Claires Stores 10-Q 10 Sep 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - Aug. 01, 2015 - shares	Total
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Aug. 1, 2015
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2
Entity Registrant Name	CLAIRES STORES INC
Entity Central Index Key	34,115
Current Fiscal Year End Date	--02-03
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding	100

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - Entity [Domain] - USD ($) $ in Thousands	Aug. 01, 2015		Jan. 31, 2015
Current assets:
Cash and cash equivalents and restricted cash of $336 and $2,029, respectively	$ 82,963	[1]	$ 29,415	[2]
Inventories	170,818		145,908
Prepaid expenses	19,339		17,349
Other current assets	29,724		27,474
Total current assets	302,844		220,146
Property and equipment:
Furniture, fixtures and equipment	250,295		248,162
Leasehold improvements	323,369		324,306
Total property and equipment, gross	573,664		572,468
Accumulated depreciation and amortization	(380,484)		(365,036)
Total property and equipment, net	193,180		207,432
Leased property under capital lease:
Land and building	18,055		18,055
Accumulated depreciation and amortization	(4,965)		(4,514)
Total leased property under capital lease	13,090		13,541
Goodwill	1,426,899		1,426,899
Intangible assets, net of accumulated amortization of $72,797 and $70,374, respectively	503,440		510,362
Deferred financing costs, net of accumulated amortization of $29,575 and $25,465, respectively	28,432		32,525
Other assets	45,399		45,672
Total other noncurrent assets	2,004,170		2,015,458
Total assets	2,513,284		2,456,577
Current liabilities:
Revolving credit facility	111,300
Trade accounts payable	81,302		69,826
Income taxes payable	3,598		1,780
Accrued interest payable	68,079		67,790
Accrued expenses and other current liabilities	86,645		93,505
Total current liabilities	350,924		232,901
Long-term Debt	2,375,249		2,376,478
Obligation under capital lease	16,838		16,954
Deferred tax liability	112,180		113,215
Deferred rent expense	36,094		35,265
Unfavorable lease obligations and other long-term liabilities	12,220		13,538
Total Non current liabilities	$ 2,552,581		$ 2,555,450
Commitments and contingencies
Stockholder's deficit:
Common stock par value $0.001 per share; authorized 1,000 shares; issued and outstanding 100 shares	$ 0		$ 0
Additional paid-in capital	618,764		619,325
Accumulated other comprehensive loss, net of tax	(41,297)		(37,698)
Accumulated deficit	(967,688)		(913,401)
Total stockholder's deficit	(390,221)		(331,774)
Total liabilities and stockholder's deficit	$ 2,513,284		$ 2,456,577
[1]	Cash and cash equivalents include restricted cash of $336 for "Non-Guarantors".
[2]	Cash and cash equivalents include restricted cash of $2,029 for "Non-Guarantors".

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - Entity [Domain] - USD ($) $ in Thousands	Aug. 01, 2015	Jan. 31, 2015
Restricted cash	$ 336	$ 2,029
Accumulated amortization on intangible assets	72,797	70,374
Accumulated amortization on deferred financing costs	$ 29,575	$ 25,465
Common stock, par value	$ 0.001	$ 0.001
Common stock, share authorized	1,000	1,000
Common stock, share issued	100	100
Common stock, share outstanding	100	100

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - Entity [Domain] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Net sales	$ 347,587	$ 377,829	$ 667,582	$ 731,172
Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below)	179,076	189,735	351,928	376,805
Gross profit	168,511	188,094	315,654	354,367
Other expenses:
Selling, general and administrative	116,369	129,214	229,387	255,172
Depreciation and amortization	15,634	17,800	30,188	41,264
Severance and transaction-related costs	420	2,182	827	3,764
Other expense (income), net	(2,606)	671	(2,466)	(815)
Total other expenses	129,817	149,867	257,936	299,385
Operating income	38,694	38,227	57,718	54,982
Interest expense, net	55,044	54,557	109,464	109,316
Loss before income tax expense	(16,350)	(16,330)	(51,746)	(54,334)
Income tax expense	2,519	4,244	2,541	4,377
Net income (loss)	(18,869)	(20,574)	(54,287)	(58,711)
Other comprehensive income (loss):
Foreign currency translation adjustments	(516)	(1,606)	(601)	181
Net gain (loss) on intra-entity foreign currency transactions, net of tax expense (benefit) of $(108), $(205), $(372) and $104	(3,547)	(3,841)	(2,998)	782
Other comprehensive income (loss)	(4,063)	(5,447)	(3,599)	963
Comprehensive loss	$ (22,932)	$ (26,021)	$ (57,886)	$ (57,748)

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Tax related to net gain (loss) on intra-entity foreign currency transactions	$ (108)	$ (205)	$ (372)	$ 104

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Entity [Domain] - USD ($) $ in Thousands	6 Months Ended
	Aug. 01, 2015		Aug. 02, 2014
Cash flows from operating activities:
Net loss	$ (54,287)		$ (58,711)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	30,188		41,264
Amortization of lease rights and other assets	1,551		2,021
Amortization of debt issuance costs	4,084		3,998
Accretion of debt premium	(1,229)		(1,129)
Net unfavorable accretion of lease obligations	(189)		(264)
Loss on sale/retirement of property and equipment, net	248		92
(Gain) loss on sale of intangible assets/lease rights	(1,596)		216
Stock-based compensation benefit	(561)		(373)
(Increase) decrease in:
Inventories	(25,667)		8,594
Prepaid expenses	(1,536)		(2,975)
Other assets	(4,488)		(2,203)
Increase (decrease) in:
Trade accounts payable	11,513		(9,005)
Income taxes payable	1,809		(2,251)
Accrued interest payable	76		524
Accrued expenses and other liabilities	(5,514)		(1,145)
Deferred income taxes	(134)		194
Deferred rent expense	2,932		1,414
Net cash provided by (used in) operating activities	(42,800)		(19,739)
Cash flows from investing activities:
Acquisition of property and equipment	(14,379)		(30,947)
Acquisition of intangible assets/lease rights	(127)		(490)
Proceeds from sale of intangible assets/lease rights	1,736
Net cash used in investing activities	(12,770)		(31,437)
Cash flows from financing activities:
Proceeds from revolving credit facilities	250,198		122,500
Payments on revolving credit facilities	(138,898)		(103,000)
Payment of debt issuance costs	(82)		(165)
Principal payments on capital lease	(81)		(50)
Net cash provided by (used in) financing activities	111,137		19,285
Effect of foreign currency exchange rate changes on cash and cash equivalents	(326)		674
Net increase (decrease) in cash and cash equivalents	55,241		(31,217)
Cash and cash equivalents, at beginning of period	27,386		58,343
Cash and cash equivalents, at end of period	82,627		27,126
Restricted cash, at end of period	336
Cash and cash equivalents and restricted cash, at end of period	82,963	[1]	27,126
Supplemental disclosure of cash flow information:
Interest paid	106,452		105,801
Income taxes paid	735		7,079
Non-cash investing activities
Restricted cash received in escrow (bank)	$ (1,693)		$ 2,497
[1]	Cash and cash equivalents include restricted cash of $336 for "Non-Guarantors".

Basis of Presentation

Basis of Presentation	6 Months Ended
	Aug. 01, 2015
Basis of Presentation	1. Basis of Presentation The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of the results for the interim periods presented have been included. These statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Annual Report on Form 10-K for the year ended January 31, 2015 filed with the Securities and Exchange Commission, including Note 2 to the Consolidated Financial Statements included therein, which discusses principles of consolidation and summary of significant accounting policies. The Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures regarding contingent assets and liabilities and reported amounts of revenues and expenses. Such estimates include, but are not limited to, the value of inventories, goodwill, intangible assets and other long-lived assets, legal contingencies and assumptions used in the calculation of income taxes, stock-based compensation, residual values and other items. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Management adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity, foreign currency, and energy markets and declines in consumer spending have combined to increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in those estimates will be reflected in the financial statements in those future periods when the changes occur. Due to the seasonal nature of the retail industry and the Company’s business, the results of operations for interim periods of the year are not necessarily indicative of the results of operations on an annualized basis.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	6 Months Ended
	Aug. 01, 2015
Recent Accounting Pronouncements	2. Recent Accounting Pronouncements In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-11, Simplifying the Measurement of Inventory In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers Deferral of the Effective Date

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Aug. 01, 2015
Fair Value Measurements	3. Fair Value Measurements ASC 820, Fair Value Measurement Disclosures, Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company does not have any assets (liabilities) measured at fair value on a recurring basis. Non-Financial Assets Measured at Fair Value on a Non-Recurring Basis The Company’s non-financial assets, which include goodwill, intangible assets, and long-lived tangible assets, are not adjusted to fair value on a recurring basis. Fair value measures of non-financial assets are primarily used in the impairment analysis of these assets. Any resulting asset impairment would require that the non-financial asset be recorded at its fair value. The Company reviews goodwill and indefinite-lived intangible assets for impairment annually, during the fourth quarter of each fiscal year, or as circumstances indicate the possibility of impairment. The Company monitors the carrying value of definite-lived intangible assets and long-lived tangible assets for impairment whenever events or changes in circumstances indicate its carrying amount may not be recoverable. Financial Instruments Not Measured at Fair Value The Company’s financial instruments consist primarily of cash and cash equivalents, restricted cash, accounts receivable, current liabilities, long-term debt and revolving credit facility. Cash and cash equivalents, restricted cash, accounts receivable and current liabilities approximate fair market value due to the relatively short maturity of these financial instruments. The Company considers all investments with a maturity of three months or less when acquired to be cash equivalents. The Company’s cash equivalent instruments are valued using quoted market prices and are primarily U.S. Treasury securities. The revolving credit facility approximates fair value due to the variable component of its interest rate. The estimated fair value of the Company’s long-term debt was approximately $1.61 billion as of August 1, 2015, compared to a carrying value of $2.38 billion at that date. The estimated fair value of the Company’s long-term debt was approximately $1.90 billion as of January 31, 2015, compared to a carrying value of $2.38 billion at that date. For publicly-traded debt, the fair value (estimated market value) is based on quoted market prices in less active markets. For non-publicly traded debt, fair value is estimated based on quoted prices for similar instruments. If measured at fair value in the financial statements, long-term debt would be classified as Level 2 in the fair value hierarchy.

Debt

Debt	6 Months Ended
	Aug. 01, 2015
Debt	4. Debt Debt as of August 1, 2015 and January 31, 2015 included the following components (in thousands): August 1, 2015 January 31, 2015 U.S. senior secured revolving credit facility due 2017 $ 111,300 $ — Long-term debt: 10.5% Senior subordinated notes due 2017 $ 259,612 $ 259,612 9.0% Senior secured first lien notes due 2019 (1) 1,135,637 1,136,866 8.875% Senior secured second lien notes due 2019 450,000 450,000 6.125% Senior secured first lien notes due 2020 210,000 210,000 7.75% Senior notes due 2020 320,000 320,000 Total long-term debt $ 2,375,249 $ 2,376,478 Obligation under capital lease (including current portion) $ 17,043 $ 17,124 (1) Amounts include unamortized premium of $10,637 and $11,866 as of August 1, 2015 and January 31, 2015, respectively. U.S. Revolving Credit Facility and Note Covenants The Amended and Restated Credit Agreement with respect to the Company’s senior secured revolving credit facility due 2017, as amended (the “U.S. Credit Facility”) in the amount of $115 million and our 10.5% Senior Subordinated Notes due 2017 (the “Senior Subordinated Notes”), 8.875% Senior Secured Second Lien Notes due 2019 (the “Senior Secured Lien Notes”), 9.0% Senior Secured First Lien Notes due 2019 (the “9.0% Senior Secured First Lien Notes”), 6.125% Senior Secured First Lien Notes due 2020 (the “6.125% Senior Secured First Lien Notes”) and 7.75% Senior Notes due 2020 (the “7.75% Senior Notes”) (collectively, the “Notes”) contain certain covenants that, among other things, subject to certain exceptions and other basket amounts, restrict our ability and the ability of our subsidiaries to: • incur additional indebtedness; • pay dividends or distributions on our capital stock, repurchase or retire our capital stock and redeem, repurchase or defease any subordinated indebtedness; • make certain investments; • create or incur certain liens; • create restrictions on the payment of dividends or other distributions to us from our subsidiaries; • transfer or sell assets; • engage in certain transactions with our affiliates; and • merge or consolidate with other companies or transfer all or substantially all of our assets. Certain of these covenants in the indentures governing the Notes, such as limitations on the Company’s ability to make certain payments such as dividends, or incur debt, will no longer apply if the Notes have investment grade ratings from both of the rating agencies of Moody’s Investor Services, Inc. (“Moody’s”) and Standard & Poor’s Ratings Group (“S&P”) and no event of default has occurred. Since the date of issuance of the Notes, the Notes have not received investment grade ratings from Moody’s or S&P. Accordingly, all of the covenants under the Notes currently apply to the Company. None of the covenants under the Notes, however, require the Company to maintain any particular financial ratio or other measure of financial performance. The U.S. Credit Facility also contains customary provisions relating to mandatory prepayments, voluntary payments, affirmative and negative covenants, and events of default. In addition, so long as the revolving loans and letters of credit outstanding exceed $15.0 million, the Company is required to maintain, at each borrowing date measured at the end of the prior fiscal quarter (but reflecting borrowings and repayments under the U.S. Credit Facility through the measurement date) and at the end of each quarter, a maximum Total Net Secured Leverage Ratio of 6.0:1.0 based upon the ratio of its net senior secured first lien debt to adjusted earnings before interest, taxes, depreciation and amortization for the period of four consecutive fiscal quarters most recently ended. Effective September 10, 2015, the Company amended the provisions in its U.S. Credit Facility with respect to the maximum Total Net Secured Leverage Ratio. Commencing with the third quarter of Fiscal 2015, the ratio increases to 6.75: 1.0 for all future quarters through the end of Fiscal 2016 except the fourth quarters of Fiscal 2015 and Fiscal 2016 when the ratio will be 6.35: 1.0. Europe Revolving Credit Facility Certain of the Company’s European subsidiaries are party to an unsecured multi-currency revolving credit facility, dated October 2, 2014, as amended on July 15, 2015 (as amended, the “Europe Credit Facility”) in the amount of $50 million that will terminate on August 20, 2017. Loans under the Europe Credit Facility bear interest at 2.50% per annum plus the Euro Interbank Offered Rate as in effect for interest periods of one, three or six months or any other period agreed upon. The Europe Credit Facility also provides for a facility fee of 0.875% per annum on the unused amount of the facility. All obligations under the Europe Credit Facility are unconditionally and fully guaranteed by Claire’s (Gibraltar) Holdings Limited (“Claire’s Gibraltar”) and certain of its existing direct or indirect wholly-owned European subsidiaries, subject to certain exceptions and limitations. The Europe Credit Facility contains customary affirmative and negative covenants applicable to Claire’s Gibraltar and its subsidiaries, events of default and provisions relating to mandatory and voluntary payments, which include an annual requirement that for at least 5 successive Business Days in each year no loans under the Europe Credit Facility may be outstanding. The Europe Credit Facility also contains covenants that require Claire’s Gibraltar to maintain particular financial ratios so long as any amounts are outstanding under the facility: a Fixed Charge Cover Ratio not lower than 1.5:1.0 based upon the ratio of adjusted earnings before interest, taxes, depreciation, amortization, and rent to net interest and rent for each period of four consecutive fiscal quarters and a Leverage Ratio not more than 1.5:1.0 based upon the ratio of net debt to adjusted earnings before interest, taxes, depreciation and amortization for each period of four consecutive fiscal quarters. Europe Bank Credit Facilities Our non-U.S. subsidiaries have bank credit facilities totaling $2.3 million. These facilities are used for working capital requirements, letters of credit and various guarantees. These credit facilities have been arranged in accordance with customary lending practices in their respective countries of operation. As of August 1, 2015, we had a reduction of $2.2 million for outstanding bank guarantees, which reduces the borrowing availability to $0.1 million as of that date. See Note 3 – Fair Value Measurements for related fair value disclosure on debt.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Aug. 01, 2015
Commitments and Contingencies	5. Commitments and Contingencies The Company is, from time to time, involved in litigation incidental to the conduct of its business, including personal injury litigation, litigation regarding merchandise sold, including product and safety concerns regarding heavy metal and chemical content in merchandise, litigation with respect to various employment matters, including litigation with present and former employees, wage and hour litigation and litigation regarding intellectual property rights. The Company believes that current pending litigation will not have a material adverse effect on its consolidated financial position, results of operations or cash flows.

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income (Loss)	6 Months Ended
	Aug. 01, 2015
Accumulated Other Comprehensive Income (Loss)	6. Accumulated Other Comprehensive Income (Loss) The following summary sets forth the components of accumulated other comprehensive income (loss), net of tax as follows (in thousands, net of tax): Foreign Derivative Total Balance as of January 31, 2015 $ (43,430 ) $ 5,732 $ (37,698 ) Other comprehensive loss (3,599 ) — (3,599 ) Balance as of August 1, 2015 $ (47,029 ) $ 5,732 $ (41,297 )

Stock Options and Stock-Based C

Stock Options and Stock-Based Compensation	6 Months Ended
	Aug. 01, 2015
Stock Options and Stock-Based Compensation	7. Stock Options and Stock-Based Compensation The following is a summary of activity in the Company’s stock option plan for the six months ended August 1, 2015: Number of Weighted- Average Weighted- Outstanding as of January 31, 2015 4,166,399 $ 10.00 Options granted 637,323 $ 6.58 Options exercised — Options forfeited (406,802 ) $ 10.00 Options expired (374,781 ) $ 10.00 Outstanding as of August 1, 2015 4,022,139 $ 9.46 4.8 Options vested and expected to vest as of August 1, 2015 3,615,899 $ 9.54 4.7 Exercisable as of August 1, 2015 1,754,987 $ 10.00 4.1 The weighted average grant date fair value of options granted during the six months ended August 1, 2015 and August 2, 2014 was $0.51 and $0.04, respectively. During the three and six months ended August 1, 2015 and August 2, 2014, the Company recorded stock-based compensation expense (benefit) and additional paid-in capital relating to stock-based compensation of approximately $0.1 million, $(0.1) million, $(0.6) million and $(0.4) million, respectively. During the three and six months ended August 1, 2015, the Company recorded reversals of stock option expense of $0.0 million and $0.7 million, respectively, associated with the forfeitures of stock options. Stock-based compensation benefit is recorded in “Selling, general and administrative” expenses in the accompanying Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss.

Income Taxes

Income Taxes	6 Months Ended
	Aug. 01, 2015
Income Taxes	8. Income Taxes The effective income tax rate was (15.4)% and (4.9)% for the three and six months ended August 1, 2015. This effective income tax rate differed from the statutory federal income tax rate of 35% primarily from increases in the valuation allowance recorded for additional deferred tax assets generated primarily from operating losses in the three and six months ended August 1, 2015 by the Company’s U.S. operations. The effective income tax rate was (26.0)% and (8.1)% for the three and six months ended August 2, 2014. This effective income tax rate differed from the statutory federal income tax rate of 35% primarily from increases in the valuation allowance recorded for additional deferred tax assets generated primarily from operating losses in the three and six months ended August 2, 2014 by the Company’s U.S. operations.

Segment Information

Segment Information	6 Months Ended
	Aug. 01, 2015
Segment Information	9. Segment Information The Company is organized based on the geographic markets in which it operates. Under this structure, the Company currently has two reportable segments: North America and Europe. The Company accounts for the goods it sells to third parties under franchising and licensing agreements within “Net sales” and “Cost of sales, occupancy and buying expenses” in the Company’s Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss within its North America segment. The franchise fees the Company charges under the franchising agreements are reported in “Other expense (income), net” in the accompanying Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss within its Europe segment. Substantially all of the interest expense on the Company’s outstanding debt is recorded in the Company’s North America segment. Net sales, depreciation and amortization and operating income for the three and six months ended August 1, 2015 and August 2, 2014 are as follows (in thousands): Three Months Three Months Six Months Six Months Net sales: North America $ 210,567 $ 212,458 $ 416,295 $ 426,656 Europe 137,020 165,371 251,287 304,516 Total net sales 347,587 377,829 667,582 731,172 Depreciation and amortization: North America 10,166 10,838 19,359 28,022 Europe 5,468 6,962 10,829 13,242 Total depreciation and amortization 15,634 17,800 30,188 41,264 Operating income (loss) for reportable segments: North America 24,870 20,071 44,455 31,865 Europe 14,244 20,338 14,090 26,881 Total operating income for reportable segments 39,114 40,409 58,545 58,746 Severance and transaction-related costs 420 2,182 827 3,764 Consolidated operating income 38,694 38,227 57,718 54,982 Interest expense, net 55,044 54,557 109,464 109,316 Consolidated loss before income tax expense $ (16,350 ) $ (16,330 ) $ (51,746 ) $ (54,334 ) Excluded from operating income for the North America segment are severance and transaction-related costs of approximately $0.2 million and $1.1 million for the three months ended August 1, 2015 and August 2, 2014, respectively, and $0.4 million and $1.9 million for the six months ended August 1, 2015 and August 2, 2014, respectively. Excluded from operating loss for the Europe segment are severance and transaction-related costs of approximately $0.2 million and $1.1 million for the three months ended August 1, 2015 and August 2, 2014, respectively, and $0.4 million and $1.9 million for the six months ended August 1, 2015 and August 2, 2014, respectively.

Supplemental Financial Informat

Supplemental Financial Information	6 Months Ended
	Aug. 01, 2015
Supplemental Financial Information	10. Supplemental Financial Information On May 29, 2007, Claire’s Stores, Inc. (the “Issuer”), issued the Senior Subordinated Notes, (collectively, the “2007 Notes”). On March 4, 2011, the Issuer issued the Senior Secured Second Lien Notes, (collectively, the “2011 Notes”). On February 28, 2012, March 12, 2012 and September 20, 2012, the Issuer issued the 9.0% Senior Secured First Lien Notes (collectively, the “2012 Notes”). On March 15, 2013, the Issuer issued the 6.125% Senior Secured First Lien Notes and on May 14, 2013, the Issuer issued the 7.75% Senior Notes (collectively, the “2013 Notes”). The 2007 Notes and the 2011 Notes are irrevocably and unconditionally guaranteed, jointly and severally, by all wholly-owned domestic current and future subsidiaries of Claire’s Stores, Inc. that guarantee the Company’s U.S. Credit Facility. The 2012 Notes and the 2013 Notes are unconditionally guaranteed, jointly and severally, by all wholly-owned domestic current and future subsidiaries of Claire’s Stores, Inc. As of August 1, 2015 Claire’s Stores, Inc. owned 100% of its domestic subsidiaries that guarantee the 2007 Notes, 2011 Notes, 2012 Notes, and 2013 Notes. All guarantors are collectively referred to as the “Guarantors.” The Company’s other subsidiaries, principally its international subsidiaries including its European, Canadian and Asian subsidiaries (the “Non-Guarantors”), are not guarantors of these Notes. The tables in the following pages present the condensed consolidating financial information for the Issuer, the Guarantors and the Non-Guarantors, together with eliminations, as of and for the periods indicated. The consolidating financial information may not necessarily be indicative of the financial position, results of operations or cash flows had the Issuer, Guarantors and Non-Guarantors operated as independent entities. Condensed Consolidating Balance Sheet August 1, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents and restricted cash (1) $ 35,780 $ 5,450 $ 41,733 $ — $ 82,963 Inventories — 98,590 72,228 — 170,818 Prepaid expenses 1,083 1,717 16,539 — 19,339 Other current assets — 21,244 8,480 — 29,724 Total current assets 36,863 127,001 138,980 — 302,844 Property and equipment: Furniture, fixtures and equipment 5,132 161,013 84,150 — 250,295 Leasehold improvements 1,335 193,993 128,041 — 323,369 6,467 355,006 212,191 — 573,664 Accumulated depreciation and amortization (4,041 ) (245,955 ) (130,488 ) — (380,484 ) 2,426 109,051 81,703 — 193,180 Leased property under capital lease: Land and building — 18,055 — — 18,055 Accumulated depreciation and amortization — (4,965 ) — — (4,965 ) — 13,090 — — 13,090 Intercompany receivables — 192,922 — (192,922 ) — Investment in subsidiaries 1,992,092 (46,802 ) — (1,945,290 ) — Goodwill — 1,112,494 314,405 — 1,426,899 Intangible assets, net 274,000 972 228,468 — 503,440 Deferred financing costs, net 27,744 — 688 — 28,432 Other assets 485 4,721 40,193 — 45,399 2,294,321 1,264,307 583,754 (2,138,212 ) 2,004,170 Total assets $ 2,333,610 $ 1,513,449 $ 804,437 $ (2,138,212 ) $ 2,513,284 LIABILITIES AND STOCKHOLDER’S EQUITY (DEFICIT) Current liabilities: Revolving credit facility $ 111,300 $ — $ — $ — $ 111,300 Trade accounts payable (208 ) 30,233 51,277 — 81,302 Income taxes payable — (241 ) 3,839 — 3,598 Accrued interest payable 68,055 — 24 — 68,079 Accrued expenses and other current liabilities 5,503 37,419 43,723 — 86,645 Total current liabilities 184,650 67,411 98,863 — 350,924 Intercompany payables 163,932 — 28,990 (192,922 ) — Long-term debt 2,375,249 — — — 2,375,249 Obligation under capital lease — 16,838 — — 16,838 Deferred tax liability — 102,577 9,603 — 112,180 Deferred rent expense — 24,984 11,110 — 36,094 Unfavorable lease obligations and other long-term liabilities — 12,172 48 — 12,220 2,539,181 156,571 49,751 (192,922 ) 2,552,581 Stockholder’s equity (deficit): Common stock — 367 2 (369 ) — Additional paid in capital 618,764 1,435,909 797,656 (2,233,565 ) 618,764 Accumulated other comprehensive loss, net of tax (41,297 ) (5,121 ) (36,638 ) 41,759 (41,297 ) Accumulated deficit (967,688 ) (141,688 ) (105,197 ) 246,885 (967,688 ) (390,221 ) 1,289,467 655,823 (1,945,290 ) (390,221 ) Total liabilities and stockholder’s equity (deficit) $ 2,333,610 $ 1,513,449 $ 804,437 $ (2,138,212 ) $ 2,513,284 (1) Cash and cash equivalents include restricted cash of $336 for “Non-Guarantors”. Condensed Consolidating Balance Sheet January 31, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents and restricted cash (1) $ 3,480 $ 4,009 $ 21,926 $ — $ 29,415 Inventories — 82,949 62,959 — 145,908 Prepaid expenses 547 1,820 14,982 — 17,349 Other current assets — 19,607 7,867 — 27,474 Total current assets 4,027 108,385 107,734 — 220,146 Property and equipment: Furniture, fixtures and equipment 4,624 160,263 83,275 — 248,162 Leasehold improvements 1,335 194,571 128,400 — 324,306 5,959 354,834 211,675 — 572,468 Accumulated depreciation and amortization (3,629 ) (236,760 ) (124,647 ) — (365,036 ) 2,330 118,074 87,028 — 207,432 Leased property under capital lease: Land and building — 18,055 — — 18,055 Accumulated depreciation and amortization — (4,514 ) — — (4,514 ) — 13,541 — — 13,541 Intercompany receivables — 157,508 46,000 (203,508 ) — Investment in subsidiaries 2,011,504 (46,047 ) — (1,965,457 ) — Goodwill — 1,112,494 314,405 — 1,426,899 Intangible assets, net 274,000 1,391 234,971 — 510,362 Deferred financing costs, net 31,696 — 829 — 32,525 Other assets 453 4,010 41,208 1 45,672 2,317,653 1,229,356 637,413 (2,168,964 ) 2,015,458 Total assets $ 2,324,010 $ 1,469,356 $ 832,175 $ (2,168,964 ) $ 2,456,577 LIABILITIES AND STOCKHOLDER’S EQUITY (DEFICIT) Current liabilities: Trade accounts payable $ 1,385 $ 27,678 $ 40,763 $ — $ 69,826 Income taxes payable — 103 1,677 — 1,780 Accrued interest payable 67,765 — 25 — 67,790 Accrued expenses and other current liabilities 6,649 38,541 48,315 — 93,505 Total current liabilities 75,799 66,322 90,780 — 232,901 Intercompany payables 203,507 — — (203,507 ) — Long-term debt 2,376,478 — — — 2,376,478 Obligation under capital lease — 16,954 — — 16,954 Deferred tax liability — 102,550 10,665 — 113,215 Deferred rent expense — 24,887 10,378 — 35,265 Unfavorable lease obligations and other long-term liabilities — 13,454 84 — 13,538 2,579,985 157,845 21,127 (203,507 ) 2,555,450 Stockholder’s equity (deficit): Common stock — 367 2 (369 ) — Additional paid in capital 619,325 1,435,909 797,656 (2,233,565 ) 619,325 Accumulated other comprehensive loss, net of tax (37,698 ) (4,126 ) (34,565 ) 38,691 (37,698 ) Accumulated deficit (913,401 ) (186,961 ) (42,825 ) 229,786 (913,401 ) (331,774 ) 1,245,189 720,268 (1,965,457 ) (331,774 ) Total liabilities and stockholder’s equity (deficit) $ 2,324,010 $ 1,469,356 $ 832,175 $ (2,168,964 ) $ 2,456,577 (1) Cash and cash equivalents include restricted cash of $2,029 for “Non-Guarantors”. Condensed Consolidating Statement of Operations and Comprehensive Loss For The Three Months Ended August 1, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Net sales $ — $ 194,689 $ 152,898 $ — $ 347,587 Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) 29 100,824 78,223 — 179,076 Gross profit (deficit) (29 ) 93,865 74,675 — 168,511 Other expenses: Selling, general and administrative 3,583 60,669 52,117 — 116,369 Depreciation and amortization 211 9,210 6,213 — 15,634 Severance and transaction-related costs 226 3 191 — 420 Other (income) expense (1,657 ) 152 (1,101 ) — (2,606 ) 2,363 70,034 57,420 — 129,817 Operating income (loss) (2,392 ) 23,831 17,255 — 38,694 Interest expense, net 54,261 549 234 — 55,044 Income (loss) before income taxes (56,653 ) 23,282 17,021 — (16,350 ) Income tax expense (benefit) — 696 1,823 — 2,519 Income (loss) from continuing operations (56,653 ) 22,586 15,198 — (18,869 ) Equity in earnings (loss) of subsidiaries 37,784 366 — (38,150 ) — Net income (loss) (18,869 ) 22,952 15,198 (38,150 ) (18,869 ) Foreign currency translation adjustments (516 ) (689 ) 3,321 (2,632 ) (516 ) Net gain (loss) on intra-entity foreign currency transactions, net of tax (3,547 ) (1,850 ) (3,482 ) 5,332 (3,547 ) Other comprehensive income (loss) (4,063 ) (2,539 ) (161 ) 2,700 (4,063 ) Comprehensive income (loss) $ (22,932 ) $ 20,413 $ 15,037 $ (35,450 ) $ (22,932 ) Condensed Consolidating Statement of Operations and Comprehensive Loss For The Three Months Ended August 2, 2014 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Net sales $ — $ 195,933 $ 181,896 $ — $ 377,829 Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) (1,269 ) 100,785 90,219 — 189,735 Gross profit 1,269 95,148 91,677 — 188,094 Other expenses: Selling, general and administrative 3,549 64,103 61,562 — 129,214 Depreciation and amortization 714 9,247 7,839 — 17,800 Severance and transaction-related costs 1,073 0 1,109 — 2,182 Other (income) expense (1,968 ) (4 ) 2,643 — 671 3,368 73,346 73,153 — 149,867 Operating income (loss) (2,099 ) 21,802 18,524 — 38,227 Interest expense, net 54,006 558 (7 ) — 54,557 Income (loss) before income taxes (56,105 ) 21,244 18,531 — (16,330 ) Income tax expense — 706 3,538 — 4,244 Income (loss) from continuing operations (56,105 ) 20,538 14,993 — (20,574 ) Equity in earnings (loss) of subsidiaries 35,531 (98 ) — (35,433 ) — Net income (loss) (20,574 ) 20,440 14,993 (35,433 ) (20,574 ) Foreign currency translation adjustments (1,606 ) 170 (1,963 ) 1,793 (1,606 ) Net gain (loss) on intra-entity foreign currency transactions, net of tax (3,841 ) 166 (3,860 ) 3,694 (3,841 ) Other comprehensive income (loss) (5,447 ) 336 (5,823 ) 5,487 (5,447 ) Comprehensive income (loss) $ (26,021 ) $ 20,776 $ 9,170 $ (29,946 ) $ (26,021 ) Condensed Consolidating Statement of Operations and Comprehensive Loss For The Six Months Ended August 1, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Net sales $ — $ 387,197 $ 280,385 $ — $ 667,582 Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) 82 203,001 148,845 — 351,928 Gross profit (deficit) (82 ) 184,196 131,540 — 315,654 Other expenses: Selling, general and administrative 6,220 120,126 103,041 — 229,387 Depreciation and amortization 412 17,523 12,253 — 30,188 Severance and transaction-related costs 361 3 463 — 827 Other (income) expense (1,018 ) (615 ) (833 ) — (2,466 ) 5,975 137,037 114,924 — 257,936 Operating income (loss) (6,057 ) 47,159 16,616 — 57,718 Interest expense, net 107,889 1,092 483 — 109,464 Income (loss) before income taxes (113,946 ) 46,067 16,133 — (51,746 ) Income tax expense (benefit) — (495 ) 3,036 — 2,541 Income (loss) from continuing operations (113,946 ) 46,562 13,097 — (54,287 ) Equity in earnings (loss) of subsidiaries 59,659 (1,289 ) — (58,370 ) — Net income (loss) (54,287 ) 45,273 13,097 (58,370 ) (54,287 ) Foreign currency translation adjustments (601 ) (287 ) 876 (589 ) (601 ) Net gain on intra-entity foreign currency transactions, net of tax (2,998 ) (708 ) (2,949 ) 3,657 (2,998 ) Other comprehensive income (loss) (3,599 ) (995 ) (2,073 ) 3,068 (3,599 ) Comprehensive income (loss) $ (57,886 ) $ 44,278 $ 11,024 $ (55,302 ) $ (57,886 ) Condensed Consolidating Statement of Operations and Comprehensive Loss For The Six Months Ended August 2, 2014 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Net sales $ — $ 394,364 $ 336,808 $ — $ 731,172 Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) 515 203,797 172,493 — 376,805 Gross profit (deficit) (515 ) 190,567 164,315 — 354,367 Other expenses: Selling, general and administrative 7,516 125,801 121,855 — 255,172 Depreciation and amortization 1,999 21,558 17,707 — 41,264 Severance and transaction-related costs 1,697 1 2,066 — 3,764 Other (income) expense (4,141 ) (26 ) 3,352 — (815 ) 7,071 147,334 144,980 — 299,385 Operating income (loss) (7,586 ) 43,233 19,335 — 54,982 Interest expense, net 108,226 1,097 (7 ) — 109,316 Income (loss) before income taxes (115,812 ) 42,136 19,342 — (54,334 ) Income tax expense (benefit) — (1,041 ) 5,418 — 4,377 Income (loss) from continuing operations (115,812 ) 43,177 13,924 — (58,711 ) Equity in earnings (loss) of subsidiaries 57,101 (1,171 ) — (55,930 ) — Net income (loss) (58,711 ) 42,006 13,924 (55,930 ) (58,711 ) Foreign currency translation adjustments 181 295 (994 ) 699 181 Net gain on intra-entity foreign currency transactions, net of tax 782 524 792 (1,316 ) 782 Other comprehensive income (loss) 963 819 (202 ) (617 ) 963 Comprehensive income (loss) $ (57,748 ) $ 42,825 $ 13,722 $ (56,547 ) $ (57,748 ) Condensed Consolidating Statement of Cash Flows Six Months Ended August 1, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ (54,287 ) $ 45,273 $ 13,097 $ (58,370 ) $ (54,287 ) Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Equity in earnings of subsidiaries (59,659 ) 1,289 — 58,370 — Depreciation and amortization 412 17,523 12,253 — 30,188 Amortization of lease rights and other assets — — 1,551 — 1,551 Amortization of debt issuance costs 3,952 — 132 — 4,084 Accretion of debt premium (1,229 ) — — — (1,229 ) Net accretion of unfavorable lease obligations — (182 ) (7 ) — (189 ) Loss on sale/retirement of property and equipment, net — 248 — — 248 Gain on sale of intangible assets/lease rights — — (1,596 ) — (1,596 ) Stock-based compensation benefit (514 ) — (47 ) — (561 ) (Increase) decrease in: Inventories — (15,641 ) (10,026 ) — (25,667 ) Prepaid expenses (535 ) 103 (1,104 ) — (1,536 ) Other assets (32 ) (2,320 ) (2,136 ) — (4,488 ) Increase (decrease) in: Trade accounts payable (1,673 ) 3,051 10,135 — 11,513 Income taxes payable — (344 ) 2,153 — 1,809 Accrued interest payable 289 — (213 ) — 76 Accrued expenses and other liabilities (1,145 ) (1,869 ) (2,500 ) — (5,514 ) Deferred income taxes — — (134 ) — (134 ) Deferred rent expense — 97 2,835 — 2,932 Net cash provided by (used in) operating activities (114,421 ) 47,228 24,393 — (42,800 ) Cash flows from investing activities: Acquisition of property and equipment (427 ) (8,738 ) (5,214 ) — (14,379 ) Acquisition of intangible assets/lease rights — (25 ) (102 ) — (127 ) Proceeds from sale of intangible assets/lease rights — — 1,736 — 1,736 Net cash used in investing activities (427 ) (8,763 ) (3,580 ) — (12,770 ) Cash flows from financing activities: Proceeds from revolving credit facilities 156,300 — 93,898 — 250,198 Payments on revolving credit facilities (45,000 ) — (93,898 ) — (138,898 ) Payment of debt issuance costs — — (82 ) — (82 ) Principal payments on capital lease — (81 ) — — (81 ) Intercompany activity, net 35,848 (35,414 ) (434 ) — — Net cash provided by (used in) financing activities 147,148 (35,495 ) (516 ) — 111,137 Effect of foreign currency exchange rate changes on cash and cash equivalents — (1,529 ) 1,203 — (326 ) Net increase (decrease) in cash and cash equivalents 32,300 1,441 21,500 — 55,241 Cash and cash equivalents, at beginning of period 3,480 4,009 19,897 — 27,386 Cash and cash equivalents, at end of period 35,780 5,450 41,397 — 82,627 Restricted cash, at end of period — — 336 — 336 Cash and cash equivalents and restricted cash, at end of period 35,780 5,450 41,733 — 82,963 Condensed Consolidating Statement of Cash Flows Six Months Ended August 2, 2014 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ (58,711 ) $ 42,006 $ 13,924 $ (55,930 ) $ (58,711 ) Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Equity in earnings (loss) of subsidiaries (57,101 ) 1,171 — 55,930 — Depreciation and amortization 1,999 21,558 17,707 — 41,264 Amortization of lease rights and other assets — — 2,021 — 2,021 Amortization of debt issuance costs 3,998 — — — 3,998 Accretion of debt premium (1,129 ) — — — (1,129 ) Net accretion of unfavorable lease obligations — (242 ) (22 ) — (264 ) Loss on sale/retirement of property and equipment, net — 90 2 — 92 Loss on sale of intangible assets/lease rights — — 216 — 216 Stock-based compensation (benefit) expense (620 ) 115 132 — (373 ) (Increase) decrease in: Inventories — 3,386 5,208 — 8,594 Prepaid expenses (405 ) (69 ) (2,501 ) — (2,975 ) Other assets 306 (3,559 ) 1,050 — (2,203 ) Increase (decrease) in: Trade accounts payable (9,572 ) (3,492 ) 4,059 — (9,005 ) Income taxes payable — (148 ) (2,103 ) — (2,251 ) Accrued interest payable 524 — — — 524 Accrued expenses and other liabilities (974 ) 989 (1,160 ) — (1,145 ) Deferred income taxes — — 194 — 194 Deferred rent expense — 1,587 (173 ) — 1,414 Net cash provided by (used in) operating activities (121,685 ) 63,392 38,554 — (19,739 ) Cash flows from investing activities: Acquisition of property and equipment (522 ) (20,459 ) (9,966 ) — (30,947 ) Acquisition of intangible assets/lease rights — (59 ) (431 ) — (490 ) Net cash used in investing activities (522 ) (20,518 ) (10,397 ) — (31,437 ) Cash flows from financing activities: Proceeds from revolving credit facility 122,500 — — — 122,500 Payments on revolving credit facility (103,000 ) — — — (103,000 ) Payment of debt issuance costs (165 ) — — — (165 ) Principal payments on capital lease — (50 ) — — (50 ) Intercompany activity, net 94,329 (41,514 ) (52,815 ) — — Net cash provided by (used in) financing activities 113,664 (41,564 ) (52,815 ) — 19,285 Effect of foreign currency exchange rate changes on cash and cash equivalents (1 ) 1,121 (446 ) — 674 Net increase (decrease) in cash and cash equivalents (8,544 ) 2,431 (25,104 ) — (31,217 ) Cash and cash equivalents, at beginning of period 9,911 4,055 44,377 — 58,343 Cash and cash equivalents, at end of period 1,367 6,486 19,273 — 27,126

Debt (Tables)

Debt (Tables)	6 Months Ended
	Aug. 01, 2015
Components of Debt	Debt as of August 1, 2015 and January 31, 2015 included the following components (in thousands): August 1, 2015 January 31, 2015 U.S. senior secured revolving credit facility due 2017 $ 111,300 $ — Long-term debt: 10.5% Senior subordinated notes due 2017 $ 259,612 $ 259,612 9.0% Senior secured first lien notes due 2019 (1) 1,135,637 1,136,866 8.875% Senior secured second lien notes due 2019 450,000 450,000 6.125% Senior secured first lien notes due 2020 210,000 210,000 7.75% Senior notes due 2020 320,000 320,000 Total long-term debt $ 2,375,249 $ 2,376,478 Obligation under capital lease (including current portion) $ 17,043 $ 17,124 (1) Amounts include unamortized premium of $10,637 and $11,866 as of August 1, 2015 and January 31, 2015, respectively.

Accumulated Other Comprehensi18

Accumulated Other Comprehensive Income (Loss) (Tables)	6 Months Ended
	Aug. 01, 2015
Components of Accumulated Other Comprehensive Income (Loss), Net of Tax	The following summary sets forth the components of accumulated other comprehensive income (loss), net of tax as follows (in thousands, net of tax): Foreign Derivative Total Balance as of January 31, 2015 $ (43,430 ) $ 5,732 $ (37,698 ) Other comprehensive loss (3,599 ) — (3,599 ) Balance as of August 1, 2015 $ (47,029 ) $ 5,732 $ (41,297 )

Stock Options and Stock-Based19

Stock Options and Stock-Based Compensation (Tables)	6 Months Ended
	Aug. 01, 2015
Summary of Activity in Stock Option Plan	The following is a summary of activity in the Company’s stock option plan for the six months ended August 1, 2015: Number of Weighted- Average Weighted- Outstanding as of January 31, 2015 4,166,399 $ 10.00 Options granted 637,323 $ 6.58 Options exercised — Options forfeited (406,802 ) $ 10.00 Options expired (374,781 ) $ 10.00 Outstanding as of August 1, 2015 4,022,139 $ 9.46 4.8 Options vested and expected to vest as of August 1, 2015 3,615,899 $ 9.54 4.7 Exercisable as of August 1, 2015 1,754,987 $ 10.00 4.1

Segment Information (Tables)

Segment Information (Tables)	6 Months Ended
	Aug. 01, 2015
Net Sales, Depreciation and Amortization and Operating Income	Net sales, depreciation and amortization and operating income for the three and six months ended August 1, 2015 and August 2, 2014 are as follows (in thousands): Three Months Three Months Six Months Six Months Net sales: North America $ 210,567 $ 212,458 $ 416,295 $ 426,656 Europe 137,020 165,371 251,287 304,516 Total net sales 347,587 377,829 667,582 731,172 Depreciation and amortization: North America 10,166 10,838 19,359 28,022 Europe 5,468 6,962 10,829 13,242 Total depreciation and amortization 15,634 17,800 30,188 41,264 Operating income (loss) for reportable segments: North America 24,870 20,071 44,455 31,865 Europe 14,244 20,338 14,090 26,881 Total operating income for reportable segments 39,114 40,409 58,545 58,746 Severance and transaction-related costs 420 2,182 827 3,764 Consolidated operating income 38,694 38,227 57,718 54,982 Interest expense, net 55,044 54,557 109,464 109,316 Consolidated loss before income tax expense $ (16,350 ) $ (16,330 ) $ (51,746 ) $ (54,334 )

Supplemental Financial Inform21

Supplemental Financial Information (Tables)	6 Months Ended
	Aug. 01, 2015
Condensed Consolidating Balance Sheet	Condensed Consolidating Balance Sheet August 1, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents and restricted cash (1) $ 35,780 $ 5,450 $ 41,733 $ — $ 82,963 Inventories — 98,590 72,228 — 170,818 Prepaid expenses 1,083 1,717 16,539 — 19,339 Other current assets — 21,244 8,480 — 29,724 Total current assets 36,863 127,001 138,980 — 302,844 Property and equipment: Furniture, fixtures and equipment 5,132 161,013 84,150 — 250,295 Leasehold improvements 1,335 193,993 128,041 — 323,369 6,467 355,006 212,191 — 573,664 Accumulated depreciation and amortization (4,041 ) (245,955 ) (130,488 ) — (380,484 ) 2,426 109,051 81,703 — 193,180 Leased property under capital lease: Land and building — 18,055 — — 18,055 Accumulated depreciation and amortization — (4,965 ) — — (4,965 ) — 13,090 — — 13,090 Intercompany receivables — 192,922 — (192,922 ) — Investment in subsidiaries 1,992,092 (46,802 ) — (1,945,290 ) — Goodwill — 1,112,494 314,405 — 1,426,899 Intangible assets, net 274,000 972 228,468 — 503,440 Deferred financing costs, net 27,744 — 688 — 28,432 Other assets 485 4,721 40,193 — 45,399 2,294,321 1,264,307 583,754 (2,138,212 ) 2,004,170 Total assets $ 2,333,610 $ 1,513,449 $ 804,437 $ (2,138,212 ) $ 2,513,284 LIABILITIES AND STOCKHOLDER’S EQUITY (DEFICIT) Current liabilities: Revolving credit facility $ 111,300 $ — $ — $ — $ 111,300 Trade accounts payable (208 ) 30,233 51,277 — 81,302 Income taxes payable — (241 ) 3,839 — 3,598 Accrued interest payable 68,055 — 24 — 68,079 Accrued expenses and other current liabilities 5,503 37,419 43,723 — 86,645 Total current liabilities 184,650 67,411 98,863 — 350,924 Intercompany payables 163,932 — 28,990 (192,922 ) — Long-term debt 2,375,249 — — — 2,375,249 Obligation under capital lease — 16,838 — — 16,838 Deferred tax liability — 102,577 9,603 — 112,180 Deferred rent expense — 24,984 11,110 — 36,094 Unfavorable lease obligations and other long-term liabilities — 12,172 48 — 12,220 2,539,181 156,571 49,751 (192,922 ) 2,552,581 Stockholder’s equity (deficit): Common stock — 367 2 (369 ) — Additional paid in capital 618,764 1,435,909 797,656 (2,233,565 ) 618,764 Accumulated other comprehensive loss, net of tax (41,297 ) (5,121 ) (36,638 ) 41,759 (41,297 ) Accumulated deficit (967,688 ) (141,688 ) (105,197 ) 246,885 (967,688 ) (390,221 ) 1,289,467 655,823 (1,945,290 ) (390,221 ) Total liabilities and stockholder’s equity (deficit) $ 2,333,610 $ 1,513,449 $ 804,437 $ (2,138,212 ) $ 2,513,284 (1) Cash and cash equivalents include restricted cash of $336 for “Non-Guarantors”. Condensed Consolidating Balance Sheet January 31, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents and restricted cash (1) $ 3,480 $ 4,009 $ 21,926 $ — $ 29,415 Inventories — 82,949 62,959 — 145,908 Prepaid expenses 547 1,820 14,982 — 17,349 Other current assets — 19,607 7,867 — 27,474 Total current assets 4,027 108,385 107,734 — 220,146 Property and equipment: Furniture, fixtures and equipment 4,624 160,263 83,275 — 248,162 Leasehold improvements 1,335 194,571 128,400 — 324,306 5,959 354,834 211,675 — 572,468 Accumulated depreciation and amortization (3,629 ) (236,760 ) (124,647 ) — (365,036 ) 2,330 118,074 87,028 — 207,432 Leased property under capital lease: Land and building — 18,055 — — 18,055 Accumulated depreciation and amortization — (4,514 ) — — (4,514 ) — 13,541 — — 13,541 Intercompany receivables — 157,508 46,000 (203,508 ) — Investment in subsidiaries 2,011,504 (46,047 ) — (1,965,457 ) — Goodwill — 1,112,494 314,405 — 1,426,899 Intangible assets, net 274,000 1,391 234,971 — 510,362 Deferred financing costs, net 31,696 — 829 — 32,525 Other assets 453 4,010 41,208 1 45,672 2,317,653 1,229,356 637,413 (2,168,964 ) 2,015,458 Total assets $ 2,324,010 $ 1,469,356 $ 832,175 $ (2,168,964 ) $ 2,456,577 LIABILITIES AND STOCKHOLDER’S EQUITY (DEFICIT) Current liabilities: Trade accounts payable $ 1,385 $ 27,678 $ 40,763 $ — $ 69,826 Income taxes payable — 103 1,677 — 1,780 Accrued interest payable 67,765 — 25 — 67,790 Accrued expenses and other current liabilities 6,649 38,541 48,315 — 93,505 Total current liabilities 75,799 66,322 90,780 — 232,901 Intercompany payables 203,507 — — (203,507 ) — Long-term debt 2,376,478 — — — 2,376,478 Obligation under capital lease — 16,954 — — 16,954 Deferred tax liability — 102,550 10,665 — 113,215 Deferred rent expense — 24,887 10,378 — 35,265 Unfavorable lease obligations and other long-term liabilities — 13,454 84 — 13,538 2,579,985 157,845 21,127 (203,507 ) 2,555,450 Stockholder’s equity (deficit): Common stock — 367 2 (369 ) — Additional paid in capital 619,325 1,435,909 797,656 (2,233,565 ) 619,325 Accumulated other comprehensive loss, net of tax (37,698 ) (4,126 ) (34,565 ) 38,691 (37,698 ) Accumulated deficit (913,401 ) (186,961 ) (42,825 ) 229,786 (913,401 ) (331,774 ) 1,245,189 720,268 (1,965,457 ) (331,774 ) Total liabilities and stockholder’s equity (deficit) $ 2,324,010 $ 1,469,356 $ 832,175 $ (2,168,964 ) $ 2,456,577 (1) Cash and cash equivalents include restricted cash of $2,029 for “Non-Guarantors”.
Condensed Consolidating Statement of Operations and Comprehensive Loss	Condensed Consolidating Statement of Operations and Comprehensive Loss For The Three Months Ended August 1, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Net sales $ — $ 194,689 $ 152,898 $ — $ 347,587 Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) 29 100,824 78,223 — 179,076 Gross profit (deficit) (29 ) 93,865 74,675 — 168,511 Other expenses: Selling, general and administrative 3,583 60,669 52,117 — 116,369 Depreciation and amortization 211 9,210 6,213 — 15,634 Severance and transaction-related costs 226 3 191 — 420 Other (income) expense (1,657 ) 152 (1,101 ) — (2,606 ) 2,363 70,034 57,420 — 129,817 Operating income (loss) (2,392 ) 23,831 17,255 — 38,694 Interest expense, net 54,261 549 234 — 55,044 Income (loss) before income taxes (56,653 ) 23,282 17,021 — (16,350 ) Income tax expense (benefit) — 696 1,823 — 2,519 Income (loss) from continuing operations (56,653 ) 22,586 15,198 — (18,869 ) Equity in earnings (loss) of subsidiaries 37,784 366 — (38,150 ) — Net income (loss) (18,869 ) 22,952 15,198 (38,150 ) (18,869 ) Foreign currency translation adjustments (516 ) (689 ) 3,321 (2,632 ) (516 ) Net gain (loss) on intra-entity foreign currency transactions, net of tax (3,547 ) (1,850 ) (3,482 ) 5,332 (3,547 ) Other comprehensive income (loss) (4,063 ) (2,539 ) (161 ) 2,700 (4,063 ) Comprehensive income (loss) $ (22,932 ) $ 20,413 $ 15,037 $ (35,450 ) $ (22,932 ) Condensed Consolidating Statement of Operations and Comprehensive Loss For The Three Months Ended August 2, 2014 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Net sales $ — $ 195,933 $ 181,896 $ — $ 377,829 Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) (1,269 ) 100,785 90,219 — 189,735 Gross profit 1,269 95,148 91,677 — 188,094 Other expenses: Selling, general and administrative 3,549 64,103 61,562 — 129,214 Depreciation and amortization 714 9,247 7,839 — 17,800 Severance and transaction-related costs 1,073 0 1,109 — 2,182 Other (income) expense (1,968 ) (4 ) 2,643 — 671 3,368 73,346 73,153 — 149,867 Operating income (loss) (2,099 ) 21,802 18,524 — 38,227 Interest expense, net 54,006 558 (7 ) — 54,557 Income (loss) before income taxes (56,105 ) 21,244 18,531 — (16,330 ) Income tax expense — 706 3,538 — 4,244 Income (loss) from continuing operations (56,105 ) 20,538 14,993 — (20,574 ) Equity in earnings (loss) of subsidiaries 35,531 (98 ) — (35,433 ) — Net income (loss) (20,574 ) 20,440 14,993 (35,433 ) (20,574 ) Foreign currency translation adjustments (1,606 ) 170 (1,963 ) 1,793 (1,606 ) Net gain (loss) on intra-entity foreign currency transactions, net of tax (3,841 ) 166 (3,860 ) 3,694 (3,841 ) Other comprehensive income (loss) (5,447 ) 336 (5,823 ) 5,487 (5,447 ) Comprehensive income (loss) $ (26,021 ) $ 20,776 $ 9,170 $ (29,946 ) $ (26,021 ) Condensed Consolidating Statement of Operations and Comprehensive Loss For The Six Months Ended August 1, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Net sales $ — $ 387,197 $ 280,385 $ — $ 667,582 Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) 82 203,001 148,845 — 351,928 Gross profit (deficit) (82 ) 184,196 131,540 — 315,654 Other expenses: Selling, general and administrative 6,220 120,126 103,041 — 229,387 Depreciation and amortization 412 17,523 12,253 — 30,188 Severance and transaction-related costs 361 3 463 — 827 Other (income) expense (1,018 ) (615 ) (833 ) — (2,466 ) 5,975 137,037 114,924 — 257,936 Operating income (loss) (6,057 ) 47,159 16,616 — 57,718 Interest expense, net 107,889 1,092 483 — 109,464 Income (loss) before income taxes (113,946 ) 46,067 16,133 — (51,746 ) Income tax expense (benefit) — (495 ) 3,036 — 2,541 Income (loss) from continuing operations (113,946 ) 46,562 13,097 — (54,287 ) Equity in earnings (loss) of subsidiaries 59,659 (1,289 ) — (58,370 ) — Net income (loss) (54,287 ) 45,273 13,097 (58,370 ) (54,287 ) Foreign currency translation adjustments (601 ) (287 ) 876 (589 ) (601 ) Net gain on intra-entity foreign currency transactions, net of tax (2,998 ) (708 ) (2,949 ) 3,657 (2,998 ) Other comprehensive income (loss) (3,599 ) (995 ) (2,073 ) 3,068 (3,599 ) Comprehensive income (loss) $ (57,886 ) $ 44,278 $ 11,024 $ (55,302 ) $ (57,886 ) Condensed Consolidating Statement of Operations and Comprehensive Loss For The Six Months Ended August 2, 2014 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Net sales $ — $ 394,364 $ 336,808 $ — $ 731,172 Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below) 515 203,797 172,493 — 376,805 Gross profit (deficit) (515 ) 190,567 164,315 — 354,367 Other expenses: Selling, general and administrative 7,516 125,801 121,855 — 255,172 Depreciation and amortization 1,999 21,558 17,707 — 41,264 Severance and transaction-related costs 1,697 1 2,066 — 3,764 Other (income) expense (4,141 ) (26 ) 3,352 — (815 ) 7,071 147,334 144,980 — 299,385 Operating income (loss) (7,586 ) 43,233 19,335 — 54,982 Interest expense, net 108,226 1,097 (7 ) — 109,316 Income (loss) before income taxes (115,812 ) 42,136 19,342 — (54,334 ) Income tax expense (benefit) — (1,041 ) 5,418 — 4,377 Income (loss) from continuing operations (115,812 ) 43,177 13,924 — (58,711 ) Equity in earnings (loss) of subsidiaries 57,101 (1,171 ) — (55,930 ) — Net income (loss) (58,711 ) 42,006 13,924 (55,930 ) (58,711 ) Foreign currency translation adjustments 181 295 (994 ) 699 181 Net gain on intra-entity foreign currency transactions, net of tax 782 524 792 (1,316 ) 782 Other comprehensive income (loss) 963 819 (202 ) (617 ) 963 Comprehensive income (loss) $ (57,748 ) $ 42,825 $ 13,722 $ (56,547 ) $ (57,748 )
Condensed Consolidating Statement of Cash Flows	Condensed Consolidating Statement of Cash Flows Six Months Ended August 1, 2015 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ (54,287 ) $ 45,273 $ 13,097 $ (58,370 ) $ (54,287 ) Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Equity in earnings of subsidiaries (59,659 ) 1,289 — 58,370 — Depreciation and amortization 412 17,523 12,253 — 30,188 Amortization of lease rights and other assets — — 1,551 — 1,551 Amortization of debt issuance costs 3,952 — 132 — 4,084 Accretion of debt premium (1,229 ) — — — (1,229 ) Net accretion of unfavorable lease obligations — (182 ) (7 ) — (189 ) Loss on sale/retirement of property and equipment, net — 248 — — 248 Gain on sale of intangible assets/lease rights — — (1,596 ) — (1,596 ) Stock-based compensation benefit (514 ) — (47 ) — (561 ) (Increase) decrease in: Inventories — (15,641 ) (10,026 ) — (25,667 ) Prepaid expenses (535 ) 103 (1,104 ) — (1,536 ) Other assets (32 ) (2,320 ) (2,136 ) — (4,488 ) Increase (decrease) in: Trade accounts payable (1,673 ) 3,051 10,135 — 11,513 Income taxes payable — (344 ) 2,153 — 1,809 Accrued interest payable 289 — (213 ) — 76 Accrued expenses and other liabilities (1,145 ) (1,869 ) (2,500 ) — (5,514 ) Deferred income taxes — — (134 ) — (134 ) Deferred rent expense — 97 2,835 — 2,932 Net cash provided by (used in) operating activities (114,421 ) 47,228 24,393 — (42,800 ) Cash flows from investing activities: Acquisition of property and equipment (427 ) (8,738 ) (5,214 ) — (14,379 ) Acquisition of intangible assets/lease rights — (25 ) (102 ) — (127 ) Proceeds from sale of intangible assets/lease rights — — 1,736 — 1,736 Net cash used in investing activities (427 ) (8,763 ) (3,580 ) — (12,770 ) Cash flows from financing activities: Proceeds from revolving credit facilities 156,300 — 93,898 — 250,198 Payments on revolving credit facilities (45,000 ) — (93,898 ) — (138,898 ) Payment of debt issuance costs — — (82 ) — (82 ) Principal payments on capital lease — (81 ) — — (81 ) Intercompany activity, net 35,848 (35,414 ) (434 ) — — Net cash provided by (used in) financing activities 147,148 (35,495 ) (516 ) — 111,137 Effect of foreign currency exchange rate changes on cash and cash equivalents — (1,529 ) 1,203 — (326 ) Net increase (decrease) in cash and cash equivalents 32,300 1,441 21,500 — 55,241 Cash and cash equivalents, at beginning of period 3,480 4,009 19,897 — 27,386 Cash and cash equivalents, at end of period 35,780 5,450 41,397 — 82,627 Restricted cash, at end of period — — 336 — 336 Cash and cash equivalents and restricted cash, at end of period 35,780 5,450 41,733 — 82,963 Condensed Consolidating Statement of Cash Flows Six Months Ended August 2, 2014 (in thousands) Issuer Guarantors Non- Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ (58,711 ) $ 42,006 $ 13,924 $ (55,930 ) $ (58,711 ) Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Equity in earnings (loss) of subsidiaries (57,101 ) 1,171 — 55,930 — Depreciation and amortization 1,999 21,558 17,707 — 41,264 Amortization of lease rights and other assets — — 2,021 — 2,021 Amortization of debt issuance costs 3,998 — — — 3,998 Accretion of debt premium (1,129 ) — — — (1,129 ) Net accretion of unfavorable lease obligations — (242 ) (22 ) — (264 ) Loss on sale/retirement of property and equipment, net — 90 2 — 92 Loss on sale of intangible assets/lease rights — — 216 — 216 Stock-based compensation (benefit) expense (620 ) 115 132 — (373 ) (Increase) decrease in: Inventories — 3,386 5,208 — 8,594 Prepaid expenses (405 ) (69 ) (2,501 ) — (2,975 ) Other assets 306 (3,559 ) 1,050 — (2,203 ) Increase (decrease) in: Trade accounts payable (9,572 ) (3,492 ) 4,059 — (9,005 ) Income taxes payable — (148 ) (2,103 ) — (2,251 ) Accrued interest payable 524 — — — 524 Accrued expenses and other liabilities (974 ) 989 (1,160 ) — (1,145 ) Deferred income taxes — — 194 — 194 Deferred rent expense — 1,587 (173 ) — 1,414 Net cash provided by (used in) operating activities (121,685 ) 63,392 38,554 — (19,739 ) Cash flows from investing activities: Acquisition of property and equipment (522 ) (20,459 ) (9,966 ) — (30,947 ) Acquisition of intangible assets/lease rights — (59 ) (431 ) — (490 ) Net cash used in investing activities (522 ) (20,518 ) (10,397 ) — (31,437 ) Cash flows from financing activities: Proceeds from revolving credit facility 122,500 — — — 122,500 Payments on revolving credit facility (103,000 ) — — — (103,000 ) Payment of debt issuance costs (165 ) — — — (165 ) Principal payments on capital lease — (50 ) — — (50 ) Intercompany activity, net 94,329 (41,514 ) (52,815 ) — — Net cash provided by (used in) financing activities 113,664 (41,564 ) (52,815 ) — 19,285 Effect of foreign currency exchange rate changes on cash and cash equivalents (1 ) 1,121 (446 ) — 674 Net increase (decrease) in cash and cash equivalents (8,544 ) 2,431 (25,104 ) — (31,217 ) Cash and cash equivalents, at beginning of period 9,911 4,055 44,377 — 58,343 Cash and cash equivalents, at end of period 1,367 6,486 19,273 — 27,126

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) - Entity [Domain] - USD ($) $ in Thousands	Aug. 01, 2015	Jan. 31, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long term debt, fair value	$ 1,610,000	$ 1,900,000
Long term debt, carrying value	$ 2,375,249	$ 2,376,478

Components of Debt (Detail)

Components of Debt (Detail) - Entity [Domain] - USD ($) $ in Thousands		Aug. 01, 2015	Jan. 31, 2015
Debt Instrument [Line Items]
Revolving credit facilities		$ 111,300
Long-term debt:
Long-term Debt		2,375,249	$ 2,376,478
Obligation under capital lease (including current portion)		17,043	17,124
U.S. senior secured revolving credit facility due 2017
Debt Instrument [Line Items]
Revolving credit facilities		111,300
10.5% Senior subordinated notes due 2017
Long-term debt:
Long-term Debt		259,612	259,612
9.0% Senior secured first lien notes due 2019
Long-term debt:
Long-term Debt	[1]	1,135,637	1,136,866
8.875% Senior secured second lien notes due 2019
Long-term debt:
Long-term Debt		450,000	450,000
6.125% Senior secured first lien notes due 2020
Long-term debt:
Long-term Debt		210,000	210,000
7.75% Senior notes due 2020
Long-term debt:
Long-term Debt		$ 320,000	$ 320,000
[1]	Amounts include unamortized premium of $10,637 and $11,866 as of August 1, 2015 and January 31, 2015, respectively.

Components of Debt (Parenthetic

Components of Debt (Parenthetical) (Detail) - Entity [Domain] - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Aug. 01, 2015	Jan. 31, 2015
Debt Instrument [Line Items]
Unamortized premium	$ 10,637	$ 11,866
10.5% Senior subordinated notes due 2017
Debt Instrument [Line Items]
Long-term Debt, interest rate	10.50%	10.50%
Long-term Debt, due date	2,017	2,017
9.0% Senior secured first lien notes due 2019
Debt Instrument [Line Items]
Long-term Debt, interest rate	9.00%	9.00%
Long-term Debt, due date	2,019	2,019
8.875% Senior secured second lien notes due 2019
Debt Instrument [Line Items]
Long-term Debt, interest rate	8.875%	8.875%
Long-term Debt, due date	2,019	2,019
6.125% Senior secured first lien notes due 2020
Debt Instrument [Line Items]
Long-term Debt, interest rate	6.125%	6.125%
Long-term Debt, due date	2,020	2,020
7.75% Senior notes due 2020
Debt Instrument [Line Items]
Long-term Debt, interest rate	7.75%	7.75%
Long-term Debt, due date	2,020	2,020
U.S. senior secured revolving credit facility due 2017
Debt Instrument [Line Items]
Senior secured revolving credit facility, due date	2,017

Debt - Additional Information (

Debt - Additional Information (Detail) - Entity [Domain] - USD ($) $ in Millions	Oct. 31, 2015	Oct. 02, 2014	Aug. 01, 2015	Jan. 31, 2015
Debt Instrument [Line Items]
Outstanding letters of credit			$ 15
Total Net Secured Leverage Ratio			600.00%
Scenario, Forecast | Ratio commencing with the third quarter of Fiscal 2015 through 2016, except the fourth quarter of 2015 and 2016
Debt Instrument [Line Items]
Total Net Secured Leverage Ratio	675.00%
Scenario, Forecast | Ratio applicable for the fourth quarter of Fiscal 2015 and 2016
Debt Instrument [Line Items]
Total Net Secured Leverage Ratio	635.00%
Euro Revolver
Debt Instrument [Line Items]
Credit facilities borrowing capacity			$ 2.3
Long-term Debt, interest rate		2.50%
Revolving credit facilities		$ 50
Revolving credit facilities, terminate date		Aug. 20, 2017
Revolving credit facilities, amended date		Jul. 15, 2015
Revolving credit facilities, interest rate terms		Interest at 2.50% per annum plus the Euro Interbank Offered Rate as in effect for interest periods of one, three or six months or any other period agreed upon.
Revolving credit facilities, percentage of unused facility amount payable as facility fee		0.875%
Covenant		The Europe Credit Facility contains customary affirmative and negative covenants applicable to Claire’s Gibraltar and its subsidiaries, events of default and provisions relating to mandatory and voluntary payments, which include an annual requirement that for at least 5 successive Business Days in each year no loans under the Europe Credit Facility may be outstanding. The Europe Credit Facility also contains covenants that require Claire’s Gibraltar to maintain particular financial ratios so long as any amounts are outstanding under the facility: a Fixed Charge Cover Ratio not lower than 1.5:1.0 based upon the ratio of adjusted earnings before interest, taxes, depreciation, amortization, and rent to net interest and rent for each period of four consecutive fiscal quarters and a Leverage Ratio not more than 1.5:1.0 based upon the ratio of net debt to adjusted earnings before interest, taxes, depreciation and amortization for each period of four consecutive fiscal quarters.
Reduction in indebtedness under credit facility			2.2
Line Of Credit Facility Remaining Borrowing Capacity			$ 0.1
Euro Revolver | Minimum
Debt Instrument [Line Items]
Number of successive business days required		5 days
Fixed Charge Cover Ratio		150.00%
Euro Revolver | Maximum
Debt Instrument [Line Items]
Leverage Ratio		150.00%
10.5% Senior subordinated notes due 2017
Debt Instrument [Line Items]
Long-term Debt, interest rate			10.50%	10.50%
Long-term Debt, due date			2,017	2,017
8.875% Senior secured second lien notes due 2019
Debt Instrument [Line Items]
Long-term Debt, interest rate			8.875%	8.875%
Long-term Debt, due date			2,019	2,019
9.0% Senior secured first lien notes due 2019
Debt Instrument [Line Items]
Long-term Debt, interest rate			9.00%	9.00%
Long-term Debt, due date			2,019	2,019
6.125% Senior secured first lien notes due 2020
Debt Instrument [Line Items]
Long-term Debt, interest rate			6.125%	6.125%
Long-term Debt, due date			2,020	2,020
7.75% Senior notes due 2020
Debt Instrument [Line Items]
Long-term Debt, interest rate			7.75%	7.75%
Long-term Debt, due date			2,020	2,020
U.S. Credit Facility
Debt Instrument [Line Items]
Credit facilities borrowing capacity			$ 115

Components of Accumulated Other

Components of Accumulated Other Comprehensive Income (Loss), Net of Tax (Detail) - Entity [Domain] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated comprehensive income, beginning balance			$ (37,698)
Other comprehensive loss	$ (4,063)	$ (5,447)	(3,599)	$ 963
Accumulated comprehensive income, ending balance	(41,297)		(41,297)
Foreign Currency Items
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated comprehensive income, beginning balance			(43,430)
Other comprehensive loss			(3,599)
Accumulated comprehensive income, ending balance	(47,029)		(47,029)
Derivative Instrument
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated comprehensive income, beginning balance			5,732
Accumulated comprehensive income, ending balance	$ 5,732		$ 5,732

Summary of Activity in Stock Op

Summary of Activity in Stock Option Plan (Detail) - Aug. 01, 2015 - $ / shares	Total
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding as of January 31, 2015	4,166,399
Options granted	637,323
Options exercised	0
Options forfeited	(406,802)
Options expired	(374,781)
Outstanding as of August 1, 2015	4,022,139
Options vested and expected to vest as of August 1, 2015	3,615,899
Exercisable as of August 1, 2015	1,754,987
Outstanding as of January 31, 2015, Weighted-Average Exercise Price	$ 10
Options granted, Weighted-Average Exercise Price	6.58
Options exercised, Weighted-Average Exercise Price	0
Options forfeited, Weighted-Average Exercise Price	10
Options expired, Weighted-Average Exercise Price	10
Outstanding as of August 1, 2015, Weighted-Average Exercise Price	9.46
Options vested and expected to vest as of August 1, 2015, Weighted-Average Exercise Price	9.54
Exercisable as of August 1, 2015, Weighted-Average Exercise Price	$ 10
Outstanding as of August 1, 2015, Weighted Average Remaining Contractual Term	4 years 9 months 18 days
Options vested and expected to vest as of August 1, 2015, Weighted Average Remaining Contractual Term	4 years 8 months 12 days
Exercisable as of August 1, 2015,Weighted Average Remaining Contractual Term	4 years 1 month 6 days

Stock Options and Stock-Based28

Stock Options and Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value of options granted			$ 0.51	$ 0.04
Additional paid-in capital relating to stock-based compensation	$ 0.1	$ (0.1)	$ (0.6)	$ (0.4)
Reversals of stock compensation expense	$ 0		$ 0.7

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail)	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Income Tax Disclosure [Line Items]
Effective income tax rate	(15.40%)	(26.00%)	(4.90%)	(8.10%)
U.S. income taxes at statutory federal rate	35.00%	35.00%	35.00%	35.00%

Segment Information - Additiona

Segment Information - Additional Information (Detail) - Entity [Domain] $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015USD ($)	Aug. 02, 2014USD ($)	Aug. 01, 2015USD ($)Segment	Aug. 02, 2014USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments | Segment			2
Severance and transaction-related costs	$ 420	$ 2,182	$ 827	$ 3,764
North America
Segment Reporting Information [Line Items]
Severance and transaction-related costs	200	1,100	400	1,900
Europe
Segment Reporting Information [Line Items]
Severance and transaction-related costs	$ 200	$ 1,100	$ 400	$ 1,900

Net Sales, Depreciation and Amo

Net Sales, Depreciation and Amortization and Operating Income (Detail) - Entity [Domain] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Segment Reporting Information [Line Items]
Net sales	$ 347,587	$ 377,829	$ 667,582	$ 731,172
Depreciation and amortization	15,634	17,800	30,188	41,264
Severance and transaction-related costs	420	2,182	827	3,764
Operating income	38,694	38,227	57,718	54,982
Interest expense, net	55,044	54,557	109,464	109,316
Consolidated loss before income tax expense	(16,350)	(16,330)	(51,746)	(54,334)
Operating Segments
Segment Reporting Information [Line Items]
Operating income	39,114	40,409	58,545	58,746
North America
Segment Reporting Information [Line Items]
Net sales	210,567	212,458	416,295	426,656
Depreciation and amortization	10,166	10,838	19,359	28,022
Severance and transaction-related costs	200	1,100	400	1,900
North America | Operating Segments
Segment Reporting Information [Line Items]
Operating income	24,870	20,071	44,455	31,865
Europe
Segment Reporting Information [Line Items]
Net sales	137,020	165,371	251,287	304,516
Depreciation and amortization	5,468	6,962	10,829	13,242
Severance and transaction-related costs	200	1,100	400	1,900
Europe | Operating Segments
Segment Reporting Information [Line Items]
Operating income	$ 14,244	$ 20,338	$ 14,090	$ 26,881

Supplemental Financial Inform32

Supplemental Financial Information - Additional Information (Detail)	Aug. 01, 2015	May. 14, 2013	Mar. 15, 2013	Sep. 20, 2012	Mar. 12, 2012	Feb. 28, 2012
Debt Instrument [Line Items]
Percentage of ownership of domestic subsidiaries	100.00%
2012 Notes | Issuer
Debt Instrument [Line Items]
Percentage senior secured first lien notes				9.00%	9.00%	9.00%
2013 Notes | Issuer
Debt Instrument [Line Items]
Percentage senior secured first lien notes		7.75%	6.125%

Condensed Consolidating Balance

Condensed Consolidating Balance Sheet (Detail) - USD ($) $ in Thousands	Aug. 01, 2015		Jan. 31, 2015		Aug. 02, 2014
Current assets:
Cash and cash equivalents and restricted cash	$ 82,963	[1]	$ 29,415	[2]	$ 27,126
Inventories	170,818		145,908
Prepaid expenses	19,339		17,349
Other current assets	29,724		27,474
Total current assets	302,844		220,146
Property and equipment:
Furniture, fixtures and equipment	250,295		248,162
Leasehold improvements	323,369		324,306
Total property and equipment	573,664		572,468
Accumulated depreciation and amortization	(380,484)		(365,036)
Total property and equipment, net	193,180		207,432
Leased property under capital lease:
Land and building	18,055		18,055
Accumulated depreciation and amortization	(4,965)		(4,514)
Total leased property under capital lease	13,090		13,541
Goodwill	1,426,899		1,426,899
Intangible assets, net	503,440		510,362
Deferred financing costs, net	28,432		32,525
Other assets	45,399		45,672
Total other noncurrent assets	2,004,170		2,015,458
Total assets	2,513,284		2,456,577
Current liabilities:
Revolving credit facility	111,300
Trade accounts payable	81,302		69,826
Income taxes payable	3,598		1,780
Accrued interest payable	68,079		67,790
Accrued expenses and other current liabilities	86,645		93,505
Total current liabilities	350,924		232,901
Long-term Debt	2,375,249		2,376,478
Obligation under capital lease	16,838		16,954
Deferred tax liability	112,180		113,215
Deferred rent expense	36,094		35,265
Unfavorable lease obligations and other long-term liabilities	12,220		13,538
Total Non current liabilities	2,552,581		2,555,450
Stockholder's equity (deficit):
Common stock	0		0
Additional paid-in capital	618,764		619,325
Accumulated other comprehensive loss, net of tax	(41,297)		(37,698)
Accumulated deficit	(967,688)		(913,401)
Total stockholder's deficit	(390,221)		(331,774)
Total liabilities and stockholder's deficit	2,513,284		2,456,577
Issuer
Current assets:
Cash and cash equivalents and restricted cash	35,780	[1]	3,480	[2]
Prepaid expenses	1,083		547
Total current assets	36,863		4,027
Property and equipment:
Furniture, fixtures and equipment	5,132		4,624
Leasehold improvements	1,335		1,335
Total property and equipment	6,467		5,959
Accumulated depreciation and amortization	(4,041)		(3,629)
Total property and equipment, net	2,426		2,330
Leased property under capital lease:
Investment in subsidiaries	1,992,092		2,011,504
Intangible assets, net	274,000		274,000
Deferred financing costs, net	27,744		31,696
Other assets	485		453
Total other noncurrent assets	2,294,321		2,317,653
Total assets	2,333,610		2,324,010
Current liabilities:
Revolving credit facility	111,300
Trade accounts payable	(208)		1,385
Accrued interest payable	68,055		67,765
Accrued expenses and other current liabilities	5,503		6,649
Total current liabilities	184,650		75,799
Intercompany payables	163,932		203,507
Long-term Debt	2,375,249		2,376,478
Total Non current liabilities	2,539,181		2,579,985
Stockholder's equity (deficit):
Additional paid-in capital	618,764		619,325
Accumulated other comprehensive loss, net of tax	(41,297)		(37,698)
Accumulated deficit	(967,688)		(913,401)
Total stockholder's deficit	(390,221)		(331,774)
Total liabilities and stockholder's deficit	2,333,610		2,324,010
Guarantors
Current assets:
Cash and cash equivalents and restricted cash	5,450	[1]	4,009	[2]
Inventories	98,590		82,949
Prepaid expenses	1,717		1,820
Other current assets	21,244		19,607
Total current assets	127,001		108,385
Property and equipment:
Furniture, fixtures and equipment	161,013		160,263
Leasehold improvements	193,993		194,571
Total property and equipment	355,006		354,834
Accumulated depreciation and amortization	(245,955)		(236,760)
Total property and equipment, net	109,051		118,074
Leased property under capital lease:
Land and building	18,055		18,055
Accumulated depreciation and amortization	(4,965)		(4,514)
Total leased property under capital lease	13,090		13,541
Intercompany receivables	192,922		157,508
Investment in subsidiaries	(46,802)		(46,047)
Goodwill	1,112,494		1,112,494
Intangible assets, net	972		1,391
Other assets	4,721		4,010
Total other noncurrent assets	1,264,307		1,229,356
Total assets	1,513,449		1,469,356
Current liabilities:
Trade accounts payable	30,233		27,678
Income taxes payable	(241)		103
Accrued expenses and other current liabilities	37,419		38,541
Total current liabilities	67,411		66,322
Obligation under capital lease	16,838		16,954
Deferred tax liability	102,577		102,550
Deferred rent expense	24,984		24,887
Unfavorable lease obligations and other long-term liabilities	12,172		13,454
Total Non current liabilities	156,571		157,845
Stockholder's equity (deficit):
Common stock	367		367
Additional paid-in capital	1,435,909		1,435,909
Accumulated other comprehensive loss, net of tax	(5,121)		(4,126)
Accumulated deficit	(141,688)		(186,961)
Total stockholder's deficit	1,289,467		1,245,189
Total liabilities and stockholder's deficit	1,513,449		1,469,356
Non-Guarantors
Current assets:
Cash and cash equivalents and restricted cash	41,733	[1]	21,926	[2]
Inventories	72,228		62,959
Prepaid expenses	16,539		14,982
Other current assets	8,480		7,867
Total current assets	138,980		107,734
Property and equipment:
Furniture, fixtures and equipment	84,150		83,275
Leasehold improvements	128,041		128,400
Total property and equipment	212,191		211,675
Accumulated depreciation and amortization	(130,488)		(124,647)
Total property and equipment, net	81,703		87,028
Leased property under capital lease:
Intercompany receivables			46,000
Goodwill	314,405		314,405
Intangible assets, net	228,468		234,971
Deferred financing costs, net	688		829
Other assets	40,193		41,208
Total other noncurrent assets	583,754		637,413
Total assets	804,437		832,175
Current liabilities:
Trade accounts payable	51,277		40,763
Income taxes payable	3,839		1,677
Accrued interest payable	24		25
Accrued expenses and other current liabilities	43,723		48,315
Total current liabilities	98,863		90,780
Intercompany payables	28,990
Deferred tax liability	9,603		10,665
Deferred rent expense	11,110		10,378
Unfavorable lease obligations and other long-term liabilities	48		84
Total Non current liabilities	49,751		21,127
Stockholder's equity (deficit):
Common stock	2		2
Additional paid-in capital	797,656		797,656
Accumulated other comprehensive loss, net of tax	(36,638)		(34,565)
Accumulated deficit	(105,197)		(42,825)
Total stockholder's deficit	655,823		720,268
Total liabilities and stockholder's deficit	804,437		832,175
Eliminations
Leased property under capital lease:
Intercompany receivables	(192,922)		(203,508)
Investment in subsidiaries	(1,945,290)		(1,965,457)
Other assets			1
Total other noncurrent assets	(2,138,212)		(2,168,964)
Total assets	(2,138,212)		(2,168,964)
Current liabilities:
Intercompany payables	(192,922)		(203,507)
Total Non current liabilities	(192,922)		(203,507)
Stockholder's equity (deficit):
Common stock	(369)		(369)
Additional paid-in capital	(2,233,565)		(2,233,565)
Accumulated other comprehensive loss, net of tax	41,759		38,691
Accumulated deficit	246,885		229,786
Total stockholder's deficit	(1,945,290)		(1,965,457)
Total liabilities and stockholder's deficit	$ (2,138,212)		$ (2,168,964)
[1]	Cash and cash equivalents include restricted cash of $336 for "Non-Guarantors".
[2]	Cash and cash equivalents include restricted cash of $2,029 for "Non-Guarantors".

Condensed Consolidating Balan34

Condensed Consolidating Balance Sheet (Parenthetical) (Detail) - USD ($) $ in Thousands	Aug. 01, 2015	Jan. 31, 2015
Restricted cash	$ 336	$ 2,029
Non-Guarantors
Restricted cash	$ 336	$ 2,029

Condensed Consolidating Stateme

Condensed Consolidating Statement of Operations and Comprehensive Loss (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Net sales	$ 347,587	$ 377,829	$ 667,582	$ 731,172
Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below)	179,076	189,735	351,928	376,805
Gross profit (deficit)	168,511	188,094	315,654	354,367
Other expenses:
Selling, general and administrative	116,369	129,214	229,387	255,172
Depreciation and amortization	15,634	17,800	30,188	41,264
Severance and transaction-related costs	420	2,182	827	3,764
Other (income) expense	(2,606)	671	(2,466)	(815)
Total other expenses	129,817	149,867	257,936	299,385
Operating income (loss)	38,694	38,227	57,718	54,982
Interest expense, net	55,044	54,557	109,464	109,316
Income (loss) before income taxes	(16,350)	(16,330)	(51,746)	(54,334)
Income tax expense (benefit)	2,519	4,244	2,541	4,377
Income (loss) from continuing operations	(18,869)	(20,574)	(54,287)	(58,711)
Net income (loss)	(18,869)	(20,574)	(54,287)	(58,711)
Foreign currency translation adjustments	(516)	(1,606)	(601)	181
Net gain (loss) on intra-entity foreign currency transactions, net of tax	(3,547)	(3,841)	(2,998)	782
Other comprehensive income (loss)	(4,063)	(5,447)	(3,599)	963
Comprehensive income (loss)	(22,932)	(26,021)	(57,886)	(57,748)
Issuer
Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below)	29	(1,269)	82	515
Gross profit (deficit)	(29)	1,269	(82)	(515)
Other expenses:
Selling, general and administrative	3,583	3,549	6,220	7,516
Depreciation and amortization	211	714	412	1,999
Severance and transaction-related costs	226	1,073	361	1,697
Other (income) expense	(1,657)	(1,968)	(1,018)	(4,141)
Total other expenses	2,363	3,368	5,975	7,071
Operating income (loss)	(2,392)	(2,099)	(6,057)	(7,586)
Interest expense, net	54,261	54,006	107,889	108,226
Income (loss) before income taxes	(56,653)	(56,105)	(113,946)	(115,812)
Income (loss) from continuing operations	(56,653)	(56,105)	(113,946)	(115,812)
Equity in earnings (loss) of subsidiaries	37,784	35,531	59,659	57,101
Net income (loss)	(18,869)	(20,574)	(54,287)	(58,711)
Foreign currency translation adjustments	(516)	(1,606)	(601)	181
Net gain (loss) on intra-entity foreign currency transactions, net of tax	(3,547)	(3,841)	(2,998)	782
Other comprehensive income (loss)	(4,063)	(5,447)	(3,599)	963
Comprehensive income (loss)	(22,932)	(26,021)	(57,886)	(57,748)
Guarantors
Net sales	194,689	195,933	387,197	394,364
Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below)	100,824	100,785	203,001	203,797
Gross profit (deficit)	93,865	95,148	184,196	190,567
Other expenses:
Selling, general and administrative	60,669	64,103	120,126	125,801
Depreciation and amortization	9,210	9,247	17,523	21,558
Severance and transaction-related costs	3	0	3	1
Other (income) expense	152	(4)	(615)	(26)
Total other expenses	70,034	73,346	137,037	147,334
Operating income (loss)	23,831	21,802	47,159	43,233
Interest expense, net	549	558	1,092	1,097
Income (loss) before income taxes	23,282	21,244	46,067	42,136
Income tax expense (benefit)	696	706	(495)	(1,041)
Income (loss) from continuing operations	22,586	20,538	46,562	43,177
Equity in earnings (loss) of subsidiaries	366	(98)	(1,289)	(1,171)
Net income (loss)	22,952	20,440	45,273	42,006
Foreign currency translation adjustments	(689)	170	(287)	295
Net gain (loss) on intra-entity foreign currency transactions, net of tax	(1,850)	166	(708)	524
Other comprehensive income (loss)	(2,539)	336	(995)	819
Comprehensive income (loss)	20,413	20,776	44,278	42,825
Non-Guarantors
Net sales	152,898	181,896	280,385	336,808
Cost of sales, occupancy and buying expenses (exclusive of depreciation and amortization shown separately below)	78,223	90,219	148,845	172,493
Gross profit (deficit)	74,675	91,677	131,540	164,315
Other expenses:
Selling, general and administrative	52,117	61,562	103,041	121,855
Depreciation and amortization	6,213	7,839	12,253	17,707
Severance and transaction-related costs	191	1,109	463	2,066
Other (income) expense	(1,101)	2,643	(833)	3,352
Total other expenses	57,420	73,153	114,924	144,980
Operating income (loss)	17,255	18,524	16,616	19,335
Interest expense, net	234	(7)	483	(7)
Income (loss) before income taxes	17,021	18,531	16,133	19,342
Income tax expense (benefit)	1,823	3,538	3,036	5,418
Income (loss) from continuing operations	15,198	14,993	13,097	13,924
Net income (loss)	15,198	14,993	13,097	13,924
Foreign currency translation adjustments	3,321	(1,963)	876	(994)
Net gain (loss) on intra-entity foreign currency transactions, net of tax	(3,482)	(3,860)	(2,949)	792
Other comprehensive income (loss)	(161)	(5,823)	(2,073)	(202)
Comprehensive income (loss)	15,037	9,170	11,024	13,722
Eliminations
Other expenses:
Equity in earnings (loss) of subsidiaries	(38,150)	(35,433)	(58,370)	(55,930)
Net income (loss)	(38,150)	(35,433)	(58,370)	(55,930)
Foreign currency translation adjustments	(2,632)	1,793	(589)	699
Net gain (loss) on intra-entity foreign currency transactions, net of tax	5,332	3,694	3,657	(1,316)
Other comprehensive income (loss)	2,700	5,487	3,068	(617)
Comprehensive income (loss)	$ (35,450)	$ (29,946)	$ (55,302)	$ (56,547)

Condensed Consolidating State36

Condensed Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Aug. 01, 2015		Aug. 02, 2014	Aug. 01, 2015		Aug. 02, 2014	Jan. 31, 2015
Cash flows from operating activities:
Net income (loss)	$ (18,869)		$ (20,574)	$ (54,287)		$ (58,711)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	15,634		17,800	30,188		41,264
Amortization of lease rights and other assets				1,551		2,021
Amortization of debt issuance costs				4,084		3,998
Accretion of debt premium				(1,229)		(1,129)
Net accretion of unfavorable lease obligations				(189)		(264)
Loss on sale/retirement of property and equipment, net				248		92
(Gain) loss on sale of intangible assets/lease rights				(1,596)		216
Stock-based compensation (benefit) expense				(561)		(373)
(Increase) decrease in:
Inventories				(25,667)		8,594
Prepaid expenses				(1,536)		(2,975)
Other assets				(4,488)		(2,203)
Increase (decrease) in:
Trade accounts payable				11,513		(9,005)
Income taxes payable				1,809		(2,251)
Accrued interest payable				76		524
Accrued expenses and other liabilities				(5,514)		(1,145)
Deferred income taxes				(134)		194
Deferred rent expense				2,932		1,414
Net cash provided by (used in) operating activities				(42,800)		(19,739)
Cash flows from investing activities:
Acquisition of property and equipment				(14,379)		(30,947)
Acquisition of intangible assets/lease rights				(127)		(490)
Proceeds from sale of intangible assets/lease rights				1,736
Net cash used in investing activities				(12,770)		(31,437)
Cash flows from financing activities:
Proceeds from revolving credit facilities				250,198		122,500
Payments on revolving credit facilities				(138,898)		(103,000)
Payment of debt issuance costs				(82)		(165)
Principal payments on capital lease				(81)		(50)
Net cash provided by (used in) financing activities				111,137		19,285
Effect of foreign currency exchange rate changes on cash and cash equivalents				(326)		674
Net increase (decrease) in cash and cash equivalents				55,241		(31,217)
Cash and cash equivalents, at beginning of period				27,386		58,343
Cash and cash equivalents, at end of period	82,627		27,126	82,627		27,126
Restricted cash, at end of period	336			336			$ 2,029
Cash and cash equivalents and restricted cash, at end of period	82,963	[1]	27,126	82,963	[1]	27,126	29,415	[2]
Issuer
Cash flows from operating activities:
Net income (loss)	(18,869)		(20,574)	(54,287)		(58,711)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Equity in earnings (loss) of subsidiaries	(37,784)		(35,531)	(59,659)		(57,101)
Depreciation and amortization	211		714	412		1,999
Amortization of debt issuance costs				3,952		3,998
Accretion of debt premium				(1,229)		(1,129)
Stock-based compensation (benefit) expense				(514)		(620)
(Increase) decrease in:
Prepaid expenses				(535)		(405)
Other assets				(32)		306
Increase (decrease) in:
Trade accounts payable				(1,673)		(9,572)
Accrued interest payable				289		524
Accrued expenses and other liabilities				(1,145)		(974)
Net cash provided by (used in) operating activities				(114,421)		(121,685)
Cash flows from investing activities:
Acquisition of property and equipment				(427)		(522)
Net cash used in investing activities				(427)		(522)
Cash flows from financing activities:
Proceeds from revolving credit facilities				156,300		122,500
Payments on revolving credit facilities				(45,000)		(103,000)
Payment of debt issuance costs						(165)
Intercompany activity, net				35,848		94,329
Net cash provided by (used in) financing activities				147,148		113,664
Effect of foreign currency exchange rate changes on cash and cash equivalents						(1)
Net increase (decrease) in cash and cash equivalents				32,300		(8,544)
Cash and cash equivalents, at beginning of period				3,480		9,911
Cash and cash equivalents, at end of period	35,780		1,367	35,780		1,367
Cash and cash equivalents and restricted cash, at end of period	35,780	[1]		35,780	[1]		3,480	[2]
Guarantors
Cash flows from operating activities:
Net income (loss)	22,952		20,440	45,273		42,006
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Equity in earnings (loss) of subsidiaries	(366)		98	1,289		1,171
Depreciation and amortization	9,210		9,247	17,523		21,558
Net accretion of unfavorable lease obligations				(182)		(242)
Loss on sale/retirement of property and equipment, net				248		90
Stock-based compensation (benefit) expense						115
(Increase) decrease in:
Inventories				(15,641)		3,386
Prepaid expenses				103		(69)
Other assets				(2,320)		(3,559)
Increase (decrease) in:
Trade accounts payable				3,051		(3,492)
Income taxes payable				(344)		(148)
Accrued expenses and other liabilities				(1,869)		989
Deferred rent expense				97		1,587
Net cash provided by (used in) operating activities				47,228		63,392
Cash flows from investing activities:
Acquisition of property and equipment				(8,738)		(20,459)
Acquisition of intangible assets/lease rights				(25)		(59)
Net cash used in investing activities				(8,763)		(20,518)
Cash flows from financing activities:
Principal payments on capital lease				(81)		(50)
Intercompany activity, net				(35,414)		(41,514)
Net cash provided by (used in) financing activities				(35,495)		(41,564)
Effect of foreign currency exchange rate changes on cash and cash equivalents				(1,529)		1,121
Net increase (decrease) in cash and cash equivalents				1,441		2,431
Cash and cash equivalents, at beginning of period				4,009		4,055
Cash and cash equivalents, at end of period	5,450		6,486	5,450		6,486
Cash and cash equivalents and restricted cash, at end of period	5,450	[1]		5,450	[1]		4,009	[2]
Non-Guarantors
Cash flows from operating activities:
Net income (loss)	15,198		14,993	13,097		13,924
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	6,213		7,839	12,253		17,707
Amortization of lease rights and other assets				1,551		2,021
Amortization of debt issuance costs				132
Net accretion of unfavorable lease obligations				(7)		(22)
Loss on sale/retirement of property and equipment, net						2
(Gain) loss on sale of intangible assets/lease rights				(1,596)		216
Stock-based compensation (benefit) expense				(47)		132
(Increase) decrease in:
Inventories				(10,026)		5,208
Prepaid expenses				(1,104)		(2,501)
Other assets				(2,136)		1,050
Increase (decrease) in:
Trade accounts payable				10,135		4,059
Income taxes payable				2,153		(2,103)
Accrued interest payable				(213)
Accrued expenses and other liabilities				(2,500)		(1,160)
Deferred income taxes				(134)		194
Deferred rent expense				2,835		(173)
Net cash provided by (used in) operating activities				24,393		38,554
Cash flows from investing activities:
Acquisition of property and equipment				(5,214)		(9,966)
Acquisition of intangible assets/lease rights				(102)		(431)
Proceeds from sale of intangible assets/lease rights				1,736
Net cash used in investing activities				(3,580)		(10,397)
Cash flows from financing activities:
Proceeds from revolving credit facilities				93,898
Payments on revolving credit facilities				(93,898)
Payment of debt issuance costs				(82)
Intercompany activity, net				(434)		(52,815)
Net cash provided by (used in) financing activities				(516)		(52,815)
Effect of foreign currency exchange rate changes on cash and cash equivalents				1,203		(446)
Net increase (decrease) in cash and cash equivalents				21,500		(25,104)
Cash and cash equivalents, at beginning of period				19,897		44,377
Cash and cash equivalents, at end of period	41,397		19,273	41,397		19,273
Restricted cash, at end of period	336			336			2,029
Cash and cash equivalents and restricted cash, at end of period	41,733	[1]		41,733	[1]		$ 21,926	[2]
Eliminations
Cash flows from operating activities:
Net income (loss)	(38,150)		(35,433)	(58,370)		(55,930)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Equity in earnings (loss) of subsidiaries	$ 38,150		$ 35,433	$ 58,370		$ 55,930
[1]	Cash and cash equivalents include restricted cash of $336 for "Non-Guarantors".
[2]	Cash and cash equivalents include restricted cash of $2,029 for "Non-Guarantors".