Income Taxes

Changes in Tax Law

In December 2017, the 2017 Tax Cuts and Jobs Act in the U.S. (referred to herein as the “Tax Reform”), was enacted into law. The Tax Reform includes significant changes to the U.S. corporate income tax system, including a reduction in the U.S. federal corporate income tax rate from 35% to 21% and a one-time mandatory transition tax on accumulated foreign earnings.

The Tax Reform also established new tax laws that were effective beginning in calendar 2018, including but not limited to (i) a new provision designed to tax global intangible low-taxed income (“GILTI”), (ii) a general elimination of U.S. federal income taxes on dividends from foreign subsidiaries, (iii) a limitation on deductible interest expense and (iv) limitations on the deductibility of certain executive compensation.

The Securities and Exchange Commission (“SEC”) issued authoritative guidance which addresses accounting for the impact of the Tax Reform. This guidance provides a measurement period, which should not extend beyond one year from the enactment date, during which the Company may finalize the accounting for the impacts of the Tax Reform, and allows for the Company to record provisional estimates of such amounts. As a result, during the fourth quarter of fiscal 2018, the Company recorded estimated additional income tax expense of $47.9 million. This is comprised of a provisional charge of $24.9 million for the re-measurement of U.S. deferred tax assets and a provisional charge of $23.0 million for the estimated effects of the transitional tax on the deemed repatriation of foreign earnings. During the third quarter of fiscal 2019, the Company completed the preparation of its U.S. federal tax return for fiscal 2018 and concluded, based on the additional information that had become available, that no transition tax was due with respect to the Tax Reform. As a result, during the third quarter of fiscal 2019, the Company reversed a portion of provisional amounts initially recorded during the three months ended February 3, 2018 and recorded a benefit of $19.6 million. During the fourth quarter of fiscal 2019, the Company concluded, based on additional regulatory guidance issued during the quarter, related to the Tax Reform, that the Company would owe transition taxes if proposed legislation that clarifies existing tax regulation with respect to the dividends received deduction calculation is passed into law. As a result, during the three months ended February 2, 2019, the Company recorded additional charges due to the Tax Reform of $25.8 million.

The Company has historically considered the undistributed earnings of its foreign subsidiaries to be indefinitely reinvested. As a result of the Tax Reform, the Company had a substantial amount of previously taxed earnings that could be distributed to the U.S. without additional U.S. taxation. The Company continues to evaluate its plans for reinvestment or repatriation of unremitted foreign earnings and regularly review its cash positions and determination of permanent reinvestment of foreign earnings. If the Company determines that all or a portion of such foreign earnings are no longer indefinitely reinvested, it may be subject to additional foreign withholding taxes and U.S. state income taxes, beyond the Tax Reform’s one-time transition tax. The Company intends to indefinitely reinvest the remaining earnings from the Company’s foreign subsidiaries for which a deferred tax liability has not already been recorded.

The Company is subject to a tax on global intangible low-taxed income (“GILTI”). GILTI is a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations. Companies subject to GILTI have the option to account for the tax as a period cost if and when incurred, or factor such amounts into the measurement of deferred taxes. The Company has elected to account for GILTI as a period cost. For the year ended February 2, 2019, the Company had no net tax provision related to GILTI tax.

During the fourth quarter of fiscal 2018, the Company also early adopted authoritative guidance which addresses certain stranded income tax effects in accumulated other comprehensive loss resulting from the Tax Reform. As a result, the Company recorded a cumulative adjustment of $1.2 million to reclassify the stranded income tax effects from the Tax Reform that were included in accumulated other comprehensive income (loss) to retained earnings.

Income Tax Expense

Income tax expense (benefit) is summarized as follows (in thousands):



	Year Ended		Year Ended		Year Ended
	Feb 2, 2019		Feb 3, 2018		Jan 28, 2017
Federal:
Current	$	16,495	$	34,181	$	8,212
Deferred	4,543		21,595		(636		)
State:
Current	1,408		1,903		2,537
Deferred	1,532		217		(1,000		)
Foreign:
Current	3,385		7,333		17,055
Deferred	2,179		8,943		2,044
Total	$	29,542	$	74,172	$	28,212

Actual income tax expense differs from expected income tax expense obtained by applying the statutory federal income tax rate to earnings before income taxes as follows:



	Year Ended		Year Ended		Year Ended
	Feb 2, 2019		Feb 3, 2018		Jan 28, 2017
Computed “expected” tax rate	21.0	%	33.7	%	35.0	%
State taxes, net of federal benefit	1.1	%	2.4	%	1.9	%
Non-U.S. tax expense higher (lower) than federal statutory tax rate¹	24.2	%	(10.5	%)	(2.9	%)
Tax Reform - repatriation tax adjustment^2,5	(41.8	%)	32.8	%	—	%
Tax Reform - deferred tax adjustment	—	%	35.4	%	—	%
Cumulative valuation reserve³	—	%	—	%	12.7	%
Valuation reserve⁴	0.5	%	12.9	%	10.9	%
Unrecognized tax liabilities (benefits)⁵	51.3	%	0.8	%	1.0	%
Share-based compensation⁶	0.2	%	1.5	%	—	%
Net tax settlements	—	%	—	%	3.5	%
Sale of minority interest investment	—	%	—	%	(4.3	%)
Estimated exit tax charge	—	%	—	%	3.5	%
Prior year tax adjustments	0.3	%	0.7	%	(4.4	%)
Non-deductible permanent differences	16.5	%	(4.1	%)	(4.3	%)
Foreign derived intangible income	(10.2	%)	—	%	—	%
Other	0.1	%	—	%	—	%
Effective tax rate	63.2	%	105.6	%	52.6	%

______________________________________________________________________

The jurisdictional location of pre-tax income (loss) may represent a significant component of the Company’s effective tax rate as income tax rates outside the U.S. are generally lower than the U.S. statutory income tax rate. Furthermore, the impact of changes in the jurisdictional location of pre-tax income (loss) on the Company’s effective tax rate will be greater at lower levels of consolidated pre-tax income (loss). These amounts exclude the impact of net changes in valuation allowances, audit and other adjustments related to the Company’s non-U.S. operations, as they are reported separately in the appropriate corresponding line items in the table above. The impact on the Company’s effective tax rate was primarily due to lower U.S. taxes resulting from the Tax Reform and the mix of earnings in foreign jurisdictions.

During fiscal 2018, the Company recognized additional tax expense resulting from the enactment of the Tax Reform to account for the estimated effects of the transitional tax on the deemed repatriation of foreign earnings and reduced deferred tax assets due to lower future U.S. corporate tax rates. During the third quarter of fiscal 2019, the Company completed the preparation of its U.S. federal tax return for fiscal 2018 and concluded, based on the additional information that had become available, that no transition tax was due with respect to the Tax Reform. As a result, during the third quarter of fiscal 2019, the Company reversed a portion of provisional amounts initially recorded during the three months ended February 3, 2018 and recorded a benefit of $19.6 million.


³	Amounts represent valuation reserves resulting from jurisdictions where there have been cumulative net operating losses, limiting the Company’s ability to consider other subjective evidence to continue to recognize the existing deferred tax assets.


⁴	Amounts relate primarily to valuation reserves on non-cumulative net operating losses or other deferred tax assets arising during the respective period.

⁵

During the fourth quarter of fiscal 2019, the Company concluded based on additional regulatory guidance issued during the quarter related to the Tax Reform, that the Company would owe transition taxes if proposed legislation that clarifies existing tax regulation with respect to the dividends received deduction calculation is passed into law. As a result, during the three months ended February 2, 2019, the Company recorded additional charges due to the Tax Reform of $25.8 million as an uncertain tax position.

⁶

During fiscal 2018, the Company adopted authoritative guidance which requires all income tax effects of stock awards (resulting from an increase or decrease in the fair value of an award from grant date to the vesting date) to be recognized in the income statement when the awards vest or are settled. This is a change from previous guidance that required such activity to be recorded in paid-in capital within stockholders’ equity.

Total income tax expense (benefit) is allocated as follows (in thousands):



	Year Ended		Year Ended			Year Ended
	Feb 2, 2019		Feb 3, 2018			Jan 28, 2017
Operations ¹	$	29,542	$	74,172		$	28,212
Stockholders’ equity ¹	3,006		(3,173		)	1,782
Total income tax expense	$	32,548	$	70,999		$	29,994

______________________________________________________________________

The tax effects of the components of other comprehensive income (loss) are allocated as follows (in thousands):



	Year Ended		Year Ended			Year Ended
	Feb 2, 2019		Feb 3, 2018			Jan 28, 2017
Derivative financial instruments designated as cash flow hedges	$	2,402	$	(2,738	)	$	(864	)
Marketable securities	—		—			6
Defined benefit plans	604		(435		)	(21		)
Total income tax expense (benefit) ¹	$	3,006	$	(3,173	)	$	(879	)

______________________________________________________________________

During the fourth quarter of fiscal 2018, the Company early adopted authoritative guidance which addresses certain stranded income tax effects in accumulated other comprehensive loss resulting from the Tax Reform enacted in December 2017. As a result, the Company recorded a cumulative adjustment to increase retained earnings by $1.2 million with a corresponding reduction to accumulated other comprehensive loss related to the Company’s Supplemental Executive Retirement Plan and its interest rate swap designated as a cash flow hedge based in the U.S. The impact from this reclassification on accumulated other comprehensive income (loss) has been excluded from the amounts provided in this table.

Total earnings before income tax expense and noncontrolling interests are comprised of the following (in thousands):



	Year Ended			Year Ended		Year Ended
	Feb 2, 2019			Feb 3, 2018		Jan 28, 2017
Domestic operations	$	97,885		$	39,112	$	32,944
Foreign operations	(51,177		)	31,159		20,666
Earnings before income tax expense and noncontrolling interests	$	46,708		$	70,271	$	53,610

Deferred Taxes

The tax effects of temporary differences that give rise to significant portions of deferred tax assets and deferred tax liabilities as of February 2, 2019 and February 3, 2018 are presented below (in thousands):



	Feb 2, 2019			Feb 3, 2018
Deferred tax assets:
Net operating losses	$	23,212		$	19,859
Defined benefit plans	12,883			13,155
Deferred compensation	9,823			10,721
Rent expense	7,114			7,651
Fixed asset basis	6,638			10,704
Deferred income	4,373			7,141
Accrued bonus	2,208			251
Account receivable/return reserve	2,009			1,926
Bad debt reserve	1,933			2,529
Uniform capitalization	1,419			974
Inventory valuation	1,339			3,005
Lease incentives	1,337			1,814
Other	18,883			25,521
Total deferred tax assets	93,171			105,251
Deferred tax liabilities:
Goodwill amortization	(2,267		)	(2,303		)
Excess of tax over book depreciation/amortization	(101		)	(135		)
Other	(769		)	(4,517		)
Valuation allowance	(32,810		)	(32,601		)
Net deferred tax assets ¹	$	57,224		$	65,695

______________________________________________________________________


¹	As of February 2, 2019, there were no amounts included for net deferred tax liabilities recorded in other long-term liabilities in the Company’s consolidated balance sheet. There were $2.7 million net deferred tax liabilities recorded in other long-term liabilities in the Company’s consolidated balance sheet at February 3, 2018.

Based on the historical earnings of the Company and projections of future taxable earnings in certain jurisdictions, management believes it is more likely than not that the results of operations will not generate sufficient taxable earnings to realize certain net deferred tax assets. Therefore, the Company has recorded a valuation allowance of $32.8 million, which is an increase of $0.2 million from the prior year.

As of February 2, 2019, certain of the Company’s operations had net operating loss carryforwards of $90.3 million. These are comprised of $27.5 million of operating loss carryforwards that have an unlimited carryforward life, $62.8 million of foreign operating loss carryforwards that expire between fiscal 2020 and fiscal 2038. Based on the historical earnings of these operations, management believes that it is more likely than not that some of the operations will not generate sufficient earnings to utilize all of the net operating loss. As of February 2, 2019 and February 3, 2018, the Company had a valuation allowance of $22.9 million and $20.4 million, respectively, related to its net operating loss carryforwards.

Unrecognized Tax Benefit

The Company and its subsidiaries are subject to U.S. federal and foreign income tax as well as income tax of multiple state and foreign local jurisdictions. From time-to-time, the Company is subject to routine income tax audits on various tax matters around the world in the ordinary course of business. Although the Company has substantially concluded all U.S. federal, foreign, state and foreign local income tax matters for years through fiscal 2013, as of February 2, 2019, several income tax audits were underway in multiple jurisdictions for various periods after fiscal 2013. The Company does not believe that the resolution of open matters will have a material effect on the Company’s financial position or liquidity.

The Company accrues an amount for its estimate of additional income tax liability which the Company, more likely than not, will incur as a result of the ultimate resolution of income tax audits (“uncertain tax positions”). The Company reviews and updates the estimates used in the accrual for uncertain tax positions as more definitive information becomes available from taxing authorities, upon completion of tax audits, upon expiration of statutes of limitation, or upon occurrence of other events.

A reconciliation of the beginning and ending amount of gross unrecognized tax benefit (excluding interest and penalties) is as follows (in thousands):



	Year Ended			Year Ended			Year Ended
	Feb 2, 2019			Feb 3, 2018			Jan 28, 2017
Beginning balance	$	16,771		$	12,983		$	12,585
Additions:
Tax positions related to the prior year	25,822			3,129			667
Tax positions related to the current year	267			222			106
Reductions:
Tax positions related to the prior year	(2,934		)	(355		)	(286		)
Tax positions related to the current year	(449		)	(303		)	—
Settlements	—			—			—
Expiration of statutes of limitations	—			(206		)	—
Foreign currency translation	(726		)	1,301			(89		)
Ending balance	$	38,751		$	16,771		$	12,983

The amount of unrecognized tax benefit as of February 2, 2019 includes $38.3 million (net of federal benefit on state issues) which, if ultimately recognized, may reduce our future annual effective tax rate. As of February 2, 2019 and February 3, 2018, the Company had $41.4 million and $19.0 million, respectively, of aggregate accruals for uncertain tax positions, including penalties and interest.

The Company’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company included interest and penalties related to uncertain tax positions of $0.5 million, $0.5 million and $0.2 million in net income tax expense for fiscal 2019, fiscal 2018 and fiscal 2017, respectively. Total interest and penalties related to uncertain tax positions was $2.6 million and $2.2 million for the years ended February 2, 2019 and February 3, 2018, respectively.