Fair Value of Financial Instruments

9 Months Ended

Oct. 31, 2020

We utilize a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. The three levels of inputs used to measure fair value are as follows:

Level I – Quoted prices in active markets for identical assets or liabilities.

Level II – Observable inputs other than quoted prices included in Level I.

Level III – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The table below segregates all financial assets and financial liabilities that are measured at fair value on a recurring basis (at least annually) into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value (in thousands):


	October 31, 2020						February 1, 2020						November 2, 2019
	Level I		Level II		Level III		Level I		Level II		Level III		Level I		Level II		Level III
Short-term investments	$	541	$	—	$	—	$	554	$	—	$	—	$	613	$	—	$	—
Long-term investments	2,005		—		—		2,208		—		—		2,086		—		—
Short-term contingent earnout	—		—		14,710		—		—		9,958		—		—		9,866
Long-term contingent earnout	—		—		—		—		—		11,099		—		—		7,881
Total investments	$	2,546	$	—	$	14,710	$	2,762	$	—	$	21,057	$	2,699	$	—	$	17,747

Short-term investments are reported in other current assets on our unaudited condensed consolidated balance sheets. Long-term investments are reported in other assets on our unaudited condensed consolidated balance sheets. Short-term contingent earnout

is reported in other accrued expenses on our unaudited condensed consolidated balance sheets. Long-term contingent earnout is reported in other liabilities on our unaudited condensed consolidated balance sheets.

The short-term and long-term contingent earnouts represent the fair value of potential additional payments outlined in the Purchase Agreement to the former members and warrant holders of City Gear if certain financial goals are achieved in Fiscal 2020 and Fiscal 2021 (Earnout). The total Earnout was valued using a Monte Carlo simulation analysis in a risk-neutral framework with assumptions for volatility, risk-free rate and dividend yield. The Earnout is re-valued each quarter and any change in valuation is recognized in our statements of operations. As a result of the revaluation for the 13 and 39-weeks ended October 31, 2020, an increase of $0.2 million and $3.7 million, respectively, was recognized in store operating, selling and administrative expenses, respectively. As a result of the revaluation for the 13 and 39-weeks ended November 2, 2019, increases of $4.1 million and $11.7 million, respectively, were recognized in store operating, selling and administrative expenses.

The table below are reconciliations of the contingent earnout balance for each period presented (in thousands):


	39-Weeks Ended				52-Weeks Ended				39-Weeks Ended
	October 31, 2020				February 1, 2020				November 2, 2019
	Short-term		Long-term		Short-term		Long-term		Short-term		Long-term
Beginning balance	$	9,958	$	11,099	$	—	$	9,200	$	—	$	9,200
Change in valuation, net	3,653		—		9,958		1,899		9,866		(1,319)
Payment of year one earnout	(10,000)		—		—		—		—		—
Reclassification from long-term, net	11,099		(11,099)		—		—		—		—
Ending balance	$	14,710	$	—	$	9,958	$	11,099	$	9,866	$	7,881

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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