RESTRUCTURING AND STRATEGIC CHARGES:

During the fourth quarter of fiscal 2014, we initiated a restructuring program, including the acceleration of domestic store closures and an organizational realignment, to ensure that resources align with long-term growth initiatives, including omni-channel. In connection with this effort, in fiscal 2014, we recorded pre-tax restructuring and strategic charges of approximately $16.7 million primarily related to severance and termination benefits, store closures and other impairment charges.

In fiscal 2015, we completed an evaluation of the Boston Proper brand, completed the sale of the Boston Proper DTC business, and closed its stores. We assessed the disposal group and determined that the sale of the Boston Proper DTC business did not have a major effect on our consolidated results of operations, financial position or cash flows. Accordingly, the disposal group is not presented in the consolidated financial statements as a discontinued operation. Pretax losses for the Boston Proper DTC business for fiscal 2015 and 2014 were $11.8 million and $7.9 million, respectively. The loss recorded in fiscal 2015 upon disposition of the Boston Proper assets held for sale was not material.

In connection with our restructuring and strategic activities, in fiscal 2016 we continued to evaluate future store closures and adjusted the estimated store closures to approximately 150 through fiscal 2017, including the Boston Proper stores, with 103 stores across our brands closed through fiscal 2016. We do not expect to incur any material additional cash charges related to lease termination expenses for these future closures.

During the first quarter of fiscal 2016, we expanded our restructuring program to include components of our strategic initiatives that further align the organizational structure with long-term growth initiatives, including transition of executive leadership, and to reduce COGS and SG&A through strategic initiatives. These strategic initiatives include realigning marketing and digital commerce, improving supply chain efficiency, reducing non-merchandise expenses, and optimizing marketing spend. In fiscal 2016, the Company recorded pre-tax restructuring and strategic charges of $31.0 million, primarily related to outside services, severance, and proxy solicitation costs. Effective in the third quarter of fiscal 2016, we have substantially completed our restructuring program and do not expect significant additional charges to be incurred.

A summary of the restructuring and strategic charges is presented in the table below:



	Fiscal 2016		Fiscal 2015		Fiscal 2014

	(in thousands)
Impairment charges	$	1,453	$	22,001	$	8,554
Continuing employee-related costs	1,796		8,330		—
Severance charges	9,485		6,863		7,577
Proxy solicitation costs	5,697		—		—
Lease terminations	427		9,578		—
Outside services	12,013		—		—
Other charges	156		2,029		614
Restructuring and strategic charges, pre-tax	$	31,027	$	48,801	$	16,745

As of January 28, 2017, a reserve of $11.2 million related to restructuring and strategic activities was included in other current and deferred liabilities in the accompanying consolidated balance sheets. A roll-forward of the reserve is presented as follows:



	Continuing employee-related costs			Severance Charges			Proxy solicitation costs			Lease Termination Charges			Outside services			Other			Total

	(in thousands)
Beginning Balance, January 30, 2016	$	2,549		$	1,678		$	—		$	1,101		$	9		$	—		$	5,337
Charges	1,796			9,485			5,697			427			12,013			156			29,574
Payments	(3,674		)	(8,750		)	(5,697		)	(682		)	(4,723		)	(156		)	(23,682		)
Ending Balance, January 28, 2017	$	671		$	2,413		$	—		$	846		$	7,299		$	—		$	11,229