3 unchanged sentences
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
February 3, 2024
34 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands, except per share amounts)
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
+Added: November 2, 2024
+Added: October 28, 2023
Cost of goods sold
6 unchanged sentences
Income tax provision
−Removed: Net earnings 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: August 3, 2024
−Removed: July 29, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: Other comprehensive income (loss) ("OCI"), net of tax:
+Added: November 2, 2024
+Added: October 28, 2023
+Added: November 2, 2024
+Added: October 28, 2023
+Added: Other comprehensive (loss) income ("OCI"), net of tax:
Foreign currency translation adjustment
2 unchanged sentences
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: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
Operating Activities
39 unchanged sentences
Paid-In Capital
−Removed: BALANCE MAY 4, 2024
+Added: BALANCE AUGUST 3, 2024
+Added: Net earnings (loss)
Foreign currency translation adjustment
Pension and other postretirement benefits adjustments, net of tax of $ 383
−Removed: Comprehensive income
+Added: Comprehensive income (loss)
Contributions by noncontrolling interests
Dividends ($ 0.07 per share)
+Added: Acquisition of treasury stock
+Added: ( 1,522,324 )
Issuance of common stock under share-based plans, net
Share-based compensation expense
−Removed: BALANCE AUGUST 3, 2024
−Removed: BALANCE APRIL 29, 2023
+Added: BALANCE NOVEMBER 2, 2024
+Added: BALANCE JULY 29, 2023
Foreign currency translation adjustment
Pension and other postretirement benefits adjustments, net of tax of $ 228
−Removed: Comprehensive income
−Removed: Contributions by noncontrolling interests
+Added: Comprehensive (loss) income
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 JULY 29, 2023
+Added: BALANCE OCTOBER 28, 2023
Total Caleres, Inc.
5 unchanged sentences
BALANCE FEBRUARY 3, 2024
+Added: Net earnings (loss)
Foreign currency translation adjustment
Pension and other postretirement benefits adjustments, net of tax of $ 1,154
−Removed: Comprehensive income
+Added: Comprehensive income (loss)
Contributions by noncontrolling interests
1 unchanged sentence
Acquisition of treasury stock
+Added: ( 1,938,324 )
Issuance of common stock under share-based plans, net
Share-based compensation expense
−Removed: BALANCE AUGUST 3, 2024
+Added: BALANCE NOVEMBER 2, 2024
BALANCE JANUARY 28, 2023
7 unchanged sentences
Share-based compensation expense
−Removed: BALANCE JULY 29, 2023
+Added: BALANCE OCTOBER 28, 2023
See notes to condensed consolidated financial statements.
18 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 thirteen and twenty-six weeks ended August 3, 2024, capital contributions of $ 1.0 million were made to CLT, including $ 0.5 million received from Brand Investment Holding.
−Removed: During the thirteen and twenty-six weeks ended July 29, 2023, capital contributions of $ 2.0 million were made to CLT, including $ 1.0 million received from Brand Investment Holding.
−Removed: Net sales and operating earnings of CLT for the periods ended August 3, 2024 and July 29, 2023 were as follows:
+Added: During the thirteen and thirty-nine weeks ended November 2, 2024, capital contributions of $ 2.0 million and $ 3.0 million, respectively, were made to CLT, including $ 1.0 million and $ 1.5 million, respectively, received from Brand Investment Holding.
+Added: 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.
+Added: Net sales and operating (loss) earnings of CLT for the periods ended November 2, 2024 and October 28, 2023 were as follows:
Thirteen Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: Operating earnings
+Added: November 2, 2024
+Added: October 28, 2023
+Added: November 2, 2024
+Added: October 28, 2023
+Added: Operating (loss) earnings
The Company consolidates CLT into its condensed consolidated financial statements on a one-month lag.
−Removed: Net earnings attributable to noncontrolling interests represents the share of net earnings that is attributable to Brand Investment Holding.
+Added: Net (loss) earnings attributable to noncontrolling interests represents the share of net earnings that is attributable to Brand Investment Holding.
Transactions between the Company and the joint venture have been eliminated in the condensed consolidated financial statements.
2 unchanged sentences
The Company negotiates payment and other terms directly with the suppliers, regardless of whether the supplier participates in the Program, and the Company’s responsibility is limited to making payment based on the terms originally negotiated with the supplier.
−Removed: 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 August 3, 2024 and July 29, 2023, the Company had $ 15.8 million and $ 32.9 million, respectively, of accounts payable subject to the Program arrangements.
+Added: The suppliers that participate in the Program have discretion to determine which invoices, if any, are sold to the participating financial
+Added: institutions.
+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 November 2, 2024 and October 28, 2023, the Company had $ 17.2 million and $ 25.0 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 August 3, 2024, was engaged in discussions with a few 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 November 2, 2024, was engaged in discussions with a few 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 sheet as of August 3, 2024 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 August 3, 2024.
+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 November 2, 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 November 2, 2024.
Enterprise Resource Planning (“ERP”) Implementation
The Company is in the process of a multi-year cloud-based ERP implementation.
−Removed: Other assets on the condensed consolidated balance sheets included $ 19.6 million and $ 5.2 million as of August 3, 2024 and July 29, 2023, respectively, for capitalized costs associated with this implementation.
+Added: The wholesale and financial modules of the implementation went live in the second quarter of 2024.
+Added: Other assets on the condensed consolidated balance sheets includes $ 20.3 million and $ 8.8 million as of November 2, 2024 and October 28, 2023, respectively, for capitalized costs associated with this implementation.
Note 2 Impact of New Accounting Pronouncements
9 unchanged sentences
The adoption of the ASU is not expected to have a material impact on the Company’s financial statement disclosures.
+Added: In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses .
+Added: The ASU requires new financial statement disclosures in a tabular format, disaggregating information about certain income expenses.
+Added: The ASU is effective for the Company on a prospective basis for the Company’s annual disclosures for fiscal year 2027 and for interim periods beginning with the first quarter of 2028.
+Added: Early adoption and retrospective application is permitted.
+Added: The Company is currently evaluating the impact of the ASU on its consolidated 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 August 3, 2024 and July 29, 2023:
−Removed: Thirteen Weeks Ended August 3, 2024
+Added: The following table disaggregates revenue by segment and major source for the periods ended November 2, 2024 and October 28, 2023:
+Added: Thirteen Weeks Ended November 2, 2024
Eliminations and
10 unchanged sentences
Licensing and royalty
−Removed: Thirteen Weeks Ended July 29, 2023
+Added: Thirteen Weeks Ended October 28, 2023
Eliminations and
10 unchanged sentences
Licensing and royalty
−Removed: Twenty-Six Weeks Ended August 3, 2024
+Added: Thirty-Nine Weeks Ended November 2, 2024
Eliminations and
10 unchanged sentences
Licensing and royalty
−Removed: Twenty-Six Weeks Ended July 29, 2023
+Added: Thirty-Nine Weeks Ended October 28, 2023
Eliminations and
35 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: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
February 3, 2024
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 August 3, 2024, the loyalty programs liability increased $ 15.5 million due to points and material rights earned on purchases and decreased $ 18.9 million due to expirations and redemptions.
+Added: In addition, during the thirty-nine weeks ended November 2, 2024, the loyalty programs liability increased $ 24.0 million due to points and material rights earned on purchases and decreased $ 27.4 million due to expirations and redemptions.
During 2023, the Company modified its Famous Footwear Rewards loyalty program.
−Removed: 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 August 3, 2024.
−Removed: During the twenty-six weeks ended July 29, 2023, the loyalty programs liability increased $ 22.7 million due to points and material rights earned on purchases and decreased $ 23.8 million due to expirations and redemptions.
+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 November 2, 2024.
+Added: 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.
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 twenty-six weeks ended August 3, 2024 and July 29, 2023:
−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 November 2, 2024 and October 28, 2023:
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
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 August 3, 2024 and July 29, 2023:
+Added: shareholders for the periods ended November 2, 2024 and October 28, 2023:
Thirteen Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands, except per share amounts)
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: Net earnings attributable to noncontrolling interests
+Added: November 2, 2024
+Added: October 28, 2023
+Added: November 2, 2024
+Added: October 28, 2023
+Added: Net loss (earnings) attributable to noncontrolling interests
Net earnings attributable to Caleres, Inc.
8 unchanged sentences
As further discussed in Item 2, Unregistered Sales of Equity Securities and Use of Proceeds , the Company has a publicly announced share repurchase program.
−Removed: The Company repurchased zero and 416,000 shares under this program during the thirteen and twenty-six weeks ended August 3, 2024, respectively.
−Removed: During the thirteen and twenty-six weeks ended July 29, 2023 the Company repurchased 763,000 shares under the program.
−Removed: Under the provisions of the Inflation Reduction Act of 2022, an immaterial amount of excise taxes are due on the Company’s share repurchases during the twenty-six weeks ended August 3, 2024 or July 29, 2023.
+Added: The Company repurchased 1,522,324 and 1,938,324 shares under this program during the thirteen and thirty-nine weeks ended November 2, 2024, respectively.
+Added: The Company did not repurchase any shares under the program during the thirteen weeks ended October 28, 2023 and repurchased 763,000 shares during thirty-nine weeks ended October 28, 2023.
+Added: Under the provisions of the Inflation Reduction Act of 2022 (“Inflation Reduction Act”), a 1% excise tax is imposed on repurchases of common stock beginning on January 1, 2023.
+Added: Excise taxes incurred on share repurchases are incremental costs to purchase the stock, and accordingly, are included in the total cost basis of the common stock acquired and reflected as a reduction of shareholders’ equity within retained earnings in the condensed consolidated statements of shareholders’ equity.
+Added: Excise taxes of $ 0.5 million are due on the Company’s share repurchases during the thirty-nine weeks ended November 2, 2024.
+Added: An immaterial amount of excise taxes were due on share repurchases during the thirty-nine weeks ended October 28, 2023.
Note 5 Restructuring and Other Special Charges
−Removed: The Company incurred costs of approximately $ 1.7 million ($ 1.2 million on an after-tax basis) during the thirteen and twenty-six weeks ended July 29, 2023 related to expense reduction initiatives, primarily severance.
−Removed: Of the approximately $ 1.7 million in charges presented in restructuring and other special charges on the condensed consolidated statements of earnings, $ 0.9 million is reflected in the Brand Portfolio segment, $ 0.6 million is reflected within the Eliminations and Other category and $ 0.2 million is reflected in the Famous Footwear segment.
−Removed: There were no corresponding costs for the twenty-six weeks ended August 3, 2024.
−Removed: As of July 29, 2023, restructuring reserves of $ 1.5 million were included in other accrued expenses on the condensed consolidated balance sheet, with no corresponding restructuring reserves as of August 3, 2024.
+Added: The Company incurred costs of approximately $ 1.6 million ($ 1.2 million on an after-tax basis) during the thirteen and thirty-nine weeks ended November 2, 2024 related to restructuring costs, primarily severance.
+Added: Of the approximately $ 1.6 million in charges presented in restructuring and other special charges on the condensed consolidated statements of earnings for the thirteen and thirty-nine weeks ended November 2, 2024, $ 1.1 million is reflected in the Brand Portfolio segment, $ 0.3 million is reflected within the Eliminations and Other category, and $ 0.2 million is reflected in the Famous Footwear segment.
+Added: The Company incurred costs of approximately $ 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, related to its expense reduction initiatives.
+Added: The costs were primarily for 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.
+Added: Louis corporate headquarters infrastructure.
+Added: Of the approximately $ 2.3 million 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
+Added: 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.
+Added: Of the approximately $ 3.9 million 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.
+Added: As of November 2, 2024 and October 28, 2023, restructuring reserves of $ 1.4 million and $ 2.6 million, respectively, were included in other accrued expenses 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 August 3, 2024 and July 29, 2023:
+Added: Following is a summary of certain key financial measures for the Company’s business segments for the periods ended November 2, 2024 and October 28, 2023:
($ thousands)
−Removed: Thirteen Weeks Ended August 3, 2024
+Added: Thirteen Weeks Ended November 2, 2024
Intersegment sales (1)
1 unchanged sentence
Segment assets
−Removed: Thirteen Weeks Ended July 29, 2023
+Added: Thirteen Weeks Ended October 28, 2023
Intersegment sales (1)
1 unchanged sentence
Segment assets
−Removed: Twenty-Six Weeks Ended August 3, 2024
+Added: Thirty-Nine Weeks Ended November 2, 2024
Intersegment sales (1)
Operating earnings (loss)
−Removed: Twenty-Six Weeks Ended July 29, 2023
+Added: Thirty-Nine Weeks Ended October 28, 2023
Intersegment sales (1)
4 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
+Added: November 2, 2024
+Added: October 28, 2023
Operating earnings
5 unchanged sentences
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
February 3, 2024
3 unchanged sentences
Inventories, net (1)
−Removed: Net of adjustment to last-in, first-out cost of $ 10.4 million, $ 9.3 million and $ 10.3 million as of August 3, 2024, July 29, 2023 and February 3, 2024, respectively.
+Added: Net of adjustment to last-in, first-out cost of $ 8.9 million, $ 7.7 million and $ 10.3 million as of November 2, 2024, October 28, 2023 and February 3, 2024, respectively.
Note 8 Goodwill and Intangible Assets
1 unchanged sentence
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
February 3, 2024
8 unchanged sentences
Goodwill and intangible assets, net
−Removed: (1) The carrying amount of intangible assets as of August 3, 2024, July 29, 2023 and February 3, 2024 is presented net of accumulated impairment charges of $ 106.2 million.
−Removed: (2) The carrying amount of goodwill as of August 3, 2024, July 29, 2023 and February 3, 2024 is presented net of accumulated impairment charges of $ 415.7 million.
−Removed: The Company’s intangible assets as of August 3, 2024, July 29, 2023 and February 3, 2024 were as follows:
+Added: (1) The carrying amount of intangible assets as of November 2, 2024, October 28, 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 November 2, 2024, October 28, 2023 and February 3, 2024 is presented net of accumulated impairment charges of $ 415.7 million.
+Added: The Company’s intangible assets as of November 2, 2024, October 28, 2023 and February 3, 2024 were as follows:
($ thousands)
−Removed: August 3, 2024
+Added: November 2, 2024
Estimated Useful Lives
1 unchanged sentence
Customer relationships
−Removed: July 29, 2023
+Added: October 28, 2023
Estimated Useful Lives
5 unchanged sentences
Customer relationships
−Removed: Amortization expense related to intangible assets was $ 2.8 million and $ 3.0 million for the thirteen weeks ended August 3, 2024 and July 29, 2023, respectively, and $ 5.5 million and $ 6.1 million for the twenty-six weeks ended August 3, 2024 and July 29, 2023, respectively.
+Added: Amortization expense related to intangible assets was $ 2.8 million and $ 3.0 million for the thirteen weeks ended November 2, 2024 and October 28, 2023, respectively, and $ 8.3 million and $ 9.1 million for the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively.
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 twenty-six weeks ended August 3, 2024 or July 29, 2023.
+Added: The Company recorded no goodwill impairment charges during the thirty-nine weeks ended November 2, 2024 or October 28, 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 twenty-six weeks ended August 4, 2024 or July 29, 2023.
+Added: The Company recorded no impairment charges for indefinite-lived intangible assets during the thirty-nine weeks ended November 2, 2024 or October 28, 2023.
Note 9 Leases
10 unchanged sentences
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: During the thirteen and twenty-six weeks ended August 3, 2024, the Company recorded asset impairment charges of $ 0.6 million and $ 0.8 million, respectively, primarily related to underperforming retail stores.
Refer to Note 14 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 twenty-six weeks ended August 3, 2024, the Company entered into new or amended leases that resulted in the recognition of right-of-use assets and lease obligations of $ 130.5 million on the condensed consolidated balance sheets.
−Removed: As of August 3, 2024, the Company has entered into lease commitments for three retail locations for which the leases have not yet commenced.
−Removed: The Company anticipates that two leases will begin in the current fiscal year and one will begin in the next fiscal year.
−Removed: Upon commencement, right-of-use assets and lease liabilities of approximately $ 1.1 million will be recorded in the current fiscal year and $ 1.0 million will be recorded in the next fiscal year on the condensed consolidated balance sheets.
−Removed: The components of lease expense for the thirteen and twenty-six weeks ended August 3, 2024 and July 29, 2023 were as follows:
+Added: During the thirty-nine weeks ended November 2, 2024, the Company entered into new or amended leases that resulted in the recognition of right-of-use assets and lease obligations of $ 166.0 million on the condensed consolidated balance sheets.
+Added: As of November 2, 2024, the Company has entered into lease commitments for four retail locations for which the leases have not yet commenced.
+Added: The Company anticipates that two leases will begin in the current fiscal year, one will begin in fiscal 2025 and one will begin in fiscal 2026.
+Added: Upon commencement, right-of-use assets and lease liabilities of approximately $ 2.0 million will be recorded in the current fiscal year, $ 0.7 million will be recorded in fiscal 2025 and $ 1.0 million will be recorded in fiscal 2026 on the condensed consolidated balance sheets.
+Added: The components of lease expense for the thirteen and thirty-nine weeks ended November 2, 2024 and October 28, 2023 were as follows:
Thirteen Weeks Ended
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
Operating lease expense
2 unchanged sentences
Total lease expense
−Removed: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
Operating lease expense
2 unchanged sentences
Total lease expense
−Removed: During the twenty-six weeks ended August 3, 2024 and July 29, 2023, the Company paid cash for lease liabilities of $ 83.2 million and $ 82.2 million, respectively.
+Added: During the thirty-nine weeks ended November 2, 2024 and October 28, 2023, the Company paid cash for lease liabilities of $ 126.4 million and $ 124.7 million, respectively.
Note 10 Financing Arrangements
9 unchanged sentences
The interest rate and fees for letters of credit vary based upon the level of excess availability under the Credit Agreement.
−Removed: There is an unused line fee payable on the unused portion under the facility and a letter of credit fee payable on the outstanding face amount under letters of credit.
+Added: There is an unused
+Added: line fee payable on the unused portion under the facility and a letter of credit fee payable on the outstanding face amount under letters of credit.
The Credit Agreement limits the Company’s ability to create, incur, assume or permit to exist additional indebtedness and liens, make investments or specified payments, give guarantees, pay dividends, make capital expenditures and merge or acquire or sell assets.
3 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 August 3, 2024.
−Removed: At August 3, 2024, the Company had $ 146.5 million of borrowings outstanding and $ 9.4 million in letters of credit outstanding under the Credit Agreement.
−Removed: Total additional borrowing availability was $ 344.1 million as of August 3, 2024.
−Removed: The Company’s borrowings were favorably impacted by an unplanned shift to the third quarter of 2024 of a significant payment to one of its largest vendors, for which the revolving credit facility would have been used.
+Added: The Company was in compliance with all covenants and restrictions under the Credit Agreement as of November 2, 2024.
+Added: At November 2, 2024, the Company had $ 238.5 million of borrowings outstanding and $ 9.4 million in letters of credit outstanding under the Credit Agreement.
+Added: Total additional borrowing availability was $ 252.1 million as of November 2, 2024.
+Added: As further discussed in Note 4 to the condensed consolidated financial statements, the Company repurchased approximately 1.5 million shares of common stock during the thirteen weeks ended November 2, 2024 at a total cost of approximately $ 50.0 million, excluding the cost of broker commissions and excise taxes due under the Inflation Reduction Act.
+Added: Borrowings under the revolving credit agreement were used to repurchase these shares of common stock.
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 August 3, 2024 and July 29, 2023:
+Added: The following table sets forth the changes in accumulated other comprehensive loss (OCL) by component for the periods ended November 2, 2024 and October 28, 2023:
Postretirement
3 unchanged sentences
(Loss) Income
−Removed: Balance at May 4, 2024
−Removed: Other comprehensive income before reclassifications
+Added: Balance at August 3, 2024
+Added: Other comprehensive loss before reclassifications
Reclassifications:
1 unchanged sentence
Net reclassifications
−Removed: Other comprehensive income
−Removed: Balance at August 3, 2024
−Removed: Balance at April 29, 2023
−Removed: Other comprehensive income before reclassifications
+Added: Other comprehensive (loss) income
+Added: Balance at November 2, 2024
+Added: Balance at July 29, 2023
+Added: Other comprehensive loss before reclassifications
Reclassifications:
1 unchanged sentence
Net reclassifications
−Removed: Other comprehensive income
−Removed: Balance at July 29, 2023
+Added: Other comprehensive (loss) income
+Added: Balance at October 28, 2023
Balance at February 3, 2024
4 unchanged sentences
Other comprehensive income
−Removed: Balance at August 3, 2024
+Added: Balance at November 2, 2024
Balance at January 28, 2023
4 unchanged sentences
Other comprehensive (loss) income
−Removed: Balance at July 29, 2023
+Added: Balance at October 28, 2023
(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 $ 4.2 million and $ 4.0 million during the thirteen weeks and $ 7.9 million and $ 6.9 million during the twenty-six weeks ended August 3, 2024 and July 29, 2023, respectively.
−Removed: The Company had net issuances of 463 and 28,494 shares of common stock during the thirteen weeks ended August 3, 2024 and July 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.
−Removed: During the twenty-six weeks ended August 3, 2024 and July 29, 2023, the Company had net issuances of 61,851 and 587,341 shares of common stock, respectively, related to share-based plans.
+Added: The Company recognized share-based compensation expense of $ 3.4 million and $ 4.1 million during the thirteen weeks and $ 11.3 million and $ 10.9 million during the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively.
+Added: The Company had net issuances of 20,699 and 3,365 shares of common stock during the thirteen weeks ended November 2, 2024 and October 28, 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.
+Added: During the thirty-nine weeks ended November 2, 2024 and October 28, 2023, the Company had net issuances of 82,550 and 590,706 shares of common stock, respectively, related to share-based plans.
Restricted Stock
−Removed: The following table summarizes restricted stock activity for the periods ended August 3, 2024 and July 29, 2023:
+Added: The following table summarizes restricted stock activity for the periods ended November 2, 2024 and October 28, 2023:
Thirteen Weeks Ended
Thirteen Weeks Ended
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
of Restricted
of Restricted
−Removed: April 29, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: Twenty-Six Weeks Ended
−Removed: Twenty-Six Weeks Ended
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: Nonvested at August 3, 2024
+Added: Nonvested at July 29, 2023
+Added: Nonvested at November 2, 2024
+Added: Nonvested at October 28, 2023
+Added: Thirty-Nine Weeks Ended
+Added: Thirty-Nine Weeks Ended
+Added: November 2, 2024
+Added: October 28, 2023
of Restricted
of Restricted
−Removed: February 3, 2024
−Removed: January 28, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: Of the 16,812 restricted shares the Company granted during the thirteen weeks ended August 3, 2024, 13,692 shares have a cliff-vesting term of one year and 3,120 shares have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
−Removed: Of the 320,097 restricted shares the Company granted during the twenty-six weeks ended August 3, 2024, 13,692 have a cliff-vesting term of one year and 306,405 shares have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
−Removed: Of the 33,610 restricted shares the Company granted during the thirteen weeks ended July 29, 2023, 23,268 have a cliff-vesting term of one year and 10,342 shares have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
−Removed: Of the 579,994 restricted shares granted during the twenty-six weeks ended July 29, 2023, 543,926 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 .
+Added: Nonvested at February 3, 2024
+Added: Nonvested at January 28, 2023
+Added: Nonvested at November 2, 2024
+Added: Nonvested at October 28, 2023
+Added: The Company granted 2,783 restricted shares during the thirteen weeks ended November 2, 2024, which have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
+Added: Of the 322,880 restricted shares the Company granted during the thirty-nine weeks ended November 2, 2024, 13,692 have a cliff-vesting term of one year and 309,188 shares have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
+Added: 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 .
+Added: 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 .
Performance Awards
−Removed: During the twenty-six weeks ended August 3, 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).
−Removed: During the twenty-six 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).
+Added: During the thirty-nine weeks ended November 2, 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 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).
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.
9 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 28,444 and 47,873 RSUs to non-employee directors, including 1,060 and 1,337 RSUs for dividend equivalents, during the thirteen weeks ended August 3, 2024 and July 29, 2023, respectively, with weighted-average grant date fair values of $ 35.01 and $ 19.46 , respectively.
−Removed: The Company granted 29,323 and 49,295 RSUs to non-employee directors, including 1,939 and 2,759 and for dividend equivalents, during the twenty-six weeks ended August 3, 2024 and July 29, 2023, respectively, with weighted-average grant date fair values of $ 35.03 and $ 19.52 , respectively.
+Added: The Company granted 868 and 1,081 RSUs for dividend equivalents, during the thirteen weeks ended November 2, 2024 and October 28, 2023, respectively, with weighted-average grant date fair values of $ 33.78 and $ 28.80 , respectively.
+Added: The Company granted 30,191 and 50,376 RSUs to non-employee directors, including 2,807 and 3,840 and for dividend equivalents, during the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively, with weighted-average grant date fair values of $ 34.99 and $ 19.72 , respectively.
Note 13 Retirement and Other Benefit Plans
5 unchanged sentences
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
+Added: November 2, 2024
+Added: October 28, 2023
Interest cost
6 unchanged sentences
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: August 3, 2024
−Removed: July 29, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
+Added: November 2, 2024
+Added: October 28, 2023
Interest cost
38 unchanged sentences
Consequently, the trust qualifies as a grantor trust for income tax purposes (i.e., a “Rabbi Trust”).
−Removed: 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 August 3, 2024.
+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 sheets.
Changes in the Restoration Plan assets and liabilities are charged to selling and administrative expenses.
13 unchanged sentences
Additional information related to RSUs for non-employee directors is disclosed in Note 12 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 August 3, 2024, July 29, 2023 and February 3, 2024.
−Removed: During the twenty-six weeks ended August 3, 2024 and July 29, 2023, 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 November 2, 2024, October 28, 2023 and February 3, 2024.
+Added: During the thirty-nine weeks ended November 2, 2024 and October 28, 2023, there were no transfers into or out of Level 3.
Fair Value Measurements
1 unchanged sentence
Asset (Liability)
−Removed: August 3, 2024:
+Added: November 2, 2024:
Non-qualified deferred compensation plan assets
4 unchanged sentences
Restricted stock units for non-employee directors
−Removed: July 29, 2023:
+Added: October 28, 2023:
Non-qualified deferred compensation plan assets
Non-qualified deferred compensation plan liabilities
+Added: Non-qualified restoration plan liabilities
Deferred compensation plan liabilities for non-employee directors
12 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 $ 647.4 million and
−Removed: $ 552.4 million at August 3, 2024 and July 29, 2023, respectively, were assessed for indicators of impairment.
−Removed: 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.
+Added: Long-lived assets held and used with carrying amounts of $ 651.5 million and $ 559.0 million at November 2, 2024 and October 28, 2023, respectively, were assessed for indicators of impairment.
+Added: This assessment
+Added: 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: Twenty-Six Weeks Ended
+Added: Thirty-Nine Weeks Ended
($ thousands)
−Removed: August 3, 2024
−Removed: July 29, 2023
−Removed: August 3, 2024
−Removed: July 29, 2023
+Added: November 2, 2024
+Added: October 28, 2023
+Added: November 2, 2024
+Added: October 28, 2023
Long-Lived Asset Impairment Charges:
3 unchanged sentences
Fair Value of the Company’s Other Financial Instruments
−Removed: 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 $ 146.5 million and $ 244.0 million as of August 3, 2024 and July 29, 2023, respectively, approximate their carrying values due to the short-term nature of the borrowings (Level 1).
+Added: 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 (Level 1).
+Added: The fair values of the borrowings under revolving credit agreement of $ 238.5 million and $ 222.0 million as of November 2, 2024 and October 28, 2023, respectively, approximate their carrying values due to the short-term nature of the borrowings (Level 1).
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 25.0 % and 25.6 % for the thirteen weeks ended August 3, 2024 and July 29, 2023, respectively.
−Removed: The Company’s consolidated effective tax rates were 24.0 % and 24.5 % for the twenty-six weeks ended August 3, 2024 and July 29, 2023, respectively.
−Removed: The lower effective tax rate for the twenty-six weeks ended August 3, 2024 was primarily driven by discrete tax benefits of $ 1.0 million related to the Company’s share-based compensation, compared to discrete tax benefits of $ 0.6 million for the twenty-six weeks ended July 29, 2023.
−Removed: As of August 3, 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.
+Added: The Company’s consolidated effective tax rates were 23.6 % and 23.5 % for the thirteen weeks ended November 2, 2024 and October 28, 2023, respectively.
+Added: The Company’s consolidated effective tax rates were 23.8 % and 24.1 % for the thirty-nine weeks ended November 2, 2024 and October 28, 2023, respectively.
+Added: The lower effective tax rate for the thirty-nine weeks ended November 2, 2024 reflects discrete tax benefits of $ 1.1 million related to the Company’s share-based compensation, compared to discrete tax benefits of $ 0.9 million for the thirty-nine weeks ended October 28, 2023.
+Added: As of November 2, 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.
15 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 August 3, 2024 were $ 34.6 million.
+Added: The cumulative expenditures for both on-site and off-site remediation through November 2, 2024 were $ 34.7 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 August 3, 2024 is $ 9.3 million, of which $ 8.4 million is recorded within other liabilities and $ 0.9 million is recorded within other accrued expenses.
+Added: The reserve for the anticipated future remediation activities at November 2, 2024 is $ 9.3 million, of which $ 8.4 million is recorded within other liabilities and $ 0.9 million is recorded within other accrued expenses.
Of the total $ 9.3 million reserve, $ 4.9 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 $ 12.5 million as of August 3, 2024.
+Added: On an undiscounted basis, the on-site remediation liability would be $ 12.5 million as of November 2, 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.
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.