

Note 5	Restructuring and Other Initiatives

Portfolio Realignment

The Company's portfolio realignment efforts include the sale of ASG; the sale of the AND 1 division; exiting certain women’s specialty and private label brands; exiting the children’s wholesale business; the sale and closure of sourcing and supply chain assets; closing or relocating numerous underperforming or poorly aligned retail stores; the termination of the Etienne Aigner license agreement; the election not to renew the Vera Wang license in accordance with agreement terms; and other infrastructure changes. These portfolio realignment efforts began in 2011 and are complete.

During the thirteen and thirty-nine weeks ended November 1, 2014, the Company incurred no expenses for portfolio realignment initiatives. The following is a summary of the Company’s portfolio realignment expense for our continuing and discontinued operations for the thirteen and thirty-nine weeks ended November 2, 2013:



	Thirteen Weeks Ended						Thirty-nine Weeks Ended
($ millions, except per share data)	Pre-tax Expense		After-tax Expense		Loss Per Diluted Share		Pre-tax Expense		After-tax Expense		Loss Per Diluted Share
November 2, 2013
Continuing Operations
Business exits and cost reductions	$	—	$	—	$	—	$	1.2	$	0.8	$	0.02
Non-cash impairments/dispositions	—		—		—		4.7		4.7		0.11
Total Continuing Operations	—		—		—		5.9		5.5		0.13
Discontinued Operations
Business exits and cost reductions	—		—		—		13.3		6.4		0.13
Non-cash impairments/dispositions	—		—		—		11.5		11.5		0.28
Total Discontinued Operations	—		—		—		24.8		17.9		0.41
Total	$	—	$	—	$	—	$	30.7	$	23.4	$	0.54

All of the continuing operations portfolio realignment costs incurred during the thirty-nine weeks ended November 2, 2013 are included in the Wholesale Operations segment. The expenses related to business exits and cost reductions of the Company’s continuing operations were recorded within restructuring and other special charges, net in the condensed consolidated statements of earnings. The expenses related to business exits and cost reductions of the Company’s discontinued operations were recorded within earnings (loss) from discontinued operations, net of tax, in the condensed consolidated statements of earnings. The non-cash impairments/dispositions of the Company’s continuing operations were recorded within impairment of assets held for sale in the condensed consolidated statements of earnings. The non-cash impairments/dispositions of the Company’s discontinued operations were recorded within disposition/impairment of discontinued operations, net of tax in the condensed consolidated statements of earnings. The non-cash impairments/dispositions are included in Other in the following table.

The following is a summary of the charges and settlements by category of costs. The Company expects all portfolio realignment costs to be settled by the end of fiscal 2016.



																Total by Classification
($ millions)	Employee			Markdowns and Royalty Shortfalls			Facility			Other			Total			Continuing Operations			Discontinued Operations
Reserve balance at February 2, 2013	$	1.7		$	0.2		$	3.3		$	0.3		$	5.5		$	5.3		$	0.2
Additional charges in 2013	2.6			2.7			0.1			25.3			30.7			5.9			24.8
Amounts settled in 2013	(3.3		)	(2.9		)	(2.0		)	(25.6		)	(33.8		)	(9.7		)	(24.1		)
Reserve balance at February 1, 2014	$	1.0		$	—		$	1.4		$	—		$	2.4		$	1.5		$	0.9
Amounts settled in first quarter 2014	(0.4		)	—			(0.1		)	—			(0.5		)	(0.1		)	(0.4		)
Reserve balance at May 3, 2014	$	0.6		$	—		$	1.3		$	—		$	1.9		$	1.4		$	0.5
Amounts settled in second quarter 2014	(0.4		)	—			(0.1		)	—			(0.5		)	—			(0.5		)
Reserve balance at August 2, 2014	$	0.2		$	—		$	1.2		$	—		$	1.4		$	1.4		$	—
Amounts settled in third quarter 2014	(0.1		)	—			(0.1		)	—			(0.2		)	(0.2		)	—
Reserve balance at November 1, 2014	$	0.1		$	—		$	1.1		$	—		$	1.2		$	1.2		$	—

Sale of Sourcing and Supply Chain Assets

As part of its portfolio realignment efforts, the Company entered into an agreement to sell certain of its supply chain and sourcing assets (“Sale Agreement”) on April 30, 2013 for $9.0 million, including $1.5 million in cash and a $7.5 million promissory note, subject to working capital adjustments. The sale closed during the second quarter of 2013. In anticipation of this transaction, the Company classified the related assets and liabilities of the supply chain and sourcing assets as held for sale as of May 4, 2013 on the condensed consolidated balance sheet and recognized an impairment charge in the first quarter of 2013 of $4.7 million ($4.7 million after tax, or $0.11 per diluted share) to adjust the assets to their estimated fair value. The promissory note required installments over two years with the first payment of $3.0 million due no later than 45 days from the closing date and the remaining balance payable in eight quarterly payments of $0.6 million, subject to working capital adjustments, plus accrued interest of 5%, compounded monthly, starting no later than three months after the closing date. In accordance with the terms of the promissory note, as of November 1, 2014 the Company has received a total of $5.7 million of installment payments. As part of the Sale Agreement, the Company agreed to purchase, under specific performance criteria, a minimum of four million pairs of shoes each year for two years following the closing date at market pricing, which can be fulfilled from a group of facilities owned by the purchaser.