3 unchanged sentences
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: January 28, 2023
+Added: April 29, 2023
+Added: February 3, 2024
Current assets:
8 unchanged sentences
Property and equipment, net
+Added: Deferred income taxes
Goodwill and intangible assets, net
22 unchanged sentences
Thirteen Weeks Ended
−Removed: Thirty-Nine Weeks Ended
($ thousands, except per share amounts)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: October 28, 2023
−Removed: October 29, 2022
+Added: April 29, 2023
Cost of goods sold
Selling and administrative expenses
−Removed: Restructuring and other special charges, net
Operating earnings
3 unchanged sentences
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: Thirty-Nine Weeks Ended
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: Other comprehensive income (loss) ("OCI"), net of tax:
+Added: April 29, 2023
+Added: Other comprehensive (loss) income ("OCI"), net of tax:
Foreign currency translation adjustment
Pension and other postretirement benefits adjustments
−Removed: Other comprehensive income (loss), net of tax
+Added: Other comprehensive income, net of tax
Comprehensive income
−Removed: Comprehensive income (loss) attributable to noncontrolling interests
+Added: Comprehensive (loss) income attributable to noncontrolling interests
Comprehensive income attributable to Caleres, Inc.
2 unchanged sentences
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Thirty-Nine Weeks Ended
+Added: Thirteen Weeks Ended
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
+Added: April 29, 2023
Operating Activities
24 unchanged sentences
Issuance of common stock under share-based plans, net
−Removed: Contributions by noncontrolling interests
−Removed: Net cash (used for) provided by financing activities
+Added: Net cash used for financing activities
Effect of exchange rate changes on cash and cash equivalents
11 unchanged sentences
Paid-In Capital
−Removed: BALANCE JULY 29, 2023
−Removed: Foreign currency translation adjustment
−Removed: Pension and other postretirement benefits adjustments, net of tax of $ 228
−Removed: Comprehensive (loss) income
−Removed: Dividends ($ 0.07 per share)
−Removed: Issuance of common stock under share-based plans, net
−Removed: Share-based compensation expense
−Removed: BALANCE OCTOBER 28, 2023
−Removed: BALANCE JULY 30, 2022
+Added: BALANCE FEBRUARY 3, 2024
+Added: Net earnings (loss)
Foreign currency translation adjustment
1 unchanged sentence
Comprehensive income (loss)
−Removed: Contributions by noncontrolling interests
Dividends ($ 0.07 per share)
2 unchanged sentences
Share-based compensation expense
−Removed: BALANCE OCTOBER 29, 2022
−Removed: Total Caleres, Inc.
−Removed: Comprehensive
−Removed: Shareholders’
−Removed: Noncontrolling
−Removed: ($ thousands, except number of shares and per share amounts)
−Removed: Paid-In Capital
+Added: BALANCE MAY 4, 2024
BALANCE JANUARY 28, 2023
2 unchanged sentences
Comprehensive income
−Removed: Contributions by noncontrolling interests
Dividends ($ 0.07 per share)
−Removed: Acquisition of treasury stock
Issuance of common stock under share-based plans, net
Share-based compensation expense
−Removed: BALANCE OCTOBER 28, 2023
−Removed: BALANCE JANUARY 29, 2022
−Removed: Net earnings (loss)
−Removed: Foreign currency translation adjustment
−Removed: Pension and other postretirement benefits adjustments, net of tax of $ 417
−Removed: Comprehensive income (loss)
−Removed: Contributions by noncontrolling interests
−Removed: Dividends ($ 0.21 per share)
−Removed: Acquisition of treasury stock
−Removed: ( 2,622,845 )
−Removed: Issuance of common stock under share-based plans, net
−Removed: Share-based compensation expense
−Removed: BALANCE OCTOBER 29, 2022
+Added: BALANCE APRIL 29, 2023
See notes to condensed consolidated financial statements.
4 unchanged sentences
The accompanying condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q of the United States Securities and Exchange Commission (“SEC”) and reflect all adjustments and accruals of a normal recurring nature, which management believes are necessary to present fairly the financial position, results of operations, comprehensive income and cash flows of Caleres, Inc.
−Removed: ("the Company").
+Added: ("the Company").
These statements, however, do not include all information and footnotes necessary for a complete presentation of the Company’s consolidated financial position, results of operations, comprehensive income and cash flows in conformity with accounting principles generally accepted in the United States.
3 unchanged sentences
Interim results may not necessarily be indicative of results which may be expected for any other interim period or for the year as a whole.
−Removed: The accompanying condensed consolidated financial statements and footnotes should be read in conjunction with the consolidated financial statements and footnotes included in the Company’s Annual Report on Form 10-K for the year ended January 28, 2023.
+Added: The accompanying condensed consolidated financial statements and footnotes should be read in conjunction with the consolidated financial statements and footnotes included in the Company’s Annual Report on Form 10-K for the year ended February 3, 2024.
Use of Estimates
2 unchanged sentences
Noncontrolling Interests
−Removed: During 2019, the Company entered into a joint venture with Brand Investment Holding Limited (“Brand Investment Holding”), a member of the Gemkell Group, to sell Sam Edelman, Naturalizer and other branded footwear in China.
+Added: Noncontrolling interests in the Company’s condensed consolidated financial statements result from the accounting for noncontrolling interests in partially-owned consolidated subsidiaries or affiliates.
+Added: In 2019, the Company entered into a joint venture with Brand Investment Holding Limited (“Brand Investment Holding”), a member of the Gemkell Group, to sell Sam Edelman, Naturalizer and other branded footwear in China.
The Company and Brand Investment Holding are each 50 % owners of the joint venture, which is named CLT Brand Solutions (“CLT”).
−Removed: During the thirty-nine weeks ended October 28, 2023, capital contributions of $ 2.0 million were made to CLT, including $ 1.0 million received from Brand Investment Holding.
−Removed: 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.
−Removed: Net sales and operating earnings (loss) of CLT for the periods ended October 28, 2023 and October 29, 2022 were as follows:
+Added: Net sales and operating (loss) earnings of CLT for the periods ended May 4, 2024 and April 29, 2023 were as follows:
Thirteen Weeks Ended
−Removed: Thirty-Nine Weeks Ended
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: Operating earnings (loss)
−Removed: The Company consolidates CLT into its condensed consolidated financial statements.
−Removed: Net earnings (loss) attributable to noncontrolling interests represents the share of net earnings or losses that is attributable to Brand Investment Holding.
+Added: April 29, 2023
+Added: Operating (loss) earnings
+Added: The Company consolidates CLT into its condensed consolidated financial statements on a one-month lag.
+Added: Net (loss) earnings attributable to noncontrolling interests represents the share of net earnings or losses that is attributable to Brand Investment Holding.
Transactions between the Company and the joint venture have been eliminated in the condensed consolidated financial statements.
3 unchanged sentences
The suppliers that participate in the Program have discretion to determine which invoices, if any, are sold to the participating financing institutions.
−Removed: The liabilities to the suppliers that participate in the Program are presented as accounts payable in the Company’s condensed
−Removed: consolidated balance sheets, with changes reflected within cash flows from operating activities when settled.
−Removed: As of October 28, 2023 and October 29, 2022, the Company had $ 25.0 million and $ 17.8 million, respectively, of accounts payable subject to the Program arrangements.
+Added: The liabilities to the suppliers that participate in the Program are presented as accounts payable in the Company’s condensed consolidated balance sheets, with changes reflected within cash flows from operating activities when settled.
+Added: As of May 4, 2024 and April 29, 2023, the Company had $ 16.0 million and $ 16.8 million, respectively, of accounts payable subject to the Program arrangements.
P roperty and Equipment, Held for Sale
−Removed: The Company continues to actively market for sale its nine -acre corporate headquarters campus (the “Campus”) located in Clayton, Missouri and, as of October 28, 2023, was engaged in discussions with multiple potential buyers.
+Added: The Company continues to actively market for sale its nine -acre corporate headquarters campus (the “Campus”) located in Clayton, Missouri and, as of May 4, 2024, was engaged in discussions with multiple potential buyers.
The Company expects the Campus to qualify as a completed sale within the next year.
−Removed: Accordingly, the Campus, primarily consisting of land and buildings, has been classified as property and equipment, held for sale on the condensed consolidated balance sheets as of October 28, 2023 within the Eliminations and Other category.
−Removed: The Company evaluated the Campus asset group for impairment and determined that no indicators were present as of October 28, 2023.
+Added: Accordingly, the Campus, primarily consisting of land and buildings, has been classified as property and equipment, held for sale on the condensed consolidated balance sheet as of May 4, 2024 within the Eliminations and Other category.
+Added: The Company evaluated the Campus asset group for impairment and determined that no indicators were present as of May 4, 2024.
+Added: Enterprise Resource Planning (“ERP”) Implementation
+Added: The Company is in the process of undergoing a multi-year cloud-based ERP implementation.
+Added: Other assets on the condensed consolidated balance sheets included $ 14.5 million and $ 2.3 million as of May 4, 2024 and April 29, 2023, respectively, for capitalized costs associated with this implementation.
Note 2 Impact of New Accounting Pronouncements
−Removed: Impact of Recently Adopted Accounting Pronouncements
−Removed: In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2022-04, Liabilities – Supplier Finance Programs (Topic 405-50):
−Removed: Disclosure of Supplier Finance Program Obligations .
−Removed: 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.
−Removed: For interim periods, the ASU requires disclosure of total obligations outstanding that have been confirmed as valid.
−Removed: The ASU is effective for the Company in fiscal year 2023, except for the rollforward requirement, which is effective in fiscal year 2024.
−Removed: The Company adopted the amendments on a retrospective basis during the first quarter of 2023, with the exception of the annual rollforward requirement, which will be adopted on a prospective basis by the effective date.
−Removed: Refer to Note 1 to the condensed consolidated financial statements for additional information regarding the Company’s supplier finance program.
Impact of Recently Issued Accounting Pronouncements
−Removed: The Company has evaluated all recently issued ASUs and they were determined to be either not applicable or not expected to have a material impact on the consolidated financial statements.
+Added: In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280):
+Added: Improvements to Reportable Segment Disclosures , which is intended to improve reportable segment disclosures by disclosing significant segment expenses that are regularly provided to the chief operating decision maker.
+Added: The ASU is effective for the Company’s annual disclosures for fiscal year 2024 and for interim periods beginning with the first quarter of 2025.
+Added: The adoption of the ASU is not expected to have a material impact on the Company’s financial statement disclosures.
+Added: In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):
+Added: Improvements to Income Tax Disclosures .
+Added: The ASU expands the income tax disclosure requirements, principally related to the rate reconciliation table and income taxes paid by jurisdiction.
+Added: ASU 2023-09 is effective for the Company on a prospective basis in fiscal year 2025, with the option to apply the standard retrospectively, and early adoption is permitted.
+Added: The adoption of the ASU is not expected to have a material impact on the Company’s financial statement disclosures.
N ote 3 Revenues
Disaggregation of Revenues
−Removed: The following table disaggregates revenue by segment and major source for the periods ended October 28, 2023 and October 29, 2022:
−Removed: Thirteen Weeks Ended October 28, 2023
−Removed: Eliminations and
−Removed: ($ thousands)
−Removed: Famous Footwear
−Removed: Brand Portfolio
−Removed: Retail stores
−Removed: E-commerce - Company websites (1)
−Removed: E-commerce - wholesale drop-ship (1)
−Removed: Total direct-to-consumer sales
−Removed: Wholesale - e-commerce (1)
−Removed: Wholesale - landed
−Removed: Wholesale - first cost
−Removed: Licensing and royalty
−Removed: Thirteen Weeks Ended October 29, 2022
−Removed: Eliminations and
−Removed: ($ thousands)
−Removed: Famous Footwear
−Removed: Brand Portfolio
−Removed: Retail stores
−Removed: E-commerce - Company websites (1)
−Removed: E-commerce - wholesale drop-ship (1)
−Removed: Total direct-to-consumer sales
−Removed: Wholesale - e-commerce (1)
−Removed: Wholesale - landed
−Removed: Wholesale - first cost
−Removed: Licensing and royalty
−Removed: Thirty-Nine Weeks Ended October 28, 2023
+Added: The following table disaggregates revenue by segment and major source for the periods ended May 4, 2024 and April 29, 2023:
+Added: Thirteen Weeks Ended May 4, 2024
Eliminations and
10 unchanged sentences
Licensing and royalty
−Removed: Thirty-Nine Weeks Ended October 29, 2022
+Added: Thirteen Weeks Ended April 29, 2023
Eliminations and
10 unchanged sentences
Licensing and royalty
−Removed: (1) Collectively referred to as "e-commerce"
−Removed: in the narrative below
−Removed: (2) Includes breakage revenue from unredeemed gift cards
+Added: (1) Collectively referred to as "e-commerce" in the narrative below
+Added: (2) Includes breakage revenue from unredeemed gift cards, which is recognized during the 24-month period following the sale of the gift cards according to the Company’s historical redemption patterns.
Retail stores
9 unchanged sentences
sales from the Company’s wholesale customers’ websites that are fulfilled on a drop-ship basis (“e-commerce – wholesale drop ship”);
−Removed: and other e-commerce sales (“wholesale – e-commerce”), collectively referred to as "e-commerce".
+Added: and other e-commerce sales (“wholesale – e-commerce”), collectively referred to as "e-commerce".
The Company transfers control and recognizes revenue for merchandise sold that is shipped directly to an individual consumer upon delivery to the consumer.
Landed wholesale
−Removed: Landed sales are wholesale sales in which the Company obtains title to the footwear from the overseas suppliers and maintains title until the merchandise clears United States customs.
−Removed: The merchandise is shipped directly to the customer from the Company’s warehouses.
+Added: Landed sales are wholesale sales in which the Company obtains title to the footwear from the overseas suppliers and maintains title until the merchandise is shipped to the customer from the Company’s warehouses.
Many customers purchasing footwear on a landed basis arrange their own transportation of merchandise and, with limited exceptions, control is transferred at the time of shipment.
6 unchanged sentences
The Company has license agreements with third parties allowing them to sell the Company’s branded product, or other merchandise that uses the Company’s owned or licensed brand names.
−Removed: These license agreements provide the licensee access to the Company’s symbolic
−Removed: intellectual property, and revenue is therefore recognized over the license term.
+Added: These license agreements provide the licensee access to the Company’s symbolic intellectual property, and revenue is therefore recognized over the license term.
For royalty contracts that do not have guaranteed minimums, the Company recognizes revenue as the licensee’s sales occur.
9 unchanged sentences
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: January 28, 2023
+Added: April 29, 2023
+Added: February 3, 2024
Customer allowances and discounts
3 unchanged sentences
Changes in contract balances with customers generally reflect differences in relative sales volume for the periods presented.
−Removed: In addition, during the thirty-nine weeks ended October 28, 2023, the loyalty programs liability increased $ 41.9 million due to points and material rights earned on purchases and decreased $ 45.9 million due to expirations and redemptions.
−Removed: 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: In addition, during the thirteen weeks ended May 4, 2024, the loyalty programs liability increased $ 9.7 million due to points and material rights earned on purchases and decreased $ 12.8 million due to expirations and redemptions.
+Added: In addition, during 2023, the Company modified its Famous Footwear Rewards loyalty program.
+Added: Under the modified program, points and savings certificates have a shorter time period to be either utilized or expired, which has resulted in a lower liability as of May 4, 2024.
+Added: During the thirteen weeks ended April 29, 2023, the loyalty programs liability increased $ 8.8 million due to points and material rights earned on purchases and decreased $ 9.5 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.
1 unchanged sentence
The Company estimates and records an expected lifetime credit loss on accounts receivable by utilizing credit ratings and other customer-related information, as well as historical loss experience.
−Removed: The following table summarizes the activity in the Company’s allowance for expected credit losses during the thirty-nine weeks ended October 28, 2023 and October 29, 2022:
−Removed: Thirty-Nine Weeks Ended
+Added: The following table summarizes the activity in the Company’s allowance for expected credit losses during the thirteen weeks ended May 4, 2024 and April 29, 2023:
+Added: Thirteen Weeks Ended
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
+Added: April 29, 2023
Balance, beginning of period
5 unchanged sentences
shareholders.
−Removed: In periods of net loss, no effect is given to the Company’s participating securities since they do not contractually participate in the losses of
+Added: In periods of net loss, no effect is given to the Company’s participating securities since they do not contractually participate in the losses of the Company.
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 October 28, 2023 and October 29, 2022:
+Added: shareholders for the periods ended May 4, 2024 and April 29, 2023:
Thirteen Weeks Ended
−Removed: Thirty-Nine Weeks Ended
($ thousands, except per share amounts)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: Net (earnings) loss attributable to noncontrolling interests
+Added: April 29, 2023
+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: There were no outstanding options to purchase shares of common stock for the thirty-nine weeks ended October 28, 2023.
−Removed: Options to purchase 16,667 shares of common stock for both the thirteen and thirty-nine weeks ended October 29, 2022 were not included in the denominator for diluted earnings per common share attributable to Caleres, Inc.
−Removed: shareholders because the effect would be anti-dilutive.
−Removed: As further discussed in Item 2, Unregistered Sales of Equity Securities and Use of Proceeds , the Company has two publicly announced share repurchase programs.
−Removed: The Company did not repurchase any shares under these programs during the thirteen weeks ended October 28, 2023 and repurchased 763,000 shares during the thirty-nine weeks ended October 28, 2023.
−Removed: During the thirteen and thirty-nine weeks ended October 29, 2022, the Company repurchased 838,025 and 2,622,845 shares, respectively, under the share repurchase programs.
−Removed: No excise taxes were due on the Company’s share repurchases during the thirty-nine weeks ended October 28, 2023 under the provisions of the Inflation Reduction Act of 2022.
−Removed: Note 5 Restructuring and Other Special Charges
−Removed: The Company incurred costs of $ 2.3 million ( $ 1.7 million on an after-tax basis, or $ 0.05 per diluted share) and $3.9 million ( $ 2.9 million on an after-tax basis, or $ 0.08 per diluted share) during the thirteen and thirty-nine weeks ended October 28, 2023, respectively, associated with its expense reduction initiatives.
−Removed: The costs were primarily severance related to organizational changes in the Famous Footwear segment and the Company’s corporate office, as well as severance and other costs to integrate the Blowfish Malibu office and information systems into the St.
−Removed: Louis infrastructure .
−Removed: Of the $ 2.3 million in charges presented in restructuring and other special charges on the condensed consolidated statements of earnings for the thirteen weeks ended October 28, 2023, $ 1.2 million is reflected in the Famous Footwear segment, $ 0.8 million is reflected in the Brand Portfolio segment and $ 0.3 million is reflected within the Eliminations and Other category.
−Removed: Of the $ 3.9 million in charges presented in restructuring and other special charges on the condensed consolidated statements of earnings for the thirty-nine weeks ended October 28, 2023, $ 1.7 million is reflected in the Brand Portfolio segment, $ 1.3 million is reflected in the Famous Footwear segment and $ 0.9 million is reflected within the Eliminations and Other category.
−Removed: As of October 28, 2023, restructuring reserves of $ 2.6 million were included in other accrued expenses on the condensed consolidated balance sheet.
−Removed: 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 the CFO transition at the corporate headquarters.
−Removed: These costs were recognized as restructuring and other special charges in the condensed consolidated statement of earnings within the Eliminations and Other category.
+Added: As further discussed in Item 2, Unregistered Sales of Equity Securities and Use of Proceeds , the Company has a publicly announced share repurchase program.
+Added: The Company repurchased 416,000 shares under this program during the thirteen weeks ended May 4, 2024.
+Added: The Company did no t repurchase any shares during the thirteen weeks ended April 29, 2023.
+Added: No excise taxes are due on the Company’s share repurchases during the thirteen weeks ended May 4, 2024 under the provisions of the Inflation Reduction Act of 2022.
Note 5 Business Segment Information
−Removed: Following is a summary of certain key financial measures for the Company’s business segments for the periods ended October 28, 2023 and October 29, 2022:
+Added: Following is a summary of certain key financial measures for the Company’s business segments for the periods ended May 4, 2024 and April 29, 2023:
($ thousands)
−Removed: Thirteen Weeks Ended October 28, 2023
+Added: Thirteen Weeks Ended May 4, 2024
Intersegment sales (1)
1 unchanged sentence
Segment assets
−Removed: Thirteen Weeks Ended October 29, 2022
+Added: Thirteen Weeks Ended April 29, 2023
Intersegment sales (1)
1 unchanged sentence
Segment assets
−Removed: Thirty-Nine Weeks Ended October 28, 2023
−Removed: Intersegment sales (1)
−Removed: Operating earnings (loss)
−Removed: Thirty-Nine Weeks Ended October 29, 2022
−Removed: Intersegment sales (1)
−Removed: Operating earnings (loss)
(1) Included in net sales in the Brand Portfolio segment and eliminated in the Eliminations and Other category.
2 unchanged sentences
Thirteen Weeks Ended
−Removed: Thirty-Nine Weeks Ended
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: October 28, 2023
−Removed: October 29, 2022
+Added: April 29, 2023
Operating earnings
5 unchanged sentences
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: January 28, 2023
+Added: April 29, 2023
+Added: February 3, 2024
Raw materials
2 unchanged sentences
Inventories, net (1)
+Added: (1) Net of adjustment to last-in, first-out cost of $ 10.9 million, $ 9.5 million and $ 10.3 million as of May 4, 2024, April 29, 2023 and February 3, 2024, respectively.
Note 7 Goodwill and Intangible Assets
1 unchanged sentence
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: January 28, 2023
+Added: April 29, 2023
+Added: February 3, 2024
Intangible Assets
7 unchanged sentences
Goodwill and intangible assets, net
−Removed: (1) The carrying amount of intangible assets as of October 28, 2023, October 29, 2022 and January 28, 2023 is presented net of accumulated impairment charges of $ 106.2 million.
−Removed: (2) The carrying amount of goodwill as of October 28, 2023, October 29, 2022 and January 28, 2023 is presented net of accumulated impairment charges of $ 415.7 million.
−Removed: The Company’s intangible assets as of October 28, 2023, October 29, 2022 and January 28, 2023 were as follows:
+Added: (1) The carrying amount of intangible assets as of May 4, 2024, April 29, 2023 and February 3, 2024 is presented net of accumulated impairment charges of $ 106.2 million.
+Added: (2) The carrying amount of goodwill as of May 4, 2024, April 29, 2023 and February 3, 2024 is presented net of accumulated impairment charges of $ 415.7 million.
+Added: The Company’s intangible assets as of May 4, 2024, April 29, 2023 and February 3, 2024 were as follows:
($ thousands)
−Removed: October 28, 2023
Estimated Useful Lives
1 unchanged sentence
Customer relationships
−Removed: October 29, 2022
+Added: April 29, 2023
Estimated Useful Lives
1 unchanged sentence
Customer relationships
−Removed: January 28, 2023
+Added: February 3, 2024
Estimated Useful Lives
1 unchanged sentence
Customer relationships
−Removed: Amortization expense related to intangible assets was $ 3.0 million for both the thirteen weeks ended October 28, 2023 and October 29, 2022, and $ 9.1 million for both the thirty-nine weeks ended October 28, 2023 and October 29, 2022.
−Removed: The Company estimates that amortization expense related to intangible assets will be approximately $ 11.9 million in 2023, $ 11.0 million in 2024, 2025 and 2026 , and $ 10.9 million in 2027.
+Added: Amortization expense related to intangible assets was $ 2.8 million and $ 3.0 million for the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively.
+Added: The Company estimates that amortization expense related to intangible assets will be approximately $ 11.0 million in 2024, 2025 , and 2026 , $ 10.9 million in 2027 and $ 10.7 million in 2028.
Goodwill is tested for impairment as of the first day of the fourth quarter of each fiscal year, 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 thirty-nine weeks ended October 28, 2023 or October 29, 2022.
+Added: The Company recorded no goodwill impairment charges during the thirteen weeks ended May 4, 2024 or April 29, 2023.
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 thirty-nine weeks ended October 28, 2023 or October 29, 2022.
+Added: The Company recorded no impairment charges for indefinite-lived intangible assets during the thirteen weeks ended May 4, 2024 or April 29, 2023.
Note 8 Leases
7 unchanged sentences
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.
−Removed: After allowing for an appropriate start-up period and consideration of any unusual nonrecurring events, property and equipment
−Removed: 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: 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.
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.
+Added: During the thirteen weeks ended May 4, 2024, the Company recorded asset impairment charges of $ 0.2 million.
+Added: An immaterial amount of impairment charges were recorded during the thirteen weeks ended April 29, 2023.
Refer to Note 13 to the condensed consolidated financial statements for further discussion of impairment charges on the Company’s operating lease right-of-use assets and property and equipment in retail stores.
−Removed: During the thirty-nine weeks ended October 28, 2023, the Company entered into new or amended leases that resulted in the recognition of right-of-use assets and lease obligations of $ 94.3 million on the condensed consolidated balance sheets.
−Removed: As of October 28, 2023, the Company has entered into lease commitments for 11 retail locations for which the leases have not yet commenced.
−Removed: The Company anticipates that six leases will begin in the current fiscal year, four leases will begin in fiscal 2024 and one lease will begin in fiscal 2025.
−Removed: Upon commencement, right-of-use assets and lease liabilities of approximately $ 5.2 million, $ 3.1 million and $ 0.3 million will be recorded on the condensed consolidated balance sheets in 2023 , 2024 and 2025 , respectively.
−Removed: The components of lease expense for the thirteen and thirty-nine weeks ended October 28, 2023 and October 29, 2022 were as follows:
+Added: During the thirteen weeks ended May 4, 2024, the Company entered into new or amended leases that resulted in the recognition of right-of-use assets and lease obligations of $ 74.2 million on the condensed consolidated balance sheets.
+Added: As of May 4, 2024, the Company has entered into lease commitments for three retail locations for which the leases have not yet commenced.
+Added: The Company anticipates that those leases will begin in the current fiscal year.
+Added: Upon commencement, right-of-use assets and lease liabilities of approximately $ 3.0 million will be recorded on the condensed consolidated balance sheets.
+Added: The components of lease expense for the thirteen weeks ended May 4, 2024 and April 29, 2023 were as follows:
Thirteen Weeks Ended
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: Operating lease expense
−Removed: Variable lease expense
−Removed: Short-term lease expense
−Removed: Total lease expense
−Removed: Thirty-Nine Weeks Ended
−Removed: ($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
+Added: April 29, 2023
Operating lease expense
1 unchanged sentence
Short-term lease expense
−Removed: Sublease income
Total lease expense
−Removed: Supplemental cash flow information related to leases is as follows:
−Removed: Thirty-Nine Weeks Ended
−Removed: ($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: Cash paid for lease liabilities
−Removed: Cash received from sublease income
+Added: During the thirteen weeks ended May 4, 2024 and April 29, 2023, the Company paid cash for lease liabilities of $ 42.2 million and $ 41.2 million, respectively.
Note 9 Financing Arrangements
2 unchanged sentences
The Company is the lead borrower, and Sidney Rich Associates, Inc., BG Retail, LLC, Allen Edmonds LLC, Vionic Group LLC, Vionic International LLC and Blowfish, LLC are each co-borrowers and guarantors.
−Removed: On October 5, 2021, the Company entered into a Fifth Amendment to Fourth Amended and Restated Credit Agreement (as so amended, the "Credit Agreement") which, among other modifications, decreased the amount available under the revolving credit facility by $ 100.0 million to an aggregate amount of up to $ 500.0 million, subject to borrowing base restrictions, and may be increased by up to $ 250.0 million.
+Added: On October 5, 2021, the Company entered into a Fifth Amendment to Fourth Amended and Restated Credit Agreement (as so amended, the "Credit Agreement") which, among other modifications, decreased the amount available under the revolving credit facility by $ 100.0 million to an aggregate amount of up to $ 500.0 million, subject to borrowing base restrictions, and may be increased by up to $ 250.0 million.
The Credit Agreement also decreased the spread applied to the London Interbank Offered Rate (“LIBOR”) or prime rate by a total of 75 basis points.
On April 27, 2023, the Company entered into a Sixth Amendment to Fourth Amended and Restated Credit agreement to transition the borrowings on the revolving credit facility from bearing interest based on LIBOR to a term secured overnight financing rate (“SOFR”).
−Removed: Borrowing availability under the Credit Agreement is limited to the lesser of the total commitments and the borrowing base ("Loan Cap"), which is based on stated percentages of the sum of eligible accounts receivable, eligible inventory and eligible credit card receivables, as
−Removed: defined, less applicable reserves.
+Added: Borrowing availability under the Credit Agreement is limited to the lesser of the total commitments and the borrowing base ("Loan Cap"), which is based on stated percentages of the sum of eligible accounts receivable, eligible inventory and eligible credit card receivables, as defined, less applicable reserves.
Under the Credit Agreement, the Loan Parties’ obligations are secured by a first-priority security interest in all accounts receivable, inventory and certain other collateral.
7 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 October 28, 2023.
−Removed: At October 28, 2023, the Company had $ 222.0 million of borrowings outstanding and $ 10.6 million in letters of credit outstanding under the Credit Agreement.
−Removed: Total additional borrowing availability was $ 267.4 million at October 28, 2023.
+Added: The Company was in compliance with all covenants and restrictions under the Credit Agreement as of May 4, 2024.
+Added: At May 4, 2024, the Company had $ 191.0 million of borrowings outstanding and $ 9.4 million in letters of credit outstanding under the Credit Agreement.
+Added: Total additional borrowing availability was $ 299.6 million as of May 4, 2024.
Note 10 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 October 28, 2023 and October 29, 2022:
+Added: The following table sets forth the changes in accumulated other comprehensive loss (OCL) by component for the periods ended May 4, 2024 and April 29, 2023:
Postretirement
3 unchanged sentences
(Loss) Income
−Removed: Balance at July 29, 2023
−Removed: Other comprehensive loss before reclassifications
−Removed: Reclassifications:
−Removed: Amounts reclassified from accumulated other comprehensive loss
−Removed: Net reclassifications
−Removed: Other comprehensive (loss) income
−Removed: Balance at October 28, 2023
−Removed: Balance at July 30, 2022
+Added: Balance at February 3, 2024
Other comprehensive loss before reclassifications
3 unchanged sentences
Other comprehensive (loss) income
−Removed: Balance at October 29, 2022
+Added: Balance at May 4, 2024
Balance at January 28, 2023
4 unchanged sentences
Other comprehensive (loss) income
−Removed: Balance at October 28, 2023
−Removed: Balance at January 29, 2022
−Removed: Other loss income before reclassifications
−Removed: Reclassifications:
−Removed: Amounts reclassified from accumulated other comprehensive loss
−Removed: Net reclassifications
−Removed: Other comprehensive (loss) income
−Removed: Balance at October 29, 2022
+Added: Balance at April 29, 2023
(1) Amounts reclassified are included in other income, net.
1 unchanged sentence
Note 11 Share-Based Compensation
−Removed: The Company recognized share-based compensation expense of $ 4.1 million and $ 5.0 million during the thirteen weeks and $ 10.9 million and $ 13.2 million during the thirty-nine weeks ended October 28, 2023 and October 29, 2022, respectively.
−Removed: The Company had net issuances of 3,365 and 20,699 shares of common stock during the thirteen weeks ended October 28, 2023 and October 29, 2022, 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 thirty-nine weeks ended October 28, 2023 and October 29, 2022, the Company had net issuances of 590,706 and 621,154 shares of common stock, respectively, related to share-based plans.
+Added: The Company recognized share-based compensation expense of $ 3.7 million and $ 2.9 million during the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively.
+Added: The Company had net issuances of 61,388 and 558,847 shares of common stock during the thirteen weeks ended May 4, 2024 and April 29, 2023, 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.
Restricted Stock
−Removed: The following table summarizes restricted stock activity for the periods ended October 28, 2023 and October 29, 2022:
+Added: The following table summarizes restricted stock activity for the periods ended May 4, 2024 and April 29, 2023:
Thirteen Weeks Ended
Thirteen Weeks Ended
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: of Restricted
−Removed: of Restricted
−Removed: July 29, 2023
−Removed: July 30, 2022
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: Thirty-Nine Weeks Ended
−Removed: Thirty-Nine Weeks Ended
−Removed: October 28, 2023
−Removed: October 29, 2022
+Added: April 29, 2023
of Restricted
of Restricted
−Removed: January 28, 2023
+Added: February 3, 2024
January 28, 2023
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: The Company granted 10,906 restricted shares during the thirteen weeks ended October 28, 2023, which have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
−Removed: Of the 590,900 restricted shares granted during the thirty-nine weeks ended October 28, 2023, 554,832 shares have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years , 23,268 shares have a cliff-vesting term of one year , 7,000 shares have a graded vesting term of three years , with 50 % vesting after eighteen months and 50 % after three years , and 5,800 shares have a cliff-vesting term of two years .
−Removed: 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 .
−Removed: Of the 726,720 restricted shares the Company granted during the thirty-nine weeks ended October 29, 2022, 716,250 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: April 29, 2023
+Added: The Company granted 303,285 restricted shares during the thirteen weeks ended May 4, 2024, which have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
+Added: Of the 546,384 restricted shares granted during the thirteen weeks ended April 29, 2023, 533,584 shares have a graded-vesting term of three years , with 50 % vesting after two years and 50 % after three years , 7,000 shares have a graded-vesting term of three years , with 50 % vesting after eighteen months and 50 % after three years , and 5,800 shares have a cliff-vesting term of two years .
Performance Awards
−Removed: During the thirty-nine weeks ended October 28, 2023, the Company granted performance share awards for a targeted 276,434 shares, with a weighted-average grant date fair value of $ 23.12 in connection with the 2023 performance award (2023 – 2025 performance period).
−Removed: 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 thirteen weeks ended May 4, 2024, the Company granted performance share awards for a targeted 165,854 shares, with a weighted-average grant date fair value of $ 41.05 in connection with the 2024 performance award (2024 – 2026 performance period).
+Added: During the thirteen weeks ended April 29, 2023, the Company granted performance share awards for a targeted 276,434 shares, with a weighted-average grant date fair value of $ 23.12 in connection with the 2023 performance award (2023 – 2025 performance period).
At the end of the vesting period, the employee will have earned an amount of shares or units between 0 % and 200 % of the targeted award, depending on the attainment of certain financial goals for the service period and individual achievement of strategic initiatives over the cumulative period of the award.
−Removed: The 2023 performance award is payable in common stock for up to 100 % of the targeted award and the remainder in cash if any portion exceeds the targeted award.
+Added: The performance awards are payable in common stock for up to 100 % of the targeted award and the remainder in cash if any portion exceeds the targeted award.
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: 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.
−Removed: The performance conditions had been satisfied for the two award tranches based on the achievement of financial goals for the 2020 and 2021 fiscal periods.
−Removed: The modification to accelerate vesting eliminated the remaining service requirement.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: This award, which vests after a three-year period, is 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.
−Removed: The estimated value of the award, which is reflected within other liabilities on the condensed consolidated balance sheets, is being expensed ratably over the three-year performance period.
Restricted Stock Units for Non-Employee Directors
−Removed: Equity-based grants may be made to non-employee directors in the form of restricted stock units ("RSUs") payable in cash or common stock at no cost to the non-employee director.
+Added: Equity-based grants may be made to non-employee directors in the form of restricted stock units ("RSUs") payable in cash or common stock at no cost to the non-employee director.
The RSUs are subject to a vesting requirement (usually one year) and earn dividend equivalents at the same rate as dividends on the Company’s common stock.
4 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 1,081 and 1,314 RSUs for dividend equivalents, during the thirteen weeks ended October 28, 2023 and October 29, 2022, respectively, with weighted-average grant date fair values of $ 28.80 and $ 24.30 , respectively.
−Removed: The Company granted 50,376 and 41,325 RSUs to non-employee directors, including 3,840 and 4,680 and for dividend equivalents, during the thirty-nine weeks ended October 28, 2023 and October 29, 2022, respectively, with weighted-average grant date fair values of $ 19.72 and $ 27.23 , respectively.
+Added: The Company granted 879 and 1,423 RSUs for dividend equivalents during the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively, with weighted-average grant date fair values of $ 35.57 and $ 21.47 , respectively.
Note 12 Retirement and Other Benefit Plans
−Removed: The following table sets forth the components of net periodic benefit income for the Company, including the domestic and Canadian plans:
+Added: The following table sets forth the components of net periodic benefit expense (income) for the Company, including the domestic and Canadian plans:
Pension Benefits
3 unchanged sentences
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: Interest cost
−Removed: Expected return on assets
−Removed: Amortization of:
−Removed: Actuarial loss (gain)
−Removed: Prior service income
−Removed: Settlement cost
−Removed: Total net periodic benefit income
−Removed: Pension Benefits
−Removed: Other Postretirement Benefits
−Removed: Thirty-Nine Weeks Ended
−Removed: Thirty-Nine Weeks Ended
−Removed: ($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: October 28, 2023
−Removed: October 29, 2022
+Added: April 29, 2023
+Added: April 29, 2023
Interest cost
2 unchanged sentences
Actuarial loss (gain)
−Removed: Prior service income
−Removed: Settlement cost
−Removed: Total net periodic benefit income
−Removed: The non-service cost components of net periodic benefit income are included in other income, net in the condensed consolidated statements of earnings.
+Added: Prior service cost (income)
+Added: Total net periodic benefit expense (income)
Service cost is included in selling and administrative expenses.
+Added: All other components of net periodic benefit expense (income) are included in other income, net in the condensed consolidated statements of earnings.
Note 13 Fair Value Measurements
17 unchanged sentences
Consequently, the trust qualifies as a grantor trust for income tax purposes (i.e., a “Rabbi Trust”).
−Removed: The liabilities of the Deferred Compensation Plan are presented in other accrued expenses and the assets held by the trust are classified within prepaid expenses and other current assets in the condensed consolidated balance sheets.
−Removed: Changes in deferred compensation plan assets and liabilities are charged to selling and administrative expenses.
+Added: The liabilities of the Deferred Compensation Plan are presented in other accrued
+Added: expenses and the assets held by the trust are classified within prepaid expenses and other current assets in the condensed consolidated balance sheets.
+Added: Changes in the Deferred Compensation Plan assets and liabilities are charged to selling and administrative expenses.
The fair value is based on unadjusted quoted market prices for the funds in active markets with sufficient volume and frequency (Level 1).
−Removed: Non-Qualified Restoration Plan Liabilities
+Added: Non-Qualified Restoration Plan Assets and Liabilities
In 2023, the Company adopted a non-qualified restoration deferred compensation plan (the “Restoration Plan”) for the benefit of certain members of executive management.
1 unchanged sentence
The investment funds offered to the participants generally correspond to the funds offered in the Company’s 401(k) plan.
−Removed: Upon the initial contribution to the Restoration Plan, which is expected to be in January 2024, the plan assets and liabilities will fluctuate with the returns on the investment funds.
−Removed: The deferrals will be held in a separate trust, which will be established by the Company to administer the Restoration Plan.
−Removed: The assets of the trust will be subject to the claims of the Company’s creditors in the event that the Company becomes insolvent.
−Removed: The liabilities of the Restoration Plan are presented in other accrued expenses in the condensed consolidated balance sheet as of October 28, 2023.
+Added: The initial contribution to the Restoration Plan was funded in January 2024 and contributions are expected to continue on an annual basis.
+Added: The plan assets and liabilities will fluctuate with the returns on the investment funds.
+Added: The deferrals are held in a separate trust, which has been established by the Company to administer the Restoration Plan.
+Added: The assets of the trust are subject to the claims of the Company’s creditors in the event that the Company becomes insolvent.
+Added: Consequently, the trust qualifies as a grantor trust for income tax purposes (i.e., a “Rabbi Trust”).
+Added: The liabilities of the Restoration Plan are presented in other accrued expenses and the assets held by the trust are classified within prepaid and other current assets in the condensed consolidated balance sheet as of May 4, 2024.
+Added: Changes in the Restoration Plan assets and liabilities are charged to selling and administrative expenses.
+Added: The fair value is based on unadjusted quoted market prices for the funds in active markets with sufficient volume and frequency (Level 1).
Deferred Compensation Plan for Non-Employee Directors
10 unchanged sentences
Additional information related to RSUs for non-employee directors is disclosed in Note 11 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 October 28, 2023, October 29, 2022 and January 28, 2023.
−Removed: During the thirty-nine weeks ended October 28, 2023 and October 29, 2022, 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 May 4, 2024, April 29, 2023 and February 3, 2024.
+Added: During the thirteen weeks ended May 4, 2024 and April 29, 2023, there were no transfers into or out of Level 3.
Fair Value Measurements
1 unchanged sentence
Asset (Liability)
−Removed: October 28, 2023:
Non-qualified deferred compensation plan assets
Non-qualified deferred compensation plan liabilities
+Added: Non-qualified restoration plan assets
Non-qualified restoration plan liabilities
1 unchanged sentence
Restricted stock units for non-employee directors
−Removed: October 29, 2022:
+Added: April 29, 2023:
Non-qualified deferred compensation plan assets
2 unchanged sentences
Restricted stock units for non-employee directors
−Removed: January 28, 2023:
+Added: February 3, 2024:
Non-qualified deferred compensation plan assets
Non-qualified deferred compensation plan liabilities
+Added: Non-qualified restoration plan assets
+Added: Non-qualified restoration plan liabilities
Deferred compensation plan liabilities for non-employee directors
5 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 $ 559.0 million and $ 564.6 million at October 28, 2023 and October 29, 2022, respectively, were assessed for indicators of impairment.
−Removed: This assessment resulted
−Removed: in impairment charges for operating lease right-of-use assets, leasehold improvements and furniture and fixtures in the Company’s retail stores, and in the thirty-nine weeks ended October 29, 2022, capitalized software.
+Added: Long-lived assets held and used with a carrying amount of $ 655.1 million and $ 559.5 million at May 4, 2024 and April 29, 2023, respectively, were assessed for indicators of impairment.
+Added: This assessment resulted in impairment charges for operating lease right-of-use assets, leasehold improvements and furniture and fixtures in the Company’s retail stores.
Thirteen Weeks Ended
−Removed: Thirty-Nine Weeks Ended
($ thousands)
−Removed: October 28, 2023
−Removed: October 29, 2022
−Removed: October 28, 2023
−Removed: October 29, 2022
+Added: April 29, 2023
Long-Lived Asset Impairment Charges:
4 unchanged sentences
The fair values of cash and cash equivalents, receivables and trade accounts payable approximate their carrying values due to the short-term nature of these instruments.
−Removed: The fair values of the borrowings under revolving credit agreement of $ 222.0 million and $ 364.5 million as of October 28, 2023 and October 29, 2022, respectively, approximate their carrying values due to the short-term nature of the borrowings (Level 1).
+Added: The fair values of the borrowings under revolving credit agreement of $ 191.0 million and $ 291.5 million as of May 4, 2024 and April 29, 2023, respectively, approximate their carrying values due to the short-term nature of the borrowings (Level 1).
Note 14 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 23.5 % and 26.2 % for the thirteen weeks ended October 28, 2023 and October 29, 2022, respectively.
−Removed: The higher effective tax rate for the third quarter of 2022 was driven by an increase in permanent adjustments, primarily the non-deductible portion of executive compensation.
−Removed: The Company’s consolidated effective tax rates were 24.1 % and 25.7 % for the thirty-nine weeks ended October 28, 2023 and October 29, 2022, respectively.
−Removed: The lower effective tax rate for the thirty-nine weeks ended October 28, 2023 was driven by discrete tax benefits of $ 0.9 million, primarily related to the Company’s share-based compensation.
−Removed: As of October 28, 2023, 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 international earnings, as required by the Tax Cuts and Jobs Act.
+Added: The Company’s consolidated effective tax rates were 23.0 % and 23.5 % for the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively.
+Added: As of May 4, 2024, 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 international 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.
8 unchanged sentences
In 2016, the Company submitted a revised plan to address on-site conditions, including direct treatment of source areas, and received approval from the oversight authorities to begin implementing the revised plan.
−Removed: received permission from the oversight authorities to convert the pump and treat system to a passive treatment barrier system and completed the conversion during the second quarter of 2023.
+Added: The Company received permission from the oversight authorities to convert the pump and treat system to a passive treatment barrier system and completed the conversion during 2023.
Off-site groundwater concentrations have been reducing over time since installation of the pump and treat system in 2000 and injection of clean water beginning in 2003.
4 unchanged sentences
The Company continues to implement the expanded remedy work plan that was approved by the oversight authorities in 2015 and 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 October 28, 2023 were $ 34.0 million.
+Added: The cumulative expenditures for both on-site and off-site remediation through May 4, 2024 were $ 34.4 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 October 28, 2023 is $ 9.4 million, of which $ 8.4 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 May 4, 2024 is $ 9.2 million, of which $ 8.3 million is recorded within other liabilities and $ 0.9 million is recorded within other accrued expenses.
Of the total $ 9.2 million reserve, $ 4.8 million is for off-site remediation and $ 4.4 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 $ 13.2 million as of October 28, 2023.
+Added: On an undiscounted basis, the on-site remediation liability would be $ 12.5 million as of May 4, 2024.
The Company expects to spend approximately $ 0.2 million in 2024, $ 0.1 million in each of the following four years and $ 11.9 million in the aggregate thereafter related to the on-site remediation.
6 unchanged sentences
In the opinion of management, the outcome of such ordinary course of business proceedings and litigation currently pending is not expected to have a material adverse effect on the Company’s results of operations or financial position.
−Removed: Legal costs associated with litigation are expensed as incurred.
+Added: Legal costs associated with litigation are generally expensed as incurred.
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.