10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

R Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

for the quarterly period ended April 30, 2016

Commission File Number 001-37495

EVINE Live Inc.

(Exact Name of Registrant as Specified in Its Charter)

Minnesota	41-1673770
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

6740 Shady Oak Road, Eden Prairie, MN 55344-3433

(Address of Principal Executive Offices, including Zip Code)

952-943-6000

(Registrant’s Telephone Number, Including Area Code)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes R No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes R No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o Accelerated filer R Non-accelerated filer o (Do not check if a smaller reporting company) Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No R

As of May 19, 2016, there were 57,192,294 shares of the registrant’s common stock, $.01 par value per share, outstanding.

EVINE Live Inc. AND SUBSIDIARIES

FORM 10-Q TABLE OF CONTENTS

April 30, 2016

	Page
Part I. Financial Information
Item 1. Financial Statements (Unaudited)	3
Condensed Consolidated Balance Sheets as of April 30, 2016 and January 30, 2016	3
Condensed Consolidated Statements of Operations for the Three-Month Periods Ended April 30, 2016 and May 2, 2015	4
Condensed Consolidated Statement of Shareholders’ Equity for the Three-Month Period Ended April 30, 2016	5
Condensed Consolidated Statements of Cash Flows for the Three-Month Periods Ended April 30, 2016 and May 2, 2015	6
Notes to Condensed Consolidated Financial Statements as of April 30, 2016	7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3. Quantitative and Qualitative Disclosures About Market Risk	30
Item 4. Controls and Procedures	30
Part II. Other Information
Item 1. Legal Proceedings	31
Item 1A. Risk Factors	31
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	31
Item 3. Defaults Upon Senior Securities	32
Item 4. Mine Safety Disclosures	32
Item 5. Other Information	32
Item 6. Exhibits	32
Signatures	33
Exhibit Index	34

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PART I — FINANCIAL INFORMATION

Item 1.    FINANCIAL STATEMENTS

EVINE Live Inc. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except share and per share data)

	April 30, 2016			January 30, 2016
	(In thousands, except share and
	per share data)
ASSETS
Current assets:
Cash	$	32,723		$	11,897
Restricted cash and investments	450			450
Accounts receivable, net	99,472			114,949
Inventories	63,623			65,840
Prepaid expenses and other	5,812			5,913
Total current assets	202,080			199,049
Property & equipment, net	51,431			52,629
FCC broadcasting license	12,000			12,000
Other assets	1,697			1,819
	$	267,208		$	265,497
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	70,341		$	77,779
Accrued liabilities	34,014			35,342
Current portion of long term credit facilities	2,993			2,143
Deferred revenue	85			85
Total current liabilities	107,433			115,349
Deferred revenue	142			164
Deferred tax liability	2,931			2,734
Long term credit facilities	84,432			70,271
Total liabilities	194,938			188,518
Commitments and contingencies
Shareholders' equity:
Preferred stock, $.01 per share par value, 400,000 shares authorized; zero shares issued and outstanding	—			—
Common stock, $.01 per share par value, 100,000,000 shares authorized; 57,192,294 and 57,170,245 shares issued and outstanding	572			571
Additional paid-in capital	423,806			423,574
Accumulated deficit	(352,108		)	(347,166		)
Total shareholders' equity	72,270			76,979
	$	267,208		$	265,497

The accompanying notes are an integral part of these condensed consolidated financial statements.

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EVINE Live Inc. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except share and per share data)

	For the Three-Month
	Periods Ended
	April 30, 2016			May 2, 2015
Net sales	$	166,920		$	158,451
Cost of sales	105,472			101,146
Gross profit	61,448			57,305
Operating expense:
Distribution and selling	53,425			50,799
General and administrative	5,769			5,712
Depreciation and amortization	2,107			2,131
Executive and management transition costs	3,601			2,590
Distribution facility consolidation and technology upgrade costs	80			—
Total operating expense	64,982			61,232
Operating loss	(3,534		)	(3,927		)
Other income (expense):
Interest income	2			2
Interest expense	(1,205		)	(598		)
Total other expense	(1,203		)	(596		)
Loss before income taxes	(4,737		)	(4,523		)
Income tax provision	(205		)	(205		)
Net loss	$	(4,942	)	$	(4,728	)
Net loss per common share	$	(0.09	)	$	(0.08	)
Net loss per common share — assuming dilution	$	(0.09	)	$	(0.08	)
Weighted average number of common shares outstanding:
Basic	57,181,155			56,640,767
Diluted	57,181,155			56,640,767

The accompanying notes are an integral part of these condensed consolidated financial statements.

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EVINE Live Inc. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY

FOR THE THREE-MONTH PERIOD ENDED APRIL 30, 2016

(Unaudited)

(In thousands, except share data)

	Common Stock			Additional Paid-In Capital						Total Shareholders' Equity
	Number of Shares	Par Value					Accumulated Deficit
BALANCE, January 30, 2016	57,170,245	$	571	$	423,574		$	(347,166	)	$	76,979
Net loss	—	—		—			(4,942		)	(4,942		)
Common stock issuances pursuant to equity compensation plans	22,049	1		(5		)	—			(4		)
Share-based payment compensation	—	—		237			—			237
BALANCE, April 30, 2016	57,192,294	$	572	$	423,806		$	(352,108	)	$	72,270

The accompanying notes are an integral part of these condensed consolidated financial statements.

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EVINE Live Inc. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

	For the Three-Month
	Periods Ended
	April 30, 2016			May 2, 2015
OPERATING ACTIVITIES:
Net loss	$	(4,942	)	$	(4,728	)
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:
Depreciation and amortization	3,041			2,307
Share-based payment compensation	237			609
Amortization of deferred revenue	(22		)	(21		)
Amortization of deferred financing costs	112			68
Deferred income taxes	197			197
Changes in operating assets and liabilities:
Accounts receivable, net	15,477			18,106
Inventories	2,217			(6,061		)
Prepaid expenses and other	101			(603		)
Accounts payable and accrued liabilities	(9,076		)	(14,238		)
Net cash provided by (used for) operating activities	7,342			(4,364		)
INVESTING ACTIVITIES:
Property and equipment additions	(1,605		)	(8,143		)
Net cash used for investing activities	(1,605		)	(8,143		)
FINANCING ACTIVITIES:
Payments for deferred issuance costs	(1,287		)	(160		)
Payments on capital leases	(13		)	(13		)
Proceeds from issuance of revolving loans	—			4,300
Proceeds from issuance of term loans	17,000			2,849
Payments on term loans	(607		)	(647		)
Proceeds from exercise of stock options	—			2,405
Payments for issuance of common stock, net	(4		)	—
Net cash provided by financing activities	15,089			8,734
Net increase (decrease) in cash	20,826			(3,773		)
BEGINNING CASH	11,897			19,828
ENDING CASH	$	32,723		$	16,055
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid	$	888		$	590
Income taxes paid	$	51		$	33
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES:
Property and equipment purchases included in accounts payable	$	357		$	1,179
Deferred issuance costs included in accrued liabilities	$	103		$	15

The accompanying notes are an integral part of these condensed consolidated financial statements.

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EVINE Live Inc. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

April 30, 2016

(Unaudited)

(1) General

EVINE Live Inc. and its subsidiaries ("we," "our," "us," or the "Company") are collectively a digital commerce company that offers a mix of proprietary, exclusive and name brand merchandise directly to consumers in an engaging and informative shopping experience through TV, online and mobile devices. The Company operates a 24-hour television shopping network, EVINE Live, which is distributed primarily on cable and satellite systems, through which it offers proprietary, exclusive and name brand merchandise in the categories of jewelry & watches; home & consumer electronics; beauty; and fashion & accessories. Orders are taken via telephone, online and mobile channels. The television network is distributed into approximately 88 million homes, primarily through cable and satellite affiliation agreements and agreements with telecommunications companies such as AT&T and Verizon. Programming is also streamed live online at evine.com and is also available on mobile channels. Programming is also distributed through a Company-owned full power television station in Boston, Massachusetts and through leased carriage on a full power television station in Seattle, Washington.

The Company also operates evine.com, a comprehensive digital commerce platform that sells products which appear on its television shopping network as well as an extended assortment of online-only merchandise. The live programming and products are also marketed via mobile devices, including smartphones and tablets, and through the leading social media channels.

On November 18, 2014, the Company announced that it had changed its corporate name to EVINE Live Inc. from ValueVision Media, Inc. Effective November 20, 2014, the Company's NASDAQ trading symbol also changed to EVLV from VVTV. The Company transitioned from doing business as "ShopHQ" to "EVINE Live" and evine.com on February 14, 2015.

(2) Basis of Financial Statement Presentation

Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles ("GAAP") in the United States of America have been condensed or omitted in accordance with these rules and regulations. The accompanying condensed consolidated balance sheet as of January 30, 2016 has been derived from the Company's audited financial statements for the fiscal year ended January 30, 2016. The information furnished in the interim condensed consolidated financial statements includes normal recurring adjustments and reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of these financial statements. Although management believes the disclosures and information presented are adequate, these interim condensed consolidated financial statements should be read in conjunction with the Company’s most recent audited financial statements and notes thereto included in its annual report on Form 10-K for the fiscal year ended January 30, 2016. Operating results for the three-month period ended April 30, 2016 are not necessarily indicative of the results that may be expected for the fiscal year ending January 28, 2017.

The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation.

Fiscal Year

The Company's fiscal year ends on the Saturday nearest to January 31. References to years in this report relate to fiscal years, rather than to calendar years. The Company’s most recently completed fiscal year, fiscal 2015, ended on January 30, 2016, and consisted of 52 weeks. Fiscal 2016 will end on January 28, 2017, and will contain 52 weeks. The quarters ended April 30, 2016 and May 2, 2015 each consisted of 13 weeks.

Recently Adopted Accounting Standard Updates

In April 2015, the Financial Accounting Standards Board issued Simplifying the Presentation of Debt Issuance Costs, Subtopic 835-30 (Accounting Standards Update ("ASU") No. 2015-03). ASU 2015-03 requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying value of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by ASU 2015-03. The Company adopted this standard in the first quarter of fiscal 2016, applying it retrospectively. The consolidated balance sheet as

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of January 30, 2016 reflects the reclassification of debt issuance costs of $266,000 from other assets to long term credit facilities. The amount of debt issuance costs included in long term credit facilities as of April 30, 2016 was $1.6 million. In August 2015, the FASB issued Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, Subtopic 835-30 (ASU No. 2015-15), which clarifies that absent authoritative guidance in ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the staff of the Securities and Exchange Commission would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the revolving line of credit arrangement, regardless of whether there are any outstanding borrowings on the revolving line of credit arrangement. As of January 30, 2016, debt issuance costs of $694,000 related to our PNC Credit Agreement, revolving line of credit were included within other assets. We continue to include these costs within other assets, amortizing them over the term of the PNC Credit Agreement.

Recently Issued Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board issued Revenue from Contracts with Customers, Topic 606 (ASU No. 2014-09), which provides a framework for the recognition of revenue, with the objective that recognized revenues properly reflect amounts an entity is entitled to receive in exchange for goods and services. The guidance, also includes additional disclosure requirements regarding revenue, cash flows and obligations related to contracts with customers. In July 2015, the Financial Accounting Standards Board approved a one year deferral of the effective date of ASU 2014-09. The standard will now become effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted for interim and annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact of adopting ASU 2014-09 on our consolidated financial statements.

In July 2015, the Financial Accounting Standards Board issued Simplifying the Measurement of Inventory, Topic 330 (ASU No. 2015-11). ASU 2015-11 changes the measurement principle for inventory from the lower of cost or market to lower of cost or net realizable value. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2016. We are currently evaluating the impact of adopting ASU 2015-11 on our consolidated financial statements.

In November 2015, the Financial Accounting Standards Board issued Balance Sheet Classification of Deferred Taxes, Topic 740 (ASU No. 2015-17). ASU 2015-17 requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as non-current on the balance sheet. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2016, with early adoption permitted and applied either prospectively or retrospectively. We are currently evaluating the impact of adopting ASU 2015-17 on our consolidated financial statements.

In February 2016, the Financial Accounting Standards Board issued Leases, Topic 842 (ASU No. 2016-02). ASU 2016-02 establishes a right-of-use model that requires a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective retrospectively for the Company for fiscal years and interim periods beginning after December 15, 2018, with early adoption permitted. We are currently evaluating the impact of adopting ASU 2016-02 on our consolidated financial statements.

In March 2016, the Financial Accounting Standards Board issued Compensation-Stock Compensation, Topic 718 (ASU No. 2016-09). This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. In addition, the ASU also clarifies the statement of cash flows presentation for certain components of share-based awards. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2016, with early adoption permitted. We are currently evaluating the impact of adopting ASU 2016-09 on our consolidated financial statements.

(3) Fair Value Measurements

GAAP utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to observable quoted prices (unadjusted) in active markets for identical assets and liabilities (Level 1 measurement), then priority to quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market (Level 2 measurement) and the lowest priority to unobservable inputs (Level 3 measurement).

As of April 30, 2016 and January 30, 2016 the Company had $450,000 in Level 2 investments in the form of bank certificates of deposit. The Company's investments in certificates of deposits were measured using inputs based upon quoted prices for similar instruments in active markets and, therefore, were classified as Level 2 investments. As of April 30, 2016 and January 30, 2016 the Company also had long-term variable rate Credit Facilities with carrying values of $87,425,000 and $72,414,000, respectively.

8

As of April 30, 2016 and January 30, 2016, respectively, $2,993,000 and $2,143,000 was classified as current. The fair value of the variable rate Credit Facilities approximates and is based on its carrying value. The Company has no Level 3 investments that use significant unobservable inputs.

(4) Intangible Assets

Intangible assets in the accompanying consolidated balance sheets consisted of the following:

	Weighted Average Life (Years)	April 30, 2016					January 30, 2016
		Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Finite-lived intangible assets:
EVINE trademark	15	$	1,103,000	$	(98,000	)	$	1,103,000	$	(80,000	)
Total finite-lived intangible assets		$	1,103,000	$	(98,000	)	$	1,103,000	$	(80,000	)
Indefinite-lived intangible assets:
FCC broadcast license		$	12,000,000				$	12,000,000

As of January 30, 2016, the Company had an intangible FCC broadcasting license with a carrying value of 12,000,000 and an estimated fair value of $12,900,000. The Company annually reviews its FCC television broadcast license for impairment in the fourth quarter, or more frequently if an impairment indicator is present. The Company estimates the fair value of its FCC television broadcast license primarily by using income-based discounted cash flow models with the assistance of an independent outside fair value consultant. The discounted cash flow models utilize a range of assumptions including revenues, operating profit margin, projected capital expenditures and an unobservable discount rate. The Company also considers comparable asset market and sales data for recent comparable market transactions for standalone television broadcasting stations to assist in determining fair value. The Company concluded that the inputs used in its intangible FCC broadcasting license asset valuation are Level 3 inputs related to this valuation.

While the Company believes that its estimates and assumptions regarding the valuation of the license are reasonable, different assumptions or future events could materially affect its valuation. In addition, due to the illiquid nature of this asset, the Company's valuation for this license could be materially different if it were to decide to sell it in the short term which, upon revaluation, could result in a future impairment of this asset.

The EVINE trademark asset is included in Other Assets in the accompanying balance sheets. Amortization expense related to the EVINE trademark license was $18,000 and $6,000 for the three-month periods ended April 30, 2016 and May 2, 2015, respectively. Estimated amortization expense for fiscal 2016 and each of the subsequent fiscal years is $74,000.

9

(5) Credit Agreements

The Company's long-term credit facilities consist of:

	April 30, 2016			January 30, 2016
PNC Credit Facility
PNC revolving loan due May 1, 2020, principal amount	$	59,900,000		$	59,900,000
PNC term loan due May 1, 2020, principal amount	12,245,000			12,780,000
Less unamortized debt issuance costs	(244,000		)	(266,000		)
PNC term loan due May 1, 2020, carrying amount	12,001,000			12,514,000
GACP Credit Agreement
GACP term loan due March 9, 2021, principal amount	16,930,000			—
Less unamortized debt issuance costs	(1,406,000		)	—
GACP term loan due March 9, 2021, carrying amount	15,524,000			—
Total long-term credit facilities	87,425,000			72,414,000
Less current portion of long-term credit facilities	(2,993,000		)	(2,143,000		)
Long-term credit facilities, excluding current portion	$	84,432,000		$	70,271,000

PNC Credit Facility

On February 9, 2012, the Company entered into a credit and security agreement (as amended on March 10, 2016, the "PNC Credit Facility") with PNC Bank, N.A. ("PNC"), a member of The PNC Financial Services Group, Inc., as lender and agent. The PNC Credit Facility, which includes The Private Bank as part of the facility, provides a revolving line of credit of $90.0 million and provides for a $15.0 million term loan on which the Company has drawn to fund improvements at the Company's distribution facility in Bowling Green, Kentucky. The PNC Credit Facility also provides an accordion feature that would allow the Company to expand the size of the revolving line of credit by another $25.0 million at the discretion of the lenders and upon certain conditions being met.

All borrowings under the PNC Credit Facility mature and are payable on May 1, 2020. Subject to certain conditions, the PNC Credit Facility also provides for the issuance of letters of credit in an aggregate amount up to $6.0 million which, upon issuance, would be deemed advances under the PNC Credit Facility. Maximum borrowings and available capacity under the revolving line of credit under the PNC Credit Facility are equal to the lesser of $90.0 million or a calculated borrowing base comprised of eligible accounts receivable and eligible inventory. The PNC Credit Facility is secured by a first security interest in substantially all of the Company’s personal property, as well as the Company’s real properties located in Eden Prairie, Minnesota and Bowling Green, Kentucky up to $13 million. Under certain circumstances, the borrowing base may be adjusted if there were to be a significant deterioration in value of the Company’s accounts receivable and inventory.

The revolving line of credit under the PNC Credit Facility bears interest at LIBOR plus a margin of between 3% and 4.5% based on the Company's trailing twelve-month reported EBITDA (as defined in the PNC Credit Facility) measured quarterly in fiscal 2016 and semi-annually thereafter as demonstrated in its financial statements. The term loan bears interest at either a LIBOR rate or a base rate plus a margin consisting of between 4% and 5% on Base Rate term loans and 5% to 6% on LIBOR rate loans based on our leverage ratio as demonstrated in its audited financial statements.

As of April 30, 2016, the Company had borrowings of $59.9 million under its revolving credit facility. Remaining available capacity under the revolving credit facility as of April 30, 2016 is approximately $17.1 million, and provides liquidity for working capital and general corporate purposes. The PNC Credit Facility also provides for a $15.0 million term loan on which the Company has drawn to fund an expansion at the Company's distribution facility in Bowling Green, Kentucky. As of April 30, 2016, there was approximately $12.2 million outstanding under the PNC Credit Facility term loan of which $2.1 million was classified as current in the accompanying balance sheet.

Principal borrowings under the term loan are to be payable in monthly installments over an 84 month amortization period commencing on January 1, 2015 and are also subject to mandatory prepayment in certain circumstances, including, but not limited to, upon receipt of certain proceeds from dispositions of collateral. Borrowings under the term loan are also subject to mandatory prepayment starting in the fiscal year ended January 30, 2016 in an amount equal to fifty percent (50%) of excess cash flow for such fiscal year, with any such payment not to exceed $2.0 million in any such fiscal year. The PNC Credit Facility is also subject to other mandatory prepayment in certain circumstances. In addition, if the total PNC Credit Facility is terminated prior to maturity,

10

the Company would be required to pay an early termination fee of 3.0% if terminated on or before October 8, 2016; 1.0% if terminated on or before October 8, 2017, 0.5% if terminated on or before October 8, 2018; and no fee if terminated after October 8, 2018. As of April 30, 2016, the imputed effective interest rate on the PNC term loan was 6.0%.

Interest expense recorded under the PNC Credit Facility was $857,000 and $593,000 for the three-month periods ended April 30, 2016 and May 2, 2015, respectively.

The PNC Credit Facility contains customary covenants and conditions, including, among other things, maintaining a minimum of unrestricted cash plus facility availability of $10.0 million at all times and limiting annual capital expenditures. As our unused line availability was greater than $10.0 million at April 30, 2016, no additional cash was required to be restricted. Certain financial covenants, including minimum EBITDA levels (as defined in the PNC Credit Facility) and a minimum fixed charge coverage ratio of 1.1 to 1.0, become applicable only if unrestricted cash plus facility availability falls below $18.0 million. As of April 30, 2016, the Company's unrestricted cash plus facility availability was $49.8 million and the Company was in compliance with applicable financial covenants of the PNC Credit Facility and expects to be in compliance with applicable financial covenants over the next twelve months. In addition, the PNC Credit Facility places restrictions on the Company’s ability to incur additional indebtedness or prepay existing indebtedness, to create liens or other encumbrances, to sell or otherwise dispose of assets, to merge or consolidate with other entities, and to make certain restricted payments, including payments of dividends to common shareholders.

Costs incurred to obtain amendments to the PNC Credit Facility totaling $1,148,000 and unamortized costs incurred to obtain the original PNC Credit Facility totaling $466,000 have been deferred and are being expensed as additional interest over the five-year term of the PNC Credit Facility.

Great American Capital Partners Credit Agreement

On March 10, 2016, the Company entered into a term loan credit and security agreement (the "GACP Credit Agreement") with GACP Finance Co., LLC ("GACP") for a term loan of $17.0 million. Proceeds from the GACP Credit Agreement will be used to provide for working capital and general corporate purposes and to help strengthen the Company's total liquidity position. The term loan under the GACP Credit Agreement (the "GACP Term Loan") is secured on a first lien priority basis by the proceeds of any sale of the Company's Boston television station FCC license and on a second lien priority basis by the Company's accounts receivable, equipment, inventory and certain real estate as well as other assets as described in the GACP Credit Agreement. The Company has also pledged the stock of certain subsidiaries to secure such obligations on a second lien priority basis.

The GACP Credit Agreement matures on March 9, 2021. The GACP Term Loan bears interest at either (i) a fixed rate based on the greater of LIBOR for interest periods of one, two or three months or 1% plus a margin of 11.0%, or (ii) a daily floating Alternate Base Rate plus a margin of 10.0%. As of April 30, 2016, the imputed effective interest rate on the GACP term loan was 14.0%.

Principal borrowings under the GACP Term Loan are to be payable in consecutive monthly installments of $70,833 each, commencing on April 1, 2016, with a final installment due at the end of the five- year term equal to the aggregate principal amount of all loans outstanding on such date. The GACP Term Loan is also subject to mandatory prepayment in certain circumstances, including, but without limitation, from the proceeds of the sale of collateral assets and from 50% of annual excess cash flow as defined in the GACP Credit Agreement. The GACP Term Loan can be prepaid voluntarily at any time and, if terminated prior to maturity, the Company would be required to pay an early termination fee of 3.0% if terminated on or before March 10, 2017; 2.0% if terminated on or before March 10, 2018; 1.0% if terminated on or before March 10, 2019; and no fee if terminated after March 10, 2019. Interest expense recorded under the GACP Credit Agreement was $342,000 for the three-month period ended April 30, 2016.

The GACP Credit Agreement contains customary covenants and conditions, including, among other things, maintaining a minimum of unrestricted cash plus revolving line of credit availability under the PNC Credit Facility of $10.0 million at all times and limiting annual capital expenditures. Certain financial covenants, including minimum EBITDA levels (as defined in the GACP Credit Agreement) and a minimum fixed charge coverage ratio of 1.1 to 1.0, become applicable only if unrestricted cash plus revolving line of credit availability under the PNC Credit Facility falls below $18.0 million. In addition, the GACP Credit Agreement places restrictions on the Company’s ability to incur additional indebtedness or prepay existing indebtedness, to create liens or other encumbrances, to sell or otherwise dispose of assets, to merge or consolidate with other entities, and to make certain restricted payments, including payments of dividends to common shareholders.

Costs incurred to obtain the GACP Credit Agreement totaling $1,453,000 have been deferred and are being expensed as additional interest over the five-year term of the GACP Credit Agreement.

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The aggregate maturities of the Company's long-term credit facilities as of April 30, 2016 are as follows:

	PNC Credit Facility
Fiscal year	Term loan		Revolving loan		GACP Term Loan		Total
2016	$	1,608,000	$	—	$	637,000	$	2,245,000
2017	2,321,000		—		921,000		3,242,000
2018	2,143,000		—		850,000		2,993,000
2019	1,964,000		—		780,000		2,744,000
2020	4,209,000		59,900,000		850,000		64,959,000
2021	—		—		12,892,000		12,892,000
	$	12,245,000	$	59,900,000	$	16,930,000	$	89,075,000

(6) Stock-Based Compensation - Stock Option Awards

Compensation is recognized for all stock-based compensation arrangements by the Company. Stock-based compensation expense for the first quarters of fiscal 2016 and fiscal 2015 related to stock option awards was $120,000 and $261,000, respectively. The Company has not recorded any income tax benefit from the exercise of stock options due to the uncertainty of realizing income tax benefits in the future.

As of April 30, 2016, the Company had one omnibus stock plan for which stock awards can be currently granted: the 2011 Omnibus Incentive Plan that provides for the issuance of up to 6,000,000 shares of the Company's stock. The 2004 Omnibus Stock Plan expired on June 22, 2014. No further awards may be made under the 2004 Omnibus Plan, but any award granted under the 2004 Omnibus Plan and outstanding on June 22, 2014 will remain outstanding in accordance with its terms. The 2001 Omnibus Stock Plan expired on June 21, 2011. No further awards may be made under the 2001 Omnibus Plan, but any award granted under the 2001 Omnibus Plan and outstanding on June 21, 2011 will remain outstanding in accordance with its terms. The 2011 plan is administered by the human resources and compensation committee of the board of directors and provides for awards for employees, directors and consultants. All employees and directors of the Company and its affiliates are eligible to receive awards under the plan. The types of awards that may be granted under this plan include restricted and unrestricted stock, restricted stock units, incentive and nonstatutory stock options, stock appreciation rights, performance units, and other stock-based awards. Incentive stock options may be granted to employees at such exercise prices as the human resources and compensation committee may determine but not less than 100% of the fair market value of the underlying stock as of the date of grant. No incentive stock option may be granted more than 10 years after the effective date of the respective plan's inception or be exercisable more than 10 years after the date of grant. Options granted to outside directors are nonstatutory stock options with an exercise price equal to 100% of the fair market value of the underlying stock as of the date of grant. With the exception of market-based options, options granted generally vest over three years in the case of employee stock options and vest immediately on the date of grant in the case of director options, and have contractual terms of 10 years from the date of grant.

The fair value of each time-based vesting option award is estimated on the date of grant using the Black-Scholes option pricing model that uses assumptions noted in the following table. Expected volatilities are based on the historical volatility of the Company's stock. Expected term is calculated using the simplified method taking into consideration the option's contractual life and vesting terms. The Company uses the simplified method in estimating its expected option term because it believes that historical exercise data cannot be accurately relied upon at this time to provide a reasonable basis for estimating an expected term due to the extreme volatility of its stock price and the resulting unpredictability of its stock option exercises. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. Expected dividend yields were not used in the fair value computations as the Company has never declared or paid dividends on its common stock and currently intends to retain earnings for use in operations.

	Fiscal 2016	Fiscal 2015
Expected volatility	84%	82%
Expected term (in years)	6 years	6 years
Risk-free interest rate	1.7%	1.7%

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A summary of the status of the Company’s stock option activity as of April 30, 2016 and changes during the three months then ended is as follows:

	2011 Incentive Stock Option Plan		Weighted Average Exercise Price		2004 Incentive Stock Option Plan		Weighted Average Exercise Price		2001 Incentive Stock Option Plan		Weighted Average Exercise Price
Balance outstanding, January 30, 2016	1,555,000		$	4.30	670,000		$	6.18	399,000		$	7.78
Granted	966,000		$	1.19	—		$	—	—		$	—
Exercised	—		$	—	—		$	—	—		$	—
Forfeited or canceled	(495,000	)	$	4.68	(19,000	)	$	8.78	(8,000	)	$	10.48
Balance outstanding, April 30, 2016	2,026,000		$	2.72	651,000		$	6.10	391,000		$	7.73
Options exercisable at April 30, 2016	841,000		$	3.76	633,000		$	6.14	391,000		$	7.73

The following table summarizes information regarding stock options outstanding at April 30, 2016:

	Options Outstanding						Options Vested or Expected to Vest
Option Type	Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value		Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value
2011 Incentive:	2,026,000	$	2.72	8.6	$	340,000	1,926,000	$	2.78	8.5	$	306,000
2004 Incentive:	651,000	$	6.10	3.0	$	1,000	649,000	$	6.10	3.0	$	1,000
2001 Incentive:	391,000	$	7.73	2.0	$	—	391,000	$	7.73	2.0	$	—

The weighted average grant-date fair value of options granted in the first three-months of fiscal 2016 and fiscal 2015 was $0.85 and $4.35, respectively. The total intrinsic value of options exercised during the first three-months of fiscal 2016 and fiscal 2015 was $0 and $1,397,000, respectively. As of April 30, 2016, total unrecognized compensation cost related to stock options was $880,000 and is expected to be recognized over a weighted average expected life of approximately 2.5 years.

(7) Stock-Based Compensation - Restricted Stock Awards

Compensation expense recorded for the first quarter of fiscal 2016 and fiscal 2015 relating to restricted stock grants was $117,000 and $348,000, respectively. As of April 30, 2016, there was $1,157,000 of total unrecognized compensation cost related to non-vested restricted stock grants. That cost is expected to be recognized over a weighted average expected life of 1.9 years. The total fair value of restricted stock vested during the first three months of fiscal 2016 and fiscal 2015 was $23,000 and $88,000, respectively.

During the first quarter of fiscal 2016, the Company granted a total of 188,991 shares of time-based restricted stock awards to certain key employees as part of the Company's long-term incentive program. The restricted stock will vest in three equal annual installments beginning March 28, 2017. The aggregate market value of the restricted stock at the date of the award was $187,101 and is being amortized as compensation expense over the three-year vesting period.

During the first quarter of fiscal 2016, the Company also granted a total of 179,156 shares of market-based restricted stock performance units to certain executives as part of the Company's long-term incentive program. The number of restricted stock units earned is based on the Company's total shareholder return ("TSR") relative to a group of industry peers over a three-year performance measurement period. The total grant date fair value was estimated to be $223,571, or $0.98 - $1.72 per share and is being amortized over the three-year performance period. Grant date fair values were determined using a Monte Carlo valuation model based on assumptions, which included a weighted average risk-free interest rate of 0.9% - 1.0%, a weighted average expected life of three years and an implied volatility of 71% - 73%. The percent of the target market-based performance vested restricted stock unit award that will be earned based on the Company's TSR relative to the peer group is as follows:

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Percentile Rank	Percentage of Units Vested
< 33%	0%
33%	50%
50%	100%
100%	150%

During the first quarter of fiscal 2015, the Company granted a total of 67,786 shares of time-based restricted stock awards to certain key employees as part of the Company's long-term incentive program. The restricted stock will vest in three equal annual installments beginning March 20, 2016. The aggregate market value of the restricted stock at the date of the award was $417,593 and is being amortized as compensation expense over the three-year vesting period.

During the first quarter of fiscal 2015, the Company also granted a total of 106,963 shares of market-based restricted stock performance units to certain executives as part of the Company's long-term incentive program. The number of restricted stock units earned is based on the Company's total shareholder return ("TSR") relative to a group of industry peers over a three-year performance measurement period. The total grant date fair value was estimated to be $776,865, or $7.26 per share and is being amortized over the three-year performance period. Grant date fair values were determined using a Monte Carlo valuation model based on assumptions, which included a weighted average risk-free interest rate of 0.9%, a weighted average expected life of three years and an implied volatility of 54% - 55%. The percent of the target market-based performance vested restricted stock unit award that will be earned based on the Company's TSR relative to the peer group is as follows:

Percentile Rank	Percentage of Units Vested
< 33%	0%
33%	50%
50%	100%
100%	150%

A summary of the status of the Company’s non-vested restricted stock activity as of April 30, 2016 and changes during the three-month period then ended is as follows:

	Shares		Weighted Average Grant Date Fair Value
Non-vested outstanding, January 30, 2016	861,000		$4.46
Granted	368,000		$1.12
Vested	(28,000	)	$5.76
Forfeited	(267,000	)	$5.60
Non-vested outstanding, April 30, 2016	934,000		$2.77

(8) Net Loss Per Common Share

Basic net loss per share is computed by dividing reported loss by the weighted average number of shares of common stock outstanding for the reported period. Diluted income per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock of the Company during reported periods.

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A reconciliation of net loss per share calculations and the number of shares used in the calculation of basic loss per share and diluted loss per share is as follows:

	Three-Month Periods Ended
	April 30, 2016			May 2, 2015
Net loss (a)	$	(4,942,000	)	$	(4,728,000	)
Weighted average number of shares of common stock outstanding — Basic	57,181,155			56,640,767
Dilutive effect of stock options, non-vested shares and warrants (b)	—			—
Weighted average number of shares of common stock outstanding — Diluted	57,181,155			56,640,767
Net loss per common share	$	(0.09	)	$	(0.08	)
Net loss per common share — assuming dilution	$	(0.09	)	$	(0.08	)

(a) The net loss for the three-month period ended April 30, 2016 includes costs related to executive and management transition of $3,601,000 and distribution facility consolidation and technology upgrade costs totaling $80,000. The net loss for the three-month period ended May 2, 2015 includes costs related to executive and management transition of $2,590,000.

(b) For the three-month period ended April 30, 2016, there were -0- incremental in-the-money potentially dilutive common shares. For the three-month period ended May 2, 2015, approximately 741,000 incremental in-the-money potentially dilutive common shares have been excluded from the computation of diluted earnings per share, as the effect of their inclusion would be antidilutive.

(9) Business Segments and Sales by Product Group

The Company has one reporting segment, which encompasses its digital commerce retailing. The Company markets, sells and distributes its products to consumers primarily through its digital commerce television, online website evine.com and mobile platforms. The Company's television shopping, online and mobile platforms have similar economic characteristics with respect to products, product sourcing, vendors, marketing and promotions, gross margins, customers, and methods of distribution. In addition, the Company believes that its television shopping program is a key driver of traffic to both the evine.com website and mobile applications whereby many of the online sales originate from customers viewing the Company's television program and then place their orders online or through mobile devices. All of the Company's sales are made to customers residing in the United States. The chief operating decision maker is the Chief Executive Officer of the Company. Information on net sales by significant product groups are as follows (in thousands):

	Three-Month Periods Ended
	April 30, 2016		May 2, 2015
Jewelry & Watches	$	64,174	$	65,809
Home & Consumer Electronics	35,646		37,110
Beauty	23,240		19,525
Fashion & Accessories	27,528		23,329
All other (primarily shipping & handling revenue)	16,332		12,678
Total	$	166,920	$	158,451

(10) Income Taxes

At January 30, 2016, the Company had federal net operating loss carryforwards ("NOLs") of approximately $312 million, and state NOLs of approximately $200 million which are available to offset future taxable income.  The Company's federal NOLs expire in varying amounts each year from 2023 through 2035 in accordance with applicable federal tax regulations and the timing of when the NOLs were incurred. 

In the first quarter of fiscal 2011, the Company had a change in ownership (as defined in Section 382 of the Internal Revenue Code) as a result of the issuance of common stock coupled with the redemption of all the Series B Preferred Stock held by GE

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Equity.  Sections 382 and 383 limit the annual utilization of certain tax attributes, including NOL carryforwards, incurred prior to a change in ownership. Currently, the limitations imposed by Sections 382 and 383 are not expected to impair the Company's ability to fully realize its NOLs; however, the annual usage of NOLs incurred prior to the change in ownership is limited.  In addition, if the Company were to experience another ownership change, as defined by Sections 382 and 383, its ability to utilize its NOL's could be further substantially limited and depending on the severity of the annual NOL limitation, the Company could permanently lose its ability to use a significant amount of its accumulated NOL's. The Company currently has recorded a full valuation allowance for its net deferred tax assets.  The ultimate realization of these deferred tax assets and related limitations depend on the ability of the Company to generate sufficient taxable income in the future, as well as the timing of such income.

For the first quarters of fiscal 2016 and fiscal 2015, the income tax provision included a non-cash tax charge of approximately $197,000, relating to changes in the Company's long-term deferred tax liability related to the tax amortization of the Company's indefinite-lived intangible FCC license asset that is not available to offset existing deferred tax assets in determining changes to our income tax valuation allowance. The Company expects the continued tax amortization of its indefinite-lived intangible asset and resulting book versus tax asset carrying value difference to result in approximately $591,000 of additional non-cash income tax expense over the remainder of fiscal 2016.

Shareholder Rights Plan

During the second quarter of fiscal 2015, the Company adopted a Shareholder Rights Plan to preserve the value of certain deferred tax benefits, including those generated by net operating losses. On July 10, 2015, the Company declared a dividend distribution of one purchase right (a “Right”) for each outstanding share of the Company’s common stock to shareholders of record as of the close of business on July 23, 2015 and issuable as of that date, and on July 13, 2015, the Company entered into a Shareholder Rights Plan (the “Plan”) with Wells Fargo Bank, N.A., a national banking association, with respect to the Rights. Except in certain circumstances set forth in the Plan, each Right entitles the holder to purchase from the Company one one-thousandth of a share of Series A Junior Participating Cumulative Preferred Stock, $0.01 par value, of the Company (“Preferred Stock” and each one one-thousandth of a share of Preferred Stock, a “Unit”) at a price of $9.00 per Unit.

The Rights initially trade together with the common stock and are not exercisable. Subject to certain exceptions specified in the Plan, the Rights will separate from the common stock and become exercisable following (i) the tenth calendar day after a public announcement or filing that a person or group has become an “Acquiring Person,” which is defined as a person who has acquired, or obtained the right to acquire, beneficial ownership of 4.99% or more of the common stock then outstanding, subject to certain exceptions, or (ii) the tenth calendar day (or such later date as may be determined by the board of directors) after any person or group commences a tender or exchange offer, the consummation of which would result in a person or group becoming an Acquiring Person. If a person or group becomes an Acquiring Person, each Right will entitle its holders (other than such Acquiring Person) to purchase one Unit at a price of $9.00 per Unit. A Unit is intended to give the shareholder approximately the same dividend, voting and liquidation rights as would one share of Common Stock, and should approximate the value of one share of Common Stock. At any time after a person becomes an Acquiring Person, the board of directors may exchange all or part of the outstanding Rights (other than those held by an Acquiring Person) for shares of common stock at an exchange rate of one share of common stock (and, in certain circumstances, a Unit) for each Right. The Company will promptly give public notice of any exchange (although failure to give notice will not affect the validity of the exchange).

The Rights will expire upon certain events described in the Plan, including the close of business on the earlier of the first anniversary of the date of the Plan or the date of the Company’s 2016 annual meeting of shareholders, if the Plan has not been approved by the Company’s shareholders, or the close of business on the date of the third annual meeting of shareholders following the last annual meeting of shareholders of the Company at which the Plan was most recently approved by shareholders, unless the Plan is re-approved by shareholders at that third annual meeting of shareholders.  However, in no event will the Plan expire later than the close of business on July 13, 2025. Until the close of business on the tenth calendar day after the day a public announcement or a filing is made indicating that a person or group has become an Acquiring Person, the Company may in its sole and absolute discretion amend the Rights or the Plan agreement without the approval of any holders of the Rights or shares of common stock in any manner, including without limitation, amendments that increase or decrease the purchase price or redemption price or accelerate or extend the final expiration date or the period in which the Rights may be redeemed. The Company may also amend the Plan after the close of business on the tenth calendar day after the day such public announcement or filing is made to cure ambiguities, to correct defective or inconsistent provisions, to shorten or lengthen time periods under the Plan or in any other manner that does not adversely affect the interests of holders of the Rights. No amendment of the Plan may extend its expiration date.

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(11) Litigation

The Company is involved from time to time in various claims and lawsuits in the ordinary course of business. In the opinion of management, the claims and suits individually and in the aggregate will not have a material effect on the Company’s operations or consolidated financial statements.

(12) Related Party Transactions

Relationship with GE Equity, Comcast and NBCU

Until April 29, 2016 the Company was a party to an amended and restated shareholder agreement, dated February 25, 2009 (the “GE/NBCU Shareholder Agreement”), with GE Capital Equity Investments, Inc. (“GE Equity”) and NBCUniversal Media, LLC (“NBCU”), which provided for certain corporate governance and standstill matters (as described further below). NBCU is an indirect subsidiary of Comcast Corporation (“Comcast”). The Company believes that as of April 30, 2016, the direct equity ownership of NBCU in the Company consists of 7,141,849 shares of common stock, or approximately 12.5% of the Company’s outstanding common stock. The Company has a significant cable distribution agreement with Comcast and believe that the terms of the agreement are comparable to those with other cable system operators.

In an SEC filing made on August 18, 2015, GE Equity disclosed that on August 14, 2015, it and ASF Radio, L.P. (“ASF Radio”), an independent third party to us, entered into a Stock Purchase Agreement pursuant to which GE Equity agreed to sell 3,545,049 shares of the Company’s common stock, which is all of the shares GE Equity currently owns, to ASF Radio for $2.15 per share. According to the SEC filing, ASF Radio is an affiliate of Ardian, an independent private equity investment company. The closing of this sale (the “GE/ASF Radio Sale”) occurred on April 29, 2016. In connection with the GE/ASF Radio Sale, the GE/NBCU Shareholder Agreement was terminated and the Company and NBCU entered into a new Shareholder Agreement (the “NBCU Shareholder Agreement”) described below.

GE/NBCU Shareholder Agreement

The GE/NBCU Shareholder Agreement that was terminated April 29, 2016 provided that GE Equity was entitled to designate nominees for three members of our Board of Directors so long as the aggregate beneficial ownership of GE Equity and NBCU (and their affiliates) was at least equal to 50% of their beneficial ownership as of February 25, 2009 (i.e., beneficial ownership of approximately 8.7 million common shares) (the “50% Ownership Condition”), and two members of our Board of Directors so long as their aggregate beneficial ownership was at least 10% of the shares of “adjusted outstanding common stock,” as defined in the GE/NBCU Shareholder Agreement (the “10% Ownership Condition”). In addition, the GE/NBCU Shareholder Agreement provided that GE Equity may designate any of its director-designees to be an observer of the audit, human resources and compensation, and corporate governance and nominating committees of our Board of Directors. Neither GE Equity nor NBCU currently has, or during fiscal 2015 had, any designees serving on our Board of Directors or committees.

The GE/NBCU Shareholder Agreement required that the Company obtain the consent of GE Equity before the Company (i) exceeded certain thresholds relating to the issuance of securities, the payment of dividends, the repurchase or redemption of common stock, acquisitions (including investments and joint ventures) or dispositions, and the incurrence of debt; (ii) entered into any business different than the business in which the Company and our subsidiaries are currently engaged; and (iii) amended our articles of incorporation to adversely affect GE Equity and NBCU (or their affiliates); provided, however, that these restrictions would no longer apply when both (1) GE Equity is no longer entitled to designate three director nominees, and (2) GE Equity and NBCU no longer hold any Series B preferred stock. The Company was also prohibited from taking any action that would cause any ownership interest by us in television broadcast stations from being attributable to GE Equity, NBCU or their affiliates.

NBCU Shareholder Agreement

On April 29, 2016, the Company entered into the NBCU Shareholder Agreement with NBCU. The NBCU Shareholder Agreement replaced the GE/NBCU Shareholder Agreement. The NBCU Shareholder Agreement provides that as long as NBCU or its affiliates beneficially own at least 5% of our outstanding common stock, NBCU will be entitled to designate one individual to be nominated to the Company’s Board of Directors. In addition, the NBCU Shareholder Agreement provides that NBCU may designate its director designee to be an observer of the audit, human resources and compensation, and corporate governance and nominating committees of our Board of Directors. In addition, the NBCU Shareholder Agreement requires the Company to obtain the consent of NBCU prior to our adoption or amendment of any shareholder’s rights plan or certain other actions that would impede or restrict the ability of NBCU to acquire our voting stock or our taking any action that would result in NBCU being deemed to be in violation of the Federal Communications Commission multiple ownership regulations.

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Unless NBCU beneficially own less than 5% or more than 90% of the adjusted outstanding shares of common stock, NBCU may not sell, transfer or otherwise dispose of any securities of the Company subject to limited exceptions for (i) transfers to affiliates, (ii) third party tender offers, (iii) mergers, consolidations and reorganizations and (iv) transfers pursuant to underwritten public offerings or transfers exempt from registration under the Securities Act (provided, in the case of (iv), such transfers do not result in the transferee acquiring beneficial ownership in excess of 20%).

Registration Rights Agreement

On February 25, 2009, the Company entered into an amended and restated registration rights agreement that, as further amended, provided GE Equity, NBCU and their affiliates and any transferees and assigns, an aggregate of five demand registrations and unlimited piggy-back registration rights. In connection with the GE/ASF Radio Sale, an amendment to the Amended and Restated Registration Rights Agreement was entered into removing GE Equity as a party and adding ASF Radio, L.P. as a party.

2015 Letter Agreement with GE Equity

On July 9, 2015, the Company entered into a letter agreement with GE Equity pursuant to which GE Equity consented to our adoption of a Shareholder Rights Plan in consideration for our agreement to provide GE Equity, NBCU and certain of their respective affiliates with exemptions from the Shareholder Rights Plan. GE Equity’s consent was required pursuant to the terms of the GE/NBCU Shareholder Agreement. This discussion is a summary of the terms of the letter agreement. In the letter agreement, the Company agreed that if any of GE Equity, NBCU or any of their respective affiliates that holds shares of our common stock from time to time (each a “Grandfathered Investor”) sells or otherwise transfers shares of our common stock currently owned by such Grandfathered Investor to any third party identified to us in writing (any such third party, an “Exempt Purchaser”), the Company will take all actions necessary under the Shareholder Rights Plan so that such third party will not be deemed an Acquiring Person (as defined in the Shareholder Rights Plan) by virtue of the acquisition of such shares. The Company further agreed that, subject to certain limitations, upon request of any Grandfathered Investor or Exempt Purchaser, and in connection with a transfer by such Grandfathered Investor or Exempt Purchaser of shares of our common stock to an Exempt Purchaser, the Company will enter into an agreement with the acquiring Exempt Purchaser granting such acquiring Exempt Purchaser substantially the same rights as set forth above with respect to any sale of our outstanding shares of common stock to any other third party. Additionally, the Company agreed that without the consent of any Grandfathered Investor that is an affiliate of GE Equity and any Grandfathered Investor that is an affiliate of NBCU, the Company will not (i) amend the Shareholder Rights Plan in any material respect, other than to accelerate the Expiration Date or the Final Expiration Date, (ii) adopt another shareholders’ rights plan or (iii) amend the letter agreement.

Director Relationships

The Company entered into a service agreement with Newgistics, Inc. ("Newgistics") in fiscal 2004. Newgistics provides offsite customer returns consolidation and delivery services to the Company. The Company's interim Chief Executive Officer, Robert Rosenblatt, is a member of Newgistics Board of Directors. The Company made payments to Newgistics totaling approximately $1,465,000 and $1,310,000 during the three-month periods ended April 30, 2016 and May 2, 2015, respectively.

One of the Company's directors, Thomas Beers, has a minority interest in one of the Company's on air food suppliers. The Company made inventory payments, to this supplier, totaling $869,000 and $83,000 during the three-month periods ended April 30, 2016 and May 2, 2015, respectively.

(13) Distribution Facility Expansion, Consolidation & Technology Upgrade

During fiscal 2014, the Company began a significant operational expansion initiative with respect to overall warehousing capacity and new equipment and system technology upgrades at our Bowling Green, Kentucky distribution facility. During the first quarter of fiscal 2015 the new building was substantially completed and expanded our 262,000 square foot facility to an approximately 600,000 square foot facility. Subsequently, during the second quarter of fiscal 2015, the Company finished the building expansion and moved out of its leased satellite warehouse space. The updated facilities and technology upgrade will include a new high-speed parcel shipping and item sortation system coupled with a new warehouse management system to support our increased level of shipments and units and a new call center facility to better serve our customers. The new sortation and warehouse management systems are expected to be phased into production through the first half of fiscal 2016. Total cost of the physical building expansion, new sortation equipment and call center facility was approximately $25 million and is being financed with our expanded PNC revolving line of credit and a $15 million PNC term loan.

As a result of our distribution facility expansion, consolidation and technology upgrade initiative, we incurred approximately $80,000 in incremental expenses during the first quarter of fiscal 2016, relating primarily to increased labor and training costs associated with our warehouse management system migration.

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(14) Executive and Management Transition Costs

On February 8, 2016, the Company announced the resignation of two executive officers, namely its Chief Executive Officer, and its Executive Vice President - Chief Strategy Officer & Interim General Counsel. In addition, on March 23, 2016, the Company also announced additional actions taken to reduce corporate overhead and other operating costs. In conjunction with these executive changes as well as other executive and management terminations made during the first three months of fiscal 2016, the Company recorded charges to income totaling $3,601,000 for the three months ended April 30, 2016, which relate primarily to severance payments to be made as a result of the executive officer terminations and other direct costs associated with the Company's 2016 executive and management transition.

On March 26, 2015, the Company announced the termination and departure of three executive officers, namely its Chief Financial Officer, its Senior Vice President and General Counsel, and President. In addition, during the first quarter of fiscal 2015, the Company also announced the hiring of a new Chief Financial Officer and a new Chief Merchandising Officer. In conjunction with these executive changes as well as other management terminations made during the first three months of fiscal 2015, the Company recorded charges to income of $2,590,000 for the three months ended May 2, 2015, which relate primarily to severance payments to be made as a result of the executive officer resignations, management terminations and other direct costs associated with the Company's 2015 executive and management transition.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of financial condition and results of operations is qualified by reference to and should be read in conjunction with our accompanying unaudited condensed consolidated financial statements and notes included herein and the audited consolidated financial statements and notes included in our annual report on Form 10-K for the fiscal year ended January 30, 2016.

Cautionary Statement Regarding Forward-Looking Statements

The following Management's Discussion and Analysis of Financial Condition and Results of Operations and other materials we file with the Securities and Exchange Commission (the "SEC") (as well as information included in oral statements or other written statements made or to be made by us) contain certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by words such as anticipate, believe, estimate, expect, intend, predict, hope, should, plan, will or similar expressions. Any statements contained herein that are not statements of historical fact may be deemed forward-looking statements. These statements are based on management's current expectations and accordingly are subject to uncertainty and changes in circumstances. Actual results may vary materially from the expectations contained herein due to various important factors, including (but not limited to): consumer preferences, spending and debt levels; the general economic and credit environment; interest rates; seasonal variations in consumer purchasing activities; the ability to achieve the most effective product category mixes to maximize sales and margin objectives; competitive pressures on sales; pricing and gross sales margins; the level of cable and satellite distribution for our programming and the associated fees or estimated cost savings from contract renegotiations; our ability to establish and maintain acceptable commercial terms with third-party vendors and other third parties with whom we have contractual relationships, and to successfully manage key vendor relationships and develop key partnerships and proprietary brands; our ability to manage our operating expenses successfully and our working capital levels; our ability to remain compliant with our credit facilities covenants; customer acceptance of our branding strategy and our repositioning as a digital commerce company; the market demand for television station sales; changes to our management and information systems infrastructure; challenges to our data and information security; changes in governmental or regulatory requirements; including without limitation, regulations of the Federal Communications Commission, and adverse outcomes from regulatory proceedings; litigation or governmental proceedings affecting our operations; significant public events that are difficult to predict, or other significant television-covering events causing an interruption of television coverage or that directly compete with the viewership of our programming; our ability to obtain and retain key executives and employees; our ability to attract new customers and retain existing customers; changes in shipping costs; our ability to offer new or innovative products and customer acceptance of the same; changes in customer viewing habits or television programming; and the risks identified under "Risk Factors" in our recently filed Form 10-K and any additional risk factors identified in our periodic reports since the date of such report. More detailed information about those factors is set forth in our filings with the SEC, including our annual report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K. You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this filing. We are under no obligation (and expressly disclaim any such obligation) to update or alter our forward-looking statements whether as a result of new information, future events or otherwise.

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Overview

Our Company

We are a digital commerce company that offers a mix of proprietary, exclusive and name brands directly to consumers in an engaging and informative shopping experience through TV, online and mobile devices. We operate a 24-hour television shopping network, EVINE Live, which is distributed primarily on cable and satellite systems, through which we offer proprietary, exclusive and name brand merchandise in the categories of jewelry & watches; home & consumer electronics; beauty; and fashion & accessories. We also operate evine.com, a comprehensive digital commerce platform that sells products which appear on our television shopping network as well as an extended assortment of online-only merchandise. Our programming and products are also marketed via mobile devices, including smartphones and tablets, and through the leading social media channels.

Our investor relations website address is evine.com/ir. Our goal is to maintain the investor relations website as a way for investors to find information about us easily, including press releases, announcements of investor conferences, investor and analyst presentations and corporate governance. We also make available free of charge our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements and all amendments to these filings as soon as practicable after that material is electronically filed with or furnished to the SEC.  The information found on our website is not part of this or any other report we file with, or furnish to, the SEC.

Corporate Name and Branding

On November 18, 2014, we announced that we had changed our corporate name to EVINE Live Inc. from ValueVision Media, Inc. Effective November 20, 2014, our NASDAQ trading symbol also changed to EVLV from VVTV. We transitioned from doing business as "ShopHQ" to "EVINE Live" and evine.com on February 14, 2015.

Products and Customers

Products sold on our media channel platforms include jewelry & watches, home & consumer electronics, beauty, and fashion & accessories. Historically jewelry & watches has been our largest merchandise category. While changes in our product mix have occurred as a result of customer demand and other factors including our efforts to diversify our offerings within our major merchandise categories, jewelry & watches remained our largest merchandise category in the first quarter of fiscal 2016. We are focused on diversifying our merchandise assortment both among our existing product categories as well as with potentially new product categories, including proprietary, exclusive and name brands, in an effort to increase revenues and to grow our new and active customer base. The following table shows our merchandise mix as a percentage of television shopping and online net merchandise sales for the three month periods indicated by product category group.

	For the Three-Month
	Periods Ended
	April 30, 2016	May 2, 2015
Merchandise Category
Jewelry & Watches	43%	45%
Home & Consumer Electronics	24%	26%
Beauty	15%	13%
Fashion & Accessories	18%	16%
Total	100%	100%

Our product strategy is to continue to develop and expand new product offerings across multiple merchandise categories based on customer demand, as well as to offer competitive pricing and special values in order to drive new customers and maximize margin dollars per minute. Our digital commerce customers — those who interact with our network and transact through TV, online and mobile device — are primarily women between the ages of 40 and 70. We also have a strong presence of male customers of similar age. We believe our customers make purchases based on our unique products, quality merchandise and value.

Company Strategy

As a digital commerce company, our strategy includes offering exciting proprietary, exclusive and name brand merchandise using online, mobile, social media and our commerce infrastructure, which includes television access to approximately 88 million cable and satellite homes in the United States. We believe our greatest growth opportunity lies in leveraging these digital commerce platforms in a way that engages customers far more often than just when they are in the mood to shop.

By investing in new brands and offering a more diverse assortment of proprietary, exclusive (i.e., brands that are not readily available elsewhere) and name brand merchandise, presented in an engaging, entertaining, shopping-centric format, we believe

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we will attract a larger customer base targeting a broader demographic. At the root of our efforts to attract a larger customer base is a focus on expanding and strengthening our relationships with the brands, personalities and vendors with whom we do business.

In addition to offering our customers a more diverse assortment of proprietary, exclusive and name brand merchandise, we are focusing on increasing awareness of the EVINE Live brand while at the same time augmenting our distribution footprint, with the goal of expanding our customer base. Properly executed, we believe these initiatives may provide us a greater opportunity to grow our top and bottom lines in a more meaningful and competitive way.

Priorities for fiscal 2016 that we believe will ultimately drive sustainable profitability are: improving our discipline around offering the most popular and profitable merchandise mix that our customers prefer; careful attention to gross profit and our cost structure; capitalizing on our expertise in video-based ecommerce; sensibly broadening our distribution base; improving channel adjacencies and placement; exploiting new technologies in mobile and logistics; increasing customer penetration, improving customer and partner relationship management; process improvements; brand building and delivering value to our customers and business partners. We believe that our new brand identity coupled with a fresh focus on existing as well as emerging platforms and technologies and the development of proprietary and exclusive brands along with an improved program distribution footprint will begin repositioning our Company as a digital commerce company that delivers a more engaging and enjoyable customer experience with sales and service that exceed expectations.

Our Competition

The digital commerce retail business is highly competitive and we are in direct competition with numerous retailers, including online retailers, many of whom are larger, better financed and have a broader customer base than we do. In our television shopping and digital commerce operations, we compete for customers with other television shopping and e-commerce retailers, infomercial companies, other types of consumer retail businesses, including traditional "brick and mortar" department stores, discount stores, warehouse stores and specialty stores; catalog and mail order retailers and other direct sellers.

 Our direct competitors within the television shopping industry include QVC (owned by Liberty Interactive Corporation), and HSN, Inc. (in whom Liberty Interactive Corporation also has a substantial interest, according to public filings), both of whom are substantially larger than we are in terms of annual revenues and customers, and whose programming is carried more broadly to U.S. households, including High Definition bands and multi-channel carriage, than our programming. Multimedia Commerce Group, Inc., which operates Jewelry Television, also competes with us for customers in the jewelry category. Furthermore, on March 8, 2016, Amazon announced the premiere of a live television program, Style Code Live, which features products that viewers can order online. This program, and any additional similar programs that Amazon may offer in the future, may compete with us. In addition, there are a number of smaller niche players and startups in the television shopping arena who compete with us. We believe that our major competitors incur cable and satellite distribution fees representing a significantly lower percentage of their sales attributable to their television programming than we do, and that their fee arrangements are substantially on a commission basis (in some cases with minimum guarantees) rather than on the predominantly fixed-cost basis that we currently have. At our current sales level, our distribution costs as a percentage of total consolidated net sales are higher than those of our competition. However, one of our strategies is to maintain our fixed distribution cost structure in order to leverage our profitability.

We anticipate continued competition for viewers and customers, for experienced television shopping and e-commerce personnel, for distribution agreements with cable and satellite systems and for vendors and suppliers - not only from television shopping companies, but also from other companies that seek to enter the television shopping and online retail industries, including telecommunications and cable companies, television networks, and other established retailers. We believe that our ability to be successful in the digital commerce industry will be dependent on a number of key factors, including continuing to expand our digital footprint to meet our customers' "watch and shop anytime, anywhere" needs, increasing the number of customers who purchase products from us and increasing the dollar value of sales per customer from our existing customer base.

Summary Results for the First Quarter of Fiscal 2016

Consolidated net sales for our fiscal 2016first quarter were approximately $166.9 million compared to $158.5 million for our fiscal 2015first quarter, which represents a 5% increase. We reported an operating loss of approximately $3.5 million and a net loss of $4.9 million for our fiscal 2016first quarter. The operating and net loss for the fiscal 2016first quarter included charges relating to executive and management transition costs totaling $3.6 million and distribution facility consolidation and technology upgrade costs totaling $80,000. We had an operating loss of $3.9 million and a net loss of $4.7 million for our fiscal 2015first quarter. The operating and net loss for the fiscal 2015first quarter included charges relating to executive and management transition costs totaling $2.6 million.

GACP Credit Agreement & PNC Credit Facility Amendment

On March 10, 2016, the Company entered into a five-year term loan credit and security agreement (the "GACP Credit Agreement") with GACP Finance Co., LLC ("GACP") for a term loan of $17 million. Proceeds from the term loan under the

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GACP Credit Agreement (the "GACP Term Loan") are being used to provide for working capital and for general corporate purposes of the Company. The GACP Credit Agreement matures on March 9, 2021. The GACP Term Loan bears interest at a fixed rate based on the greater of LIBOR for interest periods of one, two or three months or 1% plus a margin of 11.0%. On the same day, we entered into the sixth amendment to the PNC Credit Facility authorizing the Company to enter into the GACP Credit Agreement.

Executive and Management Transition Costs

On February 8, 2016, we announced the termination and departure of two executive officers, namely our Chief Executive Officer, and our Executive Vice President - Chief Strategy Officer & Interim General Counsel. In addition, on March 23, 2016, we also announced additional actions taken to reduce overhead and other operating costs. In conjunction with these executive changes as well as other executive and management terminations made during the first three months of fiscal 2016, we recorded charges to income of $3.6 million for the three months ended April 30, 2016, which relate primarily to severance payments to be made as a result of the executive officer terminations and other direct costs associated with our 2016 executive and management transition.

On March 26, 2015, we announced the termination and departure of three executive officers, namely our Chief Financial Officer, our Senior Vice President and General Counsel, and President. In addition, during the first quarter of fiscal 2015, we also announced the hiring of a new Chief Financial Officer and a new Chief Merchandising Officer. In conjunction with these executive changes as well as other management terminations made during the first three months of fiscal 2015, we recorded charges to income of $2.6 million for the three months ended May 2, 2015, which related primarily to severance payments to be made as a result of the executive officer terminations and other direct costs associated with our 2015 executive and management transition.

Distribution Facility Expansion, Consolidation and Technology Upgrade Costs

During fiscal 2014, we began a significant operational expansion initiative with respect to overall warehousing capacity and new equipment and system technology upgrades at our Bowling Green, Kentucky distribution facility. During the first quarter of fiscal 2015 the new building was substantially completed and we expanded our 262,000 square foot facility to an approximately 600,000 square foot facility. Subsequently, during the second quarter of fiscal 2015, we finished the building expansion and moved out of our expired leased satellite warehouse space. The updated facilities and technology upgrade includes a new high-speed parcel shipping and item sortation system coupled with a new warehouse management system to support our increased level of shipments and units and a new call center facility to better serve our customers. The new sortation and warehouse management systems are expected to be phased into production through the first half of fiscal 2016. The total cost of the physical building expansion, new sortation equipment and call center facility was approximately $25 million and was financed with our expanded PNC revolving line of credit and a $15 million PNC term loan.

As a result of our distribution facility expansion, consolidation and technology upgrade initiative, we incurred approximately $80,000 in incremental expenses during the first quarter of fiscal 2016, relating primarily to increased labor and training costs associated with our warehouse management system migration.

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Results of Operations

Selected Condensed Consolidated Financial Data

Operations

	Dollar Amount as a Percentage of Net Sales for the
	Three-Month Periods Ended
	April 30, 2016	May 2, 2015
Net sales	100.0%	100.0%
Gross margin	36.8%	36.2%
Operating expenses:
Distribution and selling	32.0%	32.1%
General and administrative	3.5%	3.6%
Depreciation and amortization	1.2%	1.3%
Executive and management transition costs	2.2%	1.6%
Distribution facility consolidation and technology upgrade costs	—%	—%
	38.9%	38.6%
Operating loss	(2.1)%	(2.4)%

Key Performance Metrics

	For the Three-Month
	Periods Ended
	April 30, 2016	May 2, 2015	Change
Program Distribution
Total homes (average 000's)	87,851	88,303	(1)%
Merchandise Metrics
Gross margin %	36.8%	36.2%	60 bps
Net shipped units (000's)	2,417	2,230	8%
Average selling price	$62	$65	(5)%
Return rate	19.2%	20.3%	(110) bps
Online net sales % (a)	48.8%	45.2%	360 bps
Total Customers - 12 Month Rolling (000's)	1,441	1,437	0.3%

(a) Online net sales percentage is calculated based on net sales that are generated from our evine.com website and mobile platforms, which are primarily ordered directly online.

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Program Distribution

Average homes reached, or full time equivalent ("FTE") subscribers, decreased 1% in the first quarter of fiscal 2016 over the comparable prior year quarter, resulting in a 452,000 decrease in average homes reached during that same period primarily related to certain telco platforms, offset with slight increases in our traditional cable carriers. We believe that our distribution strategy of pursuing additional channels in productive homes we are already in is a more balanced approach compared to our historical focus on just securing new untested homes. We continue to increase the number of channels on existing distribution platforms, alternative distribution methods and part-time carriage in strategic markets. This multi-platform distribution approach, complimented by our strong mobile and online efforts, will ensure that EVINE Live is available wherever and whenever our customers choose to shop.

In addition, we have made low-cost infrastructure investments that have enabled us to launch an up-converted version of our digital signal in a high definition ("HD") format and that improved the appearance of our primary network feed. We believe that having an HD feed of our service allows us to attract new viewers and customers. Our television home shopping programming is also simulcast 24 hours a day, 7 days a week on our online website, evine.com, and is also available on all mobile channels, which are not included in the foregoing data on homes reached.

Cable and Satellite Distribution Agreements

We have entered into distribution agreements with cable operators, direct-to-home satellite providers and telecommunications companies to distribute our television network over their systems. The terms of the affiliation agreements typically range from one to five years. During the fiscal year, certain agreements with cable, satellite or other distributors may expire. Under certain circumstances, the cable operators or we may cancel the agreements prior to their expiration. Additionally, we may elect not to renew distribution agreements whose terms result in sub-standard or negative contribution margins. If the operator drops our service or if either we or the operator fails to reach mutually agreeable business terms concerning the distribution of our service so that the agreements are terminated, our business may be materially adversely affected. Failure to maintain our distribution agreements covering a material portion of our existing households on acceptable financial and other terms could materially and adversely affect our future growth, sales revenues and earnings unless we are able to arrange for alternative means of broadly distributing our television programming.

As of April 30, 2016, we believe the direct ownership of NBCU (which is indirectly owned by Comcast) in the Company consisted of 7,141,849 shares of common stock. The Company has a significant cable distribution agreement with Comcast and believes that the terms of this agreement are comparable to those with other cable system operators.

Net Shipped Units

The number of net shipped units (shipped units less units returned) during the fiscal 2016first quarter increased 8% from the prior year comparable quarter to approximately 2.4 million from 2.2 million. We believe the increase in net shipped units during the first quarter of fiscal 2016 reflects the continued broadening of our merchandising assortment, driven by strong performance in our fashion & accessories and beauty product categories. Net shipped units also increased during fiscal 2016 due to a decline in our average selling price (as discussed below).

Average Selling Price

The average selling price ("ASP") per net unit was $62 in the fiscal 2016first quarter, a 5% decrease from the prior year quarter. The decrease in the ASP was primarily driven by strong sales growth within our fashion & accessories and beauty product categories, which typically have lower average selling prices. These ASP decreases contributed to our increase in net shipped units by 8% for the three months ended April 30, 2016. Decreasing our ASP has been a key component in our customer acquisition efforts. We are, however, planning to adjust our merchandising mix to achieve a more ideal balance between ASP and gross margin productivity.

Return Rates

For the three months ended April 30, 2016, our return rate was 19.2% compared to 20.3% for the comparable prior year quarter, a 110 basis point decrease. The decrease in the return rate was driven primarily by rate decreases across all our merchandise categories. We believe that the decreases in the category return rates were driven by the decreases in ASP as described above, improved quality of merchandise and improvements in the execution of our returns policy. We continue to monitor our return rates in an effort to keep our overall return rates commensurate with our current product mix and our average selling price levels.

Total Customers

Total customers who have purchased over the last twelve months increased 0.3% over prior year to approximately 1.4 million. During the first quarter of fiscal 2016, our customer average purchasing frequency increased 6% over the prior year first quarter.

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We believe the recent increase in total customers and purchase frequency is primarily due to continued broadening of our product assortment at lower price points, strong growth in our beauty and fashion & accessories product categories, as well as increases achieved in our customer retention.

Net Sales

Consolidated net sales for the fiscal 2016first quarter were approximately $166.9 million as compared with $158.5 million for the comparable prior year quarter, a 5% increase. The increase in quarterly consolidated net sales was driven primarily by strong growth in our fashion & accessories and beauty product categories and increased customer purchase frequency. These increases were offset by a net sales decrease in our home & consumer electronics and jewelry & watches categories as we continue to shift our airtime and product mix from home & consumer electronics to beauty and fashion & accessories. In addition, we also experienced an increase in shipping and handling revenue in the first quarter of fiscal 2016 compared to fiscal 2015 as a result of more disciplined shipping promotions during the quarter. Our online sales penetration, that is, the percentage of net sales that are generated from our evine.com website and mobile platforms, which are primarily ordered directly online, was 48.8% compared to 45.2% for the first quarter of fiscal 2016 compared to fiscal 2015. Overall, we continue to deliver strong online sales penetration. We believe the increase in penetration during the period was driven by our recent digital marketing initiatives and the strong performance of online promotions. Our mobile penetration increased to 45.6% of total online orders in the first quarter of fiscal 2016, versus 39.6% of total online orders for the comparable prior year period.

Gross Profit

Gross profit for the fiscal 2016first quarter and fiscal 2015first quarter was approximately $61.4 million and $57.3 million, respectively, an increase of $4.1 million, or 7%. The increase in gross profits experienced during the first quarter was primarily driven by higher gross margin percentages experienced and a 5% increase in net sales (as discussed above). Gross margin percentages for the first quarters of fiscal 2016 and fiscal 2015 were 36.8% and 36.2%, respectively, a 60 basis point increase. The increase in the first quarter gross margin percentages reflects increase margins due to a shift in product mix into fashion & accessories, and beauty, which have a higher margin percentages. Gross margin percentages have also increased as a result of higher shipping and handling margins achieved during the first quarter as a result of more disciplined shipping promotions.

Operating Expenses

Total operating expenses for the fiscal 2016first quarter were approximately $65.0 million compared to $61.2 million for the comparable prior year period, an increase of 6%. Total operating expenses as a percentage of net sales were 38.9%, compared to 38.6% during the first quarters of fiscal 2016 and fiscal 2015, respectively. Total operating expenses for the first quarter includes executive and management transition costs of $3.6 million and distribution facility consolidation and technology upgrade costs of $80,000, while total operating expenses for the first quarter of fiscal 2015 includes executive and management transition costs of $2.6 million. Excluding executive and management transition costs and distribution facility consolidation and technology upgrade costs, total operating expenses as a percentage of net sales for the first quarters of fiscal 2016 and fiscal 2015 were 36.7% and 37.0%.

Distribution and selling expense increased $2.6 million, or 5%, to $53.4 million, or 32.0% of net sales during the fiscal 2016first quarter compared to $50.8 million, or 32.1% of net sales for the comparable prior year fiscal quarter. Distribution and selling expense increased during the quarter due in part to increased program distribution expense of $618,000 relating the launch of EVINE Too and broadened HD carriage. The increase over the prior year quarter was also due to an increase in variable costs of $1.4 million and increased accrued incentive compensation of $955,000, partially offset by decreased share-based compensation expense of $96,000 and decreased rebranding expense of $176,000. The increase in variable costs was primarily driven by increased variable fulfillment and customer service salaries and wages of $846,000 and increased variable credit card processing fees and credit expenses of $598,000, partially offset by decreased Bowling Green rent expense of $162,000. Total variable expenses during the first quarter of fiscal 2016 were approximately 10.0% of total net sales versus 9.7% of total net sales for the prior year comparable period. The increase in variable expenses as a percentage of net sales during the first quarter of fiscal 2016 was primarily due to an 8% increase in net shipped units compared with a 5% increase in consolidated net sales and the decline in our average selling price during the quarter.

To the extent that our average selling price continues to decline, our variable expense as a percentage of net sales could continue to increase as the number of our shipped units increase. Program distribution expense is primarily a fixed cost per household, however, this expense may be impacted by growth in the number of average homes or channels reached or by rate changes associated with improvements in our channel position.

General and administrative expense for the fiscal 2016first quarter increased $57,000, or 1% to approximately $5.8 million or 3.5% of net sales, compared to $5.7 million or 3.6% of net sales for the comparable prior year fiscal quarter. General and

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administrative expense increased during the first quarter primarily driven by increased accrued incentive compensation of $459,000, partially offset by decreased share-based compensation expense of $275,000 and decreased rebranding expense of $115,000.

Depreciation and amortization expense for the fiscal 2016first quarter was approximately $2.1 million compared to $2.1 million for the comparable prior year period, representing a decrease of $24,000 or 1%. Depreciation and amortization expense as a percentage of net sales for the three-month periods ended April 30, 2016 and May 2, 2015 was 1.2% and 1.3%, respectively. The marginal decrease in the quarterly depreciation and amortization expense was primarily due to decreased depreciation expense of $37,000 as a result of a reduction in our non-fulfillment depreciable asset base year over year, partially offset by increased amortization expense related to the trademark and brand name intangible asset, "EVINE Live", of $12,000.

Operating Loss

For the fiscal 2016first quarter, we reported an operating loss of approximately $3.5 million compared to an operating loss of $3.9 million for the fiscal 2015first quarter, an operating loss reduction of $393,000. Our operating loss for the first quarter of fiscal 2016 decreased primarily as a result of increased gross profit, offset by increases in distribution and selling, general and administrative, executive and management transition costs and distribution facility consolidation and technology upgrade costs (as noted above).

Net Loss

For the fiscal 2016first quarter, we reported a net loss of approximately $4.9 million or $0.09 per share on 57,181,155 weighted average basic common shares outstanding compared with a net loss of $4.7 million or $0.08 per share on 56,640,767 weighted average basic common shares outstanding in the fiscal 2015first quarter. Net loss for the first quarter of fiscal 2016 includes executive and management transition costs of $3.6 million, distribution facility consolidation and technology upgrade costs of $80,000, and interest expense of $1.2 million, offset by interest income totaling $2,000 earned on our cash. Net loss for the first quarter of fiscal 2015 includes executive and management transition costs of $2.6 million and interest expense of $598,000, offset by interest income totaling $2,000.

For the first quarter of fiscal 2016, net loss reflects an income tax provision of $205,000. The fiscal 2016first quarter tax provision included a non-cash expense charge of approximately $197,000, relating to changes in our long-term deferred tax liability related to the tax amortization of our indefinite-lived intangible FCC license asset that is not available to offset existing deferred tax assets in determining changes to our income tax valuation allowance. As we continue to amortize the carrying value of our indefinite-lived intangible asset for tax purposes, we expect to record additional non-cash income tax expense of approximately $591,000 over the remainder of fiscal 2016.

For the first quarter of fiscal 2015, net loss reflects an income tax provision of $205,000, which included a non-cash tax expense charge of $197,000, relating to changes in our long-term deferred tax liability related to the tax amortization of our indefinite-lived intangible FCC license asset as discussed above.

We have not recorded any income tax benefit on previously recorded net losses due to the uncertainty of realizing income tax benefits in the future as indicated by our recording of an income tax valuation allowance. Based on our recent history of losses, a full valuation allowance has been recorded and was calculated in accordance with GAAP, which places primary importance on our most recent operating results when assessing the need for a valuation allowance. We will continue to maintain a valuation allowance against our net deferred tax assets, including those related to net operating loss carry-forwards, until we believe it is more likely than not that these assets will be realized in the future.

Adjusted EBITDA Reconciliation

Adjusted EBITDA (as defined below) for the fiscal 2016first quarter was $3.4 million compared with Adjusted EBITDA of $1.6 million for the fiscal 2015first quarter.

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A reconciliation of Adjusted EBITDA to its comparable GAAP measurement, net loss, follows, in thousands:

	For the Three-Month
	Periods Ended
	April 30, 2016			May 2, 2015
Adjusted EBITDA (a)	$	3,425		$	1,579
Less:
Executive and management transition costs	(3,601		)	(2,590		)
Distribution facility consolidation and technology upgrade costs	(80		)	—
Non-cash share-based compensation expense	(237		)	(609		)
EBITDA (as defined)	(493		)	(1,620		)
A reconciliation of EBITDA to net loss is as follows:
EBITDA (as defined)	(493		)	(1,620		)
Adjustments:
Depreciation and amortization	(3,041		)	(2,307		)
Interest income	2			2
Interest expense	(1,205		)	(598		)
Income taxes	(205		)	(205		)
Net loss	$	(4,942	)	$	(4,728	)

(a) EBITDA as defined for this statistical presentation represents net loss for the respective periods excluding depreciation and amortization expense, interest income (expense) and income taxes. We define Adjusted EBITDA as EBITDA excluding non-operating gains (losses), executive and management transition costs, distribution facility consolidation and technology upgrade costs and non-cash share-based compensation expense.

We have included the term "Adjusted EBITDA" in our EBITDA reconciliation in order to adequately assess the operating performance of our television and online businesses and in order to maintain comparability to our analyst’s coverage and financial guidance, when given. Management believes that Adjusted EBITDA allows investors to make a more meaningful comparison between our core business operating results over different periods of time with those of other similar companies. In addition, management uses Adjusted EBITDA as a metric measure to evaluate operating performance under our management and executive incentive compensation programs. Adjusted EBITDA should not be construed as an alternative to operating income, net income or to cash flows from operating activities as determined in accordance with GAAP and should not be construed as a measure of liquidity. Adjusted EBITDA may not be comparable to the same or similarly entitled measures reported by other companies.

Seasonality

Our business is subject to seasonal fluctuation, with the highest sales activity normally occurring during our fourth fiscal quarter of the year, namely November through January. Our business is also sensitive to general economic conditions and business conditions affecting consumer spending. Additionally, our television audience (and therefore sales revenue) can be significantly impacted by major world or domestic events which attract television viewership and divert audience attention away from our programming.

Critical Accounting Policies and Estimates

A discussion of the critical accounting policies related to accounting estimates and assumptions are discussed in detail in our fiscal 2015 annual report on Form 10-K under the caption entitled "Critical Accounting Policies and Estimates."

Recently Issued Accounting Pronouncements

See Note 2 of Notes to Condensed Consolidated Financial Statements.

Financial Condition, Liquidity and Capital Resources

As of April 30, 2016, we had cash of $32.7 million and had restricted cash and investments of $450,000. Our restricted cash and investments are generally restricted for a period ranging from 30-60 days. In addition, under the PNC Credit Facility and

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GACP Credit Agreement, we are required to maintain a minimum of $10 million of unrestricted cash and unused line availability at all times. As our unused line availability is greater than $10 million at April 30, 2016, no additional cash is required to be restricted. As of January 30, 2016, we had cash of $11.9 million and had restricted cash and investments of $450,000. For the first three months of fiscal 2016, working capital increased $10.9 million to $94.6 million. Our current ratio (our total current assets over total current liabilities) was 1.9 at April 30, 2016 and 1.7 at January 30, 2016.

Sources of Liquidity

Our principal source of liquidity is our available cash of $32.7 million as of April 30, 2016, which was held in bank depository accounts primarily for the preservation of cash liquidity.

PNC Credit Facility

On February 9, 2012, we entered into a credit and security agreement (as amended on March 10, 2016, the "PNC Credit Facility") with PNC Bank, N.A. ("PNC"), a member of The PNC Financial Services Group, Inc., as lender and agent. The PNC Credit Facility, which includes The Private Bank as part of the facility, provides a revolving line of credit of $90.0 million and provides for a $15.0 million term loan on which we have drawn to fund improvements at our distribution facility in Bowling Green, Kentucky. The PNC Credit Facility also provides for an accordion feature that would allow us to expand the size of the revolving line of credit by an additional $25.0 million at the discretion of the lenders and upon certain conditions being met.

All borrowings under the PNC Credit Facility mature and are payable on May 1, 2020. Subject to certain conditions, the PNC Credit Facility also provides for the issuance of letters of credit in an aggregate amount up to $6.0 million which, upon issuance, would be deemed advances under the PNC Credit Facility. Maximum borrowings and available capacity under the revolving line of credit under the PNC Credit Facility are equal to the lesser of $90.0 million or a calculated borrowing base comprised of eligible accounts receivable and eligible inventory.

The revolving line of credit under the PNC Credit Facility bears interest at LIBOR plus a margin of between 3% and 4.5% based on our trailing twelve-month reported EBITDA (as defined in the Credit Facility) measured quarterly in fiscal 2016 and semi-annually thereafter as demonstrated in our financial statements. The term loan bears interest at either a LIBOR rate or a base rate plus a margin consisting of between 4% and 5% on base rate loans and 5% to 6% on LIBOR rate loans based on our leverage ratio as demonstrated in our audited financial statements.

As of April 30, 2016, the Company had borrowings of $59.9 million under its revolving line of credit. As of April 30, 2016, the term loan under the PNC Credit Facility had $12.2 million outstanding, which was used to fund the expansion initiative of which $2.1 million was classified as current in the accompanying balance sheet. Remaining available capacity under the revolving credit facility as of April 30, 2016 was approximately $17.1 million, and provides liquidity for working capital and general corporate purposes. In addition, as of April 30, 2016, our unrestricted cash plus facility availability was $49.8 million and we were in compliance with applicable financial covenants of the PNC Credit Facility and expect to be in compliance with applicable financial covenants over the next twelve months.

Principal borrowings under the term loan are to be payable in monthly installments over an 84 month amortization period commencing on January 1, 2015 and are also subject to mandatory prepayment in certain circumstances, including, but not limited to, upon receipt of certain proceeds from dispositions of collateral. Borrowings under the term loan are also subject to mandatory prepayment starting in the current fiscal year ending January 30, 2016 in an amount equal to fifty percent (50%) of excess cash flow for such fiscal year, with any such payment not to exceed $2.0 million in any such fiscal year.

The PNC Credit Facility contains customary covenants and conditions, including, among other things, maintaining a minimum of unrestricted cash plus facility availability of $10.0 million at all times and limiting annual capital expenditures. Certain financial covenants, including minimum EBITDA levels (as defined in the PNC Credit Facility) and a minimum fixed charge coverage ratio of 1.1 to 1.0, become applicable only if unrestricted cash plus facility availability falls below $18.0 million. In addition, the PNC Credit Facility places restrictions on our ability to incur additional indebtedness or prepay existing indebtedness, to create liens or other encumbrances, to sell or otherwise dispose of assets, to merge or consolidate with other entities, and to make certain restricted payments, including payments of dividends to common shareholders.

GACP Term Loan

On March 10, 2016, we entered into a term loan credit and security agreement (the "GACP Credit Agreement") with GACP Finance Co., LLC ("GACP") for a term loan of $17 million. Proceeds from the GACP Term Loan will be used for working capital and general corporate purposes and to help strengthen our total liquidity position. The term loan under the GACP Credit Agreement (the "GACP Term Loan") is secured on a first lien priority basis by the proceeds of any sale of our Boston television station FCC license and on a second lien priority basis by our accounts receivable, equipment, inventory and certain real estate as well as other assets as described in the GACP Credit Agreement. The GACP Credit Agreement matures on March 9, 2021. The GACP Term Loan bears interest at either (i) a fixed rate based on the greater of LIBOR for interest periods of one, two or three months or 1%

28

plus a margin of 11.0%, or (ii) a daily floating Alternate Base Rate plus a margin of 10.0%. Principal borrowings under the GACP Term Loan are to be payable in consecutive monthly installments of $70,833 each, commencing on April 1, 2016, with a final installment due at the end of the five-year term equal to the aggregate principal amount of all loans outstanding on such date. The GACP Term Loan is also subject to mandatory prepayment in certain circumstances, including, but without limitation, from the proceeds of the sale of collateral assets and from 50% of annual excess cash flow as defined in the GACP Credit Agreement.

The GACP Credit Agreement contains customary covenants and conditions, which are consistent with the covenants and conditions under the PNC Credit Agreement, including, among other things, maintaining a minimum of unrestricted cash plus revolving line of credit availability under the PNC Credit Facility of $10.0 million at all times and limiting annual capital expenditures. Certain financial covenants, including minimum EBITDA levels (as defined in the GACP Credit Agreement) and a minimum fixed charge coverage ratio of 1.1 to 1.0, become applicable only if unrestricted cash plus revolving line of credit availability under the PNC Credit Facility falls below $18 million. In addition, the GACP Credit Agreement places restrictions on our ability to incur additional indebtedness or prepay existing indebtedness, to create liens or other encumbrances, to sell or otherwise dispose of assets, to merge or consolidate with other entities, and to make certain restricted payments, including payments of dividends to common shareholders.

Other

Another potential source of near-term liquidity is our ability to increase our cash flow resources by reducing the percentage of our sales offered under our ValuePay installment program or by decreasing the length of time we extend credit to our customers under this installment program. However, any such change to the terms of our ValuePay installment program could impact future sales, particularly for products sold with higher price points. Please see "Cash Requirements" below for a discussion of our ValuePay installment program.

Cash Requirements

Currently, our principal cash requirements are to fund our business operations, which consist primarily of purchasing inventory for resale, funding accounts receivable growth through the use of our ValuePay installment program in support of sales growth, funding our basic operating expenses, particularly our contractual commitments for cable and satellite programming distribution, and the funding of necessary capital expenditures. We closely manage our cash resources and our working capital. We attempt to manage our inventory receipts and reorders in order to ensure our inventory investment levels remain commensurate with our current sales trends. We also monitor the collection of our credit card and ValuePay installment receivables and manage our vendor payment terms in order to more effectively manage our working capital which includes matching cash receipts from our customers, to the extent possible, with related cash payments to our vendors. Our ValuePay installment program entitles customers to purchase merchandise and generally make payments in two or more equal monthly credit card installments. ValuePay remains a cost effective promotional tool for us. We continue to make strategic use of our ValuePay program in an effort to increase sales and to respond to similar competitive programs.

During fiscal 2014, we began a significant operational expansion initiative with respect to overall warehousing capacity and new equipment and system technology upgrades at our Bowling Green, Kentucky distribution facility. During the first quarter of fiscal 2015 the new building was substantially completed and we expanded our 262,000 square foot facility to an approximately 600,000 square foot facility. Subsequently, during the second quarter of fiscal 2015, we completed the building expansion and moved out of our expired leased satellite warehouse space. The updated facilities and technology upgrade includes a new high-speed parcel shipping and item sortation system coupled with a new warehouse management system to support our increased level of shipments and units and a new call center facility to better serve our customers. The new sortation and warehouse management systems are expected to be phased into production through the first half of fiscal 2016. The total cost of the physical building expansion, new sortation equipment and call center facility was approximately $25 million and was financed with our expanded PNC revolving line of credit and a $15 million PNC term loan.

We also have significant future commitments for our cash, primarily payments for cable and satellite program distribution obligations and the eventual repayment of our credit facilities. We believe that our existing cash balances will be sufficient to maintain liquidity to fund our normal business operations over the next twelve months. As of January 30, 2016 we had contractual cash obligations and commitments, primarily with respect to our cable and satellite agreements and payments required under our PNC Credit Facility and operating leases, totaling approximately $330.0 million over the next five fiscal years.

For the three months ended April 30, 2016, net cash provided by operating activities totaled approximately $7.3 million compared to net cash used for operating activities of approximately $4.4 million for the comparable fiscal 2015 period. Net cash provided by (used for) operating activities for the fiscal 2016 and 2015 periods reflects net loss, as adjusted for depreciation and amortization, share-based payment compensation, deferred taxes and the amortization of deferred revenue and deferred financing costs. In addition, net cash provided by operating activities for the three months ended April 30, 2016 reflects a decrease in accounts receivable, inventory and prepaid expenses, partially offset by a decrease in accounts payable and accrued liabilities.

29

Accounts receivable decreased as a result of collections made on outstanding receivables balances resulting from our seasonal high fourth quarter. Inventories decreased as a result of disciplined management of overall working capital components commensurate with sales growth. Accounts payable and accrued liabilities decreased during the first three months of fiscal 2016 primarily driven by a decrease in accrued inventory due to lower inventory levels and the timing of payments to vendors, partially offset by an increase in accrued severance.

Net cash used for investing activities totaled approximately $1.6 million for the first three months of fiscal 2016 compared to net cash used for investing activities of $8.1 million for the comparable fiscal 2015 period. For the three months ended April 30, 2016 and May 2, 2015, expenditures for property and equipment were approximately $1.6 million and $8.1 million, respectively. The decrease in the capital expenditures from fiscal 2015 to fiscal 2016 primarily relate to expenditures totaling $4.8 million made during the first quarter of fiscal 2015 in connection with our distribution facility expansion. Additional capital expenditures made during the periods presented relate primarily to expenditures made for the development, upgrade and replacement of computer software, order management, merchandising and warehouse management systems, related computer equipment, digital broadcasting equipment and other office equipment, warehouse equipment and production equipment. Principal future capital expenditures are expected to include: the development, upgrade and replacement of various enterprise software systems; equipment improvements and technology upgrades at our distribution facility in Bowling Green, Kentucky; security upgrades to our information technology; the upgrade and digitalization of television production and transmission equipment; and related computer equipment associated with the expansion of our television shopping business and digital commerce initiatives.

Net cash provided by financing activities totaled approximately $15.1 million for the three months ended April 30, 2016 and related primarily to proceeds from the GACP term loan of $17.0 million, partially offset by payments for deferred financing costs of $1.3 million, principal payments on the term loans of $607,000 and capital lease payments of $13,000. Net cash provided by financing activities totaled $8.7 million for the three months ended May 2, 2015 and related primarily to proceeds from the revolving loan under the PNC Credit Facility of $4.3 million, proceeds from the term loan under the PNC Credit Facility of $2.8 million and proceeds from the exercise of stock options of $2.4 million, partially offset by payments for deferred financing costs of $160,000, payments on the term loan of $647,000 and capital lease payments of $13,000.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We do not enter into financial instruments for trading or speculative purposes and do not currently utilize derivative financial instruments as a hedge to offset market risk. Our operations are conducted primarily in the United States and are not subject to foreign currency exchange rate risk. Some of our products are sourced internationally and may fluctuate in cost as a result of foreign currency swings; however, we believe these fluctuations have not been significant. Our credit facilities have exposure to interest rate risk; changes in market interest rates could impact the level of interest expense and income earned on our cash portfolio.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As of the end of the period covered by this report, management conducted an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")). Based on this evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is accumulated and communicated to management, including our principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosures.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

30

PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are involved from time to time in various claims and lawsuits in the ordinary course of business. In the opinion of management, the claims and suits individually and in the aggregate will not have a material effect on our operations or consolidated financial statements.

ITEM 1A. RISK FACTORS

See Part I. Item 1A., "Risk Factors," of EVINE Live Inc.'s Annual Report on Form 10-K for the year ended January 30, 2016, for a detailed discussion of the risk factors affecting the Company. There have been no material changes from the risk factors described in the annual report with the exception of the item noted below.

We may be subject to product liability claims if people or properties are harmed by products sold by us, or we may be subject to voluntary or involuntary product recalls.

Products sold by us may expose us to product liability or product safety claims relating to personal injury, death or property damage caused by such products and may require us to take actions such as product recalls, which could involve significant expense incurred by the Company. We maintain, and have generally required the manufacturers and vendors of these products to carry, product liability and errors and omissions insurance. There can be no assurance that we will maintain this coverage or obtain additional coverage on acceptable terms, or that this insurance will provide adequate coverage against all potential claims or even be available with respect to any particular claim. There also can be no assurance that our suppliers will continue to maintain this insurance or that this coverage will be adequate or available with respect to any particular claims. We also require that our vendors fully indemnify us for such claims. Product liability claims could result in a material adverse impact on our financial performance.

We may also be subject to involuntary product recalls or we may voluntarily conduct a product recall. The costs associated with product recalls individually or in the aggregate in any given fiscal year, or for any particular recall event, could be significant. Although we require that our vendors fully indemnify us for such events, an involuntary product recall could result in a material adverse impact on our financial performance. In addition, any product recall, regardless of direct costs of the recall, may harm consumer perceptions of our products and have a negative impact on our future revenues and results of operations.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(c) Issuer Purchases of Equity Securities

The following table presents information with respect to purchases of common stock of the Company made during the three months ended April 30, 2016, by the Company or on behalf of the Company or any "affiliated purchaser" of the Company, as defined in Rule 10b-18(a)(3) under the Exchange Act.

Period	Total Number of Shares Purchased (1)	Average Price Paid per Share (1)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs
January 31, 2016 through February 27, 2016	—	N/A		—	$	—
February 28, 2016 through April 2, 2016	5,475	$	0.85	—	$	—
April 3, 2016 through April 30, 2016	—	N/A		—	$	—
Total	5,475	$	0.85	—	$	—

(1) The purchases in this column include 5,475 shares that were repurchased by the Company to satisfy tax withholding obligations related to the vesting of restricted stock.

31

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not Applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

The exhibits filed with this Quarterly Report on Form 10-Q are set forth on the Exhibit Index filed as a part of this report beginning immediately following the signatures.

32

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	EVINE Live Inc.
May 26, 2016	/s/ ROBERT ROSENBLATT
	Robert Rosenblatt
	Interim Chief Executive Officer & Chairman of the Board (Principal Executive Officer)
May 26, 2016	/s/ TIMOTHY A. PETERMAN
	Timothy A. Peterman
	Executive Vice President, Chief Financial Officer (Principal Financial Officer)

33

EXHIBIT INDEX

Exhibit No.	Description	Manner of Filing
3.1	Amended and Restated Articles of Incorporation of the Registrant	Incorporated by reference (1)
3.2	Amended and Restated By-Laws, as amended	Incorporated by reference (2)
3.3	Certificate of Designation of Series A Junior Participating Cumulative Preferred Stock of the Registrant	Incorporated by reference (3)
10.1	Separation Agreement, dated February 18, 2016, between the Registrant and Mark Bozek.	Incorporated by reference (4)
10.2	Separation Agreement, dated February 18, 2016, between the Registrant and G. Russell Nuce.	Incorporated by reference (4)
10.3	Sixth Amendment to Revolving Credit, Term Loan and Security Agreement, dated March 10, 2016, among EVINE Live Inc., as the lead borrower, certain of its subsidiaries party thereto as borrowers, and PNC Bank National Association, as a lender and agent.	Incorporated by reference (5)
10.4	Term Loan and Credit Facility, dated March 10, 2016, among EVINE Live Inc., as the lead borrower, certain of its subsidiaries party thereto as borrowers, the lenders from time to time party thereto and GACP Finance Co., LLC, as agent.	Incorporated by reference (5)
10.5	Shareholder Agreement, dated as of April 29, 2016, by and between EVINE Live Inc., and NBCUniversal Media, LLC.	Incorporated by reference (6)
10.6	Amendment to the Amended and Restated Registration Rights Agreement, dated as of April 29, 2016, by and among EVINE Live Inc., ASF Radio, L.P., and NBCUniversal Media, LLC.	Incorporated by reference (6)
31.1	Certification	Filed herewith
31.2	Certification	Filed herewith
32	Section 1350 Certification of Chief Executive Officer and Chief Financial Officer	Filed herewith
101.INS	XBRL Instance Document	Filed herewith
101.SCH	XBRL Taxonomy Extension Schema	Filed herewith
101.CAL	XBRL Taxonomy Extension Calculation Linkbase	Filed herewith
101.DEF	XBRL Taxonomy Extension Definition Linkbase	Filed herewith
101.LAB	XBRL Taxonomy Extension Label Linkbase	Filed herewith
101.PRE	XBRL Taxonomy Extension Presentation Linkbase	Filed herewith

34

____________________

† Management compensatory plan/arrangement.

(1) Incorporated herein by reference to the Registrant's Current Report on Form 8-K, filed on November 18, 2014, File No. 000-20243.

(2) Incorporated herein by reference to the Registrant's Current Report on Form 8-K, filed on June 20, 2014, File No. 000-20243.

(3) Incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on July 13, 2015, File No. 000-20243.

(4) Incorporated herein by reference to the Registrant’s Current Report on Form 8-K, filed on February 23, 2016, File No. 0001-37495.

(5) Incorporated herein by reference to the Registrant’s Current Report on Form 8-K, filed on March 10, 2016, File No. 0001-37495.

(6) Incorporated herein by reference to the Registrant’s Current Report on Form 8-K, filed on May 2, 2016, File No. 001-37495.

35

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Robert Rosenblatt, certify that:

1. I have reviewed this report on Form 10-Q of EVINE Live Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls over financial reporting.

Date: May 26, 2016

/s/ Robert Rosenblatt

Robert Rosenblatt

Interim Chief Executive Officer and Chairman of the Board

(Principal Executive Officer) 

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Timothy Peterman, certify that:

1. I have reviewed this report on Form 10-Q of EVINE Live Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls over financial reporting.

Date: May 26, 2016

/s/ Timothy Peterman

Timothy Peterman

Executive Vice President and Chief Financial Officer

(Principal Financial Officer) 

EX-32

Exhibit 32

CERTIFICATION OF THE CHIEF EXECUTIVE AND FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of EVINE Live Inc., a Minnesota corporation (the "Company"), for the quarter ended April 30, 2016, as filed with the Securities and Exchange Commission on or about the date hereof (the "Report"), the undersigned officers of the Company certify pursuant to 18 U.S.C. Section 1350, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to their knowledge:

• the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

• the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

     A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Date:	May 26, 2016	/s/ Robert Rosenblatt
		Robert Rosenblatt
		Interim Chief Executive Officer and Chairman of the Board
Date:	May 26, 2016	/s/ Timothy Peterman
		Timothy Peterman
		Executive Vice President and Chief Financial Officer

XML

Document and Entity Information - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 20, 2016	Jan. 30, 2016
Document Information [Line Items]
Entity Registrant Name	EVINE Live Inc.
Entity Central Index Key	0000870826
Current Fiscal Year End Date	--01-28
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Apr. 30, 2016
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Stock, Shares Outstanding		57,192,294
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float			$ 99,850

XML

Consolidated Balance Sheets - USD ($)	3 Months Ended
	Apr. 30, 2016	Jan. 30, 2016
Document Period End Date	Apr. 30, 2016
Current assets:
Cash and cash equivalents	$ 32,723,000	$ 11,897,000
Restricted cash and investments	450,000	450,000
Accounts receivable, net	99,472,000	114,949,000
Inventories	63,623,000	65,840,000
Prepaid expenses and other	5,812,000	5,913,000
Total current assets	202,080,000	199,049,000
Property and equipment, net	51,431,000	52,629,000
FCC broadcasting license	12,000,000	12,000,000
Other assets	1,697,000	1,819,000
Total Assets	267,208,000	265,497,000
Current liabilities:
Accounts payable	70,341,000	77,779,000
Accrued liabilities	34,014,000	35,342,000
Long-term Debt, Current Maturities	2,993,000	2,143,000
Deferred revenue	85,000	85,000
Total current liabilities	107,433,000	115,349,000
Deferred revenue	142,000	164,000
Deferred Tax Liabilities, Net, Noncurrent	2,931,000	2,734,000
Long term credit facility	84,432,000	70,271,000
Total liabilities	194,938,000	188,518,000
Preferred stock, $.01 per share par value, 400,000 shares authorized; zero shares issued and outstanding	0	0
Shareholders' equity:
Common stock, $.01 per share par value, 100,000,000 shares authorized; 48,472,205 and 37,781,688 shares issued and outstanding	572,000	571,000
Additional paid-in capital	423,806,000	423,574,000
Accumulated deficit	(352,108,000)	(347,166,000)
Total shareholders’ equity	72,270,000	76,979,000
Liabilities and Equity	$ 267,208,000	$ 265,497,000

XML

Consolidated Balance Sheets (Parentheticals) - $ / shares	Apr. 30, 2016	Jan. 30, 2016
Stockholders' Equity:
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	57,192,294	57,170,245
Common stock, shares outstanding	57,192,294	57,170,245
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	400,000	400,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

XML

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Document Period End Date	Apr. 30, 2016
Net sales	$ 166,920	$ 158,451
Cost of sales	105,472	101,146
Gross profit	61,448	57,305
Operating expense:
Distribution and selling	53,425	50,799
General and administrative	5,769	5,712
Depreciation and amortization	2,107	2,131
Severance Costs	3,601	2,590
Distribution facility consolidation and technology upgrade costs	80	0
Total operating expense	64,982	61,232
Operating income (loss)	(3,534)	(3,927)
Other income (expense):
Interest income	2	2
Interest expense	(1,205)	(598)
Total other expense	(1,203)	(596)
Income (loss) before income taxes	(4,737)	(4,523)
Income tax (provision) benefit	(205)	(205)
Net income (loss)	$ (4,942)	$ (4,728)
Net income (loss) per common share	$ (0.09)	$ (0.08)
Net income (loss) per common share — assuming dilution	$ (0.09)	$ (0.08)
Weighted average number of common shares outstanding:
Basic	57,181,155	56,640,767
Diluted	57,181,155	56,640,767

XML

Consolidated Statement of Shareholders' Equity - 3 months ended Apr. 30, 2016 - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit
Common Stock, Shares, Outstanding period beginning at Jan. 30, 2016	57,170,245	57,170,245
Total Shareholders' Equity period beginning at Jan. 30, 2016	$ 76,979	$ 571	$ 423,574	$ (347,166)
Net income (loss)	(4,942)	$ 0	0	(4,942)
Stock Issued During Period, Shares, New Issues		22,049
Stock Issued During Period, Value, New Issues	(4)	$ (1)	(5)	0
Share-based payment compensation	$ 237	$ 0	237	0
Share-based payment compensation		0
Common Stock, Shares, Outstanding period end at Apr. 30, 2016	57,192,294	57,192,294
Total Shareholders' Equity period end at Apr. 30, 2016	$ 72,270	$ 572	$ 423,806	$ (352,108)

XML

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Document Period End Date	Apr. 30, 2016
Proceeds from Stock Options Exercised	$ 0	$ 2,405
Payments for issuance of common stock, net	(4)	0
OPERATING ACTIVITIES:
Net loss	(4,942)	(4,728)
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:
Depreciation and amortization	3,041	2,307
Share-based compensation	237	609
Amortization of deferred revenue	(22)	(21)
Amortization of deferred finance costs	112	68
Deferred income taxes	197	197
Changes in operating assets and liabilities:
Accounts receivable, net	15,477	18,106
Inventories, net	2,217	(6,061)
Prepaid expenses and other	101	(603)
Accounts payable and accrued liabilities	(9,076)	(14,238)
Net cash provided by (used for) operating activities	7,342	(4,364)
INVESTING ACTIVITIES:
Property and equipment additions	(1,605)	(8,143)
Net cash used for investing activities	(1,605)	(8,143)
FINANCING ACTIVITIES:
Payments for deferred issuance costs	(1,287)	(160)
Repayments of Long-term Capital Lease Obligations	(13)	(13)
Proceeds from Issuance of Long-term Debt	0	4,300
Proceeds from Issuance of Other Long-term Debt	17,000	2,849
Repayments of Long-term Debt	607	647
Net cash provided by (used for) financing activities	15,089	8,734
Net increase (decrease) in cash and cash equivalents	20,826	(3,773)
BEGINNING CASH AND CASH EQUIVALENTS	11,897	19,828
ENDING CASH AND CASH EQUIVALENTS	32,723	16,055
Interest Paid	888	590
Income Taxes Paid	51	33
Property and equipment purchases included in accounts payable	357	1,179
Deferred financing costs included in accrued liabilities	$ 103	$ 15

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General

3 Months Ended

Apr. 30, 2016

General [Abstract]

The Company

General

EVINE Live Inc. and its subsidiaries ("we," "our," "us," or the "Company") are collectively a digital commerce company that offers a mix of proprietary, exclusive and name brand merchandise directly to consumers in an engaging and informative shopping experience through TV, online and mobile devices. The Company operates a 24-hour television shopping network, EVINE Live, which is distributed primarily on cable and satellite systems, through which it offers proprietary, exclusive and name brand merchandise in the categories of jewelry & watches; home & consumer electronics; beauty; and fashion & accessories. Orders are taken via telephone, online and mobile channels. The television network is distributed into approximately 88 million homes, primarily through cable and satellite affiliation agreements and agreements with telecommunications companies such as AT&T and Verizon. Programming is also streamed live online at evine.com and is also available on mobile channels. Programming is also distributed through a Company-owned full power television station in Boston, Massachusetts and through leased carriage on a full power television station in Seattle, Washington.

The Company also operates evine.com, a comprehensive digital commerce platform that sells products which appear on its television shopping network as well as an extended assortment of online-only merchandise. The live programming and products are also marketed via mobile devices, including smartphones and tablets, and through the leading social media channels.

On November 18, 2014, the Company announced that it had changed its corporate name to EVINE Live Inc. from ValueVision Media, Inc. Effective November 20, 2014, the Company's NASDAQ trading symbol also changed to EVLV from VVTV. The Company transitioned from doing business as "ShopHQ" to "EVINE Live" and evine.com on February 14, 2015.

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Basis of Financial Statement Presentation

3 Months Ended

Apr. 30, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Financial Statement Presentation

Basis of Financial Statement Presentation

Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles ("GAAP") in the United States of America have been condensed or omitted in accordance with these rules and regulations. The accompanying condensed consolidated balance sheet as of January 30, 2016 has been derived from the Company's audited financial statements for the fiscal year ended January 30, 2016. The information furnished in the interim condensed consolidated financial statements includes normal recurring adjustments and reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of these financial statements. Although management believes the disclosures and information presented are adequate, these interim condensed consolidated financial statements should be read in conjunction with the Company’s most recent audited financial statements and notes thereto included in its annual report on Form 10-K for the fiscal year ended January 30, 2016. Operating results for the three-month period ended April 30, 2016 are not necessarily indicative of the results that may be expected for the fiscal year ending January 28, 2017.

The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation.

Fiscal Year

The Company's fiscal year ends on the Saturday nearest to January 31. References to years in this report relate to fiscal years, rather than to calendar years. The Company’s most recently completed fiscal year, fiscal 2015, ended on January 30, 2016, and consisted of 52 weeks. Fiscal 2016 will end on January 28, 2017, and will contain 52 weeks. The quarters ended April 30, 2016 and May 2, 2015 each consisted of 13 weeks.

Recently Adopted Accounting Standard Updates

In April 2015, the Financial Accounting Standards Board issued Simplifying the Presentation of Debt Issuance Costs, Subtopic 835-30 (Accounting Standards Update ("ASU") No. 2015-03). ASU 2015-03 requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying value of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by ASU 2015-03. The Company adopted this standard in the first quarter of fiscal 2016, applying it retrospectively. The consolidated balance sheet as of January 30, 2016 reflects the reclassification of debt issuance costs of $266,000 from other assets to long term credit facilities. The amount of debt issuance costs included in long term credit facilities as of April 30, 2016 was $1.6 million. In August 2015, the FASB issued Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, Subtopic 835-30 (ASU No. 2015-15), which clarifies that absent authoritative guidance in ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the staff of the Securities and Exchange Commission would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the revolving line of credit arrangement, regardless of whether there are any outstanding borrowings on the revolving line of credit arrangement. As of January 30, 2016, debt issuance costs of $694,000 related to our PNC Credit Agreement, revolving line of credit were included within other assets. We continue to include these costs within other assets, amortizing them over the term of the PNC Credit Agreement.

Recently Issued Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board issued Revenue from Contracts with Customers, Topic 606 (ASU No. 2014-09), which provides a framework for the recognition of revenue, with the objective that recognized revenues properly reflect amounts an entity is entitled to receive in exchange for goods and services. The guidance, also includes additional disclosure requirements regarding revenue, cash flows and obligations related to contracts with customers. In July 2015, the Financial Accounting Standards Board approved a one year deferral of the effective date of ASU 2014-09. The standard will now become effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted for interim and annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact of adopting ASU 2014-09 on our consolidated financial statements.

In July 2015, the Financial Accounting Standards Board issued Simplifying the Measurement of Inventory, Topic 330 (ASU No. 2015-11). ASU 2015-11 changes the measurement principle for inventory from the lower of cost or market to lower of cost or net realizable value. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2016. We are currently evaluating the impact of adopting ASU 2015-11 on our consolidated financial statements.

In November 2015, the Financial Accounting Standards Board issued Balance Sheet Classification of Deferred Taxes, Topic 740 (ASU No. 2015-17). ASU 2015-17 requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as non-current on the balance sheet. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2016, with early adoption permitted and applied either prospectively or retrospectively. We are currently evaluating the impact of adopting ASU 2015-17 on our consolidated financial statements.

In February 2016, the Financial Accounting Standards Board issued Leases, Topic 842 (ASU No. 2016-02). ASU 2016-02 establishes a right-of-use model that requires a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective retrospectively for the Company for fiscal years and interim periods beginning after December 15, 2018, with early adoption permitted. We are currently evaluating the impact of adopting ASU 2016-02 on our consolidated financial statements.

In March 2016, the Financial Accounting Standards Board issued Compensation-Stock Compensation, Topic 718 (ASU No. 2016-09). This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. In addition, the ASU also clarifies the statement of cash flows presentation for certain components of share-based awards. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2016, with early adoption permitted. We are currently evaluating the impact of adopting ASU 2016-09 on our consolidated financial statements.

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Fair Value Measurements

3 Months Ended

Apr. 30, 2016

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

GAAP utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to observable quoted prices (unadjusted) in active markets for identical assets and liabilities (Level 1 measurement), then priority to quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market (Level 2 measurement) and the lowest priority to unobservable inputs (Level 3 measurement).

As of April 30, 2016 and January 30, 2016 the Company had $450,000 in Level 2 investments in the form of bank certificates of deposit. The Company's investments in certificates of deposits were measured using inputs based upon quoted prices for similar instruments in active markets and, therefore, were classified as Level 2 investments. As of April 30, 2016 and January 30, 2016 the Company also had long-term variable rate Credit Facilities with carrying values of $87,425,000 and $72,414,000, respectively. As of April 30, 2016 and January 30, 2016, respectively, $2,993,000 and $2,143,000 was classified as current. The fair value of the variable rate Credit Facilities approximates and is based on its carrying value. The Company has no Level 3 investments that use significant unobservable inputs.

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Intangible Assets

3 Months Ended

Apr. 30, 2016

Intangible Assets [Abstract]

Intangible Assets

Intangible Assets

Intangible assets in the accompanying consolidated balance sheets consisted of the following:

	Weighted Average Life (Years)	April 30, 2016					January 30, 2016
		Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Finite-lived intangible assets:
EVINE trademark	15	$	1,103,000	$	(98,000	)	$	1,103,000	$	(80,000	)
Total finite-lived intangible assets		$	1,103,000	$	(98,000	)	$	1,103,000	$	(80,000	)
Indefinite-lived intangible assets:
FCC broadcast license		$	12,000,000				$	12,000,000

As of January 30, 2016, the Company had an intangible FCC broadcasting license with a carrying value of 12,000,000 and an estimated fair value of $12,900,000. The Company annually reviews its FCC television broadcast license for impairment in the fourth quarter, or more frequently if an impairment indicator is present. The Company estimates the fair value of its FCC television broadcast license primarily by using income-based discounted cash flow models with the assistance of an independent outside fair value consultant. The discounted cash flow models utilize a range of assumptions including revenues, operating profit margin, projected capital expenditures and an unobservable discount rate. The Company also considers comparable asset market and sales data for recent comparable market transactions for standalone television broadcasting stations to assist in determining fair value. The Company concluded that the inputs used in its intangible FCC broadcasting license asset valuation are Level 3 inputs related to this valuation.

While the Company believes that its estimates and assumptions regarding the valuation of the license are reasonable, different assumptions or future events could materially affect its valuation. In addition, due to the illiquid nature of this asset, the Company's valuation for this license could be materially different if it were to decide to sell it in the short term which, upon revaluation, could result in a future impairment of this asset.

The EVINE trademark asset is included in Other Assets in the accompanying balance sheets. Amortization expense related to the EVINE trademark license was $18,000 and $6,000 for the three-month periods ended April 30, 2016 and May 2, 2015, respectively. Estimated amortization expense for fiscal 2016 and each of the subsequent fiscal years is $74,000.

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Credit Agreements

3 Months Ended

Apr. 30, 2016

Debt Disclosure [Abstract]

Credit Agreements

Credit Agreements

The Company's long-term credit facilities consist of:

	April 30, 2016			January 30, 2016
PNC Credit Facility
PNC revolving loan due May 1, 2020, principal amount	$	59,900,000		$	59,900,000
PNC term loan due May 1, 2020, principal amount	12,245,000			12,780,000
Less unamortized debt issuance costs	(244,000		)	(266,000		)
PNC term loan due May 1, 2020, carrying amount	12,001,000			12,514,000
GACP Credit Agreement
GACP term loan due March 9, 2021, principal amount	16,930,000			—
Less unamortized debt issuance costs	(1,406,000		)	—
GACP term loan due March 9, 2021, carrying amount	15,524,000			—
Total long-term credit facilities	87,425,000			72,414,000
Less current portion of long-term credit facilities	(2,993,000		)	(2,143,000		)
Long-term credit facilities, excluding current portion	$	84,432,000		$	70,271,000

PNC Credit Facility

On February 9, 2012, the Company entered into a credit and security agreement (as amended on March 10, 2016, the "PNC Credit Facility") with PNC Bank, N.A. ("PNC"), a member of The PNC Financial Services Group, Inc., as lender and agent. The PNC Credit Facility, which includes The Private Bank as part of the facility, provides a revolving line of credit of $90.0 million and provides for a $15.0 million term loan on which the Company has drawn to fund improvements at the Company's distribution facility in Bowling Green, Kentucky. The PNC Credit Facility also provides an accordion feature that would allow the Company to expand the size of the revolving line of credit by another $25.0 million at the discretion of the lenders and upon certain conditions being met.

All borrowings under the PNC Credit Facility mature and are payable on May 1, 2020. Subject to certain conditions, the PNC Credit Facility also provides for the issuance of letters of credit in an aggregate amount up to $6.0 million which, upon issuance, would be deemed advances under the PNC Credit Facility. Maximum borrowings and available capacity under the revolving line of credit under the PNC Credit Facility are equal to the lesser of $90.0 million or a calculated borrowing base comprised of eligible accounts receivable and eligible inventory. The PNC Credit Facility is secured by a first security interest in substantially all of the Company’s personal property, as well as the Company’s real properties located in Eden Prairie, Minnesota and Bowling Green, Kentucky up to $13 million. Under certain circumstances, the borrowing base may be adjusted if there were to be a significant deterioration in value of the Company’s accounts receivable and inventory.

The revolving line of credit under the PNC Credit Facility bears interest at LIBOR plus a margin of between 3% and 4.5% based on the Company's trailing twelve-month reported EBITDA (as defined in the PNC Credit Facility) measured quarterly in fiscal 2016 and semi-annually thereafter as demonstrated in its financial statements. The term loan bears interest at either a LIBOR rate or a base rate plus a margin consisting of between 4% and 5% on Base Rate term loans and 5% to 6% on LIBOR rate loans based on our leverage ratio as demonstrated in its audited financial statements.

As of April 30, 2016, the Company had borrowings of $59.9 million under its revolving credit facility. Remaining available capacity under the revolving credit facility as of April 30, 2016 is approximately $17.1 million, and provides liquidity for working capital and general corporate purposes. The PNC Credit Facility also provides for a $15.0 million term loan on which the Company has drawn to fund an expansion at the Company's distribution facility in Bowling Green, Kentucky. As of April 30, 2016, there was approximately $12.2 million outstanding under the PNC Credit Facility term loan of which $2.1 million was classified as current in the accompanying balance sheet.

Principal borrowings under the term loan are to be payable in monthly installments over an 84 month amortization period commencing on January 1, 2015 and are also subject to mandatory prepayment in certain circumstances, including, but not limited to, upon receipt of certain proceeds from dispositions of collateral. Borrowings under the term loan are also subject to mandatory prepayment starting in the fiscal year ended January 30, 2016 in an amount equal to fifty percent (50%) of excess cash flow for such fiscal year, with any such payment not to exceed $2.0 million in any such fiscal year. The PNC Credit Facility is also subject to other mandatory prepayment in certain circumstances. In addition, if the total PNC Credit Facility is terminated prior to maturity, the Company would be required to pay an early termination fee of 3.0% if terminated on or before October 8, 2016; 1.0% if terminated on or before October 8, 2017, 0.5% if terminated on or before October 8, 2018; and no fee if terminated after October 8, 2018. As of April 30, 2016, the imputed effective interest rate on the PNC term loan was 6.0%.

Interest expense recorded under the PNC Credit Facility was $857,000 and $593,000 for the three-month periods ended April 30, 2016 and May 2, 2015, respectively.

The PNC Credit Facility contains customary covenants and conditions, including, among other things, maintaining a minimum of unrestricted cash plus facility availability of $10.0 million at all times and limiting annual capital expenditures. As our unused line availability was greater than $10.0 million at April 30, 2016, no additional cash was required to be restricted. Certain financial covenants, including minimum EBITDA levels (as defined in the PNC Credit Facility) and a minimum fixed charge coverage ratio of 1.1 to 1.0, become applicable only if unrestricted cash plus facility availability falls below $18.0 million. As of April 30, 2016, the Company's unrestricted cash plus facility availability was $49.8 million and the Company was in compliance with applicable financial covenants of the PNC Credit Facility and expects to be in compliance with applicable financial covenants over the next twelve months. In addition, the PNC Credit Facility places restrictions on the Company’s ability to incur additional indebtedness or prepay existing indebtedness, to create liens or other encumbrances, to sell or otherwise dispose of assets, to merge or consolidate with other entities, and to make certain restricted payments, including payments of dividends to common shareholders.

Costs incurred to obtain amendments to the PNC Credit Facility totaling $1,148,000 and unamortized costs incurred to obtain the original PNC Credit Facility totaling $466,000 have been deferred and are being expensed as additional interest over the five-year term of the PNC Credit Facility.

Great American Capital Partners Credit Agreement

On March 10, 2016, the Company entered into a term loan credit and security agreement (the "GACP Credit Agreement") with GACP Finance Co., LLC ("GACP") for a term loan of $17.0 million. Proceeds from the GACP Credit Agreement will be used to provide for working capital and general corporate purposes and to help strengthen the Company's total liquidity position. The term loan under the GACP Credit Agreement (the "GACP Term Loan") is secured on a first lien priority basis by the proceeds of any sale of the Company's Boston television station FCC license and on a second lien priority basis by the Company's accounts receivable, equipment, inventory and certain real estate as well as other assets as described in the GACP Credit Agreement. The Company has also pledged the stock of certain subsidiaries to secure such obligations on a second lien priority basis.

The GACP Credit Agreement matures on March 9, 2021. The GACP Term Loan bears interest at either (i) a fixed rate based on the greater of LIBOR for interest periods of one, two or three months or 1% plus a margin of 11.0%, or (ii) a daily floating Alternate Base Rate plus a margin of 10.0%. As of April 30, 2016, the imputed effective interest rate on the GACP term loan was 14.0%.

Principal borrowings under the GACP Term Loan are to be payable in consecutive monthly installments of $70,833 each, commencing on April 1, 2016, with a final installment due at the end of the five- year term equal to the aggregate principal amount of all loans outstanding on such date. The GACP Term Loan is also subject to mandatory prepayment in certain circumstances, including, but without limitation, from the proceeds of the sale of collateral assets and from 50% of annual excess cash flow as defined in the GACP Credit Agreement. The GACP Term Loan can be prepaid voluntarily at any time and, if terminated prior to maturity, the Company would be required to pay an early termination fee of 3.0% if terminated on or before March 10, 2017; 2.0% if terminated on or before March 10, 2018; 1.0% if terminated on or before March 10, 2019; and no fee if terminated after March 10, 2019. Interest expense recorded under the GACP Credit Agreement was $342,000 for the three-month period ended April 30, 2016.

The GACP Credit Agreement contains customary covenants and conditions, including, among other things, maintaining a minimum of unrestricted cash plus revolving line of credit availability under the PNC Credit Facility of $10.0 million at all times and limiting annual capital expenditures. Certain financial covenants, including minimum EBITDA levels (as defined in the GACP Credit Agreement) and a minimum fixed charge coverage ratio of 1.1 to 1.0, become applicable only if unrestricted cash plus revolving line of credit availability under the PNC Credit Facility falls below $18.0 million. In addition, the GACP Credit Agreement places restrictions on the Company’s ability to incur additional indebtedness or prepay existing indebtedness, to create liens or other encumbrances, to sell or otherwise dispose of assets, to merge or consolidate with other entities, and to make certain restricted payments, including payments of dividends to common shareholders.

Costs incurred to obtain the GACP Credit Agreement totaling $1,453,000 have been deferred and are being expensed as additional interest over the five-year term of the GACP Credit Agreement.

The aggregate maturities of the Company's long-term credit facilities as of April 30, 2016 are as follows:

	PNC Credit Facility
Fiscal year	Term loan		Revolving loan		GACP Term Loan		Total
2016	$	1,608,000	$	—	$	637,000	$	2,245,000
2017	2,321,000		—		921,000		3,242,000
2018	2,143,000		—		850,000		2,993,000
2019	1,964,000		—		780,000		2,744,000
2020	4,209,000		59,900,000		850,000		64,959,000
2021	—		—		12,892,000		12,892,000
	$	12,245,000	$	59,900,000	$	16,930,000	$	89,075,000

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(Notes)

3 Months Ended

Apr. 30, 2016

Share-based Compensation [Abstract]

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

Stock-Based Compensation - Stock Option Awards

Compensation is recognized for all stock-based compensation arrangements by the Company. Stock-based compensation expense for the first quarters of fiscal 2016 and fiscal 2015 related to stock option awards was $120,000 and $261,000, respectively. The Company has not recorded any income tax benefit from the exercise of stock options due to the uncertainty of realizing income tax benefits in the future.

As of April 30, 2016, the Company had one omnibus stock plan for which stock awards can be currently granted: the 2011 Omnibus Incentive Plan that provides for the issuance of up to 6,000,000 shares of the Company's stock. The 2004 Omnibus Stock Plan expired on June 22, 2014. No further awards may be made under the 2004 Omnibus Plan, but any award granted under the 2004 Omnibus Plan and outstanding on June 22, 2014 will remain outstanding in accordance with its terms. The 2001 Omnibus Stock Plan expired on June 21, 2011. No further awards may be made under the 2001 Omnibus Plan, but any award granted under the 2001 Omnibus Plan and outstanding on June 21, 2011 will remain outstanding in accordance with its terms. The 2011 plan is administered by the human resources and compensation committee of the board of directors and provides for awards for employees, directors and consultants. All employees and directors of the Company and its affiliates are eligible to receive awards under the plan. The types of awards that may be granted under this plan include restricted and unrestricted stock, restricted stock units, incentive and nonstatutory stock options, stock appreciation rights, performance units, and other stock-based awards. Incentive stock options may be granted to employees at such exercise prices as the human resources and compensation committee may determine but not less than 100% of the fair market value of the underlying stock as of the date of grant. No incentive stock option may be granted more than 10 years after the effective date of the respective plan's inception or be exercisable more than 10 years after the date of grant. Options granted to outside directors are nonstatutory stock options with an exercise price equal to 100% of the fair market value of the underlying stock as of the date of grant. With the exception of market-based options, options granted generally vest over three years in the case of employee stock options and vest immediately on the date of grant in the case of director options, and have contractual terms of 10 years from the date of grant.

The fair value of each time-based vesting option award is estimated on the date of grant using the Black-Scholes option pricing model that uses assumptions noted in the following table. Expected volatilities are based on the historical volatility of the Company's stock. Expected term is calculated using the simplified method taking into consideration the option's contractual life and vesting terms. The Company uses the simplified method in estimating its expected option term because it believes that historical exercise data cannot be accurately relied upon at this time to provide a reasonable basis for estimating an expected term due to the extreme volatility of its stock price and the resulting unpredictability of its stock option exercises. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. Expected dividend yields were not used in the fair value computations as the Company has never declared or paid dividends on its common stock and currently intends to retain earnings for use in operations.

	Fiscal 2016	Fiscal 2015
Expected volatility	84%	82%
Expected term (in years)	6 years	6 years
Risk-free interest rate	1.7%	1.7%

A summary of the status of the Company’s stock option activity as of April 30, 2016 and changes during the three months then ended is as follows:

	2011 Incentive Stock Option Plan		Weighted Average Exercise Price		2004 Incentive Stock Option Plan		Weighted Average Exercise Price		2001 Incentive Stock Option Plan		Weighted Average Exercise Price
Balance outstanding, January 30, 2016	1,555,000		$	4.30	670,000		$	6.18	399,000		$	7.78
Granted	966,000		$	1.19	—		$	—	—		$	—
Exercised	—		$	—	—		$	—	—		$	—
Forfeited or canceled	(495,000	)	$	4.68	(19,000	)	$	8.78	(8,000	)	$	10.48
Balance outstanding, April 30, 2016	2,026,000		$	2.72	651,000		$	6.10	391,000		$	7.73
Options exercisable at April 30, 2016	841,000		$	3.76	633,000		$	6.14	391,000		$	7.73

The following table summarizes information regarding stock options outstanding at April 30, 2016:

	Options Outstanding						Options Vested or Expected to Vest
Option Type	Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value		Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value
2011 Incentive:	2,026,000	$	2.72	8.6	$	340,000	1,926,000	$	2.78	8.5	$	306,000
2004 Incentive:	651,000	$	6.10	3.0	$	1,000	649,000	$	6.10	3.0	$	1,000
2001 Incentive:	391,000	$	7.73	2.0	$	—	391,000	$	7.73	2.0	$	—

The weighted average grant-date fair value of options granted in the first three-months of fiscal 2016 and fiscal 2015 was $0.85 and $4.35, respectively. The total intrinsic value of options exercised during the first three-months of fiscal 2016 and fiscal 2015 was $0 and $1,397,000, respectively. As of April 30, 2016, total unrecognized compensation cost related to stock options was $880,000 and is expected to be recognized over a weighted average expected life of approximately 2.5 years.

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Stock-Based Compensation - Restricted Stock Awards (Notes)

3 Months Ended

Apr. 30, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Restricted Stock

Stock-Based Compensation - Restricted Stock Awards

Compensation expense recorded for the first quarter of fiscal 2016 and fiscal 2015 relating to restricted stock grants was $117,000 and $348,000, respectively. As of April 30, 2016, there was $1,157,000 of total unrecognized compensation cost related to non-vested restricted stock grants. That cost is expected to be recognized over a weighted average expected life of 1.9 years. The total fair value of restricted stock vested during the first three months of fiscal 2016 and fiscal 2015 was $23,000 and $88,000, respectively.

During the first quarter of fiscal 2016, the Company granted a total of 188,991 shares of time-based restricted stock awards to certain key employees as part of the Company's long-term incentive program. The restricted stock will vest in three equal annual installments beginning March 28, 2017. The aggregate market value of the restricted stock at the date of the award was $187,101 and is being amortized as compensation expense over the three-year vesting period.

During the first quarter of fiscal 2016, the Company also granted a total of 179,156 shares of market-based restricted stock performance units to certain executives as part of the Company's long-term incentive program. The number of restricted stock units earned is based on the Company's total shareholder return ("TSR") relative to a group of industry peers over a three-year performance measurement period. The total grant date fair value was estimated to be $223,571, or $0.98 - $1.72 per share and is being amortized over the three-year performance period. Grant date fair values were determined using a Monte Carlo valuation model based on assumptions, which included a weighted average risk-free interest rate of 0.9% - 1.0%, a weighted average expected life of three years and an implied volatility of 71% - 73%. The percent of the target market-based performance vested restricted stock unit award that will be earned based on the Company's TSR relative to the peer group is as follows:

Percentile Rank	Percentage of Units Vested
< 33%	0%
33%	50%
50%	100%
100%	150%

During the first quarter of fiscal 2015, the Company granted a total of 67,786 shares of time-based restricted stock awards to certain key employees as part of the Company's long-term incentive program. The restricted stock will vest in three equal annual installments beginning March 20, 2016. The aggregate market value of the restricted stock at the date of the award was $417,593 and is being amortized as compensation expense over the three-year vesting period.

During the first quarter of fiscal 2015, the Company also granted a total of 106,963 shares of market-based restricted stock performance units to certain executives as part of the Company's long-term incentive program. The number of restricted stock units earned is based on the Company's total shareholder return ("TSR") relative to a group of industry peers over a three-year performance measurement period. The total grant date fair value was estimated to be $776,865, or $7.26 per share and is being amortized over the three-year performance period. Grant date fair values were determined using a Monte Carlo valuation model based on assumptions, which included a weighted average risk-free interest rate of 0.9%, a weighted average expected life of three years and an implied volatility of 54% - 55%. The percent of the target market-based performance vested restricted stock unit award that will be earned based on the Company's TSR relative to the peer group is as follows:

Percentile Rank	Percentage of Units Vested
< 33%	0%
33%	50%
50%	100%
100%	150%

A summary of the status of the Company’s non-vested restricted stock activity as of April 30, 2016 and changes during the three-month period then ended is as follows:

	Shares		Weighted Average Grant Date Fair Value
Non-vested outstanding, January 30, 2016	861,000		$4.46
Granted	368,000		$1.12
Vested	(28,000	)	$5.76
Forfeited	(267,000	)	$5.60
Non-vested outstanding, April 30, 2016	934,000		$2.77

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Net Loss Per Common Share (Notes)

3 Months Ended

Apr. 30, 2016

Earnings Per Share [Abstract]

Net Income (Loss) Per Common Share

Net Loss Per Common Share

Basic net loss per share is computed by dividing reported loss by the weighted average number of shares of common stock outstanding for the reported period. Diluted income per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock of the Company during reported periods.

A reconciliation of net loss per share calculations and the number of shares used in the calculation of basic loss per share and diluted loss per share is as follows:

	Three-Month Periods Ended
	April 30, 2016			May 2, 2015
Net loss (a)	$	(4,942,000	)	$	(4,728,000	)
Weighted average number of shares of common stock outstanding — Basic	57,181,155			56,640,767
Dilutive effect of stock options, non-vested shares and warrants (b)	—			—
Weighted average number of shares of common stock outstanding — Diluted	57,181,155			56,640,767
Net loss per common share	$	(0.09	)	$	(0.08	)
Net loss per common share — assuming dilution	$	(0.09	)	$	(0.08	)

(a) The net loss for the three-month period ended April 30, 2016 includes costs related to executive and management transition of $3,601,000 and distribution facility consolidation and technology upgrade costs totaling $80,000. The net loss for the three-month period ended May 2, 2015 includes costs related to executive and management transition of $2,590,000.

(b) For the three-month period ended April 30, 2016, there were -0- incremental in-the-money potentially dilutive common shares. For the three-month period ended May 2, 2015, approximately 741,000 incremental in-the-money potentially dilutive common shares have been excluded from the computation of diluted earnings per share, as the effect of their inclusion would be antidilutive.

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Business Segments and Sales by Product Group

3 Months Ended

Apr. 30, 2016

Segment Reporting [Abstract]

Business Segments and Sales by Product Group

Business Segments and Sales by Product Group

The Company has one reporting segment, which encompasses its digital commerce retailing. The Company markets, sells and distributes its products to consumers primarily through its digital commerce television, online website evine.com and mobile platforms. The Company's television shopping, online and mobile platforms have similar economic characteristics with respect to products, product sourcing, vendors, marketing and promotions, gross margins, customers, and methods of distribution. In addition, the Company believes that its television shopping program is a key driver of traffic to both the evine.com website and mobile applications whereby many of the online sales originate from customers viewing the Company's television program and then place their orders online or through mobile devices. All of the Company's sales are made to customers residing in the United States. The chief operating decision maker is the Chief Executive Officer of the Company. Information on net sales by significant product groups are as follows (in thousands):

	Three-Month Periods Ended
	April 30, 2016		May 2, 2015
Jewelry & Watches	$	64,174	$	65,809
Home & Consumer Electronics	35,646		37,110
Beauty	23,240		19,525
Fashion & Accessories	27,528		23,329
All other (primarily shipping & handling revenue)	16,332		12,678
Total	$	166,920	$	158,451

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Income Taxes

3 Months Ended

Apr. 30, 2016

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

At January 30, 2016, the Company had federal net operating loss carryforwards ("NOLs") of approximately $312 million, and state NOLs of approximately $200 million which are available to offset future taxable income.  The Company's federal NOLs expire in varying amounts each year from 2023 through 2035 in accordance with applicable federal tax regulations and the timing of when the NOLs were incurred. 

In the first quarter of fiscal 2011, the Company had a change in ownership (as defined in Section 382 of the Internal Revenue Code) as a result of the issuance of common stock coupled with the redemption of all the Series B Preferred Stock held by GE Equity.  Sections 382 and 383 limit the annual utilization of certain tax attributes, including NOL carryforwards, incurred prior to a change in ownership. Currently, the limitations imposed by Sections 382 and 383 are not expected to impair the Company's ability to fully realize its NOLs; however, the annual usage of NOLs incurred prior to the change in ownership is limited.  In addition, if the Company were to experience another ownership change, as defined by Sections 382 and 383, its ability to utilize its NOL's could be further substantially limited and depending on the severity of the annual NOL limitation, the Company could permanently lose its ability to use a significant amount of its accumulated NOL's. The Company currently has recorded a full valuation allowance for its net deferred tax assets.  The ultimate realization of these deferred tax assets and related limitations depend on the ability of the Company to generate sufficient taxable income in the future, as well as the timing of such income.

For the first quarters of fiscal 2016 and fiscal 2015, the income tax provision included a non-cash tax charge of approximately $197,000, relating to changes in the Company's long-term deferred tax liability related to the tax amortization of the Company's indefinite-lived intangible FCC license asset that is not available to offset existing deferred tax assets in determining changes to our income tax valuation allowance. The Company expects the continued tax amortization of its indefinite-lived intangible asset and resulting book versus tax asset carrying value difference to result in approximately $591,000 of additional non-cash income tax expense over the remainder of fiscal 2016.

Shareholder Rights Plan

During the second quarter of fiscal 2015, the Company adopted a Shareholder Rights Plan to preserve the value of certain deferred tax benefits, including those generated by net operating losses. On July 10, 2015, the Company declared a dividend distribution of one purchase right (a “Right”) for each outstanding share of the Company’s common stock to shareholders of record as of the close of business on July 23, 2015 and issuable as of that date, and on July 13, 2015, the Company entered into a Shareholder Rights Plan (the “Plan”) with Wells Fargo Bank, N.A., a national banking association, with respect to the Rights. Except in certain circumstances set forth in the Plan, each Right entitles the holder to purchase from the Company one one-thousandth of a share of Series A Junior Participating Cumulative Preferred Stock, $0.01 par value, of the Company (“Preferred Stock” and each one one-thousandth of a share of Preferred Stock, a “Unit”) at a price of $9.00 per Unit.

The Rights initially trade together with the common stock and are not exercisable. Subject to certain exceptions specified in the Plan, the Rights will separate from the common stock and become exercisable following (i) the tenth calendar day after a public announcement or filing that a person or group has become an “Acquiring Person,” which is defined as a person who has acquired, or obtained the right to acquire, beneficial ownership of 4.99% or more of the common stock then outstanding, subject to certain exceptions, or (ii) the tenth calendar day (or such later date as may be determined by the board of directors) after any person or group commences a tender or exchange offer, the consummation of which would result in a person or group becoming an Acquiring Person. If a person or group becomes an Acquiring Person, each Right will entitle its holders (other than such Acquiring Person) to purchase one Unit at a price of $9.00 per Unit. A Unit is intended to give the shareholder approximately the same dividend, voting and liquidation rights as would one share of Common Stock, and should approximate the value of one share of Common Stock. At any time after a person becomes an Acquiring Person, the board of directors may exchange all or part of the outstanding Rights (other than those held by an Acquiring Person) for shares of common stock at an exchange rate of one share of common stock (and, in certain circumstances, a Unit) for each Right. The Company will promptly give public notice of any exchange (although failure to give notice will not affect the validity of the exchange).

The Rights will expire upon certain events described in the Plan, including the close of business on the earlier of the first anniversary of the date of the Plan or the date of the Company’s 2016 annual meeting of shareholders, if the Plan has not been approved by the Company’s shareholders, or the close of business on the date of the third annual meeting of shareholders following the last annual meeting of shareholders of the Company at which the Plan was most recently approved by shareholders, unless the Plan is re-approved by shareholders at that third annual meeting of shareholders.  However, in no event will the Plan expire later than the close of business on July 13, 2025. Until the close of business on the tenth calendar day after the day a public announcement or a filing is made indicating that a person or group has become an Acquiring Person, the Company may in its sole and absolute discretion amend the Rights or the Plan agreement without the approval of any holders of the Rights or shares of common stock in any manner, including without limitation, amendments that increase or decrease the purchase price or redemption price or accelerate or extend the final expiration date or the period in which the Rights may be redeemed. The Company may also amend the Plan after the close of business on the tenth calendar day after the day such public announcement or filing is made to cure ambiguities, to correct defective or inconsistent provisions, to shorten or lengthen time periods under the Plan or in any other manner that does not adversely affect the interests of holders of the Rights. No amendment of the Plan may extend its expiration date.

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Litigation

3 Months Ended

Apr. 30, 2016

Litigation [Abstract]

Litigation

Litigation

The Company is involved from time to time in various claims and lawsuits in the ordinary course of business. In the opinion of management, the claims and suits individually and in the aggregate will not have a material effect on the Company’s operations or consolidated financial statements.

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Related Party Transactions

3 Months Ended

Apr. 30, 2016

Related Party Transactions [Abstract]

Related Party Transactions

Related Party Transactions

Relationship with GE Equity, Comcast and NBCU

Until April 29, 2016 the Company was a party to an amended and restated shareholder agreement, dated February 25, 2009 (the “GE/NBCU Shareholder Agreement”), with GE Capital Equity Investments, Inc. (“GE Equity”) and NBCUniversal Media, LLC (“NBCU”), which provided for certain corporate governance and standstill matters (as described further below). NBCU is an indirect subsidiary of Comcast Corporation (“Comcast”). The Company believes that as of April 30, 2016, the direct equity ownership of NBCU in the Company consists of 7,141,849 shares of common stock, or approximately 12.5% of the Company’s outstanding common stock. The Company has a significant cable distribution agreement with Comcast and believe that the terms of the agreement are comparable to those with other cable system operators.

In an SEC filing made on August 18, 2015, GE Equity disclosed that on August 14, 2015, it and ASF Radio, L.P. (“ASF Radio”), an independent third party to us, entered into a Stock Purchase Agreement pursuant to which GE Equity agreed to sell 3,545,049 shares of the Company’s common stock, which is all of the shares GE Equity currently owns, to ASF Radio for $2.15 per share. According to the SEC filing, ASF Radio is an affiliate of Ardian, an independent private equity investment company. The closing of this sale (the “GE/ASF Radio Sale”) occurred on April 29, 2016. In connection with the GE/ASF Radio Sale, the GE/NBCU Shareholder Agreement was terminated and the Company and NBCU entered into a new Shareholder Agreement (the “NBCU Shareholder Agreement”) described below.

GE/NBCU Shareholder Agreement

The GE/NBCU Shareholder Agreement that was terminated April 29, 2016 provided that GE Equity was entitled to designate nominees for three members of our Board of Directors so long as the aggregate beneficial ownership of GE Equity and NBCU (and their affiliates) was at least equal to 50% of their beneficial ownership as of February 25, 2009 (i.e., beneficial ownership of approximately 8.7 million common shares) (the “50% Ownership Condition”), and two members of our Board of Directors so long as their aggregate beneficial ownership was at least 10% of the shares of “adjusted outstanding common stock,” as defined in the GE/NBCU Shareholder Agreement (the “10% Ownership Condition”). In addition, the GE/NBCU Shareholder Agreement provided that GE Equity may designate any of its director-designees to be an observer of the audit, human resources and compensation, and corporate governance and nominating committees of our Board of Directors. Neither GE Equity nor NBCU currently has, or during fiscal 2015 had, any designees serving on our Board of Directors or committees.

The GE/NBCU Shareholder Agreement required that the Company obtain the consent of GE Equity before the Company (i) exceeded certain thresholds relating to the issuance of securities, the payment of dividends, the repurchase or redemption of common stock, acquisitions (including investments and joint ventures) or dispositions, and the incurrence of debt; (ii) entered into any business different than the business in which the Company and our subsidiaries are currently engaged; and (iii) amended our articles of incorporation to adversely affect GE Equity and NBCU (or their affiliates); provided, however, that these restrictions would no longer apply when both (1) GE Equity is no longer entitled to designate three director nominees, and (2) GE Equity and NBCU no longer hold any Series B preferred stock. The Company was also prohibited from taking any action that would cause any ownership interest by us in television broadcast stations from being attributable to GE Equity, NBCU or their affiliates.

NBCU Shareholder Agreement

On April 29, 2016, the Company entered into the NBCU Shareholder Agreement with NBCU. The NBCU Shareholder Agreement replaced the GE/NBCU Shareholder Agreement. The NBCU Shareholder Agreement provides that as long as NBCU or its affiliates beneficially own at least 5% of our outstanding common stock, NBCU will be entitled to designate one individual to be nominated to the Company’s Board of Directors. In addition, the NBCU Shareholder Agreement provides that NBCU may designate its director designee to be an observer of the audit, human resources and compensation, and corporate governance and nominating committees of our Board of Directors. In addition, the NBCU Shareholder Agreement requires the Company to obtain the consent of NBCU prior to our adoption or amendment of any shareholder’s rights plan or certain other actions that would impede or restrict the ability of NBCU to acquire our voting stock or our taking any action that would result in NBCU being deemed to be in violation of the Federal Communications Commission multiple ownership regulations.

Unless NBCU beneficially own less than 5% or more than 90% of the adjusted outstanding shares of common stock, NBCU may not sell, transfer or otherwise dispose of any securities of the Company subject to limited exceptions for (i) transfers to affiliates, (ii) third party tender offers, (iii) mergers, consolidations and reorganizations and (iv) transfers pursuant to underwritten public offerings or transfers exempt from registration under the Securities Act (provided, in the case of (iv), such transfers do not result in the transferee acquiring beneficial ownership in excess of 20%).

Registration Rights Agreement

On February 25, 2009, the Company entered into an amended and restated registration rights agreement that, as further amended, provided GE Equity, NBCU and their affiliates and any transferees and assigns, an aggregate of five demand registrations and unlimited piggy-back registration rights. In connection with the GE/ASF Radio Sale, an amendment to the Amended and Restated Registration Rights Agreement was entered into removing GE Equity as a party and adding ASF Radio, L.P. as a party.

2015 Letter Agreement with GE Equity

On July 9, 2015, the Company entered into a letter agreement with GE Equity pursuant to which GE Equity consented to our adoption of a Shareholder Rights Plan in consideration for our agreement to provide GE Equity, NBCU and certain of their respective affiliates with exemptions from the Shareholder Rights Plan. GE Equity’s consent was required pursuant to the terms of the GE/NBCU Shareholder Agreement. This discussion is a summary of the terms of the letter agreement. In the letter agreement, the Company agreed that if any of GE Equity, NBCU or any of their respective affiliates that holds shares of our common stock from time to time (each a “Grandfathered Investor”) sells or otherwise transfers shares of our common stock currently owned by such Grandfathered Investor to any third party identified to us in writing (any such third party, an “Exempt Purchaser”), the Company will take all actions necessary under the Shareholder Rights Plan so that such third party will not be deemed an Acquiring Person (as defined in the Shareholder Rights Plan) by virtue of the acquisition of such shares. The Company further agreed that, subject to certain limitations, upon request of any Grandfathered Investor or Exempt Purchaser, and in connection with a transfer by such Grandfathered Investor or Exempt Purchaser of shares of our common stock to an Exempt Purchaser, the Company will enter into an agreement with the acquiring Exempt Purchaser granting such acquiring Exempt Purchaser substantially the same rights as set forth above with respect to any sale of our outstanding shares of common stock to any other third party. Additionally, the Company agreed that without the consent of any Grandfathered Investor that is an affiliate of GE Equity and any Grandfathered Investor that is an affiliate of NBCU, the Company will not (i) amend the Shareholder Rights Plan in any material respect, other than to accelerate the Expiration Date or the Final Expiration Date, (ii) adopt another shareholders’ rights plan or (iii) amend the letter agreement.

Director Relationships

The Company entered into a service agreement with Newgistics, Inc. ("Newgistics") in fiscal 2004. Newgistics provides offsite customer returns consolidation and delivery services to the Company. The Company's interim Chief Executive Officer, Robert Rosenblatt, is a member of Newgistics Board of Directors. The Company made payments to Newgistics totaling approximately $1,465,000 and $1,310,000 during the three-month periods ended April 30, 2016 and May 2, 2015, respectively.

One of the Company's directors, Thomas Beers, has a minority interest in one of the Company's on air food suppliers. The Company made inventory payments, to this supplier, totaling $869,000 and $83,000 during the three-month periods ended April 30, 2016 and May 2, 2015, respectively.

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Distribution Facility Expansion, Consolidation & Technology Upgrade (Notes)

3 Months Ended

Apr. 30, 2016

Distribution Facility Expansion [Abstract]

Property, Plant and Equipment, Schedule of Significant Acquisitions and Disposals [Table Text Block]

Distribution Facility Expansion, Consolidation & Technology Upgrade

During fiscal 2014, the Company began a significant operational expansion initiative with respect to overall warehousing capacity and new equipment and system technology upgrades at our Bowling Green, Kentucky distribution facility. During the first quarter of fiscal 2015 the new building was substantially completed and expanded our 262,000 square foot facility to an approximately 600,000 square foot facility. Subsequently, during the second quarter of fiscal 2015, the Company finished the building expansion and moved out of its leased satellite warehouse space. The updated facilities and technology upgrade will include a new high-speed parcel shipping and item sortation system coupled with a new warehouse management system to support our increased level of shipments and units and a new call center facility to better serve our customers. The new sortation and warehouse management systems are expected to be phased into production through the first half of fiscal 2016. Total cost of the physical building expansion, new sortation equipment and call center facility was approximately $25 million and is being financed with our expanded PNC revolving line of credit and a $15 million PNC term loan.

As a result of our distribution facility expansion, consolidation and technology upgrade initiative, we incurred approximately $80,000 in incremental expenses during the first quarter of fiscal 2016, relating primarily to increased labor and training costs associated with our warehouse management system migration.

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Executive and Management Transition Costs (Notes)

3 Months Ended

Apr. 30, 2016

Executive Transition Costs [Abstract]

Executive Transition Costs [Text Block]

Executive and Management Transition Costs

On February 8, 2016, the Company announced the resignation of two executive officers, namely its Chief Executive Officer, and its Executive Vice President - Chief Strategy Officer & Interim General Counsel. In addition, on March 23, 2016, the Company also announced additional actions taken to reduce corporate overhead and other operating costs. In conjunction with these executive changes as well as other executive and management terminations made during the first three months of fiscal 2016, the Company recorded charges to income totaling $3,601,000 for the three months ended April 30, 2016, which relate primarily to severance payments to be made as a result of the executive officer terminations and other direct costs associated with the Company's 2016 executive and management transition.

On March 26, 2015, the Company announced the termination and departure of three executive officers, namely its Chief Financial Officer, its Senior Vice President and General Counsel, and President. In addition, during the first quarter of fiscal 2015, the Company also announced the hiring of a new Chief Financial Officer and a new Chief Merchandising Officer. In conjunction with these executive changes as well as other management terminations made during the first three months of fiscal 2015, the Company recorded charges to income of $2,590,000 for the three months ended May 2, 2015, which relate primarily to severance payments to be made as a result of the executive officer resignations, management terminations and other direct costs associated with the Company's 2015 executive and management transition.

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Basis of Financial Statement Presentation (Policies)

3 Months Ended

Apr. 30, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

New Accounting Pronouncements and Changes in Accounting Principles [Text Block]

Recently Adopted Accounting Standard Updates

In April 2015, the Financial Accounting Standards Board issued Simplifying the Presentation of Debt Issuance Costs, Subtopic 835-30 (Accounting Standards Update ("ASU") No. 2015-03). ASU 2015-03 requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying value of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by ASU 2015-03. The Company adopted this standard in the first quarter of fiscal 2016, applying it retrospectively. The consolidated balance sheet as of January 30, 2016 reflects the reclassification of debt issuance costs of $266,000 from other assets to long term credit facilities. The amount of debt issuance costs included in long term credit facilities as of April 30, 2016 was $1.6 million. In August 2015, the FASB issued Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, Subtopic 835-30 (ASU No. 2015-15), which clarifies that absent authoritative guidance in ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the staff of the Securities and Exchange Commission would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the revolving line of credit arrangement, regardless of whether there are any outstanding borrowings on the revolving line of credit arrangement. As of January 30, 2016, debt issuance costs of $694,000 related to our PNC Credit Agreement, revolving line of credit were included within other assets. We continue to include these costs within other assets, amortizing them over the term of the PNC Credit Agreement.

New Accounting Pronouncements, Policy [Policy Text Block]

Recently Issued Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board issued Revenue from Contracts with Customers, Topic 606 (ASU No. 2014-09), which provides a framework for the recognition of revenue, with the objective that recognized revenues properly reflect amounts an entity is entitled to receive in exchange for goods and services. The guidance, also includes additional disclosure requirements regarding revenue, cash flows and obligations related to contracts with customers. In July 2015, the Financial Accounting Standards Board approved a one year deferral of the effective date of ASU 2014-09. The standard will now become effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted for interim and annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact of adopting ASU 2014-09 on our consolidated financial statements.

In July 2015, the Financial Accounting Standards Board issued Simplifying the Measurement of Inventory, Topic 330 (ASU No. 2015-11). ASU 2015-11 changes the measurement principle for inventory from the lower of cost or market to lower of cost or net realizable value. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2016. We are currently evaluating the impact of adopting ASU 2015-11 on our consolidated financial statements.

In November 2015, the Financial Accounting Standards Board issued Balance Sheet Classification of Deferred Taxes, Topic 740 (ASU No. 2015-17). ASU 2015-17 requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as non-current on the balance sheet. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2016, with early adoption permitted and applied either prospectively or retrospectively. We are currently evaluating the impact of adopting ASU 2015-17 on our consolidated financial statements.

In February 2016, the Financial Accounting Standards Board issued Leases, Topic 842 (ASU No. 2016-02). ASU 2016-02 establishes a right-of-use model that requires a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective retrospectively for the Company for fiscal years and interim periods beginning after December 15, 2018, with early adoption permitted. We are currently evaluating the impact of adopting ASU 2016-02 on our consolidated financial statements.

In March 2016, the Financial Accounting Standards Board issued Compensation-Stock Compensation, Topic 718 (ASU No. 2016-09). This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. In addition, the ASU also clarifies the statement of cash flows presentation for certain components of share-based awards. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2016, with early adoption permitted. We are currently evaluating the impact of adopting ASU 2016-09 on our consolidated financial statements.

Fiscal Year

Fiscal Year

The Company's fiscal year ends on the Saturday nearest to January 31. References to years in this report relate to fiscal years, rather than to calendar years. The Company’s most recently completed fiscal year, fiscal 2015, ended on January 30, 2016, and consisted of 52 weeks. Fiscal 2016 will end on January 28, 2017, and will contain 52 weeks. The quarters ended April 30, 2016 and May 2, 2015 each consisted of 13 weeks.

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Intangible Assets (Tables)

3 Months Ended

Apr. 30, 2016

Intangible Assets [Abstract]

Schedule of Finite-lived and Infinite-lived Intangible Asset [Table Text Block]

Intangible assets in the accompanying consolidated balance sheets consisted of the following:

	Weighted Average Life (Years)	April 30, 2016					January 30, 2016
		Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Finite-lived intangible assets:
EVINE trademark	15	$	1,103,000	$	(98,000	)	$	1,103,000	$	(80,000	)
Total finite-lived intangible assets		$	1,103,000	$	(98,000	)	$	1,103,000	$	(80,000	)
Indefinite-lived intangible assets:
FCC broadcast license		$	12,000,000				$	12,000,000

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Credit Agreements Credit Facility (Tables)

3 Months Ended

Apr. 30, 2016

Line of Credit Facility [Line Items]

Schedule of Maturities of Long-term Debt [Table Text Block]

	PNC Credit Facility
Fiscal year	Term loan		Revolving loan		GACP Term Loan		Total
2016	$	1,608,000	$	—	$	637,000	$	2,245,000
2017	2,321,000		—		921,000		3,242,000
2018	2,143,000		—		850,000		2,993,000
2019	1,964,000		—		780,000		2,744,000
2020	4,209,000		59,900,000		850,000		64,959,000
2021	—		—		12,892,000		12,892,000
	$	12,245,000	$	59,900,000	$	16,930,000	$	89,075,000

Schedule of Line of Credit Facilities [Table Text Block]

	April 30, 2016			January 30, 2016
PNC Credit Facility
PNC revolving loan due May 1, 2020, principal amount	$	59,900,000		$	59,900,000
PNC term loan due May 1, 2020, principal amount	12,245,000			12,780,000
Less unamortized debt issuance costs	(244,000		)	(266,000		)
PNC term loan due May 1, 2020, carrying amount	12,001,000			12,514,000
GACP Credit Agreement
GACP term loan due March 9, 2021, principal amount	16,930,000			—
Less unamortized debt issuance costs	(1,406,000		)	—
GACP term loan due March 9, 2021, carrying amount	15,524,000			—
Total long-term credit facilities	87,425,000			72,414,000
Less current portion of long-term credit facilities	(2,993,000		)	(2,143,000		)
Long-term credit facilities, excluding current portion	$	84,432,000		$	70,271,000

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(Tables)

3 Months Ended

Apr. 30, 2016

Outstanding Options [Abstract]

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

The fair value of each time-based vesting option award is estimated on the date of grant using the Black-Scholes option pricing model that uses assumptions noted in the following table. Expected volatilities are based on the historical volatility of the Company's stock. Expected term is calculated using the simplified method taking into consideration the option's contractual life and vesting terms. The Company uses the simplified method in estimating its expected option term because it believes that historical exercise data cannot be accurately relied upon at this time to provide a reasonable basis for estimating an expected term due to the extreme volatility of its stock price and the resulting unpredictability of its stock option exercises. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. Expected dividend yields were not used in the fair value computations as the Company has never declared or paid dividends on its common stock and currently intends to retain earnings for use in operations.

	Fiscal 2016	Fiscal 2015
Expected volatility	84%	82%
Expected term (in years)	6 years	6 years
Risk-free interest rate	1.7%	1.7%

Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]

A summary of the status of the Company’s stock option activity as of April 30, 2016 and changes during the three months then ended is as follows:

	2011 Incentive Stock Option Plan		Weighted Average Exercise Price		2004 Incentive Stock Option Plan		Weighted Average Exercise Price		2001 Incentive Stock Option Plan		Weighted Average Exercise Price
Balance outstanding, January 30, 2016	1,555,000		$	4.30	670,000		$	6.18	399,000		$	7.78
Granted	966,000		$	1.19	—		$	—	—		$	—
Exercised	—		$	—	—		$	—	—		$	—
Forfeited or canceled	(495,000	)	$	4.68	(19,000	)	$	8.78	(8,000	)	$	10.48
Balance outstanding, April 30, 2016	2,026,000		$	2.72	651,000		$	6.10	391,000		$	7.73
Options exercisable at April 30, 2016	841,000		$	3.76	633,000		$	6.14	391,000		$	7.73

Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding [Table Text Block]

The following table summarizes information regarding stock options outstanding at April 30, 2016:

	Options Outstanding						Options Vested or Expected to Vest
Option Type	Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value		Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value
2011 Incentive:	2,026,000	$	2.72	8.6	$	340,000	1,926,000	$	2.78	8.5	$	306,000
2004 Incentive:	651,000	$	6.10	3.0	$	1,000	649,000	$	6.10	3.0	$	1,000
2001 Incentive:	391,000	$	7.73	2.0	$	—	391,000	$	7.73	2.0	$	—

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Stock-Based Compensation - Restricted Stock Awards (Tables)

3 Months Ended

Apr. 30, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

restricted stock vesting criteria [Table Text Block]

Percentile Rank	Percentage of Units Vested
< 33%	0%
33%	50%
50%	100%
100%	150%

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Stock-Based Compensation - Restricted Stock Awards Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity (Tables)

3 Months Ended

Apr. 30, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block]

A summary of the status of the Company’s non-vested restricted stock activity as of April 30, 2016 and changes during the three-month period then ended is as follows:

	Shares		Weighted Average Grant Date Fair Value
Non-vested outstanding, January 30, 2016	861,000		$4.46
Granted	368,000		$1.12
Vested	(28,000	)	$5.76
Forfeited	(267,000	)	$5.60
Non-vested outstanding, April 30, 2016	934,000		$2.77

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Net Loss Per Common Share (Tables)

3 Months Ended

Apr. 30, 2016

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

A reconciliation of net loss per share calculations and the number of shares used in the calculation of basic loss per share and diluted loss per share is as follows:

	Three-Month Periods Ended
	April 30, 2016			May 2, 2015
Net loss (a)	$	(4,942,000	)	$	(4,728,000	)
Weighted average number of shares of common stock outstanding — Basic	57,181,155			56,640,767
Dilutive effect of stock options, non-vested shares and warrants (b)	—			—
Weighted average number of shares of common stock outstanding — Diluted	57,181,155			56,640,767
Net loss per common share	$	(0.09	)	$	(0.08	)
Net loss per common share — assuming dilution	$	(0.09	)	$	(0.08	)

(a) The net loss for the three-month period ended April 30, 2016 includes costs related to executive and management transition of $3,601,000 and distribution facility consolidation and technology upgrade costs totaling $80,000. The net loss for the three-month period ended May 2, 2015 includes costs related to executive and management transition of $2,590,000.

(b) For the three-month period ended April 30, 2016, there were -0- incremental in-the-money potentially dilutive common shares. For the three-month period ended May 2, 2015, approximately 741,000 incremental in-the-money potentially dilutive common shares have been excluded from the computation of diluted earnings per share, as the effect of their inclusion would be antidilutive.

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Business Segments and Sales by Product Group (Tables)

3 Months Ended

Apr. 30, 2016

Segment Reporting [Abstract]

Revenue from External Customers by Products and Services [Table Text Block]

Information on net sales by significant product groups are as follows (in thousands):

	Three-Month Periods Ended
	April 30, 2016		May 2, 2015
Jewelry & Watches	$	64,174	$	65,809
Home & Consumer Electronics	35,646		37,110
Beauty	23,240		19,525
Fashion & Accessories	27,528		23,329
All other (primarily shipping & handling revenue)	16,332		12,678
Total	$	166,920	$	158,451

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General (Details) Households in Millions	Apr. 30, 2016 Households
General [Abstract]
Household Broadcast Penetration, Number of Households Period End	88

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Basis of Financial Statement Presentation (Details) - USD ($)	3 Months Ended		12 Months Ended
	Apr. 30, 2016	May. 02, 2015	Feb. 02, 2013	Jan. 30, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Unamortized Debt Issuance Expense	$ 1,600,000
Number of Weeks in Fiscal Year, Minimum	364 days
Number of Weeks in Fiscal Year, Maximum			371 days
Number Of Weeks In Fiscal Period	P13W	P13W
PNC Bank, N.A. [Member] | Term Loan [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Unamortized Debt Issuance Expense	$ 244,000			$ 266,000
PNC Bank, N.A. [Member] | Line of Credit [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Unamortized Debt Issuance Expense				$ 694,000

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Fair Value Measurements (Details) - USD ($)	Apr. 30, 2016	Jan. 30, 2016
Fair Value, Option, Quantitative Disclosures [Line Items]
Restricted Cash and Investments, Current	$ 450,000	$ 450,000
Long term, Total Credit Facility	89,075,000
Long-term Line of Credit, Noncurrent	84,432,000	70,271,000
Indefinite-Lived License Agreements	12,000,000	12,000,000
Operating and Broadcast Rights [Member]
Fair Value, Option, Quantitative Disclosures [Line Items]
Indefinite-Lived License Agreements	$ 12,000,000	$ 12,000,000

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Intangible Assets (Details) - USD ($)	3 Months Ended		12 Months Ended
	Apr. 30, 2016	May. 02, 2015	Jan. 30, 2016
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	$ 1,103,000		$ 1,103,000
Finite-Lived Intangible Assets, Accumulated Amortization	(98,000)		(80,000)
Indefinite-Lived License Agreements	12,000,000		12,000,000
Fair Market Value of FCC License			12,900,000
Amortization of Intangible Assets	18,000	$ 6,000
Finite-Lived Intangible Assets, Amortization Expense, Next Five Years			74,000
Operating and Broadcast Rights [Member]
Finite-Lived Intangible Assets [Line Items]
Indefinite-Lived License Agreements	12,000,000		$ 12,000,000
EVINE trademark [Member]
Finite-Lived Intangible Assets [Line Items]
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life			15 years
Finite-Lived Intangible Assets, Gross	1,103,000		$ 1,103,000
Finite-Lived Intangible Assets, Accumulated Amortization	$ (98,000)		$ (80,000)

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Credit Agreements (Details) - USD ($)			3 Months Ended		12 Months Ended
	Oct. 09, 2015	Feb. 01, 2014	Apr. 30, 2016	May. 02, 2015	Jan. 28, 2017	Mar. 10, 2016	Jan. 30, 2016	Oct. 08, 2015	Feb. 09, 2012
Debt Instrument [Line Items]
Long-term Debt, Maturities, Repayments of Principal in Next Rolling Twelve Months			$ 2,245,000
Document Period End Date			Apr. 30, 2016
Long-term Debt			$ 87,425,000				$ 72,414,000
Unamortized Debt Issuance Expense			(1,600,000)
Long-term Line of Credit, Noncurrent			84,432,000				70,271,000
Long-term Debt, Maturities, Repayments of Principal in Year Two			3,242,000
Long-term Debt, Maturities, Repayments of Principal in Year Three			2,993,000
Long-term Debt, Maturities, Repayments of Principal in Year Four			2,744,000
Long-term Debt, Maturities, Repayments of Principal in Year Five			64,959,000
Thereafter			12,892,000
Long term, Total Credit Facility			87,425,000				72,414,000
Long-term Debt, Current Maturities			2,993,000				2,143,000
Long-term Debt, Excluding Current Maturities			$ 84,432,000				70,271,000
PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity								$ 90,000,000
Line of Credit, Accordion Feature								25,000,000
Debt Instrument, Maturity Date Range, End			5 years
Line of Credit Facility, Capacity Available for Trade Purchases								6,000,000
Long-term Debt, Imputed Interest Rate			6.00%
Debt Instrument, Covenant Compliance, Minimum Unrestricted Cash Requirement			$ 10,000,000
Debt Instrument, Covenant Compliance, Minimum Unrestricted Cash Threshold for Additional Covenants						$ 18,000,000
Unrestricted Cash Plus Credit Facility Availability			49,800,000
Deferred Finance Costs, Noncurrent, Net			$ 1,148,000						$ 466,000
GACP [Member]
Debt Instrument [Line Items]
Debt Instrument, Maturity Date Range, End			5 years
Long-term Debt, Imputed Interest Rate			14.00%
Interest Expense, Debt			$ 342,000
Debt Instrument, Covenant Description			1.1 to 1.0
Deferred Finance Costs, Noncurrent, Net			$ 1,453,000
2012 Line Of Credit Agreement - PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Interest Expense, Debt			857,000	$ 593,000
Long-term Debt [Member]
Debt Instrument [Line Items]
Thereafter			0
Line of Credit [Member]
Debt Instrument [Line Items]
Thereafter			$ 0
LIBOR [Member] | PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Debt Instrument Minimum Basis Spread		5.00%
Debt Instrument Maximum Basis Spread			6.00%
LIBOR [Member] | GACP [Member]
Debt Instrument [Line Items]
LIBOR Rate Period One			1 month
LIBOR Rate Period Two			2 months
LIBOR Rate Period Three			3 months
Interest Rate Floor [Member] | GACP [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate			1.00%
Base Rate Option [Member] | PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Debt Instrument Minimum Basis Spread			4.00%
Debt Instrument Maximum Basis Spread			5.00%
Base Rate Option [Member] | GACP [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate			11.00%
Alternate Base Rate [Domain] | GACP [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate			10.00%
Year One [Member] | PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Debt Early Termination Fee	3.00%
Year One [Member] | GACP [Member]
Debt Instrument [Line Items]
Debt Early Termination Fee			3.00%
Year Two [Member] | PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Debt Early Termination Fee	1.00%
Year Two [Member] | GACP [Member]
Debt Instrument [Line Items]
Debt Early Termination Fee			2.00%
Year Three [Member] | PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Debt Early Termination Fee	0.50%
Year Three [Member] | GACP [Member]
Debt Instrument [Line Items]
Debt Early Termination Fee			1.00%
Term Loan [Member] | PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Long-term Debt, Maturities, Repayments of Principal in Next Rolling Twelve Months			$ 1,608,000
First Security Interest Maximum - Bowling Green Facility						13,000,000
Debt Instrument, Term			84 months
Mandatory Prepayment Maximum Amount			$ 2,000,000
Long-term Debt			12,245,000				12,780,000	$ 15,000,000
Unamortized Debt Issuance Expense			(244,000)				(266,000)
Long-term Debt, net carrying value			12,001,000				12,514,000
Long-term Debt, Maturities, Repayments of Principal in Year Two			2,321,000
Long-term Debt, Maturities, Repayments of Principal in Year Three			2,143,000
Long-term Debt, Maturities, Repayments of Principal in Year Four			1,964,000
Long-term Debt, Maturities, Repayments of Principal in Year Five			4,209,000
Long-term Debt, Current Maturities			2,143,000
Term Loan [Member] | GACP [Member]
Debt Instrument [Line Items]
Long-term Debt, Maturities, Repayments of Principal in Next Rolling Twelve Months			$ 637,000
Long-term Debt, Maturities, Repayments of Principal						70,833
Mandatory Prepayment Percentage			50.00%
Long-term Debt			$ 16,930,000			$ 17,000,000
Long-term Debt, Maturities, Repayments of Principal in Year Two			921,000
Long-term Debt, Maturities, Repayments of Principal in Year Three			850,000
Long-term Debt, Maturities, Repayments of Principal in Year Four			780,000
Long-term Debt, Maturities, Repayments of Principal in Year Five			850,000
Thereafter			12,892,000
GACP [Member]
Debt Instrument [Line Items]
Long-term Debt			16,930,000				0
Unamortized Debt Issuance Expense			(1,406,000)				0
Long-term Debt, net carrying value			15,524,000				0
Line of Credit [Member] | PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Long-term Line of Credit			59,900,000				59,900,000
Long-term Debt, Maturities, Repayments of Principal in Next Rolling Twelve Months			0
Line of Credit Facility, Remaining Borrowing Capacity			17,100,000
Unamortized Debt Issuance Expense							$ (694,000)
Long-term Debt, Maturities, Repayments of Principal in Year Two			0
Long-term Debt, Maturities, Repayments of Principal in Year Three			0
Long-term Debt, Maturities, Repayments of Principal in Year Four			0
Long-term Debt, Maturities, Repayments of Principal in Year Five			$ 59,900,000
Minimum [Member] | Scenario, Forecast [Member] | LIBOR [Member] | PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate					3.00%
Maximum [Member] | Scenario, Forecast [Member] | LIBOR [Member] | PNC Bank, N.A. [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate					4.50%

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Stock Grant Volatility (Details)	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Equity [Abstract]
Award Vesting Period	3 years
Expected Volatility Rate, Minimum	84.00%	82.00%
Risk Free Interest Rate, Minimum	1.70%	1.70%
Risk Free Interest Rate, Maximum	1.70%	1.70%
Expected Term	6 years	6 years
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Maximum Expected Term	6 years	6 years
Grant Term Limit	10 years
Exercise Term Limit	10 years
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum	84.00%	82.00%

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Stock Option Activity (Details) - $ / shares	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Granted, weighted average grant date fair value	$ 0.85	$ 4.35
2011 Omnibus Incentive Plan [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term	8 years 6 months
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	8 years 7 months 6 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Balance outstanding at beginning of period	1,555,000
Granted	966,000
Exercised	0
Forfeited or canceled	(495,000)
Balance outstanding at end of period	2,026,000
Options exercisable	841,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Balance outstanding at beginning of period, weighted average exercise price	$ 4.30
Granted, weighted average grant date fair value	1.19
Exercised, weighted average exercise price	0.00
Forfeited or canceled, weighted average grant date fair value	4.68
Balance outstanding at end of period, weighted average exercise price	2.72
Options exercisable, weighted average exercise price	$ 3.76
2004 Omnibus Incentive Stock Plan [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term	3 years
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	2 years 11 months 30 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Balance outstanding at beginning of period	670,000
Granted	0
Exercised	0
Forfeited or canceled	(19,000)
Balance outstanding at end of period	651,000
Options exercisable	633,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Balance outstanding at beginning of period, weighted average exercise price	$ 6.18
Granted, weighted average grant date fair value	0.00
Exercised, weighted average exercise price	0.00
Forfeited or canceled, weighted average grant date fair value	8.78
Balance outstanding at end of period, weighted average exercise price	6.10
Options exercisable, weighted average exercise price	$ 6.14
2001 Omnibus Stock Plan [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term	1 year 11 months 28 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	1 year 11 months 28 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Balance outstanding at beginning of period	399,000
Granted	0
Exercised	0
Forfeited or canceled	(8,000)
Balance outstanding at end of period	391,000
Options exercisable	391,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Balance outstanding at beginning of period, weighted average exercise price	$ 7.78
Granted, weighted average grant date fair value	0.00
Exercised, weighted average exercise price	0.00
Forfeited or canceled, weighted average grant date fair value	10.48
Balance outstanding at end of period, weighted average exercise price	7.73
Options exercisable, weighted average exercise price	$ 7.73

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Outstanding Stock Options (Details) - USD ($)	3 Months Ended
	Apr. 30, 2016	Jan. 30, 2016
2011 Omnibus Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options outstanding	2,026,000	1,555,000
Options outstanding, weighted average exercise price	$ 2.72	$ 4.30
Options outstanding, weighted average remaining contractual term	8 years 7 months 6 days
Options outstanding, aggregate intrinsic value	$ 340,000
Vested or expected to vest, outstanding	1,926,000
Vested or expected to vest, outstanding, weighted average exercise price	$ 2.78
Vested or expected to vest, outstanding, weighted average remaining contractual term	8 years 6 months
Vested or expected to vest, outstanding, aggregate intrinsic value	$ 306,000
2004 Omnibus Incentive Stock Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options outstanding	651,000	670,000
Options outstanding, weighted average exercise price	$ 6.10	$ 6.18
Options outstanding, weighted average remaining contractual term	2 years 11 months 30 days
Options outstanding, aggregate intrinsic value	$ 1,000
Vested or expected to vest, outstanding	649,000
Vested or expected to vest, outstanding, weighted average exercise price	$ 6.10
Vested or expected to vest, outstanding, weighted average remaining contractual term	3 years
Vested or expected to vest, outstanding, aggregate intrinsic value	$ 1,000
2001 Omnibus Stock Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options outstanding	391,000	399,000
Options outstanding, weighted average exercise price	$ 7.73	$ 7.78
Options outstanding, weighted average remaining contractual term	1 year 11 months 28 days
Options outstanding, aggregate intrinsic value	$ 0
Vested or expected to vest, outstanding	391,000
Vested or expected to vest, outstanding, weighted average exercise price	$ 7.73
Vested or expected to vest, outstanding, weighted average remaining contractual term	1 year 11 months 28 days
Vested or expected to vest, outstanding, aggregate intrinsic value	$ 0

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Narrative (Details)		3 Months Ended
	Nov. 18, 2014	Apr. 30, 2016 USD ($) $ / shares shares	May. 02, 2015 USD ($) $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated Share-based Compensation Expense		$ 120,000	$ 261,000
Document Period End Date		Apr. 30, 2016
Number of Omnibus Stock Plans		1
Award Vesting Period		3 years
Granted, weighted average grant date fair value | $ / shares		$ 0.85	$ 4.35
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value		$ 0	$ 1,397,000
Unrecognized compensation cost related to non-vested awards		$ 880,000
Period for recognition of unrecognized compensation cost		2 years 5 months 19 days
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase price of common stock, percent		100.00%
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period		10 years
Award Vesting Period		3 years
2011 Omnibus Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized | shares		6,000,000
Granted, weighted average grant date fair value | $ / shares		$ 1.19
Share-based Compensation Arrangement, Options, Grants in Period, Gross | shares		966,000
2004 Omnibus Incentive Stock Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted, weighted average grant date fair value | $ / shares		$ 0.00
Share-based Compensation Arrangement, Options, Grants in Period, Gross | shares		0
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award Vesting Period	3 years
Unrecognized compensation cost related to non-vested awards		$ 1,157,000

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Market Based Stock Option Awards (Details) - USD ($)	3 Months Ended
	Apr. 30, 2016	May. 02, 2015	Jan. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation	$ 237,000	$ 609,000
Allocated Share-based Compensation Expense	$ 120,000	$ 261,000
Granted, weighted average grant date fair value	$ 0.85	$ 4.35
Expected Term	6 years	6 years
2011 Omnibus Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted	966,000
Options outstanding	2,026,000		1,555,000
Granted, weighted average grant date fair value	$ 1.19
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation	$ 117,000	$ 348,000

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Stock-Based Compensation - Restricted Stock Awards (Details) - USD ($)		3 Months Ended
	Nov. 18, 2014	Apr. 30, 2016	May. 02, 2015	Mar. 20, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation		$ 237,000	$ 609,000
Unrecognized compensation cost related to non-vested awards		$ 880,000
Award Vesting Period		3 years
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation		$ 117,000	348,000
Unrecognized compensation cost related to non-vested awards		$ 1,157,000
Weighted average remaining contractual term		1 year 10 months 27 days
Restricted stock vested in period, total fair value		$ 23,000	$ 88,000
Granted		368,000
Award Vesting Period	3 years
Total grant date fair value		$ 187,101		$ 417,593
Non-vested shares outstanding, end of period		934,000
Fiscal 2015 - Restricted Stock - Time Based [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted			67,786

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Stock-Based Compensation - Restricted Stock Awards Non-Vested Restricted Stock Table (Details) - USD ($)		3 Months Ended
	Nov. 18, 2014	Apr. 30, 2016	May. 02, 2015	Jan. 30, 2016	Mar. 20, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation		$ 237,000	$ 609,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
Award Vesting Period		3 years
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation		$ 117,000	$ 348,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
Non-vested shares outstanding, beginning of period		861,000
Granted		368,000
Award Vesting Period	3 years
Vested		28,000
Forfeited		(267,000)
Non-vested shares outstanding, end of period		934,000
Share Based Compensation Arrangement by Share Based Payment Award Equity Intstrument Other than Options Aggregate Value		$ 187,101			$ 417,593
Share-based Compensation Arrangement by Share based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
Non-vested outstanding, Weighted Average Grant Date Fair Value, Beginning of Year		$ 2.77		$ 4.46
Granted, Weighted Average Grant Date Fair Value		1.12
Vested, Weighted Average Grant Date Fair Value		5.76
Forfeited, Weighted Average Grant Date Fair Value		$ 5.60
Fiscal 2015 - Restricted Stock - Time Based [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
Granted			67,786
Fiscal 2015 - Restricted Stock - Total Shareholder Return [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
Granted			106,963
Share Based Compensation Arrangement by Share Based Payment Award Equity Intstrument Other than Options Aggregate Value			$ 776,865

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Stock-Based Compensation - Restricted Stock Awards Market Based Restricted Stock (Details) - USD ($)		3 Months Ended
	Nov. 18, 2014	Apr. 30, 2016	May. 02, 2015	Jan. 30, 2016	Mar. 20, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period		3 years
Granted, weighted average grant date fair value		$ 0.85	$ 4.35
Expected Term		6 years	6 years
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	3 years
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period		368,000
Share Based Compensation Arrangement by Share Based Payment Award Equity Intstrument Other than Options Aggregate Value		$ 187,101			$ 417,593
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number		934,000		861,000
Fiscal 2016 - Restricted Stock - Total Shareholder Return [Domain]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period		179,156
Share Based Compensation Arrangement by Share Based Payment Award Equity Intstrument Other than Options Aggregate Value		$ 223,571
Fiscal 2016 - Restricted Stock - Time Based [Domain]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period		188,991
Fiscal 2015 - Restricted Stock - Total Shareholder Return [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk Free Interest Rate			0.90%
Granted, weighted average grant date fair value			$ 7.26
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period			106,963
Share Based Compensation Arrangement by Share Based Payment Award Equity Intstrument Other than Options Aggregate Value			$ 776,865
Less than 33% [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted Stock, Vesting Criteria, Total Shareholder Return		0.00%	0.00%
Greater than 33% [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted Stock, Vesting Criteria, Total Shareholder Return		50.00%	50.00%
Greater than 50% [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted Stock, Vesting Criteria, Total Shareholder Return		100.00%	100.00%
Greater than 100% [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted Stock, Vesting Criteria, Total Shareholder Return		150.00%	150.00%
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period		3 years
Minimum [Member] | Fiscal 2016 - Restricted Stock - Total Shareholder Return [Domain]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk Free Interest Rate		0.90%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate		71.00%
Granted, weighted average grant date fair value		$ 0.98
Minimum [Member] | Fiscal 2015 - Restricted Stock - Total Shareholder Return [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate			54.00%
Maximum [Member] | Fiscal 2016 - Restricted Stock - Total Shareholder Return [Domain]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk Free Interest Rate		1.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate		73.00%
Granted, weighted average grant date fair value		$ 1.72
Maximum [Member] | Fiscal 2015 - Restricted Stock - Total Shareholder Return [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate			55.00%

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Net Loss Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Earnings Per Share [Abstract]
Document Period End Date	Apr. 30, 2016
Net income (loss) (a)	$ (4,942)	$ (4,728)
Weighted average number of common shares outstanding — Basic	57,181,155	56,640,767
Dilutive effect of stock options, non-vested shares and warrants (b)	0	0
Weighted average number of common shares outstanding — Diluted	57,181,155	56,640,767
Net income (loss) per common share	$ (0.09)	$ (0.08)
Net income (loss) per common share — assuming dilution	$ (0.09)	$ (0.08)
Severance Costs	$ 3,601	$ 2,590
Distribution facility consolidation and technology upgrade costs	$ 80	$ 0
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	0	741,000

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Business Segments and Sales by Product Group (Details) $ in Thousands	3 Months Ended
	Apr. 30, 2016 USD ($) Segment	May. 02, 2015 USD ($)
Revenue from External Customer [Line Items]
Number of Reportable Segments | Segment	1
Document Period End Date	Apr. 30, 2016
Jewelry & Watches	$ 64,174	$ 65,809
Home & Electronics	35,646	37,110
Beauty, Health & Fitness	23,240	19,525
Fashion (apparel, outerwear & accessories)	27,528	23,329
All other	16,332	12,678
Total	$ 166,920	$ 158,451

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Income Taxes (Details) - USD ($)	3 Months Ended	12 Months Ended
	Apr. 30, 2016	Jan. 28, 2017	Jan. 30, 2016	Jul. 10, 2015
Income Tax Disclosure [Abstract]
Operating Loss Carryforwards			$ 312,000,000
Deferred Tax Assets, Operating Loss Carryforwards, State and Local			$ 200,000,000
Deferred Income Tax Expense (Benefit)	$ 197,000
Income Tax Disclosures [Line Items]
one one-thousandth of a share of Preferred Stock unit price				$ 9.00
Related Party, Ownership Interest in Company				4.99%
Preferred Stock, Par or Stated Value Per Share	$ 0.01		$ 0.01
Scenario, Forecast [Member]
Income Tax Disclosures [Line Items]
Deferred Income Tax Expense (Benefit), Remainder of Year		$ 591,000

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Related Party Transactions (Details)			3 Months Ended		12 Months Ended
	Apr. 30, 2016 board_members	Feb. 25, 2009 board_members shares	Apr. 30, 2016 USD ($)	May. 02, 2015 USD ($)	Jan. 30, 2016 shares	Oct. 15, 2015 $ / shares	Jul. 10, 2015
Related Party Transaction [Line Items]
Document Period End Date			Apr. 30, 2016
Current Fiscal Year End Date			--01-28
Number of Board Members Appointed by Affiliates who Hold Upper Limit Beneficial Ownership | board_members	1	3
Related Party, Ownership Interest in Company							4.99%
Joint Venture, Minimum Beneficial Ownership Percentage of Partners, Upper Limit		50.00%
Joint Venture, Shares, Beneficial Ownership		8,710,000
Number of Board Members Appointed by Affiliates who Hold Lower Limit Beneficial Ownership | board_members		2
Joint Venture, Minimum Beneficial Ownership Percentage of Partners, Lower Limit		10.00%
Joint Venture, Affiliate Ownership Percentage Threshold to Sell Outstanding Shares, Lower Threshold		5.00%
Joint Venture, Affiliate Percentage Ownership Threshold to Sell Outstanding Shares, Upper Threshold		90.00%
GE [Member]
Related Party Transaction [Line Items]
Common Stock Shares Held in Subsidiary					3,545,049
Sale of Stock, Price Per Share | $ / shares						$ 2.15
NBCU [Member]
Related Party Transaction [Line Items]
Common Stock Shares Held in Subsidiary					7,141,849
Minimum Beneficial Ownership to Retain Board Seat					5.00%
Related Party, Ownership Interest in Company					12.50%
Joint Venture, Maximum Aggregate Transfer of Beneficial Ownership to Individual, Percentage		20.00%
On Air Food Supplier [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Purchases from Related Party | $			$ 869,000	$ 83,000
Newgistics, Inc. [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Purchases from Related Party | $			$ 1,465,000	$ 1,310,000

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Distribution Facility Expansion, Consolidation & Technology Upgrade (Details) $ in Thousands	3 Months Ended		24 Months Ended
	Apr. 30, 2016 USD ($) ft²	May. 02, 2015 USD ($)	Jan. 30, 2016 USD ($)	Jan. 31, 2015 ft²
Future Distribution Facility Expansion [Line Items]
Previous Facility Square Footage | ft²				262,000
Expanded Facility Square Footage | ft²	600,000
Document Period End Date	Apr. 30, 2016
Distribution facility consolidation and technology upgrade costs | $	$ 80	$ 0
Significant fixed Asset Acquisition | $			$ 25,000

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Executive and Management Transition Costs (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Executive Transition Costs [Abstract]
Severance Costs	$ 3,601	$ 2,590