0001564590-22-011688 | 10-K | XBRL Viewer

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Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands	Total	Cumulative Effect, Period of Adoption, Adjustment	Common Stock Issued	Additional Paid-In Capital	(Accumulated Deficit) / Retained Earnings	(Accumulated Deficit) / Retained Earnings Cumulative Effect, Period of Adoption, Adjustment	Accumulated Other Comprehensive Loss
Balance at Feb. 01, 2019	$ 322,711		$ 320	$ 352,733	$ (17,159)		$ (13,183)
Balance, shares at Feb. 01, 2019			32,220,000
Net income	19,290				19,290
Cumulative translation adjustment, net of tax	195						195
Stock-based compensation expense	8,690			8,690
Vesting of restricted shares			$ 4	(4)
Vesting of restricted shares, shares			210
Common stock withheld related to net share settlement of equity awards	(763)			(763)
Common stock withheld related to net share settlement of equity awards, shares			(48,000)
Balance at Jan. 31, 2020	348,382		$ 324	360,656	390		(12,988)
Balance (Accounting Standards Update 2016-02) at Jan. 31, 2020		$ (1,741)				$ (1,741)
Balance, shares at Jan. 31, 2020			32,382,000
Net income	10,836				10,836
Cumulative translation adjustment, net of tax	1,767						1,767
Stock-based compensation expense	9,201			9,201
Vesting of restricted shares			$ 2	(2)
Vesting of restricted shares, shares			299,000
Common stock withheld related to net share settlement of equity awards	(483)			(483)
Common stock withheld related to net share settlement of equity awards, shares			(67,000)
Balance at Jan. 29, 2021	369,703		$ 326	369,372	11,226		(11,221)
Balance, shares at Jan. 29, 2021			32,614,000
Net income	33,369				33,369
Cumulative translation adjustment, net of tax	(1,421)						(1,421)
Stock-based compensation expense	10,156			10,156
Vesting of restricted shares			$ 4	(4)
Vesting of restricted shares, shares			567,000
Common stock withheld related to net share settlement of equity awards	(5,111)			(5,111)
Common stock withheld related to net share settlement of equity awards, shares			(196,000)
Balance at Jan. 28, 2022	$ 406,696		$ 330	$ 374,413	$ 44,595		$ (12,642)
Balance, shares at Jan. 28, 2022			32,985,000

Segment Reporting - Additional Information (Details)	12 Months Ended
Segment Reporting - Additional Information (Details)	Jan. 28, 2022 Segment Channel Country
Segment Reporting [Abstract]
Number of reportable segments \| Segment	1
Number of distribution channels for revenue reporting purposes \| Channel	5
Number of countries other than the U.S. representing greater than 10% of total net revenue	0
Number of countries other than the U.S. representing greater than 10% of total property and equipment, net	0

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 33,369	$ 10,836	$ 19,290
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	39,166	37,343	31,136
Amortization of debt issuance costs	3,194	3,110	1,722
Loss (gain) on disposal of property and equipment	741	1,303	(266)
Stock-based compensation	10,156	9,201	8,690
Deferred income taxes	(782)	(10,770)	(456)
Goodwill impairment		3,300
Other	(661)	1,852	1,635
Change in operating assets and liabilities:
Accounts receivable, net	(13,170)	15,012	(13,741)
Inventories	(4,213)	(4,081)	(53,819)
Accounts payable	13,089	(21,208)	32,716
Other operating assets	4,080	(376)	(3,167)
Other operating liabilities	(14,400)	46,111	3,549
Net cash provided by operating activities	70,569	91,633	27,289
CASH FLOWS FROM INVESTING ACTIVITIES
Sales of property and equipment			906
Purchases of property and equipment	(25,238)	(30,149)	(38,878)
Net cash used in investing activities	(25,238)	(30,149)	(37,972)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings under ABL Facility	143,000	235,000	99,550
Payments of borrowings under ABL Facility	(168,000)	(210,000)	(99,550)
Proceeds from issuance on long-term debt, net		266,750
Principal payments on long-term debt, net	(13,750)	(388,825)	(105,150)
Payments for taxes related to net share settlement of equity awards	(5,111)	(483)	(763)
Payment of debt issuance costs	(1,232)	(5,517)
Net cash used in financing activities	(45,093)	(103,075)	(105,913)
Effects of exchange rate changes on cash, cash equivalents and restricted cash	103	(1,912)	540
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	341	(43,503)	(116,056)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF YEAR	35,794	79,297	195,353
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, END OF YEAR	36,135	35,794	79,297
SUPPLEMENTAL CASH FLOW DATA
Unpaid liability to acquire property and equipment	2,627	3,245	7,364
Income taxes paid, net of refunds	24,868	288	3,069
Interest paid	$ 31,421	$ 21,595	$ 23,728

Fair Value of Financial Assets and Liabilities (Tables)

12 Months Ended

Jan. 28, 2022

Fair Value Disclosures [Abstract]

Schedule of Carrying Values and Fair Values of Other Financial Instruments

Carrying values and fair values of other financial instruments in the Consolidated Balance Sheets are as follows:

January 28, 2022

January 29, 2021

(in thousands)

Carrying

Amount

Fair

Value

Carrying

Amount

Fair

Value

Long-term debt, including current portion

257,813

256,439

271,563

277,265

Stock-Based Compensation - Summary of Deferred Awards Activity (Details) - Deferred Awards - $ / shares	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Unvested awards at beginning of year	1,093,000	745,000
Number of Shares, Granted	247,000	765,000
Number of Shares, Vested	(401,000)	(299,000)
Number of Shares, Forfeited	(26,000)	(118,000)
Number of Shares, Unvested awards at end of year	913,000	1,093,000
Weighted Average Grant Date Fair Value, Unvested awards at beginning of year	$ 10.86	$ 18.49
Weighted Average Grant Date Fair Value, Granted	29.90	6.97
Weighted Average Grant Date Fair Value, Vested	13.89	19.68
Weighted Average Grant Date Fair Value, Forfeited	13.46	12.22
Weighted Average Grant Date Fair Value, Unvested awards at end of year	$ 14.60	$ 10.86

Segment Reporting - Summary of Segment and Geographic Region (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Segment Reporting Information [Line Items]
Net revenue	$ 1,636,624	$ 1,427,448	$ 1,450,201
North America
Segment Reporting Information [Line Items]
Net revenue	$ 1,393,402	$ 1,191,346	$ 1,247,288
Percentage of net revenue	85.10%	83.40%	86.00%
Europe
Segment Reporting Information [Line Items]
Net revenue	$ 179,302	$ 175,011	$ 137,134
Percentage of net revenue	11.00%	12.30%	9.50%
Asia
Segment Reporting Information [Line Items]
Net revenue	$ 44,383	$ 49,725	$ 48,470
Percentage of net revenue	2.70%	3.50%	3.30%
Other Foreign
Segment Reporting Information [Line Items]
Net revenue	$ 19,537	$ 11,366	$ 17,309
Percentage of net revenue	1.20%	0.80%	1.20%

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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+ Details

Segment Reporting (Tables)

12 Months Ended

Jan. 28, 2022

Segment Reporting [Abstract]

Summary of Net Revenue by Distribution Channel

Net revenue is presented by distribution channel in the following table:

(in thousands)	Fiscal 2021		% of Net Revenue	Fiscal 2020		% of Net Revenue	Fiscal 2019		% of Net Revenue
U.S. eCommerce	$	1,027,138	62.8%	$	961,911	67.4%	$	910,088	62.8%
International		220,997	13.5%		222,878	15.6%		181,087	12.5%
Outfitters		254,191	15.5%		174,260	12.2%		285,807	19.7%
Third Party		86,517	5.3%		39,945	2.8%		13,654	0.9%
Retail		47,781	2.9%		28,454	2.0%		59,565	4.1%
Total Net revenue	$	1,636,624		$	1,427,448		$	1,450,201

Summary of Segment and Geographic Region

The geographical allocation of Net revenue is based upon where the product is shipped. The following presents summarized geographical information:

(in thousands)	Fiscal 2021		% of Net Revenue	Fiscal 2020		% of Net Revenue	Fiscal 2019		% of Net Revenue
United States	$	1,393,402	85.1%	$	1,191,346	83.4%	$	1,247,288	86.0%
Europe		179,302	11.0%		175,011	12.3%		137,134	9.5%
Asia		44,383	2.7%		49,725	3.5%		48,470	3.3%
Other		19,537	1.2%		11,366	0.8%		17,309	1.2%
Total Net revenue	$	1,636,624		$	1,427,448		$	1,450,201

Summary of Property and Equipment Net by Geographical Location

Property and equipment, net by geographical location are as follows:

(in thousands)	Fiscal 2021		Fiscal 2020		Fiscal 2019
United States	$	121,259	$	136,038	$	148,340
Europe		7,879		8,267		8,716
Asia		653		983		609
Total Property and equipment, net	$	129,791	$	145,288	$	157,665

Debt - Summary of Company's Borrowing Availability Under ABL Facility (Details) - ABL Facility - USD ($)	12 Months Ended
	Jan. 29, 2021	Jan. 28, 2022	Nov. 16, 2017
Line Of Credit Facility [Line Items]
ABL Facility maximum borrowing	$ 275,000,000	$ 275,000,000	$ 175,000,000
Less: Outstanding borrowings	25,000,000	0
Less: Outstanding letters of credit	27,131,000	23,521,000
Borrowing availability under ABL Facility	$ 222,869,000	$ 251,479,000
Interest Rate	3.00%

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Related Party Agreements and Transactions - Additional Information (Details) - Sears Holdings Corporation - USD ($)	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Rent, Retail and Other Costs Related to Lands' End Shops
Related Party Transaction [Line Items]
Related party expenses	$ 0	$ 0	$ 7,700,000
Sourcing
Related Party Transaction [Line Items]
Related party expenses	$ 0	2,200,000	$ 7,500,000
Contract services expiration date	Jun. 30, 2020
Final payment paid to affiliate		$ 1,000,000.0

Stock-Based Compensation (Tables)

12 Months Ended

Jan. 28, 2022

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Summary of Stock-Based Compensation Expense

The following table summarizes the Company’s stock-based compensation expense, which is included in Selling and administrative expense in the Consolidated Statements of Operations:

(in thousands)	Fiscal 2021		Fiscal 2020		Fiscal 2019
Deferred Awards	$	5,683	$	5,752	$	5,591
Performance Awards		4,370		2,701		2,352
Option Awards		103		748		748
Total stock-based compensation expense	$	10,156	$	9,201	$	8,690

Summary of Deferred Awards Activity

The following table provides a summary of the Deferred Awards activity for Fiscal 2021 and Fiscal 2020:

	Fiscal Year Ended
	January 28, 2022					January 29, 2021
(in thousands, except per share amounts)	Number of Shares			Weighted Average Grant Date Fair Value		Number of Shares			Weighted Average Grant Date Fair Value
Unvested deferred awards at beginning of year		1,093		$	10.86		745		$	18.49
Granted		247			29.90		765			6.97
Vested		(401	)		13.89		(299	)		19.68
Forfeited		(26	)		13.46		(118	)		12.22
Unvested deferred awards at end of year		913		$	14.60		1,093		$	10.86

Summary of Performance Awards Activity

The following table provides a summary of the Performance Awards activity for Fiscal 2021 and Fiscal 2020:

	Fiscal Year Ended
	January 28, 2022					January 29, 2021
(in thousands, except per share amounts)	Number of Shares			Weighted Average Grant Date Fair Value		Number of Shares			Weighted Average Grant Date Fair Value
Unvested performance awards at beginning of year		393		$	18.32		412		$	18.15
Granted		166			29.95		—			—
Change in estimate - performance		42			15.73		16			21.90
Vested		(165	)		21.90		—			—
Forfeited		—			—		(35	)		18.02
Unvested performance awards at end of year		436		$	21.15		393		$	18.32

Summary of Options Award Activity

The following table provides a summary of the Options Award activity for Fiscal 2021 and Fiscal 2020:

	Fiscal Year Ended
	January 28, 2022					January 29, 2021
(in thousands, except per share amounts)	Number of Shares			Weighted Average Grant Date Fair Value		Number of Shares			Weighted Average Grant Date Fair Value
Unvested option awards at beginning of year		85		$	8.73		171		$	8.73
Granted		—			—		—			—
Vested		(85	)		8.73		(86	)		8.73
Forfeited		—			—		—			—
Unvested option awards at end of year		—		$	—		85		$	8.73

Summary of Significant Accounting Policies - Schedule of Components of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Accounting Policies [Abstract]
Net income	$ 33,369	$ 10,836	$ 19,290
Basic weighted average shares outstanding	32,929	32,566	32,343
Dilutive impact of stock awards	752	86	2
Diluted weighted average shares outstanding	33,681	32,652	32,345
Basic:	$ 1.01	$ 0.33	$ 0.60
Diluted:	$ 0.99	$ 0.33	$ 0.60

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

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The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Summary of Significant Accounting Policies - Gift Card Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021
Gift Card Reconciliation [Abstract]
Gift card liability at beginning of period	$ 26,798	$ 22,592
Gift cards sold	55,107	52,315
Gift cards redeemed	(44,391)	(47,061)
Gift card breakage	(4,444)	(1,048)
Balance as of end of period	$ 33,070	$ 26,798

Debt

12 Months Ended

Jan. 28, 2022

Debt Disclosure [Abstract]

Debt

NOTE 3. DEBT

ABL Facility

The Company’s $275.0 million revolving ABL Facility includes $70.0 million sublimit for letters of credit and is available for working capital and other general corporate liquidity needs. There was no balance outstanding on January 28, 2022 and $25.0 million on January 29, 2021. The balance of outstanding letters of credit was $23.5 million and $27.1 million on January 28, 2022 and January 29, 2021, respectively.

During Fiscal 2020, the Company exercised the “accordion” feature under the ABL Facility increasing the maximum borrowings available under the facility from $175 million to $275 million, subject to a borrowing base (the “Loan Cap”). This was completed in two transactions. The first was a $25 million increase effective March 19, 2020 and the second was a $75 million increase effective September 9, 2020. The latter was completed through the Second Amendment to the ABL Facility executed on August 12, 2020.

On July 29, 2021, the Company executed the Third Amendment to the ABL Facility resulting in favorable financial terms compared to the Second Amendment to the ABL Facility and extension of the maturity date of the ABL Facility, as discussed below.

The following table summarizes the Company’s borrowing availability under the ABL Facility:

	January 28, 2022			January 29, 2021
(in thousands)	Amount		Interest Rate	Amount		Interest Rate
ABL Facility maximum borrowing	$	275,000		$	275,000
Less: Outstanding borrowings		—	—%		25,000		3.00	%
Less: Outstanding letters of credit		23,521			27,131
Borrowing availability under ABL Facility	$	251,479		$	222,869

Long-Term Debt

On September 9, 2020, the Company entered into the Term Loan Facility which provided borrowings of $275 million. Origination costs, including an Original Issue Discount (“OID”) of 3% and $5.1 million in debt origination fees, were paid in connection with entering into the Term Loan Facility. The OID and the debt origination fees are presented as a direct deduction from the carrying value of the Term Loan Facility and are amortized over the term of the loan to Interest expense in the Consolidated Statements of Operations.

The Company’s long-term debt consisted of the following:

	January 28, 2022					January 29, 2021
(in thousands)	Amount		Interest Rate			Amount		Interest Rate
Term Loan Facility	$	257,813		10.75	%	$	271,563		10.75	%
Less: Current portion of long-term debt		13,750					13,750
Less: Unamortized debt issuance costs		9,589					12,181
Long-term debt, net	$	234,474				$	245,632

Interest; Fees

The Third Amendment to the ABL Facility lowered the interest rates applicable to borrowings under the ABL Facility. For LIBOR loans, commencing July 31, 2021 the borrowing margin is, where the average daily total loans outstanding for the previous quarter are (i) less than $95.0 million, 1.25%, (ii) equal to or greater than $95.0 million but less than $180.0 million, 1.50%, and (iii) greater than or equal to $180.0 million, 1.75%. For Base Rate loans, the borrowing margin is, where the average daily total loans outstanding for the previous quarter are (i) less than $95.0 million, 0.50%, (ii) equal to or greater than $95.0 million but less than $180.0 million, 0.75%, and (iii) greater

than or equal to $180.0 million, 1.00%. The Third Amendment to the ABL Facility replaced the 0.75% LIBOR floor with a 0.00% LIBOR floor.

The interest rates per annum applicable to the loans under the Term Loan Facility are based on a fluctuating rate of interest measured by reference to, at the borrower’s election, either (1) an adjusted LIBOR rate (with a minimum rate of 1%) plus 9.75%, or (2) an alternative base rate (which is the greater of (i) the prime rate published in the Wall Street Journal, (ii) the federal funds rate, which shall be no lower than 0% plus ½ of 1%, and (iii) the one month LIBOR rate plus 1% per annum) plus 8.75%.

The ABL Facility also includes (i) commitment fees which range from 0.25% based upon the average daily unused commitment (aggregate commitment less loans and letter of credit outstanding) under the ABL Facility for the preceding fiscal quarter and (ii) customary letter of credit fees. As of the end of Fiscal 2021, the Company had no borrowings on the ABL Facility.

Customary agency fees are payable in respect of the Debt Facilities.

Maturity; Amortization and Prepayments

The Third Amendment to the ABL Facility extended the maturity from November 16, 2022 to the earlier of (a) July 29, 2026 and (b) June 9, 2025 if, on or prior to such date, the Term Loan Facility has not been refinanced, extended or repaid in full in accordance with the terms thereof and not replaced with other indebtedness.

The Term Loan Facility matures on September 9, 2025 and amortizes at a rate equal to 1.25% per quarter. It is subject to mandatory prepayments in an amount equal to a percentage of the borrower’s excess cash flows in each fiscal year, ranging from 0% to 75% depending on the Company’s total leverage ratio, and with the proceeds of certain asset sales, casualty events and extraordinary receipts. Based upon Fiscal 2021 results, in accordance with the Term Loan Facility, there is no prepayment required. The loan may not be voluntarily prepaid during the first two years of its term, without significant penalties. After the initial two year period, a prepayment premium of 3% applies to voluntary prepayments and certain mandatory prepayments made after September 9, 2022 and on or prior to September 9, 2023, 1% for such prepayments made after September 9, 2023 and on or prior to September 9, 2024, and no premium on such prepayments thereafter.

The Company’s aggregate scheduled maturities of the Term Loan Facility and ABL Facility as of January 28, 2022 are as follows:

Scheduled maturities

(in thousands)
2022	$	13,750
2023		13,750
2024		13,750
2025		216,563
2026		—
Total	$	257,813

Guarantees; Security

All obligations under the Debt Facilities are unconditionally guaranteed by the Company and, subject to certain exceptions, each of its existing and future direct and indirect subsidiaries. The ABL Facility is secured by a first priority security interest in certain working capital of the borrowers and guarantors consisting primarily of accounts receivable and inventory. The Term Loan Facility is secured by a second priority security interest in the same collateral with certain exceptions.

The Term Loan Facility is secured by a first priority security interest in certain property and assets of the borrowers and guarantors, including certain fixed assets such as real estate, stock of the subsidiaries and intellectual

property, in each case, subject to certain exceptions. The ABL Facility is secured by a second priority interest in the same collateral, with certain exceptions.

Representations and Warranties; Covenants

Subject to specified exceptions, the Debt Facilities contain various representations and warranties and restrictive covenants that, among other things and subject to specified exceptions, restrict Lands’ End, Inc.’s and its subsidiaries’ ability to incur indebtedness (including guarantees), grant liens, make investments, make dividends or distributions with respect to capital stock, make prepayments on other indebtedness, engage in mergers or change the nature of their business.

The Term Loan Facility is subject to certain financial covenants, including a quarterly maximum total leverage ratio test, a weekly minimum liquidity test and an annual maximum capital expenditure amount.

Under the ABL Facility, if excess availability falls below the greater of 10% of the Loan Cap amount or $15.0 million, the Company will be required to comply with a minimum fixed charge coverage ratio of 1.0 to 1.0.

The Debt Facilities contain certain affirmative covenants, including reporting requirements such as delivery of financial statements, certificates and notices of certain events, maintaining insurance, and providing additional guarantees and collateral in certain circumstances.

As of January 28, 2022, the Company was in compliance with all covenants related to the Debt Facilities.

Events of Default

The Debt Facilities include customary events of default including non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations or warranties, cross default to certain other material indebtedness, bankruptcy and insolvency events, invalidity or impairment of guarantees or security interests, material judgments and change of control.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 1C
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Leases - Maturities of Operating Lease Liabilities (Details) $ in Thousands	Jan. 28, 2022 USD ($)
Leases [Abstract]
2022	$ 9,240
2023	7,435
2024	6,445
2025	5,837
2026	5,006
Thereafter	14,100
Total operating lease payments	48,063
Less imputed interest	9,715
Present value of lease liabilities	$ 38,348

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jan. 28, 2022	Jan. 29, 2021
Statement Of Financial Position [Abstract]
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	480,000,000	480,000,000
Common stock, shares issued	32,985,000	32,614,000
Common stock, shares outstanding	32,985,000	32,614,000

Summary of Significant Accounting Policies - Deferred Revenue Disclosure (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021
Revenue Recognition And Deferred Revenue [Abstract]
Deferred revenue beginning of period	$ 17,187	$ 8,096
Deferred revenue recognized in period	(16,973)	(7,882)
Revenue deferred in period	8,346	16,973
Deferred revenue end of period	$ 8,560	$ 17,187

Fair Value of Financial Assets and Liabilities - Carrying Values and Fair Values of Other Financial Instruments (Details) - USD ($) $ in Thousands	Jan. 28, 2022	Jan. 29, 2021
Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	$ 257,813	$ 271,563
Fair Value \| Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	$ 256,439	$ 277,265

Goodwill and Indefinite Lived Intangible Assets (Tables)

12 Months Ended

Jan. 28, 2022

Goodwill And Intangible Assets Disclosure [Abstract]

Summary of Indefinite Lived Intangible Assets and Goodwill

The following table summarizes the Company’s goodwill and indefinite-lived intangible asset:

(in thousands)	January 28, 2022		January 29, 2021
Goodwill balance	$	106,700	$	106,700
Trade name balance	$	257,000	$	257,000

Leases (Tables)

12 Months Ended

Jan. 28, 2022

Leases [Abstract]

Components of Lease Expense

The components of lease expense are as follows:

(in thousands)	Fiscal 2021		Fiscal 2020
Operating lease expense	$	8,273	$	8,516
Variable lease expense		2,312		2,303
Ending balance	$	10,585	$	10,819

Supplemental Balance Sheet Information Related to Operating Leases

Supplemental balance sheet information related to operating leases are as follows:

(in thousands)	Fiscal 2021			Fiscal 2020
Operating lease right-of-use asset	$	31,492		$	35,475
Lease liability – current		5,617			5,183
Lease liability – long-term		32,731			37,811
Weighted average remaining lease term in years		6.80		7.56
Weighted average discount rate		6.55	%		6.44	%

Supplemental Cash Flow Information Related to Operating Leases

Supplemental cash flow information related to operating leases are as follows:

(in thousands)	Fiscal 2021		Fiscal 2020
Operating cash outflows from operating leases	$	10,509	$	8,710
Operating lease right-of-use-assets obtained in exchange for lease liabilities		1,409		3,406

Maturities of Operating Lease Liabilities

Maturities of operating lease liabilities as of January 28, 2022 are as follows:

(in thousands)
2022	$	9,240
2023		7,435
2024		6,445
2025		5,837
2026		5,006
Thereafter		14,100
Total operating lease payments	$	48,063
Less imputed interest		9,715
Present value of lease liabilities	$	38,348

Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021
Leases [Abstract]
Operating lease expense	$ 8,273	$ 8,516
Variable lease expense	2,312	2,303
Ending balance	$ 10,585	$ 10,819

Summary of Significant Accounting Policies - Schedule of Other Comprehensive Income (Loss) (Parenthetical) (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020	Feb. 01, 2019
Accounting Policies [Abstract]
Accumulated other comprehensive loss, tax	$ 3,361	$ 2,987	$ 3,453	$ 3,505
Foreign currency translations adjustment, tax	$ 374	$ (466)	$ (52)

Segment Reporting

12 Months Ended

Jan. 28, 2022

Segment Reporting [Abstract]

Segment Reporting

NOTE 12. SEGMENT REPORTING

The Company’s operating segments consist of U.S. eCommerce, Europe eCommerce, Japan eCommerce, Outfitters, Third Party and Retail. The Company determined that each of the operating segments have similar economic and other qualitative characteristics, thus the results of the operating segments are aggregated into one external reportable segment.

Lands’ End identifies five separate distribution channels for revenue reporting purposes:

•

U.S. eCommerce offers products through the Company’s eCommerce website.

•

International offers products primarily to consumers located in Europe and Japan through eCommerce international websites and third-party affiliates.

•

Outfitters sells uniform and logo apparel to businesses and their employees, as well as to student households through school relationships, located primarily in the U.S.

•

Third Party sells the same products as U.S. eCommerce direct to consumers through third-party marketplace websites and through domestic wholesale customers.

•

Retail sells products through Company Operated stores.

Net revenue is presented by distribution channel in the following table:

(in thousands)	Fiscal 2021		% of Net Revenue	Fiscal 2020		% of Net Revenue	Fiscal 2019		% of Net Revenue
U.S. eCommerce	$	1,027,138	62.8%	$	961,911	67.4%	$	910,088	62.8%
International		220,997	13.5%		222,878	15.6%		181,087	12.5%
Outfitters		254,191	15.5%		174,260	12.2%		285,807	19.7%
Third Party		86,517	5.3%		39,945	2.8%		13,654	0.9%
Retail		47,781	2.9%		28,454	2.0%		59,565	4.1%
Total Net revenue	$	1,636,624		$	1,427,448		$	1,450,201

The geographical allocation of Net revenue is based upon where the product is shipped. The following presents summarized geographical information:

(in thousands)	Fiscal 2021		% of Net Revenue	Fiscal 2020		% of Net Revenue	Fiscal 2019		% of Net Revenue
United States	$	1,393,402	85.1%	$	1,191,346	83.4%	$	1,247,288	86.0%
Europe		179,302	11.0%		175,011	12.3%		137,134	9.5%
Asia		44,383	2.7%		49,725	3.5%		48,470	3.3%
Other		19,537	1.2%		11,366	0.8%		17,309	1.2%
Total Net revenue	$	1,636,624		$	1,427,448		$	1,450,201

Other than the United States and Europe, no geographic region represented more than 10% of Net revenue.

Property and equipment, net by geographical location are as follows:

(in thousands)	Fiscal 2021		Fiscal 2020		Fiscal 2019
United States	$	121,259	$	136,038	$	148,340
Europe		7,879		8,267		8,716
Asia		653		983		609
Total Property and equipment, net	$	129,791	$	145,288	$	157,665

Other than the United States, no geographic region is greater than 10% of total Property and equipment, net.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Section 50
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-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Income Taxes - Schedule of Components of the Provision for (Benefit from) Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Income Tax Expense (Benefit), Continuing Operations, by Jurisdiction [Abstract]
United States	$ 12,215	$ 725	$ 2,105
Foreign	385	1,031	(33)
Total provision	12,600	1,756	2,072
Current:
Federal	11,370	8,334	979
State	1,627	3,675	1,549
Foreign	385	517
Total current	13,382	12,526	2,528
Deferred:
Federal	(1,426)	(8,413)	340
State	644	(2,871)	(763)
Foreign		514	(33)
Total deferred	(782)	(10,770)	(456)
Total provision	$ 12,600	$ 1,756	$ 2,072

Summary of Significant Accounting Policies

12 Months Ended

Jan. 28, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Fiscal Year

The Company’s fiscal year end is on the Friday preceding the Saturday closest to January 31 each year. The fiscal periods in this report are presented as follows, unless the context otherwise requires:

Fiscal Year	Ended	Weeks
2021	January 28, 2022	52
2020	January 29, 2021	52
2019	January 31, 2020	52

Seasonality

The Company’s operations have historically been seasonal, with a disproportionate amount of net revenue occurring in the fourth fiscal quarter, reflecting increased customer demand during the year-end holiday selling season. The impact of seasonality on results of operations is more pronounced since the level of certain fixed costs, such as occupancy and overhead expenses, do not vary with sales. The Company’s results of operations also may fluctuate based upon such factors as the timing of certain holiday season dates and promotions, the amount of net revenue contributed by new and existing stores, the timing and level of markdowns, competitive factors, weather and general economic conditions.

Working capital requirements typically increase during the second and third quarters of the fiscal year as inventory builds to support peak shipping/selling periods and, accordingly, typically decrease during the fourth quarter of the fiscal year as inventory is shipped/sold. Cash provided by operating activities is typically higher in the fourth quarter of the fiscal year due to reduced working capital requirements during that period.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reportable amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Cash and cash equivalents

Cash and cash equivalents consist of highly liquid temporary instruments purchased with original maturities of three months or less. It also includes deposits in-transit from banks for payments related to third-party credit card and debit card transactions.

Restricted cash

The Company classifies cash balances pledged as collateral as Restricted cash on the Consolidated Balance Sheets.

Allowance for Doubtful Accounts

The Company provides an allowance for doubtful accounts based on historical loss experience, collection experience, delinquency trends, economic conditions and specific identification. The Accounts receivable balance on the Consolidated Balance Sheets is presented net of the Company’s allowance for doubtful accounts and is comprised of various customer-related accounts receivable.

Changes in the balance of the allowance for doubtful accounts are as follows:

(in thousands)	Fiscal 2021			Fiscal 2020
Beginning balance	$	680		$	511
Provision		158			286
Write-offs		(213	)		(117	)
Ending balance	$	625		$	680

Inventory

Inventories primarily consist of merchandise purchased for resale. For financial reporting and tax purposes, the Company’s United States inventory, primarily merchandise held for sale, is stated at last-in, first-out (“LIFO”) cost, which is lower than net realizable value. The Company accounts for its non-United States inventory on the first-in, first-out (“FIFO”) method. The United States inventory accounted for using the LIFO method was 86% of total inventory as of January 28, 2022 and 87% as of January 29, 2021. If the FIFO method of accounting for inventory had been used, the effect on inventory would have been an increase of $0.8 million and $0.2 million as of January 28, 2022 and January 29, 2021, respectively.

The Company maintains a reserve for excess and obsolete inventory. The reserve is calculated based on historical experience related to liquidation/disposal of identified inventory. The excess and obsolescence reserve balances were $15.2 million and $22.8 million as of January 28, 2022 and January 29, 2021, respectively. The $7.6 million decrease in the excess and obsolescence reserve is primarily due to the Company’s ability to sell through returned embroidered, hemmed or damaged product compared to the prior year when the COVID pandemic limited the Company’s distribution options to sell this merchandise.

Deferred Catalog Costs and Marketing

Costs incurred for direct response marketing consist primarily of catalog production and mailing costs that are generally amortized within two months from the date catalogs are mailed. Unamortized marketing costs reported as prepaid assets were $10.8 million and $10.2 million as of January 28, 2022 and January 29, 2021, respectively. The Company expenses the costs of marketing for website, magazine, newspaper, radio and other general media when the marketing takes place. Marketing expenses, including catalog costs amortization, digital-related costs and other print media were $220.0 million, $195.4 million and $194.9 million for Fiscal 2021, Fiscal 2020 and Fiscal 2019, respectively. These costs are included within Selling and administrative expenses in the accompanying Consolidated Statements of Operations.

Property and Equipment

Property and equipment are recorded at cost, less accumulated depreciation. Additions and substantial improvements are capitalized and include expenditures that materially extend the useful lives of existing facilities and equipment. Maintenance and repairs that do not materially improve or extend the lives of the respective assets are expensed as incurred. As of the balance sheet dates, Property and equipment, net consisted of the following:

(in thousands)	Asset Lives (years)	January 28, 2022			January 29, 2021
Land	-	$	3,468		$	3,475
Buildings and improvements	15-30		102,077			101,421
Furniture, fixtures and equipment	3-10		61,751			61,807
Computer hardware and software	3-10		211,726			210,823
Leasehold improvements	3-7		12,818			12,941
Construction in progress			15,278			8,343
Gross property and equipment			407,118			398,810
Less: Accumulated depreciation			(277,327	)		(253,522	)
Total property and equipment, net		$	129,791		$	145,288

As of both January 28, 2022 and January 29, 2021, construction in progress relates primarily to technological investments.

Depreciation expense is recorded over the estimated useful lives of the respective assets using the straight-line method. Leasehold improvements are depreciated over the shorter of the associated lease term or the estimated

useful life of the asset. Depreciation expense was $39.2 million, $37.3 million and $31.1 million for Fiscal 2021, Fiscal 2020 and Fiscal 2019, respectively.

Impairment of Property and Equipment

Property and equipment are subject to a review for impairment if events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Company Operated store long-lived assets, including right-of-use assets, are regularly reviewed for impairment indicators. Impairment is assessed at the individual store level which is the lowest level of identifiable cash flows and considers the estimated undiscounted cash flows over the asset’s remaining life. If estimated undiscounted cash flows are insufficient to recover the investment, an impairment loss is recognized equal to the difference between the estimated fair value of the asset and its carrying value, net of salvage, and any costs of disposition. The fair value estimate is generally the discounted amount of estimated store-specific cash flows. During Fiscal 2021 there was no impairment recognized for property and equipment. During Fiscal 2020 and Fiscal 2019 impairment of $0.4 million and $1.4 million, respectively, was recognized for property and equipment for Company Operated store locations.

Goodwill and Indefinite-lived Intangible Asset Impairment Assessments

Goodwill and the indefinite-lived trade name intangible asset are tested separately for impairment on an annual basis or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Frequently, impairment assessments contain multiple uncertainties because the calculation requires management to make assumptions and to apply judgment to estimate future cash flows and asset fair values, including forecasting cash flows under different scenarios. The Company performs goodwill and indefinite-lived intangible asset impairment tests on an annual basis and updates these annual impairment tests mid-year if events or circumstances occur that would more likely than not reduce the fair value of a reporting unit or indefinite-lived intangible asset below its carrying amount. If actual results fall short of the Company’s estimates and assumptions used in estimating future cash flows and asset fair values, the Company may be exposed to future impairment losses that could be material.

Goodwill impairment assessments

The Company tests goodwill for impairment using a one-step quantitative test. The quantitative test compares the reporting unit’s fair value to its carrying value. An impairment is recorded for any excess carrying value above the reporting unit’s fair value, not to exceed the amount of goodwill. The Company estimates fair value of its reporting units using a discounted cash flow model, commonly referred to as the income approach. The income approach uses a reporting unit’s projection of estimated operating results and cash flows that is discounted using a weighted-average cost of capital that reflects current market conditions appropriate to the Company’s reporting unit. The discounted cash flow model uses management’s best estimates of economic and market conditions over the projected period using the best information available, including growth rates in revenues, costs and estimates of future expected changes in operating margins and cash expenditures. Other significant estimates and assumptions include terminal value growth rates, weighted average cost of capital and changes in future working capital requirements.

In response to the COVID pandemic, during First Quarter 2020 the Company tested its Outfitters and Japan eCommerce reporting units for goodwill impairment. The testing resulted in no impairment of the Company’s Outfitters reporting unit and full impairment of the $3.3 million of goodwill allocated to the Company’s Japan eCommerce reporting unit. At the end of Fiscal 2021, the fair value of the U.S. eCommerce and Outfitters reporting units exceeded the carrying value by 91.2% and 65.5%, respectively and 61.7% and 108.8%, respectively at the end of Fiscal 2020.

Goodwill impairment charges may be recognized in future periods to the extent changes in factors or circumstances occur, including deterioration in the macroeconomic environment, retail industry or in the equity markets, deterioration in performance or future projections, or changes in plans for the reporting unit.

Indefinite-lived intangible asset impairment assessments

The Company’s indefinite-lived intangible asset is the Lands’ End trade name. The Company reviews the trade name for impairment on an annual basis during the fourth fiscal quarter, or whenever events or changes in circumstances indicate the carrying value may not be recoverable. The fair value of the trade name indefinite-lived intangible asset is estimated using the relief from royalty method. The relief from royalty method is based on the assumption that, in lieu of ownership, a firm would be willing to pay a royalty in order to exploit the related benefits of this asset class. The relief from royalty method involves two steps: (1) estimation of reasonable royalty rates for the assets and (2) the application of these royalty rates to a forecasted net revenue stream and discounting the resulting cash flows to determine a present value. The Company multiplied the selected royalty rate by the forecasted net revenue stream to calculate the cost savings (relief from royalty payment) associated with the asset. The cash flows are then discounted to present value using the selected discount rate and compared to the carrying value of the asset.

In Fiscal 2021, Fiscal 2020, and Fiscal 2019, the Company tested the indefinite-lived intangible asset as required resulting in the fair value exceeding the carrying value by 68.9%, 61.2% and 19.1% respectively. As such, no trade name impairment charges were recorded in any of the periods presented.

Financial Instruments with Off-Balance-Sheet Risk

The $275 million ABL Facility includes a $70.0 million sublimit for letters of credit and the Third Amendment to the ABL Facility extended the maturity from November 16, 2022 to the earlier of (a) July 29, 2026 or (b) June 9, 2025 if, on or prior to such date, the Term Loan Facility has not been refinanced, extended or repaid in full in accordance with the terms thereof and not replaced with other indebtedness. The ABL Facility is available for working capital and other general corporate liquidity needs. There was no balance outstanding as of January 28, 2022 and $25.0 million outstanding on January 29, 2021. The balance of outstanding letters of credit was $23.5 million and $27.1 million on January 28, 2022 and January 29, 2021, respectively.

Fair Value of Financial Instruments

The Company determines the fair value of financial instruments in accordance with accounting standards pertaining to fair value measurements. Such standards define fair value and establish a framework for measuring fair value in accordance with GAAP. Under fair value measurement accounting standards, fair value is considered to be the exchange price in an orderly transaction between market participants to sell an asset or transfer a liability at the measurement date. The Company reports or discloses the fair value of financial assets and liabilities based on the fair value hierarchy prescribed by accounting standards for fair value measurements, which prioritizes the inputs to valuation techniques used to measure fair value into three levels.

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of accounts receivable. Total accounts receivable was $49.7 million and $37.6 million as of January 28, 2022 and January 29, 2021, respectively.

Cash and cash equivalents, accounts receivable, accounts payable and other current liabilities are reflected in the Consolidated Balance Sheets at cost, which approximates fair value due to the short-term nature of these instruments.

Long-term debt, net is reflected in the Consolidated Balance Sheets at amortized cost. The fair value of debt was determined utilizing Level 3 valuation techniques based on observed market data on January 28, 2022 and January 29, 2021. See Note 7, Fair Value of Financial Assets and Liabilities.

Foreign Currency Translations and Transactions

The Company translates the assets and liabilities of foreign subsidiaries from their respective functional currencies to United States dollars at the appropriate spot rates as of the balance sheet date. Revenue and expenses of operations are translated to United States dollars using weighted average exchange rates during the year. The foreign subsidiaries use the local currency as their functional currency. The effects of foreign currency translation adjustments are included as a component of Accumulated other comprehensive loss in the accompanying Consolidated Statements of Changes in Stockholders’ Equity. The Company recognized a foreign exchange transaction gain of $0.8 million in Fiscal 2021, a gain of $3.4 million in Fiscal 2020 and a loss of $3.4 million in Fiscal 2019. These are recorded in either Cost of sales (excluding depreciation and amortization) or Selling and administrative in the accompanying Consolidated Statements of Operations based on the underlying nature of the transactions giving rise to the gain or loss.

Revenue Recognition

Revenue includes sales of merchandise and delivery revenue related to merchandise sold. Substantially all of the Company’s revenue is recognized when control of product passes to customers, which for the U.S. eCommerce, International, Outfitters and Third Party distribution channels is when the merchandise is expected to be received by the customer and for the Retail distribution channel is at the time of sale in the store. The Company recognizes revenue, including shipping and handling fees billed to customers, in the amount expected to be received when control of the Company’s products transfers to customers, and is presented net of various forms of promotions, which range from contractually-fixed percentage price reductions to sales returns, discounts, and other incentives that may vary in amount. Variable amounts are estimated based on an analysis of historical experience and adjusted as better estimates become available. The Company’s revenue is disaggregated by distribution channel and geographic location.

The Company excludes from revenue, taxes assessed by governmental authorities, including value-added and other sales-related taxes, that are imposed on and concurrent with revenue-producing activities.

Contract Liabilities

Contract liabilities consist of payments received in advance of the transfer of control to the customer. As products are delivered and control transfers, the Company recognizes the deferred revenue in Net revenue in the Consolidated Statements of Operations. The following table summarizes the deferred revenue associated with payments received in advance of the transfer of control to the customer reported in Other current liabilities in the Consolidated Balance Sheets and amounts recognized through Net revenue for each period presented. The majority of deferred revenue as of January 28, 2022 is expected to be recognized in Net revenue in the fiscal quarter ending April 29, 2022, as products are delivered to customers.

(in thousands)	Fiscal 2021			Fiscal 2020
Deferred revenue beginning of period	$	17,187		$	8,096
Deferred revenue recognized in period		(16,973	)		(7,882	)
Revenue deferred in period		8,346			16,973
Deferred revenue end of period	$	8,560		$	17,187

Revenue from gift cards is recognized when (i) the gift card is redeemed by the customer for merchandise, or (ii) as gift card breakage, an estimate of gift cards which will not be redeemed where the Company does not have a legal obligation to remit the value of the unredeemed gift cards to the relevant jurisdictions. Gift card breakage is recorded within Net revenue in the Consolidated Statements of Operations. Prior to their redemption, gift cards are recorded as a liability, included within Other current liabilities in the Consolidated Balance Sheets. The liability is estimated based on expected breakage that considers historical patterns of redemption. The following table provides the reconciliation of the contract liability related to gift cards:

(in thousands)	Fiscal 2021			Fiscal 2020
Balance as of beginning of period	$	26,798		$	22,592
Gift cards sold		55,107			52,315
Gift cards redeemed		(44,391	)		(47,061	)
Gift card breakage		(4,444	)		(1,048	)
Balance as of end of period	$	33,070		$	26,798

The increase in gift card breakage in Fiscal 2021 was attributed to a change in accounting estimate resulting from an assessment of, and ultimately an increase in, the gift card breakage rate, creating a more appropriate rate for the various gift card programs.

Refund Liabilities

Refund liabilities, primarily associated with product sales returns and retrospective volume rebates, represent variable consideration and are estimated and recorded as a reduction to Net revenue based on historical experience. As of January 28, 2022 and January 29, 2021, $23.4 million and $25.7 million, respectively, of refund liabilities, primarily associated with estimated product returns, were reported in Other current liabilities in the Consolidated Balance Sheets.

Cost of Sales

Cost of sales are comprised principally of the costs of merchandise, in-bound freight and handling, duty, warehousing and distribution (including receiving, picking, packing, store delivery and value-added costs), customer shipping and handling costs and physical inventory losses. Depreciation and amortization are not included in the Company’s Cost of sales.

Selling and Administrative Expenses

Selling and administrative expenses are comprised principally of payroll and benefits costs, marketing, information technology expenses, third-party services, occupancy costs of Company Operated stores and corporate facilities, and other administrative expenses. All stock-based compensation is recorded in Selling and administrative expenses. See Note 5, Stock-Based Compensation.

Income Taxes

Deferred income tax assets and liabilities are based on the estimated future tax effects of differences between the financial and tax basis of assets and liabilities based on currently enacted tax laws. The tax balances and income tax expense recognized are based on management’s interpretation of the tax laws of multiple jurisdictions. Income tax expense also reflects best estimates and assumptions regarding, among other things, the level of future taxable income and tax planning. Future changes in tax laws, changes in projected levels of taxable income, tax planning and adoption and implementation of new accounting standards could impact the effective tax rate and tax balances recorded.

Tax positions are recognized when they are more likely than not to be sustained upon examination. The amount recognized is measured as the largest amount of benefit that is more likely than not to be realized upon settlement. The Company is subject to periodic audits by the United States Internal Revenue Service and other state

and local taxing authorities. These audits may challenge certain of the Company’s tax positions such as the timing and amount of income and deductions and the allocation of taxable income to various tax jurisdictions. The Company evaluates its tax positions and establishes liabilities in accordance with the applicable accounting guidance on uncertainty in income taxes. These tax uncertainties are reviewed as facts and circumstances change and are adjusted accordingly. This requires significant management judgment in estimating final outcomes. Interest and penalties are classified as Income tax expense in the Consolidated Statements of Operations. See Note 9, Income Taxes, for further details.

The Company performed an evaluation over its deferred tax assets and determined that a valuation allowance is considered necessary for certain jurisdictions. See Note 9, Income Taxes, for further details on the valuation allowance.

Self-Insurance

The Company has a self-insured plan for health and welfare benefits and provides an accrual to cover the obligation. The accrual for the self-insured liability is based on claims filed and an estimate of claims incurred but not yet reported. The Company considers a number of factors, including historical claims information, when determining the amount of the accrual. Costs related to the administration of the plan and related claims are expensed as incurred. Total expenses, net of employee contributions, were $17.3 million, $17.1 million and $17.4 million for Fiscal 2021, Fiscal 2020 and Fiscal 2019, respectively.

The Company also has a self-insured plan for certain costs related to workers’ compensation. The Company obtains third-party insurance coverage to limit exposure to this self-insured risk.

Retirement Benefit Plan

The Company has a 401(k) retirement plan, which covers most regular employees and allows them to make contributions. The Company also provides a matching contribution on a portion of the employee contributions. Total expenses incurred under this plan were $3.9 million, $0.7 million and $3.6 million for Fiscal 2021, Fiscal 2020 and Fiscal 2019, respectively. The increase in Fiscal 2021 and was attributed to the resumption of the Company’s 401(k) matching contribution in Fiscal 2021 after its temporary suspension in Fiscal 2020.

Other Comprehensive Income (Loss)

Other comprehensive income (loss) encompasses all changes in equity other than those arising from transactions with stockholders and is comprised solely of foreign currency translation adjustments and net income (loss).

	Fiscal 2021			Fiscal 2020			Fiscal 2019
Beginning balance: Accumulated other comprehensive loss (net of tax of $2,987, $3,453 and $3,505, respectively)	$	(11,221	)	$	(12,988	)	$	(13,183	)
Other comprehensive (loss) income
Foreign currency translation adjustments (net of tax of $374, $(466) and $(52), respectively)		(1,421	)		1,767			195
Ending balance: Accumulated other comprehensive loss (net of tax of $3,361, $2,987 and $3,453, respectively)	$	(12,642	)	$	(11,221	)	$	(12,988	)

Stock-Based Compensation

Stock-based compensation expense for restricted stock units is determined based on the grant date fair value. The fair value is determined based on the Company’s stock price on the date of the grant. The Company recognizes stock-based compensation cost net of estimated forfeitures and revises the estimates in subsequent periods if actual forfeitures differ from the estimates. The Company estimates the forfeiture rate based on historical data as well as expected future behavior.

Option Awards provide the recipient with the option to purchase a set number of shares at a stated exercise price over the term of the contract, which is ten years for all Option Awards currently outstanding. Options are granted with a strike price equal to the stock price on the date of grant and vest ratably over a four-year period.

Stock-based compensation is recorded in Selling and administrative expense in the Consolidated Statements of Operations over the period in which the employee is required to provide service in exchange for the restricted stock units and stock option awards.

Earnings per Share

The numerator for both basic and diluted EPS is net income attributable to the Company. The denominator for basic EPS is based upon the number of weighted average shares of the Company’s common stock outstanding during the reporting periods. The denominator for diluted EPS is based upon the number of weighted average shares of the Company’s common stock and common stock equivalents outstanding during the reporting periods using the treasury stock method in accordance with ASC 260, Earnings Per Share.

The following table summarizes the components of basic and diluted EPS:

(in thousands)	Fiscal 2021		Fiscal 2020		Fiscal 2019
Net income	$	33,369	$	10,836	$	19,290
Basic weighted average shares outstanding		32,929		32,566		32,343
Dilutive impact of stock awards		752		86		2
Diluted weighted average shares outstanding		33,681		32,652		32,345
Basic earnings per share	$	1.01	$	0.33	$	0.60
Diluted earnings per share	$	0.99	$	0.33	$	0.60

Stock awards are considered anti-dilutive based on the application of the treasury stock method or in the event of a net loss. There were 93, 1,093,274 and 745,575 anti-dilutive shares excluded from the diluted weighted average shares outstanding in Fiscal 2021, Fiscal 2020 and Fiscal 2019, respectively.

Recently Adopted Accounting Pronouncements

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and by clarifying and amending existing guidance to improve consistent application. This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Certain amendments within this ASU are required to be applied on a retrospective basis, certain other amendments are required to be applied on a modified retrospective basis and all other amendments on a prospective basis. The Company adopted this standard in First Quarter 2021 and the adoption did not have a material impact on the Company’s Consolidated Financial Statements and related disclosures.

Other Current Liabilities (Tables)

12 Months Ended

Jan. 28, 2022

Other Liabilities Disclosure [Abstract]

Summary of Other Current Liabilities

Other current liabilities consisted of the following:

(in thousands)	January 28, 2022		January 29, 2021
Accrued employee compensation and benefits	$	58,833	$	54,944
Deferred gift card revenue		33,070		26,798
Reserve for sales returns and allowances		23,421		25,716
Accrued property, sales and other taxes		11,999		24,905
Deferred revenue		8,560		17,187
Other		10,380		12,432
Total other current liabilities	$	146,263	$	161,982

Other Current Liabilities - Summary of Other Current Liabilities (Details) - USD ($) $ in Thousands	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Other Liabilities Current [Abstract]
Accrued employee compensation and benefits	$ 58,833	$ 54,944
Deferred gift card revenue	33,070	26,798	$ 22,592
Reserve for sales returns and allowances	23,421	25,716
Accrued property, sales and other taxes	11,999	24,905
Deferred revenue	8,560	17,187
Other	10,380	12,432
Total other current liabilities	$ 146,263	$ 161,982

Summary of Significant Accounting Policies - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021
Accounting Policies [Abstract]
Beginning balance	$ 680	$ 511
Provision	158	286
Write-offs	(213)	(117)
Ending balance	$ 625	$ 680

Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation	$ 10,156	$ 9,201	$ 8,690
Deferred Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation	5,683	5,752	5,591
Performance Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation	4,370	2,701	2,352
Option Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation	$ 103	$ 748	$ 748

Fair Value of Financial Assets and Liabilities

12 Months Ended

Jan. 28, 2022

Fair Value Disclosures [Abstract]

Fair Value of Financial Assets and Liabilities

NOTE 7. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

The Company determines fair value of financial assets and liabilities based on the following fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three levels:

Level 1 inputs—unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. An active market for the asset or liability is one in which transactions for the asset or liability occurs with sufficient frequency and volume to provide ongoing pricing information.

Level 2 inputs—inputs other than quoted market prices included in Level 1 that are observable, either directly or indirectly, for the asset or liability. Level 2 inputs include, but are not limited to, quoted prices for similar assets or liabilities in an active market, quoted prices for identical or similar assets or liabilities in markets that are not active and inputs other than quoted market prices that are observable for the asset or liability, such as interest rate curves and yield curves observable at commonly quoted intervals, volatilities, credit risk and default rates.

Level 3 inputs—unobservable inputs for the asset or liability.

Restricted cash is reflected on the Consolidated Balance Sheets at fair value. The fair value of Restricted cash as of January 28, 2022 and January 29, 2021 was $1.8 million and $1.9 million, respectively, based on Level 1 inputs. Restricted cash amounts are valued based upon statements received from financial institutions.

Carrying values and fair values of other financial instruments in the Consolidated Balance Sheets are as follows:

January 28, 2022

January 29, 2021

(in thousands)

Carrying

Amount

Fair

Value

Carrying

Amount

Fair

Value

Long-term debt, including current portion

257,813

256,439

271,563

277,265

Long-term debt, net is reflected in the Consolidated Balance Sheets at amortized cost. The fair value of debt was determined utilizing Level 3 valuation techniques based on a third-party analysis as of January 28, 2022 and January 29, 2021. There were no nonfinancial assets or nonfinancial liabilities recognized at fair value on a nonrecurring basis as of January 28, 2022 and January 29, 2021.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Commitments and Contingencies

12 Months Ended

Jan. 28, 2022

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

NOTE 10. COMMITMENTS AND CONTINGENCIES

Legal Proceedings

The Company is party to various claims, legal proceedings and investigations arising in the ordinary course of business. Some of these actions involve complex factual and legal issues and are subject to uncertainties. At this time, the Company is not able to either predict the outcome of these legal proceedings or reasonably estimate a potential range of loss with respect to the proceedings. While it is not feasible to predict the outcome of such pending claims, proceedings and investigations with certainty, management is of the opinion that their ultimate resolution should not have a material adverse effect on results of operations, cash flows or financial position taken as a whole.

Lands’ End is the defendant in three separate lawsuits, each of which allege adverse health events and personal property damage as a result of wearing uniforms manufactured by Lands’ End: (1) Gilbert et al. v. Lands’ End, Inc., United States District Court for the Western District of Wisconsin, Civil Action No. 3:19-cv-00823-JDP, complaint filed October 3, 2019; (2) Andrews et al. v. Lands’ End, Inc., United States District Court for the Western District of Wisconsin, Civil Action No. 3:19-cv-01066-JDP, complaint filed on December 31, 2019, on behalf of 521 named plaintiffs, later amended to include 1,089 named plaintiffs; and (3) Davis et al. v. Lands’ End, Inc. and Lands’ End Business Outfitters, Inc., United States District Court for the Western District of Wisconsin, Case No. 3:20-cv-00195, complaint filed on March 4, 2020. Plaintiffs in Gilbert, Andrews, and Davis seek nationwide class certification on behalf of similarly situated Delta employees.

By order dated April 20, 2020, the Court consolidated the Gilbert and Andrews cases (the “Consolidated Wisconsin Action”) and stayed the Davis case. Plaintiffs in the Consolidated Wisconsin Action and Davis each assert that the damages sustained by the members of the proposed class exceed $5,000,000. Plaintiffs in each case seek damages for personal injuries, pain and suffering, severe emotional distress, financial or economic loss, including medical services and expenses, lost income and other compensable injuries. Plaintiffs in the Consolidated Wisconsin Action seek class certification with respect to performance of the uniforms and warranty claims and maintain individual claims for personal injury by numerous named plaintiffs.

On August 18, 2021, the Court ruled on several pending motions in the Consolidated Wisconsin Action. The Court denied Plaintiffs’ motion for class certification with respect to performance of the uniforms and warranty claims. The Court denied Plaintiffs’ motion for partial summary judgment regarding crocking claims and granted Lands’ End’s motion for partial summary judgment related to certain warranty claims. In addition, giving effect to both the addition and voluntary dismissal of individual plaintiffs over the course of the litigation, the number of individual plaintiffs had been reduced from 1,089 to 603 as of August 18, 2021. On September 1, 2021, Plaintiffs filed a Rule 23(f) petition, seeking interlocutory review of the Court’s decision denying class certification. On September 22, 2021, the U.S. Court of Appeals for the Seventh Circuit denied plaintiffs’ petition.

The Consolidated Wisconsin Action has several motions pending before the Court and continues to be in discovery. Lands’ End is vigorously defending these lawsuits and believes they are without merit.

Income Taxes (Tables)

12 Months Ended

Jan. 28, 2022

Income Tax Disclosure [Abstract]

Schedule of Income Before Income Taxes

The Company’s income (loss) before income taxes in the United States and in foreign jurisdictions is as follows:

(in thousands)	Fiscal 2021			Fiscal 2020		Fiscal 2019
Income (loss) before income taxes
United States	$	52,963		$	173	$	21,406
Foreign		(6,994	)		12,419		(44	)
Total income before income taxes	$	45,969		$	12,592	$	21,362

Schedule of Components of the Provision for (Benefit from) Income Taxes

The components of the provision for (benefit from) income taxes are as follows:

(in thousands)	Fiscal 2021		Fiscal 2020		Fiscal 2019
United States	$	12,215	$	725	$	2,105
Foreign		385		1,031		(33	)
Total provision	$	12,600	$	1,756	$	2,072

(in thousands)	Fiscal 2021			Fiscal 2020			Fiscal 2019
Current:
Federal	$	11,370		$	8,334		$	979
State		1,627			3,675			1,549
Foreign		385			517			—
Total current		13,382			12,526			2,528
Deferred:
Federal		(1,426	)		(8,413	)		340
State		644			(2,871	)		(763	)
Foreign		—			514			(33	)
Total deferred		(782	)		(10,770	)		(456	)
Total provision	$	12,600		$	1,756		$	2,072

Reconciliation of the Effective Income Tax Rate

A reconciliation of the statutory federal income tax rate to the effective income tax rate is as follows:

	Fiscal 2021			Fiscal 2020			Fiscal 2019
Tax at statutory federal tax rate		21.0	%		21.0	%		21.0	%
State income taxes, net of federal tax benefit		3.9	%		5.0	%		2.9	%
Foreign differential		(5.2	)%		2.7	%		(4.0	)%
Permanent differences		1.9	%		16.8	%		4.3	%
CARES Act		—	%		(24.6	)%		—	%
Uncertain tax benefits		1.1	%		(1.6	)%		(0.8	)%
Change in foreign valuation allowance		4.9	%		(3.8	)%		4.2	%
Foreign branches		—	%		—	%		(15.9	)%
Other, net		(0.2	)%		(1.6	)%		(2.0	)%
Total		27.4	%		13.9	%		9.7	%

Summary of Deferred Tax Assets and Liabilities

Deferred tax assets and liabilities consisted of the following:

(in thousands)	January 28, 2022			January 29, 2021			January 31, 2020
Deferred tax assets
Deferred revenue	$	6,528		$	4,882		$	3,797
Legal accruals		2,461			3,551			1,938
Deferred compensation		18,328			16,147			12,507
Reserve for returns		2,958			3,072			2,654
Inventory		3,730			6,390			3,413
CTA investment in foreign subsidiaries		3,361			2,987			3,453
Operating lease liabilities		8,677			9,677			10,319
Other		2,402			2,668			2,764
Net operating loss carryforward		5,211			3,093			6,018
Total deferred tax assets		53,656			52,467			46,863
Less valuation allowance		(6,009	)		(3,896	)		(6,526	)
Net deferred tax assets	$	47,647		$	48,571		$	40,337

Deferred tax liabilities
Intangible assets	$	62,295		$	62,372		$	62,397
LIFO reserve		18,118			15,191			17,503
Property and equipment		4,396			8,660			7,208
Operating lease right-of-use assets		7,089			7,882			8,586
Catalog advertising		1,940			1,812			2,294
Total deferred tax liabilities		93,838			95,917			97,988
Net deferred tax liability	$	46,191		$	47,346		$	57,651

Schedule of Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of UTBs is as follows:

	Fiscal 2021			Fiscal 2020			Fiscal 2019
Gross UTB balance at beginning of period	$	1,012		$	1,202		$	1,458
Tax positions related to the prior periods - gross increases (decreases)		539			(190	)		(179	)
Settlements		(74	)		—			(77	)
Gross UTB balance at end of period	$	1,477		$	1,012		$	1,202

Stock-Based Compensation

12 Months Ended

Jan. 28, 2022

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock-Based Compensation

NOTE 5. STOCK-BASED COMPENSATION

The Company expenses the fair value of all stock awards over their respective vesting periods, ensuring that the amount of cumulative compensation cost recognized at any date is at least equal to the portion of the grant-date value of the award that is vested at that date. The Company has elected to adjust compensation expense for an estimated forfeiture rate for those shares not expected to vest and to recognize compensation cost on a straight-line basis for awards that only have a service requirement with multiple vest dates.

The Company has granted the following types of stock awards to employees at management levels and above:

Deferred Awards are in the form of restricted stock units and only require each recipient to complete a service period for the awards to be earned. Deferred Awards generally vest over three years. The fair value of Deferred Awards is based on the closing price of the Company’s common stock on the grant date and is reduced for estimated forfeitures of those awards not expected to vest due to employee turnover.

ii.

Performance Awards are in the form of restricted stock units and have, in addition to a service requirement, performance criteria that must be achieved for the awards to be earned. For Performance Awards granted, the Target Shares earned can range from 50% to 200% once minimum thresholds have been reached and depend on the achievement of Adjusted EBITDA and revenue performance measures for the cumulative period comprised of three consecutive fiscal years beginning in the fiscal year of the grant date. The applicable percentage of the Target Shares, as determined by performance, vest after the completion of the applicable three-year performance period, and unearned Target Shares are forfeited. The fair value of the Performance Awards granted are based on the closing price of the Company’s common stock on the grant date. Stock-based compensation expense is recognized ratably over the related service period reduced for estimated forfeitures of those awards not expected to vest due to employee turnover and adjusted based on the Company’s estimate of the percentage of the aggregate Target Shares expected to be earned. Typically, the Company accrues for Performance Awards on a 100% payout unless it becomes probable that the outcome will be significantly different, or the performance can be accurately measured. The performance period has been completed for the Fiscal 2019 Performance Awards and, based on the Company’s performance relative to the Adjusted EBITDA and revenue performance measures, these awards are expected to be issued at 118% of Target Shares. The Fiscal 2021 Performance Awards are accrued at 186% payout.

iii.

The following table summarizes the Company’s stock-based compensation expense, which is included in Selling and administrative expense in the Consolidated Statements of Operations:

(in thousands)	Fiscal 2021		Fiscal 2020		Fiscal 2019
Deferred Awards	$	5,683	$	5,752	$	5,591
Performance Awards		4,370		2,701		2,352
Option Awards		103		748		748
Total stock-based compensation expense	$	10,156	$	9,201	$	8,690

Deferred Awards

The following table provides a summary of the Deferred Awards activity for Fiscal 2021 and Fiscal 2020:

	Fiscal Year Ended
	January 28, 2022					January 29, 2021
(in thousands, except per share amounts)	Number of Shares			Weighted Average Grant Date Fair Value		Number of Shares			Weighted Average Grant Date Fair Value
Unvested deferred awards at beginning of year		1,093		$	10.86		745		$	18.49
Granted		247			29.90		765			6.97
Vested		(401	)		13.89		(299	)		19.68
Forfeited		(26	)		13.46		(118	)		12.22
Unvested deferred awards at end of year		913		$	14.60		1,093		$	10.86

Total unrecognized stock-based compensation expense related to unvested Deferred Awards was approximately $6.6 million as of January 28, 2022, which is expected to be recognized ratably over a weighted average period of 1.8 years. Deferred Awards granted to employees during Fiscal 2021 vest ratably over a period of three years.

Performance Awards

The following table provides a summary of the Performance Awards activity for Fiscal 2021 and Fiscal 2020:

	Fiscal Year Ended
	January 28, 2022					January 29, 2021
(in thousands, except per share amounts)	Number of Shares			Weighted Average Grant Date Fair Value		Number of Shares			Weighted Average Grant Date Fair Value
Unvested performance awards at beginning of year		393		$	18.32		412		$	18.15
Granted		166			29.95		—			—
Change in estimate - performance		42			15.73		16			21.90
Vested		(165	)		21.90		—			—
Forfeited		—			—		(35	)		18.02
Unvested performance awards at end of year		436		$	21.15		393		$	18.32

Total unrecognized stock-based compensation expense related to unvested Performance Awards was approximately $6.0 million as of January 28, 2022 which is expected to be recognized ratably over a weighted average period of 2.1 years. Performance Awards granted to employees during Fiscal 2021 and Fiscal 2019 vest, if earned, after completion of the applicable three-year performance period.

Options Awards

The following table provides a summary of the Options Award activity for Fiscal 2021 and Fiscal 2020:

	Fiscal Year Ended
	January 28, 2022					January 29, 2021
(in thousands, except per share amounts)	Number of Shares			Weighted Average Grant Date Fair Value		Number of Shares			Weighted Average Grant Date Fair Value
Unvested option awards at beginning of year		85		$	8.73		171		$	8.73
Granted		—			—		—			—
Vested		(85	)		8.73		(86	)		8.73
Forfeited		—			—		—			—
Unvested option awards at end of year		—		$	—		85		$	8.73

There were no unvested Option Awards as of January 28, 2022. The Option Awards have a life of ten years and vest ratably over the first four years. As of January 28, 2022, 343,135 shares related to Option Awards were exercisable. No options were exercised during the fiscal year ended January 28, 2022.

Other Current Liabilities

12 Months Ended

Jan. 28, 2022

Other Liabilities Disclosure [Abstract]

Other Current Liabilities

NOTE 6. OTHER CURRENT LIABILITIES

Other current liabilities consisted of the following:

(in thousands)	January 28, 2022		January 29, 2021
Accrued employee compensation and benefits	$	58,833	$	54,944
Deferred gift card revenue		33,070		26,798
Reserve for sales returns and allowances		23,421		25,716
Accrued property, sales and other taxes		11,999		24,905
Deferred revenue		8,560		17,187
Other		10,380		12,432
Total other current liabilities	$	146,263	$	161,982

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Income Statement [Abstract]
Net revenue	$ 1,636,624	$ 1,427,448	$ 1,450,201
Cost of sales (excluding depreciation and amortization)	945,164	821,595	828,309
Gross profit	691,460	605,853	621,892
Selling and administrative	571,767	518,897	543,962
Depreciation and amortization	39,166	37,343	31,136
Other operating expense, net	741	8,471	1,357
Total costs and expenses	611,674	564,711	576,455
Operating income	79,786	41,142	45,437
Interest expense	34,445	27,754	25,987
Other (income) expense, net	(628)	796	(1,912)
Income before income taxes	45,969	12,592	21,362
Income tax expense	12,600	1,756	2,072
NET INCOME	$ 33,369	$ 10,836	$ 19,290
NET INCOME PER COMMON SHARE ATTRIBUTABLE TO STOCKHOLDERS
Basic:	$ 1.01	$ 0.33	$ 0.60
Diluted:	$ 0.99	$ 0.33	$ 0.60
Basic weighted average common shares outstanding	32,929	32,566	32,343
Diluted weighted average common shares outstanding	33,681	32,652	32,345

Stock-Based Compensation - Summary of Options Award Activity (Details) - Option Awards - $ / shares	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Unvested option awards at beginning of year	85,000	171,000
Number of Shares, Granted	0	0
Number of Shares, Vested	(85,000)	(86,000)
Number of Shares, Forfeited	0	0
Number of Shares, Unvested option awards at end of year	0	85,000
Weighted Average Grant Date Fair Value, Unvested option awards at beginning of year	$ 8.73	$ 8.73
Weighted Average Grant Date Fair Value, Granted	0	0
Weighted Average Grant Date Fair Value, Vested	8.73	8.73
Weighted Average Grant Date Fair Value, Forfeited	0	0
Weighted Average Grant Date Fair Value, Unvested option awards at end of year	$ 0	$ 8.73

Fair Value of Financial Assets and Liabilities - Additional Information (Details) - USD ($)	Jan. 28, 2022	Jan. 29, 2021
Nonrecurring
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Nonfinancial assets fair value disclosure	$ 0	$ 0
Nonfinancial liabilities fair value disclosure	0	0
Fair Value \| Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Restricted cash fair value	$ 1,800,000	$ 1,900,000

Income Taxes - Reconciliation of the Effective Income Tax Rate (Details)	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Income Tax Disclosure [Abstract]
Tax at statutory federal tax rate	21.00%	21.00%	21.00%
State income taxes, net of federal tax benefit	3.90%	5.00%	2.90%
Foreign differential	(5.20%)	2.70%	(4.00%)
Permanent differences	1.90%	16.80%	4.30%
CARES Act		(24.60%)
Uncertain tax benefits	1.10%	(1.60%)	(0.80%)
Change in foreign valuation allowance	4.90%	(3.80%)	4.20%
Foreign branches			(15.90%)
Other, net	(0.20%)	(1.60%)	(2.00%)
Total	27.40%	13.90%	9.70%

Commitments and Contingencies - Additional Information (Details) $ in Thousands	12 Months Ended
	Jan. 28, 2022 USD ($) Lawsuit	Aug. 18, 2021 Plaintiff	Mar. 04, 2020 Plaintiff	Dec. 31, 2019 Plaintiff
Loss Contingencies [Line Items]
Number of lawsuits \| Lawsuit	3
Number of plaintiffs \| Plaintiff		603	1,089	521
Minimum
Loss Contingencies [Line Items]
Damages sustained by proposed members \| $	$ 5,000,000

Consolidated Statements of Comprehensive Operations - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Statement Of Income And Comprehensive Income [Abstract]
NET INCOME	$ 33,369	$ 10,836	$ 19,290
Other comprehensive income (loss), net of tax, foreign currency translation adjustments	(1,421)	1,767	195
COMPREHENSIVE INCOME	$ 31,948	$ 12,603	$ 19,485

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Consolidated Balance Sheets - USD ($) $ in Thousands	Jan. 28, 2022	Jan. 29, 2021
Current assets
Cash and cash equivalents	$ 34,301	$ 33,933
Restricted cash	1,834	1,861
Accounts receivable, net	49,668	37,574
Inventories, net	384,241	382,106
Prepaid expenses and other current assets	36,905	40,356
Total current assets	506,949	495,830
Property and equipment, net	129,791	145,288
Operating lease right-of-use asset	31,492	35,475
Goodwill	106,700	106,700
Intangible asset, net	257,000	257,000
Other assets	4,702	5,215
TOTAL ASSETS	1,036,634	1,045,508
Current liabilities
Current portion of long-term debt	13,750	13,750
Accounts payable	145,802	134,007
Lease liability - current	5,617	5,183
Other current liabilities	146,263	161,982
Total current liabilities	311,432	314,922
Long-term borrowings on ABL Facility		25,000
Long-term debt, net	234,474	245,632
Lease liability - long-term	32,731	37,811
Deferred tax liabilities	46,191	47,346
Other liabilities	5,110	5,094
TOTAL LIABILITIES	629,938	675,805
Commitments and contingencies
STOCKHOLDERS' EQUITY
Common stock, par value $0.01 - authorized: 480,000 shares; issued and outstanding: 32,985 and 32,614, respectively	330	326
Additional paid-in capital	374,413	369,372
Retained earnings	44,595	11,226
Accumulated other comprehensive loss	(12,642)	(11,221)
TOTAL STOCKHOLDERS' EQUITY	406,696	369,703
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 1,036,634	$ 1,045,508

Related Party Agreements and Transactions

12 Months Ended

Jan. 28, 2022

NOTE 11. RELATED PARTY AGREEMENTS AND TRANSACTIONS

At the time of the Separation, ESL beneficially owned significant portions of both the Company’s and Sears Holdings’ outstanding shares of common stock and therefore, Sears Holdings, the Company’s former parent company, was considered a related party.

On February 11, 2019, Transform Holdco acquired from Sears Holdings substantially all of the go-forward retail footprint and other assets and component businesses of Sears Holdings as a going concern. The Company believes that ESL holds a significant portion of the membership interests of Transform Holdco and therefore considers that entity to be a related party as well.

In connection with and subsequent to the Separation, the Company entered into various agreements with Sears Holdings which, among other things, (i) governed specified aspects of the Company’s relationship following the Separation, especially with regards to the Lands’ End Shops at Sears, and (ii) established terms pursuant to which subsidiaries of Sears Holdings provided services to the Company. Some of these agreements were assumed by and assigned to Transform Holdco, none of which remain in effect or are material to the Company.

Lands’ End Shops at Sears

All Lands’ End Shops at Sears closed by January 31, 2020 and accordingly there was no rent or retail operation related party transactions with Sears Holdings or Transform Holdco in Fiscal 2021 and Fiscal 2020. Total rent, retail services and other costs related to Lands’ End Shops at Sears were $7.7 million in Fiscal 2019.

Sourcing

The Company contracted with a subsidiary of Sears Holdings, which became a subsidiary of Transform Holdco, to provide agreed upon buying agency services, on a non-exclusive basis, in foreign territories from where the Company purchases merchandise. These sourcing services, primarily based upon quantities purchased, included quality-control functions, regulatory compliance, product claims management and new vendor selection and setup assistance. The Company’s contract for these services expired on June 30, 2020.

There was no expense from these sourcing services in Fiscal 2021, $2.2 million in Fiscal 2020 and $7.5 million in Fiscal 2019. These amounts were capitalized into inventory and expensed through cost of goods sold over the course of inventory turns and included in Cost of sales in the Consolidated Statements of Operations. Additionally, a final payment of $1.0 million was paid to the affiliate of Transform Holdco associated with the transitioning of a sourcing office in Fiscal 2020. This was recorded in Other expense (income), net in the Consolidated Statements of Operations.

In anticipation of the expiration of the buying agency service agreement, the Company established a sourcing office located in Hong Kong which became operational in April 2020.

Debt - Schedule of Aggregate Maturities (Details) - Term Loan Facility and ABL Facility - Secured Debt $ in Thousands	Jan. 28, 2022 USD ($)
Debt Instrument [Line Items]
2022	$ 13,750
2023	13,750
2024	13,750
2025	216,563
Long Term Debt	$ 257,813

- Definition

Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.

+ References + Details

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Jan. 28, 2022

Accounting Policies [Abstract]

Fiscal Year

Fiscal Year	Ended	Weeks
2021	January 28, 2022	52
2020	January 29, 2021	52
2019	January 31, 2020	52

Seasonality

Use of Estimates

Cash and Cash Equivalents

Cash and cash equivalents

Restricted Cash

Restricted cash

The Company classifies cash balances pledged as collateral as Restricted cash on the Consolidated Balance Sheets.

Allowance for Doubtful Accounts

Changes in the balance of the allowance for doubtful accounts are as follows:

(in thousands)	Fiscal 2021			Fiscal 2020
Beginning balance	$	680		$	511
Provision		158			286
Write-offs		(213	)		(117	)
Ending balance	$	625		$	680

Inventory

Deferred Catalog Costs and Marketing

Property and Equipment

(in thousands)	Asset Lives (years)	January 28, 2022			January 29, 2021
Land	-	$	3,468		$	3,475
Buildings and improvements	15-30		102,077			101,421
Furniture, fixtures and equipment	3-10		61,751			61,807
Computer hardware and software	3-10		211,726			210,823
Leasehold improvements	3-7		12,818			12,941
Construction in progress			15,278			8,343
Gross property and equipment			407,118			398,810
Less: Accumulated depreciation			(277,327	)		(253,522	)
Total property and equipment, net		$	129,791		$	145,288

As of both January 28, 2022 and January 29, 2021, construction in progress relates primarily to technological investments.

useful life of the asset. Depreciation expense was $39.2 million, $37.3 million and $31.1 million for Fiscal 2021, Fiscal 2020 and Fiscal 2019, respectively.

Impairment of Property and Equipment

Goodwill and Indefinite-lived Intangible Asset Impairment Assessments

Goodwill impairment assessments

Indefinite-lived intangible asset impairment assessments

Financial Instruments with Off-Balance-Sheet Risk

Fair Value of Financial Instruments

Foreign Currency Transactions and Translations

Foreign Currency Translations and Transactions

Revenue Recognition

Contract Liabilities

(in thousands)	Fiscal 2021			Fiscal 2020
Deferred revenue beginning of period	$	17,187		$	8,096
Deferred revenue recognized in period		(16,973	)		(7,882	)
Revenue deferred in period		8,346			16,973
Deferred revenue end of period	$	8,560		$	17,187

(in thousands)	Fiscal 2021			Fiscal 2020
Balance as of beginning of period	$	26,798		$	22,592
Gift cards sold		55,107			52,315
Gift cards redeemed		(44,391	)		(47,061	)
Gift card breakage		(4,444	)		(1,048	)
Balance as of end of period	$	33,070		$	26,798

Refund Liabilities

Cost of Sales

Selling and Administrative Expenses

Income Taxes

Self Insurance

Self-Insurance

The Company also has a self-insured plan for certain costs related to workers’ compensation. The Company obtains third-party insurance coverage to limit exposure to this self-insured risk.

Retirement Benefit Plan

Other Comprehensive Income (Loss)

	Fiscal 2021			Fiscal 2020			Fiscal 2019
Beginning balance: Accumulated other comprehensive loss (net of tax of $2,987, $3,453 and $3,505, respectively)	$	(11,221	)	$	(12,988	)	$	(13,183	)
Other comprehensive (loss) income
Foreign currency translation adjustments (net of tax of $374, $(466) and $(52), respectively)		(1,421	)		1,767			195
Ending balance: Accumulated other comprehensive loss (net of tax of $3,361, $2,987 and $3,453, respectively)	$	(12,642	)	$	(11,221	)	$	(12,988	)

Stock-Based Compensation

Earnings Per Share

Earnings per Share

The following table summarizes the components of basic and diluted EPS:

(in thousands)	Fiscal 2021		Fiscal 2020		Fiscal 2019
Net income	$	33,369	$	10,836	$	19,290
Basic weighted average shares outstanding		32,929		32,566		32,343
Dilutive impact of stock awards		752		86		2
Diluted weighted average shares outstanding		33,681		32,652		32,345
Basic earnings per share	$	1.01	$	0.33	$	0.60
Diluted earnings per share	$	0.99	$	0.33	$	0.60

Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements

Recently Adopted Accounting Pronouncements

Summary of Significant Accounting Policies - Summary of Plant and Equipment (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Property Plant And Equipment [Line Items]
Gross property and equipment	$ 407,118	$ 398,810
Less: Accumulated depreciation	(277,327)	(253,522)
Total property and equipment, net	129,791	145,288	$ 157,665
Land
Property Plant And Equipment [Line Items]
Gross property and equipment	3,468	3,475
Buildings and improvements
Property Plant And Equipment [Line Items]
Gross property and equipment	$ 102,077	101,421
Buildings and improvements \| Minimum
Property Plant And Equipment [Line Items]
Asset lives of property and equipment (years)	15 years
Buildings and improvements \| Maximum
Property Plant And Equipment [Line Items]
Asset lives of property and equipment (years)	30 years
Furniture, fixtures and equipment
Property Plant And Equipment [Line Items]
Gross property and equipment	$ 61,751	61,807
Furniture, fixtures and equipment \| Minimum
Property Plant And Equipment [Line Items]
Asset lives of property and equipment (years)	3 years
Furniture, fixtures and equipment \| Maximum
Property Plant And Equipment [Line Items]
Asset lives of property and equipment (years)	10 years
Computer hardware and software
Property Plant And Equipment [Line Items]
Gross property and equipment	$ 211,726	210,823
Computer hardware and software \| Minimum
Property Plant And Equipment [Line Items]
Asset lives of property and equipment (years)	3 years
Computer hardware and software \| Maximum
Property Plant And Equipment [Line Items]
Asset lives of property and equipment (years)	10 years
Leasehold improvements
Property Plant And Equipment [Line Items]
Gross property and equipment	$ 12,818	12,941
Leasehold improvements \| Minimum
Property Plant And Equipment [Line Items]
Asset lives of property and equipment (years)	3 years
Leasehold improvements \| Maximum
Property Plant And Equipment [Line Items]
Asset lives of property and equipment (years)	7 years
Construction in progress
Property Plant And Equipment [Line Items]
Gross property and equipment	$ 15,278	$ 8,343

Debt - Additional Information (Details)				12 Months Ended
Debt - Additional Information (Details)	Jul. 29, 2021	Jul. 28, 2021	Sep. 09, 2020 USD ($)	Jan. 28, 2022 USD ($)	Jan. 29, 2021 USD ($)	Mar. 19, 2020 USD ($)	Nov. 16, 2017 USD ($)
ABL Facility
Line Of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity				$ 275,000,000	$ 275,000,000		$ 175,000,000
Line of credit				0	25,000,000
Letter of credit outstanding amount				23,521,000	27,131,000
Line of credit facility, increase in maximum borrowing capacity			$ 75,000,000			$ 25,000,000
Line of credit facility, maturity date	Nov. 16, 2022
ABL Facility \| Minimum
Line Of Credit Facility [Line Items]
Line of credit facility, maturity date	Jun. 09, 2025
ABL Facility \| Maximum
Line Of Credit Facility [Line Items]
Line of credit facility, maturity date	Jul. 29, 2026
ABL Facility \| Letter of Credit
Line Of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity				70,000,000.0
ABL Facility \| Secured Debt
Line Of Credit Facility [Line Items]
Line of credit				$ 0
Line of credit facility, commencement date	Jul. 31, 2021
Line of credit facility, unused commitment fee percentage	0.25%
Line of credit facility, covenant terms, minimum percentage of loan cap amount				10.00%
Line of credit facility, covenant terms, minimum excess credit availability				$ 15,000,000.0
Line of credit facility, covenant terms, minimum fixed charge coverage ratio				1.0
ABL Facility \| Secured Debt \| LIBOR
Line Of Credit Facility [Line Items]
Variable rate spread on outstanding loans less than $95 million	1.25%
Variable rate spread on outstanding loans equal to or greater than $95 million but less than $180 million	1.50%
Variable rate spread on outstanding loans greater than or equal to $180 million	1.75%
Spread on variable rate	0.00%	0.75%
ABL Facility \| Secured Debt \| Base Rate
Line Of Credit Facility [Line Items]
Variable rate spread on outstanding loans less than $95 million	0.50%
Variable rate spread on outstanding loans equal to or greater than $95 million but less than $180 million	0.75%
Variable rate spread on outstanding loans greater than or equal to $180 million	1.00%
Term Loan Facility
Line Of Credit Facility [Line Items]
Secured debt			275,000,000	$ 257,813,000	$ 271,563,000
Debt origination fees			$ 5,100,000
Percentage of original issue discount			3.00%
Percentage of prepayment premium to voluntary prepayments and mandatory prepayments			3.00%
Prepayments premium 3% payment start date			Sep. 09, 2022
Prepayments premium 3% payment end date			Sep. 09, 2023
Percentage of prepayments made			1.00%
Prepayments 1% premium payment start date			Sep. 09, 2023
Prepayments 1% premium payment end date			Sep. 09, 2024
Term Loan Facility \| Fortress Credit Corp
Line Of Credit Facility [Line Items]
Line of credit facility, amortization rate			1.25%
Term Loan Facility \| Secured Debt \| Minimum
Line Of Credit Facility [Line Items]
Federal funds rate				0.00%
Term Loan Facility \| Secured Debt \| Minimum \| Fortress Credit Corp
Line Of Credit Facility [Line Items]
Mandatory prepayment terms, amount equal to borrowers' excess cash flows, percentage			0.00%
Term Loan Facility \| Secured Debt \| Maximum \| Fortress Credit Corp
Line Of Credit Facility [Line Items]
Mandatory prepayment terms, amount equal to borrowers' excess cash flows, percentage			75.00%
Term Loan Facility \| Secured Debt \| Adjusted LIBOR
Line Of Credit Facility [Line Items]
Spread on variable rate				9.75%
Minimum LIBOR rate				1.00%
Term Loan Facility \| Secured Debt \| Alternate Base Rate
Line Of Credit Facility [Line Items]
Spread on variable rate				8.75%
Term Loan Facility \| Secured Debt \| Federal Funds Rate
Line Of Credit Facility [Line Items]
Spread on variable rate				0.50%
Term Loan Facility \| Secured Debt \| One Month LIBOR
Line Of Credit Facility [Line Items]
Spread on variable rate				1.00%

Leases - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Lessee Lease Description [Line Items]
Adjustment to retained earnings related to impairment, net of tax	$ 44,595	$ 11,226
Commencement of lease	2022
Monthly rental payments	$ 5,300
Initial lease term	11 years
Accounting Standards Update 2016-02
Lessee Lease Description [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted	true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Feb. 02, 2019
Accounting Standards Update 2016-02 \| Restatement Adjustments
Lessee Lease Description [Line Items]
Adjustment to retained earnings related to impairment, net of tax			$ 1,700
Accounting Standards Update 2016-02 \| Maximum
Lessee Lease Description [Line Items]
Lease term	12 months

Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2022	Jan. 31, 2021	Jan. 31, 2020	Feb. 01, 2019	Jan. 29, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	4 years
Target shares earned	100.00%	186.00%
Expected to be issued target shares				118.00%
Options awards expiration period	10 years
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Target shares earned	50.00%
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Target shares earned	200.00%
Deferred Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	3 years
Compensation expense not yet recognized	$ 6.6
Compensation expense not yet recognized, recognition period	1 year 9 months 18 days
Performance Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	3 years
Compensation expense not yet recognized	$ 6.0
Compensation expense not yet recognized, recognition period	2 years 1 month 6 days
Performance awards period considered	3 years		3 years
Option Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	4 years
Options awards expiration period	10 years
Unvested option awards	0		171,000		85,000
Options awards exercisable	343,135
Options exercised	0

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Jan. 28, 2022

Accounting Policies [Abstract]

Schedule of Allowance for Doubtful Accounts

Changes in the balance of the allowance for doubtful accounts are as follows:

(in thousands)	Fiscal 2021			Fiscal 2020
Beginning balance	$	680		$	511
Provision		158			286
Write-offs		(213	)		(117	)
Ending balance	$	625		$	680

Summary of Property and Equipment, Net

As of the balance sheet dates, Property and equipment, net consisted of the following:

(in thousands)	Asset Lives (years)	January 28, 2022			January 29, 2021
Land	-	$	3,468		$	3,475
Buildings and improvements	15-30		102,077			101,421
Furniture, fixtures and equipment	3-10		61,751			61,807
Computer hardware and software	3-10		211,726			210,823
Leasehold improvements	3-7		12,818			12,941
Construction in progress			15,278			8,343
Gross property and equipment			407,118			398,810
Less: Accumulated depreciation			(277,327	)		(253,522	)
Total property and equipment, net		$	129,791		$	145,288

Deferred Revenue Disclosure

The following table summarizes the deferred revenue associated with payments received in advance of the transfer of control to the customer reported in Other current liabilities in the Consolidated Balance Sheets and amounts recognized through Net revenue for each period presented. The majority of deferred revenue as of January 28, 2022 is expected to be recognized in Net revenue in the fiscal quarter ending April 29, 2022, as products are delivered to customers.

(in thousands)	Fiscal 2021			Fiscal 2020
Deferred revenue beginning of period	$	17,187		$	8,096
Deferred revenue recognized in period		(16,973	)		(7,882	)
Revenue deferred in period		8,346			16,973
Deferred revenue end of period	$	8,560		$	17,187

Gift Card Reconciliation

The following table provides the reconciliation of the contract liability related to gift cards:

(in thousands)	Fiscal 2021			Fiscal 2020
Balance as of beginning of period	$	26,798		$	22,592
Gift cards sold		55,107			52,315
Gift cards redeemed		(44,391	)		(47,061	)
Gift card breakage		(4,444	)		(1,048	)
Balance as of end of period	$	33,070		$	26,798

Schedule of Other Comprehensive Income (Loss)

	Fiscal 2021			Fiscal 2020			Fiscal 2019
Beginning balance: Accumulated other comprehensive loss (net of tax of $2,987, $3,453 and $3,505, respectively)	$	(11,221	)	$	(12,988	)	$	(13,183	)
Other comprehensive (loss) income
Foreign currency translation adjustments (net of tax of $374, $(466) and $(52), respectively)		(1,421	)		1,767			195
Ending balance: Accumulated other comprehensive loss (net of tax of $3,361, $2,987 and $3,453, respectively)	$	(12,642	)	$	(11,221	)	$	(12,988	)

Schedule of Components of Basic and Diluted EPS

The following table summarizes the components of basic and diluted EPS:

(in thousands)	Fiscal 2021		Fiscal 2020		Fiscal 2019
Net income	$	33,369	$	10,836	$	19,290
Basic weighted average shares outstanding		32,929		32,566		32,343
Dilutive impact of stock awards		752		86		2
Diluted weighted average shares outstanding		33,681		32,652		32,345
Basic earnings per share	$	1.01	$	0.33	$	0.60
Diluted earnings per share	$	0.99	$	0.33	$	0.60

Goodwill and Indefinite Lived Intangible Assets - Summary of Goodwill and Indefinite Lived Intangible Assets (Details) - USD ($) $ in Thousands	Jan. 28, 2022	Jan. 29, 2021
Goodwill And Intangible Assets Disclosure [Abstract]
Goodwill	$ 106,700	$ 106,700
Trade name balance	$ 257,000	$ 257,000

Debt (Tables)

12 Months Ended

Jan. 28, 2022

Debt Disclosure [Abstract]

Summary of Company's Borrowing Availability Under ABL Facility

The following table summarizes the Company’s borrowing availability under the ABL Facility:

	January 28, 2022			January 29, 2021
(in thousands)	Amount		Interest Rate	Amount		Interest Rate
ABL Facility maximum borrowing	$	275,000		$	275,000
Less: Outstanding borrowings		—	—%		25,000		3.00	%
Less: Outstanding letters of credit		23,521			27,131
Borrowing availability under ABL Facility	$	251,479		$	222,869

Schedule of Company's Long Term Debt

The Company’s long-term debt consisted of the following:

	January 28, 2022					January 29, 2021
(in thousands)	Amount		Interest Rate			Amount		Interest Rate
Term Loan Facility	$	257,813		10.75	%	$	271,563		10.75	%
Less: Current portion of long-term debt		13,750					13,750
Less: Unamortized debt issuance costs		9,589					12,181
Long-term debt, net	$	234,474				$	245,632

Schedule of Aggregate Scheduled Maturities

The Company’s aggregate scheduled maturities of the Term Loan Facility and ABL Facility as of January 28, 2022 are as follows:

Scheduled maturities

(in thousands)
2022	$	13,750
2023		13,750
2024		13,750
2025		216,563
2026		—
Total	$	257,813

Leases - Supplemental Balance Sheet Information Related to Operating Leases (Details) - USD ($) $ in Thousands	Jan. 28, 2022	Jan. 29, 2021
Leases [Abstract]
Operating lease right-of-use asset	$ 31,492	$ 35,475
Lease liability - current	5,617	5,183
Lease liability - long-term	$ 32,731	$ 37,811
Weighted average remaining lease term in years	6 years 9 months 18 days	7 years 6 months 21 days
Weighted average discount rate	6.55%	6.44%

Goodwill and Indefinite Lived Intangible Assets

12 Months Ended

Jan. 28, 2022

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Indefinite Lived Intangible Assets

NOTE 8. GOODWILL AND INDEFINITE-LIVED INTANGIBLE ASSET

The Company’s intangible assets, consisting of a goodwill and trade name, were originally valued in connection with a business combination accounted for under the purchase accounting method. Goodwill represents the excess of the purchase price over the fair value of the net assets acquired.

The following table summarizes the Company’s goodwill and indefinite-lived intangible asset:

(in thousands)	January 28, 2022		January 29, 2021
Goodwill balance	$	106,700	$	106,700
Trade name balance	$	257,000	$	257,000

ASC 350, Intangibles - Goodwill and Other, requires companies to test goodwill and indefinite-lived intangible assets for impairment annually, or more often if an event or circumstance indicates that the carrying amount may not be recoverable. In First Quarter 2020, the Company tested goodwill for impairment in response to the COVID pandemic for its Outfitters and Japan eCommerce reporting units. The testing resulted in no impairment for the Outfitters reporting unit and full impairment of the $3.3 million goodwill allocated to the Japan eCommerce reporting unit, which is recorded in Other operating expense, net in the Consolidated Statements of Operations. The Company completed its annual impairment test for all reporting units in Fiscal 2021, Fiscal 2020 and Fiscal 2019 and no further impairment charges were recorded. Of the total $106.7 million of goodwill recorded as of January 28, 2022, $70.4 million and $36.3 million relates to the Company’s U.S. eCommerce and Outfitters reporting units, respectively.

In Fiscal 2021, Fiscal 2020, and Fiscal 2019, the Company conducted the annual impairment testing of its indefinite-lived intangible asset. There was no impairment of the trade name during any period presented.

Debt - Schedule of Company's Long Term Debt (Details) - USD ($) $ in Thousands	Jan. 28, 2022	Jan. 29, 2021	Sep. 09, 2020
Line Of Credit Facility [Line Items]
Less: Current portion of long-term debt	$ 13,750	$ 13,750
Less: Unamortized debt issuance costs	9,589	12,181
Long-term debt, net	234,474	245,632
Term Loan Facility
Line Of Credit Facility [Line Items]
Secured debt	$ 257,813	$ 271,563	$ 275,000
Debt instrument, interest rate, stated percentage	10.75%	10.75%

Background and Basis of Presentation - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended	12 Months Ended
	Jul. 31, 2020	May 01, 2020	Jan. 29, 2021	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Unusual Risk Or Uncertainty [Line Items]
Impairment of goodwill					$ 3,300,000
Corporate restructuring, percentage of reduced corporate positions	10.00%
Other Operating Expense (Income)
Unusual Risk Or Uncertainty [Line Items]
Severance costs	$ 2,900,000
COVID-19
Unusual Risk Or Uncertainty [Line Items]
Impairment of goodwill			$ 0	$ 0	$ 0	$ 0
COVID-19 \| Outfitters
Unusual Risk Or Uncertainty [Line Items]
Impairment of goodwill		$ 0
COVID-19 \| Japan eCommerce
Unusual Risk Or Uncertainty [Line Items]
Impairment of goodwill		$ 3,300,000

Income Taxes - Summary of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Deferred tax assets
Deferred revenue	$ 6,528	$ 4,882	$ 3,797
Legal accruals	2,461	3,551	1,938
Deferred compensation	18,328	16,147	12,507
Reserve for returns	2,958	3,072	2,654
Inventory	3,730	6,390	3,413
CTA investment in foreign subsidiaries	3,361	2,987	3,453
Operating lease liabilities	8,677	9,677	10,319
Other	2,402	2,668	2,764
Net operating loss carryforward	5,211	3,093	6,018
Total deferred tax assets	53,656	52,467	46,863
Less valuation allowance	(6,009)	(3,896)	(6,526)
Net deferred tax assets	47,647	48,571	40,337
Deferred tax liabilities
Intangible assets	62,295	62,372	62,397
LIFO reserve	18,118	15,191	17,503
Property and equipment	4,396	8,660	7,208
Operating lease right-of-use assets	7,089	7,882	8,586
Catalog advertising	1,940	1,812	2,294
Total deferred tax liabilities	93,838	95,917	97,988
Net deferred tax liability	$ 46,191	$ 47,346	$ 57,651

Summary of Significant Accounting Policies - Schedule of Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Accounting Policies [Abstract]
Beginning balance: Accumulated other comprehensive loss (net of tax of $2,987, $3,453 and $3,505, respectively)	$ (11,221)	$ (12,988)	$ (13,183)
Other comprehensive (loss) income
Foreign currency translation adjustments (net of tax of $374, $(466) and $(52), respectively)	(1,421)	1,767	195
Ending balance: Accumulated other comprehensive loss (net of tax of $3,361, $2,987 and $3,453, respectively)	$ (12,642)	$ (11,221)	$ (12,988)

- Definition

Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.

+ References + Details

Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Income Tax Disclosure [Abstract]
Gross UTB balance at beginning of period	$ 1,012	$ 1,202	$ 1,458
Tax positions related to the prior periods - gross increases (decreases)	539	(190)	(179)
Settlements	(74)		(77)
Gross UTB balance at end of period	$ 1,477	$ 1,012	$ 1,202

Leases

12 Months Ended

Jan. 28, 2022

Leases [Abstract]

Leases

NOTE 4. LEASES

In February 2016, the FASB issued ASU 2016-02, Leases (“Topic 842”), which changed how companies account for leases. On February 2, 2019, the Company adopted the guidance using the comparatives under 840 option approach which waives the requirement to apply ASC 842 in the comparative periods presented within the financial statements in the year of adoption. Lands’ End elected the practical expedient package, which among other practical expedients, includes the option to retain the historical classification of leases entered into prior to February 2, 2019. The Company also elected the practical expedient to combine lease and non-lease components.

The Company is a lessee under various lease agreements for its Company Operated store operations and computer equipment. The determination of whether an arrangement contains a lease and the classification of a lease, if applicable, is made at lease commencement (date in which the Company takes possession of the asset). At lease commencement the Company also measures and recognizes a right-of-use asset, representing the Company’s right to use the underlying asset, and a lease liability, representing the Company’s obligation to make lease payments under the terms of the arrangement. The lease term is defined as the noncancelable portion of the lease term plus any periods covered by an option to extend the lease, if it is reasonably certain that the option will be exercised. For the purposes of recognizing right-of-use assets and lease liabilities associated with the Company’s leases, the Company has elected the practical expedient of not recognizing a right-of-use asset or lease liability for short-term leases, which are leases with a term of twelve months or less. The Company’s leases are classified as operating leases, which are included in the Operating lease right-of-use asset, Lease liability – current and Lease liability – long-term on the Company's Consolidated Balance Sheets.

Right-of-use assets and lease liabilities are recognized based on the present value of the future minimum lease payments, over the lease term, as of the commencement date. Minimum lease payments include the fixed lease component of the agreement as well as any variable rate payments that depend on an index, initially measured using

the index at the lease commencement date. Lease terms may include options to renew. If it is determined the lease will not be renewed, the right-of-use asset and lease liability for that lease will be adjusted to reflect the updated lease term. The Company does not have any leases with residual value guarantees or restrictions or covenants imposed by the lease.

Due to the absence of an implicit rate in the Company’s lease contracts, the Company estimates its incremental borrowing rate for each lease based on the lease term, lease currency and the Company’s credit spread. The yield curve selected at the lease commencement date represents one notch above the Company’s unsecured credit rating, and therefore is considered a close proxy for the incremental borrowing rate the Company would incur for secured debt.

Lease expense is recognized on a straight-line basis over the lease term and is included in Selling and administrative expense in the Consolidated Statements of Operations. Variable lease payments that do not depend on a rate or index and short-term rentals (leases with terms less than 12 months) are expensed as incurred.

At the time of implementation in Fiscal 2019, the Company determined certain Operating lease right-of-use assets were impaired and recorded a $1.7 million adjustment to beginning retained earnings related to these impairments, net of tax.

The Company is a lessee under various lease agreements for its Company Operated store operations and computer equipment. All leases are classified as operating leases. The Company’s leases have remaining terms of less than one year to ten years and contain various renewal options. The period which is subject to an option to extend the lease is included in the lease term if it is reasonably certain that the option will be exercised. Options to extend are reviewed within two years of option date.

The components of lease expense are as follows:

(in thousands)	Fiscal 2021		Fiscal 2020
Operating lease expense	$	8,273	$	8,516
Variable lease expense		2,312		2,303
Ending balance	$	10,585	$	10,819

Short-term lease cost was not material for Fiscal 2021 or Fiscal 2020.

Supplemental balance sheet information related to operating leases are as follows:

(in thousands)	Fiscal 2021			Fiscal 2020
Operating lease right-of-use asset	$	31,492		$	35,475
Lease liability – current		5,617			5,183
Lease liability – long-term		32,731			37,811
Weighted average remaining lease term in years		6.80		7.56
Weighted average discount rate		6.55	%		6.44	%

Supplemental cash flow information related to operating leases are as follows:

(in thousands)	Fiscal 2021		Fiscal 2020
Operating cash outflows from operating leases	$	10,509	$	8,710
Operating lease right-of-use-assets obtained in exchange for lease liabilities		1,409		3,406

Maturities of operating lease liabilities as of January 28, 2022 are as follows:

(in thousands)
2022	$	9,240
2023		7,435
2024		6,445
2025		5,837
2026		5,006
Thereafter		14,100
Total operating lease payments	$	48,063
Less imputed interest		9,715
Present value of lease liabilities	$	38,348

In Fiscal 2022, the Company commenced, for accounting purposes, a lease to relocate an existing Company Operated store. The agreement provides for escalating monthly rental payments totaling approximately $5.3 million over the initial lease term of approximately 11 years.

Segment Reporting - Summary of Property and Equipment Net by Geographical Location (Details) - USD ($) $ in Thousands	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Segment Reporting Information [Line Items]
Property and equipment, net	$ 129,791	$ 145,288	$ 157,665
North America
Segment Reporting Information [Line Items]
Property and equipment, net	121,259	136,038	148,340
Europe
Segment Reporting Information [Line Items]
Property and equipment, net	7,879	8,267	8,716
Asia
Segment Reporting Information [Line Items]
Property and equipment, net	$ 653	$ 983	$ 609

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)		3 Months Ended	9 Months Ended	12 Months Ended
	Jul. 29, 2021	May 01, 2020	Jan. 29, 2021	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020	Nov. 16, 2017
Significant Accounting Policies [Line Items]
Increase in inventories				$ 4,213,000	$ 4,081,000	$ 53,819,000
Reserve for excess and obsolete inventory			$ 22,800,000	15,200,000	22,800,000
Unamortized marketing costs			10,200,000	10,800,000	10,200,000
Marketing expenses				220,000,000.0	195,400,000	194,900,000
Depreciation expense				39,200,000	37,300,000	31,100,000
Impairment of property and equipment				0	400,000	1,400,000
Goodwill impairment					3,300,000
Accounts receivable, net			37,574,000	49,668,000	37,574,000
Total self insurance expenses				17,300,000	17,100,000	17,400,000
401(k) plan expense				$ 3,900,000	$ 700,000	$ 3,600,000
Options awards expiration period				10 years
Awards vesting period				4 years
Antidilutive shares excluded from diluted weighted average shares outstanding				93	1,093,274	745,575
ASU 2019-12
Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted				true
Change in Accounting Principle, Accounting Standards Update, Adoption Date				Apr. 30, 2021
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect				true
Other Current Liabilities
Significant Accounting Policies [Line Items]
Refund liabilities			25,700,000	$ 23,400,000	$ 25,700,000
Cost Of Sales
Significant Accounting Policies [Line Items]
Foreign exchange transaction adjustments				800,000	3,400,000	$ (3,400,000)
ABL Facility
Significant Accounting Policies [Line Items]
Line of credit facility, maximum borrowing capacity			275,000,000	275,000,000	275,000,000		$ 175,000,000
Line of credit facility, maturity date	Nov. 16, 2022
Line of credit			25,000,000	0	25,000,000
Letter of credit outstanding amount			$ 27,131,000	23,521,000	$ 27,131,000
ABL Facility \| Minimum
Significant Accounting Policies [Line Items]
Line of credit facility, maturity date	Jun. 09, 2025
ABL Facility \| Maximum
Significant Accounting Policies [Line Items]
Line of credit facility, maturity date	Jul. 29, 2026
ABL Facility \| Letter of Credit
Significant Accounting Policies [Line Items]
Line of credit facility, maximum borrowing capacity				$ 70,000,000.0
Trade Names
Significant Accounting Policies [Line Items]
Reporting units exceeded the carrying value percentage			61.20%	68.90%	61.20%	19.10%
Impairment of indefinite intangible asset excluding goodwill				$ 0	$ 0	$ 0
US eCommerce
Significant Accounting Policies [Line Items]
Reporting units exceeded the carrying value percentage			61.70%	91.20%	61.70%
Outfitters
Significant Accounting Policies [Line Items]
Reporting units exceeded the carrying value percentage			108.80%	65.50%	108.80%
COVID-19
Significant Accounting Policies [Line Items]
Reserve for excess and obsolete inventory				$ (7,600,000)
Goodwill impairment			$ 0	$ 0	$ 0	$ 0
COVID-19 \| Outfitters
Significant Accounting Policies [Line Items]
Goodwill impairment		$ 0
COVID-19 \| Japan eCommerce
Significant Accounting Policies [Line Items]
Goodwill impairment		$ 3,300,000
United States
Significant Accounting Policies [Line Items]
Percentage of LIFO inventory			87.00%	86.00%	87.00%
LIFO
Significant Accounting Policies [Line Items]
Increase in inventories				$ 800,000	$ 200,000

Leases - Supplemental Cash Flow Information Related to Operating Leases (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021
Leases [Abstract]
Operating cash outflows from operating leases	$ 10,509	$ 8,710
Operating lease right-of-use-assets obtained in exchange for lease liabilities	$ 1,409	$ 3,406

Stock-Based Compensation - Summary of Performance Awards Activity (Details) - Performance Awards - $ / shares	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Unvested awards at beginning of year	393,000	412,000
Number of Shares, Granted	166,000
Number of Shares, Change in estimate - performance	42,000	16,000
Number of Shares, Vested	(165,000)
Number of Shares, Forfeited		(35,000)
Number of Shares, Unvested awards at end of year	436,000	393,000
Weighted Average Grant Date Fair Value, Unvested awards at beginning of year	$ 18.32	$ 18.15
Weighted Average Grant Date Fair Value, Granted	29.95
Weighted Average Grant Date Fair Value, Change in estimate - performance	15.73	21.90
Weighted Average Grant Date Fair Value, Vested	21.90
Weighted Average Grant Date Fair Value, Forfeited		18.02
Weighted Average Grant Date Fair Value, Unvested awards at end of year	$ 21.15	$ 18.32

Goodwill and Indefinite Lived Intangible Assets - Additional Information (Details) - USD ($)	3 Months Ended	9 Months Ended	12 Months Ended
	May 01, 2020	Jan. 29, 2021	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Indefinite Lived Intangible Assets By Major Class [Line Items]
Goodwill impairment				$ 3,300,000
Goodwill		$ 106,700,000	$ 106,700,000	106,700,000
Trade Names
Indefinite Lived Intangible Assets By Major Class [Line Items]
Impairment of indefinite-lived intangible assets excluding goodwill			0	0	$ 0
COVID-19
Indefinite Lived Intangible Assets By Major Class [Line Items]
Goodwill impairment		$ 0	0	$ 0	$ 0
Outfitters
Indefinite Lived Intangible Assets By Major Class [Line Items]
Goodwill			36,300,000
Outfitters \| COVID-19
Indefinite Lived Intangible Assets By Major Class [Line Items]
Goodwill impairment	$ 0
Japan eCommerce \| COVID-19
Indefinite Lived Intangible Assets By Major Class [Line Items]
Goodwill impairment	$ 3,300,000
US eCommerce
Indefinite Lived Intangible Assets By Major Class [Line Items]
Goodwill			$ 70,400,000

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020	Feb. 01, 2019
Income Tax Examination [Line Items]
Unrecognized tax benefits	$ 1,477	$ 1,012	$ 1,202	$ 1,458
Unrecognized tax benefits that would impact effective tax rate	$ 1,300
Tax years remain open for examination	2018 2019 2020
Amount of interest and penalties recognized	$ 600	600
Income tax examination, penalties and interest accrued, net of tax benefit	500	500
CARES act related to carryback of net operating losses		$ 3,100
State and Local Jurisdiction
Income Tax Examination [Line Items]
Operating loss Carryforwards	11,300
Deferred tax assets, net	700
Foreign Tax Authority
Income Tax Examination [Line Items]
Operating loss Carryforwards	15,200
Deferred tax assets, net	$ 4,500

Income Taxes - Schedule of Income Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Income (loss) before income taxes
United States	$ 52,963	$ 173	$ 21,406
Foreign	(6,994)	12,419	(44)
Income before income taxes	$ 45,969	$ 12,592	$ 21,362

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
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+ Details

Background and Basis of Presentation

12 Months Ended

Jan. 28, 2022

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Background and Basis of Presentation

NOTE 1. BACKGROUND AND BASIS OF PRESENTATION

Description of Business

Lands’ End, Inc. (“Lands’ End” or the “Company”) is a leading uni-channel retailer of casual clothing, accessories, footwear and home products. Lands’ End offers products online at www.landsend.com, through Company Operated stores and through third-party distribution channels.

Terms that are commonly used in the Company’s Notes to the Consolidated Financial Statements are defined as follows:

•

ABL Facility – Asset-based senior secured credit agreements, providing for a revolving facility, dated as of November 16, 2017, with Wells Fargo, N.A. and certain other lenders, as amended to date

•

Adjusted EBITDA – Net income (loss) appearing on the Consolidated Statements of Operations net of Income tax expense/(benefit), Interest expense, Depreciation and amortization and certain significant items

•

ASC – Financial Accounting Standards Board Accounting Standards Codification, which serves as the source for authoritative GAAP, as supplemented by rules and interpretive releases by the SEC which are also sources of authoritative GAAP for SEC registrants

•

ASU – Financial Accounting Standards Board Accounting Standards Update

•

CARES Act – The Coronavirus Aid, Relief and Economic Security Act signed into law on March 27, 2020

•

Company Operated stores – Lands’ End retail stores in the Retail distribution channel

•

COVID – Coronavirus disease 2019 (COVID-19) caused by severe respiratory syndrome coronavirus 2 (SARS-CoV-2)

•

Debt Facilities – Collectively, the Term Loan Facility and ABL Facility

•

Deferred Awards – Time vesting stock awards

•

EPS – Earnings per share

•

ESL – ESL Investments, Inc. and its investment affiliates, including Edward S. Lampert

•

FASB – Financial Accounting Standards Board

•

First Quarter 2020 – The 13 weeks ended May 1, 2020

•

First Quarter 2021 – The 13 weeks ended April 30, 2021

•

Fiscal 2021 – The 52 weeks ended January 28, 2022

•

Fiscal 2022 – The Company’s next fiscal year representing the 52 weeks ending January 27, 2023

•

GAAP – Accounting principles generally accepted in the United States

•

LIBOR – London inter-bank offered rate

•

Option Awards – Stock option awards

•

Performance Awards – Performance-based stock awards

•

Sears Holdings – Sears Holdings Corporation, a Delaware corporation, and its consolidated subsidiaries

•

SEC – United States Securities and Exchange Commission

•

Second Quarter 2020 – The 13 weeks ended July 31, 2020

•

Separation – On April 4, 2014 Sears Holdings distributed 100% of the outstanding common stock of Lands’ End to its stockholders

•

Term Loan Facility – Term loan credit agreement, dated as of September 9, 2020, among the Company, Fortress Credit Corp., as Administrative Agent and Collateral Agent, and the lenders party thereto

•

Third Quarter 2021 – The 13 weeks ended October 29, 2021

•

Transform Holdco – Transform Holdco LLC, an affiliate of ESL, which on February 11, 2019 acquired from Sears Holdings substantially all of the go-forward retail footprint and other assets and component businesses of Sears Holdings as a going concern

•

UTBs – Gross unrecognized tax benefits

Basis of Presentation

The Consolidated Financial Statements include the accounts of Lands’ End, Inc. and its subsidiaries. All intercompany transactions and balances have been eliminated.

The accompanying Consolidated Financial Statements have been prepared in accordance with GAAP. In the opinion of management, all material adjustments are of a normal and recurring nature necessary for a fair presentation of the results have been reflected for the periods presented. Dollar amounts are reported in thousands, except per share data, unless otherwise noted.

Impact of the COVID Pandemic

COVID surfaced in late 2019 and in March 2020, the World Health Organization declared COVID a pandemic. The onset of the COVID pandemic had a disruptive impact on the Company’s business operations and an unfavorable impact on the Company’s results of operations during the first half of Fiscal 2020. During the Second Quarter 2020, the Company began a recovery that continued to build on the momentum experienced before the COVID pandemic. The Company’s strong foundation and ongoing enhancements across the four strategic pillars of product, digital, uni-channel distribution and infrastructure and business processes have supported the Company during the COVID pandemic and continue to support the Company’s financial performance and encouraging customer metrics. The ultimate timing and impact of customer demand levels across all distribution channels will depend on the duration and scope of the COVID pandemic, overall economic conditions and consumer preferences.

Health and Safety of Employees and Consumers

From the beginning of the COVID pandemic, the Company’s priority has been the safety of employees and customers. On March 16, 2020, the Company temporarily closed its Company Operated stores. These stores reopened during Second Quarter 2020. Since the onset of the COVID pandemic, the Company has taken extra precautions in its offices, distribution centers and Company Operated stores, which have varied from time to time based on the then current guidance from global, federal and state health authorities. These measures have included retail guidelines, work-from-home policies, social distancing, masking, thermal scanning and partitions in facilities. With the emergence of COVID variants and periodic increases in the number of reported cases affecting different regions, the Company has been required to keep these measures in place longer than anticipated.

Supply Chain

As with all industries, the Company experienced global supply chain challenges and the Company continually monitors its supply chain for manufacturing and transportation delays caused or exacerbated by the COVID pandemic. During Fiscal 2021, the COVID pandemic impacted the Company’s distribution process, third-party manufacturing partners and logistics partners, including shipping delays due to port congestion, and closure of certain third-party manufacturing facilities and production lines. These global supply chain challenges caused manufacturing, transport and receipt of inbound product delays, and resulted, at times, in lower inventory positions and higher than normal back orders. In addition, due to the global supply chain challenges the Company experienced increased transportation and distribution costs during the second half of Fiscal 2021.

The Company expects these global supply chain challenges and increases in transportation costs to continue throughout Fiscal 2022. These shipping delays and additional costs may continue to impact the Company’s future net sales, gross margin and net earnings depending upon the ultimate timing of delivery and availability of product.

Labor Shortage

The Company has and may continue to experience a U.S. labor shortage affecting its ability to staff and operate its U.S. distribution centers. Due to the seasonal nature of its business, the Company relies heavily on flexible part-time employees to staff its distribution centers in support of its peak seasons, including the back-to-school shopping season and fourth fiscal quarter holiday shopping season.

Goodwill and Indefinite-Lived Intangible Asset

The Company considered the COVID pandemic to be a triggering event in First Quarter 2020 for the Company’s Outfitters and Japan eCommerce reporting units and therefore completed an interim test for impairment of goodwill for these reporting units as of May 1, 2020. This testing resulted in no impairment of the Company’s Outfitters reporting unit and full impairment of the $3.3 million of goodwill allocated to the Company’s Japan eCommerce reporting unit recorded in the First Quarter 2020. There was not a triggering event or impairment charge for any reporting unit in Fiscal 2021 and the remaining fiscal quarters of Fiscal 2020.

Corporate Restructuring

During Second Quarter 2020, the Company reduced approximately 10% of corporate positions. The Company incurred total severance costs of approximately $2.9 million related to the reduction of corporate positions which was recorded in Other operating expense (income), net in the Consolidated Statements of Operations.

Segment Reporting - Summary of Net Revenue by Distribution Channel (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 28, 2022	Jan. 29, 2021	Jan. 31, 2020
Segment Reporting Information [Line Items]
Net revenue	$ 1,636,624	$ 1,427,448	$ 1,450,201
US eCommerce
Segment Reporting Information [Line Items]
Net revenue	$ 1,027,138	$ 961,911	$ 910,088
Percentage of net revenue	62.80%	67.40%	62.80%
International
Segment Reporting Information [Line Items]
Net revenue	$ 220,997	$ 222,878	$ 181,087
Percentage of net revenue	13.50%	15.60%	12.50%
Outfitters
Segment Reporting Information [Line Items]
Net revenue	$ 254,191	$ 174,260	$ 285,807
Percentage of net revenue	15.50%	12.20%	19.70%
Third Party
Segment Reporting Information [Line Items]
Net revenue	$ 86,517	$ 39,945	$ 13,654
Percentage of net revenue	5.30%	2.80%	0.90%
Retail
Segment Reporting Information [Line Items]
Net revenue	$ 47,781	$ 28,454	$ 59,565
Percentage of net revenue	2.90%	2.00%	4.10%

- Definition

+ References

+ Details

Income Taxes

12 Months Ended

Jan. 28, 2022

Income Tax Disclosure [Abstract]

Income Taxes

NOTE 9. INCOME TAXES

The Company’s income (loss) before income taxes in the United States and in foreign jurisdictions is as follows:

(in thousands)	Fiscal 2021			Fiscal 2020		Fiscal 2019
Income (loss) before income taxes
United States	$	52,963		$	173	$	21,406
Foreign		(6,994	)		12,419		(44	)
Total income before income taxes	$	45,969		$	12,592	$	21,362

Certain foreign operations are branches of Lands’ End and are subject to U.S. as well as foreign income tax. The pretax income (loss) by location and the analysis of the income tax provision by taxing jurisdiction are not directly related.

The components of the provision for (benefit from) income taxes are as follows:

(in thousands)	Fiscal 2021		Fiscal 2020		Fiscal 2019
United States	$	12,215	$	725	$	2,105
Foreign		385		1,031		(33	)
Total provision	$	12,600	$	1,756	$	2,072

(in thousands)	Fiscal 2021			Fiscal 2020			Fiscal 2019
Current:
Federal	$	11,370		$	8,334		$	979
State		1,627			3,675			1,549
Foreign		385			517			—
Total current		13,382			12,526			2,528
Deferred:
Federal		(1,426	)		(8,413	)		340
State		644			(2,871	)		(763	)
Foreign		—			514			(33	)
Total deferred		(782	)		(10,770	)		(456	)
Total provision	$	12,600		$	1,756		$	2,072

A reconciliation of the statutory federal income tax rate to the effective income tax rate is as follows:

	Fiscal 2021			Fiscal 2020			Fiscal 2019
Tax at statutory federal tax rate		21.0	%		21.0	%		21.0	%
State income taxes, net of federal tax benefit		3.9	%		5.0	%		2.9	%
Foreign differential		(5.2	)%		2.7	%		(4.0	)%
Permanent differences		1.9	%		16.8	%		4.3	%
CARES Act		—	%		(24.6	)%		—	%
Uncertain tax benefits		1.1	%		(1.6	)%		(0.8	)%
Change in foreign valuation allowance		4.9	%		(3.8	)%		4.2	%
Foreign branches		—	%		—	%		(15.9	)%
Other, net		(0.2	)%		(1.6	)%		(2.0	)%
Total		27.4	%		13.9	%		9.7	%

Deferred tax assets and liabilities consisted of the following:

(in thousands)	January 28, 2022			January 29, 2021			January 31, 2020
Deferred tax assets
Deferred revenue	$	6,528		$	4,882		$	3,797
Legal accruals		2,461			3,551			1,938
Deferred compensation		18,328			16,147			12,507
Reserve for returns		2,958			3,072			2,654
Inventory		3,730			6,390			3,413
CTA investment in foreign subsidiaries		3,361			2,987			3,453
Operating lease liabilities		8,677			9,677			10,319
Other		2,402			2,668			2,764
Net operating loss carryforward		5,211			3,093			6,018
Total deferred tax assets		53,656			52,467			46,863
Less valuation allowance		(6,009	)		(3,896	)		(6,526	)
Net deferred tax assets	$	47,647		$	48,571		$	40,337

Deferred tax liabilities
Intangible assets	$	62,295		$	62,372		$	62,397
LIFO reserve		18,118			15,191			17,503
Property and equipment		4,396			8,660			7,208
Operating lease right-of-use assets		7,089			7,882			8,586
Catalog advertising		1,940			1,812			2,294
Total deferred tax liabilities		93,838			95,917			97,988
Net deferred tax liability	$	46,191		$	47,346		$	57,651

As of January 28, 2022, the Company had $11.3 million of state net operating loss (“NOL”) carryforwards (generating a $0.7 million deferred tax asset) available to offset future taxable income. The state NOL carryforwards generally expire between 2023 and 2039 with certain state NOLs generated after 2017 having indefinite carryforward. The Company’s foreign subsidiaries had $15.2 million of NOL carryforwards (generating a $4.5 million deferred tax asset) available to offset future taxable income. These foreign NOLs can be carried forward indefinitely, however, a valuation allowance was established since the future utilization of these NOLs is uncertain.

A reconciliation of the beginning and ending amount of UTBs is as follows:

	Fiscal 2021			Fiscal 2020			Fiscal 2019
Gross UTB balance at beginning of period	$	1,012		$	1,202		$	1,458
Tax positions related to the prior periods - gross increases (decreases)		539			(190	)		(179	)
Settlements		(74	)		—			(77	)
Gross UTB balance at end of period	$	1,477		$	1,012		$	1,202

As of January 28, 2022, the Company had UTBs of $1.5 million. Of this amount, $1.3 million would, if recognized, impact its effective tax rate. The Company does not expect that UTBs will fluctuate significantly in the next 12 months for tax audit settlements and the expiration of the statute of limitations for certain jurisdictions. Tax years 2018 through 2020 remain open for examination by the Internal Revenue Service as well as various state and foreign jurisdictions.

The Company classifies interest expense and penalties related to UTBs and interest income on tax overpayments as components of income tax expense. As of January 28, 2022, the total amount of interest expense and penalties recognized on the balance sheet was $0.6 million ($0.5 million net of federal benefit). As of January 29, 2021, the total amount of interest and penalties recognized on the balance sheet was $0.6 million ($0.5 million net of federal benefit). The total amount of net interest expense recognized in the Consolidated Statements of

Operations was insignificant for all periods presented. The Company files income tax returns in both the United States and various foreign jurisdictions.

Impacts of the CARES Act

In response to the COVID pandemic, the CARES Act was signed into law on March 27, 2020. The CARES Act, among other things, includes provisions related to refundable payroll tax credits, deferment of employer side social security payments, net operating loss utilization and carryback periods, modifications to the net interest deduction limitations, increased limitations on qualified charitable contributions, and technical corrections to tax depreciation methods for qualified improvement property. In Fiscal 2020, the Company recorded a $3.1 million benefit related to the technical corrections aspect of the CARES Act related to carryback of net operating losses in years beginning in 2017.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

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+ Details