Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2015 | Dec. 31, 2015 | Apr. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Oct. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ZQKSQ | ||
Entity Registrant Name | QUIKSILVER INC | ||
Entity Central Index Key | 805,305 | ||
Current Fiscal Year End Date | --10-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 172,114,522 | ||
Entity Public Float | $ 226 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Income Statement [Abstract] | |||
Revenues, net | $ 1,345,940 | $ 1,571,454 | $ 1,819,544 |
Cost of goods sold | 724,560 | 808,244 | 943,972 |
Gross profit | 621,380 | 763,210 | 875,572 |
Selling, general and administrative expense | 692,824 | 827,181 | 857,557 |
Goodwill impairment | 79,583 | 178,197 | 0 |
Asset impairments | 38,955 | 10,934 | 12,327 |
Operating (loss)/income | (189,982) | (253,102) | 5,688 |
Interest expense, net (contractual interest of $73,164 for 2015) | 66,729 | 75,991 | 71,049 |
Foreign currency loss | 6,108 | 2,658 | 4,689 |
Reorganization items | 35,236 | 0 | 0 |
Loss before provision/(benefit) for income taxes | (298,055) | (331,751) | (70,050) |
Provision/(Benefit) for income taxes | 15,637 | (4,357) | 166,220 |
Loss from continuing operations | (313,692) | (327,394) | (236,270) |
Income from discontinued operations, net of tax (includes net gain on sale of $6,580 and $29,742 for the years ended October 31, 2015 and 2014, respectively) | 6,732 | 9,440 | 5,886 |
Net loss | (306,960) | (317,954) | (230,384) |
Less: net loss attributable to non-controlling interest | 788 | 9,891 | 960 |
Net loss attributable to Quiksilver, Inc. | $ (306,172) | $ (308,063) | $ (229,424) |
Loss per share from continuing operations attributable to Quiksilver, Inc. (usd per share) | $ (1.83) | $ (1.92) | $ (1.41) |
Income per share from discontinued operations attributable to Quiksilver, Inc. (usd per share) | 0.04 | 0.11 | 0.04 |
Net loss per share attributable to Quiksilver, Inc. (usd per share) | (1.79) | (1.81) | (1.37) |
Loss per share from continuing operations attributable to Quiksilver, Inc., assuming dilution (usd per share) | (1.83) | (1.92) | (1.41) |
Income per share from discontinued operations attributable to Quiksilver, Inc., assuming dilution (usd per share) | 0.04 | 0.11 | 0.04 |
Net loss per share attributable to Quiksilver, Inc., assuming dilution (usd per share) | $ (1.79) | $ (1.81) | $ (1.37) |
Weighted average common shares outstanding, basic | 171,494 | 170,492 | 167,255 |
Weighted average common shares outstanding, diluted | 171,494 | 170,492 | 167,255 |
Amounts attributable to Quiksilver, Inc.: | |||
Loss from continuing operations | $ (313,692) | $ (327,033) | $ (235,625) |
Income from discontinued operations, net of tax | 7,520 | 18,970 | 6,201 |
Net loss attributable to Quiksilver, Inc. | $ (306,172) | $ (308,063) | $ (229,424) |
Consolidated Statements of Ope3
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2015 | Oct. 31, 2014 | |
Income Statement [Abstract] | ||
Contractual interest | $ 73,164 | |
Gain on sale of discontinued operations | $ 6,580 | $ 29,742 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (306,960) | $ (317,954) | $ (230,384) |
Other comprehensive (loss)/income: | |||
Foreign currency translation adjustment | (47,373) | (25,314) | (2,147) |
Reclassification adjustment for realized loss on derivative instruments transferred to earnings, net of tax benefit of $(1,699) (2015), $(748) (2014), and $0 (2013) | (23,660) | (597) | (8,137) |
Reclassification adjustment for realized foreign currency loss transferred to earnings, net of tax benefit of $0 (2015), $0 (2014), and $0 (2013) | 0 | 0 | (343) |
Net unrealized gain/(loss) on derivative instruments, net of tax provision of $1,511 (2015), $1,232 (2014), and $0 (2013) | 28,690 | 9,281 | (1,867) |
Comprehensive loss | (349,303) | (334,584) | (242,878) |
Comprehensive loss attributable to non-controlling interest | 788 | 9,891 | 960 |
Comprehensive loss attributable to Quiksilver, Inc. | $ (348,515) | $ (324,693) | $ (241,918) |
Consolidated Statements of Com5
Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Statement of Partners' Capital [Abstract] | |||
Reclassification adjustment on derivative instruments transferred to earnings, tax | $ (1,699) | $ (748) | $ 0 |
Reclassification adjustment for realized foreign currency gain (loss) transferred to earnings, tax | 0 | 0 | 0 |
Tax provision (benefit) on net gain/(loss) on derivative instruments | $ 1,511 | $ 1,232 | $ 0 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 31, 2015 | Oct. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 36,461 | $ 46,664 |
Restricted cash | 2,521 | 4,687 |
Trade accounts receivable, net | 213,493 | 311,014 |
Income taxes receivable | 6,042 | 0 |
Other receivables | 25,189 | 40,847 |
Inventories | 295,062 | 284,517 |
Deferred income taxes - current | 0 | 4,926 |
Prepaid expenses and other current assets | 29,338 | 28,080 |
Current portion of assets held for sale | 0 | 20,265 |
Total current assets | 608,106 | 741,000 |
Restricted cash | 650 | 16,514 |
Fixed assets, net | 160,379 | 213,768 |
Intangible assets, net | 114,363 | 135,510 |
Goodwill | 0 | 80,622 |
Other assets | 29,014 | 47,086 |
Deferred income taxes - long-term | 10,011 | 16,088 |
Assets held for sale, net of current portion | 0 | 5,394 |
Total assets | 922,523 | 1,255,982 |
Current liabilities: | ||
Lines of credit | 25,143 | 32,929 |
Debtor-in-possession financing | 87,734 | 0 |
Accounts payable | 143,517 | 168,307 |
Accrued liabilities | 90,111 | 112,701 |
Current portion of long-term debt | 220,518 | 2,432 |
Income taxes payable | 5,237 | 1,124 |
Deferred income taxes - current | 0 | 19,628 |
Current portion of liabilities associated with assets held for sale | 0 | 13,266 |
Total current liabilities not subject to compromise | 572,260 | 350,387 |
Long-term debt, net of current portion | 903 | 793,229 |
Income taxes payable - long-term | 9,438 | 8,683 |
Other long-term liabilities | 20,344 | 30,659 |
Deferred income taxes - long-term | 33,585 | 16,790 |
Total liabilities not subject to compromise | 636,530 | 1,199,748 |
Liabilities subject to compromise | 575,660 | 0 |
Total liabilities | 1,212,190 | 1,199,748 |
Equity/(Deficit): | ||
Preferred stock, $0.01 par value, authorized shares - 5,000,000; issued and outstanding shares – none | 0 | 0 |
Common stock, $0.01 par value, authorized shares - 285,000,000; issued shares – 174,999,722 (2015) and 174,057,410 (2014) | 1,750 | 1,741 |
Additional paid-in capital | 593,995 | 589,032 |
Treasury stock, 2,885,200 shares | (6,778) | (6,778) |
Accumulated deficit | (893,579) | (587,407) |
Accumulated other comprehensive income | 14,945 | 57,288 |
Total Quiksilver, Inc. stockholders’ equity/(deficit) | (289,667) | 53,876 |
Non-controlling interest | 0 | 2,358 |
Total equity/(deficit) | (289,667) | 56,234 |
Total liabilities and equity/(deficit) | $ 922,523 | $ 1,255,982 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Oct. 31, 2015 | Oct. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 285,000,000 | 285,000,000 |
Common stock, shares issued | 174,999,722 | 174,057,410 |
Treasury stock, shares | 2,885,200 | 2,885,200 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity/(Deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Income | Non- Controlling Interest |
Beginning balance at Oct. 31, 2012 | $ 595,637 | $ 1,691 | $ 545,306 | $ (6,778) | $ (49,920) | $ 86,412 | $ 18,926 |
Beginning balance, shares at Oct. 31, 2012 | 169,066,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options | $ 8,769 | $ 30 | 8,739 | ||||
Exercise of stock options (shares) | 2,985,792 | 2,986,000 | |||||
Stock compensation expense | $ 21,556 | 21,556 | |||||
Restricted stock | 0 | $ 1 | (1) | ||||
Restricted stock, shares | 78,000 | ||||||
Employee stock purchase plan | 1,175 | $ 4 | 1,171 | ||||
Employee stock purchase plan, shares | 449,000 | ||||||
Transactions with non-controlling interest holders | (59) | (45) | (14) | ||||
Net loss and other comprehensive loss | (242,878) | (229,424) | (12,494) | (960) | |||
Ending balance at Oct. 31, 2013 | 384,200 | $ 1,726 | 576,726 | (6,778) | (279,344) | 73,918 | 17,952 |
Ending balance, shares at Oct. 31, 2013 | 172,579,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options | $ 4,580 | $ 11 | 4,569 | ||||
Exercise of stock options (shares) | 1,058,416 | 1,070,000 | |||||
Stock compensation expense | $ 17,260 | 17,260 | |||||
Restricted stock | 0 | $ 1 | (1) | ||||
Restricted stock, shares | 75,000 | ||||||
Employee stock purchase plan | 1,321 | $ 3 | 1,318 | ||||
Employee stock purchase plan, shares | 333,000 | ||||||
Transactions with non-controlling interest holders | (16,543) | (10,840) | (5,703) | ||||
Net loss and other comprehensive loss | (334,584) | (308,063) | (16,630) | (9,891) | |||
Ending balance at Oct. 31, 2014 | 56,234 | $ 1,741 | 589,032 | (6,778) | (587,407) | 57,288 | 2,358 |
Ending balance, shares at Oct. 31, 2014 | 174,057,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options | $ 0 | $ 0 | 0 | ||||
Exercise of stock options (shares) | 0 | 0 | |||||
Stock compensation expense | $ 4,342 | 4,342 | |||||
Restricted stock | 0 | $ 3 | (3) | ||||
Restricted stock, shares | 362,000 | ||||||
Employee stock purchase plan | 630 | $ 6 | 624 | ||||
Employee stock purchase plan, shares | 581,000 | ||||||
Transactions with non-controlling interest holders | (1,570) | 0 | (1,570) | ||||
Net loss and other comprehensive loss | (349,303) | (306,172) | (42,343) | (788) | |||
Ending balance at Oct. 31, 2015 | $ (289,667) | $ 1,750 | $ 593,995 | $ (6,778) | $ (893,579) | $ 14,945 | $ 0 |
Ending balance, shares at Oct. 31, 2015 | 175,000,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Cash flows from operating activities: | |||
Net loss | $ (306,960) | $ (317,954) | $ (230,384) |
Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: | |||
Income from discontinued operations | (6,732) | (9,440) | (5,886) |
Depreciation and amortization | 42,720 | 51,938 | 49,958 |
Stock-based compensation | 4,342 | 17,260 | 21,556 |
Provision for doubtful accounts | 9,533 | 21,856 | 5,729 |
Loss/(gain) on disposal of fixed assets | 339 | (5,056) | 218 |
Unrealized foreign currency loss/(gain) | 2,101 | (1,464) | (1,600) |
Goodwill impairment | 79,583 | 178,197 | 0 |
Asset impairments | 38,955 | 10,934 | 12,327 |
Reorganization items - non-cash | 17,894 | 0 | 0 |
Interest expense - non-cash | 3,035 | 3,469 | 6,795 |
Equity in earnings | 2,091 | 228 | 613 |
Deferred income taxes | (319) | (4,823) | 159,097 |
Subtotal of non-cash reconciling adjustments | 193,542 | 263,099 | 248,807 |
Changes in operating assets and liabilities: | |||
Trade accounts receivable | 62,674 | 49,551 | (10,194) |
Other receivables | (1,340) | (6,267) | (759) |
Inventories | (30,850) | 37,784 | (6,027) |
Prepaid expenses and other current assets | (11,083) | (7,776) | (1,176) |
Other assets | (1,399) | 1,073 | 3,798 |
Accounts payable | 72,210 | (29,524) | 7,750 |
Accrued liabilities and other long-term liabilities | (31,802) | 6,768 | 9,258 |
Income taxes payable | 7,753 | (5,275) | 3,815 |
Subtotal of changes in operating assets and liabilities | 66,163 | 46,334 | 6,465 |
Cash (used in)/provided by operating activities of continuing operations | (47,255) | (8,521) | 24,888 |
Cash provided by/(used in) operating activities of discontinued operations | 4,668 | (18,414) | 2,304 |
Net cash (used in)/provided by operating activities | (42,587) | (26,935) | 27,192 |
Cash flows from investing activities: | |||
Capital expenditures | (32,976) | (53,415) | (52,182) |
Changes in restricted cash | 18,030 | (21,201) | 0 |
Proceeds from the sale of properties and equipment | 499 | 5,650 | 859 |
Cash used in investing activities of continuing operations | (14,447) | (68,966) | (51,323) |
Cash provided by/(used in) investing activities of discontinued operations | 10,713 | 75,114 | (2,570) |
Net cash (used in)/provided by investing activities | (3,734) | 6,148 | (53,893) |
Cash flows from financing activities: | |||
Borrowings on debtor-in-possession financing | 108,963 | 0 | 0 |
Payments on debtor-in-possession financing | (73,060) | 0 | 0 |
Payments on debtor-in-possession financing fees | (900) | 0 | 0 |
Borrowings on lines of credit | 66,339 | 57,413 | 6,157 |
Payments on lines of credit | (69,894) | (24,485) | (22,561) |
Borrowings on long-term debt | 106,263 | 197,086 | 652,915 |
Payments on long-term debt | (92,294) | (222,172) | (582,456) |
Payments of debt and equity issuance costs | 0 | (123) | (14,277) |
Stock option exercises and employee stock purchases | 629 | 5,902 | 9,944 |
Purchase of non-controlling interest | 0 | 0 | (58) |
Cash provided by financing activities of continuing operations | 46,046 | 13,621 | 49,664 |
Net cash provided by financing activities | 46,046 | 13,621 | 49,664 |
Effect of exchange rate changes on cash | (9,928) | (3,450) | (7,506) |
Net (decrease)/increase in cash and cash equivalents | (10,203) | (10,616) | 15,457 |
Cash and cash equivalents, beginning of year | 46,664 | 57,280 | 41,823 |
Cash and cash equivalents, end of year | 36,461 | 46,664 | 57,280 |
Cash paid during the period for: | |||
Interest | 68,622 | 73,772 | 52,115 |
Income taxes | 6,722 | 17,056 | 11,799 |
Summary of significant non-cash transactions: | |||
Capital expenditures accrued at year-end (investing activities) | 1,687 | 10,556 | 5,432 |
Debt issued for non-controlling interests | 0 | 17,388 | 0 |
Payment on ABL credit facility with proceeds from DIP facilities | 49,099 | 0 | 0 |
Accounts payable transferred to liabilities subject to compromise | 94,009 | 0 | 0 |
Accrued liabilities and other long-term liabilities transferred to liabilities subject to compromise | 20,556 | 0 | 0 |
Debt transferred to liabilities subject to compromise | $ 506,749 | $ 0 | $ 0 |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Oct. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP"). Quiksilver, Inc. and its subsidiaries (the “Company”) has included all adjustments, consisting only of normal and recurring adjustments, necessary for a fair presentation of the results of operations for all periods presented. The Company's fiscal year ends on October 31 (for example, “fiscal 2015” refers to the year ending October 31, 2015 ). Principles of Consolidation The consolidated financial statements include the accounts of Quiksilver, Inc. and its subsidiaries. All intercompany transactions and balances have been eliminated. The Company completed the sale of Mervin Manufacturing, Inc. ("Mervin") and substantially all of the assets of Hawk Designs, Inc. ("Hawk") during the first quarter of fiscal 2014. In the first quarter of fiscal 2015, the Company sold its majority stake in Surfdome Shop, Ltd. ("Surfdome"). As a result, the Company reported the operating results of Mervin, Hawk and Surfdome in "Income from discontinued operations, net of tax" in its consolidated statements of operations for all periods presented. In addition, the assets and liabilities associated with these businesses are reported as discontinued operations in the consolidated balance sheets (see Note 19 — Discontinued Operations). Unless otherwise indicated, the disclosures accompanying the consolidated financial statements reflect the Company's continuing operations. The Company has changed the financial statement line item title of liabilities associated with discontinued operations to Current Portion of Liabilities Associated with Assets Held for Sale from Current Portion of Assets Held for Sale on its consolidated balance sheet. Voluntary Reorganization under Chapter 11 On September 9, 2015, (the "Petition Date") Quiksilver, Inc. and each of its ten wholly owned U.S. subsidiaries, (together with Quiksilver, the “Debtors”), filed voluntary petitions (the "Petitions") in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) for relief under Chapter 11 of the United States Bankruptcy Code. The Debtors continue to operate as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court. The Company's foreign subsidiaries are not directly affected by the Petitions and none are expected to voluntarily commence reorganization proceedings or seek protection from creditors under any insolvency or similar law in the U.S. or elsewhere. Contemporaneously with the filing of the Petitions, the Company also entered into a Plan Sponsor Agreement (the "PSA") with certain investment funds managed by affiliates of Oaktree Capital Management, L.P. ("Oaktree"), which if implemented per the terms, would provide a plan for the Debtors to emerge from bankruptcy as a going concern. The Company can offer no assurance that it will be able to continue as a going concern or obtain the Bankruptcy Court approval of its plan of reorganization. In addition, the Company can offer no assurance that it will be able to develop and successfully execute its plan of reorganization. The PSA provides for a significant reduction in the Company's outstanding debt and provides for new debtor-in possession financing. For further information on the contemplated restructuring of the Company's capital and debt structure in conjunction with the Petitions, see Note 22 — Voluntary Reorganization under Chapter 11. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern and complete the realization of assets and the satisfaction of liabilities in the normal course of business. The Company’s ability to continue as a going concern is contingent upon its ability to obtain the Bankruptcy Court’s approval of its plan of reorganization; to comply with the financial and other covenants contained in the debtor-in-possession financing arrangements; to successfully implement the Company’s reorganization plan, to obtain exit financing, and to maintain sufficient liquidity, among other factors. The Chapter 11 bankruptcy proceedings create substantial doubt about the Company's ability to meet its debt obligations, if the Bankruptcy Court fails to confirm the plan of reorganization. The filing of the Petitions created defaults and cross defaults pursuant to the terms of the Company’s significant credit agreements, which accelerated the due dates for the obligations. As a result, in accordance with the Financial Accounting Standards Board (the "FASB") Accounting Standards Codification ("ASC") Topic 470 - Debt, the Company has presented certain outstanding debt as of October 31, 2015 as a current liability on its consolidated balance sheet. See Note 9 — Debt for additional information. On October 6, 2015, the Bankruptcy Court entered an order establishing November 18, 2015 as the bar date for potential creditors to file proofs of claims and established the required procedures with respect to filing such claims. A bar date is the date by which pre-petition claims against the Debtors must be filed if the claimants wish to receive any distribution in the Chapter 11 proceedings. As of January 11, 2016, the Debtors have received approximately 930 proofs of claim, a portion of which assert, in part or in whole, unliquidated claims. In the aggregate, total liquidated proofs of claim of approximately $1.3 billion have been filed against the Debtors. Amended claims may be filed in the future, including claims amended to assign values to claims originally filed with no designated value. The Debtors are now in the process of reconciling such claims to the amounts listed by the Debtors in their schedule of assets and liabilities (as amended). Differences in liability amounts estimated by the Debtors and claims filed by creditors will be investigated and resolved, including through the filing of objections with the Bankruptcy Court, where appropriate. On December 15, 2015, the Company filed with the Bankruptcy Court its first objection to claims filed, for which the claimants had until January 15, 2016 to respond. To date, no claims have yet been expunged or withdrawn as a result of the Company’s objection. The Company may continue to file additional objections to claims filed or may ask the Bankruptcy Court to disallow claims that the Debtors believe are duplicative, have been later amended or superseded, are without merit, are overstated or should be disallowed for other reasons. In addition, as a result of this process, the Debtors may identify additional liabilities that will need to be recorded or reclassified to liabilities subject to compromise. In light of the substantial number of claims filed, the claims resolution process may take considerable time to complete. The resolution of such claims could result in material adjustments to the Company’s financial statements. The determination of how liabilities will ultimately be treated cannot be made until the Bankruptcy Court approves a plan of reorganization. Accordingly, the ultimate amount or treatment of such liabilities is not determinable at this time. Accounting for Reorganization The accompanying consolidated financial statements and notes thereto have been prepared in accordance with ASC 852 - Reorganizations ("ASC 852"). ASC 852 requires the Company to distinguish the effect of the reorganization on its consolidated financial statements. Accordingly, during the period the Company has: • Identified the consolidated financial statements and notes thereto as "debtor-in-possession;" • Presented liabilities subject to compromise on its consolidated balance sheet at the end of fiscal 2015; • Presented reorganization items on its consolidated statement of operations for fiscal 2015; • Presented reorganization related items on its consolidated statement of cash flows for fiscal 2015; • Ceased accruing interest expense as of the September 9, 2015, the Petition Date, on debt included in liabilities subject to compromise; • Ceased amortizing deferred debt issuance costs and original issuance discount as of the Petition Date, on debt subject to compromise; • Expensed unamortized deferred financing costs and unamortized original issuance discount to the carrying value of the debt subject to compromise in reorganization items on its consolidated statement of operations for fiscal 2015; • Expensed as reorganization items the debt issuance costs related to debtor-in-possession financing; • Expensed as reorganization items, the professional fees incurred related to the Bankruptcy Proceedings; • Presented the condensed, combined balance sheets, statements of operations and statements of cash flows for the Debtors (See Note 25 - Condensed Combined Financial Statements); and • Presented other disclosures as required. The consolidated financial statements and notes thereto do not reflect any fresh-start accounting adjustments or disclosures that would be required assuming the Company emerges from bankruptcy as a going concern as anticipated. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash Equivalents Cash equivalents represent cash and short-term, highly liquid investments, including commercial paper, U.S. Treasury, U.S. Agency, and corporate debt securities with original maturities of three months or less at the date of purchase. Cash equivalents represent Level 1 fair value investments. See the Fair Value Measurements section below for further details. Restricted Cash Restricted cash represents cash that is designated for specific uses according to the terms and conditions of certain of the Company's credit facilities. The nature of the permitted usage of restricted cash determines its classification on the Company's consolidated balance sheet. Amounts reported within current assets are available for use in current operations within certain parameters. Amounts reported within long-term assets can only be used for capital expenditures, acquisitions or other long-term investment needs. The Company expects that all restricted cash will be utilized during fiscal 2016. Inventories Inventories are valued at the lower of cost (first-in, first-out and moving average, depending on entity) or market. The Company regularly reviews the inventory quantities on hand and adjusts inventory values for excess and obsolete inventory based primarily on estimated forecasts of product demand and market value. Long-lived Assets Furniture and other equipment, computer equipment and buildings are recorded at cost and depreciated on a straight-line basis over their estimated useful lives, which generally range from two to twenty years. Leasehold improvements are recorded at cost and amortized over their estimated useful lives or related lease term, whichever is shorter. Land use rights for certain leased retail locations are amortized to estimated residual value and are tested for impairment when the store subject to the land use right has an indicator of impairment. Depreciation and amortization of all assets are recorded in selling, general and administrative expense ("SG&A"). The Company accounts for the impairment and disposition of long-lived assets in accordance with ASC 360 - Property, Plant, and Equipment ("ASC 360"). In accordance with ASC 360, the Company assesses potential impairments of its long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss is recognized when the carrying value exceeds the undiscounted future cash flows estimated to result from the use and eventual disposition of the asset. During fiscal 2015, the Company recorded $11 million and $5 million in fixed asset impairments in the Americas and EMEA reporting units, respectively, primarily related to its retail stores. In fiscal 2014 and 2013, the Company recorded $11 million and $12 million , respectively, in fixed asset impairments primarily related to its retail stores. Fair value is determined using a discounted cash flow model which requires “Level 3” inputs, as defined in ASC 820 - “ Fair Value Measurements and Disclosures .” See the Fair Value Measurements section below. On an individual retail store basis, these inputs typically include an annual revenue growth assumption of (5)% to 5% per year depending upon the location, life cycle and current economics of a specific store, as well as modest gross margin and expense improvement assumptions. The impairment charges reduced the carrying amounts of the respective long-lived assets as follows: Year Ended October 31, In thousands 2015 2014 2013 Carrying value of long-lived assets $ 15,700 $ 10,934 $ 10,181 Less: impairment charges (15,700 ) (10,934 ) (10,181 ) Fair value of long-lived assets $ — $ — $ — Goodwill and Intangible Assets The Company accounts for goodwill and intangible assets in accordance with ASC 350 - Intangibles - Goodwill and Other ("ASC 350") . Under ASC 350, goodwill and intangible assets with indefinite lives are not amortized but are tested for impairment annually and also in the event of an impairment indicator. The annual impairment test is a fair value test as prescribed by ASC 350 which includes assumptions for each reporting unit. The Company recorded goodwill impairment charges of $80 million , $178 million and zero in fiscal years 2015, 2014 and 2013, respectively. As a result, the goodwill is fully impaired as of October 31, 2015 . The Company recorded indefinite-lived intangible asset impairment charges of $23 million , zero and zero and in fiscal years 2015, 2014 and 2013, respectively. See Note 8 — Intangible Assets and Goodwill for further details regarding the impairments that were recorded in fiscal 2015 and 2014 . Amortization of all intangible assets are recorded in SG&A. Deferred Financing Fees Deferred financing fees represent fees and other direct incremental costs incurred in connection with the Company's debt. These amounts are amortized into interest expense over the estimated life of the debt using the interest method. Upon filing the Petitions, the Company expensed all remaining unamortized deferred financing costs related to its debt impacted by the reorganization. The Company expensed as incurred all fees and costs associated with the debtor-in-possession financing to reorganization items in the statement of operations. See Note 9 — Debt for further information. Fair Value Measurements ASC 820 - Fair Value Measurements ("ASC 820") defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 requires that valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs. The Company uses a three-level hierarchy established in ASC 820 that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach, and cost approach). The Company measures certain financial assets and liabilities at fair value on a recurring basis, including derivatives. ASC 820 also establishes a fair value hierarchy which prioritizes the valuation inputs into three broad levels. The levels of hierarchy are described below: • Level 1 – Valuation is based upon quoted prices for identical instruments traded in active markets. Level 1 assets and liabilities include debt and equity securities traded in an active exchange market, as well as U.S. Treasury securities. • Level 2 – Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Valuation is determined using model-based techniques with significant assumptions not observable in the market. These unobservable assumptions reflect the Company’s own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include the use of third party pricing services, option- pricing models, discounted cash flow models and similar techniques. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Financial assets and liabilities are classified in their entirety based on the most conservative level of input that is significant to the fair value measurement. Pricing vendors are utilized for certain Level 1 and Level 2 investments. These vendors either provide a quoted market price in an active market or use observable inputs without applying significant adjustments in their pricing. Observable inputs include broker quotes, interest rates and yield curves observable at commonly quoted intervals, volatilities and credit risks. The Company’s fair value processes include controls that are designed to ensure appropriate fair values are recorded. These controls include an analysis of period-over-period fluctuations and comparison to another independent pricing vendor. For fair value disclosures related to the Company’s cash equivalents, long-lived assets and debt, see the sections above entitled, “Cash Equivalents,” “Long-lived Assets,” and Note 9 — Debt, respectively. Assets Held for Sale/Discontinued Operations The Company applies the guidance set forth in ASC 360 and ASC 205 - Presentation of Financial Statements ("ASC 205") to determine when certain asset groups should be classified as “held for sale” and reported as discontinued operations in its consolidated financial statements. As a result of the application of this guidance, the Company has classified certain asset groups as “assets held for sale” in its consolidated balance sheets for fiscal 2014, as all such assets held for sale were sold by fiscal 2015. See Note 19 — Discontinued Operations for further details regarding the operating results of the Company’s discontinued operations. Revenue Recognition The Company applies the guidance set forth in ASC 605 - Revenue Recognition . Revenues are recognized upon the transfer of title and risk of ownership to customers. For wholesale customers, transfer is based on the terms of sale, typically at the shipping point. For retail and e-commerce customers, transfer occurs at the time of sale. Allowances for estimated returns and doubtful accounts, non-merchandise credits, and certain co-op advertising arrangements are provided when revenues are recorded. Returns and allowances are reported as reductions in revenues, whereas allowances for bad debts are reported as a component of SG&A expense. Royalty and license income is recorded as earned. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. Revenues in the consolidated statements of operations include the following: Year Ended October 31, In thousands 2015 2014 2013 Product sales, net $ 1,330,238 $ 1,560,229 $ 1,810,329 Royalty and licensing income 15,702 11,225 9,215 Total $ 1,345,940 $ 1,571,454 $ 1,819,544 Promotion and Advertising The Company’s promotion and advertising efforts include magazine advertisements, retail signage, athlete sponsorships, boardriding contests, websites, television programs, co-branded products, social media and other events. For fiscal 2015 , 2014 and 2013 , these expenses totaled $69 million , $78 million and $93 million , respectively. Advertising costs are expensed when incurred. Rent Expense The Company enters into non-cancelable operating leases for retail stores, distribution facilities, equipment, and office space. Most leases have fixed rentals, with many of the real estate leases requiring normal and customary additional payments for real estate taxes and occupancy-related costs. Rent expense for leases having rent holidays, landlord incentives or scheduled rent increases is recorded on a straight-line basis over the lease term, generally beginning with the lease commencement date. Differences between straight-line rent expense and actual rent payments are recorded in other assets or other liabilities as an adjustment to rent expense over the lease term. Income Taxes The Company accounts for income taxes using the asset and liability approach as promulgated by the authoritative guidance included in ASC 740 - Income Taxes ("ASC 470"). Deferred income tax assets and liabilities are established for temporary differences between the financial reporting bases and the tax bases of the Company’s assets and liabilities at tax rates expected to be in effect when such assets or liabilities are realized or settled. Deferred income tax assets are reduced by a valuation allowance if, in the judgment of the Company’s management, it is more likely than not that such assets will not be realized. The Company evaluated the recoverability of its deferred tax assets at the end of fiscal 2015 and 2014 in accordance with ASC 740. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in the financial statements. This guidance provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the tax position. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as a component of its provision for income taxes. The application of this guidance can create significant variability in the effective tax rate from period to period based upon changes in or adjustments to the Company’s uncertain tax positions. Stock-based Compensation Expense If the terms of the PSA are implemented, all of the Company’s existing equity securities, including its shares of common stock and warrants, will be cancelled and extinguished without holders receiving any distribution. For further information see Note 22 — Voluntary Reorganization Under Chapter 11. The Company recognizes compensation expense for all stock-based payments net of an estimated forfeiture rate and only recognizes compensation cost for those shares expected to vest using the graded vested method over the requisite service period of the award. For option valuations, the Company determines the fair value at the grant date using the Black-Scholes option-pricing model which requires the input of certain assumptions, including the expected life of the stock-based payment awards, stock price volatility and interest rates. For performance-based equity awards with stock price contingencies, the Company determines the fair value using a Monte-Carlo simulation, which creates a normal distribution of future stock prices, which is then used to value the awards based on their individual terms. As of October 31, 2015 , there had been no acceleration of amortization periods and the Company had approximately $0.2 million of unrecognized compensation expense expected to be recognized over a weighted average period of approximately 1.2 years . Net Loss per Share The Company reports basic and diluted earnings per share (“EPS”). Basic EPS is based on the weighted average number of shares outstanding during the period, while diluted EPS additionally includes the dilutive effect of the Company’s outstanding stock options, warrants and shares of restricted stock computed using the treasury stock method. The table below sets forth the reconciliation of the denominator of each net loss per share calculation: Year Ended October 31, In thousands 2015 2014 2013 Shares used in computing basic net loss per share 171,494 170,492 167,255 Dilutive effect of stock options and restricted stock (1) — — — Dilutive effect of stock warrants (1) — — — Shares used in computing diluted net loss per share 171,494 170,492 167,255 ___________ (1) For fiscal 2015 , 2014 and 2013 the number of shares used in computing diluted net loss per share do not include 201,000 , 2,145,000 , and 3,862,000 , respectively, of stock options and restricted stock because they were anti-dilutive as a result of the Company’s net loss from continuing operations. For fiscal 2015 , 2014 and 2013 , the number of shares used in computing diluted net loss per share do not include zero , 17,024,000 , and 17,792,000 , respectively, of warrant shares because they were anti-dilutive as a result of the Company’s net loss from continuing operations. The following securities could potentially dilute earnings per share in the future. For fiscal 2015 , 2014 and 2013 , certain stock options outstanding of 14,954,000 , 4,856,000 , 5,409,000 , respectively, were excluded from the calculation of diluted weighted-average shares outstanding as the exercise prices were greater than the average market price of the Company's common stock for those periods. Outstanding warrants to purchase 25,654,000 , 8,630,000 and 7,862,000 shares of common stock were excluded from the calculation of diluted weighted-average shares outstanding for fiscal 2015 , 2014 and 2013 , as the exercise price was greater than the average market price of the Company's common stock for that period. Foreign Currency Translation and Foreign Currency Transactions The Company's reporting currency is the U.S dollar. The functional currencies of the Company's subsidiaries within its EMEA and APAC segments are primarily the Euro, and the Australian dollar and the Japanese yen, respectively. The functional currency of the Company's subsidiaries within its Americas segment is primarily the U.S. dollar. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are included in the foreign currency translation adjustment, a component of "Accumulated other comprehensive income" within shareholders’ equity in the consolidated balance sheets. The Company’s global subsidiaries have various assets and liabilities, primarily receivables and payables, which are denominated in currencies other than their functional currency. These balance sheet items are subject to remeasurement, the impact of which is recorded in "Foreign currency loss" within the consolidated statements of operations. Derivatives Derivative financial instruments are recognized as either assets or liabilities on the balance sheet and are measured at fair value. The accounting for changes in the fair value of a derivative depends on the use and type of the derivative. The Company’s derivative financial instruments principally consist of foreign currency exchange rate contracts, which the Company uses to manage its exposure to the risk of changes in foreign currency exchange rates. The Company’s objectives are to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates. The Company does not enter into derivative financial instruments for speculative or trading purposes. Comprehensive Income or Loss Comprehensive income or loss includes all changes in stockholders’ equity except those resulting from investments by, and distributions to, stockholders. Accordingly, the Company’s consolidated statements of comprehensive loss include its net loss, the fair value gains and losses on certain derivative instruments and adjustments resulting from translating foreign functional currency financial statements into U.S. dollars for the Company's subsidiaries within the EMEA and APAC segments and the foreign entities within the Americas and Corporate Operations segments. See Note 3 — Segment and Geographic Information for further detail on the Company's segments. |
New Accounting Pronouncements
New Accounting Pronouncements | 12 Months Ended |
Oct. 31, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements Accounting Standards Adopted In November 2014, the FASB issued Accounting Standards Update ("ASU") 2014-17, Pushdown Accounting , which provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. The Company adopted this guidance on November 18, 2014, the effective date of ASU 2014-17. The adoption of this guidance did not impact the Company's consolidated financial statements and related disclosures. In January 2015, the FASB issued ASU 2015-01, Income Statement - Extraordinary and Unusual Items , which eliminates the concept of extraordinary items from GAAP, which required certain classification and presentation of extraordinary items in the income statement and disclosures. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. A reporting entity also may apply the amendments retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. The Company adopted this guidance on November 1, 2014. The adoption of this guidance did not impact the Company's consolidated financial statements and related disclosures. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic740) - Balance Sheet Classification of Deferred Taxes , which will require the presentation of deferred tax liabilities and asset be classified as noncurrent in a classified statement of financial position. The amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted for all entities as of the beginning of an interim or annual reporting period. The Company early adopted this guidance prospectively on October 31, 2015. The adoption only impacted presentation on its consolidated financial statements and related disclosure. No prior periods were retrospectively adjusted. Accounting Standards Not Yet Adopted In April 2014, the FASB issued ASU 2014-08 Presentation of Financial Statements (Topic 205) and Property Plant and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity which provides amended guidance on the presentation of financial statements and reporting discontinued operations and disclosures of disposals of components of an entity within property, plant and equipment. ASU 2014-08 amends the definition of a discontinued operation and requires entities to disclose additional information about disposal transactions that do not meet the discontinued operations criteria. The effective date of ASU 2014-08 is for disposals that occur in annual periods (and interim periods therein) beginning on or after December 15, 2014, with early adoption permitted. The Company does not anticipate that this guidance will materially impact its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which provides a single, comprehensive framework for all entities in all industries to apply in the determination of when to recognize revenue, and, therefore, supersedes virtually all existing revenue recognition requirements and guidance. This framework is expected to result in less complex guidance in application while providing a consistent and comparable methodology for revenue recognition. The core principle of the guidance is that an entity should apply the following steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation. In July 2015, the FASB reached a decision to defer the effective date of the amended guidance. In August 2015, ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, was issued which defers the effective date of ASU 2014-09 to December 15, 2017. Early adoption is not permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In June 2014, the FASB issued ASU 2014-12, Compensation - Stock Compensation , which clarifies accounting for share-based payments for which the terms of an award provide that a performance target could be achieved after the requisite service period. That is the case when an employee is eligible to retire or otherwise terminate employment before the end of the period in which a performance target could be achieved and still be eligible to vest in the award if and when the performance target is achieved. The updated guidance clarifies that such a term should be treated as a performance condition that affects vesting. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the periods for which the requisite service has already been rendered. The guidance will be effective for the Company beginning with fiscal year 2016, and may be applied either prospectively or retrospectively. The Company does not anticipate that this guidance will materially impact its consolidated financial statements and related disclosures. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern , which will require an entity’s management to assess, for each annual and interim period, whether there is substantial doubt about the entity’s ability to continue as a going concern within one year of the financial statement issuance date. The definition of substantial doubt within the new standard incorporates a likelihood threshold of “probable” similar to the use of that term under current GAAP for loss contingencies. Certain disclosures will be required if conditions give rise to substantial doubt. The guidance will be effective for the Company beginning with fiscal year 2017. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis , which will require an entity’s management to assess whether they should consolidate certain legal entities. The guidance will be effective for the Company beginning with fiscal year 2017. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issue Costs , which will r equire that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The guidance will be effective for the Company beginning with fiscal year 2017. Early adoption is permitted. The guidance impacts disclosures only. The Company does not expect the impact of this amended guidance to have a material effect on its consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-05, Intangibles - Goodwill and Other Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement , which will require an entity’s management to assess, for each annual and interim period, whether a cloud computing arrangement includes a software license. All software licenses within the scope of Subtopic 350-40 will be accounted for consistent with other licenses of intangible assets. If the arrangement does not include a software license, the arrangement should be accounted for as a service contract. The guidance will be effective for the Company beginning with fiscal year 2017. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In May 2015, the FASB issued ASU 2015-08, Business Combinations (Topic 805): Pushdown Accounting-Amendments to SEC Paragraphs Pursuant to Staff Accounting Bulletin No. 115 , which supersedes several paragraphs in ASC 805-50 in response to the November 2014 publication of Staff Accounting Bulletin ("SAB") No. 115 by the Securities Exchange Commission (the "SEC"). The SEC issued SAB No. 115 in connection with the release of the FASB's ASU No. 2014-17, Pushdown Accounting . The guidance is effective immediately and had no impact on the Company's consolidated financial statements and related disclosures. In June 2015, the FASB issued ASU 2015-10, Technical Corrections and Improvements (Topic 330) , which will affect a wide variety of Topics in the FASB's ASC. The amendments in this Update represent changes to clarify the ASC, correct unintended application of guidance, or make minor improvements to the ASC that are not expected to have a significant effect on current accounting practice. The amendments in this Update that require transition guidance are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. All other amendments became effective upon issuance. Early adoption is permitted, including adoption in an interim period. The Company does not expect the impact of this amended guidance to have a material effect on its consolidated financial statements and related disclosures. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic330) - Simplifying the Measurement of Inventory , which will r equire an entity to measure inventory at the lower of cost or net realizable value. Net realizable value is define as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The guidance will be effective for the Company beginning with fiscal year 2018. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Oct. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Segment and Geographic Information Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the Company’s chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company currently operates in four segments: the Americas, EMEA, APAC, each of which sells a full range of the Company's products, as well as Corporate Operations. The Americas segment, consisting of North, South and Central America, includes revenues primarily from the United States, Canada, Brazil and Mexico. The EMEA segment, consisting of Europe, the Middle East and Africa, includes revenues primarily from continental Europe, the United Kingdom, Russia and South Africa. The APAC segment, consisting of Asia and the Pacific Rim, includes revenues primarily from Australia, Japan, New Zealand, South Korea, Taiwan and Indonesia. Costs that support all segments, including trademark protection, trademark maintenance and licensing functions, are part of Corporate Operations. Corporate Operations also includes sourcing income and gross profits earned from the Company's licensees. Information related to the Company’s operating segments, all from continuing operations, is as follows: Year Ended October 31, In thousands 2015 2014 2013 Revenues, net: Americas $ 618,691 $ 724,482 $ 902,307 EMEA 477,240 583,650 631,546 APAC 245,459 262,494 282,070 Corporate operations 4,550 828 3,621 Total $ 1,345,940 $ 1,571,454 $ 1,819,544 Gross profit/(loss): Americas $ 251,023 $ 299,279 $ 373,429 EMEA 250,822 324,542 358,175 APAC 130,125 143,452 143,874 Corporate operations (10,590 ) (4,063 ) 94 Total $ 621,380 $ 763,210 $ 875,572 SG&A expense (1) : Americas $ 287,736 $ 334,759 $ 319,736 EMEA 255,075 310,861 324,346 APAC 141,864 155,540 146,389 Corporate operations 8,149 26,021 67,086 Total $ 692,824 $ 827,181 $ 857,557 Goodwill impairment: Americas $ 73,376 $ — $ — EMEA — 178,197 — APAC 6,207 — — Corporate operations — — — Total $ 79,583 $ 178,197 $ — Asset impairments: Americas $ 11,117 $ 6,672 $ 9,211 EMEA 25,258 1,411 3,004 APAC 2,580 808 112 Corporate operations — 2,043 — Total $ 38,955 $ 10,934 $ 12,327 Operating (loss)/income: Americas $ (121,206 ) $ (42,152 ) $ 44,482 EMEA (29,511 ) (165,927 ) 30,825 APAC (20,526 ) (12,896 ) (2,627 ) Corporate operations (18,739 ) (32,127 ) (66,992 ) Total $ (189,982 ) $ (253,102 ) $ 5,688 Year Ended October 31, In thousands 2015 2014 2013 Depreciation and amortization expense: Americas $ 17,144 $ 22,188 $ 19,204 EMEA 13,367 17,300 17,867 APAC 7,220 7,597 8,833 Corporate operations 3,119 2,875 2,154 Total $ 40,850 $ 49,960 $ 48,058 Interest expense, net: Americas $ 4,223 $ 2,277 $ 4,397 EMEA 15,899 18,636 18,018 APAC 2,001 2,163 2,848 Corporate operations 44,606 52,915 45,786 Total $ 66,729 $ 75,991 $ 71,049 ___________ (1) SG&A expense by segment for fiscal 2014 and 2013 has been reclassified to conform to the current year presentation, which reflects the Company's centralization of certain global business functions and related transfer pricing allocations. October 31, In thousands 2015 2014 2013 Identifiable assets: Americas $ 328,386 $ 464,831 $ 577,563 EMEA 356,920 513,303 744,936 APAC 185,030 202,225 222,542 Corporate operations 52,187 75,623 71,971 Total $ 922,523 $ 1,255,982 $ 1,617,012 Net revenues from the United States accounted for 35% , 35% and 38% of consolidated net revenues from continuing operations for fiscal 2015 , 2014 and 2013 , respectively. Net revenues from France accounted for 12% , 12% and 12% of consolidated net revenues from continuing operations for fiscal 2015 , 2014 and 2013 , respectively. No other individual country accounted for more than 10% of consolidated net revenues from continuing operations for the periods presented. Net revenues from all foreign countries combined accounted for 65% , 65% and 62% of consolidated net revenues from continuing operations for fiscal 2015 , 2014 and 2013 , respectively. Identifiable assets in the United States totaled $275 million as of October 31, 2015 . The Company sells a full range of its products within each geographical segment. The percentages of net revenues from continuing operations attributable to each of the Company’s product groups are as follows: Year Ended October 31, 2015 2014 2013 Apparel and accessories 72 % 75 % 75 % Footwear 28 % 25 % 25 % Total 100 % 100 % 100 % The Company’s largest customer accounted for approximately 2% of the Company’s net revenues for fiscal 2015 , 2014 and 2013 . |
Restricted Cash
Restricted Cash | 12 Months Ended |
Oct. 31, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | Restricted Cash The Company's restricted cash balance as of October 31, 2015 and 2014 was $3 million and $21 million , respectively. Certain of the Company's debt agreements contain restrictions on the usage of funds received from the sale of assets. These restrictions generally require such cash to be used for either repayment of indebtedness, capital expenditures, or other investments in the business. Restricted cash at October 31, 2014 primarily consisted of the remaining proceeds of $16 million from the sale of the Mervin and Hawk businesses in the first quarter of 2014, which was subject to these restrictions and, consequently, reflected as a long-term asset. |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 12 Months Ended |
Oct. 31, 2015 | |
Receivables [Abstract] | |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The allowance for doubtful accounts, which includes bad debts as well as sales returns and allowances, consisted of the following as of the dates indicated: Year Ended October 31, In thousands 2015 2014 2013 Balance, beginning of year $ 63,991 $ 60,912 $ 57,563 Provision for doubtful accounts 9,533 21,856 5,729 Foreign currency adjustment (7,489 ) (4,307 ) 1,747 Deductions (16,997 ) (14,470 ) (4,127 ) Balance, end of year $ 49,038 $ 63,991 $ 60,912 The provision for doubtful accounts represents charges to SG&A for estimated bad debts, whereas the provision for sales returns and allowances is reported as a reduction of revenues. In certain jurisdictions, the Company is precluded from writing off uncollectable invoices against its allowance for doubtful accounts until its wholesale customer has completed certain administrative processes. In fiscal 2014, the Company's provision for doubtful accounts included specific reserves of $15 million for certain independent distributor accounts, which were written off as deductions in fiscal 2014 and fiscal 2015. |
Inventories
Inventories | 12 Months Ended |
Oct. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following as of the dates indicated: October 31, In thousands 2015 2014 Raw materials $ 2,274 $ 3,524 Work in-process 1,469 467 Finished goods 291,319 280,526 Total $ 295,062 $ 284,517 |
Fixed Assets, net
Fixed Assets, net | 12 Months Ended |
Oct. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets, net | Fixed Assets, net Fixed assets consisted of the following as of the dates indicated: October 31, In thousands 2015 2014 Furniture and other equipment $ 79,569 $ 103,554 Leasehold improvements 134,154 163,894 Computer software and equipment 103,431 106,238 Land use rights 31,640 37,409 Land and buildings 9,145 10,626 Construction in progress 3,845 12,935 Total fixed assets, gross 361,784 434,656 Accumulated depreciation and amortization (201,405 ) (220,888 ) Total fixed assets, net $ 160,379 $ 213,768 During fiscal 2015 , 2014 and 2013 , the Company recorded approximately $36 million , $49 million , and $47 million , respectively, in depreciation expense and approximately $16 million , $11 million , and $12 million , respectively, in fixed asset impairments, primarily related to under-performing retail stores. In general, under-performing retail stores are stores generating minimal or negative cash flows and are not expected to become profitable in the foreseeable future. The Company continues to close under-performing stores as soon as practicable. Certain store closures are being impacted by the Debtor's bankruptcy proceedings. The Company expects to incur future impairment charges as it continues to close under-performing stores. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 12 Months Ended |
Oct. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill The Company recorded impairment charges for indefinite-lived intangible assets consisting of trademarks in both the third and fourth quarters of fiscal 2015. In connection with the preparation of the Company's financial statements for the fourth quarter of fiscal 2015, the Company concluded the lowered market prices on its 8.875% Notes due 2017, 7.875% Senior Secured Notes due 2018, 10.000% Senior Notes due 2020, lowered share price and the decline in net sales were indicators of impairment. The Company utilized the relief from royalty method to estimate the fair value of its trademarks. The Company recorded non-cash asset impairment charges of $5 million and $2 million in the EMEA and APAC reporting units, respectively, to reduce the Quiksilver trademark to fair value in the fourth quarter of fiscal 2015 . The fair value of the trademarks in the Americas reporting unit exceeded their carrying value by a substantial amount. Changes in estimates and assumptions used to determine whether impairment exists or changes in actual results compared to expected results could result in additional impairment charges in future periods. In connection with the preparation of the Company’s consolidated financial statements for the third quarter of fiscal 2015 , the Company concluded that the significant decline in the Company’s stock price, lowered market prices on its 8.875% Notes due 2017, 7.875% Senior Secured Notes due 2018 and 10.000% Senior Notes due 2020, and the decline in net sales, especially within the wholesale channel, were indicators of impairment. Consequently, the Company performed a two-step interim goodwill impairment test and an intangible asset impairment test using a discounted cash flow analysis to evaluate whether the carrying value of each of its reporting units exceeded its fair value. Based upon the results of step 1, which indicated that the carrying value of the reporting units exceeded their fair value, the Company completed step 2 of the goodwill impairment test, which measures the amount of the goodwill impaired. Based upon its evaluation of the results of the interim goodwill impairment test, the Company recorded non-cash goodwill impairment charges in the third quarter of fiscal 2015 of $74 million and $6 million to fully impair goodwill in its Americas and APAC reporting units, respectively. The Company utilized relief from royalty method to estimate the fair value of its indefinite-lived intangible assets in the third quarter of fiscal 2015 . Based upon the results of its interim impairment evaluation of long-lived assets other than goodwill, the Company recorded a non-cash asset impairment charge of $16 million in the EMEA reporting unit to reduce the Quiksilver trademark to fair value in the third quarter of fiscal 2015. The Company recorded impairment charges for indefinite-lived intangible assets, consisting of trademarks, in both the second the third quarters of fiscal 2014. In connection with the preparation of the Company’s consolidated financial statements for the third quarter of fiscal 2014 , the Company performed an interim impairment test for the EMEA reporting unit due to the significant decline in the Company's stock price and further net revenue deterioration in the EMEA wholesale channel. The results of this impairment evaluation resulted in a non-cash charge of $178 million to fully impair goodwill associated with the EMEA reporting unit. In connection with the preparation of the Company’s consolidated financial statements for the second quarter of fiscal 2014 , given the sales decline in the Company’s EMEA reporting unit for the six months ended April 30, 2014, the Company performed an interim impairment test for the EMEA reporting unit using a discounted cash flow analysis and evaluated whether any adverse economic or industry trends would negatively affect the conclusions drawn from the prior period annual impairment test. The results of the Company’s interim impairment evaluation indicated that the fair value of the EMEA reporting unit exceeded its carrying value by 9% . As a result, the Company concluded that the EMEA reporting unit’s goodwill was not impaired based on the interim impairment evaluation. Intangible Assets Intangible assets consisted of the following as of the dates indicated: October 31, 2015 2014 In thousands Gross Amount Amortization Net Book Value Gross Amount Amortization Net Book Value Non-amortizable trademarks $ 100,955 $ — $ 100,955 $ 124,121 $ — $ 124,121 Amortizable trademarks 24,875 (13,205 ) 11,670 21,858 (12,508 ) 9,350 Amortizable licenses 9,531 (9,531 ) — 11,817 (11,817 ) — Other amortizable intangibles 8,427 (6,689 ) 1,738 8,406 (6,367 ) 2,039 Total $ 143,788 $ (29,425 ) $ 114,363 $ 166,202 $ (30,692 ) $ 135,510 The decrease in non-amortizable trademarks is due primarily to the impairments of the Quiksilver trademark within the EMEA and APAC reporting units. Other amortizable intangibles primarily include non-compete agreements, patents and customer relationships and are amortized on a straight-line basis over their estimated useful lives of 4 to 18 years. Certain trademarks and licenses are amortized using estimated useful lives of 10 years with no residual values. Intangible amortization expense was approximately $3 million in fiscal 2015 , $2 million for fiscal 2014 and $2 million for fiscal 2013 . Based on the Company’s amortizable intangible assets as of October 31, 2015 , annual amortization expense is estimated to be approximately $3 million in fiscal 2016 , $2 million in fiscal 2017 through fiscal 2019 , and $1 million in fiscal 2020 through fiscal 2021 . Goodwill Goodwill by segment and in total, and changes in the carrying amounts, as of the dates indicated are as follows: In thousands Americas EMEA APAC Consolidated Gross goodwill $ 75,974 $ 174,869 $ 135,752 $ 386,595 Accumulated impairment losses — — (129,545 ) (129,545 ) Net goodwill at October 31, 2012 $ 75,974 $ 174,869 $ 6,207 $ 257,050 Gross goodwill 75,974 174,869 135,752 386,595 Foreign currency translation and other (1,031 ) 5,606 — 4,575 Accumulated impairment losses — — (129,545 ) (129,545 ) Net goodwill at October 31, 2013 $ 74,943 $ 180,475 $ 6,207 $ 261,625 Gross goodwill 74,943 180,475 135,752 391,170 Foreign currency translation and other (528 ) (2,278 ) — (2,806 ) Impairments — (178,197 ) — (178,197 ) Accumulated impairment losses — — (129,545 ) (129,545 ) Net goodwill at October 31, 2014 $ 74,415 $ — $ 6,207 $ 80,622 Gross goodwill 74,415 178,197 135,752 388,364 Foreign currency translation and other (1,039 ) — — (1,039 ) Impairments (73,376 ) — (6,207 ) (79,583 ) Accumulated impairment losses — (178,197 ) (129,545 ) (307,742 ) Net goodwill at October 31, 2015 $ — $ — $ — $ — |
Debt
Debt | 12 Months Ended |
Oct. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt Voluntary Reorganization Under Chapter 11 The filing of the Petitions on September 9, 2015 created defaults and cross defaults pursuant to the terms of the Company’s Indentures to its 10.000% Senior Notes due 2020 (the "2020 Notes"), 7.875% Senior Secured Notes due 2018 (the "2018 Notes"), 8.875% Notes due 2017 (the "2017 Notes"), and the ABL Credit Facility, which accelerated the due dates for the obligations. The filing of a petition under the Bankruptcy Code results in the automatic stay of virtually all actions of creditors to collect pre-petition debts, until such time the stay is modified or removed. With respect to the 2017 Notes, the Company has received waivers for the defaults and cross defaults and the rescission of the acceleration for a period of up to 210 days from September 9, 2015. The Company has presented its outstanding debt under the 2017 Notes in current liabilities not subject to compromise on its consolidated balance sheet as of October 31, 2015. The Company has presented its outstanding debt under the 2018 Notes and 2020 Notes in liabilities subject to compromise on its consolidated balance sheet as of October 31, 2015 . Lastly, as discussed below under the DIP Facilities section, the ABL Credit Facility was paid-off in September 2015. Pursuant to the PSA, the Company’s existing debt and accrued interest will be reduced by $510 million , including the extinguishment of all of its 2018 Notes and 2020 Notes. Additionally, new debtor-in-possession financing of up to $175 million was provided, as more fully described below. The Company’s 2017 Notes would be reinstated upon the consummation of the transactions set forth in the PSA. For further information on the contemplated restructuring of the Company's capital and debt structure in conjunction with the Petitions, see Note 22 — Voluntary Reorganization under Chapter 11. A summary of borrowings under lines of credit and long-term debt as of the dates indicated is as follows: October 31, In thousands Maturity 2015 2014 Debtor-in-Possession Term Loan Facility - 12% Fixed February 5, 2016 $ 70,000 $ — Debtor-in-Possession ABL Loan Facility - 4.5% Floating February 5, 2016 17,734 — Eurofactor line of credit - 0.6% Floating October 31, 2016 22,835 32,929 Lines of credit - 0.8% - 1.9% Floating December 10, 2015 2,308 — 2017 Notes - 8.875% Fixed (1) December 15, 2017 218,905 252,188 2018 Notes - 7.875% Fixed (2) August 1, 2018 280,000 278,834 2020 Notes - 10.000% Fixed (2) August 1, 2020 225,000 222,582 ABL Credit Facility - 2.1% to 4.1% Floating May 24, 2018 — 35,933 Capital lease obligations and other borrowings - Various % (1) Various 4,265 6,124 Total debt 841,047 828,590 Less: Reclassification to liabilities subject to compromise (506,749 ) — Less: Current portion (333,395 ) (35,361 ) Long-term debt, net of current portion $ 903 $ 793,229 ___________ (1) The 2017 Notes have been classified as current liabilities not subject to compromise on the Company's consolidated balance sheet at October 31, 2015 . (2) The 2018 Notes and 2020 Notes and other minor debt obligations have been reclassified to liabilities subject to compromise on the Company's consolidated balance sheet at October 31, 2015 , as they are subject to resolution during the Bankruptcy Proceedings. Borrowing Availability and Capacity As of October 31, 2015 , the Company's credit facilities, which includes the DIP Facilities described below, allowed for total cash borrowings and letters of credit of $125 million . The actual availability and maximum borrowings possible under certain credit facilities fluctuates with the amount of eligible assets comprising the "borrowing base." At October 31, 2015 , we had a total of $43 million of direct borrowings and $39 million in letters of credit outstanding. The amount of availability for borrowings remaining as of October 31, 2015 was $44 million ; $20 million of which could be used in the United States and APAC, $6 million in availability for letters of credit in EMEA and $18 million in availability for borrowings in EMEA. DIP Facilities On September 10, 2015, the Bankruptcy Court approved, on an interim basis, the Company's debtor-in-possession financing in an aggregate amount of up to $175 million , consisting of (i) a $60 million asset-based loan (“ABL”) revolving credit facility (the “DIP ABL Facility”) provided by Bank of America, N.A., and (ii) a $115 million delayed draw term loan facility (the “DIP Term Loan Facility” and, together with the DIP ABL Facility, the "DIP Facilities") provided by affiliates of Oaktree Capital. Subject to the satisfaction of certain customary conditions to borrowing, the entire DIP ABL Facility and $70 million of the DIP Term Loan Facility became available upon entry of the interim order, and the balance of the DIP Term Loan Facility became available upon entry of the final order on October 28, 2015. The proceeds of the DIP Facilities were used in part to repay amounts outstanding under the pre-petition ABL Credit Facility in September 2015. The DIP Facilities will mature 150 days after the Petition Date, and contain representations, conditions, covenants and events of default customary for similar facilities. The DIP Facilities are collectively secured by all assets of the Debtors, and such liens are senior to the lien of the 2018 Notes. The DIP ABL Facility is secured by a first-priority lien on inventory, receivables, cash and other customary ABL collateral owned by the Debtors (“ABL Collateral”), and a second-priority lien on all other assets of the Debtors (“Term Loan Collateral”). The DIP Term Loan Facility has a first-priority lien on Term Loan Collateral, and a second-priority lien on all ABL Collateral. A portion of the DIP ABL Facility will be funded to certain Australian, Canadian and Japanese subsidiaries of the Company, which loans will be secured by assets of such foreign subsidiaries. The DIP Term Loan Facility bears interest at 12% . The DIP ABL Facility bears interest at LIBOR plus 3.5% . The DIP Facilities include standard covenants which are customary for financing transactions of this type; amongst others, they include the retention of an outside restructuring consultant, restrictions on cash management, and compliance with the bankruptcy proceeding requirements. As of October 31, 2015 , the Company was in compliance with these covenants. For fiscal 2015, fees paid to the lenders for the DIP ABL Facility and DIP Term Loan Facility amounted to $1 million and $3 million , respectively, and have been recorded in reorganization items. All professional fees incurred for the DIP ABL Facility and DIP Term Loan Facility have been recorded in reorganization items. Eurofactor and other EMEA lines of credit On October 31, 2013, certain European subsidiaries of the Company entered into a line of credit facility (the "Eurofactor") with a commercial bank. The facility has an initial term of three years and borrowings are limited to €60 million . Borrowing availability under this facility is based on eligible EMEA trade accounts receivable; the facility does not contain any financial covenants. The Company also maintains various credit facilities with several banks in Europe. These facilities are all unsecured, short-term facilities used to support day-to-day working capital needs of the EMEA segment. 2017 Notes In December 2010, Boardriders S.A., the Company’s wholly-owned subsidiary, issued €200 million aggregate principal amount of its senior notes, which bear a coupon interest rate of 8.875% and are due December 15, 2017 . For the year following December 15, 2014, the 2017 Notes were redeemable at 104.4% . The 2017 Notes were issued at par value in a private offering that was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The 2017 Notes were offered within the United States only to qualified institutional buyers in accordance with Rule 144A under the Securities Act and outside the United States only to non-U.S. investors in accordance with Regulation S under the Securities Act. The 2017 Notes were not registered under the Securities Act or the securities laws of any other jurisdiction. The 2017 Notes are general senior obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by Quiksilver, Inc. and certain of its current and future U.S. and non-U.S. subsidiaries, subject to certain exceptions. These subsidiary guarantors include entities with ownership of the Company's Quiksilver, Roxy, and DC trademarks worldwide. The Company may redeem some or all of the 2017 Notes at fixed redemption prices as set forth in the indenture related to such 2017 Notes; however, the Company does not plan to exercise this redemption. The 2017 Notes indenture includes covenants that limit the Company’s ability to impose limitations on the ability of its restricted subsidiaries to pay dividends or make other payments to Quiksilver, Inc. In addition, this indenture includes covenants that limit the Company's ability to incur additional debt; pay dividends on its capital stock or repurchase its capital stock; make certain investments; enter into certain types of transactions with affiliates; use assets as security in other transactions; and sell certain assets or merge with or into other companies. As a result of the Petitions, the Company has received waivers for the defaults and cross defaults and the rescission of the acceleration for a period of up to 210 days from September 9, 2015, which is February 5, 2016. Pursuant to the PSA, upon emergence from bankruptcy, the 2017 Notes will be subject to a €50 million principal reduction and a three year extension of the maturity date. 2018 Notes and 2020 Notes On July 16, 2013, Quiksilver, Inc. and its wholly-owned subsidiary, QS Wholesale, Inc. issued (i) $280 million aggregate principal amount in 7.875% Senior Secured Notes due 2018, and (ii) $225 million aggregate principal amount in 10.000% Senior Notes due 2020 (the “Original 2020 Notes”). These notes were issued in a private offering that was exempt from the registration requirements of the Securities Act. They were offered within the United States only to qualified institutional buyers in accordance with Rule 144A under the Securities Act, and outside of the United States only to non-U.S. investors in accordance with Regulation S under the Securities Act. In November, 2013, the Original 2020 Notes were exchanged for publicly registered notes with identical terms, known as the 2020 Notes. The issuers received net proceeds from the offering of the 2018 Notes and the Original 2020 Notes of approximately $493 million after deducting initial purchaser discounts, but before offering expenses. The Company used a portion of the net proceeds to redeem their former 2015 Notes on August 15, 2013. The Company also used portions of the net proceeds to repay in full and terminate its former Americas term loan, to pay down a portion of the then outstanding amounts under the ABL Credit Facility and to pay related fees and expenses. As a result of the repayments of the former 2015 Notes and the Americas term loan, the Company recorded non-cash expense to reorganization items of approximately $3 million to write-off the deferred debt issuance cost related to such debt during the fiscal year ended October 31, 2015. As a result of the Petitions, the Company recorded non-cash expense to reorganization items of approximately $4 million and $4 million to write-off the deferred debt issuance cost related to the 2018 Notes and 2020 Notes, respectively, during the fiscal year ended October 31, 2015 . The 2018 Notes will mature on August 1, 2018 and bear interest at the rate of 7.875% per annum. The offering price of the 2018 Notes was 99.483% of the principal amount. The 2018 Notes are general senior obligations of the issuers and are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by certain of the Company’s current and future U.S. subsidiaries. The 2018 Notes are secured by (1) a second-priority security interest in the current assets of the issuers and the subsidiary guarantors, together with all related general intangibles (excluding intellectual property rights) and other property related to such assets, including the proceeds thereof, which assets secure the Company’s ABL Credit Facility on a first-priority basis; and (2) a first-priority security interest in substantially all other property (including intellectual property rights, which primarily consist of the Company's Quiksilver and Roxy trademarks in the United States and Mexico, and the Company's DC trademarks worldwide) of the issuers and the guarantors and a first-priority pledge of 100% of the equity interests of certain subsidiaries directly owned by the issuers and the guarantors (but excluding equity interests of applicable foreign subsidiaries of the issuers and the guarantors possessing more than 65% of the total combined voting power of all classes of equity interests of such applicable foreign subsidiaries entitled to vote) and the proceeds of the foregoing. The 2020 Notes will mature on August 1, 2020 and bear interest at the rate of 10.000% per annum. The offering price of the 2020 Notes was 98.757% of the principal amount. The 2020 Notes are general senior obligations of the issuers and are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by certain of the Company’s current and future U.S. subsidiaries. The issuers and subsidiary guarantors include entities with ownership of the Company's Quiksilver and Roxy trademarks in the United States and Mexico, and the Company's DC trademarks worldwide. The 2018 Notes and 2020 Notes indentures include covenants that limit the Company’s ability to impose limitations on the ability of its restricted subsidiaries to pay dividends or make certain other payments to the Company. In addition, these indentures include covenants that limit the Company’s ability to, among other things: use assets as security in other transactions; sell certain assets; merge with or into other companies; incur additional debt; issue certain preferred shares; pay dividends on its capital stock or repurchase capital stock; make certain investments; or enter into certain types of transactions with affiliates. As of October 31, 2015 , the Company was in compliance with these covenants. Pursuant to the PSA, upon emergence from bankruptcy, the 2018 Notes and 2020 Notes will be extinguished. New common shares will be issued to the holders of the 2018 Notes and $12.5 million in cash will be allocated between holders of the 2020 Notes and the general unsecured creditors. For fiscal 2015 , the contractual interest expense under the 2018 Notes and 2020 Notes was $22 million and $23 million , respectively, however, due to the Petitions, the Company ceased recording interest expense on the Petition Date. As a result, the Company recorded interest expense of $19 million for each of the 2018 Notes and 2020 Notes in the consolidated statement of operations for fiscal 2015 . ABL Credit Facility On May 24, 2013, Quiksilver, Inc., as a guarantor, QS Wholesale, Inc., as lead borrower, and certain other U.S., Canadian, Australian and Japanese subsidiaries of Quiksilver, Inc., as borrowers (collectively, the “Borrower”) and/or as guarantors, entered into an amended and restated asset-based credit facility with Bank of America, N.A. and a syndicate of lenders, which amended and restated the existing asset-based credit facility for Quiksilver, Inc.’s Americas operations (the “ABL Credit Facility”). The ABL Credit Facility had a term of 5 years . On July 16, 2013, the Company entered into an amendment to the ABL Credit Facility to provide for certain mechanical changes required in connection with the issuance of the 2018 Notes and 2020 Notes. On September 10, 2015, proceeds of the DIP Facilities were used in part to fully repay amounts outstanding under the ABL Credit Facility. In conjunction with the termination of the ABL Credit Facility, the Company wrote-off unamortized deferred financing costs of $4 million to reorganization items in the statement of operations. Capital lease obligations and other borrowings During the second quarter of fiscal 2014, the Company paid approximately $15 million of other borrowings to the former minority interest owners of the Company's Brazil subsidiary, related to the Company's acquisition of the remaining minority interest in this subsidiary in November 2013. Payment of Obligations Principal payments on all long-term debt obligations as of the date indicated, including capital leases, are due by fiscal year according to the table below. In thousands October 31, 2015 2016 $ 115,090 2017 220,031 2018 280,926 2019 — 2020 225,000 Total $ 841,047 Fair Value The estimated fair value of the Company’s debt as of October 31, 2015 was $432 million , compared to a carrying value of $841 million . The fair value of the Company’s debt is calculated based on the market price of the Company’s publicly traded 2020 Notes, the trading price of the Company’s 2017 Notes and 2018 Notes, (all Level 1 fair value inputs), and the carrying values of the Company’s other debt obligations due to the variable rate nature of those debt obligations. |
Accrued Liabilities and Other L
Accrued Liabilities and Other Long-Term Liabilities | 12 Months Ended |
Oct. 31, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities and Other Long-Term Liabilities | Accrued Liabilities and Other Long-Term Liabilities Voluntary Petition under Chapter 11 At October 31, 2015, in connection with the Voluntary Reorganization under Chapter 11, the Company has reclassified a total of $23 million from accrued liabilities and other long-term liabilities to liabilities subject to compromise on its consolidated balance sheet, as these liabilities are subject to resolution during the Bankruptcy Cases. See Note — 23 Liabilities Subject to Compromise. Accrued liabilities consisted of the following as of the dates indicated: October 31, In thousands 2015 2014 Accrued employee compensation and benefits (1) $ 26,440 $ 40,461 Accrued sales and payroll taxes 17,473 19,471 Accrued interest (1) 8,176 19,673 Other liabilities (1) (2) 38,022 33,096 Total accrued liabilities $ 90,111 $ 112,701 Other long-term liabilities consisted of the following as of the dates indicated: October 31, In thousands 2015 2014 Facility exit costs (1) $ 2,850 $ 8,333 Security deposits received 526 606 Other long-term liabilities (3) 16,968 21,720 Total other long-term liabilities $ 20,344 $ 30,659 ___________ (1) Excludes amounts transferred to liabilities subject to compromise on the consolidated balance sheet. (2) Other liabilities and other long-term liabilities consist of various accrued expenses with no individual item accounting for more than 5% of total current liabilities. (3) Other long-term liabilities consist of various accrued expenses with no individual item accounting for more than 5% of total liabilities. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Oct. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Voluntary Reorganization under Chapter 11 On September 9, 2015, Quiksilver and each of its wholly owned U.S. subsidiaries filed voluntary petitions in Bankruptcy Court seeking relief under the provisions of Chapter 11 of the Bankruptcy Code. The Debtors intend to continue to operate their business as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. As a result of the filings, attempts to collect, secure, or enforce remedies with respect to pre-petition claims against the Company are subject to the automatic stay provisions of section 362 of the Bankruptcy Code, and absent further order of the Bankruptcy Court, no party, subject to certain exceptions, may take any action, also subject to certain exceptions, to recover on pre-petition claims against the Debtors. During the course of the Bankruptcy Cases, the Debtors have evaluated, and will continue to, evaluate the potential assumption, rejection or amendments and assumptions thereof of their executory contracts, including unexpired leases and professional athlete contracts. The Debtors will identify contracts to be assumed; and all remaining contracts will be rejected. Operating Leases The Company leases certain land and buildings under long-term operating lease agreements. At October 31, 2015, the Company has entered motions to reject approximately $19 million of the lease commitments, which have been excluded in the table below. These motions were approved by the Bankruptcy Court at October 31, 2105. Subsequent to October 31, 2015, the Company has entered motions to reject approximately $50 million of the lease commitments, which were included in the table below. These motions were approved by the Bankruptcy Court. The Company may continue to enter additional motions to reject commitments during the Bankruptcy Proceedings. The following is a schedule of future minimum lease payments by fiscal year required under such leases as of the date indicated: In thousands October 31, 2015 2016 $ 69,105 2017 61,182 2018 48,469 2019 39,794 2020 33,682 Thereafter 85,533 Total $ 337,765 Total rent expense was approximately $130 million , $119 million and $123 million , in fiscal 2015 , 2014 and 2013 , respectively, and was charged to SG&A. Professional Athlete Sponsorships The Company establishes relationships with professional athletes in order to promote its products and brands. The Company has entered into endorsement agreements with professional athletes in sports such as surfing, skateboarding, snowboarding and motocross. Many of these contracts provide incentives for magazine exposure and competitive victories while wearing or using the Company’s products. Such expenses are an ordinary part of the Company’s operations and are expensed to SG&A as incurred. The following is a schedule of future estimated minimum payments by fiscal year required under such endorsement agreements as of the date indicated: In thousands October 31, 2015 2016 $ 6,891 2017 2,893 2018 1,645 2019 1,043 2020 783 Thereafter 550 Total $ 13,805 Litigation In April 2015, two putative securities class action complaints were filed against the Company and two of its former officers in the United States District Court for the Central District of California under the following captions: Leiland Stevens, Individually and on Behalf of All Others Similarly Situated v. Quiksilver, Inc., et al. and Shiva Stein, Individually and on Behalf of All Others Similarly Situated v. Quiksilver, Inc., et al . On June 26, 2015, the court consolidated these lawsuits and named Babulal Parmar as the lead plaintiff. On August 25, 2015, lead plaintiff filed an amended complaint in the consolidated action. The amended complaint asserts claims for violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder. The putative class period in this action is from June 6, 2014 through March 26, 2015. The complaint seeks designation of this action as a class action, an award of unspecified compensatory damages, interest, costs and expenses, including attorneys’ fees and expert fees, and such other relief as the court deems appropriate. The Company cannot predict the outcome of this matter or estimate the range of potential liability or potential impact on its results of operations, financial position or cash flows. The Company has not recorded a liability for this matter. On September 21, 2015, the court entered an order staying the action pending bankruptcy proceedings. On June 2, 2015, a shareholder derivative complaint was filed against present and former members of the Company’s Board of Directors and former officers in the Superior Court of the State of California, County of Orange, under the following caption: An H. Vu, Derivatively on Behalf of Quiksilver, Inc. v. Andrew P. Mooney, et al., Defendants, and Quiksilver, Inc., Nominal Defendant . The complaint asserts claims for breach of fiduciary duty, unjust enrichment and gross mismanagement against the individual defendants. The complaint seeks a declaration that plaintiff may maintain the action on behalf of the Company, declaratory relief, unspecified compensatory and exemplary damages, restitution, disgorgement of all profits, benefits and other compensation obtained by the individual defendants, an order directing the Company and the individual defendants to take actions to reform and improve the Company's corporate governance and internal procedures, and all appropriate equitable and/or injunctive relief. The Company cannot predict the outcome of this matter or estimate the potential impact on its results of operations, financial position or cash flows. The Company has not recorded a liability for this matter. On September 14, 2015, the court entered an order suspending the case. In addition to the foregoing, as part of its global operations, the Company may be involved in legal claims involving trademarks, intellectual property, licensing, employment matters, compliance, contracts and other matters incidental to its business. The Company believes the resolution of any such matter, individually and in aggregate, currently threatened or pending will not have a material adverse effect on its financial condition, results of operations or liquidity. Indemnities and Guarantees During its normal course of business, the Company has made certain indemnities, commitments and guarantees under which it may be required to make payments in relation to certain transactions. These include (i) intellectual property indemnities to the Company’s customers and licensees in connection with the use, sale and/or license of the Company’s products, (ii) indemnities to various lessors in connection with facility leases for certain claims arising from such facilities or leases, (iii) indemnities to vendors and service providers pertaining to claims based on the negligence or willful misconduct of the Company, and (iv) indemnities involving the accuracy of representations and warranties in certain contracts. The duration of these indemnities, commitments and guarantees varies and, in certain cases, may be indefinite. The majority of these indemnities, commitments and guarantees do not provide for any limitation of the maximum potential for future payments the Company could be obligated to make. The Company cannot determine a range of estimated future payments and has not recorded any liability for these indemnities, commitments and guarantees in the accompanying consolidated balance sheets. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Oct. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Voluntary Reorganization under Chapter 11 If the terms of the PSA are implemented, new common shares will be issued to holders of the 2018 Notes. All of the Company’s existing equity securities, including its shares of common stock and warrants, will be cancelled and extinguished without holders receiving any distribution. In addition, pursuant to the PSA, new common shares will be offered to the holders of the 2018 Notes in a $122.5 million rights offering and a €50 million rights offering, each of which would be backstopped by Oaktree where they will fund any amount not issued under the offering. For further information on the contemplated restructuring of the Company's capital and debt structure in conjunction with the Petitions, see Note 22 — Voluntary Reorganization under Chapter 11. Options In March 2013, the Company’s stockholders approved the Company’s 2013 Performance Incentive Plan (the “2013 Plan”), which generally replaced the Company’s 2000 Stock Incentive Plan (the “2000 Plan”). Under the 2013 Plan, 7,224,657 shares are reserved for issuance over its term, consisting of 2,764,657 shares previously authorized under the 2000 Plan, and not subject to outstanding awards under such plan, plus an additional 4,460,000 shares. In March 2014, the Company’s stockholders approved an amendment to the 2013 Plan increasing the number of shares of common stock reserved for issuance under the 2013 Plan by 5,500,000 shares. At the time the 2013 Plan was approved, there were 20,080,029 shares subject to outstanding awards under the 2000 Plan. These shares remain reserved for issuance pursuant to their original terms and, if they expire, are canceled, or otherwise terminate, will also be available for issuance under the 2013 Plan. No additional awards may be granted under the 2000 Plan. Under the 2013 Plan, stock options may be granted to officers and employees selected by the plan’s administrative committee at an exercise price not less than the fair market value of the underlying shares on the date of grant. Options vest over a period of time, generally three years , as designated by the committee and are subject to such other terms and conditions as the committee determines. The Company issues new shares for stock option exercises and restricted stock grants. For non-performance based options, the Company uses the Black-Scholes option-pricing model to value stock-based compensation expense. Forfeitures are estimated at the date of grant based on historical rates and reduce the compensation expense recognized. The expected term of options granted is derived from historical data on employee exercises. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the date of grant. Expected volatility is based on the historical volatility of the Company’s stock. The fair value of each option grant was estimated as of the grant date using the Black-Scholes option-pricing model for each of fiscal 2015 , 2014 and 2013 , assuming risk-free interest rates of 2% , 2.2% , and 1.7% , respectively; volatility of 82.1% , 80.7% , and 78.3% , respectively; zero dividend yield; and expected lives of 6.6 years , 6.7 years , and 7.1 years , respectively. The weighted average fair value of options granted was $0.64 , $5.82 , and $4.81 for fiscal 2015 , 2014 , and 2013 , respectively. The Company records stock-based compensation expense using the graded vested method over the vesting period, which is generally three years. As of October 31, 2015 , the Company had approximately $5 million of unrecognized compensation expense, for non-performance based options, expected to be recognized over a weighted average period of approximately 1.7 years . Compensation expense was included in SG&A for fiscal 2015 , 2014 and 2013 . Changes in shares underlying stock options, excluding performance-based stock options, were as follows: Year Ended October 31, 2015 2014 2013 Shares Weighted Average Price Shares Weighted Average Price Shares Weighted Average Price Outstanding, beginning of year 6,817,609 $ 4.52 8,829,618 $ 4.83 12,325,499 $ 4.49 Granted 9,990,000 0.88 275,000 8.05 1,045,000 6.68 Exercised — — (1,058,416 ) 4.27 (2,985,792 ) 2.94 Canceled/Forfeited (1,833,958 ) 5.66 (1,228,593 ) 7.67 (1,555,089 ) 7.02 Outstanding, end of year 14,973,651 $ 1.95 6,817,609 $ 4.52 8,829,618 $ 4.83 Exercisable, end of year 5,061,984 $ 3.84 5,696,273 $ 4.24 6,044,792 $ 4.72 The aggregate intrinsic value of options exercised during the year ended October 31, 2015 was zero . The aggregate intrinsic value of options outstanding and exercisable as of October 31, 2015 is zero . The weighted average life of options outstanding and exercisable as of October 31, 2015 is 7.8 years and 4.3 years , respectively. Outstanding stock options, excluding performance-based stock options, at October 31, 2015 consist of the following: Options Outstanding Options Exercisable Range of Exercise Prices Shares Weighted Average Remaining Life (Years) Weighted Average Exercise Price Shares Weighted Average Exercise Price $0.63 - $2.34 11,616,667 8.7 $ 1.05 1,936,667 $ 2.03 $2.35 - $4.60 1,302,500 4.3 3.09 1,302,500 3.09 $4.61 - $6.64 1,408,484 4.7 5.37 1,326,817 5.29 $6.65 - $8.70 400,000 6.9 7.42 250,000 7.77 $8.71 - $10.75 195,000 2.2 9.00 195,000 9.00 $10.76 - $16.36 51,000 0.9 14.52 51,000 14.52 Total 14,973,651 7.8 $ 1.95 5,061,984 $ 3.84 Changes in non-vested shares underlying stock options, excluding performance-based stock options, for the year ended October 31, 2015 were as follows: Shares Weighted Average Grant Date Fair Value Non-vested, beginning of year 1,121,336 $ 4.18 Granted 9,990,000 0.64 Vested (1,016,335 ) 2.95 Canceled (183,334 ) 5.20 Non-vested, end of year 9,911,667 $ 0.72 Of the 9.9 million outstanding non-vested stock options as of October 31, 2015, 9.6 million are expected to vest over their respective lives. As of October 31, 2015, there were 2,313,078 shares of common stock that were available for future grant. All of these shares were available for issuance of restricted stock. Performance-based options and performance-based restricted stock The Company grants performance-based options and performance-based restricted stock units to certain key employees and executives. Vesting of these awards is contingent upon a required service period and the Company’s achievement of specified common stock price thresholds or performance goals. In addition, the vesting of a portion of the options can be accelerated based upon the Company’s achievement of specified annual performance targets. The Company believes that the granting of these awards serves to further align the interests of its employees and executives with those of its stockholders. The fair value of restricted stock unit awards granted to our former chief executive officer in lieu of a cash annual salary during 2015 were determined using the intrinsic value method on the grant date. The weighted average fair value of the performance-based restricted stock units granted during 2015 was $1.84 . Based on the vesting contingencies in the awards granted during 2014, the Company used a Monte-Carlo simulation in order to determine the grant date fair values of the awards. The assumptions used in the Monte-Carlo simulation for the 2014 restricted stock units included a risk-free interest rate of 0.6% , volatility of 57.7% , and a zero dividend yield. The weighted average fair value of all restricted stock units granted during 2014 was $5.16 . Activity related to performance-based options and performance-based restricted stock units for the fiscal year ended October 31, 2015 is as follows: Performance Options Performance Restricted Stock Units Non-vested, October 31, 2014 640,000 10,218,508 Granted — 1,844,000 Exercised — — Canceled (124,000 ) (2,296,080 ) Non-vested, October 31, 2015 516,000 9,766,428 As of October 31, 2015 , 298,000 of the 516,000 outstanding performance-based stock options were exercisable and none of the performance-based restricted stock units were vested. As of October 31, 2015 , the Company had unrecognized compensation expense, net of estimated forfeitures, of approximately $0.1 million related to the performance-based stock options and approximately $2.7 million related to the performance-based restricted stock units, which are not expected to vest. The unrecognized compensation expense related to the performance-based stock options is expected to be recognized over a weighted average period of approximately 1 year . Restricted stock and non-performance based restricted stock The Company may also grant restricted stock and non-performance based restricted stock units under its 2013 Performance Incentive Plan. Restricted stock issued under this plan generally vests in three years while non-performance based restricted stock units issued under this plan generally vest upon the completion of a requisite service period. Vesting of a prorated portion of restricted stock unit awards granted to our former chief executive officer in lieu of a cash annual salary was accelerated in the second quarter of fiscal 2015 upon his departure. Changes in restricted stock for the fiscal years ended October 31, 2015 , 2014 and 2013 were as follows: Year Ended October 31, 2015 2014 2013 Outstanding restricted stock, beginning of year 175,000 195,000 801,667 Granted 105,000 105,000 105,000 Vested (80,000 ) (95,000 ) (685,000 ) Forfeited (25,000 ) (30,000 ) (26,667 ) Outstanding restricted stock, end of year 175,000 175,000 195,000 There were no non-performance based restricted stock units outstanding in the fiscal years ended October 31, 2014 and 2013. Changes in non-performance based restricted stock units for the fiscal year ended October 31, 2015 were as follows: Year Ended October 31, 2015 Outstanding non-performance based restricted stock units, beginning of year — Granted 675,676 Vested (281,532 ) Forfeited (394,144 ) Outstanding non-performance based restricted stock units, end of year — Restricted stock is issued at fair market value at the date of grant. Forfeitures are estimated at the date of grant based on historical rates and reduce the compensation expense recognized. The Company monitors the probability of meeting the restricted stock performance criteria, if any, and adjusts the amortization period as appropriate. As of October 31, 2015 , there had been no acceleration of amortization periods and the Company had approximately $0.2 million of unrecognized compensation expense expected to be recognized over a weighted average period of approximately 1.2 years . Employee Stock Purchase Plan The Company began the Quiksilver Employee Stock Purchase Plan (the “ESPP”) in fiscal 2001, which provides a method for employees of the Company to purchase common stock at a 15% discount from fair market value as of the beginning or end of each purchasing period of six months, whichever is lower. The ESPP covers substantially all full-time domestic and Australian employees. Since the adoption of guidance within ASC 718, “ Stock Compensation ,” compensation expense has been recognized for shares issued under the ESPP. During fiscal 2015 , 2014 and 2013 , 580,780 , 332,812 , and 448,896 shares of stock, respectively, were issued under the plan with proceeds to the Company of approximately $0.6 million per year. In connection with the delisting of the Company's common stock from the NYSE on September 9, 2015, the Company suspended the ESPP. During fiscal 2015 , 2014 and 2013 , the Company recognized total compensation expense related to options, restricted stock, performance-based options, performance-based restricted stock units and ESPP shares of approximately $4 million , $17 million , and $22 million , respectively. Warrants In addition to the equity instruments noted above, certain affiliates of Rhône Capital LLC hold common stock warrants that entitle such affiliates to purchase approximately 25.7 million shares of the Company’s common stock at an exercise price of $1.86 per share. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income/(Loss) | 12 Months Ended |
Oct. 31, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income/(Loss) | Accumulated Other Comprehensive Income/(Loss) The components of accumulated other comprehensive income/(loss) include changes in fair value of derivative instruments qualifying as cash flow hedges and foreign currency translation adjustments. The components of accumulated other comprehensive income/(loss), net of tax, are as follows: In thousands Derivative Instruments Foreign Currency Adjustments Total Balance, October 31, 2012 $ 5,756 $ 80,656 $ 86,412 Net gains reclassified to cost of goods sold (8,137 ) — (8,137 ) Net gains reclassified to foreign currency gain (343 ) — (343 ) Changes in fair value, net of tax (1,867 ) (2,147 ) (4,014 ) Balance, October 31, 2013 $ (4,591 ) $ 78,509 $ 73,918 Net gains reclassified to cost of goods sold (597 ) — (597 ) Changes in fair value, net of tax 9,281 (25,314 ) (16,033 ) Balance, October 31, 2014 $ 4,093 $ 53,195 $ 57,288 Net gains reclassified to cost of goods sold (23,660 ) — (23,660 ) Changes in fair value, net of tax 28,690 (47,373 ) (18,683 ) Balance, October 31, 2015 $ 9,123 $ 5,822 $ 14,945 |
Income Taxes
Income Taxes | 12 Months Ended |
Oct. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes A summary of the provision/(benefit) for income taxes from continuing operations is as follows: Year Ended October 31, In thousands 2015 2014 2013 Current: United States: Federal $ 980 $ (14,320 ) $ (1,921 ) State 541 (2,676 ) (60 ) Foreign 14,376 18,751 13,719 15,897 1,755 11,738 Deferred: United States: Federal (1,088 ) 134 (1,490 ) State (451 ) 34 (259 ) Foreign 1,279 (6,280 ) 156,231 (260 ) (6,112 ) 154,482 Provision/(benefit) for income taxes $ 15,637 $ (4,357 ) $ 166,220 A reconciliation of the effective income tax rate to a computed “expected” statutory federal income tax rate is as follows: Year Ended October 31, 2015 2014 2013 Computed “expected” statutory federal income tax rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal income tax benefit (0.1 )% 0.8 % 0.1 % Foreign tax rate differential (2.7 )% (0.8 )% (9.6 )% Goodwill impairment (8.1 )% (18.7 )% — % Stock-based compensation (0.3 )% (0.3 )% (2.3 )% Uncertain tax positions (0.2 )% (0.2 )% 1.3 % Valuation allowance (26.3 )% (13.6 )% (260.5 )% Other (2.5 )% (0.9 )% (1.3 )% Effective income tax rate (5.2 )% 1.3 % (237.3 )% The components of net deferred income tax assets/(liabilities) are as follows: October 31, In thousands 2015 2014 Deferred income tax assets: Allowance for doubtful accounts $ 4,784 $ 6,748 Unrealized gains and losses 12,463 9,351 Tax loss carry forwards 427,877 419,584 Accruals and other 100,194 80,028 Subtotal of deferred income tax assets 545,318 515,711 Deferred income tax liabilities: Depreciation and amortization (4,045 ) (8,411 ) Intangibles (23,805 ) (26,766 ) Subtotal of deferred income tax liabilities (27,850 ) (35,177 ) Deferred income tax assets, net 517,468 480,534 Valuation allowance (541,042 ) (495,938 ) Net deferred income tax liabilities $ (23,574 ) $ (15,404 ) Loss before provision/(benefit) for income taxes from continuing operations includes $76 million , $151 million , and $5 million of loss from foreign jurisdictions for the fiscal years ended October 31, 2015 , 2014 and 2013 , respectively. The Company's sale of the Mervin and Hawk businesses generated income tax of approximately $19 million within discontinued operations during fiscal 2014. However, as the Company does not expect to pay income tax on these sales after application of available loss carry-forwards, an offsetting income tax benefit was recognized within continuing operations. Before this tax benefit, the Company generated income tax expense of $12 million in fiscal 2014 due to being unable to record tax benefits against the losses in certain jurisdictions where we have previously recorded valuation allowances. The Company does not provide for the U.S. federal, state or additional foreign income tax effects on certain foreign earnings that management intends to permanently reinvest. Determination of the amount of any unrecognized deferred income tax liability on this temporary difference is not practicable. As of October 31, 2015 , the Company has federal net operating loss carry forwards of approximately $413 million and state net operating loss carry forwards of approximately $462 million , which will expire on various dates through 2035 . The Company has recorded a valuation allowance against the entire amount of these tax loss carry forwards. In addition, the Company has foreign tax loss carry forwards of approximately $845 million as of October 31, 2015 . Approximately $790 million will be carried forward until fully utilized, with the remaining $55 million expiring on various dates through 2035 . The Company has recorded a valuation allowance against $818 million of the foreign tax loss carry forwards. The Company is likely to be subject to tax rules under Internal Revenue Code (“IRC”) § 108 and IRC § 382 under which tax attributes, including net operating loss carryforwards, can be limited. The possibility of tax attribute reduction under these rules did not have an impact on the Company’s tax expense during fiscal 2015 as the Company had already recorded a full valuation allowance against the deferred tax assets of the Debtors. Each reporting period, the Company evaluates the realizability of all of its deferred tax assets in each tax jurisdiction. In the fiscal year ended October 31, 2015 , the Company concluded that it is more likely than not that its deferred tax assets within certain business units in the APAC segment will not be realized and a full valuation allowance of $7 million was added to the previously recorded valuation allowances in the APAC segment. Due to sustained tax losses, the Company maintains a previously recorded valuation allowance against its net deferred tax assets in certain jurisdictions in the Americas, EMEA, and Corporate Operations segments. The following table summarizes the activity related to the Company’s unrecognized tax benefits (excluding interest and penalties and related tax carry forwards): Year Ended October 31, In thousands 2015 2014 Balance, beginning of year $ 12,491 $ 11,002 Gross increases related to current year tax positions — 1,352 Gross increases related to prior period tax positions 1,368 645 Lapse in statute of limitation (1,063 ) (437 ) Foreign exchange and other (99 ) (71 ) Balance, end of year $ 12,697 $ 12,491 If the Company’s positions are sustained by the relevant taxing authority, approximately $11.4 million (excluding interest and penalties) of uncertain tax position liabilities as of October 31, 2015 would favorably impact the Company’s effective tax rate in future periods. The Company includes interest and penalties related to unrecognized tax benefits in its provision for income taxes in the accompanying consolidated statements of operations, which is included in current tax expense in the summary of income tax provision table shown above. As of October 31, 2015 , the Company had recognized a liability for interest and penalties of $7.9 million . During the next 12 months, it is reasonably possible that the Company’s liability for uncertain tax positions may change by a significant amount as a result of the resolution or payment of uncertain tax positions related to intercompany transactions between foreign affiliates and certain foreign withholding tax exposures. Conclusion of these matters could result in settlement for different amounts than the Company has accrued as uncertain tax benefits. If a position that the Company concluded was more likely than not is subsequently reversed, the Company would need to accrue and ultimately pay an additional amount. Conversely, the Company could settle positions with the tax authorities for amounts lower than have been accrued or extinguish a position through payment. The Company believes the outcomes which are reasonably possible within the next 12 months range from a reduction of the liability for unrecognized tax benefits of $11.1 million to an increase of the liability of $4 million , excluding penalties and interest for its existing tax positions. There were no settlements in fiscal 2015 or 2014 . The Company conducts business globally and files income tax returns in the United States and its significant foreign tax jurisdictions, including France, Australia, and Canada. The Company is subject to examination in the United States for fiscal 2012 and thereafter, in France for fiscal 2011 and thereafter, in Australia for fiscal 2011 and thereafter, and in Canada for fiscal 2012 and thereafter. Certain subsidiaries currently are under tax audit in France for years ranging from fiscal 2010 through fiscal 2013 . |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Oct. 31, 2015 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company maintains the Quiksilver 401(k) Employee Savings Plan and Trust (the “401(k) Plan”). This plan is generally available to all U.S. employees with six months of service and is funded by employee contributions and periodic discretionary contributions from the Company, which are approved by the Company’s Board of Directors. The Company did not make any contributions to the 401(k) Plan in fiscal 2015 , 2014 , and 2013 . Employees of the Company’s French subsidiary, Na Pali SAS, with three months of service are covered under the French Profit Sharing Plan (the “French Profit Sharing Plan”), which is mandated by law. Compensation is earned under the French Profit Sharing Plan based on statutory computations with an additional discretionary component. Funds are maintained by the Company and become fully vested with the employees after five years, although earlier disbursement is optional if certain personal events occur or upon the termination of employment. Compensation expense of $0.2 million , $0.3 million , and $0.5 million was recognized related to the French Profit Sharing Plan for the fiscal years ended October 31, 2015 , 2014 and 2013 , respectively. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Oct. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments The Company is exposed to gains and losses resulting from fluctuations in foreign currency exchange rates relating to certain sales, royalty income and product purchases of its international subsidiaries that are denominated in currencies other than their functional currencies. The Company is also exposed to foreign currency gains and losses resulting from domestic transactions that are not denominated in U.S. dollars. Furthermore, the Company is exposed to gains and losses resulting from the effect that fluctuations in foreign currency exchange rates have on the reported results in the Company’s consolidated financial statements due to the translation of the operating results and financial position of the Company’s international subsidiaries. As part of its overall strategy to manage the level of exposure to the risk of fluctuations in foreign currency exchange rates, the Company uses various foreign currency exchange contracts and intercompany loans. The Company accounts for all of its cash flow hedges under ASC 815, “ Derivatives and Hedging ,” which requires companies to recognize all derivative instruments as either assets or liabilities at fair value in the consolidated balance sheet. In accordance with ASC 815, the Company designates forward contracts as cash flow hedges of forecasted purchases of commodities. The results of derivative financial instruments are recorded in cash flows from operating activities within the consolidated statements of cash flows. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of accumulated other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains and losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. As of October 31, 2015 , the Company was hedging a portion of forecasted transactions expected to occur through October 2016 . Assuming October 31, 2015 exchange rates remain constant, $9 million of gains, net of tax, related to hedges of these transactions are expected to be reclassified into earnings over the next 12 months. On the date the Company enters into a derivative contract, management designates the derivative as a hedge of the identified exposure. Before entering into various hedge transactions, the Company formally documents all relationships between hedging instruments and hedged items, as well as the risk management objective and strategy. In this documentation, the Company identifies the asset, liability, firm commitment, or forecasted transaction that has been designated as a hedged item and indicates how the hedging instrument is expected to hedge the risks related to the hedged item. The Company formally measures effectiveness of its hedging relationships both at the hedge inception and on an ongoing basis in accordance with its risk management policy. The Company would discontinue hedge accounting prospectively (i) if management determines that the derivative is no longer effective in offsetting changes in the cash flows of a hedged item, (ii) when the derivative expires or is sold, terminated, or exercised, (iii) if it becomes probable that the forecasted transaction being hedged by the derivative will not occur, (iv) if a hedged firm commitment no longer meets the definition of a firm commitment, or (v) if management determines that designation of the derivative as a hedge instrument is no longer appropriate. As a result of the expiration, sale, termination, or exercise of derivative contracts, the Company reclassified into earnings net gains of $24 million , $1 million and $8 million for the fiscal year ended October 31, 2015 , 2014 and 2013 , respectively. The Company enters into forward exchange and other derivative contracts with major banks and is exposed to exchange rate losses in the event of nonperformance by these banks. The Company anticipates, however, that these banks will be able to fully satisfy their obligations under the contracts. Accordingly, the Company does not require collateral or other security to support the contracts. As of October 31, 2015 , the Company had the following outstanding derivative contracts that were entered into to hedge forecasted purchases: In thousands Commodity Notional Amount Maturity Fair Value United States dollar Inventory $ 124,216 Nov 2015 - Oct 2016 $ 5,816 The Company’s derivative assets and liabilities include foreign exchange derivatives that are measured at fair value using observable market inputs such as forward rates, interest rates, the Company’s credit risk and the Company’s counterparties’ credit risks. Based on these inputs, the Company’s derivative assets and liabilities are classified within Level 2 of the valuation hierarchy. The following tables reflect the fair values of assets and liabilities measured and recognized at fair value on a recurring basis on the accompanying consolidated balance sheet as of the dates indicated: Derivative Assets/(Liabilities) at Fair Value Fair Value Measurements Using In thousands Level 1 Level 2 Level 3 October 31, 2015: Derivative assets: Other receivables $ — $ 5,816 $ — $ 5,816 Total fair value $ — $ 5,816 $ — $ 5,816 October 31, 2014: Derivative assets: Other receivables $ — $ 16,683 $ — $ 16,683 Derivative liabilities: Accrued liabilities — (2 ) — (2 ) Total fair value $ — $ 16,681 $ — $ 16,681 |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Oct. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) A summary of quarterly financial data (unaudited) is as follows: Year Ended October 31, 2015 Quarter Ended In thousands, except per share amounts January 31 April 30 July 31 October 31 Revenues, net $ 340,854 $ 333,052 $ 336,134 $ 335,900 Gross profit 169,444 156,798 161,392 133,746 Loss from continuing operations attributable to Quiksilver, Inc. (1) (18,290 ) (37,594 ) (124,712 ) (133,096 ) Income from discontinued operations attributable to Quiksilver, Inc. 7,520 — — — Net loss attributable to Quiksilver, Inc. (1) (10,770 ) (37,594 ) (124,712 ) (133,096 ) Loss per share from continuing operations attributable to Quiksilver, Inc., assuming dilution (0.11 ) (0.22 ) (0.73 ) (0.77 ) Income per share from discontinued operations attributable to Quiksilver, Inc., assuming dilution 0.04 — — — Net loss per share attributable to Quiksilver, Inc., assuming dilution (0.06 ) (0.22 ) (0.73 ) (0.78 ) Trade accounts receivable, net 258,952 251,947 218,962 213,493 Inventories 306,119 291,248 338,432 295,062 Year Ended October 31, 2014 Quarter Ended In thousands, except per share amounts January 31 April 30 July 31 October 31 Revenues, net $ 394,910 $ 396,941 $ 378,215 $ 401,388 Gross profit 200,640 194,290 181,071 187,209 Loss from continuing operations attributable to Quiksilver, Inc. (2) (21,529 ) (37,880 ) (218,309 ) (49,315 ) Income/(loss) from discontinued operations attributable to Quiksilver, Inc. (3) 37,720 (15,244 ) (2,283 ) (1,223 ) Net income/(loss) attributable to Quiksilver, Inc. (2) 16,191 (53,124 ) (220,592 ) (50,538 ) Loss per share from continuing operations attributable to Quiksilver, Inc., assuming dilution (0.13 ) (0.22 ) (1.28 ) (0.29 ) Income/(loss) per share from discontinued operations attributable to Quiksilver, Inc., assuming dilution 0.22 (0.09 ) (0.01 ) (0.01 ) Net income/(loss) per share attributable to Quiksilver, Inc., assuming dilution 0.10 (0.31 ) (1.29 ) (0.30 ) Trade accounts receivable, net 331,141 343,767 308,113 311,014 Inventories 365,075 309,585 337,164 284,517 ___________ (1) The fiscal quarter ended July 31, 2015 included goodwill impairment charges of $74 million and $6 million for the Americas and APAC segments, respectively. The fiscal quarter ended July 31, 2015 also included an impairment charge of $16 million in the EMEA reporting unit to reduce the Quiksilver trademark to fair value. The fiscal quarter ended October 31, 2015 also included impairment charges of $5 million and $2 million in the EMEA and APAC reporting units, respectively, to reduce the Quiksilver trademark to fair value. (2) The fiscal quarter ended July 31, 2014 included goodwill impairment charge of $178 million for the EMEA segment. (3) The fiscal quarters ended April 30, 2014 and July 31, 2014 include impairment charges of $15 million and $4 million , respectively, related to the Surfdome business. |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Oct. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges In connection with the globalization of its organizational structure and core processes, as well as its overall cost reduction efforts, the Company developed and approved a multi-year profit improvement plan in 2013 (the "2013 Plan"). The 2013 Plan covers the global operations of the Company, and as the Company continues to evaluate its structure, processes and costs, additional charges may be incurred in the future under this plan that are not yet determined. The 2013 Plan is, in many respects, a continuation and acceleration of the Company's Fiscal 2011 Cost Reduction Plan (the “2011 Plan”). The Company will no longer incur any new charges under the 2011 Plan, but will continue to make cash payments on amounts previously accrued under the 2011 Plan. Amounts charged to expense under the 2013 Plan were primarily recorded in SG&A, with a small portion recorded in cost of goods sold on the accompanying consolidated statements of operations. Activity and liability balances recorded as part of the 2013 Plan and 2011 Plan were as follows: In thousands Workforce Facility & Other Total Balance, October 31, 2012 $ 5,335 $ 6,856 $ 12,191 Charged to expense 22,671 5,838 28,509 Cash payments (15,847 ) (5,163 ) (21,010 ) Adjustments — (592 ) (592 ) Balance, October 31, 2013 $ 12,159 $ 6,939 $ 19,098 Charged to expense 19,350 15,295 34,645 Cash payments (19,999 ) (9,943 ) (29,942 ) Balance, October 31, 2014 $ 11,510 $ 12,291 $ 23,801 Charged to expense 10,233 9,095 19,328 Cash payments (11,502 ) (13,528 ) (25,030 ) Less: Reclassification to liabilities subject to compromise (1) (9,353 ) (1,874 ) (11,227 ) Balance, October 31, 2015 $ 888 $ 5,984 $ 6,872 ___________ (1) Pursuant to the PSA, the Company has reclassified certain workforce restructuring related obligations, certain future lease obligations and other liabilities to Liabilities Subject to Compromise on the consolidated balance sheet at October 31, 2015 . For further information, see Note 23 — Liabilities Subject to Compromise. Of the amounts charged to expense during fiscal 2015 , approximately $4 million , $12 million , $0 million and $3 million were related to the Americas, EMEA, APAC and Corporate Operations segments, respectively. In addition to the restructuring charges noted above, in fiscal 2013, the Company recorded approximately $4 million of charges in cost of goods sold related to inventory write-downs and approximately $2 million of expenses within SG&A related to certain non-core brands and peripheral product categories that have been discontinued. Unrelated to the 2013 Plan or the 2011 Plan as discussed above, in fiscal 2013, the Company also recorded severance charges of approximately $3 million within SG&A expense. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Oct. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations In November 2013, the Company completed the sale of Mervin Manufacturing, Inc., a manufacturer of snowboards and related products under the " Lib-Technologies " and " GNU " brands, ("Mervin") for $58 million . In January 2014, the Company completed the sale of substantially all of the assets of Hawk Designs, Inc. ("Hawk"), its subsidiary that owned and operated the " Hawk " brand, for $19 million . These transactions resulted in an after-tax gain of approximately $30 million during fiscal 2014, which is included in income from discontinued operations in the table below. The Company’s sale of the Mervin and Hawk businesses generated income tax expense of approximately $19 million within discontinued operations during fiscal 2014. However, as the Company did not expect to pay income tax after application of available loss carry-forwards, an offsetting income tax benefit was recognized within continuing operations. During fiscal 2014 , the Company recorded non-cash impairment charges totaling $19 million in discontinued operations to write-down to their estimated fair value the goodwill and intangible assets of its U.K.-based Surfdome Shop, Ltd., a multi-brand e-commerce retailer, ("Surfdome"). In fiscal 2014 , the operations of Surfdome generated a tax benefit of $3 million . In December 2014, the Company sold its majority stake in Surfdome for net proceeds of approximately $16 million , which included payments from Surfdome for all outstanding loans and trade receivables. The sale in fiscal 2015 resulted in an after-tax gain of $7 million , which is included in income from discontinued operations in the table below. Each of the Company’s Mervin, Hawk and Surfdome businesses were classified as “held for sale” and are presented as discontinued operations in the accompanying consolidated financial statements for all periods presented. The operating results of discontinued operations were as follows: Year Ended October 31, In thousands 2015 2014 2013 Revenues, net $ 13,239 $ 60,605 $ 83,209 Income before income taxes 6,785 25,355 9,766 Provision for income taxes 53 15,915 3,880 Income from discontinued operations 6,732 9,440 5,886 Less: net loss attributable to non-controlling interest 788 9,530 315 Income from discontinued operations attributable to Quiksilver, Inc. $ 7,520 $ 18,970 $ 6,201 There were no assets classified as held for sale at October 31, 2015 . The components of major assets held for sale and liabilities associated with assets held for sale at October 31, 2014 were as follows: In thousands October 31, 2014 Assets: Inventories, net $ 19,659 Other 6,000 Total $ 25,659 Liabilities: Accounts payable $ 12,520 Accrued liabilities 120 Deferred tax liabilities 626 Total $ 13,266 Total assets held for sale as of October 31, 2014 by segment were as follows: In thousands October 31, 2014 Americas $ 28 EMEA 25,631 APAC — Total $ 25,659 |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 12 Months Ended |
Oct. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Financial Information | Condensed Consolidating Financial Information In July 2013, the Company issued $225 million aggregate principal amount of its 2020 Notes. These notes were issued in a private offering that was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). They were offered within the United States only to qualified institutional buyers in accordance with Rule 144A under the Securities Act, and outside of the United States only to non-U.S. investors in accordance with Regulation S under the Securities Act. In November, 2013, these notes were exchanged for publicly registered notes with identical terms. Obligations under the Company’s 2020 Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by certain of its 100% owned domestic subsidiaries. The Company presents condensed consolidating financial information for Quiksilver, Inc. and its domestic subsidiaries within the notes to the consolidated financial statements in accordance with the criteria established for parent companies in the SEC’s Regulation S-X, Rule 3-10(f). The following condensed consolidating financial information presents the results of operations, financial position and cash flows of Quiksilver, Inc., QS Wholesale, Inc., the 100% owned guarantor subsidiaries, the non-guarantor subsidiaries and the eliminations necessary to arrive at the information for the Company on a consolidated basis as of October 31, 2015 and October 31, 2014 and for each of fiscal 2015 , 2014 and 2013 . The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 461 $ 302,686 $ 275,676 $ 869,189 $ (102,072 ) $ 1,345,940 Cost of goods sold — 191,937 181,725 445,202 (94,304 ) 724,560 Gross profit 461 110,749 93,951 423,987 (7,768 ) 621,380 Selling, general and administrative expense 13,120 123,470 120,742 441,846 (6,354 ) 692,824 Asset impairments — 62,480 20,606 35,452 — 118,538 Operating loss (12,659 ) (75,201 ) (47,397 ) (53,311 ) (1,414 ) (189,982 ) Interest expense, net 39,917 4,245 (4 ) 22,571 — 66,729 Foreign currency (gain)/loss (355 ) (440 ) 480 6,423 — 6,108 Equity in earnings 242,644 (7,625 ) — — (235,019 ) — Reorganization items 11,260 22,974 958 44 — 35,236 Loss before provision/(benefit) for income taxes (306,125 ) (94,355 ) (48,831 ) (82,349 ) 233,605 (298,055 ) Provision/(benefit) for income taxes 47 (714 ) 648 15,656 — 15,637 Loss from continuing operations (306,172 ) (93,641 ) (49,479 ) (98,005 ) 233,605 (313,692 ) (Loss)/income from discontinued operations — — (2 ) 6,734 — 6,732 Net loss (306,172 ) (93,641 ) (49,481 ) (91,271 ) 233,605 (306,960 ) Net loss attributable to non-controlling interest — — — 788 — 788 Net loss attributable to Quiksilver, Inc. (306,172 ) (93,641 ) (49,481 ) (90,483 ) 233,605 (306,172 ) Other comprehensive loss (42,343 ) — — (42,343 ) 42,343 (42,343 ) Comprehensive loss attributable to Quiksilver, Inc. $ (348,515 ) $ (93,641 ) $ (49,481 ) $ (132,826 ) $ 275,948 $ (348,515 ) Asset impairments in the "QS Wholesale Inc." column above includes a $6 million non-cash charge for the impairment of DC Shoes goodwill that resides in the QS Wholesale Inc. legal entity, but is allocated to the APAC segment for reporting unit purposes. This charge is a component of the $80 million non-cash charge to fully impair all goodwill attributable to the Americas and APAC reporting units (see Note 8 — Intangible Assets and Goodwill). Condensed Consolidating Statement of Operations Year Ended October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 465 $ 340,819 $ 362,182 $ 1,025,745 $ (157,757 ) $ 1,571,454 Cost of goods sold 193 214,431 258,055 487,092 (151,527 ) 808,244 Gross profit 272 126,388 104,127 538,653 (6,230 ) 763,210 Selling, general and administrative expense 36,514 113,530 160,695 522,649 (6,207 ) 827,181 Asset impairments 2,043 40,430 4,267 142,391 — 189,131 Operating loss (38,285 ) (27,572 ) (60,835 ) (126,387 ) (23 ) (253,102 ) Interest expense, net 46,464 2,917 (5 ) 26,615 — 75,991 Foreign currency (gain)/loss (216 ) (269 ) 66 3,077 — 2,658 Equity in earnings 223,412 4,509 — — (227,921 ) — Loss before provision/(benefit) for income taxes (307,945 ) (34,729 ) (60,896 ) (156,079 ) 227,898 (331,751 ) Provision/(benefit) for income taxes 119 584 (17,531 ) 12,471 — (4,357 ) Loss from continuing operations (308,064 ) (35,313 ) (43,365 ) (168,550 ) 227,898 (327,394 ) Income/(loss) from discontinued operations — — 29,244 (19,804 ) — 9,440 Net loss (308,064 ) (35,313 ) (14,121 ) (188,354 ) 227,898 (317,954 ) Net loss attributable to non-controlling interest — — — 9,891 — 9,891 Net loss attributable to Quiksilver, Inc. (308,064 ) (35,313 ) (14,121 ) (178,463 ) 227,898 (308,063 ) Other comprehensive loss (16,630 ) — — (16,630 ) 16,630 (16,630 ) Comprehensive loss attributable to Quiksilver, Inc. $ (324,694 ) $ (35,313 ) $ (14,121 ) $ (195,093 ) $ 244,528 $ (324,693 ) Asset impairments in the "QS Wholesale Inc." column above includes a $38 million non-cash charge for the impairment of DC Shoes goodwill that resides in the QS Wholesale Inc. legal entity, but is allocated to the EMEA segment for reporting unit purposes. This charge is a component of the $178 million non-cash charge to fully impair all goodwill attributable to the EMEA reporting unit (see Note 8 — Intangible Assets and Goodwill). Condensed Consolidating Statement of Operations Year Ended October 31, 2013 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 464 $ 428,193 $ 475,855 $ 1,158,281 $ (243,249 ) $ 1,819,544 Cost of goods sold — 255,992 332,599 548,582 (193,201 ) 943,972 Gross profit 464 172,201 143,256 609,699 (50,048 ) 875,572 Selling, general and administrative expense 54,002 131,560 137,148 559,152 (24,305 ) 857,557 Asset impairments — 1,646 5,939 4,742 — 12,327 Operating (loss)/income (53,538 ) 38,995 169 45,805 (25,743 ) 5,688 Interest expense, net 39,487 4,359 1 27,202 — 71,049 Foreign currency loss/(gain) 318 56 (4 ) 4,319 — 4,689 Equity in earnings 134,970 2,739 — — (137,709 ) — (Loss)/income before provision/(benefit) for income taxes (228,313 ) 31,841 172 14,284 111,966 (70,050 ) Provision/(benefit) for income taxes 422 (665 ) (3,488 ) 169,951 — 166,220 (Loss)/income from continuing operations (228,735 ) 32,506 3,660 (155,667 ) 111,966 (236,270 ) (Loss)/income from discontinued operations (689 ) — 5,211 1,353 11 5,886 Net (loss)/income (229,424 ) 32,506 8,871 (154,314 ) 111,977 (230,384 ) Net loss attributable to non-controlling interest — — — 960 — 960 Net (loss)/income attributable to Quiksilver, Inc. (229,424 ) 32,506 8,871 (153,354 ) 111,977 (229,424 ) Other comprehensive loss (12,494 ) — — (12,494 ) 12,494 (12,494 ) Comprehensive (loss)/income attributable to Quiksilver, Inc. $ (241,918 ) $ 32,506 $ 8,871 $ (165,848 ) $ 124,471 $ (241,918 ) In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 4,082 $ 1,447 $ — $ 32,945 $ (2,013 ) $ 36,461 Restricted cash 125 — — 2,396 — 2,521 Trade accounts receivable, net — 42,022 25,982 145,489 — 213,493 Other receivables — 5,727 746 18,716 — 25,189 Income tax receivable — 144 — 6,042 (144 ) 6,042 Inventories — 35,764 75,667 200,960 (17,329 ) 295,062 Prepaid expenses and other current assets — 5,728 5,058 18,552 — 29,338 Intercompany balances — 307,874 — 30,104 (337,978 ) — Total current assets 4,207 398,706 107,453 455,204 (357,464 ) 608,106 Restricted cash — — — 650 — 650 Fixed assets, net 18,030 26,531 12,012 103,806 — 160,379 Intangible assets, net 9,609 43,179 1,018 60,557 — 114,363 Other assets 31 1,527 415 27,041 — 29,014 Deferred income taxes long-term — — — 10,011 — 10,011 Investment in subsidiaries 482,444 9,150 — — (491,594 ) — Total assets $ 514,321 $ 479,093 $ 120,898 $ 657,269 $ (849,058 ) $ 922,523 Condensed Consolidating Balance Sheet (Continued) October 31, 2015 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated LIABILITIES AND EQUITY/(DEFICIT) Liabilities not subject to compromise: Current liabilities: Lines of credit $ — $ — $ — $ 25,143 $ — $ 25,143 Debtor-in-possession financing — 70,641 — 17,093 — 87,734 Accounts payable 397 24,690 9,125 109,305 — 143,517 Accrued liabilities 612 18,801 6,944 65,767 (2,013 ) 90,111 Long-term debt reclassified to current — — — 220,518 — 220,518 Income taxes payable — — 352 5,029 (144 ) 5,237 Intercompany balances 282,489 — 55,489 — (337,978 ) — Total current liabilities not subject to compromise 283,498 114,132 71,910 442,855 (340,135 ) 572,260 Long-term debt, net of current portion — — — 903 — 903 Income tax payable - long-term — — — 9,438 — 9,438 Deferred income taxes long-term 708 15,608 2,343 14,926 — 33,585 Other long-term liabilities — 5,226 6,741 8,377 — 20,344 Total liabilities not subject to compromise 284,206 134,966 80,994 476,499 (340,135 ) 636,530 Liabilities subject to compromise 519,782 31,323 24,555 — — 575,660 Total liabilities 803,988 166,289 105,549 476,499 (340,135 ) 1,212,190 Stockholders’/invested equity (deficit) (289,667 ) 312,804 15,349 180,770 (508,923 ) (289,667 ) Total liabilities and equity/(deficit) $ 514,321 $ 479,093 $ 120,898 $ 657,269 $ (849,058 ) $ 922,523 Condensed Consolidating Balance Sheet October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 158 $ 2,867 $ (2,701 ) $ 46,340 $ — $ 46,664 Restricted cash — — — 4,687 — 4,687 Trade accounts receivable, net — 51,663 34,779 224,572 — 311,014 Other receivables 10 3,402 1,071 36,644 (280 ) 40,847 Inventories — 25,681 72,761 203,529 (17,454 ) 284,517 Deferred income taxes - current — 21,554 — 4,926 (21,554 ) 4,926 Prepaid expenses and other current assets 1,579 6,209 2,941 17,351 — 28,080 Intercompany balances — 258,808 — — (258,808 ) — Current portion of assets held for sale — — 28 20,237 — 20,265 Total current assets 1,747 370,184 108,879 558,286 (298,096 ) 741,000 Restricted cash — 16,514 — — — 16,514 Fixed assets, net 20,381 34,408 21,259 137,720 — 213,768 Intangible assets, net 6,674 43,815 1,150 83,871 — 135,510 Goodwill — 61,982 11,089 7,551 — 80,622 Other assets 7,097 5,160 1,255 33,574 — 47,086 Deferred income taxes - long-term 30,807 — 2,052 16,088 (32,859 ) 16,088 Investment in subsidiaries 722,935 1,525 — — (724,460 ) — Assets held for sale, net of current portion — — — 5,394 — 5,394 Total assets $ 789,641 $ 533,588 $ 145,684 $ 842,484 $ (1,055,415 ) $ 1,255,982 LIABILITIES AND EQUITY Current liabilities: Lines of credit $ — $ — $ — $ 32,929 $ — $ 32,929 Accounts payable 4,582 40,942 22,008 100,775 — 168,307 Accrued liabilities 17,887 15,092 7,230 72,492 — 112,701 Current portion of long-term debt — 600 — 1,832 — 2,432 Income taxes payable — — — 1,404 (280 ) 1,124 Deferred income taxes - current 31,450 — 4,925 4,807 (21,554 ) 19,628 Intercompany balances 179,251 — 39,265 40,292 (258,808 ) — Current portion of liabilities associated with assets held for sale — — 6 13,260 — 13,266 Total current liabilities 233,170 56,634 73,434 267,791 (280,642 ) 350,387 Long-term debt - net of current portion 501,416 22,657 — 269,156 — 793,229 Income taxes payable long-term — — — 8,683 — 8,683 Other long-term liabilities 1,179 9,800 7,420 12,260 — 30,659 Deferred income taxes long-term — 38,052 — 11,597 (32,859 ) 16,790 Total liabilities 735,765 127,143 80,854 569,487 (313,501 ) 1,199,748 Stockholders’/invested equity 53,876 406,445 64,830 270,639 (741,914 ) 53,876 Non-controlling interest — — — 2,358 — 2,358 Total liabilities and equity $ 789,641 $ 533,588 $ 145,684 $ 842,484 $ (1,055,415 ) $ 1,255,982 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2015 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net loss $ (306,172 ) $ (93,641 ) $ (49,481 ) $ (91,271 ) $ 233,605 $ (306,960 ) Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: Income/(loss) from discontinued operations — — 2 (6,734 ) — (6,732 ) Depreciation and amortization 2,989 10,403 6,049 23,279 — 42,720 Stock-based compensation 4,342 — — — — 4,342 Provision for doubtful accounts — 1,521 540 7,472 — 9,533 Asset impairments — 62,480 20,606 35,452 — 118,538 Reorganization items - non-cash 10,454 7,440 — — — 17,894 Equity in earnings 242,644 (7,625 ) — 2,091 (235,019 ) 2,091 Non-cash interest expense 1,688 1,146 — 201 — 3,035 Deferred income taxes 48 (911 ) (550 ) 1,094 — (319 ) Other adjustments to reconcile net loss (1,178 ) (167 ) 94 3,691 — 2,440 Changes in operating assets and liabilities: Trade accounts receivable — 8,120 8,260 46,294 — 62,674 Inventories — (10,083 ) (1,492 ) (20,689 ) 1,414 (30,850 ) Intercompany 130,730 (35,152 ) (61,387 ) (32,178 ) (2,013 ) — Other operating assets and liabilities (11,861 ) 8,254 11,642 26,304 — 34,339 Cash provided by/(used by) operating activities of continuing operations 73,684 (48,215 ) (65,717 ) (4,994 ) (2,013 ) (47,255 ) Cash (used by)/provided by operating activities of discontinued operations — — (2 ) 4,670 — 4,668 Net cash provided by/(used in) operating activities 73,684 (48,215 ) (65,719 ) (324 ) (2,013 ) (42,587 ) Cash flows from investing activities: Proceeds from sale of fixed assets — 26 — 473 — 499 Capital expenditures (3,496 ) (2,156 ) (9,113 ) (18,211 ) — (32,976 ) Changes in restricted cash (125 ) 16,514 — 1,641 — 18,030 Intercompany (66,092 ) (11,441 ) — — — (77,533 ) Cash used in investing activities of continuing operations (69,713 ) 2,943 (9,113 ) (16,097 ) — (91,980 ) Cash provided by/(used by) investing activities of discontinued operations — — — 10,713 — 10,713 Net cash (used in)/provided by investing activities (69,713 ) 2,943 (9,113 ) (5,384 ) — (81,267 ) Cash flows from financing activities: Borrowings on lines of credit — — — 66,339 — 66,339 Payments on lines of credit — — — (69,894 ) — (69,894 ) Borrowings on debtor-in-possession financing — 105,454 — 3,509 — 108,963 Payments on debtor-in-possession financing — (70,618 ) — (2,442 ) — (73,060 ) Payments on debtor-in-possession financing fees — (900 ) — — — (900 ) Borrowings on debt — 63,561 — 42,702 — 106,263 Payments on debt (577 ) (53,645 ) — (38,072 ) — (92,294 ) Stock option exercises and employee stock purchases 629 — — — — 629 Intercompany — — 77,533 — — 77,533 Cash (used in)/provided by financing activities of continuing operations 52 43,852 77,533 2,142 — 123,579 Net cash provided by/(used in) financing activities 52 43,852 77,533 2,142 — 123,579 Effect of exchange rate changes on cash (99 ) — — (9,829 ) — (9,928 ) Net increase/(decrease) in cash and cash equivalents 3,924 (1,420 ) 2,701 (13,395 ) (2,013 ) (10,203 ) Cash and cash equivalents, beginning of period 158 2,867 (2,701 ) 46,340 — 46,664 Cash and cash equivalents, end of period $ 4,082 $ 1,447 $ — $ 32,945 $ (2,013 ) $ 36,461 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net loss $ (308,064 ) $ (35,313 ) $ (14,121 ) $ (188,354 ) $ 227,898 $ (317,954 ) Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: (Loss)/income from discontinued operations — — (29,244 ) 19,804 — (9,440 ) Depreciation and amortization 2,696 10,712 9,752 28,778 — 51,938 Stock-based compensation 17,260 — — — — 17,260 Provision for doubtful accounts — 15,515 437 5,904 — 21,856 Asset impairments 2,043 40,430 4,267 142,391 — 189,131 Equity in earnings 223,412 4,509 — 228 (227,921 ) 228 Non-cash interest expense 1,911 1,016 — 542 — 3,469 Deferred income taxes — 1,467 — (6,290 ) — (4,823 ) Other adjustments to reconcile net loss (375 ) (295 ) (306 ) (5,544 ) — (6,520 ) Changes in operating assets and liabilities: Trade accounts receivable — 10,187 9,850 29,514 — 49,551 Inventories — 21,738 21,342 (5,319 ) 23 37,784 Intercompany 132,629 (45,566 ) (128,989 ) 41,926 — — Other operating assets and liabilities (16,870 ) 5,948 (18,527 ) (11,552 ) — (41,001 ) Cash provided by/(used in) operating activities of continuing operations 54,642 30,348 (145,539 ) 52,028 — (8,521 ) Cash (used in)/provided by operating activities of discontinued operations — (18,791 ) 16,805 (16,428 ) — (18,414 ) Net cash provided by/(used in) operating activities 54,642 11,557 (128,734 ) 35,600 — (26,935 ) Cash flows from investing activities: Capital expenditures (6,480 ) (12,365 ) (10,569 ) (24,001 ) — (53,415 ) Changes in restricted cash — (16,514 ) — (4,687 ) — (21,201 ) Proceeds from sale of fixed assets 174 94 532 4,850 — 5,650 Cash used in investing activities of continuing operations (6,306 ) (28,785 ) (10,037 ) (23,838 ) — (68,966 ) Cash provided by/(used in) investing activities of discontinued operations — 19,000 58,052 (1,938 ) — 75,114 Net cash (used in)/provided by investing activities (6,306 ) (9,785 ) 48,015 (25,776 ) — 6,148 Cash flows from financing activities: Borrowings on lines of credit — — — 57,413 — 57,413 Payments on lines of credit — — — (24,485 ) — (24,485 ) Borrowings on long-term debt — 117,068 — 80,018 — 197,086 Payments on long-term debt — (95,976 ) — (126,196 ) — (222,172 ) Payments of debt issuance costs (160 ) 37 — — — (123 ) Stock option exercises and employee stock purchases 5,902 — — — — 5,902 Intercompany (53,955 ) (22,801 ) 76,756 — — — Cash (used in)/provided by financing activities of continuing operations (48,213 ) (1,672 ) 76,756 (13,250 ) — 13,621 Cash (used in)/provided by financing activities of discontinued operations — (966 ) 966 — — — Net cash (used in)/provided by financing activities (48,213 ) (2,638 ) 77,722 (13,250 ) — 13,621 Effect of exchange rate changes on cash — — — (3,450 ) — (3,450 ) Net increase/(decrease) in cash and cash equivalents 123 (866 ) (2,997 ) (6,876 ) — (10,616 ) Cash and cash equivalents, beginning of period 35 3,733 296 53,216 — 57,280 Cash and cash equivalents, end of period $ 158 $ 2,867 $ (2,701 ) $ 46,340 $ — $ 46,664 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2013 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net (loss)/income $ (229,424 ) $ 32,506 $ 8,871 $ (154,314 ) $ 111,977 $ (230,384 ) Adjustments to reconcile net (loss)/income to net cash (used in)/provided by operating activities: Income/(loss) from discontinued operations 689 — (5,211 ) (1,353 ) (11 ) (5,886 ) Depreciation and amortization 2,218 11,556 6,031 30,153 — 49,958 Stock-based compensation 21,556 — — — — 21,556 Provision for doubtful accounts — (129 ) (1,823 ) 7,681 — 5,729 Asset impairments — 1,646 5,939 4,742 — 12,327 Equity in earnings 134,970 2,739 — 613 (137,709 ) 613 Non-cash interest expense 4,702 1,312 — 781 6,795 Deferred income taxes — (1,750 ) — 160,847 — 159,097 Other adjustments to reconcile net (loss)/income 316 27 (196 ) (1,529 ) — (1,382 ) Changes in operating assets and liabilities: Trade accounts receivable — (9,322 ) 33,619 (34,491 ) — (10,194 ) Inventories — (7,293 ) 5,774 (30,251 ) 25,743 (6,027 ) Other operating assets and liabilities 8,327 3,080 (20,748 ) 32,027 — 22,686 Cash (used in)/provided by operating activities of continuing operations (56,646 ) 34,372 32,256 14,906 — 24,888 Cash provided by operating activities of discontinued operations — — 1,515 789 — 2,304 Net cash (used in)/provided by operating activities (56,646 ) 34,372 33,771 15,695 — 27,192 Cash flows from investing activities: Capital expenditures (7,347 ) (6,606 ) (7,965 ) (30,264 ) — (52,182 ) Proceeds from sale of fixed assets 55 — 12 792 — 859 Cash used in investing activities of continuing operations (7,292 ) (6,606 ) (7,953 ) (29,472 ) — (51,323 ) Cash used in investing activities of discontinued operations — — (268 ) (2,302 ) — (2,570 ) Net cash used in investing activities (7,292 ) (6,606 ) (8,221 ) (31,774 ) — (53,893 ) Cash flows from financing activities: Transactions with non-controlling interest owners — (58 ) — — — (58 ) Borrowings on lines of credit — — — 6,157 — 6,157 Payments on lines of credit — — — (22,561 ) — (22,561 ) Borrowings on long-term debt 500,776 59,829 — 92,310 — 652,915 Payments on long term debt (400,000 ) (129,123 ) — (53,333 ) — (582,456 ) Payments of debt and equity issuance costs (9,965 ) (4,312 ) — — — (14,277 ) Stock option exercises and employee stock purchases 9,944 — — — — 9,944 Intercompany (37,106 ) 47,665 (23,423 ) 12,864 — — Cash provided by/(used in) financing activities of continuing operations 63,649 (25,999 ) (23,423 ) 35,437 — 49,664 Cash provided by financing activities of discontinued operations — — — — — — Net cash provided by/(used in) financing activities 63,649 (25,999 ) (23,423 ) 35,437 — 49,664 Effect of exchange rate changes on cash — — — (7,506 ) — (7,506 ) Net (decrease)/increase in cash and cash equivalents (289 ) 1,767 2,127 11,852 — 15,457 Cash and cash equivalents, beginning of period 324 1,966 (1,831 ) 41,364 — 41,823 Cash and cash equivalents, end of period $ 35 $ 3,733 $ 296 $ 53,216 $ — $ 57,280 Condensed Combined Financial Statements Condensed combined financial statements are presented below for the Debtors as of and for the fiscal year ended October 31, 2015 . Intercompany transactions and intercompany balances among the Debtors have been eliminated in the condensed combined financial statements. If the terms of the PSA are implemented, on the Effective Date, intercompany interests held by the Debtors, with the consent of the Plan Sponsor, or the Reorganized Debtors, as applicable, will be (i) reinstated, or (ii) deemed automatically cancelled, released or extinguished. No allowances for intercompany receivables from the Debtors have been recorded in the Company's consolidated financial statements. If the terms of the PSA are implemented, new common shares will be issued to holders of the 2018 Notes. All of the Company’s existing equity securities, including its shares of common stock and warrants, will be cancelled and extinguished without holders receiving any distribution. Condensed Combined Statement of Operations In thousands Year Ended October 31, 2015 Revenues, net $ 498,123 Gross profit 203,747 Selling, general and administrative expense 257,332 Asset impairments 83,086 Operating loss (136,671 ) Interest expense, net and foreign currency (gain)/loss 43,843 Equity in earnings 91,271 Reorganization items (See Note 24) 35,192 Loss before benefit for income taxes (306,977 ) Benefit for income taxes (19 ) Loss from continuing operations (306,958 ) Loss from discontinued operations (2 ) Net loss (306,960 ) Net loss attributable to non-controlling interest 788 Net loss attributable to Quiksilver, Inc. $ (306,172 ) Condensed Combined Balance Sheet In thousands October 31, 2015 ASSETS Current assets excluding intercompany receivables $ 177,395 Intercompany receivables 71,312 Fixed assets, net 56,573 Intangible assets, net 53,806 Other assets 1,973 Investment in subsidiaries 453,132 Total assets $ 814,191 LIABILITIES AND EQUITY Liabilities not subject to compromise: Current liabilities: Debtor-in-possession financing $ 70,641 Accounts payable, accrued liabilities and income taxes payable 60,921 Intercompany payable 36,291 Total current liabilities not subject to compromise 167,853 Deferred income taxes - long-term and other long-term liabilities 30,626 Total liabilities not subject to compromise 198,479 Liabilities subject to compromise (See Note 23) 575,660 Total liabilities 774,139 Stockholders’/invested equity 40,052 Total liabilities and equity $ 814,191 Condensed Combined Statement of Cash Flows In thousands Year Ended October 31, 2015 Cash used in operating activities of continuing operations $ (40,248 ) Cash used in operating activities of discontinued operations (2 ) Net cash used in operating activities (40,250 ) Cash used in investing activities of continuing operations (75,883 ) Cash provided by financing activities of continuing operations 121,437 Effect of exchange rate changes on cash (99 ) Net increase in cash and cash equivalents 5,205 Cash and cash equivalents, beginning of period 324 Cash and cash equivalents, end of period $ 5,529 |
Restatement of Prior Period Fin
Restatement of Prior Period Financial Statements | 12 Months Ended |
Oct. 31, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Prior Period Financial Statements | Restatement of Prior Period Financial Statements Subsequent to the issuance of the Company's consolidated financial statements for the year ended October 31, 2014, the Company identified errors related to inappropriate revenue cut-off (revenues inappropriately recognized prior to meeting the GAAP revenue recognition criteria) that impacted prior periods, including each quarter of fiscal 2014 and earlier periods. The Company determined that certain shipments previously reported as revenue in its Americas wholesale channel did not meet the criteria for revenue recognition until the subsequent quarter when the shipments were delivered to, and accepted by, its wholesale customers. The impact of the inappropriate revenue cutoff was to understate net revenue and gross margin and to overstate total equity for the years ended October 31, 2014 and 2013. The Company assessed the materiality of these errors to each of the 2014, 2013 and 2012 fiscal years, as well as to each quarter of fiscal 2014, in accordance with the SEC's SAB No. 99, Materiality, and concluded that the errors were not material to any of these periods. However, the Company also concluded that recording an out of period correction would be material to the three months ended January 31, 2015, as it would materially understate first quarter results and key revenue trends within its Americas segment. Consequently, in accordance with SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements, the accompanying consolidated statement of operations for the years ended October 31, 2014 and 2013 and consolidated balance sheet as of October 31, 2014 have been restated to correct for these immaterial errors. During the first quarter of fiscal 2015, the Company also identified an error in the recording of estimated non-cash impairment charges for intangible assets and fixed assets within discontinued operations related to Surfdome in the fourth quarter of fiscal 2014. The impact of this error was to understate assets held for sale, accumulated other comprehensive income, and non-controlling interest, and to overstate accumulated deficit as of October 31, 2014. The Company assessed the materiality of this error and concluded it was not material to previously reported annual and interim amounts. The Company corrected the error in the first quarter of fiscal 2015 in connection with the closing of the sale of Surfdome and restated the consolidate statement of operations for fiscal 2014 and the consolidated balance sheet at October 31, 2014. The table below is a summary of the impact of these corrections on selected balance sheet data: October 31, 2014 In thousands As Previously Reported As Restated Trade accounts receivable $ 319,840 $ 311,014 Inventories 278,780 284,517 Total current assets 744,089 741,000 Assets held for sale, net of current portion 2,987 5,394 Total assets 1,256,664 1,255,982 Income taxes payable 1,156 1,124 Current portion of liabilities associated with assets held for sale 12,640 13,266 Total current liabilities 349,793 350,387 Total liabilities 1,199,154 1,199,748 Accumulated deficit (585,263 ) (587,407 ) Accumulated other comprehensive income 57,298 57,288 Total Quiksilver, Inc. stockholders' equity 56,030 53,876 Non-controlling interest 1,480 2,358 Total equity 57,510 56,234 October 31, 2014 October 31, 2013 October 31, 2012 In thousands As Previously Reported As Restated As Previously Reported As Restated As Previously Reported As Restated Total equity $ 57,510 $ 56,234 $ 387,658 $ 384,200 $ 602,236 $ 595,637 October 31, 2014 October 31, 2013 In thousands As Previously Reported As Restated As Previously Reported As Restated Selected Segment Data: Americas identifiable assets $ 467,920 $ 464,831 $ 581,021 $ 577,563 EMEA identifiable assets 510,896 513,303 unchanged unchanged The table below is a summary of the impact of these corrections on selected statements of operations data: Year Ended October 31, 2014 Year Ended October 31, 2013 In thousands As Previously Reported As Restated As Previously Reported As Restated Revenues, net $ 1,570,399 $ 1,571,454 $ 1,810,570 $ 1,819,544 Gross profit 762,841 763,210 872,431 875,572 Operating (loss)/income (253,471 ) (253,102 ) 2,547 5,688 Loss from continuing operations (327,795 ) (327,394 ) (239,411 ) (236,270 ) Net loss attributable to Quiksilver, Inc. (309,377 ) (308,063 ) (232,565 ) (229,424 ) Net loss per share attributable to Quiksilver, Inc. $ (1.81 ) $ (1.81 ) $ (1.39 ) (1.37 ) Selected Americas Segment Data: Revenues, net $ 723,427 $ 724,482 $ 893,333 $ 902,307 Gross profit 298,910 299,279 370,288 373,429 Operating (loss)/income (25,511 ) (42,152 ) 41,431 44,482 The correction of these errors had no net impact on the Company's net cash used in operating activities for the years ended October 31, 2014 and 2013. |
Voluntary Reorganization Under
Voluntary Reorganization Under Chapter 11 | 12 Months Ended |
Oct. 31, 2015 | |
Reorganizations [Abstract] | |
Voluntary Reorganization Under Chapter 11 | Voluntary Reorganization Under Chapter 11 On September 8, 2015, the Company reached agreements with holders of approximately 73% of its 2018 Notes in the form of a PSA that if implemented pursuant to its terms, would significantly reduce the Company’s outstanding debt. The PSA and Term Sheet contemplates that a restructuring of the Company’s capital structure would be implemented through a jointly proposed Chapter 11 plan of reorganization. On September 9, 2015, Quiksilver, Inc. and each of its wholly owned U.S. subsidiaries - DC Direct, Inc., DC Shoes, Inc., Fidra, Inc., Hawk Designs, Inc., Mt. Waimea, Inc., Q.S. Optics, Inc., QS Retail, Inc., QS Wholesale, Inc., Quiksilver Entertainment, Inc. and Quiksilver Wetsuits, Inc. - filed voluntary petitions in the Bankruptcy Court seeking relief under the provisions of the Bankruptcy Code. The reorganization cases under Chapter 11 of the Bankruptcy Code are being jointly administered by the Bankruptcy Court as Case No. 15-11880. Since the Petition Date, the Debtors have operated their business as “debtors-in-possession” pursuant to Sections 1107(a) and 1108 of the Bankruptcy Code, which will allow the Debtors to continue their operations in the ordinary course during the reorganization proceedings. Each Debtor will remain in possession of its assets and properties, and its business and affairs will continue to be managed by its directors and officers, subject in each case to the supervision of the Bankruptcy Court. None of the Company’s direct or indirect non-U.S. subsidiaries or affiliates have commenced proceedings under Chapter 11 of the Bankruptcy Code, and none are expected to voluntarily commence reorganization proceedings or seek protection from creditors under any insolvency or similar law in the U.S. or elsewhere. The PSA provides for several milestones for consummation and implementation of the Proposed Plan, and on October 28, 2015, the Bankruptcy Court entered an order approving the Debtors’ assumption of the PSA with certain modifications to the milestones: • filing of the Proposed Plan, the Proposed Disclosure Statement, solicitation materials and the motion to approve the disclosure statement with the Bankruptcy Court no later than October 30, 2015; • approval of the Proposed Disclosure Statement by the Bankruptcy Court no later than December 4, 2015; • approval of the Plan by the Bankruptcy Court no later than January 29, 2016; and • consummation of the Plan no later than February 5, 2016. On the Petition Date, the Company sought, and thereafter obtained, authority to take a broad range of actions, including, among others, authority to incur post-petition financing, continue certain customer programs, pay certain employee obligations and pay certain pre-petition vendor claims. Additionally, the Company sought, and thereafter obtained, other orders, including orders outlining the provisions of adequate assurance of payment to utility companies and the continued use of the Company’s existing cash management systems. The Debtors have requested and obtained approval from the Bankruptcy Court on December 4, 2015 for Key Employee Incentive Plans and Key Executive Retention Plans, under which compensation of up to $2 million may be awarded to Company executives and other key employees upon successful execution of the Plan and other measurements. No compensation expense has been recognized for these plans as of October 31, 2015. In addition, $0.6 million of incentive compensation not subject to Bankruptcy Court approval has been recognized by the Company as of October 31, 2015. The filing of the Bankruptcy Cases constituted an event of default that accelerated the obligations under the following debt instruments (collectively, the “Debt Documents”): • Amended and Restated Credit Agreement, dated as of May 24, 2013, (the "ABL Credit Facility") among the Company, as a guarantor, QS Wholesale, Inc., as lead borrower, the other borrowers and guarantors party thereto, Bank of America, N.A., as administrative agent, and the lenders and other agents party thereto. • Indenture, dated as of July 16, 2013, by and among the Company, QS Wholesale, Inc., the subsidiary guarantor parties thereto, and U.S. Bank, National Association (successor to Wells Fargo Bank, National Association), as trustee and collateral agent, with respect to an aggregate principal amount of $280 million of 2018 Notes, plus accrued and unpaid interest thereon. • Indenture, dated as of July 16, 2013, by and among the Company, QS Wholesale, Inc., the subsidiary guarantor parties thereto, and U.S. Bank, National Association (successor to Wells Fargo Bank, National Association), as trustee, with respect to an aggregate principal amount of $225 million of 2020 Notes, plus accrued and unpaid interest thereon. Any efforts to enforce such payment obligations under the Debt Documents are automatically stayed as a result of the filing of the Petitions for relief and the holders’ rights of enforcement in respect of the Debt Documents are subject to the applicable provisions of the Bankruptcy Code. The filing of the Bankruptcy Cases constituted an event of default under the 2017 Notes; however, the Company obtained the consent of holders of more than the required majority in principal amount of the 2017 Notes to, among other things, rescind the acceleration of the obligations under the 2017 Notes and waive the events of default related thereto and compliance with the debt incurrence and lien covenants with respect to the incurrence of the DIP Facilities for a period of up to 210 days from September 9, 2015 which is February 5, 2016. The filing of the Petitions on September 9, 2015 created defaults and cross defaults pursuant to the terms of the Company’s Indentures to its 2020 Notes, 2018 Notes, 2017 Notes, and the ABL Credit Facility, which accelerated the due dates for the obligations. Consequently, the Company has presented its outstanding debt under the 2018 Notes and 2020 Notes in liabilities subject to compromise on its consolidated balance sheet as of October 31, 2015 . The filing of a petition under the Bankruptcy Code results in the automatic stay of virtually all actions of creditors to collect pre-petition debts, until such time the stay is modified or removed. With respect to the 2017 Notes, the Company has received waivers for the defaults and cross defaults and the rescission of the acceleration for a period of up to 210 days from September 9, 2015. The Company has presented its outstanding debt under the 2017 Notes in liabilities not subject to compromise on its consolidated balance sheet as of October 31, 2015 . Lastly, as discussed below, the ABL Credit Facility was paid-off. On September 10, 2015, the Bankruptcy Court approved, on an interim basis, the Company's debtor-in-possession financing in an aggregate amount of up to $175 million , consisting of (i) a $60 million DIP ABL Facility provided by Bank of America, N.A., and (ii) a $115 million DIP Term Loan Facility provided by affiliates of Oaktree Capital. Subject to the satisfaction of certain customary conditions to borrowing, the entire DIP ABL Facility and $70 million of the DIP Term Loan Facility became available upon entry of the interim order, and the balance of the DIP Term Loan Facility became available upon entry of the final order on October 28, 2015. A portion of the proceeds of the DIP Facilities was used in part to repay amounts outstanding under the pre-petition ABL Credit Facility under which there were approximately $93 million in borrowings and letters of credit outstanding. A hearing to consider confirmation of the Proposed Plan is scheduled before the Bankruptcy Court on January 27, 2016. The DIP Facilities will mature 150 days after the Petition Date, and will contain representations, conditions, covenants and events of default customary for similar facilities. The DIP Facilities are collectively be secured by all assets of the Debtors, and such liens will be senior to the lien of the 2018 Notes. The DIP ABL Facility will be secured by a first-priority lien on the ABL Collateral and a second-priority lien on Term Loan Collateral. The DIP Term Loan Facility will have a first-priority lien on Term Loan Collateral, and a second-priority lien on all ABL Collateral. A portion of the DIP ABL Facility will be funded to certain Australian, Canadian and Japanese subsidiaries of the Company, which loans will be secured by assets of such foreign subsidiaries. On October 13, 2015, the Debtors filed with the Bankruptcy Court and the Securities and Exchange Commission the Proposed Plan for the resolution of the outstanding claims against and interests in the Debtors pursuant to section 1121(a) of the Bankruptcy Code. On October 16, 2015, the Debtors filed with the Bankruptcy Code the Proposed Disclosure Statement. Pursuant to the Proposed Plan, upon the Company’s emergence from the Bankruptcy Cases, the Company’s existing debt and accrued interest will be reduced by $510 million , including the extinguishment of all of its 2018 Notes and 2020 Notes. The Company’s 2017 Notes would be reinstated upon the consummation of the transactions set forth in the Plan. As consideration for such extinguishment, the reorganized Company would issue: • new common shares to holders of its 2018 Notes; and • $12.5 million in cash, which will be allocated between holders of its 2020 Notes and holders of general unsecured claims. All of the Company’s existing equity securities, including its shares of common stock and warrants, will be cancelled and extinguished without holders receiving any distribution. In addition, new common shares will be offered to the holders of the 2018 Notes and the 2020 Notes in the Rights Offerings, which would be backstopped in full by Oaktree pursuant to the Backstop Commitment Letter. On November 17, 2015, the Debtors filed a first amended Proposed Disclosure Statement, which includes a first amended Proposed Plan as Exhibit A thereto. On December 4, 2015, the Bankruptcy Court entered an order approving the adequacy of the Proposed Disclosure Statement and the Debtors have commenced solicitation of votes from eligible claimants in connection with the Proposed Plan. The Company and its advisors continue to seek alternative restructuring transactions, including a sale of all or substantially all of the assets of the Company, and will continue such efforts pending confirmation of the Proposed Plan by the Bankruptcy Court. Liabilities Subject to Compromise Liabilities subject to compromise represent pre-petition liabilities of the Debtors which will ultimately be resolved by the bankruptcy proceedings. Such liabilities are subject to Bankruptcy Court approval and may ultimately be settled for less than the recorded amount. The Company has reclassified obligations of the Debtors for unsecured and under secured debt, pre-petition obligations for accounts payable, certain workforce restructuring related obligations, accrued interest, certain future lease obligations and other liabilities as the allowed claims for liabilities subject to compromise on its consolidated balance sheet at October 31, 2015. The Debtors' liabilities subject to compromise were as follows: In thousands October 31, 2015 Debt: 2018 Notes $ 280,000 2020 Notes 225,000 Other unsecured debt 1,749 Total debt subject to compromise 506,749 Accounts payable 44,545 Lease obligations (1) 3,363 Workforce restructuring liabilities (1) 9,715 Accrued interest - 2018 Notes and 2020 Notes (2) 4,703 Other miscellaneous claims subject to compromise (1) 6,585 Total liabilities subject to compromise $ 575,660 ___________ (1) Includes amounts transferred from accrued liabilities and other long-term liabilities on the consolidated balance sheet. (2) Includes amounts transferred from accrued liabilities on the consolidated balance sheet. If the terms of the PSA are implemented, the 2018 Notes are to be exchanged for new common shares of the Company upon the consummation of the transactions set forth in the plan of reorganization under the Petitions. If the terms of the PSA are implemented, the 2020 Notes are to be settled for less than their face value upon the consummation of the transactions set forth in the plan of reorganization under the Petitions. As of the Petition Date, the Debtors have discontinued recording interest expense on the debt subject to compromise. Additional contractual interest expense of $6 million on debt subject to compromise was not reflected in the consolidated statement of operations or the consolidated balance sheet for fiscal 2015 . Reorganization Items Reorganization items include direct and incremental costs related to the Bankruptcy Proceedings. Such costs include professional fees related to the Bankruptcy Proceedings and debtor-in-possession financing, the write-off of unamortized deferred debt financing costs and original debt issuance discount on pre-petition debt, and losses on rejected executory contracts that the Company has determined to be both probable and estimable. The components of reorganization items were as follows: Year Ended In thousands October 31, 2015 Professional fees $ 15,126 Provision for rejected executory contracts 954 Unamortized deferred financing costs 12,617 Petition related debt discounts 6,539 Total reorganization items $ 35,236 |
Liabilities Subject to Compromi
Liabilities Subject to Compromise | 12 Months Ended |
Oct. 31, 2015 | |
Reorganizations [Abstract] | |
Liabilities Subject to Compromise and Reorganization Items | Voluntary Reorganization Under Chapter 11 On September 8, 2015, the Company reached agreements with holders of approximately 73% of its 2018 Notes in the form of a PSA that if implemented pursuant to its terms, would significantly reduce the Company’s outstanding debt. The PSA and Term Sheet contemplates that a restructuring of the Company’s capital structure would be implemented through a jointly proposed Chapter 11 plan of reorganization. On September 9, 2015, Quiksilver, Inc. and each of its wholly owned U.S. subsidiaries - DC Direct, Inc., DC Shoes, Inc., Fidra, Inc., Hawk Designs, Inc., Mt. Waimea, Inc., Q.S. Optics, Inc., QS Retail, Inc., QS Wholesale, Inc., Quiksilver Entertainment, Inc. and Quiksilver Wetsuits, Inc. - filed voluntary petitions in the Bankruptcy Court seeking relief under the provisions of the Bankruptcy Code. The reorganization cases under Chapter 11 of the Bankruptcy Code are being jointly administered by the Bankruptcy Court as Case No. 15-11880. Since the Petition Date, the Debtors have operated their business as “debtors-in-possession” pursuant to Sections 1107(a) and 1108 of the Bankruptcy Code, which will allow the Debtors to continue their operations in the ordinary course during the reorganization proceedings. Each Debtor will remain in possession of its assets and properties, and its business and affairs will continue to be managed by its directors and officers, subject in each case to the supervision of the Bankruptcy Court. None of the Company’s direct or indirect non-U.S. subsidiaries or affiliates have commenced proceedings under Chapter 11 of the Bankruptcy Code, and none are expected to voluntarily commence reorganization proceedings or seek protection from creditors under any insolvency or similar law in the U.S. or elsewhere. The PSA provides for several milestones for consummation and implementation of the Proposed Plan, and on October 28, 2015, the Bankruptcy Court entered an order approving the Debtors’ assumption of the PSA with certain modifications to the milestones: • filing of the Proposed Plan, the Proposed Disclosure Statement, solicitation materials and the motion to approve the disclosure statement with the Bankruptcy Court no later than October 30, 2015; • approval of the Proposed Disclosure Statement by the Bankruptcy Court no later than December 4, 2015; • approval of the Plan by the Bankruptcy Court no later than January 29, 2016; and • consummation of the Plan no later than February 5, 2016. On the Petition Date, the Company sought, and thereafter obtained, authority to take a broad range of actions, including, among others, authority to incur post-petition financing, continue certain customer programs, pay certain employee obligations and pay certain pre-petition vendor claims. Additionally, the Company sought, and thereafter obtained, other orders, including orders outlining the provisions of adequate assurance of payment to utility companies and the continued use of the Company’s existing cash management systems. The Debtors have requested and obtained approval from the Bankruptcy Court on December 4, 2015 for Key Employee Incentive Plans and Key Executive Retention Plans, under which compensation of up to $2 million may be awarded to Company executives and other key employees upon successful execution of the Plan and other measurements. No compensation expense has been recognized for these plans as of October 31, 2015. In addition, $0.6 million of incentive compensation not subject to Bankruptcy Court approval has been recognized by the Company as of October 31, 2015. The filing of the Bankruptcy Cases constituted an event of default that accelerated the obligations under the following debt instruments (collectively, the “Debt Documents”): • Amended and Restated Credit Agreement, dated as of May 24, 2013, (the "ABL Credit Facility") among the Company, as a guarantor, QS Wholesale, Inc., as lead borrower, the other borrowers and guarantors party thereto, Bank of America, N.A., as administrative agent, and the lenders and other agents party thereto. • Indenture, dated as of July 16, 2013, by and among the Company, QS Wholesale, Inc., the subsidiary guarantor parties thereto, and U.S. Bank, National Association (successor to Wells Fargo Bank, National Association), as trustee and collateral agent, with respect to an aggregate principal amount of $280 million of 2018 Notes, plus accrued and unpaid interest thereon. • Indenture, dated as of July 16, 2013, by and among the Company, QS Wholesale, Inc., the subsidiary guarantor parties thereto, and U.S. Bank, National Association (successor to Wells Fargo Bank, National Association), as trustee, with respect to an aggregate principal amount of $225 million of 2020 Notes, plus accrued and unpaid interest thereon. Any efforts to enforce such payment obligations under the Debt Documents are automatically stayed as a result of the filing of the Petitions for relief and the holders’ rights of enforcement in respect of the Debt Documents are subject to the applicable provisions of the Bankruptcy Code. The filing of the Bankruptcy Cases constituted an event of default under the 2017 Notes; however, the Company obtained the consent of holders of more than the required majority in principal amount of the 2017 Notes to, among other things, rescind the acceleration of the obligations under the 2017 Notes and waive the events of default related thereto and compliance with the debt incurrence and lien covenants with respect to the incurrence of the DIP Facilities for a period of up to 210 days from September 9, 2015 which is February 5, 2016. The filing of the Petitions on September 9, 2015 created defaults and cross defaults pursuant to the terms of the Company’s Indentures to its 2020 Notes, 2018 Notes, 2017 Notes, and the ABL Credit Facility, which accelerated the due dates for the obligations. Consequently, the Company has presented its outstanding debt under the 2018 Notes and 2020 Notes in liabilities subject to compromise on its consolidated balance sheet as of October 31, 2015 . The filing of a petition under the Bankruptcy Code results in the automatic stay of virtually all actions of creditors to collect pre-petition debts, until such time the stay is modified or removed. With respect to the 2017 Notes, the Company has received waivers for the defaults and cross defaults and the rescission of the acceleration for a period of up to 210 days from September 9, 2015. The Company has presented its outstanding debt under the 2017 Notes in liabilities not subject to compromise on its consolidated balance sheet as of October 31, 2015 . Lastly, as discussed below, the ABL Credit Facility was paid-off. On September 10, 2015, the Bankruptcy Court approved, on an interim basis, the Company's debtor-in-possession financing in an aggregate amount of up to $175 million , consisting of (i) a $60 million DIP ABL Facility provided by Bank of America, N.A., and (ii) a $115 million DIP Term Loan Facility provided by affiliates of Oaktree Capital. Subject to the satisfaction of certain customary conditions to borrowing, the entire DIP ABL Facility and $70 million of the DIP Term Loan Facility became available upon entry of the interim order, and the balance of the DIP Term Loan Facility became available upon entry of the final order on October 28, 2015. A portion of the proceeds of the DIP Facilities was used in part to repay amounts outstanding under the pre-petition ABL Credit Facility under which there were approximately $93 million in borrowings and letters of credit outstanding. A hearing to consider confirmation of the Proposed Plan is scheduled before the Bankruptcy Court on January 27, 2016. The DIP Facilities will mature 150 days after the Petition Date, and will contain representations, conditions, covenants and events of default customary for similar facilities. The DIP Facilities are collectively be secured by all assets of the Debtors, and such liens will be senior to the lien of the 2018 Notes. The DIP ABL Facility will be secured by a first-priority lien on the ABL Collateral and a second-priority lien on Term Loan Collateral. The DIP Term Loan Facility will have a first-priority lien on Term Loan Collateral, and a second-priority lien on all ABL Collateral. A portion of the DIP ABL Facility will be funded to certain Australian, Canadian and Japanese subsidiaries of the Company, which loans will be secured by assets of such foreign subsidiaries. On October 13, 2015, the Debtors filed with the Bankruptcy Court and the Securities and Exchange Commission the Proposed Plan for the resolution of the outstanding claims against and interests in the Debtors pursuant to section 1121(a) of the Bankruptcy Code. On October 16, 2015, the Debtors filed with the Bankruptcy Code the Proposed Disclosure Statement. Pursuant to the Proposed Plan, upon the Company’s emergence from the Bankruptcy Cases, the Company’s existing debt and accrued interest will be reduced by $510 million , including the extinguishment of all of its 2018 Notes and 2020 Notes. The Company’s 2017 Notes would be reinstated upon the consummation of the transactions set forth in the Plan. As consideration for such extinguishment, the reorganized Company would issue: • new common shares to holders of its 2018 Notes; and • $12.5 million in cash, which will be allocated between holders of its 2020 Notes and holders of general unsecured claims. All of the Company’s existing equity securities, including its shares of common stock and warrants, will be cancelled and extinguished without holders receiving any distribution. In addition, new common shares will be offered to the holders of the 2018 Notes and the 2020 Notes in the Rights Offerings, which would be backstopped in full by Oaktree pursuant to the Backstop Commitment Letter. On November 17, 2015, the Debtors filed a first amended Proposed Disclosure Statement, which includes a first amended Proposed Plan as Exhibit A thereto. On December 4, 2015, the Bankruptcy Court entered an order approving the adequacy of the Proposed Disclosure Statement and the Debtors have commenced solicitation of votes from eligible claimants in connection with the Proposed Plan. The Company and its advisors continue to seek alternative restructuring transactions, including a sale of all or substantially all of the assets of the Company, and will continue such efforts pending confirmation of the Proposed Plan by the Bankruptcy Court. Liabilities Subject to Compromise Liabilities subject to compromise represent pre-petition liabilities of the Debtors which will ultimately be resolved by the bankruptcy proceedings. Such liabilities are subject to Bankruptcy Court approval and may ultimately be settled for less than the recorded amount. The Company has reclassified obligations of the Debtors for unsecured and under secured debt, pre-petition obligations for accounts payable, certain workforce restructuring related obligations, accrued interest, certain future lease obligations and other liabilities as the allowed claims for liabilities subject to compromise on its consolidated balance sheet at October 31, 2015. The Debtors' liabilities subject to compromise were as follows: In thousands October 31, 2015 Debt: 2018 Notes $ 280,000 2020 Notes 225,000 Other unsecured debt 1,749 Total debt subject to compromise 506,749 Accounts payable 44,545 Lease obligations (1) 3,363 Workforce restructuring liabilities (1) 9,715 Accrued interest - 2018 Notes and 2020 Notes (2) 4,703 Other miscellaneous claims subject to compromise (1) 6,585 Total liabilities subject to compromise $ 575,660 ___________ (1) Includes amounts transferred from accrued liabilities and other long-term liabilities on the consolidated balance sheet. (2) Includes amounts transferred from accrued liabilities on the consolidated balance sheet. If the terms of the PSA are implemented, the 2018 Notes are to be exchanged for new common shares of the Company upon the consummation of the transactions set forth in the plan of reorganization under the Petitions. If the terms of the PSA are implemented, the 2020 Notes are to be settled for less than their face value upon the consummation of the transactions set forth in the plan of reorganization under the Petitions. As of the Petition Date, the Debtors have discontinued recording interest expense on the debt subject to compromise. Additional contractual interest expense of $6 million on debt subject to compromise was not reflected in the consolidated statement of operations or the consolidated balance sheet for fiscal 2015 . Reorganization Items Reorganization items include direct and incremental costs related to the Bankruptcy Proceedings. Such costs include professional fees related to the Bankruptcy Proceedings and debtor-in-possession financing, the write-off of unamortized deferred debt financing costs and original debt issuance discount on pre-petition debt, and losses on rejected executory contracts that the Company has determined to be both probable and estimable. The components of reorganization items were as follows: Year Ended In thousands October 31, 2015 Professional fees $ 15,126 Provision for rejected executory contracts 954 Unamortized deferred financing costs 12,617 Petition related debt discounts 6,539 Total reorganization items $ 35,236 |
Reorganization Items
Reorganization Items | 12 Months Ended |
Oct. 31, 2015 | |
Reorganizations [Abstract] | |
Liabilities Subject to Compromise and Reorganization Items | Voluntary Reorganization Under Chapter 11 On September 8, 2015, the Company reached agreements with holders of approximately 73% of its 2018 Notes in the form of a PSA that if implemented pursuant to its terms, would significantly reduce the Company’s outstanding debt. The PSA and Term Sheet contemplates that a restructuring of the Company’s capital structure would be implemented through a jointly proposed Chapter 11 plan of reorganization. On September 9, 2015, Quiksilver, Inc. and each of its wholly owned U.S. subsidiaries - DC Direct, Inc., DC Shoes, Inc., Fidra, Inc., Hawk Designs, Inc., Mt. Waimea, Inc., Q.S. Optics, Inc., QS Retail, Inc., QS Wholesale, Inc., Quiksilver Entertainment, Inc. and Quiksilver Wetsuits, Inc. - filed voluntary petitions in the Bankruptcy Court seeking relief under the provisions of the Bankruptcy Code. The reorganization cases under Chapter 11 of the Bankruptcy Code are being jointly administered by the Bankruptcy Court as Case No. 15-11880. Since the Petition Date, the Debtors have operated their business as “debtors-in-possession” pursuant to Sections 1107(a) and 1108 of the Bankruptcy Code, which will allow the Debtors to continue their operations in the ordinary course during the reorganization proceedings. Each Debtor will remain in possession of its assets and properties, and its business and affairs will continue to be managed by its directors and officers, subject in each case to the supervision of the Bankruptcy Court. None of the Company’s direct or indirect non-U.S. subsidiaries or affiliates have commenced proceedings under Chapter 11 of the Bankruptcy Code, and none are expected to voluntarily commence reorganization proceedings or seek protection from creditors under any insolvency or similar law in the U.S. or elsewhere. The PSA provides for several milestones for consummation and implementation of the Proposed Plan, and on October 28, 2015, the Bankruptcy Court entered an order approving the Debtors’ assumption of the PSA with certain modifications to the milestones: • filing of the Proposed Plan, the Proposed Disclosure Statement, solicitation materials and the motion to approve the disclosure statement with the Bankruptcy Court no later than October 30, 2015; • approval of the Proposed Disclosure Statement by the Bankruptcy Court no later than December 4, 2015; • approval of the Plan by the Bankruptcy Court no later than January 29, 2016; and • consummation of the Plan no later than February 5, 2016. On the Petition Date, the Company sought, and thereafter obtained, authority to take a broad range of actions, including, among others, authority to incur post-petition financing, continue certain customer programs, pay certain employee obligations and pay certain pre-petition vendor claims. Additionally, the Company sought, and thereafter obtained, other orders, including orders outlining the provisions of adequate assurance of payment to utility companies and the continued use of the Company’s existing cash management systems. The Debtors have requested and obtained approval from the Bankruptcy Court on December 4, 2015 for Key Employee Incentive Plans and Key Executive Retention Plans, under which compensation of up to $2 million may be awarded to Company executives and other key employees upon successful execution of the Plan and other measurements. No compensation expense has been recognized for these plans as of October 31, 2015. In addition, $0.6 million of incentive compensation not subject to Bankruptcy Court approval has been recognized by the Company as of October 31, 2015. The filing of the Bankruptcy Cases constituted an event of default that accelerated the obligations under the following debt instruments (collectively, the “Debt Documents”): • Amended and Restated Credit Agreement, dated as of May 24, 2013, (the "ABL Credit Facility") among the Company, as a guarantor, QS Wholesale, Inc., as lead borrower, the other borrowers and guarantors party thereto, Bank of America, N.A., as administrative agent, and the lenders and other agents party thereto. • Indenture, dated as of July 16, 2013, by and among the Company, QS Wholesale, Inc., the subsidiary guarantor parties thereto, and U.S. Bank, National Association (successor to Wells Fargo Bank, National Association), as trustee and collateral agent, with respect to an aggregate principal amount of $280 million of 2018 Notes, plus accrued and unpaid interest thereon. • Indenture, dated as of July 16, 2013, by and among the Company, QS Wholesale, Inc., the subsidiary guarantor parties thereto, and U.S. Bank, National Association (successor to Wells Fargo Bank, National Association), as trustee, with respect to an aggregate principal amount of $225 million of 2020 Notes, plus accrued and unpaid interest thereon. Any efforts to enforce such payment obligations under the Debt Documents are automatically stayed as a result of the filing of the Petitions for relief and the holders’ rights of enforcement in respect of the Debt Documents are subject to the applicable provisions of the Bankruptcy Code. The filing of the Bankruptcy Cases constituted an event of default under the 2017 Notes; however, the Company obtained the consent of holders of more than the required majority in principal amount of the 2017 Notes to, among other things, rescind the acceleration of the obligations under the 2017 Notes and waive the events of default related thereto and compliance with the debt incurrence and lien covenants with respect to the incurrence of the DIP Facilities for a period of up to 210 days from September 9, 2015 which is February 5, 2016. The filing of the Petitions on September 9, 2015 created defaults and cross defaults pursuant to the terms of the Company’s Indentures to its 2020 Notes, 2018 Notes, 2017 Notes, and the ABL Credit Facility, which accelerated the due dates for the obligations. Consequently, the Company has presented its outstanding debt under the 2018 Notes and 2020 Notes in liabilities subject to compromise on its consolidated balance sheet as of October 31, 2015 . The filing of a petition under the Bankruptcy Code results in the automatic stay of virtually all actions of creditors to collect pre-petition debts, until such time the stay is modified or removed. With respect to the 2017 Notes, the Company has received waivers for the defaults and cross defaults and the rescission of the acceleration for a period of up to 210 days from September 9, 2015. The Company has presented its outstanding debt under the 2017 Notes in liabilities not subject to compromise on its consolidated balance sheet as of October 31, 2015 . Lastly, as discussed below, the ABL Credit Facility was paid-off. On September 10, 2015, the Bankruptcy Court approved, on an interim basis, the Company's debtor-in-possession financing in an aggregate amount of up to $175 million , consisting of (i) a $60 million DIP ABL Facility provided by Bank of America, N.A., and (ii) a $115 million DIP Term Loan Facility provided by affiliates of Oaktree Capital. Subject to the satisfaction of certain customary conditions to borrowing, the entire DIP ABL Facility and $70 million of the DIP Term Loan Facility became available upon entry of the interim order, and the balance of the DIP Term Loan Facility became available upon entry of the final order on October 28, 2015. A portion of the proceeds of the DIP Facilities was used in part to repay amounts outstanding under the pre-petition ABL Credit Facility under which there were approximately $93 million in borrowings and letters of credit outstanding. A hearing to consider confirmation of the Proposed Plan is scheduled before the Bankruptcy Court on January 27, 2016. The DIP Facilities will mature 150 days after the Petition Date, and will contain representations, conditions, covenants and events of default customary for similar facilities. The DIP Facilities are collectively be secured by all assets of the Debtors, and such liens will be senior to the lien of the 2018 Notes. The DIP ABL Facility will be secured by a first-priority lien on the ABL Collateral and a second-priority lien on Term Loan Collateral. The DIP Term Loan Facility will have a first-priority lien on Term Loan Collateral, and a second-priority lien on all ABL Collateral. A portion of the DIP ABL Facility will be funded to certain Australian, Canadian and Japanese subsidiaries of the Company, which loans will be secured by assets of such foreign subsidiaries. On October 13, 2015, the Debtors filed with the Bankruptcy Court and the Securities and Exchange Commission the Proposed Plan for the resolution of the outstanding claims against and interests in the Debtors pursuant to section 1121(a) of the Bankruptcy Code. On October 16, 2015, the Debtors filed with the Bankruptcy Code the Proposed Disclosure Statement. Pursuant to the Proposed Plan, upon the Company’s emergence from the Bankruptcy Cases, the Company’s existing debt and accrued interest will be reduced by $510 million , including the extinguishment of all of its 2018 Notes and 2020 Notes. The Company’s 2017 Notes would be reinstated upon the consummation of the transactions set forth in the Plan. As consideration for such extinguishment, the reorganized Company would issue: • new common shares to holders of its 2018 Notes; and • $12.5 million in cash, which will be allocated between holders of its 2020 Notes and holders of general unsecured claims. All of the Company’s existing equity securities, including its shares of common stock and warrants, will be cancelled and extinguished without holders receiving any distribution. In addition, new common shares will be offered to the holders of the 2018 Notes and the 2020 Notes in the Rights Offerings, which would be backstopped in full by Oaktree pursuant to the Backstop Commitment Letter. On November 17, 2015, the Debtors filed a first amended Proposed Disclosure Statement, which includes a first amended Proposed Plan as Exhibit A thereto. On December 4, 2015, the Bankruptcy Court entered an order approving the adequacy of the Proposed Disclosure Statement and the Debtors have commenced solicitation of votes from eligible claimants in connection with the Proposed Plan. The Company and its advisors continue to seek alternative restructuring transactions, including a sale of all or substantially all of the assets of the Company, and will continue such efforts pending confirmation of the Proposed Plan by the Bankruptcy Court. Liabilities Subject to Compromise Liabilities subject to compromise represent pre-petition liabilities of the Debtors which will ultimately be resolved by the bankruptcy proceedings. Such liabilities are subject to Bankruptcy Court approval and may ultimately be settled for less than the recorded amount. The Company has reclassified obligations of the Debtors for unsecured and under secured debt, pre-petition obligations for accounts payable, certain workforce restructuring related obligations, accrued interest, certain future lease obligations and other liabilities as the allowed claims for liabilities subject to compromise on its consolidated balance sheet at October 31, 2015. The Debtors' liabilities subject to compromise were as follows: In thousands October 31, 2015 Debt: 2018 Notes $ 280,000 2020 Notes 225,000 Other unsecured debt 1,749 Total debt subject to compromise 506,749 Accounts payable 44,545 Lease obligations (1) 3,363 Workforce restructuring liabilities (1) 9,715 Accrued interest - 2018 Notes and 2020 Notes (2) 4,703 Other miscellaneous claims subject to compromise (1) 6,585 Total liabilities subject to compromise $ 575,660 ___________ (1) Includes amounts transferred from accrued liabilities and other long-term liabilities on the consolidated balance sheet. (2) Includes amounts transferred from accrued liabilities on the consolidated balance sheet. If the terms of the PSA are implemented, the 2018 Notes are to be exchanged for new common shares of the Company upon the consummation of the transactions set forth in the plan of reorganization under the Petitions. If the terms of the PSA are implemented, the 2020 Notes are to be settled for less than their face value upon the consummation of the transactions set forth in the plan of reorganization under the Petitions. As of the Petition Date, the Debtors have discontinued recording interest expense on the debt subject to compromise. Additional contractual interest expense of $6 million on debt subject to compromise was not reflected in the consolidated statement of operations or the consolidated balance sheet for fiscal 2015 . Reorganization Items Reorganization items include direct and incremental costs related to the Bankruptcy Proceedings. Such costs include professional fees related to the Bankruptcy Proceedings and debtor-in-possession financing, the write-off of unamortized deferred debt financing costs and original debt issuance discount on pre-petition debt, and losses on rejected executory contracts that the Company has determined to be both probable and estimable. The components of reorganization items were as follows: Year Ended In thousands October 31, 2015 Professional fees $ 15,126 Provision for rejected executory contracts 954 Unamortized deferred financing costs 12,617 Petition related debt discounts 6,539 Total reorganization items $ 35,236 |
Condensed Combined Financial In
Condensed Combined Financial Information | 12 Months Ended |
Oct. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Combined Financial Statements | Condensed Consolidating Financial Information In July 2013, the Company issued $225 million aggregate principal amount of its 2020 Notes. These notes were issued in a private offering that was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). They were offered within the United States only to qualified institutional buyers in accordance with Rule 144A under the Securities Act, and outside of the United States only to non-U.S. investors in accordance with Regulation S under the Securities Act. In November, 2013, these notes were exchanged for publicly registered notes with identical terms. Obligations under the Company’s 2020 Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by certain of its 100% owned domestic subsidiaries. The Company presents condensed consolidating financial information for Quiksilver, Inc. and its domestic subsidiaries within the notes to the consolidated financial statements in accordance with the criteria established for parent companies in the SEC’s Regulation S-X, Rule 3-10(f). The following condensed consolidating financial information presents the results of operations, financial position and cash flows of Quiksilver, Inc., QS Wholesale, Inc., the 100% owned guarantor subsidiaries, the non-guarantor subsidiaries and the eliminations necessary to arrive at the information for the Company on a consolidated basis as of October 31, 2015 and October 31, 2014 and for each of fiscal 2015 , 2014 and 2013 . The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 461 $ 302,686 $ 275,676 $ 869,189 $ (102,072 ) $ 1,345,940 Cost of goods sold — 191,937 181,725 445,202 (94,304 ) 724,560 Gross profit 461 110,749 93,951 423,987 (7,768 ) 621,380 Selling, general and administrative expense 13,120 123,470 120,742 441,846 (6,354 ) 692,824 Asset impairments — 62,480 20,606 35,452 — 118,538 Operating loss (12,659 ) (75,201 ) (47,397 ) (53,311 ) (1,414 ) (189,982 ) Interest expense, net 39,917 4,245 (4 ) 22,571 — 66,729 Foreign currency (gain)/loss (355 ) (440 ) 480 6,423 — 6,108 Equity in earnings 242,644 (7,625 ) — — (235,019 ) — Reorganization items 11,260 22,974 958 44 — 35,236 Loss before provision/(benefit) for income taxes (306,125 ) (94,355 ) (48,831 ) (82,349 ) 233,605 (298,055 ) Provision/(benefit) for income taxes 47 (714 ) 648 15,656 — 15,637 Loss from continuing operations (306,172 ) (93,641 ) (49,479 ) (98,005 ) 233,605 (313,692 ) (Loss)/income from discontinued operations — — (2 ) 6,734 — 6,732 Net loss (306,172 ) (93,641 ) (49,481 ) (91,271 ) 233,605 (306,960 ) Net loss attributable to non-controlling interest — — — 788 — 788 Net loss attributable to Quiksilver, Inc. (306,172 ) (93,641 ) (49,481 ) (90,483 ) 233,605 (306,172 ) Other comprehensive loss (42,343 ) — — (42,343 ) 42,343 (42,343 ) Comprehensive loss attributable to Quiksilver, Inc. $ (348,515 ) $ (93,641 ) $ (49,481 ) $ (132,826 ) $ 275,948 $ (348,515 ) Asset impairments in the "QS Wholesale Inc." column above includes a $6 million non-cash charge for the impairment of DC Shoes goodwill that resides in the QS Wholesale Inc. legal entity, but is allocated to the APAC segment for reporting unit purposes. This charge is a component of the $80 million non-cash charge to fully impair all goodwill attributable to the Americas and APAC reporting units (see Note 8 — Intangible Assets and Goodwill). Condensed Consolidating Statement of Operations Year Ended October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 465 $ 340,819 $ 362,182 $ 1,025,745 $ (157,757 ) $ 1,571,454 Cost of goods sold 193 214,431 258,055 487,092 (151,527 ) 808,244 Gross profit 272 126,388 104,127 538,653 (6,230 ) 763,210 Selling, general and administrative expense 36,514 113,530 160,695 522,649 (6,207 ) 827,181 Asset impairments 2,043 40,430 4,267 142,391 — 189,131 Operating loss (38,285 ) (27,572 ) (60,835 ) (126,387 ) (23 ) (253,102 ) Interest expense, net 46,464 2,917 (5 ) 26,615 — 75,991 Foreign currency (gain)/loss (216 ) (269 ) 66 3,077 — 2,658 Equity in earnings 223,412 4,509 — — (227,921 ) — Loss before provision/(benefit) for income taxes (307,945 ) (34,729 ) (60,896 ) (156,079 ) 227,898 (331,751 ) Provision/(benefit) for income taxes 119 584 (17,531 ) 12,471 — (4,357 ) Loss from continuing operations (308,064 ) (35,313 ) (43,365 ) (168,550 ) 227,898 (327,394 ) Income/(loss) from discontinued operations — — 29,244 (19,804 ) — 9,440 Net loss (308,064 ) (35,313 ) (14,121 ) (188,354 ) 227,898 (317,954 ) Net loss attributable to non-controlling interest — — — 9,891 — 9,891 Net loss attributable to Quiksilver, Inc. (308,064 ) (35,313 ) (14,121 ) (178,463 ) 227,898 (308,063 ) Other comprehensive loss (16,630 ) — — (16,630 ) 16,630 (16,630 ) Comprehensive loss attributable to Quiksilver, Inc. $ (324,694 ) $ (35,313 ) $ (14,121 ) $ (195,093 ) $ 244,528 $ (324,693 ) Asset impairments in the "QS Wholesale Inc." column above includes a $38 million non-cash charge for the impairment of DC Shoes goodwill that resides in the QS Wholesale Inc. legal entity, but is allocated to the EMEA segment for reporting unit purposes. This charge is a component of the $178 million non-cash charge to fully impair all goodwill attributable to the EMEA reporting unit (see Note 8 — Intangible Assets and Goodwill). Condensed Consolidating Statement of Operations Year Ended October 31, 2013 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 464 $ 428,193 $ 475,855 $ 1,158,281 $ (243,249 ) $ 1,819,544 Cost of goods sold — 255,992 332,599 548,582 (193,201 ) 943,972 Gross profit 464 172,201 143,256 609,699 (50,048 ) 875,572 Selling, general and administrative expense 54,002 131,560 137,148 559,152 (24,305 ) 857,557 Asset impairments — 1,646 5,939 4,742 — 12,327 Operating (loss)/income (53,538 ) 38,995 169 45,805 (25,743 ) 5,688 Interest expense, net 39,487 4,359 1 27,202 — 71,049 Foreign currency loss/(gain) 318 56 (4 ) 4,319 — 4,689 Equity in earnings 134,970 2,739 — — (137,709 ) — (Loss)/income before provision/(benefit) for income taxes (228,313 ) 31,841 172 14,284 111,966 (70,050 ) Provision/(benefit) for income taxes 422 (665 ) (3,488 ) 169,951 — 166,220 (Loss)/income from continuing operations (228,735 ) 32,506 3,660 (155,667 ) 111,966 (236,270 ) (Loss)/income from discontinued operations (689 ) — 5,211 1,353 11 5,886 Net (loss)/income (229,424 ) 32,506 8,871 (154,314 ) 111,977 (230,384 ) Net loss attributable to non-controlling interest — — — 960 — 960 Net (loss)/income attributable to Quiksilver, Inc. (229,424 ) 32,506 8,871 (153,354 ) 111,977 (229,424 ) Other comprehensive loss (12,494 ) — — (12,494 ) 12,494 (12,494 ) Comprehensive (loss)/income attributable to Quiksilver, Inc. $ (241,918 ) $ 32,506 $ 8,871 $ (165,848 ) $ 124,471 $ (241,918 ) In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 4,082 $ 1,447 $ — $ 32,945 $ (2,013 ) $ 36,461 Restricted cash 125 — — 2,396 — 2,521 Trade accounts receivable, net — 42,022 25,982 145,489 — 213,493 Other receivables — 5,727 746 18,716 — 25,189 Income tax receivable — 144 — 6,042 (144 ) 6,042 Inventories — 35,764 75,667 200,960 (17,329 ) 295,062 Prepaid expenses and other current assets — 5,728 5,058 18,552 — 29,338 Intercompany balances — 307,874 — 30,104 (337,978 ) — Total current assets 4,207 398,706 107,453 455,204 (357,464 ) 608,106 Restricted cash — — — 650 — 650 Fixed assets, net 18,030 26,531 12,012 103,806 — 160,379 Intangible assets, net 9,609 43,179 1,018 60,557 — 114,363 Other assets 31 1,527 415 27,041 — 29,014 Deferred income taxes long-term — — — 10,011 — 10,011 Investment in subsidiaries 482,444 9,150 — — (491,594 ) — Total assets $ 514,321 $ 479,093 $ 120,898 $ 657,269 $ (849,058 ) $ 922,523 Condensed Consolidating Balance Sheet (Continued) October 31, 2015 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated LIABILITIES AND EQUITY/(DEFICIT) Liabilities not subject to compromise: Current liabilities: Lines of credit $ — $ — $ — $ 25,143 $ — $ 25,143 Debtor-in-possession financing — 70,641 — 17,093 — 87,734 Accounts payable 397 24,690 9,125 109,305 — 143,517 Accrued liabilities 612 18,801 6,944 65,767 (2,013 ) 90,111 Long-term debt reclassified to current — — — 220,518 — 220,518 Income taxes payable — — 352 5,029 (144 ) 5,237 Intercompany balances 282,489 — 55,489 — (337,978 ) — Total current liabilities not subject to compromise 283,498 114,132 71,910 442,855 (340,135 ) 572,260 Long-term debt, net of current portion — — — 903 — 903 Income tax payable - long-term — — — 9,438 — 9,438 Deferred income taxes long-term 708 15,608 2,343 14,926 — 33,585 Other long-term liabilities — 5,226 6,741 8,377 — 20,344 Total liabilities not subject to compromise 284,206 134,966 80,994 476,499 (340,135 ) 636,530 Liabilities subject to compromise 519,782 31,323 24,555 — — 575,660 Total liabilities 803,988 166,289 105,549 476,499 (340,135 ) 1,212,190 Stockholders’/invested equity (deficit) (289,667 ) 312,804 15,349 180,770 (508,923 ) (289,667 ) Total liabilities and equity/(deficit) $ 514,321 $ 479,093 $ 120,898 $ 657,269 $ (849,058 ) $ 922,523 Condensed Consolidating Balance Sheet October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 158 $ 2,867 $ (2,701 ) $ 46,340 $ — $ 46,664 Restricted cash — — — 4,687 — 4,687 Trade accounts receivable, net — 51,663 34,779 224,572 — 311,014 Other receivables 10 3,402 1,071 36,644 (280 ) 40,847 Inventories — 25,681 72,761 203,529 (17,454 ) 284,517 Deferred income taxes - current — 21,554 — 4,926 (21,554 ) 4,926 Prepaid expenses and other current assets 1,579 6,209 2,941 17,351 — 28,080 Intercompany balances — 258,808 — — (258,808 ) — Current portion of assets held for sale — — 28 20,237 — 20,265 Total current assets 1,747 370,184 108,879 558,286 (298,096 ) 741,000 Restricted cash — 16,514 — — — 16,514 Fixed assets, net 20,381 34,408 21,259 137,720 — 213,768 Intangible assets, net 6,674 43,815 1,150 83,871 — 135,510 Goodwill — 61,982 11,089 7,551 — 80,622 Other assets 7,097 5,160 1,255 33,574 — 47,086 Deferred income taxes - long-term 30,807 — 2,052 16,088 (32,859 ) 16,088 Investment in subsidiaries 722,935 1,525 — — (724,460 ) — Assets held for sale, net of current portion — — — 5,394 — 5,394 Total assets $ 789,641 $ 533,588 $ 145,684 $ 842,484 $ (1,055,415 ) $ 1,255,982 LIABILITIES AND EQUITY Current liabilities: Lines of credit $ — $ — $ — $ 32,929 $ — $ 32,929 Accounts payable 4,582 40,942 22,008 100,775 — 168,307 Accrued liabilities 17,887 15,092 7,230 72,492 — 112,701 Current portion of long-term debt — 600 — 1,832 — 2,432 Income taxes payable — — — 1,404 (280 ) 1,124 Deferred income taxes - current 31,450 — 4,925 4,807 (21,554 ) 19,628 Intercompany balances 179,251 — 39,265 40,292 (258,808 ) — Current portion of liabilities associated with assets held for sale — — 6 13,260 — 13,266 Total current liabilities 233,170 56,634 73,434 267,791 (280,642 ) 350,387 Long-term debt - net of current portion 501,416 22,657 — 269,156 — 793,229 Income taxes payable long-term — — — 8,683 — 8,683 Other long-term liabilities 1,179 9,800 7,420 12,260 — 30,659 Deferred income taxes long-term — 38,052 — 11,597 (32,859 ) 16,790 Total liabilities 735,765 127,143 80,854 569,487 (313,501 ) 1,199,748 Stockholders’/invested equity 53,876 406,445 64,830 270,639 (741,914 ) 53,876 Non-controlling interest — — — 2,358 — 2,358 Total liabilities and equity $ 789,641 $ 533,588 $ 145,684 $ 842,484 $ (1,055,415 ) $ 1,255,982 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2015 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net loss $ (306,172 ) $ (93,641 ) $ (49,481 ) $ (91,271 ) $ 233,605 $ (306,960 ) Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: Income/(loss) from discontinued operations — — 2 (6,734 ) — (6,732 ) Depreciation and amortization 2,989 10,403 6,049 23,279 — 42,720 Stock-based compensation 4,342 — — — — 4,342 Provision for doubtful accounts — 1,521 540 7,472 — 9,533 Asset impairments — 62,480 20,606 35,452 — 118,538 Reorganization items - non-cash 10,454 7,440 — — — 17,894 Equity in earnings 242,644 (7,625 ) — 2,091 (235,019 ) 2,091 Non-cash interest expense 1,688 1,146 — 201 — 3,035 Deferred income taxes 48 (911 ) (550 ) 1,094 — (319 ) Other adjustments to reconcile net loss (1,178 ) (167 ) 94 3,691 — 2,440 Changes in operating assets and liabilities: Trade accounts receivable — 8,120 8,260 46,294 — 62,674 Inventories — (10,083 ) (1,492 ) (20,689 ) 1,414 (30,850 ) Intercompany 130,730 (35,152 ) (61,387 ) (32,178 ) (2,013 ) — Other operating assets and liabilities (11,861 ) 8,254 11,642 26,304 — 34,339 Cash provided by/(used by) operating activities of continuing operations 73,684 (48,215 ) (65,717 ) (4,994 ) (2,013 ) (47,255 ) Cash (used by)/provided by operating activities of discontinued operations — — (2 ) 4,670 — 4,668 Net cash provided by/(used in) operating activities 73,684 (48,215 ) (65,719 ) (324 ) (2,013 ) (42,587 ) Cash flows from investing activities: Proceeds from sale of fixed assets — 26 — 473 — 499 Capital expenditures (3,496 ) (2,156 ) (9,113 ) (18,211 ) — (32,976 ) Changes in restricted cash (125 ) 16,514 — 1,641 — 18,030 Intercompany (66,092 ) (11,441 ) — — — (77,533 ) Cash used in investing activities of continuing operations (69,713 ) 2,943 (9,113 ) (16,097 ) — (91,980 ) Cash provided by/(used by) investing activities of discontinued operations — — — 10,713 — 10,713 Net cash (used in)/provided by investing activities (69,713 ) 2,943 (9,113 ) (5,384 ) — (81,267 ) Cash flows from financing activities: Borrowings on lines of credit — — — 66,339 — 66,339 Payments on lines of credit — — — (69,894 ) — (69,894 ) Borrowings on debtor-in-possession financing — 105,454 — 3,509 — 108,963 Payments on debtor-in-possession financing — (70,618 ) — (2,442 ) — (73,060 ) Payments on debtor-in-possession financing fees — (900 ) — — — (900 ) Borrowings on debt — 63,561 — 42,702 — 106,263 Payments on debt (577 ) (53,645 ) — (38,072 ) — (92,294 ) Stock option exercises and employee stock purchases 629 — — — — 629 Intercompany — — 77,533 — — 77,533 Cash (used in)/provided by financing activities of continuing operations 52 43,852 77,533 2,142 — 123,579 Net cash provided by/(used in) financing activities 52 43,852 77,533 2,142 — 123,579 Effect of exchange rate changes on cash (99 ) — — (9,829 ) — (9,928 ) Net increase/(decrease) in cash and cash equivalents 3,924 (1,420 ) 2,701 (13,395 ) (2,013 ) (10,203 ) Cash and cash equivalents, beginning of period 158 2,867 (2,701 ) 46,340 — 46,664 Cash and cash equivalents, end of period $ 4,082 $ 1,447 $ — $ 32,945 $ (2,013 ) $ 36,461 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net loss $ (308,064 ) $ (35,313 ) $ (14,121 ) $ (188,354 ) $ 227,898 $ (317,954 ) Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: (Loss)/income from discontinued operations — — (29,244 ) 19,804 — (9,440 ) Depreciation and amortization 2,696 10,712 9,752 28,778 — 51,938 Stock-based compensation 17,260 — — — — 17,260 Provision for doubtful accounts — 15,515 437 5,904 — 21,856 Asset impairments 2,043 40,430 4,267 142,391 — 189,131 Equity in earnings 223,412 4,509 — 228 (227,921 ) 228 Non-cash interest expense 1,911 1,016 — 542 — 3,469 Deferred income taxes — 1,467 — (6,290 ) — (4,823 ) Other adjustments to reconcile net loss (375 ) (295 ) (306 ) (5,544 ) — (6,520 ) Changes in operating assets and liabilities: Trade accounts receivable — 10,187 9,850 29,514 — 49,551 Inventories — 21,738 21,342 (5,319 ) 23 37,784 Intercompany 132,629 (45,566 ) (128,989 ) 41,926 — — Other operating assets and liabilities (16,870 ) 5,948 (18,527 ) (11,552 ) — (41,001 ) Cash provided by/(used in) operating activities of continuing operations 54,642 30,348 (145,539 ) 52,028 — (8,521 ) Cash (used in)/provided by operating activities of discontinued operations — (18,791 ) 16,805 (16,428 ) — (18,414 ) Net cash provided by/(used in) operating activities 54,642 11,557 (128,734 ) 35,600 — (26,935 ) Cash flows from investing activities: Capital expenditures (6,480 ) (12,365 ) (10,569 ) (24,001 ) — (53,415 ) Changes in restricted cash — (16,514 ) — (4,687 ) — (21,201 ) Proceeds from sale of fixed assets 174 94 532 4,850 — 5,650 Cash used in investing activities of continuing operations (6,306 ) (28,785 ) (10,037 ) (23,838 ) — (68,966 ) Cash provided by/(used in) investing activities of discontinued operations — 19,000 58,052 (1,938 ) — 75,114 Net cash (used in)/provided by investing activities (6,306 ) (9,785 ) 48,015 (25,776 ) — 6,148 Cash flows from financing activities: Borrowings on lines of credit — — — 57,413 — 57,413 Payments on lines of credit — — — (24,485 ) — (24,485 ) Borrowings on long-term debt — 117,068 — 80,018 — 197,086 Payments on long-term debt — (95,976 ) — (126,196 ) — (222,172 ) Payments of debt issuance costs (160 ) 37 — — — (123 ) Stock option exercises and employee stock purchases 5,902 — — — — 5,902 Intercompany (53,955 ) (22,801 ) 76,756 — — — Cash (used in)/provided by financing activities of continuing operations (48,213 ) (1,672 ) 76,756 (13,250 ) — 13,621 Cash (used in)/provided by financing activities of discontinued operations — (966 ) 966 — — — Net cash (used in)/provided by financing activities (48,213 ) (2,638 ) 77,722 (13,250 ) — 13,621 Effect of exchange rate changes on cash — — — (3,450 ) — (3,450 ) Net increase/(decrease) in cash and cash equivalents 123 (866 ) (2,997 ) (6,876 ) — (10,616 ) Cash and cash equivalents, beginning of period 35 3,733 296 53,216 — 57,280 Cash and cash equivalents, end of period $ 158 $ 2,867 $ (2,701 ) $ 46,340 $ — $ 46,664 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2013 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net (loss)/income $ (229,424 ) $ 32,506 $ 8,871 $ (154,314 ) $ 111,977 $ (230,384 ) Adjustments to reconcile net (loss)/income to net cash (used in)/provided by operating activities: Income/(loss) from discontinued operations 689 — (5,211 ) (1,353 ) (11 ) (5,886 ) Depreciation and amortization 2,218 11,556 6,031 30,153 — 49,958 Stock-based compensation 21,556 — — — — 21,556 Provision for doubtful accounts — (129 ) (1,823 ) 7,681 — 5,729 Asset impairments — 1,646 5,939 4,742 — 12,327 Equity in earnings 134,970 2,739 — 613 (137,709 ) 613 Non-cash interest expense 4,702 1,312 — 781 6,795 Deferred income taxes — (1,750 ) — 160,847 — 159,097 Other adjustments to reconcile net (loss)/income 316 27 (196 ) (1,529 ) — (1,382 ) Changes in operating assets and liabilities: Trade accounts receivable — (9,322 ) 33,619 (34,491 ) — (10,194 ) Inventories — (7,293 ) 5,774 (30,251 ) 25,743 (6,027 ) Other operating assets and liabilities 8,327 3,080 (20,748 ) 32,027 — 22,686 Cash (used in)/provided by operating activities of continuing operations (56,646 ) 34,372 32,256 14,906 — 24,888 Cash provided by operating activities of discontinued operations — — 1,515 789 — 2,304 Net cash (used in)/provided by operating activities (56,646 ) 34,372 33,771 15,695 — 27,192 Cash flows from investing activities: Capital expenditures (7,347 ) (6,606 ) (7,965 ) (30,264 ) — (52,182 ) Proceeds from sale of fixed assets 55 — 12 792 — 859 Cash used in investing activities of continuing operations (7,292 ) (6,606 ) (7,953 ) (29,472 ) — (51,323 ) Cash used in investing activities of discontinued operations — — (268 ) (2,302 ) — (2,570 ) Net cash used in investing activities (7,292 ) (6,606 ) (8,221 ) (31,774 ) — (53,893 ) Cash flows from financing activities: Transactions with non-controlling interest owners — (58 ) — — — (58 ) Borrowings on lines of credit — — — 6,157 — 6,157 Payments on lines of credit — — — (22,561 ) — (22,561 ) Borrowings on long-term debt 500,776 59,829 — 92,310 — 652,915 Payments on long term debt (400,000 ) (129,123 ) — (53,333 ) — (582,456 ) Payments of debt and equity issuance costs (9,965 ) (4,312 ) — — — (14,277 ) Stock option exercises and employee stock purchases 9,944 — — — — 9,944 Intercompany (37,106 ) 47,665 (23,423 ) 12,864 — — Cash provided by/(used in) financing activities of continuing operations 63,649 (25,999 ) (23,423 ) 35,437 — 49,664 Cash provided by financing activities of discontinued operations — — — — — — Net cash provided by/(used in) financing activities 63,649 (25,999 ) (23,423 ) 35,437 — 49,664 Effect of exchange rate changes on cash — — — (7,506 ) — (7,506 ) Net (decrease)/increase in cash and cash equivalents (289 ) 1,767 2,127 11,852 — 15,457 Cash and cash equivalents, beginning of period 324 1,966 (1,831 ) 41,364 — 41,823 Cash and cash equivalents, end of period $ 35 $ 3,733 $ 296 $ 53,216 $ — $ 57,280 Condensed Combined Financial Statements Condensed combined financial statements are presented below for the Debtors as of and for the fiscal year ended October 31, 2015 . Intercompany transactions and intercompany balances among the Debtors have been eliminated in the condensed combined financial statements. If the terms of the PSA are implemented, on the Effective Date, intercompany interests held by the Debtors, with the consent of the Plan Sponsor, or the Reorganized Debtors, as applicable, will be (i) reinstated, or (ii) deemed automatically cancelled, released or extinguished. No allowances for intercompany receivables from the Debtors have been recorded in the Company's consolidated financial statements. If the terms of the PSA are implemented, new common shares will be issued to holders of the 2018 Notes. All of the Company’s existing equity securities, including its shares of common stock and warrants, will be cancelled and extinguished without holders receiving any distribution. Condensed Combined Statement of Operations In thousands Year Ended October 31, 2015 Revenues, net $ 498,123 Gross profit 203,747 Selling, general and administrative expense 257,332 Asset impairments 83,086 Operating loss (136,671 ) Interest expense, net and foreign currency (gain)/loss 43,843 Equity in earnings 91,271 Reorganization items (See Note 24) 35,192 Loss before benefit for income taxes (306,977 ) Benefit for income taxes (19 ) Loss from continuing operations (306,958 ) Loss from discontinued operations (2 ) Net loss (306,960 ) Net loss attributable to non-controlling interest 788 Net loss attributable to Quiksilver, Inc. $ (306,172 ) Condensed Combined Balance Sheet In thousands October 31, 2015 ASSETS Current assets excluding intercompany receivables $ 177,395 Intercompany receivables 71,312 Fixed assets, net 56,573 Intangible assets, net 53,806 Other assets 1,973 Investment in subsidiaries 453,132 Total assets $ 814,191 LIABILITIES AND EQUITY Liabilities not subject to compromise: Current liabilities: Debtor-in-possession financing $ 70,641 Accounts payable, accrued liabilities and income taxes payable 60,921 Intercompany payable 36,291 Total current liabilities not subject to compromise 167,853 Deferred income taxes - long-term and other long-term liabilities 30,626 Total liabilities not subject to compromise 198,479 Liabilities subject to compromise (See Note 23) 575,660 Total liabilities 774,139 Stockholders’/invested equity 40,052 Total liabilities and equity $ 814,191 Condensed Combined Statement of Cash Flows In thousands Year Ended October 31, 2015 Cash used in operating activities of continuing operations $ (40,248 ) Cash used in operating activities of discontinued operations (2 ) Net cash used in operating activities (40,250 ) Cash used in investing activities of continuing operations (75,883 ) Cash provided by financing activities of continuing operations 121,437 Effect of exchange rate changes on cash (99 ) Net increase in cash and cash equivalents 5,205 Cash and cash equivalents, beginning of period 324 Cash and cash equivalents, end of period $ 5,529 |
Significant Accounting Polici35
Significant Accounting Policies (Policies) | 12 Months Ended |
Oct. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP"). Quiksilver, Inc. and its subsidiaries (the “Company”) has included all adjustments, consisting only of normal and recurring adjustments, necessary for a fair presentation of the results of operations for all periods presented. The Company's fiscal year ends on October 31 (for example, “fiscal 2015” refers to the year ending October 31, 2015 ). |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Quiksilver, Inc. and its subsidiaries. All intercompany transactions and balances have been eliminated. The Company completed the sale of Mervin Manufacturing, Inc. ("Mervin") and substantially all of the assets of Hawk Designs, Inc. ("Hawk") during the first quarter of fiscal 2014. In the first quarter of fiscal 2015, the Company sold its majority stake in Surfdome Shop, Ltd. ("Surfdome"). As a result, the Company reported the operating results of Mervin, Hawk and Surfdome in "Income from discontinued operations, net of tax" in its consolidated statements of operations for all periods presented. In addition, the assets and liabilities associated with these businesses are reported as discontinued operations in the consolidated balance sheets (see Note 19 — Discontinued Operations). Unless otherwise indicated, the disclosures accompanying the consolidated financial statements reflect the Company's continuing operations. The Company has changed the financial statement line item title of liabilities associated with discontinued operations to Current Portion of Liabilities Associated with Assets Held for Sale from Current Portion of Assets Held for Sale on its consolidated balance sheet. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash Equivalents | Cash Equivalents Cash equivalents represent cash and short-term, highly liquid investments, including commercial paper, U.S. Treasury, U.S. Agency, and corporate debt securities with original maturities of three months or less at the date of purchase. Cash equivalents represent Level 1 fair value investments. See the Fair Value Measurements section below for further details. |
Restricted Cash | Restricted Cash Restricted cash represents cash that is designated for specific uses according to the terms and conditions of certain of the Company's credit facilities. The nature of the permitted usage of restricted cash determines its classification on the Company's consolidated balance sheet. Amounts reported within current assets are available for use in current operations within certain parameters. Amounts reported within long-term assets can only be used for capital expenditures, acquisitions or other long-term investment needs. The Company expects that all restricted cash will be utilized during fiscal 2016. |
Inventories | Inventories Inventories are valued at the lower of cost (first-in, first-out and moving average, depending on entity) or market. The Company regularly reviews the inventory quantities on hand and adjusts inventory values for excess and obsolete inventory based primarily on estimated forecasts of product demand and market value. |
Long-lived Assets | Long-lived Assets Furniture and other equipment, computer equipment and buildings are recorded at cost and depreciated on a straight-line basis over their estimated useful lives, which generally range from two to twenty years. Leasehold improvements are recorded at cost and amortized over their estimated useful lives or related lease term, whichever is shorter. Land use rights for certain leased retail locations are amortized to estimated residual value and are tested for impairment when the store subject to the land use right has an indicator of impairment. Depreciation and amortization of all assets are recorded in selling, general and administrative expense ("SG&A"). The Company accounts for the impairment and disposition of long-lived assets in accordance with ASC 360 - Property, Plant, and Equipment ("ASC 360"). In accordance with ASC 360, the Company assesses potential impairments of its long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss is recognized when the carrying value exceeds the undiscounted future cash flows estimated to result from the use and eventual disposition of the asset. During fiscal 2015, the Company recorded $11 million and $5 million in fixed asset impairments in the Americas and EMEA reporting units, respectively, primarily related to its retail stores. In fiscal 2014 and 2013, the Company recorded $11 million and $12 million , respectively, in fixed asset impairments primarily related to its retail stores. Fair value is determined using a discounted cash flow model which requires “Level 3” inputs, as defined in ASC 820 - “ Fair Value Measurements and Disclosures .” See the Fair Value Measurements section below. On an individual retail store basis, these inputs typically include an annual revenue growth assumption of (5)% to 5% per year depending upon the location, life cycle and current economics of a specific store, as well as modest gross margin and expense improvement assumptions. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The Company accounts for goodwill and intangible assets in accordance with ASC 350 - Intangibles - Goodwill and Other ("ASC 350") . Under ASC 350, goodwill and intangible assets with indefinite lives are not amortized but are tested for impairment annually and also in the event of an impairment indicator. The annual impairment test is a fair value test as prescribed by ASC 350 which includes assumptions for each reporting unit. The Company recorded goodwill impairment charges of $80 million , $178 million and zero in fiscal years 2015, 2014 and 2013, respectively. As a result, the goodwill is fully impaired as of October 31, 2015 . The Company recorded indefinite-lived intangible asset impairment charges of $23 million , zero and zero and in fiscal years 2015, 2014 and 2013, respectively. See Note 8 — Intangible Assets and Goodwill for further details regarding the impairments that were recorded in fiscal 2015 and 2014 . |
Deferred Financing Fees | Deferred Financing Fees Deferred financing fees represent fees and other direct incremental costs incurred in connection with the Company's debt. These amounts are amortized into interest expense over the estimated life of the debt using the interest method. Upon filing the Petitions, the Company expensed all remaining unamortized deferred financing costs related to its debt impacted by the reorganization. The Company expensed as incurred all fees and costs associated with the debtor-in-possession financing to reorganization items in the statement of operations. See Note 9 — Debt for further information. |
Fair Value Measurements | Fair Value Measurements ASC 820 - Fair Value Measurements ("ASC 820") defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 requires that valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs. The Company uses a three-level hierarchy established in ASC 820 that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach, and cost approach). The Company measures certain financial assets and liabilities at fair value on a recurring basis, including derivatives. ASC 820 also establishes a fair value hierarchy which prioritizes the valuation inputs into three broad levels. The levels of hierarchy are described below: • Level 1 – Valuation is based upon quoted prices for identical instruments traded in active markets. Level 1 assets and liabilities include debt and equity securities traded in an active exchange market, as well as U.S. Treasury securities. • Level 2 – Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Valuation is determined using model-based techniques with significant assumptions not observable in the market. These unobservable assumptions reflect the Company’s own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include the use of third party pricing services, option- pricing models, discounted cash flow models and similar techniques. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Financial assets and liabilities are classified in their entirety based on the most conservative level of input that is significant to the fair value measurement. Pricing vendors are utilized for certain Level 1 and Level 2 investments. These vendors either provide a quoted market price in an active market or use observable inputs without applying significant adjustments in their pricing. Observable inputs include broker quotes, interest rates and yield curves observable at commonly quoted intervals, volatilities and credit risks. The Company’s fair value processes include controls that are designed to ensure appropriate fair values are recorded. These controls include an analysis of period-over-period fluctuations and comparison to another independent pricing vendor. For fair value disclosures related to the Company’s cash equivalents, long-lived assets and debt, see the sections above entitled, “Cash Equivalents,” “Long-lived Assets,” and Note 9 — Debt, respectively. |
Assets Held for Sale/Discontinued Operations | Assets Held for Sale/Discontinued Operations The Company applies the guidance set forth in ASC 360 and ASC 205 - Presentation of Financial Statements ("ASC 205") to determine when certain asset groups should be classified as “held for sale” and reported as discontinued operations in its consolidated financial statements. As a result of the application of this guidance, the Company has classified certain asset groups as “assets held for sale” in its consolidated balance sheets for fiscal 2014, as all such assets held for sale were sold by fiscal 2015. See Note 19 — Discontinued Operations for further details regarding the operating results of the Company’s discontinued operations. |
Revenue Recognition | Revenue Recognition The Company applies the guidance set forth in ASC 605 - Revenue Recognition . Revenues are recognized upon the transfer of title and risk of ownership to customers. For wholesale customers, transfer is based on the terms of sale, typically at the shipping point. For retail and e-commerce customers, transfer occurs at the time of sale. Allowances for estimated returns and doubtful accounts, non-merchandise credits, and certain co-op advertising arrangements are provided when revenues are recorded. Returns and allowances are reported as reductions in revenues, whereas allowances for bad debts are reported as a component of SG&A expense. Royalty and license income is recorded as earned. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. |
Promotion and Advertising | Promotion and Advertising The Company’s promotion and advertising efforts include magazine advertisements, retail signage, athlete sponsorships, boardriding contests, websites, television programs, co-branded products, social media and other events. |
Rent Expense | Rent Expense The Company enters into non-cancelable operating leases for retail stores, distribution facilities, equipment, and office space. Most leases have fixed rentals, with many of the real estate leases requiring normal and customary additional payments for real estate taxes and occupancy-related costs. Rent expense for leases having rent holidays, landlord incentives or scheduled rent increases is recorded on a straight-line basis over the lease term, generally beginning with the lease commencement date. Differences between straight-line rent expense and actual rent payments are recorded in other assets or other liabilities as an adjustment to rent expense over the lease term. |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability approach as promulgated by the authoritative guidance included in ASC 740 - Income Taxes ("ASC 470"). Deferred income tax assets and liabilities are established for temporary differences between the financial reporting bases and the tax bases of the Company’s assets and liabilities at tax rates expected to be in effect when such assets or liabilities are realized or settled. Deferred income tax assets are reduced by a valuation allowance if, in the judgment of the Company’s management, it is more likely than not that such assets will not be realized. The Company evaluated the recoverability of its deferred tax assets at the end of fiscal 2015 and 2014 in accordance with ASC 740. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in the financial statements. This guidance provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the tax position. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as a component of its provision for income taxes. The application of this guidance can create significant variability in the effective tax rate from period to period based upon changes in or adjustments to the Company’s uncertain tax positions. |
Stock-based Compensation Expense | Stock-based Compensation Expense If the terms of the PSA are implemented, all of the Company’s existing equity securities, including its shares of common stock and warrants, will be cancelled and extinguished without holders receiving any distribution. For further information see Note 22 — Voluntary Reorganization Under Chapter 11. The Company recognizes compensation expense for all stock-based payments net of an estimated forfeiture rate and only recognizes compensation cost for those shares expected to vest using the graded vested method over the requisite service period of the award. For option valuations, the Company determines the fair value at the grant date using the Black-Scholes option-pricing model which requires the input of certain assumptions, including the expected life of the stock-based payment awards, stock price volatility and interest rates. For performance-based equity awards with stock price contingencies, the Company determines the fair value using a Monte-Carlo simulation, which creates a normal distribution of future stock prices, which is then used to value the awards based on their individual terms. |
Net Loss per Share | Net Loss per Share The Company reports basic and diluted earnings per share (“EPS”). Basic EPS is based on the weighted average number of shares outstanding during the period, while diluted EPS additionally includes the dilutive effect of the Company’s outstanding stock options, warrants and shares of restricted stock computed using the treasury stock method. |
Foreign Currency Translation and Foreign Currency Transactions | Foreign Currency Translation and Foreign Currency Transactions The Company's reporting currency is the U.S dollar. The functional currencies of the Company's subsidiaries within its EMEA and APAC segments are primarily the Euro, and the Australian dollar and the Japanese yen, respectively. The functional currency of the Company's subsidiaries within its Americas segment is primarily the U.S. dollar. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are included in the foreign currency translation adjustment, a component of "Accumulated other comprehensive income" within shareholders’ equity in the consolidated balance sheets. The Company’s global subsidiaries have various assets and liabilities, primarily receivables and payables, which are denominated in currencies other than their functional currency. These balance sheet items are subject to remeasurement, the impact of which is recorded in "Foreign currency loss" within the consolidated statements of operations. |
Derivatives | Derivatives Derivative financial instruments are recognized as either assets or liabilities on the balance sheet and are measured at fair value. The accounting for changes in the fair value of a derivative depends on the use and type of the derivative. The Company’s derivative financial instruments principally consist of foreign currency exchange rate contracts, which the Company uses to manage its exposure to the risk of changes in foreign currency exchange rates. The Company’s objectives are to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates. The Company does not enter into derivative financial instruments for speculative or trading purposes. |
Comprehensive Income or Loss | Comprehensive Income or Loss Comprehensive income or loss includes all changes in stockholders’ equity except those resulting from investments by, and distributions to, stockholders. Accordingly, the Company’s consolidated statements of comprehensive loss include its net loss, the fair value gains and losses on certain derivative instruments and adjustments resulting from translating foreign functional currency financial statements into U.S. dollars for the Company's subsidiaries within the EMEA and APAC segments and the foreign entities within the Americas and Corporate Operations segments. See Note 3 — Segment and Geographic Information for further detail on the Company's segments. |
New Accounting Pronouncements | Accounting Standards Adopted In November 2014, the FASB issued Accounting Standards Update ("ASU") 2014-17, Pushdown Accounting , which provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. The Company adopted this guidance on November 18, 2014, the effective date of ASU 2014-17. The adoption of this guidance did not impact the Company's consolidated financial statements and related disclosures. In January 2015, the FASB issued ASU 2015-01, Income Statement - Extraordinary and Unusual Items , which eliminates the concept of extraordinary items from GAAP, which required certain classification and presentation of extraordinary items in the income statement and disclosures. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. A reporting entity also may apply the amendments retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. The Company adopted this guidance on November 1, 2014. The adoption of this guidance did not impact the Company's consolidated financial statements and related disclosures. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic740) - Balance Sheet Classification of Deferred Taxes , which will require the presentation of deferred tax liabilities and asset be classified as noncurrent in a classified statement of financial position. The amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted for all entities as of the beginning of an interim or annual reporting period. The Company early adopted this guidance prospectively on October 31, 2015. The adoption only impacted presentation on its consolidated financial statements and related disclosure. No prior periods were retrospectively adjusted. Accounting Standards Not Yet Adopted In April 2014, the FASB issued ASU 2014-08 Presentation of Financial Statements (Topic 205) and Property Plant and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity which provides amended guidance on the presentation of financial statements and reporting discontinued operations and disclosures of disposals of components of an entity within property, plant and equipment. ASU 2014-08 amends the definition of a discontinued operation and requires entities to disclose additional information about disposal transactions that do not meet the discontinued operations criteria. The effective date of ASU 2014-08 is for disposals that occur in annual periods (and interim periods therein) beginning on or after December 15, 2014, with early adoption permitted. The Company does not anticipate that this guidance will materially impact its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which provides a single, comprehensive framework for all entities in all industries to apply in the determination of when to recognize revenue, and, therefore, supersedes virtually all existing revenue recognition requirements and guidance. This framework is expected to result in less complex guidance in application while providing a consistent and comparable methodology for revenue recognition. The core principle of the guidance is that an entity should apply the following steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation. In July 2015, the FASB reached a decision to defer the effective date of the amended guidance. In August 2015, ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, was issued which defers the effective date of ASU 2014-09 to December 15, 2017. Early adoption is not permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In June 2014, the FASB issued ASU 2014-12, Compensation - Stock Compensation , which clarifies accounting for share-based payments for which the terms of an award provide that a performance target could be achieved after the requisite service period. That is the case when an employee is eligible to retire or otherwise terminate employment before the end of the period in which a performance target could be achieved and still be eligible to vest in the award if and when the performance target is achieved. The updated guidance clarifies that such a term should be treated as a performance condition that affects vesting. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the periods for which the requisite service has already been rendered. The guidance will be effective for the Company beginning with fiscal year 2016, and may be applied either prospectively or retrospectively. The Company does not anticipate that this guidance will materially impact its consolidated financial statements and related disclosures. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern , which will require an entity’s management to assess, for each annual and interim period, whether there is substantial doubt about the entity’s ability to continue as a going concern within one year of the financial statement issuance date. The definition of substantial doubt within the new standard incorporates a likelihood threshold of “probable” similar to the use of that term under current GAAP for loss contingencies. Certain disclosures will be required if conditions give rise to substantial doubt. The guidance will be effective for the Company beginning with fiscal year 2017. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis , which will require an entity’s management to assess whether they should consolidate certain legal entities. The guidance will be effective for the Company beginning with fiscal year 2017. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issue Costs , which will r equire that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The guidance will be effective for the Company beginning with fiscal year 2017. Early adoption is permitted. The guidance impacts disclosures only. The Company does not expect the impact of this amended guidance to have a material effect on its consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-05, Intangibles - Goodwill and Other Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement , which will require an entity’s management to assess, for each annual and interim period, whether a cloud computing arrangement includes a software license. All software licenses within the scope of Subtopic 350-40 will be accounted for consistent with other licenses of intangible assets. If the arrangement does not include a software license, the arrangement should be accounted for as a service contract. The guidance will be effective for the Company beginning with fiscal year 2017. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In May 2015, the FASB issued ASU 2015-08, Business Combinations (Topic 805): Pushdown Accounting-Amendments to SEC Paragraphs Pursuant to Staff Accounting Bulletin No. 115 , which supersedes several paragraphs in ASC 805-50 in response to the November 2014 publication of Staff Accounting Bulletin ("SAB") No. 115 by the Securities Exchange Commission (the "SEC"). The SEC issued SAB No. 115 in connection with the release of the FASB's ASU No. 2014-17, Pushdown Accounting . The guidance is effective immediately and had no impact on the Company's consolidated financial statements and related disclosures. In June 2015, the FASB issued ASU 2015-10, Technical Corrections and Improvements (Topic 330) , which will affect a wide variety of Topics in the FASB's ASC. The amendments in this Update represent changes to clarify the ASC, correct unintended application of guidance, or make minor improvements to the ASC that are not expected to have a significant effect on current accounting practice. The amendments in this Update that require transition guidance are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. All other amendments became effective upon issuance. Early adoption is permitted, including adoption in an interim period. The Company does not expect the impact of this amended guidance to have a material effect on its consolidated financial statements and related disclosures. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic330) - Simplifying the Measurement of Inventory , which will r equire an entity to measure inventory at the lower of cost or net realizable value. Net realizable value is define as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The guidance will be effective for the Company beginning with fiscal year 2018. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. |
Significant Accounting Polici36
Significant Accounting Policies (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Accounting Policies [Abstract] | |
Impairment Charges Reduced Carrying Amounts Respective Long-Lived Assets | The impairment charges reduced the carrying amounts of the respective long-lived assets as follows: Year Ended October 31, In thousands 2015 2014 2013 Carrying value of long-lived assets $ 15,700 $ 10,934 $ 10,181 Less: impairment charges (15,700 ) (10,934 ) (10,181 ) Fair value of long-lived assets $ — $ — $ — |
Revenues in Consolidated Statements of Operations | Revenues in the consolidated statements of operations include the following: Year Ended October 31, In thousands 2015 2014 2013 Product sales, net $ 1,330,238 $ 1,560,229 $ 1,810,329 Royalty and licensing income 15,702 11,225 9,215 Total $ 1,345,940 $ 1,571,454 $ 1,819,544 |
Reconciliation of Denominator of Each Net Loss Per Share | The table below sets forth the reconciliation of the denominator of each net loss per share calculation: Year Ended October 31, In thousands 2015 2014 2013 Shares used in computing basic net loss per share 171,494 170,492 167,255 Dilutive effect of stock options and restricted stock (1) — — — Dilutive effect of stock warrants (1) — — — Shares used in computing diluted net loss per share 171,494 170,492 167,255 ___________ (1) For fiscal 2015 , 2014 and 2013 the number of shares used in computing diluted net loss per share do not include 201,000 , 2,145,000 , and 3,862,000 , respectively, of stock options and restricted stock because they were anti-dilutive as a result of the Company’s net loss from continuing operations. For fiscal 2015 , 2014 and 2013 , the number of shares used in computing diluted net loss per share do not include zero , 17,024,000 , and 17,792,000 , respectively, of warrant shares because they were anti-dilutive as a result of the Company’s net loss from continuing operations. The following securities could potentially dilute earnings per share in the future. For fiscal 2015 , 2014 and 2013 , certain stock options outstanding of 14,954,000 , 4,856,000 , 5,409,000 , respectively, were excluded from the calculation of diluted weighted-average shares outstanding as the exercise prices were greater than the average market price of the Company's common stock for those periods. Outstanding warrants to purchase 25,654,000 , 8,630,000 and 7,862,000 shares of common stock were excluded from the calculation of diluted weighted-average shares outstanding for fiscal 2015 , 2014 and 2013 , as the exercise price was greater than the average market price of the Company's common stock for that period. |
Segment and Geographic Inform37
Segment and Geographic Information (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Segment Reporting [Abstract] | |
Information Related to Company's Operating Segments all from Continuing Operations | Information related to the Company’s operating segments, all from continuing operations, is as follows: Year Ended October 31, In thousands 2015 2014 2013 Revenues, net: Americas $ 618,691 $ 724,482 $ 902,307 EMEA 477,240 583,650 631,546 APAC 245,459 262,494 282,070 Corporate operations 4,550 828 3,621 Total $ 1,345,940 $ 1,571,454 $ 1,819,544 Gross profit/(loss): Americas $ 251,023 $ 299,279 $ 373,429 EMEA 250,822 324,542 358,175 APAC 130,125 143,452 143,874 Corporate operations (10,590 ) (4,063 ) 94 Total $ 621,380 $ 763,210 $ 875,572 SG&A expense (1) : Americas $ 287,736 $ 334,759 $ 319,736 EMEA 255,075 310,861 324,346 APAC 141,864 155,540 146,389 Corporate operations 8,149 26,021 67,086 Total $ 692,824 $ 827,181 $ 857,557 Goodwill impairment: Americas $ 73,376 $ — $ — EMEA — 178,197 — APAC 6,207 — — Corporate operations — — — Total $ 79,583 $ 178,197 $ — Asset impairments: Americas $ 11,117 $ 6,672 $ 9,211 EMEA 25,258 1,411 3,004 APAC 2,580 808 112 Corporate operations — 2,043 — Total $ 38,955 $ 10,934 $ 12,327 Operating (loss)/income: Americas $ (121,206 ) $ (42,152 ) $ 44,482 EMEA (29,511 ) (165,927 ) 30,825 APAC (20,526 ) (12,896 ) (2,627 ) Corporate operations (18,739 ) (32,127 ) (66,992 ) Total $ (189,982 ) $ (253,102 ) $ 5,688 Year Ended October 31, In thousands 2015 2014 2013 Depreciation and amortization expense: Americas $ 17,144 $ 22,188 $ 19,204 EMEA 13,367 17,300 17,867 APAC 7,220 7,597 8,833 Corporate operations 3,119 2,875 2,154 Total $ 40,850 $ 49,960 $ 48,058 Interest expense, net: Americas $ 4,223 $ 2,277 $ 4,397 EMEA 15,899 18,636 18,018 APAC 2,001 2,163 2,848 Corporate operations 44,606 52,915 45,786 Total $ 66,729 $ 75,991 $ 71,049 ___________ (1) SG&A expense by segment for fiscal 2014 and 2013 has been reclassified to conform to the current year presentation, which reflects the Company's centralization of certain global business functions and related transfer pricing allocations. October 31, In thousands 2015 2014 2013 Identifiable assets: Americas $ 328,386 $ 464,831 $ 577,563 EMEA 356,920 513,303 744,936 APAC 185,030 202,225 222,542 Corporate operations 52,187 75,623 71,971 Total $ 922,523 $ 1,255,982 $ 1,617,012 |
Percentages of Revenues Attributable to Company's Major Product Categories | The Company sells a full range of its products within each geographical segment. The percentages of net revenues from continuing operations attributable to each of the Company’s product groups are as follows: Year Ended October 31, 2015 2014 2013 Apparel and accessories 72 % 75 % 75 % Footwear 28 % 25 % 25 % Total 100 % 100 % 100 % |
Allowance for Doubtful Accoun38
Allowance for Doubtful Accounts (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Receivables [Abstract] | |
Allowance for Doubtful Accounts, Includes Bad Debts as Well as Returns and Allowances | The allowance for doubtful accounts, which includes bad debts as well as sales returns and allowances, consisted of the following as of the dates indicated: Year Ended October 31, In thousands 2015 2014 2013 Balance, beginning of year $ 63,991 $ 60,912 $ 57,563 Provision for doubtful accounts 9,533 21,856 5,729 Foreign currency adjustment (7,489 ) (4,307 ) 1,747 Deductions (16,997 ) (14,470 ) (4,127 ) Balance, end of year $ 49,038 $ 63,991 $ 60,912 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consisted of the following as of the dates indicated: October 31, In thousands 2015 2014 Raw materials $ 2,274 $ 3,524 Work in-process 1,469 467 Finished goods 291,319 280,526 Total $ 295,062 $ 284,517 |
Fixed Assets, net (Tables)
Fixed Assets, net (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Summary of Fixed Assets | Fixed assets consisted of the following as of the dates indicated: October 31, In thousands 2015 2014 Furniture and other equipment $ 79,569 $ 103,554 Leasehold improvements 134,154 163,894 Computer software and equipment 103,431 106,238 Land use rights 31,640 37,409 Land and buildings 9,145 10,626 Construction in progress 3,845 12,935 Total fixed assets, gross 361,784 434,656 Accumulated depreciation and amortization (201,405 ) (220,888 ) Total fixed assets, net $ 160,379 $ 213,768 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible assets consisted of the following as of the dates indicated: October 31, 2015 2014 In thousands Gross Amount Amortization Net Book Value Gross Amount Amortization Net Book Value Non-amortizable trademarks $ 100,955 $ — $ 100,955 $ 124,121 $ — $ 124,121 Amortizable trademarks 24,875 (13,205 ) 11,670 21,858 (12,508 ) 9,350 Amortizable licenses 9,531 (9,531 ) — 11,817 (11,817 ) — Other amortizable intangibles 8,427 (6,689 ) 1,738 8,406 (6,367 ) 2,039 Total $ 143,788 $ (29,425 ) $ 114,363 $ 166,202 $ (30,692 ) $ 135,510 |
Summary of Goodwill by Segment | Goodwill by segment and in total, and changes in the carrying amounts, as of the dates indicated are as follows: In thousands Americas EMEA APAC Consolidated Gross goodwill $ 75,974 $ 174,869 $ 135,752 $ 386,595 Accumulated impairment losses — — (129,545 ) (129,545 ) Net goodwill at October 31, 2012 $ 75,974 $ 174,869 $ 6,207 $ 257,050 Gross goodwill 75,974 174,869 135,752 386,595 Foreign currency translation and other (1,031 ) 5,606 — 4,575 Accumulated impairment losses — — (129,545 ) (129,545 ) Net goodwill at October 31, 2013 $ 74,943 $ 180,475 $ 6,207 $ 261,625 Gross goodwill 74,943 180,475 135,752 391,170 Foreign currency translation and other (528 ) (2,278 ) — (2,806 ) Impairments — (178,197 ) — (178,197 ) Accumulated impairment losses — — (129,545 ) (129,545 ) Net goodwill at October 31, 2014 $ 74,415 $ — $ 6,207 $ 80,622 Gross goodwill 74,415 178,197 135,752 388,364 Foreign currency translation and other (1,039 ) — — (1,039 ) Impairments (73,376 ) — (6,207 ) (79,583 ) Accumulated impairment losses — (178,197 ) (129,545 ) (307,742 ) Net goodwill at October 31, 2015 $ — $ — $ — $ — |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Debt Disclosure [Abstract] | |
Summary of Lines of Credit and Long-term Debt | A summary of borrowings under lines of credit and long-term debt as of the dates indicated is as follows: October 31, In thousands Maturity 2015 2014 Debtor-in-Possession Term Loan Facility - 12% Fixed February 5, 2016 $ 70,000 $ — Debtor-in-Possession ABL Loan Facility - 4.5% Floating February 5, 2016 17,734 — Eurofactor line of credit - 0.6% Floating October 31, 2016 22,835 32,929 Lines of credit - 0.8% - 1.9% Floating December 10, 2015 2,308 — 2017 Notes - 8.875% Fixed (1) December 15, 2017 218,905 252,188 2018 Notes - 7.875% Fixed (2) August 1, 2018 280,000 278,834 2020 Notes - 10.000% Fixed (2) August 1, 2020 225,000 222,582 ABL Credit Facility - 2.1% to 4.1% Floating May 24, 2018 — 35,933 Capital lease obligations and other borrowings - Various % (1) Various 4,265 6,124 Total debt 841,047 828,590 Less: Reclassification to liabilities subject to compromise (506,749 ) — Less: Current portion (333,395 ) (35,361 ) Long-term debt, net of current portion $ 903 $ 793,229 ___________ (1) The 2017 Notes have been classified as current liabilities not subject to compromise on the Company's consolidated balance sheet at October 31, 2015 . (2) The 2018 Notes and 2020 Notes and other minor debt obligations have been reclassified to liabilities subject to compromise on the Company's consolidated balance sheet at October 31, 2015 , as they are subject to resolution during the Bankruptcy Proceedings. |
Summary of Principal Payments on All Long-term Debt Obligations, Including Capital Leases Due | Principal payments on all long-term debt obligations as of the date indicated, including capital leases, are due by fiscal year according to the table below. In thousands October 31, 2015 2016 $ 115,090 2017 220,031 2018 280,926 2019 — 2020 225,000 Total $ 841,047 |
Accrued Liabilities and Other43
Accrued Liabilities and Other Long-Term Liabilities (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following as of the dates indicated: October 31, In thousands 2015 2014 Accrued employee compensation and benefits (1) $ 26,440 $ 40,461 Accrued sales and payroll taxes 17,473 19,471 Accrued interest (1) 8,176 19,673 Other liabilities (1) (2) 38,022 33,096 Total accrued liabilities $ 90,111 $ 112,701 ___________ (1) Excludes amounts transferred to liabilities subject to compromise on the consolidated balance sheet. (2) Other liabilities and other long-term liabilities consist of various accrued expenses with no individual item accounting for more than 5% of total current liabilities. (3) Other long-term liabilities consist of various accrued expenses with no individual item accounting for more than 5% of total liabilities. |
Schedule of Other Assets and Other Liabilities | Other long-term liabilities consisted of the following as of the dates indicated: October 31, In thousands 2015 2014 Facility exit costs (1) $ 2,850 $ 8,333 Security deposits received 526 606 Other long-term liabilities (3) 16,968 21,720 Total other long-term liabilities $ 20,344 $ 30,659 ___________ (1) Excludes amounts transferred to liabilities subject to compromise on the consolidated balance sheet. (2) Other liabilities and other long-term liabilities consist of various accrued expenses with no individual item accounting for more than 5% of total current liabilities. (3) Other long-term liabilities consist of various accrued expenses with no individual item accounting for more than 5% of total liabilities. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments | The following is a schedule of future minimum lease payments by fiscal year required under such leases as of the date indicated: In thousands October 31, 2015 2016 $ 69,105 2017 61,182 2018 48,469 2019 39,794 2020 33,682 Thereafter 85,533 Total $ 337,765 |
Schedule of Future Estimated Minimum Payments | The following is a schedule of future estimated minimum payments by fiscal year required under such endorsement agreements as of the date indicated: In thousands October 31, 2015 2016 $ 6,891 2017 2,893 2018 1,645 2019 1,043 2020 783 Thereafter 550 Total $ 13,805 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Changes in Shares Under Options Excluding Performance Based Options | Changes in shares underlying stock options, excluding performance-based stock options, were as follows: Year Ended October 31, 2015 2014 2013 Shares Weighted Average Price Shares Weighted Average Price Shares Weighted Average Price Outstanding, beginning of year 6,817,609 $ 4.52 8,829,618 $ 4.83 12,325,499 $ 4.49 Granted 9,990,000 0.88 275,000 8.05 1,045,000 6.68 Exercised — — (1,058,416 ) 4.27 (2,985,792 ) 2.94 Canceled/Forfeited (1,833,958 ) 5.66 (1,228,593 ) 7.67 (1,555,089 ) 7.02 Outstanding, end of year 14,973,651 $ 1.95 6,817,609 $ 4.52 8,829,618 $ 4.83 Exercisable, end of year 5,061,984 $ 3.84 5,696,273 $ 4.24 6,044,792 $ 4.72 |
Schedule of Outstanding Stock Options, Excluding Performance Based Options | Outstanding stock options, excluding performance-based stock options, at October 31, 2015 consist of the following: Options Outstanding Options Exercisable Range of Exercise Prices Shares Weighted Average Remaining Life (Years) Weighted Average Exercise Price Shares Weighted Average Exercise Price $0.63 - $2.34 11,616,667 8.7 $ 1.05 1,936,667 $ 2.03 $2.35 - $4.60 1,302,500 4.3 3.09 1,302,500 3.09 $4.61 - $6.64 1,408,484 4.7 5.37 1,326,817 5.29 $6.65 - $8.70 400,000 6.9 7.42 250,000 7.77 $8.71 - $10.75 195,000 2.2 9.00 195,000 9.00 $10.76 - $16.36 51,000 0.9 14.52 51,000 14.52 Total 14,973,651 7.8 $ 1.95 5,061,984 $ 3.84 |
Schedule of Changes in Non-Vested Shares Under Option, Excluding Performance Based Options | Changes in non-vested shares underlying stock options, excluding performance-based stock options, for the year ended October 31, 2015 were as follows: Shares Weighted Average Grant Date Fair Value Non-vested, beginning of year 1,121,336 $ 4.18 Granted 9,990,000 0.64 Vested (1,016,335 ) 2.95 Canceled (183,334 ) 5.20 Non-vested, end of year 9,911,667 $ 0.72 |
Schedule of Activity Related to Performance Based Options and Performance Based Restricted Stock Units | Activity related to performance-based options and performance-based restricted stock units for the fiscal year ended October 31, 2015 is as follows: Performance Options Performance Restricted Stock Units Non-vested, October 31, 2014 640,000 10,218,508 Granted — 1,844,000 Exercised — — Canceled (124,000 ) (2,296,080 ) Non-vested, October 31, 2015 516,000 9,766,428 |
Schedule of Changes in Restricted Stock Units | Year Ended October 31, 2015 2014 2013 Outstanding restricted stock, beginning of year 175,000 195,000 801,667 Granted 105,000 105,000 105,000 Vested (80,000 ) (95,000 ) (685,000 ) Forfeited (25,000 ) (30,000 ) (26,667 ) Outstanding restricted stock, end of year 175,000 175,000 195,000 There were no non-performance based restricted stock units outstanding in the fiscal years ended October 31, 2014 and 2013. Changes in non-performance based restricted stock units for the fiscal year ended October 31, 2015 were as follows: Year Ended October 31, 2015 Outstanding non-performance based restricted stock units, beginning of year — Granted 675,676 Vested (281,532 ) Forfeited (394,144 ) Outstanding non-performance based restricted stock units, end of year — |
Accumulated Other Comprehensi46
Accumulated Other Comprehensive Income/(Loss) (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Income | The components of accumulated other comprehensive income/(loss), net of tax, are as follows: In thousands Derivative Instruments Foreign Currency Adjustments Total Balance, October 31, 2012 $ 5,756 $ 80,656 $ 86,412 Net gains reclassified to cost of goods sold (8,137 ) — (8,137 ) Net gains reclassified to foreign currency gain (343 ) — (343 ) Changes in fair value, net of tax (1,867 ) (2,147 ) (4,014 ) Balance, October 31, 2013 $ (4,591 ) $ 78,509 $ 73,918 Net gains reclassified to cost of goods sold (597 ) — (597 ) Changes in fair value, net of tax 9,281 (25,314 ) (16,033 ) Balance, October 31, 2014 $ 4,093 $ 53,195 $ 57,288 Net gains reclassified to cost of goods sold (23,660 ) — (23,660 ) Changes in fair value, net of tax 28,690 (47,373 ) (18,683 ) Balance, October 31, 2015 $ 9,123 $ 5,822 $ 14,945 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Summary of Provision/(Benefit) for Income Taxes from Continuing Operations | A summary of the provision/(benefit) for income taxes from continuing operations is as follows: Year Ended October 31, In thousands 2015 2014 2013 Current: United States: Federal $ 980 $ (14,320 ) $ (1,921 ) State 541 (2,676 ) (60 ) Foreign 14,376 18,751 13,719 15,897 1,755 11,738 Deferred: United States: Federal (1,088 ) 134 (1,490 ) State (451 ) 34 (259 ) Foreign 1,279 (6,280 ) 156,231 (260 ) (6,112 ) 154,482 Provision/(benefit) for income taxes $ 15,637 $ (4,357 ) $ 166,220 |
Schedule of Effective Federal Income Tax Rates, Computed and Expected | A reconciliation of the effective income tax rate to a computed “expected” statutory federal income tax rate is as follows: Year Ended October 31, 2015 2014 2013 Computed “expected” statutory federal income tax rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal income tax benefit (0.1 )% 0.8 % 0.1 % Foreign tax rate differential (2.7 )% (0.8 )% (9.6 )% Goodwill impairment (8.1 )% (18.7 )% — % Stock-based compensation (0.3 )% (0.3 )% (2.3 )% Uncertain tax positions (0.2 )% (0.2 )% 1.3 % Valuation allowance (26.3 )% (13.6 )% (260.5 )% Other (2.5 )% (0.9 )% (1.3 )% Effective income tax rate (5.2 )% 1.3 % (237.3 )% |
Components of Net Deferred Income Taxes | The components of net deferred income tax assets/(liabilities) are as follows: October 31, In thousands 2015 2014 Deferred income tax assets: Allowance for doubtful accounts $ 4,784 $ 6,748 Unrealized gains and losses 12,463 9,351 Tax loss carry forwards 427,877 419,584 Accruals and other 100,194 80,028 Subtotal of deferred income tax assets 545,318 515,711 Deferred income tax liabilities: Depreciation and amortization (4,045 ) (8,411 ) Intangibles (23,805 ) (26,766 ) Subtotal of deferred income tax liabilities (27,850 ) (35,177 ) Deferred income tax assets, net 517,468 480,534 Valuation allowance (541,042 ) (495,938 ) Net deferred income tax liabilities $ (23,574 ) $ (15,404 ) |
Summary of Unrecognized Tax Benefits (Excluding Interest and Penalties and Related Tax Carry Forwards) | The following table summarizes the activity related to the Company’s unrecognized tax benefits (excluding interest and penalties and related tax carry forwards): Year Ended October 31, In thousands 2015 2014 Balance, beginning of year $ 12,491 $ 11,002 Gross increases related to current year tax positions — 1,352 Gross increases related to prior period tax positions 1,368 645 Lapse in statute of limitation (1,063 ) (437 ) Foreign exchange and other (99 ) (71 ) Balance, end of year $ 12,697 $ 12,491 |
Derivative Financial Instrume48
Derivative Financial Instruments (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Outstanding Derivative Contracts Entered into Hedge Forecasted Purchases and Future Cash Receipts | As of October 31, 2015 , the Company had the following outstanding derivative contracts that were entered into to hedge forecasted purchases: In thousands Commodity Notional Amount Maturity Fair Value United States dollar Inventory $ 124,216 Nov 2015 - Oct 2016 $ 5,816 |
Fair Values of Assets and Liabilities Measured and Recognized at Fair Value | The following tables reflect the fair values of assets and liabilities measured and recognized at fair value on a recurring basis on the accompanying consolidated balance sheet as of the dates indicated: Derivative Assets/(Liabilities) at Fair Value Fair Value Measurements Using In thousands Level 1 Level 2 Level 3 October 31, 2015: Derivative assets: Other receivables $ — $ 5,816 $ — $ 5,816 Total fair value $ — $ 5,816 $ — $ 5,816 October 31, 2014: Derivative assets: Other receivables $ — $ 16,683 $ — $ 16,683 Derivative liabilities: Accrued liabilities — (2 ) — (2 ) Total fair value $ — $ 16,681 $ — $ 16,681 |
Quarterly Financial Data (Una49
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Financial Data | A summary of quarterly financial data (unaudited) is as follows: Year Ended October 31, 2015 Quarter Ended In thousands, except per share amounts January 31 April 30 July 31 October 31 Revenues, net $ 340,854 $ 333,052 $ 336,134 $ 335,900 Gross profit 169,444 156,798 161,392 133,746 Loss from continuing operations attributable to Quiksilver, Inc. (1) (18,290 ) (37,594 ) (124,712 ) (133,096 ) Income from discontinued operations attributable to Quiksilver, Inc. 7,520 — — — Net loss attributable to Quiksilver, Inc. (1) (10,770 ) (37,594 ) (124,712 ) (133,096 ) Loss per share from continuing operations attributable to Quiksilver, Inc., assuming dilution (0.11 ) (0.22 ) (0.73 ) (0.77 ) Income per share from discontinued operations attributable to Quiksilver, Inc., assuming dilution 0.04 — — — Net loss per share attributable to Quiksilver, Inc., assuming dilution (0.06 ) (0.22 ) (0.73 ) (0.78 ) Trade accounts receivable, net 258,952 251,947 218,962 213,493 Inventories 306,119 291,248 338,432 295,062 Year Ended October 31, 2014 Quarter Ended In thousands, except per share amounts January 31 April 30 July 31 October 31 Revenues, net $ 394,910 $ 396,941 $ 378,215 $ 401,388 Gross profit 200,640 194,290 181,071 187,209 Loss from continuing operations attributable to Quiksilver, Inc. (2) (21,529 ) (37,880 ) (218,309 ) (49,315 ) Income/(loss) from discontinued operations attributable to Quiksilver, Inc. (3) 37,720 (15,244 ) (2,283 ) (1,223 ) Net income/(loss) attributable to Quiksilver, Inc. (2) 16,191 (53,124 ) (220,592 ) (50,538 ) Loss per share from continuing operations attributable to Quiksilver, Inc., assuming dilution (0.13 ) (0.22 ) (1.28 ) (0.29 ) Income/(loss) per share from discontinued operations attributable to Quiksilver, Inc., assuming dilution 0.22 (0.09 ) (0.01 ) (0.01 ) Net income/(loss) per share attributable to Quiksilver, Inc., assuming dilution 0.10 (0.31 ) (1.29 ) (0.30 ) Trade accounts receivable, net 331,141 343,767 308,113 311,014 Inventories 365,075 309,585 337,164 284,517 ___________ (1) The fiscal quarter ended July 31, 2015 included goodwill impairment charges of $74 million and $6 million for the Americas and APAC segments, respectively. The fiscal quarter ended July 31, 2015 also included an impairment charge of $16 million in the EMEA reporting unit to reduce the Quiksilver trademark to fair value. The fiscal quarter ended October 31, 2015 also included impairment charges of $5 million and $2 million in the EMEA and APAC reporting units, respectively, to reduce the Quiksilver trademark to fair value. (2) The fiscal quarter ended July 31, 2014 included goodwill impairment charge of $178 million for the EMEA segment. (3) The fiscal quarters ended April 30, 2014 and July 31, 2014 include impairment charges of $15 million and $4 million , respectively, related to the Surfdome business. |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
Activity and Liability Balances | Activity and liability balances recorded as part of the 2013 Plan and 2011 Plan were as follows: In thousands Workforce Facility & Other Total Balance, October 31, 2012 $ 5,335 $ 6,856 $ 12,191 Charged to expense 22,671 5,838 28,509 Cash payments (15,847 ) (5,163 ) (21,010 ) Adjustments — (592 ) (592 ) Balance, October 31, 2013 $ 12,159 $ 6,939 $ 19,098 Charged to expense 19,350 15,295 34,645 Cash payments (19,999 ) (9,943 ) (29,942 ) Balance, October 31, 2014 $ 11,510 $ 12,291 $ 23,801 Charged to expense 10,233 9,095 19,328 Cash payments (11,502 ) (13,528 ) (25,030 ) Less: Reclassification to liabilities subject to compromise (1) (9,353 ) (1,874 ) (11,227 ) Balance, October 31, 2015 $ 888 $ 5,984 $ 6,872 ___________ (1) Pursuant to the PSA, the Company has reclassified certain workforce restructuring related obligations, certain future lease obligations and other liabilities to Liabilities Subject to Compromise on the consolidated balance sheet at October 31, 2015 . For further information, see Note 23 — Liabilities Subject to Compromise. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summarized Results from Discontinued Operations | The operating results of discontinued operations were as follows: Year Ended October 31, In thousands 2015 2014 2013 Revenues, net $ 13,239 $ 60,605 $ 83,209 Income before income taxes 6,785 25,355 9,766 Provision for income taxes 53 15,915 3,880 Income from discontinued operations 6,732 9,440 5,886 Less: net loss attributable to non-controlling interest 788 9,530 315 Income from discontinued operations attributable to Quiksilver, Inc. $ 7,520 $ 18,970 $ 6,201 |
Components of Major Assets and Liabilities | There were no assets classified as held for sale at October 31, 2015 . The components of major assets held for sale and liabilities associated with assets held for sale at October 31, 2014 were as follows: In thousands October 31, 2014 Assets: Inventories, net $ 19,659 Other 6,000 Total $ 25,659 Liabilities: Accounts payable $ 12,520 Accrued liabilities 120 Deferred tax liabilities 626 Total $ 13,266 |
Total Assets Held for Sale | Total assets held for sale as of October 31, 2014 by segment were as follows: In thousands October 31, 2014 Americas $ 28 EMEA 25,631 APAC — Total $ 25,659 |
Condensed Consolidating Finan52
Condensed Consolidating Financial Information (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Statement of Operations | In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 461 $ 302,686 $ 275,676 $ 869,189 $ (102,072 ) $ 1,345,940 Cost of goods sold — 191,937 181,725 445,202 (94,304 ) 724,560 Gross profit 461 110,749 93,951 423,987 (7,768 ) 621,380 Selling, general and administrative expense 13,120 123,470 120,742 441,846 (6,354 ) 692,824 Asset impairments — 62,480 20,606 35,452 — 118,538 Operating loss (12,659 ) (75,201 ) (47,397 ) (53,311 ) (1,414 ) (189,982 ) Interest expense, net 39,917 4,245 (4 ) 22,571 — 66,729 Foreign currency (gain)/loss (355 ) (440 ) 480 6,423 — 6,108 Equity in earnings 242,644 (7,625 ) — — (235,019 ) — Reorganization items 11,260 22,974 958 44 — 35,236 Loss before provision/(benefit) for income taxes (306,125 ) (94,355 ) (48,831 ) (82,349 ) 233,605 (298,055 ) Provision/(benefit) for income taxes 47 (714 ) 648 15,656 — 15,637 Loss from continuing operations (306,172 ) (93,641 ) (49,479 ) (98,005 ) 233,605 (313,692 ) (Loss)/income from discontinued operations — — (2 ) 6,734 — 6,732 Net loss (306,172 ) (93,641 ) (49,481 ) (91,271 ) 233,605 (306,960 ) Net loss attributable to non-controlling interest — — — 788 — 788 Net loss attributable to Quiksilver, Inc. (306,172 ) (93,641 ) (49,481 ) (90,483 ) 233,605 (306,172 ) Other comprehensive loss (42,343 ) — — (42,343 ) 42,343 (42,343 ) Comprehensive loss attributable to Quiksilver, Inc. $ (348,515 ) $ (93,641 ) $ (49,481 ) $ (132,826 ) $ 275,948 $ (348,515 ) Asset impairments in the "QS Wholesale Inc." column above includes a $6 million non-cash charge for the impairment of DC Shoes goodwill that resides in the QS Wholesale Inc. legal entity, but is allocated to the APAC segment for reporting unit purposes. This charge is a component of the $80 million non-cash charge to fully impair all goodwill attributable to the Americas and APAC reporting units (see Note 8 — Intangible Assets and Goodwill). Condensed Consolidating Statement of Operations Year Ended October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 465 $ 340,819 $ 362,182 $ 1,025,745 $ (157,757 ) $ 1,571,454 Cost of goods sold 193 214,431 258,055 487,092 (151,527 ) 808,244 Gross profit 272 126,388 104,127 538,653 (6,230 ) 763,210 Selling, general and administrative expense 36,514 113,530 160,695 522,649 (6,207 ) 827,181 Asset impairments 2,043 40,430 4,267 142,391 — 189,131 Operating loss (38,285 ) (27,572 ) (60,835 ) (126,387 ) (23 ) (253,102 ) Interest expense, net 46,464 2,917 (5 ) 26,615 — 75,991 Foreign currency (gain)/loss (216 ) (269 ) 66 3,077 — 2,658 Equity in earnings 223,412 4,509 — — (227,921 ) — Loss before provision/(benefit) for income taxes (307,945 ) (34,729 ) (60,896 ) (156,079 ) 227,898 (331,751 ) Provision/(benefit) for income taxes 119 584 (17,531 ) 12,471 — (4,357 ) Loss from continuing operations (308,064 ) (35,313 ) (43,365 ) (168,550 ) 227,898 (327,394 ) Income/(loss) from discontinued operations — — 29,244 (19,804 ) — 9,440 Net loss (308,064 ) (35,313 ) (14,121 ) (188,354 ) 227,898 (317,954 ) Net loss attributable to non-controlling interest — — — 9,891 — 9,891 Net loss attributable to Quiksilver, Inc. (308,064 ) (35,313 ) (14,121 ) (178,463 ) 227,898 (308,063 ) Other comprehensive loss (16,630 ) — — (16,630 ) 16,630 (16,630 ) Comprehensive loss attributable to Quiksilver, Inc. $ (324,694 ) $ (35,313 ) $ (14,121 ) $ (195,093 ) $ 244,528 $ (324,693 ) Asset impairments in the "QS Wholesale Inc." column above includes a $38 million non-cash charge for the impairment of DC Shoes goodwill that resides in the QS Wholesale Inc. legal entity, but is allocated to the EMEA segment for reporting unit purposes. This charge is a component of the $178 million non-cash charge to fully impair all goodwill attributable to the EMEA reporting unit (see Note 8 — Intangible Assets and Goodwill). Condensed Consolidating Statement of Operations Year Ended October 31, 2013 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 464 $ 428,193 $ 475,855 $ 1,158,281 $ (243,249 ) $ 1,819,544 Cost of goods sold — 255,992 332,599 548,582 (193,201 ) 943,972 Gross profit 464 172,201 143,256 609,699 (50,048 ) 875,572 Selling, general and administrative expense 54,002 131,560 137,148 559,152 (24,305 ) 857,557 Asset impairments — 1,646 5,939 4,742 — 12,327 Operating (loss)/income (53,538 ) 38,995 169 45,805 (25,743 ) 5,688 Interest expense, net 39,487 4,359 1 27,202 — 71,049 Foreign currency loss/(gain) 318 56 (4 ) 4,319 — 4,689 Equity in earnings 134,970 2,739 — — (137,709 ) — (Loss)/income before provision/(benefit) for income taxes (228,313 ) 31,841 172 14,284 111,966 (70,050 ) Provision/(benefit) for income taxes 422 (665 ) (3,488 ) 169,951 — 166,220 (Loss)/income from continuing operations (228,735 ) 32,506 3,660 (155,667 ) 111,966 (236,270 ) (Loss)/income from discontinued operations (689 ) — 5,211 1,353 11 5,886 Net (loss)/income (229,424 ) 32,506 8,871 (154,314 ) 111,977 (230,384 ) Net loss attributable to non-controlling interest — — — 960 — 960 Net (loss)/income attributable to Quiksilver, Inc. (229,424 ) 32,506 8,871 (153,354 ) 111,977 (229,424 ) Other comprehensive loss (12,494 ) — — (12,494 ) 12,494 (12,494 ) Comprehensive (loss)/income attributable to Quiksilver, Inc. $ (241,918 ) $ 32,506 $ 8,871 $ (165,848 ) $ 124,471 $ (241,918 ) Condensed Combined Statement of Operations In thousands Year Ended October 31, 2015 Revenues, net $ 498,123 Gross profit 203,747 Selling, general and administrative expense 257,332 Asset impairments 83,086 Operating loss (136,671 ) Interest expense, net and foreign currency (gain)/loss 43,843 Equity in earnings 91,271 Reorganization items (See Note 24) 35,192 Loss before benefit for income taxes (306,977 ) Benefit for income taxes (19 ) Loss from continuing operations (306,958 ) Loss from discontinued operations (2 ) Net loss (306,960 ) Net loss attributable to non-controlling interest 788 Net loss attributable to Quiksilver, Inc. $ (306,172 ) |
Condensed Consolidating Balance Sheet | In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 4,082 $ 1,447 $ — $ 32,945 $ (2,013 ) $ 36,461 Restricted cash 125 — — 2,396 — 2,521 Trade accounts receivable, net — 42,022 25,982 145,489 — 213,493 Other receivables — 5,727 746 18,716 — 25,189 Income tax receivable — 144 — 6,042 (144 ) 6,042 Inventories — 35,764 75,667 200,960 (17,329 ) 295,062 Prepaid expenses and other current assets — 5,728 5,058 18,552 — 29,338 Intercompany balances — 307,874 — 30,104 (337,978 ) — Total current assets 4,207 398,706 107,453 455,204 (357,464 ) 608,106 Restricted cash — — — 650 — 650 Fixed assets, net 18,030 26,531 12,012 103,806 — 160,379 Intangible assets, net 9,609 43,179 1,018 60,557 — 114,363 Other assets 31 1,527 415 27,041 — 29,014 Deferred income taxes long-term — — — 10,011 — 10,011 Investment in subsidiaries 482,444 9,150 — — (491,594 ) — Total assets $ 514,321 $ 479,093 $ 120,898 $ 657,269 $ (849,058 ) $ 922,523 Condensed Consolidating Balance Sheet (Continued) October 31, 2015 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated LIABILITIES AND EQUITY/(DEFICIT) Liabilities not subject to compromise: Current liabilities: Lines of credit $ — $ — $ — $ 25,143 $ — $ 25,143 Debtor-in-possession financing — 70,641 — 17,093 — 87,734 Accounts payable 397 24,690 9,125 109,305 — 143,517 Accrued liabilities 612 18,801 6,944 65,767 (2,013 ) 90,111 Long-term debt reclassified to current — — — 220,518 — 220,518 Income taxes payable — — 352 5,029 (144 ) 5,237 Intercompany balances 282,489 — 55,489 — (337,978 ) — Total current liabilities not subject to compromise 283,498 114,132 71,910 442,855 (340,135 ) 572,260 Long-term debt, net of current portion — — — 903 — 903 Income tax payable - long-term — — — 9,438 — 9,438 Deferred income taxes long-term 708 15,608 2,343 14,926 — 33,585 Other long-term liabilities — 5,226 6,741 8,377 — 20,344 Total liabilities not subject to compromise 284,206 134,966 80,994 476,499 (340,135 ) 636,530 Liabilities subject to compromise 519,782 31,323 24,555 — — 575,660 Total liabilities 803,988 166,289 105,549 476,499 (340,135 ) 1,212,190 Stockholders’/invested equity (deficit) (289,667 ) 312,804 15,349 180,770 (508,923 ) (289,667 ) Total liabilities and equity/(deficit) $ 514,321 $ 479,093 $ 120,898 $ 657,269 $ (849,058 ) $ 922,523 Condensed Consolidating Balance Sheet October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 158 $ 2,867 $ (2,701 ) $ 46,340 $ — $ 46,664 Restricted cash — — — 4,687 — 4,687 Trade accounts receivable, net — 51,663 34,779 224,572 — 311,014 Other receivables 10 3,402 1,071 36,644 (280 ) 40,847 Inventories — 25,681 72,761 203,529 (17,454 ) 284,517 Deferred income taxes - current — 21,554 — 4,926 (21,554 ) 4,926 Prepaid expenses and other current assets 1,579 6,209 2,941 17,351 — 28,080 Intercompany balances — 258,808 — — (258,808 ) — Current portion of assets held for sale — — 28 20,237 — 20,265 Total current assets 1,747 370,184 108,879 558,286 (298,096 ) 741,000 Restricted cash — 16,514 — — — 16,514 Fixed assets, net 20,381 34,408 21,259 137,720 — 213,768 Intangible assets, net 6,674 43,815 1,150 83,871 — 135,510 Goodwill — 61,982 11,089 7,551 — 80,622 Other assets 7,097 5,160 1,255 33,574 — 47,086 Deferred income taxes - long-term 30,807 — 2,052 16,088 (32,859 ) 16,088 Investment in subsidiaries 722,935 1,525 — — (724,460 ) — Assets held for sale, net of current portion — — — 5,394 — 5,394 Total assets $ 789,641 $ 533,588 $ 145,684 $ 842,484 $ (1,055,415 ) $ 1,255,982 LIABILITIES AND EQUITY Current liabilities: Lines of credit $ — $ — $ — $ 32,929 $ — $ 32,929 Accounts payable 4,582 40,942 22,008 100,775 — 168,307 Accrued liabilities 17,887 15,092 7,230 72,492 — 112,701 Current portion of long-term debt — 600 — 1,832 — 2,432 Income taxes payable — — — 1,404 (280 ) 1,124 Deferred income taxes - current 31,450 — 4,925 4,807 (21,554 ) 19,628 Intercompany balances 179,251 — 39,265 40,292 (258,808 ) — Current portion of liabilities associated with assets held for sale — — 6 13,260 — 13,266 Total current liabilities 233,170 56,634 73,434 267,791 (280,642 ) 350,387 Long-term debt - net of current portion 501,416 22,657 — 269,156 — 793,229 Income taxes payable long-term — — — 8,683 — 8,683 Other long-term liabilities 1,179 9,800 7,420 12,260 — 30,659 Deferred income taxes long-term — 38,052 — 11,597 (32,859 ) 16,790 Total liabilities 735,765 127,143 80,854 569,487 (313,501 ) 1,199,748 Stockholders’/invested equity 53,876 406,445 64,830 270,639 (741,914 ) 53,876 Non-controlling interest — — — 2,358 — 2,358 Total liabilities and equity $ 789,641 $ 533,588 $ 145,684 $ 842,484 $ (1,055,415 ) $ 1,255,982 Condensed Combined Balance Sheet In thousands October 31, 2015 ASSETS Current assets excluding intercompany receivables $ 177,395 Intercompany receivables 71,312 Fixed assets, net 56,573 Intangible assets, net 53,806 Other assets 1,973 Investment in subsidiaries 453,132 Total assets $ 814,191 LIABILITIES AND EQUITY Liabilities not subject to compromise: Current liabilities: Debtor-in-possession financing $ 70,641 Accounts payable, accrued liabilities and income taxes payable 60,921 Intercompany payable 36,291 Total current liabilities not subject to compromise 167,853 Deferred income taxes - long-term and other long-term liabilities 30,626 Total liabilities not subject to compromise 198,479 Liabilities subject to compromise (See Note 23) 575,660 Total liabilities 774,139 Stockholders’/invested equity 40,052 Total liabilities and equity $ 814,191 |
Condensed Consolidating Statement of Cash Flows | In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net loss $ (306,172 ) $ (93,641 ) $ (49,481 ) $ (91,271 ) $ 233,605 $ (306,960 ) Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: Income/(loss) from discontinued operations — — 2 (6,734 ) — (6,732 ) Depreciation and amortization 2,989 10,403 6,049 23,279 — 42,720 Stock-based compensation 4,342 — — — — 4,342 Provision for doubtful accounts — 1,521 540 7,472 — 9,533 Asset impairments — 62,480 20,606 35,452 — 118,538 Reorganization items - non-cash 10,454 7,440 — — — 17,894 Equity in earnings 242,644 (7,625 ) — 2,091 (235,019 ) 2,091 Non-cash interest expense 1,688 1,146 — 201 — 3,035 Deferred income taxes 48 (911 ) (550 ) 1,094 — (319 ) Other adjustments to reconcile net loss (1,178 ) (167 ) 94 3,691 — 2,440 Changes in operating assets and liabilities: Trade accounts receivable — 8,120 8,260 46,294 — 62,674 Inventories — (10,083 ) (1,492 ) (20,689 ) 1,414 (30,850 ) Intercompany 130,730 (35,152 ) (61,387 ) (32,178 ) (2,013 ) — Other operating assets and liabilities (11,861 ) 8,254 11,642 26,304 — 34,339 Cash provided by/(used by) operating activities of continuing operations 73,684 (48,215 ) (65,717 ) (4,994 ) (2,013 ) (47,255 ) Cash (used by)/provided by operating activities of discontinued operations — — (2 ) 4,670 — 4,668 Net cash provided by/(used in) operating activities 73,684 (48,215 ) (65,719 ) (324 ) (2,013 ) (42,587 ) Cash flows from investing activities: Proceeds from sale of fixed assets — 26 — 473 — 499 Capital expenditures (3,496 ) (2,156 ) (9,113 ) (18,211 ) — (32,976 ) Changes in restricted cash (125 ) 16,514 — 1,641 — 18,030 Intercompany (66,092 ) (11,441 ) — — — (77,533 ) Cash used in investing activities of continuing operations (69,713 ) 2,943 (9,113 ) (16,097 ) — (91,980 ) Cash provided by/(used by) investing activities of discontinued operations — — — 10,713 — 10,713 Net cash (used in)/provided by investing activities (69,713 ) 2,943 (9,113 ) (5,384 ) — (81,267 ) Cash flows from financing activities: Borrowings on lines of credit — — — 66,339 — 66,339 Payments on lines of credit — — — (69,894 ) — (69,894 ) Borrowings on debtor-in-possession financing — 105,454 — 3,509 — 108,963 Payments on debtor-in-possession financing — (70,618 ) — (2,442 ) — (73,060 ) Payments on debtor-in-possession financing fees — (900 ) — — — (900 ) Borrowings on debt — 63,561 — 42,702 — 106,263 Payments on debt (577 ) (53,645 ) — (38,072 ) — (92,294 ) Stock option exercises and employee stock purchases 629 — — — — 629 Intercompany — — 77,533 — — 77,533 Cash (used in)/provided by financing activities of continuing operations 52 43,852 77,533 2,142 — 123,579 Net cash provided by/(used in) financing activities 52 43,852 77,533 2,142 — 123,579 Effect of exchange rate changes on cash (99 ) — — (9,829 ) — (9,928 ) Net increase/(decrease) in cash and cash equivalents 3,924 (1,420 ) 2,701 (13,395 ) (2,013 ) (10,203 ) Cash and cash equivalents, beginning of period 158 2,867 (2,701 ) 46,340 — 46,664 Cash and cash equivalents, end of period $ 4,082 $ 1,447 $ — $ 32,945 $ (2,013 ) $ 36,461 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net loss $ (308,064 ) $ (35,313 ) $ (14,121 ) $ (188,354 ) $ 227,898 $ (317,954 ) Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: (Loss)/income from discontinued operations — — (29,244 ) 19,804 — (9,440 ) Depreciation and amortization 2,696 10,712 9,752 28,778 — 51,938 Stock-based compensation 17,260 — — — — 17,260 Provision for doubtful accounts — 15,515 437 5,904 — 21,856 Asset impairments 2,043 40,430 4,267 142,391 — 189,131 Equity in earnings 223,412 4,509 — 228 (227,921 ) 228 Non-cash interest expense 1,911 1,016 — 542 — 3,469 Deferred income taxes — 1,467 — (6,290 ) — (4,823 ) Other adjustments to reconcile net loss (375 ) (295 ) (306 ) (5,544 ) — (6,520 ) Changes in operating assets and liabilities: Trade accounts receivable — 10,187 9,850 29,514 — 49,551 Inventories — 21,738 21,342 (5,319 ) 23 37,784 Intercompany 132,629 (45,566 ) (128,989 ) 41,926 — — Other operating assets and liabilities (16,870 ) 5,948 (18,527 ) (11,552 ) — (41,001 ) Cash provided by/(used in) operating activities of continuing operations 54,642 30,348 (145,539 ) 52,028 — (8,521 ) Cash (used in)/provided by operating activities of discontinued operations — (18,791 ) 16,805 (16,428 ) — (18,414 ) Net cash provided by/(used in) operating activities 54,642 11,557 (128,734 ) 35,600 — (26,935 ) Cash flows from investing activities: Capital expenditures (6,480 ) (12,365 ) (10,569 ) (24,001 ) — (53,415 ) Changes in restricted cash — (16,514 ) — (4,687 ) — (21,201 ) Proceeds from sale of fixed assets 174 94 532 4,850 — 5,650 Cash used in investing activities of continuing operations (6,306 ) (28,785 ) (10,037 ) (23,838 ) — (68,966 ) Cash provided by/(used in) investing activities of discontinued operations — 19,000 58,052 (1,938 ) — 75,114 Net cash (used in)/provided by investing activities (6,306 ) (9,785 ) 48,015 (25,776 ) — 6,148 Cash flows from financing activities: Borrowings on lines of credit — — — 57,413 — 57,413 Payments on lines of credit — — — (24,485 ) — (24,485 ) Borrowings on long-term debt — 117,068 — 80,018 — 197,086 Payments on long-term debt — (95,976 ) — (126,196 ) — (222,172 ) Payments of debt issuance costs (160 ) 37 — — — (123 ) Stock option exercises and employee stock purchases 5,902 — — — — 5,902 Intercompany (53,955 ) (22,801 ) 76,756 — — — Cash (used in)/provided by financing activities of continuing operations (48,213 ) (1,672 ) 76,756 (13,250 ) — 13,621 Cash (used in)/provided by financing activities of discontinued operations — (966 ) 966 — — — Net cash (used in)/provided by financing activities (48,213 ) (2,638 ) 77,722 (13,250 ) — 13,621 Effect of exchange rate changes on cash — — — (3,450 ) — (3,450 ) Net increase/(decrease) in cash and cash equivalents 123 (866 ) (2,997 ) (6,876 ) — (10,616 ) Cash and cash equivalents, beginning of period 35 3,733 296 53,216 — 57,280 Cash and cash equivalents, end of period $ 158 $ 2,867 $ (2,701 ) $ 46,340 $ — $ 46,664 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2013 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net (loss)/income $ (229,424 ) $ 32,506 $ 8,871 $ (154,314 ) $ 111,977 $ (230,384 ) Adjustments to reconcile net (loss)/income to net cash (used in)/provided by operating activities: Income/(loss) from discontinued operations 689 — (5,211 ) (1,353 ) (11 ) (5,886 ) Depreciation and amortization 2,218 11,556 6,031 30,153 — 49,958 Stock-based compensation 21,556 — — — — 21,556 Provision for doubtful accounts — (129 ) (1,823 ) 7,681 — 5,729 Asset impairments — 1,646 5,939 4,742 — 12,327 Equity in earnings 134,970 2,739 — 613 (137,709 ) 613 Non-cash interest expense 4,702 1,312 — 781 6,795 Deferred income taxes — (1,750 ) — 160,847 — 159,097 Other adjustments to reconcile net (loss)/income 316 27 (196 ) (1,529 ) — (1,382 ) Changes in operating assets and liabilities: Trade accounts receivable — (9,322 ) 33,619 (34,491 ) — (10,194 ) Inventories — (7,293 ) 5,774 (30,251 ) 25,743 (6,027 ) Other operating assets and liabilities 8,327 3,080 (20,748 ) 32,027 — 22,686 Cash (used in)/provided by operating activities of continuing operations (56,646 ) 34,372 32,256 14,906 — 24,888 Cash provided by operating activities of discontinued operations — — 1,515 789 — 2,304 Net cash (used in)/provided by operating activities (56,646 ) 34,372 33,771 15,695 — 27,192 Cash flows from investing activities: Capital expenditures (7,347 ) (6,606 ) (7,965 ) (30,264 ) — (52,182 ) Proceeds from sale of fixed assets 55 — 12 792 — 859 Cash used in investing activities of continuing operations (7,292 ) (6,606 ) (7,953 ) (29,472 ) — (51,323 ) Cash used in investing activities of discontinued operations — — (268 ) (2,302 ) — (2,570 ) Net cash used in investing activities (7,292 ) (6,606 ) (8,221 ) (31,774 ) — (53,893 ) Cash flows from financing activities: Transactions with non-controlling interest owners — (58 ) — — — (58 ) Borrowings on lines of credit — — — 6,157 — 6,157 Payments on lines of credit — — — (22,561 ) — (22,561 ) Borrowings on long-term debt 500,776 59,829 — 92,310 — 652,915 Payments on long term debt (400,000 ) (129,123 ) — (53,333 ) — (582,456 ) Payments of debt and equity issuance costs (9,965 ) (4,312 ) — — — (14,277 ) Stock option exercises and employee stock purchases 9,944 — — — — 9,944 Intercompany (37,106 ) 47,665 (23,423 ) 12,864 — — Cash provided by/(used in) financing activities of continuing operations 63,649 (25,999 ) (23,423 ) 35,437 — 49,664 Cash provided by financing activities of discontinued operations — — — — — — Net cash provided by/(used in) financing activities 63,649 (25,999 ) (23,423 ) 35,437 — 49,664 Effect of exchange rate changes on cash — — — (7,506 ) — (7,506 ) Net (decrease)/increase in cash and cash equivalents (289 ) 1,767 2,127 11,852 — 15,457 Cash and cash equivalents, beginning of period 324 1,966 (1,831 ) 41,364 — 41,823 Cash and cash equivalents, end of period $ 35 $ 3,733 $ 296 $ 53,216 $ — $ 57,280 Condensed Combined Statement of Cash Flows In thousands Year Ended October 31, 2015 Cash used in operating activities of continuing operations $ (40,248 ) Cash used in operating activities of discontinued operations (2 ) Net cash used in operating activities (40,250 ) Cash used in investing activities of continuing operations (75,883 ) Cash provided by financing activities of continuing operations 121,437 Effect of exchange rate changes on cash (99 ) Net increase in cash and cash equivalents 5,205 Cash and cash equivalents, beginning of period 324 Cash and cash equivalents, end of period $ 5,529 |
Restatement of Prior Period F53
Restatement of Prior Period Financial Statements (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | The table below is a summary of the impact of these corrections on selected balance sheet data: October 31, 2014 In thousands As Previously Reported As Restated Trade accounts receivable $ 319,840 $ 311,014 Inventories 278,780 284,517 Total current assets 744,089 741,000 Assets held for sale, net of current portion 2,987 5,394 Total assets 1,256,664 1,255,982 Income taxes payable 1,156 1,124 Current portion of liabilities associated with assets held for sale 12,640 13,266 Total current liabilities 349,793 350,387 Total liabilities 1,199,154 1,199,748 Accumulated deficit (585,263 ) (587,407 ) Accumulated other comprehensive income 57,298 57,288 Total Quiksilver, Inc. stockholders' equity 56,030 53,876 Non-controlling interest 1,480 2,358 Total equity 57,510 56,234 October 31, 2014 October 31, 2013 October 31, 2012 In thousands As Previously Reported As Restated As Previously Reported As Restated As Previously Reported As Restated Total equity $ 57,510 $ 56,234 $ 387,658 $ 384,200 $ 602,236 $ 595,637 October 31, 2014 October 31, 2013 In thousands As Previously Reported As Restated As Previously Reported As Restated Selected Segment Data: Americas identifiable assets $ 467,920 $ 464,831 $ 581,021 $ 577,563 EMEA identifiable assets 510,896 513,303 unchanged unchanged The table below is a summary of the impact of these corrections on selected statements of operations data: Year Ended October 31, 2014 Year Ended October 31, 2013 In thousands As Previously Reported As Restated As Previously Reported As Restated Revenues, net $ 1,570,399 $ 1,571,454 $ 1,810,570 $ 1,819,544 Gross profit 762,841 763,210 872,431 875,572 Operating (loss)/income (253,471 ) (253,102 ) 2,547 5,688 Loss from continuing operations (327,795 ) (327,394 ) (239,411 ) (236,270 ) Net loss attributable to Quiksilver, Inc. (309,377 ) (308,063 ) (232,565 ) (229,424 ) Net loss per share attributable to Quiksilver, Inc. $ (1.81 ) $ (1.81 ) $ (1.39 ) (1.37 ) Selected Americas Segment Data: Revenues, net $ 723,427 $ 724,482 $ 893,333 $ 902,307 Gross profit 298,910 299,279 370,288 373,429 Operating (loss)/income (25,511 ) (42,152 ) 41,431 44,482 |
Liabilities Subject to Compro54
Liabilities Subject to Compromise (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Reorganizations [Abstract] | |
Schedule of Liabilities Subject to Compromise | The Debtors' liabilities subject to compromise were as follows: In thousands October 31, 2015 Debt: 2018 Notes $ 280,000 2020 Notes 225,000 Other unsecured debt 1,749 Total debt subject to compromise 506,749 Accounts payable 44,545 Lease obligations (1) 3,363 Workforce restructuring liabilities (1) 9,715 Accrued interest - 2018 Notes and 2020 Notes (2) 4,703 Other miscellaneous claims subject to compromise (1) 6,585 Total liabilities subject to compromise $ 575,660 ___________ (1) Includes amounts transferred from accrued liabilities and other long-term liabilities on the consolidated balance sheet. (2) Includes amounts transferred from accrued liabilities on the consolidated balance sheet. |
Reorganization Items (Tables)
Reorganization Items (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Reorganizations [Abstract] | |
Schedule of Reorganization Items | The components of reorganization items were as follows: Year Ended In thousands October 31, 2015 Professional fees $ 15,126 Provision for rejected executory contracts 954 Unamortized deferred financing costs 12,617 Petition related debt discounts 6,539 Total reorganization items $ 35,236 |
Condensed Combined Financial 56
Condensed Combined Financial Information (Tables) | 12 Months Ended |
Oct. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Combined Statement of Operations | In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 461 $ 302,686 $ 275,676 $ 869,189 $ (102,072 ) $ 1,345,940 Cost of goods sold — 191,937 181,725 445,202 (94,304 ) 724,560 Gross profit 461 110,749 93,951 423,987 (7,768 ) 621,380 Selling, general and administrative expense 13,120 123,470 120,742 441,846 (6,354 ) 692,824 Asset impairments — 62,480 20,606 35,452 — 118,538 Operating loss (12,659 ) (75,201 ) (47,397 ) (53,311 ) (1,414 ) (189,982 ) Interest expense, net 39,917 4,245 (4 ) 22,571 — 66,729 Foreign currency (gain)/loss (355 ) (440 ) 480 6,423 — 6,108 Equity in earnings 242,644 (7,625 ) — — (235,019 ) — Reorganization items 11,260 22,974 958 44 — 35,236 Loss before provision/(benefit) for income taxes (306,125 ) (94,355 ) (48,831 ) (82,349 ) 233,605 (298,055 ) Provision/(benefit) for income taxes 47 (714 ) 648 15,656 — 15,637 Loss from continuing operations (306,172 ) (93,641 ) (49,479 ) (98,005 ) 233,605 (313,692 ) (Loss)/income from discontinued operations — — (2 ) 6,734 — 6,732 Net loss (306,172 ) (93,641 ) (49,481 ) (91,271 ) 233,605 (306,960 ) Net loss attributable to non-controlling interest — — — 788 — 788 Net loss attributable to Quiksilver, Inc. (306,172 ) (93,641 ) (49,481 ) (90,483 ) 233,605 (306,172 ) Other comprehensive loss (42,343 ) — — (42,343 ) 42,343 (42,343 ) Comprehensive loss attributable to Quiksilver, Inc. $ (348,515 ) $ (93,641 ) $ (49,481 ) $ (132,826 ) $ 275,948 $ (348,515 ) Asset impairments in the "QS Wholesale Inc." column above includes a $6 million non-cash charge for the impairment of DC Shoes goodwill that resides in the QS Wholesale Inc. legal entity, but is allocated to the APAC segment for reporting unit purposes. This charge is a component of the $80 million non-cash charge to fully impair all goodwill attributable to the Americas and APAC reporting units (see Note 8 — Intangible Assets and Goodwill). Condensed Consolidating Statement of Operations Year Ended October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 465 $ 340,819 $ 362,182 $ 1,025,745 $ (157,757 ) $ 1,571,454 Cost of goods sold 193 214,431 258,055 487,092 (151,527 ) 808,244 Gross profit 272 126,388 104,127 538,653 (6,230 ) 763,210 Selling, general and administrative expense 36,514 113,530 160,695 522,649 (6,207 ) 827,181 Asset impairments 2,043 40,430 4,267 142,391 — 189,131 Operating loss (38,285 ) (27,572 ) (60,835 ) (126,387 ) (23 ) (253,102 ) Interest expense, net 46,464 2,917 (5 ) 26,615 — 75,991 Foreign currency (gain)/loss (216 ) (269 ) 66 3,077 — 2,658 Equity in earnings 223,412 4,509 — — (227,921 ) — Loss before provision/(benefit) for income taxes (307,945 ) (34,729 ) (60,896 ) (156,079 ) 227,898 (331,751 ) Provision/(benefit) for income taxes 119 584 (17,531 ) 12,471 — (4,357 ) Loss from continuing operations (308,064 ) (35,313 ) (43,365 ) (168,550 ) 227,898 (327,394 ) Income/(loss) from discontinued operations — — 29,244 (19,804 ) — 9,440 Net loss (308,064 ) (35,313 ) (14,121 ) (188,354 ) 227,898 (317,954 ) Net loss attributable to non-controlling interest — — — 9,891 — 9,891 Net loss attributable to Quiksilver, Inc. (308,064 ) (35,313 ) (14,121 ) (178,463 ) 227,898 (308,063 ) Other comprehensive loss (16,630 ) — — (16,630 ) 16,630 (16,630 ) Comprehensive loss attributable to Quiksilver, Inc. $ (324,694 ) $ (35,313 ) $ (14,121 ) $ (195,093 ) $ 244,528 $ (324,693 ) Asset impairments in the "QS Wholesale Inc." column above includes a $38 million non-cash charge for the impairment of DC Shoes goodwill that resides in the QS Wholesale Inc. legal entity, but is allocated to the EMEA segment for reporting unit purposes. This charge is a component of the $178 million non-cash charge to fully impair all goodwill attributable to the EMEA reporting unit (see Note 8 — Intangible Assets and Goodwill). Condensed Consolidating Statement of Operations Year Ended October 31, 2013 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues, net $ 464 $ 428,193 $ 475,855 $ 1,158,281 $ (243,249 ) $ 1,819,544 Cost of goods sold — 255,992 332,599 548,582 (193,201 ) 943,972 Gross profit 464 172,201 143,256 609,699 (50,048 ) 875,572 Selling, general and administrative expense 54,002 131,560 137,148 559,152 (24,305 ) 857,557 Asset impairments — 1,646 5,939 4,742 — 12,327 Operating (loss)/income (53,538 ) 38,995 169 45,805 (25,743 ) 5,688 Interest expense, net 39,487 4,359 1 27,202 — 71,049 Foreign currency loss/(gain) 318 56 (4 ) 4,319 — 4,689 Equity in earnings 134,970 2,739 — — (137,709 ) — (Loss)/income before provision/(benefit) for income taxes (228,313 ) 31,841 172 14,284 111,966 (70,050 ) Provision/(benefit) for income taxes 422 (665 ) (3,488 ) 169,951 — 166,220 (Loss)/income from continuing operations (228,735 ) 32,506 3,660 (155,667 ) 111,966 (236,270 ) (Loss)/income from discontinued operations (689 ) — 5,211 1,353 11 5,886 Net (loss)/income (229,424 ) 32,506 8,871 (154,314 ) 111,977 (230,384 ) Net loss attributable to non-controlling interest — — — 960 — 960 Net (loss)/income attributable to Quiksilver, Inc. (229,424 ) 32,506 8,871 (153,354 ) 111,977 (229,424 ) Other comprehensive loss (12,494 ) — — (12,494 ) 12,494 (12,494 ) Comprehensive (loss)/income attributable to Quiksilver, Inc. $ (241,918 ) $ 32,506 $ 8,871 $ (165,848 ) $ 124,471 $ (241,918 ) Condensed Combined Statement of Operations In thousands Year Ended October 31, 2015 Revenues, net $ 498,123 Gross profit 203,747 Selling, general and administrative expense 257,332 Asset impairments 83,086 Operating loss (136,671 ) Interest expense, net and foreign currency (gain)/loss 43,843 Equity in earnings 91,271 Reorganization items (See Note 24) 35,192 Loss before benefit for income taxes (306,977 ) Benefit for income taxes (19 ) Loss from continuing operations (306,958 ) Loss from discontinued operations (2 ) Net loss (306,960 ) Net loss attributable to non-controlling interest 788 Net loss attributable to Quiksilver, Inc. $ (306,172 ) |
Condensed Combined Balance Sheet | In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 4,082 $ 1,447 $ — $ 32,945 $ (2,013 ) $ 36,461 Restricted cash 125 — — 2,396 — 2,521 Trade accounts receivable, net — 42,022 25,982 145,489 — 213,493 Other receivables — 5,727 746 18,716 — 25,189 Income tax receivable — 144 — 6,042 (144 ) 6,042 Inventories — 35,764 75,667 200,960 (17,329 ) 295,062 Prepaid expenses and other current assets — 5,728 5,058 18,552 — 29,338 Intercompany balances — 307,874 — 30,104 (337,978 ) — Total current assets 4,207 398,706 107,453 455,204 (357,464 ) 608,106 Restricted cash — — — 650 — 650 Fixed assets, net 18,030 26,531 12,012 103,806 — 160,379 Intangible assets, net 9,609 43,179 1,018 60,557 — 114,363 Other assets 31 1,527 415 27,041 — 29,014 Deferred income taxes long-term — — — 10,011 — 10,011 Investment in subsidiaries 482,444 9,150 — — (491,594 ) — Total assets $ 514,321 $ 479,093 $ 120,898 $ 657,269 $ (849,058 ) $ 922,523 Condensed Consolidating Balance Sheet (Continued) October 31, 2015 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated LIABILITIES AND EQUITY/(DEFICIT) Liabilities not subject to compromise: Current liabilities: Lines of credit $ — $ — $ — $ 25,143 $ — $ 25,143 Debtor-in-possession financing — 70,641 — 17,093 — 87,734 Accounts payable 397 24,690 9,125 109,305 — 143,517 Accrued liabilities 612 18,801 6,944 65,767 (2,013 ) 90,111 Long-term debt reclassified to current — — — 220,518 — 220,518 Income taxes payable — — 352 5,029 (144 ) 5,237 Intercompany balances 282,489 — 55,489 — (337,978 ) — Total current liabilities not subject to compromise 283,498 114,132 71,910 442,855 (340,135 ) 572,260 Long-term debt, net of current portion — — — 903 — 903 Income tax payable - long-term — — — 9,438 — 9,438 Deferred income taxes long-term 708 15,608 2,343 14,926 — 33,585 Other long-term liabilities — 5,226 6,741 8,377 — 20,344 Total liabilities not subject to compromise 284,206 134,966 80,994 476,499 (340,135 ) 636,530 Liabilities subject to compromise 519,782 31,323 24,555 — — 575,660 Total liabilities 803,988 166,289 105,549 476,499 (340,135 ) 1,212,190 Stockholders’/invested equity (deficit) (289,667 ) 312,804 15,349 180,770 (508,923 ) (289,667 ) Total liabilities and equity/(deficit) $ 514,321 $ 479,093 $ 120,898 $ 657,269 $ (849,058 ) $ 922,523 Condensed Consolidating Balance Sheet October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 158 $ 2,867 $ (2,701 ) $ 46,340 $ — $ 46,664 Restricted cash — — — 4,687 — 4,687 Trade accounts receivable, net — 51,663 34,779 224,572 — 311,014 Other receivables 10 3,402 1,071 36,644 (280 ) 40,847 Inventories — 25,681 72,761 203,529 (17,454 ) 284,517 Deferred income taxes - current — 21,554 — 4,926 (21,554 ) 4,926 Prepaid expenses and other current assets 1,579 6,209 2,941 17,351 — 28,080 Intercompany balances — 258,808 — — (258,808 ) — Current portion of assets held for sale — — 28 20,237 — 20,265 Total current assets 1,747 370,184 108,879 558,286 (298,096 ) 741,000 Restricted cash — 16,514 — — — 16,514 Fixed assets, net 20,381 34,408 21,259 137,720 — 213,768 Intangible assets, net 6,674 43,815 1,150 83,871 — 135,510 Goodwill — 61,982 11,089 7,551 — 80,622 Other assets 7,097 5,160 1,255 33,574 — 47,086 Deferred income taxes - long-term 30,807 — 2,052 16,088 (32,859 ) 16,088 Investment in subsidiaries 722,935 1,525 — — (724,460 ) — Assets held for sale, net of current portion — — — 5,394 — 5,394 Total assets $ 789,641 $ 533,588 $ 145,684 $ 842,484 $ (1,055,415 ) $ 1,255,982 LIABILITIES AND EQUITY Current liabilities: Lines of credit $ — $ — $ — $ 32,929 $ — $ 32,929 Accounts payable 4,582 40,942 22,008 100,775 — 168,307 Accrued liabilities 17,887 15,092 7,230 72,492 — 112,701 Current portion of long-term debt — 600 — 1,832 — 2,432 Income taxes payable — — — 1,404 (280 ) 1,124 Deferred income taxes - current 31,450 — 4,925 4,807 (21,554 ) 19,628 Intercompany balances 179,251 — 39,265 40,292 (258,808 ) — Current portion of liabilities associated with assets held for sale — — 6 13,260 — 13,266 Total current liabilities 233,170 56,634 73,434 267,791 (280,642 ) 350,387 Long-term debt - net of current portion 501,416 22,657 — 269,156 — 793,229 Income taxes payable long-term — — — 8,683 — 8,683 Other long-term liabilities 1,179 9,800 7,420 12,260 — 30,659 Deferred income taxes long-term — 38,052 — 11,597 (32,859 ) 16,790 Total liabilities 735,765 127,143 80,854 569,487 (313,501 ) 1,199,748 Stockholders’/invested equity 53,876 406,445 64,830 270,639 (741,914 ) 53,876 Non-controlling interest — — — 2,358 — 2,358 Total liabilities and equity $ 789,641 $ 533,588 $ 145,684 $ 842,484 $ (1,055,415 ) $ 1,255,982 Condensed Combined Balance Sheet In thousands October 31, 2015 ASSETS Current assets excluding intercompany receivables $ 177,395 Intercompany receivables 71,312 Fixed assets, net 56,573 Intangible assets, net 53,806 Other assets 1,973 Investment in subsidiaries 453,132 Total assets $ 814,191 LIABILITIES AND EQUITY Liabilities not subject to compromise: Current liabilities: Debtor-in-possession financing $ 70,641 Accounts payable, accrued liabilities and income taxes payable 60,921 Intercompany payable 36,291 Total current liabilities not subject to compromise 167,853 Deferred income taxes - long-term and other long-term liabilities 30,626 Total liabilities not subject to compromise 198,479 Liabilities subject to compromise (See Note 23) 575,660 Total liabilities 774,139 Stockholders’/invested equity 40,052 Total liabilities and equity $ 814,191 |
Condensed Combined Statement of Cash Flows | In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net loss $ (306,172 ) $ (93,641 ) $ (49,481 ) $ (91,271 ) $ 233,605 $ (306,960 ) Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: Income/(loss) from discontinued operations — — 2 (6,734 ) — (6,732 ) Depreciation and amortization 2,989 10,403 6,049 23,279 — 42,720 Stock-based compensation 4,342 — — — — 4,342 Provision for doubtful accounts — 1,521 540 7,472 — 9,533 Asset impairments — 62,480 20,606 35,452 — 118,538 Reorganization items - non-cash 10,454 7,440 — — — 17,894 Equity in earnings 242,644 (7,625 ) — 2,091 (235,019 ) 2,091 Non-cash interest expense 1,688 1,146 — 201 — 3,035 Deferred income taxes 48 (911 ) (550 ) 1,094 — (319 ) Other adjustments to reconcile net loss (1,178 ) (167 ) 94 3,691 — 2,440 Changes in operating assets and liabilities: Trade accounts receivable — 8,120 8,260 46,294 — 62,674 Inventories — (10,083 ) (1,492 ) (20,689 ) 1,414 (30,850 ) Intercompany 130,730 (35,152 ) (61,387 ) (32,178 ) (2,013 ) — Other operating assets and liabilities (11,861 ) 8,254 11,642 26,304 — 34,339 Cash provided by/(used by) operating activities of continuing operations 73,684 (48,215 ) (65,717 ) (4,994 ) (2,013 ) (47,255 ) Cash (used by)/provided by operating activities of discontinued operations — — (2 ) 4,670 — 4,668 Net cash provided by/(used in) operating activities 73,684 (48,215 ) (65,719 ) (324 ) (2,013 ) (42,587 ) Cash flows from investing activities: Proceeds from sale of fixed assets — 26 — 473 — 499 Capital expenditures (3,496 ) (2,156 ) (9,113 ) (18,211 ) — (32,976 ) Changes in restricted cash (125 ) 16,514 — 1,641 — 18,030 Intercompany (66,092 ) (11,441 ) — — — (77,533 ) Cash used in investing activities of continuing operations (69,713 ) 2,943 (9,113 ) (16,097 ) — (91,980 ) Cash provided by/(used by) investing activities of discontinued operations — — — 10,713 — 10,713 Net cash (used in)/provided by investing activities (69,713 ) 2,943 (9,113 ) (5,384 ) — (81,267 ) Cash flows from financing activities: Borrowings on lines of credit — — — 66,339 — 66,339 Payments on lines of credit — — — (69,894 ) — (69,894 ) Borrowings on debtor-in-possession financing — 105,454 — 3,509 — 108,963 Payments on debtor-in-possession financing — (70,618 ) — (2,442 ) — (73,060 ) Payments on debtor-in-possession financing fees — (900 ) — — — (900 ) Borrowings on debt — 63,561 — 42,702 — 106,263 Payments on debt (577 ) (53,645 ) — (38,072 ) — (92,294 ) Stock option exercises and employee stock purchases 629 — — — — 629 Intercompany — — 77,533 — — 77,533 Cash (used in)/provided by financing activities of continuing operations 52 43,852 77,533 2,142 — 123,579 Net cash provided by/(used in) financing activities 52 43,852 77,533 2,142 — 123,579 Effect of exchange rate changes on cash (99 ) — — (9,829 ) — (9,928 ) Net increase/(decrease) in cash and cash equivalents 3,924 (1,420 ) 2,701 (13,395 ) (2,013 ) (10,203 ) Cash and cash equivalents, beginning of period 158 2,867 (2,701 ) 46,340 — 46,664 Cash and cash equivalents, end of period $ 4,082 $ 1,447 $ — $ 32,945 $ (2,013 ) $ 36,461 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2014 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net loss $ (308,064 ) $ (35,313 ) $ (14,121 ) $ (188,354 ) $ 227,898 $ (317,954 ) Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: (Loss)/income from discontinued operations — — (29,244 ) 19,804 — (9,440 ) Depreciation and amortization 2,696 10,712 9,752 28,778 — 51,938 Stock-based compensation 17,260 — — — — 17,260 Provision for doubtful accounts — 15,515 437 5,904 — 21,856 Asset impairments 2,043 40,430 4,267 142,391 — 189,131 Equity in earnings 223,412 4,509 — 228 (227,921 ) 228 Non-cash interest expense 1,911 1,016 — 542 — 3,469 Deferred income taxes — 1,467 — (6,290 ) — (4,823 ) Other adjustments to reconcile net loss (375 ) (295 ) (306 ) (5,544 ) — (6,520 ) Changes in operating assets and liabilities: Trade accounts receivable — 10,187 9,850 29,514 — 49,551 Inventories — 21,738 21,342 (5,319 ) 23 37,784 Intercompany 132,629 (45,566 ) (128,989 ) 41,926 — — Other operating assets and liabilities (16,870 ) 5,948 (18,527 ) (11,552 ) — (41,001 ) Cash provided by/(used in) operating activities of continuing operations 54,642 30,348 (145,539 ) 52,028 — (8,521 ) Cash (used in)/provided by operating activities of discontinued operations — (18,791 ) 16,805 (16,428 ) — (18,414 ) Net cash provided by/(used in) operating activities 54,642 11,557 (128,734 ) 35,600 — (26,935 ) Cash flows from investing activities: Capital expenditures (6,480 ) (12,365 ) (10,569 ) (24,001 ) — (53,415 ) Changes in restricted cash — (16,514 ) — (4,687 ) — (21,201 ) Proceeds from sale of fixed assets 174 94 532 4,850 — 5,650 Cash used in investing activities of continuing operations (6,306 ) (28,785 ) (10,037 ) (23,838 ) — (68,966 ) Cash provided by/(used in) investing activities of discontinued operations — 19,000 58,052 (1,938 ) — 75,114 Net cash (used in)/provided by investing activities (6,306 ) (9,785 ) 48,015 (25,776 ) — 6,148 Cash flows from financing activities: Borrowings on lines of credit — — — 57,413 — 57,413 Payments on lines of credit — — — (24,485 ) — (24,485 ) Borrowings on long-term debt — 117,068 — 80,018 — 197,086 Payments on long-term debt — (95,976 ) — (126,196 ) — (222,172 ) Payments of debt issuance costs (160 ) 37 — — — (123 ) Stock option exercises and employee stock purchases 5,902 — — — — 5,902 Intercompany (53,955 ) (22,801 ) 76,756 — — — Cash (used in)/provided by financing activities of continuing operations (48,213 ) (1,672 ) 76,756 (13,250 ) — 13,621 Cash (used in)/provided by financing activities of discontinued operations — (966 ) 966 — — — Net cash (used in)/provided by financing activities (48,213 ) (2,638 ) 77,722 (13,250 ) — 13,621 Effect of exchange rate changes on cash — — — (3,450 ) — (3,450 ) Net increase/(decrease) in cash and cash equivalents 123 (866 ) (2,997 ) (6,876 ) — (10,616 ) Cash and cash equivalents, beginning of period 35 3,733 296 53,216 — 57,280 Cash and cash equivalents, end of period $ 158 $ 2,867 $ (2,701 ) $ 46,340 $ — $ 46,664 Condensed Consolidating Statement of Cash Flows Year Ended October 31, 2013 In thousands Quiksilver, Inc. QS Wholesale, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net (loss)/income $ (229,424 ) $ 32,506 $ 8,871 $ (154,314 ) $ 111,977 $ (230,384 ) Adjustments to reconcile net (loss)/income to net cash (used in)/provided by operating activities: Income/(loss) from discontinued operations 689 — (5,211 ) (1,353 ) (11 ) (5,886 ) Depreciation and amortization 2,218 11,556 6,031 30,153 — 49,958 Stock-based compensation 21,556 — — — — 21,556 Provision for doubtful accounts — (129 ) (1,823 ) 7,681 — 5,729 Asset impairments — 1,646 5,939 4,742 — 12,327 Equity in earnings 134,970 2,739 — 613 (137,709 ) 613 Non-cash interest expense 4,702 1,312 — 781 6,795 Deferred income taxes — (1,750 ) — 160,847 — 159,097 Other adjustments to reconcile net (loss)/income 316 27 (196 ) (1,529 ) — (1,382 ) Changes in operating assets and liabilities: Trade accounts receivable — (9,322 ) 33,619 (34,491 ) — (10,194 ) Inventories — (7,293 ) 5,774 (30,251 ) 25,743 (6,027 ) Other operating assets and liabilities 8,327 3,080 (20,748 ) 32,027 — 22,686 Cash (used in)/provided by operating activities of continuing operations (56,646 ) 34,372 32,256 14,906 — 24,888 Cash provided by operating activities of discontinued operations — — 1,515 789 — 2,304 Net cash (used in)/provided by operating activities (56,646 ) 34,372 33,771 15,695 — 27,192 Cash flows from investing activities: Capital expenditures (7,347 ) (6,606 ) (7,965 ) (30,264 ) — (52,182 ) Proceeds from sale of fixed assets 55 — 12 792 — 859 Cash used in investing activities of continuing operations (7,292 ) (6,606 ) (7,953 ) (29,472 ) — (51,323 ) Cash used in investing activities of discontinued operations — — (268 ) (2,302 ) — (2,570 ) Net cash used in investing activities (7,292 ) (6,606 ) (8,221 ) (31,774 ) — (53,893 ) Cash flows from financing activities: Transactions with non-controlling interest owners — (58 ) — — — (58 ) Borrowings on lines of credit — — — 6,157 — 6,157 Payments on lines of credit — — — (22,561 ) — (22,561 ) Borrowings on long-term debt 500,776 59,829 — 92,310 — 652,915 Payments on long term debt (400,000 ) (129,123 ) — (53,333 ) — (582,456 ) Payments of debt and equity issuance costs (9,965 ) (4,312 ) — — — (14,277 ) Stock option exercises and employee stock purchases 9,944 — — — — 9,944 Intercompany (37,106 ) 47,665 (23,423 ) 12,864 — — Cash provided by/(used in) financing activities of continuing operations 63,649 (25,999 ) (23,423 ) 35,437 — 49,664 Cash provided by financing activities of discontinued operations — — — — — — Net cash provided by/(used in) financing activities 63,649 (25,999 ) (23,423 ) 35,437 — 49,664 Effect of exchange rate changes on cash — — — (7,506 ) — (7,506 ) Net (decrease)/increase in cash and cash equivalents (289 ) 1,767 2,127 11,852 — 15,457 Cash and cash equivalents, beginning of period 324 1,966 (1,831 ) 41,364 — 41,823 Cash and cash equivalents, end of period $ 35 $ 3,733 $ 296 $ 53,216 $ — $ 57,280 Condensed Combined Statement of Cash Flows In thousands Year Ended October 31, 2015 Cash used in operating activities of continuing operations $ (40,248 ) Cash used in operating activities of discontinued operations (2 ) Net cash used in operating activities (40,250 ) Cash used in investing activities of continuing operations (75,883 ) Cash provided by financing activities of continuing operations 121,437 Effect of exchange rate changes on cash (99 ) Net increase in cash and cash equivalents 5,205 Cash and cash equivalents, beginning of period 324 Cash and cash equivalents, end of period $ 5,529 |
Significant Accounting Polici57
Significant Accounting Policies - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Nov. 18, 2015USD ($)claim | Jul. 31, 2015USD ($) | Jul. 31, 2014USD ($) | Apr. 30, 2014USD ($) | Jul. 31, 2015USD ($) | Oct. 31, 2015USD ($) | Oct. 31, 2014USD ($) | Oct. 31, 2013USD ($) | |
Significant Accounting Policies [Line Items] | ||||||||
Fixed asset impairments related to retail stores | $ 38,955,000 | $ 10,934,000 | $ 12,327,000 | |||||
Goodwill impairment | $ 4,000,000 | $ 15,000,000 | 79,583,000 | 178,197,000 | 0 | |||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 23,000,000 | 0 | 0 | |||||
Advertising costs | 69,000,000 | 78,000,000 | $ 93,000,000 | |||||
Restricted Stock [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Unrecognized compensation expense | $ 200,000 | |||||||
Unrecognized compensation expense, weighted average period | 1 year 2 months 24 days | |||||||
Americas Segment [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Fixed asset impairments related to retail stores | $ 11,000,000 | |||||||
Goodwill impairment | $ 74,000,000 | $ 74,000,000 | 73,376,000 | 0 | ||||
EMEA [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Fixed asset impairments related to retail stores | 5,000,000 | |||||||
Goodwill impairment | $ 178,000,000 | $ 0 | $ 178,197,000 | |||||
Minimum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Estimated useful lives | 2 years | |||||||
Minimum [Member] | Long-Lived Assets [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Fair value inputs, annual revenue growth rate | (5.00%) | |||||||
Maximum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Estimated useful lives | 20 years | |||||||
Maximum [Member] | Long-Lived Assets [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Fair value inputs, annual revenue growth rate | 5.00% | |||||||
Subsequent Event [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Bankruptcy Claims, Number Claims Filed | claim | 930 | |||||||
Bankruptcy Claims, Amount of Claims Filed | $ 1,300,000,000 |
Significant Accounting Polici58
Significant Accounting Policies - Impairment Charges Reduced Carrying Amounts Respective Long-Lived Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Accounting Policies [Abstract] | |||
Carrying value of long-lived assets | $ 15,700 | $ 10,934 | $ 10,181 |
Less: impairment charges | (15,700) | (10,934) | (10,181) |
Fair value of long-lived assets | $ 0 | $ 0 | $ 0 |
Significant Accounting Polici59
Significant Accounting Policies - Revenues in Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Accounting Policies [Abstract] | |||||||||||
Product sales, net | $ 1,330,238 | $ 1,560,229 | $ 1,810,329 | ||||||||
Royalty and licensing income | 15,702 | 11,225 | 9,215 | ||||||||
Total | $ 335,900 | $ 336,134 | $ 333,052 | $ 340,854 | $ 401,388 | $ 378,215 | $ 396,941 | $ 394,910 | $ 1,345,940 | $ 1,571,454 | $ 1,819,544 |
Significant Accounting Polici60
Significant Accounting Policies - Reconciliation of Denominator of Each Net Loss Per Share (Detail) - shares shares in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares used in computing basic net loss per share | 171,494 | 170,492 | 167,255 |
Shares used in computing diluted net loss per share | 171,494 | 170,492 | 167,255 |
Stock Options and Restricted Stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Dilutive effect of stock | 0 | 0 | 0 |
Warrant [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Dilutive effect of stock | 0 | 0 | 0 |
Significant Accounting Polici61
Significant Accounting Policies - Reconciliation of Denominator of Each Net Loss Per Share (Detail) 2 - shares | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Stock Options and Restricted Stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares outstanding excluded from the calculation of diluted EPS | 201,000 | 2,145,000 | 3,862,000 |
Warrant [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares outstanding excluded from the calculation of diluted EPS | 0 | 17,024,000 | 17,792,000 |
Stock Options and Restricted Stock - Out of the Money [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares outstanding excluded from the calculation of diluted EPS | 14,954,000 | 4,856,000 | 5,409,000 |
Warrant - Out of the Money [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares outstanding excluded from the calculation of diluted EPS | 25,654,000 | 8,630,000 | 7,862,000 |
Segment and Geographic Inform62
Segment and Geographic Information - Additional Information (Detail) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Jul. 31, 2015Segment | Oct. 31, 2015USD ($) | Oct. 31, 2014USD ($) | Oct. 31, 2013USD ($) | |
Segment Information [Line Items] | ||||
Number of segments | Segment | 4 | |||
Total assets | $ 922,523 | $ 1,255,982 | $ 1,617,012 | |
United States [Member] | ||||
Segment Information [Line Items] | ||||
Total assets | $ 275,000 | |||
Largest customer [Member] | ||||
Segment Information [Line Items] | ||||
Percentage of net revenues from continuing operations | 2.00% | 2.00% | 2.00% | |
Sales [Member] | United States [Member] | ||||
Segment Information [Line Items] | ||||
Percentage of net revenues from continuing operations | 35.00% | 35.00% | 38.00% | |
Sales [Member] | France [Member] | ||||
Segment Information [Line Items] | ||||
Percentage of net revenues from continuing operations | 12.00% | 12.00% | 12.00% | |
Sales [Member] | Other Individual Country [Member] | ||||
Segment Information [Line Items] | ||||
Percentage of net revenues from continuing operations | 10.00% | |||
Sales [Member] | Foreign Countries [Member] | ||||
Segment Information [Line Items] | ||||
Percentage of net revenues from continuing operations | 65.00% | 65.00% | 62.00% |
Segment and Geographic Inform63
Segment and Geographic Information - Information Related to Company's Operating Segments all from Continuing Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Jul. 31, 2015 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Revenues, net: | ||||||||||||
Revenues, net | $ 335,900 | $ 336,134 | $ 333,052 | $ 340,854 | $ 401,388 | $ 378,215 | $ 396,941 | $ 394,910 | $ 1,345,940 | $ 1,571,454 | $ 1,819,544 | |
Gross profit/(loss): | ||||||||||||
Gross profit | 133,746 | 161,392 | $ 156,798 | $ 169,444 | 187,209 | 181,071 | 194,290 | $ 200,640 | 621,380 | 763,210 | 875,572 | |
SG&A expense: | ||||||||||||
Selling, general and administrative expense | 692,824 | 827,181 | 857,557 | |||||||||
Goodwill impairment | 4,000 | $ 15,000 | 79,583 | 178,197 | 0 | |||||||
Asset impairments: | ||||||||||||
Asset impairments | 38,955 | 10,934 | 12,327 | |||||||||
Operating (loss)/income: | ||||||||||||
Operating (loss)/income | (189,982) | (253,102) | 5,688 | |||||||||
Depreciation and amortization | 42,720 | 51,938 | 49,958 | |||||||||
Other Depreciation and Amortization | 40,850 | 49,960 | 48,058 | |||||||||
Interest Income (Expense), Net | 66,729 | 75,991 | 71,049 | |||||||||
Identifiable assets: | ||||||||||||
Total assets | 922,523 | 1,255,982 | 922,523 | 1,255,982 | 1,617,012 | |||||||
Operating Segments [Member] | Corporate Segment [Member] | ||||||||||||
Revenues, net: | ||||||||||||
Revenues, net | 4,550 | 828 | 3,621 | |||||||||
Gross profit/(loss): | ||||||||||||
Gross profit | (10,590) | (4,063) | 94 | |||||||||
SG&A expense: | ||||||||||||
Selling, general and administrative expense | 8,149 | 26,021 | 67,086 | |||||||||
Goodwill impairment | 0 | 0 | 0 | |||||||||
Asset impairments: | ||||||||||||
Asset impairments | 0 | 2,043 | 0 | |||||||||
Operating (loss)/income: | ||||||||||||
Operating (loss)/income | (18,739) | (32,127) | (66,992) | |||||||||
Other Depreciation and Amortization | 3,119 | 2,875 | 2,154 | |||||||||
Interest Income (Expense), Net | 44,606 | 52,915 | 45,786 | |||||||||
Identifiable assets: | ||||||||||||
Total assets | 52,187 | 75,623 | 52,187 | 75,623 | 71,971 | |||||||
Americas Segment [Member] | ||||||||||||
SG&A expense: | ||||||||||||
Goodwill impairment | $ 74,000 | $ 74,000 | 73,376 | 0 | ||||||||
Asset impairments: | ||||||||||||
Asset impairments | 11,000 | |||||||||||
Americas Segment [Member] | Operating Segments [Member] | ||||||||||||
Revenues, net: | ||||||||||||
Revenues, net | 618,691 | 724,482 | 902,307 | |||||||||
Gross profit/(loss): | ||||||||||||
Gross profit | 251,023 | 299,279 | 373,429 | |||||||||
SG&A expense: | ||||||||||||
Selling, general and administrative expense | 287,736 | 334,759 | 319,736 | |||||||||
Goodwill impairment | 73,376 | 0 | 0 | |||||||||
Asset impairments: | ||||||||||||
Asset impairments | 11,117 | 6,672 | 9,211 | |||||||||
Operating (loss)/income: | ||||||||||||
Operating (loss)/income | (121,206) | (42,152) | 44,482 | |||||||||
Other Depreciation and Amortization | 17,144 | 22,188 | 19,204 | |||||||||
Interest Income (Expense), Net | 4,223 | 2,277 | 4,397 | |||||||||
Identifiable assets: | ||||||||||||
Total assets | 328,386 | 464,831 | 328,386 | 464,831 | 577,563 | |||||||
EMEA [Member] | ||||||||||||
SG&A expense: | ||||||||||||
Goodwill impairment | $ 178,000 | 0 | 178,197 | |||||||||
Asset impairments: | ||||||||||||
Asset impairments | 5,000 | |||||||||||
EMEA [Member] | Operating Segments [Member] | ||||||||||||
Revenues, net: | ||||||||||||
Revenues, net | 477,240 | 583,650 | 631,546 | |||||||||
Gross profit/(loss): | ||||||||||||
Gross profit | 250,822 | 324,542 | 358,175 | |||||||||
SG&A expense: | ||||||||||||
Selling, general and administrative expense | 255,075 | 310,861 | 324,346 | |||||||||
Goodwill impairment | 0 | 178,197 | 0 | |||||||||
Asset impairments: | ||||||||||||
Asset impairments | 25,258 | 1,411 | 3,004 | |||||||||
Operating (loss)/income: | ||||||||||||
Operating (loss)/income | (29,511) | (165,927) | 30,825 | |||||||||
Other Depreciation and Amortization | 13,367 | 17,300 | 17,867 | |||||||||
Interest Income (Expense), Net | 15,899 | 18,636 | 18,018 | |||||||||
Identifiable assets: | ||||||||||||
Total assets | 356,920 | 513,303 | 356,920 | 513,303 | 744,936 | |||||||
APAC [Member] | ||||||||||||
SG&A expense: | ||||||||||||
Goodwill impairment | $ 6,000 | 6,207 | 0 | |||||||||
APAC [Member] | Operating Segments [Member] | ||||||||||||
Revenues, net: | ||||||||||||
Revenues, net | 245,459 | 262,494 | 282,070 | |||||||||
Gross profit/(loss): | ||||||||||||
Gross profit | 130,125 | 143,452 | 143,874 | |||||||||
SG&A expense: | ||||||||||||
Selling, general and administrative expense | 141,864 | 155,540 | 146,389 | |||||||||
Goodwill impairment | 6,207 | 0 | 0 | |||||||||
Asset impairments: | ||||||||||||
Asset impairments | 2,580 | 808 | 112 | |||||||||
Operating (loss)/income: | ||||||||||||
Operating (loss)/income | (20,526) | (12,896) | (2,627) | |||||||||
Other Depreciation and Amortization | 7,220 | 7,597 | 8,833 | |||||||||
Interest Income (Expense), Net | 2,001 | 2,163 | 2,848 | |||||||||
Identifiable assets: | ||||||||||||
Total assets | $ 185,030 | $ 202,225 | $ 185,030 | $ 202,225 | $ 222,542 |
Segment and Geographic Inform64
Segment and Geographic Information - Percentages of Revenues Attributable to Company's Major Product Categories (Detail) | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Revenue from External Customer [Line Items] | |||
Percentage of net revenues | 100.00% | 100.00% | 100.00% |
Apparel and accessories [Member] | |||
Revenue from External Customer [Line Items] | |||
Percentage of net revenues | 72.00% | 75.00% | 75.00% |
Footwear [Member] | |||
Revenue from External Customer [Line Items] | |||
Percentage of net revenues | 28.00% | 25.00% | 25.00% |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) $ in Thousands | Oct. 31, 2015 | Oct. 31, 2014 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 3,000 | $ 21,000 |
Restricted cash | $ 650 | 16,514 |
Mervin And Hawk [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 16,000 |
Allowance for Doubtful Accoun66
Allowance for Doubtful Accounts - Allowance for Doubtful Accounts, Includes Bad Debts as Well as Returns and Allowances (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance, beginning of year | $ 63,991 | $ 60,912 | $ 57,563 |
Provision for doubtful accounts | 9,533 | 21,856 | 5,729 |
Foreign currency adjustment | (7,489) | (4,307) | 1,747 |
Deductions | (16,997) | (14,470) | (4,127) |
Balance, end of year | $ 49,038 | 63,991 | $ 60,912 |
Allowance for doubtful accounts receivable, specific reserve | $ 15,000 |
Inventories - Inventories (Deta
Inventories - Inventories (Detail) - USD ($) $ in Thousands | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 |
Inventory Disclosure [Abstract] | ||||||||
Raw materials | $ 2,274 | $ 3,524 | ||||||
Work in-process | 1,469 | 467 | ||||||
Finished goods | 291,319 | 280,526 | ||||||
Total | $ 295,062 | $ 338,432 | $ 291,248 | $ 306,119 | $ 284,517 | $ 337,164 | $ 309,585 | $ 365,075 |
Fixed Assets, net - Summary of
Fixed Assets, net - Summary of Fixed Assets (Detail) - USD ($) $ in Thousands | Oct. 31, 2015 | Oct. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Fixed assets gross | $ 361,784 | $ 434,656 |
Accumulated depreciation and amortization | (201,405) | (220,888) |
Fixed assets net | 160,379 | 213,768 |
Furniture and other equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets gross | 79,569 | 103,554 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets gross | 134,154 | 163,894 |
Computer software and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets gross | 103,431 | 106,238 |
Land use rights [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets gross | 31,640 | 37,409 |
Land and buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets gross | 9,145 | 10,626 |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets gross | $ 3,845 | $ 12,935 |
Fixed Assets, net - Additional
Fixed Assets, net - Additional information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 36 | $ 49 | $ 47 |
Fixed asset impairments related to retail stores | $ 16 | $ 11 | $ 12 |
Intangible Assets and Goodwil70
Intangible Assets and Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Oct. 31, 2015 | Jul. 31, 2015 | Jul. 31, 2014 | Apr. 30, 2014 | Jul. 31, 2015 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2012 | |
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Asset Impairment Charges | $ 118,538 | $ 189,131 | $ 12,327 | ||||||
Goodwill impairment | $ 4,000 | $ 15,000 | 79,583 | 178,197 | 0 | ||||
Accumulated impairment losses | $ 307,742 | 307,742 | 129,545 | 129,545 | $ 129,545 | ||||
Intangible amortization expense | 3,000 | 2,000 | 2,000 | ||||||
Estimated annual amortization expense fiscal 2016 | 3,000 | 3,000 | |||||||
Estimated annual amortization expense fiscal 2017 | 2,000 | 2,000 | |||||||
Estimated annual amortization expense fiscal 2018 | 2,000 | 2,000 | |||||||
Estimated annual amortization expense fiscal 2019 | 2,000 | 2,000 | |||||||
Estimated annual amortization expense fiscal 2020 | 1,000 | $ 1,000 | |||||||
Non-Compete Agreements, Patents and Customer Relationships [Member] | Minimum [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Estimated useful life | 4 years | ||||||||
Non-Compete Agreements, Patents and Customer Relationships [Member] | Maximum [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Estimated useful life | 18 years | ||||||||
Trademarks and Licenses [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Estimated useful life | 10 years | ||||||||
EMEA [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Goodwill impairment | $ 178,000 | $ 0 | 178,197 | ||||||
Accumulated impairment losses | 178,197 | 178,197 | 0 | 0 | 0 | ||||
Percentage of fair value in excess of carrying amount | 9.00% | ||||||||
APAC [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Goodwill impairment | $ 6,000 | 6,207 | 0 | ||||||
Accumulated impairment losses | 129,545 | 129,545 | 129,545 | 129,545 | 129,545 | ||||
Americas Segment [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Goodwill impairment | $ 74,000 | $ 74,000 | 73,376 | 0 | |||||
Accumulated impairment losses | 0 | 0 | 0 | 0 | $ 0 | ||||
Operating Segments [Member] | EMEA [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Asset Impairment Charges | 5,000 | $ 16,000 | |||||||
Goodwill impairment | 0 | 178,197 | 0 | ||||||
Operating Segments [Member] | APAC [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Asset Impairment Charges | $ 2,000 | ||||||||
Goodwill impairment | 6,207 | 0 | 0 | ||||||
Operating Segments [Member] | Americas Segment [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Goodwill impairment | $ 73,376 | $ 0 | $ 0 | ||||||
Senior Secured Notes Due Two Zero One Seven [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Stated interest rate | 8.875% | 8.875% | |||||||
Senior Secured Notes Due Two Zero One Eight [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Stated interest rate | 7.875% | 7.875% | |||||||
Senior Notes Due Two Thousand And Twenty [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Stated interest rate | 10.00% | 10.00% | |||||||
DC Shoes [Member] | APAC [Member] | |||||||||
Indefinite-lived Intangible Assets [Line Items] | |||||||||
Goodwill impairment | $ 6,000 |
Intangible Assets and Goodwil71
Intangible Assets and Goodwill - Intangible Assets (Detail) - USD ($) $ in Thousands | Oct. 31, 2015 | Oct. 31, 2014 |
Indefinite-lived Intangible Assets [Line Items] | ||
Amortization | $ (29,425) | $ (30,692) |
Intangible Assets, Gross | 143,788 | 166,202 |
Intangible Assets, Net | 114,363 | 135,510 |
Amortizable trademarks [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Finite lived intangible asset, gross amount | 24,875 | 21,858 |
Amortization | (13,205) | (12,508) |
Finite live intangible assets, net book value | 11,670 | 9,350 |
Amortizable licenses [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Finite lived intangible asset, gross amount | 9,531 | 11,817 |
Amortization | (9,531) | (11,817) |
Finite live intangible assets, net book value | 0 | 0 |
Other amortizable intangibles [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Finite lived intangible asset, gross amount | 8,427 | 8,406 |
Amortization | (6,689) | (6,367) |
Finite live intangible assets, net book value | 1,738 | 2,039 |
Non-amortizable trademarks [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite lived intangible assets | 100,955 | 124,121 |
Amortization | $ 0 | $ 0 |
Intangible Assets and Goodwil72
Intangible Assets and Goodwill - Summary of Goodwill by Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Jul. 31, 2015 | Jul. 31, 2014 | Apr. 30, 2014 | Jul. 31, 2015 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2012 | |
Goodwill [Roll Forward] | ||||||||
Gross goodwill | $ 388,364 | $ 391,170 | $ 386,595 | $ 386,595 | ||||
Foreign currency translation and other | (1,039) | (2,806) | 4,575 | |||||
Impairments | $ (4,000) | $ (15,000) | (79,583) | (178,197) | 0 | |||
Accumulated impairment losses | (307,742) | (129,545) | (129,545) | (129,545) | ||||
Net goodwill | 0 | 80,622 | 261,625 | 257,050 | ||||
Americas Segment [Member] | ||||||||
Goodwill [Roll Forward] | ||||||||
Gross goodwill | 74,415 | 74,943 | 75,974 | 75,974 | ||||
Foreign currency translation and other | (1,039) | (528) | (1,031) | |||||
Impairments | $ (74,000) | $ (74,000) | (73,376) | 0 | ||||
Accumulated impairment losses | 0 | 0 | 0 | 0 | ||||
Net goodwill | 0 | 74,415 | 74,943 | 75,974 | ||||
EMEA [Member] | ||||||||
Goodwill [Roll Forward] | ||||||||
Gross goodwill | 178,197 | 180,475 | 174,869 | 174,869 | ||||
Foreign currency translation and other | 0 | (2,278) | 5,606 | |||||
Impairments | $ (178,000) | 0 | (178,197) | |||||
Accumulated impairment losses | (178,197) | 0 | 0 | 0 | ||||
Net goodwill | 0 | 0 | 180,475 | 174,869 | ||||
APAC [Member] | ||||||||
Goodwill [Roll Forward] | ||||||||
Gross goodwill | 135,752 | 135,752 | 135,752 | 135,752 | ||||
Foreign currency translation and other | 0 | 0 | 0 | |||||
Impairments | $ (6,000) | (6,207) | 0 | |||||
Accumulated impairment losses | (129,545) | (129,545) | (129,545) | (129,545) | ||||
Net goodwill | $ 0 | $ 6,207 | $ 6,207 | $ 6,207 |
Debt - Summary of Lines of Cred
Debt - Summary of Lines of Credit and Long-term Debt (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2015 | Oct. 31, 2014 | |
Debt Instrument [Line Items] | ||
Debtor-in-Possession Financing, Borrowings Outstanding | $ 87,734 | $ 0 |
Lines of credit | 25,143 | 32,929 |
Long-term debt | 841,047 | |
Credit facility | 43,000 | |
Capital lease obligations and other borrowings - Various % | 4,265 | 6,124 |
Total debt | 841,047 | 828,590 |
Total Debt Subject to Compromise | (506,749) | 0 |
Less current portion | (333,395) | (35,361) |
Long-term debt, net of current portion | 903 | 793,229 |
Maximum cash borrowings and letters of credit | 125,000 | |
Letters of credit outstanding | 39,000 | |
Amount of remaining borrowing capacity available for letters of credit | 6,000 | |
Debtor-in-Possession Term Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debtor-in-Possession Financing, Borrowings Outstanding | $ 70,000 | 0 |
Stated interest rate | 12.00% | |
Debtor-in-Possession ABL Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debtor-in-Possession Financing, Borrowings Outstanding | $ 17,734 | 0 |
Interest rate during period | 4.50% | |
Eurofactor Line of Credit, 0.6% Floating Interest [Member] | ||
Debt Instrument [Line Items] | ||
Lines of credit | $ 22,835 | 32,929 |
Interest rate during period | 0.60% | |
Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Lines of credit | $ 2,308 | 0 |
Senior Secured Notes Due Two Zero One Seven [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 218,905 | 252,188 |
Stated interest rate | 8.875% | |
Senior Secured Notes Due Two Zero One Eight [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 280,000 | 278,834 |
Stated interest rate | 7.875% | |
Senior Notes Due Two Thousand And Twenty [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 225,000 | 222,582 |
Stated interest rate | 10.00% | |
ABL Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Credit facility | $ 0 | $ 35,933 |
Minimum [Member] | Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate during period | 0.80% | |
Minimum [Member] | ABL Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate during period | 2.10% | |
Maximum [Member] | Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate during period | 1.90% | |
Maximum [Member] | ABL Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate during period | 4.10% |
Debt - Additional Information (
Debt - Additional Information (Detail) | Sep. 10, 2015USD ($) | Sep. 09, 2015USD ($) | Sep. 09, 2015EUR (€) | Jul. 16, 2013USD ($) | May. 24, 2013 | Apr. 30, 2014USD ($) | Dec. 15, 2015 | Oct. 31, 2015USD ($) | Oct. 31, 2014USD ($) | Oct. 31, 2013USD ($) | Sep. 08, 2015USD ($) | Oct. 31, 2013EUR (€) | Jul. 31, 2013USD ($) |
Debt Instrument [Line Items] | |||||||||||||
Extinguishment of Debt, Amount | $ 510,000,000 | ||||||||||||
Proceeds from Issuance of Debt | $ 493,000,000 | ||||||||||||
Debt Issuance Costs Incurred During Noncash or Partial Noncash Transaction | $ 3,000,000 | ||||||||||||
Payments on debtor-in-possession financing fees | (900,000) | $ 0 | $ 0 | ||||||||||
Debtor-in-Possession Financing, Amount Arranged | $ 175,000,000 | $ 175,000,000 | |||||||||||
Maximum cash borrowings and letters of credit | 125,000,000 | ||||||||||||
Amount of availability of remaining borrowings | 44,000,000 | ||||||||||||
Amount of remaining borrowing capacity available for letters of credit | 6,000,000 | ||||||||||||
Direct borrowings | 43,000,000 | ||||||||||||
Letters of credit outstanding | 39,000,000 | ||||||||||||
Lines of credit and long-term debt | 841,047,000 | ||||||||||||
Amount paid to settle claims | 12,500,000 | ||||||||||||
Contractual interest | 73,164,000 | ||||||||||||
Interest expense, net (contractual interest of $73,164 for 2015) | 66,729,000 | 75,991,000 | $ 71,049,000 | ||||||||||
Estimate of Fair Value Measurement [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Lines Of Credit And Longterm Debt Fair Value | 432,000,000 | ||||||||||||
Lines Of Credit And Longterm Debt Carrying Value | 841,000,000 | ||||||||||||
U.S. and APAC [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Amount of remaining borrowing capacity available for letters of credit | 20,000,000 | ||||||||||||
EMEA [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit Facility term | 3 years | ||||||||||||
Maximum cash borrowings and letters of credit | € | € 60,000,000 | ||||||||||||
Amount of remaining borrowing capacity available for letters of credit | 18,000,000 | ||||||||||||
Senior Notes Due Two Thousand And Twenty [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Lines of credit and long-term debt | $ 225,000,000 | ||||||||||||
Other Borrowings [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Repayments of Debt | $ 15,000,000 | ||||||||||||
ABL Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Direct borrowings | $ 0 | 35,933,000 | |||||||||||
Debt Instrument, Term | 5 years | ||||||||||||
Unamortized deferred financing costs | $ 4,000,000 | ||||||||||||
Debtor-in-Possession Term Loan Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate of senior notes | 12.00% | ||||||||||||
Payments on debtor-in-possession financing fees | $ 1,000,000 | ||||||||||||
Senior Notes Due Two Thousand And Twenty [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate of senior notes | 10.00% | ||||||||||||
Debt Instrument, Offering Price, Percent of Principal | 98.757% | ||||||||||||
Liabilities Subject to Compromise - Deferred Financing Fees | $ 4,000,000 | ||||||||||||
Face amount | 225,000,000 | ||||||||||||
Lines of credit and long-term debt | 225,000,000 | 222,582,000 | |||||||||||
Contractual interest | 23,000,000 | ||||||||||||
Interest expense, net (contractual interest of $73,164 for 2015) | $ 19,000,000 | ||||||||||||
Senior Secured Notes Due Two Zero One Eight [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate of senior notes | 7.875% | ||||||||||||
Debt Instrument, Offering Price, Percent of Principal | 99.483% | ||||||||||||
Debt Instrument, Collateral, Specified Equity Interests | 100.00% | ||||||||||||
Debt Instrument, Collateral, Voting Power Exclusion Threshold, Percent | 65.00% | ||||||||||||
Liabilities Subject to Compromise - Deferred Financing Fees | $ 4,000,000 | ||||||||||||
Face amount | 280,000,000 | ||||||||||||
Lines of credit and long-term debt | 280,000,000 | 278,834,000 | |||||||||||
Contractual interest | 22,000,000 | ||||||||||||
Interest expense, net (contractual interest of $73,164 for 2015) | $ 19,000,000 | ||||||||||||
Senior Secured Notes Due Two Zero One Seven [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate of senior notes | 8.875% | ||||||||||||
Debt Instrument, Redemption Price, Percentage | 104.40% | ||||||||||||
Face amount | $ 200,000,000 | ||||||||||||
Lines of credit and long-term debt | 218,905,000 | $ 252,188,000 | |||||||||||
Debtor-in-Possession ABL Loan Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Payments on debtor-in-possession financing fees | $ 3,000,000 | ||||||||||||
Revolving Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debtor-in-Possession Financing, Amount Arranged | 60,000,000 | ||||||||||||
Delayed Draw Term Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debtor-in-Possession Financing, Amount Arranged | 115,000,000 | ||||||||||||
Debtor-in-Possession Financing, Amount Arrangement Available Upon Entry of the Interim Order | $ 70,000,000 | ||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Debtor-in-Possession ABL Loan Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | ||||||||||||
Scenario, Plan [Member] | Senior Secured Notes Due Two Zero One Seven [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Decrease, Forgiveness | € | € 50,000,000 | ||||||||||||
Debt Instrument, Extension Term | 3 years | 3 years |
Debt - Summary of Principal Pay
Debt - Summary of Principal Payments on All Long-term Debt Obligations, Including Capital Leases Due (Detail) $ in Thousands | Oct. 31, 2015USD ($) |
Debt Disclosure [Abstract] | |
2,016 | $ 115,090 |
2,017 | 220,031 |
2,018 | 280,926 |
2,019 | 0 |
2,020 | 225,000 |
Total | $ 841,047 |
Accrued Liabilities and Other76
Accrued Liabilities and Other Long-Term Liabilities - Schedule of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Oct. 31, 2015 | Oct. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued Liabilities and Other Long-term Liabilities Reclassified to Liabilities Subject to Compromise | $ 23,000 | |
Accrued employee compensation and benefits | 26,440 | $ 40,461 |
Accrued sales and payroll taxes | 17,473 | 19,471 |
Accrued interest | 8,176 | 19,673 |
Other liabilities | 38,022 | 33,096 |
Total accrued liabilities, net | $ 90,111 | $ 112,701 |
Other liabilities maximum individual item contribution percent | 5.00% |
Accrued Liabilities and Other77
Accrued Liabilities and Other Long-Term Liabilities - Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Oct. 31, 2015 | Oct. 31, 2014 |
Payables and Accruals [Abstract] | ||
Facility exit costs | $ 2,850 | $ 8,333 |
Security deposits received | 526 | 606 |
Other long-term liabilities | 16,968 | 21,720 |
Total other long-term liabilities | $ 20,344 | $ 30,659 |
Other liabilities maximum individual item contribution percent | 5.00% |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Detail) $ in Thousands | Oct. 31, 2015USD ($) |
Leases [Abstract] | |
2,016 | $ 69,105 |
2,017 | 61,182 |
2,018 | 48,469 |
2,019 | 39,794 |
2,020 | 33,682 |
Thereafter | 85,533 |
Future minimum lease payments | $ 337,765 |
Commitments and Contingencies79
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 1 Months Ended | 12 Months Ended | |||
Apr. 30, 2015claimofficer | Oct. 31, 2015USD ($) | Oct. 31, 2014USD ($) | Oct. 31, 2013USD ($) | Jan. 14, 2016USD ($) | |
Loss Contingencies [Line Items] | |||||
Amount of lease commitments rejected | $ 19 | ||||
Total rent expense | $ 130 | $ 119 | $ 123 | ||
Number of putative securities class action complaints filed | claim | 2 | ||||
Number of defendants, former officers | officer | 2 | ||||
Subsequent Event [Member] | |||||
Loss Contingencies [Line Items] | |||||
Amount of lease commitments rejected | $ 50 |
Commitments and Contingencies80
Commitments and Contingencies - Schedule of Future Estimated Minimum Payments (Detail) $ in Thousands | Oct. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 6,891 |
2,017 | 2,893 |
2,018 | 1,645 |
2,019 | 1,043 |
2,020 | 783 |
Thereafter | 550 |
Future estimated minimum payments | $ 13,805 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) $ / shares in Units, € in Millions | 9 Months Ended | 12 Months Ended | ||||||
Jul. 31, 2015 | Oct. 31, 2015USD ($)$ / sharesshares | Oct. 31, 2014USD ($)$ / sharesshares | Oct. 31, 2013USD ($)$ / sharesshares | Oct. 31, 2012 | Sep. 08, 2015USD ($) | Sep. 08, 2015EUR (€) | Mar. 31, 2014shares | |
Stockholders' Equity [Line Items] | ||||||||
Amount of common stock available for issuance (shares) | 7,224,657 | |||||||
Number of shares available for grant | 2,313,078 | |||||||
Vesting period of options | 3 years | |||||||
Risk-free interest rates | 2.00% | 2.20% | 1.70% | |||||
Volatility rates | 82.10% | 80.70% | 78.30% | |||||
Dividend yield | 0.00% | 0.00% | 0.00% | |||||
Expected lives | 6 years 7 months 6 days | 6 years 8 months 6 days | 7 years 1 month 6 days | |||||
Weighted average fair value of the options (usd per share) | $ / shares | $ 0.64 | $ 5.82 | $ 4.81 | |||||
Aggregate intrinsic value of options exercised | $ | $ 0 | |||||||
Aggregate intrinsic value of options, outstanding | $ | $ 0 | |||||||
Weighted average life of options outstanding | 7 years 9 months | |||||||
Weighted average life of options exercisable | 4 years 3 months | |||||||
Non-vested stock options | 9,911,667 | 1,121,336 | ||||||
Stock options expected to vest | 9,600,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 5,061,984 | 5,696,273 | 6,044,792 | |||||
Percent of discount from the market price | 15.00% | |||||||
Shares issued under the plan | 580,780 | 332,812 | 448,896 | |||||
Proceeds from stock plans | $ | $ 600,000 | $ 1,000,000 | $ 1,000,000 | |||||
Stock-based compensation | $ | $ 4,342,000 | $ 17,260,000 | $ 21,556,000 | |||||
Common stock warrants, Number of shares entitled | 25,700,000 | |||||||
Common stock warrants, exercise price per share | $ / shares | $ 1.86 | |||||||
Performance Options [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Unrecognized compensation expense | $ | $ 100,000 | |||||||
Performance Based Restricted Stock Units [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Unrecognized compensation expense | $ | $ 2,700,000 | |||||||
Performance Option [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Unrecognized compensation expense, weighted average period | 12 months | |||||||
Additional Issuances [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Amount of common stock available for issuance (shares) | 4,460,000 | 5,500,000 | ||||||
2000 Plan [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Amount of common stock available for issuance (shares) | 20,080,029 | |||||||
Number of shares available for grant | 2,764,657 | |||||||
Non-performance based options [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Unrecognized compensation expense | $ | $ 5,000,000 | |||||||
Unrecognized compensation expense, weighted average period | 1 year 8 months 18 days | |||||||
Restricted Stock [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Vesting period of options | 3 years | |||||||
Volatility rates | 57.70% | |||||||
Dividend yield | 0.00% | |||||||
Weighted average fair value of the options (usd per share) | $ / shares | $ 1.84 | $ 5.16 | ||||||
Unrecognized compensation expense | $ | $ 200,000 | |||||||
Unrecognized compensation expense, weighted average period | 1 year 2 months 24 days | |||||||
Restricted Stock [Member] | Minimum [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Risk-free interest rates | 0.60% | |||||||
Performance Stock Options [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 298,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 516,000 | 640,000 | ||||||
Senior Secured Notes Due Two Zero One Eight [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Common Stock, Value, Rights Offering | € | € 50 | |||||||
Oaktree Capital [Member] | Senior Secured Notes Due Two Zero One Eight [Member] | ||||||||
Stockholders' Equity [Line Items] | ||||||||
Common Stock, Value, Rights Offering | $ | $ 122,500,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Changes in Shares Under Options Excluding Performance Based Options (Detail) - $ / shares | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Shares | |||
Outstanding, beg. of year (shares) | 6,817,609 | 8,829,618 | 12,325,499 |
Granted (shares) | 9,990,000 | 275,000 | 1,045,000 |
Exercised (shares) | 0 | (1,058,416) | (2,985,792) |
Canceled/Forfeited (shares) | (1,833,958) | (1,228,593) | (1,555,089) |
Outstanding, end of year (shares) | 14,973,651 | 6,817,609 | 8,829,618 |
Exercisable, end of year (shares) | 5,061,984 | 5,696,273 | 6,044,792 |
Weighted Average Price | |||
Outstanding, beg. of year (usd per share) | $ 4.52 | $ 4.83 | $ 4.49 |
Granted (usd per share) | 0.88 | 8.05 | 6.68 |
Exercised (usd per share) | 0 | 4.27 | 2.94 |
Canceled/Forfeited (usd per share) | 5.66 | 7.67 | 7.02 |
Outstanding, end of year (usd per share) | 1.95 | 4.52 | 4.83 |
Exercisable, end of year (usd per share) | $ 3.84 | $ 4.24 | $ 4.72 |
Stockholders' Equity - Schedu83
Stockholders' Equity - Schedule of Outstanding Stock Options, Excluding Performance Based Options (Detail) - $ / shares | 12 Months Ended | |||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2012 | |
Schedule Of Stock Option Activity [Line Items] | ||||
Outstanding, end of year (shares) | 14,973,651 | |||
Options Outstanding, Weighted Average Remaining Life | 7 years 9 months | |||
Options Outstanding, Weighted Average Exercise Price (usd per share) | $ 1.95 | $ 4.52 | $ 4.83 | $ 4.49 |
Exercisable, end of year (shares) | 5,061,984 | |||
Options Exercisable, Weighted Average Exercise Price (usd per share) | $ 3.84 | $ 4.24 | $ 4.72 | |
$0.63 - $2.34 | ||||
Schedule Of Stock Option Activity [Line Items] | ||||
Range of Exercise Prices, Minimum | 0.63 | |||
Range of Exercise Prices, Maximum | $ 2.34 | |||
Outstanding, end of year (shares) | 11,616,667 | |||
Options Outstanding, Weighted Average Remaining Life | 8 years 8 months | |||
Options Outstanding, Weighted Average Exercise Price (usd per share) | $ 1.05 | |||
Exercisable, end of year (shares) | 1,936,667 | |||
Options Exercisable, Weighted Average Exercise Price (usd per share) | $ 2.03 | |||
$2.35 - $4.60 | ||||
Schedule Of Stock Option Activity [Line Items] | ||||
Range of Exercise Prices, Minimum | 2.35 | |||
Range of Exercise Prices, Maximum | $ 4.60 | |||
Outstanding, end of year (shares) | 1,302,500 | |||
Options Outstanding, Weighted Average Remaining Life | 4 years 3 months | |||
Options Outstanding, Weighted Average Exercise Price (usd per share) | $ 3.09 | |||
Exercisable, end of year (shares) | 1,302,500 | |||
Options Exercisable, Weighted Average Exercise Price (usd per share) | $ 3.09 | |||
$4.61 - $6.64 | ||||
Schedule Of Stock Option Activity [Line Items] | ||||
Range of Exercise Prices, Minimum | 4.61 | |||
Range of Exercise Prices, Maximum | $ 6.64 | |||
Outstanding, end of year (shares) | 1,408,484 | |||
Options Outstanding, Weighted Average Remaining Life | 4 years 8 months | |||
Options Outstanding, Weighted Average Exercise Price (usd per share) | $ 5.37 | |||
Exercisable, end of year (shares) | 1,326,817 | |||
Options Exercisable, Weighted Average Exercise Price (usd per share) | $ 5.29 | |||
$6.65 - $8.70 | ||||
Schedule Of Stock Option Activity [Line Items] | ||||
Range of Exercise Prices, Minimum | 6.65 | |||
Range of Exercise Prices, Maximum | $ 8.70 | |||
Outstanding, end of year (shares) | 400,000 | |||
Options Outstanding, Weighted Average Remaining Life | 6 years 10 months 24 days | |||
Options Outstanding, Weighted Average Exercise Price (usd per share) | $ 7.42 | |||
Exercisable, end of year (shares) | 250,000 | |||
Options Exercisable, Weighted Average Exercise Price (usd per share) | $ 7.77 | |||
$8.71 - $10.75 | ||||
Schedule Of Stock Option Activity [Line Items] | ||||
Range of Exercise Prices, Minimum | 8.71 | |||
Range of Exercise Prices, Maximum | $ 10.75 | |||
Outstanding, end of year (shares) | 195,000 | |||
Options Outstanding, Weighted Average Remaining Life | 2 years 2 months | |||
Options Outstanding, Weighted Average Exercise Price (usd per share) | $ 9 | |||
Exercisable, end of year (shares) | 195,000 | |||
Options Exercisable, Weighted Average Exercise Price (usd per share) | $ 9 | |||
$10.76 - $16.36 | ||||
Schedule Of Stock Option Activity [Line Items] | ||||
Range of Exercise Prices, Minimum | 10.76 | |||
Range of Exercise Prices, Maximum | $ 16.36 | |||
Outstanding, end of year (shares) | 51,000 | |||
Options Outstanding, Weighted Average Remaining Life | 10 months 24 days | |||
Options Outstanding, Weighted Average Exercise Price (usd per share) | $ 14.52 | |||
Exercisable, end of year (shares) | 51,000 | |||
Options Exercisable, Weighted Average Exercise Price (usd per share) | $ 14.52 |
Stockholders' Equity - Schedu84
Stockholders' Equity - Schedule of Changes in Non-Vested Shares Under Option, Excluding Performance Based Options (Detail) | 12 Months Ended |
Oct. 31, 2015$ / sharesshares | |
Shares | |
Non-vested, beginning of year (shares) | shares | 1,121,336 |
Granted (shares) | shares | 9,990,000 |
Vested (shares) | shares | (1,016,335) |
Canceled (shares) | shares | (183,334) |
Non-vested, end of year (shares) | shares | 9,911,667 |
Weighted Average Grant Date Fair Value | |
Non-vested, beginning of year (usd per share) | $ / shares | $ 4.18 |
Granted (usd per share) | $ / shares | 0.64 |
Vested (usd per share) | $ / shares | 2.95 |
Canceled (usd per share) | $ / shares | 5.20 |
Non-vested, end of year (usd per share) | $ / shares | $ 0.72 |
Stockholders' Equity - Schedu85
Stockholders' Equity - Schedule of Activity Related to Performance Based Options and Performance Based Restricted Stock Units (Detail) - shares | 12 Months Ended | |||
Oct. 31, 2015 | Jul. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Performance Restricted Stock Units [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 5,061,984 | 5,696,273 | 6,044,792 | |
Performance Options [Member] | ||||
Performance Restricted Stock Units [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 298,000 | |||
Non-vested, October 31, 2013 (shares) | 640,000 | |||
Granted (shares) | 0 | |||
Vested (shares) | 0 | |||
Canceled (shares) | (124,000) | |||
Non-vested, October 31, 2014 (shares) | 516,000 | |||
Performance Restricted Stock Units [Member] | ||||
Performance Restricted Stock Units [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 0 | |||
Non-vested, October 31, 2013 (shares) | 10,218,508 | |||
Granted (shares) | 1,844,000 | |||
Vested (shares) | 0 | |||
Canceled (shares) | (2,296,080) | |||
Non-vested, October 31, 2014 (shares) | 9,766,428 |
Stockholders' Equity - Schedu86
Stockholders' Equity - Schedule of Changes in Restricted Stock Units (Detail) - shares | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Schedule Of Restricted Stock Granted [Line Items] | |||
Non-vested, beginning of year (shares) | 1,121,336 | ||
Granted (shares) | 9,990,000 | ||
Vested (shares) | (1,016,335) | ||
Forfeited (shares) | (183,334) | ||
Non-vested, end of year (shares) | 9,911,667 | 1,121,336 | |
Restricted Stock Unit [Member] | |||
Schedule Of Restricted Stock Granted [Line Items] | |||
Non-vested, beginning of year (shares) | 175,000 | 195,000 | 801,667 |
Granted (shares) | 105,000 | 105,000 | 105,000 |
Vested (shares) | (80,000) | (95,000) | (685,000) |
Forfeited (shares) | (25,000) | (30,000) | (26,667) |
Non-vested, end of year (shares) | 175,000 | 175,000 | 195,000 |
Non-performance Based Restricted Stock Units [Member] | |||
Schedule Of Restricted Stock Granted [Line Items] | |||
Non-vested, beginning of year (shares) | 0 | ||
Granted (shares) | 675,676 | ||
Vested (shares) | (281,532) | ||
Forfeited (shares) | (394,144) | ||
Non-vested, end of year (shares) | 0 | 0 |
Accumulated Other Comprehensi87
Accumulated Other Comprehensive Income/(Loss) - Components of Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Beginning balance | $ 57,288 | $ 73,918 | $ 86,412 |
Net losses (gains) reclassified to COGS | (724,560) | (808,244) | (943,972) |
Changes in fair value, net of tax | (18,683) | (16,033) | (4,014) |
Ending balance | 14,945 | 57,288 | 73,918 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Net losses (gains) reclassified to COGS | (23,660) | (597) | (8,137) |
Net gains reclassified to foreign currency gain | (343) | ||
Derivative Instruments [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Beginning balance | 4,093 | (4,591) | 5,756 |
Changes in fair value, net of tax | 28,690 | 9,281 | (1,867) |
Ending balance | 9,123 | 4,093 | (4,591) |
Derivative Instruments [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Net losses (gains) reclassified to COGS | (23,660) | (597) | (8,137) |
Net gains reclassified to foreign currency gain | (343) | ||
Foreign Currency Adjustments [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Beginning balance | 53,195 | 78,509 | 80,656 |
Changes in fair value, net of tax | (47,373) | (25,314) | (2,147) |
Ending balance | 5,822 | 53,195 | 78,509 |
Foreign Currency Adjustments [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Net losses (gains) reclassified to COGS | $ 0 | $ 0 | 0 |
Net gains reclassified to foreign currency gain | $ 0 |
Income Taxes - Summary of Provi
Income Taxes - Summary of Provision for Income Taxes from Continuing Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Current: | |||
Federal | $ 980 | $ (14,320) | $ (1,921) |
State | 541 | (2,676) | (60) |
Foreign | 14,376 | 18,751 | 13,719 |
Current income taxes | 15,897 | 1,755 | 11,738 |
Deferred: | |||
Federal | (1,088) | 134 | (1,490) |
State | (451) | 34 | (259) |
Foreign | 1,279 | (6,280) | 156,231 |
Deferred income taxes | (260) | (6,112) | 154,482 |
Provision/(benefit) for income taxes | $ 15,637 | $ (4,357) | $ 166,220 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Federal Income Tax Rates, Computed and Expected (Detail) | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Computed “expected” statutory federal income tax rate | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal income tax benefit | (0.10%) | 0.80% | 0.10% |
Foreign tax rate differential | (2.70%) | (0.80%) | (9.60%) |
Goodwill impairment | (8.10%) | (18.70%) | 0.00% |
Stock-based compensation | (0.30%) | (0.30%) | (2.30%) |
Uncertain tax positions | (0.20%) | (0.20%) | 1.30% |
Valuation allowance | (26.30%) | (13.60%) | (260.50%) |
Other | (2.50%) | (0.90%) | (1.30%) |
Effective income tax rate | (5.20%) | 1.30% | (237.30%) |
Income Taxes - Components of Ne
Income Taxes - Components of Net Deferred Income Taxes (Detail) - USD ($) $ in Thousands | Oct. 31, 2015 | Oct. 31, 2014 |
Deferred income tax assets: | ||
Allowance for doubtful accounts | $ 4,784 | $ 6,748 |
Unrealized gains and losses | 12,463 | 9,351 |
Tax loss carry forwards | 427,877 | 419,584 |
Accruals and other | 100,194 | 80,028 |
Subtotal of deferred income tax assets | 545,318 | 515,711 |
Deferred income tax liabilities: | ||
Depreciation and amortization | (4,045) | (8,411) |
Intangibles | (23,805) | (26,766) |
Subtotal of deferred income tax liabilities | (27,850) | (35,177) |
Deferred income tax assets, net | 517,468 | 480,534 |
Valuation allowance | (541,042) | (495,938) |
Net deferred income tax liabilities | $ (23,574) | $ (15,404) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Income Taxes [Line Items] | |||
Income/(Loss) before provision for income taxes from continuing operations | $ 76,000 | $ 151,000 | $ 5,000 |
Provision for income taxes from discontinued operations | 53 | 15,915 | $ 3,880 |
Unrecorded income tax expense due to valuation allowances | 12,000 | ||
Income tax expense | 541,042 | 495,938 | |
Uncertain tax position liabilities (excluding interest and penalties) | 11,400 | ||
Liability for interest and penalties | 7,900 | ||
Reasonably possible outcome within the next 12 months range, reduction of liability for unrecognized tax benefits excluding penalties and interest | 11,100 | ||
Reasonably possible outcome within the next 12 months range, increase of liability for unrecognized tax benefits excluding penalties and interest | 4,000 | ||
Foreign [Member] | |||
Income Taxes [Line Items] | |||
Operating loss carry forwards | 845,000 | ||
Valuation allowance | 818,000 | ||
2033 [Member] | Federal [Member] | |||
Income Taxes [Line Items] | |||
Operating loss carry forwards | 413,000 | ||
2033 [Member] | State [Member] | |||
Income Taxes [Line Items] | |||
Operating loss carry forwards | 462,000 | ||
Utilized [Member] | Foreign [Member] | |||
Income Taxes [Line Items] | |||
Operating loss carry forwards | 790,000 | ||
2031 [Member] | Foreign [Member] | |||
Income Taxes [Line Items] | |||
Operating loss carry forwards | 55,000 | ||
Mervin And Hawk [Member] | |||
Income Taxes [Line Items] | |||
Provision for income taxes from discontinued operations | $ 19,000 | ||
APAC [Member] | |||
Income Taxes [Line Items] | |||
Income tax expense | $ 7,000 |
Income Taxes - Summary of Unrec
Income Taxes - Summary of Unrecognized Tax Benefits (Excluding Interest and Penalties and Related Tax Carry Forwards) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2015 | Oct. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits [Roll Forward] | ||
Balance, beginning of year | $ 12,491 | $ 11,002 |
Gross increases related to current year tax positions | 0 | 1,352 |
Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions | 1,368 | 645 |
Lapse in statute of limitation | (1,063) | (437) |
Foreign exchange and other | (99) | (71) |
Balance, end of year | $ 12,697 | $ 12,491 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Postemployment Benefits [Abstract] | |||
Compensation expense related to the French Profit Sharing Plan | $ 0.2 | $ 0.3 | $ 0.5 |
Derivative Financial Instrume94
Derivative Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||
Losses relating to hedging transactions, net of tax | $ 9 | ||
Estimate of time to transfer | 12 months | ||
Reclassified into earnings net gain (losses) relating to derivative contracts | $ 24 | $ 1 | $ 8 |
Derivative Financial Instrume95
Derivative Financial Instruments - Outstanding Derivative Contracts Entered into Hedge Forecasted Purchases and Future Cash Receipts (Detail) - Inventory Commodity [Member] - United States dollar [Member] $ in Thousands | Oct. 31, 2015USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Notional Amount | $ 124,216 |
Fair Value | $ 5,816 |
Derivative Financial Instrume96
Derivative Financial Instruments - Fair Values of Assets and Liabilities Measured and Recognized at Fair Value (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Oct. 31, 2015 | Oct. 31, 2014 |
Derivative liabilities: | ||
Total fair value | $ 5,816 | $ 16,681 |
Other receivables [Member] | ||
Derivative assets: | ||
Derivative assets | 5,816 | 16,683 |
Accrued liabilities [Member] | ||
Derivative liabilities: | ||
Derivative liabilities | (2) | |
Level 1 [Member] | ||
Derivative liabilities: | ||
Total fair value | 0 | 0 |
Level 1 [Member] | Other receivables [Member] | ||
Derivative assets: | ||
Derivative assets | 0 | 0 |
Level 1 [Member] | Accrued liabilities [Member] | ||
Derivative liabilities: | ||
Derivative liabilities | 0 | |
Level 2 [Member] | ||
Derivative liabilities: | ||
Total fair value | 5,816 | 16,681 |
Level 2 [Member] | Other receivables [Member] | ||
Derivative assets: | ||
Derivative assets | 5,816 | 16,683 |
Level 2 [Member] | Accrued liabilities [Member] | ||
Derivative liabilities: | ||
Derivative liabilities | (2) | |
Level 3 [Member] | ||
Derivative liabilities: | ||
Total fair value | 0 | 0 |
Level 3 [Member] | Other receivables [Member] | ||
Derivative assets: | ||
Derivative assets | $ 0 | 0 |
Level 3 [Member] | Accrued liabilities [Member] | ||
Derivative liabilities: | ||
Derivative liabilities | $ 0 |
Quarterly Financial Data (Una97
Quarterly Financial Data (Unaudited) - Summary of Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Jul. 31, 2015 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Revenues, net | $ 335,900 | $ 336,134 | $ 333,052 | $ 340,854 | $ 401,388 | $ 378,215 | $ 396,941 | $ 394,910 | $ 1,345,940 | $ 1,571,454 | $ 1,819,544 | |
Gross profit | 133,746 | 161,392 | 156,798 | 169,444 | 187,209 | 181,071 | 194,290 | 200,640 | 621,380 | 763,210 | 875,572 | |
Loss from continuing operations attributable to Quiksilver, Inc. | (133,096) | (124,712) | (37,594) | (18,290) | (49,315) | (218,309) | (37,880) | (21,529) | (313,692) | (327,033) | (235,625) | |
Income/(loss) from discontinued operations attributable to Quiksilver, Inc. | 0 | 0 | 0 | 7,520 | (1,223) | (2,283) | (15,244) | 37,720 | 7,520 | 18,970 | 6,201 | |
Net loss attributable to Quiksilver, Inc. | $ (133,096) | $ (124,712) | $ (37,594) | $ (10,770) | $ (50,538) | $ (220,592) | $ (53,124) | $ 16,191 | $ (306,172) | $ (308,063) | $ (229,424) | |
Loss per share from continuing operations attributable to Quiksilver, Inc., assuming dilution (usd per share) | $ (0.77) | $ (0.73) | $ (0.22) | $ (0.11) | $ (0.29) | $ (1.28) | $ (0.22) | $ (0.13) | $ (1.83) | $ (1.92) | $ (1.41) | |
Income/(loss) per share from discontinued operations attributable to Quiksilver, Inc., assuming dilution (usd per share) | 0 | 0 | 0 | 0.04 | (0.01) | (0.01) | (0.09) | 0.22 | 0.04 | 0.11 | 0.04 | |
Net loss per share attributable to Quiksilver, Inc., assuming dilution (usd per share) | $ (0.78) | $ (0.73) | $ (0.22) | $ (0.06) | $ (0.30) | $ (1.29) | $ (0.31) | $ 0.10 | $ (1.79) | $ (1.81) | $ (1.37) | |
Trade accounts receivable, net | $ 213,493 | $ 218,962 | $ 251,947 | $ 258,952 | $ 311,014 | $ 308,113 | $ 343,767 | $ 331,141 | $ 218,962 | $ 213,493 | $ 311,014 | |
Inventories | 295,062 | 338,432 | $ 291,248 | $ 306,119 | $ 284,517 | 337,164 | 309,585 | $ 365,075 | 338,432 | 295,062 | 284,517 | |
Goodwill impairment | 4,000 | $ 15,000 | 79,583 | 178,197 | $ 0 | |||||||
Asset Impairment Charges | 118,538 | 189,131 | 12,327 | |||||||||
Americas Segment [Member] | ||||||||||||
Goodwill impairment | 74,000 | 74,000 | 73,376 | 0 | ||||||||
APAC [Member] | ||||||||||||
Goodwill impairment | $ 6,000 | 6,207 | 0 | |||||||||
EMEA [Member] | ||||||||||||
Goodwill impairment | $ 178,000 | 0 | 178,197 | |||||||||
Operating Segments [Member] | Americas Segment [Member] | ||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Revenues, net | 618,691 | 724,482 | 902,307 | |||||||||
Gross profit | 251,023 | 299,279 | 373,429 | |||||||||
Goodwill impairment | 73,376 | 0 | 0 | |||||||||
Operating Segments [Member] | APAC [Member] | ||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Revenues, net | 245,459 | 262,494 | 282,070 | |||||||||
Gross profit | 130,125 | 143,452 | 143,874 | |||||||||
Goodwill impairment | 6,207 | 0 | 0 | |||||||||
Asset Impairment Charges | 2,000 | |||||||||||
Operating Segments [Member] | EMEA [Member] | ||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Revenues, net | 477,240 | 583,650 | 631,546 | |||||||||
Gross profit | 250,822 | 324,542 | 358,175 | |||||||||
Goodwill impairment | $ 0 | $ 178,197 | $ 0 | |||||||||
Asset Impairment Charges | $ 5,000 | $ 16,000 |
Restructuring Charges - Activit
Restructuring Charges - Activity and Liability Balances (Detail) - Restructuring Plan Two Thousand Thirteen And Two Thousand Eleven [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | $ 23,801 | $ 19,098 | $ 12,191 |
Charged to expense | 19,328 | 34,645 | 28,509 |
Cash payments | (25,030) | (29,942) | (21,010) |
Adjustments | (592) | ||
Less: Reclassification to liabilities subject to compromise | (11,227) | ||
Ending Balance | 6,872 | 23,801 | 19,098 |
Workforce [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | 11,510 | 12,159 | 5,335 |
Charged to expense | 10,233 | 19,350 | 22,671 |
Cash payments | (11,502) | (19,999) | (15,847) |
Adjustments | 0 | ||
Less: Reclassification to liabilities subject to compromise | (9,353) | ||
Ending Balance | 888 | 11,510 | 12,159 |
Facility & Other [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | 12,291 | 6,939 | 6,856 |
Charged to expense | 9,095 | 15,295 | 5,838 |
Cash payments | (13,528) | (9,943) | (5,163) |
Adjustments | (592) | ||
Less: Reclassification to liabilities subject to compromise | (1,874) | ||
Ending Balance | $ 5,984 | $ 12,291 | $ 6,939 |
Restructuring Charges - Additio
Restructuring Charges - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Oct. 31, 2015 | Oct. 31, 2013 | |
Selling, General and Administrative Expenses [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Charged to expense | $ 2 | |
Inventory write downs | 4 | |
Severance charges | $ 3 | |
Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Charged to expense | $ 3 | |
Americas Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Charged to expense | 4 | |
EMEA [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Charged to expense | 12 | |
APAC [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Charged to expense | $ 0 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2014 | Jan. 31, 2014 | Nov. 30, 2013 | Jan. 31, 2015 | Jul. 31, 2014 | Apr. 30, 2014 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Gain on sale of discontinued operations | $ 6,580,000 | $ 29,742,000 | |||||||
Provision for income taxes | 53,000 | 15,915,000 | $ 3,880,000 | ||||||
Goodwill impairment | $ 4,000,000 | $ 15,000,000 | 79,583,000 | 178,197,000 | $ 0 | ||||
Assets held for sale | $ 0 | 25,659,000 | |||||||
Mervin [Member] | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Proceeds from sale of business | $ 58,000,000 | ||||||||
Hawk Designs Inc [Member] | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Proceeds from sale of business | $ 19,000,000 | ||||||||
Gain on sale of discontinued operations | 30,000,000 | ||||||||
Mervin And Hawk [Member] | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Provision for income taxes | 19,000,000 | ||||||||
Surfdome [Member] | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Proceeds from sale of business | $ 16,000,000 | ||||||||
Gain on sale of discontinued operations | $ 7,000,000 | ||||||||
Provision for income taxes | $ (3,000,000) | ||||||||
Goodwill impairment | $ 19,000,000 |
Discontinued Operations - Summa
Discontinued Operations - Summarized Results from Discontinued Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Discontinued Operations and Disposal Groups [Abstract] | |||||||||||
Revenues, net | $ 13,239 | $ 60,605 | $ 83,209 | ||||||||
Income before income taxes | 6,785 | 25,355 | 9,766 | ||||||||
Provision for income taxes | 53 | 15,915 | 3,880 | ||||||||
Income from discontinued operations | 6,732 | 9,440 | 5,886 | ||||||||
Less: net loss attributable to non-controlling interest | 788 | 9,530 | 315 | ||||||||
Income from discontinued operations attributable to Quiksilver, Inc. | $ 0 | $ 0 | $ 0 | $ 7,520 | $ (1,223) | $ (2,283) | $ (15,244) | $ 37,720 | $ 7,520 | $ 18,970 | $ 6,201 |
Discontinued Operations - Compo
Discontinued Operations - Components of Major Assets and Liabilities (Detail) $ in Thousands | Oct. 31, 2014USD ($) |
Assets: | |
Inventories, net | $ 19,659 |
Other | 6,000 |
Total | 25,659 |
Liabilities: | |
Accounts payable | 12,520 |
Accrued liabilities | 120 |
Deferred tax liabilities | 626 |
Total | $ 13,266 |
Discontinued Operations - Total
Discontinued Operations - Total Assets Held for Sale (Detail) - USD ($) | Oct. 31, 2015 | Oct. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets held for sale | $ 0 | $ 25,659,000 |
Americas Segment [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets held for sale | 28,000 | |
EMEA [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets held for sale | 25,631,000 | |
APAC [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets held for sale | $ 0 |
Condensed Consolidating Fina104
Condensed Consolidating Financial Information - Additional Information (Detail) - USD ($) | Oct. 31, 2015 | Jul. 31, 2013 |
Debt Instrument [Line Items] | ||
Notes issued, aggregate principal amount | $ 841,047,000 | |
Senior Notes Due Two Thousand And Twenty [Member] | ||
Debt Instrument [Line Items] | ||
Notes issued, aggregate principal amount | $ 225,000,000 |
Condensed Consolidating Fina105
Condensed Consolidating Financial Information - Condensed Consolidating Statement of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Jul. 31, 2015 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Revenues, net | $ 335,900 | $ 336,134 | $ 333,052 | $ 340,854 | $ 401,388 | $ 378,215 | $ 396,941 | $ 394,910 | $ 1,345,940 | $ 1,571,454 | $ 1,819,544 | |
Cost of goods sold | 724,560 | 808,244 | 943,972 | |||||||||
Gross profit | 133,746 | 161,392 | 156,798 | 169,444 | 187,209 | 181,071 | 194,290 | 200,640 | 621,380 | 763,210 | 875,572 | |
Selling, general and administrative expense | 692,824 | 827,181 | 857,557 | |||||||||
Asset impairments | 118,538 | 189,131 | 12,327 | |||||||||
Operating loss | (189,982) | (253,102) | 5,688 | |||||||||
Interest expense, net | 66,729 | 75,991 | 71,049 | |||||||||
Foreign currency (gain)/loss | 6,108 | 2,658 | 4,689 | |||||||||
Equity in earnings | 0 | 0 | 0 | |||||||||
Reorganization items | 35,236 | 0 | 0 | |||||||||
Loss before provision/(benefit) for income taxes | (298,055) | (331,751) | (70,050) | |||||||||
Provision/(benefit) for income taxes | 15,637 | (4,357) | 166,220 | |||||||||
Loss from continuing operations | (313,692) | (327,394) | (236,270) | |||||||||
(Loss)/income from discontinued operations | 6,732 | 9,440 | 5,886 | |||||||||
Net loss | (306,960) | (317,954) | (230,384) | |||||||||
Comprehensive loss attributable to non-controlling interest | 788 | 9,891 | 960 | |||||||||
Net loss attributable to Quiksilver, Inc. | $ (133,096) | $ (124,712) | $ (37,594) | $ (10,770) | $ (50,538) | (220,592) | (53,124) | $ 16,191 | (306,172) | (308,063) | (229,424) | |
Other comprehensive loss | (42,343) | (16,630) | (12,494) | |||||||||
Comprehensive loss attributable to Quiksilver, Inc. | (348,515) | (324,693) | (241,918) | |||||||||
Impairments | $ 4,000 | $ 15,000 | 79,583 | 178,197 | 0 | |||||||
Quiksilver, Inc. [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Revenues, net | 461 | 465 | 464 | |||||||||
Cost of goods sold | 0 | 193 | 0 | |||||||||
Gross profit | 461 | 272 | 464 | |||||||||
Selling, general and administrative expense | 13,120 | 36,514 | 54,002 | |||||||||
Asset impairments | 0 | 2,043 | 0 | |||||||||
Operating loss | (12,659) | (38,285) | (53,538) | |||||||||
Interest expense, net | 39,917 | 46,464 | 39,487 | |||||||||
Foreign currency (gain)/loss | (355) | (216) | 318 | |||||||||
Equity in earnings | 242,644 | 223,412 | 134,970 | |||||||||
Reorganization items | 11,260 | |||||||||||
Loss before provision/(benefit) for income taxes | (306,125) | (307,945) | (228,313) | |||||||||
Provision/(benefit) for income taxes | 47 | 119 | 422 | |||||||||
Loss from continuing operations | (306,172) | (308,064) | (228,735) | |||||||||
(Loss)/income from discontinued operations | 0 | 0 | (689) | |||||||||
Net loss | (306,172) | (308,064) | (229,424) | |||||||||
Comprehensive loss attributable to non-controlling interest | 0 | 0 | 0 | |||||||||
Net loss attributable to Quiksilver, Inc. | (306,172) | (308,064) | (229,424) | |||||||||
Other comprehensive loss | (42,343) | (16,630) | (12,494) | |||||||||
Comprehensive loss attributable to Quiksilver, Inc. | (348,515) | (324,694) | (241,918) | |||||||||
QS Wholesale, Inc. [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Revenues, net | 302,686 | 340,819 | 428,193 | |||||||||
Cost of goods sold | 191,937 | 214,431 | 255,992 | |||||||||
Gross profit | 110,749 | 126,388 | 172,201 | |||||||||
Selling, general and administrative expense | 123,470 | 113,530 | 131,560 | |||||||||
Asset impairments | 62,480 | 40,430 | 1,646 | |||||||||
Operating loss | (75,201) | (27,572) | 38,995 | |||||||||
Interest expense, net | 4,245 | 2,917 | 4,359 | |||||||||
Foreign currency (gain)/loss | (440) | (269) | 56 | |||||||||
Equity in earnings | (7,625) | 4,509 | 2,739 | |||||||||
Reorganization items | 22,974 | |||||||||||
Loss before provision/(benefit) for income taxes | (94,355) | (34,729) | 31,841 | |||||||||
Provision/(benefit) for income taxes | (714) | 584 | (665) | |||||||||
Loss from continuing operations | (93,641) | (35,313) | 32,506 | |||||||||
(Loss)/income from discontinued operations | 0 | 0 | 0 | |||||||||
Net loss | (93,641) | (35,313) | 32,506 | |||||||||
Comprehensive loss attributable to non-controlling interest | 0 | 0 | 0 | |||||||||
Net loss attributable to Quiksilver, Inc. | (93,641) | (35,313) | 32,506 | |||||||||
Other comprehensive loss | 0 | 0 | 0 | |||||||||
Comprehensive loss attributable to Quiksilver, Inc. | (93,641) | (35,313) | 32,506 | |||||||||
Guarantor Subsidiaries [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Revenues, net | 275,676 | 362,182 | 475,855 | |||||||||
Cost of goods sold | 181,725 | 258,055 | 332,599 | |||||||||
Gross profit | 93,951 | 104,127 | 143,256 | |||||||||
Selling, general and administrative expense | 120,742 | 160,695 | 137,148 | |||||||||
Asset impairments | 20,606 | 4,267 | 5,939 | |||||||||
Operating loss | (47,397) | (60,835) | 169 | |||||||||
Interest expense, net | (4) | (5) | 1 | |||||||||
Foreign currency (gain)/loss | 480 | 66 | (4) | |||||||||
Equity in earnings | 0 | 0 | 0 | |||||||||
Reorganization items | 958 | |||||||||||
Loss before provision/(benefit) for income taxes | (48,831) | (60,896) | 172 | |||||||||
Provision/(benefit) for income taxes | 648 | (17,531) | (3,488) | |||||||||
Loss from continuing operations | (49,479) | (43,365) | 3,660 | |||||||||
(Loss)/income from discontinued operations | (2) | 29,244 | 5,211 | |||||||||
Net loss | (49,481) | (14,121) | 8,871 | |||||||||
Comprehensive loss attributable to non-controlling interest | 0 | 0 | 0 | |||||||||
Net loss attributable to Quiksilver, Inc. | (49,481) | (14,121) | 8,871 | |||||||||
Other comprehensive loss | 0 | 0 | 0 | |||||||||
Comprehensive loss attributable to Quiksilver, Inc. | (49,481) | (14,121) | 8,871 | |||||||||
Non-Guarantor Subsidiaries [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Revenues, net | 869,189 | 1,025,745 | 1,158,281 | |||||||||
Cost of goods sold | 445,202 | 487,092 | 548,582 | |||||||||
Gross profit | 423,987 | 538,653 | 609,699 | |||||||||
Selling, general and administrative expense | 441,846 | 522,649 | 559,152 | |||||||||
Asset impairments | 35,452 | 142,391 | 4,742 | |||||||||
Operating loss | (53,311) | (126,387) | 45,805 | |||||||||
Interest expense, net | 22,571 | 26,615 | 27,202 | |||||||||
Foreign currency (gain)/loss | 6,423 | 3,077 | 4,319 | |||||||||
Equity in earnings | 0 | 0 | 0 | |||||||||
Reorganization items | 44 | |||||||||||
Loss before provision/(benefit) for income taxes | (82,349) | (156,079) | 14,284 | |||||||||
Provision/(benefit) for income taxes | 15,656 | 12,471 | 169,951 | |||||||||
Loss from continuing operations | (98,005) | (168,550) | (155,667) | |||||||||
(Loss)/income from discontinued operations | 6,734 | (19,804) | 1,353 | |||||||||
Net loss | (91,271) | (188,354) | (154,314) | |||||||||
Comprehensive loss attributable to non-controlling interest | 788 | 9,891 | 960 | |||||||||
Net loss attributable to Quiksilver, Inc. | (90,483) | (178,463) | (153,354) | |||||||||
Other comprehensive loss | (42,343) | (16,630) | (12,494) | |||||||||
Comprehensive loss attributable to Quiksilver, Inc. | (132,826) | (195,093) | (165,848) | |||||||||
Eliminations [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Revenues, net | (102,072) | (157,757) | (243,249) | |||||||||
Cost of goods sold | (94,304) | (151,527) | (193,201) | |||||||||
Gross profit | (7,768) | (6,230) | (50,048) | |||||||||
Selling, general and administrative expense | (6,354) | (6,207) | (24,305) | |||||||||
Asset impairments | 0 | 0 | 0 | |||||||||
Operating loss | (1,414) | (23) | (25,743) | |||||||||
Interest expense, net | 0 | 0 | 0 | |||||||||
Foreign currency (gain)/loss | 0 | 0 | 0 | |||||||||
Equity in earnings | (235,019) | (227,921) | (137,709) | |||||||||
Reorganization items | 0 | |||||||||||
Loss before provision/(benefit) for income taxes | 233,605 | 227,898 | 111,966 | |||||||||
Provision/(benefit) for income taxes | 0 | 0 | 0 | |||||||||
Loss from continuing operations | 233,605 | 227,898 | 111,966 | |||||||||
(Loss)/income from discontinued operations | 0 | 0 | 11 | |||||||||
Net loss | 233,605 | 227,898 | 111,977 | |||||||||
Comprehensive loss attributable to non-controlling interest | 0 | 0 | 0 | |||||||||
Net loss attributable to Quiksilver, Inc. | 233,605 | 227,898 | 111,977 | |||||||||
Other comprehensive loss | 42,343 | 16,630 | 12,494 | |||||||||
Comprehensive loss attributable to Quiksilver, Inc. | 275,948 | 244,528 | $ 124,471 | |||||||||
APAC [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Impairments | $ 6,000 | 6,207 | 0 | |||||||||
Americas and Asia Pacific [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Impairments | 80,000 | |||||||||||
DC Shoes [Member] | QS Wholesale, Inc. [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Asset impairments | $ 38,000 | |||||||||||
DC Shoes [Member] | APAC [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Impairments | $ 6,000 |
Condensed Consolidating Fina106
Condensed Consolidating Financial Information - Condensed Consolidating Balance Sheet (Detail) - USD ($) $ in Thousands | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2012 |
Current assets: | ||||||||||
Cash and cash equivalents | $ 36,461 | $ 46,664 | $ 57,280 | $ 41,823 | ||||||
Restricted cash | 2,521 | 4,687 | ||||||||
Trade accounts receivable, net | 213,493 | $ 218,962 | $ 251,947 | $ 258,952 | 311,014 | $ 308,113 | $ 343,767 | $ 331,141 | ||
Other receivables | 25,189 | 40,847 | ||||||||
Income taxes receivable | 6,042 | 0 | ||||||||
Inventories | 295,062 | $ 338,432 | $ 291,248 | $ 306,119 | 284,517 | $ 337,164 | $ 309,585 | $ 365,075 | ||
Deferred income taxes - current | 0 | 4,926 | ||||||||
Prepaid expenses and other current assets | 29,338 | 28,080 | ||||||||
Intercompany balances | 0 | 0 | ||||||||
Current portion of assets held for sale | 0 | 20,265 | ||||||||
Total current assets | 608,106 | 741,000 | ||||||||
Restricted cash | 650 | 16,514 | ||||||||
Fixed assets, net | 160,379 | 213,768 | ||||||||
Intangible assets, net | 114,363 | 135,510 | ||||||||
Goodwill | 0 | 80,622 | 261,625 | 257,050 | ||||||
Other assets | 29,014 | 47,086 | ||||||||
Deferred income taxes - long-term | 10,011 | 16,088 | ||||||||
Investment in subsidiaries | 0 | 0 | ||||||||
Assets held for sale, net of current portion | 0 | 5,394 | ||||||||
Total assets | 922,523 | 1,255,982 | 1,617,012 | |||||||
Current liabilities: | ||||||||||
Lines of credit | 25,143 | 32,929 | ||||||||
Debtor-in-possession financing | 87,734 | 0 | ||||||||
Accounts payable | 143,517 | 168,307 | ||||||||
Accrued liabilities | 90,111 | 112,701 | ||||||||
Current portion of long-term debt | 220,518 | 2,432 | ||||||||
Income taxes payable | 5,237 | 1,124 | ||||||||
Deferred income taxes - current | 0 | 19,628 | ||||||||
Intercompany balances | 0 | 0 | ||||||||
Current portion of liabilities associated with assets held for sale | 0 | 13,266 | ||||||||
Total current liabilities not subject to compromise | 572,260 | 350,387 | ||||||||
Long-term debt, net of current portion | 903 | 793,229 | ||||||||
Income taxes payable - long-term | 9,438 | 8,683 | ||||||||
Deferred income taxes - long-term | 33,585 | 16,790 | ||||||||
Other long-term liabilities | 20,344 | 30,659 | ||||||||
Total liabilities not subject to compromise | 636,530 | 1,199,748 | ||||||||
Liabilities subject to compromise | 575,660 | 0 | ||||||||
Total liabilities | 1,212,190 | 1,199,748 | ||||||||
Stockholders’/invested equity (deficit) | (289,667) | 53,876 | ||||||||
Non-controlling interest | 0 | 2,358 | ||||||||
Total liabilities and equity/(deficit) | 922,523 | 1,255,982 | ||||||||
Quiksilver, Inc. [Member] | ||||||||||
Current assets: | ||||||||||
Cash and cash equivalents | 4,082 | 158 | 35 | 324 | ||||||
Restricted cash | 125 | 0 | ||||||||
Trade accounts receivable, net | 0 | 0 | ||||||||
Other receivables | 0 | 10 | ||||||||
Income taxes receivable | 0 | |||||||||
Inventories | 0 | 0 | ||||||||
Deferred income taxes - current | 0 | |||||||||
Prepaid expenses and other current assets | 0 | 1,579 | ||||||||
Intercompany balances | 0 | 0 | ||||||||
Current portion of assets held for sale | 0 | |||||||||
Total current assets | 4,207 | 1,747 | ||||||||
Restricted cash | 0 | 0 | ||||||||
Fixed assets, net | 18,030 | 20,381 | ||||||||
Intangible assets, net | 9,609 | 6,674 | ||||||||
Goodwill | 0 | |||||||||
Other assets | 31 | 7,097 | ||||||||
Deferred income taxes - long-term | 0 | 30,807 | ||||||||
Investment in subsidiaries | 482,444 | 722,935 | ||||||||
Assets held for sale, net of current portion | 0 | |||||||||
Total assets | 514,321 | 789,641 | ||||||||
Current liabilities: | ||||||||||
Lines of credit | 0 | 0 | ||||||||
Debtor-in-possession financing | 0 | |||||||||
Accounts payable | 397 | 4,582 | ||||||||
Accrued liabilities | 612 | 17,887 | ||||||||
Current portion of long-term debt | 0 | 0 | ||||||||
Income taxes payable | 0 | 0 | ||||||||
Deferred income taxes - current | 31,450 | |||||||||
Intercompany balances | 282,489 | 179,251 | ||||||||
Current portion of liabilities associated with assets held for sale | 0 | |||||||||
Total current liabilities not subject to compromise | 283,498 | 233,170 | ||||||||
Long-term debt, net of current portion | 0 | 501,416 | ||||||||
Income taxes payable - long-term | 0 | 0 | ||||||||
Deferred income taxes - long-term | 708 | 0 | ||||||||
Other long-term liabilities | 0 | 1,179 | ||||||||
Total liabilities not subject to compromise | 284,206 | |||||||||
Liabilities subject to compromise | 519,782 | |||||||||
Total liabilities | 803,988 | 735,765 | ||||||||
Stockholders’/invested equity (deficit) | (289,667) | 53,876 | ||||||||
Non-controlling interest | 0 | |||||||||
Total liabilities and equity/(deficit) | 514,321 | 789,641 | ||||||||
QS Wholesale, Inc. [Member] | ||||||||||
Current assets: | ||||||||||
Cash and cash equivalents | 1,447 | 2,867 | 3,733 | 1,966 | ||||||
Restricted cash | 0 | 0 | ||||||||
Trade accounts receivable, net | 42,022 | 51,663 | ||||||||
Other receivables | 5,727 | 3,402 | ||||||||
Income taxes receivable | 144 | |||||||||
Inventories | 35,764 | 25,681 | ||||||||
Deferred income taxes - current | 21,554 | |||||||||
Prepaid expenses and other current assets | 5,728 | 6,209 | ||||||||
Intercompany balances | 307,874 | 258,808 | ||||||||
Current portion of assets held for sale | 0 | |||||||||
Total current assets | 398,706 | 370,184 | ||||||||
Restricted cash | 0 | 16,514 | ||||||||
Fixed assets, net | 26,531 | 34,408 | ||||||||
Intangible assets, net | 43,179 | 43,815 | ||||||||
Goodwill | 61,982 | |||||||||
Other assets | 1,527 | 5,160 | ||||||||
Deferred income taxes - long-term | 0 | 0 | ||||||||
Investment in subsidiaries | 9,150 | 1,525 | ||||||||
Assets held for sale, net of current portion | 0 | |||||||||
Total assets | 479,093 | 533,588 | ||||||||
Current liabilities: | ||||||||||
Lines of credit | 0 | 0 | ||||||||
Debtor-in-possession financing | 70,641 | |||||||||
Accounts payable | 24,690 | 40,942 | ||||||||
Accrued liabilities | 18,801 | 15,092 | ||||||||
Current portion of long-term debt | 0 | 600 | ||||||||
Income taxes payable | 0 | 0 | ||||||||
Deferred income taxes - current | 0 | |||||||||
Intercompany balances | 0 | 0 | ||||||||
Current portion of liabilities associated with assets held for sale | 0 | |||||||||
Total current liabilities not subject to compromise | 114,132 | 56,634 | ||||||||
Long-term debt, net of current portion | 0 | 22,657 | ||||||||
Income taxes payable - long-term | 0 | 0 | ||||||||
Deferred income taxes - long-term | 15,608 | 38,052 | ||||||||
Other long-term liabilities | 5,226 | 9,800 | ||||||||
Total liabilities not subject to compromise | 134,966 | |||||||||
Liabilities subject to compromise | 31,323 | |||||||||
Total liabilities | 166,289 | 127,143 | ||||||||
Stockholders’/invested equity (deficit) | 312,804 | 406,445 | ||||||||
Non-controlling interest | 0 | |||||||||
Total liabilities and equity/(deficit) | 479,093 | 533,588 | ||||||||
Guarantor Subsidiaries [Member] | ||||||||||
Current assets: | ||||||||||
Cash and cash equivalents | 0 | (2,701) | 296 | (1,831) | ||||||
Restricted cash | 0 | 0 | ||||||||
Trade accounts receivable, net | 25,982 | 34,779 | ||||||||
Other receivables | 746 | 1,071 | ||||||||
Income taxes receivable | 0 | |||||||||
Inventories | 75,667 | 72,761 | ||||||||
Deferred income taxes - current | 0 | |||||||||
Prepaid expenses and other current assets | 5,058 | 2,941 | ||||||||
Intercompany balances | 0 | 0 | ||||||||
Current portion of assets held for sale | 28 | |||||||||
Total current assets | 107,453 | 108,879 | ||||||||
Restricted cash | 0 | 0 | ||||||||
Fixed assets, net | 12,012 | 21,259 | ||||||||
Intangible assets, net | 1,018 | 1,150 | ||||||||
Goodwill | 11,089 | |||||||||
Other assets | 415 | 1,255 | ||||||||
Deferred income taxes - long-term | 0 | 2,052 | ||||||||
Investment in subsidiaries | 0 | 0 | ||||||||
Assets held for sale, net of current portion | 0 | |||||||||
Total assets | 120,898 | 145,684 | ||||||||
Current liabilities: | ||||||||||
Lines of credit | 0 | 0 | ||||||||
Debtor-in-possession financing | 0 | |||||||||
Accounts payable | 9,125 | 22,008 | ||||||||
Accrued liabilities | 6,944 | 7,230 | ||||||||
Current portion of long-term debt | 0 | 0 | ||||||||
Income taxes payable | 352 | 0 | ||||||||
Deferred income taxes - current | 4,925 | |||||||||
Intercompany balances | 55,489 | 39,265 | ||||||||
Current portion of liabilities associated with assets held for sale | 6 | |||||||||
Total current liabilities not subject to compromise | 71,910 | 73,434 | ||||||||
Long-term debt, net of current portion | 0 | 0 | ||||||||
Income taxes payable - long-term | 0 | 0 | ||||||||
Deferred income taxes - long-term | 2,343 | 0 | ||||||||
Other long-term liabilities | 6,741 | 7,420 | ||||||||
Total liabilities not subject to compromise | 80,994 | |||||||||
Liabilities subject to compromise | 24,555 | |||||||||
Total liabilities | 105,549 | 80,854 | ||||||||
Stockholders’/invested equity (deficit) | 15,349 | 64,830 | ||||||||
Non-controlling interest | 0 | |||||||||
Total liabilities and equity/(deficit) | 120,898 | 145,684 | ||||||||
Non-Guarantor Subsidiaries [Member] | ||||||||||
Current assets: | ||||||||||
Cash and cash equivalents | 32,945 | 46,340 | 53,216 | 41,364 | ||||||
Restricted cash | 2,396 | 4,687 | ||||||||
Trade accounts receivable, net | 145,489 | 224,572 | ||||||||
Other receivables | 18,716 | 36,644 | ||||||||
Income taxes receivable | 6,042 | |||||||||
Inventories | 200,960 | 203,529 | ||||||||
Deferred income taxes - current | 4,926 | |||||||||
Prepaid expenses and other current assets | 18,552 | 17,351 | ||||||||
Intercompany balances | 30,104 | 0 | ||||||||
Current portion of assets held for sale | 20,237 | |||||||||
Total current assets | 455,204 | 558,286 | ||||||||
Restricted cash | 650 | 0 | ||||||||
Fixed assets, net | 103,806 | 137,720 | ||||||||
Intangible assets, net | 60,557 | 83,871 | ||||||||
Goodwill | 7,551 | |||||||||
Other assets | 27,041 | 33,574 | ||||||||
Deferred income taxes - long-term | 10,011 | 16,088 | ||||||||
Investment in subsidiaries | 0 | 0 | ||||||||
Assets held for sale, net of current portion | 5,394 | |||||||||
Total assets | 657,269 | 842,484 | ||||||||
Current liabilities: | ||||||||||
Lines of credit | 25,143 | 32,929 | ||||||||
Debtor-in-possession financing | 17,093 | |||||||||
Accounts payable | 109,305 | 100,775 | ||||||||
Accrued liabilities | 65,767 | 72,492 | ||||||||
Current portion of long-term debt | 220,518 | 1,832 | ||||||||
Income taxes payable | 5,029 | 1,404 | ||||||||
Deferred income taxes - current | 4,807 | |||||||||
Intercompany balances | 0 | 40,292 | ||||||||
Current portion of liabilities associated with assets held for sale | 13,260 | |||||||||
Total current liabilities not subject to compromise | 442,855 | 267,791 | ||||||||
Long-term debt, net of current portion | 903 | 269,156 | ||||||||
Income taxes payable - long-term | 9,438 | 8,683 | ||||||||
Deferred income taxes - long-term | 14,926 | 11,597 | ||||||||
Other long-term liabilities | 8,377 | 12,260 | ||||||||
Total liabilities not subject to compromise | 476,499 | |||||||||
Liabilities subject to compromise | 0 | |||||||||
Total liabilities | 476,499 | 569,487 | ||||||||
Stockholders’/invested equity (deficit) | 180,770 | 270,639 | ||||||||
Non-controlling interest | 2,358 | |||||||||
Total liabilities and equity/(deficit) | 657,269 | 842,484 | ||||||||
Eliminations [Member] | ||||||||||
Current assets: | ||||||||||
Cash and cash equivalents | (2,013) | 0 | $ 0 | $ 0 | ||||||
Restricted cash | 0 | 0 | ||||||||
Trade accounts receivable, net | 0 | 0 | ||||||||
Other receivables | 0 | (280) | ||||||||
Income taxes receivable | (144) | |||||||||
Inventories | (17,329) | (17,454) | ||||||||
Deferred income taxes - current | (21,554) | |||||||||
Prepaid expenses and other current assets | 0 | 0 | ||||||||
Intercompany balances | (337,978) | (258,808) | ||||||||
Current portion of assets held for sale | 0 | |||||||||
Total current assets | (357,464) | (298,096) | ||||||||
Restricted cash | 0 | 0 | ||||||||
Fixed assets, net | 0 | 0 | ||||||||
Intangible assets, net | 0 | 0 | ||||||||
Goodwill | 0 | |||||||||
Other assets | 0 | 0 | ||||||||
Deferred income taxes - long-term | 0 | (32,859) | ||||||||
Investment in subsidiaries | (491,594) | (724,460) | ||||||||
Assets held for sale, net of current portion | 0 | |||||||||
Total assets | (849,058) | (1,055,415) | ||||||||
Current liabilities: | ||||||||||
Lines of credit | 0 | 0 | ||||||||
Debtor-in-possession financing | 0 | |||||||||
Accounts payable | 0 | 0 | ||||||||
Accrued liabilities | (2,013) | 0 | ||||||||
Current portion of long-term debt | 0 | 0 | ||||||||
Income taxes payable | (144) | (280) | ||||||||
Deferred income taxes - current | (21,554) | |||||||||
Intercompany balances | (337,978) | (258,808) | ||||||||
Current portion of liabilities associated with assets held for sale | 0 | |||||||||
Total current liabilities not subject to compromise | (340,135) | (280,642) | ||||||||
Long-term debt, net of current portion | 0 | 0 | ||||||||
Income taxes payable - long-term | 0 | 0 | ||||||||
Deferred income taxes - long-term | 0 | (32,859) | ||||||||
Other long-term liabilities | 0 | 0 | ||||||||
Total liabilities not subject to compromise | (340,135) | |||||||||
Liabilities subject to compromise | 0 | |||||||||
Total liabilities | (340,135) | (313,501) | ||||||||
Stockholders’/invested equity (deficit) | (508,923) | (741,914) | ||||||||
Non-controlling interest | 0 | |||||||||
Total liabilities and equity/(deficit) | $ (849,058) | $ (1,055,415) |
Condensed Consolidating Fina107
Condensed Consolidating Financial Information - Condensed Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2012 | |
Cash flows from operating activities: | ||||
Net loss | $ (306,960) | $ (317,954) | $ (230,384) | |
Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: | ||||
Income from discontinued operations | (6,732) | (9,440) | (5,886) | |
Depreciation and amortization | 42,720 | 51,938 | 49,958 | |
Stock-based compensation | 4,342 | 17,260 | 21,556 | |
Provision for doubtful accounts | 9,533 | 21,856 | 5,729 | |
Asset impairments | 118,538 | 189,131 | 12,327 | |
Reorganization items - non-cash | 17,894 | 0 | 0 | |
Equity in earnings | 2,091 | 228 | 613 | |
Interest expense - non-cash | 3,035 | 3,469 | 6,795 | |
Deferred income taxes | (319) | (4,823) | 159,097 | |
Other adjustments to reconcile net loss | 2,440 | (6,520) | (1,382) | |
Changes in operating assets and liabilities: | ||||
Trade accounts receivable | 62,674 | 49,551 | (10,194) | |
Inventories | (30,850) | 37,784 | (6,027) | |
Intercompany | 0 | 0 | ||
Other operating assets and liabilities | 34,339 | (41,001) | 22,686 | |
Cash (used in)/provided by operating activities of continuing operations | (47,255) | (8,521) | 24,888 | |
Cash provided by/(used in) operating activities of discontinued operations | 4,668 | (18,414) | 2,304 | |
Net cash (used in)/provided by operating activities | (42,587) | (26,935) | 27,192 | |
Cash flows from investing activities: | ||||
Proceeds from sale of fixed assets | 499 | 5,650 | 859 | |
Capital expenditures | (32,976) | (53,415) | (52,182) | |
Changes in restricted cash | 18,030 | (21,201) | 0 | |
Intercompany | (77,533) | |||
Cash used in investing activities of continuing operations | (91,980) | |||
Cash used in investing activities of continuing operations | (14,447) | (68,966) | (51,323) | |
Cash provided by/(used in) investing activities of discontinued operations | 10,713 | 75,114 | (2,570) | |
Net cash (used in)/provided by investing activities | (81,267) | |||
Net cash (used in)/provided by investing activities | (3,734) | 6,148 | (53,893) | |
Cash flows from financing activities: | ||||
Transactions with non-controlling interest owners | 0 | 0 | (58) | |
Borrowings on lines of credit | 66,339 | 57,413 | 6,157 | |
Payments on lines of credit | (69,894) | (24,485) | (22,561) | |
Borrowings on debtor-in-possession financing | 108,963 | 0 | 0 | |
Payments on debtor-in-possession financing | (73,060) | 0 | 0 | |
Payments on debtor-in-possession financing fees | (900) | 0 | 0 | |
Borrowings on long-term debt | 106,263 | 197,086 | 652,915 | |
Payments on debt | (92,294) | (222,172) | (582,456) | |
Payments of debt issuance costs | 0 | (123) | (14,277) | |
Stock option exercises and employee stock purchases | 629 | 5,902 | 9,944 | |
Intercompany | 77,533 | 0 | 0 | |
Cash (used in)/provided by financing activities of continuing operations | 123,579 | |||
Cash provided by financing activities of continuing operations | 46,046 | 13,621 | 49,664 | |
Cash provided by financing activities of discontinued operations | 0 | 0 | ||
Net cash provided by/(used in) financing activities | 123,579 | |||
Net cash provided by financing activities | 46,046 | 13,621 | 49,664 | |
Effect of exchange rate changes on cash | (9,928) | (3,450) | (7,506) | |
Net (decrease)/increase in cash and cash equivalents | (10,203) | (10,616) | 15,457 | |
Cash and cash equivalents | 36,461 | 46,664 | 57,280 | $ 41,823 |
Quiksilver, Inc. [Member] | ||||
Cash flows from operating activities: | ||||
Net loss | (306,172) | (308,064) | (229,424) | |
Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: | ||||
Income from discontinued operations | 0 | 0 | 689 | |
Depreciation and amortization | 2,989 | 2,696 | 2,218 | |
Stock-based compensation | 4,342 | 17,260 | 21,556 | |
Provision for doubtful accounts | 0 | 0 | 0 | |
Asset impairments | 0 | 2,043 | 0 | |
Reorganization items - non-cash | 10,454 | |||
Equity in earnings | 242,644 | 223,412 | 134,970 | |
Interest expense - non-cash | 1,688 | 1,911 | 4,702 | |
Deferred income taxes | 48 | 0 | 0 | |
Other adjustments to reconcile net loss | (1,178) | (375) | 316 | |
Changes in operating assets and liabilities: | ||||
Trade accounts receivable | 0 | 0 | 0 | |
Inventories | 0 | 0 | 0 | |
Intercompany | 130,730 | 132,629 | ||
Other operating assets and liabilities | (11,861) | (16,870) | 8,327 | |
Cash (used in)/provided by operating activities of continuing operations | 73,684 | 54,642 | (56,646) | |
Cash provided by/(used in) operating activities of discontinued operations | 0 | 0 | 0 | |
Net cash (used in)/provided by operating activities | 73,684 | 54,642 | (56,646) | |
Cash flows from investing activities: | ||||
Proceeds from sale of fixed assets | 0 | 174 | 55 | |
Capital expenditures | (3,496) | (6,480) | (7,347) | |
Changes in restricted cash | (125) | 0 | ||
Intercompany | (66,092) | |||
Cash used in investing activities of continuing operations | (69,713) | |||
Cash used in investing activities of continuing operations | (6,306) | (7,292) | ||
Cash provided by/(used in) investing activities of discontinued operations | 0 | 0 | 0 | |
Net cash (used in)/provided by investing activities | (69,713) | |||
Net cash (used in)/provided by investing activities | (6,306) | (7,292) | ||
Cash flows from financing activities: | ||||
Transactions with non-controlling interest owners | 0 | |||
Borrowings on lines of credit | 0 | 0 | 0 | |
Payments on lines of credit | 0 | 0 | 0 | |
Borrowings on debtor-in-possession financing | 0 | |||
Payments on debtor-in-possession financing | 0 | |||
Payments on debtor-in-possession financing fees | 0 | |||
Borrowings on long-term debt | 0 | 0 | 500,776 | |
Payments on debt | (577) | 0 | (400,000) | |
Payments of debt issuance costs | (160) | (9,965) | ||
Stock option exercises and employee stock purchases | 629 | 5,902 | 9,944 | |
Intercompany | 0 | (53,955) | (37,106) | |
Cash (used in)/provided by financing activities of continuing operations | 52 | |||
Cash provided by financing activities of continuing operations | (48,213) | 63,649 | ||
Cash provided by financing activities of discontinued operations | 0 | 0 | ||
Net cash provided by/(used in) financing activities | 52 | |||
Net cash provided by financing activities | (48,213) | 63,649 | ||
Effect of exchange rate changes on cash | (99) | 0 | 0 | |
Net (decrease)/increase in cash and cash equivalents | 3,924 | 123 | (289) | |
Cash and cash equivalents | 4,082 | 158 | 35 | 324 |
QS Wholesale, Inc. [Member] | ||||
Cash flows from operating activities: | ||||
Net loss | (93,641) | (35,313) | 32,506 | |
Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: | ||||
Income from discontinued operations | 0 | 0 | 0 | |
Depreciation and amortization | 10,403 | 10,712 | 11,556 | |
Stock-based compensation | 0 | 0 | 0 | |
Provision for doubtful accounts | 1,521 | 15,515 | (129) | |
Asset impairments | 62,480 | 40,430 | 1,646 | |
Reorganization items - non-cash | 7,440 | |||
Equity in earnings | (7,625) | 4,509 | 2,739 | |
Interest expense - non-cash | 1,146 | 1,016 | 1,312 | |
Deferred income taxes | (911) | 1,467 | (1,750) | |
Other adjustments to reconcile net loss | (167) | (295) | 27 | |
Changes in operating assets and liabilities: | ||||
Trade accounts receivable | 8,120 | 10,187 | (9,322) | |
Inventories | (10,083) | 21,738 | (7,293) | |
Intercompany | (35,152) | (45,566) | ||
Other operating assets and liabilities | 8,254 | 5,948 | 3,080 | |
Cash (used in)/provided by operating activities of continuing operations | (48,215) | 30,348 | 34,372 | |
Cash provided by/(used in) operating activities of discontinued operations | 0 | (18,791) | 0 | |
Net cash (used in)/provided by operating activities | (48,215) | 11,557 | 34,372 | |
Cash flows from investing activities: | ||||
Proceeds from sale of fixed assets | 26 | 94 | 0 | |
Capital expenditures | (2,156) | (12,365) | (6,606) | |
Changes in restricted cash | 16,514 | (16,514) | ||
Intercompany | (11,441) | |||
Cash used in investing activities of continuing operations | 2,943 | |||
Cash used in investing activities of continuing operations | (28,785) | (6,606) | ||
Cash provided by/(used in) investing activities of discontinued operations | 0 | 19,000 | 0 | |
Net cash (used in)/provided by investing activities | 2,943 | |||
Net cash (used in)/provided by investing activities | (9,785) | (6,606) | ||
Cash flows from financing activities: | ||||
Transactions with non-controlling interest owners | (58) | |||
Borrowings on lines of credit | 0 | 0 | 0 | |
Payments on lines of credit | 0 | 0 | 0 | |
Borrowings on debtor-in-possession financing | 105,454 | |||
Payments on debtor-in-possession financing | (70,618) | |||
Payments on debtor-in-possession financing fees | (900) | |||
Borrowings on long-term debt | 63,561 | 117,068 | 59,829 | |
Payments on debt | (53,645) | (95,976) | (129,123) | |
Payments of debt issuance costs | 37 | (4,312) | ||
Stock option exercises and employee stock purchases | 0 | 0 | 0 | |
Intercompany | 0 | (22,801) | 47,665 | |
Cash (used in)/provided by financing activities of continuing operations | 43,852 | |||
Cash provided by financing activities of continuing operations | (1,672) | (25,999) | ||
Cash provided by financing activities of discontinued operations | (966) | 0 | ||
Net cash provided by/(used in) financing activities | 43,852 | |||
Net cash provided by financing activities | (2,638) | (25,999) | ||
Effect of exchange rate changes on cash | 0 | 0 | 0 | |
Net (decrease)/increase in cash and cash equivalents | (1,420) | (866) | 1,767 | |
Cash and cash equivalents | 1,447 | 2,867 | 3,733 | 1,966 |
Guarantor Subsidiaries [Member] | ||||
Cash flows from operating activities: | ||||
Net loss | (49,481) | (14,121) | 8,871 | |
Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: | ||||
Income from discontinued operations | 2 | (29,244) | (5,211) | |
Depreciation and amortization | 6,049 | 9,752 | 6,031 | |
Stock-based compensation | 0 | 0 | 0 | |
Provision for doubtful accounts | 540 | 437 | (1,823) | |
Asset impairments | 20,606 | 4,267 | 5,939 | |
Reorganization items - non-cash | 0 | |||
Equity in earnings | 0 | 0 | 0 | |
Interest expense - non-cash | 0 | 0 | 0 | |
Deferred income taxes | (550) | 0 | 0 | |
Other adjustments to reconcile net loss | 94 | (306) | (196) | |
Changes in operating assets and liabilities: | ||||
Trade accounts receivable | 8,260 | 9,850 | 33,619 | |
Inventories | (1,492) | 21,342 | 5,774 | |
Intercompany | (61,387) | (128,989) | ||
Other operating assets and liabilities | 11,642 | (18,527) | (20,748) | |
Cash (used in)/provided by operating activities of continuing operations | (65,717) | (145,539) | 32,256 | |
Cash provided by/(used in) operating activities of discontinued operations | (2) | 16,805 | 1,515 | |
Net cash (used in)/provided by operating activities | (65,719) | (128,734) | 33,771 | |
Cash flows from investing activities: | ||||
Proceeds from sale of fixed assets | 0 | 532 | 12 | |
Capital expenditures | (9,113) | (10,569) | (7,965) | |
Changes in restricted cash | 0 | 0 | ||
Intercompany | 0 | |||
Cash used in investing activities of continuing operations | (9,113) | |||
Cash used in investing activities of continuing operations | (10,037) | (7,953) | ||
Cash provided by/(used in) investing activities of discontinued operations | 0 | 58,052 | (268) | |
Net cash (used in)/provided by investing activities | (9,113) | |||
Net cash (used in)/provided by investing activities | 48,015 | (8,221) | ||
Cash flows from financing activities: | ||||
Transactions with non-controlling interest owners | 0 | |||
Borrowings on lines of credit | 0 | 0 | 0 | |
Payments on lines of credit | 0 | 0 | 0 | |
Borrowings on debtor-in-possession financing | 0 | |||
Payments on debtor-in-possession financing | 0 | |||
Payments on debtor-in-possession financing fees | 0 | |||
Borrowings on long-term debt | 0 | 0 | 0 | |
Payments on debt | 0 | 0 | 0 | |
Payments of debt issuance costs | 0 | 0 | ||
Stock option exercises and employee stock purchases | 0 | 0 | 0 | |
Intercompany | 77,533 | 76,756 | (23,423) | |
Cash (used in)/provided by financing activities of continuing operations | 77,533 | |||
Cash provided by financing activities of continuing operations | 76,756 | (23,423) | ||
Cash provided by financing activities of discontinued operations | 966 | 0 | ||
Net cash provided by/(used in) financing activities | 77,533 | |||
Net cash provided by financing activities | 77,722 | (23,423) | ||
Effect of exchange rate changes on cash | 0 | 0 | 0 | |
Net (decrease)/increase in cash and cash equivalents | 2,701 | (2,997) | 2,127 | |
Cash and cash equivalents | 0 | (2,701) | 296 | (1,831) |
Non-Guarantor Subsidiaries [Member] | ||||
Cash flows from operating activities: | ||||
Net loss | (91,271) | (188,354) | (154,314) | |
Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: | ||||
Income from discontinued operations | (6,734) | 19,804 | (1,353) | |
Depreciation and amortization | 23,279 | 28,778 | 30,153 | |
Stock-based compensation | 0 | 0 | 0 | |
Provision for doubtful accounts | 7,472 | 5,904 | 7,681 | |
Asset impairments | 35,452 | 142,391 | 4,742 | |
Reorganization items - non-cash | 0 | |||
Equity in earnings | 2,091 | 228 | 613 | |
Interest expense - non-cash | 201 | 542 | 781 | |
Deferred income taxes | 1,094 | (6,290) | 160,847 | |
Other adjustments to reconcile net loss | 3,691 | (5,544) | (1,529) | |
Changes in operating assets and liabilities: | ||||
Trade accounts receivable | 46,294 | 29,514 | (34,491) | |
Inventories | (20,689) | (5,319) | (30,251) | |
Intercompany | (32,178) | 41,926 | ||
Other operating assets and liabilities | 26,304 | (11,552) | 32,027 | |
Cash (used in)/provided by operating activities of continuing operations | (4,994) | 52,028 | 14,906 | |
Cash provided by/(used in) operating activities of discontinued operations | 4,670 | (16,428) | 789 | |
Net cash (used in)/provided by operating activities | (324) | 35,600 | 15,695 | |
Cash flows from investing activities: | ||||
Proceeds from sale of fixed assets | 473 | 4,850 | 792 | |
Capital expenditures | (18,211) | (24,001) | (30,264) | |
Changes in restricted cash | 1,641 | (4,687) | ||
Intercompany | 0 | |||
Cash used in investing activities of continuing operations | (16,097) | |||
Cash used in investing activities of continuing operations | (23,838) | (29,472) | ||
Cash provided by/(used in) investing activities of discontinued operations | 10,713 | (1,938) | (2,302) | |
Net cash (used in)/provided by investing activities | (5,384) | |||
Net cash (used in)/provided by investing activities | (25,776) | (31,774) | ||
Cash flows from financing activities: | ||||
Transactions with non-controlling interest owners | 0 | |||
Borrowings on lines of credit | 66,339 | 57,413 | 6,157 | |
Payments on lines of credit | (69,894) | (24,485) | (22,561) | |
Borrowings on debtor-in-possession financing | 3,509 | |||
Payments on debtor-in-possession financing | (2,442) | |||
Payments on debtor-in-possession financing fees | 0 | |||
Borrowings on long-term debt | 42,702 | 80,018 | 92,310 | |
Payments on debt | (38,072) | (126,196) | (53,333) | |
Payments of debt issuance costs | 0 | 0 | ||
Stock option exercises and employee stock purchases | 0 | 0 | 0 | |
Intercompany | 0 | 0 | 12,864 | |
Cash (used in)/provided by financing activities of continuing operations | 2,142 | |||
Cash provided by financing activities of continuing operations | (13,250) | 35,437 | ||
Cash provided by financing activities of discontinued operations | 0 | 0 | ||
Net cash provided by/(used in) financing activities | 2,142 | |||
Net cash provided by financing activities | (13,250) | 35,437 | ||
Effect of exchange rate changes on cash | (9,829) | (3,450) | (7,506) | |
Net (decrease)/increase in cash and cash equivalents | (13,395) | (6,876) | 11,852 | |
Cash and cash equivalents | 32,945 | 46,340 | 53,216 | 41,364 |
Eliminations [Member] | ||||
Cash flows from operating activities: | ||||
Net loss | 233,605 | 227,898 | 111,977 | |
Adjustments to reconcile net loss to net cash (used in)/provided by operating activities: | ||||
Income from discontinued operations | 0 | 0 | (11) | |
Depreciation and amortization | 0 | 0 | 0 | |
Stock-based compensation | 0 | 0 | 0 | |
Provision for doubtful accounts | 0 | 0 | 0 | |
Asset impairments | 0 | 0 | 0 | |
Reorganization items - non-cash | 0 | |||
Equity in earnings | (235,019) | (227,921) | $ (137,709) | |
Interest expense - non-cash | 0 | 0 | ||
Deferred income taxes | 0 | 0 | $ 0 | |
Other adjustments to reconcile net loss | 0 | 0 | 0 | |
Changes in operating assets and liabilities: | ||||
Trade accounts receivable | 0 | 0 | 0 | |
Inventories | 1,414 | 23 | 25,743 | |
Intercompany | (2,013) | 0 | ||
Other operating assets and liabilities | 0 | 0 | 0 | |
Cash (used in)/provided by operating activities of continuing operations | (2,013) | 0 | 0 | |
Cash provided by/(used in) operating activities of discontinued operations | 0 | 0 | 0 | |
Net cash (used in)/provided by operating activities | (2,013) | 0 | 0 | |
Cash flows from investing activities: | ||||
Proceeds from sale of fixed assets | 0 | 0 | 0 | |
Capital expenditures | 0 | 0 | 0 | |
Changes in restricted cash | 0 | 0 | ||
Intercompany | 0 | |||
Cash used in investing activities of continuing operations | 0 | |||
Cash used in investing activities of continuing operations | 0 | 0 | ||
Cash provided by/(used in) investing activities of discontinued operations | 0 | 0 | 0 | |
Net cash (used in)/provided by investing activities | 0 | |||
Net cash (used in)/provided by investing activities | 0 | 0 | ||
Cash flows from financing activities: | ||||
Transactions with non-controlling interest owners | 0 | |||
Borrowings on lines of credit | 0 | 0 | 0 | |
Payments on lines of credit | 0 | 0 | 0 | |
Borrowings on debtor-in-possession financing | 0 | |||
Payments on debtor-in-possession financing | 0 | |||
Payments on debtor-in-possession financing fees | 0 | |||
Borrowings on long-term debt | 0 | 0 | 0 | |
Payments on debt | 0 | 0 | 0 | |
Payments of debt issuance costs | 0 | 0 | ||
Stock option exercises and employee stock purchases | 0 | 0 | 0 | |
Intercompany | 0 | 0 | 0 | |
Cash (used in)/provided by financing activities of continuing operations | 0 | |||
Cash provided by financing activities of continuing operations | 0 | 0 | ||
Cash provided by financing activities of discontinued operations | 0 | 0 | ||
Net cash provided by/(used in) financing activities | 0 | |||
Net cash provided by financing activities | 0 | 0 | ||
Effect of exchange rate changes on cash | 0 | 0 | 0 | |
Net (decrease)/increase in cash and cash equivalents | (2,013) | 0 | 0 | |
Cash and cash equivalents | $ (2,013) | $ 0 | $ 0 | $ 0 |
Restatement of Prior Period 108
Restatement of Prior Period Financial Statements - Balance Sheet (Details) - USD ($) $ in Thousands | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2012 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||
Trade accounts receivable, net | $ 213,493 | $ 218,962 | $ 251,947 | $ 258,952 | $ 311,014 | $ 308,113 | $ 343,767 | $ 331,141 | ||
Inventories | 295,062 | $ 338,432 | $ 291,248 | $ 306,119 | 284,517 | $ 337,164 | $ 309,585 | $ 365,075 | ||
Total current assets | 608,106 | 741,000 | ||||||||
Assets held for sale, net of current portion | 0 | 5,394 | ||||||||
Total assets | 922,523 | 1,255,982 | $ 1,617,012 | |||||||
Income taxes payable | 5,237 | 1,124 | ||||||||
Current portion of liabilities associated with assets held for sale | 0 | 13,266 | ||||||||
Total current liabilities | 572,260 | 350,387 | ||||||||
Total liabilities | 1,212,190 | 1,199,748 | ||||||||
Accumulated deficit | (893,579) | (587,407) | ||||||||
Accumulated other comprehensive income | 14,945 | 57,288 | 73,918 | $ 86,412 | ||||||
Total Quiksilver, Inc. stockholders’ equity/(deficit) | (289,667) | 53,876 | ||||||||
Non-controlling interest | 0 | 2,358 | ||||||||
Total equity/(deficit) | (289,667) | 56,234 | 384,200 | 595,637 | ||||||
Operating Segments [Member] | Americas Segment [Member] | ||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||
Total assets | 328,386 | 464,831 | 577,563 | |||||||
Operating Segments [Member] | EMEA [Member] | ||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||
Total assets | $ 356,920 | 513,303 | 744,936 | |||||||
As Previously Reported [Member] | ||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||
Trade accounts receivable, net | 319,840 | |||||||||
Inventories | 278,780 | |||||||||
Total current assets | 744,089 | |||||||||
Assets held for sale, net of current portion | 2,987 | |||||||||
Total assets | 1,256,664 | |||||||||
Income taxes payable | 1,156 | |||||||||
Current portion of liabilities associated with assets held for sale | 12,640 | |||||||||
Total current liabilities | 349,793 | |||||||||
Total liabilities | 1,199,154 | |||||||||
Accumulated deficit | (585,263) | |||||||||
Accumulated other comprehensive income | 57,298 | |||||||||
Total Quiksilver, Inc. stockholders’ equity/(deficit) | 56,030 | |||||||||
Non-controlling interest | 1,480 | |||||||||
Total equity/(deficit) | 57,510 | 387,658 | $ 602,236 | |||||||
As Previously Reported [Member] | Operating Segments [Member] | Americas Segment [Member] | ||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||
Total assets | 467,920 | $ 581,021 | ||||||||
As Previously Reported [Member] | Operating Segments [Member] | EMEA [Member] | ||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||
Total assets | $ 510,896 |
Restatement of Prior Period 109
Restatement of Prior Period Financial Statements - Income Statement (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Revenues, net | $ 335,900 | $ 336,134 | $ 333,052 | $ 340,854 | $ 401,388 | $ 378,215 | $ 396,941 | $ 394,910 | $ 1,345,940 | $ 1,571,454 | $ 1,819,544 |
Gross profit | 133,746 | 161,392 | 156,798 | 169,444 | 187,209 | 181,071 | 194,290 | 200,640 | 621,380 | 763,210 | 875,572 |
Operating (loss)/income | (189,982) | (253,102) | 5,688 | ||||||||
Loss from continuing operations | (313,692) | (327,394) | (236,270) | ||||||||
Net loss attributable to Quiksilver, Inc. | $ (133,096) | $ (124,712) | $ (37,594) | $ (10,770) | $ (50,538) | $ (220,592) | $ (53,124) | $ 16,191 | $ (306,172) | $ (308,063) | $ (229,424) |
Net loss per share attributable to Quiksilver, Inc. (usd per share) | $ (1.79) | $ (1.81) | $ (1.37) | ||||||||
Operating Segments [Member] | Americas Segment [Member] | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Revenues, net | $ 618,691 | $ 724,482 | $ 902,307 | ||||||||
Gross profit | 251,023 | 299,279 | 373,429 | ||||||||
Operating (loss)/income | $ (121,206) | (42,152) | 44,482 | ||||||||
As Previously Reported [Member] | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Revenues, net | 1,570,399 | 1,810,570 | |||||||||
Gross profit | 762,841 | 872,431 | |||||||||
Operating (loss)/income | (253,471) | 2,547 | |||||||||
Loss from continuing operations | (327,795) | (239,411) | |||||||||
Net loss attributable to Quiksilver, Inc. | $ (309,377) | $ (232,565) | |||||||||
Net loss per share attributable to Quiksilver, Inc. (usd per share) | $ (1.81) | $ (1.39) | |||||||||
As Previously Reported [Member] | Operating Segments [Member] | Americas Segment [Member] | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Revenues, net | $ 723,427 | $ 893,333 | |||||||||
Gross profit | 298,910 | 370,288 | |||||||||
Operating (loss)/income | $ (25,511) | $ 41,431 |
Voluntary Reorganization Und110
Voluntary Reorganization Under Chapter 11 (Details) - USD ($) | Sep. 09, 2015 | Oct. 31, 2015 | Dec. 04, 2015 | Sep. 08, 2015 |
Fresh-Start Adjustment [Line Items] | ||||
Percent of debt holders in agreement with bankruptcy plan | 73.00% | |||
Key employee incentive compensation recognized | $ 600,000 | |||
Amount paid to settle claims | $ 12,500,000 | |||
Debtor-in-Possession Financing, Amount Arranged | $ 175,000,000 | 175,000,000 | ||
Extinguishment of Debt, Amount | $ 510,000,000 | |||
Senior Secured Notes Due Two Zero One Eight [Member] | ||||
Fresh-Start Adjustment [Line Items] | ||||
Face amount | 280,000,000 | |||
Senior Notes Due Two Thousand And Twenty [Member] | ||||
Fresh-Start Adjustment [Line Items] | ||||
Face amount | 225,000,000 | |||
ABL Credit Facility [Member] | ||||
Fresh-Start Adjustment [Line Items] | ||||
Other Long-term Debt | $ 93,000,000 | |||
Revolving Credit Facility [Member] | ||||
Fresh-Start Adjustment [Line Items] | ||||
Debtor-in-Possession Financing, Amount Arranged | 60,000,000 | |||
Delayed Draw Term Loan [Member] | ||||
Fresh-Start Adjustment [Line Items] | ||||
Debtor-in-Possession Financing, Amount Arranged | 115,000,000 | |||
Debtor-in-Possession Financing, Amount Arrangement Available Upon Entry of the Interim Order | $ 70,000,000 | |||
Subsequent Event [Member] | ||||
Fresh-Start Adjustment [Line Items] | ||||
Debtor Reorganization Items, Contingent Employee Related Charges | $ 2,000,000 |
Liabilities Subject to Compr111
Liabilities Subject to Compromise (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2015 | Oct. 31, 2014 | |
Total debt subject to compromise | $ 506,749 | |
Accounts payable | 44,545 | |
Lease obligations | 3,363 | |
Workforce restructuring liabilities | 9,715 | |
Accrued interest - 2018 Notes and 2020 Notes | 4,703 | |
Other miscellaneous claims subject to compromise | 6,585 | |
Total liabilities subject to compromise | 575,660 | $ 0 |
Contractual interest expense not recognized in statement of operations or the consolidated balance sheet | 6,000 | |
Senior Secured Notes Due Two Zero One Eight [Member] | ||
Total debt subject to compromise | 280,000 | |
Senior Notes Due Two Thousand And Twenty [Member] | ||
Total debt subject to compromise | 225,000 | |
Other Unsecured Debt [Member] | ||
Total debt subject to compromise | $ 1,749 |
Reorganization Items (Details)
Reorganization Items (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Reorganizations [Abstract] | |||
Professional fees | $ 15,126 | ||
Provision for rejected executory contracts | 954 | ||
Unamortized deferred financing costs | 12,617 | ||
Petition related debt discounts | 6,539 | ||
Reorganization items | $ 35,236 | $ 0 | $ 0 |
Condensed Combined Financial113
Condensed Combined Financial Information - Condensed Combined Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenues, net | $ 335,900 | $ 336,134 | $ 333,052 | $ 340,854 | $ 401,388 | $ 378,215 | $ 396,941 | $ 394,910 | $ 1,345,940 | $ 1,571,454 | $ 1,819,544 |
Gross profit | 133,746 | 161,392 | 156,798 | 169,444 | 187,209 | 181,071 | 194,290 | 200,640 | 621,380 | 763,210 | 875,572 |
Selling, general and administrative expense | 692,824 | 827,181 | 857,557 | ||||||||
Asset impairments | 118,538 | 189,131 | 12,327 | ||||||||
Operating (loss)/income | (189,982) | (253,102) | 5,688 | ||||||||
Interest expense, net | 66,729 | 75,991 | 71,049 | ||||||||
Equity in earnings | 0 | 0 | 0 | ||||||||
Reorganization items | 35,236 | 0 | 0 | ||||||||
Loss before provision/(benefit) for income taxes | (298,055) | (331,751) | (70,050) | ||||||||
Provision/(Benefit) for income taxes | 15,637 | (4,357) | 166,220 | ||||||||
Loss from continuing operations | (313,692) | (327,394) | (236,270) | ||||||||
(Loss)/income from discontinued operations | 6,732 | 9,440 | 5,886 | ||||||||
Net loss | (306,960) | (317,954) | (230,384) | ||||||||
Less: net loss attributable to non-controlling interest | 788 | 9,891 | 960 | ||||||||
Net loss attributable to Quiksilver, Inc. | $ (133,096) | $ (124,712) | $ (37,594) | $ (10,770) | $ (50,538) | $ (220,592) | $ (53,124) | $ 16,191 | (306,172) | $ (308,063) | $ (229,424) |
Debtors [Member] | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenues, net | 498,123 | ||||||||||
Gross profit | 203,747 | ||||||||||
Selling, general and administrative expense | 257,332 | ||||||||||
Asset impairments | 83,086 | ||||||||||
Operating (loss)/income | (136,671) | ||||||||||
Interest expense, net | 43,843 | ||||||||||
Equity in earnings | 91,271 | ||||||||||
Reorganization items | 35,192 | ||||||||||
Loss before provision/(benefit) for income taxes | (306,977) | ||||||||||
Provision/(Benefit) for income taxes | (19) | ||||||||||
Loss from continuing operations | (306,958) | ||||||||||
(Loss)/income from discontinued operations | (2) | ||||||||||
Net loss | (306,960) | ||||||||||
Less: net loss attributable to non-controlling interest | 788 | ||||||||||
Net loss attributable to Quiksilver, Inc. | $ (306,172) |
Condensed Combined Financial114
Condensed Combined Financial Information - Condensed Combined Balance Sheet (Details) - USD ($) $ in Thousands | Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 |
Condensed Balance Sheet Statements, Captions [Line Items] | |||
Current assets excluding intercompany receivables | $ 608,106 | $ 741,000 | |
Intercompany receivables | 0 | 0 | |
Fixed assets, net | 160,379 | 213,768 | |
Intangible assets, net | 114,363 | 135,510 | |
Other assets | 29,014 | 47,086 | |
Investment in subsidiaries | 0 | 0 | |
Total assets | 922,523 | 1,255,982 | $ 1,617,012 |
Debtor-in-possession financing | 87,734 | 0 | |
Accounts payable, accrued liabilities and income taxes payable | 143,517 | 168,307 | |
Intercompany payable | 0 | 0 | |
Total current liabilities not subject to compromise | 572,260 | 350,387 | |
Deferred income taxes - long-term and other long-term liabilities | 33,585 | 16,790 | |
Total liabilities not subject to compromise | 636,530 | 1,199,748 | |
Liabilities subject to compromise (See Note 23) | 575,660 | 0 | |
Total liabilities | 1,212,190 | 1,199,748 | |
Stockholders’/invested equity (deficit) | (289,667) | 53,876 | |
Total liabilities and equity/(deficit) | 922,523 | $ 1,255,982 | |
Debtors [Member] | |||
Condensed Balance Sheet Statements, Captions [Line Items] | |||
Current assets excluding intercompany receivables | 177,395 | ||
Intercompany receivables | 71,312 | ||
Fixed assets, net | 56,573 | ||
Intangible assets, net | 53,806 | ||
Other assets | 1,973 | ||
Investment in subsidiaries | 453,132 | ||
Total assets | 814,191 | ||
Debtor-in-possession financing | 70,641 | ||
Accounts payable, accrued liabilities and income taxes payable | 60,921 | ||
Intercompany payable | 36,291 | ||
Total current liabilities not subject to compromise | 167,853 | ||
Deferred income taxes - long-term and other long-term liabilities | 30,626 | ||
Total liabilities not subject to compromise | 198,479 | ||
Liabilities subject to compromise (See Note 23) | 575,660 | ||
Total liabilities | 774,139 | ||
Stockholders’/invested equity (deficit) | 40,052 | ||
Total liabilities and equity/(deficit) | $ 814,191 |
Condensed Combined Financial115
Condensed Combined Financial Information - Condensed Combined Statement of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2013 | |
Condensed Cash Flow Statements, Captions [Line Items] | |||
Cash (used in)/provided by operating activities of continuing operations | $ (47,255) | $ (8,521) | $ 24,888 |
Cash provided by/(used in) operating activities of discontinued operations | 4,668 | (18,414) | 2,304 |
Net cash (used in)/provided by operating activities | (42,587) | (26,935) | 27,192 |
Cash used in investing activities of continuing operations | (14,447) | (68,966) | (51,323) |
Cash provided by financing activities of continuing operations | 46,046 | 13,621 | 49,664 |
Effect of exchange rate changes on cash | (9,928) | (3,450) | (7,506) |
Net (decrease)/increase in cash and cash equivalents | (10,203) | (10,616) | 15,457 |
Cash and cash equivalents, beginning of year | 46,664 | 57,280 | 41,823 |
Cash and cash equivalents, end of year | 36,461 | 46,664 | $ 57,280 |
Debtors [Member] | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Cash (used in)/provided by operating activities of continuing operations | (40,248) | ||
Cash provided by/(used in) operating activities of discontinued operations | (2) | ||
Net cash (used in)/provided by operating activities | (40,250) | ||
Cash used in investing activities of continuing operations | (75,883) | ||
Cash provided by financing activities of continuing operations | 121,437 | ||
Effect of exchange rate changes on cash | (99) | ||
Net (decrease)/increase in cash and cash equivalents | 5,205 | ||
Cash and cash equivalents, beginning of year | 324 | ||
Cash and cash equivalents, end of year | $ 5,529 | $ 324 |