ACQUISITION

12 Months Ended

Feb. 01, 2014

ACQUISITION

ACQUISITION

2. ACQUISITION

On August 6, 2013, we acquired all of the outstanding common stock of JA Holding, the parent company of the American clothing brand Joseph Abboud® and a U.S. tailored clothing factory, for $97.5 million in cash consideration, subject to certain adjustments. The total net cash consideration after these adjustments was $94.9 million. The cash paid at closing was funded by $100.0 million borrowed under the term loan provision of our Credit Agreement (see Note 4). Acquisition and integration costs of $6.7 million during fiscal 2013 are included in the consolidated statement of earnings within SG&A expenses.

The following table summarizes the fair values of the identifiable assets acquired and liabilities assumed in the JA Holding acquisition (amounts in millions).

Accounts receivable	$	12.8
Inventories		6.5
Other assets		3.1
Property and equipment		7.3
Goodwill		49.3
Tradename		30.0
Accounts payable, accrued expenses and other current liabilities		(7.2	)
Other liabilities		(6.9	)
Total purchase price	$	94.9

Goodwill is calculated as the excess of the purchase price over the net assets acquired. The acquisition resulted in goodwill primarily related to growth opportunities as we believe this transaction will accelerate our strategy of offering exclusive brands with broad appeal at attractive prices. All of the goodwill has been assigned to our retail reportable segment and is non-deductible for tax purposes. Acquired intangible assets consist of the Joseph Abboud tradename which is not subject to amortization but will be evaluated at least annually for impairment.

The results of operations for JA Holding are included in the consolidated statements of earnings beginning on August 6, 2013 and were not significant to our consolidated results. The impact of the acquisition on our results of operations, as if the acquisition had been completed as of the beginning of the periods presented, is not significant.