What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2023-03-28 compared with 2022-03-25 · 80 added, 77 removed, 242 unchanged (39% of the section changed)

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• Fiscal 2021 — The fifty-two weeks ended January 29, 2022

• Fiscal 2019 — The fifty-two weeks ended February 1, 2020

• Fiscal 2022 — Our next fiscal year representing the fifty-two weeks ending January 28, 2023

• Fiscal 2020 — The fifty-two weeks ended January 30, 2021

• Fiscal 2023 — Our next fiscal year representing the fifty-three weeks ending February 3, 2024

Securities and Exchange Commission

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• CCPSA — Canada Consumer Product Safety Act

• CPSA — U.S.

Consumer Product Safety Act

• CPSC — U.S.

Consumer Product Safety Commission

• CPSIA — U.S.

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is the largest pure-play children’s specialty apparel retailer in North America.

We design, contract to manufacture, sell at retail and wholesale, and license to sell trend right, high quality merchandise predominantly at value prices, primarily under our proprietary “The Children’s Place”, “Place”, “Baby Place”, “Gymboree”, and “Sugar & Jade” brand names.

Our physical stores offer a friendly and convenient shopping environment, segmented into departments that serve the wardrobe needs of girls and boys (sizes 4-18), toddler girls and boys (sizes 6 months-5T), and baby (sizes 0-24 months).

Our merchandise is also available online at www.childrensplace.com, www.gymboree.com, and www.sugarandjade.com .

We design, contract to manufacture, sell at retail and wholesale, and license to sell, trend right, high quality merchandise predominantly at value prices, primarily under our proprietary “The Children’s Place”, “Place”, “Baby Place”, “Gymboree”, “Sugar & Jade”, and “PJ Place” brand names.

Our physical stores offer a friendly and convenient shopping environment, segmented into

departments that serve the wardrobe needs of girls and boys (sizes 4-18), toddler girls and boys (sizes 6 months-5T), and baby (sizes 0-24 months).

Our merchandise is also available online at www.childrensplace.com, www.gymboree.com, www.sugarandjade.com, and www.pjplace.com .

Our customers are able to shop online for the same merchandise available in our physical stores, in addition to certain merchandise which is exclusive to our e-commerce sites.

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As of January 28, 2023, we operated 613 stores throughout North America, as well as our online stores.

During Fiscal 2022, we closed 59 stores and did not open any new stores.

During Fiscal 2021, we opened one store and closed 78 stores.

During Fiscal 2020, we opened three stores and closed 178 stores.

Jane Elfers, our President and Chief Executive Officer, established several key strategic initiatives:

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We reintroduced the Gymboree brand in February 2020 on an enhanced Gymboree website and in certain co-branded locations in Company stores in the U.S.

and Canada, and in November 2021, we introduced our new brand, Sugar & Jade, which is targeted at the girls’ “tween” market and is offered exclusively online.

We also launched the Sugar & Jade brand in November 2021 which is targeted at the girls’ “tween” market and is offered exclusively online, and more recently, launched the PJ Place brand in October 2022, which is a sleepwear lifestyle brand targeted towards Millennial and Gen Z customers, and is offered exclusively online.

Digital Transformation - The transformation of our digital capabilities continues to expand with the development of completely redesigned responsive sites and mobile applications, providing an online shopping experience geared toward the needs of our “on-the-go” customers, expanded customer personalization, which delivers unique, relevant content designed to drive sales, loyalty and retention, and the ability to have our entire store fleet equipped with ship-from-store capabilities.

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and Canadian e-commerce operations.

Fleet Optimization - As a result of the heightened demand for online purchasing, including due to the COVID-19 pandemic, we accelerated our planned store closures under our fleet optimization initiative and have closed 256 stores, against our original target of 300 stores, over the past two fiscal years, including the 78 stores closed during Fiscal 2021.

We have closed 527 stores since the announcement of this initiative in 2013.

We are targeting 40 retail store closures in Fiscal 2022, which would bring our total store closures since the fleet optimization initiative began to 567 stores.

Alternative Channels of Distribution - We have 220 international points of distribution (stores, shop-in-shops, e-commerce sites) with five partners operating in 15 countries.

We generate revenues from our franchisees from the sale of products and sales royalties.

Our wholesale business includes our relationship with Amazon, which we strengthened in Fiscal 2022, and is a key focus area in our wholesale distribution growth strategy.

Amazon is an important customer acquisition vehicle and represents a significant growth opportunity in Fiscal 2023 and beyond.

Fleet Optimization - As a result of the heightened demand for online purchasing, including due to the COVID-19 pandemic, in Fiscal 2020 we accelerated our planned store closures under our 2013 fleet optimization initiative, targeting the closure of 300 additional stores.

We closed 315 stores over the past three fiscal years, bringing the total closed stores to 586 since the announcement of the original fleet optimization initiative in 2013.

We are currently targeting approximately 100 additional store closures, with the majority in Fiscal 2023, which will leave us with approximately 500 stores entering 2024.

In addition to the above discussed key strategic initiatives, we have also embarked on a marketing transformation which is designed to better position us to maximize our interactions with our younger, digitally savvy core millennial and Gen Z customers, and to support top-line opportunity by increasing new customer acquisition, increasing customer retention and loyalty, and significantly increasing customer lifetime value by supporting our three new brand launches.

Our marketing transformation includes strategic investments across key areas of the marketing organization:

our teams – both internal and external, our research and processes, and implementation of new, state-of-the-art, marketing tools and systems.

We are confident in our ability to conceptualize, build, deploy and optimize fully integrated creative marketing strategies paired with a robust media mix, aimed to reach, inspire and convert our shoppers at every stage of their purchase journey with The Children’s Place family of brands, comprised of “The Children’s Place”, “Gymboree”, “Sugar & Jade”, and “PJ Place” ( “ Family of Brands”), and are positioning marketing as a key growth lever in Fiscal 2023 and beyond.

Overlaying these strategic initiatives is talent.

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COVID-19 Pandemic

The COVID-19 pandemic continues to significantly impact regions all around the world, including the United States and Canada.

This has resulted in continuing restrictions of businesses and other activities implemented by national, state, and local authorities and private entities, leading to significant adverse economic conditions and business and lifestyle disruptions, as well as significant volatility in global financial and retail markets.

Federal, state, and local governments and health officials worldwide continue to impose varying degrees of preventative and protective actions, such as travel bans, restrictions on public gatherings, forced closures of businesses and other activities, social distancing, and the adoption of remote or hybrid learning models for schools, all in an effort to reduce the spread of the virus.

In addition, certain U.S.

and Canadian mall owners continue to restrict hours of operation and the number of people permitted in stores.

The COVID-19 pandemic continues to impact regions all around the world, including the United States and Canada.

This has resulted in continuing disruptions of businesses and other activities, leading to adverse economic conditions and business and lifestyle disruptions, as well as volatility in global financial and retail markets.

Such factors, among others, have resulted in a significant decline in retail traffic and consumer spending on discretionary items.

As a result of the impact of the COVID-19 pandemic, we continue to experience business disruption with many of our retail stores across the U.S.

As of January 29, 2022, all of our stores were open to the public in the U.S., Canada,

and Puerto Rico.

Our distribution centers have remained open and operating during the pandemic to support our retail stores and e-commerce business.

As a result of the impact of the COVID-19 pandemic, we continue to experience certain disruptions in our business and our supply chain.

As of January 28, 2023, all of our stores were open to the public in the U.S., Canada, and Puerto Rico.

Segment Reporting

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and The Children’s Place International.

Each segment includes an e-commerce business located at www.childrensplace.com, www.gymboree.com, and www.sugarandjade.com .

Each segment includes an e-commerce business located at www.childrensplace.com, www.gymboree.com, www.sugarandjade.com, and www.pjplace.com.

Included in The Children’s Place U.S.

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Net sales to external customers are derived from merchandise sales, and we have no customers that individually account for more than 10% of our net sales.

The following tables show, by segment, our net sales and operating income for the past three fiscal years and total assets as of January 29, 2022 and January 30, 2021:

The following tables show, by segment, our net sales, operating income (loss), and operating income (loss) as a percentage of net sales for the past three fiscal years and total assets as of January 28, 2023 and January 29, 2022:

Fiscal Years Ended

January 29, 2022 January 30, 2021 February 1, 2020

January 28, 2023 January 29, 2022 January 30, 2021

(in thousands)

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Fiscal Years Ended

January 29, 2022 January 30, 2021 February 1, 2020

January 28, 2023 January 29, 2022 January 30, 2021

(in thousands)

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Key Capabilities

Our objective is to sell high quality, value priced, trend right children’s merchandise.

Our objective is to sell high quality, value priced, trend right children’s merchandise across our Family of Brands.

Our merchandise assortment offers one stop shopping across apparel, footwear, and accessories.

Merchandising Strategy

Our merchandising strategy delivers a compelling and coordinated assortment of apparel, footwear, and accessories that facilitate the purchase of head-to-toe outfits.

We merchandise our deliveries by season and flow new product to stores monthly.

Our merchandising strategy delivers a compelling and coordinated assortment of apparel, footwear, and accessories that encourage the purchase of head-to-toe outfits.

We merchandise our deliveries by season and flow new product monthly.

High Quality and Value

We believe that offering high quality, value priced, trend right apparel, footwear, and accessories under “The Children’s Place”, “Place”, “Baby Place”, “Gymboree”, and “Sugar & Jade” brand names is a competitive advantage.

We believe that offering high quality, value priced, trend right apparel, footwear, and accessories under “The Children’s Place”, “Place”, “Baby Place”, “Gymboree”, “Sugar & Jade”, and “PJ Place” brand names is a competitive advantage.

We focus on our brand image and strengthening our customer loyalty by:

• Consistently offering high quality and age appropriate products and trend right fashion predominantly at value prices in a friendly and convenient store shopping environment and online;

• Consistently offering high quality and age appropriate products and trend right fashion predominantly at value prices online and in our stores;

• Providing coordinated outfits and accessories for our customers’ lifestyle needs;

• Providing exclusive products on our e-commerce sites to expand the breadth of our offerings;

• Creating strong merchandising and visual presentations to create compelling in-store and online experiences;

• Creating strong merchandising and visual presentations to create compelling online and in-store experiences;

• Emphasizing our great value fashion in marketing visuals to convey a consistent message across our brands;

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• Utilizing our MyPLACE Loyalty Rewards program and private label credit card to drive customer engagement and retention;

• Optimizing our fully integrated creative marketing strategies paired with a robust media mix, aimed to reach, inspire and convert our shoppers at every stage of their purchase journey with The Children’s Place Family of Brands .

Low-Cost Global Sourcing

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We maintain a network of sourcing offices globally in order to manage our vendors efficiently and respond to changing business needs effectively.

Our sourcing offices in Hong Kong, Shanghai, Indonesia, Ethiopia, and Bangladesh, and our presence in Asia and Africa and other areas in which we source products, give us access to a wide range of vendors and allow us to work to maintain and/or reduce our merchandise costs by capitalizing on new sourcing opportunities while maintaining our high standard for product quality.

Our sourcing offices in Hong Kong, Shanghai, Indonesia, Ethiopia, India, Kenya, and Bangladesh, and our presence in Asia and Africa and other areas in which we source products, give us access to a wide range of vendors and allow us to work to maintain and/or reduce our merchandise costs by capitalizing on new sourcing opportunities while maintaining our high standard for product quality.

Merchandising Process

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The planning and allocation organization works collaboratively with the merchandising, finance, and global sourcing teams to develop seasonal sales and margin plans to support our financial objectives and merchandising strategies.

Further, this

team plans the flow of inventory to ensure that we are adequately supporting store floor sets, online demand, and key selling periods.

Further, this team plans the flow of inventory to ensure that we are adequately supporting store floor sets, online demand, and key selling periods.

Production, Quality Assurance, and Responsible Sourcing

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During Fiscal 2022, we sourced all of our merchandise directly without the use of third-party commissioned buying agents for our branded product.

We source from a diversified network of vendors, purchasing primarily from Vietnam, Cambodia, Indonesia, Ethiopia, Bangladesh, and China.

No country accounted for 15% or more of our production.

We source from a diversified network of vendors, purchasing primarily from Bangladesh, Ethiopia, Cambodia, Vietnam, India, Indonesia and China.

Only Bangladesh accounted for more than 15% of our production.

In addition to our quality assurance procedures, we conduct a responsible sourcing program that seeks to protect our Company, enhance our brands and address the well-being of the people who make our products by providing guidance in line with industry standards to our vendors in their efforts to provide safe and appropriate working conditions for their employees.

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Environmental, Social & Governance

We published a comprehensive Environment, Social & Governance (“ESG”) Report in November 2021, which is available at http://corporate.childrensplace.com under the ESG tab.

We published our latest Environment, Social & Governance (“ESG”) Report in October 2022, which is available at http://corporate.childrensplace.com under the ESG tab.

This ESG Report includes 26 public goals across our global operations, aligned with Sustainability Accounting Standards Board (“SASB”) guidelines for apparel, accessories & footwear, Global Reporting Initiative core standards (“GRI”), and United Nations Sustainable Development Goals.

In recognition of the increasing importance to our shareholders and other stakeholders of enhanced board oversight of ESG topics, in Fiscal 2021, our Board of Directors directed the Corporate Responsibility, Sustainability & Governance Committee (previously the Nominating and Corporate Governance Committee) to formulate a recommendation to the Board of Directors concerning the assignment of oversight responsibilities for ESG topics, including human capital management and diversity, equity, and inclusion (“DE&I”) matters.

Following a comprehensive review and analysis of oversight responsibilities by the Corporate Responsibility, Sustainability & Governance Committee, in conjunction with governance and legal advisors, the Board of Directors approved the Committee’s recommendations to leverage director skillsets, rename the Committees to better reflect the Committees’ expanded roles, and amend Committee charters to include the enhanced oversight responsibilities.

Previously, oversight of ESG topics resided primarily with the Audit Committee of the Board of Directors.

In response to the recommendations made to and approved by the Board of Directors, components of the Company’s ESG activities were assigned between the other two committees, and both of those committees were renamed to better reflect their new oversight responsibilities.

Following the reassignment, the Corporate Responsibility, Sustainability & Governance Committee is responsible for overseeing the Company’s ESG risk management activities, including environmental initiatives, and social topics such as responsible sourcing in the Company’s global supply chain.

In recognition of the increasing importance to our shareholders and other stakeholders of enhanced board oversight of ESG topics, in Fiscal 2021, two of the three committees of the Board were renamed and all three committees had their charters amended, as each committee was reassigned certain oversight responsibilities for ESG topics, including human capital management and diversity, equity, and inclusion (“DE&I”) matters.

The Audit Committee remains responsible for overseeing our financial and enterprise risk matters, including matters related to our global supply chain, information and data security, privacy, and business transformation activities.

The Corporate Responsibility, Sustainability & Governance Committee is responsible for overseeing the Company’s ESG risk management activities, including environmental initiatives, and social topics such as responsible sourcing in the Company’s global supply chain.

This Committee is also charged with the oversight of the Company’s corporate governance policies and practices.

Separately, the Human Capital & Compensation Committee has the oversight responsibility for the Company’s human capital management policies and practices, including diversity, equity and inclusion topics and associated risks.

Separately, the Human Capital & Compensation Committee has the oversight responsibility for the Company’s human capital management policies and practices, including DE&I topics and associated risks.

The Human Capital & Compensation Committee also is charged with the oversight of the Company’s executive compensation policies, practices and plans, and associated risks.

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The Human Capital & Compensation Committee is actively engaged in overseeing our human capital management strategies, including our talent and succession planning initiatives designed to attract, develop, engage, reward and retain top retail, digital and business leaders, who can drive our financial performance and strategic growth initiatives and contribute to building long-term shareholder value.

The Company has benefited greatly, especially during the COVID-19 pandemic, from the stability of our senior leadership team, who have an average tenure of over six years, including our CEO who has led the Company for over a decade.

The Company has benefited from a senior leadership team with deep retail industry expertise both at The Children’s Place and at other retailers.

We have many long-tenured leaders, including our CEO who has led the Company for over a decade, complemented by the recent addition of our new CFO who brings over 20 years of experience in senior financial leadership positions in the retail industry.

The Human Capital & Compensation Committee’s involvement in leadership development and succession planning is systematic and ongoing, culminating in an annual review by the Board of Directors of succession plans for all of our senior leaders, inclusive of development strategies for top talent within the Company.

The Company has a strong track record of succession planning and growing talent within the organization with 60% of its senior leadership team promoted into their current role.

In addition, during Fiscal 2020, almost 70% of all open corporate roles and over 50% of all field management roles were filled internally.

Diversity, Equity and Inclusion

In Fiscal 2021, the Board of Directors approved the assignment of oversight responsibilities for human capital management activities and risks, including DE&I, to the Human Capital & Compensation Committee.

To improve its understanding of the Company’s culture and talent pipeline, the Board of Directors and its committees periodically meet with high-potential executives in formal and informal settings.

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Diversity and inclusion are top priorities for the Company, and we actively work to ensure that our workplace includes a range of perspectives and backgrounds at the Board of Directors level, in senior leadership, and throughout our management and associate base.

The Company reports annually on employment data, including ethnicity, in line with Equal Employment Opportunity Commission (“EEOC”) guidelines, publishes its complete EEO-1 data on its corporate website, and continues to focus on building a culture which supports diversity, equity and inclusion, and which works to ensure fair compensation and opportunity for all employees regardless of gender or race.

The Company is female-led and believes that it is positioned to outperform by employing diverse teams operating in an inclusive environment.

The Company’s position is enhanced by the diversity of teams across its stores, distribution centers and corporate headquarters, in its senior leadership team, and at the Board of Directors level.

The Company reports annually on employment data, including ethnicity, in line with Equal Employment Opportunity Commission (“EEOC”) guidelines, publishes its racial, ethnic and gender diversity information on its corporate website, and continues to focus on building a culture which supports diversity, equity and inclusion, and which works to ensure fair compensation and opportunity for all employees regardless of gender or race.

As a woman-led company, we are proud of our industry-leading gender diversity statistics across every level of our organization, including our leadership team and Board of Directors.

We also understand it is important for our associate population to reflect the diversity of our customers in an effort to bring varied perspectives to our products and the way we communicate to our stakeholders.

As reported in the Company’s ESG Report, 87% of the Company’s associates are women.

Over 50% of both the members of our Board of Directors and senior leadership team are women.

87% of new hires and 90% of promotions during Fiscal 2020 were women.

Additionally, 64% of our associates identify as racially diverse and associates identifying as racially diverse represented 70% of new hires and 62% of promotions during Fiscal 2020.

In addition, the Company is committed to doubling its Black associate population at its corporate headquarters by 2025.

60% of our Board of Directors are women, and 50% of our senior leadership team are women.

89% of new hires and 93% of

promotions during Fiscal 2021 were women.

The Company is committed to maintaining at least 80% representation of women in our overall workforce and at least 50% representation of women in our corporate leadership positions.

Additionally, 67% of our associates identify as racially/ethnically diverse and associates identifying as racially/ethnically diverse represented 72% of new hires and 64% of promotions during Fiscal 2021.

The Company is committed to doubling its Black associate population at its corporate headquarters by 2025.

The Company seeks to uphold its diverse and inclusive culture by striving to ensure its talent acquisition programs sustain and grow diverse representation across its workforce, promoting talent from within, building an inclusive culture through awareness and education, and rewarding all employees equitably.

For additional information concerning the Company’s environmental initiatives, DE&I initiatives and EEO-1 data, please refer to the Company’s ESG Report, which can be found on the Company’s corporate website at

For additional information concerning the Company’s environmental initiatives, DE&I initiatives and diversity data, please refer to the Company’s ESG Report, which can be found on the Company’s corporate website at

http://corporate.childrensplace.com under the ESG section, and the Company’s Proxy Statement for Fiscal 2022.

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Existing Stores

As of January 29, 2022, we had a total of 672 The Children’s Place stores in the United States, Canada, and Puerto Rico and our online stores at www.childrensplace.com, www.gymboree.com, and www.sugarandjade.com.

In addition, our seven international partners operated 211 international points of distribution in 16 countries.

The following table sets forth the number of stores in the U.S., Puerto Rico, and Canada as of the current and prior fiscal year end:

As of January 28, 2023, we had a total of 613 The Children’s Place stores in the United States, Canada, and Puerto Rico and our online stores at www.childrensplace.com, www.gymboree.com, www.sugarandjade.com, and www.pjplace.com.

In addition, our five international partners operated 220 international points of distribution in 15 countries.

The following table sets forth the number of stores in the U.S., Canada, and Puerto Rico as of the current and prior fiscal year end:

Number of Stores

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United States 533 582

Canada 83 101

Puerto Rico 7 7

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We have closed 586 stores, including the 59 stores closed during Fiscal 2022, since the announcement of our fleet optimization initiative in 2013.

As a result of the heightened demand for online purchasing, including due to the COVID-19 pandemic, we accelerated our planned store closures and closed 256 stores over the past two fiscal years.

As a result of the heightened demand for online purchasing, including due to the COVID-19 pandemic, we accelerated our planned store closures in Fiscal 2020 and closed 315 stores over the past three fiscal years.

Since 2013, we have reduced our total store square footage from 5.2 million to 2.9 million.

We are currently targeting approximately 100 additional store closures, with the majority in Fiscal 2023, which will leave us with approximately 500 stores entering 2024.

These closures have resulted in improved profitability and operating margin accretion due to sales transfer to surrounding stores and/or e-commerce, low cost of exit, and the elimination of underperforming locations.

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Each of our U.S.

and International segments includes an e-commerce business located at www.childrensplace.com, www.gymboree.com , and www.sugarandjade.com and digital growth remains one of our top strategic priorities.

and International segments includes an e-commerce business located at www.childrensplace.com, www.gymboree.com , www.sugarandjade.com, and www.pjplace.com and digital growth remains one of our top strategic priorities.

We are committed to delivering a best in class, end-to-end user experience, including product assortment and website operation, fulfillment, and customer service.

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As such, we will continue to make required investments in back-end infrastructure, as well as front-end technology to deliver on this commitment.

We believe that the critical investments made in areas such as e-commerce infrastructure and mobile optimization, as well as additional front-end website features, have improved our customer experience.

We believe that the critical investments

made in areas such as e-commerce infrastructure and mobile optimization, as well as additional front-end website features, have improved our customer experience.

International Franchisees and Wholesale

We have 211 international points of distribution (stores, shop in shops, e-commerce site) with seven partners operating in 16 countries.

We have 220 international points of distribution (stores, shop-in-shops, e-commerce sites) with five partners operating in 15 countries.

We generate revenues from our franchisees from the sale of products and sales royalties.

Our wholesale business includes our relationship with Amazon.

Our wholesale business includes our relationship with Amazon, which we strengthened in Fiscal 2022, and is a key focus area in our wholesale distribution growth strategy.

Amazon is an important customer acquisition vehicle and represents a significant growth opportunity in Fiscal 2023 and beyond.

Store Operations

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As described elsewhere herein, the COVID-19 pandemic has significantly disrupted the foregoing seasonal influences.

The following table shows the quarterly distribution, as a percentage of the full year, of net sales and operating income (loss) (results in Fiscal 2020 were significantly impacted by the COVID-19 pandemic, including the government mandated temporary closure of all of our stores for substantial periods of time during Fiscal 2020):

The following table shows the quarterly distribution, as a percentage of the full year, of net sales, and the quarterly distribution of operating income (loss):

First Quarter Second Quarter Third Quarter Fourth Quarter

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Fiscal 2021 22.8 % 21.6 % 29.1 % 26.5 %

Operating income (loss) as a percentage of full year

First Quarter Second Quarter Third Quarter Fourth Quarter

(in thousands)

Operating income (loss)

Fiscal 2022 $ 19,254 $ (13,829) $ 57,837 $ (64,792)

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and Canada, by successfully executing on the specific design, sourcing, and merchandising characteristics that create Gymboree’s elevated, playful collections.

Additionally, in November 2021, we introduced our new brand, Sugar & Jade, which is targeted at the girls’ “tween” market and is offered exclusively online.

We have a customer loyalty program and a private label credit card program.

At the end of Fiscal 2022, members of our MyPLACE Rewards loyalty program and/or private label credit card program accounted for approximately 80% of sales.

Our private label credit card is issued to our customers for use exclusively at The Children’s Place stores and online at www.childrensplace.com, www.gymboree.com , and www.sugarandjade.com , and credit is extended to such customers through a third-party financial institution on a non-recourse basis to us.

Our private label credit card is issued to our customers for use exclusively at The Children’s Place stores and online at www.childrensplace.com, www.gymboree.com , www.sugarandjade.com , and www.pjplace.com , and credit is extended to such customers through a third-party financial institution on a non-recourse basis to us.

Additionally, in our effort to reach an even wider customer base who are digitally savvy during the COVID-19 pandemic and to utilize other forms of spending arrangements available, we have partnered with Afterpay to allow our customers to purchase our products on a “buy-now-pay-later” program.

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e-commerce operations.

In Canada, we lease and operate a 95,000 square foot distribution center in Ontario for our Canadian retail store operations.

We have launched a capital project to increase our capacity at our distribution center in Alabama by up to 490,000 square feet to expand fulfillment capabilities, which can be achieved at a lower cost than third-party providers.

In Canada, we lease and operate a 95,000 square foot distribution center in Ontario, which supports both Canadian retail store operations and Canadian e-commerce operations.

We also use a third-party provider operating a 315,000 square foot distribution center in Indiana and a 184,000 square foot distribution center in Ontario, Canada to support our U.S.

e-commerce operations, respectively.

and Canadian e-commerce fulfillment operations, respectively.

On occasion, we may utilize additional facilities to support seasonal warehousing needs.

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Trademarks and Service Marks

“The Children’s Place”, “Place”, “Baby Place”, “Gymboree”, “Crazy 8”, “Sugar & Jade” and certain other marks have been registered as trademarks and/or service marks with the United States Patent and Trademark Office and in Canada and other foreign countries.

“The Children’s Place”, “Place”, “Baby Place”, “Gymboree”, “Crazy 8”, “Sugar & Jade”, “PJ Place” and certain other marks have been registered as trademarks and/or service marks with the United States Patent and Trademark Office and in Canada and other foreign countries.

During the first quarter of Fiscal 2019, the Company acquired certain intellectual property and related assets of Gymboree Group, Inc.

and related entities (the “Gymboree Assets”), which included the worldwide rights to the names “Gymboree” and “Crazy 8” and other intellectual property, including trademarks, domain names, copyrights, and customer databases.

In November 2021, we launched the Sugar & Jade e-commerce website at www.sugarandjade.com .

In November 2021, we launched the Sugar & Jade e-commerce website at www.sugarandjade.com, and in October 2022, we launched the PJ Place e-commerce website at www.pjplace.com.

Registration of our trademarks and the service marks may be renewed to extend the original registration period indefinitely, provided the marks are still in use.

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These products are imported and are subject to U.S.

and Canadian customs laws and regulations, which restrict the importation of and impose tariffs, anti-dumping and countervailing duties on, certain imported products, including textiles, apparel, footwear, and accessories.

and Canadian customs laws and regulations, which restrict the importation of and

impose tariffs, anti-dumping and countervailing duties on, certain imported products, including textiles, apparel, footwear, and accessories.

We currently are not restricted by any such anti-dumping and countervailing duties in the operation of our business.

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We also make available our corporate governance materials, including our corporate governance guidelines and our code of business conduct, on our website.

or our Chief Financial Officer, we will disclose the nature of such amendment or waiver on our corporate website or in a Current Report on Form 8-K.

If we make any substantive amendments to our code of business conduct or grant any waiver, including any implicit waiver, from a provision of the code for the benefit of our Chief Executive Officer and President or our Chief Financial Officer, we will disclose the nature of such amendment or waiver on our corporate website or in a Current Report on Form 8-K.

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.

What changed 10-K

Item 1. Business