Stockholders' Equity and Redeemable Noncontrolling Interests

6 Months Ended

Jul. 28, 2012

Stockholders' Equity and Redeemable Noncontrolling Interests

Stockholders' Equity and Redeemable Noncontrolling Interests

(3)           Stockholders’ Equity and Redeemable Noncontrolling Interests

A reconciliation of the total carrying amount of total stockholders’ equity, Guess?, Inc. stockholders’ equity and stockholders’ equity attributable to nonredeemable and redeemable noncontrolling interests for the fiscal year ended January 28, 2012 and six months ended July 28, 2012 is as follows (in thousands):

	Stockholders’ Equity
	Guess?, Inc. Stockholders’ Equity			Nonredeemable Noncontrolling Interests			Total			Redeemable Noncontrolling Interests
Balances at January 29, 2011	$	1,054,876		$	11,318		$	1,066,194		$	14,711
Issuance of common stock under stock compensation plans, net of tax effect	2,923			—			2,923			—
Issuance of stock under ESPP	1,377			—			1,377			—
Share-based compensation	28,100			—			28,100			—
Dividends	(74,166		)	—			(74,166		)	—
Share repurchases	(92,082		)	—			(92,082		)	—
Redeemable noncontrolling interest redemption value adjustment	3,721			2,051			5,772			(5,772		)
Comprehensive income (loss):
Net earnings	265,500			5,150			270,650			—
Foreign currency translation adjustment	(17,569		)	116			(17,453		)	(646		)
Unrealized gain on hedges, net of income tax of ($1,170)	6,048			—			6,048			—
Unrealized loss on investments, net of income tax of $24	(43		)	—			(43		)	—
SERP prior service cost amortization, curtailment and actuarial valuation loss and related amortization, net of income tax of $2,057	(3,055		)	—			(3,055		)	—
Balances at January 28, 2012	$	1,175,630		$	18,635		$	1,194,265		$	8,293
Issuance of common stock under stock compensation plans, net of tax effect	206			—			206			—
Issuance of stock under ESPP	713			—			713			—
Share-based compensation	8,643			—			8,643			—
Dividends	(36,017		)	—			(36,017		)	—
Share repurchases	(140,262		)	—			(140,262		)	—
Purchase of redeemable noncontrolling interest	4,857			(4,857		)	—			(4,185		)
Noncontrolling interest capital contribution	—			1,279			1,279			—
Noncontrolling interest capital distribution	—			(3,086		)	(3,086		)	—
Redeemable non-controlling interest redemption value adjustment	780			(217		)	563			(563		)
Comprehensive income (loss):
Net earnings	69,545			617			70,162			—
Foreign currency translation adjustment	(38,274		)	(519		)	(38,793		)	(258		)
Unrealized gain on hedges, net of income tax of ($253)	3,734			—			3,734			—
Unrealized gain on investments, net of income tax of ($37)	60			—			60			—
SERP prior service cost and actuarial valuation amortization, net of income tax of ($756)	1,224			—			1,224			—
Balances at July 28, 2012	$	1,050,839		$	11,852		$	1,062,691		$	3,287

Redeemable Noncontrolling Interests

The Company is party to a put arrangement with respect to the common securities that represent the remaining noncontrolling interest from the acquisition of its majority-owned subsidiary, Guess Sud SAS (“Guess Sud”). The put arrangement for Guess Sud, representing 40% of the total outstanding equity interest of that subsidiary, may be exercised at the discretion of the noncontrolling interest holders by providing written notice to the Company anytime after January 30, 2012. The put arrangement is recorded on the balance sheet at its expected redemption value and classified as a redeemable noncontrolling interest outside of permanent equity. On May 15, 2012, the Company and the noncontrolling interest holders executed an amendment to the Guess Sud put arrangement which modified the put price to be based on the value of specified net tangible and intangible assets of Guess Sud instead of being based on a multiple of Guess Sud’s earnings before interest, taxes, depreciation and amortization. The redemption value of the Guess Sud redeemable put arrangement was $3.3 million and $4.1 million at July 28, 2012 and January 28, 2012, respectively.

The Company was previously party to a put arrangement in connection with its now wholly-owned subsidiary, Focus Europe S.r.l. (“Focus”). Under the terms of this put arrangement, which represented 25% of the total outstanding interest of that subsidiary, the noncontrolling interest holder had the option to exercise the put arrangement at its discretion by providing written notice to the Company no later than June 27, 2012. The redemption value of the put arrangement was determined based on a multiple of Focus’s net earnings. In June 2012, the noncontrolling interest holder notified the Company of its intent to exercise the put arrangement. On July 9, 2012, the Company paid $4.2 million to the noncontrolling interest holder to acquire the remaining 25% interest in Focus. This amount was determined based on a multiple of Focus’s net earnings in accordance with the terms of the put arrangement. As of January 28, 2012, the redemption value related to the Focus put arrangement was $4.2 million and was included in redeemable noncontrolling interests.