Commitments and Contingencies

12 Months Ended

Feb. 01, 2020

Commitments and Contingencies Disclosure [Abstract]

Legal Proceedings- We are involved in various legal proceedings that are incidental to the conduct of our business. Although it is not possible to predict with certainty the eventual outcome of any litigation, we believe the amount of any potential liability with respect to current legal proceedings will not be material to the results of operations or financial condition. As additional information becomes available, we will assess any potential liability related to pending litigation and revise the estimates as needed.

Foreign Tax Contingencies- During the due diligence procedures performed related to the acquisition of Camuto Group, we identified probable contingent liabilities associated with unpaid foreign payroll and other taxes that could also result in assessed penalties and interest. We developed an initial estimate of the range of outcomes related to these obligations and have since refined our estimates with additional analysis. Our current estimate of the range of outcomes is $28.1 million to $40.0 million for obligations we are aware of at this time. We expect to resolve certain obligations with tax authorities over the next twelve months. As of February 1, 2020, we recorded a contingent liability of $28.1 million, with $22.1 million included in accrued expenses and $6.0 million included in other non-current liabilities on the consolidated balance sheets, representing the low end of the range and an indemnification asset of $24.5 million, with $19.6 million included in accounts receivable and $4.9 million included in other assets on the consolidated balance sheets, representing the estimated amount we expect to collect under the terms of the securities purchase agreement with the Sellers. We are continuing to assess the exposure, which may result in material changes to these estimates, and we may identify additional contingent liabilities. We believe that the Sellers are obligated to indemnify us for any payments to foreign taxing authorities for the periods up to the acquisition date. Although a portion of the purchase price is held in escrow and another portion is held in a restricted bank account, there can be no assurance that we will successfully collect all amounts that we may be obligated to settle with the foreign taxing authorities.

Guarantee- As a result of a previous merger, we provided a guarantee for a lease commitment that is scheduled to expire in fiscal 2023 for a location that has been leased to a third party. If the third party does not pay the rent or vacates the premise, we may be required to make full rent payments to the landlord. As of February 1, 2020, the total future minimum lease payment requirements for this guarantee was approximately $13.4 million.

Contractual Obligations- As of February 1, 2020, we have entered into various noncancelable purchase and service agreements, including construction commitments for capital items to be purchased for projects that were under construction or for which a lease has been signed. In addition, we have license agreements that allow us to use third-party owned brands, including a license agreement with ABG-Camuto (a related party), that have guaranteed minimum royalty payments.

As of February 1, 2020, our noncancelable purchase obligations and future guaranteed minimum royalty payments are as follows:



			Guaranteed Minimum Royalties
(in thousands)	Noncancelable Purchase Obligations		Unrelated Parties		Related Party		Total
Fiscal 2020	$	9,838	$	15,309	$	18,350	$	33,659
Fiscal 2021	1,871		15,309		18,350		33,659
Fiscal 2022	—		15,309		18,350		33,659
Fiscal 2023	—		15,309		18,350		33,659
Fiscal 2024	—		15,309		19,650		34,959
Future fiscal years thereafter	—		27,936		78,600		106,536
	$	11,709	$	104,481	$	171,650	$	276,131