Leases

12 Months Ended

Feb. 01, 2020

Leases [Abstract]

Leases

LEASES

We lease our retail store locations, nearly all of which are operating leases. Store leases typically provide for initial terms of five to ten years. Many of our leases contain the following provisions:

•scheduled increases in rent payments over the lease term;

•tenant inducements;

•free rent periods;

•contingent rent based on net sales in excess of stipulated amounts;

•one or more renewal options at our discretion; and

•payments for common area maintenance, insurance and real estate taxes, most of which are variable in nature.

Most of our store leases contain provisions that allow for early termination between the third and fifth year of the term if predetermined sales levels are not met, or upon the occurrence of other specified contingent events. When we have the option to extend the lease term (including by not exercising an available termination option) or purchase the leased asset, and it is reasonably certain that we will do so, we consider these options in determining the classification and measurement of the lease. However, generally at lease commencement, it is not reasonably certain that we will exercise an extension or purchase option. For contingent termination provisions, we generally consider both the likelihood of the contingency occurring in addition to the economic factors we consider when assessing any other termination or renewal option.

We also lease certain office space, office equipment and transportation equipment under operating and finance leases. Generally, these leases have initial terms of two to six years.

We determine whether an arrangement is a lease at inception. We have lease agreements that contain both lease and non-lease components. For store leases, we account for the lease components together with the non-lease components, such as common area maintenance. For office and transportation equipment leases, we separate the non-lease components from the lease components.

Beginning in Fiscal 2020, operating lease liabilities are recognized based on the present value of remaining fixed lease payments over the lease term. Operating lease ROU assets are recognized based on the calculated lease liability, adjusted for lease prepayments, initial direct costs and tenant inducements. Because the implicit rate is generally not readily determinable for our leases, we use our estimated incremental borrowing rate, on a collateralized basis over a similar term, as the discount rate to measure operating lease liabilities. Due to the absence of an independently published credit rating, our estimated incremental borrowing rate is determined based on a synthetic credit rating. We use a blend of a financial ratio analysis and a Z-spread analysis to calculate our synthetic credit rating. Our most recent debt instrument terms and interest rates are also considered. The collateralized synthetic credit rating is then used to determine the yield most consistent with the tenor of our portfolio lease term and is adjusted on an ongoing basis by the movement in the market rates. The collateralized synthetic credit rating is reevaluated periodically as needed based on company-specific and market conditions. Operating lease cost for fixed lease payments is recognized on a straight-line basis over the lease term. Variable lease payments are generally expensed as incurred.

Our lease agreements do not contain material residual value guarantees or material restrictive covenants. ROU lease assets are periodically reviewed for impairment losses. The Company uses the long-lived assets impairment guidance in ASC Subtopic 360-10, Property, Plant, and Equipment - Overall, to determine when to test ROU assets (or asset groups that contain one or more ROU assets) for impairment, whether ROU assets are impaired, and if so, the amount of the impairment loss to recognize. An asset group impairment charge of approximately $1.5 million was recognized during Fiscal 2020.

Store operating lease cost and logistics-related transportation equipment operating lease cost are included in cost of goods sold in the consolidated statements of operations. Office equipment and other transportation equipment operating lease cost is included in store operating, selling and administrative expenses in the consolidated statements of operations.

	February 1, 2020 (52 weeks)
Operating lease cost	$	71,096
Finance lease cost:
Amortization of assets	943
Interest on lease liabilities	223
Variable lease cost (1)	11,757
	$	84,019

1) Includes rent based on a percent of sales, common area maintenance, insurance and property tax.

Short-term leases are not recorded on our consolidated balance sheet and short-term lease cost is immaterial.

Finance right-of-use assets on the consolidated balance sheet at February 1, 2020 are shown net of accumulated amortization of $0.8 million.

The following table provides supplemental balance sheet information as of February 1, 2020 related to leases:

Weighted average remaining lease term (in years):
Operating leases	5
Finance leases	4
Weighted average discount rate:
Operating leases	4.1	%
Finance leases	8.8	%

The following table provides supplemental cash flow and other information related to leases for the 52 weeks ended February 1, 2020 (in thousands):

Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	74,992
Operating cash flows from finance leases	$	223
Financing cash flows from finance leases	$	977
ROU assets obtained in exchange for lease liabilities, net
Operating leases	$	46,890
Finance leases	574

Maturities of lease liabilities as of February 1, 2020 (in thousands):

	Operating		Finance		Total
Fiscal 2021	$	69,705	$	1,044	$	70,749
Fiscal 2022	63,309		611		$	63,920
Fiscal 2023	47,895		578		$	48,473
Fiscal 2024	34,105		472		$	34,577
Fiscal 2025	24,001		124		$	24,125
Thereafter	39,717		143		$	39,860
Total minimum lease payments	278,732		2,972		281,704
Less amount representing interest	27,384		383		27,767
	$	251,348	$	2,589	$	253,937

As of February 1, 2020, we have entered into operating leases of approximately $3.4 million related to future store locations that have not yet commenced.

Prior to the adoption of ASC 842, we had entered into capital leases for certain property. At February 2, 2019, total capital lease obligations were $3.0 million, of which $1.0 million was included in short-term capital lease obligations and $2.0 million was included in long-term capital lease obligations on our consolidated balance sheet.

As previously disclosed in our 2019 Annual Report on Form 10-K and under the previous lease accounting standard, future minimum lease payments due under non-cancelable capital and operating leases as of February 2, 2019 were as follows:

	Capital		Operating		Total
Fiscal 2020	$	1,259	$	68,002	$	69,261
Fiscal 2021	951		58,666		59,617
Fiscal 2022	451		46,683		47,134
Fiscal 2023	408		34,011		34,419
Fiscal 2024	306		22,426		22,732
Thereafter	217		40,181		40,398
Total minimum lease payments	3,592		269,969		273,561
Less amount representing interest	581		—		581
	$	3,011	$	269,969	$	272,980

Leases

LEASES

We lease our retail store locations, nearly all of which are operating leases. Store leases typically provide for initial terms of five to ten years. Many of our leases contain the following provisions:

•scheduled increases in rent payments over the lease term;

•tenant inducements;

•free rent periods;

•contingent rent based on net sales in excess of stipulated amounts;

•one or more renewal options at our discretion; and

•payments for common area maintenance, insurance and real estate taxes, most of which are variable in nature.

Most of our store leases contain provisions that allow for early termination between the third and fifth year of the term if predetermined sales levels are not met, or upon the occurrence of other specified contingent events. When we have the option to extend the lease term (including by not exercising an available termination option) or purchase the leased asset, and it is reasonably certain that we will do so, we consider these options in determining the classification and measurement of the lease. However, generally at lease commencement, it is not reasonably certain that we will exercise an extension or purchase option. For contingent termination provisions, we generally consider both the likelihood of the contingency occurring in addition to the economic factors we consider when assessing any other termination or renewal option.

We also lease certain office space, office equipment and transportation equipment under operating and finance leases. Generally, these leases have initial terms of two to six years.

We determine whether an arrangement is a lease at inception. We have lease agreements that contain both lease and non-lease components. For store leases, we account for the lease components together with the non-lease components, such as common area maintenance. For office and transportation equipment leases, we separate the non-lease components from the lease components.

Beginning in Fiscal 2020, operating lease liabilities are recognized based on the present value of remaining fixed lease payments over the lease term. Operating lease ROU assets are recognized based on the calculated lease liability, adjusted for lease prepayments, initial direct costs and tenant inducements. Because the implicit rate is generally not readily determinable for our leases, we use our estimated incremental borrowing rate, on a collateralized basis over a similar term, as the discount rate to measure operating lease liabilities. Due to the absence of an independently published credit rating, our estimated incremental borrowing rate is determined based on a synthetic credit rating. We use a blend of a financial ratio analysis and a Z-spread analysis to calculate our synthetic credit rating. Our most recent debt instrument terms and interest rates are also considered. The collateralized synthetic credit rating is then used to determine the yield most consistent with the tenor of our portfolio lease term and is adjusted on an ongoing basis by the movement in the market rates. The collateralized synthetic credit rating is reevaluated periodically as needed based on company-specific and market conditions. Operating lease cost for fixed lease payments is recognized on a straight-line basis over the lease term. Variable lease payments are generally expensed as incurred.

Our lease agreements do not contain material residual value guarantees or material restrictive covenants. ROU lease assets are periodically reviewed for impairment losses. The Company uses the long-lived assets impairment guidance in ASC Subtopic 360-10, Property, Plant, and Equipment - Overall, to determine when to test ROU assets (or asset groups that contain one or more ROU assets) for impairment, whether ROU assets are impaired, and if so, the amount of the impairment loss to recognize. An asset group impairment charge of approximately $1.5 million was recognized during Fiscal 2020.

Store operating lease cost and logistics-related transportation equipment operating lease cost are included in cost of goods sold in the consolidated statements of operations. Office equipment and other transportation equipment operating lease cost is included in store operating, selling and administrative expenses in the consolidated statements of operations.

	February 1, 2020 (52 weeks)
Operating lease cost	$	71,096
Finance lease cost:
Amortization of assets	943
Interest on lease liabilities	223
Variable lease cost (1)	11,757
	$	84,019

1) Includes rent based on a percent of sales, common area maintenance, insurance and property tax.

Short-term leases are not recorded on our consolidated balance sheet and short-term lease cost is immaterial.

Finance right-of-use assets on the consolidated balance sheet at February 1, 2020 are shown net of accumulated amortization of $0.8 million.

The following table provides supplemental balance sheet information as of February 1, 2020 related to leases:

Weighted average remaining lease term (in years):
Operating leases	5
Finance leases	4
Weighted average discount rate:
Operating leases	4.1	%
Finance leases	8.8	%

The following table provides supplemental cash flow and other information related to leases for the 52 weeks ended February 1, 2020 (in thousands):

Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	74,992
Operating cash flows from finance leases	$	223
Financing cash flows from finance leases	$	977
ROU assets obtained in exchange for lease liabilities, net
Operating leases	$	46,890
Finance leases	574

Maturities of lease liabilities as of February 1, 2020 (in thousands):

	Operating		Finance		Total
Fiscal 2021	$	69,705	$	1,044	$	70,749
Fiscal 2022	63,309		611		$	63,920
Fiscal 2023	47,895		578		$	48,473
Fiscal 2024	34,105		472		$	34,577
Fiscal 2025	24,001		124		$	24,125
Thereafter	39,717		143		$	39,860
Total minimum lease payments	278,732		2,972		281,704
Less amount representing interest	27,384		383		27,767
	$	251,348	$	2,589	$	253,937

As of February 1, 2020, we have entered into operating leases of approximately $3.4 million related to future store locations that have not yet commenced.

Prior to the adoption of ASC 842, we had entered into capital leases for certain property. At February 2, 2019, total capital lease obligations were $3.0 million, of which $1.0 million was included in short-term capital lease obligations and $2.0 million was included in long-term capital lease obligations on our consolidated balance sheet.

As previously disclosed in our 2019 Annual Report on Form 10-K and under the previous lease accounting standard, future minimum lease payments due under non-cancelable capital and operating leases as of February 2, 2019 were as follows:

	Capital		Operating		Total
Fiscal 2020	$	1,259	$	68,002	$	69,261
Fiscal 2021	951		58,666		59,617
Fiscal 2022	451		46,683		47,134
Fiscal 2023	408		34,011		34,419
Fiscal 2024	306		22,426		22,732
Thereafter	217		40,181		40,398
Total minimum lease payments	3,592		269,969		273,561
Less amount representing interest	581		—		581
	$	3,011	$	269,969	$	272,980