ACTIVITY EXIT COSTS

Tommy Hilfiger Integration and Exit Costs

In connection with the Company’s acquisition of Tommy Hilfiger on May 6, 2010 and the related integration, the Company incurred certain costs related to severance and termination benefits, long-lived asset impairments, inventory liquidations and lease/contract terminations, including costs associated with the exit of certain Tommy Hilfiger product categories. Such costs were as follows:



	Total Expected to be Incurred		Incurred During 2010		Incurred During 2011		Cumulative Incurred to Date
Severance, termination benefits and other costs	$	33,208	$	19,793	$	12,415	$	32,208
Long-lived asset impairments	11,017		11,017		—		11,017
Inventory liquidation costs	10,210		2,583		7,627		10,210
Lease/contract termination and related costs	29,627		3,165		24,462		27,627
Total	$	84,062	$	36,558	$	44,504	$	81,062

$33,385 of the charges for severance, termination benefits, lease/contract termination and other costs for 2011 relate principally to selling, general and administrative expenses of the Company’s Tommy Hilfiger North America segment. The remaining $3,492 of the charges for severance, termination benefits, lease/contract termination and other costs for 2011 and the remaining costs expected to be incurred relate principally to corporate expenses not allocated to any reportable segment. The charges for severance, termination benefits and other costs for 2010 were principally included in selling, general and administrative expenses of the Company’s Tommy Hilfiger North America segment and the lease/contract termination and related costs for 2010 were principally included in selling, general and administrative expenses of the Company’s Tommy Hilfiger International segment. Inventory liquidation costs were included in cost of goods sold of the Company’s Tommy Hilfiger North America segment (see Note 18, “Segment Data”).

Please see Note 9, “Fair Value Measurements,” for a further discussion of the long-lived asset impairments reflected in the above table.

Liabilities for severance and termination benefits and lease/contract termination costs recorded in connection with the acquisition and integration of Tommy Hilfiger were principally recorded in accrued expenses in the Company’s Consolidated Balance Sheets and were as follows:



	Liability at 1/30/11		Costs Incurred During 2011		Costs Paid During 2011		Liability at 1/29/12
Severance, termination benefits and other costs	$	16,258	$	12,415	$	24,368	$	4,305
Lease/contract termination and related costs	3,165		24,462		23,135		4,492
Total	$	19,423	$	36,877	$	47,503	$	8,797

Costs Related to Exit from Timberland and Izod Women’s Businesses

The Company negotiated during the second quarter of 2011 an early termination of its license to market sportswear under the Timberland brand. In connection with this termination, which will become effective in 2012, the Company incurred certain costs related to severance and termination benefits, long-lived asset impairments, contract termination and other costs. All expected costs related to this termination were incurred during 2011.

The Company announced in the fourth quarter of 2011 that it would be exiting the Izod women’s wholesale sportswear business beginning in 2012. In connection with this exit, the Company incurred certain costs related to severance and termination benefits.

The costs associated with both of these activities were as follows:



	Total Expected to be Incurred		Incurred During 2011		Liability at 1/29/12
Severance, termination benefits and other costs	$	2,527	$	2,027	$	1,310
Long-lived asset impairments	1,062		1,062		—
Contract termination and related costs	5,029		5,029		5,029
Total	$	8,618	$	8,118	$	6,339

The charges incurred in 2011 relate to selling, general and administrative expenses of the Company’s Heritage Brand Wholesale Sportswear segment (see Note 18, “Segment Data”).

Please see Note 9, “Fair Value Measurements,” for a further discussion of the long-lived asset impairments reflected in the above table.

Liabilities for severance and termination benefits and contract termination costs recorded in connection with the Company’s early termination of the license to market sportswear under the Timberland brand and exit from the Izod women’s wholesale sportswear business were principally recorded in accrued expenses in the Company’s Consolidated Balance Sheets.

UK and Ireland Van Heusen Exit Costs

In connection with the Company’s exit from its United Kingdom and Ireland Van Heusen dresswear and accessories business during the fourth quarter of 2010, the Company incurred lease termination, severance, termination benefits and other costs and a loss on the liquidation of a foreign operation and disposed of previously recorded goodwill. All expected costs related to this transaction were incurred during 2010. Such costs were as follows:



	Incurred During 2010
Severance, termination benefits and other costs	$	759
Lease termination costs	795
Loss on liquidation of foreign operation	841
Disposal of goodwill	4,157
Total	$	6,552

The charges for severance, termination benefits and other costs, the loss on the liquidation of a foreign operation, lease termination costs and the disposal of goodwill for 2010 were included in selling, general and administrative expenses of the Company’s Heritage Brand Wholesale Dress Furnishings segment (see Note 18, “Segment Data”).

Liabilities for severance and termination benefits and lease termination costs recorded in connection with the Company’s exit from its United Kingdom and Ireland Van Heusen dresswear and accessories business were principally recorded in accrued expenses in the Company’s Consolidated Balance Sheets and were as follows:



	Liability at 1/30/11		Costs Paid During 2011		Liability at 1/29/12
Severance, termination benefits and other costs	$	406	$	406	$	—
Lease termination costs	324		324		—
Total	$	730	$	730	$	—

Other Restructuring Costs

The Company announced in the fourth quarter of 2008 that it initiated a series of actions to respond to the difficult economic conditions that existed during the second half of 2008 and were expected to (and did) continue into 2009 by restructuring certain of its operations and implementing a number of other cost reduction efforts. These restructuring initiatives were substantially completed and all costs were incurred by the end of 2009.

Costs associated with the exit activities were incurred as follows:



	Costs Incurred During 2009		Cumulative Incurred
Severance, termination benefits and other costs	$	9,467	$	26,209
Long-lived asset impairments	1,494		5,253
Lease termination costs	14,936		16,013
Total	$	25,897	$	47,475

Substantially all of these costs had been paid by the end of 2010.

The costs incurred associated with the restructuring were included principally in selling, general and administrative expenses of the Company’s segments as follows (see Note 18, “Segment Data”):



	Costs Incurred During 2009		Cumulative Incurred
Heritage Brand Wholesale Dress Furnishings	$	541	$	8,895
Heritage Brand Wholesale Sportswear	701		4,288
Heritage Brand Retail	2,341		4,189
Other (Calvin Klein Apparel)	17,134		19,601
Calvin Klein Licensing	—		486
Corporate	5,180		10,016
Total	$	25,897	$	47,475