Related Party Transactions

12 Months Ended

Jan. 30, 2016

Related Party Transactions [Abstract]

Related Party Transactions

Related Party Transactions

SunTrust

Mr. E. Jenner Wood, III, one of our directors, is Corporate Executive Vice President of SunTrust Banks, Inc. ("SunTrust"). In addition, Mr. J. Hicks Lanier, our former Chairman and Chief Executive Officer, served on the board of directors of SunTrust from 2003 until his retirement from that position in April 2012.

We maintain a syndicated credit facility under which SunTrust serves as agent and lender and a SunTrust affiliate acted as lead arranger and book runner in connection with our Fiscal 2012 and Fiscal 2013 refinancings of our credit facility. The services provided and fees paid to SunTrust in connection with such services for each period are set forth below (in thousands):

Service	Fiscal 2015		Fiscal 2014		Fiscal 2013
Interest and agent fees for our credit facility	$	459	$	606	$	696
Cash management services	$	90	$	92	$	92
Lead arranger, book runner and upfront fees	$	—	$	—	$	254
Other	$	56	$	9	$	6

Our credit facilities were entered into in the ordinary course of business. Our aggregate payments to SunTrust and its subsidiaries for these services did not exceed 1% of our gross revenues during the periods presented or 1% of SunTrust's gross revenues during its fiscal years ended December 31, 2015, December 31, 2014 and December 31, 2013.

Contingent Consideration Agreement

In connection with our acquisition of the Lilly Pulitzer brand and operations in December 2010, we entered into a contingent consideration agreement pursuant to which the beneficial owners of the Lilly Pulitzer brand and operations prior to the acquisition were entitled to earn up to an additional $20 million in cash, in the aggregate, over the four years following the closing of the acquisition based on Lilly Pulitzer's achievement of certain earnings targets. The potential contingent consideration was comprised of: (1) four individual performance periods, consisting of the period from the date of our acquisition through the end of Fiscal 2011, Fiscal 2012, Fiscal 2013 and Fiscal 2014, in respect of which the prior owners of the Lilly Pulitzer brand and operations were entitled to receive up to $2.5 million for each performance period; and (2) a cumulative performance period consisting of the period from the date of our acquisition through the end of Fiscal 2014, in respect of which the prior owners of the Lilly Pulitzer brand and operations were entitled to receive up to $10 million.

Mr. Scott A. Beaumont, one of our executive officers who was appointed CEO, Lilly Pulitzer Group, in connection with our acquisition of the Lilly Pulitzer brand and operations, together with various trusts for the benefit of certain family members, held a 50% ownership interest in the Lilly Pulitzer brand and operations prior to the acquisition. The principals who owned the Lilly Pulitzer brand and operations prior to the acquisition managed the Lilly Pulitzer operations through March 2016.

As a result of Lilly Pulitzer exceeding the earnings targets specified in the contingent consideration agreement, the maximum $20 million amount was earned in full. As of January 30, 2016, all amounts related to contingent consideration had been paid with no remaining obligations pursuant to the contingent consideration arrangement.