Item 4.02. Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.
The Company has determined that the withdrawal of $50 million of excess funds from assets held in the Company’s irrevocable rabbi trust (the "Rabbi Trust") in March 2020 was incorrectly presented as cash provided by operating activities, rather than cash provided by (used for) investing activities in the Company’s Condensed Consolidated Statements of Cash Flows for the thirteen week, twenty-six week, and thirty-nine week periods ended May 2, 2020, August 1, 2020, and October 31, 2020, respectively (collectively, the “Fiscal 2020 Interim Cash Flow Statements”).
As a result, on March 1, 2021, the Audit and Finance Committee of the Board of Directors of the Company (the “Audit Committee”), after discussion with the Company’s management and with PricewaterhouseCoopers LLP, the Company's independent registered public accounting firm, concluded that the previously issued unaudited condensed consolidated financial statements as of and for the periods ended May 2, 2020, August 1, 2020, and October 31, 2020 included in the Company’s quarterly reports on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on June 10, 2020, September 8, 2020, and December 7, 2020, respectively, (collectively, the “Fiscal 2020 Interim Financial Statements”) should no longer be relied upon and are to be restated in order to correct the classification error. Accordingly, the Company will disclose the impact of such restatements on its Fiscal 2020 Interim Financial Statements in conjunction with its Annual Report on Form 10-K for the year ended January 30, 2021 (the “Company’s Fiscal 2020 Form 10-K”), which the Company currently expects to file with the SEC the week of March 29, 2021.
The restatement will correct the presentation of the withdrawal of $50 million of excess funds from the Company’s Rabbi Trust so that it is reported as a cash inflow from investing activity, rather than as a cash inflow from operating activity in each of the Fiscal 2020 Interim Cash Flow Statements included in the Fiscal 2020 Interim Financial Statements. The classification error also affects cash flow information previously presented in the Company’s first quarter through third quarter of fiscal 2020 earnings releases and the investor presentations made available in conjunction therewith, including free cash flow, a non-GAAP metric derived from net cash provided by operating activities, which was previously presented in the Company’s third quarter of fiscal 2020 investor presentation. The classification error did not have an impact on the Company’s Condensed Consolidated Statements of Operations and Comprehensive Income (Loss), Condensed Consolidated Balance Sheets or Condensed Consolidated Statements of Stockholders’ Equity included within the Fiscal 2020 Interim Financial Statements or on any other financial data that the Company had previously presented in its periodic reports, earnings releases, or investor presentations.
The Company has not filed and does not intend to file amendments to the Company’s previously filed Quarterly Reports on Form 10-Q for the periods affected by the correction of the classification error and restatement of the Company’s Fiscal 2020 Interim Financial Statements as described above. Investors and others should rely on the financial information and other disclosures regarding the restated Fiscal 2020 Interim Financial Statements, to be disclosed in the Company’s Fiscal 2020 Form 10-K and in the Company’s future filings with the SEC (as applicable).
The effects of the classification error on the Fiscal 2020 Interim Cash Flow Statements are shown in the tables below.
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Thirteen Weeks Ended
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As Originally Reported
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As Restated
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(in thousands)
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May 2, 2020
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Adjustment
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May 2, 2020
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Net cash used for operating activities
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$
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(90,776)
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$
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(50,000)
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$
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(140,776)
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Net cash (used for) provided by investing activities
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(46,990)
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$
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50,000
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|
3,010
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Net cash provided by financing activities
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171,668
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—
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171,668
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Effect of foreign currency exchange rates on cash
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(3,891)
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—
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(3,891)
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Net increase in cash and equivalents, and restricted cash and equivalents
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$
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30,011
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—
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$
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30,011
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Cash and equivalents, and restricted cash and equivalents, beginning of period
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$
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692,264
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—
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$
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692,264
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Cash and equivalents, and restricted cash and equivalents, end of period
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$
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722,275
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—
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$
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722,275
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Twenty-six Weeks Ended
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As Originally Reported
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As Restated
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(in thousands)
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August 1, 2020
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Adjustment
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August 1, 2020
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Net cash provided by operating activities
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$
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96,233
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$
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(50,000)
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$
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46,233
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Net cash used for investing activities
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(75,621)
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$
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50,000
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(25,621)
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Net cash provided by financing activities
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71,329
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—
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71,329
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Effect of foreign currency exchange rates on cash
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1,785
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—
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1,785
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Net increase in cash and equivalents, and restricted cash and equivalents
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$
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93,726
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—
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$
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93,726
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Cash and equivalents, and restricted cash and equivalents, beginning of period
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$
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692,264
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—
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$
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692,264
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Cash and equivalents, and restricted cash and equivalents, end of period
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$
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785,990
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—
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$
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785,990
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Thirty-nine Weeks Ended
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As Originally Reported
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As Restated
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(in thousands)
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October 31, 2020
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Adjustment
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October 31, 2020
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Net cash provided by operating activities
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$
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158,894
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$
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(50,000)
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$
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108,894
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Net cash used for investing activities
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(91,748)
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$
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50,000
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(41,748)
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Net cash provided by financing activities
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70,129
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—
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70,129
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Effect of foreign currency exchange rates on cash
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2,269
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—
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2,269
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Net increase in cash and equivalents, and restricted cash and equivalents
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$
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139,544
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—
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$
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139,544
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Cash and equivalents, and restricted cash and equivalents, beginning of period
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$
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692,264
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—
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$
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692,264
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Cash and equivalents, and restricted cash and equivalents, end of period
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$
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831,808
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—
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$
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831,808
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The Company’s management has concluded that in light of the classification error described above, a material weakness exists in the Company's internal control over financial reporting and that the Company’s disclosure controls and procedures were not effective. The Company expects to report a material weakness in its internal control over financial reporting, as well as its related remediation efforts undertaken to address such material weakness, in the Company’s Fiscal 2020 Form 10-K.
The Company’s management and the Audit Committee have discussed the matters disclosed in this Item 4.02 with the Company’s independent registered public accounting firm, PricewaterhouseCoopers LLP.