Compensation and Employee Benefit Plans [Text Block] | Note 10. Benefit Plans 401(k) Savings Plan Each segment of the Company offers a 401(k) Savings Plan to eligible employees meeting certain age and service requirements. The fye segment offers a 401(k) plan which permits participants to contribute up to 80% of their salary, including bonuses, up to the maximum allowable by IRS regulations. The Company matches 50% of the first 6% of employee contributions after completing one year of service. Participants are immediately vested in their voluntary contributions plus actual earnings thereon. Participant vesting of the Company’s matching contribution is based on the years of service completed by the participant. Participants are fully vested upon the completion of four years of service. The etailz segment offers a 401(k) plan which permits participants to contribute up to the maximum allowable by IRS regulations. The Company matches 100% of the first 6% of employee contributions after completing one year of service. Participants are immediately vested in their voluntary contributions plus actual earnings thereon. Participant vesting of the Company’s matching contribution is based on the years of service completed by the participant. Participants are fully vested upon the completion of three years of service. All participant forfeitures of non-vested benefits are used to reduce the Company’s contributions or fees in future years. Total expense related to the Company’s matching contributions was approximately $525,000, $592,000 and $424,000 in fiscal 2017, 2016 and 2015, respectively. Stock Award Plans The Company has outstanding awards under three employee stock award plans, the 2005 Long Term Incentive and Share Award Plan, the Amended and Restated 2005 Long Term Incentive and Share Award Plan (the “Old Plans”); and the 2005 Long Term Incentive and Share Award Plan (as amended and restated April 5, 2017 (the “New Plan”). Collectively, these plans are referred to herein as the Stock Award Plans. Additionally, the Company had a stock award plan for non-employee directors (the “1990 Plan”). The Company no longer issues stock options under the Old Plans or the 1990 Plan. Equity awards authorized for issuance under the New Plan total 5.0 million. As of February 3, 2018, of the awards authorized for issuance under the Stock Award Plans, 2.8 million were granted and are outstanding, 1.4 million of which were vested and exercisable. Shares available for future grants of options and other share based awards under the New Plan at February 3, 2018 were 4.9 million. Shares available for future grants of options and other share based awards at February 3, 2018 were 1.1 million. Total stock-based compensation expense, related to Company based Stock Award Plans, recognized in the Consolidated Statements of Operations for fiscal 2017, fiscal 2016 and fiscal 2015 was $0.6 million, $0.6 million and $0.5 million, respectively. During fiscal 2017, fiscal 2016 and fiscal 2015, the related total deferred tax benefit was $0. As of February 3, 2018, there was $0.8 million of unrecognized compensation cost related to stock option awards that is expected to be recognized as expense over a weighted average period of 2.5 years. Stock awards typically vest ratably over 4 years and expire ten years after the date of grant. In connection with the acquisition of etailz, the Company issued 1,572,552 restricted shares of Company common stock to a key etailz employee, with a grant date fair value of $3.56 per share. These shares vest ratably through January 2019. As of February 3, 2018, the Company recognized $3.1 million of compensation cost related to these restricted shares. As of February 3, 2018, there was approximately $2.5 million of unrecognized compensation cost related to these restricted shares that is expected to be recognized as expense over a weighted average period of 1.0 year. The fair values of the options granted have been estimated at the date of grant using the Black - Scholes option pricing model with the following assumptions: 2017 2016 2015 Dividend yield 0% 0% 0% Expected stock price volatility 40.1%-46.4% 38.0%-47.5% 39.7%-50.2% Risk-free interest rate 1.74%-2.39% 1.06%-2.18% 1.32%-1.94% Expected award life ( in years) 5.64-5.71 4.92-6.98 4.92-5.71 Weighted average fair value per share of awards granted during the year $0.73 $1.19 $1.49 The following table summarizes information about stock awards outstanding under the Company’s Stock Award Plans as of February 3, 2018: Outstanding Exercisable Weighted Weighted Average Average Aggregate Average Aggregate Exercise Remaining Exercise Intrinsic Exercise Intrinsic Price Range Shares Life Price Value Shares Price Value $0.00-$2.66 932,000 6.9 1.94 $— 352,000 $2.86 $— 2.67-3.50 721,000 7.2 3.35 — 480,000 6.72 — 3.51-4.87 932,914 7.6 3.95 — 479,164 3.29 — Total 2,585,914 7.2 $3.06 $— 1,311,164 $3.29 $— The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value based on the Company’s closing common stock price of $1.60 as of February 3, 2018, which would have been received by the award holders had all award holders under the Stock Award Plans exercised their awards as of that date. The following table summarizes stock option activity under the Stock Award Plans: Employee and Director Stock Award Plans Number of Shares Subject To Option Stock Award Exercise Price Range Per Weighted Average Exercise Price Other Share Awards (1) Weighted Average Grant Date Value Balance January 31, 2015 2,471,850 $1.73-$14.32 $6.81 237,400 $3.75 Granted 380,000 3.40-3.88 3.72 23,774 3.59 Exercised/vested (8,000) 1.73-2.53 2.33 (50,000) 0.00 Forfeited (18,500) 1.73-4.87 3.62 — 0.00 Canceled (713,525) 1.73-14.32 13.28 — 0.10 Balance January 30, 2016 2,111,825 $1.73-$6.41 $4.04 211,174 $3.79 Granted 1,009,664 2.80-3.90 3.66 68,097 3.84 Exercised/vested (18,000) 1.73-2.53 2.09 (108,344) 3.68 Forfeited (38,250) 2.53-4.87 3.82 — 0.00 Canceled (605,675) 2.53-6.41 5.23 — 0.00 Balance January 28, 2017 2,459,564 $1.73-$5.50 $3.58 170,927 $3.63 Granted 680,000 1.60-1.85 1.84 65,000 1.85 Exercised/vested — — — (52,500) 3.50 Forfeited (389,500) 1.85-4.87 3.23 (5,000) 3.53 Canceled (164,150) 3.79-5.50 5.43 - 0.00 Balance February 3, 2018 2,585,914 $1.60-$4.87 $3.06 178,427 $3.26 (1) Other Share Awards include deferred shares granted to executives and Directors. During fiscal 2017 and 2016, the Company did not issue any deferred shares to non-employee directors. During fiscal 2015, the Company recognized approximately $9,000 in expenses for deferred shares issued to non-employee directors. ($ in thousands) Stock Option Exercises 2017 2016 2015 Cash received for exercise price — $39 $19 Intrinsic value — $25 $12 Defined Benefit Plans The Company maintains a non-qualified Supplemental Executive Retirement Plan (“SERP”) for certain Executive Officers of the Company. The SERP, which is unfunded, provides eligible executives defined pension benefits that supplement benefits under other retirement arrangements. The annual benefit amount is based on salary and bonus at the time of retirement and number of years of service. Prior to June 1, 2003, the Company had provided the Board of Directors with a noncontributory, unfunded retirement plan (“Director Retirement Plan”) that paid retired directors an annual retirement benefit. For fiscal 2017, 2016, and 2015, net periodic benefit cost recognized under both plans totaled approximately $0.6 million, $0.8 million, and $1.0 million, respectively. The accrued pension liability for both plans was approximately $18.3 million and $18.7 million at February 3, 2018 and January 28, 2017, respectively, and is recorded within other long term liabilities on the Consolidated Balance Sheets. The accumulated benefit obligation for both plans was $18.4 million and $19.0 million for the fiscal years ended February 3, 2018 and January 28, 2017, respectively. The following is a summary of the Company’s defined benefit pension plans as of each fiscal year-end : Obligation and funded status: ($ in thousands) February 3, January 28, Change in Projected Benefit Obligation: Benefit obligation at beginning of year $ 18,700 $ 19,026 Service cost 63 61 Interest cost 555 549 Actuarial loss 177 196 Benefits paid (1,161 ) (1,132 ) Benefit obligation at end of year $ 18,334 $ 18,700 Fair value of plan assets at end of year $ - $ - Funded status $ (18,334 ) $ (18,700 ) Unrecognized prior service cost - 17 Unrecognized net actuarial gain (102 ) (315 ) Accrued benefit cost $ (18,436 ) $ (18,998 ) Amounts recognized in the Consolidated Balance Sheets consist of: February 3, January 28, ($ in thousands) Current liability $ (1,199 ) $ (1,161 ) Long term liability (17,135 ) (17,539 ) Add: Accumulated other comprehensive income (102 ) (298 ) Net amount recognized $ (18,436 ) $ (18,998 ) Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Loss: Net Periodic Benefit Cost: Fiscal Year 2017 2016 2015 Service cost $ 63 $ 61 $ 66 Interest cost 555 549 583 Amortization of prior service cost 17 220 342 Amortization of actuarial net gain (36 ) (14 ) (34 ) Net periodic benefit cost $ 599 $ 816 $ 957 Other Changes in Benefit Obligations Recognized in Other Comprehensive (Income) Loss: 2017 2016 Net prior service cost recognized as a component of net periodic benefit cost $ (17) $ (220) Net actuarial gain recognized as a component of net periodic benefit cost 36 14 Net actuarial losses arising during the period 177 196 196 (10) Income tax effect - - Total recognized in other comprehensive (income) loss $ 196 $ (10) Total recognized in net periodic benefit cost and other comprehensive loss $ 795 $ 806 The pre-tax components of accumulated other comprehensive loss, which have not yet been recognized as components of net periodic benefit cost as of February 3, 2018, January 28, 2017, and January 30, 2016 and the tax effect are summarized below. ($ in thousands) February 3, January 28, January 30, 2018 2017 2016 Net unrecognized actuarial gain ($102) ($315) ($525) Net unrecognized prior service cost - 17 237 Accumulated other comprehensive income ($102) ($298) ($288) Tax expense 1,100 1,100 1,100 Accumulated other comprehensive loss $998 $802 $812 Fiscal Year 2017 2016 Weighted-average assumptions used to determine benefit obligation: Discount rate 3.42% 3.58% Salary increase rate 3.00% 3.00% Measurement date Jan 31, 2018 Jan 28, 2017 Fiscal Year 2017 2016 2015 Weighted-average assumptions used to determine net periodic benefit cost: Discount rate 3.16% 3.63% 3.00% Salary increase rate 3.00% 3.00% 3.00% The discount rate is based on the rates implicit in high-quality fixed-income investments currently available as of the measurement date. The Citigroup Pension Discount Curve (CPDC) rates are intended to represent the spot rates implied by the high quality corporate bond market in the U.S. The projected benefit payments attributed to the projected benefit obligation have been discounted using the CPDC mid-year rates and the discount rate is the single constant rate that produces the same total present value. The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid: Year Pension Benefits ( $ in thousands 2018 1,199 2019 1,199 2020 1,192 2021 1,184 2022 1,149 2023 – 2027 6,510 Accumulated Other Comprehensive Loss ($ in thousands) Pension January 28, 2017 ($802 ) Other comprehensive loss before reclassifications (196 ) February 3, 2018 ($998 ) |