Benefit Plans

12 Months Ended

Feb. 02, 2013

Compensation and Employee Benefit Plans [Text Block]

Note 8. Benefit Plans

401(k) Savings Plan

The Company offers a 401(k) Savings Plan to eligible employees meeting certain age and service requirements. This plan permits participants to contribute up to 80% of their salary, including bonuses, up to the maximum allowable by IRS regulations. Participants are immediately vested in their voluntary contributions plus actual earnings thereon. As of March 1, 2011, the Company suspended its matching contribution. Prior to termination of the Company’s matching contribution, participant vesting of the Company’s matching and profit sharing contribution was based on the years of service completed by the participant. Participants are fully vested upon the completion of four years of service. All participant forfeitures of non-vested benefits are used to reduce the Company’s contributions or fees in future years. Total expense related to the Company’s matching contribution was approximately $0, $3,000 and $439,000 in Fiscal 2012, 2011 and 2010, respectively. Effective May 1, 2013, the Company will reinstate its matching contribution.

Stock Award Plans

The Company has five employee stock award plans, the 1994 Stock Option Plan, the 1998 Stock Option Plan, the 1999 Stock Option Plan and the 2002 Stock Option Plan (the “Old Plans”); and the 2005 Long Term Incentive and Share Award Plan (the “New Plan”). Additionally, the Company had a stock award plan for non-employee directors (the “1990 Plan”). The Company no longer issues stock options under the Old Plans.

Equity awards authorized for issuance under the Old Plans, New Plan and 1990 Plan total 20.6 million. As of February 2, 2013, of the awards authorized for issuance under the Old Plans, New Plan and 1990 Plan, 4.8 million were granted and are outstanding, 4.1 million of which were vested and exercisable. Shares available for future grants of options and other share based awards at February 2, 2013 and January 28, 2012 were 2.6 million and 2.2 million, respectively.

Total stock-based compensation expense recognized in the Consolidated Statements of Operations for Fiscal 2012, Fiscal 2011 and Fiscal 2010 was $0.1 million, $0.3 million and $0.6 million. For Fiscal 2012, Fiscal 2011 and Fiscal 2010 the related total deferred tax benefit was $0. As of February 2, 2013, there was $0.5 million of unrecognized compensation cost related to stock option awards that is expected to be recognized as expense over a weighted average period of 2.4 years.

The fair values of the options granted have been estimated at the date of grant using the Black - Scholes option pricing model with the following assumptions:

	Stock Option Plan
	2012			2011			2010
	Minimum	Maximum		Minimum	Maximum		Minimum	Maximum
Dividend yield			0%			0%			0%
Expected volatility	68.5%	76.8%		69.9%	75.4%		76.4%	81.9%
Risk-free interest rate	0.69%	0.98%		1.42%	2.81%		1.99%	2.13%
Expected option life in years	4.92	6.98		4.92	6.98		4.03	5.45
Weighted average fair value per share of options granted during the year			$1.70			$1.27			$1.33

The following table summarizes information about stock option awards outstanding under the Old Plans, New Plan and 1990 Plan as of February 2, 2013:

		Outstanding								Exercisable
						Weighted						Weighted
				Average		Average		Aggregate				Average		Aggregate
Exercise				Remaining		Exercise		Intrinsic				Exercise		Intrinsic
Price Range		Shares		Life		Price		Value		Shares		Price		Value
Minimum	Maximum
$0.98	$2.66		777,500		6.6	$	2.06	$	1,104,050		256,250	$	2.00	$	379,250
2.67	5.33		2,102,964		1.8		4.04		—		1,962,964		4.12		—
5.34	8.00		260,550		4.2		5.56		—		260,550		5.56		—
8.01	10.67		815,400		1.2		10.31		—		815,400		10.31		—
10.68	13.33		—		—		—		—		—		—		—
13.34	16.00		707,495		2.2		14.32		—		707,495		14.32		—
Total			4,663,909		2.7	$	6.45	$	1,104,050		4,002,659	$	7.14	$	379,250

The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value based on the Company’s closing stock price of $3.48 as of February 1, 2013, which would have been received by the award holders had all award holders under the Old Plans, New Plan and 1990 Plan exercised their awards as of that date.

The following table summarizes stock option activity under the Stock Award Plans:

	Employee and Director Stock Award Plans
	Number of			Stock Award			Weighted		Other			Weighted
	Shares Subject			Exercise Price			Average		Share			Average Grant
	To Option			Range Per Share			Exercise Price		Awards (1)			Date Value
					Minimum	Maximum
Balance January 30, 2010		7,109,675			$0.98	$14.32	$	7.91		660,065		$	2.34
Granted		1,000,000			1.67	2.11		2.07		279,898			2.22
Exercised		—						—		(109,364	)		3.03
Forfeited		(107,000	)		5.32	6.43		5.51		(357,879	)		2.18
Canceled		(1,315,617	)		3.50	14.32		9.32		(279,898	)		1.53
Balance January 29, 2011		6,687,058			$0.98	$14.32	$	6.80		192,822		$	4.19
Granted		310,000			1.73	2.31		2.02		279,898			1.63
Exercised		—						—		(110,276	)		2.57
Forfeited		(12,925	)		1.16	5.50		2.99		—			0.00
Canceled		(857,282	)		3.50	14.32		8.82		—			0.00
Balance January 28, 2012		6,126,851			$0.98	$14.32	$	6.28		362,444		$	2.71
Granted		305,000			2.53	3.05		2.76		10,491			3.53
Exercised		(174,250	)		0.98	3.50		3.31		(279,898	)		1.63
Forfeited		(703,750	)		0.98	2.31		2.15		—			0.00
Canceled		(889,942	)		3.50	14.32		8.03		—			0.00
Balance February 2, 2013		4,663,909			$0.98	$14.32	$	6.45		93,037		$	6.04

(1) Other Share Awards include deferred shares granted to Directors.

During Fiscal 2012, 2011 and 2010, the Company recognized expenses of approximately $0, $13,000 and $74,000, respectively, for deferred shares issued to non-employee directors.

Defined Benefit Plans

The Company maintains a non-qualified Supplemental Executive Retirement Plan (“SERP”) for certain Executive Officers of the Company. The SERP, which is unfunded, provides eligible executives defined pension benefits that supplement benefits under other retirement arrangements. The annual benefit amount is based on salary and bonus at the time of retirement and number of years of service.

Prior to June 1, 2003, the Company had provided the Board of Directors with a noncontributory, unfunded retirement plan (“Director Retirement Plan”) that paid retired directors an annual retirement benefit. Directors who were not yet vested in their retirement benefits as of June 1, 2003 had the present value of benefits already accrued as of the effective date converted to deferred shares of the Company’s Common Stock. Directors that were fully or partially vested in their retirement benefits were given a one-time election to continue to participate in the current retirement program or convert the present value of their benefits to deferred shares.

For Fiscal 2012, Fiscal 2011 and Fiscal 2010, net periodic benefit cost recognized under both plans totaled approximately $1.1 million, $0.7 million, and $0.4 million, respectively. The accrued pension liability for both plans was approximately $18.0 million and $16.0 million at February 2, 2013 and January 28, 2012, respectively, and is recorded within other long term liabilities. The accumulated benefit obligation for both plans was approximately $17.4 million and $15.7 million as of February 2, 2013 and January 28, 2012, respectively.

The following is a summary of the Company’s defined benefit pension plans as of the most recent actuarial calculations:

Obligation and Funded Status:
($ in thousands)	February 2,			January 28,
	2013			2012
Change in Projected Benefit Obligation:
Benefit obligation at beginning of year	$16,021			$12,855
Service cost		90			147
Interest cost		638			671
Actuarial (gain)/loss		199			2,468
Benefits paid		(121	)		(120	)
Plan change		758			—
Projected Benefit obligation at end of year	$17,585			$16,021
Fair value of plan assets at end of year	$—			$—
Funded status	($17,585		)	($16,021		)
Unrecognized prior service cost		2,021			1,605
Unrecognized net actuarial gain		(346	)		(547	)
Accrued benefit cost	($15,910		)	($14,963		)

Amounts recognized in the Consolidated Balance Sheets consist of:
($ in thousands)	February 2,			January 28,
	2013			2012
Current liability	(	$151	)	(	$151	)
Long term liability		(17,434	)		(15,870	)
Add: Accumulated other comprehensive loss		1,675			1,058
Net amount recognized	(	$15,910	)	(	$14,963	)

Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive (Income) Loss:

($ in thousands)
Net Periodic Benefit Cost:	Fiscal Year
	2012			2011			2010
Service cost	$	90		$	147		$	133
Interest cost		637			671			653
Amortization of prior service cost		342			342			342
Amortization of net gain		(1	)		(448	)		(683	)
Net periodic benefit cost	$	1,068		$	712		$	445
Other Changes in Benefit Obligations Recognized in Other Comprehensive (Income) Loss:
Net prior service cost recognized as a component of net periodic benefit cost		($342	)		($342	)		($342	)
Net actuarial gain recognized as a component of net periodic benefit cost		1			448			683
Prior service cost arising during the period		758			—			—
Net actuarial loss arising during the period		200			2,467			761
		617			2,573			1,102
Income tax effect		—			—			—
Total recognized in other comprehensive loss	$	617		$	2,573		$	1,102
Total recognized in net periodic benefit cost and other comprehensive loss	$	1,685		$	$3,285		$	1,547

The pre-tax components of accumulated other comprehensive income, which have not yet been recognized as components of net periodic benefit cost as of February 2, 2013, January 28, 2012 and January 29, 2011 and the tax effect are summarized below.

($ in thousands)	February 2,			January 28,			January 29,
	2013			2012			2011
Net unrecognized actuarial gain	(	$346	)	(	$547	)	(	$3,462	)
Net unrecognized prior service cost		2,021			1,605			1,947
Accumulated other comprehensive loss	$	1,675		$	1,058			(1,515	)
Tax expense		1,099			1,099			1,099
Accumulated other comprehensive (income) loss	$	2,774		$	2,157		(	$416	)

In Fiscal 2013, approximately $721,000 of net unrecognized prior service cost and approximately $2,300 of the net unrecognized actuarial gain, recorded as components of accumulated other comprehensive loss at February 2, 2013, will be recognized as components of net periodic benefit cost.

Assumptions:
	Fiscal Year
	2012	2011	2010
Weighted-average assumptions used to determine benefit obligation:
Discount rate	3.75%	4.00%	—
Salary increase rate	4.00%	4.00%	—
Measurement date	Feb 2, 2013	Jan 28, 2012	—

	Fiscal Year
	2012	2011	2010
Weighted-average assumptions used to determine net periodic benefit cost:
Discount rate	4.00%	4.00%	5.75%
Salary increase rate	4.00%	4.00%	4.00%

The discount rate is based on the rates implicit in high-quality fixed-income investments currently available as of the measurement date. The Citigroup Pension Discount Curve (CPDC) rates are intended to represent the spot rates implied by the high quality corporate bond market in the U.S. The projected benefit payments attributed to the projected benefit obligation have been discounted using the CPDC mid-year rates and the discount rate is the single constant rate that produces the same total present value.

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:

Year	Pension Benefits
($ in thousands)
2013	$     151
2014	231
2015	1,095
2016	1,084
2017	1,095
2018 and thereafter	6,031