Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 28, 2020 | Apr. 24, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 28, 2020 | |
Entity Transition Report | false | |
Entity File Number | 001-38854 | |
Entity Registrant Name | KONTOOR BRANDS, INC. | |
Entity Incorporation, State or Country Code | NC | |
Entity Tax Identification Number | 83-2680248 | |
Entity Address, Address Line One | 400 N. Elm Street | |
Entity Address, City or Town | Greensboro | |
Entity Address, State or Province | NC | |
Entity Address, Postal Zip Code | 27401 | |
City Area Code | 336 | |
Local Phone Number | 332-3400 | |
Title of 12(b) Security | Common Stock, no par value | |
Trading Symbol | KTB | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 57,104,887 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001760965 | |
Current Fiscal Year End Date | --12-28 |
Combined Balance Sheets (Unaudi
Combined Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 | Mar. 30, 2019 |
Current assets | |||
Cash and equivalents | $ 479,366 | $ 106,808 | $ 102,945 |
Accounts receivable, net | 213,080 | 228,459 | 299,328 |
Due from former parent, current | 0 | 0 | 291,127 |
Notes receivable from former parent | 0 | 0 | 517,940 |
Inventories | 488,750 | 458,101 | 519,006 |
Prepaid expenses and other current assets | 78,597 | 84,235 | 50,671 |
Total current assets | 1,259,793 | 877,603 | 1,781,017 |
Due from former parent, noncurrent | 0 | 0 | 370 |
Property, plant and equipment, net | 129,884 | 132,192 | 138,972 |
Operating lease assets | 83,022 | 86,582 | 77,305 |
Intangible assets, net | 16,914 | 17,293 | 51,913 |
Goodwill | 211,739 | 212,836 | 213,623 |
Other assets | 200,443 | 190,650 | 122,210 |
TOTAL ASSETS | 1,901,795 | 1,517,156 | 2,385,410 |
Current liabilities | |||
Short-term borrowings | 3,487 | 1,070 | 8,368 |
Current portion of long-term debt | 0 | 0 | |
Accounts payable | 149,922 | 147,347 | 147,403 |
Due to former parent, current | 0 | 0 | 3,865 |
Notes payable to former parent | 0 | 0 | 241,867 |
Accrued liabilities | 180,538 | 194,744 | 206,517 |
Operating lease liabilities, current | 32,781 | 35,389 | 29,156 |
Total current liabilities | 366,728 | 378,550 | 637,176 |
Operating lease liabilities, noncurrent | 54,150 | 54,746 | 51,533 |
Other liabilities | 110,666 | 101,334 | 117,719 |
Long-term debt, due beyond one year | 1,388,736 | 913,269 | 0 |
Commitments and contingencies | |||
Total liabilities | 1,920,280 | 1,447,899 | 806,428 |
Equity | |||
Preferred Stock, no par value; shares authorized, 90,000,000; no shares outstanding at March 2020, December 2019 and March 2019 | 0 | 0 | 0 |
Common Stock, no par value; shares authorized, 600,000,000; shares outstanding of 56,930,737 at March 2020; 56,811,198 at December 2019 and no shares outstanding at March 2019 | 0 | 0 | 0 |
Additional paid-in capital | 153,966 | 150,673 | 0 |
Former parent investment | 0 | 0 | 1,723,406 |
Accumulated deficit | (38,989) | (1,718) | 0 |
Accumulated other comprehensive loss | (133,462) | (79,698) | (144,424) |
Total (deficit) equity | (18,485) | 69,257 | 1,578,982 |
TOTAL LIABILITIES AND EQUITY | $ 1,901,795 | $ 1,517,156 | $ 2,385,410 |
Combined Balance Sheets (Unau_2
Combined Balance Sheets (Unaudited) (Parenthetical) - shares | Mar. 28, 2020 | Dec. 28, 2019 | Mar. 30, 2019 |
Statement of Financial Position [Abstract] | |||
Preferred Stock, shares authorized (in shares) | 90,000,000 | 90,000,000 | 90,000,000 |
Preferred Stock, shares outstanding (in shares) | 0 | 0 | 0 |
Common Stock, shares authorized (in shares) | 600,000,000 | 600,000,000 | 600,000,000 |
Common Stock, shares outstanding (in shares) | 56,930,737 | 56,811,198 | 0 |
Combined Statements of Income (
Combined Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Income Statement [Abstract] | ||
Net revenues | $ 504,498 | $ 648,344 |
Costs and operating expenses | ||
Cost of goods sold | 313,734 | 401,025 |
Selling, general and administrative expenses | 190,928 | 222,124 |
Total costs and operating expenses | 504,662 | 623,149 |
Operating (loss) income | (164) | 25,195 |
Interest income from former parent, net | 0 | 2,339 |
Interest expense | (10,939) | (98) |
Interest income | 416 | 1,423 |
Other expense, net | (450) | (971) |
(Loss) income before income taxes | (11,137) | 27,888 |
Income taxes | (8,425) | 12,475 |
Net (loss) income | $ (2,712) | $ 15,413 |
(Loss) earnings per common share | ||
Basic (in USD per share) | $ (0.05) | $ 0.27 |
Diluted (in USD per share) | $ (0.05) | $ 0.27 |
Weighted average shares outstanding | ||
Basic (in shares) | 56,875 | 56,648 |
Diluted (in shares) | 57,947 | 56,648 |
Combined Statements of Comprehe
Combined Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net (loss) income | $ (2,712) | $ 15,413 |
Foreign currency translation | ||
(Losses) gains arising during the period | (27,210) | 758 |
Defined benefit pension plans | ||
Reclassification to net (loss) income for gains realized | 29 | 0 |
Derivative financial instruments | ||
Losses arising during the period | (23,655) | 0 |
Reclassification to net (loss) income for gains realized | (2,928) | 0 |
Total other comprehensive (loss) income, net of related taxes | (53,764) | 758 |
Comprehensive (loss) income | $ (56,476) | $ 16,171 |
Combined Statements of Cash Flo
Combined Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
OPERATING ACTIVITIES | ||
Net (loss) income | $ (2,712) | $ 15,413 |
Adjustments to reconcile net (loss) income to cash (used) provided by operating activities: | ||
Depreciation and amortization | 7,385 | 7,703 |
Stock-based compensation | 2,466 | 7,685 |
Provision for doubtful accounts | 9,339 | 2,730 |
Other | (12,600) | (512) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,765) | (48,473) |
Inventories | (36,566) | (44,926) |
Due from former parent | 0 | 256,803 |
Accounts payable | 3,664 | 12,935 |
Income taxes | (3,676) | 1,311 |
Accrued liabilities | (15,049) | 9,426 |
Due to former parent | 0 | (12,268) |
Other assets and liabilities | 4,097 | (1,340) |
Cash (used) provided by operating activities | (45,417) | 206,487 |
INVESTING ACTIVITIES | ||
Capital expenditures | (10,423) | (5,300) |
Software purchases | (8,781) | 0 |
Other | (3,104) | (20) |
Cash used by investing activities | (22,308) | (5,320) |
FINANCING ACTIVITIES | ||
Borrowings under revolving credit facility | 512,500 | 0 |
Repayments under revolving credit facility | (37,500) | 0 |
Repayment of notes payable to former parent | 0 | (27,245) |
Net transfers to former parent | 0 | (173,485) |
Dividends paid | (31,877) | 0 |
Proceeds from issuance of Common Stock, net of shares withheld for taxes | (1,855) | 0 |
Other | 2,566 | 5,081 |
Cash provided (used) by financing activities | 443,834 | (195,649) |
Effect of foreign currency rate changes on cash and cash equivalents | (3,551) | 651 |
Net change in cash and cash equivalents | 372,558 | 6,169 |
Cash, cash equivalents and restricted cash – beginning of year | 106,808 | 96,776 |
Cash, cash equivalents and restricted cash – end of period | $ 479,366 | $ 102,945 |
Combined Statements of Equity (
Combined Statements of Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Former Parent Investment | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Balance, beginning at Dec. 29, 2018 | $ 1,723,452 | $ 1,868,634 | $ (145,182) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income | 15,413 | 15,413 | ||||
Foreign currency translation | 758 | 758 | ||||
Net transfers to former parent | (157,928) | (157,928) | ||||
Balance, ending at Mar. 30, 2019 | $ 1,578,982 | $ 1,723,406 | (144,424) | |||
Balance, ending (in shares) at Mar. 30, 2019 | 0 | |||||
Balance, beginning (in shares) at Dec. 28, 2019 | 56,811,198 | 56,812,000 | ||||
Balance, beginning at Dec. 28, 2019 | $ 69,257 | $ 150,673 | $ (1,718) | (79,698) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income | (2,712) | (2,712) | ||||
Stock-based compensation, net (in shares) | 119,000 | |||||
Stock-based compensation, net | 611 | 3,293 | (2,682) | |||
Foreign currency translation | (27,210) | (27,210) | ||||
Defined benefit pension plans | 29 | 29 | ||||
Derivative financial instruments | (26,583) | (26,583) | ||||
Dividends on Common Stock ($0.56 per share) | (31,877) | |||||
Balance, ending at Mar. 28, 2020 | $ (18,485) | $ 153,966 | $ (38,989) | $ (133,462) | ||
Balance, ending (in shares) at Mar. 28, 2020 | 56,930,737 | 56,931,000 |
Combined Statements of Equity_2
Combined Statements of Equity (Unaudited) Parenthetical | 3 Months Ended |
Mar. 28, 2020$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Dividends (in USD per share) | $ 0.56 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Mar. 28, 2020 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION Description of Business Kontoor Brands, Inc. ("Kontoor," the "Company," "we," "us" or "our") is a global lifestyle apparel company headquartered in the United States ("U.S."). The Company designs, produces, procures, markets and distributes apparel primarily under the brand names Wrangler ® and Lee ® . The Company's products are sold in the U.S. through mass merchants, specialty stores, mid-tier and traditional department stores, company-operated stores and online. The Company's products are also sold internationally, primarily in Europe and Asia, through department, specialty, company-operated, concession retail and independently operated partnership stores and online. VF Outlet™ stores carry Wrangler ® and Lee ® branded products, as well as merchandise that is specifically purchased for sale in these stores. Fiscal Year The Company operates and reports using a 52/53 week fiscal year ending on the Saturday closest to December 31 of each year. Accordingly, this Form 10-Q presents the first quarter of the Company's fiscal year ending January 2, 2021 ("fiscal 2020") , which is a 53-week fiscal year. For presentation purposes herein, all references to periods ended March 2020 , December 2019 and March 2019 correspond to the fiscal periods ended March 28, 2020 , December 28, 2019 and March 30, 2019 , respectively. Spin-Off Transaction On May 22, 2019, VF Corporation ("VF" or "former parent") completed the spin-off of its Jeanswear business (the "Separation"), which included the Wrangler ® , Lee ® and Rock & Republic ® brands, as well as the VF Outlet TM business. Kontoor began to trade as a standalone public company (NYSE: KTB) on May 23, 2019. Accordingly, the Company’s financial statements for periods through the Separation date of May 22, 2019 were combined financial statements prepared on a "carve-out" basis as discussed below, and the Company’s financial statements for periods from May 23, 2019 were consolidated financial statements based on the reported results of Kontoor Brands, Inc. as a standalone company. The Company’s unaudited consolidated and combined financial statements for all periods presented are referred to throughout this document as “financial statements.” Impact of COVID-19 During the first quarter of 2020, the novel coronavirus (“COVID-19”) pandemic has significantly impacted global economic conditions, as well as the Company's operations. Given the uncertainties of COVID-19 and the associated potential impact on future results of operations and liquidity, the Company implemented strategic actions to reduce expenses and enhance liquidity, including a $475.0 million draw on the Revolving Credit Facility (as defined in Note 6 to the Company's financial statements), temporary suspension of the payment of a dividend, targeted reductions in operating expenses and capital expenditures, temporary reduction of fees for the Board of Directors, reduction of payroll costs through restructuring, furloughs and temporary salary reductions, reduced production in owned manufacturing facilities, and focused management of working capital. Additionally, on May 5, 2020, the Company entered into an amendment to the Credit Agreement (as defined in Note 6 to the Company's financial statements) to provide relief for potential financial covenant compliance issues during future reporting periods. As of March 2020 , the Company was in compliance with all covenants and expects to maintain compliance with the applicable financial covenants for at least one year from the issuance of these financial statements for the period ended March 2020. See Note 6 to the Company's financial statements for additional information. The Company considered the impact of COVID-19 on the assumptions and estimates used when preparing these quarterly financial statements including, but not limited to, our allowance for credit losses, inventory valuations, liabilities for variable consideration, deferred tax valuation allowances, fair value measurements, asset impairment charges, the effectiveness of the Company’s hedging instruments, and expected compliance with financial covenants in our Credit Agreement. These assumptions and estimates may change as new events occur and additional information is obtained. If economic conditions caused by COVID-19 do not recover as currently estimated by management, such future changes may have an adverse impact on the Company's results of operations, financial position and liquidity. Basis of Presentation - Interim Financial Statements The accompanying unaudited interim financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X and do not include all of the information and notes required by generally accepted accounting principles in the U.S. ("GAAP") for complete financial statements. In the opinion of management, the accompanying financial statements contain all normal and recurring adjustments necessary to fairly state the financial position, results of operations and cash flows of the Company for the interim periods presented. The financial statements may not be indicative of the Company's future performance and do not necessarily reflect what the financial position, results of operations and cash flows would have been had it operated as a standalone company for all periods presented. Additionally, operating results for the three months ended March 2020 are not necessarily indicative of results that may be expected for any other interim period or for fiscal 2020 . The unaudited financial statements should be read in conjunction with the audited consolidated and combined financial statements for the fiscal year ended December 28, 2019 included in the Company's 2019 Annual Report on Form 10-K, as filed with the Securities and Exchange Commission ("SEC") on March 11, 2020 ("2019 Annual Report on Form 10-K"). Basis of Presentation - Carve Out Accounting Through the Separation date in 2019, the Company's combined financial statements were prepared on a carve-out basis under GAAP, which reflected the historical financial position, results of operations and cash flows of the Company as historically managed within VF. The unaudited combined financial statements were derived from the consolidated financial statements and accounting records of VF. The combined statement of operations included costs for certain centralized functions and programs provided and administered by VF that were charged directly to the Company. These centralized functions and programs included, but were not limited to, information technology, human resources, accounting shared services, supply chain and insurance. In addition, for purposes of preparing these combined financial statements on a carve-out basis, a portion of VF's total corporate expenses were allocated to the Company. These expense allocations included the cost of corporate functions and resources provided by or administered by VF including, but not limited to, executive management, finance, accounting, legal, human resources and related benefit costs associated with such functions, such as stock-based compensation and pension. Allocations also included the cost of operating VF's corporate headquarters located in Greensboro, North Carolina. Costs were allocated to the Company based on direct usage when identifiable or, when not directly identifiable, on the basis of proportional revenues, cost of goods sold or square footage, as applicable. Management considered the basis on which the expenses were allocated to reasonably reflect the utilization of services provided to, or benefit received by, the Company during the period presented. However, the allocations may not reflect the expenses that would have been incurred if the Company had been a standalone company for the period presented. The combined balance sheet included certain assets and liabilities that were historically held at the VF corporate level but were specifically identifiable or otherwise attributable to the Company. VF's third-party long-term debt and the related interest expense were not allocated to the Company as the Company was not the legal obligor of such debt. All intracompany transactions were eliminated. All transactions between the Company and VF were included in the combined financial statements. For those transactions between the Company and VF that were historically settled in cash, the Company reflected such balances in the balance sheet within "due from former parent" or "due to former parent." The aggregate net effect of transactions between the Company and VF that were not historically settled in cash were reflected in the balance sheet within "former parent investment" and in the statement of cash flows within "net transfers to former parent." Subsequent to the Separation, the Company continued to service commercial arrangements with VF, which included sales of VF-branded products at VF Outlet ™ stores, as well as sales to VF for products manufactured in our plants, use of our transportation fleet and fulfillment of a transition services agreement related to VF’s sale of its Nautica ® brand business in mid-2018. None of these arrangements with VF have continued in 2020. Income Taxes — Prior to the Separation, the Company's operations were included in VF’s U.S. federal consolidated and certain state income tax returns and certain foreign tax returns. For periods prior to the Separation, the income tax expense and deferred tax balances presented in the financial statements were calculated on a carve-out basis, which applied accounting guidance as if the Company filed its own tax returns in each jurisdiction and included tax losses and tax credits that may not reflect tax positions taken by VF. Certain tax attributes reported by the Company on a carve-out basis were not transferred to the Company as part of the Separation. These attributes primarily related to losses in certain Central America and South America jurisdictions. Reclassifications Certain prior year amounts in the Company's financial statements and related disclosures have been reclassified to conform with the current year presentation. Recently Adopted Accounting Standards In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” and has since issued additional updates to provide further clarification. This guidance requires use of the current expected credit loss ("CECL") model, thus replacing the existing incurred credit loss model. The CECL model requires an entity to recognize an allowance for credit losses at each reporting period that reflects the entity’s current estimate of credit losses expected to be incurred over the life of the financial instrument. The Company determined this guidance primarily applied to trade accounts receivable from customers and licensees, and adopted it on the first day of fiscal 2020 using the modified retrospective approach. There was no cumulative-effect adjustment to retained (deficit) earnings required upon adoption. See Note 4 to the Company's financial statements for additional disclosures on credit losses. In August 2018, the FASB issued ASU 2018-13, "Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement," which modifies the disclosure requirements for fair value measurements by removing, modifying or adding certain disclosures. This guidance was adopted by the Company during the first quarter of 2020 using a prospective approach and did not have a significant impact on the Company's financial statement disclosures. In August 2018, the FASB issued ASU 2018-14, "Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans," which modifies the disclosure requirements for employers who sponsor defined benefit pension or other postretirement plans. This guidance was adopted by the Company during the first quarter of 2020 using a prospective approach and did not have a significant impact on the Company's financial statement disclosures. In August 2018, the FASB issued ASU 2018-15, "Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract," which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. This guidance was adopted by the Company during the first quarter of 2020 using a prospective approach and did not have a significant impact on the Company's financial statements as the new guidance is generally consistent with the Company's historical accounting policies. Recently Issued Accounting Standards In December 2019, the FASB issued ASU 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes," which amends and simplifies the accounting for income taxes by removing certain exceptions in existing guidance and providing new guidance to reduce complexity in certain areas. This guidance is effective for the Company beginning in the first quarter of 2021 with early adoption permitted. The Company is currently evaluating the impact that adoption of this guidance will have on its financial statements and related disclosures, which is not expected to be significant. In March 2020, the FASB issued ASU 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting ,” which is intended to provide temporary optional expedients and exceptions for applying GAAP to contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. This guidance is effective upon issuance and generally can be applied through December 31, 2022. The impact of this guidance on the Company's financial statements and related disclosures is not expected to be significant. |
REVENUES
REVENUES | 3 Months Ended |
Mar. 28, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | REVENUES The Company recognizes revenue when performance obligations under the terms of a contract with the customer are satisfied based on the transfer of control of promised goods or services. Performance Obligations Disclosure is required for the aggregate transaction price allocated to performance obligations that are unsatisfied at the end of a reporting period, unless the optional practical expedients are applicable. The Company elected the practical expedients that do not require disclosure of the transaction price allocated to remaining performance obligations for (i) variable consideration related to sales-based royalty arrangements and (ii) contracts with an original expected duration of one year or less. As of March 2020 , there were no arrangements with transaction price allocated to remaining performance obligations other than (i) contracts for which the Company has applied the practical expedients discussed above and (ii) fixed consideration related to future minimum guarantees. For the three months ended March 2020 , revenue recognized from performance obligations satisfied, or partially satisfied, in prior periods was not significant. Contract Balances Accounts receivable represent the Company's unconditional right to receive consideration from a customer and are recorded at net invoiced amounts, less estimated allowances. The Company's primary contract assets relate to sales-based royalty arrangements and the Company's primary contract liabilities relate to gift cards, loyalty programs and sales-based royalty arrangements. The following table presents information about contract balances recorded in the Company's balance sheets: (In thousands) March 2020 December 2019 March 2019 Accounts receivable, net $ 213,080 $ 228,459 $ 299,328 Contract assets (a) 5,715 10,679 1,930 Contract liabilities (b) 1,690 1,775 1,995 (a) Included within "prepaid expenses and other current assets" in the Company's balance sheets. (b) Included within "accrued liabilities" in the Company's balance sheets. For the three months ended March 2020 and March 2019 , the Company recognized revenue of $1.1 million and $1.3 million that was included in contract liabilities as of December 2019 and December 2018 , respectively. The changes in the contract asset and contract liability balances primarily result from timing differences between the Company's satisfaction of performance obligations and the customer's payment. The Company has licensing agreements for its symbolic intellectual property, most of which include minimum guaranteed royalties. As of March 2020 , the Company expects to recognize $24.6 million of fixed consideration related to the future minimum guarantees in effect under its licensing agreements and expects such amounts to be recognized over time through December 2024 . The variable consideration is not disclosed as a remaining performance obligation as the licensing arrangements qualify for the sales-based royalty exemption. Disaggregation of Revenue The following tables present revenues disaggregated by channel and geography, which provides a meaningful depiction of how the nature, timing and uncertainty of revenues are affected by economic factors. Revenues from licensing arrangements have been included within the U.S. or Non-U.S. Wholesale channels, based on the respective region covered by the agreement. Branded Direct-to-Consumer revenues include the distribution of our products via concession retail locations internationally, Wrangler ® and Lee ® branded full-price stores globally and Company-owned outlet stores globally. The Branded Direct-to-Consumer channel also includes sales of our branded products in U.S.-based VF Outlet ™ stores and digital sales via www.wrangler.com and www.lee.com. The Other channel includes sales of third-party branded merchandise at VF Outlet™ stores and sales of products manufactured for third-parties. Sales of Wrangler ® and Lee ® branded products at VF Outlet™ stores are not included in Other and are reported in the Branded Direct-to-Consumer channel discussed above. Prior to 2020, the Other channel also included transactions with VF for pre-Separation activities, none of which continued in 2020. These transactions included sales of VF-branded products at VF Outlet ™ stores, as well as sales to VF for products manufactured in our plants, use of our transportation fleet and fulfillment of a transition services agreement related to VF’s sale of its Nautica ® brand business in mid-2018. Three Months Ended March 2020 (In thousands) Wrangler Lee Other Total Channel revenues U.S. Wholesale $ 236,282 $ 92,578 $ 4,061 $ 332,921 Non-U.S. Wholesale 46,937 59,853 304 107,094 Branded Direct-To-Consumer 20,167 30,325 2 50,494 Other — — 13,989 13,989 Total $ 303,386 $ 182,756 $ 18,356 $ 504,498 Geographic revenues U.S. $ 252,584 $ 107,968 $ 18,052 $ 378,604 International 50,802 74,788 304 125,894 Total $ 303,386 $ 182,756 $ 18,356 $ 504,498 Three Months Ended March 2019 (In thousands) Wrangler Lee Other Total Channel revenues U.S. Wholesale $ 276,825 $ 100,859 $ 6,725 $ 384,409 Non-U.S. Wholesale 68,655 100,896 — 169,551 Branded Direct-To-Consumer 24,455 39,776 — 64,231 Other — — 30,153 30,153 Total $ 369,935 $ 241,531 $ 36,878 $ 648,344 Geographic revenues U.S. $ 293,869 $ 119,120 $ 36,878 $ 449,867 International 76,066 122,411 — 198,477 Total $ 369,935 $ 241,531 $ 36,878 $ 648,344 |
BUSINESS SEGMENT INFORMATION
BUSINESS SEGMENT INFORMATION | 3 Months Ended |
Mar. 28, 2020 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENT INFORMATION | BUSINESS SEGMENT INFORMATION The Company has two reportable segments: • Wrangler — Wrangler ® branded denim, apparel and accessories. • Lee — Lee ® branded denim, apparel and accessories. The chief operating decision maker allocates resources and assesses performance based on a global brand view which determines the Company's operating segments. Operating segments are the basis for the Company's reportable segments. In addition, we report an "Other" category in order to reconcile segment revenues and segment profit to the Company's operating results, but the Other category is not considered a reportable segment based on evaluation of aggregation criteria. Other includes sales of third-party branded merchandise at VF Outlet ™ stores, sales and licensing of Rock & Republic ® branded apparel, and sales of products manufactured for third parties. Sales of Wrangler ® and Lee ® branded products at VF Outlet ™ stores are not included in Other and are reported in the respective segments discussed above. Prior to 2020, the Other category also included transactions with VF for pre-Separation activities, none of which continued in 2020. These transactions included sales of VF-branded products at VF Outlet ™ stores, as well as sales to VF for products manufactured in our plants, use of our transportation fleet and fulfillment of a transition services agreement related to VF’s sale of its Nautica ® brand business in mid-2018. Accounting policies utilized for internal management reporting at the individual segments are consistent with those included in Note 1 to the Company's financial statements included in the Company's 2019 Annual Report on Form 10-K, except as noted below. After the Separation, as a standalone public company, the Company has allocated costs for certain centralized functions and programs to the Lee ® and Wrangler ® segments based on appropriate metrics such as usage or production of net revenues. These centralized functions and programs include, but are not limited to, information technology, human resources, supply chain, insurance and related benefit costs associated with those functions. Through the Separation date, the Company's statements of operations included costs for certain centralized functions and programs provided and administered by VF that were charged directly to VF's businesses, including the Company. These centralized functions and programs included, but were not limited to, information technology, human resources, accounting shared services, supply chain, insurance and the related benefits. These historical allocations were included in the measurement of segment profit below. In addition, for purposes of preparing these financial statements on a carve-out basis, a portion of VF's total corporate expenses were allocated to the Company. These expense allocations included the cost of corporate functions and resources provided by or administered by VF including, but not limited to, executive management, finance, accounting, legal, human resources and related benefit costs associated with such functions. Allocations also included the cost of operating VF's corporate headquarters located in Greensboro, North Carolina. These additional allocations were reported as "corporate and other expenses" in the table below. Corporate and other expenses and interest income and expense are not controlled by segment management and therefore are excluded from the measurement of segment profit. The following table presents financial information for the Company's reportable segments and (loss) income before income taxes: Three Months Ended March (In thousands) 2020 2019 Segment revenues: Wrangler $ 303,386 $ 369,935 Lee 182,756 241,531 Total reportable segment revenues 486,142 611,466 Other revenues 18,356 36,878 Total net revenues $ 504,498 $ 648,344 Segment profit: Wrangler $ 33,863 $ 23,665 Lee 973 17,633 Total reportable segment profit $ 34,836 $ 41,298 Corporate and other expenses (33,222 ) (13,989 ) Interest income from former parent, net — 2,339 Interest expense (10,939 ) (98 ) Interest income 416 1,423 Loss related to other revenues (2,228 ) (3,085 ) (Loss) income before income taxes $ (11,137 ) $ 27,888 |
ACCOUNTS RECEIVABLE AND SALE OF
ACCOUNTS RECEIVABLE AND SALE OF ACCOUNTS RECEIVABLE | 3 Months Ended |
Mar. 28, 2020 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE AND SALE OF ACCOUNTS RECEIVABLE | owance for Doubtful Accounts The Company is exposed to credit losses primarily through trade accounts receivable from customers and licensees which are generally short-term in nature. The Company maintains an allowance for doubtful accounts that will result from the inability of customers to make required payments of outstanding balances. In estimating this allowance, accounts receivable are evaluated on a pooled basis at each reporting date and aggregated on the basis of similar risk characteristics, including current and forecasted industry trends and economic conditions, aging status of accounts, and the financial strength and credit standing of customers, including payment and default history. Additionally, specific allowance amounts are established to record the appropriate provision for customers that have a higher probability of default. Upon adoption of the CECL accounting standard in fiscal 2020, the Company reviewed the estimates used to calculate the allowance for doubtful accounts as of December 28, 2019. Based on the current and expected conditions at that time, the Company determined that the allowance was sufficient and no transition adjustment was required. At March 2020 , given the current and expected impact of COVID-19, the Company updated the assumptions used and recorded an increase in the allowance for doubtful accounts. The following table presents a rollforward of the allowance for doubtful accounts: (In thousands) Three Months Ended March 2020 Balance, December 2019 $ 11,852 Provision for expected credit losses 9,339 Other (1) (1,058 ) Balance, March 2020 $ 20,133 (1) Other includes impact of foreign currency translation, accounts receivable balances written-off against the allowance and recoveries of amounts previously written-off, none of which were individually significant. Sale of Trade Accounts Receivable On April 1, 2019, the Company entered into an agreement with a financial institution to sell selected trade accounts receivable on a recurring, nonrecourse basis. Under this agreement, up to $377.5 million of the Company’s trade accounts receivable may be sold to the financial institution and remain outstanding at any point in time. The Company removes the sold balances from "accounts receivable" in its balance sheet at the time of sale. The Company does not retain any interests in the sold trade accounts receivable but continues to service and collect outstanding trade accounts receivable on behalf of the financial institution. Prior to April 1, 2019, the Company had a separate agreement with VF, pursuant to which the Company’s trade accounts receivable were sold as part of VF’s agreement with a financial institution. Under this agreement, the Company did not retain any interests in the sold trade accounts receivable but continued to service and collect outstanding trade accounts receivable on behalf of VF. Prior to the Separation, the amount due from VF for these sales was separately reflected in the Company's balance sheets within "due from former parent." Refer to Note 14 to the Company's financial statements for additional information. During the three months ended March 2020 and March 2019 , the Company sold total trade accounts receivable of $220.5 million and $245.0 million , respectively. As of March 2020 and December 2019 , $164.4 million and $188.1 million , respectively, of the sold trade accounts receivable had been removed from the Company's balance sheets but remained outstanding with the financial institution. As of March 2019 , $286.8 million of the sold trade accounts receivable had been removed from "accounts receivable" and reflected in the Company's balance sheet within "due from former parent." The funding fees charged by the financial institution for these programs are reflected in the Company's statements of operations within "other expense, net" and were $0.8 million and $1.4 million for the three months ended March 2020 and March 2019 |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 28, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES The following table presents components of inventories recorded in the Company's balance sheets: (In thousands) March 2020 December 2019 March 2019 Finished products $ 430,719 $ 383,643 $ 454,763 Work-in-process 24,176 34,783 37,872 Raw materials 33,855 39,675 26,371 Total inventories $ 488,750 $ 458,101 $ 519,006 |
SHORT-TERM BORROWINGS AND LONG-
SHORT-TERM BORROWINGS AND LONG-TERM DEBT | 3 Months Ended |
Mar. 28, 2020 | |
Debt Disclosure [Abstract] | |
Short-term Borrowings and Long-term Debt | SHORT-TERM BORROWINGS AND LONG-TERM DEBT Credit Facilities On May 17, 2019, the Company entered into a $ 1.55 billion senior secured credit facility (the "Credit Agreement") under which it incurred $1.05 billion of indebtedness, the proceeds of which were used primarily to finance a cash transfer to VF in connection with the Separation. At inception, this facility consisted of a five -year $750.0 million term loan A facility (“Term Loan A”), a seven -year $300.0 million term loan B facility (“Term Loan B”) and a five -year $500.0 million revolving credit facility (the “Revolving Credit Facility”) (collectively, the “Credit Facilities”) with the lenders and agents party thereto. The Credit Agreement contained certain affirmative and negative covenants customary for financings of this type, including maintenance of ratios as defined in the Credit Agreement for consolidated earnings before interest, taxes, depreciation and amortization ("EBITDA") to consolidated debt (the "Total Leverage Ratio") of 4.00 to 1.00 and EBITDA to consolidated interest expense (the "Consolidated Interest Coverage Ratio") of 3.00 to 1.00, both as measured over the most recent four consecutive fiscal quarters. As of March 2020 , the Company was in compliance with all covenants. On May 5, 2020, given the uncertainties of COVID-19 and the associated impact on future results of operations, the Company entered into an amendment to the Credit Agreement (the “Amendment”) to address potential covenant compliance issues during future reporting periods. The Amendment establishes a temporary relief period for the Company (the "Relief Period") for certain provisions regarding financial covenants including (i) increase of the maximum Total Leverage Ratio, (ii) addition of a minimum liquidity floor of $200.0 million , (iii) addition of a $250.0 million limit on available cash, and (iv) imposition of stricter limitations on investments, acquisitions, restricted payments (including dividends) and the incurrence of indebtedness. The Relief Period is effective until the earlier of (i) the date on which a compliance certificate is delivered for the Company's quarter ended June 2021 or (ii) the date on which a compliance certificate is delivered in respect of any previous fiscal quarter demonstrating that the Company is in full compliance with all financial covenants that were in effect prior to the Amendment and upon the Company's written notification to the administrative agent that the Relief Period should end on such date. For quarterly measurement periods subsequent to the Amendment, the Company is required to maintain a Total Leverage Ratio not to exceed 5.50 to 1.00, 5.50 to 1.00, 5.00 to 1.00 and 4.50 to 1.00 for the periods ended June 2020, September 2020, December 2020 and March 2021, respectively. The Company expects to maintain compliance with the applicable financial covenants for at least one year from the issuance of our financial statements for the period ended March 2020. If economic conditions caused by COVID-19 do not recover as currently estimated by management, this could impact the Company’s ability to maintain compliance with the applicable financial covenants and require the Company to seek additional amendments to the Credit Agreement. If the Company is not able to enter into such amendments, this would lead to an event of default which, if not cured timely, could require the Company to repay its outstanding debt. In that situation, the Company may not be able to generate sufficient liquidity, through new or refinanced debt, equity financing or asset sales, to repay its outstanding debt. Short-term Borrowings At March 2020 , December 2019 and March 2019 , the Company had $46.4 million , $47.8 million and $36.1 million , respectively, of international lines of credit with various banks, which are uncommitted and may be terminated at any time by either the Company or the banks. Total outstanding balances under these arrangements were $3.5 million , $1.1 million and $8.4 million at March 2020 , December 2019 and March 2019 , respectively, and primarily consist of letters of credit that are non-interest bearing to the Company. Long-term Debt The following table presents the components of long-term debt as recorded in the Company's balance sheet: (In thousands) March 2020 December 2019 Revolving Credit Facility $ 475,000 $ — Term Loan A 695,389 695,111 Term Loan B 218,347 218,158 Total long-term debt 1,388,736 913,269 Less: current portion — — Long-term debt, due beyond one year $ 1,388,736 $ 913,269 The Revolving Credit Facility may be used to borrow funds in both U.S. dollar and certain non-U.S. dollar currencies, and has a $75.0 million letter of credit sublimit. As of March 2020 , the Company had $475.0 million of outstanding borrowings under the Revolving Credit Facility and $1.3 million of outstanding standby letters of credit issued on behalf of the Company, leaving $23.7 million available for borrowing against this facility. The outstanding borrowings under the Revolving Credit Facility as of March 2020 were the result of drawdowns taken by the Company as a precautionary measure to provide increased financial flexibility, strengthen the Company’s near-term cash position and provide additional funding for working capital in response to COVID-19, and were repaid at the closing of the Amendment in May 2020 to the extent required to comply with the available cash limitation. The interest rate per annum applicable to the Revolving Credit Facility and Term Loan A is either a base rate plus a margin of 75 basis points or 175 basis points over the applicable LIBOR benchmark, at the Company's election. During the Relief Period, these rates will either be 225 basis points over the base rate or 325 basis points over the applicable LIBOR benchmark, at the Company’s election. The Company is also required to pay a facility fee to the lenders, currently equal to 30 basis points of the undrawn amount of the facility. During the Relief Period, this facility fee will be equal to 50 basis points of the undrawn amount of the facility. Outside of the Relief Period, these credit spreads and facility fees are subject to adjustments based on the Company's credit ratings. Additionally, the interest rate per annum applicable to Term Loan B is either a base rate plus a margin of 325 basis points or 425 basis points over the applicable LIBOR benchmark, at the Company's election. The LIBOR rate for both loans is subject to a "floor" of 0% . Interest payments are due quarterly on both Term Loan A and Term Loan B. Term Loan A had an outstanding principal amount of $700.0 million at March 2020 and December 2019 , which is recorded net of unamortized debt issuance costs. As of March 2020 , interest expense on this facility was being recorded at an effective annual interest rate of 3.2% , including the amortization of debt issuance costs and the impact of the Company’s interest rate swap agreements. Term Loan B had an outstanding principal amount of $223.0 million at March 2020 and December 2019 , which is recorded net of unamortized original issue discount and debt issuance costs. As of March 2020 , interest expense on this facility was being recorded at an effective annual interest rate of 5.9% , including the amortization of original issue discount, debt issuance costs and the impact of the Company’s interest rate swap agreements. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 28, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Certain assets and liabilities measured and reported at fair value are classified in a three-level hierarchy that prioritizes the inputs used in the valuation process. Categorization within the valuation hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The hierarchy is based on the observability and objectivity of the pricing inputs, as follows: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Significant directly observable data (other than Level 1 quoted prices) or significant indirectly observable data through corroboration with observable market data. Inputs would normally be (i) quoted prices in active markets for similar assets or liabilities, (ii) quoted prices in inactive markets for identical or similar assets or liabilities or (iii) information derived from or corroborated by observable market data. • Level 3 — Prices or valuation techniques that require significant unobservable data inputs. These inputs would normally be the Company's own data and judgments about assumptions that market participants would use in pricing the asset or liability. Recurring Fair Value Measurements The following tables present financial assets and financial liabilities that are measured and recorded in the Company's financial statements at fair value on a recurring basis: Fair Value Measurement Using (In thousands) Total Fair Value Level 1 Level 2 Level 3 March 2020 Financial assets: Cash equivalents: Money market funds $ 445,467 $ 445,467 $ — $ — Time deposits 2,352 2,352 — — Foreign currency exchange contracts 6,988 — 6,988 — Investment securities 51,133 46,185 4,948 — Financial liabilities: Foreign currency exchange contracts 15,080 — 15,080 — Interest rate swap agreements 17,528 — 17,528 — Deferred compensation 51,350 — 51,350 — Fair Value Measurement Using (In thousands) Total Fair Value Level 1 Level 2 Level 3 December 2019 Financial assets: Cash equivalents: Money market funds $ 25,706 $ 25,706 $ — $ — Time deposits 4,788 4,788 — — Foreign currency exchange contracts 5,563 — 5,563 — Investment securities 59,922 56,437 3,485 — Financial liabilities: Foreign currency exchange contracts 2,795 — 2,795 — Interest rate swap agreements 3,089 — 3,089 — Deferred compensation 60,129 — 60,129 — The Company's cash equivalents include money market funds and short-term time deposits that approximate fair value based on Level 1 measurements. The fair value of derivative financial instruments, which consist of foreign currency exchange contracts and interest rate swap agreements, is determined based on observable market inputs (Level 2), including spot and forward exchange rates for foreign currencies and observable interest rate yield curves for interest rate swap agreements. Investment securities are held in the Company's deferred compensation plans as an economic hedge of the related deferred compensation liabilities. These investments are primarily comprised of mutual funds (Level 1) that are valued based on quoted prices in active markets and a separately managed fixed-income fund (Level 2) with underlying investments that are valued based on quoted prices for similar assets in active markets or quoted prices in inactive markets for identical assets. Liabilities related to the Company's deferred compensation plans are recorded at amounts due to participants, based on the fair value of the participants’ selection of hypothetical investments (Level 2). Additionally, at March 2020 , the carrying value of the Company's long-term debt was $1,388.7 million compared to a fair value of $1,141.0 million . At December 2019 , the carrying value of the Company's long-term debt was $913.3 million compared to a fair value of $906.1 million . The fair value of long-term debt is a Level 2 estimate based on quoted market prices or values of comparable borrowings. All other financial assets and financial liabilities are recorded in the Company's financial statements at cost. These other financial assets and financial liabilities include cash held as demand deposits, accounts receivable, short-term borrowings, accounts payable, and accrued liabilities. At March 2020 and December 2019 , their carrying values approximated fair value due to the short-term nature of these instruments. Nonrecurring Fair Value Measurements Certain non-financial assets, primarily property, plant and equipment, operating lease assets, goodwill and intangible assets, are not required to be measured at fair value on a recurring basis and are reported at carrying value. However, these assets are required to be assessed for impairment when events or circumstances indicate that the carrying value may not be recoverable, and at least annually for goodwill and indefinite-lived intangible assets. In the event that an impairment is required, the asset is adjusted to fair value, using market-based assumptions. As a result of temporary retail store closures due to COVID-19, the Company assessed certain related assets for impairment as of March 2020. No significant impairment charges were recorded during the three months ended March 2020 or March 2019. |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES | 3 Months Ended |
Mar. 28, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES Summary of Derivative Financial Instruments On April 24, 2019, the Company began entering into derivative contracts with external counterparties to hedge certain foreign currency transactions. The notional amount of all outstanding foreign currency exchange contracts was $318.0 million at March 2020 and $341.6 million at December 2019 , consisting primarily of contracts hedging exposures to the euro, Mexican peso, Canadian dollar, British pound, Polish zloty and Swedish krona. Foreign currency exchange contracts have maturities up to 20 months . On July 24, 2019, the Company entered into "floating to fixed" derivative agreements to mitigate exposure to volatility in LIBOR rates on the Company's future interest payments. The notional amount of the interest rate swap agreements was $400.0 million at March 2020 and $475.0 million at December 2019 . Because these interest rate swap agreements meet the criteria for hedge accounting, all related gains and losses are deferred within accumulated other comprehensive loss ("AOCL") and are being amortized through April 18, 2024. The Company's outstanding derivative financial instruments met the criteria for hedge accounting at the inception of the hedging relationship, although a limited number of foreign currency exchange contracts intended to hedge assets and liabilities are not designated as hedges for accounting purposes. At each reporting period, the Company assesses whether the hedging relationships continue to be highly effective in offsetting changes in cash flows of hedged items. If it was determined that the hedging relationship ceased to be highly effective, the Company would discontinue hedge accounting. All designated hedging relationships were determined to be highly effective as of March 2020 . The following table presents the fair value of outstanding derivatives on an individual contract basis: Fair Value of Derivatives with Unrealized Gains Fair Value of Derivatives with Unrealized Losses (In thousands) March 2020 December 2019 March 2020 December 2019 Derivatives designated as hedging instruments: Foreign currency exchange contracts $ 5,717 $ 5,199 $ (14,603 ) $ (2,690 ) Interest rate swap agreements — — (17,528 ) (3,089 ) Derivatives not designated as hedging instruments: Foreign currency exchange contracts 1,271 364 (477 ) (105 ) Total derivatives $ 6,988 $ 5,563 $ (32,608 ) $ (5,884 ) The Company records and presents the fair value of all derivative assets and liabilities in the Company's balance sheets on a gross basis, even though certain of the derivative contracts are subject to master netting agreements. If the Company were to offset and record the asset and liability balances of its derivative contracts on a net basis in accordance with the terms of its master netting agreements, the amounts presented in the Company's balance sheets would be adjusted from the current gross presentation to the net amounts. The following table presents a reconciliation of gross to net amounts for derivative asset and liability balances: March 2020 December 2019 (In thousands) Derivative Asset Derivative Liability Derivative Asset Derivative Liability Gross amounts presented in the balance sheet $ 6,988 $ (32,608 ) $ 5,563 $ (5,884 ) Gross amounts not offset in the balance sheet (2,970 ) 2,970 (1,133 ) 1,133 Net amounts $ 4,018 $ (29,638 ) $ 4,430 $ (4,751 ) The following table presents the location of derivatives in the Company's balance sheet, with current or noncurrent classification based on maturity dates: (In thousands) March 2020 December 2019 Other current assets $ 5,217 $ 4,303 Accrued liabilities (10,256 ) (2,058 ) Other assets 1,771 1,260 Other liabilities (22,352 ) (3,826 ) Cash Flow Hedges The following tables present the effects of cash flow hedges included in the Company's statement of operations and statement of comprehensive (loss) income: (In thousands) Gain (Loss) on Derivatives Recognized in AOCL Cash Flow Hedging Relationships Three Months Ended March 2020 Foreign currency exchange contracts $ (10,906 ) Interest rate swap agreements (14,670 ) Total $ (25,576 ) (In thousands) Gain (Loss) Reclassified from AOCL into Income Location of Gain (Loss) Three Months Ended March 2020 Net revenues $ (358 ) Cost of goods sold 3,741 Other expense, net (4 ) Interest expense (231 ) Total $ 3,148 During the three months ended March 2020 , the Company determined that, due to a reduction in forecasted sales, it was probable that forecasted transactions of certain foreign currency cash flow hedges would no longer occur as originally expected. Accordingly, $0.4 million of gains related to the ineffective portion of these contracts were reclassified from AOCL into earnings. To minimize the future earnings impact of these over-hedged items, the Company executed offsetting non-designated trades through the same maturity dates. Derivative Contracts Not Designated as Hedges The Company uses derivative contracts to manage foreign currency exchange risk on certain accounts receivable and accounts payable. These contracts are not designated as hedges and are recorded at fair value in the Company's balance sheets. Changes in the fair values of these instruments are recognized directly in earnings. Gains or losses on these contracts largely offset the net transaction gains or losses on the related assets and liabilities. The following table presents a summary of these derivatives included in the Company's statement of operations: (In thousands) Location of Gain (Loss) on Derivatives Recognized in Income Gain (Loss) on Derivatives Recognized in Income Derivatives Not Designated as Hedges Three Months Ended March 2020 Foreign currency exchange contracts Net revenues $ 4 Cost of goods sold (3,672 ) Other expense, net 23 Total $ (3,645 ) Other Derivative Information At March 2020 , AOCL included $5.7 million of pre-tax net deferred losses for foreign currency exchange contracts and interest rate swap agreements that are expected to be reclassified to earnings during the next 12 months. The amounts ultimately reclassified to earnings will depend on rates in effect when outstanding derivative contracts are settled. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 3 Months Ended |
Mar. 28, 2020 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The Company's comprehensive (loss) income consists of net (loss) income and specified components of other comprehensive (loss) income (“OCL”), which relate to changes in assets and liabilities that are not included in net (loss) income but are instead deferred and accumulated within a separate component of equity in the Company's balance sheets. The Company's comprehensive (loss) income is presented in the Company's statements of comprehensive (loss) income. The following table presents deferred components of AOCL in equity, net of related taxes: (In thousands) March 2020 December 2019 March 2019 Foreign currency translation $ (111,328 ) $ (84,118 ) $ (144,424 ) Defined benefit pension plans (2,272 ) (2,301 ) — Derivative financial instruments (19,862 ) 6,721 — Accumulated other comprehensive loss $ (133,462 ) $ (79,698 ) $ (144,424 ) The following tables present changes in AOCL, net of related tax impact: Foreign Currency Translation Defined Benefit Pension Plans Derivative Financial Instruments (In thousands) Total Balance, December 2019 $ (84,118 ) $ (2,301 ) $ 6,721 $ (79,698 ) Other comprehensive loss before reclassifications (27,210 ) — (23,655 ) (50,865 ) Amounts reclassified from accumulated other comprehensive loss — 29 (2,928 ) (2,899 ) Net other comprehensive (loss) income (27,210 ) 29 (26,583 ) (53,764 ) Balance, March 2020 $ (111,328 ) $ (2,272 ) $ (19,862 ) $ (133,462 ) Foreign Currency Translation Defined Benefit Pension Plans Derivative Financial Instruments (In thousands) Total Balance, December 2018 $ (145,182 ) $ — $ — $ (145,182 ) Other comprehensive income before reclassifications 758 — — 758 Net other comprehensive income 758 — — 758 Balance, March 2019 $ (144,424 ) $ — $ — $ (144,424 ) The following table presents reclassifications out of AOCL: (In thousands) Three Months Ended March Details About Accumulated Other Comprehensive Loss Reclassifications Affected Line Item in the Financial Statements 2020 2019 Amortization of defined benefit pension plans: Net deferred actuarial losses Selling, general and administrative expenses $ (38 ) $ — Total before tax (38 ) — Tax benefit Income taxes 9 — Net of tax (29 ) — Gains (losses) on derivative financial instruments: Foreign currency exchange contracts Net revenues $ (358 ) $ — Foreign currency exchange contracts Cost of goods sold 3,741 — Foreign currency exchange contracts Other expense, net (4 ) — Interest rate swap agreements Interest expense (231 ) — Total before tax 3,148 — Tax expense Income taxes (220 ) — Net of tax 2,928 — Total reclassifications for the period, net of tax $ 2,899 $ — |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 28, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The effective income tax rate for the three months ended March 2020 was 75.6% compared to 44.7% in the 2019 period. The three months ended March 2020 included a net discrete tax benefit of $7.7 million , primarily comprised of $6.3 million of tax benefit recognized due to the enactment of Swiss tax reform in the canton of Ticino and $0.9 million of tax benefit related to state tax return filings. The $7.7 million net discrete tax benefit in the three months ended March 2020 increase d the effective income tax rate by 69.3% . The effective tax rate for the three months ended March 2019 included a net discrete tax expense of $1.2 million , primarily comprised of $2.8 million of net tax expense related to unrecognized tax benefits and interest, $2.2 million of tax benefit related to stock compensation, and $0.2 million of tax expense related to adjustments of previously recorded amounts based on final regulations for the transition tax. The $1.2 million net discrete tax expense in the three months ended March 2019 increase d the effective income tax rate by 4.4% . The effective income tax rate without discrete items for the three months ended March 2020 was 6.3% compared to 40.3% in the 2019 period. The reduction was primarily due to a higher percentage of income in lower tax rate jurisdictions and a reduction in losses incurred in certain foreign jurisdictions for which no related tax benefit was recognized. The Company will file a consolidated U.S. federal income tax return, as well as separate and combined income tax returns in numerous state and international jurisdictions. The Company has not filed its initial consolidated U.S. federal income tax return; therefore, there are no open IRS examinations. However, the Company is currently subject to examination by various U.S. state and international tax authorities. Management regularly assesses the potential outcomes of both ongoing and future examinations for the current and prior years and has concluded that the Company's provision for income taxes is adequate. The outcome of any one examination is not expected to have a material impact on the Company’s financial statements. Management believes that some of these audits and negotiations will conclude in the next 12 months. During the three months ended March 2020 , the amount of net unrecognized tax benefits and associated interest increase d by $0.2 million to $18.1 million . Management also believes that it is reasonably possible that the amount of unrecognized tax benefits may decrease by $0.9 million within the next 12 months due to settlement of audits and expiration of statutes of limitations, $0.7 million |
(LOSS) EARNINGS PER SHARE
(LOSS) EARNINGS PER SHARE | 3 Months Ended |
Mar. 28, 2020 | |
Earnings Per Share [Abstract] | |
(LOSS) EARNINGS PER SHARE | (LOSS) EARNINGS PER SHARE The computation of basic and diluted (loss) earnings per share ("EPS") is based on net (loss) income divided by the basic weighted average number of common shares and diluted weighted average number of common shares outstanding, respectively. On May 22, 2019, the Separation from VF was effected through a pro-rata distribution of one share of the Company's common stock for every seven shares of VF common stock held at the close of business on the record date of May 10, 2019. As a result, on May 23, 2019, the Company had 56,647,561 shares of common stock outstanding. This share amount was utilized for the calculation of basic and diluted earnings per share for all periods presented through the Separation date. After the Separation date, actual outstanding shares were used to calculate both basic and diluted weighted average number of common shares outstanding. The following table presents the computation of basic and diluted EPS: Three Months Ended March (In thousands, except per share amounts) 2020 2019 Net (loss) income $ (2,712 ) $ 15,413 Basic weighted average shares outstanding 56,875 56,648 Dilutive effect of stock-based awards 1,072 — Diluted weighted average shares outstanding 57,947 56,648 (Loss) earnings per share: Basic (loss) earnings per common share $ (0.05 ) $ 0.27 Diluted (loss) earnings per common share $ (0.05 ) $ 0.27 A total of 0.1 million shares related to stock-based awards were excluded from the calculation of diluted loss per share for the three months ended March 2020 because the effect of their inclusion would have been anti-dilutive. A total of 0.3 million shares of performance-based restricted stock units were excluded from the calculation of diluted loss per share for the three months ended March 2020 |
LEASES
LEASES | 3 Months Ended |
Mar. 28, 2020 | |
Leases [Abstract] | |
LEASES | LEASES The Company enters into operating leases for offices, operational facilities, retail locations, vehicles and other assets that expire at various dates through 2031. Most leases have fixed rentals, with many of the real estate leases requiring additional payments for real estate taxes and occupancy-related costs. The following table presents supplemental cash flow and non-cash information related to leases: (In thousands) Three Months Ended March 2020 Three Months Ended March 2019 Cash paid for amounts included in the measurement of lease liabilities - operating cash flows $ 11,556 $ 10,641 Right-of-use assets obtained in exchange for new operating leases - non-cash activity $ 253 $ 7,837 |
RESTRUCTURING
RESTRUCTURING | 3 Months Ended |
Mar. 28, 2020 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING | RESTRUCTURING The Company incurs restructuring charges related to cost optimization of business activities, primarily related to severance and employee-related benefits. Of the $5.8 million of restructuring charges recognized during the three months ended March 2020 , $5.3 million was reflected within "selling, general and administrative expenses" and $0.5 million within "cost of goods sold." Of the $22.8 million of restructuring charges recognized during the three months ended March 2019 , $12.0 million was reflected within "selling, general and administrative expenses" and $10.8 million within "cost of goods sold." All of the $6.5 million total restructuring accrual reported in the Company's balance sheet at March 2020 is expected to be paid out within the next 12 months and is classified within "accrued liabilities." All of the $2.2 million total restructuring accrual reported in the Company's balance sheet at December 2019 was classified within "accrued liabilities." The following table presents the components of restructuring charges: (In thousands) Three Months Ended March 2020 Three Months Ended March 2019 Severance and employee-related benefits $ 5,795 $ 13,157 Asset impairments — 1,596 Inventory write-downs — 4,403 Other — 3,660 Total restructuring charges $ 5,795 $ 22,816 The following table presents the restructuring costs by business segment: (In thousands) Three Months Ended March 2020 Three Months Ended March 2019 Wrangler $ 3,178 $ 16,422 Lee 2,617 6,224 Other — 170 Total $ 5,795 $ 22,816 The following table presents activity in the restructuring accrual for the three -month period ended March 2020 : (In thousands) Total Accrual at December 2019 $ 2,172 Charges 5,795 Cash payments (1,371 ) Adjustments to accruals (110 ) Accrual at March 2020 $ 6,486 |
TRANSACTIONS WITH FORMER PARENT
TRANSACTIONS WITH FORMER PARENT | 3 Months Ended |
Mar. 28, 2020 | |
Related Party Transactions [Abstract] | |
TRANSACTIONS WITH FORMER PARENT | TRANSACTIONS WITH FORMER PARENT Prior to the Separation, the Company's financial statements were prepared on a carve-out basis and were derived from the consolidated financial statements and accounting records of VF. Refer to Note 1 to the Company's financial statements for a discussion of the methodology used to allocate corporate-related costs for purposes of preparing these financial statements on a carve-out basis. The following discussion summarizes activity between the Company and VF. Sales and Purchases To and From Former Parent The Compa ny's sales to VF were $10.6 million for the three months ended March 2019 , which were included within "net revenues" in the Company's statements of operations. The Company's cost of goods sold included items purchased from VF totaling $0.3 million for the three months ended March 2019 . At March 2020 , December 2019 and March 2019 , the aggregate amount of inventories purchased from VF that remained on the Company's balance sheets was approximately $0.3 million , $0.4 million and $1.2 million , respectively. Notes To and From Former Parent All notes to and from former parent were settled in connection with the Separation. At March 2019 , the Company had notes receivable from former parent of $517.9 million , with VF as the counterparty. The weighted-average interest rate for these notes was approxim ately 3.7% at March 2019 . At March 2019 , the Co mpany had notes payable to former parent of $241.9 million , with VF as the counterparty. The weighted-average interest rate for these notes was approximatel y 3.7% a t March 2019 . The Company recorded net interest income related to these notes of $2.3 million for the three months ended March 2019 , which is reflected within "interest income from former parent, net" in the Company's statement of operations. Due To and From Former Parent All amounts due to and from former parent were settled in connection with the Separation. Balances that were due to and from former parent were generated by (i) the sale of trade accounts receivable to VF, (ii) hedging agreements with VF, and (iii) sourcing payable to VF. As discussed in Note 4 to the Company's financial statements, the Company sold certain of its trade accounts receivable to VF, who then sold them to a financial institution and periodically remitted cash back to the Company. Prior to the Separation, the Company did not enter into derivative contracts with external counterparties. However, VF entered into derivative contracts with external counterparties to hedge certain foreign currency transactions with exposure to the euro, Mexican peso, Polish zloty, Canadian dollar, and other currencies. The Company entered into offsetting internal contracts with VF with maturities up to 20 months, and cash settled with VF on any asset or liability that arose under these contracts. The following table presents components of due from former parent, current: (In thousands) March 2019 Sale of trade accounts receivable $ 286,816 Hedging agreements with VF 4,266 Other 45 $ 291,127 The following table presents components of due from former parent, noncurrent: (In thousands) March 2019 Hedging agreements with VF $ 370 The following table presents components of due to former parent, current: (In thousands) March 2019 Sourcing payable $ 3,865 Net Transfers To and From VF Net transfers to and from VF are included within "former parent investment" in the statements of (deficit) equity. The following table presents components of the transfers to and from VF : (In thousands) March 2019 General financing activities $ (198,411 ) Corporate allocations 31,153 Stock-based compensation expense 7,685 Pension benefit (629 ) Purchases from parent 700 Sales to parent (10,611 ) Other income tax 8,248 Transition tax related to the Tax Act 3,937 Total net transfers to former parent $ (157,928 ) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 28, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Stock-based Compensation On April 1, 2020, the Company granted equity awards under the Kontoor Brands, Inc. 2019 Stock Compensation Plan. Performance-based restricted stock units for approximately 530,000 shares were granted to employees and time-based restricted stock units for approximately 30,000 shares were granted to nonemployee members of the Board of Directors. At the grant date, total unrecognized compensation related to these equity awards was approximately $8.7 million that will be recognized as earned. Credit Agreement Amendment |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 28, 2020 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy | Recently Adopted Accounting Standards In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” and has since issued additional updates to provide further clarification. This guidance requires use of the current expected credit loss ("CECL") model, thus replacing the existing incurred credit loss model. The CECL model requires an entity to recognize an allowance for credit losses at each reporting period that reflects the entity’s current estimate of credit losses expected to be incurred over the life of the financial instrument. The Company determined this guidance primarily applied to trade accounts receivable from customers and licensees, and adopted it on the first day of fiscal 2020 using the modified retrospective approach. There was no cumulative-effect adjustment to retained (deficit) earnings required upon adoption. See Note 4 to the Company's financial statements for additional disclosures on credit losses. In August 2018, the FASB issued ASU 2018-13, "Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement," which modifies the disclosure requirements for fair value measurements by removing, modifying or adding certain disclosures. This guidance was adopted by the Company during the first quarter of 2020 using a prospective approach and did not have a significant impact on the Company's financial statement disclosures. In August 2018, the FASB issued ASU 2018-14, "Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans," which modifies the disclosure requirements for employers who sponsor defined benefit pension or other postretirement plans. This guidance was adopted by the Company during the first quarter of 2020 using a prospective approach and did not have a significant impact on the Company's financial statement disclosures. In August 2018, the FASB issued ASU 2018-15, "Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract," which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. This guidance was adopted by the Company during the first quarter of 2020 using a prospective approach and did not have a significant impact on the Company's financial statements as the new guidance is generally consistent with the Company's historical accounting policies. Recently Issued Accounting Standards In December 2019, the FASB issued ASU 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes," which amends and simplifies the accounting for income taxes by removing certain exceptions in existing guidance and providing new guidance to reduce complexity in certain areas. This guidance is effective for the Company beginning in the first quarter of 2021 with early adoption permitted. The Company is currently evaluating the impact that adoption of this guidance will have on its financial statements and related disclosures, which is not expected to be significant. In March 2020, the FASB issued ASU 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting ,” which is intended to provide temporary optional expedients and exceptions for applying GAAP to contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. This guidance is effective upon issuance and generally can be applied through December 31, 2022. The impact of this guidance on the Company's financial statements and related disclosures is not expected to be significant. |
Fair Value Measurement, Policy | Certain assets and liabilities measured and reported at fair value are classified in a three-level hierarchy that prioritizes the inputs used in the valuation process. Categorization within the valuation hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The hierarchy is based on the observability and objectivity of the pricing inputs, as follows: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Significant directly observable data (other than Level 1 quoted prices) or significant indirectly observable data through corroboration with observable market data. Inputs would normally be (i) quoted prices in active markets for similar assets or liabilities, (ii) quoted prices in inactive markets for identical or similar assets or liabilities or (iii) information derived from or corroborated by observable market data. • Level 3 — Prices or valuation techniques that require significant unobservable data inputs. These inputs would normally be the Company's own data and judgments about assumptions that market participants would use in pricing the asset or liability. |
Revenue, Policy | The Company recognizes revenue when performance obligations under the terms of a contract with the customer are satisfied based on the transfer of control of promised goods or services. Performance Obligations Disclosure is required for the aggregate transaction price allocated to performance obligations that are unsatisfied at the end of a reporting period, unless the optional practical expedients are applicable. The Company elected the practical expedients that do not require disclosure of the transaction price allocated to remaining performance obligations for (i) variable consideration related to sales-based royalty arrangements and (ii) contracts with an original expected duration of one year or less. |
REVENUES (Tables)
REVENUES (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Contract with Customer, Asset and Liability | The following table presents information about contract balances recorded in the Company's balance sheets: (In thousands) March 2020 December 2019 March 2019 Accounts receivable, net $ 213,080 $ 228,459 $ 299,328 Contract assets (a) 5,715 10,679 1,930 Contract liabilities (b) 1,690 1,775 1,995 (a) Included within "prepaid expenses and other current assets" in the Company's balance sheets. (b) Included within "accrued liabilities" in the Company's balance sheets. |
Disaggregation of Revenue | Three Months Ended March 2020 (In thousands) Wrangler Lee Other Total Channel revenues U.S. Wholesale $ 236,282 $ 92,578 $ 4,061 $ 332,921 Non-U.S. Wholesale 46,937 59,853 304 107,094 Branded Direct-To-Consumer 20,167 30,325 2 50,494 Other — — 13,989 13,989 Total $ 303,386 $ 182,756 $ 18,356 $ 504,498 Geographic revenues U.S. $ 252,584 $ 107,968 $ 18,052 $ 378,604 International 50,802 74,788 304 125,894 Total $ 303,386 $ 182,756 $ 18,356 $ 504,498 Three Months Ended March 2019 (In thousands) Wrangler Lee Other Total Channel revenues U.S. Wholesale $ 276,825 $ 100,859 $ 6,725 $ 384,409 Non-U.S. Wholesale 68,655 100,896 — 169,551 Branded Direct-To-Consumer 24,455 39,776 — 64,231 Other — — 30,153 30,153 Total $ 369,935 $ 241,531 $ 36,878 $ 648,344 Geographic revenues U.S. $ 293,869 $ 119,120 $ 36,878 $ 449,867 International 76,066 122,411 — 198,477 Total $ 369,935 $ 241,531 $ 36,878 $ 648,344 |
BUSINESS SEGMENT INFORMATION (T
BUSINESS SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Segment Reporting [Abstract] | |
Financial Information for Reportable Segments | The following table presents financial information for the Company's reportable segments and (loss) income before income taxes: Three Months Ended March (In thousands) 2020 2019 Segment revenues: Wrangler $ 303,386 $ 369,935 Lee 182,756 241,531 Total reportable segment revenues 486,142 611,466 Other revenues 18,356 36,878 Total net revenues $ 504,498 $ 648,344 Segment profit: Wrangler $ 33,863 $ 23,665 Lee 973 17,633 Total reportable segment profit $ 34,836 $ 41,298 Corporate and other expenses (33,222 ) (13,989 ) Interest income from former parent, net — 2,339 Interest expense (10,939 ) (98 ) Interest income 416 1,423 Loss related to other revenues (2,228 ) (3,085 ) (Loss) income before income taxes $ (11,137 ) $ 27,888 |
ACCOUNTS RECEIVABLE AND SALE _2
ACCOUNTS RECEIVABLE AND SALE OF ACCOUNTS RECEIVABLE (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Receivables [Abstract] | |
Allowance Accounts Receivable | The following table presents a rollforward of the allowance for doubtful accounts: (In thousands) Three Months Ended March 2020 Balance, December 2019 $ 11,852 Provision for expected credit losses 9,339 Other (1) (1,058 ) Balance, March 2020 $ 20,133 (1) Other includes impact of foreign currency translation, accounts receivable balances written-off against the allowance and recoveries of amounts previously written-off, none of which were individually significant. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | The following table presents components of inventories recorded in the Company's balance sheets: (In thousands) March 2020 December 2019 March 2019 Finished products $ 430,719 $ 383,643 $ 454,763 Work-in-process 24,176 34,783 37,872 Raw materials 33,855 39,675 26,371 Total inventories $ 488,750 $ 458,101 $ 519,006 |
SHORT-TERM BORROWINGS AND LON_2
SHORT-TERM BORROWINGS AND LONG-TERM DEBT (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term Debt The following table presents the components of long-term debt as recorded in the Company's balance sheet: (In thousands) March 2020 December 2019 Revolving Credit Facility $ 475,000 $ — Term Loan A 695,389 695,111 Term Loan B 218,347 218,158 Total long-term debt 1,388,736 913,269 Less: current portion — — Long-term debt, due beyond one year $ 1,388,736 $ 913,269 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Fair Value Disclosures [Abstract] | |
Classes of Financial Assets and Financial Liabilities Measured and Recorded at Fair Value on Recurring Basis | The following tables present financial assets and financial liabilities that are measured and recorded in the Company's financial statements at fair value on a recurring basis: Fair Value Measurement Using (In thousands) Total Fair Value Level 1 Level 2 Level 3 March 2020 Financial assets: Cash equivalents: Money market funds $ 445,467 $ 445,467 $ — $ — Time deposits 2,352 2,352 — — Foreign currency exchange contracts 6,988 — 6,988 — Investment securities 51,133 46,185 4,948 — Financial liabilities: Foreign currency exchange contracts 15,080 — 15,080 — Interest rate swap agreements 17,528 — 17,528 — Deferred compensation 51,350 — 51,350 — Fair Value Measurement Using (In thousands) Total Fair Value Level 1 Level 2 Level 3 December 2019 Financial assets: Cash equivalents: Money market funds $ 25,706 $ 25,706 $ — $ — Time deposits 4,788 4,788 — — Foreign currency exchange contracts 5,563 — 5,563 — Investment securities 59,922 56,437 3,485 — Financial liabilities: Foreign currency exchange contracts 2,795 — 2,795 — Interest rate swap agreements 3,089 — 3,089 — Deferred compensation 60,129 — 60,129 — |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | The following table presents the fair value of outstanding derivatives on an individual contract basis: Fair Value of Derivatives with Unrealized Gains Fair Value of Derivatives with Unrealized Losses (In thousands) March 2020 December 2019 March 2020 December 2019 Derivatives designated as hedging instruments: Foreign currency exchange contracts $ 5,717 $ 5,199 $ (14,603 ) $ (2,690 ) Interest rate swap agreements — — (17,528 ) (3,089 ) Derivatives not designated as hedging instruments: Foreign currency exchange contracts 1,271 364 (477 ) (105 ) Total derivatives $ 6,988 $ 5,563 $ (32,608 ) $ (5,884 ) The following table presents a reconciliation of gross to net amounts for derivative asset and liability balances: March 2020 December 2019 (In thousands) Derivative Asset Derivative Liability Derivative Asset Derivative Liability Gross amounts presented in the balance sheet $ 6,988 $ (32,608 ) $ 5,563 $ (5,884 ) Gross amounts not offset in the balance sheet (2,970 ) 2,970 (1,133 ) 1,133 Net amounts $ 4,018 $ (29,638 ) $ 4,430 $ (4,751 ) The following table presents the location of derivatives in the Company's balance sheet, with current or noncurrent classification based on maturity dates: (In thousands) March 2020 December 2019 Other current assets $ 5,217 $ 4,303 Accrued liabilities (10,256 ) (2,058 ) Other assets 1,771 1,260 Other liabilities (22,352 ) (3,826 ) |
Schedule of Cash Flow Hedging Instruments, Statements of Financial Performance and Financial Position, Location | The following tables present the effects of cash flow hedges included in the Company's statement of operations and statement of comprehensive (loss) income: (In thousands) Gain (Loss) on Derivatives Recognized in AOCL Cash Flow Hedging Relationships Three Months Ended March 2020 Foreign currency exchange contracts $ (10,906 ) Interest rate swap agreements (14,670 ) Total $ (25,576 ) (In thousands) Gain (Loss) Reclassified from AOCL into Income Location of Gain (Loss) Three Months Ended March 2020 Net revenues $ (358 ) Cost of goods sold 3,741 Other expense, net (4 ) Interest expense (231 ) Total $ 3,148 |
Derivatives Not Designated as Hedging Instruments | The following table presents a summary of these derivatives included in the Company's statement of operations: (In thousands) Location of Gain (Loss) on Derivatives Recognized in Income Gain (Loss) on Derivatives Recognized in Income Derivatives Not Designated as Hedges Three Months Ended March 2020 Foreign currency exchange contracts Net revenues $ 4 Cost of goods sold (3,672 ) Other expense, net 23 Total $ (3,645 ) |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Equity [Abstract] | |
Deferred Components of OCI Reported, Net of Related Income Taxes, in Accumulated OCI in Stockholders' Equity and Changes in Accumulated OCI | The following tables present changes in AOCL, net of related tax impact: Foreign Currency Translation Defined Benefit Pension Plans Derivative Financial Instruments (In thousands) Total Balance, December 2019 $ (84,118 ) $ (2,301 ) $ 6,721 $ (79,698 ) Other comprehensive loss before reclassifications (27,210 ) — (23,655 ) (50,865 ) Amounts reclassified from accumulated other comprehensive loss — 29 (2,928 ) (2,899 ) Net other comprehensive (loss) income (27,210 ) 29 (26,583 ) (53,764 ) Balance, March 2020 $ (111,328 ) $ (2,272 ) $ (19,862 ) $ (133,462 ) Foreign Currency Translation Defined Benefit Pension Plans Derivative Financial Instruments (In thousands) Total Balance, December 2018 $ (145,182 ) $ — $ — $ (145,182 ) Other comprehensive income before reclassifications 758 — — 758 Net other comprehensive income 758 — — 758 Balance, March 2019 $ (144,424 ) $ — $ — $ (144,424 ) The following table presents deferred components of AOCL in equity, net of related taxes: (In thousands) March 2020 December 2019 March 2019 Foreign currency translation $ (111,328 ) $ (84,118 ) $ (144,424 ) Defined benefit pension plans (2,272 ) (2,301 ) — Derivative financial instruments (19,862 ) 6,721 — Accumulated other comprehensive loss $ (133,462 ) $ (79,698 ) $ (144,424 ) |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | The following table presents reclassifications out of AOCL: (In thousands) Three Months Ended March Details About Accumulated Other Comprehensive Loss Reclassifications Affected Line Item in the Financial Statements 2020 2019 Amortization of defined benefit pension plans: Net deferred actuarial losses Selling, general and administrative expenses $ (38 ) $ — Total before tax (38 ) — Tax benefit Income taxes 9 — Net of tax (29 ) — Gains (losses) on derivative financial instruments: Foreign currency exchange contracts Net revenues $ (358 ) $ — Foreign currency exchange contracts Cost of goods sold 3,741 — Foreign currency exchange contracts Other expense, net (4 ) — Interest rate swap agreements Interest expense (231 ) — Total before tax 3,148 — Tax expense Income taxes (220 ) — Net of tax 2,928 — Total reclassifications for the period, net of tax $ 2,899 $ — |
(LOSS) EARNINGS PER SHARE (Tabl
(LOSS) EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | The following table presents the computation of basic and diluted EPS: Three Months Ended March (In thousands, except per share amounts) 2020 2019 Net (loss) income $ (2,712 ) $ 15,413 Basic weighted average shares outstanding 56,875 56,648 Dilutive effect of stock-based awards 1,072 — Diluted weighted average shares outstanding 57,947 56,648 (Loss) earnings per share: Basic (loss) earnings per common share $ (0.05 ) $ 0.27 Diluted (loss) earnings per common share $ (0.05 ) $ 0.27 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Leases [Abstract] | |
Schedule of Lease Costs | The following table presents supplemental cash flow and non-cash information related to leases: (In thousands) Three Months Ended March 2020 Three Months Ended March 2019 Cash paid for amounts included in the measurement of lease liabilities - operating cash flows $ 11,556 $ 10,641 Right-of-use assets obtained in exchange for new operating leases - non-cash activity $ 253 $ 7,837 |
RESTRUCTURING (Tables)
RESTRUCTURING (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following table presents the components of restructuring charges: (In thousands) Three Months Ended March 2020 Three Months Ended March 2019 Severance and employee-related benefits $ 5,795 $ 13,157 Asset impairments — 1,596 Inventory write-downs — 4,403 Other — 3,660 Total restructuring charges $ 5,795 $ 22,816 The following table presents the restructuring costs by business segment: (In thousands) Three Months Ended March 2020 Three Months Ended March 2019 Wrangler $ 3,178 $ 16,422 Lee 2,617 6,224 Other — 170 Total $ 5,795 $ 22,816 |
Activity in Restructuring | The following table presents activity in the restructuring accrual for the three -month period ended March 2020 : (In thousands) Total Accrual at December 2019 $ 2,172 Charges 5,795 Cash payments (1,371 ) Adjustments to accruals (110 ) Accrual at March 2020 $ 6,486 |
TRANSACTIONS WITH FORMER PARE_2
TRANSACTIONS WITH FORMER PARENT (Tables) | 3 Months Ended |
Mar. 28, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table presents components of due from former parent, current: (In thousands) March 2019 Sale of trade accounts receivable $ 286,816 Hedging agreements with VF 4,266 Other 45 $ 291,127 The following table presents components of the transfers to and from VF : (In thousands) March 2019 General financing activities $ (198,411 ) Corporate allocations 31,153 Stock-based compensation expense 7,685 Pension benefit (629 ) Purchases from parent 700 Sales to parent (10,611 ) Other income tax 8,248 Transition tax related to the Tax Act 3,937 Total net transfers to former parent $ (157,928 ) The following table presents components of due from former parent, noncurrent: (In thousands) March 2019 Hedging agreements with VF $ 370 The following table presents components of due to former parent, current: (In thousands) March 2019 Sourcing payable $ 3,865 |
BASIS OF PRESENTATION (Details)
BASIS OF PRESENTATION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Borrowings under revolving credit facility | $ 512,500 | $ 0 |
Transfer to related party | $ 157,928 | |
Revolving Credit Facility | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Borrowings under revolving credit facility | $ 475,000 |
REVENUES - Remaining Performanc
REVENUES - Remaining Performance Obligation (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-03-29 $ in Millions | Mar. 28, 2020USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 24.6 |
Expected timing of satisfaction | 3 years 9 months |
REVENUES - Contract Assets and
REVENUES - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 | Mar. 30, 2019 |
Revenue from Contract with Customer [Abstract] | |||
Accounts receivable, net | $ 213,080 | $ 228,459 | $ 299,328 |
Contract assets | 5,715 | 10,679 | 1,930 |
Contract liabilities | $ 1,690 | $ 1,775 | $ 1,995 |
REVENUES - Additional Informati
REVENUES - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Contract with customer, liability, revenue recognized | $ 1.1 | $ 1.3 |
REVENUES - Disaggregation of Re
REVENUES - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 504,498 | $ 648,344 |
U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 378,604 | 449,867 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 125,894 | 198,477 |
Wholesale | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 332,921 | 384,409 |
Wholesale | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 107,094 | 169,551 |
Branded Direct-To-Consumer | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 50,494 | 64,231 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 13,989 | 30,153 |
Operating Segments | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 486,142 | 611,466 |
Operating Segments | Wrangler | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 303,386 | 369,935 |
Operating Segments | Wrangler | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 252,584 | 293,869 |
Operating Segments | Wrangler | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 50,802 | 76,066 |
Operating Segments | Wrangler | Wholesale | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 236,282 | 276,825 |
Operating Segments | Wrangler | Wholesale | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 46,937 | 68,655 |
Operating Segments | Wrangler | Branded Direct-To-Consumer | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 20,167 | 24,455 |
Operating Segments | Wrangler | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 0 | 0 |
Operating Segments | Lee | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 182,756 | 241,531 |
Operating Segments | Lee | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 107,968 | 119,120 |
Operating Segments | Lee | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 74,788 | 122,411 |
Operating Segments | Lee | Wholesale | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 92,578 | 100,859 |
Operating Segments | Lee | Wholesale | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 59,853 | 100,896 |
Operating Segments | Lee | Branded Direct-To-Consumer | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 30,325 | 39,776 |
Operating Segments | Lee | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 0 | 0 |
Operating Segments | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 18,356 | 36,878 |
Other | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 18,356 | 36,878 |
Other | Other | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 18,052 | 36,878 |
Other | Other | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 304 | 0 |
Other | Other | Wholesale | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 4,061 | 6,725 |
Other | Other | Wholesale | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 304 | 0 |
Other | Other | Branded Direct-To-Consumer | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 2 | 0 |
Other | Other | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 13,989 | $ 30,153 |
BUSINESS SEGMENT INFORMATION (D
BUSINESS SEGMENT INFORMATION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Segment Reporting Information [Line Items] | ||
Total net revenues | $ 504,498 | $ 648,344 |
Operating income | (164) | 25,195 |
Interest income from former parent, net | 0 | 2,339 |
Interest expense | (10,939) | (98) |
Interest income | 416 | 1,423 |
(Loss) income before income taxes | (11,137) | 27,888 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total net revenues | 486,142 | 611,466 |
Operating income | 34,836 | 41,298 |
Operating Segments | Wrangler | ||
Segment Reporting Information [Line Items] | ||
Total net revenues | 303,386 | 369,935 |
Operating income | 33,863 | 23,665 |
Operating Segments | Lee | ||
Segment Reporting Information [Line Items] | ||
Total net revenues | 182,756 | 241,531 |
Operating income | 973 | 17,633 |
Operating Segments | Other | ||
Segment Reporting Information [Line Items] | ||
Total net revenues | 18,356 | 36,878 |
Operating income | (2,228) | (3,085) |
Corporate and other expenses | ||
Segment Reporting Information [Line Items] | ||
Corporate and other expenses | (33,222) | (13,989) |
Interest income from former parent, net | 0 | 2,339 |
Other | Other | ||
Segment Reporting Information [Line Items] | ||
Total net revenues | $ 18,356 | $ 36,878 |
ACCOUNTS RECEIVABLE AND SALE _3
ACCOUNTS RECEIVABLE AND SALE OF ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 28, 2020 | Mar. 30, 2019 | Dec. 28, 2019 | |
Receivables [Abstract] | |||
Maximum amount of accounts receivable sold at any point in time (up to) | $ 377.5 | ||
Sale of accounts receivable | 220.5 | $ 245 | |
Accounts receivable removed related to sale of accounts receivable | 164.4 | 286.8 | $ 188.1 |
Funding fee | $ 0.8 | $ 1.4 |
ACCOUNTS RECEIVABLE AND SALE _4
ACCOUNTS RECEIVABLE AND SALE OF ACCOUNTS RECEIVABLE Roll-forward of the allowance for doubtful accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
December 2019 | $ 20,133 | |
Provision for expected credit losses | 9,339 | $ 2,730 |
Other | (1,058) | |
March 2020 | $ 11,852 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 | Mar. 30, 2019 |
Inventory Disclosure [Abstract] | |||
Finished products | $ 430,719 | $ 383,643 | $ 454,763 |
Work-in-process | 24,176 | 34,783 | 37,872 |
Raw materials | 33,855 | 39,675 | 26,371 |
Total inventories | $ 488,750 | $ 458,101 | $ 519,006 |
SHORT-TERM BORROWINGS AND LON_3
SHORT-TERM BORROWINGS AND LONG-TERM DEBT - Additional Information (Details) | May 17, 2019USD ($) | Apr. 02, 2021 | Jan. 02, 2021 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020USD ($) | May 05, 2020USD ($) | Dec. 28, 2019USD ($) | Mar. 30, 2019USD ($) |
Short-term Debt [Line Items] | |||||||||
Proceeds from issuance of long-term debt | $ 1,050,000,000 | ||||||||
Line of credit facility, amount outstanding | 1,550,000,000 | ||||||||
Short-term borrowings | $ 3,487,000 | $ 1,070,000 | $ 8,368,000 | ||||||
Commitment fee | 0.75% | ||||||||
Commitment fee percentage | 0.30% | ||||||||
Leverage ratio | 4 | ||||||||
Debt Instrument, Interest Coverage Ratio | 3 | ||||||||
Revolving Credit Facility | |||||||||
Short-term Debt [Line Items] | |||||||||
Maximum borrowing capacity | $ 500,000,000 | ||||||||
Debt instrument, term | 5 years | ||||||||
Remaining borrowing capacity | $ 23,700,000 | ||||||||
Short-term borrowings | 475,000,000 | 0 | |||||||
Letter of Credit | |||||||||
Short-term Debt [Line Items] | |||||||||
Maximum borrowing capacity | 75,000,000 | ||||||||
Long-term line of credit | 1,300,000 | ||||||||
International borrowing arrangements | |||||||||
Short-term Debt [Line Items] | |||||||||
Maximum borrowing capacity | 46,400,000 | 47,800,000 | 36,100,000 | ||||||
Short-term borrowings | 3,500,000 | 1,100,000 | $ 8,400,000 | ||||||
Term Loan A facility | Term Loan | |||||||||
Short-term Debt [Line Items] | |||||||||
Maximum borrowing capacity | $ 750,000,000 | ||||||||
Debt instrument, term | 5 years | ||||||||
Long-term debt | $ 700,000,000 | 700,000,000 | |||||||
Effective annual interest rate | 3.20% | ||||||||
Term Loan B facility | Term Loan | |||||||||
Short-term Debt [Line Items] | |||||||||
Maximum borrowing capacity | $ 300,000,000 | ||||||||
Debt instrument, term | 7 years | ||||||||
Long-term debt | $ 223,000,000 | $ 223,000,000 | |||||||
Effective annual interest rate | 5.90% | ||||||||
Base Rate | Term Loan A facility | Term Loan | |||||||||
Short-term Debt [Line Items] | |||||||||
Basis spread | 1.75% | ||||||||
Base Rate | Term Loan B facility | Term Loan | |||||||||
Short-term Debt [Line Items] | |||||||||
Basis spread | 32500.00% | ||||||||
London Interbank Offered Rate (LIBOR) | |||||||||
Short-term Debt [Line Items] | |||||||||
Basis spread | 1.75% | ||||||||
London Interbank Offered Rate (LIBOR) | Term Loan A facility | Term Loan | |||||||||
Short-term Debt [Line Items] | |||||||||
Basis spread | 0.75% | ||||||||
London Interbank Offered Rate (LIBOR) | Term Loan B facility | Term Loan | |||||||||
Short-term Debt [Line Items] | |||||||||
Basis spread | 42500.00% | ||||||||
Minimum | London Interbank Offered Rate (LIBOR) | |||||||||
Short-term Debt [Line Items] | |||||||||
Basis spread | 0.00% | ||||||||
Subsequent Event | |||||||||
Short-term Debt [Line Items] | |||||||||
Minimum liquidity floor | $ 200,000,000 | ||||||||
Debt Agreement, Available Cash Threshold | $ 250,000,000 | ||||||||
Forecast | |||||||||
Short-term Debt [Line Items] | |||||||||
Leverage ratio | 4.50 | 5 | 5.50 | 5.50 |
SHORT-TERM BORROWINGS AND LON_4
SHORT-TERM BORROWINGS AND LONG-TERM DEBT - Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 | Mar. 30, 2019 |
Debt Instrument [Line Items] | |||
Total long-term debt | $ 1,388,736 | $ 913,269 | |
Short-term borrowings | 3,487 | 1,070 | $ 8,368 |
Less current portion | 0 | 0 | |
Long-term debt, due beyond one year | 1,388,736 | 913,269 | $ 0 |
Term Loan A facility | Term Loan | |||
Debt Instrument [Line Items] | |||
Total long-term debt | 695,389 | 695,111 | |
Term Loan B facility | Term Loan | |||
Debt Instrument [Line Items] | |||
Total long-term debt | 218,347 | 218,158 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Total long-term debt | 475,000 | ||
Short-term borrowings | $ 475,000 | $ 0 |
FAIR VALUE MEASUREMENTS - Measu
FAIR VALUE MEASUREMENTS - Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 |
Financial assets: | ||
Money market funds | $ 445,467 | $ 25,706 |
Time deposits | 2,352 | 4,788 |
Derivative asset | 6,988 | 5,563 |
Investment securities | 51,133 | 59,922 |
Financial liabilities: | ||
Derivative liability | 32,608 | 5,884 |
Deferred compensation | 51,350 | 60,129 |
Level 1 | ||
Financial assets: | ||
Money market funds | 445,467 | 25,706 |
Time deposits | 2,352 | 4,788 |
Investment securities | 46,185 | 56,437 |
Financial liabilities: | ||
Deferred compensation | 0 | 0 |
Level 2 | ||
Financial assets: | ||
Money market funds | 0 | 0 |
Time deposits | 0 | 0 |
Investment securities | 4,948 | 3,485 |
Financial liabilities: | ||
Deferred compensation | 51,350 | 60,129 |
Level 3 | ||
Financial assets: | ||
Money market funds | 0 | 0 |
Time deposits | 0 | 0 |
Investment securities | 0 | 0 |
Financial liabilities: | ||
Deferred compensation | 0 | 0 |
Foreign currency exchange contracts | ||
Financial assets: | ||
Derivative asset | 6,988 | 5,563 |
Financial liabilities: | ||
Derivative liability | 15,080 | 2,795 |
Foreign currency exchange contracts | Level 1 | ||
Financial assets: | ||
Derivative asset | 0 | 0 |
Financial liabilities: | ||
Derivative liability | 0 | 0 |
Foreign currency exchange contracts | Level 2 | ||
Financial assets: | ||
Derivative asset | 6,988 | 5,563 |
Financial liabilities: | ||
Derivative liability | 15,080 | 2,795 |
Foreign currency exchange contracts | Level 3 | ||
Financial assets: | ||
Derivative asset | 0 | 0 |
Financial liabilities: | ||
Derivative liability | 0 | 0 |
Interest rate swap agreements | ||
Financial liabilities: | ||
Derivative liability | 17,528 | 3,089 |
Interest rate swap agreements | Level 1 | ||
Financial liabilities: | ||
Derivative liability | 0 | 0 |
Interest rate swap agreements | Level 2 | ||
Financial liabilities: | ||
Derivative liability | 17,528 | 3,089 |
Interest rate swap agreements | Level 3 | ||
Financial liabilities: | ||
Derivative liability | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS - Addit
FAIR VALUE MEASUREMENTS - Additional Information (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt | $ 1,388,736 | $ 913,269 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | $ 1,141,000 | $ 906,100 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES - Additional information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Dec. 28, 2019 | |
Derivative [Line Items] | ||
Foreign currency exchange contracts | $ 32,608 | $ 5,884 |
Reclassified from accumulated OCI into income | 400 | |
Cash flow hedge gain (loss) to be reclassified during next 12 months | 5,700 | |
Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Notional amount | 318,000 | 341,600 |
Foreign currency exchange contracts | $ 15,080 | 2,795 |
Term of contract (up to) | 20 months | |
Interest rate swap agreements | ||
Derivative [Line Items] | ||
Notional amount | $ 400,000 | 475,000 |
Foreign currency exchange contracts | $ 17,528 | $ 3,089 |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES - Outstanding derivatives on an individual contract basis (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 |
Fair Value of Derivatives with Unrealized Gains | ||
Foreign currency exchange contracts | $ 6,988 | $ 5,563 |
Fair Value of Derivatives with Unrealized Losses | ||
Foreign currency exchange contracts | (32,608) | (5,884) |
Designated as Hedging Instrument | Foreign currency exchange contracts | ||
Fair Value of Derivatives with Unrealized Gains | ||
Foreign currency exchange contracts | 5,717 | 5,199 |
Fair Value of Derivatives with Unrealized Losses | ||
Foreign currency exchange contracts | (14,603) | (2,690) |
Designated as Hedging Instrument | Interest rate swap agreements | ||
Fair Value of Derivatives with Unrealized Gains | ||
Foreign currency exchange contracts | 0 | 0 |
Fair Value of Derivatives with Unrealized Losses | ||
Foreign currency exchange contracts | (17,528) | (3,089) |
Not Designated as Hedging Instrument | Foreign currency exchange contracts | ||
Fair Value of Derivatives with Unrealized Gains | ||
Derivatives not designated as hedging instruments: | 1,271 | 364 |
Fair Value of Derivatives with Unrealized Losses | ||
Derivatives not designated as hedging instruments: | $ (477) | $ (105) |
DERIVATIVE FINANCIAL INSTRUME_5
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES - Balance sheet (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 |
Derivative Asset | ||
Gross amounts presented in the balance sheet | $ 6,988 | $ 5,563 |
Gross amounts not offset in the balance sheet | (2,970) | (1,133) |
Derivative Asset | 4,018 | 4,430 |
Derivative Liability | ||
Gross amounts presented in the balance sheet | (32,608) | (5,884) |
Gross amounts not offset in the balance sheet | 2,970 | 1,133 |
Derivative Liability | $ (29,638) | $ (4,751) |
DERIVATIVE FINANCIAL INSTRUME_6
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES - Derivatives are classified as current or noncurrent (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 |
Derivatives, Fair Value [Line Items] | ||
Derivative asset | $ 6,988 | $ 5,563 |
Foreign currency exchange contracts | 32,608 | 5,884 |
Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 5,217 | 4,303 |
Accrued liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Foreign currency exchange contracts | (10,256) | (2,058) |
Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 1,771 | 1,260 |
Other liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Foreign currency exchange contracts | $ (22,352) | $ (3,826) |
DERIVATIVE FINANCIAL INSTRUME_7
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES - Cash flows hedges (Details) $ in Thousands | 3 Months Ended |
Mar. 28, 2020USD ($) | |
Derivative [Line Items] | |
Gain (Loss) on Derivatives Recognized in OCI | $ (25,576) |
Foreign currency exchange contracts | |
Derivative [Line Items] | |
Gain (Loss) on Derivatives Recognized in OCI | (10,906) |
Interest rate swap agreements | |
Derivative [Line Items] | |
Gain (Loss) on Derivatives Recognized in OCI | $ (14,670) |
DERIVATIVE FINANCIAL INSTRUME_8
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES - Location of gain (loss) (Details) $ in Thousands | 3 Months Ended |
Mar. 28, 2020USD ($) | |
Derivative [Line Items] | |
Gain (Loss) Reclassified from Accumulated OCI into Income | $ 3,148 |
Net revenues | |
Derivative [Line Items] | |
Gain (Loss) Reclassified from Accumulated OCI into Income | (358) |
Cost of goods sold | |
Derivative [Line Items] | |
Gain (Loss) Reclassified from Accumulated OCI into Income | 3,741 |
Other expense, net | |
Derivative [Line Items] | |
Gain (Loss) Reclassified from Accumulated OCI into Income | (4) |
Interest expense | |
Derivative [Line Items] | |
Gain (Loss) Reclassified from Accumulated OCI into Income | $ (231) |
DERIVATIVE FINANCIAL INSTRUME_9
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES - Derivative contracts not designated as hedges (Details) $ in Thousands | 3 Months Ended |
Mar. 28, 2020USD ($) | |
Derivative [Line Items] | |
Foreign currency exchange contracts | $ (3,645) |
Net revenues | |
Derivative [Line Items] | |
Foreign currency exchange contracts | 4 |
Cost of goods sold | |
Derivative [Line Items] | |
Foreign currency exchange contracts | (3,672) |
Other expense, net | |
Derivative [Line Items] | |
Foreign currency exchange contracts | $ 23 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS - Deferred Components of OCI Reported, Net of Related Income Taxes, in Accumulated OCI in Stockholders' Equity (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 | Mar. 30, 2019 |
Equity [Abstract] | |||
Foreign currency translation | $ (111,328) | $ (84,118) | $ (144,424) |
Defined benefit pension plans | (2,272) | (2,301) | 0 |
Derivative financial instruments | (19,862) | 6,721 | 0 |
Accumulated other comprehensive loss | $ (133,462) | $ (79,698) | $ (144,424) |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE LOSS - Changes in Accumulated OCI, Net of Related Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | $ 69,257 | $ 1,723,452 |
Other comprehensive loss before reclassifications | (50,865) | 758 |
Amounts reclassified from accumulated other comprehensive loss | (2,899) | 0 |
Net other comprehensive (loss) income | (53,764) | 758 |
Net transfers to former parent | (157,928) | |
Balance, ending | (18,485) | 1,578,982 |
Foreign Currency Translation | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | (84,118) | (145,182) |
Other comprehensive loss before reclassifications | (27,210) | 758 |
Amounts reclassified from accumulated other comprehensive loss | 0 | |
Net other comprehensive (loss) income | (27,210) | 758 |
Balance, ending | (111,328) | (144,424) |
Defined Benefit Pension Plans | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | (2,301) | 0 |
Other comprehensive loss before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss | 29 | |
Net other comprehensive (loss) income | 29 | 0 |
Balance, ending | (2,272) | 0 |
Derivative Financial Instruments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | 6,721 | 0 |
Other comprehensive loss before reclassifications | (23,655) | 0 |
Amounts reclassified from accumulated other comprehensive loss | (2,928) | |
Net other comprehensive (loss) income | (26,583) | 0 |
Balance, ending | (19,862) | 0 |
Accumulated Other Comprehensive Loss | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | (79,698) | (145,182) |
Balance, ending | $ (133,462) | $ (144,424) |
ACCUMULATED OTHER COMPREHENSI_5
ACCUMULATED OTHER COMPREHENSIVE LOSS - Reclassification Out of Accumulated OCI (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net revenues | $ 504,498 | $ 648,344 |
Other expense, net | (450) | (971) |
Total before tax | (11,137) | 27,888 |
Income taxes | 8,425 | (12,475) |
Total reclassifications for the period, net of tax | (2,899) | 0 |
Defined Benefit Pension Plans | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Total reclassifications for the period, net of tax | 29 | |
Defined Benefit Pension Plans | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Other expense, net | (38) | 0 |
Total before tax | (38) | 0 |
Income taxes | 9 | 0 |
Total reclassifications for the period, net of tax | (29) | 0 |
Derivative Financial Instruments | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Total reclassifications for the period, net of tax | (2,928) | |
Derivative Financial Instruments | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Total before tax | 3,148 | 0 |
Income taxes | (220) | 0 |
Total reclassifications for the period, net of tax | 2,928 | 0 |
Foreign currency exchange contracts | Derivative Financial Instruments | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net revenues | (358) | 0 |
Cost of goods sold | 3,741 | 0 |
Other expense, net | (4) | 0 |
Interest rate swap agreements | Derivative Financial Instruments | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Interest expense | $ (231) | $ 0 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Operating Loss Carryforwards [Line Items] | ||
Effective income tax rate | 75.60% | 44.70% |
Net discrete tax benefits | $ (7.7) | $ 1.2 |
Tax benefit related stock compensation | 2.2 | |
Tax cuts and jobs act of 2017, adjustment expense | (0.2) | |
Realization of unrecognized net tax benefit (expense) | $ (2.8) | |
Tax increase (reduction) due to discrete items | 69.30% | 4.40% |
Income tax rate, excluding discrete items | 6.30% | 40.30% |
Decrease in unrecognized tax benefits and associated interest | $ 0.2 | |
Net unrecognized tax benefits and interest, if recognized, would reduce the annual effective tax rate | 18.1 | |
Possible decrease in unrecognized income tax benefits | 0.9 | |
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit | 0.7 | |
Foreign Tax Authority [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net discrete tax benefits | (6.3) | |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net discrete tax benefits | $ (0.9) |
(LOSS) EARNINGS PER SHARE - Add
(LOSS) EARNINGS PER SHARE - Additional Information (Details) - shares | May 22, 2019 | Mar. 28, 2020 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Weighted average number of shares outstanding - basic and diluted (in shares) | 56,647,561 | |
Anti-dilutive stock-based awards excluded from diluted calculation (in USD per share) | 100,000 | |
Performance Based Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive stock-based awards excluded from diluted calculation (in USD per share) | 300,000 |
(LOSS) EARNINGS PER SHARE - (Lo
(LOSS) EARNINGS PER SHARE - (Loss) Earnings per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Earnings Per Share [Abstract] | ||
Net (loss) income | $ (2,712) | $ 15,413 |
Basic weighted average shares outstanding (in shares) | 56,875 | 56,648 |
Dilutive effect of stock-based awards (in shares) | 1,072 | 0 |
Diluted weighted average shares outstanding (in shares) | 57,947 | 56,648 |
Anti-dilutive stock-based awards excluded from diluted calculation (in USD per share) | 100 | |
(Loss) earnings per share: | ||
Basic earnings per share (in USD per share) | $ (0.05) | $ 0.27 |
Diluted earnings per share (in USD per share) | $ (0.05) | $ 0.27 |
LEASES - Lease Costs (Details)
LEASES - Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities - operating cash flows | $ 11,556 | $ 10,641 |
Right-of-use assets obtained in exchange for new operating leases - non-cash activity | $ 253 | $ 7,837 |
RESTRUCTURING - Additional Info
RESTRUCTURING - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 28, 2020 | Mar. 30, 2019 | Dec. 28, 2019 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 5,795 | $ 22,816 | |
Asset impairments | 0 | 1,596 | |
Restructuring reserve | 6,486 | $ 2,172 | |
Selling, general and administrative expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 5,300 | 12,000 | |
Cost of goods sold | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 500 | $ 10,800 |
RESTRUCTURING - Restructuring c
RESTRUCTURING - Restructuring costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Restructuring and Related Activities [Abstract] | ||
Severance and employee-related benefits | $ 5,795 | $ 13,157 |
Asset impairments | 0 | 1,596 |
Inventory write-downs | 0 | 4,403 |
Other | 0 | 3,660 |
Total restructuring charges | $ 5,795 | $ 22,816 |
RESTRUCTURING - Restructuring_2
RESTRUCTURING - Restructuring costs by business segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 28, 2020 | Mar. 30, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 5,795 | $ 22,816 |
Operating Segments | Wrangler | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 3,178 | 16,422 |
Operating Segments | Lee | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 2,617 | 6,224 |
Operating Segments | Other | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 0 | $ 170 |
RESTRUCTURING - Activity in res
RESTRUCTURING - Activity in restructuring accrual (Details) $ in Thousands | 3 Months Ended |
Mar. 28, 2020USD ($) | |
Restructuring Reserve [Roll Forward] | |
Amounts recorded in accrued liabilities, beginning | $ 2,172 |
Amounts recorded in accrued liabilities. ending | 6,486 |
Severance | |
Restructuring Reserve [Roll Forward] | |
Charges | 5,795 |
Cash payments | (1,371) |
Adjustments to accruals | $ (110) |
TRANSACTIONS WITH FORMER PARE_3
TRANSACTIONS WITH FORMER PARENT - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 28, 2020 | Mar. 30, 2019 | Dec. 28, 2019 | |
Related Party Transactions [Abstract] | |||
Sales to related party | $ 10,600 | ||
Related party transaction, cost of goods sold | 300 | ||
Related party transaction, remaining inventory purchased from related party | $ 300 | 1,200 | $ 400 |
Notes receivable from former parent | 0 | $ 517,940 | 0 |
Related party transaction, weighted average note receivable rate | 3.70% | ||
Notes payable to former parent | 0 | $ 241,867 | $ 0 |
Related party transaction, weighted average note payable rate | 3.70% | ||
Interest income from former parent, net | $ 0 | $ 2,339 |
TRANSACTIONS WITH FORMER PARE_4
TRANSACTIONS WITH FORMER PARENT - Due from related parties, current (Details) $ in Thousands | Mar. 30, 2019USD ($) |
Related Party Transaction [Line Items] | |
Due from former parent, current | $ 291,127 |
Sale of trade accounts receivable | |
Related Party Transaction [Line Items] | |
Due from former parent, current | 286,816 |
Hedging agreements with VF | |
Related Party Transaction [Line Items] | |
Due from former parent, current | 4,266 |
Other | |
Related Party Transaction [Line Items] | |
Due from former parent, current | $ 45 |
TRANSACTIONS WITH FORMER PARE_5
TRANSACTIONS WITH FORMER PARENT - Due from related parties, noncurrent (Details) - USD ($) $ in Thousands | Mar. 28, 2020 | Dec. 28, 2019 | Mar. 30, 2019 |
Related Party Transaction [Line Items] | |||
Due from former parent, noncurrent | $ 0 | $ 0 | $ 370 |
Hedging agreements with VF | |||
Related Party Transaction [Line Items] | |||
Due from former parent, noncurrent | $ 370 |
TRANSACTIONS WITH FORMER PARE_6
TRANSACTIONS WITH FORMER PARENT - Due to related parties, current (Details) $ in Thousands | Mar. 30, 2019USD ($) |
Sourcing payable | |
Related Party Transaction [Line Items] | |
Due to former parent, current | $ 3,865 |
TRANSACTIONS WITH FORMER PARE_7
TRANSACTIONS WITH FORMER PARENT - Net Transfers To and From VF (Details) $ in Thousands | 3 Months Ended |
Mar. 30, 2019USD ($) | |
Related Party Transaction [Line Items] | |
Transfer (To) From Related Party | $ (157,928) |
General financing activities | |
Related Party Transaction [Line Items] | |
Transfer (To) From Related Party | (198,411) |
Corporate allocations | |
Related Party Transaction [Line Items] | |
Transfer (To) From Related Party | 31,153 |
Stock-based compensation expense | |
Related Party Transaction [Line Items] | |
Transfer (To) From Related Party | 7,685 |
Pension benefit | |
Related Party Transaction [Line Items] | |
Transfer (To) From Related Party | (629) |
Purchases from parent | |
Related Party Transaction [Line Items] | |
Transfer (To) From Related Party | 700 |
Sales to parent | |
Related Party Transaction [Line Items] | |
Transfer (To) From Related Party | (10,611) |
Other income tax | |
Related Party Transaction [Line Items] | |
Transfer (To) From Related Party | 8,248 |
Transition tax related to the Tax Act | |
Related Party Transaction [Line Items] | |
Transfer (To) From Related Party | $ 3,937 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent Event $ in Millions | Apr. 01, 2020USD ($)shares |
Subsequent Event [Line Items] | |
Granted, fair value | $ | $ 8.7 |
Performance Based Restricted Stock Units | |
Subsequent Event [Line Items] | |
Grants in Period (in shares) | 530,000 |
Nonemployee, Board of Directors | Time Based Restricted Stock Units | |
Subsequent Event [Line Items] | |
Grants in Period (in shares) | 30,000 |
Uncategorized Items - ktbq12020
Label | Element | Value |
Accounting Standards Update 2016-02 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (2,713,000) |
Accounting Standards Update 2016-02 [Member] | Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (2,713,000) |