3 unchanged sentences
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
January 29, 2022
21 unchanged sentences
Noncurrent lease obligations
−Removed: Long-term debt
Deferred income taxes
12 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands, except per share amounts)
−Removed: July 30, 2022
−Removed: July 31, 2021
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Cost of goods sold
3 unchanged sentences
Interest expense, net
+Added: Loss on early extinguishment of debt
Other income, net
1 unchanged sentence
Income tax provision
−Removed: Net earnings (loss) attributable to noncontrolling interests
+Added: Net (loss) earnings attributable to noncontrolling interests
Net earnings attributable to Caleres, Inc.
5 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Other comprehensive income (loss) ("OCI"), net of tax:
1 unchanged sentence
Pension and other postretirement benefits adjustments
−Removed: Other comprehensive income, net of tax
+Added: Other comprehensive (loss) income, net of tax
Comprehensive income
4 unchanged sentences
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Operating Activities
4 unchanged sentences
Fair value adjustments to Blowfish mandatory purchase obligation
+Added: Loss on early extinguishment of debt
Share-based compensation expense
16 unchanged sentences
Repayments under revolving credit agreement
+Added: Redemption of senior notes
Dividends paid
+Added: Debt issuance costs
Acquisition of treasury stock
14 unchanged sentences
Paid-In Capital
−Removed: BALANCE APRIL 30, 2022
+Added: BALANCE JULY 30, 2022
Foreign currency translation adjustment
1 unchanged sentence
Comprehensive income (loss)
+Added: Contributions by noncontrolling interests
Dividends ($ 0.07 per share)
Acquisition of treasury stock
−Removed: ( 1,083,496 )
Issuance of common stock under share-based plans, net
Share-based compensation expense
+Added: BALANCE OCTOBER 29, 2022
BALANCE JULY 31, 2021
−Removed: BALANCE MAY 1, 2021
Foreign currency translation adjustment
4 unchanged sentences
Share-based compensation expense
−Removed: BALANCE JULY 31, 2021
+Added: BALANCE OCTOBER 30, 2021
Total Caleres, Inc.
14 unchanged sentences
Share-based compensation expense
−Removed: BALANCE JULY 30, 2022
+Added: BALANCE OCTOBER 29, 2022
BALANCE JANUARY 30, 2021
5 unchanged sentences
Share-based compensation expense
−Removed: BALANCE JULY 31, 2021
+Added: BALANCE OCTOBER 30, 2021
See notes to condensed consolidated financial statements.
16 unchanged sentences
The Company and Brand Investment Holding are each 50 % owners of the joint venture, which is named CLT Brand Solutions (“CLT”).
−Removed: During the twenty-six weeks ended July 30, 2022, capital contributions of $ 3.0 million were made to CLT, including $ 1.5 million received from Brand Investment Holding.
−Removed: Net sales were $ 4.8 million and $ 7.7 million for the thirteen and twenty-six weeks ended July 30, 2022, respectively.
−Removed: Operating earnings were $ 0.5 million and operating losses were $ 0.3 million for the thirteen and twenty-six weeks ended July 30, 2022, respectively.
−Removed: Net sales and operating earnings were not significant during the thirteen or twenty-six weeks ended July 31, 2021.
+Added: During the thirty-nine weeks ended October 29, 2022, capital contributions of $ 6.3 million were made to CLT, including $ 3.1 million received from Brand Investment Holding.
+Added: Net sales were $ 5.4 million and $ 13.2 million for the thirteen and thirty-nine weeks ended October 29, 2022, respectively.
+Added: Operating losses were $ 0.3 million and $ 0.6 million for the thirteen and thirty-nine weeks ended October 29, 2022, respectively.
+Added: Net sales and operating earnings were $ 4.7 million and $ 0.2 million, respectively, for the thirteen weeks and $ 14.5 million and $ 2.4 million, respectively, for the thirty-nine weeks ended October 30, 2021.
The Company had a joint venture agreement with a subsidiary of C.
9 unchanged sentences
On March 27, 2020, the Coronavirus Aid, Relief and Economic Security ("CARES") Act was enacted.
−Removed: The CARES Act includes a provision that allows the Company to defer the employer portion of social security payroll tax payments that would have been paid between the enactment date and December 31, 2020, with 50% payable by December 31, 2021 and 50% payable by December 31, 2022.
+Added: The CARES Act includes a provision that allowed the Company to defer the employer portion of social security payroll tax payments that would have been paid between the enactment date and December 31, 2020, with 50% payable by December 31, 2021 and 50% payable by December 31, 2022.
During 2020, the Company deferred approximately $ 9.4 million of employer social security payroll taxes.
−Removed: As of July 30, 2022, employer social security payroll taxes totaling $ 5.0 million, which are payable by December 31, 2022, are presented in other accrued expenses on the condensed
−Removed: consolidated balance sheet.
−Removed: As of July 31, 2021, approximately $ 4.7 million of deferred employer social security payroll taxes was recorded in other accrued expenses and $ 4.7 million was recorded in other liabilities on the condensed consolidated balance sheet.
+Added: As of October 29, 2022, employer social security payroll taxes totaling $ 5.0 million, which are payable by December 31, 2022, are presented in other accrued expenses on the
+Added: condensed consolidated balance sheet.
+Added: As of October 30, 2021, approximately $ 4.7 million of deferred employer social security payroll taxes are recorded in other accrued expenses and $ 4.7 million was recorded in other liabilities on the condensed consolidated balance sheet.
P roperty and Equipment, Held for Sale
−Removed: In April 2021, the Company announced that it would begin marketing for sale its nine -acre corporate headquarters campus (the “Campus”) located in Clayton, Missouri.
−Removed: In January 2022, the Company classified a portion of the Campus as property and equipment, held for sale on the consolidated balance sheet as of January 29, 2022.
−Removed: During the first quarter of 2022, the Company continued its negotiations and an agreement for the sale of the Campus was signed on April 27, 2022, subject to certain closing conditions.
−Removed: The sale of the Campus is expected to close and qualify as a completed sale during fiscal 2022.
−Removed: Accordingly, the Campus has been classified as property and equipment, held for sale on the condensed consolidated balance sheet as of July 30, 2022 and is reflected within the Eliminations and Other category.
−Removed: The Company evaluated the Campus asset group for impairment indicators and determined that no indicators were present.
−Removed: The Company intends to execute a lease agreement for a portion of a new office building to be built on a parcel of the headquarters campus, as well as a lease agreement for the existing headquarters building during the period of construction.
−Removed: These lease agreements are expected to be finalized during fiscal 2022.
+Added: The Company is actively marketing to sell its nine -acre corporate headquarters campus (the “Campus”) located in Clayton, Missouri.
+Added: The Company expects the Campus to qualify as a completed sale within the next year.
+Added: Accordingly, the Campus has been classified as property and equipment, held for sale on the condensed consolidated balance sheet as of October 29, 2022 and is reflected within the Eliminations and Other category.
+Added: The Company evaluated the Campus asset group for impairment indicators and determined that no indicators were present as of October 29, 2022.
Note 2 Impact of New Accounting Pronouncements
−Removed: The Company has evaluated all recently issued, but not yet effective, accounting pronouncements and does not expect any of the pronouncements to have a material impact on the Company’s condensed consolidated financial statements or disclosures.
+Added: Impact of Prospective Accounting Pronouncements
+Added: In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2022-04, Liabilities – Supplier Finance Programs (Topic 405-50):
+Added: Disclosure of Supplier Finance Program Obligations .
+Added: The guidance requires qualitative and quantitative disclosures about supplier finance programs in annual financial statements, including key terms of the programs, amounts outstanding, balance sheet presentation and a rollforward of amounts outstanding during the year.
+Added: For interim periods, the ASU requires disclosure of total obligations outstanding that have been confirmed as valid.
+Added: The ASU is effective for years beginning after December 15, 2022, except for the rollforward requirement, which is effective in fiscal year 2024.
+Added: Early adoption is permitted.
+Added: The amendments in the ASU will be applied retrospectively, except for the annual rollforward requirement, which will be applied prospectively.
+Added: The adoption of the ASU is not expected to have a material impact on the Company’s financial statement disclosures.
Note 3 Revenues
Disaggregation of Revenues
−Removed: The following table disaggregates revenue by segment and major source for the periods ended July 30, 2022 and July 31, 2021:
−Removed: Thirteen Weeks Ended July 30, 2022
+Added: The following table disaggregates revenue by segment and major source for the periods ended October 29, 2022 and October 30, 2021:
+Added: Thirteen Weeks Ended October 29, 2022
Eliminations and
10 unchanged sentences
Licensing and royalty
−Removed: Thirteen Weeks Ended July 31, 2021
+Added: Thirteen Weeks Ended October 30, 2021
Eliminations and
10 unchanged sentences
Licensing and royalty
−Removed: Twenty-Six Weeks Ended July 30, 2022
+Added: Thirty-Nine Weeks Ended October 29, 2022
Eliminations and
10 unchanged sentences
Licensing and royalty
−Removed: Total net sales
−Removed: Twenty-Six Weeks Ended July 31, 2021
+Added: Thirty-Nine Weeks Ended October 30, 2021
Eliminations and
46 unchanged sentences
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
January 29, 2022
4 unchanged sentences
Changes in contract balances with customers generally reflect differences in relative sales volume for the periods presented.
−Removed: In addition, during the twenty-six weeks ended July 30, 2022, the loyalty programs liability increased $ 24.5 million due to points and material rights earned on purchases and decreased $ 25.8 million due to expirations and redemptions.
−Removed: During the twenty-six weeks ended July 31, 2021, the loyalty programs liability increased $ 17.1 million due to points and material rights earned on purchases and decreased $ 13.3 million due to expirations and redemptions.
+Added: In addition, during the thirty-nine weeks ended October 29, 2022, the loyalty programs liability increased $ 32.5 million due to points and material rights earned on purchases and decreased $ 33.6 million due to expirations and redemptions.
+Added: During the thirty-nine weeks ended October 30, 2021, the loyalty programs liability increased $ 27.4 million due to points and material rights earned on purchases and decreased $ 23.0 million due to expirations and redemptions.
The liability for loyalty programs is presented within other accrued expenses when earned and is generally expected to be recognized as revenue within one year.
The gift card liability is established upon the sale of a gift card and revenue is recognized either upon redemption of the gift card by the consumer or based upon the gift card breakage rate, which is generally within the 24-month period following the sale of the gift card.
−Removed: The following table summarizes the activity in the Company’s allowance for expected credit losses during the twenty-six weeks ended July 30, 2022 and July 31, 2021:
−Removed: Twenty-Six Weeks Ended
+Added: The following table summarizes the activity in the Company’s allowance for expected credit losses during the thirty-nine weeks ended October 29, 2022 and October 30, 2021:
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Balance, beginning of period
7 unchanged sentences
The following table sets forth the computation of basic and diluted earnings per common share attributable to Caleres, Inc.
−Removed: shareholders for the periods ended July 30, 2022 and July 31, 2021:
+Added: shareholders for the periods ended October 29, 2022 and October 30, 2021:
Thirteen Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands, except per share amounts)
−Removed: July 30, 2022
−Removed: July 31, 2021
−Removed: July 30, 2022
−Removed: July 31, 2021
−Removed: Net (earnings) loss attributable to noncontrolling interests
+Added: October 29, 2022
+Added: October 30, 2021
+Added: October 29, 2022
+Added: October 30, 2021
+Added: Net loss (earnings) attributable to noncontrolling interests
Net earnings attributable to Caleres, Inc.
7 unchanged sentences
Diluted earnings per common share attributable to Caleres, Inc.
−Removed: Options to purchase 16,667 shares of common stock for both the thirteen and twenty-six weeks ended July 30, 2022 and July 31, 2021 were not included in the denominator for diluted earnings per common share attributable to Caleres, Inc.
+Added: Options to purchase 16,667 shares of common stock for both the thirteen and thirty-nine weeks ended October 29, 2022 and October 30, 2021 were not included in the denominator for diluted earnings per common share attributable to Caleres, Inc.
shareholders because the effect would be anti-dilutive.
−Removed: During the thirteen and twenty-six weeks ended July 30, 2022, the Company repurchased 1,083,496 and 1,784,820 shares, respectively, under the 2019 and 2022 publicly announced share repurchase programs, which permit repurchases of up to 5.0 million and 7.0 million shares, respectively.
−Removed: The Company did no t repurchase any shares under the share repurchase programs during the twenty-six weeks ended July 31, 2021.
+Added: During the thirteen and thirty-nine weeks ended October 29, 2022, the Company repurchased 838,025 and 2,622,845 shares, respectively, under the 2019 and 2022 publicly announced share repurchase programs, which permit repurchases of up to 5.0 million and 7.0 million shares, respectively.
+Added: The Company did no t repurchase any shares under the share repurchase programs during the thirty-nine weeks ended October 30, 2021.
Refer to further discussion in Item 2, Unregistered Sales of Equity Securities and Use of Proceeds .
−Removed: Subsequent to quarter-end, the Company has repurchased approximately 538,000 shares of shares at an aggregate price of $ 13.9 million, bringing our fiscal year-to-date total to approximately 2.3 million shares at an aggregate price of $ 55.6 million.
Note 5 Restructuring and Other Special Charges
−Removed: Brand Portfolio – Business Exits
−Removed: During the twenty-six weeks ended July 31, 2021, the Company incurred costs of $ 13.5 million ( $ 11.9 million on an after-tax basis, or $ 0.31 per diluted share) related to the strategic realignment of the Naturalizer retail store operations.
−Removed: These costs primarily represented lease termination and other store closure costs, including employee severance, for the 73 stores that were closed during the first quarter of 2021.
−Removed: These charges are presented in restructuring and special charges on the condensed consolidated statement of earnings within the Brand Portfolio segment for the twenty-six weeks ended July 31, 2021.
−Removed: There were no corresponding charges during the twenty-six weeks ended July 30, 2022.
−Removed: As of July 30, 2022 and July 31, 2021, reserves of $ 0.0 million and $ 3.3 million, respectively, were included on the condensed consolidated balance sheets.
+Added: Organizational Change
+Added: During the thirteen and thirty-nine weeks ended October 29, 2022, the Company incurred costs of $ 2.9 million ($ 2.7 million on an after-tax basis, or $ 0.07 per diluted share) related to a CFO transition at the corporate headquarters, with no corresponding charges for the thirty-nine weeks ended October 30, 2021.
+Added: These costs were recognized as restructuring and other special charges in the condensed consolidated statement of earnings within the Eliminations and Other category.
Blowfish Mandatory Purchase Obligation
2 unchanged sentences
Approximately $ 9.0 million was initially assigned to the mandatory purchase obligation and fair value adjustments were recorded as interest expense.
−Removed: The fair value adjustments on the mandatory purchase obligation totaled $ 7.1 million ($ 5.3 million on an after-tax basis, or $ 0.14 per diluted share) and $ 13.5 million ($ 10.0 million on an after-tax basis, or $ 0.26 per diluted share) for the thirteen and
−Removed: twenty-six weeks ended July 31, 2021.
−Removed: There were no corresponding charges during the twenty-six weeks ended July 30, 2022.
+Added: The fair value adjustments on the mandatory purchase obligation totaled $ 1.9 million ( $ 1.4 million on an after-tax basis, or $ 0.04 per diluted share) and $ 15.4 million ( $ 11.5 million on an after-tax basis, or $ 0.30 per diluted share) for the thirteen and thirty-nine weeks ended October 30, 2021, respectively.
+Added: There were no corresponding charges during the thirty-nine weeks ended October 29, 2022.
The mandatory purchase obligation was settled for $ 54.6 million on November 4, 2021.
Refer to further discussion regarding the mandatory purchase obligation in Note 14 to the condensed consolidated financial statements .
+Added: Brand Portfolio – Business Exits
+Added: During the thirty-nine weeks ended October 30, 2021, the Company incurred costs of $ 13.5 million ($ 11.9 million on an after-tax basis, or $ 0.31 per diluted share) related to the strategic realignment of the Naturalizer retail store operations.
+Added: These costs primarily represented lease termination and other store closure costs, including employee severance, for the 73 stores that were closed during the first quarter of 2021.
+Added: These charges are presented in restructuring and special charges on the condensed consolidated statement of earnings within the Brand Portfolio segment for the thirty-nine weeks ended October 30, 2021.
+Added: There were no corresponding charges during the thirty-nine weeks ended October 29, 2022.
+Added: As of October 29, 2022 and October 30, 2021, reserves of $ 0.0 million and $ 2.5 million, respectively, were included on the condensed consolidated balance sheets.
Note 6 Business Segment Information
−Removed: Following is a summary of certain key financial measures for the Company’s business segments for the periods ended July 30, 2022 and July 31, 2021:
+Added: Following is a summary of certain key financial measures for the Company’s business segments for the periods ended October 29, 2022 and October 30, 2021:
($ thousands)
−Removed: Thirteen Weeks Ended July 30, 2022
+Added: Thirteen Weeks Ended October 29, 2022
Intersegment sales (1)
1 unchanged sentence
Segment assets
−Removed: Thirteen Weeks Ended July 31, 2021
+Added: Thirteen Weeks Ended October 30, 2021
Intersegment sales (1)
1 unchanged sentence
Segment assets
−Removed: Twenty-Six Weeks Ended July 30, 2022
+Added: Thirty-Nine Weeks Ended October 29, 2022
Intersegment sales (1)
Operating earnings (loss)
−Removed: Twenty-Six Weeks Ended July 31, 2021
+Added: Thirty-Nine Weeks Ended October 30, 2021
Intersegment sales (1)
4 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Operating earnings
Interest expense, net
+Added: Loss on early extinguishment of debt
Other income, net
3 unchanged sentences
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
January 29, 2022
6 unchanged sentences
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
January 29, 2022
8 unchanged sentences
Goodwill and intangible assets, net
−Removed: (1) The carrying amount of goodwill as of July 30, 2022, July 31, 2021 and January 29, 2022 is presented net of accumulated impairment charges of $ 415.7 million.
−Removed: The Company’s intangible assets as of July 30, 2022, July 31, 2021 and January 29, 2022 were as follows:
+Added: (1) The carrying amount of goodwill as of October 29, 2022, October 30, 2021 and January 29, 2022 is presented net of accumulated impairment charges of $ 415.7 million.
+Added: The Company’s intangible assets as of October 29, 2022, October 30, 2021 and January 29, 2022 were as follows:
($ thousands)
−Removed: July 30, 2022
+Added: October 29, 2022
Estimated Useful Lives
1 unchanged sentence
Customer relationships
−Removed: July 31, 2021
+Added: October 30, 2021
Estimated Useful Lives
5 unchanged sentences
Customer relationships
−Removed: Amortization expense related to intangible assets was $ 3.0 million and $ 3.1 million for the thirteen weeks ended July 30, 2022 and July 31, 2021, respectively, and $ 6.1 million and $ 6.3 million for the twenty-six weeks ended July 30, 2022 and July 31, 2021, respectively.
+Added: Amortization expense related to intangible assets was $ 3.0 million and $ 3.1 million for the thirteen weeks ended October 29, 2022 and October 30, 2021, respectively, and $ 9.1 million and $ 9.4 million for the thirty-nine weeks ended October 29, 2022 and October 30, 2021, respectively.
The Company estimates that amortization expense related to intangible assets will be approximately $ 12.1 million in 2022, $ 11.9 million in 2023 and $ 11.0 million in each of the fiscal years 2024, 2025 and 2026 .
Goodwill is tested for impairment at least annually, or more frequently if events or circumstances indicate it might be impaired, using either the qualitative assessment or a quantitative fair value-based test.
−Removed: The Company recorded no goodwill impairment charges during the twenty-six weeks ended July 30, 2022 or July 31, 2021.
+Added: The Company recorded no goodwill impairment charges during the thirty-nine weeks ended October 29, 2022 or October 30, 2021.
Indefinite-lived intangible assets are tested for impairment as of the first day of the fourth quarter of each fiscal year unless events or circumstances indicate an interim test is required.
−Removed: The Company recorded no impairment charges for indefinite-lived intangible assets during the twenty-six weeks ended July 30, 2022 or July 31, 2021.
+Added: The Company recorded no impairment charges for indefinite-lived intangible assets during the thirty-nine weeks ended October 29, 2022 or October 30, 2021.
Note 9 Leases
6 unchanged sentences
Variable lease payments are expensed as incurred.
−Removed: The Company regularly analyzes the results of all of its stores and assesses the viability of underperforming stores to determine whether events or circumstances exist that indicate the stores should be closed or whether the carrying amount of their long-lived assets may not be
−Removed: After allowing for an appropriate start-up period and consideration of any unusual nonrecurring events, property and equipment at stores and the lease right-of-use assets indicated as impaired are written down to fair value as calculated using a discounted cash flow method.
+Added: The Company regularly analyzes the results of all of its stores and assesses the viability of underperforming stores to determine whether events or circumstances exist that indicate the stores should be closed or whether the carrying amount of their long-lived assets may not be recoverable.
+Added: After allowing for an appropriate start-up period and consideration of any unusual nonrecurring events, property and equipment
+Added: at stores and the lease right-of-use assets indicated as impaired are written down to fair value as calculated using a discounted cash flow method.
The fair value of the lease right-of-use assets is determined utilizing projected cash flows for each store location, discounted using a risk-adjusted discount rate, subject to a market floor based on current market lease rates.
−Removed: The Company recorded asset impairment charges of $ 0.2 million and $ 0.4 million during the thirteen weeks and $ 2.0 million and $ 2.3 million during the twenty-six weeks ended July 30, 2022 and July 31, 2021, respectively.
+Added: The Company recorded no asset impairment charges in the thirteen weeks and asset impairment charges of $ 2.0 million for the thirty-nine weeks ended October 29, 2022.
+Added: For the thirteen and thirty-nine weeks ended October 30, 2021, the Company recorded asset impairment charges of $ 1.1 million and $ 3.4 million, respectively.
The impairment charges are primarily related to capitalized software and underperforming retail stores.
4 unchanged sentences
The Company made a policy election to account for rent abatements as variable rent.
−Removed: Accordingly, during the thirteen and twenty-six weeks ended July 31, 2021, the Company recorded $ 0.3 million and $ 1.6 million, respectively, in lease concessions as a reduction of rent expense within selling and administrative expenses in the condensed consolidated statements of earnings.
+Added: Accordingly, during the thirteen and thirty-nine weeks ended October 29, 2022, the Company recorded $ 0.4 million and $ 1.1 million, respectively, in lease concessions as a reduction of rent expense within selling and administrative expenses in the condensed consolidated statements of earnings.
+Added: During the thirteen and thirty-nine-weeks October 30, 2021, the Company recorded $ 0.1 million and $ 1.7 million, respectively, in lease concessions.
Rent concessions for leases that were extended were recognized as a lease modification.
−Removed: During the twenty-six weeks ended July 30, 2022, the Company entered into new or amended leases that resulted in the recognition of right-of-use assets and lease obligations of $ 87.8 million on the condensed consolidated balance sheets.
−Removed: As of July 30, 2022, the Company has entered into lease commitments for five retail locations for which the leases have not yet commenced.
−Removed: The Company anticipates that three leases will begin in the current fiscal year and two leases will begin in the next fiscal year.
+Added: During the thirty-nine weeks ended October 29, 2022, the Company entered into new or amended leases that resulted in the recognition of right-of-use assets and lease obligations of $ 130.7 million on the condensed consolidated balance sheets.
+Added: As of October 29, 2022, the Company has entered into lease commitments for five retail locations for which the leases have not yet commenced.
+Added: The Company anticipates that one lease will begin in the current fiscal year and four leases will begin in the next fiscal year.
Upon commencement, right-of-use assets and lease liabilities of approximately $ 0.9 million will be recorded in the current fiscal year and $ 3.4 million will be recorded in the next fiscal year on the condensed consolidated balance sheets.
−Removed: In addition, as further discussed in Note 1 to the condensed consolidated financial statements, the Company intends to execute a lease agreement during the second half of 2022 for a portion of a new office building to be built on a parcel of the headquarters campus, as well as a lease agreement for the existing headquarters building during the period of construction.
−Removed: The components of lease expense for the thirteen and twenty-six weeks ended July 30, 2022 and July 31, 2021 were as follows:
+Added: The components of lease expense for the thirteen and thirty-nine weeks ended October 29, 2022 and October 30, 2021 were as follows:
Thirteen Weeks Ended
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Operating lease expense
3 unchanged sentences
Total lease expense
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Operating lease expense
4 unchanged sentences
Supplemental cash flow information related to leases is as follows:
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Cash paid for lease liabilities (1)
Cash received from sublease income
−Removed: (1) Cash paid for lease liabilities for the twenty-six weeks ended July 31, 2021 includes payment of certain lease payments deferred in 2020, as described above, as well as lease termination costs associated with the Naturalizer retail store closings, as further discussed in Note 5 to the condensed consolidated financial statement s.
+Added: (1) Cash paid for lease liabilities for the thirty-nine weeks ended October 29, 2022 includes payment of certain lease payments deferred in 2020, as described above, as well as lease termination costs associated with the Naturalizer retail store closings, as further discussed in Note 5 to the condensed consolidated financial statement s.
Note 10 Financing Arrangements
15 unchanged sentences
The Credit Agreement also contains certain other covenants and restrictions.
−Removed: The Company was in compliance with all covenants and restrictions under the Credit Agreement as of July 30, 2022.
−Removed: At July 30, 2022, the Company had $ 348.5 million of borrowings outstanding and $ 10.8 million in letters of credit outstanding under the Credit Agreement.
−Removed: Total additional borrowing availability was $ 140.7 million at July 30, 2022.
+Added: The Company was in compliance with all covenants and restrictions under the Credit Agreement as of October 29, 2022.
+Added: At October 29, 2022, the Company had $ 364.5 million of borrowings outstanding and $ 10.1 million in letters of credit outstanding under the Credit Agreement.
+Added: Total additional borrowing availability was $ 125.4 million at October 29, 2022.
On July 27, 2015, the Company issued $ 200.0 million aggregate principal amount of senior notes due on August 15, 2023 (the "Senior Notes").
3 unchanged sentences
In addition, on January 3, 2022, the remaining $ 100.0 million of Senior Notes were redeemed at 100.0 %, extinguishing the Company’s long-term debt.
+Added: Loss on Early Extinguishment of Debt
+Added: In conjunction with the early redemption of the Senior Notes in August 2021 and the amendment of the revolving credit facility in October 2021, the Company incurred losses totaling $ 0.6 million.
Note 11 Shareholders’ Equity
Accumulated Other Comprehensive Loss
−Removed: The following table sets forth the changes in accumulated other comprehensive loss (OCL) by component for the periods ended July 30, 2022 and July 31, 2021:
+Added: The following table sets forth the changes in accumulated other comprehensive loss (OCL) by component for the periods ended October 29, 2022 and October 30, 2021:
Postretirement
3 unchanged sentences
(Loss) Income
−Removed: Balance at April 30, 2022
−Removed: Other comprehensive income before reclassifications
+Added: Balance at July 30, 2022
+Added: Other comprehensive loss before reclassifications
Reclassifications:
1 unchanged sentence
Net reclassifications
−Removed: Other comprehensive income
+Added: Other comprehensive (loss) income
+Added: Balance at October 29, 2022
Balance at July 31, 2021
−Removed: Balance at May 1, 2021
−Removed: Other comprehensive income before reclassifications
+Added: Other comprehensive loss before reclassifications
Reclassifications:
1 unchanged sentence
Net reclassifications
−Removed: Other comprehensive income
−Removed: Balance at July 31, 2021
+Added: Other comprehensive (loss) income
+Added: Balance at October 30, 2021
Balance at January 29, 2022
−Removed: Other comprehensive income before reclassifications
+Added: Other comprehensive loss before reclassifications
Reclassifications:
1 unchanged sentence
Net reclassifications
−Removed: Other comprehensive income
−Removed: Balance at July 30, 2022
+Added: Other comprehensive (loss) income
+Added: Balance at October 29, 2022
Balance at January 30, 2021
4 unchanged sentences
Other comprehensive (loss) income
−Removed: Balance at July 31, 2021
+Added: Balance at October 30, 2021
(1) Amounts reclassified are included in other income, net.
1 unchanged sentence
Note 12 Share-Based Compensation
−Removed: The Company recognized share-based compensation expense of $ 4.4 million and $ 3.0 million during the thirteen weeks and $ 8.2 million and $ 5.4 million during the twenty-six weeks ended July 30, 2022 and July 31, 2021, respectively.
−Removed: The Company had net issuances (repurchases) of 87,947 and ( 25,408 ) shares of common stock during the thirteen weeks ended July 30, 2022 and July 31, 2021, respectively, for restricted stock grants, stock performance awards issued to employees and common and restricted stock grants issued to non-employee directors, net of forfeitures and shares withheld to satisfy the tax withholding requirement.
−Removed: During the twenty-six weeks ended July 30, 2022 and July 31, 2021, the Company had net issuances of 600,455 and 301,860 shares of common stock, respectively, related to share-based plans.
+Added: The Company recognized share-based compensation expense of $ 5.0 million and $ 3.4 million during the thirteen weeks and $ 13.2 million and $ 8.8 million during the thirty-nine weeks ended October 29, 2022 and October 30, 2021, respectively.
+Added: The Company had net issuances (repurchases) of 20,699 and ( 10,554 ) shares of common stock during the thirteen weeks ended October 29, 2022 and October 30, 2021, respectively, for restricted stock grants, stock performance awards issued to employees and common and restricted stock grants issued to non-employee directors, net of forfeitures and shares withheld to satisfy the tax withholding requirement.
+Added: During the thirty-nine weeks ended October 29, 2022 and October 30, 2021, the Company had net issuances of 621,154 and 291,306 shares of common stock, respectively, related to share-based plans.
Restricted Stock
−Removed: The following table summarizes restricted stock activity for the periods ended July 30, 2022 and July 31, 2021:
+Added: The following table summarizes restricted stock activity for the periods ended October 29, 2022 and October 30, 2021:
Thirteen Weeks Ended
Thirteen Weeks Ended
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
of Restricted
of Restricted
−Removed: April 30, 2022
July 30, 2022
July 31, 2021
−Removed: Twenty-Six Weeks Ended
−Removed: Twenty-Six Weeks Ended
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
+Added: Thirty-Nine Weeks Ended
+Added: Thirty-Nine Weeks Ended
+Added: October 29, 2022
+Added: October 30, 2021
of Restricted
2 unchanged sentences
January 30, 2021
−Removed: July 30, 2022
−Removed: July 31, 2021
−Removed: The Company granted 10,470 restricted shares during the thirteen weeks ended July 30, 2022, which have a cliff-vesting term of one year .
−Removed: Of the 681,670 restricted shares granted during the twenty-six weeks ended July 30, 2022, 671,200 restricted shares have a graded-vesting term of three years , with 50 % vesting after two years and 50 % after three years , and 10,470 shares have a cliff-vesting term of one year .
−Removed: Of the 6,410 restricted shares granted during the thirteen weeks ended July 31, 2021, 4,910 shares have a cliff-vesting term of one year and 1,500 shares have a graded-vesting term of three years , with 50 % vesting after two years and 50 % after three years .
−Removed: Of the 568,916 restricted shares granted during the twenty-six weeks ended July 31, 2021, 544,006 shares have a graded-vesting term of three years , with 50 % vesting after two years and 50 % after three years , 20,000 shares have a cliff-vesting term of two years and 4,910 shares have a cliff-vesting term of one year .
−Removed: Share-based compensation expense for graded-vesting grants is recognized ratably over the respective vesting periods.
+Added: October 29, 2022
+Added: October 30, 2021
+Added: The Company granted 45,050 restricted shares during the thirteen weeks ended October 29, 2022, which have a graded-vesting term of three years , with 50 % vesting after two years and 50 % after three years .
+Added: Of the 726,720 restricted shares granted during the thirty-nine weeks ended October 29, 2022, 716,250 restricted shares have a graded-vesting term of three years , with 50 % vesting after two years and 50 % after three years , and 10,470 shares have a cliff-vesting term of one year .
+Added: There were no restricted shares granted during the thirteen weeks ended October 30, 2021.
+Added: Of the 568,916 restricted shares granted during the thirty-nine weeks October 30 2021, 544,006 shares have a graded-vesting term of three years , with 50 % vesting after two years and 50 % after three years , 20,000 shares have a cliff-vesting term of two years and 4,910 shares have a cliff-vesting term of one year .
Performance Awards
−Removed: During the twenty-six weeks ended July 30, 2022, the Company granted performance share awards for a targeted 87,750 shares, with a weighted-average grant date fair value of $ 20.99 in connection with the 2020 performance award.
−Removed: During the twenty-six weeks ended July 31, 2021, the Company granted performance share awards for a targeted 175,500 shares, with a weighted-average grant date fair value of $ 18.63 .
−Removed: There were no performance-based share awards granted by the Company during the thirteen weeks ended July 30, 2022 or July 31, 2021.
+Added: During the thirty-nine weeks ended October 29, 2022, the Company granted performance share awards for a targeted 87,750 shares, with a weighted-average grant date fair value of $ 20.99 in connection with the 2020 performance award.
+Added: During the thirty-nine weeks ended October 30, 2021, the Company granted performance share awards for a targeted 175,500 shares, with a weighted-average grant date fair value of $ 18.63 .
+Added: There were no performance-based share awards granted by the Company during the thirteen weeks ended October 29, 2022 or October 30, 2021.
Vesting of performance-based awards is generally dependent upon the financial performance of the Company and the attainment of certain financial goals during the three-year period following the grant.
1 unchanged sentence
Compensation expense is recognized based on the fair value of the award and the anticipated number of shares or units to be awarded for each tranche in accordance with the vesting schedule of the units over the three-year service period.
−Removed: During the twenty-six weeks ended July 30, 2022, the Company granted long-term incentive awards payable in cash for the 2022-2024 performance period, with a target value of $ 8.3 million and a maximum value of $ 16.6 million.
−Removed: During the twenty-six weeks ended July 31, 2021, the Company granted long-term incentive awards payable in cash for the 2021-2023 performance period, with a target value of $ 6.5 million and a maximum value of $ 13.0 million.
−Removed: There were no performance-based share awards granted by the Company during the thirteen weeks ended July 30, 2022 or July 31, 2021.
+Added: In connection with the Company’s CFO transition during the thirteen weeks ended October 29, 2022, the Company approved the accelerated vesting of 30,000 performance-based share awards, representing two of the four award tranches from the 2020 performance award.
+Added: performance conditions had been satisfied for the two award tranches based on the achievement of financial goals for the 2020 and 2021 fiscal periods.
+Added: The modification to accelerate vesting eliminated the remaining service requirement.
+Added: These awards had a weighted-average grant date fair value of $ 13.05 per share, but were revalued using a fair value on the date of modification of $ 24.31 per share.
+Added: The modification of these awards resulted in incremental compensation expense of $ 0.4 million, which is presented in restructuring and other special charges on the condensed consolidated statements of earnings for the thirteen and thirty-nine weeks ended October 29, 2022.
+Added: During the thirty-nine weeks ended October 29, 2022, the Company granted long-term incentive awards payable in cash for the 2022-2024 performance period, with a target value of $ 8.3 million and a maximum value of $ 16.6 million.
+Added: During the thirty-nine weeks ended October 30, 2021, the Company granted long-term incentive awards payable in cash for the 2021-2023 performance period, with a target value of $ 6.5 million and a maximum value of $ 13.0 million.
These awards, which vest after a three-year period, are dependent upon the attainment of certain financial goals of the Company for each of the three years and individual achievement of strategic initiatives over the cumulative period of the award.
The estimated values of the awards, which are reflected within other liabilities on the condensed consolidated balance sheets, are being expensed ratably over the three-year performance period.
+Added: There were no performance-based awards payable in cash granted by the Company during the thirteen weeks ended October 29, 2022 or October 30, 2021.
Restricted Stock Units for Non-Employee Directors
6 unchanged sentences
Gains and losses resulting from changes in the fair value of the RSUs payable in cash subsequent to the vesting period and through the settlement date are recognized in the Company’s condensed consolidated statements of earnings.
−Removed: The Company granted 38,104 and 40,729 RSUs to non-employee directors, including 1,459 and 1,449 for dividend equivalents, during the thirteen weeks ended July 30, 2022 and July 31, 2021, respectively, with weighted-average grant date fair values of $ 27.66 and $ 27.48 , respectively.
−Removed: The Company granted 40,011 and 42,441 RSUs to non-employee directors, including 3,366 and 3,161 for dividend equivalents, during the twenty-six weeks ended July 30, 2022 and July 31, 2021, respectively, with weighted-average grant date fair values of $ 27.33 and $ 27.21 , respectively.
+Added: The Company granted 1,314 and 1,739 RSUs to non-employee directors for dividend equivalents, during the thirteen weeks ended October 29, 2022 and October 30, 2021, respectively, with weighted-average grant date fair values of $ 24.30 and $ 22.49 , respectively.
+Added: The Company granted 41,325 and 44,180 RSUs to non-employee directors, including 4,680 and 4,900 for dividend equivalents, during the thirty-nine weeks ended October 29, 2022 and October 30, 2021, respectively, with weighted-average grant date fair values of $ 27.23 and $ 27.03 , respectively.
Note 13 Retirement and Other Benefit Plans
5 unchanged sentences
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Interest cost
3 unchanged sentences
Prior service income
+Added: Settlement cost
Total net periodic benefit income
1 unchanged sentence
Other Postretirement Benefits
−Removed: Twenty-Six Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Interest cost
3 unchanged sentences
Prior service income
+Added: Settlement cost
Total net periodic benefit income
44 unchanged sentences
Fair value adjustments on the mandatory purchase obligation were recorded as interest expense.
−Removed: During the thirteen and twenty-six weeks ended July 31, 2021, the Company recorded fair value adjustments of $ 7.1 million and $ 13.5 million, respectively.
−Removed: The mandatory purchase obligation of $ 54.6 million was paid on November 4, 2021 and therefore, there were no corresponding fair value adjustments during the twenty-six weeks ended July 30, 2022.
+Added: There were no fair value adjustments for the thirteen and thirty-nine weeks ended October 29, 2022.
+Added: The Company recorded fair value adjustments of $ 1.9 million and $ 15.4 million for the thirteen and thirty-nine weeks ended October 30, 2021, respectively.
+Added: The mandatory purchase obligation of $ 54.6 million was paid on November 4, 2021.
Refer to further discussion of the mandatory purchase obligation in Note 5 to the condensed consolidated financial statements.
−Removed: The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis at July 30, 2022, July 31, 2021 and January 29, 2022.
−Removed: During the twenty-six weeks ended July 30, 2022 and July 31, 2021, there were no transfers into or out of Level 3.
+Added: The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis at October 29, 2022, October 30, 2021 and January 29, 2022.
+Added: During the thirty-nine weeks ended October 29, 2022 and October 30, 2021, there were no transfers into or out of Level 3.
Fair Value Measurements
1 unchanged sentence
Asset (Liability)
−Removed: July 30, 2022:
+Added: October 29, 2022:
Non-qualified deferred compensation plan assets
2 unchanged sentences
Restricted stock units for non-employee directors
−Removed: July 31, 2021:
+Added: October 30, 2021:
Cash equivalents – money market funds
14 unchanged sentences
Certain factors, such as estimated store sales and expenses, used for this nonrecurring fair value measurement are considered Level 3 inputs as defined by FASB ASC Topic 820, Fair Value Measurement .
−Removed: Long-lived assets held and used with a carrying amount of $ 555.0 million and $ 551.8 million at July 30, 2022 and July 31, 2021, respectively, were assessed for indicators of impairment.
−Removed: This assessment resulted in the
−Removed: following impairment charges, primarily for capitalized software and operating lease right-of-use assets, leasehold improvements and furniture and fixtures in the Company’s retail stores.
+Added: Long-lived assets held and used with a carrying amount of $ 564.6 million and $ 542.3 million at October 29, 2022 and October 30, 2021, respectively, were assessed for indicators of impairment.
+Added: This assessment resulted in the following impairment charges, primarily for capitalized software and operating lease right-of-use assets, leasehold improvements and furniture and fixtures in the Company’s retail stores.
Thirteen Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: July 30, 2022
−Removed: July 31, 2021
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
+Added: October 29, 2022
+Added: October 30, 2021
Long-Lived Asset Impairment Charges
5 unchanged sentences
The carrying amounts and fair values of the Company’s other financial instruments subject to fair value disclosures are as follows:
−Removed: July 30, 2022
−Removed: July 31, 2021
+Added: October 29, 2022
+Added: October 30, 2021
January 29, 2022
5 unchanged sentences
Current portion of long-term debt
−Removed: Long-term debt
(1) Excludes unamortized debt issuance costs and debt discount
The fair values of borrowings under revolving credit agreement and current portion of long-term debt approximate their carrying values due to the short-term nature of these borrowings (Level 1).
−Removed: The fair value of the Company’s long-term debt was based upon quoted prices in an inactive market as of July 31, 2021 (Level 2).
Note 15 Income Taxes
The Company’s consolidated effective tax rate can vary considerably from period to period, depending on a number of factors.
−Removed: The Company’s consolidated effective tax rates were 25.3 % and 30.3 % for the thirteen weeks ended July 30, 2022 and July 31, 2021, respectively.
−Removed: The higher effective tax rate for the thirteen weeks ended July 31, 2021 was driven by discrete tax adjustments of $ 2.9 million, inclusive of $ 3.3 million of incremental valuation allowances for our deferred tax assets, as we are in a full valuation allowance position for federal, state and certain international jurisdictions.
−Removed: The Company’s consolidated effective tax rate was 25.5 % for the twenty-six weeks ended July 30, 2022, compared to 31.1 % for the six months ended July 31, 2021.
−Removed: The higher effective tax rate for the twenty-six weeks ended July 31, 2021 primarily reflects the incremental valuation allowances recorded in the thirteen weeks ended July 31, 2021, as described above, and the non-deductibility of losses at the Company’s Canadian division, which were driven by exit-related costs associated with Naturalizer retail stores.
−Removed: As of July 30, 2022, no deferred taxes have been provided on the accumulated unremitted earnings of the Company’s foreign subsidiaries that are not subject to United States income tax, beyond the amounts recorded for the one-time transition tax for the mandatory deemed repatriation of cumulative foreign earnings, as required by the Tax Cuts and Jobs Act.
+Added: The Company’s consolidated effective tax rates were 26.2 % and 24.9 % for the thirteen weeks ended October 29, 2022 and October 30, 2021, respectively.
+Added: The higher effective tax rate for the thirteen weeks ended October 29, 2022 was driven by an increase in permanent adjustments, primarily due to the non-deductible portion of executive compensation.
+Added: The Company’s consolidated effective tax rate was 25.7 % for the thirty-nine weeks ended October 29, 2022, compared to 27.7 % for the nine months ended October 30, 2021.
+Added: The higher effective tax rate for the thirty-nine weeks ended October 30, 2021 primarily reflects the incremental valuation allowances for the Company’s deferred tax assets for certain jurisdictions recorded in the thirty-nine weeks ended October 30, 2021, as well as the non-deductibility of losses at the Company’s Canadian division, which were driven by exit-related costs associated with Naturalizer retail stores in the first quarter of 2021.
+Added: As of October 29, 2022, no deferred taxes have been provided on the accumulated unremitted earnings of the Company’s foreign subsidiaries that are not subject to United States income tax, beyond the amounts recorded for the one-time transition tax for the mandatory deemed repatriation of cumulative foreign earnings, as required by the Tax Cuts and Jobs Act.
The Company periodically evaluates its international investment opportunities and plans, as well as its international working capital needs, to determine the level of investment required and, accordingly, determines the level of international earnings that is considered indefinitely reinvested.
19 unchanged sentences
The Company also continues to work with the oversight authorities on the off-site work plan.
−Removed: The cumulative expenditures for both on-site and off-site remediation through July 30, 2022 were $ 32.7 million.
+Added: The cumulative expenditures for both on-site and off-site remediation through October 29, 2022 were $ 33.0 million.
The Company has recovered a portion of these expenditures from insurers and other third parties.
−Removed: The reserve for the anticipated future remediation activities at July 30, 2022 is $ 9.9 million, of which $ 8.9 million is recorded within other liabilities and $ 1.0 million is recorded within other accrued expenses.
+Added: The reserve for the anticipated future remediation activities at October 29, 2022 is $ 9.7 million, of which $ 8.7 million is recorded within other liabilities and $ 1.0 million is recorded within other accrued expenses.
Of the total $ 9.7 million reserve, $ 5.0 million is for off-site remediation and $ 4.7 million is for on-site remediation.
The liability for the on-site remediation was discounted at 4.8 %.
−Removed: On an undiscounted basis, the on-site remediation liability would be $ 13.4 million as of July 30, 2022.
+Added: On an undiscounted basis, the on-site remediation liability would be $ 13.4 million as of October 29, 2022.
The Company expects to spend approximately $ 0.6 million in 2022, $ 0.1 million in each of the following four years and $ 12.4 million in the aggregate thereafter related to the on-site remediation.
8 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.