividend with an additional number of RSUs (“Dividend Equivalent Units” or “DEUs”) equal to the quotient obtained by dividing (x) (y) |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
May 02, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions For both the thirteen weeks ended May 2, 2020 and May 4, 2019, the Company incurred an immaterial amount of related party transactions. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
May 02, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies Legal Proceedings The Company is subject to various legal proceedings that arise in the ordinary course of business. Although the outcome of such proceedings cannot be predicted with certainty, management does not believe that the Company is presently party to any legal proceedings the resolution of which management believes would have a material adverse effect on the Company’s business, financial condition, operating results or cash flows. The Company establishes reserves for specific legal matters when the Company determines that the likelihood of an unfavorable outcome is probable, and the loss is reasonably estimable. |
Operating Leases
Operating Leases | 3 Months Ended |
May 02, 2020 | |
Leases [Abstract] | |
Operating Leases | 12. Operating Leases As of May 2, 2020 Certain of the Company’s retail operating leases include variable rental payments based on a percentage of retail sales over contractual levels. Some retail leases include one or more options to renew, with renewal terms that can extend the lease term from one to fifteen years. The Company’s distribution center has renewal terms that can extend the lease term up to twenty years. The exercise of lease renewal options is at the Company’s sole discretion. As of May 2, 2020, the Company included options to renew that are reasonably certain to be exercised in the operating lease assets and liabilities. The components of lease expense were as follows (in thousands): Lease Cost Classification For the Thirteen Weeks Ended May 2, 2020 For the Thirteen Weeks Ended May 4, 2019 Operating lease cost SG&A Expenses $ 11,829 $ 11,552 Variable lease cost SG&A Expenses 418 766 Total lease cost $ 12,247 $ 12,318 Additionally, during the thirteen weeks ended May 2, 2020, the Company reduced the net carrying value of certain long-lived assets to their estimated fair value, which was determined using a discounted cash flows method. These impairment charges arose from the material adverse effect the COVID-19 pandemic had on our results of operations, particularly with our store fleet. As part of these impairment charges, the Company incurred impairment charges of $6.7 million on leasehold improvements and $20.8 million on the right-of-use asset. As a result of the COVID-19 related temporary store closures, the Company withheld rent payments for all its retail locations beginning in April 2020. The Company does not anticipate any significant late payment penalties; therefore, we have not accrued any related expenses in the thirteen weeks ended May 2, 2020. The Company is actively negotiating commercially reasonable lease concessions with our landlords. No significant lease concessions have yet been confirmed. As such, we have included the withheld payments in the current portion of operating lease liabilities on the consolidated balance sheet as of May 2, 2020. For the thirteen weeks ended May 2, 2020 and May 4, 2019, total common area maintenance expense was $3.7 million and $3.5 million, respectively, while operating lease liabilities arising from obtaining operating lease assets was $3.1 million and $5.5 million, respectively. The total cash paid for amounts included in the measurement of operating lease liabilities was $4.4 million and $11.8 million, respectively. Lease Term and Discount Rate May 2, 2020 Weighted-average remaining lease term (in years) Operating leases 7.1 Weighted-average discount rate Operating leases 6.6 % Maturities of lease liabilities as of May 2, 2020 were as follows (in thousands): Fiscal Year Operating Leases (1) 2020 $ 37,061 2021 48,004 2022 43,812 2023 40,523 2024 35,139 Thereafter 97,930 Subtotal 302,469 Less: Imputed interest 61,252 Present value of lease liabilities $ 241,217 (1) There were no operating leases with legally binding minimum lease payments for leases signed but for which the Company has not taken possession. |
Barter Arrangement
Barter Arrangement | 3 Months Ended |
May 02, 2020 | |
Barter Arrangement [Abstract] | |
Barter Arrangement | 13. Barter Arrangement The Company entered into a bartering arrangement with Evergreen Trading, a vendor, where the Company provided inventory in exchange for media credits. During Q3 of Fiscal Year 2019, the Company exchanged $3.3 million of inventory for certain media credits. To account for the exchange, the Company recorded the transfer of the inventory asset as a reduction of inventory offset by a $2.5 million decrease in reserves and an increase to a prepaid media asset of $2.0 million which is included in “Prepaid and other current assets” and “Other assets” on the accompanying consolidated balance sheet. A gain of $1.3 million was recorded upon shipment of the inventory. The Company had $2.0 million of unused media credits remaining as of May 2, 2020 that will be used over seven years. The Company accounted for this barter transaction under ASC Topic No. 606 “ Revenue from Contracts with Customers |
Subsequent Event
Subsequent Event | 3 Months Ended |
May 02, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Event | 14. Subsequent Event Forbearance Agreement On June 15, 2020, the Company entered into two forbearance agreements (the “Forbearance Agreements”) with the lenders under its ABL Facility and Term Loan agreements with respect to the noncompliance mentioned in Note 6. The Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on June 16, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. Under the Forbearance Agreements, the respective lenders have agreed not to exercise any rights and remedies until July 16, 2020 so long as, among other things, the Company otherwise remains in compliance with its credit facilities and complies with the terms of the Forbearance Agreements. On July 15, 2020, the Forbearance Agreements were extended to July 23, 2020. Subsequently, the Forbearance Agreements were extended through July 30, 2020. The extensions of the Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on July 16, 2020 and on July 23, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
May 02, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Our interim consolidated financial statements are unaudited. All significant intercompany balances and transactions have been eliminated in consolidation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been omitted, in accordance with the rules of the Securities and Exchange Commission (the “SEC”) |
Substantial Doubt about the Company's Ability to Continue as a Going Concern | Substantial Doubt about the Company’s Ability to Continue as a Going Concern In accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2014-15, “Presentation of Financial Statements - Going Concern”, the Company’s management evaluated whether there are conditions or events that raise substantial doubt about its ability to continue as a going concern within one year after the date of issuance of these financial statements. Although the following matters raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these financial statements have been issued, the Company’s consolidated financial statements have been prepared assuming that it will continue as a going concern. In December 2019, COVID-19 emerged and has subsequently spread worldwide. The World Health Organization declared COVID-19 a pandemic on March 11, 2020 resulting in federal, state and local governments and private entities mandating various restrictions, including travel restrictions, restrictions on public gatherings, stay at home orders and advisories and quarantining of people who may have been exposed to the virus. After close monitoring and taking into consideration the guidance from federal, state and local governments, in an effort to mitigate the spread of COVID-19, effective March 18, 2020, the Company closed all of its stores and its offices with employees working remotely where possible. As a result of the COVID-19 pandemic, the Company’s revenues, results of operations and cash flows have been materially adversely impacted which has resulted in a failure by us to comply with the financial covenants contained in our Asset Based Revolving Credit Agreement (“ABL Facility”) and Term Loan Agreement (“Term Loan”). Additionally, the inclusion of substantial doubt about the Company’s ability to continue as a going concern in the report of our independent registered public accounting firm on our financial statements for the fiscal year ended February 1, 2020 resulted in a violation of affirmative covenants under our ABL Facility and Term Loan. On June 15, 2020, the Company entered into two forbearance agreements (the “Forbearance Agreements”) with the lenders under its ABL Facility and Term Loan credit facilities. The Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on June 16, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. Under the Forbearance Agreements, the respective lenders agreed not to exercise any rights and remedies until July 16, 2020 so long as, among other things, the Company otherwise remained in compliance with its credit facilities and complied with the terms of the Forbearance Agreements. On July 15, 2020, the Forbearance Agreements were extended to July 23, 2020. Subsequently, the Forbearance Agreements were extended through July 30, 2020. The extensions of the Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on July 16, 2020 and on July 23, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. If we are unable to obtain a further waiver from our lenders, our lenders could instruct the administrative agent under such credit facilities to exercise available remedies including, declaring the principal of and accrued interest on all outstanding indebtedness immediately due and payable and terminating all remaining commitments and obligations under the credit facilities. Although the lenders under our credit facilities may waive the defaults or forebear the exercise of remedies, they are not obligated to do so. Failure to obtain such a waiver would have a material adverse effect on the liquidity, financial condition and results of operations and may result in filing a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in order to implement a restructuring plan. The Company could experience other potential impacts as a result of the COVID-19 pandemic, including, but not limited to, additional charges from potential adjustments to the carrying amount of its inventory, goodwill impairment charges, right-of-use assets, long-lived asset impairment charges and additional store closures. Actual results may differ materially from the Company’s current estimates as the scope of the COVID-19 pandemic evolves, depending largely, though not exclusively, on the duration of the disruption to its business. These events contribute to conditions that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these financial statements have been issued. Under the terms of the ABL Facility and Term Loan, substantial doubt about the Company’s ability to continue as a going concern is considered an event of default which allows the lenders to call the debt in advance of maturity. In response to the COVID-19 pandemic, we have taken and continue to take aggressive and prudent actions to reduce expenses and defer payment of accounts payables and inventory purchases to preserve cash on-hand. These actions include, but are not limited to: • temporary furlough of substantially all retail employees for the duration of store closures at their location and subject to reduced staffing for a phase-in period upon reopening; • base salary reductions for our senior leadership team and suspension of pay raise for corporate employees; • extension of payment terms for all accounts payable other than those necessary to support our ecommerce business; • withholding payment of rent at all of our retail locations, beginning in April 2020, subject to discussion with our landlords; • extended payment terms with merchandising vendors; • eliminated one of our catalogs and are considering implementing this as a permanent change; • limiting investments in our ecommerce business to necessary website and supporting functions; and • suspension of nearly all capital expenditures. Additionally, we borrowed $33.0 million under our ABL Facility in March 2020. We are seeking to amend our ABL Facility to provide for further incremental borrowings. No assurances can be given as to when or if the Company will succeed in obtaining the amendment. We have also filed an income tax refund for $7.3 million with the IRS and multiple state jurisdictions related to the provision under the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) enacted in March 2020 that provides numerous tax provisions and other stimulus measures, including temporary suspension of certain payment requirements for the employer-paid portion of social security taxes, the creation of certain refundable employee retention credits, and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. The Company has elected to defer the employer-paid portion of social security taxes beginning with pay dates on and after April 1, 2020. We continue to evaluate the provisions of the CARES Act and the ways in which it could assist our business and improve our liquidity. On May 15, 2020, the Company began reopening its stores and as of the issuance date, essentially all of its stores have been reopened in accordance with local government guidelines. There is significant uncertainty around the current and potential future business disruptions related to COVID-19, as well as its impact on the U.S. economy, consumer willingness to visit malls and shopping centers, and employee willingness to staff our stores. |
Recently Adopted Accounting Standards and Issued Accounting Pronouncements | Recently Adopted Accounting Standards In November 2018, the FASB issued ASU 2018-18 – Collaborative Arrangements Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12 – Income Tax Accounting |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
May 02, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregated Revenues by Source | The following table presents disaggregated revenues by source (in thousands): For the Thirteen Weeks Ended May 2, 2020 May 4, 2019 Retail $ 35,093 $ 102,594 Direct 55,876 73,858 Net revenues $ 90,969 $ 176,452 |
Schedule of Contract Liabilities | Total contract liabilities consisted of the following (in thousands): May 2, 2020 February 1, 2020 Contract liabilities: Signing bonus $ 471 $ 506 Unredeemed gift cards 6,346 7,264 Total contract liabilities (1) $ 6,817 $ 7,770 (1) Included in accrued expenses and other current liabilities on the Company's consolidated balance sheet. The short-term portion of the signing bonus is included in accrued expenses on the consolidated balance sheet as of May 2, 2020. |
Schedule of Revenue Recognized Over Remaining Life of Contract | The Company will recognize revenue over the remaining life of the contract as follows (in thousands): Fiscal Year 2020 Fiscal Year 2021 Thereafter Signing bonus $ 106 $ 141 $ 224 |
Asset Impairments (Tables)
Asset Impairments (Tables) | 3 Months Ended |
May 02, 2020 | |
Income Statement [Abstract] | |
Schedule of Roll-Forward of Carrying Amount of Goodwill | The following table displays a rollforward of the carrying amount of goodwill from February 2, 2019 to May 2, 2020 (in thousands): Goodwill at February 2, 2019 $ 197,026 Impairment losses (119,429 ) Balance, February 1, 2020 77,597 Impairment losses (17,900 ) Balance, May 2, 2020 $ 59,697 |
Schedule of Gross Carrying Amount of Finite-lived Intangible Assets Amortization Expense | The following table reflects the gross carrying amount and accumulated amortization and impairment for each major intangible asset: May 2, 2020 February 1, 2020 (in thousands) Weighted Average Useful Life (Years) Gross Accumulated Amortization/ Impairment Carrying Amount Gross Accumulated Amortization/ Impairment Carrying Amount Trade name Indefinite $ 58,100 $ 16,100 $ 42,000 $ 58,100 $ 12,100 $ 46,000 Customer relationships 13.2 134,200 72,430 61,770 134,200 67,386 66,814 Total intangible assets $ 192,300 $ 88,530 $ 103,770 $ 192,300 $ 79,486 $ 112,814 |
Restructuring Costs (Tables)
Restructuring Costs (Tables) | 3 Months Ended |
May 02, 2020 | |
Restructuring And Related Activities [Abstract] | |
Activity of Restructuring Costs and Related Accruals | The following table summarizes the activity of the restructuring costs discussed above and related accruals recorded in accrued other and other current liabilities on the consolidated balance sheet (in thousands): February 1, 2020 Charges Incurred Cash Payments May 2, 2020 Program Costs to Date May 2, 2020 Employee separation costs $ 216 $ — $ 37 $ 179 $ 1,402 Other 39 — 1 38 195 Total restructuring costs $ 255 $ — $ 38 $ 217 $ 1,597 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
May 02, 2020 | |
Debt Disclosure [Abstract] | |
Components of Outstanding Term Loan | The components of the Company’s outstanding Term Loan were as follows (in thousands): May 2, 2020 February 1, 2020 Term Loan $ 236,879 $ 237,579 Discount on debt and debt issuance costs (3,207 ) (3,580 ) Less: Current portion (233,672 ) (2,799 ) Net long-term debt $ — $ 231,200 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
May 02, 2020 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income Per Share Attributable to Common Shareholders | The following table summarizes the computation of basic and diluted net income per share attributable to common shareholders (in thousands, except share and per share data): For the Thirteen Weeks Ended May 2, 2020 May 4, 2019 Numerator Net (loss) income attributable to common shareholders: $ (70,269 ) $ 4,366 Denominator Weighted average number of common shares outstanding, basic: 44,410,914 43,327,519 Dilutive effect of stock options and restricted shares: — 1,150,634 Weighted average number of common shares outstanding, diluted: 44,410,914 44,478,153 Net (loss) income per common share attributable to common shareholders, basic: $ (1.58 ) $ 0.10 Net (loss) income per common share attributable to common shareholders, diluted: $ (1.58 ) $ 0.10 |
Operating Leases (Tables)
Operating Leases (Tables) | 3 Months Ended |
May 02, 2020 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows (in thousands): Lease Cost Classification For the Thirteen Weeks Ended May 2, 2020 For the Thirteen Weeks Ended May 4, 2019 Operating lease cost SG&A Expenses $ 11,829 $ 11,552 Variable lease cost SG&A Expenses 418 766 Total lease cost $ 12,247 $ 12,318 |
Schedule of Lease Terms and Discount Rate | Lease Term and Discount Rate May 2, 2020 Weighted-average remaining lease term (in years) Operating leases 7.1 Weighted-average discount rate Operating leases 6.6 % |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities as of May 2, 2020 were as follows (in thousands): Fiscal Year Operating Leases (1) 2020 $ 37,061 2021 48,004 2022 43,812 2023 40,523 2024 35,139 Thereafter 97,930 Subtotal 302,469 Less: Imputed interest 61,252 Present value of lease liabilities $ 241,217 (1) There were no operating leases with legally binding minimum lease payments for leases signed but for which the Company has not taken possession. |
Description of Business - Addit
Description of Business - Additional Information (Detail) | May 02, 2020Store |
Minimum [Member] | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of stores | 280 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) - COVID-19 Pandemic [Member] - USD ($) $ in Millions | 3 Months Ended | |
May 02, 2020 | Mar. 31, 2020 | |
Schedule Of Significant Accounting Policies [Line Items] | ||
Income tax refund | $ 7.3 | |
ABL Facility [Member] | ||
Schedule Of Significant Accounting Policies [Line Items] | ||
Cash drawn from facility | $ 33 |
Revenues - Schedule of Disaggre
Revenues - Schedule of Disaggregated Revenues by Source (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
May 02, 2020 | May 04, 2019 | |
Disaggregation Of Revenue [Line Items] | ||
Net revenues | $ 90,969 | $ 176,452 |
Retail [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Net revenues | 35,093 | 102,594 |
Direct [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Net revenues | $ 55,876 | $ 73,858 |
Revenues - Schedule of Contract
Revenues - Schedule of Contract Liabilities (Detail) - USD ($) $ in Thousands | May 02, 2020 | Feb. 01, 2020 |
Contract liabilities: | ||
Signing bonus | $ 471 | $ 506 |
Unredeemed gift cards | 6,346 | 7,264 |
Total contract liabilities | $ 6,817 | $ 7,770 |
Revenues - Additional Informati
Revenues - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
May 02, 2020 | May 04, 2019 | |
Revenue From Contract With Customer [Abstract] | ||
Revenue recognized related to gift card redemptions and breakage | $ 2.2 | $ 3.4 |
Signing bonus | $ 0.5 |
Revenues - Schedule of Revenue
Revenues - Schedule of Revenue Recognized Over Remaining Life of Contract (Detail) $ in Thousands | May 02, 2020USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Signing bonus | $ 500 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-05-03 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Signing bonus | $ 106 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-02-02 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Signing bonus | $ 141 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-03 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Signing bonus | $ 224 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Asset Impairments - Additional
Asset Impairments - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
May 02, 2020 | Feb. 01, 2020 | |
Impairment of long-lived assets | $ 27,480 | |
Impairment of goodwill | 17,900 | $ 119,429 |
Impairment of intangible assets | 6,620 | |
Impairment of intangible assets, finite-lived | 2,600 | |
Additional goodwill impairment charges | 5,000 | |
Goodwill, impaired, accumulated impairment loss | $ 137,400 | |
Minimum [Member] | ||
Cash flow assumption period for analysis | 5 years | |
Weighted average fair value of goodwill and intangible assets | 23.50% | |
Royalty rate to estimate available returns | 1.00% | |
Maximum [Member] | ||
Cash flow assumption period for analysis | 10 years | |
Weighted average fair value of goodwill and intangible assets | 34.00% | |
Royalty rate to estimate available returns | 4.00% | |
Trade Name [Member] | ||
Impairment of intangible assets | $ 4,000 | |
Customer Relationships [Member] | ||
Impairment of intangible assets, finite-lived | 2,600 | |
Leasehold Improvements [Member] | ||
Impairment of long-lived assets | 6,700 | |
Right-of-Use Asset [Member] | ||
Impairment of long-lived assets | $ 20,800 |
Asset Impairments - Schedule of
Asset Impairments - Schedule of Rollforward of Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
May 02, 2020 | Feb. 01, 2020 | |
Income Statement [Abstract] | ||
Goodwill, Begining Balance | $ 77,597 | $ 197,026 |
Impairment losses | (17,900) | (119,429) |
Goodwill, Ending Balance | $ 59,697 | $ 77,597 |
Asset Impairments - Schedule _2
Asset Impairments - Schedule of Gross Carrying Amount of Finite-lived Intangible Assets Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 02, 2020 | Feb. 01, 2020 | |
Definite-lived Intangible Assets, Accumulated Amortization | $ 88,530 | $ 79,486 |
Total Intangible Assets, Gross | 192,300 | 192,300 |
Total Intangible Assets, Carrying Amount | 103,770 | 112,814 |
Trade Name [Member] | ||
Indefinite-lived, Gross | 58,100 | 58,100 |
Indefinite-lived, Accumulated Amortization/ Impairment | 16,100 | 12,100 |
Indefinite-lived, Carrying Amount | $ 42,000 | 46,000 |
Customer Relationships [Member] | ||
Useful Life | 13 years 2 months 12 days | |
Definite-lived Intangible Assets, Gross | $ 134,200 | 134,200 |
Definite-lived Intangible Assets, Accumulated Amortization | 72,430 | 67,386 |
Definite-lived Intangible Assets, Carrying Amount | $ 61,770 | $ 66,814 |
Restructuring Costs - Additiona
Restructuring Costs - Additional Information (Detail) $ in Millions | 3 Months Ended |
May 02, 2020USD ($) | |
Selling, General and Administrative Expenses [Member] | 2019 Restructuring Plan [Member] | |
Restructuring Cost And Reserve [Line Items] | |
Restructuring Charges | $ 1.6 |
Restructuring Costs - Activity
Restructuring Costs - Activity of Restructuring Costs and Related Accruals (Detail) - 2019 Restructuring Plan [Member] $ in Thousands | 3 Months Ended |
May 02, 2020USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Beginning Balance | $ 255 |
Cash Payments | 38 |
Ending Balance | 217 |
Program Costs to Date | 1,597 |
Employee Separation Costs [Member] | |
Restructuring Cost And Reserve [Line Items] | |
Beginning Balance | 216 |
Cash Payments | 37 |
Ending Balance | 179 |
Program Costs to Date | 1,402 |
Other [Member] | |
Restructuring Cost And Reserve [Line Items] | |
Beginning Balance | 39 |
Cash Payments | 1 |
Ending Balance | 38 |
Program Costs to Date | $ 195 |
Debt - Components of Outstandin
Debt - Components of Outstanding Term Loan (Detail) - USD ($) $ in Thousands | May 02, 2020 | Feb. 01, 2020 |
Long Term Debt [Abstract] | ||
Term Loan | $ 236,879 | $ 237,579 |
Discount on debt and debt issuance costs | (3,207) | (3,580) |
Less: Current portion | $ (233,672) | (2,799) |
Net long-term debt | $ 231,200 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Millions | Jul. 15, 2020 | Jun. 15, 2020 | Mar. 31, 2020 |
ABL Facility [Member] | |||
Debt Instrument [Line Items] | |||
Cash drawn from facility | $ 33 | ||
Forbearance Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Agreement terms | On June 15, 2020, the Company entered into two forbearance agreements (the “Forbearance Agreements”) with the lenders under its ABL Facility and Term Loan. The Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on June 16, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. Under the Forbearance Agreements, the respective lenders agreed not to exercise any rights and remedies until July 16, 2020 so long as, among other things, the Company otherwise remained in compliance with its credit facilities and complied with the terms of the Forbearance Agreements. | ||
Forbearance Agreement [Member] | Subsequent Event [Member] | |||
Debt Instrument [Line Items] | |||
Agreement terms | On July 15, 2020, the Forbearance Agreements were extended to July 23, 2020. Subsequently, the Forbearance Agreements were extended through July 30, 2020. The extensions of the Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on July 16, 2020 and on July 23, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit. |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
May 02, 2020 | May 04, 2019 | |
Income Tax Disclosure [Abstract] | ||
Income tax (benefit) expense | $ (24,117) | $ 1,438 |
Effective income tax rate | 25.60% | 24.80% |
U.S. Federal corporate income tax rate | 21.00% | 21.00% |
Restored bonus depreciation for qualified improvement property | 100.00% | |
Estimated tax refund | $ 7,300 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Net Income Per Share Attributable to Common Shareholders (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
May 02, 2020 | May 04, 2019 | |
Numerator | ||
Net (loss) income attributable to common shareholders: | $ (70,269) | $ 4,366 |
Denominator | ||
Weighted average number of common shares outstanding, basic: | 44,410,914 | 43,327,519 |
Dilutive effect of stock options and restricted shares: | 1,150,634 | |
Weighted average number of common shares outstanding, diluted: | 44,410,914 | 44,478,153 |
Net (loss) income per common share attributable to common shareholders, basic: | $ (1.58) | $ 0.10 |
Net (loss) income per common share attributable to common shareholders, diluted: | $ (1.58) | $ 0.10 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 3 Months Ended | |
May 02, 2020 | May 04, 2019 | |
Earnings Per Share [Abstract] | ||
Antidilutive equity awards excluded from the computation of diluted earnings per share | 2,602,607 | 1,326,832 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Mar. 06, 2019 | May 02, 2020 | May 04, 2019 | Apr. 01, 2019 | Mar. 19, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity based compensation expense | $ 0.7 | $ 1.2 | |||
Special cash dividend, per share | $ 1.15 | $ 1.15 | |||
Cash dividend paid | $ 50.2 | ||||
Dividend declared, date | Mar. 6, 2019 | ||||
Dividend payable, date | Apr. 1, 2019 | ||||
Shareholders of record, date | Mar. 19, 2019 | ||||
2017 Plan [Member] | Restricted Share Awards ("RSAs") [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Special cash dividend, per share | $ 1.15 |
Operating Leases - Additional I
Operating Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
May 02, 2020 | May 04, 2019 | |
Leases [Line Items] | ||
Lessee, operating lease, option to extend | Some retail leases include one or more options to renew, with renewal terms that can extend the lease term from one to fifteen years. The Company’s distribution center has renewal terms that can extend the lease term up to twenty years. | |
Lessee, operating lease, existence of option to extend | true | |
Impairment of long-lived assets | $ 27,480 | |
Common area maintenance expense | 3,700 | $ 3,500 |
Operating lease liabilities arising from obtaining operating lease assets | 3,100 | 5,500 |
Operating leases, cash paid for amounts included in the measurement of operating lease liabilities | 4,400 | $ 11,800 |
Leasehold Improvements [Member] | ||
Leases [Line Items] | ||
Impairment of long-lived assets | 6,700 | |
Right-of-Use Asset [Member] | ||
Leases [Line Items] | ||
Impairment of long-lived assets | $ 20,800 | |
Minimum [Member] | Retail Stores [Member] | ||
Leases [Line Items] | ||
Lessee, operating lease, option to extend lease term | 1 year | |
Maximum [Member] | Retail Stores [Member] | ||
Leases [Line Items] | ||
Lessee, operating lease, option to extend lease term | 15 years | |
Maximum [Member] | Distribution Center [Member] | ||
Leases [Line Items] | ||
Lessee, operating lease, option to extend lease term | 20 years |
Operating Leases - Components o
Operating Leases - Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
May 02, 2020 | May 04, 2019 | |
Leases [Line Items] | ||
Total lease cost | $ 12,247 | $ 12,318 |
Selling, General and Administrative Expenses [Member] | ||
Leases [Line Items] | ||
Operating lease cost | 11,829 | 11,552 |
Variable lease cost | $ 418 | $ 766 |
Operating Leases - Schedule of
Operating Leases - Schedule of Lease Terms and Discount Rate (Detail) | May 02, 2020 |
Leases [Abstract] | |
Weighted-average remaining lease term (in years), Operating leases | 7 years 2 months 12 days |
Weighted-average discount rate, Operating leases | 6.60% |
Operating Leases - Schedule o_2
Operating Leases - Schedule of Maturities of Lease Liabilities (Detail) $ in Thousands | May 02, 2020USD ($) |
Leases [Abstract] | |
2020 | $ 37,061 |
2021 | 48,004 |
2022 | 43,812 |
2023 | 40,523 |
2024 | 35,139 |
Thereafter | 97,930 |
Subtotal | 302,469 |
Less: Imputed interest | 61,252 |
Operating lease liabilities | $ 241,217 |
Operating Leases - Schedule o_3
Operating Leases - Schedule of Maturities of Lease Liabilities (Parenthetical) (Detail) $ in Millions | 3 Months Ended |
May 02, 2020USD ($) | |
Leases [Abstract] | |
Minimum operating lease payments for leases signed but not taken possession | $ 0 |
Barter Arrangement - Additional
Barter Arrangement - Additional Information (Detail) - ASU 2014-09 [Member] - Advertising Barter Transactions [Member] - Evergreen Trading [Member] - USD ($) $ in Millions | 3 Months Ended | |
May 02, 2020 | Nov. 02, 2019 | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Transfer of inventory against media credit | $ 3.3 | |
Prepaid media asset | 2 | |
Transfer of inventory assets as a reduction of inventory offset by decrease in reserves | (2.5) | |
Gain recorded upon shipment of inventory | $ 1.3 | |
Unused media credits | $ 2 | |
Unused media credit term | 7 years |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - Subsequent Event [Member] - Forbearance Agreement [Member] - NumberofAgreement | Jul. 15, 2020 | Jun. 15, 2020 |
Subsequent Event [Line Items] | ||
Agreement terms | On July 15, 2020, the Forbearance Agreements were extended to July 23, 2020. Subsequently, the Forbearance Agreements were extended through July 30, 2020. The extensions of the Forbearance Agreements are described in a Current Report on Form 8-K filed by the Company with the SEC on July 16, 2020 and on July 23, 2020, and available on the SEC’s Edgar website as well as the Company’s website, which includes the full text of the agreement as an exhibit | |
ABL Facility [Member] | Term Loan [Member] | ||
Subsequent Event [Line Items] | ||
Number of agreement | 2 |